How significant were share-based compensation expenses for YYGH in 2025?

Share-based compensation was a major expense in 2025, totaling US$6.6 million for YY Group. These non-cash costs were mainly tied to share incentive plans and contributed meaningfully to higher general, administrative, and selling and marketing expenses compared with the prior year.

YY Group (NASDAQ: YYGH) grows 2025 revenue 39% but posts larger net loss

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

6-K

Rhea-AI Filing Summary

YY Group Holding Limited reported strong 2025 growth but remained loss-making as it invested for scale. Full-year revenue rose 39.3% to US$57.2 million, with gross profit up 50.2% to US$7.9 million and gross margin improving to 13.8% from 12.8% in 2024.

The company recorded an IFRS net loss of US$21.6 million, driven largely by US$6.6 million of non-cash share-based compensation and US$9.6 million of goodwill and intangible impairments tied to exiting underperforming subsidiaries. On a non-IFRS basis, net loss attributable to ordinary shareholders was US$7.6 million.

Management issued FY2026 revenue guidance of US$103–110 million and expects to achieve non-IFRS net profitability, citing cost optimization, debt restructuring, and the full-year benefit of 2025 acquisitions alongside ongoing growth in its manpower and integrated facilities management segments.

Positive

Revenue and margin growth: 2025 revenue rose 39.3% to US$57.2 million and gross profit grew 50.2% to US$7.9 million, with gross margin improving to 13.8% from 12.8% in 2024.
Ambitious 2026 outlook: Management guides FY2026 revenue of US$103–110 million and expects to reach non-IFRS net profitability after cost optimization and portfolio rationalization.

Negative

Widening IFRS losses: IFRS net loss increased to US$21.6 million in 2025, driven by higher operating expenses, including share-based compensation and impairment charges.
Large non-cash charges: The year included US$6.6 million of share-based compensation and US$9.6 million of goodwill and intangible impairments, reflecting prior investment decisions and underperforming subsidiaries.

Insights

High growth and better margins, but losses and impairments still dominate.

YY Group delivered rapid expansion in 2025, with revenue up 39.3% to US$57.2 million and gross profit up 50.2% to US$7.9 million. Gross margin ticked up to 13.8%, helped by scale and higher-margin IFM services.

However, the IFRS net loss widened to US$21.6 million, mainly due to US$6.6 million of share-based compensation and US$9.6 million of goodwill and intangible impairments tied to exiting underperforming subsidiaries. On a non-IFRS basis, net loss attributable to shareholders was US$7.6 million, showing underlying operations are still loss-making.

For FY2026, management guides revenue of US$103–110 million and expects non-IFRS net profitability, supported by cost cuts, debt restructuring, and acquired businesses’ full-year contribution. Actual results will depend on executing growth plans while holding operating expenses in check.

Key Figures

2025 Revenue: US$57.2 million 2025 Gross Profit: US$7.9 million Gross Margin: 13.8% +5 more

8 metrics

2025 Revenue US$57.2 million Full year 2025, up 39.3% year over year

2025 Gross Profit US$7.9 million Full year 2025, up 50.2% year over year

Gross Margin 13.8% Full year 2025 vs 12.8% in 2024

IFRS Net Loss US$21.6 million Full year 2025 loss

Non-IFRS Net Loss US$7.6 million Full year 2025, attributable to ordinary shareholders

Share-based Compensation US$6.6 million Full year 2025 non-cash expense

Impairment Charges US$9.6 million 2025 goodwill and intangible asset impairments

FY2026 Revenue Guidance US$103–110 million Management outlook for fiscal year 2026

Key Terms

non-IFRS, share-based compensation, goodwill, impairment loss on intangible asset, +2 more

6 terms

non-IFRS financial

"The Company uses non-IFRS measures such as non-IFRS net loss/profit in evaluating its operating results"

Non-IFRS refers to financial measures that companies report outside the standard accounting rules set by the International Financial Reporting Standards; these figures exclude or adjust certain items such as one-time costs, stock-based pay, or restructuring charges. Investors care because non-IFRS numbers try to show the business’s underlying performance — like a chef presenting a dish with optional toppings removed to highlight the core flavor — but they can be shaped to look more favorable, so compare them with the official IFRS statements.

goodwill financial

"Impairment loss on goodwill ... relating principally to the Company’s strategic decision to exit underperforming global subsidiaries"

