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Profit falls at Kandal M Venture (Nasdaq: FMFC) as it expands regionally

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Rhea-AI Filing Summary

Kandal M Venture Limited reported weaker results for the six months ended September 30, 2025, with revenue down about 17.0% to US$7,903,629 from US$9,523,465 a year earlier. Higher U.S. import tariffs and rising material and labor costs pressured performance.

Gross profit fell to US$1,479,542, and gross margin declined from about 23.8% to 18.7%. Net income dropped sharply to US$168,855 from US$651,621, with EPS down to US$0.01 from US$0.04.

Operating cash flow swung to an outflow of US$2,118,963, while net cash from financing was US$7,811,814, mainly from IPO proceeds of US$8,014,981 and repayment of related-party loans and borrowings. The balance sheet strengthened as borrowings fell to zero and total equity rose to US$7,982,494 as of September 30, 2025.

Strategically, Kandal agreed to invest US$2.5 million in a 15% stake in Dumaine International Ltd to expand manufacturing into the Philippines and appointed Mr. Fok Yui Kwong as Executive Director and CEO effective February 1, 2026. The company also highlighted total new orders of about US$17.2 million for the Trans 2026 season.

Positive

  • Balance sheet de-risking: IPO proceeds of US$8,014,981 and debt repayments reduced total liabilities to US$2,201,558 and eliminated bank borrowings by September 30, 2025, significantly strengthening the capital structure.
  • Strategic regional expansion: The company agreed to invest US$2.5 million for a 15% stake in Dumaine International Ltd, adding manufacturing capabilities in the Philippines and supporting geographic diversification.
  • Order book visibility: New Trans 2026 season orders of approximately US$4.0 million brought total orders to about US$17.2 million, providing some visibility into upcoming production demand.

Negative

  • Sharp earnings decline: Net income for the six months ended September 30, 2025 fell about 74.1% to US$168,855, with EPS dropping from US$0.04 to US$0.01, indicating materially weaker profitability.
  • Margin compression from tariffs and costs: Gross margin decreased from approximately 23.8% to 18.7% due to U.S. tariff-related discounts and higher material and labor costs, suggesting pressure on unit economics.
  • Operating cash outflow: Net cash used in operating activities was US$2,118,963 for the period, driven by working capital swings including higher inventories and lower trade payables, which may constrain self-funded growth if sustained.

Insights

Margins and earnings weakened, but leverage fell sharply after the IPO.

Kandal M Venture saw revenue decline to US$7.9M and net income fall to US$0.17M for the six months ended September 30, 2025. Tariff-driven discounts and higher input costs compressed gross margin to 18.7%, signaling pressure on pricing power and cost control.

Despite softer profitability and an operating cash outflow of US$2.1M, the capital structure improved markedly. IPO proceeds of US$8.0M and repayments of borrowings reduced total liabilities to US$2.2M and eliminated bank borrowings by September 30, 2025, while equity increased to US$8.0M.

The company is also deploying capital into growth, committing US$2.5M for a 15% stake in Dumaine International Ltd to add Philippines manufacturing capabilities. Execution of this expansion, alongside managing tariff exposure and restoring margins in subsequent periods, will be key to how these results translate into longer-term performance.

 

 

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 March 2026

 

Commission File Number: 001-42715

 

KANDAL M VENTURE LIMITED

 

(Registrant’s Name)

 

Padachi Village, Prek Ho Commune, Takhmao Town, Kandal Province, Kingdom of Cambodia

(Address of Principal Executive Offices)

 

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

 

Form 20-F ☒     Form 40-F ☐

 

 

 

 

 

 

Kandal M Venture Limited Announces Unaudited Interim 2025 Financial Results

 

On March 23, 2026, Kandal M Venture Limited (the “Company”) issued a press release in relation to its unaudited financial results for the six months ended September 30, 2025 set forth in Exhibit 99.1, which is being furnished herewith.

 

Exhibit Index

 

Exhibit
Number
  Description
     
99.1   Press release

 

1

 

 

SIGNATURES

 

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

 

  KANDAL M VENTURE LIMITED
   
Date: March 23, 2026 By: /s/ Duncan Miao
  Name:  Duncan Miao
  Title: Chairman of the Board of Directors

 

 

2

 

Exhibit 99.1

 

 

Kandal M Venture Limited Announces Financial Results for the Six Months Ended September 30, 2025

 

Cambodia, March 23, 2026 (GLOBE NEWSWIRE) -- Kandal M Venture Limited (Nasdaq: FMFC) (“Kandal” or the “Company”), a contract manufacturer of affordable luxury leather goods with manufacturing operations in Cambodia, today announced its financial results for its first half of fiscal year 2026 ended September 30, 2025.

