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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 December 2025
Commission File Number: 001-42839
ChowChow Cloud International Holdings Limited
Unit 03, 23/F, Aitken Vanson Centre,
No. 61 Hoi Yuen Road, Kwun Tong
Kowloon, Hong Kong
+852 3461 3788
(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 ☐
Information Contained in this Form 6-K Report
ChowChow Cloud International Holdings Limited, a Cayman Islands exempted company (the “Company”) is furnishing this Form 6-K to provide six-month interim financial statements.
Financial Statements and Exhibits.
EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | ChowChow Cloud International Holdings Limited Announces First Half 2025 Unaudited Financial Results |
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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.
| ChowChow Cloud International Holdings Limited | ||
| Date: December 31, 2025 | By: | /s/ Yee Kar Wing |
| Name: | Yee Kar Wing | |
| Title: | Chairman of the Board and Chief Executive Officer | |
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Exhibit 99.1
ChowChow Cloud International Holdings Limited Announces
First Half 2025 Unaudited Financial Results
— First Half Revenue of HK$178.2 million (US$22.8 million), increase 81.3% year-over-year —
— First Half Net Income of HK$12.5 million (US$1.6 million), versus Net Income of HK$6.9 million last year —
Hong Kong, December 31, 2025 (GlobalNewswire) – ChowChow Cloud International Holdings Limited (NYSE AMERICAN: CHOW) (“ChowChow” or the “Company”), a company that specializes in providing one-stop cloud solutions, today announced its unaudited financial results for the six months ended June 30, 2025.
First Half 2025 Financial Results
Revenues
Revenues increased by HK$79.9 million, or 81.3%, to HK$178.2 million (US$22.8 million) for the six months ended June 30, 2025 compared to HK$98.3 million for the same period in 2024.
The increase in revenues was primarily driven by certain cloud CDN service and server farm projects secured from three new customers, which together contributed approximately HK$83.5 million (US$10.7 million), represented approximately 46.9% of total revenues for the period.
Cost of revenues and gross profit
Cost of revenues consists primarily of subcontracting fees, cost of hardware, software license and IT application licenses directly attributable to services provided. For the six months ended June 30, 2025, cost of revenues was HK$156.2 million (US$20.0million), increased by HK$70.3 million or 81.9% from HK$85.9 million in the same period in 2024.
As a result of the foregoing, gross profit for the six months ended June 30, 2025 was HK$22.0 million (US$2.8 million), an increase of HK$9.6million from HK$12.4 million for the same period in 2024. The gross profit margin for the six months ended June 30, 2025 was 12.3%, a figure consistent with the 12.6% recorded in the same period in 2024. This stability was attributed to the Company’s diligent cost control measures.
Selling and marketing expenses
Selling and marketing expenses increased by HK$1.4 million or 160.7% from HK$0.9 million for the six months ended June 30, 2024 to HK$2.4 million (US$0.3 million) for the six months ended June 30, 2025. The increase was mainly driven by the increase in marketing service fee paid to the third parties as the Company pursued its strategy of expanding its customer base and revenue, not only in Hong Kong, but also in other Asia Pacific areas, by putting more resource to the marketing activities.
General and administrative expenses
General and administrative expenses increased by HK$1.4 million or 41.4% from HK$3.5 million for the six months ended June 30, 2024 to HK$4.9 million (US$0.6million) for the six months ended June 30, 2025. The increase of HK$1.4 million was largely due to higher employee compensation costs (HK$1.1 million) from increased headcount and average salary levels, along with rises in intangible asset amortization (HK$0.1 million) and expected credit loss provisions (HK$0.1 million).
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Income tax expenses
Income tax expenses increased by HK$1.1 million or 99.5% from HK$1.2 million for the six months ended June 30, 2024 to HK$2.3 million (US$0.3million) for the six months ended June 30, 2025. The increase was due to the increase in gross profit and net income during six months ended June 30, 2025.
Net income
The Company recorded a net income of HK$12.5 million (US$1.6 million) for the six months ended June 30, 2025, representing an increase of HK$5.6 million or 80.0% from a net income of HK$6.9 million for the six months ended June 30, 2024.
Cash and Cash Equivalents
For the first half of 2025, the Company achieved a net income of HK$12.5 million (US$1.6 million). Net cash generated from operating activities was HK$2.0 million (US$0.3 million), as the strong net income was partially offset by an increase in accounts receivable and a decrease in deferred revenue. The Company financed its daily operations and business development mainly through cash generated from its operations. As of June 30, 2025, the Company had cash and cash equivalents of approximately HK$11.9 million (US$1.5 million) representing an increase of HK$1.4 million from a cash and cash equivalents of approximately HK$10.5 million as of December 31, 2024.
