Mercurity Fintech Holding (MFH) 20-F 26 May 17 2016 FY Annual report (foreign) Financial data

Document And Entity Information

Document And Entity Information	12 Months Ended
	Dec. 31, 2016shares
Document Information [Line Items]
Entity Registrant Name	JMU Ltd
Trading Symbol	JMU
Entity Central Index Key	1,527,762
Document Type	20-F
Document Period End Date	Dec. 31, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	No
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding	1,475,645,946
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	FY

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Current assets:
Cash and cash equivalents	$ 2,604,886	$ 11,151,900
Accounts receivable, net of allowance of nil as of December 31, 2015 and 2016	1,645,237	3,748,398
Inventories, net	224,148	94,409
Prepaid expenses and other current assets	8,677,630	25,281,434
Deferred tax assets	63,286	0
Amounts due from related parties	212,805	806,423
Total current assets	13,427,992	41,082,564
Non-current assets:
Property and equipment, net	1,977,659	478,075
Acquired intangible assets, net	36,274,238	50,562,945
Investment	720,150
Goodwill	221,337,157	250,650,500
Deferred tax assets	156,316	0
Other non-current assets	151,552
Total non-current assets	260,617,072	301,691,520
TOTAL ASSETS	274,045,064	342,774,084
Current liabilities:
Accounts and notes payable (including accounts and notes payable of VIE without recourse to the Company of $3,818,023 and $2,200,292 as of December 31, 2015 and 2016, respectively)	2,200,451	3,831,218
Accrued expenses and other current liabilities (including accrued expenses and other current liabilities of VIE without recourse to the Company of $19,134,673 and $8,198,754 as of December 31, 2015 and 2016, respectively)	9,033,258	19,970,456
Advance from customers (including advance from customers of VIE without recourse to the Company of $828,437 and $2,282,353 as of December 31, 2015 and 2016, respectively)	2,282,353	828,437
Amounts due to related parties (including amounts due to related parties of VIE without recourse to the Company of $319,767 and $1,650,168 as of December 31, 2015 and 2016, respectively)	1,711,028	319,767
Total current liabilities	15,227,090	24,949,878
Non-current liabilities:
Other non-current liabilities (including other non-current liabilities of VIE without recourse to the Company of nil and $1,086,342 as of December 31, 2015 and 2016, respectively)	1,352,202	502,180
Deferred tax liabilities (including deferred tax liabilities of the VIE without recourse to the Company of nil and nil as of December 31, 2015 and 2016, respectively)	9,068,560	12,640,736
Total non-current liabilities	10,420,762	13,142,916
TOTAL LIABILITIES	25,647,852	38,092,794
Commitments and contingencies
Shareholders’ equity:
Ordinary shares ($0.00001 par value; 1,827,462,652 shares authorized, 1,476,208,670 shares issued and outstanding as of December 31, 2015 and 2016)	14,756	14,447
Additional paid-in capital	632,994,514	630,469,782
Accumulated deficit	(352,004,277)	(326,711,132)
Accumulated other comprehensive income/(loss)	(32,607,781)	908,193
Total shareholders’ equity	248,397,212	304,681,290
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$ 274,045,064	$ 342,774,084

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Allowance for Doubtful Accounts Receivable	$ 0	$ 0
Accounts payable	2,200,451	3,831,218
Accrued expenses and other current liabilities	9,033,258	19,970,456
Advance from customers	2,282,353	828,437
Amounts due to related parties	1,711,028	319,767
Other non-current liabilities	1,352,202	502,180
Deferred tax liabilities	$ 9,068,560	$ 12,640,736
Ordinary shares, par value (in dollars per share)	$ 0.00001	$ 0.00001
Ordinary shares, shares authorized	1,827,462,652	1,827,462,652
Ordinary shares, shares issued	1,476,208,670	1,476,208,670
Common shares, shares outstanding	1,476,208,670	1,476,208,670
VIEs [Member]
Accounts payable	$ 2,200,292	$ 3,818,023
Accrued expenses and other current liabilities	8,198,754	19,134,673
Advance from customers	2,282,353	828,437
Amounts due to related parties	1,650,168	319,767
Other non-current liabilities	1,086,342	0
Deferred tax liabilities	$ 0	$ 0

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Revenues
Related parties	$ 10,078,276	$ 541,758
Third parties	63,122,885	10,935,794
Total revenues	73,201,161	11,477,552
Cost of revenues	(72,856,808)	(13,220,386)
Gross (loss) profit	344,353	(1,742,834)
Operating expenses:
Selling and marketing (including share-based compensation of nil, nil and $680,124 for the years ended December 31, 2014, 2015 and 2016, respectively)	(20,405,602)	(5,360,044)
General and administrative (including share-based compensation of $4,190,449, nil and $417,419 for the years ended December 31, 2014, 2015 and 2016, respectively)	(7,530,851)	(12,911,773)	(4,323,253)
Impairment of goodwill		(85,934,770)
Total operating expenses	(27,936,453)	(104,206,587)	(4,323,253)
Loss from operations	(27,592,100)	(105,949,421)	(4,323,253)
Interest income	26,147	7,392	4
Other expenses, net	39,351	46,210
Loss before provision for income taxes	(27,526,602)	(105,895,819)	(4,323,249)
Income tax benefits	2,233,457	1,249,696
Loss from continuing operations	(25,293,145)	(104,646,123)	(4,323,249)
Discontinued operations:
(Loss)/income from discontinued operations (including gain of $47,390,421 upon disposal in the year ended December 31, 2015), net of tax of nil	0	11,075,935	(39,546,576)
Net loss	(25,293,145)	(93,570,188)	(43,869,825)
Less: Net loss attributable to noncontrolling interests	0		(13,478)
Net loss attributable to JMU Limited	(25,293,145)	(93,570,188)	(43,856,347)
Net loss attributable to holders of ordinary shares of JMU Limited	$ (25,293,145)	$ (95,935,539)	$ (84,670,856)
Net loss per ordinary share
Basic	$ (0.02)	$ (0.09)	$ (0.28)
Diluted	(0.02)	(0.09)	(0.28)
Net loss per ordinary share from continuing operations
Basic	(0.02)	(0.1)	(0.03)
Diluted	(0.02)	(0.1)	(0.03)
Net (loss) income per ordinary share from discontinued operations
Basic	0	0.01	(0.25)
Diluted	$ 0	$ 0.01	$ (0.25)
Basic
Continuing operations	1,474,087,060	1,001,754,524	303,886,640
Discontinued operations	0	1,001,754,524	303,886,640
Diluted
Continuing operations	1,474,087,060	1,001,754,524	303,886,640
Discontinued operations	0	1,043,473,265	303,886,640
Series A-1 Preferred Shares [Member]
Discontinued operations:
Accretion for convertible redeemable preferred shares	$ 0	$ 442,409	$ 1,445,125
Net loss per ordinary share
Basic	$ 0	$ 0.14	$ 0.12
Net (loss) income per ordinary share from discontinued operations
Net income per preferred shares-Basic	$ 0	$ 0.14	$ 0.12
Basic
Continuing operations	0	3,242,986	12,202,988
Weighted average shares used in calculating net loss per share
Weighted average shares used in calculating net loss per preferred shares	0	3,242,986	12,202,988
Series A-2 Preferred Shares [Member]
Discontinued operations:
Accretion for convertible redeemable preferred shares	$ 0	$ 1,202,748	$ 36,947,001
Net loss per ordinary share
Basic	$ 0	$ 0.04	$ 0.3
Net (loss) income per ordinary share from discontinued operations
Net income per preferred shares-Basic	$ 0	$ 0.04	$ 0.3
Basic
Continuing operations	0	32,429,858	122,029,877
Weighted average shares used in calculating net loss per share
Weighted average shares used in calculating net loss per preferred shares	0	32,429,858	122,029,877
Series B Preferred Shares [Member]
Discontinued operations:
Accretion for convertible redeemable preferred shares	$ 0	$ 720,194	$ 2,422,383
Net loss per ordinary share
Basic	$ 0	$ 0.09	$ 0.08
Net (loss) income per ordinary share from discontinued operations
Net income per preferred shares-Basic	$ 0	$ 0.09	$ 0.08
Basic
Continuing operations	0	8,107,465	30,507,471
Weighted average shares used in calculating net loss per share
Weighted average shares used in calculating net loss per preferred shares	0	8,107,465	30,507,471

CONSOLIDATED STATEMENTS OF OPE5

CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Gain on disposal		$ 47,390,421
General and administrative [Member]
Share-based compensation	$ 417,419		$ 4,190,449
Selling and marketing [Member]
Share-based compensation	$ 680,124

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Net loss	$ (25,293,145)	$ (93,570,188)	$ (43,869,825)
Other comprehensive income (loss), net of tax of nil:
Change in cumulative foreign currency translation adjustment	(33,515,974)	1,589,686	2,031,505
Comprehensive loss	(58,809,119)	(91,980,502)	(41,838,320)
Less: comprehensive loss attributable to noncontrolling interests	0		(13,353)
Comprehensive loss attributable to JMU Limited’s shareholders	$ (58,809,119)	$ (91,980,502)	$ (41,824,967)

CONSOLIDATED STATEMENTS OF COM7

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Parenthetical) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Other comprehensive loss, tax

CONSOLIDATED STATEMENTS OF CHAN

CONSOLIDATED STATEMENTS OF CHANGES IN (DEFICIT) EQUITY - USD ($)	Total	Ordinary shares [Member]	Additional paid-in capital [Member]	Subscription receivable [Member]	Accumulated deficit [Member]	Accumulated other comprehensive loss [Member]	Total JMU Limited shareholders' deficit [Member]	Noncontrolling interest [Member]
Beginning Balance at Dec. 31, 2013	$ (156,888,709)	$ 3,039	$ 7,029,716	$ (3,000)	$ (161,205,591)	$ (2,712,873)	$ (156,888,709)
Beginning Balance (in shares) at Dec. 31, 2013		303,886,640
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation (Note 18)	5,762,384		5,762,384				5,762,384
Accretion for Series A-1, Series A-2 and Series B convertible redeemable preferred shares (Note 16)	(40,814,509)		(12,735,503)		(28,079,006)		(40,814,509)
Net loss	(43,869,825)				(43,856,347)		(43,856,347)	(13,478)
Subscription received	3,000			3,000			3,000
Other comprehensive income (loss)	2,031,505					2,031,380	2,031,380	125
Partial disposal of a VIE			(56,597)				(56,597)	56,597
Ending Balance at Dec. 31, 2014	(233,776,154)	$ 3,039			(233,140,944)	(681,493)	(233,819,398)	43,244
Ending Balance (in shares) at Dec. 31, 2014		303,886,640
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of ordinary shares upon IPO	37,294,600	$ 760	37,293,840				37,294,600
Issuance of ordinary shares upon IPO, shares		75,960,000
Ordinary shares converted to ADS shares for future exercise of share options (Note 15)
Ordinary shares converted to ADS shares for future exercise of share options (Note 15), shares		31,496,832
Exercise of share-based awards (Note 15)	105,908	$ 69	105,839				105,908
Exercise of share-based awards (Note 15), shares		6,866,280
Conversion of Mr. Xu's indebtness into ordinary shares	69,353,223	$ 1,248	69,351,975				69,353,223
Conversion of Mr. Xu's indebtness into ordinary shares, shares		124,835,802
Conversion of Series A-1, Series A-2 and Series B convertible redeemable preferred shares into ordinary shares	127,019,279	$ 1,647	127,017,632				127,019,279
Conversion of Series A-1, Series A-2 and Series B convertible redeemable preferred shares into ordinary shares, shares		164,740,336
Issuance of shares as a consideration for acquisition of JMU	376,964,937	$ 7,414	376,957,523				376,964,937
Issuance of shares as a consideration for acquisition of JMU, shares		741,422,780
Issuance of ordinary shares to Mr. Xu	15,000,000	$ 270	14,999,730				15,000,000
Issuance of ordinary shares to Mr. Xu, shares		27,000,000
Share options exercised (Note 15)	105,908	$ 69	105,839				105,908
Share options exercised (Note 15) (Shares)		6,866,280
Share-based compensation (Note 18)	7,176,600		7,176,600				7,176,600
Purchase the noncontrolling interests of subsidiaries	(111,250)		(68,006)				(68,006)	(43,244)
Accretion for Series A-1, Series A-2 and Series B convertible redeemable preferred shares (Note 16)	(2,365,351)		(2,365,351)				(2,365,351)
Net loss	(93,570,188)				(93,570,188)		(93,570,188)
Other comprehensive income (loss)	1,589,686					1,589,686	1,589,686	0
Ending Balance at Dec. 31, 2015	$ 304,681,290	$ 14,447	630,469,782		(326,711,132)	908,193	304,681,290
Ending Balance (in shares) at Dec. 31, 2015	1,476,208,670	1,476,208,670
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of share-based awards (Note 15)	$ 49,995	$ 23	49,972	0	0	0	49,995	0
Exercise of share-based awards (Note 15), shares		2,294,208
Issuance of ordinary shares to Mr. Xu, shares		27,000,000
Share options exercised (Note 15)	49,995	$ 23	49,972	0	0	0	49,995	0
Share options exercised (Note 15) (Shares)		2,294,208
Restricted share units vested (Note 15)	0	$ 286	(286)	0	0	0	0	0
Restricted share units vested (Note 15) (Shares)		28,639,900
Share-based compensation (Note 18)	1,097,543	$ 0	1,097,543	0	0	0	1,097,543	0
Obligation to issue ordinary shares (Note 3)	1,377,503	0	1,377,503	0	0	0	1,377,503	0
Net loss	(25,293,145)	0	0	0	(25,293,145)	0	(25,293,145)	0
Settlement Amount of share options exercised with shares held by depository bank	0	$ 0	0	0	0	0	0	0
Settlement of share options exercised with shares held by depository bank (Note 15) (Shares)		(30,934,108)
Other comprehensive income (loss)	(33,515,974)	$ 0	0	0	0	(33,515,974)	(33,515,974)	0
Ending Balance at Dec. 31, 2016	$ 248,397,212	$ 14,756	$ 632,994,514	$ 0	$ (352,004,277)	$ (32,607,781)	$ 248,397,212	$ 0
Ending Balance (in shares) at Dec. 31, 2016	1,476,208,670	1,476,208,670

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Cash flows from operating activities:
Net loss	$ (25,293,145)	$ (93,570,188)	$ (43,869,825)
Less: Net (loss)/income from discontinued operations	0	11,075,935	(39,546,576)
Net loss from continuing operations	(25,293,145)	(104,646,123)	(4,323,249)
Adjustments to reconcile net loss to net cash used in operating activities:
Share-based compensation	1,097,543		4,190,449
Depreciation and amortization	8,900,192	4,949,036
Impairment of goodwill		85,934,770
Income tax benefits	(2,233,457)	(1,249,696)
Customer credits earned under the loyalty program to be settled in shares	1,377,503
Changes in operating assets and liabilities:
Accounts receivable	1,936,461	(3,008,932)
Inventories	(142,273)	957,133
Prepaid expenses and other current assets	15,797,204	(18,524,604)	(110,778)
Amount due from related parties	567,545	8,512,188	0
Other non-current assets	(158,469)
Accounts and notes payable	(1,436,785)	1,873,123
Accrued expenses and other current liabilities	(8,612,603)	16,708,637	(16,863)
Amounts due to related parties	1,474,304	(2,739,467)	0
Other non-current liabilities	899,594	502,180
Net cash used in continuing operations	(5,826,386)	(10,731,755)	(260,441)
Net cash used in discontinued operations	0	(22,799,544)	(31,699,619)
Net cash used in operating activities	(5,826,386)	(33,531,299)	(31,960,060)
Cash flows from investing activities:
Purchase of property and equipment	(1,860,321)	(93,317)
Payment for investment	(720,150)
Payments for acquisition of business (net of cash acquired of nil, nil and $20,196,362 for the years ended December 31, 2013, 2014 and 2015, respectively)	0	(9,803,638)
Net cash used in continuing operations	(2,580,471)	(9,896,955)
Net cash used in discontinued operations	0	(1,999,364)	(586,534)
Net cash used in investing activities	(2,580,471)	(11,896,319)	(586,534)
Cash flows from financing activities:
Proceeds from issuance of ordinary shares upon IPO	0	40,294,600
Payments for IPO costs	0	(2,125,372)	(874,628)
Received from / (payment to) related parties	0	(250,000)	36,291,479
Subscription proceeds received	0		3,000
Proceeds from issuance of ordinary shares to Mr. Xu	0	15,000,000
Net cash provided by continuing operations	0	52,919,228	35,419,851
Net cash (used in) / provided by discontinued operations	0	1,963,650	(1,651,880)
Net cash provided by financing activities	0	54,882,878	33,767,971
Effect of exchange rate changes	(140,157)	50,468	5,490
Increase/(decrease) in cash and cash equivalents	(8,547,014)	9,505,728	1,226,867
Cash and cash equivalents, beginning of the year	11,151,900	1,646,172	419,305
Cash and cash equivalents, end of the year	2,604,886	11,151,900	1,646,172
Supplement disclosure of cash flow information:
Interest paid	$ 0		$ 104,084

CONSOLIDATED STATEMENTS OF CA10

CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Payments for acquisition of business, cash acquired		$ 20,196,362

