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6-K

SAGTEC GLOBAL Ltd (SAGT)

6-K 2025-07-21 For: 2025-06-30
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Added on April 10, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TORULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of July 2025

Commission File Number: 001-42551

SAGTEC GLOBAL LIMITED

(Translation of registrant’s name into English)

No 43-2, Jalan Besar Kepong,

Pekan Kepong, 52100 Kuala Lumpur

(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 ☐

INFORMATION CONTAINEDIN THIS FORM 6-K REPORT

On July 31, 2025, Sagtec Global Limited (the “Company”) issued a press release dated July 31, 2025, announcing its unaudited interim condensed consolidated financial statements (the “Interim Financial Statements”) for the six months ended June 30, 2025.

A copy of the Management’s Discussion and Analysis of Financial Condition And Results Of Operations for the Six Months Ended June 30, 2025 and 2024 is furnished as Exhibit 99.1, while a copy of the Interim Financial Statements is furnished as Exhibit 99.2 to this report on Form 6-K. A copy of the press release is furnished as Exhibit 99.3 to this report on Form 6-K.

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EXHIBIT INDEX

Exhibit No. Description
99.1 Management’s<br> Discussion and Analysis of Financial Condition And Results Of Operations for the Six Months Ended June 30, 2025 and 2024
99.2 Unaudited Interim Condensed Consolidated Financial Statements for the Six Months ended June 30, 2025 and 2024
99.3 Press Release dated July 21, 2025 titled “Sagtec Global Limited Achieves 144% Growth in Revenue and 308% Profit Surge for 1H2025”
101.INS Inline XBRL Instance Document.
101.SCH Inline XBRL Taxonomy Extension Schema Document.
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

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SIGNATURES

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

Date: July 21, 2025 SAGTEC GLOBAL LIMITED
By: /s/ Ng Chen Lok
Name: Ng Chen Lok
Title: Chairman, Chief Executive Officer and<br><br>Executive Director

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Exhibit 99.1

MANAGEMENT’S DISCUSSION AND ANALYSIS OFFINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of ourfinancial condition and results of operations should be read in conjunction with our consolidated financial statements and related notesincluded elsewhere in this prospectus. This discussion and analysis and other parts of this prospectus contain forward-looking statementsbased upon current beliefs, plans and expectations that involve risks, uncertainties and assumptions. Our actual results and the timingof selected events could differ materially from those anticipated in these forward-looking statements as a result of several factors,including those set forth under “Risk Factors” and elsewhere in this prospectus. You should carefully read the “RiskFactors” section of this prospectus to gain an understanding of the important factors that could cause actual results to differmaterially from our forward-looking statements.


Overview

Our business was originally incorporated in Malaysia in 2018, and is principally involved in the provision of customizable software solutions encompassing several types of software such as a smart ordering system, Speed +, which is a smart solutions application software for the food and beverage industry. The Speed+ software is installed onto our existing Point of Sale (POS) machines, which are sourced from third-party suppliers. These POS machines, equipped with Speed+, are then leased to clients, providing a seamless and integrated solution for efficient order management and transaction processing. We also offer customizable software and application development for table ordering, QR ordering and self-service kiosk ordering. For the six months period ended June 30, 2024 and June 30, 2025, the provision of the Speed+ smart ordering system, QR Ordering system subscription (both under subscription services) contributed 33.03% and 28.13% of our revenue, respectively, while the provision of software development services contributed to 16.43% and 12.87% of our revenue, respectively.

Our products and services such as our smart ordering system, Speed +, as well as any software and application development for table ordering, QR ordering and self-service kiosk ordering, are marketed to the bulk of our customers in Malaysia, who belong to the food and beverage (“F&B”) industry. However, the customizable nature of our software and application development services which further extends to customer relationship management and invoicing software is offered to businesses across different industries, with a focus on F&B but also extending to other industries such as Geotechnology, beauty products and property consulting.

Apart from our product, Speed+, we also sell food ordering kiosk machines designed to improve the dining experience for both customers and businesses. These kiosk solutions combine innovative technology with user-friendly interfaces, allowing patrons to effortlessly browse menus, customize orders, and make secure payments. They are designed to improve efficiency, reduce labor costs, and gather valuable data on customer preferences and ordering patterns. For the six months period ended June 30, 2024 and June 30, 2025, the sale of food ordering kiosk machines contributed 14.92% and 22.09% of our revenue, respectively.

Beyond the F&B industry, we serve a broader clientele as a trusted partner. Our software development services showcase our commitment to understanding and addressing the unique needs of our clients. Our experienced software development team creates tailored solutions, often starting with a comprehensive software development blueprint in the form of a white paper. Whether it involves developing applications or addressing complex software development projects, our in-house programmers bring over a combined 14 years of experience and expertise. For specialized or complex projects, we collaborate with trusted outsourcing partners to ensure our clients have access to the right skills and resources.

In a digital age where social media plays a crucial role in brand presence, we offer social media management services. Responsible for overseeing the social media accounts of Key Opinion Leaders (KOLs) and influencers, we attempt to ensure that these digital influencers maintain a current and engaging online presence. By leveraging data analysis, including demographic data, comments, post likes, and other metrics, we fine-tune content strategies in order to obtain the maximum impact. For the six months period ended June 30, 2024 and June 30, 2025, our social media management services contributed 9.54% and 7.32% of our revenue, respectively.

We further provide additional products and services through the sale of power-bank charging stations through our majority owned subsidiary, CL Technologies. Recognizing the trend in demand for portable power-bank charging for mobile devices, we have developed additional expertise in providing power-bank charging stations across 300 locations in Malaysia, working with shopping malls, parks and other public areas. For the six months period ended June 30, 2024 and June 30, 2025, the sale of power-bank charging stations through its majority owned subsidiary, CL Technologies, contributed 13.34% and 17.07% of our revenue, respectively.

Our expertise extends beyond software development. We also offer a comprehensive data management service. By efficiently handling clients’ incoming raw data, including tasks like sorting, filtering, and reorganizing data within servers, we help clients easily access the information they need, streamlining their operations and decision-making. For the six months period ended June 30, 2024 and June 30, 2025, our data management services contributed 12.74% and 12.52% of our revenue, respectively.

We believe that our financial results reflect our strong market position. For the six months period ended June 30, 2024, our revenue was RM19,655,442 (USD4,665,759), and our net profit was RM1,922,099 (USD456,263). For the six months period ended June 30, 2025, our revenue was RM47,867,433 (USD11,362,650), and our net profit was RM7,850,869 (USD1,863,620). This is a growth of 144% in revenue and 308% in net profit respectively. The cost of sales increased from RM16,167,137 (USD3,837,714) in the six months period ended June 30, 2024 to RM38,335,906 (USD9,100,080) in the six months period ended June 30, 2025.


Results of Operations


Comparison of the Results for Six MonthsPeriods Ended June 30, 2024 and 2025


For the six months ended June 30,
2024 2025 2025
RM % RM % Convenience Translation
Revenue from services
Performance obligation satisfied over time
Subscription services 6,492,876 33.03 % 13,465,340 28.13 %
Software consultation and development services 3,228,802 16.43 % 6,161,113 12.87 %
Social media management services 1,876,013 9.54 % 3,501,177 7.32 %
Data management & analysis services 2,502,991 12.74 % 5,993,588 12.52 %
14,100,682 71.74 % 29,121,218 60.84 %
Revenue from tangible products
Performance obligation satisfied at point in time
Food ordering kiosk with screen 2,932,245 14.92 % 10,575,550 22.09 %
Power bank charging station 2,622,515 13.34 % 8,170,665 17.07 %
5,554,760 28.26 % 18,746,215 39.16 %
Total revenue 19,655,442 100.00 % 47,867,433 100.00 %

All values are in US Dollars.

Total revenue increased by RM28,211,991 or $6,696,891 approximately 144% from RM19,655,442 or $4,665,759 for the six months ended June 30, 2024 to RM47,867,433 or $11,362,650 for the six months ended June 30, 2025.

Revenue from Services


Revenue from services increased by RM15,020,536 or $3,565,537 approximately 107% from RM14,100,682 or $3,347,184 for the six months ended June 30, 2024 to RM29,121,218 or $6,912,721 for the six months ended June 30, 2025. This increase is attributed to the following:

1. Subscription Services: Revenue from subscription services increased by RM6,972,464 or $1,655,106 approximately<br>107% from RM6,492,876 or $1,541,262 for the six months ended June 30, 2024 to RM13,465,340 or $3,196,368 for the six months ended June<br>30, 2025. The growth was driven by a combination of strong renewal momentum among existing clients and an accelerated onboarding of new<br>customers. The continued focus on user experience, bundled service offerings, and improved customer retention strategies significantly<br>contributed to this expansion in recurring revenue.
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2. Software Consultation and Development Services: Revenue increased by RM2,932,311 or $696,064 approximately<br>91% from RM3,228,802 or $766,445 for the six months ended June 30, 2024 to RM6,161,113 or $1,462,509 for the six months ended June 30,<br>2025. This increase reflects growing market confidence in our tailored solutions. Many clients, particularly startups and mid-sized enterprises,<br>are opting to outsource critical digital transformation projects. Our flexible engagement model, combined with enhanced technical capabilities,<br>has positioned us as a preferred partner in the evolving software services space.
3. Social Media Management Services: Revenue increased by RM1,625,164 or $385,778 approximately 87% from<br>RM1,876,013 or $445,323 for the six months ended June 30, 2024 to RM3,501,177 or $831,101 for the six months ended June 30, 2025. This<br>growth highlights the increasing reliance of businesses on digital branding and real-time engagement with customers. The enhancement of<br>our service packages in analytics-driven content and automation tools has proven attractive to a broader base of clients looking to scale<br>their social presence efficiently.
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4. Data Management & Analysis Services: Revenue increased by RM3,490,597 or $828,589 approximately 139%<br>from RM2,502,991 or $594,154 for the six months ended June 30, 2024 to RM5,993,588 or $1,422,743 for the six months ended June 30, 2025.<br>The increase in revenue reflects growing demand for solutions that help companies streamline operations and improve decision-making accuracy.<br>Our data management tools integrated across platforms such as POS and social media allow clients to unlock hidden efficiencies, resulting<br>in increased reliance on our analytics services.
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Revenue from Tangible Products

Revenue from tangible products increased by RM13,191,455 or $3,131,354 approximately 237% from RM5,554,760 or $1,318,575 for the six months ended June 30, 2024 to RM18,746,215 or $4,449,929 for the six months ended June 30, 2025. Key contributors include:

1. Food Ordering Kiosk with Screen: Revenue increased by RM7,643,305 or $1,814,348 approximately 261% from<br>RM2,932,245 or $696,049 for the six months ended June 30, 2024 to RM10,575,550 or $2,510,397 for the six months ended June 30, 2025. This<br>significant increase is largely attributed to structural shifts within the F&B sector. As businesses face ongoing cost pressures and<br>shifting consumer expectations, many are turning to automation solutions. Our food kiosks have gained strong traction due to their intuitive<br>interface, efficiency benefits, and ability to improve customer throughput with minimal staffing requirements.
2. Power Bank Charging Station: Revenue increased by RM5,548,150 or $1,317,006 approximately 212% from RM2,622,515<br>or $622,526 for the six months ended June 30, 2024 to RM8,170,665 or $1,939,532 for the six months ended June 30, 2025. This growth is<br>supported by enhanced product visibility and strategic network expansion. Our efforts in targeting high-footfall locations combined with<br>effective reseller partnerships and increased consumer adoption of portable charging have played a key role in driving demand and strengthening<br>our footprint in this vertical.
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For the six months ended June 30,
--- --- --- --- --- ---
2024 2025 2025
RM RM Convenience Translation
Cost of sales from services 12,493,751 26,182,540
Cost of sales from tangible products 3,508,664 11,988,644
Cost of sales from rental 164,722 164,722
Total cost of sales 16,167,137 38,335,906

All values are in US Dollars.

Total cost of sales increased by RM22,168,769 or $5,262,366 approximately 137% from RM16,167,137 or $3,837,714 for the six months ended June 30, 2024 to RM38,335,906 or $9,100,080 for the six months ended June 30, 2025.

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Cost of Sales from Services


The cost of sales from services increased by RM13,688,789 or $3,249,410 approximately 110% from RM12,493,751 or $2,965,735 for the six months ended June 30, 2024 to RM26,182,540 or $6,215,145 for the six months ended June 30, 2025. The increase is mainly due to a scaling of support resources in line with higher service volumes. As the subscriber base expanded and service usage intensified, we invested in additional server maintenance, technical support, and system optimization to ensure service quality and uptime amid growing demand.

