6-K

Perfect Corp. (PERF)

6-K 2025-09-26 For: 2025-06-30
View Original
Added on April 06, 2026

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, 2025

Commission File Number: 001-41540

Perfect Corp.

14F, No. 98 Minquan Road

Xindian District

New Taipei City 231

Taiwan

(Address of principal executive office)

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 if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

INCORPORATION BY REFERENCE

Exhibits 99.1 and 99.2 to this report on Form 6-K shall be deemed to be incorporated by reference into (1) the registration statement on Form F-3 (File No. 333-274835) (including the prospectus forming a part of such registration statement) filed by Perfect Corp. (the “Company”); and (2) the Company’s registration statement on Form S-8 (File No. 333-268059) (including the prospectus forming a part of such registration statement) and, in each case, to be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished.

Exhibit Description of Exhibit
99.1 Condensed Consolidated Interim Financial Statements as of and for the Six Months ended June 30, 2025.
99.2 Management’s Discussion and Analysis of Financial Condition and Results of Operations for the Period Ended June 30, 2025

FORWARD-LOOKING STATEMENTS

Certain statements contained in this Form 6-K may be viewed as “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. These statements are based on the beliefs and assumptions of our management. Although we believe that our respective plans, intentions and expectations reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks, uncertainties and assumptions. Generally, statements that are not historical facts, including statements concerning possible or assumed future actions, business strategies, events or results of operations, are forward-looking statements. These forward-looking statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These statements may be preceded by, followed by or include the words “believe,” “estimate,” “expect,” “forecast,” “may,” “will,” “should,” “seek,” “plan,” “scheduled,” “anticipate” or “intend” or similar expressions. Forward-looking statements contained in this Form 6-K (including information incorporated by reference herein) include, but are not limited to, statements about:

•our ability to maintain the listing of our securities on the NYSE;

•changes adversely affecting the business in which we are engaged;

•management of growth;

•commencement of any war, armed hostilities or other international calamity, including any act of terrorism, on or after the date of this annual report, in or involving the U.S. or Taiwan, or the material escalation of any such war, armed hostilities or other international calamity that had commenced before the date of this annual report, in each case which is reasonably likely to have a material adverse effect on the Company;

•general economic conditions;

•our business strategy and plans;

•the result of future financing efforts;

•our future market position and growth prospects;

•expected operating results, such as revenue growth, and earnings;

•the effects of health epidemics; and

•the other matters described in this Form 6-K.

Such forward-looking statements, if any, with respect to our revenues, earnings, performance, strategies, prospects and other aspects of the businesses are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of the business, future plans and strategies, anticipated events and trends, the economy and other future conditions that are subject to risks and uncertainties. These forward-looking statements are not intended to serve as, and must not be relied on as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability regarding future performance, events or circumstances. Many of the factors affecting actual performance, events and circumstances are beyond our control. The risk factors and cautionary language discussed in this Form 6-K (including information incorporated by reference herein) provide examples of risks, uncertainties and events that may cause actual results to differ materially from the expectations described by us in such forward-looking statements, including among other things:

•the ability to increase user download and engagement with our mobile apps and webs, including our ability to attract free users to purchase our subscription plans available on our mobile apps and webs to unlock premium features of our products;

•the ability to innovate, develop and provide market competitive product offerings or upgrade our existing product offerings in response to rapidly-evolving consumer preferences in a timely and cost-effective manner;

•the ability to grow and retain active subscribers’ subscriptions to the premium features of our mobile apps and web services;

•the intensity of competition in the mobile app and web services market, including the development of Generative AI technologies, which may introduce new emerging technologies and competitors for AI photo, AI video use cases;

•the rate of adoption of AI- and AR- virtual try-on technology by consumers, brands, and retailers, and any changes in consumer preferences or shopping habits;

•the ability to retain and expand sales to existing brands or attract new brands into our brand portfolio;

•the intensity of competition in the enterprise business market, including the emergence of new competitors, the development of competing technologies, and pricing pressures;

•changes in applicable laws or regulations, especially laws and regulations related to privacy and data protection;

•the need to retain, attract or maintain high-quality personnel;

•the ability to enforce, protect and maintain intellectual property rights; and

•the other matters described in this Form 6-K.

Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those anticipated in these forward-looking statements. There may be additional risks currently considered to be immaterial or which are unknown. It is not possible to predict or identify all such risks.

In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us, as of the date of this Form 6-K, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and such statements should not be read to indicate that such party has conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain and investors are cautioned not to unduly rely upon these statements.

You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this Form 6-K. Accordingly, forward-looking statements should not be relied upon as representing our views as of any subsequent date.

All forward-looking statements included herein and in the documents incorporated by reference in this Form 6-K are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Except to the extent required by applicable laws and regulations, we undertake no obligations to update these forward-looking statements to reflect events or circumstances after the date of this Form 6-K or to reflect the occurrence of unanticipated events. In the event that any forward-looking statement is updated, no inference should be made that we will make additional updates with respect to that statement, related matters, or any other forward-looking statements. Any corrections or revisions and other important assumptions and factors that could cause actual results to differ materially from forward-looking statements, including discussions of additional significant risk factors, may appear in our public filings with the SEC, which are or will be (as appropriate) accessible at www.sec.gov, and which you are advised to consult.

Capitalized terms used herein without definition shall have the meanings assigned to them in the Company’s latest Annual Report on Form 20-F, as filed with the Securities and Exchange Commission (the “Form 20-F”). Please also see the “Risk Factors” section of the Form 20-F.

SIGNATURE

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.

Perfect Corp.
Date: September 26, 2025
Name: Alice H. Chang
Title: Chief Executive Officer

perf-20250630_d2

Exhibit 99.1

INDEX TO FINANCIAL STATEMENTS

Unaudited Interim Financial Statements: Page(s)
Unaudited Condensed Interim Consolidated Balance Sheets as of December 31, 2024And June 30, 2025 F-2
Unaudited Condensed Interim Consolidated Statements Of Comprehensive Income For The Six Months Ended June 30, 2024 And 2025 F-4
Unaudited Condensed Interim Consolidated Statements Of Changes In Equity For The Six Months Ended June 30, 2024 And 2025 F-5
Unaudited Condensed Interim Consolidated Statements Of Cash Flows For The Six Months Ended June 30, 2024 And 2025 F-6
Notes to theUnaudited Condensed InterimConsolidated Financial Statements F-7

F-1

Index to Financial Statements

PERFECT CORP. AND SUBSIDIARIES

UNAUDITED CONDENSED INTERIM CONSOLIDATED BALANCE SHEETS

DECEMBER 31, 2024 AND JUNE 30, 2025

(Expressed in thousands of United States dollars)

December 31, 2024 June 30, 2025
Assets Notes Amount Amount
Current assets
Cash and cash equivalents 6(1) $ 127,121 $ 125,337
Current financial assets at fair value through profit or loss 6(2) 2,746 6,153
Current financial assets at amortized cost 6(3) 36,000 36,300
Current contract assets 6(17) 977 856
Accounts receivable 6(4) 7,902 8,560
Other receivables 352 407
Current income tax assets 271 32
Inventories 18 19
Other current assets 6(5) 2,522 2,218
Total current assets 177,909 179,882
Non-current assets
Property, plant and equipment 6(6) 554 600
Right-of-use assets 6(7) and 7 485 720
Intangible assets 6(8) 32 6,456
Deferred income tax assets 2,047 2,276
Guarantee deposits paid 146 220
Total non-current assets 3,264 10,272
Total assets $ 181,173 $ 190,154

The accompanying notes are an integral part of these consolidated financial statements.

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Index to Financial Statements

PERFECT CORP. AND SUBSIDIARIES

UNAUDITED CONDENSED INTERIM CONSOLIDATED BALANCE SHEETS (continued)DECEMBER 31, 2024 AND JUNE 30, 2025

(Expressed in thousands of United States dollars)

December 31, 2024 June 30, 2025
Liabilities and Equity Amount Amount
Current liabilities
Current financial liabilities at fair value through profit or loss $ $ 158
Current contract liabilities 17,218 21,719
Other payables 11,656 13,273
Other payables – related parties 46 64
Current tax liabilities 649 561
Current provisions 1,899 1,415
Current lease liabilities 402 460
Other current liabilities 341 308
Total current liabilities 32,211 37,958
Non-current liabilities
Non-current financial liabilities at fair value through profit or loss 1,793 757
Deferred income tax liabilities 505
Non-current lease liabilities 108 262
Net defined benefit liability, non-current 46 46
Total non-current liabilities 1,947 1,570
Total liabilities 34,158 39,528
Equity
Capital stock
Perfect Class A Ordinary Shares, 0.1 (in dollars) par value 8,506 8,506
Perfect Class B Ordinary Shares, 0.1 (in dollars) par value 1,679 1,679
Capital surplus
Capital surplus 512,990 513,890
Retained earnings
Accumulated deficit (375,420) (372,920)
Other equity interest
Other equity interest (740) (529)
Total equity 147,015 150,626
Total liabilities and equity $ 181,173 $ 190,154

All values are in US Dollars.

The accompanying notes are an integral part of these consolidated financial statements.

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Index to Financial Statements

PERFECT CORP. AND SUBSIDIARIES

UNAUDITED CONDENSED INTERIM CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE SIX MONTHS ENDED JUNE 30, 2024 AND 2025

(Expressed in thousands of United States dollars)

Six months ended June 30
2024 2025
Items Notes Amount Amount
Revenue 6(17) and 7 $ 28,194 $ 32,361
Cost of sales and services 6(12)(22)(23) (5,971) (7,580)
Gross profit 22,223 24,781
Operating expenses 6(4)(6)(7)(8)(12)(22)(23) and 7
Sales and marketing expenses (14,184) (15,170)
General and administrative expenses (4,614) (3,707)
Research and development expenses (6,010) (7,595)
Expected credit gains 12(2) 67
Total operating expenses (24,808) (26,405)
Operating loss (2,585) (1,624)
Non-operating income and expenses
Interest income 6(18) 3,952 3,164
Other income 6(19) 14 16
Other gains and losses 6(9)(20) (291) 1,592
Finance costs 6(7)(21) and 7 (10) (6)
Total non-operating income and expenses 3,665 4,766
Income before income tax 1,080 3,142
Income tax benefit (expense) 6(24) 314 (642)
Net income $ 1,394 $ 2,500
Other comprehensive income (loss)
Components of other comprehensive income (loss) that will be reclassified to profit or loss
Exchange differences arising on translation of foreign operations $ (251) $ 211
Other comprehensive income (loss), net $ (251) $ 211
Total comprehensive income $ 1,143 $ 2,711
Net income attributable to:
Shareholders of the parent $ 1,394 $ 2,500
Total comprehensive income attributable to:
Shareholders of the parent $ 1,143 $ 2,711
Earnings per share (in dollars) 6(25)
Basic earnings per share of Class A and Class B Ordinary Shares $ 0.014 $ 0.025
Diluted earnings per share of Class A and Class B Ordinary Shares $ 0.014 $ 0.025

The accompanying notes are an integral part of these consolidated financial statements.

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Index to Financial Statements

PERFECT CORP. AND SUBSIDIARIES

UNAUDITED CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

FOR THE SIX MONTHS ENDED JUNE 30, 2024 AND 2025

(Expressed in thousands of United States dollars)

Equity attributable on owners of the parent
Capital surplus Other equity interest
Notes Capital stock Additional paid-in capital Other Accumulated deficit Exchange differences arising on translation of foreign operations Treasury shares Total
Year 2024
Balance at January 1, 2024 $ 10,192 $ 477,734 $ 32,665 $ (380,472) $ (523) $ (190) $ 139,406
Net income for the period 1,394 1,394
Other comprehensive loss for the period (251) (251)
Total comprehensive income (loss) 1,394 (251) 1,143
Share-based payment transactions 6(13) 1,437 1,437
Shares retired 6(14)(15) (7) (319) 136 190
Balance at June 30, 2024 $ 10,185 $ 477,415 $ 34,238 $ (379,078) $ (774) $ $ 141,986
Year 2025
Balance at January 1, 2025 $ 10,185 $ 477,415 $ 35,575 $ (375,420) $ (740) $ $ 147,015
Net income for the period 2,500 2,500
Other comprehensive income for the period 211 211
Total comprehensive income 2,500 211 2,711
Share-based payment transactions 6(13) 900 900
Balance at June 30, 2025 $ 10,185 $ 477,415 $ 36,475 $ (372,920) $ (529) $ $ 150,626

The accompanying notes are an integral part of these consolidated financial statements.

F-5

Index to Financial Statements

PERFECT CORP. AND SUBSIDIARIES

UNAUDITED CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE SIX MONTHS ENDED JUNE 30, 2024 AND 2025

(Expressed in thousands of United States dollars)

Six months ended June 30
Notes 2024 2025
CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax $ 1,080 $ 3,142
Adjustments to reconcile profit (loss)
Depreciation expense 6(6)(7)(22) 344 427
Amortization expense 6(8)(22) 26 75
Reversal of expected credit losses 6(4)(22) and 12(2) (67)
Interest income 6(18) (3,952) (3,164)
Interest expense 6(7)(21) 10 6
Net gains on financial assets at fair value through profit or loss (9)
Net gains on financial liabilities at fair value through profit or loss 6(9)(20) (46) (1,036)
Share-based payment transactions 6(13) 1,437 900
Changes in operating assets and liabilities, net of effects from business combinations
Accounts receivable (134) (359)
Current contract assets 1,214 126
Other receivables (22)
Inventories 12
Other current assets 1,210 362
Current contract liabilities 1,622 4,309
Other payables (51) 1,493
Other payables – related parties 3 16
Current provisions (563) (519)
Other current liabilities (67) (47)
Net defined benefit liability, non-current 1
Cash inflow generated from operations 2,146 5,633
Interest received 3,558 3,181
Interest paid (10) (6)
Income tax paid (176) (821)
Net cash flows from operating activities 5,518 7,987
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of financial assets at fair value through profit or loss 6(2) (6,143)
Proceeds from disposal of financial assets at fair value through profit or loss 6(2) 2,746
Acquisition of financial assets at amortized cost 6(3) (44,470) (36,300)
Proceeds from disposal of financial assets at amortized cost 6(3) 36,800 36,000
Acquisition of subsidiaries, net of cash acquired 6(27) (5,981)
Acquisition of property, plant and equipment 6(6) (259) (165)
Proceeds from disposal of property, plant and equipment 6(6) 1
Acquisition of intangible assets 6(8) (6)
Increase in guarantee deposits paid (8) (67)
Net cash flows used in investing activities (7,943) (9,909)
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of principal portion of lease liabilities 6(7)(26) (239) (303)
Net cash flows used in financing activities (239) (303)
Effects of exchange rates changes on cash and cash equivalents (411) 441
Net decrease in cash and cash equivalents (3,075) (1,784)
Cash and cash equivalents at beginning of period 123,871 127,121
Cash and cash equivalents at end of period $ 120,796 $ 125,337

The accompanying notes are an integral part of these consolidated financial statements.

