6-K
111, Inc. (YI)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN ISSUERPURSUANT TO RULE 13a-16 OR 15d-16 OFTHE SECURITIES EXCHANGE ACT OF 1934
For the month of March 2021
Commission file number: 001-38639
111, Inc.
3-4/F, No.295 ZuChongZhi Road,
Pudong New Area
Shanghai, 201203
The 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 Form 20-F or Form 40-F. Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
EXHIBIT INDEX
| Exhibit No. | Description |
|---|---|
| 99.1 | 111, Inc. Announces Fourth Quarter and Fiscal Year 2020 Unaudited Financial Results |
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| 111, INC. | ||||
|---|---|---|---|---|
| Date: | March 18, 2021 | By: | /s/ Junling Liu | |
| Name: | Junling Liu | |||
| Title: | Chief Executive Officer |
Exhibit 99.1
111, Inc. Announces Fourth Quarter andFiscal Year 2020 Unaudited Financial Results
SHANGHAI, March 18, 2021 /PRNewswire/ – 111, Inc. ("111" or the "Company") (NASDAQ: YI), "), a leading tech-enabled healthcare platform company committed to digitally connecting patients with medicine and healthcare services in China, today announced its unaudited financial results for the fourth quarter and fiscal year ended December 31, 2020.
FourthQuarter 2020 Highlights
| · | Net revenues were RMB2.64 billion (US$405.1 million), representing an increase of 96.1% year-over-year. |
|---|---|
| · | Gross Profit^[1]^ was RMB103.6 million (US$15.9<br> million), representing an increase of 143.7% year-over-year. |
| --- | --- |
| · | Operating expenses^[2]^ were RMB248.3 million (US$38.1<br> million), representing an increase of 17.9% year-over-year. Operating expenses accounted<br> for 9.4% of net revenues in this quarter as compared to 15.6% in the same quarter of<br> last year. |
| --- | --- |
| · | Non-GAAP net loss attributable to ordinary shareholders^[3]^ was RMB98.2<br> million (US$15.1 million), compared to RMB143.7<br> million in the same quarter of last year. As a percentage of net revenues,<br> non-GAAP net loss attributable to ordinary shareholders<br> decreased to 3.7% this quarter from 10.7% in the same quarter of last year. |
| --- | --- |
FiscalYear 2020 Highlights
| · | Net revenues were RMB8.20 billion (US$1.26<br> billion), representing an increase of 107.6% year-over-year. |
|---|---|
| · | Gross Profit was RMB365.8 million (US$56.1 million), representing an increase of 121.5% year-over-year |
| --- | --- |
| · | Operating expenses were RMB839.1 million (US$128.6 million), representing an increase<br> of 27.4% year-over-year. Operating expenses accounted for 10.2% of net revenue in 2020<br> as compared to 16.7% of last year. |
| --- | --- |
| · | Non-GAAP net loss attributable to ordinary shareholders was RMB380.8 million (US$58.4 <br> million), compared to RMB434.3 million last year. As<br> a percentage of net revenues, non-GAAP net loss attributable<br> to ordinary shareholders decreased to 4.6% in 2020 from 11.0% last year. |
| --- | --- |
| · | Cash and cash equivalents, restricted cash and short-term investments amounted to RMB1.62<br> billion (US$248.1 million) as of December 31, 2020, compared<br> to RMB697.7 million as of December 31, 2019. |
| --- | --- |
| [1] | Gross profit refers to net<br>revenue less cost of goods sold. |
| --- | --- |
| [2] | Operating expense consists<br>of fulfillment expenses, selling and marketing expenses, general and administrative expenses, technology expenses and other operating<br>expenses. |
| --- | --- |
| [3] | Non-GAAP net loss attributable<br>to ordinary shareholders represents net loss attributable to ordinary shareholders excluding share-based compensation expenses<br>and impairment loss of long-term investment. |
| --- | --- |
“2020 was another strong year for us, with net revenue in Q4 rising by 96.1% YoY to RMB2.64 billion. Despite the challenges of the pandemic, we were able to sustain a consecutive net revenue growth since our IPO, bringing net revenue for the year to RMB8.2 billion, more than doubling the net revenue of RMB3.95 billion in FY 2019. Non-GAAP net loss attribute to ordinary shareholders as a percentage of net revenues also decreased significantly, from 22.3% in our first quarter post IPO to 3.7% in this latest quarter,” said Mr. Junling Liu, Co-Founder, Chairman, and Chief Executive Officer of 111.
