Market Newsdesk

SURREY, British Columbia, Nov. 16, 2020 (GLOBE NEWSWIRE) — DSG Global Inc. (OTC: DSGT), announced today financial results for the third quarter ending September 30, 2020.

Financial Highlights for the three months ended September 30, 2020:

– Revenue of $334, 151. This was an increase of 170% compared to the prior quarter. The majority of this revenue increase came from increased installations at numerous golf courses. This will result in a higher recurring revenue moving forward. The company anticipates the upward trend in golf revenue to continue for the fourth quarter.

– Gross Profit Margins remained relatively constant at 50%.

– Operating Losses were $391,882 or (.01) EPS for the quarter, consistent with the comparable quarter in 2019 and much improved from the $1,148,446 (.03) EPS loss during the prior quarter.

– Net Losses decreased from $5,555,832 in Q3 2019 to $3,159,242 or (.08) EPS. The majority of this, $2,577,704, was related to one-time costs of extinguishment of debt and the change in fair value of derivative instruments.

– Total Assets increased 76.1% from the prior quarter. This was primarily the result of increased inventory and fixed assets.

– Total liabilities decreased 11.6% from the prior quarter. Actual liabilities, not counting derivative liabilities decreased 30.3%. This is primarily the result of the payoff and removal of $1.95 million in convertible debt.

Release updates and Highlights:

• Set delivery volume target of 12800 vehicles, with 90% distributor sales and 10% direct sales, during 2021.
   
• Received orders for 1155 vehicles, a number increasing on a regular basis.
   
• Received first Shipment of cars from Jonway Group
   
• Anticipates additional vehicles arriving from Jonway and Skywell Automobile Group during the remainder of 2020
   
• Engaged GCN Media Group and Graj and Gustavsen, both well-respected New York based branding and digital marketing firms, to increase awareness and enhance consumer facing presence.
   
• Received Business License for Experience Center in Fairfield, California
   
• Received first shipment of single rider PACER golf carts
   
• Added Terra E-High Speed Truck from Jonway Group and ET5 SUV and several models of buses from Skywell Automotive Group to Electric Vehicle Product Lineup
   
• Paid off nearly $2 Million in Convertible Notes, thus significantly reducing future dilution
   
• Installed golf products at dozens of new golf courses and have multimillion-dollar Pipeline
   
• Expanded into Alternative Fleet Management beyond golf courses with installation of products for Peninsula Sanitation Services

Bob Silzer, CEO and President DSG Global, “We are pleased with the improvement in our third quarter, but are not satisfied with the results. We anticipate even larger growth in future quarters. We continue to install our products on numerous new golf courses each month. Our Electric Vehicles have begun arriving and we anticipate first delivery of products to end customers early in the first quarter. Next year, we anticipate over $40 million in sales from Electric Vehicles and over $20 million in sales from Fleet Management Software and Pacer Golf Carts with significant profitability.”

DSG Global, Inc. will host a conference call for investors on Monday, November 16, 2020 at 4:15 ET.

The call will last approximately 45 minutes. Interested parties may dial 530-881-1212

Passcode: 615-253-385#

Bob Silzer, President and CEO DSG Global and Rick Curtis, President of Imperium Motors will discuss the significant corporate activity and its plans for the future.

Please dial in at least 5 minutes prior to the call to ensure timely participation.

For the full earnings report please view our entire filing at www.sec.gov.

For information on Imperium Motor’s Product line, please visit https://www.imperiummotorcompany.com/

About Imperium Motor Company

Imperium Motor Company is a new EV distribution and marketing company that offers a wide variety of affordable vehicles equipped for the North American market with emphasis on great design, a green mindset, performance, and functionality. Vehicles will include: High Speed, Mid Speed, and Low Speed electric vehicles including Cars, Trucks, SUVs, Vans, Buses, and Scooters.

About VANTAGE TAG SYSTEMS INC (VTS)

Vantage Tag Systems provides patented electronic tracking systems and fleet management solutions to golf courses and other avenues that allow for remote management of the course’s fleet of golf carts, turf equipment and utility vehicles. Its clients use VTS’s unique technology to significantly reduce operational costs, improve the efficiency plus profitability of their fleet operations, increase safety, and enhance customer satisfaction. VTS has grown to become a leader in the category of Fleet Management in the golf industry, with their technology installed in over vehicles worldwide. VTS is now branching into several new streams of revenue, through programmatic advertising, licensing and distribution, as well as expanding into Commercial Fleet Management, PACER single rider golf carts, and Agricultural applications. Additional information is available at http://vantage-tag.com/

Safe Harbor for Forward-Looking Statements

Forward-looking statements in this press release include statements relating to, among other things, the Company’s ability to open its new customer facility and its ability to close and deliver on various purchase orders from customers, and the Company’s expansion into markets outside of the golf industry. Forward-looking statements are inherently subject to risks and uncertainties which could cause actual results to differ materially from those in the forward-looking statements, including, without limitation, the following: the timing and nature of any capital raising transactions; our ability to offer products and services for use by customers in new markets outside of the golf industry; our ability to deliver in a timely fashion and to our customers’ satisfaction the products purchased; the risk of competition; our ability to find, recruit and retain personnel with knowledge and experience in selling products and services in existing and new markets; our ability to manage growth; and general market, economic and business conditions. Additional factors that could cause actual results to differ materially from those anticipated by our forward-looking statements are under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the fiscal year 2018 and our subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, all filed with the Securities and Exchange Commission. Forward-looking statements are made as of the date of this release, and we expressly disclaim any obligation or undertaking to update forward-looking statements.

Brokers and Analysts:
Chesapeake Group
+1-410-825-3930
[email protected]

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NEW YORK, Nov. 16, 2020 (GLOBE NEWSWIRE) — Iconix Brand Group, Inc. (Nasdaq: ICON) (“Iconix” or the “Company”) today reported financial results for the third quarter ended September 30, 2020.

Bob Galvin, CEO commented, “As we continue to navigate through the pandemic and the resulting economic conditions, the well-being of our employees, licensees and communities remains at the forefront. Despite COVID-19, we continued to expand our business, including a successful launch of Umbro products in Walmart. We have remained focused on building our pipeline of future business, as a result, we have signed 148 deals during 2020 for aggregate guaranteed minimum royalties of approximately $90 million. Moving forward, we will remain flexible to respond to changes in the economic and retail environments.”

Third Quarter 2020
Financial Results

GAAP Revenue by Segment

(000’s)

		For the Three Months Ended September   30,						For the Nine Months Ended September   30,
			2020			2019			2020			2019
Licensing revenue:
Women’s		$	5,919		$	10,317		$	16,805		$	26,855
Men’s			5,705			7,942			15,419			25,491
Home			3,487			3,430			10,436			11,205
International			9,351			13,782			32,028			42,255
		$	24,462		$	35,471		$	74,688		$	105,806

For the third quarter of 2020, total revenue was $24.5 million, a 31% decline, compared to $35.5 million in the third quarter of 2019. Revenue across all segments was primarily negatively impacted by the effects of the COVID-19 pandemic on the global economy. The 43% decrease in revenue in our Women’s segment was principally as a result of a decrease in licensing revenue from our Mudd and Joe Boxer brands. Revenue from the Men’s segment decreased 28% mainly due to a decrease in licensing revenue from our Buffalo and Umbro brands. Sales in our Home segment improved by 2% principally due to an increase in licensing revenue from our Charisma brand. Our International segment revenue declined 32% mainly due to decreases in Latin America and Europe.

SG&A Expenses:
Total SG&A expenses in the third quarter of 2020 were $9.9 million, a 62% decline compared to $26.3 million in the third quarter of 2019. The decline for the quarter was primarily driven by a decrease in professional fees, advertising costs and compensation expense.

Gain on Sale of Trademarks
Gain on sale of trademarks reflect the $59.6 million gain of the sale of 100% of our interest in Umbro China Ltd., and $14.5 million gain on sale of Starter China Ltd., each completed during the third quarter of 2020.

Trademark
and
Investment
Impairment
:

In the third quarter of 2020, the Company recorded a non-cash trademark impairment charge of $4.8 million. The charge for the third quarter of 2020 was based on the impact of the COVID-19 pandemic on current and estimated future cash flows on the fair value of the Pony and Hydraulic indefinite-lived trademarks. The Company recorded investment impairments of $17.1 million in the third quarter of 2020 as a result of from exiting our Ecko Mark/Ecko joint venture in China and a reduction in the fair value of our Candies joint venture in China. The Company recorded investment impairment in the third quarter of 2019 of $17.0 million related to the sale of its equity investment in Marcy Media.

Operating Income
and Adjusted EBITDA (1)
:

Adjusted EBITDA is a non-GAAP metric, and a reconciliation table is included below.

Operating income for the third quarter of 2020 was $66.4 million, as compared to operating loss of $8.1 million for the third quarter of 2019.  The third quarter 2020 results include $22.0 million of charges related to impairments and $74.1 million in gains on sale of trademarks. Adjusted EBITDA in the third quarter of 2020 was $13.7 million, which represents operating income of $66.4 million excluding net adjustments of $52.7 million. Adjusted EBITDA in the third quarter of 2019 was $20.9 million, which represents operating loss of $8.1 million excluding net charges of $29.0 million. The change period over period in Adjusted EBITDA is primarily as a result of reduced revenue largely driven by the impact of COVID-19 on our business, somewhat offset by reduced expenses driven by the Company’s cost reduction initiative. Refer to footnote 1 below for a full detailed reconciliation of operating income to Adjusted EBITDA.      

Note: All items in the following tables are attributable to the Company’s interest in its subsidiaries and joint ventures, as applicable, and exclude the results related to any non-controlling interest in such entities. Certain numbers may not add due to rounding.

Adjusted EBITDA by Segment (1)	For the Three Months Ended September   30,											For the Nine Months Ended September   30,
(000’s)	2020			2019			% Change					2020			2019			% Change
Women’s	$	6,777		$	10,105			-33	%			$	16,451		$	26,354			-38	%
Men’s		1,522			3,303			-54	%				5,857			10,847			-46	%
Home		3,588			2,999			20	%				9,670			9,789			-1	%
International		6,593			9,022			-27	%				17,669			26,321			-33	%
Corporate		(4,766	)		(4,530	)		-5	%				(12,897	)		(13,638	)		5	%
Adjusted EBITDA	$	13,714		$	20,899			-34	%			$	36,750		$	59,673			-38	%
Adjusted EBITDA Margin (2)		56	%		59	%							49	%		56	%

Adjusted EBITDA margin in the third quarter of 2020 was 56% as compared to Adjusted EBITDA margin in the third quarter of 2019 of 59%. The change period over period in Adjusted EBITDA margin is primarily as a result of the Company’s decrease in revenue.

