Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2017shares | |
Entity Registrant Name | BEST Inc. |
Entity Central Index Key | 1,709,505 |
Document Type | 20-F |
Document Period End Date | Dec. 31, 2017 |
Amendment Flag | false |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Current Fiscal Year End Date | --12-31 |
Entity Current Reporting Status | Yes |
Entity Filer Category | Non-accelerated Filer |
Document Fiscal Year Focus | 2,017 |
Document Fiscal Period Focus | FY |
Class A ordinary shares | |
Entity Common Stock, Shares Outstanding | 232,648,452 |
Class B ordinary shares | |
Entity Common Stock, Shares Outstanding | 94,075,249 |
Class C ordinary shares | |
Entity Common Stock, Shares Outstanding | 47,790,698 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS ¥ in Thousands, $ in Thousands | Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) |
Current assets: | |||
Cash and cash equivalents | $ 190,651 | ¥ 1,240,431 | ¥ 2,927,581 |
Restricted cash | 254,008 | 1,652,653 | 374,363 |
Derivative | 3,149 | ||
Accounts and notes receivables, net of allowance of RMB6,708 and RMB5,794 (US$891) as of December 31, 2016 and 2017, respectively | 112,852 | 734,252 | 432,654 |
Inventories | 24,126 | 156,974 | 82,083 |
Prepayments and other current assets | 224,360 | 1,459,755 | 770,643 |
Short-term investments | 361,751 | 2,353,663 | 62,000 |
Lease rental receivables | 29,772 | 193,703 | 23,292 |
Amounts due from related parties | 25,344 | 164,894 | 83,302 |
Total current assets | 1,222,864 | 7,956,325 | 4,759,067 |
Non-current assets: | |||
Property and equipment, net | 200,954 | 1,307,470 | 947,505 |
Intangible assets, net | 24,370 | 158,556 | 13,516 |
Long-term investments | 5,712 | 37,167 | 24,081 |
Goodwill | 68,946 | 448,584 | 247,203 |
Non-current deposits | 10,624 | 69,125 | 50,947 |
Other non-current assets | 9,577 | 62,314 | 87,395 |
Lease rental receivables | 115,157 | 749,243 | 87,551 |
Restricted cash | 13,794 | 89,745 | 78,588 |
Total non-current assets | 449,134 | 2,922,204 | 1,536,786 |
Total assets | 1,671,998 | 10,878,529 | 6,295,853 |
Current liabilities (including current liabilities of the consolidated VIE without recourse to the primary beneficiary of RMB2,369,082 and RMB3,810,970 (US$585,735) as of December 31, 2016 and 2017, respectively): | |||
Short-term bank loans | 186,955 | 1,216,384 | 458,000 |
Accounts and notes payable | 367,089 | 2,388,393 | 1,575,793 |
Income tax payable | 97 | 629 | 467 |
Customer advances and deposits | 139,923 | 910,383 | 676,319 |
Accrued expenses and other liabilities | 282,996 | 1,841,273 | 1,225,611 |
Capital lease obligation | 1,111 | 7,227 | 13,215 |
Amounts due to related parties | 1,983 | 12,902 | 891 |
Total current liabilities | 980,154 | 6,377,191 | 3,950,296 |
Non-current liabilities (including non-current liabilities of the consolidated VIE without recourse to the primary beneficiary of RMB7,535 (US$1,111) and RMB99,594 (US$15,308) as of December 31, 2016 and 2017, respectively): | |||
Capital lease obligation | 281 | 1,828 | 7,535 |
Deferred tax liabilities | 4,870 | 31,688 | |
Other non-current liabilities | 11,578 | 75,327 | 3,917 |
Total non-current liabilities | 16,729 | 108,843 | 11,452 |
Total liabilities | 996,883 | 6,486,034 | 3,961,748 |
Commitments and contingencies | |||
Mezzanine equity: | |||
Redeemable convertible preferred shares | 15,842,210 | ||
Shareholders' (deficit)/equity: | |||
Ordinary shares | 4,116 | ||
Additional paid in capital | 2,957,274 | 19,240,912 | |
Accumulated deficit | (2,287,969) | (14,886,214) | (13,658,321) |
Accumulated other comprehensive income | 1,896 | 12,333 | 146,100 |
BEST Inc. shareholders' (deficit)/equity | 675,011 | 4,391,817 | (13,508,105) |
Non-controlling interests | 104 | 678 | |
Total shareholders' (deficit)/equity | 675,115 | 4,392,495 | (13,508,105) |
Total liabilities, mezzanine equity and shareholders' (deficit)/equity | 1,671,998 | 10,878,529 | 6,295,853 |
Series A redeemable convertible preferred shares | |||
Mezzanine equity: | |||
Redeemable convertible preferred shares | 1,510,352 | ||
Series B redeemable convertible preferred shares | |||
Mezzanine equity: | |||
Redeemable convertible preferred shares | 521,648 | ||
Series C redeemable convertible preferred shares | |||
Mezzanine equity: | |||
Redeemable convertible preferred shares | 652,194 | ||
Series D redeemable convertible preferred shares | |||
Mezzanine equity: | |||
Redeemable convertible preferred shares | 1,445,547 | ||
Series E redeemable convertible preferred shares | |||
Mezzanine equity: | |||
Redeemable convertible preferred shares | 2,040,782 | ||
Series F redeemable convertible preferred shares | |||
Mezzanine equity: | |||
Redeemable convertible preferred shares | 2,806,393 | ||
Series G-1 redeemable convertible preferred shares | |||
Mezzanine equity: | |||
Redeemable convertible preferred shares | 1,280,749 | ||
Series G-2 redeemable convertible preferred shares | |||
Mezzanine equity: | |||
Redeemable convertible preferred shares | ¥ 5,584,545 | ||
Class A ordinary shares | |||
Shareholders' (deficit)/equity: | |||
Ordinary shares | 2,356 | 15,330 | |
Class B ordinary shares | |||
Shareholders' (deficit)/equity: | |||
Ordinary shares | 950 | 6,178 | |
Class C ordinary shares | |||
Shareholders' (deficit)/equity: | |||
Ordinary shares | $ 504 | ¥ 3,278 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) ¥ in Thousands, $ in Thousands | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2017CNY (¥)shares | Dec. 31, 2016CNY (¥)shares |
Allowance for doubtful accounts | $ 891 | ¥ 5,794 | ¥ 6,708 |
Current liabilities of consolidated VIE without recourse to primary beneficiary | 585,735 | 3,810,970 | 2,369,082 |
Non-current liabilities of consolidated VIE without recourse to primary beneficiary | $ 15,308 | ¥ 99,594 | ¥ 7,535 |
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0 | ||
Ordinary shares, authorized shares | 420,486,219 | 420,486,219 | 420,486,219 |
Ordinary shares, issued shares | 0 | 0 | 60,000,000 |
Ordinary shares, outstanding shares | 0 | 0 | 60,000,000 |
Series A redeemable convertible preferred shares | |||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | ||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 30,000,000 |
Redeemable convertible preferred shares, issued shares | 0 | 0 | 30,000,000 |
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 30,000,000 |
Series B redeemable convertible preferred shares | |||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | ||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 20,000,000 |
Redeemable convertible preferred shares, issued shares | 0 | 0 | 10,343,535 |
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 10,343,535 |
Series C redeemable convertible preferred shares | |||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | ||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 16,173,914 |
Redeemable convertible preferred shares, issued shares | 0 | 0 | 12,981,287 |
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 12,981,287 |
Series D redeemable convertible preferred shares | |||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | ||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 29,896,623 |
Redeemable convertible preferred shares, issued shares | 0 | 0 | 28,820,219 |
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 28,820,219 |
Series E redeemable convertible preferred shares | |||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | ||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 42,731,874 |
Redeemable convertible preferred shares, issued shares | 0 | 0 | 41,177,988 |
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 41,177,988 |
Series F redeemable convertible preferred shares | |||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | ||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 56,680,441 |
Redeemable convertible preferred shares, issued shares | 0 | 0 | 56,680,441 |
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 56,680,441 |
Series G-1 redeemable convertible preferred shares | |||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | ||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 15,479,382 |
Redeemable convertible preferred shares, issued shares | 0 | 0 | 15,479,382 |
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 15,479,382 |
Series G-2 redeemable convertible preferred shares | |||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | ||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 68,551,547 |
Redeemable convertible preferred shares, issued shares | 0 | 0 | 68,551,547 |
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 68,551,547 |
Class A ordinary shares | |||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.01 | ||
Ordinary shares, authorized shares | 1,858,134,053 | 1,858,134,053 | 0 |
Ordinary shares, issued shares | 232,648,452 | 232,648,452 | 0 |
Ordinary shares, outstanding shares | 232,648,452 | 232,648,452 | 0 |
Class B ordinary shares | |||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.01 | ||
Ordinary shares, authorized shares | 94,075,249 | 94,075,249 | 0 |
Ordinary shares, issued shares | 94,075,249 | 94,075,249 | 0 |
Ordinary shares, outstanding shares | 94,075,249 | 94,075,249 | 0 |
Class C ordinary shares | |||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.01 | ||
Ordinary shares, authorized shares | 47,790,698 | 47,790,698 | 0 |
Ordinary shares, issued shares | 47,790,698 | 47,790,698 | 0 |
Ordinary shares, outstanding shares | 47,790,698 | 47,790,698 | 0 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2017CNY (¥)¥ / sharesshares | Dec. 31, 2016CNY (¥)¥ / sharesshares | Dec. 31, 2015CNY (¥)¥ / sharesshares | |
Revenue from third parties | ||||
Revenue from third parties | $ 2,997,028 | ¥ 19,499,563 | ¥ 8,572,715 | ¥ 5,194,708 |
Revenue from related party | ||||
Revenue from related party | 75,311 | 489,999 | 271,422 | 61,619 |
Total revenue | 3,072,339 | 19,989,562 | 8,844,137 | 5,256,327 |
Cost of revenue | ||||
Total cost of revenue | (2,997,712) | (19,504,011) | (9,376,567) | (5,790,708) |
Gross (loss)/profit | 74,627 | 485,551 | (532,430) | (534,381) |
Selling expenses | (106,797) | (694,852) | (370,017) | (188,455) |
General and administrative expenses | (142,660) | (928,188) | (521,237) | (380,864) |
Research and development expenses | (21,365) | (139,009) | (80,326) | (46,177) |
Other operating income | 104,047 | 61,877 | ||
Total operating expenses | (270,822) | (1,762,049) | (867,533) | (553,619) |
Loss from operations | (196,195) | (1,276,498) | (1,399,963) | (1,088,000) |
Interest income | 11,536 | 75,056 | 24,386 | 3,727 |
Interest expense | (7,247) | (47,154) | (21,379) | (10,439) |
Foreign exchange gain (loss) | (971) | (6,320) | (1,864) | 5,808 |
Other income | 8,612 | 56,035 | 44,409 | 31,247 |
Other expense | (2,844) | (18,507) | (8,542) | (1,774) |
Total company's loss before income tax | (187,109) | (1,217,388) | (1,362,953) | (1,059,431) |
Income tax expense | (1,515) | (9,856) | (570) | |
Loss before share of net (loss) income of equity investees | (188,624) | (1,227,244) | (1,363,523) | (1,059,431) |
Share of net (loss) income of equity investees | (125) | (816) | 43 | (12) |
Net loss | (188,749) | (1,228,060) | (1,363,480) | (1,059,443) |
Net loss attributable to non-controlling interests | (26) | (167) | ||
Net loss attributable to BEST Inc | (188,723) | (1,227,893) | (1,363,480) | (1,059,443) |
Accretion to redemption value of redeemable convertible preferred shares | (3,661,975) | (3,996,288) | ||
Deemed dividend-Repurchase of redeemable convertible preferred shares | (160,891) | |||
Deemed dividend-Modification of redeemable convertible preferred shares | (423,979) | 0 | ||
Deemed dividend-Extinguishment loss of Series D redeemable convertible preferred shares | (296,677) | |||
Net loss attributable to ordinary shareholders | $ (188,723) | ¥ (1,227,893) | ¥ (5,610,325) | ¥ (5,352,408) |
Net loss per ordinary share: | ||||
Basic (in dollars per share) | (per share) | $ (1.27) | ¥ (8.28) | ¥ (93.51) | ¥ (89.21) |
Diluted (in dollars per share) | (per share) | $ (1.27) | ¥ (8.28) | ¥ (93.51) | ¥ (89.21) |
Shares used in net loss per share computation: Ordinary shares: | ||||
Basic (in shares) | shares | 60,000,000 | 60,000,000 | ||
Diluted (in shares) | shares | 60,000,000 | 60,000,000 | ||
Other comprehensive income (loss), net of tax of nil | ||||
Foreign currency translation adjustments | $ (20,560) | ¥ (133,767) | ¥ 129,305 | ¥ 26,182 |
Comprehensive loss | (209,309) | (1,361,827) | (1,234,175) | (1,033,261) |
Comprehensive loss attributable to non-controlling interests | (26) | (167) | ||
Comprehensive loss attributable to BEST Inc. | (209,283) | (1,361,660) | (1,234,175) | (1,033,261) |
Accretion to redemption value of redeemable convertible preferred shares | (3,661,975) | (3,996,288) | ||
Deemed dividend-Repurchase of redeemable convertible preferred shares | (160,891) | |||
Deemed dividend-Modification of redeemable convertible preferred shares | (423,979) | 0 | ||
Deemed dividend-Extinguishment loss of Series D redeemable convertible preferred shares | (296,677) | |||
Comprehensive loss attributable to ordinary shareholders | (209,283) | (1,361,660) | (5,481,020) | (5,326,226) |
Supply chain management | ||||
Revenue from third parties | ||||
Revenue from third parties | 188,971 | 1,229,498 | 1,014,034 | 767,866 |
Revenue from related party | ||||
Revenue from related party | 57,091 | 371,454 | 227,322 | 60,565 |
Cost of revenue | ||||
Total cost of revenue | (230,941) | (1,502,570) | (1,183,245) | (795,099) |
Express delivery | ||||
Revenue from third parties | ||||
Revenue from third parties | 1,946,995 | 12,667,734 | 5,344,733 | 3,709,238 |
Revenue from related party | ||||
Revenue from related party | 18,220 | 118,545 | 44,100 | 1,054 |
Cost of revenue | ||||
Total cost of revenue | (1,911,309) | (12,435,550) | (5,671,356) | (4,035,300) |
Freight delivery | ||||
Revenue from third parties | ||||
Revenue from third parties | 488,456 | 3,178,044 | 1,604,573 | 675,881 |
Cost of revenue | ||||
Total cost of revenue | (516,830) | (3,362,652) | (1,906,930) | (923,011) |
Store | ||||
Revenue from third parties | ||||
Revenue from third parties | 342,135 | 2,226,034 | 560,226 | 9,700 |
Cost of revenue | ||||
Total cost of revenue | (318,601) | (2,072,912) | (569,557) | (9,714) |
Others | ||||
Revenue from third parties | ||||
Revenue from third parties | 30,471 | 198,253 | 49,149 | 32,023 |
Cost of revenue | ||||
Total cost of revenue | (20,031) | (130,327) | ¥ (45,479) | ¥ (27,584) |
Class A ordinary shares | ||||
Cost of revenue | ||||
Net loss attributable to BEST Inc | (94,082) | (612,133) | ||
Net loss attributable to ordinary shareholders | $ (94,082) | ¥ (612,133) | ||
Net loss per ordinary share: | ||||
Basic (in dollars per share) | (per share) | $ (1.27) | ¥ (8.28) | ||
Diluted (in dollars per share) | (per share) | $ (1.27) | ¥ (8.28) | ||
Shares used in net loss per share computation: Ordinary shares: | ||||
Basic (in shares) | shares | 73,900,022 | 73,900,022 | ||
Diluted (in shares) | shares | 148,237,982 | 148,237,982 | ||
Class B ordinary shares | ||||
Cost of revenue | ||||
Net loss attributable to BEST Inc | $ (33,798) | ¥ (219,898) | ||
Net loss attributable to ordinary shareholders | $ (33,798) | ¥ (219,898) | ||
Net loss per ordinary share: | ||||
Basic (in dollars per share) | (per share) | $ (1.27) | ¥ (8.28) | ||
Diluted (in dollars per share) | (per share) | $ (1.27) | ¥ (8.28) | ||
Shares used in net loss per share computation: Ordinary shares: | ||||
Basic (in shares) | shares | 26,547,262 | 26,547,262 | ||
Diluted (in shares) | shares | 26,547,262 | 26,547,262 | ||
Class C ordinary shares | ||||
Cost of revenue | ||||
Net loss attributable to BEST Inc | $ (60,843) | ¥ (395,862) | ||
Net loss attributable to ordinary shareholders | $ (60,843) | ¥ (395,862) | ||
Net loss per ordinary share: | ||||
Basic (in dollars per share) | (per share) | $ (1.27) | ¥ (8.28) | ||
Diluted (in dollars per share) | (per share) | $ (1.27) | ¥ (8.28) | ||
Shares used in net loss per share computation: Ordinary shares: | ||||
Basic (in shares) | shares | 47,790,698 | 47,790,698 | ||
Diluted (in shares) | shares | 47,790,698 | 47,790,698 |
CONSOLIDATED STATEMENTS OF COM5
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Parenthetical) - CNY (¥) ¥ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS | |||
Other comprehensive income, tax | ¥ 0 | ¥ 0 | ¥ 0 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||||
Net loss for the year | $ (188,749) | ¥ (1,228,060) | ¥ (1,363,480) | ¥ (1,059,443) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Share of net loss (income) of equity investees | 125 | 816 | (43) | 12 |
Deferred income tax | (258) | (1,680) | ||
Depreciation and amortization | 55,932 | 363,909 | 246,311 | 147,283 |
Share-based compensation | 45,950 | 298,963 | ||
Allowance for doubtful accounts and inventory provision | 2,827 | 18,394 | 31,522 | 18,303 |
(Gain) loss on disposal of property and equipment | (471) | (3,065) | 2,314 | (84) |
Impairment losses | 36,178 | |||
Foreign exchange (gain) loss | 971 | 6,320 | 1,864 | (5,808) |
Change in assets and liabilities | ||||
Restricted cash | 14,053 | 91,434 | (165,431) | (22,041) |
Accounts and notes receivables | (41,233) | (268,272) | (110,972) | (143,898) |
Prepayment and other current assets | (71,641) | (466,118) | (317,474) | (151,543) |
Inventories | (3,277) | (21,324) | (48,880) | (17,502) |
Customer advances and deposits | 35,872 | 233,394 | 166,718 | 273,319 |
Accounts and notes payables | 95,203 | 619,421 | 481,348 | 441,576 |
Accrued expenses and other liabilities | 88,166 | 573,637 | 362,434 | 210,601 |
Amounts due from related parties | (12,540) | (81,592) | (54,489) | (28,813) |
Other non-current assets | (4,156) | (27,037) | (1,065) | |
Other non-current liabilities | 2,137 | 13,901 | 1 | |
Amounts due to related parties | 1,846 | 12,011 | 883 | (7) |
Non-current deposits | (2,794) | (18,178) | (20,822) | (10,313) |
Income tax payable | 25 | 162 | 467 | |
Net cash (used in)/generated from operating activities | 17,988 | 117,036 | (788,794) | (312,180) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||||
Purchase of property and equipment | (115,232) | (749,734) | (628,478) | (398,149) |
Purchase of leased equipment | (111,009) | (722,257) | (108,186) | (19,847) |
Repayment of financing leases-principal portion | 15,020 | 97,727 | 5,509 | 11,679 |
Disposal of property and equipment and intangible assets | 6,942 | 45,156 | 11,513 | 3,161 |
Cash paid for business acquisitions(net of cash acquired of RMB7,148, nil and RMB2,737 for the years ended December 31, 2015, 2016 and 2017) | (48,254) | (313,958) | (39,517) | (135,794) |
Acquisition of intangible assets | (4,124) | (26,830) | (8,935) | (8,055) |
Change in restricted cash | (15,370) | (100,000) | ||
Acquisition of long-term investments | (2,137) | (13,902) | (13,750) | (10,300) |
Proceeds from maturities of short-term investments | 411,712 | 2,678,724 | 1,458,918 | |
Purchase of short-term investments | (777,466) | (5,058,426) | (1,520,918) | |
Other investing activities, net | (6,521) | (42,423) | ||
Net cash used in investing activities | (646,439) | (4,205,923) | (843,844) | (557,305) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||||
Proceeds from short-term bank loans | 292,314 | 1,901,884 | 718,000 | 538,000 |
Repayment of short-term bank loans | (182,809) | (1,189,417) | (598,000) | (320,000) |
Change in restricted cash | (201,400) | (1,310,371) | (97,118) | (124,500) |
Capital lease payments | (2,078) | (13,523) | (4,446) | (3,883) |
Proceeds from initial public offering, net of issuance costs | 481,102 | 3,130,197 | ||
Proceeds from the exercise of share options | 7 | 48 | ||
Proceeds from capital lease | 22,310 | 4,346 | ||
Proceeds from redeemable convertible preferred shares, net of issuance costs | 4,901,287 | 811,374 | ||
Repurchase of redeemable convertible preferred shares | (15,114) | (98,330) | (831,535) | |
Net cash generated from financing activities | 372,022 | 2,420,488 | 4,110,498 | 905,337 |
Exchange rate effect on cash and cash equivalents | (2,881) | (18,751) | 158,657 | 35,436 |
Net increase/(decrease) in cash and cash equivalents | (259,310) | (1,687,150) | 2,636,517 | 71,288 |
Cash and cash equivalents at beginning of year | 449,961 | 2,927,581 | 291,064 | 219,776 |
Cash and cash equivalents at end of year | 190,651 | 1,240,431 | 2,927,581 | 291,064 |
Supplemental disclosures of cash flow information: | ||||
Income taxes paid | 57 | 368 | 103 | |
Interest expense paid | 7,152 | 46,531 | 22,012 | 11,967 |
Supplemental disclosures of non-cash information: | ||||
Purchase of property and equipment included in accrued expenses and other liabilities | 18,710 | 121,735 | 115,286 | 96,381 |
Proceeds from disposal of property and equipment included in prepayment and other current assets | 2,821 | 18,351 | ||
Acquisition of property and equipment through capital lease | 1,392 | 9,055 | 20,750 | 2,886 |
Purchase consideration for business acquisitions included in accrued expenses and other liabilities | 4,073 | 26,497 | 11,368 | ¥ 43,471 |
Deferred IPO costs included in accrued expenses and other liabilities | $ 1,512 | ¥ 9,836 | ||
Repurchase of redeemable convertible preferred shares included in accrued expenses and other liabilities | ¥ 97,118 |
CONSOLIDATED STATEMENTS OF CAS7
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - CNY (¥) ¥ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
CONSOLIDATED STATEMENTS OF CASH FLOWS | |||
Cash acquired in business acquisitions | ¥ 2,737 | ¥ 0 | ¥ 7,148 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' (DEFICIT)/EQUITY ¥ in Thousands, $ in Thousands | Ordinary SharesClass A ordinary sharesCNY (¥)shares | Ordinary SharesUSD ($)shares | Ordinary SharesCNY (¥)shares | Additional paid-in capitalClass A ordinary sharesCNY (¥) | Additional paid-in capitalUSD ($) | Additional paid-in capitalCNY (¥) | Accumulated other comprehensive (loss)/incomeUSD ($) | Accumulated other comprehensive (loss)/incomeCNY (¥) | Accumulated deficitSeries D redeemable convertible preferred sharesCNY (¥) | Accumulated deficitSeries B, C, D, E redeemable convertible preferred sharesCNY (¥) | Accumulated deficitUSD ($) | Accumulated deficitCNY (¥) | Non-controlling interestsUSD ($) | Non-controlling interestsCNY (¥) | Series C redeemable convertible preferred sharesCNY (¥) | Series D redeemable convertible preferred sharesCNY (¥) | Series B, C, D, E redeemable convertible preferred sharesCNY (¥) | Class A ordinary sharesCNY (¥)shares | USD ($)shares | CNY (¥)shares |
Balance at beginning of the year at Dec. 31, 2014 | ¥ 4,116 | ¥ (9,387) | ¥ (2,695,588) | ¥ (2,700,859) | ||||||||||||||||
Balance at beginning of the year (in shares) at Dec. 31, 2014 | shares | 60,000,000 | 60,000,000 | ||||||||||||||||||
Net loss for the year | (1,059,443) | (1,059,443) | ||||||||||||||||||
Other comprehensive income (loss) | 26,182 | 26,182 | ||||||||||||||||||
Exercise of share options (Note 19) (shares) | shares | 0 | |||||||||||||||||||
Deemed dividend-Extinguishment loss of Series D redeemable convertible preferred shares | ¥ (296,677) | ¥ (296,677) | (296,677) | |||||||||||||||||
Deemed dividend-Modification of redeemable convertible preferred shares | 0 | |||||||||||||||||||
Accretion to redemption value of redeemable convertible preferred shares | (3,996,288) | (3,996,288) | ||||||||||||||||||
Balance at end of the year at Dec. 31, 2015 | ¥ 4,116 | 16,795 | (8,047,996) | (8,027,085) | ||||||||||||||||
Balance at end of the year (in shares) at Dec. 31, 2015 | shares | 60,000,000 | 60,000,000 | ||||||||||||||||||
Net loss for the year | (1,363,480) | (1,363,480) | ||||||||||||||||||
Other comprehensive income (loss) | 129,305 | 129,305 | ||||||||||||||||||
Exercise of share options (Note 19) (shares) | shares | 0 | |||||||||||||||||||
Deemed dividend-Repurchase of redeemable convertible preferred shares | ¥ (160,891) | ¥ (160,891) | (160,891) | |||||||||||||||||
Deemed dividend-Modification of redeemable convertible preferred shares | (423,979) | ¥ 66,583 | ¥ 97,770 | (423,979) | ||||||||||||||||
Accretion to redemption value of redeemable convertible preferred shares | (3,661,975) | (3,661,975) | ||||||||||||||||||
Balance at end of the year at Dec. 31, 2016 | ¥ 4,116 | 146,100 | (13,658,321) | ¥ (13,508,105) | ||||||||||||||||
Balance at end of the year (in shares) at Dec. 31, 2016 | shares | 60,000,000 | 60,000,000 | 0 | 60,000,000 | 60,000,000 | |||||||||||||||
Net loss for the year | (1,227,893) | ¥ (167) | $ (188,749) | ¥ (1,228,060) | ||||||||||||||||
Other comprehensive income (loss) | (133,767) | (133,767) | ||||||||||||||||||
Share-based compensation | ¥ 298,963 | 298,963 | ||||||||||||||||||
Acquisition of subsidiaries (Note 4) | 91,623 | 91,623 | ||||||||||||||||||
Acquisition of non-controlling interests (Note 4) | (90,778) | (90,778) | ||||||||||||||||||
Issuance of ordinary shares in connection with initial public offering(Note 18) | ¥ 3,283 | ¥ 3,117,078 | ¥ 3,120,361 | |||||||||||||||||
Issuance of ordinary shares in connection with initial public offering(Note 18) (shares) | shares | 49,750,000 | |||||||||||||||||||
Exercise of share options (Note 19) | ¥ 48 | 48 | ||||||||||||||||||
Exercise of share options (Note 19) (shares) | shares | 730,000 | 730,000 | 730,000 | |||||||||||||||||
Conversion of redeemable convertible preferred shares (Note 19) | ¥ 17,339 | 15,824,871 | 15,842,210 | |||||||||||||||||
Conversion of redeemable convertible preferred shares (Note 19) (shares) | shares | 264,034,399 | 264,034,399 | ||||||||||||||||||
Balance at end of the year at Dec. 31, 2017 | $ 3,810 | ¥ 24,786 | $ 2,957,274 | ¥ 19,240,912 | $ 1,896 | ¥ 12,333 | $ (2,287,969) | ¥ (14,886,214) | $ 104 | ¥ 678 | $ 675,115 | ¥ 4,392,495 | ||||||||
Balance at end of the year (in shares) at Dec. 31, 2017 | shares | 374,514,399 | 374,514,399 | 232,648,452 | 0 | 0 |
ORGANIZATION AND BASIS OF PRESE
ORGANIZATION AND BASIS OF PRESENTATION | 12 Months Ended |
Dec. 31, 2017 | |
ORGANIZATION AND BASIS OF PRESENTATION | |
ORGANIZATION AND BASIS OF PRESENTATION | 1. ORGANIZATION AND BASIS OF PRESENTATION The Company is a limited liability company incorporated in the Cayman Islands on March 3, 2008. The Company does not conduct any substantive operations on its own but instead conducts its primary business operations through its subsidiaries and variable interest entity (the “VIE”), which is located in the People’s Republic of China (the “PRC”). The accompanying consolidated financial statements include the financial statements of the Company, its subsidiaries and VIE. The Company, its subsidiaries and VIE are hereinafter collectively referred to as the “Group”. The Group is principally engaged in the business of providing express delivery services, freight delivery services, supply chain management services, store + services and other value-added services. The Group’s principal geographic market is in the PRC. On June 22, 2017, the Company revised its name from Best Logistics Technologies Limited to BEST Inc. effective immediately. On September 20, 2017, the Company completed its initial public offering (“IPO”) on the New York Stock Exchange (Note 19). Details of the Company’s principal subsidiaries and VIE as of December 31, 2017 are as follows: Name of Company Place and date of incorporation/ registration and Percentage of Principal activities Subsidiaries: Eight Hundred Logistics Technologies Corporation BVI/ % Investment holding BEST Logistics Technologies Limited HK/ % Investment holding BEST Logistics Technologies (China) Co., Ltd. (“BEST China”) PRC/ % Freight delivery and Supply chain management services BEST Store Network (Hangzhou) Co., Ltd. PRC/ % Store + services Zhejiang BEST Technology Co., Ltd. PRC/ % Logistics technical services Xinyuan Financial Leasing (Zhejiang) Co., Ltd. PRC/ % Financial services BEST Logistics Technologies (Ningbo Free Trade Zone) Co., Ltd. PRC/ % Supply chain management services VIE Hangzhou BEST Network Technologies Co., Ltd. PRC Nil Express delivery services VIE’s subsidiary: Sichuan Wowo Supermarket Chain Co.,Ltd. PRC Nil Convenience Store operations * In December 2017, BEST Finance Lease (Zhejiang) Co., Ltd. has been renamed Xinyuan Financial Leasing (Zhejiang) Co., Ltd. To comply with PRC laws and regulations which prohibit foreign control of companies that engage in domestic mail delivery services, the Group operates its express delivery services in the PRC through its VIE. Despite the lack of technical majority ownership, BEST Technology has effective control of the VIE through a series of contractual arrangements (the “Contractual Agreements”) and a parent-subsidiary relationship exists between BEST Technology and the VIE. The equity interests of the VIE are legally held by PRC individuals (the “nominee shareholders”). Through the Contractual Agreements, the nominee shareholders of the VIE effectively assign all of their voting rights underlying their equity interests in the VIE to BEST Technology. In addition, through the terms of the Contractual Agreements, BEST Technology demonstrates its ability and intention to continue to exercise the ability to absorb substantially all of the profits and all of the expected losses of the VIE. As a result of the Contractual Agreements, the Company has the power to direct the activities of the VIE that most significantly impact its economic performance and, is entitled to substantially all of the economic benefits from the VIE through BEST Technology. Therefore, the Company consolidates the VIE in accordance with SEC Regulation SX-3A-02 and Accounting Standards Codification (“ASC”) 810-10, Consolidation: Overall. The following is a summary of the Contractual Agreements. Loan Agreements BEST Technology has granted interest-free loans with an aggregate amount of RMB13,780 to the nominee shareholders of the VIE for the purpose of providing funds necessary for the capital injection of the VIE. The loans are only repayable by the nominee shareholders through a transfer of his or her equity interests in the VIE to BEST Technology or its designated party unless the nominee shareholders are in breach of the agreement, in which BEST Technology can request immediate repayment of the loans. The loan agreements are effective until full repayment of the loans or BEST Technology agrees to waive the loan. Exclusive Technical Support and Service Agreement Pursuant to the Exclusive Technical Support and Service Agreement between BEST Technology and the VIE, BEST Technology has the exclusive right to provide services to the VIE related to the VIE’s business, including but not limited to the management, development and maintenance of software, databases and websites, training and recruitment of employees and other services required by the VIE. In return, the VIE agrees to pay a service fee that is based on a predetermined formula based on the financial performance of the VIE. The Exclusive Technical Support and Service Agreement is valid for 20 years and will be automatically renewed on an annual basis unless both parties agree to terminate the agreement. Exclusive Option Agreement Under the Exclusive Option Agreement among BEST Technology, the VIE and nominee shareholders of the VIE, BEST Technology has (i) an exclusive option to purchase, when and to the extent permitted under PRC laws, all or part of the equity interests in the VIE or all or part of the assets held by the VIE and (ii) an exclusive right to cause the nominee shareholders to transfer their equity interest in the VIE to BEST Technology or any designated third party. BEST Technology has the sole discretion to decide when to exercise the option, whether in part or full. The exercise price of the option to purchase all or part of the equity interests in the VIE or assets held by the VIE will be the minimum amount of consideration permitted under the then-applicable PRC laws. Any proceeds received by the nominee shareholders from the exercise of the option exceeding the loan amount, distribution of profits or dividends, shall be remitted to BEST Technology, to the extent permitted under PRC laws. The Exclusive Option Agreement will remain in effect until all the equity interests or the assets held by the VIE are transferred to BEST Technology or its designated party. BEST Technology may terminate the Exclusive Option Agreement at their sole discretion, whereas under no circumstances may the VIE or its nominee shareholders terminate this agreement. Proxy Agreement Pursuant to the Proxy Agreement between BEST Technology, the VIE and its nominee shareholders, each of the VIE’s shareholders agreed to entrust all the rights to exercise their voting power to the person designated by BEST Technology. The nominee shareholders irrevocably authorize the person designated by BEST Technology as its attorney-in-fact (“AIF”) to exercise on such nominee shareholder’s behalf any and all rights that such shareholder has in respect of its equity interests in the VIE. BEST Technology has the right to replace the authorized AIF at any time upon written notice but not consent from the other parties. The Proxy Agreement has a term of 20 years and is subject to automatic renewal on an annual basis unless it is terminated by BEST Technology at its sole discretion. The nominee shareholders may not terminate the Proxy Agreement or revoke the appointment of the AIF without BEST Technology’s prior written consent. Equity Pledge Agreement Under the Equity Pledge Agreement among BEST Technology, the VIE and its nominee shareholders; the nominee shareholders of the VIE have pledged all of their equity interests in the VIE in favor of BEST Technology to secure the VIE and their obligations under the various contractual agreements, including the Exclusive Technical Support and Service Agreement, Loan Agreements and Exclusive Option Agreement described above. The nominee shareholders further undertake that they will remit any distributions as a result in connection with such shareholder’s equity interests in the VIE to BEST Technology, to the extent permitted by PRC laws. If the VIE or any of their respective nominee shareholders breach any of their respective contractual obligations under the above agreements, BEST Technology, as pledgee, will be entitled to certain rights, including the right to sell, transfer or dispose the pledged equity interest. The nominee shareholders of the VIE agree not to create any encumbrance on or otherwise transfer or dispose of their respective equity interest in the VIE, without the prior consent of BEST Technology. The Equity Pledge Agreement will be valid until the VIE and their respective shareholders fulfill all contractual obligations under the above agreements. Through the design of the Contractual Agreements, the nominee shareholders of the VIE effectively assigned their full voting rights to BEST Technology, which gives BEST Technology the power to direct the activities that most significantly impact the VIE’s economic performance. In addition, BEST Technology is entitled to substantially all of the economic benefits from the VIE. As a result of these Contractual Agreements, BEST Technology is determined to be the primary beneficiary of the VIE. In June 2017, the Contractual Agreements were supplemented by the following terms: a) Exclusive Technical Support and Service Agreement · BEST Technology has the right to unilaterally adjust the service fee; · The agreement is valid for 20 years and will be automatically renewed on an annual basis unless terminated by BEST Technology at its sole discretion, whereas under no circumstances may the VIE terminate this agreement. b) Exclusive Option Agreement · To ensure that the cash flow requirements of the VIE’s daily operations are met and/or to set off any losses that may be incurred, the Company is obliged, only to the extent permissible under PRC laws, to provide financial support to the VIE, whether or not the VIE actually incurs any such operational loss. The Company will not request repayment if the VIE or its nominee shareholders are unable to do so; · Without the Company’s prior consent, the VIE and its nominee shareholders shall not enter into any material agreements outside of the ordinary course of business; · The Company, at its sole discretion, has the right to decide whether the option and other rights granted under the agreement will be exercised by the Company, BEST Technology or its designated party. c) Proxy Agreement · The Proxy Agreement is valid as long as the nominee shareholders remain shareholders of the VIE; · The appointment of any individuals to exercise the powers and rights assigned pursuant to the Proxy Agreement requires the approval of the Company. All the activities in relation to such powers and rights assigned are directed and approved by the Company. As a result, the power and the rights pursuant to the Proxy Agreement have since been effectively reassigned to the Company which has the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance. The Company is also obligated to absorb the expected losses of the VIE through the financial support as described above. The Company and BEST Technology, as a group of related parties, have held all of the variable interests of the VIE. The Company has been determined to be most closely associated with the VIE within the group of related parties and has replaced BEST Technology as the primary beneficiary of the VIE since June 2017. As the VIE was subject to indirect control by the Company through BEST Technology immediately before and direct control immediately after the Contractual Agreements were supplemented, the change of the primary beneficiary of the VIE was accounted for as a common control transaction based on the carrying amount of the net assets transferred. In the opinion of the Company’s PRC legal counsel, (i) the ownership structure relating to the VIE complies with current PRC laws and regulations; and (ii) the Company and BEST Technology’s contractual arrangements with the VIE and its nominee shareholders are valid, binding and enforceable on all parties to these arrangements and do not violate current PRC laws or regulations. The carrying amounts of the assets, liabilities and the results of operations of the VIE included in the Company’s consolidated balance sheets and statements of comprehensive loss are as follows: As at December 31 2016 2017 2017 RMB RMB US$ ASSETS Current assets: Cash and cash equivalents Restricted cash Accounts receivable, net Inventories Short-term investments Prepayments and other current assets Amounts due from related parties Total current assets Non-current assets: Property and equipment, net Intangible assets, net — Goodwill Other non-current assets Total non-current assets Total assets LIABILITIES Current liabilities: Short-term bank loans Accounts and notes payable Customer advances and deposits Accrued expenses and other liabilities Capital lease obligation Amounts due to related parties Total current liabilities Capital lease obligation — — Deferred tax liabilities — Other non-current liabilities — Total non-current liabilities Total liabilities The revenue-producing assets that are held by the VIE comprise mainly of machinery and electronic equipment, express delivery software and domain name. The VIE contributed an aggregate of 71%, 61% and 66% of the Group’s consolidated revenue for the years ended December 31, 2015, 2016 and 2017, respectively, after elimination of inter-company transactions. As of December 31, 2017, there was no pledge or collateralization of the VIE’s assets that can only be used to settled obligations of the VIE. Other than the amounts due to related parties (which are eliminated upon consolidation) all remaining liabilities of the VIE are without recourse to the primary beneficiary. The Company did not provide or intend to provide financial or other supports not previously contractually required to the VIE during the years presented. For the years ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Total revenue Net loss ) ) ) ) Net cash (used in)/generated from operating activities ) ) Net cash used in investing activities ) ) ) ) Net cash generated from financing activities |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2017 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The accompanying consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”). Principles of Consolidation The consolidated financial statements of the Group include the financial statements of the Company, its subsidiaries and VIE for which the Company is the primary beneficiary. All significant intercompany balances and transactions between the Company, its subsidiaries and VIE have been eliminated on consolidation. Use of estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the balance sheet dates and the reported amounts of revenue and expenses during the reporting periods. Significant estimates and assumptions reflected in the Group’s financial statements include, but are not