Goodwill is the extra value a buyer pays for a company above the measurable worth of its buildings, inventory and other tangible items, reflecting things like brand reputation, customer loyalty and expected future profits. Think of paying more for a café because of its famous name and regulars rather than its furniture alone. It matters to investors because changes in goodwill — for example a write-down if expected benefits don’t materialize — can reduce reported earnings and signal that past acquisitions aren’t delivering as hoped.

impairment loss on intangible asset financial

"Impairment loss on intangible asset of US$4,063,000"

gross profit margin financial

"gross profit margin expanding to 13.8% from 12.8% in 2024"

Gross profit margin shows how much money a company keeps from sales after paying for the goods or services it sold. It’s like checking how much profit is left over from each dollar earned before covering other costs. A higher margin indicates the company makes more money from its sales, which helps assess its profitability and efficiency.

reverse stock split financial

"prior to giving effect to the 50-for-1 reverse stock split effective March 23, 2026"

A reverse stock split is when a company reduces the number of its shares outstanding, making each share more valuable. For example, if you own 100 shares worth $1 each, a 1-for-10 reverse split would turn your 100 shares into 10 shares worth $10 each. Companies often do this to boost their stock price and appear more stable to investors.

Form 6-K: How Foreign Companies Report to the SEC →

04/20/2026 - 12:16 PM

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 April 2026

Commission File Number: 001-42026

YY Group Holding Limited

60 Paya Lebar Road

#09-13/14/15/16/17

Paya Lebar Square

Singapore 409051

(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 ☐

EXHIBIT INDEX

Exhibit No.		Description
99.1		Earnings Result for the Fiscal Year ended December 31, 2025
99.2		YY Group Reports Unaudited Second Half and Full Year 2025 Earnings Results Highlighting Accelerating Revenue Growth, Expanding Margins and Positioning for Profitability in 2026

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.

	YY Group Holding Limited

Date: April 20, 2026	By:	/s/ Fu Xiaowei
	Name:	Fu Xiaowei
	Title:	Chief Executive Officer, Chairman and Director

Exhibit 99.1

YY GROUP HOLDING LIMITED AND ITS SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

	Note	December 31, 2025			December 31, 2024
		USD			USD
Assets
Current assets:
Cash	4		1,511,760			836,907
Trade receivables, net	5		12,138,342			8,215,687
Prepayment and other current assets	6		1,251,794			3,908,912
Amount due from related parties	23		501,637			451,133
Total current assets			15,403,533			13,412,639

Non-current assets:
Right-of-use assets	7		1,463,494			1,219,476
Intangible assets, net	9		5,174,257			-
Investment properties	11		2,445,292			-
Net investment in lease	12		2,970,685			-
Property and equipment, net	13		527,092			326,756
Prepayment and other non-current assets	6		422,849			374,860
Goodwill	8		5,808,574			-
Deferred tax assets	21		125,825			35,661
Total non-current assets			18,938,068			1,956,753

Total assets			34,341,601			15,369,392

Currents liabilities:
Trade and other payables	14		10,837,525			4,223,113
Amount due to related parties	23		503,007			307,258
Lease liabilities, current	15		429,634			226,707
Loans and borrowings, current	15		5,375,362			3,202,614
Total current liabilities			17,145,528			7,959,692

Non-current liabilities:
Loans and borrowings, non-current	15		627,526			144,365
Warrants liabilities	15		1,213,340			46,518
Deferred tax liabilities	21		645,722			38,363
Lease liabilities, non-current	15		1,099,767			985,879
Total non-current liabilities			3,586,355			1,215,125
Total liabilities			20,731,883			9,174,817

Equity
Share capital*	16		24,825,837			5,280,406
Reserves	16		11,182,357			5,162,803
Accumulated deficit			(25,711,110	)		(4,291,968	)
Equity attributable to owners of the Company			10,297,084			6,151,241

Non-controlling interests			3,312,634			43,334
Total equity			13,609,718			6,194,575

Total liabilities and equity			34,341,601			15,369,392

*	The shares and per share information are presented on a retroactive basis to reflect the reorganization.

See accompanying notes to consolidated financial statements.

