So-Young International Inc.   SY   $11.80-$13.80 13.0 million ADSs Underwriters: Deutsche Bank, CICC   Co-Managers: Canaccord Genuity, Needham Proposed trade date of 5/2 Their mission is to bring beauty and health to everyone.

 

So-Young International Inc.   SY

 

Click here to view the prospectus.

https://www.sec.gov/Archives/edgar/data/1758530/000119312519113365/d649858df1a.htm#rom649858_3

Company Overview

So-Young is No. 1 and the most popular online destination for discovering, evaluating and reserving medical aesthetic services in China.

Their business model comprises three integrated components: (i) their original, reliable and professional content and its distribution through major social media networks and their targeted media platforms in China, (ii) their highly engaged social community characterized by signature user-generated content, and (iii) their transparent and user-friendly online reservation services for medical aesthetic treatment. With reliable and comprehensive content, as well as a multitude of social functions online medical aesthetic service platforms as a percentage of total customer acquisition spending on all online channels rapidly increased from 0.9% in 2014 to 7.0% in 2018, and is expected to reach 25.6% by 2023.

They leverage their popular and professional media content to reach and attract a vast audience. Their vibrant and trustworthy social community allows their users to discover the latest medical aesthetic treatment trends and helps them make purchase decisions. The personal experience shared by users who had undergone medical aesthetic treatment further builds the trust that is critical for others who wish to have similar treatment. They had a large depository of over 2 million day-by-day, case-based blogs called Beauty Diaries, as of December 31, 2018. They believe their business model, which connects a user’s innate desire to be more beautiful with a personal, emotionally-attached discovery and assessment process on their platform, is highly effective in facilitating users’ decision making and enhancing user experience. They also encourage users to rate, review and share their treatment experience on their platform. They believe the user-generated content, ratings and reviews on their platform incentivize medical aesthetic service providers to offer high-quality and diversified treatment with transparent pricing.

 

IPO Detail

 

This is the initial public offering of So-Young International Inc. and no public market currently exists for its common stock. So-Young International Inc. is offering 13,000,000 ADSs as described in the prospectus. The company expects the initial public offering price of its ADSs to be between $11.80 and $13.80 per ADS. The company has applied to list its ADSs on the NASDAQ Global Market under the symbol “SY.”

 

ADSs offered by the company

      13,000,000     ADSs

 

ADSs to be outstanding immediately after this offering

      13,000,000     ADSs

 

Ordinary shares to be outstanding immediately after this offering

       77,113,419 ordinary shares, comprised of        65,113,419 Class A ordinary shares and 12,000,000 Class B ordinary shares

 

13 ADSs represent 10 of their Class A ordinary shares. Class B ordinary shares issued and outstanding immediately after the completion of this offering will represent 15.6% of our total issued and outstanding shares and 84.7% of the then total voting power.

Use of Proceeds

They estimate that they will receive net proceeds from this offering of approximately US$150.8 million. The primary purposes of this offering are to create a public market for their shares for the benefit of all shareholders, retain talented employees by providing them with equity incentives, and obtain additional capital. They plan to use the net proceeds of this offering as follows:

 

 

approximately 30% to invest in technology and research and development;

 

 

approximately 20% for brand promotion and user acquisition efforts;

 

 

approximately 20% for horizontal and vertical business expansions;

 

 

approximately 10% to enhance their content offering; and

 

 

the balance for general corporate purposes and working capital needs and potential strategic investments and acquisitions, although they have not identified any specific investments or acquisition opportunities at this time.

 

Competition

 

Company

 

Stock Symbol

 

Exchange.

 Baidu Inc.

 

BIDU

 

  NASDAQ

Weibo Corp.

 

 

WB

 

 

NASDAQ

.    TikTok(subsidiary of ByteDance)

 

 

Private

 

 

 

Gengmei

 

 

Private

 

 

 

Yuemei.com

 

 

Private

 

 

 

Meilishenqi

 

 

Private

 

 

 

 

The online medical aesthetics industry in China is highly competitive and rapidly evolving. Their primary competitors include (i) leading search engines, (ii) other online medical aesthetic service platforms, and (iii) general online e-commerce platforms.

Market Opportunity

Growth of Medical Aesthetic Service Industry in China

Medical aesthetic services are elective medical procedures that specialize in improving cosmetic appearance, thereby improving people’s quality of life and psychological well-being. The medical aesthetic service industry in China is large and rapidly growing. According to Frost & Sullivan, the total revenues of the medical aesthetic services industry reached RMB121.7 billion (US$17.7 billion) in 2018, representing a CAGR of 23.6% from 2014. The total revenues of this industry are expected to reach RMB360.1 billion (US$52.4 billion) by 2023, with an accelerated CAGR of 24.2% from 2018 to 2023. With such growth rate, China has become one of the fastest growing medical aesthetic service markets in the world, ranked the second in terms of market size in 2017, and is poised to become the largest market in the world by 2021.

