QUHUO Ltd 20-F/A for FY2024
QUHUO Ltd (QH)
About this 20-F/A
QUHUO Ltd filed this 20-F/A on August 25, 2025, covering the fiscal year ended December 31, 2024 (FY2024).
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Amendment No.2)
(Mark One)
OR
For the fiscal year ended
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Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Of 1934. Yes ☐
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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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☒ | Emerging growth company |
If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards † provided pursuant to Section 13(a) of the Exchange Act.
†The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.
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(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ☐ No ☐
EXPLANATORY NOTE
Except as set forth above, this Amendment does not amend, update or restate in any way, any other item or disclosure contained in the Initial Filing. As a result, this Amendment does not reflect any event that has occurred after April 30, 2025. Accordingly, this Amendment should be read in conjunction with the Initial Filing as well as the Company’s other filings with, and reports furnished to, the SEC after April 30, 2025.
As required by Rule 12b-15 of the Securities and Exchange Act of 1934, as amended, the Company is filing or furnishing the certifications required under Section 302 and Section 906 of the Sarbanes-Oxley Act of 2002 as exhibits to this Amendment.
PART I
ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS
The following discussion of our financial condition and results of operations is based upon and should be read in conjunction with our consolidated financial statements and related notes included in this annual report. This report contains forward-looking statements. In evaluating our business, you should carefully consider the information provided under the caption “Item 3. Key Information-D. Risk Factors” in this annual report. We caution you that our businesses and financial performance are subject to substantial risks and uncertainties. See “Cautionary Note Regarding Forward-Looking Statements.”
A.Operating Results
Overview
We are a gig economy platform focusing on community-centered services in China. We operate a platform of large, flexible and standardized workforce. We provide tech-enabled, end-to-end operational solutions primarily to consumer service businesses, including on-demand delivery solutions, mobility service solutions, housekeeping and accommodation solutions and other services.
We generate revenue primarily from service fees paid by our industry customers, and to a lesser extent, from rental fees under our car leasing agreements with drivers engaged in our ride-hailing solutions. We incur cost from paying service fees to workers engaged in our solutions as independent contractors.
Our revenues were approximately RMB3,820.4 million, RMB3,702.4 million, and RMB 3,046.9million (US$417.4 million) in 2022, 2023 and 2024, respectively. We recorded net loss of approximately RMB16.4 million in 2022, and we recorded net income of approximately RMB6.0 million and RMB1.6 million (US$0.2 million) in 2023 and 2024, respectively. Excluding the effect of share-based compensation expenses, we recorded adjusted net income of approximately RMB3.3 million, RMB5.5 million, and RMB1.6 million (US$0.2 million) in 2022, 2023, and 2024 respectively. See “Non-GAAP Financial Measures.”
General Factors Affecting Our Results of Operations
Our results of operations and financial condition are affected by general factors driving China’s gig economy and consumer service market, including (1) economic factors, such as China’s overall economic growth, the increase in per-capita disposable income and the level and growth in consumer spending in China, (2) technology factors, such as development of mobile technology and the rate of mobile internet penetration in China, and (3) labor factors, such as rising labor costs in China. Unfavorable changes in any of these general factors could materially and adversely affect our business and results of operations.
Specific Factors Affecting Our Results of Operations
While our business is influenced by general factors affecting the gig economy and on-demand consumer service market in China generally, our results of operations are also directly affected by certain company specific factors, including the following major factors:
Our ability to grow on-demand delivery solutions
We currently generate nearly all of our revenues from on-demand delivery solutions, and our ability to grow these solutions is critical to our results of operations and financial condition. Factors affecting the growth of our on-demand delivery solutions include the overall market demand for online ordering of prepared food, the competitiveness of our solutions in terms of service quality and pricing, our ability to maintain and increase our fee levels vis-à-vis industry customers, our strategic partnerships with industry customers, our relationships with workers on our platform, and our ability to increase the share of wallet from industry customers in the current geographical markets where we operate as well as our ability to expand into new geographical markets. Adverse changes in these factors will affect our ability to grow on-demand delivery solutions.
1
Our ability to expand our customer portfolio and industry coverage
Certain industry customers for our on-demand delivery solutions have contributed a significant portion of our revenues in the past. The business performance of these industry customers will affect our results of operations and prospects. We continually seek to diversify our customer portfolio to reduce the concentration of our revenue stream through competitive solution offerings. In addition, we launched mobility service solutions and housekeeping and accommodation solutions in recent years, and we plan to continue to expand into new industries. Our platform and business model in the new industries we recently entered into have not been fully proven given our limited operating history. We may incur significant cost and experience a prolonged ramp-up period, and our ability to apply our accumulated industry knowledge and operational experience to these new industries is critical to our business growth and prospects.
Our ability to attract, retain and manage workers cost-effectively
Our operational cost is affected by the number of workers on our platform and the amount of service fees we paid to workers and third-party labor service companies. Our continued growth depends in part on our ability to cost-effectively attract, retain and manage workers on our platform, especially our ability to cultivate a flexible workforce and deploy the same workers across different industry settings by having them serve multiple roles offered on our platform to optimize our operational costs. We have focused on offering better earning opportunities and career prospects and enhancing the bonds among our workers. Our ability to attract, retain and manage workers cost-effectively can be affected by a number of factors, including the quality of our training, the work-life support and services we provide, the attractiveness of the earning opportunities and career prospects we offer, and other macroeconomic, social and political factors that may affect labor cost, supply or migration.
Our ability to compete and manage our growth effectively
As our addressable market within a single industry setting is highly fragmented, we must continue to compete effectively in order to solidify our market leading position and maintain long-term profitability. In each industry setting we serve, we compete with labor outsourcing companies and service suppliers that are independent from or affiliated with industry customers, as well as online workforce marketplaces. In addition, we have historically incurred significant costs in a lump sum to acquire the rights to render on-demand delivery services in additional delivery areas for certain industry customers and may continue to make more such acquisitions to expand the geographical coverage of our on-demand delivery solutions. As we continue to grow our business and increase our market share, our ability to acquire more service stations at favorable pricing, control our costs and expenses, improve operational efficiency by achieving greater economies of scale, and compete effectively with competitors is crucial to our sustainable growth.
Continued investment in our technology infrastructure and talent
We continue to invest in our technology infrastructure, including Quhuo+, to accommodate the expanded scope and heightened complexity of our operations. An enhanced technology infrastructure based on Quhuo+ will allow us to continually optimize our operational efficiency, refine our solutions through improved data-driven analytics, facilitate our expansion into new geographical markets and industries. We also continue to invest in talent, particularly technicians, engineers and other tech-related talents, which will increase our research and development expenses. Our ability to maintain and improve the functionality of our technology infrastructure in line with our business scale will be a key driver for our sustainable growth.
Seasonality
We experience seasonality in our business, primarily attributable to the seasonality of our industry customers’ businesses. For example, we generally experience an increase in demand for our on-demand delivery solutions during inclement weather conditions and holidays and suffer a shortage of workforce during Chinese New Year holidays which may fall between late January and late February. Other seasonal trends may develop, or these current seasonal trends may become more extreme, which would contribute to fluctuations in our results of operations.
Strategic investment and acquisitions
We have made, and intend to continue to make, strategic acquisitions to solidify our current market presence and expand into new industries. We intend to selectively pursue strategic alliances and investments to further strengthen our competitiveness. We will evaluate and execute alliance, investment and acquisition opportunities that complement and scale up our business, optimize our profitability, help us expand into adjacent industries and add new capabilities to our platform. Our strategic alliances, investments and acquisitions may affect our business growth.
2
Non-GAAP Financial Measures
To supplement our consolidated financial statements which are presented in accordance with U.S. GAAP, we use adjusted net income/loss and adjusted EBITDA, which are non-GAAP financial measures, in evaluating our operating results and for financial and operational decision-making purposes. Adjusted net income/loss represents net income before share-based compensation expenses. Adjusted EBITDA represents adjusted net income/loss before income tax expense, depreciation, amortization and interest expense. We believe that adjusted net income/loss and adjusted EBITDA help identify underlying trends in our business that could otherwise be distorted by the effect of share-based compensation expenses. We believe that such non-GAAP financial measures also provide useful information about our operating results, enhance the overall understanding of our past performance and future prospects and allow for greater visibility with respect to key metrics used by our management in its financial and operational decision-making.
The non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. It should not be considered in isolation or construed as alternatives to net loss or any other measure of performance or as an indicator of our operating performance. Investors are encouraged to review the historical non-GAAP financial measure in light of the most directly comparable GAAP measures, as shown below. The non-GAAP financial measures presented here may not be comparable to similarly titled measures presented by other companies. Other companies may calculate similarly titled measures differently, limiting their usefulness as comparative measures to our data. We encourage investors and others to review our financial information in its entirety and not rely on a single financial measure.
The table below sets forth a reconciliation of the non-GAAP financial measures for the periods indicated:
|
| For the Year Ended December 31, | ||||||
| | 2022 | | 2023 | | 2024 | ||
| | RMB |
| RMB |
| RMB |
| US$ |
| | (in thousands) | ||||||
GAAP net (loss)/income | | (16,414) | | 6,008 | | 1,612 | | 221 |
Reconciliation item: | | | | | | | | |
Add: |
| |
| |
| |
| |
Share-based compensation expenses, net of tax impact of nil |
| 19,762 |
| (495) |
| — |
| — |
Non-GAAP adjusted net income |
| 3,348 |
| 5,513 |
| 1,612 |
| 221 |
Add: |
| |
| |
| |
| |
Income tax expense/(benefit) |
| 21,002 |
| (927) |
| (18,343) |
| (2,513) |
Depreciation |
| 7,513 |
| 5,316 |
| 4,508 |
| 618 |
Amortization |
| 21,094 |
| 20,430 |
| 17,192 |
| 2,355 |
Interest expense |
| 5,683 |
| 4,882 |
| 4,105 |
| 562 |
Non-GAAP adjusted EBITDA |
| 58,640 |
| 35,214 |
| 9,074 |
| 1,243 |
Key Components of Our Results of Operations
Revenues
We generate revenues from on-demand delivery solutions, mobility service solutions and housekeeping solutions and other services. In 2022, 2023 and 2024, our total revenues were RMB3,820.4 million, RMB3,702.4 million and RMB3,046.9 million (US$417.4 million), respectively. The following table sets forth the breakdown of our total revenues, both in absolute amounts and as a percentage of total revenues, for the periods indicated.
|
| For the Year Ended December 31, | ||||||||||||
| | 2022 | | 2023 | | 2024 | ||||||||
| | RMB |
| % |
| RMB |
| % |
| RMB |
| US$ |
| % |
| | (RMB in thousands, except for percentages) | ||||||||||||
Revenues: | |
| |
| |
| |
| |
| |
| |
|
On-demand delivery solutions | | 3,638,729 | | 95.3 | | 3,412,802 | | 92.2 | | 2,828,483 | | 387,501 | | 92.8 |
Mobility service solutions |
| 108,081 |
| 2.8 |
| 233,837 |
| 6.3 |
| 175,148 | | 23,995 |
| 5.7 |
Housekeeping solutions |
| 72,576 |
| 1.9 |
| 48,670 |
| 1.3 |
| 30,125 | | 4,127 |
| 1.0 |
Others |
| 992 |
| 0.0 |
| 7,078 |
| 0.2 |
| 13,115 | | 1,797 |
| 0.5 |
Total revenues |
| 3,820,378 |
| 100.0 |
| 3,702,387 |
| 100.0 |
| 3,046,711 | | 417,420 |
| 100.0 |
3
On-demand delivery solutions
In 2022, 2023 and 2024, our revenues generated from on-demand delivery solutions were RMB3,638.7 million, RMB3,412.8 million and RMB2,828.5 million (US$387.5 million), representing 95.3%, 92.2% and 92.8% of our total revenues in the same periods, respectively. We derive revenue from service fees paid by industry customers based on the number of fulfilled orders, generally subject to monthly dynamic KPI-based adjustments, such as the timely delivery rate and complaint rate. Different industry customers may use different formulas to calculate such adjustments, which may change from time to time in line with their specific requirement and assessment of our services.
Mobility service solutions
Our mobility service solutions comprise ride-hailing solutions, shared-bike maintenance solutions, vehicle export solutions and freight service solutions. Our revenues generated from mobility solutions were RMB108.1 million, RMB233.8 million and RMB175.1 million (US$24.0 million) in 2022, 2023 and 2024, respectively. For shared-bike maintenance solutions, we derive revenue from service fees paid by bike-sharing companies based on service hours and/or the number of shared-bikes we transported and identified as malfunctioned. For ride-hailing solutions, we primarily derived revenue from rental fees under our car leasing agreements with drivers. For vehicle export solutions, we derive revenue from selling vehicles under our sales contracts with clients. For freight service solutions, we derive revenue from service fees paid by industry customers based on the number of transportation orders we fulfilled.
Housekeeping solutions
We launched our housekeeping solutions in January 2019, and continuously tapped into new industries to provide diversified, flexible earning opportunities for workers on our platform. We generated revenues of RMB72.6 million, RMB48.7 million and RMB30.1 million (US$4.1 million) from housekeeping solutions in 2022, 2023 and 2024, respectively. We primarily derived revenue from service fees paid by industry customers based on the number of fulfilled orders.
Cost of revenues
Our cost of revenues was RMB3,567.7 million, RMB3,535.8 million and RMB2,973.2 million (US$407.3 million) in 2022, 2023 and 2024, respectively. The following table sets forth the components of cost of revenues, both in absolute amount and as a percentage of our total revenues, for the periods indicated.
|
| For the Year Ended December 31, | ||||||||||||
| | 2022 | | 2023 | | 2024 | ||||||||
| | RMB |
| % |
| RMB |
| % |
| RMB |
| US$ |
| % |
| | (in thousands, except for percentages) | ||||||||||||
Cost of revenues: | |
| |
| |
| |
| |
| |
| |
|
Service fees paid to workers and team leaders | | 3,187,567 | | 83.5 | | 3,029,775 | | 81.8 | | 2,550,845 | | 349,464 | | 83.7 |
Vehicle export expenses | | — | | — | | 151,856 | | 4.1 | | 100,588 | | 13,781 | | 3.3 |
Hiring expenses |
| 137,066 |
| 3.6 | | 117,964 |
| 3.2 | | 114,763 |
| 15,722 | | 3.8 |
Office and equipment expenses |
| 88,258 |
| 2.3 | | 92,171 |
| 2.5 | | 75,191 |
| 10,301 | | 2.5 |
Insurance expenses |
| 88,669 |
| 2.3 | | 83,405 |
| 2.3 | | 85,964 |
| 11,777 | | 2.8 |
Freight services costs |
| 27,276 |
| 0.7 | | 15,131 |
| 0.4 | | 695 |
| 95 | | — |
Car rental and maintenance expenses |
| 10,195 |
| 0.3 | | 13,788 |
| 0.4 | | 18,414 |
| 2,523 | | 0.6 |
Platform commissions |
| 1,431 |
| — | | 5,196 |
| 0.1 | | 4,110 |
| 563 | | 0.1 |
Others(1) |
| 27,228 |
| 0.7 | | 26,492 |
| 0.7 | | 22,588 |
| 3,095 | | 0.7 |
Total |
| 3,567,690 |
| 93.4 | | 3,535,778 |
| 95.5 | | 2,973,158 |
| 407,321 | | 97.5 |
(1)Represents depreciation and amortization, taxes and surcharges and other costs.
Service fees paid to workers and team leaders
We incurred service fees paid to workers and team leaders in relation to our on-demand delivery solutions, mobility service solutions and housekeeping and accommodation solutions and other services. Our service fees were RMB3,187.6 million, RMB3,029.8 million and RMB2,550.8 million (US$349.5 million) in 2022, 2023 and 2024, respectively.
4
Vehicle export expenses
Vehicle export expense related to cost of procurement, technical preparation and upgrades fees and exportation of vehicles paid to third-party companies. Our vehicle export expenses were RMB151.9 million and RMB100.6 million (US$13.8 million) in 2023 and 2024, respectively.
Hiring expenses
Hiring expenses related to service fees paid to third-party labor service companies and referral fees paid to existing workers on our platform. Our hiring expenses were RMB137.1 million, RMB118.0 million and RMB114.8 million (US$15.7 million) in 2022, 2023 and 2024, respectively.
Office and equipment expenses
Office and equipment expenses related to rental fees and property management fees in relation to our service stations and on-demand delivery supplies purchased for riders. Our office and equipment expenses were RMB88.3 million, RMB92.2 million and RMB75.2 million (US$10.3 million) in 2022, 2023 and 2024, respectively.
Insurance expenses
Insurance costs were incurred for purchasing relevant insurance policies for workers on our platform. Our insurance costs were RMB88.7 million, RMB83.4 million and RMB86.0 million (US$11.8 million) in 2022, 2023 and 2024, respectively.
Freight services costs
Freight services costs were related to our freight service solutions and primarily represented service fees paid to the fleets. Our freight services costs were RMB27.3 million, RMB15.1 million and RMB0.7 million (US$0.1 million) in 2022, 2023 and 2024, respectively. The significant decrease in costs in 2024 was due to the cease from providing freight services in the second half of 2023.
Car rental and maintenance expenses
Car rental and maintenance expenses related to rental fees we paid to lessors for rented vehicles for our mobility service solutions and the depreciation expense and maintenance expense associated with the vehicles we owned. Our car rental and maintenance costs were RMB10.2 million, RMB13.8 million and RMB18.4 million (US$2.5 million) in 2022, 2023 and 2024, respectively.