The Company’s management is actively managing its outstanding accounts receivable and carefully planning its operations. The Company may also seek equity financing from financial institutions and outside investors when necessary.
The Company’s management believes that its current cash position, ongoing cash generation from operations, and available financing options will provide sufficient liquidity to meet its future liquidity and capital requirements for at least the next twelve months.
About ChowChow
ChowChow is a holding company incorporated in the Cayman Islands, and all of its operations are carried out by its operating subsidiary in Hong Kong, Sereno Cloud Solution HK Limited. The Company specializes in providing one-stop cloud solutions that support companies across the IT industry value chain throughout their entire cloud transformation journey from consulting, deployment and migration to cloud environment building and management.
The Company’s business primarily comprises (i) digital transformation consulting services consisting primarily of cloud suitability assessment, real-time resource management and strategic planning and advisory, (ii) professional IT services comprising a wide range of capabilities designed to facilitate seamless cloud integration and digital transformation, (iii) AI-powered proactive cloud managed services covering all aspects of day-to-day cloud maintenance and support, and (iv) IT infrastructure solutions covering on-premise private cloud setups and public cloud integrations including infrastructure applications such as our Sereno Cloud App360 AI and Data Science Platform (the “AI & Data Science Platform”), which consists of several core components.
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Exchange Rate
The Company’s operations are principally conducted in Hong Kong, where the Hong Kong dollar (HK$) is the functional currency, and all the revenues are denominated in HK$. For the convenience of the readers of our consolidated financial statements, we have provided translations of balances in the consolidated balance sheets, consolidated statements of operations and comprehensive income, consolidated statements of changes in equity, and consolidated statements of cash flows from HK$ to U.S. dollars (US$) as of and for the six months ended June 30, 2025. These translations have been made at a fixed exchange rate of US$1.00 = HK$7.8, which is the pegged rate as determined by the linked exchange rate system in Hong Kong.
These translations are provided solely for informational purposes and should not be construed as representations that the HK$ amounts could be converted into US$ at that or any other rate. The exchange rate used may differ from actual exchange rates on the balance sheet date or subsequent dates, and readers should be aware of potential exchange rate fluctuations. We do not intend for these translated amounts to comply with the provisions of U.S. GAAP regarding functional currency translation, and they are not intended to be a substitute for the HK$ amounts reported in accordance with U.S. GAAP.
Safe Harbor Statement
This press release contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident” and similar statements. The Company may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission, in its annual report to shareholders, in press releases and other written materials and in verbal statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including but not limited to statements about the Company’s beliefs and expectations, are forward-looking statements. Forward looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement. Further information regarding these and other risks is included in the Company’s filings with the Securities and Exchange Commission. All information provided in this press release is as of the date of the press release, and the Company undertakes no duty to update such information, except as required under applicable law.
For more information, please contact:
ChowChow Cloud International Holdings Limited
Investor Relations
Email: ir@chowchowcloud.com
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CHOWCHOW CLOUD INTERNATIONAL HOLDINGS LIMITED
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
| As of | ||||||||||||
| December 31, 2024 | June 30, 2025 | June 30, 2025 | ||||||||||
| HK$ | HK$ | US$ | ||||||||||
| ASSETS | ||||||||||||
| Current assets: | ||||||||||||
| Cash and cash equivalents | 10,522,032 | 11,872,982 | 1,522,177 | |||||||||
| Accounts receivable, net | 17,666,579 | 24,794,775 | 3,178,817 | |||||||||
