UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO
RULE
13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of March 2024
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 of Form 20-F or Form 40-F. Form 20-F x Form 40-F ¨
Exhibit Index
Exhibit 99.1 | —Press Release—Dada Announces Unaudited Fourth Quarter and Fiscal Year 2023 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.
Dada Nexus Limited | ||
By: | /s/ Henry Jun Mao | |
Name: | Henry Jun Mao | |
Title: | Chief Financial Officer | |
Date: March 26, 2024 |
Exhibit 99.1
Dada Announces Unaudited Fourth Quarter and Fiscal Year 2023 Financial Results
SHANGHAI, China, March 25, 2024 (GLOBE NEWSWIRE) -- Dada Nexus Limited (NASDAQ: DADA, “Dada” or the “Company”), China’s leading local on-demand retail and delivery platform, today announced its unaudited financial results for the fourth quarter and fiscal year ended December 31, 2023.
Fourth Quarter 2023 Financial Results
Total net revenues were RMB2,752.2 million, an increase of 2.7% year over year from RMB2,681.0 million in the same period of 2022.
For the three months ended December 31, | YoY% | |||||||||||
2022 | 2023 | change | ||||||||||
(RMB in thousands) | ||||||||||||
Net revenues | ||||||||||||
JDDJ | ||||||||||||
Services note (1) | 1,798,041 | 1,547,004 | (14.0 | )% | ||||||||
Sales of goods | — | 1,527 | Not applicable | |||||||||
Subtotal | 1,798,041 | 1,548,531 | (13.9 | )% | ||||||||
Dada Now | ||||||||||||
Services | 863,116 | 1,191,880 | 38.1 | % | ||||||||
Sales of goods | 19,879 | 11,778 | (40.8 | )% | ||||||||
Subtotal | 882,995 | 1,203,658 | 36.3 | % | ||||||||
Total | 2,681,036 | 2,752,189 | 2.7 | % |
Note:(1) Includes net revenues from (i) commission fee, and online advertising and marketing services of RMB1,090,437 and RMB861,910 for the three months ended December 31, 2022 and 2023, respectively; and (ii) fulfillment services and others of RMB707,604 and RMB685,094 for the three months ended December 31, 2022 and 2023, respectively.
· | Net revenues generated from JDDJ decreased by 13.9% from RMB1,798.0 million in the fourth quarter of 2022 to RMB1,548.5 million in the fourth quarter of 2023, mainly due to the decrease in online advertising and marketing services revenues. |
· | Net revenues generated from Dada Now increased by 36.3% from RMB883.0 million in the fourth quarter of 2022 to RMB1,203.7 million in the fourth quarter of 2023, mainly driven by the increase in order volume of intra-city delivery services provided to various chain merchants. |
Total costs and expenses were RMB4,077.9 million, compared with RMB3,114.9 million in the same quarter of 2022.
· | Operations and support costs were RMB1,918.9 million, compared with RMB1,574.6 million in the same quarter of 2022. The increase was primarily due to an increase in rider cost as a result of increasing order volume of intra-city delivery services provided to various chain merchants. |
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· | Selling and marketing expenses were RMB1,002.3 million, compared with RMB1,293.5 million in the same quarter of 2022. The decrease was primarily due to (i) a decrease in promotional activities conducted on JDDJ platform, and (ii) a decrease in advertising and marketing expenses. |
· | General and administrative expenses were RMB88.8 million, compared with RMB101.0 million in the same quarter of 2022. The decrease was primarily due to (i) a decrease in amortization of intangible assets arising from the acquisition of JDDJ in 2016, and (ii) a decrease in share-based compensation expenses. |
· | Research and development expenses were RMB91.5 million, compared with RMB125.7 million in the same quarter of 2022. The decrease was mainly attributable to the decrease in research and development personnel cost. |
· | Impairment loss of goodwill was RMB957.6 million. |
Loss from operations was RMB1,314.7 million, compared with RMB399.6 million in the same quarter of 2022.
Non-GAAP loss from operations1 was RMB190.2 million, compared with RMB207.0 million in the same quarter of 2022.
Net loss was RMB1,282.4 million, compared with RMB370.6 million in the same period of 2022.
Non-GAAP net loss2 was RMB159.1 million, compared with RMB179.2 million in the same period of 2022.
Basic and diluted net loss per share was RMB1.22, compared with RMB0.36 for the fourth quarter of 2022.
