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6-K 1 tm2531465d1_6k.htm FORM 6-K

 

 

 

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 November 2025

 

Commission File Number: 001-34656

 

H World Group Limited

(Registrant’s name)

 

No. 1299 Fenghua Road

Jiading District

Shanghai
People’s Republic of China
(86) 21 6195-2011
(Address of principal executive office)

 

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  ¨

 

 

 

 


 

EXPLANATORY NOTE

 

Exhibit 99.1 (excluding the bullet point regarding the expected revenue growth range for the fourth quarter of 2025 compared to the fourth quarter of 2024 on page 2, and the paragraphs under the headings “Guidance” and “Conference Call”) of this current report on Form 6-K (the “Report”) shall be incorporated by reference into the Company’s registration statements on Form F-3, which became effective on July 17, 2024 (Registration No. 333-280844), and shall be a part thereof from the date on which this Report is furnished, to the extent not superseded by documents or reports subsequently filed or furnished.

 

 


 

EXHIBIT INDEX

 

Number   Description of Document
     
Exhibit 99.1   H World Group Limited Reports Third Quarter of 2025 Unaudited Financial Results

 

 


 

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.

 

    H World Group Limited
    (Registrant)
     
Date: November 17, 2025 By: /s/ Qi Ji
  Name: Qi Ji
  Title: Executive Chairman of the Board of Directors

 

 

 

EX-99.1 2 tm2531465d1_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

 

 

Contact Information

Investor Relations

Tel: +86 (21) 6195 9561

Email: ir@hworld.com

https://ir.hworld.com

 

H World Group Limited Reports Third Quarter of 2025 Unaudited Financial Results

 

· A total of 12,702 hotels or 1,246,240 hotel rooms in operation as of September 30, 2025.
· Hotel turnover1 increased 17.5% year-over-year to RMB30.6 billion in the third quarter of 2025. Excluding Steigenberger Hotels GmbH and its subsidiaries (“DH”, or “Legacy-DH”), hotel turnover increased 18.4% year-over-year in the third quarter of 2025. Hotel turnover from the Legacy-DH segment increased 7.3% year-over-year in the third quarter of 2025.
· Revenue increased 8.1% year-over-year to RMB7.0 billion (US$978 million)2 in the third quarter of 2025, surpassing the high-end of the revenue guidance previously announced of a 2% to 6% increase, compared to the third quarter of 2024. Manachised and franchised (“M&F”) revenue increased 27.2% year-over-year to RMB3.3 billion (US$465 million) in the third quarter of 2025, exceeding the M&F revenue guidance previously announced of a 20% to 24% increase, compared to the third quarter of 2024. Revenue from the Legacy-Huazhu3 segment in the third quarter of 2025 was RMB5.7 billion, which increased 10.8% year-over-year, surpassing the high end of the revenue guidance previously announced of a 4% to 8% increase. Revenue from the Legacy-DH segment in the third quarter of 2025 was RMB1.2 billion, which decreased 3.0% year-over-year, compared to the third quarter of 2024.
· Net income attributable to H World Group Limited was RMB1.5 billion (US$206 million) in the third quarter of 2025, compared with RMB1.3 billion in the third quarter of 2024 and RMB1.5 billion in the previous quarter.
· EBITDA (non-GAAP) in the third quarter of 2025 was RMB2.5 billion (US$346 million), compared with RMB2.0 billion in the third quarter of 2024 and RMB2.5 billion in the previous quarter.
· Adjusted EBITDA (non-GAAP), which excluded share-based compensation (“SBC”) expenses, gain (loss) from fair value changes of equity securities, foreign exchange gain (loss), net, and gain (loss) on disposal of investments from EBITDA (non-GAAP), was RMB2.5 billion (US$354 million) in the third quarter of 2025, compared with RMB2.1 billion in the third quarter of 2024 and RMB2.3 billion in the previous quarter.
· Adjusted EBITDA by segment is our segment measure. Adjusted EBITDA from the Legacy-Huazhu segment was RMB2.4 billion in the third quarter of 2025, compared with RMB2.1 billion in the third quarter of 2024 and RMB2.1 billion in the previous quarter. Adjusted EBITDA from the Legacy-DH segment was RMB67 million in the third quarter of 2025, compared with RMB24 million in the third quarter of 2024 and RMB180 million in the previous quarter.

 

 

1 Hotel turnover refers to total transaction value of room and non-room revenue from H World hotels (i.e., leased and operated, manachised and franchised hotels).
2 The conversion of Renminbi (“RMB”) into United States dollars (“US$”) is based on the exchange rate of US$1.00=RMB7.1190 on September 30, 2025, as set forth in H.10 statistical release of the U.S. Federal Reserve Board and available at http://www.federalreserve.gov/releases/h10/hist/dat00_ch.htm.
3 Legacy-Huazhu refers to H World Group Limited and its subsidiaries, excluding DH.

 

Page 1 of 20


 

 

· For the fourth quarter of 2025, H World expects our revenue growth to be in the range of 2%-6%, compared to the fourth quarter of 2024, and also in the range of 3%-7% excluding DH. H World expects the Company’s M&F revenue growth in the fourth quarter of 2025 to be in the range of 17%-21%, compared to the fourth quarter of 2024.

 

Singapore/Shanghai, China, November 17, 2025 – H World Group Limited (NASDAQ: HTHT and HKEX: 1179) (“H World”, the “Company”, “we” or “our”), a key player in the global hotel industry, today announced our unaudited financial results for the third quarter ended September 30, 2025.

