UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of June 2021
Commission File Number: 001-38591
Pinduoduo Inc.
28/F, No. 533 Loushanguan Road, Changning District
Shanghai, 200051
People’s
Republic of China
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o
Exhibit Index
Exhibit 99.1—Press Release (Earnings Release)
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| PINDUODUO INC. | |||
| By | : | /s/ Lei Chen | |
| Name | : | Lei Chen | |
| Title | : | Chairman of the Board of Directors and Chief Executive Officer | |
Date: June 1, 2021
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Exhibit 99.1
Pinduoduo Announces First Quarter 2021 Unaudited Financial Results
SHANGHAI, CHINA, May 26, 2021 (GLOBE NEWSWIRE) – Pinduoduo Inc. (“Pinduoduo” or the “Company”) (NASDAQ: PDD), China’s largest agriculture and interactive commerce platform, today announced its unaudited financial results for the first quarter ended March 31, 2021.
First Quarter 2021 Highlights
| • | Total revenues in the quarter were RMB22,167.1 million (US$13,383.4 million), an increase of 239% from RMB6,541.1 million in the same quarter of 2020. |
| • | Average monthly active users2 in the quarter was 724.6 million, an increase of 49% from 487.4 million in the same quarter of 2020. |
| • | Active buyers3 in the twelve-month period ended March 31, 2021 was 823.8 million, an increase of 31% from 628.1 million in the twelve-month period ended March 31, 2020. |
| • | Operating loss in the quarter was RMB4,147.0 million (US$633.0 million), compared with operating loss of RMB4,397.2 million in the same quarter of 2020. Non-GAAP4 operating loss in the quarter was RMB3,174.1 million (US$484.5 million), compared with operating loss of RMB3,587.9 million in the same quarter of 2020. |
| • | Net loss attributable to ordinary shareholders in the quarter was RMB2,905.4 million (US$ 443.5 million), compared with RMB4,119.3 million in the same quarter of 2020. Non-GAAP net loss attributable to ordinary shareholders in the quarter was RMB1,890.3 million (US$288.5 million), compared with RMB3,169.6 million in the same quarter of 2020. |
“Our growing scale gives us both greater capacity and responsibility to live up to our mission to ‘benefit all’,” said Mr. Lei Chen, Chairman and Chief Executive Officer of Pinduoduo. “We envision Pinduoduo as a platform that not only facilitates the trading of goods and services but also serves as a conduit for turning ideas into solutions to everyday problems.”
1 This announcement contains translations of certain Renminbi (RMB) amounts into U.S. dollars (US$) at a specified rate solely for the convenience of the reader. Unless otherwise noted, the translation of RMB into US$ has been made at RMB6.5518 to US$1.00, the noon buying rate in effect on March 31, 2021 as set forth in the H.10 Statistical Release of the Federal Reserve Board.
2 “Monthly active users” refers to the number of user accounts that visited the Pinduoduo mobile app during a given month, which does not include those that accessed the platform through social networks and access points.
3 “Active buyers” in a given period refers to the number of user accounts that placed one or more orders (i) on the Pinduoduo mobile app, and (ii) through social networks and access points in that period, regardless of whether the products and services are actually sold, delivered or returned.
4 The Company’s non-GAAP financial measures exclude share-based compensation expenses, fair value change of long-term investments, and interest expenses related to the convertible bonds’ amortization to face value and gain on extinguishment. See “Reconciliation of Non-GAAP Measures to The Most Directly Comparable GAAP Measures” set forth at the end of this press release.
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“We remain laser-focused on serving our users and anticipating what they need, and doing so in a way that is respectful of the community and environment,” added Mr. David Liu, Vice President of Strategy. “We will continue to engage our users, merchants and partners in improving all aspects of our services.”
“We continued to deliver strong results in the first quarter and remain disciplined,” said Mr. Tony Ma, Vice President of Finance. “Our total revenues, excluding contribution from merchandise sales, for the first quarter 2021 increased 161% from the prior year, while our non-GAAP operating and net losses narrowed at the same time.”
First Quarter 2021 Unaudited Financial Results
Total revenues were RMB22,167.1 million (US$3,383.4 million), an increase of 239% from RMB6,541.1 million in the same quarter of 2020. The increase was primarily due to an increase in revenues from online marketing services and contribution from merchandise sales.
| • | Revenues from online marketing services and others were RMB14,111.5 million (US$2,153.8 million), an increase of 157% from RMB5,492.3 million in the same quarter of 2020. |
| • | Revenues from transaction services were RMB2,931.5 million (US$447.4 million), an increase of 180% from RMB1,048.8 million in the same quarter of 2020. |
| • | Revenues from merchandise sales were RMB5,124.1 million (US$782.1 million), an increase of RMB5,124.1 million from nil in the same quarter of 2020. |
Total costs of revenues were RMB10,746.1 million (US$1,640.2 million), an increase of 487% from RMB1,830.2 million in the same quarter of 2020. The increase was mainly due to costs attributable to merchandise sales, higher cost of payment processing fees, cloud services fees, and delivery and storage fees.
