Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2019shares | |
Entity Registrant Name | BEST Inc. |
Document Type | 20-F |
Document Period End Date | Dec. 31, 2019 |
Document Registration Statement | false |
Document Annual Report | true |
Document Transition Report | false |
Document Shell Company Report | false |
Entity File Number | 001-38198 |
Entity Incorporation, State or Country Code | E9 |
Entity Address, Address Line One | 2nd Floor, Block A, Huaxing Modern Industry Park |
Entity Address, Address Line Two | No. 18 Tangmiao Road, Xihu District, Hangzhou |
Entity Address, City or Town | Zhejiang Province |
Entity Address, Postal Zip Code | 310013 |
Entity Address, Country | CN |
Entity Well-known Seasoned Issuer | Yes |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Emerging Growth Company | false |
Document Accounting Standard | U.S. GAAP |
Entity Shell Company | false |
Entity Central Index Key | 0001709505 |
Current Fiscal Year End Date | --12-31 |
Document Fiscal Year Focus | 2019 |
Document Fiscal Period Focus | FY |
Amendment Flag | false |
Business Contact | |
Contact Personnel Name | Ms. Gloria Fan |
City Area Code | 86 |
Local Phone Number | 571-88995656 |
Contact Personnel Email Address | ir@best-inc.com |
Entity Address, Address Line One | 2nd Floor, Block A, Huaxing Modern Industry Park |
Entity Address, Address Line Two | No. 18 Tangmiao Road, Xihu District, Hangzhou |
Entity Address, City or Town | Zhejiang Province |
Entity Address, Postal Zip Code | 310013 |
Entity Address, Country | CN |
ADS | |
Title of 12(b) Security | American Depositary Shares, each representing one Class A ordinary share |
Trading Symbol | BEST |
Security Exchange Name | NYSE |
Class A ordinary shares | |
Title of 12(b) Security | Class A ordinary shares, par value $0.01 per share* |
No Trading Symbol Flag | true |
Entity Common Stock, Shares Outstanding | 250,648,452 |
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, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) |
Current assets: | |||
Cash and cash equivalents | ¥ 1,994,683 | $ 286,518 | ¥ 1,630,444 |
Restricted cash | 1,786,832 | 256,662 | 1,278,326 |
Accounts and notes receivables, net of allowance of RMB25,105 and RMB86,152 (US$12,375) as of December 31, 2018 and 2019, respectively | 1,229,083 | 176,547 | 1,046,844 |
Inventories | 140,006 | 20,111 | 151,031 |
Prepayments and other current assets | 2,582,577 | 370,964 | 1,904,846 |
Short-term investments | 1,057,598 | 151,914 | 1,007,329 |
Lease rental receivables | 650,912 | 93,498 | 613,439 |
Amounts due from related parties | 246,758 | 35,445 | 197,488 |
Total current assets | 9,688,449 | 1,391,659 | 7,829,747 |
Non-current assets: | |||
Property and equipment, net | 2,939,379 | 422,215 | 2,064,657 |
Intangible assets, net | 121,587 | 17,465 | 143,810 |
Goodwill | 490,986 | 70,526 | 469,076 |
Long-term investments | 230,855 | 33,160 | 214,339 |
Non-current deposits | 127,191 | 18,270 | 77,043 |
Other non-current assets | 262,129 | 37,652 | 45,531 |
Operating lease right-of-use assets | 4,378,804 | 628,976 | |
Lease rental receivables | 1,077,776 | 154,813 | 1,431,441 |
Restricted cash | 175,700 | 25,238 | 90,638 |
Total non-current assets: | 9,804,407 | 1,408,315 | 4,536,535 |
Total assets | 19,492,856 | 2,799,974 | 12,366,282 |
Current liabilities (including current liabilities of the consolidated VIEs without recourse to the primary beneficiary of RMB4,357,649 and RMB5,967,835 (US$857,225) as of December 31, 2018 and 2019, respectively): | |||
Short-term bank loans | 2,510,500 | 360,611 | 1,782,900 |
Securitization debt | 104,899 | 15,068 | |
Accounts and notes payable | 3,391,383 | 487,141 | 2,851,557 |
Accrued expenses and other liabilities | 2,023,263 | 290,622 | 2,238,785 |
Customer advances and deposits and deferred revenue | 1,489,510 | 213,955 | 1,219,230 |
Operating lease liabilities | 1,035,252 | 148,705 | |
Financing lease liabilities | 1,363 | 196 | 2,851 |
Amounts due to related parties | 6,140 | 882 | 12,429 |
Income tax payable | 7,358 | 1,057 | 5,767 |
Total current liabilities | 10,569,668 | 1,518,237 | 8,113,519 |
Noncurrent liabilities (including noncurrent liabilities of the consolidated VIEs without recourse to the primary beneficiary of RMB4,357,649 and RMB1,967,870 (US$282,668) as of December 31, 2018 and 2019, respectively): | |||
Convertible senior notes | 1,360,208 | 195,382 | |
Operating lease liabilities | 3,482,634 | 500,249 | |
Financing lease liabilities | 2,072 | 298 | 745 |
Deferred tax liabilities | 25,806 | 3,707 | 25,356 |
Other non-current liabilities | 137,184 | 19,705 | 86,504 |
Total non-current liabilities | 5,007,904 | 719,341 | 112,605 |
Total liabilities | 15,577,572 | 2,237,578 | 8,226,124 |
Commitments and contingencies | |||
Shareholders' equity: | |||
Additional paid in capital | 19,353,400 | 2,779,942 | 19,407,460 |
Accumulated deficit | (15,621,672) | (2,243,913) | (15,419,256) |
Accumulated other comprehensive income | 163,196 | 23,442 | 123,923 |
BEST Inc. shareholders' equity | 3,920,912 | 563,204 | 4,138,115 |
Non-controlling interests | (5,628) | (808) | 2,043 |
Total shareholders' equity | 3,915,284 | 562,396 | 4,140,158 |
Total liabilities and shareholders' equity | 19,492,856 | 2,799,974 | 12,366,282 |
Class A ordinary shares | |||
Shareholders' equity: | |||
Ordinary shares | 16,532 | 2,375 | 16,532 |
Class B ordinary shares | |||
Shareholders' equity: | |||
Ordinary shares | 6,178 | 887 | 6,178 |
Class C ordinary shares | |||
Shareholders' equity: | |||
Ordinary shares | ¥ 3,278 | $ 471 | ¥ 3,278 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) ¥ in Thousands, $ in Thousands | Dec. 31, 2019CNY (¥)shares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018CNY (¥)shares |
Allowance for doubtful accounts | ¥ 86,152 | $ 12,375 | ¥ 25,105 |
Current liabilities of consolidated VIE without recourse to primary beneficiary | 5,967,835 | 857,225 | 4,357,649 |
Non-current liabilities of consolidated VIE without recourse to primary beneficiary | ¥ 1,967,870 | $ 282,668 | ¥ 4,357,649 |
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 | 1,858,134,053 |
Ordinary shares, issued shares | 250,648,452 | 250,648,452 | 250,648,452 |
Ordinary shares, outstanding shares | 250,648,452 | 250,648,452 | 250,648,452 |
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 | 94,075,249 |
Ordinary shares, issued shares | 94,075,249 | 94,075,249 | 94,075,249 |
Ordinary shares, outstanding shares | 94,075,249 | 94,075,249 | 94,075,249 |
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 | 47,790,698 |
Ordinary shares, issued shares | 47,790,698 | 47,790,698 | 47,790,698 |
Ordinary shares, outstanding shares | 47,790,698 | 47,790,698 | 47,790,698 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019CNY (¥)¥ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018CNY (¥)¥ / sharesshares | Dec. 31, 2017CNY (¥)¥ / sharesshares | |
Revenue | ||||
Total revenue | ¥ 35,175,889 | $ 5,052,700 | ¥ 27,960,979 | ¥ 19,989,562 |
Cost of revenue | ||||
Total cost of revenue | (33,216,863) | (4,771,304) | (26,519,842) | (19,504,011) |
Gross profit | 1,959,026 | 281,396 | 1,441,137 | 485,551 |
Selling expenses | (931,914) | (133,861) | (893,859) | (694,852) |
General and administrative expenses | (1,109,545) | (159,376) | (1,020,671) | (928,188) |
Research and development expenses | (243,392) | (34,961) | (184,581) | (139,009) |
Total operating expenses | (2,284,851) | (328,198) | (2,099,111) | (1,762,049) |
Loss from operations | (325,825) | (46,802) | (657,974) | (1,276,498) |
Interest income | 95,440 | 13,709 | 102,821 | 75,056 |
Interest expense | (79,486) | (11,417) | (75,060) | (47,154) |
Foreign exchange loss | (6,420) | (922) | (6,533) | (6,320) |
Other income | 152,305 | 21,877 | 171,370 | 56,035 |
Other expense | (36,437) | (5,234) | (30,672) | (18,507) |
Loss before income tax and share of net loss of equity investees | (200,423) | (28,789) | (496,048) | (1,217,388) |
Income tax expense | (18,290) | (2,627) | (11,887) | (9,856) |
Loss before share of net loss of equity investees | (218,713) | (31,416) | (507,935) | (1,227,244) |
Share of net loss of equity investees | (355) | (51) | (456) | (816) |
Net loss | (219,068) | (31,467) | (508,391) | (1,228,060) |
Net loss attributable to non-controlling interests | (16,652) | (2,392) | (403) | (167) |
Net loss attributable to BEST Inc | ¥ (202,416) | $ (29,075) | ¥ (507,988) | ¥ (1,227,893) |
Net loss per Class A, Class B and Class C ordinary share: | ||||
Basic (in dollars per share) | (per share) | ¥ (0.52) | $ (0.07) | ¥ (1.32) | ¥ (8.28) |
Diluted (in dollars per share) | (per share) | ¥ (0.52) | $ (0.07) | ¥ (1.32) | ¥ (8.28) |
Other comprehensive (loss)/income, net of tax of nil | ||||
Foreign currency translation adjustments | ¥ 39,273 | $ 5,641 | ¥ 111,590 | ¥ (133,767) |
Comprehensive loss | (179,795) | (25,826) | (396,801) | (1,361,827) |
Comprehensive loss attributable to non-controlling interests | (16,652) | (2,392) | (403) | (167) |
Comprehensive loss attributable to BEST Inc. | (163,143) | (23,434) | (396,398) | (1,361,660) |
Class A ordinary shares | ||||
Cost of revenue | ||||
Net loss attributable to BEST Inc | ¥ (128,498) | $ (18,458) | ¥ (320,514) | ¥ (612,133) |
Net loss per Class A, Class B and Class C ordinary share: | ||||
Basic (in dollars per share) | (per share) | ¥ (0.52) | $ (0.07) | ¥ (1.32) | ¥ (8.28) |
Diluted (in dollars per share) | (per share) | ¥ (0.52) | $ (0.07) | ¥ (1.32) | ¥ (8.28) |
Shares used in net loss per share computation: Ordinary shares: | ||||
Basic (in shares) | 246,614,615 | 246,614,615 | 242,542,728 | 73,900,022 |
Diluted (in shares) | 388,480,562 | 388,480,562 | 384,408,675 | 148,237,982 |
Class B ordinary shares | ||||
Cost of revenue | ||||
Net loss attributable to BEST Inc | ¥ (49,017) | $ (7,040) | ¥ (124,319) | ¥ (219,898) |
Net loss per Class A, Class B and Class C ordinary share: | ||||
Basic (in dollars per share) | (per share) | ¥ (0.52) | $ (0.07) | ¥ (1.32) | ¥ (8.28) |
Diluted (in dollars per share) | (per share) | ¥ (0.52) | $ (0.07) | ¥ (1.32) | ¥ (8.28) |
Shares used in net loss per share computation: Ordinary shares: | ||||
Basic (in shares) | 94,075,249 | 94,075,249 | 94,075,249 | 26,547,262 |
Diluted (in shares) | 94,075,249 | 94,075,249 | 94,075,249 | 26,547,262 |
Class C ordinary shares | ||||
Cost of revenue | ||||
Net loss attributable to BEST Inc | ¥ (24,901) | $ (3,577) | ¥ (63,155) | ¥ (395,862) |
Net loss per Class A, Class B and Class C ordinary share: | ||||
Basic (in dollars per share) | (per share) | ¥ (0.52) | $ (0.07) | ¥ (1.32) | ¥ (8.28) |
Diluted (in dollars per share) | (per share) | ¥ (0.52) | $ (0.07) | ¥ (1.32) | ¥ (8.28) |
Shares used in net loss per share computation: Ordinary shares: | ||||
Basic (in shares) | 47,790,698 | 47,790,698 | 47,790,698 | 47,790,698 |
Diluted (in shares) | 47,790,698 | 47,790,698 | 47,790,698 | 47,790,698 |
Express delivery | ||||
Cost of revenue | ||||
Total cost of revenue | ¥ (20,779,992) | $ (2,984,859) | ¥ (16,915,801) | ¥ (12,435,550) |
Freight delivery | ||||
Cost of revenue | ||||
Total cost of revenue | (4,934,937) | (708,859) | (3,946,032) | (3,362,652) |
Supply chain management | ||||
Cost of revenue | ||||
Total cost of revenue | (2,052,006) | (294,752) | (1,970,105) | (1,502,570) |
Store+ | ||||
Cost of revenue | ||||
Total cost of revenue | (2,495,503) | (358,457) | (2,589,883) | (2,072,912) |
Other | ||||
Cost of revenue | ||||
Total cost of revenue | (2,954,425) | (424,377) | (1,098,021) | (130,327) |
Third parties | ||||
Revenue | ||||
Total revenue | 34,350,337 | 4,934,117 | 27,308,627 | 19,499,563 |
Third parties | Express delivery | ||||
Revenue | ||||
Total revenue | 21,533,330 | 3,093,069 | 17,526,449 | 12,667,734 |
Third parties | Freight delivery | ||||
Revenue | ||||
Total revenue | 5,224,355 | 750,432 | 4,102,610 | 3,178,044 |
Third parties | Supply chain management | ||||
Revenue | ||||
Total revenue | 1,656,402 | 237,927 | 1,598,482 | 1,229,498 |
Third parties | Store+ | ||||
Revenue | ||||
Total revenue | 2,817,202 | 404,666 | 2,845,002 | 2,226,034 |
Third parties | Other | ||||
Revenue | ||||
Total revenue | 3,119,048 | 448,023 | 1,236,084 | 198,253 |
Related parties | ||||
Revenue | ||||
Total revenue | 825,552 | 118,583 | 652,352 | 489,999 |
Related parties | Express delivery | ||||
Revenue | ||||
Total revenue | 274,268 | 39,396 | 176,420 | 118,545 |
Related parties | Supply chain management | ||||
Revenue | ||||
Total revenue | 534,012 | 76,706 | ¥ 475,932 | ¥ 371,454 |
Related parties | Other | ||||
Revenue | ||||
Total revenue | ¥ 17,272 | $ 2,481 |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Parenthetical) - CNY (¥) ¥ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS | |||
Other comprehensive income (loss), tax | ¥ 0 | ¥ 0 | ¥ 0 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||||
Net loss | ¥ (219,068) | $ (31,467) | ¥ (508,391) | ¥ (1,228,060) |
Adjustments to reconcile net loss to net cash generated from operating activities: | ||||
Share of net loss of equity investees | 355 | 51 | 456 | 816 |
Fair value change of equity investments without readily determinable fair values under the measurement alternative | (14,155) | (2,033) | (64,628) | |
Deferred income tax | 450 | 65 | (6,332) | (1,680) |
Depreciation and amortization | 492,778 | 70,783 | 461,612 | 363,909 |
Lease expense to reduce operating lease right-of -use assets | 773,512 | 111,108 | ||
Share-based compensation | 98,504 | 14,149 | 109,107 | 298,963 |
Accretion on secured bank borrowings and convertible senior notes | 17,760 | 2,551 | ||
Allowance for doubtful accounts and inventory provision/(reversal) | 113,059 | 16,240 | 60,001 | 18,394 |
(Gain)/Loss on disposal of property and equipment | 8,130 | 1,168 | 12,345 | (3,065) |
Gain on disposal of an equity method investment | (22) | (3) | ||
Gain on disposal of a subsidiary | (4,040) | (580) | ||
Foreign exchange loss | 6,420 | 922 | 6,533 | 6,320 |
Changes in operating assets and liabilities: | ||||
Accounts and notes receivables | (283,114) | (40,667) | (415,318) | (268,272) |
Inventories | 13,198 | 1,896 | 10,485 | (21,324) |
Prepayment and other current assets | (481,604) | (69,178) | (231,408) | (466,118) |
Amounts due from related parties | (49,270) | (7,077) | (32,594) | (81,592) |
Non-current deposits | (50,148) | (7,203) | (7,918) | (18,178) |
Other non-current assets | 1,901 | 273 | (9,055) | (27,037) |
Lease rental receivables-interest portion | (6,738) | (968) | ||
Accounts and notes payables | 643,709 | 92,463 | 636,015 | 619,421 |
Income tax payable | 717 | 103 | 5,138 | 162 |
Customer advances and deposits and deferred revenue | 270,280 | 38,823 | 283,794 | 233,394 |
Accrued expenses and other liabilities | 177,905 | 25,552 | 316,658 | 573,637 |
Amounts due to related parties | (6,289) | (903) | (473) | 12,011 |
Other non-current liabilities | 11,186 | 1,607 | 11,177 | 13,901 |
Operating lease liabilities | (662,583) | (95,173) | ||
Net cash (used in)/generated from operating activities | 852,833 | 122,502 | 637,204 | 25,602 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||||
Purchase of property and equipment | (1,497,723) | (215,134) | (1,077,784) | (749,734) |
Origination of lease rental and other financing receivables | (850,150) | (122,116) | (1,556,178) | (722,257) |
Receipt of repayment on lease and other financing receivables-principal portion | 697,380 | 100,172 | 309,403 | 97,727 |
Disposal of property and equipment and intangible assets | 25,444 | 3,655 | 44,092 | 45,156 |
Cash paid for business acquisitions (net of cash acquired of RMB2,737, RMB nil and RMB5,176 (US$ 742) for the years ended December 31, 2017, 2018 and 2019, respectively) | (29,661) | (4,261) | (45,012) | (313,958) |
Acquisition of intangible assets | (4,711) | (677) | (1,487) | (26,830) |
Disposal of an equity method investment | 450 | 65 | ||
Proceeds from disposal of a subsidiary | 100 | 14 | ||
Acquisition of long-term investments | (3,144) | (452) | (113,000) | (13,902) |
Proceeds from maturities of short-term investments | 2,509,477 | 360,464 | 5,729,611 | 2,678,724 |
Purchase of short-term investments | (2,554,217) | (366,890) | (4,330,900) | (5,058,426) |
Other investing activities, net | (205,727) | (29,551) | (189,698) | (42,423) |
Net cash used in investing activities | (1,912,482) | (274,711) | (1,230,953) | (4,105,923) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||||
Proceeds from short-term bank loans | 3,810,095 | 547,286 | 3,417,700 | 1,901,884 |
Repayment of short-term bank loans | (3,212,486) | (461,444) | (2,851,184) | (1,189,417) |
Proceeds from convertible senior notes, net of issuance costs | 1,375,355 | 197,557 | ||
Purchase of capped calls | (159,138) | (22,859) | ||
Proceeds from issuance of asset-backed securities to external investors, net of issuance costs | 262,316 | 37,679 | ||
Principal repayment of borrowings from external investors | (157,417) | (22,612) | ||
Borrowings for machinery and electronic equipment | 94,000 | 13,502 | ||
Principal repayment of borrowings for machinery and electronic equipment loans | (14,470) | (2,078) | ||
Proceeds from other financing activities | 1,054 | 151 | ||
Principal repayment of financing lease liabilities | (1,215) | (175) | (5,459) | (13,523) |
Contributions from non-controlling interest shareholders | 8,318 | 1,195 | 2,446 | |
Payment of deferred initial public offering costs | (9,836) | |||
Proceeds from initial public offering, net of issuance costs | 3,130,197 | |||
Proceeds from the exercise of share options | 5,400 | 776 | 3,482 | 48 |
Repurchase of redeemable convertible preferred shares | (98,330) | |||
Net cash generated from financing activities | 2,011,812 | 288,978 | 557,149 | 3,730,859 |
Exchange rate effect on cash, cash equivalents and restricted cash | 5,644 | 811 | 53,179 | (48,241) |
Net (decrease)/increase in cash, cash equivalents and restricted cash | 957,807 | 137,580 | 16,579 | (397,703) |
Cash, cash equivalents and restricted cash at the beginning of the year | 2,999,408 | 430,838 | 2,982,829 | 3,380,532 |
Cash, cash equivalents and restricted cash at the end of the year | 3,957,215 | 568,418 | 2,999,408 | 2,982,829 |
Supplemental disclosures of cash flow information: | ||||
Income taxes paid | 16,249 | 2,334 | 4,595 | 368 |
Interest expense paid | 68,846 | 9,889 | 74,611 | 46,531 |
Supplemental disclosures of non-cash investing and financing activities: | ||||
Purchase of property and equipment included in accrued expenses and other liabilities | 128,457 | 18,452 | 252,265 | 121,735 |
Proceeds from disposal of property and equipment included in prepayment and other current assets | 18,351 | |||
Acquisition of property and equipment through financing leases | 3,435 | 494 | 3,596 | 9,055 |
Purchase consideration for business acquisitions included in accrued expenses and other liabilities | ¥ 11,095 | $ 1,594 | ¥ 12,335 | 26,497 |
Deferred IPO costs included in accrued expenses and other liabilities | ¥ 9,836 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2019USD ($) | |
CONSOLIDATED STATEMENTS OF CASH FLOWS | |||||
Cash acquired in business acquisitions, net | ¥ 5,176 | $ 742 | ¥ 0 | ¥ 2,737 | |
Reconciliation of cash, cash equivalents and restricted cash: | |||||
Cash and cash equivalents | 1,994,683 | 1,630,444 | 1,240,431 | $ 286,518 | |
Restricted cash - current | 1,786,832 | 1,278,326 | 1,652,653 | 256,662 | |
Restricted cash - non-current | 175,700 | 90,638 | 89,745 | 25,238 | |
Total cash, cash equivalents and restricted cash shown in the statement of cash flows | ¥ 3,957,215 | ¥ 2,999,408 | ¥ 2,982,829 | $ 568,418 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' (DEFICIT)/EQUITY ¥ in Thousands, $ in Thousands | Common StockCNY (¥)shares | Common StockUSD ($)shares | Additional paid-in capitalCNY (¥) | Additional paid-in capitalUSD ($) | Accumulated other comprehensive incomeCNY (¥) | Accumulated other comprehensive incomeUSD ($) | Accumulated deficitCNY (¥) | Accumulated deficitUSD ($) | Non-controlling interestsCNY (¥) | Non-controlling interestsUSD ($) | CNY (¥) | USD ($) |
Balance at beginning of the year at Dec. 31, 2016 | ¥ 4,116 | ¥ 146,100 | ¥ (13,658,321) | ¥ (13,508,105) | ||||||||
Balance at beginning of the year (in shares) at Dec. 31, 2016 | shares | 60,000,000 | 60,000,000 | ||||||||||
Net loss for the year | (1,227,893) | ¥ (167) | (1,228,060) | |||||||||
Other comprehensive income/loss | (133,767) | (133,767) | ||||||||||
Share-based compensation | ¥ 298,963 | 298,963 | ||||||||||
Acquisition of subsidiaries | 91,623 | 91,623 | ||||||||||
Acquisition of non-controlling interests | (90,778) | (90,778) | ||||||||||
Issuance of Class A ordinary shares in connection with initial public offering (Note 20) | ¥ 3,283 | 3,117,078 | 3,120,361 | |||||||||
Issuance of Class A ordinary shares in connection with initial public offering (Note 20) (shares) | shares | 49,750,000 | 49,750,000 | ||||||||||
Exercise of share options and vesting of restricted shares (Note 20) | ¥ 48 | 48 | ||||||||||
Exercise of share options and vesting of restricted shares (Note 20) (shares) | shares | 730,000 | 730,000 | ||||||||||
Conversion of redeemable convertible preferred shares | ¥ 17,339 | 15,824,871 | 15,842,210 | |||||||||
Conversion of redeemable convertible preferred shares (shares) | shares | 264,034,399 | 264,034,399 | ||||||||||
Balance at end of the year at Dec. 31, 2017 | ¥ 24,786 | 19,240,912 | 12,333 | (14,886,214) | 678 | 4,392,495 | ||||||
Balance at end of the year (in shares) at Dec. 31, 2017 | shares | 374,514,399 | 374,514,399 | ||||||||||
Cumulative effect of accounting change | (25,054) | (25,054) | ||||||||||
Net loss for the year | (507,988) | (403) | (508,391) | |||||||||
Other comprehensive income/loss | 111,590 | 111,590 | ||||||||||
Share-based compensation | 109,107 | 109,107 | ||||||||||
Contributions from non-controlling interest shareholders | 2,446 | 2,446 | ||||||||||
Acquisition of non-controlling interests | (167) | (678) | (845) | |||||||||
Newly deposited and issued to depository bank-Citibank, N.A. ("Citi") (in shares) | shares | 18,000,000 | 18,000,000 | ||||||||||
Settlement of exercised share options and vested restricted shares with shares held by Citi (Note 20) | shares | (12,903,413) | (12,903,413) | ||||||||||
Exercise of share options and vesting of restricted shares (Note 20) | ¥ 1,202 | 57,608 | 58,810 | |||||||||
Exercise of share options and vesting of restricted shares (Note 20) (shares) | shares | 12,903,413 | 12,903,413 | ||||||||||
Balance at end of the year at Dec. 31, 2018 | ¥ 25,988 | 19,407,460 | 123,923 | (15,419,256) | 2,043 | 4,140,158 | ||||||
Balance at end of the year (in shares) at Dec. 31, 2018 | shares | 392,514,399 | 392,514,399 | ||||||||||
Net loss for the year | (202,416) | (16,652) | (219,068) | $ (31,467) | ||||||||
Other comprehensive income/loss | 39,273 | 39,273 | ||||||||||
Share-based compensation | 98,504 | 98,504 | ||||||||||
Purchase of capped calls | (159,138) | (159,138) | ||||||||||
Contributions from non-controlling interest shareholders | 8,318 | 8,318 | ||||||||||
Acquisition of non-controlling interests | 663 | 663 | ||||||||||
Settlement of exercised share options and vested restricted shares with shares held by Citi (Note 20) | shares | (2,056,804) | (2,056,804) | ||||||||||
Exercise of share options and vesting of restricted shares (Note 20) | 6,574 | 6,574 | ||||||||||
Exercise of share options and vesting of restricted shares (Note 20) (shares) | shares | 2,056,804 | 2,056,804 | ||||||||||
Balance at end of the year at Dec. 31, 2019 | ¥ 25,988 | $ 3,733 | ¥ 19,353,400 | $ 2,779,942 | ¥ 163,196 | $ 23,442 | ¥ (15,621,672) | $ (2,243,913) | ¥ (5,628) | $ (808) | ¥ 3,915,284 | $ 562,396 |
Balance at end of the year (in shares) at Dec. 31, 2019 | shares | 392,514,399 | 392,514,399 |
ORGANIZATION AND BASIS OF PRESE
ORGANIZATION AND BASIS OF PRESENTATION | 12 Months Ended |
Dec. 31, 2019 | |
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, variable interest entities (the “VIEs") and VIEs' subsidiaries, which are mainly located in the People’s Republic of China (the “PRC”). The accompanying consolidated financial statements include the financial statements of the Company, its subsidiaries, VIEs and VIEs' subsidiaries. The Company, its subsidiaries, VIEs and VIEs' subsidiaries 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 20). 1. ORGANIZATION AND BASIS OF PRESENTATION (CONTINUED) Details of the Company’s principal subsidiaries, VIEs and VIEs’ subsidiaries as of December 31, 2019 are as follows: Place of Percentage of incorporation, equity interest registration and Date of attributable Name of Company business incorporation/acquisition to the Company Principal activities Subsidiaries: Eight Hundred Logistics Technologies Corporation British Virgin Islands May 22, 2007 100 % Investment holding ("BEST BVI") ("BVI") BEST Logistics Technologies Limited Hong Kong May 29, 2007 100 % Investment holding ("BEST HK") ("HK") BEST Capital Inc. Cayman Islands December 13, 2017 100 % Investment holding (“BEST Capital”) BEST Capital Holding Limited BVI December 13, 2017 100 % Investment holding (“BEST Capital BVI”) BEST Capital Management Limited HK December 20, 2017 100 % Investment holding (“BEST Capital HK”) BEST Logistics Technologies (China) Co., Ltd. PRC April 23, 2008 100 % Freight delivery and Supply chain ("BEST China") management services BEST Store Network (Hangzhou) Co., Ltd. PRC May16, 2013 100 % Store + services ("BEST Store") Zhejiang BEST Technology Co., Ltd. PRC July 26, 2007 100 % Logistics technical services ("BEST Technology") Xinyuan Financial Leasing (Zhejiang) Co., Ltd. PRC January 15, 2015 100 % Financial services (“BEST Finance”) BEST Logistics Technologies (Ningbo Free Trade Zone) Co., Ltd. PRC May 22, 2015 100 % Supply chain management services ("BEST Ningbo") VIEs Hangzhou BEST Network Technologies Co., Ltd. PRC August 22, 2007 Nil Express delivery services ("BEST Network") Hangzhou BEST Information Technology Services Co., Ltd. PRC October 23, 2019 Nil Ucargo transportation services (“BEST Information Technology”) (formerly known as Hangzhou Baisheng Investment Management Co., Ltd.) (“Baisheng”) VIE’s subsidiaries: Sichuan Wowo Supermarket Chain Co., Ltd. PRC May 4, 2017 Nil Convenience store operations (“Wowo”) Shanxi Wowo Supermarket Chain Co., Ltd. PRC October 15, 2018 Nil Convenience store operations (“Shanxi Wowo”) BEST UCargo Technologies (Hangzhou) Co., Ltd PRC September 8, 2017 Nil Ucargo transportation services (“BEST Ucargo”) 1. ORGANIZATION AND BASIS OF PRESENTATION (CONTINUED) To comply with PRC laws and regulations which prohibit foreign investors invest in any domestic mail delivery services, the Group operates its express delivery services in the PRC through its VIEs. Despite the lack of technical majority ownership, BEST Technology has effective control of BEST Network through a series of contractual arrangements (the “Contractual Agreements”) and a parent-subsidiary relationship exists between BEST Technology and BEST Network. The equity interests of BEST Network are legally held by PRC individuals (the “nominee shareholders”). Through the Contractual Agreements, the nominee shareholders of BEST Network effectively assign all of their voting rights underlying their equity interests in BEST Network 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 BEST Network. As a result of the Contractual Agreements, the Company has the power to direct the activities of BEST Network that most significantly impact its economic performance and, is entitled to substantially all of the economic benefits from BEST Network through BEST Technology. Therefore, the Company consolidates BEST Network 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 BEST Network for the purpose of providing funds necessary for the capital injection of BEST Network. The loans are only repayable by the nominee shareholders through a transfer of his or her equity interests in BEST Network 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 BEST Network, BEST Technology has the exclusive right to provide services to BEST Network related to BEST Network’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 BEST Network. In return, BEST Network agrees to pay a service fee that is based on a predetermined formula based on the financial performance of BEST Network. 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, BEST Network and nominee shareholders of BEST Network, 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 BEST Network or all or part of the assets held by BEST Network and (ii) an exclusive right to cause the nominee shareholders to transfer their equity interest in BEST Network 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 BEST Network or assets held by BEST Network 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 BEST Network 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 BEST Network or its nominee shareholders terminate this agreement. 1. ORGANIZATION AND BASIS OF PRESENTATION (CONTINUED) Proxy Agreement Pursuant to the Proxy Agreement between BEST Technology, BEST Network and its nominee shareholders, each of BEST Network’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 BEST Network. 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, BEST Network and its nominee shareholders; the nominee shareholders of BEST Network have pledged all of their equity interests in BEST Network in favor of BEST Technology to secure the performance by BEST Network and its nominee shareholders 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 BEST Network to BEST Technology, to the extent permitted by PRC laws. If BEST Network 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 BEST Network agree not to create any encumbrance on or otherwise transfer or dispose of their respective equity interest in BEST Network, without the prior consent of BEST Technology. The Equity Pledge Agreement will be valid until BEST Network and their respective shareholders fulfill all contractual obligations under the above agreements. Through the design of the Contractual Agreements, the nominee shareholders of BEST Network effectively assigned their full voting rights to BEST Technology, which gives BEST Technology the power to direct the activities that most significantly impact BEST Network’s economic performance. In addition, BEST Technology is entitled to substantially all of the economic benefits from BEST Network. As a result of these Contractual Agreements, BEST Technology is determined to be the primary beneficiary of BEST Network. In June 2017, the Contractual Agreements were supplemented by the following terms: a) Exclusive Technical Support and Service Agreement ● ● 1. ORGANIZATION AND BASIS OF PRESENTATION (CONTINUED) b) Exclusive Option Agreement ● ● ● c) Proxy Agreement ● ● 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 BEST Network that most significantly impact BEST Network’s economic performance. The Company is also obligated to absorb the expected losses of BEST Network through the financial support as described above. The Company and BEST Technology, as a group of related parties,hold all of the variable interests of BEST Network. The Company has been determined to be most closely associated with BEST Network within the group of related parties and has replaced BEST Technology as the primary beneficiary of BEST Network since June 2017. As BEST Network 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 BEST Network was accounted for as a common control transaction based on the carrying amount of the net assets transferred. To comply with changes to PRC laws and regulations that became effective in 2020 which prohibit foreign ownership of more than 50% of the equity interests in companies that engage in value-added telecommunication services, the Group effected a restructuring of its UCargo transportation services business. In October 2019, BEST China, the nominee shareholders of BEST Information Technology and the Company signed a series of Contractual Arrangements, through which, the Company obtained the power to direct the activities of BEST Information Technology that most significantly impact its economic performance and, is entitled to substantially all of the economic benefits from and is also obligated to absorb the expected losses of BEST Information Technology through BEST China. The Contractual Agreements executed by BEST China, the nominee shareholders of BEST Information Technology and the Company have similar terms as those described above between BEST Technology, BEST Network and its nominee shareholders. As a result, the Company is the primary beneficiary of BEST Information Technology and consolidates the entity in accordance with ASC810-10. At the same time, BEST China transferred its equity interests in BEST Ucargo and its subsidiaries to BEST Information Technology. As the restructuring transaction to transfer the assets and liabilities relating to the UCargo transportation services business described above are between entities under common control and do not change the control at the ultimate parent level, the transaction was accounted for as a common control transaction based on the carrying amount of the net assets transferred. 1. ORGANIZATION AND BASIS OF PRESENTATION (CONTINUED) In the opinion of the Company’s PRC legal counsel, (i) the ownership structure relating to the VIEs complies with current PRC laws and regulations; and (ii) the Company, BEST Technology and BEST China's contractual arrangements with the respective VIEs and VIEs' 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 VIEs and VIEs' subsidiaries included in the Company’s consolidated balance sheets and statements of comprehensive loss are as follows: As at December 31 2018 2019 2019 RMB RMB US$ ASSETS Current assets: Cash and cash equivalents 251,531 619,459 88,980 Restricted cash 46,506 412,134 59,199 Accounts and notes receivables, net 215,070 224,793 32,289 Inventories 79,896 57,527 8,263 Prepayments and other current assets 995,505 1,437,173 206,437 Short-term investments 135,019 150,692 21,646 Amounts due from related parties 79,867 195,811 28,127 Total current assets 1,803,394 3,097,589 444,941 Non-current assets: Property and equipment, net 1,418,007 2,273,190 326,523 Intangible assets, net 111,409 104,017 14,941 Goodwill 430,763 430,763 61,875 Other non-current assets 12,741 46,022 6,611 Operating lease right-of-use assets — 2,221,337 319,075 Restricted cash 16,455 38,096 5,472 Total non-current assets 1,989,375 5,113,425 734,497 Total assets 3,792,769 8,211,014 1,179,438 LIABILITIES Current liabilities: Short-term bank loans 735,000 819,000 117,642 Accounts and notes payable 1,399,578 2,071,644 297,573 Accrued expenses and other liabilities 1,232,916 1,197,583 172,022 Customer advances and deposits and deferred revenue 989,880 1,277,944 183,565 Operating lease liabilities — 493,844 70,936 Amounts due to related parties 1,640,124 2,631,540 377,997 Income tax payable 275 — — Total current liabilities 5,997,773 8,491,555 1,219,735 Operating lease liabilities — 1,809,753 259,955 Deferred tax liabilities 26,817 25,080 3,603 Other non-current liabilities 81,826 133,037 19,110 Total non-current liabilities 108,643 1,967,870 282,668 Total liabilities 6,106,416 10,459,425 1,502,403 The revenue-producing assets that are held by the VIEs comprise mainly of machinery and electronic equipment, express delivery software and domain name. The VIEs contributed an aggregate of 66%, 66% and 66% of the Group’s consolidated revenue for the years ended December 31, 2017, 2018 and 2019, respectively, after elimination of inter-company transactions. As of December 31, 2019, there was no pledge or collateralization of the VIEs’ assets that can only be used to settled obligations of the VIEs. 1. ORGANIZATION AND BASIS OF PRESENTATION (CONTINUED) Other than the amounts due to related parties (which are eliminated upon consolidation) all remaining liabilities of the VIEs 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 VIEs during the years presented. For the years ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Total revenue 13,251,443 18,462,434 23,047,895 3,310,623 Net (loss)/profit (221,601) 116,889 46,704 6,707 Net cash generated from operating activities 215,575 828,383 1,002,531 144,005 Net cash used in investing activities (656,571) (820,490) (1,293,953) (185,865) Net cash generated from financing activities 267,017 165,376 1,030,277 147,991 In June 2019, BEST Finance transferred certain lease rental and other financing receivables to a securitization vehicle through Xinyuan Leasing Asset Backed Special Plan (the “Plan”). The Group acts as the servicer of the Plan by providing payment collection services for the underlying lease rental receivables and holds significant variable interests in the Plan through holding the subordinated tranche of asset-backed debt securities and the guarantee provided, from which the Group has the obligation to absorb losses of the Plan that could potentially be significant to the Plan. Accordingly, the Group is considered the primary beneficiary of the Plan and has consolidated the Plan's assets, liabilities, results of operations, and cash flows in the accompanying consolidated financial statements. As at December 31, As at December 31, 2018 2019 2019 RMB RMB US$ Amounts due from related parties — 157,345 22,601 Total current assets — 157,345 22,601 Restricted cash — 40,000 5,745 Amounts due from related parties — 140,000 20,110 Total non-current assets — 180,000 25,855 Total assets — 337,345 48,456 Securitization debt — 107,820 15,487 Amounts due to related parties — 49,525 7,114 Total current liabilities — 157,345 22,601 Amounts due to related parties — 180,000 25,855 Total non-current liabilities — 180,000 25,855 Total liabilities — 337,345 48,456 As at December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Net cash used in operating activities — — (297,345) (42,711) Net cash used in investing activities — — — — Net cash generated from financing activities — — 337,345 48,457 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2019 | |
