Uxin Limited (“Uxin” or the “Company”) (Nasdaq: UXIN), a leading
e-commerce platform for buying and selling used cars in China,
today announced its unaudited financial results for the first
quarter ended June 30, 2022.
Highlights for the Quarter Ended June
30, 2022
- Total revenues
were RMB626.2 million (US$93.5 million) for the three months ended
June 30, 2022, an increase of 23.8% from RMB505.7 million in the
last quarter and an increase of 125.4% from RMB277.8 million in the
same period last year.
- Transaction volume
was 5,475 units for the three months ended June 30, 2022, an
increase of 29.4% from 4,231 units in the last quarter and an
increase of 81.8% from 3,011 units in the same period last
year.
- Retail transaction
volume was 2,407 units, an increase of 30.2% from 1,848
units in the last quarter and an increase of 254.5% from 679 units
in the same period last year.
- Gross margin was
1.1% for the three months ended June 30, 2022, compared with 0.2%
in the last quarter and 4.0% in the same period last year.
- Loss from
operations was RMB96.6 million (US$14.4 million) for the
three months ended June 30, 2022, compared with RMB109.5 million in
the last quarter and RMB50.7 million in the same period last
year.
- Non-GAAP adjusted loss from
operations was RMB84.9 million (US$12.7 million) for the
three months ended June 30, 2022, compared with RMB96.1 million in
the last quarter and RMB44.6 million in the same period last
year.
Mr. Kun Dai, Founder, Chairman and Chief
Executive Officer of Uxin, commented, “We maintained our growth
momentum during this quarter as our retail transaction volume
increased by 30.2% quarter over quarter and 254.5% year over year
to 2,407 units. In Xi’an and Hefei, where our two IRCs are located,
our regional market share leadership continued to expand. At the
same time, our NPS remained at an industry leading level of 60 in
the quarter, testifying the broad acknowledgement of our high
quality used car offerings and services. To further improve our
customers’ shopping experience, we launched the National Standard
Vehicle Dashboard for our customers to understand the vehicle
conditions more intuitively and make purchasing decision more
efficiently. Additionally, as we continued to optimize business
processes, we have significantly reduced our vehicles’
reconditioning time and retail turnover days compared to a year
ago.”
Mr. Dai continued, “The Ministry of Commerce,
together with 16 other relevant departments, had been implementing
a series of business- and tax-oriented supportive policies to boost
the used car industry in China, most of which will become effective
on October 1, 2022. Well-branded, large-scale, and compliant used
car companies like Uxin will benefit greatly from these policies.
As the leader in China’s used car e-commerce business, we are
well-positioned to sustain our high-quality growth on the back of
the industry tailwind.”
Mr. John Lin, Chief Financial Officer of Uxin,
said: “Our total revenue for the first fiscal quarter reached
RMB626.2 million, growing 23.8% quarter over quarter and 125.4%
year over year. In particular, our retail revenue in the quarter
increased by 9.1% quarter over quarter and 279.7% year over year to
RMB348.4 million. Driven by inventory optimization, our gross
profit margin started to recover and is expected to continue
growing in the following quarters. Additionally, we further
strengthened our balance sheet by completing the issuance of Class
A ordinary shares to ClearVue at a price of $1.03 per ADS in
exchange for fully releasing the Company’s obligations under the
convertible promissory note with an aggregated principal amount of
USD$12.6 million."
Financial Results for the Quarter Ended
June 30, 2022 Total revenues were
RMB626.2 million (US$93.5 million) for the three months ended June
30, 2022, an increase of 23.8% from RMB505.7 million in the last
quarter and an increase of 125.4% from RMB277.8 million in the same
period last year. The increases were driven by the growth of total
transaction volume.
Retail vehicle sales revenue
was RMB348.4 million(US$52.0 million) for the three months ended
June 30, 2022, representing an increase of 9.1% from RMB319.3
million in the last quarter and an increase of 279.7% from RMB91.7
million in the same period last year. For the three months ended
June 30, 2022, retail transaction volume was 2,407 units, an
increase of 30.2% from 1,848 units last quarter and an increase of
254.5% from 679 units in the same period last year. The increases
were driven by the growth of retail transaction volume as the
Company’s Hefei IRC maintained its steady growth while its Xi’an
IRC continued to recover from COVID-induced disruptions. The
increases were partially offset by slight decreases in average
selling prices as the Company started shifting its focus towards
mid-range priced vehicles. The increased sales volume of mid-range
priced vehicles and the promotion programs the Company launched to
boost the sales of its higher priced vehicles led to a lower
average selling price in the quarter.
