Finance

JD.com Announces Funding for JD Logistics

JD.com Announces Funding for JD Logistics

JD.com

BEIJING, March 24, 2022 (GLOBE NEWSWIRE) — JD.com, Inc. (“JD.com” (Nasdaq: JD; HKEx: 9618), a leading provider of supply chain-based technologies and services, today announced that JD Logistics, Inc. (“JD Logistics”) (HKEx: 2618), a consolidated subsidiary of JD.com, has entered into an investment agreement, pursuant to which JD Logistics has agreed to issue 150,500,000 of its common shares to a group of third-party investors for a aggregate purchase price of approximately US$398 million in an offering (the “JDL Placement”). At the same time, JD.com, through its wholly owned subsidiary (the “JD entity”), entered into a subscription agreement with JD Logistics, pursuant to which the JD Entity agreed to subscribe, and JD Logistics agreed to issue, 261,400,000 common shares of JD Logistics, at the same price per share for the JDL Placement, for an aggregate purchase price of approximately US$692 million in cash (the “JD Subscription”).

The JDL Placement and the JD Subscription are not cross-conditional, and both are subject to certain customary closing conditions, including the approval of the Hong Kong Stock Exchange Limited (the “Hong Kong Stock Exchange”) for the listing of the newly issued shares, and the closing conditions of the JD Subscription also include the approval of the independent shareholders of JD Logistics.

There can be no assurance that any of the proposed transactions will be completed. See “Safe Harbor Statement” below for risks and uncertainties relating to the proposed transactions, including risks and uncertainties about the timing of the completion of the transactions and the risk that certain conditions to the closing of the transactions will not be satisfied. timely, or at all.

Upon completion of the JDL Placement and JD Subscription, JD.com, through the JD Entity, will maintain its ownership interest in JD Logistics at approximately 63.5% and continue to consolidate the financial results of JD Logistics in its financial state.

About JD.com

JD.com is a leading provider of supply chain-based technologies and services. JD.com’s state-of-the-art retail infrastructure is designed to enable consumers to buy what they want, when and where they want. JD.com has opened its technology and infrastructure to partners, brands and other industries, as part of its retail-as-a-service offering to help drive productivity and innovation across a range of industries.

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are made pursuant to the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified by words such as “will”, “expect”, “anticipate” , “future”, “intends”, “plans”, “believes”, “estimates”, “confident” and similar statements. JD.com may also make written or oral forward-looking statements in its periodic reports to the United States Securities and Exchange Commission (the “SECOND”), in announcements made on the website of the Hong Kong Stock Exchange, 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 statements, including, but not limited to, the following: risk and uncertainties as to the timing of transactions; the risk that certain conditions to the closing of transactions will not be satisfied in a timely manner, if at all; potential adverse effects or changes in business relationships resulting from the announcement or completion of the transactions; adverse changes in general economic or market conditions; the actions of third parties, including government agencies, that may adversely affect the proposed transactions; JD.com’s growth strategies; its future business development, results of operations and financial condition; its ability to attract and retain new customers and increase revenue from repeat customers; its expectations regarding market demand and acceptance of its products and services; trends and competition in the Chinese e-commerce market; variations in its revenues and certain cost or expense items; the expected growth of the Chinese e-commerce market; laws, regulations and governmental policies relating to the industries in which JD.com or its business partners operate; potential changes in governmental laws, regulations, and policies or changes in the interpretation and implementation of governmental laws, regulations, and policies that could adversely impact the industries in which JD.com or its business partners operate, including , among others, initiatives to improve the supervision of companies listed on a foreign stock exchange and tighten control over privacy and data security; risks associated with JD.com’s acquisitions, investments and alliances, including fluctuations in the market value of JD.com’s investment portfolio; impact of the COVID-19 pandemic; natural disasters and geopolitical events; changes in tax rates and financial risks; intensity of competition; and general market and economic conditions in China and around the world. Further information regarding these and other risks is included in JD.com’s filings with the SEC and announcements on the Hong Kong Stock Exchange’s website. All information provided herein is as of the date of this announcement, and JD.com undertakes no obligation to update any forward-looking statements except as required by applicable law.

For investor and media inquiries, please contact:

JD.com

Investor Relations
Ms Ruiyu Li
+86 (10) 8912-6805
Email: [email protected]