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Index to Financial Statements

PERFECT CORP. AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTHS ENDED JUNE 30, 2024 AND 2025 (Expressed in thousands of United States dollars, except as otherwise indicated)

1.    History and Organization

Perfect Corp. (the “Company” or “Perfect”), is a Cayman Islands exempted company with limited liability, which was incorporated on February 13, 2015 with registered address PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands. The Company and its subsidiaries (collectively referred to herein as the “Group”) are SaaS technology companies offering AR/AI solution dedicated to the beauty and fashion industry as well as mobile applications to consumers. The principal place of business is at 14F, No. 98 Minquan Road, Xindian District, New Taipei City 231, Taiwan.

On October 28, 2022, the Company consummated the previously announced merger transaction pursuant to the Business Combination Agreement dated as of March 3, 2022, and the Company became a publicly traded company on the New York Stock Exchange (“NYSE”) on October 31, 2022. The merger transaction (“2022 Business Combination”) pursuant to the Business Combination Agreement is accounted for as a recapitalization.

On December 23, 2024, Perfect Mobile Corp. (Taiwan), our wholly owned subsidiary, entered into a securities purchase agreement with Farfetch US Holdings, Inc. (“Farfetch”), pursuant to which, Perfect Taiwan agreed to acquire 100% of the issued and outstanding equity interests in Wannaby Inc. (“Wannaby”), a digital company known for its virtual try-on technology and digitalization solutions for the fashion industry. This acquisition enables the Group to expand its offerings into new luxury market segments, including shoes, bags and apparel.

On January 7, 2025, the Group completed the acquisition of Wannaby (“2025 Business Combination”) for $6,473. As a result of transaction, Wannaby, along with its wholly owned subsidiary, Wannaby UAB, became indirect wholly owned subsidiary of Perfect.

2.    The Date of Authorization for Issuance of the Financial Statements and Procedures for Authorization

These unaudited condensed interim consolidated financial statements were authorized for issuance by the Board of Directors on September 26, 2025.

3.    Application of New Standards, Amendments and Interpretations

3(1)    New and amended International Financial Reporting Standards (“IFRS Accounting Standards”) adopted by the Group

New standards, interpretations and amendments issued by International Accounting Standards Board (the “IASB”) and became effective from 2025 are as follows:

New Standards, Interpretations and Amendments Effective date by IASB
Amendments to IAS 21, ‘Lack of exchangeability’ January 1, 2025

The above standards and interpretations had no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.

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Index to Financial Statements

3(2)    New and revised IFRS Accounting Standards not yet adopted

New standards, interpretations and amendments which have been published by IASB but are not mandatory for the financial period ended June 30, 2025 are listed below:

New Standards, Interpretations and Amendments Effective date by IASB
Amendments to IFRS 10 and IAS 28, ‘Sale or contribution of assets between an investor and its associate or joint venture’ To be determined by IASB
Specific provisions of Amendments to IFRS 9 and IFRS 7, ‘Amendments to the classification and measurement of financial Instruments’ January 1, 2026
Amendments to IFRS 9 and IFRS 7, ‘Contracts referencing nature-dependent electricity’ January 1, 2026
Annual Improvements to IFRS Accounting Standards - Volume 11 January 1, 2026
IFRS 18, ‘Presentation and disclosure in financial statements’ January 1, 2027
IFRS 19, ‘Subsidiaries without public accountability: disclosures’ January 1, 2027

Except for the following, the above standards and interpretations have no significant impact to the Group’s financial condition and financial performance based on the Group’s assessment.

IFRS 18, ‘Presentation and disclosure in financial statements’

IFRS 18, ‘Presentation and disclosure in financial statements’ replaces IAS 1. The standard introduces a defined structure of the statement of comprehensive income, disclosure requirements related to management-defined performance measures, and enhanced principles on aggregation and disaggregation which apply to the primary financial statements and notes.

4.    Summary of Significant Accounting Policies

The unaudited condensed interim consolidated financial statements reflect all adjustments that, in the opinion of management, are necessary for a fair statement of the results of operations for the interim period. All such adjustments to the financial information are of a normal, recurring nature. Accordingly, these unaudited condensed interim consolidated financial statements are to be read in conjunction with the annual financial statements for the year ended December 31, 2024. The principal accounting policies applied in the preparation of these unaudited condensed interim consolidated financial statements are disclosed in financial statements for the year ended December 31, 2024 and have been consistently applied to all the periods presented, except for the adoption of new and amended standards as set out below and Note 3(1).

4(1)    Compliance statement

These unaudited condensed interim consolidated financial statements of the Group have been prepared in accordance with IAS 34 Interim Financial Reporting as issued by the IASB.

4(2)    Basis of preparation

A.Except for the following items, the unaudited condensed interim consolidated financial statements have been prepared under the historical cost convention:

(a)Financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss.

(b)Defined benefit liabilities recognized based on the net amount of pension fund assets less present value of defined benefit obligation.

B.The preparation of the unaudited condensed interim consolidated financial statements in conformity with IAS 34 Interim Financial Reporting requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The

F-8

Index to Financial Statements

areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the unaudited condensed interim consolidated financial statements are disclosed in Note 5.

4(3)    Basis of consolidation

A.Basis for preparation of unaudited condensed interim consolidated financial statements:

(a)All subsidiaries are included in the Group’s unaudited condensed interim consolidated financial statements. Subsidiaries are all entities (including structured entities) controlled by the Group. The Group controls an entity when the Group is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Consolidation of subsidiaries begins from the date the Group obtains control of the subsidiaries and ceases when the Group loses control of the subsidiaries.

(b)Inter-company transactions, balances and unrealized gains or losses on transactions between companies within the Group are eliminated. Accounting policies of subsidiaries have been adjusted where necessary to ensure consistency with the policies adopted by the Group.

(c)When the Group loses control of a subsidiary, the Group remeasures any investment retained in the former subsidiary at its fair value. That fair value is regarded as the fair value on initial recognition of a financial asset or the cost on initial recognition of the associate or joint venture. Any difference between fair value and carrying amount is recognized in profit or loss. All amounts previously recognized in other comprehensive income in relation to the subsidiary are reclassified to profit or loss on the same basis as would be required if the related assets or liabilities were disposed of. That is, when the Group loses control of a subsidiary, all gains or losses previously recognized in other comprehensive income in relation to the subsidiary should be reclassified from equity to profit or loss, if such gains or losses would be reclassified to profit or loss when the related assets or liabilities are disposed of.

B.Subsidiaries included in the unaudited condensed interim consolidated financial statements:

Ownership (%)
Name of investor Name of subsidiary Main business activities December 31,<br>2024 June 30,<br>2025
The Company Perfect Mobile Corp. (Taiwan) Design, development, marketing and sales of AR/AI SaaS solution and mobile applications. 100% 100%
The Company Perfect Corp. (USA) Marketing and sales of AR/AI SaaS solution. 100% 100%
The Company Perfect Corp. (Japan) Marketing and sales of AR/AI SaaS solution. 100% 100%
The Company Perfect Corp. (Shanghai) Marketing and sales of AR/AI SaaS solution. 100% 100%
The Company Perfect Mobile Corp.(B.V.I.) Investment activities. 100% 100%
Perfect Mobile Corp. (Taiwan) Perfect Corp. (France) Marketing and service center for sales of AR/AI SaaS solution. 100% 100%
Perfect Mobile Corp. (Taiwan) Wannaby Inc. Design, development, marketing and sales of AR/AI SaaS solution and mobile applications. Not applicable 100%<br><br>(Note)
Wannaby Inc. Wannaby UAB Design and development of AR/AI SaaS solution and mobile applications. Not applicable 100%<br><br>(Note)

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Index to Financial Statements

Note: As a result of 2025 Business Combination, Wannaby, along with its wholly owned subsidiary, Wannaby UAB, became an indirect wholly owned subsidiary of Perfect.

C.Subsidiaries not included in the consolidated financial statements:

None.

D.Adjustments for subsidiaries with different balance sheet dates:

None.

E.Significant restrictions:

None.

F.Subsidiaries that have non-controlling interests that are material to the Group:

None.

4(4)    Intangible assets

A.Goodwill

Goodwill arises in a business combination accounted for by applying the acquisition method.

B.Unpatented technology

Unpatented technology is acquired in a business combination and recognized at its fair value on the acquisition date. It is amortized on a straight-line basis over its estimated useful life of 15 years.

C.Computer software

Computer software is stated at cost and amortized on a straight-line basis over its estimated useful lives of 3 years.

D.Other intangible assets, mainly composed of royalties paid for program source code and intellectual property rights, are amortized on a straight-line basis over their estimated useful lives of 3 years.

4(5)    Impairment of non-financial assets

A.The Group assesses at each balance sheet date the recoverable amounts of those assets where there is an indication that they are impaired. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or value in use. When the circumstances or reasons for recognizing impairment loss for an asset in prior years no longer exist or diminish, the impairment loss is reversed. The increased carrying amount due to reversal should not be more than what the depreciated or amortized historical cost would have been if the impairment had not been recognized.

B.The recoverable amounts of goodwill are evaluated periodically. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. Impairment loss of goodwill previously recognised in profit or loss shall not be reversed.

C.For the purpose of impairment testing, goodwill acquired in a business combination is allocated to each of the cash-generating units, or groups of cash-generating units, that is/are expected to benefit from the synergies of the business combination. Each unit or group of units to which the goodwill is allocated

F-10

Index to Financial Statements

represents the lowest level within the entity at which the goodwill is monitored for internal management purposes. Goodwill is monitored at the operating segment level.

4(6)    Financial liabilities at fair value through profit or loss

A.Financial liabilities are classified in this category of held for trading if acquired principally for the purpose of repurchasing in the short-term. Derivatives are also categorized as financial liabilities held for trading unless they are designated as hedges or financial liabilities at fair value through profit or loss. Financial liabilities that meet one of the following criteria are designated as financial liabilities at fair value through profit or loss on initial recognition:

(a)Hybrid (combined) contracts; or

(b)They eliminate or significantly reduce a measurement or recognition inconsistency; or

(c)They are managed and their performance is evaluated on a fair value basis, in accordance with a documented risk management policy.

As part of 2022 Business Combination, warrants were converted to Perfect Warrants, and as part of 2025 Business Combination, an earnout payment based on defined revenue shall be paid to Farfetch. These warrants and the earnout are classified as financial liabilities measured at fair value through profit or loss.

B.At initial recognition, the Group measures the financial liabilities at fair value. All related transaction costs are recognized in profit or loss. The Group subsequently measures these financial liabilities at fair value with any gain or loss recognized in profit or loss.

C.If the credit risk results in fair value changes in financial liabilities designated as at fair value through profit or loss, they are recognized in other comprehensive income in the circumstances other than avoiding accounting mismatch or recognizing in profit or loss for loan commitments or financial guarantee contracts.

5.    Critical Accounting Judgements, Estimates and Key Sources of Assumption Uncertainty

There have been no significant changes with regards to critical accounting judgements, estimates and key sources of assumption uncertainty as of June 30, 2025. Please refer to Note 5 in the consolidated financial statements for the year ended December 31, 2024.

6.    Details of Significant Accounts

6(1)    Cash and cash equivalents

December 31, 2024 June 30, 2025
Checking accounts $ 3,651 $ 2,951
Demand deposits 17,246 15,237
Time deposits 106,000 106,900
Others 224 249
$ 127,121 $ 125,337

A.The Group transacts with a variety of financial institutions all with high credit quality to disperse credit risk, so it expects that the probability of counterparty default is remote. As of June 30, 2025, the majority of our cash and cash equivalents, 94%, are denominated in U.S. Dollars.

B.The Group has no cash and cash equivalents pledged to others.

F-11

Index to Financial Statements

6(2)    Financial assets at fair value through profit or loss

December 31, 2024 June 30, 2025
Current items:
Financial assets mandatorily measured at fair value through profit and loss
Money market funds $ 2,746 $ 6,153

A.Amounts recognized in profit or loss in relation to financial assets at fair value through profit or loss are as follows:

Six months ended June 30,
2024 2025
Financial assets mandatorily measured at fair value through profit and loss
Money market funds $ $ 9

B.The Group has no financial assets at fair value through profit or loss pledged to others.

C.Information relating to credit risk of financial assets at fair value through profit or loss is provided in Note 12(2).

6(3)    Current financial assets at amortized cost

December 31, 2024 June 30, 2025
Time deposits with maturities over three months $ 36,000 $ 36,300

A.The Group has no financial assets at amortized cost pledged to others.

B.The counterparties of the Group's time deposits are financial institutions with high credit quality, so the Group expects that the probability of counterparty default is remote. As of June 30, 2025, 100% of current financial assets at amortized cost are denominated in U.S. Dollars.

C.Information relating to credit risk of financial assets at amortized cost is provided in Note 12(2).

6(4)    Accounts receivable

December 31, 2024 June 30, 2025
Accounts receivable $ 8,168 $ 8,646
Less: Allowance for expected credit losses (266) (86)
$ 7,902 $ 8,560

F-12

Index to Financial Statements

Note: For movements in the allowance for expected credit losses, please refer to Note 12(2) Credit risk for details.

A.The aging analysis of accounts receivable is as follows:

December 31, 2024 June 30, 2025
Not past due $ 7,535 $ 8,212
Up to 30 days 261 100
31 to 90 days 213 243
91 to 180 days 65 46
Over 181 days 94 45
Less: Allowance for expected credit losses (266) (86)
$ 7,902 $ 8,560

The above aging analysis was based on days overdue.

B.As at December 31, 2024 and June 30, 2025, accounts receivable were all from contracts with customers. And as at January 1, 2024, the balance of receivables from contracts with customers amounted to $6,992.

C.As at December 31, 2024 and June 30, 2025, without taking into account other credit enhancements, the maximum exposure to credit risk in respect of the amount that best represents the Group’s accounts receivable was $7,902 and $8,560, respectively.

D.Information relating to credit risk of accounts receivable is provided in Note 12(2).

E.The Group has no accounts receivable pledged to others.

6(5)    Other current assets

December 31, 2024 June 30, 2025
Prepaid expenses $ 2,433 $ 2,086
Others 89 132
$ 2,522 $ 2,218

F-13

Index to Financial Statements

6(6)    Property, plant and equipment

Leasehold<br>improvements Machinery Office<br>equipment Total
At December 31, 2024
Cost $ 744 $ 1,052 $ 53 $ 1,849
Accumulated depreciation (623) (630) (42) (1,295)
$ 121 $ 422 $ 11 $ 554
Opening net book amount $ 121 $ 422 $ 11 $ 554
Additions 165 165
Acquired from business combinations 28 28
Cost of disposals (10) (10)
Accumulated depreciation on disposals 9 9
Depreciation expense (43) (102) (2) (147)
Net exchange differences 1 1
Closing net book amount $ 78 $ 513 $ 9 $ 600
At June 30, 2025
Cost $ 744 $ 1,353 $ 53 $ 2,150
Accumulated depreciation (666) (840) (44) (1,550)
$ 78 $ 513 $ 9 $ 600

Note. Business combinations please refer to Note 6(27) for details.

The Group has no property, plant and equipment pledged to others.

6(7)    Leasing arrangements  —  lessee

A.The Group leases various assets including buildings and business vehicles. Rental contracts are typically made for periods of 2 to 3 years. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. Leased assets cannot be used as collateral for borrowing purposes and are prohibited from being subleased, sold or lent to others or corporations under any circumstances.

B.Short-term leases with a lease term of 12 months or less include offices located in United States, Japan, China, France and Lithuania.

