Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2019shares | |
Document Information [Line Items] | |
Document Type | 20-F |
Document Registration Statement | false |
Document Annual Report | true |
Document Transition Report | false |
Document Shell Company Report | false |
Amendment Flag | false |
Document Period End Date | Dec. 31, 2019 |
Document Fiscal Year Focus | 2019 |
Document Fiscal Period Focus | FY |
Entity Registrant Name | Tuniu Corp |
Entity Central Index Key | 0001597095 |
Current Fiscal Year End Date | --12-31 |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Accelerated Filer |
Entity Shell Company | false |
Entity Emerging Growth Company | false |
Class A ordinary shares | |
Document Information [Line Items] | |
Entity Common Stock, Shares Outstanding | 371,958,044 |
Class B ordinary shares [Member] | |
Document Information [Line Items] | |
Entity Common Stock, Shares Outstanding | 17,373,500 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS ¥ in Thousands, $ in Thousands | Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) |
Current assets | |||
Cash and cash equivalents | $ 42,441 | ¥ 295,463 | ¥ 560,356 |
Restricted cash | 46,978 | 327,052 | 270,670 |
Short-term investments | 187,507 | 1,305,386 | 859,211 |
Accounts receivable, net | 76,127 | 529,983 | 347,547 |
Amounts due from related parties | 9,352 | 65,108 | 696,520 |
Prepayments and other current assets | 186,774 | 1,300,284 | 1,673,584 |
Total current assets | 549,179 | 3,823,276 | 4,407,888 |
Non-current assets | |||
Long-term investments | 187,539 | 1,305,612 | 1,302,506 |
Property and equipment, net | 32,081 | 223,340 | 187,360 |
Intangible assets, net | 23,883 | 166,267 | 317,885 |
Operating lease right-of-use assets, net | 15,203 | 105,839 | |
Goodwill | 33,325 | 232,007 | 159,409 |
Other non-current assets | 12,055 | 83,923 | 81,039 |
Long-term amounts due from related parties | 80,092 | 557,582 | 0 |
Total non-current assets | 398,366 | 2,773,344 | 2,149,035 |
Total assets | 947,545 | 6,596,620 | 6,556,923 |
Current liabilities (including current liabilities of the Affiliated Entities without recourse to the Company amounting to RMB2,691,090 and RMB3,350,631, as of December 31, 2018 and 2019, respectively): | |||
Short-term borrowings | 29,281 | 203,845 | 49,312 |
Accounts and notes payable | 188,452 | 1,311,963 | 1,305,610 |
Amounts due to related parties | 4,274 | 29,755 | 77,159 |
Salary and welfare payable | 16,162 | 112,511 | 104,480 |
Taxes payable | 1,753 | 12,207 | 23,316 |
Advances from customers | 159,999 | 1,113,879 | 1,058,946 |
Operating lease liabilities, current | 8,258 | 57,490 | |
Accrued expenses and other current liabilities | 130,299 | 907,119 | 483,832 |
Total current liabilities | 538,478 | 3,748,769 | 3,102,655 |
Non-current liabilities | |||
Operating lease liabilities, non-current | 7,860 | 54,718 | |
Deferred tax liabilities | 3,398 | 23,658 | 19,855 |
Long-term borrowings | 1,392 | 9,689 | 4,492 |
Other non-current liabilities | 1,572 | 10,947 | 16,069 |
Total non-current liabilities | 14,222 | 99,012 | 40,416 |
Total liabilities | 552,700 | 3,847,781 | 3,143,071 |
Commitments and contingencies (Note 22) | |||
Redeemable noncontrolling interests | 5,343 | 37,200 | 69,319 |
Equity | |||
Ordinary shares (US$0.0001 par value; 1,000,000,000 shares (including 780,000,000 Class A shares, 120,000,000 Class B shares and 100,000,000 shares to be designated by the Board of Directors) authorized as of December 31, 2018 and 2019; 389,331,544 shares (including 371,958,044 Class A shares and 17,373,500 Class B shares) issued and outstanding as of December 31, 2018 and 2019) | 36 | 249 | 249 |
Less: Treasury stock | (44,664) | (310,942) | (304,535) |
Additional paid-in capital | 1,309,074 | 9,113,512 | 9,061,979 |
Accumulated other comprehensive income | 42,199 | 293,784 | 284,079 |
Accumulated deficit | (917,288) | (6,385,974) | (5,691,409) |
Total Tuniu Corporation shareholders' equity | 389,357 | 2,710,629 | 3,350,363 |
Noncontrolling interests | 145 | 1,010 | (5,830) |
Total equity | 389,502 | 2,711,639 | 3,344,533 |
Total liabilities, redeemable noncontrolling interests and equity | 947,545 | 6,596,620 | 6,556,923 |
Land | |||
Non-current assets | |||
Operating lease right-of-use assets, net | $ 14,188 | ¥ 98,774 | ¥ 100,836 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) ¥ in Thousands, $ in Thousands | Dec. 31, 2019CNY (¥)shares | Dec. 31, 2018CNY (¥)shares |
Current liabilities (including current liabilities of the Affiliated Entities without recourse to the Company) | ¥ 3,748,769 | ¥ 3,102,655 |
Ordinary shares, shares authorized | 1,000,000,000 | 1,000,000,000 |
Ordinary shares, shares issued | 389,331,544 | 389,331,544 |
Ordinary shares, shares outstanding | 389,331,544 | 389,331,544 |
Board of Directors Chairman [Member] | ||
Ordinary shares, shares authorized | 100,000,000 | 100,000,000 |
Class A ordinary shares | ||
Ordinary shares, shares authorized | 780,000,000 | 780,000,000 |
Ordinary shares, shares issued | 371,958,044 | 371,958,044 |
Ordinary shares, shares outstanding | 371,958,044 | 371,958,044 |
Class B ordinary shares [Member] | ||
Ordinary shares, shares authorized | 120,000,000 | 120,000,000 |
Ordinary shares, shares issued | 17,373,500 | 17,373,500 |
Ordinary shares, shares outstanding | 17,373,500 | 17,373,500 |
VIE [Member] | ||
Current liabilities (including current liabilities of the Affiliated Entities without recourse to the Company) | ¥ | ¥ 3,350,631 | ¥ 2,691,090 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2019CNY (¥)¥ / sharesshares | Dec. 31, 2018CNY (¥)¥ / sharesshares | Dec. 31, 2017CNY (¥)¥ / sharesshares | |
Revenues | ||||
Net revenues | $ 327,643 | ¥ 2,280,987 | ¥ 2,240,149 | ¥ 2,192,100 |
Cost of revenues | (172,371) | (1,200,012) | (1,065,022) | (1,024,206) |
Gross profit | 155,272 | 1,080,975 | 1,175,127 | 1,167,894 |
Operating expenses | ||||
Research and product development | (43,604) | (303,561) | (315,222) | (541,126) |
Sales and marketing | (132,620) | (923,273) | (778,126) | (894,148) |
General and administrative | (107,645) | (749,404) | (487,372) | (637,795) |
Other operating income | 3,508 | 24,419 | 56,599 | 21,749 |
Total operating expenses | (280,361) | (1,951,819) | (1,524,121) | (2,051,320) |
Loss from operations | (125,089) | (870,844) | (348,994) | (883,426) |
Other income/(expenses) | ||||
Interest and investment income, net | 22,532 | 156,862 | 152,929 | 130,250 |
Interest expense | (4,891) | (34,052) | (7,918) | |
Foreign exchange losses, net | (162) | (1,131) | (11,729) | (2,394) |
Other (loss)/income, net | 2,658 | 18,509 | 16,494 | (121) |
Loss before income tax expense | (104,952) | (730,656) | (199,218) | (755,691) |
Income tax expense | (136) | (949) | (153) | (15,625) |
Equity in income of affiliates | 320 | 2,223 | ||
Share of loss of subsidiaries and affiliated entities | 320 | 2,223 | ||
Net loss | (104,768) | (729,382) | (199,371) | (771,316) |
Net loss attributable to noncontrolling interests | (5,142) | (35,797) | (14,037) | (4,934) |
Net income attributable to redeemable noncontrolling interests | 141 | 980 | 178 | 922 |
Net loss attributable to Tuniu Corporation | (99,767) | (694,565) | (185,512) | (767,304) |
Accretion on redeemable noncontrolling interests | (666) | (4,634) | (2,422) | (5,725) |
Net loss attributable to ordinary shareholders | (100,433) | (699,199) | (187,934) | (773,029) |
Net loss | (104,768) | (729,382) | (199,371) | (771,316) |
Other comprehensive loss /(income) | ||||
Foreign currency translation adjustment, net of nil tax | 1,394 | 9,705 | 11,693 | (128,539) |
Comprehensive loss | (103,374) | (719,677) | (187,678) | (899,855) |
Comprehensive loss attributable to noncontrolling interests | (5,142) | (35,797) | (14,037) | (4,934) |
Comprehensive income attributable to redeemable noncontrolling interests | 141 | 980 | 178 | 922 |
Comprehensive loss attributable to Tuniu Corporation | $ (98,373) | ¥ (684,860) | ¥ (173,819) | ¥ (895,843) |
Loss per share | ||||
Basic and diluted | (per share) | $ (0.27) | ¥ (1.89) | ¥ (0.50) | ¥ (2.04) |
Weighted average number of ordinary shares used in computing basic and diluted loss per share | shares | 369,472,880 | 369,472,880 | 377,744,381 | 378,230,039 |
Package Tours Services [Member] | ||||
Revenues | ||||
Total revenues | $ 271,025 | ¥ 1,886,822 | ¥ 1,830,630 | ¥ 1,589,353 |
Net revenues | ¥ | 166,186 | 241,181 | 497,918 | |
Others [Member] | ||||
Revenues | ||||
Total revenues | $ 56,618 | ¥ 394,165 | ¥ 409,519 | ¥ 602,747 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY ¥ in Thousands, $ in Thousands | Ordinary shares [Member]USD ($)shares | Ordinary shares [Member]CNY (¥)shares | Treasury Stock [Member]USD ($)shares | Treasury Stock [Member]CNY (¥)shares | Additional paid-in capital [Member]USD ($) | Additional paid-in capital [Member]CNY (¥) | Accumulated other comprehensive income/(loss) [Member]USD ($) | Accumulated other comprehensive income/(loss) [Member]CNY (¥) | Accumulated deficit [Member]USD ($) | Accumulated deficit [Member]CNY (¥) | Total Tuniu Corporation Shareholders' equity [Member]USD ($) | Total Tuniu Corporation Shareholders' equity [Member]CNY (¥) | Noncontrolling interests [Member]USD ($) | Noncontrolling interests [Member]CNY (¥) | USD ($) | CNY (¥) |
Balance at Dec. 31, 2016 | ¥ 242 | ¥ (19,708) | ¥ 8,855,991 | ¥ 400,925 | ¥ (4,738,593) | ¥ 4,498,857 | ¥ 798 | ¥ 4,499,655 | ||||||||
Balance (in shares) at Dec. 31, 2016 | shares | 379,470,757 | 379,470,757 | (985,299) | (985,299) | ||||||||||||
Repurchase of ordinary shares | ¥ (165,711) | (165,711) | (165,711) | |||||||||||||
Repurchase of ordinary shares (in shares) | shares | (8,986,053) | (8,986,053) | ||||||||||||||
Issuance of ordinary shares pursuant to share incentive plan | ¥ 6 | 67,587 | 67,593 | 67,593 | ||||||||||||
Issuance of ordinary shares pursuant to share incentive plan ( in shares) | shares | 9,447,258 | 9,447,258 | ||||||||||||||
Share-based compensation expenses | 98,675 | 98,675 | 98,675 | |||||||||||||
Capital contribution to subsidiaries with noncontrolling interests | (2,735) | (2,735) | 6,334 | 3,599 | ||||||||||||
Foreign currency translation adjustments | (128,539) | (128,539) | (128,539) | |||||||||||||
Accretion on redeemable noncontrolling interests | (5,725) | (5,725) | (5,725) | |||||||||||||
Net loss | (767,304) | (767,304) | (4,934) | (772,238) | ||||||||||||
Balance at Dec. 31, 2017 | ¥ 248 | ¥ (185,419) | 9,013,793 | 272,386 | (5,505,897) | 3,595,111 | 2,198 | 3,597,309 | ||||||||
Balance (in shares) at Dec. 31, 2017 | shares | 388,918,015 | 388,918,015 | (9,971,352) | (9,971,352) | ||||||||||||
Repurchase of ordinary shares | ¥ (141,471) | (141,471) | (141,471) | |||||||||||||
Repurchase of ordinary shares (in shares) | shares | (9,917,211) | (9,917,211) | ||||||||||||||
Issuance of ordinary shares pursuant to share incentive plan | ¥ 1 | ¥ 22,355 | (18,130) | 4,226 | 4,226 | |||||||||||
Issuance of ordinary shares pursuant to share incentive plan ( in shares) | shares | 413,529 | 413,529 | 564,663 | 564,663 | ||||||||||||
Share-based compensation expenses | 68,738 | 68,738 | 68,738 | |||||||||||||
Capital contribution to subsidiaries with noncontrolling interests | 2,117 | 2,117 | ||||||||||||||
Acquisition of subsidiaries | 3,892 | 3,892 | ||||||||||||||
Foreign currency translation adjustments | 11,693 | 11,693 | 11,693 | |||||||||||||
Accretion on redeemable noncontrolling interests | (2,422) | (2,422) | (2,422) | |||||||||||||
Net loss | (185,512) | (185,512) | (14,037) | (199,549) | ||||||||||||
Balance at Dec. 31, 2018 | ¥ 249 | ¥ (304,535) | 9,061,979 | 284,079 | (5,691,409) | 3,350,363 | (5,830) | 3,344,533 | ||||||||
Balance (in shares) at Dec. 31, 2018 | shares | 389,331,544 | 389,331,544 | (19,323,900) | (19,323,900) | ||||||||||||
Repurchase of ordinary shares | ¥ (11,147) | (11,147) | (11,147) | |||||||||||||
Repurchase of ordinary shares (in shares) | shares | (947,529) | (947,529) | ||||||||||||||
Issuance of ordinary shares pursuant to share incentive plan | ¥ 4,740 | (4,600) | 140 | 140 | ||||||||||||
Issuance of ordinary shares pursuant to share incentive plan ( in shares) | shares | 964,128 | 964,128 | ||||||||||||||
Share-based compensation expenses | 61,736 | 61,736 | 61,736 | |||||||||||||
Capital contribution to subsidiaries with noncontrolling interests | 1,500 | 1,500 | ||||||||||||||
Acquisition of subsidiaries | 43,798 | 43,798 | ||||||||||||||
Acquisition of additional shares in subsidiaries | (1,134) | (1,134) | (2,281) | (3,415) | ||||||||||||
Disposal of shares in subsidiaries | 165 | 165 | (380) | (215) | ||||||||||||
Foreign currency translation adjustments | 9,705 | 9,705 | 9,705 | |||||||||||||
Accretion on redeemable noncontrolling interests | (4,634) | (4,634) | $ (666) | (4,634) | ||||||||||||
Net loss | (694,565) | (694,565) | (35,797) | (730,362) | ||||||||||||
Balance at Dec. 31, 2019 | $ 36 | ¥ 249 | $ (44,664) | ¥ (310,942) | $ 1,309,074 | ¥ 9,113,512 | $ 42,199 | ¥ 293,784 | $ (917,288) | ¥ (6,385,974) | $ 389,357 | ¥ 2,710,629 | $ 145 | ¥ 1,010 | $ 389,502 | ¥ 2,711,639 |
Balance (in shares) at Dec. 31, 2019 | shares | 389,331,544 | 389,331,544 | (19,307,301) | (19,307,301) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
Cash flows from operating activities: | ||||
Net loss | $ (104,768) | ¥ (729,382) | ¥ (199,371) | ¥ (771,316) |
Depreciation of property and equipment | 12,624 | 65,704 | ||
Amortization of intangible assets and land use right | 22,265 | 150,092 | ||
Amortization of right-of-use assets | 11,446 | 79,683 | ||
Allowance for doubtful accounts | 26,592 | 185,130 | 2,568 | 45,808 |
Change in fair value of contingent consideration | 49 | 344 | (5,242) | 5,572 |
Foreign exchange loss | (12) | (82) | 14,279 | 673 |
Loss from disposal of property and equipment | 215 | 1,501 | 1,368 | 562 |
Loss from impairment of Intangible asset | 4,599 | 32,014 | ||
Share-based compensation expenses | 8,867 | 61,736 | 68,738 | 98,675 |
Change in deferred tax liabilities | (392) | (2,727) | (2,362) | (2,314) |
Remeasurement of equity investments | (2,637) | (18,356) | (12,581) | |
Change in fair value of investments | (2,582) | (17,977) | (8,153) | |
Gain from disposal of equity investment | (3) | (24) | (1,850) | |
Share of results of equity investees | (320) | (2,223) | ||
Changes in operating assets and liabilities: | ||||
Accounts receivable | (7,906) | (55,043) | (60,584) | (64,286) |
Amounts due from related parties | 7,156 | 49,815 | 14,810 | 283,901 |
Prepayments and other current assets | 23,012 | 160,205 | (1,867) | 691,932 |
Accrued interests of yield enhancement products | 10,580 | 15,114 | ||
Other non-current assets | 15 | 103 | (25,606) | (9,668) |
Operating Lease Liabilities, current and non-current | (10,531) | (73,315) | ||
Accounts and notes payable | (5,208) | (36,253) | 553,445 | (167,262) |
Amounts due to related parties | (6,809) | (47,404) | (9,765) | 54,398 |
Salary and welfare payable | 842 | 5,860 | (83,274) | (4,930) |
Taxes payable | (1,635) | (11,383) | (8,748) | 20,417 |
Advances from customers | 6,392 | 44,498 | (152,335) | (595,876) |
Accrued expenses and other liabilities | 2,188 | 15,234 | (34,719) | (221,018) |
Accrued interests of amounts due to the individual investors of yield enhancement products | (6,559) | (11,183) | ||
Non-current liabilities | (762) | (5,304) | (4,844) | (3,644) |
Net cash (used in)/provided by operating activities | (17,303) | (120,461) | 268,089 | (418,649) |
Cash flows from investing activities: | ||||
Purchase of short-term investments | (293,212) | (2,041,280) | (1,858,032) | (2,488,010) |
Proceeds from maturity of short-term investments | 231,851 | 1,614,098 | 4,067,804 | 3,271,860 |
Proceeds from maturity of yield enhancement products | 172,458 | 434,977 | ||
Increase in loan receivable | (2,382) | (16,584) | (1,326,160) | (16,438) |
Purchase of property and equipment and intangible assets | (17,593) | (122,479) | (119,442) | (160,497) |
Cash paid for long-term investments | (78,601) | (547,205) | (874,120) | (426,227) |
Proceeds from maturity of long-term investments | 81,665 | 568,532 | 91,030 | |
Cash received from disposal of equity investment | 3,114 | |||
Cash paid for acquisition, net of cash received | (4,772) | (33,216) | (2,660) | (111) |
Net cash provided by/(used in) investing activities | (83,044) | (578,134) | 153,992 | 615,554 |
Cash flows from financing activities: | ||||
Cash paid for repurchase of ordinary shares | (1,946) | (13,547) | (139,070) | (166,149) |
Proceeds from issuance of ordinary shares upon exercise of options | 16 | 109 | 4,585 | 67,344 |
Contingent consideration paid for business acquisitions | (2,000) | (13,921) | (6,800) | (6,800) |
Repurchase of redeemable noncontrolling interests | (5,420) | (37,733) | (30,000) | |
Acquisition of noncontrolling interests of subsidiaries | (490) | (3,415) | ||
Cash contribution from noncontrolling interests | 215 | 1,500 | 2,117 | 3,599 |
Proceeds from yield enhancement products | (171,412) | (682,760) | ||
Repayment of short-term and long-term borrowings | 40,414 | 281,354 | 390 | |
Proceeds from short-term and long-term borrowings | 119,721 | 833,471 | 195,758 | |
Net cash (used in)/provided by financing activities | 69,682 | 485,110 | (145,212) | (784,766) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 714 | 4,974 | (21,754) | (46,025) |
Net (decrease)/increase in cash, cash equivalents and restricted cash | (29,951) | (208,511) | 255,115 | (633,886) |
Cash, cash equivalents and restricted cash at the beginning of year | 119,370 | 831,026 | 575,911 | 1,209,797 |
Cash, cash equivalents and restricted cash at the end of year | 89,419 | 622,515 | 831,026 | 575,911 |
Supplemental disclosure of cash flow information | ||||
Income tax paid | 328 | 2,286 | 3,740 | 12,199 |
Supplemental disclosure of non-cash investing and financing activities | ||||
Accrual related to purchase of property and equipment | 1,792 | 12,473 | 5,202 | 11,859 |
Receivables related to exercise of stock options | (8) | (55) | (23) | (385) |
Accrual related to purchase business acquisitions | $ 4,385 | ¥ 30,530 | ¥ 36,456 | ¥ 38,116 |
Organization and Principal Acti
Organization and Principal Activities | 12 Months Ended |
Dec. 31, 2019 | |
Organization and Principal Activities | |
Organization and Principal Activities | 1. Organization and Principal Activities Tuniu Corporation (the “Company”) is an exempted company with limited liability incorporated in the Cayman Islands. The Company, its subsidiaries and the consolidated variable interest entity (“VIE”) and its subsidiaries (collectively referred to as the “Affiliated Entities”) are collectively referred to as the “Group”. The Group’s principal activity is the provision of travel-related services in the People’s Republic of China (“PRC”). As of December 31, 2019, the Company’s significant consolidated subsidiaries and the consolidated Affiliated Entities are as follows: Percentage of direct or indirect Place of economic Name of subsidiaries and Affiliated entities Date of establishment/acquisition incorporation ownership Subsidiaries of the Company: Tuniu (HK) Limited Established on May 20, 2011 Hong Kong % Tuniu (Nanjing) Information Technology Co., Ltd. Established on August 24, 2011 PRC % Beijing Tuniu Technology Co., Ltd. (“Beijing Tuniu”) Established on September 8, 2008 PRC % Jiangsu Kaihui Commercial Factoring Co., Ltd Established on September 22, 2015 PRC % Xiamen Suiwang International Travel Service Co., Ltd. Established on January 26, 2016 PRC % Tianjin Tuniu International Travel Service Co., Ltd. Established on March 23, 2016 PRC % Guangzhou Kaihui Internet Microcredit Co., Ltd. Established on June 13, 2016 PRC % Nanjing Kaihui Internet Microcredit Co., Ltd. Established on December 28, 2016 PRC % Variable Interest Entity (“VIE”) Nanjing Tuniu Technology Co., Ltd. (“Nanjing Tuniu”) Established on December 18, 2006 PRC % Subsidiaries of VIE Shanghai Tuniu International Travel Service Co., Ltd. Acquired on August 22, 2008 PRC % Nanjing Tuniu International Travel Service Co., Ltd. Acquired on December 22, 2008 PRC % Beijing Tuniu International Travel Service Co., Ltd. Acquired on November 18, 2009 PRC % Nanjing Tuzhilv Tickets Sales Co., Ltd. Established on April 19, 2011 PRC % Beijing Global Tour International Travel Service Co., Ltd. Acquired on July 1, 2015 PRC % Tuniu Insurance Brokers Co., Ltd. Acquired on August 11, 2015 PRC % |
Principal Accounting Policies
Principal Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Principal Accounting Policies | |
Principal Accounting Policies | 2. Principal Accounting Policies (a) Basis of Presentation The consolidated financial statements of the Group have been prepared in accordance with the accounting principles generally accepted in the United States of America (“U.S. GAAP”). Liquidity The Group’s consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and liquidation of liabilities during the normal course of operations. The Group incurred net losses of approximately RMB767,304, RMB185,512 and RMB694,565 for the years ended December 31, 2017, 2018 and 2019, respectively. Net cash used in operating activities was approximately RMB418,649 and RMB120,461 for the years ended December 31, 2017 and 2019 respectively, and net cash provided by operating activities was RMB268,089 for the year ended December 31, 2018. Accumulated deficit was RMB5,505,897, RMB5,691,409 and RMB6,385,974 as of December 31, 2017, 2018 and 2019, respectively. As disclosed in note 24, Subsequent event, the outbreak of COVID-19 has had material adverse impacts on the Group’s cash flow for the first two quarters of 2020 with potential continuing impacts on subsequent periods. The conditions and events indicated there could cast substantial doubt on the Group’s ability to continue as a going concern. The Group has taken actions to manage its liquidity by reducing capital expenditures and operational expenses that are discretionary in nature and obtaining funding from the maturity of certain short-term and long-term investments. Based on management’s liquidity assessment, considering these actions taken, management believes that the Group’s available cash, cash equivalents, and cash generated from future operations and maturity of investments will be sufficient to meet its working capital requirements and capital expenditures in the ordinary course of business for the next twelve months from the issuance of these consolidated financial statements. Accordingly, the consolidated financial statements have been prepared on going concern basis. (b) Principles of Consolidation The consolidated financial statements include the financial statements of the Company, its subsidiaries, the Affiliated Entities for which the Company is the primary beneficiary. Subsidiaries are those entities in which the Company, directly or indirectly, controls more than one half of the voting power, has the power to appoint or remove the majority of the members of the board of directors, or to cast a majority of votes at the meeting of board of directors, or has the power to govern the financial and operating policies of the investee under a statute or agreement among the shareholders or equity holders. A VIE is an entity in which the Company, or its subsidiary, through contractual arrangements, has controlling interest and therefore the Company or its subsidiary is the primary beneficiary of the entity. In determining whether the Company or its subsidiary has controlling interests in a VIE, the Company considers whether the company or its subsidiary has the power to direct activities that most significantly impact the VIE’s economic performance, and the right to receive benefits from the VIE or the obligation right to absorb losses of the VIE that could be potentially significant to the VIE. All significant transactions and balances among the Company, its subsidiaries and the Affiliated Entities have been eliminated upon consolidation. To comply with PRC laws and regulations that restrict foreign equity ownership of companies that operate internet content, travel agency and air-ticketing services, the Company operates its website and engaged in such restricted services through Nanjing Tuniu and its subsidiaries. Nanjing Tuniu’s equity interests are held by Dunde Yu, the Company’s Chief Executive Officer, Haifeng Yan, the Company’s director, and several other PRC citizens. On September 17, 2008, Beijing Tuniu, one of the Company’s wholly owned subsidiaries, entered into a series of agreements with Nanjing Tuniu and its shareholders. Pursuant to these agreements, Beijing Tuniu has the ability to direct substantially all the activities of Nanjing Tuniu, and absorb substantially all of the risks and rewards of the Affiliated Entities. As a result, Beijing Tuniu is the primary beneficiary of Nanjing Tuniu, and has consolidated the Affiliated Entities. Contractual arrangements On September 17, 2008, Beijing Tuniu entered into a series of contractual agreements with Nanjing Tuniu and its shareholders. The following is a summary of the agreements which allow the Company to exercise effective control over Nanjing Tuniu: (1) Purchase Option Agreement. Under the purchase option agreement entered between Beijing Tuniu and the shareholders of Nanjing Tuniu on September 17, 2008, Beijing Tuniu has the irrevocable exclusive right to purchase, or have its designated person or persons to purchase all or part of the shareholders’ equity interests in Nanjing Tuniu at RMB1,800 which was increased to RMB2,430 in March 2014. The option term remains valid for a period of 10 years and can be extended indefinitely at Beijing Tuniu’s discretion. The purchase consideration was paid by Beijing Tuniu to the shareholders of Nanjing Tuniu shortly after the purchase option agreement was entered. On January 24, 2014, the Company amended and restated the purchase option agreement, and the effective term of the purchase option agreement has been changed to until all equity interests held in Nanjing Tuniu are transferred or assigned to Beijing Tuniu or its designated person or persons. (2) Equity Interest Pledge Agreement. Under the equity interest pledge agreement entered between Beijing Tuniu and the shareholders of Nanjing Tuniu on September 17, 2008, the shareholders pledged all of their equity interests in Nanjing Tuniu to guarantee their performance of their obligations under the purchase option agreement. If the shareholders of Nanjing Tuniu breach their contractual obligations under the purchase option agreement, Beijing Tuniu, as the pledgee, will have the right to either conclude an agreement with the pledger to obtain the pledged equity or seek payments from the proceeds of the auction or sell-off of the pledged equity to any person pursuant to the PRC law. The shareholders of Nanjing Tuniu agreed that they will not dispose of the pledged equity interests or create or allow any encumbrance on the pledged equity interests. During the equity pledge period, Beijing Tuniu is entitled to all dividends and other distributions made by Nanjing Tuniu. The equity interest pledge agreement remains effective until the shareholders of Nanjing Tuniu discharge all their obligations under the purchase option agreement, or Beijing Tuniu enforces the equity interest pledge, whichever is earlier. (3) Shareholders’ Voting Rights Agreement. Under the shareholders’ voting rights agreement entered between Beijing Tuniu and the shareholders of Nanjing Tuniu on September 17, 2008, each of the shareholders of Nanjing Tuniu appointed Beijing Tuniu’s designated person as their attorney-in-fact to exercise all of their voting and related rights with respect to their equity interests in Nanjing Tuniu, including attending shareholders’ meetings, voting on all matters of Nanjing Tuniu, nominating and appointing directors, convene extraordinary shareholders’ meetings, and other voting rights pursuant to the then effective articles of association. The shareholders’ voting rights agreement will remain in force for an unlimited term, unless all the parties to the agreement mutually agree to terminate the agreement in writing or cease to be shareholders of Nanjing Tuniu. (4) Irrevocable Powers of Attorney. Under the powers of attorney issued by the shareholders of Nanjing Tuniu on September 17, 2008, the shareholders of Nanjing Tuniu each irrevocably appointed Mr. Tao Jiang, a person designated by Beijing Tuniu, as the attorney-in-fact to exercise all of their voting and related rights with respect to their equity interests in Nanjing Tuniu. Each power of attorney will remain in force until the shareholders’ voting rights agreement expires or is terminated. On January 24, 2014, the shareholders of Nanjing Tuniu issued powers of attorney to irrevocably appoint Beijing Tuniu as the attorney-in-fact to exercise all of their voting and related rights with respect to their equity interests in Nanjing Tuniu. These powers of attorney replaced the powers of attorney previously granted to Mr. Tao Jiang on September 17, 2008. (5) Cooperation Agreement. Under the cooperation agreement entered between Beijing Tuniu and Nanjing Tuniu, Beijing Tuniu has the exclusive right to provide Nanjing Tuniu technology consulting and services related to Nanjing Tuniu’s operations, which require certain licenses. Beijing Tuniu owns the exclusive intellectual property rights created as a result of the performance of this agreement. Nanjing Tuniu agrees to pay Beijing Tuniu a monthly service fee for services performed, and the monthly service fee shall not be lower than 100% of Nanjing Tuniu’s profits generated from such cooperation, which equal revenues generated from such cooperation, after deducting the expenses it incurred. This agreement remains effective for an unlimited term, unless the parties mutually agree to terminate the agreement, one of the parties is declared bankrupt or Beijing Tuniu is not able to provide consulting and services as agreed for more than three consecutive years because of force majeure. On January 24, 2014, the Company amended and restated the Cooperation Agreement. In the amended and restated agreement, the service fee has been changed to a quarterly payment which equals the profits of each of Nanjing Tuniu and its subsidiaries, and that Beijing Tuniu can adjust the service fee at its own discretion. Also in the amended and restated Cooperation Agreement, Beijing Tuniu has the unilateral right to terminate the agreement. In the years ended December 31, 2017, 2018 and 2019, the Company and its subsidiaries received service fees of RMB138,054, RMB197,853 and RMB30,420, respectively, from its consolidated Affiliated Entities, which were eliminated in the consolidated financial statements. Risks in relation to the VIE structure The Group believes that each of the agreements and the powers of attorney under the contractual arrangements among Beijing Tuniu, Nanjing Tuniu and its shareholders is valid, binding and enforceable, and does not and will not result in any violation of PRC laws or regulations currently in effect. The legal opinion of Fangda Partners, which was the Company’s PRC legal counsel, also supports this conclusion. The shareholders of Nanjing Tuniu are also shareholders, nominees of shareholders, or designated representatives of shareholders of the Company and therefore have no current interest in seeking to act contrary to the contractual arrangements. However, uncertainties in the PRC legal system could limit the Company’s ability to enforce these contractual arrangements and if the shareholders of Nanjing Tuniu were to reduce their interest in the Company, their interests may diverge from that of the Company and that may potentially increase the risk that they would seek to act contrary to the contractual terms. The Company’s ability to control Nanjing