0001104659-19-015000.txt : 20190315 0001104659-19-015000.hdr.sgml : 20190315 20190315065937 ACCESSION NUMBER: 0001104659-19-015000 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190331 FILED AS OF DATE: 20190315 DATE AS OF CHANGE: 20190315 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Uxin Ltd CENTRAL INDEX KEY: 0001729173 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-38527 FILM NUMBER: 19682879 BUSINESS ADDRESS: STREET 1: 2-5/F, TOWER E, LSHM CENTER STREET 2: NO.8 GUANGSHUN S AVENUE, CHAOYANG DISTRI CITY: BEIJING STATE: F4 ZIP: 100102 BUSINESS PHONE: 861056312700 MAIL ADDRESS: STREET 1: 2-5/F, TOWER E, LSHM CENTER STREET 2: NO.8 GUANGSHUN S AVENUE, CHAOYANG DISTRI CITY: BEIJING STATE: F4 ZIP: 100102 6-K 1 a19-6589_16k.htm 6-K

 

 

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 2019

 


 

Commission File Number: 001-38527

 


 

Uxin Limited

 

2-5/F, Tower E, LSHM Center,
No. 8 Guangshun South Avenue,
Chaoyang District,
Beijing 100102

People’s Republic of China

(Address of principal executive offices)

 

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  o

 

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

 

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

 

 

 


 

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.

 

 

UXIN LIMITED

 

 

 

 

 

By

:

/s/ Zhen Zeng

 

Name

:

Zhen Zeng

 

Title

:

Director and Chief Financial Officer

 

 

 

 

Date: March 15, 2019

 

 

 

 

2


 

Exhibit Index

 

Exhibit 99.1—Press Release

 

3


EX-99.1 2 a19-6589_1ex99d1.htm EX-99.1

Exhibit 99.1

 

Uxin Reports Unaudited Fourth Quarter and Full Year 2018 Financial Results

 

Beijing, China, March 14, 2019 — Uxin Limited (“Uxin” or the “Company”) (Nasdaq: UXIN), the largest used car e-commerce platform in China, today announced its financial results unaudited for the fourth quarter and full year ended December 31, 2018.

 

Fourth Quarter 2018 Operational Highlights:

 

·                      Transaction volume for the 2C business increased to 168,395 units in the fourth quarter of 2018, representing year-on-year growth of 93.6%.

 

·                      Transaction volume for the 2B business decreased to 72,081 units in the fourth quarter of 2018, representing year-on-year decline of 37.1%, due to the Company’s change of approach in serving consumers with car-selling needs, as well as dealers’ growing appetite for retail transactions through Uxin’s 2C platform.

 

·                      GMV for the 2C business increased to RMB13,058 million in the fourth quarter of 2018, representing year-on-year growth of 73.7%.

 

·                      GMV for the 2B business decreased to RMB3,349 million in the fourth quarter of 2018, representing year-on-year decline of 40.2%.

 

·                      Loan facilitation continues to be an important component of Uxin’s transaction services. Uxin facilitated financing for 79,738 used car transactions on its platform in the fourth quarter of 2018.

 

·                      M3+ delinquency rate by balance1 was 1.41% as of December 31, 2018, improved from 1.43% as of September 30, 2018.

 

Fourth Quarter 2018 Financial Highlights:

 

·                      Total revenues in the fourth quarter were RMB1,136.7 million (US$165.6 million), representing year-on-year growth of 61.6%.

 

·                      2C transaction facilitation revenue in the fourth quarter was RMB317.5 million (US$46.3 million), representing year-on-year growth of 263.2%.

 

·                      2C loan facilitation revenue in the fourth quarter was RMB619.8 million (US$90.3 million), representing year-on-year growth of 81.3%.

 

·                      2B transaction facilitation revenue in the fourth quarter was RMB145.7 million (US$21.2 million), representing year-on-year decline of 16.4%.

 

·                      Gross profit was RMB783.3 million (US$114.1 million) in the fourth quarter of 2018. Gross margin increased to 68.9% in the fourth quarter of 2018, compared to 64.9% in the same period last year.

 

·                      Loss from operations in the fourth quarter of 2018 was RMB266.0 million (US$38.8 million), compared to RMB483.1 million in the same period last year.

 

·                      Non-GAAP adjusted loss from operations in the fourth quarter was RMB193.7 million (US$28.2 million), compared to RMB454.9 million in the same period last year.

 

·                      Net loss in the fourth quarter was RMB314.6 million (US$45.8 million), compared to a net loss of RMB901.6 million in the same period last year. Net loss as a percentage of total revenues was 27.7% in the fourth quarter of 2018, decreased from 128.2% in the same period last year.

 

·                  Non-GAAP adjusted net loss in the fourth quarter was RMB242.2 million (US$35.3 million), compared to RMB488.7 million in the same period last year. Non-GAAP adjusted net loss as a percentage of total revenues was 21.3% in the fourth quarter of 2018, decreased from 69.5% in the same period last year.

