SHENZHEN, China, May 14, 2019 /PRNewswire/ -- 500.com Limited
(NYSE: WBAI) ("500.com" or the "Company"), a leading online sports
lottery service provider in China,
today reported its unaudited financial results for the
first quarter ended March 31,
2019.
Physical Sales Channels of Sports Lottery Tickets
In March 2018, the Company
entered into a framework agreement with the China Sports Lottery
Administration Center ("CSLA"), pursuant to which we will cooperate
with CLSA to develop physical channels to sell sports lottery
tickets.
As of the reporting date, the Company had entered into framework
agreements with Tianjin,
Hunan and several other provincial
(including regional and municipal) sports lottery centers and
started trial operations in Tianjin, Hunan, Hubei,
Guangxi and several other
provinces and cities in China. The
Company is committed to assisting sports lottery sales
organizations throughout the country to improve the distribution of
physical sales channel outlets in order to facilitate sports
lottery ticket purchases and optimize the experience of lottery
purchasers.
Suspension of Online Sports Lottery Sales in China
All provincial sports lottery administration centers to which
the Company provided sports lottery sales services have suspended
accepting online purchase orders for lottery products in response
to the Notice related to Self-Inspection and Self-Remedy of
Unauthorized Online Lottery Sales (the "Self-Inspection Notice"),
which was jointly promulgated by the Ministry of Finance, the
Ministry of Civil Affairs and the General Administration of Sports
of the People's Republic of China
on January 15, 2015. In response to
the Self-Inspection Notice, on April 4,
2015, the Company decided to voluntarily suspend all online
lottery sales services. As a result of the provincial sport lottery
administration centers' decision to suspend accepting online
lottery orders and the Company's voluntary suspension of all online
sports lottery sales services in China, the Company has not generated any
revenue from these services since April
2015.
First Quarter 2019 Highlights
for Continuing Operations
- Net revenues were RMB14.3 million
(US$2.1 million), compared with
RMB27.2 million for the fourth
quarter of 2018, and RMB38.4 million
for the first quarter of 2018.
- Operating loss was RMB97.3
million (US$14.5 million),
compared with operating loss of RMB95.3
million for the fourth quarter of 2018, and operating loss
of RMB76.9 million for the first
quarter of 2018.
- Non-GAAP[1] operating loss was RMB68.6 million (US$10.2
million), compared with non-GAAP operating loss of
RMB70.1 million for the fourth
quarter of 2018, and non-GAAP operating loss of RMB55.5 million for the first quarter of
2018.
- Net loss attributable to 500.com was RMB93.2 million (US$13.9
million), compared with net loss attributable to 500.com of
RMB247.7 million for the fourth
quarter of 2018, and net loss attributable to 500.com of
RMB70.0 million for the first quarter
of 2018.
- Non-GAAP net loss attributable to 500.com was RMB64.5 million (US$9.6
million), compared with non-GAAP net loss attributable to
500.com of RMB222.5 million for the
fourth quarter of 2018, and non-GAAP net loss attributable to
500.com of RMB48.7 million for the
first quarter of 2018.
- Basic and diluted losses per ADS were RMB2.19 (US$0.33).
- Non-GAAP basic and diluted losses per ADS were RMB1.50 (US$0.20).
[1]
Non-GAAP financial measures exclude the impact of share-based
compensation expenses. Reconciliations of non-GAAP financial
measures to U.S. GAAP financial measures are set forth in the table
at the end of this release.
|
Mr. Zhengming Pan, the CEO of
500.com, stated, "Since we voluntarily suspended our online lottery
sales operations in April 2015, we
have continued to engage in new and promising initiatives to
increase our revenue base. For example, we acquired TMG in
July 2017, and this acquisition has
significantly increased our revenue. In addition, in March 2018, we entered into a framework agreement
with CSLA, pursuant to which we will cooperate with CLSA to develop
physical channels to sell sports lottery tickets. In that regard,
we have entered into framework agreements with Tianjin, Hunan and several other provinces and cities
in China to assist them in
developing physical sales channels of sports lottery tickets. We
also have started trial operations in Tianjin, Hunan, Hubei,
Guangxi and several other
provinces and cities in China. We
will continue to look for additional opportunities to enhance value
for our shareholders."
First Quarter 2019 Financial
Results for Continuing Operations
Net Revenues
Net revenues were RMB14.3 million
(US$2.1 million) for the first
quarter of 2019, representing a decrease of RMB12.9 million or 47.4% from RMB27.2 million for the fourth quarter
of 2018. Net revenues during the first quarter of 2019 consisted
primarily of RMB10.9 million
(EUR1.4 million) in revenue
contribution from the Company's online lottery betting and
online casino in Europe through
The Multi Group ("TMG"), which accounted for 76.2% of total net
revenues. The decrease was mainly attributable to website migration
in connection with the conversion of the Swedish license in TMG,
which required users to re-register, and the ceased operation of
sports information services in China in March
2019.