Non-GAAP basic and diluted net loss per share3 was RMB0.15, compared with RMB0.18 for the fourth quarter of 2022.
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Fiscal Year 2023 Financial Results4
Total net revenues were RMB10,506.3 million, an increase of 12.2% year over year from RMB9,367.6 million in the same period of 2022.
For the year ended December 31, | YoY% | |||||||||||
2022 | 2023 | change | ||||||||||
(RMB in thousands) | ||||||||||||
Net revenues | ||||||||||||
JDDJ | ||||||||||||
Services note (2) | 6,205,180 | 6,489,420 | 4.6 | % | ||||||||
Sales of goods | 4,845 | 2,334 | (51.8 | )% | ||||||||
Subtotal | 6,210,025 | 6,491,754 | 4.5 | % | ||||||||
Dada Now | ||||||||||||
Services | 3,082,928 | 3,963,593 | 28.6 | % | ||||||||
Sales of goods | 74,642 | 50,903 | (31.8 | )% | ||||||||
Subtotal | 3,157,570 | 4,014,496 | 27.1 | % | ||||||||
Total | 9,367,595 | 10,506,250 | 12.2 | % |
Note:
(2) Includes net revenues from (i) commission fee, and online advertising and marketing services of RMB3,831,218 and RMB3,810,368 for fiscal year 2022 and 2023, respectively; and (ii) fulfillment services and others of RMB2,373,962 and RMB 2,679,052 for fiscal year 2022 and 2023, respectively.
· | Net revenues generated from JDDJ increased by 4.5% from RMB6,210.0 million in 2022 to RMB6,491.8 million in 2023, mainly due to the increase in fulfillment services and commission fee, partially offset by the decrease in online advertising and marketing services. |
· | Net revenues generated from Dada Now increased by 27.1% from RMB3,157.6 million in 2022 to RMB4,014.5 million in 2023, mainly driven by the increase in order volume of intra-city delivery services provided to various chain merchants. |
Total costs and expenses were RMB12,678.6 million, compared with RMB11,608.0 million in 2022.
· | Operations and support costs were RMB6,530.3 million, compared with RMB5,743.0 million in 2022. The increase was primarily due to an increase in rider cost as a result of increasing order volume of intra-city delivery services provided to various chain merchants. |
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· | Selling and marketing expenses were RMB4,474.1 million, compared with RMB4,747.9 million in 2022. The decrease was primarily due to (i) a decrease in promotional activities conducted on JDDJ platform, and (ii) a decrease in advertising and marketing expenses. |
· | General and administrative expenses were RMB252.8 million, compared with RMB408.8 million in 2022. The decrease was primarily due to (i) a decrease in amortization of intangible assets arising from the acquisition of JDDJ in 2016, (ii) a decrease in share-based compensation expenses. |
· | Research and development expenses were RMB416.3 million, compared with RMB630.9 million in 2022. The decrease was mainly attributable to the decrease in research and development personnel cost. |
· | Impairment loss of goodwill was RMB957.6 million. |
Loss from operations was RMB2,108.5 million, compared with RMB2,119.5 million in 2022.
Non-GAAP loss from operations1 was RMB487.8 million, compared with RMB1,432.7 million in 2022.
Net loss was RMB1,957.5 million, compared with RMB2,008.0 million in 2022.
Non-GAAP net loss2 was RMB341.8 million, compared with RMB1,326.2 million in 2022.
Basic and diluted net loss per share was RMB1.88, compared with RMB1.98 in 2022.
Non-GAAP basic and diluted net loss per share3 was RMB0.33, compared with RMB1.31 in 2022.
As of December 31, 2023, the Company had RMB3,970.6 million in cash, cash equivalents, restricted cash and short-term investments, compared with RMB4,370.4 million as of December 31, 2022.
