GlobeNewswire Inc | Dec 17, 2020 01:27AM EST

December 17, 2020

BEIJING, Dec. 17, 2020 (GLOBE NEWSWIRE) -- Uxin Limited (Uxin or the Company) (Nasdaq: UXIN), a leading nationwide online used car dealer in China, today announced its unaudited financial results for the quarter ended September 30, 2020.

Highlights for the Quarter Ended September 30, 2020

-- 2C transaction volume (completed with the use of online sales) was 2,653 units for the three months ended September 30, 2020, compared with 1,702 units in the prior quarter ended June 30, 2020. 2C transaction volume (completed with the use of offline sales) was 23,566 units in the same period last year. -- 2C GMV1 was RMB293 million for the three months ended September 30, 2020, compared with RMB2,828 million in the same period last year. -- Total revenues were RMB76.4 million (US$11.2 million) for the three months ended September 30, 2020, compared with RMB396.6 million in the same period last year.2C revenue was RMB61.3 million (US$9.0 million) for the three months ended September 30, 2020, compared with RMB334.3 million in the same period last year. -- Gross margin was negative 22.4% for the three months ended September 30, 2020, compared with a gross margin of 56.9% in the same period last year. -- Loss from continuing operations was RMB162.6 million (US$23.9 million) for the three months ended September 30, 2020, compared with RMB188.4 million in the same period last year. -- Non-GAAP adjusted loss from continuing operations was RMB178.3 million (US$26.3 million) for the three months ended September 30, 2020, compared with RMB189.6 million in the same period last year. -- Net loss from continuing operations was RMB258.9 million (US$38.1 million) for the three months ended September 30, 2020, compared with RMB202.3 million in the same period last year. -- Non-GAAP adjusted net loss from continuing operations was RMB274.6 million (US$40.4 million) for the three months ended September 30, 2020, compared with RMB203.5 million in the same period last year.

Mr. Kun Dai, Founder, Chairman and Chief Executive Officer of Uxin, commented, We are pleased with the progress we made in better serving our customers as a nationwide online used car dealer. Not only have we raised the bar in delivering enhanced customer experience, but we also validated our efforts by receiving improved customer satisfaction feedback during the quarter. We started to shift to an inventory-owning model in September 2020 and we are happy to report that we have successfully made the transition. The completion of our business model upgrade gives us better control over order flow and supply chain management, and this further strengthens our ability to maximize customer value through our dedicated approach: offering quality value-for-money used cars alongside best-in-class purchasing services.

Mr. Dai added, In fine-tuning our product and service offerings, we focused on three initiatives during the quarter ended September 30, 2020 to deliver better customer experience adopting stricter standards for the quality and condition of our used cars, providing enhanced on-demand service delivery, and shortening the waiting period between initial ordering and final delivery of cars. As a result, we saw our net promoter score (or NPS) significantly increase to 30 for the reported quarter from only 10 for the quarter ended June 30, 2020. Its worth mentioning as well that our NPS exceeded 45 in the month of September, demonstrating increasing traction of our products and services as well as growing customer loyalty. As we benefit from the improved customer satisfaction and greater willingness to recommend Uxin to others, we are confident that we can secure around 1,400 deposit-required purchase orders in December 2020. Our dedication to offering quality value-for-money used cars and best-in-class purchasing services, which are also our key growth drivers, contributes markedly to satisfying the increasing demand from a new group of customers who are more willing to pay a premium for high-quality cars and services. Although the expansion of our customer base and increase in transaction volume, catalyzed by these two drivers, presents us with a different growth trajectory, we believe this customer type has the potential to consistently contribute to our long-term growth as we are already starting to receive more purchase orders from customer referrals. Once we hit critical mass as our new customer base expands, we believe that customer trust and word-of-mouth referrals will translate into solid and sustainable long-term volume growth, further solidifying our brand and market position. This will provide a firm foundation for our future business development and for generating more long-term value for shareholders.

Mr. Zhen Zeng, Chief Financial Officer of Uxin, said, As we made the transition to an inventory-owning model, we continue to enhance operational efficiency across the board. Our focus on handpicking used cars now enables us to allocate our inspection resources to only specific qualified cars and helps to optimize inspection costs. In addition, we have been able to reduce sales and relevant administrative expenses as we streamlined our sales process by migrating every sales step online. With a fundamentally optimized cost and expense structure in place, we believe that we will achieve better operating leverage in the long term as we achieve scale, strengthen trust in the Uxin brand and benefit from positive word-of-mouth referrals among customers.