Cost of Sales from Tangible Products

The cost of sales from tangible products increased by RM8,479,980 or $2,012,956 approximately 242% from RM3,508,664 or $832,878 for the six months ended June 30, 2024 to RM11,988,644 or $2,845,834 for the six months ended June 30, 2025. The increase is directly attributable to the higher sales volume of our food ordering kiosks and power bank charging stations. As demand for these products grew significantly during the period, the corresponding cost of goods sold increased in proportion to the rise in units sold.

Cost of Sales from Rental


The cost of sales from rental remained unchanged for the six months ended June 30, 2024 and 2025, as it primarily consists of depreciation expenses of the assets used to generate this revenue stream. These depreciation charges are fixed in nature and are not influenced by fluctuations in rental activity volume.

For the six months ended June 30,
2024 2025 2025
RM RM Convenience Translation
Gross profit from services 1,606,931 2,938,678
Gross profit from tangible products 2,046,096 6,757,571
Gross loss from rental (164,722 ) (164,722 ) )
Total gross profit 3,488,305 9,531,527

All values are in US Dollars.

Gross profit increased by RM6,043,222 or $1,434,525 approximately 173% from RM3,488,305 or $828,045 for the six months ended June 30, 2024 to RM9,531,527 or $2,262,570 for the six months ended June 30, 2025. This growth in gross profit was driven by substantial increases in revenue from both our services and tangible products.

Services


The gross profit from services increased by RM1,331,747 or $316,127 approximately 83% from RM1,606,931 or $381,449 for the six months ended June 30, 2024 to RM2,938,678 or $697,576 for the six months ended June 30, 2025. The improvement reflects both higher revenue and better operational efficiency. The adoption of a streamlined sales and customer management system enhanced our conversion rates and service delivery, enabling greater profitability.

Tangible Products


The gross profit from tangible products increased by RM4,711,475 or $1,118,398 approximately 230% from RM2,046,096 or $485,697 for the six months ended June 30, 2024 to RM6,757,571 or $1,604,095 for the six months ended June 30, 2025. This growth was largely supported by strong product demand coupled with improved procurement strategies and production scalability. Economies of scale and better cost control on components and assembly further contributed to stronger margins in this segment.

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Rental

The gross loss from rental of power bank machines remained unchanged at RM164,722 or $39,101 for the six months ended June 30, 2024 and 2025, primarily due to the absence of revenue while cost of sales remained stable. The cost of sales for this revenue stream consists solely of depreciation expenses related to the rental assets, which are fixed in nature and continue to be incurred regardless of rental activity.

For the six months ended June 30,
2024 2025 2025
RM RM Convenience Translation
Selling and administrative (426,724 ) (973,981 ) )
Employee benefit expenses (227,666 ) (129,374 ) )
Director emoluments (393,000 ) (566,685 ) )
Total operating expenses (1,047,390 ) (1,670,040 ) )
Operating income 2,440,915 7,861,487

All values are in US Dollars.

Total operating expenses increased by RM622,650 or $147,803 approximately 59% from RM1,047,390 or $248,627 for the six months ended June 30, 2024 to RM1,670,040 or $396,430 for the six months ended June 30, 2025. This rise in operating expenses was attributed to several key areas:

Selling and Administrative Expenses

These expenses increased by RM547,257 or $129,906 approximately 128% from RM426,724 or $101,295 for the six months ended June 30, 2024 to RM973,981 or $231,201 for the six months ended June 30, 2025. This increase reflects higher expenditure on marketing initiatives and general administrative functions to support the company’s expanding operations.

Employee Benefit Expenses

Employee benefit expenses decreased by RM98,292 or $23,332 approximately 43% from RM227,666 or $54,043 for the six months ended June 30, 2024 to RM129,374 or $30,711 for the six months ended June 30, 2025. The decline was a result of a strategic workforce realignment aimed at optimizing human capital efficiency and reducing fixed staff-related costs.

Director Emoluments

The expenses for director emoluments increased by RM173,685 or $41,229 approximately 44% from RM393,000 or $93,289 for the six months ended June 30, 2024 to RM566,685 or $134,518 for the six months ended June 30, 2025. The increase aligns with the company’s performance-based compensation framework, reflecting management’s leadership in driving business expansion and profitability.

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Operating Income

Operating income increased by RM5,420,572 or $1,286,722 approximately 222% from RM2,440,915 or $579,418 for the six months ended June 30, 2024 to RM7,861,487 or $1,866,140 for the six months ended June 30, 2025. This substantial growth in operating income highlights the company’s improved efficiency and effective cost management despite the rising operating expenses. The major factors contributing to this increase include:

1. Revenue Growth: Strong gains across both service-based and<br>tangible product lines.
2. Cost Management: Effective management of operating expenses,<br>particularly within selling and personnel-related costs, which enhanced profit margins.
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For the six months ended June 30,
--- --- --- --- --- --- --- --- ---
2024 2025 2025
RM RM Convenience Translation
Other income 161,044 1,109,762
Finance costs (121,340 ) (126,887 ) )
Non-operating income 39,704 982,875
Profit before tax 2,480,619 8,844,362
Tax Expenses (558,520 ) (993,493 ) )
Net profit 1,922,099 7,850,869

All values are in US Dollars.

Other Income


Other income increased by RM948,718 or $225,205 approximately 589% from RM161,044 or $38,228 for the six months ended June 30, 2024 to RM1,109,762 or $263,433 for the six months ended June 30, 2025. This substantial increase was primarily driven by a gain on foreign exchange rates, reflecting favorable currency movements during the period.

Finance Costs


Finance costs increased by RM5,547 or $1,317 approximately 5% from RM121,340 or $28,803 for the six months ended June 30, 2024 to RM126,887 or $30,120 for the six months ended June 30, 2025. The increase was primarily attributed to higher interest expenses arising from elevated interest rates during the period.

Non-Operating Income


Non-operating income increased by RM943,171 or $223,888 approximately 2376% from RM39,704 or $9,425 for the six months ended June 30, 2024 to RM982,875 or $233,313 for the six months ended June 30, 2025. This improvement was largely due to a one-off foreign exchange gain, which contributed positively to non-operating income for the period.

Profit Before Tax


Profit before tax increased by RM6,363,743 or $1,510,610 approximately 275% from RM2,480,619 or $588,843 for the six months ended June 30, 2024 to RM8,844,362 or $2,099,453 for the six months ended June 30, 2025. This was mainly supported by revenue growth, improved gross margins, higher other income, and disciplined cost control despite slight increases in finance and non-operating expenses.

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Tax Expenses


Tax expenses increased by RM434,973 or $103,253 approximately 78% from RM558,520 or $132,580 for the six months ended June 30, 2024 to RM993,493 or $235,833 for the six months ended June 30, 2025. The increase in tax expenses is in line with the higher profit before tax, while the effective tax rate remained stable and consistent with prior periods.

Net Profit


Net profit increased by RM5,928,770 or $1,407,357 approximately 308% from RM1,922,099 or $456,263 for the six months ended June 30, 2024 to RM7,850,869 or $1,863,620 for the six months ended June 30, 2025. This remarkable improvement reflects the combined effects of strong revenue performance, higher other income, and effective cost control, highlighting the company’s operational and financial strength.

Liquidity and Capital Resources


For the six months ended June 30,
2024 2025 2025
RM RM Convenience <br>Translation
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (Loss)/Profit for the year 1,922,099 7,850,869
Adjustments to reconcile net profit to net cash used in operating activities:
Depreciation 780,563 1,416,747
Amortization 27,628 26,149
Provisions (15,140 ) (25,897 ) )
Imputed interest of lease liability 5,360 3,926
Finance costs 121,340 126,887
Overdraft charges 45,646 54,231
Income tax expenses 558,520 993,493
Gain on disposal of plant & equipment - (460 ) )
Operating cash flows before movements in working capital 3,446,016 10,445,945
Trade receivables (2,970,374 ) (4,180,063 ) )
Other receivables and prepayment 4,897,335 (19,118,542 ) )
Other payables and accrued liabilities (184,682 ) (725,717 ) )
Trade payables (423,786 ) 816,367
Deferred revenue (1,926,663 ) -
Cash generated from operations 2,837,846 (12,762,010 ) )
Income tax paid - (1,013,295 ) )
Net cash provided by operating activities 2,837,846 (13,775,305 ) )
Investing activities
Purchase of plant and equipment (2,634,523 ) (15,831,390 ) )
Proceeds from disposal of plant and equipment - 833,172
Net cash used in investing activities (2,634,523 ) (14,998,218 ) )
Financing activities
Proceeds from issuance of Class A ordinary shares upon the completion of IPO - 30,898,700
Termination of right-of-use asset - 32,550
Termination of lease - (37,340 ) )
Repayment of lease liabilities (28,542 ) (27,142 ) )
Increase in fixed deposits (27,580 ) (10,215 ) )
Overdraft charges paid (45,646 ) (54,231 ) )
Loan interest paid (121,340 ) (165,090 ) )
Proceeds from bank loans 1,000,000 -
Repayment of bank loans (299,404 ) (323,097 ) )
Proceeds from amount due to shareholders (816 ) -
Proceeds from amount due (from)/to directors (137,181 ) 3,467
Net cash provided by financing activities 339,491 30,317,602
Net increase in cash and cash equivalents 542,814 1,544,079
Cash and cash equivalents at beginning of period (241,006 ) 370,129
Cash and cash equivalents at end of period 301,808 1,914,208

All values are in US Dollars.


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Operating activities

For the six months ended June 30, 2024, the Company generated RM2,837,846 or $673,641 from operating activities primarily from profit adding back non-cash expenses, increase in other receivables and prepayment as well as decrease in trade receivables, trade payables, other payables and accrued liabilities and deferred revenue.

For the six months ended June 30, 2025, the Company used RM13,775,305 or $3,269,947 from operating activities primarily from profit adding back non-cash expenses, increase in trade payables as well as decrease in trade receivables, other receivables, other payables and accrued liabilities.


Investing activities

For the six months ended June 30, 2024, the Company invested RM2,634,523 or $625,376 in plant and equipment.

For the six months ended June 30, 2025, the Company used RM14,998,218 or $3,560,239 in investing activities in plant and equipment and gain on disposal of plant and equipment.


Financing activities

For the six months ended June 30, 2024, the Company generated RM339,491 or $80,588 in financing activities primarily from proceeds from bank overdraft and bank loans subtracted by repayment of lease liabilities, bank loans, repayment of outstanding due to shareholders and director and increased in fixed deposits.

For the six months ended June 30, 2025, the Company generated RM30,317,602 or $7,196,715 from financing activities primarily from issuance of share capital, proceeds from bank loan, overdraft and advance from director subtracted by repayment of lease liabilities and bank loan and increase in fixed deposits.


Capital Expenditure

For the six months ended June 30,
2024 2025 2025
RM RM Convenience Translation
Investment in plant and equipment:
Equipment & Machine 2,634,523 8,799,751
Computer & Handphone - -
License - 7,031,639
Renovation - -
Total 2,634,523 15,831,390

All values are in US Dollars.

For the six months ended June 30, 2024, the Company invested RM2,634,523 or $625,376 in plant and equipment.

For the six months ended June 30, 2025, the Company invested RM15,831,390 or $3,758,015 in plant and equipment.

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Material Obligation for the twelve months ending June 30, 2025

RM RM RM RM RM RM RM
Repayment Obligation Leases Bank<br><br> Borrowings Bank<br><br> Overdraft Trade<br><br> payable Other<br><br> payable Tax<br><br> payable Total Total
Period ending June 30, 2026 36,072 765,468 335,419 816,366 447,021 3,897,642 6,297,988
Period ending June 30, 2027 35,490 786,552 - - - - 822,042
Period ending June 30, 2028 7,476 716,776 - - - - 724,252
Period ending June 30, 2029 7,932 274,423 - - - - 282,355
Period ending June 30, 2030 8,416 184,114 - - - - 192,530
After June 30, 2030 6,635 174,082 - - - - 180,717
102,021 2,901,415 335,419 816,366 447,021 3,897,642 8,499,884

All values are in US Dollars.

The Company believes that current working capital is adequate to meet these repayment material obligations for the twelve months ended June 30, 2026.

In addition, the Company expect to generate additional cash flow from operational profit to meet repayment obligation beyond June 30, 2026.


