6-K

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of June 2024

Commission File Numbe r: 001-40540

Atour Lifestyle Holdings Limited

(Exact name of registrant as specified in its charter)

1st floor, Wuzhong Building,

618 Wuzhong Road, Minhang District,

Shanghai, People’s Republic of China

(+86) 021-64059928

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F ☒Form 40-F ☐

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EXHIBIT INDEX

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Exhibit No.	Description
​	​
99.1	Unaudited Condensed Consolidated Financial Statements
101.INS	Inline XBRL Instance Document
101.SCH	Inline XBRL Taxonomy Extension Schema Document
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

,	​	​
​	Atour Lifestyle Holdings Limited
​	​
Date: June 10, 2024	By:	/s/ HAIJUN WANG
​	​	Name: Haijun Wang
​	​	Title: Chairman of the Board of Director and Chief Executive Officer

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Table of Contents Exhibit 99.1

ATOUR LIFESTYLE HOLDINGS LIMITED

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

	****	Page
Unaudited Condensed Consolidated Financial Statements	​	​
Unaudited Condensed Consolidated Balance Sheets as of December 31, 2023 and March 31, 2024	​	F-2
Unaudited Condensed Consolidated Statements of Comprehensive Income for the Three Months Ended March 31, 2023 and 2024	​	F-5
Unaudited Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2023 and 2024	​	F-6
Notes to the Unaudited Condensed Consolidated Financial Statements	​	F-7

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​ F-1

Table of Contents ATOUR LIFESTYLE HOLDINGS LIMITED

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(All amounts in thousands, except share data and per share data, or otherwise noted)

​	​	​	​	​	​	​	​	​
​	​	​	​	As of December 31,	​	As of March 31,
​	​	Note	​	2023	​	2024
​	****	​	****	RMB	****	RMB		USD
​	​	​	​	​	​	​	​	(Note 2(b))
Assets		​	​	​	​	​	​	​
Current assets		​	​	​	​	​	​	​
Cash and cash equivalents				2,840,807		3,048,408		422,200
Short-term investments	​	​	​	751,794	​	711,525	​	98,545
Accounts receivable, net of allowance of RMB32,298 and RMB30,972 as of December 31, 2023 and March 31, 2024, respectively		12(b)		162,101		164,553		22,790
Prepayments and other current assets		3		251,900		270,544		37,470
Amounts due from related parties		15(b)		115,900		135,085		18,709
Inventories		​		119,078		105,711		14,641
Total current assets	****	​	****	4,241,580	****	4,435,826	****	614,355
Non-current assets		​		​	​	​	​	​
Restricted cash		​		946		946		131
Contract costs		12(d)		98,220		105,440		14,603
Property and equipment, net		4		266,120		280,378		38,832
Operating lease right-of-use assets	​	6	​	1,712,580	​	1,662,001	​	230,184
Intangible assets, net		5		4,247		4,240		587
Goodwill		​		17,446		17,446		2,416
Other assets		7		100,939		93,435		12,942
Deferred tax assets		​		144,947		160,832		22,275
Total non-current assets	****	​	****	2,345,445	****	2,324,718	****	321,970
Total assets	****	​	****	6,587,025	****	6,760,544	****	936,325

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The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

​ F-2

Table of Contents ATOUR LIFESTYLE HOLDINGS LIMITED

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(All amounts in thousands, except share data and per share data, or otherwise noted)

​	​	​	​	​	​	​	​	​
​	​	​	​	As of December 31,	​	As of March 31,
​	​	Note	​	2023	​	2024
​	****	​	****	RMB	****	RMB	****	USD
​	​	​	​	​	​	​	​	(Note 2(b))
Liabilities and shareholders’ equity	​	​	​	​	​	​	​	​
Current liabilities		​		​	​	​		​
Operating lease liabilities, current	​	6	​	295,721	​	316,113	​	43,781
Accounts payable		​		594,545	​	443,512	​	61,426
Deferred revenue, current		12(b)		406,066	​	381,768	​	52,874
Salary and welfare payable		​		189,823	​	132,487	​	18,349
Accrued expenses and other payables		9		684,391	​	759,669	​	105,213
Income taxes payable		​		136,201	​	169,241	​	23,440
Short-term borrowings		10		70,000	​	90,000	​	12,465
Amounts due to related parties		15(b)		1,104	​	1,979	​	274
Total current liabilities	****	​	****	2,377,851	​	2,294,769	​	317,822
Non-current liabilities		​		​	​	​	​	​
Operating lease liabilities, non-current	​	6	​	1,583,178	​	1,524,968	​	211,206
Deferred revenue, non-current		12(b)		369,455	​	400,041	​	55,405
Long-term borrowings, non-current portion		10		2,000	​	2,000	​	277
Other non-current liabilities		11		194,452	​	210,318	​	29,129
Total non-current liabilities	****	​	****	2,149,085	​	2,137,327	​	296,017
Total liabilities	****	​	****	4,526,936	​	4,432,096	​	613,839

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The accompanying notes are an integral part of these condensed consolidated financial statements.