Total operating expenses were RMB15,568.0 million (US$2,376.1 million), compared with RMB9,108.0 million in the same quarter of 2020.
| • | Sales and marketing expenses were RMB12,997.4 million (US$1,983.8 million), an increase of 78% from RMB7,296.6 million in the same quarter of 2020, mainly due to an increase in advertising expenses and promotion and coupon expenses. |
| • | General and administrative expenses were RMB351.9 million (US$53.7 million), an increase of 4% from RMB338.3 million in the same quarter of 2020. |
| • | Research and development expenses were RMB2,218.7 million (US$338.6 million), an increase of 51% from RMB1,473.2 million in the same quarter of 2020. The increase was primarily due to an increase in headcount and the recruitment of more experienced R&D personnel and an increase in R&D-related cloud services expenses. |
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Operating loss was RMB4,147.0 million (US$633.0 million), compared with operating loss of RMB4,397.2 million in the same quarter of 2020. Non-GAAP operating loss was RMB3,174.1 million (US$484.5 million), compared with operating loss of RMB3,587.9 million in the same quarter of 2020.
Net loss attributable to ordinary shareholders was RMB2,905.4 million (US$443.5 million), compared with RMB4,119.3 million in the same quarter of 2020. Non-GAAP net loss attributable to ordinary shareholders was RMB1,890.3 million (US$288.5 million), compared with RMB3,169.6 million in the same quarter of 2020.
Basic and diluted net loss per ADS were RMB2.33 (US$0.36), compared with RMB3.54 in the same quarter of 2020. Non-GAAP basic and diluted net loss per ADS were RMB1.52 (US$0.23), compared with RMB2.73 in the same quarter of 2020.
Net cash flow used in operating activities was RMB3,724.5 million (US$568.5 million), compared with RMB567.1 million in the same quarter of 2020, primarily due to an increase in restricted cash outflow due to seasonality, offset by increase in online marketing services revenues.
Cash, cash equivalents and short-term investments were RMB83.4 billion (US$12.7 billion) as of March 31, 2021, compared with RMB87.0 billion as of December 31, 2020.
Recent Development
As of April 30, 2021, US$756.4 million of the 0% convertible bonds
due in 2024 have been converted into newly issued ADSs.
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Conference Call
The Company will host a conference call to discuss the earnings at 7:30 AM U.S. Eastern Time on Wednesday, May 26, 2021 (7:30 PM Beijing/Hong Kong Time on Wednesday, May 26, 2021).
The conference call will be webcast live at https://investor.pinduoduo.com/investor-events. The webcast will be available for replay at the same website following the conclusion of the call.
Use of Non-GAAP Financial Measures
In evaluating the business, the Company considers and uses non-GAAP measures, such as non-GAAP operating loss and non-GAAP net loss attributable to ordinary shareholders, as supplemental measures to review and assess operating performance. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The Company’s non-GAAP financial measures exclude share-based compensation expenses, fair value change of long-term investments, and interest expenses related to the convertible bonds’ amortization to face value and gain on extinguishment.
The Company presents these non-GAAP financial measures because they are used by management to evaluate operating performance and formulate business plans. The Company believes that the non-GAAP financial measures help identify underlying trends in its business by excluding the impact of share-based compensation expenses, fair value change of long-term investments, and interest expenses related to the convertible bonds’ amortization to face value and gain on extinguishment, which are non-cash charges. The Company also believes that the non-GAAP financial measures could provide further information about the Company’s results of operations, and enhance the overall understanding of the Company’s past performance and future prospects.
The non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. The non-GAAP financial measures have limitations as analytical tools. The Company’s non-GAAP financial measures do not reflect all items of income and expenses that affect the Company’s operations and do not represent the residual cash flow available for discretionary expenditures. Further, these non-GAAP measures may differ from the non-GAAP information used by other companies, including peer companies, and therefore their comparability may be limited. The Company compensates for these limitations by reconciling the non-GAAP financial measures to the nearest U.S. GAAP performance measure, all of which should be considered when evaluating performance. The Company encourages you to review the Company’s financial information in its entirety and not rely on a single financial measure.