Platform commissions
Platform commissions represented commission charges paid to B&B reservation platforms in relation to our accommodation services. Our platform commissions were RMB1.4 million, RMB5.2 million and RMB4.1 million (US$0.6 million) in 2022, 2023 and 2024, respectively.
Gross Profit
As a result of the foregoing, our gross profit was RMB252.7 million, RMB166.6 million and RMB73.7 million (US$10.1 million) in 2022, 2023 and 2024, respectively, and our gross profit margin was 6.6%, 4.5% and 2.4% in 2022, 2023 and 2024, respectively.
5
Operating Expenses
Our operating expenses consist of general and administrative expenses, research and development expenses, gain on disposal of assets and goodwill impairment. The following table sets forth the components of operating expenses, in absolute amounts and as a percentage of our total revenues, for the periods indicated.
|
| For the Year Ended December 31, | ||||||||||||
| | 2022 | | 2023 | | 2024 | ||||||||
| | RMB |
| % |
| RMB |
| % |
| RMB |
| US$ |
| % |
| | (in thousands, except for percentages) | ||||||||||||
Operating expenses: | |
| |
| |
| |
| |
| |
| |
|
General and administrative expenses | | (213,592) | | (5.6) | | (184,336) | | (5.0) | | (148,627) | | (20,362) | | (4.9) |
Research and development expenses |
| (12,540) |
| (0.3) |
| (12,378) |
| (0.3) |
| (10,690) |
| (1,465) |
| (0.4) |
Gain on disposal of intangible assets |
| 13,975 |
| 0.3 |
| 22,317 |
| 0.6 |
| 75,220 |
| 10,305 |
| 2.5 |
Goodwill impairment |
| (4,882) |
| (0.1) |
| — |
| — |
| — |
| — |
| — |
Total operating expenses |
| (217,039) |
| (5.7) |
| (174,397) |
| (4.7) |
| (84,097) |
| (11,522) |
| (2.8) |
General and administrative expenses
We recorded general and administrative expenses of RMB213.6 million, RMB184.3 million and RMB148.6 million (US$20.4 million) in 2022, 2023 and 2024, respectively. Our general and administrative expenses consist primarily of (1) salaries and benefits for our operational staff, (2) professional service fees, (3) share-based compensation expenses and (4) office expenses.
Research and development expenses
We recorded research and development expenses of RMB12.5 million, RMB12.4 million and RMB10.7 million (US$1.5 million) in 2022, 2023 and 2024, respectively. Our research and development expenses consist primarily of salaries and benefits for our research and development personnel. We believe that our continued investment in research and development is critical to our growth. As we seek to upgrade our technology infrastructure, including Quhuo+, to support our business growth, we remain committed to allocating resources to support our ongoing research and development.
Gain on disposal of intangible assets
We recorded gain on disposal of intangible assets of RMB14.0 million, RMB22.3 million and RMB75.2 million (US$10.3 million) in 2022, 2023 and 2024, respectively, which primarily related to the transfer of certain customer relationships to third parties by disposing of service stations in our on-demand delivery solutions.
Goodwill impairment
We recorded goodwill impairment of RMB4.9 million in 2022, which was primarily related to the businesses we acquired and the reduced service scope of our shared-bike maintenance solutions. We did not record goodwill impairment in 2023 and 2024.
Taxation
Cayman Islands
The Cayman Islands currently levies no taxes on individuals or corporations based upon profits, income, gains or appreciation and there is no taxation in the nature of inheritance tax or estate duty. There are no other taxes likely to be material to us levied by the government of the Cayman Islands except for stamp duties which may be applicable on instruments executed in, or after execution, brought within the jurisdiction of the Cayman Islands. In addition, the Cayman Islands does not impose withholding tax on dividend payments.
6
British Virgin Islands
Our wholly-owned subsidiary in the British Virgin Islands, Quhuo Investment Limited and all dividends, interest, rents, royalties, compensation and other amounts paid by Quhuo Investment Limited to personas who are not resident in the British Virgin Islands and any capital gains realized with respect to any shares, debt obligations, or other securities of the Company by persons who are not resident in the British Virgin Islands are exempt from all provisions of the Income Tax Ordinance in the British Virgin Islands.
No estate, inheritance, succession or gift tax, rate, duty, levy or other charge is payable by persons who are not resident in the British Virgin Islands with respect to any shares, debt obligation or other securities of the Company.
All instruments relating to transfers of property to or by Quhuo Investment Limited and all instruments relating to transactions in respect of the shares, debt obligations or other securities of Quhuo Investment Limited and all instruments relating to other transactions relating to the business of Quhuo Investment Limited are exempt from payment of stamp duty in the British Virgin Islands. This assumes that Quhuo Investment Limited does not hold an interest in real estate in the British Virgin Islands.
There are currently no withholding taxes or exchange control regulations in the British Virgin Islands applicable to Quhuo Investment Limited or its members.
Hong Kong
Our subsidiaries incorporated in Hong Kong are subject to Hong Kong profits tax of 16.5% on activities conducted in Hong Kong. In 2023, Quhuo International qualified for the requirements of two-tiered tax rates, and its first two million HK dollars of annual profit tax was eligible for a 8.25% reduction and profits above will be subject to a tax rate of 16.5%.
PRC
Quhuo Information, VIE and VIE’s subsidiaries in China are subject to PRC enterprise income tax on their taxable income in accordance with the relevant PRC income tax laws. Pursuant to the EIT Law, which became effective on January 1, 2008, a uniform 25% enterprise income tax rate is generally applicable to both foreign-invested enterprises and domestic enterprises, except where a special preferential rate applies. The enterprise income tax is calculated based on the entity’s global income as determined under PRC tax laws and accounting standards.
Some of our affiliated entities qualified for the requirements of small and micro-sized enterprise and enjoy preferential tax treatment, some of our affiliated entities registered in free trade port and engaged in substantial business in encouraged industries are entitled to preferential tax rate. Beijing Quhuo, a subsidiary of the VIE, was recognized as a high and new technology enterprise, or the HNTE, in 2020 and renewed in 2023, and thus is eligible for a preferential tax rate of 15% from 2020 to 2025.
Our revenues derived from the provision of on-demand delivery services are subject to value-added taxes, or VAT, of 6%; our revenues derived from the provision of shared-bike maintenance services are subject to VAT of 6% and 9%; and our revenues derived from the rental fees under our ride-hailing services prior to April 1, 2019 were subject to VAT of 16%, and are subject to VAT of 13% since then, less any deductible VAT we have already paid or borne. We are also subject to Surcharges on VAT payments in accordance with PRC law.
7
As a Cayman Islands holding company, Quhuo Limited may receive dividends from its PRC subsidiaries. The EIT Law and its implementing rules provide that dividends paid by a PRC entity to a nonresident enterprise for income tax purposes is subject to PRC withholding tax at a rate of 10%, subject to reduction by an applicable tax treaty with China. Pursuant 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, the withholding tax rate in respect to the payment of dividends by a PRC enterprise to a Hong Kong enterprise may be reduced to 5% from a standard rate of 10% if the Hong Kong enterprise directly holds at least 25% of the PRC enterprise. Pursuant to the Notice of the State Administration of Taxation on the Issues concerning the Application of the Dividend Clauses of Tax Agreements, or SAT Circular 81, a Hong Kong resident enterprise must meet the following conditions, among others, in order to apply the reduced withholding tax rate: (1) it must be a company; (2) it must directly own the required percentage of equity interests and voting rights in the PRC resident enterprise; and (3) it must have directly owned such required percentage in the PRC resident enterprise throughout the 12 months prior to receiving the dividends. In October 2019, the State Administration of Taxation promulgated the Administrative Measures for Nonresident Taxpayers to Enjoy Treatment under Tax Treaties, or SAT Circular 35, which became effective on January 1, 2020. SAT Circular 35 provides that non-resident enterprises are not required to obtain preapproval from the relevant tax authority in order to enjoy the reduced withholding tax. Instead, nonresident enterprises and their withholding agents may, by self-assessment and on confirmation that the prescribed criteria to enjoy the tax treaty benefits are met, directly apply the reduced withholding tax rate, collect and retain relevant materials for review in accordance with these measures and accept the follow-up examination of tax authorities. Accordingly, we may be able to benefit from the 5% withholding tax rate for the dividends received from our PRC subsidiary if it satisfies the conditions prescribed under SAT Circular 81 and other relevant tax rules and regulations. However, according to SAT Circular 81 and SAT Circular 35, if the relevant tax authorities consider the transactions or arrangements that we have are for the primary purpose of enjoying a favorable tax treatment, the relevant tax authorities may adjust the favorable withholding tax in the future.
If our holding company in the Cayman Islands or any of our subsidiaries outside of China were deemed to be a “resident enterprise” under the EIT Law, it would be subject to enterprise income tax on its worldwide income at a rate of 25%, which could result in unfavorable tax consequences to us and our non-PRC shareholders. See “Item 3. Key Information—D. Risk Factors—Risks Related to Doing Business in China—If we are classified as a PRC resident enterprise for PRC income tax purposes, such classification could result in unfavorable tax consequences to us and our non-PRC shareholders or the ADSs holders.”
8
Results of Operations
The following table sets forth a summary of our consolidated results of operations for the years indicated. You should read this information together with our consolidated financial statements and related notes included elsewhere in this annual report. The results of operations in any period are not necessarily indicative of the results that may be expected for any future years or periods.
|
| Year Ended December 31, | ||||||
|
| 2022 | | 2023 | | 2024 | ||
| | RMB |
| RMB |
| RMB |
| US$ |
| | (in thousands, except for share and per share data) | ||||||
Revenues | | 3,820,378 | | 3,702,387 | | 3,046,871 | | 417,420 |
Cost of revenues | | (3,567,690) | | (3,535,778) | | (2,973,158) | | (407,321) |
General and administrative expenses |
| (213,592) |
| (184,336) |
| (148,627) |
| (20,362) |
Research and development expenses |
| (12,540) |
| (12,378) |
| (10,690) |
| (1,465) |
Gain on disposal of intangible assets |
| 13,975 |
| 22,317 |
| 75,220 |
| 10,305 |
Goodwill impairment |
| (4,882) |
| — |
| — |
| — |
Total operating expenses |
| (217,039) |
| (174,397) |
| (84,097) |
| (11,522) |
Operating income/(loss) |
| 35,649 |
| (7,788) |
| (10,384) |
| (1,423) |
Interest income |
| 690 |
| 1,047 |
| 385 |
| 53 |
Interest expense |
| (5,683) |
| (4,882) |
| (4,105) |
| (562) |
Other income/(expenses), net |
| (26,068) |
| 16,704 |
| (2,627) |
| (360) |
Income/(loss) before income tax |
| 4,588 |
| 5,081 |
| (16,731) |
| (2,292) |
Income tax (expense)/benefit |
| (21,002) |
| 927 |
| 18,343 |
| 2,513 |
Net (loss)/income |
| (16,414) |
| 6,008 |
| 1,612 |
| 221 |
Net (loss)/income attributable to non-controlling interests |
| 3,284 |
| (2,674) |
| 1,093 |
| 150 |
Net income/(loss) attributable to ordinary shareholders of Quhuo Limited |
| (13,130) |
| 3,334 |
| 2,705 |
| 371 |
Non-GAAP Financial Data(1) |
| |
| |
| |
| |
Adjusted net income |
| 3,348 |
| 5,513 |
| 1,612 |
| 221 |
Adjusted EBITDA |
| 58,640 |
| 35,214 |
| 9,074 |
| 1,243 |
(1)See “-Non-GAAP Financial Measures.”
Year Ended December 31, 2024 Compared to Year Ended December 31, 2023
Revenues
Our revenues decreased by 17.7% from RMB3,702.4 million in 2023 to RMB3,046.9 million (US$417.4 million) in 2024, primarily due to the following reasons.
Revenues from on-demand delivery solutions were RMB2,828.5 million (US$387.5 million), compared with RMB3,412.8 million in 2023. The decrease was primarily due to optimization of our business by disposing several underperforming delivery sites, which led to a decrease in revenue scale.
Revenues from mobility service solutions were RMB175.1 million (US$24.0 million), compared with RMB233.8 million in 2023. The decrease was primarily due to the reduction in vehicles sold in our vehicle export solution business resulting from the military conflicts in the Middle East.
Revenues from housekeeping and accommodation solutions and other services were RMB43.2 million (US$5.9 million), compared with RMB55.7 million in 2023, primarily due to the decrease of housekeeping services for hotels due to our shift of focus to other businesses.
9
Cost of revenues
Our cost of revenues was RMB2,973.2 million (US$407.3 million), representing a year-over-year decrease of 15.9%, primarily due to the following reasons.
| ● | Service fees paid to workers and team leaders decreased by 15.8% from RMB3,029.8 million in 2023 to RMB2,550.8 million (US$349.5 million) in 2024, generally in line with the decrease in revenue from on-demand delivery solutions. |
| ● | Vehicle export expenses decreased by 33.8% from RMB151.9 million in 2023 to RMB100.6 million (US$13.8 million) in 2024, primarily in line with the decrease in revenue from vehicle export solutions. |
| ● | Office and equipment expenses decreased by 18.4% from RMB92.2 million in 2023 to RMB75.2 million (US$10.3 million) in 2024, primarily due to the decrease in our procurement of riders’ equipment in anticipation of the decrease in demand for our solutions. |
| ● | Freight service costs were RMB 0.7 million (US$0.1 million) in 2024, compared with RMB15.1 million in 2023, representing a decrease of 94.3%, in line with the decrease in our revenue from freight services due to the cease from providing freight service in the second half of 2023. |
Operating expenses
General and administrative expenses
Our general and administrative expenses were RMB148.6 million (US$20.4 million) in 2024, representing a decrease of 19.4% from RMB184.3 million in 2023. This reduction was due to (1) a decrease in professional service fees from RMB66.7 million in 2023 to RMB37.2 million (US$5.1 million) in 2024, and (2) a decrease in welfare and business development expenses and office expenses from RMB38.6 million in 2023 to RMB28.4 million (US$3.9 million) in 2024. These savings reflect our expense control measures, including engaging more cost-effective service providers, eliminating unnecessary costs, and optimizing employee roles and responsibilities.
Research and development expenses
Our research and development expenses were RMB10.7 million (US$1.5 million) in 2024, representing a decrease of 13.7% from RMB12.4 million in 2023, primarily due to a decrease in office expense and consulting service fee related to research and development activities.
Gain on disposal of intangible assets
We recorded gain on disposal of intangible assets, of RMB22.3 million and RMB75.2 million (US$10.3 million) in 2023 and 2024, respectively, primarily due to the transfer of certain non-current assets to third parties.
Operating loss
As a result of the foregoing, we recorded operating loss of RMB7.8 million and RMB10.4 million (US$1.4 million) in 2023 and 2024, respectively.
Interest expense
We recorded interest expense of RMB 4.9 million in 2023 and RMB4.1 million (US$0.6 million) in 2024, which represented interest on our short-term bank borrowings.
Other (loss)/income, net
We recorded other loss, net, of RMB2.6 million (US$0.4 million) in 2024, as compared to other income, net, of RMB16.7 million in 2023, primarily due to the fluctuation in the fair value of our investment in a mutual fund.
10
Income tax benefit
We recorded income tax benefit RMB18.3 million (US$2.5 million) in 2024, as compared to RMB0.9 million in 2023, primarily due to the reversal of unrecognized tax benefit recognized in previous years that have passed the retroactive period.
Net income
As a result of the foregoing, we had net income of RMB6.0 million in 2023 and net income of RMB1.6 million (US$0.2 million) in 2024.
