UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

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

THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of August 2024

 

 

 

Commission File Number: 001-39601

 

 

 

MINISO Group Holding Limited

 

8F, M Plaza, No. 109, Pazhou Avenue

Haizhu District, Guangzhou 510000, Guangdong Province

The People’s Republic of China
(Address of principal executive offices)

 

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

 

Form 20-F     x            Form 40-F    ¨

 

 

 

 

 

Exhibit Index

 

Exhibit 99.1 —      Press Release — MINISO Group Announces 2024 June Quarter and Interim Unaudited Financial Results

Exhibit 99.2 —      Announcement with the Stock Exchange of Hong Kong Limited — Inside Information — Unaudited Quarter and Interim Financial Results for the Three Months and the Six Months Ended June 30, 2024

Exhibit 99.3 —      Announcement with the Stock Exchange of Hong Kong Limited — Interim Results Announcement for the Six Months Ended June 30, 2024 and Connected Transaction

Exhibit 99.4 —      Press Release — MINISO Announces HKD2 Billion Share Repurchase Program

Exhibit 99.5 —      Announcement with the Stock Exchange of Hong Kong Limited — Voluntary Announcement — Intention to Conduct On-Market Share Repurchase

 

 

 

SIGNATURES

 

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

   

  MINISO Group Holding Limited
       
  By     :

/s/ Jingjing Zhang

  Name : Jingjing Zhang
  Title : Chief Financial Officer

  

Date: August 30, 2024

 

 

 

 

Exhibit 99.1

 

MINISO Group Announces 2024 June Quarter and Interim Unaudited Financial Results

 

GUANGZHOU, China, August 30, 2024 /PRNewswire/ -- MINISO Group Holding Limited (NYSE: MNSO; HKEX: 9896) (“MINISO”, “MINISO Group” or the “Company”), a global value retailer offering a variety of trendy lifestyle products featuring IP design, today announced its unaudited financial results for the quarter ended June 30, 2024 (the “June Quarter”) and the six months ended June 30, 2024 (the “First Half of 2024”).

 

Financial Highlights for the June Quarter

 

·Revenue increased 24.1% year over year to RMB4,035.2 million (US$555.3 million), surpassing RMB4 billion for the first time.

 

·Gross profit increased 36.9% year over year to RMB1,773.3 million (US$244.0 million).

 

·Gross margin was 43.9%, a record high for the Company, compared to 39.8% in the same period of 2023.

 

·Operating profit increased 8.9% year over year to RMB751.5 million (US$103.4 million).

 

·Profit for the period increased 8.1% year over year to RMB591.4 million (US$81.4 million).

 

·Adjusted net profit(1) increased 9.4% year over year to RMB625.0 million (US$86.0 million). Adjusted net profit included a net foreign exchange loss of RMB4.2 million (US$0.6 million) in the June Quarter, compared to a net foreign exchange gain of RMB66.1 million in the same period of last year. Excluding net foreign exchange loss and gain, adjusted net profit would have increased 24.6% year over year.

 

·Adjusted net margin(1) was 15.5%, compared to 17.6% in the same period of 2023. Excluding net foreign exchange loss and gain, adjusted net profit margin for the June Quarter would have been 15.6%, compared to 15.5% in the same period of 2023.

 

·Adjusted EBITDA(1) increased 17.1% year over year to RMB1,002.0 million (US$137.9 million).

 

·Adjusted EBITDA margin(1)  was 24.8%, compared to 26.3% in the same period of 2023.

 

·Adjusted basic and diluted earnings per ADS(1) both increased 11.1% year over year to RMB2.00 (US$0.28).

 

Financial Highlights for the First Half of 2024

 

·Revenue increased 25.0% year over year to RMB7,758.7 million (US$1,067.6 million).

 

·Gross profit increased 37.9% year over year to RMB3,389.8 million (US$466.5 million).

 

·Gross margin was 43.7%, compared to 39.6% in the same period last year.

 

·Operating profit increased 18.1% year over year to RMB1,494.8 million (US$205.7 million).

 

·Profit for the period increased 15.7% year over year to RMB1,177.4 million (US$162.0 million).

 

·Adjusted net profit(1) increased 17.8% year over year to RMB1,241.9 million (US$170.9 million). Adjusted net profit included a net foreign exchange loss of RMB12.4 million (US$1.7 million) in the First Half of 2024, compared to a net foreign exchange gain of RMB54.9 million in the same period of last year. Excluding net foreign exchange loss and gain, adjusted net profit would have increased 25.5% year over year.

 

·Adjusted net margin(1) was 16.0%, compared to 17.0% in the same period of 2023. Excluding net foreign exchange loss and gain, adjusted net profit margin for the First Half of 2024 would have been 16.2%, compared to 16.1% in the same period of 2023.

 

·Adjusted EBITDA(1) increased 26.0% year over year to RMB1,967.4 million (US$270.7 million).

 

·Adjusted EBITDA margin(1)  was 25.4%, compared to 25.2% in the same period of 2023.

 

·Adjusted basic and diluted earnings per ADS(1) were both RMB3.96 (US$0.54), representing increases of 17.9% and 19.3% year over year, respectively.

 

1

 

 

·Net cash from operating activities increased 4.9% year over year to RMB1,293.8 million (US$178.0 million). Capital expenditure was RMB302.8 million (US$41.7 million) and free cash flow was RMB991.0 million (US$136.4 million) for the First Half of 2024.

 

Operational Highlights

 

·Number of MINISO stores was 6,868 as of June 30, 2024, with an opening of 455 net new stores in the First Half of 2024.

 

·Number of MINISO stores in mainland China was 4,115 as of June 30, 2024, with an opening of 189 net new stores in the First Half of 2024.

 

·Number of MINISO stores in overseas markets was 2,753 as of June 30, 2024, with a record opening of 266 net new stores in the First Half of 2024, compared to 72 in the same period of 2023.

 

·Number of TOP TOY stores was 195 as of June 30, 2024, with a record opening of 47 net new stores in the First Half of 2024.

 

 

Note:

 

(1) See the sections titled “Non-IFRS Financial Measures” and “Reconciliation of Non-IFRS Financial Measures” in this press release for more information.

 

2

 

 

The following table provides a breakdown of the Company’s store network and its growth. The Company nearly doubled its directly operated stores compared to a year ago. In the First Half of 2024, the Company had a net increase of 115 directly operated stores, 105 of which located in overseas markets, demonstrating the Company’s development strategy.

 

   As of         
  

June 30,

2023

  

December31,

2023

  

June 30,

2024

   YoY   YTD(3) 
Number of MINISO stores(1)   5,791    6,413    6,868    1,077    455 
Mainland China   3,604    3,926    4,115    511    189 
—Directly operated stores   15    26    29    14    3 
—Third-party stores   3,589    3,900    4,086    497    186 
Overseas   2,187    2,487    2,753    566    266 
—Directly operated stores   176    238    343    167    105 
—Third-party stores   2,011    2,249    2,410    399    161 
Number of TOP TOY stores(2)   118    148    195    77    47 
—Directly operated stores   9    14    21    12    7 
—Third-party stores   109    134    174    65    40 

 

 

Notes:

 

(1) “MINISO stores” refers to the offline stores operated under the “MINISO” brand, including those directly operated by the Company, and those operated by third parties under the MINISO Retail Partner model and the distributor model.

 

(2) “TOP TOY stores” refers to the offline stores operated under the “TOP TOY” brand, including those directly operated by the Company, and those operated by third parties under the MINISO Retail Partner model.

 

(3) “Year-to-date” or “YTD” refers to the period starting from January 1, 2024 to June 30, 2024.

 

Mr. Guofu Ye, Founder, Chairman, and CEO of MINISO, commented, “The year of 2024 marks the first year of our five-year strategic plan. I am pleased to see that in the past six months, all of our businesses have made firm progress in accordance with the five-year strategic plan and our performance has met the expectations at the beginning of the year. During the reporting period, our footprints in overseas markets continued to expand. Meanwhile, we achieved the milestone of 7,000 stores globally, and it has been less than one year since we achieved the milestone of 6,000 stores. In the First Half of 2024, we had 502 net new stores at the group level, including 266 net new MINISO stores in overseas markets and 47 net new TOP TOY stores, both marking the fastest store opening paces during the first half of a year. MINISO in overseas markets and TOP TOY also maintained a double-digit same-store sales growth, acting as growth engines of the Company. We had 189 net new MINISO stores in mainland China in the First Half of 2024, and same-store sales of MINISO in mainland China recovered to 98.3% of the prior year’s level, representing MINISO’s industrial leading position and robust growth. As a result, revenue increased by 25% to RMB7.76 billion for the First Half of 2024, including a 7% same-store sales growth and a 19% average store count expansion.”

 

“Despite short-term headwind and uncertainties brought by the macro environment, MINISO Group will still steadfastly focus on our long-term strategy, adhering to “Affordability”, “Globalization” and “Product Innovation (IP design)”. We will always uphold our “Happy Philosophy” and target to become the world’s No.1 IP design retail group, maintaining strategic focus and moving toward our five-year strategic goals. Meanwhile, we are committed to providing competitive career development opportunities for employees and bringing long-term and sustainable return to shareholders.” Mr. Ye continued.

 

3

 

 

Mr. Eason Zhang, CFO of MINISO, commented, “Thanks to our ongoing brand upgrade and increasing overseas revenue contribution, gross margin for the First Half of 2024 reached 43.7%, with a 4.1 percentage point increase year over year. Even though we are still at an investment stage in overseas markets, we have managed to maintain profitability at a healthy level under our effective cost control measures. This is evidenced by an 18% year-over-year increase in adjusted net profit and a 26% year-over-year increase in adjusted EBITDA. Excluding foreign exchange impacts, adjusted net margin would have been 16.2% for the First Half of 2024, compared with 16.1% for the same period of last year, implying our good profitability under scalable growth.

 

Our financial strategy will continue to remain disciplined in terms of budgeting, cost controls and allocation of capital as we commit to delivering stable profit and healthy cash flows. Our targets for the year of 2024 remain unchanged from our expectations at the beginning of the year, revenue is expected to increase 20% to 30% on year-over-year basis, and adjusted net profit target is RMB2.8 billion or higher.”

 

“Our capital allocation strategy will also continue to balance fast growth and our commitment to bring stable and foreseeable returns to shareholders. The Board of the Company has approved an interim cash dividend for the First Half of 2024, with a total amount of approximately RMB621 million. Upon the payment of the interim dividend, the Company will have returned RMB1.4 billion in cash to shareholders through dividends and share repurchases from year to date. Since 2020, we will have returned RMB3.6 billion to shareholders upon the payment of the interim dividend, accounting for 62% of adjusted net profit accumulated from 2020 until the First half of 2024. We are confident in accomplishing our full-year business plan and five-year strategy and believe that our share price has been trading below its intrinsic value. Accordingly, the Board of the Company has approved a share repurchase program to make the best of the general mandate granted at its annual general meeting held in June 2024, under which the Company may repurchase its shares and/or ADSs in the next 12 months not exceeding 10% of the total outstanding shares and execute share repurchases in the open market subject to market conditions. We believe that the share repurchase program is in the best interests of the Company and its shareholders as a whole and creates value for shareholders.” Mr. Zhang concluded.

 

Interim Dividend Declaration

 

On August 30, 2024, the Company’s board of directors approved the distribution of an interim cash dividend in the amount of US$0.2744 per American Depositary Share (“ADS”) or US$0.0686 per ordinary share, to holders of ADSs and ordinary shares of record as of the close of business on September 13, 2024, New York Time and Beijing/Hong Kong Time, respectively. The ex-dividend date will be September 12, 2024. The payment date is expected to be September 23, 2024 for holders of ordinary shares and September 27, 2024 for holders of ADSs. The aggregate amount of cash dividend to be paid is approximately US$85.5 million (RMB621.3 million at an exchange rate of RMB7.2672 to US$1.0000), which is approximately 50% of the Company’s adjusted net profit for the First Half of 2024 and will be distributed from additional paid-in capital and settled by a cash distribution.

 

For holders of ordinary shares, in order to qualify for the interim cash dividend, all valid documents for the transfer of ordinary shares accompanied by the relevant share certificates must be lodged for registration with the Company’s Hong Kong share registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong no later than 4:30 P.M. on September 13, 2024 (Beijing/Hong Kong Time).

 

4

 

 

Unaudited Financial Results for the June Quarter 2024

 

Revenue was RMB4,035.2 million (US$555.3 million), representing an increase of 24.1% year over year. Revenue from mainland China increased by 18.1% year over year, accelerated from the March quarter, including (i) an increase of 17.4% in revenue from MINISO’s offline stores in mainland China, and (ii) an increase of 24.3% in revenue from TOP TOY. Revenue from overseas markets increased 35.5% to RMB1,510.1 million (US$207.8 million), breaking its previous record set in December quarter of 2023, which was usually a peak season in overseas markets.

 

For more information on the composition and year-over-year change of revenue, please refer to the “Unaudited Additional Information” in this press release.

 

Cost of sales was RMB2,261.9 million (US$311.2 million), representing an increase of 15.6% year over year.

 

Gross profit was RMB1,773.3 million (US$244.0 million), representing an increase of 36.9% year over year.

 

Gross margin was 43.9%, representing a record high with an increase of 4.1 percentage points year over year.

 

Selling and distribution expenses were RMB826.1 million (US$113.7 million), representing an increase of 72.5% year over year. Excluding share-based compensation expenses, selling and distribution expenses were RMB808.6 million (US$111.3 million), representing an increase of 76.4% year over year. The year-over-year increase was mainly attributable to the Company’s investments into directly operated stores both in mainland China and overseas markets to pursue the future success of the Company’s business, especially in strategic overseas markets such as the U.S. market. As of June 30, 2024, total number of directly operated stores in overseas markets was 343, nearly doubling such figure compared to a year ago. In the June Quarter, revenue from directly operated stores increased 109.3%, while related expenses including rental and related expenses, depreciation and amortization expenses, and payroll excluding share-based compensation expenses increased 85.8%.

 

General and administrative expenses were RMB227.2 million (US$31.3 million), representing an increase of 38.1% year over year. Excluding share-based compensation expenses, general and administrative expenses were RMB211.1 million (US$29.1 million), representing an increase of 31.2% year over year. The year-over-year increase was primarily due to the increase of personnel-related expenses in relation to the growth of the Company’s business.

 

Other net income was RMB26.9 million (US$3.7 million), compared to RMB38.0 million in the same period of 2023. The year-over-year decrease was mainly due to a net exchange loss of RMB4.2 million (US$0.6 million) in the June Quarter, compared to a net exchange gain of RMB66.1 million in the same period of last year.

 

Profit for the period was RMB591.4 million (US$81.4 million), representing an increase of 8.1% year over year.

 

5

 

 

Adjusted net profit, which represents profit for the period excluding equity-settled share-based payment expenses, was RMB625.0 million (US$86.0 million), representing an increase of 9.4% year over year. Adjusted net profit included a net foreign exchange loss of RMB4.2 million (US$0.6 million) in the June Quarter, compared to a net foreign exchange gain of RMB66.1 million in the same period of last year. Excluding net foreign exchange loss and gain, adjusted net profit would have increased 24.6% year over year.

 

Adjusted net margin was 15.5%, compared to 17.6% in the same period of 2023. Excluding net foreign exchange loss and gain, adjusted net margin would have been 15.6%, compared to 15.5% in the same period of 2023.

 

Adjusted EBITDA was RMB1,002.0 million (US$137.9 million), representing an increase of 17.1% year over year.

 

Adjusted EBITDA margin was 24.8%, compared to 26.3% in the same period of 2023.

 

Basic and diluted earnings per ADS were both RMB1.88 (US$0.26) in the June Quarter, representing an increase of 9.3% year over year from RMB1.72 in the same period of 2023. Each ADS represents four of the Company’s ordinary shares.

 

Adjusted basic and diluted earnings per ADS were both RMB2.00 (US$0.28) in the June Quarter, representing an increase of 11.1% year over year from RMB1.80 in the same period of 2023.

 

Unaudited Financial Results for the First Half of 2024

 

Revenue was RMB7,758.7 million (US$1,067.6 million), representing an increase of 25.0% year over year, primarily driven by an 18.8% year-over-year increase in average store count, and an around 7% same-store sales growth on group level.

 

Revenue from mainland China increased by 17.2% to RMB5,026.7 million (US$691.7 million), including (i) an increase of 16.5% in revenue from MINISO’s offline stores in mainland China, which was primarily due to a 16.0% year-over-year growth in average store count, while same-store sales were 98.3% of the prior year’s level, and (ii) an increase of 37.9% in revenue from TOP TOY, which was primarily powered by a strong same-store sales growth of 13.6% and a rapid growth in average store count.

 

Revenue from overseas markets increased 42.6% to RMB2,732.0 million (US$375.9 million). The year-over-year increase was primarily due to an increase of 21.8% in average store count, coupled with a strong same-store sales growth of 16.3%. Revenue from overseas markets contributed 35.2% of the Company’s total revenue for the First Half of 2024, compared to 30.9% for the same period in 2023.

 

For more information on the composition and year-over-year change of revenue, please refer to the “Unaudited Additional Information” in this press release.

 

Cost of sales was RMB4,369.0 million (US$601.2 million), representing an increase of 16.5% year over year.

 

Gross profit was RMB3,389.8 million (US$466.5 million), representing an increase of 37.9% year over year.

 

6

 

 

Gross margin was 43.7%, representing an increase of 4.1 percentage points. The year-over-year increase in gross margin was primarily due to (i) higher revenue contribution from directly operated markets which accounted for 55.7% of revenue from overseas markets, compared to 45.7% in the same period of 2023, (ii) higher gross margin in mainland China contributed by newly launched products in relation to the Company’s execution of IP strategy and strategic brand upgrade of MINISO, and (iii) higher gross margin of TOP TOY due to a shift in product mix towards more profitable products.

 

Other income was RMB12.7 million (US$1.7 million), compared to RMB3.6 million in the same period of 2023. The increase was primarily due to an increase in income from depositary bank.

 

Selling and distribution expenses were RMB1,522.1 million (US$209.4 million), increased by 65.8% year over year. Excluding share-based compensation expenses, selling and distribution expenses were RMB1,480.6 million (US$203.7million), increased by 66.4% year over year. The year-over-year increase was mainly attributable to the Company’s investments into directly operated stores both in mainland China and overseas markets to pursue the future success of the Company’s business, especially in strategic overseas markets such as the U.S. market. As of June 30, 2024, total number of directly operated stores in overseas markets was 343, nearly doubling such figure compared to a year ago. In the First Half of 2024, revenue from directly operated stores increased 111.4%, while related expenses including rental and related expenses, depreciation and amortization expenses and payroll excluding share-based compensation expenses increased 82.7%. These new stores are expected to contribute more substantial sales in the second half of 2024. Promotion and advertising expenses increased 46.5% in the First Half of 2024, as a percentage of revenue stabilizing at around 3% in both comparative periods. Licensing expenses increased 24.2%, consistent with revenue growth. Logistics expenses increased 54.3%, reflecting the rising freight costs caused by the tension in international shipping during the First Half of 2024.

 

General and administrative expenses were RMB418.6 million (US$57.6 million), increased by 30.9% year over year. Excluding share-based compensation expenses, general and administrative expenses were RMB395.6 million (US$54.4 million), increased by 26.9% year over year. The year-over-year increase was primarily due to the increase of personnel-related expenses in relation to the growth of the Company’s business.

 

Other net income was RMB41.7 million (US$5.7 million), compared to RMB41.3 million in the same period of 2023.

 

Operating profit was RMB1,494.8 million (US$205.7 million), representing an increase of 18.1% year over year.

 

Net finance income was RMB34.0 million (US$4.7 million), compared to RMB62.3 million in the same period of 2023. The year-over-year decrease was mainly due to a decrease in interest income as a result of decreased principal in bank deposits, and an increase in finance cost due to increased interest on lease liabilities.

 

Profit for the period was RMB1,177.4 million (US$162.0 million), compared to RMB1,017.9 million in the same period of 2023, representing an increase of 15.7% year over year.

 

Adjusted net profit, which represents profit for the period excluding equity-settled share-based payment expenses, was RMB1,241.9 million (US$170.9 million), representing an increase of 17.8% year over year. Adjusted net profit included a net foreign exchange loss of RMB12.4 million (US$1.7 million) in the First Half of 2024, compared to a net foreign exchange gain of RMB54.9 million in the same period of last year. Excluding net foreign exchange loss and gain, adjusted net profit would have increased 25.5% year over year.

 

7

 

 

Adjusted net margin was 16.0%, compared to 17.0% in the same period of 2023. Excluding net foreign exchange loss and gain, adjusted net margin would have been 16.2%, compared to 16.1% in the same period of 2023.

 

Adjusted EBITDA increased 26.0% year over year to RMB1,967.4 million (US$270.7 million).

 

Adjusted EBITDA margin was 25.4%, compared to 25.2% in the same period of 2023.

 

Basic earnings per ADS increased 16.0% year over year to RMB3.76 (US$0.52), compared to RMB3.24 in the same period of 2023.

 

Diluted earnings per ADS increased 17.5% year over year to RMB3.76 (US$0.52), compared to RMB3.20 in the same period of 2023.

 

Adjusted basic earnings per ADS increased 17.9% year over year to RMB3.96 (US$0.54), compared to RMB3.36 in the same period of 2023.

 

Adjusted diluted earnings per ADS increased 19.3% year over year to RMB3.96 (US$0.54), compared to RMB3.32 in the same period of 2023.

 

Net cash from operating activities increased 4.9% year over year to RMB1,293.8 million (US$178.0 million) for the First Half of 2024. Capital expenditure was RMB302.8 million (US$41.7 million) and free cash flow was RMB991.0 million (US$136.4 million) for the First Half of 2024.

