Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Mar. 15, 2024 | Jun. 30, 2023 | |
Document and Entity Information | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Document Transition Report | false | ||
Entity File Number | 001-35147 | ||
Entity Registrant Name | Moatable, Inc. | ||
Entity Incorporation, State or Country Code | E9 | ||
Entity Tax Identification Number | 00-0000000 | ||
Entity Address, Address Line One | 45 West Buchanan Street, | ||
Entity Address, City or Town | Phoenix | ||
Entity Address, State or Province | AZ | ||
Entity Address, Postal Zip Code | 85003 | ||
City Area Code | 833 | ||
Local Phone Number | 258-7482 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Interactive Data Current | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | false | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 11.8 | ||
Entity Central Index Key | 0001509223 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Auditor Name | Marcum Asia CPAs LLP | ||
Auditor Firm ID | 5395 | ||
Auditor Location | New York, NY | ||
ADS | |||
Document and Entity Information | |||
Title of 12(b) Security | American depositary shares, each representing 45 Class A ordinary shares | ||
Trading Symbol | MTBL | ||
Security Exchange Name | NYSE | ||
Class A ordinary shares | |||
Document and Entity Information | |||
Title of 12(b) Security | Class A ordinary shares, par value $0.001 per share* | ||
Trading Symbol | MTBL | ||
Security Exchange Name | NYSE | ||
Entity Common Stock, Shares Outstanding | 639,122,365 | ||
Class B ordinary shares | |||
Document and Entity Information | |||
Entity Common Stock, Shares Outstanding | 170,258,970 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | ||
Current assets | ||||
Cash and cash equivalents | $ 33,913 | $ 27,960 | [1] | |
Restricted cash | 5,056 | |||
Short-term investments | 0 | 24,004 | [1] | |
Accounts receivable, net | 2,603 | 2,054 | [1] | |
Inventories | [1] | 19 | ||
Amounts due from related parties | 684 | 715 | [1] | |
Prepaid expenses and other current assets, net | 3,928 | 3,418 | [1] | |
Stipulation disbursement receivable | [1] | 2,630 | ||
Total current assets | 46,184 | 60,800 | [1] | |
Non-current assets | ||||
Property and equipment, net | 6,157 | 5,547 | [1] | |
Intangible assets, net | 727 | 2,425 | [1] | |
Goodwill | 0 | 547 | [1] | |
Long-term investments | 15,733 | 25,768 | [1] | |
Right-of-use assets | 744 | 400 | [1] | |
Other non-current assets | 155 | 169 | [1] | |
Total non-current assets | 23,516 | 34,856 | [1] | |
TOTAL ASSETS | 69,700 | 95,656 | [1] | |
Current liabilities | ||||
Accounts payable | 2,064 | 1,570 | [1] | |
Accrued expenses and other current liabilities | 10,557 | 11,720 | [1] | |
Operating lease liabilities - current | 461 | 301 | [1] | |
Amounts due to related parties | 655 | 662 | [1] | |
Deferred revenue | 4,322 | 4,323 | [1] | |
Income tax payable | 3,381 | 10,366 | [1] | |
Total current liabilities | 21,440 | 28,942 | [1] | |
Non-current liabilities | ||||
Operating lease liabilities - non-current | 189 | |||
Total non-current liabilities | 189 | |||
TOTAL LIABILITIES | 21,629 | 28,942 | [1] | |
Commitments and contingencies | [1] | |||
Shareholders' equity | ||||
Treasury stock | (2,002) | |||
Additional paid in capital | 782,365 | 779,002 | [1] | |
Accumulated deficit | (716,315) | (697,299) | [1] | |
Statutory reserves | 6,712 | 6,712 | [1] | |
Accumulated other comprehensive loss | (8,778) | (8,951) | [1] | |
Total Moatable, Inc. shareholders' equity | 62,760 | 80,602 | [1] | |
Non-controlling interest | (14,689) | (13,888) | [1] | |
Total equity | 48,071 | 66,714 | [1] | |
TOTAL LIABILITIES AND EQUITY | 69,700 | 95,656 | [1] | |
Class A ordinary shares | ||||
Shareholders' equity | ||||
Ordinary shares | 608 | 833 | [1] | |
Class B ordinary shares | ||||
Shareholders' equity | ||||
Ordinary shares | $ 170 | $ 305 | [1] | |
[1]See Note 2. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Class A ordinary shares | ||
Ordinary shares, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Ordinary shares, shares authorized (in shares) | 3,000,000,000 | 3,000,000,000 |
Ordinary shares, shares issued (in shares) | 607,424,941 | 832,736,562 |
Ordinary shares, shares outstanding (in shares) | 550,232,776 | |
Class B ordinary shares | ||
Ordinary shares, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Ordinary shares, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Ordinary shares, shares issued (in shares) | 305,388,450 | 305,388,450 |
Ordinary shares, shares outstanding (in shares) | 170,258,970 | 305,388,450 |
Number of shares into which each Class B ordinary share is convertible | 1 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
Revenues: | |||
Total revenues | $ 52,073 | $ 45,808 | |
Cost of revenues: | |||
Total cost of revenues | 11,212 | 10,410 | |
Gross profit | 40,861 | 35,398 | |
Operating expenses | |||
Selling and marketing | 18,750 | 19,624 | |
Research and development | 18,358 | 16,187 | |
General and administrative | 12,599 | 14,788 | |
Impairment of goodwill | 395 | 0 | |
Impairment of intangible asset | 1,500 | 962 | |
Total operating expenses | 51,602 | 51,561 | |
Loss from operations | (10,741) | (16,163) | |
Other income, net | 2,416 | 3,169 | |
Loss from fair value change of a long-term investment | (7,715) | (10,422) | |
Impairment of long-term investments without readily determinable fair values | (44,474) | ||
Provision of restricted cash | (50) | ||
Interest income | 1,635 | 602 | |
Interest expense | (25) | ||
Loss before provision of income tax and loss in equity method investments and noncontrolling interest, net of tax | (14,405) | (67,363) | |
Income tax benefits | 6,712 | 2,342 | |
Loss before loss in equity method investments and noncontrolling interest, net of tax | (7,693) | (65,021) | |
Impairment on and loss in equity method investments, net of tax | (2,218) | (13,061) | |
Net loss | (9,911) | (78,082) | [1] |
Net loss attributable to non-controlling interests | (919) | (1,174) | |
Net loss attributable to Moatable Inc. | $ (8,992) | $ (76,908) | |
Net loss per share attributable to Moatable Inc. shareholders: | |||
Basic | $ (0.009) | $ (0.068) | |
Diluted | $ (0.009) | $ (0.068) | |
Weighted average number of shares used in calculating net loss per share attributable to Moatable Inc. shareholders: | |||
Basic | 953,320,487 | 1,133,947,967 | |
Diluted | 953,320,487 | 1,133,947,967 | |
SaaS revenue | |||
Revenues: | |||
Total revenues | $ 51,918 | $ 45,309 | |
Cost of revenues: | |||
Total cost of revenues | 10,876 | 10,036 | |
Other services | |||
Revenues: | |||
Total revenues | 155 | 499 | |
Cost of revenues: | |||
Total cost of revenues | $ 336 | $ 374 | |
[1]See Note 2. |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | [1] | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS | |||
Net income | $ (9,911) | $ (78,082) | |
Other comprehensive income (loss), net of tax | |||
Foreign currency translation, net of nil income taxes | (165) | 964 | |
Net unrealized gain on available-for-sale investments, net of nil income taxes for the year ended December 31, 2022 and 2023, respectively | 0 | 26 | |
Other comprehensive income (loss) | (165) | 990 | |
Comprehensive loss | (10,076) | (77,092) | |
Less: total comprehensive loss attributable to noncontrolling interest | (1,257) | (1,263) | |
Comprehensive loss attributable to Moatable Inc. | $ (8,819) | $ (75,829) | |
[1]See Note 2. |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS | ||
Foreign currency translation, net of income taxes | $ 0 | $ 0 |
Net unrealized gain on available-for-sale investments, net of tax | $ 0 | $ 0 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Thousands | Class A ordinary shares Ordinary shares | Class A ordinary shares Treasury stock | Class A ordinary shares Accumulated deficit | Class A ordinary shares Total Moatable Inc.'s equity (deficit) | Class A ordinary shares | Class B ordinary shares Ordinary shares | Class B ordinary shares Accumulated deficit | Class B ordinary shares Total Moatable Inc.'s equity (deficit) | Class B ordinary shares | Treasury stock | Additional paid-in capital | Accumulated deficit | Statutory reserves | Accumulated other comprehensive loss | Total Moatable Inc.'s equity (deficit) | Non-controlling interest | Total | |
Balance at Dec. 31, 2021 | $ 816 | $ 305 | $ 772,207 | $ (620,391) | $ 6,712 | $ (10,012) | $ 149,637 | $ (12,625) | $ 137,012 | |||||||||
Balance (in shares) at Dec. 31, 2021 | 815,936,577 | 305,388,450 | ||||||||||||||||
Increase (Decrease) in Shareholders' Equity | ||||||||||||||||||
Stock-based compensation | 3,992 | 3,992 | 3,992 | |||||||||||||||
Dividend from stipulation settlement | 2,630 | 2,630 | 2,630 | |||||||||||||||
Unrealized loss on short-term investments | 26 | 26 | 26 | [1] | ||||||||||||||
Other comprehensive income (loss) | 1,035 | 1,035 | (89) | 946 | ||||||||||||||
Exercise of share option and restricted shares vesting | $ 17 | 173 | 190 | 190 | ||||||||||||||
Exercise of share option and restricted shares vesting (in shares) | 16,799,985 | |||||||||||||||||
Net loss | (76,908) | (76,908) | (1,174) | (78,082) | ||||||||||||||
Balance at Dec. 31, 2022 | $ 833 | $ 305 | 779,002 | (697,299) | 6,712 | (8,951) | 80,602 | (13,888) | 66,714 | [1] | ||||||||
Balance (in shares) at Dec. 31, 2022 | 832,736,562 | 305,388,450 | ||||||||||||||||
Increase (Decrease) in Shareholders' Equity | ||||||||||||||||||
Stock-based compensation | 2,525 | 2,525 | 442 | 2,967 | ||||||||||||||
Unrealized loss on short-term investments | 0 | |||||||||||||||||
Other comprehensive income (loss) | 173 | 173 | (338) | $ (165) | ||||||||||||||
Repurchase of ordinary shares | $ (270) | $ (2,002) | $ (5,975) | $ (8,247) | $ (8,247) | $ (135) | $ (3,211) | $ (3,346) | $ (3,346) | |||||||||
Repurchase of ordinary shares (in shares) | (270,258,971) | (57,192,165) | (135,129,480) | 1,270,937 | ||||||||||||||
Reclassification of additional paid in capital | 838 | (838) | ||||||||||||||||
Exercise of share option and restricted shares vesting | $ 45 | 45 | 14 | $ 59 | ||||||||||||||
Exercise of share option and restricted shares vesting (in shares) | 44,947,350 | |||||||||||||||||
Net loss | (8,992) | (8,992) | (919) | (9,911) | ||||||||||||||
Balance at Dec. 31, 2023 | $ 608 | $ 170 | $ (2,002) | $ 782,365 | $ (716,315) | $ 6,712 | $ (8,778) | $ 62,760 | $ (14,689) | $ 48,071 | ||||||||
Balance (in shares) at Dec. 31, 2023 | 607,424,941 | 170,258,970 | (57,192,165) | |||||||||||||||
[1]See Note 2. |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
Cash flows from operating activities: | |||
Net income | $ (9,911) | $ (78,082) | [1] |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Share-based compensation expense | 2,967 | 3,992 | |
Impairment on and loss in equity method investments | 2,218 | 13,061 | |
Amortization of the right-of-use assets | 493 | 721 | |
Depreciation and amortization | 437 | 756 | |
Impairment on goodwill | 395 | 0 | |
Impairment on long-term investment without readily determinable fair values | 44,474 | ||
Impairment on intangible asset | 1,500 | 962 | |
Fair value change on long-term investment | 7,715 | 10,422 | |
Reversal of tax payable | (8,767) | (2,342) | |
Loss from disposal of subsidiaries | 308 | ||
Provision for credit loss | 311 | ||
Changes in operating assets and liabilities: | |||
Accounts receivable | (702) | (432) | |
Prepaid expenses and other current assets | (640) | 2,853 | |
Inventory | 19 | 339 | |
Other non-current assets | 4 | ||
Accounts payable | 491 | (85) | |
Amounts due from/to related parties | (2) | (2) | |
Accrued expenses and other current liabilities | (52) | (404) | |
Deferred revenue | (1) | 1,701 | |
Operating lease liabilities | (509) | (700) | |
Income tax payable | 563 | (1,060) | |
Net cash used in operating activities | (3,167) | (3,822) | |
Cash flows from investing activities: | |||
Payment for acquisition of subsidiaries, net of cash acquired | (1,836) | ||
Redemption of short-term investments | 24,004 | ||
Dividend received from equity investment | 52 | ||
Purchase of short-term investments | (24,030) | ||
Proceeds from disposal of equipment and property | 1 | ||
Purchases of property and refurbishment construction | (927) | (5,537) | |
Purchases of intangible assets | (96) | (2,078) | |
Net cash (used in) provided by investing activities | 23,034 | (33,481) | |
Cash flows from financing activities: | |||
Proceeds from exercise of share options | 59 | 190 | |
Ordinary share buyback | (11,593) | ||
Dividend received from stipulation settlement | 2,630 | ||
Repayment of borrowings | (1,644) | ||
Net cash used in financing activities | (8,904) | (1,454) | |
Net (decrease) increase in cash and cash equivalents and restricted cash | 10,963 | (38,757) | |
Cash and cash equivalents and restricted cash at beginning of year | 27,960 | 65,247 | |
Effect of exchange rate changes | 46 | 1,470 | |
Cash and cash equivalents and restricted cash at end of year | 38,969 | 27,960 | |
Supplemental schedule of cash flows information: | |||
Interest paid | 25 | ||
Income taxes paid | 162 | ||
Schedule of non-cash activities: | |||
Obtaining right-of-use assets in exchange for operating lease liabilities | $ 933 | $ 233 | |
[1]See Note 2. |
ORGANIZATION AND PRINCIPAL ACTI
ORGANIZATION AND PRINCIPAL ACTIVITIES | 12 Months Ended |
Dec. 31, 2023 | |
ORGANIZATION AND PRINCIPAL ACTIVITIES | |
ORGANIZATION AND PRINCIPAL ACTIVITIES | 1. Moatable, Inc. was incorporated in the Cayman Islands. Moatable, Inc., which includes its consolidated subsidiaries, variable interest entity (“VIE”) and VIE’s subsidiaries (collectively referred to as the “Company”) operate two SaaS businesses, Lofty and Trucker Path. Lofty offers an all-in-one real estate sales acceleration and client lifecycle management platform that allows real estate professionals to obtain and nurture leads, close transactions, and retain their clients. Trucker Path provides trip planning, navigation, freight sourcing, and a marketplace that offers truckers goods and services to operate their businesses. The Company’s SaaS businesses currently generate 100% of their revenue from the U.S. market and comprise the majority of the revenue. As of December 31, 2023, Moatable, Inc.’s major subsidiaries, VIE and VIE’s subsidiaries are as follows: Later of date Percentage of of incorporation Place of legal ownership Principal Name of Subsidiaries or acquisition incorporation by Moatable, Inc. activities Subsidiaries: Lofty, Inc.(“Lofty“) September 7, 2012 Delaware, USA 77.8 % SaaS business Trucker Path, Inc. (“Trucker Path”) December 28, 2017 USA 77.8 % SaaS business Lucrativ Inc. January 22, 2018 USA 100 % SaaS business Renren Giantly Philippines Inc. March, 2018 Philippines 100 % SaaS business Qianxiang Shiji Technology Development (Beijing) Co., Ltd. (“Qianxiang Shiji”) March 21, 2005 PRC 100 % Investment holding Variable Interest Entity: Beijing Qianxiang Tiancheng Technology Development Co., Ltd. (“Qianxiang Tiancheng”) October 28, 2002 PRC N/A Internet business Subsidiaries of Variable Interest Entity: Beijing Qianxiang Wangjing Technology Development Co., Ltd. (“Qianxiang Wangjing”) November 11, 2008 PRC N/A Internet business Shandong Jieying Huaqi Automobile Service Co., Ltd (“Shandong Jieying”) July 20, 2017 PRC N/A Internet business The VIE arrangements PRC regulations limit direct foreign ownership of business entities providing value-added telecommunications services, online advertising services and internet services in the PRC where certain licenses are required for the provision of such services. Although the Company no longer operates businesses requiring the VIE, historically, the Company provided online advertising, Internet value-added services (“ IVAS”), and internet finance services through its VIE. Qianxiang Tiancheng, which is referred to as the “VIE”. Qianxiang Shiji (“WFOE”), the Company’s Wholly Foreign-Owned Enterprise, entered into a series of contractual arrangements, including: (1) Power of Attorney; (2) Business Operation Agreements; (3) Exclusive Equity Option Agreement; (4) Spousal Consent Agreement; (5) Exclusive Technical and Consulting Services Agreement; (6) Intellectual Property Licenses Agreement; (7) Loan Agreements, and (8) Equity Interest Pledge Agreement with the VIE that enable the Company to (1) have power to direct the activities that most significantly affects the economic performance of the VIE, and (2) receive the economic benefits of the VIE that could be significant to the VIE. Accordingly, the WFOE is considered the primary beneficiary of the VIE and has consolidated the VIE’s financial results of operations, assets and liabilities in the Company’s consolidated financial statements. In making the conclusion that the Company is the primary beneficiary of the VIE, the Company believes the Company’s rights under the terms of the exclusive option agreement and power of attorney are substantive as they relate to operating matters, which provide the Company with a substantive kick-out right. 1. More specifically, the Company believes the terms of the contractual agreements are valid, binding, and enforceable under PRC laws and regulations currently in effect. In particular, the Company believes that the minimum amount of consideration permitted by the applicable PRC law to exercise the exclusive option does not represent a financial barrier or disincentive for the Company to exercise its rights under the exclusive option agreement. A simple majority vote of the Company’s board of directors is required to pass a resolution to exercise the Company’s rights under the exclusive option agreement, for which the consent from Mr. Joe Chen, who holds the most voting interests in the Company and is also the Company’s chairman and CEO, is not required. The Company’s rights under the exclusive option agreement give the Company the power to control the shareholders of the VIE and thus the power to direct the activities that most significantly impact the VIE’s economic performance. In addition, the Company’s rights under powers of attorney also reinforce the Company’s abilities to direct the activities that most significantly impact the VIE’s economic performance. The Company also believes that this ability to exercise control ensures that the VIE will continue to execute and renew service agreements that benefit the Company, currently largely comprised of Research and Development services to the Company’s SaaS businesses. By charging service fees at the sole discretion of the Company, and by ensuring that service agreements are executed and renewed indefinitely, the Company has the right to receive substantially all of the economic benefits from the VIE. The VIE and its subsidiaries hold the requisite licenses and permits necessary to conduct the Company’s business in PRC under the current business arrangements. The contractual agreements below provide the Company with the power to direct the activities that most significantly affect the economic performance of the VIE and enable the Company to receive substantially all of economic benefits and absorb the losses of the VIE. (1) Power of Attorney: (2) Business Operations Agreement: The terms of the business operations agreements for Qianxiang Tiancheng are ten years and will be extended automatically for another ten years unless the WFOE provide a 30day advance written notice to the VIE and to each of the VIE’s shareholders requesting not to extend the term three months prior to the expiration dates of December 22, 2020. The agreements were extended for another ten years, through December 21, 2030. Neither the VIE nor any of the VIE’s shareholders may terminate the agreements during the terms or the extensions of the terms. (3) Exclusive Equity Option Agreement: Without the WFOE’s consent, the VIE’s shareholders shall not transfer, donate, pledge, or otherwise dispose their equity shareholdings in the VIE in any way. The equity option agreement will remain in full force and effect until the earlier of: (i) the date on which all of the equity interests in the VIE have been acquired by the respective WFOE or its designated representative(s); or (ii) the receipt of the 30-day advance written termination notice issued by the respective WFOE to the shareholders of the VIE. The term of these agreements will be automatically renewed upon the extension of the term of the relevant exclusive equity option agreement. 1. (4) Spousal Consent Agreement: (5) Exclusive Technical and Consulting Services Agreement: The term of each agreement is ten years and extends automatically for another ten years unless terminated by the WFOE. The WFOE can terminate the agreement at any time by providing a 30 day prior written notice. Qianxiang Tiancheng is not permitted to terminate the agreements prior to the expiration of the terms by December 21, 2030, unless the WFOE fails to comply with any of their obligations under this agreement and such breach makes the WFOE unable to continue to perform the agreements. (6) Intellectual Property License Agreement: The term of the agreement will be extended for another five years with both parties’ consent. The WFOE may terminate the agreement at any time by providing a 30-day prior written notice. Any party may terminate the agreement immediately with written notice to the other party if the other party materially breaches the relevant agreement and fails to cure its breach within 30 days from the date it receives the written notice specifying its breach from the non-breaching party. The parties will review the agreement every three months and determine if any amendment is needed. (7) Loan Agreements: (8) Equity Interest Pledge Agreement: The equity interest pledge is effective and will expire on the earlier of: (i) the date on which the VIE and their shareholders have fully performed their obligations under the loan agreements, the exclusive technical service agreement, the intellectual property right license agreement, and the equity option agreements; (ii) the enforcement of the pledge by the WFOE pursuant to the terms and conditions under this agreement to fully satisfy its rights under such agreements; or (iii) the completion of the transfer of all equity interests of the VIE by the shareholders of the VIE to another individual or legal entity designated by the WFOE pursuant to the equity option agreement and no equity interests of the VIE are held by such shareholders. 1. The following financial statement balances and amounts of the Company’s VIE were included in the accompanying consolidated financial statements after elimination of intercompany balances and transactions between the offshore companies, WFOE, VIE and VIE’s subsidiaries. As of December 31, 2022 and 2023, the balance of the amounts payable by the VIE and its subsidiaries to the WFOE related to the service fees were nil. As of December 31, 2022 2023 Cash and cash equivalents $ 1,210 $ 3,050 Accounts receivable 98 638 Prepaid expenses and other current assets 1,221 190 Amounts due from related parties, net 715 684 Total current assets 3,244 4,562 Property and equipment, net 82 79 Long-term investments 4,047 1,308 Right-of-use assets — 578 Other non-current assets 27 474 Total non-current assets 4,156 2,439 Total assets $ 7,400 $ 7,001 Accounts payable $ 111 $ 109 Accrued expenses and other current liabilities 8,154 8,005 Operating lease liabilities - current 214 375 Payable to investors 15 — Amounts due to related parties 662 631 Income tax payable 1,474 2,626 Total current liabilities 10,630 11,746 Operating lease liabilities - non-current — 131 Total non-current liabilities — 131 Total liabilities $ 10,630 $ 11,877 For the Years Ended December 31, 2022 2023 Revenues $ 107 $ 98 Net loss $ (54,709) $ (10,339) For the Years Ended December 31, 2022 2023 Net cash (used in) provided by operating activities $ (1,170) $ 1,902 Net cash used in investing activities $ — $ (62) Net cash used in financing activities $ — $ — 1. There are no consolidated VIE assets that are collateral for the VIE obligations and can only be used to settle the VIE obligations. There are no creditors (or beneficial interest holders) of the VIE that have recourse to the general credit of the Company or any of its consolidated subsidiaries. However, if the VIE ever need financial support, the Company or its subsidiaries may, at its option and subject to statutory limits and restrictions, provide financial support to its VIE through loans to the shareholders of the VIE or entrustment loans to the VIE. Relevant PRC laws and regulations restrict the VIE from transferring a portion of its net assets, equivalent to the balance of its statutory reserve and its share capital, to the Company in the form of loans and advances or cash dividends. Please refer to Note 17 for disclosure of restricted net assets. |
REVISION TO PRIOR PERIOD FINANC
REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS | 12 Months Ended |
Dec. 31, 2023 | |
REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS | |
REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS | 2. REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS Subsequent to the filing of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 with the SEC (the “2022 Form 10-K”), management of the Company discovered that the Company’s share of loss in the equity investment of Beijing Fenghou Tianyuan Investment and Management Center L.P. (“FHTY”) was different than the amount previously included in its consolidated financial statements as of and for the year ended December 31, 2022. The difference was discovered upon receipt of additional financial information made available by FHTY following the filing of our Audited financial statements that showed impairments on certain investments held by FHTY as of December 31, 2022. The differences resulted from a change in fair value of certain investments held by FHTY for which the Company would have picked up a loss in the amount of $1.6 million had the Company known of the impairments or had a policy in place to incorporate lag reporting for equity method investments. Additionally, in connection with the settlement of the shareholder derivative lawsuit, the Company received a one-time dividend of US$2.6 million on January 20, 2023 for ADSs that were held by the Company as of the payment date to settle tax withholdings for ADSs issued to participants under the Company’s share incentive plans. The Company concluded that the one-time dividend should have been recorded in the consolidated financial statements for the year ended December 31, 2022. The subsequent event provides a basis to estimate and record the dividend as of December 31, 2022 since the matter was ultimately settled on January 20, 2023 and prior to the filing of the consolidated financial statements for the year ended December 31, 2022 included in its Form 10-K. In accordance with Staff Accounting Bulletin (“SAB”) No. 99, “Materiality,” and SAB No. 108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements,” the Company evaluated the adjustments detailed above, and determined the related impact did not materially misstate its consolidated financial statements as of and for the year ended December 31, 2022. Although the Company concluded that the misstatement was not material to its consolidated financial statements as of and for the year ended December 31, 2022, the Company has determined it was appropriate to adjust its consolidated balance sheets as of December 31, 2022, consolidated statement of operations and consolidated statements of cashflows for the year ended December 31, 2022 on a prospective basis to provide appropriate context to stakeholders within comparative financial statements as of and for the year ended December 31, 2023. The following are the relevant line items from the Company’s consolidated balance sheet as of December 31, 2022, consolidated statement of operations and consolidated statements of cashflows for the year ended December 31, 2022, which illustrate the effect of the adjustments to the periods presented: 2 REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS - CONTINUED Selected consolidated balance sheets information as of December 31, 2022 As previously reported Adjustment As adjusted Assets Stipulation disbursement receivable — 2,630 2,630 Total current assets 58,170 2,630 60,800 Long-term investment 27,450 (1,682) 25,768 Total Assets 94,708 948 95,656 Shareholders’ equity Accumulated deficit (695,635) (1,664) (697,299) Additional paid-in capital 776,372 2,630 779,002 Accumulated other comprehensive loss (8,933) (18) (8,951) Total Moatable, Inc. shareholders’ equity 79,654 948 80,602 Selected consolidated statements of comprehensive loss information for the year ended December 31, 2022 As previously reported Adjustment As adjusted Impairment on and loss in equity method investments, net of tax (11,397) (1,664) (13,061) Net loss (76,418) (1,664) (78,082) Net loss attributable to Moatable Inc. (75,244) (1,664) (76,908) Selected consolidated statements of cash flows information for the year ended December 31, 2022 As previously reported Adjustment As adjusted Net loss (76,418) (1,664) (78,082) Adjustments to reconcile net loss to net cash used in operating activities: Loss in equity method investments 11,397 1,664 13,061 Net cash used in operating activities (3,822) — (3,822) |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3. (a). Basis of presentation The consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). (b). Liquidity The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. For the years ended December 31, 2022 and 2023, the Company incurred a loss from operations of $16,163 and $10,741, and used cash of $3,822 and $3,167 in operating activities, respectively. As of December 31, 2023, the Company had cash and cash equivalents of $33,913, excluding the restricted cash, and a working capital of $24,744. The Company assessed that it has the ability to continue as a going concern for the next 12 months following the issuance date of these financial statements. 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED (c). Principles of consolidation The consolidated financial statements of the Company include the financial statements of Moatable, Inc., its subsidiaries, its VIE and VIE’s subsidiaries. All inter-company transactions and balances are eliminated upon consolidation. (d). Reclassifications Certain reclassifications have been made to the Company’s consolidated statements of cash flow of prior period to conform to current year reporting classifications. (e). Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the reported amounts of revenues and expenses in the financial statements and accompanying notes. Significant accounting estimates reflected in the Company’s consolidated financial statements include, but are not limited to, allowance for doubtful accounts, the fair value of share-based compensation awards, the realization of deferred income tax assets, impairment of goodwill and long-lived assets, and impairment of long-term investments. (f). Business combination Business combinations are recorded using the acquisition method of accounting. The assets acquired, the liabilities assumed, and any non-controlling interests of the acquiree at the acquisition date, if any, are measured at their fair values as of the acquisition date. Goodwill is recognized and measured as the excess of the total consideration transferred plus the fair value of any non-controlling interest of the acquiree and fair value of previously held equity interest in the acquiree, if any, at the acquisition date over the fair values of the identifiable net assets acquired. Common forms of the consideration made in acquisitions include cash and common equity instruments. Consideration transferred in a business acquisition is measured at the fair value as of the date of acquisition. Acquisition-related expenses and restructuring costs are expensed as incurred. (g). Cash and cash equivalents Cash and cash equivalents include cash on hand and all highly liquid investments purchased with original stated maturity of 90 days or less. (h). Restricted cash Restricted cash is the cash deposits pledged as security for the debt borrowings which are expected to be released in accordance with the debt agreement. The restriction will lapse when the related debt agreement is paid off. The restricted cash represents cash deposited into bank accounts which is not expected to be released within the next twelve months. The cash deposits pledged as security were $9,159 and nil as of December 31, 2022 and 2023. The restricted cash balances represent cash deposits pledged as security for debt borrowing of Kaixin Auto Holdings, consolidated by the Company before June 2021, or Kaixin, a Cayman Islands company whose shares are listed on the Nasdaq Capital Market (NASDAQ: KXIN) and its subsidiary (“Kaixin Subsidiary”), under an irrevocable standby letter of credit (“SBLC”) issued by East West Bank. The letter of credit secured a loan of RMB40,000 (“Kaixin RMB Loan”) and loan of $2,000 (“Kaixin USD Loan”). The guarantees matured in March 2023 and August 2023, the Company has concluded the possibility of the Kaixin and Kaixin Subsidiary repaying the loans when due is remote and therefore, the Company will be required to extend the guarantee or pay the debt on their behalf. The Company has, therefore, recorded a full provision for the value of the guarantee. 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED On June 1, 2023, East West Bank assigned to the Company all of the its rights, title, and interest in and to the Kaixin USD Loan for a total consideration of approximately US$2,000. The Kaixin USD Loan was guaranteed by the letter of credit and secured by the pledged cash. The Company consequently used part of the pledged cash to purchase the Kaixin USD Loan. The Company is evaluating its options to pursue recovery from Kaixin after the assignment but considers any recovery remote. East West Bank had claimed approximately US$5,870 under the SBLC in connection with Kaixin’s default, through Kaixin Subsidiary, of the Kaixin RMB Loan. In December, 2023, the Company reimbursed East West Bank for the full amount of the claim. As a result, East and West Bank released the remaining restricted cash and made them available to the Company as unrestricted cash for operation, and the Company recorded a gain related to the unrestricted cash of $1,151. On August 28, 2023, the Company entered into an Escrow Agreement with U.S. Bank National Association to enhance directors and officers’ insurance coverage. The Company set aside $5,000 restricted cash into an escrow account with U.S. Bank as required by the contractual agreement with U.S. Bank National Association. As of December 31, 2022 2023 Restricted cash $ 9,159 $ 5,056 Less: Provision of restricted cash (9,159) — Restricted cash, net — 5,056 (i). Short-term investments Short-term investments, which are comprised of corporate bonds/notes and US treasuries, are accounted for in accordance with ASC 320, “Investments – Debt and Equity Securities” (“ASC 320”). The Company considers all of its securities for which there is a determinable fair market value, and there are no restrictions on the Company’s ability to sell within the next 12 months, as available for sale. Available-for-sale securities are carried at fair value, with unrealized gains and losses reported as a component of stockholders’ equity. Available-for-sale securities as of December 31, 2022 and 2023 were$24,004, and nil, respectively. For the years ended December 31, 2022 and 2023, the change in fair value of available-for-sale securities was recognized in other comprehensive loss amounting to $26, and nil, respectively. (j). Fair value measurements Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability. Authoritative literature provides a fair value hierarchy, which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The level in the hierarchy within which the fair value measurement in its entirety falls is based upon the lowest level of input that is significant to the fair value measurement as follows: Level 1-inputs are based upon unadjusted quoted prices for identical assets or liabilities traded in active markets. Level 2-inputs are based upon quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3-inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED Accounting guidance also describes three main approaches to measuring the fair value of assets and liabilities: (1) market approach; (2) income approach and (3) cost approach. The market approach uses prices and other relevant information generated from market transactions involving identical or comparable assets or liabilities. The income approach uses valuation techniques to convert future amounts to a single present value amount. The measurement is based on the value indicated by current market expectations about those future amounts. The cost approach is based on the amount that would currently be required to replace an asset. Financial assets and liabilities of the Group primarily consist of cash and cash equivalents, restricted cash, short-term investment, other receivables included in prepaid expenses and other current assets, amount due from related parties, long-term investment, accounts payable, other payables included in accrued expenses and other current liabilities, amount due to related parties and operating lease liabilities. Cash and cash equivalents and restricted cash approximated fair value and represented a level 1 measurement. Short-term investments were comprised of corporate bonds/notes and U.S. treasuries with determinable fair market value, and thus represented a level 1 measurement. Equity investments without readily determinable fair values represented a level 3 measurement considering inputs are unobservable and reflect management’s estimates of assumptions that market participants use in pricing the investments. Equity investments with readily determinable fair values represented a level 1 measurement considering the investment is in publicly-traded company and pricing information is provided on an ongoing basis. The carrying amounts of other current financial assets and liabilities approximate their fair values due to the short-term maturity. The carrying amount of non-current liabilities including operating lease liabilities approximates their fair value as the related interest rates approximate market rates for similar debt instruments of comparable maturities. (k). Investments Equity method investments Equity investment in common stock or in-substance common stock of an entity where the Company can exercise significant influence, but not control, is accounted for using the equity method. Significant influence is generally considered to exist when the Company has an ownership interest in the voting stock of the investee between 20% and 50%.Other factors, such as representation on the investee’s board of directors, voting rights, the impact of commercial arrangements, and the extent to which the Company guarantees the investee’s obligations and is committed to provide additional funding are also considered in determining whether the equity method of accounting is appropriate. An investment in in-substance common stock is an investment in an entity that has risk and reward characteristics that are substantially similar to that entity’s common stock. The Company considers subordination, risks and rewards of ownership, and the existence of obligations to transfer value when determining whether an investment in an entity is substantially similar to an investment in that entity’s common stock. Under the equity method, the investment is initially recorded at cost and subsequently adjusted for the Company’s share of undistributed earnings or losses of the investee. When the Company’s carrying value in an equity method investee company is reduced to zero, no further losses are recorded in the Company’s consolidated financial statements unless the Company guaranteed obligations of the affiliated company or has committed additional funding. When the affiliated company subsequently reports income, the Company will not record its share of such income until it exceeds the amount of its share of losses not previously recognized. The Company recorded impairment losses on equity method investments of nil, and $2,132 in the impairment on and loss in equity method investments, net of tax in the consolidated statements of operations for the years ended December 31, 2022 and 2023, respectively. 3. Equity Investments with Readily Determinable Fair Values Equity investments with readily determinable fair values is investment in publicly-traded company for which the Company does not exercise significant influence and are measured at fair value based on the respective closing stock price at the period end date. Equity investments with readily determinable fair values are classified within Level 1 in the fair value hierarchy as the valuation can be obtained from real-time quotes in active markets. Subsequent changes in fair value are recognized in net gain (loss) on investments on the consolidated statements of operations. The Company recorded loss from fair value changes of long-term investments of $10,422 and $7,715 for the years ended December 31, 2022 and 2023, respectively. Equity Investments without Readily Determinable Fair Values In January 2018, the Company adopted Accounting Standards Update (‘‘ASU’’) 2016-01, Financial Instruments—Recognition and Measurement of Financial Assets and Financial Liabilities, and accounts for equity investments that do not have a readily determinable fair value using the measurement alternative prescribed within ASU 2016-01, to the extent such investments are not subject to consolidation or the equity method. Under the measurement alternative, these financial instruments are carried at cost, less any impairment (assessed quarterly), plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer. In addition, income is recognized when dividends are received only to the extent they are distributed from net accumulated earnings of the investee. Otherwise, such distributions are considered returns of investment and are recorded as a reduction of the cost of the investment. The Company recorded impairment losses of $44,474 and nil on equity securities without readily determinable fair values during the years ended December 31, 2022 and 2023, respectively. (l). Accounts receivable and allowance for credit loss Accounts receivable are stated at the original amount less an allowance for credit loss. Accounts receivable are recognized in the period when the Company has provided services to its customers and when its right to consideration is unconditional. The Company evaluates its accounts receivable for expected credit losses on a regular basis. The Company maintains an estimated allowance for credit losses to reduce its accounts receivable to the amount that it believes will be collected. The Company considers factors in assessing the collectability of its receivables, such as the age of the amounts due, the customer’s payment history, credit-worthiness and other specific circumstances related to the accounts. The Company adjusts the allowance percentage periodically when there are significant differences between estimated bad debts and actual bad debts. If there is strong evidence indicating that the accounts receivable is likely to be unrecoverable, the Company also makes specific allowance in the period in which a loss is determined to be probable. Accounts receivable balances are written off after all collection efforts have been exhausted. For the years ended December 31, 2022 and 2023, the Company recorded nil and $153 allowance for credit loss for accounts receivable. Adoption of Accounting Standards Update (“ASU”) 2016-13 On January 1, 2023, the Company adopted ASU 2016-13, “Financial Instruments — Credit Losses (Accounting Standards Codification (“ASC”) Topic 326): Measurement on Credit Losses on Financial Instruments”, including certain subsequent amendments, transitional guidance and other interpretive guidance within ASU 2018-19, ASU 2019-04, ASU 2019-05, ASU 2019-11, ASU 2020-02 and ASU 2020-03 (collectively, including ASU 2016-13, “ASC 326”). ASC 326 requires entities to measure all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost. The adoption of this ASU did not have a material impact on its consolidated financial statements. (m). Inventories Inventories primarily consists of the purchased electronic logging devices for use of SaaS related business, which are stated at the lower of cost and net realizable value as of December 31, 2022 and 2023. 3. A valuation allowance is recorded to write down the cost of inventories to the estimated net realizable value, if lower than cost or products are slow-moving or damaged. When evaluating the need for a valuation allowance we evaluate factors such as historical and forecast consumer demand, obsolescence, and the economic environment. Net realizable value is determined by the estimated selling prices reduced by estimated additional cost of sale, selling expenses, and business taxes. No valuation allowance was recognized for the inventories for the years ended December 31, 2022, and 2023, respectively. (n). Property and equipment, net Property and equipment, net is carried at cost less accumulated depreciation and any impairment. Depreciation is calculated on a straight-line basis over the following estimated useful lives: Category Estimated useful life Server & network equipment 3 years Computer equipment and application software 2-3 years Furniture and vehicles 3-5 years Building 30 Leasehold improvements Over the lesser of the lease term or useful life of the assets (o). Intangible assets Intangible assets consist of computer software, customer relationships, technology and website domain name. The Company performs valuation of the intangible assets arising from business combination to determine the relative fair value to be assigned to each asset acquired. Intangible assets with indefinite useful lives that are acquired separately are carried at cost less accumulated impairment losses. The acquired intangible assets are recognized and measured at fair value. Intangible assets with useful lives are amortized using the straight-line approach over the estimated economic useful lives of the assets as follows: Category Estimated useful life Computer software 5 Customer relationships 10 Technology platform 8 Website domain name Indefinite Trade name 3 years (p). Leases The Company leases premises for offices under non-cancellable operating leases. According to ASC 842, the lease liabilities are recognized upon lease commencement for operating leases based on the present value of lease payments over the lease term. The right-of-use assets are initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the lease commencement date, plus any initial direct costs incurred less any lease incentives received. As the rates implicit in the lease cannot be readily determined, the incremental borrowing rates at the lease commencement date are used in determining the imputed interest and present value of lease payments. The incremental borrowing rates were determined using a portfolio approach based on the rates of interest that the Company would have to borrow an amount equal to the lease payments on a collateralized basis over a similar term. The Company recognizes the single lease cost on a straight-line basis over the remaining lease term for operating leases . The Company has elected not to recognize right-of-use assets or lease liabilities for leases with an initial term of 12 months or less; expenses for these leases are recognized on a straight-line basis over the lease term. 3. (q). Impairment of long-lived assets The Company evaluates the recoverability of long-lived assets or asset group, including identifiable intangible assets, with determinable useful lives whenever events or changes in circumstances indicate that long-lived asset or asset group’s carrying amount may not be recoverable. The Company measures the carrying amount of long-lived asset or asset group against the estimated undiscounted future cash flows associated with it. The long-lived asset or asset group is not recoverable when the sum of the expected undiscounted future net cash flows is less than the carrying value of the asset being evaluated. Impairment loss is calculated as the amount by which the carrying value of the asset exceeds its fair value. Fair value is estimated based on various valuation techniques, including the discounted value of estimated future cash flows. The evaluation of asset impairment requires the Company to make assumptions about future cash flows over the life of the asset being evaluated. These assumptions require significant judgment and actual results may differ from assumed and estimated amounts. For the years ended December 31, 2022 and 2023, the Company recorded $962 and nil impairment losses for long-lived assets or definite-lived intangible assets. The Company evaluates indefinite-lived intangible assets as at each reporting period or more frequently if events or changes in circumstances indicate that it might be impaired to determine whether events and circumstances continue to support indefinite useful lives. The value of indefinite-lived intangible assets is not amortized, but tested for impairment annually or whenever events or changes in circumstances indicate that it is more likely than not that the asset is impaired in accordance with ASC 350. The Company first performs a qualitative assessment to assess all relevant events and circumstances that could affect the significant inputs used to determine the fair value of the indefinite-lived intangible asset. If after performing the qualitative assessment, the Company determines that it is more likely than not that the indefinite-lived intangible asset is impaired, the Company calculates the fair value of the intangible asset and performs the quantitative impairment test by comparing the fair value of the asset with its carrying amount. If the carrying amount of an indefinite-lived intangible asset exceeds its fair value, the Company recognizes an impairment loss in an amount equal to that excess. (r). Goodwill and Indefinite-lived Intangible Assets Goodwill represents the excess of the purchase price over the fair value of identifiable net assets acquired in business combinations. Goodwill is not amortized, but tested for impairment annually, or more frequently if events and circumstances indicate that they might be impaired. The Company has an option to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. In the qualitative assessment, the Company considers primary factors such as industry and market considerations, overall financial performance of the reporting unit which is described in more detail below, and other specific information related to the operations. Based on the qualitative assessment, if it is more likely than not that the fair value of each reporting unit is less than the carrying amount, the quantitative impairment test is performed. The Company tests goodwill and intangible assets that are not subject to amortization for impairment annually on December 31, and the Company’s goodwill impairment review involves the following steps: 1) qualitative assessment – evaluate qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. The factors the Company considers include, but are not limited to, macroeconomic conditions, industry and market considerations, cost factors, financial performance, or events specific to that reporting unit. If, or when, the Company determines it is more likely than not that the fair value of a reporting unit is less than the carrying amount, including goodwill, the Company would move to the quantitative method; 2) quantitative method –the Company performs the quantitative fair value test by comparing the fair value of a reporting unit with its carrying amount and an impairment charge is measured as the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. 3. Application of the goodwill impairment test requires judgment, including the identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to reporting units, and determination of the fair value of each reporting unit. The fair value of each reporting unit is estimated using the income approach. This analysis requires significant judgments, including estimation of future cash flows, which is dependent on internal forecasts, and assumptions that are consistent with the plans and estimates being used to manage the Company’s business, estimation of the long-term rate of growth for the Company’s business, estimation of the useful life over which cash flows will occur, and determination of the Company’s weighted average cost of capital. The estimates are used to calculate the fair value of a reporting unit change from year to year based on operating results and market conditions. Changes in these estimates and assumptions could materially affect the determination of fair value and goodwill impairment for the reporting unit. The Company recorded goodwill impairment of nil and $395 for the years ended December 31, 2022 and 2023. Certain of the Company's domain names have been assigned an indefinite life as the Company currently anticipate that they will contribute cash flows to the Company indefinitely. Indefinite-lived intangible assets are not amortized, but are evaluated at least annually to determine whether the indefinite useful life is appropriate. The Company measures the fair value of identifiable intangible assets upon acquisition and review for impairment annually on December 31, and whenever market or business events indicate there may be a potential impairment of that intangible. Impairment losses are recorded to the extent that the carrying value of the indefinite-lived intangible asset exceeds its fair value. The significant assumptions that are used to determine the estimated fair value for indefinite-lived intangible assets upon acquisition and subsequent impairment testing are: forecasted revenue growth rates; estimated future cash flows; and the market-participant discount rates.Nil and $1,500 impairment for intangible assets with indefinite life was recorded for the years ended December 31, 2022 and 2023, respectively. (s). Revenue recognition The Company recognizes revenue when control of the good or service has been transferred to the customer, generally upon delivery to a customer. The contracts have a fixed contract price and revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring goods or providing services. The Company collects taxes from customers on behalf of governmental authorities at the time of sale. These taxes are accounted for on a net basis and are not included in revenues and cost of revenues. The Company generally expenses sales commissions when incurred because the amortization period is less than one year. These costs are recorded within selling and marketing expenses. The Company does not have any significant financing payment terms as payment is received at or shortly after the point of sale. Revenue from Contracts with Customers (“ASC 606”) prescribes a five-step model that includes: (1) identify the contract; (2) identify the performance obligations; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations; and (5) recognize revenue when (or as) performance obligations are satisfied. The Company generated the majority of revenue from SaaS services. SaaS revenue: Other services: Other services mainly include revenue from the provision of back-office services to OPI and revenue from non-recurring sources. The Company provides back-office services including accounting, legal, and business-related consulting services, which is a single performance obligation provided over the contract periods with pre-determined stand-alone selling price. The Company recognizes revenue over the contract periods. 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED The following tables disaggregate revenue by subscription, advertising, and other services: For the Years Ended December 31, 2022 2023 (In thousands of US$) Lofty Subscription services $ 22,816 $ 27,164 Advertising services 1,884 1,488 Other services — 206 Subtotal $ 24,700 $ 28,858 Trucker Path Subscription services $ 17,982 $ 21,063 Advertising services 2,325 1,830 Other services 631 167 Subtotal $ 20,938 $ 23,060 Other Operations Other services $ 170 $ 155 Total revenues $ 45,808 $ 52,073 For the years ended December 31, 2022 2023 (In thousands of US$) Timing of revenue recognition Over time $ 40,798 $ 48,433 At a point in time 5,010 3,640 Total revenue $ 45,808 $ 52,073 Contract balances: Timing of revenue recognition may differ from the timing of invoicing to customers. Accounts receivable represent amounts invoiced and revenue recognized when the Company has satisfied the Company’s performance obligation and has the unconditional right to payment. There were no contract assets recorded as of December 31, 2022 and 2023. Deferred revenue mainly represents payments received from customers related to unsatisfied performance obligations for SaaS. The Company’s total deferred revenue was $4,323 and $4,322 as of December 31, 2022 and 2023, respectively, which is substantially recognized as revenue within one year. Revenue recognized in the period that was included in the beginning of the period contract liability balance were $2,596 and $4,323 for the years ended December 31, 2022 and 2023, respectively. (t). Cost of revenues Cost of revenues consists of costs directly related to SaaS business and other services. The major cost components include direct amortization of purchased software, commission costs paid to third party distributors of the Company’s software such as Apple and Google Play Stores, and bandwidth costs paid to telecommunications carriers for hosting of servers. (u). Income taxes Current income taxes are provided for in accordance with the laws of the relevant tax authorities. Deferred income taxes are recognized when temporary differences exist between the tax basis of assets and liabilities and their reported amounts in the financial statements and are recorded as non-current in the consolidated balance sheet. Net operating loss carry forwards and credits are applied using enacted statutory tax rates applicable to future years. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that a portion of or all of the deferred tax assets will not be realized. 3. The impact of an uncertain income tax position on the income tax return is recognized at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant tax authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. Interest and penalties on income taxes will be classified as a component of the provisions for income taxes. The Company did not recognize any income tax due to uncertain tax position or incur |