 


(1)         M3+ delinquency rate is defined as the outstanding principal balance of used car loans that were 90 or more calendar days past due as a percentage of the sum of total outstanding principal balance of the used car loans facilitated through the Company’s 2C business (including the principal of loans it paid financing partners under its guarantee to financing partners) as of a specific date.

 

1


 

Full Year 2018 Operational Highlights:

 

·                      Transaction volume for the 2C business increased to 494,826 units in the full year 2018, representing year-on-year growth of 74.3%.

 

·                      Transaction volume for the 2B business decreased to 319,672 units in the full year 2018, representing year-on-year decline of 8.8%, due to the Company’s change of approach in serving consumers with car-selling needs, as well as dealers’ growing appetite for retail transactions through Uxin’s 2C platform.

 

·                      GMV for the 2C business increased to RMB39,809 million in the full year 2018, representing year-on-year growth of 53.0%.

 

·                      GMV for the 2B business decreased to RMB15,253 million in the full year 2018, representing year-on-year decline of 12.2%.

 

·                      Loan facilitation continues to be an important component of Uxin’s transaction services. Uxin facilitated financing for 228,082 used car transactions on its platform in the full year 2018.

 

·                      M3+ delinquency rate by balance was 1.41% as of December 31, 2018, compared to 1.37% as of December 31, 2017.

 

Full Year 2018 Financial Highlights:

 

·                      Total revenues in the full year 2018 were RMB3,315.4 million (US$483.1 million), representing year-on-year growth of 69.9%.

 

·                      2C transaction facilitation revenue in the full year 2018 was RMB645.3 million (US$94.0 million), representing year-on-year growth of 180.3%.

 

·                      2C loan facilitation revenue in the full year 2018 was RMB1,774.1 million (US$258.5 million), representing year-on-year growth of 87.8%.

 

·                      2B transaction facilitation revenue in the full year 2018 was RMB606.6 million (US$88.4 million), representing year-on-year growth of 16.8%.

 

·                      Gross profit was RMB2,176.5 million (US$317.1 million) in the full year 2018. Gross margin increased to 65.6% in the full year 2018, compared to 61.7% in the prior year.

 

·                      Loss from operations in the full year 2018 was RMB2,565.9 million (US$373.9 million), compared to RMB1,823.2 million in the prior year.

 

·                      Non-GAAP adjusted loss from operations in the full year 2018 was RMB1,513.9 million (US$220.6 million), compared to RMB1,657.3 million in the prior year.

 

·                      Net loss in the full year 2018 was RMB1,538.3 million (US$224.1 million), compared to a net loss of RMB2,747.8 million in the prior year. Net loss as a percentage of total revenues was 46.4% in the full year 2018, decreased from 140.8% in the prior year.

 

·                      Non-GAAP adjusted net loss in the full year 2018 was RMB1,671.3 million (US$243.5 million), compared to RMB1,696.1 million in the prior year. Non-GAAP adjusted net loss as a percentage of total revenues was 50.4% in the full year 2018, decreased from 86.9% in the prior year.

 

2


 

Mr. Kun Dai, Founder, Chairman and Chief Executive Officer of Uxin, said, “We are pleased to end the year with another set of strong results, with total revenues in the fourth quarter exceeding the high-end of previous guidance. We continued to attract consumers through Uxin’s unique value proposition of a broad selection of used cars, digital transparency and a one-stop solution. We facilitated over 160,000 used car transactions on our 2C platform in the fourth quarter, representing a year-on-year increase of 93.6%. More importantly, we experienced an exponential growth in cross-regional transactions, with transaction volume exceeding 10,000 used cars in December alone, and over 22,000 in the fourth quarter. This reflects the revolutionary impact of our business model on China’s used car supply chain, as well as growing appreciation of Uxin’s brand and services.”

 

Mr. Dai added, “Looking into 2019, we will continue to increase our focus on the 2C business. From a commercial perspective, we see much greater growth potential in the 2C business, especially in terms of cross-regional transactions. We have identified a number of strategic initiatives to strengthen our capabilities on this front. For example, we will adopt a franchise model to complement our self-operated service centers, in order to better penetrate lower-tier cities and expand coverage of our offline network. Regarding our 2B business, while it may decline as a proportion of total revenues as a result of our strategic shift to the 2C business, it will continue to serve as an important arm of our group, as it enables us to strengthen our relationships with dealers and enhance the stickiness to our platform, thus facilitating the growth of our 2C business. As we implement these initiatives and continue to enhance our value proposition, we are confident that we will solidify our position as China’s largest used car e-commerce platform.”

 

Mr. Zhen Zeng, Chief Financial Officer of Uxin, said, “Our strong execution across all business lines helped us conclude the year on a strong footing. Total revenues increased by 61.6% year-on-year to RMB1.1 billion in the fourth quarter, primarily driven by the robust growth of our 2C business, which increased by 118.3% year-on-year. We also expanded our gross margin to 68.9% in the fourth quarter from 64.9% in the same period last year, reflecting the ongoing optimization of our business model and effective cost control measures. Moreover, we continued to gain operating leverage during the fourth quarter as we benefited from greater scale and operating efficiency. In particular, we made strong progress optimizing sales and marketing with related expenses declining to 60.6% as a percentage of revenues in the fourth quarter, compared to 87.5% in the prior quarter, and 98.7% in the same period last year. Going forward, we will continue to focus on driving the growth of our 2C business while increasing operating efficiency to build a sustainable business and generate long-term value for our shareholders.”

