UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

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

THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of March 2025

 

 

 

Commission File Number: 001-37922

 

 

 

ZTO Express (Cayman) Inc.

 

Building One, No. 1685 Huazhi Road

Qingpu District

Shanghai, 201708

People’s Republic of China

(Address of principal executive offices)

 

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

 

Form 20-F  x              Form 40-F  ¨

 

 

 

 

 

 

Exhibit Index

 

Exhibit
No.
  Description
99.1   Press Release— ZTO Reports Fourth Quarter 2024 and Full Year 2024 Unaudited Financial Results
99.2   Announcement—Annual Results Announcement for the Year Ended December 31, 2024

 

2

 

 

SIGNATURES

 

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

 

  ZTO Express (Cayman) Inc.
   
       
  By : /s/ Huiping Yan
  Name : Huiping Yan
  Title : Chief Financial Officer

  

Date: March 19, 2025

 

3

 

Exhibit 99.1

 

ZTO Reports Fourth Quarter 2024 and Full Year 2024 Unaudited Financial Results

 

Annual Volume Increased to 34.0 Billion Parcels 

RMB10.2 Billion Full Year Adjusted Net Income Grew 12.7% 

US$0.35 per Share Semi-Annual Dividend Announced

 

SHANGHAI, March 19, 2025/PRNewswire/ - ZTO Express (Cayman) Inc. (NYSE: ZTO and SEHK: 2057), a leading and fast-growing express delivery company in China (“ZTO” or the “Company”), today announced its unaudited financial results for the fourth quarter and fiscal year ended December 31, 2024[1]. The Company grew parcel volume by 3.8 billion, or 12.6% year over year while maintaining high quality of service and customer satisfaction. Adjusted net income[2] increased 12.7% to reach RMB10.2 billion. Net cash generated from operating activities was RMB11,429.4 million.

 

Fourth Quarter 2024 Financial Highlights

 

Revenues were RMB12,919.7 million (US$1,770.0 million), an increase of 21.7% from RMB10,619.4 million in the same period of 2023.

 

Gross profit was RMB3,759.7 million (US$515.1 million), an increase of 20.2% from RMB3,128.2 million in the same period of 2023.

 

Net income was RMB2,446.8 million (US$335.2 million), an increase of 10.7% from RMB2,209.8 million in the same period of 2023.

 

Adjusted EBITDA[3] was RMB4,615.3 million (US$632.3 million), an increase of 26.4% from RMB3,651.8 million in the same period of 2023.

 

Adjusted net income[2] was RMB2,733.3 million (US$374.5 million), an increase of 23.4% from RMB2,214.4 million in the same period of 2023.

 

Basic and diluted net earnings per American depositary share (“ADS”[4]) were RMB2.97 (US$0.41) and RMB2.89 (US$0.40), an increase of 9.2% and 8.6% from RMB2.72 and RMB2.66 in the same period of 2023, respectively.

 

Adjusted basic and diluted earnings per American depositary share attributable to ordinary shareholders[5] were RMB3.32 (US$0.45) and RMB3.24 (US$0.44), an increase of 21.6% and 21.3% from RMB2.73 and RMB2.67 in the same period of 2023, respectively.

 

Net cash provided by operating activities was RMB2,806.3 million (US$384.5 million), compared with RMB3,923.3 million in the same period of 2023.

 

Fiscal Year 2024 Financial Highlights

 

Revenues were RMB44,280.7 million (US$6,066.4 million), an increase of 15.3% from RMB38,418.9 million in 2023.

 

Gross profit was RMB13,717.1 million (US$1,879.2 million), an increase of 17.6% from RMB11,662.5 million in 2023.

 

Net income was RMB8,887.6 million (US$1,217.6 million), an increase of 1.5% from RMB8,754.5 million in 2023.

 

Adjusted EBITDA[3] was RMB16,354.9 million (US$2,240.6 million), an increase of 15.9% from RMB14,107.3 million in 2023.

 

Adjusted net income[2] was RMB10,150.4 million (US$1,390.6 million), an increase of 12.7% from RMB9,005.9 million in 2023.

 

Basic and diluted net earnings per American depositary share (“ADS”[4]) were RMB10.95 (US$1.50) and RMB10.70 (US$1.47), an increase of 1.1% and 0.9% from RMB10.83 and RMB10.60 in 2023.

 

Adjusted basic and diluted net earnings per American depositary share attributable to ordinary shareholders were RMB12.52 (US$1.72) and RMB12.20 (US$1.67), an increase of 12.4% and 11.9% from RMB11.14 and RMB10.90 in 2023.

 

Net cash provided by operating activities was RMB11,429.4 million (US$1,565.8 million), compared with RMB13,361.0 million in 2023.

 

1

 

 

Operational Highlights for Fourth Quarter 2024

 

Parcel volume was 9,665 million, an increase of 11.0% from 8,705 million in the same period of 2023.

 

Number of pickup/delivery outlets was over 31,000 as of December 31, 2024.

 

Number of direct network partners was over 6,000 as of December 31, 2024.

 

Number of self-owned line-haul vehicles was over 10,000 as of December 31, 2024.

 

Out of the over 10,000 self-owned trucks, over 9,400 were high capacity 15 to 17-meter-long models as of December 31, 2024, compared to over 9,200 as of December 31, 2023.

 

Number of line-haul routes between sorting hubs was over 3,900 as of December 31, 2024, which is similar to the same period last year.

