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 September 2021

 

Commission File Number 001-39305

 


 

Dada Nexus Limited

(Translation of registrant’s name into English)

 


 

22/F, Oriental Fisherman’s Wharf

No. 1088 Yangshupu Road

Yangpu District, Shanghai 200082

People’s Republic of China

(Address of principal executive office)

 


 

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

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨

 

 

 

 

 

 

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.

 

  Dada Nexus Limited  
 

 

 
  By: /s/ Beck Zhaoming Chen  
  Name: Beck Zhaoming Chen  
  Title: Chief Financial Officer  
     
Date: September 8, 2021    

 

 

 

 

Exhibit Index

 

Exhibit 99.1—Press Release

 

 

 

Exhibit 99.1

 

Dada Announces Unaudited Second Quarter 2021 Financial Results

 

SHANGHAI, China, Sept. 07, 2021 (GLOBE NEWSWIRE) -- Dada Nexus Limited (NASDAQ: DADA, “Dada” or the “Company”), China’s leading local on-demand delivery and retail platform, today announced its unaudited financial results for the second quarter ended June 30, 2021.

  

Second Quarter 2021 Highlights

 

lTotal net revenues were RMB1,474.6 million, an increase of 11.5% year over year. Aligning the revenue of Dada Now last-mile delivery services to a comparable basis, revenue growth would have been 81.3% year over year1.

 

lTotal Gross Merchandise Volume (“GMV”) of JDDJ for the twelve months ended June 30, 2021 was RMB32.3 billion, an increase of 76.7% year over year from RMB18.3 billion in the same period ended June 30, 2020.

 

lNumber of active consumers for the twelve months ended June 30, 2021 was 51.3 million, as compared with 32.3 million in the same period ended June 30, 2020.

  

“Dada has long served the real economy and is growing together with brick-and-mortar retailers as well as our brand partners. We welcome the stepping up of regulations and firmly believe it will be good for the long-term sustainable development of the industry. There is enormous potential in the on-demand retail industry for us to explore,” said Mr. Philip Kuai, Chairman and Chief Executive Officer of Dada. “Through the deepening cooperation with JD, we continue to build strong partnership with our retail and brand partners, working together to create value to consumers. Our partners will continue to benefit from our technology platform and high levels of innovation. Together, with Dada’s commitment to bring people everything on demand, we will continue to focus on long-term value creation to the benefit of enterprises and consumers around China.”

 

“We are pleased to deliver another solid quarter and believe the strong growth momentum will continue as we strengthen partnerships with retailers and brand owners, based on our enhanced capabilities,” said Beck Chen, Chief Financial Officer of Dada. “We achieved strong revenue growth in the second quarter, which surpassed high end of guidance. We are excited with JDDJ’s strong momentum with growth of 81.3% in the second quarter, and maintain confidence in its further accelerated year-over-year growth rate in the second half of 2021. In addition, with continuous improvement in operating efficiency, we expect non-GAAP net loss margin to narrow in the second half of 2021.”

  

 

 

 

Second Quarter 2021 Financial Results

 

Total net revenues were RMB1,474.6 million, an increase of 11.5% year over year. Aligning the revenue of Dada Now last-mile delivery services to a comparable basis, revenue growth would have been 81.3% year over year1.

  

   For the three months ended June 30, 
   2020   2021 
   RMB   RMB 
Net Revenue          
Dada Now          
Services   823,586    576,712 
Sales of goods   13,590    16,792 
           
Subtotal   837,176    593,504 
JDDJ          
Services note (1)   485,873    881,090 
Total   1,323,049    1,474,594 

 

Note:

(1) Includes net revenues from fulfillment services provided to retailers on JDDJ of RMB181,741 and RMB312,754, and commission fee revenues from retailers on JDDJ of RMB147,556 and RMB233,441 for the three months ended June 30, 2020 and 2021, respectively.