 

As of September 30, 2025, H World’s worldwide hotel network in operation totaled 12,702 hotels and 1,246,240 rooms, including 122 hotels and 25,943 rooms from DH. During the third quarter of 2025, our Legacy-Huazhu business opened 749 hotels, including 3 leased and owned hotels, and 746 M&F hotels, and closed a total of 185 hotels, including 19 leased and owned hotels and 166 M&F hotels. As of September 30, 2025, H World had a total of 2,748 unopened hotels in the pipeline, including 2,727 hotels from the Legacy-Huazhu business and 21 hotels from the Legacy-DH business.

 

Legacy-Huazhu – Third Quarter of 2025 Operational Highlights

 

As of September 30, 2025, Legacy-Huazhu had 12,580 hotels in operation, including 531 leased and owned hotels, and 12,049 M&F hotels. In addition, as of the same date, Legacy-Huazhu had 1,220,297 hotel rooms in operation, including 79,612 rooms under the lease and ownership model, and 1,140,685 rooms under the manachise and franchise models. Legacy-Huazhu also had 2,727 unopened hotels in its pipeline, including 8 leased and owned hotels, and 2,719 M&F hotels. The following discusses Legacy-Huazhu’s average daily room rate (“ADR”), occupancy rate and revenue per available room (“RevPAR”), for leased and owned Huazhu hotels, as well as M&F Huazhu hotels for the periods indicated.

 

· The ADR was RMB304 in the third quarter of 2025, compared with RMB301 in the third quarter of 2024 and RMB290 in the previous quarter.

 

· The occupancy rate for all the Legacy-Huazhu hotels in operation was 84.1% in the third quarter of 2025, compared with 84.9% in the third quarter of 2024 and 81.0% in the previous quarter.

 

· Blended RevPAR was RMB256 in the third quarter of 2025, compared with RMB256 in the third quarter of 2024 and RMB235 in the previous quarter.

 

· For all the Legacy-Huazhu hotels which had been in operation for at least 18 months, the same-hotel RevPAR was RMB250 in the third quarter of 2025, representing a 4.7% decline from RMB262 in the third quarter of 2024, with a 2.3% decrease in same-hotel ADR and a 2.1 percentage-point decrease in same-hotel occupancy rate.

 

Page 2 of 20


 

 

Legacy-DH – Third Quarter of 2025 Operational Highlights

 

As of September 30, 2025, Legacy-DH had 122 hotels in operation, including 65 leased hotels, and 57 M&F hotels. In addition, as of the same date, Legacy-DH had 25,943 hotel rooms in operation, including 13,797 rooms under the lease model, and 12,146 rooms under the M&F models. Legacy-DH also had 21 unopened hotels in the pipeline, including 9 leased hotels and 12 M&F hotels. The following discusses Legacy-DH’s ADR, occupancy rate and RevPAR for leased as well as M&F DH hotels (excluding hotels temporarily closed) for the periods indicated.

 

· The ADR was EUR117 in the third quarter of 2025, compared with EUR117 in the third quarter of 2024 and EUR120 in the previous quarter.

 

· The occupancy rate for all Legacy-DH hotels in operation was 74.4% in the third quarter of 2025, compared with 69.8% in the third quarter of 2024 and 73.9% in the previous quarter.

 

· Blended RevPAR was EUR87 in the third quarter of 2025, compared with EUR82 in the third quarter of 2024 and EUR88 in the previous quarter.

 

Jin Hui, CEO of H World commented: “In the third quarter, our robust network expansion under our asset-light strategy, combined with a largely stable year-over-year RevPAR, drove our revenue above the high end of our guidance and supported a strong operating profit growth. The addition of 749 new hotels in the third quarter has brought our total new hotels openings to over 2,000 year-to-date, maintaining a clear path to achieve our target of 2,300 gross new openings for the full year of 2025. Moving forward, we will continue to focus building on our core competencies, pursuing high-quality network growth and market share gain, and strengthening our brand positioning and service excellence. Our confidence in China's hospitality future remains unwavering.”

 

“Regarding our business outside China, our Legacy-DH business recorded a 6.4% year-over-year blended RevPAR increase in the third quarter of 2025, driven primarily by a 4.6 percentage-point increase in occupancy rate. We will continue to enhance our hotel operations, focus on cost reduction and efficiency improvement, and continue developing our asset-light portfolio.”

 

Third Quarter of 2025 Unaudited Financial Results

 

(RMB in millions)   Q3 2024     Q2 2025     Q3 2025  
Revenue:                  
Leased and owned hotels     3,690       3,401       3,487  
Manachised and franchised hotels     2,602       2,865       3,309  
Others     150       160       165  
Total revenue     6,442       6,426       6,961  

 

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Revenue in the third quarter of 2025 was RMB7.0 billion (US$978 million), representing an 8.1% year-over-year increase. Revenue from the Legacy-Huazhu segment in the third quarter of 2025 was RMB5.7 billion, representing a 10.8% year-over-year increase. The year-over-year increase was mainly driven by continued M&F hotel network expansion. Revenue from the Legacy-DH segment in the third quarter of 2025 was RMB1.2 billion, representing a 3.0% year-over-year decrease.

 

Revenue from leased and owned hotels in the third quarter of 2025 was RMB3.5 billion (US$490 million), representing a 5.5% year-over-year decrease, as we continue reducing exposure to leased and owned hotels. Revenue from leased and owned hotels from the Legacy-Huazhu segment in the third quarter of 2025 was RMB2.3 billion, representing a 6.5% year-over-year decrease. Revenue from leased hotels from the Legacy-DH segment in the third quarter of 2025 was RMB1.2 billion, representing a 3.5% year-over-year decrease.