​ F-3

Table of Contents ATOUR LIFESTYLE HOLDINGS LIMITED

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(All amounts in thousands, except share data and per share data, or otherwise noted)

​	​	​	​	​	​	​	​
​	​	​	As of December 31,	​	As of March 31,
​	Note	​	2023	​	2024
​	​	****	RMB	****	RMB	****	USD
​	​	​	​	​	​	​	(Note 2(b))
Shareholders’ equity	​		​		​		​
Class A ordinary shares (0.0001 par value; 2,900,000,000 shares authorized; 340,316,306 shares and 344,458,568 shares issued as of December 31, 2023 and March 31, 2024, respectively; 339,104,792 shares outstanding)	​		244	​	244	​	34
Class B ordinary shares (0.0001 par value; and 100,000,000 shares authorized; 73,680,917 shares issued and outstanding)	​		56	​	56	​	8
Additional paid in capital	​		1,555,773	​	1,558,915	​	215,907
Retained earnings	​		507,226	​	764,384	​	105,866
Accumulated other comprehensive income	​		4,769	​	12,278	​	1,700
Total equity attributable to shareholders of the Company	​	****	2,068,068	​	2,335,877	​	323,515
Non-controlling interests	​		(7,979)	​	(7,429)	​	(1,029)
Total shareholders’ equity	​	****	2,060,089	​	2,328,448	​	322,486
Commitments and contingencies	16		—	​	—	​	—
Total liabilities and shareholders’ equity	​	****	6,587,025	​	6,760,544	​	936,325

All values are in US Dollars.

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The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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​ F-4

Table of Contents ATOUR LIFESTYLE HOLDINGS LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(All amounts in thousands, except share data and per share data, or otherwise noted)

​	​	​	​	​	​	​	​	​
​	****	​	​	For the three months ended March 31,
​	​	Note	****	2023	****	2024
​	​	​	​	RMB	​	RMB	​	USD
​	​	​	​	​	​	​	​	(Note 2(b))
Revenues:		12
Manachised hotels		​		446,798		836,111		115,800
Leased hotels		​		187,310		168,049		23,275
Retail		​		112,933		416,591		57,697
Others	​	​	​	26,895	​	47,542	​	6,584
Net revenues	****	​	****	773,936	****	1,468,293	****	203,356
Operating costs and expenses:		​		​		​		​
Hotel operating costs		​		(381,632)		(662,169)		(91,709)
Retail costs	​	​	​	(61,517)	​	(206,103)	​	(28,545)
Other operating costs		​		(10,137)		(9,826)		(1,361)
Selling and marketing expenses		​		(56,009)		(174,711)		(24,197)
General and administrative expenses		​		(193,204)		(76,655)		(10,617)
Technology and development expenses		​		(16,790)		(24,181)		(3,349)
Total operating costs and expenses	****	​	****	(719,289)	****	(1,153,645)	****	(159,778)
Other operating income, net		​	​	7,230		10,009		1,386
Income from operations	****	​	​	61,877	****	324,657	****	44,964
Interest income		​	​	4,843		13,519		1,872
Gain from short-term investments		​	​	5,354		9,592		1,328
Interest expense		​	​	(1,927)		(673)		(93)
Other (expenses) income, net		​	​	551		(466)		(65)
Income before income tax	****	​	​	70,698	****	346,629	****	48,006
Income tax expense		8	​	(52,626)		(88,921)		(12,315)
Net income	****	​	​	18,072	****	257,708	****	35,691
Less: net income attributable to non-controlling interests		​	​	197		550		76
Net income attributable to the Company	****	****	****	17,875	****	257,158	****	35,615
​	​	​	​	​	​	​	​	​
Net income	****	​	​	18,072	****	257,708	****	35,691
Other comprehensive income (loss)		​	​	​		​		​
Foreign currency translation adjustments, net of nil income taxes		​	​	(2,080)		7,509		1,040
Other comprehensive income (loss), net of income taxes	​	​	​	(2,080)	​	7,509	​	1,040
Total comprehensive income	****	​	​	15,992	****	265,217	****	36,731
Comprehensive income attributable to non-controlling interests		​	​	197		550		76
Comprehensive income attributable to the Company	****	​	​	15,795	****	264,667	****	36,655
Net income per ordinary share		13	​	​		​		​
—Basic		​	​	0.05		0.62		0.09
—Diluted	​	​	​	0.04	​	0.62	​	0.09
Weighted average ordinary shares used in calculating net income per ordinary share		13	​	​		​		​
—Basic	​	​	​	393,958,225	​	412,841,106	​	412,841,106
—Diluted		​	​	412,310,616		416,114,169		416,114,169

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The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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​ F-5

Table of Contents ​

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ATOUR LIFESTYLE HOLDINGS LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(All amounts in thousands, except share data and per share data, or otherwise noted)

​	​	​	​	​	​	​
​	****	For the three months ended March 31,
​	​	2023	​	2024
​	​	RMB	​	RMB	​	USD
​	​	​	​	​	​	(Note 2(b))
Cash flows from operating activities:	​	​	​	​	​	​
Net cash generated from operating activities	​	361,657	​	143,236	​	19,838
Cash flows from investing activities:	​	​	​	​	​	​
Payment for purchases of property and equipment	​	(17,619)	​	(12,615)	​	(1,747)
Payment for purchases of intangible assets	​	—	​	(282)	​	(39)
Payment for purchases of short-term investments	​	(1,328,350)	​	(2,664,000)	​	(368,959)
Proceeds from maturities of short-term investments	​	1,332,460	​	2,713,861	​	375,865
Net cash generated from (used in) investing activities	​	(13,509)	​	36,964	​	5,120
Cash flows from financing activities:	​	​	​	​	​	​
Proceeds from borrowings	​	40,000	​	20,000	​	2,770
Repayment of borrowings	​	(980)	​	—	​	—
Net cash generated from financing activities	​	39,020	​	20,000	​	2,770
Effect of exchange rate changes on cash and cash equivalents and restricted cash		(1,402)		7,401		1,025
Net increase in cash and cash equivalents and restricted cash	****	385,766	****	207,601	****	28,753
Cash and cash equivalents and restricted cash at the beginning of the period		1,590,107		2,841,753		393,578
Cash and cash equivalents and restricted cash at the end of the period		1,975,873		3,049,354		422,331
Supplemental disclosure of cash flow information:		​		​		​
Income tax paid		17,708		71,766		9,939
Interest paid		2,549		813		113
Supplemental disclosure of non-cash investing and financing activities:		​		​		​
Payable for purchase of property and equipment		8,092		34,872		4,830
Interest payable		2,508		1,966		272
Supplemental disclosure of cash and cash equivalents and restricted cash:
Cash and cash equivalents		1,974,927	​	3,048,408	​	422,200
Restricted cash		946	​	946	​	131
Total cash and cash equivalents and restricted cash		1,975,873	​	3,049,354	​	422,331