 

Number of sorting hubs was 95 as of December 31, 2024, among which 91 are operated by the Company and 4 by the Company’s network partners.

 

 

(1)An investor relations presentation accompanies this earnings release and can be found at http://zto.investorroom.com.

 

(2)Adjusted net income is a non-GAAP financial measure, which is defined as net income before share-based compensation expense and non-recurring items such as impairment of investments in equity investees, gain/(loss) on disposal of equity investment and subsidiary and corresponding tax impact which management aims to better represent the underlying business operations.

 

(3)Adjusted EBITDA is a non-GAAP financial measure, which is defined as net income before depreciation, amortization, interest expenses and income tax expenses, and further adjusted to exclude the shared-based compensation expense and non-recurring items such as impairment of investments in equity investees, gain/(loss) on disposal of equity investment and subsidiary which management aims to better represent the underlying business operations.

 

(4)One ADS represents one Class A ordinary share.

 

(5)Adjusted basic and diluted earnings per American depositary share attributable to ordinary shareholders is a non-GAAP financial measure. It is defined as adjusted net income attributable to ordinary shareholders divided by weighted average number of basic and diluted American depositary shares, respectively.

 

2

 

 

Mr. Meisong Lai, Founder, Chairman and Chief Executive Officer of ZTO, commented, “During the fourth quarter, ZTO maintained high quality of services and customer satisfaction, and achieved 9.7 billion of parcel volume and 2.7 billion of adjusted net income. To increase retail parcel volume was one of the key objectives to enhance revenue mix, and our average daily retail parcel volume exceeded 7 million which increased nearly 50% over the same fourth quarter last year.”

 

Mr. Lai added, “As domestic economy slowly moves towards recovery, growth of China’s express delivery industry was relatively robust. Consumers are motivated by the value-preposition associated with on-line purchases and the trend of spending downgrade persisted where parcel unit pricing continued to be under pressure. We estimate that the industry growth for the year will likely be around 15% for the year of 2025. We have re-anchored among our priority focuses of quality, volume and net profit, and it is paramount for us to achieve volume growth target above industry average for 2025.”

 

Ms. Huiping Yan, Chief Financial Officer of ZTO, commented, “For the fourth quarter of 2024, ZTO’s core express ASP increased 13 cents driven by improvements in key accounts’ mix offsetting negative impact from lower per parcel weight and volume incentive increases. Combined unit sorting and transportation costs decreased approximately 6 cents through productivity initiatives. Our SG&A excluding share-based compensation was 5% of revenue compared to 6.6% last year. Cash flow from operating activities was 2.8 billion, and capital spending was 1.2 billion.”

 

Ms. Yan added, “Slow to recover economic conditions caused a greater proportion of ecommerce packages being low-value or unprofitable. Between strategic value and economic value, we are making conscientious trade-off decisions to ensure short-term and long-term impacts are properly balanced. Profits driven by our unique competitive advantages, such as quality of services, scale and reach, operating efficiency and partner network stability, will remain intact. Meanwhile,we are increasing our effort to support and enable network partners’ sustainable growth and prosperity. By expanding our leadership in volume market share, everyone under the ZTO brand can work better together to address market pricing pressure, last-mile cost increases, and any other challenges in the future.”

 

3

 

 

Fourth Quarter 2024 Unaudited Financial Results

  

   Three Months Ended December 31, 
   2023   2024 
   RMB   %   RMB   US$   % 
                     
   (in thousands, except percentages) 
Express delivery services   9,759,253    91.9    12,024,132    1,647,299    93.1 
Freight forwarding services   236,640    2.2    208,931    28,623    1.6 
Sale of accessories   579,138    5.5    646,675    88,594    5.0 
Others   44,403    0.4    39,964    5,476    0.3 
Total revenues   10,619,434    100.0    12,919,702    1,769,992    100.0 

 

Total Revenues were RMB12,919.7 million (US$1,770.0 million), an increase of 21.7% from RMB10,619.4 million in the same period of 2023. Revenue from the core express delivery business increased by 22.4% compared to the same period of 2023 driven by a 11.0% growth in parcel volume and a 10.3% increase in unit price. KA revenue, including delivery fees from direct sales organizations established to serve core express KA customers, increased by 275.9% as the proportion of higher-valued parcels such as returned parcels from e-commerce platforms continued to increase. Revenue from freight forwarding services decreased by 11.7% compared to the same period of 2023 mainly due to declining cross-border e-commerce pricing. Revenue from sales of accessories, largely consisted of sales of thermal paper used for digital waybills' printing, increased by 11.7%. Other revenues were derived mainly from financing services.

 

   Three Months Ended December 31, 
   2023   2024 
       % of           % of 
   RMB   revenues   RMB   US$   revenues 
                     
   (in thousands, except percentages) 
Line-haul transportation cost   3,964,208    37.3    3,913,823    536,192    30.3 
Sorting hub operating cost   2,257,047    21.3    2,543,707    348,486    19.7 
Freight forwarding cost   227,547    2.1    197,053    26,996    1.5 
Cost of accessories sold   162,227    1.5    196,941    26,981    1.5 
Other costs   880,156    8.3    2,308,459    316,257    17.9 
Total cost of revenues   7,491,185    70.5    9,159,983    1,254,912    70.9 

 

Total cost of revenues was RMB9,160.0 million (US$1,254.9 million), an increase of 22.3% from RMB7,491.2 million in the same period last year.