 

Revenue from manachised and franchised hotels in the third quarter of 2025 was RMB3.3 billion (US$465 million), representing a 27.2% year-over-year increase. Revenue from M&F hotels from the Legacy-Huazhu segment in the third quarter of 2025 was RMB3.3 billion, representing a 27.2% year-over-year increase, driven by our hotel network expansion. Revenue from M&F hotels from the Legacy-DH segment in the third quarter of 2025 was RMB48 million, representing a 29.7% year-over-year increase.

 

Other revenue represents revenue generated from businesses other than our hotel operations, which mainly includes revenue from the provision of IT products and services, procurement platform and Huazhu Mall™, and other revenue from the Legacy-DH segment, totaling RMB165 million (US$23 million) in the third quarter of 2025, compared to RMB150 million in the third quarter of 2024.

 

(RMB in millions)   Q3 2024     Q2 2025     Q3 2025  
Operating costs and expenses:                  
Hotel operating costs     (3,799 )     (3,752 )     (4,062 )
Other operating costs     (11 )     (11 )     (16 )
Selling and marketing expenses     (303 )     (309 )     (339 )
General and administrative expenses     (672 )     (660 )     (545 )
Pre-opening expenses     (19 )     (12 )     (12 )
Total operating costs and expenses     (4,804 )     (4,744 )     (4,974 )

 

Hotel operating costs in the third quarter of 2025 were RMB4.1 billion (US$570 million), reflecting a 6.9% year-over-year increase, attributable to Legacy-Huazhu’s 7.5% year-over-year increase and Legacy-DH’s 5.3% year-over-year increase. As we continue to pursue an asset-light strategy, our hotel operating costs as a percentage of revenue decreased by 0.6 percentage points year-over-year.

 

Page 4 of 20


 

 

Selling, General and administrative expenses (SG&A) in the third quarter of 2025 were RMB884 million (US$125 million), reflecting a 9.3% year-over-year decrease, attributable to a 2.0% year-over-year increase in Legacy-Huazhu and a 31.2% year-over-year decline in Legacy-DH partially due to one-off DH restructuring costs of RMB81 million in the third quarter of 2024.

  

Other operating income, net in the third quarter of 2025 was RMB61 million (US$9 million), compared to RMB85 million in the third quarter of 2024.

 

Income from operations in the third quarter of 2025 was RMB2.0 billion (US$288 million), reflecting an 18.9% year-over-year increase, driven by a 16.5% year-over-year increase in Legacy-Huazhu and an 89.7% year-over-year increase in Legacy-DH.

 

Operating margin, defined as income from operations as a percentage of revenue, was 29.4% in the third quarter of 2025, which improved from 26.7% in the third quarter of 2024. The margin improvement was mainly due to a higher revenue contribution from our M&F business, which was in line with our asset-light expansion strategy.

 

Income tax expense in the third quarter of 2025 was RMB648 million (US$91 million), compared to RMB382 million in the third quarter of 2024. The year-over-year increase in income tax expense was due to both the rising income and a higher withholding tax related to dividend distributions.

 

Net income attributable to H World Group Limited in the third quarter of 2025 was RMB1.5 billion (US$206 million), reflecting a 15.4% year-over-year increase, supported by a 10.0% year-over-year increase in Legacy-Huazhu.

 

EBITDA (non-GAAP) in the third quarter of 2025 was RMB2.5 billion (US$346 million), compared with RMB2.0 billion in the third quarter of 2024 and RMB2.5 billion in the previous quarter.

 

Adjusted EBITDA (non-GAAP), which excluded the following from EBITDA (non-GAAP): SBC expenses, gain (loss) from fair value changes of equity securities, foreign exchange gain (loss), net, and gain (loss) on disposal of investments, was RMB2.5 billion (US$354 million) in the third quarter of 2025, compared with RMB2.1 billion in the third quarter of 2024 and RMB2.3 billion in the previous quarter. Adjusted EBITDA is our segment measure. Adjusted EBITDA from the Legacy-Huazhu segment was RMB2.4 billion in the third quarter of 2025, compared with RMB2.1 billion in the third quarter of 2024 and RMB2.1 billion in the previous quarter. Adjusted EBITDA from the Legacy-DH segment was RMB67 million in the third quarter of 2025, compared with RMB24 million in the third quarter of 2024 and RMB180 million in the previous quarter.

 

Cash flow. Operating cash inflow in the third quarter of 2025 was RMB1.7 billion (US$238 million). Investing cash outflow in the third quarter of 2025 was RMB3.0 billion (US$429 million). Financing cash outflow in the third quarter of 2025 was RMB1.8 billion (US$253 million), including RMB1.8 billion (US$248 million) of dividends paid.

 

Page 5 of 20


 

 

Cash, cash equivalents and restricted cash. As of September 30, 2025, the Company had a total balance of cash and cash equivalents of RMB7.1 billion (US$998 million) and restricted cash of RMB163 million (US$23 million).

  

Debt financing. As of September 30, 2025, the Company had a total debt and net cash balance of RMB6.7 billion (US$938 million) and RMB580 million (US$83 million), respectively.

 

Guidance

 

For the fourth quarter of 2025, H World expects the Company’s revenue growth to be in the range of 2%-6% compared to the fourth quarter of 2024, or in the range of 3%-7% excluding DH. H World expects the Company’s M&F revenue growth in the fourth quarter of 2025 to be in the range of 17%-21%, compared to the fourth quarter of 2024.

 

The above forecast reflects the Company’s current and preliminary view, which is subject to change.

 

Conference Call

 

H World’s management will host a conference call at 7 a.m. U.S. Eastern time on Monday, November 17, 2025 (or 8 p.m. Hong Kong time on Monday, November 17, 2025) following the announcement.

