Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2018shares | |
Entity Registrant Name | Pinduoduo Inc. |
Entity Central Index Key | 0001737806 |
Document Type | 20-F |
Document Period End Date | Dec. 31, 2018 |
Amendment Flag | false |
Current Fiscal Year End Date | --12-31 |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Entity Filer Category | Non-accelerated Filer |
Entity Emerging Growth Company | false |
Entity Shell Company | false |
Document Fiscal Year Focus | 2018 |
Document Fiscal Period Focus | FY |
Class A ordinary shares | |
Entity Common Stock, Shares Outstanding | 2,381,240,988 |
Class B ordinary shares | |
Entity Common Stock, Shares Outstanding | 2,074,447,700 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS ¥ in Thousands, $ in Thousands | Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Jan. 01, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2015CNY (¥) |
Current assets | ||||||
Cash and cash equivalents | $ 2,059,533 | ¥ 14,160,322 | ¥ 3,058,152 | ¥ 1,319,843 | ||
Restricted cash | 2,382,280 | 16,379,364 | 9,370,849 | |||
Receivables from online payment platforms | 36,010 | 247,586 | 88,173 | |||
Short-term investments | 1,109,838 | 7,630,689 | 50,000 | |||
Amounts due from related parties | 148,212 | 1,019,033 | 442,912 | |||
Prepayments and other current assets | 138,752 | 953,989 | 127,742 | |||
Total current assets | 5,874,625 | 40,390,983 | 13,137,828 | |||
Non-current assets | ||||||
Property and equipment, net | 4,229 | 29,075 | 9,279 | |||
Intangible asset | 375,149 | 2,579,338 | ||||
Loan to a related party | 162,363 | |||||
Other non-current assets | 26,568 | 182,667 | 5,000 | |||
Total non-current assets | 405,946 | 2,791,080 | 176,642 | |||
Total Assets | 6,280,571 | 43,182,063 | 13,314,470 | |||
Current liabilities | ||||||
Amounts due to related parties (including amounts due to related parties of the consolidated VIE and its subsidiaries without recourse to the primary beneficiary of RMB56,032 and RMB458,147 (US$66,635) as of December 31, 2017 and 2018, respectively) | 69,539 | 478,113 | 76,057 | |||
Customer advances (including customer advances of the consolidated VIE and its subsidiaries without recourse to the primary beneficiary of RMB56,453 and RMB190,382 (US$27,690) as of December 31, 2017 and 2018, respectively) | 27,850 | 191,482 | ¥ 56,453 | 56,453 | ||
Payable to merchants (including payable to merchants of the consolidated VIE and its subsidiaries without recourse to the primary beneficiary of RMB9,838,519 and RMB17,275,934 (US$2,512,680) as of December 31, 2017 and 2018, respectively) | 2,512,680 | 17,275,934 | 9,838,519 | |||
Accrued expenses and other liabilities (including accrued expenses and other liabilities of the consolidated VIE and its subsidiaries without recourse to the primary beneficiary of RMB208,301 and RMB1,500,951 (US$218,304) as of December 31, 2017 and 2018, respectively) | 323,712 | 2,225,667 | 360,393 | |||
Merchant deposits (including merchant deposits of the consolidated VIE and its subsidiaries without recourse to the primary beneficiary of RMB1,778,085 and RMB4,188,273 (US$609,159) as of December 31, 2017 and 2018, respectively) | 609,159 | 4,188,273 | 1,778,085 | |||
Total current liabilities | 3,542,940 | 24,359,469 | 12,109,507 | |||
Total liabilities | 3,542,940 | 24,359,469 | 12,109,507 | |||
Mezzanine equity | ||||||
Mezzanine equity | 2,196,921 | |||||
Shareholders' (deficits)/equity | ||||||
Additional paid-in capital | 4,234,532 | 29,114,527 | 61,326 | |||
Accumulated other comprehensive (loss)/income | 150,648 | 1,035,783 | (23,101) | |||
Accumulated deficits | (1,647,569) | (11,327,858) | (1,030,237) | |||
Total shareholders' (deficits)/equity | 2,737,631 | 18,822,594 | (991,958) | ¥ (426,278) | ¥ (127,936) | |
Total liabilities, mezzanine equity and shareholders' (deficits)/equity | 6,280,571 | 43,182,063 | 13,314,470 | |||
Series A1 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | 4,224 | |||||
Series A2 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | 48,815 | |||||
Series B1 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | 219,448 | |||||
Series B2 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | 29,451 | |||||
Series B3 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | 153,009 | |||||
Series B4 Convertible Preferred Shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | 327,786 | |||||
Series C1 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | 96,052 | |||||
C2 Convertible Preferred Shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | 638,863 | |||||
Series C3 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | 679,273 | |||||
Class A ordinary shares | ||||||
Shareholders' (deficits)/equity | ||||||
Common Shares | 11 | 78 | 1 | |||
Class B ordinary shares | ||||||
Shareholders' (deficits)/equity | ||||||
Common Shares | $ 9 | ¥ 64 | ¥ 53 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) ¥ in Thousands, $ in Thousands | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2018CNY (¥)shares | Jan. 01, 2018CNY (¥) | Dec. 31, 2017$ / shares | Dec. 31, 2017CNY (¥)shares | Dec. 31, 2016shares |
Amounts due to related parties | $ 69,539 | ¥ 478,113 | ¥ 76,057 | |||
Customer advances | 27,850 | 191,482 | ¥ 56,453 | 56,453 | ||
Payable to merchants | 2,512,680 | 17,275,934 | 9,838,519 | |||
Accrued expenses and other liabilities | 323,712 | 2,225,667 | 360,393 | |||
Merchant deposits | $ 609,159 | ¥ 4,188,273 | ¥ 1,778,085 | |||
Ordinary shares, outstanding | 1,758,769,820 | 1,815,200,000 | ||||
Series A1 convertible preferred shares | ||||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | $ 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 71,849,380 | |||
Convertible preferred shares, issued | 71,849,380 | |||||
Convertible preferred shares, outstanding | 71,849,380 | |||||
Series A2 convertible preferred shares | ||||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 238,419,800 | |||
Convertible preferred shares, issued | 0 | 0 | 238,419,800 | |||
Convertible preferred shares, outstanding | 0 | 0 | 238,419,800 | |||
Series B1 convertible preferred shares | ||||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 211,588,720 | |||
Convertible preferred shares, issued | 0 | 0 | 211,588,720 | |||
Convertible preferred shares, outstanding | 0 | 0 | 211,588,720 | |||
Series B2 convertible preferred shares | ||||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 27,781,280 | |||
Convertible preferred shares, issued | 0 | 0 | 27,781,280 | |||
Convertible preferred shares, outstanding | 0 | 0 | 27,781,280 | |||
Series B3 convertible preferred shares | ||||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 145,978,540 | |||
Convertible preferred shares, issued | 0 | 0 | 145,978,540 | |||
Convertible preferred shares, outstanding | 0 | 0 | 145,978,540 | |||
Series B4 Convertible Preferred Shares | ||||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 292,414,780 | |||
Convertible preferred shares, issued | 0 | 0 | 292,414,780 | |||
Convertible preferred shares, outstanding | 0 | 0 | 292,414,780 | |||
Series C1 convertible preferred shares | ||||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 56,430,180 | |||
Convertible preferred shares, issued | 0 | 0 | 56,430,180 | |||
Convertible preferred shares, outstanding | 0 | 0 | 56,430,180 | |||
Convertible preferred shares, subscription receivable | ¥ | ¥ 0 | ¥ 13,758 | ||||
C2 Convertible Preferred Shares | ||||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 238,260,780 | |||
Convertible preferred shares, issued | 0 | 0 | 238,260,780 | |||
Convertible preferred shares, outstanding | 0 | 0 | 238,260,780 | |||
Series C3 convertible preferred shares | ||||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 241,604,260 | |||||
Convertible preferred shares, issued | 0 | 0 | 241,604,260 | |||
Convertible preferred shares, outstanding | 241,604,260 | |||||
Class A ordinary shares | ||||||
Ordinary shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Ordinary shares, shares authorized | 77,300,000,000 | 77,300,000,000 | 6,208,214,480 | |||
Shares issued | 2,381,240,988 | 2,381,240,988 | 42,486,360 | |||
Ordinary shares, outstanding | 2,381,240,988 | 2,381,240,988 | 42,486,360 | |||
Class B ordinary shares | ||||||
Ordinary shares, par value | $ / shares | $ 0.000005 | $ 0.000005 | ||||
Ordinary shares, shares authorized | 2,200,000,000 | 2,200,000,000 | 1,716,283,460 | |||
Shares issued | 2,074,447,700 | 2,074,447,700 | 1,716,283,460 | |||
Ordinary shares, outstanding | 2,074,447,700 | 2,074,447,700 | 1,716,283,460 | |||
Consolidated VIE | ||||||
Amounts due to related parties | $ 66,635 | ¥ 458,147 | ¥ 56,032 | |||
Customer advances | 27,690 | 190,382 | 56,453 | |||
Payable to merchants | 2,512,680 | 17,275,934 | 9,838,519 | |||
Accrued expenses and other liabilities | 218,304 | 1,500,951 | 208,301 | |||
Merchant deposits | $ 609,159 | ¥ 4,188,273 | ¥ 1,778,085 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2018CNY (¥)¥ / sharesshares | Dec. 31, 2017CNY (¥)¥ / sharesshares | Dec. 31, 2016CNY (¥)¥ / sharesshares | |
Revenues | ||||
Revenues | $ 1,908,223 | ¥ 13,119,990 | ¥ 1,744,076 | ¥ 504,864 |
Costs of revenues | ||||
Total costs of revenues | (422,551) | (2,905,249) | (722,830) | (577,870) |
Gross (loss)/profit | 1,485,672 | 10,214,741 | 1,021,246 | (73,006) |
Sales and marketing expenses | (1,955,031) | (13,441,813) | (1,344,582) | (168,990) |
General and administrative expenses | (939,075) | (6,456,612) | (133,207) | (14,793) |
Research and development expenses | (162,324) | (1,116,057) | (129,181) | (29,421) |
Impairment of a long-term investment | 0 | (10,000) | 0 | |
Total operating expenses | (3,056,430) | (21,014,482) | (1,616,970) | (213,204) |
Operating loss | (1,570,758) | (10,799,741) | (595,724) | (286,210) |
Interest income | 85,076 | 584,940 | 80,783 | 4,460 |
Foreign exchange gain/(loss) | 1,460 | 10,037 | (11,547) | 475 |
Changes in the fair value of warrant liability | (8,668) | |||
Other (loss)/income, net | (1,798) | (12,361) | 1,373 | (2,034) |
Loss before income tax | (1,486,020) | (10,217,125) | (525,115) | (291,977) |
Net loss | (1,486,020) | (10,217,125) | (525,115) | (291,977) |
Deemed distribution to certain holders of convertible preferred shares | (11,708) | (80,496) | (30,430) | |
Contribution from a holder of convertible preferred shares | 26,413 | |||
Net loss attributable to ordinary shareholders | $ (1,497,728) | ¥ (10,297,621) | ¥ (498,702) | ¥ (322,407) |
Loss per share: | ||||
Basic | (per share) | $ (0.50) | ¥ (3.47) | ¥ (0.28) | ¥ (0.18) |
Diluted | (per share) | $ (0.50) | ¥ (3.47) | ¥ (0.28) | ¥ (0.18) |
Shares used in loss per share computation | ||||
Basic | shares | 2,968,319,549 | 2,968,319,549 | 1,764,799,346 | 1,815,200,000 |
Diluted | shares | 2,968,319,549 | 2,968,319,549 | 1,764,799,346 | 1,815,200,000 |
Other comprehensive income/(loss), net of tax of nil | ||||
Foreign currency translation difference, net of tax of nil | $ 154,008 | ¥ 1,058,884 | ¥ (47,681) | ¥ 20,001 |
Comprehensive loss | (1,332,012) | (9,158,241) | (572,796) | (271,976) |
Online marketplace services | ||||
Revenues | ||||
Revenues | 1,908,223 | 13,119,990 | 1,740,691 | 48,276 |
Costs of revenues | ||||
Total costs of revenues | $ (422,551) | ¥ (2,905,249) | (719,778) | (93,551) |
Merchandise sales | ||||
Revenues | ||||
Revenues | 3,385 | 456,588 | ||
Costs of revenues | ||||
Total costs of revenues | ¥ (3,052) | ¥ (484,319) |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Parenthetical) - CNY (¥) ¥ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS | |||
Other comprehensive income/(loss), tax | ¥ 0 | ¥ 0 | ¥ 0 |
Foreign currency translation difference, tax | ¥ 0 | ¥ 0 | ¥ 0 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' (DEFICITS)/EQUITY ¥ in Thousands, $ in Thousands | Ordinary sharesUSD ($)shares | Ordinary sharesCNY (¥)shares | Additional paid in capitalUSD ($) | Additional paid in capitalCNY (¥) | Accumulated other comprehensive (loss)/incomeUSD ($) | Accumulated other comprehensive (loss)/incomeCNY (¥) | Accumulated DeficitsUSD ($) | Accumulated DeficitsCNY (¥) | Class B ordinary sharesshares | USD ($)shares | CNY (¥)shares |
Balance at beginning of the year at Dec. 31, 2015 | ¥ 56 | ¥ 17,467 | ¥ 4,579 | ¥ (150,038) | ¥ (127,936) | ||||||
Balance (in shares) at Dec. 31, 2015 | shares | 1,815,200,000 | 1,815,200,000 | |||||||||
Changes in equity | |||||||||||
Net loss | (291,977) | (291,977) | |||||||||
Foreign currency translation difference | 20,001 | 20,001 | |||||||||
Deemed distribution to certain holders of convertible preferred shares | (30,430) | (30,430) | |||||||||
Share-based compensation | 4,064 | 4,064 | |||||||||
Balance at end of the year at Dec. 31, 2016 | ¥ 56 | 21,531 | 24,580 | (472,445) | ¥ (426,278) | ||||||
Balance (in shares) at Dec. 31, 2016 | shares | 1,815,200,000 | 1,815,200,000 | 1,815,200,000 | 1,815,200,000 | |||||||
Changes in equity | |||||||||||
Net loss | (525,115) | ¥ (525,115) | |||||||||
Foreign currency translation difference | (47,681) | (47,681) | |||||||||
Repurchase and cancellation of Class B ordinary shares | ¥ (2) | 2 | (32,677) | ¥ (32,677) | |||||||
Repurchase and cancellation of Class B ordinary shares (in shares) | shares | (56,430,180) | (56,430,180) | |||||||||
Contribution from a holder of convertible preferred shares | 26,413 | ¥ 26,413 | |||||||||
Share-based compensation | 13,380 | 13,380 | |||||||||
Balance at end of the year at Dec. 31, 2017 | ¥ 54 | 61,326 | (23,101) | (1,030,237) | ¥ (991,958) | ||||||
Balance (in shares) at Dec. 31, 2017 | shares | 1,758,769,820 | 1,758,769,820 | 1,716,283,460 | 1,758,769,820 | 1,758,769,820 | ||||||
Changes in equity | |||||||||||
Net loss | (10,217,125) | $ (1,486,020) | ¥ (10,217,125) | ||||||||
Foreign currency translation difference | 1,058,884 | $ 154,008 | 1,058,884 | ||||||||
Deemed distribution to certain holders of convertible preferred shares | (80,496) | (80,496) | |||||||||
Conversion of convertible preferred shares to ordinary shares | ¥ 67 | 10,950,438 | ¥ 10,950,505 | ||||||||
Conversion of convertible preferred shares to ordinary shares (in shares) | shares | 2,075,502,060 | 2,075,502,060 | |||||||||
Initial public offering | 13 | 11,523,618 | ¥ 11,523,631 | ||||||||
Initial public offering (in shares) | shares | 366,943,308 | 366,943,308 | |||||||||
Share-based compensation | 8 | 6,579,145 | ¥ 6,579,153 | ||||||||
Share-based compensation (in shares) | shares | 254,473,500 | 254,473,500 | |||||||||
Balance at end of the year at Dec. 31, 2018 | $ 20 | ¥ 142 | $ 4,234,532 | ¥ 29,114,527 | $ 150,648 | ¥ 1,035,783 | $ (1,647,569) | ¥ (11,327,858) | $ 2,737,631 | ¥ 18,822,594 | |
Balance (in shares) at Dec. 31, 2018 | shares | 4,455,688,688 | 4,455,688,688 | 2,074,447,700 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | |
CASH FLOW FROM OPERATING ACTIVITIES | ||||
Net loss | $ (1,486,020) | ¥ (10,217,125) | ¥ (525,115) | ¥ (291,977) |
Depreciation and amortization | 72,286 | 497,003 | 2,265 | 756 |
Impairment of long-term investment | 0 | 10,000 | 0 | |
Change in the fair value of warrant liability | 8,668 | |||
Interest income | (11,383) | (78,267) | (2,573) | |
Loss on disposal of property and equipment | 2 | 13 | 64 | |
Share-based compensation | 995,066 | 6,841,573 | 13,380 | 4,064 |
Changes in operating assets and liabilities: | ||||
Receivables from online payment platforms | (23,186) | (159,413) | (77,891) | (8,316) |
Amounts due from related parties | (83,793) | (576,121) | (350,265) | (2,748) |
Prepayments and other current assets | (114,694) | (788,577) | (87,614) | 98,715 |
Amounts due to related parties | 58,477 | 402,056 | 51,081 | (42,319) |
Customer advances | 19,639 | 135,029 | 54,299 | (102,731) |
Payables to merchants | 1,081,727 | 7,437,415 | 8,721,721 | 1,091,603 |
Accrued expenses and other liabilities | 271,130 | 1,864,153 | 318,363 | (95,410) |
Merchant deposits | 350,547 | 2,410,188 | 1,558,613 | 219,472 |
Net cash flow generated from operating activities | 1,129,798 | 7,767,927 | 9,686,328 | 879,777 |
CASH FLOW FROM INVESTING ACTIVITIES | ||||
Purchase of short-term investments | (1,093,211) | (7,516,370) | (1,393,000) | (320,000) |
Proceeds from sales of short-term investments | 7,272 | 50,000 | 1,633,000 | 30,000 |
Purchase of long-term investments | (26,854) | (184,637) | (15,000) | |
Proceeds from disposal of a long-term investment | 727 | 5,000 | ||
Purchase of property and equipment | (3,975) | (27,331) | (8,921) | (2,301) |
Proceeds from disposal of property and equipment | 6 | 39 | 362 | |
Loan to a related party | (159,790) | |||
Repayment from a related party | 23,240 | 159,790 | ||
Loans to third parties, net of repayment | (5,090) | (35,000) | ||
Net cash flow (used in) / generated from investing activities | (1,097,885) | (7,548,509) | 71,651 | (307,301) |
CASH FLOW FROM FINANCING ACTIVITIES | ||||
Deemed distribution | (18,326) | |||
Proceeds from initial public offering | 1,727,866 | 11,879,944 | ||
Initial public offering costs | (51,823) | (356,313) | ||
Proceeds from issuance of convertible preferred shares | 847,148 | 5,824,568 | 1,446,906 | 511,911 |
Costs incurred for the issuance of convertible preferred shares | (559) | (3,842) | (15,369) | (7,047) |
Repurchase of Class B ordinary shares | (32,677) | |||
Net cash flow generated from financing activities | 2,522,632 | 17,344,357 | 1,398,860 | 486,538 |
Exchange rate effect on cash, cash equivalents and restricted cash | 79,545 | 546,910 | (47,681) | 20,397 |
Net increase in cash, cash equivalents and restricted cash | 2,634,090 | 18,110,685 | 11,109,158 | 1,079,411 |
Cash, cash equivalents and restricted cash at beginning of year | 1,807,723 | 12,429,001 | 1,319,843 | 240,432 |
Cash, cash equivalents and restricted cash at end of year | 4,441,813 | 30,539,686 | 12,429,001 | 1,319,843 |
Supplement disclosure of cash flow information: | ||||
Interest received | 63,034 | 433,390 | 52,150 | 3,992 |
Supplement disclosure of non-cash investing activities: | ||||
Purchase of property and equipment included in accrued expenses and other liabilities | 192 | 1,319 | 198 | |
Purchase of property and equipment included in prepayments, other receivables and other current assets | 388 | 2,670 | ||
Acquisition of intangible asset | 414,860 | 2,852,370 | ||
Reconciliation of cash, cash equivalents and restricted cash: | ||||
Total cash, cash equivalents and restricted cash in the statements of cash flows | $ 1,807,723 | ¥ 12,429,001 | ¥ 1,319,843 | ¥ 240,432 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2018 | |
Organization | |
Organization | 1. Organization Pinduoduo Inc. (the ‘‘Company’’) was incorporated in the Cayman Islands on April 20, 2015 under the Cayman Islands Companies Law as an exempted company with limited liability. The Company through its consolidated subsidiaries, variable interest entity (the ‘‘VIE’’) and the subsidiaries of the VIE (collectively, the ‘‘Group’’) are principally engaged in the merchandise sales and the provision of online marketplace to help merchants leverage the power of the internet to engage with their customers in the People’s Republic of China (the ‘‘PRC’’ or ‘‘China’’). Due to the PRC legal restrictions on foreign ownership and investment in such business, the Company conducts its primary business operations through its VIE and subsidiary of the VIE. The Company is ultimately controlled by Mr. Zheng Huang (the ‘‘Founder’’) since its establishment. As of December 31, 2018, the details of the Company’s major subsidiaries, consolidated VIE and the subsidiaries of the VIE are as follows: Percentage of Date of Place of ownership by the Principal Entity incorporation incorporation Company activities Direct Indirect Subsidiaries: HongKong Walnut Street Limited ("Walnut HK") April 28, 2015 Hong Kong 100 % — Holding company Hangzhou Weimi Network Technology Co., Ltd. ("Hangzhou Weimi" or the "WFOE") May 28, 2015 PRC 100 % — Technology research and development Shenzhen Qianhai Xinzhijiang Information Technology Co., Ltd. (“Xinzhijiang”) April 25, 2018 PRC 100 % — E-commerce platform VIE: Hangzhou Aimi Network Technology Co., Ltd. ("Hangzhou Aimi" or the "VIE") April 14, 2015 PRC — 100 % E-commerce platform VIE’s subsidiary: Shanghai Xunmeng Information Technology Co., Ltd. ("Shanghai Xunmeng") January 9, 2014 PRC — 100 % E-commerce platform In June 2016, the Company obtained 100% equity interest in Shanghai Xunmeng which was controlled by the Founder since its establishment. The transaction undertaken by the Company and the Founder to restructure the Group was accounted for as a legal reorganization of entities under common control in a manner similar to a pooling of interest using historical cost. The accompanying consolidated financial statements have been prepared as if the current corporate structure had been in existence throughout the periods presented. The VIE agreements The PRC laws and regulations currently place certain restrictions on foreign ownership of companies that engage in internet content and other restricted businesses. To comply with PRC laws and regulations, the Group conducts all of its business in China through the VIE and subsidiaries of the VIE. Despite the lack of technical majority ownership, the Company has effective control of the VIE through a series of contractual arrangements (the "Contractual Agreements’’) and a parent-subsidiary relationship exists between the Company and the VIE. The equity interests of the VIE are legally held by PRC individuals and a PRC entity (the ‘‘Nominee Shareholders’’). Through the Contractual Agreements, the Nominee Shareholders of the VIE effectively assigned all of their voting rights underlying their equity interests in the VIE to the Company, via the WFOE, and therefore, the Company has the power to direct the activities of the VIE that most significantly impact its economic performance. The Company also has the right to receive economic benefits and obligations to absorb losses from the VIE, via the WFOE, that potentially could be significant to the VIE. Based on the above, the Company consolidates the VIE in accordance with SEC Regulation SX-3A-02 and ASC810-10, Consolidation: Overall. The following is a summary of the Contractual Agreements: Exclusive Option Agreements Pursuant to the Exclusive Option Agreements entered into between the Nominee Shareholders, the VIE and the WFOE, the Nominee Shareholders granted to the WFOE or its designees proxy of shareholders rights and voting rights of their respective equity interests in the VIE. The WFOE has the sole discretion as to when to exercise the options, whether in part or full. The exercise price of the options to purchase all or part of the equity interests in the VIE will be the minimum amount of consideration permitted by the applicable PRC laws. Any proceeds received by the Nominee Shareholders from the exercise of the options shall be remitted to the WFOE or its designated party, to the extent permitted under PRC laws. The Exclusive Option Agreements will remain in effect until all the equity interests in VIE held by Nominee Shareholders are transferred to the WFOE or its designated party. The WFOE may terminate the Exclusive Option Agreements at its sole discretion, whereas under no circumstances may the VIE or the Nominee Shareholders terminate the agreements. Equity Pledge Agreement Pursuant to the Equity Pledge Agreement entered into among the WFOE (the ''Pledge Agreement''), the Nominee Shareholders and the VIE, the Nominee Shareholders pledged all of their equity interests in the VIE to the WFOE as collateral to secure their obligations under the Contractual Agreements. The Nominee Shareholders further undertake that they will remit any distributions in connection with such shareholders’ equity interests in the VIE to the WFOE, to the extent permitted by PRC laws. If the VIE or any of their Nominee Shareholders breach any of their respective contractual obligations under the above agreements, the WFOE, as the pledgee, will be entitled to certain rights, including the right to sell, transfer or dispose of the pledged equity interest. The Nominee Shareholders of the VIE agree not to create any encumbrance on or otherwise transfer or dispose of their respective equity interest in the VIE, without the prior consent of the WFOE. The Equity Pledge Agreement will be valid until the VIE and the shareholders fulfill all the contractual obligations under the Contractual Agreements in full and the pledged equity interests have been transferred to the WFOE and/or its designee. Shareholders’ Voting Rights Proxy Agreement Pursuant to the Shareholders’ Voting Rights Proxy Agreement entered into between the Nominee Shareholders, the VIE and the WFOE (the ''Proxy Agreement''), the Nominee Shareholders authorized the WFOE or its designated party to act on behalf of the Nominee Shareholders as exclusive agent and attorney with all respect to all matters concerning the shareholding including but not limited to attend shareholders’ meetings of the VIE; (2) exercise all the shareholders’ rights, including voting rights; and (3) designate and appoint on behalf of each shareholder the senior management members of the VIE. The proxy remains irrevocable and continuously valid from the date of execution so long as each Nominee Shareholder remains as a shareholder of the VIE. The proxy agreements were subsequently reassigned to the Company. Exclusive Consulting and Services Agreement Pursuant to the Exclusive Consulting and Services Agreement (the ''Consulting and Services Agreement''), WFOE retains exclusive right to provide to the VIE the technical support and consulting services, including but not limited to, technology development and maintenance service, marketing consulting service and administrative consulting service. WFOE owns the intellectual property rights developed in the performance of the agreement. In exchange for these services, WFOE is entitled to charge the VIE annual service fees which typically amount to what would be substantially all of the VIE’s pre-tax profits, resulting in a transfer of substantially all of the profits from the VIE to the WFOE. The term of the agreement is 10 years, expiring on June 5, 2025, which will be automatically renewed every ten-year thereafter if the WFOE does not provide notice of termination to the Nominee Shareholders three months prior to expiration. Financial support undertaking letter The Company and the VIE entered into a financial support undertaking letter pursuant to which, the Company is obligated and hereby undertakes to provide unlimited financial support to the VIE, to the extent permissible under the applicable PRC laws and regulations, whether or not any such operational loss is actually incurred. The Company will not request repayment of the loans or borrowings if the VIE or its shareholders do not have sufficient funds or are unable to repay. In the opinion of the Company’s management and PRC counsel, (i) the ownership structure of the Group, including its subsidiary, the VIE and the subsidiaries of the VIE, is not in violation with any applicable PRC laws, (ii) each of the VIE agreements is legal, valid, binding and enforceable to each party of such agreements in accordance with its terms and applicable PRC Laws; and (iii) each of the Group’s PRC subsidiaries, the VIE and the subsidiaries of the VIE have the necessary corporate power and authority to conduct its business as described in its business scope under its business license, which is in full force and effect, and the Group’s business operation in PRC are in compliance with existing PRC laws and regulations. However, uncertainties in the PRC legal system could cause the relevant regulatory authorities to find the current Contractual Agreements and businesses to be in violation of any existing or future PRC laws or regulations. If the Company, the WFOE or