F-14

Index to Financial Statements

C.The movements of right-of-use assets of the Group are as follows:

Buildings Business vehicles Total
At December 31, 2024
Cost $ 1,024 $ 287 $ 1,311
Accumulated depreciation (659) (167) (826)
$ 365 $ 120 $ 485
Opening net book amount $ 365 $ 120 $ 485
Additions 400 123 523
Cost of derecognition (151) (151)
Derecognized accumulated depreciation 143 143
Depreciation expense (218) (62) (280)
Closing net book amount $ 547 $ 173 $ 720
At June 30, 2025
Cost $ 1,424 $ 259 $ 1,683
Accumulated depreciation (877) (86) (963)
$ 547 $ 173 $ 720

D.Lease liabilities relating to lease contracts:

December 31, 2024 June 30, 2025
Total lease liabilities $ 510 $ 722
Less: current portion (shown as ‘current lease liabilities’) (402) (460)
$ 108 $ 262

E.The information on profit and loss accounts relating to lease contracts is as follows:

Six months ended June 30,
2024 2025
Items affecting profit or loss
Interest expense on lease liabilities $ 10 $ 6
Expense on short-term lease contracts 177 161
$ 187 $ 167

F.For the six months ended June 30, 2024 and 2025, the Group’s total cash outflow for leases were $426 and $470, respectively, including the interest expense on lease liabilities amounting to $10 and $6, expense on short-term lease contracts amounting to $177 and $161, and repayments of principal portion of lease liabilities amounting to $239 and $303, respectively.

F-15

Index to Financial Statements

6(8)    Intangible assets

Goodwill Unpatented technology Software Other<br>intangible assets Total
At December 31, 2024
Cost $ $ $ 114 $ 15 $ 129
Accumulated amortization (85) (12) (97)
$ $ $ 29 $ 3 $ 32
Opening net book amount $ $ $ 29 $ 3 $ 32
Acquired from business combinations 4,739 1,760 6,499
Cost of disposals (43) (43)
Accumulated amortization on disposals 43 43
Amortization charge (59) (14) (2) (75)
Closing net book amount $ 4,739 $ 1,701 $ 15 $ 1 $ 6,456
At June 30, 2025
Cost $ 4,739 $ 1,760 $ 71 $ 15 $ 6,585
Accumulated amortization (59) (56) (14) (129)
$ 4,739 $ 1,701 $ 15 $ 1 $ 6,456

Note. Business combinations please refer to Note 6(27) for details.

Details of amortization on intangible assets are as follows:

Six months ended June 30,
2024 2025
Research and development expenses $ 26 $ 75

6(9)    Financial liabilities at fair value through profit or loss

December 31, 2024 June 30, 2025
Financial liabilities designated as at fair value through profit or loss
Current items:
Earnout liabilities $ $ 158
Non-current items:
Warrant liabilities $ 1,793 $ 757

Note. Earnout liabilities please refer to Note 6(27) for details of business combinations.

A.    Amounts recognized in profit or loss and other comprehensive income in relation to financial liabilities at fair value through profit or loss are as follows:

Six months ended June 30,
2024 2025
Net gains recognized in profit or loss
Warrant liabilities $ 46 $ 1,036

F-16

Index to Financial Statements

B.    Warrant liabilities

(a)As part of 2022 Business Combination, warrants were converted to Perfect Warrants. Each warrants entitles the holder to purchase one Class A Ordinary Share at a price of $11.50 (in dollars) per share.

(b)As of June 30, 2025, there were 20,850 thousand warrants outstanding, consisting of 20,850 thousand Public Warrants, each warrant is exercisable for one Perfect Class A Ordinary Share, in accordance with its terms.

(c)For the six months ended June 30, 2025, no additional warrants were issued or exercised.

(d)Redemption of warrants when the price per Perfect Class A Ordinary Shares equal or exceed $18.00 (in dollars).

Once the warrants become exercisable, the Company may redeem the outstanding warrants:

(i) in whole and not in part (ii) at a price of $0.01 (in dollars) per warrant (iii) upon not less than 30 days’ prior written notice of redemption to each warrant holder (the “30-day redemption period”) and (iv) if, and only if, the last reported sale price of the Perfect Class A Ordinary Shares for any 20 trading days within a 30-trading day period ending three business days before the Company sends the notice of redemption to the warrant holders (which the Company refers to as the “Reference Value”) equals or exceeds $18.00 (in dollars) per share.

(e)Redemption of warrants when the price per Class A Ordinary Share equals or exceeds $10.00 (in dollars).

Once the warrants become exercisable, the Company may redeem the outstanding warrants:

(i) in whole and not in part (ii) at $0.10 (in dollars) per warrant upon a minimum of 30 days’ prior written notice of redemption (iii) provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares based on the redemption date and the “fair market value” of Perfect Class A Ordinary Shares (iv) if, and only if, the Reference Value equals or exceeds $10.00 (in dollars) per share and (v) if the Reference Value is less than $18.00 (in dollars) per share.

6(10)    Other payables

December 31, 2024 June 30, 2025
Employee bonus $ 4,593 $ 5,679
Payroll 2,441 2,094
Promotional fees 1,496 1,950
Platform fees 969 1,132
Professional service fees 1,198 928
Remuneration to directors 115 460
Sales VAT payables 204 229
Post and telecommunications expenses 271 274
Others 369 527
$ 11,656 $ 13,273

F-17

Index to Financial Statements

6(11)    Provisions

Warranty
At December 31, 2024 $ 1,899
Additional provisions 267
Used during the period (786)
Net exchange differences 35
At June 30, 2025 $ 1,415

Analysis of total provisions:

December 31, 2024 June 30, 2025
Current $ 1,899 $ 1,415

The Group enters into the contract with customers with warranties on services provided. The warranties (loss indemnification) provide customers with assurance that the related services will function as agreed by both parties. Provision for warranty is estimated based on historical warranty data, other known events and management’s judgement. The Group recognizes such expenses within ‘Cost of sales and services’ when related services are provided. Any changes in industry circumstances might affect the provisions. Provisions shall be paid when the payment is actually claimed.

6(12)    Pensions

A.Defined benefit plan

(a)The Group’s subsidiary, Perfect Mobile Corp. (Taiwan), was incorporated in Taiwan, which has a defined benefit pension plan in accordance with the Labor Standards Act, covering all regular foreign employees’ service years. Under the defined benefit pension plan, two units are accrued for each year of service for the first 15 years and one unit for each additional year thereafter, subject to a maximum of 45 units. Pension benefits are based on the number of units accrued and the average monthly salaries and wages of the last 6 months prior to retirement. Perfect Mobile Corp. (Taiwan) contributes to the retirement fund deposited with Bank of Taiwan, the trustee, under the name of the independent retirement fund committee. Also, Perfect Mobile Corp. (Taiwan) would assess the balance in the aforementioned labor pension reserve account by December 31, every year. If the account balance is insufficient to pay the pension calculated by the aforementioned method to the employees expected to qualify for retirement in the following year, Perfect Mobile Corp. (Taiwan) will make contributions for the deficit by next March.

(b)For the aforementioned pension plan, the Group recognized pension costs of $2 and $1 for the six months ended June 30, 2024 and 2025, respectively.

(c)Expected contributions to the defined benefit pension plans of Perfect Mobile Corp. (Taiwan) for the year ending December 31, 2025 amount to $5.

B.Defined contribution plans

(a)Perfect Mobile Corp. (Taiwan) has established a defined contribution pension plan (the “New Plan”) under the Labor Pension Act (the “Act”), covering all regular employees with R.O.C. nationality. Under the New Plan, Perfect Mobile Corp. (Taiwan) contributes monthly an amount based on 6% of the employees’ monthly salaries and wages to the employees’ individual pension accounts at the Bureau of Labor Insurance. The benefits accrued are paid monthly or in lump sum when employees retire.

(b)The pension costs under defined contribution pension plan of Perfect Mobile Corp. (Taiwan) for the six months ended June 30, 2024 and 2025 were $282 and $313, respectively.

F-18

Index to Financial Statements

(c)The pension costs under local government law of other foreign subsidiaries for the six months ended June 30, 2024 and 2025 were $132 and $131, respectively.

6(13)    Share-based payment

A.Share Incentive Plan

(a)For the six months ended June 30, 2024 and 2025, the Group’s Share Incentive Plan’s terms and condition are as follows:

Plan Type of arrangement Settled by Maximum terms of option granted Vesting conditions
Share Incentive Plan Employee stock options Equity Five years 2 years’ service: exercise 50%
3 years’ service: exercise 75%
4 years’ service: exercise 100%

(b)Movements of outstanding options under Share Incentive Plan are as follows:

2024 2025
No. of options <br>(units in thousands) Weighted- average exercise price per share <br>(in dollars) No. of options <br>(units in thousands) Weighted- average exercise price per share <br>(in dollars)
Options outstanding at January 1 4,073 $ 4.47 3,877 $ 4.44
Options granted 5 2.13 35 1.84
Options forfeited (143) 4.50 (148) 4.52
Options outstanding at June 30 3,935 4.47 3,764 4.42
Options exercisable at June 30 914 3.95 2,268 4.37

(c)As of December 31, 2024 and June 30, 2025, the range of exercise prices of stock options outstanding were $2.13 ~ $7.20 and $1.84 ~ $7.20 (in dollars) per share, respectively; the weighted-average remaining contractual period was 2.06 ~ 4.98 years and 1.56 ~ 4.84 years, respectively.

(d)The fair value of stock options granted on grant date is measured using the Black-Scholes option-pricing model. Relevant information is as follows:

Plan Grant date Units granted<br> (in thousands) Stock price per share<br>(in dollars) Exercise price per share<br>(in dollars) Expected price volatility (Note ii) Expected option life Expected dividends Risk-free interest rate Fair value per unit<br>(in dollars)
Share Incentive Plan 2022.01.21 (Note i) 2,143 $ 5.39 $ 3.95 53.75% 3.88 0.00% 1.46% $ 2.7637
2023.01.03 8 7.20 7.20 64.85% 3.87 0.00% 4.07% 3.7198
2023.05.23 2,260 4.93 4.93 69.15% 3.88 0.00% 3.90% 2.6615
2023.08.21 7 4.00 3.916 70.65% 3.88 0.00% 4.64% 2.2411
2023.11.02 5 2.43 2.43 70.37% 3.88 0.00% 4.77% 1.3487
2024.05.27 5 2.13 2.13 72.67% 3.88 0.00% 4.65% 1.2069
2024.12.23 45 2.26 2.22 74.64% 3.87 0.00% 4.46% 1.3100
2025.05.01 35 1.84 1.84 79.57% 3.88 0.00% 3.77% 1.0973

Note i: Stock price, exercise price and fair value of stock option granted on January 21, 2022 were adjusted in connection with the recapitalization. All amounts in the table are presented on a consistent adjusted basis.

F-19

Index to Financial Statements

Note ii: Expected price volatility is estimated based on the daily historical stock price fluctuation data of the Company and guideline companies of the last five years before the grant date.

B.Expenses incurred on share-based payment transactions are shown below:

Six months ended June 30,
2024 2025
Equity settled $ 1,437 $ 900

C.In 2022, the Group has service agreements with its Board of Directors to grant them awards of the Company’s Ordinary Shares at a fixed monetary value. In the future, the Group may compensate directors either entirely in cash or partially in cash and partially in equity.

D.Shareholder Earnout

In connection with the merger transaction in 2022, the Company executed additional capitalization by way of the potential issuance of Earnout Shares for Perfect shareholders. In accordance with Shareholder Earnout terms and conditions contemplated by the Business Combination Agreement, 3,000 thousand, 3,000 thousand and 4,000 thousand of the Shareholder Earnout Shares are issuable if over any 20 trading days within any 30-trading-day period during the Earnout Period when the daily volume-weighted average price of the Perfect Class A Ordinary Shares is greater than or equal to $11.50 (in dollars), $13.00 (in dollars) and $14.50 (in dollars), respectively. None of these conditions had been met in the period up through June 30, 2025.

Shareholder Earnout Shares are considered a potential contingent payment agreement with Shareholders, based on a market condition without link to service. The expense related to these instruments was previously recorded in connection with the merger in 2022.

E.Sponsor Earnout

In connection with the Business Combination Agreement, the Company entered into a Sponsor Letter Agreement pursuant to which it agreed to issue Earnout shares to the Sponsors. Subject to the terms and conditions contemplated by the Sponsor Letter Agreement, upon the occurrence of specific Sponsor Earnout Event (as defined below) from October 28, 2022 to October 28, 2027 (“Earnout Period”), Perfect will issue Perfect Class A Ordinary Shares of up to 1,175,624 Class A Ordinary Shares(the “Sponsor Earnout Promote Shares”) to Sponsor, with (a) 50% of the Sponsor Earnout Promote Shares issuable if over any 20 trading days within any 30-trading-day period during the Earnout Period the daily volume-weighted average price of the Perfect Class A Ordinary Shares is greater than or equal to $11.50 (in dollars), and (b) 50% of the Sponsor Earnout Promote Shares issuable if over any twenty (20) trading days within any 30-trading-day period during the Earnout Period the daily volume-weighted average price of the Perfect Class A Ordinary Shares is greater than or equal to $13.00 (in dollars). None of these conditions had been met in the period up through June 30, 2025.

6(14)    Share capital

A.As of June 30, 2025, the Company’s authorized capital is $82,000 consisting of 700,000 thousand shares of Class A Ordinary Shares, 90,000 thousand shares of Class B Ordinary Shares, 30,000 thousand shares of classes reserved and may determine by Board of Directors. The paid-in capital was $10,185, including 85,060 thousand Class A Ordinary Shares after the retirement of 16,388 thousand treasury shares and 27 thousand shares surrendered by a shareholder, and 16,789 thousand Class B Ordinary Shares. All proceeds from shares issued have been collected.

Perfect Class A Ordinary shares

Perfect Class A Ordinary shares have a par value of $0.1 (in dollars). Amounts received above the par value are recorded as share premium. Each holder of Perfect Class A Ordinary shares will be entitled to one vote per share. Class A Ordinary Shares are listed on NYSE under the trading symbol “PERF”.

F-20

Index to Financial Statements

Perfect Class B Ordinary shares

Perfect Class B Ordinary shares have a par value of $0.1 (in dollars). Perfect Class B Ordinary Shares have the same rights as Perfect Class A Ordinary Shares except for voting and conversion rights. Each Perfect Class B Ordinary Shares is entitled to 10 votes and is convertible into Perfect Class A Ordinary Shares at any time by the holder thereof. Each Class B Ordinary Share is convertible into one Class A Ordinary Share at any time at the option of the holder thereof. The right to convert shall be exercisable by the holder of the Class B Ordinary Share delivering a written notice to the Company that such holder elects to convert a specified number of Class B Ordinary Shares into Class A Ordinary Shares. Each Class B Ordinary Share shall, automatically and immediately, without any further action from the holder thereof, convert into one Class A Ordinary Share when it ceases being beneficially owned by any of the Principals. Class A Ordinary Shares are not convertible into Class B Ordinary Shares under any circumstances.