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Environment, Social Responsibility and Governance (ESG)
· | ESG honors: |
■ | In September 2023, the S&P Global Corporate Sustainability Assessment (CSA) gave Dada an ESG score of 37, placing Dada in the top 16% of the industry. The S&P CSA is an annual evaluation of companies' sustainability practices which powers the Dow Jones Sustainability Index. |
■ | In December 2023, Morgan Stanley Capital International (MSCI) upgraded Dada's ESG rating from BBB to A. MSCI is a leading provider of critical decision support tools and services for the global investment community with over 50 years of expertise in research, data and technology. The MSCI ESG rating is designed to measure a company's resilience to long-term industry, environmental, social and governance risks. |
· | Care for riders: |
■ | From October 2023 to the end of February 2024, Dada held about 200 rider care events nationwide and distributed hundreds of thousands of winter care kits to riders. In addition, Dada invested around RMB100 million in rider incentives and subsidies to improve riders’ earnings. |
Share Repurchase
The board of directors of the Company (the “Board”) has authorized a share repurchase program of up to US$40 million of American depository shares funded by existing cash balance for a two-year period through March 2026. The share repurchase may be effected on the open market at prevailing market prices and/or in negotiated transactions off the market from time to time as market conditions warrant in accordance with applicable requirements of Rule 10b5-1 and/or Rule 10b-18 under the U.S. Securities Exchange Act of 1934, as amended.
Conference Call
The Company will host a conference call to discuss the earnings at 9:30 p.m. Eastern Time on Monday, March 25, 2024 (9:30 a.m. Beijing time on Tuesday, March 26, 2024).
Please register in advance of the conference using the link provided below and dial in 10 minutes prior to the call.
PRE-REGISTER LINK: https://s1.c-conf.com/diamondpass/10036981-hg876t.html
Upon registration, each participant will receive details for the conference call, including dial-in numbers, conference call passcode and a unique access PIN. To join the conference, please dial the number provided, enter the passcode followed by your PIN, and you will join the conference.
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A telephone replay of the call will be available after the conclusion of the conference call through April 2, 2024.
Dial-in numbers for the replay are as follows:
U.S./Canada | 1-855-883-1031 |
Mainland China | 400-1209-216 |
Hong Kong | 800-930-639 |
Replay PIN | 10036981 |
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 net income/(loss), non-GAAP net margin, and non-GAAP net income/(loss) per share as supplemental measures to review and assess its financial and operating performance. Non-GAAP income/(loss) from operations is income/(loss) from operations excluding the impact of share-based compensation expenses, amortization of intangible assets resulting from acquisitions and impairment loss of goodwill. Non-GAAP net income/(loss) is net income/(loss) excluding the impact of share-based compensation expenses, amortization of intangible assets resulting from acquisitions, tax benefit from amortization of such intangible assets, and impairment loss of goodwill. Non-GAAP net margin is non-GAAP net income/(loss) as a percentage of total net revenues. Non-GAAP net income/(loss) per share is non-GAAP net income/(loss) 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 acquisitions, tax benefit from amortization of such intangible assets, and impairment loss of goodwill. The Company also believes that the use of the non-GAAP financial measures facilitates investors’ assessment of the Company’s financial and operating performance.
The non-GAAP financial measures are not defined under accounting principles generally accepted in the United States of America (“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 financial measures 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 acquisitions, 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 financial measures. Impairment loss of goodwill is not considered by the management when evaluating the core operating results and may not be indicative of the Company's business outlook. Further, the non-GAAP financial measures may differ from the non-GAAP financial 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, non-GAAP financial measures should not be considered in isolation from or as an alternative to financial measures prepared in accordance with U.S. GAAP.
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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 offer quality on-demand retail experience and provide efficient on-demand delivery services; 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 local on-demand retail and delivery platform 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 vast volume of on-demand delivery orders from the JDDJ platform increases order volume and density for the Dada Now platform. Meanwhile, 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.