ORGANIZATION AND PRINCIPAL ACTI

ORGANIZATION AND PRINCIPAL ACTIVITIES	12 Months Ended
	Dec. 31, 2016
ORGANIZATION AND PRINCIPAL ACTIVITIES
ORGANIZATION AND PRINCIPAL ACTIVITIES	1. ORGANIZATION AND PRINCIPAL ACTIVITIES JMU Limited, formerly known as “Wowo Limited”, (the “Company”), was incorporated in Cayman Islands on July 13, 2011. The Company and its subsidiaries, variable interest entities (“VIEs”) and VIEs’ subsidiaries are primarily engaged in providing the e-commerce platform networking services, focusing on local entertainment and lifestyle services such as restaurants, movie theaters and beauty salons and also allow local merchants to create online stores and make direct sales to their target customers for consumption at their brick and mortar stores in the People’s Republic of China ("PRC"). On April 8, 2015, the Company completed its IPO in National Association of Securities Dealers Automated Quotation (“NASDAQ”) by offering 4 million American Depositary Shares (“ADSs”), representing 72 million ordinary shares, and received net proceeds of $35.2 million. On April 27, 2015, the Company issued an additional 220,000 ADSs, representing 3.96 million of ordinary shares to the underwriter for exercising the over-allotment option at price of $10 per ADS and received net proceeds of $2.1 million. On June 5, 2015, the Company and its wholly owned subsidiary, New Admiral Limited (“New Admiral”) entered into an agreement to acquire Join Me Group (HK) Investment Company Limited and its subsidiaries, variable interest entity (“VIE”) and VIE’s subsidiaries (Collectively, “JMU Group”) with a consideration of 741,422,780 ordinary shares of the Company and $30 million in cash. On that date, JMU Group, which operates a business-to-business ("B2B") online e-commerce platform that provides integrated services to suppliers and consumers in the catering industry, became a wholly owned subsidiary of the Company. JMU Group engages primarily in the sale of rice, flavor, bean oil, seafood, wine and some other types of generic food and beverage products through its website www.ccjoin.com On September 9, 2015, the Company sold all of its equity interests in Wowo Group Limited, a subsidiary of the Company, together with all of its subsidiaries and consolidated VIEs and their respective subsidiaries (collectively, the “Group Buying Entities”), which were engaged in the Company’s group buying business and other non-food service-related businesses. The sale was pursuant to a definitive agreement entered into between the Company and Century Winning Limited, an exempted company with limited liability incorporated under the laws of the British Virgin Islands (the “Buyer”), in exchange for the Buyer’s payment of $1 and the assumption of $47,390,420 of net liabilities of the Group Buying Entities. This disposal represents a strategic shift and has a major effect on the Company’s results of operations. Accordingly, assets and liabilities, revenues and expenses, and cash flows related to the Group Buying Entities have been reclassified in the accompanying consolidated financial statements as discontinued operations for all periods presented. The consolidated statement of operations and the consolidated statements of cash flows for the years ended December 31, 2014 is adjusted retrospectively to reflect the change. Additionally, the presentation of the accompanying notes will not include the financial information for the year ended December 31, 2014 if they were nil due to the disposal and related classification within discontinued operations mentioned above. On December 28, 2016, the Company changed its name from Wowo Limited to JMU Limited. As of December 31, 2016, the Company’s major subsidiaries and VIE (collectively, the “Group”) are as follows: Date of acquisition/ incorporation Place of Percentage of Subsidiaries: New Admiral April 27, 2015 Cayman Islands 100 % Join Me Group (HK) Investment Company Limited (“JMU Investment”) June 8, 2015 Hong Kong 100 % Join Me Group Supply Chain Management Company Limited (“JMU Supply Chain”) October 15, 2015 Hong Kong 100 % Shanghai Zhongming Supply Chain Management Co., Ltd. (“Shanghai Zhongming” or “WFOE” ) June 8, 2015 PRC 100 % VIE: Shanghai Zhongmin Supply Chain Management Co., Ltd. (“Shanghai Zhongmin” or “VIE”) June 8, 2015 PRC N/A The VIE arrangements The PRC laws and regulations currently place certain restrictions on foreign ownership of companies that engage in internet content and other restricted businesses. Specifically, foreign investors are not allowed to own more than 50% of the equity interests in any entity conducting internet content and other restricted businesses. To comply with these PRC laws and regulations, the Company conducts substantially its businesses through the VIE and VIE’s subsidiaries. To provide the Company’s control over the VIE and the rights to the expected residual returns of the VIE and VIE’s subsidiaries, Shanghai Zhongming, a wholly foreign-invested enterprise in China, or WFOE entered into a series of contractual arrangements as described below with VIE and its shareholder. Prior to the acquisition of JMU Group, JMU Group formed contractual arrangements through its wholly owned subsidiary Shanghai Zhongming with the VIE. As a result of the Company's acquisition of JMU Group, the Company through JMU's wholly owned subsidiary, Shanghai Zhongming, has (1) power to direct the activities of the VIE that most significantly affect the entity’s economic performance and (2) the right to receive economic benefits of the VIE that could be significant to the VIE. Accordingly, the Company 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. The Company also believes that this ability to exercise control ensures that the VIE will continue to execute and renew the exclusive consulting and services agreements and pay service fees to the Company. The ability to charge service fees in amounts determined at the Company’s sole discretion, and by ensuring that the exclusive services agreements are executed and renewed indefinitely, the Company has the right to receive substantially all of the economic benefits from the VIE. Additionally, the previous VIE agreements entered into between Beijing Wowo Shijie Information Technology Co., Ltd. and Beijing Wowo Tuan Information Technology Co., Ltd. and Beijing Kai Yi Shi Dai Network Technology Co., Ltd are no longer in force as result of the disposal of Group Buying Entities. The following is a summary of the various VIE agreements: · Agreements that Transfers Economic Benefits and Risks to the Company Master Exclusive Service Agreement and Business Cooperation Agreement Pursuant to the master exclusive service agreement and business cooperation agreement, VIE, including its subsidiaries or any companies or entities under its control, agrees to engage WFOE as its provider for technical and business support services. VIE will pay to WFOE service fees determined based on the audited consolidated net profit of VIE. WFOE will exclusively own any intellectual property arising from the performance of the services set forth in the agreement. WFOE will provide financial support to VIE in the form of bank loans or others forms as permitted under the PRC laws. The service agreements will remain effective upon the written confirmation issued by WFOE to VIE and/or its shareholder 30 days before the termination. Neither VIE nor its shareholder has the right to unilaterally terminate the agreement. In connection with the master service agreement, the Company also entered into financial support undertaking letter with VIE and agrees to provide unlimited financial support to the VIE, to the extent permissible under the applicable PRC laws and regulations, whether or not any such operational loss is actually incurred. The Company will not request repayment of the loans or borrowings if the VIE or its shareholder do not have sufficient funds or are otherwise unable to repay. · Agreements that Provide the Company with Effective Control over VIE Exclusive Option Agreement The VIE’s shareholder has entered into an exclusive option agreement with WFOE, pursuant to which WFOE has an exclusive option to purchase, or to designate other persons to purchase, to the extent permitted by applicable PRC laws, rules and regulations, all of the equity interest in VIE from the shareholder. The purchase price for the entire equity interest is to be the minimum price permitted by applicable PRC laws and administrative regulations. If there is no minimum price under PRC laws or administrative regulations, the price shall be determined by the WFOE or on a basis of the registration capital of VIE. The term of the exclusive option agreement will remain effective upon written confirmation issued by the WFOE to VIE and its shareholder 30 days before the termination. Neither VIE nor its shareholder has the right to unilaterally terminate the agreement. Proxy and Power of Attorney Agreement The VIE’s shareholder has signed an irrevocable proxy and power of attorney agreement to appoint WFOE, or its designee, as the attorney-in-fact to act on VIE’s shareholder's behalf on all rights that the shareholder has in respect of such shareholder's equity interest in VIE conferred by relevant laws and regulations and the articles of association of VIE. The rights include but not limited to attending shareholders meeting, exercising voting rights and transferring all or a part of the equity interests of VIE held by the shareholder. The proxy and power of attorney will remain effective upon written confirmation issued by WFOE to VIE and its shareholder 30 days before the termination. Neither VIE nor its Shareholder has the right to unilaterally terminate the agreement. Equity Interest Pledge Agreement The VIE’s shareholder has entered into an equity pledge agreement with the WFOE, under which the shareholder pledged all of the equity interests in VIE to WFOE as collateral to secure performance of all obligations under the Master Exclusive Service Agreement, Business Cooperation Agreement, Proxy and Power of Attorney Agreement and the Exclusive Option Agreement (collectively, the "Principal Agreement"). Pursuant to this Equity Interest Pledge Agreement, dividends generated by the pledged equity interests shall be deposited into the account designated by the WFOE and shall be used to pay the secured indebtedness prior and in preference to any other payment during the term of the pledge. If any event of default incurred under the Principal Agreement, WFOE, as the pledgee, will be entitled to dispose of the pledged equity interests and shall be paid in priority with the proceeds recovered from the disposal. Risks in relation to the VIE structure Assessing the legal validity and compliance of these above noted arrangements are a precursor to the Company’s ability to consolidate the results of operations and financial condition of the VIE and VIE’s subsidiaries. The Company, in consultation with its PRC legal counsel, believes that:(1) the ownership structure of the Group, including its PRC subsidiary, VIE and VIE’s subsidiaries is in compliance with all existing PRC laws and regulations; (2) each of the VIE agreements amongst the WFOE, the VIE and VIE’s shareholder governed by PRC laws, are legal, valid and binding, enforceable against such parties, and will not result in any violations of PRC laws or regulations currently in effects; and (3) the Group’s PRC subsidiary, VIE and VIE’s subsidiaries have the necessary corporate power and authority to conduct its business as described in its business scope under its business licenses, which is in full force and effect, and the Group’s business operations in the PRC are in compliance with existing PRC laws and regulations. The shareholder of the VIE are also shareholders of the Company and therefore have no current interest in seeking to act contrary to the contractual arrangements. However, uncertainties in the PRC legal system could limit the Company’s ability to enforce these contractual arrangements and if the shareholders were to reduce their interest in the Company, their interests may diverge from that of the Company and that may potentially increase the risk that they would seek to act contrary to the contractual terms. The Company’s ability to control the VIE also depends on the power of attorney. The Company, through WFOE, has to vote on all matters requiring shareholder approval in the VIE entities. As noted above, the Company believes this power of attorney is legally enforceable but may not be as effective as direct equity ownership. In addition, if the legal structure and contractual arrangements were found to be in violation of any existing PRC laws and regulations, the PRC regulatory authorities could: § revoke the Group’s business and operating licenses; § require the Group to discontinue or restrict its operations; § restrict the Group’s right to collect revenues; § restrict or prohibit the Group to finance its business and operations in China; § shut down the Group’s servers or block the Group’s website; § require the Group to restructure its operations; § impose additional conditions or requirements with which the Group might not be able to comply, levy fines, confiscate the Group’s income or the income of its PRC subsidiary or affiliated PRC entities; or § take other regulatory or enforcement actions against the Group that could be harmful to its business. The imposition of any of these penalties could result in a material adverse effect on the Group’s ability to conduct the Group’s business. In addition, if the imposition of any of these penalties causes the Group to lose the rights to direct the activities of the VIE, VIE’s subsidiaries, or the right to receive their economic benefits, the Group would no longer be able to consolidate the VIE and VIE’s subsidiaries. The Group does not believe that any penalties imposed or actions taken by the PRC government would result in the liquidation or dissolution of the Company, WFOE, the VIE and their respective subsidiaries. As of December 31, 2015 2016 US$ US$ Cash and cash equivalents 2,137,414 1,923,903 Accounts receivable, net 3,748,398 1,645,237 Inventories, net 94,409 224,148 Prepaid expenses and other current assets 19,919,504 7,812,462 Amounts due from related parties 661,275 212,805 Total current assets 26,561,000 11,818,555 Property and equipment, net 317,186 1,864,660 Investment - 720,150 Other non-current assets - 151,553 Total non-current assets 317,186 2,736,363 TOTAL ASSETS 26,878,186 14,554,918 Accounts and notes payable 3,818,023 2,200,292 Accrued expenses and other current liabilities 19,134,673 8,198,754 Advance from customers 828,437 2,282,353 Amounts due to related parties 319,767 1,650,168 Total current liabilities 24,100,900 14,331,567 Other non-current liabilities - 1,086,342 Total non-current liabilities - 1,086,342 TOTAL LIABILITIES 24,100,900 15,417,909 For the years ended December 31, 2015 2016 US$ US$ Revenues 11,477,552 66,288,019 Net loss (8,052,187 ) (17,022,631 ) For the years ended December 31, 2015 2016 US$ US$ Net cash provided by operating activities 238,302 2,657,916 Net cash used in investing activities (44,228 ) (2,578,472 ) Net cash provided by financing activities - - The VIE contributed an aggregate of nil, 100% and 90.6% of the consolidated revenues for the years ended December 31, 2014, 2015 and 2016, respectively. As of December 31, 2015 and 2016, the VIE accounted for an aggregate of 7.8% and 5.3%, respectively, of the consolidated total assets, and 63.3% and 60.1%, respectively, of the consolidated total liabilities. The assets not associated with the VIE primarily consist of certain cash and cash equivalents, certain prepaid expenses and other current assets and certain property and equipment. The recognized and unrecognized revenue-producing assets that are held by the VIE are primarily property and equipment and online platform. There are no consolidated VIE’s assets that are collateral for the VIE’s obligations and can only be used to settle the VIE’s 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. There are no terms in any arrangements, considering both explicit arrangements and implicit variable interests that require the Company or its subsidiaries to provide financial support to the VIE. However, if the VIE ever need financial support, the Company’ PRC subsidiary, WOFE, shall provide financial support to VIE in the form of bank loans or other forms as permitted under PRC law. Relevant PRC laws and regulations restrict the VIE from transferring a portion of their 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 23 for disclosure of restricted net assets.

GOING CONCERN

GOING CONCERN	12 Months Ended
	Dec. 31, 2016
GOING CONCERN
GOING CONCERN	GOING CONCERN The Group experienced a net loss of approximately $ 43.9 93.6 25.3 32.0 33.5 5.8 10.0 1.2 15.0 1.9 35.0 5.1 July 1, 2018 The Group believes that it can realize its assets and satisfy its liabilities in the normal course of business with the financial support from Ms. Zhu and Ms. Wang. As a result, the consolidated financial statements have been prepared assuming the Group will continue as a going concern. The accompanying consolidated financial statements do not reflect any adjustments relating to the recoverability and reclassification of assets and liabilities as that might be necessary if the Group is unable to continue as a going concern.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	12 Months Ended
	Dec. 31, 2016
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 . SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The consolidated financial statements of the Group have been prepared in accordance with the U.S. generally accepted accounting principles (‘‘US GAAP’’). The consolidated financial statements of the Group include the financial statements of the Company, its consolidated subsidiaries, VIE and VIE’s subsidiaries for which the Company is the primary beneficiary. All significant inter-company transactions and balances have been eliminated upon consolidation. Business combinations are recorded using the acquisition method of accounting. The assets acquired, the liabilities assumed, and any noncontrolling interest of the acquiree at the acquisition date, if any, are measured at their fair values as of that date. Goodwill is recognized and measured as the excess of the total consideration transferred plus the fair value of any noncontrolling interests of the acquiree, if any, at the acquisition date over the fair values of the identifiable net assets acquired. Consideration transferred in a business acquisition is measured at the fair value as at the date of acquisition. A disposal of a component of an entity or a group of components of an entity shall be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations. Classification as a discontinued operation occurs upon disposal or when the operation meets the criteria to be classified as held for sale, if earlier. Where an operation is classified as discontinued, a single amount is presented on the face of the consolidated statements of operations. The amount of total current assets, total non-current assets, total current liabilities and total non-current liabilities are presented separately on the consolidated balance sheets. 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 disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. Areas where management uses subjective judgment include, but are not limited to, estimating useful lives and impairment for property and equipment and acquired intangible assets, impairment of goodwill, valuation allowance for deferred tax assets, share-based compensation and purchase price allocation. Changes in facts and circumstances may result in revised estimates. Actual results could differ from those estimates, and as such, differences may be material to the consolidated financial statements. The functional and reporting currency of the Company is the United States dollar (“U.S. dollars”). The functional currency of the Company's subsidiary, New Admiral, is U.S. dollars. The functional currency of the Company’s HK subsidiaries, JMU Investment and JMU Supply Chain, is Hong Kong dollars (“HK dollars”). The financial records of the Group’s subsidiaries, VIE and VIE’s subsidiaries located in the PRC are maintained in their local currencies, the Renminbi (“RMB”), respectively, which are also the functional currencies of these entities. Transactions denominated in currencies other than the respective entities’ functional currencies are re-measured into the functional currencies, in accordance with Accounting Standards Codification (“ASC”) 830 (“ASC 830”) Foreign Currency Matters Assets and liabilities are translated to the reporting currency at the exchange rates at the balance sheet date, equity accounts are translated at historical exchange rates and revenues, expenses, gains and losses are translated using the average rate for the year. Translation adjustments are reported as cumulative translation adjustments and are shown as a separate component of consolidated statements of comprehensive loss. Cash and cash equivalents consists of cash on hand and demand deposits placed with banks or other financial institutions which are unrestricted as to withdrawal and use and have original maturities less than three months. Accounts receivable represents those receivables derived in the ordinary course of business, carried at net realizable value. The Group maintains an allowance for doubtful accounts for estimated losses on uncollected accounts receivable. Management considers the following factors when determining the collectability of specific accounts: creditworthiness of customers, aging of the receivables, past transaction history with customers and their current condition, changes in customer payment terms, specific facts and circumstances, and the overall economic climate in the industries the Group serves. No allowance for doubtful accounts was recognized for each of the three years ended December 31, 2016. Inventory is stated at the lower of cost or market. Cost of inventory is determined using the weighted average cost method. Adjustments are recorded to write down the cost of inventory to the estimated market value for slow-moving merchandise and damaged goods. The amount of written-down depends upon factors such as whether the goods are returnable to vendors, historical and forecasted consumer demand, market condition and the promotional environment. Written-down amounts are recorded in cost of goods sold in the consolidated statements of operations. No inventory provision was recognized for each of the three years ended December 31, 2016. Property and equipment are stated at cost and are depreciated using the straight-line method over the estimated useful lives of the assets, as follows: Computer equipment 3 Office equipment 5 Leasehold improvement Repair and maintenance costs are charged to expense when incurred, whereas the cost of betterments that extend the useful life of property and equipment are capitalized as additions to the related assets. Retirement, sale and disposals of assets are recorded by removing the cost and related accumulated depreciation with any resulting gain or loss reflected in the consolidated statements of operations Acquired intangible assets with finite lives are carried at cost less accumulated amortization and impairment. Amortization of finite lived intangible assets is calculated on a straight-line basis over the shorter of the contractual terms or the expected useful lives of the acquired assets. The amortization period by major intangible asset classes is as follows: Trade name/domain name 10 Non-compete agreement 4.5 Online platform 5 Customer relationship 5 10 The Group evaluates the recoverability of its long-lived assets, including intangible assets with finite lives, whenever events or changes in circumstances indicate that the carrying amount of an asset may no longer be recoverable. When these events occur, the Group measures impairment by comparing the carrying value of the assets to the estimated undiscounted future cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flow is less than the carrying amount of the assets, the Group would recognize an impairment loss based on the excess of carrying amount over the fair value of the assets. No impairment loss was provided for each of the three years ended December 31, 2016. The Group annually, or more frequently if the Group believes indicators of impairment exist, reviews the carrying value of goodwill to determine whether impairment may exist. Specifically, goodwill impairment is determined using a two-step process. The first step compares the fair value of each reporting unit to its carrying amount, including goodwill. If the fair value of each reporting unit exceeds its carrying amount, goodwill is not considered to be impaired and the second step will not be required. If the carrying amount of a reporting unit exceeds its fair value, the second step compares the implied fair value of the affected reporting unit’s goodwill to the carrying value of that goodwill. The implied fair value of goodwill is determined in a manner similar to accounting for a business combination with the allocation of the assessed fair value determined in the first step to the assets and liabilities of the reporting unit. The excess of the fair value of the reporting unit over the amounts assigned to the assets and liabilities is the implied fair value of goodwill. An impairment loss is recognized for any excess in the carrying value of goodwill over the implied fair value of goodwill. Estimating fair value is performed by utilizing various valuation techniques, with the primary technique being a discounted cash flow. The Group has determined to perform the annual impairment tests on December 31 of each year. Prior to the acquisition of JMU Group, goodwill was attributable to the group buying business which is classified as discontinued operations in the year ended December 31, 2015. No goodwill impairment loss was recognized for this business for the year ended December 31, 2014. The goodwill as of December 31, 2015 and 2016 was attributable solely to the JMU business on which an impairment loss of $ 85,934,770 Cost Method Investment In accordance with ASC subtopic 325-20 (“ASC 325-20”), Investments-Other: Cost Method Investments Investments-Debt and Equity Securities- Overall No impairment was recognized for each of the three years ended December 31, 2016. The Group recognizes revenue from the sales of rice, flavoring, oil, seafood, wine and other types of generic food and beverage products through its online platform www.ccjoin.com The Group recognizes revenue when the customers confirm the acceptance of the goods once they receive the delivered goods. The sales returns are considered and estimated when the related revenue was recognized. Revenue is recorded net of surcharges and value-added tax ("VAT") and related surcharges. The Group primarily generates revenue from online direct sales and online platform services. Online direct sales The Group primarily sells rice, flavoring, oil, seafood, wine and other products relating to catering and hotel industries through online direct sales. There is a separate channel on the Group’s online platform designated for the Group’s online direct sales. and the Group records revenue from online direct sales on a gross basis as the Group acts as the principal in these arrangements: it is the primary obligor in the sales arrangements, has latitude in establishing prices and has discretion in suppliers' selection. On certain transactions, the Group also retains some of general inventory risk and physical inventory loss risk. Online platform services The Group also provides the online platform services to connect third-party sellers and purchasers for their transactions via its online marketplace. Online platform sales are made from the online stores under the third-party sellers’ names, and the Group records the related revenue on a net basis as the Group acts as the agent in these arrangements: it is not the primary obligor, does not bear inventory risk, and does not have the ability to establish the price or discretion in supplier selection. For the years ended December 31, 2015 and 2016, revenues related to the online platform services was nil, as the Group did not charge any service fees to the third-party sellers and purchasers. Value added tax (“VAT”) is calculated at 13 17 Costs of revenues primarily consist of purchased cost of the products sold related to online direct sales and payroll of the operating personnel. Advertising and promotional expenses, including advertisements through various form of media and kinds of marketing and promotional activities, are included in “Selling and marketing expense” in the consolidated statements of operations and are expensed when incurred. Advertising and marketing expenses for the years ended December 31, 2014, 2015 and 2016 are nil, $ 131,486 498,045 Leases where substantially all the rewards and risks of the ownership of the assets remain with the leasing companies are accounted for as operating leases. Payments made for the operating leases are charged to the consolidated statements of operations on a straight-line basis over the lease term and have been included in the operating expenses in the consolidated statements of operations. In 2016, the Group entered into a 15 1,086,342 The Company follows the liability method in accounting for income taxes in accordance to ASC topic 740 (“ASC 740”), Income Taxes The Company applies the provision of ASC 740 to account for uncertainty in income taxes. ASC 740 clarifies the accounting for uncertainty in income taxes by prescribing the recognition threshold a tax position is required to meet before being recognized in the consolidated financial statements. The Company has elected to classify interest and penalties related to unrecognized tax benefits, if and when required, as part of income tax expense in the consolidated statements of operations. In 2016, the Company launched a customer loyalty program to certain qualified customers, who can earn customer credits from purchases if their annual spending with the Group exceeds RMB10 million. The customers can redeem the earned credits for gift merchandise, and the Group accounts for such credits by recording a liability and corresponding selling expenses for the estimated incremental cost of outstanding credits earned that are expected to be redeemed. During 2016, the Group negotiated settlement of earned loyalty credits with 13 of its customers in ordinary shares of the Company. As part of the settlement, the Group agreed to issue 4.42 1,377,503 Share-based payment awards with employees are measured based on the grant date fair value of the equity instrument issued, and recognized as compensation costs net of an estimated forfeiture rate using the straight-line method over the requisite service period, which is generally the vesting period of the options, with a corresponding impact reflected in additional paid-in capital. For share-based payment awards with market conditions, such market conditions are included in the determination of the estimated grant-date fair value. The estimate of forfeitures will be adjusted over the requisite service period to the extent that actual forfeitures differ, or is expected to differ, from such estimate. 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 share-based compensation expenses to be recognized in future years. A change in any of the terms or conditions of share-based payment awards is accounted for as a modification of awards. The Company measures the incremental compensation cost of a modification as the excess of the fair value of the modified awards over the fair value of the original awards immediately before its terms are modified, based on the share price and other pertinent factors at the modification date. For vested awards, the Company recognizes incremental compensation cost in the period the modification occurred. For unvested awards, 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. 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. The Group’s convertible redeemable participating preferred shares are participating securities as they participate in undistributed earnings on an as-if-converted basis. Accordingly, the Group uses the two-class method whereby undistributed net income is allocated on a pro rata basis to the ordinary shares and convertible redeemable participating preferred shares to the extent that each class may share in income for the period; whereas the undistributed net loss for the period is allocated to ordinary shares only because the convertible redeemable participating preferred shares are not contractually obligated to share the loss. Diluted loss per ordinary share reflects the potential dilution that could occur if securities were exercised or converted into ordinary shares. The Group had convertible redeemable participating preferred shares, which have been automatically converted into ordinary shares upon the IPO of the Company, stock options and restricted share units, which could potentially dilute basic loss per share in the future. To calculate the number of shares for diluted loss per ordinary share, the effect of the convertible redeemable participating preferred shares is computed using the as-if-converted method; the effect of the stock options and restricted share units is computed using the treasury stock method. Potential ordinary shares in the diluted net loss per share computation are excluded in periods of losses from continuing operations, as their effect would be anti-dilutive. Comprehensive loss is defined as the decrease in equity of the Company during a period from transactions and other events and circumstances excluding transactions resulting from investments by owners and distributions to owners. Comprehensive loss is reported in the consolidated statements of comprehensive loss, including net loss and foreign currency translation adjustments and is presented net of tax. The Company follows ASC 280, Segment Reporting 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 Group 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 quoted prices for instruments traded in active markets. Level 2- inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based calculation 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, cash flow models, and similar techniques. Financial instruments include cash and cash equivalents, amounts due from/to related parties, accounts receivable, accounts payable and investment. The carrying values of cash, amounts due from/to related parties, accounts receivable and accounts payable approximate their fair values reported in the consolidated balance sheets due to the short-term maturities. The Company determined that it was not practicable to estimate the fair value of its cost method investment as of December 31, 2016 and measures the cost method investment at fair value on a nonrecurring basis only if an impairment charge were to be recognized. Financial assets and liabilities measured at fair value on a non-recurring basis include acquired assets and liabilities and goodwill based on Level 3 inputs in connection with business acquisition set out in Note 5. In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09 (“ASU 2014-09”), Revenue from Contracts with Customers Revenue from Contracts with Customers In July 2015, the FASB issued ASU No. 2015-11 (“ASU 2015-11”), Inventory (Topic 330): Simplifying the Measurement of Inventory In November 2015, the FASB issued ASU No. 2015-17 (“ASU 2015-17”), Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes In January 2016, the FASB issued ASU No. 2016-01 (“ASU 2016-01”), Financial Instruments In February 2016, the FASB issued ASU No. 2016-02 (“ASU 2016-02”), Leases In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) In March 2016, the FASB issued ASU No. 2016-09 (“ASU 2016-09”), Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting In January 2017, FASB has issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business In January 2017, the FASB issued ASU No. 2017-04 (“ASU 2017-04”), Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment In February 2017, the FASB issued ASU No. 2017-05 (“ASU 2017-05”), Other income-Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20).

