经销模式

港股IPO招股书披露先例 · 324 家公司,337 项

经销模式披露涉及申请人经经销商销售所产生的收入占比、经销商数目及增减变动,以及买断或寄售等经销关系性质。相关披露常见于概要、风险因素、业务及财务资料等章节,一般涵盖经销收入占比、经销商新增与终止情况,以及区域划分、预付货款、退货限制、不设最低采购额、库存监控、绩效考核与淘汰等防范渠道压货及窜货的安排。申请人亦常由董事说明经销商不存在重大库存积压或终止经销关系对业务无重大影响。

2024-11-20Prospectus
杭州九源基因工程股份有限公司Hangzhou Jiuyuan Gene Engineering Co., Ltd.02566.HK

经销商贡献收入约六至七成且数量波动

During the Track Record Period, sales to our distributors generated approximately RMB952.1 million, RMB830.9 million, RMB848.3 million and RMB417.7 million, which approximately accounted for 72.8%, 73.8%, 65.9% and 59.5% of our total revenue for the years ended December 31, 2021, 2022, 2023 and the six months ended June 30, 2024, respectively.

Business · 第 360 页

In 2021, 2022, 2023 and the six months ended June 30, 2024, entity-level distributors who did not have any transaction with us in the respective period and had at least one transaction with us in the immediately preceding financial year amounted to 182, 167, 190 and 299, respectively, primarily due to the inclusion of certain of our products in the centralized VBP scheme during the Track Record Period, resulting in our decreased demand of engaging distributors in distributing such products.

Business · 第 358 页

During the Track Record Period and up to the Latest Practicable Date, we did not notice any unusually large procurements that were inconsistent with distributors’ past practices, nor did we notice any abnormally high inventory level of our distributors.

Business · 第 364 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-10-31Prospectus
广东晶科电子股份有限公司APT Electronics Co., Ltd.02551.HK

通过两家经销商销售及压货风险管控

In 2021, 2022, 2023 and the five months ended May 31, 2023 and 2024, the revenue from the two distributors amounted to RMB18.9 million, RMB35.3 million, RMB35.3 million and RMB13.2 million, respectively, representing 1.4%, 2.5%, 1.9% and 1.6% of the total revenue for the same periods.

Business · 第 252 页

We control channel stuffing risks through the distribution agreements and measures including (i) keeping track of the information of end customers, (ii) monitoring levels of inventories held by distributors and (iii) establishing an end customer registration system which prohibits any distributer to approach end customers registered by other distributor(s), and thus preventing cannibalization.

Business · 第 253 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-10-31Prospectus
傲基(深圳)跨境商务股份有限公司AuGroup (SHENZHEN) Cross-Border Business Co., Ltd.02519.HK

线下经销商渠道收入及经销商数量变动

The revenue we generated from other channels amounted to RMB348.1 million, RMB447.5 million, RMB373.5 million, RMB141.9 million and RMB145.2 million in 2021, 2022, 2023 and the four months ended April 30, 2023 and 2024, respectively, representing 3.8%, 6.3%, 4.3%, 5.9% and 5.1% of our total revenue for the respective years/periods.

Business · 第 226 页

The relationship between us and our offline distributors is that of seller and buyer and the ownership of our products is transferred to them upon purchase.

Business · 第 226 页

In 2021, 2022, 2023 and the four months ended April 30, 2024, we entered into business collaborations with 119, 149, 104 and 29 new offline distributors, respectively, and terminated relationships with 232, 100, 145 and 158 offline distributors, respectively.

Business · 第 227 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-10-23Prospectus
北京华昊中天生物医药股份有限公司Beijing Biostar Pharmaceuticals Co., Ltd.02563.HK

全部产品经经销商销售及渠道库存管理

All of our products are sold through distributors as we do not possess the relevant licenses.

Business · 第 359 页

As of December 31, 2022 and 2023 and May 31, 2024, we had a total of 47, 62, and 52 distributors, respectively, all of whom were pharmaceutical distribution companies and independent third parties.

Business · 第 362 页

As of the Latest Practicable Date, 12,998 vials, or 100.0%, of the unsold inventory held by all of our distributors as of May 31, 2024 had been sold.

Business · 第 363 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-10-22Prospectus
江苏龙蟠科技股份有限公司Jiangsu Lopal Tech. Co., Ltd.02465.HK

汽车特种化学品约四至五成收入来自经销商

As of June 30, 2024, we have established a nationwide distribution network comprised of 919 distributors covering 22 provinces, four municipalities and five autonomous regions in the PRC.

