SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
March 2025
Commission File Number: 001-37925
GDS Holdings Limited
(Registrant’s name)
F4/F5, Building C, Sunland
International
No. 999 Zhouhai Road
Pudong, Shanghai 200137
People’s Republic
of China
(Address of principal executive offices)
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 ¨
EXHIBITS
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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GDS Holdings Limited |
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Date: March 19, 2025 |
By: |
/s/
William Wei Huang |
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Name: |
William Wei Huang |
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Title: |
Chief Executive Officer |
Exhibit 99.1

GDS
Reports
Fourth
Quarter and Full Year 2024
Results
GDS
Holdings Limited Reports Fourth Quarter and Full Year 2024 Results
Shanghai,
China, March 19, 2025 – GDS Holdings Limited (“GDS Holdings”, “GDS” or the “Company”)
(NASDAQ: GDS; HKEX: 9698), a leading developer and operator of high-performance data centers in China, today announced its unaudited
financial results for the fourth quarter and full year ended December 31, 2024.
DayOne
Data Centers Limited (“DayOne”), previously known as GDS International or GDSI, completed and closed its Series B equity
raise on December 31, 2024. At closing, GDS’s equity interest in DayOne was diluted from 52.7% to 35.6%. Accordingly, GDS
deconsolidated DayOne as a subsidiary and recognized DayOne as an equity investee. In the consolidated financial statements for the quarter
and year ended December 31, 2024, DayOne’s operational results and cash flows have been excluded from the Company’s
financial results from continuing operations and have been separately itemized under discontinued operations. Retrospective adjustments
to the historical statements of operations and cash flows have also been made to provide a consistent basis of comparison for the financial
results. Furthermore, retrospective adjustments were made to categorize and label DayOne’s assets and liabilities as “assets
or liabilities of discontinued operations” on balance sheets for the comparative periods. Additionally, DayOne’s operating
metrics have also been excluded from the Company’s operating metrics and have been separately itemized under discontinued operations.
Fourth
Quarter 2024 Financial Highlights For Continuing Operations
| · | Net
revenue increased by 9.1% year-over-year (“Y-o-Y”) to RMB2,690.7 million (US$368.6
million) in the fourth quarter of 2024 (4Q2023: RMB2,465.3 million). |
| · | Net
loss from continuing operations was RMB173.4 million (US$23.8 million) in the fourth quarter
of 2024 (4Q2023: RMB3,074.6 million). |
| · | Adjusted
EBITDA (non-GAAP) increased by 13.9% Y-o-Y to RMB1,297.7 million (US$177.8 million) in the
fourth quarter of 2024 (4Q2023: RMB1,139.2 million). See “Non-GAAP Disclosure”
and “Reconciliations of GAAP and non-GAAP results” elsewhere in this earnings
release. |
| · | Adjusted
EBITDA margin (non-GAAP) was 48.2% in the fourth quarter of 2024 (4Q2023: 46.2%). |
Full
Year 2024 Financial Highlights For Continuing Operations
| · | Net
revenue increased by 5.5% Y-o-Y to RMB10,322.1 million (US$1,414.1 million) in 2024 (2023:
RMB9,782.4 million). |
| · | Net
loss from continuing operations was RMB770.9 million (US$105.6 million) in 2024 (2023: RMB3,926.0
million). |
| · | Adjusted
EBITDA (non-GAAP) increased by 3.0% Y-o-Y to RMB4,876.4 million (US$668.1 million) in 2024
(2023: RMB4,733.0 million). See “Non-GAAP Disclosure” and “Reconciliations
of GAAP and non-GAAP results” elsewhere in this earnings release. |
| · | Adjusted
EBITDA margin (non-GAAP) was 47.2% in 2024 (2023: 48.4%). |
Fourth
Quarter and Full Year 2024 Operating Highlights For Continuing Operations
| · | Total
area committed and pre-committed increased by 1.8% Y-o-Y to 629,997 sqm as of December 31,
2024 (December 31, 2023: 618,942 sqm). |
| · | Area
utilized increased by 11.8% Y-o-Y to 453,094 sqm as of December 31, 2024 (December 31,
2023: 405,302 sqm). |
| · | Utilization
rate for area in service was 73.8% as of December 31, 2024 (December 31, 2023:
73.9%). |
“In
2024, we executed our business strategy in a disciplined way,” stated Mr. William Huang, Chairman and CEO of GDS. “We
focused on backlog delivery while being selective on new commitments. At the same time, we made significant progress with our asset monetisation
program with first ever data center ABS issue in China. Looking forward, we are well positioned strategically and financially to capture
new business opportunities arising from AI.”