Financial Results for the Quarter Ended September 30, 2020Total revenues were RMB76.4 million (US$11.2 million) for the three months ended September 30, 2020, compared with RMB396.6 million in the same period last year. The decrease was primarily due to decreases in 2C transaction volume and GMV as a result of the Companys business model transformation and partially offset by the revenue recognized on a gross basis as a result of the Companys selling of its own used car inventory. Uxin has upgraded its entire used car transaction process and migrated every sales step online since June 2020, as it began to build its customer base with the use of online sales staff as opposed to an offline sales team.

2C revenue was RMB61.3 million (US$9.0 million) for the three months ended September 30, 2020, compared with RMB334.3 million in the same period last year. For the three months ended September 30, 2020, 2C used car transaction volume completed by online sales was 2,653 units (corresponding 2C GMV was RMB293 million) which includes 308 units sold from the Companys owned inventory (corresponding 2C GMV was RMB36 million). In comparison, 2C used car transaction volume completed by offline sales was 23,566 units (corresponding GMV was RMB2,828 million) in the same period last year.

-- Commission revenue was RMB13.2 million (US$1.9 million) for the three months ended September 30, 2020, compared with RMB176.2 million in the same period last year. The decrease was primarily due to decreases in transaction volume and GMV. Commission rate2 decreased to 5.2% for the three months ended September 30, 2020 from 6.2% in the same period last year. The decrease in commission rate was primarily due to the Companys lowering of transaction fees since August 2020 in order to offer more competitive prices to customers. -- Value-added service revenue was RMB12.0 million (US$1.8 million) for the three months ended September 30, 2020, compared with RMB158.2 million in the same period last year. The decrease was primarily due to decreases in transaction volume and GMV. VAS take rate3 decreased to 4.7% for the three months ended September 30, 2020 from 5.6% in the same period last year as a result of the Companys reduced service fees since August 2020 in order to offer more competitive prices to customers. -- Vehicle sales revenue was RMB36.1 million (US$5.3 million) for the three months ended September 30, 2020, compared with nil in the same period last year. Vehicle sales revenue is recognized on a gross basis when the Company sells its own inventory. Uxin shifted to an inventory-owning model since September 2020 as disclosed in the earnings release of the first quarter of fiscal year 2021.

Other revenue4 was RMB15.1 million (US$2.2 million) for the three months ended September 30, 2020, compared with RMB62.2 million in the same period last year. The decrease was mainly due to the divestiture of the Companys salvage car related business in January 2020.

Cost of revenues was RMB93.5 million (US$13.8 million) for the three months ended September 30, 2020, representing a decrease of 45.3% from RMB170.9 million in the same period last year. The decrease was primarily due to a decrease in salaries and benefits for employees engaged in car inspection, quality control, customer service and after-sales services, as well as a decrease in fulfillment cost due to lower transaction volume; but was partially offset by an increase in vehicle acquisition costs relating to the Companys building of its own inventory since September 2020.

Gross margin was negative 22.4% for the three months ended September 30, 2020, compared with a gross margin of 56.9% in the same period last year.

Total operating expenses were RMB318.5 million (US$46.9 million) for the three months ended September 30, 2020. Total operating expenses excluding the impact of share-based compensation were RMB334.2 million.