Operating Expenses
Operating expenses were RMB111.2
million (US$16.6 million) for
the first quarter of 2019, representing a decrease of RMB4.5 million or 3.9% from RMB115.7 million for the first quarter of
2018, and a decrease of RMB12.4
million or 10.0% from RMB123.6 million for the fourth quarter of
2018. The year-over-year decrease was mainly due to a decrease
of RMB11.0 million in marketing and
promotional expenses relating to the change of marketing strategy
in TMG and the discontinued operations of our mobile application
Quiz, a decrease of RMB4.6 million in
lottery insurance costs for TMG associated with its decrease in
online lottery operations, a decrease of RMB3.2 million in consulting expenses, and a
decrease of RMB1.9 million in
expenses for employees, which were partially offset by an increase
of RMB8.6 million in depreciation and
amortization associated with leasehold improvements, and an
increase of RMB7.3 million in
share-based compensation expenses associated with share options
granted to the Company's employees. The sequential decrease
was mainly due to a decrease of RMB10.5
million in expenses for employees, a decrease of
RMB5.2 million in marketing and
promotional expenses mainly relating to the change of marketing
strategy in TMG, a decrease of RMB1.9
million in consulting expenses, a decrease of RMB1.8 million in lottery insurance costs for TMG
associated with its decrease in online lottery operations, a
decrease of RMB1.5 million in
platform service costs for TMG associated with its decrease in
online casino operations and a decrease of RMB1.3 million in travelling expenses, which were
partially offset by an increase of RMB7.3
million in depreciation and amortization associated
with leasehold improvements and an increase of RMB3.5 million in share-based compensation
expenses associated with share options granted to the Company's
employees.
Cost of services was RMB17.0 million (US$2.5 million) for the first quarter of
2019, representing a decrease of RMB4.5
million or 20.9% from RMB21.5 million for the first quarter
of 2018, and a decrease of RMB3.6
million or 17.5% from RMB20.6 million for the fourth quarter
of 2018. The year-over-year decrease was mainly attributable
to a decrease of RMB4.6 million
in lottery insurance costs for TMG associated with its decrease in
online lottery operations. The sequential decrease was mainly
attributable to a decrease of RMB1.8
million in lottery insurance costs for TMG associated with
its decrease in online lottery operations and a decrease of
RMB1.5 million in platform service
costs for TMG associated with its decrease in online casino
operations.
Sales and marketing expenses were RMB14.8 million (US$2.2 million) for the first quarter of
2019, representing a decrease of RMB6.7
million or 31.2% from RMB21.5 million for the first quarter
of 2018, and a decrease of RMB8.0
million or 35.1% from RMB22.8
million for the fourth quarter of 2018. The year-over-year
decrease was mainly attributable to a decrease of RMB11.0 million in marketing and promotional
expenses relating to the change of marketing strategy in TMG and
the discontinued operations of our mobile application Quiz, which
was partially offset by an increase of RMB2.1 million in expenses for employees in
connection with the operation of physical sales channels of sports
lottery tickets started in the second quarter of 2018, an increase
of RMB0.7 million in depreciation
associated with leasehold improvements for the Company's provincial
offices for physical sales channels of sports lottery tickets, an
increase of RMB0.5 million in
share-based compensation expenses associated with share options
granted to the Company's employees, and an increase of RMB0.4 million in rental expenses associated with
the Company's provincial offices for physical sales channels of
sports lottery tickets. The sequential decrease was mainly
attributable to a decrease of RMB5.2
million in marketing and promotional expenses mainly
relating to the change of marketing strategy in TMG and a decrease
of RMB2.8 million in expenses for
employees.
General and administrative expenses were RMB65.7 million (US$9.8 million) for the first quarter of
2019, representing an increase of RMB7.8
million or 13.5% from RMB57.9
million for the first quarter of 2018, and a slight
increase of RMB1.7 million or 2.7%
from RMB64.0 million for the
fourth quarter of 2018. The year-over-year increase was mainly
due to an increase of RMB7.9 million
in depreciation and amortization associated with leasehold
improvements, and an increase of RMB5.9
million in share-based compensation expenses associated with
share options granted to the Company's employees, which were
partially offset by a decrease of RMB3.1
million in expenses for employees and a decrease of
RMB2.5 million in consulting
expenses. The sequential increase was mainly due to an
increase of RMB7.3 million
in depreciation and amortization associated with leasehold
improvements, and an increase of RMB3.1
million in share-based compensation expenses associated
with share options granted to the Company's employees, which were
partially offset by a decrease of RMB5.0
million in expenses for employees, a decrease of
RMB1.9 million in consulting expenses
and a decrease of RMB1.3 million in
travelling expenses.
