10q10k10q10k.net
Atour Lifestyle Holdings Ltd

Atour Lifestyle Holdings LtdATAT财报

Nasdaq

Atour Lifestyle Holdings Ltd is a leading China-based hospitality and lifestyle enterprise. It operates a wide portfolio of mid-to-premium hotel brands for business and leisure travelers, and offers complementary lifestyle retail products and experience services, catering primarily to middle-class consumers across domestic and selected overseas markets.

What changed in Atour Lifestyle Holdings Ltd's 20-F — 2023 vs 2024

Top changes in Atour Lifestyle Holdings Ltd's 2024 20-F

544 paragraphs added · 566 removed · 436 edited across 5 sections

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

177 edited+56 added−59 removed519 unchanged
The final Cybersecurity Review Measures provide that a “network platform operator” that possesses personal information of more than one million users and seeks a listing in a foreign country must apply for a cybersecurity review.
The final Cybersecurity Review Measures provide that a “network platform operator” that possesses personal information of more than one million users and seeks a listing in a foreign country must apply for a cybersecurity review.
Further, the relevant PRC governmental authorities may initiate a cybersecurity review against any company if they determine certain network products, services, or data processing activities of such company affect or may affect national security.
Further, the relevant PRC governmental authorities may initiate a cybersecurity review against any company if they determine certain network products, services, or data processing activities of such company affect or may affect national security.
Even if we and our related parties are successful in our attempt to defend ourselves in legal and administrative actions or to assert our rights under various laws, enforcing our rights against the various parties involved may be expensive, time-consuming and ultimately futile.
Even if we and our related parties are successful in our attempt to defend ourselves in legal and administrative actions or to assert our rights under various laws, enforcing our rights against the various parties involved may be expensive, time-consuming and ultimately futile.
In addition, changing laws, regulations and standards relating to corporate governance and public disclosure, including regulations implemented by the Nasdaq, may increase legal and financial compliance costs and make some activities more time-consuming.
In addition, changing laws, regulations and standards relating to corporate governance and public disclosure, including regulations implemented by the Nasdaq, may increase legal and financial compliance costs and make some activities more time-consuming.
These laws, regulations and standards are subject to varying interpretations and, as a result, their application in practice may evolve over time as new guidance is provided by regulatory and governing bodies.
These laws, regulations and standards are subject to varying interpretations and, as a result, their application in practice may evolve over time as new guidance is provided by regulatory and governing bodies.
We intend to invest resources to comply with evolving laws, regulations and standards, and this investment may result in increased general and administrative expenses and a diversion of management’s time and attention from revenue-generating activities to compliance activities.
We intend to invest resources to comply with evolving laws, regulations and standards, and this investment may result in increased general and administrative expenses and a diversion of management’s time and attention from revenue-generating activities to compliance activities.
The CSRC Filing Rules state that, any post-listing follow-on offering by an issuer in the same overseas market, including issuance of shares, convertible notes and other similar securities, shall be subject to filing requirement within three business days after the completion of the offering.
The CSRC Filing Rules state that, any post-listing follow-on offering by an issuer in the same overseas market, including issuance of shares, convertible notes and other similar securities, shall be subject to filing requirement within three business days after the completion of the offering.
These risks and challenges include, among others: ● the uncertainties associated with our ability to continue our growth and maintain profitability; ● preserving our competitive position in the upper midscale hotel segment of the hospitality industry in China; ● offering consistent and high-quality accommodations and services to retain and attract guests; ● implementing our strategy and modifying it from time to time to respond effectively to competition and changes in customer preferences; ● our ability to introduce new hotel and other lifestyle offerings to achieve our goal to become a leading lifestyle brand; ● increasing awareness of our Atour brand and continuing to develop customer loyalty; and ● recruiting, training and retaining qualified managerial and other personnel.
These risks and challenges include, among others: ● the uncertainties associated with our ability to continue our growth and maintain profitability; ● preserving our competitive position in the upper midscale hotel segment of the hospitality industry in China; ● offering consistent and high-quality accommodations and services to retain and attract guests; ● implementing our strategy and modifying it from time to time to respond effectively to competition and changes in customer preferences; ● our ability to introduce new hotel and other lifestyle offerings to achieve our goal to become a leading lifestyle group; ● increasing awareness of our Atour brand and continuing to develop customer loyalty; and ● recruiting, training and retaining qualified managerial and other personnel.
The ADSs sold in our initial public offering in November 2022 and in the secondary offerings by our shareholders in June and December 2023 are freely tradable without restriction or further registration under the Securities Act, and shares held by our shareholders may also be sold in the public market in the future, subject to the restrictions in Rule 144 and Rule 701 under the Securities Act and the applicable lock-up agreements (if any).
The ADSs sold in our initial public offering in November 2022 and in the secondary offerings by our shareholders in June and December 2023 and June 2024 are freely tradable without restriction or further registration under the Securities Act, and shares held by our shareholders may also be sold in the public market in the future, subject to the restrictions in Rule 144 and Rule 701 under the Securities Act and the applicable lock-up agreements (if any).
We primarily derive our revenues from (i) franchise and management fees from our manachised hotels and sales of hotel supplies to manachised hotels, (ii) operations of our leased hotels, and (iii) sales of our retail products in connection with our retail business. We generated net revenues of Atour Light, Atour X, Atour, ZHOTEL, Atour S, and A.T. House.
We primarily derive our revenues from (i) franchise and management fees from our manachised hotels and sales of hotel supplies to manachised hotels, (ii) operations of our leased hotels, and (iii) sales of our retail products in connection with our retail business. We generated net revenues of Atour Light, Atour X, Atour, Atour S, and A.T. House.
We have limited access to alternative networks or services in the event of disruptions, failures or other problems with China’s internet infrastructure or the telecommunications networks provided by telecommunications service providers. Our platform regularly serves a large number of guests, franchisees and suppliers.
We have limited access to alternative networks or services in the event of disruptions, failures or other problems with China’s internet infrastructure or the telecommunications networks provided by telecommunications service providers. Our platform regularly serves a large number of guests, customers, franchisees and suppliers.
Business involving online payment services is subject to a number of risks that could materially and adversely affect third-party online payment service providers’ ability to provide payment processing and escrow services to us, including: ● dissatisfaction with these online payment services or decreased use of their services; ● increasing competition, including from other established Chinese internet companies, payment service providers and companies engaged in other financial technology services; ● changes to rules or practices applicable to payment systems that link to third-party online payment service providers; 28 Table of Contents ● breach of customers’ personal information and concerns over the use and security of information collected from our customers; ● service outages, system failures or failures to effectively scale the system to handle large and growing transaction volumes; ● increasing costs to third-party online payment service providers, including fees charged by banks to process transactions through online payment channels, which would also increase our costs of revenues; and ● failure to manage funds accurately or loss of funds, whether due to employee fraud, security breaches, technical errors or otherwise.
Business involving online payment services is subject to a number of risks that could materially and adversely affect third-party online payment service providers’ ability to provide payment processing and escrow services to us, including: ● dissatisfaction with these online payment services or decreased use of their services; ● increasing competition, including from other established Chinese internet companies, payment service providers and companies engaged in other financial technology services; ● changes to rules or practices applicable to payment systems that link to third-party online payment service providers; ● breach of customers’ personal information and concerns over the use and security of information collected from our customers; ● service outages, system failures or failures to effectively scale the system to handle large and growing transaction volumes; ● increasing costs to third-party online payment service providers, including fees charged by banks to process transactions through online payment channels, which would also increase our costs of revenues; and ● failure to manage funds accurately or loss of funds, whether due to employee fraud, security breaches, technical errors or otherwise.
Failure to comply with these requirements may result in the revocation of licenses to provide internet content and other licenses, and the closure of the concerned websites. The website operator may also be held liable for such information displayed on or linked to the websites.
Failure to comply with these requirements may result in the revocation of licenses to provide internet content and other licenses, and the closure of the concerned websites. The website operator may also be held liable for such censored information displayed on or linked to the websites.
The depositary may refuse to deliver, transfer or register transfers of the ADSs generally when our share register or the books of the depositary are closed, or at any time if we or the depositary thinks it is advisable to do so because of any requirement of law or of any government or governmental body, or under any provision of the deposit agreement, or for any other reason. 46 Table of Contents We are a foreign private issuer within the meaning of the rules under the Exchange Act, and as such we are exempt from certain provisions applicable to U.S. domestic public companies.
The depositary may refuse to deliver, transfer or register transfers of the ADSs generally when our share register or the books of the depositary are closed, or at any time if we or the depositary thinks it is advisable to do so because of any requirement of law or of any government or governmental body, or under any provision of the deposit agreement, or for any other reason. 47 Table of Contents We are a foreign private issuer within the meaning of the rules under the Exchange Act, and as such we are exempt from certain provisions applicable to U.S. domestic public companies.
It is advisable that you consult legal counsel regarding the jury waiver provision before investing in the ADSs. 45 Table of Contents If you or any other owners or holders of ADSs bring a claim against us or the depositary in connection with matters arising under the deposit agreement or the ADSs, including claims under federal securities laws, you or such other owners or holders may not be entitled to a jury trial with respect to such claims, which may have the effect of limiting and discouraging lawsuits against us or the depositary.
It is advisable that you consult legal counsel regarding the jury waiver provision before investing in the ADSs. 46 Table of Contents If you or any other owners or holders of ADSs bring a claim against us or the depositary in connection with matters arising under the deposit agreement or the ADSs, including claims under federal securities laws, you or such other owners or holders may not be entitled to a jury trial with respect to such claims, which may have the effect of limiting and discouraging lawsuits against us or the depositary.
As a network platform operator who possesses personal information of more than one million users for purposes of the Cybersecurity Review Measures, we had applied for and completed a cybersecurity review with respect to the listing of the ADSs on Nasdaq in November 2022 pursuant to the Cybersecurity Review Measures. 43 Table of Contents On February 17, 2023, the CSRC, as approved by the State Council, released the CSRC Filing Rules, which came into effect on March 31, 2023.
As a network platform operator who possesses personal information of more than one million users for purposes of the Cybersecurity Review Measures, we had applied for and completed a cybersecurity review with respect to the listing of the ADSs on Nasdaq in November 2022 pursuant to the Cybersecurity Review Measures. 44 Table of Contents On February 17, 2023, the CSRC, as approved by the State Council, released the CSRC Filing Rules, which came into effect on March 31, 2023.
This may make it more difficult for you to obtain the information needed to establish any facts necessary for a shareholder motion or to solicit proxies from other shareholders in connection with a proxy contest. 44 Table of Contents Certain corporate governance practices in the Cayman Islands, which is our home country, differ significantly from requirements for companies incorporated in other jurisdictions such as the United States.
This may make it more difficult for you to obtain the information needed to establish any facts necessary for a shareholder motion or to solicit proxies from other shareholders in connection with a proxy contest. 45 Table of Contents Certain corporate governance practices in the Cayman Islands, which is our home country, differ significantly from requirements for companies incorporated in other jurisdictions such as the United States.
While the majority of our standard lease agreements require the lessors to make such registrations, most of our leases entered into in connection with our leased hotels as of December 31, 2023 have not been registered as required by PRC law, which may expose both lessors and lessees to potential monetary fines ranging from RMB1,000 to RMB10,000 for each non-registration.
While the majority of our standard lease agreements require the lessors to make such registrations, most of our leases entered into in connection with our leased hotels as of December 31, 2024 have not been registered as required by PRC law, which may expose both lessors and lessees to potential monetary fines ranging from RMB1,000 to RMB10,000 for each non-registration.
SAT Bulletin 7 also brings challenges to both foreign transferor and transferee (or other person who is obligated to pay for the transfer) of taxable assets. 38 Table of Contents On October 17, 2017, the SAT issued the Public Notice on Issues Relating to Withholding at Source of Income Tax of Nonresident Enterprises, or SAT Bulletin 37, which came into effect on December 1, 2017.
SAT Bulletin 7 also brings challenges to both foreign transferor and transferee (or other person who is obligated to pay for the transfer) of taxable assets. 39 Table of Contents On October 17, 2017, the SAT issued the Public Notice on Issues Relating to Withholding at Source of Income Tax of Nonresident Enterprises, or SAT Bulletin 37, which came into effect on December 1, 2017.
Our operating results are subject to conditions typically affecting the hospitality industry in China, including, among others: ● changes in national, regional or local economic conditions; ● contraction in the global economy or low levels of economic growth; ● competition from other hotels and vacation rental online marketplace companies; ● the attractiveness of our hotels to our guests; ● local market conditions such as an oversupply of, or a reduction in demand for, hotel rooms; ● adverse weather conditions, natural disasters or serious contagious diseases, such as COVID-19; ● the ability of third-party internet and other travel intermediaries who sell our hotel rooms to guests to attract and retain customers; ● the availability and cost of capital necessary for us and third-party hotel owners to fund investments, capital expenditures and service debt obligations; ● delays in or cancellations of planned or future development or refurbishment projects; ● seasonal and cyclical volatility in the hospitality industry; ● changes in desirability of geographic regions of the hotels in our business, geographic concentration of our operations and customers and shortages of desirable locations for development; ● the performance of managerial and other employees of our hotels; and ● increases in operating costs and expenses, particularly rents, due to inflation and other factors.
Our operating results are subject to conditions typically affecting the hospitality industry in China, including, among others: ● changes in national, regional or local economic conditions; ● contraction in the global economy or low levels of economic growth; ● competition from other hotels and vacation rental online marketplace companies; ● the attractiveness of our hotels to our guests; ● local market conditions such as an oversupply of, or a reduction in demand for, hotel rooms; ● adverse weather conditions, natural disasters or serious contagious diseases; ● the ability of third-party internet and other travel intermediaries who sell our hotel rooms to guests to attract and retain customers; ● the availability and cost of capital necessary for us and third-party hotel owners to fund investments, capital expenditures and service debt obligations; ● delays in or cancellations of planned or future development or refurbishment projects; ● seasonal and cyclical volatility in the hospitality industry; ● changes in desirability of geographic regions of the hotels in our business, geographic concentration of our operations and customers and shortages of desirable locations for development; 7 Table of Contents ● the performance of managerial and other employees of our hotels; and ● increases in operating costs and expenses, particularly rents, due to inflation and other factors.
Although we have registered “ Yaduo ,” “ Atour ” and other logos related to our business as trademarks in China, there is no assurance that any issued patents or registered trademarks will adequately protect our intellectual property, or that such patents and trademarks will not be challenged by third parties or found by a judicial authority to be invalid or unenforceable.
Although we have registered “ Yaduo ,” “ Atour ,” “ Atour Light ,” “ Atour Planet ” and other logos related to our business as trademarks in China, there is no assurance that any issued patents or registered trademarks will adequately protect our intellectual property, or that such patents and trademarks will not be challenged by third parties or found by a judicial authority to be invalid or unenforceable.
The exclusive forum provision in our memorandum and articles of association will not operate so as to deprive the courts of the Cayman Islands from having jurisdiction over matters relating to our internal affairs. 41 Table of Contents We are a “controlled company” as defined under the Nasdaq Stock Market corporate governance rules.
The exclusive forum provision in our memorandum and articles of association will not operate so as to deprive the courts of the Cayman Islands from having jurisdiction over matters relating to our internal affairs. 42 Table of Contents We are a “controlled company” as defined under the Nasdaq Stock Market corporate governance rules.
Moreover, the property ownership or leasehold in connection with our manachised hotels could be subject to similar third-party claims. 14 Table of Contents Failure to comply with land- and property-related requirements under PRC law may subject lessors to fines or other penalties that may negatively affect our ability to operate our leased hotels.
Moreover, the property ownership or leasehold in connection with our manachised hotels could be subject to similar third-party claims. 15 Table of Contents Failure to comply with land- and property-related requirements under PRC law may subject lessors to fines or other penalties that may negatively affect our ability to operate our leased hotels.
Even if such allegations are ultimately proven to be groundless, allegations against us could severely impact our business operations, and any investment in the ADSs could be greatly reduced or even rendered worthless. 42 Table of Contents You may need to rely on a price appreciation of the ADSs for a return on your investment.
Even if such allegations are ultimately proven to be groundless, allegations against us could severely impact our business operations, and any investment in the ADSs could be greatly reduced or even rendered worthless. 43 Table of Contents You may need to rely on a price appreciation of the ADSs for a return on your investment.
Risks Related to Our Business and Industry ● Our operating results are subject to conditions typically affecting the hospitality industry in China, any of which could reduce our revenues and limit opportunities for growth. ● If we are unable to compete successfully, our financial condition and results of operations may be harmed. 4 Table of Contents ● We may not be able to manage our expected growth, which could adversely affect our operating results. ● Our expansion within existing markets and into new markets may present increased risk. ● We may not be able to successfully identify, secure or operate additional hotel properties. ● Our limited operating history makes it difficult to evaluate our future prospects and results of operations. ● The COVID-19 pandemic has adversely affected, and may continue to adversely affect, our financial and operating performance. ● If our brand reputation is harmed, it could have a material adverse effect on our business and results of operations. ● We may be adversely affected by any negative publicity concerning us and our business, shareholders, affiliates, directors, officers, other employees, business partners, other third parties as well as the industry in which we operate, regardless of its accuracy, that could harm our reputation and business. ● We may not be successful in developing and achieving expected returns from our diversified hotel brand portfolio, which could adversely affect our financial performance and condition. ● We are subject to various operational risks inherent in the manachise business model. ● We may not be able to successfully attract new franchisees and compete for franchise and management agreements and, as a result, we may not be able to achieve our planned growth. ● Our franchise and management agreements could be terminated early and we may not be able to renew our existing franchise and management agreements or renegotiate new franchise and management agreements when they expire. ● We may be liable for improper collection, use or appropriation of personal information provided by our customers.
Risks Related to Our Business and Industry ● Our operating results are subject to conditions typically affecting the hospitality industry in China, any of which could reduce our revenues and limit opportunities for growth. ● If we are unable to compete successfully, our financial condition and results of operations may be harmed. ● We may not be able to manage our expected growth, which could adversely affect our operating results. ● Our expansion within existing markets and into new markets may present increased risk. ● We may not be able to successfully identify, secure or operate additional hotel properties. ● Our limited operating history makes it difficult to evaluate our future prospects and results of operations. ● If our brand reputation is harmed, it could have a material adverse effect on our business and results of operations. ● We may be adversely affected by any negative publicity concerning us and our business, shareholders, affiliates, directors, officers, other employees, business partners, other third parties as well as the industry in which we operate, regardless of its accuracy, that could harm our reputation and business. ● We may not be successful in developing and achieving expected returns from our diversified hotel brand portfolio, which could adversely affect our financial performance and condition. ● We are subject to various operational risks inherent in the manachise business model. ● We may not be able to successfully attract new franchisees and compete for franchise and management agreements and, as a result, we may not be able to achieve our planned growth. 5 Table of Contents ● Our franchise and management agreements could be terminated early and we may not be able to renew our existing franchise and management agreements or renegotiate new franchise and management agreements when they expire. ● We may be liable for improper collection, use or appropriation of personal information provided by our customers.
Risk Factors—Risks Related to The ADSs—The approval or filing of the China Securities Regulatory Commission or other PRC regulatory agencies may be required to maintain our listing status or conduct future offshore securities offerings.” We manage our business operations in a prudent manner where we determine whether a particular regulatory permission or approval is required based on opinions and guidance from our in-house and external legal counsel and relevant governmental authorities, as the case may be.
Risk Factors—Risks Related to The ADSs—The approval or filing of the China Securities Regulatory Commission or other PRC regulatory agencies may be required to maintain our listing status or conduct future offshore securities offerings.” 4 Table of Contents We manage our business operations in a prudent manner where we determine whether a particular regulatory permission or approval is required based on opinions and guidance from our in-house and external legal counsel and relevant governmental authorities, as the case may be.
Our management and independent registered public accounting firm have concluded that our internal control over financial reporting as of December 31, 2023 was effective. However, we cannot assure you that in the future our management or our independent registered public accounting firm will not identify material weaknesses in evaluating the effectiveness of the company’s internal control over financial reporting.
Our management and independent registered public accounting firm have concluded that our internal control over financial reporting as of December 31, 2024 was effective. However, we cannot assure you that in the future our management or our independent registered public accounting firm will not identify material weaknesses in evaluating the effectiveness of the company’s internal control over financial reporting.
The appropriation to the general reserve fund must be at least 10% of the after-tax profits calculated in accordance with PRC GAAP. Appropriation is not required if the reserve fund has reached 50% of the registered capital of our subsidiary. Appropriation to the other two reserve funds is at our subsidiaries’ discretion.
The appropriation to the general reserve fund must be at least 10% of the after-tax profits calculated in accordance with PRC GAAP. Appropriation is not required if the reserve fund has reached 50% of the registered capital of our subsidiary. Appropriations to the other two reserve funds are at our subsidiaries’ discretion.
On December 16, 2021, the PCAOB issued the HFCAA Determination Report to notify the SEC of its determinations that the PCAOB was unable to inspect or investigate completely registered public accounting firms headquartered in mainland China and Hong Kong, including our auditor.
On December 16, 2021, the PCAOB issued the HFCAA Determination Report to notify the SEC of its determinations that the PCAOB was unable to inspect or investigate completely registered public accounting firms headquartered in mainland China and Hong Kong, including our auditor which is headquartered in mainland China.
In particular, our retail services are subject to various potential liabilities and risks commonly associated with e-commerce or online retail, including, among others: ● product liability disputes and related liabilities; ● food safety disputes and related liabilities; ● intellectual property infringement disputes and related liabilities; ● portrait right infringement disputes and liabilities associated with the marketing materials that we use to promote our products; ● disputes and liabilities related to pricing, advertisements, consumer protection, privacy and data security; ● non-compliance risks under various laws and regulations, including those laws and regulations relating to online platforms. ● risks related to refund policy, storage and transportation of our products; ● fluctuations in the price of raw materials; ● reliance on third-party manufactures for our private label products and their ability to produce and supply products in compliance with our specifications; 20 Table of Contents ● lack of effective control over our franchisees, who act as distributors for our retail products; and ● inventory impairment risks.
In particular, our retail services are subject to various potential liabilities and risks commonly associated with e-commerce or online retail, including, among others: ● product liability disputes and related liabilities; ● food safety disputes and related liabilities; ● intellectual property infringement disputes and related liabilities; ● portrait right infringement disputes and liabilities associated with the marketing materials that we use to promote our products; ● disputes and liabilities related to pricing, advertisements, consumer protection, privacy and data security; ● non-compliance risks under various laws and regulations, including those laws and regulations relating to online platforms. ● risks related to refund policy, storage and transportation of our products; ● fluctuations in the price of raw materials; ● reliance on third-party manufactures for our private label products and their ability to produce and supply products in compliance with our specifications; ● lack of effective monitoring over our franchisees, who act as distributors for our retail products; and ● inventory impairment risks.