limited to, allowance for doubtful accounts, useful lives of long-lived assets, the purchase price allocation with respect to business combinations, impairment of long-lived assets and goodwill, realization of deferred tax assets and share-based compensation. Management bases the estimates on historical experience and various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could materially differ from those estimates. Convenience translation Amounts in U.S. dollars are presented for the convenience of the reader and are translated at the noon buying rate of RMB6.5063 per US$1.00 on December 31, 2017 in the City of New York for cable transfers of RMB as certified for customs purposes by the Federal Reserve Bank of New York. No representation is made that the RMB amounts could have been, or could be, converted into US$ at such rate. Foreign currency The functional currency of the Company’s subsidiaries located outside PRC is the United States Dollars (“US$”). The Company’s subsidiaries and VIE located in the PRC determined their functional currency to be Renminbi (the “RMB”). The Company uses the RMB as its reporting currency. Each entity in the Group maintains its financial records in its own functional currency. Transactions denominated in foreign currencies are measured at the exchange rates prevailing on the transaction dates. Monetary assets and liabilities denominated in foreign currencies are remeasured at the exchange rates prevailing at the balance sheet date. Non-monetary items that are measured in terms of historical cost in foreign currency are remeasured using the exchange rates at the dates of the initial transactions. Exchange gains and losses are included in the consolidated statements of comprehensive loss. The Company uses the average exchange rate for the year and the exchange rate at the balance sheet date to translate the operating results and financial position, respectively. Translation differences are recorded in accumulated other comprehensive income, a component of shareholders’ (deficit)/equity. Cash and cash equivalents Cash and cash equivalents consist of cash on hand and demand deposits or other highly liquid investments placed with banks or other financial institutions which are unrestricted as to withdrawal and use and have original maturities of less than three months. Restricted cash The Group’s restricted cash mainly represents (a) security deposits held in designated bank accounts for issuance of notes payable and lines of credit; and (b) security deposits as required by the Group’s sortation centers and warehouses. Short-term investments The Group’s short-term investments comprise primarily of cash deposits at fixed or floating rates based on daily bank deposit rates with maturities ranging from three months to one year. Accounts receivable and notes receivable, and allowance for doubtful accounts Accounts and notes receivable are carried at net realizable value. An allowance for doubtful accounts is recorded when collection of the full amount is no longer probable. In evaluating the collectability of receivable balances, the Group considers specific evidence including the aging of the receivable, the customer’s payment history, its current credit-worthiness and current economic trends. Accounts and notes receivable are written off after all collection efforts have ceased. Property and equipment, net Property and equipment are stated at cost and are depreciated using the straight-line method over the estimated useful lives of the assets, as follows: Category Estimated Useful Life Machinery and electronic equipment 3 - 5 years Motor vehicles 3 years Leasehold improvements Lesser of useful life or lease term Repair and maintenance costs are charged to expense as incurred, whereas the cost of renewals and betterments that extend the useful lives of property and equipment are capitalized as additions to the related assets. Retirements, sales and disposals of assets are recorded by removing the cost and accumulated depreciation from the asset and accumulated depreciation accounts with any resulting gain or loss reflected in the consolidated statements of comprehensive loss. Direct costs that are related to the construction of property and equipment, and incurred in connection with bringing the assets to their intended use are capitalized as construction in progress. Construction in progress is transferred to specific property and equipment, and the depreciation of these assets commences when the assets are ready for their intended use. As of December 31, 2016 and 2017, the balances of construction in progress were RMB63,351 and RMB223,535 (US$ 34,357), which were related to the construction of warehouses, hubs and sortation centers and related equipments. Business Combinations The Group accounts for its business combinations using the purchase method of accounting in accordance with ASC 805, Business Combinations (“ASC 805”). The purchase method of accounting requires that the consideration transferred to be allocated to the assets, including separately identifiable assets and liabilities the Group acquired, based on their estimated fair values. The consideration transferred in 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 as well as the contingent considerations and all contractual contingencies as of the acquisition date. The 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 non-controlling interests. The excess of (i) the total of cost of acquisition, fair value of the non-controlling 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 earnings. The determination and allocation of fair values to the identifiable assets acquired, liabilities assumed and non-controlling interests is based on various assumptions and valuation methodologies requiring considerable judgment from management. The most significant variables in these valuations are discount rates, terminal values, the number of years on which to base the cash flow projections, as well as the assumptions and estimates used to determine the cash inflows and outflows. The Group 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 assets, forecasted life cycle and forecasted cash flows over that period. Goodwill The Group assesses goodwill for impairment in accordance with ASC 350-20, Intangibles—Goodwill and Other: Goodwill (“ASC 350-20”), which requires that goodwill be tested for impairment at the reporting unit level at least annually and more frequently upon the occurrence of certain events, as defined by ASC 350-20. The Group has determined it has five reporting units (that also represent operating segments). Goodwill was allocated to two and four reporting units as of December 31, 2016 and 2017, respectively (Note 11). The Group has the option to assess qualitative factors first to determine whether it is necessary to perform the two-step test in accordance with ASC 350-20. If the Group believes, as a result of the qualitative assessment, that it is more-likely-than-not that the fair value of the reporting unit is less than its carrying amount, the two-step quantitative impairment test described above is required. Otherwise, no further testing is required. In the qualitative assessment, the Group considers primary factors such as industry and market considerations, overall financial performance of the reporting unit, and other specific information related to the operations. In performing the two-step quantitative impairment test, the first step compares the carrying amount of the reporting unit to the fair value of the reporting unit based on either quoted market prices of the ordinary shares or estimated fair value using a combination of the income approach and the market approach. If the fair value of the reporting unit exceeds the carrying value of the reporting unit, goodwill is not impaired and the Group is not required to perform further testing. If the carrying value of the reporting unit exceeds the fair value of the reporting unit, then the Group must perform the second step of the impairment test in order to determine the implied fair value of the reporting unit’s goodwill. The fair value of the reporting unit is allocated to its assets and liabilities in a manner similar to a purchase price allocation in order to determine the implied fair value of the reporting unit goodwill. If the carrying amount of the goodwill is greater than its implied fair value, the excess is recognized as an impairment loss in general and administrative expenses. Intangible assets Intangible assets with finite lives are carried at cost less accumulated amortization. All intangible assets with finite lives are amortized using the straight-line method over the estimated economic lives. Intangible assets have estimated economic lives from the date of purchase as follows: Category Estimated Useful Life Customer relationships 3-5 years Software 3-8 years Domain name 10 years Brand name 20 years Others 2~3 years Impairment of long-lived assets other than goodwill The Group evaluates its long-lived assets, including fixed assets and intangible assets with finite lives, for impairment whenever events or changes in circumstances, such as a significant adverse change to market conditions that will impact the future use of the assets, indicate that the carrying amount of an asset may not be fully recoverable. When these events occur, the Group evaluates the recoverability of long-lived assets by comparing the carrying amount of the assets to the future undiscounted 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 based on the excess of the carrying amount of the assets over their fair value. Impairment losses were included in general and administrative expense. Fair value of financial instruments Financial instruments include cash and cash equivalents, accounts and notes receivables, certain other current assets, short-term investments, derivative, due from related parties, financing lease receivables, accounts and notes payable, short-term bank loans, amounts due to related parties, certain other current liabilities, and redeemable convertible preferred shares. The redeemable convertible preferred shares were initially recorded at issuance price net of issuance costs. The Group recognizes changes in the redemption value immediately as they occur and adjusts the carrying value of the redeemable convertible preferred shares to equal the redemption value at the end of each reporting period. The derivative was recorded at fair value as determined on the issuance date and subsequently adjusted to its fair value at each reporting date. The carrying values of the financing lease receivables approximate their fair values, as the receivables bear interest at rates determined based on the prevailing market interest rates. The carrying values of the remaining financial instruments approximate their fair values due to their short-term maturities. Derivatives ASC 815, Derivatives and Hedging , requires all contracts which meet the definition of a derivative to be recognized in the consolidated balance sheets as either assets or liabilities and recorded at fair value. Changes in the fair value of derivative financial instruments are either recognized periodically in income (loss) or in shareholders’ deficit as a component of other comprehensive income (loss) depending on the use of the derivative and whether it qualifies for hedge accounting. Changes in fair values of derivatives not qualified as hedges are reported in the consolidated statements of comprehensive loss. The estimated fair values of derivative instruments are determined at discrete points in time based on the relevant market information. These estimates are calculated with reference to the market rates using industry standard valuation techniques. Modification of redeemable convertible preferred shares The Group assesses whether an amendment to the terms of its redeemable convertible preferred shares is an extinguishment or a modification using the fair value model. If the fair value of the redeemable convertible preferred shares immediately after the amendment changes by more than 10 percent from the fair value of the redeemable convertible preferred shares immediately before the amendment, the amendment is considered an extinguishment. An amendment that does not meet this criterion is a modification. When redeemable convertible preferred shares are extinguished, the difference between the fair value of the consideration transferred to the redeemable convertible preferred shareholders and the carrying amount of the redeemable convertible preferred shares (net of issuance costs) is treated as a deemed dividend to the redeemable convertible preferred shareholders. When redeemable convertible preferred shares are modified, the increase of the fair value immediately after the amendment is treated as a deemed dividend to the redeemable convertible preferred shareholders. Modifications that result in a decrease in the fair value of the redeemable convertible preferred shares are not recognized. Inventories Inventories are comprised of finished goods. The Group’s finished goods consists of (i) materials used in performing express delivery services, freight delivery services and supply chain management services such as waybills and low value consumables such as handheld terminals, packing materials and uniforms emblazoned with the logo “BEST” (“accessories”); and (ii) fast-moving consumer goods such as beverage and drinks, snacks and daily necessities to be sold on the Group’s Store + online business-to-business platform and retail store(“consumer goods”). Inventories are stated at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less applicable variable selling expenses. Cost of accessories is accounted for using the weighted average cost method. Cost of purchased consumer goods are accounted for using the first-in first-out method for Store + online business and the weighted average cost method for Wowo, respectively. Adjustments are recorded to write down the cost of inventory to the estimated market value due to the slow-moving merchandise and damaged goods. Write-downs are recorded in cost of revenue in the consolidated statements of comprehensive loss. Revenue recognition Revenue is recognized only when the price is fixed or determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the related fee is reasonably assured based on the guidance in ASC 605, Revenue Recognition . Non-refundable payments received before all of the relevant criteria for revenue recognition are satisfied are recorded as customer advances and deposits in the consolidated balance sheets. Multiple contracts with the same customer are accounted for as separate arrangements if they are not contemplated together as one linked transaction, have different business substance, and the occurrence of one arrangement is not dependent upon another. Historically, the Group has not entered into multiple contracts with the same counterparty that should be accounted for as a single combined arrangement. The Group’s business is subject to value added taxes (“VAT”) and tax surcharges assessed by governmental authorities. Pursuant to ASC 605-45, Revenue Recognition—Principal Agent Considerations , the Group elected to present VAT and tax surcharges as a reduction of revenue. Supply chain management services The Group provides order fulfillment services (through its self-operated order fulfillment centers) and transportation services to its offline and online enterprise customers. Order fulfillment service arrangements comprise of various service offerings that can be purchased at the option of the customer. Each of the service options are substantive and the enterprise customers cannot purchase each additional service at a significant and incremental discount. Therefore, each service is accounted for separately. The Group is the primary obligor and does not outsource any portion of the order fulfillment services to supply chain franchisee partners. Revenue for order fulfillment services is recognized upon completion of the services, and revenue for transportation services is recognized upon delivery of shipments to end recipients. A small percentage of revenue is also earned from supply chain franchisee partners that can access the Group’s supply chain network. These franchisee partners pay an initial non-refundable fee for a comprehensive operating manual and orientation training, as well as an agreed upon system usage fee for each order processed through the Group’s supply chain network. The initial non-refundable fees and system usage fees were insignificant for all periods presented. Express delivery services The Group provides express services that comprise of sorting, line-haul and feeder transportation services to its franchisee service stations, which are also the Group’s customers, when parcels (under 15 kg) are dropped off by the Group’s franchisee service station customers at the Group’s first hub or sortation center. Prior to 2017, the Group was not responsible for last-mile delivery of the parcels and therefore, the Group’s customers were separately engaging with, and directly liable to, the last-mile delivery service stations for their delivery service and related fees. The fees the Group earned from its customers were based on the parcel’s weight and route to the Group’s last destination hub or sortation center. Therefore, the Group recognized revenue when the parcels were picked up from the Group’s last destination hub or sortation center by franchisees operating the last-mile delivery service stations for delivery to end recipients. Starting in 2017, in order to enhance the Group’s parcel delivery experience and the Group’s control over service quality throughout its network, the Group revised its contractual arrangements and service offerings with its franchisee service stations to offer an integrated service that includes last-mile delivery service to end recipients in addition to the existing express services. The revised contractual arrangements result in the Group acting as the principal that is directly responsible for all parcels sent through its network, from the point when customers drop off the parcels at the Group’s first hub or sortation center all the way through to the point when the parcels are delivered to end recipients. The fees the Group now earns from its customers are based on the parcel’s weight and route to the end recipient’s destination. Therefore, starting in 2017, the Group recognizes revenue upon delivery of the parcels to end recipients. A minor percentage of the Group’s express delivery services are performed by its self-operated service stations for direct customers (“direct customer express delivery services”), which are the senders of the parcels. The Group is directly responsible for the parcel from the point it is received from the senders all the way through the point when the parcels are delivered to end recipients. Direct customer revenues are recognized when the parcels are delivered to the end recipients by last-mile delivery service stations, including stations operated by the Group. Express delivery services revenue also includes initial non-refundable franchise fees that are recognized when substantially all services or conditions relating to the initial franchise fee have been performed and the Group has fulfilled all its commitments and obligations, which is when the franchisee commences its operations as an express delivery service station. There are no continuing franchise fees in the Group’s arrangements. The initial non-refundable franchise fees are negotiated under a separate agreement and represent a very small percentage of revenue for all periods presented. Freight delivery services Similar to express delivery services, the Group provides freight services that comprise of sorting, line-haul and feeder transportation services mainly to its franchisees, which are also the Group’s customers. Prior to 2017, the Group’s customers directly engaged the last-mile delivery service stations that deliver the shipments to the end recipients. The freight fees the Group earned from its customers were based on the shipment’s weight and route to the Group’s last destination hub or sortation center. Therefore, the Group recognized revenue when the freight shipments were picked up from the Group’s last destination hub or sortation center for delivery to end recipients. Starting in 2017, in order to enhance the Group’s freight delivery experience and the Group’s control over service quality throughout its network, the Group revised its contractual arrangements and service offerings with its franchisee service stations to offer an integrated service that includes last-mile delivery service to end recipients in addition to the existing freight services. The revised contractual arrangements result in the Group acting as the principal that is directly responsible for all shipments sent through its network, from the point when customers drop off the shipments at the Group’s first hub or sortation center all the way through to the point when the shipments are delivered to end recipients. The fees the Group now earns from its customers are based on the shipment’s weight and route to the end recipient’s destination. Therefore, starting in 2017, the Group recognizes revenue upon delivery of the shipments to end recipients. Freight delivery services revenue also includes initial non-refundable franchise fees that are recognized when substantially all services or conditions relating to the initial franchise fee have been performed and the Group has fulfilled all its commitments and obligations, which is when the franchisee commences its operations as a freight delivery service station. There are no continuing franchise fees in the Group’s arrangements. The initial non-refundable franchise fees are negotiated under a separate agreement and represent a very small percentage of revenue for all periods presented. Store + services The Group recognizes revenue upon the delivery of the consumer goods to its convenience store membership customers. Starting in May 2017, the Company also generates and recognizes revenue upon the sales of merchandise to end consumers by the Group’s self-operated convenience stores. The Group is the principal to the transaction for these services and revenue from these transactions is recognized on a gross basis. Other services The Group mainly provides cross-border logistic coordination services and finance leasing services. For cross-border logistic coordination services, the Group recognizes revenue upon completion of the services. Revenue from interest income on financing leases is recognized using the effective interest rate method. The Group is the principal to the transaction for these services and revenue from these transactions is recognized on a gross basis. Accounting for Consideration Given by a Vendor to a Customer The Group accounts for payments to franchisee service stations, which are also the Group’s customers in separate express delivery and freight delivery service transactions in accordance with ASC 605 50, Revenue Recognition: Customer Payments and Incentives (“ASC 605 50”). As the Group receives an identifiable benefit in return for the consideration (i.e. last mile delivery services) that is sufficiently separable and has a standalone estimate of fair value, the payments are recorded as cost of revenues. There are no other customer incentives or payments across all service lines. Cost of revenue Cost of revenue consists primarily of transportation costs including last-mile delivery service fees, cost of express and freight delivery accessories, operating costs for the delivery platforms, hubs and sortation centers, operating costs for the supply chain management network, purchased consumer goods, salaries and benefits of related personnel, depreciation, rental costs, and other related operating costs. Starting in 2017, the enhancement of the Group’s parcel and shipment delivery experience to include last-mile delivery services resulted in fees incurred to franchisees operating the last-mile delivery service stations of RMB nil and RMB5,502,555 (US$ 845,727) for the year ended December 31, 2016 and 2017, respectively. Selling expenses Advertising costs are expensed when incurred and are included in selling expenses in the consolidated statements of comprehensive loss. For the years ended December 31, 2015, 2016 and 2017, the advertising expenses were approximately RMB6,957, RMB15,089 and RMB15,401 (US$2,367), respectively. Selling expenses include shipping and handling costs incurred for the Store + services segment comprising of costs for operating and staffing the Group’s warehouses, packaging, and outbound shipping to customers. Shipping and handling costs amounted to RMB1,130, RMB74,022 and RMB203,916 (US$31,341) for the years ended December 31, 2015, 2016 and 2017, respectively. Selling expenses also include retail store occupancy costs such as rent, depreciation, amortization and overhead expenses incurred for Wowo, which is included in the Store + services segment. Retail store occupancy costs amounted to nil and RMB70,450 (US$10,828) respectively. Government subsidies Government subsidies primarily consist of financial subsidies received from local governments for operating a business in their jurisdictions and compliance with specific policies promoted by the local governments. There are no defined rules and regulations to govern the criteria necessary for companies to receive such benefits, and the amount of financial subsidy is determined at the discretion of the relevant government authorities. For the government subsidies with non-operating nature and with no further conditions to be met, the amounts are recorded as non-operating income in “Other income” when received. The government subsidies with certain operating conditions are recorded as liabilities when received and will be recorded as operating income when the conditions are met. Leases Lessee Leases are classified at the inception date as either a capital lease or an operating lease. A lease is a capital lease if any of the following conditions exists: a) ownership is transferred to the lessee by the end of the lease term, b) there is a bargain purchase option, c) the lease term is at least 75% of the property’s estimated remaining economic life or d) the present value of the minimum lease payments at the beginning of the lease term is 90% or more of the fair value of the leased property to the lessor at the inception date. A capital lease is accounted for as if there was an acquisition of an asset and an incurrence of an obligation at the inception of the lease. All other leases are accounted for as operating leases wherein rental payments are expensed on a straight-line basis over their respective lease term. The Group leases certain office, warehouses and hub and sortation center facilities, and equipment under non-cancelable operating leases. Certain lease agreements contain rent holidays. Rent holidays are considered in determining the straight-line rent expense to be recorded over the lease term. Lessor The Group provides financing leases of multiple types of motor vehicles and logistic equipment, primarily to transportation service providers that meet the Group’s credit assessment requirements. The financing leases range from two to ten years, do not contain contingent rental income clauses, and are fully collateralized by assets the Group can repossess in the event of default. Initial direct costs were insignificant for all periods presented. Revenue from interest income on financing leases is recognized using the effective interest rate method. For the years ended December 31, 2015, 2016, and 2017, interest income amounted to RMB1,326, RMB3,592 and RMB62,174 (US$9,556), respectively, which is included in the Others revenue line item in the accompanying consolidated statements of comprehensive loss. As of December 31, 2016 and 2017, all financing lease receivables were within their payment terms. Research and Development Expenses Research and development expenses primarily consist of salaries and benefits for research and development personnel and depreciation of property and equipment. The Group expenses research and development costs as they are incurred. Comprehensive loss Comprehensive loss is defined as the changes in equity of the Group during a period from transactions and other events and circumstances excluding transactions resulting from investments by owners and distributions to owners. Among other disclosures, ASC 220, Comprehensive Income , requires that all items that are required to be recognized under current accounting standards as components of comprehensive loss be reported in a financial statement that is displayed with the same prominence as other financial statements. For each of the periods presented, the Group’s comprehensive loss includes net loss and foreign currency translation adjustments, and is presented in the consolidated statements of comprehensive loss. Income taxes The Group follows the liability method of accounting for income taxes in accordance with ASC 740, Income Taxes (“ASC 740”). Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities using enacted tax rates that will be in effect in the period in which the differences are expected to reverse. The Group records a valuation allowance to offset deferred tax assets if based on the weight of available evidence, it is more-likely-than-not that some portion, or all, of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rate is recognized in tax expense in the period that includes the enactment date of the change in tax rate. The Group accounted for uncertainties in income taxes in accordance with ASC 740. Interest and penalties arising from underpayment of income taxes shall be computed in accordance with the related PRC tax law. The amount of interest expense is computed by applying the applicable statutory rate of interest to the difference between the tax position recognized and the amount previously taken or expected to be taken in a tax return. Interest and penalties recognized in accordance with ASC 740 are classified in the consolidated statements of comprehensive los |
CONCENTRATION OF RISKS
CONCENTRATION OF RISKS | 12 Months Ended |
Dec. 31, 2017 | |
CONCENTRATION OF RISKS | |
CONCENTRATION OF RISKS | 3. CONCENTRATION OF RISKS Concentration of credit risk Assets that potentially subject the Group to significant concentration of credit risk primarily consist of cash and cash equivalents, restricted cash, accounts receivable and financing lease receivables. As of December 31, 2016 and 2017, RMB728,573 and RMB2,964,731 (US$455,671), respectively, of the Group’s cash and cash equivalents and restricted cash were primarily deposited in financial institutions located in the PRC, which management believes are of high credit quality. Accounts receivable are typically unsecured and derived from revenue earned from customers mainly in the PRC, which are exposed to credit risk. The risk is mitigated by credit evaluations the Group performs on its customers and its ongoing monitoring process of outstanding balances. The Group maintains reserves for estimated credit losses, which have generally been within its expectations. The Group is exposed to default risk on its financing lease receivables amounting to RMB110,843 and RMB 942,946 (US$ 144,929) as of December 31, 2016 and 2017. The Group regularly reviews the creditworthiness and financing lease receivables are fully collateralized by assets the Group can repossess in the event of default. The Group assesses the allowance for credit losses related to financing lease receivables on a quarterly basis, either on an individual or collective basis. As of December 31, 2017, no allowance for credit losses was recorded. The Group is able to take as collateral certain operating assets which it is able to monitor and repossess for rapid utilization and/or monetization in the event of a default. In addition, as most of the parties to which the Group provides financial services are the Group’s ecosystem participants, the Group has substantial knowledge about their business and operations and can monitor their financial position and their usage of collateralized assets. Interest rate risk The Group is exposed to interest rate risk related to some of its outstanding short-term bank loans (Note 12). The interest rate of these outstanding short-term bank loans were mainly based on the one year People’s Bank of China benchmark interest rate and a pre-determined margin. A hypothetical 1% increase or decrease in annual interest rates would increase or decrease interest expense by approximately RMB700 (US$108) per year based on the Group’s short-term bank loan balance at December 31, 2017. Business, customer, political, social and economic risks The Group participates in a dynamic logistics and supply chain management industry and believes that changes in any of the following areas could have a material adverse effect on the Group’s future financial position, results of operations or cash flows: changes in the overall demand for services; competitive pressures due to new entrants; advances and new trends in new technologies and industry standards; changes in certain strategic relationships or customer relationships; regulatory considerations; and risks associated with the Group’s ability to attract and retain employees necessary to support its growth. The Group’s operations could be also adversely affected by significant political, economic and social uncertainties in the PRC. Domestic mail delivery service-related businesses are subject to significant restrictions under current PRC laws and regulations. Specifically, foreign investors are not allowed to own more than a 50% equity interest in any mail delivery service business. Currently, the Group conducts its operations in China through contractual arrangements entered between the Company, its PRC subsidiaries and VIE. The relevant regulatory authorities may find the current contractual arrangements and businesses to be in violation of any existing or future PRC laws or regulations. If so, the relevant regulatory authorities would have broad discretion in dealing with such violations. In addition, if the current ownership structure of the Company and its contractual arrangements with the VIE are found to be in violation of any existing or future PRC laws and regulations, the Company may be required to restructure its ownership structure and operations in the PRC to comply with the changing and new PRC laws and regulations. The Company may not be able to operate or control the VIE, which may result in deconsolidation of the VIE. No single customer or supplier accounted for more than 10% of revenues or cost of revenues for the years ended December 31, 2015, 2016 and 2017. Currency convertibility risk The Group primarily transacts all of its business in RMB, which is not freely convertible into foreign currencies. On January 1, 1994, the PRC government abolished the dual rate system and introduced a single rate of exchange as quoted daily by the People’s Bank of China (the “PBOC”). However, the unification of the exchange rates does not imply that the RMB may be readily convertible into United States dollars or other foreign currencies. All foreign exchange transactions continue to take place either through the PBOC or other banks authorized to buy and sell foreign currencies at the exchange rates quoted by the PBOC. Approval of foreign currency payments by the PBOC or other institutions requires submitting a payment application form together with suppliers’ invoices, shipping documents and signed contracts. Foreign currency exchange rate risk From July 21, 2005, the RMB is permitted to fluctuate within a narrow and managed band against a basket of certain foreign currencies. For RMB against U.S. dollar, there was depreciation of approximately 5.8% and 6.4% in the year ended December 31, 2015 and 2016, respectively and appreciation 5.8% in the year end December 31, 2017. It is difficult to predict how market forces or PRC or U.S. government policy may impact the exchange rate between the RMB and the U.S. dollar in the future. To the extent that the Company needs to convert U.S. dollar into RMB for capital expenditures and working capital and other business purposes, appreciation of RMB against U.S. dollar would have an adverse effect on the RMB amount the Company would receive from the conversion. Conversely, if the Company decides to convert RMB into U.S. dollar for the purpose of making payments for dividends on ordinary shares, strategic acquisitions or investments or other business purposes, appreciation of U.S. dollar against RMB would have a negative effect on the U.S. dollar amount available to the Company. In addition, a significant depreciation of the RMB against the U.S. dollar may significantly reduce the U.S. dollar equivalent of the Company’s earnings or losses. |
BUSINESS COMBINATIONS
BUSINESS COMBINATIONS | 12 Months Ended |
Dec. 31, 2017 | |
BUSINESS COMBINATIONS | |
BUSINESS COMBINATIONS | 4. BUSINESS COMBINATIONS Acquisition of franchisee service stations In order to consolidate and optimize the Group’s delivery capacity in certain geographic areas in the PRC, the Group acquired 6 franchisee service stations in 2016. There were no acquisitions in 2017. The Group accounted for these acquisitions as business combinations. Total consideration for the 2016 acquisitions amounted to RMB7,639, none of which were attributable to any pre-existing relationships with the acquired franchisee service stations. The fair value of the assets acquired were insignificant. Therefore, the total consideration was allocated to goodwill, which represents the expected synergies from consolidating the franchisee service stations into the Group’s delivery network. Goodwill associated with these acquisitions are not tax deductible. Cash consideration of RMB11,368 was not paid as of December 31, 2016, and has been recorded in accrued expenses and other liabilities (Note 13). The amounts disclosed in the accompanying consolidated statements of cash flows include balances related to acquisitions that occurred in prior periods. The actual results of operations after the acquisition date and pro-forma results of operations for these acquisitions have not been presented because the effects of those acquisitions were insignificant. Acquisition of Wowo On May 4, 2017, the Group acquired a 62.5% and 79.17% equity interest in Wowo and Chengdu Yidanshi Food Co. Ltd (“YDS”), respectively. The acquisitions were accounted for as a single business combination as they are considered linked transactions given the acquisition agreements were entered into at or around the same time with the same counterparties. Wowo operates convenience stores that are supported by certain services provided by YDS, which is not considered a principal part of the business. The Group acquired Wowo in order to accumulate first-hand experience and know-how in convenience store operation for a total cash consideration RMB208,377(US$32,027). Goodwill recognized represents the expected synergies from integrating the Wowo and YDS operations with the existing Store + services and is not tax deductible. The purchase price allocation for the acquisitions was based on a valuation determined by the Group with the assistance of an independent third party valuation firm. The following table summarizes the fair values of the assets acquired and liabilities assumed at the date of acquisition. RMB USD Consideration: Cash Less: Cash Inventories Other current assets Brand name Other non-current assets Short-term bank loans ) ) Other current liabilities ) ) Other non-current liabilities ) ) Deferred tax liabilities ) ) Non controlling interests ) ) Goodwill The non-controlling interests on acquisition date was measured by applying the equity percentage held by minority shareholders and a discount for lack of control premium to the fair value of the acquired business of Wowo and YDS, which was determined using an income approach. The significant inputs were revenue growth rates, gross margin rates, gross margin ratios, weighted-average cost of capital, and terminal growth rates. Identifiable intangible assets acquired include Wowo’s brand name, which was valued using a relief from royalty approach and has an estimated remaining useful life of approximately 20 years. On August 14, 2017, the Group acquired the remaining non-controlling interest of Wowo resulting in the Group becoming the sole shareholder of Wowo for a total cash consideration of RMB90,778 (US$13,952), which represented the carrying amount of the non-controlling interest on the acquisition date. The acquisition of the non-controlling interest by the Group was accounted for as an equity transaction. The non-controlling interests balance as at December 31, 2017 of RMB678 (US$104) is attributable to the the minority shareholders of YDS. The information of pro forma revenue and net loss for the year ended December 31, 2016 is not available and the cost to develop it would be excessive. The unaudited pro forma information for the year ended December 31, 2017 set forth below gives effect to the acquisition as if it had occurred at the beginning of the period. The pro forma results have been calculated after applying the Company’s accounting policies and including adjustments primarily related to the amortization of acquired intangible assets, and income tax effects, as applicable. The pro forma information does not include any impact of transaction synergies and is presented for informational purposes only and is not necessarily indicative of the results of operations that actually would have been occurred had the acquisition been consummated as of that time or that may result in the future: Year ended December 31, 2017 Pro forma As As RMB RMB US$ Revenue Net loss ) ) ) Acquisition of Total Reliance LLC (“TR” ) On October 12, 2017, the Group acquired a 100% equity interest in TR in order to expand its cross-border logistic coordination services operation for a total cash consideration of RMB32,669 (US$5,021). The acquisition was accounted for as a business combination. Goodwill recognized represents the expected synergies from integrating the TR operations with its existing global logistic coordination services operation and is not tax deductible. The purchase price allocation for the acquisition is based on a valuation determined by the Group. Identifiable intangible assets acquired include TR’s customer relationships of RMB10,402 (US$1,599) and the goodwill associated with the acquisition of RMB20,205 (US$3,105) (Note 11), which is not tax deductible. The selling shareholders of TR are also entitled to contingent payments of up to US$5,000 if (i) certain financial performance targets are met in fiscal years 2018 and 2019; and (ii) the original TR founders remain employees of the Group for the same periods. Nil compensation expense was recognized for the year ended December 31, 2017. The actual results of operation after the acquisition date and pro-forma results of operations for this acquisition have not been presented because the effects of this acquisition were insignificant. |
