附件99.2

管理层对2024年6月30日结束的六个月的财务状况和经营成果进行讨论和分析

有关我们的财务状况和经营业绩的讨论与分析，请与本报告附表99.1一起阅读的未经审计的中期简明合并财务基本报表以及相关附注结合阅读。我们还建议您阅读我们的财务状况和经营业绩的讨论与分析，以及我们的已审计财务基本报表和相关附注，这些内容包含在2023年12月31日结束的年度报告（“年度报告”）中，于2024年4月29日向美国证券交易委员会（“SEC”）提交。

新兴成长公司地位

根据JOBS法案，我们是一家“新兴增长型公司”。JOBS法案允许“新兴增长型公司”利用延长的过渡期来符合适用于公开公司的新或修订会计准则，直至这些标准原本适用于私有公司为止。我们已选择延迟采纳某些会计准则。因此，我们的基本报表可能无法与遵守此类新或修订的会计准则的公开公司的基本报表相比。我们打算利用JOBS法案提供的其他豁免，包括但不限于，无需遵守《萨班斯-奥克斯利法案》第404（b）条的审计人证要求。

我们将继续保持成长中的公司地位，直至以下情形中最早的一个发生：(i) 我们年营业收入超过12.35亿美元的财政年度的最后一天，(ii) 我们符合交易所法规第120亿2条规定中“大型加速申报人”的日期，该日期是指我们非关联方持有的普通股市值超过7千万美元时，(iii) 我们在任意三年期间发行的不可转换债券超过10亿美元，以及(iv) 我们首次公开发行股票五周年后的财政年度结束的最后一天。

概述

我们是一款“超级移动应用”，通过多个移动工具提供给我们的客户终极便利性和可靠性，这些工具可以从一个单一应用中访问并无缝运行。凭借科技的力量，我们致力于通过彻底改变人们和货物运输方式来积极影响所有司机的生活。我们的应用程序提供即时和预约拼车服务，以及即时、预约和多站点包裹送送服务。

总部位于新加坡，我们计划扩展至东南亚，如马来西亚和泰国，以及其他国家，如澳洲和新西兰。

我们的服务概要

我们目前的应用程序为社区提供出行支持，实现骑手、货物和司机之间的实时连接。

2018年，我们扩展了我们的服务，推出了RydeSEND，一个快速的商业解决方案。RydeSEND集成在Ryde应用程序中，允许用户方便地选择服务，并在接单后的50分钟内送达商品。 RydeSEND的一个显著特点是其实时跟踪系统，为用户提供实时监控其快递进度的能力。

2022年3月，我们推出了增强的多站点功能，使用户能够在一次行程中将物品发送到多达6个不同的目的地。 这一进步优化了效率，减少了对有多个交付需求的用户的成本。 预订中的每个站点可能具有不同的交付时间窗口，提供了灵活性和便利性。 交付费用是根据距离、时间和其他交付相关成本来计算的，包括在高需求期间价格上涨的情况。

2023年2月，我们通过收购美丽科技私人有限公司，进一步增强了我们的技术能力。这一战略举措不仅为我们的平台带来了先进的软件科技，还通过利用与各种客户的现有合同关系，增强了我们的地位。此外，我们通过向摩托车手和步行者提供成为RydeSEND合作伙伴的机会，扩大了我们的交付伙伴池。此举旨在提高我们的整体履约率，确保为客户提供及时高效的交付服务。

通过RydeSEND，我们继续改变快速商业领域，为用户提供方便快捷的解决方案，让他们的商品能够迅速、便捷地送达。我们致力于创新、战略合作伙伴关系，并扩大我们的配送网络，使我们能够满足客户不断变化的需求，同时推动在竞争激烈的快速商业板块实现营业收入增长。

总体而言，我们旨在为用户提供安全、可靠、价格合理的运输选择，同时促进可持续的交通和快速的商业运营实践。

财务业务概述

2024年6月30日和2023年的六个月份比较

营业收入

在2024年上半年，所有收入来源的营业收入总额减少了新币856,000元或16％，降至4,376,000新币，而2023年上半年该数据为5,232,000新币。

移动服务的营业收入与2023年上半年的3,129,000新加坡元相比下降了S$346,000或11％至2,783,000新加坡元。收入下降主要是由于转向0％司机佣金模式。

在2024年上半年，由于广告方案需求减少，广告收入减少了56.4万新加坡元。

其他 收入

Other income decreased by S$6,000 or 12% to S$43,000 in the first six months of 2024, compared to S$49,000 in the first six months of 2023. The decrease was mainly due to the reduction in the government grants from the Singapore authorities.