 

Fourth Quarter 2018 Financial Results

 

Total revenues in the fourth quarter of 2018 increased by 61.6% to RMB1,136.7 million (US$165.6 million) from RMB703.4 million in the same period last year, primarily due to the increases in 2C transaction volume, transaction facilitation take rate2 and amount of loans facilitated.

 

2C Business: Revenue of the 2C business increased to RMB937.3 million (US$136.6 million) in the fourth quarter of 2018, representing growth of 118.3% from RMB429.3 million in the same period last year.

 


(2)   Take rate is measured by the revenue of the 2C/2B used car business divided by the GMV of the 2C/2B business.

 

3


 

·                      2C transaction facilitation revenue was RMB317.5 million (US$46.3 million) in the fourth quarter of 2018, representing an increase of 263.2% from RMB87.4 million in the same period last year, primarily due to the increases in the transaction volume and GMV of used cars sold through the 2C business. The transaction volume for the 2C business increased to 168,395 units in the fourth quarter of 2018, representing year-on-year growth of 93.6%. The GMV for the 2C business increased to RMB13,058 million in the fourth quarter of 2018, representing year-on-year growth of 73.7%. As a result of the Company’s greater efforts to facilitate cross-regional transactions and higher pricing power generated from enhanced service and user experience, the take rate for 2C transaction facilitation reached 2.4% during the quarter, compared to 1.2% in the same period last year. As the main driver, the take rate for cross-regional transactions exceeded 5% during the quarter.

 

·                      2C loan facilitation revenue increased to RMB619.8 million (US$90.3 million) in the fourth quarter of 2018, representing an increase of 81.3% from RMB341.9 million in the same period last year, primarily due to the increases in the transaction volume and amount of loans facilitated. The attach rate3 of the loan facilitation services slightly increased to 47.4% in the fourth quarter of 2018, mainly driven by the increasing volume of cross-regional transactions. The average service fee rate for used car loan facilitation, as measured by the used car loan facilitation revenue divided by the total amount of used car loans facilitated, was 7.0% in the fourth quarter of 2018, compared to 7.4% in the same period last year.

 

2B Business:

 

·                      2B transaction facilitation revenue was RMB145.7 million (US$21.2 million) in the fourth quarter of 2018, representing a decrease of 16.4% from the same period last year, due to the decline in transaction volume. The transaction volume for the 2B business decreased to 72,081 units in the fourth quarter of 2018, due to the Company’s change of approach in serving consumers with car-selling needs as disclosed in the earnings release for the second quarter of 2018, as well as dealers’ growing appetite for retail transactions through the Company’s 2C platform. The GMV for the 2B business decreased to RMB3,349 million in the fourth quarter, representing year-on-year decrease of 40.2%. The take rate for 2B transaction facilitation increased to 4.3% in the fourth quarter, compared to 3.1% in the same period last year, as a result of Uxin’s increasing pricing power.

 

Cost of revenues increased by 43.1% year-on-year to RMB353.3 million (US$51.5 million) in the fourth quarter of 2018, primarily due to the increases in costs of fulfillment, title transfer and registration which were correspondingly driven by the increase in the transaction volume, as well as the increase in salaries and benefits of employees engaged in car inspection, quality control, customer service and after-sales service.

 

Gross margin was 68.9% in the fourth quarter of 2018, compared to 64.9% in the same period last year.

 

Total operating expenses were RMB1,049.4 million (US$152.9 million) in the fourth quarter of 2018. Total operating expenses excluding share-based compensation expenses were RMB977.0 million.

 


(3)   The attach rate of used car loan facilitation services in the 2C business was measured by the number of used car loans facilitated divided by the total number of 2C used car transactions.

 

4


 

·                      Sales and marketing expenses slightly decreased by 0.8% year-on-year to RMB688.9 million (US$100.4 million) in the fourth quarter of 2018. The well-managed sales and marketing expenses reflects the Company’s continuous efforts of enhancing operating efficiency and focus on conversion. Sales and marketing expenses excluding share-based compensation expenses as a percentage of total revenues was 60.6% during the quarter, compared to 98.7% in the same period last year.

 

·                      General and administrative expenses increased by 79.4% year-on-year to RMB272.1 million (US$39.6 million) in the fourth quarter of 2018. The increase was mainly due to the increases in salaries and benefits expenses, share-based compensation expenses and professional service fees. The general and administrative expenses, excluding share-based compensation expenses of RMB71.6 million, were RMB200.5 million which represented 17.6% of total revenues, compared to 17.6% in the same period last year.

