Document And Entity Information
Document And Entity Information | 12 Months Ended |
Dec. 31, 2016shares | |
Document Information [Line Items] | |
Entity Registrant Name | Tuniu Corp |
Entity Central Index Key | 1,597,095 |
Document Type | 20-F |
Document Period End Date | Dec. 31, 2016 |
Amendment Flag | false |
Current Fiscal Year End Date | --12-31 |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Entity Filer Category | Accelerated Filer |
Trading Symbol | TOUR |
Document Fiscal Year Focus | 2,016 |
Document Fiscal Period Focus | FY |
Class A ordinary shares [Member] | |
Document Information [Line Items] | |
Entity Common Stock, Shares Outstanding | 362,097,257 |
Class B ordinary shares [Member] | |
Document Information [Line Items] | |
Entity Common Stock, Shares Outstanding | 17,373,500 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS ¥ in Thousands, $ in Thousands | Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) |
Current assets | |||
Cash and cash equivalents | ¥ 1,085,236 | $ 156,306 | ¥ 2,101,217 |
Restricted cash | 124,561 | 17,941 | 338,997 |
Short-term investments | 3,603,497 | 519,012 | 1,226,415 |
Accounts receivable, net | 220,336 | 31,735 | 113,252 |
Amounts due from related parties | 390,330 | 56,219 | 60,004 |
Prepayments and other current assets | 1,632,329 | 235,104 | 1,285,607 |
Yield enhancement products and accrued interest | 449,528 | 64,745 | 413,861 |
Total current assets | 7,505,817 | 1,081,062 | 5,539,353 |
Non-current assets | |||
Long term investments | 58,764 | 8,464 | 0 |
Property and equipment, net | 177,817 | 25,611 | 145,190 |
Intangible assets, net | 592,267 | 85,304 | 715,548 |
Goodwill | 147,639 | 21,264 | 136,569 |
Yield enhancement products over one year and accrued interest | 562,643 | 81,037 | 300,267 |
Other non-current assets | 46,468 | 6,693 | 349,214 |
Long-term amounts due from related parties | 64,902 | 9,348 | 0 |
Total non-current assets | 1,650,500 | 237,721 | 1,646,788 |
Total assets | 9,156,317 | 1,318,783 | 7,186,141 |
Current liabilities (including current liabilities of the Affiliated Entities without recourse to the Company amounting to RMB3,325,804 and RMB4,342,344, as of December 31, 2015 and December 31, 2016, respectively): | |||
Accounts payable | 879,383 | 126,657 | 767,307 |
Amounts due to related parties | 32,526 | 4,685 | 28,762 |
Salary and welfare payable | 192,455 | 27,719 | 147,389 |
Taxes payable | 11,619 | 1,673 | 8,429 |
Advances from customers | 1,951,764 | 281,112 | 1,223,313 |
Accrued expenses and other current liabilities | 589,288 | 84,876 | 1,026,282 |
Amounts due to the individual investors of yield enhancement products and accrued interests | 871,914 | 125,582 | 589,151 |
Total current liabilities | 4,528,949 | 652,304 | 3,790,633 |
Non-current liabilities | |||
Deferred tax liabilities | 23,456 | 3,378 | 24,415 |
Other non-current liabilities | 31,472 | 4,533 | 33,370 |
Total non-current liabilities | 54,928 | 7,911 | 57,785 |
Total liabilities | 4,583,877 | 660,215 | 3,848,418 |
Commitments and contingencies (Note 19) | |||
Redeemable noncontrolling interests | 90,072 | 12,973 | 0 |
Equity | |||
Ordinary shares (US$0.0001 par value; 1,000,000,000 shares (including 780,000,000 Class A shares, 120,000,000 Class B shares and 100,000,000 shares to be designated by the Board of Directors) authorized as of December 31, 2015 and 2016; 286,970,892 shares (including 269,597,392 Class A shares and 17,373,500 Class B shares) and 379,470,757 shares (including 362,097,257 Class A shares and 17,373,500 Class B shares) issued and outstanding as of December 31, 2015 and 2016, respectively) | 242 | 35 | 181 |
Less: Treasury stock | (19,708) | (2,839) | 0 |
Additional paid-in capital | 8,855,991 | 1,275,528 | 5,482,637 |
Accumulated other comprehensive income | 400,925 | 57,745 | 167,025 |
Accumulated deficit | (4,755,514) | (684,936) | (2,328,423) |
Total Tuniu Corporation shareholders' equity | 4,481,936 | 645,533 | 3,321,420 |
Noncontrolling interests | 432 | 62 | 16,303 |
Total equity | 4,482,368 | 645,595 | 3,337,723 |
Total liabilities, redeemable noncontrolling interests and equity | ¥ 9,156,317 | $ 1,318,783 | ¥ 7,186,141 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) ¥ in Thousands, $ in Thousands | Dec. 31, 2016CNY (¥)shares | Dec. 31, 2015CNY (¥)shares |
Current liabilities (including current liabilities of the Affiliated Entities without recourse to the Company) | ¥ 4,528,949 | ¥ 3,790,633 |
Ordinary shares, shares authorized | 1,000,000,000 | 1,000,000,000 |
Ordinary shares, shares issued | 379,470,757 | 286,970,892 |
Ordinary shares, shares outstanding | 379,470,757 | 286,970,892 |
Board of Directors Chairman [Member] | ||
Ordinary shares, shares authorized | 100,000,000 | 100,000,000 |
Class A ordinary shares [Member] | ||
Ordinary shares, shares authorized | 780,000,000 | 780,000,000 |
Ordinary shares, shares issued | 362,097,257 | 269,597,392 |
Ordinary shares, shares outstanding | 362,097,257 | 269,597,392 |
Class B ordinary shares [Member] | ||
Ordinary shares, shares authorized | 120,000,000 | 120,000,000 |
Ordinary shares, shares issued | 17,373,500 | 17,373,500 |
Ordinary shares, shares outstanding | 17,373,500 | 17,373,500 |
VIE [Member] | ||
Current liabilities (including current liabilities of the Affiliated Entities without recourse to the Company) | ¥ | ¥ 4,342,344 | ¥ 3,325,804 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016CNY (¥)¥ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015CNY (¥)¥ / sharesshares | Dec. 31, 2014CNY (¥)¥ / sharesshares | |
Revenues | ||||
Organized tours | ¥ 9,926,628 | $ 1,429,732 | ¥ 7,358,879 | ¥ 3,432,825 |
Self-guided tours | 253,349 | 36,490 | 194,162 | 93,126 |
Others | 385,603 | 55,538 | 127,745 | 28,756 |
Total revenues | 10,565,580 | 1,521,760 | 7,680,786 | 3,554,707 |
Less: Business and related taxes | (17,307) | (2,493) | (35,526) | (19,768) |
Net revenues | 10,548,273 | 1,519,267 | 7,645,260 | 3,534,939 |
Cost of revenues | (9,921,304) | (1,428,965) | (7,274,675) | (3,308,801) |
Gross profit | 626,969 | 90,302 | 370,585 | 226,138 |
Operating expenses | ||||
Research and product development | (601,402) | (86,620) | (298,199) | (104,881) |
Sales and marketing | (1,908,424) | (274,870) | (1,154,155) | (434,191) |
General and administrative | (658,790) | (94,885) | (385,442) | (166,988) |
Other operating income | 22,323 | 3,215 | 12,175 | 6,902 |
Total operating expenses | (3,146,293) | (453,160) | (1,825,621) | (699,158) |
Loss from operations | (2,519,324) | (362,858) | (1,455,036) | (473,020) |
Other income/(expenses) | ||||
Interest income | 87,305 | 12,575 | 76,516 | 31,284 |
Foreign exchange losses, net | (9,734) | (1,402) | (83,118) | (5,334) |
Other loss, net | (2,553) | (368) | (1,336) | (788) |
Loss before income tax expense | (2,444,306) | (352,053) | (1,462,974) | (447,858) |
Income tax benefit | 1,711 | 246 | 589 | |
Net loss | (2,442,595) | (351,807) | (1,462,385) | (447,858) |
Net loss attributable to noncontrolling interests | (15,470) | (2,228) | (3,006) | |
Net loss attributable to redeemable noncontrolling interests | (34) | (5) | ||
Net loss attributable to Tuniu Corporation | (2,427,091) | (349,574) | (1,459,379) | (447,858) |
Accretion on redeemable noncontrolling interests | (106) | (15) | ||
Deemed dividends to preferred shareholders | (15,606) | |||
Net loss attributable to ordinary shareholders | (2,427,197) | (349,589) | (1,459,379) | (463,464) |
Net loss | (2,442,595) | (351,807) | (1,462,385) | (447,858) |
Other comprehensive income/(loss) | ||||
Foreign currency translation adjustment, net of nil tax | 233,900 | 33,689 | 188,106 | (1,358) |
Comprehensive loss | (2,208,695) | (318,118) | (1,274,279) | (449,216) |
Comprehensive loss attributable to noncontrolling interests | (15,470) | (2,228) | (3,006) | |
Comprehensive loss attributable to redeemable noncontrolling interests | (34) | (5) | ||
Comprehensive loss attributable to Tuniu Corporation | ¥ (2,193,191) | $ (315,885) | ¥ (1,271,273) | ¥ (449,216) |
Loss per share | ||||
Basic and diluted (in dollars per share) | (per share) | ¥ (6.50) | $ (0.94) | ¥ (5.88) | ¥ (4.38) |
Weighted average number of ordinary shares used in computing basic and diluted loss per share (in shares) | 373,347,855 | 373,347,855 | 248,362,837 | 105,746,313 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY/(DEFICIT) ¥ in Thousands, $ in Thousands | CNY (¥) | USD ($) | Initial public offering [Member]CNY (¥) | Private Placement [Member]CNY (¥) | Ordinary shares [Member]CNY (¥)shares | Ordinary shares [Member]USD ($)shares | Ordinary shares [Member]Initial public offering [Member]CNY (¥)shares | Ordinary shares [Member]Private Placement [Member]CNY (¥)shares | Treasury Stock [Member]CNY (¥)shares | Treasury Stock [Member]USD ($)shares | Treasury Stock [Member]Initial public offering [Member]CNY (¥)shares | Treasury Stock [Member]Private Placement [Member]CNY (¥)shares | Additional paid-in capital [Member]CNY (¥) | Additional paid-in capital [Member]USD ($) | Additional paid-in capital [Member]Initial public offering [Member]CNY (¥) | Additional paid-in capital [Member]Private Placement [Member]CNY (¥) | Accumulated other comprehensive income/(loss) [Member]CNY (¥) | Accumulated other comprehensive income/(loss) [Member]USD ($) | Accumulated other comprehensive income/(loss) [Member]Initial public offering [Member]CNY (¥) | Accumulated other comprehensive income/(loss) [Member]Private Placement [Member]CNY (¥) | Accumulated deficit [Member]CNY (¥) | Accumulated deficit [Member]USD ($) | Accumulated deficit [Member]Initial public offering [Member]CNY (¥) | Accumulated deficit [Member]Private Placement [Member]CNY (¥) | Total Tuniu Corporation Shareholders' equity (deficit) [Member]CNY (¥) | Total Tuniu Corporation Shareholders' equity (deficit) [Member]USD ($) | Total Tuniu Corporation Shareholders' equity (deficit) [Member]Initial public offering [Member]CNY (¥) | Total Tuniu Corporation Shareholders' equity (deficit) [Member]Private Placement [Member]CNY (¥) | Noncontrolling interests [Member]CNY (¥) | Noncontrolling interests [Member]USD ($) | Noncontrolling interests [Member]Initial public offering [Member]CNY (¥) | Noncontrolling interests [Member]Private Placement [Member]CNY (¥) |
Balance at Dec. 31, 2013 | ¥ (425,085) | ¥ 18 | ¥ 200 | ¥ (19,723) | ¥ (405,580) | ¥ (425,085) | ||||||||||||||||||||||||||
Balance (in shares) at Dec. 31, 2013 | shares | 26,000,000 | 26,000,000 | ||||||||||||||||||||||||||||||
Capital contribution from shareholders of VIE | 70 | 70 | 70 | |||||||||||||||||||||||||||||
Conversion of Series A,B,C and D Convertible Preferred Shares into ordinary shares upon the completion of initial public offering | 732,047 | ¥ 56 | 731,991 | 732,047 | ||||||||||||||||||||||||||||
Conversion of Series A,B,C and D Convertible Preferred Shares into ordinary shares upon the completion of initial public offering ( in shares) | shares | 85,852,919 | 85,852,919 | ||||||||||||||||||||||||||||||
Issuance of ordinary shares,net of issuance costs | ¥ 632,472 | ¥ 891,513 | ¥ 23 | ¥ 22 | ¥ 632,449 | ¥ 891,491 | ¥ 632,472 | ¥ 891,513 | ||||||||||||||||||||||||
Issuance of ordinary shares,net of issuance costs (in shares) | shares | 37,406,666 | 36,812,868 | ||||||||||||||||||||||||||||||
Issuance of ordinary shares pursuant to share incentive plan | 3,355 | ¥ 2 | 3,353 | 3,355 | ||||||||||||||||||||||||||||
Issuance of ordinary shares pursuant to share incentive plan ( in shares) | shares | 2,363,469 | 2,363,469 | ||||||||||||||||||||||||||||||
Share-based compensation expenses | 39,173 | 39,173 | 39,173 | |||||||||||||||||||||||||||||
Foreign currency translation adjustments | (1,358) | (1,358) | (1,358) | |||||||||||||||||||||||||||||
Deemed dividend from modification of Series D Convertible Preferred Shares | (15,606) | (15,606) | (15,606) | |||||||||||||||||||||||||||||
Accretion on redeemable noncontrolling interests | ||||||||||||||||||||||||||||||||
Net loss | (447,858) | (447,858) | (447,858) | |||||||||||||||||||||||||||||
Balance at Dec. 31, 2014 | 1,408,723 | ¥ 121 | 2,298,727 | (21,081) | (869,044) | 1,408,723 | ||||||||||||||||||||||||||
Balance (in shares) at Dec. 31, 2014 | shares | 188,435,922 | 188,435,922 | ||||||||||||||||||||||||||||||
Issuance of ordinary shares,net of issuance costs | 3,104,514 | ¥ 57 | 3,104,457 | 3,104,514 | ||||||||||||||||||||||||||||
Issuance of ordinary shares,net of issuance costs (in shares) | shares | 93,750,000 | |||||||||||||||||||||||||||||||
Acquisition of subsidiaries | 20,122 | 20,122 | ||||||||||||||||||||||||||||||
Issuance of ordinary shares pursuant to share incentive plan | 14,996 | ¥ 3 | 14,993 | 14,996 | ||||||||||||||||||||||||||||
Issuance of ordinary shares pursuant to share incentive plan ( in shares) | shares | 4,784,970 | 4,784,970 | ||||||||||||||||||||||||||||||
Share-based compensation expenses | 65,143 | 65,143 | 65,143 | |||||||||||||||||||||||||||||
Foreign currency translation adjustments | 188,106 | 188,106 | 188,106 | |||||||||||||||||||||||||||||
Deemed dividend from modification of Series D Convertible Preferred Shares | ||||||||||||||||||||||||||||||||
Acquisition of noncontrolling interests | (1,496) | (683) | (683) | (813) | ||||||||||||||||||||||||||||
Accretion on redeemable noncontrolling interests | ||||||||||||||||||||||||||||||||
Net loss | (1,462,385) | (1,459,379) | (1,459,379) | (3,006) | ||||||||||||||||||||||||||||
Balance at Dec. 31, 2015 | 3,337,723 | ¥ 181 | 5,482,637 | 167,025 | (2,328,423) | 3,321,420 | 16,303 | |||||||||||||||||||||||||
Balance (in shares) at Dec. 31, 2015 | shares | 286,970,892 | 286,970,892 | ||||||||||||||||||||||||||||||
Issuance of ordinary shares,net of issuance costs | ¥ 3,275,835 | ¥ 60 | ¥ 3,275,775 | ¥ 3,275,835 | ||||||||||||||||||||||||||||
Issuance of ordinary shares,net of issuance costs (in shares) | shares | 90,909,091 | |||||||||||||||||||||||||||||||
Repurchase of ordinary shares | (19,708) | ¥ (19,708) | (19,708) | |||||||||||||||||||||||||||||
Repurchase of ordinary shares (in shares) | shares | (985,299) | (985,299) | ||||||||||||||||||||||||||||||
Issuance of ordinary shares pursuant to share incentive plan | 5,267 | ¥ 1 | 5,266 | 5,267 | ||||||||||||||||||||||||||||
Issuance of ordinary shares pursuant to share incentive plan ( in shares) | shares | 1,590,774 | 1,590,774 | ||||||||||||||||||||||||||||||
Share-based compensation expenses | 92,419 | 92,419 | 92,419 | |||||||||||||||||||||||||||||
Foreign currency translation adjustments | 233,900 | 233,900 | 233,900 | |||||||||||||||||||||||||||||
Deemed dividend from modification of Series D Convertible Preferred Shares | ||||||||||||||||||||||||||||||||
Remeasurement of prior year acquisitions | (401) | (401) | ||||||||||||||||||||||||||||||
Accretion on redeemable noncontrolling interests | (106) | (15) | (106) | (106) | ||||||||||||||||||||||||||||
Net loss | (2,442,595) | (351,807) | (2,427,091) | (2,427,091) | (15,470) | |||||||||||||||||||||||||||
Balance at Dec. 31, 2016 | ¥ 4,482,368 | $ 645,595 | ¥ 242 | $ 35 | ¥ (19,708) | $ (2,839) | ¥ 8,855,991 | $ 1,275,528 | ¥ 400,925 | $ 57,745 | ¥ (4,755,514) | $ (684,936) | ¥ 4,481,936 | $ 645,533 | ¥ 432 | $ 62 | ||||||||||||||||
Balance (in shares) at Dec. 31, 2016 | shares | 379,470,757 | 379,470,757 | (985,299) | (985,299) |
CONSOLIDATED STATEMENTS OF CHA6
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY/(DEFICIT) (Parenthetical) - CNY (¥) ¥ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Issuance costs | ¥ 3,414 | ||
Initial public offering [Member] | |||
Issuance costs | ¥ 22,732 | ||
Private Placement [Member] | |||
Issuance costs | ¥ 1,078 | ¥ 14,279 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) | Dec. 31, 2014CNY (¥) | |
Cash flows from operating activities: | ||||
Net loss | ¥ (2,442,595) | $ (351,807) | ¥ (1,462,385) | ¥ (447,858) |
Adjustments to reconcile net loss to net cash provided by/(used in) operating activities: | ||||
Depreciation of property and equipment | 66,510 | 9,579 | 28,041 | 10,869 |
Amortization of intangible assets | 145,063 | 20,893 | 57,810 | 984 |
Allowance for doubtful accounts | 30,919 | 4,453 | ||
Change in fair value of contingent consideration | (1,225) | (176) | ||
Foreign exchange loss | 7,597 | 1,094 | 106,271 | 2,729 |
Loss from disposal of property and equipment | 859 | 124 | 210 | 62 |
Share-based compensation expenses | 92,419 | 13,310 | 65,143 | 39,173 |
Change of deferred tax liabilities | (2,322) | (335) | (1,057) | |
Changes in operating assets and liabilities: | ||||
Accounts receivable | (76,810) | (11,063) | (74,475) | (6,356) |
Amounts due from related parties | (395,228) | (56,925) | (59,367) | (637) |
Prepayments and other current assets | (379,924) | (54,720) | (593,972) | (287,811) |
Accrued interests of yield enhancement products | (29,318) | (4,223) | (6,374) | |
Other non-current assets | 288,460 | 41,547 | (317,775) | (13,374) |
Accounts payable | 78,768 | 11,345 | 320,502 | 84,394 |
Amounts due to related parties | 3,764 | 542 | 28,762 | |
Salary and welfare payable | 42,688 | 6,148 | 66,728 | |
Taxes payable | (1,075) | (155) | 4,089 | 2,560 |
Advances from customers | 728,534 | 104,931 | 532,335 | 242,090 |
Accrued expenses and other liabilities | (399,107) | (57,483) | 775,008 | 102,073 |
Accrued interests of amounts due to the individual investors of yield enhancement products | 8,065 | 1,161 | 4,679 | |
Non-current liabilities | (5,486) | (790) | 11,092 | |
Net cash used in operating activities | (2,239,444) | (322,550) | (514,735) | (271,102) |
Cash flows from investing activities: | ||||
Purchase of short-term investments | (5,097,309) | (734,165) | (1,139,691) | (547,575) |
Proceeds from maturity of short-term investments | 2,847,284 | 410,094 | 442,136 | 405,000 |
Purchase of yield enhancement products | (807,210) | (116,262) | (718,619) | |
Proceeds from maturity of yield enhancement products | 538,485 | 77,558 | 10,865 | |
Increase in loan receivable | (18,038) | (2,598) | ||
Changes in restricted cash | 214,436 | 30,885 | (294,387) | (34,780) |
Purchase of property and equipment and intangible assets | (117,894) | (16,980) | (155,478) | (50,622) |
Cash paid for long-term investment | (57,500) | (8,282) | ||
Proceeds from disposal of property and equipment | 155 | 54 | ||
Cash paid for acquisition, net of cash received | (16,501) | (2,377) | (60,149) | |
Net cash used in investing activities | (2,514,247) | (362,127) | (1,915,168) | (227,923) |
Cash flows from financing activities: | ||||
Proceeds from the initial public offering, net of issuance cost | 632,472 | |||
Proceeds from the private placement, net of issuance cost | 3,275,835 | 471,818 | 2,430,223 | 905,590 |
Cash paid for repurchase of ordinary shares | (19,708) | (2,839) | ||
Proceeds from issuance of ordinary shares upon exercise of options | 8,483 | 1,222 | 12,637 | 2,335 |
Contingent consideration paid for business acquisitions | (2,250) | (324) | ||
Acquisition of noncontrolling interests | (1,496) | |||
Proceeds from sales of yield enhancement products | 274,698 | 39,565 | 579,474 | |
Repayment of short-term debt | (15,000) | |||
Cash contribution from redeemable noncontrolling interest holders | 90,000 | 12,963 | ||
Net cash provided by financing activities | 3,627,058 | 522,405 | 3,005,838 | 1,540,397 |
Effect of exchange rate changes on cash and cash equivalents | 110,652 | 15,940 | 67,560 | (3,053) |
Net increase in cash and cash equivalents | (1,015,981) | (146,332) | 643,495 | 1,038,319 |
Cash and cash equivalents at the beginning of year | 2,101,217 | 302,638 | 1,457,722 | 419,403 |
Cash and cash equivalents at the end of year | 1,085,236 | 156,306 | 2,101,217 | 1,457,722 |
Supplemental disclosure of cash flow information | ||||
Income tax paid | 1,506 | 217 | ||
Supplemental disclosure of non-cash investing and financing activities | ||||
Accrual related to purchase of property and equipment | 16,963 | 2,443 | 18,953 | 9,345 |
Deemed dividends to preferred shareholders | 15,606 | |||
Accrued issuance cost related to private placement | 14,076 | |||
Receivables related to exercise of stock options | (163) | (24) | (3,379) | (1,020) |
Accrual related to business acquisition | ¥ 39,344 | $ 5,667 | ¥ 42,116 |
Organization and Principal Acti
Organization and Principal Activities | 12 Months Ended |
Dec. 31, 2016 | |
Organization and Principal Activities [Abstract] | |
Organization and Principal Activities | Tuniu Corporation (the “Company”) is an exempted company with limited liability incorporated in the Cayman Islands. The Company, its subsidiaries, including the consolidated variable interest entity (“VIE”) and its subsidiaries (collectively referred to as the “Affiliated Entities”) are collectively referred to as the “Group”. The Group’s principal activity is the provision of travel-related services in the People’s Republic of China (“PRC”). As of December 31, 2016, the Company’s significant consolidated subsidiaries and the consolidated Affiliated Entities are as follows: Percentage of direct or indirect Name of subsidiaries and Place of economic Affiliated entities Date of establishment/acquisition incorporation ownership Subsidiaries of the Company: Tuniu (HK) Limited Established on May 20, 2011 Hong Kong 100 % Tuniu (Nanjing) Information Technology Co., Ltd. Established on August 24, 2011 PRC 100 % Beijing Tuniu Technology Co., Ltd. (“Beijing Tuniu”) Established on September 8, 2008 PRC 100 % Variable Interest Entity (“VIE”) Nanjing Tuniu Technology Co., Ltd. (“Nanjing Tuniu”) Established on December 18, 2006 PRC 100 % Subsidiaries of VIE Shanghai Tuniu International Travel Service Co., Ltd. Acquired on August 22, 2008 PRC 100 % Nanjing Tuniu International Travel Service Co., Ltd. Acquired on December 22, 2008 PRC 100 % Beijing Tuniu International Travel Service Co., Ltd. Acquired on November 18, 2009 PRC 100 % Nanjing Tuzhilv Tickets Sales Co., Ltd. Established on April 19, 2011 PRC 100 % Beijing Global Tour International Travel Service Co., Ltd. Acquired on July 1, 2015 PRC 75.02 % Tuniu Insurance Brokers Co., Ltd. Acquired on August 11, 2015 PRC 100 % |
Principal Accounting Policies
Principal Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Principal Accounting Policies [Abstract] | |
Principal Accounting Policies | 2. Principal Accounting Policies The consolidated financial statements of the Group have been prepared in accordance with the accounting principles generally accepted in the United States of America (“U.S. GAAP”). The consolidated financial statements include the financial statements of the Company, its subsidiaries, the Affiliated Entities for which the Company is the primary beneficiary. Subsidiaries are those entities in which the Company, directly or indirectly, controls more than one half of the voting power, has the power to appoint or remove the majority of the members of the board of directors, or to cast a majority of votes at the meeting of board of directors, or has the power to govern the financial and operating policies of the investee under a statute or agreement among the shareholders or equity holders. A VIE is an entity in which the Company, or its subsidiary, through contractual arrangements, bears the risks of, and enjoys the rewards normally associated with, ownership of the entity, and therefore the Company or its subsidiary is the primary beneficiary of the entity. All significant transactions and balances among the Company, its subsidiaries and the Affiliated Entities have been eliminated upon consolidation. To comply with PRC laws and regulations that restrict foreign equity ownership of companies that operate internet content, travel agency and air-ticketing services, the Company operates its website and engaged in such restricted services through Nanjing Tuniu and its subsidiaries. Nanjing Tuniu’s equity interests are held by Dunde Yu, the Company’s Chief Executive Officer, Haifeng Yan, the Company’s Chief Operating Officer, and several other PRC citizens. On September 17, 2008, Beijing Tuniu, one of the Company’s wholly foreign owned subsidiaries, entered into a series of agreements with Nanjing Tuniu and its shareholders. Pursuant to these agreements, Beijing Tuniu has the ability to direct substantially all the activities of Nanjing Tuniu, and absorb substantially all of the risks and rewards of the Affiliated Entities. As a result, the Company is the primary beneficiary of Nanjing Tuniu, and has consolidated the Affiliated Entities. Contractual arrangements On September 17, 2008, Beijing Tuniu entered into a series of contractual agreements with Nanjing Tuniu and its shareholders. The following is a summary of the agreements which allow the Company to exercise effective control over Nanjing Tuniu: (1) Purchase Option Agreement. Under the purchase option agreement entered between Beijing Tuniu and the shareholders of Nanjing Tuniu on September 17, 2008, Beijing Tuniu has the irrevocable exclusive right to purchase, or have its designated person or persons to purchase all or part of the shareholders’ equity interests in Nanjing Tuniu at RMB 1,800 2,430 10 (2) Equity Interest Pledge Agreement. Under the equity interest pledge agreement entered between Beijing Tuniu and the shareholders of Nanjing Tuniu on September 17, 2008, the shareholders pledged all of their equity interests in Nanjing Tuniu to guarantee their performance of their obligations under the purchase option agreement. If the shareholders of Nanjing Tuniu breach their contractual obligations under the purchase option agreement, Beijing Tuniu, as the pledgee, will have the right to either conclude an agreement with the pledgor to obtain the pledged equity or seek payments from the proceeds of the auction or sell-off of the pledged equity to any person pursuant to the PRC law. The shareholders of Nanjing Tuniu agreed that they will not dispose of the pledged equity interests or create or allow any encumbrance on the pledged equity interests. During the equity pledge period, Beijing Tuniu is entitled to all dividends and other distributions made by Nanjing Tuniu. The equity interest pledge agreement remains effective until the shareholders of Nanjing Tuniu discharge all their obligations under the purchase option agreement, or Beijing Tuniu enforces the equity interest pledge, whichever is earlier. (3) Shareholders’ Voting Rights Agreement. Under the shareholders’ voting rights agreement entered between Beijing Tuniu and the shareholders of Nanjing Tuniu on September 17, 2008, each of the shareholders of Nanjing Tuniu appointed Beijing Tuniu’s designated person as their attorney-in-fact to exercise all of their voting and related rights with respect to their equity interests in Nanjing Tuniu, including attending shareholders’ meetings, voting on all matters of Nanjing Tuniu, nominating and appointing directors, convene extraordinary shareholders’ meetings, and other voting rights pursuant to the then effective articles of association. The shareholders’ voting rights agreement will remain in force for an unlimited term, unless all the parties to the agreement mutually agree to terminate the agreement in writing or cease to be shareholders of Nanjing Tuniu. (4) Irrevocable Powers of Attorney. Under the powers of attorney issued by the shareholders of Nanjing Tuniu on September 17, 2008, the shareholders of Nanjing Tuniu each irrevocably appointed Mr. Tao Jiang, a person designated by Beijing Tuniu, as the attorney-in-fact to exercise all of their voting and related rights with respect to their equity interests in Nanjing Tuniu. Each power of attorney will remain in force until the shareholders’ voting rights agreement expires or is terminated. On January 24, 2014, the shareholders of Nanjing Tuniu issued powers of attorney to irrevocably appoint Beijing Tuniu as the attorney-in-fact to exercise all of their voting and related rights with respect to their equity interests in Nanjing Tuniu. These powers of attorney replaced the powers of attorney previously granted to Mr. Tao Jiang on September 17, 2008. (5) Cooperation Agreement. Under the cooperation agreement entered between Beijing Tuniu and Nanjing Tuniu, Beijing Tuniu has the exclusive right to provide Nanjing Tuniu technology consulting and services related to Nanjing Tuniu’s operations, which require certain licenses. Beijing Tuniu owns the exclusive intellectual property rights created as a result of the performance of this agreement. Nanjing Tuniu agrees to pay Beijing Tuniu a monthly service fee for services performed, and the monthly service fee shall not be lower than 100 three In the years ended December 31, 2014, 2015 and 2016, the Company and its subsidiaries received service fees of RMB 20,535 42,367 109,572 Risks in relation to the VIE structure The Group believes that each of the agreements and the powers of attorney under the contractual arrangements among Beijing Tuniu, Nanjing Tuniu and its shareholders is valid, binding and enforceable, and does not and will not result in any violation of PRC laws or regulations currently in effect. The legal opinion of Fangda Partners, which was the Company’s PRC legal counsel, also supports this conclusion. The shareholders of Nanjing Tuniu are also shareholders, nominees of shareholders, or designated representatives of shareholders of the Company and therefore have no current interest in seeking to act contrary to the contractual arrangements. However, uncertainties in the PRC legal system could limit the Company’s ability to enforce these contractual arrangements and if the shareholders of Nanjing Tuniu were to reduce their interest in the Company, their interests may diverge from that of the Company and that may potentially increase the risk that they would seek to act contrary to the contractual terms. The Company’s ability to