Ucommune International Ltd. Announces Unaudited Third Quarter 2021 Financial Results

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    BEIJING, Nov. 26, 2021 /PRNewswire/ — Ucommune International Ltd. (NASDAQ: UK) (“Ucommune” or the “Company”), a leading agile office space manager and provider in China, today announced its unaudited financial results for the third quarter ended September 30, 2021.

    Third Quarter 2021 Financial Highlights

    • Net revenues were RMB253.5 million, representing an increase of 26.8% from the third quarter of 2020.
    • Net loss was RMB181.5 million, compared with RMB169.3 million in the third quarter of 2020.
    • Adjusted net loss[1], which excluded share-based compensation expense, impairment loss on long-lived assets, change in fair value of warrant liability, impairment loss on long-term investments and loss on disposal of subsidiaries, was RMB60.4 million, narrowing by 49.5% year over year from RMB119.8 million in the third quarter of 2020.
    • EBITDA loss[2] was RMB161.2 million, compared with RMB158.2 million in the third quarter of 2020.
    • Adjusted EBITDA loss[3] was RMB40.4 million, compared with RMB76.1 million in the third quarter of 2020.

    Third Quarter 2021 Operating Highlights

    • As of September 30, 2021, Ucommune had committed to 274 office spaces in 62 cities, including 106 office spaces in tier-1 cities, 66 office spaces in new tier-1 cities and 97 office spaces in cities tier-2 and below, and was providing approximately 758,000 square meters of managed area to 1,170,400 members. Among those, 215 office spaces, or 78.5% of total committed spaces, were in operation.
    • As of September 30, 2021, Ucommune’s total number of spaces contracted under the Company’s asset-light model increased by 56% to 165 spaces located across 54 cities from 106 spaces located across 42 cities as of September 30, 2020. The Company’s total managed area under contract[4] for the asset-light model increased by 84% to 502,000 square meters from 273,000 square meters as of September 30, 2020.

    [1] For a reconciliation of net loss to adjusted net loss, see the “Non-GAAP Financial Measures” section and the table captioned “Ucommune International Ltd. Reconciliation of GAAP and Non-GAAP Results” below.

    [2] For a reconciliation of net loss to EBITDA, see the “Non-GAAP Financial Measures” section and the table titled “Ucommune International Ltd. Reconciliation of GAAP and Non-GAAP Results” below.

    [3] For a reconciliation of net loss to adjusted EBITDA, see the “Non-GAAP Financial Measures” section and the table titled “Ucommune International Ltd. Reconciliation of GAAP and Non-GAAP Results” below.

    [4] Spaces and managed area under contract include those in operation, under construction, and in preparation for construction.

    Dr. Daqing Mao, Founder and Chairman of Ucommune, commented, “In sync with China’s urbanization trend of focusing more on quality development rather than outward expansion, we continued to penetrate domestic and international markets with our intelligent agile office service ecosystem. During the third quarter, we increased our asset-light model’s contribution to our business in terms of both total number of spaces contracted and total managed area under contract. By the end of 2021, we expect to have grown the proportion of projects managed under the asset-light model to about 75% from roughly 50% in 2020. Evidence of the progressive development of our asset-light model was shown through several new partnerships during the quarter, as we entered into an agreement in the domestic market to help Besunyen improve its operating efficiency and accelerate its corporate transformation by providing customized office spaces and comprehensive facility services. In addition, we formed a partnership with Australia-based Hexa Group to jointly develop the ‘Hexa Space-Ucommune’ co-working project in Melbourne, adding another international market to our geographic footprint in addition to Hong Kong and Singapore. Leveraging our expertise in agile workspace management and operations, we plan to capitalize on the emerging market demand for green, smart, and efficient urban development and augment our growth momentum going forward.”