 

Line haul transportation cost was RMB3,913.8 million (US$536.2 million), a decrease of 1.3% from RMB3,964.2 million in the same period last year. The unit transportation cost decreased 13.0% or 6 cents mainly attributable to better economies of scale, decreased fuel price and improved load rate through more effective route planning.

 

Sorting hub operating cost was RMB2,543.7 million (US$348.5 million), an increase of 12.7% from RMB2,257.0 million in the same period of last year. The increase primarily consisted of (i) RMB211.2 million (US$28.9 million) increase in labor-associated costs, a net result of wage increases partially offset by automation-driven efficiency improvements and (ii) RMB58.4 million (US$8.0 million) increase in depreciation and amortization costs associated with expansion of automation equipment and facility upgrades to further improve transit efficiency. As of December 31, 2024, there were 596 sets of automated sorting equipment in service, compared to 464 sets as of December 31, 2023.

 

Cost of accessories sold was RMB196.9 million (US$27.0 million), increased by 21.4% compared with RMB162.2 million in the same period last year.

 

Other costs of RMB2,308.5 million (US$316.3 million) increased 162.3% from RMB880.2 million in the same period last year, which included costs for serving higher-valued enterprise customers that increased by RMB1,442.7 million (US$197.6 million).

 

4

 

 

Gross Profit was RMB3,759.7 million (US$515.1 million), increased by 20.2% from RMB3,128.2 million in the same period last year. Gross margin rate was 29.1% compared to 29.5% in the same period last year.

 

Total Operating Expenses were RMB306.5 million (US$42.0 million), compared to RMB373.2 million in the same period last year.

 

Selling, general and administrative expenses were RMB655.8 million (US$89.8 million), decreased by 6.4% from RMB700.4 million in the same period last year. There was a RMB85.6 million provision of losses from a credit loan provided to Shanghai Shuangcaiji Intelligent Technology Co., Ltd.(上海雙彩吉智能科技有限公司), an equipment supplier, in the same period last year.

 

Other operating income, net was RMB349.3 million (US$47.9 million), compared to RMB327.2 million in the same period last year. Other operating income mainly consisted of (i) RMB214.7 million (US$29.4 million) of government subsidies and tax rebates, (ii) RMB111.5 million (US$15.3 million) ADR fee rebate, and (iii) RMB23.1 million (US$3.2 million) of rental income and other income.

 

Income from operations was RMB3,453.2 million (US$473.1 million), an increase of 25.3% from RMB2,755.1 million for the same period last year. The operating margin rate increased to 26.7% from 25.9% in the same period last year.

 

Interest income was RMB221.9 million (US$30.4 million), compared with RMB201.4 million in the same period last year.

 

Interest expenses was RMB71.8 million (US$9.8 million), compared with RMB61.8 million in the same period last year.

 

Gain from fair value changes of financial instruments was RMB168.0 million (US$23.0 million), compared with a loss of RMB51.2 million in the same period last year. Such gain or loss from fair value changes of the financial instruments is quoted by commercial banks according to market-based estimation of future redemption prices.

 

Impairment of investment in equity investees was RMB258.6 million (US$35.4 million). Such provision for impairment was related to the Company’s investment in Zhejiang Yizhan Network Technology Co., Ltd.(浙江驛棧網絡科技有限公司), a subsidiary of Cainiao Smart Logistics Network Ltd.(菜鳥智慧物流網絡有限公司).

 

Income tax expenses were RMB1,059.1 million (US$145.1 million) compared to RMB636.6 million in the same period last year. Overall income tax rate increased by 8.1 percentage points year over year, mainly due to a RMB372.3 million (US$51.0 million) accrual of withholding tax on dividend payable to ZTO Express (Hong Kong) Limited.

 

Net income was RMB2,446.8 million (US$335.2 million), which increased by 10.7% from RMB2,209.8 million in the same period last year.

 

Basic and diluted earnings per ADS attributable to ordinary shareholders were RMB2.97 (US$0.41) and RMB2.89 (US$0.40), compared to basic and diluted earnings per ADS of RMB2.72 and RMB2.66 in the same period last year, respectively.

 

Adjusted basic and diluted earnings per ADS attributable to ordinary shareholders were RMB3.32 (US$0.45) and RMB3.24 (US$0.44), compared with RMB2.73 and RMB2.67 in the same period last year, respectively.

 

Adjusted net income was RMB2,733.3 million (US$374.5 million), compared with RMB2,214.4 million during the same period last year.

 

EBITDA[1] was RMB4,328.8 million (US$593.0 million), compared with RMB3,647.2 million in the same period last year.

 

Adjusted EBITDA was RMB4,615.3 million (US$632.3 million), compared to RMB3,651.8 million in the same period last year.

 

Net cash provided by operating activities was RMB2,806.3 million (US$384.5 million), compared with RMB3,923.3 million in the same period last year.

 

 

(1)EBITDA is a non-GAAP financial measure, which is defined as net income before depreciation, amortization, interest expenses and income tax expenses which management aims to better represent the underlying business operations.