Financing Arrangement

As of June 30, 2025, the Company had RM2,250,000 or $534,099 overdraft facility through subsidiaries from 2 banks, intended for working capital usage, of which the Company utilized RM236,343 or $56,106 with undrawn balance of RM2,013,657 or $477,997.


Off-balance Sheet Arrangements

We do not have any off-balance sheet arrangements.

Critical Accounting Estimates


Useful lives of plant and equipment

The Group’s management determines the estimated useful lives and the related depreciation charge for the Group’s plant and equipment. This estimate is based on the historical experience of the actual useful lives of plant and equipment of similar nature and functions. Management will increase the depreciation charge where useful lives are less than previously estimated lives, or will write off or write down technically obsolete or non-strategic assets that have been abandoned or sold. Actual economic lives may differ from estimated useful lives. Periodic review could result in a change in depreciable lives and therefore depreciation charge in the future periods.

Impairment of Trade Receivables

The Group uses the simplified approach to estimate a lifetime expected credit loss allowance for all trade receivables. The Group develops the expected loss rates based on the payment profiles of past sales and the corresponding historical credit losses, and adjusts for qualitative and quantitative reasonable and supportable forward-looking information. If the expectation is different from the estimation, such difference will impact the carrying value of trade receivables.

Quantitative and Qualitative Disclosures aboutMarket Risk

We are exposed to market risk (including foreign currency risk and interest rate risk), credit risk, and liquidity risk in the ordinary course of business. Our overall financial risk management policy focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on our financial performance.


Foreign Currency Risk


The Group expose to foreign currency risk due to transactions and balances denominated in currencies other than the functional currency of the respective entities of the Group, with the primary risk arising from the Chinese Renminbi (“RMB”). The Group closely monitor foreign currency risk on an ongoing basis to ensure that our net exposure remains at an acceptable level.

The company is subject to minimal foreign currency risk due to its foreign supplier policy of making prepayments in advance of delivery, thus eliminating the need for credit terms.


9

Interest Rate Risk

The Group exposed to interest rate risk arise mainly from interest-bearing bank loans. The interest rates and repayment terms of these loans are disclosed in Note 14 of the financial statements. Currently, The Group does not have an interest rate hedging policy. The sensitivity analysis below is based on our exposure to interest rates for non-derivative instruments at the end of the reporting period.

We use a 50-basis point increase or decrease to report interest rate risk internally to key management personnel, as this represents management’s assessment of a reasonably possible change in interest rates. If interest rates on loans had been 50 basis points higher or lower, with all other variables held constant, our profit would decrease or increase by approximately RM7,783 or $1,848 for the six months ended June 30, 2025 and RM16,707 or $3,966 for the year ended December 31, 2024.

Liquidity Risk

Liquidity risk arises mainly due to general funding and business activities. The Group practices prudent risk management by maintaining sufficient cash balances and the availability of funding through certain committed credit facilities. The table below analyses non-derivative financial liabilities of the Group into relevant maturity groupings based on the remaining period from the statement of financial position date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows, which includes both principal and interest. Balances due within 12 months equal their carrying amounts as the impact of discounting is not significant.

As of
December 31, 2024 June 30, 2025 June 30, 2025
RM RM Convenience Translation
Bank borrowings<br><br> Repayment within:
Less than 1 year 976,072 984,355
Between 1 and 2 years 963,436 936,203
Between 2 and 5 years 1,693,768 1,338,822
Over 5 years 288,536 182,470
Bank overdraft<br><br> Repayment within less than 1 year 104,587 335,419
Lease liabilities<br><br> Repayment within:
Less than 1 year 60,204 40,764
Between 1 and 2 years 61,884 38,168
Between 2 and 5 years 45,732 27,252
Over 5 years 11,342 6,800
Trade payable<br> Repayment within less than 1 year - 816,366
Other payable<br> Repayment within less than 1 year 422,973 447,021
Amount due to director<br><br> Repayment within less than 1 year - 3,467

All values are in US Dollars.

10

Credit Risk

Credit risk primarily arises from the possibility of customers failing to fulfill their payment obligations for the services provided. The Group addresses this risk by conducting thorough customer screening and segmentation based on creditworthiness, setting appropriate credit limits, and enforcing stringent payment terms such as upfront payments and short billing cycles.

Expected credit losses are measured as the difference in the present value of the contractual cash flows that are due to the Company under the contract, and the cash flows that the Company expects to receive. The Company assesses all information available, including past due status, and forward looking macro- economic factors in the measurement of the expected credit losses associated with its assets carried at amortized cost.

As of
December 31, 2024 June 30, 2025 June 30, 2025
RM RM Convenience Translation
Trade receivable
Collection within less than 1 year 8,409,351 12,589,414
Other receivables
Collection within less than 1 year 2,103,818 11,099,330

All values are in US Dollars.


Capital Risk Management

The Group manages its capital to ensure that entities within our Company will be able to maintain an optimal capital structure so as to support our businesses and maximize shareholders value. To achieve this objective, we may make adjustments to the capital structure in view of changes in economic conditions, such as adjusting the amount of dividend payment, returning of capital to shareholders or issuing new shares.

The Group manage its capital based on debt-to-equity ratio that complies with debt covenants and regulatory, if any. The debt-to-equity ratio is calculated as net debt divided by total equity. Net debt is calculated as lease liability, borrowings and bank overdraft plus trade and other payables less cash and bank balances. Total capital is calculated as total equity plus net debts. Capital includes equity attributable to the owners of the parent and non-controlling interest.

As of
December 31,<br><br> 2024 June 30,<br><br> 2025 June 30,<br> 2025
RM RM Convenience Translation
Net debt 2,298,706 1,166,438
Total equity 17,384,201 56,133,770
Total capital 19,682,907 57,300,208
Gearing ratio 11.68 % 2.04 % %

All values are in US Dollars.

Inflation


Malaysia’s inflation rates stood at 1.7% for the year ended December 31, 2024, and 1.2% for the period ended June 30, 2025. These figures indicate a moderate level of inflation during these periods and we believe that there will be no material impact on their company.

11

Exhibit 99.2

SAGTEC GLOBAL LIMITED


INDEX TO UNAUDITED INTERIM CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS


CONTENTS PAGE(S)
Unaudited Interim Condensed Consolidated Statements of Financial Position F-2
Unaudited Interim Condensed Consolidated Statements of Profit or Loss and Other Comprehensive Income F-3
Unaudited Interim Condensed Consolidated Statements of Changes in Equity F-4
Unaudited Interim Condensed Consolidated Statements of Cash Flows F-5
Notes to Unaudited Interim Condensed Consolidated Financial Statements F-6

F-1

SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESUNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITIONAS OF DECEMBER 31, 2024 AND JUNE 30, 2025


As of

| | Note | December 31, <br><br>2024 | | June 30,<br> 2025 | | June 30, 2025 |

| | | RM | | RM | | Convenience Translation |

| ASSETS | | | | | | | | Non-current assets | | | | | | |

| Plant and equipment | 7 | | 14,253,818 | | 27,835,749 | |

| Right-of-use assets | 8 | | 170,026 | | 111,328 | |

| Total non-current assets | | | 14,423,844 | | 27,947,077 | | | Current assets | | | | | | |

| Trade receivables, net | 9 | | 8,409,351 | | 12,589,414 | |

| Other receivables | 10 | | 2,867,160 | | 21,985,702 | |

| Cash and short term deposits | 11 | | 1,654,146 | | 3,439,271 | |

| Total current assets | | | 12,930,657 | | 38,014,387 | | | Total assets | | | 27,354,501 | | 65,961,464 | | | LIABILITIES AND EQUITY | | | | | | | | Current liabilities | | | | | | |

| Trade payables | 9 | | - | | 816,366 | |

| Amount due to director | 14 | | - | | 3,467 | |

| Other payables | 10 | | 1,172,737 | | 447,021 | |

| Provisions | 13 | | 441,353 | | 415,456 | |

| Tax payable | 15 | | 3,918,926 | | 3,897,642 | |

| Lease liabilities | 8 | | 52,768 | | 36,072 | |

| Bank overdraft | 14 | | 104,587 | | 335,419 | |

| Bank borrowings | 14 | | 736,481 | | 765,468 | |

| Total current liabilities | | | 6,426,852 | | 6,716,911 | | | Non-current liabilities | | | | | | |

| Lease liabilities | 8 | | 109,809 | | 65,949 | |

| Bank borrowings | 14 | | 2,526,234 | | 2,135,947 | |

| Deferred tax liabilities | 15 | | 907,405 | | 908,887 | |

| Total non-current labilities | | | 3,543,448 | | 3,110,783 | | | Total liabilities | | | 9,970,300 | | 9,827,694 | | | Equity | | | | | | |

| Share capital, 12,550,000 common shares issued and outstanding with no par value, unlimited authorized share | 4 | | 1,145,780 | | 32,044,480 | |

| Reserves | 16 | | 3,280,388 | | 3,280,388 | |

| Retained earnings | | | 12,365,963 | | 20,132,453 | |

| Shareholders’ equity | | | 16,792,131 | | 55,457,321 | |

| Non-controlling interest | | | 592,070 | | 676,449 | |

| Total equity | | | 17,384,201 | | 56,133,770 | | | Total liabilities and equity | | | 27,354,501 | | 65,961,464 | |

All values are in US Dollars.

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

F-2


SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESUNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOMEFOR THE SIX MONTHS ENDED JUNE 30, 2024 AND 2025


For the six months ended June 30,
Note 2024 2025 2025
RM RM Convenience Translation
Revenue 17 19,655,442 47,867,433
Total revenue 19,655,442 47,867,433
Cost of sales 18 (16,167,137 ) (38,335,906 ) )
Total cost of sales (16,167,137 ) (38,335,906 ) )
Gross profit 3,488,305 9,531,527
Selling and administrative expenses 19 (654,390 ) (1,103,355 ) )
Selling and administrative expenses from related parties 19 (393,000 ) (566,685 ) )
Income from operations before income tax 2,440,915 7,861,487
Other income 161,044 1,109,762
Finance costs (121,340 ) (126,887 ) )
Profit before income tax 2,480,619 8,844,362
Income tax expense 15 (558,520 ) (993,493 ) )
Net Profit for the period, representing total comprehensive income for the period 1,922,099 7,850,869
Profit attributable to:
Equity owners of the Company 1,864,585 7,766,490
Non-controlling interests 57,514 84,379
Total 1,922,099 7,850,869
Weighted Average Number of Common Shares Outstanding – Basic and Diluted 10,800,000 12,550,000
Basic and Diluted Net Income per Share 0.1726 0.6188

All values are in US Dollars.

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

F-3


SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESUNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITYFOR THE SIX MONTHS ENDED JUNE 30, 2024 AND 2025

Note Number of<br><br> outstanding<br><br> shares Share<br><br> capital Reserves Retained<br><br> earnings Shareholders’ <br> equity Non-controlling<br><br> interest Total<br><br> equity
RM RM RM RM RM RM
Balance at January 1, 2024 10,800,000 1,145,780 3,280,388 5,439,549 9,865,717 352,974 10,218,691
Net profit for the period - - - 1,864,585 1,864,585 57,514 1,922,099
Balance at June 30, 2024 10,800,000 1,145,780 3,280,388 7,304,134 11,730,302 410,488 12,140,790
Net profit for the period - - - 5,061,829 5,061,829 181,582 5,243,411
Balance at December 31, 2024 10,800,000 1,145,780 3,280,388 12,365,963 16,792,131 592,070 17,384,201
Issuance of shares 4 1,750,000 30,898,700 - - 30,898,700 - 30,898,700
Net profit for the period - - - 7,766,490 7,766,490 84,379 7,850,869
Balance at June 30, 2025 12,550,000 32,044,480 3,280,388 20,132,453 55,457,321 676,449 56,133,770
Note Number of<br><br> outstanding<br><br> shares Share<br> capital Reserves Retained<br> earnings Shareholders’ equity Non-controlling<br> interest Total<br> equity
--- --- --- --- --- --- --- --- --- ---
Balance at June 30, 2024 10,800,000
Balance at June 30, 2025 12,550,000

All values are in US Dollars.

Equity transaction reflects changes in a parent’s ownership interest in a subsidiary that do not result in the parent losing control of the subsidiary.

