Financial Summary For the six months ended June 30, 2025, Xiabuxiabu Catering Management (China) Holdings Co., Ltd. saw an 18.9% year-on-year decrease in revenue, but a significant narrowing of pre-tax loss and total loss for the period, by 71.6% and 70.5% respectively [Financial Summary for the Six Months Ended June 30](index=1&type=section&id=%E8%B2%A1%E5%8B%99%E6%91%98%E8%A6%81) | Indicator | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Revenue | 1,942,383 | 2,394,528 | | Segment Results(1) | 6,421 | (32,916) | | Loss Before Tax | (75,721) | (267,000) | | Total Loss for the Period | (80,828) | (273,666) | | Total Loss for the Period Attributable to Owners of the Company | (84,079) | (272,820) | Overview In the first half of 2025, the Group faced weak consumer spending, resulting in an 18.9% year-on-year revenue decrease, yet successfully reduced pre-tax and net losses by over 70% through cost optimization, digital supply chain, logistics upgrades, and restaurant layout adjustments, while actively promoting membership, instant delivery, prepaid consumption, and IP collaborations to revitalize brands and enhance operational efficiency - As of the end of June 2025, the Group operated **937 restaurants** globally, with **918** in mainland China and **19** in Hong Kong, Macau, Taiwan, and other markets; **32 new Xiabuxiabu restaurants** were opened in mainland China during the first half of the year[6](index=6&type=chunk) [Revenue and Loss Overview for H1 2025](index=2&type=section&id=%E6%A6%82%E8%A6%BD) | Indicator | H1 2025 (RMB millions) | H1 2024 (RMB millions) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Total Revenue | 1,942.4 | 2,394.5 | -18.9% | | Xiabuxiabu Sales | 1,135.3 | 1,313.1 | -13.5% | | Coucou Sales | 745.2 | 1,004.5 | -25.8% | | Loss Before Tax | (75.7) | (267.0) | -71.6% | | Net Loss | (80.8) | (273.7) | -70.5% | - The significant reduction in losses is primarily attributed to: (i) continuous cost optimization and digital supply chain driving cost reduction and efficiency improvement; (ii) upgrading logistics hubs and optimizing delivery networks to enhance operational efficiency; (iii) optimizing restaurant layouts, closing inefficient restaurants, focusing on high-potential areas, leading to a year-on-year decrease of approximately **64.1% in asset impairment losses**[7](index=7&type=chunk) - The Group implemented a restaurant network revitalization strategy, deepened instant delivery services, expanded prepaid consumption models, and advanced deep cooperation with leading animation IPs to enhance brand vitality and operational efficiency[8](index=8&type=chunk) The Group's Restaurant Network As of the end of June 2025, the Group operated 937 restaurants globally, opening 32 new Xiabuxiabu restaurants in the first half while closing 29 Xiabuxiabu and 23 Coucou restaurants, with Xiabuxiabu showing improved table turnover but overall declining revenue and same-store sales, while Coucou faced significant declines across all key performance indicators [Xiabuxiabu Restaurant Count](index=3&type=section&id=%E5%91%B5%E5%93%BA%E5%91%B5%E5%93%BA%E9%A4%90%E5%BB%B3%E6%95%B8%E9%87%8F) As of June 30, 2025, the total number of Xiabuxiabu restaurants was 763, a decrease of 63 from the same period in 2024, with slight reductions in first-tier cities, slight increases in second-tier cities, and significant reductions in third-tier and below cities - As of the end of June 2025, the Group operated a total of **937 restaurants** globally, with **918** in mainland China and **19** in other markets; in the first half of the year, **32 new Xiabuxiabu restaurants** were opened in mainland China, while **29 Xiabuxiabu restaurants** and **23 Coucou restaurants** were closed[9](index=9&type=chunk) [Xiabuxiabu Restaurant Count by Region](index=3&type=section&id=%E5%91%B5%E5%93%BA%E5%91%B5%E5%93%BA%E9%A4%90%E5%BB%B3%E6%95%B8%E9%87%8F) | Region | June 30, 2025 () | June 30, 2025 (%) | June 30, 2024 () | June 30, 2024 (%) | | :--- | :--- | :--- | :--- | :--- | | 1st-tier Cities | 325 | 42.6 | 328 | 39.7 | | 2nd-tier Cities | 313 | 41.0 | 306 | 37.1 | | 3rd-tier Cities and Below | 122 | 16.0 | 187 | 22.6 | | Other Markets | 3 | 0.4 | 5 | 0.6 | | Total | 763 | 100.0 | 826 | 100.0 | [Coucou Restaurant Count](index=4&type=section&id=%E6%B9%8A%E6%B9%8A%E9%A4%90%E5%BB%B3%E6%95%B8%E9%87%8F) As of June 30, 2025, the total number of Coucou restaurants was 174, a significant decrease of 71 from the same period in 2024, with notable declines in both first- and second-tier cities, and also a reduction in third-tier and below cities [Coucou Restaurant Count by Region](index=4&type=section&id=%E6%B9%8A%E6%B9%8A%E9%A4%90%E5%BB%B3%E6%95%B8%E9%87%8F) | Region | June 30, 2025 () | June 30, 2025 (%) | June 30, 2024 () | June 30, 2024 (%) | | :--- | :--- | :--- | :--- | :--- | | 1st-tier Cities | 64 | 36.8 | 84 | 34.3 | | 2nd-tier Cities | 91 | 52.3 | 138 | 56.3 | | 3rd-tier Cities and Below | 3 | 1.7 | 7 | 2.9 | | Other Markets | 16 | 9.2 | 16 | 6.5 | | Total | 174 | 100.0 | 245 | 100.0 | [Key Performance Indicators for Xiabuxiabu Restaurants](index=5&type=section&id=%E5%91%B5%E5%93%BA%E5%91%B5%E5%93%BA%E9%A4%90%E5%BB%B3%E4%B8%BB%E8%A6%81%E8%A1%A8%E7%8F%BE%E6%8C%87%E6%A8%99) In the first half of 2025, Xiabuxiabu restaurants experienced an overall decrease in net revenue, but the average table turnover rate increased by **13.0% to 2.6 times** year-on-year, demonstrating success in enhancing customer experience and member loyalty despite weak consumer spending, though average spending per customer generally declined [Key Performance Indicators for Xiabuxiabu Restaurants](index=5&type=section&id=%E5%91%B5%E5%93%BA%E5%91%B5%E5%93%BA%E9%A4%90%E5%BB%B3%E4%B8%BB%E8%A6%81%E8%A1%A8%E7%8F%BE%E6%8C%87%E6%A8%99) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | **Net Revenue (RMB thousands)** | | | | 1st-tier Cities | 529,207 | 623,944 | | 2nd-tier Cities | 321,748 | 389,250 | | 3rd-tier Cities and Below | 165,843 | 223,087 | | Other Markets | 12,065 | 18,244 | | Total | 1,028,863 | 1,254,525 | | **Average Spending Per Customer (RMB)** | | | | 1st-tier Cities | 54.8 | 60.0 | | 2nd-tier Cities | 51.4 | 57.9 | | 3rd-tier Cities and Below | 52.7 | 59.2 | | Other Markets | 131.5 | 123.4 | | Average | 53.7 | 59.6 | | **Table Turnover Rate (times)** | | | | 1st-tier Cities | 3.0 | 2.8 | | 2nd-tier Cities | 2.4 | 2.1 | | 3rd-tier Cities and Below | 2.1 | 1.9 | | Other Markets | 2.8 | 2.4 | | Average | 2.6 | 2.3 | - Xiabuxiabu's customer table turnover rate increased from **2.3 times in H1 2024 to 2.6 times in H1 2025**, a year-on-year growth of **13.0%**, primarily due to active planning, focus on customer experience, enhanced member loyalty, and digital operations[17](index=17&type=chunk) [Xiabuxiabu Restaurant Same-Store Sales](index=7&type=section&id=%E5%91%B5%E5%93%BA%E5%91%B5%E5%93%BA%E9%A4%90%E5%BB%B3%E5%90%8C%E5%BA%97%E9%8A%B7%E5%94%AE) In the first half of 2025, Xiabuxiabu restaurants' same-store sales collectively decreased by **15.6%**, with double-digit declines across all city tiers in mainland China, while other markets achieved a **7.1% growth** [Xiabuxiabu Restaurant Same-Store Sales and Growth Rate](index=7&type=section&id=%E5%91%B5%E5%93%BA%E5%91%B5%E5%93%BA%E9%A4%90%E5%BB%B3%E5%90%8C%E5%BA%97%E9%8A%B7%E5%94%AE) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | **Same-Store Sales (RMB millions)** | | | | 1st-tier Cities | 458.8 | 548.6 | | 2nd-tier Cities | 319.8 | 373.7 | | 3rd-tier Cities and Below | 119.7 | 144.7 | | Other Markets | 12.1 | 11.3 | | Total | 910.4 | 1,078.3 | | **Same-Store Sales Growth Rate (%)** | | | | 1st-tier Cities | (16.4) | | | 2nd-tier Cities | (14.4) | | | 3rd-tier Cities and Below | (17.3) | | | Other Markets | 7.1 | | | Overall | (15.6) | | [Key Performance Indicators for Coucou Restaurants](index=8&type=section&id=%E6%B9%8A%E6%B9%8A%E9%A4%90%E5%BB%B3%E4%B8%BB%E8%A6%81%E8%A1%A8%E7%8F%BE%E6%8C%87%E6%A8%99) In the first half of 2025, Coucou restaurants experienced significant declines in both net revenue and table turnover rate, with the average turnover rate falling by **12.5% to 1.4 times** year-on-year, indicating that despite an increase in average spending per customer, the overall decline in customer traffic significantly impacted the brand [Key Performance Indicators for Coucou Restaurants](index=8&type=section&id=%E6%B9%8A%E6%B9%8A%E9%A4%90%E5%BB%B3%E4%B8%BB%E8%A6%81%E8%A1%A8%E7%8F%BE%E6%8C%87%E6%A8%99) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | **Net Revenue (RMB thousands)** | | | | 1st-tier Cities | 230,141 | 338,592 | | 2nd-tier Cities | 287,505 | 437,304 | | 3rd-tier Cities and Below | 7,302 | 21,373 | | Other Markets | 160,712 | 146,005 | | Total | 685,660 | 943,273 | | **Average Spending Per Customer (RMB)** | | | | 1st-tier Cities | 128.7 | 124.3 | | 2nd-tier Cities | 122.1 | 117.3 | | 3rd-tier Cities and Below | 119.9 | 116.8 | | Other Markets | 282.3 | 286.1 | | Average | 143.8 | 137.8 | | **Table Turnover Rate (times)** | | | | 1st-tier Cities | 1.5 | 1.7 | | 2nd-tier Cities | 1.3 | 1.4 | | 3rd-tier Cities and Below | 1.2 | 1.3 | | Other Markets | 2.0 | 2.2 | | Average | 1.4 | 1.6 | - The Coucou brand was significantly impacted by continuous consumer downgrading and insufficient brand product competitiveness, leading to a sustained decline in customer traffic