SIGNIFICANT RISKS AND UNCERTAIN
SIGNIFICANT RISKS AND UNCERTAINTIES | 12 Months Ended |
Dec. 31, 2023 | |
SIGNIFICANT RISKS AND UNCERTAINTIES | |
SIGNIFICANT RISKS AND UNCERTAINTIES | 4 . Foreign currency risk The RMB is not a freely convertible currency. The State Administration for Foreign Exchange, under the authority of the People’s Bank of China, controls the conversion of RMB into foreign currencies. The value of the RMB is subject to changes in central government policies and to international economic and political developments affecting supply and demand in the China Foreign Exchange Trading System market. Cash and cash equivalents of the Company included aggregate amounts of $1,250 and $5,359 on December 31, 2022 and 2023, respectively, which were denominated in RMB. Concentration of credit risk Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash, cash equivalents, restricted cash, accounts receivable and amounts due from related parties. The Company maintains deposits in federally insured financial institutions in excess of federally insured limits. The Company is exposed to credit risk in the event of default by the financial institutions holding its cash and cash equivalents to the extent recorded in the balance sheets. Cash are held at multiple financial institutions. The Company has diversified its holding banks to reduce the impact of bank failures, such as Silicon Valley Bank (“SVB”), on its uninsured deposits and to facilitate international operations. The Company believes there is minimal risk relative to its cash and investment accounts. There were no customers that accounted for 10% or more of total revenue for the years ended December 31, 2022 and 2023. |
ACQUISITION
ACQUISITION | 12 Months Ended |
Dec. 31, 2023 | |
ACQUISITION | |
ACQUISITION | 5. ACQUISITION Acquisition of Rentancy, Ltd. (Rentancy) On August 19, 2022, for the purpose of entering into the high growth rental property management business the Company acquired 100% equity interest of Rentancy from third parties for cash consideration of $548. The acquisition was accounted for as a business combination. Accordingly, the acquired assets and liabilities were recorded at their fair value at the date of acquisition. The purchase price allocation was based on a valuation analysis that utilized and considered generally accepted valuation methodologies such as the income and cost approach. The determination and allocation of fair values to the identifiable assets acquired and liabilities assumed are based on various assumptions and valuation methodologies requiring considerable judgment from management. The most significant variables in these valuations are discount rates, terminal values, the number of years on which to base the cash flow projections, as well as the assumptions and estimates used to determine the cash inflows and outflows. The Company determined discount rates to be used based on the risk inherent in the acquired company’s current business model and industry comparisons. Terminal values are based on the expected life of assets, stage in the company’s life cycle, and forecast terminal growth rate. The table below presented the allocation of purchase price to the major classes of assets and liabilities acquired as of August 19, 2022: Amount USD Cash consideration $ 548 Current assets $ 5 Property, plant and equipment, net 6 Intangible assets 407 Goodwill 248 Current Liabilities (8) Non-current Liabilities (110) Total $ 548 The net revenue and net loss of Rentancy since the acquisition date and that were included in the Company’s consolidated statements of operations for the year ended December 31, 2022 are $35 and $417, respectively. Prior to the acquisition, Rentancy did not prepare its financial statements in accordance with US GAAP. The Company determined that the cost of reconstructing the financial statement of Rentancy for the periods prior to the acquisition outweighed the benefits. Based on an assessment of the financial performance and a comparison of Rentancy’s and the Company’s financial performance for the fiscal year prior to the acquisition, the Company did not consider on its own to be material to the Company. Thus the Company’s management believes that the presentation of pro forma financial information with respect to the results of operations of the Company for the business combination is impractical. Assets from acquisition of Guangzhou Yupu Software Technology Co., Ltd. (“Guangzhou Yupu”) On April 6, 2022, for the purpose of entering into the full-service freight management business the Company acquired 100% of certain assets of Guangzhou Yupu, a third party, for a cash consideration of $962. The acquisition was accounted for as an asset acquisition. Accordingly, the acquired assets and liabilities were based on the cost accumulation method. As of December 31, 2022, the Group made full impairment of $962 of the indefinite-lived intangible assets acquired in the acquisition of Guangzhou Yupu due to the scalability of the asset in the highly competitive full-service freight management industry, the volatility in global economic policies, and the lack of interoperability with our existing platform services. 5. ACQUISITION - CONTINUED Acquisition of Four Keys Logistics, LLC (“Four Keys”) On April 13, 2022, for the purpose of entering the full-service dispatch business for the trucking industry the Company acquired 100% of certain assets of Four Keys from third parties for a cash consideration of $334. The acquisition was accounted for as a business combination. Accordingly, the acquired assets and liabilities were recorded at their fair value at the date of acquisition. The purchase price allocation was based on a valuation analysis that utilized and considered generally accepted valuation methodologies such as the income and cost approach. The table below presented the allocation of purchase price to the major classes of assets and liabilities acquired as of April 13, 2022: Amount USD Cash consideration $ 334 Intangible assets identified from the acquisition - Technology platform 37 - Customer relationship 138 Goodwill 166 Current liabilities (7) Total $ 334 The net revenue and net loss of Four Keys since the acquisition date and that were included in the Company’s consolidated statements of operations for the year ended December 31, 2022 are $306 and $656, respectively. The assets acquired and liabilities assumed and operations of Four Keys prior to the acquisition were not material. |
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET | 12 Months Ended |
Dec. 31, 2023 | |
PROPERTY AND EQUIPMENT, NET | |
PROPERTY AND EQUIPMENT, NET | 6. PROPERTY AND EQUIPMENT, NET As of December 31, 2022 2023 Building $ 5,281 $ 5,899 Computer equipment and application software 3,034 1,815 Server & network equipment 329 325 Furniture and vehicles 61 194 Leasehold improvements 352 595 Total 9,057 8,828 Less: accumulated depreciation (3,510) (2,671) Property and equipment, net $ 5,547 $ 6,157 Depreciation expenses were $196 and $262 for the years ended December 31,2022 and 2023, respectively. |
INTANGIBLE ASSETS, NET
INTANGIBLE ASSETS, NET | 12 Months Ended |
Dec. 31, 2023 | |
INTANGIBLE ASSETS, NET | |
INTANGIBLE ASSETS, NET | 7. INTANGIBLE ASSETS, NET As of December 31, 2022 2023 Website domain name $ 1,500 24 Technology platform 782 768 Customer relationships 741 610 Computer software 72 144 Trade name 540 540 Intangible assets, gross 3,635 2,086 Accumulated amortization (1,210) (1,359) Intangible assets, net $ 2,425 $ 727 Amortization expenses for the years ended December 31, 2022 and 2023 were $560 and $175, respectively. The Company made impairment of intangible assets of $962 and 1,500 for the years ended December 2022 and 2023, respectively. The following schedule, by fiscal years, of amortization amount of intangible assets, excluding non-amortizable intangible assets, as of December 31, 2023: 2024 $ 105 2025 96 2026 94 2027 83 2028 — 2029 — Thereafter — Total $ 378 |
LONG-TERM INVESTMENTS
LONG-TERM INVESTMENTS | 12 Months Ended |
Dec. 31, 2023 | |
LONG-TERM INVESTMENTS | |
LONG-TERM INVESTMENTS | 8. As of December 31, Note 2022 2023 Equity method investments: Fundrise, L.P. (i) $ 12,085 $ 12,504 Other (ii) 3,322 600 Total equity method investments 15,407 13,104 Equity investment with readily determinable fair values Kaixin Auto Holdings (iii) $ 9,636 $ 1,921 Equity investment without readily determinable fair values Suzhou Youge Interconnection Venture Capital Center 725 708 Total equity investments without readily determinable fair values 725 708 Total long-term investments $ 25,768 $ 15,733 (i) In October 2014, the Company entered into an agreement to purchase limited partnership interest of Fundrise, L.P. for a total consideration of $10,000 . The Company held 98.04% equity interest as limited partner as of December 31, 2022 and 2023 and recognized its share of gain of $173 and $419 for the years ended December 31, 2022 and 2023, respectively. 8. (ii) In May 2014, the Company entered into an agreement to purchase limited partnership interest of Beijing Fenghou Tianyuan Investment and Management Center L.P. for a total consideration of $1,569 (RMB 10 million). The Company held 12.38% partnership interest as of December 31, 2022 and 2023 and recognized its share of loss of $1,248 and $590 for the years ended December 31, 2022 and 2023, respectively. As of December 31, 2023, the Company recognized an impairment loss of $2,132 for the year ended December 31, 2023. (iii) On June 30, 2022, the Company’s equity interest in Kaixin decreased to 16.6% and the resignation of the Company’s representative from Kaixin’s Board of Directors, which combined resulted in a lack of significant influence in Kaixin. Thus, from June 30, 2022, the investment in Kaixin should be accounted for as equity investment with readily determinable fair value, a change in accounting the equity method. For the years ended December 31, 2022 and 2023, the Company recognized a $10,422 and $7,715 unrealized loss as a change of fair value to the investment of Kaixin, which was booked in loss from fair value change of a long-term investment. As of March 25, 2024, the market value of the Company’s equity investment in Kaixin Auto Holdings decreased to $0.4 million from $1.9 million as of December 31, 2023. The decrease in value is a result of a change in the quoted share price. |
GOODWILL
GOODWILL | 12 Months Ended |
Dec. 31, 2023 | |
GOODWILL | |
GOODWILL | 9. Amount Balance at January 1, 2022 124 Addition 414 Exchange difference 9 Balance at December 31, 2022 $ 547 Impairment loss (i) (395) Disposal (ii) (166) Exchange difference 14 Balance at December 31, 2023 $ — (i) The impairment of goodwill was primarily related to the Rentancy acquisition and was recorded as a result of reduction in LoftyWorks operating results compared to our original acquisition model. (ii) The disposal of goodwill was due to the disposal of Trucker Path Logistics, Inc on May 1, 2023. |
ACCRUED EXPENSES AND OTHER CURR
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | 12 Months Ended |
Dec. 31, 2023 | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | 10. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES As of December 31, 2022 2023 Other tax payable $ 4,551 $ 3,237 Employee payroll and welfare 2,367 2,473 Accrued professional fee and marketing expense 1,254 1,718 Other payable related to legacy business 2,154 2,101 Others 1,394 1,028 Total $ 11,720 $ 10,557 |
OPERATING LEASES
OPERATING LEASES | 12 Months Ended |
Dec. 31, 2023 | |
OPERATING LEASES | |
OPERATING LEASES | 11. OPERATING LEASES The Company leases its facilities and offices under non-cancellable operating lease agreements. These leases expire through 2023 and are renewable upon negotiation. For the year ended December 31, 2023, cash paid for amounts included in the measurement of lease liabilities was $509. The operating lease cost and short-term lease cost for the years ended December 31, 2022 and 2023 were as follows: For the Years Ended December 31, 2022 2023 Selling expenses $ 160 $ 128 Research and development expenses 379 285 General and administrative expenses 717 285 Total operating lease cost 1,256 698 Short-term lease cost 88 101 Total lease cost $ 1,344 $ 799 The weighted average remaining lease term as of December 31, 2022 and 2023 was 0.62 and 1.64 years, and the weighted average discount rate of the operating leases was 10.30% and 10.30%. Maturities of lease liabilities as of December 31, 2023 were as follows: Operating Lease 2024 $ 504 2025 195 Total undiscounted lease payment 699 Less: Imputed interest (49) Present value of lease liabilities $ 650 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2023 | |
INCOME TAXES | |
INCOME TAXES | 12. INCOME TAXES The Company and subsidiaries incorporated in the Cayman Islands are not subject to income or capital gains taxes under the current laws of the Cayman Islands. The Company’s subsidiaries incorporated in the US are subject to state income tax and federal income tax at different tax rates, depending upon taxable income levels. The U.S. federal statutory tax rate is 21%. The Company’s subsidiaries incorporated in Hong Kong are subjected to Hong Kong profits tax. With effect from April 1, 2018, a two-tiered profits tax rate regime applies. The profits tax rate for the first HKD 2 million of corporate profits is 8.25%, while the standard profits tax rate of 16.5% remains for profits exceeding HKD 2 million. In fiscal year ended December 31, 2022 and 2023, the Hong Kong subsidiary Renren Giantly Limited and Renren Game Hongkong Limited had immaterial assessable profit or loss. Renren Giantly Philippines Inc was established in 2018 and incorporated in the Philippines, which is subject to 30% enterprise income tax rate for the years ended December 31, 2020, and decreased to 25% for the years ended December 31, 2022 and 2023 due to the epidemic. Renren Giantly Philippines Inc did not have taxable income and no income tax expense was provided for in the fiscal years ended December 31, 2022 and 2023. The Chinese Enterprise Income Tax (EIT) Law includes a provision specifying that legal entities organized outside PRC will be considered residents for Chinese income tax purposes if their place of effective management or control is within the PRC. If legal entities organized outside PRC were to be considered residents for Chinese income tax purpose, they would become subject to the EIT Law on their worldwide income. This would cause any income from legal entities organized outside PRC to be subject to PRC’s 25% EIT. The EIT Law Implementation Rules provide that non-resident legal entities will be considered PRC residents if substantial and overall management and control over the manufacturing and business operations, personnel, accounting, properties, etc. reside within PRC. 12. INCOME TAXES - CONTINUED Despite the present uncertainties resulting from the limited PRC tax guidance on the issue, the Company does not believe that the legal entities organized outside the PRC should be characterized as PRC residents for EIT Law purposes. Under the EIT Law and its implementation rules which became effective on January 1, 2008, dividends generated after January 1, 2008 and payable by a foreign-invested enterprise in PRC to its foreign investors who are non-resident enterprises are subject to a 10% withholding tax, unless any such foreign investor’s jurisdiction of incorporation has a tax treaty with PRC that provides for a different withholding arrangement. The Cayman Islands, where the Company is incorporated, does not have a tax treaty with PRC. The Company’s subsidiaries and VIE located in the PRC had aggregate accumulated deficits as of December 31, 2023. Accordingly, no deferred tax liability had been accrued for the Chinese dividend withholding taxes as of December 31, 2023. The current and deferred component of income tax expenses which were attributable to the Company’s PRC subsidiaries, VIE, and VIE’s subsidiaries, are as follows: For the Years Ended December 31, 2022 2023 Current income tax benefit $ (2,342) $ (6,712) Deferred income tax expenses — — Total income tax benefit $ (2,342) $ (6,712) The principal components of the deferred tax assets and liabilities are as follows: As of December 31, 2022 2023 Deferred tax assets Provision for doubtful accounts $ 4,504 $ 4,457 Write-down for inventory 52 52 Allowance for prepaid expenses and other current assets 4,575 4,462 Capitalized R&D costs — 2,018 Accrued payroll and welfare 138 135 Provision of the restricted cash 527 — Provision of amount due from a related party 590 576 Accrued liabilities 2,287 2,230 Advertising fee 533 516 Employee education fee 18 2 Intangible asset impairment 6,430 6,587 Net operating loss carry forwards 24,271 16,952 Total Deferred tax assets 43,925 37,987 Less valuation allowance (43,925) (37,987) Deferred tax assets, net $ — $ — 12. INCOME TAXES - CONTINUED The roll forward of valuation allowances of deferred tax assets for the year ended December 31, 2023 were as follows: For the Year Ended December 31, 2023 Balance as of beginning of year $ (43,925) Addition (1,980) Expiration of NOL 1,870 Prior year true-up 3,525 Utilization of deferred tax assets 1,903 Foreign currency translation adjustments 620 Balance as of end of year $ (37,987) The Company operates through multiple subsidiaries, VIE, and the VIE’s subsidiaries. The valuation allowance is considered on each entity an individual entity basis. The subsidiaries, VIE, and VIE’s subsidiaries have total deferred tax assets related to net operating loss carry forwards of $24,271 and $16,952 as of December 31, 2022 and 2023, respectively. The Company assessed the available evidence to estimate if sufficient future taxable income would be generated to use the existing deferred tax assets. As of December 31, 2022 and 2023, valuation allowances were established because the Company believes that it is more likely than not that its deferred tax assets will not be realized as it does not expect to generate sufficient taxable income in the near future. As of December 31, 2023, the Company had net operating losses of $11,968 from China and Philippines subsidiaries, which can be carried forward to offset future taxable profit. Net operating losses of $4,689, $3,595, $867, $1,161 and $1,656 will expire by 2024, 2025, 2026, 2027 and 2028 respectively, if not utilized. As of December 31, 2022 and 2023, the Company had federal net operating loss of approximately $74,174 and $54,240, respectively, and state net operating loss carryforwards of approximately $72,148 and $17,758, respectively. The Company files state tax returns in Arizona and California. For the federal income tax, the federal net operating losses incurred after 2017 are limited to 80% of taxable income and do not have an expiring date. For the state income tax, the net operating loss begins to expire starting in the year of 2032 for the two states. Pursuant to Section 382 of the Internal Revenue Code, utilization of net operating losses and credits may be subject to annual limitations due to changes in its ownership structure. These annual limitations may result in the expiration of net operating losses and credits prior to utilization. As of December 31, 2023, the Company estimates that there has not been a change of control under Section 382 but no formal study has been completed. The Company will continue to monitor trading activity in our shares which may cause an ownership change. Loss before provision for income tax is attributable to the following geographic locations for the years ended December 31, 2022 and 2023: For the Years Ended December 31, 2022 2023 United States $ (6,245) $ (1,995) Foreign (61,118) (12,410) Total loss before provision of income tax $ (67,363) $ (14,405) 12. INCOME TAXES - CONTINUED A reconciliation of the income tax amount computed by applying the U.S. statutory federal income tax rate (21% in 2022 and 2023) to loss before the provision of income taxes and the actual provision for income taxes is as follows: For the Years Ended December 31, 2022 2023 Loss before provision of income tax $ (67,363) $ (14,405) U.S. federal statutory income tax rate 21 % 21 % Income tax at statutory rate (14,146) (3,025) Reversal of tax payable (2,317) (7,467) Prior year true-up — 3,526 Net operating loss not applicable for carryforward 1,386 1,573 Non-deductible expenses 1 1 Non-deductible expenses related to share-based compensation 806 624 Non-taxable loss from fair value loss of a long-term investment 2,189 1,620 Effect of income tax rate differences in jurisdictions other than the US 9,756 1,754 Effects of Company cancellation (116) — Changes in valuation allowance 99 (5,318) Income tax benefit $ (2,342) $ (6,712) The Company is subject to taxation and files income tax returns in the U.S. federal jurisdiction and many state and foreign jurisdictions. Tax years after 2019 for the U.S. federal jurisdiction and 2017 for PRC subsidiaries, VIE, and VIE’s subsidiaries remain subject to tax examination as of December 31, 2023, at the tax authority’s discretion. For the year ended December 31, 2023, the Company reversed the income tax payable amounted of $7,467 which has passed five years from original accrual date. The Company evaluates each uncertain tax position (including the potential application of interest and penalties) based on the technical merits, and measures the unrecognized benefits associated with the tax positions. As of December 31, 2023, the Company did not have any unrecognized uncertain tax positions and the Company does not believe that its unrecognized tax benefits will change over the next twelve months. For the year ended December 31, 2023, the Company did not incur any interest and penalties related to potential underpaid income tax expenses. |
ORDINARY SHARES
ORDINARY SHARES | 12 Months Ended |
Dec. 31, 2023 | |
ORDINARY SHARES | |
ORDINARY SHARES | 13. Exercise of share options and restricted shares vesting During the years ended December 31, 2022 and 2023, 16,799,985 and 44,947,350 Class A ordinary shares were issued due to the exercise of share options or vesting of restricted share units under share-based compensation, respectively, among which the vesting of 21,267,315 restricted shares was suspended due to the Stipulation Settlement until January 13, 2023, but expensed according to the original vesting schedule. The catch-up vesting of all suspended shares was applied upon the completion of the settlement (See Note 14). Stock Repurchase from public market On November 7, 2022, the Company’s Board of Directors (the “Board”) authorized the repurchase of up to an aggregate of $10.0 million of the Company’s Class A ordinary shares, par value $0.001 per share, to be executed from time to time in open market transactions effected through a broker at prevailing market prices under ordinary principles of best execution within one year after commencement (the “Stock Repurchase Program”). The Stock Repurchase Program took effect on January 16, 2023. On October 13, 2023, the Board approved an extension and extra funding of the existing Stock Repurchase Program whereby the expiration date was extended to December 31, 2024 and the authorized repurchase amount was increased from $10.0 million to $15.0 million. The Stock Repurchase Program does not obligate the Company to repurchase any amount of the Company’s ordinary shares, and may be modified, extended, suspended, or discontinued at any time. The timing and amount of repurchases will be determined by the Company’s management based on a variety of factors such as the market price of the Company’s ordinary shares, the Company’s corporate cash requirements, and overall market conditions. The Stock Repurchase Program is subject to applicable legal requirements, including federal and state securities laws and applicable NYSE rules. 13. For year ended December 31, 2023, the Company repurchased 1,270,937 ADSs, excluding the ADSs repurchased from Softbank, representing 57,192,165 Class A ordinary shares (each ADS is equivalent to 45 Ordinary Shares) for $ 2,002 on the open market, at a weighted average price of $1.58 per ADS and recorded as treasure stock. Stock Repurchase from SoftBank On May 23, 2023, the Company entered into a share repurchase agreement with SoftBank Group Capital Limited (“SoftBank”), pursuant to which the Company repurchased Class A and Class B ordinary shares of 152,870,520, and 135,129,480, respectively, from SoftBank. The repurchase price was $1.1144 per ADS, and the aggregate purchase price was $7,132. The purchase price per share was greater than the market price, which closed at $0.93 per share on the day of the share repurchase. On December 29, 2023, the Company entered into a share repurchase agreement with SoftBank, pursuant to which the Company repurchased from SoftBank 117,388,451 Class A ordinary shares, par value US$0.001 per share, of the Company, for a total purchase price of US$2,459. (collectively with the foregoing transaction, the “Share Repurchase”), or approximately US$0.94 per ADS. The purchase price per share was less than the market price, which closed at $0.97 per share on the day of the share repurchase. The Company used cash on hand for the Share Repurchase from Softbank and retired the Ordinary Shares purchased in the Share Repurchase. After the Share Repurchase, SoftBank is no longer a shareholder of the Company. In this Share Repurchase transaction, the excess of $9,186 over ordinary shares’ par value was charged entirely to retained earnings. Prior to the Share Repurchase, no person owns more than 50% of the Company’s outstanding shares or voting power. A change in control of the Company occurred by virtue of the consummation of the Share Repurchase, with Mr. Joseph Chen (“Mr. Chen”), the Company’s founder, chairman of board of directors and chief executive officer, becoming the Company’s largest and controlling shareholder. Immediately after giving effect to the Share Repurchase, Mr. Chen holds 163,628,956 Class A ordinary shares and 170,258,970 Class B ordinary shares, representing 46.4% of total outstanding shares and 82.9% of total voting power of the Company. The following table sets forth repurchase activity under the Stock Repurchase Program from inception through December 31, 2023, which included the stock repurchase from Softbank: Approximate Dollar Value of ADSs That Approximate Dollar Purchased as Value of ADSs That Part of Publicly May Yet Be Total Number of Average Price Announced Purchased Under the ADSs Purchased Paid Per ADS Programs Programs Periods January 2023: Open market purchases 258,661 $ 2.04 $ 528 $ 14,472 February 2023: Open market purchases 251,708 $ 1.89 $ 476 $ 13,996 March 2023: Open market purchases 168,513 $ 1.41 $ 245 $ 13,751 April 2023: Open market purchases 161,691 $ 1.35 $ 219 $ 13,532 May 2023: Open market purchases 166,299 $ 1.06 $ 176 $ 13,356 Repurchase from Softbank 6,400,000 $ 1.11 $ 7,132 6,224 June 2023: Open market purchases 214,579 $ 1.45 $ 309 $ 5,915 October 2023: Open market purchases 20,342 $ 0.97 $ 20 $ 5,895 December 2023: Open market purchases 29,144 $ 1.01 $ 29 $ 5,866 Repurchase from Softbank 2,608,632 $ 0.94 $ 2,459 $ 3,407 Total 10,279,569 $ 11,593 |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2023 | |