control Nanjing Tuniu also depends on the power of attorney Beijing Tuniu has to vote on all matters requiring shareholder approval in Nanjing Tuniu. As noted above, the Company believes this power of attorney is legally enforceable but it may not be as effective as direct equity ownership. In addition, if the legal structure and contractual arrangements were found to be in violation of any existing PRC laws and regulations, the PRC government could: · levying fines or confiscate the Group’s income; · revoke the Group’s business or operating licenses; · require the Group to discontinue, restrict or restructure its operations; · shut down the Group’s servers or block the Group’s websites and mobile platform; · restrict or prohibit the use of the Group’s financing proceeds to finance its business and operations in China; or · take other regulatory or enforcement actions against the Group that could be harmful to the Group’s business The imposition of any of these penalties may result in a material and adverse effect on the Group’s ability to conduct the Group’s business. In addition, the imposition of any of these penalties may cause the Group to lose the right to direct the activities of Nanjing Tuniu (through its equity interest in its subsidiaries) or the right to receive economic benefits from the Affiliated Entities. Therefore, a risk exists in that the Group would no longer be able to consolidate Nanjing Tuniu and its subsidiaries. On February 19, 2015, the PRC Ministry of Commerce (“MOFCOM”) published the draft Foreign Investment Law. If enacted as proposed, the Foreign Investment Law may cause the Group’s VIE to be deemed as entities with foreign investment and as a result the Group’s VIE and subsidiaries in which the VIE has direct or indirect equity ownership could become explicitly subject to the current restrictions on foreign investment that engaged in an industry on the negative list. If the enacted version of the foreign investment Law and the final negative list mandate further actions, such as MOFCOM market entry clearance or certain restructuring of corporate structure and operations to be completed by companies with existing VIE structure similar to the one described above, the Group will face substantial uncertainties as to whether these actions can be timely completed, or at all. As a result, the Group’s operating result and financial condition may be adversely affected. Summary financial information of the Affiliated Entities in the consolidated financial statements As of December 31, 2016, the aggregate accumulated deficit of the Affiliated Entities was RMB 3,402 As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) ASSETS Current assets Cash and cash equivalents 376,883 206,917 29,802 Restricted cash 138,997 123,748 17,823 Short-term investments 499,402 323,393 46,578 Accounts receivable, net 116,669 162,840 23,454 Intercompany receivables 130,945 7,039 1,014 Prepayments and other current assets 989,058 1,223,887 176,277 Yield enhancement products and accrued interest 413,861 449,528 64,745 Total current assets 2,665,815 2,497,352 359,693 Non-current assets Long-term investments 75,000 10,802 Property and equipment, net 72,582 95,433 13,745 Intangible assets, net 100,125 100,286 14,444 Goodwill 136,569 137,074 19,743 Yield enhancement products over one year and accrued interest 300,267 562,643 81,037 Other non-current assets 23,136 35,551 5,121 Total non-current assets 632,679 1,005,987 144,892 Total assets 3,298,494 3,503,339 504,585 LIABILITIES Current liabilities Accounts payable 1,036,226 796,420 114,708 Salary and welfare payable 123,071 167,747 24,161 Taxes payable 6,668 8,206 1,182 Advances from customers 1,223,313 1,940,831 279,538 Intercompany payable 1,263,100 2,528,229 364,141 Accrued expenses and other current liabilities 347,375 557,226 80,257 Amount due to the individual investors of yield enhancement products 589,151 871,914 125,582 Total current liabilities 4,588,904 6,870,573 989,569 Non-current liabilities 39,750 31,460 4,531 Total liabilities 4,628,654 6,902,033 994,100 For the Years Ended December 31, 2014 2015 2016 RMB RMB RMB US$ (Note 2(d)) Net revenues 3,736,473 7,755,914 10,579,601 1,523,780 Net loss (128,299) (1,051,691) (2,054,471) (295,905) Net cash used in operating activities (51,446) (87,299) (972,677) (140,095) Net cash provided by/(used in) investing activities 72,161 (1,374,894) (193,029) (27,802) Net cash provided by financing activities 700 1,736,720 995,740 143,416 There were no pledges or collateralization of the Affiliated Entities’ assets. Currently there is no contractual arrangement that could require the Company to provide additional financial support to the Affiliated Entities. As the Company is conducting its business mainly through the Affiliated Entities, the Company may provide such support on a discretionary basis in the future, which could expose the Company to a loss. Under the contractual arrangements with Nanjing Tuniu and through its equity interest in its subsidiaries, the Group has the power to direct the activities of the Affiliated Entities and direct the transfer of assets out of the Affiliated Entities. As the consolidated Affiliated Entities are each incorporated as a limited liability company under the PRC Company Law, the creditors do not have recourse to the general credit of the Company for all of the liabilities of the consolidated Affiliated Entities. The Group’s consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and liquidation of liabilities during the normal course of operations. The Group incurred net losses of approximately RMB 447,858 1,459,379 2,427,091 271,102 514,735 2,257,482 The preparation of the Group’s consolidated financial statements in conformity with the U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities. Actual results could differ materially from those estimates. Significant accounting estimates reflected in the Group’s consolidated financial statements mainly include revenue recognition, recoverability of receivables, estimating useful lives and impairment for property and equipment and intangible assets, impairment for goodwill, the purchase price allocation in relation to business combination, fair value of contingent considerations with respect to business combinations, losses due to committed tour reservations, the valuation allowance for deferred tax assets, the determination of uncertain tax positions. (d) Functional Currency and Foreign Currency Translation The Group uses Renminbi (“RMB”) as its reporting currency. The functional currency of the Company and its subsidiaries incorporated outside of PRC is the United States dollar (“US$”), while the functional currency of the PRC entities in the Group is RMB as determined based on ASC 830, Foreign Currency Matters. Transactions denominated in other than the functional currencies are re-measured into the functional currency of the entity at the exchange rates prevailing on the transaction dates. Foreign currency denominated financial assets and liabilities are re-measured at the balance sheet date exchange rate. The resulting exchange differences are included in the consolidated statements of comprehensive loss as foreign exchange gains / losses. When preparing the consolidated financial statements presented in RMB, assets and liabilities of the Company and its subsidiaries incorporated outside of PRC are translated into RMB at fiscal year-end exchange rates, and equity accounts are translated into RMB at historical exchange rates. Income and expense items are translated at average exchange rates prevailing during the respective fiscal years. Translation adjustments arising from these are reported as foreign currency translation adjustments and are shown as a component of accumulated other comprehensive income or loss in the consolidated statement of changes in shareholders’ equity/ (deficit). The unaudited United States dollar amounts disclosed in the accompanying financial statements are presented solely for the convenience of the readers. Translations of amounts from RMB into US$ for the convenience of the reader were calculated at the rate of US$1.00 = RMB 6.9430 The Group defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Group considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability. The established fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs may be used to measure fair value include: Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. The Group’s financial instruments include cash and cash equivalents, restricted cash, short-term investments, accounts receivable, accounts payable, amounts due from and due to related parties, balance in relation to yield enhancement products, and certain accrued liabilities and other current liabilities. The carrying values of these financial instruments approximated their fair values due to the short-term maturity of these instruments. Cash and cash equivalents represent cash on hand and demand deposits placed with banks, other financial institutions and Alipay, a third party payment processor, which are unrestricted as to withdrawal or use. Restricted cash represents cash that cannot be withdrawn without the permission of third parties. The Group’s restricted cash mainly represents (i) cash deposits required by tourism administration departments as a pledge to secure travelers’ rights and interests, (ii) cash deposits required by China Insurance Regulatory Commission for engaging in insurance agency or brokering activities, (iii) the deposits held in designated bank accounts for issuance of bank acceptance notes and letter of guarantee, and required by the Group’s business partners. Short-term investments are comprised of investments in financial products issued by banks or other financial institutions, which contain a fixed or variable interest rate and with original maturities between three months and one year. Such investments are generally not permitted to be redeemed early or are subject to penalties for redemption prior to maturity. Given the short-term nature, the carrying value of short-term investments approximates their fair value. There was no other-than-temporary impairment of short-term investments for the years ended December 31, 2014, 2015 and 2016. The Group’s accounts receivable mainly consist of amounts due from the corporate customers, travel agents, insurance companies and travel boards or bureaus, which are carried at the original invoice amount less an allowance for doubtful accounts. The Group reviews accounts receivable on a periodic basis and makes allowances when there is doubt as to the collectability of individual balances. The Group evaluates the collectability of accounts receivable considering many factors including reviewing accounts receivable balances, historical bad debt rates, payment patterns, counterparties’ credit worthiness and financial conditions, and industry trend analysis. The Group recognized allowance for doubtful accounts of nil, nil and RMB 5,297 Long-term investments include cost-method investments and equity-method investments. The Group accounts for the investment in a private entity of which the Group owns less than 20% of the voting securities and does not have the ability to exercise significant influence over operating and financial policies of the entity as cost-method investment. The Group’s cost-method investment is carried at historical cost in its consolidated financial statements and measured at fair value on a nonrecurring basis when there are events or changes in circumstances that may have a significant adverse effect. An impairment loss is recognized in the consolidated statements of comprehensive loss equal to the excess of the investment's cost over its fair value when the impairment is deemed other-than-temporary. The Group accounts for the investments in entities with significant influence under equity-method accounting. Under this method, the Group’s pro rata share of income (loss) from an investment is recognized in the consolidated statements of comprehensive loss. Dividends received reduce the carrying amount of the investment. Equity-method investment is reviewed for impairment by assessing if the decline in fair value of the investment below the carrying value is other-than-temporary. In making this determination, factors are evaluated in determining whether a loss in value should be recognized. These include consideration of the intent and ability of the Group to hold investment and the ability of the investee to sustain an earnings capacity, justifying the carrying amount of the investment. Impairment losses are recognized when a decline in value is deemed to be other-than-temporary. No event had occurred that indicated that an other-than-temporary impairment existed and therefore the Group did not record any impairment charges for its investments during the year ended December 31, 2016. Property and equipment are stated at cost less accumulated depreciation and impairment if applicable. Property and equipment are depreciated over the estimated useful lives on a straight-line basis. Category Estimated useful life Computers and equipment 3 years Buildings 16 20 Furniture and fixtures 3 5 Vehicles 3 5 Software 5 Leasehold improvements Over the shorter of the lease term or the estimated useful life of the asset ranging from 1 9 Construction in progress represents leasehold improvements under construction or being installed and is stated at cost. Cost comprises original cost of property and equipment, installation, construction and other direct costs. Construction in progress is transferred to leasehold improvements and depreciation commences when the asset is ready for its intended use. Gain or loss on the disposal of property and equipment is the difference between the net sales proceeds and the carrying amount of the relevant assets and is recognized in the consolidated statements of comprehensive loss. The Group has capitalized certain direct development costs associated with internal-used software in accordance with ASC 350-40, Internal-use software, which requires the capitalization of costs relating to certain activities of developing internal-use software that occur during the application development stage. Costs capitalized mainly include payroll and payroll-related costs for employees who devoted time to the internal-use software projects during the application development stage. Capitalized internal-use software costs are stated at cost less accumulated amortization and the amount is included in “property and equipment, net” on the consolidated balance sheets, with an estimated useful life of five years. Software development cost capitalized amounted to RMB 6,837 7,572 8,516 727 2,212 3,768 17,124 U.S. GAAP requires that all business combinations not involving entities or businesses under common control be accounted for under the purchase method. The Group has adopted ASC 805 “Business Combinations”, and the cost of an acquisition is measured as the aggregate of the fair values at the date of exchange of the assets given, liabilities incurred and equity instruments issued. The transaction costs directly attributable to the acquisition are expensed as incurred. Identifiable assets, liabilities and contingent liabilities acquired or assumed are measured separately at their fair value as of the acquisition date, irrespective of the extent of any noncontrolling interests. The excess of the (i) the total of cost of acquisition, fair value of the noncontrolling interests and acquisition date fair value of any previously held equity interest in the acquiree over (ii) the fair value of the identifiable net assets of the acquiree is recorded as goodwill. If the cost of acquisition is less than the fair value of the net assets of the subsidiary acquired, the difference is recognized directly in the consolidated statements of operations and comprehensive income. The determination and allocation of fair values to the identifiable assets acquired and liabilities assumed is based on various assumptions and valuation methodologies requiring considerable management judgment. The most significant variables in these valuations are discount rates, the number of years on which to base the cash flow projections, as well as the assumptions and estimates used to forecast the future cash inflows and outflows. Management determines discount rates to be used based on the risk inherent in the related activity’s current business model and industry comparisons. Terminal values are based on the expected life of products and forecasted life cycle and forecasted cash flows over that period. Although management believes that the assumptions applied in the determination are reasonable based on information available at the date of acquisition, actual results may differ from the forecasted amounts and the difference could be material. The Group recognized adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. A noncontrolling interest is recognized to reflect the portion of a subsidiary’s equity which is not attributable, directly or indirectly, to the Group. Consolidated net income (loss) on the consolidated statements of comprehensive income (loss) includes the net income (loss) attributable to noncontrolling interests when applicable. The cumulative results of operations attributable to noncontrolling interests are also recorded as noncontrolling interests in the Group’s consolidated balance sheets. Cash flows related to transactions with noncontrolling interests are presented under financing activities in the consolidated statements of cash flows when applicable. Intangible assets purchased are recognized and measured at cost upon acquisition and intangible assets arising from acquisitions of subsidiaries are recognized and measured at fair value upon acquisition. The Company’s purchased intangible assets include computer software, which are amortized on a straight-line basis over their estimated useful lives 3 3.5 20 Goodwill represents the excess of the purchase price over the fair value of identifiable assets and liabilities acquired in business combinations. Goodwill is not amortized, but tested for impairment annually or more frequently if events or changes in circumstances indicate that it might be impaired. The Group adopted Accounting Standards Update (“ASU”) 2011-08, IntangiblesGoodwill and Other No impairment loss was recognized for the year ended December 31, 2015 and 2016. The Group evaluates its long-lived assets and finite lived intangibles for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. When these events occur, the Group measures impairment by comparing the carrying amount of the assets to future undiscounted net cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flows is less than the carrying amount of the assets, the Group recognizes an impairment loss equal to the difference between the carrying amount and fair value of these assets. No impairment of long-lived assets was recognized during the years ended December 31, 2014, 2015 and 2016. Customers pay in advance to purchase travel services. Cash proceeds received from customers are initially recorded as advances from customers and are recognized as revenues when revenue recognition criteria are met. The Group’s revenue is primarily derived from sales of organized tours and self-guided tours, and other service fees. Revenue is recognized when the following criteria are met: persuasive evidence of an arrangement exists, the sales price is fixed or determinable, service has been provided, and collectability is reasonably assured in accordance with ASC 605, Revenue Recognition Organized tours: Substantially all of revenue from organized tours is recognized on a gross basis, as the Group is the primary obligor in the arrangement and bears the risks and rewards, including the customer’s acceptance of services delivered. Such commitments are made in the contract the Group enters with its customers. Even though the Group does not generally assume the substantive inventory risk before customers place an order, the Group is the party retained by and paid by its customers, and the Group is responsible for (and solely authorized to) refunding customers their payments in situations of customer disputes. Further, the Group independently selects travel service suppliers, and determines the prices charged to customers and paid to its travel suppliers. Revenue from organized tours is recognized when the tours end as service rendering is only considered completed upon conclusion of the entire organized tour. Self-guided tours: Revenue from self-guided tours is recognized on a net basis, representing the difference between what the Group receives from its customers and the amounts due to its travel suppliers. In the self-guided tour arrangements, the Group generally does not assume substantive inventory risk, has limited involvement in determining the service, and provides limited additional services to customers. Suppliers are responsible for all aspects of providing the air transportation and hotel accommodation, and other travel-related services. As such, the Group concludes that it is an agent for the travel service providers in these transactions and revenues are reported on a net basis. Revenue from self-guided tours is recognized when the tours end as commissions are not earned until this time according to the contractual arrangements the Group entered into with its travel suppliers. Other revenues : Other revenues primarily comprise revenues generated from service fees received from insurance companies, other travel-related services, such as sales of tourist attraction tickets and visa processing services, fees for advertising services that the Group provides primarily to domestic and foreign tourism boards and bureaus, commission fees for hotel reservation and air-ticketing, service fees for financial services and interest income for yield enhancement products. Revenue is recognized when the services are rendered or when the tickets are issued. The Group does not recognize revenue if customer refunds are warranted due to customer satisfaction issues or other reasons, which is generally known at the end of each tour when revenues are recognized. In the event of tour cancellation by customers, the liability associated with prepayments received from customers remains on the Group’s consolidated balance sheets until refunds are issued. The Group commenced the financial business in 2015. Certain domestic financial assets exchanges (the "Exchange") and trust companies offered the yield enhancement products through the Group’s online platform and the Group charged these companies for the commission fees which were recorded as other revenue upon the delivery of service. The commission revenue were insignificant for the year ended December 31, 2015. Further, in certain cases, the Group purchased the yield enhancement products with maturities ranged from three months to two years from the Exchanges and trust companies and split all of the products into smaller amount yield enhancement products with lower yield rate and shorter maturities within one year, which were offered to the individual inves |
Risks and Concentration
Risks and Concentration | 12 Months Ended |
Dec. 31, 2016 | |
Risks and Concentration [Abstract] | |
Risks and Concentration | 3. Risks and Concentration (a) Credit and Concentration Risks The Group’s credit risk arises from cash and cash equivalents, restricted cash, short-term investments, prepayments and other current assets, accounts receivables and yield enhancement products. The maximum exposure of such assets to credit risk is their carrying amounts as of the balance sheet dates. The Group expects that there is no significant credit risk associated with the cash and cash equivalents and short-term investments which are held by reputable financial institutions in the jurisdictions where the Company, its subsidiaries and the Affiliated Entities are located. The Group believes that it is not exposed to unusual risks as these financial institutions have high credit quality. The Group has no significant concentrations of credit risk with respect to its customers, as customers usually prepay for travel services. Accounts receivable are typically unsecured and are primarily derived from revenue earned from corporate customers, travel agents, insurance companies and travel boards or bureaus. The risk with respect to accounts receivable is mitigated by credit evaluations performed on the corporate customers, travel agents and insurance companies and ongoing monitoring processes on outstanding balances. No individual customer accounted for more than 10% of net revenues in the years ended December 31, 2014, 2015 and 2016. The following table summarized customers with greater than 10% of the accounts receivables: As of December 31, 2015 2016 Customer A 13.3 % The Group has purchased financial products which include yield enhancement products issued by domestic Financial Assets Exchanges and Trust companies. The Group has set up a risk evaluation system on the issuers of credit quality, ultimate borrowers of asset management schemes, and conducts collectability assessment of the financial assets on timely basis. As of December 31, 2016, the Group believes the financial assets are financially sound based on publicly available information and management’s assessment does not foresee substantial credit risk with respect to these yield enhancement products. (b) Foreign Currency Risk The Group’s operating transactions and its assets and liabilities are mainly denominated in RMB. RMB is not freely convertible into foreign currencies. The value of RMB is subject to changes influenced by central government policies, and international economic and political developments. In the PRC, certain foreign exchange transactions are required by law to be transacted only by authorized financial institutions at exchange rates set by the People’s Bank of China (the “PBOC”). Remittances in currencies other than RMB by the Group in China must be processed through the PBOC or other China foreign exchange regulatory bodies which require certain supporting documentation in order to effect the remittance. |
Business acquisition
Business acquisition | 12 Months Ended |
Dec. 31, 2016 | |
Business acquisition [Abstract] | |
Business acquisition | 4 . Business acquisition Travel agencies During the year ended December 31, 2016, the Group acquired 100 28,077 16,507 11,570 12,250 Amount Estimated useful lives Net assets (including acquired cash of RMB8.3 million) 12,907 Trade names 2,464 9.5 years Non-compete agreement 3,676 6 years Goodwill 10,565 Deferred tax liability (1,535) Total purchase price 28,077 A preliminary allocation of the purchase price of above offline travel agency to the assets acquired and liabilities assumed was made based on available information and management’s current estimates, and is subject to revision as additional information about the fair value of individual assets and liabilities becomes available. The Group is in the process of finalizing the fair value of the current assets and current liabilities, and the amount of purchase price allocable to goodwill will be updated accordingly. During the year ended December 31, 2015, the Group acquired the 90 100 75.02 80 115,498 100,163 15,335 2,891 138 449 99 401 505 172 7,973 1,905 27,094 The business acquisitions were accounted for using purchase accounting. The following is the summary of the fair values of the assets acquired and liabilities assumed: Amount Estimated useful lives Net liabilities (including the cash acquired of RMB24 million) (59,923) Travel licenses 25,100 20 years Customer relationship 13,458 14.25-14.5 years Trade names 39,170 7-14 years Software 3,013 5 years Non-compete agreement 1,683 3.5-5.25 years Goodwill 133,324 Deferred tax liability (20,606) Noncontrolling interest (19,721) Total considerations 115,498 During the year ended December 31, 2015, subsequent to the acquisition, the Group acquired the remaining 10 1,496 683 Other acquisition During the year ended December 31, 2015, the Group acquired 100 8,645 Amount Estimated useful lives Net liabilities (355) Software 5,960 6 years Non-compete agreement 1,040 6 years Goodwill 3,750 Deferred tax liability (1,750) Total considerations 8,645 The Group measured the fair value of the trade names and travel licenses under the relief-from-royalty method. Under the methodology, fair value is calculated as the discounted cash flow savings accruing to the owner for not having to pay the royalty. Key assumptions included expected revenue attributable to the assets, royalty rates, discount rate and estimated asset lives. Customer relationships were valued using the excess-earnings method, which measures the present value of the projected cash flows that are expected to be generated by the existing intangible asset after deduction of cash flows attributable to other contributory assets to realize the projected earnings attributable to the intangible asset. Key assumptions included discounted cash flow analyses, for other contributory assets, discount rate, remaining useful life, tax amortization benefit and customer attrition rates. The Group measured the fair value of non-compete agreements based on incremental discounted cash flow analyses computed with and without the non-compete terms as described in share purchase agreement and the probability that such competition exists. The Group measured the fair value of the software under the replacement cost method. Pro forma results of operations for the acquisitions described above have not been presented because they are not material to the consolidated income statements, either individually or in aggregate. |
Transaction with JD.com, Inc.
