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
OF THE SECURITIES EXCHANGE ACT OF 1934
August 2021
Commission File Number: 001-40507
Full Truck Alliance Co. Ltd.
| No. 123 Kaifa Avenue Economic and Technical Development Zone, Guiyang Guizhou 550009 People’s Republic of China +86-851-8384-2056 |
Wanbo Science and Technology Park, 20 Fengxin Road Yuhuatai District, Nanjing Jiangsu 210012 People’s Republic of China +86-25-6692-0156 |
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
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): ☐
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): ☐
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ☐ No ☒
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A
TABLE OF CONTENTS
| Exhibit 99.1 | Press release: Full Truck Alliance Co. Ltd. Announces Second Quarter 2021 Unaudited Financial Results |
2
SIGNATURE
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.
| Full Truck Alliance Co. Ltd. | ||
| By: | /s/ Peter Hui Zhang | |
| Name: | Peter Hui Zhang | |
| Title: | Chairman and Chief Executive Officer | |
Date: August 10, 2021
3
Exhibit 99.1
Full Truck Alliance Co. Ltd. Announces Second Quarter 2021 Unaudited Financial Results
GUIYANG, China, August 10, 2021—Full Truck Alliance Co. Ltd. (“FTA” or the “Company”) (NYSE: YMM), a leading digital freight platform, today announced its unaudited financial results for the second quarter ended June 30, 2021.
Second Quarter 2021 Financial and Operational Highlights
| • | Total net revenues in the second quarter of 2021 were RMB1,118.8 million (US$173.3 million), an increase of 100.9% from RMB556.9 million in the same period of 2020. |
| • | Net loss in the second quarter of 2021 was RMB1,958.2 million (US$303.3 million), compared with RMB297.3 million in the same period of 2020. |
| • | Non-GAAP adjusted net income1 in the second quarter of 2021 was RMB99.5 million (US$15.4 million), compared with non-GAAP adjusted net loss1 of RMB39.1 million in the same period of 2020. |
| • | Gross Transaction Value (“GTV”)2 in the second quarter of 2021 reached RMB74.0 billion (US$11.5 billion), an increase of 57.8% from RMB46.9 billion in the same period of 2020. |
| • | Fulfilled orders3 in the second quarter of 2021 reached 36.0 million, an increase of 87.9% from 19.2 million in the same period of 2020. |
| • | Average shipper MAUs4 in the second quarter of 2021 reached 1.53 million, an increase of 40.3% from 1.09 million in the same period of 2020. |
Recent Development
| • | The Company successfully completed its initial public offering and listing of 82,500,000 ADSs on the New York Stock Exchange in June 2021, or the initial public offering. Concurrently, each of Ontario Teachers’ Pension Plan Board and an entity affiliated with Mubadala Investment Company PJSC, an Abu Dhabi-based sovereign investor, completed purchase of US$100.0 million of Class A ordinary shares from the Company at a price per share equal to the IPO price adjusted for the ADS-to-Class A ordinary share ratio in a private placement, or the concurrent private placement. The Company raised net proceeds of approximately US$1.71 billion from the initial public offering and the concurrent private placement. |
Mr. Peter Hui Zhang, Founder, Chairman and Chief Executive Officer of FTA, stated, “We are pleased with our progress in terms of business expansion and scale in the second quarter, especially as we mark our first quarter as a public company. While the ongoing cybersecurity review of our main apps and new COVID-19 variant outbreaks in China have brought uncertainties in the third quarter, we are confident in the continued growth of China’s economy and believe the robustness of our platform and expansive network will enable us to maintain our leading position and achieve long-term business growth. As we move forward, we will speed up the execution of our strategic initiatives to create a comprehensive logistics network that caters to a wide range of evolving demands from our ecosystem participants. In line with our commitment to safeguard national security and public interest, we will spare no effort to fulfill our corporate and social responsibilities and actively promote the implementation of relevant regulatory policies.”
“We are pleased with our second quarter financial and operating results. Total net revenues doubled year-over-year following robust performances across our core businesses. We also swung to a non-GAAP adjusted net income during the quarter following a year-ago non-GAAP adjusted net loss. While we face certain headwinds in the third quarter, we have confidence in the resilience of our business model and our ability to adeptly execute our operational plan,” said Mr. Simon Cai, Chief Financial Officer of FTA. “Going forward, we will continue investing in infrastructure development, technology innovation and the expansion of our servicing logistics network, as diversified product offerings and network coverage remain key components to our success.”