SHARE-BASED COMPENSATION | |
SHARE-BASED COMPENSATION | 14. Moatable, Inc. Stock options Moatable, Inc. adopted the 2006 Equity Incentive Plan (the “2006 Plan”), the 2008 Equity Incentive Plan (the “2008 Plan”), the 2009 Equity Incentive Plan (the “2009 Plan”), the 2011 Share Incentive Plan (the “2011 Plan”), the 2016 Share Incentive Plan (the “2016 Plan”), the 2018 Share Incentive Plan (the “2018 Plan”) and the 2021 Share Incentive Plan (the “2021 Plan”) (collectively the “Equity Incentive Plans”), for the purpose of granting stock options and incentive stock options to employees and executives to provide incentives for future service and retention. In 2006, Moatable, Inc. adopted the 2006 Plan to replace the equity incentive plans adopted during the years ended December 31, 2003, 2004 and 2005. 2006 Plan, 2008 Plan and 2009 Plan expired as of December 31, 2021. On November 4, 2021, the board of directors of the Company approved the adoption of the 2021 Plan. The following is the maximum aggregate number of shares which may be issued pursuant to all awards under the 2011 Plan, 2016 Plan, 2018 Plan and 2021 Plan: Maximum aggregate number of shares 2011 Plan 110,014,158 2016 Plan 53,596,236 2018 Plan 107,100,000 2021 Plan 56,000,000 The term of the options may not exceed ten years from the date of the grant. The awards under the above plans are subject to vesting schedules ranging from immediately upon grant to six years subsequent to grant date. The Company did not grant any options under these plans for any periods presented. The following table summarizes information with respect to share options outstanding as of December 31, 2023: Options outstanding Options exercisable Weighted Weighted average Weighted Weighted average Weighted Weighted remaining average average remaining average average Number contractual exercise intrinsic Number of contractual exercise intrinsic Range of exercise prices outstanding life price value exercisable life price value $ 0.01 91,646,055 1.10 $ 0.01 $ 0.01 91,646,055 1.10 $ 0.01 $ 0.01 91,646,055 $ 0.01 91,646,055 $ 0.01 Weighted average Number of exercise shares price Balance, December 31, 2022 95,021,055 $ 0.01 Exercised (3,150,000) $ 0.01 Forfeited (225,000) $ 0.01 Balance, December 31, 2023 91,646,055 $ 0.01 Exercisable, December 31, 2023 91,646,055 $ 0.01 Expected to vest, December 31, 2023 — $ — For employee stock options, the Company recorded share-based compensation of $484 and nil for the years ended December 31, 2022 and 2023, respectively, based on the fair value on the grant dates or the modification date over the requisite service period of award using the straight-line method. 14. For the years ended December 31, 2022 and 2023, there was no share-based compensation recorded for non-employee options. As of December 31, 2023, there was no unrecognized share-based compensation expense relating to share options. Moatable, Inc. Nonvested restricted shares A summary of the nonvested restricted shares activity is as follows: Weighted average fair value Nonvested per ordinary restricted share at the shares grant dates Outstanding as of December 31, 2022 35,263,634 $ 0.14 Granted 11,022,615 $ 0.04 Vested (i) (20,530,035) 0.12 Forfeited (5,217,838) $ 0.29 Outstanding as of December 31, 2023 20,538,376 $ 0.07 (i) On October 7, 2021, the Company entered into a Stipulation of Settlement (the “Stipulation”) as a nominal defendant with respect to the consolidated shareholder derivative lawsuits. Pursuant to the Stipulation, the Company shall set the record date for determining holders of the Company’s Class A ordinary shares and American Depositary Shares who are entitled to receive distributions from the Settlement (the “Record Date”) on the earliest practicable date after the Stipulation and the settlement of the action is approved by the court and such approval has become final. On December 10, 2021, the court issued a written order formally denying the motion to approve the Stipulation and Settlement (the “Order”), which prevented the Company from setting the Record Date as originally contemplated under the Stipulation and, consequently, may cause a material increase in the amount of the Settlement. In order to mitigate the Order’s impact on the settlement, including the amount of the Settlement, and pursuant to the Board’s general administrative authority under the Equity Incentive Plans, the Board deems it to be in the best interest of the Company and its shareholders as a whole to suspend vesting of the equity awards, including share options and restricted shares under Equity Incentive Plans, from January 1, 2022, through and until the completion of the Settlement (the “Vesting Suspension”) The Vesting Suspension had been lifted on January 13, 2023. During suspended vesting, the Company continued to record expenses for all granted shares consistent with the vesting schedules. The Company recorded compensation expenses based on the fair value of nonvested restricted shares on the grant dates over the requisite service period of award using the straight-line vesting attribution method. The fair value of the nonvested restricted shares on the grant date was the closing market price of the ordinary shares as of the date. The Company recorded compensation expenses related to nonvested restricted shares from continuing operations of $3,024 and $2,525 for the years ended December 31, 2022 and 2023, respectively. Total unrecognized compensation expense amounting to $2,477 related to nonvested restricted shares granted as of December 31, 2023. The expense is expected to be recognized in continuing operations over a weighted-average period of 1.01 years. Equity Incentive Plan of Lofty, Inc. and Trucker Path, Inc. On July 13, 2020, Lofty, Inc. and Trucker Path, Inc. adopted equity incentive plans, whereby, after adjustment for a 1 14. The term of the options may not exceed ten years from the date of the grant. The awards under the above plans are subject to vesting schedules ranging from immediately upon grant to four years subsequent to grant date. During 2020, Lofty issued an aggregate of 41,730 options under the 2020 Lofty Plan to certain of its directors, officers and employees as compensation for their services. The weighted-average grant-date fair value of the share options granted during the period presented was $4.00 per option. During 2020, Trucker Path issued an aggregate of 34,355 options under the 2020 Trucker Path Plan to certain of its directors, officers and employees to compensate their services. The weighted-average grant-date fair value of the share options granted during the period presented was $2.00 per option. During 2022, Lofty issued an aggregate of 19,726 options under 2021 Lofty Plan to certain of its directors, officers and employees as compensation for their services. The weighted average grant-date fair value of the share options granted during the period presented was $34.00 per option. During 2022, Trucker Path issued an aggregate of 18,070 options under the 2021 Trucker Path Plan to certain of its directors, officers and employees to compensate their services. The weighted-average grant-date fair value of the share options granted during the period presented was $66.00 per option. During 2023, Lofty granted an aggregate of 3,861 options under 2021 Lofty Plan to certain of its directors, officers and employees as compensation for their services. The weighted average grant-date fair value of the share options granted during the period presented was $24.71 per option. 12/48ths of these options will vest on the one-year anniversary of the vesting commencement date, and 1/48 th During 2023, Trucker Path granted an aggregate of 585 options under the 2021 Trucker Path Plan to certain of its directors, officers and employees to compensate their services. The weighted-average grant-date fair value of the share options granted during the period presented was $16.81 per option. 12/48ths of these options will vest on the one-year anniversary of the vesting commencement date, and 1/48 th The Company recorded share-based compensation expense for Lofty and Trucker Path for the years ended December 31, 2022 and 2023 as follows, based on the fair value on the grant dates over the requisite service period of award using the straight-line method. For the Years ended December 31, 2022 2023 Lofty $ 176 $ 188 Trucker Path $ 308 $ 254 14. As of December 31, 2023, there were $427 and $541 unrecognized share-based compensation expense relating to share options of Lofty Plan and Trucker Path Plan, respectively. This amount is expected to be recognized over a weighted-average vesting period of 2.26 and 2.01 years for Lofty Plan and Trucker Path Plan, respectively. In determining the fair value of share options, a binomial option pricing model is applied. Assumptions used to estimate the fair values of the share options granted or modified were as follows: For the Years ended December 31, 2023 Lofty Trucker Path Risk-free interest rate (1) 3.52-4.29 % 4.22-4.29 % Volatility (2) 43-44 % 48-49 % Expected term (in years) (3) 10 10 Exercise price (4) $ 33.48 $ 64.70 Dividend yield (5) 0.00 % 0.00 % Fair value of underlying ordinary share (6) 23.77-25.33 14.90-17.22 (1) Risk-free interest rate Risk-free interest rate was estimated based on the yield to maturity of treasury bonds of the United States with a maturity period close to the expected life of the options. (2) Volatility The volatility of the underlying ordinary shares during the life of the options was estimated based on the historical stock price volatility of listed comparable companies over a period comparable to the expected term of the options. (3) Expected term For the options granted to employees, the Company estimated the expected term based on the vesting and contractual terms and employee demographics. (4) Exercise price The exercise price of the options was determined by the Company’s board of directors. (5) Dividend yield The dividend yield was estimated by the Company based on its expected dividend policy over the expected term of the options. 14. (6) Fair value of underlying ordinary shares The estimated fair value of the ordinary shares underlying the options as of the valuation date was determined based on a contemporaneous valuation. When estimating the fair value of the ordinary shares on the valuation dates, management has considered a number of factors, including the result of a third- party appraisal of the Company, while taking into account standard valuation methods and the achievement of certain events. The fair value of the ordinary shares in connection with the options granted on the valuation date was determined with the assistance of an independent third -party appraiser. The following table summarizes information with respect to share options outstanding of Lofty Plan as of December 31, 2023: Options outstanding Options exercisable Weighted Weighted average Weighted Weighted average Weighted Weighted remaining average average remaining average average Range of Number contractual exercise intrinsic Number of contractual exercise intrinsic exercise prices outstanding life price value exercisable life price value $ 6.00 and 73.35 47,673 7.50 $ 28.03 $ 25.07 35,248 7.30 $ 19.94 $ 31.35 47,673 $ 25.07 35,248 $ 31.35 Weighted Weighted average average Number of exercise grant date shares price fair value Balance, December 31, 2022 49,748 $ 31.19 $ 15.11 Granted 3,861 $ 33.48 $ 24.71 Exercised (438) $ 73.35 $ 33.48 Forfeited (5,498) $ 56.81 $ 26.42 Balance, December 31, 2023 47,673 $ 28.03 $ 14.41 Exercisable, December 31, 2023 35,248 $ 19.94 Expected to vest, December 31, 2023 12,424 $ 51.00 The following table summarizes information with respect to share options outstanding of Trucker Path Plan as of December 31, 2023: Options outstanding Options exercisable Weighted Weighted average Weighted average Weighted Weighted remaining average Weighted remaining average average Range of Number contractual exercise average Number of contractual exercise intrinsic exercise prices outstanding life price intrinsic value exercisable life price value $ 4.00 and 133.00 48,649 7.35 $ 46.01 $ 31.24 40,765 7.09 $ 33.00 $ 36.13 48,649 $ 31.24 40,765 $ 36.13 Weighted Weighted average average Number of exercise grant date shares price fair value Balance, December 31, 2022 51,005 $ 49.60 $ 24.45 Granted 585 $ 64.70 $ 16.81 Forfeited (2,941) $ 111.05 $ 55.24 Balance, December 31, 2023 48,649 $ 46.01 $ 22.81 Exercisable, December 31, 2023 40,765 $ 33.00 Expected to vest, December 31, 2023 7,884 $ 112.48 14. SHARE-BASED COMPENSATION - CONTINUED The total amount of share-based compensation expense for options, nonvested restricted shares of the Company and Lofty and Trucker Path, attributable to selling and marketing, research and development, general and administrative expenses are as follows: For the Years ended December 31, 2022 2023 Selling and marketing $ 179 $ 149 Research and development 669 723 General and administrative 3,144 2,095 Total share-based compensation expense $ 3,992 $ 2,967 There was no income tax benefit recognized in the statements of operations for share-based compensation for the years ended December 31, 2022 and 2023. |
RELATED PARTY BALANCES AND TRAN
RELATED PARTY BALANCES AND TRANSACTIONS | 12 Months Ended |
Dec. 31, 2023 | |
RELATED PARTY BALANCES AND TRANSACTIONS | |
RELATED PARTY BALANCES AND TRANSACTIONS | 15. The table below sets forth the related parties and their relationships with the Company: Name Relationship (a) Kaixin Automobile Holdings (“Kaixin”) Equity investment of the Company (Note 8) (b) Infinities Technology (Cayman) Holding Limited (“Infinities”) Equity investment of the Company (c) Oak Pacific Investment (“OPI”) and its subsidiaries An entity controlled together by chief executive officer and one of our independent board member, and its subsidiaries. Amounts due from related parties As of December 31, 2022 and 2023 amounts due from related parties including both current and non-current were as follows: As of December 31, Note 2022 2023 Gross amount due from Kaixin (i) 3,727 3,690 Less: bad debt provision (3,727) (3,690) Net amount due from Kaixin — — Infinities (ii) 688 671 OPI and its subsidiaries 27 13 Total $ 715 $ 684 (i) The balances mainly represented the advances made to Kaixin daily operational purposes. The Company provided full bad debt provision for the year ended December 31, 2021, as the Company concluded the likelihood of the balance being recovered is remote. 15. (ii) The balance represents the receivable from Infinities in connection with the disposition of the SNS business. In November 2018, the Company’s Board of Directors approved a proposal for the sale of its SNS Business to Beijing Infinities for a combined consideration of $20,000 in cash and $40,000 in the form of Beijing Infinities shares to be issued to the Company. The Company collected $6,866 in 2019, however, by December 31, 2019, Beijing Infinities failed to make payments under the agreed extended repayment plan. Based on assessment of the collectability, the Company provided an allowance of $12,408 for the receivable. Additionally, the shares receivable in the form of Infinites Technology (Cayman) Holding Limited, which is the holding company of Beijing Infinities, were received as of December 31, 2020 and were recorded as long-term investments in the consolidated balance sheets as of December 31, 2020. Amounts due to related parties As of December 31, Note 2022 2023 Infinities $ 660 $ 643 OPI and its subsidiaries (iii) 2 12 Total $ 662 $ 655 (iii) The Company received $9,179 transitory funding with no interest from OPI and its subsidiaries in August 2023 and returned the funds in December 2023. |
SEGMENT INFORMATION and GEOGRAP
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION | 12 Months Ended |
Dec. 31, 2023 | |
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION | |
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION | 16. The Company is engaged in providing SaaS platforms to customers primarily located in the United States. The Company’s operations are conducted in two reportable segments: Lofty and Trucker Path. The Company defines its segments as those operations whose results the chief operating decision maker (“CODM”) regularly reviews to analyze performance and allocate resources. The Company sells similar platform services in each of its segments, it is impracticable to segregate and identify revenues for each of these individual products and services. The Lofty segment includes the Company’s all-in-one real estate sales acceleration and client lifecycle management platform. The Trucker Path segment includes the Company’s driver-centric online transportation management platform. The Other Operations segment consists of other items not allocated to any of the Company’s segments. The Company measures the results of its segments using, among other measures, each segment’s revenue and cost of sales. Information for the Company’s segments, as well as for Other Operations, is provided in the following table: Lofty Trucker Path Other Operations Consolidated Fiscal year Ended December 31, 2023 Revenue $ 28,858 23,060 155 52,073 Cost of sales 4,273 6,783 156 11,212 Gross Margin $ 24,585 16,277 (1) 40,861 Fiscal year Ended December 31, 2022 Revenue $ 24,700 $ 20,938 $ 170 $ 45,808 Cost of sales 3,597 6,731 82 10,410 Gross Margin $ 21,103 $ 14,207 $ 88 $ 35,398 The majority of the Company’s revenue for the years ended December 31, 2022 and 2023 was generated from the United States. As of December 31, 2022, the long-lived assets in the carrying value of $108, $231 and $8,208 of the Company were located in the PRC, Philippines and United States, respectively. As of December 31, 2023, the long-lived assets $682, $257 and $6,844 of the Company were located in the PRC, Philippines and United States, respectively. |
STATUTORY RESERVE AND RESTRICTE
STATUTORY RESERVE AND RESTRICTED NET ASSETS | 12 Months Ended |
Dec. 31, 2023 | |
STATUTORY RESERVE AND RESTRICTED NET ASSETS | |
STATUTORY RESERVE AND RESTRICTED NET ASSETS | 17. In accordance with the Regulations on Enterprises with Foreign Investment of China and their articles of association, the Company’s subsidiaries and VIE entities located in the PRC, being foreign invested enterprises established in the PRC, are required to provide for certain statutory reserves. These statutory reserve funds include one or more of the following: (i) a general reserve, (ii) an enterprise expansion fund or discretionary reserve fund, and (iii) a staff bonus and welfare fund. Subject to certain cumulative limits, the general reserve fund requires a minimum annual appropriation of 10% of after-tax profit (as determined under accounting principles generally accepted in China at each year-end); the other fund appropriations are at the subsidiaries’ or the affiliated PRC entities’ discretion. These statutory reserve funds can only be used for specific purposes of enterprise expansion, staff bonus and welfare, and are not distributable as cash dividends except in the event of liquidation of the Company’s subsidiaries, the Company’s affiliated PRC entities and their respective subsidiaries. The Company’s subsidiaries and VIE entities are required to allocate at least 10% of their after-tax profits to the general reserve until such reserve has reached 50% of their respective registered capital. Appropriations to the enterprise expansion reserve and the staff welfare and bonus reserve are to be made at the discretion of the board of directors of each of the Company’s subsidiaries. The appropriation to these reserves by the Company’s PRC subsidiaries was nil for the years ended December 31, 2022 and 2023. As a result of these PRC laws and regulations and the requirement that distributions by PRC entities can only be paid out of distributable profits computed in accordance with PRC GAAP, the PRC entities are restricted from transferring a portion of their net assets to the Company. Amounts restricted include paid-in capital and the statutory reserves of the Company’s PRC subsidiaries and VIE entities. The aggregate amounts of capital and statutory reserves restricted which represented the amount of net assets of the relevant subsidiaries and VIE entities in the Company not available for distribution was $8,732 as of December 31, 2023, respectively. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2023 | |
SUBSEQUENT EVENTS. | |
SUBSEQUENT EVENTS | 18. SUBSEQUENT EVENT On March 20, 2024, the Company’s founder, chairman of the board of directors and chief executive officer exercised his option to acquire 91.6 million shares (2.0 million ADS) for approximately $1.0 million or $0.51 per share. The Company has evaluated the impact of events that have occurred subsequent to December 31, 2023, through the issuance date, April 3, 2024, of the consolidated financial statements, and concluded that no other subsequent events have occurred that would require recognition in the consolidated financial statements or disclosure in the notes to the consolidated financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of presentation | (a). Basis of presentation The consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). |
Liquidity | (b). Liquidity The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. For the years ended December 31, 2022 and 2023, the Company incurred a loss from operations of $16,163 and $10,741, and used cash of $3,822 and $3,167 in operating activities, respectively. As of December 31, 2023, the Company had cash and cash equivalents of $33,913, excluding the restricted cash, and a working capital of $24,744. The Company assessed that it has the ability to continue as a going concern for the next 12 months following the issuance date of these financial statements. |
Principles of consolidation | (c). Principles of consolidation The consolidated financial statements of the Company include the financial statements of Moatable, Inc., its subsidiaries, its VIE and VIE’s subsidiaries. All inter-company transactions and balances are eliminated upon consolidation. |
Reclassifications | (d). Reclassifications Certain reclassifications have been made to the Company’s consolidated statements of cash flow of prior period to conform to current year reporting classifications. |
Use of estimates | (e). Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the reported amounts of revenues and expenses in the financial statements and accompanying notes. Significant accounting estimates reflected in the Company’s consolidated financial statements include, but are not limited to, allowance for doubtful accounts, the fair value of share-based compensation awards, the realization of deferred income tax assets, impairment of goodwill and long-lived assets, and impairment of long-term investments. |
Business combination | (f). Business combination Business combinations are recorded using the acquisition method of accounting. The assets acquired, the liabilities assumed, and any non-controlling interests of the acquiree at the acquisition date, if any, are measured at their fair values as of the acquisition date. Goodwill is recognized and measured as the excess of the total consideration transferred plus the fair value of any non-controlling interest of the acquiree and fair value of previously held equity interest in the acquiree, if any, at the acquisition date over the fair values of the identifiable net assets acquired. Common forms of the consideration made in acquisitions include cash and common equity instruments. Consideration transferred in a business acquisition is measured at the fair value as of the date of acquisition. Acquisition-related expenses and restructuring costs are expensed as incurred. |
Cash and cash equivalents | (g). Cash and cash equivalents Cash and cash equivalents include cash on hand and all highly liquid investments purchased with original stated maturity of 90 days or less. |