 

Conference Call

 

The Company’s management will hold an earnings conference call at 5:00 A.M. Eastern Time on Friday, August 30, 2024 (5:00 P.M. Beijing Time on the same day) to discuss the financial results. The conference call can be accessed by the following Zoom link or dialing the following numbers:

 

Access 1

 

Join Zoom meeting.

 

Zoom link: https://zoom.us/j/95898852484?pwd=tBbbJPUtyGu20f1OCy4sxYDNBAGy72.1 

Meeting Number: 958 9885 2484 

Meeting Passcode:9896

 

Access 2

 

Listeners may access the call by dialing the following numbers with the same meeting number and passcode with access 1.

 

United States: +1 689 278 1000 (or +1 719 359 4580)
Hong Kong, China: +852 5803 3730 (or +852 5803 3731)
United Kingdom: +44 203 481 5237 (or +44 131 460 1196)
France: +33 1 7037 9729 (or +33 1 7037 2246)
Singapore: +65 3158 7288 (or +65 3165 1065)
Canada: +1 438 809 7799 (or +1 204 272 7920)

 

8

 

 

Access 3

 

Listeners can also access the meeting through the Company’s investor relations website at https://ir.miniso.com/.

 

The replay will be available approximately two hours after the conclusion of the live event at the Company’s investor relations website at https://ir.miniso.com/.

 

About MINISO Group

 

MINISO Group is a global value retailer offering a variety of trendy lifestyle products featuring IP design. The Company serves consumers primarily through its large network of MINISO stores, and promotes a relaxing, treasure-hunting and engaging shopping experience full of delightful surprises that appeals to all demographics. Aesthetically pleasing design, quality and affordability are at the core of every product in MINISO’s wide product portfolio, and the Company continually and frequently rolls out products with these qualities. Since the opening of its first store in China in 2013, the Company has built its flagship brand “MINISO” as a globally recognized retail brand and established a massive store network worldwide. For more information, please visit https://ir.miniso.com/.

 

Exchange Rate

 

The U.S. dollar (US$) amounts disclosed in this press release, except for those transaction amounts that were actually settled in U.S. dollars, are presented solely for the convenience of the readers. The conversion of Renminbi (RMB) into US$ in this press release is based on the exchange rate set forth in the H.10 statistical release of the Board of Governors of the Federal Reserve System as of June 28, 2024, which was RMB7.2672 to US$1.0000. The percentages stated in this press release are calculated based on the RMB amounts.

 

Non-IFRS Financial Measures

 

In evaluating the business, MINISO considers and uses adjusted net profit, adjusted net margin, adjusted EBITDA, adjusted EBITDA margin, adjusted basic and diluted net earnings per share and adjusted basic and diluted net earnings per ADS as supplemental measures to review and assess its operating performance. The presentation of these non-IFRS financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with IFRS. MINISO defines adjusted net profit as profit for the period excluding equity-settled share-based payment expenses. MINISO calculates adjusted net margin by dividing adjusted net profit by revenue for the same period. MINISO defines adjusted EBITDA as adjusted net profit plus depreciation and amortization, finance costs and income tax expense. Adjusted EBITDA margin is computed by dividing adjusted EBITDA by revenue for the period. MINISO computes adjusted basic and diluted net earnings per ADS by dividing adjusted net profit attributable to the equity shareholders of the Company by the number of ADSs represented by the number of ordinary shares used in the basic and diluted earnings per share calculation on an IFRS basis. MINISO computes adjusted basic and diluted net earnings per share in the same way as it calculates adjusted basic and diluted net earnings per ADS, except that it uses the number of ordinary shares used in the basic and diluted earnings per share calculation on an IFRS basis as the denominator instead of the number of ADSs represented by these ordinary shares.

 

9

 

 

MINISO presents these non-IFRS financial measures because they are used by the management to evaluate its operating performance and formulate business plans. These non-IFRS financial measures enable the management to assess its operating results without considering the impacts of the aforementioned non-cash and other adjustment items that MINISO does not consider to be indicative of its operating performance in the future. Accordingly, MINISO believes that the use of these non-IFRS financial measures provides useful information to investors and others in understanding and evaluating its operating results in the same manner as the management and board of directors.

 

These non-IFRS financial measures are not defined under IFRS and are not presented in accordance with IFRS. These non-IFRS financial measures have limitations as analytical tools. One of the key limitations of using these non-IFRS financial measures is that they do not reflect all items of income and expense that affect MINISO’s operations. Further, these non-IFRS financial measures may differ from the non-IFRS information used by other companies, including peer companies, and therefore their comparability may be limited.

 

These non-IFRS financial measures should not be considered in isolation or construed as alternatives to profit, net profit margin, basic and diluted earnings per share and basic and diluted earnings per ADS, as applicable, or any other measures of performance or as indicators of MINISO’s operating performance. Investors are encouraged to review MINISO’s historical non-IFRS financial measures in light of the most directly comparable IFRS measures, as shown below. The non-IFRS 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 the usefulness of such measures when analyzing MINISO’s data comparatively. MINISO encourages you to review its financial information in its entirety and not rely on a single financial measure.

 

For more information on the non-IFRS financial measures, please see the table captioned “Reconciliation of Non-IFRS Financial Measures” set forth at the end of this press release.

 

Safe Harbor Statement

 

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by words or phrases such as “may”, “will”, “expect”, “anticipate”, “aim”, “estimate”, “intend”, “plan”, “believe”, “is/are likely to”, “potential”, “continue” or other similar expressions. Among other things, the quotations from management in this announcement, as well as MINISO’s strategic and operational plans, contain forward-looking statements. MINISO may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”) and The Stock Exchange of Hong Kong Limited (the “HKEX”), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about MINISO’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: MINISO’s mission, goals and strategies; future business development, financial conditions and results of operations; the expected growth of the retail market and the market of branded variety retail of lifestyle products in China and globally; expectations regarding demand for and market acceptance of MINISO’s products; expectations regarding MINISO’s relationships with consumers, suppliers, MINISO Retail Partners, local distributors, and other business partners; competition in the industry; proposed use of proceeds; and relevant government policies and regulations relating to MINISO’s business and the industry. Further information regarding these and other risks is included in MINISO’s filings with the SEC and the HKEX. All information provided in this press release and in the attachments is as of the date of this press release, and MINISO undertakes no obligation to update any forward-looking statement, except as required under applicable law.

 

Investor Relations Contacts:

 

Raine Hu
MINISO Group Holding Limited
Email: ir@miniso.com
Phone: +86 (20) 36228788 Ext.8039

 

10

 

 

MINISO GROUP HOLDING LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(Expressed in thousands)

 

   As at   As at 
   December 31, 2023   June 30, 2024 
   (Audited)   (Unaudited) 
    RMB’000    RMB’000    US$’000 
ASSETS               
Non-current assets               
Property, plant and equipment   769,306    1,047,687    144,167 
Right-of-use assets   2,900,860    3,684,817    507,048 
Intangible assets   19,554    12,333    1,697 
Goodwill   21,643    21,247    2,924 
Deferred tax assets   104,130    116,577    16,042 
Other investments   90,603    106,102    14,600 
Trade and other receivables   135,796    173,136    23,823 
Term deposits   100,000    103,308    14,216 
Interests in equity-accounted investees   15,783    14,814    2,038 
                
    4,157,675    5,280,021    726,555 
                
Current assets               
Other investments   252,866    350,913    48,287 
Inventories   1,922,241    1,949,849    268,308 
Trade and other receivables   1,518,357    1,614,148    222,114 
Cash and cash equivalents   6,415,441    6,233,089    857,702 
Restricted cash   7,970    1,965    270 
Term deposits   210,759    283,007    38,943 
                
    10,327,634    10,432,971    1,435,624 
                
Total assets   14,485,309    15,712,992    2,162,179 

 

11

 

 

MINISO GROUP HOLDING LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (CONTINUED)

(Expressed in thousands)

 

   As at   As at 
   December 31, 2023   June30, 2024 
   (Audited)   (Unaudited) 
    RMB’000    RMB’000    US$’000 
EQUITY               
Share capital   95    95    13 
Additional paid-in capital   6,331,375    5,543,845    762,858 
Other reserves   1,114,568    1,260,576    173,461 
Retained earnings   1,722,157    2,892,259    397,988 
                
Equity attributable to equity shareholders of the Company   9,168,195    9,696,775    1,334,320 
Non-controlling interests   23,022    28,006    3,854 
                
Total equity   9,191,217    9,724,781    1,338,174 
                
LIABILITIES               
Non-current liabilities               
Contract liabilities   40,954    39,299    5,408 
Loans and borrowings   6,533    6,414    883 
Other payables   12,411    32,786    4,512 
Lease liabilities   797,986    1,481,836    203,907 
Deferred income   29,229    37,480    5,157 
                
    887,113    1,597,815    219,867 
                
Current liabilities               
Contract liabilities   324,028    344,422    47,394 
Loans and borrowings   726    713    98 
Trade and other payables   3,389,826    3,328,888    458,070 
Lease liabilities   447,319    455,453    62,672 
Deferred income   6,644    6,685    920 
Current taxation   238,436    254,235    34,984 
                
    4,406,979    4,390,396    604,138 
                
Total liabilities   5,294,092    5,988,211    824,005 
                
Total equity and liabilities   14,485,309    15,712,992    2,162,179 

 

12

 

 

MINISO GROUP HOLDING LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF PROFIT OR LOSS
AND OTHER COMPREHENSIVE INCOME

(Expressed in thousands, except for per ordinary share and per ADS data)

 

    Three months ended June 30,    Six months ended June 30,  
   2023   2024    2023   2024 
   (Unaudited)   (Unaudited)   (Unaudited)   (Unaudited) 
    RMB’000    RMB’000    US$ ’000    RMB’000    RMB’000    US$ ’000 
Revenue   3,252,182    4,035,212    555,264    6,206,330    7,758,743    1,067,639 
Cost of sales   (1,956,535)   (2,261,884)   (311,246)   (3,748,938)   (4,368,957)   (601,188)
                              
Gross profit   1,295,647    1,773,328    244,018    2,457,392    3,389,786    466,451 
Other income   2,842    9,053    1,246    3,624    12,698    1,747 
Selling and distribution expenses   (478,948)   (826,061)   (113,670)   (917,966)   (1,522,088)   (209,446)
General and administrative expenses   (164,499)   (227,232)   (31,268)   (319,705)   (418,573)   (57,598)
Other net income   37,966    26,867    3,697    41,256    41,696    5,738 
Reversal/(Credit loss) of credit loss on trade and other receivables   460    (2,939)   (404)   4,788    (3,606)   (496)
Impairment loss on non-current assets   (3,448)   (1,492)   (205)   (3,448)   (5,104)   (702)
                              
Operating profit   690,020    751,524    103,414    1,265,941    1,494,809    205,694 
Finance income   46,814    33,716    4,639    80,541    74,606    10,266 
Finance costs   (9,631)   (24,686)   (3,397)   (18,277)   (40,595)   (5,586)
                              
Net finance income   37,183    9,030    1,242    62,264    34,011    4,680 
Share of profit of an equity-accounted investees, net of tax   -    181    25    -    301    41 
                              
Profit before taxation   727,203    760,735    104,681    1,328,205    1,529,121    210,415 
Income tax expense   (180,212)   (169,310)   (23,298)   (310,287)   (351,742)   (48,401)
                              
Profit for the period   546,991    591,425    81,383    1,017,918    1,177,379    162,014 
                              
Attributable to:                             
Equity shareholders of the Company   539,331    587,630    80,861    1,004,836    1,170,102    161,013 
Non-controlling interests   7,660    3,795    522    13,082    7,277    1,001 
                              
Earnings per share for ordinary shares                             
-Basic   0.43    0.47    0.06    0.81    0.94    0.13 
-Diluted   0.43    0.47    0.06    0.80    0.94    0.13 
                              
Earnings per ADS(Each ADS represents 4 ordinary shares)                              
-Basic   1.72    1.88    0.26    3.24    3.76    0.52 
-Diluted   1.72    1.88    0.26    3.20    3.76    0.52 

 

13

 

 

MINISO GROUP HOLDING LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF PROFIT OR LOSS
AND OTHER COMPREHENSIVE INCOME (CONTINUED)

(Expressed in thousands)

 

   Three months ended June 30,   Six months ended June 30, 
   2023   2024   2023   2024 
   (Unaudited)   (Unaudited)   (Unaudited)   (Unaudited) 
   RMB’000   RMB’000   US$ ’000   RMB’000   RMB’000   US$ ’000 
Profit for the period   546,991    591,425    81,383    1,017,918    1,177,379    162,014 
                               
Items that may be reclassified subsequently to profit or loss:                              
Exchange differences on translation of financial statements of foreign operations   62,799    2,990    411    54,832    6,845    941 
                               
Other comprehensive income for the period   62,799    2,990    411    54,832    6,845    941 
                               
Total comprehensive income for the period   609,790    594,415    81,794    1,072,750    1,184,224    162,955 
                               
Attributable to:                              
Equity shareholders of the Company   601,200    591,877    81,445    1,057,099    1,178,043    162,104 
Non-controlling interests   8,590    2,538    349    15,651    6,181    851 

 

14

 

 

MINISO GROUP HOLDING LIMITED

RECONCILIATION OF NON-IFRS FINANCIAL MEASURES

(Expressed in thousands, except for per share, per ADS data and percentages)

 

   Three months ended June 30,   Six months ended June 30, 
   2023 2024   2023 2024 
   (Unaudited) (Unaudited)   (Unaudited) (Unaudited) 
   RMB’000   RMB’000   US$’000   RMB’000   RMB’000   US$’000 
Reconciliation of profit for the period to adjusted net profit:                              
Profit for the period   546,991    591,425    81,383    1,017,918    1,177,379    162,014 
Add back:                              
Equity-settled share-based payment expenses   24,212    33,570    4,619    36,302    64,507    8,876 
                               
Adjusted net profit   571,203    624,995    86,002    1,054,220    1,241,886    170,890 
Adjusted net margin   17.6%   15.5%   15.5%   17.0%   16.0%   16.0%
                               
Attributable to:                              
Equity shareholders of the Company   563,543    621,021    85,455    1,041,138    1,234,430    169,864 
Non-controlling interests   7,660    3,974    547    13,082    7,456    1,026 
                               
Adjusted net earnings per share(1)                              
-Basic   0.45    0.50    0.07    0.84    0.99    0.14 
-Diluted   0.45    0.50    0.07    0.83    0.99    0.14 
                               
Adjusted net earnings per ADS (Each ADS represents 4 ordinary shares)                              
-Basic   1.80    2.00    0.28    3.36    3.96    0.54 
-Diluted   1.80    2.00    0.28    3.32    3.96    0.54 
                               
Reconciliation of adjusted net profit for the period to adjusted EBITDA:                              
Adjusted net profit   571,203    624,995    86,002    1,054,220    1,241,886    170,890 
Add back:                              
Depreciation and amortization   94,379    183,029    25,186    179,004    333,131    45,840 
Finance costs   9,631    24,686    3,397    18,277    40,595    5,586 
Income tax expense   180,212    169,310    23,298    310,287    351,742    48,401 
Adjusted EBITDA   855,425    1,002,020    137,883    1,561,788    1,967,354    270,717 
Adjusted EBITDA margin   26.3%   24.8%   24.8%   25.2%   25.4%   25.4%

 

 

Note:

 

(1) Adjusted basic and diluted net earnings per share are computed by dividing adjusted net profit attributable to the equity shareholders of the Company by the number of ordinary shares used in the basic and diluted earnings per share calculation on an IFRS basis.

 

15

 

 

MINISO GROUP HOLDING LIMITED

UNAUDITED ADDITIONAL INFORMATION

(Expressed in thousands, except for percentages)

 

   Three months ended June 30,       Six months ended June 30,     
   2023   2024      2023   2024    
   RMB’000   RMB’000   US$’000   YoY   RMB’000   RMB’000   US$’000   YoY 
Revenue                                        
Mainland China   2,137,422    2,525,064    347,460    18.1%   4,290,654    5,026,729    691,701    17.2%
-MINISO Brand(1)   1,951,592    2,308,008    317,592    18.3%   3,952,460    4,592,798    631,990    16.2%
-TOP TOY Brand   172,965    214,952    29,578    24.3%   310,867    428,772    59,001    37.9%
-Others(2)   12,865    2,104    290    (83.6)%   27,327    5,159    710    (81.1)%
Overseas   1,114,760    1,510,148    207,804    35.5%   1,915,676    2,732,014    375,938    42.6%
    3,252,182    4,035,212    555,264    24.1%   6,206,330    7,758,743    1,067,639    25.0%

 

 

Note:

 

(1) “MINISO Brand” refers to the revenue generated from MINISO brand including revenue from offline stores, e-commerce and others in mainland China.

 

(2) “Others” refers to revenue generated from other operating segments such as “WonderLife”, which was a secondary brand targeting on lower-tier cities in mainland China, aggregated and presented as “others”. As the MINISO brand increasingly penetrated into lower-tier cities in mainland China, “WonderLife” has become marginalized.

 

16

 

 

MINISO GROUP HOLDING LIMITED

UNAUDITED ADDITIONAL INFORMATION

NUMBER OF MINISO STORES IN MAINLAND CHINA

 

    As of              
    June 30,
2023
    December 31,
2023
    June 30,
2024
    YoY     YTD(1)  
By City Tiers                                        
First-tier cities     474       522       541       67       19  
Second-tier cities     1,496       1,617       1,705       209       88  
Third- or lower-tier cities     1,634       1,787       1,869       235       82  
Total     3,604       3,926       4,115       511       189  

 

 

Note:

 

(1) “YTD” refers to the period starting from January 1, 2024 to June 30, 2024.

 

17

 

 

MINISO GROUP HOLDING LIMITED

UNAUDITED ADDITIONAL INFORMATION

NUMBER OF MINISO STORES IN OVERSEAS MARKETS

 

   As of         
   June 30,
2023
   December 31,
2023
   June 30,
2024
   YoY   YTD(1) 
By Regions                         
Asia excluding China   1,206    1,333    1,484    278    151 
North America   123    172    234    111    62 
Latin America   492    552    584    92    32 
Europe   198    231    244    46    13 
Others   168    199    207    39    8 
Total   2,187    2,487    2,753    566    266 

 

Note:

 

 

(1) “YTD” refers to the period starting from January 1, 2024 to June 30, 2024.

 

18

 

 

Exhibit 99.2

 

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

 

 

MINISO Group Holding Limited

名 創 優 品 集 團 控 股 有 限 公 司

(A company incorporated in the Cayman Islands with limited liability)

(Stock Code: 9896)

 

INSIDE INFORMATION

UNAUDITED QUARTER AND INTERIM FINANCIAL RESULTS
FOR THE THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 2024

 

This announcement is issued pursuant to Rule 13.09 of the Rules Governing the Listing of the Securities on The Stock Exchange of Hong Kong Limited and under Part XIVA of the Securities and Futures Ordinance (Cap. 571).

 

MINISO Group Holding Limited (“MINISO” or the “Company”) is pleased to announce the unaudited condensed consolidated results of the Company and its subsidiaries for the three months and six months ended June 30, 2024.

 

The Company is pleased to announce the unaudited condensed consolidated results of the Company and its subsidiaries for the three months and six months ended June 30, 2024 published in accordance with applicable rules of the U.S. Securities and Exchange Commission (the “SEC”).

 

Attached hereto as Schedule I is the full text of the press release issued by the Company on August 30, 2024 (Eastern Standard Time), in relation to the unaudited financial results for the three months and six months ended June 30, 2024, some of which may constitute material inside information of the Company.

 

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “is/are likely to,” “potential,” “continue” or other similar expressions. Among other things, the quotations from management in this announcement, as well as MINISO’s strategic and operational plans, contain forward-looking statements. MINISO may also make written or oral forward-looking statements in its periodic reports to the SEC and The Stock Exchange of Hong Kong Limited (the “HKEX”), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about MINISO’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: MINISO’s mission, goals and strategies; future business development, financial conditions and results of operations; the expected growth of the retail market and the market of branded variety retail of lifestyle products in China and globally; expectations regarding demand for and market acceptance of MINISO’s products; expectations regarding MINISO’s relationships with consumers, suppliers, MINISO Retail Partners, local distributors, and other business partners; competition in the industry; proposed use of proceeds; and relevant government policies and regulations relating to MINISO’s business and the industry. Further information regarding these and other risks is included in MINISO’s filings with the SEC and the HKEX. All information provided in this announcement and in the attachments is as of the date of this announcement, and MINISO undertakes no obligation to update any forward-looking statement, except as required under applicable law.

 

1

 

 

The Company’s shareholders and potential investors are advised not to place undue reliance on the unaudited financial results for the three months and six months ended June 30, 2024 and to exercise caution in dealing in securities in the Company.

 

  By Order of the Board
  MINISO Group Holding Limited
  Mr. YE Guofu
  Executive Director and Chairman

 

Hong Kong, August 30, 2024

 

As of the date of this announcement, the board of directors of the Company comprises Mr. YE Guofu as executive Director, Ms. XU Lili, Mr. ZHU Yonghua and Mr. WANG Yongping as independent non-executive Directors.

 

2

 

 

SCHEDULE I

 

MINISO Group Announces 2024 June Quarter and Interim Unaudited Financial Results

 

GUANGZHOU, China, August 30, 2024/PRNewswire/ — MINISO Group Holding Limited (NYSE: MNSO; HKEX: 9896) (“MINISO”, “MINISO Group” or the “Company”), a global value retailer offering a variety of trendy lifestyle products featuring IP design, today announced its unaudited financial results for the quarter ended June 30, 2024 (the “June Quarter”) and the six months ended June 30, 2024 (the “First Half of 2024”).