    Ms. Xin Guan, Chief Executive Officer of Ucommune, commented, “As we continued to shift our project mix towards the asset-light business model, we not only expanded our geographic coverage by entering into 2 new cities and adding 11 new office spaces, but also broadened our comprehensive facility service offerings. During the quarter, we acquired an equity interest of 60% in ‘Xiao Sushi’, to officially enter the consumer services sector by integrating its 300,000 self-owned platform members into our operations of nearly 300 chain office spaces and 1.16 million offline members. Utilizing our combined resources, we plan to form a closed-loop ecosystem offering a variety of new products, including working meals, conference event meals, afternoon tea sets, and affordably-priced beverages, as well as for a wide range of sales scenarios, including those for office buildings, office parks, and commercial buildings. Going forward, we will continue to explore new business opportunities that have synergies with our core business to sustain our growth trajectory.”

    Mr. Siyuan Wang, Chief Financial Officer of Ucommune, added, “In the third quarter, we grew our net revenues by 26.8% to RMB253.5 million while narrowing our adjusted net loss by 49.5% to RMB60.4 million year over year. Despite the revenue recognition impact from our business mix shift, we improved the occupancy rates of our self-operated co-working spaces, increased our advertising and marketing service revenues, and expanded our interior design and construction services as well as our SaaS services. Meanwhile, we continued to simplify our corporate structure, streamline our business processes, optimize our operating efficiency, and reduce our costs and expenses. With a leaner, fitter, and more agile business operation, we are well positioned to seize emerging market opportunities and grow in a healthy manner for the long run.”

    Third Quarter 2021 Financial Results

    Total net revenues increased by 26.8% to RMB253.5 million in the third quarter of 2021 from RMB199.9 million in the third quarter of 2020. Revenues from the asset-light model increased by 275.9% to RMB21.8 million in the third quarter of 2021 from RMB5.8 million in the third quarter of 2020.

    • Workspace membership services revenues decreased by 8.5% to RMB98.0 million in the third quarter of 2021 from RMB107.2 million in the third quarter of 2020. This decrease was mainly due to the closure of unprofitable spaces in operation and contraction of the Company’s self-operated coworking space services resulting from the Company’s transformation to an asset-light model.
    • Marketing and branding services revenues increased by 23.8% to RMB100.1 million in the third quarter of 2021 from RMB80.9 million in the third quarter of 2020, mainly due to increased demand for advertising and marketing services from certain customers.
    • Other services revenues increased by 366.0% to RMB55.3 million in the third quarter of 2021 from RMB11.9 million in the third quarter of 2020, primarily due to increased net revenues from the Company’s interior design and construction services and its SaaS services.

    Total costs of revenues increased by 15.8% to RMB273.1 million in the third quarter of 2021 from RMB235.8 million in the third quarter of 2020. Costs of revenues from the Company’s asset-light model increased by 427.0% to RMB19.5 million in the third quarter of 2021 from RMB3.7 million in the third quarter of 2020, which was primarily in line with the increase in revenues from the Company’s asset-light model.

    • Costs of workspace membership decreased by 11.4% to RMB129.0 million in the third quarter of 2021 from RMB145.6 million in the third quarter of 2020, mainly due to decreased operational costs related to leases and staff, partly offset by an increase in share-based compensation expense, amounting to RMB9.0 million.
    • Costs of marketing and branding services increased by 33.2% to RMB95.2 million in the third quarter of 2021 from RMB71.5 million in the third quarter of 2020, mainly due to increased advertising spending, which was in line with the increase in advertising revenue.
    • Costs of other services increased by 161.6% to RMB49.0 million in the third quarter of 2021 from RMB18.7 million in the third quarter of 2020, which was in line with the increase in other services revenues.

    General and administrative expenses increased by 71.0% to RMB79.7 million in the third quarter of 2021 from RMB46.6 million in the third quarter of 2020, mainly due to an increase in share-based compensation expense of RMB41.2 million and professional service fees.

    Sales and marketing expenses increased by 196.4% to RMB17.7 million in the third quarter of 2021 from RMB6.0 million in the third quarter of 2020, mainly due to the increase in share-based compensation expense.

    EBITDA loss[5] was RMB161.2 million in the third quarter of 2021, compared with RMB158.2 million in the third quarter of 2020. Adjusted EBITDA loss[6] narrowed by 47.0% to RMB40.4 million in the third quarter of 2021 from RMB76.1 million in the third quarter of 2020. 

