20-F: Luckin Coffee Reports Robust 2025 Growth Amidst Global Expansion
Annual Report
Luckin Coffee Inc. announced significant revenue and profit growth in its 2025 annual report, driven by substantial store network expansion and customer base growth.
Summary
- Net revenues increased by 43.0% to RMB49,288.1 million (US$7,034.8 million) in 2025, up from RMB34,474.8 million in 2024.
- Operating income grew to RMB5,072.9 million (US$724.1 million) in 2025, compared to RMB3,570.1 million in 2024.
- Net income reached RMB3,600.4 million (US$513.9 million) in 2025, an increase from RMB2,955.7 million in 2024.
- The total store network expanded to 31,048 stores globally as of December 31, 2025, representing a 39.0% year-over-year growth.
- Cumulative transacting customers reached 451 million as of December 31, 2025.
- Gross Merchandise Value (GMV) for 2025 was RMB56.6 billion.
- Contractual arrangements with the Former Variable Interest Entity (VIE) were terminated in March 2024 to optimize corporate governance, as the foreign restricted licenses held by the Former VIE were no longer necessary.
- Management concluded that internal control over financial reporting was effective as of December 31, 2025.
Sentiment
Score: 8
Explanation: StockSavvy.ai views this as a strong performance, demonstrating robust growth in revenue, profitability, and market presence, coupled with effective internal controls and strategic international expansion. The company is successfully navigating past challenges and executing its growth strategy.
Positives
- Achieved strong net revenue growth of 43.0% to RMB49,288.1 million (US$7,034.8 million) in 2025.
- Reported significant operating income of RMB5,072.9 million (US$724.1 million) in 2025, a substantial increase from the prior year.
- Net income rose to RMB3,600.4 million (US$513.9 million) in 2025, indicating improved profitability.
- Expanded its global store network to 31,048 stores by December 31, 2025, including new international markets like Malaysia (70 stores) and Singapore (81 stores).
- Grew its cumulative transacting customer base to 451 million by December 31, 2025.
- Successfully launched over 90 new SKUs of freshly brewed drinks in 2025, with flagship products like Coconut Milk Latte surpassing 1.9 billion cumulative sales.
- Strengthened its global supply chain with full-scale production at two coffee roasting facilities and trial operations at another, with a fourth under construction.
- Received multiple ESG awards in 2025, including Eco-friendly Factory and Rainforest Alliance certifications for its Baoshan plant, and LEED Platinum certification for its Jiangsu roasting plant and Beijing flagship store.
- Recorded a gain of RMB7.0 million (US$1.0 million) in 2025 related to Fabricated Transactions and Restructuring, primarily due to the reversal of previously accrued expenses and insurance compensation.
Negatives
- Operating expenses as a percentage of net revenues slightly increased from 89.6% in 2024 to 89.7% in 2025.
- Delivery expenses significantly increased by 143.8% to RMB6,878.7 million (US$981.8 million) in 2025, primarily due to a surge in delivery volumes from third-party platforms.
- Net cash used in investing activities increased substantially to RMB7,786.5 million (US$1,111.4 million) in 2025, mainly driven by increased purchases of property and equipment and short-term investments.
- Net cash used in financing activities was RMB333.6 million (US$47.6 million) in 2025, compared to net cash provided in 2024, primarily due to bank borrowing payments.
- Net foreign exchange loss increased to RMB26.7 million (US$3.8 million) in 2025 from RMB13.2 million in 2024.
- Income tax expense significantly increased to RMB1,679.8 million (US$239.8 million) in 2025, due to continued profit and accrual of withholding tax on undistributed earnings.
- An additional provision for equity litigants settlement of US$5.0 million (RMB35.3 million) was recorded in 2025.
- Additional legal proceedings related to the Fabricated Transactions were purportedly commenced in Singapore in January 2026, though the company has not yet been served process.