YY GROUP HOLDING LIMITED AND ITS SUBSIDIARIES

CONSOLIDATED STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE (LOSS)/INCOME

		Year ended December 31,
	Note	2025			2024			2023
		USD			USD			USD
Revenue	18		57,245,167			41,103,389			31,772,286
Cost of revenue	19		(49,347,666	)		(35,844,936	)		(28,120,506	)
Gross profit			7,897,501			5,258,453			3,651,780

Other income	19		1,169,718			1,700,512			1,830,899
Selling and marketing expenses	19		(2,731,035	)		(710,210	)		(191,582	)
General and administrative expenses	19		(19,679,803	)		(10,389,710	)		(3,846,367	)
Impairment loss on intangible asset	9		(4,063,000	)		-			-
Impairment loss on goodwill	9		(5,551,429	)		-			-
Change in fair value of warrant liability	15		2,383,178			38,363			-
Change in fair value of investment property	11		38,296
Other expenses	19		(57,201	)		(34,557	)		(27,781	)
Operating (loss)/profit			(20,593,775	)		(4,137,149	)		1,416,949

Finance cost	20		(1,028,787	)		(431,435	)		(328,610	)
(Loss)/Profit before tax			(21,622,562	)		(4,568,584	)		1,088,339
Income tax expenses	21		38,764			(275,914	)		(224,302	)
(Loss)/Profit for the year			(21,583,798	)		(4,844,498	)		864,037
Other comprehensive income
Foreign currency translation differences - foreign operations			453,608			201,414			7,301
Total comprehensive (loss)/income for the year			(21,130,190	)		(4,643,084	)		871,338

(Loss)/Profit attributable to:
Equity owners of the Company			(21,419,142	)		(4,837,765	)		852,334
Non-controlling interests			(164,656	)		(6,733	)		11,703
(Loss)/Profit for the year			(21,583,798	)		(4,844,498	)		864,037

Total comprehensive (loss)/income attributable to:
Equity owners of the Company			(20,961,903	)		(4,637,369	)		859,763
Non-controlling interests			(168,287	)		(5,715	)		11,575
Total comprehensive (loss)/income for the year			(21,130,190	)		(4,643,084	)		871,338

Basic (loss)/earnings per share*	17		(21.98	)		(7.16	)		1.13
Diluted (loss)/earnings per share*	17		(21.98	)		(7.16	)		1.13

*	The shares and per share information are presented on a retroactive basis to reflect the reorganization. Further, the Class A ordinary shares are presented on a retroactive basis to reflect the Company’s reverse share split of 1-for-50 on March 23, 2026 (Note 26)

See accompanying notes to consolidated financial statements.

Exhibit 99.2

For Immediate Release

YY Group Reports Unaudited Second Half and Full Year 2025 Earnings Results Highlighting Accelerating Revenue Growth, Expanding Margins and Positioning for Profitability in 2026

Full year revenue grew 39.3% year over year to US$57.2 million, with second half revenue of US$31.5 million

Full year gross profit increased 50.2% year over year to US$7.9 million, with gross profit margin expanding to 13.8% from 12.8% in 2024

Company expects to achieve non-IFRS net profitability in fiscal year 2026; formal profitability guidance to follow

SINGAPORE, April 20, 2026 — YY Group Holding Limited (NASDAQ: YYGH) (“YY Group” or the “Company”), a global leader in on-demand workforce solutions and integrated facilities management (IFM), today announced its unaudited financial results for the six months and the full year ended December 31, 2025. The Company delivered strong revenue and gross profit growth, reflecting the returns on a year of deliberate investment in geographic expansion, strategic acquisitions, and operational infrastructure, while taking decisive steps to optimize its cost structure heading into 2026. These results are subject to final review and will be confirmed when YY Group reports its Management’s Discussion and Analysis of Financial Condition and Results of Operations and Audited Financial Statements for the six months ended December 31, 2025 and fiscal year ended December 31, 2025.

Second Half and Full Year 2025 Financial Highlights:

Total revenues increased 44.2% to US$31.5 million for the second half of 2025 and 39.3% to US$57.2 million for full year 2025, compared with US$21.8 million and US$41.1 million, respectively, for the same periods of 2024. This rapid growth was driven by strong increases in revenue from both the Manpower and IFM segments, which respectively rose 29.4% and 40.7% year over year for the full year.

Gross profit increased 26.0% year over year to US$3.6 million for the second half of 2025 and 50.2% year over year to US$7.9 million for full year 2025, supported by greater business scale and disciplined execution. Overall gross profit margin reached 13.8% for full year 2025, improving from 12.8% in 2024, driven primarily by scale efficiencies and the integration of higher-margin acquired service lines in the IFM segment.