Restricted Cash | (h). Restricted cash Restricted cash is the cash deposits pledged as security for the debt borrowings which are expected to be released in accordance with the debt agreement. The restriction will lapse when the related debt agreement is paid off. The restricted cash represents cash deposited into bank accounts which is not expected to be released within the next twelve months. The cash deposits pledged as security were $9,159 and nil as of December 31, 2022 and 2023. The restricted cash balances represent cash deposits pledged as security for debt borrowing of Kaixin Auto Holdings, consolidated by the Company before June 2021, or Kaixin, a Cayman Islands company whose shares are listed on the Nasdaq Capital Market (NASDAQ: KXIN) and its subsidiary (“Kaixin Subsidiary”), under an irrevocable standby letter of credit (“SBLC”) issued by East West Bank. The letter of credit secured a loan of RMB40,000 (“Kaixin RMB Loan”) and loan of $2,000 (“Kaixin USD Loan”). The guarantees matured in March 2023 and August 2023, the Company has concluded the possibility of the Kaixin and Kaixin Subsidiary repaying the loans when due is remote and therefore, the Company will be required to extend the guarantee or pay the debt on their behalf. The Company has, therefore, recorded a full provision for the value of the guarantee. On June 1, 2023, East West Bank assigned to the Company all of the its rights, title, and interest in and to the Kaixin USD Loan for a total consideration of approximately US$2,000. The Kaixin USD Loan was guaranteed by the letter of credit and secured by the pledged cash. The Company consequently used part of the pledged cash to purchase the Kaixin USD Loan. The Company is evaluating its options to pursue recovery from Kaixin after the assignment but considers any recovery remote. East West Bank had claimed approximately US$5,870 under the SBLC in connection with Kaixin’s default, through Kaixin Subsidiary, of the Kaixin RMB Loan. In December, 2023, the Company reimbursed East West Bank for the full amount of the claim. As a result, East and West Bank released the remaining restricted cash and made them available to the Company as unrestricted cash for operation, and the Company recorded a gain related to the unrestricted cash of $1,151. On August 28, 2023, the Company entered into an Escrow Agreement with U.S. Bank National Association to enhance directors and officers’ insurance coverage. The Company set aside $5,000 restricted cash into an escrow account with U.S. Bank as required by the contractual agreement with U.S. Bank National Association. As of December 31, 2022 2023 Restricted cash $ 9,159 $ 5,056 Less: Provision of restricted cash (9,159) — Restricted cash, net — 5,056 |
Short-term investments | (i). Short-term investments Short-term investments, which are comprised of corporate bonds/notes and US treasuries, are accounted for in accordance with ASC 320, “Investments – Debt and Equity Securities” (“ASC 320”). The Company considers all of its securities for which there is a determinable fair market value, and there are no restrictions on the Company’s ability to sell within the next 12 months, as available for sale. Available-for-sale securities are carried at fair value, with unrealized gains and losses reported as a component of stockholders’ equity. Available-for-sale securities as of December 31, 2022 and 2023 were$24,004, and nil, respectively. For the years ended December 31, 2022 and 2023, the change in fair value of available-for-sale securities was recognized in other comprehensive loss amounting to $26, and nil, respectively. |
Fair value measurements | (j). Fair value measurements Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability. Authoritative literature provides a fair value hierarchy, which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The level in the hierarchy within which the fair value measurement in its entirety falls is based upon the lowest level of input that is significant to the fair value measurement as follows: Level 1-inputs are based upon unadjusted quoted prices for identical assets or liabilities traded in active markets. Level 2-inputs are based upon quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3-inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. Accounting guidance also describes three main approaches to measuring the fair value of assets and liabilities: (1) market approach; (2) income approach and (3) cost approach. The market approach uses prices and other relevant information generated from market transactions involving identical or comparable assets or liabilities. The income approach uses valuation techniques to convert future amounts to a single present value amount. The measurement is based on the value indicated by current market expectations about those future amounts. The cost approach is based on the amount that would currently be required to replace an asset. Financial assets and liabilities of the Group primarily consist of cash and cash equivalents, restricted cash, short-term investment, other receivables included in prepaid expenses and other current assets, amount due from related parties, long-term investment, accounts payable, other payables included in accrued expenses and other current liabilities, amount due to related parties and operating lease liabilities. Cash and cash equivalents and restricted cash approximated fair value and represented a level 1 measurement. Short-term investments were comprised of corporate bonds/notes and U.S. treasuries with determinable fair market value, and thus represented a level 1 measurement. Equity investments without readily determinable fair values represented a level 3 measurement considering inputs are unobservable and reflect management’s estimates of assumptions that market participants use in pricing the investments. Equity investments with readily determinable fair values represented a level 1 measurement considering the investment is in publicly-traded company and pricing information is provided on an ongoing basis. The carrying amounts of other current financial assets and liabilities approximate their fair values due to the short-term maturity. The carrying amount of non-current liabilities including operating lease liabilities approximates their fair value as the related interest rates approximate market rates for similar debt instruments of comparable maturities. |
Investments | (k). Investments Equity method investments Equity investment in common stock or in-substance common stock of an entity where the Company can exercise significant influence, but not control, is accounted for using the equity method. Significant influence is generally considered to exist when the Company has an ownership interest in the voting stock of the investee between 20% and 50%.Other factors, such as representation on the investee’s board of directors, voting rights, the impact of commercial arrangements, and the extent to which the Company guarantees the investee’s obligations and is committed to provide additional funding are also considered in determining whether the equity method of accounting is appropriate. An investment in in-substance common stock is an investment in an entity that has risk and reward characteristics that are substantially similar to that entity’s common stock. The Company considers subordination, risks and rewards of ownership, and the existence of obligations to transfer value when determining whether an investment in an entity is substantially similar to an investment in that entity’s common stock. Under the equity method, the investment is initially recorded at cost and subsequently adjusted for the Company’s share of undistributed earnings or losses of the investee. When the Company’s carrying value in an equity method investee company is reduced to zero, no further losses are recorded in the Company’s consolidated financial statements unless the Company guaranteed obligations of the affiliated company or has committed additional funding. When the affiliated company subsequently reports income, the Company will not record its share of such income until it exceeds the amount of its share of losses not previously recognized. The Company recorded impairment losses on equity method investments of nil, and $2,132 in the impairment on and loss in equity method investments, net of tax in the consolidated statements of operations for the years ended December 31, 2022 and 2023, respectively. Equity Investments with Readily Determinable Fair Values Equity investments with readily determinable fair values is investment in publicly-traded company for which the Company does not exercise significant influence and are measured at fair value based on the respective closing stock price at the period end date. Equity investments with readily determinable fair values are classified within Level 1 in the fair value hierarchy as the valuation can be obtained from real-time quotes in active markets. Subsequent changes in fair value are recognized in net gain (loss) on investments on the consolidated statements of operations. The Company recorded loss from fair value changes of long-term investments of $10,422 and $7,715 for the years ended December 31, 2022 and 2023, respectively. Equity Investments without Readily Determinable Fair Values In January 2018, the Company adopted Accounting Standards Update (‘‘ASU’’) 2016-01, Financial Instruments—Recognition and Measurement of Financial Assets and Financial Liabilities, and accounts for equity investments that do not have a readily determinable fair value using the measurement alternative prescribed within ASU 2016-01, to the extent such investments are not subject to consolidation or the equity method. Under the measurement alternative, these financial instruments are carried at cost, less any impairment (assessed quarterly), plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer. In addition, income is recognized when dividends are received only to the extent they are distributed from net accumulated earnings of the investee. Otherwise, such distributions are considered returns of investment and are recorded as a reduction of the cost of the investment. The Company recorded impairment losses of $44,474 and nil on equity securities without readily determinable fair values during the years ended December 31, 2022 and 2023, respectively. |
Accounts receivable and allowance for credit loss | (l). Accounts receivable and allowance for credit loss Accounts receivable are stated at the original amount less an allowance for credit loss. Accounts receivable are recognized in the period when the Company has provided services to its customers and when its right to consideration is unconditional. The Company evaluates its accounts receivable for expected credit losses on a regular basis. The Company maintains an estimated allowance for credit losses to reduce its accounts receivable to the amount that it believes will be collected. The Company considers factors in assessing the collectability of its receivables, such as the age of the amounts due, the customer’s payment history, credit-worthiness and other specific circumstances related to the accounts. The Company adjusts the allowance percentage periodically when there are significant differences between estimated bad debts and actual bad debts. If there is strong evidence indicating that the accounts receivable is likely to be unrecoverable, the Company also makes specific allowance in the period in which a loss is determined to be probable. Accounts receivable balances are written off after all collection efforts have been exhausted. For the years ended December 31, 2022 and 2023, the Company recorded nil and $153 allowance for credit loss for accounts receivable. Adoption of Accounting Standards Update (“ASU”) 2016-13 On January 1, 2023, the Company adopted ASU 2016-13, “Financial Instruments — Credit Losses (Accounting Standards Codification (“ASC”) Topic 326): Measurement on Credit Losses on Financial Instruments”, including certain subsequent amendments, transitional guidance and other interpretive guidance within ASU 2018-19, ASU 2019-04, ASU 2019-05, ASU 2019-11, ASU 2020-02 and ASU 2020-03 (collectively, including ASU 2016-13, “ASC 326”). ASC 326 requires entities to measure all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost. The adoption of this ASU did not have a material impact on its consolidated financial statements. |
Inventories | (m). Inventories Inventories primarily consists of the purchased electronic logging devices for use of SaaS related business, which are stated at the lower of cost and net realizable value as of December 31, 2022 and 2023. A valuation allowance is recorded to write down the cost of inventories to the estimated net realizable value, if lower than cost or products are slow-moving or damaged. When evaluating the need for a valuation allowance we evaluate factors such as historical and forecast consumer demand, obsolescence, and the economic environment. Net realizable value is determined by the estimated selling prices reduced by estimated additional cost of sale, selling expenses, and business taxes. No valuation allowance was recognized for the inventories for the years ended December 31, 2022, and 2023, respectively. |
Property and equipment, net | (n). Property and equipment, net Property and equipment, net is carried at cost less accumulated depreciation and any impairment. Depreciation is calculated on a straight-line basis over the following estimated useful lives: Category Estimated useful life Server & network equipment 3 years Computer equipment and application software 2-3 years Furniture and vehicles 3-5 years Building 30 Leasehold improvements Over the lesser of the lease term or useful life of the assets |
Intangible assets | (o). Intangible assets Intangible assets consist of computer software, customer relationships, technology and website domain name. The Company performs valuation of the intangible assets arising from business combination to determine the relative fair value to be assigned to each asset acquired. Intangible assets with indefinite useful lives that are acquired separately are carried at cost less accumulated impairment losses. The acquired intangible assets are recognized and measured at fair value. Intangible assets with useful lives are amortized using the straight-line approach over the estimated economic useful lives of the assets as follows: Category Estimated useful life Computer software 5 Customer relationships 10 Technology platform 8 Website domain name Indefinite Trade name 3 years |
Leases | (p). Leases The Company leases premises for offices under non-cancellable operating leases. According to ASC 842, the lease liabilities are recognized upon lease commencement for operating leases based on the present value of lease payments over the lease term. The right-of-use assets are initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the lease commencement date, plus any initial direct costs incurred less any lease incentives received. As the rates implicit in the lease cannot be readily determined, the incremental borrowing rates at the lease commencement date are used in determining the imputed interest and present value of lease payments. The incremental borrowing rates were determined using a portfolio approach based on the rates of interest that the Company would have to borrow an amount equal to the lease payments on a collateralized basis over a similar term. The Company recognizes the single lease cost on a straight-line basis over the remaining lease term for operating leases . The Company has elected not to recognize right-of-use assets or lease liabilities for leases with an initial term of 12 months or less; expenses for these leases are recognized on a straight-line basis over the lease term. |
Impairment of long-lived assets | (q). Impairment of long-lived assets The Company evaluates the recoverability of long-lived assets or asset group, including identifiable intangible assets, with determinable useful lives whenever events or changes in circumstances indicate that long-lived asset or asset group’s carrying amount may not be recoverable. The Company measures the carrying amount of long-lived asset or asset group against the estimated undiscounted future cash flows associated with it. The long-lived asset or asset group is not recoverable when the sum of the expected undiscounted future net cash flows is less than the carrying value of the asset being evaluated. Impairment loss is calculated as the amount by which the carrying value of the asset exceeds its fair value. Fair value is estimated based on various valuation techniques, including the discounted value of estimated future cash flows. The evaluation of asset impairment requires the Company to make assumptions about future cash flows over the life of the asset being evaluated. These assumptions require significant judgment and actual results may differ from assumed and estimated amounts. For the years ended December 31, 2022 and 2023, the Company recorded $962 and nil impairment losses for long-lived assets or definite-lived intangible assets. The Company evaluates indefinite-lived intangible assets as at each reporting period or more frequently if events or changes in circumstances indicate that it might be impaired to determine whether events and circumstances continue to support indefinite useful lives. The value of indefinite-lived intangible assets is not amortized, but tested for impairment annually or whenever events or changes in circumstances indicate that it is more likely than not that the asset is impaired in accordance with ASC 350. The Company first performs a qualitative assessment to assess all relevant events and circumstances that could affect the significant inputs used to determine the fair value of the indefinite-lived intangible asset. If after performing the qualitative assessment, the Company determines that it is more likely than not that the indefinite-lived intangible asset is impaired, the Company calculates the fair value of the intangible asset and performs the quantitative impairment test by comparing the fair value of the asset with its carrying amount. If the carrying amount of an indefinite-lived intangible asset exceeds its fair value, the Company recognizes an impairment loss in an amount equal to that excess. |
Goodwill and Indefinite-lived Intangible Assets | (r). Goodwill and Indefinite-lived Intangible Assets Goodwill represents the excess of the purchase price over the fair value of identifiable net assets acquired in business combinations. Goodwill is not amortized, but tested for impairment annually, or more frequently if events and circumstances indicate that they might be impaired. The Company has an option to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. In the qualitative assessment, the Company considers primary factors such as industry and market considerations, overall financial performance of the reporting unit which is described in more detail below, and other specific information related to the operations. Based on the qualitative assessment, if it is more likely than not that the fair value of each reporting unit is less than the carrying amount, the quantitative impairment test is performed. The Company tests goodwill and intangible assets that are not subject to amortization for impairment annually on December 31, and the Company’s goodwill impairment review involves the following steps: 1) qualitative assessment – evaluate qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. The factors the Company considers include, but are not limited to, macroeconomic conditions, industry and market considerations, cost factors, financial performance, or events specific to that reporting unit. If, or when, the Company determines it is more likely than not that the fair value of a reporting unit is less than the carrying amount, including goodwill, the Company would move to the quantitative method; 2) quantitative method –the Company performs the quantitative fair value test by comparing the fair value of a reporting unit with its carrying amount and an impairment charge is measured as the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Application of the goodwill impairment test requires judgment, including the identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to reporting units, and determination of the fair value of each reporting unit. The fair value of each reporting unit is estimated using the income approach. This analysis requires significant judgments, including estimation of future cash flows, which is dependent on internal forecasts, and assumptions that are consistent with the plans and estimates being used to manage the Company’s business, estimation of the long-term rate of growth for the Company’s business, estimation of the useful life over which cash flows will occur, and determination of the Company’s weighted average cost of capital. The estimates are used to calculate the fair value of a reporting unit change from year to year based on operating results and market conditions. Changes in these estimates and assumptions could materially affect the determination of fair value and goodwill impairment for the reporting unit. The Company recorded goodwill impairment of nil and $395 for the years ended December 31, 2022 and 2023. Certain of the Company's domain names have been assigned an indefinite life as the Company currently anticipate that they will contribute cash flows to the Company indefinitely. Indefinite-lived intangible assets are not amortized, but are evaluated at least annually to determine whether the indefinite useful life is appropriate. The Company measures the fair value of identifiable intangible assets upon acquisition and review for impairment annually on December 31, and whenever market or business events indicate there may be a potential impairment of that intangible. Impairment losses are recorded to the extent that the carrying value of the indefinite-lived intangible asset exceeds its fair value. The significant assumptions that are used to determine the estimated fair value for indefinite-lived intangible assets upon acquisition and subsequent impairment testing are: forecasted revenue growth rates; estimated future cash flows; and the market-participant discount rates.Nil and $1,500 impairment for intangible assets with indefinite life was recorded for the years ended December 31, 2022 and 2023, respectively. |
Revenue recognition | (s). Revenue recognition The Company recognizes revenue when control of the good or service has been transferred to the customer, generally upon delivery to a customer. The contracts have a fixed contract price and revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring goods or providing services. The Company collects taxes from customers on behalf of governmental authorities at the time of sale. These taxes are accounted for on a net basis and are not included in revenues and cost of revenues. The Company generally expenses sales commissions when incurred because the amortization period is less than one year. These costs are recorded within selling and marketing expenses. The Company does not have any significant financing payment terms as payment is received at or shortly after the point of sale. Revenue from Contracts with Customers (“ASC 606”) prescribes a five-step model that includes: (1) identify the contract; (2) identify the performance obligations; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations; and (5) recognize revenue when (or as) performance obligations are satisfied. The Company generated the majority of revenue from SaaS services. SaaS revenue: Other services: Other services mainly include revenue from the provision of back-office services to OPI and revenue from non-recurring sources. The Company provides back-office services including accounting, legal, and business-related consulting services, which is a single performance obligation provided over the contract periods with pre-determined stand-alone selling price. The Company recognizes revenue over the contract periods. The following tables disaggregate revenue by subscription, advertising, and other services: For the Years Ended December 31, 2022 2023 (In thousands of US$) Lofty Subscription services $ 22,816 $ 27,164 Advertising services 1,884 1,488 Other services — 206 Subtotal $ 24,700 $ 28,858 Trucker Path Subscription services $ 17,982 $ 21,063 Advertising services 2,325 1,830 Other services 631 167 Subtotal $ 20,938 $ 23,060 Other Operations Other services $ 170 $ 155 Total revenues $ 45,808 $ 52,073 For the years ended December 31, 2022 2023 (In thousands of US$) Timing of revenue recognition Over time $ 40,798 $ 48,433 At a point in time 5,010 3,640 Total revenue $ 45,808 $ 52,073 Contract balances: Timing of revenue recognition may differ from the timing of invoicing to customers. Accounts receivable represent amounts invoiced and revenue recognized when the Company has satisfied the Company’s performance obligation and has the unconditional right to payment. There were no contract assets recorded as of December 31, 2022 and 2023. Deferred revenue mainly represents payments received from customers related to unsatisfied performance obligations for SaaS. The Company’s total deferred revenue was $4,323 and $4,322 as of December 31, 2022 and 2023, respectively, which is substantially recognized as revenue within one year. Revenue recognized in the period that was included in the beginning of the period contract liability balance were $2,596 and $4,323 for the years ended December 31, 2022 and 2023, respectively. |
Cost of revenues | (t). Cost of revenues Cost of revenues consists of costs directly related to SaaS business and other services. The major cost components include direct amortization of purchased software, commission costs paid to third party distributors of the Company’s software such as Apple and Google Play Stores, and bandwidth costs paid to telecommunications carriers for hosting of servers. |
Income taxes | (u). Income taxes Current income taxes are provided for in accordance with the laws of the relevant tax authorities. Deferred income taxes are recognized when temporary differences exist between the tax basis of assets and liabilities and their reported amounts in the financial statements and are recorded as non-current in the consolidated balance sheet. Net operating loss carry forwards and credits are applied using enacted statutory tax rates applicable to future years. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that a portion of or all of the deferred tax assets will not be realized. The impact of an uncertain income tax position on the income tax return is recognized at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant tax authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. Interest and penalties on income taxes will be classified as a component of the provisions for income taxes. The Company did not recognize any income tax due to uncertain tax position or incur any interest and penalties related to potential underpaid income tax expenses for the years ended December 31, 2022 and 2023. |
Financial instruments | (v). Financial instruments Financial instruments include cash and cash equivalents, restricted cash, short-term investments, accounts receivable, long-term investments, amounts due from/to related parties, accounts payable, and short-term debt. |
Research and development expenses | (w). Research and development expenses Research and development expenses are primarily incurred for development of new services, features, and products for the Company’s SaaS business, to curate and append data to our applications, as well as to further improve the Company’s technology infrastructure to support these businesses. The Company expenses all research and development costs when incurred. |
Foreign currency translation | (x). Foreign currency translation The functional and reporting currency of the Company is the United States dollar (“US dollar”). The financial records of the Company’s subsidiaries and VIE located in the PRC, Hong Kong, United Kingdom and Philippines are maintained in their local currencies, Renminbi (“RMB”), Hong Kong Dollar (“HKD”), British Pound Sterling (“GBP”) and Philippines Peso (“PHP”), respectively, which are also the functional currencies of these entities. Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency at the rates of exchange in effect at the balance sheet date. Transactions in currencies other than the functional currency during the year are converted into functional currency at the applicable rates of exchange prevailing when the transactions occurred. Transaction gains and losses are recognized in the statements of operations. The Company’s entities with functional currency of RMB, HKD, GBP and PHP translate their operating results and financial positions into US dollars, the Company’s reporting currency. Assets and liabilities are translated using the exchange rates in effect on the balance sheet date. Equity amounts are translated at historical exchange rates. Revenues, expenses, gains and losses are translated using the average rates for the year. Translation adjustments are reported as cumulative translation adjustments and are shown as accumulated other comprehensive loss. |