While we may enter into additional license agreements in the future, the terms of such license agreements may be less favorable than the terms of our existing license agreements. In addition, our collaboration with licensors are generally non-exclusive. Licensors may work with our competitors or new participants in the market.
While we may enter into additional license agreements in the future, the terms of such license agreements may be less favorable than the terms of our existing license agreements. In addition, our collaboration with licensors is generally non-exclusive. Licensors may work with our competitors or new participants in the market.
Regulation on information disseminated over the internet in China may adversely affect our business and reputation and subject us to liability for information displayed on our website. The PRC government has adopted regulations governing the distribution of news and other information over the internet.
Regulation and censorship of information disseminated over the internet in China may adversely affect our business and reputation and subject us to liability for information displayed on our website. The PRC government has adopted regulations governing internet access and the distribution of news and other information over the internet.
Risk Factors—Risks Related to Doing Business in China—Trading in our securities may be prohibited under the HFCAA if the PCAOB determines that it is unable to inspect or investigate completely our auditor, and as a result, U.S. national securities exchanges, such as Nasdaq, may determine to delist the ADSs.” 3 Table of Contents Permissions Required from the PRC Authorities for Our Operations and Overseas Securities Offerings We are required to obtain certain licenses, permits and approvals from relevant governmental authorities in China in order to operate our business.
Risk Factors—Risks Related to Doing Business in China—Trading in our securities may be prohibited under the HFCAA if the PCAOB determines that it is unable to inspect or investigate completely our auditor, and as a result, U.S. national securities exchanges, such as Nasdaq, may determine to delist the ADSs.” Permissions Required from the PRC Authorities for Our Operations and Overseas Securities Offerings We are required to obtain certain licenses, permits and approvals from relevant governmental authorities in China in order to operate our business.
If our trademark applications are not granted, we may have to use different marks for affected products or services, or seek other alternative arrangements, which might not be available on commercially reasonable terms, if at all. 18 Table of Contents In addition, we consider our technology platform and IT system to be key components of our competitive advantage and our growth strategy.
If our trademark applications are not granted, we may have to use different marks for affected products or services, or seek other alternative arrangements, which might not be available on commercially reasonable terms, if at all. In addition, we consider our technology platform and IT system to be key components of our competitive advantage and our growth strategy.
For instance, various regulatory bodies in China, including the Cyberspace Administration of China, the Ministry of Public Security and the State Administration for Market Regulation, or the SAMR, have enforced data privacy and protection laws and regulations with varying and evolving standards and interpretations.
For instance, various regulatory bodies in China, including the CAC, the Ministry of Public Security and the State Administration for Market Regulation, or the SAMR, have enforced data privacy and protection laws and regulations with varying and evolving standards and interpretations.
Our management will have considerable discretion in the application of the net proceeds received by us. 39 Table of Contents You will not have the opportunity, as part of your investment decision, to assess whether proceeds are being used appropriately.
Our management will have considerable discretion in the application of the net proceeds received by us. 40 Table of Contents You will not have the opportunity, as part of your investment decision, to assess whether proceeds are being used appropriately.
Goodwill and other intangible assets (the value of which may be determined by reference to the excess of the sum of the corporation’s market capitalization and liabilities over the value of its assets) are generally characterized as active assets to the extent associated with business activities that produce active income. 47 Table of Contents Based on the manner in which we currently conduct our business, the composition of our income and assets and the estimated value of our assets (including goodwill and other intangible assets), we believe that we were not a PFIC for our 2023 taxable year.
Goodwill and other intangible assets (the value of which may be determined by reference to the excess of the sum of the corporation’s market capitalization and liabilities over the value of its assets) are generally characterized as active assets to the extent associated with business activities that produce active income. 48 Table of Contents Based on the manner in which we currently conduct our business, the composition of our income and assets and the estimated value of our assets (including goodwill and other intangible assets), we believe that we were not a PFIC for our 2024 taxable year.
If we fail to recruit, train and retain qualified hotel managers and HR representatives, our quality standards may decrease in one or more of our hotels and our manachised hotels’ operation may be adversely affected, which in turn may have a material and adverse effect on our brand, our business, and our financial condition and results of operations.
If we fail to recruit, train and retain qualified hotel managers and deputy managers, our quality standards may decrease in one or more of our hotels and our manachised hotels’ operation may be adversely affected, which in turn may have a material and adverse effect on our brand, our business, and our financial condition and results of operations.
Furthermore, we have incurred and expect to continue to incur considerable costs and to use significant management time and the other resources in an effort to comply with Section 404 and other requirements of the Sarbanes-Oxley Act. 25 Table of Contents Our net profit could be adversely affected by share-based compensation.
Furthermore, we have incurred and expect to continue to incur considerable costs and to use significant management time and the other resources in an effort to comply with Section 404 and other requirements of the Sarbanes-Oxley Act. Our net profit could be adversely affected by share-based compensation.
Accordingly, our results of operations and prospects are, to a significant degree, subject to economic, political and legal developments in China. The economy of China differs from the economies of most developed countries in many respects, including its level of development, its growth rate and its control over foreign exchange.
Accordingly, our results of operations and prospects are, to a significant degree, subject to economic, political and legal developments in China. The economy of China differs from the economies of most developed countries in many respects, including the extent of government involvement, its level of development, its growth rate and its control over foreign exchange.
Changes in any of these conditions could adversely affect our occupancy rates, ADR and RevPAR, or otherwise adversely affect our results of operations and financial condition. 6 Table of Contents If we are unable to compete successfully, our financial condition and results of operations may be harmed. The hospitality industry in China is highly competitive.
Changes in any of these conditions could adversely affect our occupancy rates, ADR and RevPAR, or otherwise adversely affect our results of operations and financial condition. If we are unable to compete successfully, our financial condition and results of operations may be harmed. The hospitality industry in China is highly competitive.
If we fail to successfully identify or compete for additional hotel properties, our ability to execute our growth strategy could be impaired and our business and prospects may be materially and adversely affected. 7 Table of Contents Our limited operating history makes it difficult to evaluate our future prospects and results of operations.
If we fail to successfully identify or compete for additional hotel properties, our ability to execute our growth strategy could be impaired and our business and prospects may be materially and adversely affected. Our limited operating history makes it difficult to evaluate our future prospects and results of operations.
As a result, we may not be able to achieve our planned growth and our business and results of operations may be materially and adversely affected. Our franchise and management agreements could be terminated early and we may not be able to renew our existing franchise and management agreements or renegotiate new franchise and management agreements when they expire.
As a result, we may not be able to achieve our planned growth and our business and results of operations may be materially and adversely affected. 13 Table of Contents Our franchise and management agreements could be terminated early and we may not be able to renew our existing franchise and management agreements or renegotiate new franchise and management agreements when they expire.
In addition, our senior management team has limited experience in running public companies, which will require us to expend additional resources in hiring additional support staff and incur additional costs and expenses. 19 Table of Contents If we are not able to recruit, train and retain qualified managerial and other employees, our brand and our business may be materially and adversely affected.
In addition, our senior management team has limited experience in running public companies, which will require us to expend additional resources in hiring additional support staff and incur additional costs and expenses. If we are not able to recruit, train and retain qualified managerial and other employees, our brand and our business may be materially and adversely affected.
These actions could expose us to negative publicity and to substantial monetary damages and legal defense costs, injunctive reliefs, and criminal and civil liabilities and/or penalties. We are subject to third-party payment processing-related risks. We accept payments through major third-party online payment channels in China, as well as bank transfers and credit cards.
These actions could expose us to negative publicity and to substantial monetary damages and legal defense costs, injunctive reliefs, and criminal and civil liabilities and/or penalties. 29 Table of Contents We are subject to third-party payment processing-related risks. We accept payments through major third-party online payment channels in China, as well as bank transfers and credit cards.
The PRC government also has significant authority to exert influence on the ability of a China-based company, such as our company, to conduct its business. 29 Table of Contents The global macroeconomic environment faces significant challenges in the near-term future.
The PRC government also has significant authority to exert influence on the ability of a China-based company, such as our company, to conduct its business. The global macroeconomic environment faces significant challenges in the near-term future.
As of December 31, 2023, we have obtained such basic business license and special industry license in compliance with applicable PRC laws and regulations.
As of December 31, 2024, we have obtained such basic business license and special industry license in compliance with applicable PRC laws and regulations.
We aim to recruit, train and retain entrepreneurial, motivated and customer-oriented hotel managers and HR representatives with backgrounds and experience in hotel, service and other industries. We must recruit and train qualified hotel managers and HR representatives on a timely basis to keep pace with our rapid growth.
We aim to recruit, train and retain entrepreneurial, motivated and customer-oriented hotel managers and deputy managers with backgrounds and experience in hotel, service and other industries. We must recruit and train qualified hotel managers and deputy managers on a timely basis to keep pace with our rapid growth.
As a result, fluctuations in exchange rates may have a material adverse effect on your investment. 35 Table of Contents Governmental control of currency conversion may limit our ability to utilize our revenues effectively and affect the value of your investment.
As a result, fluctuations in exchange rates may have a material adverse effect on your investment. Governmental control of currency conversion may limit our ability to utilize our revenues effectively and affect the value of your investment.
If we or our franchisees fail to make investments necessary to maintain or improve the properties, our hotel’s attractiveness and reputation could suffer, we could lose market share to our competitors and our RevPAR may decline. 27 Table of Contents Increasing focus on environmental, social and governance matters may impose additional costs on us or expose us to additional risks.
If we or our franchisees fail to make investments necessary to maintain or improve the properties, our hotel’s attractiveness and reputation could suffer, we could lose market share to our competitors and our RevPAR may decline. Increasing focus on environmental, social and governance matters may impose additional costs on us or expose us to additional risks.
It is difficult to predict how market forces or PRC or U.S. government policy may impact the exchange rate between the renminbi and the U.S. dollar in the future. There remains significant international pressure on the Chinese government to adopt a flexible currency policy to allow the renminbi to appreciate against the U.S. dollar.
It is difficult to predict how market forces or PRC or U.S. government policy may impact the exchange rate between the renminbi and the U.S. dollar in the future. 36 Table of Contents There remains significant international pressure on the Chinese government to adopt a flexible currency policy to allow the renminbi to appreciate against the U.S. dollar.
Under the manachise business model, we manage hotels through the on-site hotel managers and HR representatives we appoint to each hotel and collect fees from franchisees. We plan to continue to increase the number of manachised hotels in the future.
Under the manachise business model, we manage hotels through the on-site hotel managers and deputy managers we appoint to each hotel and collect fees from franchisees. We plan to continue to increase the number of manachised hotels in the future.
Business Overview—Regulation—Regulations on Employee Share Option Plans.” 37 Table of Contents If we are classified as a PRC resident enterprise for PRC enterprise income tax purposes, such classification could result in unfavorable tax consequences to us and our non-PRC shareholders and ADS holders.
Business Overview—Regulation—Regulations on Employee Share Option Plans.” If we are classified as a PRC resident enterprise for PRC enterprise income tax purposes, such classification could result in unfavorable tax consequences to us and our non-PRC shareholders and ADS holders.
We also must provide continuous training to our hotel managers and HR representatives so that they can stay abreast of changes in our hotel operations and consumer preferences and demands, and meet and implement our quality standards.
We also must provide continuous training to our hotel managers and deputy managers so that they can stay abreast of changes in our hotel operations and consumer preferences and demands, and meet and implement our quality standards.
In addition, the PRC government continues to play a significant role in regulating industrial development. It also has significant influence over China’s economic growth through the allocation of resources, controlling payment of foreign currency- denominated obligations, setting monetary policies, restricting the inflow and outflow of foreign capital and providing preferential treatment to particular industries or companies.
The PRC government continues to play a significant role in regulating industrial development. It also exercises significant control over China’s economic growth through the allocation of resources, controlling payment of foreign currency- denominated obligations, setting monetary policies, restricting the inflow and outflow of foreign capital and providing preferential treatment to particular industries or companies.
However, whether the PCAOB will continue to conduct inspections and investigations completely to its satisfaction of PCAOB-registered public accounting firms headquartered in mainland China and Hong Kong is subject to uncertainty and depends on a number of factors out of our, and our auditor’s, control, including positions taken by authorities of the PRC.
However, whether the PCAOB will continue to conduct inspections and investigations completely to its satisfaction of PCAOB-registered public accounting firms headquartered in mainland China and Hong Kong remains uncertain and depends on a number of factors out of our, and our auditor’s, control, including positions taken by authorities of the PRC.
In 2023, approximately 63.4% of our room-nights were sold to our A-Card members and corporate account clients through our central reservation system. We expect that these members and corporate account clients will contribute to the growth of our business in the near future.
In 2024, approximately 63.0% of our room-nights were sold to our A-Card members and corporate account clients through our central reservation system. We expect that these members and corporate account clients will contribute to the growth of our business in the near future.
We franchise our brands to third parties pursuant to franchise and management agreements or other similar agreements. These franchise and management agreements may be renegotiated or may expire. The versions of franchise and management agreements we have used during recent years typically have a fixed term of 8 to 15 years.
We franchise our brands to third parties pursuant to franchise and management agreements or other similar agreements. These franchise and management agreements may be renegotiated or may expire. The versions of franchise and management agreements we have used during recent years typically have a fixed term of up to 20 years.
However, since PRC administrative and court authorities have discretion in interpreting and implementing statutory and contractual terms, it may be difficult to predict the outcome of administrative and court proceedings and the level of legal protection we enjoy.
However, since PRC administrative and court authorities have discretion in interpreting and implementing statutory and contractual terms, it may be more difficult to predict the outcome of administrative and court proceedings and the level of legal protection we enjoy than in more developed legal systems.
Business Overview—Regulation—Regulations on Offshore Financing.” 36 Table of Contents We are committed to complying with and to ensuring that our shareholders and beneficial owners who are subject to these regulations will comply with the relevant SAFE rules and regulations.
Business Overview—Regulation—Regulations on Offshore Financing.” We are committed to complying with and to ensuring that our shareholders and beneficial owners who are subject to these regulations will comply with the relevant SAFE rules and regulations.
Each Class B ordinary share is convertible into one Class A ordinary share at any time by the holders thereof, while Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. 40 Table of Contents As of March 31, 2024, Mr.
Each Class B ordinary share is convertible into one Class A ordinary share at any time by the holders thereof, while Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. 41 Table of Contents As of March 31, 2025, Mr.
We will incur additional costs as a result of being a public company. We are a public company and expect to incur significant legal, accounting and other expenses that we did not incur as a private company. These additional costs could negatively affect our financial results.
We are a public company and expect to incur significant legal, accounting and other expenses that we did not incur as a private company. These additional costs could negatively affect our financial results.
PRC regulators, including the Cyberspace Administration of China, MIIT, and the Ministry of Public Security have been increasingly focused on regulation in the areas of data security and data protection. The PRC regulatory requirements regarding cybersecurity are constantly evolving.
PRC regulators, including the CAC, MIIT, and the Ministry of Public Security have been increasingly focused on regulation in the areas of data security and data protection. The PRC regulatory requirements regarding cybersecurity are constantly evolving.
We have experienced substantial growth in the past. Over the past few years, we increased the number of our hotels in China to 1,210 as of December 31, 2023, and we intend to continue to convert, operate and manage additional hotels in markets where we have a presence and in additional cities in China.
We have experienced substantial growth in the past. Over the past few years, we increased the number of our hotels in China to 1,619 as of December 31, 2024, and we intend to continue to convert and manage additional hotels in markets where we have a presence and in additional cities in China.
Haijun Wang beneficially owns approximately 21.4% of our total issued and outstanding share capital and 69.8% of the aggregate voting power of our total issued and outstanding share capital as of the same date due to the disparate voting powers associated with our dual-class share structure as well as voting proxy granted to him by other minority shareholders.
Haijun Wang beneficially owns approximately 20.34% of our total issued and outstanding share capital and 69.13% of the aggregate voting power of our total issued and outstanding share capital as of the same date due to the disparate voting powers associated with our dual-class share structure as well as voting proxy granted to him by other minority shareholders.
Even if our board of directors decides to declare and pay dividends, the timing, amount and form of future dividends, if any, will depend on our future results of operations and cash flow, our capital requirements and surplus, the amount of distributions, if any, received by us from our subsidiaries, our financial condition, contractual restrictions and other factors deemed relevant by our board of directors.
If our board of directors decides to continue to declare and pay dividends after such annual dividend policy, the timing, amount and form of future dividends, if any, will depend on our future results of operations and cash flow, our capital requirements and surplus, the amount of distributions, if any, received by us from our subsidiaries, our financial condition, contractual restrictions and other factors deemed relevant by our board of directors.
Under these regulations, internet content providers and internet publishers are prohibited from posting or displaying over the internet content that, among other things, violates PRC laws and regulations, or is reactionary, obscene, superstitious, fraudulent or defamatory.
Under these regulations, internet content providers and internet publishers are prohibited from posting or displaying over the internet content that, among other things, violates PRC laws and regulations, impairs the national dignity of China, or is reactionary, obscene, superstitious, fraudulent or defamatory.
As of December 31, 2023, our lessors failed to provide us with the valid property ownership certificates and/or the land use rights certificates for approximately 5.1% of all of our leased hotels in terms of gross floor area.
As of December 31, 2024, our lessors failed to provide us with the valid property ownership certificates and/or the land use rights certificates for approximately 6.0% of all our leased hotels in terms of gross floor area.
See “Item 10. Additional Information-10.E. Taxation-Material U.S. Federal Income Tax Considerations-Passive Foreign Investment Company Rules.” ITEM 4. INFORMATION ON THE COMPANY
See “Item 10. Additional Information-10.E. Taxation-Material U.S. Federal Income Tax Considerations-Passive Foreign Investment Company Rules.”
As of December 31, 2023, for approximately 25.1% of our leased hotels in terms of gross floor area, the lessors have not obtained the required governmental approvals for the properties to be used for hospitality use purposes.
As of December 31, 2024, for approximately 29.9% of our leased hotels in terms of gross floor area, the lessors have not obtained the required governmental approvals for the properties to be used for hospitality use purposes.
On December 28, 2021, the Cyberspace Administration of China and 12 other relevant PRC government authorities published the amended Cybersecurity Review Measures, which came into effect on February 15, 2022.
On December 28, 2021, the CAC and 12 other relevant PRC government authorities published the amended Cybersecurity Review Measures, which came into effect on February 15, 2022.
Our PRC subsidiaries did not make any contribution to the enterprise expansion fund or the staff and bonus welfare fund during the years ended December 31, 2022 and 2023. The restricted amounts of our PRC subsidiaries totaled RMB83.9 million and RMB126.3 million (US$17.8 million) as of December 31, 2022 and 2023, respectively. See “Item 4. Information on The Company-4.B.
Our PRC subsidiaries did not make any contribution to the enterprise expansion fund or the staff and bonus welfare fund during the years ended December 31, 2023 and 2024. The restricted amounts of our PRC subsidiaries totaled RMB126.3 million and RMB286.7 million (US$39.3 million) as of December 31, 2023 and 2024, respectively. See “Item 4. Information on The Company-4.B.
Shareholders of Cayman Islands exempted companies like us have no general rights under Cayman Islands law to inspect corporate records (other than the memorandum and articles of association, special resolutions which have been passed by shareholders, register of mortgages and charges, and a list of current directors) or to obtain copies of lists of shareholders of these companies.
Shareholders of Cayman Islands exempted companies like us have no general rights under Cayman Islands law to inspect or obtain register of members or corporate records (other than the memorandum and articles of association, special resolutions which have been passed by shareholders and register of mortgages and charges).
However, since the PRC legal system continues to evolve rapidly, the interpretations of many laws, regulations and rules and enforcement of these laws, regulations and rules involve uncertainties, which may limit legal protections available to us.
However, since the PRC legal system continues to evolve rapidly, the interpretations of many laws, regulations and rules are not always uniform and enforcement of these laws, regulations and rules involves uncertainties, which may limit legal protections available to us.
Some U.S. states, such as Delaware, have more fully developed and judicially interpreted bodies of corporate law than the Cayman Islands. In addition, Cayman Islands companies may not have standing to initiate a shareholder derivative action in a federal court of the United States.
Some U.S. states, such as Delaware, have more fully developed and judicially interpreted bodies of corporate law than the Cayman Islands. In addition, Cayman Islands companies may lack standing to initiate shareholder derivative actions in U.S. federal courts.
In addition, if we are unable to maintain and renew one or more of our licenses and certificates, or making appropriate reports or filings, we may be subject to sanctions and enforcement actions, which could adversely and materially affect our business, financial condition and results of operations. 21 Table of Contents If we are unable to conduct sales and marketing activities cost-effectively, our business, financial condition and results of operations may be materially and adversely affected.
In addition, if we are unable to maintain and renew one or more of our licenses and certificates, or making appropriate reports or filings, we may be subject to sanctions and enforcement actions, which could adversely and materially affect our business, financial condition and results of operations.
We believe our “ Atour ” and “Yaduo” brands are integral to our success, including the success of our sales and marketing efforts and our efforts to grow through hotel management arrangements.
We believe the brands under “ Atour ,” “ Yaduo ”, “ Atour Light ” and “ Atour Planet ” series are integral to our success, including the success of our sales and marketing efforts and our efforts to grow through hotel management arrangements.
Although the local authorities in China may establish a regulatory cooperation mechanism with the securities regulatory authorities of another country or region to implement cross-border supervision and administration, such regulatory cooperation with the securities regulatory authorities in the Unities States have not been efficient in the absence of a mutual and practical cooperation mechanism.
Although local authorities in China may establish a regulatory cooperation mechanism with securities regulatory authorities of other countries or regions to implement cross-border supervision and administration, such regulatory cooperation with securities regulatory authorities in the Unities States has not been efficient due to the absence of a mutual and practical cooperation mechanism.
Any such influence on our business operations or action to exert more oversight and control over securities offerings and other capital markets activities, once taken by the PRC government, could adversely affect our business, financial condition and results of operations and the value of our Class A ordinary shares or the ADSs, or significantly limit or completely hinder our ability to continue to offer securities to investors and cause the value of such securities to significantly decline or in extreme cases, become worthless. 30 Table of Contents Uncertainties exist with respect to the enactment timetable, interpretation and implementation of the laws and regulations with respect to our online platform business operation.
Any such influence on our business operations or action to exert more oversight and control over securities offerings and other capital markets activities, once taken by the PRC government, could adversely affect our business, financial condition and results of operations and the value of our Class A ordinary shares or the ADSs, or significantly limit or completely hinder our ability to continue to offer securities to investors and cause the value of such securities to significantly decline or in extreme cases, become worthless.
Haijun Wang beneficially owns 73,680,917 Class B ordinary shares and controls the voting power of 14,572,900 Class A ordinary shares. Accordingly, Mr.
Haijun Wang beneficially owns 73,680,917 Class B ordinary shares and controls the voting power of 6,622,899 Class A ordinary shares. Accordingly, Mr.