Transaction with JD.com, Inc. | 12 Months Ended |
Dec. 31, 2016 | |
Transaction with JD.com, Inc. [Abstract] | |
Transaction with JD.com, Inc. | 5. Transaction with JD.com, Inc. On May 8, 2015, the Company entered into a share subscription agreement with Fabulous Jade Global Limited, an affiliate of JD.com, Inc., and a Business Cooperation Agreement (“BCA”) with JD. Com, Inc. (“JD”) for a period of 65,625,000 250 The acquisition of BCA is considered as assets acquisition and the intangible assets acquired include the exclusive operation right of leisure travel channel, preferred partnership of hotel and air tickets reservation service, traffic and marketing supports. The Group estimated the fair value of exclusive operation right and preferred partnership using a form of the income approach known as excess earning method. The key assumption includes expected revenue attributable to assets, margin discount rate and the remaining useful life. The Group estimated the fair value of internet traffic support and marketing support using a form of income approach known as operating cost saving method. Key assumption includes the market price of the services to be provided, the volume of the services to be provided, discount rate and the remaining useful life. The Group made estimates and judgments in determining the fair value of the assets with assistance from an independent valuation firm. The summary of the fair value of acquired intangible assets is as follows: Amount Estimated useful lives Exclusive operation right of leisure travel channel 405,406 5 years Preferred partnership of hotel and air ticket reservation service 1,431 5 years Internet traffic support 139,358 5 years Marketing support 114,020 5 years Total consideration 660,215 |
Prepayments and other current a
Prepayments and other current assets | 12 Months Ended |
Dec. 31, 2016 | |
Prepayments and other current assets [Abstract] | |
Prepayments and other current assets | 6. Prepayments and other current assets The following is a summary of prepayments and other current assets: As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) Prepayments to suppliers 1,095,918 1,368,964 197,172 Interest income receivable 20,002 33,545 4,831 Prepayment for advertising expenses 92,339 36,736 5,291 Others 77,348 193,084 27,810 Total 1,285,607 1,632,329 235,104 The Group recognized a provision for other current assets of nil, nil and RMB 25,622 |
Long-term investments
Long-term investments | 12 Months Ended |
Dec. 31, 2016 | |
Schedule of Investments [Abstract] | |
Summary Investment Holdings [Table Text Block] | 7. Long-term investments The Group’s long-term investments consist of equity method investments and cost method investments. Equity method investments In December 2016, Nanjing Zhongshan Financial Leasing Co., Ltd. (“Zhongshan”) was established and the Group invested RMB 42.5 25 Cost method investments Cost method is used for investments where the Company does not have the ability to exercise significant influence over the investees. The carrying value of cost method investments was nil and RMB 16,264 No impairment loss was recognized for long-term investments for the year ended December 31, 2015 and 2016. |
Property and equipment, net
Property and equipment, net | 12 Months Ended |
Dec. 31, 2016 | |
Property and equipment, net [Abstract] | |
Property and equipment, net | 8. Property and equipment, net The following is a summary of property and equipment, net: As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) Computers and equipment 89,127 145,962 21,023 Leasehold improvements 71,800 92,962 13,389 Buildings 2,578 5,604 807 Furniture and fixtures 15,479 17,709 2,551 Vehicles 156 864 124 Software 23,850 32,366 4,662 Subtotal 202,990 295,467 42,556 Less: Accumulated depreciation (63,287) (127,579) (18,375) Property and equipment subject to depreciation 139,703 167,888 24,181 Construction in progress 5,487 9,929 1,430 Total 145,190 177,817 25,611 Depreciation expenses for the years ended December 31, 2014, 2015 and 2016 were RMB 10,869 28,041 66,510 |
Intangible assets, net
Intangible assets, net | 12 Months Ended |
Dec. 31, 2016 | |
Intangible assets, net [Abstract] | |
Intangible assets, net | 9. Intangible assets, net Intangible assets, net, consist of the following: As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) Travel license 29,206 30,490 4,391 Insurance agency license 11,711 11,711 1,687 Software 19,164 34,208 4,927 Trade names 39,619 41,634 5,997 Business Cooperation Agreements 660,215 660,215 95,091 Customer relationship 13,596 13,458 1,938 Non-compete agreements 2,822 6,399 922 Subtotal 776,333 798,115 114,953 Less: Accumulated amortization (60,785) (205,848) (29,649) Total 715,548 592,267 85,304 During the year 2015, the Group acquired an insurance agency for the total consideration of RMB 58,720 20 Amortization expenses for intangible assets were RMB 984 57,810 145,063 The annual estimated amortization expense for the above intangible assets for the following years is as follows: Amortization for Intangible Assets Years Ending December 31, RMB US$ (Note 2(d)) 2017 146,291 21,070 2018 146,006 21,029 2019 145,597 20,970 2020 92,174 13,276 2021 10,408 1,499 Thereafter 51,791 7,460 Total 592,267 85,304 |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill [Abstract] | |
Goodwill | 10. Goodwill The changes in the carrying amount of goodwill for the years ended December 2015 and 2016 were as follows: As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) Balance at the beginning of year 136,569 19,670 Increase in goodwill related to acquisitions during the year 136,569 10,565 1,521 Remeasurement of prior year acquisitions 505 73 Accumulated impairment loss Balance at the end of year 136,569 147,639 21,264 |
Other non-current assets
Other non-current assets | 12 Months Ended |
Dec. 31, 2016 | |
Other non-current assets [Abstract] | |
Other non-current assets | 11. Other non-current assets Other non-current assets consist of the following: As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) Prepayments to suppliers - HNA 324,680 Other long-term assets 24,534 46,468 6,693 Balance at the end of year 349,214 46,468 6,693 The Group prepaid US$ 100 50 50 |
Accrued expenses and other curr
Accrued expenses and other current liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Accrued expenses and other current liabilities [Abstract] | |
Accrued expenses and other current liabilities | 12. Accrued expenses and other current liabilities As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) Deposits from packaged-tour users 31,269 56,793 8,180 Deposit from HNA 649,360 Payable for business acquisition 26,781 21,664 3,121 Accrued liabilities related to customers incentive program 34,633 46,594 6,711 Accrued professional service fees 12,373 25,156 3,623 Accrued advertising expenses 56,293 315,651 45,463 Notes payable 70,000 Advanced payment from banks 21,575 11,006 1,585 Others 123,998 112,424 16,193 Total 1,026,282 589,288 84,876 Deposits from packaged-tour users represent cash paid to the Group as a deposit for overseas tours, and such amount is refundable upon completion of the tours. HNA Tourism Holdings Group Co., Ltd. (“HNA”) provided RMB 649 100 Advanced payment from banks represent cash received by the Group for promotional and marking campaigns. Banks participating in these campaigns would reimburse the Group for tours sold to their credit card holders at a specified discount. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes [Abstract] | |
Income Taxes | 13. Income Taxes The Company is registered in the Cayman Islands. The Company generates substantially all of its income (loss) from its PRC operations for the years ended December 31, 2014, 2015 and 2016. Cayman Islands (“Cayman”) Under the current laws of the Cayman Islands, the Company is not subject to tax on income or capital gain. Additionally, upon payments of dividends to shareholders, no Cayman Islands withholding tax will be imposed. Hong Kong Entities incorporated in Hong Kong are subject to Hong Kong profits tax at a rate of 16.5 PRC On March 16, 2007, the National People’s Congress of the PRC enacted an Enterprise Income Tax Law (“EIT Law”), under which Foreign Investment Enterprises (“FIEs”) and domestic companies would be subject to EIT at a uniform rate of 25 The EIT Law also provides that an enterprise established under the laws of a foreign country or region but whose “de facto management body” is located in the PRC be treated as a resident enterprise for PRC tax purposes and consequently be subject to the PRC income tax at the rate of 25 The EIT Law also imposes a withholding income tax of 10 5 25 Nanjing Tuniu obtained in 2010 its HNTE certificate with a valid period of 15 50 For Years Ended December 31, 2014 2015 2016 % % % PRC Statutory income tax rates 25.0 25.0 25.0 Change in valuation allowance (22.4) (22.5) (23.2) Permanent book tax difference (12.1) (0.1) 1.0 Difference in EIT rates of certain subsidiaries 0.0 (3.1) (2.0) Effect of tax holiday 9.5 0.7 (0.7) Total 0.0 0.0 0.1 For the Years Ended December 31, 2014 2015 2016 RMB RMB RMB US$ (Note 2(d)) Aggregate amount (42,567) (9,974) Basic net loss per share effect (0.40) (0.04) Diluted net loss per share effect (0.40) (0.04) As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) Non-current deferred tax assets: Accruals and others 21,765 112,946 16,268 Net operating loss carry forwards 459,109 944,772 136,076 Carryforwards of un-deducted advertising expenses 31 2,634 379 Allowance for doubtful accounts 7,730 1,113 Subtotal 480,905 1,068,082 153,836 Less: valuation allowance (480,905) (1,068,082) (153,836) Total non-current deferred tax assets, net Non-current deferred tax liabilities: Recognition of intangible assets arisen from business combination (24,415) (23,456) (3,378) Total non-current deferred tax assets, net (24,415) (23,456) (3,378) As of December 31, 2016, the Group had net operating loss carryforwards of RMB 3,779,088 65,684 A valuation allowance is provided against deferred tax assets when the Group determines that it is more likely than not that the deferred tax assets will not be utilized in the future. In making such determination, the Group evaluates a variety of factors including the Group’s operating history, accumulated deficit, existence of taxable temporary differences and reversal periods. As of December 31, 2015 and 2016, valuation allowances of RMB 480,905 1,068,082 For the Years Ended December 31, 2014 2015 2016 RMB RMB RMB US$ (Note 2(d)) Balance as the beginning of the year 46,121 150,817 480,905 69,265 Additions 112,421 332,086 596,944 85,978 Written off for expiration of net operating losses (1,998) (9,767) (1,407) Utilization of previously unrecognized tax losses and un-deductible advertising expenses (7,725) Balance as the end of the year 150,817 480,905 1,068,082 153,836 |
Redeemable noncontrolling inter
Redeemable noncontrolling interests | 12 Months Ended |
Dec. 31, 2016 | |
Noncontrolling Interest [Abstract] | |
Redeemable noncontrolling interests | 14. Redeemable noncontrolling interests In December 2016, the Group entered into an investment agreement with certain investors (“noncontrolling shareholders”) to establish a subsidiary. The noncontrolling shareholders contributed RMB 90,000 30 The Group recorded the noncontrolling interests as redeemable noncontrolling interests, outside of permanent equity in the Group’s consolidated balance sheets in accordance with ASC 480. The Group elects to use the effective interest method for the changes of redemption value over the period from the date of issuance to the earliest redemption date of the noncontrolling interests. The accretion, which increases the carrying value of the redeemable noncontrolling interests, is recorded against additional paid-in capital. As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) Balance as of January 1 Capital contribution from redeemable noncontrolling interests 90,000 12,963 Net losses attributable to redeemable noncontrolling interests (34) (5) Accretion on redeemable noncontrolling interests 106 15 Balance as of December 31 90,072 12,973 |
Ordinary Shares
Ordinary Shares | 12 Months Ended |
Dec. 31, 2016 | |
Ordinary Shares [Abstract] | |
Ordinary Shares | 15. Ordinary Shares On February 13, 2014, the Board has approved that all of the Company’s existing ordinary shares would be redesignated as Class B ordinary shares and all of the Company’s outstanding preferred shares would be redesignated or automatically converted into Class B ordinary shares immediately prior to the completion of the Company’s initial public offering (“IPO”). All options, regardless of grant dates, will entitle holders to the equivalent number of Class A ordinary shares once the vesting and exercising conditions on such share-based compensation awards are met. Holders of Class A ordinary shares will be entitled to one vote per share, while holders of Class B ordinary shares will be entitled to ten votes per share on all matters subject to shareholders’ vote. Each Class B ordinary share is convertible into one Class A ordinary share at any time by the holder. Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. Upon any transfer of Class B ordinary shares by a holder to any person or entity which is not an affiliate of such holder, such Class B ordinary shares will be automatically and immediately converted into the equivalent number of Class A ordinary shares. On May 9, 2014, concurrently with the completion of the Company’s IPO, the Company issued 5,000,000 1,666,666 5,000,000 On December 15, 2014, the Company entered into share subscription agreements with Unicorn Riches Limited, JD.com E-commerce (Investment) Hong Kong Corporation Limited, Ctrip Investment Holding Ltd. and the respective personal holding companies of the Group’s chief executive officer and chief operating officer, pursuant to which the Company issued 36,812,868 905,792 148 14,279 On May 8, 2015, the Company entered into share subscription agreements with Fabulous Jade Global Limited, Unicorn Riches Limited, Ctrip Investment Holding Ltd., Esta Investments Pte. Ltd., DCM Ventures China Turbo Fund, L.P. and DCM Ventures China Turbo Affiliates Fund, L.P., and Sequoia Capital 2010 CV Holdco, Ltd., pursuant to which the Company issued 93,750,000 400 2,445 3,104,457 660,215 1,078 On November 20, 2015, the Company entered into a share subscription agreement with HNA Tourism Holdings Group Co., Ltd. (“HNA”), pursuant to which the Company issued 90,909,091 3,279 500 |
Share-based Compensation Expens
Share-based Compensation Expenses | 12 Months Ended |
Dec. 31, 2016 | |
Share-based Compensation Expenses [Abstract] | |
Share-based Compensation Expenses | 16. Share-based Compensation Expenses The Company’s 2008 Incentive Compensation Plan (the “2008 Plan”) allows the plan administrator to grant share options and restricted shares to the Company’s employees, directors, and consultants, up to a maximum of 11,500,000 18,375,140 5,500,000 1 5 The share options granted under the 2008 plan have a contractual term of six ten four 36 Share-based compensation expense of RMB 39,173 65,143 92,419 Share options The following table summarizes the Company’s option activities: Weighted Weighted Number of Average Average Aggregate share Exercise Remaining Intrinsic options Price Contractual Life Value US$ In Years US$’000 Outstanding at January 1, 2016 30,081,811 2.94 7.01 71,711 Granted 8,203,575 2.58 Exercised (1,510,968) 0.51 Forfeited (1,813,853) 2.62 Modified (3,630,121) Outstanding at December 31, 2016 31,330,444 1.86 6.81 34,999 Vested and expected to vest at December 31, 2016 30,229,780 1.83 6.73 34,403 Exercisable at December 31, 2016 14,147,380 1.15 4.33 25,697 On May 15, 2014, the Company modified the exercise price of 576,000 5.00 3.00 1,698 On December 8, 2014, the Company extended the contract life of 2,159,812 six ten On March 4, 2016, the Company modified the exercise price of 14,478,293 3.09 23,197 3,341 On May 31, 2016, the Company modified the exercise price of 7,260,242 0.0001 3,630,121 The total intrinsic value of options exercised for the years ended December 31, 2014, 2015 and 2016 were RMB 68,094 150,325 26,587 3,829 The weighted-average grant date fair value for options granted during the years ended December 31, 2014, 2015 and 2016 was US$ 3.57 2.40 1.47 The total fair value of share options vested during the years ended December 31, 2014, 2015, and 2016 was RMB 23,849 50,089 67,727 9,755 The Company estimated the expected volatility at the date of grant date and each option valuation date based on the annualized standard deviation of the daily return embedded in historical share prices of comparable companies. Risk free interest rate was estimated based on the yield to maturity of US treasury bonds denominated in US$ at the option valuation date. The exercise multiple is estimated as the ratio of fair value of underlying shares over the exercise price as at the time the option is exercised, based on a consideration of research study regarding exercise pattern based on empirical studies on the actual exercise behavior of employees. The Company has never declared or paid any cash dividends on its capital stock, and the Company does not anticipate any dividend payments on its ordinary shares in the foreseeable future. Time to maturity is the contract life of the option, and estimated forfeiture rates are determined based on historical employee turnover rate. The grant date fair value of each option is calculated using a binomial option pricing model with the following assumptions: 2014 2015 2016 Expected volatility 50%-51.1 % 50.9%-51.7 % 55.86%-57.49 % Risk-free interest rate 1.99-2.6 % 2.09%-2.24 % 1.85%-2.4 % Exercise multiple 2.2-2.8 2.2-2.8 2.2-2.8 Expected dividend yield 0 % 0 % 0 % Time to maturity (in years) 6-10 10 10 Expected forfeiture rate (post-vesting) 0-20 % 0-20 % 0-20 % Fair value of the common share on the date of option grant US$3.33-6.98 US$4.21-5.26 US$2.68-2.97 As of December 31, 2016, there was RMB 239,158 2.85 Restricted shares The total intrinsic value of restricted shares vested for the years ended December 31, 2015 and 2016 were RMB 1,694 1,777 The fair value of restricted shares with service conditions or performance conditions is based on the fair market value of the underlying ordinary shares on the date of grant. The following table summarizes the Company’s restricted shares activity under the plans: Numbers of Weighted average restricted shares grant date fair value Outstanding as of January 1, 2016 227,808 4.00 Grant 255,000 2.80 Vested (79,806) 3.86 Outstanding as of December 31, 2016 403,002 3.27 Vested and expected to vest at December 31, 2016 403,002 3.27 As of December 31, 2016, there was RMB 8,610 3.00 |
Loss Per Share
Loss Per Share | 12 Months Ended |
Dec. 31, 2016 | |
Loss Per Share [Abstract] | |
Loss Per Share | 17. Loss Per Share The following table sets forth the computation of basic and diluted loss per share for the periods indicated: For the Years Ended December 31, 2014 2015 2016 RMB RMB RMB US$ (Note 2(d)) Numerator: Net loss attributable to Tuniu Corporation (447,858) (1,459,379) (2,427,091) (349,574) Accretion on redeemable noncontrolling interests (106) (15) Deemed dividends upon redesignation of Series D Preferred Shares (15,606) Numerator for basic and diluted net loss per share (463,464) (1,459,379) (2,427,197) (349,589) Denominator: Weighted average number of ordinary shares outstanding-basic and diluted 105,746,313 248,362,837 373,347,855 373,347,855 Loss per share-basic and diluted (4.38) (5.88) (6.50) (0.94) For the years ended December 31, 2014, 2015 and 2016, the Company had securities which could potentially dilute basic loss per share in the future, which were excluded from the computation of diluted loss per share as their effects would have been anti-dilutive. Such outstanding securities consist of the share options and restricted shares with the number of 21,445,228 30,309,619 31,733,446 |
Restricted Net Assets
Restricted Net Assets | 12 Months Ended |
Dec. 31, 2016 | |
Restricted Net Assets [Abstract] | |
Restricted Net Assets | 18. Restricted Net Assets Pursuant to laws applicable to entities incorporated in the PRC, the Group’s subsidiaries and Affiliated Entities in the PRC must make appropriations from after-tax profit to non-distributable reserve funds. These reserve funds include one or more of the following: (i) a general reserve, (ii) an enterprise expansion fund and (iii) a staff bonus and welfare fund. Subject to certain cumulative limits, the general reserve fund requires an annual appropriation of 10 50 3,500 78 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | 19. Commitments and Contingencies (a) Operating Lease Agreement The Group leases its offices under non-cancelable operating lease agreements. Certain of these arrangements contain free or escalating rent clauses. The Group recognizes rental expense under such arrangements on a straight-line basis over the lease term. Rental expenses amounting to RMB 15,969 36,445 86,830 As of December 31, 2016, future minimum commitments under non-cancelable agreements were as follows: Years Ending December 31, RMB US$ (Note 2(d)) 2017 67,381 9,705 2018 55,506 7,995 2019 42,934 6,184 2020 37,166 5,353 2021 and thereafter 15,609 2,248 Total 218,596 31,485 (b) Capital Commitments As of December 31, 2016, capital commitments relating to leasehold improvement and purchase of equipment were approximately RMB 9,741 (c) Contingencies From time to time, the Group is involved in claims and legal proceedings that arise in the ordinary course of business. Based on currently available information, management does not believe that the ultimate outcome of these unresolved matters, individually and in the aggregate, is likely to have a material adverse effect on the Group’s financial position, results of operations or cash flows. However, litigation is subject to inherent uncertainties and the Group’s view of these matters may change in the future. If an unfavorable outcome were to occur, there exists the possibility of a material adverse impact on the Group’s financial position and results of operations for the periods in which the unfavorable outcome occurs. (d) Other commitment Deposit or guarantees are required by the Group’s business partners for air ticketing and tourist attraction tickets. Letters of guarantee are issued by banks to the Group’s business partners with total amount of RMB 199 |
Related party transactions and
Related party transactions and balances | 12 Months Ended |
Dec. 31, 2016 | |
Related party transactions and balances [Abstract] | |
Related party transactions and balances | 20. Related party transactions and balances Parties are considered to be related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operational decisions. Parties are also considered to be related if they are subject to common control or common significant influence. Related parties may be individuals or corporate entities. The following entities are considered to be related parties to the Group: Name of related parties Relationship with the Group Ctrip Investment Holding Co., Ltd. (“Ctrip”) one board director of the Group JD.com, Inc. (“JD”) one board director of the Group HNA Tourism Holdings Group Co., Ltd. (“HNA”) two board directors of the Group a) Transactions with related parties: Ctrip purchased 5,000,000 3,731,034 15 3,750,000 20 The Group sells the packaged-tours through Ctrip’s online platform and the commission fees for Ctrip’s service were insignificant. Revenue from Ctrip consist of, commission fees for selling the hotel rooms and air tickets products through the Group’s online platform and packaged-tours sold to Ctrip, amounted of RMB 3.5 54.8 On May 8, 2015, the Company issued 65,625,000 250 660.2 On January 21, 2016, the Company issued 90,909,091 3,279 500 HNA agreed to provide the Group with access to its premium airlines and hotels resources at a preferential rate, under fair competition market rules, and the Group undertook to acquire no less than US$ 100 250.5 36.1 b) Balances with related parties: As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) Current: Due from Ctrip 59,142 30,668 4,417 Due from JD 862 3,374 486 Prepayment to HNA 356,288 51,316 Total 60,004 390,330 56,219 Non-current: Prepayment to HNA 64,902 9,348 Current: Due to Ctrip 28,669 32,526 4,685 Due to JD 93 Total 28,762 32,526 4,685 |
CONDENSED FINANCIAL INFORMATION
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY | 12 Months Ended |
Dec. 31, 2016 | |
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY [Abstract] | |
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY | FINANCIAL STATEMENTS SCHEDULE I TUNIU CORPORATION CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY CONDENSED BALANCE SHEETS (All amounts in thousands, except for share and per share data, or otherwise noted) As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) ASSETS Current assets Cash and cash equivalents 1,090,097 3,428 494 Amounts due from subsidiaries 3,468,022 7,436,798 1,071,122 Prepayments and other current assets 4,888 1,007 145 Total current assets 4,563,007 7,441,233 1,071,761 Intangible assets 607,669 475,626 68,504 Total assets 5,170,676 7,916,859 1,140,265 LIABILITIES AND EQUITY Current liabilities Accrued expenses and other current liabilities 664,420 8,662 1,248 Total current liabilities 664,420 8,662 1,248 Non-current liabilities Investments deficit in subsidiaries and VIE 1,185,106 3,426,261 493,484 Total non-current liabilities 1,185,106 3,426,261 493,484 Total liabilities 1,849,526 3,434,923 494,732 Equity Ordinary shares (US$0.0001 par value; 1,000,000,000 shares (including 780,000,000 Class A shares, 120,000,000 Class B shares and 100,000,000 shares to be designated by the Board of Directors) authorized as of December 31, 2015 and 2016; 286,970,892 shares (including 269,597,392 Class A shares and 17,373,500 Class B shares) and 379,470,757 shares (including 362,097,257 Class A shares and 17,373,500 Class B shares) issued and outstanding as of December 31, 2015 and 2016, respectively) 181 242 35 Less: Treasury stock (19,708) (2,839) Additional paid-in capital 5,482,367 8,855,991 1,275,528 Accumulated other comprehensive income 167,025 400,925 57,745 Accumulated deficit (2,328,423) (4,755,514) (684,936) Total Tuniu Corporation shareholders’ equity 3,321,150 4,481,936 645,533 Total liabilities and equity 5,170,676 7,916,859 1,140,265 FINANCIAL STATEMENTS SCHEDULE I TUNIU CORPORATION CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY CONDENSED STATEMENTS OF COMPREHENSIVE LOSS (All amounts in thousands, except for share and per share data, or otherwise noted) For the Years Ended December 31, 2014 2015 2016 RMB RMB RMB US$ (Note 2(d)) Operating expenses Research and product development Sales and marketing General and administrative (5,617) (19,016) (11,657) (1,679) Share of loss of subsidiaries and affiliated entities (446,159) (1,341,212) (2,250,534) (324,144) Other operating income 415 Total operating expenses (451,361) (1,360,228) (2,262,191) (325,823) Loss from operations (451,361) (1,360,228) (2,262,191) (325,823) Other income/(expenses) Interest income 6,619 19,183 1,418 204 Foreign exchange losses, net (3,116) (119,161) (167,405) (24,112) Other income, net 827 1,087 157 Loss before income tax expense (447,858) (1,459,379) (2,427,091) (349,574) Net loss (447,858) (1,459,379) (2,427,091) (349,574) Accretion on redeemable noncontrolling interests (106) (15) Deemed dividends to preferred shareholders (15,606) Net loss attributable to ordinary shareholders (463,464) (1,459,379) (2,427,197) (349,589) Net loss (447,858) (1,459,379) (2,427,091) (349,574) Other comprehensive income/( loss) Foreign currency translation adjustment, net of nil tax (1,358) 188,106 233,900 33,689 Comprehensive loss (449,216) (1,271,273) (2,193,191) (315,885) FINANCIAL STATEMENTS SCHEDULE I TUNIU CORPORATION CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY CONDENSED STATEMENTS OF CASH FLOWS (All amounts in thousands, except for share and per share data, or otherwise noted) For the Years Ended December 31, 2014 2015 2016 RMB RMB RMB US$ (Note 2(d)) Cash (used in) provided by operating activities 2,636 645,364 (661,029) (95,208) Cash used in investing activities (518,690) (3,434,719) (3,972,014) (572,089) Cash provided by financing activities 1,540,397 2,442,860 3,264,610 470,202 Effect of exchange rate changes on cash and cash equivalents (3,040) 113,312 281,764 40,582 Net increase /(decrease) in cash and cash equivalents 1,021,303 (233,183) (1,086,669) (156,513) Cash and cash equivalents at the beginning of year 301,977 1,323,280 1,090,097 157,007 Cash and cash equivalents at the end of year 1,323,280 1,090,097 3,428 494 Supplemental disclosure of non-cash investing and financing activities Deemed dividends to preferred shareholders 15,606 Accrued issuance cost related to private placement 14,076 Receivables related to exercise of stock option (1,020) (3,379) (163) (24) FINANCIAL STATEMENTS SCHEDULE I TUNIU CORPORATION CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY Note to Financial Statements Schedule I Schedule I has been provided pursuant to the requirements of Rule 12-04(a) and 5-04-(c) of Regulation S-X, which require condensed financial information as to the financial position, change in financial position and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented when the restricted net assets of consolidated subsidiaries exceed 25 percent of consolidated net assets as of the end of the most recently completed fiscal year. The condensed financial information has been prepared using the same accounting policies as set out in the accompanying consolidated financial statements except that the equity method has been used to account for investments in its subsidiaries and VIE. Such investments in subsidiaries are presented on the balance sheets as investment (income)/ deficit in subsidiaries and VIE and the loss of the subsidiaries is presented as share of loss of subsidiaries and VIE. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. The footnote disclosures contain supplemental information relating to the operations of the Company and, as such, these statements should be read in conjunction with the notes to the accompanying consolidated financial statements. As of December 31, 2016, the Company had no significant capital and other commitments, long-term obligations, or guarantee, except for those which have separately disclosed in the consolidated financial statements. |