| 1 | Non-GAAP adjusted net income/(loss) is defined as net loss excluding (i) share-based compensation expense, (ii) compensation expense resulting from repurchase of ordinary shares from certain employees in excess of fair value, (iii) amortization of intangible assets resulting from business acquisitions, (iv) tax effects of non-GAAP adjustments and (v) net income from discontinued operations, net of tax. See “Reconciliation of GAAP and Non-GAAP Results” at the end of this press release. |
| 2 | GTV or gross transaction value of our platform in a given period is defined as the aggregate freight prices specified by our users for all fulfilled orders on our platform during the period without deducting any commission or service fee charged by us; we make downward adjustments to unreasonably high freight prices specified by users that are apparently due to clerical errors. |
| 3 | Fulfilled orders on our platform in a given period is defined as all shipping orders matched through our platform during such period but exclude (i) shipping orders that are subsequently cancelled, and (ii) shipping orders for which our users failed to specify any freight prices as there are substantial uncertainties as to whether the shipping orders are fulfilled. |
| 4 | Average shipper MAUs in a given period are calculated by dividing (i) the sum of shipper MAUs for each month of such period, by (ii) the number of months in such period. Shipper MAUs is defined as the number of active shippers in a given month. |
Second Quarter 2021 Financial Results
Net Revenues (including value added taxes, “VAT”, of RMB332.3 million and RMB630.7 million for the three months ended June 30, 2020 and 2021, respectively). Total net revenues in the second quarter of 2021 were RMB1,118.8 million (US$173.3 million), representing an increase of 100.9% from RMB556.9 million in the same period of 2020, primarily attributable to an increase in revenues from freight matching services.
Freight matching services. Revenues from freight matching services in the second quarter of 2021 were RMB937.6 million (US$145.2 million), representing an increase of 109.8% from RMB446.9 million in the same period of 2020. The increase was primarily due to an increase in revenues from freight brokerage service and freight listing service as well as growth in transaction commissions.
| • | Freight brokerage service. Revenues from freight brokerage service in the second quarter of 2021 were RMB601.3 million (US$93.1 million), increased by 88.6% from RMB318.9 million in the same period of 2020, primarily due to a significant increase in transaction activities, amid a substantial recovery in road transportation in China from the COVID-19 pandemic, but partially offset by a decrease in our average fee rate to attract more shippers to use our service. |
| • | Freight listing service. Revenues from freight listing service in the second quarter of 2021 were RMB175.4 million (US$27.2 million), increased by 37.0% from RMB128.0 million in the same period of 2020, primarily due to an increase in total paying members amid increased shipper demand for our services as our business continued to expand. |
| • | Transaction commission. We started monetizing online transaction service by collecting commissions from truckers on certain shipping orders in August 2020. Transaction commission amounted to RMB160.9 million (US$24.9 million) in the second quarter of 2021. |
Value-added services. Revenues from value-added services in the second quarter of 2021 were RMB181.2 million (US$28.1 million), representing an increase of 64.8% from RMB110.0 million in the same period of 2020, mainly attributable to higher revenues from credit solutions and other value-added services.
Cost of Revenues (including VAT net of refund of VAT of RMB279.9 million and RMB481.1 million for the three months ended June 30, 2020 and 2021, respectively). Cost of revenues in the second quarter of 2021 was RMB627.0 million (US$97.1 million), compared with RMB378.2 million in the same period of 2020. The increase was primarily attributable to an increase in VAT, related tax surcharges and other tax costs, net of tax refunds from government authorities, which was RMB572.4 million, representing an increase of 73.7% from RMB329.5 million in the same period of 2020, primarily due to an increase in transaction activities involving our freight brokerage service. As a percentage of total net revenues, cost of revenues for the second quarter of 2021 decreased to 56.0% from 67.9% in the same period of 2020.
Sales and Marketing Expenses. Sales and marketing expenses in the second quarter of 2021 were RMB236.8 million (US$36.7 million), compared with RMB71.5 million in the same period of 2020. The increase was primarily due to higher advertising and marketing expenses to promote new initiatives, an increase in salary and benefits expenses driven by an increase in sales and marketing headcount, as well as increased share-based compensation expenses.
General and Administrative Expenses. General and administrative expenses in the second quarter of 2021 were RMB2,123.0 million (US$328.8 million), compared with RMB347.1 million in the same period of 2020. The increase was primarily due to an increase in share-based compensation expenses.
Research and Development Expenses. Research and development expenses in the second quarter of 2021 were RMB155.1 million (US$24.0 million), compared with RMB87.9 million in the same period of 2020. The increase was primarily due to an increase in salary and benefits expenses driven by higher headcount in research and development personnel and increased share-based compensation expenses.
Loss from Operations. Loss from operations in the second quarter of 2021 was RMB2,040.4 million (US$316.0 million), compared to RMB345.0 million in the same period of 2020.
Non-GAAP Adjusted Operating Income/(Loss)5. Non-GAAP adjusted operating income in the second quarter of 2021 was RMB20.1 million (US$3.1 million), compared with non-GAAP adjusted operating loss of RMB84.1 million in the same period of 2020.
Net Loss. Net loss in the second quarter of 2021 was RMB1,958.2 million (US$303.3 million), compared with RMB297.3 million in the same period of 2020.
Non-GAAP Adjusted Net Income/(Loss). Non-GAAP adjusted net income in the second quarter of 2021 was RMB99.5 million (US$15.4 million), compared with non-GAAP adjusted net loss of RMB39.1 million in the same period of 2020.