Service development expenses were RMB13.8 million (US$2.1 million) for the first quarter of
2019, representing a decrease of RMB0.9
million or 6.1% from RMB14.7
million for the first quarter of 2018, and a decrease of
RMB2.3 million or 14.3% from
RMB16.1 million for the
fourth quarter of 2018. The year-over-year decrease was mainly
due to a decrease of RMB0.9
million in expenses for employees, and a decrease of
RMB0.7 million in consulting
expenses, which were partially offset by an increase of
RMB0.9 million in share-based
compensation expenses associated with share options granted to the
Company's employees. The sequential decrease was mainly due to a
decrease of RMB2.7 million in
expenses for employees.
Operating Loss
Operating loss was RMB97.3 million
(US$14.5 million) for the first
quarter of 2019, compared with operating loss of RMB76.9 million for the first quarter
of 2018, and operating loss of RMB95.3
million for the fourth quarter of 2018.
Non-GAAP operating loss was RMB68.6
million (US$10.2 million) for
the first quarter of 2019, compared with non-GAAP operating
loss of RMB55.5 million for
the first quarter of 2018, and non-GAAP operating loss of
RMB70.1 million for the
fourth quarter of 2018.
Net Loss Attributable to
500.com
Net loss attributable to 500.com was RMB93.2 million (US$13.9 million) for the first quarter of 2019,
compared with net loss attributable to 500.com of RMB70.0 million for the first quarter
of 2018, and net loss attributable to 500.com of RMB247.7 million for the fourth quarter
of 2018. The sequential decrease was mainly due to an impairment
provision of RMB149.9 million
provided for long-term investment during the fourth quarter of
2018, while there was no impairment provision for the first quarter
of 2019.
Non-GAAP net loss attributable to 500.com was RMB64.5 million (US$9.6
million) for the first quarter of 2019, compared with
non-GAAP net loss attributable to 500.com of RMB48.7 million for the first quarter
of 2018, and non-GAAP net loss attributable to 500.com of
RMB222.5 million for the
fourth quarter of 2018.
First Quarter 2019 Financial
Results for Discontinued Operations
Net income from discontinued operations, net of
taxes
The Company disposed of Qufan Internet Technology Inc., and
Shenzhen Qufan Network Technology Co., Ltd, ("Qufan") on
February 9, 2018 for a total
consideration of RMB122.0 million and
recognized a disposal gain of RMB10.2
million, including foreign exchange loss, thus there were no
net income from discontinued operations for the three months ended
March 31, 2019 and December 31, 2018. Net income from discontinued
operations, net of taxes, was RMB2.2
million for the three months ended March 31, 2018.
Cash and Cash Equivalents, Restricted Cash, Time
Deposits and Short-term Investments
As of March 31, 2019, the Company
had cash and cash equivalents of RMB386.6 million (US$57.6 million), restricted
cash[2] of RMB4.2 million (US$0.6 million) and short-term investments of
RMB100.0 million (US$14.9 million), compared with cash and cash
equivalents of RMB435.1 million,
restricted cash of RMB1.3
million and short-term investments of RMB100.0 million as of December 31, 2018.
[2]
Restricted cash represents: (i) government grants received but
pending final clearance; (ii). Deposits in Sata bank in Malta yet
to be withdrawn.
|
Prepayments and Other Current Assets
As of March 31, 2019, the balance
of prepayment and other current assets was RMB66.7 million (US$9.9 million), compared with RMB65.2 million as of December 31, 2018. The balance as of March 31, 2019 mainly included: (i) the
current portion of deferred expenses of RMB12.2 million (US$1.8 million); (ii) receivables from
third party payment providers of RMB7.2
million (US$1.1 million);
(iii) deposit receivables of RMB5.8
million (US$0.9 million);
(iv) receivables of consideration from disposal of subsidiaries of
RMB4.3 million (US$0.6 million); (v) deductible value added
input tax of RMB13.6
million (US$2.0 million);
and (vi) other receivables of RMB23.6 million (US$3.5 million).
Business Outlook
The Company does not expect to issue any earnings forecast until
it receives clear instructions as to the resumption date of online
sports lottery sales from the Ministry of Finance.
Currency Convenience Translation
This announcement contains translations of certain Renminbi
amounts into U.S. dollars at specified rates solely for the
convenience of readers. Unless otherwise noted, all translations
from Renminbi to U.S. dollars were made at the exchange rate of
RMB6.7112 to US$1.00, as set forth in the H.10 statistical
release of the Federal Reserve Board on March 29, 2019, and
all translations from Renminbi to EUR were made at the exchange
rate of RMB7.6223 to
EUR1.00, which is the average of the
month-end exchange rates as set forth in the statistical release of
State Administration of Foreign Exchange at the end of each
month in 2019.
About 500.com Limited
500.com Limited (NYSE: WBAI) is a leading online sports lottery
service provider in China. The
Company offers a comprehensive and integrated suite of online
lottery services, information, user tools and virtual community
venues to its users. 500.com was among the first companies to
provide online lottery services in China, and is one of two entities that have
been approved by the Ministry of Finance to provide online lottery
sales services on behalf of the China Sports Lottery Administration
Center, which is the government authority that is in charge of the
issuance and sale of sports lottery products in China.