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”). 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Principles of Consolidation The consolidated financial statements of the Group include the financial statements of the Company, its subsidiaries, the VIEs and VIEs' subsidiaries for which the Company is the primary beneficiary. All significant intercompany balances and transactions between the Company, its subsidiaries and VIEs 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, fair value measurements of equity instruments without readily determinable fair values, incremental borrowing rates for operating lease liabilities, standalone selling prices related to lease and non-lease components in the Company's lease arrangements, 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, uncertain tax positions 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 RMB6.9618 per US$1.00 on December 31, 2019 in the City of New York for cable transfers of RMB as certified for customs purposes by the Federal Reserve Bank of New York. No representation is made that the RMB amounts could have been, or could be, converted into US$ at such rate. Foreign currency The functional currency of the Company's subsidiaries located outside the PRC is determined based on the criteria of ASC Topic 830, Foreign Currency Matters . The Company’s subsidiaries, VIEs and VIEs' subsidies 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. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) 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) deposits held in designated bank accounts for issuance of notes payable and short-term loans; (b) security deposits required by the Group’s operating leases for sortation centers and warehouses; and (c) deposits held in a designated bank account of the Plan which can only be utilized for repayment of the Series A and B tranches when there is default of the underlying lease rental and other financing receivables (Note 14). As of December 31, 2018 and December 31,2019, the restricted cash related to the deposits held in designated bank accounts as pledged security of notes payable was RMB34,979 and RMB135,663 (US$19,487), respectively. The restricted cash related to deposits held in designated bank accounts as pledged security of short-term loans are disclosed in Note 12. 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 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. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Property and equipment, net (continued) 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. Change in estimate useful life of certain machinery and electronic equipment In accordance with its policy, the Group reviews the estimated useful lives of its property and equipment on an ongoing basis. This review indicated that the actual lives of certain machinery and electronic equipment at its hubs and sortation centers were longer than the estimated useful lives used for depreciation purposes. As a result, effective July 1, 2019, the Group changed the estimated useful lives of these machinery and equipment from five years to ten years to better reflect the periods for which these assets are expected to remain in service. For the year ended December 31, 2019, the effect of this change in estimate reduced depreciation expense, net loss, basic loss per share and diluted loss per share by RMB94,984 (US$13,644), RMB94,984 (US$13,644), RMB0.24 (US$0.03) and RMB0.24 (US$0.03), respectively. Business Combinations The Group accounts for its business combinations using the purchase method of accounting in accordance with ASC 805, Business Combinations Business Combinations (Topic 802): Clarifying the Definition of a Business 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 the discount rates to be used based on the risk inherent in the related entity’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 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Goodwill (continued) The Group has determined it has five reporting units (that also represent operating segments). Goodwill was allocated to four reporting units as of December 31, 2018 and 2019, 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 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 useful lives. Intangible assets have weighted average estimated useful lives from the date of purchase as follows: Category Estimated Useful Life Customer relationships 3.89 years Software 3.42 years Domain name 10 years Brand name 20 years Others 2.23 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 if any, are included in general and administrative expense. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Fair value measurements of financial instruments The Company applies ASC 820, Fair Value Measurements and Disclosures 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. Financial instruments include cash and cash equivalents, restricted cash, accounts and notes receivables, certain other current assets, short-term investments, due from related parties, long-term investments, certain other non-current assets, accounts and notes payable, short-term bank loans, securitization debt, convertible senior notes and amounts due to related parties, certain other current liabilities and certain other non-current liabilities. The carrying values of the financial instruments included in current assets and liabilities approximate their fair values due to their short-term maturities. The carrying amount of other non-current financial assets, convertible senior notes and other non-current financial liabilities approximates its fair value due to the fact that the related interest rates approximate market rates for similar debt instruments of comparable maturities. Inventories Inventories are comprised of finished goods. The Group’s finished goods consists of (i) low value consumables used in performing express delivery services, freight delivery services and supply chain management services 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 in retail stores (“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 prior to January 1, 2018 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. Starting in 2018, the Group elected to change the inventory costing method for the Store+ online business from the first-in first-out method to the weighted average cost method. The impact of the change in accounting principle was immaterial to all periods presented and thus, not applied retrospectively. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Revenue recognition On January 1, 2018, the Group adopted ASC 606, Revenues from Contracts with Customers Commencing on January 1, 2018, revenue is recognized when control of promised goods or services is transferred to the Group’s customers in an amount of consideration to which an entity expects to be entitled to in exchange for those goods or services. The Group presents value-added taxes as a reduction from revenues. The Group does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which the Group recognizes revenue at the amount to which it has the right to invoice for services performed. The Group’s revenue recognition policies effective on the adoption date of ASC 606 are as follows: 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. The Group offers an integrated service to the franchised service stations that includes last-mile delivery service to end recipients and acts 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. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Revenue recognition (continued) Express delivery services (continued) Customers are required to prepay for express delivery services and the Group records such amounts as “customer advances and deposits and deferred revenue” in the consolidated balance sheets. The transaction price the Group earns from its customers are based on the parcel’s weight and route to the end recipient’s destination. In addition, the Group provides certain discounts, incentives and rebates based on explicitly agreed upon terms with its customers that can decrease the transaction price and estimates variable consideration based on the most likely amount to be provided. The amount of variable consideration included in the transaction price is limited to the amount that will not result in a significant revenue reversal. The Group reviews the estimate of variable consideration and updates the transaction price at the end of each reporting period as necessary. Uncertainties related to the estimates of variable consideration are resolved in a short time frame. Adjustments to variable consideration are recognized in the period the adjustments are identified and were insignificant for the periods presented. The Group’s express delivery services contracts with customers include only one performance obligation. Performance obligations are generally short-term in nature and with transit days being a week or less for each parcel. The Group recognizes revenue over time as customers receive the benefit of the Group’s services as the goods are delivered from one location to another. As such, express delivery services revenue is recognized proportionally as a parcel moves from origin to destination and the related costs are recognized as incurred. The Group uses an output method of progress based on time-in-transit as it best depicts the transfer of control to the customer. A minor percentage of the Group’s express delivery services are performed by the group through its integrated express delivery service network for direct customers (“direct customer express delivery services”), who 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 express delivery services revenue is recognized proportionally as parcels are transported to end recipients and the related costs are recognized as incurred. Express delivery services revenue also includes initial non-refundable franchise fees. The initial non-refundable franchise fees are recognized over the franchise period due to the franchisees’ rights to access the Group’s logos and brand names which are considered symbolic intellectual properties. 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. The Group offers an integrated service to franchisee service stations that includes last-mile delivery service to end recipients and acts 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. Customers are required to prepay for freight delivery services and the Group records such amounts as “Customer advances and deposits and deferred revenue” in the consolidated balance sheets. The transaction price the Group earns from its customers are based on the shipment’s weight and route to the end recipient’s destination. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Revenue recognition (continued) Freight delivery services (continued) The Group’s freight delivery services contracts with customers include only one performance obligation. Performance obligations are generally short-term in nature with transit days being a week or less for each shipment. The Group recognizes revenue over time as customers receive the benefit of the Group’s services as the goods are shipped from one location to another. As such, freight delivery services revenue is recognized proportionally as a shipment moves from origin to destination and the related costs are recognized as incurred. The Group uses an output method of progress based on time-in-transit as it best depicts the transfer of control to the customer. Freight delivery services revenue also includes initial non-refundable franchise fees. The initial non-refundable franchise fees are recognized over the franchise period due to the franchisees’ rights to access the Group’s logos and brand names which are considered symbolic intellectual properties. The initial non-refundable franchise fees are negotiated under a separate agreement and represent a very small percentage of revenue for all periods presented. Supply chain management services The Group provide warehouse management, order fulfillment services and transportation services to its offline and online enterprise customers ("enterprise customers"). The Group enters into supply chain warehouse management service agreements with these customers to provide warehouse management and order fulfillment services through its self-operated order fulfillment centers and also enters into transportation services agreements to provide transportation services. The majority of these contracts having an effective term of one year. Order fulfillment services revenue is generated from various service fees charged on a volume basis in connection with various order fulfillment services, which may include in-warehouse processing, order fulfillment, express delivery, freight delivery and other value-added services. Pursuant to the warehouse management service agreements and transportation services agreements, enterprise customers have the right to terminate the contracts by providing a one-month advance notice. Therefore, even though the contract term for the majority of the contracts is one year, due to the termination rights provided to enterprise customers, warehouse management service agreements and transportation services agreements are considered month-to-month service contracts. Enterprise customers are billed on a monthly basis and make payments according to their granted credit terms which ranges from 5 Under some situations, enterprise customers may request to add a transportation route or increase the warehouse rental space by entering into a separate contract with the Group. The additional services are considered distinct and the service fees are priced at their standalone selling prices, i.e. they cannot be purchased at a significant or incremental discount. Therefore, the Group accounts for this type of contract modification as a separate contract and the revenue recognized to date on the original contract is not adjusted. The warehouse management service agreements comprise various service offerings that can be purchased at the option of the customer. Although the service options are interrelated, none of the services modify the other services and they are not integrated to provide a combined output. Each of the service options is substantive and the enterprise customers cannot purchase each additional service at a significant and incremental discount. Therefore, each service is accounted for as a separate performance obligation. The Group is the primary obligor and does not outsource any portion of the order fulfillment services to supply chain franchisee partners. The Group recognizes warehouse management and order fulfillment services revenue upon completion of the services as that is when the Group transfers control of the services and has right to payment. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Revenue recognition (continued) Supply chain management services (continued) For transportation services, the Group provides the service of arranging transportation and coordinating shipments to and from locations designated by its enterprise customers. Each transportation order for delivery of goods from origin to destination is considered a performance obligation. Performance obligations are generally short-term in nature with transit days being a week or less for each shipment. The Group recognizes transportation services revenue over time as customers receive the benefit of the services as the goods are shipped from origin to destination. As such, transportation services revenue is recognized proportionally as a shipment moves from origin to destination and the related costs are recognized as incurred. The Group use an output method of progress based on time-in-transit as it best depicts the transfer of control to the customer. 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 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. Store+ services The Group recognizes revenue upon the delivery of the consumer goods to its convenience store membership customers. For the Group's self-operated convenience stores, revenue recognized upon the sales of merchandise to end consumers. The Group is the principal to the transaction for the sales of customer goods and merchandise and revenue from these transactions are recognized on a gross basis. Transfer of control occurs at a point in time once delivery has been completed as the Group has transferred control of the promised goods to the customer. Generally, customers are billed upon delivery of the consumer goods while convenience store customers make payment upon checkout of merchandise. Other services The Group mainly provides cross-border logistic coordination services and oversea express delivery services, finance leasing services and Ucargo transportation services. Revenue from interest income on lease rental and other financing receivables is recognized using the effective interest rate method. For cross-border logistic coordination services, oversea express delivery services and Ucargo transportation services, revenue is recognized proportionally as a shipment moves from origin to destination using an output method of progress based on time-in-transit while the related costs are recognized as incurred. The Group is the principal to the transaction for these services and revenue from these transactions is recognized on a gross basis. Contract assets and liabilities The Group enters into contracts with its customers, which may give rise to contract liabilities (deferred revenue) and contract assets (unbilled revenue). The payment terms and conditions within the Group’s contracts vary by the type of service and customers. When the timing of revenue recognition differs from the timing of payments made by customers, the Group recognizes either unbilled revenue (its performance precedes the billing date) or deferred revenue (customer payment is received in advance of performance). Contract assets represent unbilled amounts resulting from provision of transportation services as the Group has an unconditional right to payment only once all delivered goods reach their destination. Contract assets are classified as current and the full balance is reclassified to accounts receivables when the right to payment becomes unconditional. The balance of contract assets was insignificant as of December 31, 2018 and 2019. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Revenue recognition (continued) Contract assets and liabilities (continued) Contract liabilities are included in “Customer advances and deposits and deferred revenue” in the accompanying consolidated balance sheet. Contract liabilities represent the amount of consideration received upfront from customers related to in-transit shipments that has not yet been recognized as revenue based on our selected measure of progress and non-refundable franchise fees which are recognized over the franchise period. The Group classifies contract liabilities as current based on the timing of when the Group expects to recognize revenue, which typically occurs within a week after period-end. The balances of contract liabilities arising from contracts with customers as of December 31, 2018 and 2019 were as follows: Balance at Balance at Balance at December 31, December 31, December 31, 2018 2019 2019 RMB RMB US$ Contract liabilities 639,912 871,833 125,231 Revenue recognized in the year ended December 31, 2019 that was included in the contract liability balance at the beginning of the period was RMB588,181 (US$ 84,487). This revenue was driven primarily by express and freight delivery performance obligations being satisfied. For contract costs associated with obtaining a contract such as commissions incurred with obtaining a contract, the Group capitalizes the incremental contract costs and amortizes the capitalized contract costs using a straight-line basis over the term of the contract. The capitalized contract costs as of December 31, 2018 and 2019 and the related amortization during the years ended December 31, 2018 and 2019 was insignificant. Transfer of financial assets The Group accounts for transfers of financial assets in accordance with ASC 860, Transfers and Servicing Pursuant to ASC 860, the issuance of debt securities securitized by the Group’s lease rental and other financing receivables arising from its financing lease business (Note 14) and the factoring of intercompany note receivables to domestic banks (Note 12) do not constitute a sale of the underlying financial assets for accounting purposes due to the recourse obligations retained by the Group. Therefore, these transactions are accounted for as secured borrowings on the consolidated balance sheet and the financial assets are not derecognized. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) 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. Selling expenses Advertising costs are expensed when incurred and are included in selling expenses in the consolidated statements of comprehensive |
CONCENTRATION OF RISKS
CONCENTRATION OF RISKS | 12 Months Ended |
Dec. 31, 2019 | |
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 lease rental and other financing receivables. As of December 31, 2018 and 2019, RMB2,817,959 and RMB3,785,060 (US$ 543,690), 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 lease rental and other financing receivables amounting to RMB2,044,880 and RMB2,136,847 (US$306,939) as of December 31, 2018 and 2019. The Group regularly reviews the creditworthiness and lease rental and other financing 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 lease rental and other financing receivables on a quarterly basis, either on an individual or collective basis. The Group maintains reserves for estimated credit losses, which have generally been within its expectations. 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. 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 and planned value-added telecommunication services in connection with UCargo business since 2020 are subject to significant restrictions under current PRC laws and regulations. Specifically, foreign investors are not allowed to invest in any domestic mail delivery service business. Currently, the Group conducts its operations in China through contractual arrangements entered between the Company, its PRC subsidiaries and VIEs. 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 VIEs 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 VIEs, which may result in deconsolidation of the VIEs. No single customer or supplier accounted for more than 10% of revenues or cost of revenues for the years ended December 31, 2017, 2018 and 2019. 3. CONCENTRATION OF RISKS (CONTINUED) 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 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. dollars, there was appreciation of 5.8% in the year ended December 31, 2017 and depreciation of 5.0% and 1.6% in the years ended December 31, 2018 and 2019, respectively. 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. dollars in the future. To the extent that the Company needs to convert U.S. dollars into RMB for capital expenditures and working capital and other business purposes, appreciation of RMB against the 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. dollars for the purpose of making payments for dividends on ordinary shares, strategic acquisitions or investments or other business purposes, appreciation of the 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, 2019 | |
BUSINESS COMBINATIONS | |
BUSINESS COMBINATIONS | 4. BUSINESS COMBINATIONS 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 RMB 208,377 . 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 Consideration: Cash 208,377 Less: Cash 2,737 Inventories 53,003 Other current assets 162,220 Brand name 116,600 Other non-current assets 28,419 Short-term bank loans (3,500) Other current liabilities (152,882) Other non-current liabilities (57,509) Deferred tax liabilities (30,264) Non controlling interests (91,623) Goodwill 181,176 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 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, 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, 2018 of RMB678 is attributable to the minority shareholders of YDS. On March 14, 2018, the Group acquired the remaining non-controlling interest of YDS and became the sole shareholder of YDS for a total cash consideration of RMB845. The acquisition of the non-controlling interest by the Group was accounted for as an equity transaction. On December 2, 2019, the Group disposed all of their equity interests in YDS and recognized a gain on disposal of its subsidiary of RMB4,040 (US$580) which was recorded in “Other income” in the consolidated statement of comprehensive loss. 4. BUSINESS COMBINATIONS (CONTINUED) Acquisition of Wowo (continued) The unaudited pro forma information for the year ended December 31, 2017 set forth below gives effect to the acquisition as if it had occurred at the beginning of the period. The pro forma results have been calculated after applying the Company's accounting policies and including adjustments primarily related to the amortization of acquired intangible assets, and income tax effects, as applicable. The pro forma information does not include any impact of transaction synergies and is presented for informational purposes only and is not necessarily indicative of the results of operations that actually would have been occurred had the acquisition been consummated as of that time or that may result in the future: Year ended December 31, 2017 Pro forma (unaudited) As reported As reported RMB RMB US$ Revenue 20,167,825 19,989,562 3,072,339 Net loss (1,228,161) (1,228,060) (188,749) Acquisitions in 2018 and 2019 During the year ended December 31, 2018, the Group completed an acquisition of a convenience store operation to complement its existing businesses and achieve synergies. The purchase consideration was not significant. Results of the acquired business have been included in the Group’s consolidated financial statements since the acquisition date. Goodwill recognized in 2018 represents the expected synergies from integrating the convenience store operations and is not tax deductible. On July 1, 2019, the Group completed an acquisition of an overseas express delivery service operation to complement its existing businesses and achieve synergies. The purchase consideration was not significant. Results of the acquired business have been included in the Group’s consolidated financial statements since the acquisition date. Goodwill recognized in 2019 represents the expected synergies from integrating the express delivery service operations and is not tax deductible. 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 these acquisitions were insignificant. |
ACCOUNTS AND NOTES RECEIVABLE,
ACCOUNTS AND NOTES RECEIVABLE, NET | 12 Months Ended |
Dec. 31, 2019 | |
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 2018 2019 2019 RMB RMB US$ Accounts receivable 1,059,129 1,287,232 184,900 Notes receivable 12,820 28,003 4,022 Allowance for doubtful accounts (25,105) (86,152) (12,375) Accounts and notes receivable, net 1,046,844 1,229,083 176,547 The movements in the allowance for doubtful accounts were as follows: As at December 31 2017 2018 2019 2019 RMB RMB RMB US$ Balance at beginning of the year (6,708) (5,794) (25,105) (3,606) Additions (18,958) (60,183) (105,984) (15,224) Write-offs 19,872 40,872 44,937 6,455 Balance at end of the year (5,794) (25,105) (86,152) (12,375) |
PREPAYMENTS AND OTHER CURRENT A
PREPAYMENTS AND OTHER CURRENT ASSETS | 12 Months Ended |
Dec. 31, 2019 | |
PREPAYMENTS AND OTHER CURRENT ASSETS. | |
PREPAYMENTS AND OTHER CURRENT ASSETS | 6. PREPAYMENTS AND OTHER CURRENT ASSETS As of December 31, 2018 and 2019, VAT prepayments amounting to RMB697,112 and RMB1,067,858 (US$153,388), respectively, are included in prepayments and other current assets. |
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET | 12 Months Ended |
Dec. 31, 2019 | |
PROPERTY AND EQUIPMENT, NET | |
PROPERTY AND EQUIPMENT, NET | 7. PROPERTY AND EQUIPMENT, NET As at December 31 2018 2019 2019 RMB RMB US$ Machinery and electronic equipment 1,794,624 2,571,548 369,380 Leasehold improvements 952,789 1,192,607 171,307 Motor vehicles 5,410 5,264 756 Construction in progress 493,121 725,221 104,171 3,245,944 4,494,640 645,614 Less: accumulated depreciation (1,181,287) (1,555,261) (223,399) 2,064,657 2,939,379 422,215 The Group acquired certain machinery and electronic equipment by entering into financing leases. The gross amount and the accumulated depreciation of these machinery and electronic equipment were RMB29,167 and RMB19,176, respectively, as of December 31, 2018 and RMB30,462 (US$ 4,376) and RMB22,566 (US$ 3,241), respectively, as of December 31, 2019. Future minimum lease payments are disclosed in Note 9. Depreciation expense of property and equipment, including assets under financing leases, was RMB347,567, RMB437,139 and RMB465,874 (US$66,919) for the years ended December 31, 2017, 2018 and 2019, respectively. As of December 31, 2018 and 2019, the balances of construction in progress were RMB493,121 and RMB725,221 (US$104,171), respectively, which were related to the construction of warehouses, hubs and sortation centers and related equipment. |