Basic and Diluted Net Loss per ADS6 and Non-GAAP Adjusted Basic and Diluted Net Loss per ADS7. Basic and diluted net loss per ADS were RMB7.34 (US$1.14) in the second quarter of 2021, compared with RMB1.72 in the same period of 2020. Non-GAAP adjusted basic and diluted net loss per ADS were RMB0.49 (US$0.08) in the second quarter of 2021, compared with RMB0.23 in the same period of 2020.
Balance Sheet and Cash Flow
As of June 30, 2021, the Company had cash and cash equivalents, restricted cash, and short-term investments of RMB26.9 billion (US$4.2 billion) in total, compared with RMB18.9 billion as of December 31, 2020.
For the second quarter of 2021, net cash used in operating activities was RMB48.8 million (US$7.6 million).
Business Outlook
As previously announced by the Company, the Cybersecurity Review Office (“CRO”) of the Cyberspace Administration of China has initiated a cybersecurity review of FTA’s Yunmanman apps and Huochebang apps. FTA will fully cooperate with the CRO to facilitate its review process. During the cybersecurity review, the Yunmanman and Huochebang apps are required to suspend new user registration.
The Company expects its total net revenues to be between RMB1.04 billion and RMB1.15 billion in the third quarter of 2021, representing a year-over-year growth rate of approximately 42.0% to 56.2%. These forecasts reflect the Company’s current and preliminary views on the market, operational conditions and the impact of the on-going cybersecurity review and COVID-19 outbreaks in China, which are subject to change and cannot be predicted with reasonable accuracy as of the date hereof.
Exchange Rate Information
This announcement contains translations of certain RMB amounts into U.S. dollars (“US$”) at specified rates solely for the convenience of the reader. Unless otherwise stated, all translations from RMB to US$ were made at a rate of RMB6.4566 to US$1.00, the exchange rate in effect as of June 30, 2021 as set forth in the H.10 statistical release of The Board of Governors of the Federal Reserve System. The Company makes no representation that any RMB or US$ amounts could have been, or could be, converted into US$ or RMB, as the case may be, at any particular rate, or at all.
| 5 | Non-GAAP adjusted operating income/(loss) is defined as loss from operations excluding (i) share-based compensation expense, (ii) compensation expense resulting from repurchase of ordinary shares from certain employees in excess of fair value and (iii) amortization of intangible assets resulting from business acquisitions. See “Reconciliation of GAAP and Non-GAAP Results” at the end of this press release. |
| 6 | ADS refers to the American depositary shares, each of which represents 20 Class A ordinary shares. |
| 7 | Non-GAAP adjusted basic and diluted net loss per ADS is net loss attributable to ordinary shareholders excluding (i) share-based compensation expense, (ii) compensation expense resulting from repurchase of ordinary shares from certain employees in excess of fair value, (iii) amortization of intangible assets resulting from business acquisitions, (vi) tax effects of non-GAAP adjustments and (v) net income from discontinued operations, net of tax. divided by weighted average number of basic and diluted ADS, respectively. For more information, refer to “Use of Non-GAAP Financial Measures” and “Reconciliation of GAAP and Non-GAAP Results” at the end of this press release. |
Conference Call
The Company’s management will hold an earnings conference call at 8:00 A.M. U.S. Eastern Time on August 10, 2021 or 8:00 P.M. Beijing Time to discuss its financial results and operating performance for the second quarter of 2021.
Dial-in details for the earnings conference call are as follows:
| United States (toll free): | +1-888-317-6003 | |
| International: | +1-412-317-6061 | |
| Mainland China (toll free): | 400-120-6115 | |
| Hong Kong (toll free): | 800-963-976 | |
| Hong Kong: | +852-5808-1995 | |
| United Kingdom: Singapore: Access Code: |
08082389063 800-120-5863 6279813 |
The replay will be accessible through August 17, 2021 by dialing the following numbers:
| United States: | +1-877-344-7529 | |
| International: | +1-412-317-0088 | |
| Replay Access Code: | 10159255 |
A live and archived webcast of the conference call will also be available on the Company’s investor relations website at ir.fulltruckalliance.com.
About Full Truck Alliance Co. Ltd.
Full Truck Alliance Co. Ltd. (NYSE: YMM) is a leading digital freight platform, connecting shippers with truckers to facilitate shipments across distance ranges, cargo weights and types. The Company provides a range of freight matching services including freight listing service, freight brokerage service and online transaction service. The Company also provides a range of value-added services that cater to the various needs of shippers and truckers, such as financial institutions, highway authorities, and gas stations operators. With a mission to make logistics better, the Company is shaping the future of logistics with technology and aspires to revolutionize logistics, improve efficiency across the value chain and reduce carbon footprint for our planet. For more information, please visit ir.fulltruckalliance.com.
Use of Non-GAAP Financial Measures
The Company uses non-GAAP adjusted operating income/(loss), non-GAAP adjusted net income/(loss), non-GAAP adjusted net loss attributable to ordinary shareholders, non-GAAP adjusted basic and diluted net loss per ordinary shareholder and non-GAAP adjusted basic and diluted net loss per ADS, each a non-GAAP financial measure, as supplemental measures to review and assess its operating performance.