CONCENTRATION OF RISK

CONCENTRATION OF RISK	12 Months Ended
	Dec. 31, 2016
Risks and Uncertainties [Abstract]
CONCENTRATION OF RISK	4. CONCENTRATION OF RISK Credit risk Financial instruments that potentially expose the Group to concentrations of credit risk consist primarily of cash and cash equivalents. The Group places its cash and cash equivalents with financial institutions with high-credit ratings and quality. For the years ended December 31, Customer 2015 2016 A 28.4 % * B * 20.4 % Customers accounting for 10% or more of accounts receivable are: As of December 31, Customer 2015 2016 A 99.9 % 0 % B * 37.3 % C * 19.0 % D * 17.2 % E * 11.9 % * Less than 10%

BUSINESS ACQUISTION

BUSINESS ACQUISTION	12 Months Ended
	Dec. 31, 2016
BUSINESS ACQUISITION
BUSINESS ACQUISTION	5. BUSINESS ACQUISTION On June 5, 2015, the Company entered into an agreement to acquire JMU Investment with a consideration of 741,422,780 30,000,000 Pursuant to the share purchase agreement, 741,422,780 shares were issued as part of consideration of which 311,842,983 10.39 28 The transaction was considered as a business acquisition. The Company was determined as the accounting acquirer based on the facts and circumstances of the transaction including the Company’s payment of cash consideration for the equity interests of JMU Investment. Accordingly, the purchase method of accounting has been applied. The acquired net assets were recorded at their estimated fair values on the acquisition date. The acquired goodwill is not deductible for tax purposes. The preliminary purchase price for the acquisition was allocated as follows: US$ Amortization Period Net tangible assets 28,793,669 Intangible assets: Trade name/domain name 16,228,000 10 years Non-compete agreement 10,096,000 4.5 years Online platform 1,364,000 5 years Customer relationships 27,760,000 5-10 years Total 55,448,000 Deferred tax liabilities (13,862,000) Goodwill 336,585,270 Total consideration 406,964,939 The goodwill is mainly attributable to intangible assets that cannot be recognized separately as identifiable assets under US GAAP, and comprise of (a) the assembled work force and (b) the expected but unidentifiable business growth resulting from the Acquisition. The following unaudited pro forma information summarizes the results of operations for the years ended December 31, 2014 and 2015 of the Group as if the acquisition had occurred on January 1, 2014. The following pro forma financial information is not necessarily indicative of the results that would have occurred had the acquisition been completed at the beginning of the period indicated, nor is it indicative of future operating results: For the years ended December 31, 2014 2015 US$ US$ (unaudited) (unaudited) Pro forma revenues 68,298 11,522,525 Pro forma net loss (16,439,806) (115,066,695) Pro forma net loss per ordinary share-basic (0.02) (0.09) Pro forma net loss per ordinary share-diluted (0.02) (0.09)

DISCONTINUED OPERATIONS

DISCONTINUED OPERATIONS	12 Months Ended
	Dec. 31, 2016
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS	6. DISCONTINUED OPERATIONS The disposal described in Note 1 represents a strategic shift and has a major effect on the Group’s results of operations. The Group Buying Entities were accounted as discontinued operations in the consolidated financial statements for the years ended December 31, 2014 and 2015. A gain of $ 47,390,421 The financial results of the Group Buying Entities are set out below: For the years ended December 31, 2014 2015 US$ US$ Net revenues 30,073,452 16,832,352 Cost of revenues (7,040,383) (2,927,148) Gross profit 23,033,069 13,905,204 Operating expenses (62,378,258) (50,212,995) Loss from operations (39,345,189) (36,307,791) Gain from disposal of Group Buying Entities - 47,390,421 Interest income 6,699 1,904 Interest expense (11,798) - Other expenses, net (196,288) (8,599) (Loss)/income before income tax (39,546,576) 11,075,935 Provision for income tax - - (Loss)/income from discontinuing operations attributable to owners of the Company (39,546,576) 11,075,935

ACCOUNTS RECEIVABLE, NET

ACCOUNTS RECEIVABLE, NET	12 Months Ended
	Dec. 31, 2016
Receivables [Abstract]
ACCOUNTS RECEIVABLE, NET	7. ACCOUNTS RECEIVABLE, NET Accounts receivable and allowance for doubtful accounts consist of the following: As of December 31, 2015 2016 US$ US$ Accounts receivable 3,748,398 1,645,237 Less: allowance for doubtful accounts - - 3,748,398 1,645,237 As of December 31, 2015 and 2016, all accounts receivable are due from third party customers for online direct sales.

PREPAID EXPENSES AND OTHER CURR

PREPAID EXPENSES AND OTHER CURRENT ASSETS	12 Months Ended
	Dec. 31, 2016
PREPAYMENTS AND OTHER CURRENT ASSETS
PREPAYMENTS AND OTHER CURRENT ASSETS	8. PREPAID EXPENSES AND OTHER CURRENT ASSETS As of December 31, 2015 2016 US$ US$ Advance to suppliers 2,475,752 7,124,222 Prepaid rental expenses and other deposits 865,219 625,726 Amount due from third parties 4,917,068 286,333 Advance to employees 245,897 215,574 Receivables from third-party purchasers (i) 16,510,091 - Prepaid professional service fee 34,002 - Other current assets 233,405 425,775 25,281,434 8,677,630 (i) In connection with the online platform services, receivables from third-party purchasers represented the total amounts paid to third-party sellers on behalf of third-party purchasers through the Group’s online platform in a period less than one week without any charges.

PROPERTY AND EQUIPMENT, NET

PROPERTY AND EQUIPMENT, NET	12 Months Ended
	Dec. 31, 2016
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET	9. PROPERTY AND EQUIPMENT, NET As of December 31, 2015 2016 US$ US$ Leasehold improvement - 1,583,641 Computer equipment 571,564 566,963 Office equipment - 162,462 Total 571,564 2,313,066 Less: accumulated depreciation (93,489) (335,407) Property and equipment, net 478,075 1,977,659 For the years ended December 31, 2014, 2015 and 2016, depreciation expense was nil, $ 63,981 259,307

ACQUIRED INTANGIBLE ASSETS, NET

ACQUIRED INTANGIBLE ASSETS, NET	12 Months Ended
	Dec. 31, 2016
ACQUIRED INTANGIBLE ASSETS, NET
ACQUIRED INTANGIBLE ASSETS, NET	10. ACQUIRED INTANGIBLE ASSETS, NET Acquired intangible assets consists of the following: As of December 31, 2015 2016 US$ US$ Trade name/domain name 16,228,000 14,330,156 Non-compete agreement 10,096,000 8,915,286 Online platform 1,364,000 1,204,482 Customer relationship 27,760,000 24,514,105 Total 55,448,000 48,964,029 Less: Accumulated amortization (4,885,055) (12,689,791) Acquired intangible assets, net 50,562,945 36,274,238 The movement of acquired intangible assets is as follow: US$ Balance as of January 1, 2015 - Acquisition 55,448,000 Amortization (4,885,055) Balance as of December 31, 2015 50,562,945 Amortization (8,640,885) Foreign currency translation adjustment (5,647,822) Balance as of December 31, 2016 36,274,238 The amortization expense of acquired intangible assets was nil, $ 4,885,055 8,640,885 The estimated annual amortization expense for each of the five succeeding fiscal years is as follow: For the years ending December 31, US$ 2017 8,132,191 2018 8,132,191 2019 8,012,449 2020 3,745,307 2021 1,858,475

INVESTMENT

INVESTMENT	12 Months Ended
	Dec. 31, 2016
Investments, All Other Investments [Abstract]
INVESTMENT	11. INVESTMENT As of December 31, 2015 2016 US$ US$ Cost investment: Investment in Cold Chain Link Global (Shanghai) Logistic Co., Ltd. (“CCLG”) - 720,150 Less: accumulated impairment - - - 720,150 In May 2016, the VIE completed its acquisition of 10 As of December 31, 2016, the Group has paid RMB 5 0.72

GOODWILL

GOODWILL	12 Months Ended
	Dec. 31, 2016
GOODWILL
GOODWILL	12. GOODWILL The changes in the goodwill balance for the years ended December 31, 2015 and 2016 is as follows: US$ Balance as of January 1, 2015 - Goodwill acquired 336,585,270 Impairment (85,934,770) Balance as of December 31, 2015 250,650,500 Foreign currency translation adjustment (29,313,343) Balance as of December 31, 2016 221,337,157 The Group has one reporting unit and applies discounted cash flows for its impairment test as of December 31 for each year. The Group recorded an impairment loss of $ 85,934,770

ACCRUED EXPENSES AND OTHER CURR

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES	12 Months Ended
	Dec. 31, 2016
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES	13. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities consisted of the following: As of December 31, 2015 2016 Provision for loyalty program (i) - 2,752,151 Accrued payroll and welfare 1,219,730 1,910,519 Accrued marketing expenses - 1,555,524 Payables for professional fees 858,577 1,261,405 Payables to third-party sellers (ii) 17,163,716 899,950 Payables for rental fee 639,753 164,234 Uncertain tax positions - 146,368 Others 88,680 343,107 Total accrued expenses and other current liabilities 19,970,456 9,033,258 (i) The Group launched its loyalty programs to certain customers in 2016. (ii) In connection with the online platform services, payable to third-party sellers represented the total amounts received from third-party purchasers on behalf of third-party sellers through the Group’s online platform in a period less than one week without any charges.

INCOME TAXES

INCOME TAXES	12 Months Ended
	Dec. 31, 2016
INCOME TAXES
INCOME TAXES	INCOME TAXES Cayman Under the current laws of the Cayman Islands, the Company is not subject to tax on its income or capital gains. Hong Kong Under the Hong Kong tax laws, the Company’s subsidiaries in Hong Kong are subject to Hong Kong profits tax rate at 16.5 PRC The enterprise income tax (‘‘EIT’’) law applies a uniform 25 No taxable income was generated for both domestic and foreign entities of the Group during each of the three years ended December 31, 2016. Credit for income tax consisted of the following: For the years ended December 31, 2015 2016 US$ US$ Income tax benefits: Current income tax expenses - (146,368) Deferred income tax benefits 1,249,696 2,379,825 Total 1,249,696 2,233,457 The significant components of the Group’s deferred tax assets and liabilities were as follows: December 31, December 31, 2015 2016 US$ US$ Deferred tax assets Current: Accruals - 1,879,890 Valuation allowance - (1,816,604) Net current deferred tax assets - 63,286 Non-current: Net operating loss carry forwards 3,611,141 5,797,149 Valuation allowance (3,611,141) (5,640,833) Net non-current deferred tax assets - 156,316 Total deferred tax assets - 219,602 Deferred tax liabilities Non-current: Acquired intangible assets 12,640,736 9,068,560 Total deferred tax liabilities 12,640,736 9,068,560 The Group considers the following factors, among other matters, when determining whether some portion or all of the deferred tax assets will more likely than not be realized: the nature, frequency and severity of recent losses, forecasts of future profitability, the duration of statutory carry forward years, the Group’s experience with tax attributes expiring unused and tax planning alternatives. The Group’s ability to realize deferred tax assets depends on its ability to generate sufficient taxable income within the carry forward years provided for in the tax law. The Group incurred net operating losses carry forwards of nil, $ 8,064,039 8,744,032 As of December 31, 2015 and 2016, valuation allowance was $ 3,611,141 7,457,437 Reconciliation between the income taxes expense (benefit) computed by applying the PRC tax rate to loss before income taxes and the actual credit for income taxes is as follows: For the year ended December 31, 2015 2016 US$ US$ Net loss before provision for income taxes (105,895,819) (27,526,602) Statutory tax rates in the PRC 25 % 25 % Income tax at statutory tax rate (26,473,955) (6,881,651) Expenses not deductible for tax purposes Goodwill impairment 21,483,693 - Entertainment expenses exceeded tax limit 7,687 21,533 Other expenses exceeded tax limit 226,428 - Effect of income tax rate difference in other jurisdiction 1,551,150 633,997 Changes in unrecognized tax benefits - 146,368 Changes of valuation allowance 1,955,301 3,846,296 Income tax benefits (1,249,696) (2,233,457) The EIT Law includes a provision specifying that legal entities organized outside the 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 the PRC were considered residents for Chinese income tax purpose, they would become subject to the EIT Law on their worldwide income. This would cause any income legal entities organized outside the PRC earned to be subject to the PRC’s 25% EIT. The Implementation Rules to EIT Law provide that non-resident legal entities will be considered as PRC residents if substantial and overall management and control over the manufacturing and business operations, personnel, accounting, properties, etc. reside within the PRC. Pursuant to the additional guidance released by the Chinese government on April 22, 2009 and issued bulletin on August 3, 2011 which provide more guidance on the implementation, management does not believe that the legal entities organized outside the PRC should be characterized as the PRC tax residents for EIT Law purposes. Unrecognized Tax Benefits 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 the 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 the PRC that provides for a different withholding arrangement. The Cayman Islands, where the Company are incorporated, does not have a tax treaty with the PRC. There were no aggregate undistributed earnings of the Company’s subsidiaries, VIE and VIE’s subsidiaries located in the PRC available for dividend distribution. Therefore, no deferred tax liability has been accrued for the Chinese dividend withholding taxes that might be payable upon the distribution of aggregate undistributed earnings as of December 31, 2015 and 2016. The impact of an uncertain 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. As of December 31, 2015 and 2016, the Company recorded an unrecognized tax benefit of $ 70,979 271,019 70,979 124,651 A roll-forward of unrecognized tax benefits is as follows: For the years ended December 31, 2016 US$ Balance at beginning of the year 70,979 Addition based on tax positions related to the current year 200,040 Balance at end of the year 271,019 In the years ended December 31, 2015 and 2016, the Company did not record any interest accrued in relation to the unrecognized tax benefit in income tax expense. Since the incorporation, the relevant tax authorities of the Group’s subsidiaries, VIE and VIE’s subsidiaries located in the PRC have not conducted a tax examination. In accordance with relevant PRC tax administration laws, tax years from 2014 to 2016 of the Group’s PRC subsidiaries, VIE and VIE’s subsidiaries, remain subject to tax audits as of December 31, 2016, at the tax authority’s discretion.

ORDINARY SHARES

ORDINARY SHARES	12 Months Ended
	Dec. 31, 2016
ORDINARY SHARES
ORDINARY SHARES	15. ORDINARY SHARES On April 8, 2015, the Company completed its IPO on NASDAQ by offering 4,000,000 72 10 220,000 3.96 10 37,294,600 3,000,000 Upon the completion of the IPO, all of the Company's then outstanding Series A-1, Series A-2 and Series B preferred shares were automatically converted into 12,202,988 122,029,877 30,507,471 69.4 124,835,802 On June 8, 2015, the Company issued 741,422,780 72,000,000 0.5556 40,000,000 15,000,000 27,000,000 27,000,000 On September 27, 2015, the Company issued and transferred 38,363,112 2,131,284 As of December 31, 2015 and 2016, 6,866,280 37,800,388 38,363,112 31,496,832 562,724

CONVERITBLE REDEEMABLE PREFERRE

CONVERITBLE REDEEMABLE PREFERRED SHARES	12 Months Ended
	Dec. 31, 2016
CONVERITBLE REDEEMABLE PREFERRED SHARES
CONVERITBLE REDEEMABLE PREFERRED SHARES	16. CONVERTIBLE REDEEMABLE PREFERRED SHARES On April 3, 2011, Wowo Group Limited ("Wowo BVI") issued an aggregate of 5,489,604 0.9108 5,000,000 18,072 On May 25, June 8, and July 5, 2011, Wowo BVI issued 30,803,678 2,053,580 18,482,206 0.9739 30,000,000 2,000,000 18,000,000 192,149 On February 29, 2012, the Company issued an aggregate of 30,507,471 0.4097 12,500,000 31,153 6,713,384 70,690,413 0.4097 43,234,050 Each Series A and Series B convertible preferred share had been automatically converted into one ordinary share upon the qualified IPO on April 8, 2015. The rights, preferences, privileges and restriction granted to and imposed on the Series A-1, A-2 (collectively referred to as ‘‘Series A Preferred Shares’’) and Series B Preferred Shares (collectively, "Preferred Shares") were as follows: Voting rights Each Preferred Share carried a number of votes equal to the number of Ordinary Shares then issuable upon its conversion into Ordinary Shares. The Preferred Shares shall generally vote together with the Ordinary Shares and not as a separate class. According to the Third Amended Memorandum and Article of Association after above issuance of Series A-1, Series A-2 and Series B Preferred Shares, the number of the Board of directors of the Company was four, including one appointed by preferred shareholders and three appointed by ordinary shareholders. Dividends No dividends shall be declared or paid on the ordinary shares or any future series of Preferred Shares, unless and until a dividend in like amount is declared and paid on each outstanding Preferred Share on an as-if converted basis. Each holder of Series B Preferred Shares shall be entitled to receive, on annual basis, preferential, non-cumulative dividends at the rate equal to the greater of (i) 8 After the full preferential dividends for Series B Preferred Shares had been paid on all outstanding Series B Preferred Shares, each holder of Series A-2 Preferred Shares shall be entitled to receive, on an annual basis, preferential, non-cumulative dividends at the rate equal to the greater of (i) 8 After the full preferential dividends for Series B and Series A-2 Preferred Shares had been paid on all outstanding Series B and Series A-2 Preferred Shares, each holder of Series A-1 Preferred Shares shall be entitled to receive, on an annual basis, preferential, non-cumulative dividends at the rate equal to the greater of (i) 8 1 In addition to any dividend pursuant to above, the holders of Preferred Shares shall be entitled to receive on a pari passu basis, when as and if declared at the sole discretion of the Board, but only out of funds that are legally available therefor, cash dividends at the rate or in the amount as the Board considers appropriate. Liquidation preference In the event of any liquidation, dissolution or winding up of the Company, each holder of Series B Preferred Shares shall be entitled to receive, prior to any distribution to the holders of Series A Preferred Shares, Ordinary Shares or any other class or series of shares then outstanding, an amount per Series B Preferred Share equal to 100 After the full Series B Preference Amount had been paid on all outstanding Series B Preferred Shares, the each holder of Series A-2 Preferred Shares shall be entitled to receive, prior to any distribution to the holders of Ordinary Shares or any other class or series of shares then outstanding, an amount per Series A-2 Preferred Share equal to 100 After the full Series A-2 Preference Amount had been paid on all outstanding Series A-2 Preferred Shares, the each holder of Series A-1 Preferred Shares shall be entitled to receive, prior to any distribution to the holders of Ordinary Shares or any other class or series of shares then outstanding, an amount per Series A-1 Preferred Share equal to 100 After the full Series B and Series A Preference Amount had been paid, any remaining funds or assets of the Company legally available for distribution to shareholders shall be distributed pro rata among the holders of Preferred Shares (on an as-converted basis) and the holders of the Ordinary Shares. In the event the Company proposed to distribute assets other than cash in connection with any liquidation, dissolution or winding up of the Company, the value of the assets to be distributed to the holders of Preferred Shares and Ordinary Shares shall be determined by the Board. Conversion Optional conversion Each holder of Preferred Shares shall have the right to convert all or any portion of the Preferred Shares into Ordinary Shares at any time. The conversion rate for the Series B Preferred Shares and Series A Preferred Shares shall be determined by dividing the Series B and Series A Issue Price for each of the Series B Preferred Shares and Series A Preferred Shares by its conversion price, respectively, provided that in the event of any share splits, share combinations, share dividends, recapitalizations and similar events, the initial Series B and Series A Conversion Price shall be adjusted accordingly, respectively. Automatic conversion The Preferred Shares would automatically be converted into Ordinary Shares, at its then respective Conversion Prices, upon a Qualified IPO, which is defined as an initial public offering of securities of the Company on a recognized regional or national exchange or quotation system in the United States, Hong Kong, the PRC or any other jurisdiction approved by the investors, and the aggregate proceeds to the Company in such initial public offering shall be not less than $ 100,000,000 No adjustment in the Series B Conversion Price shall be made in respect of the issuance of additional ordinary shares unless the consideration per share for an additional ordinary share issued or deemed to be issued by the Company is less than the Series B Conversion Price. If the Company issues any additional ordinary shares and 0.85 0.85 No adjustment in the Series A Preferred Shares Conversion Price shall be made in respect of the issuance of additional ordinary shares unless the consideration per share for an additional ordinary share issued or deemed to be issued by the Company is less than the Series A Conversion Price. If the Company issues any additional ordinary shares and 0.85 0.85 The conversion price will be adjusted for share dividends, subdivisions, combinations or consolidations of ordinary shares, other distributions, reclassification, exchange and substitution. The Company will protect the Conversion Rights of the holders of the Preferred Shares against impairment, and not amend its Memorandum and Articles of Association or through any reorganization, transfer of assets, consolidation, merger, dissolution, issuance or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed by the Company. The Group had determined that there was embedded beneficial conversion feature of $43,234,050 attributable to the Series A-1 and Series A-2 Preferred Shares because the adjusted conversion price of Series A-1 and Series A-2 Preferred Shares is lower than the fair value of the Group’s ordinary share as of respective issuance dates and there was no embedded beneficial conversion feature attributable to the Series B Preferred Shares because the conversion price of the Series B Preferred Shares is higher than the fair value of the Group’s ordinary share as of the issuance date. The initial conversion price of Series B and Series A Preferred Shares shall be their Issue Price, therefore, the initial conversion rate was one for one. The conversion rate for each class of preferred shares were both one for one as of December 31, 2014. The Group assessed the probability of redemption and accrues proper accretion over the period from the date of issuance to the earliest redemption date of the Series A-1 Preferred Shares, Series A-2 Preferred Shares and Series B Preferred Shares using the effective interest rate method. The Group recognized $ 40,814,509 2,365,351 On April 8, 2015, all the issued and outstanding Series A-1, Series A-2 and Series B preferred shares were automatically converted into 12,202,988 122,029,877 30,507,471