 

Net revenues generated from Dada Now were RMB593.5 million. The difference as compared to that of the second quarter of 2020 is mainly due to the fact that effective since April 2021, the cost of riders for last-mile delivery services was directly paid through third-party companies instead of through the Company. Thus the Company no longer recognizes rider-related revenue and rider-related costs. Aligning the revenue of Dada Now last-mile delivery services to a comparable basis, revenue growth from Dada Now would have been 81.2% year over year1, mainly driven by the increases in order volume of intra-city delivery service to chain merchants.

 

Net revenues generated from JDDJ were RMB881.1 million. The difference as compared to that of the second quarter of 2020 is mainly due to the increase in GMV from the same quarter last year, which was driven by increases in the number of active consumers and average order size. The increase in online marketing services revenue as a result of the increasing promotional activities launched by brand owners also constituted to an increment of the net revenues generated form JDDJ.

 

Total costs and expenses were RMB2,205.8 million, compared with RMB1,798.8 million in the same quarter of 2020.

 

 

 

 

lOperations and support costs were RMB1,136.5 million, compared with RMB1,100.1 million in the same quarter of 2020. The rise was primarily due to an increase in rider cost as a result of increasing order volume for intra-city delivery services provided to various chain merchants on the Dada Now platform and retailers on the JDDJ platform, partially offset by the decrease of rider-related cost incurred by business upgrade of last-mile delivery services.

 

lSelling and marketing expenses were RMB824.2 million, compared with RMB386.2 million in the same quarter of 2020. The increase was primarily due to (i) growing incentives to JDDJ consumers, (ii) an increase in advertising and marketing expenses, which was primarily attributable to the increase in referral fees paid to staff at retailer stores and third-party promotion service providers for their efforts to attract new consumers to the JDDJ platform, and (iii) an increase in personnel cost in connection with the Company’s growing business.

 

lGeneral and administrative expenses were RMB100.1 million, compared with RMB164.9 million in the same quarter of 2020. The decrease was primarily due to decreased share-based compensation expenses, as share-based compensation expenses were recognized immediately in the second quarter of 2020 resulting from options granted to employees with an IPO performance condition.

 

lResearch and development expenses were RMB132.3 million, compared with RMB128.6 million in the same quarter of 2020. The increase was mainly attributable to the increase in research and development personnel cost as the Company continues to strengthen its technological capabilities.

 

Loss from operations was RMB665.8 million, compared with RMB471.9 million in the same quarter of 2020.

 

Non-GAAP loss from operations2 was RMB573.3 million, compared with RMB244.0 million in the same quarter of 2020.

 

Net loss was RMB640.4 million, compared with RMB457.5 million in the same period of 2020.

 

Non-GAAP net loss3 was RMB549.2 million, compared with RMB230.9 million in the same period of 2020.

 

Net loss attributable to ordinary shareholders of Dada was RMB640.4 million, compared with RMB617.0 million in the same quarter of 2020.

 

Non-GAAP net loss attributable to ordinary shareholders of Dada4 was RMB549.2 million, compared with RMB390.4 million in the same quarter of 2020.

 

Basic and diluted net loss per share was RMB0.67, compared with RMB1.26 for the second quarter of 2020.

 

Non-GAAP basic and diluted net loss per share5 was RMB0.58, compared with RMB0.80 for the second quarter of 2020.

  

 

 

 

As of June 30, 2021, the Company had RMB4,664.8 million in cash, cash equivalents, restricted cash and short-term investments, a decrease from RMB6,291.1 million as of December 31, 2020.

 

Pursuant to our $150 million share repurchase authorization announced in June 2021, as of August 31, 2021, we have repurchased approximately US$73.4 million of ADSs under this repurchase program.

 

Environment, Social Responsibility and Corporate Governance

  

lAmid the resurgence of COVID-19 cases in some districts of Guangdong and Jiangsu provinces since May, we swiftly responded to ensure sufficient supply of daily necessities to pandemic-struck area with reliable quality, stable priced, and safe delivery. Our efforts were recognized by relevant governmental authorities.

