依赖第三方平台渠道

For the years ended December 31, 2022, 2023, 2024 and the nine months ended September 30, 2024 and 2025, revenue generated through online direct sales amounted to RMB355.4 million, RMB354.0 million, RMB402.9 million, RMB278.8 million and RMB317.3 million, respectively, representing approximately 70.6%, 69.9%, 70.5%, 69.3% and 70.9% of our total revenue for the same years/periods.

For the years ended December 31, 2022, 2023 and 2024 and the nine months ended September 30, 2025, our fixed commission fees represented approximately 3.1% to 5.9% of the relevant transaction value.

A large portion of our revenue generated from online direct sales through major third-party e-commerce platforms in the PRC, comprising Tmall, JD.com and Douyin, represented 70.6%, 69.9%, 70.5%, 69.3% and 70.9% of total revenue for the years ended December 31, 2022, 2023, 2024 and the nine months ended September 30, 2024 and 2025 respectively.

In December 2024, a prior version of our Talkie app was temporarily removed from Apple’s App Store in certain jurisdictions for a period of approximately two months, specifically from mid-December 2024 to mid-February 2025.

Since mid-February 2025, the updated Talkie app has been made available for download on Apple’s App Store in the affected jurisdictions.

We have implemented a series of long-term remedial measures designed to prevent future occurrences and support the Talkie app’s continued compliance.

For the years ended December 31, 2022, 2023, and 2024, and the six months ended June 30, 2024 and 2025, revenue generated from the sales through Amazon SC amounted to approximately RMB79.8 million, RMB120.0 million, RMB173.0 million, RMB62.7 million and RMB90.4 million, respectively, representing approximately 29.1%, 26.3%, 28.4%, 22.8% and 22.8%, respectively, of our total revenue for such periods.

We utilize AWS as our primary cloud computing service provider for our overall IT infrastructure.

Additionally, although Amazon was our largest sales channel during the Track Record Period, we are not bound to sell our products exclusively through Amazon.

Our GMV attributable to sales by KOLs and KOCs amounted for 9.0%, 22.6%, 28.2%, 20.8% and 27.0% of our total GMV in 2022, 2023, 2024 and the six months ended June 30, 2024 and 2025, respectively.

In 2022, 2023, 2024 and the six months ended June 30, 2024 and 2025, our total fees paid to KOLs and KOCs accounted for approximately 5.3%, 10.0%, 13.0%, 10.4% and 14.3% of our total revenue, respectively.

We believe the concentration risk in terms of the GMV contributed by KOLs/KOCs during the Track Record Period is limited, considering (i) the GMV contributed by top KOLs/KOCs during the Track Record Period primarily reflected their respective market positions and shares in their industry, as advised by CIC, rather than any reliance on specific individuals or agencies;

In 2022, 2023, 2024 and the six months ended June 30, 2025, the amount of revenue recognized by the Group in relation to the Fosun Agreement was US$17.1 million, US$3.4 million, US$1.9 million and US$1.9 million, respectively.

In 2022, 2023, 2024 and the six months ended June 30, 2025, the amount of revenue recognized by the Group in relation to the Sanofi Agreement was US$8.3 million, US$4.2 million, US$0.3 million and US$0.5 million, respectively.

Therefore, the collaboration with Sanofi will not directly compete with our existing R&D efforts.

Moreover, we rely on our insurer partners to underwrite the insurance products distributed on our platform and jointly develop innovative or tailor-made insurance products.

We expect to diversify and introduce more business partners to reduce our concentration risk.

Our ability to maintain a lasting and mutually rewarding relationship with these business partners is key to our success.

We also operate through the Partner Mode, whereby we collaborate with Local Partners who leverage their local resources and connection.

As at the Latest Practicable Date, approximately 29.6% of our POS were operated under the Partner Mode.

As at the Latest Practicable Date, we have established stable partnerships with approximately 95% of our Local Partners for more than five years.

In May 2025, we and Uber announced a significant expansion of our previously announced strategic partnership, adding 15 additional cities globally over the next five years, including in Europe.

Uber has committed to an equity investment of US$100 million, in addition to its existing investment, in our company as part of the recently announced expanded cooperation.

In August 2025, we and Grab, Southeast Asia's leading superapp, announced a strategic partnership between us to accelerate the deployment and commercialization of L4 robotaxis in Southeast Asia, and reflects a shared vision to seamlessly integrate WeRide vehicles into Grab's network to enhance service level.

For the years ended December 31, 2022, 2023 and 2024 and the six months ended June 30, 2024 and 2025, Miaozhen Systems through technical means connected with 729, 501, 491, 484 and 425 media platforms with advertising monitoring activities.

Our collaboration with media platforms is essential for delivering comprehensive and effective media spending optimization, social media management and customer growth services under Miaozhen Systems.

We do not enter into contractual agreements with media platforms for such data collaboration.

Our revenue generated from online channels increased from RMB494.1 million for the year ended December 31, 2022 to RMB622.7 million for the year ended December 31, 2023, and further increased to RMB692.8 million for the year ended December 31, 2024.

During each period of the Track Record Period, we generated over 85% of the revenue of direct sales through self-operated online stores from our self-operated online stores on seven e-commerce platforms.

In addition, selling products through multiple stores rather than one store on the same e-commerce platforms helps mitigate the risks associated with the store operation, as the potential disruption of operation of one store will not affect the operation of others.

In addition to purchase of cloud services from Supplier A, our products are connected to the e-commerce platforms operated by an affiliate of Supplier A.

