UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of September 2021
Commission File Number:
(Registrant’s Name)
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
EXHIBIT INDEX
Exhibit No. |
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Description |
99.1 |
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Unaudited Interim Condensed Consolidated Financial Statements |
101.INS |
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Inline XBRL Instance Document — this instance document does not appear in the Interactive Data File because its XBRL tags are not embedded within the Inline XBRL document |
101.SCH |
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Inline XBRL Taxonomy Extension Scheme Document |
101.CAL |
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Inline XBRL Taxonomy Extension Calculation Linkbase Document |
101.DEF |
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Inline XBRL Taxonomy Extension Definition Linkbase Document |
101.LAB |
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Inline XBRL Taxonomy Extension Label Linkbase Document |
101.PRE |
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Inline XBRL Taxonomy Extension Presentation Linkbase Document |
104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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UCLOUDLINK GROUP INC. |
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By |
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/s/ Yimeng Shi |
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Name |
: |
Yimeng Shi |
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Title |
: |
Chief Financial Officer |
Date: September 29, 2021
Exhibit 99.1
UCLOUDLINK GROUP INC.
Index to UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Contents |
Page |
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(F-2) |
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Unaudited Interim Condensed Consolidated Balance Sheets as of December 31, 2020 and June 30, 2021 |
(F-3) |
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(F-4) |
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(F-5) |
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Notes to Unaudited Interim Condensed Consolidated Financial Statements |
(F-6) |
F-1
UCLOUDLINK GROUP INC.
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
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Six Months ended June 30, |
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(Amounts expressed in thousands of US$, except for number of shares and per share data) |
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Note |
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2020 |
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2021 |
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Revenues |
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4 |
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Revenues from services |
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Sales of products |
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Cost of revenues |
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( |
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( |
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Cost of services |
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( |
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( |
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Cost of products sold |
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( |
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( |
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Gross profit |
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Research and development expenses |
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( |
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( |
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Sales and marketing expenses |
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( |
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( |
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General and administrative expenses |
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( |
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( |
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Other income/(expense) |
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5 |
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( |
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Loss from operations |
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( |
) |
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( |
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Interest income |
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Interest expenses |
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( |
) |
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( |
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Loss before income tax |
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( |
) |
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( |
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Income tax (expenses)/credit |
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6 |
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( |
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Share of profit in equity method investment, net of tax |
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— |
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Net loss |
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( |
) |
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( |
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Accretion of Series A Preferred Shares |
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8 |
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( |
) |
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— |
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Net loss attributable to ordinary shareholders of the Company |
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( |
) |
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( |
) |
Net loss |
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( |
) |
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( |
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Foreign currency translation adjustment |
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( |
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Total comprehensive loss |
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( |
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( |
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Net loss per share attributable to ordinary shareholders of the Company |
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Basic and diluted |
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10 |
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( |
) |
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( |
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Weighted average number of ordinary shares used in computing net loss per share |
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Basic and diluted |
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10 |
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The accompanying notes are an integral part of these consolidated financial statements.
F-2
UCLOUDLINK GROUP INC.
UNAUDITED INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS
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As of December 31, |
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As of June 30, |
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(Amounts expressed in thousands of US$, except for number of shares and per share data) |
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Note |
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2020 |
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2021 |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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11 |
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Restricted cash |
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11 |
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— |
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Short-term deposit |
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11 |
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Accounts receivable, net |
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12 |
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Inventories |
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13 |
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Prepayments and other assets |
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14 |
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Amounts due from related parties |
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21 |
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Other investments |
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18 |
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Total current assets |
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Non-current assets: |
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Long-term investments |
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15 |
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Property and equipment, net |
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16 |
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Intangible assets, net |
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17 |
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Other investments |
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18 |
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Prepayments |
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14 |
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Total non-current assets |
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Total assets |
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Liabilities |
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Current liabilities: |
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Short term borrowings |
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20 |
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Accrued expenses and other liabilities (including US$ thousands and US$ VIEs, without recourse to the Company as of December 31, 2020 and June 30, 2021, respectively) |
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19 |
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Accounts payables (including US$ US$ without recourse to the Company as of December 31, 2020 and June 30, 2021, respectively) |
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19 |
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Amounts due to related parties (including nil and US$ without recourse to the Company as of December 31, 2020 and June 30, 2021, respectively) |
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21 |
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Contract liabilities (including US$ thousands from the consolidated VIEs, without recourse to the Company as of December 31, 2020 and June 30, 2021, respectively) |
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Total current liabilities |
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Non-current liabilities: |
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Other non-current liabilities |
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Total non-current liabilities |
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Total liabilities |
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Commitments and contingencies |
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22 |
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Shareholders’ equity |
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Class A ordinary shares (US$ December 31, 2020 and June 30, 2021, respectively) |
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7,9 |
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Class B ordinary shares (US$ shares authorized; issued and outstanding as of December 31, 2020 and June 30, 2021, respectively) |
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7,9 |
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Additional paid-in capital |
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Accumulated other comprehensive (loss) /income |
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( |
) |
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Accumulated losses |
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( |
) |
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( |
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Total shareholders’ equity |
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Total liabilities and shareholders’ equity |
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The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.