Tuniu also depends on the power of attorney Beijing Tuniu has to vote on all matters requiring shareholder approval in Nanjing Tuniu. As noted above, the Company believes this power of attorney is legally enforceable but it may not be as effective as direct equity ownership. In addition, if the legal structure and contractual arrangements were found to be in violation of any existing PRC laws and regulations, the PRC government could: · levying fines or confiscate the Group’s income; · revoke the Group’s business or operating licenses; · require the Group to discontinue, restrict or restructure its operations; · shut down the Group’s servers or block the Group’s websites and mobile platform; · restrict or prohibit the use of the Group’s financing proceeds to finance its business and operations in China; or · take other regulatory or enforcement actions against the Group that could be harmful to the Group’s business The imposition of any of these penalties may result in a material and adverse effect on the Group’s ability to conduct the Group’s business. In addition, the imposition of any of these penalties may cause the Group to lose the right to direct the activities of Nanjing Tuniu (through its equity interest in its subsidiaries) or the right to receive economic benefits from the Affiliated Entities. Therefore, a risk exists in that the Group would no longer be able to consolidate Nanjing Tuniu and its subsidiaries. In March 2019, the PRC National People’s Congress promulgated the Foreign Investment Law, or the 2019 PRC Foreign Investment Law, which will become effective on January 1, 2020 and will replace the major existing laws and regulations governing foreign investment in the PRC. The approved Foreign Investment Law does not touch upon the relevant concepts and regulatory regimes that were historically suggested for the regulation of VIE structures, and thus this regulatory topic remains unclear under the Foreign Investment Law. As the 2019 PRC Foreign Investment Law is newly adopted and relevant government authorities may promulgate more laws, regulations or rules on the interpretation and implementation of the 2019 PRC Foreign Investment Law, the possibility can’t be ruled out that the VIE structure adopted by the Group may be deemed as a method of foreign investment by, any of such future laws, regulations and rules, which cause significant uncertainties as to whether the Group’s VIE structures would be treated as a method of foreign investment. If the Group’s VIE structure would be deemed as a method of foreign investment under any of such future laws, regulations and rules, and any of the Group’s businesses operation would fall in the “negative list” for foreign investment that is subject to any foreign investment restrictions or prohibitions, the Group would be required to take further actions to comply with such laws, regulations and rules, which may materially and adversely affect the Group’s current corporate structure, corporate governance, business, financial conditions and results of operations. Summary financial information of the Affiliated Entities in the consolidated financial statements As of December 31, 2019, the aggregate accumulated deficit of the Affiliated Entities was RMB4,099 million prior to the elimination of transactions between the Affiliated Entities and the Company or the Company’s subsidiaries. The following assets, liabilities, revenues and loss of the Affiliated Entities were included in the consolidated financial statements as of December 31, 2018 and 2019 and for the years ended December 31,2017, 2018 and 2019: As of December 31, 2018 2019 RMB RMB US$(Note 2(d)) ASSETS Current assets Cash and cash equivalents 254,373 126,096 18,113 Restricted cash 261,559 318,826 45,797 Short-term investments 584,032 831,256 119,402 Accounts receivable, net 266,225 284,469 40,861 Intercompany receivables 499,276 870,818 125,085 Prepayments and other current assets 769,824 534,144 76,725 Total current assets 2,635,289 2,965,609 425,983 Non-current assets Long-term investments 1,022,453 1,009,049 144,941 Property and equipment, net 137,267 129,469 18,597 Intangible assets, net 85,388 91,953 13,208 Operating lease right-of-use assets, net — 68,193 9,795 Goodwill 137,074 185,004 26,574 Other non-current assets 66,335 82,422 11,839 Total non-current assets 1,448,517 1,566,090 224,954 Total assets 4,083,806 4,531,699 650,937 LIABILITIES Current liabilities Short-term borrowings 47,205 184,000 26,430 Accounts and notes payable 1,251,543 1,149,051 165,051 Intercompany payable 5,141,083 5,241,312 752,867 Salary and welfare payable 82,254 81,144 11,656 Taxes payable 11,809 6,519 937 Advances from customers 998,041 1,104,505 158,652 Operating lease liabilities, current — 30,779 4,420 Accrued expenses and other current liabilities 300,238 794,633 114,142 Total current liabilities 7,832,173 8,591,943 1,234,155 Non-current liabilities Operating lease liabilities, non-current — 42,155 6,055 Deferred tax liabilities 17,838 20,112 2,889 Total non-current liabilities 17,838 62,267 8,944 Total liabilities 7,850,011 8,654,210 1,243,099 For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Net revenues 1,954,746 1,524,924 1,181,747 169,747 Net loss (348,755) (29,031) (334,832) (48,096) Net cash (used in)/provided by operating activities (232,926) 31,282 (505,492) (72,609) Net cash used in investing activities (1,021,286) (465,029) (246,340) (35,385) Net cash provided by financing activities 1,303,661 569,565 680,822 97,794 Currently there is no contractual arrangement that could require the Company to provide additional financial support to the Affiliated Entities. As the Company is conducting its business mainly through the Affiliated Entities, the Company may provide such support on a discretionary basis in the future, which could expose the Company to a loss. Under the contractual arrangements with Nanjing Tuniu and through its equity interest in its subsidiaries, the Group has the power to direct the activities of the Affiliated Entities and direct the transfer of assets out of the Affiliated Entities. As the consolidated Affiliated Entities are each incorporated as a limited liability company under the PRC Company Law, the creditors do not have recourse to the general credit of the Company for all of the liabilities of the consolidated Affiliated Entities. (c) Use of Estimates The preparation of the Group’s consolidated financial statements in conformity with the U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities. Actual results could differ materially from those estimates. Significant accounting estimates reflected in the Group’s consolidated financial statements mainly include fair value of short-term and long-term investments, recoverability of receivables, estimated useful lives of property and equipment and intangible assets, impairment for goodwill and long-lived assets, the purchase price allocation and fair value of contingent considerations with respect to business combinations, fair value of share-based payment arrangements, subsequent measurement of equity investments using measurement alternative, valuation allowance for deferred tax assets and the determination of uncertain tax positions. (d) Functional Currency and Foreign Currency Translation The Group uses Renminbi (“RMB”) as its reporting currency. The functional currency of the Company and its subsidiaries incorporated outside of PRC is the United States dollar (“US$”), while the functional currency of the PRC entities in the Group is RMB as determined based on ASC 830, Foreign Currency Matters . Transactions denominated in other than the functional currencies are re-measured into the functional currency of the entity at the exchange rates prevailing on the transaction dates. Foreign currency denominated financial assets and liabilities are re-measured at the balance sheet date exchange rate. The resulting exchange differences are included in the consolidated statements of comprehensive loss as foreign exchange gains / losses. When preparing the consolidated financial statements presented in RMB, assets and liabilities of the Company and its subsidiaries incorporated outside of PRC are translated into RMB at fiscal year-end exchange rates, and equity accounts are translated into RMB at historical exchange rates. Income and expense items are translated at average exchange rates prevailing during the respective fiscal years. Translation adjustments arising from these are reported as foreign currency translation adjustments and are shown as a component of accumulated other comprehensive income or loss in the consolidated statement of changes in shareholders’ equity. The unaudited United States dollar amounts disclosed in the accompanying financial statements are presented solely for the convenience of the readers. Translations of amounts from RMB into US$ for the convenience of the reader were calculated at the rate of US$1.00 = RMB6.9618 on December 31, 2019, as set forth in H.10 statistical release of the Federal Reserve Board. No representation is made that the RMB amounts could have been, or could be, converted into US$ at that rate on December 31, 2019, or at any other rate. (e) Fair Value Measurement The Group defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Group considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability. The established fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs may be used to measure fair value include: Level 1 Level 2 Level 3 The Group’s financial instruments include cash and cash equivalents, restricted cash, short-term investments, accounts receivable, accounts payable, amounts due from and due to related parties, long-term investments in financial products, borrowings, operating lease liabilities, contingent consideration for acquisitions and certain accrued liabilities and other current liabilities. The carrying values of these financial instruments approximated their fair values due to the short-term maturity of these instruments except for certain investments which are carried at fair value at each balance sheet date. Certain short-term and long-term investments in financial products and securities classified within Level 2 are valued using directly or indirectly observable inputs in the market place. Certain investments in financial products classified within Level 3 are valued based on a model utilizing unobservable inputs which require significant management judgment and estimation. The Group’s assets and liabilities measured at fair value on a recurring basis are summarized below: Fair Value Measurement Using Significant Other Observable Inputs (Level 2) As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Short-term investments 562,794 1,113,536 159,949 Long-term investments 52,441 282,995 40,650 Fair Value Measurement Using Unobservable Inputs (Level 3) As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Short-term investments 255,237 114,043 16,381 Long-term investments 844,843 711,927 102,262 Contingent consideration for acquisitions - short term 25,692 19,273 2,768 Contingent consideration for acquisitions - long term 10,764 10,947 1,573 The roll forward of major Level 3 investments are as following: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Fair value of Level 3 investment at the beginning of the year — 1,100,080 158,017 Addition 1,547,135 494,100 70,973 Decrease (457,564) (795,587) (114,279) The change in fair value of the investments 10,509 27,377 3,932 Fair value of Level 3 investment at the end of the year 1,100,080 825,970 118,643 The Company determined the fair value of its investments by using income approach with significant unobservable inputs of future cashflows and discount rate ranging from 2.0% to 10.0%. The roll forward of contingent consideration for acquisitions is as below: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Balance at the beginning of the year 38,116 36,456 5,237 Addition 10,382 7,341 1,055 Net change in fair value (5,242) 344 49 Payment (6,800) (13,921) (2,000) Balance at the end of the year 36,456 30,220 4,341 Contingent consideration is valued using an expected cash flow method with unobservable inputs including the probability to achieve the operating and financial targets, which is assessed by the Group, in connection with the contingent consideration arrangements. (f) Cash and Cash Equivalents Cash and cash equivalents represent cash on hand and demand deposits placed with banks, other financial institutions and Alipay, a third party payment processor, which are unrestricted as to withdrawal or use. (g) Restricted Cash Restricted cash represents cash that cannot be withdrawn without the permission of third parties. The Group’s restricted cash mainly represents (i) cash deposits required by tourism administration departments as a pledge to secure travellers’ rights and interests, (ii) cash deposits required by China Insurance Regulatory Commission for engaging in insurance agency or brokering activities. (iii) the deposits held in designated bank accounts for issuance of bank acceptance notes and letter of guarantee, and required by the Group’s business partners. Cash, cash equivalents and restricted cash as reported in the consolidated statement of cash flows are presented separately on consolidated balance sheet as follows: As of December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Cash and cash equivalents 484,101 560,356 295,463 42,441 Restricted cash 91,810 270,670 327,052 46,978 Total 575,911 831,026 622,515 89,419 (h) Short-term Investments Short-term investments are comprised of (i) held-to-maturity investments such as time deposits, which are due between three months and one year and stated at amortized cost; and (ii) equity securities and investments in financial products issued by banks or other financial institutions, which contain a fixed or variable interest rate and with original maturities between three months and one year. Such investments are generally not permitted to be redeemed early or are subject to penalties for redemption prior to maturity. These investments are stated at fair value. Changes in the fair value are reflected in the consolidated statements of comprehensive loss. There was no other-than-temporary impairment of short-term investments measured at amortized cost for the years ended December 31, 2017, 2018 and 2019. (i) Accounts Receivable, net The Group’s accounts receivable mainly consist of amounts due from the customers, travel agents, insurance companies and travel boards or bureaus, which are carried at the original invoice amount less an allowance for doubtful accounts. The Group reviews accounts receivable on a periodic basis and makes allowances when there is doubt as to the collectability of individual balances. The Group evaluates the collectability of accounts receivable considering many factors including reviewing accounts receivable balances, historical bad debt rates, payment patterns, counterparties’ credit worthiness and financial conditions, and industry trend analysis. The Group recognized allowance for doubtful accounts of RMB13,332, RMB3,299 and RMB28,443 for the years ended December 31, 2017, 2018 and 2019, respectively. The following table summarized the details of the Group’s allowance for doubtful accounts: For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Balance at the beginning of year 4,856 16,905 20,204 2,902 Addition 13,332 4,200 30,023 4,313 Reversal — (901) (1,580) (227) Write-offs (1,283) — — — Balance at the end of year 16,905 20,204 48,647 6,988 (j) Long-term investments Long-term investments include equity investments, held-to-maturity investments and other long-term investments. Equity investments The Group accounts for the investments in entities with significant influence under equity-method accounting. Under this method, the Group’s pro rata share of income (loss) from an investment is recognized in the consolidated statements of comprehensive loss. Dividends received reduce the carrying amount of the investment. Equity-method investment is reviewed for impairment by assessing if the decline in fair value of the investment below the carrying value is other-than-temporary. In making this determination, factors are evaluated in determining whether a loss in value should be recognized. These include consideration of the intent and ability of the Group to hold investment and the ability of the investee to sustain an earnings capacity, justifying the carrying amount of the investment. Impairment losses are recognized when a decline in value is deemed to be other-than-temporary. The Group adopted the ASU 2016‑01, “Financial Instruments – Overall (Subtopic 825‑10) – Recognition and Measurement of Financial Assets and Financial Liabilities”, effective from January 1, 2018. The Group elects a measurement alternative for equity investments that do not have readily determinable fair values and where the Group does not have the ability to exercise significant influence over operating and financial policies of the entity. Under the measurement alternative, the Group measures these investments at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer. An impairment loss is recognized in the consolidated statements of comprehensive loss equal to the excess of the investment’s cost over its fair value when the impairment is deemed other-than-temporary. Held-to-maturity investments The investments that the Group intends and is able to hold to maturity are classified as held-to-maturity investments and are stated at amortized cost, and interest income is recorded in the consolidated statements of comprehensive income. The Group monitors these investments for other-than-temporary impairment by considering factors including, but not limited to, current economic and market conditions, the operating performance of the companies including current earnings trends and other company-specific information. Other long-term investments Other long-term investments include financial products with maturities over one year and investments in securities including corporate bonds, perpetual bonds and preferred shares issued by third party companies, which are carried at their fair value at each balance sheet date and changes in fair value are reflected in the consolidated statements of operations and comprehensive income. No event had occurred and indicated that other-than-temporary impairment existed and therefore the Group did not record any impairment charges for its investments for the years ended December 31, 2017, 2018 and 2019. (k) Property and Equipment Property and equipment are stated at cost less accumulated depreciation and impairment if applicable. Property and equipment are depreciated over the estimated useful lives on a straight-line basis. The estimated useful lives are as follows: Category Estimated useful life Computers and equipment 3 - 5 years Buildings 16 - 20 years Furniture and fixtures 3 - 5 years Vehicles 3 - 5 years Software 5 years Leasehold improvements Over the shorter of the lease term or the estimated useful life of the asset ranging from 1 – 9 years Construction in progress represents leasehold improvements and office buildings under construction or being installed and is stated at cost. Cost comprises original cost of property and equipment, installation, construction and other direct costs. Construction in progress is transferred to leasehold improvements and buildings and depreciation commences when the asset is ready for its intended use. Gain or loss on the disposal of property and equipment is the difference between the net sales proceeds and the carrying amount of the relevant assets and is recognized in the consolidated statements of comprehensive loss. (l) Land use right, net Land use right represents the payments for usage of land for office buildings, which is recorded at cost less accumulated amortization. Amortization is provided on a straight-line basis over their respective lease period which is 49. (m) Capitalized Software Development Cost The Group has capitalized certain direct development costs associated with internal-used software in accordance with ASC 350‑40, “ Internal-use software” , which requires the capitalization of costs relating to certain activities of developing internal-use software that occur during the application development |
Risks and Concentration
Risks and Concentration | 12 Months Ended |
Dec. 31, 2019 | |
Risks and Concentration | |
Risks and Concentration | 3. Risks and Concentration (a) Credit and Concentration Risks The Group’s credit risk arises from cash and cash equivalents, restricted cash, short-term investments, prepayments and other current assets, accounts receivables balances, due from related parties and long-term investments. The maximum exposure of such assets to credit risk is their carrying amounts as of the balance sheet dates. The Group expects that there is no significant credit risk associated with the cash and cash equivalents, restricted cash and time deposit, which are held by reputable financial institutions in the jurisdictions where the Company, its subsidiaries and the Affiliated Entities are located. The Group believes that it is not exposed to unusual risks as these financial institutions have high credit quality. The Group has no significant concentrations of credit risk with respect to its customers, as customers usually prepay for travel services. Accounts receivable are typically unsecured and are primarily derived from revenue earned from individual customers, corporate customers, travel agents, insurance companies and travel boards or bureaus. The risk with respect to accounts receivable is mitigated by credit evaluations performed on those customers and ongoing monitoring processes on outstanding balances. No individual customer accounted for more than 10% of net revenues for the years ended December 31, 2017, 2018 and 2019. The Group has purchased equity securities, securities including corporate bonds, perpetual bonds and preferred shared and financial products issued by banks, companies and other financial institutions. The Group also provided account receivables factoring service and cash lending service to customers. The Group has set up a risk evaluation system on the issuers of credit quality, ultimate borrowers of asset management schemes, and conducts collectability assessment of the financial assets and loan receivables on timely basis. For balances where there is indication of impairment, the Group’s collectability assessment considers duration of credit periods, the credit standing of the borrowers and parties that have guaranteed the repayment of the debts, the quality of assets pledged, the borrowers’ repayment plans and an evaluation of default risk by reference to relevant information that is publicly available. (b) Foreign Currency Risk The Group’s operating transactions and its assets and liabilities are mainly denominated in RMB. RMB is not freely convertible into foreign currencies. The value of RMB is subject to changes influenced by central government policies, and international economic and political developments. In the PRC, certain foreign exchange transactions are required by law to be transacted only by authorized financial institutions at exchange rates set by the People’s Bank of China (the “PBOC”). Remittances in currencies other than RMB by the Group in China must be processed through the PBOC or other China foreign exchange regulatory bodies which require certain supporting documentation in order to affect the remittance. |
Business acquisition
Business acquisition | 12 Months Ended |
Dec. 31, 2019 | |
Business acquisition | |
Business acquisition | 4. Business acquisition Travel agencies During the year ended December 31, 2019, the Group acquired 51% and 63.51% of controlling equity interests in an offline agency and an online travel agency, respectively. The Group expanded its tours market and improved its capability of direct procurement of travel related products by means of these acquisitions. The total purchase price of RMB59,981 including cash consideration of RMB52,640 and an accrual in the amount of RMB7,341 representing the fair value of contingent consideration to be made based on the achievement of profit target over the next four years. The fair value of the contingent cash consideration was estimated using a probability-weighted scenario analysis method. Key assumption included probabilities assigned to each scenario and a discount rate. During the year ended December 31, 2019, the Group made an upward adjustment of the fair value of the contingent consideration by RMB2,265 based on the reassessment of achievement of profit target. The contingent consideration is due in installments annually over the next four years. The business acquisition was accounted for using purchase accounting. The following is the summary of the fair values of the assets acquired and liabilities assumed: Amount Estimated useful lives Net assets (including cash acquired of RMB18.9 million) 37,712 Including: Customer Relationship 16,889 5.75-11.2 years Technology 9,230 5.5 years Goodwill 72,598 Deferred tax liability (6,530) Noncontrolling interests (43,799) Total consideration 59,981 During the year ended December 31, 2018, the Group acquired 80% of controlling equity interests of an online travel agency to expand Tuniu’s overseas business network and further enhance the Company’s competitive position. The total purchase price of RMB20,234 including cash consideration of RMB9,852 and an accrual in the amount of RMB10,382 representing the fair value of contingent consideration to be made based on the achievement of profit target over the next four years. The fair value of the contingent consideration was estimated using a probability-weighted scenario analysis method. Key assumption included probabilities assigned to each scenario and a discount rate. During the year ended December 31, 2019, the Group paid RMB3,800 of the contingent consideration, and made an downward adjustment of the fair value of the contingent consideration by RMB2,311 based on the reassessment of achievement of profit target. As of December 31, 2019, the carrying value of total unpaid contingent consideration was RMB4,271, which is expected to be paid in increments annually over the next three years. The business acquisition was accounted for using purchase accounting. The following is the summary of the fair values of the assets acquired and liabilities assumed: Amount Estimated useful lives Net assets (including cash acquired of RMB6.4 million) 13,430 Including: Technology 4,300 9.4 years Goodwill 11,770 Deferred tax liability (1,075) Noncontrolling interests (3,891) Total consideration 20,234 During the year ended December 31, 2016, the Group acquired 100% of controlling equity interests of an offline travel agency to further expand the Group’s overseas tourism market and promote the Group’s destination service. The total purchase price of RMB28,077, including cash consideration of RMB16,507 and an accrual in the amount of RMB11,570 representing the fair value of contingent consideration to be made based on the achievement of certain revenue and profit target over the next four years. The fair value of the contingent consideration was estimated using a probability-weighted scenario analysis method. Key assumption included probabilities assigned to each scenario and a discount rate. During the year ended December 31, 2017, the Group paid RMB3,600 of the contingent consideration, and made an upward adjustment of the fair value of the contingent consideration by RMB1,030 based on the reassessment of achievement of revenue and profit target. During the year ended December 31, 2018, the Group paid RMB3,600 of the contingent consideration, and made an upward adjustment of the fair value of the contingent consideration by RMB730. During the year ended December 31, 2019, the Group paid RMB3,100 of the contingent consideration, and made an upward adjustment of the fair value of the contingent consideration by RMB390 based on the reassessment of achievement of revenue and profit target. As of December 31, 2019, the carrying value of total unpaid contingent consideration was RMB4,100, which is expected to be paid next year. The business acquisition was accounted for using purchase accounting. The following is the summary of the fair values of the assets acquired and liabilities assumed: Amount Estimated useful lives Net assets (including cash acquired of RMB8.3 million) 19,047 Including: Trade names 2,464 9.5years Non-compete agreement 3,676 6 years Goodwill 10,565 Deferred tax liability (1,535) Total consideration 28,077 During the year ended December 31, 2015, the Group acquired the 100%, 100%, 75.02% and 80% of controlling equity interests in four offline travel agencies, respectively. The Group expanded its tours market and improved its capability of direct procurement of travel related products by means of these acquisitions. The total purchase price of RMB115,498 included cash consideration of RMB100,163 and RMB15,335 representing the fair value of contingent consideration to be made based on the achievement of certain revenue and profit target over the next three to four years. During the year ended December 31, 2017, the Group paid RMB3,200 of the contingent consideration, and made an upward adjustment of the fair value of the contingent consideration by RMB4,542. During the year ended December 31, 2018, the Group paid RMB3,200 of the contingent consideration, and made an downward adjustment of the fair value of the contingent consideration by RMB5,972 based on the reassessment of achievement of revenue and profit target. During the year ended December 31, 2019, the Group paid RMB7,021 of the contingent consideration. The business acquisitions were accounted for using purchase accounting. The following is the summary of the fair values of the assets acquired and liabilities assumed: Amount Estimated useful lives Net assets (including the cash acquired of 24 million) 22,501 Including: Travel licenses 25,100 20 years Customer relationship 13,458 14.25-14.5 years Trade names 39,170 7-14 years Software 3,013 5 years Non-compete agreement 1,683 3.5-5.25 years Goodwill 133,324 Deferred tax liability (20,606) Noncontrolling interests (19,721) Total considerations 115,498 The Group measured the fair value of the trade names and travel licenses under the relief-from-royalty method. Under the methodology, fair value is calculated as the discounted cash flow savings accruing to the owner for not having to pay the royalty. Key assumptions included expected revenue attributable to the assets, royalty rates, discount rate and estimated asset lives. Customer relationships and technology were valued using the excess-earnings method, which measures the present value of the projected cash flows that are expected to be generated by the existing intangible asset after deduction of cash flows attributable to other contributory assets to realize the projected earnings attributable to the intangible asset. Key assumptions included discounted cash flow analyses, for other contributory assets, discount rate, remaining useful life, income tax amortization benefit and customer attrition rates. The Group measured the fair value of non-compete agreements based on incremental discounted cash flow analyses computed with and without the non-compete terms as described in share purchase agreement and the probability that such competition exists. The Group measured the fair value of the software under the replacement cost method. Pro forma results of operations for all of the acquisitions described above have not been presented because they are not material to the Group’s consolidated income statements, either individually or in aggregate. |
Transaction with JD.com, Inc.