-- Sales and marketing expenses decreased by 74.0% year-over-year to RMB75.5 million (US$11.1 million) for the three months ended September 30, 2020. The decrease was mainly due to a decrease in salaries and benefits expenses as a result of headcount reduction as well as a decrease in marketing expenses. Sales and marketing expenses excluding the impact of share-based compensation were RMB75.5 million. -- General and administrative expenses decreased by 18.1% year-over-year to RMB55.9 million (US$8.2 million) for the three months ended September 30, 2020. The decrease was mainly due to a reverse in share-based compensation expenses as a result of forfeitures incurred by the termination of employment. General and administrative expenses excluding the impact of share-based compensation were RMB70.5million. -- Research and development expenses decreased by 45.0% year-over-year to RMB19.1 million (US$2.8 million) for the three months ended September 30, 2020. The decrease was primarily due to a decrease in salaries and benefits expenses as a result of headcount reduction. Research and development expenses excluding the impact of share-based compensation were RMB20.0 million. -- Loss from guarantee liabilities was nil for the three months ended September 30, 2020. The Company incurred guarantee liabilities associated with the remaining guarantee obligations from its historically-facilitated loans that were not transferred to Golden Pacer. The Company adopted Accounting Standards Update (ASU) 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments on January 1, 2020 under a modified retrospective method. Before the adoption of ASC 326, gain or loss related to guarantee liabilities accounted for under the greater of the amount determined based on ASC 460 and the amount determined under ASC 450 was recorded as gain or loss from guarantee liabilities. After the adoption of ASC 326, expected credit losses of contingent guarantee liabilities shall be accounted for in addition to and separately from the stand ready guarantee liabilities accounted for under ASC 460, and the provision for contingent guarantee liabilities is currently recorded within provision for credit losses; and the gain released from the stand ready guarantee liabilities accounted for under ASC 460 is currently recorded within other operating income. -- Provision for credit losses, net was RMB168.1 million (US$24.8 million) for the three months ended September 30, 2020. In order to settle the Companys remaining guarantee liabilities, the Company entered into a supplemental agreement on April 23, 2020 (the April Agreement) with one of its major financing partners with regards to the Companys historically-facilitated loans. Pursuant to the April Agreement, such financing partner agreed to set a cap on the amount of cash the Company would use to fulfil its guarantee obligations from 2020 to 2022. As a result, a release of contingent guarantee liabilities of RMB86.0 million was recognized for the quarter ended June 30, 2020 representing the time value of potential cash outflow. Subsequently on July 23, 2020, the Company entered into another supplemental agreement (the July Agreement), which amended and restated the April Agreement, with the aforementioned financing partner to entirely settle its remaining guarantee liabilities associated with the historically-facilitated loans for this financing partner. Pursuant to the July Agreement, the Company is entitled to settle all its remaining guarantee liabilities under the condition that the Company pays the settlement amount in instalments from 2020 to 2025 based on an agreed schedule. As a result, the aforementioned previously recorded time value of the contingent guarantee liabilities in the amount of RMB83.7 million was reversed, based on the time value determined up to August 8, 2020, which was the closing day of the July Agreement.

Loss from continuing operations was RMB162.6 million (US$23.9 million) for the three months ended September 30, 2020, compared with RMB188.4 million in the same period last year.

Non-GAAP adjusted loss from continuing operations which excludes the impact of share-based compensation was RMB178.3 million (US$26.3 million) for the three months ended September 30, 2020, compared with RMB189.6 million in the same period last year.

Net loss from continuing operations was RMB258.9 million (US$38.1 million) for the three months ended September 30, 2020, compared with RMB202.3 million in the same period last year.

Non-GAAP adjusted net loss from continuing operations which excludes the impact of share-based compensation was RMB274.6 million (US$40.4 million) for the three months ended September 30, 2020, compared with RMB203.5 million in the same period last year.

As of September 30, 2020, the Company had cash and cash equivalents of RMB219.3 million (US$32.3 million).

LiquidityThe COVID-19 pandemic has caused a general slowdown in economic activity, and weakened consumer confidence and spending power resulted in a relatively slow recovery in transaction volumes. These factors have materially and adversely affected the Companys business, results of operations, financial condition and cash flows. Although Chinas economy has been gradually recovering and the used car market has been slowly picking up since April 2020 as the industrys infrastructure and supply chain started to resume operations, the impact of the pandemic may continue to create significant challenges and uncertainties for the market environment as the COVID-19 pandemic is still evolving and its full impact will still depend on future developments.

In response to the current economic situation, the Company has taken actions to improve its liquidity and cash position. As disclosed in the earnings release for the quarter ended June 30, 2020, the Company entered into a final supplemental agreement in July 2020 with a financing partner to settle its remaining guarantee liabilities associated with historically-facilitated loans. Under the final supplemental agreement, the Company is able to settle its obligations by making installment payments through 2025, which will limit the Companys cash outflow commitments over the next few years to a set amount and relieve the Company of any relevant guarantee liabilities after the full amount is paid. The Company also entered into agreements with one of its convertible note holders in July 2020 to convert the notes into the Companys Class A ordinary shares, and thereby eliminate the obligation to repay the notes in cash. In addition, the Company entered into definitive agreements in October 2020 with two investors to issue and sell in an aggregate of 84,692,839 Class A ordinary shares for an aggregate consideration of approximately US$25,000,000. Pursuant to the agreements, the proceeds were received in October 2020. With these agreements in place, the Companys immediate liquidity position has been significantly improved. Looking forward, the Company will continue to negotiate with alternative financing partners who can provide more choices for financing solutions for the Companys customers when buying a car. The Company is also actively working on several other financing projects to further improve liquidity and its cash position. The Company has also controlled its cash outflows by bringing down overall costs and expenses through the upgrade of its used car transaction process and migration of its entire sales process online, as well as streamlining its business operations.