Fourth
Quarter 2024 Financial Results For Continuing Operations
Net
revenue in the fourth quarter of 2024 was RMB2,690.7 million (US$368.6 million), a 9.1% increase over the same period last year of RMB2,465.3
million. The Y-o-Y increase was mainly due to continued ramp-up of our data centers.
Cost
of revenue in the fourth quarter of 2024 was RMB2,112.5 million (US$289.4 million), a 3.9% increase over the same period last year of
RMB2,032.4 million. The Y-o-Y increase was in line with the continued growth of our business.
Gross
profit was RMB578.1 million (US$79.2 million) in the fourth quarter of 2024, a 33.5% increase over the same period last year of RMB432.9
million.
Gross
profit margin was 21.5% in the fourth quarter of 2024, compared with 17.6% in the same period last year. The Y-o-Y increase was mainly
due to a lower level of depreciation and amortization costs as percentage of net revenue as the data centers continue to ramp up.
Adjusted
Gross Profit (“Adjusted GP”) (non-GAAP) is defined as gross profit excluding depreciation and amortization, operating lease
cost relating to prepaid land use rights, accretion expenses for asset retirement costs and share-based compensation expenses allocated
to cost of revenue. Adjusted GP was RMB1,396.7 million (US$191.3 million) in the fourth quarter of 2024, an 11.8% increase over the same
period last year of RMB1,249.3 million. See “Non-GAAP Disclosure” and “Reconciliations of GAAP and non-GAAP results”
elsewhere in this earnings release.
Adjusted
GP margin (non-GAAP) was 51.9% in the fourth quarter of 2024, compared with 50.7% in the same period last year. The Y-o-Y increase was
mainly due to a lower level of cash cost components as percentage of net revenue.
Selling
and marketing expenses, excluding share-based compensation expenses of RMB6.9 million (US$0.9 million), were RMB23.7 million (US$3.2
million) in the fourth quarter of 2024, a 4.1% decrease over the same period last year of RMB24.7 million (excluding share-based compensation
of RMB9.3 million). The Y-o-Y decrease was mainly due to less marketing activities.
General
and administrative expenses, excluding share-based compensation expenses of RMB55.9 million (US$7.7 million), depreciation and amortization
expenses of RMB79.0 million (US$10.8 million) and operating lease cost relating to prepaid land use rights of RMB15.6 million (US$2.1
million), were RMB108.5 million (US$14.9 million) in the fourth quarter of 2024, a 3.3% increase over the same period last year of RMB105.1
million (excluding share-based compensation expenses of RMB35.8 million, depreciation and amortization expenses of RMB88.9 million and
operating lease cost relating to prepaid land use rights of RMB16.6 million). The Y-o-Y increase was due to an increase in corporate
activities as business continues to grow.
Research
and development costs were RMB6.9 million (US$0.9 million) in the fourth quarter of 2024, compared with RMB12.8 million in the same period
last year.
Impairment
losses of long-lived assets was zero in the fourth quarter of 2024, compared with RMB3,013.4 million in the same period last year.
Net
interest expenses for the fourth quarter of 2024 were RMB458.7 million (US$62.8 million), a 1.8% increase over the same period last year
of RMB450.7 million. The Y-o-Y increase was mainly due to a higher level of total borrowings.
Foreign
currency exchange gain for the fourth quarter of 2024 was RMB8.1 million (US$1.1 million), compared with a loss of RMB6.0 million in
the same period last year.
Others,
net for the fourth quarter of 2024 was RMB29.7 million (US$4.1 million), compared with RMB30.3 million in the same period last year.