Transaction with JD.com, Inc. | 12 Months Ended |
Dec. 31, 2019 | |
Transaction with JD.com, Inc. | |
Transaction with JD.com, Inc. | 5. Transaction with JD.com, Inc. On May 8, 2015, the Company entered into a share subscription agreement with Fabulous Jade Global Limited, an affiliate of JD.com, Inc., and a Business Cooperation Agreement (“BCA”) with JD. Com, Inc. (“JD”) for a period of five years. Pursuant to these agreements, the Company issued 65,625,000 Class A ordinary shares for a cash consideration of RMB1,528.2 million (US$250 million) and the business resource contributed by JD. According to BCA, the business resource includes the exclusive rights to operate the leisure travel channel for both JD’s website and mobile application and JD’s preferred partnership for hotel and air ticket reservation service, the internet traffic support and marketing support for the leisure travel channel for a period of five years started from August 2015. The acquisition of BCA is considered as assets acquisition and the intangible assets acquired include the exclusive operation right of leisure travel channel, preferred partnership of hotel and air ticket reservation service, traffic and marketing supports. The Group estimated the fair value of exclusive operation right and preferred partnership using a form of the income approach known as excess earning method. The key assumption includes expected revenue attributable to assets, margin discount rate and the remaining useful life. The Group estimated the fair value of internet traffic support and marketing support using a form of income approach known as operating cost saving method. Key assumption includes the market price of the services to be provided, the volume of the services to be provided, discount rate and the remaining useful life. The Group made estimates and judgments in determining the fair value of the assets with assistance from an independent valuation firm. The summary of the fair value of acquired intangible assets as of the transaction date was as follows: Amount Estimated useful lives Exclusive operation right of leisure travel channel 405,406 5 years Preferred partnership of hotel and air ticket reservation service 1,431 5 years Internet traffic support 139,358 5 years Marketing support 114,020 5 years Total consideration 660,215 As of December 31, 2019, the net carrying value of the exclusive operation right of leisure travel channel was below its fair value determined using the excess earning method with certain key assumption including revenue, EBIT margin and discount rate. Accordingly, an impairment charge of RMB32,014 was recognized for the year ended December 31, 2019. |
Prepayments and other current a
Prepayments and other current assets | 12 Months Ended |
Dec. 31, 2019 | |
Prepayments and other current assets | |
Prepayments and other current assets | 6. Prepayments and other current assets The following is a summary of prepayments and other current assets: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Prepayments to suppliers 716,761 475,828 68,348 Interest income receivable 11,984 14,876 2,137 Prepayment for advertising expenses 9,536 8,417 1,209 Receivables in relation to factoring business 324,577 204,954 29,440 Loan receivables 454,953 439,189 63,086 Others 155,773 157,020 22,554 Total 1,673,584 1,300,284 186,774 Receivable in relation to factoring business and loan receivable are recorded in connection with the Group’s account receivable factoring service and cash lending service. The Group recognized a net provision for other current assets of RMB32,476 and RMB124,581 for the years ended December 31, 2017 and 2019, respectively, and had a net reversal of RMB731 for the year ended December 31, 2018. The following table summarized the details of the Group’s provision for prepayments and other current assets: For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Balance at the beginning of year 25,622 30,632 29,901 4,295 Addition 32,476 6,009 132,825 19,079 Reversal — (6,740) (8,244) (1,184) Transfer-out (27,466) — — — Write-offs — — — — Balance at the end of year 30,632 29,901 154,482 22,190 |
Long-term investments
Long-term investments | 12 Months Ended |
Dec. 31, 2019 | |
Long-term investment | |
Long-term investments | 7. Long-term investments The Group’s long-term investments consist of equity investments, held-to-maturity investments and other long-term investments. As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Equity investments – equity method 42,500 99,338 14,269 Equity investments – measurement alternative 165,253 200,850 28,850 Held-to-maturity investments 197,469 10,502 1,508 Other long-term investments 897,284 994,922 142,912 Total 1,302,506 1,305,612 187,539 Equity investments In February 2019, the Group invested RMB54,616 for 21.33% of equity interest in Nanjing Tengbang Jinhong Tourism Industry Investment Fund Partnership ("Tengbang"). The investment was accounted for as an equity-method investment due to the significant influence the Group has over the operating and financial policies of Tengbang as the Group has one of the five board seats of Tengbang. The group recognized a gain of RMB1,031 for the year ended December 31, 2019 from this investment. As of December 31, 2019, the carrying value of its equity investment was RMB55,647. In December 2016, Nanjing Zhongshan Financial Leasing Co., Ltd. (“Zhongshan”) was established and the Group invested RMB42,500 for 25% of equity interest in Zhongshan. This investment was accounted for as an equity-method investment due to the significant influence the Group has over the operating and financial policies of Zhongshan as the Group has one of the five board seats of Zhongshan. The group recognized a gain of RMB1,191 for the year ended December 31, 2019 from this investment. As of December 31, 2019, the carrying value of its equity investment was RMB43,691. Financial information of above investees described above have not been presented because they are not material to the Group's consolidated income statements, either individually or in aggregate. With the adoption of ASU 2016‑01 effective from 1 January 2018, the Group elected a measurement alternative for equity investments that do not have readily determinable fair values and where the Group does not have the ability to exercise significant influence over operating and financial policies of the entity. During the years ended December 31, 2018 and 2019, the Group remeasured certain equity investments based on the information obtained from observable transactions and recognized gains of RMB12,581 and RMB18,356, respectively. In addition, the Group made several equity investments of this kind with the total cost of RMB17,240 for the year ended December 31, 2019. Held-to-maturity investments During 2018, the Group made investments in time deposits and several corporate bonds that the Group has intention and ability to hold these investments till maturity. The Group classified these investments as held-to-maturity investments, and the carrying value of such investments was RMB197,469 as of December 31, 2018. In 2019, the Group disposed one of these corporate bonds and classified the remaining corporate bonds as other long-term investments , which are subsequently measured at fair value as the intention of holding to maturity was no longer existing. As of December 31, 2019, the carrying value of RMB10,502 represented the Group's investments in time deposits. Other long-term investments The Group also made several investments in financial products with maturities over one year and securities including corporate bonds, perpetual bonds and preferred shares issued by companies. The Group measured these other long-term investments at the fair value and the carrying value was RMB897,284 and RMB994,922 as of December 31, 2018 and 2019, respectively. No impairment loss was recognized for long-term investments for the years ended December 31, 2017, 2018 and 2019. |
Property and equipment, net
Property and equipment, net | 12 Months Ended |
Dec. 31, 2019 | |
Property and equipment, net | |
Property and equipment, net | 8. Property and equipment, net The following is a summary of property and equipment, net: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Computers and equipment 149,634 149,191 21,430 Leasehold improvements 106,871 119,934 17,227 Buildings 5,547 4,466 642 Furniture and fixtures 18,334 18,339 2,634 Vehicles 6,744 15,483 2,224 Software 127,354 184,282 26,470 Others — 2,044 294 Subtotal 414,484 493,739 70,921 Less: Accumulated depreciation (241,030) (325,304) (46,727) Property and equipment subject to depreciation 173,454 168,435 24,194 Construction in progress 13,906 54,905 7,887 Total 187,360 223,340 32,081 Depreciation expense for the years ended December 31, 2017, 2018 and 2019 was RMB65,704, RMB67,077 and RMB84,273, respectively. |
Intangible assets, net
Intangible assets, net | 12 Months Ended |
Dec. 31, 2019 | |
Intangible assets, net | |
Intangible assets, net | 9. Intangible assets, net Intangible assets, net, consist of the following: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Travel license 30,956 31,056 4,461 Insurance agency license 11,711 11,711 1,682 Software 58,187 74,535 10,706 Technology 4,300 4,300 618 Trade names 41,634 41,634 5,980 Business Cooperation Agreements 660,215 660,215 94,834 Supplier relationship — 8,560 1,230 Customer relationship 13,458 21,787 3,130 Non-compete agreements 6,399 6,399 919 Subtotal 826,860 860,197 123,560 Less: Accumulated amortization (508,975) (661,916) (95,078) Less: Impairment — (32,014) (4,599) Total 317,885 166,267 23,883 During 2015, the Group acquired an insurance agency for the total consideration of RMB58,720 to acquire the insurance agency license. The insurance agency was a dormant company and was not qualified as a business as it had no input or process to create output. The Group accounted for this transaction as an asset acquisition and the difference between the cash consideration and net assets of the insurance agency was recorded as an insurance agency license at the amount of RMB11,711 which is amortized over 20 years on a straight line basis. Amortization expenses for intangible assets were RMB150,092, RMB153,087 and RMB152,941 for the years ended December 31, 2017, 2018 and 2019, respectively. Impairment charges for Business Cooperation Agreements were RMB32,014 for the year ended December 31, 2019 (Note 5). The annual estimated amortization expense for the above intangible assets for the following years is as follows: Amortization for Intangible Assets Years Ending December 31, RMB US$ (Note 2(d)) 2020 69,332 9,959 2021 19,124 2,747 2022 13,444 1,931 2023 11,466 1,647 2024 10,458 1,502 Thereafter 42,443 6,097 Total 166,267 23,883 |
Land use right, net
Land use right, net | 12 Months Ended |
Dec. 31, 2019 | |
Land use right, net | |
Land use right, net | 10. Land use right, net Land use right, net, consist of the following: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Land use right 101,007 101,007 14,509 Less: Accumulated amortization (171) (2,233) (321) Net book value 100,836 98,774 14,188 In December 2018, the Group obtained the certificate for a land use right and started to amortize over the remaining lease period. Amortization expenses for land use right were RMB171 and RMB2,062 for the years ended December 31, 2018 and 2019, respectively. |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill | |
Goodwill | 11. Goodwill The changes in the carrying amount of goodwill for the years ended December 31, 2018 and 2019 were as follows: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Balance at the beginning of year 147,639 159,409 22,898 Increase in goodwill related to acquisitions during the year 11,770 72,598 10,427 Accumulated impairment loss — — — Balance at the end of year 159,409 232,007 33,325 |
Other non-current assets
Other non-current assets | 12 Months Ended |
Dec. 31, 2019 | |
Other non-current assets | |
Other non-current assets | 12. Other non-current assets Other non-current assets consist of the following: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Deposits 43,510 42,357 6,084 Loans receivables 31,501 36,003 5,172 Others 6,028 5,563 799 Balance at the end of year 81,039 83,923 12,055 |
Short-term and long-term borrow
Short-term and long-term borrowings | 12 Months Ended |
Dec. 31, 2019 | |
Short-term and long-term borrowings | |
Short-term and long-term borrowings | 13. Short-term and long-term borrowings The following is a summary of short-term borrowings: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Short-term borrowings 49,312 203,845 29,281 Long-term borrowings 4,492 9,689 1,392 As of December 31, 2018 and 2019, the Group had short-term borrowings from banks which were repayable within one year, with interests charged at rates ranging from 5.7% to 7.5% and 0.4% to 6.3% per annum, respectively, among which RMB144,000 short-term borrowings were collateralized by time deposits of RMB53,650 classified as short-term investments as of December 31, 2019. As of December 31, 2018 and 2019, the Group had long-term borrowings from banks which were repayable over one year, with interests charged at rates ranging from 0.4% to 1.0% and 0.4% to 6.0% per annum, respectively, among which RMB2,300 long-term borrowings were guaranteed by a subsidiary of the Group and pledged by the land use right owned by the Group. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases | |
Leases | 14. Leases The Group has operating leases primarily for office and operation space. The Group's operating lease arrangements have remaining lease terms of one month to fifteen years. Total lease costs were RMB110,993 for the year ended December 31, 2019, including short-term lease costs within 12 months of RMB21,726. Consolidated balance sheet information related to leases is presented as follows: As of December 31, 2019 RMB US$ (Note 2(d)) ASSETS Operating lease right-of-use assets, net 105,839 15,203 LIABILITIES Operating lease liabilities, current 57,490 8,258 Operating lease liabilities, non-current 54,718 7,860 Total 112,208 16,118 Supplemental cash flow information related to leases is as follows: As of December 31, 2019 RMB Cash paid for amounts included in the measurement of lease liabilities Right-of-use assets obtained in exchange for operating lease liabilities Other information related to lease is as follows: As of December 31, 2019 Weighted average remaining lease term(years) 4.85 Weighted average discount rate 5 % As of December 31, 2019, maturities of lease liabilities (excluding lease payments of RMB 6,498 for the leases with lease terms less than one year) are as follows: As of December 31, 2019 RMB 2020 59,719 2021 27,145 2022 8,869 2023 4,034 2024 and thereafter 27,356 Total minimum lease payments 127,123 Less: interest (14,915) Present value of lease obligations 112,208 As of December 31, 2018, minimum lease payments under the previous lease standard ("ASC 840") were as follows: As of December 31, 2018 RMB 2019 101,947 2020 75,523 2021 33,952 2022 3,712 2023 and thereafter 2,124 Total minimum lease payments 217,258 For the years ended December 31, 2017 and 2018, the Group recognized lease expense for RMB76,599 and RMB71,379, respectively, under ASC 840. |
Accrued expenses and other curr
Accrued expenses and other current liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Accrued expenses and other current liabilities | |
Accrued expenses and other current liabilities | 15. Accrued expenses and other current liabilities The following is a summary of accrued expenses and other current liabilities: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Deposits from packaged-tour users 35,119 32,416 4,656 Payable for business acquisition 25,722 20,032 2,877 Accrued liabilities related to customers incentive program 1,395 9,374 1,347 Accrued professional service fees 8,028 15,298 2,197 Accrued advertising expenses 63,531 34,755 4,992 Deposits received from suppliers 90,853 164,456 23,623 Accrued operating expenses 32,391 29,840 4,286 Advanced payment from banks 15,567 25,095 3,605 Discounted bank acceptance notes 142,000 537,000 77,135 Others 69,226 38,853 5,581 Total 483,832 907,119 130,299 Deposits from packaged-tour users represent cash paid to the Group as a deposit for overseas tours, and such amount is refundable upon completion of the tours. Advanced payment from banks represent cash received by the Group for promotional and marketing campaigns. Banks participating in these campaigns would reimburse the Group for tours sold to their credit card holders at a specified discount. Such advanced payment is recognized as revenues when revenues from the related tour are recognized. Discounted bank acceptance notes represent cash received from financial institutions by discounting of bank acceptance notes issued between the Company’s subsidiaries, which are repayable within one year with interest ranging from 2.8% to 5.7%. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Taxes | |
Income Taxes | 16. Income Taxes The Company is registered in the Cayman Islands. The Company generates substantially all of its income (loss) from its PRC operations for the years ended December 31, 2017, 2018 and 2019. Cayman Islands (“Cayman”) Under the current laws of the Cayman Islands, the Company is not subject to tax on income or capital gain. Additionally, upon payments of dividends to shareholders, no Cayman Islands withholding tax will be imposed. Hong Kong Entities incorporated in Hong Kong are subject to Hong Kong profits tax at a rate of 16.5% since January 1, 2010. The operations in Hong Kong have incurred net accumulated operating losses for income tax purposes. PRC On March 16, 2007, the National People’s Congress of the PRC enacted an Enterprise Income Tax Law (“EIT Law”), under which Foreign Investment Enterprises (“FIEs”) and domestic companies are subject to EIT at a uniform rate of 25%. The EIT law became effective on January 1, 2008. The EIT Law also imposes a withholding income tax of 10% on dividends distributed by a FIE to its immediate holding company outside of China, if such immediate holding company is considered as a non-resident enterprise without any establishment or place within China or if the received dividends have no connection with the establishment or place of such immediate holding company within China, unless such immediate holding company’s jurisdiction of incorporation has a tax treaty with China that provides for a different withholding arrangement. The Cayman Islands, where the Company incorporated, does not have such tax treaty with China. According to the arrangement between Mainland China and Hong Kong Special Administrative Region on the Avoidance of Double Taxation and Prevention of Fiscal Evasion in August 2006, dividends paid by a FIE in China to its immediate holding company in Hong Kong will be subject to withholding tax at a rate of no more than 5% if the immediate holding company in Hong Kong owns directly at least 25% of the shares of the FIE and could be recognized as a Beneficial Owner of the dividend from PRC tax perspective. Nanjing Tuniu originally obtained its HNTE certificate in 2010 with a valid period of three years and successfully obtained the third renewal of such certificate in December 2019 for another three years. Similarly, Tuniu Nanjing Information Technology and Beijing Tuniu also obtained their HNTE certificates in December 2017 and November 2018 respectively. Therefore, Nanjing Tuniu, Tuniu Nanjing Information Technology and Beijing Tuniu are eligible to enjoy a preferential tax rate of 15% in 2019 to the extent they have taxable income under the EIT Law, as long as they maintain the HNTE qualifications and duly conduct relevant EIT filing procedures with the relevant tax authorities. If Nanjing Tuniu, Tuniu Nanjing Information Technology and Beijing Tuniu fail to maintain their HNTE qualifications or renew their qualifications when their current terms expire, their applicable enterprise income tax rates may increase to 25%, which could have an adverse effect on our financial condition and results of operations. A reconciliation between the effective income tax rate and the PRC statutory income tax rate is as follows: For the Years Ended December 31, 2017 2018 2019 % % % PRC Statutory income tax rates 25.0 25.0 25.0 Change in valuation allowance (17.3) (37.7) (15.8) R&D expenses super-deduction (2.3) (20.5) (3.8) Non-deductible expenses and non-taxable income incurred (1.7) 39.9 (2.1) Difference in EIT rates of certain subsidiaries (5.8) (0.1) (0.3) Effect of preferential income tax rates — (6.5) (3.1) Total (2.1) (0.1) (0.1) The aggregate amount and per share effect of the tax holidays are as follows: For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Aggregate amount — 12,877 22,274 3,199 Basic net loss per share effect — — — — Diluted net loss per share effect — — — — The following table sets forth the significant components of deferred tax assets and liabilities: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Non-current deferred tax assets: Accruals and others 4,468 10,485 1,506 Net operating loss carry forwards 1,180,159 1,161,298 166,810 Carryforwards of deductible advertising expenses 9,842 12,237 1,758 Allowance for doubtful accounts 12,957 62,276 8,945 Subtotal 1,207,426 1,246,296 179,019 Less: valuation allowance (1,207,426) (1,246,296) (179,019) Total non-current deferred tax assets, net — — — Non-current deferred tax liabilities: Recognition of intangible assets arising from business combination (19,855) (23,658) (3,398) Total non-current deferred tax liabilities, net (19,855) (23,658) (3,398) As of December 31, 2019, the Group had net operating loss carryforwards of RMB1,161,298 which can be carried forward to offset taxable income. The carryforwards period for net operating losses under the EIT Law is five years. The net operating loss carry forward of the Group will start to expire in 2020 for the amount of RMB1,220,669 if not utilized. The remaining net operating loss carryforwards will expire in varying amounts between 2021 and 2024. Other than the expiration, there are no other limitations or restrictions upon the Group’s ability to use these operating loss carryforwards. There is no expiration for the advertising expenses carryforwards. A valuation allowance is provided against deferred tax assets when the Group determines that it is more likely than not that the deferred tax assets will not be utilized in the future. In making such determination, the Group evaluates a variety of factors including the Group’s operating history, accumulated deficit, existence of taxable temporary differences and reversal periods. As of December 31, 2018 and 2019, valuation allowances of RMB1,207,426 and RMB1,246,296 were provided because it was more likely than not that the Group will not be able to utilize certain tax losses carry forwards and other deferred tax assets generated by its subsidiaries and Affiliated Entities. If events occur in the future that allow the Group to realize more of its deferred tax assets than the presently recorded amount, an adjustment to the valuation allowances will increase income when those events occur. Movement of valuation allowance For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Balance at the beginning of the year 1,068,082 1,198,872 1,207,426 173,436 Additions 189,090 128,464 143,227 20,573 Written-off for expiration of net operating losses (16,421) (10,584) (98,818) (14,194) Utilization of previously unrecognized tax losses and deductible advertising expenses (41,879) (109,326) (5,539) (796) Balance at the end of the year 1,198,872 1,207,426 1,246,296 179,019 |
Redeemable noncontrolling inter
Redeemable noncontrolling interests | 12 Months Ended |
Dec. 31, 2019 | |
Redeemable noncontrolling interests | |
Redeemable noncontrolling interests | 17. Redeemable noncontrolling interests In December 2016, the Group entered into an investment agreement with certain investors (“noncontrolling shareholders”) to establish a subsidiary. The noncontrolling shareholders contributed RMB90,000 and held 30% equity interest. Pursuant to the investment agreement, the noncontrolling shareholders have the option to request the Group to redeem their equity interests at an agreed price after three years of the investment. In April 2018, the Group agreed with one of the noncontrolling shareholders to purchase its 10% equity interest of the subsidiary at the cost of RMB30,000. In December 2019, the Group agreed with one of the noncontrolling shareholders to purchase its 10% equity interest of the subsidiary at the cost of RMB37,733. The Group recorded the noncontrolling interests as redeemable noncontrolling interests, outside of permanent equity in the Group’s consolidated balance sheets in accordance with ASC 480. The Group uses the effective interest method for the changes of redemption value over the period from the date of issuance to the earliest redemption date of the noncontrolling interests. The accretion, which increases the carrying value of the redeemable noncontrolling interests, is recorded against additional paid-in capital. The change in the carrying amount of redeemable noncontrolling interests for the years ended December 31, 2017, 2018 and 2019 is as follows: For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Balance as of January 1 90,072 96,719 69,319 9,956 Repurchase of redeemable noncontrolling interests — (30,000) (37,733) (5,420) Net income attributable to redeemable noncontrolling interests 922 178 980 141 Accretion on redeemable noncontrolling interests 5,725 2,422 4,634 666 Balance as of December 31 96,719 69,319 37,200 5,343 |
Ordinary Shares
Ordinary Shares | 12 Months Ended |
Dec. 31, 2019 | |
Ordinary Shares | |
Ordinary Shares | 18. Ordinary Shares On February 13, 2014, the Board approved that all of the Company’s existing ordinary shares would be redesignated as Class B ordinary shares and all of the Company’s outstanding preferred shares would be redesignated or automatically converted into Class B ordinary shares immediately prior to the completion of the Company’s initial public offering (“IPO”). All options, regardless of grant dates, will entitle holders to the equivalent number of Class A ordinary shares once the vesting and exercising conditions on such share-based compensation awards are met. Holders of Class A ordinary shares are entitled to one vote per share, while holders of Class B ordinary shares are entitled to ten votes per share on all matters subject to shareholders’ vote. Each Class B ordinary share is convertible into one Class A ordinary share at any time by the holder. Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. Upon any transfer of Class B ordinary shares by a holder to any person or entity which is not an affiliate of such holder, such Class B ordinary shares will be automatically and immediately converted into the equivalent number of Class A ordinary shares. On May 9, 2014, concurrently with the completion of the Company’s IPO, the Company issued 5,000,000, 1,666,666 and 5,000,000 shares of Class A ordinary shares at a price per share equal to the IPO price to DCM Hybrid RMB Fund, L.P., the Company’s existing shareholder, Qihoo 360 Technology Co. Ltd. and Ctrip Investment Holding Ltd., respectively. On December 15, 2014, the Company entered into share subscription agreements with Unicorn Riches Limited, JD.com E-commerce (Investment) Hong Kong Corporation Limited, Ctrip Investment Holding Ltd. and the respective personal holding companies of the Group’s chief executive officer and chief operating officer, pursuant to which the Company issued 36,812,868 numbers of Class A ordinary shares for a total proceeds of RMB905,792 (US$148 million), net of issuance cost of RMB14,279. The transaction was closed on December 31, 2014. On May 8, 2015, the Company entered into share subscription agreements with Fabulous Jade Global Limited, Unicorn Riches Limited, Ctrip Investment Holding Ltd., Esta Investments Pte. Ltd., DCM Ventures China Turbo Fund, L.P. and DCM Ventures China Turbo Affiliates Fund, L.P., and Sequoia Capital 2010 CV Holdco, Ltd., pursuant to which the Company issued 93,750,000 Class A ordinary shares for the cash consideration of US$400 million (RMB2,445 million) and certain business resource contributed by JD as part of Business Cooperation Agreement with the Company. The total consideration was RMB3,104,457, including fair value of acquired Business Cooperation Agreement of RMB660,215(Note 5), net of issuance cost of RMB1,078. The transaction was closed on May 22, 2015. On November 20, 2015, the Company entered into a share subscription agreement with HNA Tourism Holdings Group Co., Ltd. (“HNA Tourism”), pursuant to which the Company issued 90,909,091 Class A ordinary shares for a total proceeds of RMB3,279 million (US$500 million). The transaction was closed on January 21, 2016. |
Share-based Compensation Expens
Share-based Compensation Expenses | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Compensation Expenses | |
Share-based Compensation Expenses | 19. Share-based Compensation Expenses The Company’s 2008 Incentive Compensation Plan (the “2008 Plan”) allows the plan administrator to grant share options and restricted shares to the Company’s employees, directors, and consultants, up to a maximum of 11,500,000 ordinary shares. In December 2012, the Board of Directors approved an increase in the number of shares available for issuance under the plan to 18,375,140 ordinary shares. In April 2014 the Company adopted the 2014 Share Incentive Plan (the “2014 Plan”). The maximum aggregate number of shares which may be issued pursuant to all awards under the 2014 Plan was initially 5,500,000 ordinary shares as of the date of its approval. The number of shares reserved for future issuances under the 2014 Plan will be increased automatically if and whenever the ordinary shares reserved under the 2014 Plan account for less than1% of the total then-issued and outstanding ordinary shares on an as-converted basis, as a result of which increase the ordinary shares reserved under the 2014 Plan immediately after each such increase shall equal 5% of the then-issued and outstanding ordinary shares on an as-converted basis. Pursuant to the Evergreen Provision, the maximum aggregate number of shares which may be issued under the 2014 Plan increased automatically by an aggregate of 36,464,263 Class A ordinary shares in December 2014, August 2015 and December 2016, respectively, reaching a total of 41,964,263 Class A ordinary shares. The share options and restricted shares granted under the 2008 plan initially have a contractual term of six years, and grants under the 2014 plan have a contractual term of ten years. The incentive awards under both 2008 plan and 2014 plan generally vest over a period of four years of continuous service, one fourth (1/4) of which vest upon the first anniversary of the stated vesting commencement date and the remaining vest ratably over the following 36 months. Under the 2008 plan, incentive awards are only exercisable upon occurrence of certain defined exercisable events. The Group did not recognize any share-based compensation expense for the awards granted until the completion of the Company’s IPO on May 9, 2014 upon which the performance condition was satisfied. As of December 31, 2019, 19,872,396 options and 126,894 restricted shares were outstanding under the 2008 and 2014 plan. The Group recognized share-based compensation expense of RMB98,675 RMB68,738 and RMB61,736 for the years ended December 31, 2017, 2018 and 2019, respectively , which was classified as follows: For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Cost of revenue 1,075 1,483 4,006 Research and product development 6,864 9,124 12,057 Sales and marketing 1,650 1,305 3,321 General and administrative 89,086 56,826 42,352 Total 98,675 68,738 61,736 Share options The following table summarizes the Company’s option activities: Weighted Weighted Average Average Aggregate Number of Exercise Remaining Intrinsic share options Price Contractual Life Value US$ In Years US$’000 Outstanding at January 1, 2019 20,507,371 1.81 6,879 Granted 4,340,586 0.0033 Exercised (897,549) 0.02 Forfeited (1,735,099) 1.78 Modified (2,342,913) 0.0033 Outstanding at December 31, 2019 19,872,396 1.74 3,914 Vested and expected to vest at December 31, 2019 18,248,502 1.75 3,701 Exercisable at December 31, 2019 15,285,810 1.73 3,818 On February 15, 2017, the Company extended the contract life of 2,435,709 share options granted under the 2008 plan from six years to ten years. On March 1, 2018, the Company extended the contract life of 200,523 share options granted under the 2008 plan from six years to ten years. The incremental compensation expense for the modifications were insignificant and were recognized immediately since the share options were fully vested at the time of the modifications. In June 2019, the Company completed a one-time modification of share options, pursuant to which certain eligible employees were offered to replace certain unvested share options granted to them with cash awards. The price of cash awards were the same as the fair value of share options on grant date and still requires the same employees' continuous employments with the Company for the remaining period and will be paid in installment. As a result, 2,342,913 options were replaced. The incremental compensation cost of this modification was immaterial. As of December 31, 2019, the unpaid liabilities associated with these cash awards were RMB4,543. The total intrinsic value of options exercised for the years ended December 31, 2017, 2018 and 2019 was RMB103,082, RMB11,026 and RMB6,857(US$985), respectively. The weighted-average grant date fair value for options granted during the years ended December 31, 2017, 2018 and 2019 was US$2.66, US$1.28 and US$1.50, respectively, computed using the binomial option pricing model. The total fair value of share options vested during the years ended December 31, 2017, 2018, and 2019 was RMB82,814, RMB73,997 and RMB25,461(US$3,657), respectively. The Company estimated the expected volatility at the date of grant date and each option valuation date based on the annualized standard deviation of the daily return embedded in historical share prices of comparable companies. Risk free interest rate was estimated based on the yield to maturity of US treasury bonds denominated in US$ at the option valuation date. The exercise multiple is estimated as the ratio of fair value of underlying shares over the exercise price as at the time the option is exercised, based on a consideration of research study regarding exercise pattern based on empirical studies on the actual exercise behavior of employees. The Company has never declared or paid any cash dividends on its capital stock, and the Company does not anticipate any dividend payments on its ordinary shares in the foreseeable future. Time to maturity is the contract life of the option, and estimated forfeiture rates are determined based on historical employee turnover rate. The grant date fair value of each option is calculated using a binomial option pricing model with the following assumptions: 2017 2018 2019 Expected volatility 51.39%-52.4 % 49.9 % 48.05 % Risk-free interest rate 2.21%-2.45 % 2.97 % 2.72 % Exercise multiple 2.2-2.8 2.2-2.8 2.2-2.8 Expected dividend yield 0 % 0 % 0 % Time to maturity (in years) 10 10 Expected forfeiture rate (post-vesting) 0%-20 % 0%-20 % 0%-20 % Fair value of the common share on the date of option grant US$1.39-2.92 (RMB9.05-18.98) US$1.24-1.35 (RMB8.54-9.31) US$1.5 (RMB10.42) As of December 31, 2019, there was RMB1,915 in total unrecognized compensation expense related to unvested options, which is expected to be recognized over a weighted-average period of 2.35 years. Restricted shares The total intrinsic value of restricted shares vested for the years ended December 31, 2017, 2018 and 2019 were RMB2,468, RMB1,470 and RMB610(US$88), respectively. The fair value of restricted shares with service conditions is based on the fair market value of the underlying ordinary shares on the date of grant. The following table summarizes the Company’s restricted shares activity under the plans: Numbers of Weighted average restricted shares grant date fair value Restricted shares as of January 1, 2019 223,399 2.54 Granted — — Vested (66,579) 2.59 Forfeited (29,926) 3.76 Restricted shares as of December 31, 2019 126,894 2.23 Vested and expected to vest at December 31, 2019 126,894 2.23 As of December 31, 2019, there was RMB1,915 in total unrecognized compensation expense related to restricted shares, which is expected to be recognized over a weighted-average period of 2.35 years. |
Loss Per Share
Loss Per Share | 12 Months Ended |
Dec. 31, 2019 | |
Loss Per Share | |
Loss Per Share | 20. Loss Per Share The following table sets forth the computation of basic and diluted loss per share for the periods indicated: For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Numerator: Net loss attributable to Tuniu Corporation (767,304) (185,512) (694,565) (99,767) Accretion on redeemable noncontrolling interests (5,725) (2,422) (4,634) (666) Numerator for basic and diluted net loss per share (773,029) (187,934) (699,199) (100,433) Denominator: Weighted average number of ordinary shares outstanding-basic and diluted 378,230,039 377,744,381 369,472,880 369,472,880 Loss per share-basic and diluted (2.04) (0.50) (1.89) (0.27) The Company had securities which could potentially dilute basic loss per share in the future, which were excluded from the computation of diluted loss per share as their effects would have been anti-dilutive. Such outstanding securities consist of the share options and unvested restricted shares with the number of 17,269,396, 8,316,843 and 8,776,330, for the years ended December 31, 2017, 2018 and 2019, respectively. |