F-3
UCLOUDLINK GROUP INC.
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
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Ordinary shares |
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Class A ordinary shares |
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Class B ordinary shares |
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(Amounts expressed in thousands of US$, except for number of shares and per share data) |
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Shares |
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Amount |
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Shares |
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Amount |
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Shares |
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Amount |
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Additional paid-in capital |
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Cumulative translation adjustments |
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Accumulated losses |
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Total equity |
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||||||||||
Balance as of January 1, 2020 |
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— |
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— |
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— |
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— |
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( |
) |
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Foreign currency translation adjustment |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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( |
) |
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— |
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( |
) |
Net loss for the year |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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( |
) |
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( |
) |
Share-based compensation |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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Accretion of Series A Preferred Shares |
|
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— |
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— |
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— |
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— |
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— |
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— |
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( |
) |
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— |
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— |
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( |
) |
Redesignation of ordinary shares into Class A ordinary shares |
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( |
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( |
) |
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— |
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— |
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— |
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— |
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— |
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— |
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Redesignation of ordinary shares into Class B ordinary shares |
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( |
) |
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( |
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— |
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— |
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— |
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— |
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— |
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— |
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Issuance of ordinary shares upon Initial Public Offering (“IPO”) |
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— |
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— |
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— |
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— |
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— |
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— |
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Conversion of Series A Preferred Shares upon IPO |
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— |
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— |
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— |
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— |
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— |
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— |
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Balance as of June 30, 2020 |
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— |
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— |
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( |
) |
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Ordinary shares |
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Class A ordinary shares |
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Class B ordinary shares |
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(Amounts expressed in thousands of US$, except for number of shares and per share data) |
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Shares |
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Amount |
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Shares |
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Amount |
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Shares |
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Amount |
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Additional paid-in capital |
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Cumulative translation adjustments |
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Accumulated losses |
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Total equity |
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||||||||||
Balance as of January 1, 2021 |
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— |
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— |
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( |
) |
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( |
) |
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Foreign currency translation adjustment |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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Net loss for the year |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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( |
) |
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( |
) |
Share-based compensation |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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Shares issued upon exercise of employee share options |
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— |
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— |
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— |
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— |
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— |
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— |
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Balance as of June 30, 2021 |
|
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— |
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— |
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( |
) |
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The accompanying notes are an integral part of these unaudited interim condensed consolidated financial statements.
F-4
UCLOUDLINK GROUP INC.
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
|
|
Six Months ended June 30, |
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(Amounts expressed in thousands of US$ except for number of shares and per share data) |
|
2020 |
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2021 |
|
||||||||||
Cash flows from operating activities |
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Net loss |
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( |
) |
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( |
) |
||||||||
Adjustments to reconcile net loss to net cash generated from/ (used in) operating activities |
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Provision for bad debts |
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Impairment for inventory obsolescence |
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— |
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Disposal of obsolescent goods |
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— |
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( |
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||||||||
Depreciation of property and equipment |
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Amortization of intangible assets |
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(Losses)/gains on disposals of property and equipment |
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( |
) |
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Interest expenses |
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Share-based compensation |
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Fair value losses on other investments |
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||||||||
Share of profit in equity method investments |
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— |
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( |
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||||||||
Foreign currency exchange gains/(losses), net |
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( |
) |
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||||||||
Changes in operating assets and liabilities |
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||||||||
Accounts receivable |
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( |
) |
||||||||
Prepayments and other assets |
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( |
) |
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( |
) |
||||||||
Inventories |
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( |
) |
||||||||
Accrued expenses, accounts payable and other liabilities |
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( |
) |
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||||||||
Amounts due to related parties |
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( |
) |
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||||||||
Amounts due from related parties |
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||||||||
Contract liabilities |
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( |
) |
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||||||||
Net cash generated from/ (used in) operating activities |
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( |
) |
||||||||
Cash flows from investing activities |
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||||||||
Purchase of property and equipment |
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( |
) |
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( |
) |
||||||||
Purchase of intangible assets |
|
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( |
) |
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( |
) |
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Proceeds from disposal of property and equipment |
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|
— |
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|
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Cash paid for equity method investment |
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|
— |
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|
( |
) |
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Increase in short-term deposit |
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|
( |
) |
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|
( |