Wholesale vehicle sales revenue
was RMB264.0 million (US$39.4 million) for the three months ended
June 30, 2022, compared with RMB179.7 million in the last quarter
and RMB176.6 million in the same period last year. For the three
months ended June 30, 2022, wholesale transaction volume was 3,068
units, representing an increase of 28.7% from 2,383 units last
quarter and an increase of 31.6% from 2,332 units in the same
period last year. Wholesale vehicle sales refers to the vehicles
the Company purchased from individuals but did not meet the
Company’s retail standards thus were wholesaled through online and
offline channels. With the gradual recovery from the COVID-19
resurgence in last quarter, the Company purchased more vehicles
from individuals in this quarter, resulting in more wholesale
vehicle sales.
Other revenue was RMB13.8
million (US$2.1 million) for the three months ended June 30, 2022,
compared with RMB6.8 million in the last quarter and RMB9.5 million
in the same period last year.
Cost of revenues was RMB619.4
million (US$92.5 million) for the three months ended June 30, 2022,
compared with RMB504.6 million in the last quarter and RMB266.7
million in the same period last year.
Gross margin was 1.1% for the
three months ended June 30, 2022, compared with 0.2% in the last
quarter and 4.0% in the same period last year. In order to better
meet the changes in customers' preference and improve the inventory
turnover, the Company has been continuously optimizing its
inventory structure, and started to shift its focus towards
mid-range priced vehicles. The increased sales volume of mid-ranged
priced vehicles and the promotion programs the Company launched to
boost the sales of its higher priced vehicles led to a lower
average selling price in the quarter. In addition, the Company
started writing down the higher priced vehicles in its inventory
that were unsold since last quarter, leading to the decrease of
gross margin compared with the same period of last year.
Total operating expenses were
RMB119.0 million (US$17.8 million) for the three months ended June
30, 2022. Total operating expenses excluding the impact of
share-based compensation were RMB107.3 million.
- Sales and marketing
expenses were RMB64.8 million (US$9.7 million) for the
three months ended June 30, 2022, compared with RMB67.8 million in
the last quarter and an increase of 53.7% from RMB42.2 million in
the same period last year. The year-over-year increase was mainly
due to increases in performance incentives for the sales teams and
vehicle transaction costs as a result of higher transaction volume.
In addition, the Company also recorded increased brand promotion
expenses in Xi’an and Hefei where the Company’s IRCs are located.
Share-based compensation expenses associated with sales and
marketing expenses were nil during the quarter.
- General and administrative
expenses were RMB45.6 million (US$6.8 million) for the
three months ended June 30, 2022, representing an increase of 11.8%
from RMB40.7 million in the last quarter and an increase of 18.8%
from RMB38.3 million in the same period last year. The
quarter-over-quarter increase was mainly due to the increase of
professional fees. The year-over-year increase was mainly due to
the impact of share-based compensation. General and administrative
expenses excluding the impact of share-based compensation were
RMB33.9 million.
- Research and development
expenses were RMB9.0 million (US$1.3 million) for the
three months ended June 30, 2022, representing an increase of 6.2%
from RMB8.4 million in the last quarter and an increase of 7.5%
from RMB8.3 million in the same period last year. Share-based
compensation expenses associated with research and development
expenses were nil during the quarter.
Loss from operations was
RMB96.6 million (US$14.4 million) in the three months ended June
30, 2022, compared with RMB109.5 million for the last quarter and
RMB50.7 million in the same period last year.
Non-GAAP adjusted loss from
operations which excludes the impact of share-based
compensation was RMB84.9 million (US$12.7 million) in the three
months ended June 30, 2022, compared with RMB96.1 million in the
last quarter and RMB44.6 million for the same period last year.
Fair value impact related to the senior
convertible preferred shares resulted in a gain of
RMB252.2 million (US$37.7 million) for the three months ended June
30, 2022, compared with a gain of RMB476.8 million in the last
quarter. The impact was mainly due to the fair value change of the
warrants and forward contracts issued in connection with the senior
convertible preferred shares during the period. The fair value
impact was a non-cash gain.
Net income/ (loss) from
operations was net income of RMB160.0 million (US$23.9
million) for the three months ended June 30, 2022, compared with
net income of RMB360.8 million for the last quarter and net loss of
RMB69.2 million for the same period last year.
Non-GAAP adjusted net loss from
operations was RMB80.5 million (US$12.0 million) for the
three months ended June 30, 2022, compared with RMB102.6 million in
the last quarter and RMB63.1 million in the same period last
year.
Liquidity As of June 30, 2022,
the Company had RMB88.2 million (US$13.2 million) in cash and cash
equivalents. The cash and cash equivalents primarily consist of
cash on hand and deposits placed with financial institutions that
can be added to or withdrawn without limitation. The Company has
been incurring losses from operations since the inception. The
Company incurred loss from operations of RMB96.6 million (US$14.4
million) in three months ended June 30, 2022. Net current
liabilities amounted to RMB265.3 million (US$39.6 million) as of
June 30, 2022.
