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6-K 1 tm2428140d1_6k.htm FORM 6-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 6-K

 

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of November 2024

 

Commission File Number: 001-38237

 

 

 

Sea Limited

 

 

 

1 Fusionopolis Place, #17-10, Galaxis

Singapore 138522

(Address of principal executive office)

 

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F  x                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 99.1 — Press Release

 

 


 

SIGNATURE

 

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.

 

  SEA LIMITED
     
  By: /s/ Forrest Xiaodong Li
  Name: Forrest Xiaodong Li
  Title: Chairman and Chief Executive Officer

 

Date: November 12, 2024

 

 

 

EX-99.1 2 tm2428140d1_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

 

 

Sea Limited Reports Third Quarter 2024 Results

 

Singapore, November 12, 2024 – Sea Limited (NYSE: SE) (“Sea” or the “Company”) today announced its financial results for the third quarter ended September 30, 2024.

 

“I’m happy to report that it has been another solid quarter. We are seeing high growth across all our three businesses,” said Forrest Li, Sea’s Chairman and Chief Executive Officer.

 

Referring to the growth of our three businesses, he said, “Shopee is on track to deliver our full year guidance of mid-twenties year-on-year GMV growth. SeaMoney’s loan book grew by over 70% year-on-year this quarter, while maintaining a stable NPL ratio. And for Garena, we now expect Free Fire’s full year bookings to grow over 30% year-on-year.”

 

On profitability, Mr. Li said, “I am very proud that we also improved our profitability while getting back to high growth. This quarter, Shopee achieved positive adjusted EBITDA, in both Asia and Brazil. As we continue to focus on delivering growth, we expect Shopee to remain profitable going forward.”

 

Third Quarter 2024 Highlights

 

§ Group
o Total GAAP revenue was US$4.3 billion, up 30.8% year-on-year.
o Total gross profit was US$1.9 billion, up 29.1% year-on-year.
o Total net income was US$153.3 million, as compared to total net loss of US$(144.0) million for the third quarter of 2023.
o Total adjusted EBITDA1 was US$521.3 million, as compared to US$35.3 million for the third quarter of 2023.
o As of September 30, 2024, cash, cash equivalents, short-term investments, and other treasury investments2 were US$9.9 billion, representing a net increase of US$929.2 million from June 30, 2024. This included US$429.0 million of cash proceeds received in the third quarter upon settlement of capped calls for the 1.00% convertible senior notes due 2024.

 

§ E-commerce
o Gross orders totaled 2.8 billion for the quarter, increasing by 24.2% year-on-year.
o GMV was US$25.1 billion for the quarter, increasing by 25.2% year-on-year.
o GAAP revenue was US$3.2 billion, up 42.6% year-on-year.
o GAAP revenue included US$2.8 billion of GAAP marketplace revenue, which consists of core marketplace revenue and value-added services revenue and increased by 43.2% year-on-year.
· Core marketplace revenue, mainly consisting of transaction-based fees and advertising revenues, was up 49.3% year-on-year to US$2.0 billion.
· Value-added services revenue, mainly consisting of revenues related to logistics services, was up 29.4% year-on-year to US$767.2 million.

 

  1  

 

o Adjusted EBITDA1 was US$34.4 million, as compared to US$(346.5) million for the third quarter of 2023.
· Asia markets recorded adjusted EBITDA of US$30.9 million, as compared to US$(306.2) million for the third quarter of 2023.
· Other markets achieved positive adjusted EBITDA of US$3.5 million, as compared to a loss of US$(40.3) million for the third quarter of 2023.

 

§ Digital Financial Services
o GAAP revenue was US$615.7 million, up 38.0% year-on-year.
o Adjusted EBITDA1 was US$187.9 million, up 13.4% year-on-year.
o Digital financial services revenue and operating income are primarily attributed to the consumer and SME credit business. As of September 30, 2024, consumer and SME loans principal outstanding was US$4.6 billion, up 73.2% year-on-year. This consists of US$3.8 billion on-book and US$0.8 billion off-book loans principal outstanding3.
o Non-performing loans past due by more than 90 days as a percentage of consumer and SME loans principal outstanding, which includes both on-book and off-book loans principal outstanding3, was 1.2%, a slight improvement quarter-on-quarter.

