For the years ended December 31, 2022, 2023 and 2024, our changes in the carrying amounts of preferred shares and other financial instruments subject to redemption and other preferential rights were RMB479.2 million, RMB554.0 million and RMB465.3 million (US$65.0 million), respectively.
Financial Information · 第 431 页
Our preferred shares and other financial instruments subject to redemption and other preferential rights decreased from RMB8,181.7 million as of December 31, 2023 to nil as of December 31, 2024, primarily because our convertible preferred shares liabilities were converted to equity following the completion of our U.S. IPO in October 2024.
Financial Information · 第 453 页
For the years ended December 31, 2022 and 2023, our fair value changes of financial liabilities measured at FVTPL were gain of RMB25.3 million and loss of RMB4.5 million, respectively.
Under U.S. GAAP, we classified the preferred shares as mezzanine equity in the consolidated balance sheets because they were redeemable at the holders’ option upon the occurrence of certain deemed liquidation events and certain events outside of our control.
Financial Information · 第 548 页
We designated the entire preferred shares as financial liabilities at fair value through profit or loss such that the preferred shares are initially recognized at fair value, while subsequently changes in the fair value are recognized in profit or loss.
Financial Information · 第 548 页
Accordingly, the reconciliation includes a fair value loss difference of US$103.9 million, US$229.1 million, US$364.3 million, US$43.2 million and nil, and a difference of US$0.3 million, US$0.2 million, nil, nil and nil in selling, general and administrative expenses, recognized in net loss attributable to us, for each of the years ended December 31, 2022, 2023 and 2024 and for the six months ended June 30, 2024 and 2025, respectively.
In 2022, 2023 and 2024, we recorded fair value gains of preferred shares, warrants and convertible notes of RMB2,815.4 million, RMB585.5 million and RMB186.0 million, respectively.
Financial Information · 第 371 页
For the six months ended June 30, 2024 and 2025, we recorded fair value losses of preferred shares, warrants and convertible notes of RMB8.2 million and RMB208.0 million, respectively.
Financial Information · 第 371 页
The relevant warrants and convertible notes have been converted into preferred shares and all preferred shares will be converted into equity upon the Listing.
Our changes in fair value of financial liabilities at shares with preferential rights amounted to RMB421.6 million, RMB221.0 million, RMB1,155.2 million, RMB551.9 million and RMB128.3 million in 2022, 2023, 2024 and the six months ended June 30, 2024 and 2025, respectively.
Financial Information · 第 351 页
Shares with preferential rights that we issued to the Pre-IPO Investors will be re-classified from liabilities to equity as a result of the automatic conversion into Shares upon Listing.
Accordingly, we recorded convertible redeemable preferred shares of RMB3,127.9 million, RMB3,143.9 million and RMB2,675.3 million as of December 31, 2023, 2024 and June 30, 2025, respectively.
Financial Information · 第 334 页
In 2023, 2024 and the six months ended June 30, 2024 and 2025, we incurred loss on convertible redeemable preferred shares amounted to RMB225.4 million, RMB18.5 million, RMB14.3 million and RMB72.5 million, respectively.
Business · 第 219 页
We do not expect to record any further convertible redeemable preferred shares as such preferred shares will be re-designated from liabilities to equity as a results of the automatic conversion into ordinary shares upon the completion of the Global Offering.
Our redemption liabilities amounted to RMB1,606.9 million, RMB1,738.5 million, RMB1,870.3 million and RMB1,924.7 million as of December 31, 2022, 2023 and 2024 and May 31, 2025, respectively.
Financial Information · 第 463 页
For the years ended December 31, 2022, 2023 and 2024 and the five months ended May 31, 2024 and 2025, we recorded changes in the carrying amount of redemption liabilities of RMB131.5 million, RMB131.5 million, RMB131.9 million, RMB54.8 million and RMB54.4 million, respectively, resulting from the interest expense thereof being included in changes in the carrying amounts of redemption liabilities.
Financial Information · 第 434 页
We do not expect to recognize any further loss or gain on changes in the carrying amount of redemption liabilities in the future upon Listing.
Our redeemable Preferred Shares are classified as financial liabilities because they are subject to redemption in cash by the holders upon the occurrence of specific triggering events.