Interest Expense
and
Other
(
Income
)
Loss
,
net
:

Interest expense in the third quarter of 2020 was $18.5 million as compared to $14.4 million in the third quarter of 2019. The legal final maturity date of the Securitization Notes is in January of 2043. The Company did not repay or refinance the Securitization Notes prior to the anticipated repayment date. Therefore, beginning January 2020, the Company accrues additional interest on the Securitization Notes that is not payable until 2043. The increase in interest expense period over period is primarily the result of the step up in interest for the securitization. In the third quarter of 2020, Other (income) loss was income of $0.3 million as compared to a loss of $12.0 million in the third quarter of 2019. This result is primarily from the Company’s accounting for the 5.75% Convertible Notes, which requires recording the fair value of this debt at the end of each period with any change from the prior period accounted for as other income or loss in the respective period’s consolidated income statement.

Provision for Income Taxes:

The effective income tax rate for the third quarter of 2020 is approximately 1.9%, which resulted in a $0.9 million income tax expense, as compared to an effective income tax rate of 1.7% in the third quarter of 2019, which resulted in a $0.6 million income tax benefit.  The increase in the tax expense is a result of expenses incurred for which no tax benefit was able to be recognized for the third quarter of 2020.

GAAP Net Income and GAAP Diluted EPS:

GAAP net income attributable to Iconix for the third quarter of 2020 reflected income of $45.7 million, compared to a net loss of $35.7 million for the third quarter of 2019. GAAP diluted EPS for the third quarter of 2020 reflected income of $1.51 per share, compared to loss of $3.07 per share for the third quarter of 2019.

Adjusted EBITDA
(1)
:

Adjusted EBITDA for the third quarter of 2020 was $13.7 million, compared to $20.9 million for the third quarter of 2019.

Adjusted EBITDA: (1)
(000’s)
	For the Three Months Ended September   30,
		2020			2019		% Change
GAAP Operating Income (Loss)	$	66,351		$	(8,115	)
Add:
stock-based compensation expense		196			363
depreciation and amortization		315			421
contract asset write offs, net		581			3,634
impairment charges		21,959			17,000
gain on sale of trademarks and investments		(74,105	)		–
special charges		460			9,084
non-controlling interest		(976	)		(1,482	)
non-controlling interest related to D&A and impairment		(1,067	)		(7	)
		(52,637	)		29,013
Adjusted EBITDA	$	13,714		$	20,899		-34	%
Adjusted EBITDA Margin (2)		56	%		59	%
Adjusted EBITDA: (1)
(000’s)
	For the Nine Months Ended September   30,
		2020			2019		% Change
GAAP Operating Income (Loss)	$	65,047		$	28,857
Add:
stock-based compensation expense		608			761
depreciation and amortization		894			1,393
gain on sale of trademarks and investments		(75,705	)		–
contract asset write offs, net		700			3,634
impairment charges		40,954			17,000
special charges		9,303			15,063
non-controlling interest		(3,555	)		(7,017	)
non-controlling interest related to D&A and impairment		(1,496	)		(19	)
		(28,297	)		30,815
Adjusted EBITDA	$	36,750		$	59,672		-38	%
Adjusted EBITDA Margin (2)		49	%		56	%

Balance Sheet and Liquidity:

(000’s)	September   30, 2020			December   31, 2019
Cash Summary:
Unrestricted Domestic, Canada and China (Wholly Owned)	$	48,370		$	29,144
Unrestricted Luxembourg (Wholly Owned)		14,813			17,023
Unrestricted in consolidated JV’s		7,347			9,298
Restricted Cash		12,760			15,946
Total Cash	$	83,290		$	71,411
Debt Summary:
Senior Secured Notes due January 2043*	$	323,876		$	338,130
Variable Funding Note due January 2043		100,000			100,000
5.75% Convertible Notes due August 2023		94,430			94,430
Senior Secured Term Loan due August 2022 **		116,420			175,600
Payroll Protection Plan Loan		1,307			–
Total Debt (Face Value)	$	636,033		$	708,160
*- The legal final maturity of the Securitization Notes is in January of 2043, as the Company did not repay or refinance the Securitization Notes prior to the anticipated repayment date. Therefore, beginning in January 2020, the Company is no longer required to make previously designated contractual principal payments. Future principal payments are formulaically based on a percentage of receipts of royalty revenue, and as such are subject to market factors outside of the Company’s control. There can be no assurance that all or any future principal payments projected for the Senior Secured Notes will be made in accordance with the projections provided.
**- As a result of the completion of the sale of Starter China, the Company received $15.6 million of net proceeds, and on October 4, 2020, repaid $11.7 million of Senior Secured Term Loan principal not reflected above.

Fiscal 2020 Outlook

Due to the impact that COVID-19 is having across the globe, and the rapid and continuous economic developments, we are not providing guidance for fiscal year 2020 at this time. The impact of COVID-19 on our business could be material to our operating results, cash flows and financial condition. Due to the evolving and uncertain nature of this situation, we are not able to estimate the full extent of the impact on Iconix’s operating results, cash flows and financial condition. We will provide additional updates as the situation warrants.

About Iconix Brand Group, Inc.

Iconix Brand Group, Inc. owns, licenses and markets a portfolio of consumer brands including: CANDIE’S ®, BONGO ®, JOE BOXER ®, RAMPAGE ®, MUDD ®, MOSSIMO ®, LONDON FOG ®, OCEAN PACIFIC ®, DANSKIN ®, ROCAWEAR ®, CANNON ®, ROYAL VELVET ®, FIELDCREST ®, CHARISMA ®, STARTER ®, WAVERLY ®, ZOO YORK ®, UMBRO ®, LEE COOPER ®, ECKO UNLTD. ®, MARC ECKO ®, ARTFUL DODGER ®, and HYDRAULIC®. In addition, Iconix owns interests in the MATERIAL GIRL ®, ED HARDY ®, TRUTH OR DARE ®, MODERN AMUSEMENT ®, BUFFALO ® and PONY ® brands. The Company licenses its brands to a network of retailers and manufacturers. Through its in-house business development, merchandising, advertising and public relations departments, Iconix manages its brands to drive greater consumer awareness and brand loyalty.

Forward-Looking Statements

In addition to historical information, this press release contains forward-looking statements within the meaning of the federal securities laws. Such forward-looking statements include projections regarding the Company’s beliefs and expectations about future performance and, in some cases, may be identified by words like “anticipate,” “assume,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “future,” “will,” “seek” and similar terms or phrases. These statements are based on the Company’s beliefs and assumptions, which in turn are based on information available as of the date of this press release. Forward-looking statements involve known and unknown risks and uncertainties, which could cause actual results to differ materially from those contained in any forward-looking statement and could harm the Company’s business, prospects, results of operations, liquidity and financial condition and cause its stock price to decline significantly. Many of these factors are beyond the Company’s ability to control or predict. Important factors that could cause the Company’s actual results to differ materially from those indicated in the forward-looking statements include, among others: the occurrence of any strategic transaction and the impact of any potential strategic transaction, including acquisitions or dispositions, the ability of the Company’s licensees to maintain their license agreements or to produce and market products bearing the Company’s brand names, the Company’s ability to retain and negotiate favorable licenses, the Company’s ability to meet its outstanding debt obligations, the impact of COVID-19 on our and our licensees’ business, results of operations, financial condition and liquidity and the impact of COVID-19 on global production, manufacturing, distribution and sales and the events and risks referenced in the sections titled “Risk Factors” in the Company’s Annual Report on Form 10K for the year ended December 31, 2019 and subsequent Quarterly Reports on Form 10Q and in other documents filed or furnished with the Securities and Exchange Commission. Our forward-looking statements do not reflect the potential impact of any acquisitions, mergers, dispositions, business development transactions, joint ventures or investments we may enter into or make in the future. Given these uncertainties, you should not place undue reliance on these forward-looking statements. These forward-looking statements are made only as of the date hereof and the Company undertakes no obligation to update or revise publicly any forward-looking statements, except as required by law.

Media contact:
John T. McClain  
Executive Vice President and Chief Financial Officer  
Iconix Brand Group, Inc.  
[email protected]
212-730-0030

Unaudited Consolidated Statement of Operations

(000’s, except earnings per share data)

		For the Three Months Ended September   30,								For the Nine Months Ended September   30,
		2020				2019				2020				2019
Licensing revenue		$	24,462			$	35,471			$	74,688			$	105,806
Selling, general and administrative expenses			9,915				26,318				42,043				60,846
Depreciation and amortization			315				421				894				1,393
Equity (earnings) loss on joint ventures			27				(153	)			1,455				(2,290	)
Gain on sale of investment			—				—				(1,600	)			—
Gain on sale of trademarks			(74,105	)			—				(74,105	)			—
Investment impairment			17,145				17,000				17,245				17,000
Trademark impairment			4,814				—				23,709				—
Operating income (loss)			66,351				(8,115	)			65,047				28,857
Other expenses (income):
Interest expense			18,489				14,430				52,249				43,399
Interest (income)			(1	)			(96	)			(51	)			(259	)
Other (income) loss, net			(285	)			11,971				1,851				(6,821	)
Foreign currency translation loss			531				391				596				760
Other expenses – net			18,734				26,696				54,645				37,079
Income (loss) before income taxes			47,617				(34,811	)			10,402				(8,222	)
Provision (Benefit) for income taxes			915				(585	)			39				1,253
Net income (loss)			46,702				(34,226	)			10,363				(9,475	)
Less: Net income attributable to non-controlling interest			976				1,482				3,555				7,017
Net income (loss) attributable to Iconix Brand Group, Inc.		$	45,726			$	(35,708	)		$	6,808			$	(16,492	)
Earnings (loss) per share:
Basic		$	3.66			$	(3.07	)		$	0.55			$	(1.62	)
Diluted		$	1.51			$	(3.07	)		$	0.37			$	(1.62	)
Weighted average number of common shares outstanding:
Basic			12,517				11,631				12,051				10,169
Diluted			31,189				11,631				33,801				10,169

Footnotes

(1)   Adjusted EBITDA is a non-GAAP financial measure, which represents operating income excluding stock-based compensation (benefit) expense, depreciation and amortization, impairment charges, special charges related to potential settlement and professional fees incurred as a result of cooperation with the Staff of the SEC, the SEC and related SDNY investigations, internal investigations, the previously disclosed class action and derivative litigations and costs related to the transition of Iconix management. The Company believes Adjusted EBITDA is a useful financial measure in evaluating its financial condition because it is more reflective of the Company’s business purpose, operations and cash expenses. Uses of cash flows that are not reflected in Adjusted EBITDA include interest payments and debt principal repayments, which can be significant. As a result, Adjusted EBITDA should not be considered as a measure of our liquidity. Other companies that provide Adjusted EBITDA information may calculate EBITDA and Adjusted EBITDA differently than we do. The definition of Adjusted EBITDA may not be the same as the definitions used in any of our debt agreements.