 

§ Digital Entertainment
o Bookings4 were US$556.5 million, up 24.3% year-on-year.
o GAAP revenue was US$497.8 million, as compared to US$592.2 million for the third quarter of 2023.
o Adjusted EBITDA1 was US$314.4 million, up 34.4% year-on-year.
o Adjusted EBITDA represented 56.5% of bookings for the third quarter of 2024, as compared to 52.2% for the third quarter of 2023.
o Quarterly active users were 628.5 million, up 15.5% year-on-year.
o Quarterly paying users were 50.2 million, up 23.9% year-on-year. Paying user ratio was 8.0%, as compared to 7.5% for the third quarter of 2023.
o Average bookings per user were US$0.89, as compared to US$0.82 for the third quarter of 2023.

 

 

1 For a discussion of the use of non-GAAP financial measures, see “Non-GAAP Financial Measures”.

2 Other treasury investments currently consist of group treasury related investments, such as available-for-sale sovereign bonds and corporate bonds, classified as part of long-term investments and securities purchased under agreements to resell relating to our banking operations.

3 Off-book loans principal outstanding mainly refers to channeling arrangements, which is lending by other financial institutions on our platform.

4 GAAP revenue for the digital entertainment segment plus change in digital entertainment deferred revenue. This operating metric is used as an approximation of cash spent by our users in the applicable period that is attributable to our digital entertainment segment.

 

  2  

 

Unaudited Summary of Financial Results

 

(Amounts are expressed in thousands of US dollars “$” except for per share data)

 

    For the Three Months
ended September 30,
       
    2023     2024     YOY%  
    $     $        
Revenue                        
Service revenue                        
Digital Entertainment     592,153       497,847       (15.9 )%
E-commerce and other services     2,417,036       3,412,362       41.2 %
Sales of goods     300,979       418,024       38.9 %
      3,310,168       4,328,233       30.8 %
                         
Cost of revenue                        
Cost of service                        
Digital Entertainment     (177,086 )     (156,043 )     (11.9 )%
E-commerce and other services     (1,403,975 )     (1,927,288 )     37.3 %
Cost of goods sold     (287,815 )     (383,841 )     33.4 %
      (1,868,876 )     (2,467,172 )     32.0 %
Gross profit     1,441,292       1,861,061       29.1 %
Other operating income     46,614       40,647       (12.8 )%
Sales and marketing expenses     (918,046 )     (878,557 )     (4.3 )%
General and administrative expenses     (273,575 )     (306,755 )     12.1 %
Provision for credit losses     (143,514 )     (211,991 )     47.7 %
Research and development expenses     (280,511 )     (301,990 )     7.7 %
Total operating expenses     (1,569,032 )     (1,658,646 )     5.7 %
Operating (loss) income     (127,740 )     202,415       (258.5 )%
Non-operating income, net     45,875       49,536       8.0 %
Income tax expense     (61,676 )     (92,598 )     50.1 %
Share of results of equity investees     (437 )     (6,029 )     1,279.6 %
Net (loss) income     (143,978 )     153,324       (206.5 )%
(Loss) Earnings per share attributable to Sea Limited’s ordinary shareholders:                        
Basic     (0.26 )     0.26       (200.0 )%
Diluted     (0.26 )     0.24       (192.3 )%
Change in deferred revenue of Digital Entertainment     (144,253 )     58,670       (140.7 )%
Adjusted EBITDA for Digital Entertainment (1)     233,998       314,428       34.4 %
Adjusted EBITDA for E-commerce (1)     (346,495 )     34,446       (109.9 )%
Adjusted EBITDA for Digital Financial Services (1)     165,731       187,927       13.4 %
Adjusted EBITDA for Other Services (1)     (8,771 )     (8,555 )     (2.5 )%
Unallocated expenses (2)     (9,179 )     (6,909 )     (24.7 )%
Total adjusted EBITDA (1)     35,284       521,337       1,377.5 %

 

(1) For a discussion of the use of non-GAAP financial measures, see “Non-GAAP Financial Measures”.