B.Movements for the Company’s share capital are as follows:

Shares (in thousands)
At December 31, 2024 101,849
At June 30, 2025 101,849

C.Share Repurchase Plan

On May 4, 2023, the Board of Directors approved a share repurchase plan authorizing the Company may repurchase up to $20,000 of its Class A Ordinary shares over the next 12-month period. During this plan, the Company repurchased 259 thousand of Class A Ordinary shares with a total consideration amounting to $1,064. The Company retired 191 thousand shares repurchased from this plan in 2023 and retired the remaining of 68 thousand shares in 2024.

6(15)    Capital surplus

Except as required by the Company’s Articles of Incorporation or Cayman’s law, capital surplus shall not be used for any other purpose but covering accumulated deficit. Capital surplus should not be used to cover accumulated deficit unless the legal reserve is insufficient.

The following table illustrates the detail of capital surplus:

December 31, 2024 June 30, 2025
Additional paid-in capital $ 477,415 $ 477,415
Other:
Employees’ stock option cost 8,204 9,104
Retirement of treasury shares 27,371 27,371
Subtotal 35,575 36,475
$ 512,990 $ 513,890

6(16)    Accumulated deficits

Under the Company’s Articles of Incorporation, distribution of earnings would be based on the Company’s operating and capital needs.

6(17)    Revenue

Six months ended June 30,
2024 2025
Revenue from contracts with customers $ 28,194 $ 32,361

F-21

Index to Financial Statements

A.Disaggregation of revenue from contracts with customers

(a)The Group derives revenue from the transfer of goods and services over time and at a point in time in the following geographical regions:

Six months ended June 30, 2024 United States Americas_ Others Europe Asia-Pacific Others Total
Revenue from external customer contracts $ 11,308 $ 3,168 $ 7,884 $ 5,160 $ 674 $ 28,194
Timing of revenue recognition:
At a point in time $ 505 $ 8 $ 737 $ 1,137 $ 6 $ 2,393
Over time 10,803 3,160 7,147 4,023 668 25,801
$ 11,308 $ 3,168 $ 7,884 $ 5,160 $ 674 $ 28,194 Six months ended June 30, 2025 United States Americas_ Others Europe Asia-Pacific Others Total
--- --- --- --- --- --- --- --- --- --- --- --- ---
Revenue from external customer contracts $ 12,361 $ 3,699 $ 9,423 $ 5,915 $ 963 $ 32,361
Timing of revenue recognition:
At a point in time $ 972 $ 43 $ 642 $ 1,435 $ 8 $ 3,100
Over time 11,389 3,656 8,781 4,480 955 29,261
$ 12,361 $ 3,699 $ 9,423 $ 5,915 $ 963 $ 32,361

Note : “Americas_Others” includes North and South America, excluding the United States.

(b)Alternatively, the disaggregation of revenue could also be distinct as follows:

Six months ended June 30,
2024 2025
AR/AI cloud solutions and Subscription $ 25,305 $ 28,971
Licensing 2,288 2,565
Others (Note) 601 825
$ 28,194 $ 32,361

Note: Others are immaterial revenue streams to the Group.

(c)The revenue generated from AR/AI cloud solutions was $8,549, and $8,695 for the six months ended June 30, 2024 and 2025, respectively.

B.Contract assets and liabilities

(a)The Group has recognized the following revenue-related contract assets mainly arose from unbilled receivables and contract liabilities mainly arose from sales contracts with receipts from customers in advance. Generally, the contract period is one year, the contract liabilities are reclassified as revenue within the following one year after the balance sheet date.

December 31, 2024 June 30, 2025
Contract assets:
Unbilled revenue $ 977 $ 856
Contract liabilities:
Advance sales receipts $ 17,218 $ 21,719

F-22

Index to Financial Statements

(b)Revenue recognized that was included in the contract liability balance at the beginning of the period

Six months ended June 30,
2024 2025
Revenue recognized that was included in the contract liability balance at the beginning of the period
Advance sales receipts $ 11,877 $ 13,440

(c)Unsatisfied contracts

Aggregate amount of the transaction price allocated to contracts that are partially or fully unsatisfied as of December 31, 2024 and June 30, 2025, amounting to $ 26,675 and $ 28,161, respectively. The Group expects that 96% of the transaction price allocated to the unsatisfied contracts as of June 30, 2025, are expected to be recognized as revenue less than one year. The remaining 4% is expected to be recognized as revenue from July 2026 to 2027.

6(18)    Interest income

Six months ended June 30,
2024 2025
Interest income from bank deposits $ 2,951 $ 2,391
Interest income from financial assets at amortized cost 990 772
Others 11 1
$ 3,952 $ 3,164

The nature of interest income from financial assets at amortized cost was time deposits with maturities over three months.

6(19)    Other income

Six months ended June 30,
2024 2025
Subsidy from government $ 14 $ 15
Others 1
$ 14 $ 16

6(20)    Other gains and losses

Six months ended June 30,
2024 2025
Foreign exchange gains (losses) $ (337) $ 544
Gains on financial assets at fair value through profit or loss 9
Gains on financial liabilities at fair value through profit or loss 46 1,036
Others 3
$ (291) $ 1,592

Please refer to Note 6(2) for details of gains on financial assets at fair value through profit or loss and Note 6(9) for details of gains on financial liabilities at fair value through profit or loss.

F-23

Index to Financial Statements

6(21)    Finance costs

Six months ended June 30,
2024 2025
Interest expense – lease liabilities $ 10 $ 6

6(22)    Costs and expenses by nature

Six months ended June 30,
2024 2025
Cost of goods sold $ 11 $
Employee benefit expenses 14,479 15,875
Promotional fees 5,611 6,656
Platform fees 5,196 6,812
Professional service fees 2,710 1,677
Insurance expenses 723 550
Warranty cost 287 267
Depreciation of right-of-use assets 250 280
Depreciation of property, plant and equipment 94 147
Amortization of intangible assets 26 75
Expected credit losses (67)
Others 1,392 1,713
$ 30,779 $ 33,985

6(23)    Employee benefit expenses

Six months ended June 30,
2024 2025
Wages and salaries $ 11,107 $ 12,978
Remuneration to directors 345 345
Employee insurance fees 711 778
Pension costs 416 445
Employee stock options 1,437 900
Other personnel expenses 463 429
$ 14,479 $ 15,875

6(24)    Income tax

Six months ended June 30,
2024 2025
Current income tax:
Current tax expense recognized for the current period $ 574 $ 608
Prior year income tax underestimation 6 256
Total current tax 580 864
Deferred income tax:
Origination and reversal of temporary differences (894) (222)
Total deferred income tax (894) (222)
Income tax expense (benefit) $ (314) $ 642

F-24

Index to Financial Statements

Note: The change in assessment of the realization of deferred income tax assets mainly consists of the use of net operating loss (NOL) and temporary difference. These temporary difference mainly consist of unrealized expenses, including stock-based payments, warranty provisions, and unused paid leave. The Taiwan subsidiary began generating profits in 2023 and fully utilized all loss carryforwards by 2024, and it’s expected to remain profitable in the foreseeable future.

6(25)    Earnings per share

Six months ended June 30, 2024
Amount after tax Weighted average number of ordinary shares outstanding <br>(shares in thousands) Earnings per share<br>(in dollars)
Basic earnings per share
Profit attributable to ordinary shareholders of the parent $ 1,394 101,849 $ 0.014
Dilutive earnings per share
Profit attributable to ordinary shareholders of the Group plus assumed conversion of all dilutive potential ordinary shares $ 1,394 101,849 $ 0.014 Six months ended June 30, 2025
--- --- --- --- --- ---
Amount after tax Weighted average number of ordinary shares outstanding <br>(shares in thousands) Earnings per share<br>(in dollars)
Basic earnings per share
Profit attributable to ordinary shareholders of the parent $ 2,500 101,849 $ 0.025
Dilutive earnings per share
Profit attributable to ordinary shareholders of the Group plus assumed conversion of all dilutive potential ordinary shares $ 2,500 101,849 $ 0.025

Note: Warrant liabilities, Employee stock options, Shareholder Earnout and Sponsor Earnout were excluded from the calculation of diluted earnings per share as they are anti-dilutive, given that the fair value of the stocks is lower than the exercise price for the six months ended June 30, 2024 and 2025. As at December 31, 2024 and June 30, 2025, the potentially dilutive instruments are as follows:

December 31, 2024 June 30, 2025
Potentially dilutive instruments (shares in thousands)
Warrant liabilities 20,850 20,850
Employee stock options 3,877 3,764
Shareholder Earnout 10,000 10,000
Sponsor Earnout 1,176 1,176
35,903 35,790

F-25

Index to Financial Statements

6(26)    Changes in liabilities from financing activities

Non current financial liabilities<br>at fair value through<br>profit or loss Lease liabilities (including<br>current portion) Liabilities from financing<br>activities-gross
At December 31, 2024 $ 1,793 $ 510 $ 2,303
Changes in cash flow from financing activities (303) (303)
Change in fair value through profit and loss (1,036) (1,036)
Changes in other non-cash items – additions 523 523
Changes in other non-cash items – lease modification (8) (8)
At June 30, 2025 $ 757 $ 722 $ 1,479

6(27)    Business combinations

A.On January 7, 2025, the Group acquired 100% of the share capital of Wannaby for $6,473 and obtained the control over Wannaby, a digital company known for its virtual try-on technology and digitalization solutions for the fashion industry. This acquisition enables the Group to expand its offerings into new luxury market segments, including shoes, bags, and apparel.

B.The following table summarizes the consideration paid for Wannaby and the fair values of the assets acquired and liabilities assumes at the acquisition date:

January 7, 2025
Purchase consideration
Cash paid $ 6,473
Contingent consideration-Earnout liabilities (Note) 158
6,631
Fair value of the identifiable assets acquired and liabilities assumed
Cash 492
Accounts receivable 221
Other receivables 50
Other current assets 51
Property, plant and equipment 28
Intangible assets 1,760
Guarantee deposits paid 5
Current contract liabilities (115)
Other payables (77)
Deferred income tax liabilities (523)
Total identifiable net assets 1,892
Goodwill $ 4,739 Six months ended June 30, 2025
--- --- ---
Cash and cash equivalent balances acquired $ 492
Cash paid (6,473)
Net cash outflow $ (5,981)

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Index to Financial Statements

Note. No later than April 30, 2026, the Group shall pay Farfetch, Inc. an earnout based on defined revenue for the year ended December 31, 2025, not exceeding $500. It shall be zero if the defined revenue yields a negative number.

C.The operating revenue contributed by Wannaby and included in the consolidated statement of comprehensive income since January 7, 2025, was $698. Wannaby also incurred a loss before income tax of $900 over the same period. Had Wannaby been consolidated as of January 1, 2025, the consolidated statement of comprehensive income would have reflected operating revenue of $32,361 and profit before income tax of $3,108.

7.    Related Party Transactions

7(1)    Names of related parties and relationship

Names of related parties Relationship with the Group
CyberLink Corp. (CyberLink) Other related party (Significant influence (Note) over the Company)
CyberLink Inc. (CyberLink-Japan) Other related party (Subsidiary of CyberLink)
ClinJeff Corp. (ClinJeff) Other related party (Major shareholder of CyberLink)

Note: CyberLink owns more than 36% of the Company’s issued and outstanding ordinary shares.

7(2)    Significant related party transactions

A.Revenue

Six months ended June 30,
Description 2024 2025
CyberLink Revenue-others (service revenue) $ 19 $ 16

Sales of services are negotiated with related parties based on agreed-upon agreement and the conditions and payment terms are same as those offered to third parties.

B.Other payables

December 31, 2024 June 30, 2025
CyberLink $ 22 $ 36
CyberLink-Japan 24 28
$ 46 $ 64

Other payables are mainly expenses from professional service, rental and payments on behalf of others.

C.Operating expenses

Six months ended June 30,
Description 2024 2025
CyberLink Management service fee $ 26 $ 19

CyberLink provides support and assistance in legal services, network infrastructure and equipment maintenance services, marketing activity support and employee training programs. The service fees are calculated based on the agreed-upon hourly rate. The conditions and payment terms are same as those offered to third parties.

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Index to Financial Statements

D.Lease transactions — lessee/rent expense

(a)The Group leases offices from CyberLink, ClinJeff and CyberLink-Japan. Rental contracts are typically made for periods of 1~2 years. Rent was paid to CyberLink and ClinJeff on a monthly basis and to CyberLink-Japan on a quarterly basis.

(b)Rent expense

Six months ended June 30,
2024 2025
CyberLink-Japan $ 39 $ 40

(c)Acquisition of right-of-use assets:

Six months ended June 30,
2024 2025
CyberLink $ $ 400
ClinJeff 82
$ 82 $ 400

(d)Lease liabilities

i.Outstanding balance:

December 31, 2024 June 30, 2025
Total lease liabilities $ 202 $ 440
Less: Current portion (shown as ‘current lease liabilities’) (189) (254)
$ 13 $ 186

ii.Interest expense

Six months ended June 30,
2024 2025
CyberLink $ 4 $ 2

7(3)    Key management compensation

Six months ended June 30,
2024 2025
Salaries and other short-term employee benefits $ 1,458 $ 1,505
Share-based payment 177 155
Post-employment benefits 5 5
$ 1,640 $ 1,665

The unpaid portion of the aforementioned information were $345 and $345 for June 30, 2024 and 2025.

8.    Pledged Assets

None.

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Index to Financial Statements

9.    Significant Contingent Liabilities and Unrecognized Contract Commitments

9(1)    Contingencies

None.

9(2)    Commitments

Except for Notes 6(7), 6(9) and 7(2), there is no other significant commitments.

10.    Significant Disaster Loss

None.

11.    Significant Events After the Balance Sheet Date

None.

12.    Others

12(1)    Capital management

The Group’s objectives of capital management are to ensure the Group’s sustainable operation and to maintain an optimal capital structure to reduce the cost of capital and provide returns for shareholders. In order to maintain or adjust to optimal capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt. The Group monitors capital on the basis of the gearing ratio. This ratio is calculated as total liabilities divided by total equity.

As of December 31, 2024 and June 30, 2025, the Group’s gearing ratios are as follows:

December 31, 2024 June 30, 2025
Total liabilities $ 34,158 $ 39,528
Total equity $ 147,015 $ 150,626
Gearing ratio 0.23 0.26

12(2)    Financial instruments

A.Financial instruments by category

December 31, 2024 June 30, 2025
Financial assets
Financial assets at fair value through profit or loss
Financial assets mandatorily measured at fair value through profit or loss $ 2,746 $ 6,153
Financial assets at amortized cost
Cash and cash equivalents $ 127,121 $ 125,337
Current financial assets at amortized cost 36,000 36,300
Accounts receivable 7,902 8,560
Other receivables 352 407
Guarantee deposits paid 146 220
$ 171,521 $ 170,824

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Index to Financial Statements

December 31, 2024 June 30, 2025
Financial liabilities
Financial liabilities at fair value through profit or loss
Earnout liabilities $ $ 158
Warrant liabilities 1,793 757
$ 1,793 $ 915
Financial liabilities at amortized cost
Other payables (including related parties) $ 11,702 $ 13,337
Lease liabilities $ 510 $ 722

B.Financial risk management policies

(a)The Group’s activities expose it to a variety of financial risks: market risk (including foreign exchange risk), credit risk and liquidity risk. The Group’s overall risk management program focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the Group’s financial position and financial performance.