 

lIn July, we provided all-around support for merchants and riders in the flood-struck areas of Henan province. JDDJ introduced measures such as commission reductions to help retail stores resume both online and offline operations, and Dada Now launched a series of measures to protect riders’ health and safety while ensuring delivery capacity.

  

Business Outlook

 

For the third quarter of 2021, Dada expects total revenue to be between RMB1.63 billion and RMB1.68 billion. Aligning the revenue of Dada Now last-mile delivery services to a comparable basis in the third quarters of 2020 and 2021, total revenue of the third quarter of 2021 will realize 80% to 86% year-over-year growth1. This outlook is based on information available as of the date of this press release and reflects the Company's current and preliminary expectations, which are subject to change in light of various uncertainties, including those related to the ongoing COVID-19 pandemic.

 

 

1 Effective since April 2021, the cost of riders for last-mile delivery services has been directly paid through third-party companies instead of through the Company. The Company no longer recognizes rider-related revenue and rider-related costs in the income statement for the last-mile delivery services. To help better understand the growth excluding the change’s impact on revenue, the Company hereby presents the year-over-year growth assuming excluding the cost of riders directly paid during the comparative periods of current year and last year.

2 Non-GAAP loss from operations represents loss from operations excluding the impact of share-based compensation expenses and amortization of intangible assets resulting from business acquisition.

3 Non-GAAP net loss represents net loss excluding the impact of share-based compensation expenses, amortization of intangible assets resulting from business acquisitions and tax benefit from amortization of such intangible assets.

4 Non-GAAP net loss attributable to ordinary shareholders of Dada is net loss attributable to ordinary shareholders of Dada excluding the impact of share-based compensation expenses, amortization of intangible assets resulting from business acquisition and tax benefit from amortization of such intangible assets.

5 Non-GAAP net loss per share is non-GAAP net loss attributable to ordinary shareholders of Dada divided by weighted average number of shares used in calculating net loss per share.

 

Conference Call

 

The Company will host a conference call to discuss the earnings at 9:00 p.m. Eastern Time on Tuesday, September 7, 2021 (9:00 a.m. Beijing time on Wednesday, September 8, 2021).

 

Please register in advance of the conference using the link provided below and dial in 10 minutes prior to the call, using participant dial-in numbers, Direct Event passcode and unique registrant ID which would be provided upon registering. You will be automatically linked to the live call after completion of this process, unless required to provide the conference ID below due to regional restrictions.

 

PRE-REGISTER LINK: http://apac.directeventreg.com/registration/event/8267062

 

CONFERENCE ID: 8267062

 

 

 

 

A telephone replay of the call will be available after the conclusion of the conference call through 09:59 a.m. Eastern Time, September 15, 2021.

 

Dial-in numbers for the replay are as follows:

 

International Dial-in +61-2-8199-0299  
U.S. Toll Free 1-855-452-5696  
Mainland China      8008-700-206  
Hong Kong             800-963-117  
Passcode:                8267062#  

 

A live and archived webcast of the conference call will be available on the Investor Relations section of Dada’s website at https://ir.imdada.cn/.

 

Use of Non-GAAP Financial Measures

 