and a **12.5% year-on-year drop in table turnover rate**; despite various marketing initiatives, their effectiveness was limited[21](index=21&type=chunk) [Coucou Restaurant Same-Store Sales](index=10&type=section&id=%E6%B9%8A%E6%B9%8A%E9%A4%90%E5%BB%B3%E5%90%8C%E5%BA%97%E9%8A%B7%E5%94%AE) In the first half of 2025, Coucou restaurants' same-store sales collectively decreased by **14.0%**, with double-digit declines across all city tiers in mainland China, the largest drop in third-tier and below cities, while other markets achieved a **5.6% growth** [Coucou Restaurant Same-Store Sales and Growth Rate](index=10&type=section&id=%E6%B9%8A%E6%B9%8A%E9%A4%90%E5%BB%B3%E5%90%8C%E5%BA%97%E9%8A%B7%E5%94%AE) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | **Same-Store Sales (RMB millions)** | | | | 1st-tier Cities | 221.1 | 267.7 | | 2nd-tier Cities | 270.9 | 334.8 | | 3rd-tier Cities and Below | 7.3 | 11.3 | | Other Markets | 153.7 | 145.5 | | Total | 653.0 | 759.3 | | **Same-Store Sales Growth Rate (%)** | | | | 1st-tier Cities | (17.4) | | | 2nd-tier Cities | (19.1) | | | 3rd-tier Cities and Below | (35.3) | | | Other Markets | 5.6 | | | Average | (14.0) | | Business Outlook Despite the catering industry facing challenges of slowing revenue growth, declining profits, and intensified competition, national policy support and digital transformation provide new impetus, prompting Xiabuxiabu Group to adhere to quality-first and innovation-driven principles, enhancing core competitiveness through refined operations and digital transformation, while formulating differentiated strategies for both Xiabuxiabu and Coucou brands, and exploring international market expansion [Macroeconomic and Industry Policies](index=11&type=section&id=%E5%AE%8F%E8%A7%80%E7%B6%93%E6%BF%9F%E8%88%87%E8%A1%8C%E6%A5%AD%E6%94%BF%E7%AD%96) In the first half of 2025, China's GDP grew by **5.3%** year-on-year, with catering revenue increasing by **4.3%**, and the revised "Measures for Promoting and Managing the Catering Industry" encourages healthy development, digital upgrades, and online-offline integration, providing policy support for industry recovery - In the first half of 2025, the domestic GDP grew by **5.3%** year-on-year, with catering revenue reaching **RMB 2,748 billion**, a **4.3%** year-on-year increase[24](index=24&type=chunk)[30](index=30&type=chunk) - The State Council revised the "Measures for Promoting and Managing the Catering Industry," supporting healthy development, encouraging popular, community-based, green, and healthy catering, improving service quality, innovating consumption scenarios, and promoting digital upgrades and accelerated online-offline integration[24](index=24&type=chunk) [Xiabuxiabu Brand Strategy and Outlook](index=11&type=section&id=%E5%91%B5%E5%93%BA%E5%91%B5%E5%93%BA%E5%93%81%E7%89%8C%E7%AD%96%E7%95%A5%E8%88%87%E5%B1%95%E6%9C%9B) Xiabuxiabu will focus on customer experience and member loyalty, revitalizing the brand through digital marketing, big data refined operations, IP co-branded products, and member-exclusive promotional activities, with gift card sales exceeding RMB 160 million and paid members' repurchase spending and frequency significantly increasing in the first half, providing strong support for the Group's growth, and plans for the second half include deepening the membership system, advancing logistics digital transformation, and collaborating with the Doraemon IP to capture a larger share of the youth market - Xiabuxiabu will enhance brand vitality and member loyalty through four aspects: digital marketing, big data refined operations, co-developing creative products with renowned IPs, and integrating platform resources to promote "member-exclusive" offers[24](index=24&type=chunk) [Xiabuxiabu Member Data for H1 2025](index=11&type=section&id=%E5%91%B5%E5%93%BA%E5%91%B5%E5%93%BA%E5%93%81%E7%89%8C%E7%AD%96%E7%95%A5%E8%88%87%E5%B1%95%E6%9C%9B) | Indicator | H1 2025 | H1 2024 | YoY Change | | :--- | :--- | :--- | :--- | | Gift Card Sales Amount | Over RMB 160 million | - | - | | Gift Card Sales Quantity | Over 430,000 cards | - | - | | Average Repurchase Spending Per Paid Member | RMB 449 | RMB 432 | +3.9% | | Paid Member Consumption Frequency | 5.4 times | 4.9 times | +10.2% | | Paid Member Consumption Frequency vs. Regular Members | 4.4 times higher | - | - | - In the second half, the company will continue to optimize its member product matrix, innovate gift card benefits, deepen cooperation with third-party platforms, and expand consumption scenarios through online and offline omni-channel sales to build a comprehensive member ecosystem[26](index=26&type=chunk) - The company will advance logistics digital transformation, achieving centralized command, intensive data, and localized resource management to optimize the commercial flow system and construct the most cost-effective full-chain path[26](index=26&type=chunk) - Xiabuxiabu will collaborate with the renowned animation IP Doraemon for a comprehensive strategic partnership, creating co-branded merchandise, integrated marketing promotions, and engaging fan communities to enhance brand youthfulness and capture market share[27](index=27&type=chunk) [Coucou Brand Strategy and Outlook](index=13&type=section&id=%E6%B9%8A%E6%B9%8A%E5%93%81%E7%89%8C%E7%AD%96%E7%95%A5%E8%88%87%E5%B1%95%E6%9C%9B) In the first half of the year, the Coucou brand launched four new hotpot soup bases and a Longjing tea-flavored new product, also bringing back classic soup bases for a limited time, and leveraging its ninth-anniversary celebration, Coucou collaborated with the internationally renowned IP Miffy, introducing limited-edition sets and merchandise to expand brand reach, while actively exploring scenarios beyond hotpot dining, testing new growth points such as business lunches and solo dining options in June - In the first half, Coucou launched four new hotpot soup bases: Spring Vegetable Seafood Pickled Fresh Pot, Dahongpao Tea Fragrant Spicy Pot, Longjing Tea Fragrant Pot, and Tomato Borscht Beef Brisket Pot, and introduced a Longjing tea-flavored new product based on the tea + hotpot concept, while also bringing back the Crab Roe Yellow Croaker Pot[28](index=28&type=chunk) - Leveraging its ninth-anniversary celebration, Coucou collaborated for the first time with the internationally renowned IP Miffy, launching limited-edition sets, products, and merchandise, aiming to expand brand awareness and acquire new private domain customers[28](index=28&type=chunk) - Coucou actively explored scenarios beyond hotpot dining, beginning to test new growth points such as business lunches and solo dining options in June 2025, targeting white-collar lunch demands, with further optimization and upgrades planned for the second half of the year[28](index=28&type=chunk) [International Market Expansion](index=13&type=section&id=%E5%9C%8B%E9%9A%9B%E5%B8%82%E5%A0%B4%E6%8B%93%E5%B1%95) The Group aims to enhance brand exposure in international markets, building a "product + scenario + emotion" three-dimensional operating system through integrated online-offline marketing, expanding delivery service categories, driving traffic through social media platforms, and creating composite scenarios to strengthen user identification and loyalty - Based on regional uniqueness, the Group aims to build a "product + scenario + emotion" three-dimensional operating system to enhance brand international exposure[29](index=29&type=chunk) - Actively promoting integrated online-offline operations, expanding delivery service categories, introducing a snack menu, driving traffic through social media interactions and lucky draw events, and converting online traffic to offline sales[29](index=29&type=chunk) - Carefully creating composite scenarios of "dining + entertainment + emotional experience," enhancing user identification and loyalty through incentive programs and imbuing the brand with social value (e.g., establishing a platform for young musicians)[29](index=29&type=chunk) [Industry Challenges and Group Response](index=14&type=section&id=%E8%A1%8C%E6%A5%AD%E6%8C%91%E6%88%B0%E8%88%87%E9%9B%86%E5%9C%98%E6%87%89%E5%B0%8D) The catering industry faces structural challenges including slowing revenue growth, declining profits, intensified competition, and rising operating costs, to which the Group will adhere to quality-first and innovation-driven principles, enhancing core competitiveness through refined operations and digital transformation to adapt to an industry ecosystem reshaped by intelligence and digitalization and diversified consumption scenarios - The catering industry faces a trend of "slowing revenue growth, declining profits, and intensified competition," with rising operating costs and increased market competition continuously testing operational capabilities[30](index=30&type=chunk) - The deep application of intelligence and digitalization is reshaping the industry ecosystem, bringing innovative upgrades from supply chain management to terminal service experience, while diversified consumption scenarios offer broader market space[30](index=30&type=chunk) - Xiabuxiabu will adhere to quality-first and innovation-driven principles, continuously enhancing core competitiveness through refined operations and digital transformation[30](index=30&type=chunk) Financial Performance The Group's