ACCOUNTS AND NOTES RECEIVABLE,
ACCOUNTS AND NOTES RECEIVABLE, NET | 12 Months Ended |
Dec. 31, 2017 | |
ACCOUNTS AND NOTES RECEIVABLE, NET | |
ACCOUNTS AND NOTES RECEIVABLE, NET | 5. ACCOUNTS AND NOTES RECEIVABLE, NET Accounts and notes receivable, net, consists of the following: As at December 31 2016 2017 2017 RMB RMB US$ Accounts receivable Notes receivable Allowance for doubtful accounts ) ) ) Accounts and notes receivable, net The movements in the allowance for doubtful accounts were as follows: As at December 31 2015 2016 2017 2017 RMB RMB RMB US$ Balance at beginning of the year ) ) ) ) Additions ) ) ) ) Write-offs Balance at end of the year ) ) ) ) |
PREPAYMENTS AND OTHER CURRENT A
PREPAYMENTS AND OTHER CURRENT ASSETS | 12 Months Ended |
Dec. 31, 2017 | |
PREPAYMENTS AND OTHER CURRENT ASSETS | |
PREPAYMENTS AND OTHER CURRENT ASSETS | 6. PREPAYMENTS AND OTHER CURRENT ASSETS As of December 31, 2016 and 2017, VAT prepayments amounting to RMB282,109 and RMB522,129 (USD80,250), respectively, are included in prepayments and other current assets. |
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET | 12 Months Ended |
Dec. 31, 2017 | |
PROPERTY AND EQUIPMENT, NET | |
PROPERTY AND EQUIPMENT, NET | 7. PROPERTY AND EQUIPMENT, NET As at December 31 2016 2017 2017 RMB RMB US$ Machinery and electronic equipment Leasehold improvements Motor vehicles Construction in progress Less: accumulated depreciation ) ) ) The Group acquired certain machinery and electronic equipment for its own operations by entering into capital leases. The gross amount and the accumulated depreciation of these machinery and electronic equipment were RMB48,910 and RMB25,560, respectively, as of December 31, 2016 and RMB 29,167 (US$4,483) and RMB12,930 (US$1,987), respectively, as of December 31, 2017. Future minimum lease payments of RMB9,055 (US$1,392) are payable in the amounts of RMB7,227 (US$1,111), RMB1,828 (US$281), RMBnil (US$nil), RMBnil (US$nil) and RMBnil (US$nil) in 2018, 2019, 2020, 2021 and 2022, respectively. Depreciation expense of the property and equipment, including assets under capital leases, was RMB145,694, RMB243,190 and RMB347,567 (US$53,420) for the years ended 2015, 2016 and 2017, respectively. |
INTANGIBLE ASSETS, NET
INTANGIBLE ASSETS, NET | 12 Months Ended |
Dec. 31, 2017 | |
INTANGIBLE ASSETS, NET | |
INTANGIBLE ASSETS, NET | 8. INTANGIBLE ASSETS, NET As at December 31 2016 2017 2017 RMB RMB US$ Customer relationships Brand name — Software Domain name Others Less: accumulated amortization ) ) ) Impairment losses ) ) ) Amortization expense of intangible assets was RMB1,589, RMB3,121 and RMB16,342 (US$2,512) for the years ended December 31, 2015, 2016 and 2017, respectively. Estimated amortization expense relating to the existing intangible assets with finite lives for each of the next five years is as follows: RMB 2018 2019 2020 2021 2022 There was a full impairment of the customer relationships and other intangible assets acquired amounting to RMB8,253 recognized in general and administrative expense during the year ended December 31, 2015. No impairment losses were recognized for the years ended December 31, 2016 and 2017, respectively. |
LEASE RENTAL RECEIVABLES
LEASE RENTAL RECEIVABLES | 12 Months Ended |
Dec. 31, 2017 | |
LEASE RENTAL RECEIVABLES | |
LEASE RENTAL RECEIVABLES | 9. LEASE RENTAL RECEIVABLES As at 2016 2017 2017 RMB RMB US$ Current assets: Direct financing leases Sales-type leases Non-current assets: Direct financing leases Sales-type leases — The net investment in financing leases consisted of: As at 2016 2017 2017 RMB RMB US$ Total minimum lease payments receivable Less: Executory costs — — — Minimum lease payments receivable Less: Allowance for uncollectibles — — — Net minimum lease payments receivable Unguaranteed residuals — — — Less: Unearned income ) ) ) Net investment in financing leases Current portion Non-current portion As of December 31, 2016 and 2017, all lease receivables were within their payment terms and there were no impaired receivables. Accordingly, risk of default with respect to these receivables is remote. Future minimum lease payments to be received for each of the five succeeding fiscal years as of the December 31, 2017 were as follows: RMB 2018 2019 2020 2021 2022 Thereafter |
LONG-TERM INVESTMENTS
LONG-TERM INVESTMENTS | 12 Months Ended |
Dec. 31, 2017 | |
LONG-TERM INVESTMENTS | |
LONG-TERM INVESTMENTS | 10. LONG-TERM INVESTMENTS Cost method investments As of December 31, 2016 and 2017, the carrying values of the Group’s cost method investments were RMB23,750 and RMB30,000 (US$4,611), respectively. Investments were accounted for under the cost method if the Group had no significant influence over the investee or if the underlying shares the Group invested in were not considered in-substance ordinary shares and had no readily determinable fair value. There were no impairment indicators for the cost method investments and no impairment losses were recognized for the years ended December 31, 2015, 2016 and 2017, respectively. Equity method investment On May 26, 2015, the Group completed the investment in Hangzhou Dezhi Logistic Co., Ltd, (“Dezhi”) through the subscription of newly issued ordinary shares representing 30% equity interest in Dezhi. Total consideration for the investment in Dezhi was RMB300 in cash. The Group accounts for the investment in Dezhi as an equity method investment in accordance with ASC 323 due to its significant influence over the entity. On January 22, 2017, the Group completed the investment in Hangzhou Jinye Technology Co., Ltd, (“Jinye”) through the subscription of newly issued ordinary shares representing 13.73% equity interest in Jinye. Total consideration for the investment in Jinye was RMB7,652 in cash. The Group accounts for the investment in Jinye as an equity method investment in accordance with ASC 323 due to its significant influence over the entity, as the Group has one board seat out of five in Jinye. The carrying amount of the investment in Dezhi was RMB331 as of December 31, 2016. The carrying amount of the investments in Dezhi and Jinye was RMB409 (US$63) and RMB6,758 (US$1,038), respectively, as of December 31, 2017. There were no impairment indicators for the equity method investments and no impairment losses were recognized for the years ended December 31, 2015, 2016 and 2017, respectively. Selected financial information of the equity method investees have not been presented as the effects were not material. |
GOODWILL
GOODWILL | 12 Months Ended |
Dec. 31, 2017 | |
GOODWILL | |
GOODWILL | 11. GOODWILL Reporting units/operating segment Express Freight Store + Others Total Balance as of January 1, 2016 — — Goodwill acquired — — — Balance as of December 31, 2016 — — Goodwill acquired — — Balance as of December 31, 2017 Balance as of December 31, 2017 (US$) For the years ended December 31, 2016 and 2017, the Group performed a qualitative assessment for the Express delivery and Freight delivery services reporting units based on the requirements of ASC 350-20. The Group evaluated all relevant factors, weighed all factors in their entirety and concluded that it was not more-likely-than-not that the fair values of the Express delivery and Freight delivery services reporting units were less than their respective carrying amounts. Therefore, further impairment testing on goodwill was unnecessary as of December 31, 2016 and 2017, respectively. For the year ended December 31, 2017, the Group performed a quantitative assessment for the remaining reporting units by estimating the fair value of the reporting units based on an income approach. The fair values of the remaining reporting units exceeded their respective carrying values and therefore, goodwill related to these reporting units was not impaired. There was an impairment of goodwill amounting to RMB27,925 recognized in general and administrative expense during the year ended December 31, 2015. No impairment losses were recognized for the years ended December 31, 2016 and 2017. |
SHORT-TERM BANK LOANS
SHORT-TERM BANK LOANS | 12 Months Ended |
Dec. 31, 2017 | |
SHORT-TERM BANK LOANS | |
SHORT-TERM BANK LOANS | 12. SHORT-TERM BANK LOANS As at December 31 2016 2017 2017 RMB RMB US$ Short-term bank loans guaranteed by subsidiaries within the Group Short-term bank loans guaranteed by a senior executive (Note 20) — — Short-term bank loans pledged by deposit Short-term bank loans consisted of several bank loans primarily denominated in RMB. The weighted average interest rate for the outstanding borrowings as of December 31, 2016 and 2017, was approximately 3.46% and 4.32%, respectively. |
ACCRUED EXPENSES AND OTHER LIAB
ACCRUED EXPENSES AND OTHER LIABILITIES | 12 Months Ended |
Dec. 31, 2017 | |
ACCRUED EXPENSES AND OTHER LIABILITIES | |
ACCRUED EXPENSES AND OTHER LIABILITIES | 13. ACCRUED EXPENSES AND OTHER LIABILITIES Accrued expenses and other liabilities consist of the following: As at December 31 2016 2017 2017 RMB RMB US$ Salary and welfare payable Accrual for purchase of property and equipment Accrued expenses Payable for business acquisitions (Note 4) Payable for repurchases of preferred shares (Note 20) — — Others Payable for business acquisitions mainly represents the amount to be paid to the original shareholders at the end of the escrow periods or considerations to be paid for other acquisitions based on their respective payment schedules. |
REDEEMABLE CONVERTIBLE PREFERRE
REDEEMABLE CONVERTIBLE PREFERRED SHARES | 12 Months Ended |
Dec. 31, 2017 | |
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |
REDEEMABLE CONVERTIBLE PREFERRED SHARES | 14. REDEEMABLE CONVERTIBLE PREFERRED SHARES On June 18, 2008, the Company issued 30,000,000 Series A redeemable convertible preferred shares (“preferred shares”) to Alibaba Investment Limited (“Alibaba”) and Champ City International Limited (“Champ”) at US$0.50 per share for a total cash consideration of US$15,000. On March 31, 2010, the Company issued 20,000,000 Series B preferred shares to CDH Hercules Limited (“CDH”), Pacven Walden Ventures VI, L.P., Pacven Walden Ventures Parallel VI, L.P. and Pacven Walden Ventures Parallel VI-KT, L.P. (collectively known as “Pacven”) at US$0.75 per share for a total cash consideration of US$15,000. On February 1, 2011, the Company issued 20,869,565 Series C preferred shares to Denlux Logistics Invest Inc. (“Denlux”), Hong Kong Jiashi Int’l Group Limited (“Jiashi”), Orchid Development Holdings Limited (“Orchid”), Hina Group Fund, L.P. (“Hina”), Alibaba, Pacven at US$0.96 per share for a total cash consideration of US$20,000. On October 25, 2011, the Company issued 54,896,623 Series D preferred shares to Florence Star Worldwide Limited (“Florence”) and Pacven at US$1.39 per share for a total cash consideration of US$76,500. On January 15, 2014, the Company issued 42,731,874 Series E preferred shares to IDG-Accel China Capital II L.P., IDG-Accel China Capital II Investors L.P. (collectively known as “IDG-Accel”), Broad Street Principal Investments, L.L.C. (“Broad Street”), Alibaba, CDH, Brackenhill Tower Limited (“Brackenhill”) and Hina at US$3.22 per share for a total cash consideration of US$137,500. On January 15, 2015, the Company issued 31,680,441 Series F preferred shares to Alibaba, at US$4.18 per share for a total cash consideration of US$132,521. On February 2, 2016, the Company issued 15,479,382 Series G-1 preferred shares to Shanghai Guangshi Investments Center (Limited Partnership) (“Shanghai Guangshi”) and 37,924,485 Series G-2 preferred shares to Cainiao Smart Logistics Investment Limited (“Cainiao Smart”), CBLC Investment Limited (“CBLC”), Liyue Jinshi Investment L.P. (“Liyue Jinshi”), China Development Bank International Investment Limited (“CDBII”) and Super Premium Investment Limited (“Super Premium”) at US$9.04 per share for a total cash consideration of US$483,000. On April 29, 2016, the Company issued an additional 30,627,062 Series G-2 preferred shares to Cainiao Smart, Liyue Jinshi, CBLC, International Finance Corporation (“International Finance”), Sunshui Hopeson Capital Limited (“Sunshui Hopeson”), CCAP Best Logistics Holdings Limited (“CCAP Best”), SBCVC Victory Company Limited (“SBCVC”), NingBo Meishan Bonded Port YuePu Investment Partnership (Limited Partnership) (“YuePu Investment”), Hongkun (KY) International Limited (“Hongkun (KY)”) and China Huarong International Holdings Limited (“China Huarong”) at US$9.04 per share for a total cash consideration of US$277,000. Series G-1 preferred shares and G-2 preferred shares are collectively known as “Series G preferred shares”. There were no new issuances of Preferred Shares subsequent to the Series G-2 Preferred Shares issuance on April 29, 2016. The key terms of the Series A, Series B, Series C, Series D, Series E, Series F, Series G-1 and Series G-2 preferred shares (collectively the ‘‘Preferred Shares’’) are summarized below. Dividends Each holder of the Preferred Shares is entitled to receive pari passu and on a pro rata basis, prior and in preference to ordinary shareholders, non-cumulative dividends at such rate to be determined by the Company’s Board of Directors as and if declared at their sole discretion (the “Preferential Dividends”). The dividend rate of Preferred Shares shall be no less than such rate of any equity securities to which the Preferred Shares rank prior, with respect to dividends and upon any liquidation event, including ordinary shares (collectively referred to as “Junior Securities”). After payment of the Preferential Dividends to the preferred shareholders, each shareholder of the Company shall be entitled to receive dividends payable in cash out of any remaining funds that are legally available therefor, on parity with each other (on an as-converted basis), when, as and if declared at the sole discretion of the Board of Directors. So long as any Preferential Dividends shall have been declared but remain unpaid with respect to any Preferred Share, the Company shall not declare, pay or set apart for payment, any dividend on any Junior Securities or make any payment on account of, or set apart for payment, money for a sinking or other similar fund for, the purchase, redemption or other retirement of, any Junior Securities or any warrants, rights, calls or options exercisable or exchangeable for or convertible into any Junior Securities, or make any distribution in respect thereof, either directly or indirectly, and whether in cash, obligations or shares of the Company or other property. For all periods presented, no dividends were declared by the Company’s Board of Directors on the Preferred Shares. Voting Rights Each preferred shareholder is entitled to the number of votes equal to the number of ordinary shares into which such holder’s preferred shares could be converted. Unless otherwise disclosed elsewhere, preferred shareholders shall vote together with ordinary shareholders, and not as a separate class or series, on all matters put before the shareholders. Liquidation Preference In the event of liquidation, dissolution or winding up of the Company or any deemed liquidation event as defined in the preferred shares agreements, the assets of the Company available for distribution shall be made as follows: The holders of Series G preferred shares are entitled to receive an amount equal to the original issuance price plus all declared but unpaid dividends and distributions, in preference to all other classes or series of Preferred Shares and the ordinary shareholders of the Company; After the payment to the holders of Series G preferred shares, the holders of Series F preferred shares are entitled to receive an amount equal to the original issuance price plus all declared but unpaid dividends and distributions, in preference to any distribution to the holders of the Series E, Series D, Series C, Series B and Series A preferred shares and the ordinary shareholders of the Company; After the payment to the holders of Series F preferred shares, the holders of Series E preferred shares are entitled to receive an amount equal to the original issuance price plus all declared but unpaid dividends and distributions, in preference to any distribution to the holders of the Series D, Series C, Series B and Series A preferred shares and the ordinary shareholders of the Company; After the payment to the holders of Series E preferred shares, the holders of Series D preferred shares are entitled to receive an amount equal to the original issuance price plus all declared but unpaid dividends and distributions, in preference to any distribution to the holders of the Series C, Series B and Series A preferred shares and the ordinary shareholders of the Company; After the payment to the holders of Series D preferred shares, the holders of Series C preferred shares are entitled to receive an amount equal to the original issuance price plus all declared but unpaid dividends and distributions, in preference to any distribution to the holders of the Series B and Series A preferred shares and the ordinary shareholders of the Company; After the payment to the holders of Series C preferred shares, the holders of Series B preferred shares are entitled to receive an amount equal to the original issuance price plus all declared but unpaid dividends and distributions, in preference to any distribution to the holders of the Series A preferred shares and the ordinary shareholders of the Company; After the payment to the holders of Series B preferred shares, the holders of Series A preferred shares are entitled to receive an amount equal to the original issuance price plus all declared but unpaid dividends and distributions, in preference to any distribution to the ordinary shareholders of the Company; If, upon any such liquidation, the assets of the Company are insufficient to make payment of the liquidation preference related to any series of preferred shares, the remaining assets and funds of the Company available for distribution shall be distributed ratably amongst the holders of that series of preferred shares in proportion to the full amounts to which they would otherwise be entitled to. After payment has been made to the holders of the Preferred Shares in accordance with the above, the remaining assets of the Company available for distribution to shareholders shall be distributed ratably among the holders of ordinary shares and Preferred Shares based on the number of ordinary shares into which such Preferred Shares are convertible. Conversion rights Each holder of the Preferred Shares has the right, at each holder’s sole discretion, to convert at any time and from time to time, all or any portion of the Preferred Shares into ordinary shares. The initial conversion ratio shall be on a one for one basis, subject to certain general anti-dilution adjustments. The Preferred Shares are automatically converted into ordinary shares upon the earlier of (1) closing of a Qualified IPO, based on the applicable then-effective conversion price (a Qualified IPO means an initial public offering on a qualified exchange with (i) gross proceeds to the Company of at least US$300,000 and (ii) a pre-money IPO market valuation of at least US$4,000,000); or (2) election in writing by the holders of at least a majority of the then outstanding Series A preferred shares, the holders of at least a majority of the then outstanding Series B preferred shares, the holders of at least a majority of the then outstanding Series C preferred shares, the holders of at least a majority of the then outstanding Series D preferred shares, the holders of at least sixty-six and two-thirds percent (66 2 /3%) of the then outstanding Series E preferred shares, the holders of at least a majority of the then outstanding Series F preferred shares and the holders of at least sixty-six and two-thirds percent (66 2 /3%) of the then outstanding Series G preferred shares. The initial conversion price and conversion ratio is the stated issuance price of each series of Preferred Shares and on a one-for-one basis, respectively. The above conversion prices are subject to adjustments in the event that the Company issues additional ordinary shares or additional deemed ordinary shares through options or convertible instruments for a consideration per share received by the Company less than the original respective conversion prices, as the case may be, in effect on the date of and immediately prior to such issue. In such event, the respective conversion price is reduced, concurrently with such issue, to a price as adjusted according to an agreed-upon formula. The above conversion prices are also subject to adjustments on a proportional basis upon other dilution events. Registration Rights The Preferred Shares also contain registration rights which: (1) allow the holders of the Preferred Shares to demand the Company to file a registration statement covering the offer and sale of the ordinary shares issuable or issued upon conversion of the Preferred Shares at any time or from time to time after the earlier of (i) the third anniversary after the closing of the Series G-2 preferred shares and (ii) six months following the closing of an initial public offering, including a Qualified IPO; (2) require the Company to offer preferred shareholders an opportunity to include in a registration if the Company proposes to file a registration statement for a public offering of other securities; and (3) allow the preferred shareholders to request the Company to file a registration on Form F-3 when the Company is eligible to use Form F-3. The Company is required to use its best efforts to effect the registration if requested by the preferred shareholders, but there is no requirement to pay any monetary or non-monetary consideration for non-performance. The registration rights shall terminate on the earlier of (i) the date that is five years from the date of closing of a Qualified IPO and (ii) with respect to any security holder, the date on which such holder may sell all of its registrable securities under Rule 144 of the Securities Act in any 90 day period. Redemption The Preferred Shares are subject to redemption if: · a Qualified IPO has not occurred on or prior to December 31, 2018; · (a) the VIE contractual agreements are determined or otherwise deemed to be void, illegal, unenforceable or unlawful by the relevant governmental authority under applicable PRC laws, (b) the shareholders approve a transfer of the business, assets and permits of or equity interests in BEST Network, in whole or in part, to BEST China, BEST Technology, BEST Hangzhou, BEST Dongguan, BEST Ningbo, BEST Finance and/or BEST Supply Chain or an alternative restructuring of the Group and (c) the Group fails to complete, within six months after such shareholder approval, such transfer or such alternative restructuring due to any reason; or any nominee shareholder of BEST Network commits any material breach of any VIE agreement and such material breach is not cured or such shareholder is not replaced within 60 days after notice by an Investor to the Company; then (i) the holders of at least a majority of the then outstanding Series G-2 preferred shares may require the Company to redeem all or a portion of the then outstanding Series G-2 preferred shares, (ii) the holders of at least sixty-six and two-thirds percent (66 2 /3%) of the then outstanding Series G-1 preferred shares may require the Company to redeem all or a portion of the then outstanding Series G-1 preferred shares, (iii) the holders of at least a majority of the then outstanding Series F preferred shares may require the Company to redeem all or a portion of the then outstanding Series F preferred shares; (iv) the holders of at least sixty-six and two-thirds percent (66 2 /3%) of the then outstanding Series E preferred shares may require the Company to redeem all or a portion of the then outstanding Series E preferred shares; (v) the holders of at least a majority of the then outstanding Series D preferred shares may require the Company to redeem all of the then outstanding Series D preferred shares; (vi) the holders of at least a majority of the then outstanding Series C preferred shares may require the Company to redeem all of the then outstanding Series C preferred shares; (vii) the holders of at least a majority of the then outstanding Series B preferred shares may require the Company to redeem all of the then outstanding Series B preferred shares; and (viii) the holders of at least a majority of the then outstanding Series A preferred shares may require the Company to redeem all of the then outstanding Series A preferred shares. Upon issuance of the Series G-1 preferred shares, the redemption price was as follows: (i) in the event that a redemption is triggered by a failure of the Company to undertake a Qualified IPO on or prior to December 31, 2018, (A) the redemption price for each preferred share (other than any Series G preferred shares) shall be equal to (i) US$1,900,000 divided by (ii) the total number of the then issued and outstanding equity securities (assuming the exercise, conversion and exchange of any ordinary shares equivalents then outstanding); (B) the redemption price for each Series G preferred share shall be equal to: original issuance price × (112%)N, (ii) in the event that a redemption is triggered by an event other than a failure of the Company to undertake a Qualified IPO on or prior to December 31, 2018, the redemption price shall be equal to: original issuance price × (108%)N. N = a fraction, the numerator of which is the number of calendar days between the date the holder of the preferred share acquired the preferred share and the date on which such preferred share is redeemed and the denominator of which is 365. Modification of preferred shares Upon the issuance of the Series F and G preferred shares, the redemption term of any previously issued series of preferred shares were modified to be the same as the redemption term of the most recent series of preferred shares issued. The Company assessed whether there was a change in fair value of each modified series of preferred shares exceeding 10% immediately after the change in terms compared to the fair value of the preferred shares immediately before the amendment at each modification date. A change in fair value exceeding 10% would result in extinguishment accounting, while a change in fair value not exceeding 10% would be considered non-substantive and subject to modification accounting. With the assistance of an independent third party valuation firm, the Company determined that the change in fair value did not exceed 10% for each series of preferred shares (except for the Series D preferred shares that were re-designated as Series F preferred shares discussed under ‘‘Extinguishment of Series D preferred shares’’), and the change in redemption value was therefore accounted for as a modification. The Company accounts for modifications that result in an increase to the fair value of the modified preferred shares as a deemed dividend reconciling net loss to net loss attributable to ordinary shareholders as there is a transfer of value from the ordinary shareholders to the preferred shareholders. Deemed dividends related to modification accounting of RMBnil and RMB423,979 were recorded as an increase to the net loss attributable to ordinary shareholders for the years ended December 31, 2015 and 2016, respectively. Modifications that result in a decrease in the fair value of the modified preferred shares were not recognized. Extinguishment of Series D preferred shares On the issuance date of the Series F preferred shares, a Series D preferred shareholder transferred 25,000,000 Series D preferred shares to another preferred shareholder and the Series D preferred shares were re-designated as Series F preferred shares. With the assistance of an independent third party valuation firm, the Company determined that the change in fair value of the Series D preferred shares immediately before the amendment and the fair value of the Series F preferred shares upon issuance exceeded 10% and was therefore accounted for as an extinguishment. As a result, the Company derecognized the original Series D preferred shares and recognized the new Series F preferred shares issuance based on its fair value as of January 15, 2015. The difference between the fair value of the new Series F preferred shares issuance and the carrying value of the original Series D preferred shares was RMB296,677. This amount were recognized as a deemed dividend to a preferred shareholder and was recorded as an increase to the net loss attributable to ordinary shareholders in the statement of comprehensive loss. The Company reassessed that there was no BCF upon the extinguishment because the fair value per ordinary share at the extinguishment date was less than the most favorable conversion price. Repurchase of preferred shares On April 5, 2016, the Company repurchased 9,656,465 of Series B, 3,192,627 of Series C, 1,076,404 of Series D and 1,553,886 of Series E preferred shares from two Series B preferred shareholders, two Series C preferred shareholders, one Series D preferred shareholder and one Series E preferred shareholder, respectively, for total cash consideration of US$140,000 paid to the preferred shareholders, for which U$126,000 was paid to the preferred shareholders and the remaining US$14,000 (equivalent to RMB 97,118) was reported as “Restricted cash” and “Accrued expenses and other liabilities” in the consolidated balance sheet as of December 31, 2016 and was paid to the preferred shareholders during the year ended December 31, 2017 (Note 13). The Company accounted for the difference between the fair value of the consideration paid for the repurchase preferred shares and the carrying value of the preferred shares as a deemed dividend to the preferred shareholders, and was recorded as an increase to the net loss attributable to ordinary shareholders in the statement of comprehensive loss. Accounting for Preferred Shares The Preferred Shares have been classified as mezzanine equity as they may be redeemed at the option of the holders on or after an agreed upon date outside the sole control of the Company. The holders of the Preferred Shares have the ability to convert the instrument into the Company’s ordinary shares. The Company early adopted ASU 2014-16, Derivatives and Hedging (Topic 815): Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share Is More Akin to Debt or to Equity , for all periods presented. ASU 2014-16 requires the use of the whole instrument approach to determine whether the nature of the host contract in a hybrid instrument is more akin to debt or to equity. The Company evaluated the embedded conversion option in the Preferred Shares to determine if there were any embedded derivatives requiring bifurcation and to determine if there were any beneficial conversion features. The conversion option of the Preferred Shares does not qualify for bifurcation accounting because the conversion option is clearly and closely related to the host instrument and the underlying ordinary shares are not publicly traded nor readily convertible into cash. The contingent redemption options and registration rights of the Preferred Shares did not qualify for bifurcation accounting because the underlying ordinary shares were neither publicly traded nor readily convertible into cash. There were no other embedded derivatives that are required to be bifurcated. Beneficial conversion features (“BCF”) exist when the conversion price of the preferred shares is lower than the fair value of the ordinary shares at the commitment date, which is the issuance date in the Company’s case. When a BCF exists as of the commitment date, its intrinsic value is bifurcated from the carrying value of the Preferred Shares as a contribution to additional paid-in capital. On the commitment dates of both the Series G-1 and Series G-2 preferred shares, the most favorable conversion price used to measure the beneficial conversion feature was US$9.04, respectively. No beneficial conversion feature was recognized for the Series G-1 and Series G-2 preferred shares as the fair value per ordinary share at the commitment date was US$5.14 and US$5.24, respectively, which was less than the most favorable conversion price. The Company determined the fair value of ordinary shares with the assistance of an independent third party valuation firm. The contingent conversion price adjustment is accounted for as a contingent BCF. In accordance with ASC paragraph 470-20-35-1, changes to the conversion terms that would be triggered by future events not controlled by the issuer should be accounted as contingent conversions, and the intrinsic value of such conversion options would not be recognized until and unless a triggering event occurred. The Company chose to recognize changes in the redemption value immediately as they occur and adjusted the carrying value of the Preferred Shares to equal the redemption value at the end of each reporting period. An accretion charge of RMB3,996,288, and RMB3,661,975 for the years ended December 31, 2015 and 2016, respectively. The Preferred Shares were converted to ordinary shares immediately upon the completion of the Company’s IPO on September 20, 2017 (Note 19). The movement in the carrying value of the Preferred Shares is as follows: Mezzanine equity Series A Series B Series C Series D Series E Series F Series G-1 Series G-2 Total RMB RMB RMB RMB RMB RMB RMB RMB RMB Balance as of January 1, 2016 — — Issuance of Series G-1 preferred shares — — — — — — — Less: Series G-1 preferred shares issuance costs — — — — — — ) — ) Issuance of Series G-2 preferred shares — — — — — — — Less: Series G-2 preferred shares issuance costs — — — — — — — ) ) Modification of preferred shares — — — — Repurchase of Series B, C, D, E preferred shares — ) ) ) ) — — — ) Accretion to redemption value of Preferred Shares Balance as of December 31, 2016 Conversion of Preferred Shares to ordinary shares (Note 19) ) ) ) ) ) ) ) ) ) Balance as of December 31, 2017 — — — — — — — — — Balance as of December 31, 2017 (US$) — — — — — — — — — |
TAXATION
TAXATION | 12 Months Ended |
Dec. 31, 2017 | |
TAXATION | |
TAXATION | 15. TAXATION Enterprise income tax Cayman Islands Under the current laws of the Cayman Islands, the Company is not subject to tax on income or capital gains. In addition, upon payments of dividends by the Company to its shareholders, no withholding tax is imposed. British Virgin Islands Under the current laws of the British Virgin Islands, BEST BVI is not subject to tax on income or capital gains. In addition, upon payments of dividends by BEST BVI to their shareholders, no withholding tax is imposed. Hong Kong The subsidiary incorporated in Hong Kong is subject to income tax at the rate of 16.5% on the estimated assessable profits arising in Hong Kong. For the years ended December 31, 2015, 2016 and 2017, the Group did not make any provisions for Hong Kong profit tax as there were no assessable profits derived from or earned in Hong Kong for any of the periods presented. Under the Hong Kong tax law, BEST HK is exempted from income tax on its foreign-derived income and there is no withholding taxes in Hong Kong on remittance of dividends. China The current enterprise income tax law (“EIT Law”) applies a uniform 25% EIT rate to both foreign invested enterprises and domestic enterprises. The EIT Law treats enterprises established outside of the PRC with “effective management and control” located in the PRC as PRC resident enterprises for tax purposes. The term “effective management and control” is generally defined as exercising management and control over the business, personnel, accounting, properties, etc. of an enterprise. The Company is located in jurisdictions outside of the PRC, if considered a PRC resident enterprise for tax purposes, would be subject to the PRC enterprise income tax at the rate of 25% on their worldwide income commencing on January 1, 2008. As of December 31, 2017, the Company has not accrued for PRC tax on such basis as the Group’s non-PRC entities had zero assessable profits in the PRC for the period after January 1, 2008. The Group will continue to monitor the tax status with regards to the PRC tax resident enterprise regulation of its non-PRC entities. Pursuant to relevant laws and regulations in the PRC and with approval from tax authorities in charge, one of the Group’s subsidiaries, BEST Technology, qualified as a High and New Technology Enterprise, and is entitled to the preferential tax rate of 15% for three years from 2016 to 2018. Withholding tax on undistributed dividends The EIT law also imposes a withholding income tax of 10% on dividends distributed by a foreign invested enterprise (“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. 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 an 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 foreign investor owns directly at least 25% of the shares of the FIE). The Company did not record any dividend withholding tax, as it has no retained earnings for any of the periods presented. Substantially all of the Company’s loss before income tax and share of net (loss) income of equity investees was derived from the PRC for all periods presented. For the year ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ PRC ) ) ) ) Non-PRC ) ) ) ) ) ) The current and deferred components of income tax expense appearing in the consolidated statements of comprehensive loss are as follows: For the year ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Current income tax — ) ) ) Deferred income tax — — — ) ) ) A reconciliation of the differences between the PRC statutory tax rate and the Group’s effective tax rate for enterprise income tax is as follows: For the year ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Loss before income taxes and share of net (loss) income of equity investees Income tax computed at the statutory tax rate of 25% Non-deductible expenses ) ) ) ) Effect of different tax rates in different jurisdictions and preferential tax rate ) ) ) ) Tax incentive in relation to deduction limits of certain expenses Non-taxable income Over-accrued EIT for previous years — — ) ) Deferred tax — — ) ) Unutilized expired tax loss ) ) ) ) Change in valuation allowance ) ) ) ) — ) ) ) Deferred tax As at December 31 2016 2017 2017 RMB RMB US$ Deferred tax assets, non-current Accrued expenses Customer advances and deposits Allowance for doubtful accounts and inventory provision Depreciation and amortization expense Net operating losses carrying forward Total deferred tax assets Valuation allowance* ) ) ) Total deferred tax assets net of valuation allowance — — — * The Group recorded a full valuation allowance against deferred tax assets of those subsidiaries and VIE that are in a cumulative loss as of December 31, 2016 and 2017. 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 at December 31 2016 2017 2017 RMB RMB US$ Deferred tax liabilities Long-lived assets arising from acquisition — As of December 31, 2017, the Company has net operating losses of approximately RMB3,650,326 (US$561,045) primarily from its subsidiaries and VIE in the PRC, which can be carried forward after certain reconciliation per tax regulation to offset future net profit for income tax purposes. The net operating loss carry forwards as of December 31, 2017 will expire in years 2018 to 2022 if not utilized. Unrecognized tax benefits As of December 31, 2016 and 2017, the Company recorded an unrecognized tax benefit of RMB44,353 and RMB106,376 (US$16,350), respectively, of which RMBnil and RMBnil (US$nil), respectively, are presented on a net basis against the deferred tax assets related to tax loss carry forwards on the consolidated balance sheets. This primarily represents the estimated income tax expense the Group would pay should its income tax returns have been prepared in accordance with the current PRC tax laws and regulations. It is possible that the amount of uncertain tax position will change in the next twelve months, however, an estimate of the range of the possible outcomes cannot be made at this time. As of December 31, 2016 and 2017, unrecognized tax benefits of RMB3,446 and RMB463 (US$71), respectively, if ultimately recognized, will impact the effective tax rate. A roll-forward of unrecognized tax benefits is as follows: As at December 31 2016 2017 2017 RMB RMB US$ Beginning balance Additions based on tax positions related to current year Decreases based on tax positions related to prior years ) ) ) Ending balance During the years ended December 31, 2015, 2016 and 2017, the Company recorded insignificant late payment interest expense, and nil penalties, respectively, as part of income tax expense. In general, the PRC tax authority has up to five years to conduct examinations of the Company’s tax filings. Accordingly, the PRC subsidiaries’ and VIE’s tax years 2012 through 2016 remain open to examination by the taxing jurisdictions. |