… 212 more changes not shown on this page.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

141 edited+43 added−34 removed176 unchanged
The SEC also maintains a website at www.sec.gov that contains reports, proxy and information statements, and other information regarding registrants that make electronic filings with the SEC using its EDGAR system. Such information can also be found on our investor relations website at https://ir.yaduo.com. 48 Table of Contents 4.B.
The SEC also maintains a website at www.sec.gov that contains reports, proxy and information statements, and other information regarding registrants that make electronic filings with the SEC using its EDGAR system. Such information can also be found on our investor relations website at https://ir.yaduo.com. 49 Table of Contents 4.B.
Across all our brands, we are dedicated to offering every guest a unique, memorable experience, combining the idiosyncratic design and personalized services associated with boutique hotels with the peace of mind and consistency from staying with the world’s largest hotel chains. 49 Table of Contents We operate our hotel brands under lease and “manachise” models.
Across all our brands, we are dedicated to offering every guest a unique, memorable experience, combining the idiosyncratic design and personalized services associated with boutique hotels with the peace of mind and consistency from staying with the world’s largest hotel chains. 50 Table of Contents We operate our hotel brands under lease and “manachise” models.
According to the final Cybersecurity Review Measures, the term “network products and services” mainly refers to core network equipment, high performance computers and servers, large-capacity storage devices, large-capacity databases and application software, network security equipment, cloud computing services, and other network products and services that have a significant impact on critical information infrastructure security, cybersecurity and data security.
According to the final Cybersecurity Review Measures, the term “network products and services” mainly refers to core network equipment, important communication products, high performance computers and servers, large-capacity storage devices, large-capacity databases and application software, network security equipment, cloud computing services, and other network products and services that have a significant impact on critical information infrastructure security, cybersecurity and data security.
Leveraging the scale of our hotel network and our highly- efficient centralized procurement system, we believe we have the purchasing power to secure favorable terms from suppliers for all of our hotels. We generally require franchisees to procure certain construction materials and most of operating supplies from us. Construction materials include floor, ceiling and related materials.
Supply Chain and Procurement. Leveraging the scale of our hotel network and our highly- efficient centralized procurement system, we believe we have the purchasing power to secure favorable terms from suppliers for all of our hotels. We generally require franchisees to procure certain construction materials and most of operating supplies from us. Construction materials include floor, ceiling and related materials.
For a detailed discussion of our hotel network operated under lease and “manachise” models, please refer to “- Hotel Development” and “- Hotel Management.” The following table sets forth the key information about each of our hotel brands. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2023 Brand ​ Positioning ​ Cities ​ Properties ​ Rooms ​ ​ ​ ​ Manachised ​ Leased ​ ​ A.T.
For a detailed discussion of our hotel network operated under lease and “manachise” models, please refer to “- Hotel Development” and “- Hotel Management.” The following table sets forth the key information about each of our hotel brands. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, 2024 Brand* ​ Positioning ​ Cities ​ Properties ​ Rooms ​ ​ ​ ​ Manachised ​ Leased ​ ​ A.T.
The appropriation to the general reserve fund must be at least 10% of the after-tax profits calculated in accordance with the PRC GAAP. Appropriation is not required if the reserve fund has reached 50% of the registered capital of our subsidiaries. Appropriation to the other two reserve funds are at our subsidiaries’ discretion.
The appropriation to the general reserve fund must be at least 10% of the after-tax profits calculated in accordance with the PRC GAAP. Appropriation is not required if the reserve fund has reached 50% of the registered capital of our subsidiaries. Appropriations to the other two reserve funds are at the discretion of our subsidiaries.
In addition, we registered 62 national and international top-level domain names, including yaduo.com, as of December 31, 2023. Our intellectual property is subject to risks of theft and other unauthorized use, and our ability to protect our intellectual property from unauthorized use is limited.
In addition, we registered 62 national and international top-level domain names, including yaduo.com, as of December 31, 2024. Our intellectual property is subject to risks of theft and other unauthorized use, and our ability to protect our intellectual property from unauthorized use is limited.
Our hotel managers and HR representatives are required to attend a one-month comprehensive on-site training and shadowing program, covering topics such as our corporate culture, safety standard, customer service, hotel operation standards and human resource management, followed by a three-month probation period. A substantial number of our hotel managers and HR representatives have received training completion certificates.
Our hotel managers and deputy managers are required to attend a one-month comprehensive on-site training and shadowing program, covering topics such as our corporate culture, safety standard, customer service, hotel operation standards and human resource management, followed by a three-month probation period. A substantial number of our hotel managers and deputy managers have received training completion certificates.
The MOFCOM Security Review Rule further prohibits foreign investors from bypassing the security review requirement by structuring transactions through proxies, trusts, indirect investments, leases, loans, control through contractual arrangements or offshore transactions. 69 Table of Contents On December 19, 2020, the NDRC and MOFCOM promulgated the Measures for the Security Review of Foreign Investments which became effective on January 18, 2021.
The MOFCOM Security Review Rule further prohibits foreign investors from bypassing the security review requirement by structuring transactions through proxies, trusts, indirect investments, leases, loans, control through contractual arrangements or offshore transactions. On December 19, 2020, the NDRC and MOFCOM promulgated the Measures for the Security Review of Foreign Investments which became effective on January 18, 2021.
In addition, we typically seek properties that with an area of 3,500 square meters to 15,000 square meters that will accommodate 80 to 200 hotel rooms, with a lease term between 5 to 15 years. After identifying a proposed site, we conduct thorough due diligence and typically negotiate leases concurrently with the lessors.
In addition, we typically seek properties that with an area of 3,500 square meters to 15,000 square meters that will accommodate 80 to 200 hotel rooms, with a lease term of up to 15 years. After identifying a proposed site, we conduct thorough due diligence and typically negotiate leases concurrently with the lessors.
The report is subsequently presented to our investment committee at weekly meetings, followed by a rigorous and comprehensive review by our investment committee. When evaluating potential franchising opportunities, the investment committee will consider the attractiveness of the location and other factors, such as the quality and product quality of the potential franchisees and their ability to meet our service standards.
The report is subsequently presented to our investment committee at weekly meetings, followed by a rigorous and comprehensive review by our investment committee. 56 Table of Contents When evaluating potential franchising opportunities, the investment committee will consider the attractiveness of the location and other factors, such as the quality and product quality of the potential franchisees and their ability to meet our service standards.
Under the Consumer Protection Law, a business operator providing a commodity or service to a consumer is subject to a number of requirements, including the following: ● to ensure that commodities and services meet with certain safety requirements; ● to protect the safety of consumers; ● to disclose serious defects of a commodity or a service and to adopt preventive measures against damage occurrence; ● to provide consumers with accurate information and to refrain from conducting false advertising; ● to obtain consents of consumers and to disclose the rules for the collection and/or use of information when collecting data or information from consumers; to take technical measures and other necessary measures to protect the personal information collected from consumers; not to divulge, sell, or illegally provide consumers’ information to others; not to send commercial information to consumers without the consent or request of consumers or with a clear refusal from consumers; 62 Table of Contents ● not to set unreasonable or unfair terms for consumers or alleviate or release itself from civil liability for harming the legal rights and interests of consumers by means of standard contracts, circulars, announcements, shop notices or other means; ● to remind consumers in a conspicuous manner to pay attention to the quality, quantity and prices or fees of commodities or services, duration and manner of performance, safety precautions and risk warnings, after-sales service, civil liability and other terms and conditions vital to the interests of consumers under a standard form of agreement prepared by the business operators, and to provide explanations as required by consumers; and ● not to insult or slander consumers or to search the person of, or articles carried by, a consumer or to infringe upon the personal freedom of a consumer.
Under the Consumer Protection Law, a business operator providing a commodity or service to a consumer is subject to a number of requirements, including the following: ● to ensure that commodities and services meet with certain safety requirements; ● to protect the safety of consumers; ● to disclose serious defects of a commodity or a service and to adopt preventive measures against damage occurrence; ● to provide consumers with accurate information and to refrain from conducting false advertising; ● to obtain consents of consumers and to disclose the rules for the collection and/or use of information when collecting data or information from consumers; to take technical measures and other necessary measures to protect the personal information collected from consumers; not to divulge, sell, or illegally provide consumers’ information to others; not to send commercial information to consumers without the consent or request of consumers or with a clear refusal from consumers; ● not to set unreasonable or unfair terms for consumers or alleviate or release itself from civil liability for harming the legal rights and interests of consumers by means of standard contracts, circulars, announcements, shop notices or other means; ● to remind consumers in a conspicuous manner to pay attention to the quality, quantity and prices or fees of commodities or services, duration and manner of performance, safety precautions and risk warnings, after-sales service, civil liability and other terms and conditions vital to the interests of consumers under a standard form of agreement prepared by the business operators, and to provide explanations as required by consumers; and ● not to insult or slander consumers or to search the person of, or articles carried by, a consumer or to infringe upon the personal freedom of a consumer. 64 Table of Contents Business operators may be subject to civil liabilities for failing to fulfill the obligations discussed above.
After a manachised hotel opens, we typically charge the franchisee a monthly franchise and management fee between 5% and 6% of the gross revenues generated by each manachised hotel, depending on the hotel brand.
After a manachised hotel opens, we typically charge the franchisee a monthly franchise and management fee between 6% and 8% of the gross revenues generated by each manachised hotel, depending on the hotel brand.
We provide a range of premium A-plus customized services, featuring a comprehensive sleep enhancement package that includes elements such as pillow selection, and good-night milk. Our A-Card program helps us build customer loyalty and reduce our reliance on third-party OTAs. In 2023, approximately 63.4% of our room-nights were sold through our central reservation system.
We provide a range of premium A-PLUS customized services, featuring a comprehensive sleep enhancement package that includes elements such as pillow selection, and good-night milk. Our A-Card program helps us build customer loyalty and reduce our reliance on third-party OTAs. In 2024, approximately 63.0% of our room-nights were sold through our central reservation system.
On top of our A-Card loyalty program, we have also introduced our A-plus customer service program, which encompasses a standard portfolio of personalized services exclusively offered to our members. Once joining the A-plus program, guests are able to compressively customize their requests and preferences prior to their arrival.
On top of our A-Card loyalty program, we have also introduced our A-PLUS customer service program, which encompasses a standard portfolio of personalized services exclusively offered to our members. Through the A-PLUS program, guests are able to compressively customize their requests and preferences prior to their arrival.
Operating supplies include standard guest room amenities. Training. We have made the training of our employees and education of our franchisees one of our top priorities. Our Jimu College offers well-designed training programs to our on-site hotel managers and HR representatives and certifies them for deployment.
Operating supplies include standard guest room amenities. Training. We have made the training of our employees and education of our franchisees one of our top priorities. Our Jimu College offers well-designed training programs to our on-site hotel managers and deputy managers and certifies them for deployment.
As of December 31, 2023, our A-Card loyalty program had amassed over 63 million registered individual members. ● Proprietary data and technology capabilities. To provide our customers with personalized services and products, we have developed a comprehensive digital management system, which improves customer experience and operational efficiency in room reservation, room management, pricing and membership benefits.
As of December 31, 2024, our A-Card loyalty program had amassed over 89 million registered individual members. ● Proprietary data and technology capabilities. To provide our customers with personalized services and products, we have developed a comprehensive digital management system, which improves customer experience and operational efficiency in room reservation, room management, pricing and membership benefits.
We provide on-site guidance during the construction period and require multiple project acceptance procedures before a manachised hotel begins its operation. 55 Table of Contents Leased hotels We primarily use our leased hotels to define the operational and quality standards of our hotels. Location Selection.
We provide on-site guidance during the construction period and require multiple project acceptance procedures before a manachised hotel begins its operation. Leased Hotels We primarily use our leased hotels to define the operational and quality standards of our hotels. Location Selection.
Building and differentiating the brand image of each of our hotel products is critical to increasing our brand recognition. We focus on targeting the distinct guest segments that each of our hotel products serves and adopting effective marketing measures based on thorough analysis and application of data and analytics.
Building and differentiating the brand image of each of our hotel and retail products is critical to increasing our brand recognition. For hotel business, we focus on targeting the distinct guest segments that each of our hotel products serves and adopting effective marketing measures based on thorough analysis and application of data and analytics.
Going forward, we will continue to explore customers’ diverse demands in sleeping scenarios with exclusive product offerings, delivering a comfortable sleep environment for our customers while creating incremental value for our franchisees. 54 Table of Contents Hotel Development We mainly use a manachise hotel operation model to expand our hotel network in a less capital-intensive and more efficient manner.
Going forward, we will continue to explore customers’ diverse demands in sleeping scenarios with exclusive product offerings, delivering a comfortable sleep environment for our customers while creating incremental value for our franchisees. Hotel Development We mainly use a manachise hotel operation model to expand our hotel network in a less capital-intensive and more efficient manner.
Business Overview We are the largest upper midscale hotel chain in China in terms of room number as of the end of 2023, according to Frost & Sullivan.
Business Overview We are the largest upper midscale hotel chain in China in terms of room number as of the end of 2024, according to Frost & Sullivan.
We have also introduced our A-plus customer service program, which encompasses a standard portfolio of personalized services exclusively offered to our members. Once joining the A-plus program, guests are able to comprehensively customize their requests and preferences prior to their arrival.
We have also introduced our A-PLUS customer service program, which encompasses a standard portfolio of personalized services exclusively offered to our members. Through the A-PLUS program, guests are able to comprehensively customize their requests and preferences prior to their arrival.
Real-time hotel operating information allows us to adjust our sales efforts and other resources to rapidly capitalize on changes in the market and to maximize operating efficiency. Cash Management. Our leased hotels deposit cash into our central account several times a week. We also generally centralize all payments for expenditures.
Real-time hotel operating information allows us to adjust our sales efforts and other resources to rapidly capitalize on changes in the market and to maximize operating efficiency. Cash Management. Our leased hotels deposit cash into our central account several times a week. We also generally centralize all payments for expenditures. Our manachised hotels manage their cash separately.
Our Environmental, Social and Governance (ESG) Initiatives We are committed to reduce our environmental footprint and strictly comply with environmental laws, regulations and policies. For example, in accordance with the regional policies in Shanghai and Beijing, we no longer provide disposable amenities in the guest rooms.
Our Environmental, Social and Governance (ESG) Initiatives We strictly comply with environmental laws, regulations and policies, and are committed to reducing our environmental footprint. For example, in accordance with the regional policies in Shanghai and Beijing, we no longer proactively provide disposable amenities in guest rooms.
We generally charge our franchisees an upfront franchise fee at a rate of RMB4,000 to RMB6,000 per room, depending on the brand of the manachised hotel, as well as fees related to pre-opening services, including information system installation service, and services related to the assistance on employee training and other hotel opening preparation activities.
We generally charge our franchisees an upfront franchise fee at a rate of RMB5,000 to RMB8,000 per room, depending on the brand of the manachised hotel, as well as fees related to pre-opening services, including information system installation service, and services related to the assistance on employee training and other hotel opening preparation activities.
Atour Shanghai then will transfer funds to its subsidiaries to meet the capital needs of our business operations. 4.D. Property, Plants and Equipment Our principal executive offices are located in Shanghai, China and occupy nearly 7,029 square meters of office space, all of which is leased by us.
Atour Shanghai then will transfer funds to its subsidiaries to meet the capital needs of our business operations. 4.D. Property, Plants and Equipment Our principal executive offices are located in Shanghai, China and occupy nearly 9,720 square meters of office space, all of which is leased by us.
Risk Factors—Risks Related to Our Business and Industry—We have limited insurance coverage.” Regulations This section sets forth a summary of the principal PRC laws and regulations relevant to our business and operations in China.
Risk Factors—Risks Related to Our Business and Industry—We have limited insurance coverage.” 61 Table of Contents Regulations This section sets forth a summary of the principal PRC laws and regulations relevant to our business and operations in China.
Guest rooms will be larger than those in a standard Atour Hotel and come with a living area, bringing a sense of home to our guests. The public area will also be more spacious than that in our standard Atour Hotel, and comes with two banquet halls, all-day dining, as well as other well-being amenities.
Guest rooms are larger than those in a standard Atour Hotel and come with a living area, bringing a sense of home to our guests. The public area is also more spacious than that in our standard Atour Hotel, and comes with two banquet halls, all-day dining, as well as other well-being amenities.
Once a lease agreement has been executed, we engage design firms and construction companies to begin the renovation work. As of December 31, 2023, we have put together a diversified list of 42 design firms that we normally work with. These firms on the list are familiar with our standards as a result of years of collaboration.
Once a lease agreement has been executed, we engage design firms and construction companies to begin the renovation work. As of December 31, 2024, we have put together a diversified list of 47 design firms that we normally work with. These firms on the list are familiar with our standards as a result of years of collaboration.
We are responsible for recruiting, training and supervising the hotel managers and employees, paying for leases and costs associated with construction and renovation of these hotels, and purchasing all supplies and other required equipment. 57 Table of Contents Sales and Marketing Our marketing strategy is designed to enhance our brand recognition and customer loyalty.
We are responsible for recruiting, training and supervising the hotel managers and employees, paying for leases and costs associated with construction and renovation of these hotels, and purchasing all supplies and other required equipment. Sales and Marketing Our marketing strategy is designed to enhance our brand recognition and strengthen customer loyalty.
In addition, our CRS comes with an embedded business intelligence module, which allows our hotel staff to monitor and analyze the core operational metrics and make well-informed business decisions in time. In 2023, approximately 63.4% of our room-nights were sold through our central reservation system.
In addition, our CRS comes with an embedded business intelligence module, which allows our hotel staff to monitor and analyze the core operational metrics and make well-informed business decisions in time. In 2024, approximately 63.0% of our room-nights were sold through our central reservation system.
Our MRPS handles procurement of construction materials. We gather procurement requests from all our leased hotels, request for fee quotes from at least three supplies, and enter into negotiations and eventually supply agreements with the suitable supplier. We collectively purchase from the suppliers and distribute the materials to each leased hotel based on its request.
We gather procurement requests from all our leased hotels, request for fee quotes from at least three supplies, and enter into negotiations and eventually supply agreements with the suitable supplier. We collectively purchase from the suppliers and distribute the materials to each leased hotel based on its request.
Our Jimu College has prepared a new-hire training package to standardize the training for hotel-based staff across our hotel chain group. Manachised hotel management We manage our manachised hotels and impose the same standards on all manachised hotels to ensure product quality and consistency across our hotel network. Franchise and Management.
Our Jimu College has prepared a new-hire training package to standardize the training for hotel-based staff across our hotel chain group. Manachised Hotel Management We manage our manachised hotels and impose the same standards on all manachised hotels to ensure product quality and consistency across our hotel network. 58 Table of Contents Franchise and Management.
Under the lease model, we design, build, and operate hotels located on leased premises. Under the “manachise” model, we manage hotels through the on-site hotel managers and HR representatives we appoint to each hotel and collect fees from franchisees.
Under the lease model, we design, build, and operate hotels located on leased premises. Under the “manachise” model, we manage hotels through the on-site hotel managers and deputy managers we appoint to each hotel and collect fees from franchisees.
On July 16, 2013, the Ministry of Industry and Information Technology, or the MIIT, issued the Provisions on the Protection of Personal Information of Telecommunication and Internet User, which was effective on September 1, 2013. The requirements under this order are stricter and wider compared to the above decision issued by the National People’s Congress.
On July 16, 2013, the MIIT, issued the Provisions on the Protection of Personal Information of Telecommunication and Internet User, which was effective on September 1, 2013. The requirements under this order are stricter and wider compared to the above decision issued by the National People’s Congress.
Under the Cybersecurity Law, where CIIOs use network products or services that have neither been reviewed for security, nor passed the cybersecurity review, they shall be ordered by the relevant competent departments to stop using such products or services, and a fine of no less than one, but no more than ten times the purchase amount shall be imposed.
Under the Cybersecurity Law, where CIIOs use network products or services that have not been reviewed for security or have failed the cybersecurity review, they shall be ordered by the relevant competent departments to stop using such products or services, and a fine of no less than one, but no more than ten times the purchase amount shall be imposed.
The Personal Information Protection Law also strengthens the punishment for those who illegally process personal information. On December 28, 2021, the CAC and 12 other relevant PRC government authorities published the amended Cybersecurity Review Measures, which came into effect on February 15, 2022 and supersede and replace the current Cybersecurity Review Measures previously promulgated on April 13, 2020.
The Personal Information Protection Law also strengthens the punishment for those who illegally process personal information. 72 Table of Contents On December 28, 2021, the CAC and 12 other relevant PRC government authorities published the amended Cybersecurity Review Measures, which came into effect on February 15, 2022 and supersede and replace the Cybersecurity Review Measures previously promulgated on April 13, 2020.
As for the persons in charge directly or otherwise are directly responsible, a fine of no less than RMB 10,000 but no more than RMB 100,000 shall be imposed. As of the date of this annual report, we have not received any notice from the CAC which identifies us as a CIIO under the Cybersecurity Review Measures.
As for the persons in charge directly or otherwise are directly responsible, a fine of no less than RMB10,000 but no more than RMB100,000 shall be imposed. As of the date of this annual report, we have not received any notice from the CAC which identifies us as a CIIO under the Cybersecurity Review Measures.
In addition to offering greater flexibility to our members, our digitally managed A-Card loyalty program allows us to accumulate relevant data to better understand our existing members’ preferences. As of December 31, 2023, we had over 63 million registered individual members.
In addition to offering greater flexibility to our members, our digitally managed A-Card loyalty program allows us to accumulate relevant data to better understand our existing members’ preferences. As of December 31, 2024, we had over 89 million registered individual members.
We appoint and train hotel managers and on-site HR representatives who are responsible for hiring hotel staff and managing daily operations of our manachised hotels. We also provide our franchisees with comprehensive management services, including central reservation, revenue management, sales and marketing support, technology support, quality assurance inspections and other operational support and information. Fee Arrangements.
We appoint and train hotel managers and deputy managers who are responsible for hiring hotel staff and managing daily operations of our manachised hotels. We also provide our franchisees with comprehensive management services, including central reservation, revenue management, sales and marketing support, technology support, quality assurance inspections and other operational support and information. Fee Arrangements.
Pursuant to the Administrative Measures on Information Disclosure of Commercial Franchises, 30 days prior to the execution of franchise contracts, franchisors are required to provide franchisees with copies of the franchise contracts, as well as written true and accurate basic information on matters including: ● the name, domiciles, legal representative, registered capital, scope of business and basic information relating to its commercial franchising; ● basic information relating to the registered trademark, logo, patent, know-how and business model; ● the type, amount and method of payment of franchise fees (including payment of deposit and the conditions and method of refund of deposit); ● the price and conditions for the franchisor to provide goods, service and equipment to the franchisee; ● the detailed plan, provision and implementation plan of consistent services including operational guidance, technical support and business training provided to the franchisee; ● detailed measures for guiding and supervising the operation of the franchisor; ● investment budget for all franchised hotels of the franchisee; ● the current numbers, territory and operation evaluation of the franchisees within China; ● a summary of accounting statements audited by an accounting firm and a summary of audit reports for the previous two years; ● information on any lawsuit in which the franchisor has been involved in the previous five years; ● basic information regarding whether the franchisor and its legal representative have any record of material violation; and ● other information required to be disclosed by the MOFCOM.
