During the Track Record Period, Customer B and Customer E, each of whom was one of our top five customers in 2023, were also our suppliers, while Supplier C, one of our top five suppliers in 2023, 2024 and 2025, and Supplier D, one of our top five suppliers in 2023, were also our customers.
Business · 第 151 页
In 2023, 2024 and 2025, revenue derived from Customer B amounted to RMB60.2 million, RMB21.1 million and RMB20.8 million, representing 9.9%, 2.4% and 1.7% of our total revenue for the respective years.
Business · 第 151 页
In 2023, 2024 and 2025, our purchases from Supplier C amounted to RMB50.5 million, RMB39.8 million and RMB74.3 million, respectively, representing 10.2%, 5.8% and 7.8% of our total cost of sales for the respective years.
During the Track Record Period, among our top five customers for each year or period, two customers, namely Customer E and Customer G, also acted as our suppliers.
Business · 第 195 页
Transactions with Customer E and Customer G were conducted on normal commercial terms, negotiated on an arm's-length basis, and settled in accordance with the agreed payment and delivery arrangements.
Business · 第 195 页
Over the Track Record Period, Customers E and G generated average gross profit margins that were generally higher than the average gross profit margins from our other customers.
In 2023, 2024 and 2025, we generated revenue of approximately RMB17.7 million, RMB7.8 million and RMB54.5 million, respectively, from Customer D, accounting for 7.3%, 2.0% and 12.3% of our total revenue, respectively, at gross profit margins of 40.9%, 18.9% and 15.1%, respectively.
Business · 第 175 页
Our Directors confirm that the terms of sales to and purchases from the above overlapping customer-supplier were negotiated independently and on normal commercial terms, and that the transactions were conducted separately and were consistent with those entered into with other independent third parties.
During the Track Record Period, certain of our major customers were also our suppliers, and certain suppliers were also our customers.
Summary · 第 3 页
Negotiations of the terms of our sales to, and purchases from, the customers and suppliers named in the table above were conducted on a transaction-by-transaction basis using independent business terms.
Business · 第 166 页
Our transactions with these entities were conducted on an arm’s-length basis in the ordinary course of our business.
Customer F was one of our top five customers in 2024 and 2025, and was also one of our suppliers in 2025.
Business · 第 181 页
As our supplier, Customer F primarily provided us with product testing services, with a transaction amount of RMB5.0 million in 2025.
Business · 第 181 页
All transactions were conducted in the ordinary course of business, on normal commercial terms and on an arm’s length basis, and the terms were comparable to those with other customers and suppliers.
Alibaba Group was our largest supplier during the Track Record Period and was also our customer during the Track Record Period.
Business · 第 168 页
In 2023, 2024 and 2025 and the four months ended April 30, 2026, purchases from Alibaba Group amounted to RMB73.3 million, RMB102.9 million, RMB134.1 million and RMB46.4 million, respectively, representing 6.5%, 6.7%, 7.6% and 8.8%, respectively, of our total cost of revenue, for the respective periods.
Business · 第 169 页
Our Directors are of the view that our sales to and purchase from Alibaba Group are conducted in the ordinary course of business under normal commercial terms on an arm's-length basis after due and careful consideration.
During the Track Record Period, certain of our five largest customers across all of our business lines (on a consolidated basis) in each year of the Track Record Period also acted as our suppliers, or vice versa, which provided OEM services and/or supplied products for us under our self-operated business, and also utilized our digital marketplace as a vendor or engaged our customized marketing services and paid commissions to us.
Business · 第 175 页
Negotiations of the terms of our sales to and purchases from these overlapping customers and suppliers were conducted on an individual basis and the sales and purchases were neither inter-connected nor inter-conditional with each other.
Business · 第 176 页
The increase in our purchase amounts from overlapping customers and suppliers during the Track Record Period was primarily attributable to our increased procurement of certain popular infant formula based on our deepened collaboration with upstream vendors, which was generally in line with the increased scale of our self-operated business.
One of our five largest customers in 2023, Customer A, was also our supplier in 2023.
Business · 第 165 页
One of our five largest customers in 2023, Customer E, was also our supplier in 2023, 2024, and 2025.
Business · 第 165 页
Negotiations of the terms of our sales to and purchases from Overlapping Major Customer/Supplier were conducted on an individual basis and the sales and purchases were neither inter-connected nor inter-conditional with each other.
In 2023, 2024 and 2025, we had 13, 17 and 17 overlapping customers and suppliers, respectively, which were typically engaged in manufacturing and sales of GNSS products and solutions, and sales of comprehensive chips and modules.
Business · 第 189 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.
Business · 第 189 页
According to CIC, the overlapping of our customers and suppliers is common in the GNSS spatial positioning services industry, where companies often operate multiple business lines with different business models.
During the Track Record Period, certain of our five largest customers in each year of the Track Record Period also acted as our suppliers, or vice versa.
Summary · 第 7 页
During the Track Record Period, certain of our five largest customers in each year of the Track Record Period also acted as our suppliers, or vice versa, including: (i) certain major customers, to which we sold healthcare products, also sold us pharmaceuticals, medical consumables and other products, with SKUs varying between our sales to and procurements from such counterparties as determined according to their specific needs and ours;
Business · 第 176 页
Our Directors confirm that all of our sales to and purchases from these overlapping customers and suppliers were conducted in the ordinary course of business under normal commercial terms and on arm’s length basis.