 

5

 

 

Fiscal Year 2024 Financial Results

 

   Year Ended December 31, 
   2023   2024 
   RMB   %   RMB   US$   % 
   (in thousands, except percentages) 
Express delivery services   35,488,060    92.4    40,953,034    5,610,543    92.5 
Freight forwarding services   906,802    2.4    885,410    121,301    2.0 
Sale of accessories   1,876,624    4.9    2,300,392    315,152    5.2 
Others   147,429    0.3    141,884    19,438    0.3 
Total revenues   38,418,915    100.0    44,280,720    6,066,434    100.0 

 

Total Revenues were RMB44,280.7 million (US$6,066.4 million), an increase of 15.3% from RMB38,418.9 million last year. Revenue from the core express delivery business increased by 15.7% driven by a 12.6% growth in parcel volume and a 2.7% increase in unit price. KA revenue, including delivery fees from direct sales organizations established to serve core express KA customers, increased by 100.7% as the proportion of higher-valued parcels such as returned parcels from e-commerce platforms continued to increase. Revenue from freight forwarding services decreased by 2.4% compared to last year mainly due to declining cross-border e-commerce pricing. Revenue from sales of accessories, largely consisted of sales of thermal paper used for digital waybills’ printing, increased by 22.6%. Other revenues were derived mainly from financing services.

 

   Year Ended December 31, 
   2023   2024 
       % of           % of 
   RMB   revenues   RMB   US$   revenues 
   (in thousands, except percentages) 
Line-haul transportation cost   13,591,627    35.4    13,966,446    1,913,395    31.5 
Sorting hub operating cost   8,253,522    21.5    9,163,784    1,255,433    20.7 
Freight forwarding cost   854,533    2.2    828,270    113,473    1.9 
Cost of accessories sold   513,391    1.3    651,729    89,287    1.5 
Other costs   3,543,316    9.2    5,953,399    815,612    13.4 
Total cost of revenues   26,756,389    69.6    30,563,628    4,187,200    69.0 

 

Total cost of revenues was RMB30,563.6 million (US$4,187.2 million), an increase of 14.2% from RMB26,756.4 million last year.

 

Line haul transportation cost was RMB13,966.4 million (US$1,913.4 million), an increase of 2.8% from RMB13,591.6 million last year. The unit transportation cost decreased by 8.9% or 4 cents mainly attributable to better economies of scale and improved load rate through more effective route planning.

 

Sorting hub operating cost was RMB9,163.8 million (US$1,255.4 million), an increase of 11.0% from RMB8,253.5 million last year. The increase primarily consisted of (i) RMB542.6 million (US$74.3 million) increase in labor-associated costs, a net result of wage increases partially offset by automation-driven efficiency improvement, and (ii)RMB288.3 million (US$39.5 million) increase in depreciation and amortization costs associated with automated equipment and facility upgrades to further improve transit efficiency.

 

Cost of accessories sold was RMB615.7 million (US$89.3 million), increased by 26.9% compared with RMB513.4 million last year.

 

Other costs of RMB5,953.4 million (US$815.6 million) increased 68.0% from RMB3,543.3 million in 2023, which included costs for serving higher-valued enterprise customers that increased by RMB2,452.0 million (US$335.9 million).

 

6

 

 

Gross Profit was RMB13,717.1 million (US$1,879.2 million), increased 17.6% from RMB11,662.5 million last year as a combined result of revenues growth and cost productivity gain. Gross margin rate improved to 31.0% from 30.4% last year.

 

Total Operating Expenses were RMB1,940.2 million (US$265.8 million), compared to RMB1,654.6 million last year.

 

Selling, general and administrative expenses were RMB2,690.0 million (US$368.5 million), increased by 10.9% from RMB2,425.3 million last year, mainly due to (i) RMB72.4 million(US$9.9 million) increase in headquarter facility expenses, (ii) RMB47.6 million (US$6.5 million) increase in depreciation and amortization costs associated with administrative equipment and facilities, and (iii) RMB47.6 million (US$6.5 million) increase in compensation and benefit expenses.

 

Other operating income, net was RMB749.8 million (US$102.7 million), compared to RMB770.7 million last year. Other operating income mainly consisted of (i) RMB488.9 million (US$67.0 million) of government subsidies and tax rebates, (ii) RMB171.3 million (US$23.5 million) of rental and other income, and (iii) RMB111.5 million (US$15.3 million) ADR fee rebate.

 

Income from operations was RMB11,776.9 million (US$1,613.4 million), an increase of 17.7% from RMB10,007.9 million last year. The operating margin rate increased to 26.6% from 26.0% last year.

 

Interest income was RMB993.5 million (US$136.1 million), compared with RMB706.8 million last year.

 

Interest expenses was RMB337.9 million (US$46.3 million), compared with RMB289.5 million last year.

 

Gain from fair value changes of financial instruments was RMB202.9 million (US$27.8 million), compared with a gain of RMB164.5 million last year. Such gain or loss from fair value changes of the financial instruments is quoted by commercial banks according to market-based estimation of future redemption prices.

 

Impairment of investment in equity investees was RMB931.4 million (US$127.6 million), included the provision for impairment of (i) RMB479.9 million (US$65.8 million) related to a tender offer initiated by Alibaba Group Holding Limited (阿里巴巴集團控股有限公司) to purchase all the outstanding shares of Cainiao Smart Logistics Network Limited (菜鳥智慧物流網絡有限公司), as the offer price was below the carrying amount, and (ii) RMB451.5 million (US$61.8 million) of the Company’s investment in Zhejiang Yizhan Network Technology Co., Ltd.(浙江驛棧網絡科技有限公司), a subsidiary of Cainiao Smart Logistics Network Ltd.(菜鳥智慧物流網絡有限公司).

 

Foreign currency exchange Loss, before tax was RMB17.9 million (US$2.5 million), mainly due to the appreciation of the onshore U.S. dollar-denominated bank deposits against the Chinese Renminbi.

