如祺出行(09680) - 2024 - 中期财报

Glossary and Technical Terms This section provides definitions for key terms and technical vocabulary used throughout the report Company Information This section presents essential corporate details and contact information Financial Highlights This section summarizes the company's key financial performance and position for the reporting periods Financial Highlights for the Six Months Ended June 30, 2024 | Indicator | Six Months Ended June 30, 2024 (RMB thousands) | Six Months Ended June 30, 2023 (RMB thousands) | | :--- | :--- | :--- | | Revenue | 1,037,053 | 912,624 | | Gross Loss | (32,445) | (70,689) | | Operating Loss | (255,887) | (309,642) | | Loss Before Tax | (331,634) | (345,410) | | Loss for the Period Attributable to Equity Holders of the Company | (331,634) | (345,410) | | Loss Per Share — Basic and Diluted (RMB) | (3.67) | (3.84) | Balance Sheet Highlights as of June 30, 2024 and December 31, 2023 | Indicator | As of June 30, 2024 (RMB thousands) | As of December 31, 2023 (RMB thousands) | | :--- | :--- | :--- | | Non-current Assets | 149,366 | 147,274 | | Current Assets | 529,481 | 775,762 | | Current Liabilities | 2,417,437 | 2,329,284 | | Non-current Liabilities | 13,294 | 23,916 | | Net Liabilities | (1,751,884) | (1,430,164) | Key Operating Data for the Six Months Ended June 30, 2024 | Indicator | Six Months Ended June 30, 2024 | Six Months Ended June 30, 2023 | | :--- | :--- | :--- | | Registered Passengers (millions) | 33.8 | 21.6 | | Transaction Value (RMB millions) | 1,295.9 | 1,250.1 | | Order Volume (millions) | 48.5 | 43.2 | | Daily Order Volume (thousands) | 266.7 | 238.9 | | Average Transaction Value Per Order (RMB) | 26.7 | 28.9 | Management Discussion and Analysis This section provides an in-depth review of the company's operational and financial performance, strategies, and risks I. Business Review The Group improved financial performance and condition, with revenue growth, reduced gross loss, and increased order volumes, while continuing to optimize services and expand internationally - Total revenue increased by 13.6% from RMB 912.6 million in the same period of 2023 to RMB 1,037.1 million in the first half of 2024[11] - Gross loss decreased by 54.1% from RMB 70.7 million in the same period of 2023 to RMB 32.4 million in the first half of 2024[11] - Order volume increased from 43.2 million in the same period of 2023 to 48.5 million in the first half of 2024, with daily order volume rising from 238.9 thousand to 266.7 thousand[11] - The company will continue to optimize its ride-hailing service platform, expand into international markets, implement geographical expansion strategies, iterate its hybrid operating model (human-driven ride-hailing and Robotaxi services), leverage data analytics for operational management, enhance brand awareness, and recruit and develop talent[13] II. Financial Review The Group achieved revenue growth and improved gross margin but recorded a net loss, with decreased liquidity supported by IPO proceeds and unused bank facilities Revenue Total revenue increased by 13.6% to RMB 1,037.1 million, driven by growth in ride-hailing, technology services, and fleet sales and maintenance - Total revenue was RMB 1,037.1 million, an increase of 13.6% from RMB 912.6 million in the same period of 2023, primarily due to increased ride-hailing service revenue[14] Revenue Breakdown by Business Segment | Business Segment | 2024 (RMB thousands) | 2024 (%) | 2023 (RMB thousands) | 2023 (%) | | :--- | :--- | :--- | :--- | :--- | | Ride-hailing Services | 879,063 | 84.8% | 790,937 | 86.7% | | — Ride-hailing Services | 878,514 | 84.7% | 789,875 | 86.6% | | — Others (1) | 549 | 0.1% | 1,062 | 0.1% | | Technology Services | 8,740 | 0.8% | 3,169 | 0.3% | | Fleet Sales and Maintenance | 149,250 | 14.4% | 118,518 | 13.0% | | Total | 1,037,053 | 100.0% | 912,624 | 100.0% | - Ride-hailing service revenue increased by 11.1%, mainly due to increased ride-hailing transaction volume, with order volume rising from 43.0 million to 48.4 million; technology service revenue increased by 175.8%, and fleet sales and maintenance revenue increased by 25.9%[16] Cost of Revenue Cost of revenue increased by 8.8% to RMB 1,069.5 million, primarily due to growth in ride-hailing, fleet sales, and technology services - Cost of revenue increased by 8.8% from RMB 983.3 million to RMB 1,069.5 million, primarily due to: * Increased driver service fees resulting from ride-hailing business growth * Increased vehicle procurement costs related to fleet sales and maintenance business * Increased technology service costs due to technology service business growth * Increased service fees payable due to higher order volumes obtained through third-party ride-hailing platforms[17] Gross Profit/(Loss) and Gross Margin Gross loss significantly decreased by 54.1% to RMB 32.4 million, with the gross loss margin improving from -7.7% to -3.1% - Gross loss decreased by 54.1% from RMB 70.7 million to RMB 32.4 million, with the gross loss margin improving from -7.7% to -3.1%[18] Gross Loss/Profit and Gross Margin Breakdown by Business Segment | Business Segment | 2024 (RMB thousands) | 2024 Gross Margin | 2023 (RMB thousands) | 2023 Gross Margin | | :--- | :--- | :--- | :--- | :--- | | Ride-hailing Services | (40,722) | (4.6)% | (77,804) | (9.8)% | | Technology Services | 1,422 | 16.3% | 1,238 | 39.1% | | Fleet Sales and Maintenance | 6,855 | 4.6% | 5.877 | 5.0% | | Total | (32,445) | (3.1)% | (70,689) | (7.7)% | - The overall gross margin improvement was primarily due to: * Increased revenue from fleet sales and maintenance and technology services, which have higher gross margins than the ride-hailing business * Improved gross loss margin for ride-hailing services due to reduced customer and driver incentives, and lower management fees paid to capacity franchisees[19] Other Income Other income decreased from RMB 6.1 million in the same period of 2023 