INTANGIBLE ASSETS, NET
INTANGIBLE ASSETS, NET | 12 Months Ended |
Dec. 31, 2019 | |
INTANGIBLE ASSETS, NET | |
INTANGIBLE ASSETS, NET | 8. INTANGIBLE ASSETS, NET As at December 31 2018 2019 2019 RMB RMB US$ Customer relationships 10,449 10,449 1,501 Brand name 116,600 116,600 16,748 Software 56,346 61,027 8,765 Domain name 1,329 1,329 191 Others 6,130 6,130 881 190,854 195,535 28,086 Less: accumulated amortization (47,044) (73,948) (10,621) 143,810 121,587 17,465 Amortization expense of intangible assets was RMB16,342, RMB24,473 and RMB26,904 (US$3,864) for the years ended December 31, 2017, 2018 and 2019, respectively. Estimated amortization expense relating to the existing intangible assets with finite lives for each of the next five years is as follows: RMB USD 2020 17,210 2,472 2021 9,868 1,417 2022 6,952 999 2023 6,326 909 2024 6,245 897 46,601 6,694 No impairment losses were recognized for the years ended December 31, 2017, 2018 and 2019, respectively. |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2019 | |
LEASES | |
LEASES | 9. LEASES Leases of motor vehicles and logistic equipment as Lessor The Group provides direct financing and sales-type leases of motor vehicles and logistic equipment, primarily to transportation service providers that meet the Group’s credit assessment requirements. The lease terms range two 9. LEASES (CONTINUED) Leases of motor vehicles and logistic equipment as Lessor (continued) The net investment in direct financing and sales-type leases are presented as “Lease rental receivables” on the consolidated balance sheets as follows: As at December 31 2018 2019 2019 RMB RMB US$ Current assets: Direct financing leases 613,439 570,182 81,902 Sales-type leases — 80,730 11,596 613,439 650,912 93,498 Non-current assets: Direct financing leases 1,431,441 859,936 123,522 Sales-type leases — 217,840 31,291 1,431,441 1,077,776 154,813 Total 2,044,880 1,728,688 248,311 The net investment in direct financing and sales-type leases consisted of: As at December 31 2018 2019 2019 RMB RMB US$ Total minimum lease payments receivable 2,340,674 1,963,359 282,019 Less: Executory costs — — — Minimum lease payments receivable 2,340,674 1,963,359 282,019 Less: Allowance for un-collectables — (11,014) (1,582) Net minimum lease payments receivable 2,340,674 1,952,345 280,437 Unguaranteed residuals — — — Less: Unearned income (295,794) (223,657) (32,126) Net investment in financing leases 2,044,880 1,728,688 248,311 Current portion 613,439 650,912 93,498 Non-current portion 1,431,441 1,077,776 154,813 For the years ended December 31, 2017, 2018 and 2019, the Group recorded RMB62,174, RMB125,225 and RMB139,394 (US$20,022) of interest income from direct financing and sales-type leases as a lessor in “Revenue - Others” on its consolidated statements of comprehensive loss. Losses incurred with respect to default on lease receivables were insignificant for all periods presented. As of December 31, 2018 and 2019, the allowance of lease rental receivables were RMB nil and RMB11,014 (US$1,582), respectively. Accordingly, risk of default with respect to these receivables is remote. 9. LEASES (CONTINUED) Leases of motor vehicles and logistic equipment as Lessor (continued) Future minimum lease payments to be received for the direct financing and sales-type leases for each of the five succeeding fiscal years as of the December 31, 2019 are as follows: As at December 31 As at December 31 2018 2019 RMB RMB US$ For the year ending December 31, 2020 748,377 762,491 109,525 For the year ending December 31, 2021 735,913 605,661 86,998 For the year ending December 31, 2022 475,313 318,962 45,816 For the year ending December 31, 2023 214,554 158,503 22,768 For the year ending December 31, 2024 107,120 71,383 10,254 Thereafter 59,397 35,345 5,076 Total minimum lease payments 2,340,674 1,952,345 280,437 Unearned income (295,794) (223,657) (32,126) Net investment in direct financing and sales-type leases 2,044,880 1,728,688 248,311 Failed sale-leaseback transactions as buyer-lessor The Group has certain failed sales-leaseback transactions of certain motor vehicles and logistic equipment in which the Group acts as buyer-lessor but the seller-lessee does not transfer the control of the leased asset to the Group. The internal rate of return is used in the computation of interest income which is recorded in “Revenue - Others” in the Group’s consolidated statement of comprehensive loss and was insignificant for the years ended December 31, 2017, 2018 and 2019. As of December 31, 2019, the Group recorded RMB189,642 (US$27,240) under "Prepayments and other current assets" and RMB218,517 (US$31,388) under "Other non-current assets", respectively. Financing and operating leases as Lessee The Group has operating leases for certain offices, warehouses, hub and sortation center facilities and equipment and financing leases for certain machinery and electronic equipment as a lessee. The Group’s lease agreements include lease payments that are fixed, do not contain material residual value guarantees or variable lease payments. The leases have remaining lease terms of up to twenty years. Certain lease agreements include terms with options to extend the lease, however none of these have been recognized in the Company’s operating lease ROU assets or operating lease liabilities since those options were not reasonably certain to be exercised. The Group’s leases do not contain restrictions or covenants that restrict the Group from incurring other financial obligations. The Group’s lease agreements may contain lease and non-lease components. Non-lease components primarily include payments for maintenance and utilities. Consideration for lease and non-lease components are allocated on a relative standalone selling price basis. 9. LEASES (CONTINUED) Financing and operating leases as Lessee (continued) The components of lease cost were as follows: For the year ended December 31, 2019 RMB US$ Operating lease cost 1,272,499 182,784 Short-term lease cost 126,840 18,219 Financing lease cost: Amortization of ROU assets 3,390 487 Interest 304 44 Total lease cost 1,403,033 201,534 For the year ended December 31, 2019 Other information RMB US$ Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases 1,288,410 185,069 Operating cash flows from financing leases 304 44 Financing cash flows from financing leases 1,215 175 ROU assets obtained in exchange for new operating lease liabilities 1,583,430 227,445 ROU obtained in exchange for new finance lease liabilities 1,054 151 Weighted-average remaining lease term (in years): Operating leases 5.38 Financing leases 2.75 Weighted-average discount rate: Operating leases 7.78 % Financing leases 7.38 % For the year ended December 31, 2019, total operating and short-term lease costs of RMB1,269,946 (US$182,416), RMB93,738 (US$13,465), and RMB35,655 (US$5,122) were recorded in cost of revenue, selling expenses, general and administrative expenses, respectively. Total expenses under operating leases were RMB981,737 and RMB1,083,889 for the years ended December 31, 2017 and 2018, respectively. 9. LEASES (CONTINUED) Financing and operating leases as Lessee (continued) Future minimum lease payments for operating and financing leases as of December 31, 2019 are as follows: Operating Leases Financing leases RMB US$ RMB US$ For the year ended December 31,2020 1,343,383 192,965 1,643 236 For the year ended December 31,2021 1,112,846 159,850 1,399 201 For the year ended December 31,2022 921,212 132,324 619 89 For the year ended December 31,2023 779,506 111,969 506 73 For the year ended December 31,2024 566,235 81,335 38 5 Thereafter 948,275 136,211 — — Total minimum lease payments 5,671,457 814,654 4,205 604 Less: imputed interest 1,153,571 165,700 770 110 Total lease liability balance 4,517,886 648,954 3,435 494 Minimum payments related to leases not yet commenced as of December 31, 2019 310,004 44,529 — — |
LONG-TERM INVESTMENTS
LONG-TERM INVESTMENTS | 12 Months Ended |
Dec. 31, 2019 | |
LONG-TERM INVESTMENTS | |
LONG-TERM INVESTMENTS | 10 . LONG-TERM INVESTMENTS Equity investments without readily determinable fair value Equity investments without readily determinable fair value were accounted for as cost method investments prior to adopting ASC 321 on January 1, 2018. As of December 31, 2017, the carrying amount of the Company’s cost method investments was RMB 30,000. In accordance with ASC 321, the Company elected to use the measurement alternative to measure such investments at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuer, if any. As of December 31, 2018 and 2019, the carrying amount of the Company’s equity investments was RMB207,628 and RMB224,927 (US$32,309), net of RMB nil and RMB nil (US$ nil) in accumulated impairment, respectively. During the years ended December 31, 2018 and 2019, certain equity investments were remeasured based on observable price changes in orderly transactions for an identical or similar investment of the same issuer and the aggregate carrying amount of these investments was RMB94,628 and RMB119,927 (US$17,226) as of December 31, 2018 and 2019. Unrealized gains (upward adjustments) and losses (downward adjustments and impairment) resulting from observable price changes of equity securities without readily determinable fair values for the years ended December 31, 2018 and 2019 were RMB64,628 and RMB nil, and RMB14,155 (US$2,033) and RMB nil (US$ nil), respectively. Net unrealized gains and losses for equity securities held were RMB64,628 and RMB14,155 (US$2,033) for the year ended December 31, 2018 and 2019. Net realized gains and losses on equity securities sold were RMB nil, and RMB nil (US$ nil) for the years ended December 31, 2018 and 2019 , respectively. Equity method investments In 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 due to its significant influence over the entity. On October 29, 2019, the Group disposed of its equity interest in Dezhi and realized a gain on disposal of RMB22 (US$3). 10 . LONG-TERM INVESTMENTS (CONTINUED) Equity method investments (continued) 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 a 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 due to its significant influence over the entity, as the Group has one board seat out of five in Jinye. During the year ended December 31, 2018, the Group’s investment was diluted to 13.04% due to Jinye’s closing of equity financing raised from investors. The carrying amount of the equity method investments were RMB6,711 and RMB5,928 (US$851) as of December 31, 2018 and 2019, respectively. There were no impairment indicators for the equity method investments and no impairment losses were recognized for the years ended December 31, 2017, 2018 and 2019, respectively. Selected financial information of the equity method investees have not been presented as the effects were not material. |
GOODWILL
GOODWILL | 12 Months Ended |
Dec. 31, 2019 | |
GOODWILL | |
GOODWILL | 11. GOODWILL Reporting units/operating segment Express Freight delivery delivery Store + Others Total Balance as of January 1, 2018 241,623 5,580 181,176 20,205 448,584 Goodwill acquired — — 20,492 — 20,492 Balance as of December 31, 2018 241,623 5,580 201,668 20,205 469,076 Goodwill acquired — — — 21,910 21,910 Balance as of December 31, 2019 241,623 5,580 201,668 42,115 490,986 Balance as of December 31, 2019 (US$) 34,707 802 28,968 6,049 70,526 For the years ended December 31, 2017, 2018 and 2019, 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, 2018 and 2019, respectively. For the years ended December 31, 2017, 2018 and 2019, 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 which involved significant management judgment, estimates and assumptions such as the discount rate, revenue growth rates and operating margin. The fair values of the remaining reporting units exceeded their respective carrying values and therefore, goodwill related to these reporting units was not impaired. No impairment losses were recognized for the years ended December 31, 2017, 2018 and 2019. |
SHORT-TERM BANK LOANS
SHORT-TERM BANK LOANS | 12 Months Ended |
Dec. 31, 2019 | |
SHORT-TERM BANK LOANS | |
SHORT-TERM BANK LOANS | 12. SHORT-TERM BANK LOANS As at December 31 2018 2019 2019 RMB RMB US$ Short-term bank loans guaranteed by subsidiaries within the Group 740,000 960,000 137,895 Short-term bank loans pledged by deposits 1,042,900 1,159,000 166,481 Secured bank borrowings — 391,500 56,235 1,782,900 2,510,500 360,611 During 2019, the Group factored certain intercompany notes receivables with a total face value of RMB471,500 (US$67,727) to several domestic banks for total proceeds of RMB458,864 (US$65,912) at effective interest rates ranging from 2.67% to 3.86% ("the receivable factoring transaction"). As the factoring of notes receivables was with recourse, the receivable factoring transaction did not qualify as a transfer of financial assets to be considered as a sale under ASC 860 and was accounted for as a secured borrowing. The note receivables remain on the consolidated balance sheet while the proceeds are recognized as secured bank borrowings included in "Short-term bank loans". Short-term bank loans consisted of several bank loans denominated in RMB. The total deposits in restricted cash pledged for short-term bank loans and secured bank borrowings was RMB1,166,744 and RMB1,590,025 (US$228,393) as of December 31, 2018 and December 31, 2019, respectively. The weighted average interest rate for the outstanding borrowings as of December 31, 2018 and December 31, 2019, was 4.80% and 4.27% respectively. The total intercompany notes receivables pledged for secured bank borrowings was RMB nil and RMB 391,500 (US$56,235) as of December 31, 2018 and 2019. |
ACCRUED EXPENSES AND OTHER LIAB
ACCRUED EXPENSES AND OTHER LIABILITIES | 12 Months Ended |
Dec. 31, 2019 | |
ACCRUED EXPENSES AND OTHER LIABILITIES. | |
ACCRUED EXPENSES AND OTHER LIABILITIES | 13. ACCRUED EXPENSES AND OTHER LIABILITIES Accrued expenses and other liabilities consist of the following: As at December 31 2018 2019 2019 RMB RMB US$ Salary and welfare payable 1,164,401 1,228,253 176,427 Accrual for purchases of property and equipment 252,265 128,457 18,452 Accrued expenses 277,479 81,576 11,718 Borrowings for electronic machinery and equipment — 40,036 5,751 Payable for business acquisitions 12,335 11,095 1,594 Others 532,305 533,846 76,680 2,238,785 2,023,263 290,622 Payable for business acquisitions mainly represents the amount to be paid to the original shareholders at the end of the escrow periods or consideration to be paid for other acquisitions based on their respective payment schedules. 13. ACCRUED EXPENSES AND OTHER LIABILITIES (CONTINUED) In the year ended December 31, 2019, the Group received total proceeds of RMB94,000 (US$13,502) from third-party financing lease companies (buyer-lessor) for which the Group acts as seller-lessee but did not transfer the control of leased machinery and electronic equipment to the buyer-lessor. These failed sales-leaseback transactions were accounted for as financing transactions. Pursuant to the terms of the agreements, the weighted average effective interest rate of the outstanding borrowings was 8.06% and repayments are to be made over a weighted average period of 2.47 years. At the end of the repayment schedule, the Group is entitled to obtain ownership of these equipment for nominal consideration. For the year ended December 31, 2019, interest costs incurred was not material. As of December 31, 2019, the Group recorded the current portion of the borrowings of RMB40,036 (US$5,751) in "Accrued expenses and other liabilities" and the non-current portion of borrowings of RMB41,451 (US$5,954) in "Other non-current liabilities", respectively. As of December 31, 2019, RMB40,167 (US$5,770), RMB31,333 (US$4,501) and RMB9,778 (US$1,404) of the borrowings are due in 2020, 2021 and 2022, respectively. These borrowings were partially collateralized by the Company's electronic machinery and equipment with a total carrying value of RMB61,488 (US$8,832) as of December 31, 2019. |
SECURITIZATION DEBT
SECURITIZATION DEBT | 12 Months Ended |
Dec. 31, 2019 | |
SECURITIZATION DEBT.. | |
SECURITIZATION DEBT | 14. SECURITIZATION DEBT In June 2019, BEST Finance transferred certain lease rental and other financing receivables totaling RMB 705,033 (US$ 102,700 ) with remaining lease terms ranging from one to four years originating from its finance leasing services business to a securitization vehicle. The securitization vehicle created Xinyuan Leasing Asset Backed Special Plan (the “Plan”) and contemporaneously issued debt securities securitized by the transferred lease rental receivables (“asset-backed securities”) to qualified institution investors on the Shanghai Stock Exchange and raised total proceeds of RMB 262,316 (US$ 37,679 ) under the Plan , net of issuance costs for the securitization transaction of RMB 6,684 (US $974 ). The Plan consists of three tranches: Series A tranche with a stated interest of 5.5% maturing no later than 2020, Series B tranche with a stated interest of 6.5% maturing no later than 2020 and a subordinated tranche maturing no later than 2023. The Group also provided a guarantee to the Plan to secure the full repayment of the principal and interest of the Series A and B tranches of the Plan issued to external investors. The Group acts as the servicer of the Plan by providing payment collection services for the underlying lease rental receivables and holds significant variable interests in the Plan through holding all of the subordinated tranche of asset-backed debt securities maturing no later than 2023 and the guarantee provided, from which the Group has the obligation to absorb losses of the Plan that could potentially be significant to the Plan. Accordingly, the Group is considered the primary beneficiary of the Plan and has consolidated the Plan’s assets, liabilities, results of operations, and cash flows in the accompanying consolidated financial statements. As a result of the series of transactions described above, the maturity dates of the Series A and B tranches of the Plan issued to external investors were considered borrowings from external investors. The proceeds from borrowings from external investors is a financing activity and reported as “Proceeds from issuance of asset-backed securities, net of issuance costs” on the consolidated statements of cash flows. Repayments on the borrowings totaled RMB 157,417 (US$ 22,612 ) during 2019 from external investors were made according to the payment schedule. As of December 31, 2019, the outstanding borrowings from external investors was RMB104,899 (US$15,068) which is repayable within one year and is included in “Securitization debt” on the consolidated balance sheets. The weighted average effective interest rate for the outstanding securitization debt was 11.36% as of December 31, 2019. |
CONVERTIBLE SENIOR NOTES
CONVERTIBLE SENIOR NOTES | 12 Months Ended |
Dec. 31, 2019 | |
CONVERTIBLE SENIOR NOTES. | |
CONVERTIBLE SENIOR NOTES | 15. CONVERTIBLE SENIOR NOTES On September 17, 2019, the Company issued US$200,000 convertible senior notes (the “Notes”) to several initial purchasers. The Notes are senior, unsecured obligations of the Company, and interest is payable semi-annually in arrears at a rate of 1.75% per annum on April 1 and October 1 of each year, beginning on April 1, 2020. The Notes will mature on October 1, 2024 unless redeemed, repurchased or converted prior to such date. 15. CONVERTIBLE SENIOR NOTES (CONTINUED) The Notes holders have the right, at their option, to convert the outstanding principal amount of the Notes, in whole or in part in integral multiples of $1 principal amount (i) upon satisfaction of one or more of the conversion conditions as defined in the indenture for the Notes prior to the close of business day immediately preceding October 1, 2024; or (ii) anytime on or after October 1, 2024 until the close of business on the second scheduled trading day immediately preceding the maturity date (the “Conversion Option”). The initial conversion rate for the Notes is 141.844 of the Company’s American depositary shares (“ADSs ”) per US$1,000 principal amount of the Notes, which is equivalent to an initial conversion price of US$7.05 per ADS, subject to certain anti-dilution and make-whole fundamental change adjustments but is not adjusted for any accrued and unpaid interest. Upon conversion, the Company is required to deliver ADSs to such converting holders and both issuer and holders have no other settlement options. The holders may require the Company to repurchase all or a portion of the Notes for cash on September 30, 2022 at a repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the repurchase date. If certain events of default, changes in tax laws of the relevant taxing jurisdiction or fundamental change as defined in the indenture for the Notes were to occur, the outstanding obligations under the Notes could be immediately due and payable (the “Contingent Redemption Options”). The Company will pay additional interest, at its election, as the sole remedy relating to the failure to comply with certain reporting obligations as defined in the indenture of the Notes. In addition, the Notes provide its holders with additional interest equal to the fair value of any dividends received by the holders of the Company’s ordinary shares (the “Contingent Interest Features”). The Company evaluated the embedded conversion features contained in the Notes and determined that the Conversion Option was not required to be bifurcated because it met the scope exception provided for under ASC 815-10-15-74(a). The Company also evaluated the embedded Contingent Redemption Options and Contingent Interest Features contained in the Notes in accordance with ASC 815 to determine if these features require bifurcation. The Contingent Redemption Options were not required to be bifurcated because they are considered to be clearly and closely related to the debt host, as the Notes were not issued at a substantial discount and are redeemable at par. The Contingent Interest Features are not considered to be clearly and closely related to the debt host and met the definition of a derivative. However, the fair value of the Contingent Interest Features on the issuance date and at December 31, 2019 was not significant. In addition, the Company assessed whether the additional interest payments need to be accrued as a liability in accordance with ASC 450. Since the likelihood of the occurrence of such default events is determined to be remote, the Company did not accrue additional interest expense for the year ended December 31, 2019. The Company will continue to assess the accrual for these additional interest payment liabilities at each reporting date. Furthermore, no beneficial conversion feature was recognized for the Notes as the fair value per ADS at the commitment date was US$5.53, which was less than the most favorable conversion price. In connection with the issuance of the Notes, the Company also purchased capped call options on the Company’s ADS with certain counterparties at a price of US$22,500 (equivalent to RMB159,138), which was recorded as a reduction of the Company’s additional paid-in capital on the consolidated balance sheet with no subsequent changes in fair value recorded. The capped call exercise price is equal to the Notes’ initial conversion price and the cap price is US$10.0 per ADS, subject to certain adjustments under the terms of the capped call transactions. The capped call transactions are expected to reduce potential dilution to existing holders of the ordinary shares and ADSs of the Company upon conversion of the Notes with such reduction subject to a cap. 15. CONVERTIBLE SENIOR NOTES (CONTINUED) The net proceeds from the issuance of the Notes were US$194,457 (equivalent to RMB1,375,355), after deducting underwriting discounts and offering expenses of US$5,543 (equivalent to RMB39,205) from the initial proceeds of US$200,000. As of December 31, 2019, the principal amount of the Notes was RMB1,395,240 (US$200,000), unamortized debt discount was RMB35,032 (US$4,618) and the net carrying amount of the Notes was RMB1,360,208 (US$195,382). For the year ended December 31, 2019, the amount of interest cost recognized relating to both the contractual interest coupon and amortization of the discount on the Notes was RMB10,894 (US$1,565). As of December 31, 2019, the Notes will be accreted up to the principal amount of US$200,000 (equivalent to RMB1,395,240) over a remaining period of 2.75 years. The aggregate scheduled maturities of RMB1,395,240 (US$200,000) of the Notes will be repaid when they become due in 2024, assuming no conversion, redemption prior to the maturity and convertible senior note bondholders hold the Notes until maturity. |
TAXATION
TAXATION | 12 Months Ended |
Dec. 31, 2019 | |
TAXATION | |
TAXATION | 16. TAXATION 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 its shareholders, no withholding tax is imposed. Hong Kong The subsidiaries incorporated in Hong Kong are 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, 2017, 2018 and 2019, 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 and BEST Capital HK are exempted from income tax on their foreign-derived income and there are no withholding taxes in Hong Kong on remittance of dividends. China The current enterprise income tax law (“EIT Law”) applies a uniform 25% enterprise income tax (“EIT”) rate to both foreign invested enterprises and domestic enterprises. 16. TAXATION (CONTINUED) 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. Any companies 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, 2019, 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 of its non-PRC entities with regards to the PRC tax resident enterprise rules. 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 ("HNTE"), and is entitled to the preferential tax rate of 15% for three years from 2016 to 2018. During 2019, BEST Technology has renewed the HNTE certificate for three years from 2019 to 2021. 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 the Mainland of China and the Hong Kong Special Administrative Region for the Avoidance of Double Taxation and the Prevention of Fiscal Evasion with respect to Taxes On Income 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 directly owns at least 25% of the shares of the FIE). For the year ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ PRC (1,229,979) (523,221) (287,511) (41,298) Non-PRC 12,591 27,173 87,088 12,509 (1,217,388) (496,048) (200,423) (28,789) 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, 2017 2018 2019 2019 RMB RMB RMB US$ Current income tax (11,536) (18,219) (17,840) (2,562) Deferred income tax 1,680 6,332 (450) (65) (9,856) (11,887) (18,290) (2,627) 16. TAXATION (CONTINUED) 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, 2017 2018 2019 2019 RMB RMB RMB US$ Loss before income taxes and share of net loss of equity investees (1,217,388) (496,048) (200,423) (28,789) Income tax computed at the statutory tax rate of 25% 304,346 124,012 50,106 7,197 Non-deductible expenses (113,139) (76,056) (74,083) (10,641) Effect of different tax rates in different jurisdictions and preferential tax rate (4,220) (4,826) (9,949) (1,429) Research and development expenses deduction 9,441 12,248 19,552 2,808 Non-taxable income 13,985 17,097 17,489 2,512 Over-accrued EIT for previous years (154) (8,770) (1,245) (179) Deferred tax expense (19,362) (4,140) 2,876 413 Tax rate change — 16,771 (4,578) (658) Expired tax loss (31,373) (13,482) (2,201) (316) Change in valuation allowance (169,380) (74,741) (16,257) (2,334) (9,856) (11,887) (18,290) (2,627) 16. TAXATION (CONTINUED) Deferred tax As at December 31 2018 2019 2019 RMB RMB US$ Deferred tax assets, non-current Accrued expenses 357,259 363,107 52,157 Customer advances and deposits 47,233 34,571 4,966 Allowance for doubtful accounts and inventory provision 7,476 28,278 4,062 Depreciation and amortization expense 40,305 101,565 14,589 Net operating losses carrying forward 719,878 692,352 99,450 Total deferred tax assets 1,172,151 1,219,873 175,224 Valuation allowance* (1,155,994) (1,172,251) (168,384) Total deferred tax assets net of valuation allowance 16,157 47,622 6,840 * The Group recorded a full valuation allowance against deferred tax assets of those subsidiaries and VIEs that are in a three-year cumulative financial loss position and are not forecasting profits in the near future as of December 31, 2018 and 2019. In making such determination, the Group also 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 2018 2019 2019 RMB RMB US$ Deferred tax liabilities Fair value changes on private equity investments 16,157 19,696 2,829 Accrued revenue recognition difference — 27,926 4,011 Long-lived assets arising from acquisition 25,356 25,806 3,707 Total deferred tax liabilities 41,513 73,428 10,547 As of December 31, 2019, the Company has net operating losses of RMB3,300,414 (US$474,075) primarily from its subsidiaries and VIEs in the PRC, which can be carried forward per tax regulation to offset future net profit for income tax purposes. The net operating loss carry forwards as of December 31, 2019 will expire in years 2020 to 2029 if not utilized. As of December 31, 2019, the Company intends to permanently reinvest the undistributed earnings from foreign subsidiaries to fund future operations. As of December 31, 2019, the total amount of undistributed earnings from its PRC subsidiaries as well as VIEs was RMB81,539 (US$11,712). The amount of unrecognized deferred tax liabilities for temporary differences related to investments in foreign subsidiaries are not determined because such a determination is not practicable. 16. TAXATION (CONTINUED) Unrecognized tax benefits As of December 31, 2018 and 2019, the Company recorded an unrecognized tax benefit of RMB132,808 and RMB191,473 (US$27,503) respectively, of which RMB nil and RMB nil (US$ 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, 2018 and 2019, unrecognized tax benefits of RMB16,698 and RMB (1,446) (US$(208)), respectively, if ultimately recognized, will impact the effective tax rate. A roll-forward of unrecognized tax benefits is as follows: As at December 31 2018 2019 2019 RMB RMB US$ Beginning balance 106,376 132,808 19,077 Additions 27,786 64,410 9,251 Decreases (1,354) (5,745) (825) Ending balance 132,808 191,473 27,503 During the years ended December 31, 2017, 2018 and 2019, the Company recorded insignificant late payment interest expense as part of income tax expense and did not incur any penalties. 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 the VIEs and its subsidiaries’ tax years 2014 through 2019 remain open to examination by the taxing jurisdictions. |
RESTRICTED NET ASSETS
RESTRICTED NET ASSETS | 12 Months Ended |
Dec. 31, 2019 | |
RESTRICTED NET ASSETS | |
RESTRICTED NET ASSETS | 17. 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. 17. RESTRICTED NET ASSETS (CONTINUED) In accordance with the PRC Company Laws, the Company’s VIEs and its subsidiaries 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 VIEs and its subsidiaries are 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. Appropriations to the discretionary surplus fund are made at the discretion of the Board of Directors of the VIEs and its 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. As of December 31, 2018, and 2019, the Company’s PRC subsidiaries had appropriated RMB3,771 and RMB4,641 (US$667) of statutory reserves , respectively, which are included in shareholder's equity. Under PRC laws and regulations, there are restrictions on the Company’s PRC subsidiaries, the VIEs and its subsidiaries with respect to transferring certain of their net assets to the Company either in the form of dividends, loans, or advances. Amounts restricted include paid-in capital and surplus reserves of the Company’s PRC subsidiaries and the VIEs and its subsidiaries, totaling RMB4,664,305 (US$ 669,985) as of December 31, 2019; 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, 2018 and 2019 and for each of the three years in the period ended December 31, 2019 are disclosed in Note 28. 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 VIEs 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, 2019 | |
LOSS PER SHARE | |