 

Income tax expenses were RMB2,845.4 million (US$389.8 million) compared to RMB1,938.6 million last year. Overall income tax rate increased by 6.3% percentage points year over year, mainly due to (i) the accrual of RMB 518.3 million (US$ 71.0 million) in withholding tax on dividend payable to ZTO Express (Hong Kong) Limited, and (ii) an income tax refund of RMB207.1 million (US$ 28.4 million) received in the third quarter of 2023 by Shanghai Zhongtongji Network Technology Co., Ltd.(上海中通吉網絡技術有限公司), a wholly-owned subsidiary of the Company, for being recognized as a “Key Software Enterprise” that was qualified for a preferential tax rate of 10% for tax year 2022.

 

Net income was RMB8,887.6 million (US$1,217.6 million), which increased by 1.5% from RMB8,754.5 million last year.

 

Basic and diluted earnings per ADS attributable to ordinary shareholders were RMB10.95 (US$1.50) and RMB10.70 (US$1.47), compared to basic and diluted earnings per ADS of RMB10.83 and RMB10.60 last year, respectively.

 

Adjusted basic and diluted earnings per ADS attributable to ordinary shareholders were RMB12.52 (US$1.72) and RMB12.20 (US$1.67), compared with RMB11.14 and RMB10.90 last year, respectively.

 

Adjusted net income was RMB10,150.4 million (US$1,390.6 million), compared with RMB9,005.9 million last year.

 

EBITDA[1] was RMB15,094.3 million (US$2,067.9 million), compared with RMB13,857.8 million last year.

 

Adjusted EBITDA was RMB16,354.9 million (US$2,240.6 million), compared to RMB14,107.3 million last year.

 

Net cash provided by operating activities was RMB11,429.4 million (US$1,565.8 million), compared with RMB13,361.0 million last year.

 

7

 

 

Recent Developments

 

Appointment of Nominating and Corporate Governance Committee Member

 

The board of directors (the “Board”) has appointed Ms. Fang Xie, an independent non-executive director, as a member of the nominating and corporate governance committee of the Board, effective March 19, 2025. Following the appointment, the nominating and corporate governance committee consists of four independent non-executive directors, namely Mr. Frank Zhen Wei (as the chairman), Mr. Qin Charles Huang, Mr. Tsun-Ming Daniel Kao and Ms. Fang Xie.

 

Declaration of Semi-Annual Dividend

 

The board of directors (the “Board”) has approved a cash dividend of US$0.35 per ADS and ordinary share for the six months ended December 31, 2024, to holders of its ordinary shares and ADSs as of the close of business on April 10, 2025. The dividend payment represents a 40% dividend payout ratio. For holders of Class A and Class B ordinary shares, in order to qualify for entitlement to the dividend, all valid documents for the transfer of shares accompanied by the relevant share certificates must be lodged for registration with the Company’s Hong Kong branch share registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong no later than 4:30 p.m. on April 10, 2025 (Hong Kong Time). The payment date is expected to be April 22, 2025 for holders of Class A and Class B ordinary shares, and April 29, 2025 for holders of ADSs.

 

Company Share Repurchase Program

 

The Board has approved its share repurchase program in November 2018 and made subsequent modifications, whereby the latest modification increased the aggregate value of shares that may be repurchased to US$2.0 billion and extended the effective period through June 30, 2025. As of December 31, 2024, the Company had purchased an aggregate of 50,546,707 ADSs for US$1,222.0 million on the open market, including repurchase commissions. The remaining funds available under the share repurchase program is US$778.0 million.

 

Business Outlook

 

Based on current market and operating conditions, the Company’s parcel volume for 2025 is expected to be in the range of 40.8 billion to 42.2 billion, representing a 20% to 24% increase year over year. Such estimates represent management’s current and preliminary view, which are subject to change.

 

Exchange Rate

 

This announcement contains translation of certain Renminbi amounts into U.S. dollars at specified rates solely for the convenience of readers. Unless otherwise noted, all translations from Renminbi to U.S. dollars were made at the exchange rate of RMB7.2993 to US$1.00, the noon buying rate on December 31, 2024 as set forth in the H.10 statistical release of the Board of Governors of the Federal Reserve Systems.

 

8

 

 

Use of Non-GAAP Financial Measures

 

The Company uses EBITDA, adjusted EBITDA, adjusted net income, adjusted net income attributable to ordinary shareholders, and adjusted basic and diluted earnings per American depositary share attributable to ordinary shareholders, each a non-GAAP financial measure, in evaluating ZTO’s operating results and for financial and operational decision-making purposes.

 

Reconciliations of the Company’s non-GAAP financial measures to its U.S. GAAP financial measures are shown in tables at the end of this earnings release, which provide more details about the non-GAAP financial measures.

 

The Company believes that such Non-GAAP measures help identify underlying trends in ZTO’s business that could otherwise be distorted by the effect of the related expenses and gains that the Company includes in income from operations and net income. The Company believes that EBITDA, adjusted EBITDA, adjusted net income, adjusted net income attributable to ordinary shareholders and adjusted basic and diluted earnings per American depositary share attributable to ordinary shareholders provide useful information about its operating results, enhance the overall understanding of its past performance and future prospects and allow for greater visibility with respect to key metrics used by ZTO’s management in its financial and operational decision-making.