financial performance in the first half of 2025 shows that despite an overall revenue decrease of 18.9%, pre-tax loss and loss for the period significantly narrowed due to strict cost control and efficiency improvements, with various expenses seeing notable reductions, while the Group maintains robust liquidity, actively invests in financial products to maximize returns on unutilized funds, and is undertaking a significant acquisition to achieve full ownership of a non-wholly owned subsidiary [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=15&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E6%90%8D%E7%9B%8A%E5%8F%8A%E5%85%B6%E4%BB%96%E5%85%A8%E9%9D%A2%E6%94%B6%E5%85%A5%E8%A1%A8) For the six months ended June 30, 2025, the Group's revenue decreased by **18.9%** year-on-year, but through cost optimization, raw materials and consumables, employee costs, property rentals, depreciation and amortization, and other expenses all saw significant reductions, leading to a substantial **71.6%** decrease in pre-tax loss and a **70.5%** decrease in loss for the period [Summary of Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=15&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E6%90%8D%E7%9B%8A%E5%8F%8A%E5%85%B6%E4%BB%96%E5%85%A8%E9%9D%A2%E6%94%B6%E5%85%A5%E8%A1%A8) | Indicator | 2025 (RMB thousands) | 2025 (%) | 2024 (RMB thousands) | 2024 (%) | YoY Change (%) | | :--- | :--- | :--- | :--- | :--- | :--- | | Revenue | 1,942,383 | 100.0 | 2,394,528 | 100.0 | (18.9) | | Other Income | 19,822 | 1.0 | 21,266 | 0.9 | (6.8) | | Raw Materials and Consumables Used | (641,386) | (33.0) | (827,496) | (34.6) | (22.5) | | Employee Costs | (666,466) | (34.3) | (814,137) | (34.0) | (18.1) | | Property Rentals and Related Expenses | (120,190) | (6.2) | (159,655) | (6.7) | (24.7) | | Utility Expenses | (75,399) | (3.9) | (90,066) | (3.8) | (16.3) | | Depreciation and Amortization | (317,713) | (16.4) | (399,790) | (16.7) | (20.5) | | Other Expenses | (160,832) | (8.3) | (185,428) | (7.7) | (13.3) | | Other Gains and Losses | (29,543) | (1.5) | (161,648) | (6.8) | (81.7) | | Finance Costs | (26,397) | (1.4) | (44,574) | (1.9) | (40.8) | | Loss Before Tax | (75,721) | (3.9) | (267,000) | (11.2) | (71.6) | | Income Tax Expense | (5,107) | (0.3) | (6,666) | (0.3) | (23.4) | | Loss for the Period | (80,828) | (4.2) | (273,666) | (11.4) | (70.5) | | Total Comprehensive Expense for the Period | (80,828) | (4.2) | (273,666) | (11.4) | (70.5) | - Loss for the period attributable to owners of the Company significantly narrowed to **RMB 84,079 thousand** from **RMB 272,820 thousand** in the same period last year[59](index=59&type=chunk) - Basic and diluted loss per share significantly improved to **RMB (8.01) cents** from **RMB (26.22) cents** in the same period last year[59](index=59&type=chunk) [Revenue](index=16&type=section&id=%E6%94%B6%E5%85%A5) The Group's total revenue for the first half of 2025 was **RMB 1,942.4 million**, a year-on-year decrease of **18.9%**, primarily due to fewer restaurants and consumer downgrading, with both Xiabuxiabu and Coucou business revenues declining, but seasoning product sales maintaining stable growth [Revenue by Brand](index=16&type=section&id=%E6%94%B6%E5%85%A5) | Business | H1 2025 (RMB millions) | H1 2024 (RMB millions) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Total Revenue | 1,942.4 | 2,394.5 | -18.9% | | Xiabuxiabu Business | 1,135.3 | 1,313.1 | -13.5% | | Coucou Business | 745.2 | 1,004.5 | -25.8% | | Seasoning Product Business | 47.2 | 45.0 | +4.8% | [Other Income](index=16&type=section&id=%E5%85%B6%E4%BB%96%E6%94%B6%E5%85%A5) The Group's other income decreased by **6.8%** year-on-year to **RMB 19.8 million**, primarily due to a reduction in interest income [Other Income Change](index=16&type=section&id=%E5%85%B6%E4%BB%96%E6%94%B6%E5%85%A5) | Indicator | H1 2025 (RMB millions) | H1 2024 (RMB millions) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Other Income | 19.8 | 21.3 | -6.8% | - The decrease in other income was mainly due to a reduction in interest income[34](index=34&type=chunk) [Raw Materials and Consumables](index=16&type=section&id=%E5%8E%9F%E6%9D%90%E6%96%99%E5%8F%8A%E8%80%97%E6%9D%90) Raw materials and consumables costs decreased by **22.5%** year-on-year to **RMB 641.4 million**, primarily benefiting from a net reduction in restaurant count, updated supplier base, online price comparison procedures, and improved procurement efficiency [Raw Materials and Consumables Cost Change](index=16&type=section&id=%E5%8E%9F%E6%9D%90%E6%96%99%E5%8F%8A%E8%80%97%E6%9D%90) | Indicator | H1 2025 (RMB millions) | H1 2024 (RMB millions) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Raw Materials and Consumables Cost | 641.4 | 827.5 | -22.5% | - The cost reduction was mainly due to: (i) a net decrease of **135 restaurants**; (ii) continuous maintenance and updating of the long-term strategic supplier base, increasing the number of suppliers; (iii) implementing online price comparison procedures to quickly and accurately select low-cost, high-quality suppliers from multiple dimensions, improving procurement efficiency and reducing unit purchase prices[35](index=35&type=chunk) [Employee Costs](index=16&type=section&id=%E5%83%B1%E5%93%A1%E6%88%90%E6%9C%AC) Employee costs decreased by **18.1%** year-on-year to **RMB 666.5 million**, primarily due to a reduction in employee numbers resulting from optimized restaurant layouts and the closure of inefficient restaurants, with the proportion of total employee costs to revenue remaining stable [Employee Cost Change](index=16&type=section&id=%E5%83%B1%E5%93%A1%E6%88%90%E6%9C%AC) | Indicator | H1 2025 (RMB millions) | H1 2024 (RMB millions) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Employee Costs | 666.5 | 814.1 | -18.1% | | Number of Employees | 17,930 | 24,606 | -27.1% | | Employee Costs as % of Revenue | 34.3% | 34.0% | +0.3%p | - The decrease in employee costs was mainly due to the company optimizing its restaurant layout structure and closing inefficient restaurants, resulting in a net reduction of **135 restaurants** in employee numbers[36](index=36&type=chunk) [Property Rentals and Related Expenses](index=16&type=section&id=%E7%89%A9%E6%A5%AD%E7%A7%9F%E9%87%91%E5%8F%8A%E7%9B%B8%E9%97%9C%E9%96%8B%E6%94%AF) Property rentals and related expenses decreased by **24.7%** year-on-year to **RMB 120.2 million**, primarily due to the closure of some inefficient restaurants, with this expense as a percentage of revenue also falling from **6.7% to 6.2%** [Property Rentals and Related Expenses Change](index=16&type=section&id=%E7%89%A9%E6%A5%AD%E7%A7%9F%E9%87%91%E5%8F%8A%E7%9B%B8%E9%97%9C%E9%96%8B%E6%94%AF) | Indicator | H1 2025 (RMB millions) | H1 2024 (RMB millions) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Property Rentals and Related Expenses | 120.2 | 159.7 | -24.7% | | As % of Revenue | 6.2% | 6.7% | -0.5%p | - The reduction in expenses was mainly due to the closure of some inefficient restaurants in 2025, leading to a decrease in total rental costs[37](index=37&type=chunk) [Utility Expenses](index=17&type=section&id=%E5%85%AC%E7%94%A8%E4%BA%8B%E6%A5%AD%E8%B2%BB%E7%94%A8) Utility expenses decreased by **16.3%** year-on-year to **RMB 75.4 million**, primarily due to a reduction in restaurant count; despite the total expense decrease, its percentage of revenue slightly increased [Utility Expenses Change](index=17&type=section&id=%E5%85%AC%E7%94%A8%E4%BA%8B%E6%A5%AD%E8%B2%BB%E7%94%A8) | Indicator | H1 2025 (RMB millions) | H1 2024 (RMB millions) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Utility Expenses | 75.4 | 90.1 | -16.3% | | As % of Revenue | 3.9% | 3.8% | +0.1%p | - The decrease in expenses was mainly due to a reduction of **135 restaurants** in the first half compared to the same period last year[38](index=38&type=chunk) [Depreciation and Amortization](index=17&type=section&id=%E6%8A%98%E8%88%8A%E5%8F%8A%E6%攤%E9%8A%B7) Depreciation and amortization expenses decreased by **20.5%** year-on-year to **RMB 317.7 million**, primarily due to a reduction in restaurant count and increased efforts in asset reuse, with this expense as a percentage of revenue slightly decreasing [Depreciation and Amortization Change](index=17&type=section&id=%E6%8A%98%E8%88%8A%E5%8F%8A%E6%攤%E9%8A%B7) | Indicator | H1 2025 (RMB millions) | H1 2024 (RMB millions) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Depreciation and Amortization | 317.7 | 399.8 | -20.5% | | As % of Revenue | 16.4% | 16.7% | -0.3%p | - The decrease in expenses was mainly due to a reduction of **135 restaurants** in the first half compared to the same period last year and increased efforts in asset reuse[39](index=39&type=chunk) [Other Expenses](index=17&type=section&id=%E5%85%B6%E4%BB%96%E9%96%8B%E6%94%AF) Other expenses decreased by **13.3%** year-on-year to **RMB 160.8 million**, primarily benefiting from significant reductions in logistics fees, professional service fees, and maintenance costs, reflecting the Group's effective control and management of operating costs [Other Expenses Change](index=17&type=section&id=%E5%85%B6%E4%BB%96%E9%96%8B%E6%94%AF) | Indicator | H1 2025 (RMB millions) | H1 2024 (RMB millions) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Total Other Expenses | 160.8 | 185.4 | -13.3% | | Logistics Fees | 13.3 | 18.7 | -28.9% | | Professional Service Fees | 15.6 | 21.5 | -27.3% | | Maintenance Fees | 5.3 | 7.9 | -33.1% | - Logistics fees decreased due to continuous upgrading of new logistics hubs and standardized processes, optimizing delivery route networks, and improving operational efficiency[40](index=40&type=chunk) - Amortization of professional service fees significantly decreased, and maintenance costs were effectively reduced through warranty services and insurance[40](index=40&type=chunk) [Other Gains and Losses](index=17&type=section&id=%E5%85%B6%E4%BB%96%E6%94%B6%E7%9B%8A%E5%8F%8A%E8%99%A7%E6%90%8D) Other net losses significantly decreased by **81.7%** to **RMB 29.5 million**, primarily due to a substantial **64.1%** year-on-year reduction in asset impairment losses recognized for closed and continuously loss-making restaurants [Other Gains and Losses Change](index=17&type=section&id=%E5%85%B6%E4%BB%96%E6%94%B6%E7%9B%8A%E5%8F%8A%E8%99%A7%E6%90%8D) | Indicator | H1 2025 (RMB millions) | H1 2024 (RMB millions) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Other Net Losses | (29.5) | (161.6) | -81.7% | | Asset Impairment Losses Recognized | 73.0 | 203.0 | -64.1% | - The significant reduction in losses was mainly due to the Group optimizing its restaurant layout structure, leading to a substantial decrease in impairment losses recognized for restaurants expected to be closed or continuously loss-making[41](index=41&type=chunk) [Finance Costs](index=18&type=section&id=%E8%B2%A1%E5%8B%99%E6%88%90%E6%9C%AC) Finance costs decreased by **40.8%** year-on-year to **RMB 26.4 million**, primarily due to a reduction in interest on lease liabilities [Finance Costs Change](index=18&type=section&id=%E8%B2%A1%E5%8B%99%E6%88%90%E6%9C%AC) | Indicator | H1 2025 (RMB millions) | H1 2024 (RMB millions) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Finance Costs | 26.4 | 44.6 | -40.8% | | Interest on Lease Liabilities | 22.3 | 35.9 | -37.9% | [Income Tax Expense](index=18&type=section&id=%E6%89%80%E5%BE%97%E7%A8%85%E9%96%8B%E6%94%AF) Income tax expense decreased by **23.4%** year-on-year to **RMB 5.1 million**, primarily due to profitability in some subsidiaries and a net decrease in deferred tax assets [Income Tax Expense Change](index=18&type=section&id=%E6%89%80%E5%BE%97%E7%A8%85%E9%96%8B%E6%94%AF) | Indicator | H1 2025 (RMB millions) | H1 2024 (RMB millions) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Income Tax Expense | 5.1 | 6.7 | -23.4% | - The decrease in income tax expense was due to (i) profitability in some subsidiaries; and (ii) a net decrease of **RMB 0.7 million** in deferred tax assets of some subsidiaries as of June 30, 2025, compared to the same period in 2024[43](index=43&type=chunk) [Liquidity and Capital Resources](index=18&type=section&id=%E6%B5%81%E5%8B%95%E8%B3%87%E9%87%91%E5%8F%8A%E8%B3%87%E6%9C%AC%E4%BE%86%E6%BA%90) The Group primarily funds its operations with cash generated from operations and plans to finance its expansion and business operations through organic and sustainable development, as well as bank financing - The Group primarily funds its operations with cash generated from operations[44](index=44&type=chunk) - The Group intends to fund its expansion and business operations through organic and sustainable development and bank financing[44](index=44&type=chunk) [Bank Balances and Cash](index=18&type=section&id=%E9%8A%80%E8%A1%8C%E7%B5%90%E9%A4%98%E5%8F%8A%E7%8F%BE%E9%87%91) As of June 30, 2025, the Group's cash and cash equivalents were **RMB 313.2 million**, a decrease from the end of 2024, primarily denominated in RMB, and holding financial assets balance of **RMB 551.0 million** [Bank Balances and Cash](index=18&type=section&id=%E9%8A%80%E8%A1%8C%E7%B5%90%E9%A4%98%E5%8F%8A%E7%8F%BE%E9%87%91) | Indicator | June 30, 2025 (RMB millions) | December 31, 2024 (RMB millions) | | :--- | :--- | :--- | | Cash and Cash Equivalents | 313.2 | 362.7 | | Financial Assets Balance | 551.0 | - | - Cash and cash equivalents are primarily denominated in **RMB (95.0%)**, **HKD (3.0%)**, **USD (0.2%)**, **SGD (1.2%)**, and **NTD (0.5%)**[45](index=45&type=chunk) [Financial Assets at Fair Value Through Profit or Loss](index=19&type=section&id=%E9%80%8F%E9%81%8E%E6%90%8D%E7%9B%8A%E6%8C%89%E5%85%AC%E5%B9%B3%E5%80%BC%E8%A8%88%E9%87%8F%E7%9A%84%E9%87%91%E8%9E%8D%E8%B3%87%E7%94%A2) As of June 30, 2025, the Group held **RMB 551.0 million** in financial products, primarily non-principal protected investments issued by banks and investment fund companies with no predetermined or guaranteed returns, and expected annual yields ranging from **2.0% to 4.8%**, with these investments for treasury management to maximize returns on unutilized funds and comply with internal risk management policies [Financial Assets at Fair Value Through Profit or Loss](index=19&type=section&id=%E9%80%8F%E9%81%8E%E6%90%8D%E7%9B%8A%E6%8C%89%E5%85%AC%E5%B9%B3%E5%80%BC%E8%A8%88%E9%87%8F%E7%9A%84%E9%87%91%E8%9E%8D%E8%B3%87%E7%94%A2) | Indicator | June 30, 2025 (RMB millions) | December 31, 2024 (RMB millions) | | :--- | :--- | :--- | | Total Financial Products | 551.0 | 587.0 | | Current Portion | 418.0 | 454.2 | | Non-current Portion | 133.0 | 132.8 | | Expected Annual Yield | 2.0%-4.8% | - | - Financial products are investments with no predetermined or guaranteed returns and are not principal protected, aimed at treasury management to maximize returns on unutilized funds, considering risk levels, investment returns, liquidity, and maturity periods[47](index=47&type=chunk) - The Directors believe that the Group bears relatively low risk for these financial products, and the terms and conditions of each subscription are fair and reasonable, aligning with the overall interests of the Company and its shareholders[47](index=47&type=chunk) [Borrowings](index=20&type=section&id=%E5%82%B5%E5%8B%99) As of June 30, 2025, the Group's short-term borrowings were **RMB 365.5 million**, a year-on-year decrease of **3.9%**, bearing fixed interest rates from **1.1% to 2.9%**, and expected to mature within one year [Short-term Borrowings Change](index=20&type=section&id=%E5%82%B5%E5%8B%99) | Indicator | June 30, 2025 (RMB millions) | December 31, 2024 (RMB millions) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Short-term Borrowings | 365.5 | 380.4 | -3.9% | | Fixed Annual Interest Rate | 1.1%-2.9% | 0.46%-3.65% | - | [Gearing Ratio](index=20&type=section&id=%E6%A7%93%E6%A1%BF%E6%AF%94%E7%8E%87) As of June 30, 2025, the Group's gearing ratio was **47.8%** [Gearing Ratio](index=20&type=section&id=%E6%A7%93%E6%A1%BF%E6%AF%94%E7%8E%87) | Indicator | June 30, 2025 | | :--- | :--- | | Gearing Ratio | 47.8% | [Capital Expenditure](index=20&type=section&id=%E8%B3%87%E6%9C%AC%E9%96%8B%E6%94%AF) During the reporting period, the Group's capital expenditure was **RMB 44.6 million**, a significant year-on-year decrease of **68.4%**, primarily for opening new restaurants and renovating existing stores; **32 new restaurants** were opened in the first half [Capital Expenditure Change](index=20&type=section&id=%E8%B3%87%E6%9C%AC%E9%96%8B%E6%94%AF) | Indicator | H1 2025 (RMB millions) | H1 2024 (RMB millions) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Capital Expenditure | 44.6 | 140.9 | -68.4% | | Number of New Restaurants Opened | 32 | - | - | [Pledge of Assets](index=20&type=section&id=%E8%B3%87%E7%94%A2%E6%8A%B5%E6%8A%BC) As of June 30, 2025, the Group pledged **RMB 57.5 million** in bank deposits as collateral for short-term borrowings - As of June 30, 2025, the Group pledged bank deposits of **RMB 57.5 million** as collateral for short-term borrowings[52](index=52&type=chunk) [Contingent Liabilities and Guarantees](index=20&type=section&id=%E6%88%96%E7%84%B6%E8%B2%A0%E5%82%B5%E5%8F%8A%E6%93%94%E4%BF%9D) As of June 30, 2025, the Group had no unrecorded significant contingent liabilities, guarantees, or lawsuits against it - As of June 30, 2025, the Group had no unrecorded significant contingent liabilities, guarantees, or lawsuits against it[53](index=53&type=chunk) [Major Investments Held, Major Acquisitions, and Future Plans for Major Investments](index=20&type=section&id=%E6%89%80%E6%8C%81%E9%87%8D%E5%A4%A7%E6%8A%95%E8%B3%87%E3%80%81%E9%87%8D%E5%A4%A7%E6%94%B6%E8%B3%BC%E5%8F%8A%E9%87%8D%E5%A4%A7%E6%8A%95%E8%B3%87%E7%9A%84%E6%9C%AA%E4%BE%86%E8%A8%88%E5%8A%83) During the reporting period, the Group did not undertake any other major investments, acquisitions, or disposals, except for the acquisition of a **40% equity interest** in Xiabuxiabu (China) Food Holdings Co., Ltd., which will make the company a wholly-owned subsidiary and constitutes a discloseable and connected transaction requiring shareholder approval - The Group held no major investments and had no specific future plans for any major investments or acquisitions of major capital assets or other businesses, but will continue to identify new business development opportunities[54](index=54&type=chunk) - The Company entered into an agreement with Mr. He Guangqi, the controlling shareholder, to acquire a **40% equity interest** in Xiabuxiabu (China) Food Holdings Co., Ltd. for **RMB 89 million**, making it a wholly-owned subsidiary[55](index=55&type=chunk) - This acquisition constitutes a discloseable and connected transaction, subject to reporting, annual review, announcement, circular, and