Comprehensive loss | (y). Comprehensive loss Comprehensive loss includes all changes in equity except those resulting from investments by owners and distributions to owners. For the years presented, comprehensive loss includes net loss, foreign currency translation adjustments and net unrealized gain on available-for-sale investments. For the years ended December 31, 2022 and 2023, comprehensive income related to net unrealized gain on available-for-sale investments were $26 and nil, respectively. |
Share-based compensation | (z). Share-based compensation Share-based compensation with employees, such as share options are measured based on the fair value of the equity instrument at the date of grant. The Company recognizes the compensation costs net of estimated forfeitures using the straight-line method, over the applicable vesting period. The estimate of forfeitures will be adjusted over the requisite service period to the extent that actual forfeitures differ, or are expected to differ, from such estimates. Changes in estimated forfeitures will be recognized through a cumulative catch-up adjustment in the period of change and will also impact the amount of stock compensation expense to be recognized in future periods. Share options granted to employees with market conditions attached are measured at fair value on the grant date and are recognized as compensation costs over the estimated requisite service period, regardless of whether the market condition has been met. A change in any of the terms or conditions of share options is accounted for as a modification of stock options. The Company calculates the incremental compensation cost of a modification as the excess of the fair value of the modified option over the fair value of the original option immediately before its terms are modified, measured based on the share price and other pertinent factors at the modification date. For vested options, the Company recognizes incremental compensation cost in the period the modification occurred. For unvested options, the Company recognizes, over the remaining requisite service period, the sum of the incremental compensation cost and the remaining unrecognized compensation cost for the original award on the modification date. |
Loss per share | (aa). Loss per share Basic loss per ordinary share is computed by dividing net loss attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period. Diluted loss per ordinary share reflects the potential dilution that could occur if securities were exercised or converted into ordinary shares. The Company had stock options and non-vested restricted shares, which could potentially dilute basic earnings per share in the future. Potential ordinary shares in the diluted net loss per share computation are excluded in periods of net loss as their effect would be anti-dilutive, which was 138,318,013 and 55,876,491 for the years ended December 31, 2022 and 2023, respectively. |
Recent accounting pronouncements not yet adopted | (ab). Recent accounting pronouncements not yet adopted In November 2023, the FASB issued ASU 2023-07, which modifies the disclosure and presentation requirements of reportable segments. The new guidance requires the disclosure of significant segment expenses that are regularly provided to the chief operating decision maker ("CODM") and included within each reported measure of segment profit and loss. In addition, the new guidance enhances interim disclosure requirements, clarifies circumstances in which an entity can disclose multiple segment measures of profit or loss, provides new segment disclosure requirements for entities with a single reportable segment, and contains other disclosure requirements. The update is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company does not expect that the adoption of ASU 2023-07 will have a material impact on its consolidated financial statements disclosures. In December 2023, the FASB issued ASU 2023-09, Improvement to Income Tax Disclosure. This standard requires more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. This standard also includes certain other amendments to improve the effectiveness of income tax disclosures. ASU 2023-09 is effective for public business entities, for annual periods beginning after December 15, 2024. For entities other than public business entities, the amendments are effective for annual periods beginning after December 15, 2025. The Company is in the process of evaluation the impact of adopting this new guidance on its consolidated financial statement. Recently issued ASUs by the FASB, except for the ones mentioned above, have no material impact on the Company’s consolidated results of operations or financial position. |
ORGANIZATION AND PRINCIPAL AC_2
ORGANIZATION AND PRINCIPAL ACTIVITIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
ORGANIZATION AND PRINCIPAL ACTIVITIES | |
Schedule of principal subsidiaries and consolidated VIE | As of December 31, 2023, Moatable, Inc.’s major subsidiaries, VIE and VIE’s subsidiaries are as follows: Later of date Percentage of of incorporation Place of legal ownership Principal Name of Subsidiaries or acquisition incorporation by Moatable, Inc. activities Subsidiaries: Lofty, Inc.(“Lofty“) September 7, 2012 Delaware, USA 77.8 % SaaS business Trucker Path, Inc. (“Trucker Path”) December 28, 2017 USA 77.8 % SaaS business Lucrativ Inc. January 22, 2018 USA 100 % SaaS business Renren Giantly Philippines Inc. March, 2018 Philippines 100 % SaaS business Qianxiang Shiji Technology Development (Beijing) Co., Ltd. (“Qianxiang Shiji”) March 21, 2005 PRC 100 % Investment holding Variable Interest Entity: Beijing Qianxiang Tiancheng Technology Development Co., Ltd. (“Qianxiang Tiancheng”) October 28, 2002 PRC N/A Internet business Subsidiaries of Variable Interest Entity: Beijing Qianxiang Wangjing Technology Development Co., Ltd. (“Qianxiang Wangjing”) November 11, 2008 PRC N/A Internet business Shandong Jieying Huaqi Automobile Service Co., Ltd (“Shandong Jieying”) July 20, 2017 PRC N/A Internet business |
Schedule of condensed consolidated financial information | As of December 31, 2022 2023 Cash and cash equivalents $ 1,210 $ 3,050 Accounts receivable 98 638 Prepaid expenses and other current assets 1,221 190 Amounts due from related parties, net 715 684 Total current assets 3,244 4,562 Property and equipment, net 82 79 Long-term investments 4,047 1,308 Right-of-use assets — 578 Other non-current assets 27 474 Total non-current assets 4,156 2,439 Total assets $ 7,400 $ 7,001 Accounts payable $ 111 $ 109 Accrued expenses and other current liabilities 8,154 8,005 Operating lease liabilities - current 214 375 Payable to investors 15 — Amounts due to related parties 662 631 Income tax payable 1,474 2,626 Total current liabilities 10,630 11,746 Operating lease liabilities - non-current — 131 Total non-current liabilities — 131 Total liabilities $ 10,630 $ 11,877 For the Years Ended December 31, 2022 2023 Revenues $ 107 $ 98 Net loss $ (54,709) $ (10,339) For the Years Ended December 31, 2022 2023 Net cash (used in) provided by operating activities $ (1,170) $ 1,902 Net cash used in investing activities $ — $ (62) Net cash used in financing activities $ — $ — |
REVISION TO PRIOR PERIOD FINA_2
REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS | |
Schedule of selected consolidated balance sheets, statement of operations and cashflows information | Selected consolidated balance sheets information as of December 31, 2022 As previously reported Adjustment As adjusted Assets Stipulation disbursement receivable — 2,630 2,630 Total current assets 58,170 2,630 60,800 Long-term investment 27,450 (1,682) 25,768 Total Assets 94,708 948 95,656 Shareholders’ equity Accumulated deficit (695,635) (1,664) (697,299) Additional paid-in capital 776,372 2,630 779,002 Accumulated other comprehensive loss (8,933) (18) (8,951) Total Moatable, Inc. shareholders’ equity 79,654 948 80,602 Selected consolidated statements of comprehensive loss information for the year ended December 31, 2022 As previously reported Adjustment As adjusted Impairment on and loss in equity method investments, net of tax (11,397) (1,664) (13,061) Net loss (76,418) (1,664) (78,082) Net loss attributable to Moatable Inc. (75,244) (1,664) (76,908) Selected consolidated statements of cash flows information for the year ended December 31, 2022 As previously reported Adjustment As adjusted Net loss (76,418) (1,664) (78,082) Adjustments to reconcile net loss to net cash used in operating activities: Loss in equity method investments 11,397 1,664 13,061 Net cash used in operating activities (3,822) — (3,822) |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of cash, cash equivalents and restricted cash | As of December 31, 2022 2023 Restricted cash $ 9,159 $ 5,056 Less: Provision of restricted cash (9,159) — Restricted cash, net — 5,056 |
Schedule of estimated economic useful lives of the assets | Category Estimated useful life Computer software 5 Customer relationships 10 Technology platform 8 Website domain name Indefinite Trade name 3 years |
Schedule of property and equipment, net | Property and equipment, net is carried at cost less accumulated depreciation and any impairment. Depreciation is calculated on a straight-line basis over the following estimated useful lives: Category Estimated useful life Server & network equipment 3 years Computer equipment and application software 2-3 years Furniture and vehicles 3-5 years Building 30 Leasehold improvements Over the lesser of the lease term or useful life of the assets |
Schedule of disaggregated revenue | For the Years Ended December 31, 2022 2023 (In thousands of US$) Lofty Subscription services $ 22,816 $ 27,164 Advertising services 1,884 1,488 Other services — 206 Subtotal $ 24,700 $ 28,858 Trucker Path Subscription services $ 17,982 $ 21,063 Advertising services 2,325 1,830 Other services 631 167 Subtotal $ 20,938 $ 23,060 Other Operations Other services $ 170 $ 155 Total revenues $ 45,808 $ 52,073 For the years ended December 31, 2022 2023 (In thousands of US$) Timing of revenue recognition Over time $ 40,798 $ 48,433 At a point in time 5,010 3,640 Total revenue $ 45,808 $ 52,073 |
ACQUISITION (Tables)
ACQUISITION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Rentancy | |
ACQUISITION | |
Schedule of allocation of purchase price to the major classes of assets and liabilities acquired | Amount USD Cash consideration $ 548 Current assets $ 5 Property, plant and equipment, net 6 Intangible assets 407 Goodwill 248 Current Liabilities (8) Non-current Liabilities (110) Total $ 548 |
Four Keys | |
ACQUISITION | |
Schedule of allocation of purchase price to the major classes of assets and liabilities acquired | Amount USD Cash consideration $ 334 Intangible assets identified from the acquisition - Technology platform 37 - Customer relationship 138 Goodwill 166 Current liabilities (7) Total $ 334 |
PROPERTY AND EQUIPMENT, NET (Ta
PROPERTY AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
PROPERTY AND EQUIPMENT, NET | |
Schedule of Property and equipment, net | As of December 31, 2022 2023 Building $ 5,281 $ 5,899 Computer equipment and application software 3,034 1,815 Server & network equipment 329 325 Furniture and vehicles 61 194 Leasehold improvements 352 595 Total 9,057 8,828 Less: accumulated depreciation (3,510) (2,671) Property and equipment, net $ 5,547 $ 6,157 |
INTANGIBLE ASSETS, NET (Tables)
INTANGIBLE ASSETS, NET (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
INTANGIBLE ASSETS, NET | |
Schedule of intangible assets, net | As of December 31, 2022 2023 Website domain name $ 1,500 24 Technology platform 782 768 Customer relationships 741 610 Computer software 72 144 Trade name 540 540 Intangible assets, gross 3,635 2,086 Accumulated amortization (1,210) (1,359) Intangible assets, net $ 2,425 $ 727 |
Schedule, by fiscal years, of amortization amount of intangible asset | 2024 $ 105 2025 96 2026 94 2027 83 2028 — 2029 — Thereafter — Total $ 378 |
LONG-TERM INVESTMENTS (Tables)
LONG-TERM INVESTMENTS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
LONG-TERM INVESTMENTS | |
Schedule of long-term investments | As of December 31, Note 2022 2023 Equity method investments: Fundrise, L.P. (i) $ 12,085 $ 12,504 Other (ii) 3,322 600 Total equity method investments 15,407 13,104 Equity investment with readily determinable fair values Kaixin Auto Holdings (iii) $ 9,636 $ 1,921 Equity investment without readily determinable fair values Suzhou Youge Interconnection Venture Capital Center 725 708 Total equity investments without readily determinable fair values 725 708 Total long-term investments $ 25,768 $ 15,733 (i) In October 2014, the Company entered into an agreement to purchase limited partnership interest of Fundrise, L.P. for a total consideration of $10,000 . The Company held 98.04% equity interest as limited partner as of December 31, 2022 and 2023 and recognized its share of gain of $173 and $419 for the years ended December 31, 2022 and 2023, respectively. (ii) In May 2014, the Company entered into an agreement to purchase limited partnership interest of Beijing Fenghou Tianyuan Investment and Management Center L.P. for a total consideration of $1,569 (RMB 10 million). The Company held 12.38% partnership interest as of December 31, 2022 and 2023 and recognized its share of loss of $1,248 and $590 for the years ended December 31, 2022 and 2023, respectively. As of December 31, 2023, the Company recognized an impairment loss of $2,132 for the year ended December 31, 2023. (iii) On June 30, 2022, the Company’s equity interest in Kaixin decreased to 16.6% and the resignation of the Company’s representative from Kaixin’s Board of Directors, which combined resulted in a lack of significant influence in Kaixin. Thus, from June 30, 2022, the investment in Kaixin should be accounted for as equity investment with readily determinable fair value, a change in accounting the equity method. For the years ended December 31, 2022 and 2023, the Company recognized a $10,422 and $7,715 unrealized loss as a change of fair value to the investment of Kaixin, which was booked in loss from fair value change of a long-term investment. As of March 25, 2024, the market value of the Company’s equity investment in Kaixin Auto Holdings decreased to $0.4 million from $1.9 million as of December 31, 2023. The decrease in value is a result of a change in the quoted share price. |
GOODWILL (Tables)
GOODWILL (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
GOODWILL | |
Schedule of changes in carrying amounts of goodwill | Amount Balance at January 1, 2022 124 Addition 414 Exchange difference 9 Balance at December 31, 2022 $ 547 Impairment loss (i) (395) Disposal (ii) (166) Exchange difference 14 Balance at December 31, 2023 $ — (i) The impairment of goodwill was primarily related to the Rentancy acquisition and was recorded as a result of reduction in LoftyWorks operating results compared to our original acquisition model. (ii) The disposal of goodwill was due to the disposal of Trucker Path Logistics, Inc on May 1, 2023. |
ACCRUED EXPENSES AND OTHER CU_2
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | |
Schedule of accrued expenses and other payables | As of December 31, 2022 2023 Other tax payable $ 4,551 $ 3,237 Employee payroll and welfare 2,367 2,473 Accrued professional fee and marketing expense 1,254 1,718 Other payable related to legacy business 2,154 2,101 Others 1,394 1,028 Total $ 11,720 $ 10,557 |
OPERATING LEASES (Tables)
OPERATING LEASES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
OPERATING LEASES | |
Schedule of operating lease cost and short-term lease cost | For the Years Ended December 31, 2022 2023 Selling expenses $ 160 $ 128 Research and development expenses 379 285 General and administrative expenses 717 285 Total operating lease cost 1,256 698 Short-term lease cost 88 101 Total lease cost $ 1,344 $ 799 |
Schedule of maturities of lease liabilities | Maturities of lease liabilities as of December 31, 2023 were as follows: Operating Lease 2024 $ 504 2025 195 Total undiscounted lease payment 699 Less: Imputed interest (49) Present value of lease liabilities $ 650 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
INCOME TAXES | |
Schedule of current and deferred component of income tax expenses which were attributable to the Company's PRC subsidiaries and VIE and VIE'S subsidiaries | For the Years Ended December 31, 2022 2023 Current income tax benefit $ (2,342) $ (6,712) Deferred income tax expenses — — Total income tax benefit $ (2,342) $ (6,712) |
Schedule of principal components of the deferred tax assets and liabilities | As of December 31, 2022 2023 Deferred tax assets Provision for doubtful accounts $ 4,504 $ 4,457 Write-down for inventory 52 52 Allowance for prepaid expenses and other current assets 4,575 4,462 Capitalized R&D costs — 2,018 Accrued payroll and welfare 138 135 Provision of the restricted cash 527 — Provision of amount due from a related party 590 576 Accrued liabilities 2,287 2,230 Advertising fee 533 516 Employee education fee 18 2 Intangible asset impairment 6,430 6,587 Net operating loss carry forwards 24,271 16,952 Total Deferred tax assets 43,925 37,987 Less valuation allowance (43,925) (37,987) Deferred tax assets, net $ — $ — |
Schedule of rollforward of valuation allowances of deferred tax assets | For the Year Ended December 31, 2023 Balance as of beginning of year $ (43,925) Addition (1,980) Expiration of NOL 1,870 Prior year true-up 3,525 Utilization of deferred tax assets 1,903 Foreign currency translation adjustments 620 Balance as of end of year $ (37,987) |
Schedule of loss before provision for income tax on geographical locations | For the Years Ended December 31, 2022 2023 United States $ (6,245) $ (1,995) Foreign (61,118) (12,410) Total loss before provision of income tax $ (67,363) $ (14,405) |
Schedule of reconciliation between the income taxes expense (benefit) computed by applying the PRC tax rate to income (loss) before income taxes and the actual provision for income taxes | For the Years Ended December 31, 2022 2023 Loss before provision of income tax $ (67,363) $ (14,405) U.S. federal statutory income tax rate 21 % 21 % Income tax at statutory rate (14,146) (3,025) Reversal of tax payable (2,317) (7,467) Prior year true-up — 3,526 Net operating loss not applicable for carryforward 1,386 1,573 Non-deductible expenses 1 1 Non-deductible expenses related to share-based compensation 806 624 Non-taxable loss from fair value loss of a long-term investment 2,189 1,620 Effect of income tax rate differences in jurisdictions other than the US 9,756 1,754 Effects of Company cancellation (116) — Changes in valuation allowance 99 (5,318) Income tax benefit $ (2,342) $ (6,712) |
ORDINARY SHARES (Tables)
ORDINARY SHARES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
ORDINARY SHARES | |
Schedule of repurchase activity under the stock repurchase program | The following table sets forth repurchase activity under the Stock Repurchase Program from inception through December 31, 2023, which included the stock repurchase from Softbank: Approximate Dollar Value of ADSs That Approximate Dollar Purchased as Value of ADSs That Part of Publicly May Yet Be Total Number of Average Price Announced Purchased Under the ADSs Purchased Paid Per ADS Programs Programs Periods January 2023: Open market purchases 258,661 $ 2.04 $ 528 $ 14,472 February 2023: Open market purchases 251,708 $ 1.89 $ 476 $ 13,996 March 2023: Open market purchases 168,513 $ 1.41 $ 245 $ 13,751 April 2023: Open market purchases 161,691 $ 1.35 $ 219 $ 13,532 May 2023: Open market purchases 166,299 $ 1.06 $ 176 $ 13,356 Repurchase from Softbank 6,400,000 $ 1.11 $ 7,132 6,224 June 2023: Open market purchases 214,579 $ 1.45 $ 309 $ 5,915 October 2023: Open market purchases 20,342 $ 0.97 $ 20 $ 5,895 December 2023: Open market purchases 29,144 $ 1.01 $ 29 $ 5,866 Repurchase from Softbank 2,608,632 $ 0.94 $ 2,459 $ 3,407 Total 10,279,569 $ 11,593 |
SHARE-BASED COMPENSATION (Table
SHARE-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
SHARE-BASED COMPENSATION | |
Schedule of aggregate number of shares | Maximum aggregate number of shares 2011 Plan 110,014,158 2016 Plan 53,596,236 2018 Plan 107,100,000 2021 Plan 56,000,000 |
Summary of information with respect to share options outstanding | Options outstanding Options exercisable Weighted Weighted average Weighted Weighted average Weighted Weighted remaining average average remaining average average Number contractual exercise intrinsic Number of contractual exercise intrinsic Range of exercise prices outstanding life price value exercisable life price value $ 0.01 91,646,055 1.10 $ 0.01 $ 0.01 91,646,055 1.10 $ 0.01 $ 0.01 91,646,055 $ 0.01 91,646,055 $ 0.01 Options outstanding Options exercisable Weighted Weighted average Weighted Weighted average Weighted Weighted remaining average average remaining average average Range of Number contractual exercise intrinsic Number of contractual exercise intrinsic exercise prices outstanding life price value exercisable life price value $ 6.00 and 73.35 47,673 7.50 $ 28.03 $ 25.07 35,248 7.30 $ 19.94 $ 31.35 47,673 $ 25.07 35,248 $ 31.35 Options outstanding Options exercisable Weighted Weighted average Weighted average Weighted Weighted remaining average Weighted remaining average average Range of Number contractual exercise average Number of contractual exercise intrinsic exercise prices outstanding life price intrinsic value exercisable life price value $ 4.00 and 133.00 48,649 7.35 $ 46.01 $ 31.24 40,765 7.09 $ 33.00 $ 36.13 48,649 $ 31.24 40,765 $ 36.13 |
Summary of the activity of the stock options granted | Weighted average Number of exercise shares price Balance, December 31, 2022 95,021,055 $ 0.01 Exercised (3,150,000) $ 0.01 Forfeited (225,000) $ 0.01 Balance, December 31, 2023 91,646,055 $ 0.01 Exercisable, December 31, 2023 91,646,055 $ 0.01 Expected to vest, December 31, 2023 — $ — Weighted Weighted average average Number of exercise grant date shares price fair value Balance, December 31, 2022 49,748 $ 31.19 $ 15.11 Granted 3,861 $ 33.48 $ 24.71 Exercised (438) $ 73.35 $ 33.48 Forfeited (5,498) $ 56.81 $ 26.42 Balance, December 31, 2023 47,673 $ 28.03 $ 14.41 Exercisable, December 31, 2023 35,248 $ 19.94 Expected to vest, December 31, 2023 12,424 $ 51.00 Weighted Weighted average average Number of exercise grant date shares price fair value Balance, December 31, 2022 51,005 $ 49.60 $ 24.45 Granted 585 $ 64.70 $ 16.81 Forfeited (2,941) $ 111.05 $ 55.24 Balance, December 31, 2023 48,649 $ 46.01 $ 22.81 Exercisable, December 31, 2023 40,765 $ 33.00 Expected to vest, December 31, 2023 7,884 $ 112.48 |
Summary of the nonvested restricted shares activity | Weighted average fair value Nonvested per ordinary restricted share at the shares grant dates Outstanding as of December 31, 2022 35,263,634 $ 0.14 Granted 11,022,615 $ 0.04 Vested (i) (20,530,035) 0.12 Forfeited (5,217,838) $ 0.29 Outstanding as of December 31, 2023 20,538,376 $ 0.07 (i) On October 7, 2021, the Company entered into a Stipulation of Settlement (the “Stipulation”) as a nominal defendant with respect to the consolidated shareholder derivative lawsuits. Pursuant to the Stipulation, the Company shall set the record date for determining holders of the Company’s Class A ordinary shares and American Depositary Shares who are entitled to receive distributions from the Settlement (the “Record Date”) on the earliest practicable date after the Stipulation and the settlement of the action is approved by the court and such approval has become final. On December 10, 2021, the court issued a written order formally denying the motion to approve the Stipulation and Settlement (the “Order”), which prevented the Company from setting the Record Date as originally contemplated under the Stipulation and, consequently, may cause a material increase in the amount of the Settlement. In order to mitigate the Order’s impact on the settlement, including the amount of the Settlement, and pursuant to the Board’s general administrative authority under the Equity Incentive Plans, the Board deems it to be in the best interest of the Company and its shareholders as a whole to suspend vesting of the equity awards, including share options and restricted shares under Equity Incentive Plans, from January 1, 2022, through and until the completion of the Settlement (the “Vesting Suspension”) The Vesting Suspension had been lifted on January 13, 2023. During suspended vesting, the Company continued to record expenses for all granted shares consistent with the vesting schedules. |
Summary of service period of award using the straight-line method | For the Years ended December 31, 2022 2023 Lofty $ 176 $ 188 Trucker Path $ 308 $ 254 |
Schedule of fair value of the options granted, estimated on the date of grant using the option-pricing models with assistance from Marsh, an independent valuation firm, with assumptions used | For the Years ended December 31, 2023 Lofty Trucker Path Risk-free interest rate (1) 3.52-4.29 % 4.22-4.29 % Volatility (2) 43-44 % 48-49 % Expected term (in years) (3) 10 10 Exercise price (4) $ 33.48 $ 64.70 Dividend yield (5) 0.00 % 0.00 % Fair value of underlying ordinary share (6) 23.77-25.33 14.90-17.22 (1) Risk-free interest rate Risk-free interest rate was estimated based on the yield to maturity of treasury bonds of the United States with a maturity period close to the expected life of the options. (2) Volatility The volatility of the underlying ordinary shares during the life of the options was estimated based on the historical stock price volatility of listed comparable companies over a period comparable to the expected term of the options. (3) Expected term For the options granted to employees, the Company estimated the expected term based on the vesting and contractual terms and employee demographics. (4) Exercise price The exercise price of the options was determined by the Company’s board of directors. (5) Dividend yield The dividend yield was estimated by the Company based on its expected dividend policy over the expected term of the options. (6) Fair value of underlying ordinary shares The estimated fair value of the ordinary shares underlying the options as of the valuation date was determined based on a contemporaneous valuation. When estimating the fair value of the ordinary shares on the valuation dates, management has considered a number of factors, including the result of a third- party appraisal of the Company, while taking into account standard valuation methods and the achievement of certain events. The fair value of the ordinary shares in connection with the options granted on the valuation date was determined with the assistance of an independent third -party appraiser. |
Summary of share-based compensation attributable to selling and marketing, research and development and general and administrative expenses of the discontinued operations | For the Years ended December 31, 2022 2023 Selling and marketing $ 179 $ 149 Research and development 669 723 General and administrative 3,144 2,095 Total share-based compensation expense $ 3,992 $ 2,967 |
RELATED PARTY BALANCES AND TR_2
RELATED PARTY BALANCES AND TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
RELATED PARTY BALANCES AND TRANSACTIONS | |
Schedule of related parties and their relationships | Name Relationship (a) Kaixin Automobile Holdings (“Kaixin”) Equity investment of the Company (Note 8) (b) Infinities Technology (Cayman) Holding Limited (“Infinities”) Equity investment of the Company (c) Oak Pacific Investment (“OPI”) and its subsidiaries An entity controlled together by chief executive officer and one of our independent board member, and its subsidiaries. |