 

EBITDA, adjusted EBITDA, adjusted net income, adjusted net income attributable to ordinary shareholders and adjusted basic and diluted earnings per American depositary share attributable to ordinary shareholders should not be considered in isolation or construed as an alternative to net income or any other measure of performance or as an indicator of the Company’s operating performance. Investors are encouraged to compare the historical non-GAAP financial measures to the most directly comparable GAAP measures. EBITDA, adjusted EBITDA, adjusted net income, adjusted net income attributable to ordinary shareholders and adjusted basic and diluted earnings per American depositary share attributable to ordinary shareholders presented here may not be comparable to similarly titled measures presented by other companies. Other companies may calculate similarly titled measures differently, limiting their usefulness as comparative measures to ZTO’s data. ZTO encourages investors and others to review the Company’s financial information in its entirety and not rely on a single financial measure.

 

9

 

 

Conference Call Information

 

ZTO’s management team will host an earnings conference call at 8:30 PM U.S. Eastern Time on Tuesday, March 18, 2025 (8:30 AM Beijing Time on March 19, 2025).

 

Dial-in details for the earnings conference call are as follows:

 

United States: 1-888-317-6003
Hong Kong: 800-963-976
Mainland China: 4001-206-115
Singapore: 800-120-5863
International: 1-412-317-6061
Passcode: 9429827

 

Please dial in 15 minutes before the call is scheduled to begin and provide the passcode to join the call.

 

A replay of the conference call may be accessed by phone at the following numbers until March 25, 2025:

 

United States: 1-877-344-7529
International: 1-412-317-0088
Passcode: 8404611

 

Additionally, a live and archived webcast of the conference call will be available at http://zto.investorroom.com.

 

About ZTO Express (Cayman) Inc.

 

ZTO Express (Cayman) Inc. (NYSE: ZTO and SEHK:2057) ("ZTO" or the "Company") is a leading and fast-growing express delivery company in China. ZTO provides express delivery service as well as other value-added logistics services through its extensive and reliable nationwide network coverage in China.

 

ZTO operates a highly scalable network partner model, which the Company believes is best suited to support the significant growth of e-commerce in China. The Company leverages its network partners to provide pickup and last-mile delivery services, while controlling the mission-critical line-haul transportation and sorting network within the express delivery service value chain.

 

For more information, please visit http://zto.investorroom.com.

 

10

 

 

Safe Harbor Statement

 

This announcement contains statements that may constitute "forward-looking" statements pursuant to the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "aims," "future," "intends," "plans," "believes," "estimates," "likely to," and other similar expressions. Among other things, the business outlook and quotations from management in this announcement contain forward-looking statements. ZTO may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the "SEC") and The Stock Exchange of Hong Kong Limited (the "HKEX"), in its interim and annual reports to shareholders, in announcements, circulars or other publications made on the website of the HKEX, in press releases and other written materials, and in oral statements made by its officers, directors, or employees to third parties. Statements that are not historical facts, including but not limited to statements about ZTO's beliefs, plans, and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: risks relating to the development of the e-commerce and express delivery industries in China; its significant reliance on certain third-party e-commerce platforms; risks associated with its network partners and their employees and personnel; intense competition which could adversely affect the Company's results of operations and market share; any service disruption of the Company's sorting hubs or the outlets operated by its network partners or its technology system; ZTO's ability to build its brand and withstand negative publicity, or other favorable government policies. Further information regarding these and other risks is included in ZTO's filings with the SEC and the HKEX. All information provided in this announcement is as of the date of this announcement, and ZTO does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

 

11

 

 

UNAUDITED CONSOLIDATED FINANCIAL DATA

 

Summary of Unaudited Consolidated Comprehensive Income Data:

 

   Three Months Ended December 31,   Year Ended December 31, 
   2023   2024   2023   2024 
   RMB   RMB   US$   RMB   RMB   US$ 
                         