LOSS PER SHARE | 18. LOSS PER SHARE Basic and diluted loss per share for each of the years presented are calculated as follows: 2017 2017 2017 2018 2018 2018 2019 2019 2019 2019 2019 2019 Class A Class B Class C Class A Class B Class C Class A Class A Class B Class B Class C Class C RMB RMB RMB RMB RMB RMB RMB US$ RMB US$ RMB US$ Basic loss per share: Numerator: Net loss attributable to ordinary shareholders—basic (612,133) (219,898) (395,862) (320,514) (124,319) (63,155) (128,498) (18,458) (49,017) (7,040) (24,901) (3,577) Denominator: Weighted average number of ordinary shares outstanding—basic 73,900,022 26,547,262 47,790,698 242,542,728 94,075,249 47,790,698 246,614,615 246,614,615 94,075,249 94,075,249 47,790,698 47,790,698 Basic loss per share (8.28) (8.28) (8.28) (1.32) (1.32) (1.32) (0.52) (0.07) (0.52) (0.07) (0.52) (0.07) 18. LOSS PER SHARE (CONTINUED) 2017 2017 2017 2018 2018 2018 2019 2019 2019 2019 2019 2019 Class A Class B Class C Class A Class B Class C Class A Class A Class B Class B Class C Class C RMB RMB RMB RMB RMB RMB RMB US$ RMB US$ RMB US$ Diluted loss per share: Numerator: Net loss attributable to ordinary shareholders—basic (612,133) (219,898) (395,862) (320,514) (124,319) (63,155) (128,498) (18,458) (49,017) (7,040) (24,901) (3,577) 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 20) (615,760) — — (187,474) — — (73,918) (10,617) — — — — Net loss attributable to ordinary shareholders—diluted (1,227,893) (219,898) (395,862) (507,988) (124,319) (63,155) (202,416) (29,075) (49,017) (7,040) (24,901) (3,577) Denominator: Weighted average number of ordinary shares outstanding—basic 73,900,022 26,547,262 47,790,698 242,542,728 94,075,249 47,790,698 246,614,615 246,614,615 94,075,249 94,075,249 47,790,698 47,790,698 Conversion of Class C and Class B to Class A ordinary shares (Note 20) 74,337,960 — — 141,865,947 — — 141,865,947 141,865,947 — — — — Weighted average number of ordinary shares outstanding - diluted 148,237,982 26,547,262 47,790,698 384,408,675 94,075,249 47,790,698 388,480,562 388,480,562 94,075,249 94,075,249 47,790,698 47,790,698 Diluted loss per share (8.28) (8.28) (8.28) (1.32) (1.32) (1.32) (0.52) (0.07) (0.52) (0.07) (0.52) (0.07) For the years ended December 31, 2017, 2018 and 2019, 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 20). The effects of all outstanding share options, restricted share units and convertible senior notes were excluded from the computation of diluted loss per share for the years ended December 31, 2017, 2018 and 2019 as their effects would be anti-dilutive. |
SHARE-BASED PAYMENTS
SHARE-BASED PAYMENTS | 12 Months Ended |
Dec. 31, 2019 | |
SHARE-BASED PAYMENTS | |
SHARE-BASED PAYMENTS | 19. 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 options have 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 the 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 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 options have 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 Restricted Shares on the first, second, third and fourth anniversary of the vesting period until the Restricted Shares are 100% vested. 19. SHARE-BASED PAYMENTS (CONTINUED) 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 on September 20, 2017, 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, RMB13,172, RMB119,654, and RMB24,268 included in cost of revenues, selling expense, general and administrative expenses and research and development expenses, respectively. In addition, the Company recognizes 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: Weighted- Weighted- average Weighted- average remaining Aggregate Number of average grant-date contractual intrinsic options exercise price fair value term Value US$ US$ Years US$ Outstanding, December 31, 2018 4,294,256 0.75 6.65 12.95 14,430 Granted — — — Exercised (1,177,249) 0.75 5.86 Forfeited/Expired (325,549) 0.75 8.05 Outstanding, December 31, 2019 2,791,458 0.75 6.83 12.01 13,428 Vested and expected to vest at December 31, 2019 2,791,458 0.75 6.83 12.01 13,428 Exercisable at December 31, 2019 1,926,205 0.75 6.14 11.79 9,266 The aggregate intrinsic value in the table above represents the difference between the closing share price on the last trading day in 2019 and the option’s respective exercise price. Total intrinsic value of options exercised for the years ended December 31, 2018 and 2019 was RMB792,192 and RMB860,607 (US$123,618) respectively. The total weighted average grant-date fair value of the share option awards granted during the years ended December 31, 2017 and 2018 were US$8.63 and US$9.55 , respectively. No share option awards were granted during the year ended December 31, 2019. The total fair value of the equity awards vested during the years ended December 31, 2017, 2018 and 2019 were RMB 87,812, RMB101,966 and RMB48,452 (US$6,960) respectively. There were no new grants of share option awards during the year ended December 31, 2019 or any outstanding share options under the 2017 Plan as of December 31, 2018 and 2019, respectively. As of December 31, 2019, the unrecognized compensation cost related to 865,253 unvested share options expected to vest was RMB24,722 (US$3,551). This unrecognized compensation will be recognized over an estimated weighted-average amortization period of 1.50 years. Total unrecognized compensation cost may be adjusted for actual forfeitures occurring in the future. 19. SHARE-BASED PAYMENTS (CONTINUED) Options granted to non-employees Modification of non-employee options On June 21, 2017 (“Modification Date”), all outstanding options granted to non-employees under the 2008 Plan amounting to 1,500,154 options (except for 50,000 options granted to one external consultant) were modified to be fully vested on the Modification Date, and exercisable upon the Company’s IPO. Therefore, upon the IPO completion date, the Company immediately recognized expenses amounting to RMB117,578 associated with those non-employee options under the 2008 Plan that are vested as of the IPO completion date. In addition, the Company recognizes the remaining compensation expenses for the one external consultant over the remaining service requisite period using the accelerated method. A summary of the non-employee share option activity under the 2008 Plan is stated below: Weighted ‑ Weighted ‑ average Weighted ‑ average remaining Aggregate Number of average grant ‑ date contractual intrinsic options exercise price fair value term Value US$ US$ Years US$ Outstanding, December 31, 2018 1,574,623 0.70 2.47 9.67 4,657 Granted — — — Exercised (102,946) 0.30 2.20 Forfeited — — — Outstanding, December 31, 2019 1,471,677 0.70 2.47 8.67 7,645 Vested and expected to vest at December 31, 2019 1,471,677 0.70 2.47 8.67 7,645 Exercisable at December 31, 2019 1,471,677 0.70 2.42 8.60 7,149 The aggregate intrinsic value in the table above represents the difference between the closing stock price on the last trading day in 2019 and the option’s respective exercise price. Total intrinsic value of options exercised for the years ended December 31, 2017, 2018 and 2019 was RMB nil, RMB15,703 and RMB19,677 (US$2,826), respectively. The total weighted average grant date fair value of the non-employee share option awards granted during the years ended December 31, 2017 and 2018 were US$9.05, US$9.06 per option, respectively. The Company did not grant any non-employee share option awards for the year ended December 31, 2019. The total fair value of the equity awards vested during the years ended December 31, 2017, 2018 and 2019 were RMB118,002, RMB21,199 and RMB770 (US$111), respectively. There were no new grants of non-employee share option awards during the year ended December 31, 2019 or any outstanding non-employee share options under the 2017 Plan as of December 31, 2018 and 2019, respectively. As of December 31, 2019, there was no remaining unrecognized non-employee share-based compensation expenses. 19. SHARE-BASED PAYMENTS (CONTINUED) Grant date fair value of employee and non-employee share options The grant date 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 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 share 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, the 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 grant date fair value of the share options granted to employees and non-employees are as follows: For the year ended December 31, 2017 2018 2019 Risk-free interest rate 2.32% ~ 2.41% 2.74% ~ 2.78% — Expected volatility range 40.5% ~ 44.1% 44.3% ~ 46.9% — Suboptimal exercise factor 2.20 2.20 — Fair market value per ordinary share US$5.08 ~ $11.24 US$8.30 ~ $9.55 — Restricted Shares The following table summarizes the Company's Restricted Shares activity under the 2017 Plan: Weighted- average Number of grant-date fair shares value US$ Outstanding, December 31, 2018 3,171,099 10.44 Granted 4,354,211 5.65 Vested and issued (767,196) 10.45 Forfeited (422,900) 8.43 Outstanding, December 31, 2019 6,335,214 7.28 Vested and expected to vest at December 31, 2019 6,335,214 The weighted average grant-date fair value of Restricted Shares granted during the year ended December 31, 2019 was US$5.65, which was derived from the fair value of the underlying ordinary shares. As of December 31, 2019, there was RMB258,620 (US$37,148) of total unrecognized share-based compensation expenses related to unvested Restricted Shares expected to vest which are expected to be recognized over a weighted-average period of 2.88 years. Total unrecognized compensation cost may be adjusted for actual forfeitures occurring in the future. During the year ended December 31, 2019, the Group granted 9,413 Restricted Shares to non-employees, which were fully vested and issued during the year. 19. SHARE-BASED PAYMENTS (CONTINUED) The following table summarizes the total share-based compensation expense recognized by the Company: For the year ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Cost of revenue 6,799 2,003 1,771 254 Selling expenses 14,244 6,007 8,788 1,262 General and administrative expenses 251,312 91,982 80,736 11,597 Research and development expenses 26,608 9,115 7,209 1,036 Total share-based compensation expenses 298,963 109,107 98,504 14,149 |
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2019 | |
SHAREHOLDERS' EQUITY | |
SHAREHOLDERS' EQUITY | 20. SHAREHOLDERS' EQUITY Upon the completion of the Company’s IPO on September 20, 2017, all the outstanding Series A, Series B, Series C, Series D, Series E, Series F, Series G-1 and Series G-2 preferred shares preferred (collectively the “Preferred Shares”) issued by the Company prior to the IPO were automatically converted into 264,034,399 ordinary shares and all outstanding ordinary shares, were 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 the Company’s general meetings, respectively, and 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. Each holder of Class B ordinary shares or Class C ordinary shares can exercise their conversion right by delivering a written notice to the Company that specifies the number of Class B or Class C ordinary shares they elect to convert into Class A ordinary shares. In no event shall Class A ordinary shares be convertible into Class B or Class C ordinary shares, 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 discounts were RMB3,151,007. Deferred IPO costs of RMB30,646 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, 2017, 2018 and 2019, 730,000, 12,903,413 and 2,056,804 Class A ordinary shares were issued pursuant to exercise of share options and vesting of Restricted Shares, respectively. 20. SHAREHOLDERS' EQUITY (CONTINUED) On February 1, 2018 and September 5, 2018, the Company issued and transferred 16,000,000 and 2,000,000 Class A ordinary shares respectively to Citi, its depositary bank to be issued to employees and non-employees upon the exercise of vested share options and vesting of Restricted Shares under the 2008 Stock Incentive Plan and 2017 Stock Incentive Plan. As of December 31, 2019, 14,960,217 ordinary shares out of these 18,000,000 ordinary shares had been issued to employees and non-employees. Therefore, as of December 31, 2019, 3,039,783 Class A ordinary shares remain available for future issuance. As of December 31, 2018, the Company had ordinary shares outstanding comprising of 250,648,452 Class A ordinary shares, 94,075,249 Class B ordinary shares and 47,790,698 of Class C ordinary shares, respectively. As of December 31, 2019, the Company had ordinary shares outstanding comprising of 250,648,452 Class A ordinary shares, 94,075,249 Class B ordinary shares and 47,790,698 Class C ordinary shares, respectively. No Class B or Class C ordinary shares were converted into Class A ordinary shares for the years ended December 31, 2017, 2018 and 2019, respectively. In November 2019, the Board of Directors of the Company authorized a share repurchase program (“2019 Share Repurchase Program”), pursuant to which the Company is authorized to repurchase its own issued and outstanding ADSs up to an aggregate value of US$100 million from the open market over a period of 18 months in accordance with applicable securities laws from time to time. As of December 31, 2019, the Company had not repurchased any ADSs under the 2019 Share Repurchase Program. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2019 | |
RELATED PARTY TRANSACTIONS | |
RELATED PARTY TRANSACTIONS | 21. RELATED PARTY TRANSACTIONS a) Related Parties Name of Related Parties Relationship with the Group Zhejiang Cainiao Supply Chain Management Co. Ltd (“Cainiao”) Entity controlled by a principal shareholder of the Group Alibaba Cloud Computing Co. Ltd (“Ali Cloud”) Entity controlled by a principal shareholder of the Group Lazada Express Limited (“Lazada”) Entity controlled by a principal shareholder of the Group b) The Group had the following related party transactions: For the years ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Rendering of express delivery and supply chain management services: Cainiao 489,999 652,352 814,855 117,046 Lazada — — 10,697 1,537 489,999 652,352 825,552 118,583 For the years ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Rental of warehouse as a lessee: Cainiao 8,731 9,076 9,916 1,424 21. RELATED PARTY TRANSACTIONS (CONTINUED) b) The Group had the following related party transactions: (continued) For the years ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Operating costs paid on behalf of the Company: Cainiao 19,892 16,433 9,874 1,418 For the years ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Commission fee paid to related party: Cainiao — 3,489 160 23 For the years ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Operating costs paid to related party: Ali Cloud — 4,756 9,669 1,389 c) The Group had the following related party balances at the end of the year: As at December 31 2018 2019 2019 RMB RMB US$ Amounts due from related parties: Cainiao 197,488 241,021 34,621 Ali Cloud — 388 56 Lazada — 5,349 768 197,488 246,758 35,445 As at December 31 2018 2019 2019 RMB RMB US$ Amounts due to related parties: Cainiao 12,429 6,140 882 |
SEGMENT REPORTING
SEGMENT REPORTING | 12 Months Ended |
Dec. 31, 2019 | |
SEGMENT REPORTING | |
SEGMENT REPORTING | 22. 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 + 22. SEGMENT REPORTING (CONTINUED) The chief operating decision maker ("CODM") has been identified as the Chief Executive Officer. The CODM assess the performance of the operating segments based on the measures of revenues, costs of revenues and gross profit. 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 revenues 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, 2017, 2018 and 2019: For the year ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Revenue: Express delivery 12,850,067 17,740,176 21,839,107 3,136,991 Freight delivery 3,178,850 4,115,606 5,233,542 751,751 Supply chain management 1,854,356 2,326,487 2,381,848 342,131 Store + 2,226,034 2,845,141 2,817,202 404,666 Others 649,784 2,759,499 4,398,603 631,820 Inter-segment* (769,529) (1,825,930) (1,494,413) (214,659) Total revenue 19,989,562 27,960,979 35,175,889 5,052,700 Cost of revenue: Express delivery 12,508,090 16,953,251 21,150,925 3,038,140 Freight delivery 3,363,457 3,963,172 4,997,270 717,813 Supply chain management 1,746,999 2,224,749 2,270,514 326,139 Store + 2,072,912 2,590,022 2,495,503 358,457 Others 573,581 2,609,846 3,611,969 518,827 Inter-segment* (761,028) (1,821,198) (1,309,318) (188,072) Total cost of revenue 19,504,011 26,519,842 33,216,863 4,771,304 Gross (loss)/profit: Express delivery 341,977 786,925 688,182 98,851 Freight delivery (184,607) 152,434 236,272 33,938 Supply chain management 107,357 101,738 111,334 15,992 Store + 153,122 255,119 321,699 46,209 Others 76,203 149,653 786,634 112,993 Inter-segment* (8,501) (4,732) (185,095) (26,587) Total gross profit 485,551 1,441,137 1,959,026 281,396 (*) + |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2019 | |
FAIR VALUE MEASUREMENTS | |
FAIR VALUE MEASUREMENTS | 23. FAIR VALUE MEASUREMENTS The following tables illustrate the fair value measurement hierarchy of the Group’s financial instruments: Fair value measurements as at December 31, 2018 using Quoted prices in Significant Significant active observable unobservable markets inputs inputs (Level 1) (Level 2) (Level 3) Total RMB RMB RMB RMB Non-recurring fair value measurement for: Long-term investments — — 94,628 94,628 Fair value measurements as at December 31, 2019 using Quoted prices in Significant Significant active observable unobservable markets inputs inputs (Level 1) (Level 2) (Level 3) Total RMB RMB RMB RMB Non-recurring fair value measurement for: Long-term investments — — 119,927 119,927 The Group recognized a gain of RMB64,628 and RMB14,155 (US$2,033) for measuring equity investments at fair value using the measurement alternative resulting from the observable price changes occurring in the years ended December 31, 2018 and 2019, respectively. The Group had no financial assets and liabilities measured and recorded at fair value on a recurring basis as of December 31, 2018 and 2019. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2019 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | 24. COMMITMENTS AND CONTINGENCIES Capital expenditure commitments The Group has commitments for the construction of warehouses and equipment of RMB963,841 (US$138,447) at December 31, 2019, 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, 2019 | |
EMPLOYEE DEFINED CONTRIBUTION PLAN | |
EMPLOYEE DEFINED CONTRIBUTION PLAN | 25. 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 Group’s PRC subsidiaries, VIEs and its subsidiaries 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 RMB219,646, RMB221,117 and RMB210,656 (US$30,259) for the years ended December 31, 2017, 2018 and 2019, respectively. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE INCOME | 12 Months Ended |
Dec. 31, 2019 | |
ACCUMULATED OTHER COMPREHENSIVE INCOME. | |
ACCUMULATED OTHER COMPREHENSIVE INCOME | 26. ACCUMULATED OTHER COMPREHENSIVE INCOME RMB Balance as of January 1 , 2017 146,100 Foreign currency translation adjustments, net of tax of nil (133,767) Balance as of December 31, 2017 12,333 Foreign currency translation adjustments, net of tax of nil 111,590 Balance as of December 31, 2018 123,923 Foreign currency translation adjustments, net of tax of nil 39,273 Balance as of December 31, 2019 163,196 Balance as of December 31, 2019 (US$) 23,442 There have been no reclassifications out of accumulated other comprehensive income to net loss for all the periods presented. |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 12 Months Ended |
Dec. 31, 2019 | |
SUBSEQUENT EVENT | |
SUBSEQUENT EVENT | 27. SUBSEQUENT EVENT Beginning in January 2020, the novel coronavirus (COVID-19) outbreak has negatively impacted the Group’s operations in China and resulted in lower productivity from late January to early March due to travel restrictions and quarantines. The Group's total revenue declined for January and February of 2020 as compared to the same period in the prior year. By the end of March, the Group's service have fully recovered nationwide, including all hubs and warehouses for Express delivery service, Freight delivery service and Supply Chain management service. As the COVID-19 outbreak has further spread outside the PRC and it is uncertain as to whether the COVID-19 outbreak will continue to be contained in the PRC, the Group is unable to reasonably estimate the magnitude of COVID-19's impact on its operations and the related financial impact at this time. |
CONDENSED FINANCIAL INFORMATION
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY | 12 Months Ended |
Dec. 31, 2019 | |
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY | |
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY | 28. CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY Condensed Balance Sheets As at December 31 Notes 2018 2019 2019 RMB RMB US$ Current assets: Cash 5,350 9,933 1,427 Prepayments and other current assets 5,405 5,511 792 Total current assets 10,755 15,444 2,219 Non-current assets: Other non — 3,811 5,909 849 Investments in subsidiaries and VIEs 4,322,463 5,343,503 767,546 Total non — current assets: 4,326,274 5,349,412 768,395 Total assets 4,337,029 5,364,856 770,614 Current liabilities: Accrued liabilities and other payables 14,401 8,805 1,265 Non-current liabilities: Long-term payable due to subsidiaries 184,513 74,931 10,763 Convertible senior notes — 1,360,208 195,382 Total liabilities 198,914 1,443,944 207,410 Shareholders’ equity Class A ordinary shares (par value of US $0.01 per share as of December 31, 2018 and 2019; 1,858,134,053 shares authorized as of December 31, 2018 and 2019; 250,648,452 and 250,648,452 shares issued and outstanding as of December 31, 2018 and 2019, respectively) 20 16,532 16,532 2,375 Class B ordinary shares (par value of US$0.01 per share as of December 31, 2018 and 2019; 94,075,249 shares authorized, issued and outstanding as of December 31, 2018 and 2019, respectively) 20 6,178 6,178 887 Class C ordinary shares (par value of US$0.01 per share as of December 31, 2018 and 2019; 47,790,698 shares authorized, issued and outstanding as of December 31, 2018 and 2019, respectively) 20 3,278 3,278 471 Additional paid in capital 19,407,460 19,353,400 2,779,942 Accumulated deficit (15,419,256) (15,621,672) (2,243,913) Accumulated other comprehensive income 123,923 163,196 23,442 BEST Inc. shareholders’ equity 4,138,115 3,920,912 563,204 Total liabilities and shareholders’ equity 4,337,029 5,364,856 770,614 Condensed Statements of Comprehensive Loss For the year ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Operating expenses General and administrative expenses (30) (6,610) (2,698) (388) Operating loss (30) (6,610) (2,698) (388) Share of losses of subsidiaries and VIEs (1,227,847) (501,396) (188,962) (27,142) Interest expense (30) — (10,756) (1,545) Interest income 14 18 — — Net loss attributable to ordinary shareholders (1,227,893) (507,988) (202,416) (29,075) Other comprehensive (loss)/income, net of tax of nil Foreign currency translation adjustments (133,767) 111,590 39,273 5,641 Comprehensive loss (1,361,660) (396,398) (163,143) (23,434) 28. CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY (CONTINUED) Condensed Statements of Cash Flows For the year ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Net cash generate from operating activities 56,730 3,132 4,218 606 Net cash used in investing activities (3,069,955) (41,166) (1,224,149) (175,838) Net cash generated from financing activities 3,031,915 4,249 1,224,514 175,891 Net increase/(decrease) in cash and cash equivalents 18,690 (33,785) 4,583 659 Cash and cash equivalents at beginning of the year 20,445 39,135 5,350 768 Cash and cash equivalents at end of the year 39,135 5,350 9,933 1,427 Basis of presentation For the presentation of the parent company only condensed financial information, the Company records its investments in subsidiaries and VIEs under the equity method of accounting as prescribed in ASC 323. Such investments are presented on the condensed balance sheets as “Investments in subsidiaries and VIEs” and the subsidiaries’ and VIE’s losses as “Share of losses of subsidiaries and VIEs” 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 ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
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”). 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Principles of Consolidation The consolidated financial statements of the Group include the financial statements of the Company, its subsidiaries, the VIEs and VIEs' subsidiaries for which the Company is the primary beneficiary. All significant intercompany balances and transactions between the Company, its subsidiaries and VIEs have been eliminated on consolidation. |
Principles of Consolidation | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) |
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, fair value measurements of equity instruments without readily determinable fair values, incremental borrowing rates for operating lease liabilities, standalone selling prices related to lease and non-lease components in the Company's lease arrangements, 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, uncertain tax positions 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 RMB6.9618 per US$1.00 on December 31, 2019 in the City of New York for cable transfers of RMB as certified for customs purposes by the Federal Reserve Bank of New York. No representation is made that the RMB amounts could have been, or could be, converted into US$ at such rate. |
Foreign currency | Foreign currency The functional currency of the Company's subsidiaries located outside the PRC is determined based on the criteria of ASC Topic 830, Foreign Currency Matters . The Company’s subsidiaries, VIEs and VIEs' subsidies 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. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) 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. |
Cash and cash equivalents | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) |
Restricted cash | Restricted cash The Group’s restricted cash mainly represents (a) deposits held in designated bank accounts for issuance of notes payable and short-term loans; (b) security deposits required by the Group’s operating leases for sortation centers and warehouses; and (c) deposits held in a designated bank account of the Plan which can only be utilized for repayment of the Series A and B tranches when there is default of the underlying lease rental and other financing receivables (Note 14). As of December 31, 2018 and December 31,2019, the restricted cash related to the deposits held in designated bank accounts as pledged security of notes payable was RMB34,979 and RMB135,663 (US$19,487), respectively. The restricted cash related to deposits held in designated bank accounts as pledged security of short-term loans are disclosed in Note 12. |
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 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. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Property and equipment, net (continued) 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. |
Change in estimate useful life of certain machinery and electronic equipment | Change in estimate useful life of certain machinery and electronic equipment In accordance with its policy, the Group reviews the estimated useful lives of its property and equipment on an ongoing basis. This review indicated that the actual lives of certain machinery and electronic equipment at its hubs and sortation centers were longer than the estimated useful lives used for depreciation purposes. As a result, effective July 1, 2019, the Group changed the estimated useful lives of these machinery and equipment from five years to ten years to better reflect the periods for which these assets are expected to remain in service. For the year ended December 31, 2019, the effect of this change in estimate reduced depreciation expense, net loss, basic loss per share and diluted loss per share by RMB94,984 (US$13,644), RMB94,984 (US$13,644), RMB0.24 (US$0.03) and RMB0.24 (US$0.03), respectively. |
Business Combinations | Business Combinations The Group accounts for its business combinations using the purchase method of accounting in accordance with ASC 805, Business Combinations Business Combinations (Topic 802): Clarifying the Definition of a Business 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 the discount rates to be used based on the risk inherent in the related entity’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 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Goodwill (continued) The Group has determined it has five reporting units (that also represent operating segments). Goodwill was allocated to four reporting units as of December 31, 2018 and 2019, 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 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 useful lives. Intangible assets have weighted average estimated useful lives from the date of purchase as follows: Category Estimated Useful Life Customer relationships 3.89 years Software 3.42 years Domain name 10 years Brand name 20 years Others 2.23 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 if any, are included in general and administrative expense. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) |
Fair value measurements of financial instruments | Fair value measurements of financial instruments The Company applies ASC 820, Fair Value Measurements and Disclosures 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. Financial instruments include cash and cash equivalents, restricted cash, accounts and notes receivables, certain other current assets, short-term investments, due from related parties, long-term investments, certain other non-current assets, accounts and notes payable, short-term bank loans, securitization debt, convertible senior notes and amounts due to related parties, certain other current liabilities and certain other non-current liabilities. The carrying values of the financial instruments included in current assets and liabilities approximate their fair values due to their short-term maturities. The carrying amount of other non-current financial assets, convertible senior notes and other non-current financial liabilities approximates its fair value due to the fact that the related interest rates approximate market rates for similar debt instruments of comparable maturities. |
Inventories | Inventories Inventories are comprised of finished goods. The Group’s finished goods consists of (i) low value consumables used in performing express delivery services, freight delivery services and supply chain management services 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 in retail stores (“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 prior to January 1, 2018 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. Starting in 2018, the Group elected to change the inventory costing method for the Store+ online business from the first-in first-out method to the weighted average cost method. The impact of the change in accounting principle was immaterial to all periods presented and thus, not applied retrospectively. |