(2) Unallocated expenses within total adjusted EBITDA are mainly related to general and corporate administrative costs such as professional fees and other miscellaneous items that are not allocated to segments. These expenses are excluded from segment results as they are not reviewed by the Chief Operating Decision Maker (“CODM”) as part of segment performance.

 

  3  

 

Three Months Ended September 30, 2024 Compared to Three Months Ended September 30, 2023

 

Revenue

 

Our total GAAP revenue increased by 30.8% to US$4.3 billion in the third quarter of 2024 from US$3.3 billion in the third quarter of 2023.

 

· Digital Entertainment: GAAP revenue was US$497.8 million in the third quarter of 2024 compared to US$592.2 million in the third quarter of 2023. Despite the increase in bookings during the third quarter of 2024, the decrease in GAAP revenue was primarily due to a bigger portion of the revenue being deferred into future period as users’ average lifespan increased from our efforts in user engagement.

 

· E-commerce and other services: GAAP revenue increased by 41.2% to US$3.4 billion in the third quarter of 2024 from US$2.4 billion in the third quarter of 2023, primarily driven by the GMV growth of our e-commerce business and the growth of our credit business.

 

· Sales of goods: GAAP revenue increased by 38.9% to US$418.0 million in the third quarter of 2024 from US$301.0 million in the third quarter of 2023.

 

Cost of Revenue

 

Our total cost of revenue was US$2.5 billion in the third quarter of 2024, as compared to US$1.9 billion in the third quarter of 2023.

 

· Digital Entertainment: Cost of revenue decreased by 11.9% to US$156.0 million in the third quarter of 2024 from US$177.1 million in the third quarter of 2023.

 

· E-commerce and other services: Cost of revenue for our e-commerce and other services segment combined was US$1.9 billion in the third quarter of 2024, as compared to US$1.4 billion in the third quarter of 2023, primarily driven by an increase in logistics costs as orders volume grew.

 

· Cost of goods sold: Cost of goods sold increased by 33.4% to US$383.8 million in the third quarter of 2024 from US$287.8 million in the third quarter of 2023.

 

Other Operating Income

 

Our other operating income was US$40.6 million and US$46.6 million in the third quarter of 2024 and 2023, respectively. Other operating income mainly consists of rebates from e-commerce related logistics services providers.

 

  4  

 

Sales and Marketing Expenses

 

Our total sales and marketing expenses decreased by 4.3% to US$878.6 million in the third quarter of 2024 from US$918.0 million in the third quarter of 2023. The table below sets forth breakdown of the sales and marketing expenses of our major reporting segments. Amounts are expressed in thousands of US dollars (“$”).

 

    For the Three Months
ended September 30,
       
    2023     2024     YOY%  
    $     $        
Sales and Marketing Expenses                        
E-commerce     861,540       763,340       (11.4 )%
Digital Financial Services     25,152       65,632       160.9 %
Digital Entertainment     24,712       26,583       7.6 %

 

General and Administrative Expenses

 

Our general and administrative expenses increased by 12.1% to US$306.8 million in the third quarter of 2024 from US$273.6 million in the third quarter of 2023.

 

Provision for Credit Losses

 

Our provision for credit losses increased by 47.7% to US$212.0 million in the third quarter of 2024 from US$143.5 million in the third quarter of 2023.

 

Research and Development Expenses

 

Our research and development expenses increased by 7.7% to US$302.0 million in the third quarter of 2024 from US$280.5 million in the third quarter of 2023.

 

Non-operating Income or Losses, Net

 

Non-operating income or losses mainly consist of interest income, interest expense, investment gain (loss), foreign exchange gain (loss) and gain (loss) on debt extinguishment. We recorded a net non-operating income of US$49.5 million in the third quarter of 2024, as compared to a net non-operating income of US$45.9 million in the third quarter of 2023. The non-operating income in the third quarter of 2024 was primarily due to interest income of US$93.3 million and foreign exchange gain of US$27.6 million, partially offset by investment losses of US$64.2 million recognized.

 

Income Tax Expense

 

We had a net income tax expense of US$92.6 million and US$61.7 million in the third quarter of 2024 and 2023, respectively.

 

Net Income or Loss

 

As a result of the foregoing, we had net income of US$153.3 million in the third quarter of 2024, as compared to net loss of US$144.0 million in the third quarter of 2023.

 

  5  

 

Basic and Diluted Earnings or Loss Per Share Attributable to Sea Limited’s Ordinary Shareholders

 

Basic earnings per share attributable to Sea Limited’s ordinary shareholders was US$0.26 in the third quarter of 2024, compared to basic loss per share attributable to Sea Limited’s ordinary shareholders of US$(0.26) in the third quarter of 2023.

 

Diluted earnings per share attributable to Sea Limited’s ordinary shareholders was US$0.24 in the third quarter of 2024, compared to diluted loss per share attributable to Sea Limited’s ordinary shareholders of US$(0.26) in the third quarter of 2023.

 

  6  

 

Webcast and Conference Call Information

 

The Company’s management will host a conference call today to review Sea’s business and financial performance.

 

Details of the conference call and webcast are as follows:

 

Date and time:

7:30 AM U.S. Eastern Time on November 12, 2024

8:30 PM Singapore / Hong Kong Time on November 12, 2024

   
Webcast link: https://events.q4inc.com/attendee/114734356

 

A replay of the conference call will be available at the Company’s investor relations website (www.sea.com/investor/home). An archived webcast will be available at the same link above.

 

For enquiries, please contact:

 

Investors / analysts: ir@sea.com

Media: media@sea.com

 

About Sea Limited

 

Sea Limited (NYSE: SE) is a leading global consumer internet company founded in Singapore in 2009. Its mission is to better the lives of consumers and small businesses with technology. Sea operates three core businesses across digital entertainment, e-commerce, as well as digital financial services, known as Garena, Shopee and SeaMoney, respectively. Garena is a leading global online games developer and publisher. Shopee is the largest pan-regional e-commerce platform in Southeast Asia and Taiwan and has a significant presence in Latin America. SeaMoney is a leading digital financial services provider in Southeast Asia and is growing its presence in Brazil.

 

  7  

 

Forward-Looking Statements

 

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “may,” “could,” “will,” “expect,” “anticipate,” “aim,” “future,” “intend,” “plan,” “believe,” “estimate,” “likely to,” “potential,” “confident,” “guidance,” and similar statements. Among other things, statements that are not historical facts, including statements about Sea’s beliefs and expectations, the business, financial and market outlook, and projections from its management in this announcement, as well as Sea’s strategic and operational plans, contain forward-looking statements. Sea may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (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. 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: Sea’s goals and strategies; its future business development, financial condition, financial results, and results of operations; the expected growth in, and market size of, the digital entertainment, e-commerce and digital financial services industries in the markets where it operates, including segments within those industries; expected changes or guidance in its revenue, costs or expenditures; its ability to continue to source, develop and offer new and attractive online games and to offer other engaging digital entertainment content; the expected growth of its digital entertainment, e-commerce and digital financial services businesses; its expectations regarding growth in its user base, level of engagement, and monetization; its ability to continue to develop new technologies and/or upgrade its existing technologies; growth and trends of its markets and competition in its industries; government policies and regulations relating to its industries, including the effects of any government orders or actions on its businesses; general economic, political, social and business conditions in its markets; and the impact of widespread health developments. Further information regarding these and other risks is included in Sea’s 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 Sea undertakes no obligation to update any forward-looking statement, except as required under applicable law.

 

  8  

 

Non-GAAP Financial Measures

 

To supplement our consolidated financial statements, which are prepared and presented in accordance with U.S. GAAP, we use the following non-GAAP financial measures to help evaluate our operating performance:

 

· “Adjusted EBITDA” for our digital entertainment segment represents operating income (loss) plus (a) depreciation and amortization expenses, and (b) the net effect of changes in deferred revenue and its related cost for our digital entertainment segment. We believe that the segment adjusted EBITDA helps to identify underlying trends in our operating results, enhancing their understanding of the past performance and future prospects.

 

· “Adjusted EBITDA” for our e-commerce segment, digital financial services segment and other services segment represents operating income (loss) plus depreciation and amortization expenses. We believe that the segment adjusted EBITDA helps to identify underlying trends in our operating results, enhancing their understanding of the past performance and future prospects.

 

· “Total adjusted EBITDA” represents the sum of adjusted EBITDA of all our segments combined, plus unallocated expenses. We believe that the total adjusted EBITDA helps to identify underlying trends in our operating results, enhancing their understanding of the past performance and future prospects.

 

These non-GAAP financial measures have limitations as analytical tools. None of the above financial measures should be considered in isolation or construed as an alternative to revenue, net loss/income, or any other measure of performance or as an indicator of our operating performance. These non-GAAP financial measures presented here may not be comparable to similarly titled measures presented by other companies. Other companies may calculate similarly titled measures differently, limiting their usefulness as comparative measures to Sea’s data. We compensate for these limitations by reconciling the non-GAAP financial measures to their nearest U.S. GAAP financial measures, all of which should be considered when evaluating our performance. We encourage you to review our financial information in its entirety and not rely on any single financial measure.

 

  9  

 

The tables below present selected financial information of our reporting segments, the non-GAAP financial measures that are most directly comparable to GAAP financial measures, and the related reconciliations between the financial measures. Amounts are expressed in thousands of US dollars (“$”) except for number of shares & per share data.

 

    For the Three Months ended September 30, 2024  
    E-
commerce
    Digital
Financial
Services
    Digital
Entertainment
    Other
Services(1)
    Unallocated
expenses(2)
    Consolidated  
    $     $     $     $     $     $  
Operating (loss) income     (36,818 )     173,942       262,402       (11,001 )     (186,110 )     202,415  
Net effect of changes in deferred revenue and its related cost     -       -       46,712       -       -       46,712  
Depreciation and Amortization     71,264       13,985       5,314       2,446       -       93,009  
Share-based compensation     -       -       -       -       179,201       179,201  
Adjusted EBITDA     34,446       187,927       314,428       (8,555 )     (6,909 )     521,337  

 

    For the Three Months ended September 30, 2023  
    E-
commerce
    Digital
Financial
Services
    Digital
Entertainment
    Other
Services(1)
    Unallocated
expenses(2)
    Consolidated  
    $     $     $     $     $     $  
Operating (loss) income     (428,183 )     150,470       345,760       (11,704 )     (184,083 )     (127,740 )
Net effect of changes in deferred revenue and its related cost     -       -       (119,058 )     -       -       (119,058 )
Depreciation and Amortization     81,688       15,261       7,296       2,933       -       107,178  
Share-based compensation     -       -       -       -       174,904       174,904  
Adjusted EBITDA     (346,495 )     165,731       233,998       (8,771 )     (9,179 )     35,284  

 

(1) A combination of multiple business activities that do not meet the quantitative thresholds to qualify as reportable segments are grouped together as “Other Services”.

(2) Unallocated expenses are mainly related to share-based compensation and general and corporate administrative costs such as professional fees and other miscellaneous items that are not allocated to segments. These expenses are excluded from segment results as they are not reviewed by the CODM as part of segment performance.

 

  10  

 

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

Amounts expressed in thousands of US dollars (“$”) except for number of shares & per share data

 

    For the Nine Months
ended September 30,
 
    2023     2024  
    $        
Revenue                
Service revenue                
Digital Entertainment     1,661,236       1,391,525  
E-commerce and other services     6,999,109       9,391,099  
Sales of goods     786,587       1,086,806  
                 
Total revenue     9,446,932       11,869,430  
                 
Cost of revenue                
Cost of service                
Digital Entertainment     (511,121 )     (451,521 )
E-commerce and other services     (3,908,825 )     (5,407,157 )
Cost of goods sold     (718,126 )     (1,011,124 )
                 
Total cost of revenue     (5,138,072 )     (6,869,802 )
                 