Adjusted EBITDA Reconciliation For the Three Months Ended September   30, (1):
	GAAP Operating Income					Impairment Charges			Special Charges			Gain on sale of Trademarks & Investments				Depreciation & Amortization			Stock Compensation			Contract Asset Impairment				Non-controlling Interest, net					Adjusted EBITDA
($, 000s)	2020		2019			2020	2019		2020	2019		2020		2019		2020	2019		2020	2019		2020	2019			2020		2019			2020		2019
Women’s	6,207		9,988			570	–		–	–		–		–		–	–		–	–		–	117			–		–			6,777		10,105
Men’s	(1,249	)	5,277			4,244	–		–	–		–		–		–	13		–	–		–	(144	)		(1,473	)	(1,843	)		1,522		3,303
Home	3,588		2,990			–	–		–	–		–		–		–			–	1		–	8			–		–			3,588		2,999
International	6,556		6,243			–	–		–	–		–		–		67	69		–	4		581	3,653			(611	)	(947	)		6,593		9,022
Corporate	51,249		(32,613	)		17,145	17,000		460	9,084		(74,105	)	–		248	339		196	358		–	–			41		1,302			(4,766	)	(4,530	)
Total Income	66,351		(8,115	)		21,959	17,000		460	9,084		(74,105	)	–		315	421		196	363		581	3,634			(2,043	)	(1,488	)		13,714		20,899
Adjusted EBITDA Reconciliation For the Nine Months Ended September   30, (1):
	GAAP Operating Income					Impairment Charges			Special Charges			Gain on sale of Trademarks & Investments				Depreciation & Amortization			Stock Compensation			Contract Asset Impairment				Non-controlling Interest, net					Adjusted EBITDA
($, 000s)	2020		2019			2020	2019		2020	2019		2020		2019		2020	2019		2020	2019		2020	2019			2020		2019			2020		2019
Women’s	5,750		26,237			10,638	–		–	–		–		–		–	–		–	–		63	117			–		–			16,451		26,354
Men’s	4,593		17,775			4,348	–		637	–		–		–		4	37		–	–		16	(144	)		(3,741	)	(6,821	)		5,857		10,847
Home	4,512		9,777			5,152	–		–	–		–		–		–	–		1	4		5	8			–		–			9,670		9,789
International	14,569		25,432			3,548	–		–	–		–		–		198	230		2	10		616	3,653			(1,264	)	(3,004	)		17,669		26,321
Corporate	35,623		(50,364	)		17,268	17,000		8,666	15,063		(75,705	)	–		692	1,126		605	747		–	–			(46	)	2,789			(12,897	)	(13,639	)
Total Income	65,047		28,857			40,954	17,000		9,303	15,063		(75,705	)	–		894	1,393		608	761		700	3,634			(5,051	)	(7,036	)		36,750		59,672

(2) Adjusted EBITDA margin is a non-GAAP financial measure, which represents Adjusted EBITDA as a percentage of revenue. The Company believes Adjusted EBITDA margin is a useful financial measure in evaluating its financial condition because it is more reflective of the Company’s business purpose, operations and cash expenses. Uses of cash flows that are not reflected in Adjusted EBITDA margin include interest payments and debt principal repayments, which can be significant. As a result, Adjusted EBITDA margin should not be considered as a measure of our liquidity. Other companies that provide Adjusted EBITDA margin information may calculate EBITDA margin and Adjusted EBITDA margin differently than we do. The definition of Adjusted EBITDA margin may not be the same as the definitions used in any of our debt agreements.

HOUSTON, Nov. 16, 2020 (GLOBE NEWSWIRE) — Peridot Acquisition Corp. (NYSE: PDAC.U) (the “Company”) announced that, commencing November 16, 2020, holders of the units sold in the Company’s initial public offering of 30,000,000 units, completed on September 28, 2020, may elect to separately trade the Class A ordinary shares and warrants included in the units. Any units not separated will continue to trade on the New York Stock Exchange (the “NYSE”) under the symbol “PDAC.U,” and the separated Class A ordinary shares and warrants are expected to trade on the NYSE under the symbols “PDAC” and “PDAC WS,” respectively. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. Unitholders will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the units into Class A ordinary shares and warrants.

The units were initially offered by the Company in an underwritten offering. UBS Securities LLC and Barclays Capital Inc. acted as joint book-running managers and Tudor, Pickering, Holt & Co. Securities acted as co-manager of the offering. A registration statement relating to the units and the underlying securities was declared effective by the Securities and Exchange Commission (the “SEC”) on September 23, 2020.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities of the Company, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About
Peridot Acquisition Corp.

Peridot Acquisition Corp. is a blank check company formed for the purpose of entering into a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. The Company is targeting companies that focus on environmentally sound infrastructure, industrial applications and disruptive technologies that eliminate or mitigate greenhouse gas (GHG) emissions and/or enhance resilience to climate change. The Company’s sponsor is an affiliate of Carnelian Energy Capital Management, L.P., an investment firm that focuses on opportunities in the North American energy space in partnership with best-in-class management teams.

Forward-Looking Statements

This press release may include “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact included in this press release are forward-looking statements. When used in this press release, words such as “anticipate,” “believe,” “estimate,” “expect,” “intend” and similar expressions identify forward-looking statements. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement and prospectus relating to the Company’s initial public offering filed with the SEC. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.

For more information,
please contact:

Peridot Acquisition Corp.
www.peridotspac.com
Jeffrey Gilbert
(713) 322-7321

VANCOUVER, British Columbia, Nov. 16, 2020 (GLOBE NEWSWIRE) — Rubicon Organics Inc. (TSXV: ROMJ) (OTCQX: ROMJF) (“Rubicon Organics” or the “Company”), a licensed producer focused on cultivating and selling organic certified and premium cannabis, announces that it has elected to accelerate the expiry date of the common share purchase warrants issued on August 23, 2019 (the “Warrants”) under the warrant indenture between Odyssey Trust Company (the “Warrant Agent”) and the Company dated August 21, 2019 (the “Warrant Indenture”).  

“The exercise of these warrants allows Rubicon Organics to bolster its balance sheet and provides us additional capital to continue our rapid growth, particularly through offering new strains, brands and cannabis 2.0 products to the Canadian market. Our current expectation is that the Company will become operating cash flow positive in the first half of 2021 and, with all major capital projects complete, Rubicon Organics remains in a very strong financial position” said Jesse McConnell, Chief Executive Officer.

Accelerated Expiry Date

Pursuant to the terms of the Warrant Indenture, if the daily volume weighted average trading price of the Company’s shares on the TSX Venture Exchange equals or exceeds $3.80 for twenty (20) consecutive trading days (the “Acceleration Trigger”), the Company is entitled to accelerate the expiry date of the Warrants to a date thirty (30) days from the date notice of such acceleration is provided to holders of Warrants. The Company has delivered to holders of Warrants a notice of the occurrence of the Acceleration Trigger and its election to accelerate the expiry date of the Warrants to December 16, 2020 (the “Accelerated Expiry Date”).

Any Warrants that have not been exercised by
3
:00 p.m. (
Vancouver
time) on
December
16
, 2020 will automatically
be
cancelled.

As of November 13, 2020, 3,117,000 Warrants remain outstanding. Each Warrant entitles the holder to purchase one common share of the Company at $3.50. If all outstanding Warrants are exercised, gross proceeds to the Company will total $10,909,500, however, there can be no assurance that any of the Warrants will be exercised prior to the Accelerated Expiry Date.

Warrant holders who wish to exercise their Warrants should contact their investment advisor and submit an exercise notice form to the Warrant Agent. The contact details for the Warrant Agent is as follows: Odyssey Trust Company, Suite 350, 300 5^th Avenue S.W., Calgary, Alberta, T2P 3C4, Tel: 1-587-885-0960.

ABOUT RUBICON ORGANICS INC.

Rubicon Organics Inc. is becoming the global brand leader in organic cannabis products. Through its wholly owned subsidiary Rubicon Holdings Corp, a licensed producer, the Company cultivates and sells organic certified, sustainably grown, super-premium cannabis from its state-of-the-art hybrid greenhouse located in Delta, BC, Canada. Rubicon Organics is focused on achieving industry leading profitability through the development of brands and cannabis 2.0 products, including its flagship super-premium brand Simply Bare^TM Organic.

CONTACT INFORMATION

Margaret Brodie
Chief Financial Officer
Phone: +1 (437) 929-1964
Email: [email protected]

The TSX Venture Exchange, its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) does not accept responsibility for the adequacy or accuracy of this press release.

Cautionary Statement Regarding Forward Looking Information

This press release contains forward-looking information within the meaning of applicable securities laws. All statements that are not historical facts, including without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions, expectations or beliefs of future performance, and statements such as the Company’s belief that the acceleration and exercise of the Warrants would provide the additional capital to continue its rapid growth through offering new strains, brands and cannabis 2.0 products; reaching cash flow positive in the first half of 2021; the Company’s expectation that if all outstanding Warrants are exercised, gross proceeds to the Company will total $10,909,500; the Company’s belief that it is becoming the global brand leader in organic cannabis products and the Company’s intention of achieving industry leading profitability are “forward-looking statements”. Forward-looking information can be identified by the use of words such as “will” or variations of such words or statements that certain actions, events or results “will” be taken, occur or be achieved. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward looking statements. The forward-looking information in this press release is based upon certain assumptions that management considers reasonable in the circumstances, including that its capital needs will be as currently projected. Risks and uncertainties associated with forward looking information in this press release include, among others, information or statements concerning the Company’s expectations of financial resources available to fund operations; Rubicon Organics’ limited operating history and lack of historical profits; obtaining the necessary regulatory approvals; that regulatory requirements will be maintained; general business and economic conditions; the Company’s ability to successfully execute its plans and intentions; the Company’s ability to obtain financing at reasonable terms through the sale of equity and/or debt commitments; the Company’s ability to attract and retain skilled staff; market competition; the products and technology offered by the Company’s competitors; that our current relationships with our suppliers, service providers and other third parties will be maintained; and the impact of the current global health crisis caused by the COVID-19 pandemic. These factors should be considered carefully and readers are cautioned not to place undue reliance on such forward-looking statements. Although Rubicon Organics has attempted to identify important risk factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other risk factors that cause actions, events or results to differ from those anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in forward-looking statements. Rubicon Organics assumes no obligation to update any forward-looking statement, even if new information becomes available as a result of future events, new information or for any other reason except as required by law.

