Corporate Governance and Leadership Structure - Tuhu Car Inc. is controlled through a weighted voting rights structure, with Class A shares having 1 vote per share and Class B shares having 10 votes per share, except for certain reserved matters where each share has 1 vote[20] - The company's weighted voting rights structure allows the beneficiaries to exercise voting control without holding a majority of the economic interest in the company[20] - As of the latest practicable date, the weighted voting rights beneficiary, Mr. Chen Min, holds interests in 12,487,564 Class A shares and 68,949,580 Class B shares, representing approximately 48.7% of the voting rights in the company's general meetings[20] - Class B shares can be converted into Class A shares on a 1:1 basis, and upon full conversion, the company will issue 68,949,580 Class A shares, representing approximately 8.4% of the total issued and outstanding Class A shares[22] - The weighted voting rights attached to Class B shares will terminate if the beneficiary no longer beneficially owns any Class B shares, which can occur under specific circumstances outlined in the listing rules[22] - The company has adopted and applied the principles of the Corporate Governance Code as set out in Appendix C1 of the Listing Rules, and has complied with all applicable code provisions except for code provision C.2.1 regarding the separation of the roles of Chairman and CEO[184] - The company has adopted the Model Code for Securities Transactions as set out in Appendix C3 of the Listing Rules as the code of conduct for directors in dealing with the company's securities, and all directors have confirmed compliance with the Model Code during the period from the listing date to December 31, 2023[185] - The company has not identified any instances of non-compliance with the Model Code by relevant employees during the period from the listing date to December 31, 2023[187] - The Board of Directors has always complied with the Listing Rules regarding the appointment of at least three independent non-executive directors (constituting at least one-third of the Board) and at least one independent non-executive director with appropriate professional qualifications, accounting, or relevant financial management expertise[188] - The Board of Directors is responsible for leading and controlling the company, guiding and supervising the company's affairs, and acting in the best interests of the company and its shareholders[189] - The company does not have separate roles for Chairman and CEO, with Mr. Chen Min currently holding both positions, which the Board believes ensures consistent internal leadership and effective strategic planning[192] - Directors are required to participate in continuous professional development to update their knowledge and skills, and the company provides internal briefings and reading materials on specific topics to directors[194] - The company holds at least four regular Board meetings annually, with notices sent at least 14 days in advance, and meeting agendas and documents provided at least three days before the meeting[198] - The company held one board meeting from January 1, 2024, to the date of this annual report[199] - No general meetings were held from the listing date on September 26, 2023, to the date of this annual report[199] - The company was listed on the Stock Exchange on September 26, 2023[199] Financial Performance and Metrics - Total revenue for 2023 reached RMB 13.6 billion, a 17.8% increase compared to RMB 11.5 billion in 2022[24] - Gross profit for 2023 was RMB 3.36 billion, with a gross margin of 24.7%, up 5.0 percentage points from 2022[24] - Adjusted net profit (non-IFRS) for 2023 was RMB 481.3 million, marking the company's first full-year profit[32] - Adjusted EBITDA (non-IFRS) for 2023 was RMB 757.8 million, a significant improvement from a loss of RMB 186.5 million in 2022[24] - Revenue for 2023 reached RMB 13.6 billion, a 17.8% increase from RMB 11.5 billion in 2022[59] - Gross profit for 2023 was RMB 3.36 billion, up from RMB 2.27 billion in 2022[56] - Adjusted EBITDA for 2023 was RMB 757.8 million, compared to a loss of RMB 186.5 million in 2022[56] - Revenue from automotive products and services grew 17.9% to RMB 12.6 billion in 2023, driven by increased demand for tires and chassis components, which grew 20.9% to RMB 5.55 billion[62] - Revenue from advertising, franchise, and other services grew 15.8% to RMB 954.3 million in 2023[63] - Sales cost for 2023 was RMB 10.24 billion, a 10.4% increase from RMB 9.28 billion in 2022[66] - Revenue from franchise services increased to RMB 731.3 million in 2023, up from RMB 549.7 million in 2022[59] - Revenue from tire and chassis components accounted for 40.8% of total revenue in 2023, up from 39.8% in 2022[59] - Revenue from automotive maintenance services grew 22.5% to RMB 4.93 billion in 2023[62] - Automotive product and service costs increased by 12.8% from RMB 8.6 billion in 2022 to RMB 9.7 billion in 2023, driven by the expansion of Tuhu Workshop stores and customer base[68] - Gross profit increased to RMB 3.4 billion in 2023 from RMB 2.3 billion in 2022, with gross margin rising from 19.7% to 24.7%[69] - Other income and gains decreased by 21.8% to RMB 118.4 million in 2023 from RMB 151.5 million in 2022, primarily due to reduced foreign exchange gains[70] - Operating and support expenses decreased by 4.3% to RMB 600.4 million in 2023 from RMB 