Principal Accounting Policies (
Principal Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Principal Accounting Policies [Abstract] | |
Basis of Presentation | (a) Basis of Presentation The consolidated financial statements of the Group have been prepared in accordance with the accounting principles generally accepted in the United States of America (“U.S. GAAP”). |
Principles of Consolidation | (b) Principles of Consolidation The consolidated financial statements include the financial statements of the Company, its subsidiaries, the Affiliated Entities for which the Company is the primary beneficiary. Subsidiaries are those entities in which the Company, directly or indirectly, controls more than one half of the voting power, has the power to appoint or remove the majority of the members of the board of directors, or to cast a majority of votes at the meeting of board of directors, or has the power to govern the financial and operating policies of the investee under a statute or agreement among the shareholders or equity holders. A VIE is an entity in which the Company, or its subsidiary, through contractual arrangements, bears the risks of, and enjoys the rewards normally associated with, ownership of the entity, and therefore the Company or its subsidiary is the primary beneficiary of the entity. All significant transactions and balances among the Company, its subsidiaries and the Affiliated Entities have been eliminated upon consolidation. To comply with PRC laws and regulations that restrict foreign equity ownership of companies that operate internet content, travel agency and air-ticketing services, the Company operates its website and engaged in such restricted services through Nanjing Tuniu and its subsidiaries. Nanjing Tuniu’s equity interests are held by Dunde Yu, the Company’s Chief Executive Officer, Haifeng Yan, the Company’s Chief Operating Officer, and several other PRC citizens. On September 17, 2008, Beijing Tuniu, one of the Company’s wholly foreign owned subsidiaries, entered into a series of agreements with Nanjing Tuniu and its shareholders. Pursuant to these agreements, Beijing Tuniu has the ability to direct substantially all the activities of Nanjing Tuniu, and absorb substantially all of the risks and rewards of the Affiliated Entities. As a result, the Company is the primary beneficiary of Nanjing Tuniu, and has consolidated the Affiliated Entities. Contractual arrangements On September 17, 2008, Beijing Tuniu entered into a series of contractual agreements with Nanjing Tuniu and its shareholders. The following is a summary of the agreements which allow the Company to exercise effective control over Nanjing Tuniu: (1) Purchase Option Agreement. Under the purchase option agreement entered between Beijing Tuniu and the shareholders of Nanjing Tuniu on September 17, 2008, Beijing Tuniu has the irrevocable exclusive right to purchase, or have its designated person or persons to purchase all or part of the shareholders’ equity interests in Nanjing Tuniu at RMB 1,800 2,430 10 (2) Equity Interest Pledge Agreement. Under the equity interest pledge agreement entered between Beijing Tuniu and the shareholders of Nanjing Tuniu on September 17, 2008, the shareholders pledged all of their equity interests in Nanjing Tuniu to guarantee their performance of their obligations under the purchase option agreement. If the shareholders of Nanjing Tuniu breach their contractual obligations under the purchase option agreement, Beijing Tuniu, as the pledgee, will have the right to either conclude an agreement with the pledgor to obtain the pledged equity or seek payments from the proceeds of the auction or sell-off of the pledged equity to any person pursuant to the PRC law. The shareholders of Nanjing Tuniu agreed that they will not dispose of the pledged equity interests or create or allow any encumbrance on the pledged equity interests. During the equity pledge period, Beijing Tuniu is entitled to all dividends and other distributions made by Nanjing Tuniu. The equity interest pledge agreement remains effective until the shareholders of Nanjing Tuniu discharge all their obligations under the purchase option agreement, or Beijing Tuniu enforces the equity interest pledge, whichever is earlier. (3) Shareholders’ Voting Rights Agreement. Under the shareholders’ voting rights agreement entered between Beijing Tuniu and the shareholders of Nanjing Tuniu on September 17, 2008, each of the shareholders of Nanjing Tuniu appointed Beijing Tuniu’s designated person as their attorney-in-fact to exercise all of their voting and related rights with respect to their equity interests in Nanjing Tuniu, including attending shareholders’ meetings, voting on all matters of Nanjing Tuniu, nominating and appointing directors, convene extraordinary shareholders’ meetings, and other voting rights pursuant to the then effective articles of association. The shareholders’ voting rights agreement will remain in force for an unlimited term, unless all the parties to the agreement mutually agree to terminate the agreement in writing or cease to be shareholders of Nanjing Tuniu. (4) Irrevocable Powers of Attorney. Under the powers of attorney issued by the shareholders of Nanjing Tuniu on September 17, 2008, the shareholders of Nanjing Tuniu each irrevocably appointed Mr. Tao Jiang, a person designated by Beijing Tuniu, as the attorney-in-fact to exercise all of their voting and related rights with respect to their equity interests in Nanjing Tuniu. Each power of attorney will remain in force until the shareholders’ voting rights agreement expires or is terminated. On January 24, 2014, the shareholders of Nanjing Tuniu issued powers of attorney to irrevocably appoint Beijing Tuniu as the attorney-in-fact to exercise all of their voting and related rights with respect to their equity interests in Nanjing Tuniu. These powers of attorney replaced the powers of attorney previously granted to Mr. Tao Jiang on September 17, 2008. (5) Cooperation Agreement. Under the cooperation agreement entered between Beijing Tuniu and Nanjing Tuniu, Beijing Tuniu has the exclusive right to provide Nanjing Tuniu technology consulting and services related to Nanjing Tuniu’s operations, which require certain licenses. Beijing Tuniu owns the exclusive intellectual property rights created as a result of the performance of this agreement. Nanjing Tuniu agrees to pay Beijing Tuniu a monthly service fee for services performed, and the monthly service fee shall not be lower than 100 three In the years ended December 31, 2014, 2015 and 2016, the Company and its subsidiaries received service fees of RMB 20,535 42,367 109,572 Risks in relation to the VIE structure The Group believes that each of the agreements and the powers of attorney under the contractual arrangements among Beijing Tuniu, Nanjing Tuniu and its shareholders is valid, binding and enforceable, and does not and will not result in any violation of PRC laws or regulations currently in effect. The legal opinion of Fangda Partners, which was the Company’s PRC legal counsel, also supports this conclusion. The shareholders of Nanjing Tuniu are also shareholders, nominees of shareholders, or designated representatives of shareholders of the Company and therefore have no current interest in seeking to act contrary to the contractual arrangements. However, uncertainties in the PRC legal system could limit the Company’s ability to enforce these contractual arrangements and if the shareholders of Nanjing Tuniu were to reduce their interest in the Company, their interests may diverge from that of the Company and that may potentially increase the risk that they would seek to act contrary to the contractual terms. The Company’s ability to control Nanjing Tuniu also depends on the power of attorney Beijing Tuniu has to vote on all matters requiring shareholder approval in Nanjing Tuniu. As noted above, the Company believes this power of attorney is legally enforceable but it may not be as effective as direct equity ownership. In addition, if the legal structure and contractual arrangements were found to be in violation of any existing PRC laws and regulations, the PRC government could: · levying fines or confiscate the Group’s income; · revoke the Group’s business or operating licenses; · require the Group to discontinue, restrict or restructure its operations; · shut down the Group’s servers or block the Group’s websites and mobile platform; · restrict or prohibit the use of the Group’s financing proceeds to finance its business and operations in China; or · take other regulatory or enforcement actions against the Group that could be harmful to the Group’s business The imposition of any of these penalties may result in a material and adverse effect on the Group’s ability to conduct the Group’s business. In addition, the imposition of any of these penalties may cause the Group to lose the right to direct the activities of Nanjing Tuniu (through its equity interest in its subsidiaries) or the right to receive economic benefits from the Affiliated Entities. Therefore, a risk exists in that the Group would no longer be able to consolidate Nanjing Tuniu and its subsidiaries. On February 19, 2015, the PRC Ministry of Commerce (“MOFCOM”) published the draft Foreign Investment Law. If enacted as proposed, the Foreign Investment Law may cause the Group’s VIE to be deemed as entities with foreign investment and as a result the Group’s VIE and subsidiaries in which the VIE has direct or indirect equity ownership could become explicitly subject to the current restrictions on foreign investment that engaged in an industry on the negative list. If the enacted version of the foreign investment Law and the final negative list mandate further actions, such as MOFCOM market entry clearance or certain restructuring of corporate structure and operations to be completed by companies with existing VIE structure similar to the one described above, the Group will face substantial uncertainties as to whether these actions can be timely completed, or at all. As a result, the Group’s operating result and financial condition may be adversely affected. Summary financial information of the Affiliated Entities in the consolidated financial statements As of December 31, 2016, the aggregate accumulated deficit of the Affiliated Entities was RMB 3,402 As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) ASSETS Current assets Cash and cash equivalents 376,883 206,917 29,802 Restricted cash 138,997 123,748 17,823 Short-term investments 499,402 323,393 46,578 Accounts receivable, net 116,669 162,840 23,454 Intercompany receivables 130,945 7,039 1,014 Prepayments and other current assets 989,058 1,223,887 176,277 Yield enhancement products and accrued interest 413,861 449,528 64,745 Total current assets 2,665,815 2,497,352 359,693 Non-current assets Long-term investments 75,000 10,802 Property and equipment, net 72,582 95,433 13,745 Intangible assets, net 100,125 100,286 14,444 Goodwill 136,569 137,074 19,743 Yield enhancement products over one year and accrued interest 300,267 562,643 81,037 Other non-current assets 23,136 35,551 5,121 Total non-current assets 632,679 1,005,987 144,892 Total assets 3,298,494 3,503,339 504,585 LIABILITIES Current liabilities Accounts payable 1,036,226 796,420 114,708 Salary and welfare payable 123,071 167,747 24,161 Taxes payable 6,668 8,206 1,182 Advances from customers 1,223,313 1,940,831 279,538 Intercompany payable 1,263,100 2,528,229 364,141 Accrued expenses and other current liabilities 347,375 557,226 80,257 Amount due to the individual investors of yield enhancement products 589,151 871,914 125,582 Total current liabilities 4,588,904 6,870,573 989,569 Non-current liabilities 39,750 31,460 4,531 Total liabilities 4,628,654 6,902,033 994,100 For the Years Ended December 31, 2014 2015 2016 RMB RMB RMB US$ (Note 2(d)) Net revenues 3,736,473 7,755,914 10,579,601 1,523,780 Net loss (128,299) (1,051,691) (2,054,471) (295,905) Net cash used in operating activities (51,446) (87,299) (972,677) (140,095) Net cash provided by/(used in) investing activities 72,161 (1,374,894) (193,029) (27,802) Net cash provided by financing activities 700 1,736,720 995,740 143,416 There were no pledges or collateralization of the Affiliated Entities’ assets. Currently there is no contractual arrangement that could require the Company to provide additional financial support to the Affiliated Entities. As the Company is conducting its business mainly through the Affiliated Entities, the Company may provide such support on a discretionary basis in the future, which could expose the Company to a loss. Under the contractual arrangements with Nanjing Tuniu and through its equity interest in its subsidiaries, the Group has the power to direct the activities of the Affiliated Entities and direct the transfer of assets out of the Affiliated Entities. As the consolidated Affiliated Entities are each incorporated as a limited liability company under the PRC Company Law, the creditors do not have recourse to the general credit of the Company for all of the liabilities of the consolidated Affiliated Entities. |
Liquidity | Liquidity The Group’s consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and liquidation of liabilities during the normal course of operations. The Group incurred net losses of approximately RMB 447,858 1,459,379 2,427,091 271,102 514,735 2,257,482 |
Use of Estimates | (c) Use of Estimates The preparation of the Group’s consolidated financial statements in conformity with the U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities. Actual results could differ materially from those estimates. Significant accounting estimates reflected in the Group’s consolidated financial statements mainly include revenue recognition, recoverability of receivables, estimating useful lives and impairment for property and equipment and intangible assets, impairment for goodwill, the purchase price allocation in relation to business combination, fair value of contingent considerations with respect to business combinations, losses due to committed tour reservations, the valuation allowance for deferred tax assets, the determination of uncertain tax positions. |
Functional Currency and Foreign Currency Translation | The Group uses Renminbi (“RMB”) as its reporting currency. The functional currency of the Company and its subsidiaries incorporated outside of PRC is the United States dollar (“US$”), while the functional currency of the PRC entities in the Group is RMB as determined based on ASC 830, Foreign Currency Matters. Transactions denominated in other than the functional currencies are re-measured into the functional currency of the entity at the exchange rates prevailing on the transaction dates. Foreign currency denominated financial assets and liabilities are re-measured at the balance sheet date exchange rate. The resulting exchange differences are included in the consolidated statements of comprehensive loss as foreign exchange gains / losses. When preparing the consolidated financial statements presented in RMB, assets and liabilities of the Company and its subsidiaries incorporated outside of PRC are translated into RMB at fiscal year-end exchange rates, and equity accounts are translated into RMB at historical exchange rates. Income and expense items are translated at average exchange rates prevailing during the respective fiscal years. Translation adjustments arising from these are reported as foreign currency translation adjustments and are shown as a component of accumulated other comprehensive income or loss in the consolidated statement of changes in shareholders’ equity/ (deficit). The unaudited United States dollar amounts disclosed in the accompanying financial statements are presented solely for the convenience of the readers. Translations of amounts from RMB into US$ for the convenience of the reader were calculated at the rate of US$1.00 = RMB 6.9430 |
Fair Value Measurement | (e) Fair Value Measurement The Group defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Group considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability. The established fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs may be used to measure fair value include: Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. The Group’s financial instruments include cash and cash equivalents, restricted cash, short-term investments, accounts receivable, accounts payable, amounts due from and due to related parties, balance in relation to yield enhancement products, and certain accrued liabilities and other current liabilities. The carrying values of these financial instruments approximated their fair values due to the short-term maturity of these instruments. |
Cash and Cash Equivalents | (f) Cash and Cash Equivalents Cash and cash equivalents represent cash on hand and demand deposits placed with banks, other financial institutions and Alipay, a third party payment processor, which are unrestricted as to withdrawal or use. |
Restricted Cash | (g) Restricted Cash Restricted cash represents cash that cannot be withdrawn without the permission of third parties. The Group’s restricted cash mainly represents (i) cash deposits required by tourism administration departments as a pledge to secure travelers’ rights and interests, (ii) cash deposits required by China Insurance Regulatory Commission for engaging in insurance agency or brokering activities, (iii) the deposits held in designated bank accounts for issuance of bank acceptance notes and letter of guarantee, and required by the Group’s business partners. |
Short-term Investments | (h) Short-term Investments Short-term investments are comprised of investments in financial products issued by banks or other financial institutions, which contain a fixed or variable interest rate and with original maturities between three months and one year. Such investments are generally not permitted to be redeemed early or are subject to penalties for redemption prior to maturity. Given the short-term nature, the carrying value of short-term investments approximates their fair value. There was no other-than-temporary impairment of short-term investments for the years ended December 31, 2014, 2015 and 2016. |
Accounts Receivable, net | (i) Accounts Receivable, net The Group’s accounts receivable mainly consist of amounts due from the corporate customers, travel agents, insurance companies and travel boards or bureaus, which are carried at the original invoice amount less an allowance for doubtful accounts. The Group reviews accounts receivable on a periodic basis and makes allowances when there is doubt as to the collectability of individual balances. The Group evaluates the collectability of accounts receivable considering many factors including reviewing accounts receivable balances, historical bad debt rates, payment patterns, counterparties’ credit worthiness and financial conditions, and industry trend analysis. The Group recognized allowance for doubtful accounts of nil, nil and RMB 5,297 |
Long-term investments | Long-term investments include cost-method investments and equity-method investments. The Group accounts for the investment in a private entity of which the Group owns less than 20% of the voting securities and does not have the ability to exercise significant influence over operating and financial policies of the entity as cost-method investment. The Group’s cost-method investment is carried at historical cost in its consolidated financial statements and measured at fair value on a nonrecurring basis when there are events or changes in circumstances that may have a significant adverse effect. An impairment loss is recognized in the consolidated statements of comprehensive loss equal to the excess of the investment's cost over its fair value when the impairment is deemed other-than-temporary. The Group accounts for the investments in entities with significant influence under equity-method accounting. Under this method, the Group’s pro rata share of income (loss) from an investment is recognized in the consolidated statements of comprehensive loss. Dividends received reduce the carrying amount of the investment. Equity-method investment is reviewed for impairment by assessing if the decline in fair value of the investment below the carrying value is other-than-temporary. In making this determination, factors are evaluated in determining whether a loss in value should be recognized. These include consideration of the intent and ability of the Group to hold investment and the ability of the investee to sustain an earnings capacity, justifying the carrying amount of the investment. Impairment losses are recognized when a decline in value is deemed to be other-than-temporary. No event had occurred that indicated that an other-than-temporary impairment existed and therefore the Group did not record any impairment charges for its investments during the year ended December 31, 2016. |
Property and Equipment | Property and equipment are stated at cost less accumulated depreciation and impairment if applicable. Property and equipment are depreciated over the estimated useful lives on a straight-line basis. Category Estimated useful life Computers and equipment 3 years Buildings 16 20 Furniture and fixtures 3 5 Vehicles 3 5 Software 5 Leasehold improvements Over the shorter of the lease term or the estimated useful life of the asset ranging from 1 9 Construction in progress represents leasehold improvements under construction or being installed and is stated at cost. Cost comprises original cost of property and equipment, installation, construction and other direct costs. Construction in progress is transferred to leasehold improvements and depreciation commences when the asset is ready for its intended use. Gain or loss on the disposal of property and equipment is the difference between the net sales proceeds and the carrying amount of the relevant assets and is recognized in the consolidated statements of comprehensive loss. |
Capitalized Software Development Cost | (l) Capitalized Software Development Cost The Group has capitalized certain direct development costs associated with internal-used software in accordance with ASC 350-40, Internal-use software, which requires the capitalization of costs relating to certain activities of developing internal-use software that occur during the application development stage. Costs capitalized mainly include payroll and payroll-related costs for employees who devoted time to the internal-use software projects during the application development stage. Capitalized internal-use software costs are stated at cost less accumulated amortization and the amount is included in “property and equipment, net” on the consolidated balance sheets, with an estimated useful life of five years. Software development cost capitalized amounted to RMB 6,837 7,572 8,516 727 2,212 3,768 17,124 |
Business combination | (m) Business combination U.S. GAAP requires that all business combinations not involving entities or businesses under common control be accounted for under the purchase method. The Group has adopted ASC 805 “Business Combinations”, and the cost of an acquisition is measured as the aggregate of the fair values at the date of exchange of the assets given, liabilities incurred and equity instruments issued. The transaction costs directly attributable to the acquisition are expensed as incurred. Identifiable assets, liabilities and contingent liabilities acquired or assumed are measured separately at their fair value as of the acquisition date, irrespective of the extent of any noncontrolling interests. The excess of the (i) the total of cost of acquisition, fair value of the noncontrolling interests and acquisition date fair value of any previously held equity interest in the acquiree over (ii) the fair value of the identifiable net assets of the acquiree is recorded as goodwill. If the cost of acquisition is less than the fair value of the net assets of the subsidiary acquired, the difference is recognized directly in the consolidated statements of operations and comprehensive income. The determination and allocation of fair values to the identifiable assets acquired and liabilities assumed is based on various assumptions and valuation methodologies requiring considerable management judgment. The most significant variables in these valuations are discount rates, the number of years on which to base the cash flow projections, as well as the assumptions and estimates used to forecast the future cash inflows and outflows. Management determines discount rates to be used based on the risk inherent in the related activity’s current business model and industry comparisons. Terminal values are based on the expected life of products and forecasted life cycle and forecasted cash flows over that period. Although management believes that the assumptions applied in the determination are reasonable based on information available at the date of acquisition, actual results may differ from the forecasted amounts and the difference could be material. The Group recognized adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. A noncontrolling interest is recognized to reflect the portion of a subsidiary’s equity which is not attributable, directly or indirectly, to the Group. Consolidated net income (loss) on the consolidated statements of comprehensive income (loss) includes the net income (loss) attributable to noncontrolling interests when applicable. The cumulative results of operations attributable to noncontrolling interests are also recorded as noncontrolling interests in the Group’s consolidated balance sheets. Cash flows related to transactions with noncontrolling interests are presented under financing activities in the consolidated statements of cash flows when applicable. |