FAIR VALUE MEASUREMENT

FAIR VALUE MEASUREMENT	12 Months Ended
	Dec. 31, 2016
FAIR VALUE MEASUREMENT
FAIR VALUE MEASUREMENT	17. FAIR VALUE MEASUREMENT Measured at fair value on a recurring basis The Group had no financial assets and liabilities measured and recorded at fair value on a recurring basis as of December 31, 2015 and 2016. Measured at fair value on a non-recurring basis The Group measures the acquired assets and liabilities at fair value on a nonrecurring basis as result of the business acquisition as set forth in Note 5. The fair value was determined using models with significant unobservable inputs (Level 3 inputs), primarily the management projection on the discounted future cash flow and the discount rate. The Group measures goodwill at fair value on a nonrecurring basis when it is annually evaluated or whenever events or changes in circumstances indicate that carrying amount of a reporting unit exceeds its fair value. The fair value was determined using models with significant unobservable inputs (Level 3 inputs) which primarily included management projections on the discounted future cash flow analysis including the discount rate using the weighted average cost of capital of 17 17.5 An impairment loss of nil, $ 85,934,770

SHARE-BASED COMPENSATION

SHARE-BASED COMPENSATION	12 Months Ended
	Dec. 31, 2016
SHARE-BASED COMPENSATION [Abstract]
SHARE-BASED COMPENSATION	18. SHARE BASED COMPENSATION 2011 Share Incentive Plan On February 1, 2011, the Board of Directors approved the Company 2011 Share Incentive Plan (‘‘2011 Plan’’). The 2011 Plan provides for the grant of options, restricted shares, and other share-based awards. The Group recognized compensation cost on the share options to employees under 2011 Plan on a straight-line basis over the requisite service period. The options granted during 2012 and 2013 vest ratably over 48 months and the options granted during 2014 vest on the first anniversary of the date of grant. On July 27, 2015, the Board of Directors approved to grant 28,841,700 Restricted Share Units ("RSUs") awards pursuant to the 2011 Plan. Each RSU represents the contingent right of the participant to receive an ordinary share. Each RSU is an agreement to issue ordinary share at the time the award vests with zero exercise price. The issued RSUs will vest 50 50 2 On September 1, 2015, the Board of Directors approved that all 3,312,618 On July 1, 2016, under the 2011 Plan, the Board of Directors approved to grant 32,028,700 0.20 On July 1, 2016, the Board of Directors also approved to grant 10,430,000 100 (a) Restricted Shares Award Granted to Employees The following table summarizes the Company’s restricted shares award issued under 2011 Plan: Outstanding RSUs Number of Weighted average Unvested as of January 1, 2015 - - Granted 28,841,700 0.265 Forfeited and expired (201,800) 0.265 Vested 28,639,900 0.265 Unvested as of December 31, 2015 - - Granted 10,430,000 0.133 Unvested as of December 31, 2016 10,430,000 0.133 Expect to vest as of December 31, 2016 10,430,000 0.133 (b) Options Granted to Employees The following table summarizes the Company’s employee share options under 2011 Plan: Options Number of Weighted Weighted Weighted Aggregate US$ US$ (Years) US$ Outstanding as of January 1, 2015 39,249,022 0.07 0.11 2.51 3,512,311 Granted - - - - - Forfeited and expired (1,079,202) 0.02 0.08 - - Exercised (6,866,280) 0.02 0.08 - - Outstanding as of December 31, 2015 31,303,540 0.08 0.26 1.34 1,734,975 Granted 32,028,700 0.20 0.10 Exercised (2,294,208) 0.02 0.10 Outstanding as of December 31, 2016 61,038,032 0.15 0.18 5.62 3,844,310 Vested and expect to vest as of December 31, 2016 61,038,032 0.15 0.18 5.62 3,844,310 Exercisable as of December 31, 2016 29,009,332 0.09 0.27 0.67 3,559,610 Share-based compensation of $ 4,190,449 1,097,543 The share-based compensation of $ 1,571,935 7,176,600 On September 1, 2015, the Board of Directors approved that all 3,312,618 28,639,900 7,503,976 As all batches of options and RSUs outstanding as of September 1, 2015 were immediately vested on that date, the actual forfeiture rates were trued up, which resulted a reversal of $ 327,376 The aggregated intrinsic value of stock options outstanding and exercisable as of December 31, 2016 was calculated based on the closing price of the Company’s ordinary shares on December 31, 2016 of $ 3.76 0.21 During the year ended December 31, 2016, share-based compensation of $1,097,543 was charged to operating expenses of continued operations and as of December 31, 2016, there was $ 3,521,232 0.5 3.5 The fair value of the options granted/modified was estimated on the date of grant/modification with the assistance of an independent third-party appraiser, and was determined using binomial model with the following assumptions: March 15, April 18, September 1, July 1, 2013 2014 2015 2016 Expected volatility (1) 65 % 58 % 60.3% - 65.1% 54.8 % Risk-free interest rate (2) 0.90 % 1.80 % 0.47% - 0.88% 1.46 % Expected dividend yield (3) nil nil nil nil Exercise price (4) $ 0.2 $ 0.01 $ 0.01 -$0.20 $ 0.20 Fair value of the underlying ordinary shares (5) $ 0.0611 $ 0.059 $ 0.38 $ 0.20 (1) Volatility The volatility of the underlying ordinary shares during the life of the options was estimated based on average historical volatility of comparable companies for the period before the valuation date with lengths equal to the life of the options. (2) Risk-free rate Risk free rate is estimated based on yield to maturity of PRC international government bonds with maturity term close to the life of the options. (3) Dividend yield The dividend yield was estimated by the Group based on its expected dividend policy over the life of the options. (4) Exercise price The exercise price of the options was determined by the Group’s Board of Directors. (5) Fair value of underlying ordinary shares The estimated fair value of the ordinary shares underlying the options as of the respective valuation dates 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 and equity transactions of the Group, while taking into account standard valuation methods and the achievement of certain events. The fair value of the ordinary shares in connection with the option grants on the valuation dates was determined with the assistance of an independent third-party appraiser. After the Company listed on NASDAQ in April 2015, the closing market price of the ordinary shares of the Company as of the grant/modification date was used as the fair value of the ordinary shares on that date. (c) Ordinary shares to directors and executives On June 29, 2014, Mr. Xu transferred his 30,372,540 0.138 4,190,449

NET LOSS PER SHARE

NET LOSS PER SHARE	12 Months Ended
	Dec. 31, 2016
NET LOSS PER SHARE [Abstract]
NET LOSS PER SHARE	NET LOSS PER SHARE The calculation of the net loss per share is as follows: For the years ended December 31, 2014 2015 2016 Numerator: Net loss attributable to the Company (43,856,347) (93,570,188) (25,293,145) -Continuing operations (4,323,249) (104,646,123) (25,293,145) -Discontinued operations (39,533,098) 11,075,935 - Accretion for Series A-1 Preferred Shares (1,445,125) (442,409) - Accretion for Series A-2 Preferred Shares (36,947,001) (1,202,748) - Accretion for Series B Preferred Shares (2,422,383) (720,194) - Net loss attributable to ordinary shareholders for computing basic net loss per ordinary shares (84,670,856) (95,935,539) (25,293,145) -Continuing operations (8,346,641) (104,646,123) (25,293,145) -Discontinued operations (76,324,215) 8,710,584 - Accretion for Series A-1 Preferred Shares 1,445,125 442,409 - Net income attributable to Series A-1 P referred Shareholders for computing basic net income per Series A-1 Preferred Shares 1,445,125 442,409 - Accretion for Series A-2 Preferred Shares 36,947,001 1,202,748 - Net income attributable to Series A-2 P referred Shareholders for computing basic net income per Series A-2 Preferred Shares 36,947,001 1,202,748 - Accretion for Series B Preferred Shares 2,422,383 720,194 - Net income attributable to Series B P referred Shareholders for computing basic net income per Series B Preferred Shares 2,422,383 720,194 - Denominator: Weighted average ordinary shares outstanding used in computing basic net loss per ordinary shares 303,886,640 1,001,754,524 1,474,087,060 Weighted average ordinary shares outstanding used in computing diluted net loss per ordinary shares 303,886,640 1,001,754,524 1,474,087,060 Weighted average shares outstanding used in computing basic net income per Series A-1 Preferred Shares 12,202,988 3,242,986 - Weighted average shares outstanding used in computing basic net income per Series A-2 Preferred Shares 122,029,877 32,429,858 - Weighted average shares outstanding used in computing basic net income per Series B Preferred Shares 30,507,471 8,107,465 - For the years ended December 31, 2014 2015 2016 Net loss per ordinary share Basic (0.28) (0.09) (0.02) Diluted (0.28) (0.09) (0.02) Net loss per ordinary share from continuing operations Basic (0.03) (0.10) (0.02) Diluted (0.03) (0.10) (0.02) Net (loss)/income per share from discontinued operations Basic (0.25) 0.01 - Driluted (0.25) 0.01 - Net income per Series A-1 P referred Share-Basic 0.12 0.14 - Net income per Series A-2 P referred Share-Basic 0.30 0.04 - Net income per Series B P referred Share-Basic 0.08 0.09 - Weighted average shares used in calculating net loss per ordinary share Basic Continuing operations 303,886,640 1,001,754,524 1,474,087,060 Discontinued operations 303,886,640 1,001,754,524 - Diluted Continuing operations 303,886,640 1,001,754,524 1,474,087,060 Discontinued operations 303,886,640 1,043,473,265 - Weighted average shares used in calculating net loss per Series A-1 preferred shares 12,202,988 3,242,986 - Series A-2 preferred shares 122,029,877 32,429,858 - Series B preferred shares 30,507,471 8,107,465 - Series A-1, Series A-2 and Series B Preferred Shares were excluded from the computation of diluted net loss per ordinary share for the years ended December 31, 2015 because their effects were anti-dilutive. For the years ended December 31, 2014, 2015 and 2016, 39,249,022 18,224,699 For the years ended December 31, 2014, 2015 and 2016, 39,249,022 59,943,440

RELATED PARTY BALANCES AND TRAN

RELATED PARTY BALANCES AND TRANSACTIONS	12 Months Ended
	Dec. 31, 2016
RELATED PARTY BALANCES AND TRANSACTIONS [Abstract]
RELATED PARTY BALANCES AND TRANSACTIONS	20. RELATED PARTY BALANCES AND TRANSACTIONS (CONTINUED) Name Relationship with the Company Chung So Si Fong Dessert Limited Controlled by Ms. Zhu Hong Kong Sunward Fishery Restaurant Management Co., Ltd. Controlled by Ms. Zhu Nanjing Jiangdong Sunward Fishery Restaurant Co., Ltd. Controlled by Ms. Zhu Nanjing Xinzijin Sunward Fishery Restaurant Co., Ltd. Controlled by Ms. Zhu Nanjing Yongji Sunward Fishery Restaurant Co., Ltd. Controlled by Ms. Zhu Ningbo Yinzhou Sunward Logistics Co., Ltd. Controlled by Ms. Zhu Noodles Dao (HK) Co., Ltd. Controlled by Ms. Zhu Shanghai Congshao Dessert Co., Ltd. Controlled by Ms. Zhu Shanghai Congshao Restaurant Management Co., Ltd. Controlled by Ms. Zhu Shanghai Putuo Sunward Restaurant Co., Ltd. Controlled by Ms. Zhu Shenzhen Congshao Restaurant Management Co., Ltd. Controlled by Ms. Zhu Tianjin Congshao Restaurant Management Co., Ltd. Controlled by Ms. Zhu Wuhan Congshao Restaurant Management Co., Ltd. Controlled by Ms. Zhu Zhejiang Controlled by Ms. Zhu Zhejiang Controlled by Ms. Zhu Xiao Nan Guo Holdings Limited Controlled by Ms. Wang Xiao Nan Guo (Group) Co., Ltd. Controlled by Ms. Wang Shanghai MIN Hongshi Trading Co., Ltd. Controlled by Ms. Wang Shanghai Xiao Nan Guo Hai Zhi Yuan Restaurant Management Co., Ltd. Controlled by Ms. Wang WM Ming Hotel Controlled by Ms. Wang Shenzhen Xiao Nan Guo Restaurant Management Co., Ltd. Controlled by Ms. Wang CCLG A company under the significant influence of the Company (a) As of December 31, 2015 and 2016, the following balances were due from/ to the related parties: As of December 31, Amount due from related parties 2015 2016 US$ US$ Shanghai Congshao Restaurant Management Co., Ltd. - 71,031 (i) Nanjing Xinzijin Sunward Fishery Restaurant Co., Ltd. 29,469 54,953 (i) Shanghai MIN Hongshi Trading Co., Ltd. - 23,797 (i) Nanjing Jiangdong Sunward Fishery Restaurant Co., Ltd. 29,831 22,129 (i) Zhejiang Zhonggangjumei - 14,437 (i) Nanjing Yongji Sunward Fishery Restaurant Co., Ltd. 13,015 12,018 (i) WM Ming Hotel 1,815 6,613 (i) Shanghai Putuo Sunward Restaurant Co., Ltd. - 6,235 (i) Ningbo Yinzhou Sunward Logistics Co., Ltd. 149,033 984 (i) CCLG - 608 (i) Shanghai Xiao Nan Guo Hai Zhi Yuan Restaurant Management Co., Ltd. 260,623 - (i) Zhejiang Sunward Group Co., Ltd. 128,845 - (i) Noodles Dao (HK) Co., Ltd. 74,187 - (i) Hong Kong Sunward Fishery 70,962 - (i) Xiao Nan Guo (Group) Co., Ltd. 48,643 - (i) Total 806,423 212,805 (i) The amounts represent the receivables due from related parties relating to the online direct sales and online platform services. Amount due to related parties As of December 31, 2015 2016 US$ US$ Shanghai Xiao Nan Guo Hai Zhi Yuan Restaurant Management Co., Ltd. - 905,260 (ii) Shanghai Congshao Dessert Co., Ltd. - 361,356 (ii) Tianjin Congshao Restaurant Management Co., Ltd. - 134,703 (ii) Shenzhen Congshao Restaurant Management Co., Ltd. - 92,369 (ii) Wuhan Congshao Restaurant Management Co., Ltd. - 91,845 (ii) Shanghai Congshao Restaurant Management Co., Ltd. - 69,935 (ii) Chung So Si Fong Dessert Limited - 23,332 (ii) Nanjing Jiangdong Sunward Fishery Restaurant Co., Ltd. - 11,271 (ii) Nanjing Yongji Sunward Fishery Restaurant Co., Ltd. - 8,426 (ii) Nanjing Xinzijin Sunward Fishery Restaurant Co., Ltd. - 7,811 (ii) WM Ming Hotel - 3,306 (ii) Hong Kong Sunward Fishery - 1,414 (ii) Shanghai MIN Hongshi Trading Co., Ltd. 319,767 - (ii) Total 319,767 1,711,028 (ii) The amounts represent the payables due to related parties relating to online direct sales and online platform services. (b) Details of related party transactions occurred during the years ended December 31, 2015 and 2016 were as follows: Revenue from For the years ended December 31, 2015 2016 US$ US$ Xiao Nan Guo Holdings Limited - 6,056,439 (iii) Shanghai Xiao Nan Guo Hai Zhi Yuan 393,147 2,296,225 (iii) Hong Kong Sunward Fishery - 460,132 (iii) Chung So Si Fong Dessert Limited - 388,618 (iii) Zhejiang Zhonggangjumei - 296,727 (iii) Shanghai Congshao Dessert Co., Ltd. - 172,521 (iii) Shanghai Congshao Restaurant Management Co., Ltd. - 160,701 (iii) Nanjing Xinzijin Sunward Fishery Restaurant Co., Ltd. 38,179 82,155 (iii) Ningbo Yinzhou Sunward Logistics Co., Ltd. 58,560 56,722 (iii) WM Ming Hotel 1,573 37,631 (iii) Nanjing Jiangdong Sunward Fishery Restaurant Co., Ltd. 32,726 26,149 (iii) Shanghai Putuo Sunward Restaurant Co., Ltd. - 21,631 (iii) Nanjing Yongji Sunward Fishery Restaurant Co., Ltd. 17,573 15,692 (iii) Shenzhen Xiao Nan Guo Restaurant - 5,392 (iii) Shenzhen Congshao Restaurant Management Co., Ltd. - 865 (iii) Tianjin Congshao Restaurant Management Co., Ltd. - 676 (iii) Total 541,758 10,078,276 (iii) The amounts represent the revenue generated from the Group’s online direct sales. Rental expense to: For the years ended December 31, 2015 2016 US$ US$ Xiao Nan Guo (Group) Co., Ltd. 335,249 218,212 (iv) Total 335,249 218,212 (iv) The amount represents the rental expense paid for the Group’s office. Services fee charged by For the years ended December 31, 2015 2016 US$ US$ CCLG - 169,741 (v) Total - 169,741 (v) The amount represents the logistics fee charged by the related party for the Group’s online direct sales. Loan borrowed from For the years ended December 31, 2015 2016 US$ US$ Xiao Nan Guo (Group) Co., Ltd. - 6,024,096 (vi) Total - 6,024,096 (vi) The amount represents the interest-free loan borrowed by the Group from related party, which has been repaid by the Group in 2016.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	12 Months Ended
	Dec. 31, 2016
COMMITMENTS AND CONTINGENCIES [Abstract]
COMMITMENTS AND CONTINGENCIES	21. COMMITMENTS AND CONTINGENCIES Capital Commitments The Group’s capital commitments primarily relate to commitments in connection with the investment in CCLG. Total capital commitments contracted but not yet reflected in the financial statements amounted to $ 3 2.2 Operating lease commitments The Group leases certain office premises under non-cancellable leases. Rental expenses under operating leases for the years ended December 31, 2014, 2015 and 2016 were nil, $ 985,214 2,243,907 The future aggregate minimum lease payments under non-cancelable operating lease agreements were as follows: Years ending December 31,: US$ 2017 1,818,504 2018 1,674,808 2019 1,528,053 2020 1,528,053 2021 1,528,053 Thereafter 13,082,646 Total 21,160,117

MAINLAND CHINA CONTRIBUTION PLA

MAINLAND CHINA CONTRIBUTION PLAN	12 Months Ended
	Dec. 31, 2016
MAINLAND CHINA CONTRIBUTION PLAN [Abstract]
MAINLAND CHINA CONTRIBUTION PLAN	22. MAINLAND CHINA CONTRIBUTION PLAN Full time PRC employees of the Group are eligible to participate in a government-mandated multi- employer defined contribution plan under which certain pension benefits, medical care, unemployment insurance, employee housing fund and other welfare benefits are provided to these employees. The PRC labor regulations require the Group to accrue for these benefits based on a percentage of each employee’s income. Total provisions for employee benefits were nil, $ 902,418 1,297,485

STATUTORY RESERVES AND RESTRICT

STATUTORY RESERVES AND RESTRICTED NET ASSETS	12 Months Ended
	Dec. 31, 2016
STATUTORY RESERVES AND RESTRICTED NET ASSETS [Abstract]
STATUTORY RESERVES AND RESTRICTED NET ASSETS	23. STATUTORY RESERVES AND RESTRICTED NET ASSETS In accordance with the Regulations on Enterprises with Foreign Investment of China and their articles of association, the Group’s subsidiaries, VIE and VIE’s subsidiaries 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 50 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 Group’s subsidiaries. The appropriation to these reserves by the Group’s PRC subsidiaries and VIE were all nil for the years ended December 31, 2014, 2015 and 2016. As a result of these PRC laws and regulations and the requirement that distributions by the PRC entities can only be paid out of distributable profits computed in accordance with the PRC GAAP, the PRC entities are restricted from transferring a portion of their net assets to the Group. Amounts restricted include paid-in capital and the statutory reserves of the Group’s PRC subsidiaries, VIE and VIE’s subsidiaries. The aggregate amounts of capital and statutory reserves restricted which represented the amount of net assets of the relevant subsidiaries, VIE and VIE’s subsidiaries in the Group not available for distribution were $ 21,598,935 28,213,892 1,599,100 1,614,140