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

F-4


SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESUNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWSFOR THE SIX MONTHS ENDED JUNE 30, 2024 AND 2025

For the six months ended June 30,
2024 2025 2025
RM RM Convenience <br>Translation
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (Loss)/Profit for the year 1,922,099 7,850,869
Adjustments to reconcile net profit to net cash used in operating activities:
Depreciation 780,563 1,416,747
Amortization 27,628 26,149
Provisions (15,140 ) (25,897 ) )
Imputed interest of lease liability 5,360 3,926
Finance costs 121,340 126,887
Overdraft charges 45,646 54,231
Income tax expenses 558,520 993,493
Gain on disposal of plant & equipment - (460 ) )
Operating cash flows before movements in working capital 3,446,016 10,445,945
Trade receivables (2,970,374 ) (4,180,063 ) )
Other receivables and prepayment 4,897,335 (19,118,542 ) )
Other payables and accrued liabilities (184,682 ) (725,717 ) )
Trade payables (423,786 ) 816,367
Deferred revenue (1,926,663 ) -
Cash generated from operations 2,837,846 (12,762,010 ) )
Income tax paid - (1,013,295 ) )
Net cash provided by operating activities 2,837,846 (13,775,305 ) )
Investing activities
Purchase of plant and equipment (2,634,523 ) (15,831,390 ) )
Proceeds from disposal of plant and equipment - 833,172
Net cash used in investing activities (2,634,523 ) (14,998,218 ) )
Financing activities
Proceeds from issuance of Class A ordinary shares upon the completion of IPO - 30,898,700
Termination of right-of-use asset - 32,550
Termination of lease - (37,340 ) )
Repayment of lease liabilities (28,542 ) (27,142 ) )
Increase in fixed deposits (27,580 ) (10,215 ) )
Overdraft charges paid (45,646 ) (54,231 ) )
Loan interest paid (121,340 ) (126,887 ) )
Proceeds from bank loans 1,000,000 -
Repayment of bank loans (299,404 ) (361,300 ) )
Proceeds from amount due to shareholders (816 ) -
Proceeds from amount due (from)/to directors (137,181 ) 3,467
Net cash provided by financing activities 339,491 30,317,602
Net increase in cash and cash equivalents 542,814 1,544,079
Cash and cash equivalents at beginning of period (241,006 ) 370,129
Cash and cash equivalents at end of period 11 301,808 1,914,208

All values are in US Dollars.

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

F-5

SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


1 ORGANIZATION AND PRINCIPAL ACTIVITIES

Sagtec Global Limited (the “Company”) was incorporated in the British Virgin Islands on October 31, 2023 with registered office at Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands while principal place of business of the Company at No. 43-2, Jalan Besar Kepong, Pekan Kepong, 52100 Kuala Lumpur, Malaysia.

The group structure which represents the operating subsidiaries and dormant companies as of the reporting date is as follow:

Details of the Company and its subsidiaries (collectively, the “Group”) are shown in the table below:

Percentage of effective ownership

| | June 30, | | | | | | |

| Name | Date of <br> incorporation | 2025 | | 2024 | | Place of <br> incorporation | Principal <br> activities |

| | | % | | % | | | |

| Sagtec Global Limited | October 31, 2023 | | — | | — | British Virgin Islands | Holding company |

| Sagtec Group Sdn Bhd | June 11, 2018 | | 98.04 | | 98.04 | Malaysia | Food & beverage SAAS |

| CL Technologies<br> (International) Sdn Bhd | February 14, 2019 | | 94.95 | | 94.95 | Malaysia | Food & beverage software & server hosting |

The Group develops IT products, services, and solutions using the subscription as a service model, generating stable and sustainable revenue from our SaaS offerings.

As described above, the Company, through a series of transactions which is accounted for as a reorganization of entities under a common control (the “Reorganization”), will become the ultimate parent of its subsidiaries.

Through the reorganization, the Company will be the holding company of its subsidiaries. Accordingly, the consolidated financial statements will be prepared on a consolidated basis by applying the principle of common control as if the reorganization has been completed at the beginning of the first reporting period.

Based on the above, the Group concluded that the Company and its subsidiaries are effectively controlled by the shareholder before and after the Reorganization and the Reorganization is considered under common control. The transactions above were accounted for as a recapitalization. The consolidation of the Company and its subsidiaries has been accounted for at carrying value and prepared on the basis as if the aforementioned transactions had become effective as of the beginning of the first period presented in the accompanying consolidated financial statements.

F-6

SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


2 MATERIAL ACCOUNTING POLICIES

BASIS OF PREPARATION

The unaudited interim condensed consolidated financial statements have been prepared in accordance with the historical cost basis, except as disclosed in the accounting policies below, and are drawn up in accordance with the provisions of the International Financial Reporting Standards (“IFRSs”) as issued by the International Accounting Standards Board (“IASB”) for the six months ended June 30, 2025 and 2024.

These unaudited interim condensed consolidated financial statements for the six months ended June 30, 2025 and 2024 should be read in conjunction with the Group’s last audited annual consolidated financial statements for the years ended December 31, 2024 and 2023. They do not include all the information and disclosures required for a complete set of financial statements prepared in accordance with IFRS Accounting Standard. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group’s financial position and performance since last annual consolidated financial statements.

Historical cost is generally based on the fair value of the consideration given in exchange for goods and services.

These unaudited interim condensed consolidated financial statements were approved by the board of directors of the Company on June 30, 2025.

The board of directors has the power to amend the financial statements after issue.


ADOPTION OF NEW AND REVISED STANDARDS

On January 1, 2023, the Group has adopted the new or amended IFRS and interpretations issued by the IFRS interpretations Committee (IFRS IC) that are mandatory for application for the fiscal year. Changes to the Group’s accounting policies have been made as required, in accordance with the transitional provisions in the respective IFRS and IFRS IC.

The adoption of these new or amended IFRS and IFRS IC did not result in substantial changes to the Group’s accounting policies and had no material effect on the amounts reported for the current or prior financial years.

F-7

SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


2 MATERIAL ACCOUNTING POLICIES (cont.)

COMMON CONTROL & MERGER ACCOUNTING

The acquisition of entities, businesses or assets under common control are accounted for in accordance with merger accounting.

The combined financial statements incorporate the financial statements of the combined entities or businesses in which the common control combination occurs as if they had been combined from the date when the combining entities or businesses first came under the control of the controlling party.

The combined financial statements have prepared using uniform accounting policies for like transactions and other events in similar circumstances.

All intra-group balances, transactions, income and expenses are eliminated in full on combination and the combined financial statements reflect external transactions only.

The net assets of the combined entities or businesses are combined using the existing carrying amounts from the controlling party’s perspective. No amount is recognized in respect of goodwill or excess of the acquirer’s interest in the net fair value of acquiree’s identifiable assets, liabilities and contingent liabilities over the acquisition cost at the time of common control combination. All differences between the cost of acquisition (fair value of consideration paid) and the amounts at which the assets and liabilities are recorded, arising from common control combination, have been recognized directly in equity as part of the capital reserve.

The combined statements of profit or loss and other comprehensive income include the results of each of the combining entities or businesses from the earliest date presented or since the date when the combined entities or businesses first came under the common control, where this is a shorter period, regardless of the date of the common control combination.

Subsidiaries

Subsidiaries are entities controlled by the Group. The Group controls and entity when it is exposed to, 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. The financial statements of subsidiaries are included in the unaudited interim condensed consolidated financial statements from the date that control commences until the date that control ceases.

Loss of control

Upon the loss of control, the Group derecognizes the assets and liabilities of the subsidiary, any NCI, and the other components of equity related to the subsidiary. Any surplus or deficit arising on the loss of control is recognized in profit or loss. If the Group retains any interest in the former subsidiary, then such interest is measured at fair value at the date that control is lost.

F-8

SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


2 MATERIAL ACCOUNTING POLICIES (cont.)

CONVENIENCETRANSLATION

Translations of amounts in the unaudited

interim condensed consolidated statement of financial position, unaudited interim condensed consolidated statements of profit or loss and other comprehensive income, and unaudited interim condensed consolidated statement of cash flows from RM into USD as of and for the year ended June 30, 2025 are solely for the convenience of the reader. Unless otherwise noted, all translations from RM into USD for the fiscal year ended June 30, 2025 were calculated at of USD1 = RM4.2127 or an average rate of USD1 = RM4.3771.


FINANCIAL ASSETS

Classification and measurement

Financial assets are recognized when a Group entity becomes a party to the contractual provisions of the instrument. All regular way purchases or sales of financial assets are recognized and derecognized on a trade date basis. Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the time frame established by regulation or convention in the market place.

Financial assets are initially measured at fair value except for trade receivables arising from contracts with customers which are initially measured in accordance with IFRS 15 Revenue from Contracts with Customers (“IFRS 15”). Transaction costs that are directly attributable to the acquisition of financial assets (other than financial assets at fair value through profit or loss (“FVTPL”)) are added to the fair value of the financial assets, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets at fair value through profit or loss are recognized immediately in consolidated statement of profit or loss. The Group classifies its financial assets at fair value through other comprehensive income, fair value through profit and loss and amortized cost.

The classification depends on the Group’s business model for managing the financial assets as well as the contractual terms of the cash flows of the financial assets.

1. Financial assets at Fair Value through Profit or Loss (FVTPL)<br>are initially recorded at fair value and transaction costs are expensed in the statements of income and comprehensive income. Realized<br>and unrealized gains and income arising from changes in the fair value of the financial asset held at FVTPL are included in the statements<br>of income and comprehensive income in the period in which they arise. There are no financial assets classified as FVTPL
2. Financial assets at Fair Value through Other Comprehensive Income (FVTOCI) are initially recognized at<br>fair value plus transaction costs. Subsequently they are measured at fair value, with gains and losses arising from changes in fair value<br>recognized in other comprehensive income. There is no subsequent reclassification of fair value gains and losses to profit or loss following<br>the derecognition of the investment. There are no financial assets classified as FVTOCI.
--- ---
3. Financial assets at amortized cost are initially recognized at fair value, net of transaction costs, and<br>subsequently carried at amortized cost less any impairment. They are classified as current assets or non- current assets based on their<br>maturity date. The Company has classified trade receivables, other receivables and amounts due from related parties at amortized cost.
--- ---

F-9

SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


2 MATERIAL ACCOUNTING POLICIES (cont.)

Impairment

The Group assesses at end of each reporting period whether there is objective evidence that a financial asset or group of financial assets is impaired.

The Group recognizes expected credit losses (“ECL”) for accounts receivable based on the simplified approach. The simplified approach to the recognition of expected losses does not require the Company to track the changes in credit risk; rather, the Company recognizes a loss allowance based on lifetime expected credit losses at each reporting date from the date of the accounts receivable.

The Group recognizes a loss allowance for other receivable, amount due from director, shareholders and related parties based on 12 months expected credit losses at each reporting date.

The Group measures expected credit loss by considering the risk of default over the contract period and incorporates forward-looking information into its measurement. ECLs are a probability-weighted estimate of credit losses.

ECLs are measured as the difference in the present value of the contractual cash flows that are due to the Company under the contract, and the cash flows that the Company expects to receive. The Company assesses all information available, including past due status, and forward looking macro- economic factors in the measurement of the ECLs associated with its assets carried at amortized cost.

The maximum period considered when estimating ECLs is the maximum contractual period over which the Company is exposed to credit risk.

Derecognition of financial assets

The Group derecognizes a financial asset only when the contractual rights to the cash flow from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of asset to another entity.

On derecognition of a financial asset measured at amortized cost, the difference between the asset’s carrying amount and the sum of the consideration received and receivable is recognized in profit or loss.

FINANCIAL LIABILITIES

Financial liabilities are classified as either financial liabilities at FVTPL or at amortized cost. The Group determines the classification of its financial liabilities at initial recognition.

Financial liabilities are classified as measured at amortized cost, net of transaction costs unless classified as FVTPL. The Group trade payables, other payables and accrued liabilities, amounts due to related parties, lease liabilities and bank loans are classified as measured at amortized cost.

Derecognition of financial liabilities

The Group derecognizes financial liabilities when, and only when, the Group’s obligation are discharged, cancelled or expired. The difference between the carrying amount of the financial liability derecognized and the consideration paid and payable is recognized in profit or loss.


F-10


SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


2 MATERIAL ACCOUNTING POLICIES (cont.)

PLANT AND EQUIPMENT

Plant and equipment is recognized and subsequently measured at cost less accumulated depreciation and any accumulated impairment losses, if any. When components of property and equipment have different useful lives they are accounted for separately. Depreciation is provided at rates which are calculated to write off the assets over their estimated useful lives as follows:

Computer and handphone 5 years straight line

| Equipment and machine | 10 years straight line |

| License | 10 years straight line |

| Right-of-use assets | Over term of lease |

| Renovation | Over term of lease |

Plant and equipment is derecognized upon disposal or when no future economic benefits are expected from its use. Any gain or loss arising from derecognition of the asset, being the difference between the net disposal proceeds and the carrying amount, is recognized in profit or loss.