SHENZHEN, China, Nov. 16, 2020 (GLOBE NEWSWIRE) — Fangdd Network Group Ltd. (NASDAQ: DUO) (“FangDD” or “the Company”), a leading property technology company in China, today announced that it plans to release its third quarter 2020 financial results after the market closes on Thursday, November 19, 2020.

The Company’s management team will hold a Direct Event conference call on Thursday, November 19, 2020, at 7:30 P.M. Eastern Time (or 8:30 A.M. Beijing Time on Friday, November 20, 2020) to discuss the financial results. Details for the conference call are as follows:

Event Title:	Fangdd Network Group Ltd. Third Quarter 2020 Earnings Conference Call
Conference ID:	#6634959
Registration Link:	http://apac.directeventreg.com/registration/event/6634959

Due to the global outbreak of the novel coronavirus, operator assisted conference calls are not available at the moment. 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 access PIN, which can be used to join the conference call.

A replay of the conference call will be accessible through November 27, 2020, by dialing the following numbers:

International:	+61-2-8199-0299
United States:	+1-646-254-3697
Hong Kong, China:	+852-3051-2780
Replay Code:	#6634959

A live and archived webcast of the conference call will also be available at the Company’s investor relations website at http://ir.fangdd.com/.

About FangDD

Fangdd Network Group Ltd. (NASDAQ: DUO) (“FangDD” or the “Company”) is a leading property technology company in China, operating one of the largest online real estate marketplaces in the country. Through innovative use of mobile internet, cloud and big data, FangDD has fundamentally revolutionized the way real estate agents conduct business through a suite of modular products and services powered by SaaS tools, productions and technology. Of the approximately 2.0 million real estate agents in China, more than 1,250,000 were on its platform as of December 31, 2019. For more information, please visit http://ir.fangdd.com.

Investor Relations Contact:

FangDD
Ms. Linda Li
Director, Capital Markets Department
Phone: +86-0755-2699-8968
E-mail: [email protected]

ICR, Inc.
Jack Wang
Phone: +1(646) 308-1649
E-mail: [email protected] 

Allow
ed
Japanese
Patent
Application
for
Daily Ophthalmic Use
of Nyxol
to Improve Visual Performance

R&D
Funding for APX3330 and Pipeline Candidates with
$1.7M
NIH
National Eye Institute
Grant

FARMINGTON HILLS, Mich., Nov. 16, 2020 (GLOBE NEWSWIRE) — Ocuphire Pharma, Inc., (Nasdaq: OCUP), a clinical-stage ophthalmic biopharmaceutical company focused on developing and commercializing therapies for the treatment of several eye disorders, announced today milestones for patents and grants on both its lead drug candidates Nyxol and APX3330.

The Japanese Patent Office (JPO) has allowed Ocuphire’s Japanese patent application (No. 2018-205168) having broad use claims encompassing repeat dosing for daily ophthalmic administration of phentolamine mesylate (Nyxol® eye drops) for improving visual performance through 2034. The allowed patent application claims cover chronic eye indications with evening dosing such as night vision disturbances and presbyopia, which are entering late stage trials in the coming quarters.

“We continue to see success building a comprehensive global patent portfolio for Nyxol® with issued composition and methods patents in the United States, Europe, Australia, Mexico, and Japan,” said Mina Sooch, President and CEO of Ocuphire. “With these international patents as a foundation, we remain committed to engage with global pharma partners to expand our development and commercialization efforts in these markets, especially Asia and Europe. The focus is on Nyxol as well as APX3330 which also has a global patent footprint with issued patents covering methods of ophthalmic use in the U.S., Europe, Japan, and other foreign countries.”

In addition Mark R. Kelley, PhD, co-founder of the APX3330 program and a member of Ocuphire’s Medical Advisory Board, was recently awarded a $1.7 million grant from the National Institutes of Health’s National Eye Institute (NEI) to continue studies on the Ref-1 protein as a unique target to treat ocular neovascularization and inflammation. APX3330, as well as second generation compounds, APX2009 and APX2014, are included in the NEI funded studies. APX3330 is a twice-a-day oral tablet entering Phase 2 stage development for diabetic retinopathy (DR) and diabetic macular edema (DME). Ocuphire’s APX3330 Phase 2 trial in DR/DME, Zeta-1, is planned to begin in the first quarter of 2021.

Dr. Mark Kelley, Professor of Pediatrics and Ophthalmology and Adjunct Professor, Eugene and Marilyn Glick Eye Institute, IU School of Medicine commented, “The studies proposed in our NEI grant will focus on how blocking the signaling mechanisms of Ref-1 that promote the growth of new blood vessels and inflammation could treat diseases like diabetic retinopathy, diabetic macular edema and even retinopathy of prematurity using both APX3330 and second generation molecules.”

About Ocuphire Pharma

Ocuphire is a publicly traded (NASDAQ: OCUP), clinical-stage ophthalmic biopharmaceutical company focused on developing and commercializing therapies for the treatment of several eye disorders. Ocuphire’s pipeline currently includes two small-molecule product candidates targeting front and back of the eye indications. The company’s lead product candidate, Nyxol® Eye Drops, is a once-daily preservative-free eye drop formulation of phentolamine mesylate, a non-selective alpha-1 and alpha-2 adrenergic antagonist designed to reduce pupil size, and is being developed for several indications, including dim light or night vision disturbances (NVD), reversal pharmacologically-induced mydriasis (RM), and presbyopia. Ocuphire’s second product candidate, APX3330, is a twice-a-day oral tablet, designed to inhibit angiogenesis and inflammation pathways relevant to retinal and choroidal vascular diseases, such as diabetic retinopathy (DR) and diabetic macular edema (DME). Nyxol is entering Phase 3 clinical development for NVD and RM, and Phase 2 for presbyopia. APX3330 is entering Phase 2 clinical development for DR/DME. As part of its strategy, Ocuphire will continue to explore opportunities to acquire additional ophthalmic assets and to seek strategic partners for late stage development, regulatory preparation and commercialization of drugs in key global markets. Please visit www.clinicaltrials.gov to learn more about Ocuphire’s recent Phase 2 clinical trials and upcoming trials. For more information, please visit www.ocuphire.com.

Forward Looking Statements


Statements contained in this press release regarding matters that are not historical facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements concerning Ocuphire’s product candidates and potential. These forward-looking statements are based upon Ocuphire’s current expectations and involve assumptions that may never materialize or may prove to be incorrect. Actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of various risks and uncertainties, including, without limitation: (i) the success and timing of regulatory submissions and pre-clinical and clinical trials; (ii) regulatory requirements or developments; (iii) changes to clinical trial designs and regulatory pathways; (iv) changes in capital resource requirements; (v) risks related to the inability of Ocuphire to obtain sufficient additional capital to continue to advance its product candidates and its preclinical programs; (vi) legislative, regulatory, political and economic developments, and (vii) the effects of COVID-19 on clinical programs and business operations.
The foregoing review of important factors that could cause actual events to differ from expectations should not be construed as exhaustive and should be read in conjunction with statements that are included herein and elsewhere, including the risk factors detailed in documents that have been and may be filed by Ocuphire from time to time with the SEC (including the proxy statement/prospectus
included in that certain Registration Statement on Form S-4 (File No. 333-239702) initially filed with the SEC on July 6, 2020 and declared effective by the SEC on October 2, 2020. All forward-looking statements contained in this press release speak only as of the date on which they were made. Ocuphire undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made.

Ocuphire Contact:

Mina Sooch, CEO
Ocuphire Pharma, Inc.
[email protected]
www.ocuphire.com

Corey Davis, Ph.D.
LifeSci Advisors
[email protected] 

DONGGUAN, China, Nov. 16, 2020 (GLOBE NEWSWIRE) — Dogness (International) Corporation (“Dogness” or the “Company”) (NASDAQ: DOGZ), a developer and manufacturer of a comprehensive line of branded and off-brand pet products, today announced the grand opening of its new high-tech headquarters in Dongguan, China, in support of the Company’s global growth.

Silong Chen, Chairman and CEO of Dogness, commented, “The grand opening of our new headquarters marks another major milestone as we continue to execute on our long-term business objectives and support our expected future revenue and profit growth. Over the past 17 years we have successfully built a leading global brand with a powerful distribution network, which will enable the next phase of our expansion.”

The new Dogness headquarters, based in Dongguan, China, features an expansive 30,000 square meter high-tech campus, with dedicated state-of-the-art facilities for manufacturing, R&D, sales and marketing, IoT platform, warehousing and logistics, and more. The new headquarters also includes a dynamic showroom to display the full range of Dogness pet products, many of which are covered under the Company’s more than 200 domestic and foreign patents.

Dogness-brand blue and orange can be seen throughout the new headquarters, highlighting the vibrant corporate culture and integration between smart technology and human intelligence. The new premiere location builds upon the Dogness employee-focused culture and will be a recruiting advantage as the Company attracts top notch talent in support of its continuous R&D effort and increased customer demand.

Mr. Chen continued, “Being now together as one unified Dogness, we are creating the most productive environment for our dedicated employees, which will ultimately payoff in greater happiness and even higher productivity. This will ultimately drive better collaboration among different functions, more efficient communications, and higher returns for the Company and shareholders. Our foundation of innovative, patent protected products gives Dogness a competitive advantage over the near and long-term, which we are actively working to build upon as we gain momentum and work toward our long-term objectives.”

About
Dogness

Dogness (International) Corporation was born in 2003 from the belief that pet dogs and cats are important, well-loved family members. Through its smart products, hygiene products, health and wellness products, and leash products, Dogness is able to simplify pet lifestyles, make them more scientific, and enhance the relationship between pets and pet caregivers. The Company ensures industry-leading quality through its fully integrated vertical supply chain and world-class research and development capabilities, which has resulted in over 200 patents and patents pending. Dogness products reach families worldwide through global chain stores and distributors. For more information, please visit: ir.dogness.com.

