58.com Inc.

CIK:0001525494|SEC Filings

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME ¥ in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2019 CNY (¥) ¥ / shares shares	Dec. 31, 2019 USD ($) $ / shares shares	Dec. 31, 2018 CNY (¥) ¥ / shares shares	Dec. 31, 2017 CNY (¥) ¥ / shares shares
Total revenues	¥ 15,576,523	$ 2,232,809	¥ 13,137,815	¥ 10,068,780
Cost of revenues	(1,798,407)	(257,792)	(1,437,795)	(925,497)
Gross profit	13,778,116	1,975,017	11,700,020	9,143,283
Operating expenses:
Sales and marketing expenses	(8,049,662)	(1,153,875)	(6,861,845)	(5,212,360)
Research and development expenses	(2,058,663)	(295,098)	(1,702,748)	(1,368,441)
General and administrative expenses	(817,302)	(117,156)	(748,766)	(766,017)
Total operating expenses	(10,925,627)	(1,566,129)	(9,313,359)	(7,346,818)
Income from operations	2,852,489	408,888	2,386,661	1,796,465
Other income/(expenses):
Interest income/(expense), net	55,937	8,019	15,529	(1,623)
Investment income, net	6,135,089	879,431	38,634	342,241
Share of results of equity investees	(9,423)	(1,351)	(91,497)	(687,400)
Gain/(loss) on deconsolidation and disposal of businesses	3,653	524	(3,274)	0
Foreign currency exchange (loss)/gain, net	(17,600)	(2,522)	597	793
Others, net	259,407	37,185	82,113	85,455
Income before income tax	9,279,560	1,330,174	2,428,763	1,535,931
Income tax expenses	(834,334)	(119,597)	(299,705)	(146,689)
Net income	8,445,226	1,210,577	2,129,058	1,389,242
Net loss/(income) attributable to noncontrolling interests	8,033	1,151	139	(4,667)
Net income attributable to 58.com Inc.	8,453,259	1,211,728	2,129,197	1,384,575
Deemed dividend to mezzanine classified noncontrolling interests	(175,045)	(25,092)	(132,202)	(99,507)
Net income attributable to 58.com Inc. ordinary shareholders	8,278,214	1,186,636	1,996,995	1,285,068
Net income	8,445,226	1,210,577	2,129,058	1,389,242
Other comprehensive income:
Foreign currency translation adjustment, net of nil tax	137,371	19,691	15,486	82,926
Comprehensive income	8,582,597	1,230,268	2,144,544	1,472,168
Comprehensive loss/(income) attributable to noncontrolling interests	7,187	1,030	(298)	(4,667)
Deemed dividend to mezzanine classified noncontrolling interests	(175,045)	(25,092)	(132,202)	(99,507)
Comprehensive income attributable to 58.com Inc.	¥ 8,414,739	$ 1,206,206	¥ 2,012,044	¥ 1,367,994
Net earnings per ordinary share attributable to ordinary shareholders - basic \| (per share)	¥ 27.79	$ 3.98	¥ 6.77	¥ 4.41
Net earnings per ordinary share attributable to ordinary shareholders - diluted \| (per share)	27.46	3.94	6.66	4.35
Net earnings per ADS attributable to ordinary shareholders - basic (One ADS represents two ordinary shares) \| (per share)	55.59	7.97	13.54	8.82
Net earnings per ADS attributable to ordinary shareholders - diluted (One ADS represents two ordinary shares) \| (per share)	¥ 54.92	$ 7.87	¥ 13.33	¥ 8.70
Weighted average number of ordinary shares used in computing basic earnings per share	297,836,268	297,836,268	294,902,518	291,475,725
Weighted average number of ordinary shares used in computing diluted earnings per share	301,449,100	301,449,100	299,711,258	295,304,995
Membership [Member]
Total revenues	¥ 4,470,916	$ 640,881	¥ 4,399,058	¥ 3,789,524
Online marketing services [Member]
Total revenues	10,158,442	1,456,157	8,282,593	5,978,491
E-commerce services [Member]
Total revenues	266,848	38,251	72,596	73,941
Other revenues [Member]
Total revenues	¥ 680,317	$ 97,520	¥ 383,568	¥ 226,824

CONSOLIDATED STATEMENTS OF CASH FLOWS ¥ in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2019 CNY (¥)	Dec. 31, 2019 USD ($)	Dec. 31, 2018 CNY (¥)	Dec. 31, 2017 CNY (¥)
Cash flows from operating activities:
Net income	¥ 8,445,226	$ 1,210,577	¥ 2,129,058	¥ 1,389,242
Adjustments to reconcile net income to net cash provided by operating activities:
Share-based compensation expenses	544,702	78,080	462,874	350,569
Depreciation and amortization expenses	399,668	57,290	413,092	435,627
Lease expense to reduce right-of-use assets	147,391	21,128	0	0
Investment income, net	(4,790,453)	(686,685)	(24,305)	(319,739)
Share of results of equity investees	9,423	1,351	91,497	687,400
Interest expense	12,365	1,772	28,086	51,404
Allowance for doubtful accounts and other current assets write-off	33,021	4,733	5,974	16,762