The Company is entitled to receive a total
amount of investment of US$100 million from NIO Capital for the
senior convertible preferred shares, payable in multiple
installments due before June 2023. The Company also issued Class A
ordinary shares to 58.com Holdings Inc. (“58.com”) and ClearVue
UXin Holdings, Ltd. (“ClearVue”) in exchange for the full release
of the Company’s obligations under the previously issued
convertible notes which was further modified in July 2021.
Concurrently, in order to settle a long-term borrowing, the Company
entered into a loan agreement (which pledges an equity interest in
an investment) for a total of RMB290 million with a third party.
Meanwhile, the Company continues to optimize the cost and expense
structure to improve the capital and operating efficiency of the
business process. Considering all the actions mentioned above,
which have alleviated the substantial doubt of its ability to
continue as a going concern, the Company believes that its current
cash and cash equivalents, and cash proceeds received (or to be
received) from the recent financing transactions will be sufficient
to meet its anticipated working capital requirements and maturing
debt obligations within the next twelve months of operations.
Additionally, the Company has consideration
payable to WeBank and long-term debt that will become due after the
next twelve months of operations upon this earning release date.
These obligations, the rental commitment post completion of Hefei
IRC and the likelihood that the Company will continue to incur net
losses and negative operating cash flows will impact its liquidity.
Concurrently, as part of the shares subscription agreement the
Company entered into with NIO Capital and Joy Capital (the
“Investors”) in June 2021, the Investors retain their rights to
exercise the warrants to purchase senior convertible preferred
shares of up to US$165 million. Management’s plan to sustain
sufficient liquidity despite the existence of these obligations and
ongoing working capital needs includes: (i) negotiating with the
Investors to exercise their warrants; and (ii) restructuring
existing obligations to reduce cash payments; and (iii) working on
several other initiatives to further improve its working capital
efficiency.
Recent Development On August
29, 2022, the Company announced that it has issued 36,699,029 Class
A ordinary shares, par value US$0.0001 per share, of the Company
(equivalent to approximately 12,233,010 American Depositary Shares
(“ADSs”)) to ClearVue UXin Holdings, Ltd. (“ClearVue”) in exchange
for the full release of the Company’s obligations under the
convertible promissory note issued to ClearVue on June 10, 2019
(such note, as amended, the “ClearVue Note”) in an aggregate
principal amount of US$12.6 million. These shares were issued at a
price equivalent to US$1.03 per ADS. The ClearVue Note was
extinguished upon such issuance of shares.
Business Outlook For the three
months ending September 30, 2022, the Company expects its retail
transaction volume to be around 3,000 units, representing an
increase of 25% quarter over quarter and an increase of 192% year
over year. The average selling price (ASP) for retailed cars is
expected to be around RMB119,000. The Company also expects its
wholesale transaction volume to be around 2,800 units with ASP
expected to be around RMB82,000. The Company estimates that its
total revenues including retail vehicle sales revenue, wholesale
vehicle sales revenue and value-add-services revenue to be in the
range of RMB590 million to RMB610 million. These forecasts reflect
our current and preliminary views on the market and operational
conditions, which are subject to changes.
Conference Call The Company’s
management will host an earnings conference call on September 30,
2022 at 8:00 AM U.S. Eastern Time (8:00 PM Beijing/Hong Kong time
on the same day).
Due to the outbreak of COVID-19, operator
assisted conference calls are not available at the moment. All
participants must preregister online prior to the call to receive
the dial-in details.
Conference Call Preregistration
Participants can register for the conference call by navigating to
https://s1.c-conf.com/DiamondPass/10025601-fr75uh.html. Once
preregistration has been completed, participants will receive
dial-in numbers, an event passcode, and a unique registrant ID.
To join the conference, please dial the number
you receive, enter the event passcode followed by your unique
registrant ID, and you will be joined to the conference
instantly.
A telephone replay of the call will be available
after the conclusion of the conference call until October 7, 2022.
The dial-in details for the replay are as follows:
U.S.: |
+1 855 883
1031 |
China: |
+86 400 1209 216 |
Replay PIN: |
10025601 |
A live webcast and archive of the conference
call will be available on the Investor Relations section of Uxin’s
website at http://ir.xin.com.
About Uxin Uxin Limited
(Nasdaq:UXIN) is a leading e-commerce platform for buying and
selling used cars in China. We offer high-quality and
value-for-money vehicles as well as superior after-sales services
through a reliable, one-stop, and hassle-free transaction
experience. Under our omni-channel strategy, we are able to
leverage our pioneering online platform to serve customers
nationwide and establish market leadership in selected regions
through offline inspection and reconditioning centers. Leveraging
our extensive industry data and continuous technology innovation
throughout more than ten years of operation, we have established
strong used car management and operation capabilities. We are
committed to upholding our customer-centric approach and driving
the healthy development of the used car industry.