IMPAIRMENT OF NON-FINANCIAL ASSETS

Impairment of assets are reviewed at the end of each reporting period for impairment when there is an indication that the assets might be impaired. Impairment is measured by comparing the carrying values of the assets with their recoverable amounts. When the carrying amount of an asset exceeds its recoverable amount, the asset is written down to its recoverable amount and an impairment loss shall be recognized. The recoverable amount of an asset is the higher of the asset’s fair value less costs to sell and its value in use, which is measured by reference to discounted future cash flows using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. An impairment loss is recognized in profit or loss.

When there is a change in the estimates used to determine the recoverable amount, a subsequent increase in the recoverable amount of an asset is treated as a reversal of the previous impairment loss and is recognized to the extent of the carrying amount of the asset that would have been determined (net of amortization and depreciation) had no impairment loss been recognized. The reversal is recognized in profit or loss immediately.

LEASES

The Group as leasee

The Group assesses whether a contract is or contains a lease, at inception of the contract. The Group recognizes a right-of-use asset and corresponding lease liability with respect to all lease arrangements in which it is the lessee, except for low-value assets and short-term leases with 12 months or less. For these leases, the Group recognizes the lease payments as an operating expense on a straight-line method over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased assets are consumed.

The Group recognizes a right-of-use asset and a lease liability at the lease commencement date. The right-of-use assets and the associated lease liabilities are presented as a separate line item in the statements of financial position.

F-11

SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


2 MATERIAL ACCOUNTING POLICIES (cont.)

Right-of-use asset

The right-of-use asset is initially measured at cost. Cost includes the initial amount of the corresponding lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred, less any incentives received.

The right-of-use asset is subsequently measured at cost less accumulated depreciation and any impairment losses, and adjustment for any remeasurement of the lease liability. The depreciation starts from the commencement date of the lease. If the lease transfers ownership of the underlying asset to the Group or the cost of the right-of-use asset reflects that the Group expects to exercise a purchase option, the related right-of-use asset is depreciated over the useful life of the underlying asset. Otherwise, the Group depreciates the right-of-use asset to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of the right-of-use assets are determined on the same basis as those plant and equipment.

Lease liability

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the Group uses its incremental borrowing rate.

The lease liability is subsequently measured at amortized cost using the effective interest method. It is remeasured when there is a change in the future lease payments (other than lease modification that is not accounted for as a separate lease) with the corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recognized in profit or loss if the carrying amount has been reduced to zero.


PROVISIONS

Provisions are recognized when the Group has a present obligation (legal or constructive) as a result of past events, when it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and when a reliable estimate of the amount can be made. Provisions are reviewed at the end of each reporting period and adjusted to reflect the current best estimate. Where the effect of the time value of money is material, the provision is the present value of the estimated expenditure required to settle the obligation. The discount rate shall be a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognized as interest expense in profit or loss.

Provision for warranties

The Group provides warranties for general repairs of defects. Provisions related to these assurance-type warranties are recognized when the product is sold. Initial recognition is based on historical experience. The estimate of warranty-related costs is revised annually.

F-12

SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


2 MATERIAL ACCOUNTING POLICIES (cont.)

REVENUE RECOGNITION

Revenue is derived principally from services, tangible products, rental and others.

Revenue from services

Revenue from services is recognized over time in the year in which the services rendered.

A receivable is recognized when the services are rendered as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due.

1. Subscription services from Speed + Pos software and QR ordering<br>system revenue measured on time elapsed.
2. Software consultant and development services revenue measured<br>on contract milestone.
--- ---
3. Social media management services revenue measured on time<br>elapsed.
--- ---
4. Data management and analysis services revenue measured on<br>time elapsed.
--- ---

Revenue from tangible products

Revenue from tangible products is recognized at a point in time when the goods have been delivered to the customer and upon its acceptance, and it is probable that the Group will collect the considerations to which it would be entitled to in exchange for the goods sold.

Revenue from rental of machinery

Revenue from rental is recognized at a point in time, measured through time lapsed results in entitlement to collection of revenue.


CASH AND CASH EQUIVALENTS

Cash and cash equivalents comprise cash in hand, bank balances, demand deposits, and short-term, highly liquid investments that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value with original maturity periods of three months or less.

Bank overdrafts are presented as current borrowings in the statements of financial position.


SHARE CAPITAL

Ordinary shares are classified as equity. Incremental costs directly attributable to the issuance of new ordinary shares are deducted against the share capital account.


F-13


SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


2 MATERIAL ACCOUNTING POLICIES (cont.)

INCOME TAX

Current tax assets and liabilities are the expected amount of income tax recoverable or payable to the taxation authorities, measured using tax rates and tax laws that have been enacted or substantively enacted at the end of the reporting period and are recognized in profit or loss except to the extent that the tax relates to items recognized outside profit or loss (either in other comprehensive income or directly in equity).

Deferred taxes are recognized using the liability method for temporary differences other than those that arise from the initial recognition of an asset or liability in a transaction which is not a business combination and at the time of the transaction, affects neither accounting profit nor taxable profit.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period when the asset is realized or the liability is settled, based on the period.

Deferred tax assets are recognized for all deductible temporary differences, unused tax losses and unused tax credits to the extent that it is probable that future taxable profits will be available against which the deductible temporary differences, unused tax losses and unused tax credits can be utilized. The carrying amounts of deferred tax assets are reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that the related tax benefits will be realized.

Current and deferred tax items are recognized in correlation to the underlying transactions either in profit or loss, other comprehensive income or directly in equity.

Current tax assets and liabilities or deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when the deferred taxes relate to the same taxable entity (or on different tax entities but they intend to settle current tax assets and liabilities on a net basis) and the same taxation authority.

EMPLOYEE BENEFITS

Defined contribution plan

The Company participates in Employees Provident Fund (EPF), Malaysia’s national defined contribution plan, employees are required to contribute a specified percentage of their monthly salary to the EPF, which is deducted from their salaries each month. The company also contributes a specified percentage based on the employees’ monthly salaries, as mandated by the EPF regulations. The Company’s contributions are recognized as an expense in the period when employees render related services, and this expense is recorded in the profit or loss statement under employee benefits expense. A liability is recognized for unpaid contributions at the end of each reporting period, representing amounts due to the EPF but not yet paid. Contributions are measured at the statutory rates applicable during the period. In the financial statements, the total amount of contributions made to the EPF during the reporting period is disclosed in the notes under employee benefits.

Actuarial risk (that benefits will be less than expected) and investment risk (that assets invested will be insufficient to meet expected benefits) fall, in substance, on the employee.

F-14

SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


2 MATERIAL ACCOUNTING POLICIES (cont.)

DEFERRED OFFERING COSTS

Deferred offering costs are specific expenses incurred during the process of preparing for an offering of securities, including legal, accounting, underwriting, and other fees directly associated with the offering. These costs are initially recorded as an asset when incurred, provided it is probable that the offering will be successfully completed, and are capitalized as “Deferred Offering Costs” on the statement of financial position. Only direct and incremental costs clearly attributable to the offering are capitalized, while general and administrative expenses not directly related to the offering process are expensed as incurred. Upon successful completion of the offering, deferred offering costs are reclassified from the statement of financial position to the statement of comprehensive income and recognized as a reduction of the proceeds from the offering within equity. If it becomes probable that the offering will not be completed, all deferred offering costs are expensed immediately in the period this determination is made.


FOREIGN CURRENCY TRANSACTIONS

The functional currency used by the Company is Malaysia Ringgit. Consequently, operations in currencies other than the Malaysian Ringgit are considered to be denominated in foreign currency and are recorded at the exchange rates in force on the dates of the operations.

At year-end, monetary assets and liabilities denominated in foreign currency are converted by applying the exchange rate on the statement of financial position date. The profits or losses revealed are charged directly to the profit and loss account for the year in which they occur. Non-monetary items in foreign currency measured in terms of historical cost are converted at the exchange rate on the date of the transaction.

The exchange differences of the monetary items that arise both when liquidating them and when converting them at the closing exchange rate, are recognized in the results of the year, except those that are part of the investment of a business abroad, which are recognized directly in equity net of taxes until the time of its disposal.


EARNINGS PER SHARE

Basic income per share is calculated by dividing the income attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding in the period. For all periods presented, the income attributable to ordinary shareholders equals the reported income attributable to owners of the Company.

Diluted income per share is calculated by the treasury stock method. Under the treasury stock method, the weighted average number of ordinary shares outstanding for the calculation of diluted income per share assumes that the proceeds to be received on the exercise of dilutive share options and warrants are used to repurchase ordinary shares at the average market price during the period.

The Company has no potentially dilutive securities, such as options or warrants, currently issued and outstanding, as of June 30, 2025 and December 31, 2024.


SEGMENT REPORTING

Operating segments are reported in a manner consistent with the internal reporting provided for decision maker, whose members are responsible for allocating resources and assessing the performance of the operating segments.

F-15

SAGTEC GLOBAL LIMITEDAND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

2 MATERIAL ACCOUNTING POLICIES (cont.)

BORROWING AND BORROWING COSTS

Borrowings are classified as current liabilities unless the Group has the unconditional right to postpone settlement for at least 12 months after the statement of financial position date, in which case they are classified as non-current liabilities.

Borrowings are initially recorded at fair value, net of any transaction costs. They are then measured at amortized cost. The difference between the initial proceeds (after deducting transaction costs) and the repayment amount is recognized in profit or loss over the term of the borrowings using the effective interest rate method.

Borrowing costs are recognized in profit or loss using the effective interest method except for borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset form part of the cost of that asset.

3 CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATIONUNCERTAINTY

The preparation of these unaudited interim condensed consolidated financial statements in conformity with IFRS require the directors of the Company to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

The directors have considered the development, selection and disclosure of the Group’s critical accounting judgements and estimates. The key assumptions concerning the future and other key sources of estimation uncertainty at the end of the reporting period, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are described below:-

Useful lives of plant and equipment

The Group’s management determines the estimated useful lives and the related depreciation charge for the Group’s plant and equipment. This estimate is based on the historical experience of the actual useful lives of plant and equipment of similar nature and functions. Management will increase the depreciation charge where useful lives are less than previously estimated lives, or will write off or write down technically obsolete or non-strategic assets that have been abandoned or sold. Actual economic lives may differ from estimated useful lives. Periodic review could result in a change in depreciable lives and therefore depreciation charge in the future periods.

Impairment of Trade Receivables

The Group uses the simplified approach to estimate a lifetime expected credit loss allowance for all trade receivables. The Group develops the expected loss rates based on the payment profiles of past sales and the corresponding historical credit losses, and adjusts for qualitative and quantitative reasonable and supportable forward-looking information. If the expectation is different from the estimation, such difference will impact the carrying value of trade receivables.


F-16

SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

4 ISSUANCE OF SHARES
Number of<br><br> shares RM
--- --- --- --- ---
Balance as at December 31, 2023 10,800,000 1,145,780
Issuance of shares from Sagtec Global Limited - -
Balance as at December 31, 2024 10,800,000 1,145,780
Proceeds from issuance of Class A ordinary shares upon the completion of IPO 1,750,000 30,898,700
Balance as at June 30, 2025 12,550,000 32,044,480

In March 2025, the Group successfully completed

its initial public offering (“IPO”) on the Nasdaq Capital Market, issuing a total of 1,750,000 shares at an offering price of RM17.6564 (USD4. 00) per shares, raising gross proceeds of RM 30,898,700 (USD 7,000,000).

As of the reporting date, the offering-related expenses had not yet been finalized, and therefore the full amount of gross proceeds has been presented within equity.

The Group will record the offering expenses as a deduction from equity in the subsequent reporting period, in accordance with IAS 32 – Financial Instruments: Presentation, which requires directly attributable transaction costs of an equity transaction to be accounted for as a deduction from equity, net of any related tax benefits.

5 ACQUISITION OF CL TECHNOLOGIES (INTERNATIONAL) SDN. BHD.

On January 1, 2024, the Company completed the acquisition of CL Technologies (International) Sdn. Bhd. (CL Tech), a company located in Malaysia that provides food and beverage software and server hosting services. The acquisition was made pursuant to a share purchase agreement dated January 1, 2024, between the Company, and Kevin Ng Chen Lok and other individual non-controlling shareholders, collectively the 94.95% shareholders of CL Tech. The acquisition purchase price totaled US$100 (RM 457) in initial cash consideration.