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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: rene.vanguestaine@christensencomms.com
In US
Ms. Linda Bergkamp
Phone: +1-480-614-3004
E-mail: linda.bergkamp@christensencomms.com
For media inquiries, please contact:
Dada Nexus Limited
E-mail: PR@imdada.cn
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Appendix I
DADA NEXUS LIMITED
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands)
As of December 31, | As of December 31, | |||||||
2022 | 2023 | |||||||
RMB | RMB | |||||||
ASSETS | ||||||||
Current assets | ||||||||
Cash and cash equivalents | 1,233,974 | 1,893,032 | ||||||
Restricted cash | 433,895 | 519,207 | ||||||
Short-term investments | 2,702,524 | 1,558,315 | ||||||
Accounts receivable, net | 313,502 | 386,768 | ||||||
Inventories | 8,826 | 9,270 | ||||||
Amount due from related parties | 1,060,987 | 1,287,080 | ||||||
Prepayments and other current assets | 606,502 | 415,326 | ||||||
Total current assets | 6,360,210 | 6,068,998 | ||||||
Non-current assets | ||||||||
Property and equipment, net | 16,849 | 8,392 | ||||||
Goodwill | 957,605 | — | ||||||
Intangible assets, net | 1,665,320 | 1,479,644 | ||||||
Operating lease right-of-use assets | 37,592 | 16,335 | ||||||
Other non-current assets | 8,223 | 512 | ||||||
Total non-current assets | 2,685,589 | 1,504,883 | ||||||
TOTAL ASSETS | 9,045,799 | 7,573,881 | ||||||
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||
Current liabilities | ||||||||
Short-term loan | 100,000 | — | ||||||
Accounts payable | 9,791 | 5,008 | ||||||
Payable to riders and drivers | 794,320 | 867,323 | ||||||
Amount due to related parties | 147,003 | 190,039 | ||||||
Accrued expenses and other current liabilities | 931,943 | 922,483 | ||||||
Operating lease liabilities | 24,460 | 14,719 | ||||||
Total current liabilities | 2,007,517 | 1,999,572 | ||||||
Non-current liabilities | ||||||||
Deferred tax liabilities | 21,988 | 16,979 | ||||||
Non-current operating lease liabilities | 16,574 | 414 | ||||||
Total non-current liabilities | 38,562 | 17,393 | ||||||
TOTAL LIABILITIES | 2,046,079 | 2,016,965 | ||||||
TOTAL SHAREHOLDERS’ EQUITY | 6,999,720 | 5,556,916 | ||||||
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | 9,045,799 | 7,573,881 |
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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 December 31, | For the year ended December 31, | |||||||||||||||
2022 | 2023 | 2022 | 2023 | |||||||||||||
RMB | RMB | RMB | RMB | |||||||||||||
Net revenues | 2,681,036 | 2,752,189 | 9,367,595 | 10,506,250 | ||||||||||||
Costs and expenses | ||||||||||||||||
Operations and support | (1,574,603 | ) | (1,918,942 | ) | (5,743,010 | ) | (6,530,343 | ) | ||||||||
Selling and marketing | (1,293,509 | ) | (1,002,293 | ) | (4,747,926 | ) | (4,474,087 | ) | ||||||||
General and administrative | (101,009 | ) | (88,754 | ) | (408,771 | ) | (252,802 | ) | ||||||||
Research and development | (125,665 | ) | (91,490 | ) | (630,911 | ) | (416,346 | ) | ||||||||
Impairment loss of goodwill | — | (957,605 | ) | — | (957,605 | ) | ||||||||||
Other operating expenses | (20,113 | ) | (18,770 | ) | (77,423 | ) | (47,456 | ) | ||||||||
Total costs and expenses | (3,114,899 | ) | (4,077,854 | ) | (11,608,041 | ) | (12,678,639 | ) | ||||||||
Other operating income | 34,237 | 10,932 | 120,921 | 63,859 | ||||||||||||
Loss from operations | (399,626 | ) | (1,314,733 | ) | (2,119,525 | ) | (2,108,530 | ) | ||||||||
Other income/(expenses) | ||||||||||||||||
Interest expenses | (5,477 | ) | — | (10,946 | ) | (807 | ) | |||||||||
Others, net | 33,268 | 31,091 | 117,625 | 146,782 | ||||||||||||
Total other income | 27,791 | 31,091 | 106,679 | 145,975 | ||||||||||||
Loss before income tax benefits | (371,835 | ) | (1,283,642 | ) | (2,012,846 | ) | (1,962,555 | ) | ||||||||
Income tax benefits | 1,253 | 1,253 | 4,841 | 5,012 | ||||||||||||
Net loss | (370,582 | ) | (1,282,389 | ) | (2,008,005 | ) | (1,957,543 | ) | ||||||||
Net loss per ordinary share: | ||||||||||||||||
Basic | (0.36 | ) | (1.22 | ) | (1.98 | ) | (1.88 | ) | ||||||||