Use of Non-GAAP Financial
Measures In evaluating the business, the Company considers
and uses certain non-GAAP measures, including adjusted loss from
continuing operations and adjusted net loss from continuing
operations and adjusted net loss from continuing operations per
share – basic and diluted, as supplemental measures to review and
assess its operating performance. The presentation of the non-GAAP
financial measure 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. The Company defines
adjusted loss from continuing operations as loss from continuing
operations excluding share-based compensation. The Company defines
adjusted net loss from continuing operations as net loss from
continuing operations excluding the impact of share-based
compensation and the fair value impact of the issuance of senior
convertible preferred shares, including the troubled debt
restructuring gain. The Company defines adjusted net loss from
continuing operations per share – basic and diluted as net loss
from continuing operations per share excluding the impact of
share-based compensation and the fair value impact of the issuance
of senior convertible preferred shares, including the troubled debt
restructuring gain. The Company presents the non-GAAP financial
measure because it is used by the management to evaluate its
operating performance and to formulate business plans. Adjusted net
loss from continuing operations enables management to assess the
Company’s operating results without considering the impact of
share-based compensation and fair value impact of the issuance of
senior convertible preferred shares, including the troubled debt
restructuring gain, which are non-cash charge or credits. The
Company also believes that the use of the non-GAAP measure
facilitates investors' assessment of its operating performance as
this measure excludes certain expenses that are not expected to
result in cash payments.
The non-GAAP financial measures are not defined
under U.S. GAAP and are not presented in accordance with U.S. GAAP.
Non-GAAP financial measures have limitations as analytical tools.
One of the key limitations of using adjusted net loss from
continuing operations is that it does not reflect all items of
income and expense that affect the Company’s operations.
Share-based compensation and the fair value impact of the issuance
of senior convertible preferred shares have been and may continue
to be incurred in the business and are not reflected in the
presentation of adjusted net loss from continuing operations, and
adjusted net loss from continuing operations per share – basic and
diluted. Further, non-GAAP measures may differ from the non-GAAP
information used by other companies, including peer companies, and
therefore their comparability may be limited.
The Company compensates for these limitations by
reconciling the non-GAAP financial measure to the nearest U.S. GAAP
performance measure, all of which should be considered when
evaluating the Company’s performance. The Company encourages you to
review its financial information in its entirety and not rely on a
single financial measure.
Reconciliations of Uxin’s non-GAAP financial
measures to the most comparable U.S. GAAP measure are included at
the end of this press release.
Exchange Rate Information This
announcement contains translations of certain RMB amounts into U.S.
dollars (“US$”) at specified rates solely for the convenience of
the reader, except for those transaction amounts that were actually
settled in U.S. dollars. Unless otherwise stated, all translations
from RMB to US$ were made at the rate of RMB6.6981 to US$1.00,
representing the index rate as of June 30, 2022 set forth in the
H.10 statistical release of the Board of Governors of the Federal
Reserve System. The Company makes no representation that the RMB or
US$ amounts referred could be converted into US$ or RMB, as the
case may be, at any particular rate or at all.
Safe Harbor Statement This
announcement contains forward-looking statements. These statements
are made under the “safe harbor” provisions of the United States
Private Securities Litigation Reform Act of 1995. These
forward-looking statements can be identified by terminology such as
“will,” “expects,” “anticipates,” “future,” “intends,” “plans,”
“believes,” “estimates” and similar statements. Among other things,
the business outlook and quotations from management in this
announcement, as well as Uxin’s strategic and operational plans,
contain forward-looking statements. Uxin may also make written or
oral forward-looking statements in its periodic reports to 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 Uxin’s beliefs 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: impact of the COVID-19 pandemic, Uxin’s
goal and strategies; its expansion plans; its future business
development, financial condition and results of operations; Uxin’s
expectations regarding demand for, and market acceptance of, its
services; its ability to provide differentiated and superior
customer experience, maintain and enhance customer trust in its
platform, and assess and mitigate various risks, including credit;
its expectations regarding maintaining and expanding its
relationships with business partners, including financing partners;
trends and competition in China’s used car e-commerce industry; the
laws and regulations relating to Uxin’s industry; the general
economic and business conditions; and assumptions underlying or
related to any of the foregoing. Further information regarding
these and other risks is included in Uxin’s filings with the SEC.
All information provided in this press release and in the
attachments is as of the date of this press release, and Uxin does
not undertake any obligation to update any forward-looking
statement, except as required under applicable law.