The franchisee is entitled to terminate the franchise contract in his sole discretion within a set period of time upon signing of the franchise contract. 65 Table of Contents Pursuant to the Administrative Measures on Information Disclosure of Commercial Franchises, 30 days prior to the execution of franchise contracts, franchisors are required to provide franchisees with copies of the franchise contracts, as well as written true and accurate basic information on matters including: ● the name, domiciles, legal representative, registered capital, scope of business and basic information relating to its commercial franchising; ● basic information relating to the registered trademark, logo, patent, know-how and business model; ● the type, amount and method of payment of franchise fees (including payment of deposit and the conditions and method of refund of deposit); ● the price and conditions for the franchisor to provide goods, service and equipment to the franchisee; ● the detailed plan, provision and implementation plan of consistent services including operational guidance, technical support and business training provided to the franchisee; ● detailed measures for guiding and supervising the operation of the franchisor; ● investment budget for all franchised hotels of the franchisee; ● the current numbers, territory and operation evaluation of the franchisees within China; ● a summary of accounting statements audited by an accounting firm and a summary of audit reports for the previous two years; ● information on any lawsuit in which the franchisor has been involved in the previous five years; ● basic information regarding whether the franchisor and its legal representative have any record of material violation; and ● other information required to be disclosed by the MOFCOM.
Food producers and distributors who engage in food trade on their own network platform should also file with the market regulatory departments at or above the county level to get the record number. 4.C.
Food producers and distributors who engage in food trade on their own network platform should also file with the market regulatory departments at or above the county level to get the record number. 74 Table of Contents 4.C.
In addition, we also operate a library that opens 24/7 — a space that we call the “cultural epicentre” of the property, allowing our guests to relaxingly discover the roots in the culture and attitude of the city they are visiting. In November 2023, we introduced our latest hotel model, Atour 4.0 “With Nature,” under the Atour flagship brand.
In addition, we operate a library that opens 24/7 — a space that we call the “cultural epicenter” of the property, allowing our guests to relaxingly discover the roots in the culture and attitude of the city they are visiting. 51 Table of Contents In November 2023, we introduced our latest hotel model, Atour 4.0 “With Nature,” under the Atour flagship brand.
Our franchise and management agreements for our manachised hotels typically run for a fixed term of 8 to 15 years and may be extended upon mutual agreement between us and the franchisee six months prior to the expiration of the franchise and management agreements.
Our franchise and management agreements for our manachised hotels typically run for a fixed term of up to 20 years and may be extended upon mutual agreement between us and the franchisee six months prior to the expiration of the franchise and management agreements.
Besides, responsible persons may be subject to fines between RMB10,000 and RMB100,000. 70 Table of Contents On June 10, 2021, the SCNPC promulgated the PRC Data Security Law, which came into effect in September 2021.
Besides, responsible persons may be subject to fines between RMB10,000 and RMB100,000. On June 10, 2021, the SCNPC promulgated the PRC Data Security Law, which came into effect in September 2021.
The principal regulations governing foreign ownership of hotel businesses in the PRC are the Special Administrative Measures (Negative List) for the Access of Foreign Investment (Edition 2021) issued on December 27, 2021, which became effective on January 1, 2022 and the Industry Guidelines on Encouraged Foreign Investment (Edition 2022) issued on October 26, 2022, which became effective as of January 1, 2023, both of which were promulgated by the PRC Ministry of Commerce, or the MOFCOM, and the National Development and Reform Commission, or the NRDC.
The principal regulations governing foreign ownership of hotel businesses in the PRC are the Special Administrative Measures (Negative List) for the Access of Foreign Investment (Edition 2024) issued on September 6, 2024, which became effective on November 1, 2024 and the Industry Guidelines on Encouraged Foreign Investment (Edition 2022) issued on October 26, 2022, which became effective as of January 1, 2023, both of which were promulgated by the PRC Ministry of Commerce, or the MOFCOM, and the National Development and Reform Commission, or the NRDC.
In all of these circumstances, we can deduct from the franchise fee, keep the franchise deposit collected and claim liquidated damages from the franchisee. Leased hotel management As of December 31, 2023, we had 32 leased hotels, accounting for approximately 2.6% of our hotels. We manage and operate each aspect of these hotels and bear the corresponding expenses.
In all of these circumstances, we can deduct from the franchise fee, keep the franchise deposit collected and claim liquidated damages from the franchisee. Leased Hotel Management As of December 31, 2024, we had 26 leased hotels, accounting for approximately 1.6% of our hotels. We manage and operate each aspect of these hotels and bear the corresponding expenses.
In addition, internet platforms’ compulsory collection of user data may be viewed as abuse of dominant market position that may have the effect to eliminate or restrict competition. On August 31, 2018, the Standing Committee of the National People’s Congress promulgated the E-commerce Law, which came into effect on January 1, 2019.
In addition, internet platforms’ compulsory collection of user data may be viewed as abuse of dominant market position that may have the effect to eliminate or restrict competition. On August 31, 2018, the SCNPC promulgated the E-commerce Law, which came into effect on January 1, 2019.
We first introduced the Atour Light Hotel in 2016, and since then its footprint had been expanded to cover 38 cities across China as of December 31, 2023.
We first introduced the Atour Light Hotel in 2016, and since then its footprint had been expanded to cover 54 cities across China as of December 31, 2024.
We believe these markets fit our position as a leading lifestyle hotel chain. These markets also tend to provide higher occupancy rate, higher rate of return and higher ADR. As of December 31, 2023, our hotel network covered 1,210 hotels spanning 198 cities across China. We are still rapidly scaling our presence across China.
We believe these markets fit our position as a leading lifestyle hotel chain. These markets also tend to provide higher occupancy rate, higher rate of return and higher ADR. As of December 31, 2024, our hotel network covered 1,619 hotels spanning 209 cities across China. We are still rapidly scaling our presence across China.
We also require our franchisees to carry adequate property and liability insurance policies. We carry property insurance that covers the assets that we own at our hotels. Although we require our franchisees to purchase customary insurance policies, we cannot guarantee that they will adhere to such requirements.
We carry property insurance that covers the assets that we own at our hotels. Although we require our franchisees to purchase customary insurance policies, we cannot guarantee that they will adhere to such requirements.
Regulations on Taxation According to the Enterprise Income Tax Law of the PRC, or the EIT Law, which was promulgated on March 16, 2007, and came into effect on January 1, 2008 and was amended by the SCNPC on February 24, 2017 and December 29, 2018, and the Implementation Regulations on the Enterprise Income Tax Law, which was promulgated by the State Council on December 6, 2007 and came into effect on January 1, 2008, and was amended by the State Council on April 23, 2019 and came into effect on the same date, a uniform income tax rate of 25% will be applied to domestic enterprises, foreign-invested enterprises.
Regulations on Taxation According to the Enterprise Income Tax Law of the PRC, or the EIT Law, which was promulgated on March 16, 2007, and came into effect on January 1, 2008 and was amended by the SCNPC on February 24, 2017 and December 29, 2018, and the Implementation Regulations on the Enterprise Income Tax Law, which was promulgated by the State Council on December 6, 2007 and came into effect on January 1, 2008, and was amended by the State Council on December 6, 2024 and came into effect on January 20, 2025, a uniform income tax rate of 25% will be applied to domestic enterprises, foreign-invested enterprises.
As of the same date, we also had 37 Atour S Hotels under development with a total of 4,823 guest rooms. Atour Light Atour Light is our midscale hotel brand with a cheerful spirit, primarily catering to young urban travelers seeking the best value and experience.
As of the same date, we also had 40 Atour S Hotels under development with a total of 5,057 guest rooms. Atour Light Atour Light is our midscale hotel brand with a cheerful spirit, primarily catering to young urban travelers seeking the best value and experience.
As of December 31, 2023, we had 1,178 manachised hotels. We also develop and operate leased hotels to increase our brand influence and set successful examples for our franchisee partners. As of the same date, we had 32 leased hotels. We primarily focus on Tier 1, New Tier 1 and Tier 2 cities in China.
As of December 31, 2024, we had 1,593 manachised hotels. We also develop and operate leased hotels to increase our brand influence and set successful examples for our franchisee partners. As of the same date, we had 26 leased hotels. We primarily focus on Tier 1, New Tier 1 and Tier 2 cities in China.
All leases and development plans are subject to the final approval of our investment committee. Lease Terms. Our leased hotels are located on properties we or our designated third parties lease from the owners of such properties. Our typical lease term ranges from 5 to 15 years. We typically enjoy an initial three- to six-month rent-free period.
All leases and development plans are subject to the final approval of our investment committee. Lease Terms. Our leased hotels are located on properties we or our designated third parties lease from the owners of such properties. Our typical lease term is up to 15 years. We typically enjoy an initial rent-free period of up to six months.
Our quality assurance team also conduct random spot checks to ensure the products meet our quality standard as well as applicable national standards. Over the years, we have created an efficient and low-cost supply chain that delivers exceptional customer experience. The GMV generated from the retail business was RMB1,138.5 million in 2023.
Our quality assurance team also conduct random spot checks to ensure the products meet our quality standard as well as applicable national standards. Over the years, we have created an efficient and low-cost supply chain that delivers exceptional customer experience. The GMV generated from the retail business was RMB2,592.4 million in 2024.
As of December 31, 2023, we registered 1,255 trademarks and logos with the China Trademark Office. The trademarks and logos currently used in our current hotels are under protection of these registered trademarks and logos. As of December 31, 2023, an additional 65 trademark applications were under review by the PRC authorities.
As of December 31, 2024, we registered 1,483 trademarks and logos with the China Trademark Office. The trademarks and logos currently used in our current hotels are under protection of these registered trademarks and logos. As of December 31, 2024, an additional 215 trademark applications were under review by the PRC authorities.
With the debut of the first Atour Hotel in Xi’an in 2013, today our flagship brand spanned 185 cities across China as of December 31, 2023, mainly located in Tier 1, New Tier 1 and Tier 2 cities and premium commercial districts in the downtown areas of lower-tier cities in China, with an ADR of RMB450.0 in 2023.
With the debut of the first Atour Hotel in Xi’an in 2013, today our flagship brand spanned 202 cities across China as of December 31, 2024, mainly located in Tier 1, New Tier 1 and Tier 2 cities and premium commercial districts in the downtown areas of lower-tier cities in China, with an ADR of RMB428.2 in 2024.
Our Atour Light hotels currently are mainly located in Tier 1, New Tier 1 and Tier 2 cities and premium commercial districts in the downtown areas of lower-tier cities in China, with an ADR of RMB429.8 in 2023.
Our Atour Light hotels currently are mainly located in Tier 1, New Tier 1 and Tier 2 cities and premium commercial districts in the downtown areas of lower-tier cities in China, with an ADR of RMB399.0 in 2024.
Our PRC subsidiaries did not make any contributions to the enterprise expansion fund or the staff and bonus welfare fund from 2021 to 2023. The restricted amounts of our PRC subsidiaries totaled RMB83.9 million and RMB126.3 million (US$17.8 million) as of December 31, 2022 and 2023, respectively. See “Item 4. Information on The Company-4.B.
Our PRC subsidiaries did not make any contributions to the enterprise expansion fund or the staff and bonus welfare fund from 2022 to 2024. The restricted amounts of our PRC subsidiaries totaled RMB126.3 million and RMB286.7 million (US$39.3 million) as of December 31, 2023 and 2024, respectively. See “Item 4. Information on The Company-4.B.
Atour Hong Kong was incorporated on March 5, 2021 in Hong Kong. In connection with the restructuring for our initial public offering, Atour Lifestyle Holdings Limited acquired 100% of the equity interest in Atour Hong Kong, and Atour Hong Kong owns 100% of the equity interest in Atour Shanghai, which controls all of our business operations within the PRC.
Atour Holding (SG) Private Limited was incorporated in Singapore on March 12, 2025. In connection with the restructuring for our initial public offering, Atour Lifestyle Holdings Limited acquired 100% of the equity interest in Atour Hong Kong, and Atour Hong Kong owns 100% of the equity interest in Atour Shanghai, which controls all of our business operations within the PRC.
We have also implemented measures restricting data access and prohibiting data exporting for those hotels. 59 Table of Contents Insurance We believe that our hotels are covered by adequate property and liability insurance policies with coverage features and insured limits that we believe are customary for similar companies in China.
We have also implemented measures restricting data access and prohibiting data exporting for those hotels. Insurance We believe that our hotels are covered by adequate property and liability insurance policies with coverage features and insured limits that we believe are customary for similar companies in China. We also require our franchisees to carry adequate property and liability insurance policies.
The loyalty points can be used to redeem awards including coupons and lifestyle products before expired. In addition to loyalty points, we also offer our members Jimu points, which are associated with membership tiers.
Members earn loyalty points with each stay at our hotels and each purchase of our lifestyle products. The loyalty points can be used to redeem awards including coupons and lifestyle products before expired. In addition to loyalty points, we also offer our members Jimu points, which are associated with membership tiers.
In addition, our lessors are typically required to notify us in advance if they intend to sell or dispose of their properties, in which case we have a right of first refusal to purchase the properties on equivalent terms and conditions. Design, Procurement and Construction.
Our leases usually allow extensions by mutual agreement. In addition, our lessors are typically required to notify us in advance if they intend to sell or dispose of their properties, in which case we have a right of first refusal to purchase the properties on equivalent terms and conditions. 57 Table of Contents Design, Procurement and Construction.
Price adjustment requests initiated by each hotel have to be approved by our regional head or headquarter. Performance Monitoring. Through our cloud-based PMS, we are able to monitor each hotel’s occupancy status, ADR, RevPAR and other operating data on a real-time basis.
We have the ultimate control over the room rates of each leased and manachised hotel in our network. Price adjustment requests initiated by each hotel have to be approved by our regional head or headquarter. Performance Monitoring. Through our cloud-based PMS, we are able to monitor each hotel’s occupancy status, ADR, RevPAR and other operating data on a real-time basis.
Material requirements planning system (MRPS). Leveraging Internet of Things technology, our MRPS has enabled us to efficiently manage our operating costs, especially with respect to supplies used in large quantities, and allows all hotels across our network to make bulk purchases of hotel supplies, construction materials and retail products at the same time.
Our MRPS has enabled us to efficiently manage our operating costs, especially with respect to supplies used in large quantities, and allows all hotels across our network to make bulk purchases of hotel supplies, construction materials and lifestyle products at the same time.
As of December 31, 2023, we had an additional 617 hotels under development. We adopt a systematic and standardized process for the planning and execution of new hotel development projects. Our regional hotel development team has 112 employees, located in eight major regions across China with a national coverage as of December 31, 2023.
As of December 31, 2024, we had an additional 741 hotels under development. We adopt a systematic and standardized process for the planning and execution of new hotel development projects. Our regional hotel development team has 137 employees, with a presence in regions across China with a national coverage as of December 31, 2024.
Regulations on Offline Distribution of Publications On January 2, 1997, the State Council of the PRC promulgated the Administrative Regulations on Publishing which was last amended on November 29, 2020.
Regulations on Offline Distribution of Publications On January 2, 1997, the State Council of the PRC promulgated the Administrative Regulations on Publishing which was last amended on December 6, 2024.
Transfer of Funds and Other Assets through Our Organization We are a holding company with no business operations of our own. We conduct all of our operations through our subsidiaries in China, in particular, Shanghai Atour Business Management Group Co., Ltd., or Atour Shanghai, and its subsidiaries, and a substantial portion of our assets are located in China.
Transfer of Funds and Other Assets through Our Organization We are a holding company with no business operations of our own. We conduct all of our operations through our subsidiaries in China, in particular, Atour Shanghai, Shanghai Rongduo, and their respective subsidiaries, and a substantial portion of our assets are located in China.
Franchisors engaged in franchising activities without satisfying the above requirements may be subject to penalties such as forfeit of illegal income and imposition of fines between RMB100,000 and RMB500,000 and may be bulletined by the MOFCOM or its local counterparts.
Franchisors engaged in franchising activities without satisfying the above requirements may be subject to penalties such as forfeit of illegal income and imposition of fines between RMB100,000 and RMB500,000 and may be bulletined by the MOFCOM or its local counterparts. Franchise contracts shall include certain required provisions, such as terms, termination rights and payments.
Intellectual Property We regard our trademarks, copyrights, domain names, trade secrets and other intellectual property rights as critical to our business. We rely on a combination of copyright and trademark law, trade secret protection and confidentiality agreements with our employees, lecturers, business partners and others, to protect our intellectual property rights.
We rely on a combination of copyright and trademark law, trade secret protection and confidentiality agreements with our employees, lecturers, business partners and others, to protect our intellectual property rights.
The following table sets forth the changes in the number of our hotels and hotel rooms for the periods indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2021 (1) ​ 2022 (1) ​ 2023 ​ Properties Rooms Properties Rooms Properties Rooms Manachised hotels at the beginning of the period 537 61,782 712 81,594 899 102,945 Add 188 21,340 191 22,373 289 32,782 Less 13 1,528 4 1,022 10 2,436 At the end of the period 712 81,594 899 102,945 1,178 133,291 Leased hotels at the beginning of the period 33 4,836 33 5,060 33 5,053 Add 1 238 — — — 89 Less 1 14 — 7 1 512 At the end of the period 33 5,060 33 5,053 32 4,630 Total hotels at the end of the period 745 86,654 932 107,998 1,210 137,921 Note: (1) Includes 42 and 53 hotels requisitioned by the government for quarantine needs in response to the COVID-19 pandemic, which were not in operation as of December 31, 2021 and 2022, respectively.
The following table sets forth the changes in the number of our hotels and hotel rooms for the periods indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2022 (1) ​ 2023 ​ 2024 ​ Properties Rooms Properties Rooms Properties Rooms Manachised hotels at the beginning of the period 712 ​ 81,594 ​ 899 ​ 102,945 ​ 1,178 ​ 133,291 Add 191 ​ 22,373 ​ 289 ​ 32,782 ​ 470 ​ 55,877 Less 4 ​ 1,022 ​ 10 ​ 2,436 ​ 55 ​ 9,699 At the end of the period 899 ​ 102,945 ​ 1,178 ​ 133,291 ​ 1,593 ​ 179,469 Leased hotels at the beginning of the period 33 ​ 5,060 ​ 33 ​ 5,053 ​ 32 ​ 4,630 Add — ​ — ​ — ​ 89 ​ 1 ​ 380 Less — ​ 7 ​ 1 ​ 512 ​ 7 ​ 1,295 At the end of the period 33 ​ 5,053 ​ 32 ​ 4,630 ​ 26 ​ 3,715 Total hotels at the end of the period 932 ​ 107,998 ​ 1,210 ​ 137,921 ​ 1,619 ​ 183,184 Note: (1) Includes 53 hotels requisitioned by the government for quarantine needs in response to the COVID-19 pandemic, which were not in operation as of December 31, 2022, respectively.
If the accommodation operators subcontract part of their services to any third party or involve any third party to provide services to customers, the accommodation operators shall assume the joint and several liabilities with the third parties for any damage caused to the customers. 61 Table of Contents Regulations on Leasing Under the Law of the PRC on Administration of Urban Real Estate promulgated by the SCNPC, which took effect as of January 1995 and was amended in August 2007, August 2009 and January 2020, respectively, and the Administrative Measures on Leasing of Commodity House promulgated by the Ministry of Housing and Urban-rural Construction, which took effect as of February 1, 2011, when leasing premises, the lessor and lessee are required to enter into a written lease contract, prescribing such provisions as the leasing term, use of the premises, rental and repair liabilities, and other rights and obligations of both parties.
Regulations on Leasing Under the Law of the PRC on Administration of Urban Real Estate promulgated by the SCNPC, which took effect as of January 1995 and was amended in August 2007, August 2009 and January 2020, respectively, and the Administrative Measures on Leasing of Commodity House promulgated by the Ministry of Housing and Urban-rural Construction, which took effect as of February 1, 2011, when leasing premises, the lessor and lessee are required to enter into a written lease contract, prescribing such provisions as the leasing term, use of the premises, rental and repair liabilities, and other rights and obligations of both parties.
The Fire Prevention Law of the PRC, promulgated in April 1998 and amended in October 2008, April 2019 and April 2021, respectively, by the SCNPC, and the Provisions on Supervision and Inspection on Fire Prevention and Control, amended and promulgated on April 30, 2009 and effective as of May 1, 2009 and most recently amended on November 1, 2012 by the Ministry of Public Security, and the Interim Provisions on Administration of Review and Examination of Fire Prevention Design of Construction Projects promulgated on April 1, 2020, effective as of June 1, 2020 and amended on October 30, 2023 by the Ministry of Housing and Urban-rural Construction require that (i) the fire prevention design documents of special construction projects, such as hotels with overall floor area of more than 10,000 square meters, shall be reviewed and inspected by local housing and urban-rural development authorities before construction; (ii) the construction of specific construction projects, such as hotels with overall floor area of more than 10,000 square meters be inspected and accepted by local housing and urban-rural development authorities from a fire prevention perspective before completion; and (iii) the public gathering places, such as hotels, shall complete fire prevention safety inspection with the local fire and rescue department, which is a prerequisite for business opening.
Pursuant to the Food Safety Law of the PRC, hotels failing to obtain the food business license (or formerly the food service license) may be subject to: (i) confiscation of illegal gains, food illegally produced for sale, and tools, facilities and raw materials used for illegal production; or (ii) fines between RMB50,000 and RMB100,000 if the value of food illegally produced is less than RMB10,000, or fines equal to 10 to 20 times of the value of food if such value is equal to or more than RMB10,000. 62 Table of Contents The Fire Prevention Law of the PRC, promulgated in April 1998 and amended in October 2008, April 2019 and April 2021, respectively, by the SCNPC, and the Provisions on Supervision and Inspection on Fire Prevention and Control, amended and promulgated on April 30, 2009 and effective as of May 1, 2009 and most recently amended on November 1, 2012 by the Ministry of Public Security, and the Interim Provisions on Administration of Review and Examination of Fire Prevention Design of Construction Projects promulgated on April 1, 2020, effective as of June 1, 2020 and amended on October 30, 2023 by the Ministry of Housing and Urban-rural Construction require that (i) the fire prevention design documents of special construction projects, such as hotels with overall floor area of more than 10,000 square meters, shall be reviewed and inspected by local housing and urban-rural development authorities before construction; (ii) the construction of specific construction projects, such as hotels with overall floor area of more than 10,000 square meters be inspected and accepted by local housing and urban-rural development authorities from a fire prevention perspective before completion; and (iii) the public gathering places, such as hotels, shall complete fire prevention safety inspection with the local fire and rescue department, which is a prerequisite for business opening.
Franchise contracts shall include certain required provisions, such as terms, termination rights and payments. 63 Table of Contents Franchisors are generally required to file franchise contracts with the MOFCOM or its local counterparts. Failure to report franchising activities may result in penalties such as fines up to RMB100,000. Such non - compliance may also be bulletined.
Franchisors are generally required to file franchise contracts with the MOFCOM or its local counterparts. Failure to report franchising activities may result in penalties such as fines up to RMB100,000. Such non - compliance may also be bulletined.
On October 18, 2010, the General Administration of Quality Supervision, Inspection and Quarantine and Standardization Administration approved and issued Classification and Accreditation for Star-rated Tourist Hotels (GB/T14308-2010), which became effective on January 1, 2011.
On November 27, 2023, the General Administration of Quality Supervision, Inspection and Quarantine and Standardization Administration approved and issued Classification and Accreditation for Star-rated Tourist Hotels (GB/T14308-2023), which became effective on March 1, 2024.
According to the Copyright Law, an infringer of the copyrights shall be subject to various civil liabilities, which include ceasing infringement activities, apologizing to the copyright owners and compensating the loss of copyright owner.
According to the Copyright Law, an infringer of the copyrights shall be subject to various civil liabilities, which include ceasing infringement activities, apologizing to the copyright owners and compensating the loss of copyright owner. Infringers of copyright may also be subject to fines and/or administrative or criminal liabilities in severe situations.
Infringers of copyright may also be subject to fines and/or administrative or criminal liabilities in severe situations. 64 Table of Contents Pursuant to the Computer Software Protection Regulations promulgated by the State Council on June 4, 1991 and subsequently amended on December 20, 2001 and on January 30, 2013, Chinese citizens, legal persons and other organizations shall enjoy copyright on software they develop, regardless of whether the software is released publicly.
Pursuant to the Computer Software Protection Regulations promulgated by the State Council on June 4, 1991 and subsequently amended on December 20, 2001 and on January 30, 2013, Chinese citizens, legal persons and other organizations shall enjoy copyright on software they develop, regardless of whether the software is released publicly.
Untrue statements by the onshore subsidiaries will lead to potential liability for the subsidiaries, and in some instances, for their legal representatives and other individuals. 68 Table of Contents On July 4, 2014, the SAFE issued the Circular of the State Administration of Foreign Exchange on Relevant Issues concerning Foreign Exchange Administration of the Overseas Investment and Financing and Round-trip Investments by Domestic Residents through Special Purpose Vehicles, or Circular 37, which became effective and suspended Circular 75 on the same date, and Circular 37 shall prevail over any other inconsistency between itself and relevant regulations promulgated previously.
On July 4, 2014, the SAFE issued the Circular of the State Administration of Foreign Exchange on Relevant Issues concerning Foreign Exchange Administration of the Overseas Investment and Financing and Round-trip Investments by Domestic Residents through Special Purpose Vehicles, or Circular 37, which became effective and suspended Circular 75 on the same date, and Circular 37 shall prevail over any other inconsistency between itself and relevant regulations promulgated previously.
Both the Trademark Law of the PRC adopted by the SCNPC on August 23, 1982 and last amended on November 1, 2019, and the Implementation Regulation of the Trademark Law of the PRC adopted by the State Council on August 3, 2002 and revised on April 29, 2014 give protection to the holders of registered trademarks and trade names.
The software copyright owner may authorize others to exercise that copyright and is entitled to receive remuneration. 66 Table of Contents Both the Trademark Law of the PRC adopted by the SCNPC on August 23, 1982 and last amended on November 1, 2019, and the Implementation Regulation of the Trademark Law of the PRC adopted by the State Council on August 3, 2002 and revised on April 29, 2014 give protection to the holders of registered trademarks and trade names.