 

To join by phone, all participants must pre-register this conference call using the Participant Registration link of https://register-conf.media-server.com/register/BI4d94983722af49c7a74657040bebf449. Upon registration, each participant will receive details for the conference call, including dial-in numbers, conference call passcode and a unique access PIN.

 

A live webcast of the call can be accessed at https://edge.media-server.com/mmc/p/bnhp8pj7 or the Company’s website at https://ir.hworld.com/news-and-events/events-calendar.

 

A replay of the conference call will be available for twelve months from the date of the conference at the Company’s website, https://ir.hworld.com/news-and-events/events-calendar.

 

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Use of Non-GAAP Financial Measures

 

To supplement the Company’s unaudited consolidated financial results presented in accordance with U.S. Generally-Accepted Accounting Principles (“GAAP”), the Company uses the following non-GAAP measures defined as non-GAAP financial measures by the U.S. Securities and Exchange Commission (“SEC”): adjusted net income (loss) attributable to H World Group Limited excluding share-based compensation expenses, gain (loss) from fair value changes of equity securities, foreign exchange gain (loss), net, and gain (loss) on disposal of investments; adjusted basic and diluted earnings (losses) per share/ADS excluding share-based compensation expenses, gain (loss) from fair value changes of equity securities, foreign exchange gain (loss), net, and gain (loss) on disposal of investments; EBITDA; adjusted EBITDA excluding share-based compensation expenses, gain (loss) from fair value changes of equity securities, foreign exchange gain (loss), net, and gain (loss) on disposal of investments. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with U.S. GAAP. For more information on these non-GAAP financial measures, please see the table captioned “Unaudited Reconciliation of GAAP and non-GAAP Results” set forth at the end of this release. The Company believes that these non-GAAP financial measures provide meaningful supplemental information regarding Company performance by excluding share-based compensation expenses, gain (loss) from fair value changes of equity securities, foreign exchange gain (loss), net, and gain (loss) on disposal of investments that may not be indicative of Company operating performance. The Company believes that both management and investors benefit from referring to these non-GAAP financial measures in assessing Company performance and when planning and forecasting future periods. These non-GAAP financial measures also facilitate management’s internal comparisons to the Company’s historical performance. The Company believes these non-GAAP financial measures are also useful to investors in allowing for greater transparency with respect to supplemental information used regularly by Company management in financial and operational decision-making. A limitation of using non-GAAP financial measures excluding share-based compensation expenses, gain (loss) from fair value changes of equity securities, foreign exchange gain (loss), net, and gain (loss) on disposal of investments is that share-based compensation expenses, gain (loss) from fair value changes of equity securities, foreign exchange gain (loss), net, and gain (loss) on disposal of investments have been and may continue to be significant and recurring in the Company’s business. Management compensates for these limitations by providing specific information regarding the GAAP amounts excluded from each non-GAAP measure. The accompanying tables have more details on the reconciliations between GAAP financial measures that are most directly comparable to non-GAAP financial measures.

 

The Company believes that EBITDA is a useful financial metric to assess the operating and financial performance before the impact of investing and financing transactions and income taxes, given the significant investments that the Company has made in leasehold improvements, depreciation and amortization expense that comprise a significant portion of the Company’s cost structure. In addition, the Company believes that EBITDA is widely used by other companies in the lodging industry and may be used by investors as a measure of financial performance. The Company believes that EBITDA information provides investors with a useful tool for comparability between periods because it excludes depreciation and amortization expense attributable to capital expenditures. The Company also uses adjusted EBITDA to assess operating results of its hotels in operation. The Company believes that the exclusion of share-based compensation expenses, gain (loss) from fair value changes of equity securities, foreign exchange gain (loss), net, and gain (loss) on disposal of investments helps facilitate year-over-year comparisons of the results of operations as the share-based compensation expenses, gain (loss) from fair value changes of equity securities, foreign exchange gain (loss), net, and gain (loss) on disposal of investments may not be indicative of Company operating performance.

 

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Therefore, the Company believes adjusted EBITDA more closely reflects the financial performance capability of our hotels. The presentation of EBITDA and adjusted EBITDA should not be construed as an indication that the Company’s future results will be unaffected by other charges and gains considered to be outside the ordinary course of business.

 

The use of EBITDA and adjusted EBITDA has certain limitations. Depreciation and amortization expense for various long-term assets (including land use rights), income tax, interest expense and interest income have been and will be incurred and are not reflected in the presentation of EBITDA. Share-based compensation expenses, gain (loss) from fair value changes of equity securities, foreign exchange gain (loss), net, and gain (loss) on disposal of investments have been and will be incurred and are not reflected in the presentation of adjusted EBITDA. Each of these items should also be considered in the overall evaluation of the results. The Company compensates for these limitations by providing the relevant disclosure of depreciation and amortization, interest income, interest expense, income tax expense, share-based compensation expenses, gain (loss) from fair value changes of equity securities, foreign exchange gain (loss), net, and gain (loss) on disposal of investments all in the reconciliations to the U.S. GAAP financial measures and in the consolidated financial statements, all of which should be considered when evaluating the performance of the Company.

 

The terms EBITDA and adjusted EBITDA are not defined under U.S. GAAP, and neither EBITDA nor adjusted EBITDA is a measure of net income, operating income, operating performance or liquidity presented in accordance with U.S. GAAP. When assessing the operating and financial performance, investors should not consider these data in isolation or as a substitute for the Company’s net income, operating income or any other operating performance measure that is calculated in accordance with U.S. GAAP. In addition, the Company’s EBITDA or adjusted EBITDA may not be comparable to EBITDA or adjusted EBITDA or similarly titled measures utilized by other companies since such other companies may not calculate EBITDA or adjusted EBITDA in the same manner as the Company does.