For investor and media enquiries, please
contact: Uxin Limited Investor Relations
Ms. Joyce Tang Phone: +86 10 5691-6765 Email: ir@xin.com
The Blueshirt Group Jack Wang
Phone: +86 166-0115-0429 Email: Jack@blueshirtgroup.com
Uxin
Limited |
|
Unaudited
Consolidated Statements of Comprehensive Loss |
|
(In
thousands except for number of shares and per share
data) |
|
|
|
|
|
|
|
|
|
|
|
For the three months ended June 30, |
|
|
|
2021 |
|
2022 |
|
|
|
RMB |
|
RMB |
|
US$ |
|
Revenues |
|
|
|
|
|
|
|
Retail vehicle sales |
|
91,745 |
|
|
348,393 |
|
|
52,014 |
|
|
Wholesale vehicle sales |
|
176,591 |
|
|
263,956 |
|
|
39,408 |
|
|
Others |
|
9,482 |
|
|
13,821 |
|
|
2,063 |
|
|
Total revenues |
|
277,818 |
|
|
626,170 |
|
|
93,485 |
|
|
|
|
|
|
|
|
|
|
Cost of
revenues |
|
(266,689 |
) |
|
(619,411 |
) |
|
(92,476 |
) |
|
Gross profit |
|
11,129 |
|
|
6,759 |
|
|
1,009 |
|
|
|
|
|
|
|
|
|
|
Operating expenses |
|
|
|
|
|
|
|
Sales and
marketing |
|
(42,159 |
) |
|
(64,798 |
) |
|
(9,674 |
) |
|
General and
administrative |
|
(38,347 |
) |
|
(45,575 |
) |
|
(6,804 |
) |
|
Research and
development |
|
(8,338 |
) |
|
(8,960 |
) |
|
(1,338 |
) |
|
Reversal of
credit losses, net |
|
5,476 |
|
|
377 |
|
|
56 |
|
|
Total operating expenses |
|
(83,368 |
) |
|
(118,956 |
) |
|
(17,760 |
) |
|
|
|
|
|
|
|
|
|
Other
operating income, net |
|
21,542 |
|
|
15,580 |
|
|
2,326 |
|
|
|
|
|
|
|
|
|
|
Loss
from operations |
|
(50,697 |
) |
|
(96,617 |
) |
|
(14,425 |
) |
|
|
|
|
|
|
|
|
|
Interest
income |
|
3,045 |
|
|
270 |
|
|
40 |
|
|
Interest
expenses |
|
(18,389 |
) |
|
(5,448 |
) |
|
(813 |
) |
|
Other
income |
|
1,114 |
|
|
14,249 |
|
|
2,127 |
|
|
Other
expenses |
|
(818 |
) |
|
(1,727 |
) |
|
(258 |
) |
|
Foreign
exchange losses |
|
(3,723 |
) |
|
(2,748 |
) |
|
(410 |
) |
|
Fair value
impact of the issuance of senior convertible preferred shares
(i) |
|
— |
|
|
252,190 |
|
|
37,651 |
|
|
(Loss)/income before income tax expense |
|
(69,468 |
) |
|
160,169 |
|
|
23,912 |
|
|
Income tax
expense |
|
— |
|
|
(151 |
) |
|
(23 |
) |
|
Equity in
income/ (losses) of affiliates |
|
276 |
|
|
(38 |
) |
|
(6 |
) |
|
Net
(loss)/income, net of tax |
|
(69,192 |
) |
|
159,980 |
|
|
23,883 |
|
|
Less: net
loss attributable to non-controlling interests shareholders |
|
— |
|
|
(3 |
) |
|
— |
|
|
Net
(loss)/income attributable to UXIN LIMITED's ordinary
shareholders |
|
(69,192 |
) |
|
159,983 |
|
|
23,883 |
|
|
|
|
|
|
|
|
|
|
Net
(loss)/income |
|
(69,192 |
) |
|
159,980 |
|
|
23,883 |
|
|
Foreign
currency translation, net of tax nil |
|
24,870 |
|
|
(58,660 |
) |
|
(8,758 |
) |
|
|
|
|
|
|
|
|
|
Total comprehensive (loss)/income |
|
(44,322 |
) |
|
101,320 |
|
|
15,125 |
|
|
Less: total
comprehensive loss attributable to non-controlling interests
shareholders |
|
— |
|
|
(3 |
) |
|
— |
|
|
Total comprehensive (loss)/income attributable to UXIN
LIMITED's ordinary shareholders |
|
(44,322 |
) |
|
101,323 |
|
|
15,125 |
|
|
|
|
|
|
|
|
|
|
Net
(loss)/income attributable to UXIN LIMITED's ordinary
shareholders |
|
(69,192 |
) |
|
159,983 |
|
|
23,883 |
|
|
Weighted
average shares outstanding – basic |
|
1,116,946,693 |
|
|
1,189,841,431 |
|
|
1,189,841,431 |
|
|
Weighted
average shares outstanding – diluted |
|
1,116,946,693 |
|
|
1,193,043,619 |
|
|
1,193,043,619 |
|
|
|
|
|
|
|
|
|
|
Net
(Loss)/income per share for ordinary shareholders, basic |
|
(0.06 |
) |
|
0.09 |
|
|
0.01 |
|
|
Net
(Loss)/income per share for ordinary shareholders, diluted |
|
(0.06 |
) |
|
0.09 |
|
|
0.01 |
|
|
|
|
|
|
|
|
|
|
(i) In June 2021,
we entered into a share subscription agreement with NIO Capital and
Joy Capital, respectively, for an aggregate investment amount of up
to US$315 million for the subscription of senior convertible
preferred shares. The first closing in the amount of US$100 million
was completed for the issuance of 291,290,416 senior convertible
preferred shares on July 12, 2021. On the same day, we also issued
warrants to each of NIO Capital and Joy Capital to purchase up to
240,314,593 senior convertible preferred shares for an aggregate
amount of US$165 million which was included in the aforementioned
US$315 million. The second closing in the amount of US$50 million
is expected to be received subject to customary closing conditions,
out of which US$27.5 million,US$10 million and US$7.5 million were
received in November 2021, in March and June 2022, respectively.