… 138 more changes not shown on this page.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

76 edited+6 added−19 removed78 unchanged
Securities and Exchange Commission: adjusted net income (loss), which is defined as net income (loss) excluding share-based compensation expenses; EBITDA, which is defined as earnings before interest expense, interest income, income tax expense and depreciation and amortization; adjusted EBITDA, which is defined as EBITDA excluding share-based compensation expenses.
Securities and Exchange Commission: adjusted net income (loss), which is defined as net income (loss) excluding share-based compensation expenses; EBITDA, which is defined as earnings before interest income, interest expense, income tax expense and depreciation and amortization; adjusted EBITDA, which is defined as EBITDA excluding share-based compensation expenses.
The appropriation to the general reserve fund must be at least 10% of the after-tax profits calculated in accordance with the PRC GAAP. Appropriation is not required if the reserve fund has reached 50% of the registered capital of our subsidiaries. Appropriation to the other two reserve funds are at our subsidiaries’ discretion.
The appropriation to the general reserve fund must be at least 10% of the after-tax profits calculated in accordance with the PRC GAAP. Appropriation is not required if the reserve fund has reached 50% of the registered capital of our subsidiaries. Appropriation to the other two reserve funds is at our subsidiaries’ discretion.
After a manachised hotel opens, we generally charge the franchisee a monthly franchise and management fee of 5% to 6% of the gross revenues generated by each manachised hotel depending on the hotel brand.
After a manachised hotel opens, we generally charge the franchisee a monthly franchise and management fee of 6% to 8% of the gross revenues generated by each manachised hotel depending on the hotel brand.
Vice versa, a decrease in our revenues could result in a disproportionately larger decrease in our profits because our operating costs and expenses are unlikely to decrease proportionately. 75 Table of Contents ● The proportion of mature hotels in our hotel portfolio. The operation of each hotel typically involves three stages: development, ramp-up and mature operations.
Vice versa, a decrease in our revenues could result in a disproportionately larger decrease in our profits because our operating costs and expenses are unlikely to decrease proportionately. ● The proportion of mature hotels in our hotel portfolio. The operation of each hotel typically involves three stages: development, ramp-up and mature operations.
Our net cash used in financing activities was RMB146.9 million (US$20.7 million) in 2023, compared with RMB456.3 million of net cash generated from financing activities in 2022, which was attributable to our cash dividend payment and repayment of borrowings net off by the proceeds from employee stock option exercise.
Our net cash used in financing activities was RMB146.9 million in 2023, compared with RMB456.3 million of net cash generated from financing activities in 2022, which was attributable to our cash dividend payment and repayment of borrowings net off by the proceeds from employee stock option exercise.
Trend Information Other than as disclosed elsewhere in this annual report, we are not aware of any trends, uncertainties, demands, commitments or events for the year ended December 31, 2023 that are reasonably likely to have a material and adverse effect on our net revenues, income, profitability, liquidity or capital resources, or that would cause the disclosed financial information to be not necessarily indicative of future results of operations or financial condition. 89 Table of Contents 5.E.
Trend Information Other than as disclosed elsewhere in this annual report, we are not aware of any trends, uncertainties, demands, commitments or events for the year ended December 31, 2024 that are reasonably likely to have a material and adverse effect on our net revenues, income, profitability, liquidity or capital resources, or that would cause the disclosed financial information to be not necessarily indicative of future results of operations or financial condition. 5.E.
In addition, these measures may not be comparable to similarly titled measures utilized by other companies since such other companies may not calculate these measures in the same manner as we do. 85 Table of Contents A reconciliation of net income which is the most directly comparable U.S.
In addition, these measures may not be comparable to similarly titled measures utilized by other companies since such other companies may not calculate these measures in the same manner as we do. A reconciliation of net income which is the most directly comparable U.S.
The fair values of long-lived assets of leased hotels are primarily represented by the price market participant would pay to sub-lease the operating lease right of use assets and acquire remaining property and equipment assets, which reflect the highest and best use of these assets.
The fair values of long-lived assets of leased hotels are primarily reflect the price market participant would pay to sub-lease the operating lease right of use assets and acquire the remaining property and equipment assets, which representing the highest and best use of these assets.
However, according to SAT Circular 81 and SAT Circular 35, if the relevant tax authorities consider the transactions or arrangements we have are for the primary purpose of enjoying a favorable tax treatment, the relevant tax authorities may adjust the favorable withholding tax in the future.
However, according to SAT Circular 81 and SAT Circular 35, if the relevant tax authorities consider the transactions or our arrangements are for the primary purpose of enjoying a favorable tax treatment, the relevant tax authorities may adjust the favorable withholding tax in the future.
Alternatively, welcome-level guests can also pay RMB199 to upgrade to gold level directly and enjoy the corresponding rewards. Our A-Card members contribute to a significant portion of our revenue. Our member base has been growing rapidly. As of December 31, 2023, we had over 63 million registered individual members.
Alternatively, welcome-level guests can also pay RMB199 to upgrade to gold level directly and enjoy the corresponding rewards. Our A-Card members contribute to a significant portion of our revenue. Our member base has been growing rapidly. As of December 31, 2024, we had over 89 million registered individual members.
Operating Results — Results of Operations — Year Ended December 31, 2022 Compared to Year Ended December 31, 2021” of our annual report on Form 20-F for the fiscal year ended December 31, 2022 filed with the Securities and Exchange Commission on April 28, 2023. Non-GAAP Financial Measures To supplement our audited consolidated financial results presented in accordance with U.S.
Operating Results —Results of Operations—Year Ended December 31, 2023 Compared to Year Ended December 31, 2022” of our annual report on Form 20-F for the fiscal year ended December 31, 2023 filed with the Securities and Exchange Commission on April 28, 2024. Non-GAAP Financial Measures To supplement our audited consolidated financial results presented in accordance with U.S.
In the future, cash proceeds raised from overseas financing activities, including our initial public offering in November 2021, may be transferred by us through our Hong Kong subsidiary, Atour Hotel (HK) Holdings Limited to our PRC subsidiary Atour Shanghai via capital contribution and shareholder loans, as the case may be.
In the future, cash proceeds raised from overseas financing activities, including our initial public offering in November 2021, may be transferred by us through Atour Hong Kong to our PRC subsidiary Atour Shanghai via capital contribution and shareholder loans, as the case may be.
We are subject to VAT at a rate of 3%, 6%, 9%, or 13% on the services we provide and related surcharges. We are also subject to surcharges on VAT payments in accordance with PRC law. 81 Table of Contents The ultimate shareholders of Atour is Cayman Islands holding company.
We are subject to VAT at a rate of 3%, 6%, 9%, or 13% on the services we provide and related surcharges. We are also subject to surcharges on VAT payments in accordance with PRC law. 82 Table of Contents The ultimate shareholder of Atour is a Cayman Islands holding company.
Our operating costs and expenses consist of hotel operating costs, retail costs, other operating costs, selling and marketing expenses, general and administrative expenses, technology and development expenses, and pre-opening expenses.
Our operating costs and expenses consist of hotel operating costs, retail costs, other operating costs, selling and marketing expenses, general and administrative expenses and technology and development expenses.
Our selling and marketing expenses consist primarily of advertising and promotion expenses, commissions to travel intermediaries and e-commerce platforms, and compensation and benefits for our sales and marketing personnel. ● General and administrative expenses.
Our selling and marketing expenses consist primarily of advertising and promotion expenses, commissions to travel intermediaries and e-commerce platforms, and compensation and benefits for our sales and marketing personnel. 81 Table of Contents ● General and administrative expenses.
For the purposes of impairment testing of long-lived assets of leased hotel, the Group has concluded that an individual hotel is the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities.
For the purposes of impairment testing of long-lived assets of leased hotel, we have concluded that an individual hotel is the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities.
If the carrying amount of the long-lived assets is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Key assumptions in the undiscounted cash flows include the average daily rates and occupancy rates that are used to estimate the future cashflows of leased hotels.
If the carrying amount of the long-lived assets is not recoverable based on an undiscounted cash flow, an impairment is recognized for the amount by which the asset’s carrying amount exceeds its fair value. Key assumptions in the undiscounted cash flows include the average daily rates and occupancy rates that are used to estimate the future cashflows of leased hotels.
Key Information—3.D. Risk Factors—Risks Related to Our Business and Industry—We are subject to various hospitality industry, health and safety, construction, fire prevention and environmental laws and regulations that may subject us to liability.” ● Industry competition. The hospitality industry in China is highly competitive. We compete primarily with both domestic and international branded hotel chains and independent hotels.
Risk Factors—Risks Related to Our Business and Industry—We are subject to various hospitality industry, health and safety, construction, fire prevention and environmental laws and regulations that may subject us to liability.” 76 Table of Contents ● Industry competition. The hospitality industry in China is highly competitive. We compete primarily with both domestic and international branded hotel chains and independent hotels.
We are also responsible for all aspects of hotel operations and management, including hiring, training and supervising the hotel managers and employees required to operate our hotels and purchasing supplies. Our typical lease term ranges from 5 to 15 years. We typically enjoy an initial three-to six-month rent-free period.
We are also responsible for all aspects of hotel operations and management, including hiring, training and supervising the hotel managers and employees required to operate our hotels and purchasing supplies. Our typical lease term is up to 15 years. We typically enjoy an initial rent-free period of up to six months.
Our PRC subsidiaries did not make any contributions to the enterprise expansion fund or the staff and bonus welfare fund during each period presented. The restricted amounts of our PRC subsidiaries totaled RMB83.9 million and RMB126.3 (US$17.8 million) as of December 31, 2022 and 2023, respectively. See “Item 4. Information on The Company-4.B.
Our PRC subsidiaries did not make any contributions to the enterprise expansion fund or the staff and bonus welfare fund during each period presented. The restricted amounts of our PRC subsidiaries totaled RMB126.3 million and RMB286.7 million (US$39.3 million) as of December 31, 2023 and 2024, respectively. See “Item 4. Information on The Company-4.B.
When there are circumstances that require the long-lived assets of a hotel be tested for possible impairment, the Group first compares undiscounted cash flows generated by the assets to the carrying amount.
When there are circumstances that require the long-lived assets of a leased hotel be tested for possible impairment, we first compare undiscounted cash flows generated by the assets to their carrying amount.
The drawdown of the credit facilities is subject to the terms and conditions of each credit agreement. As of December 31, 2023, we had outstanding bank loans in an aggregate amount of RMB70 million with weighted average interest rate of 3.3% per annum. As of December 31, 2023, the unutilized credit facility available was RMB410 million.
The drawdown of the credit facilities is subject to the terms and conditions of each credit agreement. As of December 31, 2024, we had outstanding bank loans in an aggregate amount of RMB60 million with weighted average interest rate of 2.8% per annum. As of December 31, 2024, the unutilized credit facility available was RMB490 million.
Similarly, the total number of our hotel rooms increased from 86,654 as of December 31, 2021 to 107,998 as of December 31, 2022, and further to 137,921 as of December 31, 2023. As of December 31, 2023, there were 1,210 hotels in our nationwide network, with a total of 137,921 hotel rooms.
Similarly, the total number of our hotel rooms increased from 107,998 as of December 31, 2022 to 137,921 as of December 31, 2023, and further to 183,184 as of December 31, 2024. As of December 31, 2024, there were 1,619 hotels in our nationwide network, with a total of 183,184 hotel rooms.
The table below illustrates the number of our hotels in development stage, ramp-up stage and mature operation stage as of the dates indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ As of ​ As of ​ ​ December 31, 2021 (1) ​ December 31, 2022 (1) ​ December 31, 2023 ​ ​ Percentage of ​ Percentage of ​ Percentage of ​ ​ Number ​ total hotels ​ Number of ​ total hotels in ​ Number ​ total hotels in ​ ​ of hotels ​ in the three stages ​ hotels ​ the three stages ​ of hotels ​ the three stages Development stage 338 31.2 % 363 28.0 % 617 33.8 % Ramp-up stage 114 10.5 % 124 9.6 % 203 11.1 % Mature stage 631 58.3 % 808 62.4 % 1,007 55.1 % Note: (1) Includes 42 and 53 hotels requisitioned by the government for quarantine needs in response to the COVID-19 pandemic, which were not in operation as of December 31, 2021 and 2022, respectively.
The table below illustrates the number of our hotels in development stage, ramp-up stage and mature operation stage as of the dates indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ As of ​ As of ​ ​ December 31, 2022 (1) ​ December 31, 2023 ​ December 31, 2024 ​ ​ Percentage of ​ Percentage of ​ Percentage of ​ ​ Number ​ total hotels ​ Number of ​ total hotels in ​ Number ​ total hotels in ​ ​ of hotels ​ in the three stages ​ hotels ​ the three stages ​ of hotels ​ the three stages Development stage 363 ​ 28.0 % 617 ​ 33.8 % 741 ​ 31.4 % Ramp-up stage 124 ​ 9.6 % 203 ​ 11.1 % 280 ​ 11.9 % Mature stage 808 ​ 62.4 % 1,007 ​ 55.1 % 1,339 ​ 56.7 % Note: (1) Includes 53 hotels requisitioned by the government for quarantine needs in response to the COVID-19 pandemic, which were not in operation as of December 31, 2022.
Increase in total hotels and hotel rooms. As we continue to scale our presence by leveraging our strong brand reputation, the total number of our hotels increased from 745 as of December 31, 2021 to 932 as of December 31, 2022, and further to 1,210 as of December 31, 2023.
As we continue to scale our presence by leveraging our strong brand reputation, the total number of our hotels increased from 932 as of December 31, 2022 to 1,210 as of December 31, 2023, and further to 1,619 as of December 31, 2024.
In 2021, 2022 and 2023, we generated revenues of RMB105.4 million, RMB95.6 million and RMB148.4 million (US$20.9 million) from other business, respectively, which accounted for 4.9%, 4.2% and 3.2% of our net revenues for the relevant years. Operating Costs and Expenses.
In 2022, 2023 and 2024, we generated revenues of RMB95.6 million, RMB148.4 million and RMB199.0 million (US$27.3 million) from other business, respectively, which accounted for 4.2%, 3.2% and 2.7% of our net revenues for the relevant years. Operating Costs and Expenses.
In 2021, 2022 and 2023, we generated revenues of RMB1,220.3 million, RMB1,360.8 million and RMB2,705.6 million (US$381.1 million) from our manachised hotels, respectively which accounted for 56.8%, 60.1% and 58.0% of our net revenues for the relevant years. As of December 31, 2023, we had 617 manachised hotels under development.
In 2022, 2023 and 2024, we generated revenues of RMB1,360.8 million, RMB2,705.6 million and RMB4,148.8 million (US$568.4 million) from our manachised hotels, respectively which accounted for 60.1%, 58.0% and 57.3% of our net revenues for the relevant years. As of December 31, 2024, we had 741 manachised hotels under development.
In 2021, 2022 and 2023, we generated revenues of RMB630.2 million, RMB552.9 million and RMB840.0 million (US$118.3 million) from our leased hotels, respectively, which accounted for 29.4%, 24.5% and 18.0% of our net revenues for the relevant years.
In 2022, 2023 and 2024, we generated revenues of RMB552.9 million, RMB840.0 million and RMB702.0 million (US$96.2 million) from our leased hotels, respectively, which accounted for 24.5%, 18.0% and 9.7% of our net revenues for the relevant years.
Our gain from short-term investments increased by 308.3% from RMB8.5 million in 2022 to RMB34.5 million (US$4.9 million) in 2023, due to increased short-term investments made in line with our business expansion and revenue growth. Interest expense. Our interest expense consists primarily of interests related to our borrowings.
Our gain from short-term investments increased by 41.8% from RMB34.5 million in 2023 to RMB48.9 million (US$6.7 million) in 2024, due to increased short-term investments made in line with our business expansion and revenue growth. Interest expense. Our interest expense consists primarily of interests related to our borrowings.
We conduct all of our operations through our subsidiaries in China, in particular, Shanghai Atour Business Management Group Co., Ltd., or Atour Shanghai, and its subsidiaries, and a substantial portion of our assets are located in China. This holding company structure involves unique risks to investors.
We conduct all of our operations through our subsidiaries in China, in particular, Atour Shanghai, Shanghai Rongduo, and their respective subsidiaries, and a substantial portion of our assets are located in China. This holding company structure involves unique risks to investors.
Our technology and development expenses consist of (i) staff costs incurred for the self-developed hotel operation, reservation systems and other systems related to sales of hotel supplies and retail business, (ii) servers and cloud infrastructure costs, (iii) retail products development costs, (iv) other expenses related to technology and development functions. 80 Table of Contents ● Pre-opening expenses.
Our technology and development expenses consist of (i) staff costs incurred for the self-developed hotel operation, reservation systems and other systems related to sales of hotel supplies and retail business, (ii) servers and cloud infrastructure costs, (iii) retail products development costs, (iv) other expenses related to technology and development functions. Taxation Cayman Islands We were incorporated in the Cayman Islands.
Estimates of the price market participants would pay to sub-lease the operating lease right-of-use assets are based on comparable market rental information that could be reasonably obtained for the property. The Group recognized RMB60,517 of impairment losses of leased hotels in hotel operating costs in the consolidated statement of comprehensive income for the year ended December 31, 2023.
Estimates of the price market participants would pay to sub-lease the operating lease right-of-use assets are based on comparable market rental information that could be reasonably obtained for the property. 90 Table of Contents We recognized RMB60.5 million and RMB54.7 million of impairment losses related to leased hotels in hotel operating costs in the consolidated statement of comprehensive income for the years ended December 31, 2023 and 2024, respectively.
As of December 31, 2023, we had RMB2,840.8 million (US$400.1 million) in cash and cash equivalents. Our cash and cash equivalents consist of cash on hand and liquid investments which have maturities of three months or less when acquired and are unrestricted as to withdrawal or use.
As of December 31, 2024, we had RMB3,618.5 million (US$495.7 million) in cash and cash equivalents. Our cash and cash equivalents consist of cash on hand and liquid investments which have maturities of three months or less when acquired and are unrestricted as to withdrawal or use.
In 2021, 2022 and 2023, we generated revenues of RMB191.6 million, RMB253.6 million and RMB971.9 million (US$136.9 million) from retail business, respectively, which accounted for 8.9%, 11.2% and 20.8% of our net revenues for the relevant years. ● Others.
In 2022, 2023 and 2024, we generated revenues of RMB253.6 million, RMB971.9 million and RMB2,198.2 million (US$301.2 million) from retail business, respectively, which accounted for 11.2%, 20.8% and 30.3% of our net revenues for the relevant years. 80 Table of Contents ● Others.
If our subsidiaries incur debt on their own behalf in the future, the instruments governing their debt may restrict their ability to pay dividends to us. 88 Table of Contents In addition, our subsidiaries in China are permitted to pay dividends to us only out of their retained earnings, if any, as determined in accordance with the Accounting Standards for Business Enterprise as promulgated by the Ministry of Finance of the PRC, or the PRC GAAP.
In addition, our subsidiaries in China are permitted to pay dividends to us only out of their retained earnings, if any, as determined in accordance with the Accounting Standards for Business Enterprise as promulgated by the Ministry of Finance of the PRC, or the PRC GAAP.
The increase was primarily driven by the ongoing expansion of our hotel network and the growth of manachised hotels’ RevPAR. The total number of our manachised hotels increased from 899 as of December 31,2022 to 1,178 as of December 31, 2023.
The increase was primarily driven by our ongoing hotel network expansion and the rapid growth of our supply chain business. The total number of our manachised hotels increased from 1,178 as of December 31, 2023 to 1,593 as of December 31, 2024. ● Leased hotels.
Our net cash used in investing activities increased from RMB42.2 million in 2021 to RMB192.2 million in 2022, primarily due to increase in investment in short-term financial products. Our net cash used in investing activities increased from RMB192.2 million in 2022 to RMB600.5 million (US$84.6 million) in 2023, primarily due to purchases of short-term investments for cash management purposes.
Our net cash used in investing activities increased from RMB192.2 million in 2022 to RMB600.5 million in 2023, primarily due to purchases of short-term investments for cash management purposes. Our net cash used in investing activities decreased from RMB600.5 million in 2023 to RMB520.6 million (US$71.3 million) in 2024, primarily due to purchases of short-term investments for cash management purposes.
By the end of the second quarter of 2023, all of our manachised hotels previously requisitioned by governmental authorities for quarantine purposes had been restored to our management. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ Exclusive ​ ​ ​ ​ ​ ​ ​ of ​ Inclusive of ​ Exclusive of ​ Inclusive of ​ Exclusive of ​ Inclusive of ​ ​ requisitioned ​ requisitioned ​ requisitioned ​ requisitioned ​ requisitioned ​ requisitioned ​ ​ hotels (2) ​ hotels ​ hotels (2) ​ hotels ​ hotels (2) ​ hotels Occupancy rate (in percentage) ​ Manachised hotels 67.4 % 66.8 % 62.9 % 60.6 % 77.6 % 77.0 % Leased hotels 70.8 % 71.1 % 65.8 % 67.2 % 83.6 % 83.6 % All hotels 67.7 % 67.0 % 63.0 % 60.9 % 77.8 % 77.3 % ADR (in RMB) ​ Manachised hotels 407.4 405.2 386.4 379.0 457.8 457.8 ​ Leased hotels 517.0 513.3 465.0 463.2 587.2 587.1 ​ All hotels 415.2 412.7 391.2 383.9 463.6 463.5 ​ RevPAR (in RMB) ​ Manachised hotels 288.1 283.7 256.3 243.2 370.8 368.3 ​ Leased hotels 388.1 387.5 330.6 336.9 517.2 517.1 ​ All hotels 294.9 290.5 260.7 248.1 376.8 374.4 ​ Note: ​ (2) Excludes, for purposes of calculating these key operating metrics, approximately 1,191 thousand, 5,532 thousand and 308 thousand room-nights related to hotel rooms that were requisitioned by the government for quarantine needs in response to the COVID-19 pandemic or otherwise became unavailable due to temporary hotel closures in 2021, 2022 and 2023, respectively.
Since the third quarter of 2023, no hotels have been requisitioned for quarantine needs. ​ 78 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ Exclusive ​ ​ ​ ​ ​ ​ ​ of ​ Inclusive of ​ Exclusive of ​ Inclusive of ​ Exclusive of ​ Inclusive of ​ ​ requisitioned ​ requisitioned ​ requisitioned ​ requisitioned ​ requisitioned ​ requisitioned ​ ​ hotels (2) ​ hotels ​ hotels (2) ​ hotels ​ hotels (2) ​ hotels Occupancy rate (3) (in percentage) ​ Manachised hotels 62.9 % 60.6 % 77.6 % 77.0 % 77.2 % 77.0 % Leased hotels 65.8 % 67.2 % 83.6 % 83.6 % 83.2 % 83.2 % All hotels 63.0 % 60.9 % 77.8 % 77.3 % 77.4 % 77.1 % ADR (3) (in RMB) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Manachised hotels 386.4 ​ 379.0 ​ 457.8 ​ 457.8 ​ 433.0 ​ 433.0 ​ Leased hotels 465.0 ​ 463.2 ​ 587.2 ​ 587.1 ​ 563.5 ​ 563.5 ​ All hotels 391.2 ​ 383.9 ​ 463.6 ​ 463.5 ​ 436.8 ​ 436.8 ​ RevPAR (3) (in RMB) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Manachised hotels 256.3 ​ 243.2 ​ 370.8 ​ 368.3 ​ 347.3 ​ 346.1 ​ Leased hotels 330.6 ​ 336.9 ​ 517.2 ​ 517.1 ​ 495.0 ​ 494.8 ​ All hotels 260.7 ​ 248.1 ​ 376.8 ​ 374.4 ​ 351.3 ​ 350.1 ​ Note: ​ (2) Excludes, for purposes of calculating these key operating metrics, approximately 5,532 thousand and 308 thousand room-nights related to hotel rooms that were requisitioned by the government for quarantine needs in response to the COVID-19 pandemic or otherwise became unavailable due to temporary hotel closures in 2022 and 2023, respectively.
The rent is generally paid upfront at the beginning of each payment period and we recognize the total rental expense on a straight-line basis over the initial lease term. ● Retail.
We do not expect any material lease agreements to be terminated in the foreseeable future. The rent is generally paid upfront at the beginning of each payment period and we recognize the total rental expense on a straight-line basis over the initial lease term. ● Retail.
Our interest income increased by 104.5% from RMB14.5 million in 2022 to RMB29.6 million (US$4.2 million) in 2023, due to increased cash at bank in line with our business expansion and revenue growth. Gain from short-term investments.
Interest income. Our interest income consists primarily of interest from our bank deposits. Our interest income increased by 63.7% from RMB29.6 million in 2023 to RMB48.4 million (US$6.6 million) in 2024, due to increased cash at bank in line with our business expansion and revenue growth. Gain from short-term investments.
As of the same date, we had a total of 617 manachised hotels with a total of 66,968 rooms under development. ​ ​ ​ ​ ​ ​ ​ ​ ​ As of As of As of ​ ​ December 31, 2021 ​ December 31, 2022 ​ December 31, 2023 Total hotels (1) Manachised hotels 712 899 1,178 Leased hotels 33 33 32 All hotels 745 932 1,210 Hotel rooms (1) ​ ​ ​ Manachised hotels 81,594 102,945 133,291 Leased hotels 5,060 5,053 4,630 All hotels 86,654 107,998 137,921 ​ Note: ​ (1) Includes 42 and 53 hotels requisitioned by the government for quarantine needs in response to the COVID-19 pandemic, which were not in operation as of December 31, 2021 and 2022, respectively.
As of the same date, we had a total of 741 manachised hotels with a total of 79,528 rooms under development. ​ ​ ​ ​ ​ ​ ​ ​ ​ As of As of As of ​ ​ December 31, 2022 ​ December 31, 2023 ​ December 31, 2024 Total hotels (1) Manachised hotels 899 ​ 1,178 ​ 1,593 Leased hotels 33 ​ 32 ​ 26 All hotels 932 ​ 1,210 ​ 1,619 Hotel rooms (1) ​ ​ ​ ​ ​ Manachised hotels 102,945 ​ 133,291 ​ 179,469 Leased hotels 5,053 ​ 4,630 ​ 3,715 All hotels 107,998 ​ 137,921 ​ 183,184 ​ Note: ​ (1) Includes 53 hotels requisitioned by the government for quarantine needs in response to the COVID-19 pandemic, which were not in operation as of December 31, 2022.
The increase was mainly due to the increase in variable costs, such as supply chain costs, associated with the continued growth of our hotel business. Hotel operating costs represented 63.2% of net revenues from our manachised and leased hotels in 2023, down from 72.8% in 2022. ● Retail costs.
The increase was mainly due to the increase in variable costs, such as supply chain costs, associated with our ongoing hotel network expansion. Hotel operating costs represented 64.1% of net revenues from our manachised and leased hotels in 2024, up from 63.2% in 2023. ● Retail costs.
We generally charge our franchisees an upfront franchise fee at a rate of RMB4,000 to RMB6,000 per room, depending on the brand of the manachised hotel, as well as fees related to pre-opening services, including information system installation service.
Our franchise and management agreements for our manachised hotels typically run for a fixed term up to 20 years. We generally charge our franchisees an upfront franchise fee at a rate of RMB5,000 to RMB8,000 per room, depending on the brand of the manachised hotel, as well as fees related to pre-opening services, including information system installation service.
Our retail costs increased by 238.1% from RMB151.8 million in 2022 to RMB513.3 million (US$72.3 million) in 2023. The increase was associated with the rapid growth of our retail business. Retail costs represented 52.8% of retail revenues in 2023, down from 59.9% in 2022. ● Other operating costs .
Our retail costs increased by 111.1% from RMB513.3 million in 2023 to RMB1,083.7 million (US$148.5 million) in 2024. The increase was associated with the rapid growth of our retail business. Retail costs represented 49.3% of retail revenues in 2024, down from 52.8% in 2023. ● Other operating costs .
We will continue to make capital expenditures to meet the expected growth of our operations and expect cash generated from our operating activities and financing activities will continue to meet our capital expenditure needs in the foreseeable future.
Our capital expenditures were RMB36.4 million, RMB41.7 million and RMB56.2 million (US$7.7 million) in 2022, 2023 and 2024, respectively. We will continue to make capital expenditures to meet the expected growth of our operations and expect cash generated from our operating activities and financing activities will continue to meet our capital expenditure needs in the foreseeable future.
Our hotel operating costs account for a substantial majority of our total operating costs and expenses, which consist of costs and expenses directly attributable to the operation of our leased and manachised hotels. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB RMB RMB US$ ​ ​ (in thousands) Hotel operating costs ​ ​ ​ ​ ​ ​ ​ ​ Manachised hotels 795,661 801,910 1,533,326 215,965 Leased hotels 623,917 591,402 707,564 99,658 Total hotel operating costs 1,419,578 1,393,312 2,240,890 315,623 ​ ● Manachised hotel operating costs primarily include costs of hotel supplies and other products sold to our manachised hotels as well as compensation and benefits for manachised hotel managers and on-site HR representatives.