The Company also uses certain non-GAAP financial measures in evaluating its business. For example, the Company uses non-GAAP income/(loss) from operations, non-GAAP operating margin, non-GAAP net income/(loss), non-GAAP net margin, non-GAAP net income/(loss) attributable to ordinary shareholders of Dada and non-GAAP net income/(loss) attributable to ordinary shareholders of Dada per share as supplemental measures to review and assess its financial and operating performance. 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. Non-GAAP income/(loss) from operations is income/(loss) from operations excluding the impact of share-based compensation expenses and amortization of intangible assets resulting from business acquisition. Non-GAAP operating margin is non-GAAP income/(loss) from operations as a percentage of total net revenues. Non-GAAP net income/(loss) is net income/(loss) excluding the impact of share-based compensation expenses, amortization of intangible assets resulting from business acquisition and tax benefit from amortization of such intangible assets. Non-GAAP net margin is non-GAAP net income/(loss) as a percentage of total net revenues. Non-GAAP net income/(loss) attributable to ordinary shareholders of Dada is net income/(loss) attributable to ordinary shareholders of Dada excluding the impact of share-based compensation expenses, amortization of intangible assets resulting from business acquisition and tax benefit from amortization of such intangible assets. Non-GAAP net income/(loss) attributable to ordinary shareholders of Dada per share is non-GAAP net income/(loss) attributable to ordinary shareholders of Dada divided by weighted average number of shares used in calculating net income/(loss) per share.

 

The Company presents the non-GAAP financial measures because they are used by the Company’s management to evaluate the Company’s financial and operating performance and formulate business plans. Non-GAAP income/(loss) from operations and non-GAAP net income/(loss) enable the Company’s management to assess the Company’s financial and operating results without considering the impact of share-based compensation expenses, amortization of intangible assets resulting from business acquisition and tax benefit from amortization of such intangible assets. The Company also believes that the use of the non-GAAP measures facilitates investors’ assessment of the Company’s financial and operating performance.

 

 

 

 

The non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. The non-GAAP financial measures have limitations as analytical tools. One of the key limitations of using non-GAAP income/(loss) from operations, non-GAAP net income/(loss), non-GAAP net income/(loss) attributable to ordinary shareholders of Dada, and non-GAAP net income/(loss) attributable to ordinary shareholders of Dada per share is that they do not reflect all items of income and expense that affect the Company’s operations. Share-based compensation expenses, amortization of intangible assets resulting from business acquisition and tax benefit from amortization of such intangible assets have been and may continue to be incurred in the Company’s business and is not reflected in the presentation of non-GAAP income/(loss) from operations, non-GAAP net income/(loss), non-GAAP net income/(loss) attributable to ordinary shareholders of Dada, and non-GAAP net income/(loss) attributable to ordinary shareholders of Dada per share. Further, the non-GAAP measures may differ from the non-GAAP measures used by other companies, including peer companies, potentially limiting the comparability of their financial results to the Company’s. In light of the foregoing limitations, the non-GAAP income/(loss) from operations, non-GAAP operating margin, non-GAAP net income/(loss), non-GAAP net margin, non-GAAP net income/(loss) attributable to ordinary shareholders of Dada and non-GAAP net income/(loss) attributable to ordinary shareholders of Dada per share for the period should not be considered in isolation from or as an alternative to income/(loss) from operations, operating margin, net income/(loss), net margin, net income/(loss) attributable to ordinary shareholders of Dada and net income/(loss) attributable to ordinary shareholders of Dada per share, or other financial measures prepared in accordance with U.S. GAAP.

 

The Company compensates for these limitations by reconciling the non-GAAP financial measures to the nearest U.S. GAAP performance measures, which should be considered when evaluating the Company’s performance. For reconciliations of these non-GAAP financial measures to the most directly comparable GAAP financial measures, please see the section of the accompanying tables titled, “Reconciliations of GAAP and Non-GAAP Results.”

 

Forward-Looking Statements

 

This press release contains statements that may constitute “forward-looking” statements pursuant to the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “aims,” “future,” “intends,” “plans,” “believes,” “estimates,” “likely to” and similar statements. Among other things, quotations in this announcement, contain forward-looking statements. Dada may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about Dada’s beliefs, plans and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: Dada’s strategies; Dada’s future business development, financial condition and results of operations; Dada’s ability to maintain its relationship with major strategic investors; its ability to provide efficient on-demand delivery services and offer quality on-demand retail experience; its ability to maintain and enhance the recognition and reputation of its brands; general economic and business conditions globally and in China and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in Dada’s filings with the SEC. All information provided in this press release is as of the date of this press release, and Dada does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