RESTRICTED NET ASSETS
RESTRICTED NET ASSETS | 12 Months Ended |
Dec. 31, 2017 | |
RESTRICTED NET ASSETS | |
RESTRICTED NET ASSETS | 16. RESTRICTED NET ASSETS The Company’s ability to pay dividends is primarily dependent on the Company receiving distributions of funds from its subsidiaries. Relevant PRC statutory laws and regulations permit payments of dividends by the Group’s PRC subsidiaries only out of its retained earnings, if any, as determined in accordance with PRC accounting standards and regulations. The results of operations reflected in the financial statements prepared in accordance with U.S. GAAP differ from those reflected in the statutory financial statements of the Company’s PRC subsidiaries. In accordance with the Regulations on Enterprises with Foreign Investment of China and its Articles of Association, the Company’s PRC subsidiaries, being a foreign-invested enterprise established in the PRC, are required to provide certain statutory reserves, namely the general reserve fund, enterprise expansion fund and staff welfare and bonus fund, all of which are appropriated from net profit as reported in its PRC statutory accounts. The Company’s PRC subsidiaries are required to allocate at least 10% of its annual after-tax profit to the general reserve fund until such fund has reached 50% of its registered capital based on the enterprise’s PRC statutory accounts. Appropriations to the enterprise expansion fund and staff welfare and bonus fund are at the discretion of the Board of Directors of the PRC subsidiaries. These reserves can only be used for specific purposes and are not transferable to the Company in the form of loans, advances, or cash dividends. In accordance with the PRC Company Laws, the Company’s PRC subsidiaries and VIE must make appropriations from their annual after-tax profits as reported in their PRC statutory accounts to non-distributable reserve funds, namely statutory surplus fund, statutory public welfare fund and discretionary surplus fund. The VIE is required to allocate at least 10% of their after-tax profits to the statutory surplus fund until such fund has reached 50% of their respective registered capital. Appropriation to discretionary surplus is made at the discretion of the Board of Directors of the VIE. These reserves can only be used for specific purposes and are not transferable to the Company in the form of loans, advances, or cash dividends. No appropriations were made to statutory reserves during all periods presented due to losses in the Company’s PRC subsidiaries and VIE. Under PRC laws and regulations, there are restrictions on the Company’s PRC subsidiaries and VIE with respect to transferring certain of their net assets to the Company either in the form of dividends, loans, or advances. Amounts restricted include paid-in capital of the Company’s PRC subsidiaries and the VIE, totaling approximately RMB3,013,103 (US$463,105) as of December 31, 2017; therefore in accordance with Rules 504 and 4.08(e)(3) of Regulation S-X, the condensed parent company only financial statements as of December 31, 2016 and 2017 and for each of the three years in the period ended December 31, 2017 are disclosed in Note 26. Furthermore, cash transfers from the Company’s PRC subsidiaries to its subsidiaries outside of China are subject to PRC government control of currency conversion. Shortages in the availability of foreign currency may restrict the ability of the PRC subsidiaries and consolidated VIE to remit sufficient foreign currency to pay dividends or other payments to the Company, or otherwise satisfy their foreign currency denominated obligations. |
LOSS PER SHARE
LOSS PER SHARE | 12 Months Ended |
Dec. 31, 2017 | |
LOSS PER SHARE | |
LOSS PER SHARE | 17. LOSS PER SHARE Basic and diluted loss per share for each of the years presented are calculated as follows: For the year ended December 31, 2015 2016 2017 2017 2017 2017 2017 2017 Ordinary Ordinary Class A Class A Class B Class B Class C Class C RMB RMB RMB US$ RMB US$ RMB US$ Basic loss per share: Numerator: Net loss attributable to BEST Inc. ) ) ) ) ) ) ) ) Accretion to redemption value of redeemable convertible preferred shares ) ) — — — — — — Deemed dividend-Repurchase of redeemable convertible preferred shares — ) — — — — — — Deemed dividend-Modification of redeemable convertible preferred shares — ) — — — — — — Deemed dividend-Extinguishment loss of Series D redeemable convertible preferred shares ) — — — — — — — Net loss attributable to ordinary shareholders—basic ) ) ) ) ) ) ) ) Denominator: Weighted average number of ordinary shares outstanding—basic Basic loss per share ) ) ) ) ) ) ) ) For the year ended December 31, 2015 2016 2017 2017 2017 2017 2017 2017 Ordinary Ordinary Class A Class A Class B Class B Class C Class C RMB RMB RMB US$ RMB US$ RMB US$ Diluted loss per share: Numerator: Net loss attributable to ordinary shareholders—basic ) ) ) ) ) ) ) ) Reallocation of net loss attributable to ordinary shareholders as a result of conversion of Class C and Class B to Class A ordinary shares (Note 19) — — ) ) — — — — Net loss attributable to ordinary shareholders—diluted ) ) ) ) ) ) ) ) Denominator: Weighted average number of ordinary shares outstanding—basic Conversion of Class C and Class B to Class A ordinary shares (Note 19) — — — — — — Weighted average number of ordinary shares outstanding - diluted Diluted loss per share ) ) ) ) ) ) ) ) For the years ended December 31, 2015 and 2016, the computation of basic loss per share using the two-class method is not applicable as the Company is in a net loss position and the Preferred Shares do not have contractual rights and obligations to share in the losses of the Company. For the year ended December 31, 2017, the two-class method is applicable because the Company has three classes of ordinary shares outstanding, Class A, Class B and Class C ordinary shares, respectively (Note 19). The effects of all outstanding Preferred Shares, share options and restricted share units were excluded from the computation of diluted loss per share for the years ended December 31, 2015, 2016 and 2017 as their effects would be anti-dilutive. |
SHARE-BASED PAYMENTS
SHARE-BASED PAYMENTS | 12 Months Ended |
Dec. 31, 2017 | |
SHARE-BASED PAYMENTS | |
SHARE-BASED PAYMENTS | 18. SHARE-BASED PAYMENTS 2008 Stock Incentive Plan (the “2008 Plan”) On June 4, 2008, the shareholders and Board of Directors of the Company approved the 2008 Plan, which is administrated by the Board of Directors and has a term of 10 years from the date of adoption. Under the 2008 Plan, the Company reserved 10,000,000 ordinary shares of the Company to its eligible employees, directors and officers of the Group and consultants. The purpose of the 2008 Plan is to attract and retain key employees, directors, officers and consultants of outstanding ability and to motivate them to exert their best efforts on behalf of the Group by providing incentives through granting awards. On October 25, 2011 and January 15, 2015, the shareholders and Board of Directors of the Company approved a resolution to increase the share option pool under the 2008 Plan to 16,239,033 and 20,934,684 ordinary shares, respectively. The options granted under the 2008 Plan have a contractual term of 15 years and will become vested (but not exercisable) either (i) immediately upon grant; or (ii) with respect to 25% of the options on the first anniversary of the vesting period, and thereafter in thirty-six equal monthly installments of 2.09% each on the last day of every month that has elapsed following the first anniversary of the vesting period until the options are 100% vested. The grantee can exercise vested options after the commencement date of exercise and before the earlier of: 1) its contractual term (i.e. 15 years after its grant date); or 2) 90 days after the grantee terminates their employment if the vested option has not been exercised. The commencement date of exercise is upon the Company’s IPO. In July 2017, 12,599,520 vested options were exercised pursuant to a conditional one-time waiver of the “exercisable upon the Company’s IPO” condition by the Group (the “early exercise”). The early exercise was not considered substantive for accounting purposes in accordance with ASC 718-10-55-31. 2017 Stock Incentive Plan In September 2017, the Company’s shareholders and Board of Directors approved the 2017 Equity Incentive Plan (the “2017 Plan”). The 2017 Plan provides for an aggregate amount of no more than 10,000,000 Class A ordinary shares to be issued. In addition, the number of Class A ordinary shares available to be issued under the 2017 Plan will automatically be increased by a maximum of 2% of the Company’s total outstanding shares at the end of preceding calendar year on January 1, 2019 and on every January 1 thereafter for eight years, provided that the aggregate amount of shares which may be subject to awards granted under the 2017 Plan does not exceed 10% of the Company’s total outstanding shares at the end of the preceding calendar year. The options granted under the 2017 Plan have a contractual term no more than 10 years and will become vested with respect to 25% of the options on the first anniversary of the vesting period, and thereafter in thirty six equal monthly installments of 2.09% each on the last day of every month that has elapsed following the first anniversary of the vesting period until the options are 100% vested. The grantee can exercise vested options after the commencement date of exercise and before the earlier of: 1) its contractual term (i.e. 10 years after its grant date); or 2) 90 days after the grantee terminates their employment if the vested option has not been exercised. The restricted Class A ordinary shares (“Restricted Shares”) granted under the 2017 Plan have the same terms as the share options except that Restricted Shares do not require exercise and will become vested with respect to 25% of the options on the first, second, third and fourth anniversary of the vesting period until the Restricted Shares are 100% vested. Options granted to employees The options granted to employees are accounted for as equity awards and measured at their grant date fair values. Given that the inability of the grantees to exercise these options until the completion of the IPO constitutes a performance condition that is not considered probable until the IPO completion date, the Company did not recognize any compensation expense until the IPO occurred. Upon the IPO completion date, the Company immediately recognized expenses associated with options that were vested as of the IPO completion date amounting to RMB6,017 (US$925), RMB13,172 (US$2,024), RMB237,232 (US$36,462), and RMB24,268 (US$3,730) included in cost of revenues, selling expense, general and administrative expenses and research and development expenses, respectively. In addition, the Company also will recognize the remaining compensation expenses over the remaining service requisite period using the accelerated method. A summary of the employee share option activity under the 2008 Plan is stated below: Number of Weighted- Weighted- Weighted- Aggregate US$ US$ Years US$ Outstanding, December 31, 2016 Granted Exercised ) Forfeited ) Outstanding, December 31, 2017 Vested and expected to vest at December 31, 2017 Exercisable at December 31, 2017 The aggregate intrinsic value in the table above represents the difference between the closing share price on the last trading day in 2017 and the option’s respective exercise price. Total intrinsic value of options exercised for the years ended December 31, 2016 and 2017 was RMBnil and RMB51,771 (US$7,957) respectively. The total weighted average grant-date fair value of the equity awards granted during the years ended December 31, 2015, 2016 and 2017 were US$2.35, US$5.22 and US$ 8.63 per option respectively. The total fair value of the equity awards vested during the years ended December 31, 2015, 2016 and 2017 were RMBnil, RMBnil and RMB87,812 (US$13,497), respectively. As of December 31, 2017, the unrecognized compensation cost related to 4,867,925 unvested share options expected to vest was RMB136,976 (US$21,053). This unrecognized compensation will be recognized over an estimated weighted-average amortization period of 3.26 years. Total unrecognized compensation cost may be adjusted for actual forfeitures occurring in the future. A summary of the employee share option activity under the 2017 Plan is stated below: Number of Weighted- Weighted- Weighted- Aggregate US$ US$ Years US$ Outstanding, December 31, 2016 — — — — — Granted Forfeited — — — Outstanding, December 31, 2017 — Vested and expected to vest at December 31, 2017 — Exercisable at December 31, 2017 — — — — — The aggregate intrinsic value for the year ended December 31, 2017 was nil as the closing stock price on the last trading day in 2017 was lower than the option’s respective exercise price. Total intrinsic value of options exercised for the year ended December 31, 2017 was RMBnil as no options were exercised. The total weighted average grant-date fair value of the equity awards granted during the years ended December 31, 2017 were US$nil, US$nil and US$5.08 per option respectively. The total fair value of the equity awards vested during the year ended December 31, 2017 were RMBnil, respectively. As of December 31, 2017, the unrecognized compensation cost related to 40,000 unvested share options expected to vest was RMB1,313 (US$202). This unrecognized compensation will be recognized over an estimated weighted-average amortization period of 3.83 years. Total unrecognized compensation cost may be adjusted for actual forfeitures occurring in the future. Fair value of employee share options The fair value of share options was determined using the binomial option valuation model, with the assistance from an independent third-party appraiser. The binomial model requires the input of highly subjective assumptions, including the expected share price volatility and the suboptimal early exercise factor. For expected volatilities, the Company has made reference to historical volatilities of several comparable companies. The suboptimal early exercise factor was estimated based on the Company’s expectation of exercise behavior of the grantees. The risk-free rate for periods within the contractual life of the options is based on the market yield of U.S. Treasury Bonds in effect at the time of grant. Prior to the IPO, the estimated fair value of the ordinary shares, at the option grant dates, was determined with the assistance from an independent third-party appraiser. Subsequent to the IPO, fair value of the ordinary shares is the price of the Company’s publicly traded shares. The Company’s management is ultimately responsible for the determination of the estimated fair value of its ordinary shares. The assumptions used to estimate the fair value of the share options granted to employees are as follows: For the year ended December 31, 2015 2016 2017 Risk-free interest rate 2.13% ~ 2.27% 1.49% ~ 2.45% 2.32% ~ 2.41% Expected volatility range 37.8% ~ 38.0% 37.5% ~ 37.8% 40.5% ~ 44.1% Suboptimal exercise factor Fair market value per ordinary share US$2.51 ~ $3.78 US$5.17 ~ $5.53 US$5.08 ~ $11.24 Options granted to non-employees Modification of non-employee options On June 21, 2017 (“Modification Date”), all outstanding options amount to 1,500,154 shares granted to non-employees under 2008 Plan except for one external consultant amount to 50,000 shares were modified to be fully vested on the Modification Date, and exercisable upon the Company’s IPO. Therefore, upon the IPO completion date, the Company immediately recognized expenses amounting to RMB117,578 (US$18,071) associated with those non-employee options under the 2008 Plan that are vested as of the IPO completion date. In addition, the Company will also recognize remaining compensation expenses for the one external consultant over the remaining service requisite period using the accelerated method. A summary of the non-employee share option activity under the 2008 Plan is stated below: Number of Weighted- Weighted- Weighted- Aggregate US$ US$ Years US$ Outstanding, December 31, 2016 Granted Forfeited — — — Outstanding, December 31, 2017 Vested and expected to vest at December 31, 2017 Exercisable at December 31, 2017 The aggregate intrinsic value in the table above represents the difference between the closing stock price on the last trading day in 2017 and the option’s respective exercise price. Total intrinsic value of options exercised for the years ended December 31, 2016 and 2017 was nil as no options were exercised. The total weighted average grant-date fair value of the equity awards granted during the years ended December 31, 2015, 2016 and 2017 were US$3.03, US$5.17 and US$ 9.05 per option, respectively. The total fair value of the equity awards vested during the years ended December 31, 2015, 2016 and 2017 were nil, nil and RMB118,002 (US$18,137), respectively. As of December 31, 2017, there was RMB680 (US$104) of total unrecognized non-employee share-based compensation expenses related to 30,125 unvested share- based awards which were expected to be recognized over a weighted-average period of 2.54 years. Total unrecognized compensation cost may be adjusted for actual forfeitures occurring in the future. Restricted Shares The following table summarizes the Company’s Restricted Shares activity under the 2017 Plan: Number of Weighted- US$ Outstanding, December 31, 2016 — — Granted Forfeited — — Outstanding, December 31, 2017 Vested and expected to vest at December 31, 2017 The weighted average grant-date fair value of Restricted Shares granted during the year ended December 31, 2017 was US$10.19, which was derived from the fair value of the underlying ordinary shares. As of December 31, 2017, there was RMB2,586 (US$397) of total unrecognized non-employee share-based compensation expenses related to unvested Restricted Shares expected to vest which are expected to be recognized over a weighted-average period of 3.91 years. Total unrecognized compensation cost may be adjusted for actual forfeitures occurring in the future. The following table summarizes the total share-based compensation expense recognized by the Company: For the year ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Expensed as cost of revenues — — Expensed as general and administrative — — Expensed as selling — — Expensed as research and development — — Total share-based compensation expenses — — |
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2017 | |
SHAREHOLDERS' EQUITY | |
SHAREHOLDERS' EQUITY | 19. SHAREHOLDERS’ EQUITY Pursuant to the Company’s memorandum and articles of association, upon the completion of the IPO, all the outstanding Preferred Shares will automatically be converted into 264,034,399 ordinary shares and all outstanding ordinary shares, will be re-designated into 182,168,452 Class A ordinary shares, 94,075,249 Class B ordinary shares and 47,790,698 Class C ordinary shares, respectively. The participating rights (liquidation and dividend rights) of the Class A, Class B and Class C ordinary shares are identical, except with respect to voting and conversion rights. Holders of Class A, Class B and Class C ordinary shares shall vote together as one class on all resolutions submitted to a vote by the shareholders (except with respect to the modification of the rights of any class of ordinary shares). Each share of Class A, Class B and Class C ordinary shares entitle the holder thereof to one vote per share, fifteen votes per share and thirty votes per share on all matters subject to vote at general meetings of BEST Inc. respectively, Each share of Class B and Class C ordinary share is convertible into one Class A ordinary share at any time at the option of the holder thereof. The right to convert shall be exercisable by the holder of Class B ordinary share or Class C ordinary share delivering a written notice to the Company that such holders elect to convert a specific number of Class B or Class C ordinary share into Class A ordinary share (Note 17). In no event shall Class A ordinary shares be convertible into Class B or Class C ordinary shares. In no event shall Class B ordinary shares be convertible into Class C ordinary shares, nor shall Class C ordinary shares be convertible into Class B ordinary shares. On September 20, 2017, the Company completed its IPO on the New York Stock Exchange. The Company offered 45,000,000 ADSs representing 45,000,000 Class A ordinary shares at US$10.00 per ADS. Additionally, the underwriters exercised their options to purchase an additional 4,750,000 and 2,000,000 ADSs at US$10.00 per ADS, representing 4,750,000 and 2,000,000 Class A ordinary shares, from the Company and selling shareholders, respectively. Net proceeds from the IPO including the over-allotment option after deducting underwriting discount were RMB3,151,007 (US$484,301). Deferred IPO costs of RMB30,646 (US$4,710) were recorded as a reduction of the proceeds from the IPO in shareholders’ equity. Upon completion of the IPO, all outstanding 264,034,399 Preferred Shares were converted on a one-for-one basis into 169,959,150 Class A ordinary shares and 94,075,249 Class B ordinary shares, respectively, and the related aggregate carrying value of RMB15,842,210 was reclassified from mezzanine equity to shareholders’ equity. Upon completion of the IPO, all 60,000,000 outstanding ordinary shares were converted on a one-for-one basis into 12,209,302 Class A ordinary shares and 47,790,698 Class C ordinary shares, respectively. For the years ended December 31, 2015, 2016 and 2017, nil, nil and 730,000 Class A ordinary shares were issued pursuant to exercise of share options. As of December 31, 2017, the Company had ordinary shares outstanding comprising of 232,648,452 Class A ordinary shares, 94,075,249 Class B ordinary shares and 47,790,698 of Class C ordinary shares, respectively. No Class B or Class C ordinary shares were converted into Class A ordinary shares as of December 31, 2017. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2017 | |
RELATED PARTY TRANSACTIONS | |
RELATED PARTY TRANSACTIONS | 20. RELATED PARTY TRANSACTIONS a) Related Parties Name of Related Parties Relationship with the Group Mr. Shao-Ning Johnny Chou A shareholder and senior executive of the Group Zhejiang Cainiao Supply Chain Management Co. Ltd (“Cainiao”) Entity controlled by a principal shareholder of the Group b) The Group had the following related party transactions: For the years ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Rendering of express delivery and supply chain management services: Cainiao For the years ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Rental of warehouse as a lessee: Cainiao — — For the years ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Operating costs paid on behalf of the Company: Cainiao — — c) The Group had the following related party balances at the end of the year: As at December 31 2016 2017 2017 RMB RMB US$ Amounts due from related parties: Cainiao As at December 31 2016 2017 2017 RMB RMB US$ Amounts due to related parties: Cainiao — Entity controlled by a principal shareholder Included in Notes 12 and 13, is a guarantee by a senior executive of the Group’s short-term bank loans, and a payable to former and current shareholders for repurchases of preferred shares as of December 31, 2016. The payable to the former and current shareholders was paid off during the year ended December 31, 2017 (Note 13). |
SEGMENT REPORTING
SEGMENT REPORTING | 12 Months Ended |
Dec. 31, 2017 | |
SEGMENT REPORTING | |
SEGMENT REPORTING | 21. SEGMENT REPORTING The Group has determined that it operates in five operating segments: (1) Supply chain management services, (2) Express delivery services, (3) Freight delivery services, (4) Store + services, and (5) Others. The “Others” category principally relates to finance leasing and cross-border logistic services. The operating segments also represented the reporting segments. The chief operating decision maker (“CODM”) has been identified as the Chief Executive Officer. The CODM assesses the performance of the operating segments based on the measures of revenue, cost of revenue and gross profit/(loss). Other than the information provided below, the CODM does not use any other measures by segments. The Group currently does not allocate assets to its operating segments, as the CODM does not use such information to allocate resources to or evaluate the performance of the operating segments. As most of the Group’s long-lived assets are located in the PRC and most of the Group’s revenue are derived from the PRC, no geographical information is presented. The table below provides a summary of the Group’s operating segment results for the years ended December 31, 2015, 2016 and 2017. For the year ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Revenue: Supply chain management Express delivery Freight delivery Store + Others Inter-segment* ) ) ) ) Total revenue Cost of revenue: Supply chain management Express delivery Freight delivery Store + Others Inter-segment* ) ) ) ) Total cost of revenue Gross (loss)/profit: Supply chain management Express delivery ) ) Freight delivery ) ) ) ) Store + ) ) Others Inter-segment* ) ) ) ) Total gross (loss)/profit ) ) (*) The inter-segment eliminations mainly consist of (i) express delivery services provided by the Express delivery services segment to the Supply chain management services segment; and (ii) supply chain management services provided by the Supply chain management services segment to the Store + services segment, and (iii) services provided by the Others segment to the Express delivery services, Freight delivery services and Supply chain management services segment, for the years ended December 31, 2015, 2016 and 2017, respectively. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2017 | |
FAIR VALUE MEASUREMENTS | |
FAIR VALUE MEASUREMENTS | 22. FAIR VALUE MEASUREMENTS The Company applies ASC 820, Fair Value Measurements and Disclosures . ASC 820 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. ASC 820 requires disclosures to be provided for fair value measurements. ASC 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1—Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2—Includes other inputs that are directly or indirectly observable in the marketplace. Level 3—Unobservable inputs which are supported by little or no market activity. ASC 820 describes three main approaches to measuring the fair value of assets and liabilities: (1) market approach; (2) income approach; and (3) cost approach. The market approach uses prices and other relevant information generated from market transactions involving identical or comparable assets or liabilities. The income approach uses valuation techniques to convert future amounts to a single present value amount. The measurement is based on the value indicated by current market expectations about those future amounts. The cost approach is based on the amount that would currently be required to replace an asset. The following tables illustrate the fair value measurement hierarchy of the Group’s financial instruments: Fair value measurements as at December 31, 2016 using Quoted Significant Significant Total RMB RMB RMB RMB Recurring fair value measurement for: Derivative — — As of December 31, 2016, the derivative represented a forward exchange rate contract that did not qualify for hedge accounting in accordance with ASC 815. The derivative is accounted for at fair value by recording the unrealized mark-to-market (fair value adjustment) in each period in the consolidated statements of comprehensive loss within “Foreign exchange (loss) gain”. The fair value of the derivative is determined utilizing market observable forward exchange rates. During all periods presented, there were no changes in valuation technique; or transfers in and out of each level. The forward exchange rate contract matured on January 12, 2017 resulting in a RMB nil (US$ nil) balance as of December 31, 2017. Therefore, there were no recurring fair value measurements as at December 31, 2017. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2017 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | 23. COMMITMENTS AND CONTINGENCIES Operating lease commitments Future minimum payments under non-cancelable operating leases with initial terms in excess of one year consist of the following as of December 31, 2017: RMB US$ 2018 2019 2020 2021 2022 Payments under operating leases are expensed on a straight-line basis over the periods of their respective leases. Certain of the Group’s lease arrangements have renewal options and rent escalation clauses but no restrictions or contingent rents. For the years ended December 31, 2015, 2016 and 2017, total rental expenses for all operating leases amounted to approximately RMB475,403, RMB772,819 and RMB981,737 (US$150,890), respectively. Capital expenditure commitments The Group has commitments for the construction of warehouses, hubs and sortation centers and related equipments of RMB161,478 (US$24,819) at December 31, 2017, which are scheduled to be paid within one year. Contingencies From time to time, the Group is subject to legal proceedings, investigations, and claims incidental to the conduct of its business. The Group is currently not involved in any legal or administrative proceedings that may have a material adverse impact on the Group’s business, financial position or results of operations. |
EMPLOYEE DEFINED CONTRIBUTION P
EMPLOYEE DEFINED CONTRIBUTION PLAN | 12 Months Ended |
Dec. 31, 2017 | |
EMPLOYEE DEFINED CONTRIBUTION PLAN | |
EMPLOYEE DEFINED CONTRIBUTION PLAN | 24. EMPLOYEE DEFINED CONTRIBUTION PLAN Full time employees of the Group in the PRC participate in a government mandated defined contribution plan, pursuant to which certain pension benefits, medical care, employee housing fund and other welfare benefits are provided to employees. Chinese labor regulations require that the PRC subsidiaries and VIE of the Group make contributions to the government for these benefits based on certain percentages of the employees’ salaries. The Group has no legal obligation for the benefits beyond the contributions made. The total amounts for such employee benefits, which were expensed as incurred, were approximately RMB143,166, RMB220,952 and RMB219,646 (US$33,759) for the years ended December 31, 2015, 2016 and 2017, respectively. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE (LOSS)/ INCOME | 12 Months Ended |
Dec. 31, 2017 | |
ACCUMULATED OTHER COMPREHENSIVE (LOSS)/ INCOME | |
ACCUMULATED OTHER COMPREHENSIVE (LOSS)/ INCOME | 25. ACCUMULATED OTHER COMPREHENSIVE (LOSS)/ INCOME RMB Balance as of January 1, 2015 ) Foreign currency translation adjustments Balance as of December 31, 2015 Foreign currency translation adjustments Balance as of December 31, 2016 Foreign currency translation adjustments ) Balance as of December 31, 2017 Balance as of December 31, 2017 (US$) There have been no reclassifications out of accumulated other comprehensive loss to net loss for all the periods presented. |
CONDENSED FINANCIAL INFORMATION
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY | 12 Months Ended |
Dec. 31, 2017 | |
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY | |
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY | 26. CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY Condensed Balance Sheets As at December 31 Notes 2016 2017 2017 RMB RMB US$ Current assets: Cash Prepayments and other current assets — Total current assets Non-current assets: Other non-current assets — Investments in subsidiaries Total non-current assets: Total assets Current liabilities: Accrued liabilities and other payables Non-current liabilities: Long-term payable due to subsidiaries Total liabilities As at December 31 Notes 2016 2017 2017 RMB RMB US$ Mezzanine equity: Series A redeemable convertible preferred shares (par value of US$0.01 and US$ nil per share as of December 31, 2016 and 2017; 30,000,000 and nil shares authorized, issued and outstanding as of December 31, 2016 and 2017, respectively) 14 — — Series B redeemable convertible preferred shares (par value of US$0.01 and US$ nil per share as of December 31, 2016 and 2017; 20,000,000 and nil shares authorized as of December 31, 2016 and 2017, 10,343,535 and nil shares issued and outstanding as of December 31, 2016 and 2017, respectively) 14 — — Series C redeemable convertible preferred shares (par value of US$0.01 and US$ nil per share as of December 31, 2016 and 2017; 16,173,914 and nil shares authorized as of December 31, 2016 and 2017, 12,981,287 and nil shares issued and outstanding as of December 31, 2016 and 2017, respectively) 14 — — Series D redeemable convertible preferred shares (par value of US$0.01 and US$ nil per share as of December 31, 2016 and 2017; 29,896,623 and nil shares authorized as of December 31, 2016 and 2017, 28,820,219 and nil shares issued and outstanding as of December 31, 2016 and 2017, respectively) 14 — — Series E redeemable convertible preferred shares (par value of US$0.01 and US$ nil per share as of December 31, 2016 and 2017; 42,731,874 and nil shares authorized as of December 31, 2016 and 2017, 41,177,988 and nil shares issued and outstanding as of December 31, 2016 and 2017, respectively) 14 — — As at December 31 Notes 2016 2017 2017 RMB RMB US$ Series F redeemable convertible preferred shares (par value of US$0.01 and US$ nil per share as of December 31, 2016 and 2017; 56,680,441 and nil shares authorized, issued and outstanding as of December 31, 2016 and 2017, respectively) 14 — — Series G-1 redeemable convertible preferred shares (par value of US$0.01 and US$ nil per share as of December 31, 2016 and 2017; 15,479,382 and nil shares authorized, issued and outstanding as of December 31, 2016 and 2017, respectively) 14 — — Series G-2 redeemable convertible preferred shares (par value of US$0.01 and US$ nil per share as of December 31, 2016 and 2017; 68,551,547 and nil shares authorized, issued and outstanding as of December 31, 2016 and 2017, respectively) 14 — — Total mezzanine equity — — As at December 31 Notes 2016 2017 2017 RMB RMB US$ Shareholders’ (deficit)/equity : Ordinary shares (par value of US$0.01 and US$ nil per share as of December 31, 2016 and 2017; 420,486,219 shares authorized as of December 31, 2016 and 2017; 60,000,000 and nil shares issued and outstanding as of December 31, 2016 and 2017, respectively) 19 — — Class A ordinary shares (par value of US$ nil and US$0.01 per share as of December 31, 2016 and 2017; nil and 1,858,134,053 shares authorized as of December 31, 2016 and 2017; nil and 232,648,452 shares issued and outstanding as of December 31, 2016 and 2017, respectively) 19 — Class B ordinary shares (par value of US$ nil and US$0.01 per share as of December 31, 2016 and 2017; nil and 94,075,249 shares authorized, issued and outstanding as of December 31, 2016 and 2017, respectively) 19 — Class C ordinary shares (par value of US$ nil and US$0.01 per share as of December 31, 2016 and 2017; nil and 47,790,698 shares authorized, issued and outstanding as of December 31, 2016 and 2017, respectively) 19 — Additional paid in capital — Accumulated deficit ) ) ) Accumulated other comprehensive income BEST Inc. shareholders’ (deficit)/equity ) Total liabilities, mezzanine equity and shareholders’ (deficit)/equity Condensed Statements of Comprehensive Loss For the years ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Operating expenses General and administrative expenses ) ) ) ) Operating loss ) ) ) ) Share of losses of subsidiaries and VIE ) ) ) ) Interest expense — — ) ) Interest income Net loss ) ) ) ) Accretion to redemption value of Redeemable Convertible Preferred Shares ) ) — — Deemed dividend—Repurchase of Redeemable Convertible Preferred Shares — ) — — Deemed dividend—Modification of Redeemable Convertible Preferred Shares — ) — — Deemed dividend—Extinguishment loss of Series D Redeemable Convertible Preferred Shares ) — — — Net loss attributable to ordinary shareholders ) ) ) ) Other comprehensive income (loss), net of tax of nil 26,182 73,368 ) ) Comprehensive loss ) ) ) ) Condensed Statements of Cash Flows For the years ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Net cash (used in)/generate from operating activities ) ) Net cash used in investing activities ) ) ) ) Net cash generated from financing activities Net increase in cash and cash equivalents Cash and cash equivalents at beginning of the year Cash and cash equivalents at end of the year Basis of presentation For the presentation of the parent company only condensed financial information, the Company records its investments in subsidiaries and VIE under the equity method of accounting as prescribed in ASC 323, Investments—Equity Method and Joint Ventures . Such investments are presented on the condensed balance sheets as “Investments in subsidiaries” and the subsidiaries’ and VIE’s losses as “Share of losses of subsidiaries and VIE” on the condensed statements of comprehensive loss. The subsidiaries did not pay any dividends to the Company for the periods presented. The Company does not have significant commitments or long-term obligations as of the period end other than those presented. The parent company only financial statements should be read in conjunction with the Company’s consolidated financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN35
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of presentation | Basis of presentation The accompanying consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”). |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements of the Group include the financial statements of the Company, its subsidiaries and VIE for which the Company is the primary beneficiary. All significant intercompany balances and transactions between the Company, its subsidiaries and VIE have been eliminated on consolidation. |
Use of estimates | Use of estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the balance sheet dates and the reported amounts of revenue and expenses during the reporting periods. Significant estimates and assumptions reflected in the Group’s financial statements include, but are not limited to, allowance for doubtful accounts, useful lives of long-lived assets, the purchase price allocation with respect to business combinations, impairment of long-lived assets and goodwill, realization of deferred tax assets and share-based compensation. Management bases the estimates on historical experience and various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could materially differ from those estimates. |