 

Financial Highlights for the June Quarter

 

·Revenue increased 24.1% year over year to RMB4,035.2 million (US$555.3 million), surpassing RMB4 billion for the first time.

 

·Gross profit increased 36.9% year over year to RMB1,773.3 million (US$244.0 million).

 

·Gross margin was 43.9%, a record high for the Company, compared to 39.8% in the same period of 2023.

 

·Operating profit increased 8.9% year over year to RMB751.5 million (US$103.4 million).

 

·Profit for the period increased 8.1% year over year to RMB591.4 million (US$81.4 million).

 

·Adjusted net profit(1) increased 9.4% year over year to RMB625.0 million (US$86.0 million). Adjusted net profit included a net foreign exchange loss of RMB4.2 million (US$0.6 million) in the June Quarter, compared to a net foreign exchange gain of RMB66.1 million in the same period of last year. Excluding net foreign exchange loss and gain, adjusted net profit would have increased 24.6% year over year.

 

·Adjusted net margin(1) was 15.5%, compared to 17.6% in the same period of 2023. Excluding net foreign exchange loss and gain, adjusted net profit margin for the June Quarter would have been 15.6%, compared to 15.5% in the same period of 2023.

 

·Adjusted EBITDA(1) increased 17.1% year over year to RMB1,002.0 million (US$137.9 million).

 

·Adjusted EBITDA margin(1) was 24.8%, compared to 26.3% in the same period of 2023.

 

·Adjusted basic and diluted earnings per ADS(1) both increased 11.1% year over year to RMB2.00 (US$0.28).

 

3

 

 

Financial Highlights for the First Half of 2024

 

·Revenue increased 25.0% year over year to RMB7,758.7 million (US$1,067.6 million).

 

·Gross profit increased 37.9% year over year to RMB3,389.8 million (US$466.5 million).

 

·Gross margin was 43.7%, compared to 39.6% in the same period last year.

 

·Operating profit increased 18.1% year over year to RMB1,494.8 million (US$205.7 million).

 

·Profit for the period increased 15.7% year over year to RMB1,177.4 million (US$162.0 million).

 

·Adjusted net profit(1) increased 17.8% year over year to RMB1,241.9 million (US$170.9 million). Adjusted net profit included a net foreign exchange loss of RMB12.4 million (US$1.7 million) in the First Half of 2024, compared to a net foreign exchange gain of RMB54.9 million in the same period of last year. Excluding net foreign exchange loss and gain, adjusted net profit would have increased 25.5% year over year.

 

·Adjusted net margin(1) was 16.0%, compared to 17.0% in the same period of 2023. Excluding net foreign exchange loss and gain, adjusted net profit margin for the First Half of 2024 would have been 16.2%, compared to 16.1% in the same period of 2023.

 

·Adjusted EBITDA(1) increased 26.0% year over year to RMB1,967.4 million (US$270.7 million).

 

·Adjusted EBITDA margin(1) was 25.4%, compared to 25.2% in the same period of 2023.

 

·Adjusted basic and diluted earnings per ADS(1) were both RMB3.96 (US$0.54), representing increases of 17.9% and 19.3% year over year, respectively.

 

·Net cash from operating activities increased 4.9% year over year to RMB1,293.8 million (US$178.0 million). Capital expenditure was RMB302.8 million (US$41.7 million) and free cash flow was RMB991.0 million (US$136.4 million) for the First Half of 2024.

 

Operational Highlights

 

·Number of MINISO stores was 6,868 as of June 30, 2024, with an opening of 455 net new stores in the First Half of 2024.

 

·Number of MINISO stores in mainland China was 4,115 as of June 30, 2024, with an opening of 189 net new stores in the First Half of 2024.

 

·Number of MINISO stores in overseas markets was 2,753 as of June 30, 2024, with a record opening of 266 net new stores in the First Half of 2024, compared to 72 in the same period of 2023.

 

·Number of TOP TOY stores was 195 as of June 30, 2024, with a record opening of 47 net new stores in the First Half of 2024.

 

Note:

 

(1)See the sections titled “Non-IFRS Financial Measures” and “Reconciliation of Non-IFRS Financial Measures” in this press release for more information.

 

4

 

 

The following table provides a breakdown of the Company’s store network and its growth. The Company nearly doubled its directly operated stores compared to a year ago. In the First Half of 2024, the Company had a net increase of 115 directly operated stores, 105 of which located in overseas markets, demonstrating the Company’s development strategy.

 

   As of         
   June 30,   December 31,   June 30,         
   2023   2023   2024   YoY   YTD(3) 
Number of MINISO stores(1)   5,791    6,413    6,868    1,077    455 
Mainland China   3,604    3,926    4,115    511    189 
– Directly operated stores   15    26    29    14    3 
– Third-party stores   3,589    3,900    4,086    497    186 
Overseas   2,187    2,487    2,753    566    266 
– Directly operated stores   176    238    343    167    105 
– Third-party stores   2,011    2,249    2,410    399    161 
Number of TOP TOY stores(2)   118    148    195    77    47 
– Directly operated stores   9    14    21    12    7 
– Third-party stores   109    134    174    65    40 

 

Notes:

 

(1)“MINISO stores” refers to the offline stores operated under the “MINISO” brand, including those directly operated by the Company, and those operated by third parties under the MINISO Retail Partner model and the distributor model.

 

(2)“TOP TOY stores” refers to the offline stores operated under the “TOP TOY” brand, including those directly operated by the Company, and those operated by third parties under the MINISO Retail Partner model.

 

(3)“Year-to-date” or “YTD” refers to the period starting from January 1, 2024 to June 30, 2024.

 

Mr. Guofu Ye, Founder, Chairman, and CEO of MINISO, commented, “The year of 2024 marks the first year of our five-year strategic plan. I am pleased to see that in the past six months, all of our businesses have made firm progress in accordance with the five-year strategic plan and our performance has met the expectations at the beginning of the year. During the reporting period, our footprints in overseas markets continued to expand. Meanwhile, we achieved the milestone of 7,000 stores globally, and it has been less than one year since we achieved the milestone of 6,000 stores. In the First Half of 2024, we had 502 net new stores at the group level, including 266 net new MINISO stores in overseas markets and 47 net new TOP TOY stores, both marking the fastest store opening paces during the first half of a year. MINISO in overseas markets and TOP TOY also maintained a double-digit same-store sales growth, acting as growth engines of the Company. We had 189 net new MINISO stores in mainland China in the First Half of 2024, and same-store sales of MINISO in mainland China recovered to 98.3% of the prior year’s level, representing MINISO’s industrial leading position and robust growth. As a result, revenue increased by 25% to RMB7.76 billion for the First Half of 2024, including a 7% same-store sales growth and a 19% average store count expansion.”

 

“Despite short-term headwind and uncertainties brought by the macro environment, MINISO Group will still steadfastly focus on our long-term strategy, adhering to “Affordability”, “Globalization” and “Product Innovation (IP design)”. We will always uphold our “Happy Philosophy” and target to become the world’s No.1 IP design retail group, maintaining strategic focus and moving toward our five-year strategic goals. Meanwhile, we are committed to providing competitive career development opportunities for employees and bringing long-term and sustainable return to shareholders.” Mr. Ye continued.

 

5

 

 

Mr. Eason Zhang, CFO of MINISO, commented, “Thanks to our ongoing brand upgrade and increasing overseas revenue contribution, gross margin for the First Half of 2024 reached 43.7%, with a 4.1 percentage point increase year over year. Even though we are still at an investment stage in overseas markets, we have managed to maintain profitability at a healthy level under our effective cost control measures. This is evidenced by an 18% year-over-year increase in adjusted net profit and a 26% year-over-year increase in adjusted EBITDA. Excluding foreign exchange impacts, adjusted net margin would have been 16.2% for the First Half of 2024, compared with 16.1% for the same period of last year, implying our good profitability under scalable growth.

 

Our financial strategy will continue to remain disciplined in terms of budgeting, cost controls and allocation of capital as we commit to delivering stable profit and healthy cash flows. Our targets for the year of 2024 remain unchanged from our expectations at the beginning of the year, revenue is expected to increase 20% to 30% on year-over-year basis, and adjusted net profit target is RMB2.8 billion or higher.”

 

“Our capital allocation strategy will also continue to balance fast growth and our commitment to bring stable and foreseeable returns to shareholders. The Board of the Company has approved an interim cash dividend for the First Half of 2024, with a total amount of approximately RMB621 million. Upon the payment of the interim dividend, the Company will have returned RMB1.4 billion in cash to shareholders through dividends and share repurchases from year to date. Since 2020, we will have returned RMB3.6 billion to shareholders upon the payment of the interim dividend, accounting for 62% of adjusted net profit accumulated from 2020 until the First half of 2024. We are confident in accomplishing our full-year business plan and five-year strategy and believe that our share price has been trading below its intrinsic value. Accordingly, the Board of the Company has approved a share repurchase program to make the best of the general mandate granted at its annual general meeting held in June 2024, under which the Company may repurchase its shares and/or ADSs in the next 12 months not exceeding 10% of the total outstanding shares and execute share repurchases in the open market subject to market conditions. We believe that the share repurchase program is in the best interests of the Company and its shareholders as a whole and creates value for shareholders.” Mr. Zhang concluded.

 

6

 

 

Interim Dividend Declaration

 

On August 30, 2024, the Company’s board of directors approved the distribution of an interim cash dividend in the amount of US$0.2744 per American Depositary Share (“ADS”) or US$0.0686 per ordinary share, to holders of ADSs and ordinary shares of record as of the close of business on September 13, 2024, New York Time and Beijing/Hong Kong Time, respectively. The ex-dividend date will be September 12, 2024. The payment date is expected to be September 23, 2024 for holders of ordinary shares and September 27, 2024 for holders of ADSs. The aggregate amount of cash dividend to be paid is approximately US$85.5 million (RMB621.3 million at an exchange rate of RMB7.2672 to US$1.0000), which is approximately 50% of the Company’s adjusted net profit for the First Half of 2024 and will be distributed from additional paid-in capital and settled by a cash distribution.

 

For holders of ordinary shares, in order to qualify for the interim cash dividend, all valid documents for the transfer of ordinary shares accompanied by the relevant share certificates must be lodged for registration with the Company’s Hong Kong share registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong no later than 4:30 P.M. on September 13, 2024 (Beijing/Hong Kong Time).

 

Unaudited Financial Results for the June Quarter 2024  

 

Revenue was RMB4,035.2 million (US$555.3 million), representing an increase of 24.1% year over year. Revenue from mainland China increased by 18.1% year over year, accelerated from the March quarter, including (i) an increase of 17.4% in revenue from MINISO’s offline stores in mainland China, and (ii) an increase of 24.3% in revenue from TOP TOY. Revenue from overseas markets increased 35.5% to RMB1,510.1 million (US$207.8 million), breaking its previous record set in December quarter of 2023, which was usually a peak season in overseas markets.

 

For more information on the composition and year-over-year change of revenue, please refer to the “Unaudited Additional Information” in this press release.

 

Cost of sales was RMB2,261.9 million (US$311.2 million), representing an increase of 15.6% year over year.

 

Gross profit was RMB1,773.3 million (US$244.0 million), representing an increase of 36.9% year over year.

 

Gross margin was 43.9%, representing a record high with an increase of 4.1 percentage points year over year.

 

Selling and distribution expenses were RMB826.1 million (US$113.7 million), representing an increase of 72.5% year over year. Excluding share-based compensation expenses, selling and distribution expenses were RMB808.6 million (US$111.3 million), representing an increase of 76.4% year over year. The year-over-year increase was mainly attributable to the Company’s investments into directly operated stores both in mainland China and overseas markets to pursue the future success of the Company’s business, especially in strategic overseas markets such as the U.S. market. As of June 30, 2024, total number of directly operated stores in overseas markets was 343, nearly doubling such figure compared to a year ago. In the June Quarter, revenue from directly operated stores increased 109.3%, while related expenses including rental and related expenses, depreciation and amortization expenses, and payroll excluding share-based compensation expenses increased 85.8%.

 

7

 

 

General and administrative expenses were RMB227.2 million (US$31.3 million), representing an increase of 38.1% year over year. Excluding share-based compensation expenses, general and administrative expenses were RMB211.1 million (US$29.1 million), representing an increase of 31.2% year over year. The year-over-year increase was primarily due to the increase of personnel-related expenses in relation to the growth of the Company’s business.

 

Other net income was RMB26.9 million (US$3.7 million), compared to RMB38.0 million in the same period of 2023. The year-over-year decrease was mainly due to a net exchange loss of RMB4.2 million (US$0.6 million) in the June Quarter, compared to a net exchange gain of RMB66.1 million in the same period of last year.

 

Profit for the period was RMB591.4 million (US$81.4 million), representing an increase of 8.1% year over year.

 

Adjusted net profit, which represents profit for the period excluding equity-settled share-based payment expenses, was RMB625.0 million (US$86.0 million), representing an increase of 9.4% year over year. Adjusted net profit included a net foreign exchange loss of RMB4.2 million (US$0.6 million) in the June Quarter, compared to a net foreign exchange gain of RMB66.1 million in the same period of last year. Excluding net foreign exchange loss and gain, adjusted net profit would have increased 24.6% year over year.

 

Adjusted net margin was 15.5%, compared to 17.6% in the same period of 2023. Excluding net foreign exchange loss and gain, adjusted net margin would have been 15.6%, compared to 15.5% in the same period of 2023.

 

Adjusted EBITDA was RMB1,002.0 million (US$137.9 million), representing an increase of 17.1% year over year.

 

Adjusted EBITDA margin was 24.8%, compared to 26.3% in the same period of 2023.

 

Basic and diluted earnings per ADS were both RMB1.88 (US$0.26) in the June Quarter, representing an increase of 9.3% year over year from RMB1.72 in the same period of 2023. Each ADS represents four of the Company’s ordinary shares.

 

Adjusted basic and diluted earnings per ADS were both RMB2.00 (US$0.28) in the June Quarter, representing an increase of 11.1% year over year from RMB1.80 in the same period of 2023.

 

Unaudited Financial Results for the First Half of 2024

 

Revenue was RMB7,758.7 million (US$1,067.6 million), representing an increase of 25.0% year over year, primarily driven by an 18.8% year-over-year increase in average store count, and an around 7% same-store sales growth on group level.

 

Revenue from mainland China increased by 17.2% to RMB5,026.7 million (US$691.7 million), including (i) an increase of 16.5% in revenue from MINISO’s offline stores in mainland China, which was primarily due to a 16.0% year-over-year growth in average store count, while same-store sales were 98.3% of the prior year’s level, and (ii) an increase of 37.9% in revenue from TOP TOY, which was primarily powered by a strong same-store sales growth of 13.6% and a rapid growth in average store count.

 

8

 

 

Revenue from overseas markets increased 42.6% to RMB2,732.0 million (US$375.9 million). The year-over-year increase was primarily due to an increase of 21.8% in average store count, coupled with a strong same-store sales growth of 16.3%. Revenue from overseas markets contributed 35.2% of the Company’s total revenue for the First Half of 2024, compared to 30.9% for the same period in 2023.

 

For more information on the composition and year-over-year change of revenue, please refer to the “Unaudited Additional Information” in this press release.

 

Cost of sales was RMB4,369.0 million (US$601.2 million), representing an increase of 16.5% year over year.

 

Gross profit was RMB3,389.8 million (US$466.5 million), representing an increase of 37.9% year over year.

 

Gross margin was 43.7%, representing an increase of 4.1 percentage points. The year-over-year increase in gross margin was primarily due to (i) higher revenue contribution from directly operated markets which accounted for 55.7% of revenue from overseas markets, compared to 45.7% in the same period of 2023, (ii) higher gross margin in mainland China contributed by newly launched products in relation to the Company’s execution of IP strategy and strategic brand upgrade of MINISO, and (iii) higher gross margin of TOP TOY due to a shift in product mix towards more profitable products.

 

Other income was RMB12.7 million (US$1.7 million), compared to RMB3.6 million in the same period of 2023. The increase was primarily due to an increase in income from depositary bank.

 

Selling and distribution expenses were RMB1,522.1 million (US$209.4 million), increased by 65.8% year over year. Excluding share-based compensation expenses, selling and distribution expenses were RMB1,480.6 million (US$203.7 million), increased by 66.4% year over year. The year-over-year increase was mainly attributable to the Company’s investments into directly operated stores both in mainland China and overseas markets to pursue the future success of the Company’s business, especially in strategic overseas markets such as the U.S. market. As of June 30, 2024, total number of directly operated stores in overseas markets was 343, nearly doubling such figure compared to a year ago. In the First Half of 2024, revenue from directly operated stores increased 111.4%, while related expenses including rental and related expenses, depreciation and amortization expenses and payroll excluding share-based compensation expenses increased 82.7%. These new stores are expected to contribute more substantial sales in the second half of 2024. Promotion and advertising expenses increased 46.5% in the First Half of 2024, as a percentage of revenue stabilizing at around 3% in both comparative periods. Licensing expenses increased 24.2%, consistent with revenue growth. Logistics expenses increased 54.3%, reflecting the rising freight costs caused by the tension in international shipping during the First Half of 2024.

 

General and administrative expenses were RMB418.6 million (US$57.6 million), increased by 30.9% year over year. Excluding share-based compensation expenses, general and administrative expenses were RMB395.6 million (US$54.4 million), increased by 26.9% year over year. The year-over-year increase was primarily due to the increase of personnel-related expenses in relation to the growth of the Company’s business.

 

Other net income was RMB41.7 million (US$5.7 million), compared to RMB41.3 million in the same period of 2023.

 

9

 

 

Operating profit was RMB1,494.8 million (US$205.7 million), representing an increase of 18.1% year over year.

 

Net finance income was RMB34.0 million (US$4.7 million), compared to RMB62.3 million in the same period of 2023. The year-over-year decrease was mainly due to a decrease in interest income as a result of decreased principal in bank deposits, and an increase in finance cost due to increased interest on lease liabilities.

 

Profit for the period was RMB1,177.4 million (US$162.0 million), compared to RMB1,017.9 million in the same period of 2023, representing an increase of 15.7% year over year.

 

Adjusted net profit, which represents profit for the period excluding equity-settled share-based payment expenses, was RMB1,241.9 million (US$170.9 million), representing an increase of 17.8% year over year. Adjusted net profit included a net foreign exchange loss of RMB12.4 million (US$1.7 million) in the First Half of 2024, compared to a net foreign exchange gain of RMB54.9 million in the same period of last year. Excluding net foreign exchange loss and gain, adjusted net profit would have increased 25.5% year over year.

 

Adjusted net margin was 16.0%, compared to 17.0% in the same period of 2023. Excluding net foreign exchange loss and gain, adjusted net margin would have been 16.2%, compared to 16.1% in the same period of 2023.

 

Adjusted EBITDA increased 26.0% year over year to RMB1,967.4 million (US$270.7 million).

 

Adjusted EBITDA margin was 25.4%, compared to 25.2% in the same period of 2023.

 

Basic earnings per ADS increased 16.0% year over year to RMB3.76 (US$0.52), compared to RMB3.24 in the same period of 2023.

 

Diluted earnings per ADS increased 17.5% year over year to RMB3.76 (US$0.52), compared to RMB3.20 in the same period of 2023.

 

Adjusted basic earnings per ADS increased 17.9% year over year to RMB3.96 (US$0.54), compared to RMB3.36 in the same period of 2023.

 

Adjusted diluted earnings per ADS increased 19.3% year over year to RMB3.96 (US$0.54), compared to RMB3.32 in the same period of 2023.

 

Net cash from operating activities increased 4.9% year over year to RMB1,293.8 million (US$178.0 million) for the First Half of 2024. Capital expenditure was RMB302.8 million (US$41.7 million) and free cash flow was RMB991.0 million (US$136.4 million) for the First Half of 2024.

 

Conference Call

 

The Company’s management will hold an earnings conference call at 5:00 A.M. Eastern Time on Friday, August 30, 2024 (5:00 P.M. Beijing Time on the same day) to discuss the financial results. The conference call can be accessed by the following Zoom link or dialing the following numbers:

 

10

 

 

Access 1

 

Join Zoom meeting.

 

Zoom link: https://zoom.us/j/95898852484?pwd=tBbbJPUtyGu20f1OCy4sxYDNBAGy72.1

Meeting Number: 958 9885 2484 

Meeting Passcode: 9896

 

Access 2

 

Listeners may access the call by dialing the following numbers with the same meeting number and passcode with access 1.

 

United States: +1 689 278 1000 (or +1 719 359 4580)
Hong Kong, China: +852 5803 3730 (or +852 5803 3731)
United Kingdom: +44 203 481 5237 (or +44 131 460 1196)
France: +33 1 7037 9729 (or +33 1 7037 2246)
Singapore: +65 3158 7288 (or +65 3165 1065)
Canada: +1 438 809 7799 (or +1 204 272 7920)

 

Access 3

 

Listeners can also access the meeting through the Company’s investor relations website at https://ir.miniso.com/.

 

The replay will be available approximately two hours after the conclusion of the live event at the Company’s investor relations website at https://ir.miniso.com/.

 

About MINISO Group

 

MINISO Group is a global value retailer offering a variety of trendy lifestyle products featuring IP design. The Company serves consumers primarily through its large network of MINISO stores, and promotes a relaxing, treasure-hunting and engaging shopping experience full of delightful surprises that appeals to all demographics. Aesthetically pleasing design, quality and affordability are at the core of every product in MINISO’s wide product portfolio, and the Company continually and frequently rolls out products with these qualities. Since the opening of its first store in China in 2013, the Company has built its flagship brand “MINISO” as a globally recognized retail brand and established a massive store network worldwide. For more information, please visit https://ir.miniso.com/.