For more information on the non-GAAP financial measures, please see the table captioned “Reconciliation of Non-GAAP Measures to The Most Directly Comparable GAAP Measures” set forth at the end of this press release.
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Safe Harbor Statements
This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “aims,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident,” “potential,” “continue” or other similar expressions. Among other things, the business outlook and quotations from management in this announcement, as well as Pinduoduo’s strategic and operational plans, contain forward-looking statements. Pinduoduo may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to fourth parties. Statements that are not historical facts, including but not limited to statements about Pinduoduo’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: Pinduoduo’s growth strategies; its future business development, results of operations and financial condition; its ability to understand buyer needs and provide products and services to attract and retain buyers; its ability to maintain and enhance the recognition and reputation of its brand; its ability to rely on merchants and fourth-party logistics service providers to provide delivery services to buyers; its ability to maintain and improve quality control policies and measures; its ability to establish and maintain relationships with merchants; trends and competition in China’s e-commerce market; changes in its revenues and certain cost or expense items; the expected growth of China’s e-commerce market; PRC governmental policies and regulations relating to Pinduoduo’s industry, and general economic and business conditions globally and in China and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in Pinduoduo’s filings with the SEC. All information provided in this press release and in the attachments is as of the date of this press release, and Pinduoduo undertakes no obligation to update any forward-looking statement, except as required under applicable law.
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About Pinduoduo Inc.
Pinduoduo is a mobile-only marketplace that connects millions of agricultural producers with consumers across China. Pinduoduo aims to bring more businesses and people into the digital economy so that local communities can benefit from the increased productivity and convenience through new market opportunities.
For more information on Pinduoduo news and industry trends, please visit the content hub at https://stories.pinduoduo-global.com/.
For investor and media inquiries, please contact:
Pinduoduo Inc.
investor@pinduoduo.com
internationalmedia@pinduoduo.com
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PINDUODUO INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands of Renminbi (“RMB”) and U.S. dollars (“US$”))
| As of | ||||||||||||
December 31, 2020 | March 31, 2021 | |||||||||||
| RMB | RMB | US$ | ||||||||||
| (Unaudited) | ||||||||||||
| ASSETS | ||||||||||||
| Current assets | ||||||||||||
| Cash and cash equivalents | 22,421,189 | 17,012,978 | 2,596,688 | |||||||||
| Restricted cash | 52,422,447 | 47,297,740 | 7,219,045 | |||||||||
| Receivables from online payment platforms | 729,548 | 699,203 | 106,719 | |||||||||
| Short-term investments | 64,551,094 | 66,342,813 | 10,125,891 | |||||||||
| Amounts due from related parties | 4,240,069 | 4,131,179 | 630,541 | |||||||||
| Prepayments and other current assets | 5,159,531 | 4,152,823 | 633,845 | |||||||||
| Total current assets | 149,523,878 | 139,636,736 | 21,312,729 | |||||||||
| Non-current assets | ||||||||||||
| Property, equipment and software, net | 202,853 | 227,917 | 34,787 | |||||||||
| Intangible asset | 1,276,751 | 1,169,499 | 178,500 | |||||||||
| Right-of-use assets | 629,827 | 651,701 | 99,469 | |||||||||
| Other non-current assets | 7,275,305 | 11,733,999 | 1,790,958 | |||||||||
| Total non-current assets | 9,384,736 | 13,783,116 | 2,103,714 | |||||||||
| Total Assets | 158,908,614 | 153,419,852 | 23,416,443 | |||||||||
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PINDUODUO INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands of Renminbi (“RMB”) and U.S. dollars (“US$”))
| As of | ||||||||||||
December 31, 2020 | March 31, 2021 | |||||||||||
| RMB | RMB | US$ | ||||||||||
| (Unaudited) | ||||||||||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||||||
| Current liabilities | ||||||||||||
| Amounts due to related parties | 3,385,863 | 4,885,267 | 745,637 | |||||||||
| Customer advances and deferred revenues | 2,423,190 | 1,786,246 | 272,634 | |||||||||
| Payable to merchants | 53,833,981 | 49,360,986 | 7,533,958 | |||||||||
| Accrued expenses and other liabilities | 11,193,372 | 10,609,374 | 1,619,307 | |||||||||
| Merchant deposits | 10,926,319 | 11,589,459 | 1,768,897 | |||||||||
| Short-term borrowings | 1,866,316 | 634,995 | 96,919 | |||||||||
| Lease liabilities | 253,036 | 271,940 | 41,506 | |||||||||
| Total current liabilities | 83,882,077 | 79,138,267 | 12,078,858 | |||||||||
| Non-current liabilities | ||||||||||||
| Convertible bonds | 14,432,792 | 11,502,472 | 1,755,620 | |||||||||
| Lease liabilities | 414,939 | 418,330 | 63,850 | |||||||||
| Other non-current liabilities | 2,918 | 2,467 | 377 | |||||||||
| Total non-current liabilities | 14,850,649 | 11,923,269 | 1,819,847 | |||||||||
| Total Liabilities | 98,732,726 | 91,061,536 | 13,898,705 | |||||||||
| Shareholders’ equity | ||||||||||||
| Ordinary shares | 159 | 161 | 25 | |||||||||
| Additional paid-in capital | 86,698,660 | 91,270,473 | 13,930,595 | |||||||||
| Accumulated other comprehensive loss | (1,047,728 | ) | (531,699 | ) | (81,153 | ) | ||||||
| Accumulated deficits | (25,475,203 | ) | (28,380,619 | ) | (4,331,729 | ) | ||||||
| Total Shareholders’ Equity | 60,175,888 | 62,358,316 | 9,517,738 | |||||||||
| Total Liabilities and Shareholders’ Equity | 158,908,614 | 153,419,852 | 23,416,443 | |||||||||
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PINDUODUO INC.