 

Recent Developments

 

Strategic Expansion into the Philippines

On March 9, 2026, the Company announced a strategic investment to expand its manufacturing capabilities into the Philippines-its first major expansion outside Cambodia. Kandal entered into a definitive agreement to acquire 15% equity interest in Dumaine International Ltd for US$2.5 million in an all-cash transaction. This investment supports the Company’s long-term strategy to diversify geographically, broaden its customer base, and enhance operational resilience.

 

Appointment of New Chief Executive Officer

On February 3, 2026, the Company announced the appointment of Mr. Fok Yui Kwong as an Executive Director and Chief Executive Officer of the Company with effect from February 1, 2026. Mr. Fok brings more than 16 years of senior management experience as chief financial officer and executive director of a leading printed circuit board (PCB) manufacturing firm, along with 14 years of banking experience with major financial institutions in Hong Kong.

 

Customer Orders for 2026 Season

On November 28, 2025, the Company announced new orders for Trans 2026 season totaling approximately US$4.0 million, bringing total orders to date to approximately US$17.2 million. Despite continued tariff-related headwinds, customer demand remains in line with expectations. Kandal continues to focus on expanding its geographic footprint and strengthening its customer portfolio.

 

Management Commentary

 

“I was honored to join Kandal as Executive Director and Chief Executive Officer in February. Over the past several weeks, our team has been focused on executing our strategic plan to expand our geographic presence, strengthen our customer relationships, and enhance our production and design capabilities,” said Mr. Fok Yui Kwong, Executive Director and Chief Executive Officer.

 

“Despite ongoing macroeconomic uncertainty and tariff pressures, we remain focused on executing on our strategic plan to expand geographically and grow our customer base. Over the last month, we have outlined our plan to expand our global presence and enhance our production, design, and development capabilities. Earlier this month, we marked our first major strategic expansion outside of our primary Cambodian operations by expanding our manufacturing capabilities into the Philippines, a key step toward diversifying our operations and positioning the Company for long-term growth. Our management team is confident that there are several more expansion opportunities across the region that can further enhance our competitiveness and create long-term value for our shareholders. I am encouraged by the progress we are making and confident in the opportunities ahead.”

 

 

 

First Half Fiscal Financial Results Ended September 30, 2025

 

Revenue

 

For the six months ended September 30, 2025 and 2024, the Company generated revenue through sales of handbags.

 

Revenue decreased by US$1,619,836 or approximately 17.0% from US$9,523,465 for the six months ended September 30, 2024 to US$7,903,629 for the six months ended September 30, 2025. This decrease was mainly due to increase in the United States’ import tariffs during the year.

 

Cost of sales

 

Cost of sales consists mainly of raw material costs, direct labor costs and factory overheads. Cost of sales decreased by approximately 11.5% from US$7,256,773 for the six months ended September 30, 2024 to US$6,424,087 for the six months ended September 30, 2025.

 

Gross profit and gross profit margin

 

Gross profit decreased by US$787,150 or approximately 34.7% from US$2,266,692 for the six months ended September 30, 2024 to US$1,479,542 for the six months ended September 30, 2025. Gross profit margin decreased by approximately 5.1 percentage points from approximately 23.8% for the six months ended September 30, 2024 to approximately 18.7% for the six months ended September 30, 2025. The decrease was primarily due to sales discounts given to customers arising from the increase in the United States’ import tariff during the year, accompanied by an increase in material and labor costs.

 

Selling and distribution expenses

 

Selling and distribution expenses consisted of export expenses, trucking costs and customs clearance fees. These expenses decreased by US$56,573 or approximately 33.2%, from US$170,168 for the six months ended September 30, 2024 to US$113,595 for the six months ended September 30, 2025. Selling and distribution expenses decreased due to relatively lower container load shipments during the six months ended September 30, 2025.

 

Professional services fees

 

Professional services fees consist mainly of fees paid to lawyers, auditors and other professionals. The professional services fees increased by US$20,065 or approximately 10.7% from US$186,764 for the six months ended September 30, 2024 to US$206,829 for the six months ended September 30, 2025. The increase was due to additional professional services engaged after the completion of our initial public offering (the “IPO”).

 

Net cash used in operating activities

 

Cash inflow from operating activities was principally from receipt of sales. Cash outflow used in operating activities was principally for payment of purchases of raw materials, staff costs and other operating expenses.

 

2

 

For the six months ended September 30, 2025, the Company reported net cash used in operating activities of US$2,118,963 mainly arising from net profit from operations of US$222,659 adjusted for non-cash items and changes in operating assets and liabilities. Changes in operating assets and liabilities mainly include the increase in inventories of US$348,190, and the increase in trade and other receivables of US$163,009, and decrease in trade and other payables of US$1,830,359 which was mainly due to settlement of old trade payables.