Schedule of amount due from related parties | As of December 31, Note 2022 2023 Gross amount due from Kaixin (i) 3,727 3,690 Less: bad debt provision (3,727) (3,690) Net amount due from Kaixin — — Infinities (ii) 688 671 OPI and its subsidiaries 27 13 Total $ 715 $ 684 (i) The balances mainly represented the advances made to Kaixin daily operational purposes. The Company provided full bad debt provision for the year ended December 31, 2021, as the Company concluded the likelihood of the balance being recovered is remote. (ii) The balance represents the receivable from Infinities in connection with the disposition of the SNS business. In November 2018, the Company’s Board of Directors approved a proposal for the sale of its SNS Business to Beijing Infinities for a combined consideration of $20,000 in cash and $40,000 in the form of Beijing Infinities shares to be issued to the Company. The Company collected $6,866 in 2019, however, by December 31, 2019, Beijing Infinities failed to make payments under the agreed extended repayment plan. Based on assessment of the collectability, the Company provided an allowance of $12,408 for the receivable. Additionally, the shares receivable in the form of Infinites Technology (Cayman) Holding Limited, which is the holding company of Beijing Infinities, were received as of December 31, 2020 and were recorded as long-term investments in the consolidated balance sheets as of December 31, 2020. |
Schedule of amount due to related parties | As of December 31, Note 2022 2023 Infinities $ 660 $ 643 OPI and its subsidiaries (iii) 2 12 Total $ 662 $ 655 (iii) The Company received $9,179 transitory funding with no interest from OPI and its subsidiaries in August 2023 and returned the funds in December 2023. |
SEGMENT INFORMATION and GEOGR_2
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION | |
Schedule of segment information | Lofty Trucker Path Other Operations Consolidated Fiscal year Ended December 31, 2023 Revenue $ 28,858 23,060 155 52,073 Cost of sales 4,273 6,783 156 11,212 Gross Margin $ 24,585 16,277 (1) 40,861 Fiscal year Ended December 31, 2022 Revenue $ 24,700 $ 20,938 $ 170 $ 45,808 Cost of sales 3,597 6,731 82 10,410 Gross Margin $ 21,103 $ 14,207 $ 88 $ 35,398 |
ORGANIZATION AND PRINCIPAL AC_3
ORGANIZATION AND PRINCIPAL ACTIVITIES - Major subsidiaries, VIE and VIE's subsidiaries (Details) | 12 Months Ended |
Dec. 31, 2023 segment | |
ORGANIZATION AND PRINCIPAL ACTIVITIES | |
Number of operating segments | 2 |
Percentage of revenue from US market | 100% |
Lofty, Inc.("Lofty") | |
ORGANIZATION AND PRINCIPAL ACTIVITIES | |
Later of date of incorporation or acquisition | Sep. 07, 2012 |
Place of incorporation | Delaware, USA |
Percentage of legal ownership by Moatable Inc | 77.80% |
Principal activities | SaaS business |
Trucker Path, Inc. ("Trucker Path") | |
ORGANIZATION AND PRINCIPAL ACTIVITIES | |
Later of date of incorporation or acquisition | Dec. 28, 2017 |
Place of incorporation | USA |
Percentage of legal ownership by Moatable Inc | 77.80% |
Principal activities | SaaS business |
Lucrativ Inc. | |
ORGANIZATION AND PRINCIPAL ACTIVITIES | |
Later of date of incorporation or acquisition | Jan. 22, 2018 |
Place of incorporation | USA |
Percentage of legal ownership by Moatable Inc | 100% |
Principal activities | SaaS business |
Renren Giantly Philippines Inc. | |
ORGANIZATION AND PRINCIPAL ACTIVITIES | |
Later of date of incorporation or acquisition | Mar. 31, 2018 |
Place of incorporation | Philippines |
Percentage of legal ownership by Moatable Inc | 100% |
Principal activities | SaaS business |
Qianxiang Shiji Technology Development (Beijing) Co., Ltd. ("Qianxiang Shiji") | |
ORGANIZATION AND PRINCIPAL ACTIVITIES | |
Later of date of incorporation or acquisition | Mar. 21, 2005 |
Place of incorporation | PRC |
Percentage of legal ownership by Moatable Inc | 100% |
Principal activities | Investment holding |
Beijing Qianxiang Tiancheng Technology Development Co., Ltd. ("Qianxiang Tiancheng") | |
ORGANIZATION AND PRINCIPAL ACTIVITIES | |
Later of date of incorporation or acquisition | Oct. 28, 2002 |
Place of incorporation | PRC |
Principal activities | Internet business |
Beijing Qianxiang Wangjing Technology Development Co., Ltd. ("Qianxiang Wangjing") | |
ORGANIZATION AND PRINCIPAL ACTIVITIES | |
Later of date of incorporation or acquisition | Nov. 11, 2008 |
Place of incorporation | PRC |
Principal activities | Internet business |
Shandong Jieying Huaqi Automobile Service Co., Ltd ("Shandong Jieying") | |
ORGANIZATION AND PRINCIPAL ACTIVITIES | |
Later of date of incorporation or acquisition | Jul. 20, 2017 |
Place of incorporation | PRC |
Principal activities | Internet business |
ORGANIZATION AND PRINCIPAL AC_4
ORGANIZATION AND PRINCIPAL ACTIVITIES - Schedule of consolidated financial information of Company's VIEs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
Condensed consolidated financial information of VIE and its subsidiaries | |||
Cash and cash equivalents | $ 33,913 | $ 27,960 | [1] |
Accounts receivable | 2,603 | 2,054 | [1] |
Prepaid expenses and other current assets, net | 3,928 | 3,418 | [1] |
Amounts due from related parties, net | 684 | 715 | |
Total current assets | 46,184 | 60,800 | [1] |
Property and equipment, net | 6,157 | 5,547 | [1] |
Long-term investments | 15,733 | 25,768 | [1] |
Right-of-use assets | 744 | 400 | [1] |
Other non-current assets | 155 | 169 | [1] |
Total non-current assets | 23,516 | 34,856 | [1] |
Total assets | 69,700 | 95,656 | [1] |
Accounts payable | 2,064 | 1,570 | [1] |
Accrued expenses and other current liabilities | 10,557 | 11,720 | [1] |
Operating lease liabilities - current | 461 | 301 | [1] |
Amounts due to related parties | 655 | 662 | [1] |
Income tax payable | 3,381 | 10,366 | [1] |
Total current liabilities | 21,440 | 28,942 | [1] |
Operating lease liabilities - non-current | 189 | ||
Total non-current liabilities | 189 | ||
Total liabilities | 21,629 | 28,942 | [1] |
Revenue | 52,073 | 45,808 | |
Net loss | (9,911) | (78,082) | [1] |
Net cash (used in) provided by operating activities | (3,167) | (3,822) | |
Net cash used in investing activities | 23,034 | (33,481) | |
Net cash used in financing activities | (8,904) | (1,454) | |
Variable Interest Entity | |||
Condensed consolidated financial information of VIE and its subsidiaries | |||
Cash and cash equivalents | 3,050 | 1,210 | |
Accounts receivable | 638 | 98 | |
Prepaid expenses and other current assets, net | 190 | 1,221 | |
Amounts due from related parties, net | 684 | 715 | |
Total current assets | 4,562 | 3,244 | |
Property and equipment, net | 79 | 82 | |
Long-term investments | 1,308 | 4,047 | |
Right-of-use assets | 578 | 0 | |
Other non-current assets | 474 | 27 | |
Total non-current assets | 2,439 | 4,156 | |
Total assets | 7,001 | 7,400 | |
Accounts payable | 109 | 111 | |
Accrued expenses and other current liabilities | 8,005 | 8,154 | |
Operating lease liabilities - current | 375 | 214 | |
Payable to investors | 15 | ||
Amounts due to related parties | 631 | 662 | |
Income tax payable | 2,626 | 1,474 | |
Total current liabilities | 11,746 | 10,630 | |
Operating lease liabilities - non-current | 131 | 0 | |
Total non-current liabilities | 131 | 0 | |
Total liabilities | 11,877 | 10,630 | |
Revenue | 98 | 107 | |
Net loss | (10,339) | (54,709) | |
Net cash (used in) provided by operating activities | 1,902 | $ (1,170) | |
Net cash used in investing activities | $ (62) | ||
[1]See Note 2. |
ORGANIZATION AND PRINCIPAL AC_5
ORGANIZATION AND PRINCIPAL ACTIVITIES - Additional information (Details) - Variable Interest Entity - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Condensed consolidated financial information of VIE and its subsidiaries | ||
Term of agreement | 10 years | |
Service fees | $ 0 | $ 0 |
Business Operations Agreement | ||
Condensed consolidated financial information of VIE and its subsidiaries | ||
Term of agreement | 10 years | |
Advance written notice period for not extending term of agreement | 30 days | |
Exclusive Equity Option Agreement | ||
Condensed consolidated financial information of VIE and its subsidiaries | ||
Term of agreement | 10 years | |
Advance written notice period for not extending term of agreement | 30 days | |
Exclusive Technical and Consulting Services Agreement | ||
Condensed consolidated financial information of VIE and its subsidiaries | ||
Term of agreement | 10 years | |
Advance written notice period for not extending term of agreement | 30 days | |
Intellectual Property License Agreement | ||
Condensed consolidated financial information of VIE and its subsidiaries | ||
Advance written notice period for not extending term of agreement | 30 days |
REVISION TO PRIOR PERIOD FINA_3
REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 20, 2020 | Dec. 31, 2023 | Dec. 31, 2022 | |
REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS | |||
One-time dividend | $ 1,635 | $ 602 | |
Impairment loss of equity investments | 2,132 | 0 | |
Beijing Fenghou Tianyuan Investment and Management Center L.P. (Tianyuan L.P.) | |||
REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS | |||
Impairment loss of equity investments | $ 2,132 | $ 1,600 | |
Renren shareholder derivative lawsuit | |||
REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS | |||
One-time dividend | $ 2,600 |
REVISION TO PRIOR PERIOD FINA_4
REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS - Selected consolidated balance sheets information (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | ||
ASSETS | ||||
Stipulation disbursement receivable | [1] | $ 2,630 | ||
Total current assets | $ 46,184 | 60,800 | [1] | |
Long-term investment | 15,733 | 25,768 | [1] | |
Total Assets | 69,700 | 95,656 | [1] | |
Shareholders' equity | ||||
Accumulated deficit | (716,315) | (697,299) | [1] | |
Additional paid-in capital | 782,365 | 779,002 | [1] | |
Accumulated other comprehensive loss | (8,778) | (8,951) | [1] | |
Total Moatable, Inc. shareholders' equity | $ 62,760 | 80,602 | [1] | |
As previously reported | ||||
ASSETS | ||||
Total current assets | 58,170 | |||
Long-term investment | 27,450 | |||
Total Assets | 94,708 | |||
Shareholders' equity | ||||
Accumulated deficit | (695,635) | |||
Additional paid-in capital | 776,372 | |||
Accumulated other comprehensive loss | (8,933) | |||
Total Moatable, Inc. shareholders' equity | 79,654 | |||
Adjustment | ||||
ASSETS | ||||
Stipulation disbursement receivable | 2,630 | |||
Total current assets | 2,630 | |||
Long-term investment | (1,682) | |||
Total Assets | 948 | |||
Shareholders' equity | ||||
Accumulated deficit | (1,664) | |||
Additional paid-in capital | 2,630 | |||
Accumulated other comprehensive loss | (18) | |||
Total Moatable, Inc. shareholders' equity | $ 948 | |||
[1]See Note 2. |
REVISION TO PRIOR PERIOD FINA_5
REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS - Selected consolidated statements of comprehensive loss information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS | |||
Impairment on and loss in equity method investments, net of tax | $ (2,218) | $ (13,061) | |
Net loss | (9,911) | (78,082) | [1] |
Net loss attributable to Moatable Inc. | $ (8,992) | (76,908) | |
As previously reported | |||
REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS | |||
Impairment on and loss in equity method investments, net of tax | (11,397) | ||
Net loss | (76,418) | ||
Net loss attributable to Moatable Inc. | (75,244) | ||
Adjustment | |||
REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS | |||
Impairment on and loss in equity method investments, net of tax | (1,664) | ||
Net loss | (1,664) | ||
Net loss attributable to Moatable Inc. | $ (1,664) | ||
[1]See Note 2. |
REVISION TO PRIOR PERIOD FINA_6
REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS - Selected consolidated statements of cash flows information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS | |||
Net loss | $ (9,911) | $ (78,082) | [1] |
Adjustments, Noncash Items, to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract] | |||
Loss in equity method investments | 2,218 | 13,061 | |
Net cash used in operating activities | $ (3,167) | (3,822) | |
As previously reported | |||
REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS | |||
Net loss | (76,418) | ||
Adjustments, Noncash Items, to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract] | |||
Loss in equity method investments | 11,397 | ||
Net cash used in operating activities | (3,822) | ||
Adjustment | |||
REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS | |||
Net loss | (1,664) | ||
Adjustments, Noncash Items, to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract] | |||
Loss in equity method investments | $ 1,664 | ||
[1]See Note 2. |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Non current portion of restricted cash (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Restricted cash | $ 5,056 | $ 9,159 |
Less: Provision of restricted cash | 0 | (9,159) |
Total cash, cash equivalents and restricted cash shown in the statements of cash flow | 5,056 | |
Valuation allowance recognized for the inventories | $ 0 | $ 0 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of estimated useful lives of property and equipment (Details) | Dec. 31, 2023 |
Building | |
Property and equipment, net | |
Estimated useful lives | 30 years |
Server & network equipment | |
Property and equipment, net | |
Estimated useful lives | 3 years |
Computer equipment and application software | Minimum | |
Property and equipment, net | |
Estimated useful lives | 2 years |
Computer equipment and application software | Maximum | |
Property and equipment, net | |
Estimated useful lives | 3 years |
Furniture and vehicles | Minimum | |
Property and equipment, net | |
Estimated useful lives | 3 years |
Furniture and vehicles | Maximum | |
Property and equipment, net | |
Estimated useful lives | 5 years |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of finite lived intangible assets (Details) | Dec. 31, 2023 |
Computer software | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived intangible asset, useful life | 5 years |
Customer relationship | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived intangible asset, useful life | 10 years |
Technology platform | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived intangible asset, useful life | 8 years |
Trade name | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived intangible asset, useful life | 3 years |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of disaggregate revenue by subscription, advertising, and other services (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Disaggregation of revenue | ||
Revenue | $ 52,073 | $ 45,808 |
Lofty | ||
Disaggregation of revenue | ||
Revenue | 28,858 | 24,700 |
Trucker Path | ||
Disaggregation of revenue | ||
Revenue | 23,060 | 20,938 |
Subscription services | Lofty | ||
Disaggregation of revenue | ||
Revenue | 27,164 | 22,816 |
Subscription services | Trucker Path | ||
Disaggregation of revenue | ||
Revenue | 21,063 | 17,982 |
Advertising services | Lofty | ||
Disaggregation of revenue | ||
Revenue | 1,488 | 1,884 |
Advertising services | Trucker Path | ||
Disaggregation of revenue | ||
Revenue | 1,830 | 2,325 |
Other services | Lofty | ||
Disaggregation of revenue | ||
Revenue | 206 | |
Other services | Trucker Path | ||
Disaggregation of revenue | ||
Revenue | 167 | 631 |
Other services | Other Operations | ||
Disaggregation of revenue | ||
Revenue | $ 155 | $ 170 |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of timing of revenue recognition (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Revenue | $ 52,073 | $ 45,808 |
Over time | ||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Revenue | 48,433 | 40,798 |
At a point in time | ||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Revenue | $ 3,640 | $ 5,010 |
SUMMARY OF SIGNIFICANT ACCOUN_9
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional information (Details) ¥ in Thousands, $ in Thousands | 12 Months Ended | |||||||
Dec. 31, 2023 USD ($) shares | Dec. 31, 2022 USD ($) shares | Dec. 31, 2023 CNY (¥) | Aug. 28, 2023 USD ($) | Jun. 01, 2023 USD ($) | Jun. 30, 2022 | Dec. 31, 2021 USD ($) | ||
Loss from operations | $ (10,741) | $ (16,163) | ||||||
Cash used in operating activities | (3,822) | |||||||
Net cash used in operating activities | (3,167) | (3,822) | ||||||
Cash and cash equivalents | 33,913 | 27,960 | [1] | |||||
Working Capital | 24,744 | |||||||
Cash deposit | 0 | 9,159 | ||||||
Transfer of rights, title and interest of defaulted loan of kaixin, guaranteed by company | $ 2,000 | |||||||
Unrestricted cash | 1,151 | |||||||
Escrow deposit | $ 5,000 | |||||||
Impairment loss of equity investments | 2,132 | 0 | ||||||
Fair value changes of long-term investments | 7,715 | 10,422 | ||||||
Impairment loss of the preferred shares | 0 | 44,474 | ||||||
Allowance for credit loss for accounts receivable | 153 | 0 | ||||||
Valuation allowance | 0 | 0 | ||||||
Impairment of long-lived asset | 0 | 962 | ||||||
Impairment of intangible asset | 1,500 | 962 | ||||||
Impairment for intangible assets with indefinite life | $ 1,500 | $ 0 | ||||||
Impairment, Intangible Asset, Indefinite-Lived (Excluding Goodwill), Statement of Income or Comprehensive Income [Extensible Enumeration] | Impairment of intangible asset | Impairment of intangible asset | ||||||
Goodwill | ||||||||
Goodwill, Impairment Loss | $ 395 | $ 0 | ||||||
Income taxes | ||||||||
Income tax due to uncertain tax position and interest and penalties related to potential underpaid income tax expenses | 0 | 0 | ||||||
Working capital | 24,744 | |||||||
Equity | 48,071 | 66,714 | [1] | $ 137,012 | ||||
Accumulated deficit | (716,315) | (697,299) | [1] | |||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 48,071 | 66,714 | [1] | $ 137,012 | ||||
Retained Earnings (Accumulated Deficit) | (716,315) | (697,299) | [1] | |||||
Revenue | 52,073 | 45,808 | ||||||
Goodwill impairment | 395 | 0 | ||||||
Accounts Receivable, Net, Current | 2,603 | 2,054 | [1] | |||||
Deferred revenue current | 4,322 | 4,323 | [1] | |||||
Advance from customers recognized as revenue | 4,323 | 2,596 | ||||||
Right-of-use lease assets | 744 | 400 | [1] | |||||
Operating lease liabilities - current | $ 461 | $ 301 | [1] | |||||
Antidilutive securities excluded from computation of earnings per share | shares | 55,876,491 | 138,318,013 | ||||||
Kaixin Subsidiary | ||||||||
Standby letter of credit claimed in connection with default of certain guaranteed loan | $ 5,870 | |||||||
Kaixin Auto Holdings | ||||||||
Percentage of interest | 16.60% | |||||||
Kaixin RMB Loan | ||||||||
Maximum borrowing capacity | ¥ | ¥ 40,000 | |||||||
Kaixin USD Loan | ||||||||
Maximum borrowing capacity | $ 2,000 | |||||||
Maximum | Kaixin Auto Holdings | ||||||||
Percentage of interest | 50% | 50% | ||||||
Minimum | Kaixin Auto Holdings | ||||||||
Percentage of interest | 20% | 20% | ||||||
[1]See Note 2. |
SIGNIFICANT RISKS AND UNCERTA_2
SIGNIFICANT RISKS AND UNCERTAINTIES (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Foreign currency risk | ||
Cash and cash equivalents denominated in RMB | $ 5,359 | $ 1,250 |
Total revenue | Concentration of credit risk | Customer concentration | ||
Foreign currency risk | ||
Concentration risk percentage | 10% | 10% |
ACQUISITION (Details)
ACQUISITION (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||||
Aug. 19, 2022 | Apr. 13, 2022 | Apr. 06, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | [1] | Dec. 31, 2021 | |
ACQUISITION | |||||||
Goodwill | $ 0 | $ 547 | $ 124 | ||||
Rentancy | |||||||
ACQUISITION | |||||||
Percentage of voting interest acquired | 100% | ||||||
Cash consideration | $ 548 | ||||||
Current assets | 5 | ||||||
Property, plant and equipment, net | 6 | ||||||
Intangible assets | 407 | ||||||
Goodwill | 248 | ||||||
Current Liabilities | (8) | ||||||
Non-current Liabilities | (110) | ||||||
Total | $ 548 | ||||||
Net revenue | 35 | ||||||
Net loss | 417 | ||||||
Guangzhou Yupu | |||||||
ACQUISITION | |||||||
Percentage of voting interest acquired | 100% | ||||||
Cash consideration | $ 962 | 962 | |||||
Guangzhou Yupu | Technology platform | |||||||
ACQUISITION | |||||||
Intangible assets | $ 37 | ||||||
Guangzhou Yupu | Customer relationship | |||||||
ACQUISITION | |||||||
Intangible assets | $ 138 | ||||||
Four Keys | |||||||
ACQUISITION | |||||||
Percentage of voting interest acquired | 100% | ||||||
Cash consideration | $ 334 | ||||||
Goodwill | 166 | ||||||
Current Liabilities | (7) | ||||||
Total | $ 334 | ||||||
Net revenue | 306 | ||||||
Net loss | $ 656 | ||||||
[1]See Note 2. |
PROPERTY AND EQUIPMENT, NET - S
PROPERTY AND EQUIPMENT, NET - Schedule of property and equipment, net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
Property and equipment, net | |||
Property and equipment, gross | $ 8,828 | $ 9,057 | |
Less: Accumulated impairment loss | (2,671) | (3,510) | |
Total property and equipment, net | 6,157 | 5,547 | [1] |
Depreciation expenses | 262 | 196 | |
Building | |||
Property and equipment, net | |||
Property and equipment, gross | 5,899 | 5,281 | |
Computer equipment and application software | |||
Property and equipment, net | |||
Property and equipment, gross | 1,815 | 3,034 | |
Server & network equipment | |||
Property and equipment, net | |||
Property and equipment, gross | 325 | 329 | |
Furniture and vehicles | |||
Property and equipment, net | |||
Property and equipment, gross | 194 | 61 | |
Leasehold improvements | |||
Property and equipment, net | |||
Property and equipment, gross | $ 595 | $ 352 | |
[1]See Note 2. |
INTANGIBLE ASSETS, NET (Details
INTANGIBLE ASSETS, NET (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, gross | $ 2,086 | $ 3,635 | |
Accumulated amortization | (1,359) | (1,210) | |
Intangible assets, net | 727 | 2,425 | [1] |
Amortization expenses | 175 | 560 | |
Impairment of intangible asset | 1,500 | 962 | |
Amortization amount of intangible asset | |||
2024 | 105 | ||
2025 | 96 | ||
2026 | 94 | ||
2027 | 83 | ||
Total | 378 | ||
Website domain name | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, gross | 24 | 1,500 | |
Technology platform | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, gross | 768 | 782 | |
Customer relationship | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, gross | 610 | 741 | |
Computer software | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, gross | 144 | 72 | |
Trade name | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, gross | $ 540 | $ 540 | |
[1]See Note 2. |
LONG-TERM INVESTMENTS (Details)
LONG-TERM INVESTMENTS (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | |
LONG-TERM INVESTMENTS | |||
Total equity method investments | $ 13,104 | $ 15,407 | |
Total equity investments without readily determinable fair values | 708 | 725 | |
Total long-term investments | 15,733 | 25,768 | [1] |
Fundrise, L.P. | |||
LONG-TERM INVESTMENTS | |||
Total equity method investments | 12,504 | 12,085 | |
Other | |||
LONG-TERM INVESTMENTS | |||
Total equity method investments | 600 | 3,322 | |
Kaixin Auto Holdings | |||
LONG-TERM INVESTMENTS | |||
Equity investment without readily determinable fair values | 1,921 | 9,636 | |
Suzhou Youge Interconnection Venture Capital Center | |||
LONG-TERM INVESTMENTS | |||
Equity investment without readily determinable fair values | $ 708 | $ 725 | |
[1]See Note 2. |
LONG-TERM INVESTMENTS - Additio
LONG-TERM INVESTMENTS - Additional information (Details) $ in Thousands, ¥ in Millions | 1 Months Ended | 12 Months Ended | |||||
Oct. 31, 2014 USD ($) | May 31, 2014 USD ($) | May 31, 2014 CNY (¥) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Mar. 25, 2024 USD ($) | Jun. 30, 2022 | |
Equity method investments: | |||||||
Share of loss and income under equity method | $ (2,218) | $ (13,061) | |||||
Recognized an impairment loss | 2,132 | 0 | |||||
Kaixin Auto Holdings | |||||||
Equity method investments: | |||||||
Equity method investment aggregate cost | $ 1,900 | ||||||
Kaixin Auto Holdings | SUBSEQUENT EVENTS | |||||||
Equity method investments: | |||||||
Equity method investment aggregate cost | $ 400 | ||||||
Fundrise, L.P. | |||||||
Equity method investments: | |||||||
Total consideration | $ 10,000 | ||||||
Ownership percentage | 98.04% | ||||||
Share of loss and income under equity method | $ 419 | $ 173 | |||||
Beijing Fenghou Tianyuan Investment and Management Center L.P. (Tianyuan L.P.) | |||||||
Equity method investments: | |||||||
Total consideration | $ 1,569 | ¥ 10 | |||||
Ownership percentage | 12.38% | 12.38% | |||||
Share of loss and income under equity method | $ 590 | $ 1,248 | |||||
Recognized an impairment loss | 2,132 | 1,600 | |||||
Kaixin Auto Holdings | |||||||
Equity method investments: | |||||||
Ownership percentage | 16.60% | ||||||
Unrealized loss | $ 7,715 | $ 10,422 |
Goodwill - Schedule Of Changes
Goodwill - Schedule Of Changes In Carrying Amounts Of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | |||
Costs: | ||||
Beginning balance | $ 547 | [1] | $ 124 | |
Addition | 414 | |||
Exchange difference | 14 | 9 | ||
Impairment loss | (395) | 0 | ||
Disposal | (166) | |||
Ending balance | $ 0 | $ 547 | [1] | |
[1]See Note 2. |
ACCRUED EXPENSES AND OTHER CU_3
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES - Schedule Of Accrued Expenses And Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | |
Accrued expenses and other current liabilities | |||
Other tax payable | $ 3,237 | $ 4,551 | |
Employee payroll and welfare | 2,473 | 2,367 | |
Accrued professional fee and marketing expense | 1,718 | 1,254 | |
Other payable related to legacy business | 2,101 | 2,154 | |
Others | 1,028 | 1,394 | |
Total | $ 10,557 | $ 11,720 | [1] |
[1]See Note 2. |
OPERATING LEASES - Operating le
OPERATING LEASES - Operating lease cost and short-term lease cost (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
OPERATING LEASES | ||
Cash paid for amounts included in the measurement of lease liabilities | $ 509 | |
Total operating lease cost | 698 | $ 1,256 |
Short-term lease cost | 101 | 88 |
Total lease cost | $ 799 | $ 1,344 |
Weighted average remaining lease term | 1 year 7 months 20 days | 7 months 13 days |
Weighted average discount rate of operating leases | 10.30% | 10.30% |
Selling expenses | ||
OPERATING LEASES | ||
Total operating lease cost | $ 128 | $ 160 |
Research and development expenses | ||
OPERATING LEASES | ||
Total operating lease cost | 285 | 379 |
General and administrative expenses | ||
OPERATING LEASES | ||
Total operating lease cost | $ 285 | $ 717 |
OPERATING LEASES - Right of use
OPERATING LEASES - Right of use assets and lease liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
OPERATING LEASES. | |||
Right-of-use assets | $ 744 | $ 400 | [1] |
Operating lease liabilities - current | 461 | 301 | [1] |
Operating lease liabilities - non - current | 189 | ||
Cash paid for amounts included in the measurement of lease liabilities | 509 | ||
Total operating lease cost | $ 698 | $ 1,256 | |
[1]See Note 2. |
OPERATING LEASES - Maturities o
OPERATING LEASES - Maturities of lease liabilities (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
OPERATING LEASES. | |
2024 | $ 504 |
2025 | 195 |
Total undiscounted lease payment | 699 |
Less: Imputed interest | (49) |
Present value of lease liabilities | $ 650 |
INCOME TAXES - Additional infor
INCOME TAXES - Additional information (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Apr. 01, 2018 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income taxes | ||||
Income tax expenses | $ (6,712) | $ (2,342) | ||
Statutory income tax rate (as a percent) | 21% | 21% | ||
Net operating loss carry forwards | $ 11,968 | |||
Reversed the income tax payable | 7,467 | |||
Unrecognized uncertain tax positions | 0 | |||
Interest and penalties amount | 0 | |||
PRC | ||||
Income taxes | ||||
Income tax expenses | $ (6,712) | $ (2,342) | ||
Statutory income tax rate (as a percent) | 25% | |||