Revenue recognition | Revenue recognition On January 1, 2018, the Group adopted ASC 606, Revenues from Contracts with Customers Commencing on January 1, 2018, revenue is recognized when control of promised goods or services is transferred to the Group’s customers in an amount of consideration to which an entity expects to be entitled to in exchange for those goods or services. The Group presents value-added taxes as a reduction from revenues. The Group does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which the Group recognizes revenue at the amount to which it has the right to invoice for services performed. The Group’s revenue recognition policies effective on the adoption date of ASC 606 are as follows: 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. The Group offers an integrated service to the franchised service stations that includes last-mile delivery service to end recipients and acts 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. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Revenue recognition (continued) Express delivery services (continued) Customers are required to prepay for express delivery services and the Group records such amounts as “customer advances and deposits and deferred revenue” in the consolidated balance sheets. The transaction price the Group earns from its customers are based on the parcel’s weight and route to the end recipient’s destination. In addition, the Group provides certain discounts, incentives and rebates based on explicitly agreed upon terms with its customers that can decrease the transaction price and estimates variable consideration based on the most likely amount to be provided. The amount of variable consideration included in the transaction price is limited to the amount that will not result in a significant revenue reversal. The Group reviews the estimate of variable consideration and updates the transaction price at the end of each reporting period as necessary. Uncertainties related to the estimates of variable consideration are resolved in a short time frame. Adjustments to variable consideration are recognized in the period the adjustments are identified and were insignificant for the periods presented. The Group’s express delivery services contracts with customers include only one performance obligation. Performance obligations are generally short-term in nature and with transit days being a week or less for each parcel. The Group recognizes revenue over time as customers receive the benefit of the Group’s services as the goods are delivered from one location to another. As such, express delivery services revenue is recognized proportionally as a parcel moves from origin to destination and the related costs are recognized as incurred. The Group uses an output method of progress based on time-in-transit as it best depicts the transfer of control to the customer. A minor percentage of the Group’s express delivery services are performed by the group through its integrated express delivery service network for direct customers (“direct customer express delivery services”), who 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 express delivery services revenue is recognized proportionally as parcels are transported to end recipients and the related costs are recognized as incurred. Express delivery services revenue also includes initial non-refundable franchise fees. The initial non-refundable franchise fees are recognized over the franchise period due to the franchisees’ rights to access the Group’s logos and brand names which are considered symbolic intellectual properties. 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. The Group offers an integrated service to franchisee service stations that includes last-mile delivery service to end recipients and acts 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. Customers are required to prepay for freight delivery services and the Group records such amounts as “Customer advances and deposits and deferred revenue” in the consolidated balance sheets. The transaction price the Group earns from its customers are based on the shipment’s weight and route to the end recipient’s destination. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Revenue recognition (continued) Freight delivery services (continued) The Group’s freight delivery services contracts with customers include only one performance obligation. Performance obligations are generally short-term in nature with transit days being a week or less for each shipment. The Group recognizes revenue over time as customers receive the benefit of the Group’s services as the goods are shipped from one location to another. As such, freight delivery services revenue is recognized proportionally as a shipment moves from origin to destination and the related costs are recognized as incurred. The Group uses an output method of progress based on time-in-transit as it best depicts the transfer of control to the customer. Freight delivery services revenue also includes initial non-refundable franchise fees. The initial non-refundable franchise fees are recognized over the franchise period due to the franchisees’ rights to access the Group’s logos and brand names which are considered symbolic intellectual properties. The initial non-refundable franchise fees are negotiated under a separate agreement and represent a very small percentage of revenue for all periods presented. Supply chain management services The Group provide warehouse management, order fulfillment services and transportation services to its offline and online enterprise customers ("enterprise customers"). The Group enters into supply chain warehouse management service agreements with these customers to provide warehouse management and order fulfillment services through its self-operated order fulfillment centers and also enters into transportation services agreements to provide transportation services. The majority of these contracts having an effective term of one year. Order fulfillment services revenue is generated from various service fees charged on a volume basis in connection with various order fulfillment services, which may include in-warehouse processing, order fulfillment, express delivery, freight delivery and other value-added services. Pursuant to the warehouse management service agreements and transportation services agreements, enterprise customers have the right to terminate the contracts by providing a one-month advance notice. Therefore, even though the contract term for the majority of the contracts is one year, due to the termination rights provided to enterprise customers, warehouse management service agreements and transportation services agreements are considered month-to-month service contracts. Enterprise customers are billed on a monthly basis and make payments according to their granted credit terms which ranges from 5 Under some situations, enterprise customers may request to add a transportation route or increase the warehouse rental space by entering into a separate contract with the Group. The additional services are considered distinct and the service fees are priced at their standalone selling prices, i.e. they cannot be purchased at a significant or incremental discount. Therefore, the Group accounts for this type of contract modification as a separate contract and the revenue recognized to date on the original contract is not adjusted. The warehouse management service agreements comprise various service offerings that can be purchased at the option of the customer. Although the service options are interrelated, none of the services modify the other services and they are not integrated to provide a combined output. Each of the service options is substantive and the enterprise customers cannot purchase each additional service at a significant and incremental discount. Therefore, each service is accounted for as a separate performance obligation. The Group is the primary obligor and does not outsource any portion of the order fulfillment services to supply chain franchisee partners. The Group recognizes warehouse management and order fulfillment services revenue upon completion of the services as that is when the Group transfers control of the services and has right to payment. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Revenue recognition (continued) Supply chain management services (continued) For transportation services, the Group provides the service of arranging transportation and coordinating shipments to and from locations designated by its enterprise customers. Each transportation order for delivery of goods from origin to destination is considered a performance obligation. Performance obligations are generally short-term in nature with transit days being a week or less for each shipment. The Group recognizes transportation services revenue over time as customers receive the benefit of the services as the goods are shipped from origin to destination. As such, transportation services revenue is recognized proportionally as a shipment moves from origin to destination and the related costs are recognized as incurred. The Group use an output method of progress based on time-in-transit as it best depicts the transfer of control to the customer. 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 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. Store+ services The Group recognizes revenue upon the delivery of the consumer goods to its convenience store membership customers. For the Group's self-operated convenience stores, revenue recognized upon the sales of merchandise to end consumers. The Group is the principal to the transaction for the sales of customer goods and merchandise and revenue from these transactions are recognized on a gross basis. Transfer of control occurs at a point in time once delivery has been completed as the Group has transferred control of the promised goods to the customer. Generally, customers are billed upon delivery of the consumer goods while convenience store customers make payment upon checkout of merchandise. Other services The Group mainly provides cross-border logistic coordination services and oversea express delivery services, finance leasing services and Ucargo transportation services. Revenue from interest income on lease rental and other financing receivables is recognized using the effective interest rate method. For cross-border logistic coordination services, oversea express delivery services and Ucargo transportation services, revenue is recognized proportionally as a shipment moves from origin to destination using an output method of progress based on time-in-transit while the related costs are recognized as incurred. The Group is the principal to the transaction for these services and revenue from these transactions is recognized on a gross basis. Contract assets and liabilities The Group enters into contracts with its customers, which may give rise to contract liabilities (deferred revenue) and contract assets (unbilled revenue). The payment terms and conditions within the Group’s contracts vary by the type of service and customers. When the timing of revenue recognition differs from the timing of payments made by customers, the Group recognizes either unbilled revenue (its performance precedes the billing date) or deferred revenue (customer payment is received in advance of performance). Contract assets represent unbilled amounts resulting from provision of transportation services as the Group has an unconditional right to payment only once all delivered goods reach their destination. Contract assets are classified as current and the full balance is reclassified to accounts receivables when the right to payment becomes unconditional. The balance of contract assets was insignificant as of December 31, 2018 and 2019. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Revenue recognition (continued) Contract assets and liabilities (continued) Contract liabilities are included in “Customer advances and deposits and deferred revenue” in the accompanying consolidated balance sheet. Contract liabilities represent the amount of consideration received upfront from customers related to in-transit shipments that has not yet been recognized as revenue based on our selected measure of progress and non-refundable franchise fees which are recognized over the franchise period. The Group classifies contract liabilities as current based on the timing of when the Group expects to recognize revenue, which typically occurs within a week after period-end. The balances of contract liabilities arising from contracts with customers as of December 31, 2018 and 2019 were as follows: Balance at Balance at Balance at December 31, December 31, December 31, 2018 2019 2019 RMB RMB US$ Contract liabilities 639,912 871,833 125,231 Revenue recognized in the year ended December 31, 2019 that was included in the contract liability balance at the beginning of the period was RMB588,181 (US$ 84,487). This revenue was driven primarily by express and freight delivery performance obligations being satisfied. For contract costs associated with obtaining a contract such as commissions incurred with obtaining a contract, the Group capitalizes the incremental contract costs and amortizes the capitalized contract costs using a straight-line basis over the term of the contract. The capitalized contract costs as of December 31, 2018 and 2019 and the related amortization during the years ended December 31, 2018 and 2019 was insignificant. |
Transfer of financial assets | Transfer of financial assets The Group accounts for transfers of financial assets in accordance with ASC 860, Transfers and Servicing Pursuant to ASC 860, the issuance of debt securities securitized by the Group’s lease rental and other financing receivables arising from its financing lease business (Note 14) and the factoring of intercompany note receivables to domestic banks (Note 12) do not constitute a sale of the underlying financial assets for accounting purposes due to the recourse obligations retained by the Group. Therefore, these transactions are accounted for as secured borrowings on the consolidated balance sheet and the financial assets are not derecognized. |
Cost of revenue | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) 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. |
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, 2017, 2018 and 2019, advertising expenses were RMB15,401, RMB24,131 and RMB35,958 (US$5,165), 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 RMB203,916, RMB224,815 and RMB190,857 (US$27,415) for the years ended December 31, 2017, 2018 and 2019, 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 RMB70,450, RMB106,590 and RMB132,830 (US$19,080) for the years ended December 31, 2017, 2018 and 2019, 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 no further conditions to be met, the amounts are recorded as non-operating income in “Other income” if the subsidies are with non-operating nature, or as a reduction of specific cost or expenses if such subsidies are intended to compensate such amounts. The government subsidies with certain operating conditions are recorded as liabilities when received and will be recorded as “Other income” or as a reduction of specific cost or expenses when the conditions are met. |
Lessor | Leases On January 1, 2019, the Group adopted ASU 2016-02, Leases (Topic 842) The Group has elected the package of practical expedients permitted which allows the Group not to reassess the following at adoption date: (i) whether any expired or existing contracts are or contains a lease, (ii) the lease classification for any expired or existing leases, and (iii) initial direct costs for any expired or existing leases (i.e. whether those costs qualify for capitalization under ASU 2016-02). The Group also elected the short-term lease exemption for certain classes of underlying assets including office space, warehouses and hub and sortation center facilities and equipment, with a lease term of 12 months or less. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Leases (continued) The Group determines whether an arrangement is or contains a lease at inception. The Group’s accounting policy effective on the adoption date of ASU 2016-02 is as follows: Sales-type, direct financing and operating leases as Lessor The Group classifies a lease as a sales-type lease when the lease meets any one of the following criteria at lease commencement: a. The lease transfers ownership of the underlying asset to the lessee by the end of the lease term. b. The lease grants the lessee an option to purchase the underlying asset that the lessee is reasonably certain to exercise. c. The lease term is for a major part of the remaining economic life of the underlying asset. d. The present value of the sum of the lease payments and any residual value guaranteed by the lessee that is not already reflected in the lease payments equals or exceeds substantially all of the fair value of the underlying asset. e. The underlying asset is of such a specialized nature that it is expected to have no alternative use to the Company at the end of the lease term. For sales-type leases, when collectability is probable at lease commencement, the Group derecognizes the underlying asset and recognizes the net investment in the lease which is the sum of the lease receivable. Initial direct costs are expensed, at the commencement date, if the fair value of the underlying asset is different from its carrying amount. Interest income is recognized in financing income over the lease term using the interest method. When none of the criteria above are met, the Group classifies a lease as either a direct financing lease or an operating lease. The Group will classify the lease as a direct financing lease if (i) the present value of the sum of lease payments and any residual value guaranteed by the lessee and any other third party unrelated to the Group equals or exceeds substantially all the fair value of the underlying asset; and (ii) it is probable that the Group will collect the lease payments plus any amount necessary to satisfy a residual value guarantee. If both of the criteria above are not met, the Group will classify the lease as an operating lease. The new standard requires lessors within the scope of ASC 942, Financial Services – Depository and Lending Sale-leaseback transactions as Lessor When the Group enters into sale-leaseback transactions as lessor, it applies the requirements in ASC 606 by assessing whether a contract exists and whether the seller-lessee satisfies a performance obligation by transferring control of an asset when determining whether the transfer of an asset shall be accounted for as a sale of the asset. If the seller-lessor transfers the control of the leased asset to the Group, it accounts for the purchase of the leased asset in accordance with ASC360. The subsequent leaseback of the asset is accounted for in accordance with ASC842 in the same manner as any other lease. If the seller-lease does not transfer the control of the leased asset to the Group, it is a failed sales-leaseback transaction which is accounted for as a financing. The Group does not recognize the transferred asset and records the amounts paid as other financing receivables for which the current portion is included in “Prepayments and other current assets” and the non-current portion is included in "Other non-current assets" in the Group’s consolidated balance sheet as of December 31, 2019. |
Lessee | Leases (continued) Financing lease and operating lease as Lessee The Group classifies a lease as a financing lease when the lease meets any one of the criteria specified as (a) to (e) in the “Sales-type, direct financing and operating leases as Lessor” policy at lease commencement. When none of the criteria are met, the Group classifies a lease as an operating lease. For both operating and financing leases, the Group records a lease liability and corresponding right-of-use (ROU) asset at lease commencement. Lease terms are based on the non-cancellable term of the lease and may contain options to extend the lease when it is reasonably certain that the Group will exercise the option. Lease liabilities represent the present value of the lease payments not yet paid, discounted using the discount rate for the lease at lease commencement. The Group estimates its incremental borrowing rate for its leases at the commencement date to determine the present value of future lease payments when the implicit rate is not readily determinable in the lease. In estimating its incremental borrowing rate, the Group considers its credit rating and publicly available data of borrowing rates for loans of similar amount, currency and term as the lease. Operating leases are presented as “Operating lease ROU assets” and “Operating lease liabilities”. Lease liabilities that become due within one year of the balance sheet date are classified as current liabilities. At lease commencement, operating lease ROU assets represent the right to use underlying assets for their respective lease terms and are recognized at amounts equal to the lease liabilities adjusted for any lease payments made prior to the lease commencement date, less any lease incentives received and any initial direct costs incurred by the Group. After lease commencement, operating lease liabilities are measured at the present value of the remaining lease payments using the discount rate determined at lease commencement. Operating lease ROU assets are measured at the amount of the lease liabilities and further adjusted for prepaid or accrued lease payments, the remaining balance of any lease incentives received, unamortized initial direct costs and impairment of the ROU assets, if any. Operating lease expense is recognized as a single cost on a straight-line basis over the lease term. Financing lease ROU assets are included in “Property and equipment” and “Financing lease liabilities” on the consolidated balance sheet. Lease liabilities that become due within one year of the balance sheet date are classified as current liabilities. Financing lease ROU assets are amortized on a straight-line basis from the lease commencement date. After initial measurement, the carrying value of financing lease liabilities are increased to reflect interest at a constant rate and reduced to reflect any lease payments made during the period. Leases that have a term of 12 months or less at the commencement date (“short-term leases”) are not included in operating lease ROU assets and operating lease liabilities. Lease expense for the short-term leases are recognized on a straight-line basis over the lease term. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Leases (continued) Financing lease and operating lease as Lessee (continued) The cumulative effect of the changes made to the Group’s consolidated balance sheet as of January 1, 2019 for the adoption of ASU 2016-02 is as follows: Adjustments due to the Balance as of adoption of Balance as of December 31, 2018 ASU 2016-02 January 1, 2019 RMB RMB RMB Assets: Prepayments and other current assets 1,904,846 (219,438) 1,685,408 Operating lease ROU assets — 3,568,886 3,568,886 Liabilities: Operating lease liabilities (current) — (641,323) (641,323) Operating lease liabilities (non-current) — (2,955,716) (2,955,716) Accrued expenses and other liabilities (2,238,785) 247,591 (1,991,194) The impact of adopting ASU 2016-02 on the Group’s consolidated balance sheet as of December 31, 2019 are as follows: Effect of the adoption of ASU 2016-02 As reported Legacy GAAP Higher/(lower) RMB RMB RMB Assets: Prepayments and other current assets 2,582,577 2,818,815 (236,238) Operating lease ROU assets 4,378,804 — 4,378,804 Liabilities: Operating lease liabilities (current) (1,035,252) — (1,035,252) Operating lease liabilities (non-current) (3,482,634) — (3,482,634) Accrued expenses and other liabilities (2,023,263) (2,398,584) 375,321 The adoption of the standard did not have significant impact to the Group’s consolidated statements of comprehensive loss or cash flows for the year ended December 31, 2019. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Leases (continued) Sale-leaseback transactions as Lessee When the Group enters into sale-leaseback transactions as a seller-lessee, it applies the requirements in ASC 606 by assessing whether a contract exists and whether the it satisfies a performance obligation by transferring control of an asset when determining whether the transfer of an asset shall be accounted for as a sale of the asset. If the Group transfers the control of an asset to the buyer-lessor, it accounts for the transfer of the asset as a sale and recognizes a corresponding gain or loss on disposal. The subsequent leaseback of the asset is accounted for in accordance with ASC842 in the same manner as any other lease. If the Group does not transfer the control of an asset to the buyer-lessor, the failed sale-leaseback transaction is accounted for as a financing. The Group does not derecognize the transferred asset and accounts for proceeds received as borrowings for which the current portion is included in “Accrued expenses and other liabilities” and the non-current portion is included in "Other non-current liabilities" in the Group’s consolidated balance sheets. |
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 |
Income taxes | Income taxes The Group follows the liability method of accounting for income taxes in accordance with ASC 740, Income Taxes 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. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Income taxes (continued) 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 included in “Other non-current liabilities” in the accompanying consolidated balance sheets 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 The Group, with the assistance of an independent third-party valuation firm, determined the fair value of the share 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 Compensation — Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Share-based compensation (continued) 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 After the adoption of ASC 321 from January 1, 2018, the Group accounts for investments in an investee over which the Group does not have significant influence and which do not have readily determinable fair value using the measurement alternative, which is defined as cost, less impairments, adjusted by observable price changes. The Group makes a qualitative assessment of whether the investment is impaired at each reporting date. If a qualitative assessment indicates that the investment is impaired, the Group estimates the investment’s fair value in accordance with ASC 820. If the fair value is less than the investment’s carrying value, the Group recognizes an impairment loss equal to the difference between the carrying value and fair value. 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 |
Loss per share | Loss per share In accordance with ASC 260, Earnings Per Share 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Loss per share (continued) For the years ended December 31, 2017,2018 and 2019, 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 20). 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. |
Segment reporting | Segment reporting In accordance with ASC 280, Segment Reporting , operating segments are defined as components of an enterprise for which separate financial information is available that is regularly evaluated 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. |
Recent accounting pronouncements | Recent accounting pronouncements In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment In June 2016, the FASB issued ASU No. 2016-13, Financial Instrument – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments Codification Improvements to Topic 326, Financial Instruments—Credit Losses Leases The Group does not believe the adoption of this standard will have a material impact on its consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement |
ORGANIZATION AND BASIS OF PRE_2
ORGANIZATION AND BASIS OF PRESENTATION (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
ORGANIZATION AND BASIS OF PRESENTATION | |
Summary of details of the Company's principal subsidiaries, VIE and VIE's subsidiaries | Place of Percentage of incorporation, equity interest registration and Date of attributable Name of Company business incorporation/acquisition to the Company Principal activities Subsidiaries: Eight Hundred Logistics Technologies Corporation British Virgin Islands May 22, 2007 100 % Investment holding ("BEST BVI") ("BVI") BEST Logistics Technologies Limited Hong Kong May 29, 2007 100 % Investment holding ("BEST HK") ("HK") BEST Capital Inc. Cayman Islands December 13, 2017 100 % Investment holding (“BEST Capital”) BEST Capital Holding Limited BVI December 13, 2017 100 % Investment holding (“BEST Capital BVI”) BEST Capital Management Limited HK December 20, 2017 100 % Investment holding (“BEST Capital HK”) BEST Logistics Technologies (China) Co., Ltd. PRC April 23, 2008 100 % Freight delivery and Supply chain ("BEST China") management services BEST Store Network (Hangzhou) Co., Ltd. PRC May16, 2013 100 % Store + services ("BEST Store") Zhejiang BEST Technology Co., Ltd. PRC July 26, 2007 100 % Logistics technical services ("BEST Technology") Xinyuan Financial Leasing (Zhejiang) Co., Ltd. PRC January 15, 2015 100 % Financial services (“BEST Finance”) BEST Logistics Technologies (Ningbo Free Trade Zone) Co., Ltd. PRC May 22, 2015 100 % Supply chain management services ("BEST Ningbo") VIEs Hangzhou BEST Network Technologies Co., Ltd. PRC August 22, 2007 Nil Express delivery services ("BEST Network") Hangzhou BEST Information Technology Services Co., Ltd. PRC October 23, 2019 Nil Ucargo transportation services (“BEST Information Technology”) (formerly known as Hangzhou Baisheng Investment Management Co., Ltd.) (“Baisheng”) VIE’s subsidiaries: Sichuan Wowo Supermarket Chain Co., Ltd. PRC May 4, 2017 Nil Convenience store operations (“Wowo”) Shanxi Wowo Supermarket Chain Co., Ltd. PRC October 15, 2018 Nil Convenience store operations (“Shanxi Wowo”) BEST UCargo Technologies (Hangzhou) Co., Ltd PRC September 8, 2017 Nil Ucargo transportation services (“BEST Ucargo”) |
Schedule of carrying amounts of the assets, liabilities and the results of operations of the VIE and its subsidiaries | As at December 31 2018 2019 2019 RMB RMB US$ ASSETS Current assets: Cash and cash equivalents 251,531 619,459 88,980 Restricted cash 46,506 412,134 59,199 Accounts and notes receivables, net 215,070 224,793 32,289 Inventories 79,896 57,527 8,263 Prepayments and other current assets 995,505 1,437,173 206,437 Short-term investments 135,019 150,692 21,646 Amounts due from related parties 79,867 195,811 28,127 Total current assets 1,803,394 3,097,589 444,941 Non-current assets: Property and equipment, net 1,418,007 2,273,190 326,523 Intangible assets, net 111,409 104,017 14,941 Goodwill 430,763 430,763 61,875 Other non-current assets 12,741 46,022 6,611 Operating lease right-of-use assets — 2,221,337 319,075 Restricted cash 16,455 38,096 5,472 Total non-current assets 1,989,375 5,113,425 734,497 Total assets 3,792,769 8,211,014 1,179,438 LIABILITIES Current liabilities: Short-term bank loans 735,000 819,000 117,642 Accounts and notes payable 1,399,578 2,071,644 297,573 Accrued expenses and other liabilities 1,232,916 1,197,583 172,022 Customer advances and deposits and deferred revenue 989,880 1,277,944 183,565 Operating lease liabilities — 493,844 70,936 Amounts due to related parties 1,640,124 2,631,540 377,997 Income tax payable 275 — — Total current liabilities 5,997,773 8,491,555 1,219,735 Operating lease liabilities — 1,809,753 259,955 Deferred tax liabilities 26,817 25,080 3,603 Other non-current liabilities 81,826 133,037 19,110 Total non-current liabilities 108,643 1,967,870 282,668 Total liabilities 6,106,416 10,459,425 1,502,403 For the years ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Total revenue 13,251,443 18,462,434 23,047,895 3,310,623 Net (loss)/profit (221,601) 116,889 46,704 6,707 Net cash generated from operating activities 215,575 828,383 1,002,531 144,005 Net cash used in investing activities (656,571) (820,490) (1,293,953) (185,865) Net cash generated from financing activities 267,017 165,376 1,030,277 147,991 |
Schedule of the assets, liabilities and cash flows of the consolidated Plan | As at December 31, As at December 31, 2018 2019 2019 RMB RMB US$ Amounts due from related parties — 157,345 22,601 Total current assets — 157,345 22,601 Restricted cash — 40,000 5,745 Amounts due from related parties — 140,000 20,110 Total non-current assets — 180,000 25,855 Total assets — 337,345 48,456 Securitization debt — 107,820 15,487 Amounts due to related parties — 49,525 7,114 Total current liabilities — 157,345 22,601 Amounts due to related parties — 180,000 25,855 Total non-current liabilities — 180,000 25,855 Total liabilities — 337,345 48,456 As at December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Net cash used in operating activities — — (297,345) (42,711) Net cash used in investing activities — — — — Net cash generated from financing activities — — 337,345 48,457 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of estimated useful lives of assets | Category Estimated Useful Life Machinery and electronic equipment 3 Motor vehicles 3 years Leasehold improvements Lesser of useful life or lease term |
Schedule of estimated useful lives of intangible assets | Category Estimated Useful Life Customer relationships 3.89 years Software 3.42 years Domain name 10 years Brand name 20 years Others 2.23 years |
Schedule of opening and closing balances of contract liabilities arising from contracts with customers | Balance at Balance at Balance at December 31, December 31, December 31, 2018 2019 2019 RMB RMB US$ Contract liabilities 639,912 871,833 125,231 |
Summary of cumulative effect of the changes made to the Group's consolidated balance sheet as of January 1, 2019 for the adoption of ASU 2016-02 and impact of adopting ASU 2016-02 on the Group's consolidated balance sheet | Adjustments due to the Balance as of adoption of Balance as of December 31, 2018 ASU 2016-02 January 1, 2019 RMB RMB RMB Assets: Prepayments and other current assets 1,904,846 (219,438) 1,685,408 Operating lease ROU assets — 3,568,886 3,568,886 Liabilities: Operating lease liabilities (current) — (641,323) (641,323) Operating lease liabilities (non-current) — (2,955,716) (2,955,716) Accrued expenses and other liabilities (2,238,785) 247,591 (1,991,194) The impact of adopting ASU 2016-02 on the Group’s consolidated balance sheet as of December 31, 2019 are as follows: Effect of the adoption of ASU 2016-02 As reported Legacy GAAP Higher/(lower) RMB RMB RMB Assets: Prepayments and other current assets 2,582,577 2,818,815 (236,238) Operating lease ROU assets 4,378,804 — 4,378,804 Liabilities: Operating lease liabilities (current) (1,035,252) — (1,035,252) Operating lease liabilities (non-current) (3,482,634) — (3,482,634) Accrued expenses and other liabilities (2,023,263) (2,398,584) 375,321 |
Summary of cumulative effect of the changes made to the Group's consolidated balance sheet as of January 1, 2019 for the adoption of ASU 2016-02 and impact of adopting ASU 2016-02 on the Group's consolidated balance sheet | Adjustments due to the Balance as of adoption of Balance as of December 31, 2018 ASU 2016-02 January 1, 2019 RMB RMB RMB Assets: Prepayments and other current assets 1,904,846 (219,438) 1,685,408 Operating lease ROU assets — 3,568,886 3,568,886 Liabilities: Operating lease liabilities (current) — (641,323) (641,323) Operating lease liabilities (non-current) — (2,955,716) (2,955,716) Accrued expenses and other liabilities (2,238,785) 247,591 (1,991,194) The impact of adopting ASU 2016-02 on the Group’s consolidated balance sheet as of December 31, 2019 are as follows: Effect of the adoption of ASU 2016-02 As reported Legacy GAAP Higher/(lower) RMB RMB RMB Assets: Prepayments and other current assets 2,582,577 2,818,815 (236,238) Operating lease ROU assets 4,378,804 — 4,378,804 Liabilities: Operating lease liabilities (current) (1,035,252) — (1,035,252) Operating lease liabilities (non-current) (3,482,634) — (3,482,634) Accrued expenses and other liabilities (2,023,263) (2,398,584) 375,321 |
BUSINESS COMBINATIONS (Tables)
BUSINESS COMBINATIONS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
BUSINESS COMBINATIONS | |
Schedule of fair values of the assets acquired and liabilities assumed | RMB Consideration: Cash 208,377 Less: Cash 2,737 Inventories 53,003 Other current assets 162,220 Brand name 116,600 Other non-current assets 28,419 Short-term bank loans (3,500) Other current liabilities (152,882) Other non-current liabilities (57,509) Deferred tax liabilities (30,264) Non controlling interests (91,623) Goodwill 181,176 |
Schedule of pro forma revenue and net loss | Year ended December 31, 2017 Pro forma (unaudited) As reported As reported RMB RMB US$ Revenue 20,167,825 19,989,562 3,072,339 Net loss (1,228,161) (1,228,060) (188,749) |