Convenience translation | Convenience translation Amounts in U.S. dollars are presented for the convenience of the reader and are translated at the noon buying rate of RMB6.5063 per US$1.00 on December 31, 2017 in the City of New York for cable transfers of RMB as certified for customs purposes by the Federal Reserve Bank of New York. No representation is made that the RMB amounts could have been, or could be, converted into US$ at such rate. |
Foreign currency | Foreign currency The functional currency of the Company’s subsidiaries located outside PRC is the United States Dollars (“US$”). The Company’s subsidiaries and VIE located in the PRC determined their functional currency to be Renminbi (the “RMB”). The Company uses the RMB as its reporting currency. Each entity in the Group maintains its financial records in its own functional currency. Transactions denominated in foreign currencies are measured at the exchange rates prevailing on the transaction dates. Monetary assets and liabilities denominated in foreign currencies are remeasured at the exchange rates prevailing at the balance sheet date. Non-monetary items that are measured in terms of historical cost in foreign currency are remeasured using the exchange rates at the dates of the initial transactions. Exchange gains and losses are included in the consolidated statements of comprehensive loss. The Company uses the average exchange rate for the year and the exchange rate at the balance sheet date to translate the operating results and financial position, respectively. Translation differences are recorded in accumulated other comprehensive income, a component of shareholders’ (deficit)/equity. |
Cash and cash equivalents | Cash and cash equivalents Cash and cash equivalents consist of cash on hand and demand deposits or other highly liquid investments placed with banks or other financial institutions which are unrestricted as to withdrawal and use and have original maturities of less than three months. |
Restricted cash | Restricted cash The Group’s restricted cash mainly represents (a) security deposits held in designated bank accounts for issuance of notes payable and lines of credit; and (b) security deposits as required by the Group’s sortation centers and warehouses. |
Short-term investments | Short-term investments The Group’s short-term investments comprise primarily of cash deposits at fixed or floating rates based on daily bank deposit rates with maturities ranging from three months to one year. |
Accounts receivable and notes receivable, and allowance for doubtful accounts | Accounts receivable and notes receivable, and allowance for doubtful accounts Accounts and notes receivable are carried at net realizable value. An allowance for doubtful accounts is recorded when collection of the full amount is no longer probable. In evaluating the collectability of receivable balances, the Group considers specific evidence including the aging of the receivable, the customer’s payment history, its current credit-worthiness and current economic trends. Accounts and notes receivable are written off after all collection efforts have ceased. |
Property and equipment, net | Property and equipment, net Property and equipment are stated at cost and are depreciated using the straight-line method over the estimated useful lives of the assets, as follows: Category Estimated Useful Life Machinery and electronic equipment 3 - 5 years Motor vehicles 3 years Leasehold improvements Lesser of useful life or lease term Repair and maintenance costs are charged to expense as incurred, whereas the cost of renewals and betterments that extend the useful lives of property and equipment are capitalized as additions to the related assets. Retirements, sales and disposals of assets are recorded by removing the cost and accumulated depreciation from the asset and accumulated depreciation accounts with any resulting gain or loss reflected in the consolidated statements of comprehensive loss. Direct costs that are related to the construction of property and equipment, and incurred in connection with bringing the assets to their intended use are capitalized as construction in progress. Construction in progress is transferred to specific property and equipment, and the depreciation of these assets commences when the assets are ready for their intended use. As of December 31, 2016 and 2017, the balances of construction in progress were RMB63,351 and RMB223,535 (US$ 34,357), which were related to the construction of warehouses, hubs and sortation centers and related equipments. |
Business Combinations | Business Combinations The Group accounts for its business combinations using the purchase method of accounting in accordance with ASC 805, Business Combinations (“ASC 805”). The purchase method of accounting requires that the consideration transferred to be allocated to the assets, including separately identifiable assets and liabilities the Group acquired, based on their estimated fair values. The consideration transferred in 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 as well as the contingent considerations and all contractual contingencies as of the acquisition date. The 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 non-controlling interests. The excess of (i) the total of cost of acquisition, fair value of the non-controlling 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 earnings. The determination and allocation of fair values to the identifiable assets acquired, liabilities assumed and non-controlling interests is based on various assumptions and valuation methodologies requiring considerable judgment from management. The most significant variables in these valuations are discount rates, terminal values, the number of years on which to base the cash flow projections, as well as the assumptions and estimates used to determine the cash inflows and outflows. The Group 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 assets, forecasted life cycle and forecasted cash flows over that period. |
Goodwill | Goodwill The Group assesses goodwill for impairment in accordance with ASC 350-20, Intangibles—Goodwill and Other: Goodwill (“ASC 350-20”), which requires that goodwill be tested for impairment at the reporting unit level at least annually and more frequently upon the occurrence of certain events, as defined by ASC 350-20. The Group has determined it has five reporting units (that also represent operating segments). Goodwill was allocated to two and four reporting units as of December 31, 2016 and 2017, respectively (Note 11). The Group has the option to assess qualitative factors first to determine whether it is necessary to perform the two-step test in accordance with ASC 350-20. If the Group believes, as a result of the qualitative assessment, that it is more-likely-than-not that the fair value of the reporting unit is less than its carrying amount, the two-step quantitative impairment test described above is required. Otherwise, no further testing is required. In the qualitative assessment, the Group considers primary factors such as industry and market considerations, overall financial performance of the reporting unit, and other specific information related to the operations. In performing the two-step quantitative impairment test, the first step compares the carrying amount of the reporting unit to the fair value of the reporting unit based on either quoted market prices of the ordinary shares or estimated fair value using a combination of the income approach and the market approach. If the fair value of the reporting unit exceeds the carrying value of the reporting unit, goodwill is not impaired and the Group is not required to perform further testing. If the carrying value of the reporting unit exceeds the fair value of the reporting unit, then the Group must perform the second step of the impairment test in order to determine the implied fair value of the reporting unit’s goodwill. The fair value of the reporting unit is allocated to its assets and liabilities in a manner similar to a purchase price allocation in order to determine the implied fair value of the reporting unit goodwill. If the carrying amount of the goodwill is greater than its implied fair value, the excess is recognized as an impairment loss in general and administrative expenses. |
Intangible assets | Intangible assets Intangible assets with finite lives are carried at cost less accumulated amortization. All intangible assets with finite lives are amortized using the straight-line method over the estimated economic lives. Intangible assets have estimated economic lives from the date of purchase as follows: Category Estimated Useful Life Customer relationships 3-5 years Software 3-8 years Domain name 10 years Brand name 20 years Others 2~3 years |
Impairment of long-lived assets other than goodwill | Impairment of long-lived assets other than goodwill The Group evaluates its long-lived assets, including fixed assets and intangible assets with finite lives, for impairment whenever events or changes in circumstances, such as a significant adverse change to market conditions that will impact the future use of the assets, indicate that the carrying amount of an asset may not be fully recoverable. When these events occur, the Group evaluates the recoverability of long-lived assets by comparing the carrying amount of the assets to the future undiscounted 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 based on the excess of the carrying amount of the assets over their fair value. Impairment losses were included in general and administrative expense. |
Fair value of financial instruments | Fair value of financial instruments Financial instruments include cash and cash equivalents, accounts and notes receivables, certain other current assets, short-term investments, derivative, due from related parties, financing lease receivables, accounts and notes payable, short-term bank loans, amounts due to related parties, certain other current liabilities, and redeemable convertible preferred shares. The redeemable convertible preferred shares were initially recorded at issuance price net of issuance costs. The Group recognizes changes in the redemption value immediately as they occur and adjusts the carrying value of the redeemable convertible preferred shares to equal the redemption value at the end of each reporting period. The derivative was recorded at fair value as determined on the issuance date and subsequently adjusted to its fair value at each reporting date. The carrying values of the financing lease receivables approximate their fair values, as the receivables bear interest at rates determined based on the prevailing market interest rates. The carrying values of the remaining financial instruments approximate their fair values due to their short-term maturities. |
Derivatives | Derivatives ASC 815, Derivatives and Hedging , requires all contracts which meet the definition of a derivative to be recognized in the consolidated balance sheets as either assets or liabilities and recorded at fair value. Changes in the fair value of derivative financial instruments are either recognized periodically in income (loss) or in shareholders’ deficit as a component of other comprehensive income (loss) depending on the use of the derivative and whether it qualifies for hedge accounting. Changes in fair values of derivatives not qualified as hedges are reported in the consolidated statements of comprehensive loss. The estimated fair values of derivative instruments are determined at discrete points in time based on the relevant market information. These estimates are calculated with reference to the market rates using industry standard valuation techniques. |
Modification of redeemable convertible preferred shares | Modification of redeemable convertible preferred shares The Group assesses whether an amendment to the terms of its redeemable convertible preferred shares is an extinguishment or a modification using the fair value model. If the fair value of the redeemable convertible preferred shares immediately after the amendment changes by more than 10 percent from the fair value of the redeemable convertible preferred shares immediately before the amendment, the amendment is considered an extinguishment. An amendment that does not meet this criterion is a modification. When redeemable convertible preferred shares are extinguished, the difference between the fair value of the consideration transferred to the redeemable convertible preferred shareholders and the carrying amount of the redeemable convertible preferred shares (net of issuance costs) is treated as a deemed dividend to the redeemable convertible preferred shareholders. When redeemable convertible preferred shares are modified, the increase of the fair value immediately after the amendment is treated as a deemed dividend to the redeemable convertible preferred shareholders. Modifications that result in a decrease in the fair value of the redeemable convertible preferred shares are not recognized. |
Inventories | Inventories Inventories are comprised of finished goods. The Group’s finished goods consists of (i) materials used in performing express delivery services, freight delivery services and supply chain management services such as waybills and low value consumables such as handheld terminals, packing materials and uniforms emblazoned with the logo “BEST” (“accessories”); and (ii) fast-moving consumer goods such as beverage and drinks, snacks and daily necessities to be sold on the Group’s Store + online business-to-business platform and retail store(“consumer goods”). Inventories are stated at the lower of cost and net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less applicable variable selling expenses. Cost of accessories is accounted for using the weighted average cost method. Cost of purchased consumer goods are accounted for using the first-in first-out method for Store + online business and the weighted average cost method for Wowo, respectively. Adjustments are recorded to write down the cost of inventory to the estimated market value due to the slow-moving merchandise and damaged goods. Write-downs are recorded in cost of revenue in the consolidated statements of comprehensive loss. |
Revenue recognition | Revenue recognition Revenue is recognized only when the price is fixed or determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the related fee is reasonably assured based on the guidance in ASC 605, Revenue Recognition . Non-refundable payments received before all of the relevant criteria for revenue recognition are satisfied are recorded as customer advances and deposits in the consolidated balance sheets. Multiple contracts with the same customer are accounted for as separate arrangements if they are not contemplated together as one linked transaction, have different business substance, and the occurrence of one arrangement is not dependent upon another. Historically, the Group has not entered into multiple contracts with the same counterparty that should be accounted for as a single combined arrangement. The Group’s business is subject to value added taxes (“VAT”) and tax surcharges assessed by governmental authorities. Pursuant to ASC 605-45, Revenue Recognition—Principal Agent Considerations , the Group elected to present VAT and tax surcharges as a reduction of revenue. Supply chain management services The Group provides order fulfillment services (through its self-operated order fulfillment centers) and transportation services to its offline and online enterprise customers. Order fulfillment service arrangements comprise of various service offerings that can be purchased at the option of the customer. Each of the service options are substantive and the enterprise customers cannot purchase each additional service at a significant and incremental discount. Therefore, each service is accounted for separately. The Group is the primary obligor and does not outsource any portion of the order fulfillment services to supply chain franchisee partners. Revenue for order fulfillment services is recognized upon completion of the services, and revenue for transportation services is recognized upon delivery of shipments to end recipients. A small percentage of revenue is also earned from supply chain franchisee partners that can access the Group’s supply chain network. These franchisee partners pay an initial non-refundable fee for a comprehensive operating manual and orientation training, as well as an agreed upon system usage fee for each order processed through the Group’s supply chain network. The initial non-refundable fees and system usage fees were insignificant for all periods presented. Express delivery services The Group provides express services that comprise of sorting, line-haul and feeder transportation services to its franchisee service stations, which are also the Group’s customers, when parcels (under 15 kg) are dropped off by the Group’s franchisee service station customers at the Group’s first hub or sortation center. Prior to 2017, the Group was not responsible for last-mile delivery of the parcels and therefore, the Group’s customers were separately engaging with, and directly liable to, the last-mile delivery service stations for their delivery service and related fees. The fees the Group earned from its customers were based on the parcel’s weight and route to the Group’s last destination hub or sortation center. Therefore, the Group recognized revenue when the parcels were picked up from the Group’s last destination hub or sortation center by franchisees operating the last-mile delivery service stations for delivery to end recipients. Starting in 2017, in order to enhance the Group’s parcel delivery experience and the Group’s control over service quality throughout its network, the Group revised its contractual arrangements and service offerings with its franchisee service stations to offer an integrated service that includes last-mile delivery service to end recipients in addition to the existing express services. The revised contractual arrangements result in the Group acting as the principal that is directly responsible for all parcels sent through its network, from the point when customers drop off the parcels at the Group’s first hub or sortation center all the way through to the point when the parcels are delivered to end recipients. The fees the Group now earns from its customers are based on the parcel’s weight and route to the end recipient’s destination. Therefore, starting in 2017, the Group recognizes revenue upon delivery of the parcels to end recipients. A minor percentage of the Group’s express delivery services are performed by its self-operated service stations for direct customers (“direct customer express delivery services”), which are the senders of the parcels. The Group is directly responsible for the parcel from the point it is received from the senders all the way through the point when the parcels are delivered to end recipients. Direct customer revenues are recognized when the parcels are delivered to the end recipients by last-mile delivery service stations, including stations operated by the Group. Express delivery services revenue also includes initial non-refundable franchise fees that are recognized when substantially all services or conditions relating to the initial franchise fee have been performed and the Group has fulfilled all its commitments and obligations, which is when the franchisee commences its operations as an express delivery service station. There are no continuing franchise fees in the Group’s arrangements. The initial non-refundable franchise fees are negotiated under a separate agreement and represent a very small percentage of revenue for all periods presented. Freight delivery services Similar to express delivery services, the Group provides freight services that comprise of sorting, line-haul and feeder transportation services mainly to its franchisees, which are also the Group’s customers. Prior to 2017, the Group’s customers directly engaged the last-mile delivery service stations that deliver the shipments to the end recipients. The freight fees the Group earned from its customers were based on the shipment’s weight and route to the Group’s last destination hub or sortation center. Therefore, the Group recognized revenue when the freight shipments were picked up from the Group’s last destination hub or sortation center for delivery to end recipients. Starting in 2017, in order to enhance the Group’s freight delivery experience and the Group’s control over service quality throughout its network, the Group revised its contractual arrangements and service offerings with its franchisee service stations to offer an integrated service that includes last-mile delivery service to end recipients in addition to the existing freight services. The revised contractual arrangements result in the Group acting as the principal that is directly responsible for all shipments sent through its network, from the point when customers drop off the shipments at the Group’s first hub or sortation center all the way through to the point when the shipments are delivered to end recipients. The fees the Group now earns from its customers are based on the shipment’s weight and route to the end recipient’s destination. Therefore, starting in 2017, the Group recognizes revenue upon delivery of the shipments to end recipients. Freight delivery services revenue also includes initial non-refundable franchise fees that are recognized when substantially all services or conditions relating to the initial franchise fee have been performed and the Group has fulfilled all its commitments and obligations, which is when the franchisee commences its operations as a freight delivery service station. There are no continuing franchise fees in the Group’s arrangements. The initial non-refundable franchise fees are negotiated under a separate agreement and represent a very small percentage of revenue for all periods presented. Store + services The Group recognizes revenue upon the delivery of the consumer goods to its convenience store membership customers. Starting in May 2017, the Company also generates and recognizes revenue upon the sales of merchandise to end consumers by the Group’s self-operated convenience stores. The Group is the principal to the transaction for these services and revenue from these transactions is recognized on a gross basis. Other services The Group mainly provides cross-border logistic coordination services and finance leasing services. For cross-border logistic coordination services, the Group recognizes revenue upon completion of the services. Revenue from interest income on financing leases is recognized using the effective interest rate method. The Group is the principal to the transaction for these services and revenue from these transactions is recognized on a gross basis. Accounting for Consideration Given by a Vendor to a Customer The Group accounts for payments to franchisee service stations, which are also the Group’s customers in separate express delivery and freight delivery service transactions in accordance with ASC 605 50, Revenue Recognition: Customer Payments and Incentives (“ASC 605 50”). As the Group receives an identifiable benefit in return for the consideration (i.e. last mile delivery services) that is sufficiently separable and has a standalone estimate of fair value, the payments are recorded as cost of revenues. There are no other customer incentives or payments across all service lines. |
Cost of revenue | Cost of revenue Cost of revenue consists primarily of transportation costs including last-mile delivery service fees, cost of express and freight delivery accessories, operating costs for the delivery platforms, hubs and sortation centers, operating costs for the supply chain management network, purchased consumer goods, salaries and benefits of related personnel, depreciation, rental costs, and other related operating costs. Starting in 2017, the enhancement of the Group’s parcel and shipment delivery experience to include last-mile delivery services resulted in fees incurred to franchisees operating the last-mile delivery service stations of RMB nil and RMB5,502,555 (US$ 845,727) for the year ended December 31, 2016 and 2017, respectively. |
Selling expenses | Selling expenses Advertising costs are expensed when incurred and are included in selling expenses in the consolidated statements of comprehensive loss. For the years ended December 31, 2015, 2016 and 2017, the advertising expenses were approximately RMB6,957, RMB15,089 and RMB15,401 (US$2,367), respectively. Selling expenses include shipping and handling costs incurred for the Store + services segment comprising of costs for operating and staffing the Group’s warehouses, packaging, and outbound shipping to customers. Shipping and handling costs amounted to RMB1,130, RMB74,022 and RMB203,916 (US$31,341) for the years ended December 31, 2015, 2016 and 2017, respectively. Selling expenses also include retail store occupancy costs such as rent, depreciation, amortization and overhead expenses incurred for Wowo, which is included in the Store + services segment. Retail store occupancy costs amounted to nil and RMB70,450 (US$10,828) respectively. |
Government subsidies | Government subsidies Government subsidies primarily consist of financial subsidies received from local governments for operating a business in their jurisdictions and compliance with specific policies promoted by the local governments. There are no defined rules and regulations to govern the criteria necessary for companies to receive such benefits, and the amount of financial subsidy is determined at the discretion of the relevant government authorities. For the government subsidies with non-operating nature and with no further conditions to be met, the amounts are recorded as non-operating income in “Other income” when received. The government subsidies with certain operating conditions are recorded as liabilities when received and will be recorded as operating income when the conditions are met. |
Leases | Leases Lessee Leases are classified at the inception date as either a capital lease or an operating lease. A lease is a capital lease if any of the following conditions exists: a) ownership is transferred to the lessee by the end of the lease term, b) there is a bargain purchase option, c) the lease term is at least 75% of the property’s estimated remaining economic life or d) the present value of the minimum lease payments at the beginning of the lease term is 90% or more of the fair value of the leased property to the lessor at the inception date. A capital lease is accounted for as if there was an acquisition of an asset and an incurrence of an obligation at the inception of the lease. All other leases are accounted for as operating leases wherein rental payments are expensed on a straight-line basis over their respective lease term. The Group leases certain office, warehouses and hub and sortation center facilities, and equipment under non-cancelable operating leases. Certain lease agreements contain rent holidays. Rent holidays are considered in determining the straight-line rent expense to be recorded over the lease term. Lessor The Group provides financing leases of multiple types of motor vehicles and logistic equipment, primarily to transportation service providers that meet the Group’s credit assessment requirements. The financing leases range from two to ten years, do not contain contingent rental income clauses, and are fully collateralized by assets the Group can repossess in the event of default. Initial direct costs were insignificant for all periods presented. Revenue from interest income on financing leases is recognized using the effective interest rate method. For the years ended December 31, 2015, 2016, and 2017, interest income amounted to RMB1,326, RMB3,592 and RMB62,174 (US$9,556), respectively, which is included in the Others revenue line item in the accompanying consolidated statements of comprehensive loss. As of December 31, 2016 and 2017, all financing lease receivables were within their payment terms. |
Research and Development Expenses | Research and Development Expenses Research and development expenses primarily consist of salaries and benefits for research and development personnel and depreciation of property and equipment. The Group expenses research and development costs as they are incurred. |
Comprehensive loss | Comprehensive loss Comprehensive loss is defined as the changes in equity of the Group during a period from transactions and other events and circumstances excluding transactions resulting from investments by owners and distributions to owners. Among other disclosures, ASC 220, Comprehensive Income , requires that all items that are required to be recognized under current accounting standards as components of comprehensive loss be reported in a financial statement that is displayed with the same prominence as other financial statements. For each of the periods presented, the Group’s comprehensive loss includes net loss and foreign currency translation adjustments, and is presented in the consolidated statements of comprehensive loss. |
Income taxes | Income taxes The Group follows the liability method of accounting for income taxes in accordance with ASC 740, Income Taxes (“ASC 740”). Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities using enacted tax rates that will be in effect in the period in which the differences are expected to reverse. The Group records a valuation allowance to offset deferred tax assets if based on the weight of available evidence, it is more-likely-than-not that some portion, or all, of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rate is recognized in tax expense in the period that includes the enactment date of the change in tax rate. The Group accounted for uncertainties in income taxes in accordance with ASC 740. Interest and penalties arising from underpayment of income taxes shall be computed in accordance with the related PRC tax law. The amount of interest expense is computed by applying the applicable statutory rate of interest to the difference between the tax position recognized and the amount previously taken or expected to be taken in a tax return. Interest and penalties recognized in accordance with ASC 740 are classified in the consolidated statements of comprehensive loss as income tax expense. In accordance with the provisions of ASC 740, the Group recognizes in its consolidated financial statements the impact of a tax position if a tax return position or future tax position is “more likely than not” to prevail based on the facts and technical merits of the position. Tax positions that meet the “more likely than not” recognition threshold are measured at the largest amount of tax benefit that has a greater than fifty percent likelihood of being realized upon settlement. The Group’s estimated liability for unrecognized tax benefits which is included in the “other non-current liabilities” line item in the accompanying consolidated financial statements is periodically assessed for adequacy and may be affected by changing interpretations of laws, rulings by tax authorities, changes and/or developments with respect to tax audits, and expiration of the statute of limitations. The actual benefits ultimately realized may differ from the Group’s estimates. As each audit is concluded, adjustments, if any, are recorded in the Group’s consolidated financial statements. Additionally, in future periods, changes in facts, circumstances, and new information may require the Group to adjust the recognition and measurement estimates with regard to individual tax positions. Changes in recognition and measurement estimates are recognized in the period in which the changes occur. |
Share-based compensation | Share-based compensation Awards granted to employees The Group applies ASC 718, Compensation—Stock Compensation (“ASC 718”), to account for its employee share-based payments. In accordance with ASC 718, the Group determines whether an award should be classified and accounted for as a liability award or equity award. All the Group’s share-based awards to employees were classified as equity awards and are recognized in the consolidated financial statements based on their grant date fair values. For awards only with service conditions, the Group has elected to recognize compensation expense using the straight-line method for awards granted with graded vesting provided that the amount of compensation cost recognized at any date is at least equal to the portion of the grant date value of the options that are vested at that date. For awards with performance and service conditions, the Group uses the accelerated method for awards granted with graded vesting. The Group accounts for forfeitures as they occur. The Group, with the assistance of an independent third party valuation firm, determined the fair value of the stock options granted to employees. The binomial option pricing model was applied in determining the estimated fair value of the options granted to employees. Awards granted to non-employees The Group has accounted for equity instruments issued to non-employees in accordance with the provisions ASC 505-50, Equity-based payments to non-employees . All transactions in which goods or services are received in exchange for equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. The measurement date of the fair value of the equity instrument issued is the date on which the counterparty’s performance is completed as there is no associated performance commitment. The expense is recognized in the same manner as if the Group had paid cash for the services provided by the non-employees. Modification of awards A change in any of the terms or conditions of the awards is accounted for as a modification of the award. Incremental compensation cost is measured as the excess, if any, of the fair value of the modified award over the fair value of the original award immediately before its terms are modified, measured based on the fair value of the awards and other pertinent factors at the modification date. For vested awards, the Group recognizes incremental compensation cost in the period the modification occurs. For unvested awards, the Group recognizes over the remaining requisite service period, the sum of the incremental compensation cost and the remaining unrecognized compensation cost for the original award on the modification date. If the fair value of the modified award is lower than the fair value of the original award immediately before modification, the minimum compensation cost the Group recognizes is the cost of the original award. |
Long-term investments | Long-term investments The Group’s long-term investments consist of cost and equity method investments. In accordance with ASC 325-20, Investments-Other: Cost Method Investments (“ASC 325-20”), for investments in an investee over which the Group does not have significant influence and which do not have readily determinable fair value, the Group carries the investment at cost and only adjusts for other-than-temporary declines in fair value and distributions of earnings that exceed the Group’s share of earnings since its investment. Management regularly evaluates the impairment of the cost method investments based on performance and financial position of the investee as well as other evidence of market value. Such evaluation includes, but is not limited to, reviewing the investee’s cash position, recent financing, projected and historical financial performance, cash flow forecasts and financing needs. An impairment loss is recognized in earnings equal to the excess of the investment’s cost over its fair value at the balance sheet date of the reporting period for which the assessment is made. The fair value would then become the new cost basis of investment. Cost method accounting is also applied to investments that are not considered as “in-substance” common stock investments, and do not have readily determinable fair values. Investments in entities in which the Group can exercise significant influence and holds an investment in voting common stock or in-substance common stock (or both) of the investee but does not own a majority equity interest or control are accounted for using the equity method of accounting in accordance with ASC 323, Investments-Equity Method and Joint Ventures (“ASC 323”). Under the equity method, the Group initially records its investments at cost. The Group subsequently adjusts the carrying amount of the investments to recognize the Group’s proportionate share of each equity investee’s net (loss) income into earnings after the date of investments. The Group evaluates the equity method investments for impairment under ASC 323. An impairment loss on the equity method investments is recognized in earnings when the decline in value is determined to be other-than-temporary. |
Loss per share | Loss per share In accordance with ASC 260, Earnings Per Share (“ASC 260”), basic loss per share is computed by dividing net loss attributable to ordinary shareholders by the weighted average number of unrestricted ordinary shares outstanding during the year using the two-class method. Under the two-class method, net loss is allocated between ordinary shares and other participating securities based on their participating rights. The Group’s redeemable convertible preferred shares (Note 14) and Class A, Class B and Class C ordinary shares (Note 19) are participating securities. Diluted loss per share is calculated by dividing net loss attributable to ordinary shareholders as adjusted for the effect of dilutive ordinary equivalent shares, if any, by the weighted average number of ordinary and dilutive ordinary equivalent shares outstanding during the period. Ordinary equivalent shares consist of the ordinary shares issuable upon the conversion of the Group’s redeemable convertible preferred shares using the if-converted method, and ordinary shares issuable upon the exercise of the share options and vesting of restricted share units, using the treasury stock method. Ordinary share equivalents are excluded from the computation of diluted per share if their effects would be anti-dilutive. For the years ended December 31, 2015 and 2016, the computation of basic loss per share using the two-class method is not applicable as the Group is in a net loss position and the redeemable convertible preferred shares or participating securities do not have contractual rights and obligations to share in the losses of the Group. For the year ended December 31, 2017, the two-class method is applicable because the Company has three classes of ordinary shares outstanding, Class A, Class B and Class C ordinary shares, respectively. The participating rights (liquidation and dividend rights) of the holders of the Company’s Class A, Class B and Class C ordinary shares are identical, except with respect to voting and conversion (Note 19). As a result, and in accordance with ASC 260, the undistributed loss for each year is allocated based on the contractual participation rights of the Class A, Class B and Class C ordinary shares, respectively. As the liquidation and dividend rights are identical, the undistributed loss is allocated on a proportionate basis. |
Deferred IPO costs | Deferred IPO costs Direct costs incurred by the Company attributable to its IPO of American Depository shares (“ADSs”) in the U.S. were deferred and recorded in prepayments and other current assets, and subsequently was charged against the gross proceeds received from such offering on September 20, 2017. |
Segment reporting | Segment reporting In accordance with ASC 280, Segment Reporting , operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”), or decision making group, in deciding how to allocate resources and in assessing performance. The Group’s CODM is the Chief Executive Officer and each of its major service lines is a discrete operating and reportable segment. |
Comparative information | Comparative information Certain of the prior year comparative figures have been reclassified to conform to the current year’s presentation. |