“Our business recorded a close to nine-fold increase from RMB959.5 million in FY2017. This stellar performance was set in motion by our S2B2C model, which has continued to drive our multi-faceted growth strategy, and has allowed us to lead the charge in the digital transformation of the healthcare system in the new era of industry internet in China.”
“The advantages of our S2B2C model continues to attract new partners and has led to the rapid growth of our ecosystem in 2020. The number of global and domestic pharmaceutical companies we have a direct relationship with totaled over 330 as of 4Q 2020, while our network of retail pharmacy customers is now the largest virtual network in China. With the support of our eight regional fulfilment centers, we provide 24-hour delivery to more than 300 cities in China and 72-hour delivery nationwide. As we increase the number of our fulfilment centers and upgrade our logistic management, fulfilment costs as a percentage of net revenue improved significantly – from 3.6% in Q4 2019 to 2.6% in Q4 2020. For the full year 2020, it improved from 3.3% to 2.8% YoY.”
“In addition to pharmaceutical companies, market participants such as marketplace vendors, medicine distributors, CSO organizations, commercial medical insurance companies and others have significantly strengthened our supply chain platform. Coupled with the capabilities we have built out over the past few years we are in a very unique position to enable pharmacies and doctors to better service their customers. Doctors are able to enjoy our service modules of cloud clinic, cloud pharmacy, doctor-patient platform to digitally serve their patients in a manner never existed in the past. Today, pharmacies across the country can access a vast selection of medicine with volume-based pricing, supply chain financing, and a variety of SaaS based services on our platform which enable them to deliver greater user experience to their patients.”
He continued, “Looking ahead to 2021, we will focus on strengthening every facet of our S2B2C model and advancing our strategic plan to expedite business expansion. We will continue to improve the AI and data processing capabilities of our technology to empower doctors and pharmacies. We will make significant investment in our technology to bring more services to retail pharmacies so that we can deepen our share of wallet. The platform’s enhanced capability will also allow us to virtually deploy more digital medical reps to further improve the effectiveness of our commercialization capability and provide better tools to doctors so they can access the latest innovations in medical science.”
“During 2020, we continued to build on our momentum and deepen our market positions through our main operating subsidiary, Yao Fang Shanghai, which has raised two rounds of financing that amounted to approximately USD142.8 million from third-party investors, with the second round financing at a pre-money valuation of RMB10 billion (US$1.5 billion) in connection with IPO on Shanghai Stock Exchange’s Sci-Tech Innovation Board (STAR). We believe that there are significant opportunities for us in the age of industry internet to expediate the digital transformation of the healthcare system in China. We will work relentlessly to strengthen this model and pursue growth opportunities, delivering ever-greater value to our shareholders,” he concluded.
2
Fourth Quarter2020 Financial Results
Netrevenues were RMB2.64 billion (US$405.1 million), representing an increase of 96.1% from RMB1.35 billion in the same quarter of last year.
As of December 31, 2020, the Group has two reporting segments that includes B2B segment and B2C segment. Revenue contribution from E-Channel was previously disclosed as a separate segment, but was incorporated in B2B segment since last quarter. The Company revised prior comparative periods to conform to the current period segment presentation as follows:
| (In thousands RMB) | For the three months ended December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2019 | 2020 | YoY | |||||||
| B2B Revenue | |||||||||
| Product | 1,184,424 | 2,462,875 | 107.9 | % | |||||
| Service | 1,543 | 11,966 | 675.5 | % | |||||
| Sub-Total | 1,185,967 | 2,474,841 | 108.7 | % | |||||
| Cost of Products Sold^[4]^ | 1,168,931 | 2,400,672 | 105.4 | % | |||||
| Segment Profit | 17,036 | 74,169 | 335.4 | % | |||||
| Segment Profit % | 1.4 | % | 3.0 | % | |||||
| (In thousands RMB) | For the three months ended December 31, | ||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2019 | 2020 | YoY | |||||||
| B2C Revenue | |||||||||
| Product | 156,746 | 161,394 | 3.0 | % | |||||
| Service | 5,127 | 6,715 | 31.0 | % | |||||
| Sub-Total | 161,873 | 168,109 | 3.9 | % | |||||
| Cost of Products Sold^[4]^ | 136,417 | 138,724 | 1.7 | % | |||||
| Segment Profit | 25,456 | 29,385 | 15.4 | % | |||||
| Segment Profit % | 15.7 | % | 17.5 | % | |||||
| [4] | For<br> segment reporting purposes, purchase rebate is allocated to B2B segment and B2C segment<br> primarily based on the amount of cost of products sold for each segment. Cost of products<br> sold does not include other direct costs related to cost of product sales such as shipping<br> and handling expense, payroll and benefits of logistic staff, logistic centers rental<br> expenses and depreciation expenses, which are recorded in the fulfillment expenses. | ||||||||
| --- | --- |
Operatingcosts and expenses were RMB2.79 billion (US$427.1 million), representing an increase of 83.8% from RMB1.52 billion in the same quarter of last year.