The medical aesthetic service industry in China is highly fragmented and competitive. According to Frost and Sullivan, there were approximately 10,000 medical aesthetic service providers in 2018. In addition, the medical aesthetic service industry in China is largely driven by private institutions as they actively create a competitive niche in their treatment and closely follow aesthetic trends. Among private institutions, the top five players merely represented 7.4% of the total market.

Online Customer Acquisition by Medical Aesthetic Service Industry in China

Medical aesthetic service providers in China acquire their customers through offline channels, such as beauty salons and outdoor advertisement, as well as online channels, which include online medical aesthetic platforms, search engines and general online e-commerce platforms. According to Frost & Sullivan, medical aesthetic service providers spent RMB31.3 billion (US$4.6 billion) on customer acquisition in 2018, representing 25.8% of the total revenues in this industry.

In particular, online customer acquisition spending in China’s medical aesthetic service industry amounted to RMB18.1 billion (US$2.6 billion) in 2018, and is expected to continue to grow rapidly at a CAGR of 22.2% from 2018 to 2023, reaching RMB49.3 billion (US$7.2 billion) by 2023.

Online Medical Aesthetic Service Platform in China

Online medical aesthetic service platforms are where users can discover, evaluate and reserve medical aesthetic services for treatment offline. Online medical aesthetic service platforms emerged in recent years and quickly gained market share from traditional online customer acquisition channels as such platforms effectively facilitated the direct interaction between consumers and medical aesthetic service providers. According to Frost & Sullivan, customer acquisition spending on online medical aesthetic platforms accounted for 0.9% of total customer acquisition spending through online channels in 2014 and 7.0% in 2018, and is expected to reach 25.6% by 2023. Customer acquisition spending on online medical aesthetic service platforms increased from RMB64.5 million (US$9.4 million) in 2014 to RMB1.3 billion (US$0.2 billion) in 2018, and is expected to grow to RMB12.6 billion (US$1.8 billion) in 2023, representing a CAGR of 58.2% from 2018.

Consumption Healthcare Service Industry in China

Consumption healthcare services, such as medical aesthetic services, refer to elective medical services that are primarily for improving people’s quality of life and not aimed at treating serious diseases. China enjoys a large and fast-growing consumption healthcare service industry. According to Frost & Sullivan, total revenues from consumption healthcare services industry in China was RMB560.7 billion (US$81.6 billion) in 2018, and is expected to grow at a CAGR of 20.0% from 2018 to 2023, reaching RMB1,395.5 billion (US$203.0 billion) by 2023. Similar to the medical aesthetic service industry, consumption healthcare service providers observe increasing spending on online customer acquisition channels to gain customers as the industry is also highly competitive and fragmented. 

 

  

For the Year Ended December 31,

 

 

  

2016

 

  

2017

 

  

2018

 

 

  

RMB

 

  

RMB

 

  

RMB

 

  

US$

 

 

  

(in thousands, except for share and per share data)

 

Selected Consolidated Statements of Comprehensive (Loss)/Income Data:

  

  

  

  

Revenues

 

  

Information services

  

 

19,869

 

  

 

143,613

 

  

 

415,119

 

  

 

60,377

 

Reservation services

  

 

29,221

 

  

 

115,692

 

  

 

202,107

 

  

 

29,395

 

  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

Total revenues

  

 

49,090

 

  

 

259,305

 

  

 

617,226

 

  

 

89,772

 

Cost of revenues(1)

  

 

(25,192

  

 

(44,799

  

 

(91,563

  

 

(13,317

  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

Gross profit

  

 

23,898

 

  

 

214,506

 

  

 

525,663

 

  

 

76,455

 

Operating expenses:

  

  

  

  

Sales and marketing expenses(1)

  

 

(62,206

  

 

(127,462

  

 

(306,360

  

 

(44,558

General and administrative expenses(1)

  

 

(18,043

  

 

(29,725

  

 

(75,442

  

 

(10,973

Research and development expenses(1)

  

 

(17,932

  

 

(32,557

  

 

(94,726

  

 

(13,777

  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

Total operating expenses

  

 

(98,181

  

 

(189,744

  

 

(476,528

  

 