to RMB 5.3 million in the first half of 2024 - Other income decreased from RMB 6.1 million in the same period of 2023 to RMB 5.3 million in the first half of 2024[20] Selling and Marketing Expenses Selling and marketing expenses decreased by 21.7% to RMB 85.9 million, mainly due to reduced promotional activities and improved brand recognition - Selling and marketing expenses decreased by 21.7% from RMB 109.6 million to RMB 85.9 million, primarily due to reduced promotion and marketing expenses and enhanced brand awareness[21] General and Administrative Expenses General and administrative expenses decreased by 12.8% to RMB 63.4 million, attributed to lower listing expenses and economies of scale - General and administrative expenses decreased by 12.8% from RMB 72.7 million to RMB 63.4 million, primarily due to reduced listing expenses and economies of scale from business expansion[22] Research and Development Expenses R&D expenses increased by 27.5% to RMB 73.5 million, driven by new hires, Robotaxi depreciation, and safety driver costs - Research and development expenses increased by 27.5% from RMB 57.7 million to RMB 73.5 million, primarily due to the recruitment of new R&D personnel, increased depreciation and amortization of Robotaxi vehicles and related software, and higher service fees for Robotaxi autonomous driving safety officers[23] Credit Losses on Trade and Other Receivables Credit losses on trade and other receivables increased by 125.2% to RMB 3.9 million due to higher loss provisions - Credit losses on trade and other receivables increased by 125.2% from RMB 1.7 million to RMB 3.9 million, primarily due to increased loss provisions[24] Other Net Losses Other net losses decreased from RMB 3.3 million in the same period of 2023 to RMB 2.1 million in the first half of 2024 - Other net losses decreased from RMB 3.3 million in the same period of 2023 to RMB 2.1 million in the first half of 2024[25] Finance Costs Finance costs decreased from RMB 1.3 million in the same period of 2023 to RMB 0.9 million in the first half of 2024 - Finance costs decreased from RMB 1.3 million in the same period of 2023 to RMB 0.9 million in the first half of 2024[26] Changes in Fair Value of Convertible Redeemable Preferred Shares Loss from changes in fair value of convertible redeemable preferred shares increased to RMB 66.3 million, primarily due to changes in redemption amounts - A loss of RMB 66.3 million was recorded from changes in the fair value of convertible redeemable preferred shares, an increase from RMB 28.3 million in the same period of 2023, primarily due to changes in redemption amounts[27] Changes in Fair Value of Other Financial Liabilities Issued to Investors Loss from changes in fair value of other financial liabilities increased to RMB 8.6 million, mainly due to changes in redemption amounts for warrants and related loans - A loss of RMB 8.6 million was recorded from changes in the fair value of other financial liabilities issued to investors, an increase from RMB 6.2 million in the same period of 2023, primarily due to changes in redemption amounts for warrants and related loans[29] Loss for the Period Net loss for the six months ended June 30, 2024, decreased by 4.0% to RMB 331.6 million - The net loss for the six months ended June 30, 2024, was RMB 331.6 million, a decrease of 4.0% from RMB 345.4 million in the same period of 2023[30] Non-IFRS Measures Adjusted net loss (non-IFRS) decreased by 14.0% to RMB 242.0 million, excluding non-recurring and non-cash items Reconciliation of Net Loss to Adjusted Net Loss (Non-IFRS Measure) | Indicator | 2024 (RMB thousands) | 2023 (RMB thousands) | | :--- | :--- | :--- | | Net Loss for the Period | (331,634) | (345,410) | | Add: Changes in Fair Value of Convertible Redeemable Preferred Shares | 66,290 | 28,297 | | Add: Changes in Fair Value of Other Financial Liabilities Issued to Investors | 8,552 | 6,174 | | Add: Equity-settled Share-based Payments | 8,197 | 16,738 | | Add: Listing Expenses | 6,602 | 12,853 | | Adjusted Net Loss (Non-IFRS Measure) | (241,993) | (281,348) | - Adjusted net loss (non-IFRS measure) was RMB 242.0 million, a decrease of 14.0% from RMB 281.3 million in the same period of 2023[33] Liquidity and Capital Resources Cash and cash equivalents decreased to RMB 373.0 million, while net cash used in operating activities also decreased, with ongoing support from IPO proceeds and bank facilities - As of June 30, 2024, cash and cash equivalents were RMB 373.0 million, a decrease from RMB 612.9 million as of December 31, 2023[35] - Net cash used in operating activities was RMB 200.0 million, a decrease from RMB 373.3 million in the same period of 2023[35] Debt Total debt decreased to RMB 35.5 million, with RMB 60.0 million in unused bank facilities available Debt Details | Category | As of June 30, 2024 (RMB thousands) | As of December 31, 2023 (RMB thousands) | | :--- | :--- | :--- | | Current Loans and Borrowings | 15,025 | 14,033 | | Current Lease Liabilities | 7,151 | 31,007 | | Non-current Loans and Borrowings | — | 13,000 | | Non-current Lease Liabilities | 13,294 | 10,916 | | Total | 35,470 | 68,956 | - As of June 30, 2024, total loans and borrowings were RMB 15.0 million, with unused bank facilities of RMB 60.0 million[37] Lease Liabilities Total lease liabilities decreased to RMB 20.4 million, primarily due to payments made - Total lease liabilities were RMB 20.4 million, a decrease from RMB 41.9 million as of December 31, 2023, primarily due to payments of lease liabilities[38] Financial Ratios Current ratio decreased to 21.9%, and debt-to-asset ratio increased to 358.1%, reflecting reduced liquid assets and increased liabilities - The current ratio decreased from 33.3% as of December 31, 2023, to 21.9% as of June 30, 2024, mainly due to decreased current assets from operating cash outflows and increased current liabilities from changes in the fair value of convertible redeemable preferred