Intangible Assets | (n) Intangible Assets Intangible assets purchased are recognized and measured at cost upon acquisition and intangible assets arising from acquisitions of subsidiaries are recognized and measured at fair value upon acquisition. The Company’s purchased intangible assets include computer software, which are amortized on a straight-line basis over their estimated useful lives 3 3.5 20 |
Goodwill | (o) Goodwill Goodwill represents the excess of the purchase price over the fair value of identifiable assets and liabilities acquired in business combinations. Goodwill is not amortized, but tested for impairment annually or more frequently if events or changes in circumstances indicate that it might be impaired. The Group adopted Accounting Standards Update (“ASU”) 2011-08, IntangiblesGoodwill and Other No impairment loss was recognized for the year ended December 31, 2015 and 2016. |
Impairment of long-lived assets | (p) Impairment of long-lived assets The Group evaluates its long-lived assets and finite lived intangibles for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. When these events occur, the Group measures impairment by comparing the carrying amount of the assets to future undiscounted net cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flows is less than the carrying amount of the assets, the Group recognizes an impairment loss equal to the difference between the carrying amount and fair value of these assets. No impairment of long-lived assets was recognized during the years ended December 31, 2014, 2015 and 2016. |
Advances from Customers | (q) Advances from Customers Customers pay in advance to purchase travel services. Cash proceeds received from customers are initially recorded as advances from customers and are recognized as revenues when revenue recognition criteria are met. |
Revenue Recognition | (r) Revenue Recognition The Group’s revenue is primarily derived from sales of organized tours and self-guided tours, and other service fees. Revenue is recognized when the following criteria are met: persuasive evidence of an arrangement exists, the sales price is fixed or determinable, service has been provided, and collectability is reasonably assured in accordance with ASC 605, Revenue Recognition Organized tours: Substantially all of revenue from organized tours is recognized on a gross basis, as the Group is the primary obligor in the arrangement and bears the risks and rewards, including the customer’s acceptance of services delivered. Such commitments are made in the contract the Group enters with its customers. Even though the Group does not generally assume the substantive inventory risk before customers place an order, the Group is the party retained by and paid by its customers, and the Group is responsible for (and solely authorized to) refunding customers their payments in situations of customer disputes. Further, the Group independently selects travel service suppliers, and determines the prices charged to customers and paid to its travel suppliers. Revenue from organized tours is recognized when the tours end as service rendering is only considered completed upon conclusion of the entire organized tour. Self-guided tours: Revenue from self-guided tours is recognized on a net basis, representing the difference between what the Group receives from its customers and the amounts due to its travel suppliers. In the self-guided tour arrangements, the Group generally does not assume substantive inventory risk, has limited involvement in determining the service, and provides limited additional services to customers. Suppliers are responsible for all aspects of providing the air transportation and hotel accommodation, and other travel-related services. As such, the Group concludes that it is an agent for the travel service providers in these transactions and revenues are reported on a net basis. Revenue from self-guided tours is recognized when the tours end as commissions are not earned until this time according to the contractual arrangements the Group entered into with its travel suppliers. Other revenues : Other revenues primarily comprise revenues generated from service fees received from insurance companies, other travel-related services, such as sales of tourist attraction tickets and visa processing services, fees for advertising services that the Group provides primarily to domestic and foreign tourism boards and bureaus, commission fees for hotel reservation and air-ticketing, service fees for financial services and interest income for yield enhancement products. Revenue is recognized when the services are rendered or when the tickets are issued. The Group does not recognize revenue if customer refunds are warranted due to customer satisfaction issues or other reasons, which is generally known at the end of each tour when revenues are recognized. In the event of tour cancellation by customers, the liability associated with prepayments received from customers remains on the Group’s consolidated balance sheets until refunds are issued. The Group commenced the financial business in 2015. Certain domestic financial assets exchanges (the "Exchange") and trust companies offered the yield enhancement products through the Group’s online platform and the Group charged these companies for the commission fees which were recorded as other revenue upon the delivery of service. The commission revenue were insignificant for the year ended December 31, 2015. Further, in certain cases, the Group purchased the yield enhancement products with maturities ranged from three months to two years from the Exchanges and trust companies and split all of the products into smaller amount yield enhancement products with lower yield rate and shorter maturities within one year, which were offered to the individual investors through the Group’s online platform. The split of the products were arranged by Exchanges started from March 2016. As of December 31, 2015 and 2016, RMB 413,861 449,528 300,267 562,643 8,740 78,666 589,151 871,914 . The interest cost of RMB 8,082 59,709 Customer incentives From time to time customers are offered coupons, travel vouchers, membership points, or cash rewards as customer incentives. The Group accounts for these customer incentives in accordance with ASC 605-50, Customer Payments and Incentives For membership points earned by customers as part of the customer reward program which provides travel awards upon point redemption, the Group estimates the incremental costs associated with the Group’s future obligation to its customers, and records them as sales and marketing expense in the consolidated statements of comprehensive loss. Unredeemed membership points are recorded in other current liabilities in the consolidated balance sheets. Cash rewards earned by customers are recorded as a reduction to revenue, with corresponding unclaimed amount recorded in other current liabilities. The Group estimate liabilities under the customer loyalty program based on accumulated membership points and cash rewards, and the estimate of probability of redemption in accordance with the historical redemption pattern. The actual expenditure may differ from the estimated liability recorded. Prior to April 2015, the Group recorded estimated liabilities for all points earned by customers as the Group did not have sufficient historical information to determine point forfeitures or breakage. The Group, with accumulated knowledge on membership points and cash rewards redemption and expiration, began to apply historical redemption rates in estimating the costs of points earned from May 2015 onwards. As of December 31, 2015 and 2016, liabilities recorded related to membership points and cash rewards are RMB 34,633 46,594 Business and related taxes, and value-added tax The Group is mainly subject to business and related taxes on services provided in the PRC at applicable rates before May 1, 2016, which are deducted from revenues to arrive at net revenue. On May 1, 2016, the transition from the imposition of PRC business tax to the imposition of value-added tax (“VAT”) was expanded to all industries in China. The Group’s business is subject to VAT since that date, and are permitted to offset input VAT supported by valid VAT invoices received from vendors against their VAT liability. VAT on the invoiced amount collected by the Group on behalf of tax authorities in respect of services provided, net of VAT paid for purchases, is recorded as a liability until it is paid to the tax authorities. |
Cost of Revenues | (s) Cost of Revenues Cost of revenues mainly consists of costs to suppliers of organized tours, and salaries and other compensation-related expenses related to the Group’s tour advisors, customer services representatives, and other personnel related to tour transactions, and other expenses directly attributable to the Group’s principal operations, primarily including payment processing fees, telecommunication expenses, rental expenses, depreciation expenses and interest expenses for yield enhancement products. Committed tour reservations In order to secure availabilities of tours during peak seasons such as holiday periods, the Group may enter into certain contractual commitments with suppliers to reserve tours for selected destinations. The Group is required to pay a deposit to ensure tour availabilities, and such prepayment is record in prepayments and other current assets on the consolidated balance sheets. Some of these contractual commitments are non-cancellable, and to the extent the reserved tours are not sold to customers, the Group would be liable to pay suppliers a pre-defined or negotiated penalty, thereby assuming inventory risks. Management estimates losses of the committed tour reservations on a periodic basis based on contractual terms and historical experience, and record such losses in the period the loss is considered probable. For the years ended December 31, 2014, 2015 and 2016, losses recorded in “cost of revenues” in the consolidated statements of comprehensive loss amounted to RMB 4,134 17,780 45,494 |
Advertising Expenses | (t) Advertising Expenses Advertising expenses, which primarily consist of online marketing expense and brand marketing expenses through various forms of media, are recorded in sales and marketing expenses as incurred. Advertising expenses were RMB 379,205 899,015 1,270,598 |
Research and Product Development Expenses | (u) Research and Product Development Expenses Research and product development expenses include salaries and other compensation-related expenses to the Group’s research and product development personnel, as well as office rental, depreciation and related expenses and travel-related expenses for the Group’s research and product development team. The Group recognizes software development costs in accordance with ASC 350-40 “Softwareinternal use software”. The Group expenses all costs that are incurred in connection with the planning and implementation phases of development, and costs that are associated with repair or maintenance of the existing websites or software for internal use. Certain costs associated with developing internal-use software are capitalized when such costs are incurred within the application development stage of software development (see Note 2(l)). |
Leases | (v) Leases A lease for which substantially all the benefits and risks incidental to ownership remain with the lessor is classified as an operating lease. All leases of the Group are currently classified as operating leases. When a lease contains rent holidays or requires fixed escalations of the minimum lease payments, the Group records the total rental expense on a straight-line basis over the lease term and the difference between the straight-line rental expense and cash payment under the lease is recorded as deferred rent liabilities. As of December 31, 2015 and 2016, deferred rent of RMB 16,741 10,674 18,035 13,791 |
Share-based Compensation | (w) Share-based Compensation The Company applies ASC 718, “Compensation Stock Compensation” to account for its share-based compensation program. In accordance with the guidance, the Company determines whether a share-based award should be classified and accounted for as a liability award or equity award. All grants of share-based awards to employees classified as equity awards are recognized in the financial statements based on their grant date fair values which are calculated using the binominal option pricing model. Share-based compensation expenses are recorded net of an estimated forfeiture rate over the service period using the straight-line method. The modifications of the terms or conditions of the shared-based award are treated as an exchange of the original award for a new award. The incremental compensation expense is equal to the excess of the fair value of the modified award immediately after the modification over the fair value of the original award immediately before the modification. For options already vested as of the modification date, the Company immediately recognized the incremental value as compensation expenses. For options still unvested as of the modification date, the incremental compensation expenses are recognized over the remaining service period of these options. The Company’s 2008 Incentive Compensation Plan allows the plan administrator to grant options and restricted shares to the Company’s employees, directors, and consultants. The plan administrator is the Company’s board of directors or a committee appointed and determined by the board. The board may also authorize one or more officers of the Company to grant awards under the plan. Under the 2008 Incentive Compensation Plan, options granted to employees vest upon satisfaction of a service condition, which is generally satisfied over four years. Additionally, the incentive plan provides an exercisability clause where employees can only exercise vested options upon the occurrence of the following events: (i) after the Company’s ordinary shares has become a listed security, (ii) in connection with or after a triggering event (defined as a sale, transfer, or disposition of all or substantially all of the Company’s assets, or a merger, consolidation, or other business combination transaction), or (iii) if the employee obtains all necessary governmental approvals and consents required. Options for which the service condition has been satisfied are forfeited should employment terminate three months prior to the occurrence of an exercisable event, which substantially creates a performance condition. This performance condition was met upon completion of the Company’s initial public offering, and the associated share-based compensation expense for awards vested as of that date were recognized on May 9, 2014. In April 2014, the Company adopted the 2014 Share Incentive Plan, which contains no such exercisability clause. For detail of the 2014 Share Incentive Plan, please refer to Note 16 of the consolidated financial statements. The Group recognized share-based compensation expense of RMB39,173, RMB65,143 and RMB92,419 for the years ended December 31, 2014, 2015 and 2016, respectively, which was classified as follows: For the Years Ended December 31, 2014 2015 2016 RMB RMB RMB US$ (Note 2(d)) Cost of revenue 800 784 891 128 Research and product development 1,972 3,538 5,702 821 Sales and marketing 857 1,136 1,390 200 General and administrative 35,544 59,685 84,436 12,161 Total 39,173 65,143 92,419 13,310 |
Income Taxes | (x) Income Taxes Current income taxes are provided on the basis of net income for financial reporting purposes, adjusted for income and expense items which are not assessable or deductible for income tax purposes, in accordance with the regulations of the relevant tax jurisdictions. Deferred income taxes are provided using the liability method. Under this method, deferred income taxes are recognized for the tax consequences of temporary differences by applying enacted statutory rates applicable to future years to differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities. The tax base of an asset or liability is the amount attributed to that asset or liability for tax purposes. The effect on deferred taxes of a change in tax rates is recognized in the interim condensed consolidated statements of comprehensive loss in the period of change. A valuation allowance is provided to reduce the amount of deferred tax assets if it is considered more likely than not that some portion of, or all of the deferred tax assets will not be realized. Uncertain tax positions The guidance in ASC 740 prescribes a more likely than not threshold for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The guidance also provides for the derecognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, accounting for interest and penalties associated with tax positions, accounting for income taxes in interim periods, and income tax disclosures. Significant judgment is required in evaluating the Group’s uncertain tax positions and determining its provision for income taxes. As of December 31, 2015 and 2016, the Group did not have any significant unrecognized uncertain tax positions or any interest or penalties associated with tax positions. In order to assess uncertain tax positions, the Group applies a more likely than not threshold and a two-step approach for the tax position measurement and financial statement recognition. Under the two-step approach, the first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon settlement. |
Employee Benefits | (y) Employee Benefits Full-time employees of the Group in the PRC are entitled to welfare benefits including pension, work-related injury benefits, maternity insurance, medical insurance, unemployment benefit and housing fund plans through a PRC government-mandated defined contribution plan. Chinese labor regulations require that the Group makes contributions to the government for these benefits based on certain percentages of employees’ salaries, up to a maximum amount specified by the local government. The Group has no legal obligation for the benefits beyond the contributions. The Group recorded employee benefit expenses of RMB 50,617 131,291 256,801 |
Government Subsidies | (z) Government Subsidies Government subsidies are cash subsidies received by the Group’s entities in the PRC from provincial and local government authorities. The government subsidies are granted from time to time at the discretion of the relevant government authorities. These subsidies are granted for general corporate purposes and to support the Group’s ongoing operations in the region. Cash subsidies are recorded in other operating income on the consolidated statements of comprehensive loss when received and when all conditions for their receipt have been satisfied. The Group recognized government subsidies of RMB 6,902 12,175 21,098 |
Earnings (Loss) Per Share | (aa) Earnings (Loss) Per Share Basic earnings (loss) per share is computed by dividing net income (loss) attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period using the two-class method. Under the two-class method, net income is allocated between ordinary shares and other participating securities based on their participating rights. Net loss is not allocated to other participating securities if based on their contractual terms they are not obligated to share in the losses. Accretion of the redeemable noncontrolling interests is deducted from the net income (loss) to arrive at net income (loss) attributable to the Company’s ordinary shareholders. Diluted earnings (loss) per share is calculated by dividing net income (loss) attributable to ordinary shareholders by the weighted average number of ordinary and dilutive ordinary equivalent shares outstanding during the period. Ordinary equivalent shares consist of shares issuable upon the conversion of the preferred shares using the if-converted method, and shares issuable upon the exercise of share options using the treasury stock method. Ordinary equivalent shares are not included in the denominator of the diluted loss per share calculation when inclusion of such shares would be anti-dilutive. The preferred shares have been converted into ordinary shares upon the completion of the Group’s initial public offering (“IPO”) in May 2014. Except for voting rights, Class A and Class B shares have all the same rights and therefore the Group has elected not to use the two-class method. |
Comprehensive Income (Loss) | (ab) Comprehensive Income (Loss) Comprehensive income (loss) is defined as the change in equity of the Group during a period arising from transactions and other events and circumstances excluding transactions resulting from investments by shareholders and distributions to shareholders. Comprehensive income or loss is reported in the consolidated statements of comprehensive loss. Accumulated other comprehensive income (loss), as presented on the accompanying consolidated balance sheets, consists of accumulated foreign currency translation adjustments. |
Treasury stock | (ac) Treasury stock On August 23, 2016, the Company’s board of directors authorized a share repurchase program under which the Company may repurchase up to US$ 150 |
Segment Reporting | (ad) Segment Reporting In accordance with ASC 280, Segment Reporting, the Group’s chief operating decision maker, the Chief Executive Officer, reviews the consolidated results when making decisions about allocating resources and assessing performance of the Group as a whole and hence, the Group has only one reportable segment. The Group does not distinguish between markets or segments for the purpose of internal reporting. The Group’s long-lived assets are substantially all located in the PRC and substantially all the Group’s revenues are derived from within the PRC, therefore, no geographical segments are presented. |
Recently Issued Accounting Pronouncements | In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”), which amends the existing accounting standards for revenue recognition. Subsequently, the FASB issued several amendments which amends certain aspects of the guidance in ASC 2014-09 (ASU No. 2014-09 and the related amendments are collectively “ASC 606”). The Group will adopt this new revenue standard effective on January 1, 2017 by applying the full retrospective method. The Group has reached conclusions on all key accounting assessments related to the new standard. However, the Group is still assessing impacts from guidance issued by the FASB Transition Resource Group as part of their November 2016 meeting and will continue to monitor and assess the impact of changes to the standard and interpretations as they become available. Also since the beginning of fiscal year 2017, the Group has made certain changes in our arrangements with the tour operators and our role in the organized tour arrangements has changed from a principal into an agent. As a result of adopting the new accounting standard and the change of the Group’s role, revenue from the organized tours will be mainly recognized on a net basis starting from January 1, 2017. Also the revenue standard is expected to change the timing of revenue recognition for packaged-tour services from the tours end to the departure day of the tour. In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)”(“ASU 2016-02”), which requires lessees to recognize assets and liabilities for all leases with lease terms of more than 12 months on the balance sheet. Under the new guidance, the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee will depend on its classification as a finance or operating lease. The ASU 2016-02 is effective for annual and interim periods beginning after December 15, 2018 and early adoption is permitted on a modified retrospective basis. The Group is in the process of evaluating the impact of adopting this guidance. In March 2016, the FASB issued ASU No. 2016-09, “Compensation Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting” (“ASU 2016-09”), which simplifies several aspects of the accounting for employee share-based payment transactions for both public and nonpublic entities, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. The ASU 2016-09 is effective for annual periods beginning after December 15, 2016 and early adoption is permitted. The Group is in the process of evaluating the impact of adopting this guidance. In June 2016, the FASB issued Accounting Standards Update No. 2016-13 (ASU 2016-13), “Financial Instruments Credit Losses”, which introduces new guidance for credit losses on instruments within its scope. The new guidance introduces an approach based on expected losses to estimate credit losses on certain types of financial instruments, including, but not limited to, trade and other receivables, held-to-maturity debt securities, loans and net investments in leases. The new guidance also modifies the impairment model for available-for-sale debt securities and requires the entities to determine whether all or a portion of the unrealized loss on an available-for-sale debt security is a credit loss. The standard also indicates that entities may not use the length of time a security has been in an unrealized loss position as a factor in concluding whether a credit loss exists. The ASU 2016-13 is effective for public companies for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted for all entities for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Group is in the process of evaluating the impact of adopting this guidance. In August 2016, the FASB issued ASU No. 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force)” (“ASU 2016-15”), which amends the guidance in ASC 230 on the classification of certain cash receipts and payments in the statement of cash flows. The ASU 2016-15 is effective for annual and interim periods beginning after December 15, 2017 and early adoption is permitted. The Group is in the process of evaluating the impact of adopting this guidance. In November 2016, the FASB issued ASU No. 2016-18, “Statement of Cash Flows (Topic 230): Restricted Cash (a consensus of the FASB Emerging Issues Task Force)” (“ASU 2016-18”), which amends ASC 230 to add or clarify guidance on the classification and presentation of restricted cash in the statement of cash flows. The ASU 2016-18 is effective for annual and interim periods beginning after December 15, 2017 and early adoption is permitted. The Group is in the process of evaluating the impact of adopting this guidance. In January 2017, the FASB issued Accounting Standards Update 2017-01 (ASU 2017-01), “Business Combinations (Topic 805): Clarifying the Definition of a Business”, which clarifies the definition of a business to assist entities with evaluating whether transactions should be accounted for as acquisitions or disposals of assets or businesses. The standard introduces a screen for determining when assets acquired are not a business and clarifies that a business must include, at a minimum, an input and a substantive process that contribute to an output to be considered a business. This standard is effective for fiscal years beginning after December 15, 2017, including interim periods within that reporting period. The Group is in the process of evaluating the impact of adopting this guidance and believes the adoption of this ASU will not have a material effect on the Company’s financial statements. In January 2017, the FASB issued ASU No. 2017-04, “IntangiblesGoodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment” (“ASU 2017-04”), which removes the requirement to compare the implied fair value of goodwill with its carrying amount as part of step 2 of the goodwill impairment test. As a result, under the ASU 2017-04, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The ASU 2017-04 is effective for fiscal years beginning after December 15, 2019, and early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Group is in the process of evaluating the impact of adopting this guidance. |
Organization and Principal Ac30
Organization and Principal Activities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Organization and Principal Activities [Abstract] | |