(69,308

  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

(Loss)/Income from operations

  

 

(74,283

  

 

24,762

 

  

 

49,135

 

  

 

7,147

 

  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

(Loss)/Income before tax

  

 

(81,036

  

 

13,221

 

  

 

58,254

 

  

 

8,473

 

Income tax benefit/(expense)

  

 

 

  

 

3,981

 

  

 

(3,171

  

 

(461

  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

Net (loss)/income

  

 

(81,036

  

 

17,202

 

  

 

55,083

 

  

 

8,012

 

Accretions of convertible redeemable preferred shares to redemption value

  

 

(21,487

  

 

(28,521

  

 

(104,211

  

 

(15,157

  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

Net loss attributable to ordinary shareholders of the Company

  

 

(102,523

  

 

(11,319

  

 

(49,128

  

 

(7,145

  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

Net (loss)/income

  

 

(81,036

  

 

17,202

 

  

 

55,083

 

  

 

8,012

 

Other comprehensive income/(loss):

  

  

  

  

Foreign currency translation adjustment

  

 

2,323

 

  

 

(2,203

  

 

34,439

 

  

 

5,009

 

  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

Total other comprehensive income/(loss)

  

 

2,323

 

  

 

(2,203

  

 

34,439

 

  

 

5,009

 

  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

Total comprehensive (loss)/income

  

 

(78,713

  

 

14,999

 

  

 

89,522

 

  

 

13,021

 

Accretions of convertible redeemable preferred shares to redemption value

  

 

(21,487

  

 

(28,521

  

 

(104,211

  

 

(15,157

  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

Comprehensive loss attributable to ordinary shareholders of the Company

  

 

(100,200

  

 

(13,522

  

 

(14,689

  

 

(2,136

  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

Net loss per ordinary share

  

  

  

  

Basic

  

 

(3.81

  

 

(0.42

  

 

(2.00

  

 

(0.29

Diluted

  

 

(3.81

  

 

(0.42

  

 

(2.00

  

 

(0.29

  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

Weighted average number of ordinary shares used in computing loss per share, basic

  

 

26,882,387

 

  

 

26,882,387

 

  

 

24,555,427

 

  

 

24,555,427

 

Weighted average number of ordinary shares used in computing loss per share, diluted

  

 

26,882,387

 

  

 

26,882,387

 

  

 

24,555,427

 

  

 

24,555,427

 

(1)

Share-based compensation expenses were allocated as follows:

 

 

  

For the Year Ended December 31,

 

 

  

2016

 

 

2017

 

 

2018

 

 

  

RMB

 

 

RMB

 

 

RMB

 

 

US$

 

 

  

(in thousands)

 

Cost of revenues

  

 

(96

 

 

(89

 

 

(1,423

 

 

(207

Sales and marketing expenses

  

 

(262

 

 

(490

 

 

(1,018

 

 

(148

General and administrative expenses

  

 

(1,158

 

 

(1,675

 

 

(10,112

 

 

(1,471

Research and development expenses

  

 

(168

 

 

(405

 

 

(13,306

 

 

(1,935

  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

  

 

(1,684

 

 

(2,659

 

 

(25,859

 

 

(3,761



 

 

  

As of December 31,

 

 

  

2017

 

 

2018

 

 

  

RMB

 

 

RMB

 

 

US$

 

 

  

(in thousands)

 

Selected Consolidated Balance Sheet Data:

  

 

 

Cash and cash equivalents

  

 

440,859

 

 

 

563,383

 

 

 

81,941

 

Term deposits and short-term investments

  

 

81,258

 

 

 

643,539

 

 

 

93,599

 

Total current assets

  

 

552,438

 

 

 

1,278,451

 

 

 

185,942

 

Total assets

  

 

568,385

 

 

 

1,340,536

 

 

 

194,970

 

Total liabilities

  

 

140,927

 

 

 

302,156

 

 

 

43,946

 

Total mezzanine equity

  

 

594,421

 

 

 

1,395,949

 

 

 

203,031

 

Total shareholders’ deficit

  

 

(166,963

 

 

(357,569

 

 

(52,007



 

Target Markets

Drive Transparency in the Industry through Enriched Content Offering

They aim to further transform medical aesthetic industry in China towards greater transparency on service quality and pricing by focusing on enriching their universe of reliable, appealing and topical content offering. As the No. 1 player in the industry, they will lead by example and commit to delivering authentic, relevant and timely content to consumers to enable informed decisions and promote positive industry growth dynamics.