Our hotel operating costs account for a substantial majority of our total operating costs and expenses, which consist of costs and expenses directly attributable to the operation of our leased and manachised hotels. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB RMB RMB US$ ​ ​ (in thousands) Hotel operating costs ​ ​ ​ ​ ​ ​ ​ ​ Manachised hotels 801,910 ​ 1,533,326 ​ 2,502,081 ​ 342,784 Leased hotels 591,402 ​ 707,564 ​ 606,077 ​ 83,032 Total hotel operating costs 1,393,312 ​ 2,240,890 ​ 3,108,158 ​ 425,816 ​ ● Manachised hotel operating costs primarily include costs of hotel supplies and other products sold to our manachised hotels as well as compensation and benefits for manachised hotel managers and deputy managers.
For example, our ability to pay dividends and to service any debt we may incur overseas largely depends upon dividends paid by our subsidiaries.
For example, our ability to pay dividends and to service any debt we may incur overseas largely depends upon dividends paid by our subsidiaries. If our subsidiaries incur debt on their own behalf in the future, the instruments governing their debt may restrict their ability to pay dividends to us.
No impairment losses were recognized for long-lived assets for the years ended December 31, 2021 and 2022. ​ 90 Table of Contents
No impairment losses were recognized for long-lived assets for the year ended December 31, 2022. ​
In particular, each of our hotels is required to comply with license requirements and laws and regulations with respect to hospitality industry, internet platform, construction, building, zoning, environmental protection, food safety, public safety, health and sanitary requirements. Any changes to the existing laws and regulations in the future may increase our compliance efforts at significant cost. See “Item 3.
Our business is subject to various compliance and operational requirements under PRC laws. In particular, each of our hotels is required to comply with license requirements and laws and regulations with respect to hospitality industry, internet platform, construction, building, zoning, environmental protection, food safety, public safety, health and sanitary requirements.
By the end of the second quarter of 2023, all of our manachised hotels previously requisitioned by governmental authorities for quarantine purposes had been restored to our management. ● The growth of our A-Card members and their levels of engagement. Our tier-based A-Card loyalty program is a fully digitized membership program that unites all our hotel and lifestyle brands.
Since the third quarter of 2023, no hotels have been requisitioned for quarantine needs. 77 Table of Contents ● The growth of our A-Card members and their levels of engagement. Our tier-based A-Card loyalty program is a fully digitized membership program that unites all our hotel and lifestyle brands.
Risk Factors—Risks Related to Doing Business in China—If we are classified as a PRC resident enterprise for PRC enterprise income tax purposes, such classification could result in unfavorable tax consequences to us and our non-PRC shareholders and ADS holders.” 82 Table of Contents Results of Operations The following table sets forth a summary of our consolidated results of operations, both in absolute amount and as a percentage of net revenues for the years indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB % RMB % RMB US$ % ​ ​ (in thousands except percentage) Revenues: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Manachised hotels 1,220,301 56.8 1,360,843 60.1 2,705,609 381,077 58.0 Leased hotels 630,238 29.4 552,929 24.5 840,044 118,318 18.0 Retail 191,596 8.9 253,607 11.2 971,931 136,894 20.8 Others ​ 105,442 ​ 4.9 ​ 95,604 ​ 4.2 ​ 148,383 ​ 20,899 ​ 3.2 Net revenues 2,147,577 100.0 2,262,983 100.0 4,665,967 657,188 100.0 Operating costs and expenses: ​ ​ ​ ​ ​ ​ ​ Hotel operating costs (1,419,578) (66.1) (1,393,312) (61.6) (2,240,890) (315,623) (47.9) Retail costs ​ (121,365) ​ (5.6) ​ (151,815) ​ (6.7) ​ (513,326) ​ (72,300) ​ (11.0) Other operating costs (41,959) (2.0) (34,870) (1.5) (72,543) (10,218) (1.6) Selling and marketing expenses (124,210) (5.8) (139,929) (6.2) (469,595) (66,141) (10.1) General and administrative expenses (197,064) (9.2) (350,009) (15.5) (451,470) (63,588) (9.7) Technology and development expenses (52,121) (2.4) (66,182) (2.9) (77,288) (10,886) (1.7) Pre-opening expenses (17,595) (0.8) — — — — — Total operating costs and expenses (1,973,892) (91.9) (2,136,117) (94.4) (3,825,112) (538,756) (82.0) Other operating income 22,371 1.0 38,094 1.7 83,179 11,716 1.8 Income from operation 196,056 9.1 164,960 7.3 924,034 130,148 19.8 Interest income 6,722 0.3 14,456 0.6 29,569 4,165 0.6 Gain from short-term investments 8,745 0.4 8,455 0.4 34,519 4,862 0.7 Interest expense (7,937) (0.4) (6,501) (0.3) (5,005) (705) (0.1) Other (expenses) income, net 301 0.0 (814) (0.0) (1,024) (145) (0.0) Income before income tax 203,887 9.5 180,556 8.0 982,093 138,325 21.0 Income tax expense (64,217) (3.0) (84,474) (3.7) (243,036) (34,231) (5.2) Net income 139,670 6.5 96,082 4.2 739,057 104,094 15.8 Less: net income (loss) attributable to non-controlling interests (5,384) (0.3) (2,017) (0.1) 1,920 270 0.0 Net income attributable to the Company 145,054 6.8 98,099 4.3 737,137 103,824 15.8 ​ Year Ended December 31, 2023 Compared to Year Ended December 31, 2022 Net revenues.
Risk Factors—Risks Related to Doing Business in China—If we are classified as a PRC resident enterprise for PRC enterprise income tax purposes, such classification could result in unfavorable tax consequences to us and our non-PRC shareholders and ADS holders.” 83 Table of Contents Results of Operations The following table sets forth a summary of our consolidated results of operations, both in absolute amount and as a percentage of net revenues for the years indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB % RMB % RMB US$ % ​ ​ (in thousands except percentage) Revenues: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Manachised hotels 1,360,843 ​ 60.1 ​ 2,705,609 ​ 58.0 ​ 4,148,752 ​ 568,377 ​ 57.3 Leased hotels 552,929 ​ 24.5 ​ 840,044 ​ 18.0 ​ 701,963 ​ 96,169 ​ 9.7 Retail 253,607 ​ 11.2 ​ 971,931 ​ 20.8 ​ 2,198,198 ​ 301,152 ​ 30.3 Others ​ 95,604 ​ 4.2 ​ 148,383 ​ 3.2 ​ 199,019 ​ 27,265 ​ 2.7 Net revenues 2,262,983 ​ 100.0 ​ 4,665,967 ​ 100.0 ​ 7,247,932 ​ 992,963 ​ 100.0 Operating costs and expenses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Hotel operating costs (1,393,312) ​ (61.6) ​ (2,240,890) ​ (47.9) ​ (3,108,158) ​ (425,816) ​ (42.9) Retail costs ​ (151,815) ​ (6.7) ​ (513,326) ​ (11.0) ​ (1,083,709) ​ (148,468) ​ (15.0) Other operating costs (34,870) ​ (1.5) ​ (72,543) ​ (1.6) ​ (44,524) ​ (6,100) ​ (0.6) Selling and marketing expenses (139,929) ​ (6.2) ​ (469,595) ​ (10.1) ​ (972,863) ​ (133,282) ​ (13.4) General and administrative expenses (350,009) ​ (15.5) ​ (451,470) ​ (9.7) ​ (352,590) ​ (48,305) ​ (4.9) Technology and development expenses (66,182) ​ (2.9) ​ (77,288) ​ (1.7) ​ (134,017) ​ (18,360) ​ (1.8) Total operating costs and expenses (2,136,117) ​ (94.4) ​ (3,825,112) ​ (82.0) ​ (5,695,861) ​ (780,331) ​ (78.6) Other operating income, net 38,094 ​ 1.7 ​ 83,179 ​ 1.8 ​ 70,231 ​ 9,622 ​ 1.0 Income from operation 164,960 ​ 7.3 ​ 924,034 ​ 19.8 ​ 1,622,302 ​ 222,254 ​ 22.4 Interest income 14,456 ​ 0.6 ​ 29,569 ​ 0.6 ​ 48,415 ​ 6,633 ​ 0.6 Gain from short-term investments 8,455 ​ 0.4 ​ 34,519 ​ 0.7 ​ 48,943 ​ 6,705 ​ 0.7 Interest expense (6,501) ​ (0.3) ​ (5,005) ​ (0.1) ​ (3,110) ​ (426) ​ (0.0) Other income (expenses), net (814) ​ (0.0) ​ (1,024) ​ (0.0) ​ 2,465 ​ 338 ​ 0.0 Income before income tax 180,556 ​ 8.0 ​ 982,093 ​ 21.0 ​ 1,719,015 ​ 235,504 ​ 23.7 Income tax expense (84,474) ​ (3.8) ​ (243,036) ​ (5.2) ​ (446,031) ​ (61,106) ​ (6.1) Net income 96,082 ​ 4.2 ​ 739,057 ​ 15.8 ​ 1,273,984 ​ 174,398 ​ 17.6 Less: net (loss) income attributable to non-controlling interests (2,017) ​ (0.1) ​ 1,920 ​ 0.0 ​ (2,364) ​ (324) ​ 0.0 Net income attributable to the Company 98,099 ​ 4.3 ​ 737,137 ​ 15.8 ​ 1,275,348 ​ 174,722 ​ 17.6 ​ Year Ended December 31, 2024 Compared to Year Ended December 31, 2023 Net revenues.
The following table sets forth the components of our operating costs and expenses, both in absolute amount and as a percentage of net revenues for the years indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB % RMB % RMB US$ % ​ ​ (in thousands except percentage) Net Revenues 2,147,577 100.0 2,262,983 100.0 4,665,967 657,188 100.0 Operating costs and expenses: ​ ​ ​ ​ ​ Hotel operating costs 1,419,578 66.1 1,393,312 61.6 2,240,890 315,623 47.9 Retail costs ​ 121,365 ​ 5.6 ​ 151,815 ​ 6.7 ​ 513,326 ​ 72,300 ​ 11.0 Other operating costs 41,959 2.0 34,870 1.5 72,543 10,218 1.6 Selling and marketing expenses 124,210 5.8 139,929 6.2 469,595 66,141 10.1 General and administrative expenses 197,064 9.2 350,009 15.5 451,470 63,588 9.7 Technology and development expenses 52,121 2.4 66,182 2.9 77,288 10,886 1.7 Pre-opening expenses 17,595 0.8 — — — — — Total operating costs and expenses 1,973,892 91.9 2,136,117 94.4 3,825,112 538,756 82.0 ​ 79 Table of Contents ● Hotel operating costs.
The following table sets forth the components of our operating costs and expenses, both in absolute amount and as a percentage of net revenues for the years indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB % RMB % RMB US$ % ​ ​ (in thousands except percentage) Net Revenues 2,262,983 ​ 100.0 ​ 4,665,967 ​ 100.0 ​ 7,247,932 ​ 992,963 ​ 100.0 Operating costs and expenses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Hotel operating costs 1,393,312 ​ 61.6 ​ 2,240,890 ​ 47.9 ​ 3,108,158 ​ 425,816 ​ 42.9 Retail costs ​ 151,815 ​ 6.7 ​ 513,326 ​ 11.0 ​ 1,083,709 ​ 148,468 ​ 15.0 Other operating costs 34,870 ​ 1.5 ​ 72,543 ​ 1.6 ​ 44,524 ​ 6,100 ​ 0.6 Selling and marketing expenses 139,929 ​ 6.2 ​ 469,595 ​ 10.1 ​ 972,863 ​ 133,282 ​ 13.4 General and administrative expenses ​ 350,009 ​ 15.5 ​ 451,470 ​ 9.7 ​ 352,590 ​ 48,305 ​ 4.9 Technology and development expenses ​ 66,182 ​ 2.9 ​ 77,288 ​ 1.7 ​ 134,017 ​ 18,360 ​ 1.8 Total operating costs and expenses ​ 2,136,117 ​ 94.4 ​ 3,825,112 ​ 82.0 ​ 5,695,861 ​ 780,331 ​ 78.6 ​ ● Hotel operating costs.
Since the use of estimates is an integral component of the financial reporting process, actual results could differ from our expectations as a result of changes in our estimates. Customer loyalty program We invite our customers to participate in a membership program with different tiers of membership. Members could pay a membership fee for a higher membership tier.
Since the use of estimates is an integral component of the financial reporting process, actual results could differ from our expectations as a result of changes in our estimates.
The increase was driven by widespread recognition of our retail brands and compelling product offerings, as well as improved product development and distribution capabilities. 83 Table of Contents ● Others. Our other revenues increased by 55.2% from RMB95.6 million in 2022 to RMB148.4 million (US$20.9 million) in 2023. The increase was driven by our fast-growing membership business.
The increase was driven by widespread recognition of our retail brands and effective product innovation and development as we successfully broadened our product offerings. 84 Table of Contents ● Others. Our other revenues increased by 34.1% from RMB148.4 million in 2023 to RMB199.0 million (US$27.3 million) in 2024. The increase was driven by our fast-growing membership business.
GAAP measure to adjusted net income (non-GAAP), EBITDA (non-GAAP) and adjusted EBITDA (non-GAAP), is provided below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB RMB RMB US$ ​ ​ (in thousands) Net income (GAAP) 139,670 96,082 739,057 104,094 Share-based compensation expenses, net of tax effect of nil (1) — 163,193 163,978 23,096 Adjusted Net income (Non-GAAP) 139,670 259,275 903,035 127,190 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB RMB RMB US$ ​ ​ (in thousands) Net income (GAAP) 139,670 96,082 739,057 104,094 Interest expense 7,937 6,501 5,005 705 Interest income (6,722) (14,456) (29,569) (4,165) Income tax expense 64,217 84,474 243,036 34,231 Depreciation and amortization 93,911 88,561 85,021 11,975 EBITDA (Non-GAAP) 299,013 261,162 1,042,550 146,840 Share-based compensation expenses — 163,193 163,978 23,096 Adjusted EBITDA (Non-GAAP) 299,013 424,355 1,206,528 169,936 Note: (1) The share-based compensation expenses were recorded at entities in PRC.
GAAP measure to adjusted net income (non-GAAP), EBITDA (non-GAAP) and adjusted EBITDA (non-GAAP), is provided below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB RMB RMB US$ ​ ​ (in thousands) Net income (GAAP) 96,082 ​ 739,057 ​ 1,272,984 ​ 174,398 Share-based compensation expenses, net of tax effect of nil (1) 163,193 ​ 163,978 ​ 32,792 ​ 4,492 Adjusted Net income (Non-GAAP) 259,275 ​ 903,035 ​ 1,305,776 ​ 178,890 ​ 86 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB RMB RMB US$ ​ ​ (in thousands) Net income (GAAP) 96,082 ​ 739,057 ​ 1,272,984 ​ 174,398 Interest income (14,456) ​ (29,569) ​ (48,415) ​ (6,633) Interest expense 6,501 ​ 5,005 ​ 3,110 ​ 426 Income tax expense 84,474 ​ 243,036 ​ 446,031 ​ 61,106 Depreciation and amortization 88,561 ​ 85,021 ​ 65,232 ​ 8,937 EBITDA (Non-GAAP) 261,162 ​ 1,042,550 ​ 1,738,942 ​ 238,234 Share-based compensation expenses 163,193 ​ 163,978 ​ 32,792 ​ 4,492 Adjusted EBITDA (Non-GAAP) 424,355 ​ 1,206,528 ​ 1,771,734 ​ 242,726 Note: (1) The share-based compensation expenses were recorded at entities in PRC.
Material Cash Requirements Our material cash requirements as of December 31, 2023 and any subsequent interim period primarily include our working capital and operating expenditure needs, capital expenditures, contractual obligations and outstanding indebtedness. 87 Table of Contents Other than the capital expenditures and contractual obligations, as discussed below, we did not have any significant capital and other commitments, long-term obligations or guarantees as of December 31, 2023.
Material Cash Requirements Our material cash requirements as of December 31, 2024 and any subsequent interim period primarily include our working capital and operating expenditure needs, capital expenditures, contractual obligations and outstanding indebtedness.
Our net revenues increased from RMB2,263.0 million in 2022 to RMB4,666.0 million (US$657.2 million) in 2023, driven by robust growth in both hotel and retail businesses. ● Manachised hotels. Revenues from our manachised hotels increased by 98.8% from RMB1,360.8 million in 2022 to RMB2,705.6 million (US$381.1 million) in 2023.
Our net revenues increased from RMB4,666.0 million in 2023 to RMB7,247.0 million (US$993.0 million) in 2024, driven by the growth in manachised hotel and retail businesses. ● Manachised hotels. Revenues from our manachised hotels increased by 53.3% from RMB2,705.6 million in 2023 to RMB4,148.8 million (US$568.4 million) in 2024.
The following table sets forth the revenues generated from our manachised and leased hotels, and retail business and others, both in absolute amount and as a percentage of net revenues for the years indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB % RMB % RMB US$ % ​ ​ (in thousands except percentage) Revenues: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Manachised hotels 1,220,301 56.8 1,360,843 60.1 2,705,609 381,077 58.0 Leased hotels 630,238 29.4 552,929 24.5 840,044 118,318 18.0 Retail 191,596 8.9 253,607 11.2 971,931 136,894 20.8 Others ​ 105,442 ​ 4.9 ​ 95,604 ​ 4.2 ​ 148,383 ​ 20,899 ​ 3.2 Net revenues 2,147,577 100.0 2,262,983 100.0 4,665,967 657,188 100.0 ​ ● Manachised hotels.
We primarily derive our revenues from (i) franchise and management fees from our manachised hotels and sales of hotel supplies and other products to our manachised hotels, (ii) operations of our leased hotels, and (iii) sales of our retail products in connection with our retail business. 79 Table of Contents The following table sets forth the revenues generated from our manachised and leased hotels, and retail business and others, both in absolute amount and as a percentage of net revenues for the years indicated. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB % RMB % RMB US$ % ​ ​ (in thousands except percentage) Revenues: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Manachised hotels 1,360,843 ​ 60.1 ​ 2,705,609 ​ 58.0 ​ 4,148,752 ​ 568,377 ​ 57.3 Leased hotels 552,929 ​ 24.5 ​ 840,044 ​ 18.0 ​ 701,963 ​ 96,169 ​ 9.7 Retail 253,607 ​ 11.2 ​ 971,931 ​ 20.8 ​ 2,198,198 ​ 301,152 ​ 30.3 Others ​ 95,604 ​ 4.2 ​ 148,383 ​ 3.2 ​ 199,019 ​ 27,265 ​ 2.7 Net revenues 2,262,983 ​ 100.0 ​ 4,665,967 ​ 100.0 ​ 7,247,932 ​ 992,963 ​ 100.0 ​ ● Manachised hotels.
The review of these indicators facilitates timely evaluation of the performance of our business and effective communication of results and key decisions, allowing our business to react promptly to changing customer demands and market conditions. ​ 76 Table of Contents Non-Financial Key Performance Indicators Our non-financial key performance indicators consist of the increase in total number of hotels and hotel rooms in our hotel chain and RevPAR achieved by our hotels.
Key Performance Indicators We utilize a set of non-financial and financial key performance indicators which our senior management reviews frequently. The review of these indicators facilitates timely evaluation of the performance of our business and effective communication of results and key decisions, allowing our business to react promptly to changing customer demands and market conditions.
Operating Costs and Expenses. Our operating costs and expenses increased by 79.1% from RMB2,136.1 million in 2022 to RMB3,825.1 million (US$538.8 million) in 2023. ● Hotel operating costs . Our hotel operating costs increased by 60.8% from RMB1,393.3 million in 2022 to RMB2,240.9 million (US$315.6 million) in 2023.
Operating Costs and Expenses. Our operating costs and expenses increased by 48.9% from RMB3,825.1 million in 2023 to RMB5,695.9 million (US$780.3 million) in 2024. ● Hotel operating costs . Our hotel operating costs increased by 38.7% from RMB2,240.9 million in 2023 to RMB3,108.2 million (US$425.8 million) in 2024.
In 2021, 2022 and 2023, we did not transfer any cash proceeds to any of our PRC subsidiaries except for the cash transfers within our Group in connection with our restructuring in 2021 for our initial public offering.
In 2022, 2023 and 2024, we did not transfer any cash proceeds to any of our PRC subsidiaries.
If we cannot obtain sufficient capital on acceptable terms, our business, financial condition and prospects may suffer.” 86 Table of Contents The following table sets forth a summary of our cash flows for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB RMB RMB US$ ​ ​ (in thousands) Net cash generated from operating activities 417,879 283,677 1,988,674 280,097 Net cash used in investing activities (42,225) (192,225) (600,521) (84,583) Net cash (used in) generated from financing activities (161,080) 456,310 (146,916) (20,693) Net increase in cash and cash equivalents and restricted cash 206,393 550,578 1,251,646 176,291 Cash and cash equivalents and restricted cash at the beginning of the period 833,136 1,039,529 1,590,107 223,961 Cash and cash equivalents and restricted cash at the end of the period 1,039,529 1,590,107 2,841,753 400,252 ​ Operating Activities Our net cash generated from operating activities decreased from RMB417.9 million in 2021 to RMB283.7 million in 2022, primarily due to accelerated payment to our franchisees by us and the impact of the resurgence of the COVID-19 pandemic in various cities across China during 2022.
If we cannot obtain sufficient capital on acceptable terms, our business, financial condition and prospects may suffer.” The following table sets forth a summary of our cash flows for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB RMB RMB US$ ​ ​ (in thousands) Net cash generated from operating activities 283,677 ​ 1,988,674 ​ 1,725,948 ​ 236,454 Net cash used in investing activities (192,225) ​ (600,521) ​ (520,554) ​ (71,316) Net cash generated from (used in) financing activities 456,310 ​ (146,916) ​ (426,595) ​ (58,443) Net increase in cash and cash equivalents and restricted cash 550,578 ​ 1,251,646 ​ 777,877 ​ 106,569 Cash and cash equivalents and restricted cash at the beginning of the year 1,039,529 ​ 1,590,107 ​ 2,841,753 ​ 389,319 Cash and cash equivalents and restricted cash at the end of the year 1,590,107 ​ 2,841,753 ​ 3,619,630 ​ 495,888 ​ Operating Activities Our net cash generated from operating activities increased from RMB283.7 million in 2022 to RMB1,988.7 million in 2023, mainly due to the increase in net income, as adjusted by changes in working capital, including primarily the increases in accrued expenses and other payables, accounts payable and deferred revenue. 87 Table of Contents Our net cash generated from operating activities increased from RMB1,988.7 million in 2023 to RMB1,725.9 million (US$236.5 million) in 2024, mainly due to the increase in net income, as adjusted by changes in working capital, including primarily the increases in accrued expenses and other payables, deferred revenue and accounts payable.
We also provide our franchisees with comprehensive management services, including central reservation, revenue management, sales and marketing support, technology support, quality assurance inspections and other operational support and information. 78 Table of Contents Our franchise and management agreements for our manachised hotels typically run for a fixed term of 8 to 15 years.
We appoint and train hotel managers and deputy managers who are responsible for hiring hotel staff and managing daily operations of our manachised hotels. We also provide our franchisees with comprehensive management services, including central reservation, revenue management, sales and marketing support, technology support, quality assurance inspections and other operational support and information.
For example, any prolonged recurrence of other contagious diseases, social instability or significant natural disasters may have a negative impact on the demand for our hotel offerings. 74 Table of Contents ● PRC government policies and regulations. Our business is subject to various compliance and operational requirements under PRC laws.
Our costs and expenses may also be affected by China’s inflation level. Other macro-economic factors beyond our control may also affect our results of operations. For example, any prolonged recurrence of other contagious diseases, social instability or significant natural disasters may have a negative impact on the demand for our hotel offerings. ● PRC government policies and regulations.
Our other operating costs increased by 108.0% from RMB34.9 million in 2022 to RMB72.5 million (US$10.2 million) in 2023. The increase was mainly due to the increase of taxes and surcharges. ● Selling and marketing expenses . Our selling and marketing expenses increased by 235.6% from RMB139.9 million in 2022 to RMB469.6 million (US$66.1 million) in 2023.
Our other operating costs decreased by 38.6% from RMB72.5 million in 2023 to RMB44.5 million (US$6.1 million) in 2024. ● Selling and marketing expenses . Our selling and marketing expenses increased by 107.2% from RMB469.6 million in 2023 to RMB972.9 million (US$133.3 million) in 2024.
We did not have material future minimum capital commitments as of December 31, 2023. Capital Expenditures Our capital expenditures were incurred primarily in connection with leasehold improvements, investments in furniture, fixtures and equipment and technology, information and operational software. Our capital expenditures were RMB64.0 million, RMB36.4 million and RMB41.7 million (US$5.9 million) in 2021, 2022 and 2023, respectively.
Other than the capital expenditures and contractual obligations, as discussed below, we did not have any significant capital and other commitments, long-term obligations or guarantees as of December 31, 2024. Capital Expenditures Our capital expenditures were incurred primarily in connection with leasehold improvements, investments in furniture, fixtures and equipment and technology, information and operational software.
The increases were mainly due to our increased investment in brand awareness and online channel development associated with our retail business. ● General and administrative expenses. Our general and administrative expenses increased by 29.0% from RMB350.0 million in 2022 to RMB451.5 million (US$63.6 million) in 2023.
The increase was mainly due to our enhanced investment in brand recognition and the effective development of online channels, in line with the growth of our retail business. ● General and administrative expenses. Our general and administrative expenses decreased by 21.9% from RMB451.5 million in 2023 to RMB352.6 million (US$48.3 million) in 2024.
Contractual Obligations The following table sets forth our contractual obligations as of December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Payment Due by Period ​ ​ Less ​ ​ More ​ ​ ​ ​ Than ​ 1 – 3 ​ 3 – 5 ​ Than ​ ​ Total ​ 1 Year ​ Years ​ Years ​ 5 Years ​ ​ (in RMB thousands) Operating lease obligations 2,202,333 369,780 592,760 544,445 695,348 ​ Our operating lease obligations are primarily related to our obligations under lease agreements with lessors of business offices and certain hotels.
Contractual Obligations The following table sets forth our contractual obligations as of December 31, 2024: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Payment Due by Period ​ ​ Less ​ ​ More ​ ​ ​ ​ Than ​ 1 – 3 ​ 3 – 5 ​ Than ​ ​ Total ​ 1 Year ​ Years ​ Years ​ 5 Years ​ ​ (in RMB thousands) Operating lease obligations 1,933,997 ​ 350,366 ​ 560,727 ​ 522,827 ​ 500,077 ​ Our operating lease obligations are primarily related to our obligations under lease agreements with lessors of business offices and certain hotels. 88 Table of Contents Outstanding Indebtedness As of December 31, 2024, we had several customary credit facilities with major merchant banks in China under which we could borrow up to RMB550 million during the term of the facilities with maturity dates ranging from June 2025 to December 2025.
Year Ended December 31, 2022 Compared to Year Ended December 31, 2021 For a detailed description of the comparison of our operating results for the year ended December 31, 2022 to the year ended December 31, 2021, see “Item 5.A.
As a result of the foregoing, we had net income of RMB739.1 million and RMB1,273.0 million (US$174.4 million) in 2023 and 2024, respectively. 85 Table of Contents Year Ended December 31, 2023 Compared to Year Ended December 31, 2022 For a detailed description of the comparison of our operating results for the year ended December 31, 2023 to the year ended December 31, 2022, see “Item 5.A.
The increase was mainly attributable to our increased investments in technology systems and infrastructure to support our expanding hotel network, retail business and customer experience improvements. ● Pre-opening expenses. We did not incur any pre-opening expenses in 2023 as there were no newly-leased hotels on our opening schedule. Other operating income.
The increase was mainly attributable to our increased investments in technology systems and infrastructure to support our expanding hotel network and retail business and improve customer experience. Other operating income, net. Our net other operating income primarily consists of income from government subsidies and value-added tax related benefits, offset by other operating expenses.
Our interest expense decreased by 23.0% from RMB6.5 million in 2022 to RMB5.0 million (US$0.7 million) in 2023, due to a decrease in our borrowings. 84 Table of Contents Income tax expense. Our income tax expense increased to RMB243.0 million (US$34.2 million) in 2023 from RMB84.5 million in 2022.
Our interest expense decreased by 37.9% from RMB5.0 million in 2023 to RMB3.1 million (US$0.4 million) in 2024, due to a decrease in our borrowings. Income tax expense. Our income tax expense increased to RMB446.0 million (US$61.1 million) in 2024 from RMB243.0 million in 2023. The increase in income tax expense was attributable to higher income before tax. Net income.
The increase was mainly due to the growth of leased hotels’ RevPAR, which surpassed the 2019 level and increased from RMB331 in 2022 to RMB517 in 2023. ● Retail. Our retail revenues increased by 283.2% from RMB253.6 million in 2022 to RMB971.9 million (US$136.9 million) in 2023.
RevPAR of our leased hotels was RMB495 in 2024, compared with RMB517 in 2023. ● Retail. Our retail revenues increased by 126.2% from RMB971.9 million in 2023 to RMB2,198.2 million (US$301.2 million) in 2024.
Our subsidiaries in the PRC generate and retain cash generated from operating activities and re-invest it in our business. In May 2021, our Hong Kong subsidiary, Atour Hotel (HK) Holdings Limited, distributed RMB20.6 million to certain shareholders. Historically, Atour Shanghai has also received equity financing from its shareholders to fund business operations of our PRC subsidiaries.
The aggregate amount of the cash dividend was approximately US$62.1 million. 89 Table of Contents In 2024, Atour Shanghai distributed RMB540.0 million (US$74.0 million) to Atour Hong Kong. Our subsidiaries in the PRC generate and retain cash generated from operating activities and re-invest it in our business.
By the end of the second quarter of 2023, all of our manachised hotels previously requisitioned by governmental authorities for quarantine purposes had been restored to our management. The ADR and RevPAR are calculated based on the tax inclusive room rates. 77 Table of Contents RevPAR.
Since the third quarter of 2023, no hotels have been requisitioned for quarantine needs. The ADR and RevPAR are calculated based on the tax inclusive room rates. (3) Excludes hotel rooms that became unavailable due to temporary hotel closures. ADR and RevPAR are calculated based on tax-inclusive room rates. RevPAR.
The increase was primarily due to increased costs related to recognition of allowance for doubtful accounts, management personnel and professional service expenses. ● Technology and development expenses. Our technology and development expenses increased by 16.8% from RMB66.2 million in 2022 to RMB77.3 million (US$10.9 million) in 2023.
The decrease was primarily due to decrease in share-based compensation expenses. ● Technology and development expenses. Our technology and development expenses increased by 73.4% from RMB77.3 million in 2023 to RMB134.0 million (US$18.4 million) in 2024.
As a result of the foregoing, we had income from operation of RMB165.0 million and RMB924.0 million (US$130.1 million) in 2022 and 2023, respectively. Interest income. Our interest income consists primarily of interest from our bank deposits.
Our net other operating income decreased by 15.6% from RMB83.2 million in 2023 to RMB70.2 million (US$9.6 million) in 2024. The decreases were mainly due to decrease of income from government subsidies. Income from operation. As a result of the foregoing, we had income from operation of RMB924.0 million and RMB1,622.3 million (US$222.3 million) in 2023 and 2024, respectively.
Removed
Our costs and expenses may also be affected by China’s inflation level. Other macro-economic factors beyond our control may also affect our results of operations.
Added
Any changes to the existing laws and regulations in the future may increase our compliance efforts at significant cost. See “Item 3. Key Information—3.D.
Removed
The pre-opening expenses incurred during the development stage of our leased hotels, the lower franchise management fees generated by our manachised hotels during the ramp-up stage and the lower profitability during the ramp-up stage for our hotels may have a significant negative impact on our overall financial performance.
Added
Non-Financial Key Performance Indicators Our non-financial key performance indicators consist of the increase in total number of hotels and hotel rooms in our hotel chain and RevPAR achieved by our hotels. Increase in total hotels and hotel rooms.