Risks
- Ongoing legal proceedings, investigations, and inquiries related to the 2020 Fabricated Transactions continue to pose risks, including potential material adverse effects on reputation, business, financial condition, and could result in additional claims and material liabilities.
- Failure to implement and maintain an effective system of internal control could lead to inaccurate financial reporting, inability to meet reporting obligations, or fraud, adversely affecting investor confidence and ADS trading price.
- Intense competition in China's coffee and food & beverage industry, with non-proprietary products, could lead to loss of market share and customers.
- Dependence on key management and experienced personnel; failure to hire, train, retain, or motivate staff could harm the business.
- Failure to maintain product quality and safety could materially and adversely affect reputation, financial condition, and results of operations.
- Significant disruption or failure to maintain satisfactory performance, security, and integrity of technology infrastructure could adversely affect business, reputation, financial condition, and results of operations.
- Handling large amounts of data subjects the company to evolving governmental regulations related to privacy, cybersecurity, and data protection; non-compliance or improper use/disclosure could lead to significant consequences.
- As a Cayman Islands holding company, investors may experience difficulties in effecting service of legal process, enforcing foreign judgments, or bringing actions in China against the company or management based on foreign laws.
- Changes in China's economic, political, or social conditions or government policies, including increased oversight on offshore securities offerings and foreign investment, could have a material adverse effect on business and operations.
- Uncertainty regarding the PCAOB's ability to fully inspect auditors in mainland China and Hong Kong could lead to delisting of ADSs under the Holding Foreign Companies Accountable Act (HFCA Act).
- PRC rules and restrictions on cash transfer may limit the availability of funds from PRC operations for use outside of the PRC.
- The dual-class share structure with different voting rights limits the ability of Class A Ordinary Share and ADS holders to influence corporate matters and could discourage change of control transactions.
- The Senior Preferred Shares have rights, preferences, and privileges that are preferential to Ordinary Shares and ADSs, potentially reducing their value or diluting holders.
- The trading price of the ADSs has been and may continue to be volatile, which could result in substantial losses to investors.
- The business is subject to seasonal fluctuations and unexpected interruptions, such as fewer orders in winter and during Chinese New Year holidays.
- Expansion into international markets will expose the company to additional tax, compliance, policy, market, and other risks.
- Limited insurance coverage could expose the company to significant costs and business disruption.
- Potential liability for placing advertisements with content deemed inappropriate or misleading under PRC laws.
- Subject to laws and regulations in the PRC relating to anti-monopoly and anti-unfair competition, which may increase compliance costs and risks.
- Employment practices may be adversely impacted under PRC labor contract law, social insurance, and housing fund regulations.
- Fluctuations in exchange rates could have a material and adverse effect on results of operations and the value of investment.
- Uncertainty with respect to indirect transfers of equity interests in PRC resident enterprises by their non-PRC holding companies could lead to tax liabilities.
- Regulation and censorship of information disseminated over the internet in China may adversely affect business and reputation.
- Anti-takeover provisions in the memorandum and articles of association and shareholder rights plan could have a material adverse effect on the rights of holders of Ordinary Shares and ADSs.
Future Outlook
The company intends to invest in brand awareness, expand its customer base and store network, continuously launch new product offerings with a focus on coffee-related SKUs, enhance technological capabilities, optimize supply chain management, and prudently explore expansion into overseas markets. It aspires to drive coffee consumption trends in China and expects operating expenses to increase in absolute amounts in the near future in line with business growth. Current liquidity is believed to be sufficient for anticipated cash needs for at least the next 12 months.
Management Comments
- "We believe we are one of the largest coffee networks in China in terms of the number of stores as of December 31, 2025."
- "We have pioneered a technology-driven new retail model to provide freshly brewed coffee and tea drinks and other products with high quality, high convenience and high affordability to our customers."
- "Our success is powered by our robust product development capabilities."
- "We are committed to maintaining and improving product quality."
- "We believe that luck does not come by chance, but rather by hard work."