| · | Cost of products soldwas RMB2.54 billion (US$389.2 million), representing<br> an increase of 94.5% from RMB1.31 billion in the same quarter of last year.<br> The increase was primarily due to our rapid revenue growth in B2B business, which increased<br> by 108.7% as compared to the same quarter last year. |
|---|
3
| · | Fulfillment expenses were RMB69.6 million (US$10.7 million), representing an increase<br> of 42.9% from RMB48.7 million in the same quarter of last year. Fulfillment<br> expenses accounted for 2.6% of net revenues this quarter as compared to 3.6% in the same<br> quarter of last year. |
|---|---|
| · | Selling and marketing expenses were RMB118.4 million (US$18.1 million), representing<br> an increase of 15.0% from RMB102.9 million in<br> the same quarter of last year. As a percentage of net revenues, selling and marketing<br> expenses further reduced to 4.5% in the quarter from 7.6% in the same quarter of last<br> year. |
| --- | --- |
| · | General and administrative expenses were RMB31.8 million (US$4.9 million),<br> representing a decrease of 10.5% from RMB35.5 million in the same quarter of<br> last year. As a percentage of net revenues, general and administrative expenses reduced<br> to 1.2% in the quarter from 2.6% in the same quarter of last year. |
| --- | --- |
| · | Technology expenseswere RMB30.7 million (US$4.7 million), representing an increase<br> of 54.4% from RMB19.9 million in the same quarter of last year, mainly<br> due to our increased investment in technology. Technology<br> expenses accounted for 1.2% of net revenues this quarter as compared to 1.5% in the same<br> quarter of last year. |
| --- | --- |
Lossfrom operationswas RMB144.7 million (US$22.2 million), compared to RMB168.1 million in the same quarter of last year. As a percentage of net revenues, loss from operations further decreased to 5.5% in the quarter from 12.5% in same quarter of last year.
Non-GAAPloss from operations^[5]^ was RMB112.3 million (US$17.2 million), compared to RMB154.2 million in the same quarter of last year. As a percentage of net revenues, non-GAAP loss from operations decreased to 4.2% in the quarter from 11.4% in same quarter of last year.
Netloss attributable to ordinary shareholderswas RMB130.6 million (US$20.0 million), compared to RMB157.6 million in the same quarter of last year. As a percentage of net revenues, net loss attributable to ordinary shareholders decreased to 4.9% in the quarter from 11.7% in same quarter of last year.
Non-GAAPnet loss attributable to ordinary shareholders was RMB98.2 million (US$15.1 million), compared to RMB143.7 million in the same quarter of last year. As a percentage of net revenues, non-GAAP net loss attributable to ordinary shareholders decreased to 3.7% in the quarter from 10.7% in same quarter of last year.
Loss perADS was RMB1.58 (US$0.24), compared to RMB1.92 for the same quarter of last year.