The presentation of non-GAAP financial measures 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 non-GAAP adjusted operating income/(loss) as loss from operations excluding (i) share-based compensation expense, (ii) compensation expense resulting from repurchase of ordinary shares from certain employees in excess of fair value and (iii) amortization of intangible assets resulting from business acquisitions. The Company defines non-GAAP adjusted net income/(loss) as net loss excluding (i) share-based compensation expense, (ii) compensation expense resulting from repurchase of ordinary shares from certain employees in excess of fair value, (iii) amortization of intangible assets resulting from business acquisitions, (vi) tax effects of non-GAAP adjustments and (v) net income from discontinued operations, net of tax. The Company defines non-GAAP adjusted net loss attributable to ordinary shareholders as net loss attributable to ordinary shareholders excluding (i) share-based compensation expense, (ii) compensation expense resulting from repurchase of ordinary shares from certain employees in excess of fair value, (iii) amortization of intangible assets resulting from business acquisitions, (vi) tax effects of non-GAAP adjustments and (v) net income from discontinued operations, net of tax. The Company defines non-GAAP adjusted basic and diluted net loss per share as non-GAAP net loss attributable to ordinary shareholders divided by weighted average number of basic and diluted ordinary shares, respectively. The Company defines non-GAAP adjusted basic and diluted net loss per ADS as non-GAAP net loss attributable to ordinary shareholders divided by the weighted average number of basic and diluted ADS, respectively.
The non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. The non-GAAP financial measures have limitations as an analytical tool. The non-GAAP financial measures do not reflect all items of expense that affect its operations. Share-based compensation expense, compensation expense resulting from repurchase of ordinary shares from certain employees in excess of fair value and amortization of intangible assets resulting from business acquisitions have been and may continue to be incurred in its business and are not reflected in the presentation of its non-GAAP financial measures.
The Company reconciles the non-GAAP financial measures to the nearest U.S. GAAP performance measures. Non-GAAP adjusted operating income/(loss), non-GAAP adjusted net income/(loss), non-GAAP adjusted net loss attributable to ordinary shareholders and non-GAAP adjusted basic and diluted net loss per share should not be considered in isolation or construed as an alternative to operating income/(loss), net income/(loss), net loss attributable to ordinary shareholders and basic and diluted net loss per share or any other measure of performance or as an indicator of its operating performance. Investors are encouraged to review FTA’s non-GAAP financial measures to the most directly comparable GAAP measures. FTA’s non-GAAP financial measure may not be comparable to similarly titled measures presented by other companies.
For more information on these non-GAAP financial measures, please see the table captioned “Reconciliations of Non-GAAP Results” set forth at the end of this release.
Safe Harbor Statement
This press release contains statements that may constitute “forward-looking” statements which are made pursuant to the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to,” and similar statements. Statements that are not historical facts, including statements about the Company’s beliefs, plans, and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: FTA’s goal and strategies; FTA’s expansion plans; FTA’s future business development, financial condition and results of operations; expected changes in FTA’s revenues, costs or expenses; industry landscape of, and trends in, China’s road transportation market; competition in FTA’s industry; FTA’s expectations regarding demand for, and market acceptance of, its services; FTA’s expectations regarding its relationships with shippers, truckers and other ecosystem participants; FTA’s ability to protect is systems and infrastructures from cyber-attacks; PRC laws, regulations, and policies relating to the road transportation market, as well as general regulatory environment in which FTA operates in China; the results of regulatory review and the duration and impact of any regulatory action taken against FTA; the impact of COVID-19 pandemic; general economic and business condition; and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in the Company’s filings with the SEC. All information provided in this press release is as of the date of this press release, and the Company does not undertake any obligation to update any forward-looking statement, except as required under applicable law.
For investor and media inquiries, please contact:
In China:
Full Truck Alliance Co. Ltd.
Mao Mao
E-mail: IR@amh-group.com
The Piacente Group, Inc.
Emilie Wu
Tel: +86-21-6039-8363
E-mail: FTA@thepiacentegroup.com
In the United States:
The Piacente Group, Inc.