 

Reconciliations of the Company’s non-GAAP financial measures, including EBITDA and adjusted EBITDA, to the consolidated statement of operations information are included at the end of this press release.

 

About H World Group Limited

 

Originated in China, H World Group Limited is a key player in the global hotel industry. As of September 30, 2025, H World operated 12,702 hotels with 1,246,240 rooms in operation in 20 countries. H World’s brands include HanTing Hotel, JI Hotel, Orange Hotel, Crystal Orange Hotel, IntercityHotel, Hi Inn, Ni Hao Hotel, Elan Hotel, Zleep Hotels, Starway Hotel, CitiGO, Manxin Hotel, Madison Hotel, MAXX Hotel, Blossom House, Joya Hotel, Steigenberger Hotels & Resorts, Jaz in the City, Steigenberger Icons and Song Hotels. In addition, H World also has the rights as master franchisee for Mercure, Ibis and Ibis Styles, and co-development rights for Grand Mercure and Novotel, in the pan-China region.

 

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H World’s business includes leased and owned, manachised and franchised models. Under the lease and ownership model, H World directly operates hotels typically located on leased or owned properties. Under the manachise model, H World manages manachised hotels through the on-site hotel managers that H World appoints, and H World collects fees from franchisees. Under the franchise model, H World provides training, reservations and support services to the franchised hotels, and collects fees from franchisees but does not appoint on-site hotel managers. H World applies a consistent standard and platform across all of its hotels. As of September 30, 2025, H World operated 7 percent of its hotel rooms under the lease and ownership model, and 93 percent under the manachise and franchise model.

 

For more information, please visit H World’s website: https://ir.hworld.com.

 

Safe Harbor Statement Under the U.S. Private Securities Litigation Reform Act of 1995: The information in this release contains forward-looking statements which involve risks and uncertainties. Such factors and risks include our anticipated growth strategies; our future results of operations and financial condition; economic conditions; the regulatory environment; our ability to attract and retain customers and leverage our brands; trends and competition in the lodging industry; the expected growth of demand for lodging; and other factors and risks detailed in our filings with the U.S. Securities and Exchange Commission. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements, which may be identified by terminology such as “may,” “should,” “will,” “expect,” “plan,” “intend,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “forecast,” “project” or “continue,” the negative of such terms or other comparable terminology. Readers should not rely on forward-looking statements as predictions of future events or results.

 

H World undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless required by applicable law.

 

 

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H World Group Limited

Unaudited Condensed Consolidated Balance Sheets

 

    December 31, 2024     September 30, 2025  
    RMB     RMB     US$4  
    (in millions)  
ASSETS                  
Current assets:                        
Cash and cash equivalents     7,474       7,103       998  
Restricted cash     50       163       23  
Short-term investments     3,603       6,053       850  
Accounts receivable, net     817       972       136  
Loan receivables, net     114       99       14  
Amounts due from related parties, current     297       281       40  
Inventories     60       61       9  
Other current assets, net     800       789       110  
Total current assets     13,215       15,521       2,180  
                         
Property and equipment, net     5,682       5,361       753  
Intangible assets, net     4,776       5,079       713  
Operating lease right-of-use assets     24,992       25,219       3,542  
Finance lease right-of-use assets     2,272       2,446       344  
Land use rights, net     174       156       22  
Long-term investments     2,316       1,419       199  
Goodwill     5,221       5,457       766  
Amounts due from related parties, non-current     51       41       6  
Loan receivables, net     190       142       20  
Other assets, net     668       744       105  
Deferred tax assets     1,054       1,072       151  
Assets held for sale     1,941       895       126  
Total assets     62,552       63,552       8,927  
                         
LIABILITIES AND EQUITY                        
Current liabilities:                        
Short-term debt     880       5,964       837  
Accounts payable     983       915       129  
Amounts due to related parties     74       85       12  
Salary and welfare payables     1,201       865       122  
Deferred revenue     1,822       1,868       262  
Operating lease liabilities, current     3,492       3,356       472  
Finance lease liabilities, current     50       59       8  
Accrued expenses and other current liabilities     4,006       3,974       558  
Dividends payable     0       0       0  
Income tax payable     813       1,213       170  
Total current liabilities     13,321       18,299       2,570  
                         
Long-term debt     4,546       722       101  
Operating lease liabilities, non-current     23,634       23,949       3,365  
Finance lease liabilities, non-current     2,843       3,111       437  
Deferred revenue     1,351       1,572       221  
Other long-term liabilities     1,472       1,838       258  
Deferred tax liabilities     919       950       133  
Retirement benefit obligations     111       120       17  
Liabilities held for sale     2,084       968       136  
Total liabilities     50,281       51,529       7,238  
                         
Equity:                        
Ordinary shares     0       0       0  
Treasury shares     (274 )     (585 )     (82 )
Additional paid-in capital     9,620       9,819       1,379  
Retained earnings     2,449       2,442       343  
Accumulated other comprehensive income     382       204       29  
Total H World Group Limited shareholders' equity     12,177       11,880       1,669  
Noncontrolling interest     94       143       20  
Total equity     12,271       12,023       1,689  
Total liabilities and equity     62,552       63,552       8,927  

 

 

—Financial Tables and Operational Data— 4 The conversion of Renminbi (“RMB”) into United States dollars (“US$”) is based on the exchange rate of US$1.00=RMB7.1190 on September 30, 2025, as set forth in H.10 statistical release of the U.S. Federal Reserve Board and available at http://www.federalreserve.gov/releases/h10/hist/dat00_ch.htm.