   (in thousands, except for share and per share data) 
Revenues   10,619,434    12,919,702    1,769,992    38,418,915    44,280,720    6,066,434 
Cost of revenues   (7,491,185)   (9,159,983)   (1,254,912)   (26,756,389)   (30,563,628)   (4,187,200)
Gross profit   3,128,249    3,759,719    515,080    11,662,526    13,717,092    1,879,234 
Operating (expenses)/income:                              
Selling, general and administrative   (700,357)   (655,825)   (89,848)   (2,425,253)   (2,690,017)   (368,531)
Other operating income, net   327,203    349,277    47,851    770,651    749,784    102,720 
Total operating expenses   (373,154)   (306,548)   (41,997)   (1,654,602)   (1,940,233)   (265,811)
Income from operations   2,755,095    3,453,171    473,083    10,007,924    11,776,859    1,613,423 
Other income/(expenses):                              
Interest income   201,383    221,927    30,404    706,765    993,535    136,114 
Interest expense   (61,804)   (71,784)   (9,834)   (289,533)   (337,919)   (46,295)
(Loss)/gain from fair value changes of financial instruments   (51,247)   168,003    23,016    164,517    202,886    27,795 
(Loss)/gain on disposal of equity investees, subsidiary and others   (4,589)   (21,212)   (2,906)   5,485    (10,518)   (1,441)
Impairment of investment in equity investees   -    (258,551)   (35,421)   -    (931,367)   (127,597)
Foreign currency exchange gain/(loss) before tax   17,972    (318)   (44)   93,543    (17,930)   (2,456)
Income before income tax, and share of (loss)/gain in equity method   2,856,810    3,491,236    478,298    10,688,701    11,675,546    1,599,543 
Income tax expense   (636,621)   (1,059,086)   (145,094)   (1,938,600)   (2,845,361)   (389,813)
Share of (loss)/gain in equity method investments   (10,376)   14,659    2,008    4,356    57,410    7,865 
Net income   2,209,813    2,446,809    335,212    8,754,457    8,887,595    1,217,595 
Net income attributable to non-controlling interests   (17,507)   (64,119)   (8,784)   (5,453)   (70,760)   (9,694)
Net income attributable to ZTO Express (Cayman) Inc.   2,192,306    2,382,690    326,428    8,749,004    8,816,835    1,207,901 
Net income attributable to ordinary shareholders   2,192,306    2,382,690    326,428    8,749,004    8,816,835    1,207,901 
Net earnings per share attributed to ordinary shareholders                              
Basic   2.72    2.97    0.41    10.83    10.95    1.50 
Diluted   2.66    2.89    0.40    10.60    10.70    1.47 
Weighted average shares used in calculating net earnings per ordinary share/ADS                              
Basic   806,082,185    803,354,580    803,354,580    807,739,616    804,875,816    804,875,816 
Diluted   837,291,253    836,920,680    836,920,680    838,948,683    838,441,916    838,441,916 
Net income   2,209,813    2,446,809    335,212    8,754,457    8,887,595    1,217,595 
Other comprehensive income/ (expenses), net of tax of nil:                              
Foreign currency translation adjustment   70,677    (124,108)   (17,003)   (104,052)   (103,970)   (14,244)
Comprehensive income   2,280,490    2,322,701    318,209    8,650,405    8,783,625    1,203,351 
Comprehensive income attributable to non-controlling interests   (17,507)   (64,119)   (8,784)   (5,453)   (70,760)   (9,694)
Comprehensive income attributable to ZTO Express (Cayman) Inc.   2,262,983    2,258,582    309,425    8,644,952    8,712,865    1,193,657 

 

12

 

 

Unaudited Consolidated Balance Sheets Data:

 

   As of 
   December 31,   December 31, 
   2023   2024 
   RMB   RMB   US$ 
             
   (in thousands, except for share data) 
ASSETS            
Current assets               
Cash and cash equivalents   12,333,884    13,465,442    1,844,758 
Restricted cash   686,568    37,517    5,140 
Accounts receivable, net   572,558    1,503,706    206,007 
Financing receivables   1,135,445    1,178,617    161,470 
Short-term investment   7,454,633    8,848,447    1,212,232 
Inventories   28,074    38,569    5,284 
Advances to suppliers   821,942    783,599    107,353 
Prepayments and other current assets   3,772,377    4,329,664    593,162 
Amounts due from related parties   148,067    168,160    23,038 
Total current assets   26,953,548    30,353,721    4,158,444 
Investments in equity investees   3,455,119    1,871,337    256,372 
Property and equipment, net   32,181,025    33,915,366    4,646,386 
Land use rights, net   5,637,101    6,170,233    845,318 
Intangible assets, net   23,240    17,043    2,335 
Operating lease right-of-use assets   672,193    566,316    77,585 
Goodwill   4,241,541    4,241,541    581,089 
Deferred tax assets   879,772    984,567    134,885 
Long-term investment   12,170,881    12,017,755    1,646,426 
Long-term financing receivables   964,780    861,453    118,019 
Other non-current assets   701,758    919,331    125,948 
Amounts due from related parties-non current   584,263    421,667    57,766 
TOTAL ASSETS   88,465,221    92,340,330    12,650,573 
LIABILITIES AND EQUITY               
Current liabilities               
Short-term bank borrowing   7,765,990    9,513,958    1,303,407 
Accounts payable   2,557,010    2,463,395    337,484 
Advances from customers   1,745,727    1,565,147    214,424 
Income tax payable   333,257    488,889    66,978 
Amounts due to related parties   234,683    202,766    27,779 
Operating lease liabilities   186,253    183,373    25,122 
Dividends payable   1,548    14,134    1,936 
Convertible senior notes   -    7,270,081    995,997 
Other current liabilities   7,236,716    6,571,492    900,290 
Total current liabilities   20,061,184    28,273,235    3,873,417 
Non-current operating lease liabilities   455,879    377,717    51,747 
Deferred tax liabilities   638,200    1,014,545    138,992 
Convertible senior notes   7,029,550    -    - 
TOTAL LIABILITIES   28,184,813    29,665,497    4,064,156 
Shareholders' equity               
Ordinary shares (US$0.0001 par value; 10,000,000,000 shares authorized; 812,866,663 shares issued and 804,719,252 shares outstanding as of December 31, 2023; 810,339,182 shares issued and 798,622,719 shares outstanding as of December 31, 2024)   525    523    72 
Additional paid-in capital   24,201,745    24,389,905    3,341,403 
Treasury shares, at cost   (510,986)   (1,131,895)   (155,069)
Retained earnings   36,301,185    39,098,553    5,356,480 
Accumulated other comprehensive loss   (190,724)   (294,694)   (40,373)
ZTO Express (Cayman) Inc. shareholders' equity   59,801,745    62,062,392    8,502,513 
Noncontrolling interests   478,663    612,441    83,904 
Total Equity   60,280,408    62,674,833    8,586,417 
TOTAL LIABILITIES AND EQUITY   88,465,221    92,340,330    12,650,573 

 