Year Ended December 31, 2023 Compared to Year Ended December 31, 2022
Revenues
Our revenues decreased by 3.1% from RMB3,820.4 million in 2022 to RMB3,702.4 million (US$521.5 million) in 2023, primarily due to the following reasons.
| ● | Revenues from on-demand delivery solutions decreased by 6.2% from RMB3,638.7 million in 2022 to RMB3,412.8 million (US$480.7 million) in 2023, primarily because (1) we enjoyed more preferential policies during 2022 amid the COVID-19 pandemic, which was significantly reduced in 2023 following the relief of the pandemic, and (2) the geographical coverage of our on-demand delivery solutions decreased from 1,118 delivery areas as of December 31, 2022 to 1,082 delivery areas as of December 31, 2023. |
| ● | Revenues from mobility service solutions increased significantly from RMB108.1 million in 2022 to RMB233.8 million (US$32.9 million) in 2023, primarily attributable to the business growth of our vehicle export solutions. We exported approximately 1,900 units of new energy vehicles and electric mopeds from China during the year ended December 31, 2023. |
| ● | Revenues from housekeeping and accommodation solutions and other services decreased by 24.2% from RMB73.6 million in 2022 to RMB55.7 million (US$7.9 million) in 2023, primarily due to transition of our business model for our hotel services. |
Cost of revenues
Our cost of revenues decreased by 0.9% from RMB3,567.7 million in 2022 to RMB3,535.8 million (US$498.0 million) in 2023, primarily due to the following reasons.
| ● | Service fees paid to workers and team leaders decreased by 5.0% from RMB3,187.6 million in 2022 to RMB3,029.8 million (US$426.7 million) in 2023, generally in line with the decrease in revenue from on-demand delivery solutions. |
| ● | Vehicle export expenses were RMB151.9 million (US$21.4 million) in 2023, primarily relating to our commencement of vehicle export solutions in 2023. |
| ● | Hiring expenses decreased by 13.9% from RMB137.1 million in 2022 to RMB118.0 million (US$16.6 million) in 2023, primarily relating to improved retention rate of workers on our platform. |
| ● | Office and equipment expenses increased by 4.4% from RMB88.3 million in 2022 to RMB92.2 million (US$13.0 million) in 2023, primarily due to the increase in our procurement of riders’ equipment in anticipation of the increase in demand for our solutions. |
| ● | Insurance expenses decreased by 5.9% from RMB88.7 million in 2022 to RMB83.4 million (US$11.7 million) in 2023, primarily due to the decrease in the number of traffic accidents involving workers on our platform. |
| ● | Freight service costs decreased by 44.5% from RMB27.3 million in 2022 to RMB15.1 million (US$2.1 million) in 2023, in line with the decrease in our revenue from freight services. |
11
| ● | Car rental and maintenance expenses increased by 35.2% from RMB10.2 million in 2022 to RMB13.8 million (US$1.9 million) in 2023, primarily due to the increase in the number of vehicles purchased by us in 2023. |
| ● | Platform commissions increased significantly from RMB1.4 million in 2022 to RMB5.2 million (US$0.7 million) in 2023, primarily due to the increase in commissions paid to aggregation platforms to acquire web traffic as a result of the surge in customer demand following the COVID-19 pandemic. |
Operating expenses
General and administrative expenses
Our general and administrative expenses decreased by 13.7% from RMB213.6 million in 2022 to RMB184.3 million (US$26.0 million) in 2023, primarily due to (1) the decrease in share-based compensation in relation to our share incentive plan from RMB19.8 million in 2022 to RMB(0.5) million (US$(0.07) million), and (2) a decrease in welfare and business development expenses from RMB30.7 million in 2022 to RMB24.2 million (US$3.4 million), partially offset by an increase in traveling and accommodation expenses from RMB3.0 million in 2022 to RMB5.3 million (US$0.8 million).
Research and Development Expenses
Our research and development expenses remained relatively stable at RMB12.5 million in 2022 and RMB12.4 million (US$1.7 million) in 2023.
Gain on disposal of intangible assets
We recorded gain on disposal of intangible assets, of RMB14.0 million and RMB22.3 million (US$3.1 million) in 2022 and 2023, respectively, in relation to the transfer of certain customer relationships related to our on-demand delivery solutions to third parties.
Goodwill impairment
We recorded goodwill impairment of RMB4.9 million in 2022, compared to nil in 2023. Our goodwill impairment in 2022 was related to the reduced service scope of our shared-bike maintenance solutions. There was no indicator for goodwill impairment in 2023.
Operating income/(loss)
As a result of the foregoing, we recorded operating income of RMB35.6 million in 2022 and operating loss of RMB7.8 million (US$1.1 million) in 2023.
Interest income
We recorded interest income of RMB0.7 million and RMB1.0 million (US$0.1 million) in 2022 and 2023, respectively, which represented interest on our bank deposits.
Interest expense
We recorded interest expense of RMB5.7 million in 2022 and RMB4.9 million (US$0.7 million) in 2023, which represented interest on our short-term bank borrowings.
Other (loss)/income, net
We recorded other loss, net of RMB26.1 million in 2022 and other income, net of RMB16.7 million (US$2.4 million) in 2023, primarily in relation to the fluctuation in the fair value of our investment in a mutual fund.
12
Income tax (expense)/benefit
We recorded income tax expense of RMB21.0 million in 2022 and income tax benefit of RMB0.9 million (US$0.1 million) in 2023, primarily due to the lower estimated annual effective tax rate for the year of 2023, and the increase in deferred tax asset benefit.
Net (loss)/income
As a result of the foregoing, we had net loss of RMB16.4 million in 2022 and net income of RMB6.0 million (US$0.8 million) in 2023.
B.Liquidity and Capital Resources
Liquidity and Capital Resources
Our principal sources of liquidity have been cash generated from our operations and external financing.
As of December 31, 2024 and 2023, we had approximately RMB63.2 million (US$8.7 million) and RMB45.2 million, respectively, in cash. Our cash consists primarily of cash and demand deposits. We believe that our current cash and cash equivalents, time deposits and anticipated cash flow from operations will be sufficient to meet our anticipated cash needs from operations and other commitments for at least the next 12 months from the date of the issuance of the consolidated financial statements.
We intend to finance our future working capital requirements and capital expenditures from cash generated from operating activities and financing activities. We may, however, require additional cash resources due to changing business conditions or other future developments, including acquisitions or investments we may decide to selectively pursue. If our existing cash resources are insufficient to meet our requirements, we may seek to issue equity or debt securities or obtain credit facilities. The issue of additional equity securities, including convertible debt securities, would result in further dilution to our shareholders. The incurrence of indebtedness would result in increased fixed obligations and could result in operating covenants that would restrict our operations. We cannot assure you that financing will be available in the amounts we need or on terms acceptable to us, if at all. If we are unable to obtain additional equity or debt financing as required, our business operations and prospects may suffer.
The following table sets forth a summary of our cash flows for the years indicated.
|
| For the Year Ended December 31, | ||||||
| | 2022 | | 2023 | | 2024 | ||
| | RMB |
| RMB |
| RMB |
| US$ |
| | (in thousands) | ||||||
Net cash generated from/(used in) operating activities | | 74,723 | | (97,282) | | (14,738) | | (2,019) |
Net cash generated from investing activities | | 77,211 | | 18,384 | | 934 | | 127 |
Net cash (used in)/generated from financing activities |
| (82,140) |
| 24,221 |
| 32,418 |
| 4,442 |
Effect of exchange rate changes on cash and restricted cash |
| 321 |
| 110 |
| 48 |
| 7 |
Net increase/(decrease) in cash and restricted cash |
| 70,115 |
| (54,567) |
| 18,662 |
| 2,557 |
Cash and restricted cash at beginning of the year |
| 30,908 |
| 101,023 |
| 46,456 |
| 6,364 |
Cash and restricted cash at end of the year |
| 101,023 |
| 46,456 |
| 65,118 |
| 8,921 |
13
Operating activities
Net cash used in operating activities was RMB14.7 million (US$2.0 million) in 2024, primarily due to a net income of RMB1.6 million (US$0.2 million), adjusted for (1) certain non-cash items, mainly including gain on disposals of intangible assets, of RMB75.2 million (US$10.3 million) and amortization of RMB17.2 million (US$2.4 million), and (2) changes in certain working capital items that negatively impact the cash flow from operating activities, mainly including a decrease in account payable of RMB108.3 million (US$14.8 million), a decrease in accrued expenses and other current liabilities of RMB36.0 million (US$4.9 million), and an increase in other non-current liabilities of RMB8.2 million (US$1.1 million), partially offset by (3) changes in certain working capital items that positively impact the cash flow from operating activities, mainly including a decrease in accounts receivable of RMB179.9 million (US$24.6 million) and a decrease in other non-current assets of RMB16.7 million (US$2.3 million).
Net cash used in operating activities was RMB97.3 million (US$13.7 million) in 2023, primarily due to a net income of RMB6.0 million (US$0.8 million), adjusted for (1) certain non-cash items, mainly including gain on disposals of assets, net of RMB22.3 million (US$3.1 million) and amortization of RMB20.4 million (US$2.9 million), and (2) changes in certain working capital items that negatively impact the cash flow from operating activities, mainly including an increase in prepayments and other current assets of RMB42.4 million (US$6.0 million), a decrease in account payables of RMB39.2 million (US$5.5 million) and a decrease in accrued expenses and other current liabilities of RMB24.6 million (US$3.5 million), partially offset by (3) changes in certain working capital items that positively impact the cash flow from operating activities, mainly including a decrease in accounts receivable of RMB19.7 million (US$2.8 million).
Net cash generated from operating activities was RMB74.7 million in 2022, primarily due to a net loss of RMB16.4 million, adjusted for (1) certain non-cash items, mainly including change in fair value of short-term investment of RMB41.8 million, amortization of RMB21.1 million and share-based compensation of RMB19.8 million, and (2) changes in certain working capital items that positively impact the cash flow from operating activities, mainly including an increase in other non-current liabilities of RMB16.2 million, a decrease in prepayments and other current assets of RMB5.9 million and an increase in income taxes payable of RMB5.8 million, partially offset by (3) changes in certain working capital items that negatively impact the cash flow from operating activities, mainly including a decrease in accounts payable of RMB40.8 million, an increase in other non-current assets of RMB20.3 million and an increase in accounts receivable of RMB13.1 million.
Investing activities
Net cash generated from investing activities was RMB0.9 million (US$0.1 million) in 2024, which was primarily attributable to proceeds from disposals of intangible assets of RMB5.8 million (US$0.8 million), partially offset by (1) other investment of RMB1.4 million (US$0.2 million) and (2) acquisitions of intangible assets of RMB 6.2 million (US$0.8 million).
Net cash generated from investing activities was RMB18.4 million (US$2.6 million) in 2023, which was primarily attributable to proceeds from sales of short-term investments of RMB72.5 million (US$10.2 million) and proceeds from disposals of intangible assets of RMB46.8 million (US$6.6 million), partially offset by (1) purchase of short-term investments of RMB70.0 million (US$9.9 million) and (2) acquisitions of intangible assets of RMB32.7 million (US$4.6 million).
Net cash generated from investing activities was RMB77.2 million in 2022, which was primarily attributable to (1) proceeds from sales of short-term investments of RMB1,616.7 million and (2) proceeds from disposals of intangible assets of RMB20.8 million and other investing, partially offset by (1) purchase of short-term investments of RMB1,549.7 million, (2) acquisitions of intangible assets of RMB8.1 million and (3) acquisition of business, net of cash acquired of RMB5.0 million.
Financing activities
Net cash generated from financing activities was RMB32.4 million (US$4.4 million) in 2024, which was primarily attributable to (1) proceeds from short-term loans of RMB593.3 million (US$81.3 million), and (2) proceeds from issuance of Ordinary Shares of RMB14.2 million (US$2.0 million), partially offset by repayments of short-term loans of RMB573.2 million (US$78.5 million).
Net cash generated from financing activities was RMB24.2 million (US$3.4 million) in 2023, which was primarily attributable to proceeds from short-term loans of RMB271.5 million (US$38.2 million), partially offset by repayments of short-term loans of RMB246.5 million (US$34.7 million).
14
Net cash used in financing activities was RMB82.1 million in 2022, which was primarily attributable to (1) repayments of short-term debt of RMB552.5 million and (2) repayments of long-term debt of RMB3.1 million, partially offset by proceeds from short-term debt of RMB473.5 million.
Material Cash Requirements
Our material cash requirements as of December 31, 2024 and any subsequent interim period primarily include working capital needs, capital expenditures, operating lease obligations, and long-term and short-term debt.
Our capital expenditures were approximately RMB4.7 million, RMB0.1 million, and RMB0.9 million (US$0.1 million) in 2022, 2023 and 2024, respectively. Our capital expenditures were primarily used for the purchase of property and equipment, such as vehicles in connection with our ride-hailing solutions and electronic equipment. We will continue to make capital expenditures to meet the expected growth of our business.
The following table sets forth the details of our material cash requirements (other than capital expenditure) as of December 31, 2024.
|
| Payment due by | ||||
| | | | Less | | one – |
| | | | than | | three |
| | Total |
| one year |
| years |
| | | | (RMB in thousands) | | |
Operating lease commitments | | 4,453 | | 2,818 | | 1,635 |
Long-term debt |
| 7,533 |
| 2,827 |
| 4,706 |
Short-term loans |
| 110,021 |
| 110,021 |
| — |
Other than as shown above, we did not have any material capital and other commitments, long-term obligations, guarantees or other reasonably likely material cash requirements (even if not contractual and not recognized as liabilities) as of December 31, 2024.
Off-Balance Sheet Arrangements
We have not entered into any financial guarantees or other commitments to guarantee the payment obligations of any third parties. We have not entered into any derivative contracts that are indexed to our shares and classified as shareholder’s equity or that are not reflected in our consolidated financial statements. Furthermore, we do not have any retained or contingent interest in assets transferred to an unconsolidated entity that serves as credit, liquidity or market risk support to such entity. We do not have any variable interest in any unconsolidated entity that provides financing, liquidity, market risk or credit support to us or engages in leasing, hedging or product development services with us.
C.Research and Development, Patents and Licenses, etc.
See “Item 4. Information on the Company—B. Business Overview—Technology” and “Item 4. Information on the Company—B. Business Overview—Intellectual Property.”
D.Trend Information
Other than as disclosed elsewhere in this annual report, we are not aware of any trends, uncertainties, demands, commitments or events for 2024 that are reasonably likely to have a material adverse effect on our net revenue, income, profitability, liquidity or capital resources, or that caused the disclosed financial information to be not necessarily indicative of future operating results or financial condition.
15
E.Critical Accounting Estimate
The preparation of financial statements in conformity with U.S. GAAP requires our management to make estimates and assumptions that affect the reported amounts in our consolidated financial statements and accompanying footnotes. However, uncertainty about these assumptions and estimates could result in outcomes that could require a material adjustment to the carrying amount of the assets or liabilities in the future.
We consider an accounting estimate to be critical if: (i) the accounting estimate requires us to make assumptions about matters that were highly uncertain at the time the accounting estimate was made, and (ii) changes in the estimate that are reasonably likely to occur from period to period or use of different estimates that we reasonably could have used in the current period, would have a material impact on our financial condition or results of operations. The management determines there are no critical accounting estimates.
When reading our financial statements, you should consider our selection of critical accounting policies, the judgment and other uncertainties affecting the application of such policies and the sensitivity of reported results to changes in conditions and assumptions. Our critical accounting policies and practices include revenue recognition. See “Note 2 — Summary of Significant Accounting Policies” to our financial statements for the disclosure of these accounting policies.
16
PART III
ITEM 18. FINANCIAL STATEMENTS
Our consolidated financial statements are included at the end of this annual report.
ITEM 19. EXHIBITS
EXHIBIT INDEX
Exhibit No. |
| Description of Exhibit |
| | |
12.1* | | |
12.2* | | |
13.1** | | |
13.2** | | |
15.1* | | |
101.INS* | | Inline XBRL Instance Document- this instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL 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) |
* | Filed with this annual report on Form 20-F/A. |
** | Furnished with this annual report on Form 20-F/A. |
17
SIGNATURES
The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F/A and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.
| QUHUO LIMITED | |
| | |
| By: | /s/ Leslie Yu |
| Name: | Leslie Yu |
| Title: | Chief Executive Officer |
Date: August 25, 2025
18
QUHUO LIMITED
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
|
| Pages |
Report of Independent Registered Public Accounting Firm (PCAOB ID: | | F-2 |
| | |
Consolidated Balance Sheets as of December 31, 2023 and 2024 | | F-3 |
| | |
| F-5 | |
| | |
| F-7 | |
| | |
Consolidated Statements of Cash Flows for the Years Ended December 31, 2022, 2023 and 2024 | | F-8 |
| | |
| F-10 |
F-1
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Shareholders and Board of Directors of
Quhuo Limited
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Quhuo Limited (the “Company”) as of December 31, 2023 and 2024, the related consolidated statements of comprehensive (loss)/income, changes in shareholders’ equity and cash flows for each of the three years in the period ended December 31, 2024, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
/s/
Guangdong Prouden CPAs GP
We have served as the Company’s auditor since 2025
August 25, 2025
F-2
QUHUO LIMITED
CONSOLIDATED BALANCE SHEETS
(Amounts in thousands of Renminbi (“RMB”) and U.S. dollars (“US$”),
except for number of shares and per share data)
| | | | As of December 31, | ||||
|
| Notes |
| 2023 |
| 2024 |
| 2024 |
| | | | RMB | | RMB | | US$ |
ASSETS: |
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|
|
|
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|
Current assets: |
|
|
|
|
|
|
|
|
Cash and cash equivalents | | |
| |
| |
| |
Restricted cash | | |
| |
| |
| |
Short-term investments |
| 6 |
| |
| — |
| — |
Accounts receivable, net |
| 7 |
| |
| |
| |
Prepayments and other current assets |
| 8 |
| |
| |
| |
| 24 |
| |
| — |
| — | |
Total current assets | | |
| |
| |
| |
Non-current assets: |
| |
| |
| |
| |
Property and equipment, net |
| 9 |
| |
| |
| |
Right-of-use assets, net |
| 10 |
| |
| |
| |
Intangible assets, net |
| 11 |
| |
| |
| |
Goodwill |
| 12 |
| |
| |
| |
Deferred tax assets |
| 18 |
| |
| |
| |
Other non-current assets |
| 13 |
| |
| |
| |
Total non-current assets | | |
| |
| |
| |
Total assets | | |
| |
| |
| |
LIABILITIES AND SHAREHOLDERS’ EQUITY: |
| |
| |
| |
| |
Current liabilities (including current liabilities of the consolidated VIE without recourse to the primary beneficiary of RMB |
| |
| |
| |
| |
Accounts payable | | |
| |
| |
| |
Accrued expenses and other current liabilities |
| 14 |
| |
| |
| |
Short-term debt |
| 15 |
| |
| |
| |
Short-term lease liabilities |
| 10 |
| |
| |
| |
Amounts due to a related party |
| 24 |
| — |
| |
| |
Total current liabilities | | |
| |
| |
| |
Non-current liabilities (including non-current liabilities of the consolidated VIE without recourse to the primary beneficiary of RMB |
| |
| |
| |
| |
Long-term debt |
| 15 |
| |
| |
| |
Long-term lease liabilities |
| 10 |
| |
| |
| |
Deferred tax liabilities |
| 18 |
| |
| |
| |
Other non-current liabilities |
| 16 |
| |
| |
| |
Total non-current liabilities | | |
| |
| |
| |
Total liabilities | | |
| |
| |
| |
Commitments and contingencies |
| 23 |
|
|
| |||
F-3
QUHUO LIMITED
CONSOLIDATED BALANCE SHEETS (CONTINUED)
(Amounts in thousands of Renminbi (“RMB”) and U.S. dollars (“US$”),
except for number of shares and per share data)
|
| | | As of December 31, | ||||
|
| Notes |
| 2023 |
| 2024 |
| 2024 |
| | | | RMB |
| RMB | | US$ |
Shareholders’ equity: | |
|
|
| |
|
|
|
Ordinary shares (US$ | | 20 | | | | | | |
Additional paid-in capital | | | | | | | | |
Accumulated deficit | | |
| ( | | ( | | ( |
Accumulated other comprehensive loss | | |
| ( | | ( | | ( |
Total Quhuo Limited shareholders’ equity | | |
| | | | | |
Non-controlling interests | | |
| ( | | ( | | ( |
Total shareholders’ equity | | |
| | | | | |
Total liabilities and shareholders’ equity | | |
| | | | | |
The accompanying notes are an integral part of these consolidated financial statements.