Forward Looking Statements

No statement made in this press release should be interpreted as an offer to purchase or sell any security. Such an offer can only be made in accordance with the Securities Act of 1933, as amended, and applicable state securities laws. Certain statements in this press release concerning our future growth prospects are forward-looking statements regarding our future business expectations intended to qualify for the “safe harbor” under the Private Securities Litigation Reform Act of 1995, which involve a number of risks and uncertainties that could cause actual results to differ materially from those in such forward-looking statements. The risks and uncertainties relating to these statements include, but are not limited to, risks and uncertainties regarding our ability to raise capital on any particular terms, fluctuations in earnings, fluctuations in foreign exchange rates, our ability to manage growth, our ability to realize revenue from expanded operation and acquired assets in China and the U.S., our ability to attract and retain highly skilled professionals, client concentration, industry segment concentration, reduced demand for technology in our key focus areas, our ability to successfully complete and integrate potential acquisitions, and unauthorized use of our intellectual property and general economic conditions affecting our industry. Additional risks that could affect our future operating results are more fully described in our United States Securities and Exchange Commission filings. These filings are available at www.sec.gov. Dogness may, from time to time, make additional written and oral forward-looking statements, including statements contained in the Company’s filings with the Securities and Exchange Commission and our reports to shareholders. In addition, please note that any forward-looking statements contained herein are based on assumptions that we believe to be reasonable as of the date of this press release. The Company does not undertake to update any forward-looking statements that may be made from time to time by or on behalf of the Company unless it is required by law.

For more information, please contact Investor Relations:

Global IR Partners
David Pasquale
New York Office Phone: +1-914-337-8801
[email protected]

BEIJING, Nov. 16, 2020 (GLOBE NEWSWIRE) — JD.com, Inc. (NASDAQ: JD and HKEX: 9618), China’s leading technology driven e-commerce company transforming to become the leading supply chain-based technology and service provider, today announced its unaudited financial results for the three months ended September 30, 2020.

Thir
d Quarter
20
20
Highlights

• Net revenues for the third quarter of 2020 were RMB174.2 billion (US$¹25.7 billion), an increase of 29.2% from the third quarter of 2019. Net revenues from the sales of general merchandise products for the third quarter of 2020 were RMB58.1 billion (US$8.6 billion), an increase of 34.8% from the third quarter of 2019. Net service revenues for the third quarter of 2020 were RMB22.8 billion (US$3.4 billion), an increase of 42.7% from the third quarter of 2019.
• Income
  from operations for the third quarter of 2020 was RMB4.4 billion (US$0.6 billion), compared to RMB5.0 billion for the same period last year. Non-GAAP² income from operations for the third quarter of 2020 was RMB5.3 billion (US$0.8 billion) with a non-GAAP operating margin of 3.0%, as compared to RMB3.0 billion for the third quarter of 2019 with a non-GAAP operating margin of 2.2%.
• Net
  income
  attributable to ordinary shareholders for the third quarter of 2020 was RMB7.6 billion (US$1.1 billion), compared to RMB0.6 billion for the same period last year. Non-GAAP net incomeattributable to ordinary shareholders for the third quarter of 2020 increased by 80.1% to RMB5.6 billion (US$0.8 billion) from RMB3.1 billion for the same period last year.
• Diluted
  n
  et
  income
  per ADS for the third quarter of 2020 was RMB4.70 (US$0.69), compared to RMB0.41 for the third quarter of 2019. Non-GAAP diluted net income per ADS for the third quarter of 2020 was RMB3.42 (US$0.50), compared to RMB2.08 for the same period last year.
• Annual active customer accounts
  
  ³
  increased by 32.1% to 441.6 million in the twelve months ended September 30, 2020 from 334.4 million in the twelve months ended September 30, 2019.

“Today, as China emerges from the pandemic, we are glad to see that our business partners are recovering rapidly with the support of our online and offline supply chain infrastructure. And our consumer mindshare continues to expand with over 100 million new active users joining our platform compared to a year ago,” said Richard Liu, Chairman and Chief Executive Officer of JD.com. “In order to ensure superior customer experience and better serve our business partners, we continued to add new hires even against the backdrop of uncertainties arising from the COVID. We look forward to continuously leveraging JD’s leading supply chain-based technology and nationwide infrastructure for the benefit of the society.”

“We are pleased to set new records across many of our financial and operating metrics this quarter,” said Sandy Xu, Chief Financial Officer of JD.com. “We delivered robust topline growth across all of our product lines as well as record profitability driven by improved operating efficiency and the realization of scale benefits. With solid profitable growth as our basis, we will continue to invest in technology and infrastructure to enhance our user experience.”

Business


Highlights

Environment, Social and Governance

• JD.com won the Sustainable Retailing Initiative of the Year Award for its Green Stream Initiative at the World Retail Congress in September. The company’s Green Stream Initiative promotes a wide range of environment-friendly practices including the use of recyclable parcels, paperless system and new energy vehicles, helping to reduce up to 1,300,000 tons of disposable packaging materials since its launch in 2017. JD Logistics also launched the JD Green Packaging Alliance, a sustainable packaging platform to promote and enhance environmentally friendly projects within the JD ecosystem, counting nearly one hundred enterprises as members, including P&G, Johnson & Johnson, Unilever and Mengniu.

JD Retail

• Subscribers of JD PLUS, JD.com’s paid membership program, exceeded 20 million in October 2020. JD PLUS has expanded its membership offerings from exclusive sales discounts, shipping savings and 24 hour dedicated customer services, to include additional benefits from quality consumer brands and bundled membership in collaboration with leading service providers to better satisfy PLUS members’ demands in entertainment, travel, education and local services, among others.
• In August, JD.com announced a partnership with China’s largest online travel agency Trip.com. As part of the partnership, Trip.com will leverage JD.com’s user and traffic resources to strengthen its marketing and operations, while JD.com will benefit from access to Trip.com’s core service supply chain, including accommodation reservation, transportation ticketing and tour packages, among others.
• Multiple luxury and fashion brands officially launched stores on JD.com in the third quarter, including Italian luxury menswear brand Zegna, French fashion house Balmain, luxury luggage brand Rimowa, legendary Japanese designer brand Yohji Yamamoto, French clothing brand Ami Paris and Italian sneaker brand Golden Goose Deluxe. In the same period, Chinese-American designer brand 3.1 Phillip Lim, Turkish leather goods brand Manu Atelier, Korean designer brand Juun.J, Japanese fashion jewelry brand Ahkah, as well as luxury lifestyle brand Seletti, also joined the JD.com platform.

JD Health

• In August, JD Health launched its JD Family Doctor brand. The program offers one-stop services integrating all of JD Health’s online healthcare services and providing Chinese families with various family-oriented health management packages, including dedicated family doctor teams, unlimited specialist consultations, doctor referrals, 24/7 health manager services and more.

JD Logistics

• In September, JD Logistics and Nestlé, the world’s leading food & beverage company, co-launched a large-scale smart storage and distribution center in Tianjin. Leveraging JD Logistics’ superior operational capability and technological advancements in supply chain management, the distribution center has the tech-capability to identify specific products and loads that are destined to Nestlé customers, recognize their geographic locations, and use advanced intelligence to visualize and control the migrations or infiltrations of loads between different provinces.
• JD Logistics held the fifth Global Smart Supply Chain Summit (GSSC) in October. At the GSSC, the company launched its own technology brand – JDL Technology – aiming to provide smart supply chain products and solutions, including big data, IoT and robotic technology, for the entire industry as the company continues to focus on supply chain-based technology innovations and applications and opening up its capabilities to other parities.
• As of September 30, 2020, JD Logistics operated over 800 warehouses, which covered an aggregate gross floor area of approximately 20 million square meters, including warehouse space managed under the JD Logistics Open Warehouse Platform.

JD C


loud


&


AI

• In September, JD Cloud & AI became the official technology service provider for the 2020 China International Fair for Trade in Services (CIFTIS), one of China’s three major exhibition platforms. Leveraging its advanced technology in providing business solutions, JD Cloud & AI helped to create a digital event for tens of thousands of exhibitors through a series of services including visual exhibition halls with livestream features, online product and service launch platforms with AI-powered supply and demand match functionality, and smart customer services.

Operational Metrics Update

• As of September 30, 2020, JD.com had approximately 284,000 employees excluding part-time and interns.

Third
Quarter
2020
Financial Results

Net Revenues.
For the third quarter of 2020, JD.com reported net revenues of RMB174.2 billion (US$25.7 billion), representing a 29.2% increase from the same period in 2019. Net product revenues increased by 27.4%, while net service revenues increased by 42.7% for the third quarter of 2020, as compared to the same period of 2019.

Cost of Revenue


s

. Cost of revenues increased by 28.5% to RMB147.4 billion (US$21.7 billion) for the third quarter of 2020 from RMB114.7 billion for the third quarter of 2019.

Fulfillment Expenses

. Fulfillment expenses, which primarily include procurement, warehousing, delivery, customer service and payment processing expenses, increased by 32.4% to RMB11.6 billion (US$1.7 billion) for the third quarter of 2020 from RMB8.8 billion for the third quarter of 2019.

Fulfilled Gross Margin


⁴


.
Fulfilled gross margin for the third quarter of 2020 was 8.7%, as compared to 8.4% for the third quarter of 2019.

Marketing Expenses

. Marketing expenses increased by 22.8% to RMB5.5 billion (US$0.8 billion) for the third quarter of 2020 from RMB4.4 billion for the third quarter of 2019.

Research and D


evelopment


Expenses

. Research and development expenses was RMB4.1 billion (US$0.6 billion) for the third quarter of 2020, as compared to RMB3.6 billion for the third quarter of 2019.

General and Administrative Expenses

. General and administrative expenses was RMB1.6 billion (US$0.2 billion) for the third quarter of 2020, as compared to RMB1.3 billion for the third quarter of 2019.

Income


from


O


perations and Non-GAAP


I


ncome from


O


perations.
 Income from operations for the third quarter of 2020 was RMB4.4 billion (US$0.6 billion), compared to RMB5.0 billion for the same period last year. Non-GAAP income from operations for the third quarter of 2020 was RMB5.3 billion (US$0.8 billion) with a non-GAAP operating margin of 3.0%, as compared to non-GAAP income from operations of RMB3.0 billion for the third quarter of 2019 with a non-GAAP operating margin of 2.2%. Operating margin of JD Retail before unallocated items for the third quarter of 2020 was 3.9%, compared to 3.3% for the third quarter of 2019.

Non-GAAP EBITDA
for the third quarter of 2020 was RMB6.6 billion (US$1.0 billion) with a non-GAAP EBITDA margin of 3.8%, compared to RMB4.2 billion with a non-GAAP EBITDA margin of 3.1% for the third quarter of 2019.

Others, net.
 Others are other non-operating income/(loss), primarily consists of gains/(losses) from fair value change of long-term investments, gains from business and investment disposals, impairment of investments, government incentives, and foreign exchange gains/(losses). In the third quarter of 2020, other non-operating income was RMB3.7 billion (US$0.5 billion), as compared to other non-operating loss of RMB4.0 billion for the third quarter of 2019. The substantial increase was primarily due to the fair value change of investment securities, which had a gain of RMB2.9 billion (US$0.4 billion) for the third quarter of 2020, as compared to a loss of RMB4.0 billion for the same period of last year.