 

Exchange Rate

 

The U.S. dollar (US$) amounts disclosed in this press release, except for those transaction amounts that were actually settled in U.S. dollars, are presented solely for the convenience of the readers. The conversion of Renminbi (RMB) into US$ in this press release is based on the exchange rate set forth in the H.10 statistical release of the Board of Governors of the Federal Reserve System as of June 28, 2024, which was RMB7.2672 to US$1.0000. The percentages stated in this press release are calculated based on the RMB amounts.

 

11

 

 

Non-IFRS Financial Measures

 

In evaluating the business, MINISO considers and uses adjusted net profit, adjusted net margin, adjusted EBITDA, adjusted EBITDA margin, adjusted basic and diluted net earnings per share and adjusted basic and diluted net earnings per ADS as supplemental measures to review and assess its operating performance. The presentation of these non-IFRS financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with IFRS. MINISO defines adjusted net profit as profit for the period excluding equity-settled share-based payment expenses. MINISO calculates adjusted net margin by dividing adjusted net profit by revenue for the same period. MINISO defines adjusted EBITDA as adjusted net profit plus depreciation and amortization, finance costs and income tax expense. Adjusted EBITDA margin is computed by dividing adjusted EBITDA by revenue for the period. MINISO computes adjusted basic and diluted net earnings per ADS by dividing adjusted net profit attributable to the equity shareholders of the Company by the number of ADSs represented by the number of ordinary shares used in the basic and diluted earnings per share calculation on an IFRS basis. MINISO computes adjusted basic and diluted net earnings per share in the same way as it calculates adjusted basic and diluted net earnings per ADS, except that it uses the number of ordinary shares used in the basic and diluted earnings per share calculation on an IFRS basis as the denominator instead of the number of ADSs represented by these ordinary shares.

 

MINISO presents these non-IFRS financial measures because they are used by the management to evaluate its operating performance and formulate business plans. These non-IFRS financial measures enable the management to assess its operating results without considering the impacts of the aforementioned non-cash and other adjustment items that MINISO does not consider to be indicative of its operating performance in the future. Accordingly, MINISO believes that the use of these non-IFRS financial measures provides useful information to investors and others in understanding and evaluating its operating results in the same manner as the management and board of directors.

 

These non-IFRS financial measures are not defined under IFRS and are not presented in accordance with IFRS. These non-IFRS financial measures have limitations as analytical tools. One of the key limitations of using these non-IFRS financial measures is that they do not reflect all items of income and expense that affect MINISO’s operations. Further, these non-IFRS financial measures may differ from the non-IFRS information used by other companies, including peer companies, and therefore their comparability may be limited.

 

These non-IFRS financial measures should not be considered in isolation or construed as alternatives to profit, net profit margin, basic and diluted earnings per share and basic and diluted earnings per ADS, as applicable, or any other measures of performance or as indicators of MINISO’s operating performance. Investors are encouraged to review MINISO’s historical non-IFRS financial measures in light of the most directly comparable IFRS measures, as shown below. The non-IFRS 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 the usefulness of such measures when analyzing MINISO’s data comparatively. MINISO encourages you to review its financial information in its entirety and not rely on a single financial measure.

 

For more information on the non-IFRS financial measures, please see the table captioned “Reconciliation of Non-IFRS Financial Measures” set forth at the end of this press release.

 

12

 

 

Safe Harbor Statement

 

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by words or phrases such as “may”, “will”, “expect”, “anticipate”, “aim”, “estimate”, “intend”, “plan”, “believe”, “is/are likely to”, “potential”, “continue” or other similar expressions. Among other things, the quotations from management in this announcement, as well as MINISO’s strategic and operational plans, contain forward-looking statements. MINISO may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”) and The Stock Exchange of Hong Kong Limited (the “HKEX”), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about MINISO’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: MINISO’s mission, goals and strategies; future business development, financial conditions and results of operations; the expected growth of the retail market and the market of branded variety retail of lifestyle products in China and globally; expectations regarding demand for and market acceptance of MINISO’s products; expectations regarding MINISO’s relationships with consumers, suppliers, MINISO Retail Partners, local distributors, and other business partners; competition in the industry; proposed use of proceeds; and relevant government policies and regulations relating to MINISO’s business and the industry. Further information regarding these and other risks is included in MINISO’s filings with the SEC and the HKEX. All information provided in this press release and in the attachments is as of the date of this press release, and MINISO undertakes no obligation to update any forward-looking statement, except as required under applicable law.

 

Investor Relations Contacts:

 

Raine Hu

MINISO Group Holding Limited

Email: ir@miniso.com

Phone: +86 (20) 36228788 Ext.8039

 

13

 

 

MINISO GROUP HOLDING LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(Expressed in thousands)

 

   As at   As at 
   December 31, 2023   June 30, 2024 
   (Audited)   (Unaudited) 
   RMB’000   RMB’000   US$’000 
ASSETS               
Non-current assets               
Property, plant and equipment   769,306    1,047,687    144,167 
Right-of-use assets   2,900,860    3,684,817    507,048 
Intangible assets   19,554    12,333    1,697 
Goodwill   21,643    21,247    2,924 
Deferred tax assets   104,130    116,577    16,042 
Other investments   90,603    106,102    14,600 
Trade and other receivables   135,796    173,136    23,823 
Term deposits   100,000    103,308    14,216 
Interests in equity-accounted investees   15,783    14,814    2,038 
    4,157,675    5,280,021    726,555 
Current assets               
Other investments   252,866    350,913    48,287 
Inventories   1,922,241    1,949,849    268,308 
Trade and other receivables   1,518,357    1,614,148    222,114 
Cash and cash equivalents   6,415,441    6,233,089    857,702 
Restricted cash   7,970    1,965    270 
Term deposits   210,759    283,007    38,943 
    10,327,634    10,432,971    1,435,624 
Total assets   14,485,309    15,712,992    2,162,179 

 

14

 

 

MINISO GROUP HOLDING LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (CONTINUED)

(Expressed in thousands)

 

   As at   As at 
   December 31, 2023   June 30, 2024 
   (Audited)   (Unaudited) 
   RMB’000   RMB’000   US$’000 
EQUITY                
Share capital   95    95    13 
Additional paid-in capital   6,331,375    5,543,845    762,858 
Other reserves   1,114,568    1,260,576    173,461 
Retained earnings   1,722,157    2,892,259    397,988 
Equity attributable to equity shareholders of the Company   9,168,195    9,696,775    1,334,320 
Non-controlling  interests   23,022    28,006    3,854 
Total equity   9,191,217    9,724,781    1,338,174 
                
LIABILITIES               
Non-current liabilities               
Contract  liabilities   40,954    39,299    5,408 
Loans and borrowings   6,533    6,414    883 
Other payables   12,411    32,786    4,512 
Lease liabilities   797,986    1,481,836    203,907 
Deferred  income   29,229    37,480    5,157 
    887,113    1,597,815    219,867 
Current liabilities               
Contract  liabilities   324,028    344,422    47,394 
Loans and borrowings   726    713    98 
Trade and other payables   3,389,826    3,328,888    458,070 
Lease liabilities   447,319    455,453    62,672 
Deferred income   6,644    6,685    920 
Current taxation   238,436    254,235    34,984 
    4,406,979    4,390,396    604,138 
Total liabilities   5,294,092    5,988,211    824,005 
Total equity and liabilities   14,485,309    15,712,992    2,162,179 

 

15

 

 

MINISO GROUP HOLDING LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF PROFIT OR LOSS

AND OTHER COMPREHENSIVE INCOME

(Expressed in thousands, except for per ordinary share and per ADS data)

 

   Three months ended June 30,   Six months ended June 30, 
   2023   2024   2023   2024 
   (Unaudited)   (Unaudited)   (Unaudited)   (Unaudited) 
    RMB’000    RMB’000    US$’000    RMB’000    RMB’000    US$’000 
Revenue   3,252,182    4,035,212    555,264    6,206,330    7,758,743    1,067,639 
Cost of sales   (1,956,535)   (2,261,884)   (311,246)   (3,748,938)   (4,368,957)   (601,188)
Gross profit   1,295,647    1,773,328    244,018    2,457,392    3,389,786    466,451 
Other income   2,842    9,053    1,246    3,624    12,698    1,747 
Selling and distribution expenses   (478,948)   (826,061)   (113,670)   (917,966)   (1,522,088)   (209,446)
General and administrative expenses   (164,499)   (227,232)   (31,268)   (319,705)   (418,573)   (57,598)
Other net income   37,966    26,867    3,697    41,256    41,696    5,738 
Reversal/(Credit loss) of credit loss on trade and other receivables   460    (2,939)   (404)   4,788    (3,606)   (496)
Impairment loss on non-current assets   (3,448)   (1,492)   (205)   (3,448)   (5,104)   (702)
Operating profit   690,020    751,524    103,414    1,265,941    1,494,809    205,694 
Finance income   46,814    33,716    4,639    80,541    74,606    10,266 
Finance costs   (9,631)   (24,686)   (3,397)   (18,277)   (40,595)   (5,586)
Net finance income   37,183    9,030    1,242    62,264    34,011    4,680 
Share of profit of an equity-accounted investees, net of tax       181    25        301    41 
Profit before taxation   727,203    760,735    104,681    1,328,205    1,529,121    210,415 
Income tax expense   (180,212)   (169,310)   (23,298)   (310,287)   (351,742)   (48,401)
Profit for the period   546,991    591,425    81,383    1,017,918    1,177,379    162,014 
                               
Attributable to:                              
Equity shareholders of the Company   539,331    587,630    80,861    1,004,836    1,170,102    161,013 
Non-controlling interests   7,660    3,795    522    13,082    7,277    1,001 
Earnings per share for ordinary shares                              
– Basic   0.43    0.47    0.06    0.81    0.94    0.13 
– Diluted   0.43    0.47    0.06    0.80    0.94    0.13 
                              
Earnings per ADS (Each ADS represents 4 ordinary shares)                              
– Basic   1.72    1.88    0.26    3.24    3.76    0.52 
– Diluted   1.72    1.88    0.26    3.20    3.76    0.52 

 

16

 

 

MINISO GROUP HOLDING LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF PROFIT OR LOSS

AND OTHER COMPREHENSIVE INCOME (CONTINUED)

(Expressed in thousands)

 

   Three months ended June 30,   Six months ended June 30, 
   2023   2024   2023   2024 
   (Unaudited)   (Unaudited)   (Unaudited)   (Unaudited) 
   RMB’000   RMB’000   US$’000   RMB’000   RMB’000   US$’000 
Profit for the period   546,991    591,425    81,383    1,017,918    1,177,379    162,014 
Items that may be reclassified subsequently to profit or loss:                              
Exchange differences on translation of financial statements of foreign operations   62,799    2,990    411    54,832    6,845    941 
                               
Other comprehensive income for the period   62,799    2,990    411    54,832    6,845    941 
                              
Total comprehensive income for the period   609,790    594,415    81,794    1,072,750    1,184,224    162,955 
                               
Attributable to:                              
Equity shareholders of the Company   601,200    591,877    81,445    1,057,099    1,178,043    162,104 
Non-controlling interests   8,590    2,538    349    15,651    6,181    851 

 

17

 

  

MINISO GROUP HOLDING LIMITED

RECONCILIATION OF NON-IFRS FINANCIAL MEASURES

(Expressed in thousands, except for per share, per ADS data and percentages)

 

   Three months ended June 30,   Six months ended June 30, 
   2023   2024   2023   2024 
   (Unaudited)   (Unaudited)   (Unaudited)   (Unaudited) 
   RMB’000   RMB’000   US$’000   RMB’000   RMB’000   US$’000 
Reconciliation of profit for the period to adjusted net profit:                              
Profit for the period   546,991    591,425    81,383    1,017,918    1,177,379    162,014 
                               
Add back:                              
Equity-settled share-based payment expenses   24,212    33,570    4,619    36,302    64,507    8,876 
Adjusted net profit   571,203    624,995    86,002    1,054,220    1,241,886    170,890 
                               
Adjusted net margin   17.6%   15.5%   15.5%   17.0%   16.0%   16.0%
                               
Attributable to:                              
Equity shareholders of the Company   563,543    621,021    85,455    1,041,138    1,234,430    169,864 
Non-controlling interests   7,660    3,974    547    13,082    7,456    1,026 
Adjusted net earnings per share(1)                              
– Basic   0.45    0.50    0.07    0.84    0.99    0.14 
– Diluted   0.45    0.50    0.07    0.83    0.99    0.14 
Adjusted net earnings per ADS (Each ADS represents 4 ordinary shares)                              
– Basic   1.80    2.00    0.28    3.36    3.96    0.54 
– Diluted   1.80    2.00    0.28    3.32    3.96    0.54 
Reconciliation of adjusted net profit for the period to adjusted EBITDA:                              
Adjusted net profit   571,203    624,995    86,002    1,054,220    1,241,886    170,890 
                               
Add back:                              
Depreciation and amortization   94,379    183,029    25,186    179,004    333,131    45,840 
Finance costs   9,631    24,686    3,397    18,277    40,595    5,586 
Income tax expense   180,212    169,310    23,298    310,287    351,742    48,401 
Adjusted EBITDA   855,425    1,002,020    137,883    1,561,788    1,967,354    270,717 
Adjusted EBITDA margin   26.3%   24.8%   24.8%   25.2%   25.4%   25.4%

 

Note:

 

(1)Adjusted basic and diluted net earnings per share are computed by dividing adjusted net profit attributable to the equity shareholders of the Company by the number of ordinary shares used in the basic and diluted earnings per share calculation on an IFRS basis.

 

18

 

 

MINISO GROUP HOLDING LIMITED

UNAUDITED ADDITIONAL INFORMATION

(Expressed in thousands, except for percentages)

 

   Three months ended June 30,       Six months ended June 30,     
   2023   2024      2023   2024    
   RMB’000   RMB’000   US$’000   YoY   RMB’000   RMB’000   US$’000   YoY 
Revenue                                        
Mainland China   2,137,422    2,525,064    347,460    18.1%   4,290,654    5,026,729    691,701    17.2%
–MINISO Brand(1)   1,951,592    2,308,008    317,592    18.3%   3,952,460    4,592,798    631,990    16.2%
– TOP TOY Brand   172,965    214,952    29,578    24.3%   310,867    428,772    59,001    37.9%
–Others(2)   12,865    2,104    290    (83.6)%   27,327    5,159    710    (81.1)%
Overseas   1,114,760    1,510,148    207,804    35.5%   1,915,676    2,732,014    375,938    42.6%
    3,252,182    4,035,212    555,264    24.1%   6,206,330    7,758,743    1,067,639    25.0%

 

Note:

 

(1)“MINISO Brand” refers to the revenue generated from MINISO brand including revenue from offline stores, e-commerce and others in mainland China.

 

(2)“Others” refers to revenue generated from other operating segments such as “WonderLife”, which was a secondary brand targeting on lower-tier cities in mainland China, aggregated and presented as “others”. As the MINISO brand increasingly penetrated into lower-tier cities in mainland China, “WonderLife” has become marginalized.

 

19

 

 

MINISO GROUP HOLDING LIMITED

UNAUDITED ADDITIONAL INFORMATION

NUMBER OF MINISO STORES IN MAINLAND CHINA

 

   As of         
   June 30,   December 31,   June 30,         
   2023   2023   2024   YoY   YTD(1) 
By City Tiers                         
First-tier cities   474    522    541    67    19 
Second-tier cities   1,496    1,617    1,705    209    88 
Third – or lower-tier cities   1,634    1,787    1,869    235    82 
Total   3,604    3,926    4,115    511    189 

 

Note:

 

(1)       “YTD” refers to the period starting from January 1, 2024 to June 30, 2024.

 

20

 

 

MINISO GROUP HOLDING LIMITED 

UNAUDITED ADDITIONAL INFORMATION

NUMBER OF MINISO STORES IN OVERSEAS MARKETS

 

   As of         
   June 30,   December 31,   June 30,         
   2023   2023   2024   YoY   YTD(1) 
By Regions                         
Asia excluding China   1,206    1,333    1,484    278    151 
North America   123    172    234    111    62 
Latin America   492    552    584    92    32 
Europe   198    231    244    46    13 
Others   168    199    207    39    8 
Total   2,187    2,487    2,753    566    266 

 

Note:

 

(1)       “YTD” refers to the period starting from January 1, 2024 to June 30, 2024.

 

21

 

Exhibit 99.3

 

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

 

 

MINISO Group Holding Limited

名 創 優 品 集 團 控 股 有 限 公 司

(A company incorporated in the Cayman Islands with limited liability)

(Stock Code: 9896)

 

INTERIM RESULTS ANNOUNCEMENT

FOR THE SIX MONTHS ENDED JUNE 30, 2024 AND

CONNECTED TRANSACTION

 

The board (the “Board”) of directors (the “Directors”) of MINISO Group Holding Limited (the “Company”) is pleased to announce the interim consolidated results of the Company and its subsidiaries (the “Group”) for the six months ended June 30, 2024 (the “Reporting Period”), together with the comparative figures for the corresponding period in 2023. These interim results have been reviewed by the audit committee of the Board (the “Audit Committee”).

 

In this announcement, “we”, “us”, “our” and “MINISO” refer to the Company and where the context otherwise requires, the Group.

 

FINANCIAL PERFORMANCE HIGHLIGHTS            
             
   For the six months   Year-over-Year 
   ended June 30,   (“YoY”) 
   2023   2024   Change (%) 
             
   (Renminbi (RMB”) in thousands, except 
   percentages and per share data) 
Revenue   6,206,330    7,758,743    25.0%
Gross profit   2,457,392    3,389,786    37.9%
Operating profit   1,265,941    1,494,809    18.1%
Profit before taxation   1,328,205    1,529,121    15.1%
Profit for the period   1,017,918    1,177,379    15.7%
Profit for the period attributable to equity shareholders of the Company   1,004,836    1,170,102    16.4%
Adjusted net profit (a non-IFRS measure)   1,054,220    1,241,886    17.8%
Adjusted net earnings per ordinary share (“Share”) (a non-IFRS measure)               
– Basic (RMB)   0.84    0.99    17.9%
– Diluted (RMB)   0.83    0.99    19.3%
Adjusted EBITDA (a non-IFRS measure)   1,561,788    1,967,354    26.0%

 

1

 

 

NON-IFRS FINANCIAL MEASURES

 

In evaluating the business, MINISO considers and uses adjusted net profit, adjusted EBITDA and adjusted basic and diluted net earnings per share as supplemental measures to review and assess its operating performance. The presentation of these non-IFRS financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with IFRS. MINISO defines adjusted net profit as profit for the period excluding equity-settled share-based payment expenses. MINISO defines adjusted EBITDA as adjusted net profit plus depreciation and amortization, finance costs and income tax expense. MINISO computes adjusted basic and diluted net earnings per share by dividing adjusted net profit attributable to the equity shareholders of the Company by the number of Shares used in the basic and diluted earnings per share calculation on an IFRS basis.

 

MINISO presents these non-IFRS financial measures because they are used by the management to evaluate its operating performance and formulate business plans. These non-IFRS financial measures enable the management to assess its operating results without considering the impacts of the aforementioned non-cash and other adjustment items that MINISO does not consider to be indicative of its operating performance in the future. Accordingly, MINISO believes that the use of these non-IFRS financial measures provides useful information to investors and others in understanding and evaluating its operating results in the same manner as the management and the Board.

 

These non-IFRS financial measures are not defined under IFRS and are not presented in accordance with IFRS. These non-IFRS financial measures have limitations as analytical tools. One of the key limitations of using these non-IFRS financial measures is that they do not reflect all items of income and expense that affect MINISO’s operations. Further, these non-IFRS financial measures may differ from the non-IFRS information used by other companies, including peer companies, and therefore their comparability may be limited.

 

These non- IFRS financial measures should not be considered in isolation or construed as alternatives to profit, basic and diluted earnings per share, as applicable, or any other measures of performance or as indicators of MINISO’s operating performance. Investors are encouraged to review MINISO’s historical non-IFRS financial measures in light of the most directly comparable IFRS measures, as shown below. The non- IFRS 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 the usefulness of such measures when analyzing MINISO’s data comparatively. MINISO encourages you to review its financial information in its entirety and not rely on a single financial measure.

 

2

 

 

The following table reconciles our adjusted net profit and adjusted EBITDA, both non-IFRS measures, for the six months ended June 30, 2023 and 2024 to the most directly comparable financial measure calculated and presented in accordance with IFRS, which is profit for the period.

 

   For the six months ended 
   June 30, 
   2023   2024 
         
   (RMB in thousands) 
Profit for the period   1,017,918    1,177,379 
           
Add back:         
Equity-settled share-based payment expenses   36,302    64,507  
Adjusted net profit (a non-IFRS measure)   1,054,220    1,241,886 
           
Add back:          
Depreciation and amortization   179,004    333,131 
Finance costs   18,277    40,595 
Income tax expense   310,287    351,742 
Adjusted EBITDA (a non-IFRS measure)   1,561,788    1,967,354 

 

CHANGE OF FINANCIAL YEAR END DATE

 

On January 17, 2024, the Board announced that it has resolved to change the financial year end date of the Company from June 30 to December 31 with immediate effect. Accordingly, the accompanying interim financial information for the current interim financial period covers a period of six months from January 1, 2024 to June 30, 2024.