Proactively Deploy Artificial Intelligence and other Technological Innovations

Technological innovations and competency are essential to their platform’s competitive advantage. They will continue to implement a number of industry breakthrough technologies, including:

Strengthen Collaboration with Medical Aesthetic Service Providers through More Value-added Services

They offer and will continue to enhance their SaaS module to help their service providers reduce user maintenance cost and improve efficiency. Software products currently in their research and development pipelines include intelligent in-app messaging system and digital patient record database for online information service on their platform.

They intend to strengthen professional training courses on the proper management of sophisticated medical equipment, for medical aesthetic service providers to improve their service quality, professional knowledge and operational capabilities.

Continue to Raise Brand Awareness and Expand User Acquisition Channels

They intend to increase marketing and branding efforts to further raise the awareness of their professional and trustworthy platform. Their branding strategy will fully embrace the latest trends in social-based marketing activities, in a cost-effective manner by leveraging their word-of-mouth reputation.

They plan to establish a stronger presence on leading social media networks in China with high user traffic volume through collaborations. They also aim to expand their audience reach by establishing multiple channels of strategic marketing partnerships. Building on their profound understanding of user behaviors and preferences, they intend to launch more innovative and effective online and offline marketing events, cross-platform membership programs with other industry participants, as well as sponsorships of popular entertainment titles in China.

Expand into Other Consumption Healthcare Verticals and Tap into New User Segments

They believe a more diversified service offering will address a wider spectrum of their users’ healthcare needs, and in turn extend and expand their consumption lifecycle on their platform. They have started and will continue to prudently expand into consumption healthcare verticals with similar industry pain-points, overlapping consumer bases, or comparable decision-making processes. They plan to gain stronger foothold in the dental, dermatology, ophthalmology, obstetrics & gynecology, and physical examination services sectors.

They will offer multi-tiered service categories on their platform to better serve their increasingly diversified user base, particularly users with higher spending power and more tailored preferences.

 

Company's Unique Strengths

Market Leader with Powerful Business Model

They are the market leader in terms of audience reach, user engagement, transaction value facilitated, and trustworthiness, testifying to the success of their powerful business model.

·         audience reach: over 240 million average monthly views of their rich media content distributed through social media networks and their targeted media platforms in the fourth quarter of 2018;

·         user engagement: their So-Young mobile app accounted for 84.1% of total daily user time spent on online medical aesthetic service mobile apps in 2018, according to Frost & Sullivan;

·         transaction value facilitated: they facilitated medical aesthetic treatment transactions in the aggregate value of RMB2.1 billion (US$306.6 million) through their platform in 2018, representing 33.1% of total amounts paid for medical aesthetic treatment booked online in that year, according to Frost & Sullivan; and

·         trustworthiness: they ranked top in terms of both brand awareness and customer stickiness in a survey of 1,000 respondents conducted in October 2018.

Their industry leading scale and fundamentally, their business model led to strong network effects across their platform, which enhances user experience, engagement and retention, and have proven to be highly scalable.

Strong network effect. They believe the three components of their business model are deeply integrated with one another, creating robust barriers to entry and enabling them to create a sustainable business model that cannot be easily replicated by competitors. In the simplest terms, users are attracted to their platform by content and services that they offer, while medical aesthetic service providers gather on their platform for the direct access to the largest online medical aesthetic user community and effective customer acquisition that it brings. As the number of their users grows, so does the number of medical aesthetic service providers on their platform. More medical aesthetic service providers will then lead to more tailored and greater variety of treatment, as well as more targeted content, which ultimately attract more users.

High scalability. Leveraging their established brand image, extensive audience reach, highly engaged social community and data insights, they are well positioned to expand both vertically along the medical aesthetic industry value chain and horizontally into other sectors in the massive consumption healthcare service market. They have built a proven track record by launching a host of services aimed at medical aesthetic service providers, and by achieving early success in expanding into other consumption healthcare services in China.

Market Trailblazer and Technology Innovator

They have, as the most important part of their DNA, continued innovation aimed at pushing the boundaries of what the internet and technology can do to transform the traditional consumption healthcare service industry. They believe they have pioneered and shaped the online medical aesthetic services market in China as it exists today.

Their core innovation and contribution to the medical aesthetic service industry is building a platform that seamlessly integrates media content, social community and online reservation function. Since their inception in 2013, they have been leading the campaign to increase the level of acceptance and popularity of discovering, evaluating and reserving medical aesthetic services online. According to Frost & Sullivan:

·        They were the first to introduce a social community focused on medical aesthetic services, which has become the largest in China;

  • They introduced the Beauty Diaries, a revolutionary content format featuring day-by-day blogs written and shared by users who had undergone medical aesthetic treatment through their platform, which has become the iconic and most popular type of content in the industry; and
  • They were the first to launch online reservation function for medical aesthetic services in China, providing one-stop consumption experience to their users.

