特殊销售模式

港股IPO招股书披露先例 · 172 家公司,193 项

此类事项指发行人通过寄售、代理商或中介人、ODM贴牌、附营贸易业务、品牌客户指定采购及外购转售等特殊安排确认收入的情形。招股书通常在概要、风险因素、业务及财务资料章节披露,内容包括该等模式的收入金额及占比、交易安排与结算条款,并常以行业惯例说明、收入确认依据、内控及风险管控措施解释其商业合理性。

2023-10-31Prospectus
广州佛朗斯股份有限公司FOLANGSI CO., LTD02499.HK

设备与零部件贸易销售占收入23.4%至31.6%

During the Track Record Period, our revenue derived from sales of intralogistics equipment and parts amounted to RMB229.5 million, RMB304.5 million, RMB315.2 million, and RMB137.8 million in 2020, 2021 and 2022, and the four months ended April 30, 2023, respectively.

Business · 第 213 页

With our established procurement and sales channels, we trade new and used intralogistics equipment to match requirements of customers in China, which helps increase the customer adherence, and attract new customers to our intralogistics equipment subscription business segment and maintenance and repair business segment.

Business · 第 190 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-10-31Prospectus
广州佛朗斯股份有限公司FOLANGSI CO., LTD02499.HK

贸易公司客户贡献收入约18%至22%

Our business relationships with such customers are of a buyer/seller nature. The risks and ownership of relevant equipment and/or parts were transferred to such customers upon acceptance.

Business · 第 218 页

Such customers did not have a legal right to return products to the Company except for product defects.

Business · 第 218 页

Based on the best knowledge of our Directors, relevant trading companies procured equipment and/or parts primarily to satisfy their own intralogistics need, including movement of goods and material.

Business · 第 216 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-10-24Prospectus
北京友宝在线科技股份有限公司Beijing UBOX Online Technology Corp.02429.HK

移动设备分销构成转售贸易业务

In 2019, 2020, 2021, 2022 and the six months ended June 30, 2022 and 2023, mobile device distribution services contributed 2.2%, 7.3%, 14.5%, 6.4%, 4.0% and 5.6% of our total revenue, respectively.

Business · 第 268 页

Upon receiving orders from mobile device resellers, we purchase mobile phones or accessories from mobile phone manufacturers, and then sell them to the resellers.

Business · 第 269 页

We enter into framework agreements with authorized resellers, pursuant to which the authorized resellers, acting as our buyers rather than agents, purchase mobile phones or accessories from us while we deliver the products.

Business · 第 270 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-10-20Prospectus
锅圈食品(上海)股份有限公司GUOQUAN FOOD (SHANGHAI) CO., LTD.02517.HK

向供应商及食品批发商转售所采购食材

Leveraging such procurement sources, in late 2021 we started to supply certain imported food ingredients, mainly including shrimp and beef, to our suppliers as well as certain food wholesalers, which contributed to the increase in the revenue from sales of other products from RMB494.7 million in 2021 to RMB992.5 million in 2022 and from RMB238.5 million for the four months ended April 30, 2022 to RMB263.0 million for the same period in 2023.

Business · 第 190 页

However, we expect the concentration on top customers to remain low, and to generate the vast majority of our revenue from individual customers.

Business · 第 190 页

In addition, as we procure a large volume of raw materials as a group and able to negotiate for favorable pricing and quality assurance, we also procure additional amount of food ingredients, such as beef and lamb, from external suppliers of raw ingredients, and sold a portion of these raw materials to our suppliers of finished products.

Business · 第 197 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-10-16Prospectus
极兔速递环球有限公司J&T Global Express Limited01519.HK

向网络伙伴及未并表实体收费的模式

We accounted for the parcel volume they delivered under our brand and we charged network service fees and delivery services fees from the SEA entities.

Business · 第 200 页

In 2020, around 25% of the parcels in Southeast Asia were from unconsolidated regional operating entities who were our customers.

Business · 第 228 页

Network partners then pay us (together with consolidated regional operating entities) fees for transit and delivery.

Business · 第 229 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-09-28Prospectus
迈越科技股份有限公司MAIYUE TECHNOLOGY LIMITED02501.HK

IT服务供应商贡献三至五成收入

The IT services providers may (i) assign us all or part of their project works to the end users by engaging us for the provision of integrated IT solutions services; or (ii) purchase hardware and software, and standalone IT services from us.

Summary · 第 4 页

In respect of our arrangements with IT services providers, our Directors are of the view that, which is also supported by the F&S Report that, it is not uncommon in the IT solutions market that IT services providers assign their project works, in whole or in part, to other market participants.