Recent accounting pronouncements | Recent accounting pronouncements In August 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-14, Revenue from Contracts with Customers-Deferral of the effective date (“ASU 2015-14”). The amendments in ASU 2015-14 defer the effective date of ASU 2014-09, Revenue from Contracts with Customers , (“ASU 2014-09”), issued in May 2014. According to the amendments in ASU 2015-14, the new revenue guidance ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers—Principal versus Agent Considerations (“ASU 2016-08”), which clarifies the implementation guidance on principal versus agent considerations. In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers—Identifying Performance Obligations and Licensing (“ASU 2016-10”), which clarify guidance related to identifying performance obligations and licensing implementation guidance contained in ASU 2014-09. In May 2016, the FASB issued ASU 2016-12, Revenue from Contracts with Customers—Narrow-Scope Improvements and Practical Expedients (“ASU 2016-12”), which addresses narrow-scope improvements to the guidance on collectability, non-cash consideration, and completed contracts at transition and provides practical expedients for contract modifications at transition and an accounting policy election related to the presentation of sales taxes and other similar taxes collected from customers. The effective date for the amendment in ASU 2016-08, ASU 2016-10 and ASU 2016-12 are the same as the effective date of ASU 2014-09. All guidance is collectively referred to as “ASC 606”. The Group will adopt ASC 606 under the modified retrospective approach, effective January 1, 2018. The cumulative effect of initially applying ASC 606 will be recognized on the day of initial application and prior periods will not be retrospectively adjusted. Based on management’s assessment, the two main areas impacted by ASC 606 are as follows: · Express delivery services, freight delivery services, transportation services provided as part of supply chain management services and cross-border logistic coordination services revenue will be recognized over time (as the parcel/freight is being transported) because the customer simultaneous receives and consumes the benefits provided by the Group’s performance as it performs. Therefore, revenue will be recognized on an accelerated basis as control is being transferred to the customer over time rather than upon delivery under the current revenue standard. Due to the short transit periods, the Group does not expect this change to have a material impact on its consolidated financial statements. · Initial non-refundable franchise fees will be recognized over the franchise period as opposed to when the franchisee commences its operations due to franchisees’ rights to access the Group’s logos and brand names which are considered symbolic intellectual properties. As franchise fees do not represent a significant proportion of the Group’s consolidated revenues, the Group does not expect this change to have a material impact on its consolidated financial statements. The Group is also in the process of implementing the appropriate changes to its business processes, systems and controls to support recognition and disclosures under ASC 606. In January 2016, the FASB issued ASU 2016-01, “Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities”, which amends various aspects of the recognition, measurement, presentation, and disclosure for financial instruments. This amendment requires all equity investments to be measured at fair value, with changes in the fair value recognized through net income (other than those accounted for under equity method of accounting or those that result in consolidation of the investee). The ASU is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted only for certain provisions. The most significant impact on the consolidated financial statements of the Group relates to the recognition and measurement of equity investments at fair value in its consolidated statements of comprehensive loss. The Group has elected to use the measurement alternative defined as cost, less impairments, adjusted by observable price changes and will apply the new standard beginning January 1, 2018. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) (“ASU 2016-02”). ASU 2016-02 modifies existing guidance for off-balance sheet treatment of a lessees’ operating leases by requiring lessees to recognize lease assets and lease liabilities. Under ASU 2016-02, lessor accounting is largely unchanged. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The Group is evaluating this guidance and the impact to the Group, as both lessor and lessee, on the consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments (“ASU 2016-15”). ASU 2016-15 reduces the existing diversity in practice in financial reporting across all industries by clarifying certain existing principles in ASC 230, Statement of Cash Flows , (“ASC 230”) including providing additional guidance on how and what an entity should consider in determining the classification of certain cash flows. In addition, in November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230), Restricted Cash (“ASU 2016-18”). ASU 2016-18 clarifies certain existing principles in ASC 230, including providing additional guidance related to transfers between cash and restricted cash and how entities present, in their statement of cash flows, the cash receipts and cash payments that directly affect the restricted cash accounts. These ASUs will be effective for the Group’s fiscal year beginning January 1, 2018 and subsequent interim periods. Early adoption is permitted. The adoption of ASU 2016-15 and ASU 2016-18 will modify the Group’s current disclosures and classifications within the consolidated statement of cash flows but they are not expected to have a material effect on the Group’s consolidated financial statements. In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory . Under the new standard, the selling (transferring) entity is required to recognize a current tax expense or benefit upon transfer of the asset. Similarly, the purchasing (receiving) entity is required to recognize a deferred tax asset or liability, as well as the related deferred tax benefit or expense, upon purchase or receipt of the asset. This pronouncement is effective for reporting periods beginning after December 15, 2017, with early adoption permitted. The Group does not believe this standard will have a material impact on the consolidated financial statements. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying Definition of a Business (“ASU 2017-01”). ASU 2017-01 clarifies the framework for determining whether an integrated set of assets and activities meets the definition of a business. The revised framework establishes a screen for determining whether an integrated set of assets and activities is a business and narrows the definition of a business, which is expected to result in fewer transactions being accounted for as business combinations. Acquisitions of integrated sets of assets and activities that do not meet the definition of a business are accounted for as asset acquisitions. This update is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017, with early adoption permitted for transactions that have not been reported in previously issued (or available to be issued) financial statements. The Group does not believe this standard will have a material impact on the consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment (“ASU 2017-04”), which simplifies the accounting for goodwill impairment by eliminating Step two from the goodwill impairment test. If the carrying amount of a reporting unit exceeds its fair value, an impairment loss shall be recognized in an amount equal to that excess, versus determining an implied fair value in Step two to measure the impairment loss. The guidance is effective for annual and interim impairment tests performed in periods beginning after December 15, 2019. Early adoption is permitted for all entities for annual and interim goodwill impairment testing dates on or after January 1, 2017. The guidance should be applied on a prospective basis. The Group does not believe this standard will have a material impact on the consolidated financial statements. In February 2017, the FASB issued ASU 2017-05, Other Income-Gains and Losses from the Derecognition of Nonfinancial Assets (“ASU 2017-05”). ASU 2017-05 defines an in-substance nonfinancial asset and clarifies guidance related to partial sales of nonfinancial assets. This standard is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017, with early adoption permitted. The Group does not believe this standard will have a material impact on the consolidated financial statements. In May 2017, the FASB issued ASU 2017-09, Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting that provides clarification on accounting for modifications in share-based payment awards. This guidance is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2017. Early adoption is permitted. The adoption of this guidance is not expected to have an impact on the Group’s consolidated financial statements or related disclosures unless there are modifications to the Group’s share-based payment awards. |
ORGANIZATION AND BASIS OF PRE36
ORGANIZATION AND BASIS OF PRESENTATION (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
ORGANIZATION AND BASIS OF PRESENTATION | |
Summary of details of the Company's principal subsidiaries and VIE | Details of the Company’s principal subsidiaries and VIE as of December 31, 2017 are as follows: Name of Company Place and date of incorporation/ registration and Percentage of Principal activities Subsidiaries: Eight Hundred Logistics Technologies Corporation BVI/ % Investment holding BEST Logistics Technologies Limited HK/ % Investment holding BEST Logistics Technologies (China) Co., Ltd. (“BEST China”) PRC/ % Freight delivery and Supply chain management services BEST Store Network (Hangzhou) Co., Ltd. PRC/ % Store + services Zhejiang BEST Technology Co., Ltd. PRC/ % Logistics technical services Xinyuan Financial Leasing (Zhejiang) Co., Ltd. PRC/ % Financial services BEST Logistics Technologies (Ningbo Free Trade Zone) Co., Ltd. PRC/ % Supply chain management services VIE Hangzhou BEST Network Technologies Co., Ltd. PRC Nil Express delivery services VIE’s subsidiary: Sichuan Wowo Supermarket Chain Co.,Ltd. PRC Nil Convenience Store operations * In December 2017, BEST Finance Lease (Zhejiang) Co., Ltd. has been renamed Xinyuan Financial Leasing (Zhejiang) Co., Ltd. |
Schedule of carrying amounts of the assets, liabilities and the results of operations of the VIE | As at December 31 2016 2017 2017 RMB RMB US$ ASSETS Current assets: Cash and cash equivalents Restricted cash Accounts receivable, net Inventories Short-term investments Prepayments and other current assets Amounts due from related parties Total current assets Non-current assets: Property and equipment, net Intangible assets, net — Goodwill Other non-current assets Total non-current assets Total assets LIABILITIES Current liabilities: Short-term bank loans Accounts and notes payable Customer advances and deposits Accrued expenses and other liabilities Capital lease obligation Amounts due to related parties Total current liabilities Capital lease obligation — — Deferred tax liabilities — Other non-current liabilities — Total non-current liabilities Total liabilities For the years ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Total revenue Net loss ) ) ) ) Net cash (used in)/generated from operating activities ) ) Net cash used in investing activities ) ) ) ) Net cash generated from financing activities |
SUMMARY OF SIGNIFICANT ACCOUN37
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of estimated useful lives of the assets | Category Estimated Useful Life Machinery and electronic equipment 3 - 5 years Motor vehicles 3 years Leasehold improvements Lesser of useful life or lease term |
Schedule of estimated economic lives of intangible assets | Category Estimated Useful Life Customer relationships 3-5 years Software 3-8 years Domain name 10 years Brand name 20 years Others 2~3 years |
BUSINESS COMBINATIONS (Tables)
BUSINESS COMBINATIONS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
BUSINESS COMBINATIONS | |
Schedule of fair values of the assets acquired and liabilities assumed | RMB USD Consideration: Cash Less: Cash Inventories Other current assets Brand name Other non-current assets Short-term bank loans ) ) Other current liabilities ) ) Other non-current liabilities ) ) Deferred tax liabilities ) ) Non controlling interests ) ) Goodwill |
Schedule of pro forma revenue and net loss | Year ended December 31, 2017 Pro forma As As RMB RMB US$ Revenue Net loss ) ) ) |
ACCOUNTS AND NOTES RECEIVABLE39
ACCOUNTS AND NOTES RECEIVABLE, NET (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
ACCOUNTS AND NOTES RECEIVABLE, NET | |
Schedule of accounts and notes receivable, net | As at December 31 2016 2017 2017 RMB RMB US$ Accounts receivable Notes receivable Allowance for doubtful accounts ) ) ) Accounts and notes receivable, net |
Schedule of movements in allowance for doubtful accounts | As at December 31 2015 2016 2017 2017 RMB RMB RMB US$ Balance at beginning of the year ) ) ) ) Additions ) ) ) ) Write-offs Balance at end of the year ) ) ) ) |
PROPERTY AND EQUIPMENT, NET (Ta
PROPERTY AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
PROPERTY AND EQUIPMENT, NET | |
Schedule of property and equipment, net | As at December 31 2016 2017 2017 RMB RMB US$ Machinery and electronic equipment Leasehold improvements Motor vehicles Construction in progress Less: accumulated depreciation ) ) ) |
INTANGIBLE ASSETS, NET (Tables)
INTANGIBLE ASSETS, NET (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
INTANGIBLE ASSETS, NET | |
Schedule of intangible assets, net | As at December 31 2016 2017 2017 RMB RMB US$ Customer relationships Brand name — Software Domain name Others Less: accumulated amortization ) ) ) Impairment losses ) ) ) |
Schedule of estimated amortization expense relating to existing intangible assets | RMB 2018 2019 2020 2021 2022 |
LEASE RENTAL RECEIVABLES (Table
LEASE RENTAL RECEIVABLES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
LEASE RENTAL RECEIVABLES | |
Schedule of lease rental receivables | As at 2016 2017 2017 RMB RMB US$ Current assets: Direct financing leases Sales-type leases Non-current assets: Direct financing leases Sales-type leases — |
Schedule of net investment in financing leases | As at 2016 2017 2017 RMB RMB US$ Total minimum lease payments receivable Less: Executory costs — — — Minimum lease payments receivable Less: Allowance for uncollectibles — — — Net minimum lease payments receivable Unguaranteed residuals — — — Less: Unearned income ) ) ) Net investment in financing leases Current portion Non-current portion |
Schedule of future minimum lease payments to be received | RMB 2018 2019 2020 2021 2022 Thereafter |
GOODWILL (Tables)
GOODWILL (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
GOODWILL | |
Schedule of Goodwill | Reporting units/operating segment Express Freight Store + Others Total Balance as of January 1, 2016 — — Goodwill acquired — — — Balance as of December 31, 2016 — — Goodwill acquired — — Balance as of December 31, 2017 Balance as of December 31, 2017 (US$) |
SHORT-TERM BANK LOANS (Tables)
SHORT-TERM BANK LOANS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
SHORT-TERM BANK LOANS | |
Schedule of short-term bank loans | As at December 31 2016 2017 2017 RMB RMB US$ Short-term bank loans guaranteed by subsidiaries within the Group Short-term bank loans guaranteed by a senior executive (Note 20) — — Short-term bank loans pledged by deposit |
ACCRUED EXPENSES AND OTHER LI45
ACCRUED EXPENSES AND OTHER LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
ACCRUED EXPENSES AND OTHER LIABILITIES | |
Schedule accrued expenses and other liabilities | As at December 31 2016 2017 2017 RMB RMB US$ Salary and welfare payable Accrual for purchase of property and equipment Accrued expenses Payable for business acquisitions (Note 4) Payable for repurchases of preferred shares (Note 20) — — Others |
REDEEMABLE CONVERTIBLE PREFER46
REDEEMABLE CONVERTIBLE PREFERRED SHARES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |
Schedule of the movement in the carrying value of the Preferred Shares | Mezzanine equity Series A Series B Series C Series D Series E Series F Series G-1 Series G-2 Total RMB RMB RMB RMB RMB RMB RMB RMB RMB Balance as of January 1, 2016 — — Issuance of Series G-1 preferred shares — — — — — — — Less: Series G-1 preferred shares issuance costs — — — — — — ) — ) Issuance of Series G-2 preferred shares — — — — — — — Less: Series G-2 preferred shares issuance costs — — — — — — — ) ) Modification of preferred shares — — — — Repurchase of Series B, C, D, E preferred shares — ) ) ) ) — — — ) Accretion to redemption value of Preferred Shares Balance as of December 31, 2016 Conversion of Preferred Shares to ordinary shares (Note 19) ) ) ) ) ) ) ) ) ) Balance as of December 31, 2017 — — — — — — — — — Balance as of December 31, 2017 (US$) — — — — — — — — — |
TAXATION (Tables)
TAXATION (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
TAXATION | |
Schedule of company's loss before income tax and share of net (loss) income of equity investees | For the year ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ PRC ) ) ) ) Non-PRC ) ) ) ) ) ) |
Schedule of current and deferred components of income tax expense | For the year ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Current income tax — ) ) ) Deferred income tax — — — ) ) ) |
Reconciliation of the differences between PRC statutory tax rate and the Group's effective tax rate | For the year ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Loss before income taxes and share of net (loss) income of equity investees Income tax computed at the statutory tax rate of 25% Non-deductible expenses ) ) ) ) Effect of different tax rates in different jurisdictions and preferential tax rate ) ) ) ) Tax incentive in relation to deduction limits of certain expenses Non-taxable income Over-accrued EIT for previous years — — ) ) Deferred tax — — ) ) Unutilized expired tax loss ) ) ) ) Change in valuation allowance ) ) ) ) — ) ) ) |
Schedule of Components of Deferred tax | As at December 31 2016 2017 2017 RMB RMB US$ Deferred tax assets, non-current Accrued expenses Customer advances and deposits Allowance for doubtful accounts and inventory provision Depreciation and amortization expense Net operating losses carrying forward Total deferred tax assets Valuation allowance* ) ) ) Total deferred tax assets net of valuation allowance — — — * The Group recorded a full valuation allowance against deferred tax assets of those subsidiaries and VIE that are in a cumulative loss as of December 31, 2016 and 2017. 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 at December 31 2016 2017 2017 RMB RMB US$ Deferred tax liabilities Long-lived assets arising from acquisition — |
Schedule of roll-forward of unrecognized tax benefits | As at December 31 2016 2017 2017 RMB RMB US$ Beginning balance Additions based on tax positions related to current year Decreases based on tax positions related to prior years ) ) ) Ending balance |
LOSS PER SHARE (Tables)
LOSS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
LOSS PER SHARE | |
Schedule of basic and diluted loss per share | For the year ended December 31, 2015 2016 2017 2017 2017 2017 2017 2017 Ordinary Ordinary Class A Class A Class B Class B Class C Class C RMB RMB RMB US$ RMB US$ RMB US$ Basic loss per share: Numerator: Net loss attributable to BEST Inc. ) ) ) ) ) ) ) ) Accretion to redemption value of redeemable convertible preferred shares ) ) — — — — — — Deemed dividend-Repurchase of redeemable convertible preferred shares — ) — — — — — — Deemed dividend-Modification of redeemable convertible preferred shares — ) — — — — — — Deemed dividend-Extinguishment loss of Series D redeemable convertible preferred shares ) — — — — — — — Net loss attributable to ordinary shareholders—basic ) ) ) ) ) ) ) ) Denominator: Weighted average number of ordinary shares outstanding—basic Basic loss per share ) ) ) ) ) ) ) ) For the year ended December 31, 2015 2016 2017 2017 2017 2017 2017 2017 Ordinary Ordinary Class A Class A Class B Class B Class C Class C RMB RMB RMB US$ RMB US$ RMB US$ Diluted loss per share: Numerator: Net loss attributable to ordinary shareholders—basic ) ) ) ) ) ) ) ) Reallocation of net loss attributable to ordinary shareholders as a result of conversion of Class C and Class B to Class A ordinary shares (Note 19) — — ) ) — — — — Net loss attributable to ordinary shareholders—diluted ) ) ) ) ) ) ) ) Denominator: Weighted average number of ordinary shares outstanding—basic Conversion of Class C and Class B to Class A ordinary shares (Note 19) — — — — — — Weighted average number of ordinary shares outstanding - diluted Diluted loss per share ) ) ) ) ) ) ) ) |
SHARE-BASED PAYMENTS (Tables)
SHARE-BASED PAYMENTS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
SHARE-BASED PAYMENTS | |
Schedule of assumptions used to estimate the fair value of the share options granted to employees | For the year ended December 31, 2015 2016 2017 Risk-free interest rate 2.13% ~ 2.27% 1.49% ~ 2.45% 2.32% ~ 2.41% Expected volatility range 37.8% ~ 38.0% 37.5% ~ 37.8% 40.5% ~ 44.1% Suboptimal exercise factor Fair market value per ordinary share US$2.51 ~ $3.78 US$5.17 ~ $5.53 US$5.08 ~ $11.24 |
Summary of total share-based compensation expense recognized | For the year ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Expensed as cost of revenues — — Expensed as general and administrative — — Expensed as selling — — Expensed as research and development — — Total share-based compensation expenses — — |
2008 Plan | |
SHARE-BASED PAYMENTS | |
Summary of the employee share option activity | Number of Weighted- Weighted- Weighted- Aggregate US$ US$ Years US$ Outstanding, December 31, 2016 Granted Exercised ) Forfeited ) Outstanding, December 31, 2017 Vested and expected to vest at December 31, 2017 Exercisable at December 31, 2017 |
Summary of the non-employee share option activity | Number of Weighted- Weighted- Weighted- Aggregate US$ US$ Years US$ Outstanding, December 31, 2016 Granted Forfeited — — — Outstanding, December 31, 2017 Vested and expected to vest at December 31, 2017 Exercisable at December 31, 2017 |
2017 Plan | |
SHARE-BASED PAYMENTS | |
Summary of the employee share option activity | Number of Weighted- Weighted- Weighted- Aggregate US$ US$ Years US$ Outstanding, December 31, 2016 — — — — — Granted Forfeited — — — Outstanding, December 31, 2017 — Vested and expected to vest at December 31, 2017 — Exercisable at December 31, 2017 — — — — — |
Restricted Shares | 2017 Plan | |
SHARE-BASED PAYMENTS | |
Summary of the non-employee share option activity | Number of Weighted- US$ Outstanding, December 31, 2016 — — Granted Forfeited — — Outstanding, December 31, 2017 Vested and expected to vest at December 31, 2017 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
RELATED PARTY TRANSACTIONS | |
Schedule of related parties, their related transactions and balances | a) Related Parties Name of Related Parties Relationship with the Group Mr. Shao-Ning Johnny Chou A shareholder and senior executive of the Group Zhejiang Cainiao Supply Chain Management Co. Ltd (“Cainiao”) Entity controlled by a principal shareholder of the Group b) The Group had the following related party transactions: For the years ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Rendering of express delivery and supply chain management services: Cainiao For the years ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Rental of warehouse as a lessee: Cainiao — — For the years ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Operating costs paid on behalf of the Company: Cainiao — — c) The Group had the following related party balances at the end of the year: As at December 31 2016 2017 2017 RMB RMB US$ Amounts due from related parties: Cainiao As at December 31 2016 2017 2017 RMB RMB US$ Amounts due to related parties: Cainiao — Entity controlled by a principal shareholder |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
SEGMENT REPORTING | |
Summary of group's operating segment results | For the year ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Revenue: Supply chain management Express delivery Freight delivery Store + Others Inter-segment* ) ) ) ) Total revenue Cost of revenue: Supply chain management Express delivery Freight delivery Store + Others Inter-segment* ) ) ) ) Total cost of revenue Gross (loss)/profit: Supply chain management Express delivery ) ) Freight delivery ) ) ) ) Store + ) ) Others Inter-segment* ) ) ) ) Total gross (loss)/profit ) ) (*) The inter-segment eliminations mainly consist of (i) express delivery services provided by the Express delivery services segment to the Supply chain management services segment; and (ii) supply chain management services provided by the Supply chain management services segment to the Store + services segment, and (iii) services provided by the Others segment to the Express delivery services, Freight delivery services and Supply chain management services segment, for the years ended December 31, 2015, 2016 and 2017, respectively. |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
FAIR VALUE MEASUREMENTS | |
Schedule of fair value measurement hierarchy of the financial instruments | Fair value measurements as at December 31, 2016 using Quoted Significant Significant Total RMB RMB RMB RMB Recurring fair value measurement for: Derivative — — |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
COMMITMENTS AND CONTINGENCIES | |
Schedule of future minimum payments under non-cancellable operating leases | RMB US$ 2018 2019 2020 2021 2022 |
ACCUMULATED OTHER COMPREHENSI54
ACCUMULATED OTHER COMPREHENSIVE (LOSS)/ INCOME (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
ACCUMULATED OTHER COMPREHENSIVE (LOSS)/ INCOME | |
Schedule of accumulated other comprehensive (loss)/ income | RMB Balance as of January 1, 2015 ) Foreign currency translation adjustments Balance as of December 31, 2015 Foreign currency translation adjustments Balance as of December 31, 2016 Foreign currency translation adjustments ) Balance as of December 31, 2017 Balance as of December 31, 2017 (US$) |
CONDENSED FINANCIAL INFORMATI55
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY | |
Schedule of Condensed Balance Sheets | As at December 31 Notes 2016 2017 2017 RMB RMB US$ Current assets: Cash Prepayments and other current assets — Total current assets Non-current assets: Other non-current assets — Investments in subsidiaries Total non-current assets: Total assets Current liabilities: Accrued liabilities and other payables Non-current liabilities: Long-term payable due to subsidiaries Total liabilities As at December 31 Notes 2016 2017 2017 RMB RMB US$ Mezzanine equity: Series A redeemable convertible preferred shares (par value of US$0.01 and US$ nil per share as of December 31, 2016 and 2017; 30,000,000 and nil shares authorized, issued and outstanding as of December 31, 2016 and 2017, respectively) 14 — — Series B redeemable convertible preferred shares (par value of US$0.01 and US$ nil per share as of December 31, 2016 and 2017; 20,000,000 and nil shares authorized as of December 31, 2016 and 2017, 10,343,535 and nil shares issued and outstanding as of December 31, 2016 and 2017, respectively) 14 — — Series C redeemable convertible preferred shares (par value of US$0.01 and US$ nil per share as of December 31, 2016 and 2017; 16,173,914 and nil shares authorized as of December 31, 2016 and 2017, 12,981,287 and nil shares issued and outstanding as of December 31, 2016 and 2017, respectively) 14 — — Series D redeemable convertible preferred shares (par value of US$0.01 and US$ nil per share as of December 31, 2016 and 2017; 29,896,623 and nil shares authorized as of December 31, 2016 and 2017, 28,820,219 and nil shares issued and outstanding as of December 31, 2016 and 2017, respectively) 14 — — Series E redeemable convertible preferred shares (par value of US$0.01 and US$ nil per share as of December 31, 2016 and 2017; 42,731,874 and nil shares authorized as of December 31, 2016 and 2017, 41,177,988 and nil shares issued and outstanding as of December 31, 2016 and 2017, respectively) 14 — — As at December 31 Notes 2016 2017 2017 RMB RMB US$ Series F redeemable convertible preferred shares (par value of US$0.01 and US$ nil per share as of December 31, 2016 and 2017; 56,680,441 and nil shares authorized, issued and outstanding as of December 31, 2016 and 2017, respectively) 14 — — Series G-1 redeemable convertible preferred shares (par value of US$0.01 and US$ nil per share as of December 31, 2016 and 2017; 15,479,382 and nil shares authorized, issued and outstanding as of December 31, 2016 and 2017, respectively) 14 — — Series G-2 redeemable convertible preferred shares (par value of US$0.01 and US$ nil per share as of December 31, 2016 and 2017; 68,551,547 and nil shares authorized, issued and outstanding as of December 31, 2016 and 2017, respectively) 14 — — Total mezzanine equity — — As at December 31 Notes 2016 2017 2017 RMB RMB US$ Shareholders’ (deficit)/equity : Ordinary shares (par value of US$0.01 and US$ nil per share as of December 31, 2016 and 2017; 420,486,219 shares authorized as of December 31, 2016 and 2017; 60,000,000 and nil shares issued and outstanding as of December 31, 2016 and 2017, respectively) 19 — — Class A ordinary shares (par value of US$ nil and US$0.01 per share as of December 31, 2016 and 2017; nil and 1,858,134,053 shares authorized as of December 31, 2016 and 2017; nil and 232,648,452 shares issued and outstanding as of December 31, 2016 and 2017, respectively) 19 — Class B ordinary shares (par value of US$ nil and US$0.01 per share as of December 31, 2016 and 2017; nil and 94,075,249 shares authorized, issued and outstanding as of December 31, 2016 and 2017, respectively) 19 — Class C ordinary shares (par value of US$ nil and US$0.01 per share as of December 31, 2016 and 2017; nil and 47,790,698 shares authorized, issued and outstanding as of December 31, 2016 and 2017, respectively) 19 — Additional paid in capital — Accumulated deficit ) ) ) Accumulated other comprehensive income BEST Inc. shareholders’ (deficit)/equity ) Total liabilities, mezzanine equity and shareholders’ (deficit)/equity |
Schedule of Condensed Statements of Comprehensive Loss | Condensed Statements of Comprehensive Loss For the years ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Operating expenses General and administrative expenses ) ) ) ) Operating loss ) ) ) ) Share of losses of subsidiaries and VIE ) ) ) ) Interest expense — — ) ) Interest income Net loss ) ) ) ) Accretion to redemption value of Redeemable Convertible Preferred Shares ) ) — — Deemed dividend—Repurchase of Redeemable Convertible Preferred Shares — ) — — Deemed dividend—Modification of Redeemable Convertible Preferred Shares — ) — — Deemed dividend—Extinguishment loss of Series D Redeemable Convertible Preferred Shares ) — — — Net loss attributable to ordinary shareholders ) ) ) ) Other comprehensive income (loss), net of tax of nil 26,182 73,368 ) ) Comprehensive loss ) ) ) ) |
Schedule of Condensed Statements of Cash Flows | For the years ended December 31, 2015 2016 2017 2017 RMB RMB RMB US$ Net cash (used in)/generate from operating activities ) ) Net cash used in investing activities ) ) ) ) Net cash generated from financing activities Net increase in cash and cash equivalents Cash and cash equivalents at beginning of the year Cash and cash equivalents at end of the year |
ORGANIZATION AND BASIS OF PRE56
ORGANIZATION AND BASIS OF PRESENTATION (Details) | 12 Months Ended |
Dec. 31, 2017 | |
BEST BVI | |
ORGANIZATION AND BASIS OF PRESENTATION | |
Percentage of equity interest in subsidiary attributable to the Company | 100.00% |
BEST HK | |
ORGANIZATION AND BASIS OF PRESENTATION | |
Percentage of equity interest in subsidiary attributable to the Company | 100.00% |
BEST China | |
ORGANIZATION AND BASIS OF PRESENTATION | |
Percentage of equity interest in subsidiary attributable to the Company | 100.00% |
BEST Store | |
ORGANIZATION AND BASIS OF PRESENTATION | |
Percentage of equity interest in subsidiary attributable to the Company | 100.00% |
BEST Technology | |
ORGANIZATION AND BASIS OF PRESENTATION | |
Percentage of equity interest in subsidiary attributable to the Company | 100.00% |
BEST Finance | |
ORGANIZATION AND BASIS OF PRESENTATION | |
Percentage of equity interest in subsidiary attributable to the Company | 100.00% |
BEST Ningbo | |
ORGANIZATION AND BASIS OF PRESENTATION | |
Percentage of equity interest in subsidiary attributable to the Company | 100.00% |
BEST Network | |
ORGANIZATION AND BASIS OF PRESENTATION | |
Percentage of equity interest in VIE attributable to the Company | 0.00% |
Wowo | |
ORGANIZATION AND BASIS OF PRESENTATION | |
Percentage of equity interest in VIE attributable to the Company | 0.00% |
ORGANIZATION AND BASIS OF PRE57
ORGANIZATION AND BASIS OF PRESENTATION - Contractual Agreements (Details) - BEST Technology ¥ in Thousands | 12 Months Ended |
Dec. 31, 2017CNY (¥) | |
Loan Agreements | |
Contractual Agreements | |
Interest-free loans | ¥ 13,780 |
Exclusive Technical Support and Service Agreement | |
Contractual Agreements | |
Agreement term | 20 years |
Proxy Agreement | |
Contractual Agreements | |
Agreement term | 20 years |
ORGANIZATION AND BASIS OF PRE58
ORGANIZATION AND BASIS OF PRESENTATION - Assets, liabilities and the results of operations of the VIE (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||||||
Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2016CNY (¥) | Dec. 31, 2014CNY (¥) | |
Current assets: | ||||||||
Cash and cash equivalents | $ 190,651 | ¥ 291,064 | ¥ 1,240,431 | $ 449,961 | ¥ 2,927,581 | ¥ 219,776 | ||
Restricted cash | 254,008 | 1,652,653 | 374,363 | |||||
Inventories | 24,126 | 156,974 | 82,083 | |||||
Short-term investments | 361,751 | 2,353,663 | 62,000 | |||||
Prepayments and other current assets | 224,360 | 1,459,755 | 770,643 | |||||
Amounts due from related parties | 25,344 | 164,894 | 83,302 | |||||
Non-current assets: | ||||||||
Property and equipment, net | 200,954 | 1,307,470 | 947,505 | |||||
Intangible assets, net | 24,370 | 158,556 | 13,516 | |||||
Goodwill | 68,946 | 239,564 | 448,584 | 247,203 | ||||
Other non-current assets | 9,577 | 62,314 | 87,395 | |||||
Current liabilities: | ||||||||
Short-term bank loans | 186,955 | 1,216,384 | 458,000 | |||||
Accounts and notes payable | 367,089 | 2,388,393 | 1,575,793 | |||||
Customer advances and deposits | 139,923 | 910,383 | 676,319 | |||||
Accrued expenses and other liabilities | 282,996 | 1,841,273 | 1,225,611 | |||||
Capital lease obligation | 1,111 | 7,227 | 13,215 | |||||
Amounts due to related parties | 1,983 | 12,902 | 891 | |||||
Capital lease obligation | 281 | 1,828 | 7,535 | |||||
Other non-current liabilities | 11,578 | 75,327 | 3,917 | |||||
Pledge or collateralization of the VIE's assets that can only be used to settle obligations of the VIE | 0 | |||||||
Total revenue | 3,072,339 | ¥ 19,989,562 | ¥ 8,844,137 | 5,256,327 | ||||
Net loss | (188,723) | (1,227,893) | (1,363,480) | (1,059,443) | ||||
Net cash (used in)/generated from operating activities | 17,988 | 117,036 | (788,794) | (312,180) | ||||
Net cash used in investing activities | (646,439) | (4,205,923) | (843,844) | (557,305) | ||||
Net cash generated from financing activities | 372,022 | ¥ 2,420,488 | ¥ 4,110,498 | ¥ 905,337 | ||||
Aggregated VIE | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | 18,085 | 117,664 | 229,700 | |||||
Restricted cash | 3,621 | 23,559 | 85,502 | |||||
Accounts receivable, net | 31,753 | 206,593 | 89,322 | |||||
Inventories | 11,776 | 76,595 | 29,254 | |||||
Short-term investments | 25,765 | 167,638 | 22,000 | |||||
Prepayments and other current assets | 129,904 | 845,197 | 455,884 | |||||
Amounts due from related parties | 14,510 | 94,412 | 42,361 | |||||
Total current assets | 235,414 | 1,531,658 | 954,023 | |||||
Non-current assets: | ||||||||
Property and equipment, net | 122,094 | 794,382 | 614,702 | |||||
Intangible assets, net | 18,346 | 119,364 | ||||||
Goodwill | 63,057 | 410,271 | 241,623 | |||||
Other non-current assets | 7,250 | 47,173 | 78,633 | |||||
Total non-current assets | 210,747 | 1,371,190 | 934,958 | |||||
Total assets | 446,161 | 2,902,848 | 1,888,981 | |||||
Current liabilities: | ||||||||
Short-term bank loans | 86,839 | 565,000 | 298,000 | |||||
Accounts and notes payable | 219,021 | 1,425,018 | 941,467 | |||||
Customer advances and deposits | 111,201 | 723,508 | 500,957 | |||||
Accrued expenses and other liabilities | 167,563 | 1,090,217 | 615,443 | |||||
Capital lease obligation | 1,111 | 7,227 | 13,215 | |||||
Amounts due to related parties | 215,333 | 1,401,016 | 1,726,088 | |||||
Total current liabilities | 801,068 | 5,211,986 | 4,095,170 | |||||
Capital lease obligation | 7,535 | |||||||
Deferred tax liabilities | 4,449 | 28,945 | ||||||
Other non-current liabilities | 10,859 | 70,649 | ||||||
Total non-current liabilities | 15,308 | 99,594 | 7,535 | |||||
Total liabilities | $ 816,376 | ¥ 5,311,580 | ¥ 4,102,705 | |||||
Percentage of revenue contribution by VIE | 66.00% | 66.00% | 61.00% | 71.00% | ||||
Total revenue | $ 2,036,709 | ¥ 13,251,443 | ¥ 5,422,100 | ¥ 3,761,855 | ||||
Net loss | (34,060) | (221,601) | (627,302) | (558,773) | ||||
Net cash (used in)/generated from operating activities | 42,654 | 277,518 | (381,642) | (178,511) | ||||
Net cash used in investing activities | (100,914) | (656,571) | (441,555) | (288,204) | ||||
Net cash generated from financing activities | $ 41,040 | ¥ 267,017 | ¥ 960,576 | ¥ 473,877 |
SUMMARY OF SIGNIFICANT ACCOUN59
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | Dec. 31, 2017$ / ¥ |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Convenience translation rate (RMB to USD) | 0.1537 |
SUMMARY OF SIGNIFICANT ACCOUN60
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property and equipment, net (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | |
Property and equipment, net | |||
Property and equipment, gross | $ 325,513 | ¥ 2,117,883 | ¥ 1,433,905 |
Machinery and electronic equipment | |||
Property and equipment, net | |||
Property and equipment, gross | $ 206,451 | 1,343,230 | 958,951 |
Motor vehicles | |||
Property and equipment, net | |||
Estimated useful life | P3Y | ||
Property and equipment, gross | $ 1,269 | 8,256 | 14,484 |
Construction in progress | |||
Property and equipment, net | |||
Property and equipment, gross | $ 34,357 | ¥ 223,535 | ¥ 63,351 |
Minimum | Machinery and electronic equipment | |||
Property and equipment, net | |||
Estimated useful life | P3Y | ||
Maximum | Machinery and electronic equipment | |||
Property and equipment, net | |||
Estimated useful life | P5Y |
SUMMARY OF SIGNIFICANT ACCOUN61
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Goodwill (Details) - segment | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Number of operating segments | 5 | |
Number of reporting units | 4 | 2 |
SUMMARY OF SIGNIFICANT ACCOUN62
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Intangible assets (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Customer relationships | Minimum | |
Intangible assets | |
Estimated useful life | 3 years |
Customer relationships | Maximum | |
Intangible assets | |
Estimated useful life | 5 years |
Software | Minimum | |
Intangible assets | |
Estimated useful life | 3 years |
Software | Maximum | |
Intangible assets | |
Estimated useful life | 8 years |
Domain name | |
Intangible assets | |
Estimated useful life | 10 years |
Brand name | |
Intangible assets | |
Estimated useful life | 20 years |
Others | Minimum | |
Intangible assets | |
Estimated useful life | 2 years |
Others | Maximum | |
Intangible assets | |
Estimated useful life | 3 years |
SUMMARY OF SIGNIFICANT ACCOUN63
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Modification of redeemable convertible preferred shares, Inventories, Cost of revenue and Selling expenses (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||
Minimum amendment changes from fair value of redeemable convertible preferred shares | 10.00% | 10.00% | ||
Fees incurred to franchisees | $ 845,727 | ¥ 5,502,555 | ¥ 0 | |
Advertising expenses | 2,367 | 15,401 | 15,089 | ¥ 6,957 |
Shipping and handling costs | 31,341 | 203,916 | 74,022 | ¥ 1,130 |
Retail store occupancy costs | $ 10,828 | ¥ 70,450 | ¥ 0 |
SUMMARY OF SIGNIFICANT ACCOUN64
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Leases (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | |
Minimum | ||||
Leases | ||||
Lessor finance lease term | P2Y | P2Y | ||
Maximum | ||||
Leases | ||||
Lessor finance lease term | P10Y | P10Y | ||
Other revenue | ||||
Leases | ||||
Interest income | $ 9,556 | ¥ 62,174 | ¥ 3,592 | ¥ 1,326 |
CONCENTRATION OF RISKS (Details
CONCENTRATION OF RISKS (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015 | Dec. 31, 2017CNY (¥) | |
Concentration of credit risk | |||||
CONCENTRATION OF RISKS | |||||
Cash and cash equivalents and restricted cash | $ 455,671 | ¥ 728,573 | ¥ 2,964,731 | ||
Financing lease receivables | $ 144,929 | ¥ 110,843 | 942,946 | ||
Allowance for credit losses | ¥ 0 | ||||
Interest rate risk | |||||
CONCENTRATION OF RISKS | |||||
Hypothetical increase or decrease in interest rate | 1.00% | 1.00% | |||
Increase or decrease in interest expense | $ 108 | ¥ 700 | |||
Foreign currency exchange rate risk | |||||
CONCENTRATION OF RISKS | |||||
Depreciation of RMB against US dollar (in percent) | 6.40% | 5.80% | |||
Appreciation of RMB against US dollar (in percent) | 5.80% | 5.80% |
BUSINESS COMBINATIONS (Details)
BUSINESS COMBINATIONS (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017USD ($)item | Dec. 31, 2017CNY (¥)item | Dec. 31, 2016CNY (¥)item | Dec. 31, 2015CNY (¥) | |