The procurement of cloud services and the establishment of connectivity with such e-commerce platforms are not inter-conditional and we do not obtain any favorable treatment on such e-commerce platforms as a result of our procurement of cloud services.

As of June 30, 2025, Jushuitan e-commerce SaaS has connected with over 400 e-commerce platforms in China and across the world, as well as over 800 global logistics and warehousing service providers.

We also utilized the online platforms operated by reputable hotel chain groups and the Travel Service Provider to expand our customer outreach. The online platforms typically charge a commission fee equal to a single-digit percentage of the amount of transaction value processed through those online platforms, which we record as selling and marketing expenses.

The GMV of our sales via these online platforms amounted to RMB89.1 million, RMB106.6 million, RMB127.7 million, RMB45.3 million and RMB49.7 million in 2022, 2023, 2024 and the first five months of 2024 and 2025, respectively.

We engaged Customer F as our distributor due to its strong network in the tourism industry and close ties with numerous hotel operators, which represent a key scenario where our products are broadly applicable and actively promoted.

Since 2023, we have also cooperated with the largest retailer and supermarket chain, Customer A, for the promotion and sales of products supplied by us in China, mainly including precious metal accessories and products, such as gold bullions, wearable accessories and decorative ornaments customised to Customer A’s specifications.

As sales to Customer A carry a relatively lower gross profit margin as compared to sales to other ODM customers in FY2024 and 5M2025, our overall ODM gross margin decreased in FY2024.

Customer A has the right to terminate the agreement at any time subject to prior written notice to us.

In 2022, 2023 and 2024 and the six months ended June 30, 2024 and 2025, we generated revenue of RMB416.9 million, RMB636.5 million, RMB936.8 million, RMB432.2 million and RMB531.6 million from online channels, respectively, representing 82.2%, 74.7%, 75.0%, 74.3% and 73.2% of our total revenue for the corresponding years/periods.

As for platform-operated stores, we directly sell products to the e-commerce platform without access to its operating data.

For our online business, we sell products through e-commerce platforms such as Tmall, JD.com, Douyin, VIP.com, Pinduoduo and Kuaishou, and private domain platforms such as Weixin mini program and Weixin channels.

Our online sales primarily include (i) distribution through e-commerce platforms, and (ii) direct sales to consumers through flagship stores we operate on third-party online platforms or through our own shopping platform AUX E-Store.

To ensure synergy between our distribution and direct sales models while mitigating potential channel conflicts, we have implemented a unified pricing policy for online sales to maintain consistency across sales channels and a differentiated operational strategy tailored to the characteristics of each channel.

This decrease was primarily due to our strategic decision to focus more on third-party e-commerce platforms, which demonstrated strong performance and high traffic during this period.

On 13 December 2021, we entered into an Amended and Restated Investment Management Framework Agreement with Apollo Management Holdings, L.P. and Athene and an Amended and Restated Master Investment Management Implementation Agreement with certain affiliates of Apollo, which together set out the framework for a strategic collaboration between certain affiliates of Apollo, Athene and our Company in asset management, product distribution and reinsurance.

Pursuant to the Amended and Restated Master Investment Management Implementation Agreement, one or more Apollo affiliates will manage part of our Company’s investment portfolio, across multi-credit and alternative asset classes.

As of 31 December 2024, our Company has allocated over US$4.2 billion of its assets to Apollo affiliates under advisory, and partnership or fund management agreements.

In 2022, 2023, and 2024, orders attributable to aggregation platforms accounted for 49.9%, 73.2%, and 85.4% of our GTV and 51.4%, 74.1%, and 85.7% of our order volume, respectively.

In 2024, the top three aggregation platforms that we worked with contributed 42.5%, 11.8%, and 10.4% of our GTV, respectively.

During the Track Record Period, we paid commissions to aggregation platforms at a rate between 7.2% and 7.5% of the GTV facilitated by aggregation platforms.

We collaborate with car partners, which refers to businesses that supply drivers and vehicles to provide services on our platform, for a substantial portion of the orders completed, as car partners bring us additional service capacity and allow us to expand our coverage efficiently.

During the Track Record Period, we paid commissions to car partners at a rate between 2.5% and 2.7% of the GTV generated by our car-partner drivers.

We entered 85 new cities in 2024, all of which were done in collaboration with car partners through selling them our purpose-built vehicles, and expect to enter more cities going forward under the same model.

In 2022, 2023 and 2024, our revenue from programmatic advertising platforms accounted for 74.6%, 85.5% and 93.1% of our total revenue, respectively.

We generate a significant portion of our mobile advertising services through collaboration with programmatic advertising platforms, enabling us to reach a diverse array of advertisers, especially long-tail advertisers.

According to CIC, China’s mobile advertising market is dominated by a few key players, limiting the number of established programmatic platforms that meet our needs.

We primarily place advertisements on social media platforms to attract customers, without operating our own platform or mobile apps.

In addition, our advertising costs, which mainly consist of costs associated with placing advertisement on social media platforms, increased by 50.3% from RMB1,491.4 million in 2022 to RMB2,242.2 million in 2023, and decreased by 21.5% from RMB2,242.2 million in 2023 to RMB1,761.1 million in 2024.

For each year of the Track Record Period, advertising costs accounted for 94.7%, 95.7% and 95.2% of our total selling and marketing expenses, respectively, and 48.0%, 52.7% and 52.3% of our total revenue of our cross-border social e-commerce business, respectively.