During the Track Record Period, Customer B was our second largest customer in 2023, primarily purchasing our intelligent mobile robotic solutions.
Business · 第 184 页
In addition, Customer B also acted as our supplier in 2023, providing mobile chassis manufacturing services to us with a transaction amount of approximately RMB4,000.
Business · 第 184 页
Supplier I was also our customer for design services in 2024 and 2025.
Typically, we provide AI Computing Infrastructure Solutions to these customers/suppliers, and enter into leasing arrangements to rent AIDCs from them.
Business · 第 171 页
Customer I/Supplier F is one of our five largest suppliers in 2024 and five largest customers in 2025 during the Track Record Period.
Business · 第 172 页
During the Track Record Period, our negotiations of the terms in the sales and purchase agreements in connection with the overlapping customers and suppliers were conducted on a case-by-case basis and were not inter-conditional with each other.
Our revenue from these overlapping customers amounted to US$3.5 million, US$5.6 million, US$3.4 million and US$6.3 million, representing 1.0%, 1.5%, 0.9% and 3.4% of our total revenue, respectively, and our purchases from them amounted to US$0.1 million, US$1.6 million, US$2.7 million and US$37.7 thousand representing less than 3% of our total purchases in each period.
Business · 第 157 页
Our purchases from these overlapping suppliers amounted to US$29.4 million, US$19.8 million, US$16.9 million and US$15.9 million, representing 18.1%, 11.9%, 10.3% and 21.2% of our total purchases, respectively, while our revenue from them amounted to US$23.6 thousand, US$143.5 thousand, US$88.9 thousand and US$1.1 million, representing less than 1.0% of our total revenue in each period.
Business · 第 157 页
Our sales to and purchases from our Overlapping Customers and Suppliers were negotiated separately, took place at different stages of the industry value chain and were conducted in the ordinary course of business and on normal commercial terms negotiated on an arm’s length basis.
During the Track Record Period, certain of our five largest customers, namely, Hebei Mijia Houseware Co., Ltd. and Jiangsu Bestfull Technology Co., Ltd., were also our suppliers (the ''Overlapping Customers''), and certain of our five largest suppliers, namely, Supplier A, Supplier C and Shandong Xingnuo Industry and Trade Co., Ltd., were also our customers (the ''Overlapping Suppliers'', and collectively with the Overlapping Customers, the ''Overlapping Customers and Suppliers'').
Business · 第 147 页
In 2023, 2024, 2025 and the six months ended June 30, 2026, our purchases from this customer amounted to RMB17.0 million, RMB7.3 million, RMB7.5 million and RMB6.1 million, representing 2.4%, 0.9%, 1.0% and 1.2% of our total purchases for the corresponding period, respectively.
Business · 第 148 页
All purchases from and sales to the Overlapping Customers and Suppliers were negotiated through separate processes, conducted in the ordinary course of business and carried out on commercial terms negotiated at arm's length, and were not inter-conditional or inter-related.
In 2023, 2024, 2025 and the five months ended May 31, 2026, revenue generated from Supplier C amounted to RMB1.6 million, RMB4.0 million, RMB14.3 million and RMB6.0 million, respectively, representing approximately 0.3%, 0.6%, 1.7% and 1.4% of our total revenue during the respective periods.
Business · 第 169 页
In 2023, 2024, 2025 and the five months ended May 31, 2026, purchases from Customer H amounted to RMB25 thousand, RMB0.2 million, RMB1.0 million and RMB1.2 million, respectively, representing approximately nil, 0.1%, 0.2% and 0.4% of our total purchase during the respective periods.
Business · 第 169 页
All of our sales to and purchases with these overlapping customers and suppliers were conducted in the ordinary course of business under normal commercial terms and on an arm’s length basis.
During the Track Record Period, to the best knowledge of our Directors, three of our five largest customers in each year/period during the Track Record Period were also our suppliers, and one of our five largest suppliers in each year/period during the Track Record Period was also our customers.
Business · 第 183 页
Negotiations of the terms of our sales to and purchases from overlapping customers and suppliers were conducted on a transaction-by-transaction basis using independent business teams.