Brandi Piacente
Tel: +1-212-481-2050
E-mail: FTA@thepiacentegroup.com
FULL TRUCK ALLIANCE CO. LTD.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(All amounts in thousands, except share, ADS, per share and per ADS data)
| As of | ||||||||||||
| December 31, | June 30, | June 30, | ||||||||||
| 2020 | 2021 | 2021 | ||||||||||
| RMB | RMB | US$ | ||||||||||
| ASSETS |
||||||||||||
| Current assets: |
||||||||||||
| Cash and cash equivalents |
10,060,391 | 10,140,920 | 1,570,629 | |||||||||
| Restricted cash – current |
86,277 | 73,047 | 11,314 | |||||||||
| Short-term investments |
8,731,195 | 16,670,733 | 2,581,968 | |||||||||
| Accounts receivable, net |
34,729 | 59,928 | 9,282 | |||||||||
| Amounts due from related parties |
— | 103,769 | 16,072 | |||||||||
| Loans receivable, net |
1,313,957 | 1,491,968 | 231,076 | |||||||||
| Prepayments and other current assets |
456,802 | 919,247 | 142,373 | |||||||||
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| Total current assets |
20,683,351 | 29,459,612 | 4,562,714 | |||||||||
| Restricted cash – non-current |
13,500 | 13,500 | 2,091 | |||||||||
| Property and equipment, net |
38,984 | 37,857 | 5,863 | |||||||||
| Investments in equity investees |
875,205 | 1,014,073 | 157,060 | |||||||||
| Intangible assets, net |
491,279 | 467,453 | 72,399 | |||||||||
| Goodwill |
2,865,071 | 2,865,071 | 443,743 | |||||||||
| Deferred tax assets |
18,966 | 29,420 | 4,557 | |||||||||
| Other non-current assets |
147,000 | 598,822 | 92,746 | |||||||||
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| Total non-current assets |
4,450,005 | 5,026,196 | 778,459 | |||||||||
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| TOTAL ASSETS |
25,133,356 | 34,485,808 | 5,341,173 | |||||||||
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| LIABILITIES, MEZZANINE EQUITY AND SHAREHOLDERS’ (DEFICIT)/EQUITY |
|
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| Current liabilities: |
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| Accounts payable |
23,839 | 24,180 | 3,745 | |||||||||
| Amounts due to related parties |
172,779 | 256,678 | 39,754 | |||||||||
| Payable to investors of the consolidated trusts |
31,400 | — | — | |||||||||
| Prepaid for freight listing fees and other service fees |
319,924 | 402,381 | 62,321 | |||||||||
| Income tax payable |
25,924 | 34,318 | 5,315 | |||||||||
| Other tax payable |
446,839 | 387,138 | 59,960 | |||||||||
| Accrued expenses and other current liabilities |
941,642 | 839,905 | 130,087 | |||||||||
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|
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| Total current liabilities |
1,962,347 | 1,944,600 | 301,182 | |||||||||
| Deferred tax liabilities |
118,783 | 113,292 | 17,547 | |||||||||
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| Total non-current liabilities |
118,783 | 113,292 | 17,547 | |||||||||
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| TOTAL LIABILITIES |
2,081,130 | 2,057,892 | 318,729 | |||||||||
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| MEZZANINE EQUITY |
||||||||||||
| Convertible redeemable preferred shares |
32,846,087 | — | — | |||||||||
| Subscription receivables |
(1,310,140 | ) | — | — | ||||||||
| SHAREHOLDERS’ (DEFICIT)/EQUITY |
||||||||||||
| Ordinary shares |
296 | 1,394 | 216 | |||||||||
| Additional paid-in capital |
3,809,060 | 48,306,998 | 7,481,801 | |||||||||
| Accumulated other comprehensive income |
1,072,307 | 876,719 | 135,786 | |||||||||
| Subscription receivables |
— | (1,310,140 | ) | (202,915 | ) | |||||||
| Accumulated deficit |
(13,365,806 | ) | (15,520,749 | ) | (2,403,858 | ) | ||||||
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| TOTAL SHAREHOLDERS’ (DEFICIT)/EQUITY |
(8,484,143 | ) | 32,354,222 | 5,011,030 | ||||||||
| Non-controlling interests |
422 | 73,694 | 11,414 | |||||||||
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| TOTAL FULL TRUCK ALLIANCE CO. LTD. (DEFICIT)/EQUITY |
(8,483,721 | ) | 32,427,916 | 5,022,444 | ||||||||