Business · 第 274 页

We terminated distribution relationship with 291, 280, 448 and 417 distributors in 2021, 2022 and 2023 and the six months ended June 30, 2024, respectively, due to (i) their personal reasons that they were not willing to or not able to operate their own businesses under the prolonged COVID-19 pandemic, (ii) their subpar performance, and (iii) violation of our distribution agreements or policies including selling our products outside of their designated areas.

Business · 第 275 页

We believe that our sales correspond to actual market demand and therefore our products are at low risk of channel stuffing in our distribution network.

Business · 第 277 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-10-15Prospectus
华润饮料(控股)有限公司China Resources Beverage (Holdings) Company Limited02460.HK

约88%至90%收入来自经销商网络

In 2021, 2022 and 2023 and the four months ended April 30, 2023 and 2024, we generated revenue of RMB10,047.3 million, RMB11,195.2 million, RMB11,923.4 million, RMB3,547.2 million and RMB3,672.7 million from distributorship representing 88.6%, 88.7%, 88.2%, 90.0% and 88.5% of our total revenue during the same periods, respectively.

Financial Information · 第 326 页

We commenced business relationships with 109, 155, 173 and 184 distributors in 2021, 2022 and 2023 and the four months ended April 30, 2024, respectively.

Business · 第 192 页

We believe that our sales correspond to actual consumer demand and therefore our products are at low risk of channel stuffing in our distribution network, because: (i) we closely monitor the inventory level of distributors and sub-distributors who we enter into tripartite agreements with and require them to report to us regularly on, and to maintain a reasonable level of, their inventory.

Business · 第 195 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-09-23Prospectus

通过台湾独家经销商线下销售

In 2021, 2022, 2023 and the three months ended March 31, 2024, our sales to the Distributor amounted to RMB3.4 million, RMB5.0 million, RMB7.4 million, and RMB1.9 million, respectively.

Business · 第 236 页

The Distributor cannot authorize sub-distributors without our approval and is not permitted to distribute or sell products similar to the authorized ones.

Business · 第 236 页

If the Distributor’s actions result in damage to our brand or hinder our business development in the specified region, we may cancel its distributorship.

Business · 第 237 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-09-09Prospectus
美的集团股份有限公司Midea Group Co., Ltd.00300.HK

线上及线下经销商销售占总收入43%至48%

In 2021, 2022, 2023 and the four months ended 30 April 2024, our total revenue from sales to online and offline distributors accounted for 43.0%, 45.9%, 45.6% and 48.0% of our total revenue, respectively.

Business · 第 210 页

This strategic shift led us to discontinue partnerships with certain low-performing SME retailers or those who maintained a narrow selection of our product offerings, resulting in the general reduction in the total number of distributors during the Track Record Period.

Business · 第 211 页

Inventory turnover wise, to incentivize our distributors to clear stocks of older models or slower-moving goods when needed so as to maintain the overall efficiency of our sales and distribution network.

Business · 第 217 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-07-29Prospectus
众淼控股(青岛)股份有限公司Zhongmiao Holdings (Qingdao) Co., Ltd.01471.HK

保险代理人数量下降及代理人渠道佣金占比下跌

As some of our insurance agents confirmed that they would not be able to meet these requirements, we ceased our business relationship with them, leading to the reduction of the number of our insurance agents from 8,634 as at 31 December 2022 to 6,730 as at 31 December 2023 and 6,630 as at 30 April 2024 (notwithstanding that the number of insurance agents slightly increased to 6,687 as at the Latest Practicable Date), which is in line with the decreasing trend in the market.

Business · 第 212 页

While we expect our number of insurance agents will continue to decrease in the second half of 2024 in view of the ongoing optimisation of our insurance agents pool conducted in compliance with the Code, we do not expect such reduction in number will have any material financial and operational impact on our Group as the key factor affecting our financial and operational performance remains the performance of the remaining insurance agents who can generate revenue for our insurance agency business.

Business · 第 212 页

Despite the decrease in the number of insurance agents, our overall financial performance had not been significantly affected during the Track Record Period as our overall revenue reached RMB120.0 million in 2021, RMB148.4 million in 2022 and RMB174.0 million in 2023, representing a CAGR of 20.4% and RMB53.4 million for 4M2023 and RMB58.6 million for 4M2024.