However, the continuing impact of the COVID-19 pandemic continues to create significant challenges and uncertainties for the market environment, which could continue to negatively impact the demand for used cars. Also, the Companys business plan includes several significant assumptions. These assumptions include the increasing demand for used cars over the next twelve months, the successful implementation of the Companys program to build a used car inventory, the ability to successfully negotiate with financing partners and the ability to control costs and outgoing cash flows. These significant assumptions reflect the Companys current judgement and are subject to uncertainties. In addition, the financing projects that the Company is working on are subject to certain uncertainties. These conditions and uncertainties cast substantial doubt on the Companys ability to pay obligations as they become due over the next twelve months, which would impact the Companys ability to continue as a going concern. Taking into consideration the ongoing evolution of the COVID-19 pandemic, if the Company is successful in executing the aforementioned business plan and its ongoing financing projects, management believes that the Company will have sufficient liquidity for at least the next twelve months of operations.

Recent UpdateOn October 6, 2020, the Company separately entered into definitive agreements with two investors, pursuant to which Uxin issued and sold an aggregate of 84,692,839 Class A ordinary shares to these investors through private placements for an aggregate purchase price of approximately US$25,000,000 (the Private Placements). The Private Placements were closed in October 2020.

Business OutlookWith the adoption of an inventory-owning model, Uxin expects its total revenues to be in the range of RMB275 million to RMB290 million for the three months ended December 31, 2020. This forecast reflects the Company's current and preliminary views on the market and operational conditions, which are subject to change.

Conference CallThe Companys management will host an earnings conference call at 8:00 AM on December 17, 2020 U.S. Eastern Time (9:00 PM on December 17, 2020 Beijing/Hong Kong time).

Due to the outbreak of COVID-19, operator assisted conference calls are not available at the moment. All participants must preregister online prior to the call to receive the dial-in details.

Conference Call PreregistrationParticipants can register for the conference call by navigating to http://apac.directeventreg.com/registration/event/1058883. Once preregistration has been completed, participants will receive dial-in numbers, an event passcode, and a unique registrant ID.

To join the conference, please dial the number you receive, enter the event passcode followed by your unique registrant ID, and you will be joined to the conference instantly.

A telephone replay of the call will be available after the conclusion of the conference call until December 24, 2020. The dial-in details for the replay are as follows:

U.S.: +1 646 254 3697International: +61 2 8199 0299Conference ID: 1058883

A live webcast and archive of the conference call will be available on the Investor Relations section of Uxins website at http://ir.xin.com.

About UxinUxin Limited (Nasdaq: UXIN) is a leading nationwide online used car dealer in China. With its offerings of high-quality used cars and best-in-class purchasing services, Uxins mission is to enable people to buy the car of their choice online. Uxins one-stop online shopping mall provides consumers with a nationwide selection of value-for-money used cars, various value-added products and services as well as comprehensive aftersales services. Its online sales consultants offer professional consulting to facilitate a convenient and efficient car purchase for consumers in a timely fashion. Its comprehensive fulfillment network supports nationwide logistics and delivery as well as title transfers between different cities across China so as to fulfill these online transactions.

Use of Non-GAAP Financial Measures In evaluating the business, the Company considers and uses a non-GAAP measure, adjusted loss from continuing operations, adjusted net (loss)/income from continuing operations and adjusted net (loss)/earnings from continuing operations per share, as a supplemental measure to review and assess its operating performance. The presentation of the non-GAAP financial measure is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with U.S.GAAP. The Company defines adjusted loss from continuing operations excluding share-based compensation. The Company defines adjusted net (loss)/income from continuing operations as net (loss)/income from continuing operations excluding share-based compensation. The Company presents the non-GAAP financial measure because it is used by the management to evaluate the operating performance and formulate business plans. Adjusted net (loss)/income from continuing operations enables management to assess the Companys operating results without considering the impact of share-based compensation, which is non-cash charges. The Company also believes that the use of the non-GAAP measure facilitates investors' assessment of its operating performance as this measure excludes certain expenses that are not expected to result in cash payments.

The non-GAAP financial measure is not defined under U.S.GAAP and is not presented in accordance with U.S.GAAP. The non-GAAP financial measure has limitations as analytical tools. One of the key limitations of using adjusted net (loss)/income from continuing operations is that it does not reflect all items of income and expense that affect the Companys operations. Share-based compensation has been and may continue to be incurred in the business and is not reflected in the presentation of adjusted net loss. Further, the non-GAAP measure may differ from the non-GAAP information used by other companies, including peer companies, and therefore their comparability may be limited.