Restricted Net Assets
Restricted Net Assets | 12 Months Ended |
Dec. 31, 2019 | |
Restricted Net Assets | |
Restricted Net Assets | 21. Restricted Net Assets Pursuant to laws applicable to entities incorporated in the PRC, the Group’s subsidiaries and Affiliated Entities in the PRC must make appropriations from after-tax profit to non-distributable reserve funds. These reserve funds include one or more of the following: (i) a general reserve, (ii) an enterprise expansion fund and (iii) a staff bonus and welfare fund. Subject to certain cumulative limits, the general reserve fund requires an annual appropriation of 10% of after tax profit (as determined under accounting principles generally accepted in the PRC at each year-end) until the accumulative amount of such reserve fund reaches 50% of a company’s registered capital; the other fund appropriations are at the subsidiaries’ discretion. These reserve funds can only be used for specific purposes of enterprise expansion and staff bonus and welfare and are not distributable as cash dividends. In addition, due to restrictions on the distribution of share capital from the Group’s PRC subsidiaries and Affiliated Entities and also as a result of these entities’ unreserved accumulated losses, total restrictions placed on the distribution of the Group’s PRC subsidiaries and Affiliated Entities’ net assets was RMB1,356 million, or 50.0% of the Group’s total consolidated net assets as of December 31, 2019. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies | |
Commitments and Contingencies | 22. Commitments and Contingencies (a) Capital Commitments As of December 31, 2019, capital commitments relating to leasehold improvement, purchase of equipment and construction of office building were approximately RMB220,355. (b) Contingencies From time to time, the Group is involved in claims and legal proceedings that arise in the ordinary course of business. Based on currently available information, management does not believe that the ultimate outcome of these unresolved matters, individually and in the aggregate, is likely to have a material adverse effect on the Group’s financial position, results of operations or cash flows. However, litigation is subject to inherent uncertainties and the Group’s view of these matters may change in the future. If an unfavorable outcome were to occur, there exists the possibility of a material adverse impact on the Group’s financial position and results of operations for the periods in which the unfavorable outcome occurs. (c) Other commitments Deposits or guarantees are required by the Group’s business partners for air ticketing and tourist attraction tickets. Letters of guarantee are issued by banks to the Group’s business partners with total amount of RMB242 million and RMB446 million as of December 31, 2018 and 2019, respectively. |
Related party transactions and
Related party transactions and balances | 12 Months Ended |
Dec. 31, 2019 | |
Related party transactions and balances | |
Related party transactions and balances | 23. Related party transactions and balances Parties are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operational decisions. Parties are also considered to be related if they are subject to common control or common significant influence. Related parties may be individuals or corporate entities. The following entities are considered to be related parties to the Group: Name of related parties Relationship with the Group Ctrip Investment Holding Co., Ltd. (“Ctrip”) one board director of the Group JD.com, Inc. (“JD”) one board director of the Group HNA Tourism Holdings Group Co., Ltd. (“HNA Tourism”) two board directors of the Group Black Fish Group Ltd. (“Black Fish”) founded by one of the former principal shareholders of the Group Fullshare Holdings Limited (“Fullshare”) a principal shareholder of the Group On May 25, 2018, Fullshare completed the purchase of 4,104,137 Class A ordinary shares and 6,949,997 Class B ordinary shares from the Group’s previous principal shareholder Mr. Haifeng Yan. Since then, Haifeng Yan was no longer the Group’s principal shareholder and Black Fish founded by Mr. Haifeng Yan ceased to be the Group’s related party. a) Transactions with related parties: Ctrip purchased 5,000,000 Class A ordinary shares in a private placement concurrent with the Group’s initial public offering, an additional 3,731,034 Class A ordinary shares for a total of US$15 million through a private placement transaction in December 2014 as well as an additional 3,750,000 Class A ordinary shares for a total of US$20 million through a private placement transaction in May 2015. The Group sells packaged tours through Ctrip’s online platform and the commission fees to Ctrip were insignificant. The Group purchased travelling products from Ctrip’s online platform, which were insignificant. Revenues from Ctrip consist of commission fees for the booking of hotel rooms and air tickets through the Group’s online platform, amounted of RMB61.5 million, RMB161.7 million and RMB65.7 million (US$9.4 million) for the years ended December 31, 2017, 2018 and 2019, respectively. On May 8, 2015, the Company issued 65,625,000 Class A ordinary shares to Fabulous Jade Global Limited, a subsidiary of JD, for cash consideration of RMB1,528.2 million (US$250 million) and RMB660.2 million representing the fair value of business resource contributed by JD, which include the exclusive rights to operate the leisure travel channel for both JD’s website and mobile application, JD’s preferred partnership for hotel and air ticket reservation service, internet traffic support and marketing support for the leisure travel channel for a period of five years starting from August 2015. The Group also purchased travelling products from JD’s channels at the amount of RMB nil, RMB23,509 and RMB49,399 for the years ended December 31, 2017, 2018 and 2019, respectively. In 2017, the Group disposed several subsidiaries to Black Fish with nominal consideration. As of the disposal date, these subsidiaries were in deficit positions and disposal gain was insignificant in the Group’s consolidated statement of comprehensive income. Black Fish entered into cooperation agreements with the Group in 2017 for provision of services in relation to the Group’s online lending services. The amount of service fees charged by Black Fish was RMB155.9 million (US$24.0 million) for the year ended December 31, 2017. Black Fish also purchased loan receivable assets related to the lending business from the Group at the consideration of RMB140.0 million as the Group terminated these cooperation agreements and stopped granting loans to individuals in 2017. The Group have not transacted with Black Fish for the years ended December 31, 2018 and 2019. On January 21, 2016, the Company issued 90,909,091 Class A ordinary shares to HNA Tourism for total consideration of RMB3,279 million (US$500 million). HNA Tourism agreed to provide the Group with access to its premium airlines and hotels resources at a preferential rate, under fair competition market rules, and the Group undertook to acquire no less than US$100 million products and services sourced from HNA Tourism over the next two years. The Group purchased RMB394.7 million, RMB588.9 million, RMB443.1 million (US$63.6 million) air tickets from HNA Tourism for the year ended December 31, 2017, 2018 and 2019, respectively. The Group sold travelling products through an affiliate of HNA Tourism’s distribution channels and the revenues were insignificant. In December 2017, the Group provided financing to an affiliate of HNA Tourism (the “HNA Affiliate”) amounting to RMB40.0 million (US$5.7 million) by purchasing private placement notes issued by the HNA Affiliate (the "Notes Financing"), with the interest rate of 8.5%, which was repayable in one year. The Notes Financing was guaranteed by another affiliate of HNA Tourism. The Notes Financing was extended for one year upon original maturity in December 2018 with the same interest rate and was further pledged by certain equity investment held by HNA Affiliate. In May 2018, the Group provided financing in the form of accounts receivable factoring arrangement (the "Loan Financings") to another affiliate of HNA Tourism amounting to RMB500 million (US$71.8 million) with the average interest rate of 14% per annum and service fee rate of 6%, which were repayable in one year. The Loan Financings were guaranteed by another affiliate of HNA Tourism. The Loan Financings were extended for one year upon original maturity in May 2019 with interest rate decreased to 6% per annum. The Group has received requests from these borrowers for extension of maturity of the Notes Financing and Loan Financings for another one year to December 2020 and May 2021, respectively. As of December 31, 2019, the Group reviewed the recoverability of above Notes Financing and Loan Financings to reflect the credit risk associated with the respective outstanding balances. As of December 31, 2019, the Group recorded an allowance provision of RMB1.9 million and RMB21.3 million for the Notes Financing and the Loan Financings, respectively. As of December 31, 2019, the carrying value of the Notes Financing and the Loan Financings were RMB44.8 million and RMB512.8 million, respectively, which were presented in non-current assets, based on management's estimates of time for collection. The interest income and service fee for the Notes Financing and the Loan Financings were RMB70.0 million and RMB27.8 million for the years ended 2018 and 2019, respectively. During the year ended December 31, 2018, Fullshare made several prepayments to the Group for travelling products, which was RMB1.6 million in 2018. Fullshare has not made any prepayments to the Group in 2019. b) Balances with related parties: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Current: Amounts due from Ctrip 11,091 23,759 3,413 Amounts due from JD 50,336 3,685 529 Amounts due from HNA Tourism 635,093 37,664 5,410 Total 696,520 65,108 9,352 Non-Current: Long-term amounts due from HNA Tourism — 557,582 80,092 Total — 557,582 80,092 Current: Amounts due to Ctrip 73,229 27,128 3,897 Amounts due to JD 2,350 136 19 Amounts due to HNA Tourism — 2,491 358 Amounts due to Fullshare 1,580 — — Total 77,159 29,755 4,274 |
Subsequent events
Subsequent events | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent events | |
Subsequent events | 24. Subsequent events From January 2020, the outbreak of a novel strain of coronavirus, named as COVID-19, has spread rapidly to many parts of the world. The epidemic has resulted in quarantines, travel restrictions, and the temporary closure of facilities in China and many other countries for the past a few months. The travel industry was particularly hard hit. Major airlines have cancelled flights to and from China for an extended period of time, which will further impact travel and tourism in China and across the world. Meanwhile, major governments across the world have implemented strict travel bans and adopted different control measures to curb the spread of the disease. In connection with intensifying efforts to contain the spread of COVID-19, the Ministry of Culture and Tourism of the People's Republic of China issued an notice on January 24, 2020 requiring travel agencies, including online travel agencies throughout the country to suspend the operation of organized tours and the provision of a combination of flight and hotel bookings, pursuant to which the Group was not able to sell packaged tours, which is a primary part of the Group’s business operation. Furthermore, Chinese government has taken a number of other actions, which included extending the Chinese New Year holiday, quarantining individuals infected with or suspected of having COVID-19, restricting residents from travel, encouraging employees of enterprises to work remotely from home and cancelling public activities, among others. The spread or fear of spread of contagious disease, such as COVID-19 has caused a significant decline in the level of business and leisure travel in certain regions or as a whole, and a significant decrease in the demand for the Group’s products and services, resulting in customer cancellations and refund requests and reduced new orders relating to the Group’s services. In addition, the Group’s business partners and travel suppliers, including overseas suppliers are also experiencing similar or more serious disruptions to their business operation. Furthermore, the Group has been taking other measures in response to the outbreak, including the adoption of modified operating hours, remote working arrangement and more stringent workplace sanitation measures. As a result of the outbreak of COVID-19, the Group’s business, results of operations, financial positions and cash flows have been materially and adversely affected for the first two quarters of 2020 with potential impacts on subsequent periods, including but not limited to the significant decline in revenue and significant operating cash outflow due to the incremental cost incurred in responses to travelers’ cancellations and refund requests. The impacts of COVID-19 may also include additional allowance for doubtful accounts and impairment to the Group’s long-term assets. Because of the significant uncertainties surrounding the COVID-19, the exact financial impact is unpredictable and will depend on future developments, including new information which may emerge concerning the duration, severity, the reach of the COVID-19 outbreak globally and the actions taken by authorities and other entities to contain the COVID-19 outbreak, among others, all of which are beyond the Group's control. The Group will continue to closely monitor the impacts of COVID-19. |
CONDENSED FINANCIAL INFORMATION
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY | 12 Months Ended |
Dec. 31, 2019 | |
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY | |
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY | FINANCIAL STATEMENT SCHEDULE I TUNIU CORPORATION CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY CONDENSED BALANCE SHEETS (All amounts in thousands, except for share and per share data, or otherwise noted) As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) ASSETS Current assets Cash and cash equivalents 250 336 48 Amounts due from subsidiaries and Affiliated Entities 7,116,514 7,082,315 1,017,311 Prepayments and other current assets 226 237 34 Total current assets 7,116,990 7,082,888 1,017,393 Intangible assets 211,540 47,484 6,821 Total assets 7,328,530 7,130,372 1,024,214 LIABILITIES AND EQUITY Current liabilities Accrued expenses and other current liabilities 10,989 9,102 1,307 Total current liabilities 10,989 9,102 1,307 Non-current liabilities Investment deficit in subsidiaries and Affiliated Entities 3,967,178 4,410,640 633,549 Total non-current liabilities 3,967,178 4,410,640 633,549 Total liabilities 3,978,167 4,419,742 634,856 Equity Ordinary shares (US$0.0001 par value; 1,000,000,000 shares (including 780,000,000 Class A shares, 120,000,000 Class B shares and 100,000,000 shares to be designated by the Board of Directors) authorized as of December 31, 2018 and 2019; 389,331,544 shares (including 371,958,044 Class A shares and 17,373,500 Class B shares) issued and outstanding as of December 31, 2018 and 2019) 249 249 36 Less: Treasury stock (304,535) (310,942) (44,664) Additional paid-in capital 9,061,979 9,113,512 1,309,074 Accumulated other comprehensive income 284,079 293,784 42,199 Accumulated deficit (5,691,409) (6,385,974) (917,288) Total Tuniu Corporation shareholders’ equity 3,350,363 2,710,629 389,357 Total liabilities and equity 7,328,530 7,130,371 1,024,213 FINANCIAL STATEMENT SCHEDULE I TUNIU CORPORATION CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY CONDENSED STATEMENTS OF COMPREHENSIVE LOSS (All amounts in thousands, except for share and per share data, or otherwise noted) For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Operating expenses General and administrative (6,715) (3,147) (3,903) (561) Share of loss of subsidiaries and affiliated entities (761,841) (183,670) (689,252) (99,005) Total operating expenses (768,556) (186,817) (693,155) (99,566) Loss from operations (768,556) (186,817) (693,155) (99,566) Other income/(expenses) Interest income 6 — — — Foreign exchange losses, net (12) — (2,457) (353) Other income, net 1,258 1,305 1,047 152 Loss before income tax expense (767,304) (185,512) (694,565) (99,767) Net loss (767,304) (185,512) (694,565) (99,767) Accretion on redeemable noncontrolling interests (5,725) (2,422) (4,634) (666) Net loss attributable to ordinary shareholders (773,029) (187,934) (699,199) (100,433) Net loss (767,304) (185,512) (694,565) (99,767) Other comprehensive income/(loss) Foreign currency translation adjustment, net of nil tax (128,539) 11,693 9,705 1,394 Comprehensive loss (895,843) (173,819) (684,860) (98,373) FINANCIAL STATEMENT SCHEDULE I TUNIU CORPORATION CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY CONDENSED STATEMENTS OF CASH FLOWS (All amounts in thousands, except for share and per share data, or otherwise noted) For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Cash (used in)/provided by operating activities (5,507) 1,266 (4,739) (681) Cash provided by investing activities 402,418 133,189 18,268 2,624 Cash used in financing activities (98,805) (134,485) (13,438) (1,930) Effect of exchange rate changes on cash, cash equivalents and restricted cash (301,241) (13) (5) (1) Net (decrease) /increase in cash, cash equivalents and restricted cash (3,135) (43) 86 12 Cash, cash equivalents and restricted cash at the beginning of year 3,428 293 250 36 Cash, cash equivalents and restricted cash at the end of year 293 250 336 48 Supplemental disclosure of non-cash investing and financing activities Receivables related to exercise of stock option (385) (23) (55) (8) FINANCIAL STATEMENT SCHEDULE I TUNIU CORPORATION CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY Note to Financial Statement Schedule I Schedule I has been provided pursuant to the requirements of Rule 12‑04(a) and 5‑04‑(c) of Regulation S-X, which require condensed financial information as to the financial position, change in financial position and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented when the restricted net assets of consolidated subsidiaries exceed 25 percent of consolidated net assets as of the end of the most recently completed fiscal year. The condensed financial information has been prepared using the same accounting policies as set out in the accompanying consolidated financial statements except that the equity method has been used to account for investments in its subsidiaries and Affiliated Entities. Such investments in subsidiaries and Affiliated Entities are presented as investment deficit in subsidiaries and Affiliated Entities and the loss of the subsidiaries and Affiliated Entities is presented as share of loss of subsidiaries and Affiliated Entities. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. The footnote disclosures to the consolidated financial statements contain information relating to the operations of the parent company and, as such, this schedule should be read in conjunction with the notes to the accompanying consolidated financial statements. As of December 31, 2019, the parent company had no significant capital and other commitments, long-term obligations, or guarantee, except for those which have separately disclosed in the consolidated financial statements. |
Principal Accounting Policies (
Principal Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Principal Accounting Policies | |
Basis of Presentation | (a) Basis of Presentation The consolidated financial statements of the Group have been prepared in accordance with the accounting principles generally accepted in the United States of America (“U.S. GAAP”). |
Liquidity | Liquidity The Group’s consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and liquidation of liabilities during the normal course of operations. The Group incurred net losses of approximately RMB767,304, RMB185,512 and RMB694,565 for the years ended December 31, 2017, 2018 and 2019, respectively. Net cash used in operating activities was approximately RMB418,649 and RMB120,461 for the years ended December 31, 2017 and 2019 respectively, and net cash provided by operating activities was RMB268,089 for the year ended December 31, 2018. Accumulated deficit was RMB5,505,897, RMB5,691,409 and RMB6,385,974 as of December 31, 2017, 2018 and 2019, respectively. As disclosed in note 24, Subsequent event, the outbreak of COVID-19 has had material adverse impacts on the Group’s cash flow for the first two quarters of 2020 with potential continuing impacts on subsequent periods. The conditions and events indicated there could cast substantial doubt on the Group’s ability to continue as a going concern. The Group has taken actions to manage its liquidity by reducing capital expenditures and operational expenses that are discretionary in nature and obtaining funding from the maturity of certain short-term and long-term investments. Based on management’s liquidity assessment, considering these actions taken, management believes that the Group’s available cash, cash equivalents, and cash generated from future operations and maturity of investments will be sufficient to meet its working capital requirements and capital expenditures in the ordinary course of business for the next twelve months from the issuance of these consolidated financial statements. Accordingly, the consolidated financial statements have been prepared on going concern basis. |
Principles of Consolidation | (b) Principles of Consolidation The consolidated financial statements include the financial statements of the Company, its subsidiaries, the Affiliated Entities for which the Company is the primary beneficiary. Subsidiaries are those entities in which the Company, directly or indirectly, controls more than one half of the voting power, has the power to appoint or remove the majority of the members of the board of directors, or to cast a majority of votes at the meeting of board of directors, or has the power to govern the financial and operating policies of the investee under a statute or agreement among the shareholders or equity holders. A VIE is an entity in which the Company, or its subsidiary, through contractual arrangements, has controlling interest and therefore the Company or its subsidiary is the primary beneficiary of the entity. In determining whether the Company or its subsidiary has controlling interests in a VIE, the Company considers whether the company or its subsidiary has the power to direct activities that most significantly impact the VIE’s economic performance, and the right to receive benefits from the VIE or the obligation right to absorb losses of the VIE that could be potentially significant to the VIE. All significant transactions and balances among the Company, its subsidiaries and the Affiliated Entities have been eliminated upon consolidation. To comply with PRC laws and regulations that restrict foreign equity ownership of companies that operate internet content, travel agency and air-ticketing services, the Company operates its website and engaged in such restricted services through Nanjing Tuniu and its subsidiaries. Nanjing Tuniu’s equity interests are held by Dunde Yu, the Company’s Chief Executive Officer, Haifeng Yan, the Company’s director, and several other PRC citizens. On September 17, 2008, Beijing Tuniu, one of the Company’s wholly owned subsidiaries, entered into a series of agreements with Nanjing Tuniu and its shareholders. Pursuant to these agreements, Beijing Tuniu has the ability to direct substantially all the activities of Nanjing Tuniu, and absorb substantially all of the risks and rewards of the Affiliated Entities. As a result, Beijing Tuniu is the primary beneficiary of Nanjing Tuniu, and has consolidated the Affiliated Entities. Contractual arrangements On September 17, 2008, Beijing Tuniu entered into a series of contractual agreements with Nanjing Tuniu and its shareholders. The following is a summary of the agreements which allow the Company to exercise effective control over Nanjing Tuniu: (1) Purchase Option Agreement. Under the purchase option agreement entered between Beijing Tuniu and the shareholders of Nanjing Tuniu on September 17, 2008, Beijing Tuniu has the irrevocable exclusive right to purchase, or have its designated person or persons to purchase all or part of the shareholders’ equity interests in Nanjing Tuniu at RMB1,800 which was increased to RMB2,430 in March 2014. The option term remains valid for a period of 10 years and can be extended indefinitely at Beijing Tuniu’s discretion. The purchase consideration was paid by Beijing Tuniu to the shareholders of Nanjing Tuniu shortly after the purchase option agreement was entered. On January 24, 2014, the Company amended and restated the purchase option agreement, and the effective term of the purchase option agreement has been changed to until all equity interests held in Nanjing Tuniu are transferred or assigned to Beijing Tuniu or its designated person or persons. (2) Equity Interest Pledge Agreement. Under the equity interest pledge agreement entered between Beijing Tuniu and the shareholders of Nanjing Tuniu on September 17, 2008, the shareholders pledged all of their equity interests in Nanjing Tuniu to guarantee their performance of their obligations under the purchase option agreement. If the shareholders of Nanjing Tuniu breach their contractual obligations under the purchase option agreement, Beijing Tuniu, as the pledgee, will have the right to either conclude an agreement with the pledger to obtain the pledged equity or seek payments from the proceeds of the auction or sell-off of the pledged equity to any person pursuant to the PRC law. The shareholders of Nanjing Tuniu agreed that they will not dispose of the pledged equity interests or create or allow any encumbrance on the pledged equity interests. During the equity pledge period, Beijing Tuniu is entitled to all dividends and other distributions made by Nanjing Tuniu. The equity interest pledge agreement remains effective until the shareholders of Nanjing Tuniu discharge all their obligations under the purchase option agreement, or Beijing Tuniu enforces the equity interest pledge, whichever is earlier. (3) Shareholders’ Voting Rights Agreement. Under the shareholders’ voting rights agreement entered between Beijing Tuniu and the shareholders of Nanjing Tuniu on September 17, 2008, each of the shareholders of Nanjing Tuniu appointed Beijing Tuniu’s designated person as their attorney-in-fact to exercise all of their voting and related rights with respect to their equity interests in Nanjing Tuniu, including attending shareholders’ meetings, voting on all matters of Nanjing Tuniu, nominating and appointing directors, convene extraordinary shareholders’ meetings, and other voting rights pursuant to the then effective articles of association. The shareholders’ voting rights agreement will remain in force for an unlimited term, unless all the parties to the agreement mutually agree to terminate the agreement in writing or cease to be shareholders of Nanjing Tuniu. (4) Irrevocable Powers of Attorney. Under the powers of attorney issued by the shareholders of Nanjing Tuniu on September 17, 2008, the shareholders of Nanjing Tuniu each irrevocably appointed Mr. Tao Jiang, a person designated by Beijing Tuniu, as the attorney-in-fact to exercise all of their voting and related rights with respect to their equity interests in Nanjing Tuniu. Each power of attorney will remain in force until the shareholders’ voting rights agreement expires or is terminated. On January 24, 2014, the shareholders of Nanjing Tuniu issued powers of attorney to irrevocably appoint Beijing Tuniu as the attorney-in-fact to exercise all of their voting and related rights with respect to their equity interests in Nanjing Tuniu. These powers of attorney replaced the powers of attorney previously granted to Mr. Tao Jiang on September 17, 2008. (5) Cooperation Agreement. Under the cooperation agreement entered between Beijing Tuniu and Nanjing Tuniu, Beijing Tuniu has the exclusive right to provide Nanjing Tuniu technology consulting and services related to Nanjing Tuniu’s operations, which require certain licenses. Beijing Tuniu owns the exclusive intellectual property rights created as a result of the performance of this agreement. Nanjing Tuniu agrees to pay Beijing Tuniu a monthly service fee for services performed, and the monthly service fee shall not be lower than 100% of Nanjing Tuniu’s profits generated from such cooperation, which equal revenues generated from such cooperation, after deducting the expenses it incurred. This agreement remains effective for an unlimited term, unless the parties mutually agree to terminate the agreement, one of the parties is declared bankrupt or Beijing Tuniu is not able to provide consulting and services as agreed for more than three consecutive years because of force majeure. On January 24, 2014, the Company amended and restated the Cooperation Agreement. In the amended and restated agreement, the service fee has been changed to a quarterly payment which equals the profits of each of Nanjing Tuniu and its subsidiaries, and that Beijing Tuniu can adjust the service fee at its own discretion. Also in the amended and restated Cooperation Agreement, Beijing Tuniu has the unilateral right to terminate the agreement. In the years ended December 31, 2017, 2018 and 2019, the Company and its subsidiaries received service fees of RMB138,054, RMB197,853 and RMB30,420, respectively, from its consolidated Affiliated Entities, which were eliminated in the consolidated financial statements. Risks in relation to the VIE structure The Group believes that each of the agreements and the powers of attorney under the contractual arrangements among Beijing Tuniu, Nanjing Tuniu and its shareholders is valid, binding and enforceable, and does not and will not result in any violation of PRC laws or regulations currently in effect. The legal opinion of Fangda Partners, which was the Company’s PRC legal counsel, also supports this conclusion. The shareholders of Nanjing Tuniu are also shareholders, nominees of shareholders, or designated representatives of shareholders of the Company and therefore have no current interest in seeking to act contrary to the contractual arrangements. However, uncertainties in the PRC legal system could limit the Company’s ability to enforce these contractual arrangements and if the shareholders of Nanjing Tuniu were to reduce their interest in the Company, their interests may diverge from that of the Company and that may potentially increase the risk that they would seek to act contrary to the contractual terms. The Company’s ability to control Nanjing Tuniu also depends on the power of attorney Beijing Tuniu has to vote on all matters requiring shareholder approval in Nanjing Tuniu. As noted above, the Company believes this power of attorney is legally enforceable but it may not be as effective as direct equity ownership. In addition, if the legal structure and contractual arrangements were found to be in violation of any existing PRC laws and regulations, the PRC government could: · levying fines or confiscate the Group’s income; · revoke the Group’s business or operating licenses; · require the Group to discontinue, restrict or restructure its operations; · shut down the Group’s servers or block the Group’s websites and mobile platform; · restrict or prohibit the use of the Group’s financing proceeds to finance its business and operations in China; or · take other regulatory or enforcement actions against the Group that could be harmful to the Group’s business The imposition of any of these penalties may result in a material and adverse effect on the Group’s ability to conduct the Group’s business. In addition, the imposition of any of these penalties may cause the Group to lose the right to direct the activities of Nanjing Tuniu (through its equity interest in its subsidiaries) or the right to receive economic benefits from the Affiliated Entities. Therefore, a risk exists in that the Group would no longer be able to consolidate Nanjing Tuniu and its subsidiaries. In March 2019, the PRC National People’s Congress promulgated the Foreign Investment Law, or the 2019 PRC Foreign Investment Law, which will become effective on January 1, 2020 and will replace the major existing laws and regulations governing foreign investment in the PRC. The approved Foreign Investment Law does not touch upon the relevant concepts and regulatory regimes that were historically suggested for the regulation of VIE structures, and thus this regulatory topic remains unclear under the Foreign Investment Law. As the 2019 PRC Foreign Investment Law is newly adopted and relevant government authorities may promulgate more laws, regulations or rules on the interpretation and implementation of the 2019 PRC Foreign Investment Law, the possibility can’t be ruled out that the VIE structure adopted by the Group may be deemed as a method of foreign investment by, any of such future laws, regulations and rules, which cause significant uncertainties as to whether the Group’s VIE structures would be treated as a method of foreign investment. If the Group’s VIE structure would be deemed as a method of foreign investment under any of such future laws, regulations and rules, and any of the Group’s businesses operation would fall in the “negative list” for foreign investment that is subject to any foreign investment restrictions or prohibitions, the Group would be required to take further actions to comply with such laws, regulations and rules, which may materially and adversely affect the Group’s current corporate structure, corporate governance, business, financial conditions and results of operations. Summary financial information of the Affiliated Entities in the consolidated financial statements As of December 31, 2019, the aggregate accumulated deficit of the Affiliated Entities was RMB4,099 million prior to the elimination of transactions between the Affiliated Entities and the Company or the Company’s subsidiaries. The following assets, liabilities, revenues and loss of the Affiliated Entities were included in the consolidated financial statements as of December 31, 2018 and 2019 and for the years ended December 31,2017, 2018 and 2019: As of December 31, 2018 2019 RMB RMB US$(Note 2(d)) ASSETS Current assets Cash and cash equivalents 254,373 126,096 18,113 Restricted cash 261,559 318,826 45,797 Short-term investments 584,032 831,256 119,402 Accounts receivable, net 266,225 284,469 40,861 Intercompany receivables 499,276 870,818 125,085 Prepayments and other current assets 769,824 534,144 76,725 Total current assets 2,635,289 2,965,609 425,983 Non-current assets Long-term investments 1,022,453 1,009,049 144,941 Property and equipment, net 137,267 129,469 18,597 Intangible assets, net 85,388 91,953 13,208 Operating lease right-of-use assets, net — 68,193 9,795 Goodwill 137,074 185,004 26,574 Other non-current assets 66,335 82,422 11,839 Total non-current assets 1,448,517 1,566,090 224,954 Total assets 4,083,806 4,531,699 650,937 LIABILITIES Current liabilities Short-term borrowings 47,205 184,000 26,430 Accounts and notes payable 1,251,543 1,149,051 165,051 Intercompany payable 5,141,083 5,241,312 752,867 Salary and welfare payable 82,254 81,144 11,656 Taxes payable 11,809 6,519 937 Advances from customers 998,041 1,104,505 158,652 Operating lease liabilities, current — 30,779 4,420 Accrued expenses and other current liabilities 300,238 794,633 114,142 Total current liabilities 7,832,173 8,591,943 1,234,155 Non-current liabilities Operating lease liabilities, non-current — 42,155 6,055 Deferred tax liabilities 17,838 20,112 2,889 Total non-current liabilities 17,838 62,267 8,944 Total liabilities 7,850,011 8,654,210 1,243,099 For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Net revenues 1,954,746 1,524,924 1,181,747 169,747 Net loss (348,755) (29,031) (334,832) (48,096) Net cash (used in)/provided by operating activities (232,926) 31,282 (505,492) (72,609) Net cash used in investing activities (1,021,286) (465,029) (246,340) (35,385) Net cash provided by financing activities 1,303,661 569,565 680,822 97,794 Currently there is no contractual arrangement that could require the Company to provide additional financial support to the Affiliated Entities. As the Company is conducting its business mainly through the Affiliated Entities, the Company may provide such support on a discretionary basis in the future, which could expose the Company to a loss. Under the contractual arrangements with Nanjing Tuniu and through its equity interest in its subsidiaries, the Group has the power to direct the activities of the Affiliated Entities and direct the transfer of assets out of the Affiliated Entities. As the consolidated Affiliated Entities are each incorporated as a limited liability company under the PRC Company Law, the creditors do not have recourse to the general credit of the Company for all of the liabilities of the consolidated Affiliated Entities. |
