Hong Kong IPO disclosure precedents · 336 companies, 336 items
Counterparties ranked among the top five customers and/or suppliers acting in both roles during the track record, with transaction amounts, revenue/procurement percentages and margins disclosed.
During the Track Record Period, ten of our major customers were also our suppliers, or vice versa.
Business · p. 291
In 2019, 2020, 2021, 2022 and the six months ended June 30, 2023, revenue from the provision of advertising and system support services to these merchandise suppliers contributed approximately 2.6%, 3.1%, 1.4%, 1.8% and 2.0% of our total revenue, respectively, and purchases from them contributed approximately 21.1%, 29.9%, 22.7%, 28.9% and 32.0% of our total purchase, respectively.
Business · p. 292
During the Track Record Period, our sales and purchases with the overlapping customers and suppliers were not inter-conditional with each other.
Our purchase amounts attributable to these customersuppliers accounted for 8.2%, 11.6%, 13.1% and 12.5% of our total purchase amount in 2020, 2021, 2022 and the four months ended April 30, 2023.
Business · p. 204
Our aggregate purchases from overlapping customer-suppliers of the respective period amounted to nil, RMB147.0 million, RMB1,079.3 million and RMB293.6 million in 2020, 2021, 2022 and the four months ended April 30, 2023, accounting for nil, 4.0%, 17.0% and 24.4% of our total procurement in the same periods, respectively.
Business · p. 206
Negotiations of the terms of our sales to and purchases from these overlapping customer-suppliers/supplier-customer were conducted on an individual basis, and the sales and purchases were not inter-conditional with each other.
PT. GLOBAL BINTANG TIMUR EKSPRESS, a major customer of 2021, and Customer C, a major customer of 2020, were both our suppliers.
Business · p. 237
In 2020 and 2021, the revenue generated from such customers represented approximately 6.7% and 2.3% of our total revenue, respectively, and the purchase amount attributable to such customers represented 3.0% and 4.5%, respectively, of the corresponding period.
Business · p. 237
Our network partners and our unconsolidated regional operating entities could be both our customers and our suppliers.
Fujian Yizhou, one of our top five suppliers in 2020, was owned as to 27.45% from 2008 to February 2022 and 67.45% from February 2022 and up to the Latest Practicable Date by Lin Pingzai, one of our top five customers during the Track Record Period.
Business · p. 232
Revenue generated from sales to Lin Pingzai in the years ended December 31, 2020, 2021 and 2022 and the four months ended April 30, 2023 accounted for 2.0%, 3.5%, 4.0% and 2.0% of our total revenue for the same periods, respectively.
Business · p. 232
Our transactions with Lin Pingzai and Fujian Yizhou were conducted on normal commercial terms, on an arm’s length basis and were not inter-related.
Company A, one of our top five customers in each year or period during the Track Record Period, was also among our top five suppliers in each year or period during the Track Record Period.
Business · p. 208
In 2020, 2021, 2022 and the three months ended March 31, 2023, revenue derived from Company A amounted to RMB984.1 million, RMB1,011.4 million, RMB1,217.1 million and RMB319.0 million, respectively, accounting for 42.3%, 28.1%, 26.9% and 29.5%, respectively, of our total revenue for the corresponding periods.
Business · p. 208
According to Frost & Sullivan, it is market practice for consumer goods companies to purchase transportation services and promotional services when such e-commerce platforms also sell products to end-consumers.
During the Track Record Period, 21 of our customers were also our suppliers ("Overlapping Entities").
Business · p. 229
Our Directors confirmed that our purchases from and sales to all of them are in separate contracts and the negotiations of the terms of our purchases from and sales to all of them were neither inter-connected nor inter-conditional with each other.
Business · p. 229
Five of our Overlapping Entities were either our major customers or major suppliers during the Track Record Period.
Our Directors confirmed our negotiations with these companies were on an arm’s length basis.
Business · p. 247
Except as disclosed above, none of our other top five suppliers during the Track Record Period were also our customers, and none of our other top five customers during the Track Record Period were also our suppliers.
Save for Supplier A (i.e. Client E) has become one of our Group’s top five clients for the years ended 31 December 2021 and 2022, our Directors confirmed that none of our suppliers was our major clients during the Track Record Period.
Business · p. 158
Supplier A operates a social networking platform which provides boosting services for our online marketing solutions.
Business · p. 158
The programmatic revenue generated from the social media platforms of Supplier A amounted to approximately HK$8.4 million, HK$19.0 million and HK$19.2 million during the three financial years ended 31 December 2020, 2021 and 2022, representing approximately 4.4%, 7.9% and 8.0% of our total advertising revenue respectively.
During the year ended December 31, 2022, our largest customer (i.e. Customer G or the MCN Company) was also one of our suppliers during the financial period.
Business · p. 258
Customer G is treated as our customer when it enters into cooperation agreement with the brand owners and is responsible for collecting the fees from the brand owner(s) and transferring to us our share of the relevant fees.
Business · p. 258
For the year ended December 31, 2022, our revenue derived from Customer G amounted to RMB28.6 million.