For the remaining US$5 million, on July 27, 2022, NIO Capital
assigned its rights and obligations to an independent third party,
from whom we received this remaining US$5 million. According to
U.S. GAAP, all proceeds received in the first closing was allocated
to warrants. Warrants and the second closing contract are recorded
as warrant liabilities and forward contract liabilities or assets
at fair value respectively with subsequent fair value change to be
charged into the profit and loss. Total fair value impact during
the reported quarter was RMB252.2 million (US$37.7 million). |
|
Uxin
Limited |
Unaudited
Consolidated Balance Sheets |
(In thousands except
for number of shares and per share data) |
|
|
|
|
|
|
|
|
|
As of March 31, |
|
As of June 30, |
|
|
2022 |
|
2022 |
|
RMB |
|
RMB |
|
US$ |
ASSETS |
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
Cash and cash equivalents |
|
128,021 |
|
|
88,189 |
|
|
13,166 |
|
Restricted
cash |
|
8,276 |
|
|
4,691 |
|
|
700 |
|
Accounts
receivable, net |
|
832 |
|
|
1,386 |
|
|
210 |
|
Loans
recognized as a result of payments under guarantees, net of
provision for credit losses of RMB324,371 and RMB323,190 as of
March 31, 2022 and June 30, 2022, respectively |
|
54,888 |
|
|
50,599 |
|
|
7,554 |
|
Other
receivables, net of provision for credit losses of RMB30,251 and
RMB29,581 as of March 31, 2022 and June 30, 2022, respectively |
|
166,006 |
|
|
164,808 |
|
|
24,605 |
|
Inventory,
net |
|
426,257 |
|
|
378,889 |
|
|
56,567 |
|
Forward
contract assets (i) |
|
36 |
|
|
19,640 |
|
|
2,932 |
|
Prepaid
expenses and other current assets |
|
90,012 |
|
|
63,010 |
|
|
9,407 |
|
Total current assets |
|
874,328 |
|
|
771,212 |
|
|
115,141 |
|
|
|
|
|
|
|
|
Non-current assets |
|
|
|
|
|
|
Property,
equipment and software, net |
|
34,531 |
|
|
36,097 |
|
|
5,389 |
|
Long term
investments |
|
288,756 |
|
|
288,718 |
|
|
43,104 |
|
Other
non-current assets (ii) |
|
24,000 |
|
|
21,000 |
|
|
3,135 |
|
Right-of-use
assets, net |
|
29,584 |
|
|
24,590 |
|
|
3,671 |
|
Total non-current assets |
|
376,871 |
|
|
370,405 |
|
|
55,299 |
|
|
|
|
|
|
|
|
Total assets |
|
1,251,199 |
|
|
1,141,617 |
|
|
170,440 |
|
|
|
|
|
|
|
|
LIABILITIES, MEZZANINE EQUITY AND SHAREHOLDERS’
DEFICIT |
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
Accounts
payable |
|
92,534 |
|
|
83,821 |
|
|
12,514 |
|
Guarantee
liabilities |
|
179 |
|
|
111 |
|
|
17 |
|
Warrant
liabilities (i) |
|
196,390 |
|
|
416 |
|
|
62 |
|
Other
payables and other current liabilities (iii) |
|
674,333 |
|
|
611,097 |
|
|
91,235 |
|
Current
portion of long-term borrowings |
|
233,000 |
|
|
233,000 |
|
|
34,786 |
|
Current
portion of long-term debt (iv) |
|
102,206 |
|
|
108,054 |
|
|
16,132 |
|
Total current liabilities |
|
1,298,642 |
|
|
1,036,499 |
|
|
154,746 |
|
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
Consideration payable to WeBank (v) |
|
107,642 |
|
|
79,041 |
|
|
11,801 |
|
Operating
lease liabilities |
|
10,866 |
|
|
11,003 |
|
|
1,643 |
|
Long-term
debt (iv) |
|
817,648 |
|
|
864,428 |
|
|
129,056 |
|
Total non-current liabilities |
|
936,156 |
|
|
954,472 |
|
|
142,500 |
|
|
|
|
|
|
|
|
Total liabilities |
|
2,234,798 |
|
|
1,990,971 |
|
|
297,246 |
|
|
|
|
|
|
|
|
Mezzanine equity |
|
|
|
|
|
|
Senior
convertible preferred shares (US$0.0001 par value, 1,000,000,000
shares authorized as of March 31, 2022 and June 30, 2022,
respectively; 400,524,323 and 422,371,104 shares issued and
outstanding as of March 31, 2022 and June 30, 2022, respectively)
(i) |
|
526,484 |
|
|
547,719 |
|
|
81,772 |
|
Total Mezzanine equity |
|
526,484 |
|
|
547,719 |
|
|
81,772 |
|
|
|
|
|
|
|
|
Shareholders’ deficit |
|
|
|
|
|
|
Ordinary
shares |
|
782 |
|
|
782 |
|
|
117 |
|
Additional
paid-in capital |
|
14,254,109 |
|
|
14,265,799 |
|
|
2,129,828 |
|
Accumulated
other comprehensive income |
|
288,461 |
|
|
229,801 |
|
|
34,308 |
|
Accumulated