independent shareholder approval requirements, with an extraordinary general meeting scheduled for **September 12, 2025**, for approval[55](index=55&type=chunk)[56](index=56&type=chunk) [Employees and Remuneration Policy](index=21&type=section&id=%E5%83%B1%E5%93%A1%E5%8F%8A%E8%96%AA%E9%85%AC%E6%94%BF%E7%AD%96) As of June 30, 2025, the Group had **17,930 employees**, a decrease of approximately **27%** from the end of 2024, offering competitive remuneration and benefits, training programs, and discretionary performance bonuses to control employee turnover, with total employee costs decreasing by **18.1%** and accounting for approximately **34.3%** of total revenue [Employee Count and Costs](index=21&type=section&id=%E5%83%B1%E5%93%A1%E5%8F%8A%E8%96%AA%E9%85%AC%E6%94%BF%E7%AD%96) | Indicator | June 30, 2025 | December 31, 2024 | YoY Change (%) | | :--- | :--- | :--- | :--- | | Total Employees | 17,930 | 24,606 | -27.1% | | Total Employee Costs (RMB millions) | 666.5 | 814.1 | -18.1% | | Employee Costs as % of Total Revenue | 34.3% | - | - | - The Group provides competitive remuneration and other benefits to its restaurant employees, offers training programs based on career development needs, and grants discretionary performance bonuses for achieving specific performance targets[57](index=57&type=chunk) [Condensed Consolidated Statement of Financial Position](index=23&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E7%8B%80%E6%B3%81%E8%A1%A8) As of June 30, 2025, the Group's total assets and total liabilities both decreased, and net current liabilities narrowed, with property, plant and equipment and right-of-use assets within non-current assets decreasing, while inventory and financial assets at fair value through profit or loss within current assets also decreased, and total equity declined [Summary of Condensed Consolidated Statement of Financial Position](index=23&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E7%8B%80%E6%B3%81%E8%A1%A8) | Indicator | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | **Non-current Assets** | | | | Property, Plant and Equipment | 442,264 | 556,283 | | Right-of-use Assets | 748,515 | 879,313 | | Financial Assets at Fair Value Through Profit or Loss | 132,977 | 132,766 | | **Current Assets** | | | | Inventories | 216,262 | 289,220 | | Trade and Other Receivables and Prepayments | 353,430 | 314,518 | | Financial Assets at Fair Value Through Profit or Loss | 417,984 | 454,194 | | Bank Balances and Cash | 313,177 | 362,695 | | **Current Liabilities** | | | | Trade Payables | 183,507 | 235,850 | | Accruals and Other Payables | 407,000 | 486,152 | | Lease Liabilities | 224,650 | 292,355 | | Borrowings | 365,527 | 380,406 | | Contract Liabilities | 391,689 | 428,019 | | **Net Current Liabilities** | (151,197) | (303,941) | | **Total Assets Less Current Liabilities** | 1,422,875 | 1,522,851 | | **Non-current Liabilities** | | | | Lease Liabilities | 599,943 | 618,717 | | **Net Assets** | 765,497 | 844,890 | | **Total Equity** | 765,497 | 844,890 | - The Group's current liabilities exceeded its current assets by approximately **RMB 151,197 thousand**, but the Directors expect sufficient resources to continue operations[65](index=65&type=chunk) [Condensed Consolidated Statement of Changes in Equity](index=25&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E6%AC%8A%E7%9B%8A%E8%AE%8A%E5%8B%95%E8%A1%A8) For the six months ended June 30, 2025, equity attributable to owners of the Company decreased from **RMB 774,087 thousand** at the beginning of the year to **RMB 691,443 thousand**, primarily due to a loss for the period of **RMB 84,079 thousand**, partially offset by the recognition of equity-settled share-based payments [Summary of Condensed Consolidated Statement of Changes in Equity](index=25&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E6%AC%8A%E7%9B%8A%E8%AE%8A%E5%8B%95%E8%A1%A8) | Indicator | Balance at Jan 1, 2025 (RMB thousands) | Loss for the Period (RMB thousands) | Equity-settled Share-based Payments Recognized (RMB thousands) | Exercise of Restricted Share Unit Scheme (RMB thousands) | Balance at June 30, 2025 (RMB thousands) | | :--- | :--- | :--- | :--- | :--- | :--- | | Equity Attributable to Owners of the Company | 774,087 | (84,079) | 1,435 | - | 691,443 | | Non-controlling Interests | 70,803 | 3,251 | - | - | 74,054 | | Total | 844,890 | (80,828) | 1,435 | - | 765,497 | [Condensed Consolidated Statement of Cash Flows](index=26&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E7%8F%BE%E9%87%91%E6%B5%81%E9%87%8F%E8%A1%A8) For the six months ended June 30, 2025, net cash generated from operating activities was **RMB 195.5 million**, net cash outflow from investing activities was **RMB 18.2 million**, and net cash outflow from financing activities was **RMB 227.8 million**, resulting in a net decrease in cash and cash equivalents of **RMB 50.6 million** [Summary of Condensed Consolidated Statement of Cash Flows](index=26&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E7%8F%BE%E9%87%91%E6%B5%81%E9%87%8F%E8%A1%A8) | Indicator | H1 2025 (RMB thousands) | H1 2024 (RMB thousands) | | :--- | :--- | :--- | | Net Cash Generated from Operating Activities | 195,495 | 371,657 | | Net Cash (Used in) Generated from Investing Activities | (18,243) | 15,667 | | Net Cash Used in Financing Activities | (227,803) | (206,505) | | Net (Decrease) Increase in Cash and Cash Equivalents | (50,551) | 180,819 | | Cash and Cash Equivalents at End of Period | 313,177 | 310,032 | - Net cash outflow from investing activities was primarily due to the purchase of financial assets at fair value through profit or loss (**RMB 1,206,009 thousand**) and the purchase of property, plant and equipment (**RMB 44,575 thousand**), partially offset by proceeds from the disposal of financial assets (**RMB 1,249,728 thousand**)[63](index=63&type=chunk) - Net cash outflow from financing activities was primarily due to repayment of borrowings (**RMB 349,468 thousand**) and lease liabilities (**RMB 209,643 thousand**), partially offset by new bank borrowings (**RMB 334,589 thousand**)[63](index=63&type=chunk) [Notes to the Condensed Consolidated Financial Statements](index=27&type=section&id=%E7%B0%A1%E6%98%8E%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E5%A0%B1%E8%A1%A8%E9%99%84%E8%A8%BB) This section details the basis of preparation, significant accounting policies, composition and changes in various income and expense items, and key items in the statement of financial position and cash flow statement for the condensed consolidated financial statements, specifically covering operating segments, fair value measurement of financial instruments, equity-settled share-based payment transactions, and significant post-reporting period acquisitions [1. General Information and Basis of Preparation](index=27&type=section&id=1.%20%E4%B8%80%E8%88%AC%E8%B3%87%E6%96%99%E5%8F%8A%E7%B7%A8%E8%A3%BD%E5%9F%BA%E6%BA%96) The Company, incorporated in the Cayman Islands, primarily operates Chinese hotpot restaurants in China, with its condensed consolidated financial statements presented in RMB and prepared in accordance with IAS 34 and the HKEX Listing Rules, and despite net current liabilities, the Directors expect the Group to have sufficient resources for continued operations - The Company primarily operates Chinese hotpot restaurants in China, with Mr. He Guangqi as the ultimate controlling party[64](index=64&type=chunk) - The condensed consolidated financial statements are presented in **RMB** and prepared in accordance with **IAS 34** and the **HKEX Listing Rules**[65](index=65&type=chunk) - As of June 30, 2025, the Group's current liabilities exceeded its current assets by approximately **RMB 151,197 thousand**, but the Directors expect the Group to have sufficient resources to continue operations[65](index=65&type=chunk) [2. Significant Accounting Policies](index=27&type=section&id=2.%20%E4%B8%BB%E8%A6%81%E6%9C%83%E8%A8%88%E6%94%BF%E7%AD%96) The condensed consolidated financial statements are prepared on a historical cost basis, except for financial instruments measured at fair value, with revisions to IFRS first applied in this interim period but without significant impact on financial position and performance - The condensed consolidated financial statements are prepared on a historical cost basis, except for financial instruments measured at fair value[66](index=66&type=chunk) - Revisions to IFRS (Amendments to IAS 21 Lack of Exchangeability) were first applied in this interim period but did not have a significant impact on the Group's financial position and performance for current and prior periods[67](index=67&type=chunk) [3. Revenue](index=28&type=section&id=3.%20%E6%94%B6%E5%85%A5) The Group's revenue primarily derives from restaurant operations (Xiabuxiabu and Coucou), sales of seasoning products, and other merchandise, with mainland China contributing the vast majority of revenue [Revenue by Type of Goods or Services and Geographical Market (H1 2025)](index=28&type=section&id=3.