The Company recorded operating losses of US$12.9 million for the second half of 2025 and US$20.6 million for full year 2025, compared with operating losses of US$5.0 million and US$4.1 million, respectively, for the same periods of 2024. The increase was primarily attributable to full-year share-based compensation expenses of US$6.6 million and impairment charges on goodwill and intangible assets of US$9.6 million, the latter relating principally to the Company’s strategic decision to exit underperforming global subsidiaries as part of its ongoing cost optimization and portfolio rationalization efforts.

“Fiscal year 2025 was a year of purposeful investment in which we prioritized building the geographic reach, operational scale, and client relationships needed to support our next phase of growth,” said Mike Fu, CEO of YY Group. “Full year revenue of US$57.2 million, representing year-over-year growth of 39.3%, reflects strong execution across both our manpower and IFM verticals, with meaningful contributions from acquisitions completed during the year and a growing client portfolio across Singapore, Hong Kong, Thailand, and Malaysia. Our manpower segment’s repeatable market entry playbook is now generating compounding returns as each geography scales, while strategic acquisitions and organic client wins drove a surge in IFM revenue and more than doubled our IFM customer base. We have also invested meaningfully in AI capabilities and look forward to sharing more on this strategic initiative in the coming weeks. We are moving into 2026 with strong pipeline visibility, the operational foundation to deliver on our FY2026 revenue guidance of US$103 million to US$110 million, and a clear path to non-IFRS profitability, marking a pivotal transition from investment to earnings generation.”

Second Half and Full Year 2025 Operational Highlights:

	Six Months Ended December 31,						Full Year Ended December 31,
	2025			2024			2025			2024
Manpower Services
YY Circle App downloads*		317,563			54,663			903,952			519,228
YY Circle App monthly active users		40,459			34,952			40,688			35,152
Job fulfillment rate		95	%		94	%		95	%		96	%
Number of Employers*		102			95			305			214

IFM Services
Number of customers*		84			24			274			132
Average revenue per customer*		—			—			119,887			176,823

The IFM customer base more than doubled in 2025 through both organic growth and acquisitions completed during the year, diversifying the average revenue per customer downward as newly acquired clients carry individually smaller contract values. The Company views this as a positive development that reduces client concentration risk and creates cross-selling opportunities across its bundled service offerings.

For the six months ended December 31, app downloads, number of employers, and number of IFM customers reflect new additions during the period. For the full year, these figures represent cumulative totals as of December 31. Average revenue per IFM customer is presented on a full-year basis only, as the six-month metric is not directly comparable due to differences in the calculation base.

Jason Phua, Chief Financial Officer of YY Group, added, “Strong full-year revenue and gross profit growth alongside a gross margin expansion to 13.8% from 12.8% in the prior year demonstrate the increasing quality and scale of our business. The IFRS net loss of US$21.6 million was driven primarily by US$6.6 million in non-cash share-based compensation and US$9.6 million in goodwill and intangible asset impairments and does not reflect the underlying trajectory of our operations. On a non-IFRS basis, which we believe more accurately represents our operational performance, our net loss of US$7.8 million reflects the front-loaded cost of entering multiple new markets simultaneously while building the infrastructure to support an expected 80-90% revenue increase in 2026. We have already taken concrete steps to improve our cost profile and strengthen our capital position: reducing debt costs, streamlining our headquarters operations, and winding down non-core global subsidiaries, leaving the Company well-capitalized to fund its current growth plans. With our revenue base scaling toward the US$103 million to US$110 million guidance range and a substantially leaner cost structure, we expect to deliver non-IFRS profitability in fiscal year 2026.”

FY2026 Guidance

On March 12, 2026, the Company issued its first formal revenue guidance. The Company currently expects FY2026 revenue of US$103 million to US$110 million, supported by strong demand visibility across its key markets, the full-year contribution of businesses acquired in 2025, sustained client retention across both the manpower and IFM segments, and continued prioritization of capital deployment toward the Company’s core operations. The Company further expects to achieve non-IFRS net profitability for fiscal year 2026, driven by the combination of accelerating revenue growth and cost optimization measures implemented in late 2025 and early 2026, including debt restructuring, headquarters optimization, and a strategic rationalization of its global subsidiary portfolio. The above forecast is based on current market conditions and reflects the Company’s current preliminary views and expectations on market and operational conditions and the regulatory and operating environment, as well as customers’ and institutional partners’ demands, all of which are subject to change. US Dollar ranges are based on a USD/SGD exchange rate of 1.28 as of March 10, 2026. Additional details on the Company’s FY2026 revenue guidance and underlying assumptions can be found in its press release dated March 12, 2026.