As part of the restructuring of the Company, the acquisition of entities, business or assets under common control are accounted for in accordance with merger accounting. The difference between the consideration paid and the share capital of the acquired entity is reflected within equity as a merger reserve. The Company accounted the transaction as followings:

RM Convenience Translation
Cash consideration 457
Book value of 94.95% of Share Capital of CL Technologies (International) Sdn. Bhd. (2,263,600 ) )
Bargain purchase accounted as merger reserve in equity 2,263,143

All values are in US Dollars.


6 ACQUISITIONS OF SAGTEC GROUP SDN. BHD.

On January 1, 2024, the Company completed the acquisition of Sagtec Group Sdn. Bhd. (Sagtec Group), a company located in Malaysia that provides Food and beverage SAAS services. The acquisition was made pursuant to a share purchase agreement dated January 1, 2024, between the Company, and Kevin Ng Chen Lok and other individual non-controlling shareholders, collectively the 98.04% shareholders of Sagtec Group. The acquisition purchase price totaled US$100 (RM 457) in initial cash consideration.

As part of the restructuring of the Company, the acquisition of entities, business or assets under common control are accounted for in accordance with merger accounting. The difference between the consideration paid and the share capital of the acquired entity is reflected within equity as a merger reserve. The Company accounted the transaction as followings:

RM Convenience Translation
Cash consideration 457
Book value of 98.04% of Share Capital of Sagtec Group Sdn. Bhd. (1,017,702 ) )
Bargain purchase accounted as merger reserve in equity 1,017,245

All values are in US Dollars.

F-17

SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


7 PLANT AND EQUIPMENT

As of<br> January 1,<br> 2024 Addition As of<br> December 31,<br> 2024 Addition Disposal As of<br> June 30,<br><br> 2025 As of June 30,<br> 2025
RM RM RM RM RM RM Convenience Translation
Plant and equipment, at cost
Equipment & Machine 12,468,561 4,894,732 17,363,293 8,799,751 (1,558,323 ) 24,604,721
Computer & Handphone 114,419 - 114,419 - - 114,419
License 775,901 - 775,901 7,031,639 - 7,807,540
Renovation 43,892 - 43,892 - - 43,892
Total cost 13,402,773 4,894,732 18,297,505 15,831,390 (1,558,323 ) 32,570,572

All values are in US Dollars.


As of<br> January 1,<br> 2024 Depreciation<br> for the year As of<br> December 31,<br> 2024 Depreciation<br> for the year Disposal<br> for the year As of<br> June 30,<br><br> 2025 As of June 30,<br> 2025
RM RM RM RM RM RM Convenience Translation
Accumulated Depreciation
Equipment & Machine 2,230,743 1,576,753 3,807,496 1,127,598 (725,611 ) 4,209,483
Computer & Handphone 56,323 22,676 78,999 10,479 - 89,478
License 64,836 77,590 142,426 273,183 - 415,609
Renovation 3,793 10,973 14,766 5,487 - 20,253
Total accumulated depreciation 2,355,695 1,687,992 4,043,687 1,416,747 (725,611 ) 4,734,823

All values are in US Dollars.


As of<br> December 31,<br> 2024 As of<br> June 30,<br><br> 2025 As of June 30,<br> 2025
RM RM Convenience Translation
Carrying Amount
Equipment & Machine 13,555,797 20,395,238
Computer & Handphone 35,420 24,941
License 633,475 7,391,931
Renovation 29,126 23,639
Total carrying amount 14,253,818 27,835,749

All values are in US Dollars.


F-18

SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


8 RIGHT OF USE ASSETS
As of
--- --- --- --- --- --- --- ---
December 31,<br> 2024 June 30,<br> 2025 June 30, 2025
RM RM Convenience Translation
Right-Of-Use Assets, cost
As at beginning of the year/period 307,323 307,323
Add: New lease recognized - -
Less: Termination - (105,860 ) )
As at end of the year/period 307,323 201,463
Right-Of-Use Assets, accumulated amortization
As at beginning of the year/period 82,041 137,297
Amortization of the year 55,256 26,149
Less: Termination - (73,311 ) )
As at end of the year/period 137,297 90,135
Right-Of-Use Assets, carrying amount
As at beginning of the year/period 225,282 170,026
As at end of the year/period 170,026 111,328

All values are in US Dollars.

As of
December 31,<br> 2024 June 30,<br> 2025 June 30, 2025
RM RM Convenience Translation
Lease Liability
As at beginning of the year/period 209,571 162,577
Add: New lease recognized - -
Add: Imputed interest 10,090 3,926
Less: Principal repayment (57,084 ) (27,142 ) )
Termination - (37,340 ) )
As at end of the year/period 162,577 102,021
Lease liability current portion 52,768 36,072
Lease liability non-current portion 109,809 65,949
162,577 102,021
Maturities of Lease
Year ending December 31, 2025 52,768 -
Year ending December 31, 2026 57,434 -
Year ending December 31, 2027 25,598 -
Year ending December 31, 2028 7,701 -
Year ending December 31, 2029 8,171 -
After December 31, 2029 10,905 -
162,577 -
Maturities of Lease
Period ending June 30, 2026 - 36,072
Period ending June 30, 2027 - 35,490
Period ending June 30, 2028 - 7,476
Period ending June 30, 2029 - 7,932
Period ending June 30, 2030 - 8,416
After June 30, 2030 - 6,635
- 102,021

All values are in US Dollars.

F-19

SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


9 TRADE RECEIVABLES AND TRADE PAYABLES
As of
--- --- --- --- --- ---
December 31, <br> 2024 June 30, <br> 2025 June 30, 2025
RM RM Convenience Translation
Trade receivables, gross
Third parties 8,409,351 12,589,414
Trade receivables, net 8,409,351 12,589,414

All values are in US Dollars.

Trade receivables are non-interest bearing, generally on 30 to 90 days credit term. They are recognized at their original invoice amounts which represent their fair values on initial recognition.

As of
December 31, <br> 2024 June 30, <br> 2025 June 30, 2025
RM RM Convenience Translation
Trade payables, gross
Third parties - 816,366
Trade payables, net - 816,366

All values are in US Dollars.

Trade payables are non-interest bearing, generally on 30 to 90 days credit term. They are recognized at their original invoice amounts which represent their fair values on initial recognition.


10 OTHER RECEIVABLES AND OTHER PAYABLES
As of
--- --- --- --- --- ---
December 31, <br> 2024 June 30, <br> 2025 June 30, 2025
RM RM Convenience Translation
Prepayments, deposits & other receivables
Rental deposit 6,312 127,112
Utility deposit 5,700 17,960
Other deposits 1,820 29,674
Other receivables 2,089,986 10,924,584
Deferred offering costs 763,342 10,886,372
2,867,160 21,985,702

All values are in US Dollars.

As of
December 31, <br> 2024 June 30, <br> 2025 June 30, 2025
RM RM Convenience Translation
Accrued liabilities & other payables
Employee benefits payable 405,792 444,404
Lease payable 8,757 757
Accrued operating expenses 749,764 -
Utilities payable 8,424 1,860
1,172,737 447,021

All values are in US Dollars.


F-20


SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


11 CASH AND SHORT-TERM DEPOSITS
As of
--- --- --- --- --- ---
December 31,<br> 2024 June 30, <br> 2025 June 30, 2025
RM RM Convenience Translation
Cash 474,716 2,249,627
Pledged Deposits 1,179,430 1,189,644
Total 1,654,146 3,439,271

All values are in US Dollars.

Pledged deposits are fixed deposit pledged to banks with maturity less than one year to secure overdraft facilities.

For the purpose of presenting the consolidated statement of cash flows, cash and cash equivalents comprise the following at the end of the financial year

As of
December 31,<br> 2024 June 30, <br> 2025 June 30, 2025
RM RM Convenience Translation
Cash and short-term deposits 1,654,146 3,439,271
Pledged Deposits (1,179,430 ) (1,189,644 ) )
Bank Overdraft (104,587 ) (335,419 ) )
Total 370,129 1,914,208

All values are in US Dollars.


12 RELATED PARTIES DISCLOSURES
a. Related party transactions
--- ---
For the six months ended June 30,
--- --- --- --- --- ---
2024 2025 2025
RM RM Convenience Translation
Payments made on behalf by director 23,944 3,467
Employee benefit expenses charged from related parties 12,000 -
Selling and administrative expenses charged from related parties 8,495 -

All values are in US Dollars.

Related parties comprise mainly shareholders or companies controlled by director or shareholders.

b. Remuneration of key management personnel
For the six months ended June 30,
--- --- --- --- --- ---
2024 2025 2025
RM RM Convenience Translation
Ng Chen Lok, Chairman, CEO & Director
- Director fee 393,000 540,435
Zuria Hajar Bt Mohd Adnan, CFO & Director
- Salary 46,044 67,000
- Employer Contribution to Defined Contribution Plan 5,040 8,040
- Employer Contribution to Insurance Scheme 579 696
Loong Xin Yee, COO 60,000 120,000
Tan Kim Chuan, CTO
- Salary 60,000 158,900
- Employer Contribution to Defined Contribution Plan - 3,900
- Employer Contribution to Insurance Scheme - 618
Lai Fuu Sing, Independent Director
- Director fee - 13,125
Pan Seng Wee, Independent Director
- Director fee - 13,125
Robert Michael Harrison Jr, Independent Director
- Director fee - -

All values are in US Dollars.

F-21

SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


13 PROVISIONS
As of
--- --- --- --- --- --- --- --- ---
December 31,<br><br> 2024 June 30,<br><br> 2025 June 30,<br> 2025
RM RM Convenience Translation
As at beginning of the year/period 494,280 441,353
Add: Provision for warranty during the year/period 202,929 235,165
Less: Unclaimed warranty during the year/period (255,856 ) (261,062 ) )
As at end of the year/period 441,353 415,456

All values are in US Dollars.

The Group provides a one-year warranty on all food kiosk ordering machines and power bank charging station sold, covering defects in materials and workmanship. The Group anticipates the utilization of provision within one year, any unutilized provision for warranty will be adjusted toward year end of each reporting period.

14 BANK BORROWINGS AND BANK OVERDRAFT
As of
--- --- --- --- --- ---
December 31,<br><br> 2024 June 30,<br><br> 2025 June 30,<br> 2025
RM RM Convenience Translation
Current
Bank overdraft 104,587 335,419
Bank borrowings 736,481 765,468
841,068 1,100,887
Non-current
Bank borrowings 2,526,234 2,135,947
3,367,302 3,236,834

All values are in US Dollars.

Bank overdraft

The bank overdraft is secured by the Group’s fixed deposits. The weightage average effective interest rate is 7.89% (2024: 8.83%) per annum.

Bank borrowing

Maturities of Bank Borrowing
Year ending December 31, 2025 736,481 - -
Year ending December 31, 2026 782,996 - -
Year ending December 31, 2027 795,079 - -
Year ending December 31, 2028 495,036 - -
Year ending December 31, 2029 184,632 - -
After December 31, 2029 268,491 - -
3,262,715 - -
Maturities of Bank Borrowing
Period ending June 30, 2026 - 765,468 181,705
Period ending June 30, 2027 - 786,552 186,710
Period ending June 30, 2028 - 716,776 170,147
Period ending June 30, 2029 - 274,423 65,142
Period ending June 30, 2030 - 184,114 43,704
After June 30, 2030 - 174,082 41,323
- 2,901,415 688,731

F-22


SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


14 BANK BORROWINGS AND BANK OVERDRAFT (cont.)

As of
December 31, <br> 2024 June 30, <br> 2025 June 30, 2025
RM RM Convenience Translation
Fair value of non-current borrowing 2,123,289 1,673,619
Undrawn borrowing facility 2,145,413 2,013,656
Weighted average interest rate 5.35 % 8.13 % %

All values are in US Dollars.

All borrowings by the company are personally guaranteed by the director. In the event the company is unable to meet its loan obligations, the director will be held accountable and responsible for repaying the loans.