The Company compensates for these limitations by reconciling the non-GAAP financial measure to the nearest U.S.GAAP performance measure, all of which should be considered when evaluating the Companys performance. The Company encourages you to review its financial information in its entirety and not rely on a single financial measure.

Reconciliations of Uxins non-GAAP financial measures to the most comparable U.S. GAAP measure are included at the end of this press release.

Exchange Rate Information This announcement contains translations of certain RMB amounts into U.S. dollars (US$) at specified rates solely for the convenience of the reader, except for those transaction amounts that were actually settled in U.S. dollars. Unless otherwise stated, all translations from RMB to US$ were made at the rate of RMB6.7896 to US$1.00, representing the index rate as of September 30, 2020 set forth in the H.10 statistical release of the Board of Governors of the Federal Reserve System. The Company makes no representation that the RMB or US$ amounts referred could be converted into US$ or RMB, as the case may be, at any particular rate or at all.

Safe Harbor Statement This announcement contains forward-looking statements. These statements are made under the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as will, expects, anticipates, future, intends, plans, believes, estimates and similar statements. Among other things, the business outlook and quotations from management in this announcement, as well as Uxins strategic and operational plans, contain forward-looking statements. Uxin may also make written or oral forward-looking statements in its periodic reports to the SEC, in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about Uxins beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: impact of the COVID-19 pandemic, Uxins goal and strategies; its expansion plans; its future business development, financial condition and results of operations; Uxins expectations regarding demand for, and market acceptance of, its services; its ability to provide differentiated and superior customer experience, maintain and enhance customer trust in its platform, and assess and mitigate various risks, including credit; its expectations regarding maintaining and expanding its relationships with business partners, including financing partners; trends and competition in Chinas used car e-commerce industry; the laws and regulations relating to Uxins industry; the general economic and business conditions; and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in Uxins filings with the SEC. All information provided in this press release and in the attachments is as of the date of this press release, and Uxin does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

For investor and media enquiries, please contact: Nancy SongUxin Investor RelationsTel: +86 10 5691-6765Email: ir@xin.com

Eric YuanChristensenTel: +86 10 5900 1548Email: uxin@christensenir.com

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1 GMV is gross merchandise value as measured by gross selling price of used cars, excluding service fees charged.2 Commission rate is measured by commission revenue divided by non-inventory 2C GMV.3 VAS take rate is measured by VAS revenue divided by non-inventory 2C GMV.4 Other revenue mainly consists of revenue streams from advertising and the selling of sales leads in relation to consumers who want to sell their existing cars.