| Unbilled receivables (Contract assets) | 2,609,173 | 606,265 | 77,726 | |||||||||
| Prepayment and other current assets, net | 11,308,236 | 92,600 | 11,872 | |||||||||
| Deferred offering costs | 2,820,149 | 2,820,149 | 361,558 | |||||||||
| Amount due from related parties - trade | 28,575 | 51,564 | 6,611 | |||||||||
| Total current assets | 44,954,744 | 40,238,335 | 5,158,761 | |||||||||
| Non-current assets: | ||||||||||||
| Other non-current assets, net | 122,412 | 122,412 | 15,693 | |||||||||
| Operating lease right-of-use assets, net | 218,130 | 100,566 | 12,893 | |||||||||
| Property and equipment, net | 42,597 | 31,822 | 4,080 | |||||||||
| Intangible asset, net | 2,344,427 | 1,953,689 | 250,473 | |||||||||
| Total non-current assets | 2,727,566 | 2,208,489 | 283,139 | |||||||||
| Total assets | 47,682,310 | 42,446,824 | 5,441,900 | |||||||||
| LIABILITIES AND EQUITY | ||||||||||||
| Current liabilities: | ||||||||||||
| Accounts payable | 4,546,960 | 1,652,211 | 211,821 | |||||||||
| Accrued expenses and other current liabilities | 838,811 | 1,067,166 | 136,816 | |||||||||
| Amount due to related parties – non-trade | 678,915 | 103,061 | 13,213 | |||||||||
| Tax payable | 4,821,619 | 7,281,347 | 933,506 | |||||||||
| Deferred revenue (Contract liabilities) | 17,401,218 | 745,142 | 95,531 | |||||||||
| Operating lease liabilities, current portion | 218,130 | 100,566 | 12,893 | |||||||||
| Bank borrowings, current portion | 284,404 | 492,591 | 63,153 | |||||||||
| Total current liabilities | 28,790,057 | 11,442,084 | 1,466,933 | |||||||||
| Non-current liabilities: | ||||||||||||
| Deferred tax liabilities | 227,530 | 103,393 | 13,256 | |||||||||
| Bank borrowings, non-current portion | 4,715,596 | 4,467,260 | 572,726 | |||||||||
| Total non-current liabilities | 4,943,126 | 4,570,653 | 585,982 | |||||||||
| Total liabilities | 33,733,183 | 16,012,737 | 2,052,915 | |||||||||
| Shareholders’ equity: | ||||||||||||
| Ordinary share, par value US$0.0001, 500,000,000 shares authorized; 32,500,000 shares issued and outstanding as of December 31, 2024 and June 30, 2025 | 25,350 | 25,350 | 3,250 | |||||||||
| Capital reserve | 3,200,000 | 3,200,000 | 410,256 | |||||||||
| Merger reserve | (2,647,350 | ) | (2,647,350 | ) | (339,404 | ) | ||||||
| Retained earnings | 13,371,127 | 25,856,087 | 3,314,883 | |||||||||
| Total shareholders’ equity | 13,949,127 | 26,434,087 | 3,388,985 | |||||||||
| Total liabilities and equity | 47,682,310 | 42,446,824 | 5,441,900 | |||||||||
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CHOWCHOW CLOUD INTERNATIONAL HOLDINGS LIMITED
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
| For the Six Months Ended June 30, | ||||||||||||
| 2024 | 2025 | 2025 | ||||||||||
| HK$ | HK$ | US$ | ||||||||||
| Revenues: | ||||||||||||
| - Revenue from Products | 92,569,989 | 167,911,734 | 21,527,145 | |||||||||
| - Revenue from Services | 5,723,408 | 10,299,520 | 1,320,452 | |||||||||
| Total revenues | 98,293,397 | 178,211,254 | 22,847,597 | |||||||||
| Cost of revenues: | ||||||||||||
| - Cost of Products | (81,901,618 | ) | (148,654,601 | ) | (19,058,282 | ) | ||||||
| - Cost of Services | (3,983,385 | ) | (7,548,872 | ) | (967,804 | ) | ||||||
| Total cost of revenues | (85,885,003 | ) | (156,203,473 | ) | (20,026,086 | ) | ||||||
| Gross profit | 12,408,394 | 22,007,781 | 2,821,511 | |||||||||
| Operating expenses: | ||||||||||||
| Selling and marketing expenses | (896,260 | ) | (2,336,536 | ) | (299,556 | ) | ||||||
| General and administrative expenses | (3,491,856 | ) | (4,937,969 | ) | (633,074 | ) | ||||||
| Total operating expenses | (4,388,116 | ) | (7,274,505 | ) | (932,630 | ) | ||||||
| Operating income | 8,020,278 | 14,733,276 | 1,888,881 | |||||||||
| Interest income, net | 10,529 | 9,456 | 1,212 | |||||||||
| Interest expense, net | (14,857 | ) | (74,374 | ) | (9,535 | ) | ||||||
| Other income, net | 89,226 | 152,193 | 19,512 | |||||||||
| Income before taxes | 8,105,176 | 14,820,551 | 1,900,070 | |||||||||
| Income tax expenses | (1,170,616 | ) | (2,335,591 | ) | (299,435 | ) | ||||||
| Net income | 6,934,560 | 12,484,960 | 1,600,635 | |||||||||
| Earnings per share attributable to ordinary shareholders of the Company’s shareholders | ||||||||||||
| Basic and diluted | 0.21 | 0.38 | 0.05 | |||||||||
| Weighted average shares* used in calculating basic and diluted net income per share: | 32,500,000 | 32,500,000 | 32,500,000 | |||||||||
* Retroactively presented for the effect of reorganization for the Company’s initial public offering.