    [5] For a reconciliation of net loss to EBITDA, see the “Non-GAAP Financial Measures” section and the table titled “Ucommune International Ltd. Reconciliation of GAAP and Non-GAAP Results” below.

    [6] For a reconciliation of net loss to adjusted EBITDA, see the “Non-GAAP Financial Measures” section and the table titled “Ucommune International Ltd. Reconciliation of GAAP and Non-GAAP Results” below.

    Impairment loss on long-lived assets was RMB74.1 million in the third quarter of 2021, compared with nil in the third quarter of 2020, primarily due to the impairment of three substantial prepaid rent from previous periods accrued in the third quarter of 2021 as a result that the carrying value is not expected to be recoverable based on current market conditions. 

    Other income, net was RMB0.2 million in the third quarter of 2021, compared to other expense, net of RMB32.5 million in the third quarter of 2020, primarily due to a disposal loss of long-term assets of unprofitable spaces was recorded during the third quarter of 2020.

    Net loss was RMB181.5 million in the third quarter of 2021, compared with RMB169.3 million in the third quarter of 2020. 

    Adjusted net loss[7] was RMB60.4 million in the third quarter of 2021, compared with RMB119.8 million in the third quarter of 2020.

    [7] For a reconciliation of net loss to adjusted net loss, see the “Non-GAAP Financial Measures” section and the table captioned “Ucommune International Ltd. Reconciliation of GAAP and Non-GAAP Results” below.

    Basic and diluted net loss per share were both RMB2.01 in the third quarter of 2021, compared with RMB2.50 in the third quarter of 2020.

    Basic and diluted adjusted net loss per share[8] were both RMB0.58 in the third quarter of 2021, compared with RMB1.71 in the third quarter of 2020.

    [8] For a reconciliation of net loss to adjusted net income, see the “Non-GAAP Financial Measures” section and the table captioned “Ucommune International Ltd. Reconciliation of GAAP and Non-GAAP Results” below.

    Cash, cash equivalents and restricted cash were RMB288.7 million as of September 30, 2021, compared with RMB400.8 million as of December 31, 2020.

    Business Outlook

    For the fourth quarter of 2021, the Company expects net revenues to be in the range of RMB250 million to RMB280 million. The forecasts reflect the Company’s current and preliminary views on the market and its operating conditions, which are subject to change.

    Recent Developments

    On July 1, 2021, Besunyen Holdings Company Limited, an investment company engaged in the manufacture and sale of therapeutic tea products, agreed to occupy 3,047.6 square meters at the Company’s landmark asset-light project in the Beijing Asia Finance Center for a total of 327 workstations from July 1, 2021, to December 31, 2023. In addition, the Company will also furnish its one-stop customized U Design services to Besunyen.

    In September 2021, the Company’s wholly owned subsidiary, Beijing Zerone Management & Consulting Company Ltd. (“Beijing Zerone”), an office space management services provider in China, acquired a 60% equity interest in Beijing Kuanneng Technology Co., Ltd., which owns and operates the Japanese culinary restaurant brand “Xiao Sushi.” In October, Beijing Zerone acquired a 60% equity interest in Beijing Jiajia Renhe Intelligent Technology Co., Ltd, a human resources solution platform.

    On October 1, 2021, the Company started a five-year cooperation with Hexa Group, an Australian property developer, to jointly develop the “Hexa Space-Ucommune” co-working project located in Melbourne, Australia.

    About Ucommune International Ltd.

    Ucommune is China’s leading agile office space manager and provider. Founded in 2015, Ucommune has created a large-scale intelligent agile office ecosystem covering economically vibrant regions throughout China to empower its members with flexible and cost-efficient office space solutions. Ucommune’s various offline agile office space services include self-operated models, such as U Space, U Studio, and U Design, as well as asset-light models, such as U Brand and U Partner. By utilizing its expertise in the real estate and retail industries, Ucommune operates its agile office spaces with high efficiency and engages in the urban transformation of older and under-utilized buildings to redefine commercial real estate in China.