 They embrace the latest technology developments and pursue the integration of technology into their platform. For example, they were the first in their industry in China to utilize artificial intelligence technology in analyzing facial features for evaluating virtual medical aesthetic needs and predicting treatment effects online, according to Frost & Sullivan. Based on their facial analysis technologies, their platform enables users to search for, and they are also capable of actively channeling, relevant and suitable medical aesthetic content and treatment information with a simple image input of the user’s feature. They also pioneered live video broadcasting as a content format on their platform both for users to share their aftercare experience and for service providers to enhance their brand awareness.

Most Trusted Platform with Highly Engaged Community of Users

According to a survey of 1,000 respondents conducted in October 2018, they are the most trusted online medical aesthetic service platform in China, and they ranked No. 1 in terms of both brand awareness and customer stickiness. The association of their brand value with trustworthiness translates into high repeat purchase rate on their platform.

Their highly engaged social community plays a vital role in promoting transparency in terms of the pricing and quality of medical aesthetic services by encouraging genuine user reviews and ratings, which in turn helps their users arrive at informed decisions. Their iconic Beauty Diaries invigorated their social community and allowed their users to be emotionally connected and supported, during and after treatment.

As a testament to the highly engaged nature of their community, as well as the trust their users place in them, as of December 31, 2018, a total of over two million pieces of Beauty Diaries, each with author’s emotions and personal details, had been posted on their platform. In addition, their users frequently seeks advice on specific medical aesthetic treatment procedures from medical service providers on their platform through their messaging function, and the average number of daily consultation messages between users and medical service providers amounted to 160.6 thousand in 2017 and 288.4 thousand in 2018. A consultation message means each message sent between a user and a medical service provider on their platform, with each text sent counting as one distinct message.

They also attach the utmost importance to ensuring the quality of the medical services that are offered on their platform and the customer services that their users can enjoy. Transparency and fairness have been their philosophy and they have adopted carefully crafted mechanisms to allow for authentic and timely feedback. They subject each prospective medical aesthetic service provider to their strict selection process to safeguard the reliability of their platform. In addition to examining qualification documents, they conduct thorough background and publicity review, including on-site due diligence reviews, on prospective service providers. They also continue to monitor the qualification of their existing medical aesthetic service providers and the quality of their performance through their rating and review systems and other internal mechanism that they have implemented.

Reliable Professional Content Distributed through Social Media

They use reliable, highly relevant, interactive and multi-media content to attract their users and inform them of the latest medical aesthetics trends and services, and assist in their purchase decisions. They have the most comprehensive online content library in China with a focus on medical aesthetic services, according to Frost & Sullivan. They have a large pool of experienced in-house editors who incubate original ideas and present them in visually appealing formats. They also collaborate with doctors and medical aesthetic service providers throughout the content generating process. Their content is interactive and largely in the form of short-form videos, live video broadcasting, articles, and photographs, covering a full spectrum of beauty-related topics and medical aesthetics treatment categories.

They distribute their original content through their platform and major social media networks in China, giving them the broadest reach of audience and dynamic ways to attract and engage their users. In the fourth quarter of 2018, they recorded on average over 240 million monthly views of their rich media content distributed through social media networks.

Platform of Choice for Medical Aesthetic Service Providers

They provide compelling value to medical aesthetic service providers by offering targeted consumer acquisition solutions, helping them build their online presence so as to effectively connect and brand with users, and improving their operating efficiency. This makes them a platform of choice for approximately 4,000 verified medical aesthetic service providers including hospitals, out-patient departments and clinics covering over 300 cities in China as of December 31, 2018.

They not only expand the medical aesthetic service providers’ audience reach, but also match them with targeted consumers effectively, powered by their artificial intelligence prowess and big data insights. Moreover, they provide differentiated solutions such as SaaS, as well as providing professional training programs to medical aesthetic service providers based on their scale and needs.

They enjoy tremendous loyalty among their medical service providers and achieved retention rates of 80% in 2017 and 87% in 2018, which are calculated as the percentage of paying service providers in the previous year who made payments in the year at issue.

 

Company's Unique Risks

They have a limited operating history in the evolving online medical aesthetic service industry, which makes it difficult to evaluate their future prospects. They launched their online medical aesthetic service business in November 2013 and have a limited operating history. They have limited experience in most aspects of their business operation, such as their service platform and the production of medical aesthetic-related content on their platform. In addition, they have limited experience in serving their users and medical service providers. 