SUMMARY OF SIGNIFICANT ACCOUN34

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	12 Months Ended
	Dec. 31, 2016
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of presentation	The consolidated financial statements of the Group have been prepared in accordance with the U.S. generally accepted accounting principles (‘‘US GAAP’’).
Principle of consolidation	The consolidated financial statements of the Group include the financial statements of the Company, its consolidated subsidiaries, VIE and VIE’s subsidiaries for which the Company is the primary beneficiary. All significant inter-company transactions and balances have been eliminated upon consolidation.
Business combinations	Business combinations are recorded using the acquisition method of accounting. The assets acquired, the liabilities assumed, and any noncontrolling interest of the acquiree at the acquisition date, if any, are measured at their fair values as of that date. Goodwill is recognized and measured as the excess of the total consideration transferred plus the fair value of any noncontrolling interests of the acquiree, if any, at the acquisition date over the fair values of the identifiable net assets acquired. Consideration transferred in a business acquisition is measured at the fair value as at the date of acquisition.
Discontinued operations	A disposal of a component of an entity or a group of components of an entity shall be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations. Classification as a discontinued operation occurs upon disposal or when the operation meets the criteria to be classified as held for sale, if earlier. Where an operation is classified as discontinued, a single amount is presented on the face of the consolidated statements of operations. The amount of total current assets, total non-current assets, total current liabilities and total non-current liabilities are presented separately on the consolidated balance sheets.
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 disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. Areas where management uses subjective judgment include, but are not limited to, estimating useful lives and impairment for property and equipment and acquired intangible assets, impairment of goodwill, valuation allowance for deferred tax assets, share-based compensation and purchase price allocation. Changes in facts and circumstances may result in revised estimates. Actual results could differ from those estimates, and as such, differences may be material to the consolidated financial statements.
Foreign currency	The functional and reporting currency of the Company is the United States dollar (“U.S. dollars”). The functional currency of the Company's subsidiary, New Admiral, is U.S. dollars. The functional currency of the Company’s HK subsidiaries, JMU Investment and JMU Supply Chain, is Hong Kong dollars (“HK dollars”). The financial records of the Group’s subsidiaries, VIE and VIE’s subsidiaries located in the PRC are maintained in their local currencies, the Renminbi (“RMB”), respectively, which are also the functional currencies of these entities. Transactions denominated in currencies other than the respective entities’ functional currencies are re-measured into the functional currencies, in accordance with Accounting Standards Codification (“ASC”) 830 (“ASC 830”) Foreign Currency Matters Assets and liabilities are translated to the reporting currency at the exchange rates at the balance sheet date, equity accounts are translated at historical exchange rates and revenues, expenses, gains and losses are translated using the average rate for the year. Translation adjustments are reported as cumulative translation adjustments and are shown as a separate component of consolidated statements of comprehensive loss.
Cash and cash equivalents	Cash and cash equivalents Cash and cash equivalents consists of cash on hand and demand deposits placed with banks or other financial institutions which are unrestricted as to withdrawal and use and have original maturities less than three months.
Accounts receivable, net of allowance	Accounts receivable represents those receivables derived in the ordinary course of business, carried at net realizable value. The Group maintains an allowance for doubtful accounts for estimated losses on uncollected accounts receivable. Management considers the following factors when determining the collectability of specific accounts: creditworthiness of customers, aging of the receivables, past transaction history with customers and their current condition, changes in customer payment terms, specific facts and circumstances, and the overall economic climate in the industries the Group serves. No allowance for doubtful accounts was recognized for each of the three years ended December 31, 2016.
Inventories	Inventory is stated at the lower of cost or market. Cost of inventory is determined using the weighted average cost method. Adjustments are recorded to write down the cost of inventory to the estimated market value for slow-moving merchandise and damaged goods. The amount of written-down depends upon factors such as whether the goods are returnable to vendors, historical and forecasted consumer demand, market condition and the promotional environment. Written-down amounts are recorded in cost of goods sold in the consolidated statements of operations. No inventory provision was recognized for each of the three years ended December 31, 2016.
Property and equipment	Property and equipment are stated at cost and are depreciated using the straight-line method over the estimated useful lives of the assets, as follows: Computer equipment 3 Office equipment 5 Leasehold improvement Repair and maintenance costs are charged to expense when incurred, whereas the cost of betterments that extend the useful life of property and equipment are capitalized as additions to the related assets. Retirement, sale and disposals of assets are recorded by removing the cost and related accumulated depreciation with any resulting gain or loss reflected in the consolidated statements of operations
Acquired intangible assets	Acquired intangible assets with finite lives are carried at cost less accumulated amortization and impairment. Amortization of finite lived intangible assets is calculated on a straight-line basis over the shorter of the contractual terms or the expected useful lives of the acquired assets. The amortization period by major intangible asset classes is as follows: Trade name/domain name 10 Non-compete agreement 4.5 Online platform 5 Customer relationship 5 10
Impairment of long-lived assets other than goodwill	The Group evaluates the recoverability of its long-lived assets, including intangible assets with finite lives, whenever events or changes in circumstances indicate that the carrying amount of an asset may no longer be recoverable. When these events occur, the Group measures impairment by comparing the carrying value of the assets to the estimated undiscounted future cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flow is less than the carrying amount of the assets, the Group would recognize an impairment loss based on the excess of carrying amount over the fair value of the assets. No impairment loss was provided for each of the three years ended December 31, 2016.
Impairment of goodwill	The Group annually, or more frequently if the Group believes indicators of impairment exist, reviews the carrying value of goodwill to determine whether impairment may exist. Specifically, goodwill impairment is determined using a two-step process. The first step compares the fair value of each reporting unit to its carrying amount, including goodwill. If the fair value of each reporting unit exceeds its carrying amount, goodwill is not considered to be impaired and the second step will not be required. If the carrying amount of a reporting unit exceeds its fair value, the second step compares the implied fair value of the affected reporting unit’s goodwill to the carrying value of that goodwill. The implied fair value of goodwill is determined in a manner similar to accounting for a business combination with the allocation of the assessed fair value determined in the first step to the assets and liabilities of the reporting unit. The excess of the fair value of the reporting unit over the amounts assigned to the assets and liabilities is the implied fair value of goodwill. An impairment loss is recognized for any excess in the carrying value of goodwill over the implied fair value of goodwill. Estimating fair value is performed by utilizing various valuation techniques, with the primary technique being a discounted cash flow. The Group has determined to perform the annual impairment tests on December 31 of each year. Prior to the acquisition of JMU Group, goodwill was attributable to the group buying business which is classified as discontinued operations in the year ended December 31, 2015. No goodwill impairment loss was recognized for this business for the year ended December 31, 2014. The goodwill as of December 31, 2015 and 2016 was attributable solely to the JMU business on which an impairment loss of $ 85,934,770
Investments	Investment Cost Method Investment In accordance with ASC subtopic 325-20 (“ASC 325-20”), Investments-Other: Cost Method Investments Investments-Debt and Equity Securities- Overall No impairment was recognized for each of the three years ended December 31, 2016.
Revenue recognition	The Group recognizes revenue from the sales of rice, flavoring, oil, seafood, wine and other types of generic food and beverage products through its online platform www.ccjoin.com The Group recognizes revenue when the customers confirm the acceptance of the goods once they receive the delivered goods. The sales returns are considered and estimated when the related revenue was recognized. Revenue is recorded net of surcharges and value-added tax ("VAT") and related surcharges. The Group primarily generates revenue from online direct sales and online platform services. Online direct sales The Group primarily sells rice, flavoring, oil, seafood, wine and other products relating to catering and hotel industries through online direct sales. There is a separate channel on the Group’s online platform designated for the Group’s online direct sales. and the Group records revenue from online direct sales on a gross basis as the Group acts as the principal in these arrangements: it is the primary obligor in the sales arrangements, has latitude in establishing prices and has discretion in suppliers' selection. On certain transactions, the Group also retains some of general inventory risk and physical inventory loss risk. Online platform services The Group also provides the online platform services to connect third-party sellers and purchasers for their transactions via its online marketplace. Online platform sales are made from the online stores under the third-party sellers’ names, and the Group records the related revenue on a net basis as the Group acts as the agent in these arrangements: it is not the primary obligor, does not bear inventory risk, and does not have the ability to establish the price or discretion in supplier selection. For the years ended December 31, 2015 and 2016, revenues related to the online platform services was nil, as the Group did not charge any service fees to the third-party sellers and purchasers.
Value-added tax	Value added tax (“VAT”) is calculated at 13 17
Cost of revenue	Costs of revenues primarily consist of purchased cost of the products sold related to online direct sales and payroll of the operating personnel.
Advertising and promotional expenses	Advertising and promotional expenses, including advertisements through various form of media and kinds of marketing and promotional activities, are included in “Selling and marketing expense” in the consolidated statements of operations and are expensed when incurred. Advertising and marketing expenses for the years ended December 31, 2014, 2015 and 2016 are nil, $ 131,486 498,045
Operating leases	Leases where substantially all the rewards and risks of the ownership of the assets remain with the leasing companies are accounted for as operating leases. Payments made for the operating leases are charged to the consolidated statements of operations on a straight-line basis over the lease term and have been included in the operating expenses in the consolidated statements of operations. In 2016, the Group entered into a 15 1,086,342
Income taxes	The Company follows the liability method in accounting for income taxes in accordance to ASC topic 740 (“ASC 740”), Income Taxes The Company applies the provision of ASC 740 to account for uncertainty in income taxes. ASC 740 clarifies the accounting for uncertainty in income taxes by prescribing the recognition threshold a tax position is required to meet before being recognized in the consolidated financial statements. The Company has elected to classify interest and penalties related to unrecognized tax benefits, if and when required, as part of income tax expense in the consolidated statements of operations.
Loyalty program	Loyalty program In 2016, the Company launched a customer loyalty program to certain qualified customers, who can earn customer credits from purchases if their annual spending with the Group exceeds RMB10 million. The customers can redeem the earned credits for gift merchandise, and the Group accounts for such credits by recording a liability and corresponding selling expenses for the estimated incremental cost of outstanding credits earned that are expected to be redeemed. During 2016, the Group negotiated settlement of earned loyalty credits with 13 of its customers in ordinary shares of the Company. As part of the settlement, the Group agreed to issue 4.42 1,377,503
Share-based payments	Share-based payments Share-based payment awards with employees are measured based on the grant date fair value of the equity instrument issued, and recognized as compensation costs net of an estimated forfeiture rate using the straight-line method over the requisite service period, which is generally the vesting period of the options, with a corresponding impact reflected in additional paid-in capital. For share-based payment awards with market conditions, such market conditions are included in the determination of the estimated grant-date fair value. The estimate of forfeitures will be adjusted over the requisite service period to the extent that actual forfeitures differ, or is expected to differ, from such estimate. 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 share-based compensation expenses to be recognized in future years. A change in any of the terms or conditions of share-based payment awards is accounted for as a modification of awards. The Company measures the incremental compensation cost of a modification as the excess of the fair value of the modified awards over the fair value of the original awards immediately before its terms are modified, based on the share price and other pertinent factors at the modification date. For vested awards, the Company recognizes incremental compensation cost in the period the modification occurred. For unvested awards, 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.
Net loss per share	Net 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. The Group’s convertible redeemable participating preferred shares are participating securities as they participate in undistributed earnings on an as-if-converted basis. Accordingly, the Group uses the two-class method whereby undistributed net income is allocated on a pro rata basis to the ordinary shares and convertible redeemable participating preferred shares to the extent that each class may share in income for the period; whereas the undistributed net loss for the period is allocated to ordinary shares only because the convertible redeemable participating preferred shares are not contractually obligated to share the loss. Diluted loss per ordinary share reflects the potential dilution that could occur if securities were exercised or converted into ordinary shares. The Group had convertible redeemable participating preferred shares, which have been automatically converted into ordinary shares upon the IPO of the Company, stock options and restricted share units, which could potentially dilute basic loss per share in the future. To calculate the number of shares for diluted loss per ordinary share, the effect of the convertible redeemable participating preferred shares is computed using the as-if-converted method; the effect of the stock options and restricted share units is computed using the treasury stock method. Potential ordinary shares in the diluted net loss per share computation are excluded in periods of losses from continuing operations, as their effect would be anti-dilutive.
Comprehensive loss	Comprehensive loss is defined as the decrease in equity of the Company during a period from transactions and other events and circumstances excluding transactions resulting from investments by owners and distributions to owners. Comprehensive loss is reported in the consolidated statements of comprehensive loss, including net loss and foreign currency translation adjustments and is presented net of tax.
Segment reporting	The Company follows ASC 280, Segment Reporting
Fair value	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 Group 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 quoted prices for instruments traded in active markets. Level 2- inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based calculation 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, cash flow models, and similar techniques.
Fair value of financial instruments	Fair value of financial instruments Financial instruments include cash and cash equivalents, amounts due from/to related parties, accounts receivable, accounts payable and investment. The carrying values of cash, amounts due from/to related parties, accounts receivable and accounts payable approximate their fair values reported in the consolidated balance sheets due to the short-term maturities. The Company determined that it was not practicable to estimate the fair value of its cost method investment as of December 31, 2016 and measures the cost method investment at fair value on a nonrecurring basis only if an impairment charge were to be recognized. Financial assets and liabilities measured at fair value on a non-recurring basis include acquired assets and liabilities and goodwill based on Level 3 inputs in connection with business acquisition set out in Note 5.
Recently accounting pronouncements	Recently accounting pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09 (“ASU 2014-09”), Revenue from Contracts with Customers Revenue from Contracts with Customers In July 2015, the FASB issued ASU No. 2015-11 (“ASU 2015-11”), Inventory (Topic 330): Simplifying the Measurement of Inventory In November 2015, the FASB issued ASU No. 2015-17 (“ASU 2015-17”), Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes In January 2016, the FASB issued ASU No. 2016-01 (“ASU 2016-01”), Financial Instruments In February 2016, the FASB issued ASU No. 2016-02 (“ASU 2016-02”), Leases In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) In March 2016, the FASB issued ASU No. 2016-09 (“ASU 2016-09”), Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting In January 2017, FASB has issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business In January 2017, the FASB issued ASU No. 2017-04 (“ASU 2017-04”), Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment In February 2017, the FASB issued ASU No. 2017-05 (“ASU 2017-05”), Other income-Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20).

ORGANIZATION AND PRINCIPAL AC35

ORGANIZATION AND PRINCIPAL ACTIVITIES (Tables)	12 Months Ended
	Dec. 31, 2016
ORGANIZATION AND PRINCIPAL ACTIVITIES
Schedule of the Group's subsidiaries, VIEs and VIEs' subsidiaries	Date of acquisition/ incorporation Place of Percentage of Subsidiaries: New Admiral April 27, 2015 Cayman Islands 100 % Join Me Group (HK) Investment Company Limited (“JMU Investment”) June 8, 2015 Hong Kong 100 % Join Me Group Supply Chain Management Company Limited (“JMU Supply Chain”) October 15, 2015 Hong Kong 100 % Shanghai Zhongming Supply Chain Management Co., Ltd. (“Shanghai Zhongming” or “WFOE” ) June 8, 2015 PRC 100 % VIE: Shanghai Zhongmin Supply Chain Management Co., Ltd. (“Shanghai Zhongmin” or “VIE”) June 8, 2015 PRC N/A
Schedule of the financial statement balances and amounts of the VIEs and VIEs' subsidiaries	As of December 31, 2015 2016 US$ US$ Cash and cash equivalents 2,137,414 1,923,903 Accounts receivable, net 3,748,398 1,645,237 Inventories, net 94,409 224,148 Prepaid expenses and other current assets 19,919,504 7,812,462 Amounts due from related parties 661,275 212,805 Total current assets 26,561,000 11,818,555 Property and equipment, net 317,186 1,864,660 Investment - 720,150 Other non-current assets - 151,553 Total non-current assets 317,186 2,736,363 TOTAL ASSETS 26,878,186 14,554,918 Accounts and notes payable 3,818,023 2,200,292 Accrued expenses and other current liabilities 19,134,673 8,198,754 Advance from customers 828,437 2,282,353 Amounts due to related parties 319,767 1,650,168 Total current liabilities 24,100,900 14,331,567 Other non-current liabilities - 1,086,342 Total non-current liabilities - 1,086,342 TOTAL LIABILITIES 24,100,900 15,417,909 For the years ended December 31, 2015 2016 US$ US$ Revenues 11,477,552 66,288,019 Net loss (8,052,187 ) (17,022,631 ) For the years ended December 31, 2015 2016 US$ US$ Net cash provided by operating activities 238,302 2,657,916 Net cash used in investing activities (44,228 ) (2,578,472 ) Net cash provided by financing activities - -

SUMMARY OF SIGNIFICANT ACCOUN36

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	12 Months Ended
	Dec. 31, 2016
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Schedule of property, plant and equipment, useful life	Computer equipment 3 Office equipment 5 Leasehold improvement
Schedule of intangible assets, useful life	Trade name/domain name 10 Non-compete agreement 4.5 Online platform 5 Customer relationship 5 10

CONCENTRATION OF RISK (Tables)

CONCENTRATION OF RISK (Tables)	12 Months Ended
	Dec. 31, 2016
Risks and Uncertainties [Abstract]
Schedule of concentration of credit risk	For the years ended December 31, Customer 2015 2016 A 28.4 % * B * 20.4 % As of December 31, Customer 2015 2016 A 99.9 % 0 % B * 37.3 % C * 19.0 % D * 17.2 % E * 11.9 % * Less than 10%

BUSINESS ACQUISTION (Tables)

BUSINESS ACQUISTION (Tables)	12 Months Ended
	Dec. 31, 2016
BUSINESS ACQUISITION
Schedule of preliminary purchase price for the acquisition	US$ Amortization Period Net tangible assets 28,793,669 Intangible assets: Trade name/domain name 16,228,000 10 years Non-compete agreement 10,096,000 4.5 years Online platform 1,364,000 5 years Customer relationships 27,760,000 5-10 years Total 55,448,000 Deferred tax liabilities (13,862,000) Goodwill 336,585,270 Total consideration 406,964,939
Summary of unaudited pro forma information	For the years ended December 31, 2014 2015 US$ US$ (unaudited) (unaudited) Pro forma revenues 68,298 11,522,525 Pro forma net loss (16,439,806) (115,066,695) Pro forma net loss per ordinary share-basic (0.02) (0.09) Pro forma net loss per ordinary share-diluted (0.02) (0.09)

DISCONTINUED OPERATIONS (Tables

DISCONTINUED OPERATIONS (Tables)	12 Months Ended
	Dec. 31, 2016
DISCONTINUED OPERATIONS
Schedule of assets, liabilities, revenue and expenses have been reclassified as discontinued operations	For the years ended December 31, 2014 2015 US$ US$ Net revenues 30,073,452 16,832,352 Cost of revenues (7,040,383) (2,927,148) Gross profit 23,033,069 13,905,204 Operating expenses (62,378,258) (50,212,995) Loss from operations (39,345,189) (36,307,791) Gain from disposal of Group Buying Entities - 47,390,421 Interest income 6,699 1,904 Interest expense (11,798) - Other expenses, net (196,288) (8,599) (Loss)/income before income tax (39,546,576) 11,075,935 Provision for income tax - - (Loss)/income from discontinuing operations attributable to owners of the Company (39,546,576) 11,075,935

ACCOUNTS RECEIVABLE, NET (Table

ACCOUNTS RECEIVABLE, NET (Tables)	12 Months Ended
	Dec. 31, 2016
Receivables [Abstract]
Schedule of Accounts, Notes, Loans and Financing Receivable	As of December 31, 2015 2016 US$ US$ Accounts receivable 3,748,398 1,645,237 Less: allowance for doubtful accounts - - 3,748,398 1,645,237

PREPAID EXPENSES AND OTHER CU41

PREPAID EXPENSES AND OTHER CURRENT ASSETS (Tables)	12 Months Ended
	Dec. 31, 2016
PREPAYMENTS AND OTHER CURRENT ASSETS
Schedule of prepayments and other current assets	Prepaid expenses and other current assets consisted of the following: As of December 31, 2015 2016 US$ US$ Advance to suppliers 2,475,752 7,124,222 Prepaid rental expenses and other deposits 865,219 625,726 Amount due from third parties 4,917,068 286,333 Advance to employees 245,897 215,574 Receivables from third-party purchasers (i) 16,510,091 - Prepaid professional service fee 34,002 - Other current assets 233,405 425,775 25,281,434 8,677,630 (i) In connection with the online platform services, receivables from third-party purchasers represented the total amounts paid to third-party sellers on behalf of third-party purchasers through the Group’s online platform in a period less than one week without any charges.