Schedule of percentage of legal ownership in significant consolidated subsidiaries and the consolidated Affiliated Entities | Percentage of direct or indirect Name of subsidiaries and Place of economic Affiliated entities Date of establishment/acquisition incorporation ownership Subsidiaries of the Company: Tuniu (HK) Limited Established on May 20, 2011 Hong Kong 100 % Tuniu (Nanjing) Information Technology Co., Ltd. Established on August 24, 2011 PRC 100 % Beijing Tuniu Technology Co., Ltd. (“Beijing Tuniu”) Established on September 8, 2008 PRC 100 % Variable Interest Entity (“VIE”) Nanjing Tuniu Technology Co., Ltd. (“Nanjing Tuniu”) Established on December 18, 2006 PRC 100 % Subsidiaries of VIE Shanghai Tuniu International Travel Service Co., Ltd. Acquired on August 22, 2008 PRC 100 % Nanjing Tuniu International Travel Service Co., Ltd. Acquired on December 22, 2008 PRC 100 % Beijing Tuniu International Travel Service Co., Ltd. Acquired on November 18, 2009 PRC 100 % Nanjing Tuzhilv Tickets Sales Co., Ltd. Established on April 19, 2011 PRC 100 % Beijing Global Tour International Travel Service Co., Ltd. Acquired on July 1, 2015 PRC 75.02 % Tuniu Insurance Brokers Co., Ltd. Acquired on August 11, 2015 PRC 100 % |
Principal Accounting Policies31
Principal Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Schedule of Investments [Line Items] | |
Schedule of estimated useful lives of property and equipment | The estimated useful lives are as follows: Category Estimated useful life Computers and equipment 3 years Buildings 16 20 Furniture and fixtures 3 5 Vehicles 3 5 Software 5 Leasehold improvements Over the shorter of the lease term or the estimated useful life of the asset ranging from 1 9 |
Schedule of classification of share-based compensation expense | For the Years Ended December 31, 2014 2015 2016 RMB RMB RMB US$ (Note 2(d)) Cost of revenue 800 784 891 128 Research and product development 1,972 3,538 5,702 821 Sales and marketing 857 1,136 1,390 200 General and administrative 35,544 59,685 84,436 12,161 Total 39,173 65,143 92,419 13,310 |
The Affiliated Entities [Member] | |
Schedule of Investments [Line Items] | |
Schedule of financial statement amounts and balances of the Affiliated Entities were included in the consolidated financial statements | As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) ASSETS Current assets Cash and cash equivalents 376,883 206,917 29,802 Restricted cash 138,997 123,748 17,823 Short-term investments 499,402 323,393 46,578 Accounts receivable, net 116,669 162,840 23,454 Intercompany receivables 130,945 7,039 1,014 Prepayments and other current assets 989,058 1,223,887 176,277 Yield enhancement products and accrued interest 413,861 449,528 64,745 Total current assets 2,665,815 2,497,352 359,693 Non-current assets Long-term investments 75,000 10,802 Property and equipment, net 72,582 95,433 13,745 Intangible assets, net 100,125 100,286 14,444 Goodwill 136,569 137,074 19,743 Yield enhancement products over one year and accrued interest 300,267 562,643 81,037 Other non-current assets 23,136 35,551 5,121 Total non-current assets 632,679 1,005,987 144,892 Total assets 3,298,494 3,503,339 504,585 LIABILITIES Current liabilities Accounts payable 1,036,226 796,420 114,708 Salary and welfare payable 123,071 167,747 24,161 Taxes payable 6,668 8,206 1,182 Advances from customers 1,223,313 1,940,831 279,538 Intercompany payable 1,263,100 2,528,229 364,141 Accrued expenses and other current liabilities 347,375 557,226 80,257 Amount due to the individual investors of yield enhancement products 589,151 871,914 125,582 Total current liabilities 4,588,904 6,870,573 989,569 Non-current liabilities 39,750 31,460 4,531 Total liabilities 4,628,654 6,902,033 994,100 For the Years Ended December 31, 2014 2015 2016 RMB RMB RMB US$ (Note 2(d)) Net revenues 3,736,473 7,755,914 10,579,601 1,523,780 Net loss (128,299) (1,051,691) (2,054,471) (295,905) Net cash used in operating activities (51,446) (87,299) (972,677) (140,095) Net cash provided by/(used in) investing activities 72,161 (1,374,894) (193,029) (27,802) Net cash provided by financing activities 700 1,736,720 995,740 143,416 |
Risks and Concentration (Tables
Risks and Concentration (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Risks and Concentration [Abstract] | |
Summary of customers with greater than 10% of the accounts receivables | As of December 31, 2015 2016 Customer A 13.3 % |
Business acquisition (Tables)
Business acquisition (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Travel agencies [Member] | |
Business Acquisition [Line Items] | |
Summary of the fair values of the assets acquired and liabilities assumed | Amount Estimated useful lives Net assets (including acquired cash of RMB8.3 million) 12,907 Trade names 2,464 9.5 years Non-compete agreement 3,676 6 years Goodwill 10,565 Deferred tax liability (1,535) Total purchase price 28,077 Amount Estimated useful lives Net liabilities (including the cash acquired of RMB24 million) (59,923) Travel licenses 25,100 20 years Customer relationship 13,458 14.25-14.5 years Trade names 39,170 7-14 years Software 3,013 5 years Non-compete agreement 1,683 3.5-5.25 years Goodwill 133,324 Deferred tax liability (20,606) Noncontrolling interest (19,721) Total considerations 115,498 |
Other acquisition [Member] | |
Business Acquisition [Line Items] | |
Summary of the fair values of the assets acquired and liabilities assumed | Amount Estimated useful lives Net liabilities (355) Software 5,960 6 years Non-compete agreement 1,040 6 years Goodwill 3,750 Deferred tax liability (1,750) Total considerations 8,645 |
Transaction with JD.com, Inc. (
Transaction with JD.com, Inc. (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Transaction with JD.com, Inc. [Abstract] | |
Summary of the fair value about acquired intangible assets | Amount Estimated useful lives Exclusive operation right of leisure travel channel 405,406 5 years Preferred partnership of hotel and air ticket reservation service 1,431 5 years Internet traffic support 139,358 5 years Marketing support 114,020 5 years Total consideration 660,215 |
Prepayments and other current35
Prepayments and other current assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Prepayments and other current assets [Abstract] | |
Summary of prepayments and other current assets | As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) Prepayments to suppliers 1,095,918 1,368,964 197,172 Interest income receivable 20,002 33,545 4,831 Prepayment for advertising expenses 92,339 36,736 5,291 Others 77,348 193,084 27,810 Total 1,285,607 1,632,329 235,104 |
Property and equipment, net (Ta
Property and equipment, net (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property and equipment, net [Abstract] | |
Schedule of property and equipment, net | As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) Computers and equipment 89,127 145,962 21,023 Leasehold improvements 71,800 92,962 13,389 Buildings 2,578 5,604 807 Furniture and fixtures 15,479 17,709 2,551 Vehicles 156 864 124 Software 23,850 32,366 4,662 Subtotal 202,990 295,467 42,556 Less: Accumulated depreciation (63,287) (127,579) (18,375) Property and equipment subject to depreciation 139,703 167,888 24,181 Construction in progress 5,487 9,929 1,430 Total 145,190 177,817 25,611 |
Intangible assets, net (Tables)
Intangible assets, net (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Intangible assets, net [Abstract] | |
Schedule of Intangible assets, net | As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) Travel license 29,206 30,490 4,391 Insurance agency license 11,711 11,711 1,687 Software 19,164 34,208 4,927 Trade names 39,619 41,634 5,997 Business Cooperation Agreements 660,215 660,215 95,091 Customer relationship 13,596 13,458 1,938 Non-compete agreements 2,822 6,399 922 Subtotal 776,333 798,115 114,953 Less: Accumulated amortization (60,785) (205,848) (29,649) Total 715,548 592,267 85,304 |
Schedule of annual estimated amortization expense for intangible assets | Amortization for Intangible Assets Years Ending December 31, RMB US$ (Note 2(d)) 2017 146,291 21,070 2018 146,006 21,029 2019 145,597 20,970 2020 92,174 13,276 2021 10,408 1,499 Thereafter 51,791 7,460 Total 592,267 85,304 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill [Abstract] | |
Summary of changes in the carrying amount of goodwill | As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) Balance at the beginning of year 136,569 19,670 Increase in goodwill related to acquisitions during the year 136,569 10,565 1,521 Remeasurement of prior year acquisitions 505 73 Accumulated impairment loss Balance at the end of year 136,569 147,639 21,264 |
Other non-current assets (Table
Other non-current assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Other non-current assets [Abstract] | |
Schedule of other non-current assets | As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) Prepayments to suppliers - HNA 324,680 Other long-term assets 24,534 46,468 6,693 Balance at the end of year 349,214 46,468 6,693 |
Accrued expenses and other cu40
Accrued expenses and other current liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accrued expenses and other current liabilities [Abstract] | |
Summary of accrued expenses and other current liabilities | As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) Deposits from packaged-tour users 31,269 56,793 8,180 Deposit from HNA 649,360 Payable for business acquisition 26,781 21,664 3,121 Accrued liabilities related to customers incentive program 34,633 46,594 6,711 Accrued professional service fees 12,373 25,156 3,623 Accrued advertising expenses 56,293 315,651 45,463 Notes payable 70,000 Advanced payment from banks 21,575 11,006 1,585 Others 123,998 112,424 16,193 Total 1,026,282 589,288 84,876 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes [Abstract] | |
Schedule of reconciliation between the effective income tax rate and the PRC statutory income tax rate | For Years Ended December 31, 2014 2015 2016 % % % PRC Statutory income tax rates 25.0 25.0 25.0 Change in valuation allowance (22.4) (22.5) (23.2) Permanent book tax difference (12.1) (0.1) 1.0 Difference in EIT rates of certain subsidiaries 0.0 (3.1) (2.0) Effect of tax holiday 9.5 0.7 (0.7) Total 0.0 0.0 0.1 |
Schedule of aggregate amount and per share effect of the tax holidays | For the Years Ended December 31, 2014 2015 2016 RMB RMB RMB US$ (Note 2(d)) Aggregate amount (42,567) (9,974) Basic net loss per share effect (0.40) (0.04) Diluted net loss per share effect (0.40) (0.04) |
Schedule of significant components of deferred tax assets and liabilities | As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) Non-current deferred tax assets: Accruals and others 21,765 112,946 16,268 Net operating loss carry forwards 459,109 944,772 136,076 Carryforwards of un-deducted advertising expenses 31 2,634 379 Allowance for doubtful accounts 7,730 1,113 Subtotal 480,905 1,068,082 153,836 Less: valuation allowance (480,905) (1,068,082) (153,836) Total non-current deferred tax assets, net Non-current deferred tax liabilities: Recognition of intangible assets arisen from business combination (24,415) (23,456) (3,378) Total non-current deferred tax assets, net (24,415) (23,456) (3,378) |
Schedule of movement of valuation allowance | For the Years Ended December 31, 2014 2015 2016 RMB RMB RMB US$ (Note 2(d)) Balance as the beginning of the year 46,121 150,817 480,905 69,265 Additions 112,421 332,086 596,944 85,978 Written off for expiration of net operating losses (1,998) (9,767) (1,407) Utilization of previously unrecognized tax losses and un-deductible advertising expenses (7,725) Balance as the end of the year 150,817 480,905 1,068,082 153,836 |
Redeemable noncontrolling int42
Redeemable noncontrolling interests (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Noncontrolling Interest [Abstract] | |
Redeemable Noncontrolling Interest | As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) Balance as of January 1 Capital contribution from redeemable noncontrolling interests 90,000 12,963 Net losses attributable to redeemable noncontrolling interests (34) (5) Accretion on redeemable noncontrolling interests 106 15 Balance as of December 31 90,072 12,973 |
Share-based Compensation Expe43
Share-based Compensation Expenses (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Share-based Compensation Expenses [Abstract] | |
Summary the Company's option activity under the 2008 plan | Weighted Weighted Number of Average Average Aggregate share Exercise Remaining Intrinsic options Price Contractual Life Value US$ In Years US$’000 Outstanding at January 1, 2016 30,081,811 2.94 7.01 71,711 Granted 8,203,575 2.58 Exercised (1,510,968) 0.51 Forfeited (1,813,853) 2.62 Modified (3,630,121) Outstanding at December 31, 2016 31,330,444 1.86 6.81 34,999 Vested and expected to vest at December 31, 2016 30,229,780 1.83 6.73 34,403 Exercisable at December 31, 2016 14,147,380 1.15 4.33 25,697 |
Schedule of assumptions used to estimate the fair value of option grant on the date of grant | 2014 2015 2016 Expected volatility 50%-51.1 % 50.9%-51.7 % 55.86%-57.49 % Risk-free interest rate 1.99-2.6 % 2.09%-2.24 % 1.85%-2.4 % Exercise multiple 2.2-2.8 2.2-2.8 2.2-2.8 Expected dividend yield 0 % 0 % 0 % Time to maturity (in years) 6-10 10 10 Expected forfeiture rate (post-vesting) 0-20 % 0-20 % 0-20 % Fair value of the common share on the date of option grant US$3.33-6.98 US$4.21-5.26 US$2.68-2.97 |
Summary of restricted shares activity | Numbers of Weighted average restricted shares grant date fair value Outstanding as of January 1, 2016 227,808 4.00 Grant 255,000 2.80 Vested (79,806) 3.86 Outstanding as of December 31, 2016 403,002 3.27 Vested and expected to vest at December 31, 2016 403,002 3.27 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Loss Per Share [Abstract] | |
Schedule of computation of basic and diluted net loss per share | For the Years Ended December 31, 2014 2015 2016 RMB RMB RMB US$ (Note 2(d)) Numerator: Net loss attributable to Tuniu Corporation (447,858) (1,459,379) (2,427,091) (349,574) Accretion on redeemable noncontrolling interests (106) (15) Deemed dividends upon redesignation of Series D Preferred Shares (15,606) Numerator for basic and diluted net loss per share (463,464) (1,459,379) (2,427,197) (349,589) Denominator: Weighted average number of ordinary shares outstanding-basic and diluted 105,746,313 248,362,837 373,347,855 373,347,855 Loss per share-basic and diluted (4.38) (5.88) (6.50) (0.94) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies [Abstract] | |
Schedule of future minimum payments under non-cancelable operating leases | Years Ending December 31, RMB US$ (Note 2(d)) 2017 67,381 9,705 2018 55,506 7,995 2019 42,934 6,184 2020 37,166 5,353 2021 and thereafter 15,609 2,248 Total 218,596 31,485 |
Related party transactions an46
Related party transactions and balances (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Related party transactions and balances [Abstract] | |
Schedule of name of related parties and relationship with the Group | Name of related parties Relationship with the Group Ctrip Investment Holding Co., Ltd. (“Ctrip”) one board director of the Group JD.com, Inc. (“JD”) one board director of the Group HNA Tourism Holdings Group Co., Ltd. (“HNA”) two board directors of the Group |
Schedule of balance with related parties | As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) Current: Due from Ctrip 59,142 30,668 4,417 Due from JD 862 3,374 486 Prepayment to HNA 356,288 51,316 Total 60,004 390,330 56,219 Non-current: Prepayment to HNA 64,902 9,348 Current: Due to Ctrip 28,669 32,526 4,685 Due to JD 93 Total 28,762 32,526 4,685 |
Condensed Financial Informati47
Condensed Financial Information of the Parent Company (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY [Abstract] | |
Schedule of balance sheets | As of December 31, 2015 2016 RMB RMB US$ (Note 2(d)) ASSETS Current assets Cash and cash equivalents 1,090,097 3,428 494 Amounts due from subsidiaries 3,468,022 7,436,798 1,071,122 Prepayments and other current assets 4,888 1,007 145 Total current assets 4,563,007 7,441,233 1,071,761 Intangible assets 607,669 475,626 68,504 Total assets 5,170,676 7,916,859 1,140,265 LIABILITIES AND EQUITY Current liabilities Accrued expenses and other current liabilities 664,420 8,662 1,248 Total current liabilities 664,420 8,662 1,248 Non-current liabilities Investments deficit in subsidiaries and VIE 1,185,106 3,426,261 493,484 Total non-current liabilities 1,185,106 3,426,261 493,484 Total liabilities 1,849,526 3,434,923 494,732 Equity Ordinary shares (US$0.0001 par value; 1,000,000,000 shares (including 780,000,000 Class A shares, 120,000,000 Class B shares and 100,000,000 shares to be designated by the Board of Directors) authorized as of December 31, 2015 and 2016; 286,970,892 shares (including 269,597,392 Class A shares and 17,373,500 Class B shares) and 379,470,757 shares (including 362,097,257 Class A shares and 17,373,500 Class B shares) issued and outstanding as of December 31, 2015 and 2016, respectively) 181 242 35 Less: Treasury stock (19,708) (2,839) Additional paid-in capital 5,482,367 8,855,991 1,275,528 Accumulated other comprehensive income 167,025 400,925 57,745 Accumulated deficit (2,328,423) (4,755,514) (684,936) Total Tuniu Corporation shareholders’ equity 3,321,150 4,481,936 645,533 Total liabilities and equity 5,170,676 7,916,859 1,140,265 |
Schedule of statements of comprehensive loss | For the Years Ended December 31, 2014 2015 2016 RMB RMB RMB US$ (Note 2(d)) Operating expenses Research and product development Sales and marketing General and administrative (5,617) (19,016) (11,657) (1,679) Share of loss of subsidiaries and affiliated entities (446,159) (1,341,212) (2,250,534) (324,144) Other operating income 415 Total operating expenses (451,361) (1,360,228) (2,262,191) (325,823) Loss from operations (451,361) (1,360,228) (2,262,191) (325,823) Other income/(expenses) Interest income 6,619 19,183 1,418 204 Foreign exchange losses, net (3,116) (119,161) (167,405) (24,112) Other income, net 827 1,087 157 Loss before income tax expense (447,858) (1,459,379) (2,427,091) (349,574) Net loss (447,858) (1,459,379) (2,427,091) (349,574) Accretion on redeemable noncontrolling interests (106) (15) Deemed dividends to preferred shareholders (15,606) Net loss attributable to ordinary shareholders (463,464) (1,459,379) (2,427,197) (349,589) Net loss (447,858) (1,459,379) (2,427,091) (349,574) Other comprehensive income/( loss) Foreign currency translation adjustment, net of nil tax (1,358) 188,106 233,900 33,689 Comprehensive loss (449,216) (1,271,273) (2,193,191) (315,885) |
Schedule of statements of cash flows | For the Years Ended December 31, 2014 2015 2016 RMB RMB RMB US$ (Note 2(d)) Cash (used in) provided by operating activities 2,636 645,364 (661,029) (95,208) Cash used in investing activities (518,690) (3,434,719) (3,972,014) (572,089) Cash provided by financing activities 1,540,397 2,442,860 3,264,610 470,202 Effect of exchange rate changes on cash and cash equivalents (3,040) 113,312 281,764 40,582 Net increase /(decrease) in cash and cash equivalents 1,021,303 (233,183) (1,086,669) (156,513) Cash and cash equivalents at the beginning of year 301,977 1,323,280 1,090,097 157,007 Cash and cash equivalents at the end of year 1,323,280 1,090,097 3,428 494 Supplemental disclosure of non-cash investing and financing activities Deemed dividends to preferred shareholders 15,606 Accrued issuance cost related to private placement 14,076 Receivables related to exercise of stock option (1,020) (3,379) (163) (24) |
Organization and Principal Ac48
Organization and Principal Activities (Schedule of Percentage of Legal Ownership in Principal Subsidiaries and Consolidated Affiliated Entities) (Details) | 12 Months Ended |
Dec. 31, 2016 | |
Nanjing Tuniu [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Economic interest held (as a percent) | 100.00% |
Shanghai Tuniu International Travel Service Co., Ltd. [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Economic interest held (as a percent) | 100.00% |
Nanjing Tuniu International Travel Service Co., Ltd. [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Economic interest held (as a percent) | 100.00% |
Beijing Tuniu International Travel Service Co., Ltd. [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Economic interest held (as a percent) | 100.00% |
Nanjing Tuzhilv Tickets Sales Co., Ltd. [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Economic interest held (as a percent) | 100.00% |
Beijing Global Tour International Travel Service Co., Ltd. [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Economic interest held (as a percent) | 75.02% |
Tuniu Insurance Brokers Co., Ltd. [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Economic interest held (as a percent) | 100.00% |
Tuniu (HK) Limited [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Equity interest held (as a percent) | 100.00% |
Tuniu (Nanjing) Information Technology Co., Ltd. [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Equity interest held (as a percent) | 100.00% |
Beijing Tuniu [Member] | |
Significant consolidated subsidiaries and the consolidated Affiliated Entities [Line Items] | |
Equity interest held (as a percent) | 100.00% |
Principal Accounting Policies49
Principal Accounting Policies (Narrative - Principles of Consolidation) (Details) ¥ in Thousands, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||
Mar. 31, 2014CNY (¥) | Sep. 17, 2008CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2014CNY (¥) | Dec. 31, 2016USD ($) | Aug. 23, 2016USD ($) | |
Principles of Consolidation [Line Items] | |||||||
Accumulated deficit | ¥ (4,755,514) | ¥ (2,328,423) | ¥ (869,044) | $ (684,936) | |||
Stock Repurchase Program, Authorized Amount | $ | $ 150,000 | ||||||
The Affiliated Entities [Member] | |||||||
Principles of Consolidation [Line Items] | |||||||
Accumulated deficit | ¥ 3,402 | ||||||
Nanjing Tuniu [Member] | Purchase Option Agreement [Member] | Beijing Tuniu [Member] | |||||||
Principles of Consolidation [Line Items] | |||||||
Value of equity interest | ¥ 2,430 | ¥ 1,800 | |||||
Equity interest purchase option term | 10 years | ||||||
Nanjing Tuniu [Member] | Cooperation Agreement [Member] | Beijing Tuniu [Member] | |||||||
Principles of Consolidation [Line Items] | |||||||
Monthly service fees as percentage of profits from agreement | 100.00% | ||||||
Number of consecutive years of not able to provide technology consulting and services as the agreement | 3 years | ||||||
Consolidated affiliated entities [Member] | Cooperation Agreement [Member] | |||||||
Principles of Consolidation [Line Items] | |||||||
Technology consulting and service fees received | ¥ 109,572 | ¥ 42,367 | ¥ 20,535 |
Principal Accounting Policies50
Principal Accounting Policies (Schedule of Consolidated Financial Information) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||||
Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) | Dec. 31, 2014CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2013CNY (¥) | |
Current assets | |||||||
Cash and cash equivalents | ¥ 1,085,236 | ¥ 2,101,217 | ¥ 1,457,722 | $ 156,306 | $ 302,638 | ¥ 419,403 | |
Restricted cash | 124,561 | 338,997 | 17,941 | ||||
Short-term investments | 3,603,497 | 1,226,415 | 519,012 | ||||
Accounts receivable, net | 220,336 | 113,252 | 31,735 | ||||
Intercompany receivables | 390,330 | 60,004 | 56,219 | ||||
Prepayments and other current assets | 1,632,329 | 1,285,607 | 235,104 | ||||
Yield enhancement products and accrued interest | 33,545 | 20,002 | 4,831 | ||||
Total current assets | 7,505,817 | 5,539,353 | 1,081,062 | ||||
Non-current assets | |||||||
Long-term investments | 58,764 | 0 | 8,464 | ||||
Property and equipment, net | 177,817 | 145,190 | 25,611 | ||||
Intangible assets, net | 592,267 | 715,548 | 85,304 | ||||
Goodwill | 147,639 | 136,569 | 21,264 | $ 19,670 | |||
Other non-current assets | 46,468 | 349,214 | 6,693 | ||||
Total non-current assets | 1,650,500 | 1,646,788 | 237,721 | ||||
Total assets | 9,156,317 | 7,186,141 | 1,318,783 | ||||
Current liabilities | |||||||
Accounts payable | 879,383 | 767,307 | 126,657 | ||||
Salary and welfare payable | 192,455 | 147,389 | 27,719 | ||||
Taxes payable | 11,619 | 8,429 | 1,673 | ||||
Advances from customers | 1,951,764 | 1,223,313 | 281,112 | ||||
Intercompany payable | 32,526 | 28,762 | 4,685 | ||||
Accrued expenses and other current liabilities | 589,288 | 1,026,282 | 84,876 | ||||
Total current liabilities | 4,528,949 | 3,790,633 | 652,304 | ||||
Non-current liabilities | 54,928 | 57,785 | 7,911 | ||||
Total liabilities | 4,583,877 | 3,848,418 | 660,215 | ||||
Net revenues | 10,548,273 | $ 1,519,267 | 7,645,260 | 3,534,939 | |||
Net loss | (2,427,091) | (349,574) | (1,459,379) | (447,858) | |||
Net cash used in operating activities | (2,239,444) | (322,550) | (514,735) | (271,102) | |||
Net cash provided by/(used in) investing activities | (2,514,247) | (362,127) | (1,915,168) | (227,923) | |||
The Affiliated Entities [Member] | |||||||
Current assets | |||||||
Cash and cash equivalents | 206,917 | 376,883 | 29,802 | ||||
Restricted cash | 123,748 | 138,997 | 17,823 | ||||
Short-term investments | 323,393 | 499,402 | 46,578 | ||||
Accounts receivable, net | 162,840 | 116,669 | 23,454 | ||||
Intercompany receivables | 7,039 | 130,945 | 1,014 | ||||
Prepayments and other current assets | 1,223,887 | 989,058 | 176,277 | ||||
Yield enhancement products and accrued interest | 449,528 | 413,861 | 64,745 | ||||
Total current assets | 2,497,352 | 2,665,815 | 359,693 | ||||
Non-current assets | |||||||
Long-term investments | 75,000 | 10,802 | |||||
Property and equipment, net | 95,433 | 72,582 | 13,745 | ||||
Intangible assets, net | 100,286 | 100,125 | 14,444 | ||||
Goodwill | 137,074 | 136,569 | 19,743 | ||||
Yield enhancement products over one year and accrued interest | 562,643 | 300,267 | 81,037 | ||||
Other non-current assets | 35,551 | 23,136 | 5,121 | ||||
Total non-current assets | 1,005,987 | 632,679 | 144,892 | ||||
Total assets | 3,503,339 | 3,298,494 | 504,585 | ||||
Current liabilities | |||||||
Accounts payable | 796,420 | 1,036,226 | 114,708 | ||||
Salary and welfare payable | 167,747 | 123,071 | 24,161 | ||||
Taxes payable | 8,206 | 6,668 | 1,182 | ||||
Advances from customers | 1,940,831 | 1,223,313 | 279,538 | ||||
Intercompany payable | 2,528,229 | 1,263,100 | 364,141 | ||||
Accrued expenses and other current liabilities | 557,226 | 347,375 | 80,257 | ||||
Amount due to the individual investors of yield enhancement products | 871,914 | 589,151 | 125,582 | ||||
Total current liabilities | 6,870,573 | 4,588,904 | 989,569 | ||||
Non-current liabilities | 31,460 | 39,750 | 4,531 | ||||
Total liabilities | 6,902,033 | 4,628,654 | $ 994,100 | ||||
Net revenues | 10,579,601 | 1,523,780 | 7,755,914 | 3,736,473 | |||
Net loss | (2,054,471) | (295,905) | (1,051,691) | (128,299) | |||
Net cash used in operating activities | (972,677) | (140,095) | (87,299) | (51,446) | |||
Net cash provided by/(used in) investing activities | (193,029) | (27,802) | (1,374,894) | 72,161 | |||
Net cash provided by financing activities | ¥ 995,740 | $ 143,416 | ¥ 1,736,720 | ¥ 700 |
Principal Accounting Policies51
Principal Accounting Policies (Narrative - Liquidity, Functional Currency and Foreign Currency Translation, Short-term Investments, Accounts Receivable, Capitalized Software Development Cost (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) | Dec. 31, 2014CNY (¥) | Dec. 31, 2016USD ($) | |
Liquidity | |||||
Net loss | ¥ (2,427,091) | $ (349,574) | ¥ (1,459,379) | ¥ (447,858) | |
Net cash used in operating activities | (2,239,444) | $ (322,550) | (514,735) | (271,102) | |
Accumulated deficit | ¥ (4,755,514) | (2,328,423) | (869,044) | $ (684,936) | |
Period for which cash, cash equivalents, short-term investments and cash generated from operations will be sufficient to meet working capital requirements and capital expenditures in the ordinary course of business | 12 months | 12 months | |||
Functional Currency and Foreign Currency Translation | |||||
Exchange rate | 6.9430 | 6.9430 | |||
Short-term Investments | |||||
Other-than-temporary impairment of short-term investments | ¥ 0 | 0 | 0 | ||
Accounts Receivable | |||||
Allowance for doubtful accounts | 5,297 | 0 | 0 | ||