Use of Estimates | (c) Use of Estimates The preparation of the Group’s consolidated financial statements in conformity with the U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities. Actual results could differ materially from those estimates. Significant accounting estimates reflected in the Group’s consolidated financial statements mainly include fair value of short-term and long-term investments, recoverability of receivables, estimated useful lives of property and equipment and intangible assets, impairment for goodwill and long-lived assets, the purchase price allocation and fair value of contingent considerations with respect to business combinations, fair value of share-based payment arrangements, subsequent measurement of equity investments using measurement alternative, valuation allowance for deferred tax assets and the determination of uncertain tax positions. |
Functional Currency and Foreign Currency Translation | (d) Functional Currency and Foreign Currency Translation The Group uses Renminbi (“RMB”) as its reporting currency. The functional currency of the Company and its subsidiaries incorporated outside of PRC is the United States dollar (“US$”), while the functional currency of the PRC entities in the Group is RMB as determined based on ASC 830, Foreign Currency Matters . Transactions denominated in other than the functional currencies are re-measured into the functional currency of the entity at the exchange rates prevailing on the transaction dates. Foreign currency denominated financial assets and liabilities are re-measured at the balance sheet date exchange rate. The resulting exchange differences are included in the consolidated statements of comprehensive loss as foreign exchange gains / losses. When preparing the consolidated financial statements presented in RMB, assets and liabilities of the Company and its subsidiaries incorporated outside of PRC are translated into RMB at fiscal year-end exchange rates, and equity accounts are translated into RMB at historical exchange rates. Income and expense items are translated at average exchange rates prevailing during the respective fiscal years. Translation adjustments arising from these are reported as foreign currency translation adjustments and are shown as a component of accumulated other comprehensive income or loss in the consolidated statement of changes in shareholders’ equity. The unaudited United States dollar amounts disclosed in the accompanying financial statements are presented solely for the convenience of the readers. Translations of amounts from RMB into US$ for the convenience of the reader were calculated at the rate of US$1.00 = RMB6.9618 on December 31, 2019, as set forth in H.10 statistical release of the Federal Reserve Board. No representation is made that the RMB amounts could have been, or could be, converted into US$ at that rate on December 31, 2019, or at any other rate. |
Fair Value Measurement | (e) Fair Value Measurement The Group defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Group considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability. The established fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs may be used to measure fair value include: Level 1 Level 2 Level 3 The Group’s financial instruments include cash and cash equivalents, restricted cash, short-term investments, accounts receivable, accounts payable, amounts due from and due to related parties, long-term investments in financial products, borrowings, operating lease liabilities, contingent consideration for acquisitions and certain accrued liabilities and other current liabilities. The carrying values of these financial instruments approximated their fair values due to the short-term maturity of these instruments except for certain investments which are carried at fair value at each balance sheet date. Certain short-term and long-term investments in financial products and securities classified within Level 2 are valued using directly or indirectly observable inputs in the market place. Certain investments in financial products classified within Level 3 are valued based on a model utilizing unobservable inputs which require significant management judgment and estimation. The Group’s assets and liabilities measured at fair value on a recurring basis are summarized below: Fair Value Measurement Using Significant Other Observable Inputs (Level 2) As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Short-term investments 562,794 1,113,536 159,949 Long-term investments 52,441 282,995 40,650 Fair Value Measurement Using Unobservable Inputs (Level 3) As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Short-term investments 255,237 114,043 16,381 Long-term investments 844,843 711,927 102,262 Contingent consideration for acquisitions - short term 25,692 19,273 2,768 Contingent consideration for acquisitions - long term 10,764 10,947 1,573 The roll forward of major Level 3 investments are as following: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Fair value of Level 3 investment at the beginning of the year — 1,100,080 158,017 Addition 1,547,135 494,100 70,973 Decrease (457,564) (795,587) (114,279) The change in fair value of the investments 10,509 27,377 3,932 Fair value of Level 3 investment at the end of the year 1,100,080 825,970 118,643 The Company determined the fair value of its investments by using income approach with significant unobservable inputs of future cashflows and discount rate ranging from 2.0% to 10.0%. The roll forward of contingent consideration for acquisitions is as below: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Balance at the beginning of the year 38,116 36,456 5,237 Addition 10,382 7,341 1,055 Net change in fair value (5,242) 344 49 Payment (6,800) (13,921) (2,000) Balance at the end of the year 36,456 30,220 4,341 Contingent consideration is valued using an expected cash flow method with unobservable inputs including the probability to achieve the operating and financial targets, which is assessed by the Group, in connection with the contingent consideration arrangements. |
Cash and Cash Equivalents | (f) Cash and Cash Equivalents Cash and cash equivalents represent cash on hand and demand deposits placed with banks, other financial institutions and Alipay, a third party payment processor, which are unrestricted as to withdrawal or use. |
Restricted Cash | (g) Restricted Cash Restricted cash represents cash that cannot be withdrawn without the permission of third parties. The Group’s restricted cash mainly represents (i) cash deposits required by tourism administration departments as a pledge to secure travellers’ rights and interests, (ii) cash deposits required by China Insurance Regulatory Commission for engaging in insurance agency or brokering activities. (iii) the deposits held in designated bank accounts for issuance of bank acceptance notes and letter of guarantee, and required by the Group’s business partners. Cash, cash equivalents and restricted cash as reported in the consolidated statement of cash flows are presented separately on consolidated balance sheet as follows: As of December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Cash and cash equivalents 484,101 560,356 295,463 42,441 Restricted cash 91,810 270,670 327,052 46,978 Total 575,911 831,026 622,515 89,419 |
Short-term Investments | (h) Short-term Investments Short-term investments are comprised of (i) held-to-maturity investments such as time deposits, which are due between three months and one year and stated at amortized cost; and (ii) equity securities and investments in financial products issued by banks or other financial institutions, which contain a fixed or variable interest rate and with original maturities between three months and one year. Such investments are generally not permitted to be redeemed early or are subject to penalties for redemption prior to maturity. These investments are stated at fair value. Changes in the fair value are reflected in the consolidated statements of comprehensive loss. There was no other-than-temporary impairment of short-term investments measured at amortized cost for the years ended December 31, 2017, 2018 and 2019. |
Accounts Receivable, net | (i) Accounts Receivable, net The Group’s accounts receivable mainly consist of amounts due from the customers, travel agents, insurance companies and travel boards or bureaus, which are carried at the original invoice amount less an allowance for doubtful accounts. The Group reviews accounts receivable on a periodic basis and makes allowances when there is doubt as to the collectability of individual balances. The Group evaluates the collectability of accounts receivable considering many factors including reviewing accounts receivable balances, historical bad debt rates, payment patterns, counterparties’ credit worthiness and financial conditions, and industry trend analysis. The Group recognized allowance for doubtful accounts of RMB13,332, RMB3,299 and RMB28,443 for the years ended December 31, 2017, 2018 and 2019, respectively. The following table summarized the details of the Group’s allowance for doubtful accounts: For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Balance at the beginning of year 4,856 16,905 20,204 2,902 Addition 13,332 4,200 30,023 4,313 Reversal — (901) (1,580) (227) Write-offs (1,283) — — — Balance at the end of year 16,905 20,204 48,647 6,988 |
Long-term investments | (j) Long-term investments Long-term investments include equity investments, held-to-maturity investments and other long-term investments. Equity investments The Group accounts for the investments in entities with significant influence under equity-method accounting. Under this method, the Group’s pro rata share of income (loss) from an investment is recognized in the consolidated statements of comprehensive loss. Dividends received reduce the carrying amount of the investment. Equity-method investment is reviewed for impairment by assessing if the decline in fair value of the investment below the carrying value is other-than-temporary. In making this determination, factors are evaluated in determining whether a loss in value should be recognized. These include consideration of the intent and ability of the Group to hold investment and the ability of the investee to sustain an earnings capacity, justifying the carrying amount of the investment. Impairment losses are recognized when a decline in value is deemed to be other-than-temporary. The Group adopted the ASU 2016‑01, “Financial Instruments – Overall (Subtopic 825‑10) – Recognition and Measurement of Financial Assets and Financial Liabilities”, effective from January 1, 2018. The Group elects a measurement alternative for equity investments that do not have readily determinable fair values and where the Group does not have the ability to exercise significant influence over operating and financial policies of the entity. Under the measurement alternative, the Group measures these investments at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer. An impairment loss is recognized in the consolidated statements of comprehensive loss equal to the excess of the investment’s cost over its fair value when the impairment is deemed other-than-temporary. Held-to-maturity investments The investments that the Group intends and is able to hold to maturity are classified as held-to-maturity investments and are stated at amortized cost, and interest income is recorded in the consolidated statements of comprehensive income. The Group monitors these investments for other-than-temporary impairment by considering factors including, but not limited to, current economic and market conditions, the operating performance of the companies including current earnings trends and other company-specific information. Other long-term investments Other long-term investments include financial products with maturities over one year and investments in securities including corporate bonds, perpetual bonds and preferred shares issued by third party companies, which are carried at their fair value at each balance sheet date and changes in fair value are reflected in the consolidated statements of operations and comprehensive income. No event had occurred and indicated that other-than-temporary impairment existed and therefore the Group did not record any impairment charges for its investments for the years ended December 31, 2017, 2018 and 2019. |
Property and Equipment | (k) Property and Equipment Property and equipment are stated at cost less accumulated depreciation and impairment if applicable. Property and equipment are depreciated over the estimated useful lives on a straight-line basis. The estimated useful lives are as follows: Category Estimated useful life Computers and equipment 3 - 5 years Buildings 16 - 20 years Furniture and fixtures 3 - 5 years Vehicles 3 - 5 years Software 5 years Leasehold improvements Over the shorter of the lease term or the estimated useful life of the asset ranging from 1 – 9 years Construction in progress represents leasehold improvements and office buildings under construction or being installed and is stated at cost. Cost comprises original cost of property and equipment, installation, construction and other direct costs. Construction in progress is transferred to leasehold improvements and buildings and depreciation commences when the asset is ready for its intended use. Gain or loss on the disposal of property and equipment is the difference between the net sales proceeds and the carrying amount of the relevant assets and is recognized in the consolidated statements of comprehensive loss. |
Land use right, net | (l) Land use right, net Land use right represents the payments for usage of land for office buildings, which is recorded at cost less accumulated amortization. Amortization is provided on a straight-line basis over their respective lease period which is 49. |
Capitalized Software Development Cost | (m) Capitalized Software Development Cost The Group has capitalized certain direct development costs associated with internal-used software in accordance with ASC 350‑40, “ Internal-use software” , which requires the capitalization of costs relating to certain activities of developing internal-use software that occur during the application development stage. Costs capitalized mainly include payroll and payroll-related costs for employees who devoted time to the internal-use software projects during the application development stage. Capitalized internal-use software costs are stated at cost less accumulated amortization and the amount is included in “property and equipment, net” on the consolidated balance sheets, with an estimated useful life of five years. Software development cost capitalized amounted to RMB19,545, RMB75,443 and RMB56,927 for the years ended December 31, 2017, 2018 and 2019, respectively. The amortization expense for capitalized software costs amounted to RMB5,729, RMB14,699 and RMB36,983 for the years ended December 31, 2017, 2018 and 2019, respectively. The unamortized amount of capitalized internal use software development costs was RMB111,628 as of December 31, 2019. |
Business combination | (n) Business combination U.S. GAAP requires that all business combinations not involving entities or businesses under common control be accounted for under the purchase method. The Group has adopted ASC 805 “Business Combinations” , and the cost of an acquisition is measured as the aggregate of the fair values at the date of exchange of the assets given, liabilities incurred and equity instruments issued. The transaction costs directly attributable to the acquisition are expensed as incurred. Identifiable assets, liabilities and contingent liabilities acquired or assumed are measured separately at their fair value as of the acquisition date, irrespective of the extent of any noncontrolling interests. The excess of the (i) the total of cost of acquisition, fair value of the noncontrolling interests and acquisition date fair value of any previously held equity interest in the acquiree over (ii) the fair value of the identifiable net assets of the acquiree is recorded as goodwill. If the cost of acquisition is less than the fair value of the net assets of the subsidiary acquired, the difference is recognized directly in the consolidated statements of operations and comprehensive income. The determination and allocation of fair values to the identifiable assets acquired and liabilities assumed is based on various assumptions and valuation methodologies requiring considerable management judgment. The most significant variables in these valuations are discount rates, the number of years on which to base the cash flow projections, as well as the assumptions and estimates used to forecast the future cash inflows and outflows. Management determines discount rates to be used based on the risk inherent in the related activity’s current business model and industry comparisons. Terminal values are based on the expected life of products and forecasted life cycle and forecasted cash flows over that period. Although management believes that the assumptions applied in the determination are reasonable based on information available at the date of acquisition, actual results may differ from the forecasted amounts and the difference could be material. The Group recognized adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. A noncontrolling interest is recognized to reflect the portion of a subsidiary’s equity which is not attributable, directly or indirectly, to the Group. Consolidated net loss on the consolidated statements of comprehensive loss includes the net loss attributable to noncontrolling interests when applicable. The cumulative results of operations attributable to noncontrolling interests are also recorded as noncontrolling interests in the Group’s consolidated balance sheets. Cash flows related to transactions with noncontrolling interests are presented under financing activities in the consolidated statements of cash flows when applicable. Subsequent to the initial measurement of acquisition, adjustments to the amount of contingent consideration are recognized as a gain or loss during the period of adjustments, and are reflected in other operating income. |
Intangible Assets | (o) Intangible Assets Intangible assets purchased are recognized and measured at cost upon acquisition and intangible assets arising from acquisitions of subsidiaries are recognized and measured at fair value upon acquisition. The Company’s purchased intangible assets include computer software, which are amortized on a straight-line basis over their estimated useful lives 1 to 5 years. Separable intangible assets arising from acquisitions consist of trade names, customer relationship, software, technology, non-compete agreements, travel licenses, insurance agency license and business cooperation agreement with JD.com Inc., which are amortized on a straight-line basis over their estimated useful lives of 1 to 20 years. The estimated life of intangible assets subject to amortization is reassessed if circumstances occur that indicate the life has changed. Intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The Group recognized impairment charges for intangible assets of nil, nil and RMB32,014 for the years ended December 31, 2017, 2018 and 2019.Refer to note 5 for details. |
Goodwill | (p) Goodwill Goodwill represents the excess of the purchase price over the fair value of identifiable assets and liabilities acquired in business combinations. Goodwill is not amortized, but tested for impairment annually or more frequently if events or changes in circumstances indicate that it might be impaired. The Group early adopted ASU No. 2017-04, "Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment" ("ASU 2017-04"), which removes the requirement to compare the implied fair value of goodwill with its carrying amount as part of step 2 of the goodwill impairment test. The Group first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill, so as to perform the quantitative goodwill impairment test. If determined to be necessary, the quantitative impairment test is used to identify goodwill impairment by comparing the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value. The loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Management performed annual goodwill impairment test and no impairment loss was recognized for the years ended December 31, 2017 and 2018. As of December 31, 2019, management performed qualitative assessment and determined it was necessary to perform a step 1 goodwill impairment test. Discounted cash flow analysis was used to estimate the fair value of the reporting unit with certain key assumptions including future revenue growth rate, gross margin, working capital level, capital expenditure, the terminal value of the reporting unit and the discount rate. Based on the result of the test, the fair value of the reporting unit was higher than its carrying value as at December 31, 2019 and therefore, no impairment loss was recognized for the year ended December 31, 2019. |
Impairment of long-lived assets | (q) Impairment of long-lived assets The Group evaluates its long-lived assets and finite lived intangibles for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. When these events occur, the Group measures impairment by comparing the carrying amount of the assets to future undiscounted net cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flows is less than the carrying amount of the assets, the Group recognizes an impairment loss equal to the difference between the carrying amount and fair value of these assets. No impairment of long-lived assets was recognized during the years ended December 31, 2017, 2018 and 2019, except for impairment charges for intangible assets (Note 2(o)). |
Advances from Customers | (r) Advances from Customers Advances from customers represent the amounts travellers pay in advance to purchase packaged tours or other travelling products. Among the cash proceeds from travellers, the amounts payable to tour operators are recorded as accounts payable and the remaining are recognized as revenues when revenue recognition criteria are met. |
Revenue Recognition | (s) Revenue Recognition The Group’s revenue is primarily derived from sales of packaged tours and other service fees. In May 2014, the FASB issued ASU No. 2014‑09, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014‑09”), which amends the existing accounting standards for revenue recognition. Subsequently, the FASB issued several amendments which amends certain aspects of the guidance in ASC 2014‑09 (ASU No. 2014‑09 and the related amendments are collectively referred to as “ASC 606”). According to ASC 606, revenue is recognized when control of the promised services is transferred to our customers, in an amount that reflects the consideration the Group expects to be entitled to in exchange for those services. The Group early adopted this new revenue standard effective from January 1, 2017 by applying the full retrospective method. There are no significant estimates in the Group’s revenue arrangements. Packaged tours: Packaged tours include organized tours which offer pre-arranged itineraries, transportations, accommodations, entertainments, meals and tour guide services; and self-guided tours which consist of combinations of air tickets and hotel bookings and other optional add-ons, such as airport pick-ups that the travellers choose at their discretion. Since the beginning of 2017, the Group has implemented certain changes in its arrangements with the tour operators. The Group’s role in the organized tour arrangements has changed from being a principal into an agent that provides tour booking services to the tour operators and travellers. Under the current organized tour arrangements, the tour operators are primarily responsible for all aspects of providing services relating to the tour and responsible for the resolution of customer disputes and any associated costs. As a result of the change of the Group’s role, starting from January 1, 2017, revenues from organized tours (except for those that the Group takes substantive inventory risks and the self-operated local tour operator business in which the Group acts as a principal, as discussed below) are generally reported on net basis, representing the difference between what the Group receives from the travellers and the amounts due to the tour operators. Revenues from self-guided tours are recognized on a net basis, as the Group has no involvement in determining the service, and provides no additional services to travellers other than the booking services. Suppliers are responsible for all aspects of providing the air transportation and hotel accommodation, and other travel-related services. As such, the Group is an agent for the travel service providers in these transactions and revenues are reported on a net basis. Under certain circumstances, the Group may enter into contractual commitments with suppliers to reserve tours, and is required to pay a deposit to ensure tour availabilities. Some of these contractual commitments are non-cancellable, and to the extent the reserved tours are not sold to customers, the Group would be liable to pay suppliers a pre-defined or negotiated penalty, thereby assuming inventory risks. For packaged tour arrangements that the Group undertakes inventory risk which is considered to be substantive, revenues are recognized on gross basis. Revenues for such arrangements that the Group undertakes substantive inventory risk were RMB497,918, RMB241,181 and RMB166,186 for the years ended December 31, 2017, 2018 and 2019, which were recorded in revenues from packaged tours. From 2018, the Group expanded its self-operated local tour operator business in various destinations by directly providing destination-based services to the organized tour customers, starting from their arrival at the destination and all the way until they depart from the destination. As a self-operated local tour operator, the Group integrates the underlying resources such as transportations, accommodations, entertainments, meals and tour guide services from selected suppliers, directs the selected vendors to provide services on the Group’s behalf, and hence sets up the price for the tour. Besides, the Group is primarily responsible for fulfilling the promise of the whole packaged tours service, which is a single performance obligation. Accordingly, the Group is a principal for the self-operated local tour operator business and recognizes revenue on a gross basis in accordance with ASC 606. Revenues from the self-operated tour operator business are recognized over time during the period of the tours when control over the tour services is transferred to the customers. Revenues for the self-operated local tour operator business were RMB509,737 and RMB724,239 for the years ended December 31, 2018 and 2019, which were recorded in revenues from packaged tours. Under ASC 606, starting from January 1, 2017, under the current arrangements for the organized tours (except for the self-operated local tour operator business in which the Group acts as a principal, as discussed above), for which the Group’s role was changed into an agent, revenues are recognized when the tours depart, as control over the tour booking services is transferred to the customers when the tour booking is completed and successful. Under ASC 606, revenues from self-guided tours are recognized when the tours depart. Other revenues : Other revenues primarily comprise revenues generated from (i) service fees received from insurance companies, (ii) commission fees from other travel-related products and services, such as tourist attraction tickets, visa application services, accommodation reservation and transportation ticketing, (iii) fees for advertising services that the Group provides primarily to domestic and foreign tourism boards and bureaus, fees for service that the Group provides for accommodation and transportation, and (iv) service fees for financial services and interest income for yield enhancement products. Revenue is recognized when the services are rendered or when the tickets are issued. From 2016 in certain cases, the Group purchased yield enhancement products with maturities ranged from three months to two years from the Exchanges and trust companies and split these products into smaller amount yield enhancement products with lower yield rate and shorter maturities within one year, which were offered to individual investors through the Group’s online platform. The split of the products were arranged by Exchanges. Interest revenue and interest cost of RMB50,867 and RMB34,499 were recorded in other revenue and cost of revenue, respectively, for the year ended December 31, 2017. This business was terminated in 2018. The Group also provided account receivables factoring service and cash lending service to customers and fees charged in connection with these financial services were recorded as other revenue over the period of the service rendered. The amount of such service revenue for the years ended December 31, 2018 and 2019 were RMB117,537 RMB97,016, respectively. The Group provided online lending service in 2017 and fees charged in connection with this service was RMB220,701 for the year ended December 31, 2017. This service was terminated in late 2017. Customer incentives From time to time, travelers are offered coupons, travel vouchers, membership points, or cash rewards as customer incentives. For customer incentives offered where prior purchase is not required, the Group accounts for them as a reduction of revenue when the coupons and vouchers are utilized to purchase travelling products or as selling and marketing expenses when membership points are redeemed for merchandises. For customer incentives offered from prior purchase, the Group estimates the amount associated with the future obligation to customers, and records as a reduction of revenue when the prior purchase revenue is initially recognized. Unredeemed incentives are recorded in other current liabilities in the consolidated balance sheets. The Group estimates liabilities under the customer loyalty program based on accumulated customer incentives, and the estimate of probability of redemption in accordance with the historical redemption pattern. The actual expenditure may differ from the estimated liability recorded. As of December 31, 2018 and 2019, liabilities recorded related to membership points and cash rewards were RMB1,395 and RMB9,374, respectively. Value-added tax and surcharges The Group's business is subject to value-added tax ("VAT") since May 1, 2016, and the Group is permitted to offset input VAT (VAT that is paid in the acquisition of goods or services, and which is supported by valid VAT invoices received from vendors) against their VAT liability. VAT on the taxable revenue collected by the Group on behalf of tax authorities in respect of services provided, net of VAT paid for purchases, is recorded as a liability until it is paid to the tax authorities. The Group is also subject to certain government surcharges on VAT payable in the PRC and these surcharges are recorded in cost of revenues. |
Cost of Revenues | (t) Cost of Revenues Cost of revenues mainly consists of salaries and other compensation-related expenses related to the Group’s tour advisors, customer services representatives, and other personnel related to tour transactions, and other expenses directly attributable to the Group’s principal operations, primarily including payment processing fees, telecommunication expenses, rental expenses, depreciation expenses, interest expenses for yield enhancement products, and other service fee for financial service. For the arrangements where the Group secures availabilities of tours and bears substantive inventory risks and for the self-operated local tour operator business since 2018, from which revenues are recognized on a gross basis, cost of revenues also includes the amount paid to tour operators or suppliers. Losses arising from the committed tour reservations were recorded as deductions to revenues, which were RMB11,009 for the year ended December 31, 2017 and were insignificant for the years ended December 31, 2018 and 2019. |
Advertising Expenses | (u) Advertising Expenses Advertising expenses, which primarily consist of online marketing expenses and brand marketing expenses through various forms of media, are recorded in sales and marketing expenses as incurred. Advertising expenses were RMB302,987, RMB222,073 and RMB223,522 for the years ended December 31, 2017, 2018 and 2019, respectively. |
Research and Product Development Expenses | (v) Research and Product Development Expenses Research and product development expenses include salaries and other compensation-related expenses for the Group’s research and product development personnel, as well as office rental, depreciation and related expenses and travel-related expenses for the Group’s research and product development team. The Group recognizes software development costs in accordance with ASC 350‑40 “Software—internal use software” . The Group expenses all costs that are incurred in connection with the planning and implementation phases of development, and costs that are associated with maintenance of the existing websites or software for internal use. Certain costs associated with developing internal-use software are capitalized when such costs are incurred within the application development stage of software development (Note 2(m)). |
Leases | (w) Leases The Company applied ASC 842, Leases, on January 1, 2019 by using the optional transition method at the adoption date without recasting comparative periods. The Company determines if an arrangement is a lease at inception. Operating leases are primarily for office and operation space and are included in operating lease right-of-use ("ROU") assets, net, operating lease liabilities, current and operating lease liabilities, non-current on its consolidated balance sheets. ROU assets represent the Company's right to use an underlying asset for the lease term and lease liabilities represent its obligation to make lease payments arising from the lease. The operating lease ROU assets and liabilities are recognized at lease commencement date based on the present value of lease payments over the lease term. As most of the Company's leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at lease commencement date in determining the present value of lease payments. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. The Company's lease terms may include options to extend or terminate the lease. Renewal options are considered within the ROU assets and lease liability when it is reasonably certain that the Company will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. For operating leases with a term of one year or less, the Company has elected to not recognize a lease liability or ROU asset on its consolidated balance sheet. Instead, it recognizes the lease payments as expense on a straight-line basis over the lease term. Short-term lease costs are immaterial to its consolidated statements of operations and cash flows. Upon the adoption of the new lease standard, on January 1, 2019, the Company recognized operating lease asset of RMB180,327 and total operating lease liabilities of RMB182,700 (including a current liability of RMB92,969) in the consolidated balance. There was no impact to retained earnings at adoption. |
Share-based Compensation | (x) Share-based Compensation The Company applies ASC 718, “Compensation — Stock Compensation” to account for its share-based compensation program including share options and restricted shares. In accordance with the guidance, the Company determines whether a share-based award should be classified and accounted for as a liability award or equity award. All grants of share-based awards to employees classified as equity awards are recognized in the financial statements based on their grant date fair values. For options, the fair values are calculated using the binominal option pricing model. Share-based compensation expenses are recorded net of an estimated forfeiture rate over the required service period using the straight-line method. The modifications of the terms or conditions of the shared-based award are treated as an exchange of the original award for a new award. The incremental compensation expense is equal to the excess of the fair value of the modified award immediately after the modification over the fair value of the original award immediately before the modification. For options already vested as of the modification date, the Company immediately recognized the incremental value as compensation expenses. For options still unvested as of the modification date, the incremental compensation expenses are recognized over the remaining service period of these options. |