shares[39] - The debt-to-asset ratio increased from 254.9% as of December 31, 2023, to 358.1% as of June 30, 2024, for reasons similar to the decrease in the current ratio[39] Pledge of Assets The Group had no pledged assets as of June 30, 2024 - As of June 30, 2024, the Group had no pledged assets[40] Capital Expenditure and Capital Commitments Capital expenditure decreased to RMB 5.8 million, primarily for property, plant, and equipment, with capital commitments also reduced - Capital expenditure for the first half of 2024 decreased from RMB 22.0 million in the first half of 2023 to RMB 5.8 million, primarily for the purchase of property, plant and equipment and intangible assets[41] - As of June 30, 2024, capital commitments were RMB 2.2 million, a decrease from RMB 7.8 million as of December 31, 2023[41] Contingent Liabilities The company had no significant contingent liabilities as of June 30, 2024 - As of June 30, 2024, the company had no significant contingent liabilities[42] Significant Investments and Material Acquisitions and Disposals of Subsidiaries, Associates and Joint Ventures The company had no other significant investments or material acquisitions/disposals during the reporting period - During the reporting period, the company had no other significant investments and/or material acquisitions or disposals of subsidiaries, associates, and joint ventures[42] Human Resources The Group employed 466 full-time staff, primarily in Guangzhou, China, and uses competitive compensation, performance bonuses, and equity incentives to attract and retain talent - As of June 30, 2024, the Group had 466 full-time employees, primarily located in Guangzhou, Guangdong Province, China[43] - Total employee benefits for the reporting period were RMB 106.3 million, including salaries, allowances, bonuses, retirement plan contributions, and equity-settled share-based payments[43] - The company offers competitive salaries, performance-linked cash bonuses, and comprehensive welfare benefits, and has adopted a pre-IPO equity incentive scheme to attract, retain, and motivate senior officers, directors, and employees[43] Financial Risks The Group manages credit, liquidity, interest rate, and currency risks through monitoring working capital, liquidity needs, and, where applicable, hedging strategies - The Group faces credit, liquidity, interest rate, and currency risks, and is committed to managing and monitoring these risks in a timely and effective manner[44] - Credit risk primarily arises from trade receivables, deposits, and other receivables, but credit risk for cash and cash equivalents is limited due to high-credit-rating counterparties[45] - Liquidity risk is managed by regularly monitoring liquidity requirements and maintaining adequate cash reserves and committed credit facilities[46] - Interest rate risk primarily arises from bank deposits bearing floating interest rates; currency risk mainly arises from transactions denominated in currencies other than the functional currency, but foreign currency cash balances were not significant at the end of the reporting period, and no foreign currency hedging measures were adopted[47][48] III. Use of Net Proceeds from Listing and Global Offering The company completed its global offering and listing on July 10, 2024, raising approximately HKD 983.6 million in net proceeds, with no changes to the intended use or timetable, and no funds yet utilized - On July 10, 2024, the company completed its global offering, issuing 30,004,800 ordinary shares for a total cash consideration of approximately HKD 1,050.2 million, with net proceeds of approximately HKD 983.6 million[49] - As of the date of this interim report, there have been no changes to the intended use and expected implementation timetable of the net proceeds, and the Group has not utilized any portion of the net proceeds[49] Other Information This section provides additional disclosures on dividends, post-reporting events, corporate governance, and shareholder information Interim Dividend The Board does not recommend an interim dividend for the six months ended June 30, 2024 - The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2024 (six months ended June 30, 2023: nil)[49] Events After Reporting Period No significant subsequent events were identified from the end of the reporting period to the date of this interim report - Save as disclosed in this interim report, the company is not aware of any significant subsequent events from the end of the reporting period up to the date of this interim report[50] Corporate Governance Code The company adopted and complied with the Corporate Governance Code from its listing date - The company has adopted the Corporate Governance Code as set out in Appendix C1 to the Listing Rules and has complied with all applicable code provisions from the Listing Date up to the date of this interim report[51] Compliance with Model Code for Securities Transactions All directors confirmed compliance with the Model Code for Securities Transactions from the listing date - The company has adopted the Model Code for Securities Transactions as set out in Appendix C3 to the Listing Rules, and following specific enquiries made to all Directors, each Director has confirmed compliance with the Model Code from the Listing Date up to the date of this interim report[52] Purchase, Sale or Redemption of Listed Securities Neither the company nor its subsidiaries purchased, sold, or redeemed any listed securities during the reporting period, as shares were not yet listed - As the company's shares were not listed on the Stock Exchange during the reporting period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities during the reporting period[54] Update on Directors' Information This interim report discloses updated positions for independent non-executive directors Mr. Zhang Junyi and Mr. Zhang Senquan - Independent non-executive Director Mr. Zhang Junyi joined