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The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

​ F-6

Table of Contents ATOUR LIFESTYLE HOLDINGS LIMITED

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share data and per share data, or otherwise noted)

1.	Description of the business and organization

Description of the business

Atour Lifestyle Holdings Limited (“Atour” or the “Company”), is a holding company incorporated in the Cayman Islands. The Company conducts its business through its subsidiaries (“together referred to as the “Group”). The principal business activities of the Group are to develop lifestyle brands around hotel offerings in the People’s Republic of China (the “PRC”). On November 11, 2022, the Company completed its IPO on NASDAQ in the United States under the stock code “ATAT”.

Manachised hotels

Manachised hotels refers to franchised-and-managed hotels. Typically, the Group enters into certain franchise and management arrangements with franchisees for which the Group is responsible for providing branding, appointing and training of the hotel managers, and various other management services. Under typical franchise and management agreements, the franchisees are required to pay upfront franchise fees and continuing franchise fees, the majority of which are determined based on a certain percentage of the revenues of the hotel. The franchisees are responsible for hotel construction, renovation and maintenance. The term of the franchise and management agreements are typically eight to fifteen years.

Leased hotels

Leased hotels refer to the hotels that the Group operates and manages and where the properties are leased from third party lessors. The Group is responsible for hotel development and customization to conform to the Group’s standards, as well as for repairs and maintenance and operating costs and expenses of properties over the term of the lease. The Group is also responsible for all aspects of hotel operations and management, including hiring, training and supervising the hotel managers and employees required to operate the hotels and purchasing supplies.

As of March 31, 2024, the principal subsidiaries of the Group are as follows:

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​	​	​	​	​	​	​	​	​
​	****	​	****	Date of	****	​	****	​
​	​	​	​	Incorporation,	​	​	​	​
​	​	Percentage of	​	Merger or	​	Place of	​	Major
Subsidiaries	​	Ownership	​	Acquisition	​	Incorporation	​	Operation
Atour (Tianjin) Hotel Management Co., Ltd.		100%	​	August 30, 2012		PRC		Hotel management
Shanghai Atour Business Management (Group) Co., Ltd.	​	100%	​	February 17,2013	​	PRC	​	Hotel management
Xi'an Jiaduo Hotel Management Co., Ltd.	​	100%	​	August 30, 2013	​	PRC	​	Hotel management
Gongyu (Shanghai) Culture Communication Co., Ltd.		100%	​	December 02, 2014		PRC		Retail management
Shanghai Qingju Investment Management Co., Ltd.	​	100%	​	July 15, 2015	​	PRC	​	Investment management
Fuzhou Hailian Atour Hotel Management Co., Ltd.	​	51%	​	September 21, 2015	​	PRC	​	Hotel management
Chengdu Zhongchengyaduo Hotel Management Co., Ltd.	​	100%	​	November 26, 2015	​	PRC	​	Hotel management
Shanghai Hongwang Financial Information Service Co., Ltd.		100%	​	January 27, 2016		PRC		Financial information service management

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​ F-7

Table of Contents ​

​	​	​	​	​	​	​	​	​
​	****	​		Date of		****
​	​	​	​	Incorporation,	​	​	​	​
​	​	Percentage of	​	Merger or	​	Place of	​	Major
Subsidiaries	​	Ownership	​	Acquisition	​	Incorporation	​	Operation
Shanghai Shankuai Information Technology Co.,Ltd.	​	100%	​	February 01,2016	​	PRC	​	Retail management
Hangzhou Anduo Hotel Management Co., Ltd.	​	100%	​	April 20, 2017	​	PRC	​	Hotel management
Shanghai Leiduo Information Technology Co., Ltd.	​	100%	​	March 21, 2017	​	PRC	​	Retail management
Yueduo (Shanghai) Apartment Management Service Co., Ltd.	​	80%	​	March 23, 2017	​	PRC	​	Property Management
Shanghai Naiduo Hotel Management Co., Ltd.	​	100%	​	July 25, 2017	​	PRC	​	Hotel management
Shanghai Zhouduo Hotel Management Co., Ltd.	​	100%	​	August 04, 2017	​	PRC	​	Hotel management
Shanghai Chengduo Information Technology Co., Ltd.	​	100%	​	November 15, 2017	​	PRC	​	Software and Technology services
Beijing Chengduo Data Technology Co., Ltd.		100%	​	January 22, 2018		PRC		Technology services
Shanghai Xiangduo Enterprise Management Co., Ltd.		100%	​	April 13, 2018		PRC		Hotel management
Shanghai Guiduo Hotel Management Co., Ltd.		100%	​	May 08,2018		PRC		Hotel management
Atour (Shanghai) Travel Agency Co., Ltd.		100%	​	July 05, 2018		PRC		Travel agency operation
Guangzhou Zhongduo Hotel Management Co., Ltd.		100%	​	July 19, 2018		PRC		Hotel management
Shanghai Banduo Hotel Management Co., Ltd.		100%	​	October 11, 2018		PRC		Hotel management
Beijing Yueduo Property Management Co., Ltd.		80%	​	February 13, 2019		PRC		Property Management
Shanghai Xingduo Hotel Management Co., Ltd.		100%	​	May 24, 2019		PRC		Hotel management
Shanghai Jiangduo Information Technology Co., Ltd.		100%	​	March 07, 2019		PRC		Retail management
Shenzhen Jiaoduo Hotel Management Co., Ltd.	​	100%	​	March 25, 2019	​	PRC	​	Hotel management
Shanghai Huiduo Hotel Management Co., Ltd.		90%	​	July 15, 2019		PRC		Hotel management
Shanghai Mingduo Business Management Co., Ltd.		100%	​	July 18, 2019		PRC		Hotel management
Shanghai Youduo Hotel Management Co., Ltd.	​	100%	​	July 26, 2019	​	PRC	​	Hotel management
Shanghai Yinduo Culture Communication Co., Ltd.		100%	​	August 27, 2020		PRC		Retail management
Atour Hotel (HK) Holdings, Ltd.		100%	​	March 05, 2021		Hong Kong		Investment holding
Shanghai Rongduo Commercial Management Co., Ltd.	​	100%	​	June 13, 2022	​	PRC	​	Hotel management
Shanghai Yanduo Information Technology Co., Ltd.	​	100%	​	February 18, 2024	​	PRC	​	Retail management
Shanghai Yongduo Information Technology Co., Ltd.	​	100%	​	February 18, 2024	​	PRC	​	Retail management
Shanghai Dongduo Business Management Co., Ltd.	​	100%	​	February 22, 2024	​	PRC	​	Hotel management
Shanghai Qiduo Information Technology Co., Ltd.	​	100%	​	February 27, 2024	​	PRC	​	Retail management