 

Page 10 of 20


 

 

H World Group Limited

Unaudited Condensed Consolidated Statements of Comprehensive Income

 

    Quarter Ended  
    September 30, 2024     June 30, 2025     September 30, 2025  
    RMB     RMB     RMB     US$  
    (in millions, except shares, per share and per ADS data)  
Revenue:                        
Leased and owned hotels     3,690       3,401       3,487       490  
Manachised and franchised hotels     2,602       2,865       3,309       465  
Others     150       160       165       23  
Total revenue     6,442       6,426       6,961       978  
                                 
Operating costs and expenses:                                
Hotel operating costs:                                
Rents     (1,088 )     (1,047 )     (1,059 )     (149 )
Utilities     (194 )     (142 )     (183 )     (26 )
Personnel costs     (1,371 )     (1,435 )     (1,487 )     (209 )
Depreciation and amortization     (315 )     (296 )     (304 )     (43 )
Consumables, food and beverage     (337 )     (301 )     (337 )     (47 )
Others     (494 )     (531 )     (692 )     (96 )
Total hotel operating costs     (3,799 )     (3,752 )     (4,062 )     (570 )
Other operating costs     (11 )     (11 )     (16 )     (2 )
Selling and marketing expenses     (303 )     (309 )     (339 )     (48 )
General and administrative expenses     (672 )     (660 )     (545 )     (77 )
Pre-opening expenses     (19 )     (12 )     (12 )     (2 )
Total operating costs and expenses     (4,804 )     (4,744 )     (4,974 )     (699 )
Other operating income (expense), net     85       105       61       9  
Income (loss) from operations     1,723       1,787       2,048       288  
Interest income     50       52       60       8  
Interest expense     (77 )     (91 )     (86 )     (12 )
Other income (expense), net     1       15       80       11  
Gains (losses) from fair value changes of equity securities     (34 )     (1 )     2       0  
Foreign exchange gains (losses)     (1 )     366       39       5  
Income (loss) before income taxes     1,662       2,128       2,143       300  
Income tax (expense) benefit     (382 )     (565 )     (648 )     (91 )
Income (Loss) from equity method investments     12       (4 )     (23 )     (3 )
Net income (loss)     1,292       1,559       1,472       206  
Net (income) loss attributable to noncontrolling interest     (19 )     (15 )     (3 )     (0 )
Net income (loss) attributable to H World Group Limited     1,273       1,544       1,469       206  
                                 
Gain (loss) arising from defined benefit plan, net of tax     -       (0 )     (1 )     (0 )
Gains(losses) from fair value changes of debt securities, net of tax     -       4       -       -  
Foreign currency translation adjustments, net of tax     128       (66 )     (56 )     (8 )
Comprehensive income (loss)     1,420       1,497       1,415       198  
Comprehensive (income) loss attributable to noncontrolling interest     (19 )     (15 )     (3 )     (0 )
Comprehensive income (loss) attributable to H World Group Limited     1,401       1,482       1,412       198  
                                 
Earnings (Losses) per share:                                
Basic     0.41       0.50       0.48       0.07  
Diluted     0.40       0.48       0.46       0.06  
                                 
Earnings (Losses) per ADS:                                
Basic     4.10       5.03       4.78       0.67  
Diluted     3.99       4.85       4.60       0.65  
                                 
Weighted average number of shares used in computation:                                
Basic     3,102,868,424       3,071,789,285       3,077,086,517       3,077,086,517  
Diluted     3,257,589,866       3,241,412,875       3,249,693,471       3,249,693,471  

 

Page 11 of 20


 

 

H World Group Limited

Unaudited Condensed Consolidated Statements of Cash Flows

 

    Quarter Ended  
    September 30, 2024     June 30, 2025     September 30, 2025  
    RMB     RMB     RMB     US$  
    (in millions)  
Operating activities:                                
Net income (loss)     1,292       1,559       1,472       206  
                                 
Share-based compensation     79       170       92       13  
Depreciation and amortization, and other     329       317       319       45  
Impairment loss     32       33       114       16  
Loss (Income) from equity method investments, net of dividends     (9 )     58       23       3  
Investment (income) loss and foreign exchange (gain) loss     (15 )     (435 )     (53 )     (7 )
Changes in operating assets and liabilities     43       924       (240 )     (34 )
Other     (58 )     33       (30 )     (4 )
Net cash provided by (used in) operating activities     1,693       2,659       1,697       238  
                                 
Investing activities:                                
Capital expenditures     (209 )     (189 )     (204 )     (29 )
Purchase of investments     (32 )     (713 )     (2,874 )     (404 )
Proceeds from maturity/sale and return of investments     406       1,099       10       1  
Loan advances     (75 )     (14 )     (32 )     (5 )
Loan collections     65       42       48       7  
Other     11       14       6       1  
Net cash provided by (used in) investing activities     166       239       (3,046 )     (429 )
                                 
Financing activities:                                
Payment of share repurchase     (496 )     (13 )     (3 )     (0 )
Proceeds from debt     29       2,195       13       2  
Repayment of debt     (135 )     (757 )     (42 )     (6 )
Dividends paid     (1,389 )     (2,136 )     (1,771 )     (248 )
Other     (113 )     2       (10 )     (1 )
Net cash provided by (used in) financing activities     (2,104 )     (709 )     (1,813 )     (253 )
                                 
Effect of exchange rate changes on cash, cash equivalents and restricted cash     16       20       (92 )     (13 )
Net increase (decrease) in cash, cash equivalents and restricted cash     (229 )     2,209       (3,254 )     (457 )
Less: net increase (decrease) in cash and cash equivalents classified within assets held for sale     (4 )     (1 )     (5 )     (1 )
Cash, cash equivalents and restricted cash at the beginning of the period     8,165       8,305       10,515       1,477  
Cash, cash equivalents and restricted cash at the end of the period     7,940       10,515       7,266       1,021  