 

·                      Research and development expenses increased by 23.3% year-on-year to RMB96.6 million (US$14.1 million) in the fourth quarter of 2018. The increase was primarily due to the increase in salaries and benefits expenses. The research and development expenses, excluding share-based compensation expenses of RMB0.8 million, were RMB95.8 million which represented 8.4% of total revenues, compared to 11.1% in the same period last year.

 

Gains/Loss from guarantee liability resulted in a gain of RMB8.2 million (US$1.2 million) in the fourth quarter of 2018. The gain was the result of improved delinquency rate compared to that as of the third quarter of 2018.

 

Loss from operations in the fourth quarter of 2018 was RMB266.0 million (US$38.8 million), compared to RMB483.1 million in the same period last year. Non-GAAP adjusted loss from operations was RMB193.7 million (US$28.2 million) in the fourth quarter of 2018.

 

Fair value change of derivative liabilities was nil in the fourth quarter of 2018, compared to a loss of RMB384.7 million in the same period last year. The impact of derivative liabilities would no longer exist going forward as the preferred shares were converted into ordinary shares at the time of IPO.

 

Net loss in the fourth quarter of 2018 was RMB314.6 million (US$45.8 million), compared to a net loss of RMB901.6 million in the same period last year. The narrowed net loss was primarily due to greater operating leverage and decrease of loss from fair value change of derivative liabilities.

 

Non-GAAP adjusted net loss, which excludes share-based compensation expenses of RMB72.4 million, was RMB242.2 million (US$35.3 million) in the fourth quarter of 2018, compared to RMB488.7 million in the same period last year.

 

As of December 31, 2018, the Company had cash and cash equivalents of RMB801.0 million (US$116.7 million), short-term investment in the form of time deposit and other investment products of RMB596.1 million (US$86.9 million), and restricted cash of RMB2,013.0 million (US$293.3 million).

 

5


 

Full Year 2018 Financial Results

 

Total revenues in the full year 2018 increased by 69.9% to RMB3,315.4 million (US$483.1 million) from RMB1,951.4 million in the prior year, primarily due to the increases in transaction volume, take rate and amount of loans facilitated.

 

2C Business: Revenue of the 2C business increased to RMB2,419.4 million (US$352.5 million) in the full year 2018, representing growth of 106.0% from RMB1,174.7 million in the prior year.

 

·                      2C transaction facilitation revenue was RMB645.3 million (US$94.0 million) in the full year 2018, representing an increase of 180.3% from RMB230.3 million in the prior year, primarily due to the increases in the transaction volume and GMV of used cars sold through the 2C business. The transaction volume for the 2C business increased to 494,826 units in the full year 2018, representing year-on-year growth of 74.3%. The GMV for the 2C business increased to RMB39,809 million in the full year 2018, representing year-on-year growth of 53.0%. As a result of the Company’s greater efforts to facilitate cross-regional transactions and higher pricing power generated from enhanced service and user experience, the take rate for 2C transaction facilitation increased to 1.6% in the full year 2018, compared to 0.9% in the prior year.

 

·                      2C loan facilitation revenue increased to RMB1,774.1 million (US$258.5 million) in the full year 2018, representing an increase of 87.8% from RMB944.4 million in the prior year, primarily due to the increases in the transaction volume and amount of loans facilitated. The attach rate of the loan facilitation services slightly increased to 46.1% in the full year 2018, mainly driven by the increasing volume of cross-regional transactions. The average service fee rate for used car loan facilitation was 7.0% in the full year 2018, compared to 6.2% in the prior year.

 

2B Business:

 

·                      2B transaction facilitation revenue was RMB606.6 million (US$88.4 million) in the full year 2018, representing an increase of 16.8% from the prior year, due to the increase in take rate. The transaction volume for the 2B business decreased to 319,672 units in the full year 2018, due to the Company’s change of approach in serving consumers with car-selling needs as disclosed in the earnings release for the second quarter of 2018, as well as dealers’ growing appetite for retail transactions through the Company’s 2C platform. Despite the impact of the change in business approach, B2B business experienced 8.9% year-on-year growth in terms of number of transactions in the full year 2018. The GMV for the 2B business decreased to RMB15,253 million in the full year 2018, representing year-on-year decrease of 12.2%. Excluding the impact of the change in business approach, B2B business experienced 6.0% year-on-year growth in terms of GMV. The take rate for 2B transaction facilitation increased to 4.0% in the full year 2018, compared to 3.0% in the prior year, as a result of Uxin’s increasing pricing power.

 

Cost of revenues increased by 52.3% year-on-year to RMB1,139.0 million (US$166.0 million) in the full year 2018, primarily due to the increases in salaries and benefits of employees engaged in car inspection, quality control, customer service and after-sale service, as well as costs of fulfillment, title transfer and registration which were correspondingly driven by the increase in the transaction volume.

 

6


 

Gross margin was 65.6% in the full year 2018, compared to 61.7% in the prior year.

 

Total operating expenses were RMB4,742.4 million (US$691.0 million) in the full year 2018. Total operating expenses excluding share-based compensation expenses were RMB3,690.5 million.