 

3

 

 

BUSINESS REVIEW AND OUTLOOK

 

Business Review for the Reporting Period

 

We are a global value retailer offering a variety of trendy lifestyle products featuring IP design. Since we opened our first store in mainland China in 2013, we have successfully incubated two brands – “MINISO” and “TOP TOY”. We have built our flagship brand “MINISO” as a globally recognized retail brand and established a store network worldwide. Our flagship brand “MINISO” offers a frequently-refreshed assortment of lifestyle products covering diverse consumer needs, and consumers are attracted to our products’ trendiness, creativeness, high quality and affordability.

 

During the six months ended June 30, 2024, the total number of MINISO stores in mainland China and overseas markets increased from 6,413 as of December 31, 2023 to 6,868 as of June 30, 2024. The number of TOP TOY stores increased from 148 as of December 31, 2023 to 195 as of June 30, 2024. For the six months ended June 30, 2024, the aggregate GMV of the Group reached approximately RMB14.5 billion.

 

Brands and Products

 

For the six months ended June 30, 2024, we launched an average of around 940 SKUs in “MINISO” channels per month, and we offered consumers a wide selection of around 10,100 core SKUs, the vast majority of which are under the “MINISO” brand. Our MINISO product offering spans across 11 major categories, including home decor, small electronics, textile, accessories, beauty tools, toys, cosmetics, personal care, snacks, fragrance and perfumes, stationery and gifts.

 

Under the “TOP TOY” brand, we offered around 9,800 SKUs as of June 30, 2024 across major categories such as blind boxes, toy bricks, model figures, model kits, collectible dolls, Ichiban Kuji and other popular toys.

 

Store Network

 

As of June 30, 2024, we served consumers primarily through a network of over 6,800 MINISO stores, including over 4,100 MINISO stores in mainland China and over 2,700 MINISO stores in overseas markets. The following table shows the number of MINISO stores in mainland China and overseas as of the dates presented:

 

   As of June 30, 
   2023   2024 
Number of MINISO stores        
Mainland China   3,604    4,115 
Directly operated stores   15    29 
Stores operated under MINISO Retail Partner model   3,569    4,063 
Stores operated under distributor model   20    23 
Overseas   2,187    2,753 
Directly operated stores   176    343 
Stores operated under MINISO Retail Partner model   252    338 
Stores operated under distributor model   1,759    2,072 
Total   5,791    6,868 

 

4

 

 

We have also expanded our TOP TOY store network in mainland China. As of June 30, 2024, we had a total of 195 TOP TOY stores, all of which were located in mainland China.

 

   As of June 30, 
   2023   2024 
Number of TOP TOY stores          
Directly operated stores   9    21 
Stores operated under MINISO Retail Partner model   109    174 
Total   118    195 

 

Store operations in mainland China

 

As of June 30, 2024, apart from 29 directly operated MINISO stores, 23 distributor MINISO stores and 21 directly operated TOP TOY stores, all of our other MINISO and TOP TOY stores in mainland China were operated under the MINISO Retail Partner model.

 

The following table shows the aggregate number of MINISO stores in mainland China for the periods indicated:

 

   For the six months ended 
   June 30, 
   2023   2024 
Directly operated stores         
Number of stores at the beginning of the period   16    26 
Number of new stores opened during the period   2    7 
Number of closed stores during the period(1)   3    4 
Net (decrease)/increase in number of stores during the period   (1)   3 
Number of stores at the end of the period   15    29 
           
Stores operated under MINISO Retail Partner model         
Number of stores at the beginning of the period   3,290    3,878 
Number of new stores opened during the period   333    326 
Number of closed stores during the period(1)   54    141 
Net increase in number of stores during the period   279    185 
Number of stores at the end of the period   3,569    4,063 
           
Stores operated under distributor model         
Number of stores at the beginning of the period   19    22 
Number of new stores opened during the period   1    1 
Number of closed stores during the period(1)        
Net increase in number of stores during the period   1    1 
Number of stores at the end of the period   20    23 

 

Note:

 

(1)The closure of MINISO stores was due to various reasons, such as expiration of store leases, increases in store rental, changes in the layout of shopping malls where the stores were located, unprofitableness of certain stores, and closure by MINISO Retail Partners for other considerations, as applicable. For the six months ended June 30, 2020, 2021, 2022, 2023 and 2024, the overall store closure rate in mainland China were 3.6%, 3.5%, 2.6%, 1.6% and 3.6%, respectively, which were calculated as (a) number of closed stores during the relevant period in mainland China divided by (b) the average number of MINISO stores in mainland China at the beginning and the end of the relevant period.

 

5

 

 

Our ability to penetrate into various tiers of cities is evidenced by our proven track record of successfully penetrating into various lower-tier cities in mainland China despite our previous experience operating in mostly high-tier Chinese cities. The following table shows the aggregate number of MINISO stores in mainland China by city-tiers as of the dates indicated:

 

   As of June 30, 
   2023   2024 
Number of MINISO stores in mainland China        
First-tier cities   474    541 
Second-tier cities   1,496    1,705 
Third- or lower-tier cities   1,634    1,869 
Total   3,604    4,115 

 

For expansion of our MINISO store network in mainland China, our efforts will be focused on penetrating into lower-tier cities while expanding deeper into developed cities. For the six months ended June 30, 2024, the number of net new stores in first- and second-tier cities accounted for over 50%, indicating a stronger recovery in these cities.

 

Furthermore, we plan to focus on establishing and reinforcing the recognition of the TOP TOY brand and expanding our TOP TOY store network in first- and second-tier cities in mainland China while also expanding into lower-tier cities.

 

The MINISO Retail Partner model represents a mutually beneficial relationship between us and the MINISO Retail Partners, where we achieve rapid store network expansion with consistent brand image and consumer experience in an asset-light manner, and our MINISO Retail Partners attain attractive investment opportunities. Our MINISO Retail Partners are also motivated to maintain a loyal relationship with us. The following table shows the number of our MINISO Retail Partners in mainland China for the periods indicated:

 

   For the six months ended 
   June 30, 
   2023   2024 
Number of MINISO Retail Partners at the beginning of the period(1)   998    1,064 
Number of new MINISO Retail Partners during the period   71    70 
Number of terminated MINISO Retail Partners during the period(2)   29    64 
Net increase in number of MINISO Retail Partners during the period   42    6 
Number of MINISO Retail Partners at the end of the period(1)   1,040    1,070 

 

Notes:

 

(1)Number of MINISO Retail Partners at a given date is calculated based on the number of individuals and entities with effective contractual relationships with us at that date.

 

(2)The number of terminated MINISO Retail Partners for the six months ended June 30, 2023 and 2024 were 29 and 64, respectively. The increase in the number of terminated MINISO Retail Partners for the six months ended June 30, 2024 was mainly due to our optimization of MINISO Retail Partners structure, which reduced several long-tail MINISO Retail Partners.

 

6

 

 

As of June 30, 2024, there were 1,045 MINISO Retail Partners invested in MINISO stores in mainland China, and 605 of them had invested for over three years. We had one distributor for the MINISO brand in Tibet, China during the six months ended June 30, 2024. As of the date of this announcement, there has been no conversion of our collaboration partners in mainland China from a MINISO Retail Partner to a distributor, or vice versa.

 

The majority of our TOP TOY stores are operated under the MINISO Retail Partner model as well. Among the MINISO Retail Partners shown in the table above, we had 18 and 25 MINISO Retail Partners operating TOP TOY stores as of June 30, 2023 and 2024, respectively.

 

Store operations in overseas markets

 

We have adopted flexible store operation models, including direct operation, MINISO Retail Partner model and the distributor model as we expand our global footprints, depending on the growth potential, local regulation and other factors in the markets. In consideration of the evolving local regulatory requirements, market conditions and their operational needs, our overseas franchisees may sometimes convert from a MINISO Retail Partner to a distributor, or vice versa.

 

As of June 30, 2024, in overseas markets, there were 343 stores directly operated by us and 2,410 stores operated under the MINISO Retail Partner model and distributor model. The following table shows the aggregate number of MINISO stores in overseas markets for the periods indicated:

 

   For the six months ended 
   June 30, 
   2023   2024 
Directly operated stores          
Number of stores at the beginning of the period   153    238 
Number of new stores opened during the period   37    113 
Number of closed stores during the period(1)   14    8 
Net increase in number of stores during the period   23    105 
Number of stores at the end of the period   176    343 
           
Stores operated under MINISO Retail Partner model          
Number of stores at the beginning of the period   246    283 
Number of new stores opened during the period   24    64 
Number of closed stores during the period(1)   18    9 
Net increase in number of stores during the period   6    55 
Number of stores at the end of the period   252    338 
           
Stores operated under distributor model          
Number of stores at the beginning of the period   1,716    1,966 
Number of new stores opened during the period   158    153 
Number of closed stores during the period(1)   115    47 
Net increase in number of stores during the period   43    106 
Number of stores at the end of the period   1,759    2,072 

 

Note:

 

(1)The closure of MINISO stores was due to various reasons, such as expiration of store leases, increase in store rental, changes in the layout of shopping malls where the stores were located, unprofitableness of certain stores, and closure by MINISO Retail Partners or distributors for other considerations, as applicable.

 

7

 

 

The following table shows the aggregate number of MINISO stores in overseas markets by region as of the dates indicated:

 

   As of June 30, 
   2023   2024 
Number of MINISO stores in overseas markets        
Asia excluding China   1,206    1,484 
North America   123    234 
Latin America   492    584 
Europe   198    244 
Others   168    207 
Total   2,187    2,753 

 

In the majority of overseas markets, we expand our store network by collaborating with local distributors with abundant local resources and retail experiences. The following table shows the number of our distributors in overseas markets for the periods indicated:

 

   For the six months ended 
   June 30, 
   2023   2024 
Number of distributors at the beginning of the period(1)   212    230 
Number of new distributors during the period(2)   17    16 
Number of terminated distributors during the period(2)       17 
Net increase/(decrease) in number of distributors during the period   17    (1)
Number of distributors at the end of the period(1)   229    229 

 

Notes:

 

(1)Number of distributors at a given date is calculated based on the number of individuals and entities with effective contractual relationships with us at that date.

 

(2)Change of contracting entities by the same distributor is not taken into account in the calculation of number of new or terminated distributors.

 

As of June 30, 2023 and 2024, we had 61 and 101 MINISO Retail Partners in overseas markets, respectively. The increase in the number of MINISO Retail Partners for the six months ended June 30, 2024 was primarily due to the increase in the number of MINISO Retail Partners in Indonesia.

 

8

 

 

Other Key Operating Data

 

The following tables set forth certain of our key operating data of MINISO stores in mainland China and overseas markets, respectively:

 

   For the six months ended 
   June 30, 
   2023   2024 
MINISO stores in mainland China         
Total GMV(1) (RMB in millions)   6,140    7,097 
Same-store(2) GMV Growth (%)   28.1    (1.7)
Number of transactions (in millions)   163.4    184.3 
Sales volume of SKUs (in millions)   461.8    486.4 
Average spending per transaction (RMB)   37.6    38.5 
Average selling price (RMB)   13.3    14.6 

 

Notes:

 

(1)Includes GMV generated through MINISO offline stores and Online-to-Offline (“O2O”) platforms.

 

(2)Includes stores that opened prior to January 1, 2023, remained open as of June 30, 2024 and closed for less than 30 days during both comparative periods.

 

   For the six months ended 
   June 30, 
   2023   2024 
MINISO stores in overseas markets          
Total GMV (RMB in millions)   4,538    6,401 
Asia excluding China   1,777    2,353 
North America   457    844 
Latin America   1,730    2,383 
Europe   321    527 
Others   253    294 
           
Same-store(1) GMV Growth (%)   32.1    16.3 
Asia excluding China   25.4    15.0 
North America   75.3    12.3 
Latin America   40.0    21.3 
Europe   11.8    10.4 
Others   6.0    (1.2)

 

Note:

 

(1)Includes stores that opened prior to January 1, 2023, remained open as of June 30, 2024 and closed for less than 30 days during both comparative periods.

 

9

 

 

The following table sets forth the GMV of MINISO brand in mainland China through online channels for the periods indicated:

 

   For the six months ended 
   June 30, 
   2023   2024 
         
   (RMB in millions) 
MINISO brand in mainland China          
Total GMV through online channels(1)   316    345 

 

Note:

 

(1)            Excludes GMV through O2O platforms which is counted as GMV through offline channels.

 

Our TOP TOY brand started operating in December 2020 in mainland China. For the six months ended June 30, 2024, TOP TOY brand achieved a total GMV of RMB625.4 million through multi-channels. The following table sets forth certain key operating data of TOP TOY stores for the periods indicated:

 

   For the six months ended 
   June 30, 
   2023   2024 
TOP TOY stores          
Total GMV (RMB in millions)   369    521 
Same-store(1) GMV Growth (%)   23.2    13.6 
Number of transactions (in millions)   3.0    4.7 
Sales volume of SKUs (in millions)   5.8    8.9 
Average spending per transaction (RMB)   124.7    111.2 
Average selling price (RMB)   64.3    58.8 

 

Note:

 

(1)Includes stores that opened prior to January 1, 2023, remained open as of June 30, 2024 and closed for less than 30 days during both comparative periods.

 

10

 

 

Recent Developments after the Reporting Period

 

Save as disclosed in this announcement, there were no other significant events that might affect us since the end of the Reporting Period and up to the date of this announcement.

 

Business Outlook

 

In spite of the uncertainties brought by the macro environment, looking forward to the second half of 2024, we will remain focused on our long-term strategic goals: delivering on our globalization strategy, expanding global supply chains, bolstering the strength of our product offerings and further optimizing our store network. Going forward, we expect to further grow our business by pursuing the following strategies.

 

Engaged in global competition, we will take cost advantages and product differentiation as key points. While sticking to our value-for-money proposition, we will continue to strengthen quality IP cooperation and offer high-quality products featuring IP design to make lifestyle products more fashionable and trendy.

 

In mainland China, we will keep expanding and upgrading our store network in accordance with the development of different tier cities, while exploring market opportunities for O2O channels, further penetrating into the major cities that we have already covered and seize the opportunities in lower-tier cities.

 

For overseas markets, we will further expand and optimize our store network by adopting a flexible operating model for each market, and will continue to expand our presence in strategic markets such as North America, Asia and Europe.

 

11

 

 

 

MANAGEMENT DISCUSSION AND ANALYSIS  

 

   For the six months ended 
   June 30, 
   2023   2024 
         
   (RMB in thousands) 
Revenue   6,206,330    7,758,743 
Cost of sales   (3,748,938)   (4,368,957)
           
Gross profit   2,457,392    3,389,786 
Other income   3,624    12,698 
Selling and distribution expenses   (917,966)   (1,522,088)
General and administrative expenses   (319,705)   (418,573)
Other net income   41,256    41,696 
Reversal of credit loss/(credit loss) on trade and other receivables   4,788    (3,606)
Impairment loss on non-current assets   (3,448)   (5,104)
           
Operating profit   1,265,941    1,494,809 
Finance income   80,541    74,606 
Finance costs   (18,277)   (40,595)
           
Net finance income   62,264    34,011 
Share of profit of equity-accounted investees, net of tax       301 
           
Profit before taxation   1,328,205    1,529,121 
Income tax expense   (310,287)   (351,742)
           
Profit for the period   1,017,918    1,177,379 
           
Profit for the period attributable to:          
– Equity shareholders of the Company   1,004,836    1,170,102 
– Non-controlling interests   13,082    7,277 

 

12

 

 

Revenue

 

Our total revenue increased by 25.0% from RMB6,206.3 million for the six months ended June 30, 2023 to RMB7,758.7 million for the six months ended June 30, 2024, mainly attributable to an 18.8% year-over-year increase in average store count, and an around 7% same-store sales growth on group level.

 

Revenue from mainland China was RMB5,026.7 million for the six months ended June 30, 2024, increasing by 17.2% from RMB4,290.7 million for the six months ended June 30, 2023, primarily due to (i) an increase of 16.5% in revenue from MINISO’s offline stores in mainland China, which was primarily due to a 16.0% year-over-year growth in average store count, and the same-store sales were 98.3% of the prior year’s level, and (ii) an increase of 37.9% in revenue from TOP TOY, which was primarily powered by a strong same-store sales growth of 13.6% and a rapid growth in average store count.

 

Revenue from overseas markets was RMB2,732.0 million for the six months ended June 30, 2024, increasing by 42.6% from RMB1,915.7 million for the six months ended June 30, 2023, primarily due to an increase of 21.8% in average store count, coupled with a strong same-store sales growth of 16.3%. Revenue from overseas markets contributed 35.2% of the Company’s total revenue in the six months ended June 30, 2024, compared to 30.9% for the same period in 2023.

 

Cost of Sales

 

Our cost of sales increased by 16.5% from RMB3,748.9 million for the six months ended June 30, 2023 to RMB4,369.0 million for the six months ended June 30, 2024.

 

Gross Profit and Gross Margin

 

Our gross profit increased by 37.9% from RMB2,457.4 million for the six months ended June 30, 2023 to RMB3,389.8 million for the six months ended June 30, 2024, and gross margin increased from 39.6% to 43.7% for the same periods. The increase in gross margin was mainly driven by (i) higher revenue contribution from directly operated markets which accounted for 55.7% of revenue from overseas markets, compared to 45.7% in the same period of 2023, (ii) higher gross margin in mainland China contributed by newly launched products in relation to the Company’s execution of IP strategy and strategic brand upgrade of MINISO, and (iii) higher gross margin of TOP TOY due to a shift in product mix towards more profitable products..

 

13

 

 

Other Income

 

Our other income increased by 250.4% from RMB3.6 million for the six months ended June 30, 2023 to RMB12.7 million for the six months ended June 30, 2024, which was primarily due to an increase in income from depositary bank.

 

Selling and Distribution Expenses

 

Our selling and distribution expenses increased by 65.8% from RMB918.0 million for the six months ended June 30, 2023 to RMB1,522.1 million for the six months ended June 30, 2024. Excluding equity-settled share-based payment expenses, our selling and distribution expenses increased by 66.4 % from RMB889.8 million to RMB1,480.6 million for the same periods, which was primarily due to the Company’s investments into directly operated stores both in mainland China and overseas markets to pursue the future success of the Company’s business, especially in strategic overseas markets such as the U.S. market. As of June 30, 2024, the total number of directly operated stores in overseas markets was 343, nearly doubling such figure compared to a year ago. For the six months ended June 30, 2024, the revenue from directly operated stores increased 111.4%, while related expenses including rental and related expenses, depreciation and amortization expenses and payroll excluding share-based compensation expenses increased 82.7%. These new stores are expected to contribute more substantial sales in the second half of 2024. Promotion and advertising expenses increased 46.5% for the six months ended June 30, 2024, as a percentage of revenue stabilizing at around 3% in both comparative periods. Licensing expenses increased 24.2%, consistent with revenue growth. Logistics expenses increased 54.3%, reflecting the rising freight costs caused by the tension in international shipping during the six months ended June 30, 2024.

 

General and Administrative Expenses

 

Our general and administrative expenses increased by 30.9% from RMB319.7 million for the six months ended June 30, 2023 to RMB418.6 million for the six months ended June 30, 2024. Excluding equity-settled share-based payment expenses, our general and administrative expenses increased by 26.9% from RMB311.6 million to RMB395.6 million for the same periods, which was primarily due to the increase of personnel-related expenses in relation to the growth of the Company’s business.

 

Other Net Income

 

Our other net income was RMB41.7 million for the six months ended June 30, 2024, compared to other net income of RMB41.3 million for the six months ended June 30, 2023.

 

Impairment Loss on Non-current Assets

 

Our impairment loss on non-current assets was RMB3.4 million and RMB5.1 million for the six months ended June 30, 2023 and 2024, respectively. We recorded impairment loss on non-current assets of directly operated stores.

 

14

 

 

Operating Profit

 

As a result of the foregoing, our operating profit increased by 18.1% from RMB1,265.9 million for the six months ended June 30, 2023 to RMB1,494.8 million for the six months ended June 30, 2024.

 

Net Finance Income

 

Our net finance income decreased by 45.4% from RMB62.3 million for the six months ended June 30, 2023 to RMB34.0 million for the six months ended June 30, 2024, which was primarily due to a decrease in interest income as a result of decreased principal in bank deposits, and an increase in finance cost due to increased interest on lease liabilities.

 

Income Tax Expense

 

We recorded income tax expense of RMB351.7 million for the six months ended June 30, 2024, compared to RMB310.3 million for the six months ended June 30, 2023.

 

Profit for the Period

 

As a result of the foregoing, our profit for the period increased by 15.7% from RMB1,017.9 million for the six months ended June 30, 2023 to RMB1,177.4 million for the six months ended June 30, 2024.

 

Adjusted Net Profit (a non-IFRS measure)

 

Our adjusted net profit, which represents profit for the period excluding equity-settled share-based payment expenses, increased by 17.8% from RMB 1,054.2 million for the six months ended June 30, 2023 to RMB1,241.9 million for the six months ended June 30, 2024. Adjusted net profit included a net foreign exchange loss of RMB12.4 million for the six months ended June 30, 2024, compared to a net foreign exchange gain of RMB54.9 million for the six months ended June 30, 2023. Excluding net foreign exchange loss and gain, adjusted net profit would have increased 25.5% year over year.

 

Adjusted EBITDA (a non-IFRS measure)

 

Our adjusted EBITDA, which represents adjusted net profit plus depreciation and amortization, finance costs and income tax expense, increased by 26.0% from RMB 1,561.8 million for the six months ended June 30, 2023 to RMB1,967.4 million for the six months ended June 30, 2024.

 

Net Cash from Operating Activities and Free Cash Flow

 

Our net cash from operating activities increased by 4.9% year over year to RMB1,293.8 million for the six months ended June 30, 2024. Our capital expenditure was RMB302.8 million and free cash flow was RMB991.0 million for the six months ended June 30, 2024.