F-4
QUHUO LIMITED
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS)/Income
(Amounts in thousands of Renminbi (“RMB”) and U.S. dollars (“US$”),
except for number of shares and per share data)
| | | | For the year ended December 31, | ||||||
|
| Notes |
| 2022 |
| 2023 |
| 2024 |
| 2024 |
| | | | RMB | | RMB | | RMB | | US$ |
Revenues |
| 4 | | | | | | | | |
Cost of revenues | | |
| ( | | ( | | ( | | ( |
General and administrative | | |
| ( | | ( | | ( | | ( |
Research and development | | |
| ( | | ( | | ( | | ( |
Gain on disposal of intangible assets | | |
| | | | | | | |
Goodwill impairment | | |
| ( | | — | | — | | — |
Total operating expenses | | |
| ( | | ( | | ( | | ( |
Operating income/(loss) | | |
| | | ( | | ( | | ( |
Interest income | | |
| | | | | | | |
Interest expense | | |
| ( | | ( | | ( | | ( |
Other (expense)/income, net | | |
| ( | | | | ( | | ( |
Income/(loss) before income tax | | | | | | | | ( | | ( |
Income tax (expense)/benefit |
| 18 | | ( | | | | | | |
Net (loss)/income | | | | ( | | | | | | |
Net loss/(income) attributable to non-controlling interests | | | | | | ( | | | | |
Net (loss)/income attributable to ordinary shareholders of Quhuo Limited | | | | ( | | | | | | |
(Loss)/earnings per share: |
| 21 | | | | | | | | |
Basic | | | | ( | | | | | | |
Diluted | | | | ( | | | | | | |
Shares used in (loss)/earnings per share computation: |
| 21 | | | | | | | | |
Basic | | | | | | | | | | |
Diluted | | | | | | | | | | |
The accompanying notes are an integral part of these consolidated financial statements.
F-5
QUHUO LIMITED
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS)/INCOME (CONTINUED)
(Amounts in thousands of Renminbi (“RMB”) and U.S. dollars (“US$”),
except for number of shares and per share data)
|
| | | For the year ended December 31, | ||||||
|
| Notes |
| 2022 |
| 2023 |
| 2024 |
| 2024 |
| | | | RMB | | RMB | | RMB | | US$ |
Net (loss)/income: | | | | ( | | | | | | |
Other comprehensive income: | |
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|
|
|
|
|
|
Foreign currency translation adjustment | | |
| | | | | | | |
Comprehensive (loss)/income | | |
| ( | | | | | | |
Comprehensive loss/(income) attributable to non-controlling interests | | |
| | | ( | | | | |
Comprehensive income attributable to ordinary shareholders of Quhuo Limited | | |
| | | | | | | |
F-6
QUHUO LIMITED
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
(Amounts in thousands of Renminbi (“RMB”) and U.S. dollars (“US$”),
except for number of shares and per share data)
|
| Number of |
| |
| |
| |
| Accumulated |
| |
| |
| |
| | outstanding | | | | Additional | | | | other | | Quhuo Limited | | | | Total |
| | ordinary | | Ordinary | | paid-in | | Accumulated | | comprehensive | | shareholders’ | | Non-controlling | | shareholders’ |
| | shares | | shares | | capital | | Deficit(1) | | loss(2) | | equity | | interests | | equity |
| | | | RMB | | RMB | | RMB | | RMB | | RMB | | RMB | | RMB |
Balance as of December 31, 2021 |
| | | | | |
| ( | | ( | | | | | | |
Net loss |
| — | | — | | — |
| ( | | — | | ( | | ( | | ( |
Other comprehensive income |
| — | | — | | — |
| — | | | | | | — | | |
Acquisition of non-controlling interests (note 5) |
| | | | | |
| — | | — | | | | ( | | ( |
Exercise of employee share options (note 17) |
| | | — | | |
| — | | — | | | | — | | |
Cancellation of exercised options (note 17) |
| ( | | — | | ( |
| — | | — | | ( | | — | | ( |
Share-based compensation (note 17) |
| — | | — | | |
| — | | — | | | | — | | |
Balance as of December 31, 2022 |
| | | | | |
| ( | | ( | | | | ( | | |
Net income |
| — | | — | | — |
| | | — | | | | | | |
Other comprehensive income |
| — | | — | | — |
| — | | | | | | — | | |
Exercise of employee share options (note 17) |
| | | — | | — |
| — | | — | | — | | — | | — |
Share-based compensation (note 17) |
| — | | — | | ( |
| — | | — | | ( | | — | | ( |
Balance as of December 31, 2023 |
| | | | | |
| ( | | ( | | | | ( | | |
Net income/(loss) |
| — | | — | | — |
| | | — | | | | ( | | |
Other comprehensive income |
| — | | — | | — |
| — | | | | | | — | | |
Share issued for securities purchase agreement (note 20) | | | | | | | | — | | — | | | | — | | |
Share issued for acquisition of Quhuo International’s non-controlling interest (note 19) | | | | | | ( | | — | | — | | ( | | ( | | ( |
Balance as of December 31, 2024 |
| | | | | | | ( | | ( | | | | ( | | |
Balance as of December 31, 2024 in US$ |
| | | | | | | ( | | ( | | | | ( | | |
| (1) |
| (2) |
The accompanying notes are an integral part of these consolidated financial statements.
F-7
QUHUO LIMITED
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands of Renminbi (“RMB”) and U.S. dollars (“US$”),
except for number of shares and per share data)
| | | | For the year ended December 31, | ||||||
|
| Notes |
| 2022 |
| 2023 |
| 2024 |
| 2024 |
| | | | RMB | | RMB | | RMB | | US$ |
Cash flows from operating activities |
|
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|
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|
Net (loss)/income | | | | ( | | | | | | |
Adjustments to reconcile net (loss)/income to net cash provided/(used in) by operating activities: | | | | | | | | | | |
Depreciation | | | | | | | | | | |
Amortization | | | | | | | | | | |
Provision for/(recovery from) credit losses | | | | | | ( | | | | |
Goodwill impairment | | | | | | — | | — | | — |
Deferred income taxes |
| 18 | | ( | | ( | | ( | | ( |
Share-based compensation |
| 17 | | | | ( | | — | | — |
Gain on disposals of intangible assets | | | | ( | | ( | | ( | | ( |
Changes in fair value of short-term investments | | | | | | ( | | | | |
Others | | | | ( | | | | | | |
Changes in operating assets and liabilities: | | | | | | | | | | |
Amounts due from a related party | | | | — | | | | | | |
Amounts due to related parties | | | | ( | | — | | | | |
Accounts receivable | | | | | | | | | | |
Prepayments and other current assets | | | | ( | | ( | | | | |
Other non-current assets | | | | | | | | ( | | ( |
Accounts payable | | | | ( | | ( | | ( | | ( |
Accrued expenses and other current liabilities | | | | | | ( | | ( | | ( |
Right-of-use assets | | | | | | ( | | | | |
Lease liabilities | | | | ( | | | | ( | | ( |
Income taxes payable | | | | | | ( | | | | |
Other non-current liabilities | | | | | | ( | | | | |
Net cash provided by/(used in) operating activities | | | | | | ( | | ( | | ( |
Cash flows from investing activities | | | | | | | | | | |
Purchase of short-term investments | | | | ( | | ( | | ( | | ( |
Proceeds from sales of short-term investments | | | | | | | | | | |
Proceeds from disposal of short-term investments | | | | | | | | | | |
Acquisitions of businesses, net of cash acquired |
| 5 | | ( | | — | | — | | — |
Purchase of property and equipment | | | | ( | | ( | | ( | | ( |
Acquisitions of intangible assets | | | | ( | | ( | | ( | | ( |
Proceeds from disposals of intangible assets | | | | | | | | | | |
Other investing activities | | | | | | | | | | |
Net cash provided by investing activities | | | | | | | | | | |
F-8
QUHUO LIMITED
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
(Amounts in thousands of Renminbi (“RMB”) and U.S. dollars (“US$”),
except for number of shares and per share data)
|
| | | For the year ended December 31, | ||||||
|
| Notes |
| 2022 |
| 2023 |
| 2024 |
| 2024 |
| | | | RMB | | RMB | | RMB | | US$ |
Cash flows from financing activities | |
|
| | | | | | | |
Proceeds from short-term debt | | | | | | | | | | |
Repayments of short-term debt | | | | ( | | ( | | ( | | ( |
Repayments of long-term debt | | | | ( | | ( | | ( | | ( |
Proceeds from issuance ordinary shares | | | | — | | — | | | | |
Net cash (used in)/provided by financing activities | | | | ( | | | | | | |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | | | | | | | | | | |
Net increase/(decrease) in cash, cash equivalents and restricted cash | | | | | | ( | | | | |
Cash, cash equivalents and restricted cash, at the beginning of year | | | | | | | | | | |
Cash, cash equivalents and restricted cash, at the end of year | | | | | | | | | | |
Supplemental disclosures of cash flow information: | | | | | | | | | | |
Interest paid | | | | | | | | | | |
Income tax paid | | | | | | | | | | |
Operating lease liabilities arising from obtaining right-of-use assets | | | | | | | | | | |
The accompanying notes are an integral part of these consolidated financial statements.
F-9
QUHUO LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands of Renminbi (“RMB”) and U.S. dollars (“US$”),
except for number of shares and per share data)
1.Organization, Consolidation and Principal Activities
Quhuo Limited (the “Company”, and where appropriate, the term “Company” also refers to its subsidiaries, variable interest entity, and subsidiaries of the variable interest entity as a whole) is an exempt company incorporated in the Cayman Islands with limited liability under the laws of the Cayman Islands on June 13, 2019. The Company, through its subsidiaries, variable interest entity, and subsidiaries of the variable interest entity, is principally engaged in providing end-to-end operational solutions to on-demand consumer service businesses in industries, including food and grocery delivery, bike-sharing, ride-hailing, housekeeping in the People’s Republic of China (the “PRC”). Quhuo Limited, is a holding company with no substantive operations of its own.
The Company commenced operations through Beijing Quhuo Technology Co., Ltd. in 2012. In preparation of its initial public offering (“IPO”) in the United States, the Company underwent a series of restructuring in 2019 (the “Restructuring”) in order to establish the Company as the parent company and Beijing Quhuo Technology Co., Ltd. (“Beijing Quhuo” or the “VIE”) as the variable interest entity of the Company. On June 14, 2019, the Company incorporated a wholly-owned subsidiary, Quhuo Investment Limited (“Quhuo BVI”) in the British Virgin Islands (“BVI”). On June 17, 2019, the Company incorporated another wholly-owned subsidiary, Quhuo Technology Investment (Hong Kong) Limited (“Quhuo HK”) in Hong Kong. On July 31, 2019, the Company incorporated a wholly-owned subsidiary, Beijing Quhuo Information Technology Co., Ltd. (“WFOE”) in the PRC.
On August 23, 2019 (the “Restructuring Date”), the Company obtained control of Beijing Quhuo through a series of contractual agreements among WFOE, the VIE, and the VIE’s registered shareholders (the “VIE Agreements”). Accordingly, the business operations of the VIE were transferred to the Company, and the Company issued a total of
As the shareholding in Beijing Quhuo immediately before the Restructuring was identical to the shareholding in the Company immediately after the Restructuring, the Restructuring was accounted for a transaction between entities under common ownership, in a manner similar to a pooling of interests. The accompanying consolidated financial statements were prepared as if the corporate structure of the Company had been in existence since the beginning of the periods presented.
F-10
1.Organization, Consolidation and Principal Activities (continued)
As of December 31, 2024, the Company’s principal subsidiaries, VIE and subsidiaries of the VIE are as follows:
|
| |
| |
| Percentage of |
| |
| | Date of | | | | direct or indirect | | |
| | incorporation/ | | Place of | | ownership by the | | |
Entity | | acquisition | | incorporation | | Company | | Principal activities |
Subsidiaries of the Company |
|
|
|
|
|
|
|
|
Quhuo Investment Limited (“Quhuo BVI”) | | | BVI |
| | % | ||
Quhuo Technology Investment (Hong Kong) Limited (“Quhuo HK”) | | | Hong Kong |
| | % | ||
Quhuo International Trade (HK) Limited (“Quhuo International”) | | | Hong Kong | | | % | ||
Beijing Quhuo Information Technology Co., Ltd. (“WFOE”) | | | PRC |
| | % | ||
Variable interest entity | | |
| |
|
|
|
|
Beijing Quhuo Technology Co., Ltd. (“Beijing Quhuo” or the “VIE”) | |
| PRC | |
| |||
Subsidiaries of the VIE | | | | | | | | |
Shanghai Quhuo Network Technology Co., Ltd. (“Shanghai Quhuo”) | |
| PRC | |
| |||
Ningbo Xinying Network Technology Co., Ltd. (“Ningbo Xinying”) | |
| PRC | |
| |||
Nantong Runda Marketing Planning Co., Ltd. (“Nantong Runda”) | |
| PRC | |
| |||
Shanghai Yijida Network Technology Co., Ltd. (“Shanghai Yijida”) | |
| PRC | |
| |||
Ningbo Dagong Network Technology Co., Ltd. (“Ningbo Dagong”) | |
| PRC | |
| |||
Jiangxi Youke Automobile Rental Service Co., Ltd. (“Jiangxi Youke”) | |
| PRC | |
| |||
Hainan Xinying Technology Co., Ltd. (“Hainan Xinying”) | |
| PRC | |
| |||
Hainan Quhuo Technology Co., Ltd. (“Hainan Quhuo”) | |
| PRC | |
| |||
Haikou Chengtu Network Technology Co., Ltd (“Haikou Chengtu”) | |
| PRC | |
| |||
Lailai Information Technology (Shenzhen) Co., Ltd. (“Shenzhen Lailai”) | |
| PRC | |
| |||
Hainan Quxing Holdings Co., Ltd. (“Hainan Quxing”) | |
| PRC | |
|
As PRC laws and regulations prohibit and restrict foreign ownership of internet value-added businesses, the Company operates its business primarily through the VIE and the subsidiaries of the VIE. The Company, through the WFOE, entered into power of attorney agreements and an exclusive call option agreement with the nominee shareholders of the VIE that gave the WFOE the power to direct the activities that most significantly affect the economic performance of the VIE and to acquire the equity interests in the VIE when permitted by the PRC laws, respectively. Certain exclusive agreements were entered into with the VIE through the WFOE, which obligate the WFOE to absorb a majority of the risk of loss from the VIE’s activities and entitle the WFOE to receive a majority of its residual returns. In addition, the WFOE entered into an equity interest pledge agreement for equity interests in the VIE held by the nominee shareholders of the VIE. The Company also agreed to provide unlimited financial support to the VIE for its operations.
F-11
1.Organization, Consolidation and Principal Activities (continued)
Despite the lack of technical majority ownership, the Company has effective control of the VIE through the VIE Agreements and a parent-subsidiary relationship exists between the Company and the VIE. Through the VIE Agreements, the shareholders of the VIE effectively assigned all of their voting rights underlying their equity interest in the VIE to the Company. In addition, through the other exclusive agreements, which consist of exclusive call option agreement, exclusive business cooperation agreement, and equity interest pledge agreement, the Company, through its wholly-owned subsidiaries in the PRC, has the right to receive economic benefits from the VIE that could be potentially significant to the VIE. Lastly, through the financial support undertaking letter, the Company has the obligation to absorb losses of the VIE that could potentially be significant to the VIE. Therefore, the Company is considered the primary beneficiary of the VIE and consolidates the VIE and its consolidated subsidiaries as required by SEC Regulation S-X Rule 3A-02 and Accounting Standard Codification (“ASC”) topic 810, Consolidation (“ASC 810”).