any of its current or future VIE are found in violation of any existing or future laws or regulations, or fail to obtain or maintain any of the required permits or approvals, the relevant PRC regulatory authorities would have broad discretion in dealing with such violations, which may include, but not limited to, revocation of business and operating licenses, being required to discontinue or restrict its business operations, restriction of the Group’s right to collect revenues, being required to restructure its operations, imposition of additional conditions or requirements with which the Group may not be able to comply, or other regulatory or enforcement actions against the Group that could be harmful to its business. The imposition of any of these or other penalties may result in a material and adverse effect on the Group’s ability to conduct its business. In addition, if the imposition of any of these penalties causes the Company to lose the rights to direct the activities of the VIE or the right to receive their economic benefits, the Company would no longer be able to consolidate the VIE. In addition, if the VIE or the Nominee Shareholders fail to perform their obligations under the Contractual Agreements, the Group may have to incur substantial costs and expend resources to enforce the primary beneficiary’ rights under the contracts. The Group may have to rely on legal remedies under PRC laws, including seeking specific performance or injunctive relief and claiming damages, which may not be effective. All of the Contractual Agreements are governed by PRC laws and provide for the resolution of disputes through arbitration in the PRC. Accordingly, these contracts would be interpreted in accordance with PRC laws and any disputes would be resolved in accordance with PRC legal procedures. The legal system in PRC is not as developed as in other jurisdictions, such as the United States. As a result, uncertainties in the PRC legal system could limit the Group’s ability to enforce these contractual arrangements. Under PRC laws, rulings by arbitrators are final, parties cannot appeal the arbitration results in courts, and prevailing parties may only enforce the arbitration awards in PRC courts through arbitration award recognition proceedings, which would incur additional expenses and delay. In the event the Group is unable to enforce the Contractual Agreements, the primary beneficiary may not be able to exert effective control over its VIE, and the Group’s ability to conduct its business may be negatively affected. The VIE contributed 72.4%, 100% and 77.3% of the Group’s consolidated revenues for the years ended December 31, 2016, 2017 and 2018 respectively. As of December 31, 2017 and 2018, the VIE accounted for an aggregate of 92.8% and 53.1%, respectively of the consolidated total assets, and 98.6% and 96.9%, respectively of the consolidated total liabilities. Other revenue-producing assets held by the VIE and its subsidiaries mainly include licenses, such as the internet content provision license and internally-developed intangible assets including trademarks, patents, copyrights and domain names. The following tables represent the financial information for the VIE as of December 31, 2017 and 2018 and for the years ended December 31, 2016, 2017 and 2018 before eliminating the inter-company balances and transactions between the VIE, the subsidiaries of the VIE and other entities within the Group: As of December 31, 2017 2018 RMB RMB US$ ASSETS Current assets Cash and cash equivalents 2,192,667 3,529,316 513,318 Restricted cash 9,370,849 16,379,364 2,382,280 Receivables from online payment Platforms 88,173 247,586 36,010 Short-term investments 40,000 1,300,000 189,077 Amounts due from related parties (i) 442,669 1,018,963 148,202 Amounts due from Group companies (ii) — 565,101 82,191 Prepayments and other current assets 57,445 441,590 64,227 Total current assets 12,191,803 23,481,920 3,415,305 Non-current assets Property and equipment, net 2,212 16,578 2,411 Loan to a related party 162,363 — — Other non-current assets 5,000 — — Total non-current assets 169,575 16,578 2,411 Total assets 12,361,378 23,498,498 3,417,716 As of December 31, 2017 2018 RMB RMB US$ LIABILITIES Current liabilities Amounts due to Group companies (iii) 561,922 1,575,534 229,152 Amounts due to related parties (i) 56,032 458,147 66,635 Customer advances 56,453 190,382 27,690 Payable to merchants 9,838,519 17,275,934 2,512,680 Accrued expenses and other liabilities 208,301 1,500,951 218,304 Merchant deposits 1,778,085 4,188,273 609,159 Total current liabilities 12,499,312 25,189,221 3,663,620 Total liabilities 12,499,312 25,189,221 3,663,620 For the years ended December 31, 2016 2017 2018 RMB RMB RMB US$ Net revenues from Group companies 23,725 207,570 298,415 43,403 External 365,416 1,744,076 10,136,874 1,474,347 Net revenues 389,141 1,951,646 10,435,289 1,517,750 Net loss (116,034) (8,924) (1,552,789) (225,844) For the years ended December 31, 2016 2017 2018 RMB RMB RMB US$ (As adjusted) (As adjusted) Net cash generated from operating activities (iv) 1,156,387 10,391,383 8,984,498 1,306,741 Net cash (used in)/generated from investing activities (305,473) 88,404 (1,147,101) (166,839) Net cash provided by financing activities — 200,000 507,767 73,852 Net increase in cash, cash equivalents and restricted cash (iv) 850,914 10,679,787 8,345,164 1,213,754 i) ii) iii) iv) There are no consolidated VIE’s assets that are pledged or collateralized for the VIE’s obligations and which can only be used to settle the VIE’s obligations, except for registered capital and the PRC statutory reserves. Relevant PRC laws and regulations restrict the VIE from transferring a portion of its net assets, equivalent to the balance of their statutory reserves and its share capital, to the Company in the form of loans and advances or cash dividends. Please refer to Note 19 for disclosure of the restricted net assets. As the VIE is incorporated as limited liability company under the PRC Company Law, creditors of the VIE do not have recourse to the general credit of the Company for any of the liabilities of the VIE. There were no other pledges or collateralization of the VIE’s assets. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies (a) Basis of presentation The accompanying consolidated financial statements have been prepared in accordance with the accounting principles generally accepted in the United States of America (“US GAAP”). (b) Principles of consolidation The consolidated financial statements include the financial statements of the Company, its subsidiaries, the VIE and the subsidiaries of the VIE. All significant inter-company transactions and balances between the Company, its subsidiaries, the VIE and subsidiaries of the VIE have been eliminated upon consolidation. (c) Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the balance sheet date and revenues and expenses during the reporting periods. Significant accounting estimates reflected in the Group’s consolidated financial statements include, but not limited to economic lives and impairment of long-lived assets, valuation of short-term and long-term investments, valuation allowance for deferred tax assets, uncertain tax position, valuation for share-based compensation, warrant liability and modification of the convertible preferred shares. Changes in facts and circumstances may result in revised estimates. Actual results could differ from those estimates, and as such, differences may be material to the consolidated financial statements. (d) Foreign currency The functional currency of the Company and Walnut HK is the US$. The Company’s PRC subsidiaries, the VIE and the subsidiaries of the VIE determined their functional currencies to be RMB based on the criteria of ASC 830, Foreign Currency Matters. The Group uses the RMB as its reporting currency. Transactions denominated in foreign currencies are re-measured into the functional currency at the exchange rates prevailing on the transaction dates. Monetary assets and liabilities denominated in foreign currencies are re-measured at the exchange rates prevailing at the balance sheet date. Non-monetary items that are measured in terms of historical cost in foreign currency are re-measured using the exchange rates at the dates of the initial transactions. Exchange gains and losses are included in the consolidated statements of comprehensive loss. The Company uses the average exchange rate for the year and the exchange rate at the balance sheet date to translate the operating results and financial position, respectively. Translation differences are recorded in accumulated other comprehensive income /(loss), a component of shareholders’ (deficits)/equity. (e) Convenience translation Amounts in US$ are presented for the convenience of the reader and are translated at the noon buying rate of US$1.00 to RMB6.8755 on December 31, 2018, the last business day in December 2018, as published on the website of the United States Federal Reserve Board. No representation is made that the RMB amounts could have been, or could be, converted into US$ at such rate. (f) Cash and cash equivalents Cash and cash equivalents consist of cash on hand and highly liquid investments which are unrestricted as to withdrawal or use and have original maturities of three months or less when purchased. (g) Restricted cash Restricted cash represents cash received from consumers and reserved in a bank supervised account for payments to merchants. In November 2016, the FASB issued Accounting Standards Update (ASU) No. 2016-18, Statement of Cash Flows (Topic 230) : Restricted Cash, (“ASU 2016-18”), which requires entities to present the aggregate changes in cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. As a result, the statement of cash flows will be required to present restricted cash and restricted cash equivalents as a part of the beginning and ending balances of cash and cash equivalents. The Group adopted ASU 2016-18 retrospectively and presented restricted cash within the ending cash, cash equivalents, and restricted cash balance on the Company’s consolidated statements of cash flows for all of the years presented. For the years ended December 31, 2016 and 2017, the changes in restricted cash of nil and RMB9,370,849, respectively, were previously reported within net cash used in operating activities in the consolidated statements of cash flows. (h) Short-term investments All highly liquid investments with original maturities of greater than three months but less than twelve months, are classified as short-term investments. Investments that are expected to be realized in cash during the next twelve months are also included in short-term investments. The Group accounts for short-term investments in accordance with ASC Topic 320 (“ASC 320”), Investments — Debt and Equity Securities. Interest income is included in earnings. Any realized gains or losses on the sale of the short-term investments are determined on a specific identification method and such gains and losses are reflected in earnings during the periods in which gains or losses are realized. (i) Property and equipment Property and equipment are stated at cost and are depreciated using the straight-line method over the estimated useful lives of the assets, as follows: Category Estimated useful life Computer and office equipment 3 years Leasehold improvements Over the shorter of lease terms or the estimated useful lives of the assets Repair and maintenance costs are charged to expense as incurred, whereas the costs of renewals and betterments that extend the useful lives of property and equipment are capitalized as additions to the related assets. Retirements, sales and disposals of assets are recorded by removing the cost and accumulated depreciation from the asset and accumulated depreciation accounts with any resulting gain or loss reflected in the consolidated statements of comprehensive loss. Direct costs that are related to the construction of property and equipment and incurred in connection with bringing the assets to their intended use are capitalized as construction in progress. Construction in progress is transferred to specific property and equipment, and the depreciation of these assets commences when the assets are ready for their intended use. (j) Impairment of long-lived assets other than goodwill The Group evaluates its long-lived assets, including fixed assets and intangible assets with finite lives, for impairment whenever events or changes in circumstances, such as a significant adverse change to market conditions that will impact the future use of the assets, indicate that the carrying amount of an asset may not be fully recoverable. When these events occur, the Group evaluates the recoverability of long-lived assets by comparing the carrying amounts of the assets to the future undiscounted cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flows is less than the carrying amounts of the assets, the Group recognizes an impairment loss based on the excess of the carrying amounts of the assets over their fair value. Fair value is generally determined by discounting the cash flows expected to be generated by the assets, when the market prices are not readily available. For all periods presented, there were no impairment of any of the Group’s long-lived assets. (k) Fair value of financial instruments The Group’s financial instruments include cash and cash equivalents, restricted cash, receivables from payment platforms, amount due from/to related parties, an interest-bearing loan to a related party, merchant deposits, customer advances, payables to merchants, short-term investments, an other non-current asset and convertible preferred shares. Other than the interest-bearing loan to a related party, other non-current asset and convertible preferred shares, the carrying values of these financial instruments approximated their fair values due to their short-term maturities. The carrying amount of the interest-bearing loan to a related party approximated its fair value since it bore interest rate which approximated market interest rate. The convertible preferred shares were initially recognized at their respective fair value. The warrant liability was recognized at fair value. The Group applies ASC 820, Fair Value Measurements and Disclosures (''ASC 820''). ASC 820 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. ASC 820 requires disclosures to be provided on fair value measurement. ASC 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1 — Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 — Other inputs that are directly or indirectly observable in the marketplace. Level 3 — Unobservable inputs which are supported by little or no market activity. ASC 820 describes three main approaches to measuring the fair value of assets and liabilities: (1) market approach; (2) income approach; and (3) cost approach. The market approach uses prices and other relevant information generated from market transactions involving identical or comparable assets or liabilities. The income approach uses valuation techniques to convert future amounts to a single present value amount. The measurement is based on the value indicated by current market expectations about those future amounts. The cost approach is based on the amount that would currently be required to replace an asset. (l) Revenue recognition The Group through its platform primarily offers online marketplace services that enable third-party merchants to sell their products to consumers in China. Revenues from online marketplace services consist of online marketing services revenues and transaction services fees. Payments for services are generally received before deliveries. Effective January 1, 2018, the Group adopted ASU 2014-09, Revenue from contracts with Customers (Topic 606), using the modified retrospective method applying to those contracts not yet completed as of January 1, 2018. There were no changes made to the Company’s revenue recognition policy as a result of the adoption of Topic 606. Under Topic 606, revenues are recognized when control of the promised services are transferred to the Group’s customers in amounts that reflect the consideration the Group expects to be entitled to in exchange for those services. The Group also evaluates whether it is appropriate to record the gross amounts of goods and services sold and the related costs, or the net amounts earned as commissions. The Group presents value added taxes (“VAT”) as reductions of revenues. Online marketplace services The Group charges fees for transaction services to merchants for sales transactions completed on the Group’s online marketplace, where the Group does not take control of the products provided by the merchants at any point in the time during the transactions and does not have latitude over pricing of the merchandise. Transaction services fee is determined as a percentage based on the value of merchandise being sold by the merchants. Revenues related to transaction services are recognized in consolidated statements of comprehensive loss at the time when the Group’s service obligations to the merchants are determined to have been completed under each sales transaction upon the consumers confirming the receipts of goods. Fees charged for transaction services are not refundable if and when consumers return the merchandise to merchants. The Group also entered into contractual agreements with certain merchants to provide online marketing services on the Group’s online marketplace for which the Group receives service fees from merchants. Online marketing services allow merchants to bid for keywords that match product listings appearing in search or browser results on the Group’s online marketplace. Merchants prepay for online marketing services that are charged on a cost-per-click basis. The Group provides the online marketing services on its own platforms without involvement of any other party. Under ASC 606, the related revenues are recognized at a point of time when consumers click the merchants’ product listings when services are completed by the Group for the merchants. The positioning of such listings and the price for such positioning are determined through an online auction system, which facilitates price discovery through a market-based mechanism. In order to promote its online marketplace and attract more registered consumers, the Group at its own discretion offers incentives such as coupons, credits and discounts to consumers. Consumers are not customers of the Group, therefore incentives offered to consumers are not considered payments to customers. Coupons and credits redeemable for coupons can only be used in future purchases of eligible merchandise offered on the Group’s online marketplace to reduce purchase price that are not specific to any merchant. As the consumers are required to make future purchases of the merchants’ merchandise to redeem these coupons, the Group recognizes the amounts of redeemed coupons as marketing expenses when future purchases are made. Discounts provided to consumers are not specific to any merchant and the associated costs to the Company are recognized when the related transaction services revenues are recognized. During 2018, the Group also issued to consumers at its discretion, cash redeemable credits upon their completion of certain actions unrelated to the purchases of merchant products on the Group’s online marketplace. As the credits were redeemable for cash, the Group accrued for the related costs in marketing expenses based on the cash redemption value of each credit as it is issued, assuming all credits will be redeemed. As of December 31, 2018, the amount of outstanding credits was immaterial. Merchandise sales When the Group conducts online merchandise sales of fresh produce and other perishable products, it is primarily obligated for the merchandise sold to the customers, subject to inventory risk, has latitude in establishing prices and selecting suppliers. Revenues from merchandise sales are recorded on the gross basis when the customers confirm the receipts of goods. Proceeds received in advance of customer acceptance are recorded as current liabilities in customer advances. (m) Costs of revenues Costs of online marketplace services consist primarily of payment processing fees paid to third party online payment platform, costs associated with the operation of the Group’s platform, such as bandwidths and server costs, depreciation and maintenance costs, staff costs and share-based compensation expenses, surcharges and other expenses directly attributable to the online marketplace services. Costs of merchandise sales consist of the same elements as those of online marketplace services, as well as the purchase price of merchandise, shipping and other logistics charges and write-down of inventories. (n) Advertising expenditures Advertising expenditures are expensed when incurred. Total amount of advertising expenditures and incentive programs recognized in sales and marketing expenses were RMB113,691, RMB1,259,610 and RMB12,867,833 (US$1,871,549) for the years ended December 31, 2016, 2017 and 2018, respectively. (o) Research and development expenses Research and development expenses include payroll, employee benefits, and other operating expenses associated with research and platform development. Research and development expenses also include rent, depreciation and other related expenses. To date, expenditures incurred between when the application has reached the development stage and when it is substantially complete and ready for its intended use have been inconsequential and, as a result, the Company did not capitalize any software development costs in the accompanying consolidated financial statements. (p) Leases Leases are classified at the inception date as either a capital lease or an operating lease. The Group did not enter into any leases whereby it is the lessor for any of the periods presented. As the lessee, a lease is a capital lease if any of the following conditions exists: a) ownership is transferred to the lessee by the end of the lease term, b) there is a bargain purchase option, c) the lease term is at least 75% of the property’s estimated remaining economic life, or d) the present value of the minimum lease payments at the beginning of the lease term is 90% or more of the fair value of the leased property to the lessor at the inception date. A capital lease is accounted for as if there was an acquisition of an asset and an incurrence of an obligation at the inception of the lease. The Group did not enter into any capital leases for the years ended December 31, 2016, 2017 and 2018. All other leases are accounted for as operating leases wherein rental payments are expensed on a straight-line basis over the periods of their respective lease terms. The Group leases office space under operating lease agreements. Certain lease agreements contain rent holidays and escalating rent. Rent holidays and escalating rent are considered in determining the straight-line rent expense to be recorded over the lease term. The lease term begins on the date of initial possession of the lease property for purposes of recognizing lease expense on a straight-line basis over the term of the lease. (q) Income taxes The Group follows the liability method of accounting for income taxes in accordance with ASC 740 (“ASC 740”), Income Taxes. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities using enacted tax rates that will be in effect in the period in which the differences are expected to reverse. The Group records a valuation allowance to offset deferred tax assets if based on the weight of available evidence, it is more-likely-than-not that some portion, or all, of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rate is recognized in tax expense in the period that includes the enactment date of the change in tax rate. The Group accounted for uncertainties in income taxes in accordance with ASC 740. Interest and penalties related to unrecognized tax benefit recognized in accordance with ASC 740 are classified in the consolidated statements of comprehensive loss as income tax expenses. (r) Share-based compensation The Group applies ASC 718 (“ASC 718”), Compensation—Stock Compensation, to account for its employee share-based payments. In accordance with ASC 718, the Group determines whether an award should be classified and accounted for as a liability award or an equity award. All of the Group’s share-based awards to employees were classified as equity awards. The Group measures the employee share-based compensation based on the fair value of the award at the grant date. Expense is recognized using accelerated method over the requisite service period. The fair value of share options at the time of grant is determined using the binomial-lattice option pricing model. (s) Employee benefit expenses As stipulated by the regulations of the PRC, full-time employees of the Group are entitled to various government statutory employee benefit plans, including medical insurance, maternity insurance, workplace injury insurance, unemployment insurance and pension benefits through a PRC government-mandated multi-employer defined contribution plan. The Group is required to make contributions to the plan and accrues for these benefits based on certain percentages of the qualified employees’ salaries. (t) Comprehensive loss Comprehensive loss is defined as the changes in equity of the Group during a period from transactions and other events and circumstances excluding transactions resulting from investments by owners and distributions to owners. Among other disclosures, ASC 220, Comprehensive Income, requires that all items that are required to be recognized under current accounting standards as components of comprehensive income be reported in a financial statement that is displayed with the same prominence as other financial statements. For each of the periods presented, the Group’s comprehensive loss includes net loss and foreign currency translation difference and is presented in the consolidated statements of comprehensive loss. (u) Loss per share Basic loss per share is computed by dividing net loss attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period using the two-class method. Under the two-class method, net loss is allocated between ordinary shares and other participating securities based on their participating rights. Diluted loss per share is calculated by dividing net loss attributable to ordinary shareholders by the weighted average number of ordinary and dilutive ordinary equivalent shares outstanding during the period. Ordinary equivalent shares consist of shares issuable upon the exercise of share options using the treasury stock method. Ordinary equivalent shares are not included in the denominator of the diluted loss per share calculation when inclusion of such shares would be anti-dilutive. Basic and diluted loss per share are not reported separately for Class A ordinary shares or Class B ordinary shares (the ''Ordinary Shares'') as each class of shares has the same rights to undistributed and distributed earnings. (v) Segment reporting The Group follows ASC 280, Segment Reporting. The Group’s Chief Executive Officer as the chief operating decision-maker reviews the consolidated financial results when making decisions about allocating resources and assessing the performance of the Group as a whole and hence, the Group has only one reportable segment. The Group operates and manages its business as a single segment. As the Group’s long-lived assets are substantially all located in the PRC and substantially all the Group revenues are derived from within the PRC, no geographical segments are presented. (w) Recent accounting pronouncements The Jumpstart Our Business Startups Act ("JOBS Act") provides that an emerging growth company ("EGC") as defined therein can take advantage of an extended transition period for complying with new or revised accounting standards. This allows an EGC to delay adoption of certain accounting standards until those standards would otherwise apply to private companies. The Company as an EGC elected to take advantage of the extended transition period. However, the Company ceased to be an EGC on December 31, 2018 due to its rapid revenue growth in 2018. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), (“ASU 2016-02”), which requires a lessee to recognize a lease liability and a right-of-use asset for all leases with lease terms of more than 12 months. This guidance is effective for annual reporting periods beginning after December 15, 2018, including interim periods within those years, and early adoption is permitted. In January 2018, the FASB issued ASU No. 2018-01, Leases: Land Easement Practical Expedient, (“ASU 2018-01”), which provides an optional transition practical expedient for land easements. The effective date of the transition requirements for the amendment is the same as the effective date and transition requirements in ASU 2016-02. Subsequently, the FASB issued ASU No. 2018-10 Codification Improvements to Topic 842, Leases, (“ASU 2018-10”), which clarifies certain aspects of the guidance issued in ASU 2016-02; and ASU No. 2018-11, Leases (Topic 842): Targeted Improvements, (“ASU 2018-11”), which provides an additional transition method and a practical expedient for separating components of a contract for lessors. ASU 2016-02 modifies existing guidance for off balance sheet treatment of lessees’ operating leases by requiring lessees to recognize lease assets and lease liabilities. Under ASU 2016-02, lessor accounting is largely unchanged. ASU 2018-10 clarifies certain provisions and correct unintended applications of the guidance such as the application of implicit rate, lessee reassessment of lease classification, and certain transition adjustments that should be recognized to earnings rather than to stockholders’ equity. ASU 2018-11 provides an alternative transition method and practical expedient for separating contract components for the adoption of Topic 842. ASU 2018-11, ASU 2018-10, and ASU 2016-02 (collectively, “the new lease standards”) are effective for public business entities for annual reporting periods and interim periods within those years beginning after December 15, 2018. These new lease standards become effective for the Company on January 1, 2019. The Company will adopt this standard effective January 1, 2019 using the modified retrospective method, and chose to apply the new standard as of the effective date and will not restate comparable period. The Company will elect the package of practical expedients permitted under the transition guidance, which allows the Company to carry forward the historical lease classification, the assessment whether any expired or exiting contract is or contains a lease and initial direct costs for any leases that exist prior to adoption of the new standard. The Company will also elect the practical expedient not to separate lease and non-lease components for certain classes of underlying assets and the short-term lease exemption for contracts with lease terms of 12 months or less. Certain operating leases related to rental of offices will be subject to ASU 2016-02 and right-of-use assets and lease liabilities will be recognized on the Company’s consolidated balance sheet. The Company currently believes the most significant change will be related to the recognition of right-of-use assets and lease liabilities on the Company’s balance sheet for certain in-scope operating leases. The Company does not expect any material impact on net assets and the consolidated statement of comprehensive income as a result of adopting the new standard. In August 2018, the FASB issued ASU No. 2018-13 (‘‘ASU 2018-13’’), Fair Value Measurement . ASU 2018-13 modifies the disclosure requirements for fair value measurements by removing, modifying, or adding certain disclosures. The amendments in ASU 2018-13 will be effective for the Company beginning after January 1, 2020 including interim periods within the year. Early adoption is permitted. An entity is permitted to early adopt any removed or modified disclosures upon issuance of ASU No. 2018-13 and delay adoption of the additional disclosures until their effective date. The Company is not early adopting the standard and it is in the process of evaluation the impact of adoption of this new standard on its consolidated financial statements. |
Concentration of Risks
Concentration of Risks | 12 Months Ended |
Dec. 31, 2018 | |
Concentration of Risks | |
Concentration of Risks | 3. Concentration of Risks (a) Concentration of credit risk Financial instruments that potentially subject the Group to significant concentration of credit risk consist primarily of cash and cash equivalents, restricted cash, receivables from online payment platforms and short-term investments. As of December 31, 2017 and 2018, all of the Group’s cash and cash equivalents, restricted cash and short-term investments were held at reputable financial institutions with high-credit ratings. In the event of bankruptcy of one of these financial institutions, the Group may not be able to claim its cash and demand deposits back in full. The Group continues to monitor the financial strength of the financial institutions. There has been no recent history of default in relation to these financial institutions. Receivables from online payment platforms, unsecured and denominated in RMB, derived from merchandise sales on the Group’s online marketplace to consumers, are exposed to credit risk. The risk is mitigated by credit evaluations the Group performs on the selected online payment platforms that are highly reputable and market leaders. There has been no default of payments from these online payment platforms. (b) Business, customer, political, social and economic risks The Group participates in a dynamic and competitive high technology industry and believes that changes in any of the following areas could have a material adverse effect on the Group’s future financial position, results of operations or cash flows: changes in the overall demand for services; competitive pressures due to new entrants; advances and new trends in new technology; strategic relationships or customer relationships; regulatory considerations; and risks associated with the Group’s ability to attract and retain employees necessary to support its growth. (i) Business supplier risk - suppliers accounting for 10% or more of total costs were: For the years ended December 31, Supplier 2017 2018 A * 550,832 B 459,982 491,798 C 81,009 * * Less than 10% (ii) Customer risk—the success of the Group’s business going forward will rely in part on Group’s ability to continue to obtain and expand business from existing customers while also attracting new customers. No customer accounted for 10% or more of the Group’s revenues for the years ended December 31, 2016, 2017 and 2018. (iii) Economic risk—the Group’s operations could be adversely affected by significant political, economic and social uncertainties in the PRC. Although the PRC government has been pursuing economic reform policies for more than 20 years, no assurance can be given that the PRC government will continue to pursue such policies or that such policies may not be significantly altered, especially in the event of a change in leadership, social or political disruption or unforeseen circumstances affecting the PRC political, economic and social conditions. There is also no guarantee that the PRC government’s pursuit of economic reforms will be consistent or effective. (c) Foreign currency exchange rate risk From July 21, 2005, the RMB is permitted to fluctuate within a narrow and managed band against a basket of certain foreign currencies. The (depreciation) / appreciation of the US$ against RMB was approximately 6.8%, (5.8%) and 5.0% for the years ended December 31, 2016, 2017 and 2018, respectively. The functional currency and the reporting currency of the Company are the US$ and the RMB, respectively. Most of the Company’s revenues and costs are denominated in RMB, while a portion of cash and cash equivalents, and short-term investments, are denominated in US$. Any significant revaluation of RMB may materially and adversely affect the Company’s cash flows, earnings and financial position in U.S. dollars. (d) Currency convertibility risk The Group transacts all of its business in RMB, which is not freely convertible into foreign currencies. On January 1, 1994, the PRC government abolished the dual rate system and introduced a single rate of exchange as quoted daily by the People’s Bank of China (the ''PBOC''). However, the unification of the exchange rates does not imply that the RMB may be readily convertible into US$ or other foreign currencies. All foreign exchange transactions continue to take place either through the PBOC or other banks authorized to buy and sell foreign currencies at the exchange rates quoted by the PBOC. Approval of foreign currency payments by the PBOC or other institutions requires submitting a payment application form together with suppliers’ invoices, shipping documents and signed contracts. |
Short-term Investments
Short-term Investments | 12 Months Ended |
Dec. 31, 2018 | |
Short-term Investments | |
Short-term Investments | 4. Short-term Investments The Company’s short-term investments included cash deposits at floating rates in financial institutions with maturities of less than one year. For the years ended December 31, 2016, 2017 and 2018, the Group recognized interest income related to its short-term investments of RMB1,522, RMB12,483 and RMB115,737 (US$16,833), respectively, in the consolidated statements of comprehensive loss. |
Prepayments and Other Current A
Prepayments and Other Current Assets | 12 Months Ended |
Dec. 31, 2018 | |
Prepayments and Other Current Assets | |
Prepayments and Other Current Assets | 5. Prepayments and Other Current Assets The components of prepayments and other current assets are as follows: As of December 31, 2017 2018 2018 RMB RMB US$ Prepayments 35,104 667,113 97,028 VAT recoverable 33,364 63,005 9,164 Rental and other deposits 14,589 64,902 9,440 Loan to a third party 2,456 35,000 5,091 Staff advances 3,689 7,868 1,144 Payments made on behalf of merchants 4,914 8,234 1,198 Interest receivables 26,529 101,062 14,699 Others 7,097 6,805 988 127,742 953,989 138,752 The prepayments primarily consist of advertising fees paid in advance. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2018 | |
Property and Equipment, Net | |
Property and Equipment, Net | 6. Property and Equipment, Net As of December 31, 2017 2018 2018 RMB RMB US$ At cost: Computer and office equipment 7,256 27,148 3,949 Leasehold improvement 5,019 10,654 1,550 12,275 37,802 5,499 Less: accumulated depreciation (2,996) (8,727) (1,270) 9,279 29,075 4,229 For the years ended December 31, 2016, 2017 and 2018, the Group recorded depreciation expenses of RMB756, RMB2,265 and RMB5,934 (US$863), respectively, and were included in the following captions: For the years ended December 31, 2016 2017 2018 2018 RMB RMB RMB US$ Costs of revenues 321 553 1,291 188 Sales and marketing expenses 163 546 805 117 General and administrative expenses 68 181 1,074 156 Research and development expenses 204 985 2,764 402 756 2,265 5,934 863 |
Intangible Asset
Intangible Asset | 12 Months Ended |
Dec. 31, 2018 | |
Intangible Asset | |
Intangible asset | 7. Intangible Asset Intangible asset consisted of the following: Total RMB Balance as of January 1, 2018 — Addition 2,852,370 Amortization (491,069) Foreign currency translation difference 218,037 Balance as of December 31, 2018 2,579,338 In February 2018, the Company entered into a strategic cooperation framework agreement (the “Agreement”) with an affiliate of Tencent Group. The Company and Tencent Group agreed to cooperate in a number of areas primarily for Tencent Group to provide the Company Weixin access point and other services and to pursue additional opportunities for future potential cooperation. The Agreement is valid for five years, from March 1, 2018 to February 28, 2023. The Company recognized the Agreement as an intangible asset at the fair value of consideration paid in the form of convertible preferred shares of RMB2,852 million. The Group recognizes the related amortization expense in costs of revenues, over the period of five years using the straight-line method. Amortization expense for intangible asset was RMB491,069 (US$71,423) for the year ended December 31, 2018. No impairment charge was recognized on the intangible asset for the year ended December 31, 2018. The estimated annual amortization expense for each of the five succeeding fiscal years is as follows: Amortization RMB US$ 2019 618,458 89,951 2020 618,458 89,951 2021 618,458 89,951 2022 618,458 89,951 2023 110,125 16,017 |
Accrued Expenses and Other Liab
Accrued Expenses and Other Liabilities | 12 Months Ended |
Dec. 31, 2018 | |
Accrued Expenses and Other Liabilities | |
Accrued Expenses and Other Liabilities | 8. Accrued Expenses and Other Liabilities The components of accrued expenses and other liabilities are as follows: As of December 31, 2017 2018 2018 RMB RMB US$ Payroll payable 61,153 389,615 56,667 Accrued expenses 192,034 1,371,483 199,474 VAT and other tax payable 104,197 436,495 63,486 Others 3,009 28,074 4,085 360,393 2,225,667 323,712 Accrued expenses primarily consisted of accrued advertising and marketing expenses. |
Ordinary Shares
Ordinary Shares | 12 Months Ended |
Dec. 31, 2018 | |
Ordinary Shares | |
Ordinary Shares | 9. Ordinary Shares On July 26, 2018, the Company completed its Initial Public Offering (“IPO”) on the National Association of Securities Deal Automated Quotations under the symbol of “PDD”. The Company issued an aggregate 85,600,000 ADSs, representing 342,400,000 Class A Ordinary Shares for total proceeds, net of issuance costs of US$1,690,696 (RMB11,523,631). Upon completion of the IPO, all convertible preferred shares were converted into Class A Ordinary Shares (Note 15). |
Revenues
Revenues | 12 Months Ended |
Dec. 31, 2018 | |
Revenues | |
Revenues | 10. Revenues For the years ended December 31, 2016 2017 2018 2018 RMB RMB RMB US$ Online marketplace services —Online marketing services — 1,209,275 11,515,575 1,674,871 —Transaction services 48,276 531,416 1,604,415 233,352 Merchandise sales 456,588 3,385 — — 504,864 1,744,076 13,119,990 1,908,223 Contract balances The Group’s contract liabilities comprised of customer advances and portions of Payables to merchants: As of January 1, 2018 December 31, 2018 December 31, 2018 RMB RMB US$ Customer advances 56,453 191,482 27,850 Contract liability 38,935 72,939 10,609 Customer advances and contract liability relate to considerations received in advance for online marketing services and transaction services, respectively, for which control of the services occurs at a later point in time. Contract liability is included in Payable to merchants in the Company’s consolidated balance sheets. The significant increase in the balance of customer advances was due to the increase in advance payments from customers in line with the growth in online marketing services revenues. The significant increase in the contract liability was contributed by higher value of orders placed by consumers for which the related transaction services have not been completed. Revenues recognized from the carrying value of customer advances and contract liability as of January 1, 2018 during the year ended December 31, 2018 were RMB44,704 and RMB38,935, respectively. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 31, 2018 | |
Share-Based Compensation | |
Share-Based Compensation | 11. Share-Based Compensation In order to provide additional incentives to employees and to promote the success of the Group’s business, the Group adopted a share incentive plan in 2015 (the ''2015 Plan''). The 2015 Plan allows the Group to grant options to employees, directors, consultants or members of the board of directors of the Group. Under the 2015 Plan, the maximum aggregate number of shares that may be issued shall not exceed 945,103,260. The terms of the options shall not exceed ten years from the date of grant. In July 2018, the Group adopted the 2018 Share Incentive Plan (the “2018 Plan”). The 2018 Plan allows the Group to grant options and restricted share units (“RSUs”) to employees, directors, consultants or members of the board of directors of the Group. Under the 2018 Plan, the maximum aggregate number of shares that may be issued pursuant to all awards initially 363,130,400, plus an annual increase on the first day of each fiscal year of the company during the term of the 2018 Plan commencing with the fiscal year beginning January 1, 2019, by an amount equal to the lessor of (i) 1.0% of the total number of shares issued and outstanding on the last day of the immediately preceding fiscal year, and (ii) such number of shares as may be determined by our board of directors. For the share options granted under the 2015 Plan and the 2018 Plan, in addition to the explicit service periods of four years, with 25% of the options vesting annually, Class A Ordinary Shares acquired from the exercise of vested options cannot be sold or transferred by the employees without the prior written consents of the Company within the first three years of exercise (''Restricted Shares''). In the event that employment relationship is terminated with the Company, voluntarily or involuntarily, within the three-year lock-up periods, the Company may, at its sole discretion, repurchase the Restricted Shares at the employee’s exercise price. The Group determined the substance of the lock up periods to be additional implicit service periods of three years, thereby extending the vesting terms of the options to be seven years in total. Exercise prices received before the end of the lock-up periods would be recorded as liabilities which were nil and nil as of December 31, 2017 and 2018, respectively. RSUs The RSUs granted under the 2018 Plan vest over a period of four years with 25% vesting on each anniversary from the date of grant, or with 50% of the RSUs vesting on the second anniversary and 25% on each of the third and fourth anniversary from the date of grant. (a) Share options: The following table summarize the Group’s option activities under the 2015 Plan and the 2018 Plan: Weighted Weighted Weighted average average average grant Aggregate remaining Number of exercise date fair intrinsic contractual share options price value value term US$ US$ US$ Years Outstanding as of January 1, 2016 101,468,440 0.0065 0.0184 2,385 9.82 Granted 102,264,620 0.0065 0.0416 Outstanding as of December 31, 2016 203,733,060 0.0065 0.0301 10,390 9.25 Vested and expected to vest as of December 31, 2016 203,733,060 0.0065 0.0301 10,390 9.25 Granted 78,560,000 0.0065 0.1736 Forfeited (9,850,200) 0.0065 0.0544 Outstanding as of December 31, 2017 272,442,860 0.0065 0.0706 144,258 8.57 Vested and expected to vest as of December 31, 2017 272,442,860 0.0065 0.0706 144,258 8.57 Granted 359,390,000 0.0065 3.6289 Forfeited (2,240,000) 0.0065 2.5006 Outstanding as of December 31, 2018 629,592,860 0.0065 2.0931 3,527,924 Vested and expected to vest as of December 31, 2018 629,592,860 0.0065 2.0931 3,527,924 The aggregate intrinsic value is calculated as the difference between the exercise price of the awards and the fair value of the underlying Ordinary Shares at each reporting date, for those awards that had exercise price below the estimated fair value of the relevant Ordinary Shares. The total fair value of vested options were RMB3,106, RMB13,525 and RMB45,979 (US$6,687) for the years ended December 31, 2016, 2017 and 2018, respectively. As of December 31, 2018, total unrecognized share-based compensation expense relating to unvested awards was RMB8,151,703 (US$1,185,616). The expense is expected to be recognized over a weighted-average period of 5.64 years. The Group calculated the estimated fair value of the options on the respective grant dates using the binomial-lattice option valuation model with the following assumptions for each applicable period which took into account variables such as volatility, dividend yield, and risk-free interest rate, the probability that the options will be exercised prior to the end of its contractual life, and the probability of termination or retirement of the option holder in computing the value of the options: For the years ended December 31, 2016 2017 2018 Risk-free interest rates 1.75%-2.66% 2.26% - 2.57% 2.97%-3.13% Expected volatility 49.63%-50.39% 48.08% - 49.35% 46.23%-48.63% Expected dividend yield Exercise multiple Post-vesting forfeit rate Fair value of underlying Ordinary Shares $0.0308-$0.0577 $0.0858-$0.5359 $1.5146-$5.7400 Fair value of share option $0.0273-$0.0531 $0.0808-$0.5302 $1.5091-$5.7335 (b) RSUs: The following table summarize the Group’s RSU activities under the 2018 Plan: Weighted average Number grant date of RSUs fair value US$ Outstanding as of January 1, 2018 — — Granted 8,295,240 6.2519 Outstanding as of December 31, 2018 8,295,240 6.2519 Vested and expected to vest as of December 31, 2018 8,295,240 6.2519 The total fair value of the Restricted Shares vested during the years ended December 31, 2018 was nil. The weighted average grant date fair value of RSUs granted during the year ended December 31, 2018 was US$6.2519. As of December 31, 2018, there was RMB325,060 (US$47,278) of unrecognized share-based compensation expenses related to RSUs which is expected to be recognized over a weighted average vesting period of 3.81 years using the accelerated method. Total unrecognized share-based compensation expenses may be adjusted for future changes when actual forfeitures incurred. (c) Share-based compensation expense by function: The Group recognized share-based compensation expenses for the years ended December 31, 2016, 2017 and 2018 as follows: For the years ended December 31, 2016 2017 2018 2018 RMB RMB RMB US$ Costs of revenues 276 796 3,488 507 Sales and marketing expenses 563 1,675 405,805 59,022 General and administrative expenses i) / ii) 1,477 108,141 6,296,186 915,742 Research and development 1,748 5,893 136,094 19,794 4,064 116,505 6,841,573 995,065 i) ii) Founder at the par value of US$0.000005 per share pursuant to a shareholders’ resolution. The difference between the par value and estimated fair value of Ordinary Shares on the grant date was recorded as a one-time share based compensation expense of RMB5,953,717 (US$865,932) in general and administration expenses. No such transaction took place during the years ended December 31, 2016 and 2017. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income taxes | |
Income taxes | 12. Income Taxes Cayman Islands Under the current laws of the Cayman Islands, the Company is not subject to tax on income or capital gain arising in Cayman Islands. Additionally, upon payments of dividends by the Company to its shareholders, no Cayman Islands withholding tax will be imposed. Hong Kong Walnut HK is incorporated in Hong Kong and is subject to Hong Kong profits tax of 16.5% on its activities conducted in Hong Kong and it may be exempted from income tax on its foreign-derived income and there are no withholding taxes in Hong Kong on remittance of dividends. PRC The Company’s subsidiaries and VIE in the PRC are subject to the statutory rate of 25%, in accordance with the Enterprise Income Tax law (the ”EIT Law”), which was effective since January 1, 2008, except for certain entities eligible for preferential tax rates. Shanghai Xunmeng, a subsidiary of VIE, was recognized as a “high and new technology enterprise,” or HNTE in November 2018 and was eligible for 15% preferential tax rate from 2018 to 2020. In April 2018, Xinzhijiang, a subsidiary located in Qianhai District, Shenzhen, Guangdong Province, was qualified for a preferential tax rate of 15% and started to apply this rate from then on. The preferential tax rate is awarded to companies that are located in Qianhai District which operate in certain encouraged industries, from 2014 to 2020. Dividends, interests, rent or royalties payable by the Company’s PRC subsidiaries, to non-PRC resident enterprises, and proceeds from any such non-resident enterprise investor’s disposition of assets (after deducting the net value of such assets) shall be subject to 10% withholding tax, unless the respective non-PRC resident enterprise’s jurisdiction of incorporation has a tax treaty or arrangements with China that provides for a reduced withholding tax rate or an exemption from withholding tax. The Group’s loss before income taxes consisted of: For the years ended December 31, 2016 2017 2018 2018 RMB RMB RMB US$ Non-PRC (12,839) (108,086) (7,083,904) (1,030,311) PRC (279,138) (417,029) (3,133,221) (455,709) (291,977) (525,115) (10,217,125) (1,486,020) The current and deferred portions of income tax expense included in the consolidated statements of comprehensive loss were as follows: For the years ended December 31, RMB RMB RMB US$ Current income tax expense — — — — Deferred tax expense — — — — Total income tax expense — — — — The Group had no current or deferred income tax expenses or benefits for the years ended December 31, 2016, 2017 and 2018. The reconciliations of the income tax expenses for the years ended December 31, 2016, 2017 and 2018 were as follows: For the years ended December 31, 2016 2017 2018 2018 RMB RMB RMB US$ Loss before income tax expense (291,977) (525,115) (10,217,125) (1,486,020) PRC statutory tax rate 25 % 25 % 25 % 25 % Income tax benefits at PRC statutory tax rate (72,994) (131,279) (2,554,281) (371,505) International tax rate differential 3,208 27,074 1,779,100 258,759 Preferential tax rate — — 197,828 28,773 Non-deductible expenses 7,120 6,890 36,726 5,342 Non-taxable income (6,055) (11,962) (20,973) (3,050) Loss not recognized — 22,747 — — Deferred tax items tax rate differential — — (34,236) (4,979) Additional deduction of research and development expenses — — (22,672) (3,298) Change in valuation allowance 68,721 86,530 618,508 89,958 Income tax expenses — — — — The significant components of the Group’s deferred tax assets were as follows: As of December 31, 2017 2018 2018 RMB RMB US$ Deferred tax assets Bad debt provision 179 431 63 Impairment of a long-term investment 2,500 2,500 364 Donations — 3,000 436 Accrued expenses and other liabilities 18,766 10,345 1,505 Advertising expenses 89,529 421,883 61,360 Tax losses 52,486 343,809 50,005 Less: valuation allowance (163,460) (781,968) (113,733) Deferred tax assets, net — — — The Group operates through several subsidiaries, the VIE and the subsidiaries of the VIE. Realization of the net deferred tax assets is dependent on factors including future reversals of existing taxable temporary differences and adequate future taxable income, exclusive of reversing deductible temporary differences and tax loss or credit carry forwards. The Group evaluates the potential realization of deferred tax assets on an entity-by-entity basis. As of December 31, 2017 and 2018, valuation allowances were provided against deferred tax assets in entities where it was determined it was more likely than not that the benefits of the deferred tax assets will not be realized. As of December 31, 2018, the Group had taxable losses of RMB1,551,301 (US$225,627) derived from entities in the PRC, which can be carried forward per tax regulation to offset future net profit for income tax purposes. The PRC taxable loss will expire from December 31, 2020 to 2024 if not utilized. The Group plans to indefinitely reinvest the undistributed earnings of its subsidiaries, the VIE and the subsidiaries of the VIE located in the PRC. As of December 31, 2018, the total amount of undistributed earnings from these entities was nil and no withholding tax has been accrued. Unrecognized Tax Benefit As of December 31, 2017 and 2018, the Group had unrecognized tax benefit of RMB105,579 and RMB10,957 (US$1,594), respectively, all of which were presented on a net basis against the deferred tax assets related to tax loss carry forwards on the consolidated balance sheets. The unrecognized tax benefit was mainly related to income of the Group not timely reported. It is possible that the amount of unrecognized benefit will further change in the next 12 months; however, an estimate of the range of the possible change cannot be made at this moment. As of December 31, 2018, no unrecognized tax benefits, if ultimately recognized, will impact the effective tax rate. A reconciliation of the beginning and ending amount of unrecognized tax benefit was as follows: For the years ended December 31, 2016 2017 2018 2018 RMB RMB RMB US$ Balance at January 1 — — (105,579) (15,356) Increase — (105,579) (10,957) (1,594) Decrease — — 105,579 15,356 Balance at December 31 — (105,579) (10,957) (1,594) For the years ended December 31, 2016, 2017 and 2018, no interest expense was accrued in relation to the unrecognized tax benefit. Accumulated interest expenses recorded in unrecognized tax benefit were nil and nil as of December 31, 2017 and 2018, respectively. As of December 31, 2018, the tax years ended December 31, 2013 through period ended as of the reporting dates for the WFOE, the VIE and the subsidiaries of the VIE remain open to examination by the PRC tax authorities. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions | |
Related Party Transactions | 13. Related Party Transactions (a) Related parties Names of related parties Relationship with the Group Toshare Group Holding Limited Company controlled by the Founder Suzhou Lebei Network Technology Co., Ltd Company controlled by one of the directors of the Company* Jiaxing Suda Electronic Commerce Co., Ltd Company controlled by the Founder Hangzhou Tuguan Technology Co., Ltd Company controlled by the Founder Hangzhou LeGu Investment Consulting Co., Ltd Company controlled by the Founder Tencent and its affiliates (“Tencent Group”) A shareholder of the Company * (b) Other than disclosed elsewhere, the Group had the following significant related party transactions for the years ended December 31, 2016, 2017 and 2018, respectively: For the year ended December 31, 2016 2017 2018 2018 RMB RMB RMB US$ Services received from: Hangzhou Tuguan Technology Co., Ltd 102,995 — — — Tencent Group 54,286 516,014 1,266,362 184,185 Jiaxing Suda Electronic Commerce Co., Ltd 14,035 — — — Toshare Group Holding Limited 7,824 — — — Suzhou Lebei Network Technology Co., Ltd 4,127 2,444 — — Merchandise sold through: Suzhou Lebei Internet Technology Co., Ltd 137,399 — — — (c) The Group had the following related party balances as of December 31, 2016, 2017 and 2018: As of December 31, 2017 2018 2018 RMB RMB US$ Accounts due from related parties: Current: Tencent Group* 442,669 1,018,963 148,202 Suzhou Lebei Network Technology Co., Ltd 221 — — Loan to a related party: Non-current: Hangzhou LeGu Investment Consulting Co., Ltd 162,363 — — Accounts due to related parties: Current: Toshare Group Holding Limited 19,009 19,966 2,904 Suzhou Lebei Network Technology Co., Ltd 1,016 — — Tencent Group 56,032 458,147 66,635 * The balance represents receivables due from the online payment platform operated by Tencent Group. All balances with the related parties as of December 31, 2018 were unsecured, interest-free and had no fixed terms of repayments. The loan to a related party is denominated in RMB and bares an interest rate of 4.75% per annum. The amount outstanding as of December 31, 2017 was RMB 162,363. The borrower repaid the loan in April 2018. |
Other Non-Current Asset
Other Non-Current Asset | 12 Months Ended |
Dec. 31, 2018 | |
Other Non-Current Asset | |
Other Non-Current Asset | 14. Other Non-Current Asset As of December 31, 2018, the Company made advances in total of approximately US$26,615 (RMB182,991 equivalent) to set up funds as a limited partner with related parties to make future investments. |
Convertible Preferred Shares
Convertible Preferred Shares | 12 Months Ended |
Dec. 31, 2018 | |
Convertible Preferred Shares | |
Convertible Preferred Shares | 15. Convertible Preferred Shares The following table summarizes the issuances of convertible preferred shares (collectively, “Convertible Preferred Shares”): Original Issuance Price per Number of Name Issuance Date Share* Shares* Series A1 Convertible Preferred Shares June 2015 $ 0.0093 71,849,380 Series A2 Convertible Preferred Shares June 2015 $ 0.0336 238,419,800 Series B1 Convertible Preferred Shares November 2015 $ 0.1576 211,588,720 Series B2 Convertible Preferred Shares January 2016 $ 0.1576 27,781,280 Series B3 Convertible Preferred Shares March 2016 $ 0.1576 145,978,540 Series B4 Convertible Preferred Shares June 2016 $ 0.1710 292,414,780 Series C1 Convertible Preferred Shares February 2017 $ 0.3545 56,430,180 Series C2 Convertible Preferred Shares February 2017 $ 0.3985 238,260,780 Series C3 Convertible Preferred Shares June 2017 $ 0.4139 241,604,260 Series D Convertible Preferred Shares March 2018** $ 2.4832 551,174,340 * ** The significant terms of the Convertible Preferred Shares are summarized as follows: Conversion Convertible Preferred Shares can be converted into Class A Ordinary Shares at the option of the holder at any time by dividing the applicable original purchase price by the applicable conversion price which is initially equal to the original purchase price and as such, the initial conversion ratio for each Convertible Preferred Share into each Ordinary Share shall be one-for-one. Convertible Preferred Shares shall automatically be converted into Class A Ordinary Shares at the then-effective conversion rate applicable to the relevant series of Convertible Preferred Shares upon the closing of an underwritten public offering of the Ordinary Shares of the Company in the United States. The conversion price is subject to additional adjustments if the Company makes certain dilutive issuances of shares. Dividends The holders of outstanding shares of the Company shall be entitled to receive dividends, out of any assets legally available therefor, payable in US$ and annually when, as and if declared by the Board. Such distributions shall not be cumulative. Holders of the Convertible Preferred Shares shall also be entitled to receive any non-cash dividends declared by the Board on an as-converted basis. The dividends or distributions shall be distributed among all holders of Ordinary Shares and Convertible Preferred Shares in proportion to the number of Ordinary Shares that would be held by each such holder if all Convertible Preferred Shares had been converted to Ordinary Shares as of the record date fixed for determining those entitled to receive such distribution. Liquidation preference In the event of any liquidation, dissolution or winding up of the Company, either voluntary or involuntary, distributions to the shareholders of the Group shall be made as stated below: For the holders of the each series of Convertible Preferred Shares, (i) 100% of its issue price, plus (ii) an amount accruing there on at a compound annual rate of 8% of the 100% issue price beginning on its closing date, plus (iii) all declared but unpaid dividends thereon (Collectively, the ‘‘Preference Amount’’). If the Company has insufficient assets to permit payment of the Series D Preferred Share Preference Amount in full to all holders of the then issued and outstanding Series D Preferred Shares, then the assets of the Company shall be distributed ratably to the holders of the then issued and outstanding Series D Preferred Shares in proportion to the full Series D Preferred Share Preference Amount that each such holder of the then issued and outstanding Series D Preferred Shares would otherwise be entitled to receive hereunder. After the full Series D Preferred Share Preference Amount has been paid, any remaining funds or assets of the Company legally available for distribution to shareholders shall then be distributed to holders of Series C-3 Preferred Shares and Series C-2 Preferred Shares according to the sum of the Series C-3 Preferred Share Preference Amount and Series C-2 Preferred Share Preference Amount. If the Company has insufficient assets to permit payment of the Series C3 Preference Amount and the Series C2 Preference Amount in full to all holders of the then issued and outstanding holders of Series C3 Convertible Preferred Shares and Series C2 Convertible Preferred Shares, then the assets of the Company shall be distributed ratably to the holders of the then issued and outstanding Series C3 Convertible Preferred Shares and Series C2 in proportion to the full Series C3 Preference Amount and Series C2 Preference Amount that each such holder of the then issued and outstanding Series C3 Convertible Preferred Shares and Series C2 Convertible Preferred Shares would otherwise be entitled to receive hereunder. After the full Series C3 Preference Amount and the full Series C2 Preference Amount has been paid, any remaining funds or assets of the Company legally available for distribution to shareholders shall then be distributed to holders of Series C1 Convertible Preferred Shares and Series B Convertible Preferred Shares (including Series B1 to B4 Convertible Preferred Shares) according to the sum of the Series C1 Preference Amount and Series B Preference Amount. If the Company has insufficient assets to permit payment of the Series C1 Preference Amount and Series B Preference Amount in full to all holders of the then issued and outstanding holders of Series C1 Convertible Preferred Shares and Series B Convertible Preferred Shares, then the assets of the Company shall be distributed ratably to the holders of the then issued and outstanding Series C1 Convertible Preferred Shares and Series B Convertible Preferred Shares in proportion to the full Series C1 Convertible Preferred Share Preference Amount and Series B Convertible Preferred Share Preference Amount that each such holder of the then issued and outstanding Series C1 Convertible Preferred Shares and Series B Convertible Preferred Shares would otherwise be entitled to receive hereunder. After the full Series C1 Preference Amount and the full Series B Preference Amount has been paid, any remaining funds or assets of the Company legally available for distribution to shareholders shall then be distributed to holders of Series A Convertible Preferred Shares (including Series A-1 and A2 Convertible Preferred Shares) according to the Series A Preference Amount. If the Company has insufficient assets to permit payment of the Series A Preference Amount in full to all holders of the then issued and outstanding holders of Series A Convertible Preferred Shares, then the assets of the Company shall be distributed ratably to the holders of the then issued and outstanding Series A Convertible Preferred Shares in proportion to the full Series A Preference Amount that each such holder of the then issued and outstanding Series A Convertible Preferred Shares would otherwise be entitled to receive hereunder. After the full Preference Amount on all outstanding Convertible Preferred Shares have been paid, any remaining funds or assets of the Company legally available for distribution to shareholders shall be distributed on a pro rata, pari passu basis among the holders of the Convertible Preferred Shares (calculated on an as-converted and fully-diluted basis), together with the holders of the Ordinary Shares. Deemed liquidation Any sale of shares, merger, consolidation or other similar transaction involving the Company in which its shareholders do not retain a majority of the voting power in the surviving or resulting entity, or a sale of all or substantially all the Company’s assets (the ‘‘Liquidation Event’’, for avoidance of doubt, each transaction under the acquisitions also referred herein as a Liquidation Event), shall be deemed a liquidation, dissolution or winding up of the Company, such that the liquidation preference shall apply as if all consideration received by the Company and its shareholders in connection with such event were being distributed in a liquidation of the Company (‘‘Deemed Liquidation’’). The Convertible Preferred Shares are not redeemable except in the event of Deemed Liquidation, which permits the holders to receive the Preference Amount as defined above. Voting Each Convertible Preferred Share shall carry a number of votes equal to the number of Class A Ordinary Shares then issuable upon its conversion into Class A Ordinary Shares at the record date for determination of the shareholders entitled to vote on such matters, or, if no such record date is established, at the date such vote is taken or any written consent of shareholders is solicited. Accounting for Convertible Preferred Shares In February 2016, all shareholders of the Company approved the declaration and payment of a special cash dividend in the amount of RMB18,326 to a shareholder of the Series B2 Convertible Preferred Shares. The dividend was recorded in accumulated deficits. In connection with the issuances of Series B1 Convertible Preferred Shares and Series B4 Convertible Preferred Shares, liquidation preferences of certain Convertible Preferred Shares were modified and deemed distribution of RMB12,104, nil and nil were recognized for the years ended December 31, 2016, 2017 and 2018, respectively. Concurrently with the issuance of Series C1 Convertible Preferred Shares in February 2017, the Company repurchased from a company controlled by the Founder and cancelled 56,430,180 of Class B Ordinary Shares for cash consideration of RMB137,580. The difference between the then fair value of the Class B Ordinary Shares of RMB32,677 and par value was recorded in accumulated deficits. The excess of consideration over the then fair value of the Ordinary Shares of RMB103,125 was accounted for as compensation expense within general and administrative expenses (Note 11). The excess of the issuance price paid by the investor over the then fair value of the Series C1 Convertible Preferred Shares of RMB26,413 was accounted for as a contribution from shareholder. In March 2018, the Company issued 551,174,340 Series D convertible preferred shares to existing shareholders and their affiliates including Tencent Group for a cash consideration of US$918,670 and an intangible asset at fair value (Note 7). In connection with the issuances of Series D convertible preferred shares, the liquidation preferences of Convertible Preferred Shares were amended. The amendment to the liquidation preference of the Convertible Preferred Shares was accounted for as modification as the fair value of Convertible Preferred Share immediately after the amendment was not significantly different from its fair value immediately before the amendment. The Company accounted for the modification that resulted in an increase to the fair value of the modified Convertible Preferred Shares of RMB 80,496 (US$11,708) as deemed dividends during the year ended December 31, 2018. The Series A convertible preferred shares, the Series B convertible preferred shares, the Series C convertible preferred shares and the Series D convertible preferred shares (collectively the “Convertible Preferred Shares”) were classified as mezzanine equity as they were contingently redeemable upon the occurrence of a Deemed Liquidation event. The initial carrying amounts of the Convertible Preferred Shares were the fair value at the time of closing, less issuance costs. The Company did not accrete the Convertible Preferred Shares to liquidation value as a Deemed Liquidation event was not considered probable as of the end of each period presented. The Company determined conversion options embedded in the Convertible Preferred Shares did not require bifurcation because the underlying Class A Ordinary Shares were not publicly traded nor readily convertible into cash. There were no other embedded derivatives that required bifurcation. The Company also determined that there were no beneficial conversion features to be recorded. Upon completion of the IPO, all Convertible Preferred Shares were converted to 1,971,811,320 Class A Ordinary Shares and 103,690,740 Class B Ordinary Shares. Convertible Preferred Shares warrant liability In connection with the issuance Series B4 Convertible Preferred Shares in June 2016, the Company granted a warrant (the ‘‘Warrant’’) to one of the investors of Series B4 Convertible Preferred Shares that gave the holder an option to participate in the Company’s next round of equity financing. The purchase price to be paid by the Warrant holder shall be reduced by US$300 for every investment amount of US$1,000, with the aggregate discount value not to exceed US$2,400. In January 2017, the holder exercised the Warrant by subscribing to a number of Series C2 Convertible Preferred Shares which resulted in the discount of US$1,307. The Warrant was accounted for as a liability recognized at its fair value with changes in fair value recognized in non-operating income (loss). |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Measurements | |
Fair Value Measurements | 16. Fair Value Measurements The following tables set forth the financial instruments measured at fair value on a non-recurring basis by level within the fair value hierarchy: Fair Value Measurements as of December 31, 2016 Quoted Price in Significant Active Market for Other Unobservable Identical Assets Observable inputs (Level 1) Inputs (Level 2) (Level 3) RMB RMB RMB Recurring Warrant liability — — 9,064 As of December 31, 2017 and 2018, the Group did not have any assets or liabilities that were measured at fair value on a recurring basis. Fair Value Measurements as of December 31, 2017 Quoted Price in Significant Active Market for Other UnobservableI Identical Assets Observable Inputs (Level 1) Inputs (Level 2) (Level 3) Total Losses RMB RMB RMB RMB Non-recurring Long-term investment included in other non-current assets — — 5,000 10,000 During the years ended December 31, 2016 and 2018 no impairment charge was recorded. The following table presents the changes in our Level 3 instrument measured at fair value on a recurring basis: Warrant liability RMB Balance as of January 1, 2016 — Change in fair value 8,668 Foreign exchange effect 396 Balance as of December 31, 2016 9,064 Transfer to mezzanine equity (8,982) Foreign exchange effect (82) Fair value at December 31, 2017 — |
Share Capital
Share Capital | 12 Months Ended |
Dec. 31, 2018 | |
Share Capital | |
Share Capital | 17. Share Capital Holders of Class A Ordinary Shares and Class B Ordinary Shares are entitled to the same rights except for voting rights. In respect of matters requiring a shareholder’s vote, each Class A Ordinary Share is entitled to one vote and each Class B Ordinary Share is entitled to ten votes. In connection with the issuance of Series D convertible preferred shares as disclosed in Note 15, the Company effected a change of authorized share capital by repurchasing all of the then issued and outstanding ordinary shares at par value and reissued 42,486,360 Class A Ordinary Shares and 1,716,283,460 Class B Ordinary Shares to its existing holders of ordinary shares. The number of shares and per-share price in the consolidated financial statements were recasted on a retroactive basis to reflect the effect of these changes. |
Loss Per Share
Loss Per Share | 12 Months Ended |
Dec. 31, 2018 | |
Loss Per Share | |
Loss Per Share | 18. Loss Per Share The following table sets forth the computation of basic and diluted net loss per share for the following periods: For the year ended December 31, 2016 2017 2018 2018 RMB RMB RMB US$ Numerator: Net loss (291,977) (525,115) (10,217,125) (1,486,020) Deemed distribution to certain holders of Convertible Preferred Shares (30,430) — (80,496) (11,708) Contribution from certain holder of Convertible Preferred Shares — 26,413 — — Net loss attributable to ordinary shareholders (322,407) (498,702) (10,297,621) (1,497,728) Denominator: (in thousands of shares) Weighted-average number of Ordinary Shares outstanding – basic and diluted 1,815,200 1,764,799 2,968,320 2,968,320 Loss per share – basic and diluted (0.18) (0.28) (3.47) (0.50) |
Restricted Net Assets
Restricted Net Assets | 12 Months Ended |
Dec. 31, 2018 | |
Restricted Net Assets | |
Restricted Net Assets | 19. Restricted Net Assets The Company’s ability to pay dividends is primarily dependent on the Company receiving distributions of funds from its subsidiary, the VIE and subsidiary of the VIE. Relevant PRC statutory laws and regulations permit payments of dividends by the Company’s PRC subsidiaries, the VIE and subsidiary of the VIE only out of their retained earnings, if any, as determined in accordance with PRC accounting standards and regulations. The results of operations reflected in the consolidated financial statements prepared in accordance with U.S. GAAP differ from those reflected in the statutory financial statements of the Company’s subsidiaries, the VIE and subsidiary of the VIE. In accordance with the PRC Regulations on Enterprises with Foreign Investment and the articles of association of the Company’s PRC subsidiaries, a foreign-invested enterprise established in the PRC is required to provide certain statutory reserves, namely general reserve fund, the enterprise expansion fund and staff welfare and bonus fund which are appropriated from net profit as reported in the enterprise’s PRC statutory accounts. A foreign-invested enterprise is required to allocate at least 10% of its annual after-tax profit to the general reserve fund until such reserve has reached 50% of its respective registered capital based on the enterprise’s PRC statutory accounts. Appropriations to the enterprise expansion fund and staff welfare and bonus fund are at the discretion of the board of directors for all foreign-invested enterprises. The aforementioned reserves can only be used for specific purposes and are not distributable as cash dividends. The WFOE was established as a foreign-invested enterprise and, therefore, is subject to the above mandated restrictions on distributable profits. For the years ended December 31, 2016, 2017 and 2018, WFOE did not have after-tax profit and therefore no statutory reserves have been allocated. Foreign exchange and other regulations in the PRC may further restrict the Company’s VIE from transferring funds to the Company in the form of dividends, loans and advances. Amounts restricted include paid-in capital and statutory reserves of the Company’s PRC Subsidiaries and the equity of the VIE, as determined pursuant to PRC generally accepted accounting principles. As of December 31, 2018, restricted net assets of the Company’s PRC subsidiaries, the VIE and subsidiary of the VIE were RMB1,262,472 (US$183,619). |
Mainland China Employee Contrib
Mainland China Employee Contribution Plan | 12 Months Ended |
Dec. 31, 2018 | |
Mainland China Employee Contribution Plan | |
Mainland China Employee Contribution Plan | 20. Mainland China Employee Contribution Plan As stipulated by the regulations of the PRC, full-time employees of the Group are entitled to various government statutory employee benefit plans, including medical insurance, maternity insurance, workplace injury insurance, unemployment insurance and pension benefits through a PRC government-mandated multi-employer defined contribution plan. The Group is required to make contributions to the plan based on certain percentages of employees’ salaries. The total expenses the Group incurred for the plan were RMB11,791, RMB30,795 and RMB133,699 (US$19,446) for the years ended December 31, 2016, 2017 and 2018, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies. | |
Commitments and Contingencies | 21. Commitments and Contingencies (a) Operating lease commitments The Company leases offices for operation under operating leases. Future minimum lease payments under non-cancellable operating leases with initial terms in excess of one year consisted of the following as of December 31, 2018: RMB US$ 2019 100,708 14,647 2020 82,306 11,971 2021 74,687 10,863 2022 53,053 7,716 2023 and thereafter 4,664 678 Total 315,418 45,875 (b) Contingencies In the ordinary course of business, the Group is from time to time involved in legal proceedings and litigations relating to disputes relating to trademarks and other intellectual property, among others. As of December 31, 2018, there is a complaint filed against the Company alleging contributory trademark infringement and unfair competition based on certain allegedly counterfeit and unauthorized merchandise sold by merchants to U.S. consumers on the Group’s platform, as well as several shareholder class action lawsuits filed against the Company in connection with its initial public offering. As these cases remain in their preliminary stages, the Group cannot reliably estimate the likelihood of an unfavorable outcome or any estimate of the amounts or range of any potential loss. Otherwise, there are no legal proceedings and litigations that have in the recent past had, or to the Group’s knowledge, are reasonably possible to have, a material impact on the Group’s financial positions, results of operations or cash flows. The Company did not accrue any loss contingencies as of December 31, 2018 as the Group did not consider an unfavorable outcome in any material respects in these legal proceedings and litigations to be probable. (c) Income Taxes As disclosed in Note 12, the Group had unrecognized tax benefits. The final outcome of the tax uncertainty is dependent upon various matters including tax examinations, interpretation of tax laws or expiration of statutes of limitation. However, due to the uncertainties associated with the status of examinations, including the protocols of finalizing audits by the relevant tax authorities, there is a high degree of uncertainty regarding the future cash outflows associated with these tax uncertainties. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events | |
Subsequent Events | 22. Subsequent Events In February 2019, the Company completed a follow-on public offering and issued an aggregate 48,435,000 ADSs, representing 193,740,000 Class A Ordinary Shares for total proceeds net of issuance costs of US$1,180,080 (RMB8,113,640). |
Condensed Financial Information
Condensed Financial Information of the Company | 12 Months Ended |
Dec. 31, 2018 | |
Condensed Financial Information of the Company | |