SenseAuto Technology Development Limited, a subsidiary of SenseTime Group Inc., as Senior Vice President of Finance on August 20, 2024[55] - Independent non-executive Director Mr. Zhang Senquan was appointed as an independent non-executive director of Zhejiang Tongyuan Pharmaceutical Co., Ltd. on August 20, 2024[55] Review of Interim Results and Interim Report The Audit Committee reviewed the interim results and accounting policies, confirming preparation according to applicable standards, and the interim financial report was independently reviewed by KPMG - The Audit Committee has reviewed the Group's interim results for the reporting period and the accounting principles and policies adopted by the company, and is of the opinion that the interim results were prepared in accordance with applicable accounting standards, rules, and regulations, and were properly disclosed[56] - The interim financial report for the six months ended June 30, 2024, is unaudited but has been independently reviewed by KPMG, the company's independent auditor, in accordance with Hong Kong Standard on Review Engagements 2410[56] Continuing Disclosure Obligations under Listing Rules The company has no other disclosure obligations under Listing Rules 13.20, 13.21, and 13.22, beyond those in this interim report - Save as disclosed in this interim report, the company has no other disclosure obligations under Rules 13.20, 13.21, and 13.22 of the Listing Rules[57] Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares and Debentures of the Company and its Associated Corporations As of the interim report date, Executive Director Mr. Jiang Hua held long positions in the company's shares, representing 0.43% of total issued shares Directors' Long Positions in Shares or Underlying Shares of the Company | Director's Name | Capacity/Nature of Interest | Number of Shares Held | Approximate Percentage of Shareholding Interest | | :--- | :--- | :--- | :--- | | Jiang Hua | Beneficial Owner | 880,000 (L) | 0.43% | - Mr. Jiang Hua's interests include 660,000 underlying shares granted under the pre-IPO equity incentive scheme, and 110,000 shares and 110,000 underlying shares of restricted shares[59] Substantial Shareholders' Interests and Short Positions in Shares and Underlying Shares As of the interim report date, GAC Group, GAC, Zhonglong, Tencent Mobility, Tencent Holdings, Pony.ai HK, Pony.ai Inc., Peng Jun, and Didi Global were substantial shareholders with varying share interests Substantial Shareholders' Interests in Shares or Underlying Shares of the Company | Shareholder Name/Name | Capacity/Nature of Interest | Number of Shares Held | Approximate Percentage | | :--- | :--- | :--- | :--- | | GAC Group | Beneficial Owner | 46,302,391 (L) | 22.68% | | GAC Group | Interest of Controlled Corporation | 26,202,774 (L) | 12.84% | | GAC | Interest of Controlled Corporation | 26,202,774 (L) | 12.84% | | Zhonglong | Beneficial Owner | 26,202,774 (L) | 12.84% | | Tencent Mobility Limited | Beneficial Owner | 32,396,688 (L) | 15.87% | | Tencent Holdings Limited | Interest of Controlled Corporation | 32,396,688 (L) | 15.87% | | Pony.ai Hong Kong Limited | Beneficial Owner | 10,909,912 (L) | 5.35% | | Pony.ai Inc. | Interest of Controlled Corporation | 10,909,912 (L) | 5.35% | | Peng Jun | Interest of Controlled Corporation | 10,909,912 (L) | 5.35% | | Didi Global Inc. | Interest of Controlled Corporation | 11,627,700 (L) | 5.70% | Consolidated Statement of Profit or Loss This section presents the Group's consolidated financial performance, including revenue, expenses, and net loss for the reporting period Consolidated Statement of Profit or Loss and Other Comprehensive Income This section details the Group's consolidated net loss and other comprehensive income components for the reporting period Consolidated Statement of Financial Position This section provides a snapshot of the Group's consolidated assets, liabilities, and equity as of the reporting date Consolidated Statement of Changes in Equity This section illustrates the changes in the Group's consolidated equity attributable to owners for the reporting period Consolidated Statement of Cash Flows This section summarizes the Group's consolidated cash inflows and outflows from operating, investing, and financing activities Notes to the Unaudited Interim Financial Report This section provides detailed explanations and disclosures supporting the unaudited interim financial statements 1 General Information and Basis of Preparation The company, incorporated in Cayman Islands in 2019 and listed on HKEX in 2024, primarily operates ride-hailing, technology, and fleet services in China, with ongoing concern supported by IPO proceeds and financing despite accumulated losses - The company was incorporated on April 30, 2019, under the laws of the Cayman Islands and listed on the Main Board of The Stock Exchange of Hong Kong Limited on July 10, 2024[80] - The Group is principally engaged in ride-hailing services, technology services, and fleet sales and maintenance businesses in the People's Republic of China[80] - As of June 30, 2024, the Group incurred accumulated losses of RMB 2,767,896,000 and recorded net current liabilities of RMB 1,887,956,000 and net liabilities of RMB 1,751,884,000, primarily due to the classification of convertible redeemable preferred shares as financial liabilities[82] - The Board believes the Group has the ability to continue as a going concern, supported by net proceeds from the listing of approximately HKD 984 million, the conversion of convertible redeemable preferred shares into equity after listing, and available unused bank facilities of RMB 60,000,000[82][83] 2 Changes in Accounting Policies The Group applied certain IFRS amendments during the period, which had no significant impact on its financial performance or position - The Group has applied amendments to International Financial Reporting Standards, including IAS 1 (Amendments), IFRS 