Unamortized amount | 177,817 | 145,190 | $ 25,611 | ||
Software [Member] | |||||
Accounts Receivable | |||||
Cost capitalized | 8,516 | 7,572 | 6,837 | ||
Amortization expense | 3,768 | ¥ 2,212 | ¥ 727 | ||
Unamortized amount | ¥ 17,124 |
Principal Accounting Policies52
Principal Accounting Policies (Schedule of Estimated Useful Lives of Property and Equipment) (Details) | 12 Months Ended |
Dec. 31, 2016 | |
Computers and equipment [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 3 years |
Building [Member] | Minimum [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 16 years |
Building [Member] | Maximum [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 20 years |
Furniture and fixtures [Member] | Minimum [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 3 years |
Furniture and fixtures [Member] | Maximum [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 5 years |
Vehicles [Member] | Minimum [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 3 years |
Vehicles [Member] | Maximum [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 5 years |
Software [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 5 years |
Leasehold improvements [Member] | Minimum [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 1 year |
Leasehold improvements [Member] | Maximum [Member] | |
Property and Equipment [Line Items] | |
Estimated useful life | 9 years |
Principal Accounting Policies53
Principal Accounting Policies (Narrative - Intangible Assets) (Details) - CNY (¥) ¥ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Intangible assets, net [Line Items] | ||
Impairment of intangible assets | ¥ 0 | ¥ 0 |
Computer software [Member] | ||
Intangible assets, net [Line Items] | ||
Estimated useful lives | 3 years | |
Separately identifiable intangible assets arising from acquisitions and business cooperation agreement [Member] | Minimum [Member] | ||
Intangible assets, net [Line Items] | ||
Estimated useful lives | 3 years 6 months | |
Separately identifiable intangible assets arising from acquisitions and business cooperation agreement [Member] | Maximum [Member] | ||
Intangible assets, net [Line Items] | ||
Estimated useful lives | 20 years |
Principal Accounting Policies54
Principal Accounting Policies (Narrative - Goodwill, Revenue Recognition, Cost of Revenues, Leases, Share-based compensation) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) | Dec. 31, 2014CNY (¥) | Dec. 31, 2016USD ($) | |
Revenue Recognition | |||||
Minimum maturity period for yield enhancement products | 3 months | 3 months | |||
Maximum maturity period for yield enhancement products | 2 years | 2 years | |||
Maximum maturity period for new yield enhancement products | 1 year | 1 year | |||
Interest revenue | ¥ 78,666 | ¥ 8,740 | |||
Interest cost | 59,709 | 8,082 | |||
Liabilities recorded related to membership points and cash rewards | 46,594 | 34,633 | $ 6,711 | ||
Interest Receivable, Current | 33,545 | 20,002 | 4,831 | ||
Cost of Revenues | |||||
Losses of committed tour reservations | 45,494 | 17,780 | ¥ 4,134 | ||
Advertising Expenses | |||||
Advertising expense | 1,270,598 | 899,015 | ¥ 379,205 | ||
Leases | |||||
Deferred rent ,current liabilities | 10,674 | 16,741 | |||
Deferred rent ,non-current liabilities | 13,791 | 18,035 | |||
Goodwill | |||||
Impairment loss | |||||
The Affiliated Entities [Member] | |||||
Revenue Recognition | |||||
Interest Receivable, Current | 449,528 | 413,861 | 64,745 | ||
Interest Receivable, Noncurrent | 562,643 | 300,267 | 81,037 | ||
Interest Payable, Current | ¥ 871,914 | ¥ 589,151 | $ 125,582 |
Principal Accounting Policies55
Principal Accounting Policies (Schedule of Classification of Share-based Compensation Expense) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) | Dec. 31, 2014CNY (¥) | |
Share-based compensation [Line Items] | ||||
Share-based compensation expense | ¥ 92,419 | $ 13,310 | ¥ 65,143 | ¥ 39,173 |
Cost of revenue [Member] | ||||
Share-based compensation [Line Items] | ||||
Share-based compensation expense | 891 | 128 | 784 | 800 |
Research and product development [Member] | ||||
Share-based compensation [Line Items] | ||||
Share-based compensation expense | 5,702 | 821 | 3,538 | 1,972 |
Sales and marketing [Member] | ||||
Share-based compensation [Line Items] | ||||
Share-based compensation expense | 1,390 | 200 | 1,136 | 857 |
General and administrative [Member] | ||||
Share-based compensation [Line Items] | ||||
Share-based compensation expense | ¥ 84,436 | $ 12,161 | ¥ 59,685 | ¥ 35,544 |
Principal Accounting Policies56
Principal Accounting Policies (Narrative - Employee Benefits, Government Subsidies, Segment Reporting, Deferred offering costs (Details) ¥ in Thousands | 12 Months Ended | ||
Dec. 31, 2016CNY (¥)item | Dec. 31, 2015CNY (¥) | Dec. 31, 2014CNY (¥) | |
Employee Benefits | |||
Employee benefit expenses | ¥ 256,801 | ¥ 131,291 | ¥ 50,617 |
Government Subsidies | |||
Government subsidies | ¥ 21,098 | ¥ 12,175 | ¥ 6,902 |
Segment Reporting | |||
Number of reportable segments | item | 1 |
Risks and Concentration (Summar
Risks and Concentration (Summary of Customers with Greater Than 10% of Accounts Receivables) (Details) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Accounts receivable [Member] | Customer Concentration Risk [Member] | Customer A [Member] | ||
Credit and Concentration Risks [Line Items] | ||
Percentage of revenue by major customer | 0.00% | 13.30% |
Business acquisition (Summary o
Business acquisition (Summary of Fair Values of Assets Acquired and Liabilities Assumed) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014CNY (¥) | |
Fair values of the assets acquired and liabilities assumed: | |||||
Goodwill | ¥ 147,639 | ¥ 136,569 | $ 21,264 | $ 19,670 | |
Software [Member] | |||||
Fair values of the assets acquired and liabilities assumed: | |||||
Estimated useful lives | 3 years | ||||
Travel agencies [Member] | |||||
Fair values of the assets acquired and liabilities assumed: | |||||
Net liabilities | (59,923) | ||||
Net assets (including the cash acquired of RMB8.3 million) | ¥ 12,907 | ||||
Goodwill | 10,565 | 133,324 | |||
Deferred tax liability | (1,535) | (20,606) | |||
Noncontrolling interest | (19,721) | ||||
Total | 28,077 | 115,498 | |||
Cash acquired | 24,000 | ||||
Travel agencies [Member] | Travel licenses [Member] | |||||
Fair values of the assets acquired and liabilities assumed: | |||||
Intangible assets | ¥ 25,100 | ||||
Estimated useful lives | 20 years | ||||
Travel agencies [Member] | Customer relationship [Member] | |||||
Fair values of the assets acquired and liabilities assumed: | |||||
Intangible assets | ¥ 13,458 | ||||
Travel agencies [Member] | Customer relationship [Member] | Minimum [Member] | |||||
Fair values of the assets acquired and liabilities assumed: | |||||
Estimated useful lives | 14 years 3 months | ||||
Travel agencies [Member] | Customer relationship [Member] | Maximum [Member] | |||||
Fair values of the assets acquired and liabilities assumed: | |||||
Estimated useful lives | 14 years 6 months | ||||
Travel agencies [Member] | Trade names [Member] | |||||
Fair values of the assets acquired and liabilities assumed: | |||||
Intangible assets | ¥ 2,464 | ¥ 39,170 | |||
Estimated useful lives | 9 years 6 months | ||||
Travel agencies [Member] | Trade names [Member] | Minimum [Member] | |||||
Fair values of the assets acquired and liabilities assumed: | |||||
Estimated useful lives | 7 years | ||||
Travel agencies [Member] | Trade names [Member] | Maximum [Member] | |||||
Fair values of the assets acquired and liabilities assumed: | |||||
Estimated useful lives | 14 years | ||||
Travel agencies [Member] | Software [Member] | |||||
Fair values of the assets acquired and liabilities assumed: | |||||
Intangible assets | ¥ 3,013 | ||||
Estimated useful lives | 5 years | ||||
Travel agencies [Member] | Non-compete agreement [Member] | |||||
Fair values of the assets acquired and liabilities assumed: | |||||
Intangible assets | ¥ 3,676 | ¥ 1,683 | |||
Estimated useful lives | 6 years | ||||
Travel agencies [Member] | Non-compete agreement [Member] | Minimum [Member] | |||||
Fair values of the assets acquired and liabilities assumed: | |||||
Estimated useful lives | 3 years 6 months | ||||
Travel agencies [Member] | Non-compete agreement [Member] | Maximum [Member] | |||||
Fair values of the assets acquired and liabilities assumed: | |||||
Estimated useful lives | 5 years 3 months | ||||
Other acquisition [Member] | |||||
Fair values of the assets acquired and liabilities assumed: | |||||
Net liabilities | ¥ (355) | ||||
Goodwill | 3,750 | ||||
Deferred tax liability | (1,750) | ||||
Total | 8,645 | ||||
Cash acquired | ¥ 8,300 | ||||
Other acquisition [Member] | Software [Member] | |||||
Fair values of the assets acquired and liabilities assumed: | |||||
Intangible assets | ¥ 5,960 | ||||
Estimated useful lives | 6 years | ||||
Other acquisition [Member] | Non-compete agreement [Member] | |||||
Fair values of the assets acquired and liabilities assumed: | |||||
Intangible assets | ¥ 1,040 | ||||
Estimated useful lives | 6 years |
Business acquisition (Narrative
Business acquisition (Narrative) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥)item | |
Business acquisition [Line Items] | |||
Cash consideration | ¥ 7,973 | ||
Total unpaid consideration | 27,094 | ||
Reduction of additional paid-in capital | ¥ 1,496 | ||
Goodwill, Purchase Accounting Adjustments | 505 | $ 73 | |
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustments Related to Previous Period | 1,905 | ||
Travel agencies [Member] | |||
Business acquisition [Line Items] | |||
Number of offline travel agencies acquired | item | 4 | ||
Total purchase price | 28,077 | ¥ 115,498 | |
Cash consideration | 16,507 | 100,163 | |
Fair value of contingent cash consideration to be made based on the achievement of certain revenue and profit target | 11,570 | ¥ 15,335 | |
Total unpaid consideration | 12,250 | ||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Consideration Transferred | 2,891 | ||
Noncontrolling Interest, Period Increase (Decrease) | 401 | ||
Goodwill, Purchase Accounting Adjustments | 505 | ||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Financial Liabilities | 172 | ||
Travel agencies [Member] | Customer Relationships [Member] | |||
Business acquisition [Line Items] | |||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Intangibles | 138 | ||
Travel agencies [Member] | Trade Names [Member] | |||
Business acquisition [Line Items] | |||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Intangibles | 449 | ||
Travel agencies [Member] | Noncompete Agreements [Member] | |||
Business acquisition [Line Items] | |||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Intangibles | ¥ 99 | ||
Travel agencies [Member] | Minimum [Member] | |||
Business acquisition [Line Items] | |||
Period used to measure achievement of certain revenue and profit target for contingent cash consideration payment | 3 years | ||
Travel agencies [Member] | Maximum [Member] | |||
Business acquisition [Line Items] | |||
Period used to measure achievement of certain revenue and profit target for contingent cash consideration payment | 4 years | ||
Offline travel agency, one [Member] | |||
Business acquisition [Line Items] | |||
Equity interests acquired | 90.00% | ||
Additional equity interests acquired | 10.00% | ||
Consideration transferred for acquisition of additional interest | ¥ 1,496 | ||
Reduction of additional paid-in capital | ¥ 683 | ||
Offline travel agency, two [Member] | |||
Business acquisition [Line Items] | |||
Equity interests acquired | 100.00% | 100.00% | |
Offline travel agency, three [Member] | |||
Business acquisition [Line Items] | |||
Equity interests acquired | 75.02% | ||
Offline travel agency, four [Member] | |||
Business acquisition [Line Items] | |||
Equity interests acquired | 80.00% | ||
Other acquisition [Member] | |||
Business acquisition [Line Items] | |||
Equity interests acquired | 100.00% | ||
Total unpaid consideration | ¥ 8,645 |
Transaction with JD.com, Inc.60
Transaction with JD.com, Inc. (Narrative) (Details) - May 08, 2015 ¥ in Millions, $ in Millions | CNY (¥)shares | USD ($)shares |
Business Cooperation Agreement [Member] | ||
Transaction with JD.com, Inc. [Line Items] | ||
Agreement period | 5 years | 5 years |
Share subscription agreement and Business Cooperation Agreement [Member] | Class A ordinary shares [Member] | ||
Transaction with JD.com, Inc. [Line Items] | ||
Ordinary shares issued | 65,625,000 | 65,625,000 |
Cash consideration of ordinary shares issued | ¥ 1,528.2 | $ 250 |
Transaction with JD.com, Inc.61
Transaction with JD.com, Inc. (Summary of Fair Value About Acquired Intangible Assets) (Details) - Business Cooperation Agreement [Member] ¥ in Thousands | May 08, 2015CNY (¥) |
Transaction with JD.com, Inc. [Line Items] | |
Acquired intangible assets | ¥ 660,215 |
Exclusive operation right of leisure travel channel [Member] | |
Transaction with JD.com, Inc. [Line Items] | |
Acquired intangible assets | ¥ 405,406 |
Estimated useful lives | 5 years |
Preferred partnership of hotel and air ticket reservation service [Member] | |
Transaction with JD.com, Inc. [Line Items] | |
Acquired intangible assets | ¥ 1,431 |
Estimated useful lives | 5 years |
Internet traffic support [Member] | |
Transaction with JD.com, Inc. [Line Items] | |
Acquired intangible assets | ¥ 139,358 |
Estimated useful lives | 5 years |
Marketing support [Member] | |
Transaction with JD.com, Inc. [Line Items] | |
Acquired intangible assets | ¥ 114,020 |
Estimated useful lives | 5 years |
Prepayments and other current62
Prepayments and other current assets (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) | Dec. 31, 2015USD ($) |
Prepayments to suppliers | ¥ 1,368,964 | $ 197,172 | ¥ 1,095,918 | $ 50,000 |
Interest income receivable | 33,545 | 4,831 | 20,002 | |
Prepayment for advertising expenses | 36,736 | 5,291 | 92,339 | |
Others | 193,084 | 27,810 | 77,348 | |
Total | ¥ 1,632,329 | $ 235,104 | ¥ 1,285,607 |
Prepayments and other current63
Prepayments and other current assets (Narrative) (Details) - CNY (¥) ¥ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reductions in Other Assets, Amount | ¥ 25,622 |
Long-term investments (Narrativ
Long-term investments (Narrative) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | |
Equity Method Investments | ¥ 42,500 | |||
Cost-method Investments [Member] | ||||
Other than Temporary Impairment Losses, Investments | $ | $ 0 | $ 0 | ||
Nanjing Zhongshan Financial Leasing Co., Ltd [Member] | ||||
Equity Method Investment, Ownership Percentage | 25.00% | |||
Cost Method Investments | ¥ 16,264 | ¥ 16,264 |
Property and equipment, net (De
Property and equipment, net (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) | Dec. 31, 2014CNY (¥) | Dec. 31, 2016USD ($) | |
Property and equipment, net [Line Items] | |||||
Subtotal | ¥ 295,467 | ¥ 202,990 | $ 42,556 | ||
Less: Accumulated depreciation | (127,579) | (63,287) | (18,375) | ||
Property and equipment subject to depreciation | 167,888 | 139,703 | 24,181 | ||
Construction in progress | 9,929 | 5,487 | 1,430 | ||
Total | 177,817 | 145,190 | 25,611 | ||
Depreciation expenses | 66,510 | $ 9,579 | 28,041 | ¥ 10,869 | |
Computers and equipment [Member] | |||||
Property and equipment, net [Line Items] | |||||
Subtotal | 145,962 | 89,127 | 21,023 | ||
Leasehold improvements [Member] | |||||
Property and equipment, net [Line Items] | |||||
Subtotal | 92,962 | 71,800 | 13,389 | ||
Buildings [Member] | |||||
Property and equipment, net [Line Items] | |||||
Subtotal | 5,604 | 2,578 | 807 | ||
Furniture and fixtures [Member] | |||||
Property and equipment, net [Line Items] | |||||
Subtotal | 17,709 | 15,479 | 2,551 | ||
Vehicles [Member] | |||||
Property and equipment, net [Line Items] | |||||
Subtotal | 864 | 156 | 124 | ||
Software [Member] | |||||
Property and equipment, net [Line Items] | |||||
Subtotal | 32,366 | ¥ 23,850 | $ 4,662 | ||
Total | ¥ 17,124 |
Intangible assets, net (Schedul
Intangible assets, net (Schedule of Intangible assets, Net) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | |
Intangible assets, net [Line Items] | |||
Subtotal | ¥ 776,333 | ¥ 798,115 | $ 114,953 |
Less: Accumulated amortization | (60,785) | (205,848) | (29,649) |
Total | 715,548 | 592,267 | 85,304 |
Travel license [Member] | |||
Intangible assets, net [Line Items] | |||
Subtotal | 29,206 | 30,490 | 4,391 |
Insurance agency license [Member] | |||
Intangible assets, net [Line Items] | |||
Subtotal | 11,711 | 11,711 | 1,687 |
Total consideration to acquire insurance agency license | ¥ 58,720 | ||
Amortization period | 20 years | ||
Software [Member] | |||
Intangible assets, net [Line Items] | |||
Subtotal | ¥ 19,164 | 34,208 | 4,927 |
Trade names [Member] | |||
Intangible assets, net [Line Items] | |||
Subtotal | 39,619 | 41,634 | 5,997 |
Business Cooperation Agreements [Member] | |||
Intangible assets, net [Line Items] | |||
Subtotal | 660,215 | 660,215 | 95,091 |
Customer relationship [Member] | |||
Intangible assets, net [Line Items] | |||
Subtotal | 13,596 | 13,458 | 1,938 |
Non-compete agreements [Member] | |||
Intangible assets, net [Line Items] | |||
Subtotal | ¥ 2,822 | ¥ 6,399 | $ 922 |
Intangible assets, net (Sched67
Intangible assets, net (Schedule of Annual Estimated Amortization Expense for Intangible Assets) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) | Dec. 31, 2014CNY (¥) | Dec. 31, 2016USD ($) | |
Amortization expenses for intangible assets | ¥ 145,063 | $ 20,893 | ¥ 57,810 | ¥ 984 | |
Amortization for Intangible Assets | |||||
2,017 | 146,291 | $ 21,070 | |||
2,018 | 146,006 | 21,029 | |||
2,019 | 145,597 | 20,970 | |||
2,020 | 92,174 | 13,276 | |||
2,021 | 10,408 | 1,499 | |||
Thereafter | 51,791 | 7,460 | |||
Total | ¥ 592,267 | ¥ 715,548 | $ 85,304 |
Goodwill (Details)
Goodwill (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) | |
Changes in the carrying amount of goodwill | |||
Balance at the beginning of year | ¥ 136,569 | $ 19,670 | |
Increase in goodwill related to acquisitions during the year | 10,565 | 1,521 | 136,569 |
Remeasurement of prior year acquisitions | 505 | 73 | |
Accumulated impairment loss | |||
Balance at the end of year | ¥ 147,639 | $ 21,264 | ¥ 136,569 |
Other non-current assets (Detai
Other non-current assets (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2015USD ($) | Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) | Dec. 31, 2015USD ($) | |
Prepayments to suppliers - HNA | ¥ 0 | $ 0 | ¥ 324,680 | $ 50,000 | |
Other long-term assets | 46,468 | 6,693 | 24,534 | ||
Balance at the end of year | 46,468 | 6,693 | 349,214 | ||
Prepaid Supplies | 1,368,964 | 197,172 | 1,095,918 | 50,000 | |
Prepayment To Suppliers Noncurrent | ¥ 0 | $ 0 | ¥ 324,680 | $ 50,000 | |
HNA Tourism Holdings Group Co., Ltd [Member] | |||||
Minimum amount of products and services acquired from HNA | $ 100,000 |
Accrued expenses and other cu70
Accrued expenses and other current liabilities (Summary of Accrued Expenses and Other Current Liabilities) (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) | Nov. 20, 2015CNY (¥) | Nov. 20, 2015USD ($) |
Deposits from packaged-tour users | ¥ 56,793 | $ 8,180 | ¥ 31,269 | ||
Deposit from HNA | 649,360 | ||||
Payable for business acquisition | 21,664 | 3,121 | 26,781 | ||
Accrued liabilities related to customers incentive program | 46,594 | 6,711 | 34,633 | ||
Accrued professional service fees | 25,156 | 3,623 | 12,373 | ||
Accrued advertising expenses | 315,651 | 45,463 | 56,293 | ||
Notes payable | 70,000 | ||||
Advanced payment from banks | 11,006 | 1,585 | 21,575 | ||
Others | 112,424 | 16,193 | 123,998 | ||
Total | 589,288 | $ 84,876 | ¥ 1,026,282 | ||
Guarantor Obligations, Current Carrying Value | ¥ 199,000 | ||||
HNA Tourism Holdings Group Co., Ltd [Member] | |||||
Guarantor Obligations, Current Carrying Value | ¥ 649,000 | $ 100,000 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | 84 Months Ended | ||||
Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) | Dec. 31, 2014CNY (¥) | Dec. 31, 2008 | Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | |
Income taxes [Line Items] | ||||||
Income tax rate (as a percent) | 25.00% | 25.00% | 25.00% | |||
Net operating loss carryforwards | ¥ 3,779,088 | ¥ 3,779,088 | ||||
Net operating loss carryforwards will start to expire in 2015 | 65,684 | 65,684 | ||||
Deferred Tax Assets, Valuation Allowance, Noncurrent | ¥ 1,068,082 | ¥ 480,905 | ¥ 1,068,082 | $ 153,836 | ||
Cayman [Member] | ||||||
Income taxes [Line Items] | ||||||
Withholding income tax | ¥ 0 | |||||
Hong Kong [Member] | ||||||
Income taxes [Line Items] | ||||||
Income tax rate (as a percent) | 16.50% | |||||
PRC [Member] | ||||||
Income taxes [Line Items] | ||||||
Withholding tax rate (as a percent) | 25.00% | |||||
Withholding tax rate on dividends distributed by a FIE (as a percent) | 10.00% | |||||
Maximum withholding tax rate, if 25% or more shares of the FIE in a PRC-resident enterprise is held by the immediate holding entity, Hong Kong tax resident (as a percent) | 5.00% | |||||
Minimum percentage of equity interest in a PRC-resident enterprise to be held by a qualified Hong Kong tax resident for reduced withholding tax rate | 25.00% | |||||
Carryforward period for net operating losses | 5 years | |||||
PRC [Member] | Nanjing Tuniu [Member] | ||||||
Income taxes [Line Items] | ||||||
HNTE certificate valid period after awarded | 3 years | |||||
Preferential tax rate (as a percent) | 15.00% | |||||
Tax exemption period followings the first profitable year | 2 years | |||||
Reduction in tax rate for three years following the exemptions period (as a percent) | 50.00% | |||||
Period for reduction in tax percentage | 3 years |
Income Taxes (Schedule of Recon
Income Taxes (Schedule of Reconciliation between Effective Income Tax Rate and PRC Statutory Income tax Rate) (Details) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation between the statutory EIT rate and the effective tax rate | |||
PRC Statutory income tax rates (as a percent) | 25.00% | 25.00% | 25.00% |
Change in valuation allowance (as a percent) | (23.20%) | (22.50%) | (22.40%) |
Permanent book - tax difference (as a percent) | 1.00% | (0.10%) | (12.10%) |
Difference in EIT rates of certain subsidiaries (as a percent) | (2.00%) | (3.10%) | 0.00% |
Effect of tax holiday (as a percent) | (0.70%) | 0.70% | 9.50% |
Total (as a percent) | 0.10% | 0.00% | 0.00% |
Income Taxes (Schedule of Aggre
Income Taxes (Schedule of Aggregate Amount and Per Share Effect of Tax Holidays) (Details) ¥ / shares in Units, ¥ in Thousands | 12 Months Ended | |||
Dec. 31, 2016CNY (¥)¥ / shares | Dec. 31, 2016USD ($)$ / shares | Dec. 31, 2015CNY (¥)¥ / shares | Dec. 31, 2014CNY (¥)¥ / shares | |
Aggregate amount and per share effect of the tax holidays | ||||
Aggregate amount | ¥ (9,974) | ¥ (42,567) | ||
Basic net loss per share effect | (per share) | ¥ (0.04) | ¥ (0.40) | ||
Diluted net loss per share effect | (per share) | ¥ (0.04) | ¥ (0.40) |
Income Taxes (Schedule of Signi
Income Taxes (Schedule of Significant Components of Deferred Tax Assets and Liabilities) (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) |
Non-current deferred tax assets: | |||
Accruals and others | ¥ 112,946 | $ 16,268 | ¥ 21,765 |
Net operating loss carry forwards | 944,772 | 136,076 | 459,109 |
Carryforwards of un-deducted advertising expenses | 2,634 | 379 | 31 |
Allowance for doubtful accounts | 7,730 | 1,113 | 0 |
Subtotal | 1,068,082 | 153,836 | 480,905 |
Less: valuation allowance | (1,068,082) | (153,836) | (480,905) |
Total non-current deferred tax assets, net | |||
Non-current deferred tax liabilities: | |||
Recognition of intangible assets arisen from business combination | (23,456) | (3,378) | (24,415) |
Total non-current deferred tax assets, net | ¥ (23,456) | $ (3,378) | ¥ (24,415) |
Income Taxes (Schedule of Movem
Income Taxes (Schedule of Movement of Valuation Allowance) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) | Dec. 31, 2014CNY (¥) | |
Movement of valuation allowance | ||||
Balance as the beginning of the year | ¥ 480,905 | $ 69,265 | ¥ 150,817 | ¥ 46,121 |
Additions | 596,944 | 85,978 | 332,086 | 112,421 |
Written off for expiration of net operating losses | (9,767) | (1,407) | (1,998) | |
Utilization of previously unrecognized tax losses and un-deductible advertising expenses | (7,725) | |||
Balance as the end of the year | ¥ 1,068,082 | $ 153,836 | ¥ 480,905 | ¥ 150,817 |
Redeemable noncontrolling int76
Redeemable noncontrolling interests (Narrative) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) | Dec. 31, 2014CNY (¥) | |
Proceeds from Noncontrolling Interests | ¥ 90,000 | $ 12,963 | ||
Nanjing Kaihui Internet Technology Microcredit Co., Ltd [Member] | ||||
Proceeds from Noncontrolling Interests | ¥ 90,000 | |||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 30.00% | 30.00% |
Redeemable noncontrolling int77
Redeemable noncontrolling interests (Schedule of carrying amount of redeemable noncontrolling interests) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) | Dec. 31, 2014CNY (¥) | |
Balance as of January 1 | ¥ 0 | $ 0 | ¥ 0 | |
Capital contribution from redeemable noncontrolling interests | 90,000 | 12,963 | ||
Issuance of subsidiary shares | (34) | (5) | 0 | |
Accretion on redeemable noncontrolling interests | 106 | 15 | 0 | |
Balance as of December 31 | ¥ 90,072 | $ 12,973 | ¥ 0 | ¥ 0 |
Ordinary Shares (Narrative) (De
Ordinary Shares (Narrative) (Details) ¥ in Thousands, $ in Thousands | Nov. 20, 2015CNY (¥)shares | Nov. 20, 2015USD ($)shares | May 08, 2015CNY (¥)shares | May 08, 2015USD ($)shares | Dec. 15, 2014CNY (¥)shares | Dec. 15, 2014USD ($)shares | May 31, 2015USD ($)shares | Dec. 31, 2016CNY (¥)shares | Dec. 31, 2016USD ($)shares | Dec. 31, 2015CNY (¥)shares | Dec. 31, 2014CNY (¥)shares | Dec. 31, 2014USD ($)shares | May 09, 2014shares |
Class of Stock [Line Items] | |||||||||||||
Ordinary shares, shares issued | shares | 379,470,757 | 379,470,757 | 286,970,892 | ||||||||||
Proceeds from the private placement, net of issuance cost | ¥ 3,275,835 | $ 471,818 | ¥ 2,430,223 | ¥ 905,590 | |||||||||
Issuance costs | ¥ 3,414 | ||||||||||||
Business Cooperation Agreement [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Fair value of acquired intangible assets | ¥ 660,215 | ||||||||||||
Class A ordinary shares [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Ordinary shares, shares issued | shares | 362,097,257 | 362,097,257 | 269,597,392 | ||||||||||
Initial public offering [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Issuance costs | 22,732 | ||||||||||||
Total consideration amount | 632,472 | ||||||||||||
Initial public offering [Member] | Additional paid-in capital [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Total consideration amount | 632,449 | ||||||||||||
Initial public offering [Member] | DCM Hybrid RMB Fund, L.P. [Member] | Class A ordinary shares [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Ordinary shares, shares issued | shares | 5,000,000 | ||||||||||||
Initial public offering [Member] | Qihoo 360 Technology Co. Ltd. [Member] | Class A ordinary shares [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Ordinary shares, shares issued | shares | 1,666,666 | ||||||||||||
Initial public offering [Member] | Ctrip [Member] | Class A ordinary shares [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Ordinary shares, shares issued | shares | 5,000,000 | ||||||||||||
Private Placement [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Issuance costs | ¥ 1,078 | 14,279 | |||||||||||
Total consideration amount | ¥ 3,275,835 | 3,104,514 | 891,513 | ||||||||||
Private Placement [Member] | Additional paid-in capital [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Total consideration amount | ¥ 3,275,775 | ¥ 3,104,457 | ¥ 891,491 | ||||||||||
Private Placement [Member] | Business Cooperation Agreement [Member] | Additional paid-in capital [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Total consideration amount | ¥ 3,104,457 | ||||||||||||
Private Placement [Member] | Class A ordinary shares [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Issuance of ordinary shares,net of issuance costs (in shares) | shares | 90,909,091 | 90,909,091 | 93,750,000 | 93,750,000 | 36,812,868 | 36,812,868 | |||||||