Non-GAAPLoss per ADS^[6]^ was RMB1.19 (US$0.18), compared to RMB1.75 for the same quarter of last year.
| ^[5]^ | ^Non-GAAP loss from operations represents loss from operations excluding share-based compensation expenses.^ |
|---|---|
| ^[6]^ | ^Non-GAAP loss per ADS represents loss per ADS excluding share-based compensation expenses and impairment loss of long-term investment per ADS.^ |
| --- | --- |
4
Fiscal Year2020 Financial Results
Netrevenues were RMB8.20 billion (US$1.26 billion), representing an increase of 107.6% from RMB3.95 billion last year.
| (In thousands RMB) | For the year ended December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2019 | 2020 | YoY | |||||||
| B2B Revenue | |||||||||
| Product | 3,293,268 | 7,490,449 | 127.4 | % | |||||
| Service | 4,537 | 21,442 | 372.6 | % | |||||
| Sub-Total | 3,297,805 | 7,511,891 | 127.8 | % | |||||
| Cost of Products Sold | 3,251,293 | 7,285,327 | 124.1 | % | |||||
| Segment Profit | 46,512 | 226,564 | 387.1 | % | |||||
| Segment Profit % | 1.4 | % | 3.0 | % | |||||
| (In thousands RMB) | For the year ended December 31, | ||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2019 | 2020 | YoY | |||||||
| B2C Revenue | |||||||||
| Product | 636,430 | 666,223 | 4.7 | % | |||||
| Service | 17,818 | 25,043 | 40.5 | % | |||||
| Sub-Total | 654,248 | 691,266 | 5.7 | % | |||||
| Cost of Products Sold | 535,577 | 551,998 | 3.1 | % | |||||
| Segment Profit | 118,671 | 139,268 | 17.4 | % | |||||
| Segment Profit % | 18.1 | % | 20.1 | % |
Operatingcosts and expenses were RMB8.68 billion (US$1.33 billion), representing an increase of 95.1% from RMB4.45 billion last year.
| · | Cost of products soldwas RMB7.84 billion (US$1.20 billion), representing<br> an increase of 107.0% from RMB3.79 billion last year. The increase was primarily<br> due to our rapid revenue growth in B2B business, which increased by 127.8% in 2020 as<br> compared to last year. |
|---|---|
| · | Fulfillment expenses were RMB226.9 million (US$34.8 million), representing an<br> increase of 75.9% from RMB129.0 million last year. Fulfillment expenses accounted<br> for 2.8% of net revenues in 2020 as compared to 3.3% last year. |
| --- | --- |
| · | Selling and marketing expenses were RMB399.6 million (US$61.2 million), representing<br> an increase of 17.3% from RMB340.6 million<br> last year, mainly due to increase in the number of sales staffs and expenses associated<br> with the expansion of the B2B business. As a percentage of net revenues, selling and<br> marketing expense further reduced to 4.9% in 2020 from 8.6% last year. |
| --- | --- |
| · | General and administrative expenses were RMB128.2 million (US$19.7 million),<br> representing an increase of 3.8% from RMB123.5 million last year. As a percentage<br> of net revenues, general and administrative expense reduced to 1.6% in 2020 from 3.1%<br> last year. |
| --- | --- |
5
| · | Technology expenseswere RMB92.1 million (US$14.1 million), representing an increase<br> of 48.8% from RMB61.9 million last year, mainly<br> due to our increased investment in technology. Technology<br> expenses accounted for 1.1% of net revenues in 2020 as compared to 1.6% last year. |
|---|
Lossfrom operationswas RMB473.3 million (US$72.5 million), compared to RMB493.5 million last year. As a percentage of net revenues, loss from operations further decreased to 5.8% in 2020 from 12.5% last year.
Non-GAAPloss from operations was RMB397.6 million (US$60.9 million), compared to RMB439.2 million last year. As a percentage of net revenues, non-GAAP loss from operations decreased to 4.8% in 2020 from 11.1% last year.
Netloss attributable to ordinary shareholderswas RMB456.5 million (US$70.0 million), compared to RMB499.6 million last year. As a percentage of net revenues, net loss attributable to ordinary shareholders decreased to 5.6% in 2020 from 12.6% last year.
Non-GAAPnet loss attributable to ordinary shareholders was RMB380.8 million (US$58.4 million), compared to RMB434.3 million last year. As a percentage of net revenues, non-GAAP net loss attributable to ordinary shareholders decreased to 4.6% in 2020 from 11.0% last year.
Loss perADS was RMB5.54 (US$0.84), compared to RMB6.10 of last year.
Non-GAAPLoss per ADS was RMB4.62 (US$0.70), compared to RMB5.30 of last year.