 

·                      Sales and marketing expenses increased by 22.0% year-on-year to RMB2,687.0 million (US$391.5 million) in the full year 2018. The increase was primarily due to the increase in salaries and benefits expenses. Sales and marketing expenses excluding share-based compensation expenses as a percentage of total revenues was 81.0% in the full year 2018, compared to 112.9% in the prior year.

 

·                      General and administrative expenses increased by 187.4% year-on-year to RMB1,724.1 million (US$251.2 million) in the full year 2018. The increase was mainly due to the increases in share-based compensation expenses and salaries and benefits expenses. The general and administrative expenses, excluding share-based compensation expenses of RMB1,033.5 million, were RMB690.6 million which represented 20.8% of total revenues, compared to 22.2% in the prior year.

 

·                      Research and development expenses increased by 45.8% year-on-year to RMB329.4 million (US$48.0 million) in the full year 2018. The increase was primarily due to the increases in salaries and benefits expenses, share-based compensation expenses and rental expenses. The research and development expenses, excluding share-based compensation expenses of RMB18.0 million, were RMB311.4 million which represented 9.4% of total revenues, compared to 11.6% in the prior year.

 

Gains/Loss from guarantee liability resulted in a loss of RMB1.9 million (US$0.3 million) in the full year 2018. The loss was due to the slight increase in delinquency rate as of the first quarter of 2018 compared to that as of the prior year.

 

Loss from operations in the full year 2018 was RMB2,565.9 million (US$373.9 million), compared to RMB1,823.2 million in the prior year. Non-GAAP adjusted loss from operations was RMB1,513.9 million (US$220.6 million) in the full year 2018.

 

Fair value change of derivative liabilities was a gain of RMB1,185.1 million (US$172.7 million) in the full year 2018, compared to a loss of RMB885.8 million in the prior year.

 

Net loss in the full year 2018 was RMB1,538.3 million (US$224.1 million), compared to a net loss of RMB2,747.8 million in the prior year. The narrowed net loss was primarily due to the increase of revenues and gain from fair value change of derivative liabilities.

 

Non-GAAP adjusted net loss, which excludes share-based compensation expenses of RMB1,052.0 million and gain form fair value change of derivative liabilities of RMB1,185.1 million, was RMB1,671.3 million (US$243.5 million) in the full year 2018, compared to RMB1,696.1 million in the prior year.

 

7


 

Recent Update

 

With the Company’s great efforts in executing 2C business initiatives, cross-regional transactions experienced exponential growth towards the end of 2018, and started to contribute an increasingly significant portion of transaction volume as well as revenues.

 

Business Outlook

 

For the first quarter of 2019, Uxin expects total revenues to be in the range of RMB900 million to RMB950 million. This forecast reflects the Company’s current and preliminary views on the market and operational conditions, which are subject to change.

 

Conference Call

 

The Company’s management will host an earnings conference call at 8:00 AM on March 14, 2019 U.S. Eastern Time (8:00 PM on March 14, 2019 Beijing/Hong Kong time).

 

Dial-in details for the earnings conference call are as follows:

 

U.S.:

+1 866 519 4004 or +1 845 675 0437

International:

+65 6713 5090

Mainland China:

400 620 8038 or 800 819 0121

Hong Kong:

800 906 601 or +852 3018 6771

Conference ID:

5079833

 

Additionally, a live and archived webcast of the conference call will be available on the Company’s investor relations website at http://ir.xin.com/.

 

A replay of the conference call will be accessible approximately one hour after the conclusion of the live call until March 29, 2019, by dialing the following telephone numbers:

 

U.S.:

+1 646 254 3697

International:

+61 2 8199 0299

Conference ID:

5079833

 

About Uxin

 

Uxin Limited (Nasdaq: UXIN) is the largest used car e-commerce platform in China. Uxin’s mission is to enable people to buy the car of their choice, no matter where they are located or what their budget is. Uxin enables consumers and dealers to buy and sell cars through an innovative integrated online and offline platform that addresses each step of the transaction and covers the entire value chain. Its online presence is bolstered by an offline network of more than 670 service centers in over 270 cities throughout China.

 

8


 

Use of Non-GAAP Financial Measures

 

In evaluating the business, the Company considers and uses a non-GAAP measure, adjusted loss from operations, adjusted net loss and adjusted net loss per share, as a supplemental measure 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 operations excluding share-based compensation. The Company defines adjusted net loss as net (loss)/income excluding share-based compensation and fair value change of derivative liabilities. The Company presents the non-GAAP financial measure because it is used by the management to evaluate the operating performance and formulate business plans. Adjusted net loss enables the management to assess the Company’s operating results without considering the impact of share-based compensation and fair value change of derivative liabilities, which are non-cash charges. The Company also believes that the use of the non-GAAP measure facilitates investors’ assessment of its operating performance.