- "At Luckin Coffee, cybersecurity risk management is an integral part of our overall enterprise risk management program."
Industry Context
StockSavvy.ai notes that Luckin Coffee's aggressive expansion and technology-driven model continue to disrupt the traditional coffee market in China, driving mass market consumption. The focus on high-quality, convenient, and affordable products, coupled with strong product innovation (e.g., Coconut Milk Latte, Fruity Americano series), positions the company well against both established global chains and local competitors. The international expansion into Singapore and Malaysia indicates a strategic move to replicate its successful model beyond China, aligning with broader trends of Chinese brands seeking global reach. The significant increase in delivery expenses, however, highlights the growing reliance on third-party platforms and the competitive pressures in the last-mile delivery sector within the food and beverage industry.
Comparison to Industry Standards
- Luckin Coffee's global store count of 31,048 by December 31, 2025, with 30,888 in China, significantly surpasses the presence of many international coffee chains in China, such as Starbucks, which had approximately 7,000 stores in China by late 2023.
- The 43.0% revenue growth in 2025 demonstrates a higher growth trajectory compared to more mature global coffee brands, which typically experience single-digit to low double-digit growth in established markets.
- The company's rapid product innovation, with over 90 new SKUs launched in 2025, indicates a more agile and consumer-responsive approach compared to some global competitors that may have slower product development cycles.
- The achievement of LEED BD+C Platinum certification for its Jiangsu roasting plant and LEED ID+C v4 Platinum for its Beijing Zhongguancun Flagship Store sets a high benchmark for sustainable development within the coffee retail industry, potentially exceeding the environmental standards of many competitors.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chairman of the Board | Dr. Jinyi Guo | Hui Li | April 2025 | Appointment to the role. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Committee Establishment | Board established a Sustainable Development Committee to advise on environmental, social, and corporate governance (ESG) matters. | Not specified, but active in 2025 | Enhances oversight and strategic direction for sustainability initiatives. |
| Policy Amendment | Adopted an amended code of business conduct and ethics. | April 2023 | Strengthens ethical guidelines and compliance framework for directors, officers, and employees. |
| Policy Amendment | Shareholder rights plan amended to extend its expiration date. | October 14, 2024 | Maintains anti-takeover provisions, potentially discouraging unsolicited acquisitions and influencing share price. |
| Agreement Termination | Third Amended and Restated Investors Rights Agreement (IRA) terminated. | February 13, 2025 | Aims to facilitate more efficient future fundraising by removing certain shareholder rights related to future security issuances. |
| Internal Control Assessment | Management concluded internal control over financial reporting was effective. | December 31, 2025 | Indicates improved financial reporting reliability and fraud prevention, enhancing investor confidence. |
Legal Proceedings
- SEC Investigation and Settlement: Settled with the SEC on December 16, 2020, regarding Fabricated Transactions, paying a US$180 million civil penalty, which was satisfied through offsets by February 3, 2022.
- SAMR Penalties: Received penalty decisions on September 23, 2020, for violating PRC Anti-Unfair Competition Laws, resulting in an aggregate fine of RMB61.0 million.
- Ministry of Finance Investigation: Investigation substantially completed on July 31, 2020; penalty decision pending as of the filing date, with no liability or loss recognized as of December 31, 2025.
- U.S. Class Actions: Federal Class Settlement of US$175 million received final approval on July 22, 2022. State Class Settlement received final approval on April 28, 2023.
- U.S. Opt Out Claims: Several opt-out lawsuits alleging U.S. securities law violations have been voluntarily dismissed.
- Singapore Legal Proceedings: Two investors commenced legal proceedings on April 13, 2023, seeking US$145.8 million. A mediation session on January 8, 2025, did not result in a settlement. Additional investors purportedly commenced new proceedings in January 2026, but the company has not been served process.
- U.S. Derivative Action: Consolidated derivative action concluded with prejudice on November 9, 2022.