Net


Incom


e


A


ttributable to


O


rdinary


S


hareholders


and Non-GAAP


N


et


I


ncome


A


ttributable to


O


rdinary


S


hareholders


.
 Net income attributable to ordinary shareholders for the third quarter of 2020 was RMB7.6 billion (US$1.1 billion), compared to RMB0.6 billion for the same period last year. Non-GAAP net income attributable to ordinary shareholders for the third quarter of 2020 was RMB5.6 billion (US$0.8 billion), compared to RMB3.1 billion for the same period last year.

Diluted


EPS and Non-GAAP


Diluted


EPS


.
 Diluted net income per ADS for the third quarter of 2020 was RMB4.70 (US$0.69), compared to RMB0.41 for the third quarter of 2019. Non-GAAP diluted net income per ADS for the third quarter of 2020 was RMB3.42 (US$0.50), compared to RMB2.08 for the third quarter of 2019.

Cash Flow and Working Capital

As of September 30, 2020, the company’s cash and cash equivalents, restricted cash and short-term investments totaled RMB126.7 billion (US$18.7 billion), compared to RMB64.5 billion as of December 31, 2019. For the third quarter of 2020, free cash flow of the company was as follows:

		For the three months ended
		September 3 0 , 201 9		September 3 0 , 20 20		September 3 0 , 20 20
		RMB		RMB		US $
		(In thousands)
Net cash provided by operating activities		1,262,118		12,255,678		1,805,066
Less: Impact from JD Baitiao receivables included in the operating cash flow		(1,312,084	)	(2,785,606	)	(410,275	)
Add/(Less): Capital expenditures
Capital expenditures for development properties, net of related sales proceeds*		771,208		(1,111,723	)	(163,739	)
Other capital expenditures**		(658,634	)	(839,706	)	(123,675	)
Free cash flow		62,608		7,518,643		1,107,377

* Including logistics facilities and other real estate properties developed by JD Property, which may be sold under various equity structures. In the third quarter of 2020, approximately RMB0.4 billion proceeds from the sale of development properties were included in this line, compared to approximately RMB2.9 billion proceeds in the third quarter of 2019.
** Including capital expenditures related to the company’s headquarters in Beijing and all other CAPEX.

Net cash used in investing activities was RMB12.5 billion (US$1.8 billion) for the third quarter of 2020, consisting primarily of increase in time deposits of RMB5.0 billion, cash paid for investments in equity investees and purchases of investment securities of RMB4.6 billion and cash paid for capital expenditures of RMB2.4 billion.

Net cash provided by financing activities was RMB4.1 billion (US$0.6 billion) for the third quarter of 2020, consisting primarily of proceeds of RMB6.3 billion from the non-redeemable series B preference share financing of JD Health and proceeds of RMB4.0 billion from issuance of ordinary shares upon a partial exercise of the over-allotment option of the company’s Hong Kong Listing, partially offset by repayment of short-term debts of RMB7.2 billion.

For the twelve months ended September 30, 2020, free cash flow of the company was as follows:

		For the twelve months ended
		September 3 0 , 201 9		September 3 0 , 20 20		September 3 0 , 20 20
		RMB		RMB		US $
		(In thousands)
Net cash provided by operating activities		30,805,649		37,334,450		5,498,770
Less: Impact from JD Baitiao receivables included in the operating cash flow		(9,716,127	)	(470,882	)	(69,353	)
Less: Capital expenditures
Capital expenditures for development properties, net of related sales proceeds		(1,150,152	)	(3,604,204	)	(530,842	)
Other capital expenditures		(4,331,506	)	(3,068,413	)	(451,929	)
Free cash flow		15,607,864		30,190,951		4,446,646

Supplemental Information

The table below sets forth the three months segment operating results:

		For the three months ended
		September 3 0 , 201 9		September 3 0 , 20 20		September 3 0 , 20 20
		RMB		RMB		US $
		(In thousands)
Net revenues:
JD Retail		128,674,050		163,273,657		24,047,611
New businesses*		5,884,079		10,966,712		1,615,222
Inter-segment		(33,669	)	(184,404	)	(27,160	)
Total segment net revenues		134,524,460		174,055,965		25,635,673
Unallocated items**		318,325		158,499		23,344
Total consolidated net revenues		134,842,785		174,214,464		25,659,017
Operating income/(loss):
JD Retail		4,245,571		6,305,731		928,734
New businesses*		1,716,452		(687,863	)	(101,312	)
Including: g ain on sale of development properties		2,987,079		343,982		50,663
Total segment operating income		5,962,023		5,617,868		827,422
Unallocated items**		(988,816	)	(1,234,519	)	(181,825	)
Total consolidated operating income		4,973,207		4,383,349		645,597

* New businesses of the company include logistics services provided to third parties, overseas business, technology initiatives, as well as asset management services to logistics property investors and sale of development properties by JD Property.

JD Property develops and manages logistics facilities and other real estate properties. By leveraging its fund management platform, JD Property can realize development profits and recycle capital from mature properties to fund new developments and scale the business.

** Unallocated items include share-based compensation, amortization of intangible assets resulting from assets and business acquisitions, effects of business cooperation arrangements, and impairment of goodwill and intangible assets, which are not allocated to segments.

The table below sets forth the three months revenue information:

		For the three months ended
		September 3 0 , 20 19		September 3 0 , 20 20		September 30 , 2020
		RMB		RMB		US $
		(In thousands)
Electronics and home appliance revenues		75,784,238		93,329,728		13,745,983
General merchandise revenues		43,070,063		58,069,531		8,552,718
Net product revenues		118,854,301		151,399,259		22,298,701
Marketplace and advertising revenues		9,985,991		12,412,342		1,828,140
Logistics and other service revenues		6,002,493		10,402,863		1,532,176
Net service revenues		15,988,484		22,815,205		3,360,316
Total net revenues		134,842,785		174,214,464		25,659,017

R
ecent Development

The company is pleased to announce that JD Health has submitted the post hearing information pack (the “PHIP”) to the Hong Kong Stock Exchange (“HKEX”) for publication on November 15, 2020, in connection with the proposed separate listing of JD Health in Hong Kong. The PHIP is now available for viewing and downloading from the HKEX’s website at www.hkexnews.hk. The proposed listing in Hong Kong is subject to, among other things, the approval from the listing committee of the HKEX, and the final decisions of the board of directors of the company and of the board of directors of JD Health. There is no assurance that such proposed listing will take place or as to when it may take place.

In October 2020, with the approvals of the company’s board of directors and the board of directors of JD Logistics and JD Health, each a consolidated subsidiary of the company, granted to Mr. Richard Qiangdong Liu, Chairman and Chief Executive Officer of the company, options to acquire 99,186,705 ordinary shares of JD Logistics and options to acquire 53,042,516 ordinary shares of JD Health (collectively, the “Grants”) according to the existing share incentive plan of each of JD Logistics and JD Health. The Grants were awarded to Mr. Liu to recognize his significant contributions to the development of JD Logistics and JD Health and to motivate him to continue leading the future success of JD Logistics and JD Health. The Grants by JD Logistics and JD Health are each subject to a six-year vesting schedule and each account for approximately 2% of the issued and outstanding shares of JD Logistics and JD Health as of October 31, 2020, as applicable. As of October 31, 2020, JD Logistics and JD Health had outstanding options to acquire more than 450 million and 90 million ordinary shares of JD Logistics and JD Health, respectively, to award and incentivize their respective senior management, employees and consultants.

Conference Call

JD.com’s management will hold a conference call at 7:00 am, Eastern Time on November 16, 2020, (8:00 pm, Beijing/Hong Kong Time on November 16, 2020) to discuss the third quarter 2020 financial results.

Please register in advance of the conference using the link provided below and dial in 10 minutes prior to the call, using participant dial-in numbers, Direct Event passcode and unique registrant ID which would be provided upon registering. You will be automatically linked to the live call after completion of this process, unless required to provide the conference ID below due to regional restrictions.

PRE-REGISTER LINK: http://apac.directeventreg.com/registration/event/4162664 

CONFERENCE ID: 4162664

A telephone replay will be available from 10:00 am, Eastern Time on November 16, 2020 through 7:59 am, Eastern Time on November 24, 2020. The dial-in details are as follows:

US Toll Free:	+1-855-452-5696 or +1-646-254-3697
International:	+61-2-8199-0299
Passcode:	4162664

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

About
JD.com
.

JD.com is a leading technology driven e-commerce company transforming to become the leading supply chain-based technology and service provider. The company’s cutting-edge retail infrastructure seeks to enable consumers to buy whatever they want, whenever and wherever they want it. The company has opened its technology and infrastructure to partners, brands and other sectors, as part of its Retail as a Service offering to help drive productivity and innovation across a range of industries. JD.com is the largest retailer in China, a member of the NASDAQ100 and a Fortune Global 500 company.

Non-GAAP Measures

In evaluating the business, the company considers and uses non-GAAP measures, such as non-GAAP income/(loss) from operations, non-GAAP operating margin, non-GAAP net income/(loss) attributable to ordinary shareholders, non-GAAP net margin, free cash flow, non-GAAP EBITDA, non-GAAP EBITDA margin, non-GAAP net income/(loss) per share and non-GAAP net income/(loss) per ADS, 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 defines non-GAAP income/(loss) from operations as income/(loss) from operations excluding share-based compensation, amortization of intangible assets resulting from assets and business acquisitions, effects of business cooperation arrangements, gain on sale of development properties and impairment of goodwill and intangible assets. The company defines non-GAAP net income/(loss) attributable to ordinary shareholders as net income/(loss) attributable to ordinary shareholders excluding share-based compensation, amortization of intangible assets resulting from assets and business acquisitions, effects of business cooperation arrangements and non-compete agreements, gain/(loss) on disposals/deemed disposals of investments, reconciling items on the share of equity method investments, loss/(gain) from fair value change of long-term investments, impairment of goodwill, intangible assets and investments, gain and foreign exchange impact in relation to sale of development properties and tax effects on non-GAAP adjustments. The company defines free cash flow as operating cash flow adjusting the impact from JD Baitiao receivables included in the operating cash flow and capital expenditures, net of the proceeds from sale of development properties. Capital expenditures include purchase of property, equipment and software, cash paid for construction in progress, purchase of intangible assets and land use rights. The company defines non-GAAP EBITDA as non-GAAP income/(loss) from operations plus depreciation and amortization excluding amortization of intangible assets resulting from assets and business acquisitions. Non-GAAP basic net income/(loss) per share is calculated by dividing non-GAAP net income/(loss) attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the periods. Non-GAAP diluted net income/(loss) per share is calculated by dividing non-GAAP net income/(loss) attributable to ordinary shareholders by the weighted average number of ordinary shares and dilutive potential ordinary shares outstanding during the periods, including the dilutive effect of share-based awards as determined under the treasury stock method. Non-GAAP net income/(loss) per ADS is equal to non-GAAP net income/(loss) per share multiplied by two.