 

The non-GAAP financial measure is not defined under U.S. GAAP and is not presented in accordance with U.S. GAAP. The non-GAAP financial measure has limitations as analytical tools. One of the key limitations of using adjusted net loss is that it does not reflect all items of income and expense that affect the Company’s operations. Share-based compensation and fair value change of derivative liabilities have been and may continue to be incurred in the business and is not reflected in the presentation of adjusted net loss. Further, the non-GAAP measure 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 RMB6.8632 to US$1.00, representing the index rate as of the end of December 2018 stipulated by the People’s Bank of China. The Company makes no representation that the RMB or US$ amounts referred could be converted into US$ or RMB, as the case may be, at any particular rate or at all.

 

9


 

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: 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 enquiries, please contact:

 

Nancy Song

Uxin Investor Relations

Tel: +86 10 5691-6765

Email: ir@xin.com

 

For media enquiries, please contact:

 

Yi-Ke Hong

Brunswick Group

Tel: +86 10 5960-8600

Email: uxin@brunswickgroup.com

 

10


 

Uxin Limited

Unaudited Consolidated Statements of Comprehensive Loss

(In thousands except for number of shares and per share data)

 

 

 

Three months ended

 

Year ended

 

 

 

December 31,
2017

 

December 31, 2018

 

December 31,
2017

 

December 31,2018

 

 

 

RMB’000

 

RMB’000

 

USD’000

 

RMB’000

 

RMB’000

 

USD’000

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

2C Transaction facilitation revenue

 

87,410

 

317,493

 

46,260

 

230,250

 

645,335

 

94,028

 

2C Loan facilitation revenue

 

341,939

 

619,827

 

90,312

 

944,406

 

1,774,065

 

258,489

 

2B Transaction facilitation revenue

 

174,233

 

145,659

 

21,223

 

519,276

 

606,599

 

88,384

 

Others

 

99,851

 

53,683

 

7,822

 

257,440

 

289,450

 

42,174

 

Total revenues

 

703,433

 

1,136,662

 

165,617

 

1,951,372

 

3,315,449

 

483,075

 

Operating cost and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenue

 

(246,983

)

(353,335

)

(51,483

)

(747,788

)

(1,138,995

)

(165,957

)

Sales and marketing

 

(694,499

)

(688,930

)

(100,380

)

(2,203,139

)

(2,686,956

)

(391,502

)

General and administrative

 

(151,695

)

(272,077

)

(39,643

)

(599,905

)

(1,724,060

)

(251,204

)

Research and development

 

(78,345

)

(96,585

)

(14,073

)

(226,010

)

(329,430

)

(47,999

)

(Losses)/gains from guarantee liability

 

(15,053

)

8,230

 

1,199

 

2,284

 

(1,931

)

(281

)

Total operating cost and expenses

 

(1,186,575

)

(1,402,697

)

(204,380

)

(3,774,558

)

(5,881,372

)

(856,943

)

Loss from operations

 

(483,142

)

(266,035

)

(38,763

)

(1,823,186

)

(2,565,923

)

(373,868

)

Interest expenses

 

(34,191

)

(35,357

)

(5,151

)

(30,183

)

(120,453

)

(17,550

)

Other expenses

 

(1,433

)

(10,911

)

(1,590

)

(12,112

)

(16,813

)

(2,450

)

Foreign exchange gains/(losses)

 

130

 

(710

)

(103

)

477

 

(8,232

)

(1,199

)

Fair value change of derivative liabilities

 

(384,674

)

 

 

(885,821

)

1,185,090

 

172,673

 

Loss before income tax expense

 

(903,310

)

(313,013

)

(45,607

)

(2,750,825

)

(1,526,331

)

(222,394

)

Income tax credit/(expense)

 

1,703

 

(4,183

)

(609

)

(570

)

(14,585

)

(2,125

)

Equity in gains of affiliates

 

 

2,631

 

383

 

3,597

 

2,631

 

383

 

Net loss

 

(901,607

)

(314,565

)

(45,833

)

(2,747,798

)

(1,538,285

)

(224,136

)

Less: net loss attributable to non-controlling interests shareholders

 

(3,275

)

(552

)

(80

)

(25,202

)

(15,771

)

(2,298

)

Net loss attributable to UXIN LIMITED

 

(898,332

)

(314,013

)

(45,753

)

(2,722,596

)

(1,522,514

)

(221,838

)

Accretion on redeemable preferred shares

 

(142,485

)

 

 

(555,824

)

(318,951

)

(46,473

)

Deemed dividend to preferred shareholders

 

(347,557

)

 

 

(587,564

)

(544,773

)

(79,376

)

Deemed dividend from preferred shareholders

 

33,976

 

 

 

92,779

 

 

 

Net loss attributable to ordinary shareholders

 

(1,354,398

)

(314,013

)

(45,753

)

(3,773,205

)

(2,386,238

)

(347,687

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

(901,607

)

(314,565

)

(45,833

)

(2,747,798

)

(1,538,285

)

(224,136

)

Foreign currency translation

 

18,346

 

9,069

 

1,321

 

43,406

 

4,818

 

702

 