Management Message

In lieu of a conference call, the Company’s management has prepared a brief video discussing the financial and operational results for the period. The video is available on the Company’s website at [insert link] for investors and stakeholders to view at their convenience.

Second Half 2025 Financial Results

Revenues were US$31.5 million for the second half of 2025, compared with US$21.8 million for the same period of 2024. The increase was primarily driven by accelerated growth across both Manpower and IFM Services.

●

Revenues from Manpower Services were US$13.4 million, an increase of 35.7% compared with US$9.9 million for the same period of 2024, driven by the successful scale-up of on-demand workforce solutions and continued global expansion. This segment’s gross profit margin was 11.7%, compared with 14.8% for the same period of 2024, reflecting competitive pricing to drive client acquisition and volume growth. Absolute gross profit increased year over year.

●

Revenues from IFM Services were US$18.4 million, an increase of 53.7% compared with US$12.0 million for the same period of 2024, primarily attributable to continued contract procurement and business acquisitions. This segment’s gross profit margin was 13.7%, compared with 11.9% for the same period of 2024, due to increasing scale efficiencies and the integration of higher-margin acquired service lines.

●

Revenues from Others were negative US$0.3 million, reflecting a one-time adjustment related to the timing of revenue recognition for YY Smart Tech.

Cost of revenues was US$27.9 million, compared with US$19.0 million for the same period of 2024. The increase was primarily attributable to the related revenue increase, as well as higher labor costs across both Manpower and IFM Services.

Gross profit was US$3.6 million, compared with US$2.9 million for the same period of 2024. Gross profit margin was 11.5%, compared with 13.2% for the same period of 2024. The modest decrease was primarily driven by the decrease in Manpower Services’ gross margin.

Total operating expenses were US$16.9 million, representing an increase of 101.1% from US$8.4 million for the same period of 2024. The increase was primarily due to the issuance of share-based compensation related to the Company’s share incentive plans and impairment losses on goodwill and intangible assets associated with the Company’s strategic rationalization of its global subsidiary portfolio.

Selling and marketing expenses were US$1.2 million, representing a 102.8% increase from US$0.6 million for the same period of 2024. The increase was primarily attributable to share-based compensation attributable to sales and marketing.

General and administrative expenses were US$12.6 million, representing a 61.4% increase from US$7.8 million for the same period of 2024. The increase was primarily attributable to share-based compensation expenses.

Loss from operations was US$12.9 million, compared with a loss of US$5.0 million for the same period of 2024.

Net loss attributable to ordinary shareholders was US$13.2 million, compared with a net loss of US$5.4 million for the same period of 2024.

Non-IFRS net loss attributable to ordinary shareholders was US$7.0 million, compared with a non-IFRS net loss of US$0.3 million for the same period of 2024.

Basic and diluted net loss per ordinary share¹ were both US$11.44. For reference, prior to giving effect to the 50-for-1 reverse stock split effective March 23, 2026, basic and diluted net loss per ordinary share were both US$0.23.

Non-IFRS basic and diluted net loss per ordinary share¹ was US$6.10. For reference, prior to giving effect to the 50-for-1 reverse stock split effective March 23, 2026, non-IFRS basic and diluted net loss per ordinary share were both US$0.12.

Full Year 2025 Financial Results

Revenues for full year 2025 were US$57.2 million, compared with US$41.1 million for full year 2024. The increase was primarily driven by accelerated growth across both Manpower and IFM Services, organic client wins, and contributions from acquired businesses.

●

Revenues from Manpower Services were US$23.0 million, an increase of 29.4% compared with US$17.8 million in 2024, driven by the successful scale-up of on-demand workforce solutions and continued global expansion. This segment’s gross profit margin was 13.8%, compared with 15.5% in 2024, reflecting competitive pricing to drive client acquisition and volume growth. Absolute gross profit increased year over year.

●

Revenues from IFM Services were US$32.9 million, an increase of 40.7% compared with US$23.3 million in 2024, primarily attributable to continued contract procurement and business acquisitions. This segment’s gross profit margin was 13.2%, compared with 10.8% in 2024, due to increasing scale efficiencies and the integration of higher-margin acquired service lines.