16 (Amendments), and IAS 7 (Amendments)[84] - These changes had no significant impact on the way the Group's results and financial position for the current or prior periods were prepared or presented in this interim financial report[84] 3 Revenue and Segment Reporting The Group's revenue primarily derives from ride-hailing, technology, and fleet sales and maintenance, with total revenue of RMB 1,037.1 million for the six months ended June 30, 2024, and segment results showing a loss in ride-hailing but profit in other segments Revenue Revenue is categorized by business line and timing of recognition, with ride-hailing being the largest contributor and vehicle sales also significant Revenue from Contracts with Customers by Business Line | Business Line | 2024 (RMB thousands) | 2023 (RMB thousands) | | :--- | :--- | :--- | | Ride-hailing Services | 879,063 | 790,937 | | — Ride-hailing Services | 878,514 | 789,875 | | — Others (i) | 549 | 1,062 | | Technology Services | 8,740 | 3,169 | | Fleet Sales and Maintenance (ii) | 149,250 | 118,518 | | Total | 1,037,053 | 912,624 | Classification of Revenue from Contracts with Customers by Timing of Revenue Recognition | Timing of Revenue Recognition | 2024 (RMB thousands) | 2023 (RMB thousands) | | :--- | :--- | :--- | | At a point in time | 1,028,313 | 909,455 | | Over time | 8,740 | 3,169 | | Total | 1,037,053 | 912,624 | - Fleet sales and maintenance business includes the sale of vehicles, provision of repair and maintenance services, and other related services; revenue from vehicle sales for the six months ended June 30, 2024, was RMB 133,851,000 (2023: RMB 105,629,000)[86] Segment Reporting The Group manages its business across three reportable segments: ride-hailing, technology, and fleet sales and maintenance, with all non-current assets and revenue originating from China - The Group manages its business across three reportable segments: ride-hailing services, technology services, and fleet sales and maintenance services[88] Segment Results for the Six Months Ended June 30, 2024 | Indicator | Ride-hailing Services (RMB thousands) | Technology Services (RMB thousands) | Fleet Sales and Maintenance Services (RMB thousands) | Total (RMB thousands) | | :--- | :--- | :--- | :--- | :--- | | External Revenue | 879,063 | 8,740 | 149,250 | 1,037,053 | | Segment (Loss)/Profit Before Tax | (196,670) | 1,422 | 1,851 | (193,397) | | Depreciation and Amortization | (19,971) | (927) | (2,137) | (23,035) | | Credit Losses on Trade and Other Receivables | (3,890) | — | — | (3,890) | Segment Results for the Six Months Ended June 30, 2023 | Indicator | Ride-hailing Services (RMB thousands) | Technology Services (RMB thousands) | Fleet Sales and Maintenance Services (RMB thousands) | Total (RMB thousands) | | :--- | :--- | :--- | :--- | :--- | | External Revenue | 790,937 | 3,169 | 118,518 | 912,624 | | Segment (Loss)/Profit Before Tax | (240,804) | 1,238 | 1,353 | (238,213) | | Depreciation and Amortization | (14,445) | — | (985) | (15,430) | | Credit Losses on Trade and Other Receivables | (1,727) | — | — | (1,727) | Reconciliation of Reportable Segment Revenue to Consolidated Loss Before Tax | Indicator | As of June 30, 2024 (RMB thousands) | As of June 30, 2023 (RMB thousands) | | :--- | :--- | :--- | | Total Segment Revenue | 1,037,053 | 912,624 | | Segment Loss Before Tax | (193,397) | (238,213) | | Unallocated Amounts: General and Administrative Expenses | (63,395) | (72,726) | | Unallocated Amounts: Changes in Fair Value of Convertible Redeemable Preferred Shares | (66,290) | (28,297) | | Unallocated Amounts: Changes in Fair Value of Other Financial Liabilities Issued to Investors | (8,552) | (6,174) | | Consolidated Loss Before Tax | (331,634) | (345,410) | - All of the Group's non-current assets are located in China, and all revenue is derived from its operations in China[94] 4 Other Income Other income, totaling RMB 5.3 million for the six months ended June 30, 2024, mainly comprises government grants and bank interest income Other Income Details | Item | As of June 30, 2024 (RMB thousands) | As of June 30, 2023 (RMB thousands) | | :--- | :--- | :--- | | Government Grants | 761 | 229 | | Bank Deposit Interest Income | 4,543 | 5,884 | | Total | 5,304 | 6,113 | 5 Loss Before Tax Loss before tax is influenced by finance costs, amortization, depreciation, exchange losses, R&D costs, inventory costs, and listing expenses Finance Costs Finance costs, totaling RMB 0.9 million, include interest on loans and lease liabilities Finance Costs Details | Item | As of June 30, 2024 (RMB thousands) | As of June 30, 2023 (RMB thousands) | | :--- | :--- | :--- | | Interest on Loans and Other Borrowings | 459 | 762 | | Interest on Lease Liabilities | 446 | 535 | | Total | 905 | 1,297 | Other Items Other items impacting loss before tax include amortization of intangible assets, depreciation of property, plant and equipment, and right-of-use assets, exchange gains/losses, R&D costs, inventory costs, and listing expenses Other Items Details | Item | As of June 30, 2024 (RMB thousands) | As of June 30, 2023 (RMB thousands) | | :--- | :--- | :--- | | Amortization of Intangible Assets | 4,236 | 2,178 | | Depreciation — Property, Plant and Equipment | 11,398 | 8,266 | | Depreciation — Right-of-use Assets | 7,401 | 4,986 | | Exchange (Gain)/Loss | (860) | 3,411 | | Research and Development Costs | 73,524 | 57,666 | | Cost of Inventories | 137,427 | 112,043 | | Listing Expenses | 6,602 | 12,853 | - Research and development expenses (including staff costs, amortization, and depreciation expenses) for the six months ended June 30, 2024, were RMB 59,646,000 (2023: RMB 43,831,000)[97] 6 Income Tax Income tax expense is determined by the loss before tax and the expected annual tax rate, with Chinese subsidiaries subject to a 25% corporate income tax rate and eligible for a 100% super deduction for R&D expenses Reconciliation of Income Tax Expense to