(b)Risk management is carried out by the Group’s finance department under policies approved by the management team. The Group’s finance department identifies, evaluates and hedges financial risks in close co-operation with the Group’s operating units.

C.Significant financial risks and degrees of financial risks

(a)Market risk

Foreign exchange risk

i.The Group operates internationally and is exposed to exchange rate risk arising from the transactions of the Company and its subsidiaries used in various functional currency, primarily with respect to the USD, JPY, RMB and EUR. Exchange rate risk arises from future commercial transactions and recognized assets and liabilities.

ii.The Group’s business involves some non-functional currency operations (the Company’s and certain subsidiaries’ functional currency: USD; other certain subsidiaries’ functional currency: JPY, RMB and EUR). The information of and sensitivity analysis for significant financial assets and liabilities denominated in foreign currencies illustrate as follows:

December 31, 2024
Foreign currency amount<br>(in thousands) Exchange rate Functional currency Book value() Sensitivity analysis
Degree of variation Effect on profit or loss
Financial assets
Monetary items
NTD:USD $ 103,569 0.0305 $ 3,159 1% $ 32
EUR:USD 298 1.0411 310 310 1% 3
JPY:USD 201,668 0.0064 1,291 1,291 1% 13
USD:CNY 320 7.3225 2,343 320 1% 3
Financial liabilities
Monetary items
EUR:USD 197 1.0411 205 205 1% 2
USD:JPY 100 156.22 15,622 100 1% 1

All values are in US Dollars.

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Index to Financial Statements

June 30, 2025
Foreign currency amount<br>(in thousands) Exchange rate Functional currency Book value() Sensitivity analysis
Degree of variation Effect on profit or loss
Financial assets
Monetary items
NTD:USD $ 192,210 0.0341 $ 6,554 1 % $ 66
EUR:USD 84 1.1723 98 98 1 % 1
JPY:USD 135,700 0.0069 936 936 1 % 9
USD:CNY 159 7.1621 1,139 159 1 % 2
Financial liabilities
Monetary items
EUR:USD 246 1.1723 288 288 1 % 3
USD:JPY 93 144.05 13,397 93 1 % 1

All values are in US Dollars.

iii.The total exchange (loss) gain, including realized and unrealized, arising from significant foreign exchange variation on the monetary items held by the Group for the six months ended June 30, 2024 and 2025, amounted to $(337) and $544, respectively.

(b)Credit risk

i.Credit risk refers to the risk of financial loss to the Group arising from default by the clients or counterparties of financial instruments on the contract obligations. The main factor is that counterparties could not repay in full the accounts receivable based on the agreed terms and the contract cash flow of financial assets at amortized cost and at fair value through profit or loss.

ii.The Group’s credit risk was mainly arising from bank deposits, trade receivables, other financial assets and deposits. The Company adopted a policy of only dealing with creditworthy counterparties and financial institutions to mitigate the risk of financial loss from defaults. The majority of cash and cash equivalents as well as current financial assets at amortized cost and at fair value through profit or loss are held with financial institutions with a rating of ‘A’.

iii.The default occurs when the contract payments are past due over 180 days.

iv.The Group adopts following assumptions under IFRS 9 to assess whether there has been a significant increase in credit risk on that instrument since initial recognition:

If the contract payments were past due over 30 days based on the terms, there has been a significant increase in credit risk on that instrument since initial recognition.

v.The following indicators are used to determine whether the credit impairment of accounts receivable has occurred:

(i)It becomes probable that the issuer will enter bankruptcy or other financial reorganization due to their financial difficulties;

(ii)Default or delinquency in principal repayments.

vi.The Group classifies customers’ accounts receivable in accordance with geographic area and credit rating of customer. The Group applies the modified approach to estimate expected credit loss under the provision matrix basis.

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Index to Financial Statements

vii.The Group wrote-off the financial assets, which cannot be reasonably expected to be recovered, after initiating recourse procedures. However, the Group will continue executing the recourse procedures to secure their rights.

viii.The Group used the territory economic forecasts to adjust historical and timely information to assess the default possibility of accounts receivable.

ix.As of December 31, 2024 and June 30, 2025, the provision matrix is as follows:

December 31, 2024 Not past due Up to 30 days past due 31~90 days past due 91~180 days past due Over 181 days past due Total
rate 0.11%~0.32% 6.48%~30.86% 8.36%~42.53% 22.69%~97.44% 100 %
Total book value $ 7,535 $ 261 $ 213 $ 65 $ 94 $ 8,168
Loss allowance 12 49 76 35 94 266 June 30, 2025 Not past due Up to 30 days past due 31~90 days past due 91~180 days past due Over 181 days past due Total
--- --- --- --- --- --- --- --- --- --- --- --- --- ---
rate 0.04%~0.21% 2.05%~14.71% 2.26%~23.88% 9.94%~93.88% 100 %
Total book value $ 8,212 $ 100 $ 243 $ 46 $ 45 $ 8,646
Loss allowance 5 7 14 27 33 86

x.Movements in relation to the Group applying the modified approach to provide loss allowance for accounts receivable is as follows:

Accounts receivable
At December 31, 2024 $ 266
Reversal of impairment loss (67)
Write-offs (113)
At June 30, 2025 $ 86

xi.The loss amounts of accounts receivable allowance using simplified method were de minimis, thus, the loss was not recognized as at December 31, 2024 and June 30, 2025.

(c)Liquidity risk

i.Cash flow forecasting is performed in the operating entities of the Group and aggregated by the Group’s finance department. The Group’s finance department monitors rolling forecasts of the Group’s liquidity requirements to ensure it has sufficient cash to meet operational needs.

ii.Surplus cash held by the operating entities over and above balance required for working capital management are managed by the Group’s finance department. The Group’s finance department invests surplus cash in interest bearing current accounts and time deposits, choosing instruments with appropriate maturities or sufficient liquidity to provide sufficient head-room as determined by the above-mentioned forecasts. As at December 31, 2024 and June 30, 2025, the Group held demand deposits, time deposits and money market position of $161,992 and $164,590, respectively. The Group manages liquidity risk by ensuring that these balances are available to meet short-term cash needs. Time deposits withdrawn early receive a lower interest rate through the withdrawal date compared to the stated interest rate applicable on the nominal maturity date. However, there are no significant risk of change in value as a result of an early withdrawal for time deposits classified as cash equivalents.

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Index to Financial Statements

iii.The table below analyses the Group’s non-derivative financial liabilities based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.

Non-derivative financial liabilities: December 31, 2024 Less than<br>1 year Between 1-5<br>years Over <br>5 years
Financial liabilities at fair value through profit or loss $ $ 1,793 $
Other payables (including related parties) 11,702
Lease liabilities (Note) 409 109 Non-derivative financial liabilities: June 30, 2025 Less than<br>1 year Between 1-5<br>years Over <br>5 years
--- --- --- --- --- --- ---
Financial liabilities at fair value through profit or loss $ 158 $ 757 $
Other payables (including related parties) 13,337
Lease liabilities (Note) 472 266

Note: The amount included the interest of estimated future payments.

12(3)    Fair value information

A.The different levels that the inputs to valuation techniques are used to measure fair value of financial and non-financial instruments have been defined as follows:

Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date. A market is regarded as active where a market in which transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis.The fair value of the Group’s investment in money market funds is included in Level 1.

Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3: Unobservable inputs for the asset or liability.

B.The carrying amounts of the Group’s financial instruments not measured at fair value (including cash and cash equivalents, current financial assets at amortized cost, accounts receivable, other receivables (including related parties), guarantee deposits paid, other payables (including related parties) and lease liabilities) are approximate to their fair values.

C.The related information of financial instruments measured at fair value by level on the basis of the nature, characteristics and risks of the liabilities at December 31, 2024 and June 30, 2025 are as follows:

(a)The related information of natures of the assets and liabilities is as follows:

December 31, 2024 Level 1 Level 2 Level 3 Total
Assets
Recurring fair value measurements
Financial assets at fair value through profit or loss
Money market funds $ 2,746 $ $ $ 2,746
Liabilities
Recurring fair value measurements
Financial liabilities at fair value through profit or loss
Compound instrument:
Warrant liabilities $ 1,793 $ $ $ 1,793

F-33

Index to Financial Statements

June 30, 2025 Level 1 Level 2 Level 3 Total
Assets
Recurring fair value measurements
Financial assets at fair value through profit or loss
Money market funds $ 6,153 $ $ $ 6,153
Liabilities
Recurring fair value measurements
Financial liabilities at fair value through profit or loss
Compound instrument:
Earnout liabilities $ $ $ 158 $ 158
Warrant liabilities 757 757
$ 757 $ $ 158 $ 915

(b)The methods and assumptions the Group used to measure fair value are as follows:

i.Except those mentioned in point (ii) ~ (iv) below, the carrying amounts of the Group’s financial instruments not measured at fair value (including cash and cash equivalents, current financial assets at amortized cost, accounts receivable, other receivables (including related parties), guarantee deposits paid, other payables (including related parties) and lease liabilities) are approximate to their fair values. The fair value information of financial instruments measured at fair value is provided in Note 12(2).

ii.The instruments the Group used market quoted price as their fair values (that is, Level 1) are listed below by characteristics:

Open-end fund Perfect Public Warrants
Market quoted price Net asset value Closing price

iii.Fair value of the Perfect Public Warrants is determined based on market quotation price.

iv.Fair value of the Earnout liabilities is measured by using appropriate option pricing models (i.e. Black-Scholes model).

D.The following is the qualitative information of significant unobservable inputs and sensitivity analysis of changes in significant unobservable inputs to valuation model used in Level 3 fair value measurement:

Fair value at June 30, 2025 (Note) Valuation <br>technique unobservable<br>input Relationship <br>of inputs to fair value
Compound instrument:
Earnout liabilities $ 158 Option Pricing Method Discount rate The higher the discount rate, the lower the fair value
Forecast Annual Revenue The higher the forecast annual revenue, the higher the fair value

(Note) The fair value of the earnout liabilities was determined in connection with the purchase price allocation as of January 7, 2025 (the acquisition date). There was no material change in the fair value between January 7, 2025 and June 30, 2025.

E.The Group has carefully assessed the valuation models and assumptions used to measure fair value. However, use of different valuation models or assumptions may result in different measurement. The

F-34

Index to Financial Statements

following is the effect of profit or loss from financial liabilities categorized within Level 3 if the inputs used to valuation models have changed:

June 30, 2025 (Note)
Recognized in profit or loss
Input Change Favourable change Unfavourable change
Earnout liabilities
Discount rate ±1% $ 6 $ (6)
Forecast annual revenue ±1% $ 12 $ (12)

(Note) The fair value of the earnout liabilities was determined in connection with the purchase price allocation as of January 7, 2025 (the acquisition date). There was no material change in the fair value between January 7, 2025 and June 30, 2025.

F.For the year ended December 31, 2024, all units of Private Placement Warrants and Forward Purchase Warrants had been converted into Public Warrants. Therefore, the Company transferred the fair value from Level 2 into Level 1.

G.For the year ended December 31, 2024 and six months ended June 30, 2025, there was no transfer into or out from Level 3.

13.    Segment Information

13(1)    General information

Although the Group has multiple operating segments by geography, the management takes the aggregation criteria outlined in Paragraphs 11 to 14 of IFRS 8 into consideration to decide the reportable operating segments. In light of the qualitative and quantitative criteria, the Group concluded that it has only one reportable operating segment.

13(2)    Geographical information

The Group derives revenue by geographical location for the six months ended June 30, 2024 and 2025 is as follows:

Six months ended June 30,
2024 2025
Revenue Revenue
United States $ 11,308 $ 12,361
Americas_Others 3,168 3,699
Europe 7,884 9,423
Asia-Pacific 5,160 5,915
Others 674 963
$ 28,194 $ 32,361

Note : Americas_Others includes in North and South America, excluding the United States.

Geographical information on the revenue shows the location in which sales were generated.

F-35

Index to Financial Statements

The Group’s non-current assets, including property, plant and equipment, right-of-use assets and intangible assets, by geographical location as of December 31, 2024 and June 30, 2025 are as follows:

December 31, 2024 June 30, 2025
Non-current<br>assets Non-current<br>assets
United States $ 5 $ 6,450
Asia-Pacific 1,066 1,321
Europe 5
$ 1,071 $ 7,776

Note : Non-current assets in the United States consist of goodwill and unpatented technology. Please refer to Note 6(8) for details.

13(3)    Major customer information

There is no major customer of the Group (exceed 10% of revenue) for the six months ended June 30, 2024 and 2025.

F-36

Document

Exhibit 99.2

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FOR THE PERIOD ENDED JUNE 30, 2025

The following discussion and analysis provides information which our management believes is relevant to an assessment and understanding of financial condition and results of operations of Perfect Corp. for the six months ended June 30, 2025 and 2024 (“MD&A”). This MD&A should be read together with Perfect Corp.’s unaudited condensed consolidated interim financial statements and accompanying notes for the six months ended June 30, 2025, which are attached as Exhibit 99.1 to our Form 6-K furnished to the SEC on September 26, 2025 (the “Interim Financial Statements” or “our Interim Financial Statements”), and Perfect Corp.’s audited consolidated financial statements and management’s discussion and analysis for the year ended December 31, 2024, which are included in our annual report on Form 20-F for the year ended December 31, 2024 filed with the SEC on March 28, 2025 (the “Annual Report”). In addition to historical financial information, this MD&A contains forward-looking statements based upon current expectations that involve a number of known and unknown risks, uncertainties and assumptions and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any results, performance or achievements expressed or implied by such forward-looking statements, including those set forth under the section entitled “Key Factors Affecting Our Results of Operations” and the section entitled “Item 3. Key Information — D. Risk Factors” in our Annual Report. You should also carefully read the section entitled “Cautionary Note Regarding Forward-Looking Statements.” Unless the context otherwise requires, references to “Perfect,” the “Company,” “we,” “us” and “our” shall mean Perfect Corp. and its consolidated subsidiaries. Capitalized terms not otherwise defined herein shall have the same meanings ascribed to them in the Annual Report.

Perfect’s annual consolidated financial statements are prepared in accordance with International Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”). Our Interim Financial Statements are prepared in accordance with International Accounting Standard 34 “Interim Financial Reporting”. All amounts are in U.S. dollars except as otherwise indicated herein. For more information about the basis of presentation of Perfect’s consolidated financial statements, see the section entitled “Basis of Presentation.”

Certain figures included in this MD&A have been rounded for ease of presentation. Percentage figures included in this MD&A have not in all cases been calculated on the basis of the rounded figures but on the basis of the amounts prior to rounding. For this reason, percentage amounts in this MD&A may vary slightly from those obtained by performing the same calculations using the figures in Perfect’s unaudited condensed consolidated interim financial statements or in the associated text. Certain other amounts that appear in this MD&A may similarly not sum due to rounding. Certain numerical figures shown as totals in some tables may not be an arithmetic aggregation of the figures that preceded them due to rounding.

Company Overview

Founded in 2015, we are a leading artificial intelligence (“AI”) technology company focused on delivering self-developed AI- and augmented reality (“AR”)- powered solutions to make your virtual world beautiful. Operating with a hybrid model that spans both B2C and B2B segments, we harness our cutting-

edge expertise to transform how app and web users and brand customers interact with digital AI experiences.