Safe Harbor Statements
This news release contains forward-looking statements within the
meaning of Section 21E of the Securities Exchange Act of 1934, as
amended, and as defined in 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," "target,"
"going forward," "outlook" and similar statements. Such statements
are based upon management's current expectations and current market
and operating conditions, and relate to events that involve known
or unknown risks, uncertainties and other factors, all of which are
difficult to predict and many of which are beyond the Company's
control, which may cause the Company's actual results, performance
or achievements to differ materially from those in the
forward-looking statements. Further information regarding these and
other risks, uncertainties or factors is included in the Company's
filings with the U.S. Securities and Exchange Commission. The
Company does not undertake any obligation to update any
forward-looking statement as a result of new information, future
events or otherwise, except as required under law.
About Non-GAAP Financial Measures
To supplement the Company's financial results presented in
accordance with U.S. GAAP, the Company uses non-GAAP financial
measures, which are adjusted from results based on U.S. GAAP to
exclude share-based compensation expenses in the Company's
consolidated affiliated entities. Reconciliations of non-GAAP
financial measures to U.S. GAAP financial measures are set forth in
table at the end of this release, which provide more details on the
non-GAAP financial measures.
Non-GAAP financial information is provided as additional
information to help investors compare business trends among
different reporting periods on a consistent basis and to enhance
investors' overall understanding of the historical and current
financial performance of the Company's continuing operations and
prospects for the future. Non-GAAP financial information should not
be considered a substitute for or superior to U.S. GAAP results. In
addition, calculations of this non-GAAP financial information may
be different from calculations used by other companies, and
therefore comparability may be limited.
For more information, please contact:
500.com Limited
ir@500wan.com
Christensen
In China
Mr. Christian Arnell
Phone: +86-10-5900-1548
E-mail: carnell@christensenir.com
In US
Ms. Linda Bergkamp
Phone: +1-480-614-3004
Email: lbergkamp@ChristensenIR.com
500.com
Limited
Condensed Consolidated Balance Sheets
(Amounts in thousands of Renminbi ("RMB") and U.S. dollars ("US$"),
except for number of shares)
|
|
|
|
December 31,
2018
|
March 31,
2019
|
March 31,
2019
|
|
|
RMB
|
RMB
|
US$
|
|
|
Audited
|
Unaudited
|
Unaudited
|
|
|
|
|
|
ASSETS
|
|
|
|
|
Current
assets:
|
|
|
|
|
Cash and cash
equivalents
|
|
435,133
|
386,569
|
57,601
|
Restricted
cash
|
|
1,254
|
4,185
|
624
|
Short-term
investments
|
|
100,000
|
100,000
|
14,900
|
Prepayments and other
current assets
|
|
65,198
|
66,728
|
9,943
|
Total current
assets
|
|
601,585
|
557,482
|
83,068
|
|
|
|
|
|
Non-current
assets:
|
|
|
|
|
Property and
equipment, net
|
|
97,195
|
85,781
|
12,782
|
Intangible assets,
net
|
|
214,962
|
208,251
|
31,030
|
Deposits
|
|
5,152
|
5,185
|
773
|
Long-term
investments
|
|
194,375
|
185,177
|
27,592
|
Other non-current
assets*
|
|
3,563
|
55,340
|
8,246
|
Goodwill
|
|
129,752
|
129,752
|
19,334
|
Total non-current
assets
|
|
644,999
|
669,486
|
99,757
|
|
|
|
|
|
TOTAL
ASSETS
|
|
1,246,584
|
1,226,968
|
182,825
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND
SHAREHOLDERS'
EQUITY
|
|
|
|
|
Current
liabilities:
|
|
|
|
|
Accrued payroll
and welfare payable
|
|
9,779
|
4,554
|
679
|
Accrued
expenses and other current liabilities
|
|
88,149
|
74,963