Diluted | (0.36 | ) | (1.22 | ) | (1.98 | ) | (1.88 | ) | ||||||||
Weighted average shares used in calculating net loss per share | ||||||||||||||||
Basic | 1,021,484,524 | 1,049,683,427 | 1,015,265,686 | 1,040,680,392 | ||||||||||||
Diluted | 1,021,484,524 | 1,049,683,427 | 1,015,265,686 | 1,040,680,392 | ||||||||||||
Net loss | (370,582 | ) | (1,282,389 | ) | (2,008,005 | ) | (1,957,543 | ) | ||||||||
Other comprehensive (loss)/income | ||||||||||||||||
Foreign currency translation adjustments, net of tax of nil | (36,054 | ) | (33,112 | ) | 333,507 | 89,780 | ||||||||||
Total comprehensive loss | (406,636 | ) | (1,315,501 | ) | (1,674,498 | ) | (1,867,763 | ) |
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DADA NEXUS LIMITED
Reconciliations of GAAP and Non-GAAP Results
(Amounts in thousands, except share, per share and percentage data)
For the three months ended December 31, | For the year ended December 31, | |||||||||||||||
2022 | 2023 | 2022 | 2023 | |||||||||||||
RMB | RMB | RMB | RMB | |||||||||||||
Loss from operations | (399,626 | ) | (1,314,733 | ) | (2,119,525 | ) | (2,108,530 | ) | ||||||||
Add: | ||||||||||||||||
Share-based compensation expenses | 55,838 | 46,584 | 218,730 | 163,153 | ||||||||||||
Amortization of intangible assets resulting from acquisitions | 136,755 | 120,380 | 468,058 | 500,015 | ||||||||||||
Impairment loss of goodwill | — | 957,605 | — | 957,605 | ||||||||||||
Non-GAAP loss from operations | (207,033 | ) | (190,164 | ) | (1,432,737 | ) | (487,757 | ) | ||||||||
Net loss | (370,582 | ) | (1,282,389 | ) | (2,008,005 | ) | (1,957,543 | ) | ||||||||
Add: | ||||||||||||||||
Share-based compensation expenses | 55,838 | 46,584 | 218,730 | 163,153 | ||||||||||||
Amortization of intangible assets resulting from acquisitions | 136,755 | 120,380 | 468,058 | 500,015 | ||||||||||||
Impairment loss of goodwill | — | 957,605 | — | 957,605 | ||||||||||||
Income tax benefit | (1,253 | ) | (1,253 | ) | (5,012 | ) | (5,012 | ) | ||||||||
Non-GAAP net loss | (179,242 | ) | (159,073 | ) | (1,326,229 | ) | (341,782 | ) | ||||||||
Net revenues | 2,681,036 | 2,752,189 | 9,367,595 | 10,506,250 | ||||||||||||
Non-GAAP net margin | (6.7 | )% | (5.8 | )% | (14.2 | )% | (3.3 | )% | ||||||||
Non-GAAP net loss per ordinary share | ||||||||||||||||
Basic | (0.18 | ) | (0.15 | ) | (1.31 | ) | (0.33 | ) | ||||||||
Diluted | (0.18 | ) | (0.15 | ) | (1.31 | ) | (0.33 | ) | ||||||||
Weighted average shares used in calculating net loss per share | ||||||||||||||||
Basic | 1,021,484,524 | 1,049,683,427 | 1,015,265,686 | 1,040,680,392 | ||||||||||||
Diluted | 1,021,484,524 | 1,049,683,427 | 1,015,265,686 | 1,040,680,392 |
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Appendix II
Corrections to Certain Line Items of Previously Released Unaudited Quarterly Condensed Consolidated Financial Statements for the First, Second and Third Quarters of Fiscal Year 2023
As previously disclosed by the Company in its Form 6-K filed on January 8, 2024, the audit committee of its Board, with the assistance of independent professional advisers, initiated an independent review of certain suspicious practices that were identified during a routine internal audit by the Company and that might cast doubt on certain revenues from the Company’s online advertising and marketing services in 2023 (the “Independent Review”). Based on the findings of the Independent Review, the Company’s net revenues were overstated by approximately RMB40 million in the first quarter of 2023, RMB214 million in the second quarter of 2023, and RMB245 million in the third quarter of 2023, respectively. The Company’s operations and support costs were overstated by approximately RMB42 million in the first quarter of 2023, RMB214 million in the second quarter of 2023, and RMB250 million in the third quarter of 2023, respectively. Transactions at issue prior to fiscal year 2023 had immaterial impact on the Company’s financial statements, therefore no corrections were made to the previously issued unaudited/audited consolidated financial statements prior to fiscal year 2023.