Financial Information · 第 367 页
As of December 31, 2022, 2023 and 2024, June 30, 2025 and July 31, 2025, our redeemable Preferred Shares amounted to RMB300.1 million, RMB325.7 million, RMB348.4 million, RMB361.0 million and RMB363.2 million, respectively, due to the accrual of interest expenses.
Financial Information · 第 374 页
We will not incur interest on redeemable Preferred Shares upon the conversion of relevant shares into equity.
Our Level 3 Financial liabilities include redemption liabilities on equity shares.
Financial Information · 第 513 页
The change in fair value of redemption liabilities on equity shares also had a significant impact on our financial position during the Track Record Period.
Financial Information · 第 505 页
The fair value of redemption liabilities on equity shares have been estimated using a discounted cash flow and back-solve method based on unobservable inputs including risk-free interest rate, volatility and discount for lack of marketability (DLOM).
健康160国际有限公司160 Health International Limited02656.HK
附赎回权股份产生赎回负债及融资成本
Our net liability and net current liability position as of December 31, 2022 was primarily due to redemption liabilities stemming from the issuance of ordinary shares with redemption rights related to our Pre-IPO Investments.
Business · 第 382 页
With the termination of all preferred rights with relevant investors in 2023, we fully derecognized all redemption liabilities by December 31, 2023, and do not anticipate incurring any new redemption liabilities that could affect our total or current liabilities before the Listing.
Financial Information · 第 496 页
Net finance costs on redemption liabilities | 37,012 | 9,069 | – | – | –
Under U.S. GAAP, the Group classified the redeemable shares as mezzanine equity in the condensed consolidated balance sheet because they were redeemable at the holders’ option upon the occurrence of certain deemed liquidation events that outside the Group’s control.
Financial Information · 第 414 页
Under IFRSs, the redeemable shares, which were contingently redeemable at the option of the holders, were classified as financial liabilities.
Financial Information · 第 414 页
All the redeemable shares of the Company were converted into ordinary shares upon the completion of IPO in February 2023.
Changes in fair value of redemption liabilities on equity shares represent the fair value changes of the Shares with preferred rights held by our Pre-IPO Investors, which are also non-cash in nature.
Summary · 第 20 页
The redemption rights granted to our Pre-IPO Investors had been terminated pursuant to certain supplemental agreements in 2024, and we no longer recognized any redemption liabilities on equity shares or any loss or gain on fair value changes of such liabilities thereafter.
Summary · 第 20 页
The decrease of our net losses from 2023 to 2024 was primarily due to (i) a decrease of RMB75.2 million in change in fair value of redemption liabilities on equity shares, mainly because we terminated the redemption rights granted to our Pre-IPO Investors pursuant to certain supplemental agreements in 2024, and we no longer recognized any redemption liabilities on equity shares or any loss or gain on fair value changes of such liabilities thereafter; and (ii) a decrease of RMB45.2 million in research and development expenses, mainly attributable to decreases in clinical trial expenses and preclinical and CMC expenses, which aligned with the evolving progress of respective preclinical and clinical programs of our drug candidates; partially offset by an increase of RMB49.6 million in administrative expenses, mainly attributable to an increase in share-based compensation arising from increases in the number and value of share incentives granted, and an increase in professional service fees mainly in connection with the listing expenses incurred.
武汉大众口腔医疗股份有限公司Wuhan Dazhong Dental Medical Co., Ltd.02651.HK
可赎回优先股及其公平值变动
The carrying amounts of redeemable preference shares were RMB110,450,000, RMB112,781,000, and nil as of December 31, 2022, 2023 and 2024, respectively.
Financial Information · 第 318 页
We had fair value losses on redeemable preference shares of RMB1.3 million and RMB2.3 million for the year ended December 31, 2022 and 2023, respectively.
Financial Information · 第 329 页
we recorded fair value gains on redeemable preference shares of RMB1.7 million for the year ended December 31, 2024, primarily due to the decrease in the valuation of fair values of redeemable preference shares, which was assessed based on the actual consideration paid to the pre-IPO investors whose special rights had been terminated in September 2024.
As of December 31, 2022, 2023, 2024 and April 30, 2025, being the most recent practicable date for determining our indebtedness, our redemption liabilities amounted to RMB5,714.8 million, RMB6,362.8 million, RMB7,048.6 million and RMB7,057.9 million, respectively.
Financial Information · 第 437 页
We recorded changes in the carrying amount of redemption liabilities of RMB(732.0) million, RMB(648.0) million and RMB(685.8) million in 2022, 2023 and 2024, respectively.