|
11,170
|
Income tax
payable
|
|
1,766
|
1,891
|
282
|
Other
short-term liabilities*
|
|
-
|
14,306
|
2,132
|
Total current
liabilities
|
|
99,694
|
95,714
|
14,263
|
|
|
|
|
|
Non-current
liabilities:
|
|
|
|
|
Long-term
payables
|
|
4,196
|
3,890
|
580
|
Deferred tax
liabilities
|
|
7,744
|
7,510
|
1,119
|
Other long-term
liabilities*
|
|
-
|
48,931
|
7,291
|
Total non-current
liabilities
|
|
11,940
|
60,331
|
8,990
|
|
|
|
|
|
TOTAL
LIABILITIES
|
|
111,634
|
156,045
|
23,253
|
|
|
|
|
|
Redeemable
noncontrolling interest
|
|
29,388
|
29,388
|
4,379
|
|
|
|
|
|
Shareholders'
Equity:
|
|
|
|
|
Class A ordinary
shares, par value
US$0.00005 per share, 700,000,000 shares
authorized as of December 31, 2018 and
March 31, 2019; 350,804,532 and
373,088,212 shares issued and outstanding
as of December 31, 2018 and March 31,
2019, respectively
|
|
121
|
131
|
19
|
Class B ordinary
shares, par value
US$0.00005 per share; 300,000,000 shares
authorized as of December 31, 2018 and
March 31, 2019; 74,400,299 and 54,400,299
shares issued and outstanding as of
December 31, 2018 and March 31, 2019,
respectively
|
|
28
|
19
|
3
|
Additional paid-in
capital
|
|
2,431,924
|
2,470,235
|
368,076
|
Treasury
shares
|
|
(143,780)
|
(143,780)
|
(21,424)
|
Accumulated
deficit
|
|
(1,309,424)
|
(1,402,657)
|
(209,002)
|
Accumulated other
comprehensive income
|
|
137,736
|
128,878
|
19,401
|
Total 500.com
Limited shareholders' equity
|
|
1,116,605
|
1,052,826
|
157,073
|
Noncontrolling
interests
|
|
(11,043)
|
(11,291)
|
(1,880)
|
Total
shareholders' equity
|
|
1,105,562
|
1,041,535
|
155,193
|
|
|
|
|
|
TOTAL LIABILITIES,
NONCONTROLLING
INTEREST AND SHAREHOLDERS'
EQUITY
|
|
1,246,584
|
1,226,968
|
182,825
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* We have adopted ASU No. 2016-02, "Leases," beginning January 1,
2019. As a result of adoption of the
standard, we recognized a right-of-use asset of approximately RMB53
million in other non-current assets, and a
lease liability of approximately RMB14 million and RMB49 million in
other short-term liabilities and other long-
term liabilities, respectively, on our consolidated balance sheet
as of March 31, 2019.
|
500.com
Limited
Condensed Consolidated Statements of Comprehensive Loss
(Amounts in thousands of Renminbi ("RMB") and U.S. dollars
("US$"),
except for number of shares, per share (or ADS)
data)
|
|
|
Three Months
Ended
|
|
|
March 31,
2018
|
|
December 31,
2018
|
|
March 31,
2019
|
March 31,
2019
|
|
|
RMB
|
|
RMB
|
|
RMB
|
US$
|
|
|
Unaudited
|
|
Unaudited
|
|
Unaudited
|
Unaudited
|
Net
Revenues
|
|
38,426
|
|
27,160
|
|
14,277
|
2,127
|
|
|
|
|
|
|
|
|
Operating costs
and expenses:
|
|
|
|
|
|
|
|
Cost of services
|
|
(21,534)
|
|
(20,590)
|
|
(17,008)
|
(2,534)
|
Sales and marketing
|
|
(21,507)
|
|
(22,846)
|
|
(14,765)
|
(2,200)
|
General and administrative
|
|
(57,942)
|
|
(64,005)
|
|
(65,679)
|
(9,786)
|
Service development expenses
|
|
(14,670)
|
|
(16,135)
|
|
(13,787)
|
(2,054)
|
Total operating
expenses
|
|
(115,653)
|
|
(123,576)
|
|
(111,239)
|
(16,574)
|
Other operating income
|
|
(462)
|
|
2,044
|
|
3,763
|
561
|
Government grant
|
|
990
|
|
3,537
|
|
2,645
|
394
|
Other operating expenses
|
|
(203)
|
|
(4,460)
|
|
(6,760)
|
(1,007)
|
Operating loss
from continuing
operations
|
|
(76,902)
|
|
(95,295)
|
|
(97,314)
|
(14,499)
|
Other (expenses) income, net
|
|
(109)
|
|
3
|
|
388
|
58
|
Interest income
|
|
3,614
|
|
3,719
|
|
3,690
|
550
|
Loss from equity method investments
|
|
(1,583)
|
|
(6,300)
|
|
(343)
|
(51)
|
Impairment of equity method
investments
|
|
-
|
|
(149,896)
|
|
-
|
-
|
Gain from disposal of a subsidiary
|
|
1,842
|
|
290
|
|
-
|
-
|
Loss before income
tax
|
|
(73,138)
|
|
(247,479)
|
|
(93,579)
|
(13,942)
|