Our B2C offerings revolve around advanced AI-driven technologies, delivering a seamless user experience for photo and video editing and creation. We offer six mobile apps under the “YouCam” suite, YouCam Makeup, YouCam Perfect, YouCam Video, YouCam Enhance, YouCam AI Pro, and YouCam AI Chat, along with one web-based editing tool, YouCam Online Editor. Harnessing AI- and AR- technologies, our products enable real-time virtual try-ons, beauty camera or portrait retouching, photo or video enhancement, editing and creation, as well as state-of-the-art Generative AI capabilities such as image-to-image, image-to-video, text-to-video, text-to-photo, avatar creation, and intelligent editing. These innovative features empower users to transform selfies images and text prompts into striking personal contents. As of June 30, 2025, we recorded 960,000 active subscribers, up from over 919,000 as of June 30, 2024, underscoring the continued growth in demand for our AI-powered apps and web services. Our B2C segment also functions as a dynamic platform for new AI- and AR- functionalities, enabling us to fine-tune cutting-edge solutions that can later be integrated into our B2B offerings.

Capitalizing on our success in B2C business, we deliver hyper-realistic AI-driven virtual try-on solutions for enterprise clients, transforming both online and in-store shopping experiences from product discovery to personalized recommendations. Our subscription-based modules empower beauty, skincare clinics, med spas, jewelers, watchmakers, and fashion retailers to integrate virtual try-on technology across their mobile apps, websites, in-store kiosks, and third-party e-commerce platforms. Our current offerings cover makeup, nail art, hairstyling, eyewear, watch, jewelry try-ons, advanced skin diagnostics and simulation, and foundation shade matching, all powered by a robust recommendation engine for ultra-personalized results. As of June 30, 2025, our cumulative customer base included 818 brand clients, offering over 914,000 digital SKUs for makeup, haircare, skincare, shoes, bags, eyewear, watches and jewelry products, compared to 686 brand clients and over 774,000 digital SKUs as of June 30, 2024.

In January 2025, we have completed our first strategic acquisition of Wannaby Inc. (“Wannaby”), a pioneer in augmented reality and computer vision technologies, specializing in virtual try-on solutions for the fashion industry. The acquisition enables Perfect to expand its offering to include real-time virtual try-on for products such as shoes and bags and high quality 3D viewer for online shopping. This strategic transaction further solidifies Perfect Corp’s position as a leading beauty and fashion AI company and expands the Company’s capabilities, product offerings, and customer reach.

We have achieved significant scale and steady growth since inception in 2015. We have achieved a double-digit revenue growth of 14.8% in total revenue, reaching $32.4 million for the six months ended June 30, 2025, up from $28.2 million in the same period of 2024. This increase is primarily driven by the robust momentum in the revenue growth of YouCam mobile app and web service subscriptions, increasing consumer interest in Generative AI technologies and AI editing features for photos and videos, and the stable demand for the Company’s online virtual product try-on solutions from brand customers. We recorded a net income of $2.5 million for the six months ended June 30, 2025, up from $1.4 million in the same period of 2024, which is primarily driven by our continued revenue growth.

Key Factors Affecting Our Results of Operations

Our results of operations are affected by the following factors:

Our ability to effectively monetize our premium features and expand our B2C business

Our results of operations are significantly driven by our ability to sustain a steady growth in our B2C business, which in turn, depends on our success in expanding and retaining subscriptions to the premium features offered through our YouCam suite of mobile applications and web-based services.

In managing our B2C business, we continuously monitor key performance indicators, such as the number of active subscribers. We also benchmark product ratings and functionalities against primary competitors to identify and prioritize features that serve as core drivers in converting free users to paying subscribers. As of June 30, 2025, we recorded 960,000 active subscribers, up from over 919,000 as of June 30, 2024. Revenue from mobile app and web service subscriptions increased to $20.3 million for the six months ended June 30, 2025, compared to $16.8 million for the same period in 2024. We attribute this growth primarily to continued revenue generation from our YouCam suite of applications and web-based editing platforms, highlighting our effectiveness in driving the conversion of free users into paying subscribers and the monetization of our core digital offerings.

As consumers increasingly rely on mobile technology for digital content creation and personal expression, we have observed growing demand for advanced, feature-rich mobile apps and web services. In response to this trend, we have introduced - and remain committed to continuously introducing - a range of innovative mobile apps and web services embedded with newly developed and enhanced premium features powered by cutting-edge Generative AI technologies. These innovative offerings elevate the user experience by supporting a broad spectrum of functionality, including skin and body retouching, hairstyle modifications, makeup simulations, and AI-assisted content creation, as well as improving the efficiency of content editing. The robust functionality fuels increased consumer engagement and sustained demand for paid offerings, seamlessly embedded into everyday use, ranging from casual touch-ups to professional-level production workflows. The increased consumer engagement supports our monetization efforts, driving conversion of free users to paying subscribers, leading to an increase in overall customer lifetime value and resulting in strong recurring revenue growth.

We believe the continued integration of advanced Generative AI capabilities will unlock new possibilities in visual content creation. In line with this vision, we see ongoing opportunities to expand our footprint across mobile and web-based platforms by delivering updated apps and web services powered by next-generation Generative AI features. To support this strategy, we remain committed to advancing our AI- and AR- technologies with the goal of launching market-differentiating products and premium offerings powered that align with evolving consumer preferences.

Our ability to continuously introduce market competitive offerings that drive user interest

Our results of operations rely heavily on our ability to consistently develop and periodically launch new premium features and product offerings that resonate with our app and web service users and adapt to evolving market dynamics. Our continued investment in research and development underpins our ability to drive innovation and maintain product relevance. Expanding our total addressable market by identifying and engaging new target user groups also plays a significant role in maintaining our steady growth in B2C

business and enhancing our market competitiveness. Technological shifts, changes in platform policies, and intensifying market competition may impact the adoption of our new product offerings. By proactively monitoring these factors and aligning our development strategies with user needs, we seek to preserve the quality and appeal of our products while effectively navigating an increasingly dynamic industry environment.

Overall adoption rate of AI- and AR-technologies in beauty and fashion industries

Our results of operations are partially affected by the overall growth and adoption of AI- and AR-technologies in the beauty and fashion industries, which are, in turn, dependent upon brand customers’ demand for these technologies and the pace at which brands undergo digital transformation. Any changes or innovations in the beauty and fashion industries and our ability to promptly adapt to such changes or innovations may impact our business performance and results of operation. While digital transformation has accelerated in recent years, the adoption of AI and AR technologies among beauty and fashion brands and retailers remains relatively limited. We view this as a strategic opportunity to drive further digitization and expand the adoption of AI- and AR-powered solutions across these sectors.

Our ability to expand into new verticals and grow our brand base

Leveraging our extensive industry and technology expertise, along with our broad customer network that we have established in the beauty AI- and AR- industry, we aim to further expand our product offerings into complementary segments and broaden our product portfolio beyond beauty and fashion industries to further grow our brand base. We have already made inroads into luxury and fashion industries, including jewelry, eyewear, watches, and accessories, and now are exploring opportunities into new segments, such as solutions for hair salons, med-spa, skin clinics and aesthetic non-surgical beauty treatments.

We are uniquely positioned to integrate our industry-leading facial and hand solutions into these new segments. For example, in the jewelry sector, we can provide a solution which enables consumers to virtually try-on earrings, watches, rings and bracelets while simultaneously applying virtual makeups. This capability is challenging for a jewelry AI- and AR- vendor to replicate, given the complexity of combining virtual try-ons with virtual makeup features. Ultimately, our goal is to expand our product offerings, achieve widespread adoption, and provide a comprehensive suite of products that extends beyond the beauty and fashion industries.

Our ability to sustainably grow our B2B business

We offer a diverse range of AI- and AR- powered solutions, ranging from virtual try-ons for makeup, nail art, hairstyles, eyewear, watches and jewelry to advanced skin diagnostic technology, foundation shade finder, and aesthetic skin simulations. Our solutions can be deployed across various channels and platforms, including brand-owned channels, including brand-owned websites, in-store kiosks, retailer websites, and official mobile applications, as well as major third-party platforms such as Alphabet (Google and YouTube), Snap, Alibaba (Taobao and Tmall), and Tencent (WeChat).

Our ability to maintain a sustainable growth for our B2B business depends in part on retaining our existing brand customers, expanding their use of our services and acquiring new brand customers into our brand portfolio. In managing our B2B business, our management vigilantly monitors the revenue contribution from our Key Customers, as these metric provide reliable insights into the growth of our B2B business, for the reasons that: (i) revenue from Key Customers accounted for approximately 34.6% and 30.6% of our total revenue for the six months ended 2024 and 2025, respectively; and (ii) revenue from Key Customers represented 90.0% and 87.7% of our total revenue from our total brand portfolio for the six months ended 2024 and 2025, respectively. In addition to the Key Customers, which are major brand customers, we also generate revenue from other long-tail brand customers which is the non-Key Customer brands. The total non-Key Customer brands revenue represented 10.0% and 12.3% of our total brand business for the six months ended June 30, 2024 and June 30, 2025, respectively.

The number of Key Customers decreased from 151 as of June 30, 2024 to 139 as of June 30, 2025. Half of the net decline in Key Customer count resulted from customer downgrades due to lower spending during the period, while the remaining decline was driven by customer churn amid ongoing macroeconomic pressures impacting the beauty and luxury sectors. Despite the decline, our total revenue from brand customers was $11.3 million for the six months ended June 30, 2025, up from $10.9 million for the same period in 2024, representing an increase of $0.4 million, which highlights our ability to sustain growth in our B2B business.

As we continue to strengthen long-term relationships with existing brand partners, our goal is to increase the average recurring fees per brand. We aim to achieve this through a combination of cross-selling across sister brands, geographic regions, and verticals within beauty and luxury groups, as well as upselling incremental SKUs, modules, and functionalities to beauty and fashion brands. We believe the high levels of customer engagement and the scalability of our platform position us well to maintain the sustainable growth in our B2B business.

Our ability to manage and improve operating efficiency

Our results of operations partially depend on our ability to effectively manage our costs and expenses. We recognized operating expenses of $26.4 million for the six months ended June 30, 2025, up from $24.8 million in the same period of 2024. The increase was primarily driven by higher research and development spending, as well as elevated sales and marketing expenses associated with the growth in subscriptions to our mobile applications and web-based services, which was partially offset by a reduction in general and administrative expenses.

As we scale our business and advance our technology, we expect our customer acquisition efforts to benefit from our strong brand recognition and word-of-mouth referrals. Our continued investment in technology is also expected to drive operational efficiency, enabling the same number of employees to deliver higher productivity over time. In addition, we believe that we will continue to benefit from economies of scale as we continue to actively manage the level of our general and administrative expenses.

Our people and technology

We are committed to investing in our people and technology, as these are essential for delivering innovative solutions and services that meet the evolving needs of users and brands, expanding our active subscriber and brand customer base, and maintaining our market leadership in the consumer beauty and AI mobile apps as well as in the beauty and fashion AI- and AR- industry.

We have invested significant resources in our people, recruiting talents from renowned universities and academic institutions across various regions. We have developed a comprehensive talent development program that includes diverse training programs featuring lectures, senior experience sharing, study groups, and participation in conferences and external forums. We also foster a working environment that motivates employees to raise questions and adopts a problem-solving mindset. Our ultimate goal is to retain these talents in the long term and turn them into valuable asset for our business success.

We have also invested a substantial portion of our resources in technology development, recognizing it as the cornerstone of our business success. By collaborating with prestigious universities and research labs, we bring emerging talents and cutting-edge technologies from academic institutions to our Company, bridging the gap between academic research and commercial application. This collaboration offers us unique opportunities to access innovative ideas and the latest technology developments at an early stage, allowing us for proactive planning. Additionally, we are committed to continually improving and upgrading our technologies to ensure the highest quality to our users and brand customers. We believe these efforts are crucial to our business, as the success of our AI- and AR-powered solutions relies on technology that provides exceptional accuracy, scalability, and performance.

Basis of Presentation

Our Interim Financial Statements have been prepared in accordance with International Accounting Standard 34 “Interim Financial Reporting”. All intercompany accounts and transactions have been eliminated on consolidation. For the purposes of presenting the Interim Financial Statements, our assets and liabilities and our foreign operations (including subsidiaries in other countries that use currencies which are different from our functional currency) are translated into U.S. dollars using exchange rates prevailing at the end of each reporting period. Income and expense items are translated at the average exchange rates for the period. Exchange differences, if any, are recognized in other comprehensive income and accumulated in equity.

Components of Results of Operations

Revenue

Our revenue sources include two major components: AI- and AR- cloud solutions and subscription and licensing. We would anticipate the revenue contribution from licensing becoming increasingly insignificant, as we progressively allocate fewer resources to this area and instead focus on strengthening our market leadership in the consumer beauty and AI mobile apps as well as in the beauty and fashion AI- and AR- industry.

(1)AI- and AR- cloud solutions and subscription

For AI- and AR- cloud solutions and subscription, we provide online cloud-based solutions to our customers, primarily including premium feature subscriptions for our app and webservice users and virtual try-on solutions for our brand customers.

In terms of the premium features on our mobile apps and web services to which users subscribe through Apple App Store and Google Play and our website, we currently offer monthly and annual subscription plans, with subscription price varying by countries and regions. We recognize revenue from such services based on the fulfilled contract obligations for each month.

Our typical contract terms with brand customers range from three months to multiple years, with one-year term being the most common. Our contract consideration is fixed and determined by the following factors: (i) the functionality of the modules (e.g., makeup, skincare, shade finder, jewelry); (ii) the duration of the contract period; (iii) the geographical coverage, such as the number of countries or regions for module deployment or the number of website domains for integration into our modules; (iv) the maximum number of SKUs that a brand can utilize at the same time; and (v) any additional manpower hours required for customization, if any.

Furthermore, depending on the nature of the products and services provided, the charges of brand customers can be further divided to one-time fees, recurring fees, or a combination of both. One-time fees are made up of service setup fee, customization fee, and console base fee, which allow brands to create a brand console account on our platform for uploading and managing SKUs. Recurring fees are related to granting brand customers access to the modules throughout the contract period. These fees are recurring as the service is time-limited and scope-limited, requiring renewal upon the expiration of the service term.

(2)Licensing

We collect licensing fees from (i) licensing self-developed technologies, which include offline SDK and AI- and AR- offline solutions to brand customers, and (ii) licensing customized mobile apps designed and created based on customers’ specifications that do not require continuous support from our backend cloud computing infrastructure. In this scenario, the mobile apps are operated by customers on their own infrastructure, with no additional supporting services required from us after delivery to customers.

Furthermore, depending on the type of the licensing services provided, brand customers may elect to renew licensing agreements with us, as the right to use our intellectual property is only granted to them for a specific period. We collect recurring revenue from the renewal of licensing agreements by customers. We generate recurring revenue from renewals of these licensing agreements by customers.

For further details on our revenue recognition, see Note 4 “Summary of Significant Accounting Policies” to our Interim Financial Statements.