… 21 more changes not shown on this page.

Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

37 edited+3 added−17 removed54 unchanged
The audit committee is responsible for, among other things: ● reviewing and recommending to our board for approval, the appointment, re-appointment or removal of the independent auditor, after considering its annual performance evaluation of the independent auditor; ● approving the remuneration and terms of engagement of the independent auditor and pre-approving all auditing and non-auditing services permitted to be performed by our independent auditors; ● obtaining a written report from our independent auditor describing matters relating to its independence and quality control procedures; ● reviewing with the independent registered public accounting firm any audit problems or difficulties and management’s response; ● discussing with our independent auditor, among other things, the audits of the financial statements, including whether any material information should be disclosed, issues regarding accounting and auditing principles and practices; ● reviewing and approving all proposed related party transactions, as defined in Item 7 of Form 20-F; ● reviewing and recommending the financial statements for inclusion within our quarterly earnings releases and to our board for inclusion in our annual reports; ● discussing the annual audited financial statements with management and the independent registered public accounting firm; ● reviewing the adequacy and effectiveness of our accounting and internal control policies and procedures and any special steps taken to monitor and control major financial risk exposures; ● periodically, reviewing and reassessing the adequacy of the committee charter; ● at least annually, approving annual audit plans, and undertaking an annual performance evaluation of the internal audit function; ● overseeing and evaluating the handling of complaints and whistleblowing; 96 Table of Contents ● meeting separately and periodically with management and the independent registered public accounting firm; ● monitoring compliance with our code of business conduct and ethics, including reviewing the adequacy and effectiveness of our procedures to ensure proper compliance; and ● reporting regularly to the board.
The audit committee is responsible for, among other things: ● reviewing and recommending to our board for approval, the appointment, re-appointment or removal of the independent auditor, after considering its annual performance evaluation of the independent auditor; ● approving the remuneration and terms of engagement of the independent auditor and pre-approving all auditing and non-auditing services permitted to be performed by our independent auditors; ● obtaining a written report from our independent auditor describing matters relating to its independence and quality control procedures; ● reviewing with the independent registered public accounting firm any audit problems or difficulties and management’s response; ● discussing with our independent auditor, among other things, the audits of the financial statements, including whether any material information should be disclosed, issues regarding accounting and auditing principles and practices; ● reviewing and approving all proposed related party transactions, as defined in Item 7 of Form 20-F; ● reviewing and recommending the financial statements for inclusion within our quarterly earnings releases and to our board for inclusion in our annual reports; ● discussing the annual audited financial statements with management and the independent registered public accounting firm; ● reviewing the adequacy and effectiveness of our accounting and internal control policies and procedures and any special steps taken to monitor and control major financial risk exposures; ● periodically, reviewing and reassessing the adequacy of the committee charter; ● at least annually, approving annual audit plans, and undertaking an annual performance evaluation of the internal audit function; ● overseeing and evaluating the handling of complaints and whistleblowing; 95 Table of Contents ● meeting separately and periodically with management and the independent registered public accounting firm; ● monitoring compliance with our code of business conduct and ethics, including reviewing the adequacy and effectiveness of our procedures to ensure proper compliance; and ● reporting regularly to the board.
The nominating and corporate governance committee is responsible for, among other things: ● recommending nominees to the board for election or re-election to the board, or for appointment to fill any vacancy on the board; ● reviewing periodically the current composition of the board with regards to characteristics such as issues of judgment, diversity, age, skills, background and experience; ● reviewing candidates’ qualifications for membership on the board or a committee of the board based on the criteria approved by the board; ● making recommendations to the board as to determinations of director independence; ● reviewing and reassessing the adequacy of the committee charter; ● reviewing and approving compensation (including equity-based compensation) for our directors; and ● evaluating the performance and effectiveness of the board as a whole. 97 Table of Contents Duties and Functions of Directors Under Cayman Islands law, our directors owe fiduciary duties to our company, including a duty of loyalty, a duty to act honestly and a duty to act in what they consider in good faith to be in our best interests.
The nominating and corporate governance committee is responsible for, among other things: ● recommending nominees to the board for election or re-election to the board, or for appointment to fill any vacancy on the board; ● reviewing periodically the current composition of the board with regards to characteristics such as issues of judgment, diversity, age, skills, background and experience; ● reviewing candidates’ qualifications for membership on the board or a committee of the board based on the criteria approved by the board; ● making recommendations to the board as to determinations of director independence; ● reviewing and reassessing the adequacy of the committee charter; ● reviewing and approving compensation (including equity-based compensation) for our directors; and ● evaluating the performance and effectiveness of the board as a whole. 96 Table of Contents Duties and Functions of Directors Under Cayman Islands law, our directors owe fiduciary duties to our company, including a duty of loyalty, a duty to act honestly and a duty to act in what they consider in good faith to be in our best interests.
We rely on this “home country practice” exception and do not have a majority of independent directors serving on our board of directors. 95 Table of Contents A director who is in any way, whether directly or indirectly, interested in a contract or proposed contract with our company is required to declare the nature of his or her interest at a meeting of our directors.
We rely on this “home country practice” exception and do not have a majority of independent directors serving on our board of directors. 94 Table of Contents A director who is in any way, whether directly or indirectly, interested in a contract or proposed contract with our company is required to declare the nature of his or her interest at a meeting of our directors.
Board Practices Board of Directors Our board of directors consists of eight directors, including three independent directors within the meaning of Section 303A of the Corporate Governance Rules of the Nasdaq, namely Can Wang, Chao Zhang and Cong Lin. A director is not required to hold any shares in our company to qualify to serve as a director.
Board Practices Board of Directors Our board of directors consists of seven directors, including three independent directors within the meaning of Section 303A of the Corporate Governance Rules of the Nasdaq, namely Can Wang, Chao Zhang and Cong Lin. A director is not required to hold any shares in our company to qualify to serve as a director.
Chengdu Dehui Duoyuan Enterprise Management Consulting Center (Limited Partnership) is controlled by Jin Bian. The registered address of Diviner Limited is Start Chambers, Wickham’s Cay II, P.O. Box 2221, Road Town Tortola, British Virgin Islands.
Diviner Limited is ultimately controlled by Chengdu Dehui Duoyuan Enterprise Management Consulting Center (Limited Partnership), a PRC limited company. Chengdu Dehui Duoyuan Enterprise Management Consulting Center (Limited Partnership) is controlled by Jin Bian. The registered address of Diviner Limited is Start Chambers, Wickham’s Cay II, P.O. Box 2221, Road Town Tortola, British Virgin Islands.
Ltd from September 2022 to January 2024. From 2020 to 2023, he was also a director at Health and Happiness International Holdings Limited. Mr. Wang has also served in various senior management roles, including chief financial officer, chief growth officer and executive director, at Fosun International from 2012 to 2020. Mr.
From 2020 to 2023, he was also a director at Health and Happiness International Holdings Limited. Mr. Wang has also served in various senior management roles, including chief financial officer, chief growth officer and executive director, at Fosun International from 2012 to 2020. Mr.
Share Incentive Plans 2017 PRC Incentive Plan In 2017, our PRC subsidiary Atour Shanghai adopted the 2017 Share Incentive Plan, or the 2017 PRC Plan. In 2021, we adopted the Public Company Share Incentive Plan, or the Public Company Plan, at the Cayman Islands’ level in preparation for our initial public offering, to replace the 2017 PRC Plan.
In 2021, we adopted the Public Company Share Incentive Plan, or the Public Company Plan, at the Cayman Islands’ level in preparation for our initial public offering, to replace the 2017 PRC Plan.
(1) Certain awards shown in this table were issued under the Public Company Plan to replace the awards previously granted to such individuals under the 2017 PRC Plan between July 2017 and March 2021. ​ As of March 31, 2024, our employees and other qualified individuals other than members of our senior management as a group held a total of 13,579,167 share options granted under the Public Company Plan.
(1) Certain awards shown in this table were issued under the Public Company Plan to replace the awards previously granted to such individuals under the 2017 PRC Plan between July 2017 and March 2021. ​ As of March 31, 2025, our employees and other qualified individuals other than members of our senior management as a group held a total of 22,225,074 share options granted under the Public Company Plan.
Haijun Wang and Sea Pearl Worldwide Holding Limited exercise voting power over the 9,191,412 Class A ordinary shares beneficially owned by Engine Holdings Limited and the 5,381,488 Class A ordinary shares beneficially owned by the minority shareholder based on our register of members dated as of March 31, 2024.
Haijun Wang and Sea Pearl Worldwide Holding Limited exercise voting power over the 9,191,412 Class A ordinary shares beneficially owned by Engine Holdings Limited and the 4,931,487 Class A ordinary shares beneficially owned by the minority shareholder based on our register of members dated as of March 31, 2025.
Share Ownership The following table sets forth information concerning the beneficial ownership of our ordinary shares as of March 31, 2024 by: ● each of our directors and executive officers; and ● each person known to us to beneficially own more than 5% of our ordinary shares. 98 Table of Contents The calculations in the table below are based on 339,104,792 Class A ordinary shares (excluding the 5,353,776 Class A ordinary shares issued to our depositary bank for bulk issuance of ADSs reserved for future share issuances upon the exercise or vesting of equity awards under our Public Company Share Incentive Plan) and 73,680,917 Class B ordinary shares outstanding as of March 31, 2024.
Share Ownership The following table sets forth information concerning the beneficial ownership of our ordinary shares as of March 31, 2025 by: ● each of our directors and executive officers; and ● each person known to us to beneficially own more than 5% of our ordinary shares. 97 Table of Contents The calculations in the table below are based on 340,876,937 Class A ordinary shares (excluding the 6,602,585 Class A ordinary shares issued to our depositary bank for bulk issuance of ADSs reserved for future share issuances upon the exercise or vesting of equity awards under our Public Company Share Incentive Plan) and 73,680,917 Class B ordinary shares outstanding as of March 31, 2025.
(8) 55,970,815 — 13.6 5.2 Diviner Limited (9) ​ 45,428,598 ​ — ​ 11.0 ​ 4.2 Express Ocean Universe Limited (1) — 73,680,917 17.8 68.5 Notes: * Less than 1% of our total outstanding shares. ** For each person and group included in this table, percentage ownership is calculated by dividing the number of shares beneficially owned by such person or group by the sum of (i) 339,104,792 Class A ordinary shares (excluding the 5,353,776 Class A ordinary shares issued to our depositary bank for bulk issuance of ADSs reserved for future share issuances upon the exercise or vesting of equity awards under our Public Company Share Incentive Plan), and 73,680,917 Class B ordinary shares outstanding as of March 31, 2024, and (ii) the number of Class A ordinary shares underlying the share options held by such person that are exercisable within 60 days after March 31, 2024. *** For each person and group included in this column, percentage of voting power is calculated by dividing the voting power beneficially owned by such person or group by the voting power of all of our Class A and Class B ordinary shares as a single class.
(7) ​ 55,970,815 ​ — ​ 13.5 ​ 5.2 Diviner Limited (8) ​ 25,789,842 ​ — ​ 6.2 ​ 2.4 Express Ocean Universe Limited (1) ​ — ​ 73,680,917 ​ 17.8 ​ 68.4 Notes: * Less than 1% of our total outstanding shares. ** For each person and group included in this table, percentage ownership is calculated by dividing the number of shares beneficially owned by such person or group by the sum of (i) 340,876,937 Class A ordinary shares (excluding the 6,602,585 Class A ordinary shares issued to our depositary bank for bulk issuance of ADSs reserved for future share issuances upon the exercise or vesting of equity awards under our Public Company Share Incentive Plan), and 73,680,917 Class B ordinary shares outstanding as of March 31, 2025, and (ii) the number of Class A ordinary shares underlying the share options held by such person that are exercisable within 60 days after March 31, 2025. *** For each person and group included in this column, percentage of voting power is calculated by dividing the voting power beneficially owned by such person or group by the voting power of all of our Class A and Class B ordinary shares as a single class.
Employees We had 3,180, 3,255 and 4,248 employees as of December 31, 2021, 2022 and 2023, respectively. All of our employees are based in China.
Employees We had 3,255, 4,248 and 5,488 employees as of December 31, 2022, 2023 and 2024, respectively. All of our employees are based in China.
We may terminate an executive officer’s employment by giving a prior written notice or by paying certain unpaid compensation. An executive officer may terminate his or her employment at any time by giving a prior written notice.
We may terminate an executive officer’s employment for cause at any time without advance notice in certain events. We may terminate an executive officer’s employment by giving a prior written notice or by paying certain unpaid compensation. An executive officer may terminate his or her employment at any time by giving a prior written notice.
Our Class B ordinary shares are convertible at any time by the holder thereof into Class A ordinary shares on a one-for-one basis. † Except as indicated otherwise below, the business address of our directors and executive officers is 20th floor, Wuzhong Building, 618 Wuzhong Road, Minhang District, Shanghai, People’s Republic of China. ​ 99 Table of Contents (1) Represents (i) 73,680,917 Class B ordinary shares held of record by Express Ocean Universe Limited, a company registered in British Virgin Islands, (ii) 9,191,412 Class A ordinary shares beneficially owned by Engine Holdings Limited, (iii) 5,381,488 Class A ordinary shares beneficially owned by certain minority shareholder based on our register of members dated as of March 31, 2024, and (iv) 4,000,000 Class A ordinary shares underlying 4,000,000 share options granted to Haijun Wang on March 30, 2023 under our Public Company Plan, which became vested and exercisable on the same date.
Our Class B ordinary shares are convertible at any time by the holder thereof into Class A ordinary shares on a one-for-one basis. † Except as indicated otherwise below, the business address of our directors and executive officers is 20th floor, Wuzhong Building, 618 Wuzhong Road, Minhang District, Shanghai, People’s Republic of China. ​ 98 Table of Contents (1) Represents (i) 73,680,917 Class B ordinary shares held of record by Express Ocean Universe Limited, a company registered in British Virgin Islands, (ii) 1,691,412 Class A ordinary shares beneficially owned by Engine Holdings Limited, (iii) 4,931,487 Class A ordinary shares beneficially owned by certain minority shareholder based on our register of members dated as of March 31, 2025, and (iv) 4,531,704 Class A ordinary shares underlying 4,531,704 share options granted to Haijun Wang under our Public Company Plan, which are exercisable within 60 days after March 31, 2025.
As of March 31, 2024, a total of 26,045,283 share options corresponding to 26,045,283 underlying Class A ordinary shares had been granted to the participants under the Public Company Plan. The following paragraphs summarize the key terms of the Public Company Plan. Types of Awards.
As of March 31, 2025, a total of 29,784,429 share options corresponding to 29,784,429 underlying Class A ordinary shares had been granted to the participants under the Public Company Plan. The following paragraphs summarize the key terms of the Public Company Plan. Types of Awards.
To the best of our knowledge, as of March 31, 2024, 192,409,845 of our outstanding Class A ordinary shares were held by one record holder in the United States, which is the depositary of our ADS program, representing 46.6% of our total issued and outstanding ordinary shares on an as-converted basis (excluding the 5,353,776 Class A ordinary shares issued to our depositary bank for bulk issuance of ADSs reserved for future share issuances upon the exercise or vesting of equity awards under our Public Company Share Incentive Plan) as of such date.
To the best of our knowledge, as of March 31, 2025, 278,283,223 of our outstanding Class A ordinary shares were held by one record holder in the United States, which is the depositary of our ADS program, representing 67.13% of our total issued and outstanding ordinary shares on an as-converted basis (excluding the 6,602,585 Class A ordinary shares issued to our depositary bank for bulk issuance of ADSs reserved for future share issuances upon the exercise or vesting of equity awards under our Public Company Share Incentive Plan) as of such date.
The Public Company Plan may be suspended, discontinued or terminated by the board, except to the extent prohibited by applicable laws. 94 Table of Contents The following table summarizes, as of March 31, 2024, the number of Class A ordinary shares under the options that we granted to our directors and executive officers: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A Ordinary ​ ​ ​ ​ ​ ​ ​ ​ Shares Underlying ​ ​ ​ ​ ​ ​ ​ ​ Equity Awards ​ Exercise Price ​ Date of ​ Date of ​ Granted (US$/Share) Grant (1) Expiration Executive Officers ​ ​ ​ ​ ​ ​ ​ ​ Haijun Wang ​ 4,000,000 ​ 3.01 ​ March 30, 2023 ​ March 29, 2033 Xun Zhang ​ * ​ * ​ April 15, 2021 ​ April 14, 2031 Gang Chen ​ * ​ * ​ April 2, 2021 and June 27, 2022 ​ April 1, 2031 and June 26, 2032 Shoudong Wang ​ * ​ * ​ November 16, 2022 and December 24, 2022 ​ November 15, 2032 and December 23, 2032 Jianfeng Wu ​ * ​ * ​ July 20, 2023 ​ July 19, 2032 Lijun Gao ​ * ​ * ​ April 2, 2021 and December 24, 2022 ​ April 1, 2031 and December 23, 2032 Hong Lu ​ 4,300,000 ​ 0.85-1.70 ​ April 2, 2021 and November 16, 2022 ​ April 1, 2031 and November 15, 2032 Non-Employee Directors ​ ​ ​ ​ ​ ​ ​ ​ Shiwei Zhou ​ — ​ — ​ — ​ — Hongbin Zhou ​ — ​ — ​ — ​ — Chao Zhang** ​ — ​ — ​ — ​ — Cong Lin** ​ — ​ — ​ — ​ — Can Wang** ​ — ​ — ​ — ​ — All directors and executive officers as a group ​ 12,466,116 ​ 0-3.01 ​ ​ ​ ​ * The shares held by each of these directors and executive officers represent less than 1% of our total outstanding shares.
The Public Company Plan may be suspended, discontinued or terminated by the board, except to the extent prohibited by applicable laws. 93 Table of Contents The following table summarizes, as of March 31, 2025, the number of Class A ordinary shares under the options that we granted to our directors and executive officers: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A Ordinary ​ ​ ​ ​ ​ ​ ​ ​ Shares Underlying ​ ​ ​ ​ ​ ​ ​ ​ Equity Awards ​ Exercise Price ​ Date of ​ Date of ​ Granted (US$/Share) Grant (1) Expiration Executive Officers ​ ​ ​ ​ ​ ​ ​ ​ Haijun Wang ​ 5,063,409 ​ 0.01-3.01 ​ March 30, 2023; and February 24, 2025 ​ March 29, 2033; and February 23, 2035 Shoudong Wang ​ * ​ * ​ November 16, 2022; December 24, 2022; July 1, 2024; and February 24, 2025 ​ November 15, 2032; December 23, 2032; June 30, 2034; and February 23, 2035 Jianfeng Wu ​ * ​ * ​ April 15, 2024 ​ April 14, 2034 Lijun Gao ​ * ​ * ​ April 2, 2021; December 24, 2022; and February 24, 2025 ​ April 1, 2031; December 23, 2032; and February 23, 2035 Non-Employee Directors ​ ​ ​ ​ ​ ​ ​ ​ Shiwei Zhou ​ — ​ — ​ — ​ — Chao Zhang ​ — ​ — ​ — ​ — Cong Lin ​ — ​ — ​ — ​ — Can Wang ​ — ​ — ​ — ​ — All directors and executive officers as a group ​ 6,474,466 ​ 0-5.07 ​ ​ ​ ​ * The shares held by each of these directors and executive officers represent less than 1% of our total outstanding shares.
Directors and Senior Management The following table provides information regarding our directors and executive officers as of the date of this annual report. ​ ​ ​ ​ ​ ​ Directors and Executive Officers Age Position/Title Haijun Wang 47 Founder, Chairman of Board of Directors and Chief Executive Officer Xun Zhang 53 Co-Chief Operating Officer Gang Chen 44 Co-Chief Operating Officer Shoudong Wang 46 Co-Chief Financial Officer Jianfeng Wu 38 Co-Chief Financial Officer Lijun Gao 40 Director, Chief Compliance Officer Hong Lu 48 Director, Senior Vice President Shiwei Zhou 48 Director Hongbin Zhou 50 Director Chao Zhang 47 Independent Director Cong Lin 63 Independent Director Can Wang 44 Independent Director ​ ​ Mr.
Directors and Senior Management The following table provides information regarding our directors and executive officers as of the date of this annual report. ​ ​ ​ ​ ​ ​ Directors and Executive Officers Age Position/Title Haijun Wang 48 ​ Founder, Chairman of Board of Directors, and Chief Executive Officer Shoudong Wang 47 ​ Co-Chief Financial Officer Jianfeng Wu 39 ​ Director, Co-Chief Financial Officer, and Executive Vice President Lijun Gao 41 ​ Director, Chief Compliance Officer Shiwei Zhou 49 ​ Director Chao Zhang 48 ​ Independent Director Cong Lin 64 ​ Independent Director Can Wang 45 ​ Independent Director ​ ​ Mr.
Under these agreements, we agree to indemnify our directors and executive officers against certain liabilities and expenses incurred by such persons in connection with claims made by reason of their being a director or officer of our company.
Under these agreements, we agree to indemnify our directors and executive officers against certain liabilities and expenses incurred by such persons in connection with claims made by reason of their being a director or officer of our company. 92 Table of Contents Share Incentive Plans 2017 PRC Incentive Plan In 2017, our PRC subsidiary Atour Shanghai adopted the 2017 Share Incentive Plan, or the 2017 PRC Plan.