 

Current Ratio

 

Our current ratio was 2.4 as of June 30, 2024, compared to 2.3 as of December 31, 2023. The change in current ratio was primarily due to the increase in current portion of other investments and trade and other receivables.

 

15

 

 

OTHER INFORMATION ABOUT OUR FINANCIAL PERFORMANCE

 

Liquidity and Source of Funding

 

During the six months ended June 30, 2024, we funded our cash requirements principally through cash generated from our operations. As of June 30, 2024, our cash, cash equivalents, restricted cash, term deposits, and other investments recorded in current assets were RMB6,869.0 million (as of December 31, 2023: RMB6,887.0 million).

 

Significant Investments

 

We did not make or hold any significant investments during the six months ended June 30, 2024.

 

Material Acquisitions and Disposals

 

We did not have any material acquisitions or disposals of subsidiaries, consolidated affiliated entities or associated companies during the six months ended June 30, 2024.

 

Pledge of Assets

 

As of June 30, 2024, none of our Group’s assets was pledged.

 

Future Plans for Material Investments or Capital Assets

 

As of June 30, 2024, we did not have any detailed future plans for material investments or capital assets.

 

Gearing Ratio

 

As of June 30, 2024, our gearing ratio was 0.1%, calculated as loans and borrowings divided by total equity as of the end of the period and multiplied by 100%.

 

Foreign Exchange Risk

 

Our financial reporting currency is RMB and changes in foreign exchange rates can significantly affect our reported results and consolidated trends. In addition, our results of operations, including margins, are affected by the fluctuation in foreign exchange rates. Our international operations generate revenues primarily in U.S. dollars. Generally, a weakening of RMB against U.S. dollar has a positive effect on our results of operations, while a strengthening of RMB against U.S. dollar has the opposite effect. We have not used any derivative financial instruments to hedge exposure to such risk. To the extent that we need to convert U.S. dollars into RMB for our operations, appreciation of RMB against U.S. dollar would have an adverse effect on RMB amount we receive from the conversion. Conversely, if we decide to convert RMB into U.S. dollars for the purpose of making payments for dividends on our Shares or American Depositary Shares (“ADSs”) or for other business purposes, appreciation of U.S. dollar against RMB would have a negative effect on U.S. dollar amounts available to us.

 

16

 

 

Contingent Liabilities

 

Commitment of Tax Payments

 

In connection with the acquisition of land use right and the construction of the headquarters building in Guangzhou, Miniso (Guangzhou) Co., Ltd. (“MINISO Guangzhou”) entered into a letter of intent on November 26, 2020 with the local government of the district where our new headquarters building is located and committed to pay an aggregate amount of tax levies of no less than RMB965.0 million to the local government in Guangzhou for a five-year period starting from January 1, 2021, with RMB160.0 million in 2021, RMB175.0 million in 2022, RMB190.0 million in 2023, RMB210.0 million in 2024 and RMB230.0 million in 2025. If we fail to meet the committed amount for any of the five calendar years, MINISO Guangzhou will have to compensate for the shortfall.

 

We had met the commitments for the calendar years of 2021, 2022 and 2023 and therefore MINISO Guangzhou was not required to make any compensation to the local government. In March 2024, MINISO Guangzhou provided a performance guarantee of RMB210.0 million issued by a commercial bank to this local government in respect of the commitment of tax payments for the calendar year of 2024, which is valid from April 1, 2024 to March 31, 2025. The Directors have assessed that, based on the projection of and actual relevant taxes and surcharges paid and payable during the calendar year of 2024, we expect to be able to meet the commitment for the calendar year of 2024 and thus it is not probable that MINISO Guangzhou needs to make any compensation to the local government under the above performance guarantee. As such, no provision has been made in respect of this matter as of June 30, 2024.

 

Securities class action

 

In August 2022, a putative federal securities class action was filed against the Company and certain of its officers and Directors (“Defendants”), alleging that Defendants made misleading misstatements or omissions regarding the Company’s business operations and financials in violation of the Securities Act of 1933 and the Securities Exchange Act of 1934. The action is captioned In re MINISO Group Holding Limited Securities Litigation, 1:22-cv-09864 (S.D.N.Y.). The lead plaintiff selection process was completed in November 2022 and an amended complaint was filed shortly thereafter. The court granted Defendants’ motion to dismiss in February 2024 with leave to amend. Plaintiffs filed a motion for reconsideration of the court’s decision in late March 2024, to which Defendants have timely responded. Decision on plaintiffs’ motion for reconsideration is pending. Because the case remains in its preliminary stage, Defendants are unable to predict the outcome of the action or estimate the potential losses, if any.

 

Capital Commitment

 

As of June 30, 2024, our capital commitment was RMB749.9 million, which was attributable to the construction of the headquarters building.

 

17

 

 

Employees and Remuneration

 

We had a total of 5,245 full-time employees as of June 30, 2024, including 2,400 in mainland China and 2,845 in certain overseas countries and regions. The following table sets forth the number of employees categorized by function as of June 30, 2024:

 

   Number of 
Function  Employees 
Product Development and Supply Chain Management   992 
General and Administrative   518 
Operations   3,090 
Sales and Marketing   182 
Technology   196 
Business Development   163 
Logistics   104 
Total   5,245 

 

Our total remuneration cost incurred for the six months ended June 30, 2024 was RMB685.5 million, while it was RMB441.6 million for the six months ended June 30, 2023.

 

The number of employees employed by the Company varies from time to time depending on needs and employees are remunerated based on industry practice. The remuneration policy and package of the Group’s employees are periodically reviewed. Apart from pension funds and in-house training programmes, discretionary bonuses, share awards and share options from the Company’s share incentive plan may be awarded to employees according to the assessment of individual performance.

 

CONNECTED TRANSACTION

 

On August 30, 2024, the Company, through its wholly-owned subsidiary, Miniso (Guangzhou), as the tenant, entered into a lease agreement (the “Lease Agreement”) with Miniso (Zhaoqing) Industrial Investment Co., Ltd. (名創優品(肇慶)產業投資有限公司) (“MINISO Zhaoqing”), as the landlord and a connected person of the Company, in relation to the lease of certain warehouses.

 

18

 

 

The principal terms of the Lease Agreement are summarized below:

 

Lease Agreement

 

Date : August 30, 2024
     
Premises : Numbers 2, 3 and 4 of first floor of Logistics and Distribution Centre, MINISO International Logistics Circle, 16 West Science and Technology Street, Hi-Tech Industrial Development Zone, Zhaoqing City, Guangdong Province, PRC
     
Usage : Warehouse
     
Construction area : 50,019.4 square metres
     
Term : For a fixed term commencing from October 16, 2024 to December 31, 2027 (both days inclusive)
     
Rent and property management fee  : Rent and property management fee are subject to progressive increment each year at a fixed rate. The total rent and property management fee payable (inclusive of tax) during the term of the Lease Agreement shall be in the range from RMB20.8 million to RMB25.5 million.
     
     The amount of rent shall be payable in accordance with the terms of the Lease Agreement on a monthly basis and is expected to be satisfied by the internal resources of the Group.
     
     The rent and property management fee payable were determined after arm’s length negotiation between the parties, based on the construction standards of the premise with reference to the prevailing market rate and rental fee level of similar logistics and distribution centre for storage purpose (with similar size, land use, conditions and other relevant attributes) in the vicinity of Hi-Tech Industrial Development Zone, Zhaoqing City.
     
Security deposit  : A security deposit of RMB5.9 million which is equivalent to three months of rent and property management fee (inclusive of tax) shall be payable by MINISO Guangzhou within 30 days of signing the Lease Agreement.
     
    The deposit will be refunded after the lapse of the term or the termination of the Lease Agreement in accordance with the terms therein.
     
Lease renewal : The current lease for Number 2 of the first floor of Logistics and Distribution Centre (which will originally expire in December 2024) will be subject to early renewal and will form part of subject of the Lease Agreement for administrative convenience.

 

Reasons for and benefits of entering into the Lease Agreement

 

The premises will provide the Group with additional space for the storage of goods and merchandise to satisfy the Group’s growing business demand. The location of the premises is close proximity to other existing warehouses leased by the Group and the leasing of the relevant warehouses from MINISO Zhaoqing offers the Group a high degree of tenancy stability. Entering into the Lease Agreement ensures the Group has sufficient space for business development, which will help the Group to improve logistics efficiency, lower business costs and avoid any potential adverse impact on the Group’s business from the administrative inconvenience arisen from frequent warehouse relocation or decentralized distribution of the Group’s warehouses.

 

19

 

 

The Lease Agreement was entered into on an arm’s length negotiations with reference to the prevailing market rents of the premises of comparable size, construction standards, location, facilities, conditions and use. The Lease Agreement also consolidated the leases of several premises on the same floor within the same building under one agreement for administrative convenience.

 

In light of the above, the Directors (including the independent non-executive Directors) are of the view that the Lease Agreement is entered into on normal commercial terms that are fair and reasonable, in the ordinary and usual course of business of the Company, and in the interests of the Company and its shareholders as a whole.

 

Listing Rules implications

 

Mr. Ye GuofuMr. Yeis the chairman of the Board, an executive Director, the chief executive officer and a controlling shareholder of the Company and therefore a connected person of the Company under the Rules Governing the Listing of Securities in The Stock Exchange of Hong Kong Limited (the “Listing Rules”).

 

As MINISO Zhaoqing is an indirect wholly-owned subsidiary of YGF MC Limited which is wholly-owned by Mr. Ye, MINISO Zhaoqing is an associate of Mr. Ye and therefore also a connected person of the Company under the Listing Rules. Accordingly, the entering into of the Lease Agreement and the transaction contemplated thereunder constitute a connected transaction for the Company under Chapter 14A of the Listing Rules.

 

Pursuant to IFRS 16, the Group, as the lessee, shall recognise right-of-use assets under the Lease Agreement in the consolidated statement of financial position of the Group. The value of the right-of-use assets to be recognised at the lease commencement date by the Group in connection with the Lease Agreement is approximately RMB63.6 million. The recognition of a right-of-use asset in respect of the transaction will be regarded as an acquisition of asset under the definition of transaction set out in Rule 14.04(1)(a) of the Listing Rules and treated as an one-off connected transaction under Rule 14A.24(1) of the Listing Rules.

 

As one or more of the applicable percentage ratios under the Listing Rules in respect of the value of right-of-use assets of Lease Agreement exceed 0.1% but are less than 5%, the Lease Agreement is exempt from the independent shareholders’ approval requirement, but is subject to reporting, annual review and announcement requirements under Chapter 14A of the Listing Rules.

 

Mr. Ye has a material interest in the Lease Agreement and as a result, he has abstained from voting on the Board resolutions in relation to the Lease Agreement. Save as disclosed above, none of the Directors had a material interest in the matters contemplated therein nor was any of them required to abstain from voting on the relevant Board resolutions approving the Lease Agreement and the transactions contemplated thereunder.

 

20

 

 

Information of the parties

 

The Group: The Company was incorporated in the Cayman Islands on January 7, 2020, as an exempted company with limited liability under the Companies Law of the Cayman Islands. The principal activity of the Company is investment holding. The principal businesses of the Group are the retail and wholesale of lifestyle and pop toy products across the PRC, other parts of Asia, Americas, Europe and certain other countries.

 

MINISO Guangzhou: MINISO Guangzhou is a limited liability company established under the laws of the PRC on October 18, 2017 and an indirect wholly-owned subsidiary of the Company. It is principally engaged in the wholesale and retail of lifestyle products.

 

MINISO Zhaoqing: MINISO Zhaoqing is a limited liability company established under the laws of the PRC on April 20, 2018. It is an indirect wholly-owned subsidiary of YGF MC Limited which is wholly-owned by Mr. Ye. It is principally engaged in investing activities.

 

CORPORATE GOVERNANCE

 

The Board is committed to achieving high corporate governance standards. The Board believes that high corporate governance standards are essential in providing a framework for the Company to safeguard the interests of shareholders and to enhance corporate value and accountability.

 

Compliance with the Corporate Governance Code

 

We have complied with all the applicable code provisions of the Corporate Governance Code (the “Corporate Governance Code”) set forth in Part 2 of Appendix C1 to the Listing Rules during the six months ended June 30, 2024, save for the following.

 

Code provision C.2.1 of the Corporate Governance Code recommends, but does not require, that the roles of chairman of the Board and chief executive officer should be separate and should not be performed by the same individual.

 

21

 

 

 

The Company deviates from this code provision as we do not have a separate chairman and chief executive officer and Mr. Ye currently performs these two roles of the Company. Mr. Ye is our founder and has extensive experience in our business operations and management. The Board believes that vesting the roles of both chairperson and chief executive officer in the same person has the benefit of ensuring consistent leadership within our Group and enables more effective and efficient overall strategic planning for our Group. The Board considers that the balance of power and authority for the present arrangement will not be impaired and this structure will enable our Company to make and implement decisions promptly and effectively. The Board will continue to review and consider splitting the roles of chairman of the Board and the chief executive officer of our Company if and when it is appropriate taking into account the circumstances of the Group as a whole.

 

Compliance with the Model Code for Securities Transactions by Directors

 

The Company has adopted the Management Trading of Securities Policy (the “Code”), with terms no less exacting that the Model Code for Securities Transactions by Directors of Listed Issuers (the “Model Code”) as set out in Appendix C3 to the Listing Rules, as its own securities dealing code to regulate all dealings of securities by Directors and relevant employees in the Company and other matters covered by the Code.

 

Specific enquiry has been made of all the Directors and each of the Directors has confirmed that he/she has complied with the Code during the six months ended June 30, 2024.

 

Audit Committee

 

The Company has established the Audit Committee in compliance with Rule 3.21 of the Listing Rules and the Corporate Governance Code.

 

The Audit Committee comprises three independent non-executive Directors, namely Ms. XU Lili, Mr. ZHU Yonghua and Mr. WANG Yongping. Ms. XU Lili, being the chairwoman of the Audit Committee, is appropriately qualified as required under Rule 3.10(2) of the Listing Rules.

 

22

 

 

The primary duties of the Audit Committee are:

 

(a)to monitor the integrity of our financial statements and our compliance with legal and regulatory requirements as they relate to our financial statements and accounting matters;

 

(b)to review the adequacy of our internal control over financial reporting; and

 

(c)to review all related party transactions for potential conflict of interest situations and approving all such transactions.

 

The Audit Committee has reviewed our unaudited interim financial information for the six months ended June 30, 2024. The Audit Committee has also discussed matters with respect to the accounting policies and practices adopted by the Company and internal control and financial reporting matters with senior management members of the Company.

 

In addition, the independent auditor of the Company, KPMG, has reviewed our unaudited interim financial information for the six months ended June 30, 2024 in accordance with Hong Kong Standard on Review Engagements 2410 “Review of Interim Financial Information Performed by the Independent Auditor of the Entity”.

 

OTHER INFORMATION

 

Purchase, Sale or Redemption of the Company’s Listed Securities

 

During the six months ended June 30, 2024, the Company repurchased a total of 1,230,200 Shares at an aggregate consideration (including all the relevant expenses) of HK$40.3 million on The Stock Exchange of Hong Kong Limited (the “HKEx”) and a total of 254,600 ADSs at an aggregate consideration (including all the relevant expenses) of US$4.8 million on the New York Stock Exchange (the “NYSE”). As of the date of this announcement, the repurchased Shares and ADSs are pending cancellation, and would not receive any interim dividend.

 

23

 

 

Particulars of the repurchases made by the Company during the six months ended June 30, 2024 are as follows:

 

HKEx

 

               Aggregate 
           consideration 
   No. of   Price paid per Share   paid (including 
   Shares   Highest   Lowest   all the relevant 
Trading Month  repurchased   price   price   expenses) 
       (HK$)   (HK$)   (HK$’000) 
January 2024   1,055,200    33.45    31.00    34,357 
February 2024   175,000    34.00    33.70    5,939 

 

NYSE

 

               Aggregate 
               consideration 
   No. of   Price paid per Share   paid (including 
   Shares   Highest   Lowest   all the relevant 
Trading Month  repurchased   price   price   expenses) 
       (US$)   (US$)   (US$’000) 
January 2024   1,018,400    5.00    4.28    4,845 

 

Save as disclosed above, neither the Company nor any of its subsidiaries purchased, sold or redeemed any of the Company’s securities listed on the HKEx or on the NYSE (including sale of treasury shares as defined under the Listing Rules) during the six months ended June 30, 2024. The Company did not hold any treasury shares (as defined under the Listing Rules) as of June 30, 2024.

 

Use of Proceeds from the Global Offering

 

On July 13, 2022, the Shares were listed on the Main Board of the HKEx. The net proceeds from the global offering were HK$482.1 million. As of June 30, 2024, there has been no change in the intended use of net proceeds as previously disclosed in the section headed “Future Plans and Use of Proceeds” in the prospectus of the Company dated June 30, 2022. The Company has fully utilized the residual amount of the net proceeds in accordance with such intended purposes within 48 months from the listing of its Shares on the HKEx as expected.

 

24

 

 

As of June 30, 2024, the Group had utilized the net proceeds as set out in the table below:

 

               Amount of net    
           Unutilized   proceeds utilized  Amount of net 
           amount as of   during the six  proceeds unutilized 
   % of total   Amount of   December 31,   months ended  amount as of 
Purpose  net proceeds   net Proceeds   2023   June 30, 2024  June 30, 2024 
       (HK$ million)   (HK$ million)   (HK$ million)  (HK$ million) 
Store network expansion and upgrade   25%   120.5           
Supply chain improvement and product development   20%   96.4           
Strengthen our technology capabilities   20%   96.4    20.6    20.6   
Invest in brand promotion and incubation   20%   96.4           
Capital expenditures, which may include, among others, acquisitions of, or investments in, businesses or assets that complement our business   5%   24.2           
Working capital and general corporate purposes   10%   48.2           
Total   100%   482.1    20.6    20.6   

 

Interim Dividend

 

On March 12, 2024, the Board approved the distribution of a special cash dividend in the amount of US$0.2900 per ADS or US$0.0725 per Share, which has been paid on April 9, 2024 for holders of Shares and April 12, 2024 for holders of ADSs. The aggregate amount of cash dividend paid was approximately US$90.5 million.

 

On August 30, 2024, the Board approved the distribution of an interim cash dividend in the amount of US$0.2744 per ADS or US$0.0686 per Share, to holders of ADSs and Shares of record as of the close of business on September 13, 2024, New York Time and Beijing/Hong Kong Time, respectively. The ex-dividend date will be September 12, 2024. The payment date is expected to be September 23, 2024 for holders of Shares and around September 27, 2024 for holders of ADSs. The aggregate amount of cash dividend to be paid is approximately US$85.5 million (RMB621.3 million at an exchange rate of RMB7.2672 to US$1.0000), which is approximately 50% of the Company’s adjusted net profit for the six months ended June 30, 2024 and will be distributed from additional paid-in capital and settled by a cash distribution.

 

For holders of Shares, in order to qualify for the interim dividend, all valid documents for the transfer of Shares accompanied by the relevant share certificates must be lodged for registration with the Company’s Hong Kong share registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong no later than 4:30 P.M. on September 13, 2024 (Beijing/Hong Kong Time).