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|
|
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|||||||
| TOTAL LIABILITIES, MEZZANINE EQUITY AND (DEFICIT)/EQUITY |
25,133,356 | 34,485,808 | 5,341,173 | |||||||||
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FULL TRUCK ALLIANCE CO. LTD.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF LOSS
(All amounts in thousands, except share, ADS, per share and per ADS data)
| Three months ended | Six months ended | |||||||||||||||||||||||||||
| June 30, | March 31, | June 30, | June 30, | June 30, | June 30, | June 30, | ||||||||||||||||||||||
| 2020 | 2021 | 2021 | 2021 | 2020 | 2021 | 2021 | ||||||||||||||||||||||
| RMB | RMB | RMB | US$ | RMB | RMB | US$ | ||||||||||||||||||||||
| Net Revenues (including value added taxes, “VAT”, of RMB332.3 million and RMB630.7 million for the three months ended June 30, 2020 and 2021, respectively) |
556,945 | 867,154 | 1,118,821 | 173,283 | 995,514 | 1,985,975 | 307,588 | |||||||||||||||||||||
| Operating expenses: |
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| Cost of revenues (including VAT net of refund of VAT of RMB279.9 million and RMB481.1 million for the three months ended June 30, 2020 and 2021, respectively)(1) |
(378,241 | ) | (412,800 | ) | (626,952 | ) | (97,102 | ) | (567,938 | ) | (1,039,752 | ) | (161,037 | ) | ||||||||||||||
| Sales and marketing expenses(1) |
(71,482 | ) | (170,386 | ) | (236,849 | ) | (36,683 | ) | (153,747 | ) | (407,235 | ) | (63,073 | ) | ||||||||||||||
| General and administrative expenses(1) |
(347,077 | ) | (321,976 | ) | (2,123,019 | ) | (328,814 | ) | (518,266 | ) | (2,444,995 | ) | (378,682 | ) | ||||||||||||||
| Research and development expenses(1) |
(87,851 | ) | (138,047 | ) | (155,081 | ) | (24,019 | ) | (178,626 | ) | (293,128 | ) | (45,400 | ) | ||||||||||||||
| Provision for loans receivable |
(19,208 | ) | (28,456 | ) | (23,705 | ) | (3,671 | ) | (50,480 | ) | (52,161 | ) | (8,079 | ) | ||||||||||||||
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| Total operating expenses |
(903,859 | ) | (1,071,665 | ) | (3,165,606 | ) | (490,289 | ) | (1,469,057 | ) | (4,237,271 | ) | (656,271 | ) | ||||||||||||||
| Other operating income |
1,952 | 2,617 | 6,399 | 991 | 5,753 | 9,016 | 1,396 | |||||||||||||||||||||
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|
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| Loss from operations |
(344,962 | ) | (201,894 | ) | (2,040,386 | ) | (316,015 | ) | (467,790 | ) | (2,242,280 | ) | (347,287 | ) | ||||||||||||||
| Other income (expense) |
||||||||||||||||||||||||||||
| Interest income |
59,654 | 49,422 | 45,152 | 6,993 | 116,742 | 94,574 | 14,648 | |||||||||||||||||||||
| Interest expenses |
(955 | ) | — | — | — | (8,327 | ) | — | — | |||||||||||||||||||
| Foreign exchange gain (loss) |
708 | 141 | (11,720 | ) | (1,815 | ) | 2,464 | (11,579 | ) | (1,793 | ) | |||||||||||||||||
| Investment income |
— | 8,272 | 15,822 | 2,451 | — | 24,094 | 3,732 | |||||||||||||||||||||
| Unrealized gains (loss) from fair value changes of trading securities and derivative assets |
607 | (37,136 | ) | 29,655 | 4,593 | 607 | (7,481 | ) | (1,159 | ) | ||||||||||||||||||
| Other (expenses) income, net |
(11,374 | ) | 1,443 | (6,859 | ) | (1,062 | ) | 280 | (5,416 | ) | (839 | ) | ||||||||||||||||
| Share of loss in equity method investees |
(2,690 | ) | (1,572 | ) | (1,685 | ) | (261 | ) | (7,597 | ) | (3,257 | ) | (504 | ) | ||||||||||||||
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|
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| Total other income |
45,950 | 20,570 | 70,365 | 10,899 | 104,169 | 90,935 | 14,085 | |||||||||||||||||||||
| Net loss before income tax |
(299,012 | ) | (181,324 | ) | (1,970,021 | ) | (305,116 | ) | (363,621 | ) | (2,151,345 | ) | (333,202 | ) | ||||||||||||||
| Income tax benefits (expense) |
1,625 | (15,632 | ) | 11,806 | 1,829 | 2,609 | (3,826 | ) | (593 | ) | ||||||||||||||||||
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| Net loss from continuing operations. |