Income
tax expenses for the fourth quarter of 2024 were RMB34.1 million (US$4.7 million), compared with income tax benefits of RMB225.3 million
in the same period last year.
Net
loss from continuing operations in the fourth quarter of 2024 was RMB173.4 million (US$23.8 million), compared with RMB3,074.6 million
in the same period last year.
Adjusted
EBITDA (non-GAAP) is defined as net income (loss) excluding income (loss) from discontinued operations, net interest expenses, income
tax expenses (benefits), depreciation and amortization, operating lease cost relating to prepaid land use rights, accretion expenses
for asset retirement costs, share-based compensation expenses, gain from purchase price adjustment and impairment losses of long-lived
assets. Adjusted EBITDA was RMB1,297.7 million (US$177.8 million) in the fourth quarter of 2024, a 13.9% increase over the same period
last year of RMB1,139.2 million.
Adjusted
EBITDA margin (non-GAAP) was 48.2% in the fourth quarter of 2024, compared with 46.2% in the same period last year. The Y-o-Y increase
was mainly due to a lower level of cash cost components as percentage of net revenue and a decrease in corporate expenses as percentage
of net revenue.
Full
Year 2024 Financial Results For Continuing Operations
Net
revenue in 2024 was RMB10,322.1 million (US$1,414.1 million), a 5.5% increase from RMB9,782.4 million in 2023, or a 6.3% increase excluding
previously disclosed one-time items in 2023.
Cost
of revenue in 2024 was RMB8,099.4 million (US$1,109.6 million), a 3.4% increase from RMB7,831.2 million in 2023.
Gross
profit was RMB2,222.6 million (US$304.5 million) in 2024, a 13.9% increase from RMB1,951.2 million in 2023. Gross profit margin was 21.5%
in 2024, compared with 19.9% in 2023.
Selling
and marketing expenses, excluding share-based compensation expenses of RMB25.0 million (US$3.4 million), were RMB91.4 million (US$12.5
million) in 2024, a 5.9% decrease from RMB97.1 million (excluding share-based compensation of RMB43.8 million) in 2023.
General
and administrative expenses, excluding share-based compensation expenses of RMB165.6 million (US$22.7 million), depreciation and amortization
expenses of RMB291.7 million (US$40.0 million) and operating lease cost relating to prepaid land use rights of RMB65.3 million (US$8.9
million), were RMB395.3 million (US$54.2 million) in 2024, a 13.9% increase from RMB347.1 million (excluding share-based compensation
expenses of RMB162.9 million, depreciation and amortization expenses of RMB387.8 million and operating lease cost relating to prepaid
land use rights of RMB68.2 million) in 2023.
Research
and development costs were RMB36.3 million (US$5.0 million) in 2024, compared with RMB38.2 million in 2023.
Impairment
losses of long-lived assets was zero in 2024, compared with RMB3,013.4 million in 2023.
Net
interest expenses were RMB1,834.9 million (US$251.4 million) in 2024, a 0.4% decrease from RMB1,842.5 million in 2023.
Others,
net was RMB49.1 million (US$6.7 million) in 2024, compared with RMB109.7 million in 2023.
Net
loss from continuing operations was RMB770.9 million (US$105.6 million) in 2024, compared with RMB3,926.0 million in 2023.
Adjusted
EBITDA (non-GAAP) was RMB4,876.4 million (US$668.1 million) in 2024, a 3.0% increase from RMB4,733.0 million in 2023, or a 5.1% increase
excluding previously disclosed one-time items in 2023.
Adjusted
EBITDA margin (non-GAAP) was 47.2% in 2024, compared with 48.4% in 2023, or 47.8% excluding previously disclosed one-time items in 2023.
Fourth
Quarter and Full Year 2024 Financial Results for Discontinued Operations
Net
revenue was RMB443.4 million (US$60.7 million) in the fourth quarter of 2024, a 331.1% increase from RMB102.9 million in the same period
last year. For the full year 2024, net revenue was RMB1,262.1 million (US$172.9 million), a 618.2% increase from RMB175.7 million in
2023.