CONDENSED CONSOLIDATED STATEMENTS OF LOSS
(Amounts in thousands of RMB and US$)
| For the three months ended March 31, | ||||||||||||
| 2020 | 2021 | |||||||||||
| RMB | RMB | US$ | ||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | ||||||||||
| Revenues | 6,541,059 | 22,167,099 | 3,383,359 | |||||||||
| Costs of revenues | (1,830,247 | ) | (10,746,050 | ) | (1,640,168 | ) | ||||||
| Gross profit | 4,710,812 | 11,421,049 | 1,743,191 | |||||||||
| Sales and marketing expenses | (7,296,621 | ) | (12,997,407 | ) | (1,983,792 | ) | ||||||
| General and administrative expenses | (338,274 | ) | (351,855 | ) | (53,704 | ) | ||||||
| Research and development expenses | (1,473,150 | ) | (2,218,743 | ) | (338,646 | ) | ||||||
| Total operating expenses | (9,108,045 | ) | (15,568,005 | ) | (2,376,142 | ) | ||||||
| Operating loss | (4,397,233 | ) | (4,146,956 | ) | (632,951 | ) | ||||||
| Interest and investment income, net | 460,282 | 970,477 | 148,124 | |||||||||
| Interest expenses | (150,634 | ) | (335,456 | ) | (51,201 | ) | ||||||
| Foreign exchange loss | (19,273 | ) | (10,374 | ) | (1,583 | ) | ||||||
| Other (loss)/income, net | (12,391 | ) | 470,384 | 71,795 | ||||||||
| Loss before income tax and share of results of equity investees | (4,119,249 | ) | (3,051,925 | ) | (465,816 | ) | ||||||
| Share of results of equity investees | (80 | ) | 146,509 | 22,362 | ||||||||
| Income tax expenses | - | - | - | |||||||||
| Net loss | (4,119,329 | ) | (2,905,416 | ) | (443,454 | ) | ||||||
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PINDUODUO INC.
CONDENSED CONSOLIDATED STATEMENTS OF LOSS
(Amounts in thousands of RMB and US$, except for per share data)
| For the three months ended March 31, | ||||||||||||
| 2020 | 2021 | |||||||||||
| RMB | RMB | US$ | ||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | ||||||||||
| Net loss | (4,119,329 | ) | (2,905,416 | ) | (443,454 | ) | ||||||
| Net loss attributable to ordinary shareholders | (4,119,329 | ) | (2,905,416 | ) | (443,454 | ) | ||||||
| Loss per ordinary share: | ||||||||||||
| -Basic | (0.89 | ) | (0.58 | ) | (0.09 | ) | ||||||
| -Diluted | (0.89 | ) | (0.58 | ) | (0.09 | ) | ||||||
| Loss per ADS (4 ordinary shares equals 1 ADS): | ||||||||||||
| -Basic | (3.54 | ) | (2.33 | ) | (0.36 | ) | ||||||
| -Diluted | (3.54 | ) | (2.33 | ) | (0.36 | ) | ||||||
| Weighted average number of outstanding ordinary shares (in thousands): | ||||||||||||
| -Basic | 4,650,112 | 4,983,530 | 4,983,530 | |||||||||
| -Diluted | 4,650,112 | 4,983,530 | 4,983,530 | |||||||||
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PINDUODUO INC.