13

 

 

Summary of Unaudited Consolidated Cash Flow Data:

 

   Three Months Ended December 31,   Year Ended December 31, 
   2023   2024   2023   2024 
   RMB   RMB   US$   RMB   RMB   US$ 
                         
   (in thousands) 
Net cash provided by operating activities   3,923,285    2,806,349    384,468    13,360,967    11,429,436    1,565,826 
Net cash provided by / (used in) investing activities   1,181,169    2,974,348    407,484    (12,252,751)   (5,980,724)   (819,356)
Net cash used in financing activities   (2,166,101)   (4,031,871)   (552,364)   (769,836)   (4,995,180)   (684,337)
Effect of exchange rate changes on cash, cash equivalents and restricted cash   4,450    34,377    4,710    109,843    26,105    3,577 
Net increase in cash, cash equivalents and restricted cash   2,942,803    1,783,203    244,298    448,223    479,637    65,710 
Cash, cash equivalents and restricted cash at beginning of period   10,108,507    11,747,744    1,609,434    12,603,087    13,051,310    1,788,022 
Cash, cash equivalents and restricted cash at end of period   13,051,310    13,530,947    1,853,732    13,051,310    13,530,947    1,853,732 

 

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same such amounts shown in the condensed consolidated statements of cash flows:

 

   As of 
   December 31,   December 31, 
   2023   2024 
   RMB   RMB   US$ 
             
   (in thousands) 
Cash and cash equivalents   12,333,884    13,465,442    1,844,758 
Restricted cash, current   686,568    37,517    5,140 
Restricted cash, non-current   30,858    27,988    3,834 
Total cash, cash equivalents and restricted cash   13,051,310    13,530,947    1,853,732 

 

14

 

 

Reconciliations of GAAP and Non-GAAP Results
 
  Three Months Ended December 31,   Year Ended December 31,
  2023   2024   2023   2024
  RMB   RMB   US$   RMB   RMB   US$
                       
  (in thousands, except for share and per share data)
Net income 2,209,813   2,446,809   335,212   8,754,457   8,887,595   1,217,595
Add:                      
Share-based compensation expense [1] -   6,768   927   254,976   318,692   43,661
Impairment of investment in equity investees [1] -   258,551   35,421   -   931,367   127,597
Loss / (gain) on disposal of equity investees, subsidiary and others, net of income taxes 4,589   21,212   2,906   (3,513)   12,705   1,741
Adjusted net income 2,214,402   2,733,340   374,466   9,005,920   10,150,359   1,390,594
                       
Net income 2,209,813   2,446,809   335,212   8,754,457   8,887,595   1,217,595
Add:                      
Depreciation 705,117   714,289   97,857   2,740,819   2,882,579   394,912
Amortization 33,855   36,793   5,041   134,390   140,827   19,293
Interest expenses 61,804   71,784   9,834   289,533   337,919   46,295
Income tax expenses 636,621   1,059,086   145,094   1,938,600   2,845,361   389,813
EBITDA 3,647,210   4,328,761   593,038   13,857,799   15,094,281   2,067,908
                       
Add:                      
Share-based compensation expense -   6,768   927   254,976   318,692   43,661
Impairment of investment in equity investees -   258,551   35,421   -   931,367   127,597
Loss / (gain) on disposal of equity investees, subsidiary and others, before income taxes 4,589   21,212   2,906   (5,485)   10,518   1,441
Adjusted EBITDA 3,651,799   4,615,292   632,292   14,107,290   16,354,858   2,240,607

 

 

(1)Net of income taxes of nil

 

15

 

 

Reconciliations of GAAP and Non-GAAP Results
 
   Three Months Ended December 31,   Year Ended December 31, 
   2023   2024   2023   2024 
   RMB   RMB   US$   RMB   RMB   US$ 
                         
   (in thousands, except for share and per share data) 
Net income attributable to ordinary shareholders   2,192,306    2,382,690    326,428    8,749,004    8,816,835    1,207,901 
Add:                              
Share-based compensation expense [1]   -    6,768    927    254,976    318,692    43,661 
Impairment of investment in equity investees [1]   -    258,551    35,421    -    931,367    127,597 
Loss / (gain) on disposal of equity investees, subsidiary and others, net of income taxes   4,589    21,212    2,906    (3,513)   12,705    1,741 
Adjusted Net income attributable to ordinary shareholders   2,196,895    2,669,221    365,682    9,000,467    10,079,599    1,380,900 
                               
Weighted average shares used in calculating net earnings per ordinary share/ADS                              
Basic   806,082,185    803,354,580    803,354,580    807,739,616    804,875,816    804,875,816 
Diluted   837,291,253    836,920,680    836,920,680    838,948,683    838,441,916    838,441,916 
                               
Net earnings per share/ADS attributable to ordinary shareholders                              
Basic   2.72    2.97    0.41    10.83    10.95    1.50 
Diluted   2.66    2.89    0.40    10.60    10.70    1.47 
                               
Adjusted net earnings per share/ADS attributable to ordinary shareholders                              
Basic   2.73    3.32    0.45    11.14    12.52    1.72 
Diluted   2.67    3.24    0.44    10.90    12.20    1.67 

 

 

(1)Net of income taxes of nil

 

16

 

 

For investor and media inquiries, please contact:

 

ZTO Express (Cayman) Inc.

 

Investor Relations

 

E-mail: ir@zto.com

 

Phone: +86 21 5980 4508

 

17


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