(6) The business address of Can Wang is Floor 18, Block A, Tower 3, WangjingSOHO, 1 East Futong Avenue, Chaoyang District, Beijing, People’s Republic of China.
(4) The business address of Cong Lin is 2 Guanghua Road, C-2711, Chaoyang District, Beijing, People’s Republic of China. (5) The business address of Can Wang is Floor 18, Block A, Tower 3, WangjingSOHO, 1 East Futong Avenue, Chaoyang District, Beijing, People’s Republic of China.
Chen graduated from Zhejiang Gongshang University. Mr. Shoudong Wang has served as our Co-Chief Financial Officer since 2021 and oversees the financial reporting and related strategic, management and operational matters of our company. Prior to joining us, Mr.
Wang graduated from Yanshan University and received his EMBA degree from the China Europe International Business School. Mr. Shoudong Wang has served as our Co-Chief Financial Officer since 2021 and oversees the financial reporting and related strategic, management and operational matters of our company. Prior to joining us, Mr.
The following table sets forth the numbers of our employees categorized by function as of December 31, 2023. ​ ​ ​ ​ Number of Function ​ Employees Hotel Development 112 Hotel Management 3,672 Technology and Development 118 Retail and Supply Chain 106 Sales and Marketing 69 Others 171 Total 4,248 ​ We recruit and directly train and manage all of our employees.
The following table sets forth the numbers of our employees categorized by function as of December 31, 2024. ​ ​ ​ ​ Number of Function ​ Employees Hotel Development ​ 137 Hotel Management ​ 4,721 Technology and Development ​ 181 Retail and Supply Chain ​ 152 Sales and Marketing ​ 74 Others ​ 223 Total ​ 5,488 ​ We recruit and directly train and manage all of our employees.
These shares, however, are not included in the computation of the percentage ownership of any other person. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ordinary Shares Beneficially Owned ​ ​ Class A Ordinary ​ Class B Ordinary ​ % of Beneficial ​ % of Aggregate ​ ​ Shares Shares Ownership Voting Power*** Directors and Executive Officers:† ​ ​ ​ ​ ​ ​ ​ ​ Haijun Wang (1) 18,572,900 73,680,917 22.1 69.9 Xun Zhang * — * * Gang Chen * — * * Shoudong Wang * — * * Jianfeng Wu ​ * ​ — ​ * ​ * Lijun Gao * — * * Hong Lu * — * * Shiwei Zhou (2) — — — — Hongbin Zhou (3) — — — — Chao Zhang (4)†† — — — — Cong Lin (5)†† — — — — Can Wang (6)†† — — — — All Directors and Executive Officers as a Group 30,143,810 73,680,917 24.5 70.5 Principal Shareholders: Sea Pearl Worldwide Holding Limited (1) 14,572,900 73,680,917 21.4 69.8 Legend Capital (7) 61,477,418 — 14.9 5.7 Trip.com Travel Singapore Pte.
These shares, however, are not included in the computation of the percentage ownership of any other person. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ordinary Shares Beneficially Owned ​ ​ Class A Ordinary ​ Class B Ordinary ​ % of Beneficial ​ % of Aggregate ​ ​ Shares Shares Ownership** Voting Power*** Directors and Executive Officers:† ​ ​ ​ ​ ​ ​ ​ ​ Haijun Wang (1) 11,154,603 ​ 73,680,917 ​ 20.2 ​ 69.1 Shoudong Wang ​ * ​ — ​ * ​ * Jianfeng Wu ​ * ​ — ​ * ​ * Lijun Gao ​ * ​ — ​ * ​ * Shiwei Zhou (2) ​ — ​ — ​ — ​ — Chao Zhang (3) ​ — ​ — ​ — ​ — Cong Lin (4) ​ — ​ — ​ — ​ — Can Wang (5) ​ — ​ — ​ — ​ — All Directors and Executive Officers as a Group ​ 12,536,215 ​ 73,680,917 ​ 20.5 ​ 69.2 Principal Shareholders: ​ ​ ​ ​ ​ ​ ​ ​ Sea Pearl Worldwide Holding Limited (1) ​ 6,622,899 ​ 73,680,917 ​ 19.4 ​ 69.0 OLP Capital Management Limited (6) ​ 21,607,185 ​ — ​ 5.2 ​ 2.0 Trip.com Travel Singapore Pte.
All of the outstanding and unvested awards under the 2017 PRC Plan were replaced by the share options granted under, and governed by the terms and conditions of, the Public Company Plan in April 2021. 93 Table of Contents Public Company Plan We adopted the Public Company Share Incentive Plan, or the Public Company Plan, in 2021 in preparation for our initial public offering, to replace the 2017 PRC Plan.
All of the outstanding and unvested awards under the 2017 PRC Plan were replaced by the share options granted under, and governed by the terms and conditions of, the Public Company Plan in April 2021.
Compensation In 2023, we paid an aggregate of RMB22.7 million (US$3.2 million) in cash to our executive officers and directors. Our PRC subsidiaries are required by law to make contributions equal to certain percentages of each employee’s salary for his or her pension insurance, medical insurance, unemployment insurance and other statutory benefits and a housing provident fund.
Our PRC subsidiaries are required by law to make contributions equal to certain percentages of each employee’s salary for his or her pension insurance, medical insurance, unemployment insurance and other statutory benefits and a housing provident fund. For share incentive grants to our directors and executive officers, see “Item 6. Directors, Senior Management and Employees-6. B.
Chao Zhang has served as our director since November 2022. Ms. Zhang has been a professor in Beijing International Studies University since 2015. Ms. Zhang graduated from Yanshan University and received her master’s degree in Tourism Administration from Nankai University and her doctor’s degree in Regional Economics from Peking University. Mr.
Zhang graduated from Yanshan University and received her master’s degree in Tourism Administration from Nankai University and her doctor’s degree in Regional Economics from Peking University. Mr. Cong Lin has served as our director since November 2022. Previously, Mr. Lin had served as a senior vice president at Marriott International China between 2003 and 2020. Mr.
Zhou received a Master of Business Administration from the University of Southern California, a Master of Science from Columbia University, and a Bachelor of Engineering from Tongji University. He is a Certified Financial Analyst (CFA). Mr. Hongbin Zhou currently serves as our director. Mr.
Zhou received a Master of Business Administration from the University of Southern California, a Master of Science from Columbia University, and a Bachelor of Engineering from Tongji University. He is a Certified Financial Analyst (CFA). Ms. Chao Zhang has served as our director since November 2022. Ms. Zhang has been a professor in Beijing International Studies University since 2015. Ms.
Box 4301 Road Town, Tortola, British Virgin Islands. (2) The business address of Shiwei Zhou is Room 101, No. 16, Lane 268, Wanping South Road, Xuhui District, Shanghai, People’s Republic of China. (3) The business address of Hongbin Zhou is Room 3703-3707, Henglong Phase II, No. 1366 Nanjing West Road, Jing’an District, Shanghai, People’s Republic of China.
Box 4301 Road Town, Tortola, British Virgin Islands. (2) The business address of Shiwei Zhou is Room 101, No. 16, Lane 268, Wanping South Road, Xuhui District, Shanghai, People’s Republic of China. (3) The business address of Chao Zhang is 1 Dingfuzhuang Nanli, Beijing International Studies University, College of Tourism Science, Chaoyang District, Beijing, People’s Republic of China.
Ltd. is ultimately controlled by Trip.com Group Limited, a company registered in the Cayman Islands. The registered address of Trip.com Travel Singapore Pte. Ltd. is 30 Raffles Place, #29-01, Singapore (048622). (9) Represents 45,428,598 Class A ordinary shares held by Diviner Limited, a company registered in British Virgin Islands.
Ltd. is based on Schedule 13G filed by Trip.com Travel Singapore Pte. Ltd. with the SEC on February 13, 2023. Trip.com Travel Singapore Pte. Ltd. is ultimately controlled by Trip.com Group Limited, a company registered in the Cayman Islands. The registered address of Trip.com Travel Singapore Pte. Ltd. is 30 Raffles Place, #29-01, Singapore (048622).
Gao joined us in 2013 and served as our general counsel from January 2015 to October 2018 and as our Vice President in charge of legal matters from January 2018 to December 2022. Ms. Gao contributes more than a decade of experience in the practice of law and is specialized in corporate finance, risk management, and regulatory compliance. Ms.
Lijun Gao has served as our Chief Compliance Officer since 2023 and a director since 2021. Ms. Gao joined us in 2013 and served as our general counsel from January 2015 to October 2018 and as our Vice President in charge of legal matters from January 2018 to December 2022. Ms.
Each of our executive officers is employed for an indefinite term, unless terminated pursuant to the terms of the agreements or as mutually agreed by the parties thereto. We may terminate an executive officer’s employment for cause at any time without advance notice in certain events.
Compensation-Share Incentive Plans.” Employment Agreements and Indemnification Agreements We have entered into employment agreements with each of our executive officers. Each of our executive officers is employed for an indefinite term, unless terminated pursuant to the terms of the agreements or as mutually agreed by the parties thereto.
Cong Lin has served as our director since November 2022. Previously, Mr. Lin had served as a senior vice president at Marriott International China between 2003 and 2020. Mr. Lin graduated from Beijing Union University. Mr. Can Wang has served as our director since November 2022. Mr. Wang was the chief financial officer of New Hope Group Co.
Lin graduated from Beijing Union University. Mr. Can Wang has served as our director since November 2022. Mr. Wang has also served as independent non-executive director of Clarity Medical Group Holding Limited since September 2024. Mr. Wang was the chief financial officer of New Hope Group Co. Ltd from September 2022 to January 2024.
(8) Represents 55,970,815 Class A ordinary shares held of record by Trip.com Travel Singapore Pte. Ltd., a company registered in Singapore. The foregoing beneficial ownership information of Trip.com Travel Singapore Pte. Ltd. is based on Schedule 13G filed by Trip.com Travel Singapore Pte. Ltd. with the SEC on February 13, 2023. Trip.com Travel Singapore Pte.
(8) Represents 45,428,598 Class A ordinary shares held by Diviner Limited, a company registered in British Virgin Islands. The foregoing beneficial ownership information of Diviner Limited is based on the Amendment No. 2 to Schedule 13G filed by Diviner Limited with the SEC on November 8, 2024.
Wu spent eight years with CMB International Capital Limited, where he has served as a Managing Director, a member of Investment Banking Business Management Committee and the Head of Consumer sector in the Corporate Finance Department. Prior to joining CMBI in 2015, Mr. Wu also served in the Investment Banking Division of UBS Securities Co. Limited since 2008.
Wu spent eight years with CMB International Capital Limited. Before joining CMBI in 2015, Mr. Wu was employed by UBS Securities Co. Limited in its Investment Banking Division from 2008. He received his bachelor’s degree in economics from the Tsinghua University School of Economics and Management in 2008. Ms.
Co., Ltd., a company listed on the Shenzhen Stock Exchange under the stock code of “300499.” Mr. Lu graduated from Fuzhou University and received his MBA degree from the New York Institute of Technology. Mr. Shiwei Zhou currently serves as our director. Mr. Zhou has also served as a vice president of Trip.com Group Ltd. since 2015. Mr.
Gao contributes more than a decade of experience in the practice of law and is specialized in corporate finance, risk management, and regulatory compliance. Ms. Gao graduated from Shanghai Normal University. Mr. Shiwei Zhou currently serves as our director. Mr. Zhou has also served as a vice president of Trip.com Group Ltd. since 2015. Mr.
The foregoing beneficial ownership information of Diviner Limited is based on the Amendment No. 1 to Schedule 13G filed by Diviner Limited with the SEC on February 6, 2024. Diviner Limited is ultimately controlled by Chengdu Dehui Duoyuan Enterprise Management Consulting Center (Limited Partnership), a PRC limited company.
(6) Represents 18,448,719 Class A ordinary shares represented by 6,149,573 ADSs held by OLP Capital Management Limited, a company registered in Hong Kong. The foregoing beneficial ownership information of OLP Capital Management Limited is based on the Schedule 13G filed by OLP Capital Management Limited with the SEC on November 14, 2024.
Jianfeng Wu has served as our Co-Chief Financial Officer since 2023. Mr. Wu oversees our capital market matters, including investor relations and financing related matters, and is responsible for providing administrative and other support to our board. Prior to joining us, Mr.
Jianfeng Wu has served as our Co-Chief Financial Officer since 2023 and was appointed Executive Vice President and director in 2024. In his roles, Mr. Wu coordinates our company’s hotel business management, directs strategic planning and implementation, oversees capital market affairs, and leads branding development and marketing initiatives. Prior to joining us, Mr.
Removed
Wang graduated from Yanshan University and received his EMBA degree from the China Europe International Business School. Mr. Xun Zhang has served as our Chief Operating Officer since 2021 and our Co-Chief Operating Officer since 2022. Mr.
Added
Wang graduated from Anhui University in 1997 and received his MBA degree from China Europe International Business School in 2014. 6.B. Compensation In 2024, we paid an aggregate of RMB17.05 million (US$2.34 million) in cash to our executive officers and directors.
Removed
Zhang joined us in 2013 and held various positions successively from 2013 to 2021, including regional general manager, chief operating officer of our hotel business unit, chief customer officer and head of chief executive officer’s office. Mr. Zhang brought us extensive hotel development and management experience. Prior to joining Atour from 2007 to 2013, Mr.
Added
Public Company Plan We adopted the Public Company Share Incentive Plan, or the Public Company Plan, in 2021 in preparation for our initial public offering, to replace the 2017 PRC Plan.
Removed
Zhang served as hotel manager and regional manager for China Lodging Group, Limited, currently known as Huazhu Group Ltd., a company listed on Nasdaq under the ticker symbol of “HTHT” and the Hong Kong Stock Exchange under the stock code of “1179.” Previously, Mr. Zhang also worked for multiple reputable local resort hotels in Chongqing, China. Mr.
Added
The business address of OLP Capital Management Limited is Unit 2430, 24/F, Lee Garden One, 33 Hysan Avenue, Causeway Bay, Hong Kong. (7) Represents 55,970,815 Class A ordinary shares held of record by Trip.com Travel Singapore Pte. Ltd., a company registered in Singapore. The foregoing beneficial ownership information of Trip.com Travel Singapore Pte.
Removed
Zhang graduated from Chongqing University of Technology. Mr. Gang Chen has served as our Co-Chief Operating Officer since 2022. Mr. Chen joined us as a Vice President in 2018 and was then promoted to a Senior Vice President in 2019. Previously, Mr. Chen served as a vice president of Zhuyou Hotel Management Co., Ltd. Mr.
Removed
He received his Bachelor’s Degree in Economics from the School of Economics and Management of Tsinghua University in 2008. Ms. Lijun Gao has served as our Chief Compliance Officer since 2023 and a director since 2021. Ms.
Removed
Gao graduated from Shanghai Normal University. Mr. Hong Lu has served as our Senior Vice President and a director since 2021. Mr. Lu joined us in 2019 and served as a Vice President from 2019 to 2020. Previously, Mr.
Removed
Lu served as a vice president and the board secretary of Xiamen 35.com Technology, a company listed on the Shenzhen Stock Exchange under the stock code of “300051,” a vice president and the board secretary of Shandong Zhongji Electrical Equipment Co., Ltd., a company listed on Shenzhen Stock Exchange under the stock code of “300308,” and the board secretary of Guangzhou Goaland Energy Conservation Tech.
Removed
Zhou has also been working at Legend Capital Management Co., Ltd. since 2005, and currently serves as its co-chief investment officer and executive committee member. Mr.
Removed
Zhou is also a director of Milkway Chemical Engineering Supply Chain Service Co., Ltd.,Jiangsu Rec-Biotechnology Co., Ltd.,Shanghai Cell Therpy Group Co., Ltd., TriApex Laboratories Co., Ltd.,Ningbo Newbay Technology Development Co., Ltd. and Joy Wing Mau Fruit Technologies Co., Ltd.. Mr. Zhou graduated from Wuhan University and received his doctor’s degree in Business Administration from Fudan University. Ms.
Removed
Wang graduated from Anhui University in 1997 and received his MBA degree from China Europe International Business School in 2014. 92 Table of Contents Board Diversity Statistics ​ ​ ​ ​ ​ ​ ​ ​ Board Diversity Matrix ​ (As of Date of this Annual Report) Country of Principal Executive Offices The People’s Republic of China Foreign Private Issuer Yes Disclosure Prohibited Under Home Country Law No Total Number of Directors 8 ​ ​ Female ​ Male ​ Non-Binary Did Not Disclose Gender Part I: Gender Identity Directors 2 6 0 0 Part II: Demographic Background Underrepresented Individual in Home Country Jurisdiction 0 LGBTQ+ 0 Did Not Disclose Demographic Background 1 ​ 6.B.
Removed
For share incentive grants to our directors and executive officers, see “Item 6. Directors, Senior Management and Employees-6. B. Compensation-Share Incentive Plans.” Employment Agreements and Indemnification Agreements We have entered into employment agreements with each of our executive officers.
Removed
(4) The business address of Chao Zhang is 1 Dingfuzhuang Nanli, Beijing International Studies University, College of Tourism Science, Chaoyang District, Beijing, People’s Republic of China. (5) The business address of Cong Lin is 2 Guanghua Road, C-2711, Chaoyang District, Beijing, People’s Republic of China.
Removed
(7) Represents (i) 53,155,170 Class A ordinary shares held of record by Shanghai Yi Nan Enterprise Management Partnership, a limited liability partnership incorporated under the laws of PRC and (ii) 8,322,248 Class A ordinary shares held of record by Shanghai Yin Nai Enterprise Management Partnership, a limited liability partnership incorporated under the laws of PRC.
Removed
The foregoing beneficial ownership information of Shanghai Yi Nan Enterprise Management Partnership and Shanghai Yin Nai Enterprise Management Partnership is based on the Amendment No. 1 to Schedule 13G filed by Shanghai Yi Nan Enterprise Management Partnership with the SEC on February 6, 2024.
Removed
Shanghai Yi Nan Enterprise Management Partnership and Shanghai Yin Nai Enterprise Management Partnership are collectively referred to as Legend Capital. Both of Shanghai Yi Nan Enterprise Management Partnership and Shanghai Yin Nai Enterprise Management Partnership are ultimately controlled by Legend Capital Management Co., Ltd., a PRC limited company.
Removed
Legend Capital Management Co., Ltd. is majority-owned by Beijing Juncheng Hezhong Investment Management Partnership (Limited Partnership), which is controlled by Beijing Junqi Jiarui Business Management Limited, its general partner. The powers to vote and sell the shares beneficially owned by Beijing Junqi Jiarui Business Management Limited are exercised by its board of directors, which consists of Mr. Zhu Linan, Mr.
Removed
Wang Nengguang, Mr. Chen Hao and Mr. Li Jiaqing. The registered address of Shanghai Yi Nan Enterprise Management Partnership is Room 368, No. 302 Lane 211, North Fute Road, Pilot Free Trade Zone, Shanghai, China. The registered address of Shanghai Yin Nai Enterprise Management Partnership is No. 2800, Wanyuan Road, Minhang District, Shanghai, China.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

5 edited+0 added−1 removed3 unchanged
Compensation—Share Incentive Plans.” Other Related Party Transactions In the ordinary course of business, from time to time, we carry out other transactions and enter into other arrangements with other related parties. None of these transactions or arrangements are considered to be material except for the following.
Compensation—Share Incentive Plans.” 99 Table of Contents Other Related Party Transactions In the ordinary course of business, from time to time, we carry out other transactions and enter into other arrangements with other related parties. None of these transactions or arrangements are considered to be material except for the following.
ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS 7.A. Major Shareholders Please refer to “Item 6. Directors, Senior Management and Employees—6.E. Share Ownership.” 100 Table of Contents 7.B. Related Party Transactions Employment Agreements and Indemnification Agreements See “Item 6. Directors, Senior Management and Employees—6.B. Compensation—Employment Agreements and Indemnification Agreements.” Share Incentive Plans See “Item 6. Directors, Senior Management and Employees—6.B.
ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS 7.A. Major Shareholders Please refer to “Item 6. Directors, Senior Management and Employees—6.E. Share Ownership.” 7.B. Related Party Transactions Employment Agreements and Indemnification Agreements See “Item 6. Directors, Senior Management and Employees—6.B. Compensation—Employment Agreements and Indemnification Agreements.” Share Incentive Plans See “Item 6. Directors, Senior Management and Employees—6.B.
Interests of Experts and Counsel Not applicable. 101 Table of Contents
Interests of Experts and Counsel Not applicable. 100 Table of Contents
Name of related parties Relationship with the Company Trip.com Group Ltd. and its subsidiaries (collectively referred to as “Trip.com Group”) ​ Major shareholder of the Company and its affiliated entities ​ The table below sets forth our material related party transactions for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2021 ​ 2022 ​ 2023 ​ RMB RMB RMB ​ ​ (in thousands) Hotel reservation payments collected on behalf of the Company Trip.com Group 588,238 692,771 1,441,229 Hotel reservation service fees Trip.com Group 21,276 11,334 28,686 ​ We conduct transactions with Trip.com Group, the entities affiliated with a major shareholder of the Company, in the ordinary course of our business.
The table below sets forth the major related parties and their relationship with us as of and for the year ended December 31, 2024 Name of related parties Relationship with the Company Trip.com Group Ltd. and its subsidiaries (collectively referred to as “Trip.com Group”) ​ Major shareholder of the Company and its affiliated entities ​ The table below sets forth our material related party transactions for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, ​ ​ 2022 ​ 2023 ​ 2024 ​ RMB RMB RMB ​ ​ (in thousands) Hotel reservation payments collected on behalf of the Company ​ ​ ​ ​ ​ Trip.com Group 692,771 ​ 1,441,229 ​ 1,741,238 Hotel reservation service fees ​ ​ ​ ​ ​ Trip.com Group ​ 11,334 ​ 28,686 ​ 34,745 Corporate travel management service ​ ​ ​ ​ ​ ​ Trip.com Group — ​ — ​ 23,211 ​ We conduct transactions with Trip.com Group, the entities affiliated with a major shareholder of the Company, in the ordinary course of our business.
The table below sets forth the balances with our related parties as of the dates indicated: ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, ​ ​ 2022 ​ 2023 ​ RMB RMB ​ ​ (in thousands) Amounts due from related parties Trip.com Group 53,630 115,900 Amounts due to related parties Trip.com Group 3,004 1,104 ​ ​ 7.C.
The table below sets forth the balances with our related parties as of the dates indicated: ​ ​ ​ ​ ​ ​ ​ ​ As of December 31, ​ ​ 2023 ​ 2024 ​ RMB RMB ​ ​ (in thousands) Amounts due from related parties Trip.com Group 115,900 ​ 146,120 Amounts due to related parties Trip.com Group 1,104 ​ 2,101 ​ ​ 7.C.
Removed
The table below sets forth the major related parties and their relationship with us as of December 31, 2023.

Other ATAT 10-K year-over-year comparisons