Business · 第 212 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-06-28Prospectus
广联科技控股有限公司GL-Carlink Technology Holding Limited02531.HK

约20%收入来自渠道伙伴销售

The revenue derived from our sales to our channel partners represented approximately 20% of our total revenue for each year during the Track Record Period. Some of our channel partners were also our top five customers during the Track Record Period including Customer D, Customer E, Customer F and Customer H.

Business · 第 282 页

Under this business model, we recognise revenues generated from sales of in-vehicle hardware and Dijia SaaS to our channel partners at the amounts billed to such channel partners.

Business · 第 282 页

Our day-to-day management of channel partners mainly focuses on monitoring the sales of products in the regions such as product quality feedback, selling price to optimise our quality control management and cost management, and also focuses on the settlement and repayment of our channel partners and to take measures to manage shipment and payment for the channel partners with overdue settlements to monitor any irregularity on channel partner performance.

Business · 第 285 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-06-07Prospectus
武汉有机控股有限公司Wuhan Youji Holdings Ltd.02881.HK

经销收入占比约35%至37%并设防压货措施

For the years ended December 31, 2021, 2022 and 2023, our revenue from sales to distributors were RMB989.1 million, RMB1,096.8 million and RMB994.6 million, respectively, representing approximately 35.5%, 35.0% and 37.2% of our total revenue for the respective periods.

Business · 第 158 页

As of December 31, 2023, we had established an extensive distribution network comprising 435 distributors across China to conduct our distribution sales.

Business · 第 157 页

if there are specific indications and circumstances leading us to believe that our distributors have excessive inventory, we may refuse to sell additional products to them.

Business · 第 159 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-05-07Prospectus
迈富时管理有限公司Marketingforce Management Ltd02556.HK

通过区域渠道合作伙伴销售SaaS产品

While we sell our SaaS products primarily through our in-house direct sales force, we also employ a channel partnership model and sell SaaS products to regional channel partners, who are responsible for receiving orders and collecting payments from the relevant users.

Business · 第 274 页

We had 115, 119 and 191 channel partners as of December 31, 2021, 2022 and 2023, respectively.

Business · 第 276 页

We discontinued cooperation with 49, 65 and 39 channel partners in 2021, 2022 and 2023, respectively, mainly due to their unsatisfactory sales performance.

Business · 第 277 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-04-16Prospectus
出门问问有限公司Mobvoi Inc.02438.HK

智能设备逾五成收入来自经销商且数目净减少

For the years ended December 31, 2021, 2022 and 2023, revenue generated from our distributors was RMB179.6 million, RMB110.1 million and RMB84.9 million, respectively, and accounted for 53.1%, 55.8% and 51.8% of our revenue from Smart Devices and Other Accessories, respectively.

Business · 第 318 页

We terminated distributor relationships with 110, 73 and 41 distributors in 2021, 2022 and 2023, respectively, primarily due to our strategies to restructure distribution network.

Business · 第 323 页

We generally do not set a minimum purchase requirements for our distributors.

Business · 第 324 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-04-15Prospectus
四川百茶百道实业股份有限公司Sichuan Baicha Baidao Industrial Co., Ltd.02555.HK

特许经营模式贡献逾99%收入

As of December 31, 2021, 2022, 2023 and the Latest Practicable Date, there were 5,070, 6,352, 7,795 and 8,010 franchised stores in our ChaPanda store network, respectively, each representing more than 99.0% of total ChaPanda stores under operation as of the respective dates.

Summary · 第 4 页

As of December 31, 2021, 2022 and 2023, we had 4,634, 5,396 and 5,538 franchisees, respectively, among which 129, 363 and 595 franchisees opened more than two stores, respectively.

Summary · 第 4 页

Therefore, the number of franchised ChaPanda stores and their store performance significantly affect our revenue and business operation.

Financial Information · 第 292 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-03-20Prospectus
富景中国控股有限公司Fujing Holdings Co., Limited02497.HK

销售几乎全部经12家分销商进行

As at 31 December 2020, 31 December 2021, 31 December 2022 and 30 September 2023, we had 12 distributors, respectively.

Business · 第 182 页

In FY2020, FY2021, FY2022 and 9M2023, sales to our distributors (which were all based in the PRC) amounted to RMB121.0 million, RMB154.9 million, RMB126.7 million and RMB121.3 million, respectively, representing approximately 99.7%, 100.0%, 100.0% and 100.0% of our revenue during the same period, respectively.