(297,387 | ) | (196,956 | ) | (1,958,215 | ) | (303,287 | ) | (361,012 | ) | (2,155,171 | ) | (333,795 | ) | ||||||||||||||
| Net income from discontinued operations, net of tax |
111 | — | — | — | 452 | — | — | |||||||||||||||||||||
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| Net loss |
(297,276 | ) | (196,956 | ) | (1,958,215 | ) | (303,287 | ) | (360,560 | ) | (2,155,171 | ) | (333,795 | ) | ||||||||||||||
| Less: net loss attributable to non-controlling interests |
(2 | ) | (1 | ) | (227 | ) | (35 | ) | (4 | ) | (228 | ) | (35 | ) | ||||||||||||||
| Net loss attributable to Full Truck Alliance Co. Ltd. |
(297,274 | ) | (196,955 | ) | (1,957,988 | ) | (303,252 | ) | (360,556 | ) | (2,154,943 | ) | (333,760 | ) | ||||||||||||||
| Deemed dividend |
— | 270,214 | 248,218 | 38,444 | — | 518,432 | 80,295 | |||||||||||||||||||||
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| Net loss attributable to ordinary shareholders |
(297,274 | ) | (467,169 | ) | (2,206,206 | ) | (341,696 | ) | (360,556 | ) | (2,673,375 | ) | (414,055 | ) | ||||||||||||||
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FULL TRUCK ALLIANCE CO. LTD.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF LOSS (CONTINUED)
(All amounts in thousands, except share, ADS, per share and per ADS data)
| Three months ended | Six months ended | |||||||||||||||||||||||||||
| June 30, | March 31, | June 30, | June 30, | June 30, | June 30, | June 30, | ||||||||||||||||||||||
| 2020 | 2021 | 2021 | 2021 | 2020 | 2021 | 2021 | ||||||||||||||||||||||
| RMB | RMB | RMB | US$ | RMB | RMB | US$ | ||||||||||||||||||||||
| Net loss per ordinary share |
||||||||||||||||||||||||||||
| Continuing operations |
(0.09 | ) | (0.10 | ) | (0.37 | ) | (0.06 | ) | (0.11 | ) | (0.51 | ) | (0.08 | ) | ||||||||||||||
| Discontinued operations |
0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | |||||||||||||||||||||
| —Basic and diluted |
(0.09 | ) | (0.10 | ) | (0.37 | ) | (0.06 | ) | (0.11 | ) | (0.51 | ) | (0.08 | ) | ||||||||||||||
| Net loss per ADS* |
||||||||||||||||||||||||||||
| Continuing operations |
(1.72 | ) | (2.09 | ) | (7.34 | ) | (1.14 | ) | (2.10 | ) | (10.20 | ) | (1.58 | ) | ||||||||||||||
| Discontinued operations |
0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | |||||||||||||||||||||
| —Basic and diluted |
(1.72 | ) | (2.09 | ) | (7.34 | ) | (1.14 | ) | (2.10 | ) | (10.20 | ) | (1.58 | ) | ||||||||||||||
| Weighted average number of ordinary shares used in computing net loss per share |
||||||||||||||||||||||||||||
| —Basic and diluted |
3,461,083,085 | 4,476,994,630 | 6,010,123,217 | 6,010,123,217 | 3,432,751,684 | 5,243,545,489 | 5,243,545,489 | |||||||||||||||||||||
| Weighted average number of ADS used in computing net loss per ADS |
||||||||||||||||||||||||||||
| —Basic and diluted |
173,054,154 | 223,849,732 | 300,506,161 | 300,506,161 | 171,637,584 | 262,177,274 | 262,177,274 | |||||||||||||||||||||
| * | Each ADS represents 20 ordinary shares. |
| (1) | Share-based compensation expenses in operating expenses are as follows: |
| Three months ended | Six months ended | |||||||||||||||||||||||||||
| June 30, | March 31, | June 30, | June 30, | June 30, | June 30, | June 30, | ||||||||||||||||||||||
| 2020 | 2021 | 2021 | 2021 | 2020 | 2021 | 2021 | ||||||||||||||||||||||
| RMB | RMB | RMB | US$ | RMB | RMB | US$ | ||||||||||||||||||||||
| Cost of revenues |
— | 181 | 747 | 116 | — | 928 | 144 | |||||||||||||||||||||
| Sales and marketing expenses |
— | 26,218 | 12,660 | 1,961 | — | 38,878 | 6,021 | |||||||||||||||||||||
| General and administrative expenses |
244,015 | 260,214 | 1,952,520 | 302,407 | 326,501 | 2,212,734 | 342,709 | |||||||||||||||||||||
| Research and development expenses |
— | 15,041 | 5,119 | 793 | — | 20,160 | 3,122 | |||||||||||||||||||||
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| Total |
244,015 | 301,654 | 1,971,046 | 305,277 | 326,501 | 2,272,700 | 351,996 | |||||||||||||||||||||
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FULL TRUCK ALLIANCE CO. LTD.
RECONCILIATIONS OF GAAP AND NON-GAAP RESULTS
(All amounts in thousands, except share, ADS, per share and per ADS data)
| Three months ended | Six months ended | |||||||||||||||||||||||||||
| June 30, | March 31, | June 30, | June 30, | June 30, | June 30, | June 30, | ||||||||||||||||||||||
| 2020 | 2021 | 2021 | 2021 | 2020 | 2021 | 2021 | ||||||||||||||||||||||
| RMB | RMB | RMB | US$ | RMB | RMB | US$ | ||||||||||||||||||||||
| Loss from operations |
(344,962 | ) | (201,894 | ) | (2,040,386 | ) | (316,015 | ) | (467,790 | ) | (2,242,280 | ) | (347,287 | ) | ||||||||||||||
| Add: |
||||||||||||||||||||||||||||
| Share-based compensation expense |
244,015 | 301,654 | 1,971,046 | 305,277 | 326,501 | 2,272,700 | 351,996 | |||||||||||||||||||||
| Compensation cost resulting from repurchase of ordinary shares in excess of fair value |
6,487 | — | 78,478 | 12,155 | 6,487 | 78,478 | 12,155 | |||||||||||||||||||||
| Amortization of intangible assets resulting from business acquisitions |
10,333 | 10,983 | 10,983 | 1,701 | 20,666 | 21,966 | 3,402 | |||||||||||||||||||||
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| Non-GAAP adjusted operating (loss) income |
(84,127 | ) | 110,743 | 20,121 | 3,118 | (114,136 | ) | 130,864 | 20,266 | |||||||||||||||||||
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| Net loss |
(297,276 | ) | (196,956 | ) | (1,958,215 | ) | (303,287 | ) | (360,560 | ) | (2,155,171 | ) | (333,795 | ) | ||||||||||||||
| Add: |
||||||||||||||||||||||||||||
| Share-based compensation expense |
244,015 | 301,654 | 1,971,046 | 305,277 | 326,501 | 2,272,700 | 351,996 | |||||||||||||||||||||
| Compensation cost resulting from repurchase of ordinary shares in excess of fair value |
6,487 | — | 78,478 | 12,155 | 6,487 | 78,478 | 12,155 | |||||||||||||||||||||
| Amortization of intangible assets resulting from business acquisitions |
10,333 | 10,983 | 10,983 | 1,701 | 20,666 | 21,966 | 3,402 | |||||||||||||||||||||
| Tax effects of non-GAAP adjustments |
(2,583 | ) | (2,746 | ) | (2,746 | ) | (425 | ) | (5,166 | ) | (5,492 | ) | (851 | ) | ||||||||||||||
| Less: |
||||||||||||||||||||||||||||
| Net income from discontinued operations, net of tax |
111 | — | — | — | 452 | — | — | |||||||||||||||||||||
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| Non-GAAP adjusted net (loss) income |
(39,135 | ) | 112,935 | 99,546 | 15,421 | (12,524 | ) | 212,481 | 32,907 | |||||||||||||||||||
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FULL TRUCK ALLIANCE CO. LTD.
RECONCILIATIONS OF GAAP AND NON-GAAP RESULTS (CONTINUED)
(All amounts in thousands, except share, ADS, per share and per ADS data)
| Three months ended | Six months ended | |||||||||||||||||||||||||||
| June 30, | March 31, | June 30, | June 30, | June 30, | June 30, | June 30, | ||||||||||||||||||||||
| 2020 | 2021 | 2021 | 2021 | 2020 | 2021 | 2021 | ||||||||||||||||||||||
| RMB | RMB | RMB | US$ | RMB | RMB | US$ | ||||||||||||||||||||||
| Net loss attributable to ordinary shareholders |
(297,274 | ) | (467,169 | ) | (2,206,206 | ) | (341,696 | ) | (360,556 | ) | (2,673,375 | ) | (414,055 | ) | ||||||||||||||
| Add: |
||||||||||||||||||||||||||||
| Share-based compensation expense |
244,015 | 301,654 | 1,971,046 | 305,277 | 326,501 | 2,272,700 | 351,996 | |||||||||||||||||||||
| Compensation cost resulting from repurchase of ordinary shares in excess of fair value |
6,487 | — | 78,478 | 12,155 | 6,487 | 78,478 | 12,155 | |||||||||||||||||||||
| Amortization of intangible assets resulting from business acquisitions |
10,333 | 10,983 | 10,983 | 1,701 | 20,666 | 21,966 | 3,402 | |||||||||||||||||||||
| Tax effects of non-GAAP adjustments |
(2,583 | ) | (2,746 | ) | (2,746 | ) | (425 | ) | (5,166 | ) | (5,492 | ) | (851 | ) | ||||||||||||||
| Less: |
||||||||||||||||||||||||||||
| Net income from discontinued operations, net of tax |
111 | — | — | — | 452 | — | — | |||||||||||||||||||||
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| Non-GAAP adjusted net loss attributable to ordinary shareholders |
(39,133 | ) | (157,278 | ) | (148,445 | ) | (22,988 | ) | (12,520 | ) | (305,723 | ) | (47,353 | ) | ||||||||||||||
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| Non-GAAP adjusted net loss per ordinary share |
||||||||||||||||||||||||||||
| —Basic and diluted |
(0.01 | ) | (0.04 | ) | (0.02 | ) | (0.00 | ) | (0.00 | ) | (0.06 | ) | (0.01 | ) | ||||||||||||||
| Non-GAAP adjusted net loss per ADS |
||||||||||||||||||||||||||||
| —Basic and diluted |
(0.23 | ) | (0.70 | ) | (0.49 | ) | (0.08 | ) | (0.07 | ) | (1.17 | ) | (0.18 | ) | ||||||||||||||
| Weighted average number of ordinary shares used in computing non-GAAP adjusted loss per share |
||||||||||||||||||||||||||||
| —Basic and diluted |
3,461,083,085 | 4,476,994,630 | 6,010,123,217 | 6,010,123,217 | 3,432,751,684 | 5,243,545,489 | 5,243,545,489 | |||||||||||||||||||||
| Weighted average number of ADS used in computing non-GAAP adjusted net loss per ADS |
||||||||||||||||||||||||||||
| —Basic and diluted |
173,054,154 | 223,849,732 | 300,506,161 | 300,506,161 | 171,637,584 | 262,177,274 | 262,177,274 | |||||||||||||||||||||