Total comprehensive loss

 

(883,261

)

(305,496

)

(44,512

)

(2,704,392

)

(1,533,467

)

(223,434

)

Less: total comprehensive loss attributable to non-controlling interests shareholders

 

(3,462

)

(2,009

)

(293

)

(27,861

)

(22,359

)

(3,258

)

Total comprehensive loss attributable to Uxin’s shareholders

 

(879,799

)

(303,487

)

(44,219

)

(2,676,531

)

(1,511,108

)

(220,176

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss attributable to ordinary shareholders

 

(1,354,398

)

(314,013

)

(45,753

)

(3,773,205

)

(2,386,238

)

(347,687

)

Weighted average shares outstanding-basic

 

49,318,860

 

877,898,987

 

877,898,987

 

49,318,860

 

477,848,763

 

477,848,763

 

Weighted average shares outstanding-diluted

 

49,318,860

 

877,898,987

 

877,898,987

 

49,318,860

 

477,848,763

 

477,848,763

 

Net loss per share-basic

 

(27.46

)

(0.36

)

(0.05

)

(76.51

)

(4.99

)

(0.73

)

Net loss per share-diluted

 

(27.46

)

(0.36

)

(0.05

)

(76.51

)

(4.99

)

(0.73

)

 


* Share-based compensation charges included are as follows:

 

 

 

Three months ended

 

Year ended

 

 

 

December 31,
2017

 

December 31, 2018

 

December 31, 2017

 

December 31,2018

 

 

 

RMB’000

 

RMB’000

 

USD’000

 

RMB’000

 

RMB’000

 

USD’000

 

Cost of revenue

 

 

 

 

 

158

 

23

 

Sales and marketing

 

 

7

 

1

 

 

411

 

60

 

General and administrative

 

28,217

 

71,576

 

10,429

 

165,873

 

1,033,498

 

150,585

 

Research and development

 

 

789

 

115

 

 

17,965

 

2,618

 

 

11


 

Uxin Limited

Unaudited Consolidated Balance Sheets

(In thousands except for number of shares and per share data)

 

 

 

As of

 

 

 

 

 

 

 

December
31,

 

As of
December 31,

 

 

 

2017

 

2018

 

 

 

RMB

 

RMB

 

USD

 

ASSETS:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

 

291,973

 

800,997

 

116,709

 

Restricted cash

 

1,617,230

 

2,013,030

 

293,308

 

Accounts receivable

 

40,155

 

51,610

 

7,520

 

Short-term investments

 

1,000

 

596,078

 

86,851

 

Amounts due from related parties

 

608,291

 

 

 

Advance to consumers on behalf of financing partners

 

827,417

 

521,908

 

76,044

 

Loan recognized as a result of payment under the guarantee, net

 

252,555

 

553,688

 

80,675

 

Advance to sellers

 

246,287

 

692,714

 

100,932

 

Other receivables, net

 

251,649

 

707,404

 

103,072

 

Inventory

 

77,941

 

19,380

 

2,823

 

Prepaid expenses and other current assets

 

249,769

 

417,314

 

60,805

 

Financial lease receivables, net

 

438,693

 

294,511

 

42,912

 

Total current assets

 

4,902,960

 

6,668,634

 

971,651

 

 

 

 

 

 

 

 

 

Non-current assets:

 

 

 

 

 

 

 

Property, equipment and software, net

 

156,625

 

199,271

 

29,035

 

Intangible assets, net

 

9,949

 

21,179

 

3,086

 

Goodwill

 

75,849

 

110,424

 

16,089

 

Long term investments

 

40,628

 

349,882

 

50,979

 

Other non-current assets

 

112,902

 

 

 

Total non-current assets

 

395,953

 

680,756

 

99,189

 

 

 

 

 

 

 

 

 

TOTAL ASSETS

 

5,298,913

 

7,349,390

 

1,070,840

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES, MEZZANINE EQUITY, AND SHAREHOLDERS’ (DEFICIT)/EQUITY

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Short-term borrowings

 

426,783

 

624,588

 

91,005

 

Accounts payable

 

65,694

 

156,320

 

22,777

 

Guarantee liabilities

 

173,907

 

321,255

 

46,808

 

Deposit of interests from consumers and payable to financing partners—current

 

732,273

 

482,827

 

70,350

 

Advance from buyers collected on behalf of sellers

 

226,891

 

375,803

 

54,756

 

Other payables and accruals

 

927,389

 

1,197,300

 

174,452

 

Deferred revenue

 

27,598

 

115,160

 

16,779

 

Other current liabilities

 

163,355

 

 

 

Derivative liabilities

 

1,596,424

 

 

 

Convertible bonds

 

 

1,188,192

 

173,125

 

 

 

 

 

 

 

 

 

Total current liabilities

 

4,340,314

 

4,461,445

 

650,052

 

 

 

 

 

 

 

 

 

Non-current liabilities:

 

 

 

 

 

 

 

Long-term borrowings

 

374,104

 

481,801

 

70,201

 