Uxin LimitedUnaudited Consolidated Statements of Comprehensive Loss(In thousands except for number of shares and per share data) For the three months ended September 30, For the six months ended September 30, 2019 2020 2019 2020 RMB RMB US$ RMB RMB US$Revenues To consumers (?2C?)- Commission 176,169 13,221 1,947 355,070 41,803 6,157 revenue- Value-added 158,165 11,971 1,763 320,219 35,102 5,170 service revenue- Vehicle sales - 36,108 5,318 - 36,108 5,318 revenueOthers 62,243 15,065 2,219 110,586 25,580 3,768 Total revenues 396,577 76,365 11,247 785,875 138,593 20,413 Cost of (170,891 ) (93,484 ) (13,769 ) (342,584 ) (173,396 ) (25,538 )revenuesGross profit/ 225,686 (17,119 ) (2,522 ) 443,291 (34,803 ) (5,125 )(loss) Operating expensesSales and (290,650 ) (75,526 ) (11,124 ) (584,314 ) (191,276 ) (28,172 )marketingGeneral and (68,196 ) (55,851 ) (8,226 ) (190,565 ) (142,749 ) (21,025 )administrativeResearch and (34,673 ) (19,068 ) (2,808 ) (66,570 ) (41,873 ) (6,167 )developmentLoss fromguarantee (22,463 ) - - (15,316 ) - - liabilitiesProvision forcredit losses, - (168,078 ) (24,755 ) - (94,056 ) (13,853 )netTotal operating (415,982 ) (318,523 ) (46,913 ) (856,765 ) (469,954 ) (69,217 )expenses Other operating 1,915 173,044 25,487 1,915 213,796 31,489 income (i) Loss fromcontinuing (188,381 ) (162,598 ) (23,948 ) (411,559 ) (290,961 ) (42,853 )operations Interest income 7,177 42,704 6,290 11,165 43,840 6,457 Interest (29,796 ) (23,916 ) (3,522 ) (56,236 ) (52,885 ) (7,789 )expensesOther income 9,760 3,102 457 15,613 4,999 736 Other expenses (16,458 ) (1,668 ) (246 ) (21,883 ) (5,765 ) (849 )Foreignexchange gains/ 4,942 (200 ) (29 ) 5,018 74 11 (losses)Gain fromdisposal of - - - 28,257 - - investmentInducement - (121,056 ) (17,830 ) - (121,056 ) (17,830 )charge (ii)Impairment oflong-term - - - (37,775 ) - - investmentLoss fromcontinuingoperations (212,756 ) (263,632 ) (38,828 ) (467,400 ) (421,754 ) (62,117 )before incometax expenseIncome taxcredit/ 516 - - 6,148 (32 ) (5 )(expense)Equity inincome of 9,942 4,728 696 18,149 10,482 1,544 affiliatesNet loss fromcontinuing (202,298 ) (258,904 ) (38,132 ) (443,103 ) (411,304 ) (60,578 )operations, netof taxLess: net lossattributable tonon-controlling (332 ) (2 ) - (678 ) (7 ) (1 )interestsshareholdersNet loss fromcontinuingoperations, (201,966 ) (258,902 ) (38,132 ) (442,425 ) (411,297 ) (60,577 )attributable toUXIN LIMITED Discontinued operationsNet (loss)/income fromdiscontinuedoperationsbefore incometax (includinga net disposal (169,983 ) - - (294,913 ) 295,744 43,558 gain ofRMB721,211 forthe threemonths endedSeptember 30,2020)Income tax (132 ) - - (400 ) - - expenseNet (loss)/income from (170,115 ) - - (295,313 ) 295,744 43,558 discontinuedoperationsNet (loss)/income fromdiscontinued (170,115 ) - - (295,313 ) 295,744 43,558 operationsattributable toUXIN LIMITED Net loss (372,413 ) (258,904 ) (38,132 ) (738,416 ) (115,560 ) (17,020 )Less: net lossattributable tonon-controlling (332 ) (2 ) - (678 ) (7 ) (1 )interestsshareholdersNet lossattributable to (372,081 ) (258,902 ) (38,132 ) (737,738 ) (115,553 ) (17,019 )UXIN LIMITED Net lossattributable to (372,081 ) (258,902 ) (38,132 ) (737,738 ) (115,553 ) (17,019 )ordinaryshareholders Net loss (372,413 ) (258,904 ) (38,132 ) (738,416 ) (115,560 ) (17,020 )Foreigncurrency (32,381 ) 63,095 9,293 (45,240 ) 64,782 9,541 translation Totalcomprehensive (404,794 ) (195,809 ) (28,839 ) (783,656 ) (50,778 ) (7,479 )lossLess: totalcomprehensivelossattributable to (332 ) (2 ) - (678 ) (7 ) (1 )non-controllinginterestsshareholdersTotalcomprehensiveloss (404,462 ) (195,807 ) (28,839 ) (782,978 ) (50,771 ) (7,478 )attributable toUXIN LIMITED Net lossattributable to (372,081 ) (258,902 ) (38,132 ) (737,738 ) (115,553 ) (17,019 )ordinaryshareholdersWeightedaverage shares 882,780,751 997,548,971 997,548,971 882,775,049 997,541,095 997,541,095 outstanding ?basicWeightedaverage shares 882,780,751 997,548,971 997,548,971 882,775,049 1,225,268,425 1,225,268,425 outstanding ?diluted (Loss)/earningsper share forordinary shareholders,basicContinuing (0.23 ) (0.26 ) (0.04 ) (0.50 ) (0.41 ) (0.06 )operationsDiscontinued (0.19 ) - - (0.33 ) 0.30 0.04 operations (Loss)/earnings per share forordinary shareholders, dilutedContinuing (0.23 ) (0.26 ) (0.04 ) (0.50 ) (0.41 ) (0.06 )operationsDiscontinued (0.19 ) - - (0.33 ) 0.27 0.04 operations (i) We have adopted ASU No. 2016-13, Financial Instruments?Credit Losses (Topic326) (?ASU 2016-13?) effective January 1, 2020 using the modified retrospectivemethod. Before the adoption of ASU 2016-13, gain or loss related to guaranteeliabilities accounted for under ASC 460 was recorded as ?gain or loss fromguarantee liabilities?. After the adoption of ASU 2016-13, the gain releasedfrom the guarantee liabilities accounted for under ASC 460 is recorded within?other operating income? and the relevant credit losses of guaranteeliabilities are recorded within ?provision for credit losses?. As a result ofthe aforementioned July Agreement we entered into with WeBank, all guaranteeliabilities associated with the historically-facilitated loans for WeBankaccounted for under ASC 460 were released and therefore a released gain ofRMB168.6 million was recorded on August 8, 2020.

(ii) On July 23, 2020, we entered into agreements with PacificBridge to amendthe terms of the convertible notes in an aggregate principal amount of US$50million that we issued to PacificBridge between July and November 2019. Werecorded an inducement charge of RMB121.1 million due to the amended conversionprice at which PacificBridge converted all the convertible notes into136,279,973 Class A ordinary shares.

Uxin LimitedUnaudited Consolidated Balance Sheets(In thousands except for number of shares and per share data) As of As of September 30, March31, 2020 2020 RMB RMB US$ASSETS Current assets Cash and cash equivalents 342,504 219,318 32,302 Restricted cash 454,931 40,119 5,909 Accounts receivable, net 6,397 5,168 760 Amounts due from related parties,net of provision for credit lossesof nil and RMB259 as of March 31, 28,070 151,136 22,260 2020, and September 30, 2020,respectively (i)Loan recognized as a result ofpayment under the guarantee, net ofprovision for credit losses of 404,174 317,102 46,704 RMB2,190,575 and RMB2,045,898 as ofMarch 31, 2020, and September 30,2020, respectivelyAdvance to sellers, net 132,526 45,768 6,741 Other receivables, net of provisionfor credit losses of RMB51,666 and 287,753 135,819 20,004 RMB45,412 as of March 31, 2020 andSeptember 30, 2020, respectivelyInventory 10,314 32,176 4,739 Prepaid expenses and other current 137,148 125,346 18,461 assetsFinancial lease receivables, net ofprovision for credit losses ofRMB27,250 and RMB27,197 as of March 15,048 - - 31, 2020, and September 30, 2020,respectivelyNet assets transferred (ii) 420,000 - - Total current assets 2,238,865 1,071,952 157,880 Non-current assets Property, equipment and software, 87,558 56,083 8,260 netIntangible assets, net 139 62 9 Goodwill 9,541 - - Long term investments 276,762 283,253 41,719 Other non-current assets (iii) - 42,000 6,186 Right-of-use assets, net (iv) 34,466 56,371 8,303 Total non-current assets 408,466 437,769 64,477 Total assets 2,647,331 1,509,721 222,357 LIABILITIES AND SHAREHOLDERS? DEFICITCurrent liabilities Short-term borrowings and current 119,069 25,655 3,779 portion of long-term borrowingsAccounts payable 132,357 113,962 16,785 Guarantee liabilities 910,949 8,147 1,200 Deposit of interests from consumers 25,968 128 19 and payable to financing partnersAdvance from buyers collected on 110,493 65,221 9,606 behalf of sellersOther payables and accruals 1,175,914 868,189 127,870 Deferred revenue 50,348 43,012 6,335 Convertible notes, current (v) 375,449 - - Amounts due to related parties (vi) - 37,736 5,558 Operating lease liabilities, current 32,842 14,313 2,108 Consideration payment to WeBank, - 59,757 8,801 current (vii)Liabilities held for sale (viii) 143,009 - - Total current liabilities 3,076,398 1,236,120 182,061 Non-current liabilities Long-term borrowings 234,585 233,000 34,317 Convertible bonds, non-current 1,679,130 1,643,405 242,047 Operating lease liabilities, 1,865 41,618 6,130 non-current (iv)Consideration payment to WeBank, - 263,586 38,822 non-current (vii)Total non-current liabilities 1,915,580 2,181,609 321,316 Total liabilities 4,991,978 3,417,729 503,377 Shareholders? deficit Ordinary shares 581 675 99 Additional paid-in capital 13,036,989 13,524,312 1,991,916 Accumulated other comprehensive 106,764 171,546 25,266 incomeAccumulated deficit (15,488,827 ) (15,604,380 ) (2,298,277 )Total Uxin?s shareholders? deficit (2,344,493 ) (1,907,847 ) (280,996 )Non-controlling interests (154 ) (161 ) (24 )Total shareholders? deficit (2,344,647 ) (1,908,008 ) (281,020 ) Total liabilities and shareholders? 2,647,331 1,509,721 222,357 deficit (i) Amounts due from related parties mainly represented the considerationreceivables from 58.com due to the divestiture of B2B online used car auctionbusiness in April 2020.

(ii) Pursuant to the supplemental agreements we entered into with Golden Pacerto divest our loan facilitation related business in April 2020, net assetstransferred referred to the pre-transferred net assets of XW Bank as of March31, 2020. The transaction was completed in April 2020.

(iii) Other non-current assets represented our prepayment for financialsolution advisory services. We entered into a long-term strategic cooperationagreement with Golden Pacer separately in April 2020, and an aggregate amountof RMB60.0 million as prepayment was made in exchange for a 5-year financialsolution advisory services from Golden Pacer.

(iv) It mainly represented a 5-year lease agreement for our headquarters officebuilding in Beijing signed in late April 2020.

(v) All short-term convertible notes were converted into 136,279,973 Class Aordinary shares on July 23, 2020.

(vi) Amounts due to related parties mainly represented the advertising andmarketing expenses payable to 58.com.

(vii) On July 23, 2020, we entered into a supplemental agreement with WeBank tosettle our remaining guarantee liabilities associated with thehistorically-facilitated loans for WeBank. Pursuant to the agreement, we willpay an aggregate amount of RMB372 million to WeBank from 2020 to 2025 asguarantee settlement with a maximum annual settlement amount of no more thanRMB84 million. Upon the signing of the supplemental agreement, we are no longersubject to guarantee obligations in relation to our historically-facilitatedloans for WeBank under the condition that we make the instalments based on theagreed-upon schedule set forth in the supplemental agreement.

(viii) Liabilities held for sales were related to the divestiture of our B2Bonline used car auction business. The divestiture was completed in April 2020.

* Share-based compensation charges from continuing operations included are as follows: For the three months ended For the six months ended September 30, September 30, 2019 2020 2019 2020 RMB RMB US$ RMB RMB US$Cost of - 7 1 - 2,149 317 revenueSales and - (10 ) (1 ) - 5,046 743 marketingGeneral and 37 (14,682 ) (2,162 ) 26,804 (25,434 ) (3,746 )administrativeResearch and (1,239 ) (970 ) (143 ) (930 ) (2,091 ) (308 )development

Uxin LimitedUnaudited Reconciliations of GAAP And Non-GAAP from Continuing OperationResults(In thousands except for number of shares and per share data) For the three months ended September 30, For the six months ended September 30, 2019 2020 2019 2020 RMB RMB US$ RMB RMB US$Loss fromcontinuing (188,381 ) (162,598 ) (23,948 ) (411,559 ) (290,961 ) (42,853 )operationsAdd:Share-based (1,202 ) (15,655 ) (2,305 ) 25,874 (20,330 ) (2,994 )compensationexpenses-Cost of - 7 1 - 2,149 317 revenue-Sales and - (10 ) (1 ) - 5,046 743 marketing-General and 37 (14,682 ) (2,162 ) 26,804 (25,434 ) (3,746 )administrative-Research and (1,239 ) (970 ) (143 ) (930 ) (2,091 ) (308 )development Non-GAAPadjusted lossfrom (189,583 ) (178,253 ) (26,253 ) (385,685 ) (311,291 ) (45,847 )continuingoperations For the three months ended September 30, For the six months ended September 30, 2019 2020 2019 2020 Net loss fromcontinuing (202,298 ) (258,904 ) (38,132 ) (443,103 ) (411,304 ) (60,578 )operations Add:Share-based (1,202 ) (15,655 ) (2,305 ) 25,874 (20,330 ) (2,994 )compensationexpenses-Cost of - 7 1 - 2,149 317 revenue-Sales and - (10 ) (1 ) - 5,046 743 marketing-General and 37 (14,682 ) (2,162 ) 26,804 (25,434 ) (3,746 )administrative-Research and (1,239 ) (970 ) (143 ) (930 ) (2,091 ) (308 )development Non-GAAPadjusted netloss from (203,500 ) (274,559 ) (40,437 ) (417,229 ) (431,634 ) (63,572 )continuingoperations Non-GAAPadjusted netloss from (0.23 ) (0.28 ) (0.04 ) (0.47 ) (0.43 ) (0.06 )continuingoperations pershare ? basicNon-GAAPadjusted netloss fromcontinuing (0.23 ) (0.28 ) (0.04 ) (0.47 ) (0.43 ) (0.06 )operations pershare ?dilutedWeightedaverage shares 882,780,751 997,548,971 997,548,971 882,775,049 997,541,095 997,541,095 outstanding ?basicWeightedaverage shares 882,780,751 997,548,971 997,548,971 882,775,049 1,225,268,425 1,225,268,425 outstanding ?diluted Note: The conversion of Renminbi (RMB) into U.S. dollars (USD) is based on thecertified exchange rate of USD1.00 = RMB6.7896 as of September 30, 2020 setforth in the H.10 statistical release of the Board of Governors of the FederalReserve System.