As of December 31, 2020, the Company had cash and cash equivalents, restricted cash****andshort-term investments of RMB1.62 billion (US$248.1 million), compared to RMB697.7 million as of December 31, 2019.
BusinessOutlook
For the first quarter of 2021, the Company expects its total net revenues to be between RMB2.53 billion and RMB2.6 billion, representing a year-over-year growth of approximately 61% to 65%, or 87% to 93% if excluding the impacts of certain one-off sales of pandemic supplies in first quarter 2020.
The above outlook is based on the current market conditions and reflects the Company's current and preliminary estimates of market and operating conditions and customer demand, which are all subject to changes.
ConferenceCall
111's management team will host an earnings conference call at 7:30 AM U.S. Eastern Time on Thursday, March 18, 2021 (7:30 PM Beijing Time on the same day).
Details for the conference call are as follows:
Event Title: 111, Inc. Fourth Quarter 2020 Earnings Conference Call
Registration Link: http://apac.directeventreg.com/registration/event/3260659
All participants must use the link provided above to complete the online registration process in advance of the conference call. Upon registering, each participant will receive a set of participant dial-in numbers, the Direct Event passcode, and a unique Registration ID, which can be used to join the conference call.
Please dial in 15 minutes before the call is scheduled to begin and provide the Direct Event passcode and unique Registration ID you have received upon registering to join the call.
6
A telephone replay of the call will be available after the conclusion of the conference call until March 26, 2021, 8:59 P.M. ET on:
| United States: | +1-855-452-5696 |
|---|---|
| International: | +61-2-8199-0299 |
| Conference ID: | 3260659 |
A live and archived webcast of the conference call will be available on the Investor Relations section of 111's website at http://ir.111.com.cn/.
Use ofNon-GAAP Financial Measures
In evaluating the business, the Company considers and uses non-GAAP loss from operations, non-GAAP net loss attributable to ordinary shareholders, and non-GAAP loss per ADS, non-GAAP measures, as supplemental measures to review and assess its operating performance. The Company defines non-GAAP loss from operations as loss from operations excluding share-based compensation expenses. The Company defines non-GAAP net loss attributable to ordinary shareholders as net loss attributable to ordinary shareholders excluding share-based compensation expenses and impairment loss of long-term investment. The Company defines non-GAAP loss per ADS as loss per ADS excluding share-based compensation expenses and impairment loss of long-term investment per ADS. 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 U.S. GAAP.
The Company believes that non-GAAP loss from operations, non-GAAP net loss attributable to ordinary shareholders, and non-GAAP loss per ADS help identify underlying trends in its business that could otherwise be distorted by the effect of certain expenses that it includes in loss from operations and net loss. Share-based compensation expenses is a non-cash expense that varies from period to period. Impairment loss of long-term investment is a non-cash, non-recurring expense that occurred in the historical period. As a result, management excludes these two items from its internal operating forecasts and models. Management believes that the adjustments for share-based compensation expenses and impairment loss of long-term investment provide investors with a reasonable basis to measure the company's core operating performance, in a more meaningful comparison with the performance of other companies. The Company believes that non-GAAP loss from operations, non-GAAP net loss attributable to ordinary shareholders, and non-GAAP loss per ADS provide useful information about its operating results, enhances the overall understanding of its past performance and future prospects and allow for greater visibility with respect to key metrics used by the management in their financial and operational decision-making.
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. One of the key limitations of using non-GAAP loss from operations, non-GAAP net loss attributable to ordinary shareholders, or non-GAAP loss per ADS is that it does not reflect all items of income and expense that affect the Company's operations. Further, the non-GAAP financial 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 most comparable U.S. GAAP measures, all of which should be considered when evaluating the Company's performance. The Company encourages you to review its financial information in its entirety and not rely on a single financial measure.
7
Reconciliation of the non-GAAP financial measures to the most comparable U.S. GAAP measures is included at the end of this press release.
ExchangeRate Information Statement
This announcement contains translations of certain RMB amounts into U.S. dollars at specified rates solely for the convenience of the reader. Unless otherwise noted, all translations from RMB to U.S. dollars are made at a rate of RMB6.5250 to US$1.00, the exchange rate set forth in the H.10 statistical release of the Board of Governors of the Federal Reserve System as of December 31, 2020.