PROPERTY AND EQUIPMENT, NET (Ta

PROPERTY AND EQUIPMENT, NET (Tables)	12 Months Ended
	Dec. 31, 2016
PROPERTY AND EQUIPMENT, NET
Schedule of property and equipment, net	Property and equipment consists of the following: As of December 31, 2015 2016 US$ US$ Leasehold improvement - 1,583,641 Computer equipment 571,564 566,963 Office equipment - 162,462 Total 571,564 2,313,066 Less: accumulated depreciation (93,489) (335,407) Property and equipment, net 478,075 1,977,659

ACQUIRED INTANGIBLE ASSETS, N43

ACQUIRED INTANGIBLE ASSETS, NET (Tables)	12 Months Ended
	Dec. 31, 2016
ACQUIRED INTANGIBLE ASSETS, NET
Schedule of acquired intangible assets	As of December 31, 2015 2016 US$ US$ Trade name/domain name 16,228,000 14,330,156 Non-compete agreement 10,096,000 8,915,286 Online platform 1,364,000 1,204,482 Customer relationship 27,760,000 24,514,105 Total 55,448,000 48,964,029 Less: Accumulated amortization (4,885,055) (12,689,791) Acquired intangible assets, net 50,562,945 36,274,238 US$ Balance as of January 1, 2015 - Acquisition 55,448,000 Amortization (4,885,055) Balance as of December 31, 2015 50,562,945 Amortization (8,640,885) Foreign currency translation adjustment (5,647,822) Balance as of December 31, 2016 36,274,238
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense	For the years ending December 31, US$ 2017 8,132,191 2018 8,132,191 2019 8,012,449 2020 3,745,307 2021 1,858,475

INVESTMENT (Tables)

INVESTMENT (Tables)	12 Months Ended
	Dec. 31, 2016
Investments, All Other Investments [Abstract]
Schedule of Cost Method Investments	As of December 31, 2015 2016 US$ US$ Cost investment: Investment in Cold Chain Link Global (Shanghai) Logistic Co., Ltd. (“CCLG”) - 720,150 Less: accumulated impairment - - - 720,150

GOODWILL (Tables)

GOODWILL (Tables)	12 Months Ended
	Dec. 31, 2016
GOODWILL
Schedule of goodwill	US$ Balance as of January 1, 2015 - Goodwill acquired 336,585,270 Impairment (85,934,770) Balance as of December 31, 2015 250,650,500 Foreign currency translation adjustment (29,313,343) Balance as of December 31, 2016 221,337,157

ACCRUED EXPENSES AND OTHER CU46

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables)	12 Months Ended
	Dec. 31, 2016
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
Schedule of accrued expenses and other current liabilities	As of December 31, 2015 2016 Provision for loyalty program (i) - 2,752,151 Accrued payroll and welfare 1,219,730 1,910,519 Accrued marketing expenses - 1,555,524 Payables for professional fees 858,577 1,261,405 Payables to third-party sellers (ii) 17,163,716 899,950 Payables for rental fee 639,753 164,234 Uncertain tax positions - 146,368 Others 88,680 343,107 Total accrued expenses and other current liabilities 19,970,456 9,033,258 (i) The Group launched its loyalty programs to certain customers in 2016. (ii) In connection with the online platform services, payable to third-party sellers represented the total amounts received from third-party purchasers on behalf of third-party sellers through the Group’s online platform in a period less than one week without any charges.

INCOME TAXES (Tables)

INCOME TAXES (Tables)	12 Months Ended
	Dec. 31, 2016
INCOME TAXES
Schedule of credit for income tax	For the years ended December 31, 2015 2016 US$ US$ Income tax benefits: Current income tax expenses - (146,368) Deferred income tax benefits 1,249,696 2,379,825 Total 1,249,696 2,233,457
Schedule of significant components of the deferred tax assets and liabilities	December 31, December 31, 2015 2016 US$ US$ Deferred tax assets Current: Accruals - 1,879,890 Valuation allowance - (1,816,604) Net current deferred tax assets - 63,286 Non-current: Net operating loss carry forwards 3,611,141 5,797,149 Valuation allowance (3,611,141) (5,640,833) Net non-current deferred tax assets - 156,316 Total deferred tax assets - 219,602 Deferred tax liabilities Non-current: Acquired intangible assets 12,640,736 9,068,560 Total deferred tax liabilities 12,640,736 9,068,560
Schedule of reconciliation between the income taxes benefit computed by applying the PRC tax rate to loss before income taxes and the actual provision (credit) of income taxes	For the year ended December 31, 2015 2016 US$ US$ Net loss before provision for income taxes (105,895,819) (27,526,602) Statutory tax rates in the PRC 25 % 25 % Income tax at statutory tax rate (26,473,955) (6,881,651) Expenses not deductible for tax purposes Goodwill impairment 21,483,693 - Entertainment expenses exceeded tax limit 7,687 21,533 Other expenses exceeded tax limit 226,428 - Effect of income tax rate difference in other jurisdiction 1,551,150 633,997 Changes in unrecognized tax benefits - 146,368 Changes of valuation allowance 1,955,301 3,846,296 Income tax benefits (1,249,696) (2,233,457)
Schedule of Unrecognized Tax Benefits Roll Forward	For the years ended December 31, 2016 US$ Balance at beginning of the year 70,979 Addition based on tax positions related to the current year 200,040 Balance at end of the year 271,019

SHARE-BASED COMPENSATION (Table

SHARE-BASED COMPENSATION (Tables)	12 Months Ended
	Dec. 31, 2016
SHARE-BASED COMPENSATION [Abstract]
Schedule of Outstanding RSUs	Outstanding RSUs Number of Weighted average Unvested as of January 1, 2015 - - Granted 28,841,700 0.265 Forfeited and expired (201,800) 0.265 Vested 28,639,900 0.265 Unvested as of December 31, 2015 - - Granted 10,430,000 0.133 Unvested as of December 31, 2016 10,430,000 0.133 Expect to vest as of December 31, 2016 10,430,000 0.133
Summary of information regarding share options granted	Options Number of Weighted Weighted Weighted Aggregate US$ US$ (Years) US$ Outstanding as of January 1, 2015 39,249,022 0.07 0.11 2.51 3,512,311 Granted - - - - - Forfeited and expired (1,079,202) 0.02 0.08 - - Exercised (6,866,280) 0.02 0.08 - - Outstanding as of December 31, 2015 31,303,540 0.08 0.26 1.34 1,734,975 Granted 32,028,700 0.20 0.10 Exercised (2,294,208) 0.02 0.10 Outstanding as of December 31, 2016 61,038,032 0.15 0.18 5.62 3,844,310 Vested and expect to vest as of December 31, 2016 61,038,032 0.15 0.18 5.62 3,844,310 Exercisable as of December 31, 2016 29,009,332 0.09 0.27 0.67 3,559,610
Schedule of fair value assumptions	March 15, April 18, September 1, July 1, 2013 2014 2015 2016 Expected volatility (1) 65 % 58 % 60.3% - 65.1% 54.8 % Risk-free interest rate (2) 0.90 % 1.80 % 0.47% - 0.88% 1.46 % Expected dividend yield (3) nil nil nil nil Exercise price (4) $ 0.2 $ 0.01 $ 0.01 -$0.20 $ 0.20 Fair value of the underlying ordinary shares (5) $ 0.0611 $ 0.059 $ 0.38 $ 0.20 (1) Volatility The volatility of the underlying ordinary shares during the life of the options was estimated based on average historical volatility of comparable companies for the period before the valuation date with lengths equal to the life of the options. (2) Risk-free rate Risk free rate is estimated based on yield to maturity of PRC international government bonds with maturity term close to the life of the options. (3) Dividend yield The dividend yield was estimated by the Group based on its expected dividend policy over the life of the options. (4) Exercise price The exercise price of the options was determined by the Group’s Board of Directors. (5) Fair value of underlying ordinary shares The estimated fair value of the ordinary shares underlying the options as of the respective valuation dates 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 and equity transactions of the Group, while taking into account standard valuation methods and the achievement of certain events. The fair value of the ordinary shares in connection with the option grants on the valuation dates was determined with the assistance of an independent third-party appraiser. After the Company listed on NASDAQ in April 2015, the closing market price of the ordinary shares of the Company as of the grant/modification date was used as the fair value of the ordinary shares on that date.

NET LOSS PER SHARE (Tables)

NET LOSS PER SHARE (Tables)	12 Months Ended
	Dec. 31, 2016
NET LOSS PER SHARE [Abstract]
Schedule of net loss per share, basic and diluted	For the years ended December 31, 2014 2015 2016 Numerator: Net loss attributable to the Company (43,856,347) (93,570,188) (25,293,145) -Continuing operations (4,323,249) (104,646,123) (25,293,145) -Discontinued operations (39,533,098) 11,075,935 - Accretion for Series A-1 Preferred Shares (1,445,125) (442,409) - Accretion for Series A-2 Preferred Shares (36,947,001) (1,202,748) - Accretion for Series B Preferred Shares (2,422,383) (720,194) - Net loss attributable to ordinary shareholders for computing basic net loss per ordinary shares (84,670,856) (95,935,539) (25,293,145) -Continuing operations (8,346,641) (104,646,123) (25,293,145) -Discontinued operations (76,324,215) 8,710,584 - Accretion for Series A-1 Preferred Shares 1,445,125 442,409 - Net income attributable to Series A-1 P referred Shareholders for computing basic net income per Series A-1 Preferred Shares 1,445,125 442,409 - Accretion for Series A-2 Preferred Shares 36,947,001 1,202,748 - Net income attributable to Series A-2 P referred Shareholders for computing basic net income per Series A-2 Preferred Shares 36,947,001 1,202,748 - Accretion for Series B Preferred Shares 2,422,383 720,194 - Net income attributable to Series B P referred Shareholders for computing basic net income per Series B Preferred Shares 2,422,383 720,194 - Denominator: Weighted average ordinary shares outstanding used in computing basic net loss per ordinary shares 303,886,640 1,001,754,524 1,474,087,060 Weighted average ordinary shares outstanding used in computing diluted net loss per ordinary shares 303,886,640 1,001,754,524 1,474,087,060 Weighted average shares outstanding used in computing basic net income per Series A-1 Preferred Shares 12,202,988 3,242,986 - Weighted average shares outstanding used in computing basic net income per Series A-2 Preferred Shares 122,029,877 32,429,858 - Weighted average shares outstanding used in computing basic net income per Series B Preferred Shares 30,507,471 8,107,465 - For the years ended December 31, 2014 2015 2016 Net loss per ordinary share Basic (0.28) (0.09) (0.02) Diluted (0.28) (0.09) (0.02) Net loss per ordinary share from continuing operations Basic (0.03) (0.10) (0.02) Diluted (0.03) (0.10) (0.02) Net (loss)/income per share from discontinued operations Basic (0.25) 0.01 - Driluted (0.25) 0.01 - Net income per Series A-1 P referred Share-Basic 0.12 0.14 - Net income per Series A-2 P referred Share-Basic 0.30 0.04 - Net income per Series B P referred Share-Basic 0.08 0.09 - Weighted average shares used in calculating net loss per ordinary share Basic Continuing operations 303,886,640 1,001,754,524 1,474,087,060 Discontinued operations 303,886,640 1,001,754,524 - Diluted Continuing operations 303,886,640 1,001,754,524 1,474,087,060 Discontinued operations 303,886,640 1,043,473,265 - Weighted average shares used in calculating net loss per Series A-1 preferred shares 12,202,988 3,242,986 - Series A-2 preferred shares 122,029,877 32,429,858 - Series B preferred shares 30,507,471 8,107,465 -

RELATED PARTY BALANCES AND TR50

RELATED PARTY BALANCES AND TRANSACTIONS (Tables)	12 Months Ended
	Dec. 31, 2016
RELATED PARTY BALANCES AND TRANSACTIONS [Abstract]
Schedule of nature of the relationships with related parties	Nature of the relationships with related parties: Name Relationship with the Company Chung So Si Fong Dessert Limited Controlled by Ms. Zhu Hong Kong Sunward Fishery Restaurant Management Co., Ltd. Controlled by Ms. Zhu Nanjing Jiangdong Sunward Fishery Restaurant Co., Ltd. Controlled by Ms. Zhu Nanjing Xinzijin Sunward Fishery Restaurant Co., Ltd. Controlled by Ms. Zhu Nanjing Yongji Sunward Fishery Restaurant Co., Ltd. Controlled by Ms. Zhu Ningbo Yinzhou Sunward Logistics Co., Ltd. Controlled by Ms. Zhu Noodles Dao (HK) Co., Ltd. Controlled by Ms. Zhu Shanghai Congshao Dessert Co., Ltd. Controlled by Ms. Zhu Shanghai Congshao Restaurant Management Co., Ltd. Controlled by Ms. Zhu Shanghai Putuo Sunward Restaurant Co., Ltd. Controlled by Ms. Zhu Shenzhen Congshao Restaurant Management Co., Ltd. Controlled by Ms. Zhu Tianjin Congshao Restaurant Management Co., Ltd. Controlled by Ms. Zhu Wuhan Congshao Restaurant Management Co., Ltd. Controlled by Ms. Zhu Zhejiang Controlled by Ms. Zhu Zhejiang Controlled by Ms. Zhu Xiao Nan Guo Holdings Limited Controlled by Ms. Wang Xiao Nan Guo (Group) Co., Ltd. Controlled by Ms. Wang Shanghai MIN Hongshi Trading Co., Ltd. Controlled by Ms. Wang Shanghai Xiao Nan Guo Hai Zhi Yuan Restaurant Management Co., Ltd. Controlled by Ms. Wang WM Ming Hotel Controlled by Ms. Wang Shenzhen Xiao Nan Guo Restaurant Management Co., Ltd. Controlled by Ms. Wang CCLG A company under the significant influence of the Company
Schedule of balances due from/to the related parties	As of December 31, Amount due from related parties 2015 2016 US$ US$ Shanghai Congshao Restaurant Management Co., Ltd. - 71,031 (i) Nanjing Xinzijin Sunward Fishery Restaurant Co., Ltd. 29,469 54,953 (i) Shanghai MIN Hongshi Trading Co., Ltd. - 23,797 (i) Nanjing Jiangdong Sunward Fishery Restaurant Co., Ltd. 29,831 22,129 (i) Zhejiang Zhonggangjumei - 14,437 (i) Nanjing Yongji Sunward Fishery Restaurant Co., Ltd. 13,015 12,018 (i) WM Ming Hotel 1,815 6,613 (i) Shanghai Putuo Sunward Restaurant Co., Ltd. - 6,235 (i) Ningbo Yinzhou Sunward Logistics Co., Ltd. 149,033 984 (i) CCLG - 608 (i) Shanghai Xiao Nan Guo Hai Zhi Yuan Restaurant Management Co., Ltd. 260,623 - (i) Zhejiang Sunward Group Co., Ltd. 128,845 - (i) Noodles Dao (HK) Co., Ltd. 74,187 - (i) Hong Kong Sunward Fishery 70,962 - (i) Xiao Nan Guo (Group) Co., Ltd. 48,643 - (i) Total 806,423 212,805 (i) The amounts represent the receivables due from related parties relating to the online direct sales and online platform services. Amount due to related parties As of December 31, 2015 2016 US$ US$ Shanghai Xiao Nan Guo Hai Zhi Yuan Restaurant Management Co., Ltd. - 905,260 (ii) Shanghai Congshao Dessert Co., Ltd. - 361,356 (ii) Tianjin Congshao Restaurant Management Co., Ltd. - 134,703 (ii) Shenzhen Congshao Restaurant Management Co., Ltd. - 92,369 (ii) Wuhan Congshao Restaurant Management Co., Ltd. - 91,845 (ii) Shanghai Congshao Restaurant Management Co., Ltd. - 69,935 (ii) Chung So Si Fong Dessert Limited - 23,332 (ii) Nanjing Jiangdong Sunward Fishery Restaurant Co., Ltd. - 11,271 (ii) Nanjing Yongji Sunward Fishery Restaurant Co., Ltd. - 8,426 (ii) Nanjing Xinzijin Sunward Fishery Restaurant Co., Ltd. - 7,811 (ii) WM Ming Hotel - 3,306 (ii) Hong Kong Sunward Fishery - 1,414 (ii) Shanghai MIN Hongshi Trading Co., Ltd. 319,767 - (ii) Total 319,767 1,711,028 (ii) The amounts represent the payables due to related parties relating to online direct sales and online platform services. (b) Details of related party transactions occurred during the years ended December 31, 2015 and 2016 were as follows: Revenue from For the years ended December 31, 2015 2016 US$ US$ Xiao Nan Guo Holdings Limited - 6,056,439 (iii) Shanghai Xiao Nan Guo Hai Zhi Yuan 393,147 2,296,225 (iii) Hong Kong Sunward Fishery - 460,132 (iii) Chung So Si Fong Dessert Limited - 388,618 (iii) Zhejiang Zhonggangjumei - 296,727 (iii) Shanghai Congshao Dessert Co., Ltd. - 172,521 (iii) Shanghai Congshao Restaurant Management Co., Ltd. - 160,701 (iii) Nanjing Xinzijin Sunward Fishery Restaurant Co., Ltd. 38,179 82,155 (iii) Ningbo Yinzhou Sunward Logistics Co., Ltd. 58,560 56,722 (iii) WM Ming Hotel 1,573 37,631 (iii) Nanjing Jiangdong Sunward Fishery Restaurant Co., Ltd. 32,726 26,149 (iii) Shanghai Putuo Sunward Restaurant Co., Ltd. - 21,631 (iii) Nanjing Yongji Sunward Fishery Restaurant Co., Ltd. 17,573 15,692 (iii) Shenzhen Xiao Nan Guo Restaurant - 5,392 (iii) Shenzhen Congshao Restaurant Management Co., Ltd. - 865 (iii) Tianjin Congshao Restaurant Management Co., Ltd. - 676 (iii) Total 541,758 10,078,276 (iii) The amounts represent the revenue generated from the Group’s online direct sales.
Schedule of related party transactions	Rental expense to: For the years ended December 31, 2015 2016 US$ US$ Xiao Nan Guo (Group) Co., Ltd. 335,249 218,212 (iv) Total 335,249 218,212 (iv) The amount represents the rental expense paid for the Group’s office. Services fee charged by For the years ended December 31, 2015 2016 US$ US$ CCLG - 169,741 (v) Total - 169,741 (v) The amount represents the logistics fee charged by the related party for the Group’s online direct sales. Loan borrowed from For the years ended December 31, 2015 2016 US$ US$ Xiao Nan Guo (Group) Co., Ltd. - 6,024,096 (vi) Total - 6,024,096 (vi) The amount represents the interest-free loan borrowed by the Group from related party, which has been repaid by the Group in 2016.

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Tables)	12 Months Ended
	Dec. 31, 2016
COMMITMENTS AND CONTINGENCIES [Abstract]
The schedule of the future minimum lease payments under non-cancelable operating lease agreements	Years ending December 31,: US$ 2017 1,818,504 2018 1,674,808 2019 1,528,053 2020 1,528,053 2021 1,528,053 Thereafter 13,082,646 Total 21,160,117

ORGANIZATION AND PRINCIPAL AC52

ORGANIZATION AND PRINCIPAL ACTIVITIES (Details)	12 Months Ended
	Dec. 31, 2016
New Admiral Limited [Member]
Variable Interest Entity, Qualitative or Quantitative Information, Date Involvement Began	Apr. 27, 2015
Variable Interest Entity, Qualitative or Quantitative Information, Place of Establishment	Cayman Islands
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage	100.00%
JMU Investment [Member]
Variable Interest Entity, Qualitative or Quantitative Information, Date Involvement Began	Jun. 8, 2015
Variable Interest Entity, Qualitative or Quantitative Information, Place of Establishment	Hong Kong
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage	100.00%
JMU Supply Chain [Member]
Variable Interest Entity, Qualitative or Quantitative Information, Date Involvement Began	Oct. 15, 2015
Variable Interest Entity, Qualitative or Quantitative Information, Place of Establishment	Hong Kong
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage	100.00%
Shanghai Zhongming [Member]
Variable Interest Entity, Qualitative or Quantitative Information, Date Involvement Began	Jun. 8, 2015
Variable Interest Entity, Qualitative or Quantitative Information, Place of Establishment	PRC
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage	100.00%
Shanghai Zhongmin [Member]
Variable Interest Entity, Qualitative or Quantitative Information, Date Involvement Began	Jun. 8, 2015
Variable Interest Entity, Qualitative or Quantitative Information, Place of Establishment	PRC
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage

ORGANIZATION AND PRINCIPAL AC53

ORGANIZATION AND PRINCIPAL ACTIVITIES (Details 1) - USD ($)	Sep. 09, 2015	Jun. 08, 2015	Jun. 05, 2015	Apr. 27, 2015	Apr. 08, 2015	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Organization Consolidation And V I E Arrangements [Line Items]
Maximum foreign ownership in equity interest of PRC internet businesses (as a percent)						50.00%
Financial statement balances and amounts of the VIEs and VIEs' subsidiaries
Cash and cash equivalents						$ 2,604,886	$ 11,151,900	$ 1,646,172	$ 419,305
Accounts receivable, net						1,645,237	3,748,398
Inventories, net						224,148	94,409
Prepaid expenses and other current assets						8,677,630	25,281,434
Amounts due from related parties						212,805	806,423
Total current assets						13,427,992	41,082,564
Property and equipment, net						1,977,659	478,075
Investments						720,150
Other non-current assets						151,552
Total non-current assets						260,617,072	301,691,520
TOTAL ASSETS						274,045,064	342,774,084
Accounts and notes payable						2,200,451	3,831,218
Accrued expenses and other current liabilities						9,033,258	19,970,456
Advance from customers						2,282,353	828,437
Amounts due to related parties						1,711,028	319,767
Total current liabilities						15,227,090	24,949,878
Other non-current liabilities						1,352,202	502,180
Total non-current liabilities						10,420,762	13,142,916
TOTAL LIABILITIES						25,647,852	38,092,794
Net loss						(25,293,145)	(93,570,188)	(43,856,347)
Net cash provided by operating activities						(5,826,386)	(33,531,299)	(31,960,060)
Net cash used in investing activities						(2,580,471)	(11,896,319)	(586,534)
Net cash provided by financing activities						0	$ 54,882,878	$ 33,767,971
Century Winning Limited [Member] | Wowo Group Limited [Member]
Financial statement balances and amounts of the VIEs and VIEs' subsidiaries
Payment received from sale of equity interest of a subsidiary	$ 1
Payment by Buyer for net liabilities	$ 47,390,420
Ordinary shares [Member]
Financial statement balances and amounts of the VIEs and VIEs' subsidiaries
Shares issued							75,960,000
Ordinary shares issued for consideration		741,422,780					741,422,780
Ordinary shares [Member] | IPO [Member]
Financial statement balances and amounts of the VIEs and VIEs' subsidiaries
Shares issued					72,000,000
Ordinary shares [Member] | Over-allotment option [Member]
Financial statement balances and amounts of the VIEs and VIEs' subsidiaries
Shares issued				3,960,000
ADS [Member] | IPO [Member]
Financial statement balances and amounts of the VIEs and VIEs' subsidiaries
Shares issued					4,000,000
Net proceeds received					$ 35,200,000
Price per share					$ 10
ADS [Member] | Over-allotment option [Member]
Financial statement balances and amounts of the VIEs and VIEs' subsidiaries
Shares issued				220,000
Net proceeds received				$ 2,100,000
Price per share				$ 10
VIEs [Member]
Financial statement balances and amounts of the VIEs and VIEs' subsidiaries
Cash and cash equivalents						1,923,903	$ 2,137,414
Accounts receivable, net						1,645,237	3,748,398
Inventories, net						224,148	94,409
Prepaid expenses and other current assets						7,812,462	19,919,504
Amounts due from related parties						212,805	661,275
Total current assets						11,818,555	26,561,000
Property and equipment, net						1,864,660	317,186
Investments						720,150	0
Other non-current assets						151,553	0
Total non-current assets						2,736,363	317,186
TOTAL ASSETS						14,554,918	26,878,186
Accounts and notes payable						2,200,292	3,818,023
Accrued expenses and other current liabilities						8,198,754	19,134,673
Advance from customers						2,282,353	828,437
Amounts due to related parties						1,650,168	319,767
Total current liabilities						14,331,567	24,100,900
Other non-current liabilities						1,086,342	0
Total non-current liabilities						1,086,342	0
TOTAL LIABILITIES						15,417,909	24,100,900
Total revenues						66,288,019	11,477,552
Net loss						$ (17,022,631)	$ (8,052,187)
Percentage contributed to consolidated revenues						90.60%	100.00%	0.00%
Percentage contributed to consolidated total assets						5.30%	7.80%
Percentage contributed to consolidated total liabilities						60.10%	63.30%
Net cash provided by operating activities						$ 2,657,916	$ 238,302
Net cash used in investing activities						(2,578,472)	(44,228)
Net cash provided by financing activities
JMU HK [Member]
Financial statement balances and amounts of the VIEs and VIEs' subsidiaries
Ordinary shares issued for consideration			741,422,780
Cash consideration			$ 30