BUSINESS COMBINATIONS | ||||
Cash consideration not paid and included in accrued expenses and other liabilities | $ 4,073 | ¥ 26,497 | ¥ 11,368 | ¥ 43,471 |
Franchisee service stations | ||||
BUSINESS COMBINATIONS | ||||
Number of franchise service stations acquired | item | 0 | 0 | 6 | |
Total purchase consideration | ¥ 7,639 | |||
Cash consideration not paid and included in accrued expenses and other liabilities | ¥ 11,368 |
BUSINESS COMBINATIONS - Acquisi
BUSINESS COMBINATIONS - Acquisition of Wowo (Details) ¥ in Thousands, $ in Thousands | Aug. 13, 2017USD ($) | Aug. 13, 2017CNY (¥) | May 04, 2017USD ($) | May 04, 2017CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2017CNY (¥) | May 04, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) |
BUSINESS COMBINATIONS | ||||||||||
Non-controlling interests | $ 104 | ¥ 678 | ||||||||
Goodwill | 68,946 | 448,584 | ¥ 247,203 | ¥ 239,564 | ||||||
Pro forma information | ||||||||||
Revenue - Pro forma | ¥ 20,167,825 | |||||||||
Net loss - Pro forma | (1,228,161) | |||||||||
Revenue - As reported | 3,072,339 | 19,989,562 | ||||||||
Net loss - As reported | (188,749) | ¥ (1,228,060) | ||||||||
Wowo and YDS | ||||||||||
BUSINESS COMBINATIONS | ||||||||||
Total purchase consideration | $ 32,027 | ¥ 208,377 | ||||||||
Cash consideration | 32,027 | ¥ 208,377 | ||||||||
Cash | 421 | 2,737 | ||||||||
Inventories | 8,146 | 53,003 | ||||||||
Other current assets | 24,933 | 162,220 | ||||||||
Other non-current assets | 4,368 | 28,419 | ||||||||
Short-term bank loans | (538) | (3,500) | ||||||||
Other current liabilities | (23,498) | (152,882) | ||||||||
Other non-current liabilities | (8,839) | (57,509) | ||||||||
Deferred tax liabilities | (4,651) | (30,264) | ||||||||
Non controlling interests | (14,082) | (91,623) | ||||||||
Goodwill | $ 27,846 | ¥ 181,176 | ||||||||
Wowo | ||||||||||
BUSINESS COMBINATIONS | ||||||||||
Equity interest acquired (in percent) | 62.50% | 62.50% | ||||||||
Total purchase consideration | $ 13,952 | ¥ 90,778 | ||||||||
YDS | ||||||||||
BUSINESS COMBINATIONS | ||||||||||
Equity interest acquired (in percent) | 79.17% | 79.17% | ||||||||
Non-controlling interests | $ 104 | ¥ 678 | ||||||||
Brand name | Wowo and YDS | ||||||||||
BUSINESS COMBINATIONS | ||||||||||
Intangible assets | $ 17,921 | ¥ 116,600 | ||||||||
Brand name | Wowo | ||||||||||
BUSINESS COMBINATIONS | ||||||||||
Estimated remaining useful life | 20 years | 20 years |
BUSINESS COMBINATIONS - Acqui68
BUSINESS COMBINATIONS - Acquisition of Total Reliance ("TR") (Details) ¥ in Thousands, $ in Thousands | Oct. 12, 2017USD ($) | Oct. 12, 2017CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Oct. 12, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) |
BUSINESS COMBINATIONS | |||||||
Goodwill | $ 68,946 | ¥ 448,584 | ¥ 247,203 | ¥ 239,564 | |||
Total Reliance LLC (TR) | |||||||
BUSINESS COMBINATIONS | |||||||
Equity interest acquired (in percent) | 100.00% | 100.00% | |||||
Total purchase consideration | $ 5,021 | ¥ 32,669 | |||||
Goodwill | 3,105 | ¥ 20,205 | |||||
Maximum contingent payment to be paid | $ | 5,000 | ||||||
Compensation expense | ¥ | ¥ 0 | ||||||
Customer relationships | Total Reliance LLC (TR) | |||||||
BUSINESS COMBINATIONS | |||||||
Intangible assets | $ 1,599 | ¥ 10,402 |
ACCOUNTS AND NOTES RECEIVABLE69
ACCOUNTS AND NOTES RECEIVABLE, NET (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2014CNY (¥) |
ACCOUNTS AND NOTES RECEIVABLE, NET | ||||||
Accounts receivable | $ 113,420 | ¥ 737,946 | ¥ 437,016 | |||
Notes receivable | 323 | 2,100 | 2,346 | |||
Allowance for doubtful accounts | (891) | (5,794) | $ (1,031) | (6,708) | ¥ (7,956) | ¥ (11,555) |
Accounts and notes receivable, net | $ 112,852 | ¥ 734,252 | ¥ 432,654 |
ACCOUNTS AND NOTES RECEIVABLE70
ACCOUNTS AND NOTES RECEIVABLE, NET - Movements in allowance for doubtful accounts (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | |
Movements in allowance for doubtful accounts | ||||
Balance at beginning of the year | $ (1,031) | ¥ (6,708) | ¥ (7,956) | ¥ (11,555) |
Additions | (2,914) | (18,958) | (14,851) | (16,782) |
Write-offs | 3,054 | 19,872 | 16,099 | 20,381 |
Balance at end of the year | $ (891) | ¥ (5,794) | ¥ (6,708) | ¥ (7,956) |
PREPAYMENTS AND OTHER CURRENT71
PREPAYMENTS AND OTHER CURRENT ASSETS (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) |
Prepayments and other current assets | |||
VAT prepayments | $ 80,250 | ¥ 522,129 | ¥ 282,109 |
PROPERTY AND EQUIPMENT, NET (De
PROPERTY AND EQUIPMENT, NET (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2017CNY (¥) | |
PROPERTY AND EQUIPMENT, NET | |||||
Property and equipment, gross | $ 325,513 | ¥ 1,433,905 | ¥ 2,117,883 | ||
Less: accumulated depreciation | (124,559) | (486,400) | (810,413) | ||
Property and equipment, net, Total | 200,954 | 947,505 | 1,307,470 | ||
Future minimum lease payments | |||||
Future minimum lease payments | 1,392 | 9,055 | |||
2,018 | 1,111 | 7,227 | |||
2,019 | 281 | 1,828 | |||
2,020 | 0 | 0 | |||
2,021 | 0 | 0 | |||
2,022 | 0 | 0 | |||
Depreciation expense including assets under capital leases | 53,420 | ¥ 347,567 | 243,190 | ¥ 145,694 | |
Machinery and electronic equipment | |||||
PROPERTY AND EQUIPMENT, NET | |||||
Property and equipment, gross | 206,451 | 958,951 | 1,343,230 | ||
Capital leased assets | |||||
Capital leased assets, gross | 4,483 | 48,910 | 29,167 | ||
Capital leased assets, accumulated depreciation | 1,987 | 25,560 | 12,930 | ||
Leasehold improvements | |||||
PROPERTY AND EQUIPMENT, NET | |||||
Property and equipment, gross | 83,436 | 397,119 | 542,862 | ||
Motor vehicles | |||||
PROPERTY AND EQUIPMENT, NET | |||||
Property and equipment, gross | 1,269 | 14,484 | 8,256 | ||
Construction in progress | |||||
PROPERTY AND EQUIPMENT, NET | |||||
Property and equipment, gross | $ 34,357 | ¥ 63,351 | ¥ 223,535 |
INTANGIBLE ASSETS, NET (Details
INTANGIBLE ASSETS, NET (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2017CNY (¥) | |
INTANGIBLE ASSETS, NET | |||||
Less: accumulated amortization | $ (4,022) | ¥ (8,871) | ¥ (26,174) | ||
Impairment losses | (1,268) | (8,253) | (8,253) | ||
Intangible Assets, net | 24,370 | 13,516 | 158,556 | ||
Amortization expense of intangible assets | 2,512 | ¥ 16,342 | 3,121 | ¥ 1,589 | |
Customer relationships | |||||
INTANGIBLE ASSETS, NET | |||||
Intangible assets, gross | 2,874 | 8,300 | 18,702 | ||
Brand name | |||||
INTANGIBLE ASSETS, NET | |||||
Intangible assets, gross | 17,921 | 116,600 | |||
Software | |||||
INTANGIBLE ASSETS, NET | |||||
Intangible assets, gross | 7,719 | 20,611 | 50,222 | ||
Domain name | |||||
INTANGIBLE ASSETS, NET | |||||
Intangible assets, gross | 204 | 1,329 | 1,329 | ||
Others | |||||
INTANGIBLE ASSETS, NET | |||||
Intangible assets, gross | $ 942 | ¥ 400 | ¥ 6,130 |
INTANGIBLE ASSETS, NET - Estima
INTANGIBLE ASSETS, NET - Estimated amortization expense relating to existing intangible assets (Details) - CNY (¥) ¥ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Estimated amortization expense relating to existing intangible assets | |||
2,018 | ¥ 26,123 | ||
2,019 | 22,546 | ||
2,020 | 13,285 | ||
2,021 | 6,495 | ||
2,022 | 6,232 | ||
Estimated amortization expense in the next five years | 74,681 | ||
Impairment losses on intangible assets | ¥ 0 | ¥ 0 | |
General and administrative expenses | |||
Estimated amortization expense relating to existing intangible assets | |||
Impairment losses on intangible assets | ¥ 8,253 |
LEASE RENTAL RECEIVABLES (Detai
LEASE RENTAL RECEIVABLES (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) |
Current assets: | |||
Direct financing leases | $ 29,162 | ¥ 189,739 | ¥ 21,334 |
Sales-type leases | 610 | 3,964 | 1,958 |
Current assets | 29,772 | 193,703 | 23,292 |
Non-current assets: | |||
Direct financing leases | 114,782 | 746,806 | 87,551 |
Sales-type leases | 375 | 2,437 | |
Non-current assets | 115,157 | 749,243 | 87,551 |
Net investment in financing leases | $ 144,929 | ¥ 942,946 | ¥ 110,843 |
LEASE RENTAL RECEIVABLES - Net
LEASE RENTAL RECEIVABLES - Net investment in financing leases (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) |
LEASE RENTAL RECEIVABLES | |||
Total minimum lease payments receivable | $ 168,493 | ¥ 1,096,260 | ¥ 129,005 |
Minimum lease payments receivable | 168,493 | 1,096,260 | 129,005 |
Net minimum lease payments receivable | 168,493 | 1,096,260 | 129,005 |
Less: Unearned income | (23,564) | (153,314) | (18,162) |
Net investment in financing leases | 144,929 | 942,946 | 110,843 |
Current portion | 29,772 | 193,703 | 23,292 |
Non-current portion | $ 115,157 | ¥ 749,243 | ¥ 87,551 |
LEASE RENTAL RECEIVABLES - Futu
LEASE RENTAL RECEIVABLES - Future minimum lease payments to be received (Details) ¥ in Thousands | Dec. 31, 2017CNY (¥) |
Future minimum lease payments to be received | |
2,018 | ¥ 258,610 |
2,019 | 253,862 |
2,020 | 232,148 |
2,021 | 200,918 |
2,022 | 105,984 |
Thereafter | 44,738 |
Total | ¥ 1,096,260 |
LONG-TERM INVESTMENTS - Cost me
LONG-TERM INVESTMENTS - Cost method investments (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | |
LONG-TERM INVESTMENTS | |||||
Cost method investments | ¥ 23,750 | $ 4,611 | ¥ 30,000 | ||
Impairment losses | ¥ 0 | ¥ 0 | ¥ 0 |
LONG-TERM INVESTMENTS - Equity
LONG-TERM INVESTMENTS - Equity method investments (Details) ¥ in Thousands, $ in Thousands | Jan. 21, 2017CNY (¥)item | May 26, 2015CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) |
Equity method investment | |||||||
Impairment losses | ¥ 0 | ¥ 0 | ¥ 0 | ||||
Dezhi | |||||||
Equity method investment | |||||||
Equity method investments, ownership percentage | 30.00% | ||||||
Cash consideration | ¥ 300 | ||||||
Equity method investment | ¥ 331 | $ 63 | ¥ 409 | ||||
Jinye | |||||||
Equity method investment | |||||||
Equity method investments, ownership percentage | 13.73% | ||||||
Cash consideration | ¥ 7,652 | ||||||
Number of board seat out of total seats | item | 1 | ||||||
Number of total board of seats | item | 5 | ||||||
Equity method investment | $ 1,038 | ¥ 6,758 |
GOODWILL (Details)
GOODWILL (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | |
Changes in goodwill | ||||
Goodwill at beginning of period | ¥ 247,203 | ¥ 239,564 | ||
Goodwill acquired | 201,381 | 7,639 | ||
Goodwill at end of period | $ 68,946 | 448,584 | 247,203 | ¥ 239,564 |
Impairment losses | 0 | 0 | ||
Express delivery | ||||
Changes in goodwill | ||||
Goodwill at beginning of period | 241,623 | 233,984 | ||
Goodwill acquired | 7,639 | |||
Goodwill at end of period | 37,137 | 241,623 | 241,623 | 233,984 |
Freight delivery | ||||
Changes in goodwill | ||||
Goodwill at beginning of period | 5,580 | 5,580 | ||
Goodwill at end of period | 858 | 5,580 | ¥ 5,580 | 5,580 |
Store | ||||
Changes in goodwill | ||||
Goodwill acquired | 181,176 | |||
Goodwill at end of period | 27,846 | 181,176 | ||
Others | ||||
Changes in goodwill | ||||
Goodwill acquired | 20,205 | |||
Goodwill at end of period | $ 3,105 | ¥ 20,205 | ||
General and administrative expenses | ||||
Changes in goodwill | ||||
Impairment losses | ¥ 27,925 |
SHORT-TERM BANK LOANS (Details)
SHORT-TERM BANK LOANS (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) |
SHORT-TERM BANK LOANS | |||
Short-term bank loans guaranteed by subsidiaries within the Group | $ 89,144 | ¥ 580,000 | ¥ 300,000 |
Short-term bank loans guaranteed by a senior executive (Note 20) | 40,000 | ||
Short-term bank loans pledged by deposit | 97,811 | 636,384 | 118,000 |
Total | $ 186,955 | ¥ 1,216,384 | ¥ 458,000 |
Weighted average interest rate (as a percent) | 4.32% | 4.32% | 3.46% |
ACCRUED EXPENSES AND OTHER LI82
ACCRUED EXPENSES AND OTHER LIABILITIES (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) |
ACCRUED EXPENSES AND OTHER LIABILITIES | |||
Salary and welfare payable | $ 158,906 | ¥ 1,033,889 | ¥ 658,190 |
Accrual for purchase of property and equipment | 18,710 | 121,735 | 115,286 |
Accrued expenses | 41,676 | 271,156 | 141,361 |
Payable for business acquisitions (Note 4) | 4,073 | 26,497 | 11,368 |
Payable for repurchases of preferred shares (Note 20) | 97,118 | ||
Others | 59,631 | 387,996 | 202,288 |
Total | $ 282,996 | ¥ 1,841,273 | ¥ 1,225,611 |
REDEEMABLE CONVERTIBLE PREFER83
REDEEMABLE CONVERTIBLE PREFERRED SHARES (Details) $ / shares in Units, ¥ in Thousands, $ in Thousands | Apr. 29, 2016USD ($)$ / sharesshares | Apr. 05, 2016USD ($)shareholdershares | Feb. 02, 2016USD ($)$ / sharesshares | Jan. 15, 2015USD ($)$ / sharesshares | Jan. 15, 2014USD ($)$ / sharesshares | Oct. 25, 2011USD ($)$ / sharesshares | Feb. 01, 2011USD ($)$ / sharesshares | Mar. 31, 2010USD ($)$ / sharesshares | Jun. 18, 2008USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2017CNY (¥)shares | Dec. 31, 2016USD ($) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2015USD ($) |
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Total cash consideration from issuance of redeemable convertible preferred shares | ¥ 4,901,287 | ¥ 811,374 | |||||||||||||
Initial conversion ratio | 1 | ||||||||||||||
Conversion, threshold gross proceeds | $ | $ 300,000 | ||||||||||||||
Conversion, threshold pre-money IPO market valuation | $ | $ 4,000,000 | ||||||||||||||
Conversion, threshold election percentage of shareholders (as a percent) | 66.67% | 66.67% | |||||||||||||
Conversion, threshold election percentage of outstanding shares (as a percent) | 66.67% | 66.67% | |||||||||||||
Registration, threshold Period after the closing of an IPO | 6 months | 6 months | |||||||||||||
Registration termination, threshold period after the closing of a Qualified IPO | 5 years | 5 years | |||||||||||||
Registration termination, threshold period sale of registrable securities | 90 days | 90 days | |||||||||||||
Redemption, threshold period fail to complete | 6 months | 6 months | |||||||||||||
Redemption, threshold period fail to replace | 60 days | 60 days | |||||||||||||
Redemption, threshold election percentage of shareholders (as a percent) | 66.67% | 66.67% | |||||||||||||
Redemption, threshold election percentage of outstanding Shares (as a percent) | 66.67% | 66.67% | |||||||||||||
Denominator used in calculating redemption price per share | $ | $ 1,900,000 | ||||||||||||||
Redemption Price as a percentage of original issuance price | 108.00% | ||||||||||||||
Denominator of a fraction used in calculating redemption price per share | 365 | ||||||||||||||
Deemed dividends related to modification accounting | 423,979 | 0 | |||||||||||||
Extinguishment and simultaneous re-designation (in shares) | shares | 25,000,000 | 25,000,000 | |||||||||||||
Deemed dividend related to extinguishment loss of redeemable convertible preferred shares | 296,677 | ||||||||||||||
Total cash consideration for repurchase of preferred shares | $ 15,114 | ¥ 98,330 | $ 140,000 | 831,535 | |||||||||||
Payable for repurchases of preferred shares | $ | $ 126,000 | ||||||||||||||
Payable for repurchases of preferred shares (Note 7) | 14,000 | 97,118 | |||||||||||||
Accretion charge related to Preferred Shares | 3,661,975 | 3,996,288 | |||||||||||||
Redeemable convertible preferred shares | |||||||||||||||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Dividends declared | $ | $ 0 | $ 0 | $ 0 | ||||||||||||
Deemed dividends related to modification accounting | (423,979) | ||||||||||||||
Accretion charge related to Preferred Shares | 3,661,975 | ||||||||||||||
Series A redeemable convertible preferred shares | |||||||||||||||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Deemed dividends related to modification accounting | (163,982) | ||||||||||||||
Accretion charge related to Preferred Shares | 167,896 | ||||||||||||||
Series B redeemable convertible preferred shares | |||||||||||||||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Deemed dividends related to modification accounting | (95,644) | ||||||||||||||
Repurchase of preferred shares (in shares) | shares | 9,656,465 | ||||||||||||||
Repurchase of preferred shares, number of shareholders | shareholder | 2 | ||||||||||||||
Accretion charge related to Preferred Shares | 95,042 | ||||||||||||||
Series C redeemable convertible preferred shares | |||||||||||||||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Deemed dividends related to modification accounting | (66,583) | ||||||||||||||
Repurchase of preferred shares (in shares) | shares | 3,192,627 | ||||||||||||||
Repurchase of preferred shares, number of shareholders | shareholder | 2 | ||||||||||||||
Accretion charge related to Preferred Shares | 102,469 | ||||||||||||||
Series D redeemable convertible preferred shares | |||||||||||||||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Deemed dividends related to modification accounting | (97,770) | ||||||||||||||
Deemed dividend related to extinguishment loss of redeemable convertible preferred shares | ¥ 296,677 | ||||||||||||||
Repurchase of preferred shares (in shares) | shares | 1,076,404 | ||||||||||||||
Repurchase of preferred shares, number of shareholders | shareholder | 1 | ||||||||||||||
Accretion charge related to Preferred Shares | 230,421 | ||||||||||||||
Series E redeemable convertible preferred shares | |||||||||||||||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Repurchase of preferred shares (in shares) | shares | 1,553,886 | ||||||||||||||
Repurchase of preferred shares, number of shareholders | shareholder | 1 | ||||||||||||||
Accretion charge related to Preferred Shares | 470,928 | ||||||||||||||
Series F redeemable convertible preferred shares | |||||||||||||||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Accretion charge related to Preferred Shares | 631,212 | ||||||||||||||
Series G redeemable convertible preferred shares | |||||||||||||||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Redemption Price as a percentage of original issuance price | 112.00% | ||||||||||||||
Series G-1 redeemable convertible preferred shares | |||||||||||||||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Redeemable convertible preferred shares issued (in shares) | 917,294 | ||||||||||||||
Redeemable convertible preferred shares issued, price per share (in dollars per share) | $ / shares | $ 5.14 | ||||||||||||||
Most favourable conversion price | $ / shares | 9.04 | ||||||||||||||
Accretion charge related to Preferred Shares | 375,095 | ||||||||||||||
Series G-2 redeemable convertible preferred shares | |||||||||||||||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Redeemable convertible preferred shares issued (in shares) | 4,043,402 | ||||||||||||||
Redeemable convertible preferred shares issued, price per share (in dollars per share) | $ / shares | 5.24 | ||||||||||||||
Most favourable conversion price | $ / shares | $ 9.04 | ||||||||||||||
Accretion charge related to Preferred Shares | ¥ 1,588,912 | ||||||||||||||
Alibaba and Champ | Series A redeemable convertible preferred shares | |||||||||||||||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Redeemable convertible preferred shares issued (in shares) | shares | 30,000,000 | ||||||||||||||
Redeemable convertible preferred shares issued, price per share (in dollars per share) | $ / shares | $ 0.50 | ||||||||||||||
Total cash consideration from issuance of redeemable convertible preferred shares | $ | $ 15,000 | ||||||||||||||
CDH and Pacven | Series B redeemable convertible preferred shares | |||||||||||||||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Redeemable convertible preferred shares issued (in shares) | shares | 20,000,000 | ||||||||||||||
Redeemable convertible preferred shares issued, price per share (in dollars per share) | $ / shares | $ 0.75 | ||||||||||||||
Total cash consideration from issuance of redeemable convertible preferred shares | $ | $ 15,000 | ||||||||||||||
Denlux, Jiashi, Orchid, Hina, Alibaba and Pacven | Series C redeemable convertible preferred shares | |||||||||||||||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Redeemable convertible preferred shares issued (in shares) | shares | 20,869,565 | ||||||||||||||
Redeemable convertible preferred shares issued, price per share (in dollars per share) | $ / shares | $ 0.96 | ||||||||||||||
Total cash consideration from issuance of redeemable convertible preferred shares | $ | $ 20,000 | ||||||||||||||
Florence and Pacven | Series D redeemable convertible preferred shares | |||||||||||||||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Redeemable convertible preferred shares issued (in shares) | shares | 54,896,623 | ||||||||||||||
Redeemable convertible preferred shares issued, price per share (in dollars per share) | $ / shares | $ 1.39 | ||||||||||||||
Total cash consideration from issuance of redeemable convertible preferred shares | $ | $ 76,500 | ||||||||||||||
IDG-Accel, Broad Street, Alibaba, CDH, Brackenhill and Hina | Series E redeemable convertible preferred shares | |||||||||||||||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Redeemable convertible preferred shares issued (in shares) | shares | 42,731,874 | ||||||||||||||
Redeemable convertible preferred shares issued, price per share (in dollars per share) | $ / shares | $ 3.22 | ||||||||||||||
Total cash consideration from issuance of redeemable convertible preferred shares | $ | $ 137,500 | ||||||||||||||
Alibaba | Series F redeemable convertible preferred shares | |||||||||||||||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Redeemable convertible preferred shares issued (in shares) | shares | 31,680,441 | ||||||||||||||
Redeemable convertible preferred shares issued, price per share (in dollars per share) | $ / shares | $ 4.18 | ||||||||||||||
Total cash consideration from issuance of redeemable convertible preferred shares | $ | $ 132,521 | ||||||||||||||
Shanghai Guangshi | Series G-1 redeemable convertible preferred shares | |||||||||||||||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Redeemable convertible preferred shares issued (in shares) | shares | 15,479,382 | ||||||||||||||
Cainiao Smart, CBLC, Liyue Jinshi, CDBII and Super Premium | Series G-2 redeemable convertible preferred shares | |||||||||||||||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Redeemable convertible preferred shares issued (in shares) | shares | 37,924,485 | ||||||||||||||
Redeemable convertible preferred shares issued, price per share (in dollars per share) | $ / shares | $ 9.04 | ||||||||||||||
Total cash consideration from issuance of redeemable convertible preferred shares | $ | $ 483,000 | ||||||||||||||
Cainiao Smart, Liyue Jinshi, CBLC, International Finance, Sunshui Hopeson, CCAP Best, SBCVC, YuePu Investment, Hongkun (KY) and China Huarong | Series G-2 redeemable convertible preferred shares | |||||||||||||||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||||||||||||||
Redeemable convertible preferred shares issued (in shares) | shares | 30,627,062 | ||||||||||||||
Redeemable convertible preferred shares issued, price per share (in dollars per share) | $ / shares | $ 9.04 | ||||||||||||||
Total cash consideration from issuance of redeemable convertible preferred shares | $ | $ 277,000 |
REDEEMABLE CONVERTIBLE PREFER84
REDEEMABLE CONVERTIBLE PREFERRED SHARES - Movement in the carrying value of the Preferred Shares (Details) - CNY (¥) ¥ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||
Modification | ¥ (423,979) | ¥ 0 | |
Accretion to redemption value | 3,661,975 | 3,996,288 | |
Redeemable convertible preferred shares | |||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||
Balance as of the beginning of the year | ¥ 15,842,210 | 7,585,550 | |
Modification | 423,979 | ||
Repurchase | (730,581) | ||
Accretion to redemption value | 3,661,975 | ||
Conversion of preferred shares to ordinary shares (Note 19) | (15,842,210) | ||
Balance as of the end of the year | 15,842,210 | 7,585,550 | |
Series A redeemable convertible preferred shares | |||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||
Balance as of the beginning of the year | 1,510,352 | 1,178,474 | |
Modification | 163,982 | ||
Accretion to redemption value | 167,896 | ||
Conversion of preferred shares to ordinary shares (Note 19) | (1,510,352) | ||
Balance as of the end of the year | 1,510,352 | 1,178,474 | |
Series B redeemable convertible preferred shares | |||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||
Balance as of the beginning of the year | 521,648 | 788,414 | |
Modification | 95,644 | ||
Repurchase | (457,452) | ||
Accretion to redemption value | 95,042 | ||
Conversion of preferred shares to ordinary shares (Note 19) | (521,648) | ||
Balance as of the end of the year | 521,648 | 788,414 | |
Series C redeemable convertible preferred shares | |||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||
Balance as of the beginning of the year | 652,194 | 633,598 | |
Modification | 66,583 | ||
Repurchase | (150,456) | ||
Accretion to redemption value | 102,469 | ||
Conversion of preferred shares to ordinary shares (Note 19) | (652,194) | ||
Balance as of the end of the year | 652,194 | 633,598 | |
Series D redeemable convertible preferred shares | |||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||
Balance as of the beginning of the year | 1,445,547 | 1,167,967 | |
Modification | 97,770 | ||
Repurchase | (50,611) | ||
Accretion to redemption value | 230,421 | ||
Conversion of preferred shares to ordinary shares (Note 19) | (1,445,547) | ||
Balance as of the end of the year | 1,445,547 | 1,167,967 | |
Series E redeemable convertible preferred shares | |||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||
Balance as of the beginning of the year | 2,040,782 | 1,641,916 | |
Repurchase | (72,062) | ||
Accretion to redemption value | 470,928 | ||
Conversion of preferred shares to ordinary shares (Note 19) | (2,040,782) | ||
Balance as of the end of the year | 2,040,782 | 1,641,916 | |
Series F redeemable convertible preferred shares | |||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||
Balance as of the beginning of the year | 2,806,393 | 2,175,181 | |
Accretion to redemption value | 631,212 | ||
Conversion of preferred shares to ordinary shares (Note 19) | (2,806,393) | ||
Balance as of the end of the year | 2,806,393 | ¥ 2,175,181 | |
Series G-1 redeemable convertible preferred shares | |||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||
Balance as of the beginning of the year | 1,280,749 | ||
Issuance | 917,294 | ||
Issuance costs | (11,640) | ||
Accretion to redemption value | 375,095 | ||
Conversion of preferred shares to ordinary shares (Note 19) | (1,280,749) | ||
Balance as of the end of the year | 1,280,749 | ||
Series G-2 redeemable convertible preferred shares | |||
REDEEMABLE CONVERTIBLE PREFERRED SHARES | |||
Balance as of the beginning of the year | 5,584,545 | ||
Issuance | 4,043,402 | ||
Issuance costs | (47,769) | ||
Accretion to redemption value | 1,588,912 | ||
Conversion of preferred shares to ordinary shares (Note 19) | ¥ (5,584,545) | ||
Balance as of the end of the year | ¥ 5,584,545 |
TAXATION (Details)
TAXATION (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | 120 Months Ended | |||
Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2017CNY (¥) | |
Company's loss before income tax | |||||
PRC | $ (189,045) | ¥ (1,229,979) | ¥ (1,353,896) | ¥ (1,058,804) | |
Non-PRC | 1,936 | 12,591 | (9,057) | (627) | |
Total company's loss before income tax | (187,109) | (1,217,388) | (1,362,953) | (1,059,431) | |
Composition of income tax expense | |||||
Current income tax | (1,773) | (11,536) | (570) | ||
Deferred income tax | 258 | 1,680 | |||
Income Tax Expense (Benefit), Total | $ (1,515) | ¥ (9,856) | (570) | ||
Cayman Islands | |||||
TAXATION | |||||
Withholding tax imposed upon payments of dividends to shareholders (as a percent) | 0.00% | 0.00% | |||
British Virgin Islands | |||||
TAXATION | |||||
Withholding tax imposed upon payments of dividends to shareholders (as a percent) | 0.00% | 0.00% | |||
Hong Kong | |||||
TAXATION | |||||
Income tax rate (as a percent) | 16.50% | 16.50% | |||
Withholding tax imposed upon payments of dividends to shareholders (as a percent) | 0.00% | 0.00% | |||
Assessable profits | ¥ 0 | ¥ 0 | ¥ 0 | ||
PRC | |||||
TAXATION | |||||
Income tax rate (as a percent) | 25.00% | 25.00% | 25.00% | 25.00% | |
Assessable profits | ¥ 0 | ||||
Withholding income tax on dividends distributed by an FIE to its immediate holding company outside China (as a percent) | 10.00% | 10.00% | |||
Maximum percentage of withholding income tax on dividends distributed by an FIE to its immediate holding company in Hong Kong (as a percent) | 5.00% | 5.00% | |||
Percentage of ownership interests to be held by foreign investors (as a percent) | 25.00% | 25.00% | |||
PRC | BEST Technology | High and New Technology Enterprises | |||||
TAXATION | |||||
Preferential tax rate (as a percent) | 15.00% | 15.00% | |||
Number of years for preferential tax rate | 3 years | 3 years |
TAXATION - Reconciliation of In
TAXATION - Reconciliation of Income Tax Expense(Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | |
Reconciliation of the differences between the PRC statutory tax rate and effective tax rate | ||||
Loss before income taxes and share of net (loss) income of equity investees | $ (187,109) | ¥ (1,217,388) | ¥ (1,362,953) | ¥ (1,059,431) |
Income tax computed at the statutory tax rate of 25% | 46,779 | 304,346 | 340,738 | 264,858 |
Non-deductible expenses | (17,389) | (113,139) | (19,102) | (10,268) |
Effect of different tax rates in different jurisdictions and preferential tax rate | (649) | (4,220) | (69) | (349) |
Tax incentive in relation to deduction limits of certain expenses | 1,451 | 9,441 | 3,139 | 1,175 |
Non-taxable income | 2,149 | 13,985 | 3,333 | 332 |
Over-accrued EIT for previous years | (24) | (154) | ||
Deferred tax | (2,977) | (19,362) | ||
Unutilized expired tax loss | (4,822) | (31,373) | (11,099) | (7,058) |
Change in valuation allowance | (26,033) | (169,380) | (317,510) | ¥ (248,690) |
Income Tax Expense (Benefit), Total | $ (1,515) | ¥ (9,856) | ¥ (570) | |
PRC | ||||
Reconciliation of the differences between the PRC statutory tax rate and effective tax rate | ||||
Percentage of PRC income tax | 25.00% | 25.00% | 25.00% | 25.00% |
TAXATION - Components of Deferr
TAXATION - Components of Deferred tax (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) |
Deferred tax assets, non-current | |||
Accrued expenses | $ 27,960 | ¥ 181,914 | ¥ 126,852 |
Customer advances and deposits | 6,358 | 41,367 | 32,199 |
Allowance for doubtful accounts and inventory provision | 1,736 | 11,298 | 7,839 |
Depreciation and amortization expense | 6,131 | 39,892 | 47,107 |
Net operating losses carrying forward | 124,000 | 806,782 | 681,588 |
Total deferred tax assets | 166,185 | 1,081,253 | 895,585 |
Valuation allowance | (166,185) | (1,081,253) | ¥ (895,585) |
Net tax operating losses | 561,045 | 3,650,326 | |
Deferred tax liabilities | |||
Long-lived assets arising from acquisition | $ 4,870 | ¥ 31,688 |
TAXATION - Unrecognized tax ben
TAXATION - Unrecognized tax benefits (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) |
TAXATION | |||||
Unrecognized tax benefits | $ 16,350 | ¥ 106,376 | $ 6,817 | ¥ 44,353 | ¥ 27,193 |
Unrecognized tax benefits related to tax loss carry forwards | 0 | 0 | 0 | ||
Unrecognized tax benefits if recognized that would affect effective tax rate | $ 71 | ¥ 463 | ¥ 3,446 |
TAXATION - Schedule of Unrecogn
TAXATION - Schedule of Unrecognized Tax Benefits (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | |
TAXATION | ||||
Unrecognized Tax Benefits, Beginning Balance | $ 6,817 | ¥ 44,353 | ¥ 27,193 | |
Additions based on tax positions related to current year | 11,117 | 72,332 | 22,977 | |
Decreases based on tax positions related to prior years | (1,584) | (10,309) | (5,817) | |
Unrecognized Tax Benefits, Ending Balance | $ 16,350 | 106,376 | 44,353 | ¥ 27,193 |
Penalties relating to tax expense | ¥ 0 | ¥ 0 | ¥ 0 |
RESTRICTED NET ASSETS (Details)
RESTRICTED NET ASSETS (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | |
Contractual Agreements | |||||
Minimum percentage of after tax profits to be allocated to general reserve fund | 10.00% | ||||
Maximum threshold, expressed as a percentage of an entity's general reserve fund to its registered capital, for which allocations of after-tax profits to the general reserve fund are required | 50.00% | ||||
Appropriations made to statutory reserves | ¥ 0 | ¥ 0 | ¥ 0 | ||
Restricted paid-in capital of the Company's PRC subsidiary and consolidated VIEs | $ 463,105 | ¥ 3,013,103 | |||
Consolidated VIEs | |||||
Contractual Agreements | |||||
Minimum percentage of after tax profits to be allocated to general reserve fund | 10.00% | ||||
Maximum threshold, expressed as a percentage of an entity's general reserve fund to its registered capital, for which allocations of after-tax profits to the general reserve fund are required | 50.00% |
LOSS PER SHARE (Details)
LOSS PER SHARE (Details) ¥ / shares in Units, $ / shares in Units, ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2017CNY (¥)¥ / sharesshares | Dec. 31, 2016CNY (¥)¥ / sharesshares | Dec. 31, 2015CNY (¥)¥ / sharesshares | |
Numerator: | ||||
Net loss | $ (188,723) | ¥ (1,227,893) | ¥ (1,363,480) | ¥ (1,059,443) |
Accretion to redemption value of redeemable convertible preferred shares | ¥ | (3,661,975) | (3,996,288) | ||
Deemed dividend-Repurchase of redeemable convertible preferred shares | ¥ | (160,891) | |||
Deemed dividend-Modification of redeemable convertible preferred shares | ¥ | (423,979) | 0 | ||
Deemed dividend-Extinguishment loss of Series D redeemable convertible preferred shares | ¥ | (296,677) | |||
Net loss attributable to ordinary shareholders-basic | $ (188,723) | ¥ (1,227,893) | (5,610,325) | (5,352,408) |
Net loss attributable to ordinary shareholders-diluted | ¥ | ¥ (5,610,325) | ¥ (5,352,408) | ||
Denominator: | ||||
Weighted average number of ordinary shares outstanding-basic | 60,000,000 | 60,000,000 | ||
Weighted average number of ordinary shares outstanding-diluted | 60,000,000 | 60,000,000 | ||
Basic loss per share | (per share) | $ (1.27) | ¥ (8.28) | ¥ (93.51) | ¥ (89.21) |
Diluted loss per share | (per share) | $ (1.27) | ¥ (8.28) | ¥ (93.51) | ¥ (89.21) |
Class A ordinary shares | ||||
Numerator: | ||||
Net loss | $ (94,082) | ¥ (612,133) | ||
Net loss attributable to ordinary shareholders-basic | (94,082) | (612,133) | ||
Reallocation of net loss attributable to ordinary shareholders as a result of conversion of Class C and Class B to Class A ordinary shares (Note 19) | (94,641) | (615,760) | ||
Net loss attributable to ordinary shareholders-diluted | $ (188,723) | ¥ (1,227,893) | ||
Denominator: | ||||
Weighted average number of ordinary shares outstanding-basic | 73,900,022 | 73,900,022 | ||
Conversion of Class C and Class B to Class A ordinary shares (Note 19) | 74,337,960 | 74,337,960 | ||
Weighted average number of ordinary shares outstanding-diluted | 148,237,982 | 148,237,982 | ||
Basic loss per share | (per share) | $ (1.27) | ¥ (8.28) | ||
Diluted loss per share | (per share) | $ (1.27) | ¥ (8.28) | ||
Class B ordinary shares | ||||
Numerator: | ||||
Net loss | $ (33,798) | ¥ (219,898) | ||
Net loss attributable to ordinary shareholders-basic | (33,798) | (219,898) | ||
Net loss attributable to ordinary shareholders-diluted | $ (33,798) | ¥ (219,898) | ||
Denominator: | ||||
Weighted average number of ordinary shares outstanding-basic | 26,547,262 | 26,547,262 | ||
Weighted average number of ordinary shares outstanding-diluted | 26,547,262 | 26,547,262 | ||
Basic loss per share | (per share) | $ (1.27) | ¥ (8.28) | ||
Diluted loss per share | (per share) | $ (1.27) | ¥ (8.28) | ||
Class C ordinary shares | ||||
Numerator: | ||||
Net loss | $ (60,843) | ¥ (395,862) | ||
Net loss attributable to ordinary shareholders-basic | (60,843) | (395,862) | ||
Net loss attributable to ordinary shareholders-diluted | $ (60,843) | ¥ (395,862) | ||
Denominator: | ||||
Weighted average number of ordinary shares outstanding-basic | 47,790,698 | 47,790,698 | ||
Weighted average number of ordinary shares outstanding-diluted | 47,790,698 | 47,790,698 | ||
Basic loss per share | (per share) | $ (1.27) | ¥ (8.28) | ||
Diluted loss per share | (per share) | $ (1.27) | ¥ (8.28) |
SHARE-BASED PAYMENTS (Details)
SHARE-BASED PAYMENTS (Details) | Jun. 04, 2008installmentshares | Sep. 30, 2017installmentshares | Jul. 31, 2017shares | Dec. 31, 2017shares | Dec. 31, 2016shares | Dec. 31, 2015shares | Jan. 15, 2015shares | Oct. 25, 2011shares |
Class A ordinary shares | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Exercise of share options (Note 19) (shares) | 730,000 | 0 | 0 | |||||
2008 Plan | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Contractual term (in years) | 10 years | |||||||
Number of shares reserved | 10,000,000 | 20,934,684 | 16,239,033 | |||||
Percentage of shares vested | 100.00% | |||||||
Period of termination of employment for non-exercise vested options | 90 days | |||||||
2008 Plan | Options | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Contractual term (in years) | 15 years | |||||||
Exercise of share options (Note 19) (shares) | 12,599,520 | |||||||
2017 Plan | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Number of years after the preceding calendar year | 8 years | |||||||
Percentage of shares vested | 100.00% | |||||||
Period of termination of employment for non-exercise vested options | 90 days | |||||||
2017 Plan | Class A ordinary shares | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Increase in number of shares available to be issued (as a percent) | 2.00% | |||||||
2017 Plan | Restricted Shares | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Percentage of shares vested | 100.00% | |||||||
2017 Plan | Maximum | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Aggregate amount of shares subject to awards granted (as a percent) | 10.00% | |||||||
2017 Plan | Maximum | Options | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Contractual term (in years) | 10 years | |||||||
2017 Plan | Maximum | Options | Class A ordinary shares | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Aggregate amount of shares to be issued | 10,000,000 | |||||||
Tranche One | 2008 Plan | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Percentage of shares vested | 25.00% | |||||||
Tranche One | 2017 Plan | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Percentage of shares vested | 25.00% | |||||||
Tranche One | 2017 Plan | Restricted Shares | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Percentage of shares vested | 25.00% | |||||||
Tranche Two | 2008 Plan | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Number of equal monthly installments for vesting after the first anniversary | installment | 36 | |||||||
Percentage of shares vested per month after the first anniversary | 2.09% | |||||||
Tranche Two | 2017 Plan | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Number of equal monthly installments for vesting after the first anniversary | installment | 36 | |||||||
Percentage of shares vested per month after the first anniversary | 2.09% | |||||||
Tranche Two | 2017 Plan | Restricted Shares | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Percentage of shares vested | 25.00% | |||||||
Tranche Three | 2017 Plan | Restricted Shares | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Percentage of shares vested | 25.00% | |||||||
Tranche Four | 2017 Plan | Restricted Shares | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Percentage of shares vested | 25.00% |
SHARE-BASED PAYMENTS - Options
SHARE-BASED PAYMENTS - Options granted to employees (Details) $ / shares in Units, ¥ in Thousands, $ in Thousands | Sep. 20, 2017USD ($) | Sep. 20, 2017CNY (¥) | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2017CNY (¥)shares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2016CNY (¥)shares | Dec. 31, 2015USD ($)$ / shares | Dec. 31, 2017CNY (¥)shares |
SHARE-BASED PAYMENTS | ||||||||
Share-based compensation costs recognized | $ 45,950 | ¥ 298,963 | ||||||
Cost of revenues | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Share-based compensation costs recognized | 1,045 | 6,799 | ||||||
Selling expense | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Share-based compensation costs recognized | 2,189 | 14,244 | ||||||
General and administrative expenses | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Share-based compensation costs recognized | 38,626 | 251,312 | ||||||
Research and development expenses | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Share-based compensation costs recognized | $ 4,090 | ¥ 26,608 | ||||||
Options granted to employees | Cost of revenues | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Share-based compensation costs recognized | $ 925 | ¥ 6,017 | ||||||
Options granted to employees | Selling expense | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Share-based compensation costs recognized | 2,024 | 13,172 | ||||||
Options granted to employees | General and administrative expenses | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Share-based compensation costs recognized | 36,462 | 237,232 | ||||||