Change in fair value of long-term investments and investment in convertible note	(1,139,844)	(163,390)	139,250	0
Loss/(gain) on deconsolidation and disposal of businesses	(3,653)	(524)	3,274	0
Impairment loss of long-term investments and other non-current assets	14,403	2,065	40,000	37,300
Loss/(income) on disposal of property and equipment	(1,202)	(172)	(3,225)	968
Deferred income taxes	50,060	7,176	(70,444)	(65,839)
Foreign currency exchange loss/(gain), net	17,600	2,522	(597)	(793)
Changes in operating assets and liabilities, net of acquisitions and disposals:
Accounts receivable	(377,771)	(54,151)	(261,151)	(260,265)
Prepayments and other assets	(149,467)	(21,425)	52,744	(345,300)
Accounts payable	168,662	24,177	268,784	40,503
Deferred revenues	(193,412)	(27,725)	224,578	285,352
Customer advances	426,444	61,128	99,621	129,362
Salary and welfare payable	111,910	16,042	106,483	(13,897)
Taxes payable	531,793	76,230	64,152	122,653
Operating lease liabilities	(146,986)	(21,070)	0	0
Accrued expenses and other liabilities	244,548	35,055	29,836	238,571
Net cash provided by operating activities	4,354,420	624,184	3,799,581	2,779,880
Cash flows from investing activities:
Purchase of property and equipment and intangible assets	(116,812)	(16,745)	(183,679)	(121,278)
Cash received for disposal of property and equipment	2,143	307	1,951	499
Purchase of long-term investments	(2,150,344)	(308,240)	(1,792,895)	(467,385)
Cash received for disposal of long-term investments	4,407,267	631,757	16,500	353,485
Cash paid to term deposits and other advances	(70,000)	(10,034)	0	(15,824)
Proceeds from maturity of term deposits	0	0	0	61,228
Purchase of short-term investments	(38,714,305)	(5,549,483)	(26,461,220)	(18,527,200)
Proceeds from maturity of short-term investments	34,916,005	5,005,018	25,320,170	15,931,400
Cash paid for step-acquisition of Ganji, net of acquisition of cash	0	0	0	(91,867)
Cash paid for acquisitions of other subsidiaries, net of acquisition of cash	(38,356)	(5,499)	(9,796)	(3,100)
Cash (paid)/received upon disposal of businesses	(5,249)	(752)	22,004	(330,248)
Net cash used in investing activities	(1,769,651)	(253,671)	(3,086,965)	(3,210,290)
Cash flows from financing activities:
Proceeds from exercise of share options	4,108	589	13,518	100,866
Proceeds from short-term and long-term loans	588,846	84,408	0	740,084
Repayment of short-term and long-term loans	(1,402,157)	(200,992)	(75,000)	(1,804,498)
Proceeds from issuance of preference shares of a subsidiary to Tencent	825,599	118,345	0	1,373,558
Contribution from noncontrolling interest holders	118,000	16,915	80,000	164,589
Cash received/(paid) on behalf of a related party	(81,328)	(11,658)	82,358	0
Cash paid for acquisitions of noncontrolling interests	(28,113)	(4,030)	(49,811)	0
Other financing payment	(5,655)	(811)	(4,145)	(3,523)
Net cash provided by financing activities	19,300	2,766	46,920	571,076
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(33,242)	(4,765)	29,610	(82,731)
Net increase in cash, cash equivalents and restricted cash	2,570,827	368,514	789,146	57,935
Cash, cash equivalents and restricted cash at the beginning of the year	3,199,478	458,628	2,410,332	2,352,397
Cash, cash equivalents and restricted cash at the end of the year	5,770,305	827,142	3,199,478	2,410,332
Supplemental disclosure of cash flow information:
Income tax paid, net	450,857	64,628	238,589	166,800
Interest expense paid	12,760	1,829	43,877	66,336
Supplemental disclosure of non-cash activities:
Property and equipment in accounts payable	40,319	5,780	4,434	9,001
Consideration receivable for disposal of Guazi preference shares	497,837	71,362	0	0
Deemed dividend to mezzanine classified noncontrolling interests	175,045	25,092	132,202	89,024
Non-cash consideration for investment in Sweetome Property Consulting Group Co.,Ltd. ("Sweetome")	94,923	13,607	0	0
Non-cash consideration for disposal of Finance Business	0	0	0	150,908
Non-cash contribution from Tencent for Zhuanzhuan preference share financing	¥ 705,636	$ 101,149	¥ 0	¥ 345,306

CONSOLIDATED BALANCE SHEETS ¥ in Thousands, $ in Thousands	Dec. 31, 2019 CNY (¥)	Dec. 31, 2019 USD ($)	Dec. 31, 2018 CNY (¥)
Current assets:
Cash and cash equivalents	¥ 5,293,206	$ 758,752	¥ 2,387,478
Restricted cash-current	477,099	68,390	812,000
Time Deposits	70,000	10,034
Short-term investments	8,414,348	1,206,151	4,587,610