%20%E6%94%B6%E5%85%A5) | Type/Region | Xiabuxiabu (RMB thousands) | Coucou (RMB thousands) | Other (RMB thousands) | Total (RMB thousands) | | :--- | :--- | :--- | :--- | :--- | | **Type of Goods or Services** | | | | | | Restaurant Operations | 1,132,151 | 745,141 | – | 1,877,292 | | Sales of Seasoning Products | – | – | 47,159 | 47,159 | | Sales of Other Merchandise | 3,148 | 19 | 14,765 | 17,932 | | **Total** | 1,135,299 | 745,160 | 61,924 | 1,942,383 | | **Geographical Market** | | | | | | Mainland China | 1,123,234 | 584,448 | 61,924 | 1,769,606 | | Outside Mainland China | 12,065 | 160,712 | – | 172,777 | | **Total** | 1,135,299 | 745,160 | 61,924 | 1,942,383 | [4. Operating Segments](index=29&type=section&id=4.%20%E7%B6%93%E7%87%9F%E5%88%86%E9%83%A8) The Group's operating segments include Xiabuxiabu, Coucou, and other businesses (primarily seasoning products and supply chain circulation companies), with the Xiabuxiabu segment profitable and the Coucou segment recording a loss in the first half of 2025, and assets and liabilities mainly concentrated in these two reportable segments - The Group's reportable segments are **Xiabuxiabu** and **Coucou**, with other operating segments including seasoning products and other merchandise, and a recently established supply chain circulation company[70](index=70&type=chunk)[71](index=71&type=chunk) [Operating Segment Revenue and Performance Analysis (H1 2025)](index=29&type=section&id=4.%20%E7%B6%93%E7%87%9F%E5%88%86%E9%83%A8) | Indicator | Xiabuxiabu (RMB thousands) | Coucou (RMB thousands) | Other (RMB thousands) | Consolidated (RMB thousands) | | :--- | :--- | :--- | :--- | :--- | | External Sales | 1,135,299 | 745,160 | 61,924 | 1,942,383 | | Segment Results | 55,603 | (54,588) | 5,406 | 6,421 | | Loss Before Tax | | | | (75,721) | [Operating Segment Assets and Liabilities Analysis (June 30, 2025)](index=32&type=section&id=4.%20%E7%B6%93%E7%87%9F%E5%88%86%E9%83%A8) | Indicator | Xiabuxiabu (RMB thousands) | Coucou (RMB thousands) | Other Operating Segments (RMB thousands) | Consolidated (RMB thousands) | | :--- | :--- | :--- | :--- | :--- | | Total Assets | 2,146,139 | 581,997 | 166,625 | 2,996,158 | | Total Liabilities | 1,436,350 | 357,576 | 436,735 | 2,230,661 | [5. Other Income](index=33&type=section&id=5.%20%E5%85%B6%E4%BB%96%E6%94%B6%E5%85%A5) The Group's other income primarily includes interest income, government grants, delivery service income from takeaway orders, consumable income, and other miscellaneous income, totaling **RMB 19.8 million** in the first half of 2025, a decrease from the same period last year [Composition of Other Income (H1 2025)](index=33&type=section&id=5.%20%E5%85%B6%E4%BB%96%E6%94%B6%E5%85%A5) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Interest Income | 5,085 | 8,314 | | Government Grants | 7,528 | 4,151 | | Delivery Service Income from Takeaway Orders | 847 | 617 | | Consumable Income | 1,755 | 2,786 | | Other | 4,607 | 5,398 | | Total | 19,822 | 21,266 | [6. Other Expenses](index=33&type=section&id=6.%20%E5%85%B6%E4%BB%96%E9%96%8B%E6%94%AF) The Group's other expenses primarily include delivery service fees, marketing expenses, professional service fees, royalty fees, logistics expenses, etc., totaling **RMB 160.8 million** in the first half of 2025, a decrease from the same period last year [Composition of Other Expenses (H1 2025)](index=33&type=section&id=6.%20%E5%85%B6%E4%BB%96%E9%96%8B%E6%94%AF) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Delivery Service Fees | 34,775 | 33,756 | | Marketing Expenses | 30,251 | 29,492 | | Professional Service Fees | 15,605 | 21,466 | | Royalty Fees | 19,971 | 24,053 | | Logistics Expenses | 13,320 | 18,738 | | Travel and Communication Expenses | 10,796 | 14,108 | | Office and Administrative Expenses | 16,240 | 16,973 | | Maintenance Fees | 5,302 | 7,925 | | Other | 14,572 | 18,917 | | Total | 160,832 | 185,428 | [7. Other Gains and Losses](index=34&type=section&id=7.%20%E5%85%B6%E4%BB%96%E6%94%B6%E7%9B%8A%E5%8F%8A%E8%99%A7%E6%90%8D) The Group's other net losses for the first half of 2025 were **RMB 29.5 million**, a significant **81.7%** decrease from the same period last year, primarily due to a substantial reduction in impairment losses for property, plant and equipment and right-of-use assets, and an increase in reversal of impairment losses for other receivables [Composition of Other Gains and Losses (H1 2025)](index=34&type=section&id=7.%20%E5%85%B6%E4%BB%96%E6%94%B6%E7%9B%8A%E5%8F%8A%E8%99%A7%E6%90%8D) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Net Loss on Disposal of Property, Plant and Equipment | (865) | (452) | | Gain on Lease Termination | 4,986 | 5,334 | | Gain on Remeasurement of Lease Liabilities | 6,520 | 24,373 | | Net Exchange Gain | 6,472 | 392 | | Loss on Closure of Restaurants | (924) | (7,308) | | Reversal of Impairment Loss on Other Receivables | 13,916 | 1,775 | | Impairment Loss on Rental Deposits | (2,402) | (21,223) | | Impairment Loss on Property, Plant and Equipment | (30,673) | (110,717) | | Impairment Loss on Right-of-use Assets | (39,916) | (71,095) | | Fair Value Change Gain on Financial Assets at Fair Value Through Profit or Loss | 13,452 | 17,299 | | Other | (109) | (26) | | Total | (29,543) | (161,648) | - The decrease in gain on remeasurement of lease liabilities was mainly due to a reduction in the remeasurement balance recognized in profit or loss after the carrying amount of right-of-use assets was adjusted to zero[79](index=79&type=chunk) [8. Finance Costs](index=34&type=section&id=8.%20%E8%B2%A1%E5%8B%99%E6%88%90%E6%9C%AC) The Group's finance costs for the first half of 2025 were **RMB 26.4 million**, a **40.8%** decrease from the same period last year, primarily due to reduced interest on lease liabilities and bank borrowings [Composition of Finance Costs (H1 2025)](index=34&type=section&id=8.%20%E8%B2%A1%E5%8B%99%E6%88%90%E6%9C%AC) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Interest on Lease Liabilities | 22,287 | 35,887 | | Interest on Bank Borrowings | 3,281 | 7,420 | | Interest on Provisions | 829 | 1,267 | | Total | 26,397 | 44,574 | [9. Loss Before Tax](index=35&type=section&id=9.%20%E7%A8%85%E5%89%8D%E8%99%A7%E6%90%8D) The Group's loss before tax for the period was calculated after deducting total depreciation and amortization, total property rentals and related expenses, and total employee costs, with these major cost items all decreasing in the first half of 2025 [Items Deducted in Loss Before Tax (H1 2025)](index=35&type=section&id=9.%20%E7%A8%85%E5%89%8D%E8%99%A7%E6%90%8D) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Total Depreciation and Amortization | 317,713 | 399,790 | | Total Property Rentals and Related Expenses | 120,190 | 159,655 | | Total Employee Costs | 666,466 | 814,137 | | Directors' Remuneration | 2,581 | 2,052 | [10. Income Tax Expense](index=35&type=section&id=10.%20%E6%89%80%E5%BE%97%E7%A8%85%E9%96%8B%E6%94%AF) The Group's income tax expense for the first half of 2025 was **RMB 5.1 million**, a **23.4%** decrease from the same period last year, with no deferred tax recognized for temporary differences related to accumulated undistributed profits of Chinese subsidiaries, and no deferred tax assets recognized for deductible temporary differences and unused tax losses [Composition of Income Tax Expense (H1 2025)](index=35&type=section&id=10.%20%E6%89%80%E5%BE%97%E7%A8%85%E9%96%8B%E6%94%AF) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Current Tax | 4,411 | 1,725 | | Deferred Tax | 696 | 4,941 | | Total | 5,107 | 6,666 | - No deferred tax was recognized for temporary differences related to accumulated undistributed profits of Chinese subsidiaries amounting to **RMB 1,198 million**, as the Group controls the timing of reversal and the differences are unlikely to reverse in the foreseeable future[84](index=84&type=chunk) - Deferred tax assets for deductible temporary differences of **RMB 733,331 thousand** and unused tax losses of **RMB 1,022,447 thousand** were not recognized, as it is not probable that taxable profits will be available against which the deductible temporary differences and unused tax losses can be utilized[84](index=84&type=chunk)[85](index=85&type=chunk) [11. Dividends](index=36&type=section&id=11.%20%E8%82%A1%E6%81%AF) The Board of Directors resolved not to declare any interim dividend for the six months ended June 30, 2025 - The Board of Directors resolved not to declare any interim dividend for the six months ended June 30, 2025[86](index=86&type=chunk) [12. Loss Per Share](index=36&type=section&id=12.%20%E6%AF%8F%E8%82%A1%E8%99%A7%E6%90%8D) For the six months ended June 30, 2025, the loss for the period attributable to owners of the Company was **RMB 84,079 thousand**, with both basic and diluted loss per share at **RMB (8.01) cents**, and the exercise of share options and restricted shares was not assumed in calculating diluted loss per share, as it would result in a decrease in loss per share [Loss Per Share Calculation](index=36&type=section&id=12.%20%E6%AF%8F%E8%82%A1%E8%99%A7%E6%90%8D) | Indicator | H1 2025 (RMB thousands) | H1 2024 (RMB thousands) | | :--- | :--- | :--- | | Loss for the Period Attributable to Owners of the Company | (84,079) | (272,820) | | Weighted Average Number of Ordinary Shares for Basic Loss Per Share | 1,049,909 | 1,040,631 | | Basic Loss Per Share (RMB cents) | (8.01) | (26.22) | | Diluted Loss Per Share (RMB cents) | (8.01) | (26.22) | - The exercise of the Company's share options and restricted shares was not assumed in calculating diluted loss per share because their exercise would result in a decrease in loss per share[88](index=88&type=chunk) [13. Changes in Property, Plant and Equipment and Right-of-Use Assets](index=37&type=section&id=13.