The Company is setting forth corrections to certain line items for the transactions at issue, which include net revenues, operations and support costs, accounts receivable, net, and prepayments and other current assets. The tables below illustrate the impact of the aforementioned corrections on the Company’s unaudited condensed consolidated balance sheets, and unaudited condensed consolidated statements of operations and comprehensive loss for the applicable quarterly periods of fiscal year 2023.
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DADA NEXUS LIMITED
CORRECTED LINE ITEMS OF UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands)
As of March 31, 2023 | As of June 30, 2023 | As of September 30, 2023 | |||||||||||||||||||||||||
As
previously reported | Adjustments | As revised | As
previously reported | Adjustments | As revised | As previously reported | Adjustments | As revised | |||||||||||||||||||
RMB | RMB | RMB | RMB | RMB | RMB | ||||||||||||||||||||||
ASSETS | |||||||||||||||||||||||||||
Current assets | |||||||||||||||||||||||||||
Accounts receivable, net | 346,069 | (36,652 | ) | 309,417 | 402,429 | (46,440 | ) | 355,989 | 432,746 | (39,281 | ) | 393,465 | |||||||||||||||
Prepayments and other current assets | 587,309 | 36,652 | 623,961 | 319,007 | 46,440 | 365,447 | 253,193 | 39,281 | 292,474 | ||||||||||||||||||
Total current assets | 5,813,300 | — | 5,813,300 | 5,766,159 | — | 5,766,159 | 6,105,208 | — | 6,105,208 | ||||||||||||||||||
Total non-current assets | 2,526,302 | — | 2,526,302 | 2,736,390 | — | 2,736,390 | 2,609,384 | — | 2,609,384 | ||||||||||||||||||
TOTAL ASSETS | 8,339,602 | — | 8,339,602 | 8,502,549 | — | 8,502,549 | 8,714,592 | — | 8,714,592 | ||||||||||||||||||
TOTAL LIABILITIES | 1,678,029 | — | 1,678,029 | 1,541,214 | — | 1,541,214 | 1,888,813 | — | 1,888,813 | ||||||||||||||||||
TOTAL SHAREHOLDERS’ EQUITY | 6,661,573 | — | 6,661,573 | 6,961,335 | — | 6,961,335 | 6,825,779 | — | 6,825,779 | ||||||||||||||||||
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | 8,339,602 | — | 8,339,602 | 8,502,549 | — | 8,502,549 | 8,714,592 | — | 8,714,592 |
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DADA NEXUS LIMITED
CORRECTED LINE ITEMS OF UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(Amounts in thousands)
For the three months ended March 31, 2023 |
|
For the three months ended June 30, 2023 | For the three months ended September 30, 2023 | ||||||||||||||||||||||||
As
previously reported | Adjustments | As revised | As
previously reported | Adjustments | As revised | As
previously reported | Adjustments | As revised | |||||||||||||||||||
RMB | RMB | RMB | RMB | RMB | RMB | RMB | RMB | RMB | |||||||||||||||||||
Net revenues | 2,575,500 | (40,091 | ) | 2,535,409 | 2,810,599 | (213,786 | ) | 2,596,813 | 2,866,554 | (244,715 | ) | 2,621,839 | |||||||||||||||
Costs and expenses | |||||||||||||||||||||||||||
Operations and support | (1,437,235 | ) | 40,091 | (1,397,144 | ) | (1,716,808 | ) | 213,786 | (1,503,022 | ) | (1,955,950 | ) | 244,715 | (1,711,235 | ) | ||||||||||||
Selling and marketing | (1,316,643 | ) | — | (1,316,643 | ) | (1,136,655 | ) | — | (1,136,655 | ) | (1,018,496 | ) | — | (1,018,496 | ) | ||||||||||||
General and administrative | (78,567 | ) | — | (78,567 | ) | (56,431 | ) | — | (56,431 | ) | (29,050 | ) | — | (29,050 | ) | ||||||||||||
Research and development | (128,795 | ) | — | (128,795 | ) | (101,964 | ) | — | (101,964 | ) | (94,097 | ) | — | (94,097 | ) | ||||||||||||
Other operating expenses | (12,948 | ) | — | (12,948 | ) | (5,978 | ) | — | (5,978 | ) | (9,760 | ) | — | (9,760 | ) | ||||||||||||