●

Revenues from Others were US$1.4 million. This segment’s gross profit margin was 27.5% for 2025.

Cost of revenues for the full year was US$49.3 million, compared with US$35.8 million for full year 2024. The increase was primarily attributable to the related revenue increase, as well as higher labor costs across both Manpower and IFM Services.

¹	Per-share amounts have been retroactively adjusted to reflect the Company’s 50-for-1 reverse stock split effective March 23, 2026 and are based on the weighted-average number of ordinary shares outstanding of 1,151,339 during the second half of 2025, as adjusted for the reverse stock split.

Gross profit for the full year was US$7.9 million, compared with US$5.3 million for full year 2024. Gross profit margin was 13.8%, compared with 12.8% in the prior year, primarily driven by ongoing technology advancements and growing scale benefits.

Total operating expenses for the full year were US$29.7 million, compared with US$11.1 million for full year 2024. The increase was primarily due to non-cash share-based compensation related to the Company’s share incentive plans and impairment losses on goodwill and intangible assets associated with the Company’s strategic rationalization of its global subsidiary portfolio.

Selling and marketing expenses for the full year were US$2.7 million, compared with US$0.7 million for full year 2024. The increase was primarily attributable to share-based compensation attributable to sales and marketing.

General and administrative expenses for the full year were US$19.7 million, compared with US$10.4 million for full year 2024. The increase was primarily attributable to share-based compensation expenses.

Loss from operations was US$20.6 million, compared with a loss of US$4.1 million for full year 2024.

Net loss attributable to ordinary shareholders for the full year was US$21.4 million, compared with a net loss of US$4.8 million for full year 2024.

Non-IFRS net loss attributable to ordinary shareholders for the full year was US$7.6 million, compared with a non-IFRS net profit of US$0.3 million for full year 2024.

Full year basic and diluted net loss per ordinary share² were both US$21.98. For reference, prior to giving effect to the 50-for-1 reverse stock split effective March 23, 2026, basic and diluted net loss per ordinary share were both US$0.44.

Non-IFRS full year basic and diluted net loss per ordinary share² were both US$7.83. For reference, prior to giving effect to the 50-for-1 reverse stock split effective March 23, 2026, non-IFRS basic and diluted net loss per ordinary share were both US$0.16.

About YY Group Holding Limited

YY Group Holding Limited (Nasdaq: YYGH) is a Singapore-headquartered, technology-enabled platform providing flexible, scalable workforce solutions and integrated facility management (IFM) services across Asia and beyond. The Group operates through two core verticals: on-demand staffing and IFM, delivering agile, reliable support to industries such as hospitality, logistics, retail, and healthcare.

²	Per-share amounts have been retroactively adjusted to reflect the Company’s 50-for-1 reverse stock split effective March 23, 2026 and are based on the weighted-average number of ordinary shares outstanding of 974,686 during FY2025, as adjusted for the reverse stock split.

Leveraging proprietary digital platforms and IoT-driven systems, YY Group enables clients to meet fluctuating labor demands and maintain high-performance environments. In addition to its core operations in Singapore and Malaysia, the Group maintains a growing presence in Asia, Europe, Africa, Oceania and the Middle East.

Listed on the Nasdaq Capital Market, YY Group is committed to service excellence, operational innovation, and long-term value creation for clients and shareholders.

For more information on the Company, please visit https://yygroupholding.com/.

Non-IFRS Financial Measures

The Company uses non-IFRS measures such as non-IFRS net loss/profit in evaluating its operating results and for financial and operational decision-making purposes. The Company believes that non-IFRS financial measures help identify underlying trends in the Company’s business that could otherwise be distorted by the effect of certain expenses that the Company includes in its results for the period. The Company believes that non-IFRS financial measures provide useful information about its results of operations, enhance the overall understanding of its past performance and future prospects, and allow for greater visibility with respect to key metrics used by its management in its financial and operational decision-making.

Non-IFRS financial measures have limitations as analytical tools and should not be considered in isolation or construed as an alternative to IFRS financial measures or any other measure of performance or as an indicator of its operating performance. Investors are encouraged to review non-IFRS financial measures and the reconciliation to their most directly comparable IFRS measures. Non-IFRS financial measures presented here may not be comparable to similarly titled measures presented by other companies. Other companies may calculate similarly titled measures differently, limiting their usefulness as comparative measures to the Company’s data. The Company encourages investors and others to review its financial information in its entirety and not rely on a single financial measure.