%20%E7%89%A9%E6%A5%AD%E3%80%81%E5%BB%A0%E6%88%BF%E5%8F%8A%E8%A8%AD%E5%82%99%E4%BB%A5%E5%8F%8A%E4%BD%BF%E7%94%A8%E6%AC%8A%E8%B3%87%E7%94%A2%E7%9A%84%E8%AE%8A%E5%8B%95) In the first half of 2025, additions to property, plant and equipment amounted to **RMB 31,134 thousand**, and new lease agreements resulted in the recognition of right-of-use assets of **RMB 120,656 thousand**, with the Group assessing impairment for assets of some restaurants, recognizing impairment losses of **RMB 30,673 thousand** for property, plant and equipment and **RMB 39,916 thousand** for right-of-use assets, a significant decrease from the same period last year [Changes in Property, Plant and Equipment and Right-of-Use Assets](index=37&type=section&id=13.%20%E7%89%A9%E6%A5%AD%E3%80%81%E5%BB%A0%E6%88%BF%E5%8F%8A%E8%A8%AD%E5%82%99%E4%BB%A5%E5%8F%8A%E4%BD%BF%E7%94%A8%E6%AC%8A%E8%B3%87%E7%94%A2%E7%9A%84%E8%AE%8A%E5%8B%95) | Item | H1 2025 (RMB thousands) | H1 2024 (RMB thousands) | | :--- | :--- | :--- | | Additions to Property, Plant and Equipment | 31,134 | 97,002 | | Right-of-Use Assets Recognized | 120,656 | 177,811 | | Impairment Loss on Property, Plant and Equipment | (30,673) | (110,717) | | Impairment Loss on Right-of-Use Assets | (39,916) | (71,095) | - Impairment assessments were based on cash flow forecasts from management-approved financial budgets, using pre-tax discount rates ranging from **12.14% to 14.07%** (2024: **13.46% to 14.25%**)[91](index=91&type=chunk) [14. Inventories](index=38&type=section&id=14.%20%E5%AD%98%E8%B2%A8) As of June 30, 2025, the Group's total inventories amounted to **RMB 216,262 thousand**, a decrease from the end of 2024, primarily comprising food and beverages, other materials, and consumables [Composition of Inventories](index=38&type=section&id=14.%20%E5%AD%98%E8%B2%A8) | Item | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Food and Beverages | 197,099 | 264,348 | | Other Materials | 14,240 | 17,509 | | Consumables | 4,923 | 7,363 | | Total | 216,262 | 289,220 | [15. Trade and Other Receivables and Prepayments](index=39&type=section&id=15.%20%E8%B2%A3%E6%98%93%E6%87%89%E6%94%B6%E8%B3%A6%E5%8F%8A%E5%85%B6%E4%BB%96%E6%87%89%E6%94%B6%E6%AC%BE%E9%A0%85%E4%BB%A5%E5%8F%8A%E9%A0%90%E4%BB%98%E6%AC%BE%E9%A0%85) As of June 30, 2025, the Group's total trade and other receivables and prepayments amounted to **RMB 353,430 thousand**, an increase from the end of 2024, with the average credit period for trade receivables being **1 to 30 days** [Composition of Trade and Other Receivables and Prepayments](index=39&type=section&id=15.%20%E8%B2%A3%E6%98%93%E6%87%89%E6%94%B6%E8%B3%A6%E5%8F%8A%E5%85%B6%E4%BB%96%E6%87%89%E6%94%B6%E6%AC%BE%E9%A0%85%E4%BB%A5%E5%8F%8A%E9%A0%90%E4%BB%98%E6%AC%BE%E9%A0%85) | Item | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Trade Receivables | 19,659 | 29,250 | | Prepaid Operating Expenses | 30,108 | 29,324 | | Prepayments to Suppliers | 23,972 | 1,297 | | Recoverable Input VAT | 259,677 | 237,021 | | Other Receivables | 35,505 | 47,238 | | Less: Provision for Credit Losses | (16,247) | (30,368) | | Total | 353,430 | 314,518 | - The Group grants its trade customers an average credit period of **1 to 30 days**[94](index=94&type=chunk) [Aging Analysis of Trade Receivables (June 30, 2025)](index=39&type=section&id=15.%20%E8%B2%A3%E6%98%93%E6%87%89%E6%94%B6%E8%B3%A6%E5%8F%8A%E5%85%B6%E4%BB%96%E6%87%89%E6%94%B6%E6%AC%BE%E9%A0%85%E4%BB%A5%E5%8F%8A%E9%A0%90%E4%BB%98%E6%AC%BE%E9%A0%85) | Aging | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Within 30 Days | 18,533 | 22,943 | | 31 to 90 Days | 886 | 5,784 | | 91 to 180 Days | 240 | 523 | | Total | 19,659 | 29,250 | [16. Financial Assets at Fair Value Through Profit or Loss](index=40&type=section&id=16.%20%E9%80%8F%E9%81%8E%E6%90%8D%E7%9B%8A%E6%8C%89%E5%85%AC%E5%B9%B3%E5%80%BC%E8%A8%88%E9%87%8F%E7%9A%84%E9%87%91%E8%9E%8D%E8%B3%87%E7%94%A2) As of June 30, 2025, the Group held **RMB 550,961 thousand** in financial products, primarily non-principal protected investments issued by banks and investment fund companies with no predetermined or guaranteed returns, with these financial assets having expected rates of return, and changes in their fair value are recognized in other gains and losses [Financial Assets at Fair Value Through Profit or Loss](index=40&type=section&id=16.%20%E9%80%8F%E9%81%8E%E6%90%8D%E7%9B%8A%E6%8C%89%E5%85%AC%E5%B9%B3%E5%80%BC%E8%A8%88%E9%87%8F%E7%9A%84%E9%87%91%E8%9E%8D%E8%B3%87%E7%94%A2) | Item | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Total Financial Products | 550,961 | 586,960 | | Current Portion | 417,984 | 454,194 | | Non-current Portion | 132,977 | 132,766 | - Financial products are investments with no predetermined or guaranteed returns and are not principal protected, with expected rates of return depending on the market prices of the underlying financial instruments[96](index=96&type=chunk) - Financial products classified as non-current assets have maturity dates of **July 13, 2028**, and **September 12, 2028**[96](index=96&type=chunk) [17. Trade Payables](index=40&type=section&id=17.%20%E8%B2%A3%E6%98%93%E6%87%89%E4%BB%98%E8%B3%A6%E6%AC%BE) As of June 30, 2025, the Group's total trade payables amounted to **RMB 183,507 thousand**, a decrease from the end of 2024; most payables are due within **60 days** [Aging Analysis of Trade Payables (June 30, 2025)](index=40&type=section&id=17.%20%E8%B2%A3%E6%98%93%E6%87%89%E4%BB%98%E8%B3%A6%E6%AC%BE) | Aging | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Within 60 Days | 177,511 | 227,575 | | 61 to 180 Days | 3,109 | 2,992 | | 181 Days to 1 Year | 2,887 | 5,283 | | Total | 183,507 | 235,850 | [18. Lease Liabilities](index=41&type=section&id=18.%20%E7%A7%9F%E8%B3%83%E8%B2%A0%E5%82%B5) As of June 30, 2025, the Group's total lease liabilities amounted to **RMB 824,593 thousand**, of which **RMB 224,650 thousand** will be settled within one year, and the weighted average incremental borrowing rate applied to lease liabilities ranges from **3.60% to 5.64%** [Maturity Analysis of Lease Liabilities](index=41&type=section&id=18.%20%E7%A7%9F%E8%B3%83%E8%B2%A0%E5%82%B5) | Item | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Within One Year | 224,650 | 292,355 | | Over One Year but Not More Than Two Years | 241,565 | 293,476 | | Over Two Years but Not More Than Five Years | 341,795 | 312,759 | | Over Five Years | 16,583 | 12,482 | | Total | 824,593 | 911,072 | | Under Current Liabilities | (224,650) | (292,355) | | Under Non-current Liabilities | 599,943 | 618,717 | - The weighted average incremental borrowing rate applied to lease liabilities ranges from **3.60% to 5.64%** (December 31, 2024: **3.60% to 6.16%**)[99](index=99&type=chunk) [Lease Liabilities Denominated in Non-Functional Currencies](index=41&type=section&id=18.%20%E7%A7%9F%E8%B3%83%E8%B2%A0%E5%82%B5) | Currency | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | SGD | 2,295 | 2,893 | | HKD | 82,962 | 94,683 | [19. Borrowings](index=42&type=section&id=19.%20%E5%80%9F%E6%AC%BE) As of June 30, 2025, the Group's total borrowings amounted to **RMB 365,527 thousand**, including unsecured and secured borrowings, with bank borrowings bearing fixed annual interest rates ranging from **1.10% to 2.90%**, and some borrowings collateralized by bank deposits [Composition of Borrowings](index=42&type=section&id=19.%20%E5%80%9F%E6%AC%BE) | Item | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Unsecured | 257,378 | 175,144 | | Secured | 108,149 | 205,262 | | Total | 365,527 | 380,406 | - Bank borrowings bear fixed annual interest rates ranging from **1.10% to 2.90%** (December 31, 2024: **0.46% to 3.65%**)[101](index=101&t

日期：2025 年 4 月 17 日 贺光自 (作为卖方) 及 Xiabuxiabu Catering Management (China) Holdings Co., Ltd. (呷哺呷哺餐饮管理(中国)控股有限公司) (作为买方) 有关买卖 Xiabuxiabu (China) Food Holdings Co. Ltd. (呷哺呷哺 (中国)食品控股有限公司) 40%股份的 买卖协议 1. 释义 Scanned with CamScanner | | 释义 | | | --- | --- | --- | | | 买卖目标股份 | | | | 先决条件 = | | | | 对价 | | | | 完成交易 | | | | 卖方声明及保证 | | | | 买方声明及保证 | | | | 保密及公告 | | | | 其他保证。 | 8 | | 10. | 通知 . | 8 | | 11. | 时间及并无豁免 | | | 12. | 部分无效________________________________________9 | | | 13. | 修订 | 9 | | 14. | 转让 _ | | | 15. | ...

地址為 Xiabuxiabu Catering Management (China) Holdings Co., Ltd. 呷哺呷哺餐飲管理（中國）控股有限公司 （ 於 開 曼 群 島 註 冊 成 立 的 有 限 公 司 ） （股份代號：520） 於2025年9月12日（星期五）舉行之 股東特別大會之代表委任表格 本人╱吾等 （附註1） 為本人╱吾等的受委代表，出席上述公司為考慮並酌情通過股東特別大會通告所載的決議案而謹訂於2025年9月 12日（星期五）上午十時正於香港上環皇后大道中183號新紀元廣場21樓舉行的股東特別大會及其任何續會，於大 會及其任何續會上代表本人╱吾等行事，並按下列指示 （附註4） 就決議案為本人╱吾等及以本人╱吾等名義進行投票。 | 贊成 | （附註4） 普通決議案 | （附註4） | （附註4） 反對 | | --- | --- | --- | --- | | 1. | 「動議謹此確認及批准本公司（作為買方）與賀光啓先生（作為賣方）就收 | | | | 購呷哺呷哺（中國）食品控股有限公司40%股權所訂立日期為2025年4月17 | | | | | 日的買賣協議（「該協議」）及其項下 ...

香港交易及結算所有限公司及香港聯合交易所有限公司對本通告的內容概不負責，對 其準確性或完整性亦不發表任何聲明，並明確表示，概不對因本通告全部或任何部份 內容而產生或因倚賴該等內容而引致的任何損失承擔任何責任。 Xiabuxiabu Catering Management (China) Holdings Co., Ltd. 呷哺呷哺餐飲管理（中國）控股有限公司 （ 於 開 曼 群 島 註 冊 成 立 的 有 限 公 司 ） （股份代號：520） 股東特別大會通告 承董事會命 呷哺呷哺餐飲管理（中國）控股有限公司 主席 賀光啓 香港，2025年8月27日 於本通告日期，本公司董事會包括執行董事賀光啓先生及馮煇煌先生；非執行董事陳 素英女士；以及獨立非執行董事韓炳祖先生、張詩敏女士、葛文達先生及黃正忠先生。 茲通告呷哺呷哺餐飲管理（中國）控股有限公司（「本公司」）謹訂於2025年9月12日（星期 五）上午十時正假座香港上環皇后大道中183號新紀元廣場21樓舉行股東特別大會（「股 東特別大會」），藉以考慮並酌情通過下列決議案： 普通決議案 「動議謹此確認及批准本公司（作為買方）與賀光啓先生（作為賣方）就收購呷哺呷哺 ...