deficit |
|
(16,053,272 |
) |
|
(15,893,289 |
) |
|
(2,372,806 |
) |
Total Uxin’s shareholders’ deficit |
|
(1,509,920 |
) |
|
(1,396,907 |
) |
|
(208,553 |
) |
Non-controlling interests |
|
(163 |
) |
|
(166 |
) |
|
(25 |
) |
Total shareholders’ deficit |
|
(1,510,083 |
) |
|
(1,397,073 |
) |
|
(208,578 |
) |
|
|
|
|
|
|
|
Total liabilities, mezzanine equity and shareholders’
deficit |
|
1,251,199 |
|
|
1,141,617 |
|
|
170,440 |
|
|
|
|
|
|
|
|
(i) In June 2021,
we entered into a share subscription agreement, respectively, with
NIO Capital and Joy Capital for an aggregate investment amount of
up to US$315 million for the subscription of senior convertible
preferred shares. The first closing in the amount of US$ 100
million was completed for the issuance of 291,290,416 senior
convertible preferred shares on July 12, 2021. On the same day, we
also issued warrants to each of NIO Capital and Joy Capital to
purchase up to 240,314,593 senior convertible preferred shares for
an aggregate amount of US$165 million which was included in the
aforementioned US$315 million. According to U.S. GAAP, all proceeds
received in the first closing was allocated to warrants. Warrants
and the second closing contract are recorded as warrant liabilities
and forward liabilities, respectively, with subsequent fair value
change to be charged into the profit and loss. The second closing
in the amount of US$50 million is expected to be received subject
to customary closing conditions, out of which US$27.5 million ,
US$10 million and US$7.5 million were received in November 2021,
March and June 2022, respectively, For the remaining US$5 million,
on July 27, 2022, NIO Capital assigned its rights and obligations
to an independent third party, from whom we received this remaining
US$5 million. The corresponding fair value was transferred from
forward contract liabilities to mezzanine equity on the same day.
(ii) Other non-current assets represented our prepayment for
financial solution advisory services. We entered into a long-term
strategic cooperation agreement with Golden Pacer separately in
April 2020, and an aggregate amount of RMB60.0 million as
prepayment was made in exchange for a 5-year financial solution
advisory services from Golden Pacer. (iii) Pursuant to a
contractual payment schedule contained in a supplemental agreement
signed with one of our suppliers, in order to settle all payables
due to this supplier, a total of RMB56.1 million will be waived
after full payment is made by us as long as we make payments on
schedule. As of June 30, 2022, a total of RMB105.2 million was
recorded and the last payment will be made by December 2022.
Currently, we made the payments on schedule. (iv) In June 2021, we
entered into a supplemental agreement with affiliates of 58.com,
Warburg Pincus, TPG and certain other investors who held a total of
US$230.0 million convertible notes ("2024 Notes"). Pursuant to the
supplemental agreement, 30% of the outstanding 2024 Notes principal
amount will be converted into a total of 66,990,291 Class A
ordinary shares at a price of US$1.03 per Class A ordinary share
upon the first closing. On July 12, 2021, aforementioned conversion
was completed and related Class A ordinary shares were issued.
Remaining principal amount will be repaid by instalments by us from
July 2021 to June 2024 and recorded as current portion of long-term
debt and long-term debt. Besides, interest term was modified and
2024 Notes bear no interest from the original issuance date. (v) On
July 23, 2020, we entered into a supplemental agreement with WeBank
to settle our remaining guarantee liabilities associated with the
historically-facilitated loans for WeBank. Pursuant to the
supplemental agreement, we will pay an aggregate amount of RMB372
million to WeBank from 2020 to 2025 as guarantee settlement with a
maximum annual settlement amount of no more than RMB84 million.