 

Page 12 of 20


 

 

H World Group Limited

Unaudited Reconciliation of GAAP and Non-GAAP Results

 

    Quarter Ended  
    September 30, 2024     June 30, 2025     September 30, 2025  
    RMB     RMB     RMB     US$  
    (in millions, except shares, per share and per ADS data)  
Net income (loss) attributable to H World Group Limited (GAAP)     1,273       1,544       1,469       206  
Share-based compensation expenses     79       170       92       13  
(Gain) loss from fair value changes of equity securities     34       1       (2 )     (0 )
Foreign exchange (gain) loss, net     1       (366 )     (39 )     (5 )
(Gain) loss on disposal of investments     (15 )     -       -       -  
Adjusted net income attributable to H World Group Limited (non-GAAP)     1,372       1,349       1,520       214  
                                 
Adjusted earnings (losses) per share (non-GAAP)                                
Basic     0.44       0.44       0.49       0.07  
Diluted     0.43       0.42       0.48       0.07  
                                 
Adjusted earnings (losses) per ADS (non-GAAP)                                
Basic     4.42       4.39       4.94       0.69  
Diluted     4.29       4.24       4.76       0.67  
                                 
Weighted average number of shares used in computation                                
Basic     3,102,868,424       3,071,789,285       3,077,086,517       3,077,086,517  
Diluted     3,257,589,866       3,241,412,875       3,249,693,471       3,249,693,471  
                                 
     

Quarter Ended

 
     

September 30, 2024

     

June 30, 2025

     

September 30, 2025

 
      RMB       RMB       RMB       US$  
      (in millions, except per share and per ADS data)  
Net income (loss) attributable to H World Group Limited (GAAP)     1,273       1,544       1,469       206  
Interest income     (50 )     (52 )     (60 )     (8 )
Interest expense     77       91       86       12  
Income tax expense     382       565       648       91  
Depreciation and amortization     332       317       319       45  
EBITDA (non-GAAP)     2,014       2,465       2,462       346  
Share-based compensation     79       170       92       13  
(Gain) loss from fair value changes of equity securities     34       1       (2 )     (0 )
Foreign exchange (gain) loss, net     1       (366 )     (39 )     (5 )
(Gain) loss on disposal of investments     (15 )     -       -       -  
Adjusted EBITDA (non-GAAP)     2,113       2,270       2,513       354  

 

Page 13 of 20


 

 

H World Group Limited
Segment Financial Summary
 
    Quarter Ended September 30, 2024   Quarter Ended June 30, 2025   Quarter Ended September 30, 2025  
    Legacy-
Huazhu
  Legacy-
DH
  Elimination   Legacy-
Huazhu
  Legacy-
DH
  Elimination   Legacy-
Huazhu
  Legacy-
DH
  Elimination  
    RMB   RMB   RMB   RMB   RMB   RMB   RMB   RMB   RMB  
    (in millions)   (in millions)   (in millions)  
Leased and owned hotels   2,461     1,229     -     2,130     1,271     -     2,301     1,186     -  
Manachised and franchised hotels   2,568     37     (3 )   2,829     41     (5 )   3,267     48     (6 )
Others   134     17     (1 )   148     12     -     154     11     -  
Revenue   5,163     1,283     (4 )   5,107     1,324     (5 )   5,722     1,245     (6 )
                                                       
Depreciation and amortization   271     61     (0 )   255     62     (0 )   252     67     (0 )
Adjusted EBITDA   2,089     24     0     2,090     180     0     2,446     67     (0 )

 

From 1Q25, we started to present the segment financial summary before elimination. Accordingly, comparative figures for the prior periods were updated to conform to the current period’s presentation.

 

Page 14 of 20


 

 

Operating Results: Legacy-Huazhu(1)

 

    Number of hotels     Number of rooms  
    Opened
in Q3 2025
    Closed
in Q3 2025
    Net added
in Q3 2025
    As of
September 30,
2025
    As of
September 30,
2025
 
Leased and owned hotels     3       (19 )     (16 )     531       79,612  
Manachised and franchised hotels     746       (166 )     580       12,049       1,140,685  
Total     749       (185 )     564       12,580       1,220,297  

 

(1)         Legacy-Huazhu refers to H World and its subsidiaries, excluding DH.

 

    As of September 30, 2025  
     Number of hotels     Unopened hotels in pipeline  
Economy hotels     6,021       1,048  
Leased and owned hotels     255       2  
Manachised and franchised hotels     5,766       1,046  
Midscale, upper-midscale hotels and others     6,559       1,679  
Leased and owned hotels     276       6  
Manachised and franchised hotels     6,283       1,673  
Total     12,580       2,727  

 

Page 15 of 20


 

 

    For the quarter ended          
    September 30,     June 30,     September 30,     yoy  
    2024     2025     2025     change  
Average daily room rate (in RMB)                                
Leased and owned hotels     381       365       378       -0.9 %
Manachised and franchised hotels     294       285       299       1.6 %
Blended     301       290       304       0.9 %
Occupancy rate (as a percentage)                                
Leased and owned hotels     87.4 %     83.3 %     86.6 %     -0.9p.p.  
Manachised and franchised hotels     84.6 %     80.8 %     83.9 %     -0.7p.p.  
Blended     84.9 %     81.0 %     84.1 %     -0.8p.p.  
RevPAR (in RMB)                                
Leased and owned hotels     333       304       327       -1.9 %
Manachised and franchised hotels     249       230       250       0.7 %
Blended     256       235       256       -0.1 %