Total costs and expenses | (2,974,188 | ) | 40,091 | (2,934,097 | ) | (3,017,836 | ) | 213,786 | (2,804,050 | ) | (3,107,353 | ) | 244,715 | (2,862,638 | ) | ||||||||||||
Other operating income | 12,321 | — | 12,321 | 10,286 | — | 10,286 | 30,320 | — | 30,320 | ||||||||||||||||||
Loss from operations | (386,367 | ) | — | (386,367 | ) | (196,951 | ) | — | (196,951 | ) | (210,479 | ) | — | (210,479 | ) | ||||||||||||
Total other income | 34,666 | — | 34,666 | 36,971 | — | 36,971 | 43,247 | — | 43,247 | ||||||||||||||||||
Loss before income tax benefits | (351,701 | ) | — | (351,701 | ) | (159,980 | ) | — | (159,980 | ) | (167,232 | ) | — | (167,232 | ) | ||||||||||||
Income tax benefits | 1,253 | — | 1,253 | 1,253 | — | 1,253 | 1,253 | — | 1,253 | ||||||||||||||||||
Net loss | (350,448 | ) | — | (350,448 | ) | (158,727 | ) | — | (158,727 | ) | (165,979 | ) | — | (165,979 | ) | ||||||||||||
Other comprehensive (loss)/income | |||||||||||||||||||||||||||
Foreign currency translation adjustments, net of tax of nil | (29,902 | ) | — | (29,902 | ) | 160,986 | — | 160,986 | (8,192 | ) | — | (8,192 | ) | ||||||||||||||
Total comprehensive loss | (380,350 | ) | — | (380,350 | ) | 2,259 | — | 2,259 | (174,171 | ) | — | (174,171 | ) |
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The table below sets forth the corrections to the breakdown of net revenues for the periods indicated:
For the three months ended March 31, 2023 | For the three months ended June 30, 2023 | For the three months ended September 30, 2023 | |||||||||||||||||||||||||
As previously reported | Adjustments | As revised | As previously reported | Adjustments | As revised | As previously reported | Adjustments | As revised | |||||||||||||||||||
RMB | RMB | RMB | RMB | RMB | RMB | RMB | RMB | RMB | |||||||||||||||||||
Net revenues | |||||||||||||||||||||||||||
JDDJ | |||||||||||||||||||||||||||
Services | 1,826,655 | (40,091 | ) | 1,786,564 | 1,830,165 | (213,786 | ) | 1,616,379 | 1,784,188 | (244,715 | ) | 1,539,473 | |||||||||||||||
Sales of goods | — | — | — | — | — | — | 807 | — | 807 | ||||||||||||||||||
Subtotal | 1,826,655 | (40,091 | ) | 1,786,564 | 1,830,165 | (213,786 | ) | 1,616,379 | 1,784,995 | (244,715 | ) | 1,540,280 | |||||||||||||||
Dada Now | |||||||||||||||||||||||||||
Services | 733,775 | — | 733,775 | 965,773 | — | 965,773 | 1,072,165 | — | 1,072,165 | ||||||||||||||||||
Sales of goods | 15,070 | — | 15,070 | 14,661 | — | 14,661 | 9,394 | — | 9,394 | ||||||||||||||||||
Subtotal | 748,845 | — | 748,845 | 980,434 | — | 980,434 | 1,081,559 | — | 1,081,559 | ||||||||||||||||||
Total | 2,575,500 | (40,091 | ) | 2,535,409 | 2,810,599 | (213,786 | ) | 2,596,813 | 2,866,554 | (244,715 | ) | 2,621,839 |
1 Non-GAAP income/(loss) from operations represents income/(loss) from operations excluding the impact of share-based compensation expenses, amortization of intangible assets resulting from acquisitions and impairment loss of goodwill.
2 Non-GAAP net income/(loss) represents net income/(loss) excluding the impact of share-based compensation expenses, amortization of intangible assets resulting from acquisitions, tax benefit from amortization of such intangible assets, and impairment loss of goodwill.
3 Non-GAAP net income/(loss) per share is non-GAAP net income/(loss) divided by weighted average number of shares used in calculating net income/(loss) per share.
4 Fiscal year 2023 financial results had reflected the impact of corrections to certain line items of previously released unaudited quarterly condensed consolidated financial statements for the first three quarters of fiscal year 2023. Please refer to appendix II of this earnings release for details.
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