Business · 第 207 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-09-18Prospectus
北京第四范式智能技术股份有限公司Beijing Fourth Paradigm Technology Co., Ltd.06682.HK

约六至八成收入经系统集成商实现

In 2020, 2021, 2022 and in the three months ended March 31, 2022 and 2023, revenue generated from such solution partner customers accounted for 85%, 57%, 68%, 67% and 78% of our total revenue, respectively.

Business · 第 233 页

As such, we do not believe that the solution partners are our distributors, and we do not believe that our business relationship with them raises any concern in relation to inventory risk, cannibalization or recoverability of accounts receivables.

Business · 第 233 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-09-14Prospectus
途虎养车股份有限公司TUHU Car Inc.09690.HK

汽配龙平台向门店提供汽配交易服务

Qipeilong is an auto part trading platform we built to serve the procurement needs of automotive service stores within and outside of our store network.

Summary · 第 5 页

Through Qipeilong, we provide two types of services, namely instant procurement service and facilitation services.

Summary · 第 5 页

Trade receivables from franchised Tuhu workshops arise when our franchised Tuhu workshops use Qipeilong platform to source products that are not available in our regional distribution centres for future end-customer orders.

Financial Information · 第 424 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-06-19Prospectus
艾迪康控股有限公司ADICON Holdings Limited09860.HK

检验业务之外兼营医疗产品销售

Aiming to provide well-rounded services to our customers, and as a supplement to our ICL business, we started to sell medical products to our own laboratories and third-party customers, primarily medical institutions in 2010.

Business · 第 191 页

During the Track Record Period, revenues generated from sales of medical products amounted to RMB228.5 million, RMB234.7 million and RMB459.9 million in 2020, 2021 and 2022, respectively, representing 8.3%, 6.9% and 9.5% of our total revenues in the same years, respectively.

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
2023-06-15Prospectus

线下渠道向企业客户销售

We sell offline to business customers who purchase our products and then sell to downstream businesses through their own online platforms or offline channels.

Business · 第 202 页

During the Track Record Period, revenue from our offline business customers represented 5.9%, 4.0% and 2.1% of the revenue of our Self-operation Business for the years ended 31 December 2020, 2021 and 2022, respectively.

Business · 第 203 页

With respect to offline allocation channels business, we generally allow a credit term of 30 to 90 days.

Financial Information · 第 262 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-05-31Prospectus
科笛集团Cutia Therapeutics02487.HK

分销两款海外合作方产品贡献主要收益

We also distributed two commercialized products developed by overseas collaboration partners.

Summary · 第 1 页

In addition to the product candidates listed below, we also entered into agreements for the distribution and marketing of CUP-MNDE and CUP-SFJH in Mainland China.

Business · 第 267 页

Although CUP-MNDE and CUP-SFJH are late entrants to the market, sales of CUP-MNDE and CUP-SFJH in 2022 amounted to RMB9.2 million in aggregate.

Business · 第 330 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-03-21Prospectus
力盟科技集团有限公司POWERWIN TECH GROUP LIMITED02405.HK

标准化数字营销服务收入按净额确认

During the Track Record Period, we generated the revenue from standardized digital marketing services on a net basis whereby (i) we charge gross billing to our marketers and extend applicable incentives (if any) to them, net result of which is regarded as our “net billing”; and (ii) we place gross spending with media publishers’ platforms and receive applicable rebates (if any) from media publishers (or their resellers or agents), net result of which is regarded as our “net spending”.

Business · 第 176 页

Under the relevant accounting principles, in determining whether the revenue from standardized digital marketing services should be reported on a net basis as opposed to gross basis, considerations are given to the fact that we act more as an intermediary connecting the marketers with media publishers.

Business · 第 177 页

For the years ended December 31, 2019, 2020 and 2021 and the nine months ended September 30, 2021 and 2022, our revenue from standardized digital marketing services amounted to US$6.1 million, US$7.2 million, US$7.8 million, US$5.5 million and US$5.7 million, respectively.

Business · 第 177 页
公司的解释、律师意见及原文页码定位:在 Matters 中查看
2023-03-14Prospectus
洲际船务集团控股有限公司Seacon Shipping Group Holdings Limited02409.HK

大量租船交易经由船务经纪人促成

For each year/period of the Track Record Period, approximately 52%, 71%, 46% and 76%, respectively of the vessels chartered-in by us from suppliers were conducted through a shipbroker and roughly 47%, 77%, 63% and 92%, respectively of the chartered-in vessels chartered by us to customers for each year/period of the Track Record Period were conducted through a shipbroker.

Business · 第 285 页

The brokerage payable to shipbrokers was generally around 1.25% of the charter hire or freight payable per customary industry standards.

Business · 第 285 页

According to F&S, there are many benefits to utilizing a shipbroker in the maritime shipping services industry.

Business · 第 284 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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