- Cayman Bondholder Action: Proceedings discontinued in July 2022 following the successful restructuring of the Notes.
- Provisional Liquidation: Joint Provisional Liquidators (JPLs) appointed on July 15, 2020, and formally discharged on March 4, 2022, after the successful restructuring.
Related Party Transactions
- Received sales and marketing services and other services from Goumei (Zhejiang) Information Technology Co., Ltd (Goumei Group) and YXT.Com Group Holding Limited. and its subsidiaries (YXT.Com Group), entities in which Centurium Capital has significant influence. Transaction amounts were RMB53.9 million (US$7.7 million) and RMB1.1 million (US$0.2 million), respectively, in 2025.
- Amounts due to Goumei Group were RMB5.8 million (US$0.8 million) as of December 31, 2025.
- Amounts due from YXT.Com Group were RMB0.6 million (US$0.1 million) as of December 31, 2025.
Stakeholder Impact
- Shareholders: Strong financial performance and growth could benefit shareholders, but ongoing legal proceedings, potential regulatory changes in China (e.g., delisting risk under HFCA Act, CSRC/CAC approvals), and the dual-class share structure with preferential Senior Preferred Shares introduce risks to investment value and influence.
- Employees: Continued business growth and expansion suggest stable to increasing employment opportunities. Share-based compensation plans aim to attract and retain talent, while compliance with labor laws and social insurance contributions are ongoing.
- Customers: The expanded store network, diverse product offerings, and technology-driven convenience enhance customer experience. Maintaining product quality and safety is critical for customer trust and retention.
- Suppliers: Increased scale and strong supply chain management provide bargaining power. However, dependence on a limited number of suppliers creates a risk of disruption if relationships deteriorate or operations are interrupted.
- Creditors: The successful offshore restructuring and redemption of New Notes indicate improved financial health and the company's ability to meet its debt obligations.
Next Steps
- Further improve brand awareness and enhance customer retention and frequency.
- Expand the sales network through a well-balanced mix of self-operated and partnership stores.
- Continuously launch new product offerings with a focus on coffee-related SKUs.
- Further enhance technological capabilities.
- Expand and optimize supply chain management, including completing the Xiamen, Fujian roasting facility.
- Prudently explore expansion into overseas markets.
- Improve operational efficiency by leveraging technological innovations, increased scale, and enhanced organizational agility.
- Renew the High and New Technologies Enterprises (HNTE) qualification for Luckin Coffee Information Technology (Xiamen) Ltd, Co. in 2026.
- Monitor regulatory developments regarding the One Big Beautiful Bill Act (OBBBA) and Pillar Two rules.
- Continue to defend against ongoing legal proceedings in Singapore.
Key Dates
| Date | Description |
|---|---|
| June 16, 2017 | Company incorporated in the Cayman Islands. |
| October 2017 | First trial store opened in Beijing. |
| May 17, 2019 | American Depositary Shares (ADSs) began trading on the NASDAQ Global Select Market. |
| January 2020 | Completed a follow-on public offering and convertible senior notes offering. |
| April 2, 2020 | Public disclosure of Fabricated Transactions. |
| July 1, 2020 | Delisted from Nasdaq. |
| July 15, 2020 | Joint Provisional Liquidators (JPLs) appointed by the Cayman Court. |
| September 23, 2020 | Received penalty decisions from the Chinese State Administration for Market Regulation (SAMR). |
| December 16, 2020 | Announced settlement with the SEC regarding the Fabricated Transactions. |
| January 25, 2021 | Adopted the 2021 Equity Incentive Plan. |
| March 16, 2021 | Entered into a Restructuring Support Agreement (RSA) with holders of convertible senior notes. |
| April 15, 2021 | Entered into an Investment Agreement with an affiliate of Centurium Capital and Joy Capital. |
| September 1, 2021 | Extended the milestone to launch the Scheme of arrangement. |
| September 20, 2021 | Filed a summons and petition in the Cayman Court seeking sanction of the Scheme. |