Drivers and riders cost and related expenses

In the first six months of 2024, our drivers and riders cost and related expenses decreased by S$1,694,000 or 46% to S$1,975,000 compared to S$3,669,000 in the first six months of 2023. This decrease is mainly attributed to the ongoing effort to reduce the incentives for drivers and riders.

Employee benefits expenses

Our employee benefits expenses increased by S$139,000 or 14% to S$1,102,000 in the first six months of 2024, compared to S$963,000 in the first six months of 2023. This was mainly due to the increase in the employee’s salaries and wages in the first six months of 2024.

Depreciation and amortization expenses

The depreciation and amortization expenses increased by S$66,000 or 36% to S$247,000 in the first six months of 2024, compared to S$181,000 in the first six months of 2023. This was mainly due to the increase in intangibles assets.

Finance expense

Our finance expense increased by S$23,000 or 44% to S$75,000 in the first six months of 2024, compared to S$52,000 in the first six months of 2023. The increase of the finance expenses is primarily attributable by the unsecured note payable to third party and shareholder starting from April 2023.

Other expenses

Our other expenses increased by S$805,000 or 21% to S$4,755,000 in the first six months of 2024, compared to S$3,751,000 in the first six months of 2023.This was mainly due to increase in legal and professional fees by S$1,165,000 or 101% to S$2,313,000 in the first six months of 2024, compared to S$1,148,000 in the first six months of 2023. The increase was partially offset by the decrease in marketing expenses by S$545,000 for the first six months of 2024.

Impairment of goodwill

In the first six months of 2023, an impairment of goodwill was recognized as a result of the carrying value exceeding the fair value of Meili Technologies Pte. Ltd.

Share-based compensation

In June 2024, the Company issued 1,500,00 Class A Ordinary Shares of the Company to certain consultants. The consulting services provided by the Consultants to the Company pursuant to the Consulting Agreements include: review and provide advice on the Company’s strategic plans; meet with focus groups and interested parties to discuss the Company’s strategic plans; provide advice on how best to position the Company and its subsidiaries in the future; propose potential acquisition targets for the Company and its subsidiaries; and assist in dealing with the corporate matters entrusted to the Consultants by the Company and its subsidiaries.

The fair value of the Class A Ordinary Shares issued to consultants was measured based on the closing market share price of US$4.84 per share.

During the six months ended June 30, 2024, the Company recognized share-based compensation of S$9,807,000 (US$7,237,000) in the consolidated statements of operations and comprehensive loss.

Liquidity and capital resources

Cash flow summary

Operating Activities

Net cash used in operating activities was S$9,522,000 for the six months ended June 30, 2024. This was mainly attributable to the net loss of S$13,542,000 adjusted for non-cash items which included depreciation of property and equipment, amortization of intangibles, debt issuance cost, and share-based payment expenses totaling S$10,223,000. This was partially offset against net cash outflows arising from the net change in operating assets and liabilities of S$6,203,000.

Net cash used in operating activities was S$2,521,000 for the six months ended June 30, 2023. This was mainly attributable to the net loss of S$3,999,000 adjusted for non-cash items which included depreciation of property and equipment, amortization of intangibles, debt issuance cost, and impairment loss of goodwill totaling S$890,000. This was partially offset against net cash inflows arising from the net change in operating assets and liabilities of S$588,000.

Investing Activities

Net cash flows used in investing activities was S$263,000 for the six months ended June 30, 2024. This was primarily due to the increase in intangible assets of S$263,000.

Net cash flows used in investing activities was S$189,000 for the six months ended June 30, 2023. This was primarily due to the increase in intangible assets of S$229,000 and the purchase of property and equipment of S$23,000. This was partially offset against net cash inflow from the acquisition of subsidiaries of S$63,000.

Financing Activities

Net cash provided by financing activities was S$11,067,000 for the six months ended June 30, 2024. This was contributed by the IPO proceeds of S$15,889,000 and proceeds from the note from a shareholder amounting to S$950,000. This was partially offset by the repayment of note from a shareholder and convertible loans of S$3,800,000 and S$1,972,000 respectively.

Net cash provided by financing activities was S$2,000,000 for the six months ended June 30, 2023. This was contributed by proceeds from the note from a shareholder amounting to S$2,000,000.