The following is a summary of the VIE Agreements:
Power of Attorney Agreements
Pursuant to the power of attorney agreements signed between Beijing Quhuo’s nominee shareholders and the WFOE, each nominee shareholder irrevocably appointed the WFOE as its attorney-in-fact to exercise on each nominee shareholder’s behalf any and all rights that each nominee shareholder has in respect of its equity interest in Beijing Quhuo, including, but not limited to executing the exclusive right to exclusive call option agreement, the voting rights and the right to appoint directors and executive officers of Beijing Quhuo. This agreement is effective and irrevocable as long as the nominee shareholder remains a shareholder of Beijing Quhuo.
Exclusive Call Option Agreement
Pursuant to the exclusive call option agreement entered into between Beijing Quhuo’s nominee shareholders and the WFOE, the nominee shareholders irrevocably granted the WFOE a call option to request the nominee shareholders to transfer or sell any part or all of its equity interests in the, or any or all of the assets of the VIE, to the WFOE, or their designees. The purchase price of the equity interests in the VIE is equal to the minimum price required by PRC law. Without the WFOE’s prior written consent, the VIE and its nominee shareholders cannot amend its articles of association, increase or decrease the registered capital, sell or otherwise dispose of its assets or beneficial interests, create or allow any encumbrance on its assets or other beneficial interests and provide any loans or guarantees, or enter into any material contracts except those in the ordinary course of business. The nominee shareholders cannot request any dividends or other form of assets. If dividends or other form of assets were distributed, the nominee shareholders are required to transfer all received distribution to the WFOE or its designees. This agreement is not terminated until all of the equity interests of the VIE are transferred to the WFOE or the person(s) designated by the WFOE. None of the nominee shareholders have the right to terminate or revoke the agreement under any circumstance unless otherwise regulated by law.
Exclusive Business Cooperation Agreement
Pursuant to the exclusive business cooperation agreement entered into by the WFOE and Beijing Quhuo, the WFOE provides exclusive technical support and consulting services in return for fees based on
F-12
1.Organization, Consolidation and Principal Activities (continued)
Equity Interest Pledge Agreement
Pursuant to the equity interest pledge agreements, Beijing Quhuo’s nominee shareholders represent all of the VIE’s equity interests have been pledged to the WFOE as continuing first priority security interest to guarantee the nominee shareholders’ and the VIE’s obligations under the power of attorney agreements, the exclusive call option agreement and the exclusive business cooperation agreement. The WFOE is entitled to collect dividends during the effective period of the share pledge unless it agrees otherwise in writing. If Beijing Quhuo or any of the nominee shareholders breach its contractual obligations, the WFOE will be entitled to certain rights regarding the pledged equity interests, including receiving proceeds from the auction or sale of all or part of the pledged equity interests of Beijing Quhuo in accordance with PRC law. None of the nominee shareholders may assign or transfer to any third party, distribute dividends and create or cause any security interest and any liability in whatsoever form to be created on, all or any part of the equity interests it holds in the VIE without the written consent of the WFOE. This agreement is not terminated until all of the technical support and consulting and service fees are fully paid under the exclusive business cooperation agreement and all of Beijing Quhuo’s obligations have been terminated under the other controlling agreements. The Company has registered the equity interest pledge with the relevant office of the administration for industry and commerce in accordance with the PRC Property Rights Law.
Financial support undertaking letter
Pursuant to the financial support undertaking letter, the Company is obligated to provide unlimited financial support to the VIE, to the extent permissible under the applicable PRC laws and regulations. The Company will not request repayment of the loans or borrowings if the VIE or its nominee shareholders do not have sufficient funds or are unable to repay.
Resolutions of directors of Quhuo Limited (the “Resolutions”)
The Board of Directors resolved that the Board of Directors or any person authorized by it shall cause the WFOE to exercise its rights under the power of attorney agreements and the exclusive call option agreement when the authorized officer designated by the Board of Directors determines that such exercise is in the best interests of the Company and the WFOE to do so.
In the opinion of the Company’s legal counsel, (i) the ownership structure of the PRC subsidiaries and the VIE, both currently and immediately after giving effect to the IPO, does not and will not violate applicable PRC laws and regulations; (ii) each of the VIE Agreements is valid, binding and enforceable in accordance with its terms and applicable PRC laws or regulations and will not violate applicable PRC laws or regulations; (iii) the financial support letter issued by the Company to the VIE, dated on August 23, 2019, and the resolutions contained in the Resolutions are valid in accordance with the articles of association of the Company.
However, there are substantial uncertainties regarding the interpretation and application of current and future PRC laws, regulations and rules. Accordingly, the PRC regulatory authorities may take a view that is contrary to or otherwise different from the opinion of the Company’s legal counsel. It is uncertain whether any new PRC laws or regulations relating to variable interest entity structures will be adopted or if adopted, what they would provide. If the Company is found to be in violation of any existing or future PRC laws or regulations, or fail to obtain or maintain any of the required permits or approvals, the relevant PRC regulatory authorities would have broad discretion to take action in dealing with such violations or failures.
F-13
| 1. | Organization, Consolidation and Principal Activities (continued) |
Resolutions of directors of Quhuo Limited (the “Resolutions”) (continued)
As of December 31, 2024, RMB
| | As of December 31, | ||||
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| 2023 |
| 2024 |
| 2024 |
| | RMB | | RMB | | US$ |
ASSETS: |
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Current assets: |
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Cash and cash equivalents |
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Restricted cash |
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Accounts receivable, net |
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Prepayments and other current assets |
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| |
| |
Amounts due from a related party |
| |
| — |
| — |
Total current assets |
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Non-current assets: |
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Property and equipment, net |
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Intangible assets, net |
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Right-of-use assets, net |
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Goodwill |
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Deferred tax assets |
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Other non-current assets |
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Total non-current assets |
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Total assets |
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LIABILITIES: |
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Current liabilities: |
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Accounts payable |
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Accrued expenses and other current liabilities |
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Short-term debt |
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Short-term lease liabilities |
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Inter-group balance due to Parent and WFOE |
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Amounts due to a related party |
| — | | | | |
Total current liabilities |
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Non-current liabilities: |
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Deferred tax liabilities |
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Long-term debt |
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Long-term lease liabilities |
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Other non-current liabilities |
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Total non-current liabilities |
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Total liabilities |
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The VIE’s net asset balance was RMB
F-14
1.Organization, Consolidation and Principal Activities (continued)
Resolutions of directors of Quhuo Limited (the “Resolutions”) (continued)
The table sets forth the results of operations of the VIE included in the Company’s consolidated statements of comprehensive (loss)/income for the years ended December 31, 2022, 2023 and 2024, respectively:
|
| For the year ended December 31, | ||||||
| | 2022 |
| 2023 |
| 2024 |
| 2024 |
| | RMB | | RMB | | RMB | | US$ |
Revenue |
| | | | | | | |
Net income |
| | | | | | | |
The table sets forth the cash flows of the VIE included in the Company’s consolidated statements of cash flows for the years ended December 31, 2022, 2023 and 2024, respectively:
| | For the year ended December 31, | ||||||
|
| 2022 |
| 2023 |
| 2024 |
| 2024 |
| | RMB | | RMB | | RMB | | US$ |
Net cash provided by/(used in) operating activities |
| | | ( | | ( | | ( |
Net cash provided by investing activities |
| | | | | | | |
Net cash (used in)/provided by financing activities |
| ( | | | | | | |
Effect of exchange rate changes on cash, cash equivalents and restricted cash |
| ( | | ( | | ( | | ( |
Net increase/(decrease) in cash, cash equivalents and restricted cash |
| | | ( | | | | |
2.Summary of Significant Accounting Policies
Basis of presentation
The accompanying consolidated financial statements have been prepared in accordance with the accounting principles generally accepted in the United States of America (“US GAAP”) for information pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”).
Principles of consolidation
The consolidated financial statements include the financial statements of the Company, its subsidiaries, the VIE and the subsidiaries of the VIE. All significant inter-company transactions and balances have been eliminated upon 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. Estimates and assumptions reflected in the Company’s consolidated financial statements include, but are not limited to, allowance for doubtful accounts for accounts receivable, useful lives of property, equipment and intangible assets, incremental borrowing rate (“IBR”) applied in lease liabilities, impairment of long-lived assets, intangible assets and goodwill, and valuation allowance for deferred tax assets. 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.
F-15
2.Summary of Significant Accounting Policies (continued)
Foreign currency
The functional currency of the Company, Quhuo BVI, Quhuo HK and Quhuo International is the United States Dollars (“US$”). The functional currency of WFOE, the VIE and subsidiaries of the VIE located in the PRC is Renminbi (“RMB”). The Company uses the RMB as its reporting currency.
Transactions denominated in foreign currencies are re-measured into the functional currency at the exchange rates prevailing on the transaction dates. Monetary assets and liabilities denominated in foreign currencies are re-measured at the exchange rates prevailing at the balance sheet date. Exchange gains and losses resulting from remeasurement are included in the consolidated statements of comprehensive (loss)/income.
The Company uses the average exchange rate for the year and the exchange rate at the balance sheet date to translate the operating results and financial position, respectively. Translation differences are recorded in accumulated other comprehensive loss, a component of shareholders’ equity.
Convenience translation
Amounts in US$ are presented for the convenience of the reader and are translated at the noon buying rate of US$1.00 to RMB
Cash, cash equivalents and restricted cash
Cash and cash equivalents primarily consist of cash on hand, demand deposits and time deposits which are highly liquid. The Company considers highly liquid investments that are readily convertible to known amounts of cash and with original maturities from the date of purchase of three months or less to be cash equivalents. All cash and cash equivalents are unrestricted as to withdrawal and use.
Restricted cash mainly represents cash reserved in a bank account for legal liability.
Accounts receivable and allowance for credit losses
Accounts receivable represent the amounts that the Company has an unconditional right to consideration, netting of provision of credit losses. The Company’s accounts receivable are within the scope of ASC Topic 326. The Company has identified the relevant risk characteristics of accounts receivable which include size, type of the services or the products the Company provides, or a combination of these characteristics. Receivables with similar risk characteristics have been grouped into pools. For each pool, the Company considers the historical credit loss experience, current economic conditions, supportable forecasts of future economic conditions, and any recoveries in assessing the life - time expected credit losses. Additionally, external data and macroeconomic factors are also considered. This is assessed at each half year based on the Company’s specific facts and circumstances.
Short-term investments
Short-term investments consist of investments in structured notes with original maturities of greater than three months, but less than twelve months and investment in alternative investment fund, which is measured using the net asset value (NAV) per share as a practical expedient. The investment in the fund is redeemable on demand, subject to
F-16
2.Summary of Significant Accounting Policies (continued)
Fair value measurements
Financial instruments of the Company primarily include cash and cash equivalents, restricted cash, short-term investments, accounts receivable, other receivables, accounts payable and accrued liabilities, amounts due from and due to related parties, long-term investments, deposits, contingent consideration payable, short-term debt and long-term debt. The Company applies ASC 820, Fair Value Measurements and Disclosures (‘‘ASC 820’’), in measuring fair value. ASC 820 defines fair value, establishes a framework for measuring fair value and requires disclosures to be provided on fair value measurement.
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-Include other inputs that are directly or indirectly observable in the marketplace.
Level 3-Unobservable inputs which are supported by little or no market activity.
ASC 820 describes three main approaches to measuring the fair value of assets and liabilities: (1) market approach; (2) income approach and (3) cost approach. The market approach uses prices and other relevant information generated from market transactions involving identical or comparable assets or liabilities. The income approach uses valuation techniques to convert future amounts to a single present value amount. The measurement is based on the value indicated by current market expectations about those future amounts. The cost approach is based on the amount that would currently be required to replace an asset.
The Company’s financial instruments include cash and cash equivalents, restricted cash, short-term investments, other receivables, operating lease liabilities, accounts payable, amounts due to related parties, accruals and other current liabilities. The carrying amounts of other receivables, accounts payable, accruals and other current liabilities approximate their fair value due to their relatively short maturity.
Property and equipment, net
Property and equipment are stated at cost less accumulated depreciation and impairment. Depreciation is calculated on a straight-line basis over the following estimated useful lives:
| |||
Category |
| Estimated Useful Lives | |
Furniture | | | |
Electronic equipment | | | |
Vehicles | | | |
Leasehold improvement | | |
Repair and maintenance costs are charged to expense as incurred. 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.
F-17
2.Summary of Significant Accounting Policies (continued)
Intangible assets, net
Intangible assets are carried at cost less accumulated amortization and any recorded impairment. Intangible assets with finite useful lives are amortized using a straight-line method of amortization that reflects the estimated pattern in which the economic benefits of the intangible asset are to be consumed. The estimated useful life for the intangible assets is as follows:
| |||
Category |
| Estimated Economic Lives | |
Customer relationships | | | |
Purchased software | | | |
Technology | | |
Impairment of long-lived assets other than goodwill
The Company evaluates its long-lived assets, including property and equipment and intangible assets with finite lives, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be fully recoverable. When these events occur, the Company evaluates the recoverability of long-lived assets by comparing their carrying amount 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 Company recognizes an impairment loss based on the excess of the carrying amount of the assets over their fair value. Fair value is generally determined by discounting the cash flows expected to be generated by the assets when the market prices are not readily available. The Company recorded
Business combination
The Company accounts for its business combinations using the purchase method of accounting in accordance with ASC 805, Business Combinations (“ASC 805”). The purchase method of accounting requires that the Company allocate the fair value of purchase consideration to the separately identifiable tangible and intangible assets acquired as well as liabilities assumed based on their estimated fair values. The consideration transferred in an acquisition includes the aggregate of the fair values at the date of exchange of the assets given, liabilities incurred, and equity instruments issued as well as the contingent consideration and all contractual contingencies as of the acquisition date. The excess of the total of cost of acquisition, over the fair value of the identifiable net assets of the acquiree, is recorded as goodwill. If the cost of acquisition is less than the fair value of the net assets of the businesses acquired, the difference is recognized directly in earnings. Transaction costs directly attributable to the acquisitions are expensed as incurred.
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. Significant estimates include but are not limited to future expected cash flows from acquired assets, assumptions on useful lives, discount rates and terminal values. The Company’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. The Company determines discount rates to be used based on the risk inherent in the related activity’s current business model and industry comparisons. Terminal values are based on the expected life of assets, forecasted life cycle and forecasted cash flows over that period.
Goodwill
In accordance with ASC 350, Intangibles-Goodwill and Others (“ASC 350”), the Company assigns and assesses goodwill for impairment at the reporting unit level. A reporting unit is an operating segment or one level below the operating segment. Goodwill was allocated to the reporting units that are expected to benefit from the business combinations.
F-18
2.Summary of Significant Accounting Policies (continued)
Goodwill (continued)
Under ASC 350, goodwill is not amortized but is tested for impairment on an annual basis, or more frequently if events or changes in circumstances indicate that it might be impaired. Company applies a one-step quantitative test and record the amount of goodwill impairment as the excess of a goodwill allocated to the reporting unit’s carrying amount over its fair value, not to exceed the total amount of goodwill allocated to the reporting unit. The Company assesses qualitative factors such as business changes, economic outlook, financial trends and forecast, growth rates, industry data and other relevant qualitative factors to determine if it’s more-likely-than-not that the goodwill might be impaired and whether it’s necessary to perform a quantitative goodwill impairment. If the qualitative factors indicate a potential impairment, the Company compares the carrying amount of a reporting unit to its fair value, which is based on a discounted future cash flow approach. The Company recognized goodwill impairment charge of RMB
Revenue recognition
The Company generates its revenue from its on-demand consumer service business, primarily from On-demand delivery solution services provided to online ordering platforms operated by industry customers in the PRC and some other third parties. The Company also generates revenue from its bike-sharing maintenance solution services provided to bike-sharing companies.
On-demand delivery solutions
The Company enters into delivery service agreements to provide an integrated on-demand delivery solution services to industry customers. Industry customers divide their intracity food delivery network into a number of delivery areas. The Company is responsible for providing delivery solution services to fulfill all on-demand delivery orders on a daily and an if-needed basis within the specified delivery areas managed by the Company.
The Company manages its delivery rider groups to ensure there are sufficient delivery riders to fulfill all orders within each delivery area and assures that the quality of delivery solution services is in compliance with the industry customers’ service standards.
The Company concluded it has a stand ready obligation to fulfill all delivery orders and considered the series of services as a single performance obligation. The customers receive the benefit of the services and the Company has the right to payment as the services are performed over the term of the month-to-month contracts or the one-year contract. The Company charges delivery service fees to industry customers based on the number of orders completed at a fixed rate per order, subject to adjustments based on the monthly performance against key performance indicators set by each customer. Revenues are variable based on volume of delivery orders and monthly performance results. The Company recognizes revenue when the variable consideration becomes fixed at the end of the month when the uncertainty around the order volume and monthly performance evaluation is resolved.
The Company recognizes consideration payable to the customer that is not in exchange for a distinct good or service as a reduction of revenue. When the Company makes an upfront payment to a customer for entering into a new contract, the substance of the payment is generally made to secure a relationship with the customer to generate future revenues. The upfront payment is initially recognized as a non-current asset and reduces revenues on a straight-line basis over anticipated relationship period. The anticipated relationship period is generally 8 years and will be reassessed on an annual basis.
F-19
2.Summary of Significant Accounting Policies (continued)
Revenue recognition (continued)
Principal versus agent considerations
The Company evaluates whether it is appropriate to record the revenue on gross or net basis based on whether it acts as a principal or as an agent in each of its revenue streams.