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CHOWCHOW CLOUD INTERNATIONAL HOLDINGS LIMITED
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
| Ordinary shares | Additional paid in |
Capital | Merger | Retained | Total shareholders’ |
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| Shares* | Amount | capital | reserve | reserve | earnings | equity | ||||||||||||||||||||||
| HK$ | HK$ | HK$ | HK$ | HK$ | HK$ | |||||||||||||||||||||||
| Balance as of January 1, 2024 | 32,500,000 | - | 780 | 3,200,000 | (2,700,000 | ) | 1,500,873 | 2,001,653 | ||||||||||||||||||||
| Net income | - | - | - | - | - | 6,934,560 | 6,934,560 | |||||||||||||||||||||
| Balance as of June 30, 2024 | 32,500,000 | - | 780 | 3,200,000 | (2,700,000 | ) | 8,435,433 | 8,936,213 | ||||||||||||||||||||
| Balance as of January 1, 2025 | 32,500,000 | 25,350 | - | 3,200,000 | (2,647,350 | ) | 13,371,127 | 13,949,127 | ||||||||||||||||||||
| Net income | - | - | - | - | - | 12,484,960 | 12,484,960 | |||||||||||||||||||||
| Balance as of June 30, 2025 | 32,500,000 | 25,350 | - | 3,200,000 | (2,647,350 | ) | 25,856,087 | 26,434,087 | ||||||||||||||||||||
| Balance as of June 30, 2025 in US$ | 32,500,000 | 3,250 | - | 410,256 | (339,404 | ) | 3,314,883 | 3,388,985 | ||||||||||||||||||||
* Retroactively presented for the effect of reorganization for the Company’s initial public offering.
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CHOWCHOW CLOUD INTERNATIONAL HOLDINGS LIMITED
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
| For the Six Months Ended June 30, | ||||||||||||
| 2024 | 2025 | 2025 | ||||||||||
| HK$ | HK$ | US$ | ||||||||||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||||||
| Net income | 6,934,560 | 12,484,960 | 1,600,635 | |||||||||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||||
| Depreciation of property and equipment | 13,811 | 10,775 | 1,381 | |||||||||
| Amortization of intangible asset | 260,614 | 390,738 | 50,095 | |||||||||
| Allowance for the current expected credit losses on accounts receivable | 229,528 | 347,350 | 44,532 | |||||||||
| Allowance for the current expected credit losses on amount due from related parties | 7,043 | 4,011 | 514 | |||||||||
| Interest expense, net | - | 74,374 | 9,535 | |||||||||
| Deferred income tax | 113,447 | (124,137 | ) | (15,915 | ) | |||||||
| Changes in operating assets and liabilities: | ||||||||||||
| Accounts receivable, net | 648,423 | (7,475,546 | ) | (958,403 | ) | |||||||
| Unbilled receivables (Contract assets) | 704,858 | 2,002,908 | 256,783 | |||||||||
| Prepayment and other current assets, net | 11,593,320 | 11,215,636 | 1,437,903 | |||||||||
| Amounts due from related parties | (27,000 | ) | (27,000 | ) | (3,462 | ) | ||||||
| Accounts payable | (3,622,990 | ) | (2,894,749 | ) | (371,122 | ) | ||||||
| Accrued expenses and other current liabilities | (405,071 | ) | 228,355 | 29,276 | ||||||||
| Deferred revenue (Contract liabilities) | (14,308,787 | ) | (16,656,076 | ) | (2,135,394 | ) | ||||||
| Tax payable | 1,057,169 | 2,459,728 | 315,350 | |||||||||
| Cash provided by operating activities | 3,198,925 | 2,041,327 | 261,708 | |||||||||
| Interest paid | - | (74,374 | ) | (9,535 | ) | |||||||
| Net cash provided by operating activities | 3,198,925 | 1,966,953 | 252,173 | |||||||||
| CASH FLOWS FROM INVESTING ACTIVITIES | ||||||||||||
| Purchase of intangible asset | (1,197,896 | ) | - | - | ||||||||
| Cash used in investing activities | (1,197,896 | ) | - | - | ||||||||
| CASH FLOWS FROM FINANCING ACTIVITIES | ||||||||||||
| Proceeds from / (Repayment of) bank borrowings | 5,000,000 | (40,149 | ) | (5,147 | ) | |||||||
| Net movement in amounts due to shareholders | - | 44,146 | 5,660 | |||||||||
| Dividend paid | (5,464,530 | ) | (620,000 | ) | (79,487 | ) | ||||||
| Net cash used in financing activities | (464,530 | ) | (616,003 | ) | (78,974 | ) | ||||||
| Net increase in cash and cash equivalents | 1,536,499 | 1,350,950 | 173,199 | |||||||||
| Cash and cash equivalents, beginning of period | 9,873,451 | 10,522,032 | 1,348,978 | |||||||||
| Cash and cash equivalents, end of period | 11,409,950 | 11,872,982 | 1,522,177 | |||||||||
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