Off-Balance Sheet Arrangements

We have not entered into any off-balance sheet arrangements and do not have any holdings in variable interest entities.

Quantitative and Qualitative Disclosures about Market Risks

Concentrations and credit risk

Our primary exposure to credit risk arises from our operating activities, which primarily from our accounts receivables. We are not exposed to significant default risk from a single customer. We conduct credit evaluations on our customers and typically do not require collateral or other forms of security. In determining the allowance for doubtful accounts, we periodically assess the creditworthiness of our existing customers, primarily considering factors such as the age of the receivables and the specific credit risks associated with each customer.

Interest rate risk

Our primary exposure to interest rate risk primarily stems from our interest-bearing financial liabilities. We conduct regular reviews of our liabilities and closely monitor fluctuations in interest rates to ensure that our exposure remains within acceptable levels. We do not employ interest rate derivatives as a means to mitigate our interest rate risk.

Recent Developments

On August 2, 2024, the Company incorporated a new subsidiary in Singapore, namely RGTC Pte Ltd.

On September 12, 2024, the Company issued 107,555 Class A Ordinary Shares to Maxim Partners LLC upon its cashless exercise of representative’s warrants that were issued to Maxim in connection with the Company’s IPO.

On September 26, 2024, Ryde Group Ltd entered into a placement agency agreement with Maxim Group LLC as the exclusive placement agent for an offering of 5,300,000 units, each consisting of one Class A Ordinary Share and one warrant to purchase a Class A Ordinary Share at $0.85 per unit. The Company also entered into a securities purchase agreement with purchasers and a warrant agency agreement with VStock Transfer LLC. The offering was registered with the SEC on Form F-1 (Registration No. 333-282076), declared effective on September 25, 2024, and closed on September 27, 2024. The Company paid Maxim Group LLC a 7.0% cash fee of gross proceeds and agreed to restrictions on future share issuance for six months post-closing. The warrants, exercisable immediately, have a five-year expiry and ownership limitations. In this offering, the Company received gross proceeds in the amount of US$4.5 million before deducting any underwriting discount or expenses.

Non-US GAAP Financial Measures

This document include references to non-US GAAP financial measures. Ryde uses these non-US GAAP financial measures for financial and operational decision-making and as a means to evaluate period-to-period comparisons, and Ryde’s management believes that these non-IFRS financial measures provide meaningful supplemental information regarding its performance by excluding certain items that may not be indicative of its recurring core business operating results. However, there are a number of limitations related to the use of non-US GAAP financial measures, and as such, the presentation of these non-US GAAP financial measures should not be considered in isolation from, or as an alternative to, financial measures determined in accordance with US GAAP. In addition, these non-US GAAP financial measures may differ from non-US GAAP financial measures with comparable names used by other companies. See below for additional explanations about the non-US GAAP financial measures, including their definitions and a reconciliation of these measures to the most directly comparable US GAAP financial measures.

Explanation of non-IFRS financial measures:

Adjusted EBITDA is a non-US GAAP financial measure calculated as net loss adjusted to exclude: (a) finance cost, (b) income tax expenses, (c) depreciation and amortization, (d) share-based compensation, (e) impairment loss on goodwill, and (f) share listing and associated expenses.

Adjusted EBITDA has limitations as a financial measure, should be considered as supplemental in nature, and is not meant as a substitute for the related financial information prepared in accordance with US GAAP. For a reconciliation of Adjusted EBITDA to the most directly comparable US GAAP measure see the section titled “Reconciliation of Non-IFRS Financial Measures”.

Reconciliation of Non-IFRS Financial Measures

To supplement our financial information, we use the following non-US GAAP financial measures: Adjusted EBITDA. However, the definitions of our non-US GAAP financial measures may be different from those used by other companies, and therefore, may not be comparable. Furthermore, these non-US GAAP financial measures have certain limitations in that they do not include the impact of certain expenses that are reflected in our consolidated financial statements that are necessary to run our business. Thus, these non-US GAAP financial measures should be considered in addition to, not as substitutes for, or in isolation from, measures prepared in accordance with US GAAP. We compensate for these limitations by providing a reconciliation of these non-US GAAP financial measures to the related US GAAP financial measures. We encourage investors and others to review our financial information in its entirety, not to rely on any single financial measure and to view these non-IFRS financial measures in conjunction with their respective related US GAAP financial measures.

The following tables provide reconciliations of Adjusted EBITDA.