They may be subject to consumer claims, regulatory or professional investigations and litigations regarding the medical information and services offered on their platform, which could materially and adversely affect their brand, reputation, and results of operations.

If their users and medical service providers do not continue to contribute content that is high-quality, reliable or otherwise valuable to their users, they may experience a decline in user traffic and user engagement.

Their business may be materially and adversely affected by an unfavorable market perception of the overall medical aesthetic industry.

They are subject to uncertainties, changes and developments in the regulatory framework in China with respect to the provision of online medical aesthetic services industry.

They have been, and may continue to be, subject to liabilities for infringement, misappropriation or other violations of third-party intellectual property rights or other allegations based on the content available on their platform or services they provide.

As the market for online medical aesthetic services is relatively new, rapidly evolving and intensely competitive, they expect competition to continue and intensify in the future. They face competition from leading search engines, other online medical aesthetic service platforms and general online e-commerce platforms. They expect competition to intensify in the future as current competitors diversify and improve their service offerings and as new participants enter the market. They cannot assure you that they will be able to compete effectively or efficiently with current or future competitors. They may be acquired by, receive investment from or enter into strategic relationships with established and well-financed companies or investors, which would help enhance their competitiveness. Furthermore, the current competitors and new entrants in the online medical aesthetic industry may also seek to develop new service offerings, technologies or capabilities that could render some of the services they offer obsolete or less competitive, and some of them may adopt more aggressive pricing policies or devote greater resources to marketing and promotional campaigns than they do.

Their failure to obtain and maintain approvals, licenses or permits applicable to their business could have a material adverse impact on their business, financial conditions and results of operations.

Any change, disruption or discontinuity in the features and functions of major social networks in China could significantly limit their ability to continue growing their user base, and their business may be materially and adversely affected.

Their expansion plans, including their plans to expand into new business lines and geographic areas, are subject to uncertainties and risks, and they may not be able to successfully manage their expanded operations.

Privacy concerns relating to their services and the use of user information could negatively impact their user base or user engagement. If they fail to protect the confidential information of their users, whether due to cyberattacks, computer viruses, physical or electronic break-ins, or other reasons, they may be subject to liabilities imposed by relevant laws and regulations, and their reputation and business may be materially and adversely affected.

Any failure by their consolidated affiliated entity or its shareholders to perform their obligations under their contractual arrangements with them would have a material and adverse effect on their business.

The shareholders of their consolidated affiliated entity may have potential conflicts of interest with them, which may materially and adversely affect their business and financial condition. The shareholders of their consolidated variable entity are Mr. Hui Shao, Mr. Xing Jin and Mr. Tao Yu. Mr. Hui Shao is their director, Mr. Xing Jin is their co-founder and chief executive officer, and Tao Yu is their co-founder and chief information officer. Nevertheless, conflicts of interest may arise between the roles of them as shareholders, directors or officers of their company and as shareholders of their consolidated affiliated entity.

Changes in China’s economic, political or social conditions or government policies could have a material adverse effect on their business and operations.

Their dual-class voting structure will limit your ability to influence corporate matters and could discourage others from pursuing any change of control transactions that holders of their Class A ordinary shares and ADSs may view as beneficial. Immediately prior to the completion of this offering, they expect to amend their dual-class share structure such that their ordinary shares will consist of Class A ordinary shares and Class B ordinary shares. In respect of matters requiring the votes of shareholders, 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 thirty votes per share based on their proposed dual-class share structure. They will sell Class A ordinary shares represented by their ADSs in this offering. Each Class B ordinary share is convertible into one Class A ordinary share at any time by the holder thereof, while Class A ordinary shares are not convertible into Class B ordinary shares under any circumstances. Immediately prior to the completion of this offering, Mr. Xing Jin, their co-founder, chairman of the board of directors and chief executive officer, will beneficially own all of their issued Class B ordinary shares. These Class B ordinary shares will constitute approximately 15.6% of their total issued and outstanding share capital immediately after the completion of this offering and 84.7% of the aggregate voting power of their total issued and outstanding share capital immediately after the completion of this offering due to the disparate voting powers associated with their dual class share structure.