Accounting Loss | Item | As of June 30, 2024 (RMB thousands) | As of June 30, 2023 (RMB thousands) | | :--- | :--- | :--- | | Loss Before Tax | 331,634 | 345,410 | | Nominal Tax on Loss Before Tax | 62,900 | 75,796 | | Tax Effect of Non-deductible Expenses | (726) | (157) | | Tax Effect of Super Deduction for R&D Costs | 17,505 | 12,068 | | Effect of Unrecognized Tax Losses and Temporary Differences | (79,840) | (87,772) | | Actual Tax Expense | — | — | - The Group's Chinese subsidiaries are subject to a 25% PRC statutory income tax rate[100] - Under the PRC Enterprise Income Tax Law, eligible R&D expenses can be additionally deducted by 100% from taxable income[100] 7 Loss Per Share Basic loss per share was RMB 3.67, with no difference from diluted loss per share due to the anti-dilutive effect of potential ordinary shares Basic Loss Per Share Basic loss per share was RMB 3.67, calculated based on the loss attributable to equity holders and the weighted average number of ordinary shares - Basic loss per share for the six months ended June 30, 2024, was RMB 3.67, calculated based on the loss attributable to equity holders of the company of RMB 331,634,000 and the weighted average of 90,000,000 ordinary shares outstanding[101] Loss Calculation for Determining Basic Loss Per Share | Item | 2024 (RMB thousands) | 2023 (RMB thousands) | | :--- | :--- | :--- | | Loss Attributable to Equity Holders of the Company | 331,634 | 345,410 | | Less: Loss Attributable to Holders of Unvested Restricted Shares | (1,136) | — | | Loss Used for Determining Basic Loss Per Share | 330,498 | 345,410 | Diluted Loss Per Share Diluted loss per share was the same as basic loss per share because potential dilutive shares had an anti-dilutive effect due to the Group's loss for the period - For the six months ended June 30, 2024, there was no difference between basic loss per share and diluted loss per share because the Group incurred a loss for the reporting period, and potential dilutive shares (including share options and convertible redeemable preferred shares) had an anti-dilutive effect[103] 8 Property, Plant and Equipment The Group's cost of additions to property, plant and equipment was RMB 8.1 million for the six months ended June 30, 2024 - For the six months ended June 30, 2024, the Group's cost of additions to property, plant and equipment was RMB 8,084,000 (2023: RMB 40,971,000)[104] 9 Right-of-use Assets The Group recognized additions to right-of-use assets of RMB 6.6 million, primarily for office premises and car service stations - For the six months ended June 30, 2024, the Group recognized additions to right-of-use assets of RMB 6,599,000 (2023: RMB 854,000), primarily for office premises and car service stations[105] 10 Inventories Total inventories were RMB 2.0 million, mainly vehicles and parts, with the carrying amount of inventories sold recognized as expense being RMB 137.4 million Inventory Details | Item | As of June 30, 2024 (RMB thousands) | As of December 31, 2023 (RMB thousands) | | :--- | :--- | :--- | | Vehicles | 339 | 17,947 | | Parts | 1,626 | 364 | | Total | 1,965 | 18,311 | - For the six months ended June 30, 2024, the carrying amount of inventories sold recognized as an expense and included in the consolidated statement of profit or loss was RMB 137,427,000 (2023: RMB 112,043,000)[107] 11 Trade Receivables Trade receivables totaled RMB 26.0 million, with most expected to be collected within one year, and credit terms typically 30 days or less for corporate clients and fleet sales Aging Analysis of Trade Receivables | Aging | As of June 30, 2024 (RMB thousands) | As of December 31, 2023 (RMB thousands) | | :--- | :--- | :--- | | 0 to 30 days | 15,803 | 12,798 | | 31 to 60 days | 5,906 | 4,660 | | 61 to 180 days | 1,870 | 2,000 | | Over 180 days | 2,393 | 586 | | Total | 25,972 | 20,044 | - The Group requires real-time settlement from individual passengers, typically grants credit terms of up to 30 days to corporate clients, and 20 to 30 days for fleet sales and maintenance business[109] 12 Prepayments, Deposits and Other Receivables Total prepayments, deposits, and other receivables were RMB 128.5 million, primarily for vehicle purchases, recoverable VAT, and amounts due from third-party ride-hailing platforms Prepayments, Deposits and Other Receivables Details | Item | As of June 30, 2024 (RMB thousands) | As of December 31, 2023 (RMB thousands) | | :--- | :--- | :--- | | Prepayments | 60,220 | 62,869 | | Recoverable VAT | 14,507 | 12,048 | | Deposits | 5,338 | 6,895 | | Receivables from Online Payment Platforms | 4,684 | 6,415 | | Receivables from Third-party Ride-hailing Platforms (collected on behalf of the Group) | 32,136 | 17,087 | | Receivables for Vehicle Supplier Purchase Rebates | 9,671 | 17,675 | | Others | 1,948 | 1,560 | | Total | 128,504 | 124,549 | - Prepayments as of June 30, 2024, primarily included prepayments for vehicle purchases[111] 13 Trade Payables Total trade payables were RMB 80.1 million, with the majority falling within 0 to 30 days Aging Analysis of Trade Payables | Aging | As of June 30, 2024 (RMB thousands) | As of December 31, 2023 (RMB thousands) | | :--- | :--- | :--- | | 0 to 30 days | 79,840 | 65,543 | | 31 to 60 days | 192 | 213 | | 61 to 90 days | 30 | 10,820 | | Over 90 days | 14 | 1,592 | | Total | 80,076 | 78,168 | 14 Accruals and Other Payables Total accruals and other payables were RMB 170.2 million, mainly including payables related to promotion and marketing, R&D, IT services, and accrued salaries and benefits Accruals and Other Payables Details | Item | As of June 30, 2024 (RMB thousands) | As of December 31, 2023 (RMB thousands) | | :--- | :--- | :--- | | Platform User Deposits | 3,661 | 4,833 | | Corporate Customer Deposits | 3,098 | 2,776 | | Payables on Behalf of End Users | 8,959 | 10,316 | | Payables Related to Promotion and Marketing Expenses | 34,870 | 35,446 | | Payables Related to R&D Expenses | 25,000 | 