Accounts receivable (net of allowance for doubtful accounts of RMB65,620 and RMB95,765 as of December 31, 2018 and 2019, respectively)	1,209,251	173,339	917,443
Prepayments and other current assets	2,326,920	333,551	813,403
Total current assets	17,790,824	2,550,217	9,517,934
Non-current assets:
Property and equipment, net	1,305,793	187,178	1,329,752
Intangible assets, net	886,565	127,084	1,099,945
Right-of-use assets, net	275,459	39,486
Land use rights, net	3,532	506	3,610
Goodwill	15,874,220	2,275,482	15,874,220
Long-term investments	6,086,511	872,468	3,365,906
Investment in convertible notes.	669,715	96,000
Long-term prepayments and other non-current assets	469,592	67,314	639,478
Total non-current assets	25,571,387	3,665,518	22,312,911
Total assets	43,362,211	6,215,735	31,830,845
Current liabilities:
Short-term loans	0
Short-term loans			812,794
Accounts payable (including accounts payable of the consolidated variable interest entities ("VIEs") without recourse to the Company of RMB297,774 and RMB383,504 as of December 31, 2018 and 2019, respectively)	1,042,697	149,465	887,558
Deferred revenues (including deferred revenues of the consolidated VIEs without recourse to the Company of RMB803,140 and RMB595,045 as of December 31, 2018 and 2019, respectively)	2,154,920	308,896	2,348,333
Customer advances (including customer advances of the consolidated VIEs without recourse to the Company of RMB239,622 and RMB337,952 as of December 31, 2018 and 2019, respectively)	1,986,108	284,698	1,465,169
Taxes payable (including taxes payable of the consolidated VIEs without recourse to the Company of RMB35,583 and RMB77,417 as of December 31, 2018 and 2019, respectively)	698,104	100,069	250,231
Salary and welfare payable (including salary and welfare payable of the consolidated VIEs without recourse to the Company of RMB295,430 and RMB320,769 as of December 31, 2018 and 2019, respectively)	753,267	107,977	642,445
Operating lease liabilities-current(including operating lease liabilities-current of the consolidated VIEs without recourse to the Company of nil and RMB108,211 as of December 31, 2018 and 2019, respectively)	137,310	19,683
Accrued expenses and other current liabilities (including accrued expenses and other current liabilities of the consolidated VIEs without recourse to the Company of RMB312,681 and RMB535,823 as of December 31, 2018 and 2019, respectively)	1,053,007	150,943	878,368
Total current liabilities	7,825,413	1,121,731	7,284,898
Non-current liabilities:
Deferred tax liabilities (including deferred tax liabilities of the consolidated VIEs without recourse to the Company of RMB246,858 and RMB208,050 as of December 31, 2018 and 2019, respectively)	389,719	55,864	283,112
Operating lease liabilities-non-current(including operating lease liabilities-non-current of the consolidated VIEs without recourse to the Company of nil and RMB120,247 as of December 31, 2018 and 2019, respectively)	138,554	19,861
Other non-current liabilities (including other non-current liabilities of the consolidated VIEs without recourse to the Company of RMB nil as of both December 31, 2018 and 2019)			1,675
Total non-current liabilities	528,273	75,725	284,787
Total liabilities	8,353,686	1,197,456	7,569,685
Commitments and contingencies (Note 26)
Mezzanine equity:
Mezzanine classified noncontrolling interests	3,668,876	525,913	1,944,397
Total mezzanine equity	3,668,876	525,913	1,944,397
58.com Inc. shareholders' equity:
Ordinary shares (US$0.00001 par value, 5,000,000,000 (including 4,800,000,000 Class A and 200,000,000 Class B) shares authorized as of both December 31, 2018 and 2019; 296,444,579 (including 250,858,415 Class A and 45,586,164 Class B) and 299,277,413 (including 254,045,293 Class A and 45,232,120 Class B) shares issued and outstanding as of December 31, 2018 and 2019, respectively)	19	3	19
Additional paid-in capital	21,942,829	3,145,384	21,621,665
Retained earnings	8,892,773	1,274,730	439,514
Accumulated other comprehensive income/(loss)	95,903	13,747	(40,622)
Total 58.com Inc. shareholders' equity	30,931,524	4,433,864	22,020,576
Noncontrolling interests	408,125	58,502	296,187
Total shareholders' equity	31,339,649	4,492,366	22,316,763
Total liabilities, mezzanine equity and shareholders' equity	¥ 43,362,211	$ 6,215,735	¥ 31,830,845