Condensed Financial Information of the Company | 23. Condensed Financial Information of the Company The following is the condensed financial information of the Company on a parent company only basis. As of December 31, 2017 2018 RMB RMB US$ ASSETS Current assets Cash and cash equivalents 663,645 5,541,746 806,014 Short-term investments — 6,260,689 910,579 Prepayments and other current assets 5,579 18,789 2,733 Total current assets 669,224 11,821,224 1,719,326 Non-current assets Intangible asset — 2,579,338 375,149 Investments in subsidiary, the VIE and subsidiary of the VIE 549,134 4,440,777 645,882 Total non-current assets 549,134 7,020,115 1,021,031 Total assets 1,218,358 18,841,339 2,740,357 LIABILITIES, MEZZANINE EQUITY AND SHAREHOLDERS' (DEFICITS)/EQUITY Current liabilities Accrued expenses and other liabilities 13,395 18,745 2,726 Total current liabilities 13,395 18,745 2,726 Total liabilities 13,395 18,745 2,726 LIABILITIES, MEZZANINE EQUITY AND SHAREHOLDERS’ (DEFICITS)/EQUITY Mezzanine equity Series A1 Convertible Preferred Shares (US$0.000005 par value; 71,849,380 and nil shares authorized, issued and outstanding as of December 31, 2017 and 2018, respectively) 4,224 — — Series A2 Convertible Preferred Shares (US$0.000005 par value; 238,419,800 and nil shares authorized, issued and outstanding as of December 31, 2017 and 2018, respectively) 48,815 — — Series B1 Convertible Preferred Shares (US$0.000005 par value; 211,588,720 and nil shares authorized, issued and outstanding as of December 31, 2017 and 2018, respectively) 219,448 — — Series B2 Convertible Preferred Shares (US$0.000005 par value; 27,781,280 and nil shares authorized, issued and outstanding as of December 31, 2017 and 2018, respectively) 29,451 — — Series B3 Convertible Preferred Shares (US$0.000005 par value; 145,978,540 and nil shares authorized, issued and outstanding as of December 31, 2017 and 2018, respectively) 153,009 — — Series B4 Convertible Preferred Shares (US$0.000005 par value; 292,414,780 and nil shares authorized, issued and outstanding as of December 31, 2017 and 2018, respectively) 327,786 — — Series C1 convertible preferred shares, net of subscription receivable of RMB13,758 and nil as of December 31, 2017 and 2018, respectively (US$0.000005 par value; 56,430,180 and nil shares authorized, issued and outstanding as of December 31, 2017 and 2018, respectively) 96,052 — — Series C2 Convertible Preferred Shares (US$0.000005 par value; 238,260,780 and nil shares authorized, issued and outstanding as of December 31, 2017 and 2018, respectively) 638,863 — — Series C3 Convertible Preferred Shares (US$0.000005 par value; 241,604,260 and nil shares authorized, issued and outstanding as of December 31, 2017 and 2018, respectively) 679,273 — — Total mezzanine equity 2,196,921 — — Shareholders’ (deficits)/equity Class A Ordinary Shares (US$0.000005 par value; 6,208,214,480 shares authorized, 42,486,360 issued and outstanding as of December 31, 2017; 77,300,000,000 shares authorized, 2,381,240,988 issued and outstanding as of December 31, 2018, respectively) 1 78 11 Class B Ordinary Shares (US$0.000005 par value; 1,716,283,460 authorized, issued and outstanding as of December 31, 2017; 2,200,000,000 authorized, 2,074,447,700 issued and outstanding as of December 31, 2018, respectively) 53 64 9 Additional paid-in capital 61,326 29,114,527 4,234,532 Accumulated other comprehensive (loss)/income (23,101) 1,035,783 150,648 Accumulated deficits (1,030,237) (11,327,858) (1,647,569) Total shareholders’ (deficits)/equity (991,958) 18,822,594 2,737,631 Total liabilities, mezzanine equity, and shareholders’ (deficits)/equity 1,218,358 18,841,339 2,740,357 For the years ended December 31, 2016 2017 2018 RMB RMB RMB US$ Costs of revenues Costs of online marketplace services — — (491,069) (71,423) Total costs of revenues — — (491,069) (71,423) Sales and marketing expenses — — (4,106) (597) General and administrative expenses (138) (165) (4,101) (596) Total operating expenses (138) (165) (8,207) (1,193) Operating loss (138) (165) (499,276) (72,616) Interest income 41 8,264 207,597 30,194 Foreign exchange gain/(loss) — — 113 16 Share of losses from subsidiary, the VIE and subsidiary of the VIE (283,212) (533,214) (9,925,559) (1,443,614) Changes in the fair value of warrant liability (8,668) — — — Loss before income tax (291,977) (525,115) (10,217,125) (1,486,020) Income tax expenses — — Net loss (291,977) (525,115) (10,217,125) (1,486,020) Other comprehensive income/(loss), net of tax of nil Foreign currency translation difference, net of tax of nil 20,001 (47,681) 1,058,884 154,008 Comprehensive loss (271,976) (572,796) (9,158,241) (1,332,012) For the years ended December 31, 2016 2017 2018 RMB RMB RMB US$ Net cash generated from operating activities (96) 2,753 110,724 16,104 Cash flows from investing activities: Cash given to purchase of short term investment — — (6,146,370) (893,952) Cash given to subsidiary, the VIE and subsidiary of the VIE (338,016) (1,058,908) (6,749,831) (981,722) Net cash used in investing activities (338,016) (1,058,908) (12,896,201) (1,875,674) Cash flows from financing activities: Deemed distribution (18,326) — — — Proceeds from initial public offering — — 11,879,944 1,727,866 Initial public offering costs — — (356,313) (51,823) Proceeds from issuance of Convertible Preferred Shares 511,911 1,446,906 5,824,568 847,148 Issuance costs (7,047) (15,369) (3,842) (559) Repurchase of Class B Ordinary Shares — (32,677) — — Net cash generated from financing activities 486,538 1,398,860 17,344,357 2,522,632 Exchange rate effect on cash, cash equivalents and restricted cash 21,568 (47,820) 319,221 46,429 Net increase in cash, cash equivalents and restricted cash 169,994 294,885 4,878,101 709,491 Cash, cash equivalents and restricted cash at beginning of year 198,766 368,760 663,645 96,523 Cash, cash equivalents and restricted cash at end of year 368,760 663,645 5,541,746 806,014 Basis of presentation Condensed financial information is used for the presentation of the Company, or the parent company. The condensed financial information of the parent company has been prepared using the same accounting policies as set out in the Company’s consolidated financial statements except that the parent company used the equity method to account for investment in its subsidiary, the VIE and subsidiary of the VIE. The parent company records its investment in its subsidiary, the VIE and its subsidiary under the equity method of accounting as prescribed in ASC 323, Investments-Equity Method and Joint Ventures. Such investments are presented on the condensed balance sheets as ''Investments in subsidiaries, the VIE and a subsidiary of the VIE'' or ''Loss in excess of investments in subsidiary, the VIE and subsidiary of the VIE'' and their respective profit or loss as ''Share of profit in subsidiaries, the VIE and a subsidiary of the VIE'' on the condensed statements of comprehensive loss. Equity method accounting ceases when the carrying amount of the investment, including any additional financial support, in a subsidiary, the VIE and subsidiary of the VIE is reduced to zero unless the parent company has guaranteed obligations of the subsidiary, the VIE and subsidiary of the VIE or is otherwise committed to provide further financial support. If the subsidiary, the VIE subsidiary of the VIE subsequently reports net income, the parent company shall resume applying the equity method only after its share of that net income equals the share of net losses not recognized during the period the equity method was suspended. The parent company’s condensed financial statements should be read in conjunction with the Company’s consolidated financial statements. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Summary of Significant Accounting Policies | |
Basis of presentation | (a) Basis of presentation The accompanying consolidated financial statements have been prepared in accordance with the accounting principles generally accepted in the United States of America (“US GAAP”). |
Principles of consolidation | (b) Principles of consolidation The consolidated financial statements include the financial statements of the Company, its subsidiaries, the VIE and the subsidiaries of the VIE. All significant inter-company transactions and balances between the Company, its subsidiaries, the VIE and subsidiaries of the VIE have been eliminated upon consolidation. |
Use of estimates | (c) Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the balance sheet date and revenues and expenses during the reporting periods. Significant accounting estimates reflected in the Group’s consolidated financial statements include, but not limited to economic lives and impairment of long-lived assets, valuation of short-term and long-term investments, valuation allowance for deferred tax assets, uncertain tax position, valuation for share-based compensation, warrant liability and modification of the convertible preferred shares. Changes in facts and circumstances may result in revised estimates. Actual results could differ from those estimates, and as such, differences may be material to the consolidated financial statements. |
Foreign currency | (d) Foreign currency The functional currency of the Company and Walnut HK is the US$. The Company’s PRC subsidiaries, the VIE and the subsidiaries of the VIE determined their functional currencies to be RMB based on the criteria of ASC 830, Foreign Currency Matters. The Group uses the RMB as its reporting currency. Transactions denominated in foreign currencies are re-measured into the functional currency at the exchange rates prevailing on the transaction dates. Monetary assets and liabilities denominated in foreign currencies are re-measured at the exchange rates prevailing at the balance sheet date. Non-monetary items that are measured in terms of historical cost in foreign currency are re-measured using the exchange rates at the dates of the initial transactions. Exchange gains and losses are included in the consolidated statements of comprehensive loss. The Company uses the average exchange rate for the year and the exchange rate at the balance sheet date to translate the operating results and financial position, respectively. Translation differences are recorded in accumulated other comprehensive income /(loss), a component of shareholders’ (deficits)/equity. |
Convenience translation | (e) Convenience translation Amounts in US$ are presented for the convenience of the reader and are translated at the noon buying rate of US$1.00 to RMB6.8755 on December 31, 2018, the last business day in December 2018, as published on the website of the United States Federal Reserve Board. No representation is made that the RMB amounts could have been, or could be, converted into US$ at such rate. |
Cash and cash equivalents | (f) Cash and cash equivalents Cash and cash equivalents consist of cash on hand and highly liquid investments which are unrestricted as to withdrawal or use and have original maturities of three months or less when purchased. |
Restricted cash | (g) Restricted cash Restricted cash represents cash received from consumers and reserved in a bank supervised account for payments to merchants. In November 2016, the FASB issued Accounting Standards Update (ASU) No. 2016-18, Statement of Cash Flows (Topic 230) : Restricted Cash, (“ASU 2016-18”), which requires entities to present the aggregate changes in cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. As a result, the statement of cash flows will be required to present restricted cash and restricted cash equivalents as a part of the beginning and ending balances of cash and cash equivalents. The Group adopted ASU 2016-18 retrospectively and presented restricted cash within the ending cash, cash equivalents, and restricted cash balance on the Company’s consolidated statements of cash flows for all of the years presented. For the years ended December 31, 2016 and 2017, the changes in restricted cash of nil and RMB9,370,849, respectively, were previously reported within net cash used in operating activities in the consolidated statements of cash flows. |
Short-term investments | (h) Short-term investments All highly liquid investments with original maturities of greater than three months but less than twelve months, are classified as short-term investments. Investments that are expected to be realized in cash during the next twelve months are also included in short-term investments. The Group accounts for short-term investments in accordance with ASC Topic 320 (“ASC 320”), Investments — Debt and Equity Securities. Interest income is included in earnings. Any realized gains or losses on the sale of the short-term investments are determined on a specific identification method and such gains and losses are reflected in earnings during the periods in which gains or losses are realized. |
Property and equipment | (i) Property and equipment Property and equipment are stated at cost and are depreciated using the straight-line method over the estimated useful lives of the assets, as follows: Category Estimated useful life Computer and office equipment 3 years Leasehold improvements Over the shorter of lease terms or the estimated useful lives of the assets Repair and maintenance costs are charged to expense as incurred, whereas the costs of renewals and betterments that extend the useful lives of property and equipment are capitalized as additions to the related assets. Retirements, sales and disposals of assets are recorded by removing the cost and accumulated depreciation from the asset and accumulated depreciation accounts with any resulting gain or loss reflected in the consolidated statements of comprehensive loss. Direct costs that are related to the construction of property and equipment and incurred in connection with bringing the assets to their intended use are capitalized as construction in progress. Construction in progress is transferred to specific property and equipment, and the depreciation of these assets commences when the assets are ready for their intended use. |
Impairment of long-lived assets other than goodwill | (j) Impairment of long-lived assets other than goodwill The Group evaluates its long-lived assets, including fixed assets and intangible assets with finite lives, for impairment whenever events or changes in circumstances, such as a significant adverse change to market conditions that will impact the future use of the assets, indicate that the carrying amount of an asset may not be fully recoverable. When these events occur, the Group evaluates the recoverability of long-lived assets by comparing the carrying amounts of the assets to the future undiscounted cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flows is less than the carrying amounts of the assets, the Group recognizes an impairment loss based on the excess of the carrying amounts of the assets over their fair value. Fair value is generally determined by discounting the cash flows expected to be generated by the assets, when the market prices are not readily available. For all periods presented, there were no impairment of any of the Group’s long-lived assets. |
Fair value of financial instruments | (k) Fair value of financial instruments The Group’s financial instruments include cash and cash equivalents, restricted cash, receivables from payment platforms, amount due from/to related parties, an interest-bearing loan to a related party, merchant deposits, customer advances, payables to merchants, short-term investments, an other non-current asset and convertible preferred shares. Other than the interest-bearing loan to a related party, other non-current asset and convertible preferred shares, the carrying values of these financial instruments approximated their fair values due to their short-term maturities. The carrying amount of the interest-bearing loan to a related party approximated its fair value since it bore interest rate which approximated market interest rate. The convertible preferred shares were initially recognized at their respective fair value. The warrant liability was recognized at fair value. The Group applies ASC 820, Fair Value Measurements and Disclosures (''ASC 820''). ASC 820 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements. ASC 820 requires disclosures to be provided on fair value measurement. ASC 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1 — Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 — Other inputs that are directly or indirectly observable in the marketplace. Level 3 — Unobservable inputs which are supported by little or no market activity. ASC 820 describes three main approaches to measuring the fair value of assets and liabilities: (1) market approach; (2) income approach; and (3) cost approach. The market approach uses prices and other relevant information generated from market transactions involving identical or comparable assets or liabilities. The income approach uses valuation techniques to convert future amounts to a single present value amount. The measurement is based on the value indicated by current market expectations about those future amounts. The cost approach is based on the amount that would currently be required to replace an asset. |
Revenue recognition | (l) Revenue recognition The Group through its platform primarily offers online marketplace services that enable third-party merchants to sell their products to consumers in China. Revenues from online marketplace services consist of online marketing services revenues and transaction services fees. Payments for services are generally received before deliveries. Effective January 1, 2018, the Group adopted ASU 2014-09, Revenue from contracts with Customers (Topic 606), using the modified retrospective method applying to those contracts not yet completed as of January 1, 2018. There were no changes made to the Company’s revenue recognition policy as a result of the adoption of Topic 606. Under Topic 606, revenues are recognized when control of the promised services are transferred to the Group’s customers in amounts that reflect the consideration the Group expects to be entitled to in exchange for those services. The Group also evaluates whether it is appropriate to record the gross amounts of goods and services sold and the related costs, or the net amounts earned as commissions. The Group presents value added taxes (“VAT”) as reductions of revenues. Online marketplace services The Group charges fees for transaction services to merchants for sales transactions completed on the Group’s online marketplace, where the Group does not take control of the products provided by the merchants at any point in the time during the transactions and does not have latitude over pricing of the merchandise. Transaction services fee is determined as a percentage based on the value of merchandise being sold by the merchants. Revenues related to transaction services are recognized in consolidated statements of comprehensive loss at the time when the Group’s service obligations to the merchants are determined to have been completed under each sales transaction upon the consumers confirming the receipts of goods. Fees charged for transaction services are not refundable if and when consumers return the merchandise to merchants. The Group also entered into contractual agreements with certain merchants to provide online marketing services on the Group’s online marketplace for which the Group receives service fees from merchants. Online marketing services allow merchants to bid for keywords that match product listings appearing in search or browser results on the Group’s online marketplace. Merchants prepay for online marketing services that are charged on a cost-per-click basis. The Group provides the online marketing services on its own platforms without involvement of any other party. Under ASC 606, the related revenues are recognized at a point of time when consumers click the merchants’ product listings when services are completed by the Group for the merchants. The positioning of such listings and the price for such positioning are determined through an online auction system, which facilitates price discovery through a market-based mechanism. In order to promote its online marketplace and attract more registered consumers, the Group at its own discretion offers incentives such as coupons, credits and discounts to consumers. Consumers are not customers of the Group, therefore incentives offered to consumers are not considered payments to customers. Coupons and credits redeemable for coupons can only be used in future purchases of eligible merchandise offered on the Group’s online marketplace to reduce purchase price that are not specific to any merchant. As the consumers are required to make future purchases of the merchants’ merchandise to redeem these coupons, the Group recognizes the amounts of redeemed coupons as marketing expenses when future purchases are made. Discounts provided to consumers are not specific to any merchant and the associated costs to the Company are recognized when the related transaction services revenues are recognized. During 2018, the Group also issued to consumers at its discretion, cash redeemable credits upon their completion of certain actions unrelated to the purchases of merchant products on the Group’s online marketplace. As the credits were redeemable for cash, the Group accrued for the related costs in marketing expenses based on the cash redemption value of each credit as it is issued, assuming all credits will be redeemed. As of December 31, 2018, the amount of outstanding credits was immaterial. Merchandise sales When the Group conducts online merchandise sales of fresh produce and other perishable products, it is primarily obligated for the merchandise sold to the customers, subject to inventory risk, has latitude in establishing prices and selecting suppliers. Revenues from merchandise sales are recorded on the gross basis when the customers confirm the receipts of goods. Proceeds received in advance of customer acceptance are recorded as current liabilities in customer advances. |
Costs of revenues | (m) Costs of revenues Costs of online marketplace services consist primarily of payment processing fees paid to third party online payment platform, costs associated with the operation of the Group’s platform, such as bandwidths and server costs, depreciation and maintenance costs, staff costs and share-based compensation expenses, surcharges and other expenses directly attributable to the online marketplace services. Costs of merchandise sales consist of the same elements as those of online marketplace services, as well as the purchase price of merchandise, shipping and other logistics charges and write-down of inventories. |
Advertising expenditures | (n) Advertising expenditures Advertising expenditures are expensed when incurred. Total amount of advertising expenditures and incentive programs recognized in sales and marketing expenses were RMB113,691, RMB1,259,610 and RMB12,867,833 (US$1,871,549) for the years ended December 31, 2016, 2017 and 2018, respectively. |
Research and development expenses | (o) Research and development expenses Research and development expenses include payroll, employee benefits, and other operating expenses associated with research and platform development. Research and development expenses also include rent, depreciation and other related expenses. To date, expenditures incurred between when the application has reached the development stage and when it is substantially complete and ready for its intended use have been inconsequential and, as a result, the Company did not capitalize any software development costs in the accompanying consolidated financial statements. |
Leases | (p) Leases Leases are classified at the inception date as either a capital lease or an operating lease. The Group did not enter into any leases whereby it is the lessor for any of the periods presented. As the lessee, a lease is a capital lease if any of the following conditions exists: a) ownership is transferred to the lessee by the end of the lease term, b) there is a bargain purchase option, c) the lease term is at least 75% of the property’s estimated remaining economic life, or d) the present value of the minimum lease payments at the beginning of the lease term is 90% or more of the fair value of the leased property to the lessor at the inception date. A capital lease is accounted for as if there was an acquisition of an asset and an incurrence of an obligation at the inception of the lease. The Group did not enter into any capital leases for the years ended December 31, 2016, 2017 and 2018. All other leases are accounted for as operating leases wherein rental payments are expensed on a straight-line basis over the periods of their respective lease terms. The Group leases office space under operating lease agreements. Certain lease agreements contain rent holidays and escalating rent. Rent holidays and escalating rent are considered in determining the straight-line rent expense to be recorded over the lease term. The lease term begins on the date of initial possession of the lease property for purposes of recognizing lease expense on a straight-line basis over the term of the lease. |
Income taxes | (q) Income taxes The Group follows the liability method of accounting for income taxes in accordance with ASC 740 (“ASC 740”), Income Taxes. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities using enacted tax rates that will be in effect in the period in which the differences are expected to reverse. The Group records a valuation allowance to offset deferred tax assets if based on the weight of available evidence, it is more-likely-than-not that some portion, or all, of the deferred tax assets will not be realized. The effect on deferred taxes of a change in tax rate is recognized in tax expense in the period that includes the enactment date of the change in tax rate. The Group accounted for uncertainties in income taxes in accordance with ASC 740. Interest and penalties related to unrecognized tax benefit recognized in accordance with ASC 740 are classified in the consolidated statements of comprehensive loss as income tax expenses. |
Share-based compensation | (r) Share-based compensation The Group applies ASC 718 (“ASC 718”), Compensation—Stock Compensation, to account for its employee share-based payments. In accordance with ASC 718, the Group determines whether an award should be classified and accounted for as a liability award or an equity award. All of the Group’s share-based awards to employees were classified as equity awards. The Group measures the employee share-based compensation based on the fair value of the award at the grant date. Expense is recognized using accelerated method over the requisite service period. The fair value of share options at the time of grant is determined using the binomial-lattice option pricing model. |
Employee benefit expenses | (s) Employee benefit expenses As stipulated by the regulations of the PRC, full-time employees of the Group are entitled to various government statutory employee benefit plans, including medical insurance, maternity insurance, workplace injury insurance, unemployment insurance and pension benefits through a PRC government-mandated multi-employer defined contribution plan. The Group is required to make contributions to the plan and accrues for these benefits based on certain percentages of the qualified employees’ salaries. |
Comprehensive loss | (t) Comprehensive loss Comprehensive loss is defined as the changes in equity of the Group during a period from transactions and other events and circumstances excluding transactions resulting from investments by owners and distributions to owners. Among other disclosures, ASC 220, Comprehensive Income, requires that all items that are required to be recognized under current accounting standards as components of comprehensive income be reported in a financial statement that is displayed with the same prominence as other financial statements. For each of the periods presented, the Group’s comprehensive loss includes net loss and foreign currency translation difference and is presented in the consolidated statements of comprehensive loss. |
Loss per share | (u) Loss per share Basic loss per share is computed by dividing net loss attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period using the two-class method. Under the two-class method, net loss is allocated between ordinary shares and other participating securities based on their participating rights. Diluted loss per share is calculated by dividing net loss attributable to ordinary shareholders by the weighted average number of ordinary and dilutive ordinary equivalent shares outstanding during the period. Ordinary equivalent shares consist of shares issuable upon the exercise of share options using the treasury stock method. Ordinary equivalent shares are not included in the denominator of the diluted loss per share calculation when inclusion of such shares would be anti-dilutive. Basic and diluted loss per share are not reported separately for Class A ordinary shares or Class B ordinary shares (the ''Ordinary Shares'') as each class of shares has the same rights to undistributed and distributed earnings. |