Gross profit     4,308,860       4,999,628  
                 
Operating income (expenses)                
Other operating income     162,497       127,187  
Sales and marketing expenses     (1,811,790 )     (2,422,960 )
General and administrative expenses     (902,121 )     (901,447 )
Provision for credit losses     (473,954 )     (541,173 )
Research and development expenses     (884,320 )     (904,834 )
Impairment of goodwill     (117,875 )     -  
                 
Total operating expenses     (4,027,563 )     (4,643,227 )
                 
Operating income     281,297       356,401  
Interest income     240,361       271,847  
Interest expense     (30,946 )     (29,060 )
Investment loss, net     (45,377 )     (189,543 )
Net gain on debt extinguishment     -       34,415  
Foreign exchange gain     11,924       750  
                 
Income before income tax and share of results of equity investees     457,259       444,810  
Income tax expense     (185,786 )     (231,970 )
Share of results of equity investees     2,824       (2,605 )
                 
Net income     274,297       210,235  
                 
Net income attributable to non-controlling interests     (13,831 )     (3,222 )
                 
Net income attributable to Sea Limited’s ordinary shareholders     260,466       207,013  
                 
Earnings per share:                
Basic     0.46       0.36  
Diluted     0.44       0.34  
                 
Weighted average shares used in earnings per share computation:                
Basic     565,630,521       573,260,590  
Diluted     597,718,238       602,720,046  

 

  11  

 

UNAUDITED INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS

Amounts expressed in thousands of US dollars (“$”)

 

    As of
December 31,
    As of
September 30,
 
    2023     2024  
    $     $  
ASSETS                
Current assets                
Cash and cash equivalents     2,811,056       2,538,749  
Restricted cash     1,410,365       1,700,187  
Accounts receivable, net of allowance for credit losses of $9,351 and $5,996, as of December 31, 2023 and September 30, 2024 respectively     262,716       280,579  
Prepaid expenses and other assets     1,861,842       1,512,206  
Loans receivable, net of allowance for credit losses of $319,463 and $417,258, as of December 31, 2023 and September 30, 2024 respectively     2,464,662       3,640,809  
Inventories, net     125,395       200,712  
Short-term investments     2,547,644       5,374,539  
Amounts due from related parties     290,254       306,414  
Total current assets     11,773,934       15,554,195  
                 
Non-current assets                
Property and equipment, net     1,207,698       1,167,249  
Operating lease right-of-use assets, net     1,015,982       1,160,416  
Intangible assets, net     50,821       30,845  
Long-term investments     4,262,562       2,974,637  
Prepaid expenses and other assets     87,705       118,706  
Loans receivable, net of allowance for credit losses of $2,105 and $4,034, as of December 31, 2023 and September 30, 2024 respectively     20,551       63,202  
Restricted cash     22,236       27,316  
Deferred tax assets     328,961       481,358  
Goodwill     112,782       113,766  
Total non-current assets     7,109,298       6,137,495  
Total assets     18,883,232       21,691,690  

 

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UNAUDITED INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS

Amounts expressed in thousands of US dollars (“$”)

 

    As of
December 31,
    As of
September 30,
 
    2023     2024  
    $     $  
LIABILITIES AND SHAREHOLDERS’ EQUITY                
Current liabilities                
Accounts payable     342,547       274,771  
Accrued expenses and other payables     1,834,807       2,148,427  
Deposits payable     1,706,299       2,401,011  
Escrow payables and advances from customers     2,199,464       2,402,361  
Amounts due to related parties     64,081       164,910  
Borrowings     146,661       142,742  
Operating lease liabilities     290,788       315,512  
Convertible notes     151,764       151,996  
Deferred revenue     1,208,892       1,480,959  
Income tax payable     223,638       106,730  
Total current liabilities     8,168,941       9,589,419  
                 
Non-current liabilities                
Accrued expenses and other payables     79,257       86,822  
Borrowings     119,323       177,424  
Operating lease liabilities     789,514       895,710  
Deferred revenue     72,587       98,068  
Convertible notes     2,949,785       2,720,243  
Deferred tax liabilities     133       268  
Unrecognized tax benefits     6,107       95,157  
Total non-current liabilities     4,016,706       4,073,692  
Total liabilities     12,185,647       13,663,111  