Business · 第 185 页
Our Directors have confirmed that none of our sales to and purchases from our overlapping customer and supplier during the Track Record Period and up to the Latest Practicable Date was inter-conditional, inter-related or otherwise considered as one transaction.
(i) Customer C, one of our five largest customers in each year/period during the Track Record Period, was also one of our suppliers in 2024 and the six months ended June 30, 2026.
Business · 第 133 页
(i) Supplier A, one of our five largest suppliers in each year/period during the Track Record Period, was also one of our customers in 2023, 2024 and 2025.
Business · 第 133 页
For the years ended December 31, 2023, 2024 and 2025 and the six months ended June 30, 2026, our revenue from the Guangdong Rising Holdings amounted to RMB251.2 million, RMB32.4 million, RMB6.1 million and RMB137.4 million, respectively, accounting for 15.7%, 1.8%, 0.3% and 7.4% of our total revenue for the same periods, respectively.
FSG was one of our top five largest suppliers and customers in 2025.
Business · 第 161 页
Supplier G, one of our Group’s five largest suppliers in 2025 was also a customer of our Group in the same year.
Business · 第 161 页
The Resell Transaction was structured as sales and purchases in nature rather than outsourced manufacturing primarily in view of cross-border customs clearance considerations.
彤程新材料集团股份有限公司Red Avenue New Materials Group Co., Ltd.09607.HK
两名前五大客户同时亦为供应商
During the Track Record Period, two of our five largest customers, being Customer/Supplier Group C and Customer G, were also our suppliers.
Business · 第 138 页
The total revenue we generated from Customer/Supplier Group C amounted to RMB113.7 million, RMB112.8 million, RMB126.4 million and RMB63.5 million in FY2023, FY2024, FY2025 and 6M2026, representing approximately 3.9%, 3.5%, 3.7% and 3.0% of our total revenue for the respective year/period.
Business · 第 138 页
Negotiations of the terms of our sales to and purchases from this overlapping customer and supplier were conducted on an individual basis and the sales and purchases were neither inter-connected nor inter-conditional with each other.
深圳四方精创资讯股份有限公司Shenzhen Forms Syntron Information Co., Ltd.06700.HK
两名前五大供应商同时亦为客户
During the Track Record Period, two of our top five suppliers was also our customers.
Business · 第 166 页
The reason for such overlap is that Customer B may designate our development personnel to use the development sites of Supplier A and Supplier D, resulting in our procurement of their services.
Business · 第 167 页
The purchase of such services between us and Supplier A and Supplier D was conducted on an arm’s-length basis during the Track Record Period.
During the Track Record Period, we had two major customers who were also our suppliers, namely Customer A and Customer G, and one major supplier who was also our customer, namely Supplier H.
Business · 第 161 页
Our Directors have confirmed that none of our sales to and purchases from Customer A, Customer G and Supplier H during the Track Record Period was inter-conditional, inter-related or otherwise considered as one transaction.
For the years ended December 31, 2023, 2024, and 2025, and the three months ended March 31, 2026, we had generated a revenue of RMB698.2 million, RMB685.3 million, RMB829.3 million, and RMB222.5 million from Customer B, which represented 38.0%, 28.4%, 30.4%, and 30.2% of our total revenue, respectively.
Business · 第 166 页
During the same periods, purchases from Customer B amounted to RMB21.2 million, RMB20.2 million, RMB20.9 million, and RMB5.0 million, which represented 4.1%, 1.8%, 1.9%, and 3.0% of our total purchases, respectively.
Business · 第 166 页
According to F&S, this dual relationship between waste-incineration operators and electricity companies such as Company B is standard industry practice.
Our sales of ASR-branded products to Customer B/Supplier G amounted to RMB425.1 million, RMB722.0 million, RMB848.3 million and RMB462.4 million in 2023, 2024, 2025 and the six months ended June 30, 2026, representing 16.4%, 21.3%, 22.2% and 18.9% of our total revenue for the same years/period, respectively.
Business · 第 153 页
Negotiations of the terms of our sales to and purchases from this overlapping customer and supplier were conducted on an individual basis, and the sales and purchases were neither interconnected nor inter-conditional with each other.