Withholding income tax rate on dividends generated and payable by a foreign-invested enterprise in PRC to foreign non-resident enterprise investors (as a percent) | 10% | |||
Net operating loss carry forwards | $ 16,952 | 24,271 | ||
Deferred tax liabilities | 0 | |||
PHILIPPINES | ||||
Income taxes | ||||
Income tax expenses | $ 0 | $ 0 | ||
Effective Income Tax Rate Reconciliation, Percent | (25.00%) | (25.00%) | 30% | |
Federal | ||||
Income taxes | ||||
Net operating loss carry forwards | $ 74,174 | $ 54,240 | ||
Federal | Profit Slab One | ||||
Income taxes | ||||
Effective Income Tax Rate Reconciliation, Percent | 8.25% | |||
Effective Tax Rate Terms And Conditions | profits tax rate for the first HKD 2 million | |||
Federal | Profit Slab Two | ||||
Income taxes | ||||
Effective Income Tax Rate Reconciliation, Percent | 16.50% | |||
Effective Tax Rate Terms And Conditions | profits exceeding HKD 2 million | |||
State | ||||
Income taxes | ||||
Net operating loss carry forwards | $ 72,148 | $ 17,758 | ||
UNITED STATES | ||||
Income taxes | ||||
Statutory income tax rate (as a percent) | 21% | |||
Expiration by 2024 | ||||
Income taxes | ||||
Net operating loss carry forwards | $ 4,689 | |||
Expiration by 2025 | ||||
Income taxes | ||||
Net operating loss carry forwards | 3,595 | |||
Expiration by 2026 | ||||
Income taxes | ||||
Net operating loss carry forwards | 867 | |||
Expiration by 2027 | ||||
Income taxes | ||||
Net operating loss carry forwards | 1,161 | |||
Expiration by 2028 | ||||
Income taxes | ||||
Net operating loss carry forwards | $ 1,656 |
INCOME TAXES - Schedule Of Curr
INCOME TAXES - Schedule Of Current And Deferred Component Of Income Tax Expenses Which Were Attributable To The Company's PRC Subsidiaries And VIE And VIEs Subsidiaries (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Current and deferred component of income tax expenses (benefits) | ||
Total income tax benefit | $ (6,712) | $ (2,342) |
PRC | ||
Current and deferred component of income tax expenses (benefits) | ||
Current income tax benefit | (6,712) | (2,342) |
Deferred income tax expenses | 0 | 0 |
Total income tax benefit | $ (6,712) | $ (2,342) |
INCOME TAXES - Schedule Of Prin
INCOME TAXES - Schedule Of Principal Components Of The Deferred Tax Assets And Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Deferred tax assets | ||
Less valuation allowance | $ (37,987) | $ (43,925) |
PRC | ||
Deferred tax assets | ||
Provision for doubtful accounts | 4,457 | 4,504 |
Write-down for inventory | 52 | 52 |
Allowance for prepaid expenses and other current assets | 4,462 | 4,575 |
Capitalized R&D costs | 2,018 | |
Accrued payroll and welfare | 135 | 138 |
Provision of the restricted cash | 527 | |
Provision of amount due from a related party | 576 | 590 |
Accrued liabilities | 2,230 | 2,287 |
Advertising fee | 516 | 533 |
Employee education fee | 2 | 18 |
Intangible asset impairment | 6,587 | 6,430 |
Net operating loss carry forwards | 16,952 | 24,271 |
Total Deferred tax assets | 37,987 | 43,925 |
Less valuation allowance | (37,987) | (43,925) |
Deferred tax assets, net | 0 | $ 0 |
Net deferred income tax liabilities | $ 0 |
INCOME TAXES - Rollforward of v
INCOME TAXES - Rollforward of valuation allowances of deferred tax assets (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Deferred Tax Assets, Valuation Allowance [Roll Forward] | |
Balance as of beginning of year | $ (43,925) |
Additions | (1,980) |
Expiration of NOL | 1,870 |
Prior year true-up | 3,525 |
Utilization of deferred tax assets | 1,903 |
Foreign currency translation adjustments | 620 |
Balance as of end of year | $ (37,987) |
INCOME TAXES - Schedule of Loss
INCOME TAXES - Schedule of Loss Before Provision for Income Tax (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Taxes [Line Items] | ||
Total loss before provision of income tax | $ (14,405) | $ (67,363) |
UNITED STATES | ||
Income Taxes [Line Items] | ||
Total loss before provision of income tax | (1,995) | (6,245) |
Foreign | ||
Income Taxes [Line Items] | ||
Total loss before provision of income tax | $ (12,410) | $ (61,118) |
INCOME TAXES - Schedule Of Reco
INCOME TAXES - Schedule Of Reconciliation Between The Income Taxes Expense (Benefit) Computed By Applying PRC Tax Rate To Income (Loss) Before Income Taxes And Actual Provision For Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
INCOME TAXES | ||
Loss before provision of income tax | $ (14,405) | $ (67,363) |
U.S. federal statutory income tax rate | 21% | 21% |
Income tax at statutory rate | $ (3,025) | $ (14,146) |
Reversal of tax payable | (7,467) | (2,317) |
Prior year true-up | 3,526 | |
Net operating loss not applicable for carryforward | 1,573 | 1,386 |
Non-deductible expenses | 1 | 1 |
Non-deductible expenses related to share-based compensation | 624 | 806 |
Non-taxable loss from fair value loss of a long-term investment | 1,620 | 2,189 |
Effect of income tax rate differences in jurisdictions other than the US | 1,754 | 9,756 |
Effects of Company cancellation | (116) | |
Changes in valuation allowance | (5,318) | 99 |
Total income tax benefit | $ (6,712) | $ (2,342) |
ORDINARY SHARES (Details)
ORDINARY SHARES (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||
May 23, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 29, 2023 | Oct. 13, 2023 | Nov. 07, 2022 | |
ORDINARY SHARES | ||||||
Number of shares were issued due to the exercise of share options or vesting of restricted shares under share-based compensation | 21,267,315 | |||||
Authorized stock repurchased | $ 11,593 | |||||
Repurchase of ordinary shares | 1,270,937 | |||||
Maximum | ||||||
ORDINARY SHARES | ||||||
Authorized stock repurchased | $ 15,000 | |||||
Minimum | ||||||
ORDINARY SHARES | ||||||
Authorized stock repurchased | $ 10,000 | |||||
Stock Repurchase | ||||||
ORDINARY SHARES | ||||||
Weighted average price per share | $ 1.1144 | |||||
Class A ordinary shares | ||||||
ORDINARY SHARES | ||||||
Ordinary shares, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | |||
Class A ordinary shares | Board of Directors | ||||||
ORDINARY SHARES | ||||||
Number of Ordinary shares in an ADS | 45 | |||||
Class A ordinary shares | Stock Repurchase | ||||||
ORDINARY SHARES | ||||||
Stock issued during period share repurchase of open market shares | 57,192,165 | |||||
Stock issued during period value repurchase of open market shares | $ 2,002 | |||||
Weighted average price of repurchased shares | $ 1.58 | |||||
Class A ordinary shares | Stock Repurchase | Board of Directors | ||||||
ORDINARY SHARES | ||||||
Authorized stock repurchased | $ 10,000 | |||||
Ordinary shares, par value (in dollars per share) | $ 0.001 | |||||
Class A ordinary shares | Common Stock | ||||||
ORDINARY SHARES | ||||||
Exercise of share option and restricted shares vesting (in shares) | 44,947,350 | 16,799,985 | ||||
Repurchase of ordinary shares | (270,258,971) |
ORDINARY SHARES - Stock Repurch
ORDINARY SHARES - Stock Repurchase from SoftBank (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 29, 2023 | May 23, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
ORDINARY SHARES | ||||
Repurchase of ordinary shares | 1,270,937 | |||
Excess amount paid over market price charged to retained earnings | $ 9,186 | |||
Class A ordinary shares | ||||
ORDINARY SHARES | ||||
Ordinary shares, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | |
Aggregate purchase price | $ 8,247 | |||
Common stock held | 550,232,776 | |||
Class B ordinary shares | ||||
ORDINARY SHARES | ||||
Ordinary shares, par value (in dollars per share) | $ 0.001 | $ 0.001 | ||
Aggregate purchase price | $ 3,346 | |||
Common stock held | 170,258,970 | 305,388,450 | ||
Stock Repurchase from SoftBank | ||||
ORDINARY SHARES | ||||
Repurchase price | 0.94 | |||
Aggregate purchase price | $ 7,132 | |||
Market price | $ 0.97 | $ 0.93 | ||
Stock Repurchase from SoftBank | Board of Directors, Chairman | ||||
ORDINARY SHARES | ||||
Percentage of holding in outstanding shares | 46.40% | |||
Percentage of voting power | 82.90% | |||
Stock Repurchase from SoftBank | Class A ordinary shares | ||||
ORDINARY SHARES | ||||
Repurchase of ordinary shares | 117,388,451 | 152,870,520 | ||
Aggregate purchase price | $ 2,459 | |||
Stock Repurchase from SoftBank | Class A ordinary shares | Board of Directors, Chairman | ||||
ORDINARY SHARES | ||||
Common stock held | 163,628,956 | |||
Stock Repurchase from SoftBank | Class B ordinary shares | ||||
ORDINARY SHARES | ||||
Repurchase of ordinary shares | 135,129,480 | |||
Stock Repurchase from SoftBank | Class B ordinary shares | Board of Directors, Chairman | ||||
ORDINARY SHARES | ||||
Common stock held | 170,258,970 |
ORDINARY SHARES - Stock Repur_2
ORDINARY SHARES - Stock Repurchase Program (Details) - USD ($) $ / shares in Units, $ in Thousands | Dec. 31, 2023 | Oct. 31, 2023 | Jun. 30, 2023 | May 31, 2023 | Apr. 30, 2023 | Mar. 31, 2023 | Feb. 28, 2023 | Jan. 31, 2023 |
ORDINARY SHARES | ||||||||
Total Number of ADSs Purchased | 10,279,569 | |||||||
Approximate Dollar Value of ADSs That Purchased as Part of Publicly Announced Programs | $ 11,593 | |||||||
Open market purchases | ||||||||
ORDINARY SHARES | ||||||||
Total Number of ADSs Purchased | 29,144 | 20,342 | 214,579 | 166,299 | 161,691 | 168,513 | 251,708 | 258,661 |
Average Price Paid Per ADS | $ 1.01 | $ 0.97 | $ 1.45 | $ 1.06 | $ 1.35 | $ 1.41 | $ 1.89 | $ 2.04 |
Approximate Dollar Value of ADSs That Purchased as Part of Publicly Announced Programs | $ 29 | $ 20 | $ 309 | $ 176 | $ 219 | $ 245 | $ 476 | $ 528 |
Approximate Dollar Value of ADSs That May Yet Be Purchased Under the Programs | $ 5,866 | $ 5,895 | $ 5,915 | $ 13,356 | $ 13,532 | $ 13,751 | $ 13,996 | $ 14,472 |
Repurchase from Softbank | ||||||||
ORDINARY SHARES | ||||||||
Total Number of ADSs Purchased | 2,608,632 | 6,400,000 | ||||||
Average Price Paid Per ADS | $ 0.94 | $ 1.11 | ||||||
Approximate Dollar Value of ADSs That Purchased as Part of Publicly Announced Programs | $ 2,459 | $ 7,132 | ||||||
Approximate Dollar Value of ADSs That May Yet Be Purchased Under the Programs | $ 3,407 | $ 6,224 |
SHARE-BASED COMPENSATION (Detai
SHARE-BASED COMPENSATION (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||
Jul. 13, 2020 shares | Dec. 31, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2020 $ / shares shares | Dec. 31, 2018 USD ($) | Nov. 04, 2021 shares | |
SHARE-BASED COMPENSATION | ||||||
Weighted average grant date fair value of option per share | $ / shares | $ 4 | |||||
Income tax benefit | $ | $ 0 | $ 0 | ||||
Stock options | ||||||
SHARE-BASED COMPENSATION | ||||||
Vesting term | 6 years | |||||
Award vesting period | 6 years | |||||
Term of the options | 10 years | |||||
Non-employee options | ||||||
SHARE-BASED COMPENSATION | ||||||
Share based compensation | $ | $ 0 | 0 | ||||
Employee Stock Option | ||||||
SHARE-BASED COMPENSATION | ||||||
Unrecognized share-based compensation expense relating to share options | $ | 0 | |||||
Share-based compensation expenses from continuing operations | $ | 0 | 484 | $ 484 | |||
Nonvested restricted shares | ||||||
SHARE-BASED COMPENSATION | ||||||
Share based compensation | $ | 2,525 | $ 3,024 | ||||
Unrecognized compensation expense | $ | $ 2,477 | |||||
Expected weighted-average period for unrecognized compensation expense to be recognized | 1 year 3 days | |||||
2011 Plan | ||||||
SHARE-BASED COMPENSATION | ||||||
Maximum aggregate number of shares | shares | 110,014,158 | |||||
2016 Plan | ||||||
SHARE-BASED COMPENSATION | ||||||
Maximum aggregate number of shares | shares | 53,596,236 | |||||
2018 Plan | ||||||
SHARE-BASED COMPENSATION | ||||||
Maximum aggregate number of shares | shares | 107,100,000 | |||||
2021 Plan | ||||||
SHARE-BASED COMPENSATION | ||||||
Maximum aggregate number of shares | shares | 56,000,000 | |||||
Chime | ||||||
SHARE-BASED COMPENSATION | ||||||
Unrecognized share-based compensation expense relating to share options | $ | $ 427 | |||||
Expected weighted-average period for unrecognized compensation expense to be recognized | 2 years 3 months 3 days | |||||
Reverse stock split ratio | 0.005 | |||||
Number of shares available for future grant | shares | 150,000 | 25,000 | ||||
Term of the options | 10 years | |||||
Vesting term | 4 years | |||||
Weighted average grant date fair value of option per share | $ / shares | $ 34 | |||||
Award vesting period | 4 years | |||||
Chime | Employee Stock Option | ||||||
SHARE-BASED COMPENSATION | ||||||
Number of shares issued | shares | 19,726 | 41,730 | ||||
Trucker Path | ||||||
SHARE-BASED COMPENSATION | ||||||
Share based compensation | $ | $ 254 | $ 308 | ||||
Unrecognized share-based compensation expense relating to share options | $ | $ 541 | |||||
Expected weighted-average period for unrecognized compensation expense to be recognized | 2 years 3 days | |||||
Number of shares available for future grant | shares | 150,000 | 25,000 | ||||
Weighted average grant date fair value of option per share | $ / shares | $ 16.81 | $ 66 | $ 2 | |||
Trucker Path | Stock options | ||||||
SHARE-BASED COMPENSATION | ||||||
Number of aggregate options granted (in shares) | shares | 585 | |||||
Weighted average grant date fair value of option per share | $ / shares | $ 16.81 | |||||
Trucker Path | Employee Stock Option | ||||||
SHARE-BASED COMPENSATION | ||||||
Number of shares issued | shares | 585 | 18,070 | 34,355 | |||
Lofty Inc | ||||||
SHARE-BASED COMPENSATION | ||||||
Share based compensation | $ | $ 188 | $ 176 | ||||
Weighted average grant date fair value of option per share | $ / shares | $ 24.71 | |||||
Lofty Inc | Employee Stock Option | ||||||
SHARE-BASED COMPENSATION | ||||||
Number of shares issued | shares | 3,861 |
SHARE-BASED COMPENSATION - Summ
SHARE-BASED COMPENSATION - Summary of activity of stock options granted (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2020 | |
Number of shares | |||
Balance at the beginning of the period (in shares) | 95,021,055 | ||
Exercised (in shares) | (3,150,000) | ||
Forfeited (in shares) | (225,000) | ||
Balance at the end of the period (in shares) | 91,646,055 | 95,021,055 | |
Exercisable, at the end of the period (in shares) | 91,646,055 | ||
Weighted average exercise price | |||
Balance at the beginning of the period (in dollars per share) | $ 0.01 | ||
Exercised (in dollars per share) | 0.01 | ||
Forfeited (in dollars per share) | 0.01 | ||
Balance at the end of the period (in dollars per share) | 0.01 | $ 0.01 | |
Exercisable, at the end of the period (in dollars per share) | 0.01 | ||
Weighted average grant date fair value | |||
Granted (in dollars per share) | $ 4 | ||
Chime | |||
Weighted average grant date fair value | |||
Granted (in dollars per share) | 34 | ||
Trucker Path | |||
Weighted average grant date fair value | |||
Granted (in dollars per share) | 16.81 | $ 66 | $ 2 |
Lofty Inc | |||
Weighted average grant date fair value | |||
Granted (in dollars per share) | $ 24.71 | ||
Stock options | Trucker Path | |||
Number of shares | |||
Balance at the beginning of the period (in shares) | 51,005 | ||
Granted (in shares) | 585 | ||
Forfeited (in shares) | (2,941) | ||
Balance at the end of the period (in shares) | 48,649 | 51,005 | |
Exercisable, at the end of the period (in shares) | 40,765 | ||
Expected to vest, at the end of the period (in shares) | 7,884 | ||
Weighted average exercise price | |||
Balance at the beginning of the period (in dollars per share) | $ 49.60 | ||
Granted (in dollars per share) | 64.70 | ||
Forfeited (in dollars per share) | 111.05 | ||
Balance at the end of the period (in dollars per share) | 46.01 | $ 49.60 | |
Exercisable, at the end of the period (in dollars per share) | 33 | ||
Expected to vest, at the end of the period (in dollars per share) | 112.48 | ||
Weighted average grant date fair value | |||
Balance at the beginning of the period (in dollars per share) | 24.45 | ||
Granted (in dollars per share) | 16.81 | ||
Forfeited (in dollars per share) | 55.24 | ||
Balance at the end of the period (in dollars per share) | $ 22.81 | $ 24.45 | |
Renren stock options | Chime | |||
Number of shares | |||
Balance at the beginning of the period (in shares) | 49,748 | ||
Granted (in shares) | 3,861 | ||
Exercised (in shares) | (438) | ||
Forfeited (in shares) | (5,498) | ||
Balance at the end of the period (in shares) | 47,673 | 49,748 | |
Exercisable, at the end of the period (in shares) | 35,248 | ||
Expected to vest, at the end of the period (in shares) | 12,424 | ||
Weighted average exercise price | |||
Balance at the beginning of the period (in dollars per share) | $ 31.19 | ||
Granted (in dollars per share) | 33.48 | ||
Exercised (in dollars per share) | 73.35 | ||
Forfeited (in dollars per share) | 56.81 | ||
Balance at the end of the period (in dollars per share) | 28.03 | $ 31.19 | |
Exercisable, at the end of the period (in dollars per share) | 19.94 | ||
Expected to vest, at the end of the period (in dollars per share) | 51 | ||
Weighted average grant date fair value | |||
Balance at the beginning of the period (in dollars per share) | 15.11 | ||
Granted (in dollars per share) | 24.71 | ||
Exercised (in dollars per share) | 33.48 | ||
Forfeited (in dollars per share) | 26.42 | ||
Balance at the end of the period (in dollars per share) | $ 14.41 | $ 15.11 |
SHARE-BASED COMPENSATION - Serv
SHARE-BASED COMPENSATION - Service period of award using the straight-line method (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Trucker Path | ||
SHARE-BASED COMPENSATION | ||
Share-based compensation expense | $ 254 | $ 308 |
Lofty Inc | ||
SHARE-BASED COMPENSATION | ||
Share-based compensation expense | $ 188 | $ 176 |
SHARE-BASED COMPENSATION - Sche
SHARE-BASED COMPENSATION - Schedule of fair value of options granted, estimated on date of grant using Option-pricing models with assistance from Marsh, Independent Valuation Firm, With assumptions used (Details) - Binomial option pricing model | 12 Months Ended |
Dec. 31, 2023 $ / shares | |
Lofty Inc | |
SHARE-BASED COMPENSATION | |
Risk-free interest rate, minimum (as a percent) | 3.52% |
Risk-free interest rate, maximum (as a percent) | 4.29% |
Volatility, minimum (as a percent) | 43% |
Volatility, maximum (as a percent) | 44% |
Expected term (in years) | 10 years |
Exercise price | $ 33.48 |
Dividend yield (as a percent) | 0% |
Lofty Inc | Minimum | |
SHARE-BASED COMPENSATION | |
Fair value of underlying ordinary share | $ 23.77 |
Lofty Inc | Maximum | |
SHARE-BASED COMPENSATION | |
Fair value of underlying ordinary share | $ 25.33 |
Trucker Path | |
SHARE-BASED COMPENSATION | |
Risk-free interest rate, minimum (as a percent) | 4.22% |
Risk-free interest rate, maximum (as a percent) | 4.29% |
Volatility, minimum (as a percent) | 48% |
Volatility, maximum (as a percent) | 49% |
Expected term (in years) | 10 years |
Exercise price | $ 64.70 |
Dividend yield (as a percent) | 0% |
Trucker Path | Minimum | |
SHARE-BASED COMPENSATION | |
Fair value of underlying ordinary share | $ 14.90 |
Trucker Path | Maximum | |
SHARE-BASED COMPENSATION | |
Fair value of underlying ordinary share | $ 17.22 |
SHARE-BASED COMPENSATION - Su_2
SHARE-BASED COMPENSATION - Summary of Nonvested restricted shares activity (Details) - Nonvested restricted shares | 12 Months Ended |
Dec. 31, 2023 $ / shares shares | |
Nonvested restricted shares | |
Outstanding at the beginning of the period (in shares) | shares | 35,263,634 |
Granted (in shares) | shares | 11,022,615 |
Vested (in shares) | shares | (20,530,035) |
Forfeited (in shares) | shares | (5,217,838) |
Outstanding at the end of the period (in shares) | shares | 20,538,376 |
Weighted average fair value per ordinary share at the grant dates | |
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 0.14 |
Granted (in dollars per share) | $ / shares | 0.04 |
Vested (in dollars per share) | $ / shares | 0.12 |
Forfeited (in dollars per share) | $ / shares | 0.29 |
Outstanding at the end of the period (in dollars per share) | $ / shares | $ 0.07 |
SHARE-BASED COMPENSATION - Shar
SHARE-BASED COMPENSATION - Share-based compensation (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
SHARE-BASED COMPENSATION | ||
Share-based compensation expenses from continuing operations | $ 2,967 | $ 3,992 |
Selling and marketing expenses | ||
SHARE-BASED COMPENSATION | ||
Share-based compensation expenses from continuing operations | 149 | 179 |
Research and development expenses | ||
SHARE-BASED COMPENSATION | ||
Share-based compensation expenses from continuing operations | 723 | 669 |
General and administrative expenses | ||
SHARE-BASED COMPENSATION | ||
Share-based compensation expenses from continuing operations | $ 2,095 | $ 3,144 |
SHARE-BASED COMPENSATION - Su_3
SHARE-BASED COMPENSATION - Summary of information with respect to share Options outstanding (Details) - Renren stock options | 12 Months Ended |
Dec. 31, 2023 $ / shares shares | |
Options outstanding | |
Number outstanding (in shares) | shares | 91,646,055 |
Weighted average intrinsic value | $ 0.01 |
Options exercisable | |
Number of exercisable (in shares) | shares | 91,646,055 |
Range of exercise prices $0.01 | |
SHARE-BASED COMPENSATION | |
Low end of range of exercise prices (in dollars per share) | $ 0.01 |
Options outstanding | |
Number outstanding (in shares) | shares | 91,646,055 |
Weighted average remaining contractual life | 1 year 1 month 6 days |
Weighted average exercise price (in dollars per share) | $ 0.01 |
Weighted average intrinsic value | $ 0.01 |
Options exercisable | |
Number of exercisable (in shares) | shares | 91,646,055 |
Weighted average remaining contractual life | 1 year 1 month 6 days |
Weighted average exercise price (in dollars per share) | $ 0.01 |
Range of exercise price from $0.3 | Chime | |
SHARE-BASED COMPENSATION | |
Low end of range of exercise prices (in dollars per share) | 6 |
High end of range of exercise prices (in dollars per share) | $ 73.35 |
Options outstanding | |
Number outstanding (in shares) | shares | 47,673 |
Weighted average remaining contractual life | 7 years 6 months |
Weighted average exercise price (in dollars per share) | $ 28.03 |
Weighted average intrinsic value | $ 25.07 |
Options exercisable | |
Number of exercisable (in shares) | shares | 35,248 |
Weighted average remaining contractual life | 7 years 3 months 18 days |
Weighted average exercise price (in dollars per share) | $ 19.94 |
Weighted average intrinsic value | 31.35 |
Range of exercise price from $0.2 | Trucker Path | |
SHARE-BASED COMPENSATION | |
Low end of range of exercise prices (in dollars per share) | 4 |
High end of range of exercise prices (in dollars per share) | $ 133 |
Options outstanding | |
Number outstanding (in shares) | shares | 48,649 |
Weighted average remaining contractual life | 7 years 4 months 6 days |
Weighted average exercise price (in dollars per share) | $ 46.01 |
Weighted average intrinsic value | $ 31.24 |
Options exercisable | |
Number of exercisable (in shares) | shares | 40,765 |
Weighted average remaining contractual life | 7 years 1 month 2 days |
Weighted average exercise price (in dollars per share) | $ 33 |
Weighted average intrinsic value | $ 36.13 |
RELATED PARTY BALANCES AND TR_3
RELATED PARTY BALANCES AND TRANSACTIONS - Schedule of amounts due from related parties (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Nov. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2023 | Dec. 31, 2022 | ||
Amounts due from related parties [Line Items] | |||||
Less: bad debt provision | $ (3,690) | $ (3,727) | |||
Due from Other Related Parties, Current | 684 | 715 | |||
Amounts due from related parties, net | 684 | 715 | |||
Receivable from brokers | 684 | 715 | [1] | ||
OPI and its subsidiaries | |||||
Amounts due from related parties [Line Items] | |||||
Due from Other Related Parties, Current | 13 | 27 | |||
Amounts due from related parties, net | 13 | 27 | |||
Beijing Infinities | |||||
Amounts due from related parties [Line Items] | |||||
Proceeds from a related party debt | $ 6,866 | ||||
Receivable in cash classified as current | $ 20,000 | ||||
Receivable in shares to be issued classified as non-current | 12,408 | ||||
Allowance for unpaid cash consideration | $ 40,000 | ||||
Due from Other Related Parties, Current | 671 | 688 | |||
Amounts due from related parties, net | 671 | 688 | |||
Kaixin Auto Holdings | |||||
Amounts due from related parties [Line Items] | |||||
Gross amount due from Kaixin | $ 3,690 | $ 3,727 | |||
[1]See Note 2. |
RELATED PARTY BALANCES AND TR_4
RELATED PARTY BALANCES AND TRANSACTIONS - Schedule of amount due to related parties (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Aug. 31, 2023 | Dec. 31, 2022 | |
Amounts due from related parties [Line Items] | ||||
Amounts due to related parties | $ 655 | $ 662 | [1] | |
OPI and its subsidiaries | ||||
Amounts due from related parties [Line Items] | ||||
Amounts due to related parties | 12 | 2 | ||
Transitory funding with no interest amount | $ 9,179 | |||
Beijing Infinities | ||||
Amounts due from related parties [Line Items] | ||||
Amounts due to related parties | $ 643 | $ 660 | ||
[1]See Note 2. |
SEGMENT INFORMATION and GEOGR_3
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 USD ($) segment | Dec. 31, 2022 USD ($) | |
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION | ||
Number of reportable segments | segment | 2 | |
PRC | ||
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION | ||
Long-lived assets | $ 682 | $ 108 |
Philippines | ||
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION | ||
Long-lived assets | 257 | 231 |
United States | ||
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION | ||
Long-lived assets | $ 6,844 | $ 8,208 |
SEGMENT INFORMATION and GEOGR_4
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION - Information for the Company's segments, as well as for Other Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION | ||
Revenue | $ 52,073 | $ 45,808 |
Cost of sales | 11,212 | 10,410 |
Gross profit | 40,861 | 35,398 |
Trucker Path | ||
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION | ||
Revenue | 23,060 | 20,938 |
Cost of sales | 6,783 | 6,731 |
Gross profit | 16,277 | 14,207 |
Lofty Inc | ||
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION | ||
Revenue | 28,858 | 24,700 |
Cost of sales | 4,273 | 3,597 |
Gross profit | 24,585 | 21,103 |
Other Operations | ||
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION | ||
Revenue | 155 | 170 |
Cost of sales | 156 | 82 |
Gross profit | $ (1) | $ 88 |
STATUTORY RESERVE AND RESTRIC_2
STATUTORY RESERVE AND RESTRICTED NET ASSETS (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
STATUTORY RESERVE AND RESTRICTED NET ASSETS | ||
Percentage of after-tax profits required to be allocated to general reserve | 10% | |
General reserve as a percentage of registered capital up to which after-tax profit of PRC subsidiaries and VIE'S shall be transferred | 50% | |
Aggregate amount of net assets of the relevant subsidiaries and VIE entities in the Company not available for distribution | $ 8,732 | |
Appropriation of reserves of PRC subsidiaries | $ 0 | $ 0 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Mar. 20, 2024 | Dec. 31, 2023 | |
SUBSEQUENT EVENTS | ||
Exercised (in shares) | 3,150,000 | |
SUBSEQUENT EVENTS | Founder, chairman of the board of directors and chief executive officer | ||
SUBSEQUENT EVENTS | ||
Exercised (in shares) | 91,600,000 | |
Stock issued during period, value, stock options exercised | $ 1 | |
Weighted average price per share | $ 0.51 | |
SUBSEQUENT EVENTS | Founder, chairman of the board of directors and chief executive officer | ADS [Member] | ||
SUBSEQUENT EVENTS | ||
Exercised (in shares) | 2,000,000 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Pay vs Performance Disclosure | ||
Net Income (Loss) | $ (8,992) | $ (76,908) |
Insider Trading Arrangements
Insider Trading Arrangements | 12 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |