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6-K 1 form6-k.htm 6-K

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

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

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of October 2025

 

Commission File Number: 001-41467

 

Magic Empire Global Limited

3/F, 8 Wyndham Street

Central, Hong Kong

(Address of Principal Executive Offices)

 

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

 

Form 20-F ☒ Form 40-F ☐

 

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

 

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

 

 

 

 

 

Financial Statements and Exhibits.

 

The following exhibits are being filed herewith:

 

Exhibit No.   Description
99.1   Magic Empire Global Limited Announces First Half 2025 Unaudited Financial Results

 

2

 

SIGNATURES

 

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

 

  Magic Empire Global Limited
   
Date: October 17, 2025 By: /s/ Sze Hon, Johnson Chen
    Sze Hon, Johnson Chen
    Chief Executive Officer

 

3

 

EX-99.1 2 ex99-1.htm EX-99.1

 

Exhibit 99.1

 

Magic Empire Global Limited Announces First Half 2025 Unaudited Financial Results

 

HONG KONG, October 17, 2025 — Magic Empire Global Limited (“MEGL” or the “Company”) (NASDAQ: MEGL), a financial services provider in Hong Kong which principally engages in the provision of corporate finance advisory services, today announced its unaudited financial results for the six months ended June 30, 2025.

 

Overview:

 

  Revenue decreased by approximately 33.8% from approximately HK$7.7 million for the six months ended June 30, 2024 to approximately HK$5.1 million (US$0.7 million) for the six months ended June 30, 2025
     
  Net income (loss) net loss for the six months ended June 30, 2025 was approximately HK$4.6 million (US$0.6 million) while net income for the six months ended June 30, 2024 was approximately HK$0.6 million

 

Six Month Financial Results Ended June 30, 2025

 

Revenue. Revenue decreased by approximately 33.8% from approximately HK$7.7 million for the six months ended June 30, 2024 to approximately HK$5.1 million (US$0.7 million) for the six months ended June 30, 2025, mainly due to decrease in our revenue from financial and independent advisory services. Our revenue from financial and independent advisory services decreased by approximately HK$2.2 million, or 31.8% from approximately HK$6.9 million for the six months ended June 30, 2024 to approximately HK$4.7 million (US$0.6 million) for the six months ended June 30, 2025 and we completed two financial advisory projects for clients pursuing listing on Nasdaq during the period (six months ended June 30, 2024: 2). Revenue from compliance advisory services remained relatively stable at approximately HK$0.4 million (approximately US$55,000) for the six months ended June 30, 2025 compared to approximately HK$0.5 million for the six months ended June 30, 2024.

 

Selling, general and administrative expenses. Selling, general and administrative expenses increased by approximately HK$2.3 million, or 25.2%, from approximately HK$9.2 million for the six months ended June 30, 2024 to approximately HK$11.5 million (approximately US$1.5 million) for the six months ended June 30, 2025, which was mainly due to (i) increase in staff costs resulting from increase in payroll and bonus to our staff; (ii) increase in travelling, accommodation and entertainment expenses due to increase in travelling for business development initiatives; and (iii) increase in professional fee; and partially offset by decrease in rent and rates.

 

Other income, net. Other net income decreased by approximately HK$0.2 million, or 11.7%, from approximately HK$2.1 million for the six months ended June 30, 2024 to approximately HK$1.9 million (approximately US$0.2 million) for the six months ended June 30, 2025, which was mainly due to the decrease in interest income resulting from decrease in bank savings interest rates during the period.

 

Income tax expense. Income tax expense was nil for the six months ended June 30, 2024 and 2025 as we have available tax losses brought forward.

 

Net income (loss). Net loss for the six months ended June 30, 2025 was approximately HK$4.6 million (US$0.6 million) while net income for the six months ended June 30, 2024 was approximately HK$0.6 million, which was mainly due to decrease in revenue and increase in staff costs during the six months ended June 30, 2025.

 

Basic and diluted EPS. Basic and diluted loss per share were approximately HK$(0.90) (approximately US$(0.11)) for the six months ended June 30, 2025, as compared to basic and diluted earnings per share of HK$0.12 for the six months ended June 30, 2024.

 

 

 

About Magic Empire Global Limited

 

Magic Empire Global Limited is a financial services provider in Hong Kong which principally engage in the provision of corporate finance advisory services. Its service offerings mainly comprise (i) IPO sponsorship services; (ii) financial advisory and independent financial advisory services; and (iii) compliance advisory services. For more information, visit the Company’s website at http://www.meglmagic.com.