GOING CONCERN (Details)

GOING CONCERN (Details) ¥ in Millions	12 Months Ended
	Dec. 31, 2016USD ($)	Dec. 31, 2015USD ($)	Dec. 31, 2014USD ($)	May 31, 2017USD ($)	May 31, 2017CNY (¥)	Mar. 31, 2017USD ($)	Mar. 31, 2017CNY (¥)	Jan. 31, 2017USD ($)	Jan. 31, 2017CNY (¥)
Net loss	$ (25,293,145)	$ (93,570,188)	$ (43,856,347)
Negative cash flows from operations	$ (5,826,386)	$ (33,531,299)	$ (31,960,060)
Mr. Zhu [Member] | Interest Free Loan [Member]
Debt Instrument, Maturity Date	Jul. 1, 2018
Mr. Zhu [Member] | Interest Free Loan [Member] | Scenario, Forecast [Member]
Debt Instrument, Face Amount				$ 5,100,000	¥ 35
Mr. Zhu [Member] | Subsequent event [Member] | Interest Free Loan [Member]
Debt Instrument, Face Amount						$ 1,900,000	¥ 15	$ 1,200,000	¥ 10

SUMMARY OF SIGNIFICANT ACCOUN55

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Inventories
Inventory written-down
Advertising and promotional expenses
Advertising and marketing expenses

SUMMARY OF SIGNIFICANT ACCOUN56

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Impairment of intangible assets with finite life
Intangible asset impairment loss	$ 0	$ 0	$ 0
Impairment of goodwill
Goodwill impairment loss		$ 85,934,770
Trade name/domain name [Member]
Acquired intangible assets
Amortization years	10 years
Non-compete agreement [Member]
Acquired intangible assets
Amortization years	4 years 6 months
Online platform [Member]
Acquired intangible assets
Amortization years	5 years
Minimum [Member] | Customer relationship [Member]
Acquired intangible assets
Amortization years	5 years
Maximum [Member] | Customer relationship [Member]
Acquired intangible assets
Amortization years	10 years
Computer and equipment [Member]
Property and equipment, net [Line Items]
Estimated useful lives	3 years
Office equipment [Member]
Property and equipment, net [Line Items]
Estimated useful lives	5 years
Leasehold improvements [Member]
Property and equipment, net [Line Items]
Property, Plant and Equipment, Estimated Useful Lives	Over the shorter of lease term or the estimated useful lives of the assets

SUMMARY OF SIGNIFICANT ACCOUN57

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 2) - USD ($) shares in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Concentration of credit risk [Line Items]
Value Added Tax Rate On Revenue From Primary Agricultural Products	13.00%
Value Added Tax Rate On Revenue From Sale Of Other Products	17.00%
Marketing and Advertising Expense
Other Liabilities, Noncurrent	$ 1,352,202	502,180
Operating Leases, Term	15 years
Customer Loyalty Program Liability, Description	In 2016, the Company launched a customer loyalty program to certain qualified customers, who can earn customer credits from purchases if their annual spending with the Group exceeds RMB10 million.
Customer Loyalty Program, Shares To Be Issued	4,420
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs	$ 1,377,503
Additional Paid In Capital [Member]
Concentration of credit risk [Line Items]
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs	1,377,503
Variable Interest Entity (VIE) or Potential VIE, Information Unavailability [Member]
Concentration of credit risk [Line Items]
Other Liabilities, Noncurrent	1,086,342
Selling and Marketing Expense [Member]
Concentration of credit risk [Line Items]
Marketing and Advertising Expense	$ 498,045	$ 131,486

CONCENTRATION OF RISK (Details)

CONCENTRATION OF RISK (Details)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Customer A [Member] | Sales Revenue, Net [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	0.00%	28.40%
Customer A [Member] | Accounts Receivable [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	0.00%	99.90%
Customer B [Member] | Sales Revenue, Net [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	20.40%		[1]
Customer B [Member] | Accounts Receivable [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	37.30%		[1]
Customer C [Member] | Accounts Receivable [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	19.00%		[1]
Customer D [Member] | Accounts Receivable [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	17.20%		[1]
Customer E [Member] | Accounts Receivable [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	11.90%		[1]
[1]	Less than 10%

BUSINESS ACQUISTION (Details)

BUSINESS ACQUISTION (Details) - JMU HK [Member]	Jun. 05, 2015USD ($)$ / sharesshares
BUSINESS ACQUISITION [Line Items]
Ordinary shares issued for consideration	741,422,780
Cash consideration | $	$ 30,000,000
Ordinary shares issued for consideration, subject to lock-up period	311,842,983
Period for which specified percentage of lock-up shares which will be removed on each anniversary date of the issuance date	3 years
Stock price per American Depositary Shares (in dollars per share) | $ / shares	$ 10.39
Percentage of discount rate to the stock price for shares that are subject to lock-up	28.00%
Period for which specified percentage of lock-up shares which will be used to determine value of consideration date of the issuance date	3 years

BUSINESS ACQUISTION (Details 1)

BUSINESS ACQUISTION (Details 1) - USD ($)	Jun. 05, 2015	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
BUSINESS ACQUISITION [Line Items]
Goodwill		$ 221,337,157	$ 250,650,500	$ 0
Non-compete agreement [Member]
BUSINESS ACQUISITION [Line Items]
Amortization Period		4 years 6 months
Online platform [Member]
BUSINESS ACQUISITION [Line Items]
Amortization Period		5 years
Customer relationships [Member] | Minimum [Member]
BUSINESS ACQUISITION [Line Items]
Amortization Period		5 years
Customer relationships [Member] | Maximum [Member]
BUSINESS ACQUISITION [Line Items]
Amortization Period		10 years
JMU HK [Member]
BUSINESS ACQUISITION [Line Items]
Net tangible assets	$ 28,793,669
Total	55,448,000
Deferred tax liabilities	(13,862,000)
Goodwill	336,585,270
Total consideration	406,964,939
JMU HK [Member] | Trade name/domain name [Member]
BUSINESS ACQUISITION [Line Items]
Intangible assets:	$ 16,228,000
Amortization Period	10 years
JMU HK [Member] | Non-compete agreement [Member]
BUSINESS ACQUISITION [Line Items]
Intangible assets:	$ 10,096,000
Amortization Period	4 years 6 months
JMU HK [Member] | Online platform [Member]
BUSINESS ACQUISITION [Line Items]
Intangible assets:	$ 1,364,000
Amortization Period	5 years
JMU HK [Member] | Customer relationships [Member]
BUSINESS ACQUISITION [Line Items]
Intangible assets:	$ 27,760,000
JMU HK [Member] | Customer relationships [Member] | Minimum [Member]
BUSINESS ACQUISITION [Line Items]
Amortization Period	5 years
JMU HK [Member] | Customer relationships [Member] | Maximum [Member]
BUSINESS ACQUISITION [Line Items]
Amortization Period	10 years

BUSINESS ACQUISTION (Details 2)

BUSINESS ACQUISTION (Details 2) - JMU HK [Member] - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
BUSINESS ACQUISITION [Line Items]
Pro forma revenues	$ 11,522,525	$ 68,298
Pro forma net loss	$ (115,066,695)	$ (16,439,806)
Pro forma net loss per ordinary share-basic	$ (0.09)	$ (0.02)
Pro forma net loss per ordinary share-diluted	$ (0.09)	$ (0.02)

DISCONTINUED OPERATIONS (Detail

DISCONTINUED OPERATIONS (Details) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
DISCONTINUED OPERATIONS [Line Items]
Gain on disposal	$ 47,390,421
Wowo Group Limited [Member]
DISCONTINUED OPERATIONS [Line Items]
Gain on disposal	$ 47,390,421

DISCONTINUED OPERATIONS (Deta63

DISCONTINUED OPERATIONS (Details 1) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
DISCONTINUED OPERATIONS [Line Items]
Gain from disposal of Group Buying Entities		$ (47,390,421)
(Loss)/income before income tax	$ 0	11,075,935	$ (39,546,576)
Discontinued operations	$ 0	11,075,935	(39,546,576)
Wowo Group Limited [Member]
DISCONTINUED OPERATIONS [Line Items]
Net revenues		16,832,352	30,073,452
Cost of revenues		(2,927,148)	(7,040,383)
Gross profit		13,905,204	23,033,069
Operating expenses		(50,212,995)	(62,378,258)
Loss from operations		(36,307,791)	(39,345,189)
Gain from disposal of Group Buying Entities		(47,390,421)
Interest income		1,904	6,699
Interest expense			(11,798)
Other expenses, net		(8,599)	(196,288)
(Loss)/income before income tax		11,075,935	(39,546,576)
Provision for income tax
Discontinued operations		$ 11,075,935	$ (39,546,576)

ACCOUNTS RECEIVABLE, NET (Detai

ACCOUNTS RECEIVABLE, NET (Details) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
ACCOUNTS RECEIVABLE, NET [Line Items]
Accounts receivable	$ 1,645,237	$ 3,748,398
Less: allowance for doubtful accounts
Accounts Receivable, Net, Current	$ 1,645,237	$ 3,748,398

PREPAID EXPENSES AND OTHER CU65

PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details) - USD ($)		Dec. 31, 2016	Dec. 31, 2015
Advance to suppliers		$ 7,124,222	$ 2,475,752
Prepaid rental expenses and other deposits		625,726	865,219
Amount due from third parties		286,333	4,917,068
Advance to employees		215,574	245,897
Receivables from third-party purchasers	[1]		16,510,091
Prepaid professional service fee			34,002
Other current assets		425,775	233,405
Prepaid expenses and other current assets		$ 8,677,630	$ 25,281,434
[1]	In connection with the online platform services, receivables from third-party purchasers represented the total amounts paid to third-party sellers on behalf of third-party purchasers through the Group’s online platform in a period less than one week without any charges.

PROPERTY AND EQUIPMENT, NET (De

PROPERTY AND EQUIPMENT, NET (Details) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Property, Plant and Equipment [Line Items]
Property plant and equipment, gross	$ 2,313,066	$ 571,564
Less: accumulated depreciation	(335,407)	(93,489)
Property and equipment, net	1,977,659	478,075
Depreciation of expenses	259,307	63,981
Leasehold improvement [Member]
Property, Plant and Equipment [Line Items]
Property plant and equipment, gross	1,583,641
Computer equipment [Member]
Property, Plant and Equipment [Line Items]
Property plant and equipment, gross	566,963	571,564
Office equipment [Member]
Property, Plant and Equipment [Line Items]
Property plant and equipment, gross	$ 162,462

ACQUIRED INTANGIBLE ASSETS, N67

ACQUIRED INTANGIBLE ASSETS, NET (Details) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Finite-Lived Intangible Assets, Gross	$ 48,964,029	$ 55,448,000
Less: Accumulated amortization	(12,689,791)	(4,885,055)
Acquired intangible assets, net	36,274,238	50,562,945
Trade Names [Member]
Finite-Lived Intangible Assets, Gross	14,330,156	16,228,000
Noncompete Agreements [Member]
Finite-Lived Intangible Assets, Gross	8,915,286	10,096,000
Online Platform Services [Member]
Finite-Lived Intangible Assets, Gross	1,204,482	1,364,000
Customer relationships [Member]
Finite-Lived Intangible Assets, Gross	$ 24,514,105	$ 27,760,000

ACQUIRED INTANGIBLE ASSETS, N68

ACQUIRED INTANGIBLE ASSETS, NET (Details 1) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Finite-Lived Intangible Assets [Line Items]
Acquired intangible assets, net	$ 36,274,238	$ 50,562,945
Balance at Beginning	50,562,945
Acquisition		55,448,000
Amortization	(8,640,885)	(4,885,055)
Impairment
Foreign currency translation adjustment	(5,647,822)
Balance at End	$ 36,274,238	$ 50,562,945

ACQUIRED INTANGIBLE ASSETS, N69

ACQUIRED INTANGIBLE ASSETS, NET (Details 2)	Dec. 31, 2016USD ($)
Finite-Lived Intangible Assets [Line Items]
2,017	$ 8,132,191
2,018	8,132,191
2,019	8,012,449
2,020	3,745,307
2,021	$ 1,858,475

INVESTMENTS (Details)

INVESTMENTS (Details) ¥ in Millions	Dec. 31, 2016USD ($)	Dec. 31, 2016CNY (¥)	May 31, 2016	Dec. 31, 2015USD ($)
INVESTMENTS [Line Items]
Investment in Cold Chain Link Global (Shanghai) Logistic Co., Ltd (“CCLG”)	$ 720,150
Less: accumulated impairment
Cost Method Investments	720,150
Cost Method Investments, Original Cost	720,150
CCLG [Member]
INVESTMENTS [Line Items]
Investment in Cold Chain Link Global (Shanghai) Logistic Co., Ltd (“CCLG”)	720,000	¥ 5
Business Acquisition, Percentage of Voting Interests Acquired			10.00%
Cost Method Investments, Original Cost	$ 720,000	¥ 5

GOODWILL (Details)

GOODWILL (Details) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Goodwill rollforward
Beginning Balance	$ 250,650,500	$ 0
Goodwill acquired		336,585,270
Impairment		85,934,770
Foreign currency translation adjustment	(29,313,343)
Ending Balance	$ 221,337,157	$ 250,650,500	$ 0

ACCRUED EXPENSES AND OTHER CU72

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) - USD ($)		Dec. 31, 2016	Dec. 31, 2015
Provision for loyalty program	[1]	$ 2,752,151
Accrued payroll and welfare		1,910,519	1,219,730
Accrued marketing expenses		1,555,524
Payables for professional fees		1,261,405	858,577
Payables to third-party sellers	[2]	899,950	17,163,716
Payables for rental fee		164,234	639,753
Uncertain tax positions		146,368
Others		343,107	88,680
Total accrued expenses and other current liabilities		$ 9,033,258	$ 19,970,456
[1]	The Group launched its loyalty programs to certain customers in 2016.
[2]	In connection with the online platform services, payable to third-party sellers represented the total amounts received from third-party purchasers on behalf of third-party sellers through the Group’s online platform in a period less than one week without any charges.

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2016	Dec. 31, 2015
Income Tax Disclosure [Line Items]
Income tax rate (as a percent)	25.00%	25.00%
Income tax benefits:
Current income tax expenses	$ (146,368)
Deferred income tax benefits	2,379,825	1,249,696
Total	2,233,457	1,249,696
Current:
Accruals				$ 1,879,890
Valuation allowance				(1,816,604)
Net current deferred tax assets				63,286
Non-current:
Net operating loss carry forwards				5,797,149	3,611,141
Valuation allowance				(5,640,833)	(3,611,141)
Net non-current deferred tax assets				156,316
Total deferred tax assets				219,602
Deferred tax liabilities, Non-current
Acquired intangible assets				9,068,560	12,640,736
Total deferred tax liabilities				9,068,560	12,640,736
Net operating losses carry forwards			0	8,744,032	8,064,039
Reconciliation between the income taxes benefit computed by applying the PRC tax rate to loss before income taxes and the actual credit for income taxes [Abstract]
Net loss before provision for income taxes	$ (27,526,602)	$ (105,895,819)	(4,323,249)
Statutory tax rates in the PRC	25.00%	25.00%
Income tax at statutory tax rate	$ (6,881,651)	$ (26,473,955)
Expenses not deductible for tax purposes
Goodwill impairment		21,483,693
Entertainment expenses exceeded tax limit	21,533	7,687
Other expenses exceeded tax limit		226,428
Effect of income tax rate difference in other jurisdiction	633,997	1,551,150
Changes in unrecognized tax benefits	146,368
Changes of valuation allowance	3,846,296	1,955,301
Income tax benefits	(2,233,457)	(1,249,696)
Roll-forward of Unrecognized Tax Benefits
Beginning Balance	70,979
Addition based on tax positions related to the current year	200,040
Ending Balance	271,019	70,979
Unrecognized Tax Benefits	$ 271,019	$ 70,979		271,019	70,979
Unrecognized Tax Benefits that Would Impact Effective Tax Rate				124,651	70,979
Unrecognized Tax Benefits, Interest on Income Taxes Accrued				0	0
Deferred Tax Assets, Valuation Allowance				$ 7,457,437	$ 3,611,141
HONG KONG
Roll-forward of Unrecognized Tax Benefits
Effective Income Tax Rate Reconciliation, Percent	16.50%
State Administration of Taxation, China [Member]
Income Tax Disclosure [Line Items]
Income tax rate (as a percent)	25.00%
Reconciliation between the income taxes benefit computed by applying the PRC tax rate to loss before income taxes and the actual credit for income taxes [Abstract]
Statutory tax rates in the PRC	25.00%

ORDINARY SHARES (Details)

ORDINARY SHARES (Details) - USD ($)

Sep. 27, 2015

Sep. 07, 2015

Jun. 08, 2015

Jun. 05, 2015

Apr. 27, 2015

Apr. 08, 2015

Feb. 29, 2012

Apr. 03, 2011

Jul. 05, 2011

Dec. 31, 2016

Dec. 31, 2015

Dec. 31, 2014

ORDINARY SHARES [Line Items]

Total proceeds from issuance of ordinary shares upon IPO, after deducting the IPO related cost

$ 0

$ 40,294,600

IPO related cost

$ 0

2,125,372

$ 874,628

Amount of Mr. Xu's indebtness converted into ordinary shares

69,353,223

Total purchase price

376,964,937

Shares issued pursuant to supplemental agreement

$ 15,000,000

Employees and former employees [Member]

ORDINARY SHARES [Line Items]

Common shares remain for future issuance

562,724

31,496,832

JMU [Member]

ORDINARY SHARES [Line Items]

Ordinary shares issued for consideration

741,422,780

Mr. Xu [Member] | JMU [Member]

ORDINARY SHARES [Line Items]

Ordinary shares issued for consideration

72,000,000

Purchase price (in dollars per share)

$ 0.5556

Total purchase price

$ 40,000,000

Shares issued pursuant to supplemental agreement

$ 15,000,000

Stock Issued During Period, Shares, Other

27,000,000

Ordinary shares [Member]

ORDINARY SHARES [Line Items]

Shares issued

75,960,000

Total proceeds from issuance of ordinary shares upon IPO, after deducting the IPO related cost

$ 37,294,600

IPO related cost

3,000,000

Ordinary shares issued upon automatic conversion of preferred shares, upon the completion of the IPO

164,740,336

Amount of Mr. Xu's indebtness converted into ordinary shares

$ 69,400,000

$ 1,248

Ordinary shares issued upon conversion of Mr. Xu's debt

124,835,802

124,835,802

Ordinary shares issued for consideration

741,422,780

741,422,780

Total purchase price

$ 7,414

Shares issued pursuant to supplemental agreement

$ 270

Stock Issued During Period, Shares, Other

27,000,000

27,000,000

Ordinary shares issued upon the exercise of their share options

2,294,208

6,866,280

Ordinary shares [Member] | Employees and former employees [Member]

ORDINARY SHARES [Line Items]

Shares issued and transferred to depositary bank

38,363,112

38,363,112

Ordinary shares [Member] | IPO [Member]

ORDINARY SHARES [Line Items]

Shares issued

72,000,000

Ordinary shares [Member] | Over-allotment option [Member]

ORDINARY SHARES [Line Items]

Shares issued

3,960,000

ADS [Member] | Employees and former employees [Member]

ORDINARY SHARES [Line Items]

Shares issued and transferred to depositary bank

2,131,284

ADS [Member] | IPO [Member]

ORDINARY SHARES [Line Items]

Shares issued

4,000,000

Price per share

$ 10

ADS [Member] | Over-allotment option [Member]