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2.	Significant accounting policies
(a)	Basis of preparation
---	---

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted as permitted by rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). The consolidated balance sheet as of December 31, 2023 was derived from the audited consolidated financial statements of the Group. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements of the Group as of and for the year ended December 31, 2023.

In the opinion of management, all adjustments (which include normal recurring adjustments) necessary to present a fair statement of the financial position as of March 31, 2024, the results of operations and cash flows for the three months ended March 31, 2023 and 2024, have been made.

​ F-8

Table of Contents The preparation of the unaudited condensed consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, related disclosures of contingent assets and liabilities at the balance sheet date, and the reported revenues and expenses during the reported periods. Items subject to such estimates and assumptions include, but are not limited to, estimate of breakage, the fair value of share-based compensation awards, allowance for doubtful accounts, impairment of inventory and the impairment of long-lived assets. Changes in facts and circumstances may result in revised estimates. Actual results could differ from those estimates, and as such, differences may be material to the unaudited condensed consolidated financial statements.

The consolidated financial statements are presented in Renminbi (“RMB”), rounded to the nearest thousands except share data and per share data, or otherwise noted.

Certain comparative items in the unaudited condensed consolidated financial statements have been reclassified to conform to the current year’s presentation.

(b)	Convenience translation

Translations of balances in the unaudited condensed consolidated financial statements from RMB into United States dollars (“USD”) as of and for the three months ended March 31, 2024 are solely for the convenience of the readers and were calculated at the rate of USD1.00=RMB7.2203 representing the exchange rate set forth in the H.10 statistical release of the Federal Reserve Board on March 29, 2024. No representation is made that the RMB amounts could have been, or could be, converted, realized or settled into USD at that rate on March 31, 2024, or at any other rate.

(c)	Risks and concentration
(1)	Foreign exchange risk
---	---

As the Group’s principal activities are carried out in the PRC, the Group’s transactions are mainly denominated in RMB, which is not freely convertible into foreign currencies. All foreign exchange transactions involving RMB must take place through the People’s Bank of China or other institutions authorized to buy and sell foreign exchange. The exchange rates adopted for the foreign exchange transactions are the rates of exchange quoted by the People’s Bank of China that are determined largely by supply and demand.

The management does not expect that there will be any significant currency risk for the Group during the reporting periods.

(2)	Credit risk

The Group’s credit risk primarily arises from cash and cash equivalents, short-term investments, accounts receivable and amounts due from related parties. The carrying amounts of these financial instruments represent the maximum amount of loss due to credit risk.

The Group expects that there is no significant credit risk associated with the cash and cash equivalents, restricted cash and short-term investments which are held by reputable financial institutions. The Group believes that it is not exposed to unusual risks as these financial institutions have high credit quality.

Accounts receivable is unsecured and are primarily derived from revenue earned from manachised hotels. The risk with respect to accounts receivable is mitigated by credit evaluations performed on them.

Amounts due from related parties are unsecured and are derived from the hotel reservation payment collected by the related parties on behalf of the Group. The Group believes that it is not exposed to unusual risks as the related parties are reputable travel agencies.

(3)	Concentration

The Group’s hotel operating costs and retail costs include the costs of hotel supplies and retail products purchased from third party vendors. The following table summarizes vendors with greater than 10% of Group’s purchase of products.

​ F-9

Table of Contents

​	​	​	​	​	​
​	****	As of		As of	****
​	​	December 31,	​	March 31,	****
​	​	2023	​	2024	****
Vendor A		14	%	17	%

​

3.	Prepayments and other current assets

Prepayments and other current assets consist of the following:

​

​	​	​	​	​	​	​
​	​	​	​	As of December 31,	​	As of March 31,
​	****	Note	****	2023	****	2024
​	​	​	​	RMB	​	RMB
Receivables on behalf of manachised hotels^(1)^	​	​	​	187,806	​	204,425
Prepaid advertising fees	​	​	​	15,363	​	20,854
Prepaid property management fees	​	​	​	9,333	​	8,808
Deposits		​	​	2,331	​	7,885
VAT recoverable	​	​	​	17,522	​	7,110
Prepayment for purchase of goods and service	​	​	​	4,264	​	5,306
Contract assets	​	12(b)	​	5,184	​	5,267
Others		​	​	13,221	​	10,889
Subtotal		​	​	255,024	​	270,544
Less: allowance for doubtful accounts		​	​	(3,124)	​	—
Total		​	​	251,900	​	270,544
(1)	The amount represents fees to be collected from corporate customers and travel agencies on behalf of franchisees.
---	---