ACCOUNTS AND NOTES RECEIVABLE_2
ACCOUNTS AND NOTES RECEIVABLE, NET (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
ACCOUNTS AND NOTES RECEIVABLE, NET | |
Schedule of accounts and notes receivable, net | As at December 31 2018 2019 2019 RMB RMB US$ Accounts receivable 1,059,129 1,287,232 184,900 Notes receivable 12,820 28,003 4,022 Allowance for doubtful accounts (25,105) (86,152) (12,375) Accounts and notes receivable, net 1,046,844 1,229,083 176,547 |
Schedule of movements in allowance for doubtful accounts | As at December 31 2017 2018 2019 2019 RMB RMB RMB US$ Balance at beginning of the year (6,708) (5,794) (25,105) (3,606) Additions (18,958) (60,183) (105,984) (15,224) Write-offs 19,872 40,872 44,937 6,455 Balance at end of the year (5,794) (25,105) (86,152) (12,375) |
PROPERTY AND EQUIPMENT, NET (Ta
PROPERTY AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
PROPERTY AND EQUIPMENT, NET | |
Schedule of property and equipment, net | As at December 31 2018 2019 2019 RMB RMB US$ Machinery and electronic equipment 1,794,624 2,571,548 369,380 Leasehold improvements 952,789 1,192,607 171,307 Motor vehicles 5,410 5,264 756 Construction in progress 493,121 725,221 104,171 3,245,944 4,494,640 645,614 Less: accumulated depreciation (1,181,287) (1,555,261) (223,399) 2,064,657 2,939,379 422,215 |
INTANGIBLE ASSETS, NET (Tables)
INTANGIBLE ASSETS, NET (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
INTANGIBLE ASSETS, NET | |
Schedule of intangible assets, net | As at December 31 2018 2019 2019 RMB RMB US$ Customer relationships 10,449 10,449 1,501 Brand name 116,600 116,600 16,748 Software 56,346 61,027 8,765 Domain name 1,329 1,329 191 Others 6,130 6,130 881 190,854 195,535 28,086 Less: accumulated amortization (47,044) (73,948) (10,621) 143,810 121,587 17,465 |
Schedule of estimated amortization expense relating to existing intangible assets | RMB USD 2020 17,210 2,472 2021 9,868 1,417 2022 6,952 999 2023 6,326 909 2024 6,245 897 46,601 6,694 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
LEASES | |
Schedule of lease rental receivables | As at December 31 2018 2019 2019 RMB RMB US$ Current assets: Direct financing leases 613,439 570,182 81,902 Sales-type leases — 80,730 11,596 613,439 650,912 93,498 Non-current assets: Direct financing leases 1,431,441 859,936 123,522 Sales-type leases — 217,840 31,291 1,431,441 1,077,776 154,813 Total 2,044,880 1,728,688 248,311 |
Schedule of net investment in direct financing and sales-type leases | As at December 31 2018 2019 2019 RMB RMB US$ Total minimum lease payments receivable 2,340,674 1,963,359 282,019 Less: Executory costs — — — Minimum lease payments receivable 2,340,674 1,963,359 282,019 Less: Allowance for un-collectables — (11,014) (1,582) Net minimum lease payments receivable 2,340,674 1,952,345 280,437 Unguaranteed residuals — — — Less: Unearned income (295,794) (223,657) (32,126) Net investment in financing leases 2,044,880 1,728,688 248,311 Current portion 613,439 650,912 93,498 Non-current portion 1,431,441 1,077,776 154,813 |
Schedule of future minimum lease payments to be received | As at December 31 As at December 31 2018 2019 RMB RMB US$ For the year ending December 31, 2020 748,377 762,491 109,525 For the year ending December 31, 2021 735,913 605,661 86,998 For the year ending December 31, 2022 475,313 318,962 45,816 For the year ending December 31, 2023 214,554 158,503 22,768 For the year ending December 31, 2024 107,120 71,383 10,254 Thereafter 59,397 35,345 5,076 Total minimum lease payments 2,340,674 1,952,345 280,437 Unearned income (295,794) (223,657) (32,126) Net investment in direct financing and sales-type leases 2,044,880 1,728,688 248,311 |
Schedule of components of lease cost | For the year ended December 31, 2019 RMB US$ Operating lease cost 1,272,499 182,784 Short-term lease cost 126,840 18,219 Financing lease cost: Amortization of ROU assets 3,390 487 Interest 304 44 Total lease cost 1,403,033 201,534 |
Schedule of other information about leases for lessee | For the year ended December 31, 2019 Other information RMB US$ Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases 1,288,410 185,069 Operating cash flows from financing leases 304 44 Financing cash flows from financing leases 1,215 175 ROU assets obtained in exchange for new operating lease liabilities 1,583,430 227,445 ROU obtained in exchange for new finance lease liabilities 1,054 151 Weighted-average remaining lease term (in years): Operating leases 5.38 Financing leases 2.75 Weighted-average discount rate: Operating leases 7.78 % Financing leases 7.38 % |
Schedule of future minimum lease payments for operating and financing leases | Operating Leases Financing leases RMB US$ RMB US$ For the year ended December 31,2020 1,343,383 192,965 1,643 236 For the year ended December 31,2021 1,112,846 159,850 1,399 201 For the year ended December 31,2022 921,212 132,324 619 89 For the year ended December 31,2023 779,506 111,969 506 73 For the year ended December 31,2024 566,235 81,335 38 5 Thereafter 948,275 136,211 — — Total minimum lease payments 5,671,457 814,654 4,205 604 Less: imputed interest 1,153,571 165,700 770 110 Total lease liability balance 4,517,886 648,954 3,435 494 Minimum payments related to leases not yet commenced as of December 31, 2019 310,004 44,529 — — |
GOODWILL (Tables)
GOODWILL (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
GOODWILL | |
Schedule of goodwill | Reporting units/operating segment Express Freight delivery delivery Store + Others Total Balance as of January 1, 2018 241,623 5,580 181,176 20,205 448,584 Goodwill acquired — — 20,492 — 20,492 Balance as of December 31, 2018 241,623 5,580 201,668 20,205 469,076 Goodwill acquired — — — 21,910 21,910 Balance as of December 31, 2019 241,623 5,580 201,668 42,115 490,986 Balance as of December 31, 2019 (US$) 34,707 802 28,968 6,049 70,526 |
SHORT-TERM BANK LOANS (Tables)
SHORT-TERM BANK LOANS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
SHORT-TERM BANK LOANS | |
Schedule of short-term bank loans | As at December 31 2018 2019 2019 RMB RMB US$ Short-term bank loans guaranteed by subsidiaries within the Group 740,000 960,000 137,895 Short-term bank loans pledged by deposits 1,042,900 1,159,000 166,481 Secured bank borrowings — 391,500 56,235 1,782,900 2,510,500 360,611 |
ACCRUED EXPENSES AND OTHER LI_2
ACCRUED EXPENSES AND OTHER LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
ACCRUED EXPENSES AND OTHER LIABILITIES. | |
Schedule of accrued expenses and other liabilities | As at December 31 2018 2019 2019 RMB RMB US$ Salary and welfare payable 1,164,401 1,228,253 176,427 Accrual for purchases of property and equipment 252,265 128,457 18,452 Accrued expenses 277,479 81,576 11,718 Borrowings for electronic machinery and equipment — 40,036 5,751 Payable for business acquisitions 12,335 11,095 1,594 Others 532,305 533,846 76,680 2,238,785 2,023,263 290,622 |
TAXATION (Tables)
TAXATION (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
TAXATION | |
Schedule of company's loss before income tax and share of net (loss) income of equity investees | For the year ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ PRC (1,229,979) (523,221) (287,511) (41,298) Non-PRC 12,591 27,173 87,088 12,509 (1,217,388) (496,048) (200,423) (28,789) |
Schedule of current and deferred components of income tax expense | For the year ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Current income tax (11,536) (18,219) (17,840) (2,562) Deferred income tax 1,680 6,332 (450) (65) (9,856) (11,887) (18,290) (2,627) |
Reconciliation of the differences between PRC statutory tax rate and the Group's effective tax rate | For the year ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Loss before income taxes and share of net loss of equity investees (1,217,388) (496,048) (200,423) (28,789) Income tax computed at the statutory tax rate of 25% 304,346 124,012 50,106 7,197 Non-deductible expenses (113,139) (76,056) (74,083) (10,641) Effect of different tax rates in different jurisdictions and preferential tax rate (4,220) (4,826) (9,949) (1,429) Research and development expenses deduction 9,441 12,248 19,552 2,808 Non-taxable income 13,985 17,097 17,489 2,512 Over-accrued EIT for previous years (154) (8,770) (1,245) (179) Deferred tax expense (19,362) (4,140) 2,876 413 Tax rate change — 16,771 (4,578) (658) Expired tax loss (31,373) (13,482) (2,201) (316) Change in valuation allowance (169,380) (74,741) (16,257) (2,334) (9,856) (11,887) (18,290) (2,627) |
Schedule of components of deferred tax | As at December 31 2018 2019 2019 RMB RMB US$ Deferred tax assets, non-current Accrued expenses 357,259 363,107 52,157 Customer advances and deposits 47,233 34,571 4,966 Allowance for doubtful accounts and inventory provision 7,476 28,278 4,062 Depreciation and amortization expense 40,305 101,565 14,589 Net operating losses carrying forward 719,878 692,352 99,450 Total deferred tax assets 1,172,151 1,219,873 175,224 Valuation allowance* (1,155,994) (1,172,251) (168,384) Total deferred tax assets net of valuation allowance 16,157 47,622 6,840 * The Group recorded a full valuation allowance against deferred tax assets of those subsidiaries and VIEs that are in a three-year cumulative financial loss position and are not forecasting profits in the near future as of December 31, 2018 and 2019. In making such determination, the Group also 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 2018 2019 2019 RMB RMB US$ Deferred tax liabilities Fair value changes on private equity investments 16,157 19,696 2,829 Accrued revenue recognition difference — 27,926 4,011 Long-lived assets arising from acquisition 25,356 25,806 3,707 Total deferred tax liabilities 41,513 73,428 10,547 |
Schedule of roll-forward of unrecognized tax benefits | As at December 31 2018 2019 2019 RMB RMB US$ Beginning balance 106,376 132,808 19,077 Additions 27,786 64,410 9,251 Decreases (1,354) (5,745) (825) Ending balance 132,808 191,473 27,503 |
LOSS PER SHARE (Tables)
LOSS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
LOSS PER SHARE | |
Schedule of basic and diluted loss per share | 2017 2017 2017 2018 2018 2018 2019 2019 2019 2019 2019 2019 Class A Class B Class C Class A Class B Class C Class A Class A Class B Class B Class C Class C RMB RMB RMB RMB RMB RMB RMB US$ RMB US$ RMB US$ Basic loss per share: Numerator: Net loss attributable to ordinary shareholders—basic (612,133) (219,898) (395,862) (320,514) (124,319) (63,155) (128,498) (18,458) (49,017) (7,040) (24,901) (3,577) Denominator: Weighted average number of ordinary shares outstanding—basic 73,900,022 26,547,262 47,790,698 242,542,728 94,075,249 47,790,698 246,614,615 246,614,615 94,075,249 94,075,249 47,790,698 47,790,698 Basic loss per share (8.28) (8.28) (8.28) (1.32) (1.32) (1.32) (0.52) (0.07) (0.52) (0.07) (0.52) (0.07) 18. LOSS PER SHARE (CONTINUED) 2017 2017 2017 2018 2018 2018 2019 2019 2019 2019 2019 2019 Class A Class B Class C Class A Class B Class C Class A Class A Class B Class B Class C Class C RMB RMB RMB RMB RMB RMB RMB US$ RMB US$ RMB US$ Diluted loss per share: Numerator: Net loss attributable to ordinary shareholders—basic (612,133) (219,898) (395,862) (320,514) (124,319) (63,155) (128,498) (18,458) (49,017) (7,040) (24,901) (3,577) 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 20) (615,760) — — (187,474) — — (73,918) (10,617) — — — — Net loss attributable to ordinary shareholders—diluted (1,227,893) (219,898) (395,862) (507,988) (124,319) (63,155) (202,416) (29,075) (49,017) (7,040) (24,901) (3,577) Denominator: Weighted average number of ordinary shares outstanding—basic 73,900,022 26,547,262 47,790,698 242,542,728 94,075,249 47,790,698 246,614,615 246,614,615 94,075,249 94,075,249 47,790,698 47,790,698 Conversion of Class C and Class B to Class A ordinary shares (Note 20) 74,337,960 — — 141,865,947 — — 141,865,947 141,865,947 — — — — Weighted average number of ordinary shares outstanding - diluted 148,237,982 26,547,262 47,790,698 384,408,675 94,075,249 47,790,698 388,480,562 388,480,562 94,075,249 94,075,249 47,790,698 47,790,698 Diluted loss per share (8.28) (8.28) (8.28) (1.32) (1.32) (1.32) (0.52) (0.07) (0.52) (0.07) (0.52) (0.07) |
SHARE-BASED PAYMENTS (Tables)
SHARE-BASED PAYMENTS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
SHARE-BASED PAYMENTS | |
Schedule of assumptions used to estimate the fair value of the share options granted to employees and non-employees | For the year ended December 31, 2017 2018 2019 Risk-free interest rate 2.32% ~ 2.41% 2.74% ~ 2.78% — Expected volatility range 40.5% ~ 44.1% 44.3% ~ 46.9% — Suboptimal exercise factor 2.20 2.20 — Fair market value per ordinary share US$5.08 ~ $11.24 US$8.30 ~ $9.55 — |
Summary of total share-based compensation expense recognized | For the year ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Cost of revenue 6,799 2,003 1,771 254 Selling expenses 14,244 6,007 8,788 1,262 General and administrative expenses 251,312 91,982 80,736 11,597 Research and development expenses 26,608 9,115 7,209 1,036 Total share-based compensation expenses 298,963 109,107 98,504 14,149 |
2008 Plan | |
SHARE-BASED PAYMENTS | |
Summary of the employee share option activity | Weighted- Weighted- average Weighted- average remaining Aggregate Number of average grant-date contractual intrinsic options exercise price fair value term Value US$ US$ Years US$ Outstanding, December 31, 2018 4,294,256 0.75 6.65 12.95 14,430 Granted — — — Exercised (1,177,249) 0.75 5.86 Forfeited/Expired (325,549) 0.75 8.05 Outstanding, December 31, 2019 2,791,458 0.75 6.83 12.01 13,428 Vested and expected to vest at December 31, 2019 2,791,458 0.75 6.83 12.01 13,428 Exercisable at December 31, 2019 1,926,205 0.75 6.14 11.79 9,266 |
Summary of the non-employee share option activity | Weighted ‑ Weighted ‑ average Weighted ‑ average remaining Aggregate Number of average grant ‑ date contractual intrinsic options exercise price fair value term Value US$ US$ Years US$ Outstanding, December 31, 2018 1,574,623 0.70 2.47 9.67 4,657 Granted — — — Exercised (102,946) 0.30 2.20 Forfeited — — — Outstanding, December 31, 2019 1,471,677 0.70 2.47 8.67 7,645 Vested and expected to vest at December 31, 2019 1,471,677 0.70 2.47 8.67 7,645 Exercisable at December 31, 2019 1,471,677 0.70 2.42 8.60 7,149 |
2017 Plan | |
SHARE-BASED PAYMENTS | |
Schedule of the Restricted Shares activity | Weighted- average Number of grant-date fair shares value US$ Outstanding, December 31, 2018 3,171,099 10.44 Granted 4,354,211 5.65 Vested and issued (767,196) 10.45 Forfeited (422,900) 8.43 Outstanding, December 31, 2019 6,335,214 7.28 Vested and expected to vest at December 31, 2019 6,335,214 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
RELATED PARTY TRANSACTIONS | |
Schedule of related parties, their related transactions and balances | a) Related Parties Name of Related Parties Relationship with the Group Zhejiang Cainiao Supply Chain Management Co. Ltd (“Cainiao”) Entity controlled by a principal shareholder of the Group Alibaba Cloud Computing Co. Ltd (“Ali Cloud”) Entity controlled by a principal shareholder of the Group Lazada Express Limited (“Lazada”) Entity controlled by a principal shareholder of the Group b) The Group had the following related party transactions: For the years ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Rendering of express delivery and supply chain management services: Cainiao 489,999 652,352 814,855 117,046 Lazada — — 10,697 1,537 489,999 652,352 825,552 118,583 For the years ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Rental of warehouse as a lessee: Cainiao 8,731 9,076 9,916 1,424 21. RELATED PARTY TRANSACTIONS (CONTINUED) b) The Group had the following related party transactions: (continued) For the years ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Operating costs paid on behalf of the Company: Cainiao 19,892 16,433 9,874 1,418 For the years ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Commission fee paid to related party: Cainiao — 3,489 160 23 For the years ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Operating costs paid to related party: Ali Cloud — 4,756 9,669 1,389 c) The Group had the following related party balances at the end of the year: As at December 31 2018 2019 2019 RMB RMB US$ Amounts due from related parties: Cainiao 197,488 241,021 34,621 Ali Cloud — 388 56 Lazada — 5,349 768 197,488 246,758 35,445 As at December 31 2018 2019 2019 RMB RMB US$ Amounts due to related parties: Cainiao 12,429 6,140 882 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
SEGMENT REPORTING | |
Summary of Group's operating segment results | For the year ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Revenue: Express delivery 12,850,067 17,740,176 21,839,107 3,136,991 Freight delivery 3,178,850 4,115,606 5,233,542 751,751 Supply chain management 1,854,356 2,326,487 2,381,848 342,131 Store + 2,226,034 2,845,141 2,817,202 404,666 Others 649,784 2,759,499 4,398,603 631,820 Inter-segment* (769,529) (1,825,930) (1,494,413) (214,659) Total revenue 19,989,562 27,960,979 35,175,889 5,052,700 Cost of revenue: Express delivery 12,508,090 16,953,251 21,150,925 3,038,140 Freight delivery 3,363,457 3,963,172 4,997,270 717,813 Supply chain management 1,746,999 2,224,749 2,270,514 326,139 Store + 2,072,912 2,590,022 2,495,503 358,457 Others 573,581 2,609,846 3,611,969 518,827 Inter-segment* (761,028) (1,821,198) (1,309,318) (188,072) Total cost of revenue 19,504,011 26,519,842 33,216,863 4,771,304 Gross (loss)/profit: Express delivery 341,977 786,925 688,182 98,851 Freight delivery (184,607) 152,434 236,272 33,938 Supply chain management 107,357 101,738 111,334 15,992 Store + 153,122 255,119 321,699 46,209 Others 76,203 149,653 786,634 112,993 Inter-segment* (8,501) (4,732) (185,095) (26,587) Total gross profit 485,551 1,441,137 1,959,026 281,396 (*) + |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
FAIR VALUE MEASUREMENTS | |
Schedule of fair value measurement hierarchy of the financial instruments | Fair value measurements as at December 31, 2018 using Quoted prices in Significant Significant active observable unobservable markets inputs inputs (Level 1) (Level 2) (Level 3) Total RMB RMB RMB RMB Non-recurring fair value measurement for: Long-term investments — — 94,628 94,628 Fair value measurements as at December 31, 2019 using Quoted prices in Significant Significant active observable unobservable markets inputs inputs (Level 1) (Level 2) (Level 3) Total RMB RMB RMB RMB Non-recurring fair value measurement for: Long-term investments — — 119,927 119,927 |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE INCOME (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
ACCUMULATED OTHER COMPREHENSIVE INCOME. | |
Schedule of accumulated other comprehensive income | RMB Balance as of January 1 , 2017 146,100 Foreign currency translation adjustments, net of tax of nil (133,767) Balance as of December 31, 2017 12,333 Foreign currency translation adjustments, net of tax of nil 111,590 Balance as of December 31, 2018 123,923 Foreign currency translation adjustments, net of tax of nil 39,273 Balance as of December 31, 2019 163,196 Balance as of December 31, 2019 (US$) 23,442 |
CONDENSED FINANCIAL INFORMATI_2
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY | |
Schedule of Condensed Balance Sheets | As at December 31 Notes 2018 2019 2019 RMB RMB US$ Current assets: Cash 5,350 9,933 1,427 Prepayments and other current assets 5,405 5,511 792 Total current assets 10,755 15,444 2,219 Non-current assets: Other non — 3,811 5,909 849 Investments in subsidiaries and VIEs 4,322,463 5,343,503 767,546 Total non — current assets: 4,326,274 5,349,412 768,395 Total assets 4,337,029 5,364,856 770,614 Current liabilities: Accrued liabilities and other payables 14,401 8,805 1,265 Non-current liabilities: Long-term payable due to subsidiaries 184,513 74,931 10,763 Convertible senior notes — 1,360,208 195,382 Total liabilities 198,914 1,443,944 207,410 Shareholders’ equity Class A ordinary shares (par value of US $0.01 per share as of December 31, 2018 and 2019; 1,858,134,053 shares authorized as of December 31, 2018 and 2019; 250,648,452 and 250,648,452 shares issued and outstanding as of December 31, 2018 and 2019, respectively) 20 16,532 16,532 2,375 Class B ordinary shares (par value of US$0.01 per share as of December 31, 2018 and 2019; 94,075,249 shares authorized, issued and outstanding as of December 31, 2018 and 2019, respectively) 20 6,178 6,178 887 Class C ordinary shares (par value of US$0.01 per share as of December 31, 2018 and 2019; 47,790,698 shares authorized, issued and outstanding as of December 31, 2018 and 2019, respectively) 20 3,278 3,278 471 Additional paid in capital 19,407,460 19,353,400 2,779,942 Accumulated deficit (15,419,256) (15,621,672) (2,243,913) Accumulated other comprehensive income 123,923 163,196 23,442 BEST Inc. shareholders’ equity 4,138,115 3,920,912 563,204 Total liabilities and shareholders’ equity 4,337,029 5,364,856 770,614 |
Schedule of Condensed Statements of Comprehensive Loss | For the year ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Operating expenses General and administrative expenses (30) (6,610) (2,698) (388) Operating loss (30) (6,610) (2,698) (388) Share of losses of subsidiaries and VIEs (1,227,847) (501,396) (188,962) (27,142) Interest expense (30) — (10,756) (1,545) Interest income 14 18 — — Net loss attributable to ordinary shareholders (1,227,893) (507,988) (202,416) (29,075) Other comprehensive (loss)/income, net of tax of nil Foreign currency translation adjustments (133,767) 111,590 39,273 5,641 Comprehensive loss (1,361,660) (396,398) (163,143) (23,434) |
Schedule of Condensed Statements of Cash Flows | For the year ended December 31, 2017 2018 2019 2019 RMB RMB RMB US$ Net cash generate from operating activities 56,730 3,132 4,218 606 Net cash used in investing activities (3,069,955) (41,166) (1,224,149) (175,838) Net cash generated from financing activities 3,031,915 4,249 1,224,514 175,891 Net increase/(decrease) in cash and cash equivalents 18,690 (33,785) 4,583 659 Cash and cash equivalents at beginning of the year 20,445 39,135 5,350 768 Cash and cash equivalents at end of the year 39,135 5,350 9,933 1,427 |
ORGANIZATION AND BASIS OF PRE_3
ORGANIZATION AND BASIS OF PRESENTATION (Details) | 12 Months Ended |
Dec. 31, 2019 | |
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 Capital | |
ORGANIZATION AND BASIS OF PRESENTATION | |
Percentage of equity interest in subsidiary attributable to the Company | 100.00% |
BEST Capital BVI | |
ORGANIZATION AND BASIS OF PRESENTATION | |
Percentage of equity interest in subsidiary attributable to the Company | 100.00% |
BEST Capital 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% |
BEST Information Technology | |
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% |
Shanxi Wowo | |
ORGANIZATION AND BASIS OF PRESENTATION | |
Percentage of equity interest in VIE attributable to the Company | 0.00% |
BEST Ucargo | |
ORGANIZATION AND BASIS OF PRESENTATION | |
Percentage of equity interest in VIE attributable to the Company | 0.00% |
ORGANIZATION AND BASIS OF PRE_4
ORGANIZATION AND BASIS OF PRESENTATION - Contractual Agreements (Details) - BEST Network - CNY (¥) ¥ in Thousands | 1 Months Ended | 12 Months Ended |
Jun. 30, 2017 | Dec. 31, 2019 | |
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 | |
Equity Pledge Agreement | ||
Contractual Agreements | ||
Agreement term | 20 years |
ORGANIZATION AND BASIS OF PRE_5
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, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2019USD ($) | Jan. 01, 2019CNY (¥) | |
Current assets: | ||||||
Cash and cash equivalents | ¥ 1,994,683 | ¥ 1,630,444 | ¥ 1,240,431 | $ 286,518 | ||
Restricted cash | 1,786,832 | 1,278,326 | 256,662 | |||
Accounts and notes receivables, net | 1,229,083 | 1,046,844 | 176,547 | |||
Inventories | 140,006 | 151,031 | 20,111 | |||
Prepayments and other current assets | 2,582,577 | 1,904,846 | 370,964 | ¥ 1,685,408 | ||
Short-term investments | 1,057,598 | 1,007,329 | 151,914 | |||
Amounts due from related parties | 246,758 | 197,488 | 35,445 | |||
Total current assets | 9,688,449 | 7,829,747 | 1,391,659 | |||
Non-current assets: | ||||||
Property and equipment, net | 2,939,379 | 2,064,657 | 422,215 | |||
Intangible assets, net | 121,587 | 143,810 | 17,465 | |||
Goodwill | 490,986 | 469,076 | 448,584 | 70,526 | ||
Other non-current assets | 262,129 | 45,531 | 37,652 | |||
Operating lease right-of-use assets | 4,378,804 | 628,976 | 3,568,886 | |||
Restricted cash | 175,700 | 90,638 | 25,238 | |||
Total non-current assets: | 9,804,407 | 4,536,535 | 1,408,315 | |||
Total assets | 19,492,856 | 12,366,282 | 2,799,974 | |||
Current liabilities: | ||||||
Short-term bank loans | 2,510,500 | 1,782,900 | 360,611 | |||
Accounts and notes payable | 3,391,383 | 2,851,557 | 487,141 | |||
Accrued expenses and other liabilities | 2,023,263 | 2,238,785 | 290,622 | 1,991,194 | ||
Customer advances and deposits and deferred revenue | 1,489,510 | 1,219,230 | 213,955 | |||
Operating lease liabilities | 1,035,252 | 148,705 | 641,323 | |||
Amounts due to related parties | 6,140 | 12,429 | 882 | |||
Income tax payable | 7,358 | 5,767 | 1,057 | |||
Total current liabilities | 10,569,668 | 8,113,519 | 1,518,237 | |||
Operating lease liabilities | 3,482,634 | 500,249 | ¥ 2,955,716 | |||
Deferred tax liabilities | 25,806 | 25,356 | 3,707 | |||
Other non-current liabilities | 137,184 | 86,504 | 19,705 | |||
Total non-current liabilities | 5,007,904 | 112,605 | 719,341 | |||
Total liabilities | 15,577,572 | 8,226,124 | 2,237,578 | |||
Total revenue | 35,175,889 | $ 5,052,700 | 27,960,979 | 19,989,562 | ||
Net (loss)/profit | (202,416) | (29,075) | (507,988) | (1,227,893) | ||
Net cash generated from operating activities | 852,833 | 122,502 | 637,204 | 25,602 | ||
Net cash used in investing activities | (1,912,482) | (274,711) | (1,230,953) | (4,105,923) | ||
Net cash generated from financing activities | 2,011,812 | $ 288,978 | 557,149 | ¥ 3,730,859 | ||
Consolidated VIEs | ||||||
Current assets: | ||||||
Cash and cash equivalents | 619,459 | 251,531 | 88,980 | |||
Restricted cash | 412,134 | 46,506 | 59,199 | |||
Accounts and notes receivables, net | 224,793 | 215,070 | 32,289 | |||
Inventories | 57,527 | 79,896 | 8,263 | |||
Prepayments and other current assets | 1,437,173 | 995,505 | 206,437 | |||
Short-term investments | 150,692 | 135,019 | 21,646 | |||
Amounts due from related parties | 195,811 | 79,867 | 28,127 | |||
Total current assets | 3,097,589 | 1,803,394 | 444,941 | |||
Non-current assets: | ||||||
Property and equipment, net | 2,273,190 | 1,418,007 | 326,523 | |||
Intangible assets, net | 104,017 | 111,409 | 14,941 | |||
Goodwill | 430,763 | 430,763 | 61,875 | |||
Other non-current assets | 46,022 | 12,741 | 6,611 | |||
Operating lease right-of-use assets | 2,221,337 | 319,075 | ||||
Restricted cash | 38,096 | 16,455 | 5,472 | |||
Total non-current assets: | 5,113,425 | 1,989,375 | 734,497 | |||
Total assets | 8,211,014 | 3,792,769 | 1,179,438 | |||
Current liabilities: | ||||||
Short-term bank loans | 819,000 | 735,000 | 117,642 | |||
Accounts and notes payable | 2,071,644 | 1,399,578 | 297,573 | |||
Accrued expenses and other liabilities | 1,197,583 | 1,232,916 | 172,022 | |||
Customer advances and deposits and deferred revenue | 1,277,944 | 989,880 | 183,565 | |||
Operating lease liabilities | 493,844 | 70,936 | ||||
Amounts due to related parties | 2,631,540 | 1,640,124 | 377,997 | |||
Income tax payable | 275 | |||||
Total current liabilities | 8,491,555 | 5,997,773 | 1,219,735 | |||
Operating lease liabilities | 1,809,753 | 259,955 | ||||
Deferred tax liabilities | 25,080 | 26,817 | 3,603 | |||
Other non-current liabilities | 133,037 | 81,826 | 19,110 | |||
Total non-current liabilities | 1,967,870 | 108,643 | 282,668 | |||
Total liabilities | ¥ 10,459,425 | ¥ 6,106,416 | $ 1,502,403 | |||
Percentage of revenue contribution by VIE | 66.00% | 66.00% | 66.00% | 66.00% | ||
Pledge or collateralization of the VIE's assets that can only be used to settle obligations of the VIE | ¥ 0 | |||||
Total revenue | 23,047,895 | $ 3,310,623 | ¥ 18,462,434 | ¥ 13,251,443 | ||
Net (loss)/profit | 46,704 | 6,707 | 116,889 | (221,601) | ||
Net cash generated from operating activities | 1,002,531 | 144,005 | 828,383 | 215,575 | ||
Net cash used in investing activities | (1,293,953) | (185,865) | (820,490) | (656,571) | ||
Net cash generated from financing activities | ¥ 1,030,277 | $ 147,991 | ¥ 165,376 | ¥ 267,017 |
ORGANIZATION AND BASIS OF PRE_6
ORGANIZATION AND BASIS OF PRESENTATION - Assets, liabilities and cash flows of the Consolidated Plan (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2019USD ($) | |
Assets, liabilities and cash flows of the Consolidated Plan | |||||
Amounts due from related parties | ¥ 246,758 | ¥ 197,488 | $ 35,445 | ||
Total current assets | 9,688,449 | 7,829,747 | 1,391,659 | ||
Restricted cash | 175,700 | 90,638 | 25,238 | ||
Total non-current assets: | 9,804,407 | 4,536,535 | 1,408,315 | ||
Total assets | 19,492,856 | 12,366,282 | 2,799,974 | ||
Securitization debt | 104,899 | 15,068 | |||
Amounts due to related parties | 6,140 | 12,429 | 882 | ||
Total current liabilities | 10,569,668 | 8,113,519 | 1,518,237 | ||
Total non-current liabilities | 5,007,904 | 112,605 | 719,341 | ||
Total liabilities | 15,577,572 | 8,226,124 | 2,237,578 | ||
Net cash used in operating activities | 852,833 | $ 122,502 | 637,204 | ¥ 25,602 | |
Net cash used in investing activities | (1,912,482) | (274,711) | (1,230,953) | (4,105,923) | |
Net cash generated from financing activities | 2,011,812 | 288,978 | ¥ 557,149 | ¥ 3,730,859 | |
Consolidated Plan | |||||
Assets, liabilities and cash flows of the Consolidated Plan | |||||
Amounts due from related parties | 157,345 | 22,601 | |||
Total current assets | 157,345 | 22,601 | |||
Restricted cash | 40,000 | 5,745 | |||
Amounts due from related parties | 140,000 | 20,110 | |||
Total non-current assets: | 180,000 | 25,855 | |||
Total assets | 337,345 | 48,456 | |||
Securitization debt | 107,820 | 15,487 | |||
Amounts due to related parties | 49,525 | 7,114 | |||
Total current liabilities | 157,345 | 22,601 | |||
Amounts due to related parties | 180,000 | 25,855 | |||
Total non-current liabilities | 180,000 | 25,855 | |||
Total liabilities | 337,345 | $ 48,456 | |||
Net cash used in operating activities | (297,345) | (42,711) | |||
Net cash generated from financing activities | ¥ 337,345 | $ 48,457 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Convenience translation (Details) | Dec. 31, 2019$ / ¥ |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Convenience translation rate (USD to RMB) | 6.9618 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Restricted cash (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) |
Restricted cash | |||
Restricted cash | ¥ 1,786,832 | $ 256,662 | ¥ 1,278,326 |
Pledged security | |||
Restricted cash | |||
Restricted cash | ¥ 135,663 | $ 19,487 | ¥ 34,979 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property and equipment, net (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Machinery and electronic equipment | Minimum | |
Property and equipment, net | |
Estimated useful life | 3 years |
Machinery and electronic equipment | Maximum | |
Property and equipment, net | |
Estimated useful life | 10 years |
Motor vehicles | |
Property and equipment, net | |
Estimated useful life | 3 years |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Change in estimate useful life of certain machinery and electronic equipment (Details) ¥ / shares in Units, $ / shares in Units, ¥ in Thousands, $ in Thousands | 6 Months Ended | 12 Months Ended | ||||
Dec. 31, 2019 | Jun. 30, 2019 | Dec. 31, 2019CNY (¥)¥ / shares | Dec. 31, 2019USD ($)$ / shares | Dec. 31, 2018CNY (¥)¥ / shares | Dec. 31, 2017CNY (¥)¥ / shares | |
Change in Accounting Estimate [Line Items] | ||||||
Depreciation expense | ¥ 465,874 | $ 66,919 | ¥ 437,139 | ¥ 347,567 | ||
Net loss | ¥ (219,068) | $ (31,467) | ¥ (508,391) | ¥ (1,228,060) | ||
Basic loss per share (in dollars per share) | (per share) | ¥ (0.52) | $ (0.07) | ¥ (1.32) | ¥ (8.28) | ||
Diluted loss per share (in dollars per share) | (per share) | ¥ (0.52) | $ (0.07) | ¥ (1.32) | ¥ (8.28) | ||
Machinery and electronic equipment | Estimate useful life | ||||||
Change in Accounting Estimate [Line Items] | ||||||
Estimated useful life | 10 years | 5 years | ||||
Depreciation expense | ¥ (94,984) | $ (13,644) | ||||
Net loss | ¥ (94,984) | $ (13,644) | ||||
Basic loss per share (in dollars per share) | (per share) | ¥ (0.24) | $ (0.03) | ||||
Diluted loss per share (in dollars per share) | (per share) | ¥ (0.24) | $ (0.03) |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Goodwill (Details) | 12 Months Ended |
Dec. 31, 2019segment | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Number of operating segments | 5 |
Number of reporting units tested for goodwill | 4 |
SUMMARY OF SIGNIFICANT ACCOUN_9
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Intangible assets (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Customer relationships | |
Intangible assets | |
Estimated useful life | 3 years 10 months 20 days |
Software | |
Intangible assets | |
Estimated useful life | 3 years 5 months 1 day |
Domain name | |
Intangible assets | |
Estimated useful life | 10 years |
Brand name | |
Intangible assets | |
Estimated useful life | 20 years |
Others | |
Intangible assets | |
Estimated useful life | 2 years 2 months 23 days |