ORDINARY SHARES [Line Items]

Shares issued

220,000

Price per share

$ 10

Series A-1 Preferred Shares [Member]

ORDINARY SHARES [Line Items]

IPO related cost

$ 18,072

Ordinary shares issued upon automatic conversion of preferred shares, upon the completion of the IPO

12,202,988

Series A-2 Preferred Shares [Member]

ORDINARY SHARES [Line Items]

IPO related cost

$ 192,149

Ordinary shares issued upon automatic conversion of preferred shares, upon the completion of the IPO

122,029,877

Series B Preferred Shares [Member]

ORDINARY SHARES [Line Items]

IPO related cost

$ 31,153

Ordinary shares issued upon automatic conversion of preferred shares, upon the completion of the IPO

30,507,471

CONVERITBLE REDEEMABLE PREFER75

CONVERITBLE REDEEMABLE PREFERRED SHARES (Details) - USD ($)	Apr. 08, 2015	Feb. 29, 2012	Jul. 05, 2011	Jun. 08, 2011	May 25, 2011	Apr. 03, 2011	Jul. 05, 2011	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2012
CONVERITBLE REDEEMABLE PREFERRED SHARES [Line Items]
IPO related costs								$ 0	$ 2,125,372	$ 874,628
Preferred Stocks, Outstanding [Roll Forward]
Beneficial conversion feature											$ 43,234,050
Preferred Shares [Member]
CONVERITBLE REDEEMABLE PREFERRED SHARES [Line Items]
Minimum qualified IPO proceeds to automatically convert shares to ordinary shares								$ 100,000,000
Preferred Stocks, Outstanding [Roll Forward]
Accretion for the Preferred Shares									$ 2,365,351	$ 40,814,509
Series A [Member]
CONVERITBLE REDEEMABLE PREFERRED SHARES [Line Items]
Percentage of common shares subscription price used to measure reduction of preferred shares subscription price								0.85%
Adjusted priced of preferred shares, as a percentage to additional ordinary shares issued								0.85%
Series A-1 Preferred Shares [Member]
CONVERITBLE REDEEMABLE PREFERRED SHARES [Line Items]
Convertible redeemable preferred shares, shares issued		$ 6,713,384				$ 5,489,604
Issuance price						$ 0.9108
Issuance cash proceeds						$ 5,000,000
IPO related costs						$ 18,072
Conversion price		$ 0.4097
Dividend rate								8.00%
Liquidation preference, as a percent to issue price								100.00%
Preferred Stocks, Outstanding [Roll Forward]
Ordinary shares issued upon automatic conversion of preferred shares, upon the completion of the IPO	12,202,988
Series A-2 Preferred Shares [Member]
CONVERITBLE REDEEMABLE PREFERRED SHARES [Line Items]
Convertible redeemable preferred shares, shares issued		$ 70,690,413	$ 18,482,206	$ 2,053,580	$ 30,803,678
Issuance price			$ 0.9739	$ 0.9739	$ 0.9739
Issuance cash proceeds			$ 18,000,000	$ 2,000,000	$ 30,000,000
IPO related costs							$ 192,149
Dividend rate								8.00%
Liquidation preference, as a percent to issue price								100.00%
Preferred Stocks, Outstanding [Roll Forward]
Ordinary shares issued upon automatic conversion of preferred shares, upon the completion of the IPO	122,029,877
Series B Preferred Shares [Member]
CONVERITBLE REDEEMABLE PREFERRED SHARES [Line Items]
Convertible redeemable preferred shares, shares issued		$ 30,507,471
Issuance price		$ 0.4097
Issuance cash proceeds		$ 12,500,000
IPO related costs		$ 31,153
Dividend rate								8.00%
Liquidation preference, as a percent to issue price								100.00%
Percentage of common shares subscription price used to measure reduction of preferred shares subscription price								0.85%
Adjusted priced of preferred shares, as a percentage to additional ordinary shares issued								0.85%
Conversion rate at end of year								1
Preferred Stocks, Outstanding [Roll Forward]
Ordinary shares issued upon automatic conversion of preferred shares, upon the completion of the IPO	30,507,471

FAIR VALUE MEASUREMENT (Details

FAIR VALUE MEASUREMENT (Details) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Assets and liabilities measured and recorded at fair value on a recurring and non-recurring basis [Line Items]
Fair value inputs, discount rate	17.50%	17.00%
Impairment of goodwill		$ 85,934,770

SHARE-BASED COMPENSATION (Detai

SHARE-BASED COMPENSATION (Details) - 2011 Plan [Member] - $ / shares	Jul. 01, 2016	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Number of RSUs
Expect to vest as of December 31, 2016		61,038,032
Weighted average grant date fair value
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number		61,038,032	31,303,540	39,249,022
Options [Member]
Weighted average grant date fair value
Unvested options	32,028,700
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number	0.20
Restricted Stock Units (RSUs) [Member]
SHARE-BASED COMPENSATION [Line Item]
Recognition period		2 years
Number of RSUs
Outstanding at beginning of year
Granted		10,430,000	28,841,700
Forfeited and expired			(201,800)
Vested		28,639,900	28,639,900
Vested and expect to vest		10,430,000
Expect to vest as of December 31, 2016		10,430,000
Weighted average grant date fair value
Outstanding at beginning of year
Granted		0.133	0.265
Forfeited and expired			0.265
Vested			0.265
Outstanding at end of year		0.133
Expect to vest as of December 31, 2016		$ 0.133
Unvested options	10,430,000
First tranche [Member] | Restricted Stock Units (RSUs) [Member]
SHARE-BASED COMPENSATION [Line Item]
Vesting percentage	100.00%	50.00%
Weighted average grant date fair value
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage	100.00%	50.00%
Second tranche [Member] | Restricted Stock Units (RSUs) [Member]
SHARE-BASED COMPENSATION [Line Item]
Vesting percentage		50.00%
Weighted average grant date fair value
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage		50.00%

SHARE-BASED COMPENSATION (Det78

SHARE-BASED COMPENSATION (Details 1) - USD ($)

Jul. 01, 2016

Sep. 01, 2015

Sep. 29, 2014

Apr. 18, 2014

Mar. 15, 2013

Dec. 31, 2016

Dec. 31, 2015

Dec. 31, 2014

Fair value assumptions

Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value

$ 0

$ 1,547,655

$ 618,971

Closing Price Per Share of American Depositary Shares

$ 3.76

Closing Price Per Share of Ordinary Shares

$ 0.21

Operating expense [Member] | Continuing operations [Member]

Other disclosures

Share-based compensation

$ 1,097,543

0

4,190,449

Operating expense [Member] | Discontinued operations [Member]

Other disclosures

Share-based compensation

$ 0

$ 7,176,600

$ 1,571,935

2011 Plan [Member]

Number of share options

Outstanding at beginning of year

31,303,540

39,249,022

Granted

32,028,700

Forfeited and expired

(1,079,202)

Exercised

(2,294,208)

(6,866,280)

Outstanding at end of year

61,038,032

31,303,540

39,249,022

Vested and expect to vest at end of year

61,038,032

Exercisable at end of year

29,009,332

Weighted average exercise price

Outstanding at beginning of year

$ 0.08

$ 0.07

Granted

0.20

Forfeited and expired

0.02

Exercised

0.02

0.02

Outstanding at end of year

0.15

0.08

$ 0.07

Vested and expect to vest at end of year

0.15

Exercisable at end of year

0.09

Weighted average grant date fair value

Outstanding at beginning of year

0.26

0.11

Granted

0.10

Forfeited and expired

0.08

Exercised

0.10

0.08

Outstanding at end of year

0.18

$ 0.26

$ 0.11

Vested and expect to vest at end of year

0.18

Exercisable at end of year

$ 0.27

Weighted average remaining contractual life

Outstanding at end of year

5 years 7 months 13 days

1 year 4 months 2 days

2 years 6 months 4 days

Vested and expect to vest at end of year

5 years 7 months 13 days

Exercisable at end of year

8 months 1 day

Aggregate intrinsic value

Outstanding

$ 3,844,310

$ 1,734,975

$ 3,512,311

Vested and expect to vest at end of year

3,844,310

Exercisable

$ 3,559,610

Other disclosures

Share-based compensation due to modification

7,503,976

Fair value assumptions

Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized

$ 327,376

2011 Plan [Member] | Share Based Compensation Award Tranche One [Member]

Fair value assumptions

Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period

6 months

2011 Plan [Member] | Share Based Compensation Award Tranche Two [Member]

Fair value assumptions

Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period

3 years 6 months

2011 Plan [Member] | Options [Member]

Number of share options

Outstanding at end of year

0.20

Other disclosures

Unvested options

3,312,618

Fair value assumptions

Expected volatility

[1]

54.80%

58.00%

65.00%

Risk-free interest rate

[2]

1.46%

1.80%

0.90%

Expected dividend yield

[3]

[3]

[3]

Exercise price

[4]

$ 0.20

$ 0.01

$ 0.2

Fair value of the underlying ordinary shares

[5]

$ 0.20

$ 0.38

$ 0.059

$ 0.0611

Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options

$ 3,521,232

2011 Plan [Member] | Options [Member] | Minimum [Member]

Fair value assumptions

Expected volatility

[1]

60.30%

Risk-free interest rate

[2]

0.47%

Exercise price

[4]

$ 0.01

2011 Plan [Member] | Options [Member] | Maximum [Member]

Fair value assumptions

Expected volatility

[1]

65.10%

Risk-free interest rate

[2]

0.88%

Exercise price

[4]

$ 0.20

2011 Plan [Member] | Board of Directors and Executives [Member] | Ordinary shares [Member]

Other disclosures

Shares transferred by main shareholder

30,372,540

Fair value

$ 0.138

Share-based compensation

$ 4,190,449

[1]

The volatility of the underlying ordinary shares during the life of the options was estimated based on average historical volatility of comparable companies for the period before the valuation date with lengths equal to the life of the options.

[2]

Risk free rate is estimated based on yield to maturity of PRC international government bonds with maturity term close to the life of the options.

[3]

The dividend yield was estimated by the Group based on its expected dividend policy over the life of the options.

[4]

The exercise price of the options was determined by the Group’s Board of Directors.

[5]

The estimated fair value of the ordinary shares underlying the options as of the respective valuation dates 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 and equity transactions of the Group, while taking into account standard valuation methods and the achievement of certain events. The fair value of the ordinary shares in connection with the option grants on the valuation dates was determined with the assistance of an independent third-party appraiser.

NET LOSS PER SHARE (Details)

NET LOSS PER SHARE (Details) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Numerator:
Net loss attributable to the Company	$ (25,293,145)	$ (93,570,188)	$ (43,856,347)
Continuing operations	(25,293,145)	(104,646,123)	(4,323,249)
Discontinued operations	0	11,075,935	(39,546,576)
Net loss attributable to ordinary shareholders for computing basic net loss per ordinary shares	(25,293,145)	(95,935,539)	(84,670,856)
Continuing operations	(25,293,145)	(104,646,123)	(8,346,641)
Discontinued operations	$ 0	$ 8,710,584	$ (76,324,215)
Denominator:
Weighted average ordinary shares outstanding used in computing basic net loss per shares	1,474,087,060	1,001,754,524	303,886,640
Weighted average ordinary shares outstanding used in computing diluted net loss per ordinary shares	1,474,087,060	1,001,754,524	303,886,640
Net loss per ordinary shares
Basic	$ (0.02)	$ (0.09)	$ (0.28)
Diluted	(0.02)	(0.09)	(0.28)
Net loss per ordinary share from continuing operations
Basic	(0.02)	(0.1)	(0.03)
Diluted	(0.02)	(0.1)	(0.03)
Net (loss)/income per share from discontinued operations
Basic	0	0.01	(0.25)
Diluted	$ 0	$ 0.01	$ (0.25)
Basic
Continuing operations	1,474,087,060	1,001,754,524	303,886,640
Discontinued operations	0	1,001,754,524	303,886,640
Diluted
Continuing operations	1,474,087,060	1,001,754,524	303,886,640
Discontinued operations	0	1,043,473,265	303,886,640
Options [Member] | Continuing operations [Member]
Weighted average shares used in calculating net loss per
Anti-dilutive ordinary shares excluded from the calculation of diluted net income per share	0	18,224,699	39,249,022
Options [Member] | Discontinued operations [Member]
Weighted average shares used in calculating net loss per
Anti-dilutive ordinary shares excluded from the calculation of diluted net income per share	35,190,467	59,943,440	39,249,022
Series A-1 Preferred Shares [Member]
Numerator:
Accretion for convertible redeemable preferred shares	$ 0	$ (442,409)	$ (1,445,125)
Net income attributable to Preferred Shareholders for computing basic net income per Preferred Shares	$ 0	$ 442,409	$ 1,445,125
Denominator:
Weighted average ordinary shares outstanding used in computing basic net loss per shares	0	3,242,986	12,202,988
Net loss per ordinary shares
Basic	$ 0	$ 0.14	$ 0.12
Basic
Continuing operations	0	3,242,986	12,202,988
Weighted average shares used in calculating net loss per
Weighted average shares used in calculating net loss per preferred shares	0	3,242,986	12,202,988
Series A-2 Preferred Shares [Member]
Numerator:
Accretion for convertible redeemable preferred shares	$ 0	$ (1,202,748)	$ (36,947,001)
Net income attributable to Preferred Shareholders for computing basic net income per Preferred Shares	$ 0	$ 1,202,748	$ 36,947,001
Denominator:
Weighted average ordinary shares outstanding used in computing basic net loss per shares	0	32,429,858	122,029,877
Net loss per ordinary shares
Basic	$ 0	$ 0.04	$ 0.3
Basic
Continuing operations	0	32,429,858	122,029,877
Weighted average shares used in calculating net loss per
Weighted average shares used in calculating net loss per preferred shares	0	32,429,858	122,029,877
Series B Preferred Shares [Member]
Numerator:
Accretion for convertible redeemable preferred shares	$ 0	$ (720,194)	$ (2,422,383)
Net income attributable to Preferred Shareholders for computing basic net income per Preferred Shares	$ 0	$ 720,194	$ 2,422,383
Denominator:
Weighted average ordinary shares outstanding used in computing basic net loss per shares	0	8,107,465	30,507,471
Net loss per ordinary shares
Basic	$ 0	$ 0.09	$ 0.08
Basic
Continuing operations	0	8,107,465	30,507,471
Weighted average shares used in calculating net loss per
Weighted average shares used in calculating net loss per preferred shares	0	8,107,465	30,507,471

RELATED PARTY BALANCES AND TR80

RELATED PARTY BALANCES AND TRANSACTIONS - (Details) - USD ($)		12 Months Ended
		Dec. 31, 2016		Dec. 31, 2015	Dec. 31, 2014
Related Party Transaction [Line Items]
Amounts due from related parties		$ 212,805		$ 806,423
Amounts due to related parties		1,711,028		319,767
Rental expense to related parties		218,212		335,249
Revenue from related parties		10,078,276		541,758
Proceeds from Related Party Debt		6,024,096		0
Service Fee [Member]
Related Party Transaction [Line Items]
Rental expense to related parties		169,741		0
Hong Kong Sunward Fishery Restaurant Management Co., Ltd. [Member]
Related Party Transaction [Line Items]
Amounts due from related parties		0	[1]	70,962
Amounts due to related parties		1,414	[2]	0
Revenue from related parties		460,132	[3]	0
Nanjing Xinzijin Sunward Fishery Restaurant Co., Ltd [Member]
Related Party Transaction [Line Items]
Amounts due from related parties		54,953	[1]	29,469
Amounts due to related parties		7,811	[2]	0
Revenue from related parties		82,155	[3]	38,179
Nanjing Jiangdong Sunward Fishery Restaurant Co., Ltd. [Member]
Related Party Transaction [Line Items]
Amounts due from related parties		22,129	[1]	29,831
Amounts due to related parties		11,271	[2]	0
Revenue from related parties		26,149	[3]	32,726
Nanjing Yongji Sunward Fishery Restaurant Co., Ltd [Member]
Related Party Transaction [Line Items]
Amounts due from related parties		12,018	[1]	13,015
Amounts due to related parties		8,426	[2]	0
Revenue from related parties		15,692	[3]	17,573
Ningbo Yinzhou Sunward Logistics Co., Ltd. [Member]
Related Party Transaction [Line Items]
Amounts due from related parties		984	[1]	149,033
Revenue from related parties		56,722	[3]	58,560
Shanghai Xiao Nan Guo Hai Zhi Yuan Restaurant Management Co.,Ltd. [Member]
Related Party Transaction [Line Items]
Amounts due from related parties		0	[1]	260,623
Amounts due to related parties		905,260	[2]	0
Revenue from related parties		2,296,225	[3]	393,147
WM Ming Hotel [Member]
Related Party Transaction [Line Items]
Amounts due to related parties		3,306	[2]	0
Revenue from related parties		37,631	[3]	1,573
WM Ming Hotel Management Co., Ltd. [Member]
Related Party Transaction [Line Items]
Amounts due from related parties		6,613	[1]	1,815
Shanghai MIN Hongshi Trading Co., Ltd. [Member]
Related Party Transaction [Line Items]
Amounts due from related parties		23,797	[1]	0
Amounts due to related parties		0	[2]	319,767
Shanghai Congshao Restaurant Management Co., Ltd [Member]
Related Party Transaction [Line Items]
Amounts due from related parties		71,031	[1]	0
Amounts due to related parties		69,935	[2]	0
Revenue from related parties		160,701	[3]	0
Shanghai Putuo Sunward Restaurant Co., Ltd [Member]
Related Party Transaction [Line Items]
Amounts due from related parties		6,235	[1]	0
Revenue from related parties		21,631	[3]	0
Supply Chain Management Co., Ltd [Member]
Related Party Transaction [Line Items]
Amounts due from related parties		14,437	[1]	0
Zhejiang Sunward Group Co., Ltd [Member]
Related Party Transaction [Line Items]
Amounts due from related parties		0	[1]	128,845
Noodles Dao HK Co., Ltd [Member]
Related Party Transaction [Line Items]
Amounts due from related parties		0	[1]	74,187
Zhejiang Zhonggangjumei Supply Chain Management Co., Ltd [Member]
Related Party Transaction [Line Items]
Revenue from related parties		296,727	[3]	0
Shanghai Congshao Dessert Co., Ltd [Member]
Related Party Transaction [Line Items]
Amounts due to related parties		361,356	[2]	0
Revenue from related parties		172,521	[3]	0
Tianjin Congshao Restaurant Management Co., Ltd [Member]
Related Party Transaction [Line Items]
Amounts due to related parties		134,703	[2]	0
Revenue from related parties		676	[3]	0
Shenzhen Congshao Restaurant Management Co., Ltd [Member]
Related Party Transaction [Line Items]
Amounts due to related parties		92,369	[2]	0
Revenue from related parties		865	[3]	0
Wuhan Congshao Restaurant Management Co., Ltd [Member]
Related Party Transaction [Line Items]
Amounts due to related parties		91,845	[2]	0
Chung So Si Fong Dessert Limited [Member]
Related Party Transaction [Line Items]
Amounts due to related parties		23,332	[2]	0
Revenue from related parties		388,618	[3]	0
Xiao Nan Guo Holdings Limited [Member]
Related Party Transaction [Line Items]
Revenue from related parties		6,056,439	[3]	0
Shenzhen Xiao Nan Guo Restaurant Management Co., Ltd [Member]
Related Party Transaction [Line Items]
Revenue from related parties		5,392	[3]	0
CCLG [Member]
Related Party Transaction [Line Items]
Amounts due from related parties	[1]	608		0
CCLG [Member] | Service Fee [Member]
Related Party Transaction [Line Items]
Rental expense to related parties		169,741	[4]	0
Xiao Nan Guo Group Co., Ltd [Member]
Related Party Transaction [Line Items]
Amounts due from related parties		0	[1]	48,643
Rental expense to related parties		218,212	[5]	335,249
Proceeds from Related Party Debt		$ 6,024,096	[6]	$ 0
[1]	The amounts represent the receivables due from related parties relating to the online direct sales and online platform services.
[2]	The amounts represent the payables due to related parties relating to online direct sales and online platform services.
[3]	The amounts represent the revenue generated from the Group’s online direct sales.
[4]	The amount represents the logistics fee charged by the related party for the Group’s online direct sales.
[5]	The amount represents the rental expense paid for the Group’s office.
[6]	The amount represents the interest-free loan borrowed by the Group from related party, which has been repaid by the Group in 2016.

COMMITMENTS AND CONTINGENCIES81

COMMITMENTS AND CONTINGENCIES (Details) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
COMMITMENTS AND CONTINGENCIES [Abstract]
Rental expenses under operating leases	$ 2,243,907	$ 985,214
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract]
2,017	1,818,504
2,018	1,674,808
2,019	1,528,053
2,020	1,528,053
2,021	1,528,053
Thereafter	13,082,646
Total	21,160,117
Capital Commitment	$ 2,200,000	$ 3,000,000

MAINLAND CHINA CONTRIBUTION P82

MAINLAND CHINA CONTRIBUTION PLAN (Details) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Operating expense [Member]
Defined Contribution Plan Disclosure [Line Items]
Total provisions for employee benefits	$ 1,297,485	$ 902,418

STATUTORY RESERVES AND RESTRI83

STATUTORY RESERVES AND RESTRICTED NET ASSETS (Details) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
STATUTORY RESERVES AND RESTRICTED NET ASSETS [Line Item]
Required minimum percentage of annual appropriations to general reserve fund	10.00%
Statutory threshold percentage of the reserve fund to the registered capital of the respective company, above which the appropriation is not required	50.00%
Restricted net assets	$ 28,213,892	$ 21,598,935
VIEs [Member]
STATUTORY RESERVES AND RESTRICTED NET ASSETS [Line Item]
Restricted net assets	$ 1,614,140	$ 1,599,100