The Company concluded it controls the service provided by delivery riders to customers as (i) the Company is primarily responsible for the fulfillment of the contract and assure services are acceptable by the customer; (ii) the Company needs to maintain sufficient delivery riders in order to deliver all On-demand delivery orders within delivery areas on a daily and an if-needed basis; (iii) the Company can direct the right to use delivery riders’ services as it chooses (e.g. to fulfill one customer’s contract or to fulfill another customer’s contract), and (iv) the Company has the ultimate discretion to set up the price of the service with customers.
Mobility service solutions
The Company’s mobility service solutions comprise ride-hailing solutions, shared-bike maintenance solutions, vehicle export solutions and freight service solutions.
Bike-sharing maintenance solution
The Company derives revenue from service fees paid by bike-sharing companies for daily maintenance services provided. The Company’s bike-sharing maintenance solution include maintaining orderliness of bikes, redistribution and transportation of idle bikes based on end users’ usage patterns within a designated area, and identification, transportation and repair of malfunctioning bikes.
The Company’s obligation is performing maintenance services on the term of a month-to-month contract and considered the series of services as a single performance obligation. The customer receives the benefit of the services and the Company has the right to payment as the service are performed. The Company charges maintenance service fees to the bike-sharing company based on the number of service hours and the number of bikes transported. Revenues are variable based on volume of service performed and the Company recognizes maintenance services revenue as the services are rendered.
Ride-hailing solution
The Company generated revenue from ride-hailing solution services primarily from car rental fees paid by ride-hailing drivers. The Company primarily derives revenues from rental fees under its car leasing agreements with ride-hailing drivers. These arrangements are classified as operating leases as defined within ASC 842, Leases (“ASC 842”). The Company recognizes revenue from these arrangements on a straight-line basis over the lease term.
In addition, the Company also provided ride-hailing management services to certain ride-hailing platform as an agent by connecting ride-hailing drivers and the ride-hailing platform. Accordingly, the Company recognizes revenue on a net basis. Revenue generated from this arrangement was not material for the periods presented.
Vehicle export solutions
The Company generated revenue from vehicle export solutions primarily by selling vehicles to third party buyers. The Company charges payments of vehicles based on the unit price and the number of vehicles shipped and recognizes sales revenue at a point in time when the vehicles are shipped.
F-20
2.Summary of Significant Accounting Policies (continued)
Revenue recognition (continued)
Freight service solution
The Company derives revenue from service fees paid by freight service companies for fulfilling end-to-end intra-city and long-distance transportation orders.
The Company’s obligation is performing freight services on the term of the one-year contract and considered the series of services as a single performance obligation. The customer receives the benefit of the services and the Company has the right to payment as the service are performed. The Company charges freight service fees to the industry customers based on the number of orders. Revenues are variable based on volume of service performed and the Company recognizes freight services revenue as the services are rendered.
Housekeeping and other solutions
The Company generated revenue from Housekeeping and other solutions primarily by providing standardized housekeeping service including cleaning and other services to industry customers that mainly comprise hotels and B&Bs and short-term rental properties in China. The Company charges monthly service fees to industry customers based on the service hours and/or the number of fulfilled orders and adjusted based on KPI performance. Revenues are variable based on the volume of service performed and the Company recognizes service revenue as the services are rendered.
Sales and other taxes
Pursuant to ASC 606-10-32-2A, the Company has elected to exclude from revenue sales taxes and other similar taxes that are both imposed on and are concurrent with revenue producing transactions. Therefore, revenues are recognized net of value added taxes (“VAT”).
Practical Expedients
The Company has utilized the practical expedient available under ASC 606-10-50-14 to not to disclose information about its remaining performance obligations because the Company’s contracts with customers generally have an expected duration less than one year.
Payment term
Payment terms and conditions vary by contract type, although the Company’s terms generally include a requirement of payment within 30 to 90 days since billing is issued. For those billing in which the period is expected to exceed the one-year threshold, the Company assesses whether the transaction price includes a significant financing component and completes a quantitative estimate of the financing component and its relative significance. The Company estimates the significant financing component provided to the customers with extended payment terms by determining the present value of the future payments and applying a discount rate that reflects the customer’s creditworthiness.
Cost of revenue
Cost of revenue consists primarily of labor costs related to the outsourced workforce, rental expenses, amortization of customer relationships, on-demand delivery supplies, workforce insurance costs, depreciation of property and equipment, service fees charged by 3rd parties and other costs directly attributable to the Company’s revenue generating activities.
Research and development
Research and development expenses primarily consist of salaries and benefits for research and development personnel engaging in software or platform development. The Company expenses research and development costs as they are incurred.
F-21
2.Summary of Significant Accounting Policies (continued)
Employee benefit expenses
All eligible employees of the Company are entitled to staff welfare benefits including medical care, welfare subsidies, unemployment insurance and pension benefits through a PRC government-mandated multi-employer defined contribution plan. The Company is required to make contributions to the plan and accrues for these benefits based on certain percentages of the qualified employees’ salaries. The PRC government is responsible for the medical benefits and the pension liability to be paid to these employees and the Company’s obligations are limited to the amounts contributed. The Company has no further payment obligations once the contributions have been paid. The Company recorded employee benefit expenses of RMB
VAT
Pursuant to the PRC tax legislation, VAT is generally imposed in lieu of business tax in the modern service industries, on a nationwide basis. VAT of
Leases
The Company elected the package of practical expedients permitted under the transition guidance within the new standard, which allowed the Group to not reassess 1) whether expired or existing contracts are or contain leases, 2) lease classification for any expired or existing leases as of the adoption date and 3) initial direct costs for existing leases as of the adoption date. The Company also made an accounting policy election to exempt short-term leases of 12 months or less from balance sheet recognition requirements associated with the new standard. The Company will recognize fixed rental payments for these short-term leases as a straight-line expense over the lease.
The Company leases offices and service stations to support its on-demand delivery solution services and leases vehicles to individual drivers for ride-hailing solution services. The Company classifies these leases as operating leases in accordance with ASC 842-10-25-2. The Company records an operating lease right-of-use (“ROU”) asset and lease liability based on the present value of the lease payments over the lease term at the commencement date. The Company excludes variable lease payments not dependent on an index or rate from the ROU asset and lease liability calculations and recognize such amounts as expense in the period which it incurs the obligation for those. As the rate implicit in the Company’s leases are not readily available, the company estimates its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of lease payments. The incremental borrowing rate reflects the fixed rate at which the Company could borrow on a collateralized basis, the amount of the lease payments in the same currency, for a similar term and in a similar economic environment. ROU assets include any lease prepayments and are reduced by lease incentives. The Company recognize operating lease expense on a straight-line basis over the lease term. Lease terms are based on the non-cancelable term of the lease and may contain options to extend the lease when it is reasonably certain that the Company will exercise.
F-22
2.Summary of Significant Accounting Policies (continued)
Income taxes
The Company follows the asset and liability method of accounting for income taxes in accordance with ASC 740, Income Taxes (‘‘ASC 740’’). Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities using enacted tax rates that will be in effect in the period in which the differences are expected to reverse. The Company records a valuation allowance to offset deferred tax assets if based on the weight of available evidence, it is more-likely-than-not that some portion, or all, of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rate is recognized in tax expense in the period that includes the enactment date of the change in tax rate.
The Company accounted for uncertainties in income taxes in accordance with ASC 740. Interest and penalties arising from underpayment of income taxes shall be computed in accordance with the related PRC tax law. The amount of interest expense is computed by applying the applicable statutory rate of interest to the difference between the tax position recognized and the amount previously taken or expected to be taken in a tax return. Interest and penalties recognized in accordance with ASC 740 are classified in the consolidated statements of comprehensive loss as income tax expense.
In accordance with the provisions of ASC 740, the Company 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 Company’s estimated liability for unrecognized tax benefits, if any, will be recorded in the “other non-current liabilities” in the accompanying consolidated financial statements, and 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 Company’s estimates. As each audit is concluded, adjustments, if any, are recorded in the Company’s consolidated financial statements. Additionally, in future periods, changes in facts, circumstances, and new information may require the Company 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
Awards granted to employees
The Company applies ASC 718, Compensation-Stock Compensation (‘‘ASC 718’’), to account for its employee share-based payments. In accordance with ASC 718, the Company determines whether an award should be classified and accounted for as a liability award or equity award. All the Company’s share-based awards to employees were classified as equity awards and are recognized in the consolidated financial statements based on their grant date fair values.
Awards granted to non-employees
The Company elected to recognize share-based compensation using the accelerated method, for all share-based awards granted with graded vesting based on service conditions and performance conditions. For share-based payment awards with market conditions, such market conditions are included in the determination of the estimated grant-date fair value.
The Company elected to account for forfeitures as they occur. The Company, with the assistance of an independent third-party valuation firm determined the fair value of the stock options granted to employees and non-employees. The Black-Scholes option pricing model was applied in determining the estimated fair value of the options granted to employees and non-employees.
F-23
2.Summary of Significant Accounting Policies (continued)
Share-based compensation (continued)
Modification of awards
A change in 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 Company recognizes incremental compensation cost in the period the modification occurs. For unvested awards, the Company 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 Company recognizes is the cost of the original award.
Earnings/(loss) per share
Basic earnings/(loss) per share is computed by dividing net income/(loss) attributable to ordinary shareholders by the weighted average number of unrestricted ordinary shares outstanding during the year using the two-class method. Under the two-class method, net income/(loss) is allocated between ordinary shares and other participating securities based on their participating rights. Diluted earnings/(loss) per share is calculated by dividing net income/(loss) attributable to ordinary shareholders as adjusted for the effect of dilutive ordinary equivalent shares, if any, by the weighted average number of ordinary and dilutive ordinary equivalent shares outstanding during the period. The Company calculates the dilutive effect of ordinary share issuable upon the exercise of share options, using the treasury stock method. Ordinary share equivalents are excluded from the computation of diluted per share if their effects would be anti-dilutive.
Segment reporting
In accordance with ASC 280-10, Segment Reporting: Overall, the Company’s chief operating decision maker (‘‘CODM’’) has been identified as the Chief Executive Officer.
In November 2023, FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which expands public entities’ segment disclosures, among others, requiring disclosure of significant segment expenses that are regularly provided to the CODM and included within each reported measure of segment profit or loss; an amount and description of its composition for other segment items; and interim disclosures of a reportable segment’s profit or loss and assets. This new guidance was effective for the Company beginning on this annual report for the year ended December 31, 2024, and applied retrospectively to all prior periods presented.
The Company’s chief operating decision maker has been identified as the Chief Executive Officer who reviews financial information of operating segments based on US GAAP amounts when making decisions about allocating resources and assessing performance of the Company. For the years ended December 31, 2022 and 2023 and 2024, the Company identified
The Company primarily operates in the PRC and substantially all of the Company’s long-lived assets are located in the PRC.
The Company’s CODM makes decisions on resource allocation, evaluates operating performance, and monitors budget versus actual results using net income. There is no reconciling items or adjustments between segment income and net income as presented in the Company’s statements of income. The CODM does not review assets in evaluating the segment results and therefore such information is not presented.
F-24
2.Summary of Significant Accounting Policies (continued)
Recent accounting pronouncements
Recently issued accounting pronouncements not yet adopted
In December 2023, the FASB issued ASU 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures”. The Update requires that public business entities on an annual basis (1) disclose specific categories in the rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income (or loss) by the applicable statutory income tax rate). The ASU is effective for public business entities for annual periods beginning after December 15, 2024. For entities other than public business entities, the amendments are effective for annual periods beginning after December 15, 2025. The Company may apply the amendments prospectively or may elect retrospective application. The Company is currently evaluating the impact from the adoption of this ASU and does not expect the adoption will have a material impact on the Company’s consolidated financial statements and related disclosures.
In November 2024, the FASB issued ASU 2024-03 “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40)”. The amendments in this update intend to improve the disclosures about a public business entity’s expenses and address requests from investors for more detailed information about the types of expenses in commonly presented expense captions (such as cost of sales, selling, general and administrative expenses, and research and development). ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods beginning after December 15, 2027. The Company is currently evaluating the impact from the adoption of this ASU on its consolidated financial statements.
The Company does not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the Company’s consolidated financial position, statements of comprehensive income and cash flows.
3.Concentration of Risks
(a)Business, customer, political, social and economic risks
The Company participates in a dynamic and competitive industry and believes that changes in any of the following areas could have a material adverse effect on the Company’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; regulatory considerations and risk associated with the Company’s ability to attract employees or workforce necessary to support its growth. The Company’s operations could also be adversely affected by significant political, regulatory, economic and social uncertainties in the PRC.
The top
(b)Interest rate risk
The Company is exposed to interest rate risk related to its short-term loan. The interest rate of a short-term loan was mainly based on the one year People’s Bank of China (“PBOC”) benchmark interest rates and a pre-determined margin. A hypothetical
F-25
3.Concentration of Risks (continued)
(c)Foreign currency exchange rate risk
From July 21, 2005, the RMB is permitted to fluctuate within a narrow and managed band against a basket of certain foreign currencies. For RMB against U.S. dollar, there was depreciation of approximately
(d)Currency convertibility risk
The Company 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 US$ 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. Additionally, the value of the RMB is subject to changes in central government policies and international economic and political developments affecting supply and demand in the PRC foreign exchange trading system market.
(e)Concentration of credit risk
Financial assets that potentially expose the Company to significant concentration of credit risk consist primarily of cash, accounts receivable, short-term investments and deposits. All of the Company’s cash and short-term investments were held at reputable financial institutions with high-credit ratings. In the event of bankruptcy of one of these financial institutions, the Company may not be able to claim its cash and demand deposits back in full. The Company continues to monitor the financial strength of the financial institutions. There has been no recent history of default in relation to these financial institutions. Accounts receivable and deposits, unsecured and denominated in RMB, derived from or held by industry customers are exposed to credit risk. The Company manages credit risk of accounts receivable through ongoing monitoring of the outstanding balances.
4.Revenues
The following table presents the Company’s revenues disaggregated by revenue category.
| | For the year ended December 31, | ||||||
|
| 2022 |
| 2023 |
| 2024 |
| 2024 |
| | RMB | | RMB | | RMB | | US$ |
Revenue |
|
|
|
|
|
|
|
|
On-demand delivery solution services |
| | | | | | | |
Mobility service solutions |
| | | | | | | |
Housekeeping services |
| | | | | | | |
Others |
| | | | | | | |
Total revenues |
| | | | | | | |
F-26
4.Revenues (continued)
The following is a summary of the Group’s disaggregated revenues by timing of revenue recognition:
|
| For the year ended December 31, | ||||||
| | 2022 |
| 2023 |
| 2024 |
| 2024 |
| | RMB | | RMB | | RMB | | US$ |
Revenue | |
| |
| |
| |
|
Point in time |
| — |
| |
| |
| |
Over time |
| |
| |
| |
| |
Total revenues |
| |
| |
| |
| |
5.Business Combination
2022 Acquisitions
On January 1, 2022, the Company acquired Shenyang Sen Xin, Panjin Sen Xin and Anshan Sen Rui with total consideration of RMB
The following table summarizes the purchase price allocation for the 2022 Acquisition:
|
| 2022 Acquisitions |
| | RMB |
Purchase consideration | | |
Less: |
|
|
Cash |
| |
Accounts receivable |
| |
Customer relationships |
| |
Accrued expenses and other current liabilities |
| ( |
Non-controlling interests | | ( |
Goodwill |
| |
The purchase price allocation for the acquisitions was based on a valuation determined by the Company with the assistance of an independent third-party valuation firm. The significant inputs used in the purchase price allocations were revenue growth rates, gross margin rates, weighted-average cost of capital, discount rate, and terminal values. Identifiable intangible assets acquired primarily consist of customer relationships which provide the Company with rights to expand its ride-hailing solutions services with the ride-hailing company in specified regions in the PRC.
The operating results of the acquired company was included in the consolidated statement of comprehensive loss from the acquisition date. Pro forma results of operations were not presented because the effect of the acquisition was not material to the Company’s consolidated financial statements.