 

Net cash used in investing activities

 

For the six months ended September 30, 2025, net cash used in investing activities was US$4,131,751, which consisted of interest received of US$83,557, offset by US$307,648 IPO expenses paid, US$3,893,852 loan to third party, and US$13,808 for purchase of plant and equipment.

 

Net cash generated from financing activities

 

For the six months ended September 30, 2025, net cash generated from financing activities of US7,811,814 mainly consisted of IPO proceeds of US$8,014,981, repayment from loans to related party of US$4,314,951, repayment from amounts due from related parties of US$713,232, offset by repayment of borrowings of US$5,185,612, and payment of lease liabilities US$45,738.

 

Net income

 

Net income decreased by US$482,766 or approximately 74.1% from US$651,621 for the six months ended September 30, 2024 to US$168,855 for the six months ended September 30, 2025, mainly due to the decrease in sales and gross profits, offset partially by the decrease in income tax expense. Basic and diluted earnings per share (EPS) for the six months ended September 30, 2025 was $0.01 compared to $0.04 for the six months ended September 30, 2024. The weighted average number of ordinary shares for the six months ended September 30, 2025 and 2024 were 17,173,770 and 16,000,000, respectively.

 

About Kandal M Venture Limited

 

Kandal M Venture Limited is a contract manufacturer of affordable luxury leather goods with manufacturing operations in Cambodia. It primarily manufactures handbags, such as shoulder bags, crossbody bags, tote bags, backpacks, top-handle handbags, satchels, and other smaller leather goods, such as wallets.

 

For more information, please visit the Company’s website at www.kandalmv.com.

 

Forward-Looking Statements

 

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. The Company cautions investors that actual results may differ materially from the anticipated results, and encourages investors to read the risk factors contained in the Company’s final prospectus and other reports it files with the Securities and Exchange Commission before making any investment decisions regarding the Company’s securities. 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.

 

Company Contacts:

 

Company

Investor Relations Contact

Padachi Village, Prek Ho Commune, Takhmao Town, Kandal Province,

Kingdom of Cambodia

Email: enquiry@fmfco.com.kh

Telephone: +855 23425205

 

Investor Relations Contact

Skyline Corporate Communications Group, LLC

Scott Powell, President

1177 Avenue of the Americas, 5th Floor

New York, New York 10036

Office: +1 (646) 893-5835 x2

Email: info@skylineccg.com

Website: www.skylineccg.com

 

3

 

FINANCIAL STATEMENTS

 

KANDAL M VENTURE LIMITED

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF PROFIT OR LOSS AND

OTHER COMPREHENSIVE INCOME FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2024 AND 2025

 

  

September 30,

2024

  

September 30,

2025

 
   US$   US$ 
Revenue   9,523,465    7,903,629 
Cost of sales   (7,256,773)   (6,424,087)
Gross profit   2,266,692    1,479,542 
           
Operating expenses:          
Selling and distribution expenses   (170,168)   (113,595)
General and administrative expenses   (1,152,218)   (1,176,254)
Income from operations   944,306    189,693 
           
Other income/(expenses):          
Interest expense   (330,779)   (98,231)
Other income   240,463    131,197 
           
Profit before income tax   853,990    222,659 
Income tax expense   (202,369)   (53,804)
Profit for the period   651,621    168,855 
           
Other comprehensive income:          
Items that may be classified subsequently to profit or loss          
Exchange differences on translating foreign operations   507     
Total comprehensive income attributable to equity owners of the Company   652,128    168,855 
           
Earnings per share attributable to owners of the Company          
Basic and diluted earnings per share   0.04    0.01 
           
Weighted average number of ordinary shares used in computing basic and diluted earnings   16,000,000    17,173,770 

 

4

 

KANDAL M VENTURE LIMITED

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION AS OF MARCH 31, 2025

AND UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF

FINANCIAL POSITION AS OF SEPTEMBER 30, 2025

 

  

March 31,

2025

  

September 30,

2025

 
   US$   US$ 
ASSETS        
Non-current assets        
Property, plant and equipment   512,601    429,821 
Right-of-use assets   138,483    103,862 
Deferred tax assets   29,787    39,556 
Total non-current assets   680,871    573,239 
           
Current assets          
Inventories   1,646,333    2,051,862 
Trade and other receivables   1,497,817    1,660,826 
Loans to third party       3,893,852 
Deferred initial public offering (“IPO”) costs   795,771     
Amounts due from related parties   1,053,708    340,476 
Loans to related parties   4,291,215     
Cash and cash equivalents   102,697    1,663,797 
Total current assets   9,387,541    9,610,813 
           
Total assets   10,068,412    10,184,052 
           
EQUITY AND LIABILITIES          
Equity attributable to owners of the Company          
Share capital   160    183 
Share premium       7,435,512 
Merger reserve   13    13 
Capital reserve   (2,500,000)   (2,500,000)
Foreign currency translation reserve   5,130    5,130 
Retained earnings   2,872,801    3,041,656 
Total equity   378,104    7,982,494 
           