 

Exchange Rate Information

 

This announcement contains translations of certain HK$ amounts into U.S. dollars (“US$”) at specified rates solely for the convenience of the reader. Unless otherwise stated, all translations from HK$ to US$ were made at the rate of HK$7.8499 to US$1.00, the exchange rate on June 30, 2025 set forth in the H.10 statistical release of the Federal Reserve Board. The Company makes no representation that the HK$ or US$ amounts referred could be converted into US$ or HK$, as the case may be, at any particular rate or at all.

 

Safe Harbor Statement

 

Certain statements in this announcement are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company’s current expectations and projections about future events that the Company believes may affect its financial condition, results of operations, business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “is/are likely to,” “potential,” “continue” or other similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company’s registration statement and other filings with the SEC, which are available for review at www.sec.gov.

 

Hong Kong:

 

Magic Empire Global Limited

Ms. Vivien Tai

Tel: +852 3577 8770

E-mail: meglir@giraffecap.com

 

 

 

MAGIC EMPIRE GLOBAL LIMITED

 

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

 

    As of  
    December 31,
2024
    June 30,
2025
    June 30,
2025
 
    HK$     HK$     US$  
ASSETS                  
Current assets:                        
Cash     127,511,687       122,536,554       15,609,951  
Accounts receivable     1,794,218       2,942,979       374,907  
Interest receivables     449,605              
Deposits and prepayments     885,448       988,049       125,868  
                         
Total current assets     130,640,958       126,467,582       16,110,726  
                         
Non-current assets:                        
Property and equipment, net     1,314,011       1,123,515       143,125  
Right-of-use assets     4,188,215       3,459,830       440,748  
                         
Total non-current assets     5,502,226       4,583,345       583,873  
Total assets     136,143,184       131,050,927       16,694,599  
                         
LIABILITIES AND SHAREHOLDERS’ EQUITY                        
Current liabilities:                        
Accruals and other payables     693,234       33,058       4,211  
Contract liabilities     1,644,000       2,204,000       280,769  
Operating lease liabilities     1,204,436       1,553,327       197,879  
                         
Total current liabilities     3,541,670       3,790,385       482,859  
                         
Non-current liabilities:                        
Operating lease liabilities     3,063,509       2,276,433       289,995  
Total current liabilities     3,063,509       2,276,433       289,995  
Total liabilities     6,605,179       6,066,818       772,854  
                         
COMMITMENTS AND CONTINGENCIES SHAREHOLDERS’ EQUITY                        
Ordinary Shares, 600,000,000 ordinary shares authorized without par value comprising:                        
4,064,050 Class A ordinary shares issued and outstanding as of December 31, 2024 and June 30, 2025*     12,701       12,701       1,618  
1,000,000 Class B ordinary shares issued and outstanding as of December 31, 2024 and June 30, 2025*     3,125       3,125       398  
Additional paid-in capital     138,662,858       138,662,858       17,664,283  
Accumulated deficit     (9,140,679 )     (13,694,575 )     (1,744,554 )
Total shareholders’ equity     129,538,005       124,984,109     15,921,745
Total liabilities and shareholders’ equity     136,143,184       131,050,927       16,694,599  

 

* Giving retroactive effect to the share combination at a ratio of 4:1 effected on February 6, 2025.

 

 

 

MAGIC EMPIRE GLOBAL LIMITED

 

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

 

    For the six months ended  
   

June 30,

2024

   

June 30,

2025

   

June 30,

2025

 
    HK$     HK$     US$  
REVENUE     7,719,600       5,112,000       651,219  
                         
OPERATING EXPENSES:                        
Selling, general and administrative expenses     (9,224,710 )     (11,549,650 )     (1,471,312 )
Total operating expenses     (9,224,710 )     (11,549,650 )     (1,471,312 )
                         
LOSS FROM OPERATIONS     (1,505,110 )     (6,437,650 )     (820,093 )
                         
OTHER INCOME (EXPENSE)                        
Interest income     2,166,502       1,996,193       254,295  
Other expenses     (33,410 )     (112,439 )     (14,324 )
Total other income, net     2,133,092       1,883,754       239,971  
                         
INCOME (LOSS) BEFORE INCOME TAXES     627,982       (4,553,896 )     (580,122 )
INCOME TAX EXPENSES                  
NET INCOME (LOSS)     627,982       (4,553,896 )     (580,122 )
                         
WEIGHTED AVERAGE NUMBER OF ORDINARY SHARES                        
Basic and diluted*     5,064,050       5,064,050       5,064,050  
                         
EARNINGS (LOSS) PER SHARE                        
Basic and diluted*     0.12       (0.90 )     (0.11 )

 

* Giving retroactive effect to the share combination at a ratio of 4:1 effected on February 6, 2025.