此乃要件 請即處理 香港交易及結算所有限公司及香港聯合交易所有限公司對本通函之內容概不負責，對其 準確性或完整性亦不發表任何聲明，並明確表示概不就因本通函全部或任何部份內容而 產生或因倚賴該等內容而引致之任何損失承擔任何責任。 閣下如對本通函任何內容或應採取之行動有任何疑問，應諮詢 閣下之股票經紀或其他 註冊證券商、銀行經理、律師、專業會計師或其他專業顧問。 閣下如已售出或轉讓名下所有的呷哺呷哺餐飲管理（中國）控股有限公司之股份，應立即 將本通函及隨附之代表委任表格送交買主或承讓人，或經手買賣或轉讓之銀行、股票經 紀或其他代理商，以便轉交買主或承讓人。 Xiabuxiabu Catering Management (China) Holdings Co., Ltd. 呷哺呷哺餐飲管理（中國）控股有限公司 （ 於 開 曼 群 島 註 冊 成 立 的 有 限 公 司 ） （股份代號：520） 須予披露及關連交易 收購呷哺呷哺（中國）食品控股有限公司40%股權 及 股東特別大會通告 獨立董事委員會及獨立股東的獨立財務顧問 本公司謹訂於2025年9月12日（星期五）上午十時正於香港上環皇后大道中183號新紀元廣 場2 ...

Group 1 - The core viewpoint of the article highlights the competitive landscape of the Chinese hot pot industry, detailing the market structure and key players [1][11]. - The first tier of hot pot companies includes those with over 1,000 stores, such as Haidilao and Chongqing Chao Tian Men, while the second tier includes brands like Xia Bo Xia Bo and Xiao Long Kan with 500-1,000 stores [1][4]. - The hot pot industry is characterized by various regional styles, with Sichuan and Chongqing hot pot being the mainstream, while new trends like Guizhou sour soup and Yunnan sour soup are gaining popularity [3][11]. Group 2 - The 2025 Top 100 Hot Pot Enterprises list, released by the China Hotel Association, shows that Sichuan and Chongqing brands dominate, with 7 out of the top 10 companies from these regions [4][5]. - The leading companies in the hot pot industry, based on a comprehensive index that includes operational and consumer evaluation metrics, are Haidilao, Chongqing Chao Tian Men, and Xia Bo Xia Bo [5][8]. - The hot pot market is experiencing robust growth, attracting numerous entrants due to its relatively low entry barriers and stable demand, with a significant portion of consumers being price-sensitive [11][12]. Group 3 - The competitive environment of the hot pot industry can be analyzed using Porter's Five Forces model, indicating a high level of competition among existing players and significant bargaining power for consumers [12]. - The supply chain for hot pot businesses is diverse, allowing companies to lower procurement costs due to the abundance of suppliers for ingredients and seasonings [11]. - The hot pot industry maintains a strong consumer base due to its unique dining experience and flavor profiles, which are difficult to replace with other dining options [11].

Core Insights - The self-service hot pot market is experiencing a resurgence with major players like Haidilao and Yang Guofu entering the space, offering higher price points around 59.9 yuan compared to the previous average of 20-30 yuan [1][4][5] - The market currently has approximately 51,000 hot pot outlets, with many being operated by individual entrepreneurs, indicating low entry barriers but high competition [5][10] - The self-service hot pot segment is growing due to consumer demand for affordable dining options, with the overall hot pot market projected to reach 617.5 billion yuan by 2024, growing at 5.6% [5][16] Industry Dynamics - Major brands are not engaging in price wars but are focusing on quality and brand reputation to capture market share [4][11] - The self-service hot pot model has become popular among younger entrepreneurs, often leading to unsustainable competition and price cuts [5][10] - The market is witnessing a shift where higher-priced dining options are declining, while affordable self-service hot pot options are on the rise [5][10] Consumer Behavior - Consumers are increasingly drawn to self-service hot pots for their perceived value and the ability to customize their dining experience [4][5] - There is a growing concern among consumers regarding food quality and hygiene, particularly in self-service settings [12][15] - The trend of dining out is being challenged by the rise of food delivery services, impacting foot traffic in hot pot restaurants [17] Competitive Landscape - The competitive environment is intensifying, with many small hot pot outlets struggling to maintain profitability amid aggressive pricing strategies [10][11] - Successful players in the market are those who can balance quality and price, avoiding the pitfalls of solely competing on cost [11][12] - The future of the hot pot market may see a consolidation of brands, with a focus on unique offerings and supply chain efficiencies [12][16]

Core Viewpoint - Company is expected to report a revenue of approximately 1.9 billion yuan for the first half of 2025, representing a year-on-year decrease of about 18.9% [2] - The net loss for the first half of 2025 is projected to be between 80 million to 100 million yuan, significantly narrowing compared to a net loss of 274 million yuan in the same period last year, indicating a reduction of 63.2% to 70.5% [2][3] Financial Performance - Cumulative losses from 2021 to the first half of 2025 have exceeded 1.3 billion yuan, with annual losses of 293 million yuan, 353 million yuan, 199 million yuan, and 400 million yuan from 2021 to 2024 respectively [2] - In 2024, the company's operating revenue was 4.755 billion yuan, a year-on-year decrease of 19.65% [2] Operational Challenges - The company has faced continuous losses primarily due to internal issues such as lack of product differentiation and average service quality, compounded by increased market competition leading to reduced customer visit frequency [3] - The company has been closing underperforming stores, with 138 closed in 2024, while opening 65 new locations, focusing on high-potential areas [3][4] Cost Optimization Efforts - The company is implementing cost optimization strategies, including digital supply chain enhancements, logistics network upgrades, and restaurant layout restructuring, which have contributed to the narrowing of losses [3][4] - The expected asset impairment losses from closed and continuously unprofitable restaurants are projected to decrease by approximately 64.1% compared to the same period in 2024 [3] Industry Context - The hot pot industry is projected to reach a market size of 668.9 billion yuan by 2025, with increasing competition and issues of product and menu homogeneity [5] - Competitors like Haidilao are innovating with new store concepts targeting the high-end market, indicating a trend towards differentiation in the industry [5] New Business Models - The company has launched the "Feng Huan Chao" partner program, which involves a tripartite shareholding model aimed at enhancing employee engagement and operational efficiency [5][6] - Initial results from the partner stores indicate profitability, suggesting potential for future expansion of this model [5][6] Customer Engagement Issues - The company previously offered an "all-you-can-eat" card, which faced customer complaints regarding service and transparency, leading to its discontinuation [6] - Rebuilding consumer trust and managing prepaid card programs effectively are seen as critical for future success [6]

Core Viewpoint - The company, Xiaobuxiang, is facing significant financial challenges, with a projected revenue decline and continued net losses, despite some cost optimization efforts [1][7]. Financial Performance - Xiaobuxiang expects to achieve a revenue of 1.9 billion RMB in the first half of 2025, a decrease of approximately 18.9% year-on-year [1]. - The company anticipates a net loss between 80 million to 100 million RMB for the same period, accumulating losses exceeding 1.3 billion RMB since 2021 [1]. - In 2021, the company reported a net loss of 293 million RMB, closing 230 underperforming restaurants [2]. Brand Performance - The main brand, Xiaobuxiang, has seen its revenue decline from 3.497 billion RMB at the end of 2021 to 2.627 billion RMB by the end of 2024 [7]. - The sub-brand, Coucou, experienced a revenue drop of approximately 6.29% in 2022, despite an increase in average spending per customer from 140.6 RMB to 150.9 RMB [4]. - In 2023, Coucou's revenue showed a slight recovery, increasing by 15.89% to 2.618 billion RMB, but still reported a net loss of approximately 98.38 million RMB [5]. Market Dynamics - The company has been closing restaurants as a cost optimization strategy, with closures of 229, 81, 99, and 138 restaurants from 2021 to 2024 [7]. - The expansion of Coucou has slowed significantly, with new openings of 44, 48, and 13 restaurants from 2022 to 2024, while closures increased to 73 in 2024 [8]. - The average spending per customer for Coucou decreased from 140.6 RMB in 2021 to 123.5 RMB in 2024, while the table turnover rate fell from 2.3 times per day to 1.6 times [10]. Competitive Landscape - The company faces intensified competition in the dining market, leading to a significant revenue decline of 26.55% for Coucou in 2024, resulting in a loss of 353 million RMB [6]. - The brand's appeal has weakened, with rising costs affecting its value proposition, and attempts to lower prices have not effectively improved customer attraction [7].

Group 1 - The new restaurant "Guo Yun" under the mid-to-high-end hot pot brand "Cao Cao" officially opened in Shanghai, featuring a unique pixelated design aimed at young consumers and families [1] - "Guo Yun" is part of Cao Cao's differentiated opening strategy, which focuses on unique design themes for each store to enhance customer experience [1] - The brand has previously drawn inspiration from traditional Chinese culture for its store designs, showcasing a blend of traditional and modern elements [1] Group 2 - In 2023, Cao Cao has been active in product and marketing initiatives, including a collaboration with the international IP Miffy and promotional activities to cater to diverse consumer needs [2] - The company anticipates a significant reduction in net loss for the first half of 2025, projecting a loss between 80 million to 100 million yuan, a decrease of 63.2% to 70.5% compared to the previous year [2] - The improvement in financial performance is attributed to strategic efforts to enhance operational efficiency and reshape business growth engines [2] Group 3 - In the first half of 2025, Cao Cao plans to leverage its supply chain advantages to continue innovating flavors, with 16 popular broth options and 5 new products launched this year [3] - The recent collaboration with the popular anime IP Doraemon has successfully driven restaurant performance across 75 themed locations [3]