Reconciliation of liabilities arising from financing activities

As of
December 31,<br> 2024 June 30,<br> 2025 June 30, 2025
RM RM Convenience Translation
Bank borrowing
As at beginning of the year/period 2,909,469 3,262,715
Proceeds from borrowing 1,000,000 -
Scheduled repayment (908,930 ) (488,187 ) )
Non-cash changes
Finance cost 262,176 126,887
As at end of the year/period 3,262,715 2,901,415
Lease liability
As at beginning of the year/period 209,571 162,577
Scheduled repayment (57,084 ) (27,142 ) )
Non-cash changes
Addition during the year - -
Imputed interest 10,090 3,926
Termination - (37,340 ) )
As at end of the year/period 162,577 102,021
Amount due from/(to) director
As at beginning of the year/period (137,181 ) -
(Repayment)/Advance (137,181 ) 3,467
As at end of the year/period - 3,467

All values are in US Dollars.

F-23


SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


15 INCOME TAX
As of
--- --- --- --- --- --- --- --- --- --- --- ---
June 30,<br> 2024 December 31,<br> 2024 June 30,<br> 2025 June 30, 2025
RM RM RM Convenience Translation
Tax payable
As at beginning of the year/period 1,632,210 1,632,210 3,918,926
Tax expenses 576,620 2,289,416 992,011
Tax payment - (2,700 ) (1,013,295 ) )
As at end of the year/period 2,208,830 3,918,926 3,897,642
Deferred tax liabilities
Accelerated tax depreciation
As at beginning of the year/period 823,938 823,938 907,405
Tax expenses (18,100 ) 83,467 1,482
As at end of the year/period 805,838 907,405 908,887
Income tax expenses
- Current year 576,620 2,289,416 992,011
- Origination of temporary differences (18,100 ) 83,467 1,482
Total income tax expenses 558,520 2,372,883 993,493

All values are in US Dollars.

A reconciliation between tax expense and the product of accounting profit multiplied by applicable corporate tax rate for the financial years ended June 30, 2024, December 31, 2024 and June 30, 2025 were as follows:

As of
June 30,<br><br> 2024 December 31,<br><br> 2024 June 30,<br><br> 2025 June 30,<br> 2025
RM RM RM Convenience Translation
Tax reconciliation
Profit before tax 2,480,619 9,538,393 8,844,362
Tax calculated at tax rate of 24% 481,994 2,289,214 2,122,647
Effects of:
- Lower domestic tax rate applicable to respective profits****** (45,000 ) (38,371 ) (45,000 ) )
- Different tax rates in jurisdiction* 89,985 204,530 (1,065,860 ) )
- Non-allowable expenditure 335,450 58,838 289,266
- Income not subject to tax (30,132 ) (61,405 ) (62,655 ) )
- Utilization of previously unrecognized capital allowance (273,777 ) (79,923 ) (244,905 ) )
Tax expenses 558,520 2,372,883 993,493

All values are in US Dollars.

* The Company’s is formed in British Virgin Islands and<br>is not subject to tax on its income or capital gains. In addition, upon payments of dividends by the Company to its shareholders, no<br>British Virgin Islands withholding tax is imposed.
** The Company’s subsidiaries formed in Malaysia and is subject to the corporate tax on taxable income derived from its activities conducted in Malaysia. Malaysia companies with a paid-up capital of not more than RM 2.5 million and a gross business income of not more than RM 50 million are taxed at different rates based on their taxable profit. The first RM 150,000 is taxed at 15%, the next RM 450,000 (up to RM 600,000) at 17%, and any amount exceeding RM 600,000 is taxed at 24%. Companies that do not fall into this category are taxed at a standard rate of 24%.

F-24

SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

16 RESERVES

As of
December 31,<br><br> 2024 June 30,<br><br> 2025 June 30,<br> 2025
RM RM Convenience Translation
Bargain purchase accounted as merger reserve in equity from acquisition of CL Technologies (International) Sdn Bhd 2,263,143 2,263,143
Bargain purchase accounted as merger reserve in equity from acquisition of Sagtec Group Sdn Bhd 1,017,245 1,017,245
3,280,388 3,280,388

All values are in US Dollars.

17 REVENUE
For the six months ended June 30,
--- --- --- --- --- ---
2024 2025 2025
RM RM Convenience Translation
Revenue from services 14,100,682 29,121,218
Revenue from tangible products 5,554,760 18,746,215
Revenue from non-related parties 19,655,442 47,867,433
Total revenue 19,655,442 47,867,433
Revenue from services
Performance obligation satisfied over time
Subscription services 6,492,876 13,465,340
Software consultation and development services 3,228,802 6,161,113
Social media management services 1,876,013 3,501,177
Data management & analysis services 2,502,991 5,993,588
14,100,682 29,121,218
Revenue from tangible products
Performance obligation satisfied at point in time
Food ordering kiosk with screen 2,932,245 10,575,550
Power bank charging station 2,622,515 8,170,665
5,554,760 18,746,215
Total revenue 19,655,442 47,867,433

All values are in US Dollars.


Transaction priceallocated to remaining performance obligation

Management expects that the transaction price allocated to remaining unsatisfied (or partially unsatisfied) performance obligation as at June 30, 2024 and 2025 may be recognized as revenue in the next reporting periods as follows:

As of
June 30,<br><br> 2024 December 31,<br><br> 2024 June 30,<br><br> 2025 June 30,<br> 2025
RM RM RM Convenience Translation
Unsatisfied and partially unsatisfied performance obligation 764,580 - -

All values are in US Dollars.

Unsatisfied performance obligation solely consists of deferred revenue, money received for goods or services not yet delivered or performed.


F-25


SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


18 COST OF SALES
For the six months ended June 30,
--- --- --- --- --- ---
2024 2025 2025
RM RM Convenience Translation
Purchases 8,993,049 11,684,616
Commissions 851,643 -
Marketing 1,095,540 2,492,536
Depreciation of plant and equipment 748,654 1,385,801
Software development - 618,000
Server maintenance 3,259,962 20,607,243
Employee benefit expenses 1,218,289 1,547,710
Total 16,167,137 38,335,906

All values are in US Dollars.


19 EXPENSES BY NATURE
For the six months ended June 30,
--- --- --- --- --- ---
2024 2025 2025
RM RM Convenience Translation
Employee benefit expenses
- Director emoluments 393,000 566,685
- Staff costs 1,297,231 1,518,308
- Employer Contribution to Defined Contribution Plan 141,045 145,127
- Employer Contribution to Insurance Scheme 7,679 10,401
Depreciation of plant and equipment 780,563 1,416,747
Amortization of ROU 27,628 26,149

All values are in US Dollars.


20 FAIR VALUE OF ASSETS & LIABILITIES

Asset and liabilities not measured at fair value

Cash and bank balance, other receivables and payables carrying amounts of these balances approximate their fair values due to the short-term nature of these balances.

Trade receivables and trade payables carrying amounts (including trade balances due from/to related parties) approximate their fair values as they are subject to normal trade credit terms.

Bank borrowings carrying amounts approximate their fair values as they are subject to interest rates close to market rate of interests for similar arrangements with financial institutions.


F-26


SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


21 FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

The Company activities expose it to various risks, including market risk (comprising currency risk and interest rate risk), credit risk, and liquidity risk. The Company overall risk management strategy aims to minimize any adverse effects from the unpredictability of financial markets on its financial performance.

As of
December 31,2024 June 30,2025 June 30,<br>2025
RM RM Convenience <br>Translation
Financial assets at amortized cost
Cash 474,716 2,249,627
Trade receivables 8,409,351 12,589,414
Other receivables 2,103,818 11,099,330
Fixed deposits 1,179,430 1,189,644
Financial liabilities at amortized cost
Trade payables - 816,366
Other payables & accrued liabilities 422,973 447,021
Bank and other borrowings 3,367,302 3,236,834
Lease liabilities 162,577 102,021
Amount due to director - 3,467

All values are in US Dollars.


Foreign Currency Risk


The Group expose to foreign currency risk due to transactions and balances denominated in currencies other than the functional currency of the respective entities of the Group, with the primary risk arising from the Chinese Renminbi (“RMB”). The Group closely monitor foreign currency risk on an ongoing basis to ensure that our net exposure remains at an acceptable level.

The company is subject to minimal foreign currency risk due to its foreign supplier policy of making prepayments in advance of delivery, thus eliminating the need for credit terms.


Interest Rate Risk

The Group exposed to interest rate risk arise mainly from interest-bearing bank loans. The interest rates and repayment terms of these loans are disclosed in Note 14 of the financial statements. Currently, The Group does not have an interest rate hedging policy. The sensitivity analysis below is based on our exposure to interest rates for non-derivative instruments at the end of the reporting period.

We use a 50-basis point increase or decrease to report interest rate risk internally to key management personnel, as this represents management’s assessment of a reasonably possible change in interest rates. If interest rates on loans had been 50 basis points higher or lower, with all other variables held constant, our profit would decrease or increase by approximately RM 7,783 for the year ended June 30, 2025 and RM 16,707 for the year ended December 31, 2024.

F-27

SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

21 FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (cont.)

Liquidity Risk

Liquidity risk arises mainly due to general funding and business activities. The Group practices prudent risk management by maintaining sufficient cash balances and the availability of funding through certain committed credit facilities. The table below analyses non-derivative financial liabilities of the Group into relevant maturity groupings based on the remaining period from the statement of financial position date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows, which includes both principal and interest. Balances due within 12 months equal their carrying amounts as the impact of discounting is not significant.

As of
December 31,<br> 2024 June 30,<br> 2025 June 30, 2025
RM RM Convenience Translation
Bank borrowings
Repayment within:
Less than 1 year 976,072 984,355
Between 1 and 2 years 963,436 936,203
Between 2 and 5 years 1,693,768 1,338,822
Over 5 years 288,536 182,470
Bank overdraft
Repayment within less than 1 year 104,587 335,419
Lease liabilities
Repayment within:
Less than 1 year 60,204 40,764
Between 1 and 2 years 61,884 38,168
Between 2 and 5 years 45,732 27,252
Over 5 years 11,342 6,800
Trade payable
Repayment within less than 1 year - 816,366
Other payable
Repayment within less than 1 year 422,973 447,021
Amount due to director
Repayment within less than 1 year - 3,467

All values are in US Dollars.


Credit Risk

Credit risk primarily arises from the possibility of customers failing to fulfill their payment obligations for the services provided. The Group addresses this risk by conducting thorough customer screening and segmentation based on creditworthiness, setting appropriate credit limits, and enforcing stringent payment terms such as upfront payments and short billing cycles.

Expected credit losses are measured as the difference in the present value of the contractual cash flows that are due to the Company under the contract, and the cash flows that the Company expects to receive. The Company assesses all information available, including past due status, and forward looking macro- economic factors in the measurement of the expected credit losses associated with its assets carried at amortized cost.

As of
December 31,<br> 2024 June 30,<br> 2025 June 30, 2025
RM RM Convenience Translation
Trade receivable
Collection within less than 1 year 8,409,351 12,589,414
Other receivables
Collection within less than 1 year 2,103,818 11,099,330

All values are in US Dollars.


F-28


SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

21 FINANCIAL INSTRUMENTS AND RISK MANAGEMENT (cont.)

Capital Risk Management

The Group manages its capital to ensure that entities within our Company will be able to maintain an optimal capital structure so as to support our businesses and maximize shareholders value. To achieve this objective, we may make adjustments to the capital structure in view of changes in economic conditions, such as adjusting the amount of dividend payment, returning of capital to shareholders or issuing new shares.

The Group manage its capital based on debt-to-equity ratio that complies with debt covenants and regulatory, if any. The debt-to-equity ratio is calculated as net debt divided by total equity. Net debt is calculated as lease liability, borrowings and bank overdraft plus trade and other payables less cash and bank balances. Total capital is calculated as total equity plus net debts. Capital includes equity attributable to the owners of the parent and non-controlling interest.

As of
December 31,<br><br> 2024 June 30,<br><br> 2025 June 30,<br> 2025
RM RM Convenience Translation
Net debt 2,298,706 1,166,438
Total equity 17,384,201 56,133,770
Total capital 19,682,907 57,300,208
Gearing ratio 11.68 % 2.04 % %

All values are in US Dollars.

22 CONCENTRATIONS OF RISK

Customer Concentration

For the period ended June 30, 2024, the Company generated total revenue of RM 19,655,442, of which three customers accounted for more than 53% of the Company’s total revenue.

For the period ended June 30, 2025, the Company generated total revenue of RM 47,867,433, of which three customers accounted for more than 56% of the Company’s total revenue.