Segment reporting | (v) Segment reporting The Group follows ASC 280, Segment Reporting. The Group’s Chief Executive Officer as the chief operating decision-maker reviews the consolidated financial results when making decisions about allocating resources and assessing the performance of the Group as a whole and hence, the Group has only one reportable segment. The Group operates and manages its business as a single segment. As the Group’s long-lived assets are substantially all located in the PRC and substantially all the Group revenues are derived from within the PRC, no geographical segments are presented. |
Recent accounting pronouncements | (w) Recent accounting pronouncements The Jumpstart Our Business Startups Act ("JOBS Act") provides that an emerging growth company ("EGC") as defined therein can take advantage of an extended transition period for complying with new or revised accounting standards. This allows an EGC to delay adoption of certain accounting standards until those standards would otherwise apply to private companies. The Company as an EGC elected to take advantage of the extended transition period. However, the Company ceased to be an EGC on December 31, 2018 due to its rapid revenue growth in 2018. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), (“ASU 2016-02”), which requires a lessee to recognize a lease liability and a right-of-use asset for all leases with lease terms of more than 12 months. This guidance is effective for annual reporting periods beginning after December 15, 2018, including interim periods within those years, and early adoption is permitted. In January 2018, the FASB issued ASU No. 2018-01, Leases: Land Easement Practical Expedient, (“ASU 2018-01”), which provides an optional transition practical expedient for land easements. The effective date of the transition requirements for the amendment is the same as the effective date and transition requirements in ASU 2016-02. Subsequently, the FASB issued ASU No. 2018-10 Codification Improvements to Topic 842, Leases, (“ASU 2018-10”), which clarifies certain aspects of the guidance issued in ASU 2016-02; and ASU No. 2018-11, Leases (Topic 842): Targeted Improvements, (“ASU 2018-11”), which provides an additional transition method and a practical expedient for separating components of a contract for lessors. ASU 2016-02 modifies existing guidance for off balance sheet treatment of lessees’ operating leases by requiring lessees to recognize lease assets and lease liabilities. Under ASU 2016-02, lessor accounting is largely unchanged. ASU 2018-10 clarifies certain provisions and correct unintended applications of the guidance such as the application of implicit rate, lessee reassessment of lease classification, and certain transition adjustments that should be recognized to earnings rather than to stockholders’ equity. ASU 2018-11 provides an alternative transition method and practical expedient for separating contract components for the adoption of Topic 842. ASU 2018-11, ASU 2018-10, and ASU 2016-02 (collectively, “the new lease standards”) are effective for public business entities for annual reporting periods and interim periods within those years beginning after December 15, 2018. These new lease standards become effective for the Company on January 1, 2019. The Company will adopt this standard effective January 1, 2019 using the modified retrospective method, and chose to apply the new standard as of the effective date and will not restate comparable period. The Company will elect the package of practical expedients permitted under the transition guidance, which allows the Company to carry forward the historical lease classification, the assessment whether any expired or exiting contract is or contains a lease and initial direct costs for any leases that exist prior to adoption of the new standard. The Company will also elect the practical expedient not to separate lease and non-lease components for certain classes of underlying assets and the short-term lease exemption for contracts with lease terms of 12 months or less. Certain operating leases related to rental of offices will be subject to ASU 2016-02 and right-of-use assets and lease liabilities will be recognized on the Company’s consolidated balance sheet. The Company currently believes the most significant change will be related to the recognition of right-of-use assets and lease liabilities on the Company’s balance sheet for certain in-scope operating leases. The Company does not expect any material impact on net assets and the consolidated statement of comprehensive income as a result of adopting the new standard. In August 2018, the FASB issued ASU No. 2018-13 (‘‘ASU 2018-13’’), Fair Value Measurement . ASU 2018-13 modifies the disclosure requirements for fair value measurements by removing, modifying, or adding certain disclosures. The amendments in ASU 2018-13 will be effective for the Company beginning after January 1, 2020 including interim periods within the year. Early adoption is permitted. An entity is permitted to early adopt any removed or modified disclosures upon issuance of ASU No. 2018-13 and delay adoption of the additional disclosures until their effective date. The Company is not early adopting the standard and it is in the process of evaluation the impact of adoption of this new standard on its consolidated financial statements. |
Organization (Tables)
Organization (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Organization | |
Schedule of company's major subsidiaries, consolidated VIE and the subsidiary of the VIE | Percentage of Date of Place of ownership by the Principal Entity incorporation incorporation Company activities Direct Indirect Subsidiaries: HongKong Walnut Street Limited ("Walnut HK") April 28, 2015 Hong Kong 100 % — Holding company Hangzhou Weimi Network Technology Co., Ltd. ("Hangzhou Weimi" or the "WFOE") May 28, 2015 PRC 100 % — Technology research and development Shenzhen Qianhai Xinzhijiang Information Technology Co., Ltd. (“Xinzhijiang”) April 25, 2018 PRC 100 % — E-commerce platform VIE: Hangzhou Aimi Network Technology Co., Ltd. ("Hangzhou Aimi" or the "VIE") April 14, 2015 PRC — 100 % E-commerce platform VIE’s subsidiary: Shanghai Xunmeng Information Technology Co., Ltd. ("Shanghai Xunmeng") January 9, 2014 PRC — 100 % E-commerce platform |
Schedule of financial information for the VIE before eliminating the inter-company balances and transactions between the VIE, the subsidiaries of the VIE and other entities within the Group | As of December 31, 2017 2018 RMB RMB US$ ASSETS Current assets Cash and cash equivalents 2,192,667 3,529,316 513,318 Restricted cash 9,370,849 16,379,364 2,382,280 Receivables from online payment Platforms 88,173 247,586 36,010 Short-term investments 40,000 1,300,000 189,077 Amounts due from related parties (i) 442,669 1,018,963 148,202 Amounts due from Group companies (ii) — 565,101 82,191 Prepayments and other current assets 57,445 441,590 64,227 Total current assets 12,191,803 23,481,920 3,415,305 Non-current assets Property and equipment, net 2,212 16,578 2,411 Loan to a related party 162,363 — — Other non-current assets 5,000 — — Total non-current assets 169,575 16,578 2,411 Total assets 12,361,378 23,498,498 3,417,716 As of December 31, 2017 2018 RMB RMB US$ LIABILITIES Current liabilities Amounts due to Group companies (iii) 561,922 1,575,534 229,152 Amounts due to related parties (i) 56,032 458,147 66,635 Customer advances 56,453 190,382 27,690 Payable to merchants 9,838,519 17,275,934 2,512,680 Accrued expenses and other liabilities 208,301 1,500,951 218,304 Merchant deposits 1,778,085 4,188,273 609,159 Total current liabilities 12,499,312 25,189,221 3,663,620 Total liabilities 12,499,312 25,189,221 3,663,620 For the years ended December 31, 2016 2017 2018 RMB RMB RMB US$ Net revenues from Group companies 23,725 207,570 298,415 43,403 External 365,416 1,744,076 10,136,874 1,474,347 Net revenues 389,141 1,951,646 10,435,289 1,517,750 Net loss (116,034) (8,924) (1,552,789) (225,844) For the years ended December 31, 2016 2017 2018 RMB RMB RMB US$ (As adjusted) (As adjusted) Net cash generated from operating activities (iv) 1,156,387 10,391,383 8,984,498 1,306,741 Net cash (used in)/generated from investing activities (305,473) 88,404 (1,147,101) (166,839) Net cash provided by financing activities — 200,000 507,767 73,852 Net increase in cash, cash equivalents and restricted cash (iv) 850,914 10,679,787 8,345,164 1,213,754 i) ii) iii) iv) |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Summary of Significant Accounting Policies | |
Schedule of estimated useful lives of the assets | Category Estimated useful life Computer and office equipment 3 years Leasehold improvements Over the shorter of lease terms or the estimated useful lives of the assets |
Concentration of Risks (Tables)
Concentration of Risks (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Concentration of Risks | |
Schedule of business supplier risk | For the years ended December 31, Supplier 2017 2018 A * 550,832 B 459,982 491,798 C 81,009 * * Less than 10% |
Prepayments and Other Current_2
Prepayments and Other Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Prepayments and Other Current Assets | |
Schedule of components of prepayments and other current assets | As of December 31, 2017 2018 2018 RMB RMB US$ Prepayments 35,104 667,113 97,028 VAT recoverable 33,364 63,005 9,164 Rental and other deposits 14,589 64,902 9,440 Loan to a third party 2,456 35,000 5,091 Staff advances 3,689 7,868 1,144 Payments made on behalf of merchants 4,914 8,234 1,198 Interest receivables 26,529 101,062 14,699 Others 7,097 6,805 988 127,742 953,989 138,752 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property and Equipment, Net | |
Schedule of Property and Equipment, Net | As of December 31, 2017 2018 2018 RMB RMB US$ At cost: Computer and office equipment 7,256 27,148 3,949 Leasehold improvement 5,019 10,654 1,550 12,275 37,802 5,499 Less: accumulated depreciation (2,996) (8,727) (1,270) 9,279 29,075 4,229 |
Schedule of depreciation expenses allocated to captions in income statement | For the years ended December 31, 2016 2017 2018 2018 RMB RMB RMB US$ Costs of revenues 321 553 1,291 188 Sales and marketing expenses 163 546 805 117 General and administrative expenses 68 181 1,074 156 Research and development expenses 204 985 2,764 402 756 2,265 5,934 863 |
Intangible Asset (Tables)
Intangible Asset (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Intangible Asset | |
Schedule of intangible asset | Total RMB Balance as of January 1, 2018 — Addition 2,852,370 Amortization (491,069) Foreign currency translation difference 218,037 Balance as of December 31, 2018 2,579,338 |
Schedule of estimated annual amortization expense | Amortization RMB US$ 2019 618,458 89,951 2020 618,458 89,951 2021 618,458 89,951 2022 618,458 89,951 2023 110,125 16,017 |
Accrued Expenses and Other Li_2
Accrued Expenses and Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accrued Expenses and Other Liabilities | |
Schedule of Accrued Expenses and Other Liabilities | As of December 31, 2017 2018 2018 RMB RMB US$ Payroll payable 61,153 389,615 56,667 Accrued expenses 192,034 1,371,483 199,474 VAT and other tax payable 104,197 436,495 63,486 Others 3,009 28,074 4,085 360,393 2,225,667 323,712 |
Revenues (Tables)
Revenues (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Revenues | |
Schedule of revenues | For the years ended December 31, 2016 2017 2018 2018 RMB RMB RMB US$ Online marketplace services —Online marketing services — 1,209,275 11,515,575 1,674,871 —Transaction services 48,276 531,416 1,604,415 233,352 Merchandise sales 456,588 3,385 — — 504,864 1,744,076 13,119,990 1,908,223 |
Schedule of information about contract liabilities, comprising customer advances and portions of Payables to merchants | As of January 1, 2018 December 31, 2018 December 31, 2018 RMB RMB US$ Customer advances 56,453 191,482 27,850 Contract liability 38,935 72,939 10,609 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Share-Based Compensation | |
Schedule of assumptions used to estimate the fair value of options | For the years ended December 31, 2016 2017 2018 Risk-free interest rates 1.75%-2.66% 2.26% - 2.57% 2.97%-3.13% Expected volatility 49.63%-50.39% 48.08% - 49.35% 46.23%-48.63% Expected dividend yield Exercise multiple Post-vesting forfeit rate Fair value of underlying Ordinary Shares $0.0308-$0.0577 $0.0858-$0.5359 $1.5146-$5.7400 Fair value of share option $0.0273-$0.0531 $0.0808-$0.5302 $1.5091-$5.7335 |
Schedule of recognized share-based compensation expenses | For the years ended December 31, 2016 2017 2018 2018 RMB RMB RMB US$ Costs of revenues 276 796 3,488 507 Sales and marketing expenses 563 1,675 405,805 59,022 General and administrative expenses i) / ii) 1,477 108,141 6,296,186 915,742 Research and development 1,748 5,893 136,094 19,794 4,064 116,505 6,841,573 995,065 i) ii) Founder at the par value of US$0.000005 per share pursuant to a shareholders’ resolution. The difference between the par value and estimated fair value of Ordinary Shares on the grant date was recorded as a one-time share based compensation expense of RMB5,953,717 (US$865,932) in general and administration expenses. No such transaction took place during the years ended December 31, 2016 and 2017. |
RSU | |
Share-Based Compensation | |
Summary of Group's share-based compensation activities | Weighted average Number grant date of RSUs fair value US$ Outstanding as of January 1, 2018 — — Granted 8,295,240 6.2519 Outstanding as of December 31, 2018 8,295,240 6.2519 Vested and expected to vest as of December 31, 2018 8,295,240 6.2519 |
Stock option | |
Share-Based Compensation | |
Summary of Group's share-based compensation activities | Weighted Weighted Weighted average average average grant Aggregate remaining Number of exercise date fair intrinsic contractual share options price value value term US$ US$ US$ Years Outstanding as of January 1, 2016 101,468,440 0.0065 0.0184 2,385 9.82 Granted 102,264,620 0.0065 0.0416 Outstanding as of December 31, 2016 203,733,060 0.0065 0.0301 10,390 9.25 Vested and expected to vest as of December 31, 2016 203,733,060 0.0065 0.0301 10,390 9.25 Granted 78,560,000 0.0065 0.1736 Forfeited (9,850,200) 0.0065 0.0544 Outstanding as of December 31, 2017 272,442,860 0.0065 0.0706 144,258 8.57 Vested and expected to vest as of December 31, 2017 272,442,860 0.0065 0.0706 144,258 8.57 Granted 359,390,000 0.0065 3.6289 Forfeited (2,240,000) 0.0065 2.5006 Outstanding as of December 31, 2018 629,592,860 0.0065 2.0931 3,527,924 Vested and expected to vest as of December 31, 2018 629,592,860 0.0065 2.0931 3,527,924 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income taxes | |
Schedule of Group's loss before income taxes | For the years ended December 31, 2016 2017 2018 2018 RMB RMB RMB US$ Non-PRC (12,839) (108,086) (7,083,904) (1,030,311) PRC (279,138) (417,029) (3,133,221) (455,709) (291,977) (525,115) (10,217,125) (1,486,020) |
Schedule Of current and deferred portions of income tax expense | For the years ended December 31, RMB RMB RMB US$ Current income tax expense — — — — Deferred tax expense — — — — Total income tax expense — — — — |
Schedule of reconciliations of the income tax expenses | For the years ended December 31, 2016 2017 2018 2018 RMB RMB RMB US$ Loss before income tax expense (291,977) (525,115) (10,217,125) (1,486,020) PRC statutory tax rate 25 % 25 % 25 % 25 % Income tax benefits at PRC statutory tax rate (72,994) (131,279) (2,554,281) (371,505) International tax rate differential 3,208 27,074 1,779,100 258,759 Preferential tax rate — — 197,828 28,773 Non-deductible expenses 7,120 6,890 36,726 5,342 Non-taxable income (6,055) (11,962) (20,973) (3,050) Loss not recognized — 22,747 — — Deferred tax items tax rate differential — — (34,236) (4,979) Additional deduction of research and development expenses — — (22,672) (3,298) Change in valuation allowance 68,721 86,530 618,508 89,958 Income tax expenses — — — — |
Schedule of significant components of the Group's deferred tax assets | As of December 31, 2017 2018 2018 RMB RMB US$ Deferred tax assets Bad debt provision 179 431 63 Impairment of a long-term investment 2,500 2,500 364 Donations — 3,000 436 Accrued expenses and other liabilities 18,766 10,345 1,505 Advertising expenses 89,529 421,883 61,360 Tax losses 52,486 343,809 50,005 Less: valuation allowance (163,460) (781,968) (113,733) Deferred tax assets, net — — — |
Schedule of reconciliation of unrecognized tax benefit | For the years ended December 31, 2016 2017 2018 2018 RMB RMB RMB US$ Balance at January 1 — — (105,579) (15,356) Increase — (105,579) (10,957) (1,594) Decrease — — 105,579 15,356 Balance at December 31 — (105,579) (10,957) (1,594) |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions | |
Schedule of relationship with related parties | Names of related parties Relationship with the Group Toshare Group Holding Limited Company controlled by the Founder Suzhou Lebei Network Technology Co., Ltd Company controlled by one of the directors of the Company* Jiaxing Suda Electronic Commerce Co., Ltd Company controlled by the Founder Hangzhou Tuguan Technology Co., Ltd Company controlled by the Founder Hangzhou LeGu Investment Consulting Co., Ltd Company controlled by the Founder Tencent and its affiliates (“Tencent Group”) A shareholder of the Company * |
Schedule of significant related party transactions | For the year ended December 31, 2016 2017 2018 2018 RMB RMB RMB US$ Services received from: Hangzhou Tuguan Technology Co., Ltd 102,995 — — — Tencent Group 54,286 516,014 1,266,362 184,185 Jiaxing Suda Electronic Commerce Co., Ltd 14,035 — — — Toshare Group Holding Limited 7,824 — — — Suzhou Lebei Network Technology Co., Ltd 4,127 2,444 — — Merchandise sold through: Suzhou Lebei Internet Technology Co., Ltd 137,399 — — — |
Schedule of related party balances | As of December 31, 2017 2018 2018 RMB RMB US$ Accounts due from related parties: Current: Tencent Group* 442,669 1,018,963 148,202 Suzhou Lebei Network Technology Co., Ltd 221 — — Loan to a related party: Non-current: Hangzhou LeGu Investment Consulting Co., Ltd 162,363 — — Accounts due to related parties: Current: Toshare Group Holding Limited 19,009 19,966 2,904 Suzhou Lebei Network Technology Co., Ltd 1,016 — — Tencent Group 56,032 458,147 66,635 * The balance represents receivables due from the online payment platform operated by Tencent Group. |
Convertible Preferred Shares (T
Convertible Preferred Shares (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Convertible Preferred Shares | |
Summary of the issuances of convertible preferred shares | Original Issuance Price per Number of Name Issuance Date Share* Shares* Series A1 Convertible Preferred Shares June 2015 $ 0.0093 71,849,380 Series A2 Convertible Preferred Shares June 2015 $ 0.0336 238,419,800 Series B1 Convertible Preferred Shares November 2015 $ 0.1576 211,588,720 Series B2 Convertible Preferred Shares January 2016 $ 0.1576 27,781,280 Series B3 Convertible Preferred Shares March 2016 $ 0.1576 145,978,540 Series B4 Convertible Preferred Shares June 2016 $ 0.1710 292,414,780 Series C1 Convertible Preferred Shares February 2017 $ 0.3545 56,430,180 Series C2 Convertible Preferred Shares February 2017 $ 0.3985 238,260,780 Series C3 Convertible Preferred Shares June 2017 $ 0.4139 241,604,260 Series D Convertible Preferred Shares March 2018** $ 2.4832 551,174,340 * ** |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Measurements | |
Schedule of financial instruments measured at fair value on a recurring and non-recurring basis | Fair Value Measurements as of December 31, 2016 Quoted Price in Significant Active Market for Other Unobservable Identical Assets Observable inputs (Level 1) Inputs (Level 2) (Level 3) RMB RMB RMB Recurring Warrant liability — — 9,064 Fair Value Measurements as of December 31, 2017 Quoted Price in Significant Active Market for Other UnobservableI Identical Assets Observable Inputs (Level 1) Inputs (Level 2) (Level 3) Total Losses RMB RMB RMB RMB Non-recurring Long-term investment included in other non-current assets — — 5,000 10,000 |
Schedule of changes in Level 3 instrument measured at fair value on a recurring basis | Warrant liability RMB Balance as of January 1, 2016 — Change in fair value 8,668 Foreign exchange effect 396 Balance as of December 31, 2016 9,064 Transfer to mezzanine equity (8,982) Foreign exchange effect (82) Fair value at December 31, 2017 — |
Loss Per Share (Tables)
Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Loss Per Share | |
Schedule of computation of basic and diluted net loss per share | For the year ended December 31, 2016 2017 2018 2018 RMB RMB RMB US$ Numerator: Net loss (291,977) (525,115) (10,217,125) (1,486,020) Deemed distribution to certain holders of Convertible Preferred Shares (30,430) — (80,496) (11,708) Contribution from certain holder of Convertible Preferred Shares — 26,413 — — Net loss attributable to ordinary shareholders (322,407) (498,702) (10,297,621) (1,497,728) Denominator: (in thousands of shares) Weighted-average number of Ordinary Shares outstanding – basic and diluted 1,815,200 1,764,799 2,968,320 2,968,320 Loss per share – basic and diluted (0.18) (0.28) (3.47) (0.50) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies. | |
Schedule of future minimum lease payments under non-cancellable operating leases | RMB US$ 2019 100,708 14,647 2020 82,306 11,971 2021 74,687 10,863 2022 53,053 7,716 2023 and thereafter 4,664 678 Total 315,418 45,875 |
Condensed Financial Informati_2
Condensed Financial Information of the Company (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Condensed Financial Information of the Company | |
Condensed balance sheets of parent company | As of December 31, 2017 2018 RMB RMB US$ ASSETS Current assets Cash and cash equivalents 663,645 5,541,746 806,014 Short-term investments — 6,260,689 910,579 Prepayments and other current assets 5,579 18,789 2,733 Total current assets 669,224 11,821,224 1,719,326 Non-current assets Intangible asset — 2,579,338 375,149 Investments in subsidiary, the VIE and subsidiary of the VIE 549,134 4,440,777 645,882 Total non-current assets 549,134 7,020,115 1,021,031 Total assets 1,218,358 18,841,339 2,740,357 LIABILITIES, MEZZANINE EQUITY AND SHAREHOLDERS' (DEFICITS)/EQUITY Current liabilities Accrued expenses and other liabilities 13,395 18,745 2,726 Total current liabilities 13,395 18,745 2,726 Total liabilities 13,395 18,745 2,726 LIABILITIES, MEZZANINE EQUITY AND SHAREHOLDERS’ (DEFICITS)/EQUITY Mezzanine equity Series A1 Convertible Preferred Shares (US$0.000005 par value; 71,849,380 and nil shares authorized, issued and outstanding as of December 31, 2017 and 2018, respectively) 4,224 — — Series A2 Convertible Preferred Shares (US$0.000005 par value; 238,419,800 and nil shares authorized, issued and outstanding as of December 31, 2017 and 2018, respectively) 48,815 — — Series B1 Convertible Preferred Shares (US$0.000005 par value; 211,588,720 and nil shares authorized, issued and outstanding as of December 31, 2017 and 2018, respectively) 219,448 — — Series B2 Convertible Preferred Shares (US$0.000005 par value; 27,781,280 and nil shares authorized, issued and outstanding as of December 31, 2017 and 2018, respectively) 29,451 — — Series B3 Convertible Preferred Shares (US$0.000005 par value; 145,978,540 and nil shares authorized, issued and outstanding as of December 31, 2017 and 2018, respectively) 153,009 — — Series B4 Convertible Preferred Shares (US$0.000005 par value; 292,414,780 and nil shares authorized, issued and outstanding as of December 31, 2017 and 2018, respectively) 327,786 — — Series C1 convertible preferred shares, net of subscription receivable of RMB13,758 and nil as of December 31, 2017 and 2018, respectively (US$0.000005 par value; 56,430,180 and nil shares authorized, issued and outstanding as of December 31, 2017 and 2018, respectively) 96,052 — — Series C2 Convertible Preferred Shares (US$0.000005 par value; 238,260,780 and nil shares authorized, issued and outstanding as of December 31, 2017 and 2018, respectively) 638,863 — — Series C3 Convertible Preferred Shares (US$0.000005 par value; 241,604,260 and nil shares authorized, issued and outstanding as of December 31, 2017 and 2018, respectively) 679,273 — — Total mezzanine equity 2,196,921 — — Shareholders’ (deficits)/equity Class A Ordinary Shares (US$0.000005 par value; 6,208,214,480 shares authorized, 42,486,360 issued and outstanding as of December 31, 2017; 77,300,000,000 shares authorized, 2,381,240,988 issued and outstanding as of December 31, 2018, respectively) 1 78 11 Class B Ordinary Shares (US$0.000005 par value; 1,716,283,460 authorized, issued and outstanding as of December 31, 2017; 2,200,000,000 authorized, 2,074,447,700 issued and outstanding as of December 31, 2018, respectively) 53 64 9 Additional paid-in capital 61,326 29,114,527 4,234,532 Accumulated other comprehensive (loss)/income (23,101) 1,035,783 150,648 Accumulated deficits (1,030,237) (11,327,858) (1,647,569) Total shareholders’ (deficits)/equity (991,958) 18,822,594 2,737,631 Total liabilities, mezzanine equity, and shareholders’ (deficits)/equity 1,218,358 18,841,339 2,740,357 |
Condensed statements of comprehensive income of parent company | For the years ended December 31, 2016 2017 2018 RMB RMB RMB US$ Costs of revenues Costs of online marketplace services — — (491,069) (71,423) Total costs of revenues — — (491,069) (71,423) Sales and marketing expenses — — (4,106) (597) General and administrative expenses (138) (165) (4,101) (596) Total operating expenses (138) (165) (8,207) (1,193) Operating loss (138) (165) (499,276) (72,616) Interest income 41 8,264 207,597 30,194 Foreign exchange gain/(loss) — — 113 16 Share of losses from subsidiary, the VIE and subsidiary of the VIE (283,212) (533,214) (9,925,559) (1,443,614) Changes in the fair value of warrant liability (8,668) — — — Loss before income tax (291,977) (525,115) (10,217,125) (1,486,020) Income tax expenses — — Net loss (291,977) (525,115) (10,217,125) (1,486,020) Other comprehensive income/(loss), net of tax of nil Foreign currency translation difference, net of tax of nil 20,001 (47,681) 1,058,884 154,008 Comprehensive loss (271,976) (572,796) (9,158,241) (1,332,012) |
Condensed statement of cash flows of parent company | For the years ended December 31, 2016 2017 2018 RMB RMB RMB US$ Net cash generated from operating activities (96) 2,753 110,724 16,104 Cash flows from investing activities: Cash given to purchase of short term investment — — (6,146,370) (893,952) Cash given to subsidiary, the VIE and subsidiary of the VIE (338,016) (1,058,908) (6,749,831) (981,722) Net cash used in investing activities (338,016) (1,058,908) (12,896,201) (1,875,674) Cash flows from financing activities: Deemed distribution (18,326) — — — Proceeds from initial public offering — — 11,879,944 1,727,866 Initial public offering costs — — (356,313) (51,823) Proceeds from issuance of Convertible Preferred Shares 511,911 1,446,906 5,824,568 847,148 Issuance costs (7,047) (15,369) (3,842) (559) Repurchase of Class B Ordinary Shares — (32,677) — — Net cash generated from financing activities 486,538 1,398,860 17,344,357 2,522,632 Exchange rate effect on cash, cash equivalents and restricted cash 21,568 (47,820) 319,221 46,429 Net increase in cash, cash equivalents and restricted cash 169,994 294,885 4,878,101 709,491 Cash, cash equivalents and restricted cash at beginning of year 198,766 368,760 663,645 96,523 Cash, cash equivalents and restricted cash at end of year 368,760 663,645 5,541,746 806,014 |