Safe HarborStatement
This press release contains forward-looking statements. These statements constitute "forward-looking" statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates," "target," "confident" and similar statements. Among other things, the Business Outlook and quotations from management in this announcement, as well as 111's strategic and operational plans, contain forward-looking statements. 111 may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission, in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Such statements are based upon management's current expectations and current market and operating conditions and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond the Company's control. Forward-looking statements involve inherent risks, uncertainties and other factors that could cause actual results to differ materially from those contained in any such statements. Potential risks and uncertainties include, but are not limited to, uncertainties as to the Company's ability comply with extensive and evolving regulatory requirements, its ability to compete effectively in the evolving PRC general health and wellness market, its ability to manage the growth of its business and expansion plans, its ability to achieve or maintain profitability in the future, its ability to control the risks associated with its pharmaceutical retail and wholesale businesses, and the Company's ability to meet the standards necessary to maintain listing of its ADSs on the Nasdaq Global Market, including its ability to cure any non-compliance with Nasdaq's continued listing criteria. Further information regarding these and other risks, uncertainties or factors is included in the Company's filings with the U.S. Securities and Exchange Commission. All information provided in this press release is as of the date of this press release, and 111 does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under applicable law.
About 111, Inc.
111, Inc. (NASDAQ: YI) ("111" or the "Company") is a leading tech-enabled healthcare platform company committed to digitally connecting patients with medicine and healthcare services in China. The Company provides consumers with better access to pharmaceutical products and healthcare services directly through its online retail pharmacy, 1 Pharmacy, and indirectly through its offline virtual pharmacy network. The Company also offers online healthcare services through its internet hospital, 1 Clinic, which provides consumers with cost-effective and convenient online consultation, electronic prescription service, and patient management service. In addition, the Company's online wholesale pharmacy, 1 Medicine Marketplace, serves as a one-stop shop for pharmacies to source a vast selection of pharmaceutical products. With the largest virtual pharmacy network in China, 111 enables offline pharmacies to better serve their customers with cloud-based services. 111 also provides an omni-channel drug commercialization platform to its strategic partners, which includes services such as digital marketing, patient education, data analytics, and pricing monitoring.
8
For more information on 111, please visit: http://ir.111.com.cn/.
Formore information, please contact:
111,Inc.
Investor Relations
Email: ir@111.com.cn
111,Inc.
Media Relations
Email: press@111.com.cn
Phone: +86-021-2053 6666 (China)
9
| 111, Inc. | ||||||||
|---|---|---|---|---|---|---|---|---|
| UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS | ||||||||
| (In thousands, except for share and per share data) | ||||||||
| As of | As of | |||||||
| December 31, 2019 | December 31, 2020 | |||||||
| RMB | RMB | US | ||||||
| ASSETS | ||||||||
| Current Assets: | ||||||||
| Cash and cash equivalents | 581,281 | 1,189,620 | ||||||
| Restricted cash | 116,441 | 128,914 | ||||||
| Short-term investments | — | 300,167 | ||||||
| Accounts receivable, net | 65,247 | 163,094 | ||||||
| Note Receivables, net | 23,587 | 12,583 | ||||||
| Inventories | 486,271 | 766,529 | ||||||
| Prepayments and other current assets | 208,604 | 311,797 | ||||||
| Total current assets | 1,481,431 | 2,872,704 | ||||||
| Property and equipment | 29,836 | 43,439 | ||||||
| Intangible assets | 8,022 | 6,517 | ||||||
| Long-term investments | 140 | 140 | ||||||
| Other non-current assets | 3,009 | 5,061 | ||||||
| Operating lease right-of-use asset | 87,855 | 98,628 | ||||||
| Total Assets | 1,610,293 | 3,026,489 | ||||||
| LIABILITIES AND EQUITY | ||||||||
| Current liabilities including amounts of the consolidated VIE without recourse to the Company | ||||||||
| Short-term borrowings | 95,081 | 229,250 | ||||||
| Accounts payable | 444,334 | 1,073,352 | ||||||
| Accrued expense and other current liabilities | 234,008 | 327,118 | ||||||
| Total Current liabilities | 773,423 | 1,629,720 | ||||||
| Operating lease liabilities | 57,011 | 62,388 | ||||||
| Other non-current liabilities | 5,936 | 3,736 | ||||||
| Total Liabilities | 836,370 | 1,695,844 | ||||||
| Mezzanine Equity | ||||||||
| Redeemable non-controlling interests | — | 924,245 | ||||||
| Shareholders' Equity | ||||||||
| Ordinary shares Class A | 30 | 30 | ||||||
| Ordinary shares Class B | 25 | 25 | ||||||
| Treasury shares | (22,991 | ) | (34,972 | ) | ) | |||
| Additional paid in capital | 2,606,486 | 2,669,279 | ||||||
| Accumulated deficit | (1,883,335 | ) | (2,339,868 | ) | ) | |||
| Accumulated other comprehensive Income | 76,441 | 62,911 | ||||||
| Total shareholders' equity | 776,656 | 357,405 | ||||||
| Non-controlling interest | (2,733 | ) | 48,995 | |||||
| Total equity | 773,923 | 406,400 | ||||||
| Total liabilities, mezzanine equity and equity | 1,610,293 | 3,026,489 |
All values are in US Dollars.