 

Page 16 of 20


 

 

Same-hotel operational data by class

 

Mature hotels in operation for more than 18 months

 

    Number of hotels   Same-hotel RevPAR     Same-hotel ADR     Same-hotel Occupancy  
        For the quarter         For the quarter       For the quarter        
    As of
September 30,
  ended
September 30,
  yoy
change
    ended
September 30,
  yoy
change
    ended
September 30,
    yoy
change
 
    2024   2025   2024   2025         2024   2025         2024     2025     (p.p.)  
Economy hotels     4,122   4,122   201   192   -4.5 %   231   226   -2.1 %   87.3 %   85.1 %   -2.2  
Leased and owned hotels     249   249   244   230   -5.5 %   272   262   -3.6 %   89.8 %   88.0 %   -1.8  
Manachised and franchised hotels     3,873   3,873   197   189   -4.4 %   227   222   -1.9 %   87.1 %   84.8 %   -2.2  
Midscale, upper-midscale hotels and others     4,160   4,160   308   293   -4.8 %   361   352   -2.6 %   85.3 %   83.4 %   -1.9  
Leased and owned hotels     255   255   408   393   -3.7 %   471   458   -2.8 %   86.5 %   85.7 %   -0.8  
Manachised and franchised hotels     3,905   3,905   298   283   -5.0 %   350   341   -2.6 %   85.2 %   83.1 %   -2.1  
Total     8,282   8,282   262   250   -4.7 %   305   297   -2.3 %   86.2 %   84.1 %   -2.1  

 

Page 17 of 20


 

 

Operating Results: Legacy-DH(2)

 

    Number of hotels     Number of
rooms
    Unopened hotels
in pipeline
 
    Opened
in Q3 2025
    Closed
in Q3 2025
    Net added
in Q3 2025
    As of
September
 30, 2025(3)
    As of
September 30,
2025
    As of
September 30,
2025
 
Leased hotels     -       -       -       65       13,797       9  
Manachised and franchised hotels     1       -       1       57       12,146       12  
Total     1       -       1       122       25,943       21  

 

(2)        Legacy-DH refers to DH.

(3)        As of September 30, 2025, a total of 2 hotels were temporarily closed due to repair work.

 

Page 18 of 20


 

 

    For the quarter ended        
    September 30,     June 30,     September 30,     yoy  
    2024     2025     2025     change  
Average daily room rate (in EUR)                                
Leased hotels     118       118       109       -7.2 %
Manachised and franchised hotels     116       122       126       8.9 %
Blended     117       120       117       -0.2 %
Occupancy rate (as a percentage)                                
Leased hotels     72.2 %     76.3 %     77.6 %     +5.5 p.p.  
Manachised and franchised hotels     66.6 %     71.0 %     70.8 %     +4.2 p.p.  
Blended     69.8 %     73.9 %     74.4 %     +4.6 p.p.  
RevPAR (in EUR)                                
Leased hotels     85       90       85       -0.2 %
Manachised and franchised hotels     77       86       89       15.7 %
Blended     82       88       87       6.4 %

 

Page 19 of 20


 

 

Hotel Portfolio by Brand

 

    As of September 30, 2025  
    Hotels     Rooms     Unopened hotels  
    in operation     in pipeline  
Economy hotels     6,026       492,250       1,056  
HanTing Hotel     4,531       390,899       719  
NiHao Hotel     505       38,212       94  
Hi Inn     686       36,667       229  
Elan Hotel     71       4,082       -  
Ibis Hotel     228       21,558       6  
Zleep Hotels     5       832       8  
Midscale hotels     5,337       573,980       1,037  
JI Hotel     3,476       394,235       690  
Orange Hotel     1,028       108,928       245  
Starway Hotel     732       61,486       99  
Ibis Styles Hotel     101       9,331       3  
Upper midscale hotels     1,151       151,184       530  
Crystal Orange Hotel     310       38,741       111  
IntercityHotel(4)     142       23,217       116  
JI Icons Hotel     -       -       1  
CitiGO Hotel     35       5,087       3  
Manxin Hotel     197       18,309       51  
Madison Hotel     193       22,117       127  
Mercure Hotel     220       33,196       88  
Novotel Hotel     43       8,829       23  
MAXX Hotel(5)     11       1,688       10  
Upscale hotels     163       24,054       117  
Blossom House     87       5,407       102  
Joya Hotel     7       1,234       -  
Grand Mercure Hotel     10       1,891       -  
Steigenberger Hotels& Resorts(6)     56       14,935       14  
Jaz in the City     3       587       1  
Luxury hotels     19       2,848       3  
Steigenberger Icons(7)     12       2,327       1  
Song Hotels     7       521       2  
Others     6       1,924       5  
Other hotels(8)     6       1,924       5  
Total     12,702       1,246,240       2,748  

 

(4) As of September 30, 2025, 86 operational hotels and 111 pipeline hotels of IntercityHotel were under Legacy-Huazhu.

(5) As of September 30, 2025, 7 operational hotels and 10 pipeline hotels of MAXX Hotel were under Legacy-Huazhu.

(6) As of September 30, 2025, 13 operational hotels and 9 pipeline hotels of Steigenberger Hotels & Resorts were under Legacy-Huazhu.

(7) As of September 30, 2025, 5 operational hotels and 1 pipeline hotel of Steigenberger Icons were under Legacy-Huazhu.

(8) Other hotels include other partner hotels and other hotel brands in Yongle Huazhu Hotel & Resort Group (excluding Steigenberger Hotels & Resorts and Blossom House).

 

Page 20 of 20