Cost of Sales and Services

Our cost of sales and services primarily consists of kiosk hardware cost, certain research and development personnel-related expenses allocated to cost of sales and services which are directly related to

revenue and services activities, warranty provision as well as third-party payment processing fees for distribution partners such as Google Play and Apple App Store. We expect that our cost of sales and services will increase in absolute dollars in tandem with the growth of our businesses in the foreseeable future, as we continue to invest and broaden our product offerings and scale up our business operations.

Sales and Marketing Expenses

Our sales and marketing expenses consist of personnel-related expenses for salaries, employee benefits, and stock-based compensation for employees engaged in sales and marketing, advertising and promotional fees, cloud-hosting fees as well as allocated facilities and information technology costs. We plan to continue to invest in sales and marketing to grow our user and brand customer base and increase our brand awareness. As such, we expect sales and marketing expenses to increase in absolute dollars. In the near term, we anticipate fluctuations in sales and marketing expenses as a percentage of revenue due to our investments in accelerating market adoption of our AI- and AR-technologies.

General and Administrative Expenses

Our general and administrative expenses primarily consist of personnel-related expenses for employees involved in general corporate operations, including administration, legal, human resources, accounting and finance. Personnel-related expenses primarily include salaries, benefits, and share-based compensation. In addition, general and administrative expenses also include allocated facilities costs, such as rent, depreciation expenses, professional service fees and other general corporate expenses.

Furthermore, we have incurred and expect to continue incurring expenses as a result of becoming a public company since October 2022, including costs for complying with the rules and regulations applicable to companies listed on a national securities exchange, costs related to compliance and reporting obligations, and increased expenses for insurance, investor relations, and professional services. In the first half of 2025, our general and administrative expenses have decreased primarily due to reduction in corporate insurance premium and reduced external professional service fee.

Research and Development Expenses

Our research and development expenses primarily consist of salaries and benefits, including share-based compensation, for our technology and product development personnel, and depreciation and other associated corporate costs.

We expect our research and development expenses to increase in the future as we expand our team of technology and product development professionals and continue to invest in technology infrastructure and innovative AI- and AR-solutions to enhance and broaden our product offerings.

Interest Income

Our interest income primarily consists of interests earned on bank deposits and financial assets at amortized costs.

Other Income

Our other income primarily consists of subsidies from local government and VAT adjustments. We do not expect material subsidies from local government in the foreseeable future.

Other Gains and Losses

Our other gains and losses primarily consist of losses on financial liabilities at fair value through profit or loss (“FVTPL”) and foreign exchange gains and losses. The FVTPL is primarily associated with our outstanding Warrants.

Finance Costs

Our finance costs primarily consist of interest expenses on our lease liabilities.

Income Tax Expense

Our income tax expense primarily consists of current income tax expenses. As a global company, we are subject to income taxes in the jurisdictions where we do business. These foreign jurisdictions have different statutory tax rates. Accordingly, our effective tax rate will vary depending on the relative proportion of income derived in each jurisdiction, use of tax credits, changes in the valuation of our deferred tax assets and liabilities as well as changes in tax laws. Currently, the applicable tax rate in our headquarters in Taiwan is 20% while the tax rate for unappropriated earnings is 5%.

Results of Operations

Our results of operations for the six months ended June 30, 2024 and 2025 are presented below:

Six months ended June 30,
($ in thousands) 2024 2025
Revenue 28,194 $    32,361
Cost of sales and services (5,971) (7,580)
Gross profit 22,223 24,781
Operating expenses
Sales and marketing expenses (14,184) (15,170)
General and administrative expenses (4,614) (3,707)
Research and development expenses (6,010) (7,595)
Expected credit gains 67
Total operating expenses (24,808) (26,405)
Operating loss (2,585) (1,624)
Non-operating income and expenses
Interest income 3,952 3,164
Other income 14 16
Other gains and losses (291) 1,592
Finance costs (10) (6)
Total non-operating income and expenses 3,665 4,766
Income before income tax 1,080 3,142
Income tax benefit (expense) 314 (642)
Net income $    2,500

All values are in US Dollars.

Comparison of Six Months Ended June 30, 2024 to Six Months Ended June 30, 2025

Revenue

Total revenue increased by $4.2 million, or 14.8%, from $28.2 million for the six months ended June 30, 2024 to $32.4 million for the six months ended June 30, 2025. The steady increase was primarily driven by a 14.5% rise in revenue from our AI and AR cloud solutions and subscriptions, which grew from $25.3 million for the six months ended June 30, 2024, to $29.0 million for the same period in 2025. This growth was fueled by continued revenue growth in YouCam mobile app and web services subscriptions, increasing consumer interest in Generative AI technologies and AI-powered photo and video editing features, and sustained demand from brand customers for the Company’s online virtual product try-on solutions. We expect the licensing revenue will become increasingly insignificant, as we continue to focus on strengthening our market leadership in the consumer beauty and AI mobile apps as well as in the beauty and fashion AI- and AR- industry.

With respect to geographical contribution, revenue from the Americas has increased by 10.9% from $14.4 million for the six months ended June 30, 2024 to $16.1 million for the same period in 2025, revenue from Europe has increased by 19.5% from $7.9 million for the six months ended June 30, 2024 to $9.4

million for the same period in 2025, and revenue from Asia-Pacific has increased by 14.6% from $5.2 million for the six months ended June 30, 2024 to $5.9 million for the same period in 2025. Revenue outside of these three major regions has grown by 42.9% from $0.7 million for the six months ended June 30, 2024 to $1.0 million for the same period in 2025.

Cost of Sales and Services

Cost of sales and services increased by $1.6 million, or 26.9%, from $6.0 million for the six months ended June 30, 2024, to $7.6 million for the same period in 2025. The increase was primarily attributable to higher third-party payment processing fees paid to digital distribution partners—such as the Apple App Store and Google Play—driven by the continued growth in mobile app and web service subscription revenue. In addition, rising AI server computing costs, spurred by the increased demand for premium features powered by Generative AI technologies, also contributed to the overall increase.

Gross Profit

Gross profit increased by $2.6 million, or 11.5%, from $22.2 million for the six months ended June 30, 2024 to $24.8 million for the same period in 2025. Despite the continuous increase in gross profit, our gross margin slightly decreased by 2.2% from 78.8% for the six months ended June 30, 2024 to 76.6% for the six months ended June 30, 2025. The slight decrease in gross margin was primarily due to the increase in third-party payment processing fees paid to digital distribution partners, such as Google and Apple, driven by the steady growth in our YouCam mobile app subscription revenue. In addition, the increases in AI server computing cost, resulting from the growing demand for premium features powered by generative AI services, also contributed to the decrease in gross margin.

Total Operating Expenses

Total operating expenses increased by $1.6 million, or 6.4%, from $24.8 million for the six months ended June 30, 2024 to $26.4 million for the same period in 2025. The increase was primarily associated with higher sales and marketing expenses and research and development expenses, which were partially offset by a slight decline in general and administrative expenses.

Sales and Marketing Expenses

Sales and marketing expenses increased by $1.0 million, or 7.0%, from $14.2 million for the six months ended June 30, 2024 to $15.2 million for the same period in 2025. The increase was primarily due to the increase in marketing events and advertising costs related to our mobile apps and web service subscriptions.

General and Administrative Expenses

General and administrative expenses decreased by $0.9 million, or 19.7%, from $4.6 million for the six months ended June 30, 2024 to $3.7 million for the same period in 2025. The decrease was primarily due to reduced corporate insurance premium and external professional service fees.

Research and Development Expenses

Research and development expenses increased by $1.6 million, or 26.4%, from $6.0 million for the six months ended June 30, 2024 to $7.6 million for the same period in 2025. The increase was primarily driven by two factors: (i) foreign exchange impact resulting from the depreciation of the U.S. dollar against the New Taiwan dollar, which elevated personnel costs for our Taiwan-based research and development team, and (ii) higher compensation expenses due to an increase in research and development headcount following the acquisition of Wannaby.

Total Non-operating income and expenses

Total non-operating income and expenses increased by $1.1 million, or 30.0%, from $3.7 million for the six months ended June 30, 2024 to $4.8 million for the same period in 2025. The increase was primarily attributable to a decrease in the fair value of warrant liabilities, which resulted in gains recognized on financial liabilities.

Interest Income

Interest income decreased by $0.8 million, or 19.9%, from $4.0 million for the six months ended June 30, 2024 to $3.2 million for the same period in 2025. The decrease was primarily attributable to reduced balance of time deposits, which were used to acquire 100% of the issued and outstanding equity interests in Wannaby, from Farfetch US Holdings, Inc., for a purchase price of $6.0 million, which was closed on January 7, 2025.

Other Gains and Losses

We record other gains of $1.6 million for the six months ended June 30, 2025 and other losses of $0.3 million for the same period in 2024. The change was primarily attributable to a decrease in the fair value of warrant liabilities, which resulted in gains recognized on financial liabilities.

Net Income

As a result of the foregoing, our net income for the six months ended June 30, 2025 was $2.5 million, compared to $1.4 million for the same period in 2024.

Adjusted Net Income (Non-IFRS)

Our adjusted net income was $2.4 million for the six months ended June 30, 2025, compared to adjusted net income of $2.8 million for the same period of 2024. See “— Use of Non-IFRS Financial Measures” below for more information.

Use of Non-IFRS Financial Measures

In addition to the measures presented in our consolidated financial statements, we use certain non-IFRS financial measures, including adjusted net income (loss), as supplemental metrics in reviewing and

assessing our operating performance and formulating our business plan. We define these non-IFRS financial measures as follows:

Adjusted net income (loss) is defined as net income (loss) excluding one-off transaction costs1, non-cash equity-based compensation, and non-cash valuation (gain)/loss of financial liabilities. For a reconciliation of adjusted net income (loss) to net income (loss), please see the following reconciliation table.

Six months ended June 30,
($ in thousands) 2024 2025
Net Income $    1,394 $ 2,500
One-off Transaction Costs 62
Non-Cash Equity-Based Compensation 1,437 900
Non-Cash Valuation (Gain)/Loss of Financial Liabilities (46) (1,036)
Adjusted Net Income (Loss) $     2,785 $ 2,426

Non-IFRS financial measures are not defined under IFRS and are not presented in accordance with IFRS. Non-IFRS financial measures have limitations as analytical tools, which possibly do not reflect all items of expense that affect our operations. Share-based compensation expenses have been and may continue to be incurred in our business and are not reflected in the presentation of the non-IFRS financial measures. In addition, the non-IFRS financial measures Perfect uses may differ from the non-IFRS measures used by other companies, including peer companies, and therefore their comparability may be limited. The presentation of these non-IFRS financial measures is not intended to be considered in isolation from or as a substitute for the financial information prepared and presented in accordance with IFRS. The items excluded from our adjusted net income (loss) are not driven by core results of operations and render comparison of IFRS financial measures with prior periods less meaningful. We believe adjusted net income (loss) provides useful information to investors and others in understanding and evaluating our results of operations, as well as providing a useful measure for period-to-period comparisons of our business performance. Moreover, such non-IFRS measures are used by our management internally to make operating decisions, including those related to operating expenses, evaluate performance, and perform strategic planning and annual budgeting.

Liquidity and Capital Resources

Since inception, we have financed our operations primarily through equity contributions from our shareholders and revenue generated from our business operations. As of June 30, 2025, we had cash and cash equivalents of $125.3 million, which primarily consisted of checking accounts, demand deposits and time deposits. Our cash and cash equivalents are primarily denominated in U.S. dollars, and we do not currently enter into any hedging arrangements. In addition, we have 6-month time deposits of $36.3 million

1 The one-off transaction cost in the first half of 2025 included professional service expenditures that the Company incurred in connection with the acquisition of Wannaby, which was closed on January 7, 2025. No such cost was incurred in the same period of 2024.

classified as current financial assets at amortized cost according to IFRS and we do not have any loan and bank borrowings as of the same date. Our net income increased from $1.4 million for the six months ended June 30, 2024 to $2.5 million for the six months ended June 30, 2025, primarily due to our continued revenue growth and effective cost control.

We believe that our cash and cash equivalents will be sufficient to meet our working capital and capital expenditure requirements for at least the next 12 months from the date of this MD&A and sufficient to fund our operations. As of the date of this MD&A, there has been no material change to our liquidity position since December 31, 2024. To the extent that our current resources are insufficient to satisfy our cash requirements in the future, we may need to seek additional equity or debt financing. If the financing is not available, or if the terms of financing are less desirable than we expect, we may be forced to decrease our level of investment in product development or we may delay, scale back or abandon all or part of our growth strategy, which could have an adverse impact on our business and financial prospects..

Our cash requirements for the six months ended June 30, 2025 and any subsequent interim period primarily include our capital expenditure, lease obligations, contractual obligations and other commitments. Our capital expenditures are primarily related to purchase of certain servers in our ordinary course of business and ERP system upgrade, which are immaterial from a dollar amount perspective. From January 1, 2025 through June 30, 2025, we incurred capital expenditure of less than $0.3 million. Our lease obligations consist of the commitments under the rental agreements for our office premises. Our contractual obligations primarily consist of minimum commitments for marketing activities. From a dollar amount perspective, both lease obligations and contractual obligations are immaterial. In addition, we will consume cash for additional expenses as a public company for, among other things, directors’ and officers’ liability insurance, director fees and additional internal and external accounting, legal and administrative resources, including increased audit and legal fees. We expect these items to be the primary part of our short-term cash requirements, and we currently do not expect any material capital expenditures in the foreseeable future. Furthermore, as part of our growth strategy, we plan to increase investment in research and development, upgrade AI- and AR- technologies, expand the suite of product offerings and premium features, broaden our user and brand customer base, and expand into synergistic segments such as the luxury sector. These new developments and expansions may generate long-term cash requirements. We intend to continue to fund our future material cash requirements with net proceeds in connection with equity contributions from our shareholders and revenue generated from our business operations. We will continue to make cash commitments, including capital expenditures, to support the growth of our business.

We would receive the proceeds from any exercise of any outstanding Warrants that are exercised for cash pursuant to their terms. Assuming the exercise in cash of all of the 20,849,975 Warrants, consisting of 11,499,975 Perfect Public Warrants, 6,600,000 Perfect Private Placement Warrants and 2,750,000 Perfect Forward Purchase Warrants, we would receive an aggregate of approximately $239.8 million, but would not receive any proceeds from the resale of Class A Ordinary Shares issuable upon such exercise. We will have broad discretion over the use of proceeds from the exercise of these Warrants. To the extent that any of these Warrants are exercised on a “cashless basis,” the amount of cash we would receive from the exercise of these Warrants will decrease. Any proceeds from the exercise of the Warrants would increase our liquidity, but our ability to fund our operations is not dependent upon receipt of cash proceeds from the exercise of the Warrants.

There is no assurance that our Warrants will be in the money prior to their expiration or that the holders of the Warrants will elect to exercise any or all of such Warrants. The likelihood that Warrant holders will exercise their Warrants, and therefore any cash proceeds that we may receive in relation to the exercise of the issued and outstanding Warrants, will be dependent on the trading price of our Class A Ordinary Shares. If the market price for our Class A Ordinary Shares is less than the exercise price of our Warrants, which is $11.50 per share, we believe Warrant holders will be unlikely to exercise their Warrants. As the closing price of our Class A Ordinary Shares was $1.92 as of September 25, 2025, we believe that holders of the Warrants are currently unlikely to exercise their Warrants. Accordingly, we do not expect to rely on the cash exercise of Warrants to fund our operations.