During the Track Record Period, certain of our major customers were also our suppliers in the respective years.
Business · 第 163 页
During the Track Record Period, we procured catering products and services for employee welfare purposes from Customer C, which was our major customer in 2023, 2024 and 2025, and the total purchase amount was RMB19,580, RMB60,890 and RMB16,465, respectively, accounting for 0.0%, 0.0% and 0.0% of our total purchase amount in the same year, respectively.
Business · 第 163 页
According to CIC, the overlapping of our customers and suppliers is common in flexible employment industry, particularly where platform operators serve enterprise customers across consumer service sectors and, in the ordinary course of business, procure certain products or services from such customers based on their operational needs.
维健国际控股集团有限公司WinHealth International Holding Group Company Limited
前五大客户与供应商重叠及多笔小额重叠交易
These overlaps relate to two CSO products both sold and promoted by us sourced from the two entities above.
Business · 第 182 页
Our Directors have confirmed that all of our revenue and purchases from the overlapping customers and suppliers were conducted in the ordinary course of business under normal commercial terms on an arm’s length basis.
Business · 第 183 页
The sales and purchases were neither interconnected nor inter-conditional with each other and the terms of such transactions are in all material respects comparable with those with other customers and suppliers.
During the Track Record Period, certain of our major suppliers also acted as our customer and vice versa, resulting in an overlap between our customer and supplier relationships in certain cases.
Summary · 第 5 页
Our purchases of CSO service from Customer A amounted to RMB3.9 million in 2025, representing 0.8% of our total purchases for the same year.
Business · 第 171 页
Our purchases of factoring service and CSO service from Customer B amounted to RMB3.3 million, RMB1.0 million and RMB6.7 million in 2023, 2024 and 2025, respectively, representing 0.5%, 0.1% and 1.3% of our total purchases for the same years.
One of our five largest customers in 2023, 2024 and 2025, Customer Group A was also our supplier during the Track Record Period.
Business · 第 163 页
We only purchased from Customer Group A in 2023 and 2025 during the Track Record Period, with a total purchase amount of RMB0.4 million and RMB2.2 million, representing 0.6% and 1.7% of our total purchase in 2023 and 2025 respectively.
Business · 第 163 页
We only purchased from Customer Group C in 2023 during the Track Record Period, with a total purchase amount of RMB1.3 million, representing 1.8% of our total purchase in that year.
To the best knowledge and belief of our Directors, during the Track Record Period, there were three entities, which were among our five largest customers and also our suppliers, or among our five largest suppliers and also our customers.
Business · 第 173 页
Negotiations of the terms of our sales to and purchases from these overlapping customers and suppliers were conducted on an individual basis and the sales and purchases were neither inter-connected nor inter-conditional with each other.
Business · 第 174 页
Our Directors confirmed that all of our sales to and purchases from these overlapping customers and suppliers were entered into after due consideration taking into account the prevailing purchase and selling prices at the relevant times, conducted in the ordinary course of business under normal commercial terms and on an arm’s length basis.
In 2023, 2024 and 2025, Customer A/Supplier C contributed 48.3%, 13.5% and 7.3% of our total revenue, respectively, and 9.3%, 6.4% and 1.5% of our total purchase, respectively.
Business · 第 157 页
All sales to and purchases from Customer A/Supplier C were conducted in the ordinary course of business, carried out on commercial terms that were negotiated at arm’s length, and were not inter-conditional or otherwise linked.
Business · 第 157 页
This overlap occurred primarily because such customer/supplier is a manufacturer of electronic, electrical, and fiber optic connectivity systems that both supplies certain optical components to us and purchases optoelectronic interconnect products from us for its own system integration projects.
During the Track Record Period, among our top five customers and suppliers, we had 4 overlapping customers and suppliers.
Business · 第 206 页
Our Directors confirmed that negotiations of the terms of our sales to and purchases from the overlapping customer-suppliers were conducted independently, and these sales and purchases were independent from one another.
Business · 第 207 页
As long as the transactions are priced fairly, the business operations are independent, and there is no transfer of benefits, this kind of overlapping is deemed reasonable and in compliance with industry standards.
During the Track Record Period, one of our five largest customers in 2024 also served as a clinical trial center for certain of our LBP drug candidates and is therefore also one of our suppliers ("Overlapping Customer and Supplier").
Business · 第 199 页
Our revenue generated from such Overlapping Customer and Supplier amounted to RMB24,717.0 and RMB17,358.5 in 2024 and 2025, respectively, representing 3.4% and 0.7% of our total revenue in the respective years.
Business · 第 199 页
In 2025, we recorded a gross loss of RMB41,003.3 attributable to our transactions with such Overlapping Customer and Supplier, representing a gross loss margin of 236.2%.
In 2023, 2024 and 2025, five, four and five of our five largest customers for each year of the Track Record Period were also our suppliers, generating revenue of RMB17.8 billion, RMB21.3 billion and RMB29.6 billion, which represented 52.0%, 48.2% and 57.5% of our total revenue, respectively.
Business · 第 171 页
This arrangement is commonly referred to in the industry as the “buy-and-sell” model and is consistent with the industry norm, according to Frost & Sullivan.
Business · 第 171 页
Our purchases from and sales to such Overlapping Customers and Suppliers were separate processes and took place at different stages of the industry value chain, and were conducted in the ordinary course of business and on commercial terms negotiated on an arm’s length basis.