 

25

 

 

Unaudited consolidated statement of profit or loss

(Expressed in thousands of Renminbi, except for per share data)

 

       For the six months ended 
       June 30, 
   Note   2023   2024 
        RMB’000    RMB’000 
Revenue  4    6,206,330    7,758,743 
Cost of sales  5    (3,748,938)   (4,368,957)
               
Gross profit       2,457,392    3,389,786 
Other income       3,624    12,698 
Selling and distribution expenses  5    (917,966)   (1,522,088)
General and administrative expenses  5    (319,705)   (418,573)
Other net income  6    41,256    41,696 
Reversal of credit loss/(credit loss) on trade and other receivables       4,788    (3,606)
Impairment loss on non-current assets       (3,448)   (5,104)
               
Operating profit       1,265,941    1,494,809 
Finance income       80,541    74,606 
Finance costs       (18,277)   (40,595)
               
Net finance income  7    62,264    34,011 
               
Share of profit of equity-accounted investees, net of tax           301 
               
Profit before taxation       1,328,205    1,529,121 
Income tax expense  8    (310,287)   (351,742)
               
Profit for the period      1,017,918    1,177,379 
               
Attributable to:              
Equity shareholders of the Company       1,004,836    1,170,102 
Non-controlling interests       13,082    7,277 
               
Profit for the period       1,017,918    1,177,379 
               
Earnings per share              
Basic earnings per share (RMB)  9    0.81    0.94 
Diluted earnings per share (RMB)  9    0.80    0.94 

 

26

 

 

Unaudited consolidated statement of profit or loss and other comprehensive income

(Expressed in thousands of Renminbi)

 

   For the six months ended 
   June 30, 
   2023   2024 
   RMB’000   RMB’000 
Profit for the period   1,017,918    1,177,379 
           
Items that may be reclassified subsequently to profit or loss:          
Exchange differences on translation of financial statements of foreign operations   54,832    6,845 
           
Other comprehensive income for the period   54,832    6,845 
           
Total comprehensive income for the period   1,072,750    1,184,224 
           
Attributable to:          
Equity shareholders of the Company   1,057,099    1,178,043 
Non-controlling interests   15,651    6,181 
           
Total comprehensive income for the period   1,072,750    1,184,224 

 

27

 

 

Unaudited consolidated statement of financial position

(Expressed in thousands of Renminbi)

 

       As at   As at 
       December 31,   June 30, 
   Note   2023   2024 
       RMB’000   RMB’000 
ASSETS              
Non-current assets              
Property, plant and equipment       769,306    1,047,687 
Right-of-use assets       2,900,860    3,684,817 
Intangible assets       19,554    12,333 
Goodwill       21,643    21,247 
Deferred tax assets       104,130    116,577 
Other investments  10    90,603    106,102 
Trade and other receivables  12    135,796    173,136 
Term deposits       100,000    103,308 
Interests in equity-accounted investees       15,783    14,814 
               
        4,157,675    5,280,021 
Current assets              
Other investments  10    252,866    350,913 
Inventories  11    1,922,241    1,949,849 
Trade and other receivables  12    1,518,357    1,614,148 
Cash and cash equivalents  13    6,415,441    6,233,089 
Restricted cash       7,970    1,965 
Term deposits       210,759    283,007 
               
        10,327,634    10,432,971 
               
Total assets       14,485,309    15,712,992 

 

28

 

 

       As at   As at 
       December 31,   June 30, 
   Note   2023   2024 
       RMB’000   RMB’000 
EQUITY               
Share capital   15(a)    95    95 
Additional paid-in capital        6,331,375    5,543,845 
Other reserves        1,114,568    1,260,576 
Retained earnings        1,722,157    2,892,259 
                
Equity attributable to equity shareholders of the Company        9,168,195    9,696,775 
Non-controlling interests        23,022    28,006 
                
Total equity        9,191,217    9,724,781 
                
LIABILITIES               
Non-current liabilities               
Contract liabilities        40,954    39,299 
Loans and borrowings        6,533    6,414 
Other payables   14    12,411    32,786 
Lease liabilities        797,986    1,481,836 
Deferred income        29,229    37,480 
                
         887,113    1,597,815 
                
Current liabilities               
Contract liabilities        324,028    344,422 
Loans and borrowings        726    713 
Trade and other payables   14    3,389,826    3,328,888 
Lease liabilities        447,319    455,453 
Deferred income        6,644    6,685 
Current taxation        238,436    254,235 
                
         4,406,979    4,390,396 
                
Total liabilities        5,294,092    5,988,211 
                
Total equity and liabilities        14,485,309    15,712,992 

 

29

 

 

 

Unaudited consolidated statement of changes in equity

(Expressed in thousands of Renminbi)

 

   Attributable to equity shareholders of the Company           
   Share
capital
   Additional
paid-in
capital
   Merger
reserve
   Treasury
shares
   Share-based
payment
reserve
   Translation
reserve
   PRC
statutory
reserve
   (Accumulated
losses)/retained
earnings
   Total   Non-
controlling
interests
   Total
equity
 
   RMB’000   RMB’000   RMB’000   RMB’000   RMB’000   RMB’000   RMB’000   RMB’000   RMB’000   RMB’000   RMB’000 
Balance at January 1, 2023   95    8,015,885    117,912    (114,355)   877,172    2,099    105,020    (1,196,403)   7,807,425    1,602    7,809,027 
                                                        
Changes in equity for the six months ended June 30, 2023                                                       
Profit for the period                               1,004,836    1,004,836    13,082    1,017,918 
Other comprehensive income for the period                       52,263            52,263    2,569    54,832 
Total comprehensive income for the period                       52,263        1,004,836    1,057,099    15,651    1,072,750 
                                                        
Offset of accumulated losses       (730,898)                       730,898             
Exercise of share options and subscription of restricted share units   *   189                            189        189 
Cancellation of shares   *   (30,305)       30,305                             
Equity settled share-based transactions                   36,302                36,302        36,302 
                                                        
Balance at June 30, 2023   95    7,254,871    117,912    (84,050)   913,474    54,362    105,020    539,331    8,901,015    17,253    8,918,268 

 

*            The amount was less than RMB1,000.

 

30

 

 

    Attributable to equity shareholders of the Company                  
    Share
capital
    Additional
paid-in
capital
    Merger
reserve
    Treasury
shares
    Share-based
payment
reserve
    Translation
reserve
    PRC
statutory
reserve
    Retained
earnings
    Total     Non-
controlling
interests
    Total
equity
 
    RMB’000     RMB’000     RMB’000     RMB’000     RMB’000     RMB’000     RMB’000     RMB’000     RMB’000     RMB’000     RMB’000  
Balance at January 1, 2024     95       6,331,375       117,912       (157,610 )     959,906       23,761       170,599       1,722,157       9,168,195       23,022       9,191,217  
                                                                                         
Changes in equity for the six months ended June 30, 2024                                                                                        
Profit for the period                                               1,170,102       1,170,102       7,277       1,177,379  
Other comprehensive income for the period                                   7,941                   7,941       (1,096 )     6,845  
Total comprehensive income for the period                                   7,941             1,170,102       1,178,043       6,181       1,184,224  
Dividend declared and paid to equity                                                                                        
shareholders of the Company           (643,176 )                                         (643,176 )           (643,176 )
Dividend declared and paid to non-controlling                                                                                        
interests                                                           (1,612 )     (1,612 )
Exercise of share options and subscription                                                                                        
of restricted share units     *     468                                           468             468  
Repurchase of shares                       (70,847 )                             (70,847 )           (70,847 ) 
Cancellation of shares     *     (144,407 )           144,407                                            
Equity settled share-based transactions                             64,507                         64,507             64,507  
Acquisition of non-controlling interests           (415 )                                         (415 )     415        
                                                                                         
Balance at June 30, 2024     95       5,543,845       117,912       (84,050 )     1,024,413       31,702       170,599       2,892,259       9,696,775       28,006       9,724,781  

 

*            The amount was less than RMB1,000.

 

31

 

 

Unaudited consolidated statement of cash flows

(Expressed in thousands of Renminbi)

 

   For the six months ended 
   June 30, 
   2023   2024 
    RMB’000    RMB’000 
Cash flows from operating activities          
Cash generated from operations   1,474,268    1,649,204 
Income tax paid   (241,494)   (355,448)
Net cash from operating activities   1,232,774    1,293,756 
           
Cash flows from investing activities          
Payment for purchases of property, plant,          
equipment and intangible assets   (96,115)   (302,784)
Proceeds from disposal of property, plant and          
equipment and intangible assets   3,587    3,166 
Refund of prepayments   200,000     
Payment for purchases of other investments   (3,230,511)   (4,176,438)
Proceeds from disposal of other investments   3,753,449    4,077,046 
Placement of term deposits   (641,371)   (256,855)
Maturity of term deposits   95,212    181,299 
Interest income   80,541    68,249 
Investment income from other investments   27,521    18,360 
Net cash from/(used in) investing activities   192,313    (387,957)
           
Cash flows from financing activities          
Proceeds from subscription of restricted share units and          
exercise of share options   191    468 
Payment of capital element and interest element of          
lease liabilities   (175,750)   (414,592)
Payment for repurchase of shares   (608)   (36,914)
Dividends paid to equity shareholders of the Company       (643,176)
Dividends paid to non-controlling interests       (1,612)
Net cash used in financing activities   (176,167)   (1,095,826)
           
Net increase/(decrease) in cash and cash equivalents   1,248,920    (190,027)
Cash and cash equivalents at the beginning of the period   5,186,601    6,415,441 
Effect of movements in exchange rates on cash held   53,692    1,318 
Cash and cash equivalents at the end of the period   6,489,213    6,226,732 

 

32

 

 

Notes to the unaudited interim financial information

(Expressed in thousands of Renminbi, unless otherwise indicated)

 

1Basis of preparation

 

This interim financial information has been prepared in accordance with the applicable disclosure provisions of the Listing Rules, including compliance with International Accounting Standard (“IAS”) 34, Interim financial reporting, issued by the International Accounting Standards Board (“IASB”). It was authorised for issue on August 30, 2024.

 

The interim financial information has been prepared in accordance with the same accounting policies adopted in the consolidated financial statements for the six months ended December 31, 2023, except for the accounting policy changes that are expected to be reflected in the 2024 annual financial statements. Details of any changes in accounting policies are set out in Note 2.

 

The preparation of an interim financial information in conformity with IAS 34 requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses on a year to date basis. Actual results may differ from these estimates.

 

This interim financial information contains condensed consolidated financial statements and selected explanatory notes. The notes include an explanation of events and transactions that are significant to an understanding of the changes in financial position and performance of the Group since the consolidated financial statements for the six months ended December 31, 2023. The condensed consolidated interim financial statements and notes thereon do not include all of the information required for a full set of financial statements prepared in accordance with IFRS Accounting Standards.

 

The interim financial information is unaudited, but has been reviewed by KPMG in accordance with Hong Kong Standard on Review Engagements 2410, Review of interim financial information performed by the independent auditor of the entity, issued by the Hong Kong Institute of Certified Public Accountants.

 

2Changes in accounting policies

 

The IASB has issued a number of amendments to IFRS Accounting Standards that are first effective for the current accounting period of the Group. Of these, the following developments are relevant to the Group’s interim financial information:

 

·         Amendments to IAS 1: Classification of liabilities as current or non-current

 

·         Amendments to IAS 1: Non-current liabilities with covenants

 

·         Amendments to IAS 16: Lease liability in a sale and leaseback

 

·         Amendments to IAS 7 and IFRS 7: Supplier finance arrangements

 

None of these developments have had a material effect on how the Group’s results and financial position for the current or prior periods have been prepared or presented in this interim financial information. The Group has not applied any new standard or interpretation that is not yet effective for the current accounting period.

 

3Segment reporting

 

The Group manages its businesses by divisions, which are organized by a mixture of both brands and geography. In a manner consistent with the way in which information is reported internally to the Group’s most senior executive management for the purposes of resource allocation and performance assessment, the Group has presented two reportable segments of MINISO brand and TOP TOY brand for the six months ended June 30, 2024 and 2023.

 

33

 

 

Other operating segments have been aggregated and presented as “other segment”. Business included as other segment did not meet the quantitative thresholds for reportable segments for the six months ended June 30, 2024 and 2023. The segment information is as follows:

 

Reportable segments   Operations
MINISO brand   Design, buying and sale of lifestyle products
TOP TOY brand   Design, buying and sale of pop toys

 

(i) Segment results, assets and liabilities

 

Information related to each reportable segment is set out below. Segment profit/(loss) before taxation is used to measure performance because management believes that this information is the most relevant in evaluating the results of the respective segments.

 

   As at and for the six months ended June 30, 2023 
   Reportable segments         
   MINISO
brand
   TOP TOY
brand
   Total
reportable
segments
   Other
segment
   Total 
   RMB’000   RMB’000   RMB’000   RMB’000   RMB’000 
External revenues   5,868,136    310,867    6,179,003    27,327    6,206,330 
Inter-segment revenue       4,582    4,582    222,210    226,792 
                          
Segment revenue   5,868,136    315,449    6,183,585    249,537    6,433,122 
Segment profit before taxation   1,313,976    15,932    1,329,908    5,084    1,334,992 
Finance income   77,126    489    77,615    1,587    79,202 
Finance costs   (16,132)   (2,141)   (18,273)   (4)   (18,277)
Depreciation and amortization   (139,730)   (32,312)   (172,042)   (2,295)   (174,337)
Other material non-cash items:                         
– reversal of credit loss on trade and other receivables   3,102    295    3,397    1,391    4,788 
– impairment loss on non-current assets   (1,433)   (2,015)   (3,448)       (3,448)
Segment assets   10,573,747    361,397    10,935,144    190,366    11,125,510 
Additions to non-current assets during the period*   558,664    13,287    571,951    2,613    574,564 
Segment liabilities   3,970,288    493,044    4,463,332    43,699    4,507,031 

 

34

 

 

   As at and for the six months ended June 30, 2024 
   Reportable segments         
           Total         
   MINISO   TOP TOY   reportable   Other     
   brand   brand   segments   segment   Total 
   RMB’000   RMB’000   RMB’000   RMB’000   RMB’000 
External revenues   7,324,665    428,920    7,753,585    5,158    7,758,743 
Inter-segment revenue   6,804    5,648    12,452    278,467    290,919 
                          
Segment revenue   7,331,469    434,568    7,766,037    283,625    8,049,662 
Segment profit before taxation   1,500,294    32,569    1,532,863    1,376    1,534,239 
Finance income   71,942    702    72,644    1,515    74,159 
Finance costs   (38,343)   (2,252)   (40,595)       (40,595)
Depreciation and amortization   (292,802)   (33,053)   (325,855)   (2,598)   (328,453)
Other material non-cash items:                         
– credit loss on trade and other receivables   (3,155)   (432)   (3,587)   (19)   (3,606)
– impairment loss on non-current assets   (3,752)   (1,352)   (5,104)       (5,104)
Segment assets   12,626,302    550,286    13,176,588    177,551    13,354,139 
Additions to non-current assets during the period*   1,313,165    58,473    1,371,638    710    1,372,348 
Segment liabilities   5,478,947    366,821    5,845,768    52,986    5,898,754 

 

Note:

 

*The additions to non-current assets do not include additions to deferred tax assets, non-current trade and other receivables, non-current other investments, non-current term deposits and interests in equity-accounted investees.

 

(ii)Reconciliations of information on reportable segments to the amounts reported in the financial statements

 

   For the six months ended 
   June 30, 
   2023   2024 
   RMB’000   RMB’000 
i. Revenue          
Total revenue for reportable segments   6,183,585    7,766,037 
Revenue for other segment   249,537    283,625 
Elimination of inter-segment revenue   (226,792)   (290,919)
           
Consolidated revenue   6,206,330    7,758,743 
           
ii. Profit before taxation          
Total profit before taxation for reportable segments   1,329,908    1,532,863 
Profit before taxation for other segment   5,084    1,376 
Unallocated amounts:          
          
– Expenses relating to construction of headquarters building and depreciation expense of apartments for use as staff quarters   (6,787)   (5,118)
           
Consolidated profit before taxation   1,328,205    1,529,121 

 

35

 

 

   As at December 31,    As at June 30, 
   2023   2024 
   RMB’000   RMB’000 
iii. Assets          
Total assets for reportable segments   11,947,983    13,176,588 
Assets for other segment   191,275    177,551 
Other unallocated amounts          
– Assets relating to construction of headquarters building   2,107,557    2,124,405 
– Assets relating to operation of apartments for use as staff quarters   238,494    234,448 
           
Consolidated total assets   14,485,309    15,712,992 
iv. Liabilities          
Total liabilities for reportable segments   5,177,447    5,845,768 
Liabilities for other segment   41,403    52,986 
Other unallocated amounts          
– Liabilities relating to construction of headquarters building   75,242    89,457 
           
Consolidated total liabilities   5,294,092    5,988,211 

 

v. Other material items

 

   For the six months ended June 30, 2023 
   Reportable             
   segment   Other   Unallocated   Consolidated 
   totals   segment   amounts   totals 
    RMB’000    RMB’000    RMB’000    RMB’000 
Finance income   77,615    1,587    1,339    80,541 
Finance costs   (18,273)   (4)       (18,277)
Depreciation and amortization   (172,042)   (2,295)   (4,667)   (179,004)
Reversal of credit loss on trade and other receivables   3,397    1,391        4,788 
Impairment loss on non-current assets   (3,448)           (3,448)

 

   For the six months ended June 30, 2024 
   Reportable             
   segment   Other   Unallocated   Consolidated 
   totals   segment   amount   totals 
   RMB’000   RMB’000   RMB’000   RMB’000 
Finance income   72,644    1,515    447    74,606 
Finance costs   (40,595)           (40,595)
Depreciation and amortization   (325,855)   (2,598)   (4,678)   (333,131)
Credit loss on trade and other receivables   (3,587)   (19)       (3,606)
Impairment loss on non-current assets   (5,104)           (5,104)

 

36

 

 

(iii)Geographic information

 

The geographic information analyses the Group’s revenue and non-current assets by the Group’s country of domicile and other regions. In presenting the geographic information, segment revenue has been based on the geographic location of customers and segment assets are based on the geographic location of the assets.

 

   For the six months ended 
   June 30, 
   2023   2024 
    RMB’000    RMB’000 
i. Revenue          
Mainland China   4,290,654    5,026,729 
Asia excluding China   862,233    1,116,364 
Americas   925,984    1,363,319 
Europe   75,032    140,334 
Others   52,427    111,997 
           
    6,206,330    7,758,743 

 

   As at December 31,   As at June 30, 
   2023   2024 
    RMB’000    RMB’000 
ii. Non-current assets          
Mainland China   2,906,878    3,154,287 
Asia excluding China   166,623    281,603 
Americas   644,765    1,363,737 
Europe   83,246    62,961 
Others   45,647    76,632 
           
    3,847,159    4,939,220 

 

Non-current assets exclude deferred tax assets, non-current other investments, non-current term deposits and interests in equity-accounted investees.

 

37

 

 

4Revenue

 

The Group’s revenue is primarily derived from the sale of lifestyle and pop toy products through directly operated stores, franchised stores, offline distributors and online sales conducted through the Group’s self-operated online stores on WeChat Mini Program, third-party e-commerce platforms and through online distributors. Other sources of revenue mainly include license fees, sales-based royalties and sales-based management and consultation service fees from franchisees and distributors.

 

(i)Disaggregation of revenue

 

In the following table, revenue from contracts with customers is disaggregated by major products and service lines and timing of revenue recognition.

 

   For the six months ended 
   June 30, 
   2023   2024 
    RMB’000    RMB’000 
Major products/service lines          
– Sales of lifestyle and pop toy products          
– Retail sales in directly operated stores   570,420    1,205,709 
– Product sales to franchisees   3,422,780    3,995,768 
– Sales to offline distributors   1,231,602    1,395,170 
– Online sales   331,895    402,688 
– Other sales channels   45,827    29,745 
           
Sub-total   5,602,524    7,029,080 
           
– License fees, sales-based royalties, and sales-based management and consultation service fees          
– License fees   36,423    34,215 
– Sales-based royalties   58,844    75,098 
– Sales-based management and consultation service fees   288,473    328,704 
           
Sub-total   383,740    438,017 
           
– Others*   220,066    291,646 
           
    6,206,330    7,758,743 
Timing of revenue recognition         
– Point in time   5,758,203    7,314,994 
– Over time   448,127    443,749 
           
Revenue from contracts with customers   6,206,330    7,758,743 

 

Note:

 

*Others mainly represented sales of fixtures to franchisees and distributors and membership fee income.

 

For the six months ended June 30, 2024, the Group did not have any customer with revenue exceeding 10% of the Group’s total revenue (six months ended June 30, 2023: none).

 

38

 

 

(ii)Seasonality of operations

 

The Group’s business is subject to seasonal fluctuation, typically with relatively stronger performance in the quarters ended September 30 and December 31, which is mainly due to the higher retail demand in holiday seasons in certain regions. As a result, the Group typically reports lower revenues for the six months ended June 30 than the six months ended December 31.

 

5Expenses by nature

 

   For the six months ended 
   June 30, 
   2023   2024 
    RMB’000    RMB’000 
Cost of inventories (Note 11(a))   3,663,250    4,256,426 
Payroll and employee benefits   441,618    685,492 
Rental and related expenses   48,688    113,395 
Depreciation and amortization   179,004    333,131 
Licensing expenses   147,461    183,158 
Promotion and advertising expenses   168,732    247,158 
Logistics expenses   149,061    225,974 
Travelling expenses   34,686    55,950 
Other expenses   154,109    208,934 
          
Total cost of sales, selling and distribution expenses and general and administrative expenses   4,986,609    6,309,618 

 

6Other net income

 

   For the six months ended 
   June 30, 
   2023   2024 
    RMB’000    RMB’000 
Net foreign exchange gain/(loss)   54,906    (12,392)
Losses on disposal of property, plants and equipment and intangible assets   (2,554)   (892)
Investment income from other investments   27,521    18,360 
Scrap income   5,554    5,352 
Net change in fair value of other investments   (7,532)   14,154 
(Provision)/reversal of litigation compensation   (35,847)   300 
(Losses)/gains relating to cancellation and modification of lease contracts   (1,367)   9,578 
Gain on disposal of a subsidiary       8,759 
Others   575    (1,523)
           
    41,256    41,696 

 

39

 

 

7Net finance income

 

   For the six months ended 
   June 30, 
   2023   2024 
    RMB’000    RMB’000 
Finance income          
– Interest income   80,541    74,606 
Finance costs          
– Interest on loans and borrowings   (110)   (120)
– Interest on lease liabilities   (18,167)   (40,475)
           
    (18,277)   (40,595)
           
Net finance income   62,264    34,011 

 

8Income taxes

 

(a)Taxation recognized in consolidated profit or loss:

 

   For the six months ended 
   June 30, 
   2023   2024 
    RMB’000    RMB’000 
Amounts recognized in consolidated profit or loss          
Current tax          
Provision for the period   304,282    364,138 
Deferred tax          
Origination and reversal of temporary differences   6,005    (12,396)
           
Tax expense   310,287    351,742 

 

(b)Reconciliation between actual tax expense and accounting profit at applicable tax rates:

 

   For the six months ended 
   June 30, 
   2023   2024 
    RMB’000    RMB’000 
Profit before taxation   1,328,205    1,529,121 
Notional tax on profit before taxation, calculated at the rates applicable to profits in the jurisdictions concerned   335,282    390,545 
Tax effect of share-based payment expenses   9,009    15,126 
Tax effect of other non-deductible expenses   4,855    9,677 
Effect of preferential tax treatments on assessable profits of certain subsidiaries   (33,696)   (50,670)
Tax effect of exempted and non-taxable income   (3,069)   (5,957)
Effect of deductible temporary differences and unused tax losses not recognized/(utilized)   2,123    (1,171)
Others   (4,217)   (5,808)
           
Actual tax expenses   310,287    351,742 

 

40

 

 

 

9Earnings per share

 

(a)Basic earnings per share

 

For the six months ended June 30, 2024, the calculation of basic earnings per share was based on the profit attributable to ordinary equity shareholders of the Company of RMB1,170,102,000 (six months ended June 30, 2023: RMB1,004,836,000) and the weighted average number of ordinary shares outstanding of 1,242,154,721 shares (six months ended June 30, 2023: 1,244,510,782 shares), which were calculated as follows:

 

   For the six months ended 
   June 30, 
   2023   2024 
   Number   Number 
   of shares   of shares 
Issued ordinary shares at January 1, 2023 and 2024   1,244,176,451    1,243,332,789 
Effect of shares released from the exercise of share options and subscription of restricted share units   334,331    769,834 
Effect of repurchase of shares (Note 15(b))       (1,947,902)
Weighted average number of ordinary shares outstanding   1,244,510,782    1,242,154,721 

 

(b)Diluted earnings per share

 

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all potential dilutive ordinary shares.