    Exchange Rate Information

    This announcement contains translations of certain RMB amounts into U.S. dollars (“US$”) at specified rates solely for the convenience of the reader. Unless otherwise stated, all translations from RMB to US$ were made at the rate of RMB6.4434 to US$1.00, the exchange rate on September 30, 2021, set forth in the H.10 statistical release of the Federal Reserve Board. The Company makes no representation that the RMB or US$ amounts referred could be converted into US$ or RMB, as the case may be at any particular rate or at all.

    Statement Regarding Preliminary Unaudited Financial Information

    The unaudited financial information set out in this earnings release is preliminary and subject to potential adjustments. Adjustments to the consolidated financial statements may be identified when audit work has been performed for the Company’s year-end audit, which could result in significant differences from this preliminary unaudited financial information.

    Safe Harbor Statements 

    This announcement contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “potential,” “continue,” “ongoing,” “targets,” “guidance” and similar statements. The Company 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. Any statements that are not historical facts, including statements about the Company’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: the Company’s growth strategies; its future business development, results of operations and financial condition; its ability to understand members’ needs and provide products and services to attract and retain members; its ability to maintain and enhance the recognition and reputation of its brand; its ability to maintain and improve quality control policies and measures; its ability to establish and maintain relationships with members and business partners; trends and competition in China’s agile office space market; changes in its revenues and certain cost or expense items; the expected growth of China’s agile office space market; PRC governmental policies and regulations relating to the Company’s business and industry, and general economic and business conditions in China and globally and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks, uncertainties, or factors is included in the Company’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 the Company undertakes no obligation to update any forward-looking statement, except as required under applicable law.

    Non-GAAP Financial Measures

    To supplement the Company’s consolidated financial statements, which are prepared and presented in accordance with U.S. GAAP, Ucommune uses the following non-GAAP financial measures for Ucommune’s consolidated results: EBITDA, adjusted EBITDA and adjusted net loss. The Company believes that EBITDA, adjusted EBITDA and adjusted net loss help understand and evaluate the Company’s core operating performance.

    EBITDA, adjusted EBITDA and adjusted net loss are presented to enhance investors’ overall understanding of the Company’s financial performance and should not be considered a substitute for, or superior to, the financial information prepared and presented in accordance with U.S. GAAP. Investors are encouraged to review the reconciliation of the historical non-GAAP financial measure to its most directly comparable GAAP financial measures. As EBITDA, adjusted EBITDA and adjusted net loss have material limitations as analytical metrics and may not be calculated in the same manner by all companies, they may not be comparable to other similarly titled measures used by other companies.

    In light of the foregoing limitations, you should not consider EBITDA, adjusted EBITDA and adjusted net loss as substitutes for, or superior to, net loss prepared in accordance with GAAP. The Company encourages investors and others to review its financial information in its entirety and not rely on any single financial measure. For more information on these non-GAAP financial measures, please see the table captioned “Ucommune International Ltd. Reconciliation of GAAP and Non-GAAP Results” near the end of this release.

    EBITDA represents net loss before interest expense, net, provision for income taxes, depreciation of property and equipment and amortization of intangible assets.

    Adjusted EBITDA represents net loss before (i) interest expense, net, other (expense)/income, net, provision for income taxes and loss on disposal of subsidiaries and (ii) certain non-cash expenses, consisting of share-based compensation expense, impairment loss on long-lived assets, impairment loss on long-term investments, depreciation of property and equipment,  amortization of intangible assets and change in fair value of warrant liability, which we do not believe are reflective of the Company’s core operating performance during the periods presented.

    Adjusted net loss represents net loss before share-based compensation expense, impairment loss on long-lived assets, impairment loss on long-term investments, change in fair value of warrant liability and loss on disposal of subsidiaries.

    For investor and media inquiries, please contact:

    Ucommune International Ltd.
    ir@ucommune.com

    ICR, LLC.
    Robin Yang
    ucommune@icrinc.com
    +1 (212) 537-3847

    FINANCIAL STATEMENTS

    UCOMMUNE INTERNATIONAL LTD.

    UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

    (Amounts in thousands of RMB and USD, except for number of shares)

    As of December
    31, 2020

    As of September 30, 2021

    RMB

    RMB

    USD

    ASSETS

    Current assets:

    Cash and cash equivalents

    348,064

    236,914

    36,768

    Restricted cash

    52,199

    51,742

    8,030

    Term deposits

    47,710

    4,760

    739

    Short-term investments

    5,900

    5,905

    916

    Accounts receivable, net

    125,359

    139,045

    21,579

    Prepaid expenses and other current assets

    163,401

    149,146

    23,149

    Amounts due from related parties, current

    24,504

    22,527

    3,496

    Total current assets

    767,137

    610,039

    94,677

    Non-current assets:

    Restricted cash

    527

    Long-term investments

    9,051

    22,831

    3,543

    Property and equipment, net

    350,980

    262,022

    40,665

    Right-of-use assets, net

    879,348

    733,485

    113,835

    Intangible assets, net

    28,420

    33,129

    5,141

    Goodwill 

    1,533,485

    1,547,535

    240,174

    Rental deposit

    61,170

    52,883

    8,207

    Long-term prepaid expenses

    113,271

    72,135

    11,195

    Amounts due from related parties, non-current

    297

    498

    77

    Other assets, non-current

    194,444

    194,444

    30,177

    Total non-current assets

    3,170,993

    2,918,962

    453,014

    TOTAL ASSETS

    3,938,130

    3,529,001

    547,691

    UCOMMUNE INTERNATIONAL LTD.

    UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS – continued

    (Amounts in thousands of RMB and USD, except for number of shares)

    As of December
    31, 2020

    As of September 30, 2021

    RMB

    RMB

    USD

    LIABILITIES AND SHAREHOLDERS’ EQUITY

    Current liabilities:

    Short-term borrowings

    49,457

    71,566

    11,107

    Long-term borrowings, current portion

    3,618

    14,432

    2,240

    Note payable

    12,105

    Accounts payable

    272,299

    223,978

    34,761

    Accrued expenses and other current liabilities

    263,997

    214,238

    33,249

    Amounts due to related parties, current

    92,737

    30,357

    4,711

    Advance workspace membership fee

    53,667

    60,077

    9,324

    Contract liabilities

    14,833

    10,209

    1,584

    Income taxes payable

    1,366

    958

    149

    Deferred subsidy income

    9,562

    8,366

    1,298

    Share-based liability, current

    3,578

    555

    Lease liabilities, current

    365,049

    329,550

    51,145

    Total current liabilities

    1,138,690

    967,309

    150,123

    Non-current liabilities:

    Long-term borrowings

    15,242

    2,842

    441

    Refundable deposits from members, non-current

    16,477

    23,310

    3,618

    Deferred tax liabilities

    1,543

    1,140

    177

    Share-based liability, non-current

    2,254

    350

    Lease liabilities, non-current

    580,562

    448,049

    69,536

    Warrant liability

    16,372

    2,541

    Total non-current liabilities

    613,824

    493,967

    76,663

    TOTAL LIABILITIES

    1,752,514

    1,461,276

    226,786

    SHAREHOLDERS’ EQUITY

    Class A ordinary shares (400,000,000 and 400,000,000 authorized,
    70,999,436 and 75,937,707 issued and outstanding as of December
    31, 2020 and September 30, 2021, with par value of US$0.0001 and
    US$0.0001, respectively)

    49

    54

    8

    Class B ordinary shares (100,000,000 and 100,000,000 authorized,
    9,452,407 and 9,452,407 issued and outstanding as of December 31,
    2020 and September 30, 2021, with par value of US$0.0001 and
    US$0.0001, respectively)

    6

    6

    1

    Additional paid-in capital

    4,230,656

    4,563,595

    708,259

    Statutory reserves

    5,065

    5,065

    786

    Accumulated deficit

    (2,240,205)

    (2,708,643)

    (420,375)

    Accumulated other comprehensive income

    4,742

    4,351

    675

    Total Ucommune International Ltd.

        shareholders’ equity

    2,000,313

    1,864,428

    289,354

    Noncontrolling interests

    185,303

    203,297

    31,551

    TOTAL EQUITY

    2,185,616

    2,067,725

    320,905

    TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

    3,938,130

    3,529,001

    547,691

    UCOMMUNE INTERNATIONAL LTD.

    UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

    (Amounts in thousands of RMB and USD, except for number of shares and per share data)

    For the Three Months

     Ended September 30,

    For the Nine Months

     Ended September 30,

    2020

    2021

    2021

    2020

    2021

    2021

    RMB

    RMB

    USD

    RMB

    RMB

    USD

    Revenue:

    Workspace membership revenue 

    107,158

    98,040

    15,216

    346,162

    283,119

    43,939

    Marketing and branding service revenue

    80,877

    100,120

    15,538

    207,357

    338,812

    52,583

    Other service revenue

    11,874

    55,332

    8,587

    44,957

    132,596

    20,579

    Total revenue 

    199,909

    253,492

    39,341

    598,476

    754,527

    117,101

    Cost of revenue:

    Workspace membership

    (145,617)

    (128,961)

    (20,014)

    (446,526)

    (373,778)

    (58,009)

    Marketing and branding service

    (71,465)

    (95,157)

    (14,768)

    (189,077)

    (323,423)

    (50,194)

    Other services 

    (18,726)

    (48,994)

    (7,604)

    (47,222)

    (106,021)

    (16,454)

    Total cost of revenue

    (235,808)

    (273,112)

    (42,386)

    (682,825)

    (803,222)

    (124,657)

    Operating expenses:

    Impairment loss on long-lived assets

    (74,147)

    (11,507)

    (33,457)

    (83,889)

    (13,019)

    Sales and marketing expenses

    (5,975)

    (17,722)

    (2,750)

    (22,853)

    (45,863)

    (7,118)

    General and administrative expenses

    (46,602)

    (79,689)

    (12,368)

    (87,220)

    (307,581)

    (47,736)

    Change in fair value of warrant liability

    22,082

    3,427

    1,901

    295

    Loss from operations

    (88,476)

    (169,096)

    (26,243)

    (227,879)

    (484,127)

    (75,134)

    Interest expense, net

    (3,644)

    (1,389)

    (216)

    (10,729)

    (2,053)

    (319)

    Subsidy income

    6,128

    1,988

    309

    12,706

    4,611

    716

    Impairment loss on long-term investments

    (3,507)

    (3,507)

    (461)

    (72)

    Loss on disposal of subsidiaries

    (46,050)

    (12,829)

    (1,991)

    (43,032)

    (13,779)

    (2,138)

    Other (expense)/income, net

    (32,529)

    200

    31

    (84,176)

    32,055

    4,975

    Loss before income taxes and loss from equity

        method investments

    (168,078)

    (181,126)

    (28,110)

    (356,617)

    (463,754)

    (71,972)

    Provision for income taxes

    (1,245)

    (366)

    (57)

    (2,330)

    (1,448)

    (225)

    Gain/(loss) from equity method investments

    144

    (27)

    (4)

    Net loss 

    (169,323)

    (181,492)

    (28,167)

    (358,803)

    (465,229)

    (72,201)

    Less: Net (loss)/income attributable to noncontrolling
       interests

    (12,272)

    (11,176)

    (1,734)

    (15,497)

    3,209

    498

    Net loss attributable to Ucommune International
       Ltd.

    (157,051)

    (170,316)

    (26,433)

    (343,306)

    (468,438)

    (72,699)

    Net loss per share attributable to ordinary shareholders
       of Ucommune International Ltd.

    – Basic

    (2.50)

    (2.01)

    (0.31)

    (5.47)

    (5.52)

    (0.86)

    – Diluted

    (2.50)

    (2.01)

    (0.31)

    (5.47)

    (5.52)

    (0.86)

    Weighted average shares used in calculating net loss
       per share

    – Basic

    62,811,339

    84,811,269

    62,811,339

    84,811,269

    – Diluted

    62,811,339

    84,811,269

    62,811,339

    84,811,269

    UCOMMUNE INTERNATIONAL LTD.

    UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

    (Amounts in thousands of RMB and USD, except for number of shares and per share data)

    For the Three Months

     Ended September 30,

    For the Nine Months

     Ended September 30,

    2020

    2021

    2021

    2020

    2021

    2021

    RMB

    RMB

    USD

    RMB

    RMB

    USD

    Net loss

    (169,323)

    (181,492)

    (28,167)

    (358,803)

    (465,229)

    (72,201)

    Other comprehensive loss, net of tax

    Foreign currency translation adjustments

    (13)

    1,642

    255

    1,039

    (391)

    (61)

    Total Comprehensive loss

    (169,336)

    (179,850)

    (27,912)

    (357,764)

    (465,620)

    (72,262)

    Less: Comprehensive (loss)/income attributable to
       noncontrolling interest

    (12,282)

    (11,176)

    (1,734)

    (15,496)

    3,209

    498

    Comprehensive loss attributable to Ucommune
       International Ltd.’s shareholders

    (157,054)

    (168,674)

    (26,178)

    (342,268)

    (468,829)

    (72,760)

    UCOMMUNE INTERNATIONAL LTD.

    RECONCILIATION OF GAAP AND NON-GAAP RESULTS

    (Amounts in thousands of RMB and USD, except for number of shares and per share data)

    The following table sets forth a reconciliation of net loss to EBITDA and adjusted EBITDA for the periods indicated:

    For the Three Months
     Ended September 30,

    For the Nine Months

     Ended September 30,

    2020

    2021

    2021

    2020

    2021

    2021

    RMB

    RMB

    USD

    RMB

    RMB

    USD

    Net loss

    (169,323)

    (181,492)

    (28,167)

    (358,803)

    (465,229)

    (72,201)

    Interest expense, net

    3,644

    1,389

    216

    10,729

    2,053

    319

    Provision for income taxes

    1,245

    366

    57

    2,330

    1,448

    225

    Depreciation of property and equipment
       and amortization of intangible assets

    6,220

    18,496

    2,871

    35,916

    62,278

    9,666

    EBITDA (non-GAAP)

    (158,214)

    (161,241)

    (25,023)

    (309,828)

    (399,450)

    (61,991)

    Share-based compensation expense

    56,167

    8,717

    239,984

    37,245

    Impairment loss on long-lived assets

    74,147

    11,507

    33,457

    83,889

    13,019

    Change in fair value of warrant liability

    (22,082)

    (3,427)

    (1,901)

    (295)

    Impairment loss on long-term investments

    3,507

    3,507

    461

    72

    Loss on disposal of subsidiaries

    46,050

    12,829

    1,991

    43,032

    13,779

    2,138

    Other expense/(income), net

    32,529

    (200)

    (31)

    84,176

    (32,055)

    (4,975)

    Adjusted EBITDA (non-GAAP)

    (76,128)

    (40,380)

    (6,266)

    (145,656)

    (95,293)

    (14,787)

    The table below sets forth a reconciliation of net loss to adjusted net loss for the periods indicated:

    For the Three Months
    Ended September 30,

    For the Nine Months

     Ended September 30,

    2020

    2021

    2021

    2020

    2021

    2021

    RMB

    RMB

    USD

    RMB

    RMB

    USD

    Net loss

    (169,323)

    (181,492)

    (28,167)

    (358,803)

    (465,229)

    (72,201)

    Share-based compensation expense

    56,167

    8,717

    239,984

    37,245

    Impairment loss on long-lived assets

    74,147

    11,507

    33,457

    83,889

    13,019

    Change in fair value of warrant liability

    (22,082)

    (3,427)

    (1,901)

    (295)

    Impairment loss on long-term investments

    3,507

    3,507

    461

    72

    Loss on disposal of subsidiaries

    46,050

    12,829

    1,991

    43,032

    13,779

    2,138

    Adjusted net loss (non-GAAP)

    (119,766)

    (60,431)

    (9,379)

    (278,807)

    (129,017)

    (20,022)

    Source: Ucommune International Ltd.