 

Bottom Line

They generate revenues primarily through information service fees and reservation service fees charged to medical aesthetic service providers. Their total revenues increased rapidly by 428.2% from RMB49.1 million in 2016 to RMB259.3 million in 2017, and further by 138.0% to RMB617.2 million (US$89.8 million) in 2018. Their net income was RMB55.1 million (US$8.0 million) in 2018, compared to a net loss of RMB81.0 million in 2016 and a net income of RMB17.2 million in 2017

Their business model comprises three integrated components: (i) their original, reliable and professional content and its distribution through major social media networks and their targeted media platforms in China, (ii) their highly engaged social community characterized by signature user-generated content, and (iii) their transparent and user-friendly online reservation services for medical aesthetic treatment. The personal experience shared by users who had undergone medical aesthetic treatment further builds the trust that is critical for others who wish to have similar treatment. They also encourage users to rate, review and share their treatment experience on their platform. They believe the user-generated content, ratings and reviews on their platform incentivize medical aesthetic service providers to offer high-quality and diversified treatment with transparent pricing.

The medical aesthetic service industry in China is large and rapidly growing. The total revenues of the medical aesthetic services industry reached RMB121.7 billion (US$17.7 billion) in 2018, representing a CAGR of 23.6% from 2014. The total revenues of this industry are expected to reach RMB360.1 billion (US$52.4 billion) by 2023, with an accelerated CAGR of 24.2% from 2018 to 2023. With such growth rate, China has become one of the fastest growing medical aesthetic service markets in the world, ranked the second in terms of market size in 2017, and is poised to become the largest market in the world by 2021. Medical aesthetic service providers in China acquire their customers through offline channels, such as beauty salons and outdoor advertisement, as well as online channels, which include online medical aesthetic platforms, search engines and general online e-commerce platforms. Medical aesthetic service providers spent RMB31.3 billion (US$4.6 billion) on customer acquisition in 2018, representing 25.8% of the total revenues in this industry. Online customer acquisition spending in China’s medical aesthetic service industry amounted to RMB18.1 billion (US$2.6 billion) in 2018, and is expected to continue to grow rapidly at a CAGR of 22.2% from 2018 to 2023, reaching RMB49.3 billion (US$7.2 billion) by 2023. Customer acquisition spending on online medical aesthetic platforms accounted for 0.9% of total customer acquisition spending through online channels in 2014 and 7.0% in 2018, and is expected to reach 25.6% by 2023. Customer acquisition spending on online medical aesthetic service platforms increased from RMB64.5 million (US$9.4 million) in 2014 to RMB1.3 billion (US$0.2 billion) in 2018, and is expected to grow to RMB12.6 billion (US$1.8 billion) in 2023, representing a CAGR of 58.2% from 2018. Total revenues from consumption healthcare services industry in China was RMB560.7 billion (US$81.6 billion) in 2018, and is expected to grow at a CAGR of 20.0% from 2018 to 2023, reaching RMB1,395.5 billion (US$203.0 billion) by 2023. Similar to the medical aesthetic service industry, consumption healthcare service providers observe increasing spending on online customer acquisition channels to gain customers as the industry is also highly competitive and fragmented. 

They aim to further transform medical aesthetic industry in China towards greater transparency on service quality and pricing by focusing on enriching their universe of reliable, appealing and topical content offering. They will strengthen collaboration with medical professionals and star medical aesthetic influencers to deliver more interactive professional. They will continue to commit resources to diversify and enrich their media formats and tools, especially video-based content. Cutting-edge simulation services have been integrated into and continually improved on their mobile apps to further enrich user experience and facilitate decision-making process. They plan to further develop advanced artificial intelligence and big data technologies to increase the precision of their content recommendation, thereby increasing user exposure to relevant information, which catalyzes transaction reservation volume. They are developing advanced natural language processing algorithms and machine learning technologies to upgrade their automated messaging system, serving to lower the operating costs of medical aesthetic service providers on their platform, and allow more timely responses to user inquiries for greater customer satisfaction. They offer and will continue to enhance their SaaS module to help their service providers reduce user maintenance cost and improve efficiency. They intend to strengthen professional training courses on the proper management of sophisticated medical equipment, for medical aesthetic service providers to improve their service quality, professional knowledge and operational capabilities. They intend to increase marketing and branding efforts to further raise the awareness of their professional and trustworthy platform. Their branding strategy will fully embrace the latest trends in social-based marketing activities, in a cost-effective manner by leveraging their word-of-mouth reputation. They plan to establish a stronger presence on leading social media networks in China with high user traffic volume through collaborations. They plan to gain stronger foothold in the dental, dermatology, ophthalmology, obstetrics & gynecology, and physical examination services sectors.