10
| UNAUDITED<br> CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (In<br> thousands, except for share, per share and per ADS data) | ||||||||||||||||
| For<br> the three months ended December 31, | For<br> the year ended December 31, | |||||||||||||||
| 2019 | 2020 | 2019 | 2020 | |||||||||||||
| RMB | RMB | US | RMB | RMB | US | |||||||||||
| Net revenues | 1,347,840 | 2,642,950 | 3,952,053 | 8,203,157 | ||||||||||||
| Operating costs and expenses: | ||||||||||||||||
| Cost of product sold | (1,305,348 | ) | (2,539,396 | ) | ) | (3,786,870 | ) | (7,837,325 | ) | ) | ||||||
| Fulfillment expenses | (48,683 | ) | (69,550 | ) | ) | (128,996 | ) | (226,930 | ) | ) | ||||||
| Selling and marketing expenses | (102,931 | ) | (118,408 | ) | ) | (340,562 | ) | (399,610 | ) | ) | ||||||
| General and administrative expenses | (35,501 | ) | (31,776 | ) | ) | (123,501 | ) | (128,226 | ) | ) | ||||||
| Technology expenses | (19,878 | ) | (30,686 | ) | ) | (61,902 | ) | (92,080 | ) | ) | ||||||
| Other operating (expenses)/income, net | (3,571 | ) | 2,143 | (3,735 | ) | 7,703 | ||||||||||
| Total operating costs and<br> expenses | (1,515,912 | ) | (2,786,660 | ) | ) | (4,445,566 | ) | (8,675,455 | ) | ) | ||||||
| Loss from operations | (168,072 | ) | (144,723 | ) | ) | (493,513 | ) | (473,311 | ) | ) | ||||||
| Interest income | 325 | 2,219 | 4,802 | 6,312 | ||||||||||||
| Interest expense | (1,164 | ) | (2,614 | ) | ) | (3,622 | ) | (8,817 | ) | ) | ||||||
| Foreign exchange gain/(loss) | 4,983 | 6,218 | (10,328 | ) | 5,547 | |||||||||||
| Other income, net | 5,615 | 1,519 | 834 | 3,161 | ||||||||||||
| Loss before income taxes | (158,313 | ) | (137,381 | ) | ) | (501,827 | ) | (467,108 | ) | ) | ||||||
| Income tax expense | — | — | — | — | ||||||||||||
| Net loss | (158,313 | ) | (137,381 | ) | ) | (501,827 | ) | (467,108 | ) | ) | ||||||
| Net loss attributable to non-controlling interest<br> and redeemable non-controlling interest | 722 | 6,757 | 2,221 | 10,575 | ||||||||||||
| Net loss attributable to<br> ordinary shareholders | (157,591 | ) | (130,624 | ) | ) | (499,606 | ) | (456,533 | ) | ) | ||||||
| Other comprehensive loss | ||||||||||||||||
| Unrealized gains of available-for-sale securities, net of tax | 650 | (1,077 | ) | ) | 7,335 | (1,137 | ) | ) | ||||||||
| Realized gains of available-for-sale securities, net of tax | (8,526 | ) | 970 | (9,635 | ) | 970 | ||||||||||
| Foreign currency translation adjustments, net<br> of tax | (4,105 | ) | 8,959 | 11,668 | 13,697 | |||||||||||
| Comprehensive loss | (169,572 | ) | (120,759 | ) | ) | (490,238 | ) | (441,990 | ) | ) | ||||||
| Loss per share: | ||||||||||||||||
| Basic and diluted | (0.96 | ) | (0.79 | ) | ) | (3.05 | ) | (2.77 | ) | ) | ||||||
| Loss per ADS: | ||||||||||||||||
| Basic and diluted | (1.92 | ) | (1.58 | ) | ) | (6.10 | ) | (5.54 | ) | ) | ||||||
| Weighted average number of shares used in computation of loss per<br> share | ||||||||||||||||
| Basic and diluted | 163,649,457 | 165,142,152 | 163,671,577 | 164,786,631 |
All values are in US Dollars.