On October 18, 2023, the SEC declared effective a registration statement on Form F-3, under which the selling securityholders identified therein or their permitted transferees may offer and sell, from time to time, up to 38,542,254 Class A Ordinary Shares, 9,350,000 Warrants and 9,350,000 Class A Ordinary Shares underlying such Warrants. Given the substantial number of Class A Ordinary Shares registered for potential resale by the selling securityholders, the sale of shares by the selling securityholders, or the perception in the market that the selling securityholders holding a large number of shares intend to sell their shares, could increase the volatility of the market price of our Class A Ordinary Shares or result in a significant decline in the public trading price of our Class A Ordinary Shares. These sales, or the possibility that these sales may occur, and any related volatility or decrease in market price of our Class A Ordinary Shares and Warrants, might make it more difficult for us to sell equity securities in the future at a time and at a price that we deem appropriate.

Cash Flows Summary

Presented below is a summary of our operating, investing, and financing cash flows:

Six months ended June 30,
($ in thousands) 2024 2025
Cash flows from (used in) operating activities $ 5,518 $ 7,987
Cash flows from (used in) investing activities (7,943) (9,909)
Cash flows from (used in) financing activities (239) (303)
Effects of exchange rates changes on cash and cash equivalents (411) 441
Net increase (decrease) in cash and cash equivalents $ (3,075) $ (1,784)

Cash Flows Generated from (Used in) Operating Activities

Cash flows generated from or used in operating activities primarily relate to the collection of accounts receivables, payment of provision and payables, net interest received and income tax paid. Our business primarily operates in a prepaid service subscription model, enabling us to collect cash in advance upon the subscription of product plans or signing of contract and then deliver services pursuant to terms and conditions of subscriptions or relevant contracts.

Net cash generated from operating activities increased by $2.5million, or 45.5%, from $5.5 million for the six months ended June 30, 2024 to $8.0 million for the six months ended June 30, 2025. This change was primarily due to the significant increase in profit before tax, current contract liabilities and other payables compared to the same period in 2024, partially offset by the increase in accounts receivables.

Cash Flows Generated from (Used in) Investing Activities

Cash flows generated from or used in investing activities primarily relates to acquisition of financial assets, proceeds from disposal of financial assets, acquisition of businesses, acquisition of property, plant and equipment, acquisition of intangible assets, and changes in guarantee deposits paid.

Net cash used in investing activities was $9.9 million for the six months ended June 30, 2025 and net cash used in investing activities was $7.9 million for the six months ended June 30, 2024. The increase in net cash used in investing activities was primarily attributable to the increased acquisition of money market funds classified as financial assets at fair value through profit or loss, and the Company’s acquisition of Wannaby as described above, partially offset by the partial disposal of three-month time deposits classified as financial assets at fair value through profit or loss and the of six-month time deposits classified as current financial assets at amortized cost according to IFRS.

Cash Flows Generated from (Used in) Financing Activities

Net cash used in financing activities was $0.3 million for the six months ended June 30, 2025, consisting of $0.3 million in the repayment of the principal portion of lease liabilities.

Net cash used in financing activities was $0.2 million for the six months ended June 30, 2024, primarily consisting of $0.2 million in the repayment of the principal portion of lease liabilities.

Material Contractual Obligations and Commitments

During the periods presented, we did not have any material contractual obligations and commitments other than two office leases entered into by and between Perfect Mobile Corp., a wholly-owned subsidiary of the Company, and CyberLink Corp., a related party, for two years starting from June 1, 2023 and December 1, 2023 respectively, and an office lease entered into by and between Perfect Mobile Corp., a wholly-owned subsidiary of the Company, and ClinJeff Corp., a related party, for two years starting from May 15, 2024.

Off-Balance Sheet Arrangements

During the periods presented, we did not have any relationships with unconsolidated organizations or financial partnerships, such as structured finance or special purpose entities, which were established for the purpose of facilitating off-balance sheet arrangements.

Critical Accounting Estimates

Our Interim Financial Statements have been prepared in accordance with IFRS. The preparation of our Interim Financial Statements requires us to make judgements, estimates and assumptions that affect the

application of accounting policies and the reported amounts of assets, liabilities, revenue, expenses and related disclosures. See Note 5 “Critical Accounting Judgements, Estimates and Key Sources of Assumption Uncertainty” to our Interim Financial Statements for additional information on our critical accounting estimates.

Recent Accounting Pronouncements

For a discussion of our new or recently adopted accounting pronouncements, see Note 3 “Application of New Standards, Amendments and Interpretations” to our Interim Financial Statements.

Emerging Growth Company Status

As defined in Section 102(b)(1) of the JOBS Act, we are an emerging growth company. As such, we are eligible for and intend to rely on certain exemptions and reduced reporting requirements provided by the JOBS Act, including (a) the exemption from the auditor attestation requirements with respect to internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act, (b) the exemptions from say-on-pay, say-on-frequency and say-on-golden parachute voting requirements and (c) reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements.

The Company will remain an emerging growth company under the JOBS Act until the earliest of:

(1)the last day of the fiscal year (a) following the fifth anniversary of the date on which Class A Ordinary Shares were offered in connection with the Transactions, (b) in which it has total annual gross revenues of at least $1.235 billion, or (c) in which it is deemed to be a “large accelerated filer” as defined in Rule 12b-2 under the Exchange Act, which would occur if the market value of its ordinary shares that are held by non-affiliates exceeds $700 million as of the end of the prior fiscal year’s second fiscal quarter; or

(2)the date on which it has issued more than $1 billion in non-convertible debt during the prior three-year period.

Foreign Private Issuer Status

We are an exempted company limited by shares incorporated in 2015 under the laws of the Cayman Islands. We are a foreign private issuer within the meaning of the rules under the Exchange Act. Under Rule 405 of the Securities Act, the determination of foreign private issuer status is made annually on the last business day of an issuer’s most recently completed second fiscal quarter, and accordingly, the next determination will be made with respect to us on June 30, 2026. Even after we no longer qualifies as an emerging growth company, for so long as we qualify as a foreign private issuer, it will be exempt from certain provisions of the Exchange Act that are applicable to U.S. domestic public companies, including:

•the rules requiring domestic filers to issue financial statements prepared under U.S. GAAP;

•the rules under the Exchange Act requiring the filing of quarterly reports on Form 10-Q or current reports on Form 8-K with the SEC;

•the sections of the Exchange Act regulating the solicitation of proxies, consents, or authorizations in respect of a security registered under the Exchange Act;

•the sections of the Exchange Act requiring insiders to file public reports of their share ownership and trading activities and liability for insiders who profit from trades made in a short period of time; and

•the selective disclosure rules by issuers of material nonpublic information under Regulation Fair Disclosure, or Regulation FD, which regulates selective disclosure of material non-public information by issuers.

We are required to file an annual report on Form 20-F within four months of the end of each fiscal year. In addition, we intend to publish our results on a quarterly basis through press releases, distributed pursuant to the rules and regulations of the NYSE. Press releases relating to financial results and material events will also be furnished to the SEC on Form 6-K. However, the information we are required to file with or furnish to the SEC will be less extensive and less timely compared to that required to be filed with the SEC by U.S. domestic issuers. Accordingly, our shareholders will receive less or different information about us than a shareholder of a U.S. domestic public company would receive.

We are a non-U.S. company with foreign private issuer status and are listed on the NYSE. NYSE rules permit a foreign private issuer such as us to follow the corporate governance practices of our home country. Certain corporate governance practices in the Cayman Islands, which is our home country, may differ significantly from NYSE corporate governance listing standards. Among other things, we are not required to have:

•a majority of the Board consisting of independent directors;

•a compensation committee;

•a nominating committee; or

•regularly scheduled executive sessions with only independent directors each year.

We intend to rely on the exemptions listed above. As a result, you may not be provided with the benefits of certain corporate governance requirements of the NYSE applicable to U.S. domestic public companies. We would cease to be a foreign private issuer at such time as more than 50% of our outstanding voting securities are held by U.S. residents and any of the following three circumstances applies: (i) the majority of our executive officers or directors are U.S. citizens or residents, (ii) more than 50% of our assets are located in the United States, or (iii) our business is administered principally in the United States.

Foreign private issuers, similar to emerging growth companies, are also exempt from certain more stringent executive compensation disclosure rules. Thus, even if we are no longer qualified as an emerging growth company but remain a foreign private issuer, we will continue to be exempt from the more stringent compensation disclosures required of public companies that are neither an emerging growth company nor a foreign private issuer.

If at any time we cease to be a foreign private issuer, we will take all action necessary to comply with the applicable rules of the SEC and the NYSE.

Quantitative and Qualitative Disclosures About Market Risk

We are exposed to various market risks, with foreign currency risk and interest rate risk being the most significant, followed by credit and liquidity risks. We do not currently maintain foreign exchange hedging contracts for all currencies in which we conduct business. Although we may enter into hedging arrangements from time to time to mitigate currency risk, changes in the fair value of these contracts may be offset by corresponding fluctuations in the value of the underlying transactions being hedged.

Foreign Currency Risk

We are exposed to foreign exchange risk on transactional foreign currency risk to the extent that there is a mismatch between the currencies in which sales, purchases, and receivables that are denominated in a currency other than the respective functional currencies of our entities. Our sales are substantially denominated in U.S. dollars, but the functional currencies of our entities also include Euros, RMB and Japanese yen. Accordingly, changes in exchange rates are reflected in reported income and loss from our international businesses included in our consolidated statements of operations. The weaker U.S. dollar against NT Dollars in the first half of 2025 increases the reported expenses from our international businesses included in our consolidated statements of operations, as most of our engineers are located in Taiwan.

For the six months ended June 30, 2025, we had $0.2 million of other comprehensive income generated from the exchange differences on translation of foreign operations, whereas for the same period in 2024, we had $0.3 million of other comprehensive loss generated from the same.

A hypothetical 10% change in foreign currency exchange rates on our monetary assets and liabilities would not be material to our financial condition or results of operations.

Based on the above, we believe we are not exposed to significant currency transactional foreign currency risk. While we have not engaged in the hedging of our foreign currency transactions to date and do not enter into any hedging contracts for trading or speculative purposes, we may in the future, enter into derivatives or other financial instruments in an attempt to hedge our foreign currency exchange risk. It is difficult to predict the impact that hedging activities would have on our results of operations.

Interest Rates Risk

Given that we have no indebtedness as of the date of this MD&A, the risk arising from the fluctuation of interest rates should only be limited to interest income from interest-bearing assets such as cash and cash-equivalent assets and financial assets at amortized cost that bear variable interest rates.

Credit Risk

Credit risk refers to the risk of financial loss to us arising from default by the customers or counterparties of financial instruments on the contract obligations. Our primary exposure to credit risk

arises from the possibility that counterparties may be unable to fully repay accounts receivable in accordance with agreed terms, as well as the contract cash flow from financial assets measured at amortized cost and at fair value through profit or loss.

We actively monitor and manage credit risk through regular credit checks and the enforcement of credit limits. For banks and financial institutions, we only engage with independently rated counterparties that hold a minimum credit rating of “A.” For our customers, credit risk is managed and assessed by our local entities, which evaluate each new customer prior to offering standard payment and delivery terms. Internal risk control teams assess customer credit quality by considering financial position, historical performance, and other relevant factors. Individual risk limits are established based on internal or external ratings, in alignment with thresholds approved by our Board.

Liquidity Risk

We manage liquidity risk by monitoring and maintaining a level of cash deemed adequate to finance our operations and mitigate the effects of fluctuations in cash flows. We currently have sufficient cash and liquidity to finance our operations.

Cautionary Note Regarding Forward-Looking Statements

This MD&A includes forward-looking statements regarding, among other things, our plans, strategies and prospects, both business and financial. These statements are based on the beliefs and assumptions of our management. Although we believe that our respective plans, intentions and expectations reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks, uncertainties and assumptions. Generally, statements that are not historical facts, including statements concerning possible or assumed future actions, business strategies, events or results of operations, are forward-looking statements. These forward-looking statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These statements may be preceded by, followed by or include the words “may,” “will,” “should,” “could,” “would,” “predict,” “potential,” “continue,” “expect,” “anticipate,” “future,” “intend,” “plan,” “believe,” “estimate,” “forecast,” “seek,” “schedule,” or similar expressions.

Such forward-looking statements, if any, with respect to our revenues, earnings, performance, strategies, prospects and other aspects of the businesses are neither historical facts nor assurances of future performance. Instead, they are based solely on our current beliefs, expectations and assumptions regarding the future of the business, future plans and strategies, anticipated events and trends, the economy and other future conditions that are subject to risks and uncertainties. These forward-looking statements are not intended to serve as, and must not be relied on as, a guarantee, an assurance, a prediction or a definitive statement of fact or probability regarding future performance, events or circumstances. Many of the factors affecting actual performance, events and circumstances are beyond our control. The risk factors and cautionary language discussed in this MD&A and the Annual Report provide examples of risks, uncertainties and events that may cause actual results to differ materially from the expectations described by us in such forward-looking statements, including among other things:

•our ability to increase user download and engagement with our mobile apps and webs, including our ability to attract free users to purchase our subscription plans available on our mobile apps and webs to unlock premium features of our products;

•our ability to innovate, develop and provide market competitive product offerings or upgrade our existing product offerings in response to rapidly-evolving consumer preferences in a timely and cost-effective manner;

•our ability to grow and retain active subscribers’ subscriptions to the premium features of our mobile apps and web services;

•the intensity of competition in the mobile app and web services market, including the development of Generative AI technologies, which may introduce new emerging technologies and competitors for AI photo, AI video use cases;

•the rate of adoption of AI- and AR- virtual try-on technology by consumers, brands, and retailers, and any changes in consumer preferences or shopping habits;

•our ability to retain and expand sales to existing brands or attract new brands into our brand portfolio;

•the intensity of competition in the enterprise business market, including the emergence of new competitors, the development of competing technologies, and pricing pressures;

•changes in applicable laws or regulations, especially laws and regulations related to privacy and data protection;

•our need to retain, attract or maintain high-quality personnel;

•our ability to enforce, protect and maintain intellectual property rights; and

•the other matters described in “Item 3. Key Information — D. Risk Factors” in our Annual Report.

Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those anticipated in these forward-looking statements. There may be additional risks currently considered to be immaterial or which are unknown. It is not possible to predict or identify all such risks.

In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us, as of the date of this MD&A, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and such statements should not be read to indicate that such party has conducted

an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain, and investors are cautioned not to unduly rely upon these statements.

You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this MD&A. Accordingly, forward-looking statements should not be relied upon as representing our views as of any subsequent date.

All forward-looking statements included herein are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Except to the extent required by applicable laws and regulations, we undertake no obligations to update these forward-looking statements to reflect events or circumstances after the date of this MD&A or to reflect the occurrence of unanticipated events. In the event that any forward-looking statement is updated, no inference should be made that we will make additional updates with respect to that statement, related matters, or any other forward-looking statements. Any corrections or revisions and other important assumptions and factors that could cause actual results to differ materially from forward-looking statements, including discussions of additional significant risk factors, may appear in our public filings with the SEC, which are or will be (as appropriate) accessible at www.sec.gov, and which you are advised to consult.

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