On January 5, 2022, the Company issued
F-27
6.Short-term investments
The Company’s short-term investments included structured notes with maturities of one year or less and investment in fund, which is measured using the NAV per share as a practical expedient. The following is a summary of the Company’s short-term investments:
|
| As of December 31, | ||||
|
| 2023 |
| 2024 |
| 2024 |
| | RMB | | RMB | | US$ |
Investment in fund | | |
| — |
| — |
For the years ended December 31, 2022, 2023 and 2024, the Company recognized other income related to its structured notes of RMB
On July 1, 2024, the Company entered into equity acquisition agreement with a non-controlling interest holder of Quhuo International by transferring its investment in fund. From January 1, 2024 to the date of transfer, the Company recognized loss on fair value change of the investments of RMB
For the years ended December 31, 2022, 2023, the Group recognized (loss) and gain on fair value change of the investment in fund of RMB(
7.Accounts Receivable
|
| As of December 31, | ||||
|
| 2023 |
| 2024 |
| 2024 |
| | RMB | | RMB | | US$ |
Accounts receivable | | | | | | |
Less: allowance for credit losses | | ( | | ( | | ( |
Accounts receivable, net | | | | | | |
The following table presents the movement in the allowance for credit losses:
|
| As of December 31, | ||||
|
| 2023 |
| 2024 |
| 2024 |
| | RMB | | RMB | | US$ |
Balance at beginning of year | | ( |
| ( |
| ( |
Additions | | — |
| ( | | ( |
Reversals | | | | | | |
Balance at end of year | | ( |
| ( |
| ( |
RMB
F-28
8.Prepayments and Other Current Assets
Prepayments and other current assets consisted of the following:
|
| As of December 31, | ||||
|
| 2023 |
| 2024 |
| 2024 |
| | RMB | | RMB | | US$ |
Other receivables | | | | | | |
Employee advances | | | | | | |
Prepaid rents | | | | | | |
Others | | | | | | |
Total prepayments and other current assets | | | | | | |
9.Property and Equipment
Property and equipment, net consisted of the following:
|
| As of December 31, | ||||
|
| 2023 |
| 2024 |
| 2024 |
| | RMB | | RMB | | US$ |
Vehicles | | | | | | |
Electronic equipment | | | | | | |
Leasehold improvement | | | | | | |
Furniture | | | | | | |
Less: Accumulated depreciation | | ( | | ( | | ( |
Total property and equipment, net | | | | | | |
The Company recorded depreciation expenses of RMB
10.Leases
The Company’s operating leases mainly related to office premises and on-demand delivery service stations. The total lease cost for the years ended December 31, 2022, 2023 and 2024 was RMB
The following table presents supplemental information related to operating leases:
|
| For the year ended December 31, |
| ||||
| | 2022 |
| 2023 |
| 2024 |
|
Weighted-average remaining lease term (years) | | | |
| |||
Weighted average incremental borrowing rate |
| | % | | % | | % |
The undiscounted future minimum payments under the Company’s operating lease liabilities and reconciliation to the operating lease liabilities recognized on the consolidated balance sheet was as below:
|
| 2024 |
| 2024 |
| | RMB | | US$ |
2025 |
| | | |
2026 |
| | | |
2027 |
| | | |
Total undiscounted cashflows |
| | | |
Less: imputed interest |
| | | |
Present value of lease liabilities |
| | | |
As of December 31, 2024, future minimum payment under non-cancellable leases was RMB
F-29
11.Intangible Assets, net
Intangible assets, net consisted of the following:
|
| As of December 31, | ||||
|
| 2023 |
| 2024 |
| 2024 |
| | RMB | | RMB | | US$ |
Customer relationships | | | | | | |
Purchased software | | | | | | |
Technology | | | | | | |
Less: Accumulated amortization and impairment | | ( | | ( | | ( |
Total intangible assets, net | | | | | | |
The Company recorded amortization expenses of RMB
12.Goodwill
Changes in the carrying amount of goodwill by the reporting units as of December 31, 2023 and 2024 were as follows:
|
| Meituan |
| Eleme |
| |
| |
| Ride-hailing |
| |
| | on-demand | | on-demand | | B&B | | Housekeeping | | solution | | |
| | delivery | | delivery | | solution | | solution | | services | | Total |
| | RMB | | RMB | | RMB | | RMB | | RMB | | RMB |
Balance as of December 31, 2022 |
| |
| |
| |
| |
| |
| |
Acquisitions |
| — |
| — |
| — |
| — |
| — |
| — |
Balance as of December 31, 2023 | | | | | | | | | | | | |
Acquisitions | | — | | — | | — | | — | | — | | — |
Balance as of December 31, 2024 |
| |
| |
| |
| |
| |
| |
Balance as of December 31, 2024, in US$ |
| |
| |
| |
| |
| |
| |
In December 2023 and 2024, the Company completed its annual goodwill impairment analysis, and
F-30
13.Other Non-current Assets
Other non-current assets consisted of the following:
|
| As of December 31, | ||||
|
| 2023 |
| 2024 |
| 2024 |
| | RMB | | RMB | | US$ |
Rental and industry customer deposits (1) | | | | | | |
Long-term receivables (2) | | — | | | | |
Prepayments | | | | — | | — |
Long-term investments | | | | | | |
Less: allowance for credit losses | | — |
| ( |
| ( |
Total other non-current assets | | | | | | |
| (1) | The Company’s rental deposits are mainly paid to landlords for its various office spaces and are refundable upon termination of the leases. Industry customer deposits consist of refundable deposits paid to industry customers and are refundable upon termination of contracts with each customer. The Company evaluated the recoverability of the deposits periodically and recorded a provision for credit losses of |
| (2) | In September 2024, the Company entered into a repayment agreement with a third party pursuant to the receivables which mainly comprise the consideration receivables of disposal of other non-current assets. Under the terms of the agreement, the Company will receive monthly repayment in accordance with the repayment schedule over |
14.Accrued Expenses and Other Current Liabilities
Accrued expenses and other current liabilities consisted of the following:
|
| As of December 31, | ||||
|
| 2023 |
| 2024 |
| 2024 |
| | RMB | | RMB | | US$ |
Amounts due to third-parties | | | | | | |
Income tax payables | | | | | | |
Other tax payables | | | | | | |
Salary and welfare payables | | | | | | |
Deposits received from ride-hailing drivers | | | | | | |
Purchase consideration payable | | | | | | |
Others | | | | | | |
Total | | | | | | |
F-31
15.Debt
Short-term Debt
The following table presents the Company’s outstanding short-term debt as of December 31, 2023 and 2024:
|
| Annual |
| |
| As of |
| As of | ||
Name | | interest rates | | Term | | December 31, 2023 | | December 31, 2024 | ||
| | | | | | RMB | | RMB |
| US$ |
Short-term loans |
|
|
|
|
|
|
|
| | |
Short-term bank loans | | |
| | | | | | ||
Short-term bank loans consist of secured RMB denominated borrowings from financial institutions in the PRC that are repayable within one year. As of December 31, 2023 and 2024, the repayments of all short-term loans are collateralized by certain accounts receivables, or guaranteed by certain subsidiaries of the Company.
Long-term debt
The following table presents the Company’s long-term debt as of December 31, 2023 and 2024:
|
| Annual |
| |
| As of |
| As of | ||
| | interest rates | | Term | | December 31, 2023 | | December 31, 2024 | ||
| | | | | | RMB | | RMB |
| US$ |
Long-term debt, current portion |
| |
| | | | | | ||
Long-term debt, non-current portion |
| |
| | | | | | ||
Total |
| |
|
|
| | | | | |
In December 2022, the Company entered into an agreement with a third party pursuant to which the Company borrowed RMB
In May 2023 and December 2023, the Company entered into
The weighted average interest rate for all the outstanding borrowings was approximately
As of December 31, 2024, maturities of the debt are as follows:
|
| RMB |
| US$ |
2025 | | | | |
2026 | | | | |
2027 | | | | |
2028 | | | | |
Total |
| | | |
F-32
16.Other non-current liabilities
Other non-current liabilities consisted of the following:
|
| |
| As of December 31, | ||||
| | Note |
| 2023 |
| 2024 |
| 2024 |
| | | | RMB | | RMB | | US$ |
Unrecognized tax benefit |
| 18 | | | | | | |
Contingent consideration, non-current portion | | | | | | | | |
Total | | | | | | | | |
17.Share-Based Compensation
Employees
There were
A summary of the option activities for employees under the 2019 Plan is as follows:
|
| |
| |
| |
| |
| Weighted |
| | | | Weighted | | Weighted | | | | average |
| | | | average | | average | | Aggregate | | remaining |
| | Number of | | exercise | | grant date | | intrinsic | | contractual |
| | options | | price | | fair value | | value | | term |
| | | | US$ | | US$ | | US$ | | |
Outstanding as of December 31, 2021 | | | | | | | | | | |
Exercise withdraw | | | | | | | | — | | — |
Exercised | | ( | | | | | | — | | — |
Outstanding as of December 31, 2022 | | | | | | | | | | |
Exercised | | ( | | — | | | | — | | — |
Outstanding as of December 31, 2023 | | — | | — | | — | | — | | — |
Outstanding as of December 31, 2024 | | — | | — | | — | | — | | — |
Vested and expected to vest as of December 31, 2024 | | — | | — | | — | | — | | — |
Exercisable at December 31, 2024 | | — | | — | | — | | — | | — |
The aggregate intrinsic value in the table above represents the difference between the fair value of the Company’s ordinary share as of December 31, 2022, 2023 and 2024 and the option’s respective exercise price. For the year ended December 31, 2024, the total intrinsic value and unrecognized employee share-based compensation expenses related to unvested share-based awards was nil.
F-33
17.Share-Based Compensation (continued)
Non-employees
In May 2022, the Company cancelled
In December 2023, the Company granted
As of December 31, 2023, all options granted were exercised with waived price.
A summary of the option activities for non-employees under the 2019 Plan is as follows:
|
| |
| |
| |
| |
| Weighted |
| | | | Weighted | | Weighted | | | | average |
| | | | average | | average | | Aggregate | | remaining |
| | Number of | | exercise | | grant date | | intrinsic | | contractual |
| | options | | price | | fair value | | value | | term |
| | | | US$ | | US$ | | US$ | | |
Outstanding as of December 31, 2021 | | | | | | | | | | |
Canceled |
| ( | | | | | | — | | — |
Exercised |
| ( | | | | | | — | | — |
Outstanding as of December 31, 2022 |
| | | | | | | | | |
Granted |
| | | | | | | — | | — |
Exercised | | ( | | | | | | — | | — |
Outstanding as of December 31, 2023 |
| — |
| — |
| — |
| — |
| — |
Outstanding as of December 31, 2024 |
| — |
| — |
| — |
| — |
| — |
Vested and expected to vest as of December 31, 2024 |
| — |
| — |
| — |
| — |
| — |
Exercisable as of December 31, 2024 |
| — |
| — |
| — |
| — |
| — |
The aggregate intrinsic value in the table above represents the difference between the fair value of the Company’s ordinary share as of December 31, 2021, 2022 and 2023 and the option’s respective exercise price. For the year ended December 31, 2024, the total intrinsic value and unrecognized employee share-based compensation expenses related to unvested share-based awards was nil.
F-34
17.Share-Based Compensation (continued)
Fair value of options
The Company estimated the fair value of options using the binomial-lattice option model, with the assistance from an independent third-party appraiser. The binomial-lattice option model requires the input of highly subjective assumptions, including the expected share price volatility and the expected exercise multiple. For expected volatilities, the Company referenced historical volatilities of several comparable companies. The suboptimal exercise factor was estimated based on the Company’s expectation of exercise behavior of the grantees. The risk-free rate for periods within the contractual life of the options is based on the market yield of U.S. Treasury Bonds in effect at the time of grant. The estimated fair value of the ordinary shares, at the option grant dates, was determined with the assistance from an independent third-party appraiser. The Company’s management is ultimately responsible for the determination of the estimated fair value of its ordinary shares.
The assumptions used to estimate the fair value of the options granted are as follow:
|
| For the year ended | |
| | December 31, 2023 | |
Risk-free interest rate | | | |
Expected volatility | | | |
Suboptimal exercise factor | | | |
Fair value per ordinary share | | US$ | |
Expected dividend yield | | — | |
Post-vesting forfeiture rate | | — | |
The Black-Scholes option pricing model considered the contract lives of the options of
The Company recognized RMB
18.Income Taxes
Cayman Islands
Under the current laws of the Cayman Islands, the Company is not subject to tax on income or capital gain arising in Cayman Islands.
BVI
Under the current laws of the BVI, Quhuo BVI is not subject to tax on income or capital gains.
Hong Kong
The Company’s subsidiaries incorporated in Hong Kong are subject to Hong Kong profits tax of
F-35
18.Income Taxes (continued)
PRC
The Company’s subsidiaries, VIE and VIE’s subsidiaries in the PRC are subject to the statutory rate of
Dividends, interests, rent or royalties payable by the Company’s PRC subsidiaries, to non-PRC resident enterprises, and proceeds from any such non-resident enterprise investor’s disposition of assets (after deducting the net value of such assets) shall be subject to
Composition of income tax expense
The current and deferred portions of income tax expense included in the consolidated statements of comprehensive (loss)/income were as follows:
| | For the year ended December 31, | ||||||
|
| 2022 |
| 2023 |
| 2024 |
| 2024 |
|
| RMB |
| RMB |
| RMB |
| US$ |
Current income tax expense/(benefit) |
| | | | | ( | | ( |
Deferred income tax benefit |
| ( | | ( | | ( | | ( |
Total income tax expense/(benefit) |
| | | ( | | ( | | ( |
F-36
18.Income Taxes (continued)
Reconciliation between expenses of income taxes
The reconciliations of the income tax expense for the years ended December 31, 2022, 2023 and 2024 were as follows:
| | For the year ended December 31, | ||||||
|
| 2022 |
| 2023 |
| 2024 |
| 2024 |
|
| RMB |
| RMB |
| RMB |
| US$ |
Income/(loss) before income tax expense | | | | | | ( | | ( |
Income tax expense/(benefit) at statutory tax rate | | | | | | ( | | ( |
International tax rate difference | | | | ( | | | | |
Effect of preferential tax rates | | ( | | ( | | ( | | ( |
Non-deductible entertainment expenses | | | | | | | | |
Non-deductible stock compensation | | | | ( | | — | | — |
Other non-deductible expense | | | | — | | | | |
Research and development expense super-deduction | | ( | | ( | | ( | | ( |
Changes in valuation allowance | | | | ( | | ( | | ( |
Effects of deregistered/disposed entities | | — | | — | | | | |
Changes of uncertain tax position | | | | | | ( | | ( |
Over-provisions of prior years | | — | | — | | ( | | ( |
Interest expense | | | | | | | | |
Income tax expense/(benefit) |
| | | ( | | ( | | ( |
Deferred tax assets and liabilities
Deferred taxes were measured using the enacted tax rates for the periods in which the temporary differences are expected to be reversed. The tax effects of temporary differences that give rise to the deferred tax balances as of December 31, 2023 and 2024 were as follows:
| | As of December 31, | ||||
|
| 2023 |
| 2024 |
| 2024 |
|
| RMB |
| RMB |
| US$ |
Deferred tax assets: | | | | | | |
Tax losses carried forward |
| | | | | |
Accrued expense and other current liabilities |
| — | | | | |
Amortization and depreciation difference |
| | | | | |
Bad debt provision |
| | | | | |
Leasing liability |
| | | | | |
Prepaid rent |
| | | | | |
Less: valuation allowance |
| ( | | ( | | ( |
Total deferred tax assets, net of valuation allowance |
| | | | | |
Deferred tax liabilities: |
| | | | | |
Intangible assets |
| | | | | |
Right-of-use assets |
| | | | | |
Total deferred tax liabilities |
| | | | | |
The Company operates through VIE and subsidiaries of the VIE and valuation allowance is considered for each of the entities on an individual basis. The Company recorded valuation allowance against deferred tax assets of those entities that were in a three-year cumulative financial loss and are not forecasting profits in the near future as of December 31, 2022, 2023 and 2024. In making such determination, the Company also evaluated a variety of factors including the Company’s operating history, accumulated deficit, existence of taxable temporary differences and reversal periods.
F-37
18.Income Taxes (continued)
Deferred tax assets and liabilities (continued)
As of December 31, 2022, 2023 and 2024, the Company had taxable losses of RMB
Unrecognized Tax Benefit
As of December 31, 2022, 2023 and 2024, the Company had unrecognized tax benefit of RMB
| | As of December 31, | ||||
|
| 2023 |
| 2024 |
| 2024 |
|
| RMB |
| RMB |
| US$ |
Balance at January 1 |
| |
| | | |
Increase |
| | | — | | — |
Decrease |
| ( | | ( | | ( |
Balance at December 31 |
| |
| | | |
In the years ended December 31, 2022, 2023 and 2024, the Company recorded interest expense accrued in relation to the unrecognized tax benefit of RMB
As of December 31, 2024, the tax years ended December 31, 2019 through period ended as of the reporting date for the WFOE, the VIE and VIE’s subsidiaries remain open to examination by the PRC tax authorities.
19.Acquisition of Non-controlling Interests
On July 1, 2024, the Company entered into equity acquisition agreements with minority shareholders of Quhuo International Trade(HK) Limited (“Quhuo International”), proposed to acquire an aggregate of
Specifically, the Company (1) entered into an equity acquisition agreement with Lida Global Limited, proposed to acquire
Upon completion of the transactions, the company owned
F-38
20.Ordinary Shares
On January 5, 2024, the Company entered into a securities purchase agreement with VG Master Fund SPC (the “Investor”), under which, subject to specified terms and conditions, the Company may issue and sell in its discretion, up to US$
On July 1, 2024, the Company issued senior convertible promissory notes to certain non-controlling interest holders of Quhuo International. On August 8, 2024, the Convertible Note Holders elected to convert the principal into Class A ordinary shares, par value US$
As of December 31, 2024, there were
21.(Loss)/Earnings Per Share
The rights of the holder of Class A and Class B ordinary shares were identical for all periods presented, except with respect to voting and conversion rights, and therefore, the undistributed earnings were allocated on a proportionate basis and the resulting earnings per share attributable to ordinary shareholders were the same for both Class A and Class B ordinary shares on an individual or combined basis. The following table sets forth the computation of basic net (loss)/earnings per share for the following periods:
| | For the year ended December 31, | ||||||
|
| 2022 |
| 2023 |
| 2024 |
| 2024 |
|
| RMB |
| RMB |
| RMB |
| US$ |
Basic (Loss)/Earnings Per Share |
|
|
|
|
|
|
|
|
Numerator: |
|
|
|
|
|
|
|
|
Net (loss)/income attributable to ordinary shareholders for computing basic (loss)/earnings per ordinary share |
| ( | | | | | | |
Denominator: |
|
|
| |
| | | |
Weighted average number of shares outstanding |
| | | | | | | |
(Loss)/earnings per share - basic |
| ( | | | | | | |
The following table sets forth the computation of diluted net (loss)/earnings per share for the following periods:
| | For the year ended December 31, | ||||||
|
| 2022 |
| 2023 |
| 2024 |
| 2024 |
|
| RMB |
| RMB |
| RMB |
| US$ |
Diluted (Loss)/Earnings Per Share |
|
|
|
|
|
|
|
|
Numerator: |
|
|
|
|
|
|
|
|
Net (loss)/income attributable to ordinary shareholders for computing diluted (loss)/earnings per ordinary share |
| ( | | | | | | |
Denominator: |
| | | | | | | |
Weighted average number of shares outstanding |
| | | | | | | |
(Loss)/earnings per share - diluted |
| ( | | | | | | |
The effects of all outstanding share options were excluded from the computation of diluted loss per share for the years ended December 31, 2022, as the effect would be anti-dilutive. For the year ended December 31, 2023, potential dilutive shares consist of incremental ordinary shares issuable upon the exercise of outstanding options calculated under treasury method. For the year ended December 31, 2024 there is no potential dilutive shares.