 

 

 

 

About Dada

 

Dada is a leading platform of local on-demand retail and delivery in China. It operates JDDJ, one of China’s largest local on-demand retail platforms for retailers and brand owners, and Dada Now, a leading local on-demand delivery platform open to merchants and individual senders across various industries and product categories. The Company’s two platforms are inter-connected and mutually beneficial. The Dada Now platform enables improved delivery experience for participants on the JDDJ platform through its readily accessible fulfillment solutions and strong on-demand delivery infrastructure. Meanwhile, the vast volume of on-demand delivery orders from the JDDJ platform increases order volume and density for the Dada Now platform.

 

For more information, please visit https://ir.imdada.cn/.

 

For investor inquiries, please contact:

 

Dada Nexus Limited

Ms. Caroline Dong

E-mail: ir@imdada.cn

 

Christensen

 

In China

Mr. Rene Vanguestaine

Phone: +86-178-1749 0483

E-mail: rvanguestaine@christensenir.com

 

In US

Ms. Linda Bergkamp

Phone: +1-480-614-3004

E-mail: lbergkamp@christensenir.com

 

For media inquiries, please contact:

 

Dada Nexus Limited

E-mail: PR@imdada.cn

 

 

 

 

Appendix I

 

DADA NEXUS LIMITED

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands, except share data and otherwise noted)

            

   As of December 31,   As of June 30, 
   2020   2021 
    RMB    RMB 
ASSETS          
Current assets          
Cash and cash equivalents   5,461,264    3,818,684 
Restricted cash   59,791    51,132 
Short-term investments   770,000    795,000 
Accounts receivable   403,584    252,166 
Inventories, net   5,410    8,106 
Amount due from related parties   646,341    461,081 
Prepayments and other current assets   175,592    260,813 
Total current assets   7,521,982    5,646,982 
           
Non-current assets          
Property and equipment, net   39,640    38,242 
Goodwill   957,605    957,605 
Intangible assets, net   507,964    417,671 
Operating lease right-of-use assets   107,120    94,361 
Non-current time deposits   400,000    400,000 
Other non-current assets   12,715    25,376 
Total non-current assets   2,025,044    1,933,255 
           
TOTAL ASSETS   9,547,026    7,580,237 
           
LIABILITIES AND SHAREHOLDERS’ EQUITY          
Current liabilities          
Short-term loan   600,000    400,000 
Accounts payable   13,846    7,265 
Notes payable   170,000    170,000 
Payable to riders and drivers   717,496    488,782 
Amount due to related parties   52,918    53,908 
Accrued expenses and other current liabilities   814,991    555,675 
Operating lease liabilities   41,737    40,937 
Total current liabilities   2,410,988    1,716,567 
           
Non-current liabilities          
Deferred tax liabilities   38,558    36,052 
Non-current operating lease liabilities   69,525    59,349 
Total non-current liabilities   108,083    95,401 
           
TOTAL LIABILITIES   2,519,071    1,811,968 

  

 

 

   

SHAREHOLDERS’ EQUITY          
Ordinary shares (US$0.0001 par value, 2,000,000,000 shares authorized, 941,450,185 and  953,939,605 shares issued and outstanding as of December 31, 2020 and June 30, 2021, respectively)   639    647 
Additional paid-in capital   16,442,721    16,564,267 
Accumulated deficit   (9,345,102)   (10,695,781)
Accumulated other comprehensive loss   (70,303)   (100,864)
TOTAL SHAREHOLDERS’ EQUITY   7,027,955    5,768,269 
           
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY   9,547,026    7,580,237 

  

 

 

 

DADA NEXUS LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(Amounts in thousands, except share and per share data and otherwise noted)

 