Income tax benefit (expense)
|
|
1,113
|
|
(2,719)
|
|
98
|
15
|
Net loss from
continuing operations
|
|
(72,025)
|
|
(250,198)
|
|
(93,481)
|
(13,927)
|
|
|
|
|
|
|
|
|
Income (loss)
from discontinued
operations, net of applicable income
taxes
|
|
2,183
|
|
-
|
|
-
|
-
|
Gain on disposal of discontinued
operations, net of applicable income
taxes
|
|
10,160
|
|
-
|
|
-
|
-
|
Net income from
discontinued
operations, net of applicable income
taxes
|
|
12,343
|
|
-
|
|
-
|
-
|
Net
loss
|
|
(59,682)
|
|
(250,198)
|
|
(93,481)
|
(13,927)
|
Less: Net loss attributable to noncontrolling
interest and Redeemable noncontrollling interest
from continuing operations
|
(1,980)
|
|
(2,472)
|
|
(248)
|
(37)
|
Less: Net income attributable to noncontrolling
interest from discontinued operations
|
1,099
|
|
-
|
|
-
|
-
|
Net loss attributable to noncontrolling interests
|
(487)
|
|
(1,472)
|
|
(248)
|
(37)
|
Net loss attributable to Redeemable noncontrolling
interests
|
(394)
|
|
(1,000)
|
|
-
|
-
|
Net loss
attributable to 500.com Limited
|
|
(58,801)
|
|
(247,726)
|
|
(93,233)
|
(13,890)
|
Other comprehensive
loss
|
|
|
|
|
|
|
|
Foreign currency translation loss
|
|
(26,018)
|
|
(16,701)
|
|
(8,858)
|
(1,320)
|
Other
comprehensive loss, net of tax
|
|
(26,018)
|
|
(16,701)
|
|
(8,858)
|
(1,320)
|
Comprehensive
loss
|
|
(85,700)
|
|
(266,899)
|
|
(102,339)
|
(15,247)
|
Less: Comprehensive income (loss) attributable
to noncontrolling interests and Redeemable nontrolling
interest
|
993
|
|
(647)
|
|
(248)
|
(37)
|
Comprehensive loss
attributable to 500.com
Limited
|
(86,693)
|
|
(266,252)
|
|
(102,091)
|
(15,210)
|
|
|
|
|
|
|
|
|
Weighted average
number of Class A
and Class B ordinary shares
outstanding:
|
|
|
|
|
|
|
|
Basic
|
|
409,815,414
|
|
425,007,005
|
|
425,828,633
|
425,828,633
|
Diluted
|
|
409,815,414
|
|
425,007,005
|
|
425,828,633
|
425,828,633
|
|
|
|
|
|
|
|
|
Losses per share
attributable to
500.com Limited-Basic and Diluted
|
|
|
|
|
|
|
|
Net loss from continuing
operations
|
|
(0.17)
|
|
(0.61)
|
|
(0.22)
|
(0.03)
|
Net income from discontinued
operations
|
0.03
|
|
-
|
|
-
|
-
|
Net loss
|
|
(0.14)
|
|
(0.61)
|
|
(0.22)
|
(0.03)
|
|
|
|
|
|
|
|
|
Losses per
ADS* attributable to
500.com Limited-Basic and Diluted
|
|
|
|
|
|
|
|
Net loss from continuing
operations
|
|
(1.74)
|
|
(6.05)
|
|
(2.19)
|
(0.33)
|
Net income from discontinued
operations
|
0.30
|
|
-
|
|
-
|
-
|
Net loss
|
|
(1.43)
|
|
(6.05)
|
|
(2.19)
|
(0.33)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* American Depositary
Shares, which are traded on the NYSE. Each ADS represents ten Class
A ordinary shares of the Company.
|
500.com
Limited
Reconciliation of non-GAAP results of operations measures to the
nearest comparable GAAP measures
(Amounts in thousands of Renminbi ("RMB") and U.S. dollars
("US$"),
except for number of shares, per share (or ADS)
data)
|
|
Three Months
Ended
|
|
|
March 31,
2018
|
|
December 31,
2018
|
|
March 31,
2019
|
March 31,
2019
|
|
|
RMB
|
|
RMB
|
|
RMB
|
US$
|
|
|
Unaudited
|
|
Unaudited
|
|
Unaudited
|
Unaudited
|
Operating loss
from continuing operations
|
|
(76,902)
|
|
(95,295)
|
|
(97,314)
|
(14,499)
|
Adjustment for share-based compensation
expenses
|
|
21,367
|
|
25,209
|
|
28,716
|
4,279
|
Adjusted operating
loss from continuing
operations (non-GAAP)
|
|
(55,535)
|
|
(70,086)
|
|
(68,598)
|
(10,220)
|
|
|
|
|
|
|
|
|
Net loss attributable
to 500.com Limited from
continuing operations
|
|
(70,045)
|
|
(247,726)
|
|
(93,233)
|
(13,890)
|
Net income
attributable to 500.com Limited from
discontinued operations
|
|
11,244
|
|
-
|
|
-
|
-
|
Net loss
attributable to 500.com Limited
|
|
(58,801)
|
|
(247,726)
|
|
(93,233)
|
(13,890)
|
Adjustment for share-based compensation
expenses