They are the market leader in terms of audience reach, user engagement, transaction value facilitated, and trustworthiness, testifying to the success of their powerful business model. They believe the three components of their business model are deeply integrated with one another, creating robust barriers to entry and enabling them to create a sustainable business model that cannot be easily replicated by competitors. Their So-Young mobile app accounted for 84.1% of total daily user time spent on online medical aesthetic service mobile apps in 2018, and they facilitated medical aesthetic treatment transactions in the aggregate value of RMB2.1 billion (US$306.6 million) through their platform in 2018, representing 33.1% of total amounts paid for medical aesthetic treatment booked online in that year. Leveraging their established brand image, extensive audience reach, highly engaged social community and data insights, they are well positioned to expand both vertically along the medical aesthetic industry value chain and horizontally into other sectors in the massive consumption healthcare service market. They were the first to introduce a social community focused on medical aesthetic services, which has become the largest in China, and were the first to launch online reservation function for medical aesthetic services in China. Based on their facial analysis technologies, their platform enables users to search for, and they are also capable of actively channeling, relevant and suitable medical aesthetic content and treatment information with a simple image input of the user’s feature. They are the most trusted online medical aesthetic service platform in China, and they ranked No. 1 in terms of both brand awareness and customer stickiness. Their highly engaged social community plays a vital role in promoting transparency in terms of the pricing and quality of medical aesthetic services by encouraging genuine user reviews and ratings, which in turn helps their users arrive at informed decisions. They subject each prospective medical aesthetic service provider to their strict selection process to safeguard the reliability of their platform. In addition to examining qualification documents, they conduct thorough background and publicity review, including on-site due diligence reviews, on prospective service providers. They have the most comprehensive online content library in China with a focus on medical aesthetic services. They provide compelling value to medical aesthetic service providers by offering targeted consumer acquisition solutions, helping them build their online presence so as to effectively connect and brand with users, and improving their operating efficiency. They enjoy tremendous loyalty among their medical service providers and achieved retention rates of 80% in 2017 and 87% in 2018, which are calculated as the percentage of paying service providers in the previous year who made payments in the year at issue.

They launched their online medical aesthetic service business in November 2013 and have a limited operating history. They have limited experience in most aspects of their business operation. They may be subject to consumer claims, regulatory or professional investigations and litigations regarding the medical information and services offered on their platform. If their users and medical service providers do not continue to contribute content that is high-quality, reliable or otherwise valuable to their users, they may experience a decline in user traffic and user engagement. Their business may be materially and adversely affected by an unfavorable market perception of the overall medical aesthetic industry. They are subject to uncertainties, changes and developments in the regulatory framework in China with respect to the provision of online medical aesthetic services industry. They have been, and may continue to be, subject to liabilities for infringement, misappropriation or other violations of third-party intellectual property rights or other allegations based on the content available on their platform or services they provide. As the market for online medical aesthetic services is relatively new, rapidly evolving and intensely competitive, they expect competition to continue and intensify in the future. . They expect competition to intensify in the future as current competitors diversify and improve their service offerings and as new participants enter the market. They cannot assure you that they will be able to compete effectively or efficiently with current or future competitors. They may be acquired by, receive investment from or enter into strategic relationships with established and well-financed companies or investors, which would help enhance their competitiveness. Their failure to obtain and maintain approvals, licenses or permits applicable to their business could have a material adverse impact on their business, financial conditions and results of operations. Any change, disruption or discontinuity in the features and functions of major social networks in China could significantly limit their ability to continue growing their user base, and their business may be materially and adversely affected. Their expansion plans, including their plans to expand into new business lines and geographic areas, are subject to uncertainties and risks, and they may not be able to successfully manage their expanded operations. Privacy concerns relating to their services and the use of user information could negatively impact their user base or user engagement. Any failure by their consolidated affiliated entity or its shareholders to perform their obligations under their contractual arrangements with them would have a material and adverse effect on their business. The shareholders of their consolidated affiliated entity may have potential conflicts of interest with them, which may materially and adversely affect their business and financial condition. Changes in China’s economic, political or social conditions or government policies could have a material adverse effect on their business and operations. Their dual-class voting structure will limit your ability to influence corporate matters and could discourage others from pursuing any change of control transactions that holders of their Class A ordinary shares and ADSs may view as beneficial. Mr. Xing Jin, their co-founder, chairman of the board of directors and chief executive officer, will beneficially own all of their issued Class B ordinary shares. These Class B ordinary shares will constitute approximately 15.6% of their total issued and outstanding share capital immediately after the completion of this offering and 84.7% of the aggregate voting power of their total issued and outstanding share capital immediately after the completion of this offering. Rating = 2