Upon the signing of the supplemental agreement, we are also no
longer subject to guarantee obligations in relation to our
historically-facilitated loans for WeBank under the condition that
we make the instalment payments based on the agreed-upon schedule
set forth in the supplemental agreement. On June 21, 2021, we
entered into another supplemental agreement with WeBank and under
this supplemental agreement a total of RMB48 million instalment
payments will be waived (represents present value of RMB42.2
million) immediately upon the effectiveness of this supplemental
agreement. The effectiveness of this supplemental agreement is
conditioned on the closing of the first tranche of financing with
NIO Capital and Joy Capital. The first tranche of financing closed
on July 12, 2021 and therefore this supplemental agreement became
effective on July 12, 2021, and related waived payment was recorded
in other operating income. As of June 30, 2022, total outstanding
payables was RMB132.8 million, out of which RMB53.8 million was
recorded in “consideration payable to WeBank” and the remaining was
recorded in “other payables and other current liabilities”. |
* Share-based compensation charges are as follows: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended June 30, |
|
|
2021 |
|
2022 |
|
|
RMB |
|
RMB |
|
US$ |
Cost of
revenues |
|
— |
|
— |
|
— |
Sales and
marketing |
|
— |
|
— |
|
— |
General and
administrative |
|
6,142 |
|
11,690 |
|
1,745 |
Research and
development |
|
— |
|
— |
|
— |
Uxin
Limited |
|
Unaudited
Reconciliations of GAAP And Non-GAAP Results |
|
(In thousands except
for number of shares and per share data) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended June 30, |
|
|
|
2021 |
|
2022 |
|
|
|
RMB |
|
RMB |
|
US$ |
|
Loss from operations |
|
(50,697 |
) |
|
(96,617 |
) |
|
(14,425 |
) |
|
Add:
Share-based compensation expenses |
|
6,142 |
|
|
11,690 |
|
|
1,745 |
|
|
- Cost of revenues |
|
— |
|
|
— |
|
|
— |
|
|
- Sales and marketing |
|
— |
|
|
— |
|
|
— |
|
|
- General and administrative |
|
6,142 |
|
|
11,690 |
|
|
1,745 |
|
|
- Research and development |
|
— |
|
|
— |
|
|
— |
|
|
|
|
|
|
|
|
|
|
Non-GAAP adjusted loss from operations |
|
(44,555 |
) |
|
(84,927 |
) |
|
(12,680 |
) |
|
|
|
|
|
|
|
|
|
|
|
For the three months ended June 30, |
|
|
|
2021 |
|
2022 |
|
|
|
RMB |
|
RMB |
|
US$ |
|
Net
(loss)/ income from operations |
|
(69,192 |
) |
|
159,980 |
|
|
23,883 |
|
|
|
|
|
|
|
|
|
|
Add:
Share-based compensation expenses |
|
6,142 |
|
|
11,690 |
|
|
1,745 |
|
|
- Cost of revenues |
|
— |
|
|
— |
|
|
— |
|
|
- Sales and marketing |
|
— |
|
|
— |
|
|
— |
|
|
- General and administrative |
|
6,142 |
|
|
11,690 |
|
|
1,745 |
|
|
- Research and development |
|
— |
|
|
— |
|
|
— |
|
|
Fair
value impact of the issuance of senior convertible preferred
shares |
|
— |
|
|
(252,190 |
) |
|
(37,651 |
) |
|
|
|
|
|
|
|
|
|
Non-GAAP adjusted net loss from operations |
|
(63,050 |
) |
|
(80,520 |
) |
|
(12,023 |
) |
|
|
|
|
|
|
|
|
|
Net
(loss)/income from operations per share – basic |
|
(0.06 |
) |
|
0.09 |
|
|
0.01 |
|
|
Net
(loss)/income from operations per share – diluted |
|
(0.06 |
) |
|
0.09 |
|
|
0.01 |
|
|
Non-GAAP
adjusted net loss from operations per share – basic |
|
(0.06 |
) |
|
(0.07 |
) |
|
(0.01 |
) |
|
Non-GAAP
adjusted net loss from operations per share – diluted |
|
(0.06 |
) |
|
(0.07 |
) |
|
(0.01 |
) |
|
Weighted
average shares outstanding – basic |
|
1,116,946,693 |
|
|
1,189,841,431 |
|
|
1,189,841,431 |
|
|
Weighted
average shares outstanding – diluted |
|
1,116,946,693 |
|
|
1,193,043,619 |
|
|
1,193,043,619 |
|
|
|
|
|
|
|
|
|
|
Note: The
conversion of Renminbi (RMB) into U.S. dollars (USD) is based on
the certified exchange rate of USD1.00 = RMB6.6981 as of June 30,
2022 set forth in the H.10 statistical release of the Board of
Governors of the Federal Reserve System. |
|
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