627.5 million in 2022, mainly due to reduced headcount and related costs[73] - R&D expenses decreased by 6.7% to RMB 579.6 million in 2023 from RMB 621.4 million in 2022, driven by cost-saving measures[74] - Sales and marketing expenses increased by 11.2% to RMB 1.7 billion in 2023 from RMB 1.5 billion in 2022, primarily due to higher advertising and promotion costs[75] - General and administrative expenses increased by 5.3% to RMB 420.2 million in 2023 from RMB 399.1 million in 2022, mainly due to IPO-related expenses[78] - Financial income surged to RMB 128.5 million in 2023 from RMB 56.9 million in 2022, driven by higher interest rates and increased average balances of deposits and investments[79] - The company recorded a profit of RMB 6.7 billion in 2023, compared to a loss of RMB 2.1 billion in 2022[82] - Adjusted EBITDA (non-IFRS) for the six months ended December 31, 2023, was RMB 405.96 million, up significantly from RMB 35.69 million in the same period of 2022[85] - Revenue for the six months ended December 31, 2023, was RMB 7.1 billion, a 16.5% increase from RMB 6.1 billion in the same period in 2022[87] - Automotive products and services revenue grew by 17.0% to RMB 6.6 billion in 2023, driven by increased demand for tires, chassis components, and car maintenance services[91] - Advertising, franchise, and other services revenue increased by 9.4% to RMB 491.5 million, primarily due to franchise service growth and improved profitability of franchise stores[92] - Sales cost for the six months ended December 31, 2023, was RMB 5.3 billion, a 10.3% increase from RMB 4.8 billion in 2022, mainly due to the expansion of the company's store network and customer base[93][96] - Gross profit for the six months ended December 31, 2023, was RMB 1.8 billion, with a gross margin increase from 20.9% in 2022 to 25.2% in 2023, driven by higher-margin car maintenance services and improved supplier terms[100] - Tire and chassis components revenue increased by 19.3% to RMB 2.9 billion, reflecting post-pandemic travel demand recovery[91] - Car maintenance revenue grew by 19.6% to RMB 2.6 billion, supported by the expansion of the company's store network and customer base[91] - Other automotive products and services revenue increased by 19.2% to RMB 415.9 million, driven by growth in car film and car wash services[91] - Franchise service revenue increased due to network expansion and improved profitability, partially offset by reduced new energy vehicle sales[92] - The company's inventory turnover improved, leading to a reduction in inventory cost write-offs and lower operating costs[96] - Other income and gains decreased by 62.3% to RMB 35.1 million in the six months ended December 31, 2023, compared to RMB 93.3 million in the same period of 2022, primarily due to increased foreign exchange losses and reduced one-time government subsidies[101] - Operating and support expenses increased by 7.3% to RMB 328.4 million in the six months ended December 31, 2023, from RMB 306.2 million in the same period of 2022, driven by higher travel and outsourcing costs, partially offset by reduced staff costs and share-based payment expenses[101] - R&D expenses decreased by 7.1% to RMB 281.7 million in the six months ended December 31, 2023, compared to RMB 303.2 million in the same period of 2022, due to cost-saving measures, partially offset by higher year-end bonuses for employees[101] - Sales and marketing expenses increased by 9.1% to RMB 873.1 million in the six months ended December 31, 2023, from RMB 800.4 million in the same period of 2022, driven by higher advertising and transportation costs, partially offset by reduced staff and outsourcing costs[104] - General and administrative expenses increased by 17.1% to RMB 234.7 million in the six months ended December 31, 2023, compared to RMB 200.5 million in the same period of 2022, mainly due to higher listing-related expenses and impairment provisions[105] - Financial income increased significantly to RMB 66.9 million in the six months ended December 31, 2023, from RMB 39.4 million in the same period of 2022, driven by higher USD deposit rates and increased average balances of deposits and investments[106] - The company recorded a gain of RMB 6.5 billion from the fair value change of convertible redeemable preferred shares in the six months ended December 31, 2023, compared to a loss of RMB 933.0 million in the same period of 2022, reflecting a one-time adjustment post-global offering[107] - Income tax expenses decreased by 5.5% to RMB 14.0 million in the six months ended December 31, 2023, from RMB 14.8 million in the same period of 2022, due to reduced taxable income in certain subsidiaries[108] - The company reported a profit of RMB 6.6 billion in the six months ended December 31, 2023, compared to a loss of RMB 1.2 billion in the same period of 2022[110] - Adjusted EBITDA (non-IFRS) improved to RMB 405.96 million in the six months ended December 31, 2023, from RMB 35.69 million in the same period of 2022, reflecting better operational performance[111] - Adjusted EBITDA and adjusted net profit/(loss) (non-IFRS measures) should not be considered in isolation or as substitutes for annual/periodic profit/(loss) or any performance measures[114] - Total non-current assets increased to RMB 3,493,404 thousand in 2023 from RMB 2,108,270 thousand in 2022, driven by growth in property, plant, and equipment, and long-term financial investments[116] - Total