Options granted to employees | Research and development expenses | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Share-based compensation costs recognized | $ 3,730 | ¥ 24,268 | ||||||
Options granted to employees | 2008 Plan | ||||||||
Number of options | ||||||||
Number of options, Beginning of the year (in shares) | shares | 15,247,712 | 15,247,712 | ||||||
Number of options, Granted (in shares) | shares | 3,229,940 | 3,229,940 | ||||||
Number of options, Exercised (in shares) | shares | (730,000) | (730,000) | ||||||
Number of options, Forfeited (in shares) | shares | (332,152) | (332,152) | ||||||
Number of options, End of the year (in shares) | shares | 17,415,500 | 17,415,500 | 15,247,712 | 15,247,712 | ||||
Vested and expected to vest, End of the year (in shares) | shares | 17,415,500 | 17,415,500 | ||||||
Exercisable, End of the year (in shares) | shares | 12,547,575 | 12,547,575 | ||||||
Weighted-average exercise price | ||||||||
Weighted-average exercise price, Beginning of the year (in dollars per share) | $ 0.66 | |||||||
Weighted-average exercise price, Granted (in dollars per share) | 0.75 | |||||||
Weighted-average exercise price, Exercised (in dollars per share) | 0.01 | |||||||
Weighted-average exercise price, Forfeited (in dollars per share) | 0.75 | |||||||
Weighted-average exercise price, End of the year (in dollars per share) | 0.70 | $ 0.66 | ||||||
Weighted-average exercise price, Vested and expected to vest at end of the year (in dollars per share) | 0.70 | |||||||
Weighted-average exercise price, Exercisable at end of the year (in dollars per share) | 0.68 | |||||||
Weighted-average grant-date fair value | ||||||||
Weighted-average grant-date fair value, Beginning of the year (in dollars per share) | 1.40 | |||||||
Weighted-average grant-date fair value, Granted (in dollars per share) | 8.63 | 5.22 | $ 2.35 | |||||
Weighted-average grant-date fair value, Exercised (in dollars per share) | 0.11 | |||||||
Weighted-average grant-date fair value, Forfeited (in dollars per share) | 4.91 | |||||||
Weighted-average grant-date fair value, End of the year (in dollars per share) | 2.73 | $ 1.40 | ||||||
Weighted-average grant-date fair value, Vested and expected to vest at end of the year (in dollars per share) | 2.73 | |||||||
Weighted-average grant-date fair value, Exercisable at end of the year (in dollars per share) | $ 1.06 | |||||||
Weighted-average remaining contractual term | ||||||||
Weighted-average remaining contractual term (in years) | 11 years 26 days | 11 years 26 days | 10 years 8 months 19 days | 10 years 8 months 19 days | ||||
Weighted-average remaining contractual term, Vested and expected to vest at end of the year (in years) | 11 years 26 days | 11 years 26 days | ||||||
Weighted-average remaining contractual term, Exercisable at end of the year (in years) | 9 years 10 months 28 days | 9 years 10 months 28 days | ||||||
Aggregate intrinsic Value | ||||||||
Aggregate intrinsic Value | $ | $ 144,235 | $ 18,901 | ||||||
Aggregate intrinsic Value, Vested and expected to vest at end of the year | $ | 144,235 | |||||||
Aggregate intrinsic Value, Exercisable at end of the year | $ | 104,172 | |||||||
Intrinsic value of options exercised | $ 7,957 | ¥ 51,771 | ¥ 0 | |||||
Number of options, Exercised (in shares) | shares | 730,000 | 730,000 | ||||||
Weighted average grant-date fair value of equity awards granted | $ 8.63 | $ 5.22 | $ 2.35 | |||||
Total fair value of the equity awards vested | $ 13,497 | ¥ 87,812 | $ 0 | $ 0 | ||||
Number of unvested share options | shares | 4,867,925 | 4,867,925 | ||||||
Unrecognized share-based compensation expenses of unvested and vested but not exercisable | $ 21,053 | ¥ 136,976 | ||||||
Estimated weighted-average amortization period | 3 years 3 months 4 days | 3 years 3 months 4 days | ||||||
Options granted to employees | 2017 Plan | ||||||||
Number of options | ||||||||
Number of options, Granted (in shares) | shares | 40,000 | 40,000 | ||||||
Number of options, Exercised (in shares) | shares | 0 | 0 | ||||||
Number of options, End of the year (in shares) | shares | 40,000 | 40,000 | ||||||
Vested and expected to vest, End of the year (in shares) | shares | 40,000 | 40,000 | ||||||
Weighted-average exercise price | ||||||||
Weighted-average exercise price, Granted (in dollars per share) | $ 11.08 | |||||||
Weighted-average exercise price, End of the year (in dollars per share) | 11.08 | |||||||
Weighted-average exercise price, Vested and expected to vest at end of the year (in dollars per share) | 11.08 | |||||||
Weighted-average grant-date fair value | ||||||||
Weighted-average grant-date fair value, Granted (in dollars per share) | 5.08 | $ 0 | $ 0 | |||||
Weighted-average grant-date fair value, End of the year (in dollars per share) | 5.08 | |||||||
Weighted-average grant-date fair value, Vested and expected to vest at end of the year (in dollars per share) | $ 5.08 | |||||||
Weighted-average remaining contractual term | ||||||||
Weighted-average remaining contractual term (in years) | 9 years 9 months 29 days | 9 years 9 months 29 days | ||||||
Weighted-average remaining contractual term, Vested and expected to vest at end of the year (in years) | 9 years 9 months 29 days | 9 years 9 months 29 days | ||||||
Aggregate intrinsic Value | ||||||||
Aggregate intrinsic Value | $ | $ 0 | |||||||
Intrinsic value of options exercised | ¥ | ¥ 0 | |||||||
Number of options, Exercised (in shares) | shares | 0 | 0 | ||||||
Weighted average grant-date fair value of equity awards granted | $ 5.08 | $ 0 | $ 0 | |||||
Total fair value of the equity awards vested | ¥ | ¥ 0 | |||||||
Number of unvested share options | shares | 40,000 | 40,000 | ||||||
Unrecognized share-based compensation expenses of unvested and vested but not exercisable | $ 202 | ¥ 1,313 | ||||||
Estimated weighted-average amortization period | 3 years 9 months 29 days | 3 years 9 months 29 days |
SHARE-BASED PAYMENTS - Fair val
SHARE-BASED PAYMENTS - Fair value of employee share options (Details) | 12 Months Ended | ||
Dec. 31, 2017$ / shares | Dec. 31, 2016$ / shares | Dec. 31, 2015$ / shares | |
Fair value of employee share options | |||
Risk-free interest rate, minimum | 2.32% | 1.49% | 2.13% |
Risk-free interest rate, maximum | 2.41% | 2.45% | 2.27% |
Expected volatility, minimum | 40.50% | 37.50% | 37.80% |
Expected volatility, maximum | 44.10% | 37.80% | 38.00% |
Suboptimal exercise factor | 2.20 | 2.20 | 2.20 |
Minimum | |||
Fair value of employee share options | |||
Fair market value per ordinary share | $ 5.08 | $ 5.17 | $ 2.51 |
Maximum | |||
Fair value of employee share options | |||
Fair market value per ordinary share | $ 11.24 | $ 5.53 | $ 3.78 |
SHARE-BASED PAYMENTS - Option95
SHARE-BASED PAYMENTS - Options granted to non-employees (Details) $ / shares in Units, ¥ in Thousands, $ in Thousands | Jun. 21, 2017USD ($)personshares | Jun. 21, 2017CNY (¥)personshares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2017CNY (¥)shares | Dec. 31, 2016USD ($)$ / shares | Dec. 31, 2016CNY (¥)shares | Dec. 31, 2015$ / shares | Dec. 31, 2015CNY (¥) | Dec. 31, 2017CNY (¥)shares |
SHARE-BASED PAYMENTS | |||||||||
Share-based compensation costs recognized | $ 45,950 | ¥ 298,963 | |||||||
Options granted to non-employees | 2008 Plan | |||||||||
SHARE-BASED PAYMENTS | |||||||||
Number of shares options granted | shares | 1,500,154 | 1,500,154 | |||||||
Share-based compensation costs recognized | $ 18,071 | ¥ 117,578 | |||||||
Number of options | |||||||||
Number of options, Beginning of the year (in shares) | shares | 1,500,154 | 1,500,154 | |||||||
Number of options, Granted (in shares) | shares | 166,500 | 166,500 | |||||||
Number of options, End of the year (in shares) | shares | 1,666,654 | 1,666,654 | 1,500,154 | ||||||
Vested and expected to vest, End of the year (in shares) | shares | 1,666,654 | 1,666,654 | |||||||
Exercisable, End of the year (in shares) | shares | 1,636,529 | 1,636,529 | |||||||
Weighted-average exercise price | |||||||||
Weighted-average exercise price, Beginning of the year (in dollars per share) | $ 0.62 | ||||||||
Weighted-average exercise price, Granted (in dollars per share) | 0.75 | ||||||||
Weighted-average exercise price, End of the year (in dollars per share) | 0.63 | $ 0.62 | |||||||
Weighted-average exercise price, Vested and expected to vest at end of the year (in dollars per share) | 0.63 | ||||||||
Weighted-average exercise price, Exercisable at end of the year (in dollars per share) | 0.63 | ||||||||
Weighted-average grant-date fair value | |||||||||
Weighted-average grant-date fair value, Beginning of the year (in dollars per share) | 0.91 | ||||||||
Weighted-average grant-date fair value, Granted (in dollars per share) | 9.05 | 5.17 | $ 3.03 | ||||||
Weighted-average grant-date fair value, End of the year (in dollars per share) | 1.72 | $ 0.91 | |||||||
Weighted-average grant-date fair value, Vested and expected to vest at end of the year (in dollars per share) | 1.72 | ||||||||
Weighted-average grant-date fair value, Exercisable at end of the year (in dollars per share) | $ 1.67 | ||||||||
Weighted-average remaining contractual term | |||||||||
Weighted-average remaining contractual term (in years) | 9 years 9 months 22 days | 9 years 9 months 22 days | 10 years 11 days | ||||||
Weighted-average remaining contractual term, Vested and expected to vest at end of the year (in years) | 9 years 9 months 22 days | 9 years 9 months 22 days | |||||||
Weighted-average remaining contractual term, Exercisable at end of the year (in years) | 9 years 8 months 27 days | 9 years 8 months 27 days | |||||||
Aggregate intrinsic Value | |||||||||
Aggregate intrinsic Value | $ | $ 13,907 | $ 1,057 | |||||||
Aggregate intrinsic Value, Vested and expected to vest at end of the year | $ | 13,907 | ||||||||
Aggregate intrinsic Value, Exercisable at end of the year | $ | $ 13,659 | ||||||||
Intrinsic value of options exercised | ¥ | ¥ 0 | ¥ 0 | |||||||
Number of options, Exercised (in shares) | shares | 0 | 0 | 0 | ||||||
Weighted average grant-date fair value of equity awards granted | $ 9.05 | $ 5.17 | $ 3.03 | ||||||
Total fair value of the equity awards vested | $ 18,137 | ¥ 118,002 | ¥ 0 | ¥ 0 | |||||
Number of unvested share options | shares | 30,125 | 30,125 | |||||||
Unrecognized share-based compensation expenses of unvested and vested but not exercisable | $ 104 | ¥ 680 | |||||||
Estimated weighted-average amortization period | 2 years 6 months 15 days | 2 years 6 months 15 days | |||||||
Options granted to non-employees | 2008 Plan | External consultant | |||||||||
SHARE-BASED PAYMENTS | |||||||||
Number of shares options granted | shares | 50,000 | 50,000 | |||||||
Number of external consultants | person | 1 | 1 | |||||||
Restricted Shares | 2017 Plan | |||||||||
Number of options | |||||||||
Number of options, Granted (in shares) | shares | 38,500 | 38,500 | |||||||
Number of options, End of the year (in shares) | shares | 38,500 | 38,500 | |||||||
Vested and expected to vest, End of the year (in shares) | shares | 38,500 | 38,500 | |||||||
Weighted-average grant-date fair value | |||||||||
Weighted-average grant-date fair value, Granted (in dollars per share) | $ 10.19 | ||||||||
Weighted-average grant-date fair value, End of the year (in dollars per share) | 10.19 | ||||||||
Weighted-average grant-date fair value, Vested and expected to vest at end of the year (in dollars per share) | 10.19 | ||||||||
Aggregate intrinsic Value | |||||||||
Weighted average grant-date fair value of equity awards granted | $ 10.19 | ||||||||
Unrecognized share-based compensation expenses of unvested and vested but not exercisable | $ 397 | ¥ 2,586 | |||||||
Estimated weighted-average amortization period | 3 years 10 months 28 days | 3 years 10 months 28 days |
SHARE-BASED PAYMENTS - Total sh
SHARE-BASED PAYMENTS - Total share-based compensation cost recognized (Details) - 12 months ended Dec. 31, 2017 ¥ in Thousands, $ in Thousands | USD ($) | CNY (¥) |
SHARE-BASED PAYMENTS | ||
Share-based compensation costs recognized | $ 45,950 | ¥ 298,963 |
Cost of revenues | ||
SHARE-BASED PAYMENTS | ||
Share-based compensation costs recognized | 1,045 | 6,799 |
General and administrative expenses | ||
SHARE-BASED PAYMENTS | ||
Share-based compensation costs recognized | 38,626 | 251,312 |
Selling expense | ||
SHARE-BASED PAYMENTS | ||
Share-based compensation costs recognized | 2,189 | 14,244 |
Research and development expenses | ||
SHARE-BASED PAYMENTS | ||
Share-based compensation costs recognized | $ 4,090 | ¥ 26,608 |
SHAREHOLDERS' EQUITY (Details)
SHAREHOLDERS' EQUITY (Details) $ / shares in Units, ¥ in Thousands, $ in Thousands | Sep. 20, 2017USD ($)$ / sharesshares | Sep. 20, 2017CNY (¥)shares | Dec. 31, 2017USD ($)Voteshares | Dec. 31, 2017CNY (¥)Voteshares | Dec. 31, 2016shares | Dec. 31, 2015shares | Sep. 20, 2017CNY (¥) |
SHAREHOLDERS' EQUITY | |||||||
Proceeds from initial public offering, net of issuance costs | $ 481,102 | ¥ 3,130,197 | |||||
Reclassification from mezzanine equity to ordinary equity | ¥ | ¥ 15,842,210 | ||||||
Ordinary shares, outstanding shares | 0 | 0 | 60,000,000 | ||||
Preferred Shares | |||||||
SHAREHOLDERS' EQUITY | |||||||
Reclassification from mezzanine equity to ordinary equity | ¥ | ¥ 15,842,210 | ||||||
Preferred share conversion ratio | 1 | 1 | |||||
Conversion of shares, shares converted | 264,034,399 | 264,034,399 | |||||
Ordinary Shares | |||||||
SHAREHOLDERS' EQUITY | |||||||
Conversion of shares, shares issued | 264,034,399 | 264,034,399 | |||||
Reclassification from mezzanine equity to ordinary equity | ¥ | ¥ 17,339 | ||||||
Convertible ordinary shares conversion ratio | 1 | 1 | |||||
Conversion of shares, shares converted | 60,000,000 | 60,000,000 | |||||
Exercise of share options (Note 19) (shares) | 730,000 | 730,000 | |||||
Class A ordinary shares | |||||||
SHAREHOLDERS' EQUITY | |||||||
Conversion of shares, shares issued | 182,168,452 | 182,168,452 | |||||
Number of votes per share | Vote | 1 | 1 | |||||
Exercise of share options (Note 19) (shares) | 730,000 | 730,000 | 0 | 0 | |||
Ordinary shares, outstanding shares | 232,648,452 | 232,648,452 | 0 | ||||
Class A ordinary shares | Preferred Shares | |||||||
SHAREHOLDERS' EQUITY | |||||||
Conversion of shares, shares issued | 169,959,150 | 169,959,150 | |||||
Class A ordinary shares | Ordinary Shares | |||||||
SHAREHOLDERS' EQUITY | |||||||
Conversion of shares, shares issued | 12,209,302 | 12,209,302 | |||||
Ordinary shares issued | 49,750,000 | 49,750,000 | |||||
Class B ordinary shares | |||||||
SHAREHOLDERS' EQUITY | |||||||
Conversion of shares, shares issued | 94,075,249 | 94,075,249 | |||||
Number of votes per share | Vote | 15 | 15 | |||||
Class A ordinary share issued for convertible shares | 1 | 1 | |||||
Conversion of shares, shares converted | 0 | 0 | |||||
Ordinary shares, outstanding shares | 94,075,249 | 94,075,249 | 0 | ||||
Class B ordinary shares | Preferred Shares | |||||||
SHAREHOLDERS' EQUITY | |||||||
Conversion of shares, shares issued | 94,075,249 | 94,075,249 | |||||
Class C ordinary shares | |||||||
SHAREHOLDERS' EQUITY | |||||||
Conversion of shares, shares issued | 47,790,698 | 47,790,698 | |||||
Number of votes per share | Vote | 30 | 30 | |||||
Class A ordinary share issued for convertible shares | 1 | 1 | |||||
Conversion of shares, shares converted | 0 | 0 | |||||
Ordinary shares, outstanding shares | 47,790,698 | 47,790,698 | 0 | ||||
Class C ordinary shares | Ordinary Shares | |||||||
SHAREHOLDERS' EQUITY | |||||||
Conversion of shares, shares issued | 47,790,698 | 47,790,698 | |||||
IPO | |||||||
SHAREHOLDERS' EQUITY | |||||||
Proceeds from initial public offering, net of issuance costs | $ 484,301 | ¥ 3,151,007 | |||||
Deferred IPO Costs | $ 4,710 | ¥ 30,646 | |||||
IPO | ADS | |||||||
SHAREHOLDERS' EQUITY | |||||||
Ordinary shares issued | 45,000,000 | 45,000,000 | |||||
Fair market value per ordinary share | $ / shares | $ 10 | ||||||
IPO | Class A ordinary shares | |||||||
SHAREHOLDERS' EQUITY | |||||||
Ordinary shares issued | 45,000,000 | 45,000,000 | |||||
Underwriters | ADS | |||||||
SHAREHOLDERS' EQUITY | |||||||
Ordinary shares issued | 4,750,000 | 4,750,000 | |||||
Fair market value per ordinary share | $ / shares | $ 10 | ||||||
Underwriters | ADS | Selling shareholders | |||||||
SHAREHOLDERS' EQUITY | |||||||
Ordinary shares issued | 2,000,000 | 2,000,000 | |||||
Fair market value per ordinary share | $ / shares | $ 10 | ||||||
Underwriters | Class A ordinary shares | |||||||
SHAREHOLDERS' EQUITY | |||||||
Ordinary shares issued | 4,750,000 | 4,750,000 | |||||
Underwriters | Class A ordinary shares | Selling shareholders | |||||||
SHAREHOLDERS' EQUITY | |||||||
Ordinary shares issued | 2,000,000 | 2,000,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2017CNY (¥) | |
Amounts due from related parties: | |||||
Amounts due from related parties | $ 25,344 | ¥ 83,302 | ¥ 164,894 | ||
Amounts due to related parties: | |||||
Amounts due to related parties | 1,983 | 891 | 12,902 | ||
Cainiao | |||||
Amounts due from related parties: | |||||
Amounts due from related parties | 25,344 | 83,302 | 164,894 | ||
Amounts due to related parties: | |||||
Amounts due to related parties | 1,846 | 12,011 | |||
Cainiao | Rendering of express delivery and supply chain management services | |||||
RELATED PARTY TRANSACTIONS | |||||
Amount of related party transactions | 75,311 | ¥ 489,999 | 271,422 | ¥ 61,619 | |
Cainiao | Rental of warehouse as a lessee | |||||
RELATED PARTY TRANSACTIONS | |||||
Amount of related party transactions | 1,342 | 8,731 | |||
Cainiao | Operating costs paid on behalf of the Company | |||||
RELATED PARTY TRANSACTIONS | |||||
Amount of related party transactions | 3,057 | ¥ 19,892 | |||
Entity controlled by a principal shareholder | |||||
Amounts due to related parties: | |||||
Amounts due to related parties | $ 137 | ¥ 891 | ¥ 891 |
SEGMENT REPORTING (Details)
SEGMENT REPORTING (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017USD ($)segment | Dec. 31, 2017CNY (¥)segment | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | |
SEGMENT REPORTING | ||||
Number of operating segments | 5 | 5 | ||
Revenue: | ||||
Total revenue | $ 3,072,339 | ¥ 19,989,562 | ¥ 8,844,137 | ¥ 5,256,327 |
Cost of revenue: | ||||
Total cost of revenue | 2,997,712 | 19,504,011 | 9,376,567 | 5,790,708 |
Gross (loss)/income: | ||||
Total gross (loss)/profit | 74,627 | 485,551 | (532,430) | (534,381) |
Supply chain management | ||||
Cost of revenue: | ||||
Total cost of revenue | 230,941 | 1,502,570 | 1,183,245 | 795,099 |
Express delivery | ||||
Cost of revenue: | ||||
Total cost of revenue | 1,911,309 | 12,435,550 | 5,671,356 | 4,035,300 |
Freight delivery | ||||
Cost of revenue: | ||||
Total cost of revenue | 516,830 | 3,362,652 | 1,906,930 | 923,011 |
Store | ||||
Cost of revenue: | ||||
Total cost of revenue | 318,601 | 2,072,912 | 569,557 | 9,714 |
Others | ||||
Cost of revenue: | ||||
Total cost of revenue | 20,031 | 130,327 | 45,479 | 27,584 |
Operating segment | Supply chain management | ||||
Revenue: | ||||
Total revenue | 285,009 | 1,854,356 | 1,363,468 | 861,753 |
Cost of revenue: | ||||
Total cost of revenue | 268,509 | 1,746,999 | 1,297,227 | 823,356 |
Gross (loss)/income: | ||||
Total gross (loss)/profit | 16,500 | 107,357 | 66,241 | 38,397 |
Operating segment | Express delivery | ||||
Revenue: | ||||
Total revenue | 1,975,019 | 12,850,067 | 5,412,729 | 3,758,956 |
Cost of revenue: | ||||
Total cost of revenue | 1,922,458 | 12,508,090 | 5,696,746 | 4,087,157 |
Gross (loss)/income: | ||||
Total gross (loss)/profit | 52,561 | 341,977 | (284,017) | (328,201) |
Operating segment | Freight delivery | ||||
Revenue: | ||||
Total revenue | 488,580 | 3,178,850 | 1,609,391 | 680,746 |
Cost of revenue: | ||||
Total cost of revenue | 516,954 | 3,363,457 | 1,912,750 | 929,708 |
Gross (loss)/income: | ||||
Total gross (loss)/profit | (28,374) | (184,607) | (303,359) | (248,962) |
Operating segment | Store | ||||
Revenue: | ||||
Total revenue | 342,135 | 2,226,034 | 560,226 | 9,700 |
Cost of revenue: | ||||
Total cost of revenue | 318,601 | 2,072,912 | 569,557 | 9,714 |
Gross (loss)/income: | ||||
Total gross (loss)/profit | 23,534 | 153,122 | (9,331) | (14) |
Operating segment | Others | ||||
Revenue: | ||||
Total revenue | 99,870 | 649,784 | 125,456 | 32,023 |
Cost of revenue: | ||||
Total cost of revenue | 88,158 | 573,581 | 122,239 | 27,583 |
Gross (loss)/income: | ||||
Total gross (loss)/profit | 11,712 | 76,203 | 3,217 | 4,440 |
Inter-segment | ||||
Revenue: | ||||
Total revenue | (118,274) | (769,529) | (227,133) | (86,851) |
Cost of revenue: | ||||
Total cost of revenue | (116,968) | (761,028) | (221,952) | (86,810) |
Gross (loss)/income: | ||||
Total gross (loss)/profit | $ (1,306) | ¥ (8,501) | ¥ (5,181) | ¥ (41) |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) |
Forward exchange rate contract | |||
Recurring fair value measurement for: | |||
Derivative | $ 0 | ¥ 0 | |
Fair Value, Measurements, Recurring | |||
Recurring fair value measurement for: | |||
Derivative | ¥ 3,149 | ||
Level 2 | Fair Value, Measurements, Recurring | |||
Recurring fair value measurement for: | |||
Derivative | ¥ 3,149 |
COMMITMENTS AND CONTINGENCIE101
COMMITMENTS AND CONTINGENCIES (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2017CNY (¥) | |
COMMITMENTS AND CONTINGENCIES | |||||
2,018 | $ 149,342 | ¥ 971,666 | |||
2,019 | 121,197 | 788,543 | |||
2,020 | 105,273 | 684,938 | |||
2,021 | 92,881 | 604,309 | |||
2,022 | 80,452 | 523,446 | |||
Total | 549,145 | ¥ 3,572,902 | |||
Total rental expenses for all operating leases | 150,890 | ¥ 981,737 | ¥ 772,819 | ¥ 475,403 | |
Commitments for the construction of warehouses, hubs and sortation centers and related equipments | $ 24,819 | ¥ 161,478 |
EMPLOYEE DEFINED CONTRIBUTIO102
EMPLOYEE DEFINED CONTRIBUTION PLAN (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | |
EMPLOYEE DEFINED CONTRIBUTION PLAN | ||||
Amounts of employee benefits expensed | $ 33,759 | ¥ 219,646 | ¥ 220,952 | ¥ 143,166 |
ACCUMULATED OTHER COMPREHENS103
ACCUMULATED OTHER COMPREHENSIVE (LOSS)/ INCOME (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | |
Accumulated Other Comprehensive Income (Loss) | ||||
Balance at beginning of the year | ¥ (13,508,105) | |||
Balance at end of the year | $ 675,011 | 4,391,817 | ¥ (13,508,105) | |
Reclassifications out of accumulated other comprehensive loss to net loss | 0 | 0 | ¥ 0 | |
Accumulated other comprehensive (loss)/income | ||||
Accumulated Other Comprehensive Income (Loss) | ||||
Balance at beginning of the year | 146,100 | 16,795 | (9,387) | |
Balance at end of the year | $ 1,896 | 12,333 | 146,100 | 16,795 |
Foreign currency translation adjustments | ||||
Accumulated Other Comprehensive Income (Loss) | ||||
Other comprehensive (loss)/income | ¥ (133,767) | ¥ 129,305 | ¥ 26,182 |
CONDENSED FINANCIAL INFORMAT104
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY - Condensed Balance Sheets (Details) $ / shares in Units, ¥ in Thousands, $ in Thousands | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2017CNY (¥)shares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2016CNY (¥)shares | Dec. 31, 2015CNY (¥) | Dec. 31, 2014CNY (¥) |
Current assets: | ||||||
Cash | $ 190,651 | ¥ 1,240,431 | $ 449,961 | ¥ 2,927,581 | ¥ 291,064 | ¥ 219,776 |
Prepayments and other current assets | 224,360 | 1,459,755 | 770,643 | |||
Total current assets | 1,222,864 | 7,956,325 | 4,759,067 | |||
Non-current assets: | ||||||
Other non-current assets | 9,577 | 62,314 | 87,395 | |||
Total non-current assets | 449,134 | 2,922,204 | 1,536,786 | |||
Total assets | 1,671,998 | 10,878,529 | 6,295,853 | |||
Current liabilities: | ||||||
Accrued liabilities and other payables | 282,996 | 1,841,273 | 1,225,611 | |||
Non-current liabilities: | ||||||
Total liabilities | 996,883 | 6,486,034 | 3,961,748 | |||
Mezzanine equity: | ||||||
Redeemable convertible preferred shares | ¥ | 15,842,210 | |||||
Shareholders' equity/(deficit): | ||||||
Ordinary shares | ¥ | 4,116 | |||||
Additional paid in capital | 2,957,274 | 19,240,912 | ||||
Accumulated deficit | (2,287,969) | (14,886,214) | (13,658,321) | |||
Accumulated other comprehensive income | 1,896 | 12,333 | 146,100 | |||
Total shareholders' equity/(deficit) | 675,011 | 4,391,817 | (13,508,105) | |||
Total liabilities, mezzanine equity and shareholders' (deficit)/equity | $ 1,671,998 | ¥ 10,878,529 | ¥ 6,295,853 | |||
Parenthetical disclosures | ||||||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0 | $ 0.01 | ||||
Ordinary shares, authorized shares | 420,486,219 | 420,486,219 | 420,486,219 | 420,486,219 | ||
Ordinary shares, issued shares | 0 | 0 | 60,000,000 | 60,000,000 | ||
Ordinary shares, outstanding shares | 0 | 0 | 60,000,000 | 60,000,000 | ||
Parent | ||||||
Current assets: | ||||||
Cash | $ 6,015 | ¥ 39,135 | $ 3,142 | ¥ 20,445 | ¥ 11 | ¥ 1 |
Prepayments and other current assets | 502 | 3,263 | ||||
Total current assets | 6,517 | 42,398 | 20,445 | |||
Non-current assets: | ||||||
Other non-current assets | 726 | 4,724 | ||||
Investments in subsidiaries | 690,295 | 4,491,263 | 2,485,272 | |||
Total non-current assets | 691,021 | 4,495,987 | 2,485,272 | |||
Total assets | 697,538 | 4,538,385 | 2,505,717 | |||
Current liabilities: | ||||||
Accrued liabilities and other payables | 7,677 | 49,950 | 97,118 | |||
Non-current liabilities: | ||||||
Long-term payable due to subsidiaries | 14,850 | 96,618 | 74,494 | |||
Total liabilities | 22,527 | 146,568 | 171,612 | |||
Mezzanine equity: | ||||||
Redeemable convertible preferred shares | ¥ | 15,842,210 | |||||
Shareholders' equity/(deficit): | ||||||
Ordinary shares | ¥ | 4,116 | |||||
Additional paid in capital | 2,957,274 | 19,240,912 | ||||
Accumulated deficit | (2,287,969) | (14,886,214) | (13,658,321) | |||
Accumulated other comprehensive income | 1,896 | 12,333 | 146,100 | |||
Total shareholders' equity/(deficit) | 675,011 | 4,391,817 | (13,508,105) | |||
Total liabilities, mezzanine equity and shareholders' (deficit)/equity | $ 697,538 | ¥ 4,538,385 | ¥ 2,505,717 | |||
Parenthetical disclosures | ||||||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0 | $ 0.01 | ||||
Ordinary shares, authorized shares | 420,486,219 | 420,486,219 | 420,486,219 | 420,486,219 | ||
Ordinary shares, issued shares | 0 | 0 | 60,000,000 | 60,000,000 | ||
Ordinary shares, outstanding shares | 0 | 0 | 60,000,000 | 60,000,000 | ||
Series A redeemable convertible preferred shares | ||||||
Mezzanine equity: | ||||||
Redeemable convertible preferred shares | ¥ | ¥ 1,510,352 | |||||
Parenthetical disclosures | ||||||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | $ 0.01 | ||||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 30,000,000 | 30,000,000 | ||
Redeemable convertible preferred shares, issued shares | 0 | 0 | 30,000,000 | 30,000,000 | ||
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 30,000,000 | 30,000,000 | ||
Series A redeemable convertible preferred shares | Parent | ||||||
Mezzanine equity: | ||||||
Redeemable convertible preferred shares | ¥ | ¥ 1,510,352 | |||||
Parenthetical disclosures | ||||||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | $ 0.01 | ||||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 30,000,000 | 30,000,000 | ||
Redeemable convertible preferred shares, issued shares | 0 | 0 | 30,000,000 | 30,000,000 | ||
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 30,000,000 | 30,000,000 | ||
Series B redeemable convertible preferred shares | ||||||
Mezzanine equity: | ||||||
Redeemable convertible preferred shares | ¥ | ¥ 521,648 | |||||
Parenthetical disclosures | ||||||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | $ 0.01 | ||||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 20,000,000 | 20,000,000 | ||
Redeemable convertible preferred shares, issued shares | 0 | 0 | 10,343,535 | 10,343,535 | ||
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 10,343,535 | 10,343,535 | ||
Series B redeemable convertible preferred shares | Parent | ||||||
Mezzanine equity: | ||||||
Redeemable convertible preferred shares | ¥ | ¥ 521,648 | |||||
Parenthetical disclosures | ||||||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | $ 0.01 | ||||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 20,000,000 | 20,000,000 | ||
Redeemable convertible preferred shares, issued shares | 0 | 0 | 10,343,535 | 10,343,535 | ||
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 10,343,535 | 10,343,535 | ||
Series C redeemable convertible preferred shares | ||||||
Mezzanine equity: | ||||||
Redeemable convertible preferred shares | ¥ | ¥ 652,194 | |||||
Parenthetical disclosures | ||||||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | $ 0.01 | ||||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 16,173,914 | 16,173,914 | ||
Redeemable convertible preferred shares, issued shares | 0 | 0 | 12,981,287 | 12,981,287 | ||
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 12,981,287 | 12,981,287 | ||
Series C redeemable convertible preferred shares | Parent | ||||||
Mezzanine equity: | ||||||
Redeemable convertible preferred shares | ¥ | ¥ 652,194 | |||||
Parenthetical disclosures | ||||||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | $ 0.01 | ||||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 16,173,914 | 16,173,914 | ||
Redeemable convertible preferred shares, issued shares | 0 | 0 | 12,981,287 | 12,981,287 | ||
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 12,981,287 | 12,981,287 | ||
Series D redeemable convertible preferred shares | ||||||
Mezzanine equity: | ||||||
Redeemable convertible preferred shares | ¥ | ¥ 1,445,547 | |||||
Parenthetical disclosures | ||||||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | $ 0.01 | ||||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 29,896,623 | 29,896,623 | ||
Redeemable convertible preferred shares, issued shares | 0 | 0 | 28,820,219 | 28,820,219 | ||
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 28,820,219 | 28,820,219 | ||
Series D redeemable convertible preferred shares | Parent | ||||||
Mezzanine equity: | ||||||
Redeemable convertible preferred shares | ¥ | ¥ 1,445,547 | |||||
Parenthetical disclosures | ||||||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | $ 0.01 | ||||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 29,896,623 | 29,896,623 | ||
Redeemable convertible preferred shares, issued shares | 0 | 0 | 28,820,219 | 28,820,219 | ||
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 285,820,219 | 285,820,219 | ||
Series E redeemable convertible preferred shares | ||||||
Mezzanine equity: | ||||||
Redeemable convertible preferred shares | ¥ | ¥ 2,040,782 | |||||
Parenthetical disclosures | ||||||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | $ 0.01 | ||||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 42,731,874 | 42,731,874 | ||
Redeemable convertible preferred shares, issued shares | 0 | 0 | 41,177,988 | 41,177,988 | ||
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 41,177,988 | 41,177,988 | ||
Series E redeemable convertible preferred shares | Parent | ||||||
Mezzanine equity: | ||||||
Redeemable convertible preferred shares | ¥ | ¥ 2,040,782 | |||||
Parenthetical disclosures | ||||||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | $ 0.01 | ||||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 42,731,874 | 42,731,874 | ||
Redeemable convertible preferred shares, issued shares | 0 | 0 | 41,177,988 | 41,177,988 | ||
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 41,177,988 | 41,177,988 | ||
Series F redeemable convertible preferred shares | ||||||
Mezzanine equity: | ||||||
Redeemable convertible preferred shares | ¥ | ¥ 2,806,393 | |||||
Parenthetical disclosures | ||||||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | $ 0.01 | ||||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 56,680,441 | 56,680,441 | ||
Redeemable convertible preferred shares, issued shares | 0 | 0 | 56,680,441 | 56,680,441 | ||
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 56,680,441 | 56,680,441 | ||
Series F redeemable convertible preferred shares | Parent | ||||||
Mezzanine equity: | ||||||
Redeemable convertible preferred shares | ¥ | ¥ 2,806,393 | |||||
Parenthetical disclosures | ||||||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | $ 0.01 | ||||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 56,680,441 | 56,680,441 | ||
Redeemable convertible preferred shares, issued shares | 0 | 0 | 56,680,441 | 56,680,441 | ||
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 56,680,441 | 56,680,441 | ||
Series G-1 redeemable convertible preferred shares | ||||||
Mezzanine equity: | ||||||
Redeemable convertible preferred shares | ¥ | ¥ 1,280,749 | |||||
Parenthetical disclosures | ||||||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | $ 0.01 | ||||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 15,479,382 | 15,479,382 | ||
Redeemable convertible preferred shares, issued shares | 0 | 0 | 15,479,382 | 15,479,382 | ||
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 15,479,382 | 15,479,382 | ||
Series G-1 redeemable convertible preferred shares | Parent | ||||||
Mezzanine equity: | ||||||
Redeemable convertible preferred shares | ¥ | ¥ 1,280,749 | |||||
Parenthetical disclosures | ||||||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | $ 0.01 | ||||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 15,479,382 | 15,479,382 | ||
Redeemable convertible preferred shares, issued shares | 0 | 0 | 15,479,382 | 15,479,382 | ||
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 15,479,382 | 15,479,382 | ||
Series G-2 redeemable convertible preferred shares | ||||||
Mezzanine equity: | ||||||
Redeemable convertible preferred shares | ¥ | ¥ 5,584,545 | |||||
Parenthetical disclosures | ||||||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | $ 0.01 | ||||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 68,551,547 | 68,551,547 | ||
Redeemable convertible preferred shares, issued shares | 0 | 0 | 68,551,547 | 68,551,547 | ||
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 68,551,547 | 68,551,547 | ||
Series G-2 redeemable convertible preferred shares | Parent | ||||||
Mezzanine equity: | ||||||
Redeemable convertible preferred shares | ¥ | ¥ 5,584,545 | |||||
Parenthetical disclosures | ||||||
Redeemable convertible preferred shares, par value (in dollars per share) | $ / shares | $ 0 | $ 0.01 | ||||
Redeemable convertible preferred shares, authorized shares | 0 | 0 | 68,551,547 | 68,551,547 | ||
Redeemable convertible preferred shares, issued shares | 0 | 0 | 68,551,547 | 68,551,547 | ||
Redeemable convertible preferred shares, outstanding shares | 0 | 0 | 68,551,547 | 68,551,547 | ||
Class A ordinary shares | ||||||
Shareholders' equity/(deficit): | ||||||
Ordinary shares | $ 2,356 | ¥ 15,330 | ||||
Parenthetical disclosures | ||||||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0 | ||||
Ordinary shares, authorized shares | 1,858,134,053 | 1,858,134,053 | 0 | 0 | ||
Ordinary shares, issued shares | 232,648,452 | 232,648,452 | 0 | 0 | ||
Ordinary shares, outstanding shares | 232,648,452 | 232,648,452 | 0 | 0 | ||
Class A ordinary shares | Parent | ||||||
Shareholders' equity/(deficit): | ||||||
Ordinary shares | $ 2,356 | ¥ 15,330 | ||||
Parenthetical disclosures | ||||||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0 | ||||
Ordinary shares, authorized shares | 1,858,134,053 | 1,858,134,053 | 0 | 0 | ||
Ordinary shares, issued shares | 232,648,452 | 232,648,452 | 0 | 0 | ||
Ordinary shares, outstanding shares | 232,648,452 | 232,648,452 | 0 | 0 | ||
Class B ordinary shares | ||||||
Shareholders' equity/(deficit): | ||||||
Ordinary shares | $ 950 | ¥ 6,178 | ||||
Parenthetical disclosures | ||||||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0 | ||||
Ordinary shares, authorized shares | 94,075,249 | 94,075,249 | 0 | 0 | ||
Ordinary shares, issued shares | 94,075,249 | 94,075,249 | 0 | 0 | ||
Ordinary shares, outstanding shares | 94,075,249 | 94,075,249 | 0 | 0 | ||
Class B ordinary shares | Parent | ||||||
Shareholders' equity/(deficit): | ||||||
Ordinary shares | $ 950 | ¥ 6,178 | ||||
Parenthetical disclosures | ||||||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0 | ||||
Ordinary shares, authorized shares | 94,075,249 | 94,075,249 | 0 | 0 | ||
Ordinary shares, issued shares | 94,075,249 | 94,075,249 | 0 | 0 | ||
Ordinary shares, outstanding shares | 94,075,249 | 94,075,249 | 0 | 0 | ||
Class C ordinary shares | ||||||
Shareholders' equity/(deficit): | ||||||
Ordinary shares | $ 504 | ¥ 3,278 | ||||
Parenthetical disclosures | ||||||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0 | ||||
Ordinary shares, authorized shares | 47,790,698 | 47,790,698 | 0 | 0 | ||
Ordinary shares, issued shares | 47,790,698 | 47,790,698 | 0 | 0 | ||
Ordinary shares, outstanding shares | 47,790,698 | 47,790,698 | 0 | 0 | ||
Class C ordinary shares | Parent | ||||||
Shareholders' equity/(deficit): | ||||||
Ordinary shares | $ 504 | ¥ 3,278 | ||||
Parenthetical disclosures | ||||||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0 | ||||
Ordinary shares, authorized shares | 47,790,698 | 47,790,698 | 0 | 0 | ||
Ordinary shares, issued shares | 47,790,698 | 47,790,698 | 0 | 0 | ||
Ordinary shares, outstanding shares | 47,790,698 | 47,790,698 | 0 | 0 |
CONDENSED FINANCIAL INFORMAT105
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY - Condensed Statements of Comprehensive Loss (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | |
Operating expenses | ||||
General and administrative expenses | $ (142,660) | ¥ (928,188) | ¥ (521,237) | ¥ (380,864) |
Operating loss | (196,195) | (1,276,498) | (1,399,963) | (1,088,000) |
Interest expense | (7,247) | (47,154) | (21,379) | (10,439) |
Interest income | 11,536 | 75,056 | 24,386 | 3,727 |
Net loss attributable to BEST Inc | (188,723) | (1,227,893) | (1,363,480) | (1,059,443) |
Accretion to redemption value of redeemable convertible preferred shares | (3,661,975) | (3,996,288) | ||
Deemed dividend-Repurchase of redeemable convertible preferred shares | (160,891) | |||
Deemed dividend-Modification of redeemable convertible preferred shares | (423,979) | 0 | ||
Deemed dividend-Extinguishment loss of Series D redeemable convertible preferred shares | (296,677) | |||
Net loss attributable to ordinary shareholders | (188,723) | (1,227,893) | (5,610,325) | (5,352,408) |
Other comprehensive income, tax | 0 | 0 | 0 | |
Foreign currency translation adjustments | (20,560) | (133,767) | 129,305 | 26,182 |
Comprehensive loss | (209,309) | (1,361,827) | (1,234,175) | (1,033,261) |
Parent | ||||
Operating expenses | ||||
General and administrative expenses | (5) | (30) | (8,419) | (831) |
Operating loss | (5) | (30) | (8,419) | (831) |
Share of losses of subsidiaries and VIE | (188,716) | (1,227,847) | (1,658,038) | (860,033) |
Interest expense | (4) | (30) | ||
Interest income | 2 | 14 | 570 | 2 |
Net loss attributable to BEST Inc | (188,723) | (1,227,893) | (1,665,887) | (860,862) |
Accretion to redemption value of redeemable convertible preferred shares | (3,661,975) | (3,996,288) | ||
Deemed dividend-Repurchase of redeemable convertible preferred shares | (160,891) | |||
Deemed dividend-Modification of redeemable convertible preferred shares | (423,979) | |||
Deemed dividend-Extinguishment loss of Series D redeemable convertible preferred shares | (296,677) | |||
Net loss attributable to ordinary shareholders | (188,723) | (1,227,893) | (5,912,732) | (5,153,827) |
Other comprehensive income, tax | 0 | 0 | 0 | |
Foreign currency translation adjustments | (20,560) | (133,767) | 73,368 | 26,182 |
Comprehensive loss | $ (209,283) | ¥ (1,361,660) | ¥ (1,592,519) | ¥ (834,680) |
CONDENSED FINANCIAL INFORMAT106
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY - Condensed Statements of Cash Flows (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | |
Condensed Statements of Cash Flows | ||||
Net cash used in operating activities | $ 17,988 | ¥ 117,036 | ¥ (788,794) | ¥ (312,180) |
Net cash used in investing activities | (646,439) | (4,205,923) | (843,844) | (557,305) |
Net cash generated from financing activities | 372,022 | 2,420,488 | 4,110,498 | 905,337 |
Net increase/(decrease) in cash and cash equivalents | (259,310) | (1,687,150) | 2,636,517 | 71,288 |
Cash and cash equivalents at beginning of year | 449,961 | 2,927,581 | 291,064 | 219,776 |
Cash and cash equivalents at end of year | 190,651 | 1,240,431 | 2,927,581 | 291,064 |
Parent | ||||
Condensed Statements of Cash Flows | ||||
Net cash used in operating activities | 8,719 | 56,730 | (8,419) | (831) |
Net cash used in investing activities | (471,843) | (3,069,955) | (6,907,867) | (952,309) |
Net cash generated from financing activities | 465,997 | 3,031,915 | 6,936,720 | 953,150 |
Net increase/(decrease) in cash and cash equivalents | 2,873 | 18,690 | 20,434 | 10 |
Cash and cash equivalents at beginning of year | 3,142 | 20,445 | 11 | 1 |
Cash and cash equivalents at end of year | $ 6,015 | ¥ 39,135 | ¥ 20,445 | ¥ 11 |