F-39
22.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 Company’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 consolidated 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
Under PRC laws and regulations, there are restrictions on the Company’s PRC subsidiaries and VIE with respect to transferring certain of their net assets to the Company either in the form of dividends, loans, or advances. Amounts restricted include paid-in capital and statutory reserve of the Company’s PRC subsidiaries and the VIE, totaling approximately RMB
Furthermore, cash transfers from the Company’s PRC subsidiaries to its subsidiaries outside of China are subject to PRC government control of currency conversion. Shortages in the availability of foreign currency may restrict the ability of the PRC subsidiaries and consolidated VIE to remit sufficient foreign currency to pay dividends or other payments to the Company, or otherwise satisfy their foreign currency denominated obligations.
23.Commitments and Contingencies
Commitments
The Company has
Contingencies
In the ordinary course of business, the Company may from time to time be involved in legal proceedings and litigation relating to injuries caused by workforce and labor arbitration cases brought by disgruntled workforce, among others. The Company records a liability when the Company believes that it is both probable that a loss has been incurred and the amount can be reasonably estimated. With respect to the Company’s outstanding legal matters, based on its current knowledge, the Company believes that the amount or range of reasonably possible loss will not, either individually or in the aggregate, have a material adverse effect on the Company’s business, financial position, results of operations, or cash flows. However, the outcome of such legal matters is inherently unpredictable and subject to significant uncertainties.
F-40
24.Related Party Transactions
Names of the related parties |
| Relationship with the Company |
Hainan Huiliu Tianxia Network Technology Co., Ltd.(“Hainan Huiliu”) | | |
Shenyang Bokai Network Technology Co., Ltd. (“Shenyang Bokai”) | |
Amounts due from a related party as of December 31, 2023 and 2024 were as follows:
| | As of December 31, | ||||
|
| 2023 |
| 2024 |
| 2024 |
|
| RMB |
| RMB |
| US$ |
Amounts due from a related party： |
|
|
|
|
|
|
Hainan Huiliu |
| |
| — |
| — |
Amounts due from Hainan Huiliu were unsecured, interest-free and have fixed terms of repayment, which were settled in January 2024.
| | As of December 31, | ||||
|
| 2023 |
| 2024 |
| 2024 |
|
| RMB |
| RMB |
| US$ |
Amounts due to a related party： |
|
|
|
|
|
|
Hainan Huiliu |
| — |
| |
| |
Amounts due to Hainan Huiliu were related to labor recruitment services fee, which were settled in January 2025.
Transactions with related parties for the years ended December 31, 2022, 2023 and 2024:
|
| For the year ended December 31, | ||||||
|
| 2022 |
| 2023 |
| 2024 |
| 2024 |
|
| RMB |
| RMB |
| RMB |
| US$ |
Labor consulting service received from: |
|
|
|
|
|
|
|
|
Hainan Huiliu |
| | | | | | | |
Shenyang Bokai |
| | | — | | — | | — |
Total |
| | | | | | | |
The Company received labor recruitment services from Hainan Huiliu and Shenyang Bokai and recorded labor recruitment cost in cost of revenues.
F-41
25.Segment reporting
The Company generates its revenue primarily from On-demand delivery solution services and substantially all of the Company’s long-lived assets are located in the PRC. Segment information is presented after elimination of inter-segment transactions and revenues and cost of revenues are directly attributable, or are allocated, to each segment. The accounting policies of the segments are the same as those described in note 2. The company’s CODM evaluates performance based on each operating segment’s revenue and cost of revenues and uses these results to evaluate the performance of, and to allocate resources to each of the segments. The Company’s CODM does not review the financial position by operating segment, thus total assets by operating segment is not presented.
|
| For the year ended December 31, | ||||||
| | 2022 |
| 2023 |
| 2024 |
| 2024 |
| | RMB | | RMB | | RMB | | US$ |
Revenues | | | | | | | |
|
On-demand delivery solution services |
| |
| |
| |
| |
Others |
| |
| |
| |
| |
Total revenues |
| |
| |
| |
| |
Cost of revenues (Note) | | | | | | | | |
On-demand delivery solution services |
| ( |
| ( |
| ( |
| ( |
Others |
| ( |
| ( |
| ( |
| ( |
Total cost of revenues |
| ( |
| ( |
| ( |
| ( |
Gross profit | | | | | | | | |
Reconciliation of profit or loss | | | | | | | | |
Operating expenses: | | | | | | | | |
General and administrative |
| ( |
| ( |
| ( |
| ( |
Research and development |
| ( |
| ( |
| ( |
| ( |
Gain on disposal of assets |
| |
| |
| |
| |
Goodwill impairment |
| ( |
| — |
| — |
| — |
Income/(loss) from operations |
| |
| ( |
| ( |
| ( |
Non-operating (expense)/income: | | | | | | | | |
Interest income |
| |
| |
| |
| |
Interest expense |
| ( |
| ( |
| ( |
| ( |
Other (expense)/income, net |
| ( |
| |
| ( |
| ( |
Income/(loss) before income tax |
| |
| |
| ( |
| ( |
Note: The cost of revenues for the years ended December 31, 2022, 2023 and 2024 mainly include cost of labor.
F-42
26.Fair Value Measurement
(a)Assets and liabilities measured or disclosed at fair value on a recurring basis
In accordance with ASC 820, the Company measures short-term investments and payables for contingent consideration for business acquisitions at fair value on a recurring basis. Short-term investments include structured notes with a variable interest rate and equity investment in a mutual fund with fair value measurement. The short-term investments in structured notes are recorded at fair value based on quoted prices provided by banks at the end of each period. The Company classifies the valuation techniques that use these inputs as Level 2 of fair value measurements. The Company measures the fair value of contingent consideration for business combination using 1) management’s estimate of the acquiree’s pre-tax operating profit for the years ended December 31, 2019, 2) management’s estimate of the acquiree’s certain revenue and net profit for the year ending December 31, 2021, 2022 and 2023, and 3) as well as the discount factor which considers the time value of money and credit risk. The Company measured the payables for contingent consideration at fair value on a recurring basis using significant unobservable inputs (Level 3) as of the year ended December 31, 2024. Significant increases (decreases) in the inputs used in the fair value measurement of Level 3 contingent consideration in isolation would result in a significant higher (lower) fair value measurement.
As of December 31, 2023and 2024, assets and liabilities measured or disclosed at fair value on a recurring basis are summarized below:
| | | | Fair value measurement or disclosure |
|
| ||||
| | | | at December 31, 2023 using | | | ||||
| | | | Quoted prices in | | | | Significant | | |
| | | | active market for | | Significant other | | unobservable | | |
| | Total fair value at | | identical assets | | observable inputs | | inputs | | |
|
| December 31, 2023 |
| (Level 1) |
| (Level 2) |
| (Level 3) |
| Total gains |
|
| RMB |
| RMB |
| RMB |
| RMB |
| RMB |
Assets | | | | | | | | | | |
Short-term investments, alternative investment fund (1) |
| |
| — |
| — |
| — |
| |
Total |
| |
| — |
| — |
| — |
| |
Liabilities |
| |
|
|
| |
| |
| |
Purchase consideration payables |
| |
| — |
| — |
| |
| — |
Contingent consideration |
| |
| — |
| — |
| |
| — |
Total |
| |
| — |
| — |
| |
| — |
|
| |
| Fair value measurement or disclosure |
|
| ||||
| | |
| at December 31, 2024 using | | | ||||
| | | | Quoted prices in | | | | Significant | | |
| | | | active market for | | Significant other | | unobservable | | |
| | Total fair value at | | identical assets | | observable inputs | | inputs | | |
|
| December 31, 2024 |
| (Level 1) |
| (Level 2) |
| (Level 3) |
| Total gains |
|
| RMB |
| RMB |
| RMB |
| RMB |
| RMB |
Liabilities |
| |
|
|
|
|
|
|
| |
Purchase consideration payables |
| | | — | | — | | | | — |
Contingent consideration |
| | | — | | — | | | | — |
Total |
| | | — | | — | | | | — |
| (1) | Investments are measured at fair value using NAV as a practical expedient. These investments have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented on the consolidated statements of balance sheets. |
F-43
26.Fair Value Measurement (continued)
(b)Assets and liabilities measured at fair value on a nonrecurring basis
The Group’s goodwill are primarily acquired through business acquisitions. Purchase price allocation is measured at fair value on a nonrecurring basis as of the acquisition dates. The Group measures its goodwill at fair value on a nonrecurring basis annually or whenever events or changes in circumstances indicate that carrying amount of a reporting unit exceeds its fair value. The Group recognized impairment loss related to goodwill arising from acquisitions of RMB
27.Condensed Financial Information of the Parent Company
The following is the condensed financial information of the parent Company on a parent company only basis.
Condensed balance sheets
|
| As of December 31, | ||||
|
| 2023 |
| 2024 |
| 2024 |
|
| RMB |
| RMB |
| US$ |
Assets: | | | | | | |
Current assets | | | | | | |
Cash | | | | | | |
Short-term investments | | | | — | | — |
Inter-group balance due from VIE, WFOE and subsidiaries | | | | | | |
Total current assets | | | | | | |
Non-current assets | | | | | | |
Investments in subsidiaries, VIE and VIE’s subsidiaries | | | | | | |
Total non-current assets | | | | | | |
Total Assets | | | | | | |
Liabilities: | | | | | | |
Other Liabilities | | | | | | |
Total Liabilities | | | | | | |
Shareholders’ equity: | | | | | | |
Ordinary shares (US$ | | | | | | |
Additional paid-in capital | | | | | | |
Accumulated deficit | | ( | | ( | | ( |
Accumulated other comprehensive loss | | ( | | ( | | ( |
Total Quhuo Group Limited’s Equity | | | | | | |
Non-controlling interests | | | | — | | — |
Total shareholders’ equity | | | | | | |
Total liabilities and shareholders’ equity | | | | | | |
F-44
27.Condensed Financial Information of the Parent Company (continued)
Condensed statements of comprehensive loss
|
| For the year ended December 31, | ||||||
| | 2022 | | 2023 | | 2024 | | 2024 |
|
| RMB |
| RMB |
| RMB |
| US$ |
Revenues | | — | | — | | | | |
Cost of revenues | | — | | — | | — | | — |
General and administrative | | ( | | ( | | ( | | ( |
Foreign exchange loss | | ( | | — | | — | | — |
Other (loss)/income, net | | ( | | | | ( | | ( |
Share of gain in subsidiaries, the VIE and the VIE’ subsidiaries | | | | | | | | |
(Loss)/income before income tax | | ( | | | | | | |
Income tax expenses | | — | | — | | — | | — |
Net (loss)/income attributable to ordinary shareholders | | ( | | | | | | |
Comprehensive (loss)/income | | ( | | | | | | |
Condensed statements of cash flows
|
| For the year ended December 31, | ||||||
| | 2022 | | 2023 | | 2024 | | 2024 |
|
| RMB |
| RMB |
| RMB |
| US$ |
Net (loss)/income |
| ( | | | | | | |
Share of loss in subsidiaries, VIE and VIE’s Subsidiaries |
| ( | | ( | | ( | | ( |
Share-based compensation |
| | | | | — | | — |
Other income/(loss), net |
| | | ( | | | | |
Provision for other receivables |
| — | | — | | — | | — |
Unrealized foreign exchange gain |
| ( | | ( | | ( | | ( |
Changes in operating assets and liabilities |
| ( | | ( | | | | |
Net cash (used in)/provided by operating activities |
| ( | | ( | | | | |
Net cash provided by investing activities |
| | | | | | | |
Net cash provided by/(used in) financing activities |
| — | | | | ( | | ( |
Effect of exchange rate changes on cash |
| | | | | | | |
Net (decrease)/increase in cash |
| ( | | ( | | | | |
Cash at beginning of the year |
| | | | | | | |
Cash at end of the year |
| | | | | | | |
F-45
27.Condensed Financial Information of the Parent Company (continued)
Basis of presentation
The condensed financial information of the parent company has been prepared using the same accounting policies as set out in the Company’s consolidated financial statements except that the parent company used the equity method to account for investment in its subsidiaries and VIE.
The parent company records its investment in its subsidiaries, the VIE and subsidiaries of the VIE under the equity method of accounting as prescribed in ASC 323, Investments-Equity Method and Joint Ventures. Such investments are presented on the condensed balance sheets as “Investment in subsidiaries, VIE and VIE’s subsidiaries” and their respective loss as “Share of loss in subsidiaries, VIE and VIE’s subsidiaries” on the condensed statements of loss. Equity method accounting ceases when the carrying amount of the investment, including any additional financial support, in a subsidiary, the VIE and subsidiaries of the VIE is reduced to zero unless the parent company has guaranteed obligations of the subsidiary, the VIE and subsidiaries of the VIE or is otherwise committed to provide further financial support. If the subsidiary, the VIE and subsidiaries of the VIE subsequently reports net income, the parent company shall resume applying the equity method only after its share of that net income equals the share of net losses not recognized during the period the equity method was suspended.
The parent company’s condensed financial statements should be read in conjunction with the Company’s consolidated financial statements.
28.Subsequent Events
On February 10, 2025,
F-46
Exhibit 12.1
CERTIFICATION BY THE PRINCIPAL EXECUTIVE OFFICER
OF REGISTRANT PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
(RULE 13A-14(A) OR 15D-14(A) OF THE EXCHANGE ACT)
I, Leslie Yu, certify that:
1. | I have reviewed this annual report on Form 20-F/A of Quhuo Limited; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the company as of, and for, the periods presented in this report; |
4. | The company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the company and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
(d) | Disclosed in this report any change in the company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the company’s internal control over financial reporting; and |
5. | The company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the company’s auditors and the audit committee of the company’s board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the company’s ability to record, process, summarize and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the company’s internal control over financial reporting. |
August 25, 2025
By: | /s/ Leslie Yu |
|
|
Name: | Leslie Yu | |
|
Title: | Chief Executive Officer | |
|
Exhibit 12.2
CERTIFICATION BY THE PRINCIPAL FINANCIAL OFFICER
OF REGISTRANT PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
(RULE 13A-14(A) OR 15D-14(A) OF THE EXCHANGE ACT)
I, Zhen Ba, certify that:
1. | I have reviewed this annual report on Form 20-F/A of Quhuo Limited; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the company as of, and for, the periods presented in this report; |
4. | The company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the company and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
(d) | Disclosed in this report any change in the company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the company’s internal control over financial reporting; and |
5. | The company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the company’s auditors and the audit committee of the company’s board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the company’s ability to record, process, summarize and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the company’s internal control over financial reporting. |
August 25, 2025
By: | /s/ Zhen Ba |
|
|
Name: | Zhen Ba | |
|
Title: | Chief Financial Officer | |
|
Exhibit 13.1
CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO SECTION 906
OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Annual Report of Quhuo Limited (the “Company”) on Form 20-F/A for the year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Leslie Yu, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:
(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
August 25, 2025 | | |
| | |
By: | /s/ Leslie Yu |
|
Name: | Leslie Yu |
|
Title: | Chief Executive Officer |
|
Exhibit 13.2
CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350
AS ADOPTED PURSUANT TO SECTION 906
OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Annual Report of Quhuo Limited (the “Company”) on Form 20-F/A for the year ended December 31, 2024 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Zhen Ba, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:
(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
August 25, 2025 | | |
| | |
By: | /s/ Zhen Ba |
|
Name: | Zhen Ba |
|
Title: | Chief Financial Officer |
|
Exhibit 15.1
Independent Registered Public Accounting Firm’s Consent
We consent to the incorporation by reference in the Registration Statement of Quhuo Limited on Form F-3, as amended (File No. 333-273087) of our report dated August 25, 2025, with respect to our audits of the consolidated financial statements of Quhuo Limited as of December 31, 2023 and 2024, and for each of the three years in the period ended December 31, 2024, appearing in this Amendment No.2 to Annual Report on Form 20-F of Quhuo Limited for the year ended December 31, 2024. We also consent to the reference to us under the heading “Experts” in such Registration Statement, including its prospectus and prospectus supplement.
/s/Guangdong Prouden CPAs GP
Guangdong Prouden CPAs GP
Guangzhou, China
August 25, 2025