Financial Information · 第 311 页

As confirmed by our five largest customers in each year/period during the Track Record Period, the amount of unsold potted vegetable produce held by each of our five largest customers as at 31 December 2020, 31 December 2021, 31 December 2022 and 30 September 2023 were not more than 17 pots.

Business · 第 191 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2024-03-20Prospectus
富景中国控股有限公司Fujing Holdings Co., Limited02497.HK

FY2020因违反地域限制终止分销商Customer A

In July 2020, we terminated our distribution agreement with Customer A, which is one of our customers during the Track Record Period, under mutual agreement.

Business · 第 187 页

Between August 2020 and December 2021, our Group generated revenue of approximately RMB35.8 million from Customer G, representing monthly revenue of approximately RMB2.1 million, which is higher than the monthly revenue of approximately RMB1.2 million as generated from Customer A for the FY2020.

Business · 第 188 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-12-29Prospectus
美中嘉和医学技术发展集团股份有限公司CONCORD HEALTHCARE GROUP CO., LTD.02453.HK

通过经销商销售医疗设备且占比上升

We also engage distributors to distribute certain medical equipment to designated hospitals upon their request, which is in line with industry practice.

Business · 第 219 页

We require distributors to distribute medical equipment only within designated regions or for designated projects, and our distribution agreements typically provide for the exclusive distribution of specific medical equipment to designated hospitals upon customers' request.

Business · 第 219 页

In 2020, 2021, 2022 and the six months ended June 30, 2022 and 2023, we engaged four, 14, nine, four and seven distributors, respectively, for one-off transactions to deliver medical equipment typically to designated hospitals on a purchase order basis.

Business · 第 221 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-12-19Prospectus
深圳市优必选科技股份有限公司UBTECH ROBOTICS CORP LTD09880.HK

通过分销商销售占收入最多约两成且数目下降

During the Track Record Period, our revenue generated through direct sales and our self-operated online stores contributed to at least 80% of the total revenue in each year/period during the Track Record Period, whereas the remaining revenue was generated through distributors.

Summary · 第 9 页

The number of distributors decreased from 232 as of January 1, 2020 to 134 as of June 30, 2023 primarily due to our efforts to streamline our distribution network to replace underperforming distributors upon our regular checks on their sales performances with new distributors to strive to ensure the quality and efficiency of our distributors.

Business · 第 280 页

Our Directors confirmed that none of the distribution agreements were terminated due to their failure to achieve the minimum purchase amounts or sales targets.

Business · 第 279 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-12-18Prospectus

逾八成收入来自Arrow及客户A两家经销商

For the years ended December 31, 2020, 2021 and 2022 and for the six months ended June 30, 2022 and 2023, our total sales to distributors amounted to RMB84.4 million, RMB192.2 million, RMB282.7 million, RMB132.1 million and RMB168.2 million, respectively, accounting for 95.2%, 90.4%, 80.2%, 81.5% and 82.3%, respectively, of our revenue for the corresponding periods.

Business · 第 221 页

From 2021 and onwards, the number of our distributors remained unchanged as two, namely Arrow, a global leading IC distributor, and Customer A, a local IC distributor.

Business · 第 222 页

During the Track Record Period, to the best knowledge of our Directors, there was no material channel stuffing issue and cannibalisation risks among our distributors as a result of their "buy-out" model with us.

Business · 第 222 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-12-14Prospectus
普洱澜沧古茶股份有限公司PU’ER LANCANG ANCIENT TEA CO., LTD.06911.HK

经销商渠道贡献约72%至80%收入且数量净减少

Our revenue from any single distributor accounted for no more than 6% of our total revenue in any given period during the Track Record Period.

Business · 第 196 页

During the Track Record Period, we raised the threshold for distributor selection by requiring distributor candidates to decorate offline stores to better display our brand, adapt to our distributor management policies including our requirement to deploy digitalized distributor and store management systems, such as Youxin Cloud, and refrain from taking actions that could disrupt our retail price system, primarily because we believe that we could better regulate our distributor sales channels through such enhanced threshold, ensuring the long-term healthy growth of our business.

Business · 第 198 页

Based on the review of Shinewing Risk and having considered the high coverage of Youxin Cloud over our distributors, the measures we have taken to ensure the usage of Youxin Cloud by our distributors which have deployed the system, and that no material inconsistency with the information retrieved from Youxin Cloud was identified in the onsite inspections of our Group’s distributor supervision team on the distributors’ sales activities and unsold inventory, our Directors are of the view that Youxin Cloud is effective in monitoring our distributors’ sales activities and inventory level.

Business · 第 204 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看

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