Financial Information · 第 410 页
The redemption liabilities were classified as current liabilities as some of the redemption events could occur anytime.
Our change in fair value of financial liabilities through profit or loss and derivative financial instruments were losses of US$45.3 million, US$95.8 million and US$63.7 million for the years ended 31 December 2022, 2023 and 2024, respectively.
Financial Information · 第 481 页
As of the Latest Practicable Date, we had not received any redemption notice from Series C Investors and a majority of Series C Investors have indicated to us that they have no intention to exercise the redemption rights for at least 12 months from 31 December 2024.
Financial Information · 第 491 页
The fair value changes of convertible redeemable preferred shares affected our financial performance in the Track Record Period, and will continue to affect our financial performance subsequent to the Track Record Period until the conversion of Preferred Shares into ordinary shares upon Listing.
We incurred fair value losses on financial liabilities at FVTPL of RMB67.1 million, RMB45.4 million and RMB83.4 million, in 2022, 2023 and 2024, respectively.
Financial Information · 第 347 页
Our fair value losses on financial liabilities at FVTPL increased from RMB45.4 million in 2023 to RMB83.4 million in 2024, primarily due to changes in the valuation of our Company.
Financial Information · 第 349 页
However, our financial performance may be affected by changes in the fair value of redemption liabilities on equity shares until their conversion into equity upon Listing.
云知声智能科技股份有限公司UNISOUND AI TECHNOLOGY CO., LTD.09678.HK
Pre-IPO赎回负债逾33亿元及利息开支
As a result, we had redemption liabilities of RMB2,109.0 million, RMB3,038.5 and RMB3,303.1 million as of December 31, 2022, 2023 and 2024, respectively.
Financial Information · 第 314 页
As of December 31, 2022, 2023, and 2024 and April 30, 2025, our redemption liabilities were RMB2,109.0 million, RMB3,038.5 million, RMB3,303.1 million and RMB3,394.7 million, respectively, primarily representing our obligation to purchase our equity instruments, which is conditional on certain investors’ exercising right to redeem.
Fair value changes in financial instruments issued to investors were RMB366.9 million, RMB256.1 million, and RMB493.7 million, respectively, for the years ended December 31, 2022, 2023, and 2024.
Financial Information · 第 379 页
The loss we recognized from the fair value changes in financial instruments issued to investors increased from RMB256.1 million for the year ended December 31, 2023 to RMB493.7 million for the year ended December 31, 2024, primarily due to the larger increase in our business value for the year ended December 31, 2024 than for the year ended December 31, 2023 as determined using valuation techniques.
Financial Information · 第 385 页
Immediately prior to the Listing, all the preferred rights associated with our Shares will be terminated.
As of December 31, 2022, 2023, and 2024, and April 30, 2025, our financial instruments issued to investors of our Series B Preferred Shares classified as financial liabilities at fair value through profit or loss had fair value of RMB1.8 billion, RMB1.9 billion, RMB2.0 billion and RMB2.0 billion, respectively.
Financial Information · 第 408 页
Financial instruments issued to investors of Series B Preferred Shares are classified as non-current liabilities as of December 31, 2022, and 2023, and as current liabilities as of December 31, 2024.
Financial Information · 第 370 页
Upon the completion of the Global Offering, all the preferred shares of the Company will be automatically converted into the ordinary shares of the Company on a one-to-one basis.
In 2022, 2023 and 2024, we recorded fair value losses on financial liabilities at FVTPL of RMB29.5 million, RMB55.5 million and RMB43.0 million, respectively.
Financial Information · 第 325 页
Upon completion of this Listing, our Preferred Shares will be automatically converted into Ordinary Shares.
Financial Information · 第 325 页
However, our financial performance may be affected by changes in the fair value of financial liabilities at FVTPL until their conversion into equity upon listing.
These changes in profit or loss relate to the financial instruments we issued to investors which will automatically convert into ordinary shares upon the completion of the Global Offering, and the carrying amount of the financial liabilities are expected to be reclassified to equity upon such conversion.
Summary · 第 10 页
Financial instruments issued to investors amounted to RMB899.9 million, RMB1,357.1 million, RMB1,702.2 million and RMB1,703.1 million as of December 31, 2022, 2023 and 2024 and March 31, 2025, respectively.