Proceeds from the private placement, net of issuance cost | ¥ 3,279,000 | $ 500,000 | ¥ 2,445,000 | $ 400,000 | ¥ 905,792 | $ 148 | |||||||
Issuance costs | ¥ 1,078 | ¥ 14,279 | |||||||||||
Private Placement [Member] | Ctrip [Member] | Class A ordinary shares [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Issuance of ordinary shares,net of issuance costs (in shares) | shares | 3,750,000 | 3,731,034 | 3,731,034 | ||||||||||
Proceeds from the private placement, net of issuance cost | $ | $ 20,000 | $ 15,000 |
Share-based Compensation Expe79
Share-based Compensation Expenses (Narrative) (Details) $ / shares in Units, ¥ in Thousands, $ in Thousands | May 31, 2016$ / sharesshares | Mar. 04, 2016CNY (¥)shares | Mar. 04, 2016USD ($)$ / sharesshares | Dec. 08, 2014shares | May 15, 2014$ / sharesshares | May 14, 2014CNY (¥) | Apr. 30, 2014shares | Dec. 31, 2012shares | Dec. 31, 2016CNY (¥)itemshares | Dec. 31, 2016USD ($)item$ / sharesshares | Dec. 31, 2015CNY (¥) | Dec. 31, 2015$ / shares | Dec. 31, 2014CNY (¥) | Dec. 31, 2014$ / shares |
Share-based Compensation Expenses [Line Items] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Modified in Period | 3,630,121 | |||||||||||||
Stock options [Member] | ||||||||||||||
Share-based Compensation Expenses [Line Items] | ||||||||||||||
Unrecognized compensation expense | ¥ | ¥ 239,158 | |||||||||||||
Recognition period for unrecognized compensation cost | 2 years 10 months 6 days | 2 years 10 months 6 days | ||||||||||||
Employees share options | ||||||||||||||
Share-based Compensation Expenses [Line Items] | ||||||||||||||
Granted (in shares) | 576,000 | |||||||||||||
Granted (in dollars per share) | $ / shares | $ 5 | |||||||||||||
Granted (in dollars per share) | $ / shares | $ 3 | |||||||||||||
Incremental compensation expense | ¥ | ¥ 1,698 | |||||||||||||
Restricted shares [Member] | ||||||||||||||
Share-based Compensation Expenses [Line Items] | ||||||||||||||
Total intrinsic value of shares vested | ¥ | ¥ 1,777 | ¥ 1,694 | ||||||||||||
Unrecognized compensation expense other than options | ¥ | ¥ 8,610 | |||||||||||||
Recognition period for unrecognized compensation cost | 3 years | 3 years | ||||||||||||
2008 Plan [Member] | ||||||||||||||
Share-based Compensation Expenses [Line Items] | ||||||||||||||
Maximum number of shares to be granted | 11,500,000 | |||||||||||||
Additional number of shares available for issuance under the plan | 18,375,140 | |||||||||||||
Contractual term | 6 years | 6 years | ||||||||||||
Vesting period | 4 years | 4 years | ||||||||||||
Number of equal monthly installments for remaining vest | item | 36 | 36 | ||||||||||||
Share-based compensation expense recognized if an exercisable event occurred | ¥ | ¥ 92,419 | 65,143 | ¥ 39,173 | |||||||||||
Granted (in shares) | 7,260,242 | 2,159,812 | ||||||||||||
Granted (in dollars per share) | $ / shares | $ 0.0001 | |||||||||||||
2008 Plan [Member] | Minimum [Member] | ||||||||||||||
Share-based Compensation Expenses [Line Items] | ||||||||||||||
Vesting period | 6 years | |||||||||||||
2008 Plan [Member] | Maximum [Member] | ||||||||||||||
Share-based Compensation Expenses [Line Items] | ||||||||||||||
Vesting period | 10 years | |||||||||||||
2008 Plan [Member] | Stock options [Member] | ||||||||||||||
Share-based Compensation Expenses [Line Items] | ||||||||||||||
Granted (in shares) | 8,203,575 | 8,203,575 | ||||||||||||
Granted (in dollars per share) | $ / shares | $ 2.58 | |||||||||||||
Granted (in dollars per share) | $ / shares | $ 1.47 | $ 2.40 | $ 3.57 | |||||||||||
Total intrinsic value of options exercised | ¥ 26,587 | $ 3,829 | 150,325 | 68,094 | ||||||||||
Total fair value of share options vested | ¥ 67,727 | $ 9,755 | ¥ 50,089 | ¥ 23,849 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Modified in Period | 3,630,121 | 3,630,121 | ||||||||||||
2014 Plan [Member] | ||||||||||||||
Share-based Compensation Expenses [Line Items] | ||||||||||||||
Maximum number of shares to be granted | 7,942,675 | |||||||||||||
Contractual term | 10 years | 10 years | ||||||||||||
Vesting period | 4 years | 4 years | ||||||||||||
Threshold percentage of ordinary shares reserved under the Plan falls below the total then-issued and outstanding ordinary shares, then automatically increases the number of ordinary shares reserved for future issuances | 1.00% | 1.00% | ||||||||||||
Increase percent in ordinary shares reserved for future issuances to total outstanding shares | 5.00% | 5.00% | ||||||||||||
Granted (in shares) | 7,260,242 | 14,478,293 | 14,478,293 | |||||||||||
Granted (in dollars per share) | $ / shares | $ 0.0001 | $ 3.09 | ||||||||||||
Incremental compensation expense | ¥ 23,197 | $ 3,341 | ||||||||||||
Initial Ordinary Shares | 5,500,000 |
Share-based Compensation Expe80
Share-based Compensation Expenses (Summary of Company's Option Activity under 2008 Plan) (Details) - USD ($) $ / shares in Units, $ in Thousands | May 31, 2016 | Dec. 08, 2014 | Dec. 31, 2016 | Dec. 31, 2015 |
Number of share options | ||||
Modified (in shares) | (3,630,121) | |||
2008 Plan [Member] | ||||
Number of share options | ||||
Granted (in shares) | 7,260,242 | 2,159,812 | ||
Weighted Average Exercise Price | ||||
Granted (in dollars per share) | $ 0.0001 | |||
2008 Plan [Member] | Stock options [Member] | ||||
Number of share options | ||||
Outstanding as of beginning of the period (in shares) | 30,081,811 | |||
Granted (in shares) | 8,203,575 | |||
Exercised (in shares) | (1,510,968) | |||
Forfeited (in shares) | (1,813,853) | |||
Modified (in shares) | (3,630,121) | |||
Outstanding as of end of the period (in shares) | 31,330,444 | 30,081,811 | ||
Vested and expected to vest at end of the period (in shares) | 30,229,780 | |||
Exercisable at the end of the period (in shares) | 14,147,380 | |||
Weighted Average Exercise Price | ||||
Outstanding as of beginning of the period (in dollars or RMB per share) | $ 2.94 | |||
Granted (in dollars per share) | 2.58 | |||
Exercised (in dollars per share) | 0.51 | |||
Forfeited (in dollars per share) | 2.62 | |||
Modified (in dollars per share) | 0 | |||
Outstanding as of end of the period (in dollars per share) | 1.86 | $ 2.94 | ||
Vested and expected to vest at end of the period (in dollars per share) | 1.83 | |||
Exercisable at the end of the period (in dollars per shares) | $ 1.15 | |||
Weighted Average Remaining Contractual Life | ||||
Outstanding as of end of the period | 6 years 9 months 22 days | 7 years 4 days | ||
Vested and expected to vest at end of the period | 6 years 8 months 23 days | |||
Exercisable at the end of the period | 4 years 3 months 29 days | |||
Aggregate Intrinsic Value | ||||
Outstanding as of end of the period | $ 34,999 | $ 71,711 | ||
Vested and expected to vest at end of the period | $ 34,403 | |||
Exercisable at the end of the period (in shares) | 25,697 |
Share-based Compensation Expe81
Share-based Compensation Expenses (Schedule of Assumptions Used to Estimate Fair Value of Option Grant on Date of Grant) (Details) - ¥ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Minimum [Member] | |||
Assumptions used to estimate the fair value of option grant on the date of grant | |||
Expected forfeiture rate (post-vesting) (as a percent) | 2.68% | 4.21% | 3.33% |
Fair value of the common share on the date of option grant | ¥ 18.6 | ¥ 27.27 | ¥ 20.66 |
Maximum [Member] | |||
Assumptions used to estimate the fair value of option grant on the date of grant | |||
Expected forfeiture rate (post-vesting) (as a percent) | 2.97% | 5.26% | 6.98% |
Fair value of the common share on the date of option grant | ¥ 20.60 | ¥ 34.07 | ¥ 43.31 |
2008 Plan [Member] | Stock options [Member] | |||
Assumptions used to estimate the fair value of option grant on the date of grant | |||
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Time to maturity (in years) | 10 years | 10 years | |
2008 Plan [Member] | Stock options [Member] | Minimum [Member] | |||
Assumptions used to estimate the fair value of option grant on the date of grant | |||
Expected volatility (as a percent) | 55.86% | 50.90% | 50.00% |
Risk-free interest rate (per annum) (as a percent) | 1.85% | 2.09% | 1.99% |
Exercise multiple | 2.2 | 2.2 | 2.2 |
Time to maturity (in years) | 6 years | ||
Expected forfeiture rate (post-vesting) (as a percent) | 0.00% | 0.00% | 0.00% |
2008 Plan [Member] | Stock options [Member] | Maximum [Member] | |||
Assumptions used to estimate the fair value of option grant on the date of grant | |||
Expected volatility (as a percent) | 57.49% | 51.70% | 51.10% |
Risk-free interest rate (per annum) (as a percent) | 2.40% | 2.24% | 2.60% |
Exercise multiple | 2.8 | 2.8 | 2.8 |
Time to maturity (in years) | 10 years | ||
Expected forfeiture rate (post-vesting) (as a percent) | 20.00% | 20.00% | 20.00% |
Share-based Compensation Expe82
Share-based Compensation Expenses (Summary of Restricted Shares Activity) (Details) - Restricted shares [Member] | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
Summary of restricted shares activity | |
Outstanding balance at the beginning of the period (in shares) | shares | 227,808 |
Grant (in shares) | shares | 255,000 |
Exercise (in shares) | shares | (79,806) |
Outstanding balance at the end of the period (in shares) | shares | 403,002 |
Vested and expected to vest at end of the period | shares | 403,002 |
Weighted-Average Grant-Date Fair value | |
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 4 |
Grant (in dollars per share) | $ / shares | 2.80 |
Exercise (in dollars per share) | $ / shares | 3.86 |
Outstanding at the end of the period (in dollars per share) | $ / shares | 3.27 |
Vested and expected to vest at end of the period (in dollars per share) | $ / shares | $ 3.27 |
Loss Per Share (Schedule of Com
Loss Per Share (Schedule of Computation of Basic and Diluted Net Loss Per Share) (Details) ¥ / shares in Units, $ / shares in Units, ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016CNY (¥)¥ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015CNY (¥)¥ / sharesshares | Dec. 31, 2014CNY (¥)¥ / sharesshares | |
Numerator: | ||||
Net loss attributable to Tuniu Corporation | ¥ (2,427,091) | $ (349,574) | ¥ (1,459,379) | ¥ (447,858) |
Deemed dividends upon redesignation of Series D Preferred Shares | (15,606) | |||
Net loss attributable to ordinary shareholders | ¥ (2,427,197) | $ (349,589) | ¥ (1,459,379) | ¥ (463,464) |
Denominator: | ||||
Weighted average number of ordinary shares outstanding - basic and diluted (in shares) | 373,347,855 | 373,347,855 | 248,362,837 | 105,746,313 |
Basic and diluted net loss per share attributable to the Company's ordinary shareholders (in dollars per share) | (per share) | ¥ (6.50) | $ (0.94) | ¥ (5.88) | ¥ (4.38) |
Preferred D Shares [Member] | ||||
Numerator: | ||||
Deemed dividends upon redesignation of Series D Preferred Shares | ¥ 0 | $ 0 | ¥ 0 | ¥ (15,606) |
Parent Company [Member] | ||||
Numerator: | ||||
Net loss attributable to Tuniu Corporation | (2,427,091) | (349,574) | (1,459,379) | (447,858) |
Deemed dividends upon redesignation of Series D Preferred Shares | (15,606) | |||
Net loss attributable to ordinary shareholders | ¥ (2,427,197) | $ (349,589) | ¥ (1,459,379) | ¥ (463,464) |
Loss Per Share (Schedule of Ant
Loss Per Share (Schedule of Anti-dilutive Securities Which could Potentially Dilute Basic Loss Per Share in Future) (Details) - shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Anti-dilutive securities [Line Items] | |||
Anti-dilutive securities excluded from the calculation of diluted net loss per share (in shares) | 31,733,446 | 30,309,619 | 21,445,228 |
Restricted Net Assets (Details)
Restricted Net Assets (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Percentage of after-tax profit required to be appropriated to general reserve | 10.00% |
General reserve as a percentage of registered capital up to which after-tax profit of PRC subsidiaries and VIE's shall be transferred | 50.00% |
Amount of restricted net assets of the Group's PRC subsidiaries and the Affiliated PRC Entities | $ 3,500 |
Percentage on total consolidated net assets | 78.00% |
Commitments and Contingencies86
Commitments and Contingencies (Narrative) (Details) - CNY (¥) ¥ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Rental expenses | ¥ 86,830 | ¥ 36,445 | ¥ 15,969 |
Capital commitments | 9,741 | ||
Guarantor Obligations, Current Carrying Value | ¥ 199,000 |
Commitments and Contingencies87
Commitments and Contingencies (Schedule of Future Minimum Payments under Non-cancelable Operating Leases) (Details) - Dec. 31, 2016 ¥ in Thousands, $ in Thousands | CNY (¥) | USD ($) |
2,017 | ¥ 67,381 | $ 9,705 |
2,018 | 55,506 | 7,995 |
2,019 | 42,934 | 6,184 |
2,020 | 37,166 | 5,353 |
2021 and thereafter | 15,609 | 2,248 |
Total | ¥ 218,596 | $ 31,485 |
Related party transactions an88
Related party transactions and balances (Narrative) (Details) ¥ in Thousands, $ in Thousands | Jan. 21, 2016CNY (¥)shares | Jan. 21, 2016USD ($)shares | Nov. 20, 2015CNY (¥)shares | Nov. 20, 2015USD ($)shares | May 08, 2015CNY (¥)shares | May 08, 2015USD ($)shares | Dec. 15, 2014CNY (¥)shares | Dec. 15, 2014USD ($)shares | May 31, 2015USD ($)shares | Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) | Dec. 31, 2014CNY (¥)shares | Dec. 31, 2014USD ($)shares |
Related Party Transaction [Line Items] | ||||||||||||||
Proceeds from the private placement | ¥ 3,275,835 | $ 471,818 | ¥ 2,430,223 | ¥ 905,590 | ||||||||||
Private Placement [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Cash consideration of ordinary shares issued | ¥ | 3,275,835 | 3,104,514 | ¥ 891,513 | |||||||||||
Class A ordinary shares [Member] | Private Placement [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of shares issued | 90,909,091 | 90,909,091 | 93,750,000 | 93,750,000 | 36,812,868 | 36,812,868 | ||||||||
Proceeds from the private placement | ¥ 3,279,000 | $ 500,000 | ¥ 2,445,000 | $ 400,000 | ¥ 905,792 | $ 148 | ||||||||
Share subscription agreement and Business Cooperation Agreement [Member] | Class A ordinary shares [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of shares issued | 65,625,000 | 65,625,000 | ||||||||||||
Cash consideration of ordinary shares issued | ¥ 1,528,200 | $ 250,000 | ||||||||||||
Business Cooperation Agreement [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Acquired intangible assets | ¥ | ¥ 660,215 | |||||||||||||
Ctrip [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Online platform and commission fees | ¥ | 54,800 | ¥ 3,500 | ||||||||||||
Ctrip [Member] | Class A ordinary shares [Member] | Private placement concurrent with initial public offering [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of shares issued | 5,000,000 | 5,000,000 | ||||||||||||
Ctrip [Member] | Class A ordinary shares [Member] | Private Placement [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of shares issued | 3,750,000 | 3,731,034 | 3,731,034 | |||||||||||
Proceeds from the private placement | $ | $ 20,000 | $ 15,000 | ||||||||||||
JD [Member] | Share subscription agreement and Business Cooperation Agreement [Member] | Class A ordinary shares [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of shares issued | 65,625,000 | 65,625,000 | ||||||||||||
Cash consideration of ordinary shares issued | ¥ 1,528,200 | $ 250,000 | ||||||||||||
JD [Member] | Business Cooperation Agreement [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Acquired intangible assets | ¥ | ¥ 660,200 | |||||||||||||
Estimated useful lives | 5 years | 5 years | ||||||||||||
HNA Tourism Holdings Group Co., Ltd [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Payments to acquire air ticket | ¥ 250,500 | $ 36,100 | ||||||||||||
HNA Tourism Holdings Group Co., Ltd [Member] | Minimum [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Related party transaction, amounts of transaction | $ | $ 100,000 | |||||||||||||
HNA Tourism Holdings Group Co., Ltd [Member] | Share subscription agreement and Business Cooperation Agreement [Member] | Class A ordinary shares [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of shares issued | 90,909,091 | 90,909,091 | ||||||||||||
Cash consideration of ordinary shares issued | ¥ 3,279,000 | $ 500,000 |
Related party transactions an89
Related party transactions and balances (Schedule of Balance with Related Parties) (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) |
Current: | |||
Amounts due from related parties | ¥ 390,330 | $ 56,219 | ¥ 60,004 |
Non-current: | |||
Amounts due Noncurrent Related Parties | 64,902 | 9,348 | 0 |
Current: | |||
Amounts due to related parties | 32,526 | 4,685 | 28,762 |
Ctrip [Member] | |||
Current: | |||
Amounts due from related parties | 30,668 | 4,417 | 59,142 |
Current: | |||
Amounts due to related parties | 32,526 | 4,685 | 28,669 |
JD [Member] | |||
Current: | |||
Amounts due from related parties | 3,374 | 486 | 862 |
Current: | |||
Amounts due to related parties | 0 | 0 | 93 |
HNA [Member] | |||
Current: | |||
Amounts due from related parties | 356,288 | 51,316 | 0 |
Non-current: | |||
Amounts due Noncurrent Related Parties | ¥ 64,902 | $ 9,348 | ¥ 0 |
Condensed Financial Informati90
Condensed Financial Information of the Parent Company (Schedule of Balance Sheets) (Details) $ / shares in Units, ¥ in Thousands, $ in Thousands | Dec. 31, 2016CNY (¥)shares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015CNY (¥)shares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014CNY (¥) | Dec. 31, 2013CNY (¥) | |
Current assets | |||||||
Cash and cash equivalents | ¥ 1,085,236 | $ 156,306 | ¥ 2,101,217 | $ 302,638 | ¥ 1,457,722 | ¥ 419,403 | |
Prepayments and other current assets | 1,632,329 | 235,104 | 1,285,607 | ||||
Total current assets | 7,505,817 | 1,081,062 | 5,539,353 | ||||
Intangible assets | 592,267 | 85,304 | 715,548 | ||||
Total assets | 9,156,317 | 1,318,783 | 7,186,141 | ||||
Current liabilities | |||||||
Accrued expenses and other current liabilities | 589,288 | 84,876 | 1,026,282 | ||||
Total current liabilities | 4,528,949 | 652,304 | 3,790,633 | ||||
Non-current liabilities | |||||||
Total non-current liabilities | 54,928 | 7,911 | 57,785 | ||||
Total liabilities | 4,583,877 | 660,215 | 3,848,418 | ||||
Equity | |||||||
Ordinary shares | ¥ 242 | $ 35 | ¥ 181 | ||||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | |||||
Ordinary shares, shares authorized | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 | |||
Ordinary shares, shares issued | 379,470,757 | 379,470,757 | 286,970,892 | 286,970,892 | |||
Ordinary shares, shares outstanding | 379,470,757 | 379,470,757 | 286,970,892 | 286,970,892 | |||
Less: Treasury stock | ¥ (19,708) | $ (2,839) | ¥ 0 | ||||
Additional paid-in capital | 8,855,991 | 1,275,528 | 5,482,637 | ||||
Accumulated other comprehensive income | 400,925 | 57,745 | 167,025 | ||||
Accumulated deficit | (4,755,514) | (684,936) | (2,328,423) | (869,044) | |||
Total Tuniu Corporation shareholders' equity | 4,481,936 | 645,533 | 3,321,420 | ||||
Total liabilities, redeemable noncontrolling interests and equity | ¥ 9,156,317 | $ 1,318,783 | ¥ 7,186,141 | ||||
Board of Directors Chairman [Member] | |||||||
Equity | |||||||
Ordinary shares, shares authorized | 100,000,000 | 100,000,000 | 100,000,000 | 100,000,000 | |||
Class A ordinary shares [Member] | |||||||
Equity | |||||||
Ordinary shares, shares authorized | 780,000,000 | 780,000,000 | 780,000,000 | 780,000,000 | |||
Ordinary shares, shares issued | 362,097,257 | 362,097,257 | 269,597,392 | 269,597,392 | |||
Ordinary shares, shares outstanding | 362,097,257 | 362,097,257 | 269,597,392 | 269,597,392 | |||
Class B ordinary shares [Member] | |||||||
Equity | |||||||
Ordinary shares, shares authorized | 120,000,000 | 120,000,000 | 120,000,000 | 120,000,000 | |||
Ordinary shares, shares issued | 17,373,500 | 17,373,500 | 17,373,500 | 17,373,500 | |||
Ordinary shares, shares outstanding | 17,373,500 | 17,373,500 | 17,373,500 | 17,373,500 | |||
Parent Company [Member] | |||||||
Current assets | |||||||
Cash and cash equivalents | ¥ 3,428 | $ 494 | ¥ 1,090,097 | $ 157,007 | ¥ 1,323,280 | ¥ 301,977 | |
Amounts due from subsidiaries | 7,436,798 | 1,071,122 | 3,468,022 | ||||
Prepayments and other current assets | 1,007 | 145 | 4,888 | ||||
Total current assets | 7,441,233 | 1,071,761 | 4,563,007 | ||||
Intangible assets | 475,626 | 68,504 | 607,669 | ||||
Total assets | 7,916,859 | 1,140,265 | 5,170,676 | ||||
Current liabilities | |||||||
Accrued expenses and other current liabilities | 8,662 | 1,248 | 664,420 | ||||
Total current liabilities | 8,662 | 1,248 | 664,420 | ||||
Non-current liabilities | |||||||
Investments deficit in subsidiaries and VIE | 3,426,261 | 493,484 | 1,185,106 | ||||
Total non-current liabilities | 3,426,261 | 493,484 | 1,185,106 | ||||
Total liabilities | 3,434,923 | 494,732 | 1,849,526 | ||||
Equity | |||||||
Ordinary shares | [1] | ¥ 242 | $ 35 | ¥ 181 | |||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | |||||
Ordinary shares, shares authorized | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 | |||
Ordinary shares, shares issued | 379,470,757 | 379,470,757 | 286,970,892 | 286,970,892 | |||
Ordinary shares, shares outstanding | 379,470,757 | 379,470,757 | 286,970,892 | 286,970,892 | |||
Less: Treasury stock | ¥ (19,708) | $ (2,839) | |||||
Additional paid-in capital | 8,855,991 | 1,275,528 | 5,482,367 | ||||
Accumulated other comprehensive income | 400,925 | 57,745 | 167,025 | ||||
Accumulated deficit | (4,755,514) | (684,936) | (2,328,423) | ||||
Total Tuniu Corporation shareholders' equity | 4,481,936 | 645,533 | 3,321,150 | ||||
Total liabilities, redeemable noncontrolling interests and equity | ¥ 7,916,859 | $ 1,140,265 | ¥ 5,170,676 | ||||
Parent Company [Member] | Board of Directors Chairman [Member] | |||||||
Equity | |||||||
Ordinary shares, shares authorized | 100,000,000 | 100,000,000 | 100,000,000 | 100,000,000 | |||
Parent Company [Member] | Class A ordinary shares [Member] | |||||||
Equity | |||||||
Ordinary shares, shares authorized | 780,000,000 | 780,000,000 | 780,000,000 | 780,000,000 | |||
Ordinary shares, shares issued | 362,097,257 | 362,097,257 | 269,597,392 | 269,597,392 | |||
Ordinary shares, shares outstanding | 362,097,257 | 362,097,257 | 269,597,392 | 269,597,392 | |||
Parent Company [Member] | Class B ordinary shares [Member] | |||||||
Equity | |||||||
Ordinary shares, shares authorized | 120,000,000 | 120,000,000 | 120,000,000 | 120,000,000 | |||
Ordinary shares, shares issued | 17,373,500 | 17,373,500 | 17,373,500 | 17,373,500 | |||
Ordinary shares, shares outstanding | 17,373,500 | 17,373,500 | 17,373,500 | 17,373,500 | |||
[1] | Ordinary shares (US$0.0001 par value; 1,000,000,000 shares (including 780,000,000 Class A shares, 120,000,000 Class B shares and 100,000,000 shares to be designated by the Board of Directors) authorized as of December 31, 2015 and 2016; 286,970,892 shares (including 269,597,392 Class A shares and 17,373,500 Class B shares) and 379,470,757 shares (including 362,097,257 Class A shares and 17,373,500 Class B shares) issued and outstanding as of December 31, 2015 and 2016, respectively) |
Condensed Financial Informati91
Condensed Financial Information of the Parent Company (Schedule of Statements of Comprehensive Loss) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) | Dec. 31, 2014CNY (¥) | |
Operating expenses | ||||
Research and product development | ¥ (601,402) | $ (86,620) | ¥ (298,199) | ¥ (104,881) |
Sales and marketing | (1,908,424) | (274,870) | (1,154,155) | (434,191) |
General and administrative | (658,790) | (94,885) | (385,442) | (166,988) |
Other operating income | 22,323 | 3,215 | 12,175 | 6,902 |
Total operating expenses | (3,146,293) | (453,160) | (1,825,621) | (699,158) |
Loss from operations | (2,519,324) | (362,858) | (1,455,036) | (473,020) |
Other income/(expenses) | ||||
Interest income | 87,305 | 12,575 | 76,516 | 31,284 |
Foreign exchange losses, net | (9,734) | (1,402) | (83,118) | (5,334) |
Other income, net | (2,553) | (368) | (1,336) | (788) |
Loss before income tax expense | (2,444,306) | (352,053) | (1,462,974) | (447,858) |
Net loss attributable to Tuniu Corporation | (2,427,091) | (349,574) | (1,459,379) | (447,858) |
Accretion on redeemable noncontrolling interests | (106) | (15) | ||
Deemed dividends to preferred shareholders | (15,606) | |||
Net loss attributable to ordinary shareholders | (2,427,197) | (349,589) | (1,459,379) | (463,464) |
Net loss | (2,427,091) | (349,574) | (1,459,379) | (447,858) |
Other comprehensive income/(loss) | ||||
Foreign currency translation adjustment, net of nil tax | 233,900 | 188,106 | (1,358) | |
Comprehensive loss | (2,193,191) | (315,885) | (1,271,273) | (449,216) |
Parent Company [Member] | ||||
Operating expenses | ||||
Research and product development | ||||
Sales and marketing | ||||
General and administrative | (11,657) | (1,679) | (19,016) | (5,617) |
Share of loss of subsidiaries and affiliated entities | (2,250,534) | (324,144) | (1,341,212) | (446,159) |
Other operating income | 415 | |||
Total operating expenses | (2,262,191) | (325,823) | (1,360,228) | (451,361) |
Loss from operations | (2,262,191) | (325,823) | (1,360,228) | (451,361) |
Other income/(expenses) | ||||
Interest income | 1,418 | 204 | 19,183 | 6,619 |
Foreign exchange losses, net | (167,405) | (24,112) | (119,161) | (3,116) |
Other income, net | 1,087 | 157 | 827 | |
Loss before income tax expense | (2,427,091) | (349,574) | (1,459,379) | (447,858) |
Net loss attributable to Tuniu Corporation | (2,427,091) | (349,574) | (1,459,379) | (447,858) |
Accretion on redeemable noncontrolling interests | (106) | (15) | ||
Deemed dividends to preferred shareholders | (15,606) | |||
Net loss attributable to ordinary shareholders | (2,427,197) | (349,589) | (1,459,379) | (463,464) |
Net loss | (2,427,091) | (349,574) | (1,459,379) | (447,858) |
Other comprehensive income/(loss) | ||||
Foreign currency translation adjustment, net of nil tax | 233,900 | 33,689 | 188,106 | (1,358) |
Comprehensive loss | ¥ (2,193,191) | $ (315,885) | ¥ (1,271,273) | ¥ (449,216) |
Condensed Financial Informati92
Condensed Financial Information of the Parent Company (Schedule of Statements of Cash Flows) (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2015CNY (¥) | Dec. 31, 2014CNY (¥) | |
STATEMENTS OF CASH FLOWS | ||||
Cash (used in) provided by operating activities | ¥ (2,239,444) | $ (322,550) | ¥ (514,735) | ¥ (271,102) |
Cash used in investing activities | (2,514,247) | (362,127) | (1,915,168) | (227,923) |
Cash provided by financing activities | 3,627,058 | 522,405 | 3,005,838 | 1,540,397 |
Effect of exchange rate changes on cash and cash equivalents | 110,652 | 15,940 | 67,560 | (3,053) |
Net increase in cash and cash equivalents | (1,015,981) | (146,332) | 643,495 | 1,038,319 |
Cash and cash equivalents at the beginning of year | 2,101,217 | 302,638 | 1,457,722 | 419,403 |
Cash and cash equivalents at the end of year | 1,085,236 | 156,306 | 2,101,217 | 1,457,722 |
Supplemental disclosure of non-cash investing and financing activities | ||||
Deemed dividends to preferred shareholders | 15,606 | |||
Accrued issuance cost related to private placement | 14,076 | |||
Receivables related to exercise of stock option | (163) | (24) | (3,379) | (1,020) |
Parent Company [Member] | ||||
STATEMENTS OF CASH FLOWS | ||||
Cash (used in) provided by operating activities | (661,029) | (95,208) | 645,364 | 2,636 |
Cash used in investing activities | (3,972,014) | (572,089) | (3,434,719) | (518,690) |
Cash provided by financing activities | 3,264,610 | 470,202 | 2,442,860 | 1,540,397 |
Effect of exchange rate changes on cash and cash equivalents | 281,764 | 40,582 | 113,312 | (3,040) |
Net increase in cash and cash equivalents | (1,086,669) | (156,513) | (233,183) | 1,021,303 |
Cash and cash equivalents at the beginning of year | 1,090,097 | 157,007 | 1,323,280 | 301,977 |
Cash and cash equivalents at the end of year | 3,428 | 494 | 1,090,097 | 1,323,280 |
Supplemental disclosure of non-cash investing and financing activities | ||||
Deemed dividends to preferred shareholders | 15,606 | |||
Accrued issuance cost related to private placement | 14,076 | |||
Receivables related to exercise of stock option | ¥ (163) | $ (24) | ¥ (3,379) | ¥ (1,020) |