|
|
21,367
|
|
25,209
|
|
28,716
|
4,279
|
Adjusted net loss
attributable to 500.com Limited
from continuing operations (non-GAAP)
|
|
(48,678)
|
|
(222,517)
|
|
(64,517)
|
(9,611)
|
Adjusted net income
attributable to 500.com Limited
from discontinued operations (non-GAAP)
|
|
11,244
|
|
-
|
|
-
|
-
|
Adjusted net loss
attributable to 500.com Limited
(non-GAAP)
|
|
(37,434)
|
|
(222,517)
|
|
(64,517)
|
(9,611)
|
|
|
|
|
|
|
|
|
Losses per share
attributable to 500.com Limited
(non-GAAP)-Basic and diluted
|
|
|
|
|
|
|
|
Net loss from continuing
operations (non-GAAP)
|
|
(0.12)
|
|
(0.55)
|
|
(0.15)
|
(0.02)
|
Net income from discontinued
operations (non-GAAP)
|
0.03
|
|
0.00
|
|
-
|
-
|
Net loss
(non-GAAP)
|
|
(0.09)
|
|
(0.55)
|
|
(0.15)
|
(0.02)
|
|
|
|
|
|
|
|
|
Losses per
ADS* attributable to 500.com Limited
(non-GAAP)-Basic and diluted
|
|
|
|
|
|
|
|
Net loss from continuing
operations (non-GAAP)
|
|
(1.20)
|
|
(5.50)
|
|
(1.50)
|
(0.20)
|
Net income from discontinued
operations (non-GAAP)
|
0.30
|
|
-
|
|
-
|
-
|
Net loss
(non-GAAP)
|
|
(0.90)
|
|
(5.50)
|
|
(1.50)
|
(0.20)
|
|
|
|
|
|
|
|
|
Basic
|
|
409,815,414
|
|
425,007,005
|
|
425,828,633
|
425,828,633
|
Diluted
|
|
409,815,414
|
|
425,007,005
|
|
425,828,633
|
425,828,633
|
|
|
|
|
|
|
|
|
* American Depositary
Shares, which are traded on the NYSE. Each ADS represents ten Class
A ordinary shares of the Company.
|
Share
Ownership
|
|
|
|
|
|
|
The following table
sets forth information as of the date of this report with respect
to the beneficial ownership of our ordinary shares, by:
|
- each person
known to us to own beneficially more than 5.0% of our ordinary
shares; and
|
- each of our
directors and executive officers.
|
Beneficial ownership
is determined in accordance with the rules of the SEC and includes
voting or investment power with
respect to the securities. Except as indicated below, and subject
to applicable laws, the persons named in the table have sole
voting and investment power with respect to all ordinary shares
shown as beneficially owned by them. Percentage of beneficial
ownership for each of the persons listed below is determined by
dividing (i) the number of ordinary shares beneficially owned
by such person, including ordinary shares such person has the right
to acquire within 60 days after the date of this report by
(ii) the total number of ordinary shares outstanding plus the
number of ordinary shares such person has the right to acquire
within 60 days after the date of this report. The total number of
ordinary shares outstanding as of the date of this report is
418,137,412 Class A ordinary shares and 10,000,099 Class B ordinary
shares.
|
|
|
Shares Beneficially
Owned
|
|
|
|
Percentage of
Votes Held
|
|
Number
|
|
Percent
|
|
Percent
|
Directors and
Executive Officers:
|
|
|
|
|
|
Zhengming
Pan(1)
|
6,033,330
|
|
1.40%
|
|
1.16%
|
Zhaofu
Tian
|
*
|
|
*
|
|
*
|
Qiang Yuan
|
*
|
|
*
|
|
*
|
Honghui
Deng
|
*
|
|
*
|
|
*
|
Yu Wei
|
*
|
|
*
|
|
*
|
Qian Sun
|
*
|
|
*
|
|
*
|
Angel Yan Ki
Wong
|
*
|
|
*
|
|
*
|
Bo Yu
|
*
|
|
*
|
|
*
|
Huixuan
Wang
|
*
|
|
*
|
|
*
|
|
|
|
|
|
|
Principal
Shareholders:
|
|
|
|
|
|
Tsinghua Unigroup
International Co., Ltd.(2)
|
139,448,550
|
|
32.57%
|
|
26.91%
|
Sequoia Capital 2010
CGF Holdco, Ltd.(3)
|
35,042,735
|
|
8.18%
|
|
6.76%
|
Delite
Limited(4)
|
29,008,836
|
|
6.78%
|
|
14.28%
|
Smart Mega Holdings
Limited(5)
|
10,265,018
|
|
2.40%
|
|
10.67%
|
Man San
Law(6)
|
5,140,000
|
|
1.19%
|
|
0.98%
|
|
|
|
|
|
|
The business address
of our directors and executive officers is 12F, West Side, Block B,
Building No.7, Shenzhen Bay Eco-
Technology Park, Nanshan District, Shenzhen, 518000, People's
Republic of China.
|
* Less than 1% of our
outstanding ordinary shares.