Changes in the allowance for doubtful accounts are as follows:

​

​	​	​	​	​
​	​	As of December 31,	​	As of March 31,
​	****	2023	****	2024
​	​	RMB	​	RMB
At the beginning of the year/period		3,124		3,124
Write-off		—		(3,124)
At the end of the year/period		3,124		—

​

​

4.	Property and equipment, net

Property and equipment, net consists of the following:

​

​	​	​	​	​
​	​	As of	​	As of
​	​	December 31,	​	March 31,
​	****	2023	****	2024
​	​	RMB	​	RMB
Cost:
Leasehold improvements		412,409	​	443,089
Equipment, fixture and furniture, and other fixed assets		421,207	​	393,359
Total cost		833,616	​	836,448
Less: accumulated depreciation		(567,496)	​	(556,070)
Property and equipment, net		266,120	​	280,378

​

Depreciation expense recognized for the three months ended March 31, 2023 and 2024 was RMB21,598 and RMB16,860 respectively. F-10

Table of Contents

5.	Intangible assets, net

Intangible assets, net, consist of the following:

​

​	​	​	​	​
​	​	As of	​	As of
​	​	December 31,	​	March 31,
​	****	2023	****	2024
​	​	RMB	​	RMB
Purchased software		11,055	​	11,337
Total cost		11,055	​	11,337
Less: accumulated amortization		(6,808)	​	(7,097)
Intangible assets, net		4,247	​	4,240

​

Amortization expense recognized for the three months ended March 31, 2023 and 2024 was RMB299 and RMB289 respectively.

Estimated amortization expense of the existing intangible assets is as follows:

​

​	​	​
​	​	RMB
Nine months ending December 31, 2024		803
2025		1,093
2026		864
2027		621
2028		269
Thereafter	​	590
Total		4,240

​

​

6.	Lease

As of March 31,2024, the Group operated 31 leased hotels, leasing the underlying buildings. The Group generally enters into lease agreements with initial terms of 5 to 15 years. Some of the lease agreements contain renewal options. Such options are accounted for only when it is reasonably certain that the Group will exercise the options. The rent under current hotel lease agreements is generally payable in fixed rent. In addition to hotels leases, the Group also leases office spaces and logistics centers. The lease agreements do not contain any material residual value guarantees or material restrictive covenants.

Right-of-use assets and lease liabilities are recognized upon lease commencement for operating leases. Variable lease payments that do not depend on a rate or index are expensed as incurred. The Group has elected not to recognize right-of-use assets or lease liabilities for leases with an initial term of 12 months or less and the Group recognizes lease expense for these leases on a straight-line basis over the lease term. In addition, the Group has elected not to separate non-lease components (e.g., common area maintenance fees) from the lease components.

In limited cases, the Group sublease certain hotels areas to third parties. Income from sublease agreements with third parties are included in retail revenues and others, within the unaudited condensed consolidated statements of comprehensive income. F-11

Table of Contents Supplemental Balance Sheet

​

​	​	​	​	​
​	​	As of	​	As of
​	​	December 31,	​	March 31,
​	​	2023	​	2024
​	**** ​	RMB	​	RMB
Assets	****	​	​	****
Operating lease right-of-use assets		1,712,580	​	1,662,001
Liabilities	****	​	​	​
Current		​	​	​
Operating lease liabilities		295,721	​	316,113
Non-current		​	​	​
Operating lease liabilities		1,583,178	​	1,524,968
Total lease liabilities		1,878,899	​	1,841,081

​

Summary of Lease Cost

​

​	​	​	​	​	​	​
​	****	For the three months ended March 31,			****	​
​	****	2023	​	2024	****	Account Classification
​	****	RMB	​	RMB	​	​
Operating lease cost		91,599	​	90,573		Hotel operating costs, Retail costs, Other operating costs, General and administrative expenses
Variable lease cost		(4,743)	​	—		Hotel operating costs, Retail costs
Sublease income		(3,188)	​	(3,890)		Net revenues-Others
Total lease cost	****	83,668	​	86,683

​

Supplemental Cash Flow Information

​

​	​	​	​	​
​	​	For the three months ended March 31,
​	​	2023	​	2024
​	****	RMB	​	RMB
Cash paid for amounts included in the measurement of lease liabilities:	​	​	​	​
Operating cash flows from operating leases	​	86,435	​	87,595
Right-of-use assets obtained in exchange for lease liabilities		—	​	16,654

​

​	​	​	​	​	​
​	****	As of December 31,	​	As of March 31,	​
​	​	2023	​	2024	​
Lease term and Discount Rate	​	​	​	​	​
Weighted-average remaining lease term (years)	​	​	​	​	​
Operating leases		7.42	​	7.23	​
Weighted-average discount rate	​	​	​	​	​
Operating leases		4.36	%	4.36	%

​

​ F-12

Table of Contents Summary of Future Lease Payments and Lease Liabilities

Maturities of operating lease liabilities as of March 31, 2024 were as follows:

​

​	​	​
​	****	Total
​	​	RMB
Nine months ending December 31, 2024		302,281
2025		319,304
2026		283,055
2027		273,731
2028	​	271,791
Thereafter		695,348
Total undiscounted lease payment		2,145,510
Less: imputed interest		(304,429)
Present value of lease liabilities		1,841,081

​

​

7.	Other assets

Other assets consist of the following:

​

​	​	​	​	​	​	​
​	​	​	​	As of December 31,	​	As of March 31,
​	****	Note	****	2023	****	2024
​	​	​	​	RMB	​	RMB
Long-term rental deposits		​	​	74,497		69,305
Contract assets		12(b)	​	54,446		52,949
Prepayments for purchase of property and equipment		​	​	815		—
Subtotal	​	​	​	129,758	​	122,254
Less: allowance for doubtful accounts	​	​	​	(28,819)	​	(28,819)
Total		​	​	100,939		93,435

​

Changes in the allowance for doubtful accounts is as follows:

​

​	​	​	​	​
​	****	As of	****	As of
​	​	December	​	March
​	​	31, 2023	​	31, 2024
​	​	RMB	​	RMB
At the beginning of the year/period	****	—	****	28,819
Additional provisions	****	28,819	****	—
At the end of the year/period	****	28,819	****	28,819

​

8.	Income tax

The income tax expense for the three months ended March 31, 2023 and 2024 was RMB52,626 and RMB88,921, respectively. The Company’s effective tax rates for the three months ended March 31, 2023 and 2024 was 74.4% and 25.7%, respectively.

The income tax expense for the three months ended March 31, 2023 reported in the unaudited condensed consolidated statement of comprehensive income materially differs from the amount computed by applying the PRC statutory income tax rate to income before income taxes, which is primarily due to non-deductible share-based compensation expenses. F-13

Table of Contents

9.	Accrued expenses and other payables

Accrued expenses and other payables consist of the following:

​

​	​	​	​	​
​	****	As of	​	As of
​	​	December 31,	​	March 31,
​	​	2023	​	2024
​	****	RMB	****	RMB
Payments received on behalf of manachised hotels^(1)^		441,174		516,107
Deposits	​	64,672	​	67,991
VAT and other taxes payable		68,719	​	61,950
Service fee	​	64,211	​	54,971
Payable for purchase of property and equipment		16,079	​	34,872
Others		29,536	​	23,778
Total		684,391	​	759,669
(1)	The amount represents the payments collected or to be collected from customers or travel agencies on behalf of the franchisees for the reservation of manachised hotels.
---	---
10.	Borrowings
---	---

Borrowings consist of the following:

​

​	​	​	​	​
​	****	As of	​	As of
​	​	December 31,	​	March 31,
​	​	2023	​	2024
​	****	RMB	****	RMB
Short-term borrowings:
Bank loans^(1)^		70,000		90,000
Total		70,000		90,000
Long-term borrowings, non-current portion:
Loan from third parties		2,000		2,000
Total		2,000		2,000
(1)	As of March 31, 2024, the Group had several credit facilities with third party banks under which the Group can borrow up to RMB510,000 during the term of the facilities mature from August 2024 to March 2025. The drawdown of the credit facilities is subject to the terms and conditions of each agreement. As of March 31, 2024, the unutilized credit facilities amounted to RMB420,000.
---	---

The weighted average interest rates of borrowings as of December 31, 2023 and March 31, 2024 were 3.3% and 3.2% per annum, respectively.

11.	Other non-current liabilities

Other non-current liabilities consist of the following:

​

​	​	​	​	​
​	​	As of	​	As of
​	​	December 31,	​	March 31,
​	​	2023	​	2024
​	****	RMB	****	RMB
Deposits received from franchisees		181,926		197,826
Asset retirement obligations		3,958	​	4,007
Others		8,568	​	8,485
Total		194,452	​	210,318

​

​ F-14

Table of Contents

12.	Revenue
(a)	Disaggregation of revenue
---	---

​

​	​	​	​	​
​	​	For the three months ended March 31,
​	​	2023	​	2024
​	****	RMB	****	RMB
Upfront franchise fees		10,693		14,901
Continuing franchise fees		278,429		388,987
Sales of hotel supplies and other products		140,679		396,543
Other transactions with the franchisees		16,997		35,680
Manachised hotels	****	446,798	****	836,111
Room		173,754		154,762
Food and beverage		12,263		11,996
Others		1,293		1,291
Leased hotels	****	187,310	****	168,049
Retail	****	112,933	****	416,591
Others	****	26,895	****	47,542
Total	****	773,936	****	1,468,293

​

No geographical information is presented as the operations, customers and long-lived assets of the Group are all located in the PRC.

(b)	Contract balances
i)	The following table provides information about accounts receivable from contracts with customers:
---	---

​

​	​	​	​	​
​	****	As of December 31,	​	As of March 31,
​	​	2023	****	2024
​	​	RMB	​	RMB
Accounts receivable		194,399		195,525
Less: allowance for doubtful accounts		(32,298)		(30,972)
Accounts receivable, net		162,101		164,553

​

Changes in the allowance for doubtful accounts is as follows:

​

​	​	​	​	​
​	​	As of December 31,	​	As of March 31,
​		2023		2024
​		RMB		RMB
At the beginning of the year/period		19,468		32,298
Cumulative effect of the adoption of ASU 2016-13	​	1,371	​	—
Allowance made during the year/period		11,935		667
Write off during the year/period	​	(476)	​	(1,993)
At the end of the year/period		32,298		30,972

​ F-15

Table of Contents

ii)	The following table provides information about contracts assets:

​

​	​	​	​	​
​	​	As of December 31,	​	As of March 31,
​	****	2023	****	2024
​	​	RMB	​	RMB
Current		5,184		5,267
Non-current		54,446		52,949
Subtotal	​	59,630	​	58,216
Less: allowance for doubtful accounts	​	(28,819)	​	(28,819)
Total contract assets		30,811		29,397

​

Changes in the allowance for doubtful accounts is as follows:

​

​	​	​	​	​
​	****	As of	****	As of
​	​	December 31,	​	March 31,
​	​	2023	​	2024
​	​	RMB	​	RMB
At the beginning of the year/period	****	—		28,819
Allowance made during the year/period		28,819	****	—
At the end of the year/period		28,819		28,819