Non-current liabilities          
Lease liabilities   87,632    44,689 
Total non-current liabilities   87,632    44,689 
           
Current liabilities          
Trade and other payables   4,424,830    2,070,498 
Lease liabilities   80,916    84,207 
Borrowings   5,088,600     
Income tax payable   8,330    2,164 
Total current liabilities   9,602,676    2,156,869 
           
Total liabilities   9,690,308    2,201,558 
           
Total equity and liabilities   10,068,412    10,184,052 

 

5

 

KANDAL M VENTURE LIMITED

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR SIX MONTHS ENDED SEPTEMBER 30, 2024 AND 2025

 

  

September 30,

2024

  

September 30,

2025

 
   US$   US$ 
Cash flows from operating activities        
Profit before income tax   853,990    222,659 
           
Adjustments for:          
Depreciation of property, plant and equipment   97,132    96,588 
Depreciation of right-of-use assets   34,620    34,621 
Interest expense   338,079    103,098 
Interest income from loan to related party   (229,451)   (23,736)
Interest income from loans to third party       (64,984)
Interest income       (18,573)
Inventories write-down       (57,339)
Operating cash flows before working capital changes   1,094,370    292,334 
           
Changes in working capital:          
Inventories   409,465    (348,190)
Trade and other receivables   (792,035)   (163,009)
Trade and other payables   1,295,583    (1,830,359)
Cash generated from (used in) operations   2,007,383    (2,049,224)
Income tax paid   (75,676)   (69,739)
Net cash generated from (used in) operating activities   1,931,707    (2,118,963)
           
Cash flows from investing activities          
Purchase of property, plant and equipment   (15,746)   (13,808)
Interest from loans to third party       64,984 
Interest received       18,573 
Loans to third party       (3,893,852)
Deferred initial public offering (“IPO”) costs   (20,438)   (307,648)
Net cash used in investing activities   (36,184)   (4,131,751)
           
Cash flows from financing activities          
Net proceeds from issuance of IPO shares       8,014,981 
Repayment of loans from related parties   75,909    4,314,951 
Repayment of amount due from related parties   15,106    713,232 
Repayments of borrowings, net   (1,813,557)   (5,088,600)
Interest paid on borrowings   (328,954)   (97,012)
Payment of lease liabilities   (36,613)   (39,652)
Interest paid on lease liabilities   (9,125)   (6,086)
Net cash (used in) generated from financing activities   (2,097,234)   7,811,814 
           
Net change in cash and cash equivalents   (201,711)   1,561,100 
Cash and cash equivalents at beginning of period   235,348    102,697 
Cash and cash equivalents at end of period   33,637    1,663,797 

 

6

 

 

FAQ

How did Kandal M Venture Limited (FMFC) perform in the first half of fiscal 2026?

Kandal M Venture reported weaker results, with revenue falling to about US$7.9 million and net income dropping to US$168,855. Gross margin compressed to 18.7% as tariffs and rising costs weighed on profitability, and operating cash flow turned negative during the six-month period.

What caused Kandal M Venture’s revenue and profit to decline for the six months ended September 30, 2025?

Revenue decreased 17.0% to US$7,903,629 mainly because of higher U.S. import tariffs, which led to customer discounts. Combined with increased material and labor costs, this drove gross profit lower and reduced net income to US$168,855, about 74.1% below the prior-year period.

How did Kandal M Venture’s balance sheet change after its IPO?

The company received IPO proceeds of US$8,014,981, which helped reduce borrowings to zero and cut total liabilities to US$2,201,558 by September 30, 2025. Share premium rose to US$7,435,512, and total equity increased to US$7,982,494, significantly strengthening the balance sheet.

What is Kandal M Venture’s new strategic investment in the Philippines?

On March 9, 2026, Kandal M Venture agreed to acquire a 15% equity interest in Dumaine International Ltd for US$2.5 million in cash. This investment is intended to expand manufacturing capabilities into the Philippines, diversify operations beyond Cambodia, and support long-term regional growth plans.

Who is the new CEO of Kandal M Venture Limited (FMFC)?

Effective February 1, 2026, Kandal M Venture appointed Mr. Fok Yui Kwong as Executive Director and Chief Executive Officer. He brings more than 16 years of senior management experience in PCB manufacturing and 14 years in banking with major financial institutions in Hong Kong.

What does Kandal M Venture’s order book look like for the Trans 2026 season?

As of November 28, 2025, the company announced new Trans 2026 season orders of approximately US$4.0 million, bringing total orders to about US$17.2 million. Management indicated that overall customer demand remains in line with expectations despite ongoing tariff-related headwinds.

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