Dingdong (Cayman) Ltd Files 20-F Annual Report

TL;DR

<b>Dingdong (Cayman) Ltd has filed its annual 20-F report for the fiscal year ending December 31, 2023.</b>

AI Summary

Dingdong (Cayman) Ltd (DDL) filed a Foreign Annual Report (20-F) with the SEC on April 19, 2024. Filing is the 20-F annual report for Dingdong (Cayman) Ltd. The report covers the fiscal year ending December 31, 2023. The company's principal executive offices are located in Shanghai, China. The filing includes details on various share incentive plans and preferred share series. Subsidiaries in the People's Republic of China are listed, including Beijing Bujiangjiu ECommerce Co Ltd.

Why It Matters

For investors and stakeholders tracking Dingdong (Cayman) Ltd, this filing contains several important signals. This 20-F filing provides a comprehensive overview of Dingdong's financial performance, business operations, and risk factors for the fiscal year 2023. Investors and analysts can use this report to assess the company's financial health, strategic direction, and potential risks, aiding in investment decisions.

Risk Assessment

Risk Level: — Dingdong (Cayman) Ltd shows moderate risk based on this filing. The company operates in the People's Republic of China, a jurisdiction with evolving regulatory landscapes that could impact its business operations and financial results.

Analyst Insight

Review the detailed financial statements and risk factors within the 20-F to understand Dingdong's performance and outlook for the upcoming fiscal year.

Key Numbers

• 2023-12-31 — Fiscal Year End (Conformed Period of Report)
• 2024-04-19 — Filing Date (Filed as of Date)
• 001-40533 — SEC File Number (SEC File Number)

Key Players & Entities

• Dingdong (Cayman) Ltd (company) — Filer
• Shanghai (location) — Business Address City
• Beijing Bujiangjiu ECommerce Co Ltd (company) — Subsidiary
• People's Republic of China (location) — Country of Incorporation/Subsidiary

FAQ

Risk Factors

• Regulatory Environment in China [medium — regulatory]: The company's operations are subject to the laws and regulations of the People's Republic of China, which are subject to change and may impact business.

Industry Context

Dingdong (Cayman) Ltd operates within the e-commerce and retail sector, specifically focusing on online grocery and food delivery services in China.

Regulatory Implications

The company is subject to Chinese regulations governing e-commerce, food safety, and data privacy, which are subject to change.

What Investors Should Do

1. Analyze the financial statements for revenue trends, profitability, and cash flow.
2. Review the risk factors section for potential challenges and mitigation strategies.
3. Assess the company's corporate governance and management structure as detailed in the filing.

Key Dates

• 2023-12-31: Fiscal Year End — End of the reporting period for the 20-F filing.
• 2024-04-19: Filing Date — Date the 20-F report was officially submitted to the SEC.

Year-Over-Year Comparison

This is the initial 20-F filing for Dingdong (Cayman) Ltd, providing a foundational view of the company's operations and financials for the reported period.

Key Financial Figures

• $0.000002 — ree Class A ordinary share, par value US$0.000002 per share) DDL New York Stock Excha
• $1 — .S. dollars were made at RMB7.0999 to US$1.00, the exchange rate set forth in the

Filing Documents

• ddl-20231231.htm (20-F) — 4729KB
• ddl-ex12_1.htm (EX-12.1) — 11KB
• ddl-ex12_2.htm (EX-12.2) — 12KB
• ddl-ex13_1.htm (EX-13.1) — 7KB
• ddl-ex13_2.htm (EX-13.2) — 8KB
• ddl-ex15_1.htm (EX-15.1) — 2KB
• ddl-ex15_2.htm (EX-15.2) — 16KB
• img119246463_0.jpg (GRAPHIC) — 56KB
• img119246463_1.jpg (GRAPHIC) — 2KB
• img119246463_2.jpg (GRAPHIC) — 48KB
• 0000950170-24-046040.txt (&nbsp;) — 17306KB
• ddl-20231231.xsd (EX-101.SCH) — 2088KB
• ddl-20231231_htm.xml (XML) — 3325KB

Quantitative and Qualitative Disclosures about Market Risk

Quantitative and Qualitative Disclosures about Market Risk 127 Item 12.

Description of Securities Other than Equity Securities

Description of Securities Other than Equity Securities 128 PART II 131 Item 13. Defaults, Dividend Arrearages and Delinquencies 131 Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds 131 Item 15.