11
| 111, Inc.<br> <br>UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS<br> <br>(In thousands) | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| For the three months ended December 31, | For the year ended December 31, | |||||||||||||||
| 2019 | 2020 | 2019 | 2020 | |||||||||||||
| RMB | RMB | US | RMB | RMB | US | |||||||||||
| Net cash used in operating activities | (71,544 | ) | (156,083 | ) | ) | (512,382 | ) | (116,777 | ) | ) | ||||||
| Net cash provided by/(used in) in investing activities | 109,817 | (216,323 | ) | ) | 237,675 | (324,669 | ) | ) | ||||||||
| Net cash provided by financing activities | 9,052 | 573,663 | 108,987 | 1,070,408 | ||||||||||||
| Effect of exchange rate changes on cash and cash equivalents, and restricted cash | (6,336 | ) | 4,336 | 9,702 | (8,150 | ) | ) | |||||||||
| Net increase/(decrease) in cash and cash equivalents, and restricted cash | 40,989 | 205,593 | (156,018 | ) | 620,812 | |||||||||||
| Cash and cash equivalents, and restricted cash at the beginning of the period | 656,733 | 1,112,941 | 853,740 | 697,722 | ||||||||||||
| Cash and cash equivalents, and restricted cash at the end of the period | 697,722 | 1,318,534 | 697,722 | 1,318,534 |
All values are in US Dollars.
12
| 111, Inc. | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Unaudited Reconciliation of GAAP and non-GAAP Results | ||||||||||||||||
| (In thousands, except for share, per share and per ADS data) | ||||||||||||||||
| For the three months ended December 31, | For the year ended December 31, | |||||||||||||||
| 2019 | 2020 | 2019 | 2020 | |||||||||||||
| RMB | RMB | US | RMB | RMB | US | |||||||||||
| Loss from operations | (168,072 | ) | (144,723 | ) | ) | (493,513 | ) | (473,311 | ) | ) | ||||||
| Add: Share-based compensation expenses | 13,909 | 32,417 | 54,281 | 75,695 | ||||||||||||
| Non-GAAP loss from operations | (154,163 | ) | (112,306 | ) | ) | (439,232 | ) | (397,616 | ) | ) | ||||||
| Net Loss attributable to ordinary shareholders | (157,591 | ) | (130,624 | ) | ) | (499,606 | ) | (456,533 | ) | ) | ||||||
| Add: Share-based compensation expenses, net of tax | 13,909 | 32,417 | 54,281 | 75,695 | ||||||||||||
| Impairment loss of long-term investment | — | — | 11,000 | — | ||||||||||||
| Non-GAAP net Loss attributable to ordinary shareholders | (143,682 | ) | (98,207 | ) | ) | (434,325 | ) | (380,838 | ) | ) | ||||||
| Loss per ADS: | ||||||||||||||||
| Basic and diluted | (1.92 | ) | (1.58 | ) | ) | (6.10 | ) | (5.54 | ) | ) | ||||||
| Add: Share-based compensation expenses and impairment loss of long-term investment per ADS, net of tax | 0.17 | 0.39 | 0.80 | 0.92 | ||||||||||||
| Non-GAAP Loss per ADS | (1.75 | ) | (1.19 | ) | ) | (5.30 | ) | (4.62 | ) | ) |
All values are in US Dollars.
13