 

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UNAUDITED INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS

Amounts expressed in thousands of US dollars (“$”)

 

    As of
December 31,
    As of
September 30,
 
    2023     2024  
    $     $  
Shareholders’ equity                
Class A Ordinary shares     262       266  
Class B Ordinary shares     23       23  
Additional paid-in capital     15,283,870       16,266,340  
Accumulated other comprehensive (loss) income     (108,000 )     25,090  
Statutory reserves     16,981       17,021  
Accumulated deficit     (8,599,306 )     (8,392,333 )
                 
Total Sea Limited shareholders’ equity     6,593,830       7,916,407  
Non-controlling interests     103,755       112,172  
Total shareholders’ equity     6,697,585       8,028,579  
Total liabilities and shareholders’ equity     18,883,232       21,691,690  

 

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UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Amounts expressed in thousands of US dollars (“$”)

 

    For the Nine Months ended
September 30,
 
    2023     2024  
    $        
Net cash generated from operating activities     1,800,855       2,256,438  
Net cash used in investing activities     (4,755,908 )     (3,279,780 )
Net cash generated from financing activities     182,626       984,283  
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash     (76,281 )     61,654  
Net (decrease) increase in cash, cash equivalents and restricted cash     (2,848,708 )     22,595  
Cash, cash equivalents and restricted cash at beginning of the period     7,610,384       4,243,657  
                 
Cash, cash equivalents and restricted cash at end of the period     4,761,676       4,266,252  

 

Net cash used in investing activities amounted to US$3,280 million for the nine months ended September 30, 2024. This was primarily attributable to increase in loans receivable of our credit business of US$1,598 million, net placement of US$1,405 million in securities purchased under agreements to resell, time deposits and liquid investment products, for better cash yield management and purchase of property and equipment of US$229 million to support the existing operations. Net cash generated from financing activities amounted to US$984 million for the nine months ended September 30, 2024. This was primarily attributable to an increase in bank deposits of US$692 million, settlement of capped calls of US$429 million as well as net proceeds from other funding sources related to credit business of US$43 million, offset by the cash used in repurchase of convertible notes of US$199 million.

 

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UNAUDITED SEGMENT INFORMATION

 

The Company has three reportable segments, namely e-commerce, digital financial services and digital entertainment. The Chief Operating Decision Maker (“CODM”) reviews the performance of each segment based on revenue and certain key operating metrics of the operations and uses these results for the purposes of allocating resources to and evaluating the financial performance of each segment. Amounts are expressed in thousands of US dollars (“$”).

 

    For the Three Months ended September 30, 2024  
    E-
commerce
    Digital
Financial
Services
    Digital
Entertainment
    Other
Services(1)
    Unallocated
expenses(2)
    Consolidated  
    $     $     $     $     $     $  
Revenue     3,183,558       615,711       497,847       31,117       -       4,328,233  
Operating (loss) income     (36,818 )     173,942       262,402       (11,001 )     (186,110 )     202,415  
Non-operating income, net                                             49,536  
Income tax expense                                             (92,598 )
Share of results of equity investees                                             (6,029 )
Net income                                             153,324  

 

    For the Three Months ended September 30, 2023  
    E-
commerce
    Digital
Financial
Services
    Digital
Entertainment
    Other
Services(1)
    Unallocated
expenses(2)
    Consolidated  
    $     $     $     $     $     $  
Revenue     2,231,954       446,249       592,153       39,812       -       3,310,168  
Operating (loss) income     (428,183 )     150,470       345,760       (11,704 )     (184,083 )     (127,740 )
Non-operating income, net                                             45,875  
Income tax expense                                             (61,676 )
Share of results of equity investees                                             (437 )
Net loss                                             (143,978 )

 

(1) A combination of multiple business activities that do not meet the quantitative thresholds to qualify as reportable segments are grouped together as “Other Services”.

(2) Unallocated expenses are mainly related to share-based compensation and general and corporate administrative costs such as professional fees and other miscellaneous items that are not allocated to segments. These expenses are excluded from segment results as they are not reviewed by the CODM as part of segment performance.

 

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