Controls and Procedures

Controls and Procedures 131 Item 16A. Audit Committee Financial Expert 132 Item 16B. Code of Ethics 132 Item 16C. Principal Accountant Fees and Services 132 Item 16D. Exemptions from the Listing Standards for Audit Committees 133 Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers 133 Item 16F. Change in Registrant's Certifying Accountant 133 Item 16G. Corporate Governance 133 Item 16H. Mine Safety Disclosure 134 Item 16I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 134 Item 16J. Insider Trading Policies 134 Item 16K. Cybersecurity 134 PART III 135 Item 17.

Financial Statements

Financial Statements 135 Item 18.

Financial Statements

Financial Statements 135 Item 19. Exhibits 135

SIGNATURES

SIGNATURES 137 INTROD UCTION Except where the context otherwise requires and for purposes of this annual report only: "ADRs" refers to the American depositary receipts that evidence the ADSs; "ADSs" refers to the American depositary shares, each two of which represent three Class A ordinary shares; "average order value" refers to a typical amount spent by a customer in each order, which is calculated by dividing total GMV during a given period by the number of orders placed in that period; "China" or the "PRC" refers to the People's Republic of China, including Hong Kong, Macau and Taiwan; the only instances in which Hong Kong, Macau and Taiwan are not included in the definition of "China" or "PRC" is when we reference specific laws and regulations that have been adopted by the People's Republic of China and other legal and tax matters related to the People's Republic of China; "Class A ordinary shares" refers to our Class A ordinary shares with a par value of US$0.000002 per share; "Class B ordinary shares" refers to our Class B ordinary shares with a par value of US$0.000002 per share; "Dingdong," "we," "us," "our company" and "our" refer to Dingdong (Cayman) Limited, a Cayman Islands exempted company, and its subsidiaries and their respective subsidiaries, as the context requires; "D-G.A.P." refers to "Dingdong-Good Agricultural Practices," a set of good agricultural for production and sustainability designed by the Company, based on global G.A.P. and China G.A.P. standards, with adjustment in accordance with the actual characteristics of existing suppliers in China; "GMV" refers to gross merchandise value, which is the total value of all orders placed with us based on listed discounted prices of the ordered products, or, for our Dingdong Outlets, the actual amount paid by our customers, deducting refunds. For the avoidance of doubt, the calculation of GMV does not take into consideration of discounts through coupons, and excludes shipping

Identity of Directors, Senior Management and Advisers

Item 1. Identity of Directors, Senior Management and Advisers Not applicable. Ite m 2. Offer Statistics and Expected Timetable Not applicable.

Key Information

Item 3. Key Information Our Corporate Structure Dingdong (Cayman) Limited is not a Chinese operating company, but a Cayman Islands holding company with no material operations of its own. We conduct our operations through our subsidiaries located in mainland China, or PRC subsidiaries. Investors in the ADSs are purchasing beneficial equity interests in Dingdong (Cayman) Limited, the Cayman Islands holding company, rather than purchasing beneficial equity interests in any of our operating companies. This holding company structure involves unique risks to investors. As a holding company, Dingdong (Cayman) Limited may rely on dividends from its subsidiaries for cash requirements, including any payment of dividends to its shareholders. The ability of our subsidiaries to pay dividends or make distributions to Dingdong (Cayman) Limited may be restricted by laws and regulations applicable to them or the debt they incur on their own behalf or the instruments governing their debt. In addition, if the PRC regulatory authorities disallow this holding company structure or limit or hinder our ability to conduct our business through, receive dividends or distributions from, or transfer funds to, our PRC subsidiaries or list on a U.S. or other foreign exchange, our operations would likely be materially changed and/or adversely affected, and the value of our securities could decline significantly or become worthless. See "Item 3. Key Information — Our Corporate Structure," and "Item 3. Key Information — D. Risk Factors — Risks Relating to Doing Business in Mainland China — We principally rely on dividends and other distributions on equity paid by our PRC subsidiaries to fund any cash and financing requirements we may have. Any limitation on the ability of our PRC subsidiaries to make payments to us could have a material adverse effect on our ability to conduct our business or financial condition." The following diagram illustrates our corporate structure, including our princip

View Full Filing

View this 20-F filing on SEC EDGAR