For more information on the Company’s non-IFRS financial measures, please see the section titled “Unaudited reconciliations of IFRS and non-IFRS financial measures.”

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. Statements that are not historical facts, including statements about the YY Group Holding Limited’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties, and a number of factors could cause actual results to differ materially from those contained in any forward-looking statement. These factors include, but are not limited to, (i) growth of the hospitality and manpower markets in Hong Kong and the broader Southeast Asian region, including Malaysia, Singapore, and Thailand, (ii) capital and credit market volatility, (iii) local and global economic conditions, (iv) our anticipated growth strategies, (v) governmental approvals and regulations, and (vi) our future business development, results of operations and financial condition. In some cases, forward-looking statements can be identified by words or phrases such as “may,” “will,” “expect,” “anticipate,” “target,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to” or other similar expressions. All information provided in this press release is as of the date of this press release, and YY Group Holding Limited undertakes no duty to update such information, except as required under applicable law.

Investor Contact

Jason Zhi Yong Phua, Chief Financial Officer

YY Group

enquiries@yygroupholding.com

Unaudited and Unreviewed Reconciliation of IFRS and Non-IFRS Financial Measures

	2025			2025
				Non-IFRS reconciliation
	$			$
Revenue		57,245,167			57,245,167
Cost of revenue		(49,347,666	)		(49,347,666	)
Gross profit		7,897,501			7,897,501

Other income		1,169,718			1,169,718
Selling and marketing expenses		(2,731,035	)		(579,170	)
General and administrative expenses		(19,679,803	)		(15,234,268	)
Impairment loss on intangible asset		(4,063,000	)		-
Impairment loss on goodwill		(5,551,429	)		-
Other expenses		(57,201	)		(57,201	)
Change in fair value of investment property		38,296			-
Change in fair value of warrant liability		2,383,178			-
Operating (loss)/profit		(20,593,775	)		(6,803,420	)

Finance cost		(1,028,787	)		(1,028,787	)
(Loss)/Profit before tax		(21,622,562	)		(7,832,207	)
Income tax expenses		38,764			38,764
(Loss)/Profit for the period		(21,583,798	)		(7,793,443	)

Profit attributable to:
Non-controlling interests		(164,656	)		(164,656	)
Owners of the Company		(21,419,142	)		(7,628,787	)

Adding back:
Share-based compensation					(6,597,400	)
Impairment loss on intangible asset					(4,063,000	)
Impairment loss on goodwill					(5,551,429	)
Change in fair value of investment property					38,296
Change in fair value of warrant liability					2,383,178
					(21,419,142	)

Source: View Original Filing on SEC EDGAR

FAQ

How did YYGH’s revenue perform in full year 2025?

YY Group’s revenue grew strongly in 2025, rising 39.3% year over year to US$57.2 million. Growth was driven by both Manpower and IFM segments, supported by organic client wins and contributions from acquisitions completed during the year across key Asian markets.

What was YYGH’s profitability and net loss in 2025?

YY Group reported an IFRS net loss of US$21.6 million for 2025, significantly wider than 2024. On a non-IFRS basis, net loss attributable to ordinary shareholders was US$7.6 million, reflecting adjustments for share-based compensation and impairment charges on goodwill and intangible assets.

How did YYGH’s gross margin change in 2025?

YY Group’s full-year 2025 gross profit margin improved to 13.8%, up from 12.8% in 2024. This expansion was mainly attributed to scale efficiencies, technology advancements, and integrating higher-margin service lines acquired within its integrated facilities management segment.

What is YYGH’s financial guidance for FY2026?

For FY2026, YY Group expects revenue between US$103 million and US$110 million. Management also anticipates achieving non-IFRS net profitability, supported by revenue growth, cost optimization measures, debt restructuring, and the full-year contribution of businesses acquired during 2025.

What drove YYGH’s large impairment charges in 2025?

In 2025, YY Group recorded US$9.6 million of impairments on goodwill and intangible assets. These charges primarily related to its strategic decision to exit underperforming global subsidiaries as part of broader cost optimization and portfolio rationalization initiatives undertaken late in the year.

Filing Exhibits & Attachments

3 documents