SUMMARY OF SIGNIFICANT ACCOU_10
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue recognition (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2017CNY (¥) | |
Revenue recognition | |||||
Cumulative effect of accounting change | ¥ (25,054) | ||||
Accumulated deficit | ¥ (15,621,672) | (15,419,256) | $ (2,243,913) | ||
Balances of contract liabilities and contract assets | |||||
Contract liabilities | 871,833 | 639,912 | $ 125,231 | ||
Revenue recognized included in contract liability balance at the beginning of the period | ¥ 588,181 | $ 84,487 | |||
Accumulated deficit | |||||
Revenue recognition | |||||
Cumulative effect of accounting change | ¥ (25,054) | ||||
Minimum | |||||
Revenue recognition | |||||
Customer credit terms | 5 days | 5 days | |||
Maximum | |||||
Revenue recognition | |||||
Customer credit terms | 120 days | 120 days | |||
Effect of change | |||||
Revenue recognition | |||||
Accumulated deficit | ¥ 25,054 |
SUMMARY OF SIGNIFICANT ACCOU_11
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Selling expenses (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
Selling expenses | ||||
Advertising expenses | ¥ 35,958 | $ 5,165 | ¥ 24,131 | ¥ 15,401 |
Shipping and handling costs | 190,857 | 27,415 | 224,815 | 203,916 |
Retail store occupancy costs | ¥ 132,830 | $ 19,080 | ¥ 106,590 | ¥ 70,450 |
SUMMARY OF SIGNIFICANT ACCOU_12
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Leases (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2019USD ($) | Jan. 01, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | |
Leases | |||||
Total cash originations from sales-type and direct financing leases | ¥ 365,525 | $ 52,504 | |||
Total Cash Receipts From Sales-Type And Direct Financing Leases | 620,896 | $ 89,186 | |||
Assets: | |||||
Prepayments and other current assets | 2,582,577 | $ 370,964 | ¥ 1,685,408 | ¥ 1,904,846 | |
Operating lease ROU assets | 4,378,804 | 628,976 | 3,568,886 | ||
Liabilities: | |||||
Operating lease liabilities (current) | (1,035,252) | (148,705) | (641,323) | ||
Operating lease liabilities (non-current) | (3,482,634) | (500,249) | (2,955,716) | ||
Accrued expenses and other liabilities | (2,023,263) | $ (290,622) | (1,991,194) | (2,238,785) | |
Previously reported/Legacy GAAP | |||||
Assets: | |||||
Prepayments and other current assets | 2,818,815 | 1,904,846 | |||
Liabilities: | |||||
Accrued expenses and other liabilities | (2,398,584) | ¥ (2,238,785) | |||
Adjustments | |||||
Assets: | |||||
Prepayments and other current assets | (236,238) | (219,438) | |||
Operating lease ROU assets | 4,378,804 | 3,568,886 | |||
Liabilities: | |||||
Operating lease liabilities (current) | (1,035,252) | (641,323) | |||
Operating lease liabilities (non-current) | (3,482,634) | (2,955,716) | |||
Accrued expenses and other liabilities | ¥ 375,321 | ¥ 247,591 |
CONCENTRATION OF RISKS (Details
CONCENTRATION OF RISKS (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2016CNY (¥) | |
CONCENTRATION OF RISKS | ||||||
Cash and cash equivalents and restricted cash | ¥ 3,957,215 | ¥ 2,999,408 | ¥ 2,982,829 | $ 568,418 | $ 430,838 | ¥ 3,380,532 |
Lease rental and other financing receivables | 2,044,880 | |||||
Default risk | ||||||
CONCENTRATION OF RISKS | ||||||
Cash and cash equivalents and restricted cash | 3,785,060 | 2,817,959 | 543,690 | |||
Lease rental and other financing receivables | ¥ 2,136,847 | ¥ 2,044,880 | $ 306,939 | |||
Exchange rate risk | ||||||
CONCENTRATION OF RISKS | ||||||
Appreciation (depreciation) | 5.80% | |||||
Depreciation of RMB against US dollar (in percent) | 1.60% | 5.00% |
BUSINESS COMBINATIONS - Acquisi
BUSINESS COMBINATIONS - Acquisition of Wowo (Details) ¥ in Thousands, $ in Thousands | Dec. 02, 2019CNY (¥) | Dec. 02, 2019USD ($) | Mar. 14, 2018CNY (¥) | Aug. 14, 2017CNY (¥) | May 04, 2017CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2017USD ($) | Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) |
Fair values of the assets acquired and liabilities assumed at the date of acquisition | ||||||||||
Goodwill | ¥ 448,584 | ¥ 490,986 | $ 70,526 | ¥ 469,076 | ||||||
Non-controlling interests | ¥ (5,628) | $ (808) | 2,043 | |||||||
Pro forma information | ||||||||||
Revenue - Pro forma | 20,167,825 | |||||||||
Net loss - Pro forma | (1,228,161) | |||||||||
Revenue - As reported | 19,989,562 | $ 3,072,339 | ||||||||
Net loss - As reported | ¥ (1,228,060) | $ (188,749) | ||||||||
Acquisition of Wowo | ||||||||||
BUSINESS COMBINATIONS | ||||||||||
Total consideration | ¥ 208,377 | |||||||||
Fair values of the assets acquired and liabilities assumed at the date of acquisition | ||||||||||
Consideration - cash | 208,377 | |||||||||
Cash | 2,737 | |||||||||
Inventories | 53,003 | |||||||||
Other current assets | 162,220 | |||||||||
Brand name | 116,600 | |||||||||
Other non-current assets | 28,419 | |||||||||
Short-term bank loans | (3,500) | |||||||||
Other current liabilities | (152,882) | |||||||||
Other non-current liabilities | (57,509) | |||||||||
Deferred tax liabilities | (30,264) | |||||||||
Non controlling interests | (91,623) | |||||||||
Goodwill | ¥ 181,176 | |||||||||
YDS | ||||||||||
BUSINESS COMBINATIONS | ||||||||||
Equity interest acquired (in percent) | 79.17% | |||||||||
Total consideration | ¥ 845 | |||||||||
Fair values of the assets acquired and liabilities assumed at the date of acquisition | ||||||||||
Non controlling interests | ¥ (678) | |||||||||
Gain (Loss) on Disposition of Stock in Subsidiary or Equity Method Investee | ¥ 4,040 | $ 580 | ||||||||
Wowo | ||||||||||
BUSINESS COMBINATIONS | ||||||||||
Equity interest acquired (in percent) | 62.50% | |||||||||
Total consideration | ¥ 90,778 | |||||||||
Wowo | Brand name | ||||||||||
Fair values of the assets acquired and liabilities assumed at the date of acquisition | ||||||||||
Estimated remaining useful life brand name | 20 years |
ACCOUNTS AND NOTES RECEIVABLE_3
ACCOUNTS AND NOTES RECEIVABLE, NET (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2018USD ($) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) |
ACCOUNTS AND NOTES RECEIVABLE, NET | ||||||
Accounts receivable | ¥ 1,287,232 | $ 184,900 | ¥ 1,059,129 | |||
Notes receivable | 28,003 | 4,022 | 12,820 | |||
Allowance for doubtful accounts | (86,152) | (12,375) | (25,105) | $ (3,606) | ¥ (5,794) | ¥ (6,708) |
Accounts and notes receivable, net | ¥ 1,229,083 | $ 176,547 | ¥ 1,046,844 |
ACCOUNTS AND NOTES RECEIVABLE_4
ACCOUNTS AND NOTES RECEIVABLE, NET - Movements in allowance for doubtful accounts (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
Movements in allowance for doubtful accounts | ||||
Balance at beginning of the year | ¥ (25,105) | $ (3,606) | ¥ (5,794) | ¥ (6,708) |
Additions | (105,984) | (15,224) | (60,183) | (18,958) |
Write-offs | 44,937 | 6,455 | 40,872 | 19,872 |
Balance at end of the year | ¥ (86,152) | $ (12,375) | ¥ (25,105) | ¥ (5,794) |
PREPAYMENTS AND OTHER CURRENT_2
PREPAYMENTS AND OTHER CURRENT ASSETS (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) |
Prepayments and other current assets | |||
VAT prepayments | ¥ 1,067,858 | $ 153,388 | ¥ 697,112 |
PROPERTY AND EQUIPMENT, NET (De
PROPERTY AND EQUIPMENT, NET (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2019USD ($) | |
PROPERTY AND EQUIPMENT, NET | |||||
Property and equipment, gross | ¥ 4,494,640 | ¥ 3,245,944 | $ 645,614 | ||
Less: accumulated depreciation | (1,555,261) | (1,181,287) | (223,399) | ||
Property and equipment, net, Total | 2,939,379 | 2,064,657 | 422,215 | ||
Financial leased assets | |||||
Depreciation expense including assets under capital leases | 465,874 | $ 66,919 | 437,139 | ¥ 347,567 | |
Machinery and electronic equipment | |||||
PROPERTY AND EQUIPMENT, NET | |||||
Property and equipment, gross | 2,571,548 | 1,794,624 | 369,380 | ||
Financial leased assets | |||||
Finance leased assets, gross | 30,462 | 29,167 | 4,376 | ||
Finance leased assets, accumulated depreciation | 22,566 | 19,176 | 3,241 | ||
Leasehold improvements | |||||
PROPERTY AND EQUIPMENT, NET | |||||
Property and equipment, gross | 1,192,607 | 952,789 | 171,307 | ||
Motor vehicles | |||||
PROPERTY AND EQUIPMENT, NET | |||||
Property and equipment, gross | 5,264 | 5,410 | 756 | ||
Construction in progress | |||||
PROPERTY AND EQUIPMENT, NET | |||||
Property and equipment, gross | ¥ 725,221 | ¥ 493,121 | $ 104,171 |
INTANGIBLE ASSETS, NET (Details
INTANGIBLE ASSETS, NET (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2019USD ($) | |
INTANGIBLE ASSETS, NET | |||||
Intangible assets, gross | ¥ 195,535 | ¥ 190,854 | $ 28,086 | ||
Less: accumulated amortization | (73,948) | (47,044) | (10,621) | ||
Intangible Assets, net | 121,587 | 143,810 | 17,465 | ||
Amortization expense of intangible assets | 26,904 | $ 3,864 | 24,473 | ¥ 16,342 | |
Customer relationships | |||||
INTANGIBLE ASSETS, NET | |||||
Intangible assets, gross | 10,449 | 10,449 | 1,501 | ||
Brand name | |||||
INTANGIBLE ASSETS, NET | |||||
Intangible assets, gross | 116,600 | 116,600 | 16,748 | ||
Software | |||||
INTANGIBLE ASSETS, NET | |||||
Intangible assets, gross | 61,027 | 56,346 | 8,765 | ||
Domain name | |||||
INTANGIBLE ASSETS, NET | |||||
Intangible assets, gross | 1,329 | 1,329 | 191 | ||
Others | |||||
INTANGIBLE ASSETS, NET | |||||
Intangible assets, gross | ¥ 6,130 | ¥ 6,130 | $ 881 |
INTANGIBLE ASSETS, NET - Impair
INTANGIBLE ASSETS, NET - Impairment (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2019USD ($) | |
Estimated amortization expense relating to existing intangible assets | ||||
2020 | ¥ 17,210 | $ 2,472 | ||
2021 | 9,868 | 1,417 | ||
2022 | 6,952 | 999 | ||
2023 | 6,326 | 909 | ||
2024 | 6,245 | 897 | ||
Estimated amortization expense in the next five years | 46,601 | $ 6,694 | ||
Impairment losses on intangible assets | ¥ 0 | ¥ 0 | ¥ 0 |
LEASES - Lessor - Lease Rental
LEASES - Lessor - Lease Rental Receivables (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) |
Current assets: | |||
Direct financing leases | ¥ 570,182 | $ 81,902 | |
Direct financing leases under ASC 840 | ¥ 613,439 | ||
Sales-type leases | 80,730 | 11,596 | |
Current assets | 650,912 | 93,498 | |
Current assets under ASC 840 | 650,912 | 93,498 | 613,439 |
Non-current assets: | |||
Direct financing leases | 859,936 | 123,522 | |
Direct financing leases under ASC 840 | 1,431,441 | ||
Sales-type leases | 217,840 | 31,291 | |
Non-current assets | 1,077,776 | 154,813 | |
Non-current assets under ASC 840 | 1,431,441 | ||
Net investment in financing leases | ¥ 1,728,688 | $ 248,311 | |
Net investment in financing leases under ASC 840 | ¥ 2,044,880 |
LEASES - Lessor - Net investmen
LEASES - Lessor - Net investment in direct financing and sales-type leases (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2019USD ($) | |
Lessor, Lease, Description [Line Items] | |||||
Interest income from direct financing and sales-type leases | ¥ 139,394 | $ 20,022 | |||
Interest income from direct financing and sales-type leases under ASC 840 | ¥ 125,225 | ¥ 62,174 | |||
Net investment in direct financing and sales-type leases | |||||
Total minimum lease payments receivable | 1,963,359 | $ 282,019 | |||
Minimum lease payments receivable | 1,963,359 | 282,019 | |||
Less: Allowance for un-collectables | 11,014 | 0 | 1,582 | ||
Net minimum lease payments receivable | 1,952,345 | 280,437 | |||
Less: Unearned income | (223,657) | (32,126) | |||
Net investment in financing leases | 1,728,688 | 248,311 | |||
Current portion | 650,912 | 93,498 | |||
Non-current portion | 1,077,776 | 154,813 | |||
Net investment in direct financing and sales-type leases under ASC 840 | |||||
Total minimum lease payments receivable under ASC 840 | 2,340,674 | ||||
Minimum lease payments receivable under ASC 840 | 2,340,674 | ||||
Total minimum lease payments receivable under ASC 840 | 2,340,674 | ||||
Less: Unearned income under ASC 840 | (295,794) | ||||
Net investment in financing leases under ASC 840 | 2,044,880 | ||||
Current portion under ASC 840 | ¥ 650,912 | 613,439 | $ 93,498 | ||
Non-current portion under ASC 840 | ¥ 1,431,441 | ||||
Minimum | |||||
Lessor, Lease, Description [Line Items] | |||||
Direct financing lease term of contract | 2 years | 2 years | |||
Sales-type lease term of contract | 2 years | 2 years | |||
Maximum | |||||
Lessor, Lease, Description [Line Items] | |||||
Direct financing lease term of contract | 10 years | 10 years | |||
Sales-type lease term of contract | 10 years | 10 years |
LEASES - Lessor - Future minimu
LEASES - Lessor - Future minimum lease payments to be received (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) |
Future minimum lease payments to be received for direct financing and sales-type leases | |||
For the year ending December 31, 2020 | ¥ 762,491 | $ 109,525 | |
For the year ending December 31, 2021 | 605,661 | 86,998 | |
For the year ending December 31, 2022 | 318,962 | 45,816 | |
For the year ending December 31, 2023 | 158,503 | 22,768 | |
For the year ending December 31, 2024 | 71,383 | 10,254 | |
Thereafter | 35,345 | 5,076 | |
Net minimum lease payments receivable | 1,952,345 | 280,437 | |
Less: Unearned income | (223,657) | (32,126) | |
Net investment in financing leases | ¥ 1,728,688 | $ 248,311 | |
Future minimum lease payments to be received under ASC 840 | |||
For the year ending December 31, 2020 under ASC 840 | ¥ 748,377 | ||
For the year ending December 31, 2021 under ASC 840 | 735,913 | ||
For the year ending December 31, 2022 under ASC 840 | 475,313 | ||
For the year ending December 31, 2023 under ASC 840 | 214,554 | ||
For the year ending December 31, 2024 under ASC 840 | 107,120 | ||
Thereafter under ASC 840 | 59,397 | ||
Total minimum lease payments receivable under ASC 840 | 2,340,674 | ||
Less: Unearned income under ASC 840 | (295,794) | ||
Net investment in financing leases under ASC 840 | ¥ 2,044,880 |
LEASE - Sale and lease back (De
LEASE - Sale and lease back (Details) - Dec. 31, 2019 ¥ in Thousands, $ in Thousands | CNY (¥) | USD ($) |
Prepayments and other current assets | ||
Lessee, Lease, Description [Line Items] | ||
Investments in sales-leaseback transactions | ¥ 189,642 | $ 27,240 |
Other noncurrent Assets | ||
Lessee, Lease, Description [Line Items] | ||
Investments in sales-leaseback transactions | ¥ 218,517 | $ 31,388 |
LEASE - Financing and operating
LEASE - Financing and operating leases as Lessee (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
Lease, Cost [Abstract] | ||||
Operating lease cost | ¥ 1,272,499 | $ 182,784 | ||
Short-term Lease, Cost | 126,840 | 18,219 | ||
Financing lease cost: | ||||
Amortization of ROU assets | 3,390 | 487 | ||
Interest | 304 | 44 | ||
Total lease cost | 1,403,033 | 201,534 | ||
Cash paid for amounts included in the measurement of lease liabilities: | ||||
Operating cash flows from operating leases | 1,288,410 | 185,069 | ||
Operating cash flows from financing leases | 304 | 44 | ||
Financing cash flows from financing leases | 1,215 | 175 | ¥ 5,459 | ¥ 13,523 |
ROU assets obtained in exchange for new operating lease liabilities | 1,583,430 | 227,445 | ||
ROU obtained in exchange for new finance lease liabilities | ¥ 1,054 | $ 151 | ||
Weighted-average remaining lease term (in years): | ||||
Operating leases | 5 years 4 months 17 days | 5 years 4 months 17 days | ||
Financing leases | 2 years 9 months | 2 years 9 months | ||
Weighted-average discount rate: | ||||
Operating leases | 7.78% | 7.78% | ||
Financing leases | 7.38% | 7.38% | ||
Total expenses under operating leases under ASC 840 | ¥ 1,083,889 | ¥ 981,737 | ||
Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Remaining Lease Term | 20 years | 20 years | ||
Cost of revenues | ||||
Weighted-average discount rate: | ||||
Total operating and short-term lease costs | ¥ 1,269,946 | $ 182,416 | ||
Selling expenses | ||||
Weighted-average discount rate: | ||||
Total operating and short-term lease costs | 93,738 | 13,465 | ||
General and administrative expenses | ||||
Weighted-average discount rate: | ||||
Total operating and short-term lease costs | ¥ 35,655 | $ 5,122 |
LEASE - Future minimum lease pa
LEASE - Future minimum lease payments for operating and financing leases as lessee (Details) - Dec. 31, 2019 ¥ in Thousands, $ in Thousands | CNY (¥) | USD ($) |
Operating Leases | ||
For the year ended December 31,2020 | ¥ 1,343,383 | $ 192,965 |
For the year ended December 31,2021 | 1,112,846 | 159,850 |
For the year ended December 31,2022 | 921,212 | 132,324 |
For the year ended December 31,2024 | 779,506 | 111,969 |
For the year ended December 31,2024 | 566,235 | 81,335 |
Thereafter | 948,275 | 136,211 |
Total minimum lease payments | 5,671,457 | 814,654 |
Less: imputed interest | 1,153,571 | 165,700 |
Total lease liability balance | 4,517,886 | 648,954 |
Minimum payments related to leases not yet commenced as of December 31, 2019 | 310,004 | 44,529 |
Financing leases | ||
For the year ended December 31,2020 | 1,643 | 236 |
For the year ended December 31,2021 | 1,399 | 201 |
For the year ended December 31,2022 | 619 | 89 |
For the year ended December 31,2023 | 506 | 73 |
For the year ended December 31,2024 | 38 | 5 |
Total minimum lease payments | 4,205 | 604 |
Less: imputed interest | 770 | 110 |
Total lease liability balance | ¥ 3,435 | $ 494 |
LONG-TERM INVESTMENTS - Equity
LONG-TERM INVESTMENTS - Equity investments without readily determinable fair value (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2017CNY (¥) | |
Equity method investment | |||||
Cost method investments, carrying amount | ¥ 30,000 | ||||
Equity investments without readily determinable fair value, carrying amount | ¥ 224,927 | ¥ 207,628 | $ 32,309 | ||
Equity investments without readily determinable fair value, accumulated impairment | 0 | 0 | 0 | ||
Unrealized gains of upward adjustments | 14,155 | $ 2,033 | 64,628 | ||
Losses (downward adjustments and impairment) | 0 | 0 | 0 | ||
Net realized gains and losses on equity securities sold | 0 | $ 0 | 0 | ||
Significant unobservable inputs (Level 3) | |||||
Equity method investment | |||||
Investments remeasured | ¥ 119,927 | ¥ 94,628 | $ 17,226 |
LONG-TERM INVESTMENTS - Equit_2
LONG-TERM INVESTMENTS - Equity method investments (Details) ¥ in Thousands, $ in Thousands | Oct. 29, 2019CNY (¥) | Oct. 29, 2019USD ($) | Jan. 22, 2017CNY (¥)item | Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2019USD ($) |
Equity method investment | |||||||||
Gain on disposal of equity method investments | ¥ 22 | $ 3 | |||||||
Impairment losses | 0 | ¥ 0 | ¥ 0 | ||||||
Dezhi | |||||||||
Equity method investment | |||||||||
Equity method investments, ownership percentage | 30.00% | ||||||||
Cash consideration | ¥ 300 | ||||||||
Gain on disposal of equity method investments | ¥ 22 | $ 3 | |||||||
Jinye | |||||||||
Equity method investment | |||||||||
Equity method investments, ownership percentage | 13.73% | 13.04% | |||||||
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 | ¥ 5,928 | ¥ 6,711 | $ 851 |
GOODWILL (Details)
GOODWILL (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
Changes in goodwill | ||||
Goodwill at beginning of period | ¥ 469,076 | ¥ 448,584 | ||
Goodwill acquired | 21,910 | 20,492 | ||
Goodwill at end of period | 490,986 | $ 70,526 | 469,076 | ¥ 448,584 |
Impairment losses | 0 | 0 | 0 | |
Express delivery | ||||
Changes in goodwill | ||||
Goodwill at beginning of period | 241,623 | 241,623 | ||
Goodwill at end of period | 241,623 | 34,707 | 241,623 | 241,623 |
Freight delivery | ||||
Changes in goodwill | ||||
Goodwill at beginning of period | 5,580 | 5,580 | ||
Goodwill at end of period | 5,580 | 802 | 5,580 | 5,580 |
Store+ | ||||
Changes in goodwill | ||||
Goodwill at beginning of period | 201,668 | 181,176 | ||
Goodwill acquired | 20,492 | |||
Goodwill at end of period | 201,668 | 28,968 | 201,668 | 181,176 |
Other | ||||
Changes in goodwill | ||||
Goodwill at beginning of period | 20,205 | 20,205 | ||
Goodwill acquired | 21,910 | |||
Goodwill at end of period | ¥ 42,115 | $ 6,049 | ¥ 20,205 | ¥ 20,205 |
SHORT-TERM BANK LOANS (Details)
SHORT-TERM BANK LOANS (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | |
Contractual Agreements | ||||
Short-term bank loans | ¥ 2,510,500 | $ 360,611 | ¥ 1,782,900 | |
Restricted cash | ¥ 1,786,832 | $ 256,662 | ¥ 1,278,326 | |
Weighted average interest rate (as a percent) | 4.27% | 4.27% | 4.80% | |
Securitization debt. | ||||
Contractual Agreements | ||||
Face value | ¥ 471,500 | $ 67,727 | ||
Proceeds from short-term debt | ¥ 458,864 | $ 65,912 | ||
Securitization debt. | Minimum | ||||
Contractual Agreements | ||||
Effective interest rate | 2.67% | 2.67% | ||
Securitization debt. | Maximum | ||||
Contractual Agreements | ||||
Effective interest rate | 3.86% | 3.86% | ||
Equity Pledge Agreement | ||||
Contractual Agreements | ||||
Short-term bank loans | ¥ 960,000 | $ 137,895 | ¥ 740,000 | |
Pledged by deposits | ||||
Contractual Agreements | ||||
Short-term bank loans | 1,159,000 | 166,481 | 1,042,900 | |
Restricted cash | 1,590,025 | 228,393 | ||
Pledged by notes receivables | ||||
Contractual Agreements | ||||
Short-term bank loans | ¥ 391,500 | $ 56,235 | 0 | |
Restricted cash | ¥ 1,166,744 |
ACCRUED EXPENSES AND OTHER LI_3
ACCRUED EXPENSES AND OTHER LIABILITIES (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2019USD ($) | Jan. 01, 2019CNY (¥) | Dec. 31, 2018CNY (¥) | |
Salary and welfare payable | ¥ 1,228,253 | $ 176,427 | ¥ 1,164,401 | ||
Accrual for purchases of property and equipment | 128,457 | 18,452 | 252,265 | ||
Accrued expenses | 81,576 | 11,718 | 277,479 | ||
Borrowings for electronic machinery and equipment | 40,036 | 5,751 | |||
Payable for business acquisitions | 11,095 | 1,594 | 12,335 | ||
Others | 533,846 | 76,680 | 532,305 | ||
Total | 2,023,263 | 290,622 | ¥ 1,991,194 | 2,238,785 | |
Other Liabilities, Noncurrent | ¥ 137,184 | $ 19,705 | ¥ 86,504 | ||
Debt, Weighted Average Interest Rate | 8.06% | 8.06% | |||
2020 | ¥ 40,167 | $ 5,770 | |||
2021 | 31,333 | 4,501 | |||
2022 | ¥ 9,778 | 1,404 | |||
Sale Leaseback Transaction, Weighted Average Lease Term | 2 years 5 months 19 days | 2 years 5 months 19 days | |||
Proceeds From Failed Sale Leaseback Transactions | ¥ 94,000 | $ 13,502 | |||
Total carrying value of equipment collateralized | 61,488 | $ 8,832 | |||
Other non-current liabilities | |||||
Sale Leaseback Transaction, Borrowings Value | 41,451 | 5,954 | |||
Accrued expenses and other liabilities | |||||
Sale Leaseback Transaction, Borrowings Value | ¥ 40,036 | $ 5,751 |
SECURITIZATION DEBT (Details)
SECURITIZATION DEBT (Details) ¥ in Thousands, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Jun. 30, 2019CNY (¥)tranche | Jun. 30, 2019USD ($)tranche | Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2019USD ($) | Jun. 30, 2019USD ($) | |
Securitization Debt [Line items] | ||||||
Lease rental receivables qualify for securitization debt | ¥ 705,033 | $ 102,700 | ||||
Proceeds from securitized lease rental receivables | ¥ 262,316 | $ 37,679 | ||||
Number of tranches under securitization plan | 3 | 3 | ||||
Issuance costs incurred for securitization | ¥ 6,684 | $ 974 | ||||
Weighted average effective interest rate under securitization debt | 11.36% | 11.36% | ||||
Principal Repayment Of Borrowings From External Investors | ¥ 157,417 | $ 22,612 | ||||
Aggregate loan principal payments on borrowings from external investors, within 1 year | ¥ 104,899 | $ 15,068 | ||||
Series A Tranche | ||||||
Securitization Debt [Line items] | ||||||
Stated interest rate of securitization debt | 5.50% | 5.50% | ||||
Series B Tranche | ||||||
Securitization Debt [Line items] | ||||||
Stated interest rate of securitization debt | 6.50% | 6.50% | ||||
Minimum | ||||||
Securitization Debt [Line items] | ||||||
Remaining lease terms qualify for securitization debt | 1 year | 1 year | ||||
Maximum | ||||||
Securitization Debt [Line items] | ||||||
Remaining lease terms qualify for securitization debt | 4 years | 4 years |
CONVERTIBLE SENIOR NOTES (Detai
CONVERTIBLE SENIOR NOTES (Details) ¥ / shares in Units, $ / shares in Units, ¥ in Thousands | 12 Months Ended | |||||
Dec. 31, 2019USD ($)$ / shares | Dec. 31, 2019CNY (¥) | Dec. 31, 2019CNY (¥)¥ / shares | Sep. 17, 2019USD ($)$ / Options | Dec. 31, 2018$ / shares | Dec. 31, 2017$ / shares | |
CONVERTIBLE SENIOR NOTES | ||||||
Remaining discount amortization period (in years) | 2 years 9 months | 2 years 9 months | ||||
Maximum | ||||||
CONVERTIBLE SENIOR NOTES | ||||||
Fair value per ADS at commitment date | $ / shares | $ 9.55 | $ 11.24 | ||||
Call options | ||||||
CONVERTIBLE SENIOR NOTES | ||||||
Cap price | $ / Options | 10 | |||||
Convertible senior notes | ||||||
CONVERTIBLE SENIOR NOTES | ||||||
Face amount of debt | $ 200,000,000 | ¥ 1,395,240 | $ 200,000,000 | |||
Stated interest rate of debt | 1.75% | |||||
Initial conversion rate | (per share) | $ 7.05 | ¥ 141.844 | ||||
Principal amount considered for conversion | $ | $ 1,000 | |||||
Redemption price (as a percent) | 100.00% | 100.00% | ||||
Fair value per ADS at commitment date | $ / shares | $ 5.53 | |||||
Proceeds from issuance of notes | $ 194,457,000 | ¥ 1,375,355 | ||||
Underwriting discounts and offering expenses | 5,543,000 | 39,205 | ||||
Proceeds from issuance of notes, gross | $ | 200,000,000 | |||||
Unamortized debt discount | 4,618,000 | ¥ 35,032 | ||||
Net carrying amount of Notes | 195,382,000 | 1,360,208 | ||||
Interest cost recognized relating to contractual interest coupon and amortization of discount | 1,565,000 | ¥ 10,894 | ||||
Accretion expected | 200,000,000 | 1,395,240 | ||||
Aggregate scheduled maturities of Notes due in 2024 | 200,000,000 | 1,395,240 | ||||
Convertible senior notes | Call options | ||||||
CONVERTIBLE SENIOR NOTES | ||||||
Capped call options | $ 22,500,000 | ¥ 159,138 |
TAXATION (Details)
TAXATION (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | 36 Months Ended | 144 Months Ended | ||||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2019CNY (¥) | Dec. 31, 2018 | Dec. 31, 2019CNY (¥) | |
TAXATION | |||||||
Percentage of ownership interests to be held by foreign investors (as a percent) | 25.00% | 25.00% | |||||
Company's net loss before income tax | |||||||
PRC | ¥ (287,511) | $ (41,298) | ¥ (523,221) | ¥ (1,229,979) | |||
Non-PRC | 87,088 | 12,509 | 27,173 | 12,591 | |||
Loss before income tax and share of net loss of equity investees | (200,423) | (28,789) | (496,048) | (1,217,388) | |||
Components of income tax expense | |||||||
Current income tax | (17,840) | (2,562) | (18,219) | (11,536) | |||
Deferred income tax | (450) | (65) | 6,332 | 1,680 | |||
Income tax expense (benefit), total | ¥ (18,290) | $ (2,627) | ¥ (11,887) | ¥ (9,856) | |||
Cayman Islands | |||||||
TAXATION | |||||||
With holding tax | 0.00% | 0.00% | |||||
British Virgin Islands | |||||||
TAXATION | |||||||
With holding tax | 0.00% | 0.00% | |||||
Hong Kong | |||||||
TAXATION | |||||||
With holding tax | 0.00% | 0.00% | 0.00% | 0.00% | |||
Income tax rate (as a percent) | 16.50% | 16.50% | 16.50% | 16.50% | |||
Assessable profits | ¥ 0 | ||||||
PRC | |||||||
TAXATION | |||||||
Income tax rate (as a percent) | 25.00% | 25.00% | 25.00% | 25.00% | |||
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% | |||||
PRC | BEST Technology | |||||||
TAXATION | |||||||
Preferential Statutory Income Tax Rate | 15.00% | ||||||
Period for Preferential Tax Rate | 3 years | 3 years | 3 years | ||||
non- PRC | |||||||
TAXATION | |||||||
Income tax rate (as a percent) | 25.00% | ||||||
Assessable profits | ¥ 0 |
TAXATION - Reconciliation of In
TAXATION - Reconciliation of Income Tax Expense (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
Reconciliation of the differences between the PRC statutory tax rate and effective tax rate | ||||
Loss before income taxes and share of net income/(loss) of equity investees | ¥ (200,423) | $ (28,789) | ¥ (496,048) | ¥ (1,217,388) |
Income tax computed at the statutory tax rate of 25% | 50,106 | 7,197 | 124,012 | 304,346 |
Non-deductible expenses | (74,083) | (10,641) | (76,056) | (113,139) |
Effect of different tax rates in different jurisdictions and preferential tax rate | (9,949) | (1,429) | (4,826) | (4,220) |
Research and development expenses deduction | 19,552 | 2,808 | 12,248 | 9,441 |
Non-taxable income | 17,489 | 2,512 | 17,097 | 13,985 |
Over-accrued EIT for previous years | (1,245) | (179) | (8,770) | (154) |
Deferred tax expense | 2,876 | 413 | (4,140) | (19,362) |
Tax rate change | 4,578 | 658 | (16,771) | |
Expired tax loss | (2,201) | (316) | (13,482) | (31,373) |
Change in valuation allowance | (16,257) | (2,334) | (74,741) | (169,380) |
Income tax expense (benefit), total | ¥ (18,290) | $ (2,627) | ¥ (11,887) | ¥ (9,856) |
TAXATION - Components of Deferr
TAXATION - Components of Deferred tax (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) |
Deferred tax assets, non-current | |||
Accrued expenses | ¥ 363,107 | $ 52,157 | ¥ 357,259 |
Customer advances and deposits | 34,571 | 4,966 | 47,233 |
Allowance for doubtful accounts and inventory provision | 28,278 | 4,062 | 7,476 |
Depreciation and amortization expense | 101,565 | 14,589 | 40,305 |
Net operating losses carrying forward | 692,352 | 99,450 | 719,878 |
Total deferred tax assets | 1,219,873 | 175,224 | 1,172,151 |
Valuation allowance | (1,172,251) | (168,384) | (1,155,994) |
Total deferred tax assets net of valuation allowance | 47,622 | 6,840 | 16,157 |
Deferred tax liabilities | |||
Fair value changes on private equity investments | 19,696 | 2,829 | 16,157 |
Accrued revenue recognition difference | 27,926 | 4,011 | |
Long-lived assets arising from acquisition | 25,806 | 3,707 | 25,356 |
Total deferred tax liabilities | 73,428 | 10,547 | ¥ 41,513 |
Net tax operating losses | 3,300,414 | 474,075 | |
Undistributed earnings from PRC subsidiaries as well as VIEs | ¥ 81,539 | $ 11,712 |
TAXATION - Unrecognized tax ben
TAXATION - Unrecognized tax benefits (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2018USD ($) | Dec. 31, 2017CNY (¥) |
TAXATION | |||||
Unrecognized tax benefits | ¥ 191,473 | $ 27,503 | ¥ 132,808 | $ 19,077 | ¥ 106,376 |
Unrecognized tax benefit presented on a net basis against deferred tax asset | 0 | 0 | 0 | ||
Unrecognized tax benefits if recognized that will impact effective tax rate | ¥ (1,446) | $ (208) | ¥ 16,698 |
TAXATION - Schedule of unrecogn
TAXATION - Schedule of unrecognized tax benefits (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | |
TAXATION | |||
Beginning balance | ¥ 132,808 | $ 19,077 | ¥ 106,376 |
Additions | 64,410 | 9,251 | 27,786 |
Decreases | (5,745) | (825) | (1,354) |
Ending balance | ¥ 191,473 | $ 27,503 | ¥ 132,808 |
RESTRICTED NET ASSETS (Details)
RESTRICTED NET ASSETS (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2019USD ($) | |
Contractual Agreements | ||||
Minimum percentage of after tax profits to be allocated to general reserve fund | 10.00% | 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% | 50.00% | ||
Appropriations made to statutory reserves | ¥ 4,641 | $ 667 | ¥ 3,771 | |
Restricted paid-in capital of the Company's PRC subsidiary and consolidated VIEs | ¥ 4,664,305 | $ 669,985 | ||
Consolidated VIEs | ||||
Contractual Agreements | ||||
Minimum percentage of after tax profits to be allocated to general reserve fund | 10.00% | 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% | 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, 2019CNY (¥)¥ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018CNY (¥)¥ / sharesshares | Dec. 31, 2017CNY (¥)¥ / sharesshares | |
Numerator: | ||||
Net loss | ¥ (202,416) | $ (29,075) | ¥ (507,988) | ¥ (1,227,893) |
Denominator: | ||||
Basic loss per share (in dollars per share) | (per share) | ¥ (0.52) | $ (0.07) | ¥ (1.32) | ¥ (8.28) |
Diluted loss per share (in dollars per share) | (per share) | ¥ (0.52) | $ (0.07) | ¥ (1.32) | ¥ (8.28) |
Class A ordinary shares | ||||
Numerator: | ||||
Net loss | ¥ (128,498) | $ (18,458) | ¥ (320,514) | ¥ (612,133) |
Net loss attributable to ordinary shareholders | (128,498) | (18,458) | (320,514) | (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) | (73,918) | (10,617) | (187,474) | (615,760) |
Net loss attributable to ordinary shareholders-diluted | ¥ (202,416) | $ (29,075) | ¥ (507,988) | ¥ (1,227,893) |
Denominator: | ||||
Weighted average number of ordinary shares outstanding-basic | 246,614,615 | 246,614,615 | 242,542,728 | 73,900,022 |
Conversion of Class C and Class B to Class A ordinary shares (Note 19) | 141,865,947 | 141,865,947 | 141,865,947 | 74,337,960 |
Weighted average number of ordinary shares outstanding-diluted | 388,480,562 | 388,480,562 | 384,408,675 | 148,237,982 |
Basic loss per share (in dollars per share) | (per share) | ¥ (0.52) | $ (0.07) | ¥ (1.32) | ¥ (8.28) |
Diluted loss per share (in dollars per share) | (per share) | ¥ (0.52) | $ (0.07) | ¥ (1.32) | ¥ (8.28) |
Class B ordinary shares | ||||
Numerator: | ||||
Net loss | ¥ (49,017) | $ (7,040) | ¥ (124,319) | ¥ (219,898) |
Net loss attributable to ordinary shareholders | (49,017) | (7,040) | (124,319) | (219,898) |
Net loss attributable to ordinary shareholders-diluted | ¥ (49,017) | $ (7,040) | ¥ (124,319) | ¥ (219,898) |
Denominator: | ||||
Weighted average number of ordinary shares outstanding-basic | 94,075,249 | 94,075,249 | 94,075,249 | 26,547,262 |
Weighted average number of ordinary shares outstanding-diluted | 94,075,249 | 94,075,249 | 94,075,249 | 26,547,262 |
Basic loss per share (in dollars per share) | (per share) | ¥ (0.52) | $ (0.07) | ¥ (1.32) | ¥ (8.28) |
Diluted loss per share (in dollars per share) | (per share) | ¥ (0.52) | $ (0.07) | ¥ (1.32) | ¥ (8.28) |
Class C ordinary shares | ||||
Numerator: | ||||
Net loss | ¥ (24,901) | $ (3,577) | ¥ (63,155) | ¥ (395,862) |