| October 14, 2021 | Adopted a shareholder rights plan. |
| November 30, 2021 | Scheme unanimously approved by creditors; issued Senior Preferred Shares to Centurium Capital affiliate. |
| December 1, 2021 | Closed the Investment Agreement with the lead investor. |
| December 14, 2021 | Cayman Court sanctioned the Scheme. |
| December 17, 2021 | Scheme became fully effective; Scheme Supervisor Protocol entered. |
| January 7, 2022 | Closed the Investment Agreement with Joy Capital; issued Senior Preferred Shares to Joy Capital affiliate. |
| January 17, 2022 | BVI Court sanctioned transactions forming part of the Secondary Sale. |
| January 25, 2022 | Buyer Consortium closed the Secondary Sale, making Centurium Capital the controlling shareholder. |
| January 28, 2022 | Restructuring of the Notes became effective and was substantially consummated. |
| February 3, 2022 | SEC filed notice acknowledging that civil penalties from the settlement had been satisfied. |
| February 25, 2022 | Winding-up petition dismissed, and JPLs formally discharged. |
| March 4, 2022 | JPLs filed a final report with the U.S. Bankruptcy Court. |
| April 8, 2022 | U.S. Bankruptcy Court entered an order closing the Chapter 15 Case. |
| July 22, 2022 | Received final approval of a class action settlement from the United States District Court for the Southern District of New York (Federal Class Settlement). |
| August 2022 | Jing An appointed Chief Financial Officer. |
| August 26, 2022 | Announced the redemption in full of the US$109.9 million 9.00% series B senior secured notes due 2027 (New Notes). |
| April 28, 2023 | Received final approval of a class action settlement from the Commercial Division of the Supreme Court of the State of New York (State Class Settlement). |
| April 13, 2023 | Two investors commenced legal proceedings against the company in the High Court of the Republic of Singapore. |
| March 2024 | Terminated contractual arrangements with the Former VIE. |
| March 22, 2024 | Provisions on Regulating and Promoting Cross-border Data Transfer became effective. |
| September 24, 2024 | Measures on Network Data Security Management promulgated. |
| October 14, 2024 | Shareholder rights plan amended to extend its expiration date. |
| January 1, 2025 | Measures on Network Data Security Management took effect. |
| January 8, 2025 | Mediation session for Singapore legal proceedings attended. |
| February 12, 2025 | Administrative Measures on Personal Information Protection Compliance Audits promulgated. |
| February 13, 2025 | Third Amended and Restated Investors Rights Agreement (IRA) terminated. |
| April 2025 | Hui Li began serving as Chairman of the Board. |
| May 1, 2025 | Administrative Measures on Personal Information Protection Compliance Audits took effect. |
| July 2025 | The One Big Beautiful Bill Act (OBBBA) was signed into U.S. law. |
| December 31, 2025 | End of the fiscal year covered by this annual report. |
| January 2026 | Qingdao roasting facility commenced trial operations; additional investors purportedly commenced new proceedings in Singapore relating to Fabricated Transactions. |
| February 28, 2026 | Date for which share ownership information is provided. |
| March 27, 2026 | Date of filing of this annual report. |
Recommendation
holdThe company demonstrates strong operational and financial recovery, with significant revenue and profit growth, coupled with aggressive store expansion and product innovation. However, the lingering legal proceedings related to past fabricated transactions, the inherent regulatory risks of operating in China, and the potential for delisting under the HFCA Act introduce considerable uncertainty. While the growth trajectory is impressive, these unresolved risks warrant a cautious 'hold' stance for investors until greater clarity on legal and regulatory fronts is achieved.
Keywords
Luckin Coffee, China coffee market, coffee retail, SEC filing, 20-F, financial results, store expansion, customer growth, revenue, operating income, net income, corporate governance, risk management, cybersecurity, data privacy, PRC regulations, international expansion, supply chain, product innovation, ESG, ADSs, Centurium Capital
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