​

iii)	The following table provides information about deferred revenue from contracts with customers:

​

​	​	​	​	​
​	​	As of December 31,	​	As of March 31,
​	****	2023	****	2024
​	​	RMB	​	RMB
Current		406,066		381,768
Non-current		369,455		400,041
Contract liabilities		775,521		781,809

​

The deferred revenue balances above as of December 31, 2023 and March 31, 2024 were comprised of the following:

​

​	​	​	​	​
​	​	As of December 31,	​	As of March 31,
​	****	2023	****	2024
​	​	RMB	​	RMB
Upfront franchise fees		420,421	​	453,555
Advances from sales of hotel supplies and other products		238,739	​	213,682
Loyalty program		44,787	​	44,155
Others		71,574	​	70,417
Deferred revenue		775,521	​	781,809

​

The Company recognized revenues of RMB64,502 and RMB181,955 during the three months ended March 31, 2023 and 2024, which were included in deferred revenue balance at the beginning of each period.

(c)	Revenue allocated to remaining performance obligation

Revenue allocated to remaining performance obligations represents contracted revenue that has not yet been recognized, which includes deferred revenue and amounts that will be invoiced and recognized as revenue in future periods.

As of December 31, 2023 and March 31, 2024, the Group had RMB420,421 and RMB453,555 of deferred revenues related to upfront franchise fees which are expected to be recognized as revenues over the remaining contract periods over 1 to 20 years.

The Group has elected, as a practical expedient, not to disclose the transaction price allocated to unsatisfied or partially unsatisfied performance obligations that are part of a contract that has an original expected duration of one year or less. F-16

Table of Contents

(d)	Contract costs

Contract costs capitalized as of December 31, 2023 and March 31, 2024 relate to the incremental sales commissions paid to the Group’s sales personnel whose selling activities resulted in customers entering into franchise and management agreements with the Group. Contract costs are recognized as part of selling and marketing expenses in the consolidated statements of comprehensive income in the period in which revenue from the franchise fees is recognized. The amount of capitalized costs recognized in the unaudited condensed consolidated statements of comprehensive income for the three months ended March 31, 2023 and 2024 were RMB2,322 and RMB3,125, respectively.

13.	Net income per ordinary share

Basic and diluted net income per ordinary share for the three months ended March 31, 2023 and 2024 are calculated as follow:

​

​	​	​	​	​
​	​	For the three months ended March 31,
​	****	2023	****	2024
​	​	RMB	​	RMB
Numerator:
Net income attributable to the Company		17,875	​	257,158
Denominator:
Weighted average number of ordinary shares (for basic calculation)		393,958,225	​	412,841,106
Effect of dilutive share-based awards^(1)^		18,352,391	​	3,273,063
Weighted average number of ordinary shares and dilutive potential ordinary shares outstanding (for diluted calculation)		412,310,616	​	416,114,169
Basic net income per ordinary share (in RMB)		0.05	​	0.62
Diluted net income per ordinary share (in RMB)		0.04	​	0.62
(1)	For the three months ended March 31, 2023 and 2024, 16,637 and 400,000 share options, respectively, were excluded from the calculation of diluted net income per ordinary share as their effects would have been anti-dilutive.
---	---

​

14.	Share based compensation

In accordance with the share incentive plan adopted in 2017 (“2017 Share Incentive Plan”), 51,200,000 ordinary shares were reserved to for issuance to selected persons including its directors, employees and consultants.

Under the 2017 Share Incentive Plan, share options granted contain a performance condition such that the awards only vest upon the completion of a Qualified IPO. For employees who terminate the employment before the completion of a Qualified IPO, the share options granted are forfeited upon the termination of employment. Options granted under the 2017 Share Incentive Plan are valid and effective for 10 years from the grant date.

In March 2021, the Company’s board of directors approved a new share incentive plan (“Public Company Plan”), 51,029,546 ordinary shares were reserved for issuance to selected persons including its directors, employees and consultants. The unvested portion of share options, representing 14,196,882 share options granted under the 2017 Share Incentive Plan (“Original Awards”) were replaced by the options granted under Public Company Plan (“Modified Awards”) in April 2021, with the terms of the Modified Awards substantially the same as those of the Original Awards.

Under the Public Company Plan, share options granted prior to the IPO either 1) vest upon the completion of a Qualified IPO or 2) have a graded vesting schedules in one to four years and vest upon completion of a Qualified IPO. Share options granted post IPO either vest upon grant or vest by a graded vesting schedule in one to four years. Options granted are valid and effective for 10 years from the grant date.

There were no grants or exercises of share options during the three months ended March 31, 2024. F-17

Table of Contents For the three months ended March 31, 2023 and 2024, the Group recognized RMB141,580 and RMB3,142 share-based compensation expenses. The share-based compensation expenses have been categorized as either hotel operating costs, general and administrative expenses or selling and marketing expenses, depending on the job functions of the grantees.

A summary of share-based compensation expenses recognized for the three months ended March 31, 2023 and 2024 are presented below:

​

​	​	​	​	​
​	****	For the three months ended March 31,
​	​	2023	****	2024
​	​	RMB	****	RMB
Hotel operating costs	​	124		57
Selling and marketing expenses		38	​	112
General and administrative expenses		141,418	​	2,973
Total		141,580	​	3,142

​

​

15.	Related party transactions

In addition to the related party information disclosed elsewhere in the unaudited condensed consolidated financial statements, the Group entered into the following material related party transactions.