The company presents these non-GAAP financial measures because they are used by management to evaluate operating performance and formulate business plans. Non-GAAP income/(loss) from operations, non-GAAP net income/(loss) attributable to ordinary shareholders and non-GAAP EBITDA reflect the company’s ongoing business operations in a manner that allows more meaningful period-to-period comparisons. Free cash flow enables management to assess liquidity and cash flow while taking into account the impact from JD Baitiao receivables included in the operating cash flow and the demands that the expansion of fulfillment infrastructure and technology platform has placed on financial resources. The company believes that the use of the non-GAAP financial measures facilitates investors to understand and evaluate the company’s current operating performance and future prospects in the same manner as management does, if they so choose. The company also believes that the non-GAAP financial measures provide useful information to both management and investors by excluding certain expenses, gain/loss and other items that are not expected to result in future cash payments or that are non-recurring in nature or may not be indicative of the company’s core operating results and business outlook.

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 expense that affect the company’s operations or 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.

CONTACTS:

Investor Relations

Ruiyu Li
Senior Director of Investor Relations
+86 (10) 8912-6804
[email protected]

Media

+86 (10) 8911-6155
[email protected]

Safe Harbor Statement

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,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident” and similar statements. Among other things, the business outlook and quotations from management in this announcement, as well as JD.com’s strategic and operational plans, contain forward-looking statements. JD.com 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 third parties. Statements that are not historical facts, including statements about JD.com’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: JD.com’s growth strategies; its future business development, results of operations and financial condition; its ability to attract and retain new customers and to increase revenues generated from repeat customers; its expectations regarding demand for and market acceptance of its products and services; trends and competition in China’s e-commerce market; changes in its revenues and certain cost or expense items; the expected growth of the Chinese e-commerce market; Chinese governmental policies relating to JD.com’s industry and general economic conditions in China. Further information regarding these and other risks is included in JD.com’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 JD.com undertakes no obligation to update any forward-looking statement, except as required under applicable law.

JD.com, Inc.
Unaudited Interim Condensed Consolidated Balance Sheets
(In thousands, except per share data and otherwise noted)
		As of
		December 31, 201 9	September 30 , 2020	September 30 , 2020
		RMB	RMB	US$
ASSETS
Current assets
Cash and cash equivalents		36,971,420	73,112,971	10,768,377
Restricted cash		2,940,859	5,163,987	760,573
Short-term investments		24,602,777	48,402,228	7,128,878
Accounts receivable, net (including JD Baitiao of RMB1.0 billion and RMB0.8 billion as of December 31, 2019 and September 30, 2020, respectively)(1)		6,190,588	6,691,873	985,606
Advance to suppliers		593,130	5,134,067	756,166
Inventories, net		57,932,156	55,345,624	8,151,529
Prepayments and other current assets		5,629,561	5,932,325	873,737
Amount due from related parties		4,234,067	7,422,226	1,093,176
Assets held for sale(2)		–	361,997	53,316
Total current assets		139,094,558	207,567,298	30,571,358
Non-current assets
Property, equipment and software, net		20,654,071	21,579,057	3,178,252
Construction in progress		5,806,308	6,715,352	989,064
Intangible assets, net		4,110,034	6,740,614	992,785
Land use rights, net		10,891,742	11,032,402	1,624,897
Operating lease right-of-use assets		8,643,597	14,313,075	2,108,088
Goodwill		6,643,669	10,927,803	1,609,491
Investment in equity investees		35,575,807	51,954,345	7,652,048
Investment securities		21,417,104	27,803,623	4,095,031
Deferred tax assets		80,556	153,935	22,672
Other non-current assets		6,806,258	12,403,539	1,826,846
Amount due from related parties		–	228,715	33,686
Assets held for sale(2)		–	2,880,451	424,245
Total non-current assets		120,629,146	166,732,911	24,557,105
Total assets		259,723,704	374,300,209	55,128,463

JD.com, Inc.
Unaudited Interim Condensed Consolidated Balance Sheets
(In thousands, except per share data and otherwise noted)
		As of
		December 31, 201 9	September 30 , 2020	September 30 , 2020
		RMB	RMB	US$
LIABILITIES
Current liabilities
Short-term debts		–	2,941,671	433,261
Accounts payable		90,428,382	105,302,644	15,509,403
Advances from customers		16,078,619	21,697,504	3,195,697
Deferred revenues		3,326,594	3,435,660	506,018
Taxes payable		2,015,788	2,640,043	388,836
Amount due to related parties		317,978	359,027	52,879
Unsecured senior notes		–	3,400,371	500,821
Accrued expenses and other current liabilities		24,656,180	27,670,485	4,075,423
Operating lease liabilities		3,193,480	4,962,214	730,855
Liabilities held for sale(2)		–	185,978	27,392
Total current liabilities		140,017,021	172,595,597	25,420,585
Non-current liabilities
Deferred revenues		1,942,635	1,780,299	262,210
Unsecured senior notes		6,912,492	10,011,115	1,474,478
Deferred tax liabilities		1,338,988	2,026,037	298,403
Long-term borrowings		3,139,290	3,176,150	467,796
Operating lease liabilities		5,523,164	9,476,701	1,395,767
Other non-current liabilities		225,883	157,431	23,187
Total non-current liabilities		19,082,452	26,627,733	3,921,841
Total liabilities		159,099,473	199,223,330	29,342,426

(1) JD Digits performs credit risk assessment services for JD Baitiao business and absorbs the credit risk of the underlying Baitiao receivables. Facilitated by JD Digits, the Company periodically securitizes Baitiao receivables through the transfer of those assets to asset-backed securitization plans and derecognizes the related Baitiao receivables through sales type arrangements.
(2) The company entered into definitive agreements to transfer certain logistic facilities and real estate properties to JD Logistics Properties Core Fund II, L.P. (the “Core Fund II”). As of September 30, 2020, classified the related undisposed assets and liabilities as assets and liabilities held for sale under ASC 360, which included cash of RMB409.2 million.

JD.com, Inc.
Unaudited Interim Condensed Consolidated Balance Sheets
(In thousands, except per share data and otherwise noted)
		As of
		December 31, 201 9	September 30 , 2020	September 30 , 2020
		RMB	RMB	US$
MEZZANINE EQUITY
Convertible redeemable non-controlling interests		15,964,384	17,130,163	2,523,000
SHAREHOLDERS’ EQUITY
Total JD.com, Inc. shareholders’ equity (US$0.00002 par value, 100,000,000 shares authorized, 3,129,794 shares issued and 3,099,754 shares outstanding as of September 30, 2020)		81,855,970	150,558,471	22,174,866
Non-controlling interests		2,803,877	7,388,245	1,088,171
Total shareholders’ equity		84,659,847	157,946,716	23,263,037
Total liabilities, mezzanine equity and shareholders’ equity		259,723,704	374,300,209	55,128,463

JD.com, Inc.
Unaudited Interim Condensed Consolidated Statements of Operations
(In thousands, except per share data and otherwise noted)
	For the three months ended							For the nine months ended
	September 30, 2019		September 30, 2020		September 30, 2020			September 30, 2019		September 30, 2020		September 30, 2020
	RMB		RMB		US$			RMB		RMB		US$
Net revenues
Net product revenues	118,854,301		151,399,259		22,298,701			361,021,874		459,679,278		67,703,441
Net service revenues	15,988,484		22,815,205		3,360,316			45,182,572		61,794,453		9,101,339
Total net revenues	134,842,785		174,214,464		25,659,017			406,204,446		521,473,731		76,804,780
Cost of revenues	(114,728,621	)	(147,419,446	)	(21,712,538	)		(345,781,556	)	(443,507,716	)	(65,321,627	)
Fulfillment	(8,754,785	)	(11,592,062	)	(1,707,326	)		(25,973,275	)	(33,948,204	)	(5,000,030	)
Marketing	(4,446,816	)	(5,460,508	)	(804,246	)		(14,008,595	)	(16,732,743	)	(2,464,467	)
Research and development	(3,585,171	)	(4,106,739	)	(604,857	)		(11,027,619	)	(11,645,498	)	(1,715,196	)
General and administrative	(1,341,264	)	(1,596,342	)	(235,116	)		(4,018,365	)	(4,431,265	)	(652,655	)
Gain on sale of development properties	2,987,079		343,982		50,663			3,070,297		539,568		79,470
Income from operation s ( 3 )( 4 )	4,973,207		4,383,349		645,597			8,465,333		11,747,873		1,730,275
Other income/(expenses)
Share of results of equity investees	(199,226	)	(272,313	)	(40,107	)		(1,220,008	)	2,611,631		384,652
Interest income	502,871		733,498		108,033			1,191,145		1,794,579		264,313
Interest expense	(162,947	)	(297,802	)	(43,861	)		(505,238	)	(829,120	)	(122,116	)
Others, net	(3,958,355	)	3,729,126		549,241			1,728,325		11,544,095		1,700,261
Income before tax	1,155,550		8,275,858		1,218,903			9,659,557		26,869,058		3,957,385
Income tax expenses	(604,856	)	(690,373	)	(101,681	)		(1,323,303	)	(1,813,367	)	(267,080	)
Net income	550,694		7,585,485		1,117,222			8,336,254		25,055,691		3,690,305
Net income/(loss) attributable to non-controlling interests shareholders	(62,348	)	23,127		3,406			(216,250	)	(27,677	)	(4,076	)
Net income attributable to mezzanine equity classified as non-controlling interests shareholders	791		2,020		298			2,303		3,596		530
Net income attributable to ordinary shareholders	612,251		7,560,338		1,113,518			8,550,201		25,079,772		3,693,851

