Entry into Definitive Agreement to Further Invest in Dada
On March 22, 2021, JD.com, Inc. (the Company), through its subsidiary, entered into a share purchase agreement with Dada Nexus Limited
(Dada), Chinas leading local on-demand delivery and retail platform, under which the Company has agreed to invest a total of US$800 million in newly issued ordinary shares of Dada, at a
per share purchase price equal to the closing trading price of Dadas ordinary shares on the Nasdaq Global Select Market, on March 19, 2021, the last trading day prior to the date of the share purchase agreement. Following the transaction,
the Company will hold, taking into account its existing holding, approximately 51% of Dadas issued and outstanding shares. The closing of the transaction is subject to satisfaction of customary closing conditions and procedures, including
applicable governmental filings. See Safe Harbor Statement below for the risks and uncertainties for this transaction, including risks and uncertainties on the timing of the consummation of the transaction and the risk that a condition
to closing of the transaction may not be satisfied or may be delayed. Upon the closing of the transaction, the Company expects to consolidate the financial results of Dada into its consolidated financial statements. The Companys increased
investment in Dada will facilitate both sides to promote the expansion of on-demand retail and delivery, as well as omnichannel collaboration. This is expected to help the Company to further diversify its
retail services, enable its business partners to improve their operating efficiency, and deliver better services for its consumers. The Company has agreed not to sell, transfer or dispose of any shares acquired in the transaction for six months
after the closing.
About JD.com
JD.com is a leading
technology driven e-commerce company transforming to become the leading supply chain-based technology and service provider. The companys cutting-edge retail infrastructure seeks to enable consumers to
buy whatever they want, whenever and wherever they want it. The company has opened its technology and infrastructure to partners, brands and other sectors, as part of its Retail as a Service offering to help drive productivity and innovation across
a range of industries.
Safe Harbor Statement
This
announcement contains forward-looking statements. These statements are made under 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, future, intends, plans, believes, estimates, confident and similar statements. JD.com 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 JD.coms 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 following: the risk and uncertainties as to the timing of the consummation of the transaction; the risk that a condition to closing of
the transaction may not be satisfied or may be delayed; potential adverse reactions or changes to business relationships resulting from the announcement or completion of the transactions; adverse changes in general economic or market conditions; and
actions by third parties, including government agencies. Further information regarding these and other risks is included in JD.coms filings with the SEC and the prospectus registered in Hong Kong. All information provided herein is as of the
date of this announcement, and JD.com undertakes no obligation to update any forward-looking statement, except as required under applicable law.