14,976 | | Payables Related to Information Technology Service Expenses | 17,171 | 9,702 | | Accrued Salaries and Benefits | 23,254 | 27,426 | | Other Taxes Payable | 9,130 | 7,267 | | Payables Related to Listing Expenses | 10,079 | 10,720 | | Payables Related to Purchase of Property, Plant and Equipment and Intangible Assets | 15,417 | 14,022 | | Others | 19,602 | 15,559 | | Total | 170,241 | 153,043 | 15 Convertible Redeemable Preferred Shares As of June 30, 2024, A and B series convertible redeemable preferred shares totaled RMB 2,128.7 million, which were converted to ordinary shares and reclassified to equity upon the company's listing Preferred Share Movements | Preferred Share Class | Outstanding as of January 1, 2024 (Number of Shares) | Converted from Other Financial Liabilities Issued to Investors (Number of Shares) | Outstanding as of June 30, 2024 (Number of Shares) | | :--- | :--- | :--- | :--- | | Series A Preferred Shares | 48,274,535 | — | 48,274,535 | | Series B Preferred Shares | — | 27,669,969 | 27,669,969 | - Preferred shares have conversion rights, convertible into ordinary shares at the option of the holder or automatically upon the closing of a qualified IPO[115] - Preferred shareholders can require the company to redeem shares upon a redemption trigger event, at an issue price plus 8% simple interest per annum[116] - Upon the company's listing on July 10, 2024, these Series A and Series B preferred shares were converted into ordinary shares and reclassified to equity[119][143] 16 Other Financial Liabilities Issued to Investors The company issued warrants and related loans to Series B investors, which were exercised and converted to Series B preferred shares, with the related loans fully repaid, resulting in a zero balance for this financial liability as of June 30, 2024 Series B Financing The company issued warrants and received domestic loans from Series B investors, which were subsequently exercised and repaid upon completion of specified events - On August 14, 2023, the company issued warrants to Series B investors, granting them the right to subscribe for Series B preferred shares, while investors provided domestic loans to the Group's PRC subsidiaries[120] - For the six months ended June 30, 2024, after the completion of specified events such as offshore direct investment registration, investors exercised all Series B warrants, subscribing for 27,669,969 Series B preferred shares, and the Group fully repaid the related loans[121] Recognition of Warrants and Related Loans Issued under Series B Financing The warrants and related loans issued under Series B financing were converted to Series B preferred shares, resulting in a zero balance as of June 30, 2024 Warrants and Related Loans Movements | Item | Amount (RMB thousands) | | :--- | :--- | | As of January 1, 2024 | 888,913 | | Changes in Fair Value | 8,552 | | Exercise of Warrants and Conversion to Series B Preferred Shares | (897,465) | | As of June 30, 2024 | — | 17 Equity-settled Share-based Payment Transactions The company implemented a pre-IPO share incentive scheme, granting share options and restricted shares to employees, with total compensation expenses of RMB 7.0 million for options and RMB 1.2 million for restricted shares Share Options The company granted 699,224 share options to employees, with a total compensation expense of RMB 7.0 million recognized for the period - On May 20, 2024, the Committee approved the grant of a total of 699,224 share options of the company's ordinary shares to certain Group employees, with an exercise price of RMB 30.44 per share[124] Overview of Share Option Movements | Item | Number of Share Options | Weighted Average Exercise Price (RMB per share) | Weighted Average Fair Value at Grant Date (RMB per share) | | :--- | :--- | :--- | :--- | | Outstanding as of January 1, 2024 | 7,050,060 | 13.94 | 12.67 | | Granted | 699,224 | 30.44 | 18.32 | | Forfeited | (365,996) | 18.30 | 13.76 | | Outstanding as of June 30, 2024 | 7,383,288 | 15.29 | 13.15 | | Exercisable as of June 30, 2024 | 3,773,763 | 10.00 | 12.01 | | Unvested as of June 30, 2024 | 3,609,525 | 20.81 | 14.34 | - For the six months ended June 30, 2024, total compensation expense recognized for share options was RMB 6,992,000 (2023: RMB 15,332,000)[126] Restricted Share Units of Chenqi Mobility and Restricted Shares of the Company The company implemented a domestic share incentive scheme for Chenqi Mobility, later converting restricted share units to the company's restricted shares, with a total compensation expense of RMB 1.2 million recognized - The company's shareholders and Board approved the implementation of Guangzhou Chenqi Mobility Technology Co., Ltd.'s domestic share incentive scheme, granting a total of 1,584,572 restricted share units of Chenqi Mobility in 2021 and 2022[127] - On July 6, 2023, the company resolved to cancel the outstanding restricted share units of Chenqi Mobility and granted 848,760 restricted shares of the company to the same employees under the pre-IPO equity incentive scheme[128] - For the six months ended June 30, 2024, total compensation expense recognized for restricted share units and restricted shares was RMB 1,205,000 (2023: RMB 1,406,000)[129] 18 Capital, Reserves and Dividends No dividends were paid or declared, and the company's authorized share capital is 480 million shares, with 100 million ordinary shares issued, including 9.6 million partly paid shares Dividends No dividends were paid or declared for the six months ended June 30, 2024 - For the six months ended June 30, 2024, the company did not pay or declare any dividends (2023: nil)[130] Share Capital The company's authorized share capital is 480 million shares, comprising ordinary and preferred shares, with 100 million ordinary shares issued, including partly paid shares Authorized Share Capital Analysis | Share Class | As of June 30, 2024 (Number of Shares) | As of June 30, 2024 (Par Value