Income Taxes | (y) Income Taxes Current income taxes are provided on the basis of net income for financial reporting purposes, adjusted for income and expense items which are not assessable or deductible for income tax purposes, in accordance with the regulations of the relevant tax jurisdictions. Deferred income taxes are provided using the liability method. Under this method, deferred income taxes are recognized for the tax consequences of temporary differences by applying enacted statutory rates applicable to future years to differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities. The tax base of an asset or liability is the amount attributed to that asset or liability for tax purposes. The effect on deferred taxes of a change in tax rates is recognized in the interim condensed consolidated statements of comprehensive loss in the period of change. A valuation allowance is provided to reduce the amount of deferred tax assets if it is considered more likely than not that some portion of, or all of the deferred tax assets will not be realized. Uncertain tax positions U.S. GAAP prescribes a more likely than not threshold for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The guidance also provides for the derecognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, accounting for interest and penalties associated with tax positions, accounting for income taxes in interim periods, and income tax disclosures. Significant judgment is required in evaluating the Group’s uncertain tax positions and determining its provision for income taxes. As of December 31, 2018 and 2019, the Group did not have any significant unrecognized uncertain tax positions or any interest or penalties associated with tax positions. In order to assess uncertain tax positions, the Group applies a more likely than not threshold and a two-step approach for the tax position measurement and financial statement recognition. Under the two-step approach, the first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon settlement. |
Employee Benefits | (z) Employee Benefits Full-time employees of the Group in the PRC are entitled to welfare benefits including pension, work-related injury benefits, maternity insurance, medical insurance, unemployment benefit and housing fund plans through a PRC government-mandated defined contribution plan. Chinese labor regulations require that the Group makes contributions to the government for these benefits based on certain percentages of employees’ salaries, up to a maximum amount specified by the local government. The Group has no legal obligation for the benefits beyond the contributions. The Group recorded employee benefit expenses of RMB263,618, RMB222,304 and RMB217,199 for the years ended December 31, 2017, 2018 and 2019, respectively. |
Government Subsidies | (aa) Government Subsidies Government subsidies are cash subsidies received by the Group’s entities in the PRC from provincial and local government authorities. The government subsidies are granted from time to time at the discretion of the relevant government authorities. These subsidies are granted for general corporate purposes and to support the Group’s ongoing operations in the region. Cash subsidies are recorded in other operating income on the consolidated statements of comprehensive loss when received and when all conditions for their receipt have been satisfied. The Group recognized government subsidies of RMB27,322, RMB51,357 and RMB24,608 for the years ended December 31, 2017, 2018 and 2019, respectively. |
Earnings (Loss) Per Share | (ab) Earnings (Loss) Per Share Basic earnings (loss) per share is computed by dividing net income (loss) attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period. Accretion of the redeemable noncontrolling interests is deducted from the net income (loss) to arrive at net income (loss) attributable to the Company’s ordinary shareholders. Diluted earnings (loss) per share is calculated by dividing net income (loss) attributable to ordinary shareholders by the weighted average number of ordinary and dilutive ordinary equivalent shares outstanding during the period. Ordinary equivalent shares consist of unvested restricted shares and shares issuable upon the exercise of share options using the treasury stock method. Ordinary equivalent shares are not included in the denominator of the diluted loss per share calculation when inclusion of such shares would be anti-dilutive. Except for voting rights, Class A and Class B shares have all the same rights and therefore the Group has elected not to use the two-class method. |
Comprehensive Income (Loss) | (ac) Comprehensive Income (Loss) Comprehensive income (loss) is defined as the change in equity of the Group during a period arising from transactions and other events and circumstances excluding transactions resulting from investments by shareholders and distributions to shareholders. Comprehensive income or loss is reported in the consolidated statements of comprehensive loss. Accumulated other comprehensive income (loss), as presented on the accompanying consolidated balance sheets, consists of accumulated foreign currency translation adjustments. |
Treasury stock | (ad) Treasury stock On January 12, 2018, the Company’s board of directors authorized a share repurchase program under which the Company was authorized to repurchase up to US$100 million worth of the Company’s ordinary shares or American depositary shares representing ordinary shares over the next 12 months. The share repurchase programs permitted the Company to purchase shares from time to time on the open market at prevailing market prices, in privately negotiated transactions, in block trades and/or through other legally permissible means, depending on market conditions and in accordance with applicable rules and regulations. The repurchased shares were accounted for under the cost method and presented as “treasury stock” in equity on the Group’s consolidated balance sheets. For the year ended December 31, 2019, the Group reissued 964,128 shares to employees upon their exercise of share options or vesting of restricted share units under the Group’s share compensation plans. The Company recognizes the difference in additional paid-in capital on the reissuance of the shares when reissuing treasury stock at an amount different from the average cost the Company paid to repurchase the treasury stock. |
Segment Reporting | (ae) Segment Reporting In accordance with ASC 280, Segment Reporting, the Group’s chief operating decision maker, the Chief Executive Officer, reviews the consolidated results when making decisions about allocating resources and assessing performance of the Group as a whole and hence, the Group has only one reportable segment. The Group does not distinguish between markets or segments for the purpose of internal reporting. The Group’s long-lived assets are substantially all located in the PRC and substantially all the Group’s revenues are derived from within the PRC, therefore, no geographical segments are presented. |
Recently Issued Accounting Pronouncements | (af) Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016‑13 (ASU 2016‑13), “Financial Instruments – Credit Losses” , which introduces new guidance for credit losses on instruments within its scope. The new guidance introduces an approach based on expected losses to estimate credit losses on certain types of financial instruments, including, but not limited to, trade and other receivables, held-to-maturity debt securities, loans and net investments in leases. The new guidance also modifies the impairment model for available-for-sale debt securities and requires the entities to determine whether all or a portion of the unrealized loss on an available-for-sale debt security is a credit loss. The standard also indicates that entities may not use the length of time a security has been in an unrealized loss position as a factor in concluding whether a credit loss exists. There is no specified method for measuring expected credit losses, and an entity is allowed to apply methods that reasonably reflect its expectations of the credit loss estimate. The ASU 2016‑13 is effective for public companies for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted for all entities for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The FASB further issued Accounting Standards Update No. 2018-19, “Codification Improvements to Topic 326, Financial Instruments—Credit Losses,” or ASU 2018-19, Accounting Standards Update No. 2019-04, “Codification Improvements to Topic 326, Financial Instruments—Credit Losses,” or ASU 2019-04, Accounting Standards Update No. 2019-05, “Financial Instruments-Credit Losses (Topic 326): Targeted Transition Relief,” or ASU 2019-05, Accounting Standards Update No. 2019-10, “Financial Instruments-Credit Losses (Topic 326): Effective Dates,” or ASU 2019-10 and Accounting Standards Update No. 2019-11, “Codification Improvements to Topic 326, Financial Instruments—Credit Losses,” or ASU 2019-11. The amendments in these ASUs provide clarifications to ASU 2016-13. The Group will adopt the new standard effective from January 1, 2020, which is not expected to have a material impact on the Company’s consolidated financial statements. In August 2018, the FASB issued ASU No. 2018‑13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018‑13”) which eliminates, adds and modifies certain disclosure requirements for fair value measurements. Under the guidance, public companies will be required to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements. The guidance is effective for all entities for fiscal years beginning after December 15, 2019 and for interim periods within those fiscal years, but entities are permitted to early adopt either the entire standard or only the provisions that eliminate or modify the requirements. The Group does not expect a significant impact on its consolidated financial statements. |
Organization and Principal Ac_2
Organization and Principal Activities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Organization and Principal Activities | |
Schedule of percentage of legal ownership in significant consolidated subsidiaries and the consolidated Affiliated Entities | As of December 31, 2019, the Company’s significant consolidated subsidiaries and the consolidated Affiliated Entities are as follows: Percentage of direct or indirect Place of economic Name of subsidiaries and Affiliated entities Date of establishment/acquisition incorporation ownership Subsidiaries of the Company: Tuniu (HK) Limited Established on May 20, 2011 Hong Kong % Tuniu (Nanjing) Information Technology Co., Ltd. Established on August 24, 2011 PRC % Beijing Tuniu Technology Co., Ltd. (“Beijing Tuniu”) Established on September 8, 2008 PRC % Jiangsu Kaihui Commercial Factoring Co., Ltd Established on September 22, 2015 PRC % Xiamen Suiwang International Travel Service Co., Ltd. Established on January 26, 2016 PRC % Tianjin Tuniu International Travel Service Co., Ltd. Established on March 23, 2016 PRC % Guangzhou Kaihui Internet Microcredit Co., Ltd. Established on June 13, 2016 PRC % Nanjing Kaihui Internet Microcredit Co., Ltd. Established on December 28, 2016 PRC % Variable Interest Entity (“VIE”) Nanjing Tuniu Technology Co., Ltd. (“Nanjing Tuniu”) Established on December 18, 2006 PRC % Subsidiaries of VIE Shanghai Tuniu International Travel Service Co., Ltd. Acquired on August 22, 2008 PRC % Nanjing Tuniu International Travel Service Co., Ltd. Acquired on December 22, 2008 PRC % Beijing Tuniu International Travel Service Co., Ltd. Acquired on November 18, 2009 PRC % Nanjing Tuzhilv Tickets Sales Co., Ltd. Established on April 19, 2011 PRC % Beijing Global Tour International Travel Service Co., Ltd. Acquired on July 1, 2015 PRC % Tuniu Insurance Brokers Co., Ltd. Acquired on August 11, 2015 PRC % |
Principal Accounting Policies_2
Principal Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Schedule of Investments [Line Items] | |
Schedule of assets and liabilities measured at fair value on a recurring basis | Fair Value Measurement Using Significant Other Observable Inputs (Level 2) As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Short-term investments 562,794 1,113,536 159,949 Long-term investments 52,441 282,995 40,650 Fair Value Measurement Using Unobservable Inputs (Level 3) As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Short-term investments 255,237 114,043 16,381 Long-term investments 844,843 711,927 102,262 Contingent consideration for acquisitions - short term 25,692 19,273 2,768 Contingent consideration for acquisitions - long term 10,764 10,947 1,573 |
Schedule of roll forward of major Level 3 investments | The roll forward of major Level 3 investments are as following: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Fair value of Level 3 investment at the beginning of the year — 1,100,080 158,017 Addition 1,547,135 494,100 70,973 Decrease (457,564) (795,587) (114,279) The change in fair value of the investments 10,509 27,377 3,932 Fair value of Level 3 investment at the end of the year 1,100,080 825,970 118,643 |
Schedule of roll forward of contingent consideration for acquisitions | The roll forward of contingent consideration for acquisitions is as below: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Balance at the beginning of the year 38,116 36,456 5,237 Addition 10,382 7,341 1,055 Net change in fair value (5,242) 344 49 Payment (6,800) (13,921) (2,000) Balance at the end of the year 36,456 30,220 4,341 |
Schedule of cash, cash equivalents and restricted cash | As of December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Cash and cash equivalents 484,101 560,356 295,463 42,441 Restricted cash 91,810 270,670 327,052 46,978 Total 575,911 831,026 622,515 89,419 |
Schedule of allowance for doubtful accounts | The following table summarized the details of the Group’s allowance for doubtful accounts: For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Balance at the beginning of year 4,856 16,905 20,204 2,902 Addition 13,332 4,200 30,023 4,313 Reversal — (901) (1,580) (227) Write-offs (1,283) — — — Balance at the end of year 16,905 20,204 48,647 6,988 |
Schedule of estimated useful lives of property and equipment | The estimated useful lives are as follows: Category Estimated useful life Computers and equipment 3 - 5 years Buildings 16 - 20 years Furniture and fixtures 3 - 5 years Vehicles 3 - 5 years Software 5 years Leasehold improvements Over the shorter of the lease term or the estimated useful life of the asset ranging from 1 – 9 years |
The Affiliated Entities [Member] | |
Schedule of Investments [Line Items] | |
Schedule of financial statement amounts and balances of the Affiliated Entities were included in the consolidated financial statements | The following assets, liabilities, revenues and loss of the Affiliated Entities were included in the consolidated financial statements as of December 31, 2018 and 2019 and for the years ended December 31,2017, 2018 and 2019: As of December 31, 2018 2019 RMB RMB US$(Note 2(d)) ASSETS Current assets Cash and cash equivalents 254,373 126,096 18,113 Restricted cash 261,559 318,826 45,797 Short-term investments 584,032 831,256 119,402 Accounts receivable, net 266,225 284,469 40,861 Intercompany receivables 499,276 870,818 125,085 Prepayments and other current assets 769,824 534,144 76,725 Total current assets 2,635,289 2,965,609 425,983 Non-current assets Long-term investments 1,022,453 1,009,049 144,941 Property and equipment, net 137,267 129,469 18,597 Intangible assets, net 85,388 91,953 13,208 Operating lease right-of-use assets, net — 68,193 9,795 Goodwill 137,074 185,004 26,574 Other non-current assets 66,335 82,422 11,839 Total non-current assets 1,448,517 1,566,090 224,954 Total assets 4,083,806 4,531,699 650,937 LIABILITIES Current liabilities Short-term borrowings 47,205 184,000 26,430 Accounts and notes payable 1,251,543 1,149,051 165,051 Intercompany payable 5,141,083 5,241,312 752,867 Salary and welfare payable 82,254 81,144 11,656 Taxes payable 11,809 6,519 937 Advances from customers 998,041 1,104,505 158,652 Operating lease liabilities, current — 30,779 4,420 Accrued expenses and other current liabilities 300,238 794,633 114,142 Total current liabilities 7,832,173 8,591,943 1,234,155 Non-current liabilities Operating lease liabilities, non-current — 42,155 6,055 Deferred tax liabilities 17,838 20,112 2,889 Total non-current liabilities 17,838 62,267 8,944 Total liabilities 7,850,011 8,654,210 1,243,099 For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Net revenues 1,954,746 1,524,924 1,181,747 169,747 Net loss (348,755) (29,031) (334,832) (48,096) Net cash (used in)/provided by operating activities (232,926) 31,282 (505,492) (72,609) Net cash used in investing activities (1,021,286) (465,029) (246,340) (35,385) Net cash provided by financing activities 1,303,661 569,565 680,822 97,794 |
Business acquisition (Tables)
Business acquisition (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
2019 Travel Agencies [Member] | |
Business Acquisition [Line Items] | |
Summary of the fair values of the assets acquired and liabilities assumed | The business acquisition was accounted for using purchase accounting. The following is the summary of the fair values of the assets acquired and liabilities assumed: Amount Estimated useful lives Net assets (including cash acquired of RMB18.9 million) 37,712 Including: Customer Relationship 16,889 5.75-11.2 years Technology 9,230 5.5 years Goodwill 72,598 Deferred tax liability (6,530) Noncontrolling interests (43,799) Total consideration 59,981 |
2018 Travel Agencies [Member] | |
Business Acquisition [Line Items] | |
Summary of the fair values of the assets acquired and liabilities assumed | The business acquisition was accounted for using purchase accounting. The following is the summary of the fair values of the assets acquired and liabilities assumed: Amount Estimated useful lives Net assets (including cash acquired of RMB6.4 million) 13,430 Including: Technology 4,300 9.4 years Goodwill 11,770 Deferred tax liability (1,075) Noncontrolling interests (3,891) Total consideration 20,234 |
2016 Travel Agencies [Member] | |
Business Acquisition [Line Items] | |
Summary of the fair values of the assets acquired and liabilities assumed | The business acquisition was accounted for using purchase accounting. The following is the summary of the fair values of the assets acquired and liabilities assumed: Amount Estimated useful lives Net assets (including cash acquired of RMB8.3 million) 19,047 Including: Trade names 2,464 9.5years Non-compete agreement 3,676 6 years Goodwill 10,565 Deferred tax liability (1,535) Total consideration 28,077 |
2015 Travel Agencies [Member] | |
Business Acquisition [Line Items] | |
Summary of the fair values of the assets acquired and liabilities assumed | The business acquisitions were accounted for using purchase accounting. The following is the summary of the fair values of the assets acquired and liabilities assumed: Amount Estimated useful lives Net assets (including the cash acquired of 24 million) 22,501 Including: Travel licenses 25,100 20 years Customer relationship 13,458 14.25-14.5 years Trade names 39,170 7-14 years Software 3,013 5 years Non-compete agreement 1,683 3.5-5.25 years Goodwill 133,324 Deferred tax liability (20,606) Noncontrolling interests (19,721) Total considerations 115,498 |
Transaction with JD.com, Inc. (
Transaction with JD.com, Inc. (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Transaction with JD.com, Inc. | |
Summary of the fair value about acquired intangible assets | The summary of the fair value of acquired intangible assets as of the transaction date was as follows: Amount Estimated useful lives Exclusive operation right of leisure travel channel 405,406 5 years Preferred partnership of hotel and air ticket reservation service 1,431 5 years Internet traffic support 139,358 5 years Marketing support 114,020 5 years Total consideration 660,215 |
Prepayments and other current_2
Prepayments and other current assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Prepayments and other current assets | |
Summary of prepayments and other current assets | The following is a summary of prepayments and other current assets: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Prepayments to suppliers 716,761 475,828 68,348 Interest income receivable 11,984 14,876 2,137 Prepayment for advertising expenses 9,536 8,417 1,209 Receivables in relation to factoring business 324,577 204,954 29,440 Loan receivables 454,953 439,189 63,086 Others 155,773 157,020 22,554 Total 1,673,584 1,300,284 186,774 |
Summary of provision for prepayments and other current assets | The following table summarized the details of the Group’s provision for prepayments and other current assets: For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Balance at the beginning of year 25,622 30,632 29,901 4,295 Addition 32,476 6,009 132,825 19,079 Reversal — (6,740) (8,244) (1,184) Transfer-out (27,466) — — — Write-offs — — — — Balance at the end of year 30,632 29,901 154,482 22,190 |
Long-term investments (Tables)
Long-term investments (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Long-term investment | |
Schedule of long-term investments | The Group’s long-term investments consist of equity investments, held-to-maturity investments and other long-term investments. As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Equity investments – equity method 42,500 99,338 14,269 Equity investments – measurement alternative 165,253 200,850 28,850 Held-to-maturity investments 197,469 10,502 1,508 Other long-term investments 897,284 994,922 142,912 Total 1,302,506 1,305,612 187,539 |
Property and equipment, net (Ta
Property and equipment, net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property and equipment, net | |
Schedule of property and equipment, net | The following is a summary of property and equipment, net: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Computers and equipment 149,634 149,191 21,430 Leasehold improvements 106,871 119,934 17,227 Buildings 5,547 4,466 642 Furniture and fixtures 18,334 18,339 2,634 Vehicles 6,744 15,483 2,224 Software 127,354 184,282 26,470 Others — 2,044 294 Subtotal 414,484 493,739 70,921 Less: Accumulated depreciation (241,030) (325,304) (46,727) Property and equipment subject to depreciation 173,454 168,435 24,194 Construction in progress 13,906 54,905 7,887 Total 187,360 223,340 32,081 |
Intangible assets, net (Tables)
Intangible assets, net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Intangible assets, net | |
Schedule of intangible assets, net | Intangible assets, net, consist of the following: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Travel license 30,956 31,056 4,461 Insurance agency license 11,711 11,711 1,682 Software 58,187 74,535 10,706 Technology 4,300 4,300 618 Trade names 41,634 41,634 5,980 Business Cooperation Agreements 660,215 660,215 94,834 Supplier relationship — 8,560 1,230 Customer relationship 13,458 21,787 3,130 Non-compete agreements 6,399 6,399 919 Subtotal 826,860 860,197 123,560 Less: Accumulated amortization (508,975) (661,916) (95,078) Less: Impairment — (32,014) (4,599) Total 317,885 166,267 23,883 |
Schedule of annual estimated amortization expense for intangible assets | The annual estimated amortization expense for the above intangible assets for the following years is as follows: Amortization for Intangible Assets Years Ending December 31, RMB US$ (Note 2(d)) 2020 69,332 9,959 2021 19,124 2,747 2022 13,444 1,931 2023 11,466 1,647 2024 10,458 1,502 Thereafter 42,443 6,097 Total 166,267 23,883 |
Land use right, net (Tables)
Land use right, net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Land use right, net | |
Schedule of land use right, net | Land use right, net, consist of the following: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Land use right 101,007 101,007 14,509 Less: Accumulated amortization (171) (2,233) (321) Net book value 100,836 98,774 14,188 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill | |
Summary of changes in the carrying amount of goodwill | The changes in the carrying amount of goodwill for the years ended December 31, 2018 and 2019 were as follows: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Balance at the beginning of year 147,639 159,409 22,898 Increase in goodwill related to acquisitions during the year 11,770 72,598 10,427 Accumulated impairment loss — — — Balance at the end of year 159,409 232,007 33,325 |
Other non-current assets (Table
Other non-current assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Other non-current assets | |
Schedule of other non-current assets | Other non-current assets consist of the following: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Deposits 43,510 42,357 6,084 Loans receivables 31,501 36,003 5,172 Others 6,028 5,563 799 Balance at the end of year 81,039 83,923 12,055 |
Short-term and long-term borr_2
Short-term and long-term borrowings (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Short-term and long-term borrowings | |
Summary of short-term borrowings | The following is a summary of short-term borrowings: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Short-term borrowings 49,312 203,845 29,281 Long-term borrowings 4,492 9,689 1,392 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases | |
Schedule of consolidated balance sheet information related to leases | Consolidated balance sheet information related to leases is presented as follows: As of December 31, 2019 RMB US$ (Note 2(d)) ASSETS Operating lease right-of-use assets, net 105,839 15,203 LIABILITIES Operating lease liabilities, current 57,490 8,258 Operating lease liabilities, non-current 54,718 7,860 Total 112,208 16,118 |
Schedule of supplemental cash flow information related to leases | Supplemental cash flow information related to leases is as follows: As of December 31, 2019 RMB Cash paid for amounts included in the measurement of lease liabilities Right-of-use assets obtained in exchange for operating lease liabilities |
Schedule of other information related to lease | Other information related to lease is as follows: As of December 31, 2019 Weighted average remaining lease term(years) 4.85 Weighted average discount rate 5 % |
Schedule of maturities of lease liabilities (excluding short-term leases) | As of December 31, 2019 RMB 2020 59,719 2021 27,145 2022 8,869 2023 4,034 2024 and thereafter 27,356 Total minimum lease payments 127,123 Less: interest (14,915) Present value of lease obligations 112,208 |
Schedule of minimum lease payments under the previous lease standard ("ASC 840") | As of December 31, 2018 RMB 2019 101,947 2020 75,523 2021 33,952 2022 3,712 2023 and thereafter 2,124 Total minimum lease payments 217,258 |
Accrued expenses and other cu_2
Accrued expenses and other current liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accrued expenses and other current liabilities | |
Summary of accrued expenses and other current liabilities | The following is a summary of accrued expenses and other current liabilities: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Deposits from packaged-tour users 35,119 32,416 4,656 Payable for business acquisition 25,722 20,032 2,877 Accrued liabilities related to customers incentive program 1,395 9,374 1,347 Accrued professional service fees 8,028 15,298 2,197 Accrued advertising expenses 63,531 34,755 4,992 Deposits received from suppliers 90,853 164,456 23,623 Accrued operating expenses 32,391 29,840 4,286 Advanced payment from banks 15,567 25,095 3,605 Discounted bank acceptance notes 142,000 537,000 77,135 Others 69,226 38,853 5,581 Total 483,832 907,119 130,299 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Taxes | |
Schedule of reconciliation between the effective income tax rate and the PRC statutory income tax rate | A reconciliation between the effective income tax rate and the PRC statutory income tax rate is as follows: For the Years Ended December 31, 2017 2018 2019 % % % PRC Statutory income tax rates 25.0 25.0 25.0 Change in valuation allowance (17.3) (37.7) (15.8) R&D expenses super-deduction (2.3) (20.5) (3.8) Non-deductible expenses and non-taxable income incurred (1.7) 39.9 (2.1) Difference in EIT rates of certain subsidiaries (5.8) (0.1) (0.3) Effect of preferential income tax rates — (6.5) (3.1) Total (2.1) (0.1) (0.1) |
Schedule of aggregate amount and per share effect of the tax holidays | The aggregate amount and per share effect of the tax holidays are as follows: For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Aggregate amount — 12,877 22,274 3,199 Basic net loss per share effect — — — — Diluted net loss per share effect — — — — |
Schedule of significant components of deferred tax assets and liabilities | The following table sets forth the significant components of deferred tax assets and liabilities: As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Non-current deferred tax assets: Accruals and others 4,468 10,485 1,506 Net operating loss carry forwards 1,180,159 1,161,298 166,810 Carryforwards of deductible advertising expenses 9,842 12,237 1,758 Allowance for doubtful accounts 12,957 62,276 8,945 Subtotal 1,207,426 1,246,296 179,019 Less: valuation allowance (1,207,426) (1,246,296) (179,019) Total non-current deferred tax assets, net — — — Non-current deferred tax liabilities: Recognition of intangible assets arising from business combination (19,855) (23,658) (3,398) Total non-current deferred tax liabilities, net (19,855) (23,658) (3,398) |
Schedule of movement of valuation allowance | Movement of valuation allowance For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Balance at the beginning of the year 1,068,082 1,198,872 1,207,426 173,436 Additions 189,090 128,464 143,227 20,573 Written-off for expiration of net operating losses (16,421) (10,584) (98,818) (14,194) Utilization of previously unrecognized tax losses and deductible advertising expenses (41,879) (109,326) (5,539) (796) Balance at the end of the year 1,198,872 1,207,426 1,246,296 179,019 |
Redeemable noncontrolling int_2
Redeemable noncontrolling interests (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Redeemable noncontrolling interests | |
Schedule of carrying amount of redeemable noncontrolling interests | The change in the carrying amount of redeemable noncontrolling interests for the years ended December 31, 2017, 2018 and 2019 is as follows: For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Balance as of January 1 90,072 96,719 69,319 9,956 Repurchase of redeemable noncontrolling interests — (30,000) (37,733) (5,420) Net income attributable to redeemable noncontrolling interests 922 178 980 141 Accretion on redeemable noncontrolling interests 5,725 2,422 4,634 666 Balance as of December 31 96,719 69,319 37,200 5,343 |
Share-based Compensation Expe_2
Share-based Compensation Expenses (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Compensation Expenses | |
Schedule of recognized share-based compensation expense | For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Cost of revenue 1,075 1,483 4,006 Research and product development 6,864 9,124 12,057 Sales and marketing 1,650 1,305 3,321 General and administrative 89,086 56,826 42,352 Total 98,675 68,738 61,736 |
Summary of the option activity under the 2008 plan | The following table summarizes the Company’s option activities: Weighted Weighted Average Average Aggregate Number of Exercise Remaining Intrinsic share options Price Contractual Life Value US$ In Years US$’000 Outstanding at January 1, 2019 20,507,371 1.81 6,879 Granted 4,340,586 0.0033 Exercised (897,549) 0.02 Forfeited (1,735,099) 1.78 Modified (2,342,913) 0.0033 Outstanding at December 31, 2019 19,872,396 1.74 3,914 Vested and expected to vest at December 31, 2019 18,248,502 1.75 3,701 Exercisable at December 31, 2019 15,285,810 1.73 3,818 |
Schedule of assumptions used to estimate the fair value of option grant on the date of grant | The grant date fair value of each option is calculated using a binomial option pricing model with the following assumptions: 2017 2018 2019 Expected volatility 51.39%-52.4 % 49.9 % 48.05 % Risk-free interest rate 2.21%-2.45 % 2.97 % 2.72 % Exercise multiple 2.2-2.8 2.2-2.8 2.2-2.8 Expected dividend yield 0 % 0 % 0 % Time to maturity (in years) 10 10 Expected forfeiture rate (post-vesting) 0%-20 % 0%-20 % 0%-20 % Fair value of the common share on the date of option grant US$1.39-2.92 (RMB9.05-18.98) US$1.24-1.35 (RMB8.54-9.31) US$1.5 (RMB10.42) |
Summary of restricted shares activity | The following table summarizes the Company’s restricted shares activity under the plans: Numbers of Weighted average restricted shares grant date fair value Restricted shares as of January 1, 2019 223,399 2.54 Granted — — Vested (66,579) 2.59 Forfeited (29,926) 3.76 Restricted shares as of December 31, 2019 126,894 2.23 Vested and expected to vest at December 31, 2019 126,894 2.23 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Loss Per Share | |
Schedule of computation of basic and diluted net loss per share | The following table sets forth the computation of basic and diluted loss per share for the periods indicated: For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Numerator: Net loss attributable to Tuniu Corporation (767,304) (185,512) (694,565) (99,767) Accretion on redeemable noncontrolling interests (5,725) (2,422) (4,634) (666) Numerator for basic and diluted net loss per share (773,029) (187,934) (699,199) (100,433) Denominator: Weighted average number of ordinary shares outstanding-basic and diluted 378,230,039 377,744,381 369,472,880 369,472,880 Loss per share-basic and diluted (2.04) (0.50) (1.89) (0.27) |
Related party transactions an_2
Related party transactions and balances (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Related party transactions and balances | |
Schedule of name of related parties and relationship with the Group | The following entities are considered to be related parties to the Group: Name of related parties Relationship with the Group Ctrip Investment Holding Co., Ltd. (“Ctrip”) one board director of the Group JD.com, Inc. (“JD”) one board director of the Group HNA Tourism Holdings Group Co., Ltd. (“HNA Tourism”) two board directors of the Group Black Fish Group Ltd. (“Black Fish”) founded by one of the former principal shareholders of the Group Fullshare Holdings Limited (“Fullshare”) a principal shareholder of the Group |
Schedule of balance with related parties | As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) Current: Amounts due from Ctrip 11,091 23,759 3,413 Amounts due from JD 50,336 3,685 529 Amounts due from HNA Tourism 635,093 37,664 5,410 Total 696,520 65,108 9,352 Non-Current: Long-term amounts due from HNA Tourism — 557,582 80,092 Total — 557,582 80,092 Current: Amounts due to Ctrip 73,229 27,128 3,897 Amounts due to JD 2,350 136 19 Amounts due to HNA Tourism — 2,491 358 Amounts due to Fullshare 1,580 — — Total 77,159 29,755 4,274 |
CONDENSED FINANCIAL INFORMATI_2
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY | |
Schedule of balance sheets | As of December 31, 2018 2019 RMB RMB US$ (Note 2(d)) ASSETS Current assets Cash and cash equivalents 250 336 48 Amounts due from subsidiaries and Affiliated Entities 7,116,514 7,082,315 1,017,311 Prepayments and other current assets 226 237 34 Total current assets 7,116,990 7,082,888 1,017,393 Intangible assets 211,540 47,484 6,821 Total assets 7,328,530 7,130,372 1,024,214 LIABILITIES AND EQUITY Current liabilities Accrued expenses and other current liabilities 10,989 9,102 1,307 Total current liabilities 10,989 9,102 1,307 Non-current liabilities Investment deficit in subsidiaries and Affiliated Entities 3,967,178 4,410,640 633,549 Total non-current liabilities 3,967,178 4,410,640 633,549 Total liabilities 3,978,167 4,419,742 634,856 Equity Ordinary shares (US$0.0001 par value; 1,000,000,000 shares (including 780,000,000 Class A shares, 120,000,000 Class B shares and 100,000,000 shares to be designated by the Board of Directors) authorized as of December 31, 2018 and 2019; 389,331,544 shares (including 371,958,044 Class A shares and 17,373,500 Class B shares) issued and outstanding as of December 31, 2018 and 2019) 249 249 36 Less: Treasury stock (304,535) (310,942) (44,664) Additional paid-in capital 9,061,979 9,113,512 1,309,074 Accumulated other comprehensive income 284,079 293,784 42,199 Accumulated deficit (5,691,409) (6,385,974) (917,288) Total Tuniu Corporation shareholders’ equity 3,350,363 2,710,629 389,357 Total liabilities and equity 7,328,530 7,130,371 1,024,213 |
Schedule of statements of comprehensive loss | For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Operating expenses General and administrative (6,715) (3,147) (3,903) (561) Share of loss of subsidiaries and affiliated entities (761,841) (183,670) (689,252) (99,005) Total operating expenses (768,556) (186,817) (693,155) (99,566) Loss from operations (768,556) (186,817) (693,155) (99,566) Other income/(expenses) Interest income 6 — — — Foreign exchange losses, net (12) — (2,457) (353) Other income, net 1,258 1,305 1,047 152 Loss before income tax expense (767,304) (185,512) (694,565) (99,767) Net loss (767,304) (185,512) (694,565) (99,767) Accretion on redeemable noncontrolling interests (5,725) (2,422) (4,634) (666) Net loss attributable to ordinary shareholders (773,029) (187,934) (699,199) (100,433) Net loss (767,304) (185,512) (694,565) (99,767) Other comprehensive income/(loss) Foreign currency translation adjustment, net of nil tax (128,539) 11,693 9,705 1,394 Comprehensive loss (895,843) (173,819) (684,860) (98,373) |
Schedule of statements of cash flows | For the Years Ended December 31, 2017 2018 2019 RMB RMB RMB US$ (Note 2(d)) Cash (used in)/provided by operating activities (5,507) 1,266 (4,739) (681) Cash provided by investing activities 402,418 133,189 18,268 2,624 Cash used in financing activities (98,805) (134,485) (13,438) (1,930) Effect of exchange rate changes on cash, cash equivalents and restricted cash (301,241) (13) (5) (1) Net (decrease) /increase in cash, cash equivalents and restricted cash (3,135) (43) 86 12 Cash, cash equivalents and restricted cash at the beginning of year 3,428 293 250 36 Cash, cash equivalents and restricted cash at the end of year 293 250 336 48 Supplemental disclosure of non-cash investing and financing activities Receivables related to exercise of stock option (385) (23) (55) (8) |
Organization and Principal Ac_3