NOTES TO FINANCIAL INFORMATION
(Amounts in thousands of RMB and US$)
| For the three months ended March 31, | ||||||||||||
| 2020 | 2021 | |||||||||||
| RMB | RMB | US$ | ||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | ||||||||||
| Revenues | ||||||||||||
| - Online marketing services and others | 5,492,270 | 14,111,486 | 2,153,833 | |||||||||
| - Transaction services | 1,048,789 | 2,931,475 | 447,430 | |||||||||
| - Merchandise sales | - | 5,124,138 | 782,096 | |||||||||
| Total | 6,541,059 | 22,167,099 | 3,383,359 | |||||||||
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PINDUODUO INC.
NOTES TO FINANCIAL INFORMATION
(Amounts in thousands of RMB and US$)
| For the three months ended March 31, | ||||||||||||
| 2020 | 2021 | |||||||||||
| RMB | RMB | US$ | ||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | ||||||||||
| Share-based compensation costs included in: | ||||||||||||
| Costs of revenues | 8,447 | 4,364 | 666 | |||||||||
| Sales and marketing expenses | 231,799 | 299,483 | 45,710 | |||||||||
| General and administrative expenses | 220,188 | 191,170 | 29,178 | |||||||||
| Research and development expenses | 348,939 | 477,792 | 72,926 | |||||||||
| Total | 809,373 | 972,809 | 148,480 | |||||||||
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PINDUODUO INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands of RMB and US$)
| For the three months ended March 31, | ||||||||||||
| 2020 | 2021 | |||||||||||
| RMB | RMB | US$ | ||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | ||||||||||
| Net cash flow used in operating activities | (567,070 | ) | (3,724,547 | ) | (568,477 | ) | ||||||
| Net cash flow used in investing activities | (1,584,192 | ) | (5,621,047 | ) | (857,939 | ) | ||||||
| Net cash flow provided by/(used in) financing activities | 1,205,472 | (1,238,874 | ) | (189,089 | ) | |||||||
| Effect of exchange rate changes on cash, cash equivalents and restricted cash | 99,058 | 51,550 | 7,868 | |||||||||
| Decrease in cash, cash equivalents and restricted cash | (846,732 | ) | (10,532,918 | ) | (1,607,637 | ) | ||||||
| Cash, cash equivalents and restricted cash at beginning of period | 33,345,857 | 74,843,636 | 11,423,370 | |||||||||
| Cash, cash equivalents and restricted cash at end of period | 32,499,125 | 64,310,718 | 9,815,733 | |||||||||
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PINDUODUO INC.
RECONCILIATION OF NON-GAAP MEASURES TO THE MOST DIRECTLY COMPARABLE GAAP MEASURES
(Amounts in thousands of RMB and US$, except for per share data))
| For the three months ended March 31, | ||||||||||||
| 2020 | 2021 | |||||||||||
| RMB | RMB | US$ | ||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | ||||||||||
| Operating Loss | (4,397,233 | ) | (4,146,956 | ) | (632,951 | ) | ||||||
| Add: Share-based compensation | 809,373 | 972,809 | 148,480 | |||||||||
| Non-GAAP operating loss | (3,587,860 | ) | (3,174,147 | ) | (484,471 | ) | ||||||
| Net loss attributable to ordinary shareholders | (4,119,329 | ) | (2,905,416 | ) | (443,454 | ) | ||||||
| Add: Share-based compensation | 809,373 | 972,809 | 148,480 | |||||||||
| Add: Interest expense related to convertible bonds’ amortization to face value and gain on extinguishment, net | 140,312 | 318,611 | 48,630 | |||||||||
| Less: Fair value change of long-term investments | - | (276,336 | ) | (42,177 | ) | |||||||
| Non-GAAP net loss attributable to ordinary shareholders | (3,169,644 | ) | (1,890,332 | ) | (288,521 | ) | ||||||
| Weighted-average number of ordinary shares outstanding – basic and diluted (in thousands) | 4,650,112 | 4,983,530 | 4,983,530 | |||||||||
| Basic and diluted loss per ordinary share | (0.89 | ) | (0.58 | ) | (0.09 | ) | ||||||
| Add: Non-GAAP adjustments to loss per ordinary share | 0.21 | 0.20 | 0.03 | |||||||||
| Non-GAAP basic and diluted loss per ordinary share | (0.68 | ) | (0.38 | ) | (0.06 | ) | ||||||
| Non-GAAP basic and diluted loss per ADS | (2.73 | ) | (1.52 | ) | (0.23 | ) | ||||||
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