Deposit of interests from consumers and payable to financing partners—non-current

 

343,823

 

29,742

 

4,334

 

Deferred tax liabilities

 

1,653

 

4,759

 

693

 

 

 

 

 

 

 

 

 

Total non-current liabilities

 

719,580

 

516,302

 

75,228

 

 

 

 

 

 

 

 

 

Total liabilities

 

5,059,894

 

4,977,747

 

725,280

 

 

 

 

 

 

 

 

 

Mezzanine equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Series A

 

94,411

 

 

 

Series A-1

 

69,193

 

 

 

Series B

 

180,294

 

 

 

Series C

 

408,559

 

 

 

Series D

 

1,703,667

 

 

 

Series E

 

1,146,351

 

 

 

Series F

 

1,563,657

 

 

 

Series G

 

3,214,932

 

 

 

Redeemable non-controlling interests

 

39,580

 

 

 

 

 

 

 

 

 

 

 

Total mezzanine equity

 

8,420,644

 

 

 

 

 

 

 

 

 

 

 

Shareholders’ (deficit)/equity:

 

 

 

 

 

 

 

Ordinary shares

 

30

 

575

 

84

 

Additional paid-in capital

 

 

12,967,986

 

1,889,496

 

Accumulated other comprehensive income

 

76,607

 

86,061

 

12,539

 

Accumulated deficit

 

(8,207,801

)

(10,680,489

)

(1,556,197

)

 

 

 

 

 

 

 

 

Total Uxin’s shareholders’ (deficit)/equity

 

(8,131,164

)

2,374,133

 

345,922

 

Non-controlling interests

 

(50,461

)

(2,490

)

(362

)

Total shareholders’ (deficit)/equity

 

(8,181,625

)

2,371,643

 

345,560

 

 

 

 

 

 

 

 

 

TOTAL LIABILITIES, MEZZANINE EQUITY, AND SHAREHOLDERS’ (DEFICIT)/EQUITY

 

5,298,913

 

7,349,390

 

1,070,840

 

 

12


 

Uxin Limited

Unaudited Reconciliations of GAAP And Non-GAAP Results

(In thousands except for number of shares and per share data)

 

 

 

Three months ended 

 

Year ended

 

 

 

December 31,
2017

 

December 31, 2018

 

December 31,
2017

 

December 31,2018

 

 

 

RMB’000

 

RMB’000

 

USD’000

 

RMB’000

 

RMB’000

 

USD’000

 

Loss from operations

 

(483,142

)

(266,035

)

(38,763

)

(1,823,186

)

(2,565,923

)

(373,868

)

Add: Share-based compensation expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

-               Cost of revenue

 

 

 

 

 

158

 

23

 

-               Sales and marketing

 

 

7

 

1

 

 

411

 

60

 

-               General and administrative

 

28,217

 

71,576

 

10,429

 

165,873

 

1,033,498

 

150,585

 

-               Research and development

 

 

789

 

115

 

 

17,965

 

2,618

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP adjusted loss from operations

 

(454,925

)

(193,663

)

(28,218

)

(1,657,313

)

(1,513,891

)

(220,582

)

 

 

 

Three months ended

 

Year ended

 

 

 

December 31,
2017

 

December 31, 2018

 

December 31,
2017

 

December 31,2018

 

 

 

RMB’000

 

RMB’000

 

USD’000

 

RMB’000

 

RMB’000

 

USD’000

 

Net loss

 

(901,607

)

(314,565

)

(45,833

)

(2,747,798

)

(1,538,285

)

(224,136

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Add: Share-based compensation expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

-               Cost of revenue

 

 

 

 

 

158

 

23

 

-               Sales and marketing

 

 

7

 

1

 

 

411

 

60

 

-               General and administrative

 

28,217

 

71,576

 

10,429

 

165,873

 

1,033,498

 

150,585

 

-               Research and development

 

 

789

 

115

 

 

17,965

 

2,618

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value change of derivative liabilities

 

384,674

 

 

 

885,821

 

(1,185,090

)

(172,673

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP adjusted net loss

 

(488,716

)

(242,193

)

(35,288

)

(1,696,104

)

(1,671,343

)

(243,523

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP adjusted net loss per share—basic

 

(9.84

)

(0.27

)

(0.04

)

(33.83

)

(3.45

)

(0.50

)

Non-GAAP adjusted net loss per share—diluted

 

(9.84

)

(0.27

)

(0.04

)

(33.83

)

(3.45

)

(0.50

)

Weighted average shares outstanding—basic

 

49,318,860

 

877,898,987

 

877,898,987

 

49,318,860

 

477,848,763

 

477,848,763

 

Weighted average shares outstanding—diluted

 

49,318,860

 

877,898,987

 

877,898,987

 

49,318,860

 

477,848,763

 

477,848,763

 

 

Note: The conversion of Renminbi (RMB) into U.S. dollars (USD) is based on the certified exchange rate of USD1.00=RMB6.8632 as of the end of December 2018 stipulated by the People’s Bank of China.

 

13