Organization and Principal Activities (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Shanghai Tuniu International Travel Service Co., Ltd. [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Economic interest held (as a percent) | 100.00% |
Nanjing Tuniu International Travel Service Co., Ltd. [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Economic interest held (as a percent) | 100.00% |
Beijing Tuniu International Travel Service Co., Ltd. [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Economic interest held (as a percent) | 100.00% |
Nanjing Tuzhilv Tickets Sales Co., Ltd. [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Economic interest held (as a percent) | 100.00% |
Beijing Global Tour International Travel Service Co., Ltd. [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Economic interest held (as a percent) | 75.02% |
Tuniu Insurance Brokers Co., Ltd. [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Economic interest held (as a percent) | 100.00% |
Tuniu (HK) Limited [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Equity interest held (as a percent) | 100.00% |
Tuniu (Nanjing) Information Technology Co., Ltd. [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Equity interest held (as a percent) | 100.00% |
Beijing Tuniu [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Equity interest held (as a percent) | 100.00% |
Jiangsu Kaihui Commercial Factoring Co Ltd [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Equity interest held (as a percent) | 100.00% |
Xiamen Suiwang International Travel Service Co Ltd [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Equity interest held (as a percent) | 100.00% |
Tianjin Tuniu International Travel Service Co Ltd [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Equity interest held (as a percent) | 100.00% |
Guangzhou Kaihui Internet Microcredit Co Ltd [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Equity interest held (as a percent) | 100.00% |
Nanjing Kaihui Internet Microcredit Co Ltd [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Equity interest held (as a percent) | 90.00% |
Nanjing Tuniu [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Equity interest held (as a percent) | 100.00% |
Principal Accounting Policies -
Principal Accounting Policies - Principles of Consolidation (Details) ¥ in Thousands, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||||
Mar. 31, 2014CNY (¥) | Sep. 17, 2008CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2019CNY (¥) | Jan. 12, 2018USD ($) | |
Principles of Consolidation [Line Items] | ||||||||
Accumulated deficit | $ (917,288) | ¥ (5,691,409) | ¥ (6,385,974) | |||||
Stock Repurchase Program, Authorized Amount | $ | $ 100,000 | |||||||
Revenues | 327,643 | ¥ 2,280,987 | 2,240,149 | ¥ 2,192,100 | ||||
The Affiliated Entities [Member] | ||||||||
Principles of Consolidation [Line Items] | ||||||||
Accumulated deficit | ¥ 4,099 | |||||||
Revenues | $ 169,747 | 1,181,747 | 1,524,924 | 1,954,746 | ||||
Consolidated affiliated entities [Member] | Cooperation Agreement [Member] | Others [Member] | ||||||||
Principles of Consolidation [Line Items] | ||||||||
Revenues | ¥ 30,420 | ¥ 197,853 | ¥ 138,054 | |||||
Nanjing Tuniu [Member] | Purchase Option Agreement [Member] | Beijing Tuniu [Member] | ||||||||
Principles of Consolidation [Line Items] | ||||||||
Value of equity interest | ¥ 2,430 | ¥ 1,800 | ||||||
Equity interest purchase option term | 10 years | |||||||
Nanjing Tuniu [Member] | Cooperation Agreement [Member] | Beijing Tuniu [Member] | ||||||||
Principles of Consolidation [Line Items] | ||||||||
Monthly service fees as percentage of profits from agreement | 100.00% | 100.00% | ||||||
Number of consecutive years of not able to provide technology consulting and services as the agreement | 3 years | 3 years |
Principal Accounting Policies_3
Principal Accounting Policies - Schedule of Consolidated Financial Information (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||||
Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | |
Current assets | |||||||
Cash and cash equivalents | $ 42,441 | ¥ 484,101 | ¥ 295,463 | ¥ 560,356 | |||
Restricted cash | 46,978 | 91,810 | 327,052 | 270,670 | |||
Short-term investments | 187,507 | 1,305,386 | 859,211 | ||||
Accounts receivable, net | 76,127 | 529,983 | 347,547 | ||||
Intercompany receivables | 9,352 | 65,108 | 696,520 | ||||
Prepayments and other current assets | 186,774 | 1,300,284 | 1,673,584 | ||||
Total current assets | 549,179 | 3,823,276 | 4,407,888 | ||||
Non-current assets | |||||||
Long-term investments | 187,539 | 1,305,612 | 1,302,506 | ||||
Property and equipment, net | 32,081 | 223,340 | 187,360 | ||||
Intangible assets, net | 23,883 | 166,267 | 317,885 | ||||
Operating lease right-of-use assets, net | 15,203 | 105,839 | |||||
Goodwill | 33,325 | 147,639 | 232,007 | $ 22,898 | 159,409 | ||
Other non-current assets | 12,055 | 83,923 | 81,039 | ||||
Total non-current assets | 398,366 | 2,773,344 | 2,149,035 | ||||
Total assets | 947,545 | 6,596,620 | 6,556,923 | ||||
Current liabilities | |||||||
Short-term borrowings | 29,281 | 203,845 | 49,312 | ||||
Accounts and notes payable | 188,452 | 1,311,963 | 1,305,610 | ||||
Intercompany payable | 4,274 | 29,755 | 77,159 | ||||
Salary and welfare payable | 16,162 | 112,511 | 104,480 | ||||
Taxes payable | 1,753 | 12,207 | 23,316 | ||||
Advances from customers | 159,999 | 1,113,879 | 1,058,946 | ||||
Operating lease liabilities, current | 8,258 | 57,490 | |||||
Accrued expenses and other current liabilities | 130,299 | 907,119 | 483,832 | ||||
Total current liabilities | 538,478 | 3,748,769 | 3,102,655 | ||||
Non-current liabilities | |||||||
Operating lease liabilities, non-current | 7,860 | 54,718 | |||||
Deferred tax liabilities | 3,398 | 23,658 | 19,855 | ||||
Total non-current liabilities | 14,222 | 99,012 | 40,416 | ||||
Total liabilities | 552,700 | 3,847,781 | 3,143,071 | ||||
Net revenues | 327,643 | ¥ 2,280,987 | ¥ 2,240,149 | 2,192,100 | |||
Net loss | (99,767) | (694,565) | (185,512) | (767,304) | |||
Cash (used in)/provided by operating activities | (17,303) | (120,461) | 268,089 | (418,649) | |||
Net cash used in investing activities | (83,044) | (578,134) | 153,992 | 615,554 | |||
Net cash provided by financing activities | 69,682 | 485,110 | (145,212) | (784,766) | |||
The Affiliated Entities [Member] | |||||||
Current assets | |||||||
Cash and cash equivalents | 18,113 | 126,096 | 254,373 | ||||
Restricted cash | 45,797 | 318,826 | 261,559 | ||||
Short-term investments | 119,402 | 831,256 | 584,032 | ||||
Accounts receivable, net | 40,861 | 284,469 | 266,225 | ||||
Intercompany receivables | 125,085 | 870,818 | 499,276 | ||||
Prepayments and other current assets | 76,725 | 534,144 | 769,824 | ||||
Total current assets | 425,983 | 2,965,609 | 2,635,289 | ||||
Non-current assets | |||||||
Long-term investments | 144,941 | 1,009,049 | 1,022,453 | ||||
Property and equipment, net | 18,597 | 129,469 | 137,267 | ||||
Intangible assets, net | 13,208 | 91,953 | 85,388 | ||||
Operating lease right-of-use assets, net | 9,795 | 68,193 | |||||
Goodwill | 26,574 | 185,004 | 137,074 | ||||
Other non-current assets | 11,839 | 82,422 | 66,335 | ||||
Total non-current assets | 224,954 | 1,566,090 | 1,448,517 | ||||
Total assets | 650,937 | 4,531,699 | 4,083,806 | ||||
Current liabilities | |||||||
Short-term borrowings | 26,430 | 184,000 | 47,205 | ||||
Accounts and notes payable | 165,051 | 1,149,051 | 1,251,543 | ||||
Intercompany payable | 752,867 | 5,241,312 | 5,141,083 | ||||
Salary and welfare payable | 11,656 | 81,144 | 82,254 | ||||
Taxes payable | 937 | 6,519 | 11,809 | ||||
Advances from customers | 158,652 | 1,104,505 | 998,041 | ||||
Operating lease liabilities, current | 4,420 | 30,779 | |||||
Accrued expenses and other current liabilities | 114,142 | 794,633 | 300,238 | ||||
Total current liabilities | 1,234,155 | 8,591,943 | 7,832,173 | ||||
Non-current liabilities | |||||||
Operating lease liabilities, non-current | 6,055 | 42,155 | |||||
Deferred tax liabilities | 2,889 | 20,112 | 17,838 | ||||
Total non-current liabilities | 8,944 | 62,267 | 17,838 | ||||
Total liabilities | 1,243,099 | ¥ 8,654,210 | ¥ 7,850,011 | ||||
Net revenues | 169,747 | 1,181,747 | 1,524,924 | 1,954,746 | |||
Net loss | (48,096) | (334,832) | (29,031) | (348,755) | |||
Cash (used in)/provided by operating activities | (72,609) | (505,492) | 31,282 | (232,926) | |||
Net cash used in investing activities | (35,385) | (246,340) | (465,029) | (1,021,286) | |||
Net cash provided by financing activities | $ 97,794 | ¥ 680,822 | ¥ 569,565 | ¥ 1,303,661 |
Principal Accounting Policies_4
Principal Accounting Policies - Schedule of Observable Short-term Investments And Long-term Investments (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) |
Investment Holdings [Line Items] | |||
Short-term investments | $ 187,507 | ¥ 1,305,386 | ¥ 859,211 |
Long-term investments | 142,912 | 994,922 | 897,284 |
Fair Value, Inputs, Level 2 [Member] | |||
Investment Holdings [Line Items] | |||
Short-term investments | 159,949 | 1,113,536 | 562,794 |
Long-term investments | $ 40,650 | ¥ 282,995 | ¥ 52,441 |
Principal Accounting Policies_5
Principal Accounting Policies - Schedule of Unobservable Short-term Investments And Long-term Investments (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) |
Short-term Investments | $ 187,507 | ¥ 1,305,386 | ¥ 859,211 |
Long-term Investments | 187,539 | 1,305,612 | 1,302,506 |
Fair Value, Inputs, Level 3 [Member] | |||
Short-term Investments | 16,381 | 114,043 | 255,237 |
Long-term Investments | 102,262 | 711,927 | 844,843 |
Contingent consideration for acquisitions - short term | 2,768 | 19,273 | 25,692 |
Contingent consideration for acquisitions - long term | $ 1,573 | ¥ 10,947 | ¥ 10,764 |
Principal Accounting Policies_6
Principal Accounting Policies - Schedule of Fair value Level 3 Investment (Details) - Fair Value, Inputs, Level 3 [Member] ¥ in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | |
Fair value of Level 3 investment at the beginning of the year | $ 158,017 | ¥ 1,100,080 | ¥ 0 |
Addition | 70,973 | 494,100 | 1,547,135 |
Decrease | (114,279) | (795,587) | (457,564) |
The change in fair value of the investments | 3,932 | 27,377 | 10,509 |
Fair value of Level 3 investment at the end of the year | $ 118,643 | ¥ 825,970 | ¥ 1,100,080 |
Principal Accounting Policies_7
Principal Accounting Policies - The roll forward of contingent consideration for acquisition (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | |
Principal Accounting Policies | |||
Balance at the beginning of the year | $ 5,237 | ¥ 36,456 | ¥ 38,116 |
Addition | 1,055 | 7,341 | 10,382 |
Net change in fair value | 49 | 344 | (5,242) |
Payment | (2,000) | (13,921) | (6,800) |
Balance at the end of the year | $ 4,341 | ¥ 30,220 | ¥ 36,456 |
Principal Accounting Policies_8
Principal Accounting Policies - cash equivalents and restricted cash (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) |
Principal Accounting Policies | ||||||
Cash and cash equivalents | $ 42,441 | ¥ 295,463 | ¥ 560,356 | ¥ 484,101 | ||
Restricted cash | 46,978 | 327,052 | 270,670 | 91,810 | ||
Total | $ 89,419 | ¥ 622,515 | $ 119,370 | ¥ 831,026 | ¥ 575,911 | ¥ 1,209,797 |
Principal Accounting Policies_9
Principal Accounting Policies - Schedule of Allowance For Doubtful Accounts (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
Principal Accounting Policies | ||||
Balance at the beginning of year | $ 2,902 | ¥ 20,204 | ¥ 16,905 | ¥ 4,856 |
Addition | 4,313 | 30,023 | 4,200 | 13,332 |
Reversal | (227) | (1,580) | (901) | 0 |
Write-offs | 0 | 0 | 0 | (1,283) |
Balance at the end of year | $ 6,988 | 48,647 | 20,204 | 16,905 |
Provision for doubtful accounts | ¥ 28,443 | ¥ 3,299 | ¥ 13,332 |
Principal Accounting Policie_10
Principal Accounting Policies - Liquidity, Functional Currency and Foreign Currency Translation, Short-term Investments, Accounts Receivable, Capitalized Software Development Cost (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2019CNY (¥) | |
Liquidity | |||||
Net loss | $ (99,767) | ¥ (694,565) | ¥ (185,512) | ¥ (767,304) | |
Net cash used in operating activities | (17,303) | ¥ (120,461) | 268,089 | (418,649) | |
Accumulated deficit | $ (917,288) | (5,691,409) | ¥ (6,385,974) | ||
Functional Currency and Foreign Currency Translation | |||||
Exchange rate | 6.9618 | 6.9618 | |||
Unamortized amount | $ 32,081 | 187,360 | ¥ 223,340 | ||
Accumulated deficit [Member] | |||||
Liquidity | |||||
Accumulated deficit | (5,691,409) | (5,505,897) | |||
Maximum [Member] | |||||
Functional Currency and Foreign Currency Translation | |||||
Weighted average cost of capital | 10.00% | 10.00% | |||
Minimum [Member] | |||||
Functional Currency and Foreign Currency Translation | |||||
Weighted average cost of capital | 2.00% | 2.00% | |||
Software [Member] | |||||
Functional Currency and Foreign Currency Translation | |||||
Cost capitalized | ¥ 56,927 | 75,443 | 19,545 | ||
Amortization expense | ¥ 36,983 | ¥ 14,699 | ¥ 5,729 | ||
Unamortized amount | ¥ 111,628 |
Principal Accounting Policie_11
Principal Accounting Policies - Schedule of Estimated Useful Lives of Property and Equipment (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Computers and equipment [Member] | Minimum [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 3 years |
Computers and equipment [Member] | Maximum [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 5 years |
Buildings [Member] | Minimum [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 16 years |
Buildings [Member] | Maximum [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 20 years |
Furniture and fixtures [Member] | Minimum [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 3 years |
Furniture and fixtures [Member] | Maximum [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 5 years |
Vehicles [Member] | Minimum [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 3 years |
Vehicles [Member] | Maximum [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 5 years |
Software [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 5 years |
Leasehold improvements [Member] | Minimum [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 1 year |
Leasehold improvements [Member] | Maximum [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 9 years |
Principal Accounting Policie_12
Principal Accounting Policies - Intangible Assets (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
Intangible assets, net [Line Items] | ||||
Fee Charged for Online Lending Service | ¥ 220,701 | |||
Impairment charges | ¥ 32,014 | ¥ 0 | ¥ 0 | |
Impairment charges on goodwill | $ 0 | ¥ 0 | ¥ 0 | |
Softwares [Member] | Minimum [Member] | ||||
Intangible assets, net [Line Items] | ||||
Estimated useful lives | 1 year | 1 year | ||
Softwares [Member] | Maximum [Member] | ||||
Intangible assets, net [Line Items] | ||||
Estimated useful lives | 5 years | 5 years | ||
Separately identifiable intangible assets arising from acquisitions and business cooperation agreement [Member] | Minimum [Member] | ||||
Intangible assets, net [Line Items] | ||||
Estimated useful lives | 1 year | 1 year | ||
Separately identifiable intangible assets arising from acquisitions and business cooperation agreement [Member] | Maximum [Member] | ||||
Intangible assets, net [Line Items] | ||||
Estimated useful lives | 20 years | 20 years |
Principal Accounting Policie_13
Principal Accounting Policies - Goodwill, Revenue Recognition, Cost of Revenues, Leases, Share-based compensation (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019USD ($)shares | Dec. 31, 2019CNY (¥)shares | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2019CNY (¥) | |
Revenues | |||||
Interest revenue | ¥ 50,867 | ||||
Interest cost | 34,499 | ||||
Liabilities recorded related to membership points and cash rewards | $ 1,347 | ¥ 1,395 | ¥ 9,374 | ||
Interest Receivable, Current | 2,137 | 11,984 | ¥ 14,876 | ||
Revenues | 327,643 | ¥ 2,280,987 | 2,240,149 | 2,192,100 | |
Cost of Revenues | |||||
Losses of committed tour reservations | 11,009 | ||||
Advertising Expenses | |||||
Advertising expense | 223,522 | 222,073 | 302,987 | ||
Share-based Compensation | $ 8,867 | ¥ 61,736 | 68,738 | 98,675 | |
Stock Issued During Period, Shares, Treasury Stock Reissued | shares | 964,128 | 964,128 | |||
Self Operator Package [Member] | |||||
Revenues | |||||
Revenues | ¥ 724,239 | 509,737 | |||
Package Tours Services [Member] | |||||
Revenues | |||||
Revenues | 166,186 | 241,181 | 497,918 | ||
Financial Services [Member] | |||||
Revenues | |||||
Revenues | 97,016 | 117,537 | |||
The Affiliated Entities [Member] | |||||
Revenues | |||||
Revenues | $ 169,747 | ¥ 1,181,747 | ¥ 1,524,924 | ¥ 1,954,746 |
Principal Accounting Policie_14
Principal Accounting Policies - Leases (Details) ¥ in Thousands, $ in Thousands | Jan. 01, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease right-of-use assets, net | $ 15,203 | ¥ 105,839 | |
Operating lease liability | 16,118 | 112,208 | |
Operating lease liabilities, current | $ 8,258 | ¥ 57,490 | |
Restatement adjustment | ASU 2016-02 Leases (Topic 842) | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease right-of-use assets, net | ¥ 180,327 | ||
Operating lease liability | 182,700 | ||
Operating lease liabilities, current | 92,969 | ||
Impact on retained earnings | ¥ 0 |
Principal Accounting Policie_15
Principal Accounting Policies - Employee Benefits, Government Subsidies, Segment Reporting, Deferred offering costs (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
Employee Benefits | ||||
Employee benefit expenses | ¥ 217,199 | ¥ 222,304 | ¥ 263,618 | |
Government Subsidies | ||||
Revenue from Contract with Customer, Including Assessed Tax | $ 327,643 | 2,280,987 | 2,240,149 | 2,192,100 |
Government Subsidies [Member] | ||||
Government Subsidies | ||||
Revenue from Contract with Customer, Including Assessed Tax | ¥ 24,608 | ¥ 51,357 | ¥ 27,322 |
Business acquisition - Summary
Business acquisition - Summary of Fair Values of Assets Acquired and Liabilities Assumed (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||||||
Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
Fair values of the assets acquired and liabilities assumed: | |||||||||
Goodwill | $ 33,325 | ¥ 232,007 | $ 22,898 | ¥ 159,409 | ¥ 147,639 | ||||
Softwares [Member] | Minimum [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Estimated useful lives | 1 year | ||||||||
Softwares [Member] | Maximum [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Estimated useful lives | 5 years | ||||||||
2019 Travel Agencies [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Net assets (including cash acquired) | (37,712) | ||||||||
Goodwill | 72,598 | ||||||||
Deferred tax liability | (6,530) | ||||||||
Noncontrolling interests | (43,799) | ||||||||
Total consideration | 59,981 | ||||||||
Cash acquired | ¥ 18,900 | ||||||||
Contingent consideration | ¥ 2,265 | ||||||||
2019 Travel Agencies [Member] | Technology [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Acquired intangible assets | 9,230 | ||||||||
Estimated useful lives | 5 years 6 months | ||||||||
2019 Travel Agencies [Member] | Customer relationship [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Acquired intangible assets | ¥ 16,889 | ||||||||
2019 Travel Agencies [Member] | Customer relationship [Member] | Minimum [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Estimated useful lives | 5 years 9 months | ||||||||
2019 Travel Agencies [Member] | Customer relationship [Member] | Maximum [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Estimated useful lives | 11 years 2 months 12 days | ||||||||
2018 Travel Agencies [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Net assets (including cash acquired) | (13,430) | ||||||||
Goodwill | 11,770 | ||||||||
Deferred tax liability | (1,075) | ||||||||
Noncontrolling interests | (3,891) | ||||||||
Total consideration | 20,234 | ||||||||
Cash acquired | ¥ 6,400 | ||||||||
Contingent consideration | ¥ 3,800 | ||||||||
Downward adjustment of contingent consideration | 2,311 | ||||||||
2018 Travel Agencies [Member] | Technology [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Acquired intangible assets | ¥ 4,300 | ||||||||
Estimated useful lives | 9 years 4 months 24 days | ||||||||
2016 Travel Agencies [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Net assets (including cash acquired) | ¥ (19,047) | ||||||||
Goodwill | 10,565 | ||||||||
Deferred tax liability | (1,535) | ||||||||
Total consideration | 28,077 | ||||||||
Cash acquired | 8,300 | ||||||||
Downward adjustment of contingent consideration | ¥ 390 | ||||||||
2016 Travel Agencies [Member] | Trade names [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Acquired intangible assets | ¥ 2,464 | ||||||||
Estimated useful lives | 9 years 6 months | ||||||||
2016 Travel Agencies [Member] | Non-compete agreements [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Acquired intangible assets | ¥ 3,676 | ||||||||
Estimated useful lives | 6 years | ||||||||
2015 Travel Agencies [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Net assets (including cash acquired) | ¥ (22,501) | ||||||||
Goodwill | 133,324 | ||||||||
Deferred tax liability | (20,606) | ||||||||
Noncontrolling interests | (19,721) | ||||||||
Total consideration | 115,498 | ||||||||
Cash acquired | 24,000 | ||||||||
2015 Travel Agencies [Member] | Travel licenses [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Acquired intangible assets | ¥ 25,100 | ||||||||
Estimated useful lives | 20 years | ||||||||
2015 Travel Agencies [Member] | Customer relationship [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Acquired intangible assets | ¥ 13,458 | ||||||||
2015 Travel Agencies [Member] | Customer relationship [Member] | Minimum [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Estimated useful lives | 14 years 3 months | ||||||||
2015 Travel Agencies [Member] | Customer relationship [Member] | Maximum [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Estimated useful lives | 14 years 6 months | ||||||||
2015 Travel Agencies [Member] | Trade names [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Acquired intangible assets | ¥ 39,170 | ||||||||
2015 Travel Agencies [Member] | Trade names [Member] | Minimum [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Estimated useful lives | 7 years | ||||||||
2015 Travel Agencies [Member] | Trade names [Member] | Maximum [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Estimated useful lives | 14 years | ||||||||
2015 Travel Agencies [Member] | Softwares [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Acquired intangible assets | ¥ 3,013 | ||||||||
Estimated useful lives | 5 years | ||||||||
2015 Travel Agencies [Member] | Non-compete agreements [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Acquired intangible assets | ¥ 1,683 | ||||||||
2015 Travel Agencies [Member] | Non-compete agreements [Member] | Minimum [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Estimated useful lives | 3 years 6 months | ||||||||
2015 Travel Agencies [Member] | Non-compete agreements [Member] | Maximum [Member] | |||||||||
Fair values of the assets acquired and liabilities assumed: | |||||||||
Estimated useful lives | 5 years 3 months |
Business acquisition - Addition
Business acquisition - Additional Information (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | |
Business acquisition [Line Items] | ||||||
Cash paid for acquisition | $ 4,772 | ¥ 33,216 | ¥ 2,660 | ¥ 111 | ||
2019 Travel Agencies [Member] | ||||||
Business acquisition [Line Items] | ||||||
Total purchase price | 59,981 | |||||
Cash consideration | 52,640 | |||||
Fair value of contingent cash consideration to be made based on the achievement of certain revenue and profit target | 7,341 | |||||
2018 Travel Agencies [Member] | ||||||
Business acquisition [Line Items] | ||||||
Total purchase price | 20,234 | |||||
Cash consideration | 9,852 | |||||
Fair value of contingent cash consideration to be made based on the achievement of certain revenue and profit target | 10,382 | |||||
Total unpaid consideration | 4,271 | |||||
2016 Travel Agencies [Member] | ||||||
Business acquisition [Line Items] | ||||||
Total purchase price | ¥ 28,077 | |||||
Cash consideration | 3,100 | 3,600 | 3,600 | 16,507 | ||
Fair value of contingent cash consideration to be made based on the achievement of certain revenue and profit target | ¥ 11,570 | |||||
Total unpaid consideration | 4,100 | |||||
Upward adjustment of fair value of contigent | 730 | ¥ 1,030 | ||||
2015 Travel Agencies [Member] | ||||||
Business acquisition [Line Items] | ||||||
Total purchase price | ¥ 115,498 | |||||
Cash consideration | 7,021 | 3,200 | 100,163 | |||
Fair value of contingent cash consideration to be made based on the achievement of certain revenue and profit target | ¥ 15,335 | |||||
Upward adjustment of fair value of contigent | ¥ 5,972 | ¥ 4,542 | ||||
Offline Travel Agencies [Member] | ||||||
Business acquisition [Line Items] | ||||||
Equity interests acquired | 51.00% | |||||
Online Travel Agencies [Member] | ||||||
Business acquisition [Line Items] | ||||||
Equity interests acquired | 63.51% | 80.00% | ||||
Offline travel agency, one [Member] | ||||||
Business acquisition [Line Items] | ||||||
Equity interests acquired | 100.00% | 100.00% | ||||
Offline travel agency, two [Member] | ||||||
Business acquisition [Line Items] | ||||||
Equity interests acquired | 100.00% | |||||
Offline travel agency, three [Member] | ||||||
Business acquisition [Line Items] | ||||||
Equity interests acquired | 75.02% | |||||
Offline travel agency, four [Member] | ||||||
Business acquisition [Line Items] | ||||||
Equity interests acquired | 80.00% |
Transaction with JD.com, Inc. -
Transaction with JD.com, Inc. - Summary of Fair Value About Acquired Intangible Assets (Details) - Business Cooperation Agreement [Member] ¥ in Thousands | May 08, 2015CNY (¥) |
Transaction with JD.com, Inc. [Line Items] | |
Acquired intangible assets | ¥ 660,215 |
Exclusive operation right of leisure travel channel [Member] | |
Transaction with JD.com, Inc. [Line Items] | |
Acquired intangible assets | ¥ 405,406 |
Estimated useful lives | 5 years |
Preferred partnership of hotel and air ticket reservation service [Member] | |
Transaction with JD.com, Inc. [Line Items] | |
Acquired intangible assets | ¥ 1,431 |
Estimated useful lives | 5 years |
Internet traffic support [Member] | |
Transaction with JD.com, Inc. [Line Items] | |
Acquired intangible assets | ¥ 139,358 |
Estimated useful lives | 5 years |
Marketing support [Member] | |
Transaction with JD.com, Inc. [Line Items] | |
Acquired intangible assets | ¥ 114,020 |
Estimated useful lives | 5 years |
Transaction with JD.com, Inc._2
Transaction with JD.com, Inc. - Additional Information (Details) ¥ in Thousands, $ in Thousands | May 08, 2015USD ($)shares | May 08, 2015CNY (¥)shares | Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) |
Transaction with JD.com, Inc. [Line Items] | ||||
Impairment of intangible assets | $ 4,599 | ¥ 32,014 | ||
Business Cooperation Agreement [Member] | ||||
Transaction with JD.com, Inc. [Line Items] | ||||
Agreement period | 5 years | 5 years | ||
Share subscription agreement and Business Cooperation Agreement [Member] | Class A ordinary shares | ||||
Transaction with JD.com, Inc. [Line Items] | ||||
Ordinary shares issued | 65,625,000 | 65,625,000 | ||
Cash consideration of ordinary shares issued | $ 250,000 | ¥ 1,528,200 |
Prepayments and other current_3
Prepayments and other current assets (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) |
Prepayments and other current assets | |||
Prepayments to suppliers | $ 68,348 | ¥ 475,828 | ¥ 716,761 |
Interest income receivable | 2,137 | 14,876 | 11,984 |
Prepayment for advertising expenses | 1,209 | 8,417 | 9,536 |
Receivables in relation to factoring business | 29,440 | 204,954 | 324,577 |
Loan receivables | 63,086 | 439,189 | 454,953 |
Others | 22,554 | 157,020 | 155,773 |
Total | $ 186,774 | ¥ 1,300,284 | ¥ 1,673,584 |
Prepayments and other current_4
Prepayments and other current assets - Summary of provision for other current assets (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
Balance at the beginning of year | $ 2,902 | ¥ 20,204 | ¥ 16,905 | ¥ 4,856 |
Addition | 4,313 | 30,023 | 4,200 | 13,332 |
Reversal | (227) | (1,580) | (901) | 0 |
Write-offs | 0 | 0 | 0 | (1,283) |
Balance at the end of year | 6,988 | 48,647 | 20,204 | 16,905 |
Prepaid Expenses And Other Current Asset [Member] | ||||
Balance at the beginning of year | 4,295 | 29,901 | 30,632 | 25,622 |
Addition | 19,079 | 132,825 | 6,009 | 32,476 |
Reversal | (1,184) | (8,244) | (6,740) | 0 |
Transfer-out | 0 | 0 | 0 | (27,466) |
Write-offs | 0 | 0 | 0 | 0 |
Balance at the end of year | $ 22,190 | ¥ 154,482 | ¥ 29,901 | ¥ 30,632 |
Prepayments and other current_5
Prepayments and other current assets - Additional Information (Details) - CNY (¥) ¥ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Prepayments and other current assets | |||
net provision for other current assets | ¥ 124,581 | ¥ 731 | ¥ 32,476 |
Long-term investments - Held-to
Long-term investments - Held-to-maturity investments and other long-term investments (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) |
Long-term investment | |||
Equity investments - equity method | $ 14,269 | ¥ 99,338 | ¥ 42,500 |
Equity investments - measurement alternative | 28,850 | 200,850 | 165,253 |
Held-to-maturity investments | 1,508 | 10,502 | 197,469 |
Other long-term investments | 142,912 | 994,922 | 897,284 |
Total | $ 187,539 | ¥ 1,305,612 | ¥ 1,302,506 |
Long-term investments - Additio
Long-term investments - Additional Information (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | 36 Months Ended | ||||||
Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2019CNY (¥) | Dec. 31, 2019CNY (¥) | Feb. 28, 2019CNY (¥) | Dec. 31, 2016CNY (¥) | |
Other than Temporary Impairment Losses, Investments | ¥ 0 | ¥ 0 | ¥ 0 | |||||
Equity Method Investments | $ 14,269 | 42,500 | ¥ 99,338 | |||||
Other Long-term Investments | 142,912 | 897,284 | 994,922 | |||||
Equity Investments Measurements Alternative | 28,850 | 165,253 | 200,850 | |||||
Debt Securities, Held-to-maturity | 1,508 | 197,469 | 10,502 | |||||
Equity Method Investment, Realized Gain (Loss) on Disposal | 3 | ¥ 24 | 1,850 | |||||
Income (Loss) from Equity Method Investments | 320 | 2,223 | ||||||
Equity Method Investments | 14,269 | 42,500 | 99,338 | |||||
Remeasurement of Equity Investments | $ (2,637) | (18,356) | ¥ (12,581) | |||||
Total cost of equity investments | 17,240 | |||||||
Nanjing Zhongshan Financial Leasing Co., Ltd [Member] | ||||||||
Equity Method Investment, Ownership Percentage | 25.00% | |||||||
Cost Method Investments | 43,691,000 | |||||||
Equity Method Investments | ¥ 42,500,000 | |||||||
Income (Loss) from Equity Method Investments | 1,191,000 | |||||||
Equity Method Investments | ¥ 42,500,000 | |||||||
Nanjing Tengbang Jinhong Tourism Industry Investment Fund Partnership [Member] | ||||||||
Equity Method Investment, Ownership Percentage | 21.33% | |||||||
Cost Method Investments | ¥ 55,647,000 | |||||||
Equity Method Investments | ¥ 54,616,000 | |||||||
Income (Loss) from Equity Method Investments | ¥ 1,031,000 | |||||||
Equity Method Investments | ¥ 54,616,000 |
Property and equipment, net (De
Property and equipment, net (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | |
Property and equipment, net [Line Items] | ||||
Subtotal | $ 70,921 | ¥ 493,739 | ¥ 414,484 | |
Less: Accumulated depreciation | (46,727) | (325,304) | (241,030) | |
Property and equipment subject to depreciation | 24,194 | 168,435 | 173,454 | |
Construction in progress | 7,887 | 54,905 | 13,906 | |
Total | 32,081 | 223,340 | 187,360 | |
Depreciation expenses | 12,624 | ¥ 65,704 | ||
Computers and equipment [Member] | ||||
Property and equipment, net [Line Items] | ||||
Subtotal | 21,430 | 149,191 | 149,634 | |
Leasehold improvements [Member] | ||||
Property and equipment, net [Line Items] | ||||
Subtotal | 17,227 | 119,934 | 106,871 | |
Buildings [Member] | ||||
Property and equipment, net [Line Items] | ||||
Subtotal | 642 | 4,466 | 5,547 | |
Furniture and fixtures [Member] | ||||
Property and equipment, net [Line Items] | ||||
Subtotal | 2,634 | 18,339 | 18,334 | |
Vehicles [Member] | ||||
Property and equipment, net [Line Items] | ||||
Subtotal | 2,224 | 15,483 | 6,744 | |
Software [Member] | ||||
Property and equipment, net [Line Items] | ||||
Subtotal | 26,470 | 184,282 | ¥ 127,354 | |
Others | ||||
Property and equipment, net [Line Items] | ||||
Subtotal | $ 294 | ¥ 2,044 |
Intangible assets, net - Schedu
Intangible assets, net - Schedule of Intangible assets, Net (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | |
Intangible assets, net [Line Items] | ||||||
Subtotal | ¥ 826,860 | $ 123,560 | ¥ 860,197 | |||
Less: Accumulated amortization | (508,975) | (95,078) | (661,916) | |||
Less: Impairment | 4,599 | 32,014 | ||||
Total | 317,885 | 23,883 | 166,267 | |||
Total consideration to acquire insurance agency license | ¥ 58,720 | |||||
Impairment charges | ¥ 32,014 | 0 | ¥ 0 | |||
Travel license [Member] | ||||||
Intangible assets, net [Line Items] | ||||||
Subtotal | 30,956 | 4,461 | 31,056 | |||
Insurance agency license [Member] | ||||||
Intangible assets, net [Line Items] | ||||||
Subtotal | 11,711 | 1,682 | 11,711 | |||
Amortization period | 20 years | |||||
Softwares [Member] | ||||||
Intangible assets, net [Line Items] | ||||||
Subtotal | 58,187 | 10,706 | 74,535 | |||
Technology [Member] | ||||||
Intangible assets, net [Line Items] | ||||||
Subtotal | 4,300 | 618 | 4,300 | |||
Trade names [Member] | ||||||
Intangible assets, net [Line Items] | ||||||
Subtotal | 41,634 | 5,980 | 41,634 | |||
Business Cooperation Agreements [Member] | ||||||
Intangible assets, net [Line Items] | ||||||
Subtotal | 660,215 | 94,834 | 660,215 | |||
Supplier Relationship | ||||||
Intangible assets, net [Line Items] | ||||||
Subtotal | 1,230 | 8,560 | ||||
Customer relationship [Member] | ||||||
Intangible assets, net [Line Items] | ||||||
Subtotal | 13,458 | 3,130 | 21,787 | |||
Non-compete agreements [Member] | ||||||
Intangible assets, net [Line Items] | ||||||
Subtotal | ¥ 6,399 | $ 919 | ¥ 6,399 |
Intangible assets, net - Sche_2
Intangible assets, net - Schedule of Annual Estimated Amortization Expense for Intangible Assets (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2019CNY (¥) | |
Intangible assets, net | |||
Amortization expenses for intangible assets | $ 22,265 | ¥ 150,092 | |
Amortization for Intangible Assets | |||
2020 | 9,959 | ¥ 69,332 | |
2021 | 2,747 | 19,124 | |
2022 | 1,931 | 13,444 | |
2023 | 1,647 | 11,466 | |
2024 | 1,502 | 10,458 | |
Thereafter | 6,097 | 42,443 | |
Total | $ 23,883 | ¥ 166,267 |
Land use right, net (Details)
Land use right, net (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) |
Net book value | $ 15,203 | ¥ 105,839 | |
Land | |||
Land use right | 14,509 | 101,007 | ¥ 101,007 |
Less: Accumulated amortization | (321) | (2,233) | (171) |
Net book value | $ 14,188 | ¥ 98,774 | ¥ 100,836 |
Land use right, net - Amortizat
Land use right, net - Amortization (Details) - CNY (¥) ¥ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Land Use Right [Member] | ||
Amortization expenses for land use right | ¥ 2,062 | ¥ 171 |
Goodwill (Details)
Goodwill (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | |
Changes in the carrying amount of goodwill | |||
Balance at the beginning of year | $ 22,898 | ¥ 159,409 | ¥ 147,639 |
Increase in goodwill related to acquisitions during the year | 10,427 | 72,598 | 11,770 |
Accumulated impairment loss | 0 | 0 | 0 |
Balance at the end of year | $ 33,325 | ¥ 232,007 | ¥ 159,409 |
Other non-current assets (Detai
Other non-current assets (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) |
Other non-current assets | |||
Deposits | $ 6,084 | ¥ 42,357 | ¥ 43,510 |
Loans receivables | 5,172 | 36,003 | 31,501 |
Others | 799 | 5,563 | 6,028 |
Balance at the end of year | $ 12,055 | ¥ 83,923 | ¥ 81,039 |
Short-term and long-term borr_3
Short-term and long-term borrowings (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) |
Debt Instrument [Line Items] | |||
Short-term borrowings | $ 29,281 | ¥ 203,845 | ¥ 49,312 |
Long-term borrowings | 1,392 | 9,689 | 4,492 |
Short-term Investments | $ 187,507 | 1,305,386 | ¥ 859,211 |
Short-term borrowings | |||
Debt Instrument [Line Items] | |||
Short-term borrowings collateralized | 144,000 | ||
Short-term Investments | 53,650 | ||
Long-term borrowings | |||
Debt Instrument [Line Items] | |||
Long-term borrowings guaranteed | ¥ 2,300 | ||
Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 2.80% | 2.80% | |
Minimum [Member] | Short-term borrowings | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 0.40% | 0.40% | 5.70% |
Minimum [Member] | Long-term borrowings | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 0.40% | 0.40% | 0.40% |
Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 5.70% | 5.70% | |
Maximum [Member] | Short-term borrowings | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 6.30% | 6.30% | 7.50% |
Maximum [Member] | Long-term borrowings | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 6.00% | 6.00% | 1.00% |
Leases (Details)
Leases (Details) ¥ in Thousands | 12 Months Ended |
Dec. 31, 2019CNY (¥) | |
Lessee, Lease, Description [Line Items] | |
Total lease costs | ¥ 110,993 |
Short-term lease costs | ¥ 21,726 |
Minimum [Member] | |
Lessee, Lease, Description [Line Items] | |
Lease term | 1 year |
Maximum [Member] | |
Lessee, Lease, Description [Line Items] | |
Lease term | 15 years |
Leases - Consolidated balance s