JD.com, Inc.
Unaudited Interim Condensed Consolidated Statements of Operations
(In thousands, except per share data and otherwise noted)
		For the three months ended							For the nine months ended
		September 30, 2019		September 30, 2020		September 30, 2020			September 30, 2019		September 30, 2020		September 30, 2020
		RMB		RMB		US$			RMB		RMB		US$
(3) Includes share-based compensation expenses as follows:
Cost of revenues		(23,615	)	(31,120	)	(4,583	)		(57,687	)	(65,618	)	(9,664	)
Fulfillment		(123,878	)	(153,662	)	(22,632	)		(304,134	)	(350,156	)	(51,572	)
Marketing		(69,850	)	(87,099	)	(12,828	)		(180,441	)	(218,354	)	(32,160	)
Research and development		(371,720	)	(384,400	)	(56,616	)		(964,105	)	(935,126	)	(137,729	)
General and administrative		(435,623	)	(395,263	)	(58,216	)		(1,157,223	)	(1,092,028	)	(160,838	)
(4) Includes amortization of business cooperation arrangement and intangible assets resulting from assets and business acquisitions as follows:
Fulfillment		(40,011	)	(51,584	)	(7,598	)		(123,790	)	(141,217	)	(20,799	)
Marketing		(140,430	)	(187,876	)	(27,671	)		(496,944	)	(473,534	)	(69,744	)
Research and development		(24,700	)	(24,700	)	(3,638	)		(74,580	)	(74,100	)	(10,914	)
General and administrative		(77,315	)	(77,314	)	(11,387	)		(230,462	)	(231,447	)	(34,088	)
Net income per share:
Basic		0.21		2.44		0.36			2.94		8.37		1.23
Diluted		0.21		2.35		0.35			2.89		8.02		1.18
Net income per ADS:
Basic		0.42		4.88		0.72			5.88		16.75		2.47
Diluted		0.41		4.70		0.69			5.77		16.03		2.36

JD.com, Inc.
Unaudited Non-GAAP Net Income Per Share and Per ADS
(In thousands, except per share data and otherwise noted)
		For the three months ended				For the nine months ended
		September 30, 2019	September 30, 2020	September 30, 2020		September 30 , 2019	September 30 , 2020	September 30 , 2020
		RMB	RMB	US$		RMB	RMB	US$
Non-GAAP net income attributable to ordinary shareholders		3,085,885	5,558,054	818,614		9,939,185	14,441,408	2,126,987
Weighted average number of shares:
Basic		2,919,706	3,096,304	3,096,304		2,909,097	2,994,756	2,994,756
Diluted		2,971,245	3,191,159	3,191,159		2,963,009	3,077,063	3,077,063
Non-GAAP n et income per share:
Basic		1.06	1.80	0.26		3.42	4.82	0.71
Diluted		1.04	1.71	0.25		3.33	4.50	0.66
Non-GAAP net income per ADS:
Basic		2.11	3.59	0.53		6.83	9.64	1.42
Diluted		2.08	3.42	0.50		6.66	9.00	1.32

JD.com, Inc.
Unaudited Interim Condensed Consolidated Statements of Cash Flows and Free Cash Flow
(In thousands)
		For the three months ended							For the nine months ended
		September 30, 2019		September 30, 2020		September 30, 2020			September 30 , 2019		September 30 , 2020		September 30 , 2020
		RMB		RMB		US$			RMB		RMB		US$
Net cash provided by operating activities		1,262,118		12,255,678		1,805,066			24,777,519		37,330,749		5,498,225
Net cash used in investing activities		(5,670,328	)	(12,518,857	)	(1,843,828	)		(27,801,801	)	(44,105,163	)	(6,495,988	)
Net cash provided by/(used in) financing activities		2,489,553		4,117,987		606,514			(515,402	)	47,658,991		7,019,411
Effect of exchange rate changes on cash, cash equivalents and restricted cash		804,434		(2,660,012	)	(391,778	)		796,854		(2,110,679	)	(310,870	)
Net increase/(decrease) in cash, cash equivalents and restricted cash		(1,114,223	)	1,194,796		175,974			(2,742,830	)	38,773,898		5,710,778
Cash, cash equivalents and restricted cash at beginning of period		35,873,451		77,491,381		11,413,247			37,502,058		39,912,279		5,878,443
Cash, cash equivalents and restricted cash at end of period(5)		34,759,228		78,686,177		11,589,221			34,759,228		78,686,177		11,589,221
Net cash provided by operating activities		1,262,118		12,255,678		1,805,066			24,777,519		37,330,749		5,498,225
Less: Impact from JD Baitiao receivables included in the operating cash flow		(1,312,084	)	(2,785,606	)	(410,275	)		(3,922,166	)	(159,164	)	(23,442	)
Add/(Less): Capital expenditures
Capital expenditures for development properties, net of related sales proceeds		771,208		(1,111,723	)	(163,739	)		1,365,124		(4,659,481	)	(686,268	)
Other capital expenditures		(658,634	)	(839,706	)	(123,675	)		(2,611,254	)	(2,164,926	)	(318,859	)
Free cash flow		62,608		7,518,643		1,107,377			19,609,223		30,347,178		4,469,656

(5) Including cash, cash equivalents and restricted cash classified as assets held for sale.

JD.com, Inc.
Supplemental Financial Information and Business Metrics
		Q3 201 9	Q4 201 9	Q1 20 20	Q 2 20 20	Q 3 20 20
Free cash flow (in RMB billions) – trailing twelve months (“TTM”)		15.6	19.5	15.2	22.7	30.2
Inventory turnover days(6) – TTM		35.1	35.8	35.4	34.8	34.3
Accounts payable turnover days(7) – TTM		56.6	54.5	51.7	50.8	49.2
Accounts receivable turnover days(8) – TTM		3.2	3.2	3.1	2.9	2.8
Annual active customer accounts (in millions)		334.4	362.0	387.4	417.4	441.6

(6) TTM inventory turnover days are the quotient of average inventory over the immediately preceding five quarters, up to and including the last quarter of the period, to cost of revenues of retail business for the last twelve months, and then multiplied by 360 days.

(7) TTM accounts payable turnover days are the quotient of average accounts payable for retail business over the immediately preceding five quarters, up to and including the last quarter of the period, to cost of revenues of retail business for the last twelve months, and then multiplied by 360 days.

(8) TTM accounts receivable turnover days are the quotient of average accounts receivable over the immediately preceding five quarters, up to and including the last quarter of the annual period, to total net revenues for the last twelve months and then multiplied by 360 days. Presented are the accounts receivable turnover days excluding the impact from JD Baitiao.

JD.com, Inc.
Unaudited Reconciliation of GAAP and Non-GAAP Results
(In thousands, except percentage data)
		For the three months ended							For the nine months ended
		September 30, 20 19		September 30, 2020		September 30, 2020			September 30, 20 19		September 30, 2020		September 30, 2020
		RMB		RMB		US$			RMB		RMB		US$
Income from operations		4,973,207		4,383,349		645,597			8,465,333		11,747,873		1,730,275
Add: Share-based compensation		1,024,686		1,051,544		154,875			2,663,590		2,661,282		391,963
Add: Amortization of intangible assets resulting from assets and business acquisitions		146,234		193,215		28,458			737,730		494,797		72,875
Reversal of: Effects of business cooperation arrangements		(182,103	)	(10,240	)	(1,508	)		(632,022	)	(241,025	)	(35,499	)
Reversal of: Gain on sale of development properties		(2,987,079	)	(343,982	)	(50,663	)		(3,070,297	)	(539,568	)	(79,470	)
Non-GAAP income from operations		2,974,945		5,273,886		776,759			8,164,334		14,123,359		2,080,144
Add: Depreciation and other amortization		1,239,526		1,327,856		195,572			3,680,984		3,893,155		573,400
Non-GAAP EBITDA		4,214,471		6,601,742		972,331			11,845,318		18,016,514		2,653,544
Total net revenues		134,842,785		174,214,464		25,659,017			406,204,446		521,473,731		76,804,780
Non-GAAP operati ng margin		2.2	%	3. 0	%	3. 0	%		2.0	%	2.7	%	2.7	%
Non-GAAP EBITDA margin		3.1	%	3. 8	%	3. 8	%		2.9	%	3.5	%	3.5	%

JD.com, Inc.
Unaudited Reconciliation of GAAP and Non-GAAP Results
(In thousands, except percentage data)
		For the three months ended							For the nine months ended
		September 30, 20 19		September 30, 2020		September 30, 2020			September 30, 20 19		September 30, 2020		September 30, 2020
		RMB		RMB		US$			RMB		RMB		US$
Net income attributable to ordinary shareholders		612,251		7,560,338		1,113,518			8,550,201		25,079,772		3,693,851
Add: Share-based compensation		1,024,686		1,051,544		154,875			2,663,590		2,661,282		391,963
Add: Amortization of intangible assets resulting from assets and business acquisitions		146,234		193,215		28,458			737,730		494,797		72,875
Add: Reconciling items on the share of equity method investments(9)		91,099		55,687		8,202			301,110		172,156		25,356
Add: Impairment of goodwill, intangible assets, and investments		194,848		–		–			1,750,713		661,735		97,463
Add/(Reversal of): Loss/(Gain) from fair value change of long-term investments		4,030,673		(2,939,789	)	(432,984	)		714,645		(9,007,791	)	(1,326,704	)
Reversal of: Gain and foreign exchange impact in relation to sale of development properties		(3,099,786	)	(343,982	)	(50,663	)		(3,183,004	)	(539,568	)	(79,470	)
Reversal of: Gain on disposals/deemed disposals of investments		(18,629	)	(12,724	)	(1,874	)		(1,227,835	)	(4,802,557	)	(707,340	)
I ncluding : Dilution g ain recognized upon the IPO of Dada Group		–		–		–			–		(4,138,838	)	(609,585	)
Reversal of: Effects of business cooperation arrangements and non-compete agreements		(202,909	)	(30,847	)	(4,543	)		(693,207	)	(303,507	)	(44,702	)
Add: Tax effects on non-GAAP adjustments		307,418		24,612		3,625			325,242		25,089		3,695
Non-GAAP net income attributable to ordinary shareholders		3,085,885		5,558,054		818,614			9,939,185		14,441,408		2,126,987
Total net revenues		134,842,785		174,214,464		25,659,017			406,204,446		521,473,731		76,804,780
Non-GAAP net margin		2.3	%	3. 2	%	3. 2	%		2.4	%	2.8	%	2.8	%

(9) To exclude the non-GAAP to GAAP reconciling items on the share of equity method investments, and share of amortization of intangibles not on their books.

_____________
1 The U.S. dollar (US$) amounts disclosed in this press release, except for those transaction amounts that were actually settled in U.S. dollars, are presented solely for the convenience of the readers. The conversion of Renminbi (RMB) into US$ in this press release is based on the exchange rate set forth in the H.10 statistical release of the Board of Governors of the Federal Reserve System as of September 30, 2020, which was RMB6.7896 to US$1.00. The percentages stated in this press release are calculated based on the RMB amounts.
2 See the sections entitled “Non-GAAP Measures” and “Unaudited Reconciliation of GAAP and Non-GAAP Results” for more information about the non-GAAP measures referred to in this press release.
3 Annual active customer accounts are customer accounts that made at least one purchase during the twelve months ended on the respective dates, whether through online retail or online marketplace.
4 Fulfilled gross margin is calculated by dividing fulfilled gross profit by net revenues. Fulfilled gross profit is defined as the difference between net revenues and the total amount of cost of revenues and fulfillment expenses.