|
(1) represents (i)
240,000 ADSs which represents 2,400,000 Class A ordinary shares
owned by Ace Chance Global Limited, a BVI
company wholly and beneficially owned by Mr. Pan, with the address
of P.O. Box 957, Offshore Incorporations Center, Road
Town, Tortola, British Virgin Islands. Mr. Pan, by virtue of his
sole ownership of Ace Chance Global Limited, may be deemed to
beneficially own such 240,000 ADSs ordinary shares, and (ii)
2,983,330 Class A ordinary shares issuable upon the exercise of
options and RSUs within 60 days of the date of this report granted
to Mr. Pan under our 2011 Share Incentive Plan and 2014
Share Incentive Plan, and (iii) 65,000 ADSs which represents
650,000 Class A ordinary shares.
|
(2) represents (i)
63,500,500 Class A ordinary shares, and (ii) 6,767,449 ADSs which
represents 67,674,490 Class A ordinary
shares, owned by Tsinghua Unigroup International Co., Ltd. (iii)
827,356 ADSs which represents 8,273,560 Class A ordinary
shares, owned by Unis Technology Strategy Investment Limited. The
address of Tsinghua Unigroup International Co., Ltd. is
Floor 6, Unis Plaza, Tsinghua Science Park, Haidian District,
Beijing, China.
|
(3) represents (i) 5
Class B ordinary shares, and (ii) 3,504,273 Restricted ADSs which
represents 35,042,730 Class A ordinary
shares, owned by Sequoia Capital 2010 CGF Holdco, Ltd. Sequoia
Capital 2010 CGF Holdco, Ltd. is wholly owned by Sequoia
Capital China Growth 2010 Fund, L.P., Sequoia Capital China Growth
2010 Partners Fund, L.P. and Sequoia Capital China Growth
2010 Principals Fund, L.P. (collectively "SCC 2010 Growth Funds").
The SCC 2010 Growth Funds' general partner is SC China
Growth 2010 Management, L.P. The general partner of SC China Growth
2010 Management, L.P. is SC China Holding Limited, a
company incorporated in the Cayman Islands. SC China Holding
Limited is wholly owned by SNP China Enterprises Limited, a
company wholly owned by Mr. Neil Nanpeng Shen. Mr. Neil Nanpeng
Shen has the power to direct Sequoia Capital 2010 CGF
Holdco, Ltd. as to the voting and disposition of shares directly or
indirectly held by Sequoia Capital 2010 CGF Holdco, Ltd., Mr.
Shen disclaims beneficial ownership of the shares held by Sequoia
Capital 2010 CGF Holdco, Ltd., except to the extent of his
pecuniary interest therein. The registered address of Sequoia
Capital 2010 CGF Holdco, Ltd. is Cricket Square, Hutchins
Drive,
PO box 2681, Grand Cayman, KY1-1111, Cayman Islands.
|
(4) represents (i)
5,000,006 Class B ordinary shares, and (ii) 16,000,000 Class A
ordinary shares and (iii) 800,883 ADSs which
represents 8,008,830 Class A ordinary shares owned by Delite
Limited, a BVI company with the address of P.O. Box 3321, Road
Town, Tortola, British Virgin Islands. Delite Limited is wholly
owned by Jackpot International Ltd, a Guernsey company which
is wholly owned by The Jackpot Trust, a revocable discretionary
trust established by Mr. Law with Mr. Law as settlor and Mr.
Law and his family members as beneficiaries, which include Ms. Ping
Yuan, wife of Mr. Law, Ms. Yuhan Law, daughter of Mr.
Law, Mr. Lin Law, father of Mr. Law, and Ms. Ruihua Hu, mother of
Mr. Law. The 5,000,006 Class B ordinary shares, 16,000,000
Class A ordinary shares and 800,883 ADSs are held by Credit Suisse
Trust Limited as trustee of The Jackpot Trust.
|
(5) represents (i)
5,000,008 Class B ordinary shares, and (ii) 526,501 ADSs which
represents 5,265,010 Class A ordinary shares
owned by Smart Mega Holdings Limited, a BVI company with the
address of P.O. Box 957, Offshore Incorporations Centre,
Road Town, Tortola, British Virgin Islands. Smart Mega Holdings
Limited is wholly owned by Vibrant Jade Ltd., a Guernsey
company which is wholly owned by The Vibrant Jade Trust, a
revocable discretionary trust established by Ms. Ping Yuan,
wife
of Mr. Law, with Ms. Yuan as settlor and Mr. Law and Ms. Yuhan Law,
daughter of Ms. Ping Yuan, as beneficiaries. The
5,000,008 Class B ordinary shares and 526,501 ADSs are held by
Credit Suisse Trust Limited as trustee of The Vibrant Jade
Trust.
|
(6) represents
5,140,000 Class A ordinary shares issuable upon the exercise of
options and RSUs within 60 days of the date of
this report granted to Mr. Law under our 2011 Share Incentive
Plan.
|
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SOURCE 500.com Limited