Leases - Consolidated balance sheet, cash flow and other information related to leases (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | |
ASSETS | |||
Operating lease right-of-use assets, net | $ 15,203 | ¥ 105,839 | |
LIABILITIES | |||
Operating lease liabilities, current | 8,258 | 57,490 | |
Operating lease liabilities, non-current | 7,860 | 54,718 | |
Total | $ 16,118 | ¥ 112,208 | |
Cash paid for amounts included in the measurement of lease liabilities | ¥ 73,315 | ||
Right-of-use assets obtained in exchange for operating lease liabilities | ¥ 68,825 | ||
Weighted average remaining lease term (years) | 4 years 10 months 6 days | 4 years 10 months 6 days | |
Weighted average discount rate | 5.00% | 5.00% |
Leases - Maturities of lease li
Leases - Maturities of lease liabilities under ASC 842 (Details) - 12 months ended Dec. 31, 2019 ¥ in Thousands, $ in Thousands | CNY (¥) | USD ($) | CNY (¥) |
Leases | |||
Lease payments for leases with lease term less than one year | ¥ 6,498 | ||
2020 | ¥ 59,719 | ||
2021 | 27,145 | ||
2022 | 8,869 | ||
2023 | 4,034 | ||
2024 and thereafter | 27,356 | ||
Total minimum lease payments | 127,123 | ||
Less: interest | (14,915) | ||
Present value of lease obligations | $ 16,118 | ¥ 112,208 |
Leases - Maturities of lease _2
Leases - Maturities of lease liabilities under ASC 840 (Details) - CNY (¥) ¥ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Leases | ||
2019 | ¥ 101,947 | |
2020 | 75,523 | |
2021 | 33,952 | |
2022 | 3,712 | |
2023 and thereafter | 2,124 | |
Total minimum lease payments | 217,258 | |
Lease expense recognized under ASC 840 | ¥ 71,379 | ¥ 76,599 |
Accrued expenses and other cu_3
Accrued expenses and other current liabilities (Details) | Dec. 31, 2019 |
Maximum [Member] | |
Debt Instrument, Interest Rate, Stated Percentage | 5.70% |
Minimum [Member] | |
Debt Instrument, Interest Rate, Stated Percentage | 2.80% |
Accrued expenses and other cu_4
Accrued expenses and other current liabilities - Summary of Accrued Expenses and Other Current Liabilities (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) |
Accrued expenses and other current liabilities | |||
Deposits from packaged-tour users | $ 4,656 | ¥ 32,416 | ¥ 35,119 |
Payable for business acquisition | 2,877 | 20,032 | 25,722 |
Accrued liabilities related to customers incentive program | 1,347 | 9,374 | 1,395 |
Accrued professional service fees | 2,197 | 15,298 | 8,028 |
Accrued advertising expenses | 4,992 | 34,755 | 63,531 |
Deposits received from suppliers | 23,623 | 164,456 | 90,853 |
Accrued operating expenses | 4,286 | 29,840 | 32,391 |
Advanced payment from banks | 3,605 | 25,095 | 15,567 |
Discounted bank acceptance notes | 77,135 | 537,000 | 142,000 |
Short-term borrowings | 29,281 | 203,845 | 49,312 |
Others | 5,581 | 38,853 | 69,226 |
Total | $ 130,299 | ¥ 907,119 | ¥ 483,832 |
Income Taxes (Details)
Income Taxes (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||||
Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2008 | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2016CNY (¥) | |
Income taxes [Line Items] | |||||||
Income tax rate (as a percent) | 25.00% | 25.00% | 25.00% | ||||
Net operating loss carryforwards | ¥ 1,161,298 | ||||||
Net operating loss carryforwards will start to expire | 1,220,669 | ||||||
Deferred Tax Assets, Valuation Allowance | $ 179,019 | $ 173,436 | ¥ 1,198,872 | ¥ 1,246,296 | ¥ 1,207,426 | ¥ 1,068,082 | |
Hong Kong [Member] | |||||||
Income taxes [Line Items] | |||||||
Income tax rate (as a percent) | 16.50% | ||||||
PRC [Member] | |||||||
Income taxes [Line Items] | |||||||
Withholding tax rate on dividends distributed by a FIE (as a percent) | 10.00% | ||||||
Maximum withholding tax rate, if 25% or more shares of the FIE in a PRC-resident enterprise is held by the immediate holding entity, Hong Kong tax resident (as a percent) | 5.00% | ||||||
Minimum percentage of equity interest in a PRC-resident enterprise to be held by a qualified Hong Kong tax resident for reduced withholding tax rate | 25.00% | ||||||
PRC [Member] | Nanjing Tuniu, Tuniu Nanjing Information Technology and Beijing Tuniu | |||||||
Income taxes [Line Items] | |||||||
Preferential tax rate (as a percent) | 15.00% |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation between Effective Income Tax Rate and PRC Statutory Income tax Rate (Details) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Reconciliation between the statutory EIT rate and the effective tax rate | |||
PRC Statutory income tax rates (as a percent) | 25.00% | 25.00% | 25.00% |
Change in valuation allowance (as a percent) | (15.80%) | (37.70%) | (17.30%) |
R&D expenses super-deduction | (3.80%) | (20.50%) | (2.30%) |
Non-deductible expenses and non-taxable income incurred | (2.10%) | 39.90% | (1.70%) |
Difference in EIT rates of certain subsidiaries (as a percent) | (0.30%) | (0.10%) | (5.80%) |
Effect of preferential income tax rates (as a percent) | (3.10%) | (6.50%) | |
Total (as a percent) | (0.10%) | (0.10%) | (2.10%) |
Income Taxes - Schedule of Aggr
Income Taxes - Schedule of Aggregate Amount and Per Share Effect of Tax Holidays (Details) ¥ / shares in Thousands, ¥ in Thousands, $ / shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019USD ($)$ / shares | Dec. 31, 2019CNY (¥)¥ / shares | Dec. 31, 2018CNY (¥)¥ / shares | Dec. 31, 2017CNY (¥)¥ / shares | |
Aggregate amount and per share effect of the tax holidays | ||||
Aggregate amount | $ 3,199 | ¥ 22,274 | ¥ 12,877 | ¥ 0 |
Basic net loss per share effect | (per share) | $ 0 | ¥ 0 | ¥ 0 | ¥ 0 |
Diluted net loss per share effect | (per share) | $ 0 | ¥ 0 | ¥ 0 | ¥ 0 |
Income Taxes - Schedule of Sign
Income Taxes - Schedule of Significant Components of Deferred Tax Assets and Liabilities (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) |
Non-current deferred tax assets: | ||||||
Accruals and others | $ 1,506 | ¥ 10,485 | ¥ 4,468 | |||
Net operating loss carry forwards | 166,810 | 1,161,298 | 1,180,159 | |||
Carryforwards of deductible advertising expenses | 1,758 | 12,237 | 9,842 | |||
Allowance for doubtful accounts | 8,945 | 62,276 | 12,957 | |||
Subtotal | 179,019 | 1,246,296 | 1,207,426 | |||
Less: valuation allowance | (179,019) | (1,246,296) | $ (173,436) | (1,207,426) | ¥ (1,198,872) | ¥ (1,068,082) |
Total non-current deferred tax assets, net | 0 | 0 | 0 | |||
Non-current deferred tax liabilities: | ||||||
Recognition of intangible assets arising from business combination | (3,398) | (23,658) | (19,855) | |||
Total non-current deferred tax liabilities, net | $ (3,398) | ¥ (23,658) | ¥ (19,855) |
Income Taxes - Schedule of Move
Income Taxes - Schedule of Movement of Valuation Allowance (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
Movement of valuation allowance | ||||
Balance at the beginning of the year | $ 173,436 | ¥ 1,207,426 | ¥ 1,198,872 | ¥ 1,068,082 |
Additions | 20,573 | 143,227 | 128,464 | 189,090 |
Written-off for expiration of net operating losses | (14,194) | (98,818) | (10,584) | (16,421) |
Utilization of previously unrecognized tax losses and deductible advertising expenses | (796) | (5,539) | (109,326) | (41,879) |
Balance at the end of the year | $ 179,019 | ¥ 1,246,296 | ¥ 1,207,426 | ¥ 1,198,872 |
Redeemable noncontrolling int_3
Redeemable noncontrolling interests (Details) - CNY (¥) ¥ in Thousands | 1 Months Ended | 12 Months Ended | |
Dec. 31, 2019 | Apr. 30, 2018 | Dec. 31, 2016 | |
Capital contribution from redeemable noncontrolling interests | ¥ 37,733 | ¥ 30,000 | ¥ 90,000 |
Noncontrolling Shareholders [Member] | |||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 10.00% | 30.00% | |
Ownership interest repurchased (as a percent) | 10.00% |
Redeemable noncontrolling int_4
Redeemable noncontrolling interests - Schedule of carrying amount of redeemable noncontrolling interests (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
Redeemable noncontrolling interests | ||||
Balance as of January 1 | $ 9,956 | ¥ 69,319 | ¥ 96,719 | ¥ 90,072 |
Repurchase of redeemable noncontrolling interests | (5,420) | (37,733) | (30,000) | |
Net income attributable to redeemable noncontrolling interests | 141 | 980 | 178 | 922 |
Accretion on redeemable noncontrolling interests | 666 | 4,634 | 2,422 | 5,725 |
Balance as of December 31 | $ 5,343 | ¥ 37,200 | ¥ 69,319 | ¥ 96,719 |
Ordinary Shares (Details)
Ordinary Shares (Details) ¥ in Thousands, $ in Millions | Jan. 21, 2016USD ($)shares | Jan. 21, 2016CNY (¥)shares | Nov. 20, 2015USD ($)shares | Nov. 20, 2015CNY (¥)shares | May 08, 2015USD ($)shares | May 08, 2015CNY (¥)shares | Dec. 15, 2014USD ($)shares | Dec. 15, 2014CNY (¥)shares | May 31, 2015USD ($)shares | Dec. 31, 2014USD ($)shares | Dec. 31, 2019shares | Dec. 31, 2018shares | May 09, 2014shares |
Class of Stock [Line Items] | |||||||||||||
Ordinary shares, shares issued | 389,331,544 | 389,331,544 | |||||||||||
Business Cooperation Agreement [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Fair value of acquired intangible assets | ¥ | ¥ 660,215 | ||||||||||||
Class A ordinary shares | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Ordinary shares, shares issued | 371,958,044 | 371,958,044 | |||||||||||
Initial public offering [Member] | DCM Hybrid RMB Fund, L.P. [Member] | Class A ordinary shares | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Ordinary shares, shares issued | 5,000,000 | ||||||||||||
Initial public offering [Member] | Qihoo 360 Technology Co. Ltd. [Member] | Class A ordinary shares | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Ordinary shares, shares issued | 1,666,666 | ||||||||||||
Initial public offering [Member] | Ctrip [Member] | Class A ordinary shares | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Ordinary shares, shares issued | 5,000,000 | ||||||||||||
Private Placement [Member] | Business Cooperation Agreement [Member] | Additional paid-in capital [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Total consideration amount | ¥ | ¥ 3,104,457 | ||||||||||||
Private Placement [Member] | Class A ordinary shares | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Issuance of ordinary shares,net of issuance costs (in shares) | 90,909,091 | 90,909,091 | 90,909,091 | 90,909,091 | 93,750,000 | 93,750,000 | 36,812,868 | 36,812,868 | |||||
Proceeds from the private placement, net of issuance cost | $ 500 | ¥ 3,279,000 | $ 500 | ¥ 3,279,000 | $ 400 | ¥ 2,445,000 | $ 148 | ¥ 905,792 | |||||
Issuance costs | ¥ | ¥ 1,078 | ¥ 14,279 | |||||||||||
Private Placement [Member] | Ctrip [Member] | Class A ordinary shares | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Issuance of ordinary shares,net of issuance costs (in shares) | 3,750,000 | 3,731,034 | |||||||||||
Proceeds from the private placement, net of issuance cost | $ | $ 20 | $ 15 |
Share-based Compensation Expe_3
Share-based Compensation Expenses (Details) $ / shares in Units, ¥ in Thousands, $ in Thousands | Mar. 01, 2018shares | Feb. 15, 2017shares | Dec. 31, 2016shares | Aug. 31, 2015shares | Dec. 31, 2014shares | Apr. 30, 2014shares | Dec. 31, 2012shares | Dec. 31, 2019USD ($)item$ / sharesshares | Dec. 31, 2019CNY (¥)itemshares | Dec. 31, 2018$ / sharesshares | Dec. 31, 2018CNY (¥)shares | Dec. 31, 2017$ / shares | Dec. 31, 2017CNY (¥) |
Share-based Compensation Expenses [Line Items] | |||||||||||||
Unpaid liabilities | ¥ | ¥ 4,543 | ||||||||||||
Stock options [Member] | |||||||||||||
Share-based Compensation Expenses [Line Items] | |||||||||||||
Unrecognized compensation expense | ¥ | ¥ 1,915 | ||||||||||||
Recognition period for unrecognized compensation cost | 2 years 4 months 6 days | 2 years 4 months 6 days | |||||||||||
Restricted shares [Member] | |||||||||||||
Share-based Compensation Expenses [Line Items] | |||||||||||||
Unrecognized compensation expense other than options | ¥ | ¥ 1,915 | ||||||||||||
Recognition period for unrecognized compensation cost | 2 years 4 months 6 days | 2 years 4 months 6 days | |||||||||||
Total fair value of share options vested | $ 88 | ¥ 610 | ¥ 1,470 | ¥ 2,468 | |||||||||
2008 Plan [Member] | |||||||||||||
Share-based Compensation Expenses [Line Items] | |||||||||||||
Maximum number of shares authorized | 11,500,000 | ||||||||||||
Number of additional shares authorized | 18,375,140 | ||||||||||||
Number of equal monthly installments for remaining vest | item | 36 | 36 | |||||||||||
Share-based compensation expense recognized if an exercisable event occurred | $ 8,867 | ¥ 61,736 | 68,738 | 98,675 | |||||||||
Granted (in shares) | 200,523 | 2,435,709 | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 18,375,140 | ||||||||||||
2008 Plan [Member] | Cost of revenue | |||||||||||||
Share-based Compensation Expenses [Line Items] | |||||||||||||
Share-based compensation expense recognized if an exercisable event occurred | 575 | 4,006 | 1,483 | 1,075 | |||||||||
2008 Plan [Member] | Research and product development | |||||||||||||
Share-based Compensation Expenses [Line Items] | |||||||||||||
Share-based compensation expense recognized if an exercisable event occurred | 1,732 | 12,057 | 9,124 | 6,864 | |||||||||
2008 Plan [Member] | Sales and marketing | |||||||||||||
Share-based Compensation Expenses [Line Items] | |||||||||||||
Share-based compensation expense recognized if an exercisable event occurred | 477 | 3,321 | 1,305 | 1,650 | |||||||||
2008 Plan [Member] | General and administrative | |||||||||||||
Share-based Compensation Expenses [Line Items] | |||||||||||||
Share-based compensation expense recognized if an exercisable event occurred | $ 6,083 | ¥ 42,352 | 56,826 | 89,086 | |||||||||
2008 Plan [Member] | Minimum [Member] | |||||||||||||
Share-based Compensation Expenses [Line Items] | |||||||||||||
Vesting period | 6 years | 6 years | |||||||||||
2008 Plan [Member] | Maximum [Member] | |||||||||||||
Share-based Compensation Expenses [Line Items] | |||||||||||||
Vesting period | 10 years | 10 years | |||||||||||
2008 Plan [Member] | Stock options [Member] | |||||||||||||
Share-based Compensation Expenses [Line Items] | |||||||||||||
Granted (in shares) | 4,340,586 | 4,340,586 | |||||||||||
Granted (in dollars per share) | $ / shares | $ 0.0033 | ||||||||||||
Granted (in dollars per share) | $ / shares | $ 1.50 | $ 1.28 | $ 2.66 | ||||||||||
Total intrinsic value of options exercised | $ 985 | ¥ 6,857 | 11,026 | 103,082 | |||||||||
Total fair value of share options vested | $ 3,657 | ¥ 25,461 | ¥ 73,997 | ¥ 82,814 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 19,872,396 | 20,507,371 | 20,507,371 | ||||||||||
2014 Plan [Member] | |||||||||||||
Share-based Compensation Expenses [Line Items] | |||||||||||||
Contractual term | 10 years | 10 years | |||||||||||
Vesting period | 4 years | 4 years | |||||||||||
Threshold percentage of ordinary shares reserved under the Plan falls below the total then-issued and outstanding ordinary shares, then automatically increases the number of ordinary shares reserved for future issuances | 1.00% | 1.00% | |||||||||||
Increase percent in ordinary shares reserved for future issuances to total outstanding shares | 5.00% | 5.00% | |||||||||||
Initial Ordinary Shares | 5,500,000 | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 126,894 | ||||||||||||
2014 Plan [Member] | Class A ordinary shares | |||||||||||||
Share-based Compensation Expenses [Line Items] | |||||||||||||
Maximum number of shares authorized | 41,964,263 | 41,964,263 | 41,964,263 | ||||||||||
Number of additional shares authorized | 36,464,263 | 36,464,263 | 36,464,263 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 36,464,263 | 36,464,263 | 36,464,263 |
Share-based Compensation Expe_4
Share-based Compensation Expenses - Summary of Company's Option Activity under 2008 Plan (Details) - 2008 Plan [Member] - USD ($) $ / shares in Units, $ in Thousands | Mar. 01, 2018 | Feb. 15, 2017 | Dec. 31, 2019 | Dec. 31, 2018 |
Number of share options | ||||
Granted (in shares) | 200,523 | 2,435,709 | ||
Stock options [Member] | ||||
Number of share options | ||||
Outstanding as of beginning of the period (in shares) | 20,507,371 | |||
Granted (in shares) | 4,340,586 | |||
Exercised (in shares) | (897,549) | |||
Forfeited (in shares) | (1,735,099) | |||
Modified (in shares) | (2,342,913) | |||
Outstanding as of end of the period (in shares) | 19,872,396 | 20,507,371 | ||
Vested and expected to vest at end of the period (in shares) | 18,248,502 | |||
Exercisable at the end of the period (in shares) | 15,285,810 | |||
Weighted Average Exercise Price | ||||
Outstanding as of beginning of the period (in dollars or RMB per share) | $ 1.81 | |||
Granted (in dollars per share) | 0.0033 | |||
Exercised (in dollars per share) | 0.02 | |||
Forfeited (in dollars per share) | 1.78 | |||
Modified (in dollars per share) | 0.0033 | |||
Outstanding as of end of the period (in dollars per share) | 1.74 | $ 1.81 | ||
Vested and expected to vest at end of the period (in dollars per share) | 1.75 | |||
Exercisable at the end of the period (in dollars per shares) | $ 1.73 | |||
Weighted Average Remaining Contractual Life | ||||
Outstanding as of end of the period | 5 years 10 months 6 days | 6 years 9 months 7 days | ||
Vested and expected to vest at end of the period | 5 years 8 months 23 days | |||
Exercisable at the end of the period | 5 years 2 months 1 day | |||
Aggregate Intrinsic Value | ||||
Outstanding as of end of the period | $ 3,914 | $ 6,879 | ||
Vested and expected to vest at end of the period | 3,701 | |||
Exercisable | $ 3,818 |
Share-based Compensation Expe_5
Share-based Compensation Expenses - Schedule of Assumptions Used to Estimate Fair Value of Option Grant on Date of Grant (Details) | 12 Months Ended | |||||
Dec. 31, 2019$ / shares | Dec. 31, 2018$ / shares | Dec. 31, 2017$ / shares | Dec. 31, 2019¥ / shares | Dec. 31, 2018¥ / shares | Dec. 31, 2017¥ / shares | |
Minimum [Member] | ||||||
Assumptions used to estimate the fair value of option grant on the date of grant | ||||||
Fair value of the common share on the date of option grant | (per share) | $ 1.50 | $ 1.24 | $ 1.39 | ¥ 10.42 | ¥ 8.54 | ¥ 9.05 |
Maximum [Member] | ||||||
Assumptions used to estimate the fair value of option grant on the date of grant | ||||||
Fair value of the common share on the date of option grant | ¥ / shares | ¥ 9.31 | ¥ 18.98 | ||||
2008 Plan [Member] | Stock options [Member] | ||||||
Assumptions used to estimate the fair value of option grant on the date of grant | ||||||
Expected volatility (as a percent) | 48.05% | 49.90% | ||||
Risk-free interest rate (per annum) (as a percent) | 2.72% | |||||
Expected dividend yield | 0.00% | 0.00% | 0.00% | |||
Time to maturity (in years) | 10 years | 10 years | 10 years | |||
2008 Plan [Member] | Stock options [Member] | Minimum [Member] | ||||||
Assumptions used to estimate the fair value of option grant on the date of grant | ||||||
Expected volatility (as a percent) | 51.39% | |||||
Risk-free interest rate (per annum) (as a percent) | 2.97% | 2.21% | ||||
Exercise multiple | 2.2 | 2.2 | 2.2 | |||
Expected forfeiture rate (post-vesting) (as a percent) | 0.00% | 0.00% | 0.00% | |||
2008 Plan [Member] | Stock options [Member] | Maximum [Member] | ||||||
Assumptions used to estimate the fair value of option grant on the date of grant | ||||||
Expected volatility (as a percent) | 52.40% | |||||
Risk-free interest rate (per annum) (as a percent) | 2.45% | |||||
Exercise multiple | 2.8 | 2.8 | 2.8 | |||
Expected forfeiture rate (post-vesting) (as a percent) | 20.00% | 20.00% | 20.00% | |||
Fair value of the common share on the date of option grant | $ / shares | $ 1.35 | $ 2.92 |
Share-based Compensation Expe_6
Share-based Compensation Expenses - Summary of Restricted Shares Activity (Details) - Restricted shares [Member] | 12 Months Ended |
Dec. 31, 2019$ / sharesshares | |
Summary of restricted shares activity | |
Restricted shares at the beginning of the period (in shares) | shares | 223,399 |
Vested (in shares) | shares | (66,579) |
Forfeited (In shares) | shares | (29,926) |
Restricted shares at the end of the period (in shares) | shares | 126,894 |
Vested and expected to vest at end of the period | shares | 126,894 |
Weighted-Average Grant-Date Fair value | |
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 2.54 |
Vested (in dollars per share) | $ / shares | 2.59 |
Forfeited (In dollars per share) | $ / shares | 3.76 |
Outstanding at the end of the period (in dollars per share) | $ / shares | 2.23 |
Vested and expected to vest at end of the period (in dollars per share) | $ / shares | $ 2.23 |
Loss Per Share - Schedule of Co
Loss Per Share - Schedule of Computation of Basic and Diluted Net Loss Per Share (Details) ¥ / shares in Units, $ / shares in Units, ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2019CNY (¥)¥ / sharesshares | Dec. 31, 2018CNY (¥)¥ / sharesshares | Dec. 31, 2017CNY (¥)¥ / sharesshares | |
Numerator: | ||||
Net loss attributable to Tuniu Corporation | $ (99,767) | ¥ (694,565) | ¥ (185,512) | ¥ (767,304) |
Accretion on redeemable noncontrolling interests | (666) | (4,634) | (2,422) | (5,725) |
Numerator for basic and diluted net loss per share | $ (100,433) | ¥ (699,199) | ¥ (187,934) | ¥ (773,029) |
Denominator: | ||||
Weighted average number of ordinary shares outstanding-basic and diluted (in shares) | 369,472,880 | 369,472,880 | 377,744,381 | 378,230,039 |
Loss per share-basic and diluted | (per share) | $ (0.27) | ¥ (1.89) | ¥ (0.50) | ¥ (2.04) |
Loss Per Share - Additional Inf
Loss Per Share - Additional Information (Details) - shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Loss Per Share | |||
Anti-dilutive securities excluded from the calculation of diluted net loss per share (in shares) | 8,776,330 | 8,316,843 | 17,269,396 |
Restricted Net Assets (Details)
Restricted Net Assets (Details) ¥ in Millions | 12 Months Ended |
Dec. 31, 2019CNY (¥) | |
Restricted Net Assets | |
Percentage of after-tax profit required to be appropriated to general reserve | 10.00% |
General reserve as a percentage of registered capital up to which after-tax profit of PRC subsidiaries and VIE's shall be transferred | 50.00% |
Amount of restricted net assets of the Group's PRC subsidiaries and the Affiliated PRC Entities | ¥ 1,356 |
Percentage on total consolidated net assets | 50.00% |
Commitments and Contingencies (
Commitments and Contingencies (Details) - CNY (¥) ¥ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | |
Commitments and Contingencies | |||
Rental expenses | ¥ 71,379 | ¥ 76,599 | |
Capital commitments | ¥ 220,355 | ||
Guarantor Obligations, Current Carrying Value | ¥ 242 | ¥ 446 |
Related party transactions an_3
Related party transactions and balances (Details) ¥ in Thousands, $ in Thousands | May 25, 2018shares | Jan. 21, 2016USD ($)shares | Jan. 21, 2016CNY (¥)shares | Nov. 20, 2015USD ($)shares | Nov. 20, 2015CNY (¥)shares | May 08, 2015USD ($)shares | May 08, 2015CNY (¥)shares | Dec. 15, 2014USD ($)shares | Dec. 15, 2014CNY (¥)shares | May 31, 2018USD ($) | May 31, 2018CNY (¥) | Dec. 31, 2017 | May 31, 2015USD ($)shares | Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2014USD ($)shares |
Related Party Transaction [Line Items] | |||||||||||||||||||
Revenues | $ 327,643 | ¥ 2,280,987 | ¥ 2,240,149 | ¥ 2,192,100 | |||||||||||||||
Class A ordinary shares | Private Placement [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Number of shares issued | shares | 90,909,091 | 90,909,091 | 90,909,091 | 90,909,091 | 93,750,000 | 93,750,000 | 36,812,868 | 36,812,868 | |||||||||||
Proceeds from the private placement | $ 500,000 | ¥ 3,279,000 | $ 500,000 | ¥ 3,279,000 | $ 400,000 | ¥ 2,445,000 | $ 148,000 | ¥ 905,792 | |||||||||||
Share subscription agreement and Business Cooperation Agreement [Member] | Class A ordinary shares | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Number of shares issued | shares | 65,625,000 | 65,625,000 | |||||||||||||||||
Cash consideration of ordinary shares issued | $ 250,000 | ¥ 1,528,200 | |||||||||||||||||
Business Cooperation Agreement [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Acquired intangible assets | 660,215 | ||||||||||||||||||
Ctrip [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Revenues | 9,400 | 65,700 | 161,700 | 61,500 | |||||||||||||||
Ctrip [Member] | Class A ordinary shares | Private placement concurrent with initial public offering [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Number of shares issued | shares | 5,000,000 | ||||||||||||||||||
Ctrip [Member] | Class A ordinary shares | Private Placement [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Number of shares issued | shares | 3,750,000 | 3,731,034 | |||||||||||||||||
Proceeds from the private placement | $ | $ 20,000 | $ 15,000 | |||||||||||||||||
JD [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Purchases of travelling products | 49,399 | 23,509 | 0 | ||||||||||||||||
JD [Member] | Business Cooperation Agreement [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Acquired intangible assets | ¥ 660,200 | ||||||||||||||||||
HNA Tourism [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Payments to acquire air ticket | $ 63,600 | ¥ 443,100 | 588,900 | 394,700 | |||||||||||||||
HNA Tourism [Member] | Minimum [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Related party transaction, amounts of transaction | $ | $ 100,000 | ||||||||||||||||||
Black Fish [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Related party transaction, amounts of transaction | $ 24,000 | 155,900 | |||||||||||||||||
Black Fish [Member] | Business Cooperation Agreement [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Related Party Transaction, Consideration On Sale Of Assets To Related Party | 140,000 | ||||||||||||||||||
Fullshare [Member] | Class A ordinary shares | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Number of shares issued | shares | 4,104,137 | ||||||||||||||||||
Fullshare [Member] | Class B ordinary shares [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Number of shares issued | shares | 6,949,997 | ||||||||||||||||||
Group for Travelling Products [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Related party transaction, amounts of transaction | 1,600 | ||||||||||||||||||
Affiliate of HNA | Notes Financing [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Related party transaction, amounts of transaction | $ 5,700 | ¥ 40,000 | |||||||||||||||||
Interest rate (as a percent) | 8.50% | 8.50% | |||||||||||||||||
Financing term | 1 year | ||||||||||||||||||
Extended financing term | 1 year | ||||||||||||||||||
Requested extended term by borrowers | 1 year | 1 year | |||||||||||||||||
Allowance provision | ¥ 1,900 | ||||||||||||||||||
Carrying value | 44,800 | ||||||||||||||||||
Interest income | ¥ 70,000 | 70,000 | |||||||||||||||||
Affiliate of HNA | Loan Financing [Member] | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Related party transaction, amounts of transaction | $ 71,800 | ¥ 500,000 | |||||||||||||||||
Financing term | 1 year | 1 year | |||||||||||||||||
Extended financing term | 1 year | 1 year | |||||||||||||||||
Average interest rate (as a percent) | 14.00% | 14.00% | |||||||||||||||||
Service fee rate (as a percent) | 6.00% | 6.00% | |||||||||||||||||
Requested extended term by borrowers | 1 year | 1 year | |||||||||||||||||
Allowance provision | ¥ 21,300 | ||||||||||||||||||
Carrying value | 512,800 | ||||||||||||||||||
Service fee income | ¥ 27,800 | ¥ 27,800 |
Related party transactions an_4
Related party transactions and balances - Schedule of Balance with Related Parties (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) |
Current: | |||
Amounts due from related parties | $ 9,352 | ¥ 65,108 | ¥ 696,520 |
Non-current | |||
Long-term amounts due from related parties | 80,092 | 557,582 | 0 |
Current: | |||
Amounts due to related parties | 4,274 | 29,755 | 77,159 |
Ctrip [Member] | |||
Current: | |||
Amounts due from related parties | 3,413 | 23,759 | 11,091 |
Current: | |||
Amounts due to related parties | 3,897 | 27,128 | 73,229 |
JD [Member] | |||
Current: | |||
Amounts due from related parties | 529 | 3,685 | 50,336 |
Current: | |||
Amounts due to related parties | 19 | 136 | 2,350 |
HNA Tourism [Member] | |||
Current: | |||
Amounts due from related parties | 5,410 | 37,664 | 635,093 |
Non-current | |||
Long-term amounts due from related parties | 80,092 | 557,582 | 0 |
Current: | |||
Amounts due to related parties | 358 | 2,491 | 0 |
Fullshare [Member] | |||
Current: | |||
Amounts due to related parties | $ 0 | ¥ 0 | ¥ 1,580 |
CONDENSED FINANCIAL INFORMATI_3
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY - CONDENSED BALANCE SHEETS (Details) $ / shares in Units, ¥ in Thousands, $ in Thousands | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2019CNY (¥)shares | Dec. 31, 2018$ / shares | Dec. 31, 2018CNY (¥)shares | Dec. 31, 2017CNY (¥) |
Current assets | |||||
Cash and cash equivalents | $ 42,441 | ¥ 295,463 | ¥ 560,356 | ¥ 484,101 | |
Prepayments and other current assets | 186,774 | 1,300,284 | 1,673,584 | ||
Total current assets | 549,179 | 3,823,276 | 4,407,888 | ||
Intangible assets | 23,883 | 166,267 | 317,885 | ||
Total assets | 947,545 | 6,596,620 | 6,556,923 | ||
Current liabilities | |||||
Accrued expenses and other current liabilities | 130,299 | 907,119 | 483,832 | ||
Total current liabilities | 538,478 | 3,748,769 | 3,102,655 | ||
Non-current liabilities | |||||
Total non-current liabilities | 14,222 | 99,012 | 40,416 | ||
Total liabilities | 552,700 | 3,847,781 | 3,143,071 | ||
Equity | |||||
Ordinary shares | $ 36 | ¥ 249 | ¥ 249 | ||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | |||
Ordinary shares, shares authorized | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 | ||
Ordinary shares, shares issued | 389,331,544 | 389,331,544 | 389,331,544 | ||
Ordinary shares, shares outstanding | 389,331,544 | 389,331,544 | 389,331,544 | ||
Less: Treasury stock | $ (44,664) | ¥ (310,942) | ¥ (304,535) | ||
Additional paid-in capital | 1,309,074 | 9,113,512 | 9,061,979 | ||
Accumulated other comprehensive income | 42,199 | 293,784 | 284,079 | ||
Accumulated deficit | (917,288) | (6,385,974) | (5,691,409) | ||
Total Tuniu Corporation shareholders' equity | 389,357 | 2,710,629 | 3,350,363 | ||
Total liabilities, redeemable noncontrolling interests and equity | $ 947,545 | ¥ 6,596,620 | ¥ 6,556,923 | ||
Board of Directors Chairman [Member] | |||||
Equity | |||||
Ordinary shares, shares authorized | 100,000,000 | 100,000,000 | 100,000,000 | ||
Class A ordinary shares | |||||
Equity | |||||
Ordinary shares, shares authorized | 780,000,000 | 780,000,000 | 780,000,000 | ||
Ordinary shares, shares issued | 371,958,044 | 371,958,044 | 371,958,044 | ||
Ordinary shares, shares outstanding | 371,958,044 | 371,958,044 | 371,958,044 | ||
Class B ordinary shares [Member] | |||||
Equity | |||||
Ordinary shares, shares authorized | 120,000,000 | 120,000,000 | 120,000,000 | ||
Ordinary shares, shares issued | 17,373,500 | 17,373,500 | 17,373,500 | ||
Ordinary shares, shares outstanding | 17,373,500 | 17,373,500 | 17,373,500 | ||
Parent Company [Member] | |||||
Current assets | |||||
Cash and cash equivalents | $ 48 | ¥ 336 | ¥ 250 | ||
Amounts due from subsidiaries and Affiliated Entities | 1,017,311 | 7,082,315 | 7,116,514 | ||
Prepayments and other current assets | 34 | 237 | 226 | ||
Total current assets | 1,017,393 | 7,082,888 | 7,116,990 | ||
Intangible assets | 6,821 | 47,484 | 211,540 | ||
Total assets | 1,024,214 | 7,130,372 | 7,328,530 | ||
Current liabilities | |||||
Accrued expenses and other current liabilities | 1,307 | 9,102 | 10,989 | ||
Total current liabilities | 1,307 | 9,102 | 10,989 | ||
Non-current liabilities | |||||
Investments deficit in subsidiaries and Affiliated Entities | 633,549 | 4,410,640 | 3,967,178 | ||
Total non-current liabilities | 633,549 | 4,410,640 | 3,967,178 | ||
Total liabilities | 634,856 | 4,419,742 | 3,978,167 | ||
Equity | |||||
Ordinary shares | $ 36 | ¥ 249 | ¥ 249 | ||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | |||
Ordinary shares, shares authorized | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 | ||
Ordinary shares, shares issued | 389,331,544 | ||||
Ordinary shares, shares outstanding | 388,331,544 | ||||
Less: Treasury stock | $ (44,664) | ¥ (310,942) | ¥ (304,535) | ||
Additional paid-in capital | 1,309,074 | 9,113,512 | 9,061,979 | ||
Accumulated other comprehensive income | 42,199 | 293,784 | 284,079 | ||
Accumulated deficit | (917,288) | (6,385,974) | (5,691,409) | ||
Total Tuniu Corporation shareholders' equity | 389,357 | 2,710,629 | 3,350,363 | ||
Total liabilities, redeemable noncontrolling interests and equity | $ 1,024,213 | ¥ 7,130,371 | ¥ 7,328,530 | ||
Parent Company [Member] | Board of Directors Chairman [Member] | |||||
Equity | |||||
Ordinary shares, shares authorized | 100,000,000 | 100,000,000 | 100,000,000 | ||
Parent Company [Member] | Class A ordinary shares | |||||
Equity | |||||
Ordinary shares, shares authorized | 780,000,000 | 780,000,000 | 780,000,000 | ||
Ordinary shares, shares issued | 371,958,044 | ||||
Ordinary shares, shares outstanding | 371,958,044 | ||||
Parent Company [Member] | Class B ordinary shares [Member] | |||||
Equity | |||||
Ordinary shares, shares authorized | 120,000,000 | 120,000,000 | 120,000,000 | ||
Ordinary shares, shares issued | 17,373,500 | ||||
Ordinary shares, shares outstanding | 17,373,500 |
CONDENSED FINANCIAL INFORMATI_4
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY - CONDENSED STATEMENTS OF COMPREHENSIVE LOSS (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
Operating expenses | ||||
General and administrative | $ (107,645) | ¥ (749,404) | ¥ (487,372) | ¥ (637,795) |
Share of loss of subsidiaries and affiliated entities | 320 | 2,223 | ||
Total operating expenses | (280,361) | (1,951,819) | (1,524,121) | (2,051,320) |
Loss from operations | (125,089) | (870,844) | (348,994) | (883,426) |
Other income/(expenses) | ||||
Interest income | 22,532 | 156,862 | 152,929 | 130,250 |
Foreign exchange losses, net | (162) | (1,131) | (11,729) | (2,394) |
Other income, net | 2,658 | 18,509 | 16,494 | (121) |
Loss before income tax expense | (104,952) | (730,656) | (199,218) | (755,691) |
Net loss | (99,767) | (694,565) | (185,512) | (767,304) |
Accretion on redeemable noncontrolling interests | (666) | (4,634) | (2,422) | (5,725) |
Net loss attributable to ordinary shareholders | (100,433) | (699,199) | (187,934) | (773,029) |
Net loss | (99,767) | (694,565) | (185,512) | (767,304) |
Other comprehensive income/(loss) | ||||
Foreign currency translation adjustment, net of nil tax | 9,705 | 11,693 | (128,539) | |
Comprehensive loss | (98,373) | (684,860) | (173,819) | (895,843) |
Parent Company [Member] | ||||
Operating expenses | ||||
General and administrative | (561) | (3,903) | (3,147) | (6,715) |
Share of loss of subsidiaries and affiliated entities | (99,005) | (689,252) | (183,670) | (761,841) |
Total operating expenses | (99,566) | (693,155) | (186,817) | (768,556) |
Loss from operations | (99,566) | (693,155) | (186,817) | (768,556) |
Other income/(expenses) | ||||
Interest income | 6 | |||
Foreign exchange losses, net | (353) | (2,457) | 0 | (12) |
Other income, net | 152 | 1,047 | 1,305 | 1,258 |
Loss before income tax expense | (99,767) | (694,565) | (185,512) | (767,304) |
Net loss | (99,767) | (694,565) | (185,512) | (767,304) |
Accretion on redeemable noncontrolling interests | (666) | (4,634) | (2,422) | (5,725) |
Net loss attributable to ordinary shareholders | (100,433) | (699,199) | (187,934) | (773,029) |
Net loss | (99,767) | (694,565) | (185,512) | (767,304) |
Other comprehensive income/(loss) | ||||
Foreign currency translation adjustment, net of nil tax | 1,394 | 9,705 | 11,693 | (128,539) |
Comprehensive loss | $ (98,373) | ¥ (684,860) | ¥ (173,819) | ¥ (895,843) |
CONDENSED FINANCIAL INFORMATI_5
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY - CONDENSED STATEMENTS OF CASH FLOWS (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
STATEMENTS OF CASH FLOWS | ||||
Cash (used in)/provided by operating activities | $ (17,303) | ¥ (120,461) | ¥ 268,089 | ¥ (418,649) |
Cash provided by investing activities | (83,044) | (578,134) | 153,992 | 615,554 |
Cash used in financing activities | 69,682 | 485,110 | (145,212) | (784,766) |
Cash, cash equivalents and restricted cash at the beginning of year | 119,370 | 831,026 | 575,911 | 1,209,797 |
Cash, cash equivalents and restricted cash at the beginning of year | 560,356 | 484,101 | ||
Cash, cash equivalents and restricted cash at the end of year | 89,419 | 622,515 | 831,026 | 575,911 |
Cash, cash equivalents and restricted cash at the end of year | 42,441 | 295,463 | 560,356 | 484,101 |
Supplemental disclosure of non-cash investing and financing activities | ||||
Receivables related to exercise of stock option | (8) | (55) | (23) | (385) |
Parent Company [Member] | ||||
STATEMENTS OF CASH FLOWS | ||||
Cash (used in)/provided by operating activities | (681) | (4,739) | 1,266 | (5,507) |
Cash provided by investing activities | 2,624 | 18,268 | 133,189 | 402,418 |
Cash used in financing activities | (1,930) | (13,438) | (134,485) | (98,805) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (1) | (5) | (13) | (301,241) |
Net (decrease) /increase in cash, cash equivalents and restricted cash | 12 | 86 | (43) | (3,135) |
Cash, cash equivalents and restricted cash at the beginning of year | 36 | 250 | 293 | 3,428 |
Cash, cash equivalents and restricted cash at the beginning of year | 250 | |||
Cash, cash equivalents and restricted cash at the end of year | 48 | 336 | 250 | 293 |
Cash, cash equivalents and restricted cash at the end of year | 48 | 336 | 250 | |
Supplemental disclosure of non-cash investing and financing activities | ||||
Receivables related to exercise of stock option | $ (8) | ¥ (55) | ¥ (23) | ¥ (385) |