Organization - Ownership intere
Organization - Ownership interest (Details) | 1 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Dec. 31, 2018 | |
Hangzhou Aimi or VIE | ||
Major subsidiaries, consolidated VIE and the subsidiary of the VIE | ||
Percentage of direct or indirect ownership in VIEs | 100.00% | |
Shanghai Xunmeng | ||
Major subsidiaries, consolidated VIE and the subsidiary of the VIE | ||
Percentage of direct or indirect ownership in VIEs | 100.00% | 100.00% |
Walnut HK | ||
Major subsidiaries, consolidated VIE and the subsidiary of the VIE | ||
Percentage of ownership by the Company | 100.00% | |
Hangzhou Weimi or WFOE | ||
Major subsidiaries, consolidated VIE and the subsidiary of the VIE | ||
Percentage of ownership by the Company | 100.00% | |
Xinzhijiang | ||
Major subsidiaries, consolidated VIE and the subsidiary of the VIE | ||
Percentage of ownership by the Company | 100.00% |
Organization - The VIE agreemen
Organization - The VIE agreements (Details) - Exclusive Consulting and Services Agreement | 12 Months Ended |
Dec. 31, 2018 | |
The VIE agreements | |
Term of agreement (in years) | 10 years |
Automatic extended term of agreement (in years) | 10 years |
Notice period for termination of agreement (in months) | 3 months |
Organization - Financial inform
Organization - Financial information for the VIE (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | Dec. 31, 2018CNY (¥) | Jan. 01, 2018CNY (¥) | |
Current assets | ||||||
Cash and cash equivalents | $ 2,059,533 | ¥ 3,058,152 | ¥ 1,319,843 | ¥ 14,160,322 | ||
Restricted cash | 2,382,280 | 9,370,849 | 16,379,364 | |||
Receivables from online payment Platforms | 36,010 | 88,173 | 247,586 | |||
Short-term investments | 1,109,838 | 50,000 | 7,630,689 | |||
Amounts due from related parties | 148,212 | 442,912 | 1,019,033 | |||
Prepayments and other current assets | 138,752 | 127,742 | 953,989 | |||
Total current assets | 5,874,625 | 13,137,828 | 40,390,983 | |||
Non-current assets | ||||||
Property and equipment, net | 4,229 | 9,279 | 29,075 | |||
Loan to a related party | 162,363 | |||||
Other non-current assets | 26,568 | 5,000 | 182,667 | |||
Total non-current assets | 405,946 | 176,642 | 2,791,080 | |||
Total Assets | 6,280,571 | 13,314,470 | 43,182,063 | |||
Current liabilities | ||||||
Amounts due to related parties | 69,539 | 76,057 | 478,113 | |||
Customer advances | 27,850 | 56,453 | 191,482 | ¥ 56,453 | ||
Payable to merchants | 2,512,680 | 9,838,519 | 17,275,934 | |||
Accrued expenses and other liabilities | 323,712 | 360,393 | 2,225,667 | |||
Merchant deposits | 609,159 | 1,778,085 | 4,188,273 | |||
Total current liabilities | 3,542,940 | 12,109,507 | 24,359,469 | |||
Total liabilities | 3,542,940 | 12,109,507 | 24,359,469 | |||
Consolidated statement of income (loss) | ||||||
Net revenues | 1,908,223 | ¥ 13,119,990 | 1,744,076 | 504,864 | ||
Net loss | (1,486,020) | (10,217,125) | (525,115) | (291,977) | ||
Consolidated statement of cashflows | ||||||
Net cash flow generated from operating activities | 1,129,798 | 7,767,927 | 9,686,328 | 879,777 | ||
Net cash (used in)/generated from investing activities | (1,097,885) | (7,548,509) | 71,651 | (307,301) | ||
Net cash provided by financing activities | 2,522,632 | 17,344,357 | 1,398,860 | 486,538 | ||
Net increase in cash, cash equivalents and restricted cash | 2,634,090 | ¥ 18,110,685 | 11,109,158 | 1,079,411 | ||
Restricted cash | 2,382,280 | 9,370,849 | 16,379,364 | |||
ASU 2016-18 | Proforma Adjustment | ||||||
Current assets | ||||||
Restricted cash | 9,370,849 | 0 | ||||
Consolidated statement of cashflows | ||||||
Restricted cash | 9,370,849 | ¥ 0 | ||||
Consolidated VIE | ||||||
Current liabilities | ||||||
Amounts due to related parties | 66,635 | 56,032 | 458,147 | |||
Customer advances | 27,690 | 56,453 | 190,382 | |||
Payable to merchants | 2,512,680 | 9,838,519 | 17,275,934 | |||
Accrued expenses and other liabilities | 218,304 | 208,301 | 1,500,951 | |||
Merchant deposits | $ 609,159 | ¥ 1,778,085 | 4,188,273 | |||
Consolidated VIE | Consolidated revenues | ||||||
Financial information for the VIE | ||||||
Concentration (as a percent) | 77.30% | 77.30% | 100.00% | 72.40% | ||
Consolidated VIE | Consolidated total assets | ||||||
Financial information for the VIE | ||||||
Concentration (as a percent) | 53.10% | 53.10% | 92.80% | |||
Consolidated VIE | Consolidated total liabilities | ||||||
Financial information for the VIE | ||||||
Concentration (as a percent) | 96.90% | 96.90% | 98.60% | |||
Reportable legal entity | Consolidated VIE | ||||||
Current assets | ||||||
Cash and cash equivalents | $ 513,318 | ¥ 2,192,667 | 3,529,316 | |||
Restricted cash | 2,382,280 | 9,370,849 | 16,379,364 | |||
Receivables from online payment Platforms | 36,010 | 88,173 | 247,586 | |||
Short-term investments | 189,077 | 40,000 | 1,300,000 | |||
Amounts due from related parties | 148,202 | 442,669 | 1,018,963 | |||
Amounts due from Group companies | 82,191 | 565,101 | ||||
Prepayments and other current assets | 64,227 | 57,445 | 441,590 | |||
Total current assets | 3,415,305 | 12,191,803 | 23,481,920 | |||
Non-current assets | ||||||
Property and equipment, net | 2,411 | 2,212 | 16,578 | |||
Loan to a related party | 162,363 | |||||
Other non-current assets | 5,000 | |||||
Total non-current assets | 2,411 | 169,575 | 16,578 | |||
Total Assets | 3,417,716 | 12,361,378 | 23,498,498 | |||
Current liabilities | ||||||
Amounts due to Group companies | 229,152 | 561,922 | 1,575,534 | |||
Amounts due to related parties | 66,635 | 56,032 | 458,147 | |||
Customer advances | 27,690 | 56,453 | 190,382 | |||
Payable to merchants | 2,512,680 | 9,838,519 | 17,275,934 | |||
Accrued expenses and other liabilities | 218,304 | 208,301 | 1,500,951 | |||
Merchant deposits | 609,159 | 1,778,085 | 4,188,273 | |||
Total current liabilities | 3,663,620 | 12,499,312 | 25,189,221 | |||
Total liabilities | 3,663,620 | 12,499,312 | 25,189,221 | |||
Consolidated statement of income (loss) | ||||||
Net revenues | 1,517,750 | ¥ 10,435,289 | 1,951,646 | ¥ 389,141 | ||
Net loss | (225,844) | (1,552,789) | (8,924) | (116,034) | ||
Consolidated statement of cashflows | ||||||
Net cash flow generated from operating activities | 1,306,741 | 8,984,498 | 10,391,383 | 1,156,387 | ||
Net cash (used in)/generated from investing activities | (166,839) | (1,147,101) | 88,404 | (305,473) | ||
Net cash provided by financing activities | 73,852 | 507,767 | 200,000 | |||
Net increase in cash, cash equivalents and restricted cash | 1,213,754 | 8,345,164 | 10,679,787 | 850,914 | ||
Prepayments for technical service fee | 69,821 | 480,052 | ||||
Inter-company borrowings payable | 37,563 | 549,135 | 258,263 | |||
Restricted cash | 2,382,280 | 9,370,849 | ¥ 16,379,364 | |||
Reportable legal entity | Group companies | Consolidated VIE | ||||||
Consolidated statement of income (loss) | ||||||
Net revenues | 43,403 | 298,415 | 207,570 | 23,725 | ||
Reportable legal entity | External | Consolidated VIE | ||||||
Consolidated statement of income (loss) | ||||||
Net revenues | $ 1,474,347 | ¥ 10,136,874 | ¥ 1,744,076 | ¥ 365,416 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Convenience translation (Details) | Dec. 31, 2018 |
Summary of Significant Accounting Policies | |
Convenience translation rate (USD to RMB) | 6.8755 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Restricted cash (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) |
Restricted cash | ||||
Restricted cash | $ 2,382,280 | ¥ 16,379,364 | ¥ 9,370,849 | |
ASU 2016-18 | Proforma Adjustment | ||||
Restricted cash | ||||
Restricted cash | ¥ 9,370,849 | ¥ 0 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Property and equipment (Details) - CNY (¥) ¥ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property and Equipment, Net | |||
Impairment of any long-lived assets | ¥ 0 | ¥ 0 | ¥ 0 |
Computer and office equipment | |||
Property and Equipment, Net | |||
Estimated useful life | 3 years |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Advertising expenditures (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | |
Summary of Significant Accounting Policies | ||||
Advertising expenditures recognized in sales and marketing expenses | $ 1,871,549 | ¥ 12,867,833 | ¥ 1,259,610 | ¥ 113,691 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Segment reporting (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Summary of Significant Accounting Policies | |
Number of reportable segment | 1 |
Concentration of Risks (Details
Concentration of Risks (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | |
Concentration Risk | ||||
Total costs | $ 422,551 | ¥ 2,905,249 | ¥ 722,830 | ¥ 577,870 |
Minimum number of years for economic reform policies pursuing by PRC government | 20 years | 20 years | ||
Percentage of appreciation (depreciation) of US dollar against RMB | 5.00% | 5.00% | (5.80%) | 6.80% |
Business supplier risk | Total cost | Supplier A | ||||
Concentration Risk | ||||
Total costs | ¥ 550,832 | |||
Business supplier risk | Total cost | Supplier B | ||||
Concentration Risk | ||||
Total costs | ¥ 491,798 | ¥ 459,982 | ||
Business supplier risk | Total cost | Supplier C | ||||
Concentration Risk | ||||
Total costs | ¥ 81,009 |
Short-term Investments (Details
Short-term Investments (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | |
Short-term Investments | ||||
Interest income on short-term investments | $ 16,833 | ¥ 115,737 | ¥ 12,483 | ¥ 1,522 |
Prepayments and Other Current_3
Prepayments and Other Current Assets (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) |
Prepayments and Other Current Assets | |||
Prepayments | $ 97,028 | ¥ 667,113 | ¥ 35,104 |
VAT recoverable | 9,164 | 63,005 | 33,364 |
Rental and other deposits | 9,440 | 64,902 | 14,589 |
Loan to a third party | 5,091 | 35,000 | 2,456 |
Staff advances | 1,144 | 7,868 | 3,689 |
Payments made on behalf of merchants | 1,198 | 8,234 | 4,914 |
Interest receivables | 14,699 | 101,062 | 26,529 |
Others | 988 | 6,805 | 7,097 |
Total | $ 138,752 | ¥ 953,989 | ¥ 127,742 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) |
Property and Equipment, Net | |||
At cost | $ 5,499 | ¥ 37,802 | ¥ 12,275 |
Less: accumulated depreciation | (1,270) | (8,727) | (2,996) |
Property and Equipment, Net | 4,229 | 29,075 | 9,279 |
Computer and office equipment | |||
Property and Equipment, Net | |||
At cost | 3,949 | 27,148 | 7,256 |
Leasehold improvement | |||
Property and Equipment, Net | |||
At cost | $ 1,550 | ¥ 10,654 | ¥ 5,019 |
Property and Equipment, Net - D
Property and Equipment, Net - Depreciation expenses (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | |
Property and Equipment, Net | ||||
Depreciation expenses | $ 863 | ¥ 5,934 | ¥ 2,265 | ¥ 756 |
Costs of revenues | ||||
Property and Equipment, Net | ||||
Depreciation expenses | 188 | 1,291 | 553 | 321 |
Sales and marketing expenses | ||||
Property and Equipment, Net | ||||
Depreciation expenses | 117 | 805 | 546 | 163 |
General and administrative expenses | ||||
Property and Equipment, Net | ||||
Depreciation expenses | 156 | 1,074 | 181 | 68 |
Research and development expenses | ||||
Property and Equipment, Net | ||||
Depreciation expenses | $ 402 | ¥ 2,764 | ¥ 985 | ¥ 204 |
Intangible Asset (Details)
Intangible Asset (Details) - 12 months ended Dec. 31, 2018 ¥ in Thousands, $ in Thousands | USD ($) | CNY (¥) |
Intangible Asset | ||
Addition | ¥ 2,852,370 | |
Amortization | $ (71,423) | (491,069) |
Foreign currency translation difference | 218,037 | |
Intangible asset, ending balance | 2,579,338 | |
Impairment charges | ¥ 0 |
Intangible Asset -Estimated ann
Intangible Asset -Estimated annual amortization expense (Details) - Dec. 31, 2018 ¥ in Thousands, $ in Thousands | USD ($) | CNY (¥) |
Intangible Asset | ||
2019 | $ 89,951 | ¥ 618,458 |
2020 | 89,951 | 618,458 |
2021 | 89,951 | 618,458 |
2022 | 89,951 | 618,458 |
2023 | $ 16,017 | ¥ 110,125 |
Accrued Expenses and Other Li_3
Accrued Expenses and Other Liabilities (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) |
Accrued Expenses and Other Liabilities | |||
Payroll payable | $ 56,667 | ¥ 389,615 | ¥ 61,153 |
Accrued expenses | 199,474 | 1,371,483 | 192,034 |
VAT and other tax payable | 63,486 | 436,495 | 104,197 |
Others | 4,085 | 28,074 | 3,009 |
Total | $ 323,712 | ¥ 2,225,667 | ¥ 360,393 |
Ordinary Shares (Details)
Ordinary Shares (Details) ¥ in Thousands, $ in Thousands | Jul. 26, 2018USD ($)shares | Jul. 26, 2018CNY (¥)shares | Dec. 31, 2018shares | Dec. 31, 2017shares |
Number of ordinary shares issued | 366,943,308 | |||
IPO | ||||
Total Proceeds, net of issuance cost | $ 1,690,696 | ¥ 11,523,631 | ||
ADSs | IPO | ||||
Number of ordinary shares issued | 85,600,000 | 85,600,000 | ||
Class A ordinary shares | ||||
Shares issued | 2,381,240,988 | 42,486,360 | ||
Class A ordinary shares | IPO | ||||
Number of ordinary shares issued | 342,400,000 | 342,400,000 |
Revenues (Details)
Revenues (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | |
Revenues | ||||
Revenues | $ 1,908,223 | ¥ 13,119,990 | ¥ 1,744,076 | ¥ 504,864 |
Online marketplace services | ||||
Revenues | ||||
Revenues | 1,908,223 | 13,119,990 | 1,740,691 | 48,276 |
Online marketing services | ||||
Revenues | ||||
Revenues | 1,674,871 | 11,515,575 | 1,209,275 | |
Transaction services | ||||
Revenues | ||||
Revenues | $ 233,352 | ¥ 1,604,415 | 531,416 | 48,276 |
Merchandise sales | ||||
Revenues | ||||
Revenues | ¥ 3,385 | ¥ 456,588 |
Revenues- Contract balances (De
Revenues- Contract balances (Details) ¥ in Thousands, $ in Thousands | Jan. 01, 2018CNY (¥) | Dec. 31, 2018CNY (¥) | Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) |
Revenues | |||||
Customer advances | ¥ 56,453 | $ 27,850 | ¥ 191,482 | ¥ 56,453 | |
Customer liability | 38,935 | $ 10,609 | ¥ 72,939 | ||
Revenues recognized from the carrying value of customer advances and contract liability | ¥ 44,704 | ¥ 38,935 |
Share-Based Compensation - Summ
Share-Based Compensation - Summary (Details) - CNY (¥) ¥ in Thousands | 1 Months Ended | 12 Months Ended | |
Jul. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
2015 Plan and the 2018 Plan | Stock Options | |||
Share-Based Compensation | |||
Required Service period (in years) | 4 years | ||
Annual vesting percentage | 25.00% | ||
Restricted period of holding after exercise (in years) | 3 years | ||
Additional implicit service period (in years) | 3 years | ||
Vesting period (in years) | 7 years | ||
Liability recognized for receipt of exercise prices before end of lock-up periods. | ¥ 0 | ¥ 0 | |
2015 Plan | Stock Options | |||
Share-Based Compensation | |||
Number of shares authorized | 945,103,260 | ||
Term of the options (in years) | 10 years | ||
2018 Plan | RSU | |||
Share-Based Compensation | |||
Number of shares authorized | 363,130,400 | ||
Term of the options (in years) | 4 years | ||
Percentage of annual increase on shares issued | 1.00% | ||
Annual vesting percentage | 25.00% | ||
Vesting percentage on 2nd anniversary of the grant date | 50.00% | ||
Vesting percentage on 3rd and 4th anniversary of the grant date | 25.00% |
Share-Based Compensation - Su_2
Share-Based Compensation - Summary of Group's option activities (Details) $ / shares in Units, ¥ in Thousands, $ in Thousands | 12 Months Ended | |||||||
Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2018CNY (¥)shares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2017CNY (¥)shares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2016CNY (¥)shares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2018CNY (¥)shares | |
Weighted average remaining contractual term | ||||||||
Fair value of vested options | $ 6,687 | ¥ 45,979 | ¥ 13,525 | ¥ 3,106 | ||||
Unrecognized share-based compensation expense relating to unvested options | $ 1,185,616 | ¥ 8,151,703 | ||||||
Weighted-average period for recognition of share-based compensation expense relating to unvested options | 5 years 7 months 21 days | 5 years 7 months 21 days | ||||||
2015 Plan and the 2018 Plan | ||||||||
Number of share options | ||||||||
Outstanding at beginning of the year (in shares) | shares | 272,442,860 | 272,442,860 | 203,733,060 | 203,733,060 | 101,468,440 | 101,468,440 | ||
Granted (in shares) | shares | 359,390,000 | 359,390,000 | 78,560,000 | 78,560,000 | 102,264,620 | 102,264,620 | ||
Forfeited (in shares) | shares | (2,240,000) | (2,240,000) | (9,850,200) | (9,850,200) | ||||
Outstanding at end of the year (in shares) | shares | 629,592,860 | 629,592,860 | 272,442,860 | 272,442,860 | 203,733,060 | 203,733,060 | 101,468,440 | |
Vested and expected to vest at end of the year (in shares) | shares | 629,592,860 | 272,442,860 | 203,733,060 | 629,592,860 | ||||
Weighted average exercise price | ||||||||
Outstanding at beginning of the year (in dollars per share) | $ 0.0065 | $ 0.0065 | $ 0.0065 | |||||
Granted (in dollars per share) | 0.0065 | 0.0065 | 0.0065 | |||||
Forfeited (in dollars per share) | 0.0065 | 0.0065 | ||||||
Outstanding at end of the year (in dollars per share) | 0.0065 | 0.0065 | 0.0065 | $ 0.0065 | ||||
Vested and expected to vest at end of the year (in dollars per share) | 0.0065 | 0.0065 | 0.0065 | |||||
Weighted average grant date fair value | ||||||||
Outstanding at beginning of the year | 0.0706 | 0.0301 | 0.0184 | |||||
Granted | 3.6289 | 0.1736 | 0.0416 | |||||
Forfeited | 2.5006 | 0.0544 | ||||||
Outstanding at end of the year | 2.0931 | 0.0706 | 0.0301 | $ 0.0184 | ||||
Vested and expected to vest at end of the year | $ 2.0931 | $ 0.0706 | $ 0.0301 | |||||
Aggregate intrinsic value | ||||||||
Outstanding at beginning of the year (in dollars) | $ | $ 144,258 | $ 10,390 | $ 2,385 | |||||
Outstanding at end of the year (in dollars) | $ | 3,527,924 | 144,258 | 10,390 | $ 2,385 | ||||
Vested and expected to vest at end of the year (in dollars) | $ | $ 3,527,924 | $ 144,258 | $ 10,390 | |||||
Weighted average remaining contractual term | ||||||||
Outstanding (in years) | 8 years 7 months 21 days | 8 years 7 months 21 days | 8 years 6 months 26 days | 8 years 6 months 26 days | 9 years 3 months | 9 years 3 months | 9 years 9 months 26 days | |
Vested and expected to vest at end of the year (in years) | 8 years 7 months 21 days | 8 years 7 months 21 days | 8 years 6 months 26 days | 8 years 6 months 26 days | 9 years 3 months | 9 years 3 months |
Share-Based Compensation - Assu
Share-Based Compensation - Assumptions to estimate the fair value of options (Details) - Stock Options | 12 Months Ended | ||
Dec. 31, 2018$ / shares | Dec. 31, 2017$ / shares | Dec. 31, 2016$ / shares | |
Share-Based Compensation | |||
Risk-free interest rate, minimum (in percent) | 2.97% | 2.26% | 1.75% |
Risk-free interest rate, maximum (in percent) | 3.13% | 2.57% | 2.66% |
Expected volatility, minimum (in percent) | 46.23% | 48.08% | 49.63% |
Expected volatility, maximum (in percent) | 48.63% | 49.35% | 50.39% |
Expected dividend yield (in percent) | 0.00% | 0.00% | 0.00% |
Exercise multiple | 2.80 | 2.80 | 2.80 |
Post-vesting forfeit rate | 0.00% | 0.00% | 0.00% |
Fair value of underlying Ordinary Share, minimum (in dollars per share) | $ 1.5146 | $ 0.0858 | $ 0.0308 |
Fair value of underlying Ordinary Share, maximum (in dollars per share) | 5.7400 | 0.5359 | 0.0577 |
Fair value of share option, minimum | 1.5091 | 0.0808 | 0.0273 |
Fair value of share option, maximum | $ 5.7335 | $ 0.5302 | $ 0.0531 |
Share-Based Compensation - Su_3
Share-Based Compensation - Summary of RSU activities (Details) - 12 months ended Dec. 31, 2018 $ / shares in Units, ¥ in Thousands, $ in Thousands | $ / shares | CNY (¥)shares | USD ($)$ / sharesshares | CNY (¥)shares |
Weighted average grand date fair value | ||||
Weighted-average period for recognition of share-based compensation expense relating to unvested options | 5 years 7 months 21 days | |||
2018 Plan | RSU | ||||
Number of RSUs | ||||
Granted (in shares) | shares | 8,295,240 | |||
Outstanding at end of the year (in shares) | shares | 8,295,240 | |||
Vested and expected to vest at end of the year (in shares) | shares | 8,295,240 | 8,295,240 | ||
Weighted average grand date fair value | ||||
Granted | $ 6.2519 | |||
Outstanding at end of the year | 6.2519 | |||
Vested and expected to vest at end of the year | 6.2519 | |||
Weighted average grant date fair value of RSUs granted | $ 6.2519 | $ 6.2519 | ||
Total fair value of RSUs vested during the period | ¥ | ¥ 0 | |||
Unrecognized share-based compensation expenses | $ 47,278 | ¥ 325,060 | ||
Weighted-average period for recognition of share-based compensation expense relating to unvested options | 3 years 9 months 22 days |
Share-Based Compensation - Reco
Share-Based Compensation - Recognized share-based compensation expenses (Details) $ / shares in Units, ¥ in Thousands, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||
Apr. 30, 2018USD ($)$ / sharesshares | Apr. 30, 2018CNY (¥)shares | Feb. 28, 2017CNY (¥) | Dec. 31, 2018USD ($)shares | Dec. 31, 2018CNY (¥)shares | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | |
Recognized share-based compensation expenses | |||||||
Share-based compensation expense recognized | $ 995,065 | ¥ 6,841,573 | ¥ 116,505 | ¥ 4,064 | |||
Shares issued | shares | 254,473,500 | 254,473,500 | |||||
Costs of revenues | |||||||
Recognized share-based compensation expenses | |||||||
Share-based compensation expense recognized | $ 507 | ¥ 3,488 | 796 | 276 | |||
Sales and marketing expenses | |||||||
Recognized share-based compensation expenses | |||||||
Share-based compensation expense recognized | 59,022 | 405,805 | 1,675 | 563 | |||
General and administrative expenses | |||||||
Recognized share-based compensation expenses | |||||||
Share-based compensation expense recognized | 915,742 | 6,296,186 | 108,141 | 1,477 | |||
Share-based compensation expense recognized on repurchase of ordinary shares | ¥ | ¥ 103,125 | ||||||
General and administrative expenses | A company controlled by the Founder | Class B ordinary shares | |||||||
Recognized share-based compensation expenses | |||||||
Share-based compensation expense recognized on repurchase of ordinary shares | ¥ | 0 | 103,125 | 0 | ||||
General and administrative expenses | A company controlled by the Founder | Class A ordinary shares | |||||||
Recognized share-based compensation expenses | |||||||
Share-based compensation expense recognized | $ 865,932 | ¥ 5,953,717 | 0 | 0 | |||
Shares issued | shares | 254,473,500 | 254,473,500 | |||||
The per share amount of share-based compensation expense | $ / shares | $ 0.000005 | ||||||
Research and development expenses | |||||||
Recognized share-based compensation expenses | |||||||
Share-based compensation expense recognized | $ 19,794 | ¥ 136,094 | ¥ 5,893 | ¥ 1,748 |
Income Taxes - Tax rates (Detai
Income Taxes - Tax rates (Details) ¥ in Thousands, $ in Thousands | Nov. 30, 2018 | Apr. 30, 2018 | Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017 | Dec. 31, 2016 |
Income Taxes | ||||||
Statutory tax rate (as a percent) | 25.00% | 25.00% | 25.00% | 25.00% | ||
Preferential tax rate | $ 28,773 | ¥ 197,828 | ||||
Hong Kong | ||||||
Income Taxes | ||||||
Statutory tax rate (as a percent) | 16.50% | 16.50% | ||||
Withholding tax rate (as a percent) | 0.00% | 0.00% | ||||
PRC | ||||||
Income Taxes | ||||||
Statutory tax rate (as a percent) | 25.00% | 25.00% | ||||
Withholding tax rate (as a percent) | 10.00% | 10.00% | ||||
Xinzhijiang | PRC | ||||||
Income Taxes | ||||||
Preferential tax rate (as a percent) | 15.00% | |||||
Shanghai Xunmeng | PRC | ||||||
Income Taxes | ||||||
Preferential tax rate (as a percent) | 15.00% |
Income Taxes - current and defe
Income Taxes - current and deferred portions of income tax expense (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | |
Income taxes | ||||
Current income tax expense | $ 0 | ¥ 0 | ¥ 0 | ¥ 0 |
Deferred tax expense | $ 0 | ¥ 0 | ¥ 0 | ¥ 0 |
Income Taxes - Group's loss bef
Income Taxes - Group's loss before income taxes (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | |
Income Taxes | ||||
Loss before income tax expenses | $ (1,486,020) | ¥ (10,217,125) | ¥ (525,115) | ¥ (291,977) |
Non-PRC | ||||
Income Taxes | ||||
Loss before income tax expenses | (1,030,311) | (7,083,904) | (108,086) | (12,839) |
PRC | ||||
Income Taxes | ||||
Loss before income tax expenses | $ (455,709) | ¥ (3,133,221) | ¥ (417,029) | ¥ (279,138) |
Income Taxes - Components and r
Income Taxes - Components and reconciliation of the income tax expense (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | |
Income taxes | ||||
Current income tax expenses or benefits | $ 0 | ¥ 0 | ¥ 0 | ¥ 0 |
Deferred income tax expenses or benefits | 0 | 0 | 0 | 0 |
Reconciliations of the income tax expenses | ||||
Loss before income tax expenses | $ (1,486,020) | ¥ (10,217,125) | ¥ (525,115) | ¥ (291,977) |
PRC statutory tax rate (in percent) | 25.00% | 25.00% | 25.00% | 25.00% |
Income tax benefits at PRC statutory tax rate | $ (371,505) | ¥ (2,554,281) | ¥ (131,279) | ¥ (72,994) |
International tax rate differential | 258,759 | 1,779,100 | 27,074 | 3,208 |
Preferential tax rate | 28,773 | 197,828 | ||
Non-deductible expenses | 5,342 | 36,726 | 6,890 | 7,120 |
Non-taxable income | (3,050) | (20,973) | (11,962) | (6,055) |
Loss not recognized | 22,747 | |||
Deferred tax items tax rate differential | (4,979) | (34,236) | ||
Additional deduction of research and development expenses | (3,298) | (22,672) | ||
Change in valuation allowance | $ 89,958 | ¥ 618,508 | ¥ 86,530 | ¥ 68,721 |
Income Taxes - Components of de
Income Taxes - Components of deferred tax assets (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) |
Bad debt provision | $ 63 | ¥ 431 | ¥ 179 |
Impairment of a long term investment | 364 | 2,500 | 2,500 |
Donations | 436 | 3,000 | |
Accrued expenses and other liabilities | 1,505 | 10,345 | 18,766 |
Advertising expenses | 61,360 | 421,883 | 89,529 |
Tax losses | 50,005 | 343,809 | 52,486 |
Less: valuation allowance | (113,733) | (781,968) | ¥ (163,460) |
PRC | |||
Taxable losses | $ 225,627 | 1,551,301 | |
Undistributed earnings of subsidiaries | 0 | ||
Accrued withholding tax on earnings of subsidiaries | ¥ 0 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefit (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | |
Unrecognized Tax Benefit | ||||
Unrecognized tax benefit | ¥ 0 | |||
Beginning Balance | $ (15,356) | (105,579) | ||
Increase | (1,594) | (10,957) | ¥ (105,579) | |
Decrease | 15,356 | 105,579 | ||
Ending Balance | $ (1,594) | (10,957) | (105,579) | |
Accrued interest expense in relation to unrecognized tax benefit | ¥ 0 | ¥ 0 | ¥ 0 |
Related Party Transactions - Si
Related Party Transactions - Significant related party transactions (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | |
Hangzhou Tuguan Technology Co., Ltd | ||||
Related Party Transactions | ||||
Services received from related party | ¥ 102,995 | |||
Tencent Group | ||||
Related Party Transactions | ||||
Services received from related party | $ 184,185 | ¥ 1,266,362 | ¥ 516,014 | 54,286 |
Jiaxing Suda Electronic Commerce Co., Ltd | ||||
Related Party Transactions | ||||
Services received from related party | 14,035 | |||
Toshare Group Holding Limited | ||||
Related Party Transactions | ||||
Services received from related party | 7,824 | |||
Suzhou Lebei Network Technology Co., Ltd | ||||
Related Party Transactions | ||||
Services received from related party | ¥ 2,444 | 4,127 | ||
Merchandise sold through related party | ¥ 137,399 |
Related Party Transactions - Re
Related Party Transactions - Related party balances (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | |
Related Party Transactions | |||
Amounts due from related parties | $ 148,212 | ¥ 1,019,033 | ¥ 442,912 |