For the six months ended June 30,
2025 2024 2025 2024 2025 2024
Revenues Percentage of<br> revenues Trade receivables
RM RM % % RM RM
SM Prominent Sdn Bhd 10,558,412 6,486,237 22.06 33.00 2,827,798 1,246,548
KLC Ventures Sdn Bhd 6,976,853 2,412,767 14.58 12.28 880,025 467,595
Dencity Group Sdn Bhd - 1,687,367 - 8.58 - 500,000
Rams Solutions Sdn Bhd 9,426,101 - 19.69 - - -
Total 26,961,366 10,586,371 56.33 53.86 3,707,823 2,214,143

Vendor Concentration

For the period ended June 30, 2024, the Company incurred cost of sale of RM 16,167,137, of which two vendor accounted for more than 67% of the Company’s total cost of sale.

For the period ended June 30, 2025, the Company incurred cost of sale of RM 38,335,906, of which two vendors accounted for more than 67% of the Company’s total cost of sale.

For the six months ended June 30,
2025 2024 2025 2024 2025 2024
Cost of sale Percentage of<br> cost of sales Accounts <br> payable, trade
RM RM % % RM RM
Vendor A 10,282,944 7,274,889 40.03 48.67 - -
Vendor B 15,345,772 2,793,236 26.82 18.69 316,000 -
Total 25,628,716 10,068,125 66.85 67.36 316,000 -

F-29

SAGTEC GLOBAL LIMITED AND ITS SUBSIDIARIESNOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

23 OPERATING SEGMENTS

Directors determine the basis of operating segments by analyzing the Group’s various revenue streams. They consider the nature of these revenues, the markets served, and the internal reporting structure. By segmenting the Group into distinct operating units, each with unique financial metrics and strategic goals, directors gain clearer insights into performance. This segmentation informs business decisions and resource allocation, allowing directors to target investments, manage costs, and optimize operations effectively for each segment.

The Group’s operations are located in Malaysia. All of the Group’s revenue from external customers based on the location of the Group’s operations is from Malaysia. The geographical locations of the Group’s non-current assets are mostly situated in Malaysia based on physical location of assets.


For the six months ended June 30, 2024
SAAS<br><br> Business Software<br><br> Customization Data<br><br> Analysis &<br><br> Hosting<br><br> Services Outright<br><br> Purchase Others Total
RM RM RM RM RM RM
Revenue 6,492,877 3,228,802 4,379,003 5,554,760 - 19,655,442
Cost of Revenue (4,634,251 ) (3,526,415 ) (4,333,085 ) (3,508,664 ) (164,722 ) (16,167,137 )
Gross Profit 1,858,626 (297,613 ) 45,918 2,046,096 (164,722 ) 3,488,305
Selling & Administrative Expenses (261,847 ) (261,847 ) (261,848 ) (261,848 ) - (1,047,390 )
Income from operations 1,596,779 (559,460 ) (215,930 ) 1,784,248 (164,722 ) 2,440,915
Segment depreciation 468,338 78,056 156,113 39,028 39,028 780,563
Segment amortization 16,577 2,763 5,526 1,381 1,381 27,628
Segment Assets 12,747,282 2,124,547 4,249,094 1,062,274 1,062,274 21,245,471
Segment Liabilities 5,462,766 910,462 1,820,922 455,231 455,230 9,104,611

For the six months ended June 30, 2025
SAAS<br> Business Software<br> Customization Data<br> Analysis &<br> Hosting<br> Services Outright<br> Purchase Others Total
RM RM RM RM RM RM
Revenue 13,465,340 6,161,113 9,494,765 18,746,215 - 47,867,433
Cost of Revenue (11,478,758 ) (5,829,371 ) (8,874,411 ) (11,988,644 ) (164,722 ) (38,335,906 )
Gross Profit/(Loss) 1,986,582 331,742 620,354 6,757,571 (164,722 ) 9,531,527
Selling & Administrative Expenses (417,510 ) (417,510 ) (417,510 ) (417,510 ) - (1,670,040 )
Income from operations 1,569,072 (85,768 ) 202,844 6,340,061 (164,722 ) 7,861,487
Segment depreciation 850,049 141,675 283,349 70,837 70,837 1,416,747
Segment amortization 15,689 2,616 5,230 1,307 1,307 26,149
Segment Assets 39,576,879 6,596,146 13,192,293 3,298,073 3,298,073 65,961,464
Segment Liabilities 5,896,616 982,769 1,965,539 491,385 491,385 9,827,694
24 SUBSEQUENT EVENTS
--- ---

The Company has evaluated subsequent events through the date the financial statements were available to be issued. Based on this evaluation, there are no subsequent events that require disclosure or adjustment to the financial statements as of the reporting date.

F-30

Exhibit 99.3

SagtecGlobal Limited Achieves 144% Growth in Revenue and 308% Profit Surge for 1H2025


KUALA LUMPUR, MALAYSIA, July 21, 2025 (GlobeNewswire) – Sagtec Global Limited (NASDAQ: SAGT) (“Sagtec” or the “Company”), a leading provider of customizable software solutions, today announced its audited financial results for the six month ended June 30, 2025 (the “InterimResults”) (the “Financial Results”).

Revenue surged 144% year-over-year (YoY)<br>to US$11.4 million for six-month period ended June 30, 2025, driven by strong growth across both services and tangible products.
Net profit rose 308% YoY to US$1.9 million,<br>reflecting higher operating income, improved gross margins, and increased other income.
--- ---
Gross profit increased 173% to US$2.3 million,<br>supported by robust demand and operating leverage.
--- ---
Cash position strengthened significantly toUS$454 thousand, compared to US$87.9 thousand at the beginning of the period.
--- ---

“Our record-breaking half-year results validate Sagtec’s growth trajectory and resilience. We are delivering innovative, high-demand solutions across Malaysia’s digital ecosystem. Our strategy to scale both recurring software services and smart hardware deployments is yielding strong returns. Looking ahead, we remain committed to expanding our regional footprint and driving sustainable, tech-powered growth across Southeast Asia,” said Kevin Ng, Chairman, Executive Director and Chief Executive Officer of Sagtec.

FINANCIAL RESULTS

Sagtec’s revenue for the six months ended June 30, 2025, surged to US$11.4 million, representing a 144% year-over-year increase from US$4.7 million in the same period last year. This robust performance reflects broad-based growth across the Company’s core business verticals, driven by accelerating demand for subscription-based software solutions, customized development services, and technology-enabled hardware offerings in the food & beverage (F&B) and related sectors.

Sagtec’srevenue from services surged by 107% to US$6.9 million for the six-month period ended June 30, 2025, compared to US$3.3 million<br>for the same period in 2024. This significant growth was primarily driven by strong client retention through recurring subscription renewal,<br>particularly for the Speed+ and QR ordering systems, as well as the successful onboarding of new customers across Malaysia’s F&B<br>and adjacent industries. The Company also saw increased demand for its custom software development and social media management services,<br>reflecting growing digitalization trends among small, mediam enterprises (SME).
The<br>Company’s revenue generated from tangible products grew by 237%, reaching US$4.4 million for the first half of 2025, compared<br>to US$1.3 million in the same period last year. This sharp increase was largely fueled by the accelerated rollout of food orderingkiosks with interactive screens, as businesses sought to automate front-of-house operations amid ongoing labor shortages. Additionally,<br>the continued expansion of Sagtec’s power bank charging stations through strategic reseller networks contributed significantly<br>to revenue growth in this segment.
--- ---
**** For the Six Month Ended June 30 ****
--- --- --- --- --- ---
**** 2025 2024 Change ****
**** % ****
Revenue from services 107 %
Revenue from tangible products 237 %
Total Revenue 144 %

All values are in US Dollars.

EBITDA grew 205% year-over-year, from US$809 thousand in the first half of 2024 to US$2.47 million in the first half of 2025, reflecting strong revenue expansion, increased other income, and sustained operational efficiency.

Net income rose 308% year-over-year, increasing from US$456 thousand in the six months ended June 30, 2024, to US$1.86 million in the same period of 2025. The surge reflects strong revenue growth, improved gross margins, higher other income, and effective cost management.

Cost of sales was US$9.1 million for the six months ended June 30, 2025, representing a 137% increase from US$3.8 million for the same period in 2024. The increase was driven by higher volume of business activities across both the services and tangible products segments, as Sagtec scaled its offerings to meet growing market demand.


Costof sales from services increased by 110% to US$6.2 million, compared to US$3.0 million in the prior-year period. This increase was<br>primarily attributed to higher infrastructure and maintenance costs resulting from the significant expansion of Sagtec’s subscriber<br>base. Additional server capacity, enhanced technical support, and system optimization initiatives were undertaken to maintain service<br>quality and availability. These investments were necessary to support recurring subscription models and enterprise-level software deployment<br>across key client verticals.
Expensesfor tangible products increased 242% to US$2.85 million, up from US$0.83 million for the same period in 2024. The increase corresponds<br>directly to the sharp growth in unit sales of food ordering kiosks and power bank charging stations. As Sagtec expanded its hardware<br>footprint through both direct and reseller channels, the company experienced higher procurement and assembly costs aligned with its broader<br>commercial rollout strategy.
--- ---
Costof sales from rentals remained unchanged at US$39 thousand, consistent with depreciation expenses related to previously deployed<br>rental assets. No new rental activity was recorded during the period, as Sagtec continues to shift away from rental-based models toward<br>direct sales and third-party-supported hardware maintenance.
--- ---
**** 2025 2024 Change ****
--- --- --- --- --- ---
**** % ****
Cost of Sales - Services 110 %
Cost of Sales – Tangible Products 242 %
Cost of Sales - Rental 0 %
Total 137 %

All values are in US Dollars.

Operating income rose significantly to US$1.87million for the six-month period ended June 30, 2025, representing a 222% increase from US$579 thousand in the same period of 2024. This substantial growth was fueled by strong topline performance across both services and tangible products, as well as effective and disciplined cost management. Despite rising operating expenses to support business expansion, Sagtec maintained operational efficiency and delivered enhanced profitability.


Director compensation expenses increased by44% from US$93 thousand in the first half of 2024 to US$135 thousand in the first half of 2025. The increase reflects Sagtec’s performance-based compensation framework, aligning rewards with strategic execution and financial performance. It also demonstrates the company’s commitment to attracting and retaining strong leadership as it continues to scale.

2

As a result of these factors, net profit surged308% year-over-year to US$1.86 million for the six months ended June 30, 2025, compared to US$456 thousand for the same period in 2024. The strong earnings growth was supported not only by higher revenue and operating leverage but also by a significant increasein other income, including foreign exchange gains.


Basic and diluted earnings per share (EPS)stood at US$0.14, up from US$0.04 in the prior-year period. The increase in EPS highlights Sagtec’s expanding profitability and reinforces its ability to generate sustainable shareholder value as it continues executing its growth strategy.

CASH POSITION AND CAPITAL ALLOCATION

For the six months ended June 30, 2025, netcash used in operating activities was US$3.27 million, compared to a net inflow of US$674 thousand in the same period of 2024. This shift was primarily due to working capital movements, including a significant increase in other receivables and prepayments, as Sagtecscaled operations to meet growing client demand. While net profit and non-cash adjustments remained strong, short-term liquidity was impacted by timing differences in receivables and payables related to ongoing expansion initiatives.


Net cash used in investing activities rosesharply to US$3.56 million in the first half of 2025, compared to US$625 thousand in the first half of 2024. The increase reflects Sagtec’s continued investment in strategic assets, including major upgrades to plant and equipment, as well as new software license acquisitions to support long-term scalability and product innovation.

In contrast, net cash generated from financingactivities surged to US$7.20 million during the period, up from US$81 thousand a year earlier. The strong inflow was primarily driven by the successful issuance of new share capital and additional financing facilities, which were used to support infrastructure investments and balance sheet strengthening.

As a result of these movements, cash and cashequivalents increased to US$454 thousand as of June 30, 2025, up from US$87.9 thousand at the beginning of the period. This improvement reflects Sagtec’s enhanced capital management and reinforces the company’s ability to support growth through a combination of equity and internally generated capital.

About Sagtec Global Limited

Sagtec is a leading provider of customizable software solutions, primarily serving the Food & Beverage (F&B) sector. The Company also offers software development, data management, and social media management to enhance operational efficiency across various industries, including Key Opinion Leaders (KOLs). Additionally, Sagtec operates power-bank charging stations at 300 locations across Malaysia through its subsidiary, CL Technology (International) Sdn Bhd.

For more information on the Company, please log on to https://www.sagtec-global.com/.


Contact Information:


Sagtec Global Limited Contact:

Ng Chen Lok

Chairman, Executive Director & Chief Executive Officer

Telephone +6011-6217 3661

Email: info@sagtec-global.com

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