Business · 第 153 页
Our Directors confirm that all transactions with this overlapping customer and supplier were conducted in the ordinary course of business and were based on normal commercial terms and at arm's length.
During the Track Record Period, Supplier B was our major supplier, which was also our customer.
Business · 第 171 页
The overlap between our customers and suppliers arises from the different business functions performed by our customers’ separate entities and our business needs for both procurement and sales.
Business · 第 171 页
Our Directors have confirmed that none of our sales to and purchases from our overlapping customers and suppliers during the Track Record Period was inter-conditional, inter-related or otherwise considered as one transaction.
广东微电新能源股份有限公司Guangdong Mic-Power New Energy Co., Ltd.
与山东睿思及客户H集团的重叠客户供应商交易
In 2023, 2024, 2025, and in the six months ended June 30, 2026, our purchase amount attributable to one of our top five suppliers, Shandong Ruisi, amounted to RMB12.0 million, RMB12.4 million, RMB8.9 million, and RMB4.3 million, which accounted for 8.8%, 6.1%, 3.7%, and 2.9% of our total purchases in such periods, respectively.
Business · 第 180 页
In 2023, 2024, 2025, and in the six months ended June 30, 2026, our sales attributable to Customer H amounted to RMB31.3 million, RMB41.2 million, RMB22.2 million, and RMB11.1 million, which accounted for 8.9%, 7.7%, 3.9%, and 3.3% of our total revenue for such periods, respectively.
Business · 第 180 页
The terms, including pricing and other key commercial terms, and the gross profit margin of sales to overlapping customers were not materially different from those of other comparable transactions conducted by us in the ordinary course of business.
During the Track Record Period, two of our five largest customers for the six months ended June 30, 2026 also provided services to us, directly or through a branch, during the same period.
Business · 第 139 页
Revenue generated from and purchases made from this customer amounted to approximately RMB4.4 million and RMB83.2 thousand, representing 1.15% of our total revenue and 0.05% of our total purchases for the same period, respectively.
Business · 第 139 页
Our Directors confirm that the relevant sales and purchases were negotiated separately, were neither inter-connected nor interconditional, and were conducted in the ordinary course of business under normal commercial terms and on an arm’s length basis.
Customer F, being our largest customer in 2024, 2025 and for the six months ended June 30, 2026, which was also our Supplier F.
Business · 第 186 页
Supplier O, being our fourth largest supplier for the six months ended June 30, 2026, which was also our customer in 2025.
Business · 第 187 页
Negotiations of the terms of our sales to and purchases from the customer-supplier were conducted on an individual basis, and the sales and purchases were not inter-connected or inter-conditional with each other.
During the Track Record Period, to the best knowledge and belief of our Directors, two major suppliers were also our customers and one major customer was also our supplier.
Business · 第 206 页
The increase in the percentage of sales to Customer F in 2024 was primarily driven by revenue growth from the acquisition of Zilia in the Brazilian market.
Business · 第 206 页
The terms and conditions of the sales agreements with Customer A, Customer C and Customer F were generally in line with the terms and conditions with other comparable customers. The prices for sales made to them were negotiated on an arm’s length basis.
宁波舜宇智行科技股份有限公司Ningbo Sunny Smart Autotech Company Limited
前五大供应商及客户同时兼具客户或供应商身份
Supplier C is one of our five largest suppliers during the Track Record Period, was also our customer during at least one period of the Track Record Period.
Business · 第 157 页
Supplier D is one of our five largest suppliers during the Track Record Period, was also our customer during at least one period of the Track Record Period.
Business · 第 157 页
Customer B is one of our five largest customers during the Track Record Period, was also our supplier during at least one period of the Track Record Period.
Company X, one of our five largest suppliers in 2023, 2024, 2025 and the five months ended May 31, 2026, was also a customer during the same periods.
Business · 第 161 页
As a separate and independent matter, Customer C provided freight services to us in 2024.
Business · 第 161 页
During the Track Record Period, negotiations of the terms of our sales to and purchases from the abovementioned overlapping customer-suppliers were conducted on an individual basis and the sales and purchases were neither inter-connected nor inter-conditional with each other.