Net loss attributable to ordinary shareholders | (24,901) | (3,577) | (63,155) | (395,862) |
Net loss attributable to ordinary shareholders-diluted | ¥ (24,901) | $ (3,577) | ¥ (63,155) | ¥ (395,862) |
Denominator: | ||||
Weighted average number of ordinary shares outstanding-basic | 47,790,698 | 47,790,698 | 47,790,698 | 47,790,698 |
Weighted average number of ordinary shares outstanding-diluted | 47,790,698 | 47,790,698 | 47,790,698 | 47,790,698 |
Basic loss per share (in dollars per share) | (per share) | ¥ (0.52) | $ (0.07) | ¥ (1.32) | ¥ (8.28) |
Diluted loss per share (in dollars per share) | (per share) | ¥ (0.52) | $ (0.07) | ¥ (1.32) | ¥ (8.28) |
SHARE-BASED PAYMENTS (Details)
SHARE-BASED PAYMENTS (Details) | Jun. 04, 2008installmentshares | Sep. 30, 2017installmentshares | Jul. 31, 2017shares | Jan. 15, 2015shares | Oct. 25, 2011shares |
2008 Plan | |||||
SHARE-BASED PAYMENTS | |||||
Term of the award plan | 10 years | ||||
Contractual term (in years) | 15 years | ||||
Termination term (in days) | 90 days | ||||
Shares authorized (in shares) | 10,000,000 | 20,934,684 | 16,239,033 | ||
Early exercise (in shares) | 12,599,520 | ||||
2017 Plan | |||||
SHARE-BASED PAYMENTS | |||||
Contractual term (in years) | 10 years | ||||
Annual increase program term (in years) | 8 years | ||||
Termination term (in days) | 90 days | ||||
Shares authorized (in shares) | 10,000,000 | ||||
Annual increase in reserved shares (as a percent of outstanding shares) | 2.00% | ||||
Threshold for outstanding shares (as percent of outstanding shares) | 10.00% | ||||
On the first anniversary | 2008 Plan | |||||
SHARE-BASED PAYMENTS | |||||
Percentage of shares vested | 25.00% | ||||
On the first anniversary | 2017 Plan | |||||
SHARE-BASED PAYMENTS | |||||
Percentage of shares vested | 25.00% | ||||
After the first anniversary in thirty-six equal monthly installments | 2008 Plan | |||||
SHARE-BASED PAYMENTS | |||||
Percentage of shares vested | 2.09% | ||||
Number of equal monthly installment | installment | 36 | ||||
After the first anniversary in thirty-six equal monthly installments | 2017 Plan | |||||
SHARE-BASED PAYMENTS | |||||
Percentage of shares vested | 2.09% | ||||
Number of equal monthly installment | installment | 36 | ||||
On the first, second, third and fourth anniversary | 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, 2017CNY (¥) | Dec. 31, 2019CNY (¥)shares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018CNY (¥)shares | Dec. 31, 2018USD ($)$ / shares | Dec. 31, 2017CNY (¥) | Dec. 31, 2017$ / shares | Dec. 31, 2019USD ($)shares |
Number of options | ||||||||
Number of options, Granted (in shares) | shares | 0 | 0 | ||||||
Options granted to employees | Cost of revenues | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Share-based compensation costs recognized | ¥ | ¥ 6,017 | |||||||
Options granted to employees | Selling expense | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Share-based compensation costs recognized | ¥ | 13,172 | |||||||
Options granted to employees | General and administrative expenses | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Share-based compensation costs recognized | ¥ | 119,654 | |||||||
Options granted to employees | Research and development expenses | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Share-based compensation costs recognized | ¥ | ¥ 24,268 | |||||||
Options granted to employees | 2008 Plan | ||||||||
Number of options | ||||||||
Number of options, Beginning of the year (in shares) | shares | 4,294,256 | 4,294,256 | ||||||
Number of options, Exercised (in shares) | shares | (1,177,249) | (1,177,249) | ||||||
Number of options, Forfeited/Expired (in shares) | shares | (325,549) | (325,549) | ||||||
Number of options, End of the year (in shares) | shares | 2,791,458 | 2,791,458 | 4,294,256 | |||||
Vested and expected to vest, End of the year (in shares) | shares | 2,791,458 | 2,791,458 | ||||||
Exercisable, End of the year (in shares) | shares | 1,926,205 | 1,926,205 | ||||||
Weighted-average exercise price | ||||||||
Weighted-average exercise price, Beginning of the year (in dollars per share) | $ 0.75 | |||||||
Weighted-average exercise price, Exercised (in dollars per share) | 0.75 | |||||||
Weighted-average exercise price, Forfeited/Expired (in dollars per share) | 0.75 | |||||||
Weighted-average exercise price, End of the year (in dollars per share) | 0.75 | $ 0.75 | ||||||
Weighted-average exercise price, Vested and expected to vest at end of the year (in dollars per share) | 0.75 | |||||||
Weighted-average exercise price, Exercisable at end of the year (in dollars per share) | 0.75 | |||||||
Weighted-average grant-date fair value | ||||||||
Weighted-average grant-date fair value, Beginning of the year (in dollars per share) | 6.65 | |||||||
Weighted-average grant-date fair value, Granted (in dollars per share) | 9.55 | $ 8.63 | ||||||
Weighted-average grant-date fair value, Exercised (in dollars per share) | 5.86 | |||||||
Weighted-average grant-date fair value, Forfeited/Expired (in dollars per share) | 8.05 | |||||||
Weighted-average grant-date fair value, End of the year (in dollars per share) | 6.83 | $ 6.65 | ||||||
Weighted-average grant-date fair value, Vested and expected to vest at end of the year (in dollars per share) | 6.83 | |||||||
Weighted-average grant-date fair value, Exercisable at end of the year (in dollars per share) | $ 6.14 | |||||||
Weighted-average remaining contractual term | ||||||||
Weighted-average remaining contractual term (in years) | 12 years 3 days | 12 years 3 days | 12 years 11 months 12 days | |||||
Weighted-average remaining contractual term, Vested and expected to vest at end of the year (in years) | 12 years 3 days | 12 years 3 days | ||||||
Weighted-average remaining contractual term, Exercisable at end of the year (in years) | 11 years 9 months 14 days | 11 years 9 months 14 days | ||||||
Aggregate intrinsic Value | ||||||||
Aggregate intrinsic Value | $ | $ 14,430 | $ 13,428 | ||||||
Aggregate intrinsic Value, Vested and expected to vest at end of the year | $ | $ 13,428 | |||||||
Aggregate intrinsic Value, Exercisable at end of the year | $ | 9,266 | |||||||
Intrinsic value of options exercised | ¥ 860,607 | $ 123,618 | ¥ 792,192 | |||||
Number of options, Exercised (in shares) | shares | 1,177,249 | 1,177,249 | ||||||
Weighted average grant-date fair value of equity awards granted | $ 9.55 | $ 8.63 | ||||||
Total fair value of the equity awards vested | ¥ 48,452 | $ 6,960 | ¥ 101,966 | ¥ 87,812 | ||||
Options granted to employees | 2017 Plan | ||||||||
Number of options | ||||||||
Number of options, Beginning of the year (in shares) | shares | 0 | 0 | ||||||
Number of options, Granted (in shares) | shares | 0 | 0 | ||||||
Number of options, End of the year (in shares) | shares | 0 | 0 | 0 | |||||
Vested and expected to vest, End of the year (in shares) | shares | 865,253 | 865,253 | ||||||
Aggregate intrinsic Value | ||||||||
Unrecognized compensation cost | ¥ 24,722 | $ 3,551 | ||||||
Estimated weighted-average amortization period | 1 year 6 months | 1 year 6 months |
SHARE-BASED PAYMENTS - Option_2
SHARE-BASED PAYMENTS - Options granted to non-employees (Details) $ / shares in Units, ¥ in Thousands, $ in Thousands | Jun. 21, 2017CNY (¥)personshares | Dec. 31, 2019CNY (¥)shares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018CNY (¥)shares | Dec. 31, 2018USD ($)$ / shares | Dec. 31, 2017CNY (¥) | Dec. 31, 2017$ / shares | Dec. 31, 2019USD ($)shares |
Number of options | ||||||||
Number of options, Granted (in shares) | 0 | 0 | ||||||
Options granted to non-employees | 2008 Plan | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Number of shares options granted | 1,500,154 | |||||||
Share-based compensation costs recognized | ¥ | ¥ 117,578 | |||||||
Options granted to non-employees | 2008 Plan | One external consultant | ||||||||
SHARE-BASED PAYMENTS | ||||||||
Number of shares options granted | 50,000 | |||||||
Number of External Consultants | person | 1 | |||||||
Options granted to non-employees | 2008 Plan | ||||||||
Number of options | ||||||||
Number of options, Beginning of the year (in shares) | 1,574,623 | 1,574,623 | ||||||
Number of options, Exercised (in shares) | (102,946) | (102,946) | ||||||
Number of options, End of the year (in shares) | 1,471,677 | 1,471,677 | 1,574,623 | |||||
Vested and expected to vest, End of the year (in shares) | 1,471,677 | 1,471,677 | ||||||
Exercisable, End of the year (in shares) | 1,471,677 | 1,471,677 | ||||||
Weighted-average exercise price | ||||||||
Weighted-average exercise price, Beginning of the year (in dollars per share) | $ / shares | $ 0.70 | |||||||
Weighted-average exercise price, Exercised (in dollars per share) | $ / shares | 0.30 | |||||||
Weighted-average exercise price, End of the year (in dollars per share) | $ / shares | 0.70 | $ 0.70 | ||||||
Weighted-average exercise price, Vested and expected to vest at end of the year (in dollars per share) | $ / shares | 0.70 | |||||||
Weighted-average exercise price, Exercisable at end of the year (in dollars per share) | $ / shares | 0.70 | |||||||
Weighted-average grant-date fair value | ||||||||
Weighted-average grant-date fair value, Beginning of the year (in dollars per share) | $ / shares | 2.47 | |||||||
Weighted-average grant-date fair value, Granted (in dollars per share) | $ / shares | 9.06 | $ 9.05 | ||||||
Weighted-average grant-date fair value, Exercised (in dollars per share) | $ / shares | 2.20 | |||||||
Weighted-average grant-date fair value, End of the year (in dollars per share) | $ / shares | 2.47 | $ 2.47 | ||||||
Weighted-average grant-date fair value, Vested and expected to vest at end of the year (in dollars per share) | $ / shares | 2.47 | |||||||
Weighted-average grant-date fair value, Exercisable at end of the year (in dollars per share) | $ / shares | $ 2.42 | |||||||
Weighted-average remaining contractual term | ||||||||
Weighted-average remaining contractual term (in years) | 8 years 8 months 1 day | 8 years 8 months 1 day | 9 years 8 months 1 day | |||||
Weighted-average remaining contractual term, Vested and expected to vest at end of the year (in years) | 8 years 8 months 1 day | 8 years 8 months 1 day | ||||||
Weighted-average remaining contractual term, Exercisable at end of the year (in years) | 8 years 7 months 6 days | 8 years 7 months 6 days | ||||||
Aggregate intrinsic Value | ||||||||
Aggregate intrinsic Value | $ | $ 4,657 | $ 7,645 | ||||||
Aggregate intrinsic Value, Vested and expected to vest at end of the year | $ | $ 7,645 | |||||||
Aggregate intrinsic Value, Exercisable at end of the year | $ | 7,149 | |||||||
Intrinsic value of options exercised | ¥ 19,677 | $ 2,826 | ¥ 15,703 | ¥ 0 | ||||
Number of options, Exercised (in shares) | 102,946 | 102,946 | ||||||
Weighted average grant-date fair value of equity awards granted | $ / shares | $ 9.06 | $ 9.05 | ||||||
Total fair value of the equity awards vested | ¥ 770 | $ 111 | ¥ 21,199 | ¥ 118,002 | ||||
Unrecognized share-based compensation expenses of unvested and vested but not exercisable | ¥ | ¥ 0 | |||||||
Options granted to non-employees | 2017 Plan | ||||||||
Number of options | ||||||||
Number of options, Beginning of the year (in shares) | 0 | 0 | ||||||
Number of options, Granted (in shares) | 0 | 0 | ||||||
Number of options, End of the year (in shares) | 0 | 0 | 0 | |||||
Restricted Shares | 2017 Plan | ||||||||
Number of options | ||||||||
Number of options, Beginning of the year (in shares) | 3,171,099 | 3,171,099 | ||||||
Number of options, Granted (in shares) | 4,354,211 | 4,354,211 | ||||||
Number of options, Vested and issued (in shares) | (767,196) | (767,196) | ||||||
Number of options, Forfeited (in shares) | (422,900) | (422,900) | ||||||
Number of options, End of the year (in shares) | 6,335,214 | 6,335,214 | 3,171,099 | |||||
Vested and expected to vest, End of the year (in shares) | 6,335,214 | 6,335,214 | ||||||
Weighted-average grant-date fair value | ||||||||
Weighted-average grant-date fair value, Beginning of the year (in dollars per share) | $ / shares | $ 10.44 | |||||||
Weighted-average grant-date fair value, Granted (in dollars per share) | $ / shares | 5.65 | |||||||
Weighted-average exercise price, Vested and issued (in dollars per share) | $ / shares | 10.45 | |||||||
Weighted-average grant-date fair value, Forfeited/Expired (in dollars per share) | $ / shares | 8.43 | |||||||
Weighted-average grant-date fair value, End of the year (in dollars per share) | $ / shares | 7.28 | $ 10.44 | ||||||
Aggregate intrinsic Value | ||||||||
Weighted average grant-date fair value of equity awards granted | $ / shares | $ 5.65 | |||||||
Unrecognized share-based compensation expenses of unvested and vested but not exercisable | ¥ 258,620 | $ 37,148 | ||||||
Estimated weighted-average amortization period | 2 years 10 months 17 days | 2 years 10 months 17 days | ||||||
Restricted shares to non-employees | 2017 Plan | ||||||||
Number of options | ||||||||
Number of options, Granted (in shares) | 9,413 | 9,413 |
SHARE-BASED PAYMENTS - Grant da
SHARE-BASED PAYMENTS - Grant date fair value of employee and non-employee share options (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Grant date fair value of employee and non-employee share options | ||
Risk-free interest rate, minimum | 2.74% | 2.32% |
Risk-free interest rate, maximum | 2.78% | 2.41% |
Expected volatility range, minimum | 44.30% | 40.50% |
Expected volatility range, maximum | 46.90% | 44.10% |
Suboptimal exercise factor | 2.20 | 2.20 |
Minimum | ||
Grant date fair value of employee and non-employee share options | ||
Fair market value per ordinary share | $ 8.30 | $ 5.08 |
Maximum | ||
Grant date fair value of employee and non-employee share options | ||
Fair market value per ordinary share | $ 9.55 | $ 11.24 |
SHARE-BASED PAYMENTS - Total sh
SHARE-BASED PAYMENTS - Total share-based compensation cost recognized (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
SHARE-BASED PAYMENTS | ||||
Share-based Compensation | ¥ 98,504 | $ 14,149 | ¥ 109,107 | ¥ 298,963 |
Cost of revenues | ||||
SHARE-BASED PAYMENTS | ||||
Share-based Compensation | 1,771 | 254 | 2,003 | 6,799 |
Selling expense | ||||
SHARE-BASED PAYMENTS | ||||
Share-based Compensation | 8,788 | 1,262 | 6,007 | 14,244 |
General and administrative expenses | ||||
SHARE-BASED PAYMENTS | ||||
Share-based Compensation | 80,736 | 11,597 | 91,982 | 251,312 |
Research and development expenses | ||||
SHARE-BASED PAYMENTS | ||||
Share-based Compensation | ¥ 7,209 | $ 1,036 | ¥ 9,115 | ¥ 26,608 |
SHAREHOLDERS' EQUITY (Details)
SHAREHOLDERS' EQUITY (Details) $ / shares in Units, ¥ in Thousands, $ in Millions | Sep. 05, 2018shares | Feb. 01, 2018shares | Sep. 20, 2017CNY (¥)shares | Nov. 30, 2019USD ($) | Dec. 31, 2019shares | Dec. 31, 2018shares | Dec. 31, 2017CNY (¥)shares | Sep. 20, 2017$ / shares |
SHAREHOLDERS' EQUITY | ||||||||
Cash generated from financing activities | ¥ | ¥ 3,130,197 | |||||||
Carrying value reclassified to equity | ¥ | ¥ 15,842,210 | |||||||
Common Stock | ||||||||
SHAREHOLDERS' EQUITY | ||||||||
Conversion ratio | 1 | |||||||
Conversion of shares (in shares) | 60,000,000 | |||||||
Issuance of new shares (in shares) | 49,750,000 | |||||||
Shares issued and transferred to depositary bank (in shares) | 18,000,000 | |||||||
Shares issued from depositary bank upon the exercise of share options and vesting of Restricted Shares (in shares) | 2,056,804 | 12,903,413 | ||||||
Carrying value reclassified to equity | ¥ | ¥ 17,339 | |||||||
Exercise of share options and vesting of restricted shares (Note 20) (shares) | 2,056,804 | 12,903,413 | 730,000 | |||||
IPO | ||||||||
SHAREHOLDERS' EQUITY | ||||||||
Cash generated from financing activities | ¥ | ¥ 3,151,007 | |||||||
Deferred IPO Costs | ¥ | ¥ 30,646 | |||||||
Preferred shares | ||||||||
SHAREHOLDERS' EQUITY | ||||||||
Conversion ratio | 1 | |||||||
Conversion of shares (in shares) | 264,034,399 | |||||||
Carrying value reclassified to equity | ¥ | ¥ 15,842,210 | |||||||
ADS | ||||||||
SHAREHOLDERS' EQUITY | ||||||||
Conversion of shares (in shares) | 45,000,000 | |||||||
Conversion of shares, issuance (in shares) | 45,000,000 | |||||||
Fair value per ADS at commitment date | $ / shares | $ 10 | |||||||
ADS | 2019 Share Repurchase Program | ||||||||
SHAREHOLDERS' EQUITY | ||||||||
Aggregate authorized amount to be repurchased | $ | $ 100 | |||||||
Period of share repurchase program | 18 months | |||||||
ADS | Over allotment | ||||||||
SHAREHOLDERS' EQUITY | ||||||||
Conversion of shares (in shares) | 4,750,000 | |||||||
Issuance of new shares (in shares) | 4,750,000 | |||||||
Fair value per ADS at commitment date | $ / shares | $ 10 | |||||||
ADS | Over allotment | Shareholder | ||||||||
SHAREHOLDERS' EQUITY | ||||||||
Conversion of shares (in shares) | 2,000,000 | |||||||
Issuance of new shares (in shares) | 2,000,000 | |||||||
Class A ordinary shares | ||||||||
SHAREHOLDERS' EQUITY | ||||||||
Conversion ratio | 1 | |||||||
Conversion of shares (in shares) | 169,959,150 | |||||||
Conversion of shares, issuance (in shares) | 182,168,452 | |||||||
Shares issued and transferred to depositary bank (in shares) | 2,000,000 | 16,000,000 | 18,000,000 | |||||
Shares issued from depositary bank upon the exercise of share options and vesting of Restricted Shares (in shares) | 14,960,217 | |||||||
Number of shares options granted | 3,039,783 | |||||||
Exercise of share options and vesting of restricted shares (Note 20) (shares) | 2,056,804 | 12,903,413 | 730,000 | |||||
Ordinary shares, outstanding shares | 250,648,452 | 250,648,452 | ||||||
Voting rights | one | |||||||
Class A ordinary shares | Common Stock | ||||||||
SHAREHOLDERS' EQUITY | ||||||||
Conversion of shares, issuance (in shares) | 12,209,302 | |||||||
Class B ordinary shares | ||||||||
SHAREHOLDERS' EQUITY | ||||||||
Conversion of shares, issuance (in shares) | 94,075,249 | |||||||
Ordinary shares, outstanding shares | 94,075,249 | 94,075,249 | ||||||
Voting rights | fifteen | |||||||
Class C ordinary shares | ||||||||
SHAREHOLDERS' EQUITY | ||||||||
Conversion of shares, issuance (in shares) | 47,790,698 | |||||||
Ordinary shares, outstanding shares | 47,790,698 | 47,790,698 | ||||||
Voting rights | thirty | |||||||
Class C ordinary shares | Common Stock | ||||||||
SHAREHOLDERS' EQUITY | ||||||||
Conversion of shares, issuance (in shares) | 47,790,698 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2019USD ($) | |
Amounts due from related parties: | |||||
Amounts due from related parties | ¥ 246,758 | ¥ 197,488 | $ 35,445 | ||
Amounts due to related parties: | |||||
Amounts due to related parties | 6,140 | 12,429 | 882 | ||
Rendering of express delivery and supply chain management services | |||||
RELATED PARTY TRANSACTIONS | |||||
Amount of related party transactions | 825,552 | $ 118,583 | 652,352 | ¥ 489,999 | |
Cainiao | |||||
Amounts due from related parties: | |||||
Amounts due from related parties | 241,021 | 197,488 | 34,621 | ||
Amounts due to related parties: | |||||
Amounts due to related parties | 6,140 | 12,429 | 882 | ||
Cainiao | Rendering of express delivery and supply chain management services | |||||
RELATED PARTY TRANSACTIONS | |||||
Amount of related party transactions | 814,855 | 117,046 | 652,352 | 489,999 | |
Cainiao | Rental of warehouse as a lessee | |||||
RELATED PARTY TRANSACTIONS | |||||
Amount of related party transactions | 9,916 | 1,424 | 9,076 | 8,731 | |
Cainiao | Operating costs paid on behalf of the Company | |||||
RELATED PARTY TRANSACTIONS | |||||
Amount of related party transactions | 9,874 | 1,418 | 16,433 | ¥ 19,892 | |
Cainiao | Commission fee paid to related party | |||||
RELATED PARTY TRANSACTIONS | |||||
Amount of related party transactions | 160 | 23 | 3,489 | ||
Lazada | |||||
Amounts due from related parties: | |||||
Amounts due from related parties | 5,349 | 768 | |||
Lazada | Rendering of express delivery and supply chain management services | |||||
RELATED PARTY TRANSACTIONS | |||||
Amount of related party transactions | 10,697 | 1,537 | |||
Ali Cloud | |||||
Amounts due from related parties: | |||||
Amounts due from related parties | 388 | $ 56 | |||
Ali Cloud | Operating costs paid to related party | |||||
RELATED PARTY TRANSACTIONS | |||||
Amount of related party transactions | ¥ 9,669 | $ 1,389 | ¥ 4,756 |
SEGMENT REPORTING (Details)
SEGMENT REPORTING (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019CNY (¥)segment | Dec. 31, 2019USD ($)segment | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
SEGMENT REPORTING | ||||
Number of operating segments | 5 | 5 | ||
Total revenue | ¥ 35,175,889 | $ 5,052,700 | ¥ 27,960,979 | ¥ 19,989,562 |
Cost of revenue | 33,216,863 | 4,771,304 | 26,519,842 | 19,504,011 |
Gross profit | 1,959,026 | 281,396 | 1,441,137 | 485,551 |
Express delivery | ||||
SEGMENT REPORTING | ||||
Cost of revenue | 20,779,992 | 2,984,859 | 16,915,801 | 12,435,550 |
Freight delivery | ||||
SEGMENT REPORTING | ||||
Cost of revenue | 4,934,937 | 708,859 | 3,946,032 | 3,362,652 |
Supply chain management | ||||
SEGMENT REPORTING | ||||
Cost of revenue | 2,052,006 | 294,752 | 1,970,105 | 1,502,570 |
Store+ | ||||
SEGMENT REPORTING | ||||
Cost of revenue | 2,495,503 | 358,457 | 2,589,883 | 2,072,912 |
Other | ||||
SEGMENT REPORTING | ||||
Cost of revenue | 2,954,425 | 424,377 | 1,098,021 | 130,327 |
Operating segment | Express delivery | ||||
SEGMENT REPORTING | ||||
Total revenue | 21,839,107 | 3,136,991 | 17,740,176 | 12,850,067 |
Cost of revenue | 21,150,925 | 3,038,140 | 16,953,251 | 12,508,090 |
Gross profit | 688,182 | 98,851 | 786,925 | 341,977 |
Operating segment | Freight delivery | ||||
SEGMENT REPORTING | ||||
Total revenue | 5,233,542 | 751,751 | 4,115,606 | 3,178,850 |
Cost of revenue | 4,997,270 | 717,813 | 3,963,172 | 3,363,457 |
Gross profit | 236,272 | 33,938 | 152,434 | (184,607) |
Operating segment | Supply chain management | ||||
SEGMENT REPORTING | ||||
Total revenue | 2,381,848 | 342,131 | 2,326,487 | 1,854,356 |
Cost of revenue | 2,270,514 | 326,139 | 2,224,749 | 1,746,999 |
Gross profit | 111,334 | 15,992 | 101,738 | 107,357 |
Operating segment | Store+ | ||||
SEGMENT REPORTING | ||||
Total revenue | 2,817,202 | 404,666 | 2,845,141 | 2,226,034 |
Cost of revenue | 2,495,503 | 358,457 | 2,590,022 | 2,072,912 |
Gross profit | 321,699 | 46,209 | 255,119 | 153,122 |
Operating segment | Other | ||||
SEGMENT REPORTING | ||||
Total revenue | 4,398,603 | 631,820 | 2,759,499 | 649,784 |
Cost of revenue | 3,611,969 | 518,827 | 2,609,846 | 573,581 |
Gross profit | 786,634 | 112,993 | 149,653 | 76,203 |
Inter-segment | ||||
SEGMENT REPORTING | ||||
Total revenue | (1,494,413) | (214,659) | (1,825,930) | (769,529) |
Cost of revenue | (1,309,318) | (188,072) | (1,821,198) | (761,028) |
Gross profit | ¥ (185,095) | $ (26,587) | ¥ (4,732) | ¥ (8,501) |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2019USD ($) | |
Fair value measurement | ||||
Unrealized gains (upward adjustments) | ¥ 14,155 | $ 2,033 | ¥ 64,628 | |
Significant unobservable inputs (Level 3) | ||||
Fair value measurement | ||||
Long-term investments | 119,927 | 94,628 | $ 17,226 | |
Non-recurring fair value measurement | ||||
Fair value measurement | ||||
Long-term investments | 119,927 | 94,628 | ||
Non-recurring fair value measurement | Significant unobservable inputs (Level 3) | ||||
Fair value measurement | ||||
Long-term investments | 119,927 | ¥ 94,628 | ||
Recurring fair value measurement | ||||
Fair value measurement | ||||
Financial assets and liabilities measured and recorded at fair value | ¥ 0 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - Dec. 31, 2019 ¥ in Thousands, $ in Thousands | CNY (¥) | USD ($) |
COMMITMENTS AND CONTINGENCIES | ||
Capital expenditure commitment | ¥ 963,841 | $ 138,447 |
EMPLOYEE DEFINED CONTRIBUTION_2
EMPLOYEE DEFINED CONTRIBUTION PLAN (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
EMPLOYEE DEFINED CONTRIBUTION PLAN | ||||
Amounts of employee benefits expensed | ¥ 210,656 | $ 30,259 | ¥ 221,117 | ¥ 219,646 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE INCOME (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
Accumulated Other Comprehensive Income | ||||
Balance at beginning of the year | ¥ 4,138,115 | |||
Balance at end of the year | 3,920,912 | $ 563,204 | ¥ 4,138,115 | |
Reclassifications out of accumulated other comprehensive income to net loss | 0 | 0 | ¥ 0 | |
Accumulated other comprehensive income | ||||
Accumulated Other Comprehensive Income | ||||
Balance at beginning of the year | 123,923 | 12,333 | 146,100 | |
Balance at end of the year | 163,196 | $ 23,442 | 123,923 | 12,333 |
Foreign currency translation adjustments | ||||
Accumulated Other Comprehensive Income | ||||
Other comprehensive (loss)/income, net of tax | 39,273 | 111,590 | (133,767) | |
Other comprehensive income, tax | ¥ 0 | ¥ 0 | ¥ 0 |
CONDENSED FINANCIAL INFORMATI_3
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY - Condensed Balance Sheets (Details) $ / shares in Units, ¥ in Thousands, $ in Thousands | Dec. 31, 2019CNY (¥)shares | Dec. 31, 2019USD ($)$ / sharesshares | Jan. 01, 2019CNY (¥) | Dec. 31, 2018CNY (¥)shares | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) |
Current assets: | ||||||||
Cash | ¥ 1,994,683 | $ 286,518 | ¥ 1,630,444 | ¥ 1,240,431 | ||||
Prepayments and other current assets | 2,582,577 | 370,964 | ¥ 1,685,408 | 1,904,846 | ||||
Total current assets | 9,688,449 | 1,391,659 | 7,829,747 | |||||
Non-current assets: | ||||||||
Other non-current assets | 262,129 | 37,652 | 45,531 | |||||
Total non-current assets: | 9,804,407 | 1,408,315 | 4,536,535 | |||||
Total assets | 19,492,856 | 2,799,974 | 12,366,282 | |||||
Current liabilities: | ||||||||
Accrued liabilities and other payables | 2,023,263 | 290,622 | ¥ 1,991,194 | 2,238,785 | ||||
Non-current liabilities: | ||||||||
Convertible senior notes | 1,360,208 | 195,382 | ||||||
Total liabilities | 15,577,572 | 2,237,578 | 8,226,124 | |||||
Shareholders' equity/(deficit): | ||||||||
Additional paid in capital | 19,353,400 | 2,779,942 | 19,407,460 | |||||
Accumulated deficit | (15,621,672) | (2,243,913) | (15,419,256) | |||||
Accumulated other comprehensive income | 163,196 | 23,442 | 123,923 | |||||
BEST Inc. shareholders' equity | 3,920,912 | 563,204 | 4,138,115 | |||||
Total liabilities and shareholders' equity | 19,492,856 | 2,799,974 | 12,366,282 | |||||
Reportable legal entities | Parent | ||||||||
Current assets: | ||||||||
Cash | 9,933 | 1,427 | 5,350 | $ 768 | ¥ 39,135 | ¥ 39,135 | ¥ 20,445 | |
Prepayments and other current assets | 5,511 | 792 | 5,405 | |||||
Total current assets | 15,444 | 2,219 | 10,755 | |||||
Non-current assets: | ||||||||
Other non-current assets | 5,909 | 849 | 3,811 | |||||
Investments in subsidiaries and VIEs | 5,343,503 | 767,546 | 4,322,463 | |||||
Total non-current assets: | 5,349,412 | 768,395 | 4,326,274 | |||||
Total assets | 5,364,856 | 770,614 | 4,337,029 | |||||
Current liabilities: | ||||||||
Accrued liabilities and other payables | 8,805 | 1,265 | 14,401 | |||||
Non-current liabilities: | ||||||||
Long-term payable due to subsidiaries | 74,931 | 10,763 | 184,513 | |||||
Convertible senior notes | 1,360,208 | 195,382 | ||||||
Total liabilities | 1,443,944 | 207,410 | 198,914 | |||||
Shareholders' equity/(deficit): | ||||||||
Additional paid in capital | 19,353,400 | 2,779,942 | 19,407,460 | |||||
Accumulated deficit | (15,621,672) | (2,243,913) | (15,419,256) | |||||
Accumulated other comprehensive income | 163,196 | 23,442 | 123,923 | |||||
BEST Inc. shareholders' equity | 3,920,912 | 563,204 | 4,138,115 | |||||
Total liabilities and shareholders' equity | 5,364,856 | 770,614 | 4,337,029 | |||||
Class A ordinary shares | ||||||||
Shareholders' equity/(deficit): | ||||||||
Ordinary shares | ¥ 16,532 | $ 2,375 | ¥ 16,532 | |||||
Parenthetical disclosures | ||||||||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||
Ordinary shares, authorized shares | 1,858,134,053 | 1,858,134,053 | 1,858,134,053 | 1,858,134,053 | ||||
Ordinary shares, issued shares | 250,648,452 | 250,648,452 | 250,648,452 | 250,648,452 | ||||
Ordinary shares, outstanding shares | 250,648,452 | 250,648,452 | 250,648,452 | 250,648,452 | ||||
Class A ordinary shares | Reportable legal entities | Parent | ||||||||
Shareholders' equity/(deficit): | ||||||||
Ordinary shares | ¥ 16,532 | $ 2,375 | ¥ 16,532 | |||||
Parenthetical disclosures | ||||||||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||
Ordinary shares, authorized shares | 1,858,134,053 | 1,858,134,053 | 1,858,134,053 | 1,858,134,053 | ||||
Ordinary shares, issued shares | 250,648,452 | 250,648,452 | 250,648,452 | 250,648,452 | ||||
Ordinary shares, outstanding shares | 250,648,452 | 250,648,452 | 250,648,452 | 250,648,452 | ||||
Class B ordinary shares | ||||||||
Shareholders' equity/(deficit): | ||||||||
Ordinary shares | ¥ 6,178 | $ 887 | ¥ 6,178 | |||||
Parenthetical disclosures | ||||||||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||
Ordinary shares, authorized shares | 94,075,249 | 94,075,249 | 94,075,249 | 94,075,249 | ||||
Ordinary shares, issued shares | 94,075,249 | 94,075,249 | 94,075,249 | 94,075,249 | ||||
Ordinary shares, outstanding shares | 94,075,249 | 94,075,249 | 94,075,249 | 94,075,249 | ||||
Class B ordinary shares | Reportable legal entities | Parent | ||||||||
Shareholders' equity/(deficit): | ||||||||
Ordinary shares | ¥ 6,178 | $ 887 | ¥ 6,178 | |||||
Parenthetical disclosures | ||||||||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||
Ordinary shares, authorized shares | 94,075,249 | 94,075,249 | 94,075,249 | 94,075,249 | ||||
Ordinary shares, issued shares | 94,075,249 | 94,075,249 | 94,075,249 | 94,075,249 | ||||
Ordinary shares, outstanding shares | 94,075,249 | 94,075,249 | 94,075,249 | 94,075,249 | ||||
Class C ordinary shares | ||||||||
Shareholders' equity/(deficit): | ||||||||
Ordinary shares | ¥ 3,278 | $ 471 | ¥ 3,278 | |||||
Parenthetical disclosures | ||||||||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||
Ordinary shares, authorized shares | 47,790,698 | 47,790,698 | 47,790,698 | 47,790,698 | ||||
Ordinary shares, issued shares | 47,790,698 | 47,790,698 | 47,790,698 | 47,790,698 | ||||
Ordinary shares, outstanding shares | 47,790,698 | 47,790,698 | 47,790,698 | 47,790,698 | ||||
Class C ordinary shares | Reportable legal entities | Parent | ||||||||
Shareholders' equity/(deficit): | ||||||||
Ordinary shares | ¥ 3,278 | $ 471 | ¥ 3,278 | |||||
Parenthetical disclosures | ||||||||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||
Ordinary shares, authorized shares | 47,790,698 | 47,790,698 | 47,790,698 | 47,790,698 | ||||
Ordinary shares, issued shares | 47,790,698 | 47,790,698 | 47,790,698 | 47,790,698 | ||||
Ordinary shares, outstanding shares | 47,790,698 | 47,790,698 | 47,790,698 | 47,790,698 |
CONDENSED FINANCIAL INFORMATI_4
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY - Condensed Statements of Comprehensive Loss (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
Operating expenses | ||||
General and administrative expenses | ¥ (1,109,545) | $ (159,376) | ¥ (1,020,671) | ¥ (928,188) |
Operating loss | (325,825) | (46,802) | (657,974) | (1,276,498) |
Interest expense | (79,486) | (11,417) | (75,060) | (47,154) |
Interest income | 95,440 | 13,709 | 102,821 | 75,056 |
Foreign currency translation adjustments | 39,273 | 5,641 | 111,590 | (133,767) |
Comprehensive loss attributable to BEST Inc. | (163,143) | (23,434) | (396,398) | (1,361,660) |
Other comprehensive (loss) income, tax | 0 | 0 | 0 | |
Parent | Reportable legal entities | ||||
Operating expenses | ||||
General and administrative expenses | (2,698) | (388) | (6,610) | (30) |
Operating loss | (2,698) | (388) | (6,610) | (30) |
Share of losses of subsidiaries and VIE | (188,962) | (27,142) | (501,396) | (1,227,847) |
Interest expense | (10,756) | (1,545) | (30) | |
Interest income | 18 | 14 | ||
Net loss attributable to ordinary shareholders | (202,416) | (29,075) | (507,988) | (1,227,893) |
Foreign currency translation adjustments | 39,273 | 5,641 | 111,590 | (133,767) |
Comprehensive loss attributable to BEST Inc. | (163,143) | $ (23,434) | (396,398) | (1,361,660) |
Other comprehensive (loss) income, tax | ¥ 0 | ¥ 0 | ¥ 0 |
CONDENSED FINANCIAL INFORMATI_5
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY - Condensed Statements of Cash Flows (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019CNY (¥) | Dec. 31, 2019USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
Condensed Statements of Cash Flows | ||||
Net cash generated from operating activities | ¥ 852,833 | $ 122,502 | ¥ 637,204 | ¥ 25,602 |
Net cash used in investing activities | (1,912,482) | (274,711) | (1,230,953) | (4,105,923) |
Net cash generated from financing activities | 2,011,812 | 288,978 | 557,149 | 3,730,859 |
Net increase/(decrease) in cash and cash equivalents | 957,807 | 137,580 | 16,579 | (397,703) |
Cash and cash equivalents at beginning of year | 1,630,444 | 1,240,431 | ||
Cash and cash equivalents at end of year | 1,994,683 | 286,518 | 1,630,444 | 1,240,431 |
Parent | Reportable legal entities | ||||
Condensed Statements of Cash Flows | ||||
Net cash generated from operating activities | 4,218 | 606 | 3,132 | 56,730 |
Net cash used in investing activities | (1,224,149) | (175,838) | (41,166) | (3,069,955) |
Net cash generated from financing activities | 1,224,514 | 175,891 | 4,249 | 3,031,915 |
Net increase/(decrease) in cash and cash equivalents | 4,583 | 659 | (33,785) | 18,690 |
Cash and cash equivalents at beginning of year | 5,350 | 768 | 39,135 | 39,135 |
Cash and cash equivalents at end of year | ¥ 9,933 | $ 1,427 | ¥ 5,350 | ¥ 39,135 |