   For the three months ended June 30,   For the six months ended June 30, 
   2020   2021   2020   2021 
   RMB   RMB   RMB   RMB 
Net revenues   1,323,049    1,474,594    2,422,665    3,147,357 
Costs and expenses                    
Operations and support   (1,100,131)   (1,136,482)   (2,065,858)   (2,531,473)
Selling and marketing   (386,191)   (824,170)   (646,726)   (1,614,888)
General and administrative   (164,861)   (100,106)   (264,390)   (202,843)
Research and development   (128,601)   (132,330)   (215,517)   (256,528)
Other operating expenses   (19,066)   (12,742)   (30,103)   (25,349)
Total costs and expenses   (1,798,850)   (2,205,830)   (3,222,594)   (4,631,081)
Other operating income   3,890    65,468    35,341    76,510 
Loss from operations   (471,911)   (665,768)   (764,588)   (1,407,214)
                     
Other income/(expenses)                    
Interest income   15,286    29,181    27,764    64,763 
Interest expenses   (2,114)   (4,007)   (2,587)   (9,406)
Foreign exchange loss       (1,068)       (1,328)
Total other income   13,172    24,106    25,177    54,029 
Loss before income tax benefits   (458,739)   (641,662)   (739,411)   (1,353,185)
Income tax benefits   1,253    1,253    2,634    2,506 
Net loss   (457,486)   (640,409)   (736,777)   (1,350,679)
Accretion of convertible
redeemable preferred shares
   (159,542)       (375,649)    
Net loss attributable to ordinary shareholders of Dada   (617,028)   (640,409)   (1,112,426)   (1,350,679)
                     
Net loss per share                    
Basic   (1.26)   (0.67)   (2.59)   (1.42)
Diluted   (1.26)   (0.67)   (2.59)   (1.42)
                     
Weighted average shares used in calculating net loss per share                    
Basic   489,313,329    951,437,694    429,301,979    953,812,426 
Diluted   489,313,329    951,437,694    429,301,979    953,812,426 
                     
Net loss   (457,486)   (640,409)   (736,777)   (1,350,679)
Other comprehensive income/(loss)                    
Foreign currency translation adjustments   868    (15,387)   15,078    (30,561)
Total comprehensive loss   (456,618)   (655,796)   (721,699)   (1,381,240)
                     

 

 

 

 

DADA NEXUS LIMITED

Reconciliations of GAAP and Non-GAAP Results

(Amounts in thousands, except share and per share data and otherwise noted)

 

         
   For the three months ended June 30,   For the six months ended June 30, 
   2020   2021   2020   2021 
   RMB   RMB   RMB   RMB 
Loss from operations   (471,911)   (665,768)   (764,588)   (1,407,214)
Add:                    
Share-based compensation expense   181,504    49,561    221,950    99,664 
Intangible assets amortization   46,365    42,887    93,131    86,165 
Non-GAAP loss from operations   (244,042)   (573,320)   (449,507)   (1,221,385)
                     
Net loss   (457,486)   (640,409)   (736,777)   (1,350,679)
Add:                    
Share-based compensation expense   181,504    49,561    221,950    99,664 
Intangible assets amortization   46,365    42,887    93,131    86,165 
Income tax benefit   (1,253)   (1,253)   (2,634)   (2,506)
Non-GAAP net loss   (230,870)   (549,214)   (424,330)   (1,167,356)
                     
Accretion of convertible redeemable preferred shares   (159,542)       (375,649)    
                     
Non-GAAP net loss attributable to ordinary shareholders of Dada   (390,412)   (549,214)   (799,979)   (1,167,356)
                     
Non-GAAP net loss per share                    
Basic   (0.80)   (0.58)   (1.86)   (1.22)
Diluted   (0.80)   (0.58)   (1.86)   (1.22)
                     
Weighted average shares used in calculating net loss per share                    
Basic   489,313,329    951,437,694    429,301,979    953,812,426 
Diluted   489,313,329    951,437,694    429,301,979    953,812,426