USD thousands) | As of December 31, 2023 (Number of Shares) | As of December 31, 2023 (Par Value USD thousands) | | :--- | :--- | :--- | :--- | :--- | | Ordinary Shares | 383,151,607 | 192 | 383,151,607 | 192 | | Series A Preferred Shares | 68,357,137 | 34 | 68,357,137 | 34 | | Series B Preferred Shares | 28,491,256 | 14 | 28,491,256 | 14 | | Total | 480,000,000 | 240 | 480,000,000 | 240 | Number of Issued Shares | Share Class | As of June 30, 2024 | As of December 31, 2023 | | :--- | :--- | :--- | | Issued and Fully Paid Ordinary Shares | 90,394,690 | 90,190,000 | | Issued but Partly Paid Ordinary Shares (*) | 9,605,310 | 9,810,000 | | Total | 100,000,000 | 100,000,000 | - As of June 30, 2024, 48,274,535 Series A preferred shares and 27,669,969 Series B preferred shares were issued and accounted for as financial liabilities[133] 19 Fair Value Measurement of Financial Instruments The carrying amounts of financial instruments measured at amortized cost did not significantly differ from their fair values as of June 30, 2024 - As of June 30, 2024, there was no significant difference between the carrying amounts and fair values of the Group's financial instruments measured at amortized cost[134] 20 Commitments Total unfulfilled capital commitments were RMB 2.2 million, primarily for software and property, plant and equipment Unfulfilled Capital Commitments | Item | As of June 30, 2024 (RMB thousands) | As of December 31, 2023 (RMB thousands) | | :--- | :--- | :--- | | Contracted for Software Purchases | 394 | 425 | | Contracted for Property, Plant and Equipment Purchases | 1,800 | 7,411 | | Total | 2,194 | 7,836 | 21 Significant Related Party Transactions The Group engaged in significant related party transactions with investors and their affiliates, including providing and purchasing various services and goods, with outstanding balances of receivables and payables Investors Exercising Joint Control over the Company GAC Group became an investor exercising joint control over the company on April 1, 2024 - On April 1, 2024, GAC Group became an investor exercising joint control over the company[137] Key Management Personnel Compensation Key management personnel compensation totaled RMB 8.2 million, including salaries, bonuses, retirement contributions, and equity-settled share-based payments Key Management Personnel Compensation | Item | As of June 30, 2024 (RMB thousands) | As of June 30, 2023 (RMB thousands) | | :--- | :--- | :--- | | Salaries, Allowances and Other Benefits | 3,249 | 3,352 | | Discretionary Bonuses | 2,936 | 2,373 | | Retirement Plan Contributions | 111 | 103 | | Equity-settled Share-based Payments | 1,919 | 5,864 | | Total | 8,215 | 11,692 | Related Party Transactions The Group conducted various transactions with related parties, including providing and purchasing technology, ride-hailing, and vehicle maintenance services, as well as goods Transaction Amounts with Related Parties | Transaction Category | As of June 30, 2024 (RMB thousands) | As of June 30, 2023 (RMB thousands) | | :--- | :--- | :--- | | Services Provided: Technology Services | 4,204 | 1,283 | | Services Provided: Ride-hailing Services | 1,102 | 630 | | Services Provided: Vehicle Maintenance Services | 4,451 | 7,166 | | Services Provided: Other Services | 3,045 | 750 | | Sale of Goods | 36,134 | 1,027 | | Services and Goods Purchased: Driver Services | — | 2,844 | | Services and Goods Purchased: Driver Management Services | 2,236 | 5,276 | | Services and Goods Purchased: Payment Processing Costs | 2,758 | 3,404 | | Services and Goods Purchased: Information Technology Support Services | 17,364 | 17,510 | | Services and Goods Purchased: Goods | 21,817 | 87,825 | | Services and Goods Purchased: Ride-hailing Platform Services | 7,493 | 6,320 | | Services and Goods Purchased: Other Services | 3,833 | 1,389 | | Deposits Received from Related Parties | 243 | 430 | | Deposits Paid to Related Parties | 175 | 611 | Balances with Related Parties Balances with related parties included trade receivables, prepayments, deposits, other receivables, trade payables, accruals, other payables, and contract liabilities Balances with Related Parties | Item | As of June 30, 2024 (RMB thousands) | As of December 31, 2023 (RMB thousands) | | :--- | :--- | :--- | | Amounts Due from Related Parties: Trade Receivables | 9,472 | 5,237 | | Amounts Due from Related Parties: Prepayments, Deposits and Other Receivables | 17,895 | 33,388 | | Amounts Due to Related Parties: Trade Payables | 1,439 | 1,594 | | Amounts Due to Related Parties: Accruals and Other Payables | 23,002 | 10,667 | | Amounts Due to Related Parties: Contract Liabilities | 4,973 | 71 | 22 Contingent Liabilities The company faces a customer safety incident lawsuit with a claim of approximately RMB 1 million, but the outcome and potential loss cannot be reliably estimated, so no provision has been made - The company faces a customer safety incident lawsuit with a total claim of approximately RMB 1 million; as of June 30, 2024, the lawsuit is ongoing, and the directors are unable to assess the outcome or reliably estimate the potential loss, thus no provision has been made[142] 23 Non-adjusting Events After the Reporting Period The company completed its IPO and listing on July 10, 2024, raising approximately HKD 984 million, and all preferred shares were converted to ordinary shares and reclassified to equity - On July 10, 2024, the company completed its initial public offering and was listed on the Main Board of The Stock Exchange of Hong Kong Limited, issuing 30,004,800 ordinary shares with net proceeds of approximately HKD 984 million[143] - On July 10, 2024, 48,274,535 Series A preferred shares and 27,669,969 Series B preferred shares were converted into ordinary shares and reclassified to equity upon the company's listing[143] Independent Review Report This section presents the independent auditor's review report on the interim financial information