Loan to a related party Non-current | 162,363 | ||
Amounts due to related parties | $ 69,539 | 478,113 | 76,057 |
Interest rate on loan receivable | 4.75% | ||
Tencent Group | |||
Related Party Transactions | |||
Amounts due from related parties | $ 148,202 | 1,018,963 | 442,669 |
Amounts due to related parties | 66,635 | 458,147 | 56,032 |
Suzhou Lebei Network Technology Co., Ltd | |||
Related Party Transactions | |||
Amounts due from related parties | 221 | ||
Amounts due to related parties | 1,016 | ||
Hangzhou LeGu Investment Consulting Co., Ltd | |||
Related Party Transactions | |||
Loan to a related party Non-current | 162,363 | ||
Toshare Group Holding Limited | |||
Related Party Transactions | |||
Amounts due to related parties | $ 2,904 | ¥ 19,966 | ¥ 19,009 |
Other Non-Current Asset (Detail
Other Non-Current Asset (Details) ¥ in Thousands, $ in Thousands | Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) |
Other Non-Current Asset | |||
Total advance | $ 26,568 | ¥ 182,667 | ¥ 5,000 |
Limited partnership funds | |||
Other Non-Current Asset | |||
Total advance | $ 26,615 | ¥ 182,991 |
Convertible Preferred Shares -
Convertible Preferred Shares - Issuances of convertible preferred shares (Details) | 12 Months Ended | 24 Months Ended |
Dec. 31, 2018$ / sharesshares | Dec. 31, 2018$ / sharesshares | |
Convertible Preferred Shares | ||
Conversion ratio for each Convertible Preferred Share into each Ordinary Share | 1 | 1 |
Series A1 convertible preferred shares | ||
Convertible Preferred Shares | ||
Original Issuance Price per Share | $ / shares | $ 0.0093 | $ 0.0093 |
Number of Shares | 71,849,380 | 71,849,380 |
Series A2 convertible preferred shares | ||
Convertible Preferred Shares | ||
Original Issuance Price per Share | $ / shares | $ 0.0336 | $ 0.0336 |
Number of Shares | 238,419,800 | 238,419,800 |
Series B1 convertible preferred shares | ||
Convertible Preferred Shares | ||
Original Issuance Price per Share | $ / shares | $ 0.1576 | $ 0.1576 |
Number of Shares | 211,588,720 | 211,588,720 |
Series B2 convertible preferred shares | ||
Convertible Preferred Shares | ||
Original Issuance Price per Share | $ / shares | $ 0.1576 | $ 0.1576 |
Number of Shares | 27,781,280 | 27,781,280 |
Series B3 convertible preferred shares | ||
Convertible Preferred Shares | ||
Original Issuance Price per Share | $ / shares | $ 0.1576 | $ 0.1576 |
Number of Shares | 145,978,540 | 145,978,540 |
Series B4 Convertible Preferred Shares | ||
Convertible Preferred Shares | ||
Original Issuance Price per Share | $ / shares | $ 0.1710 | $ 0.1710 |
Number of Shares | 292,414,780 | 292,414,780 |
Series C1 convertible preferred shares | ||
Convertible Preferred Shares | ||
Original Issuance Price per Share | $ / shares | $ 0.3545 | $ 0.3545 |
Number of Shares | 56,430,180 | 56,430,180 |
C2 Convertible Preferred Shares | ||
Convertible Preferred Shares | ||
Original Issuance Price per Share | $ / shares | $ 0.3985 | $ 0.3985 |
Number of Shares | 238,260,780 | 238,260,780 |
Series C3 convertible preferred shares | ||
Convertible Preferred Shares | ||
Original Issuance Price per Share | $ / shares | $ 0.4139 | $ 0.4139 |
Number of Shares | 241,604,260 | 241,604,260 |
Series D Convertible Preferred Shares | ||
Convertible Preferred Shares | ||
Original Issuance Price per Share | $ / shares | $ 2.4832 | $ 2.4832 |
Number of Shares | 551,174,340 | 551,174,340 |
Stock split ratio of Convertible Preferred Shares | 0.05 | |
Conversion of stock, shares issued | 0 |
Convertible Preferred Shares _2
Convertible Preferred Shares - Liquidation Prefrence (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Convertible Preferred Shares | |
Liquidation preference, percentage of issue price | 100.00% |
Compound annual rate | 8.00% |
Convertible Preferred Shares _3
Convertible Preferred Shares - Accounting for Convertible Preferred Shares (Details) ¥ in Thousands, $ in Thousands | Mar. 31, 2018USD ($)shares | Feb. 28, 2017CNY (¥)shares | Feb. 29, 2016CNY (¥) | Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥)shares | Dec. 31, 2016CNY (¥) |
Convertible Preferred Shares | |||||||
Deemed distribution | ¥ 18,326 | ||||||
Repurchased and cancellation of Class B ordinary shares | shares | 56,430,180 | ||||||
Excess of the issuance price paid by investor over fair value encounter as contribution from shareholder | ¥ 26,413 | ||||||
Proceeds from issuance of Convertible Preferred Shares | $ 847,148 | ¥ 5,824,568 | 1,446,906 | 511,911 | |||
Increase to fair value of modified Convertible Preferred Shares as deemed dividends | $ 11,708 | 80,496 | 30,430 | ||||
General and administrative expenses | |||||||
Convertible Preferred Shares | |||||||
Share-based compensation expense recognized on repurchase of ordinary shares | ¥ 103,125 | ||||||
Series C1 convertible preferred shares | |||||||
Convertible Preferred Shares | |||||||
Excess of the issuance price paid by investor over fair value encounter as contribution from shareholder | ¥ 26,413 | ||||||
Series B2 convertible preferred shares | |||||||
Convertible Preferred Shares | |||||||
Special cash dividend approved | ¥ 18,326 | ||||||
Series B1 Convertible Preferred Shares and Series B4 Convertible Preferred Shares | |||||||
Convertible Preferred Shares | |||||||
Deemed distribution | ¥ 0 | ¥ 0 | ¥ 12,104 | ||||
Class B ordinary shares | |||||||
Convertible Preferred Shares | |||||||
Repurchased and cancellation of Class B ordinary shares | shares | 56,430,180 | ||||||
Proceeds from issuance of Convertible Preferred Shares | ¥ 137,580 | ||||||
Class B ordinary shares | Accumulated Deficits | |||||||
Convertible Preferred Shares | |||||||
Share-based compensation expense recognized on repurchase of ordinary shares | ¥ 32,677 | ||||||
Series D Convertible Preferred Shares | |||||||
Convertible Preferred Shares | |||||||
Number of shares issued | shares | 551,174,340 | ||||||
Proceeds from issuance of Convertible Preferred Shares | $ | $ 918,670 |
Convertible Preferred Shares _4
Convertible Preferred Shares - Convertible Redeemable Preferred (Details) - IPO | 12 Months Ended |
Dec. 31, 2018shares | |
Class B ordinary shares | |
Convertible Preferred Shares | |
Number of shares converted | 103,690,740 |
Class A ordinary shares | |
Convertible Preferred Shares | |
Number of shares converted | 1,971,811,320 |
Convertible Preferred Shares _5
Convertible Preferred Shares - Convertible Preferred Shares warrant liability (Details) $ in Thousands | 1 Months Ended | |
Jan. 31, 2017USD ($) | Jun. 30, 2016USD ($)item | |
Series B4 Convertible Preferred Shares | ||
Convertible Preferred Shares | ||
Number of investors of Series B4 Convertible Preferred Shares given an option to participate in next round of equity financing | item | 1 | |
Series C2 Convertible Preferred Shares Warrant [Member] | ||
Convertible Preferred Shares | ||
Discount resulted from Warrant exercised | $ 1,307 | $ 2,400 |
Maximum | Series C2 Convertible Preferred Shares Warrant [Member] | ||
Convertible Preferred Shares | ||
Purchase price of warrant reduced for every investment amount of US$1,000 | $ 300 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair value hierarchy (Details) - CNY (¥) ¥ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Fair Value Measurements | |||
Impairment charge | ¥ 0 | ¥ 10,000 | ¥ 0 |
Non-recurring | Long-term investment included in other non-current assets | |||
Fair Value Measurements | |||
Assets fair value | 10,000 | ||
Unobservable Inputs (Level 3) | Recurring | Warrant liability | |||
Fair Value Measurements | |||
Liabilities fair value | ¥ 9,064 | ||
Unobservable Inputs (Level 3) | Non-recurring | Long-term investment included in other non-current assets | |||
Fair Value Measurements | |||
Assets fair value | ¥ 5,000 |
Fair Value Measurements - Level
Fair Value Measurements - Level 3 (Details) - Warrant liability - CNY (¥) ¥ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Fair Value Measurements | ||
Beginning balance | ¥ 9,064 | |
Change in fair value | ¥ 8,668 | |
Transfer to mezzanine equity | (8,982) | |
Foreign exchange effect | ¥ (82) | 396 |
Ending balance | ¥ 9,064 |
Share Capital (Details)
Share Capital (Details) | 12 Months Ended |
Dec. 31, 2018Voteshares | |
Class A ordinary shares | |
Share Capital | |
Number of votes entitled for each share | Vote | 1 |
Number of ordinary shares reissued | shares | 42,486,360 |
Class B ordinary shares | |
Share Capital | |
Number of votes entitled for each share | Vote | 10 |
Number of ordinary shares reissued | shares | 1,716,283,460 |
Loss Per Share (Details)
Loss Per Share (Details) ¥ / shares in Units, $ / shares in Units, ¥ in Thousands, shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2018CNY (¥)¥ / sharesshares | Dec. 31, 2017CNY (¥)¥ / sharesshares | Dec. 31, 2016CNY (¥)¥ / sharesshares | |
Numerator: | ||||
Net loss | $ (1,486,020) | ¥ (10,217,125) | ¥ (525,115) | ¥ (291,977) |
Deemed distribution to certain holders of Convertible Preferred Shares | (11,708) | (80,496) | (30,430) | |
Contribution from a holder of convertible preferred shares | ¥ | 26,413 | |||
Net loss attributable to ordinary shareholders | $ (1,497,728) | ¥ (10,297,621) | ¥ (498,702) | ¥ (322,407) |
Denominator: | ||||
Weighted-average number of Ordinary Shares outstanding-basic and diluted | shares | 2,968,320 | 2,968,320 | 1,764,799 | 1,815,200 |
Loss per share-basic and diluted | (per share) | $ (0.50) | ¥ (3.47) | ¥ (0.28) | ¥ (0.18) |
Restricted Net Assets (Details)
Restricted Net Assets (Details) - 12 months ended Dec. 31, 2018 ¥ in Thousands, $ in Thousands | USD ($) | CNY (¥) |
Restricted Net Assets | ||
Minimum percentage of after tax profit to be allocated to general reserve | 10.00% | |
Limit of general reserve fund as a percentage of registered capital, after which allocations to general reserve fund are no longer required | 50.00% | |
Restricted net assets of Company's PRC subsidiaries, the VIE and subsidiary of the VIE | $ 183,619 | ¥ 1,262,472 |
Mainland China Employee Contr_2
Mainland China Employee Contribution Plan (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | |
Mainland China Employee Contribution Plan | ||||
Total expenses incurred for government statutory employee benefit plans | $ 19,446 | ¥ 133,699 | ¥ 30,795 | ¥ 11,791 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - Dec. 31, 2018 ¥ in Thousands, $ in Thousands | USD ($) | CNY (¥) |
Future minimum lease payments | ||
2019 | $ 14,647 | ¥ 100,708 |
2020 | 11,971 | 82,306 |
2021 | 10,863 | 74,687 |
2022 | 7,716 | 53,053 |
2023 and thereafter | 678 | 4,664 |
Total | $ 45,875 | ¥ 315,418 |
Subsequent Events (Details)
Subsequent Events (Details) ¥ in Thousands, $ in Thousands | Feb. 28, 2019USD ($)shares | Feb. 28, 2019CNY (¥)shares | Dec. 31, 2018shares | Dec. 31, 2017shares |
Subsequent Events | ||||
Number of ordinary shares issued | 366,943,308 | |||
Class A ordinary shares | ||||
Subsequent Events | ||||
Shares issued | 2,381,240,988 | 42,486,360 | ||
Subsequent Events | Follow-on public offering | ||||
Subsequent Events | ||||
Total Proceeds, net of issuance cost | $ 1,180,080 | ¥ 8,113,640 | ||
Subsequent Events | ADSs | Follow-on public offering | ||||
Subsequent Events | ||||
Number of ordinary shares issued | 48,435,000 | 48,435,000 | ||
Subsequent Events | Class A ordinary shares | Follow-on public offering | ||||
Subsequent Events | ||||
Number of ordinary shares issued | 193,740,000 | 193,740,000 |
Condensed Financial Informati_3
Condensed Financial Information of the Company - Balance sheets (Details) $ / shares in Units, ¥ in Thousands, $ in Thousands | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2018CNY (¥)shares | Dec. 31, 2017$ / shares | Dec. 31, 2017CNY (¥)shares | Dec. 31, 2016CNY (¥)shares | Dec. 31, 2015CNY (¥) |
Current assets | ||||||
Cash and cash equivalents | $ 2,059,533 | ¥ 14,160,322 | ¥ 3,058,152 | ¥ 1,319,843 | ||
Short-term investments | 1,109,838 | 7,630,689 | 50,000 | |||
Prepayments and other current assets | 138,752 | 953,989 | 127,742 | |||
Total current assets | 5,874,625 | 40,390,983 | 13,137,828 | |||
Non-current assets | ||||||
Intangible asset | 375,149 | 2,579,338 | ||||
Total non-current assets | 405,946 | 2,791,080 | 176,642 | |||
Total Assets | 6,280,571 | 43,182,063 | 13,314,470 | |||
Current liabilities | ||||||
Accrued expenses and other liabilities | 323,712 | 2,225,667 | 360,393 | |||
Total current liabilities | 3,542,940 | 24,359,469 | 12,109,507 | |||
Total liabilities | 3,542,940 | 24,359,469 | 12,109,507 | |||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | ¥ 2,196,921 | |||||
Ordinary shares, outstanding | 1,758,769,820 | 1,815,200,000 | ||||
Shareholders' deficits | ||||||
Additional paid-in capital | 4,234,532 | 29,114,527 | ¥ 61,326 | |||
Accumulated other comprehensive (loss)/income | 150,648 | 1,035,783 | (23,101) | |||
Accumulated deficits | (1,647,569) | (11,327,858) | (1,030,237) | |||
Total shareholders' (deficits)/equity | 2,737,631 | 18,822,594 | (991,958) | ¥ (426,278) | ¥ (127,936) | |
Total liabilities, mezzanine equity and shareholders' (deficits)/equity | $ 6,280,571 | ¥ 43,182,063 | 13,314,470 | |||
Series A1 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | ¥ 4,224 | |||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | $ 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 71,849,380 | |||
Convertible preferred shares, issued | 71,849,380 | |||||
Convertible preferred shares, outstanding | 71,849,380 | |||||
Series A2 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | ¥ 48,815 | |||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 238,419,800 | |||
Convertible preferred shares, issued | 0 | 0 | 238,419,800 | |||
Convertible preferred shares, outstanding | 0 | 0 | 238,419,800 | |||
Series B1 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | ¥ 219,448 | |||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 211,588,720 | |||
Convertible preferred shares, issued | 0 | 0 | 211,588,720 | |||
Convertible preferred shares, outstanding | 0 | 0 | 211,588,720 | |||
Series B2 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | ¥ 29,451 | |||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 27,781,280 | |||
Convertible preferred shares, issued | 0 | 0 | 27,781,280 | |||
Convertible preferred shares, outstanding | 0 | 0 | 27,781,280 | |||
Series B3 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | ¥ 153,009 | |||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 145,978,540 | |||
Convertible preferred shares, issued | 0 | 0 | 145,978,540 | |||
Convertible preferred shares, outstanding | 0 | 0 | 145,978,540 | |||
Series B4 Convertible Preferred Shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | ¥ 327,786 | |||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 292,414,780 | |||
Convertible preferred shares, issued | 0 | 0 | 292,414,780 | |||
Convertible preferred shares, outstanding | 0 | 0 | 292,414,780 | |||
Series C1 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | ¥ 96,052 | |||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 56,430,180 | |||
Convertible preferred shares, issued | 0 | 0 | 56,430,180 | |||
Convertible preferred shares, outstanding | 0 | 0 | 56,430,180 | |||
Convertible preferred shares, subscription receivable | ¥ | ¥ 0 | ¥ 13,758 | ||||
C2 Convertible Preferred Shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | ¥ 638,863 | |||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 238,260,780 | |||
Convertible preferred shares, issued | 0 | 0 | 238,260,780 | |||
Convertible preferred shares, outstanding | 0 | 0 | 238,260,780 | |||
Series C3 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | ¥ 679,273 | |||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 241,604,260 | |||||
Convertible preferred shares, issued | 0 | 0 | 241,604,260 | |||
Convertible preferred shares, outstanding | 241,604,260 | |||||
Class A ordinary shares | ||||||
Mezzanine equity | ||||||
Ordinary shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Ordinary shares, shares authorized | 77,300,000,000 | 77,300,000,000 | 6,208,214,480 | |||
Shares issued | 2,381,240,988 | 2,381,240,988 | 42,486,360 | |||
Ordinary shares, outstanding | 2,381,240,988 | 2,381,240,988 | 42,486,360 | |||
Shareholders' deficits | ||||||
Common Shares | $ 11 | ¥ 78 | ¥ 1 | |||
Class B ordinary shares | ||||||
Mezzanine equity | ||||||
Ordinary shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Ordinary shares, shares authorized | 2,200,000,000 | 2,200,000,000 | 1,716,283,460 | |||
Shares issued | 2,074,447,700 | 2,074,447,700 | 1,716,283,460 | |||
Ordinary shares, outstanding | 2,074,447,700 | 2,074,447,700 | 1,716,283,460 | |||
Shareholders' deficits | ||||||
Common Shares | $ 9 | ¥ 64 | ¥ 53 | |||
Parent Company | Reportable legal entity | ||||||
Current assets | ||||||
Cash and cash equivalents | 806,014 | 5,541,746 | 663,645 | |||
Short-term investments | 910,579 | 6,260,689 | ||||
Prepayments and other current assets | 2,733 | 18,789 | 5,579 | |||
Total current assets | 1,719,326 | 11,821,224 | 669,224 | |||
Non-current assets | ||||||
Intangible asset | 375,149 | 2,579,338 | ||||
Investments in subsidiaries, the VIE and a subsidiary of the VIE | 645,882 | 4,440,777 | 549,134 | |||
Total non-current assets | 1,021,031 | 7,020,115 | 549,134 | |||
Total Assets | 2,740,357 | 18,841,339 | 1,218,358 | |||
Current liabilities | ||||||
Accrued expenses and other liabilities | 2,726 | 18,745 | 13,395 | |||
Total current liabilities | 2,726 | 18,745 | 13,395 | |||
Total liabilities | 2,726 | 18,745 | 13,395 | |||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | 2,196,921 | |||||
Shareholders' deficits | ||||||
Additional paid-in capital | 4,234,532 | 29,114,527 | 61,326 | |||
Accumulated other comprehensive (loss)/income | 150,648 | 1,035,783 | (23,101) | |||
Accumulated deficits | (1,647,569) | (11,327,858) | (1,030,237) | |||
Total shareholders' (deficits)/equity | 2,737,631 | 18,822,594 | (991,958) | |||
Total liabilities, mezzanine equity and shareholders' (deficits)/equity | $ 2,740,357 | ¥ 18,841,339 | 1,218,358 | |||
Parent Company | Reportable legal entity | Series A1 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | ¥ 4,224 | |||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 71,849,380 | |||
Convertible preferred shares, issued | 0 | 0 | 71,849,380 | |||
Convertible preferred shares, outstanding | 0 | 0 | 71,849,380 | |||
Parent Company | Reportable legal entity | Series A2 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | ¥ 48,815 | |||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 238,419,800 | |||
Convertible preferred shares, issued | 0 | 0 | 238,419,800 | |||
Convertible preferred shares, outstanding | 0 | 0 | 238,419,800 | |||
Parent Company | Reportable legal entity | Series B1 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | ¥ 219,448 | |||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 211,588,720 | |||
Convertible preferred shares, issued | 0 | 0 | 211,588,720 | |||
Convertible preferred shares, outstanding | 0 | 0 | 211,588,720 | |||
Parent Company | Reportable legal entity | Series B2 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | ¥ 29,451 | |||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 27,781,280 | |||
Convertible preferred shares, issued | 0 | 0 | 27,781,280 | |||
Convertible preferred shares, outstanding | 0 | 0 | 27,781,280 | |||
Parent Company | Reportable legal entity | Series B3 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | ¥ 153,009 | |||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 145,978,540 | |||
Convertible preferred shares, issued | 0 | 0 | 145,978,540 | |||
Convertible preferred shares, outstanding | 0 | 0 | 145,978,540 | |||
Parent Company | Reportable legal entity | Series B4 Convertible Preferred Shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | ¥ 327,786 | |||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 292,414,780 | |||
Convertible preferred shares, issued | 0 | 0 | 292,414,780 | |||
Convertible preferred shares, outstanding | 0 | 0 | 292,414,780 | |||
Parent Company | Reportable legal entity | Series C1 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | ¥ 96,052 | |||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 56,430,180 | |||
Convertible preferred shares, issued | 0 | 0 | 56,430,180 | |||
Convertible preferred shares, outstanding | 0 | 0 | 56,430,180 | |||
Convertible preferred shares, subscription receivable | ¥ | ¥ 0 | ¥ 13,758 | ||||
Parent Company | Reportable legal entity | C2 Convertible Preferred Shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | ¥ 638,863 | |||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 238,260,780 | |||
Convertible preferred shares, issued | 0 | 0 | 238,260,780 | |||
Convertible preferred shares, outstanding | 0 | 0 | 238,260,780 | |||
Parent Company | Reportable legal entity | Series C3 convertible preferred shares | ||||||
Mezzanine equity | ||||||
Mezzanine equity | ¥ | ¥ 679,273 | |||||
Convertible preferred shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Convertible preferred shares, shares authorized | 0 | 0 | 241,604,260 | |||
Convertible preferred shares, issued | 241,604,260 | 241,604,260 | ||||
Convertible preferred shares, outstanding | 241,604,260 | 241,604,260 | ||||
Parent Company | Reportable legal entity | Class A ordinary shares | ||||||
Mezzanine equity | ||||||
Ordinary shares, par value | $ / shares | $ 0.000005 | 0.000005 | ||||
Ordinary shares, shares authorized | 77,300,000,000 | 77,300,000,000 | 6,208,214,480 | |||
Shares issued | 2,381,240,988 | 2,381,240,988 | 42,486,360 | |||
Ordinary shares, outstanding | 2,381,240,988 | 2,381,240,988 | 42,486,360 | |||
Shareholders' deficits | ||||||
Common Shares | $ 11 | ¥ 78 | ¥ 1 | |||
Parent Company | Reportable legal entity | Class B ordinary shares | ||||||
Mezzanine equity | ||||||
Ordinary shares, par value | $ / shares | $ 0.000005 | $ 0.000005 | ||||
Ordinary shares, shares authorized | 2,200,000,000 | 2,200,000,000 | 1,716,283,460 | |||
Shares issued | 2,074,447,700 | 2,074,447,700 | 1,716,283,460 | |||
Ordinary shares, outstanding | 2,074,447,700 | 2,074,447,700 | 1,716,283,460 | |||
Shareholders' deficits | ||||||
Common Shares | $ 9 | ¥ 64 | ¥ 53 |
Condensed Financial Informati_4
Condensed Financial Information of the Company - Statements of comprehensive income (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | |
Costs of revenues | ||||
Total costs of revenues | $ (422,551) | ¥ (2,905,249) | ¥ (722,830) | ¥ (577,870) |
Sales and marketing expenses | (1,955,031) | (13,441,813) | (1,344,582) | (168,990) |
General and administrative expenses | (939,075) | (6,456,612) | (133,207) | (14,793) |
Total operating expenses | (3,056,430) | (21,014,482) | (1,616,970) | (213,204) |
Operating loss | (1,570,758) | (10,799,741) | (595,724) | (286,210) |
Interest income | 85,076 | 584,940 | 80,783 | 4,460 |
Foreign exchange gain/(loss) | 1,460 | 10,037 | (11,547) | 475 |
Changes in the fair value of warrant liability | (8,668) | |||
Loss before income tax | (1,486,020) | (10,217,125) | (525,115) | (291,977) |
Net loss | (1,486,020) | (10,217,125) | (525,115) | (291,977) |
Other comprehensive income/(loss), net of tax of nil | ||||
Foreign currency translation difference, net of tax of nil | 154,008 | 1,058,884 | (47,681) | 20,001 |
Comprehensive loss | (1,332,012) | (9,158,241) | (572,796) | (271,976) |
Other comprehensive income/(loss), tax | 0 | 0 | 0 | |
Foreign currency translation difference, tax | 0 | 0 | 0 | |
Online marketplace services | ||||
Costs of revenues | ||||
Total costs of revenues | (422,551) | (2,905,249) | (719,778) | (93,551) |
Parent Company | Reportable legal entity | ||||
Costs of revenues | ||||
Total costs of revenues | 71,423 | 491,069 | ||
Sales and marketing expenses | (597) | (4,106) | ||
General and administrative expenses | (596) | (4,101) | (165) | (138) |
Total operating expenses | (1,193) | (8,207) | (165) | (138) |
Operating loss | (72,616) | (499,276) | (165) | (138) |
Interest income | 30,194 | 207,597 | 8,264 | 41 |
Foreign exchange gain/(loss) | 16 | 113 | ||
Share of losses from subsidiary, the VIE and subsidiary of the VIE | (1,443,614) | (9,925,559) | (533,214) | (283,212) |
Changes in the fair value of warrant liability | (8,668) | |||
Loss before income tax | (1,486,020) | (10,217,125) | (525,115) | (291,977) |
Net loss | (1,486,020) | (10,217,125) | (525,115) | (291,977) |
Other comprehensive income/(loss), net of tax of nil | ||||
Foreign currency translation difference, net of tax of nil | 154,008 | 1,058,884 | (47,681) | 20,001 |
Comprehensive loss | (1,332,012) | (9,158,241) | (572,796) | (271,976) |
Other comprehensive income/(loss), tax | 0 | 0 | 0 | |
Foreign currency translation difference, tax | 0 | ¥ 0 | ¥ 0 | |
Parent Company | Reportable legal entity | Online marketplace services | ||||
Costs of revenues | ||||
Total costs of revenues | $ 71,423 | ¥ 491,069 |
Condensed Financial Informati_5
Condensed Financial Information of the Company - Statement of cash flows (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018USD ($) | Dec. 31, 2018CNY (¥) | Dec. 31, 2017CNY (¥) | Dec. 31, 2016CNY (¥) | |
Statement of cash flows | ||||
Net cash flow generated from operating activities | $ 1,129,798 | ¥ 7,767,927 | ¥ 9,686,328 | ¥ 879,777 |
Cash flows from investing activities: | ||||
Cash given to purchase of short term investment | (1,093,211) | (7,516,370) | (1,393,000) | (320,000) |
Net cash flow (used in) / generated from investing activities | (1,097,885) | (7,548,509) | 71,651 | (307,301) |
Cash flows from financing activities: | ||||
Deemed distribution | (18,326) | |||
Proceeds from initial public offering | 1,727,866 | 11,879,944 | ||
Initial public offering costs | (51,823) | (356,313) | ||
Proceeds from issuance of Convertible Preferred Shares | 847,148 | 5,824,568 | 1,446,906 | 511,911 |
Repurchase of Class B ordinary shares | (32,677) | |||
Net cash flow generated from financing activities | 2,522,632 | 17,344,357 | 1,398,860 | 486,538 |
Exchange rate effect on cash, cash equivalents and restricted cash | 79,545 | 546,910 | (47,681) | 20,397 |
Net increase in cash, cash equivalents and restricted cash | 2,634,090 | 18,110,685 | 11,109,158 | 1,079,411 |
Cash, cash equivalents and restricted cash at beginning of year | 1,807,723 | 12,429,001 | 1,319,843 | 240,432 |
Cash, cash equivalents and restricted cash at end of year | 4,441,813 | 30,539,686 | 12,429,001 | 1,319,843 |
Parent Company | Reportable legal entity | ||||
Statement of cash flows | ||||
Net cash flow generated from operating activities | 16,104 | 110,724 | 2,753 | (96) |
Cash flows from investing activities: | ||||
Cash given to purchase of short term investment | (893,952) | (6,146,370) | ||
Cash given to subsidiary, the VIE and subsidiary of the VIE | (981,722) | (6,749,831) | (1,058,908) | (338,016) |
Net cash flow (used in) / generated from investing activities | (1,875,674) | (12,896,201) | (1,058,908) | (338,016) |
Cash flows from financing activities: | ||||
Deemed distribution | (18,326) | |||
Proceeds from initial public offering | 1,727,866 | 11,879,944 | ||
Initial public offering costs | (51,823) | (356,313) | ||
Proceeds from issuance of Convertible Preferred Shares | 847,148 | 5,824,568 | 1,446,906 | 511,911 |
Issuance costs | (559) | (3,842) | (15,369) | (7,047) |
Repurchase of Class B ordinary shares | (32,677) | |||
Net cash flow generated from financing activities | 2,522,632 | 17,344,357 | 1,398,860 | 486,538 |
Exchange rate effect on cash, cash equivalents and restricted cash | 46,429 | 319,221 | (47,820) | 21,568 |
Net increase in cash, cash equivalents and restricted cash | 709,491 | 4,878,101 | 294,885 | 169,994 |
Cash, cash equivalents and restricted cash at beginning of year | 96,523 | 663,645 | 368,760 | 198,766 |
Cash, cash equivalents and restricted cash at end of year | $ 806,014 | ¥ 5,541,746 | ¥ 663,645 | ¥ 368,760 |