​

​	​	​	​
Name of party	****	Relationship	****
Trip.com Group Ltd. and its subsidiaries<br><br>(collectively referred to as “Trip.com Group”)	​	Major shareholder of the Company and its affiliated entities	​

​

(a)	Major transactions with related parties

​

​	​	​	​	​
​	​	For the three months ended March 31,
​	​	2023	****	2024
​	****	RMB	****	RMB
Hotel reservation payments collected on behalf of the Group^(1)^			​
Trip.com Group		290,397	​	364,949
Hotel reservation service^(2)^	​	​	​	​
Trip.com Group		6,159	​	4,381
Corporate travel management service^(3)^	​	​	​	​
Trip.com Group	​	—	​	4,518
(1)	Hotel reservation payments collected on behalf of the Group represent room charges net off travel agency reservation service fees of manachised hotels and room charges of leased hotels.
---	---
(2)	Hotel reservation service represents travel agency reservation service fees of leased hotels.
---	---
(3)	Corporate travel management service represents the fees charged for accommodation and transportation of the Group’s business travels reserved through the management platform, which include the related service fees.
---	---
(b)	Balances with related parties
---	---

​

​	​	​	​	​
​	****	As of	​	As of
​	​	December 31,	​	March 31,
​	​	2023	​	2024
​	****	RMB	****	RMB
Amounts due from related parties	​		​
Trip.com Group		115,900	​	135,085
Amounts due to related parties	​	​	​	​
Trip.com Group		1,104		1,979

​

​ F-18

Table of Contents

16.	Commitments and contingencies
(a)	Capital commitments
---	---

As of March 31, 2024, the Group’s commitments related to leasehold improvements and installation of equipment for hotel operations was RMB7,560, which is expected to be incurred within a year.

(b)	Litigation and contingencies

The Group and its operations from time to time are, and in the future may be, parties to or targets of lawsuits, claims, investigations, and proceedings, including but not limited to non-compliance respect to licenses and permits, franchise and management agreements and lease contracts, which are handled and defended in the ordinary course of business. The Group believes that the ultimate liability, if any, in excess of amounts already provided for these matters in the unaudited condensed consolidated financial statements, is not likely to have a material adverse effect on the Group's results of operations, financial condition or cash flows.

​

​

17.	Changes in shareholders’ equity

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	****	​	****	​	****	​	****	​	****	​	****	​	****	​	****	Total	****	​	****	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	Accumulated	​	equity	​	​	​	​
​	​	​	​	​	​	​	​	​	​	Additional	​	​	​	other	​	attributable	​	Non-	​	​
​	​	​			​	​			​	paid-in	​	Accumulated	​	comprehensive	​	to shareholders	​	controlling	​	Total
​	​	Class A Ordinary shares			​	Class B Ordinary shares			​	capital	​	Deficit	​	loss	​	of the Company	​	interests	​	shareholders’ equity
​	​	Number of	​	​	​	Number of	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Shares	​	RMB	​	Shares	​	RMB	​	RMB	​	RMB	​	RMB	​	RMB	​	RMB	​	RMB
Balance at December 31, 2022	****	319,677,037	****	229	****	73,680,917	****	56	****	1,286,189	****	(78,304)	****	(10,865)	​	1,197,305	​	(9,899)	​	1,187,406
Cumulative effect of the adoption of ASU 2016-13		—		—		—		—		—		(1,028)		—	​	(1,028)	​	—	​	(1,028)
Balance at January 1, 2023		319,677,037		229		73,680,917		56		1,286,189		(79,332)		(10,865)	​	1,196,277	​	(9,899)	​	1,186,378
Profit for the period		—		—		—		—		—		17,875		—	​	17,875	​	197	​	18,072
Other comprehensive loss		—		—		—		—		—		—		(2,080)	​	(2,080)	​	—	​	(2,080)
Total comprehensive income		—		—		—		—		—		17,875		(2,080)	​	15,795	​	197	​	15,992
Share based compensation	****	—	****	—	****	—	****	—	****	141,580	****	—	****	—	​	141,580	​	—	​	141,580
Balance at March 31, 2023	****	319,677,037	****	229	****	73,680,917	****	56	****	1,427,769	****	(61,457)	****	(12,495)	****	1,353,652	****	(9,702)	****	1,343,950

​

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	Total	​	​	​	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	Accumulated	​	equity	​	​	​	​
​	​	​	​	​	****	​	​	​	****	​	****	​		other		attributable		Non-		​
​	​	​			​	​			​	Additional	​	Retained	​	comprehensive	​	to shareholders	​	controlling	​	Total
​	​	Class A Ordinary shares			​	Class B Ordinary shares			​	paid-in capital	​	earnings	​	income	​	of the Company	​	interests	​	shareholders’ equity
​		Number of	****	​	​	Number of	****	​	​	​	​	​	​	​	​	​	​	​	​	​
​	​	Shares	​	RMB	​	Shares	​	RMB	​	RMB	​	RMB	​	RMB	​	RMB	​	RMB	​	RMB
Balance at January 1, 2024	​	339,104,792	​	244	​	73,680,917	​	56	​	1,555,773	​	507,226	​	4,769	​	2,068,068	​	(7,979)	​	2,060,089
Profit for the period	​	—	​	—	​	—	​	—	​	—	​	257,158	​	—	​	257,158	​	550	​	257,708
Other comprehensive income	​	—	​	—	​	—	​	—	​	—	​	—	​	7,509	​	7,509	​	—	​	7,509
Total comprehensive income	​	—	​	—	​	—	​	—	​	—	​	257,158	​	7,509	​	264,667	​	550	​	265,217
Share based compensation	​	—	​	—	​	—	​	—	​	3,142	​	—	​	—	​	3,142	​	—	​	3,142
Balance at March 31, 2024	​	339,104,792	​	244	​	73,680,917	​	56	​	1,558,915	​	764,384	​	12,278	​	2,335,877	​	(7,429)	​	2,328,448

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​ F-19