For the year ended 31 December 2021 and 2022, our sales to these companies accounted for approximately 0.6% and 0.2% of our total revenues, respectively. During the same periods, our purchases from such companies accounted for approximately 6.9% and 1.1% of our total purchases, respectively.
Business · p. 202
According to Frost & Sullivan, it is common to have overlapping customer-supplier relationship when a marketplace and a self-operation business coexist in a company’s normal business operations.
During the years ended December 31, 2020, 2021 and 2022, we had 113, 178 and 192 overlapping customers/suppliers (i.e. those who were both our customers and suppliers during the Track Record Period) calculated on a standalone basis (as opposed to a group consolidated basis).
Business · p. 234
For the years ended December 31, 2020, 2021 and 2022, the aggregated purchases from such overlapping customers/suppliers were RMB4,466.5 million, RMB4,649.9 million and RMB1,046.3 million, respectively, accounting for 56.2%, 39.4% and 21.8%, respectively, of our total purchases for the same periods.
Business · p. 235
Our Directors confirm that terms and conditions in relation to our transactions with the overlapping customers/suppliers during the Track Record Period were comparable to those with other non-overlapping customers/suppliers.
During the Track Record Period, there are instances of contra charge arrangements where our customers, being contractors in the projects, may pay on our behalf for certain expenses for such projects, whereby such expenses would be deducted from their payments to us as their subcontractor in settling their contractual fees for such projects.
Summary · p. 5
During the Track Record Period, we had contra charge arrangements with our five largest customers in each year/period, specifically, Customer Group A, Customer Group C, Customer Group D, Customer Group E and Customer Group F.
We may, from time to time, have overlapping marketers and media publishers, which, according to Frost & Sullivan, is a common practice in our industry as resellers and agents of media publishers may offer to one another different media resources depending on their respective focused media platforms and media coverage, and in certain cases, media publishers may become marketers when they have products or services to market of their own.
Business · p. 198
The revenue generated from Customer E as a percentage of our total revenue was 15.6%, 13.1%, 3.2% and 0.5% for the years ended December 31, 2019, 2020 and 2021 and the nine months ended September 30, 2022, respectively.
Business · p. 198
The revenue generated from Media Publisher B as a percentage of our total revenue was nil, 2.2%, 2.0% and 1.5% for the years ended December 31, 2019, 2020 and 2021 and the nine months ended September 30, 2022, respectively.
One of our major customers was also our supplier during the Track Record Period.
Summary · p. 12
We sold to and purchased from Changchun Hengxing during the Track Record Period because, to the best knowledge and belief of our Directors, (i) Changchun Hengxing is a company specialising in selling (a) non-biodegradable automobile plastic parts; and (b) non-biodegradable plastic material including PP; (ii) PP is necessary for our production of certain non-biodegradable automobile plastic parts; and (iii) Changchun Hengxing was able to provide the required raw materials within the designated timeframe.
Business · p. 279
Our Directors confirm that each transaction with Changchun Hengxing was (i) conducted through arm's length negotiation; (ii) conducted with the terms thereof being subject to negotiation in each individual order; (iii) independent and not inter-connected nor inter-conditional with each other; and (iv) made on a separate individual standalone order-by-order basis.
For the years ended December 31, 2019, 2020 and 2021 and the nine months ended September 30, 2022, the aggregate amount of cost of sales incurred in relation to the sales to Shanghai Weilun, Supplier L, Customer E, Customer L and Customer O amounted to approximately USD4.7 million, USD8.3 million, USD12.2 million and USD22.4 million, respectively, representing approximately 3.9%, 5.0%, 3.9% and 9.7% of our total cost of sales, respectively, while the aggregate amount of revenue attributable from Shanghai Weilun, Supplier L, Customer E, Customer L and Customer O amounted to approximately USD5.5 million, USD8.3 million, USD13.9 million and USD26.9 million, respectively, representing 4.1%, 4.6%, 3.7% and 9.4% of our total revenue, respectively.
Business · p. 286
According to the F&S Report, it is a common practice in the maritime shipping industry for shipping services companies to charter vessels to and from other shipping services companies so as to manage their shipping capacities.
Business · p. 288
Our Directors confirm that all of the services to and from our overlapping customers and suppliers during the Track Record Period were conducted on an arm's length basis, on normal commercial terms and in the ordinary course of business, and that none of the transactions between us and our overlapping customers and suppliers were inter-connected or inter-conditional with one another.
To the best knowledge and belief of our Directors, Customer K, one of our top five customers in 2021 and the nine months ended September 30, 2022, was also a supplier to us in the same period.
Business · p. 259
In 2019, 2020, 2021 and the nine months ended September 30, 2022, our revenue attributable to Customer K amounted to RMB0.2 million, RMB0.2 million, RMB416.0 million and RMB465.5 million, respectively, representing 0.006%, 0.004%, 6.6% and 9.9% of our total revenue during the corresponding period, respectively.
Business · p. 259
Our Directors are of the view that such arrangements are mutually beneficial, given that we negotiated with Customer K on an arm’s-length basis.