current assets rose to RMB 8,271,281 thousand in 2023 from RMB 6,905,846 thousand in 2022, primarily due to increases in inventory, trade receivables, and short-term financial investments[116] - Trade receivables increased by 25.6% to RMB 218.2 million in 2023, driven by expansion in the franchise network, higher advertising revenue from major clients, and increased SaaS solution contributions[122] - Prepayments, other receivables, and other assets grew by 8.7% to RMB 496.1 million in 2023, mainly due to higher prepayments and recoverable VAT, partially offset by reductions in deposits and loan receivables[125] - Total current liabilities increased to RMB 6,602,353 thousand in 2023 from RMB 5,572,199 thousand in 2022, with significant rises in trade payables and other payables[116] - Total non-current liabilities decreased significantly to RMB 704,013 thousand in 2023 from RMB 22,398,481 thousand in 2022, primarily due to the elimination of convertible redeemable preferred shares[119] - Net assets improved to RMB 4,458,319 thousand in 2023 from a net liability of RMB (18,956,564) thousand in 2022, reflecting a strong recovery in equity[119] - Financial investments, including non-guaranteed wealth management products and fixed deposits, were a significant component of the company's asset structure[126] - Total financial investments increased significantly to RMB 2.65 billion as of December 31, 2023, compared to RMB 540 million in 2022, primarily due to the purchase of long-term financial products to optimize financial returns while maintaining capital safety and liquidity[129] - Restricted cash totaled RMB 1.46 billion as of December 31, 2023, with the non-current portion increasing to RMB 7.8 million from RMB 403,000 in 2022[131] - Cash and cash equivalents amounted to RMB 2.72 billion as of December 31, 2023, with bank and on-hand cash decreasing to RMB 1.27 billion from RMB 2.25 billion in 2022, while short-term deposits increased to RMB 1.44 billion from RMB 438.8 million[134] - Trade payables and notes increased by 24.6% to RMB 3.89 billion as of December 31, 2023, from RMB 3.12 billion in 2022, driven by increased merchandise purchases due to business growth[136] - Other payables and accrued expenses grew by 9.8% to RMB 1.72 billion as of December 31, 2023, from RMB 1.57 billion in 2022, mainly due to higher refundable deposits from potential franchisees, increased construction-related payables, and higher year-end bonuses[141] - Convertible redeemable preferred shares decreased to zero as of December 31, 2023, from RMB 21.7 billion in 2022, following their conversion into Class A shares after the global offering[142] - The asset-liability ratio improved to 62.1% as of December 31, 2023, from 69.3% in 2022, reflecting better financial health[144] - Total revenue growth rate for 2023 was 17.8%, a significant improvement from the -1.5% decline in 2022, indicating strong business recovery[144] - Adjusted EBITDA margin improved to 5.6% in 2023 from -1.6% in 2022, reflecting enhanced operational efficiency[144] - Cash position increased by 44.3% to RMB 6.8 billion as of December 31, 2023, from RMB 4.7 billion in 2022, supported by cash generated from operations and proceeds from the global offering[149] - Net cash used in investing activities was RMB 2.4 billion in 2023, primarily due to RMB 2.8 billion spent on financial investments and RMB 360.0 million on property, plant, and equipment, partially offset by RMB 686.2 million in financial investment income and RMB 129.0 million in interest income[153] - Net cash from financing activities was RMB 1.3 billion in 2023, mainly from the net proceeds of the global offering of Class A shares[154] - Capital expenditures for 2023 were RMB 362.0 million, compared to RMB 400.6 million in 2022, with future capital expenditures to be funded by internal resources, including cash and cash equivalents and net proceeds from the global offering[156] - Capital commitments related to the construction of new automated warehouses amounted to RMB 208.8 million as of 2023, down from RMB 478.3 million in 2022[157] - The company had no significant contingent liabilities or guarantees as of December 31, 2023[155] - The company had no asset pledges as of December 31, 2023, and no major investment or capital asset plans beyond those disclosed in the prospectus[161] - The company had no significant acquisitions, investments, or disposals of subsidiaries, associates, or joint ventures in 2023[161] - Total employee count decreased to 4,729 as of December 31, 2023, from 4,960 in 2022, with total compensation costs of RMB 1.7 billion in 2023, down from RMB 1.8 billion in 2022[161] - The company has no foreign currency hedging policy but manages foreign exchange risk by closely monitoring exposure and considering hedging when necessary[161] - The company provides regular and professional training to employees to maintain workforce quality, knowledge, and skills[162] Business Operations and Growth - The number of Tuhu Workshop stores increased to 5,909 in 2023, a 27.0% year-on-year growth, with 5,757 being franchised stores[27] - Transaction users reached 19.3 million in 2023, a 16.9% increase from 16.5 million in 2022[27] - Registered users grew to 115.3 million in 2023, up 20.7% from 95.5 million in 2022[27] - The company's car maintenance business saw a 34.3% increase in gross profit, rising from RMB 1.2 billion in 2022 to RMB 1.6
途虎-W(09690) - 2023 - 年度财报