 

For the six months ended June 30, 2024, the calculation of diluted earnings per share were based on the profit attributable to ordinary equity shareholders of the Company of RMB1,170,102,000 (six months ended June 30, 2023: RMB1,004,836,000) and the weighted average number of ordinary shares of 1,247,504,123 shares (six months ended June 30, 2023: 1,250,102,079 shares), after adjusting by the dilutive effect of share incentive plan, calculated as follows:

 

   For the six months ended 
   June 30, 
   2023   2024 
   Number   Number 
   of shares   of shares 
Weighted average number of ordinary shares, basic   1,244,510,782    1,242,154,721 
Dilutive effect of share incentive plan   5,591,297    5,349,402 
Weighted average number of ordinary shares, diluted   1,250,102,079    1,247,504,123 

 

41

 

 

10Other investments

 

   As at December 31,   As at June 30, 
   2023   2024 
   RMB’000   RMB’000 
Financial assets measured at FVTPL:          
Non-current          
– Investment in an unlisted limited partnership enterprise   90,603    106,102 
           
Current          
– Investments in trust investment schemes   202,866    200,913 
– Investments in wealth management products   50,000    50,000 
– Investment in structured deposit       100,000 
    252,866    350,913 

 

11Inventories

 

   As at December 31,   As at June 30, 
   2023   2024 
   RMB’000   RMB’000 
Finished goods   1,917,133    1,939,192 
Low-value consumables   5,108    10,657 
    1,922,241    1,949,849 

 

(a)The analysis of the amount of inventories recognized as an expense and included in profit or loss is as follows:

 

   For the six months ended 
   June 30, 
   2023   2024 
   RMB’000   RMB’000 
Carrying amount of inventories sold   3,679,130    4,226,389 
(Reversal of write-down)/write down of inventories   (15,880)   30,037 
Cost of inventories recognized in consolidated statements of profit or loss   3,663,250    4,256,426 

 

42

 

 

12Trade and other receivables

 

   As at December 31,    As at June 30, 
   2023   2024 
   RMB’000   RMB’000 
Non-current          
Trade receivables   18,045    18,470 
Less: loss allowance   (433)   (393)
Trade receivables, net of loss allowance (ii)   17,612    18,077 
Amounts due from related parties   10,760    12,637 
Deposits   81,153    109,742 
Value-added tax (“VAT”) recoverable   26,271    32,680 
    135,796    173,136 
Current          
Trade receivables   504,938    559,826 
Less: loss allowance   (78,001)   (70,846)
Trade receivables, net of loss allowance   426,937    488,980 
Amounts due from related parties   27,836    33,265 
Miscellaneous expenses paid on behalf of franchisees   336,497    388,180 
VAT recoverable   251,162    187,785 
Rental deposits   98,141    97,948 
Other deposits   6,453    20,270 
Receivables due from banks and on-line payment platforms (iii)   103,406    97,353 
Prepayments for inventories   51,084    41,442 
Prepayments for licensing expenses   43,996    92,475 
Prepayments for promotion and advertising expenses   11,577    22,238 
Prepayments for repurchase of shares   87,324    53,391 
Prepaid income tax   31,131    37,039 
Others   42,813    53,782 
    1,518,357    1,614,148 

 

  Notes:

 

  (i)All of trade and other receivables classified as current portion are expected to be recovered or recognized as expense within one year.

 

  (ii)Trade receivables relating to certain sales of fixtures to franchisees are collected by installments within the periods ranging from 29 to 34 months and the portion which is expected to be recovered after one year are classified as non-current. All other trade debtors are due within 30 to 180 days from the date of revenue recognition for domestic and overseas customers respectively.

 

43

 

 

As of the end of each reporting period, the aging analysis of trade receivables, based on the invoice date and net of loss allowance, is as follows:

 

   As at December 31,    As at June 30, 
   2023   2024 
   RMB’000   RMB’000 
Non-current portion          
Within 90 days   11,187    2,171 
91 to 180 days   6,425    4,613 
181 to 360 days       11,293 
    17,612    18,077 
Current portion          
Within 90 days   367,560    426,881 
91 to 180 days   51,516    40,891 
181 to 360 days   7,327    19,348 
361 to 540 days   229    1,752 
Over 540 days   305    108 
    426,937    488,980 

 

(iii)Receivables due from banks and on-line payment platforms mainly represented the amounts due from banks for offline sales made through customer credit/debit cards and other online payment platforms that require overnight processing by the collection banks. The amounts also included the proceeds of online sales through e-commerce platforms collected by and retained in third-party online payment platforms. Withdrawal of the balances retained in online payment platforms could be made anytime upon the Group’s instructions.

 

13Cash and cash equivalents

 

  Cash and cash equivalents comprise:

 

   As at December 31,   As at June 30, 
   2023   2024 
   RMB’000   RMB’000 
Cash on hand   783    1,675 
Cash at bank   6,414,658    6,231,414 
Cash and cash equivalents as presented in the consolidated statements of financial position   6,415,441    6,233,089 
Accrued interest on fixed deposits with banks with original maturity within three months       (6,357)
Cash and cash equivalents as presented in the consolidated statements of cash flows   6,415,441    6,226,732 

 

44

 

 

14Trade and other payables

 

   As at December 31,   As at June 30, 
   2023   2024 
   RMB’000   RMB’000 
Non-current          
Payable relating to construction projects   12,411    32,786 
           
Current          
Trade payables (i)   855,914    754,472 
Payroll payable   166,079    109,162 
Accrued expenses   309,951    318,173 
Other taxes payable   43,850    55,038 
Deposits   1,782,181    1,834,471 
Payable relating to leasehold improvements   59,653    67,759 
Payable relating to construction projects   33,051    26,918 
Amounts due to related parties   7,334    8,170 
Others   131,813    154,725 
    3,389,826    3,328,888 

 

Note:

 

(i)Aging analysis of trade payables
   
  As of the end of reporting period, the aging analysis of trade payables, based on the invoice date, is as follows:

 

   As at December 31,   As at June 30, 
   2023   2024 
   RMB’000   RMB’000 
Within 1 month   795,416    665,185 
1 to 3 months   42,183    67,790 
3 months to 1 year   8,296    14,498 
Over 1 year   10,019    6,999 
    855,914    754,472 

 

45

 

 

15Capital and reserves

 

(a)Share capital and additional paid-in capital

 

Analysis of the Company’s issued shares including treasury shares reserved for the share incentive plan, is as follows:

 

   Number of ordinary shares     
   Outstanding   Treasury   Total     
   shares   shares   issued shares   Share capital 
               RMB’000 
As at January 1, 2024   1,243,332,789    20,356,896    1,263,689,685    95 
Exercise of share options and subscription of restricted share units (i)   1,685,652    (1,685,652)       *
Repurchase of shares (Note 15(b))   (2,248,600)   2,248,600         
Cancellation of shares (Note 15(b))       (4,407,108)   (4,407,108)   *
As at June 30, 2024   1,242,769,841    16,512,736    1,259,282,577    95 

 

*The amount was less than RMB1,000.

 

Note:

 

(i)During the six months ended June 30, 2024, 1,685,652 of restricted share units and share options were vested and exercised, and were thus released from treasury shares into outstanding shares.

 

46

 

 

(b)Repurchase and cancellation of shares

 

On September 15, 2023, the board of directors authorized a share repurchase program under which the Company may repurchase up to USD200 million of its shares within a period of 12 months starting from September 15, 2023 (the “2023 Share Repurchase Program”).

 

During the six months ended June 30, 2024, the Company repurchased ordinary shares under the 2023 Share Repurchase Program as follows, and the cost of these shares held by the Group was recorded in treasury shares:

 

   Shares repurchased on the New York Stock Exchange   Shares repurchased on the Hong Kong Stock Exchange 
   Number of   Highest   Lowest   Aggregate   Number of   Highest   Lowest   Aggregate 
   shares   price paid   price paid   purchase   shares   price paid   price paid   purchase 
Month  repurchased   per share   per share   price paid   repurchased   per share   per share   price paid 
         USD    USD    USD’000         HKD    HKD    HKD’000 
January 2024   1,018,400    5.00    4.28    4,845    1,055,200    33.45    31.00    34,357 
February 2024                   175,000    34.00    33.70    5,939 
Total   1,018,400              4,845    1,230,200              40,296 
Equivalent to RMB’000                  34,286                   36,561 

 

 

Under the 2023 Share Repurchase Program, 1,938,600 shares repurchased on the Hong Kong Stock Exchange and 2,468,508 shares repurchased on the New York Stock Exchange were cancelled as at June 30, 2024.

 

(c)Dividends

 

During the six months ended June 30, 2024, special cash dividends of USD0.0725 per ordinary share, amounting to USD90,635,000 (equivalent to RMB643,176,000), were declared and paid by the Company. The dividends were distributed from additional paid-in capital.

 

Interim cash dividends of USD0.0686 per ordinary share, amounting to approximately USD85.5 million, were proposed and approved by the board of directors of the Company on August 30, 2024. The dividends will be distributed from additional paid-in capital and have not been recognized as liabilities as of June 30, 2024.

 

PUBLICATION OF THE INTERIM RESULTS ANNOUNCEMENT AND INTERIM REPORT

 

This interim results announcement is published on the websites of the HKEx at http://www.hkexnews.hk and the Company at ir.miniso.com. The interim report of the Company for the six months ended June 30, 2024 will be made available for review on the above websites in due course.

 

By order of the Board
 MINISO Group Holding Limited
 Mr. YE Guofu
 Executive Director and Chairman

 

Hong Kong, August 30, 2024

 

As of the date of this announcement, the Board comprises Mr. YE Guofu as executive Director, Ms. XU Lili, Mr. ZHU Yonghua and Mr. WANG Yongping as independent non-executive Directors.

 

47

 

 

Exhibit 99.4

 

MINISO Announces HKD2 Billion Share Repurchase Program

 

GUANGZHOU, China, Aug 30, 2024 /PRNewswire/ -- MINISO Group Holding Limited (NYSE: MNSO; HKEX: 9896) ("MINISO", "MINISO Group" or the "Company", together with its subsidiaries, the “Group”), a global value retailer offering a variety of trendy lifestyle products featuring IP design, today announced that, the board of directors of the Company (the "Board") authorized and approved a new share repurchase program on August 30, 2024 (the "2024 Share Repurchase Program"), under which the Company may repurchase up to HKD2 billion in value of its outstanding ordinary shares and/or American depositary shares representing its ordinary shares (collectively, the "Shares") over a period of 12 months starting from the approval date. The Company expects to fund the repurchases under the 2024 Share Repurchase Program from surplus cash on its balance sheet.

 

The Board has full confidence in the Company’s business outlook and prospects, and believes that the current share price of the Company has been below its intrinsic value. By implementing the 2024 Share Repurchase Program, the Company aims to promote the interests of its shareholders (“Shareholders”), balance the Group’s fast growth and its commitment to bringing stable and foreseeable return to Shareholders.

 

The Company's proposed repurchases under the 2024 Share Repurchase Program may be made from time to time on the open market at prevailing market prices, in privately negotiated transactions, in block trades, and/or through other legally permissible means, depending on market conditions and in accordance with applicable rules and regulations.

 

The Company shall conduct the repurchases by exercising its powers under the repurchase mandate granted or to be granted to the Board pursuant to the resolutions of the Shareholders passed at the annual general meeting of the Company each year to repurchase the Shares not exceeding 10% of the total number of the issued Shares (excluding any treasury Shares) as at the date of such annual general meeting (the "Share Repurchase Mandate"), with each mandate to expire upon whichever is the earliest of: (a) the conclusion of the next annual general meeting of the Company; (b) the expiration of the period within which the next annual general meeting of the Company is required by the memorandum and articles of the association of the Company or by any applicable laws to be held; and (c) the date on which the authority given under the ordinary resolution approving the Share Repurchase Mandate is revoked or varied by an ordinary resolution of the Shareholders.

 

During the period from August 30, 2024 to the date of holding the upcoming annual general meeting of the Company in 2025, the Company will conduct the repurchases under the Share Repurchase Mandate granted by the Shareholders on June 20, 2024, and for the remaining period under the 2024 Share Repurchase Program, the Company will conduct the repurchases under the Share Repurchase Mandate to be granted by the Shareholders at the upcoming annual general meeting of the Company, subject to the approval of the Shareholders and the general mandate conditions as specified above. It is the intention of the Board to implement the 2024 Share Repurchase Program during the 12-month period only in such a way and only to such an extent that would not cause a mandatory general offer obligation to arise under Rule 26 of the Codes on Takeovers and Mergers and Share Buy-backs.

 

 

 

 

The Company will conduct the share repurchase in compliance with the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules"). Pursuant to Rule 10.06(2)(e) of the Listing Rules, an issuer shall not purchase its shares on The Stock Exchange of Hong Kong Limited (the "Stock Exchange") at any time after inside information has come to its knowledge until the information is made publicly available. In particular, during the period of one month immediately preceding the earlier of (i) the date of the board meeting for the approval of the issuer's results for any year, half-year, quarterly or any other interim period; and (ii) the deadline for the issuer to announce its results for any year or half-year under the Listing Rules, or quarterly or any other interim period, and ending on the date of the results announcement, the issuer shall not purchase its shares on the Stock Exchange, unless the circumstances are exceptional.

 

The Company will conduct the proposed share repurchases in compliance with the memorandum and articles of association of the Company, the Listing Rules, the Codes on Takeovers and Mergers and Share Buy-backs, the Companies Law of the Cayman Islands and all applicable laws and regulations to which the Company is subject to.

 

The Company may cancel such repurchased Shares or hold them as treasury Shares, subject to market conditions and the Group’s capital management needs at the relevant time of the repurchases.

 

The Board believes that the current financial resources of the Company would enable it to implement the share repurchases without causing any material impact on its working capital.

 

The Board will review the 2024 Share Repurchase Program periodically, and may authorize adjustment of its terms and size.

 

Shareholders and potential investors should note that any repurchase may be done subject to market conditions and at the Board's absolute discretion. There is no assurance of the timing, quantity or price of any repurchase. Shareholders and potential investors should therefore exercise caution when dealing in the Shares.

 

About MINISO Group

 

MINISO Group is a global value retailer offering a variety of trendy lifestyle products featuring IP design. The Company serves consumers primarily through its large network of MINISO stores, and promotes a relaxing, treasure-hunting and engaging shopping experience full of delightful surprises that appeals to all demographics. Aesthetically pleasing design, quality and affordability are at the core of every product in MINISO’s wide product portfolio, and the Company continually and frequently rolls out products with these qualities. Since the opening of its first store in China in 2013, the Company has built its flagship brand “MINISO” as a globally recognized retail brand and established a massive store network worldwide. For more information, please visit https://ir.miniso.com/.

 

 

 

 

Safe Harbor Statement

 

This announcement contains forward-looking statements. These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by words or phrases such as "may", "will", "expect", "anticipate", "aim", "estimate", "intend", "plan", "believe", "is/are likely to", "potential", "continue" or other similar expressions. MINISO may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the "SEC") and The Stock Exchange of Hong Kong Limited (the "HKEX"), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about MINISO's beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: MINISO's mission, goals and strategies; future business development, financial conditions and results of operations; the expected growth of the retail market and the market of branded variety retail of lifestyle products in China and globally; expectations regarding demand for and market acceptance of MINISO's products; expectations regarding MINISO's relationships with consumers, suppliers, MINISO Retail Partners, local distributors, and other business partners; competition in the industry; proposed use of proceeds; and relevant government policies and regulations relating to MINISO's business and the industry. Further information regarding these and other risks is included in MINISO's filings with the SEC and the HKEX. All information provided in this press release and in the attachments is as of the date of this press release, and MINISO undertakes no obligation to update any forward-looking statement, except as required under applicable law.

 

Investor Relations Contact:

 

Raine Hu 

MINISO Group Holding Limited 

Email: ir@miniso.com 

Phone: +86 (20) 36228788 Ext.8039

 

 

 

 

Exhibit 99.5

 

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

 

 

MINISO Group Holding Limited

名 創 優 品 集 團 控 股 有 限 公 司

(A company incorporated in the Cayman Islands with limited liability)

(Stock Code: 9896)

 

VOLUNTARY ANNOUNCEMENT

INTENTION TO CONDUCT ON-MARKET SHARE REPURCHASE

 

This is a voluntary announcement made by MINISO Group Holding Limited (the “Company”, together with its subsidiaries, the “Group”) to provide its shareholders (the “Shareholders”) and potential investors with information in relation to the latest developments regarding the Company.

 

Reference is made to the announcement of the Company dated September 15, 2023 in relation to the share purchase program (the “2023 Share Repurchase Program”) adopted by the Company to conduct share repurchase from the open market over a 12-month period.

 

The board (the “Board”) of directors (the “Directors”) of the Company wishes to announce that on August 30, 2024, the Board has authorised and approved a new share repurchase program (the “2024 Share Repurchase Program”), under which the Company may repurchase up to HKD2 billion in value of its outstanding ordinary shares and/or American depositary shares representing its ordinary shares (the “Shares”) from the open market over a 12-month period starting from the approval date. The Company expects to fund the repurchases under the 2024 Share Repurchase Program from surplus cash on its balance sheet.

 

The Board has full confidence in the Company’s business outlook and prospects, and believes that the current share price of the Company has been below its intrinsic value. By implementing the 2024 Share Repurchase Program, the Company aims to promote the interests of its Shareholders, balance the Group’s fast growth and its commitment to bringing stable and foreseeable returns to Shareholders.

 

The Company’s proposed repurchases under the 2024 Share Repurchase Program may be made from time to time on the open market at prevailing market prices, in privately negotiated transactions, in block trades, and/or through other legally permissible means, depending on market conditions and in accordance with applicable rules and regulations.

 

1 

 

 

The Company shall conduct the repurchases by exercising its powers under the repurchase mandate granted or to be granted to the Board pursuant to the resolutions of the Shareholders passed at the annual general meeting of the Company each year to repurchase the Shares not exceeding 10% of the total number of the issued Shares (excluding any treasury Shares) as at the date of such annual general meeting (the “Share Repurchase Mandate”), with each mandate to expire upon whichever is the earliest of: (a) the conclusion of the next annual general meeting of the Company; (b) the expiration of the period within which the next annual general meeting of the Company is required by the memorandum and articles of the association of the Company or by any applicable laws to be held; and (c) the date on which the authority given under the ordinary resolution approving the Share Repurchase Mandate is revoked or varied by an ordinary resolution of the Shareholders.

 

During the period from August 30, 2024 to the date of holding the upcoming annual general meeting of the Company in 2025, the Company will conduct the repurchases under the Share Repurchase Mandate granted by the Shareholders on June 20, 2024, and for the remaining period under the 2024 Share Repurchase Program, the Company will conduct the repurchases under the Share Repurchase Mandate to be granted by the Shareholders at the upcoming annual general meeting of the Company, subject to the approval of the Shareholders and the general mandate conditions as specified above. It is the intention of the Board to implement the 2024 Share Repurchase Program during the 12- month period only in such a way and only to such an extent that would not cause a mandatory general offer obligation to arise under Rule 26 of the Codes on Takeovers and Mergers and Share Buy-backs.

  

The Company will conduct the share repurchase in compliance with the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”). Pursuant to Rule 10.06(2)(e) of the Listing Rules, an issuer shall not purchase its shares on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) at any time after inside information has come to its knowledge until the information is made publicly available. In particular, during the period of one month immediately preceding the earlier of (i) the date of the board meeting for the approval of the issuer’s results for any year, half-year, quarterly or any other interim period; and (ii) the deadline for the issuer to announce its results for any year or half-year under the Listing Rules, or quarterly or any other interim period, and ending on the date of the results announcement, the issuer shall not purchase its shares on the Stock Exchange, unless the circumstances are exceptional.

  

The Company will conduct the proposed share repurchases in compliance with the memorandum and articles of association of the Company, the Listing Rules, the Codes on Takeovers and Mergers and Share Buy-backs, the Companies Law of the Cayman Islands and all applicable laws and regulations to which the Company is subject to.

 

The Company may cancel such repurchased Shares or hold them as treasury Shares, subject to market conditions and the Group’s capital management needs at the relevant time of the repurchases.

  

The Board believes that the current financial resources of the Company would enable it to implement the share repurchases without causing any material impact on its working capital.

 

The Board will review the 2024 Share Repurchase Program periodically, and may authorize adjustment of its terms and size.

 

2 

 

 

Shareholders and potential investors should note that any repurchase may be done subject to market conditions and at the Board’s absolute discretion. There is no assurance of the timing, quantity or price of any repurchase. Shareholders and potential investors should therefore exercise caution when dealing in the Shares.

 

  By Order of the Board 
  MINISO Group Holding Limited 
  Mr. YE Guofu 
  Executive Director and Chairman

 

Hong Kong, August 30, 2024

 

As of the date of this announcement, the board of directors of the Company comprises Mr. YE Guofu as executive Director, Ms. XU Lili, Mr. ZHU Yonghua and Mr. WANG Yongping as independent non-executive Directors.

 

3 

 


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