Loss
from operations of discontinued operations, net of income taxes in the fourth quarter of 2024 was RMB190.5 million (US$26.1 million),
compared with RMB90.0 million in the same period last year. Loss from operations of discontinued operations, net of income taxes in 2024
was RMB400.8 million (US$54.9 million), compared with RMB359.4 million in 2023.
Adjusted
EBITDA (non-GAAP) for discontinued operations is defined as loss from operations of discontinued operations, net of income taxes excluding
net interest expenses, income tax expenses (benefits), depreciation and amortization, operating lease cost relating to prepaid land use
rights and accretion expenses for asset retirement costs. Adjusted EBITDA (non-GAAP) was RMB109.7 million (US$15.0 million) in the fourth
quarter of 2024, compared with RMB3.8 million in the same period last year. For the full year 2024, Adjusted EBITDA (non-GAAP) was RMB332.3
million (US$45.5 million), compared with negative RMB98.5 million in 2023.
Adjusted
EBITDA margin (non-GAAP) was 24.7% in the fourth quarter of 2024, compared with 3.7% in the same period last year. For the full year
2024, adjusted EBITDA margin (non-GAAP) was 26.3% compared with negative 56.1% in 2023.
Gain
on Deconsolidation of Subsidiaries
Gain
on deconsolidation of subsidiaries in the fourth quarter of 2024 and full year of 2024 was RMB4,475.5 million (US$613.1 million), arising
from the difference between the aggregate of the fair value of retained non-controlling equity interest and the carrying amount of equity
interest owned by other investors in former subsidiaries at the date of deconsolidation, and the carrying amount of the deconsolidated
subsidiaries’ assets and liabilities.
Net
Income
Net
income in the fourth quarter of 2024 was RMB4,111.6 million (US$563.3 million), compared with a net loss of RMB3,164.6 million in the
same period last year.
Net
income was RMB3,303.8 million (US$452.6 million) in 2024, compared with a net loss of RMB4,285.4 million in 2023.
Basic
and diluted income per ordinary share in the fourth quarter of 2024 was RMB2.81 (US$0.39), compared with loss of RMB2.16 in the same
period last year.
Basic
and diluted income per American Depositary Share (“ADS”) in the fourth quarter of 2024 was RMB22.51 (US$3.08), compared with
loss of RMB17.30 in the same period last year.
Basic
and diluted income per ordinary share was RMB2.29 (US$0.31) in 2024, compared with loss of RMB2.96 in 2023.
Basic
and diluted income per ADS was RMB18.28 (US$2.50) in 2024, compared with loss of RMB23.67 in 2023.
Liquidity
for GDS Excluding DayOne
GDS
deconsolidated DayOne as a subsidiary on December 31, 2024. As a result, the following financial information excludes DayOne’s
assets and liabilities.
As
of December 31, 2024, cash was RMB7,867.7 million (US$1,077.9 million).
Total
short-term debt was RMB4,978.4 million (US$682.0 million), comprised of short-term borrowings and the current portion of long-term borrowings
of RMB4,341.6 million (US$594.8 million), the current portion of convertible bonds payable of RMB575 thousand (US$79 thousand) and the
current portion of finance lease and other financing obligations of RMB636.2 million (US$87.2 million). Total long-term debt was RMB38,084.2
million (US$5,217.5 million), comprised of long-term borrowings (excluding current portion) of RMB21,906.0 million (US$3,001.1 million),
the non-current portion of convertible bonds payable of RMB8,576.6 million (US$1,175.0 million) and the non-current portion of finance
lease and other financing obligations of RMB7,601.7 million (US$1,041.4 million).
During
the fourth quarter of 2024, the Company obtained new debt financing and refinancing facilities of RMB960.0 million (US$131.5 million)
for continuing operations.
During
the full year of 2024, the Company obtained new debt financing and refinancing facilities of RMB5,734.0 million (US$785.5 million) for
continuing operations.
Liquidity
For DayOne
As
of December 31, 2024, upon deconsolidation, cash was RMB9,930.9 million (US$1,360.5 million). Total gross debt, including borrowings
and finance lease and other financing obligations, was RMB10,417.6 million (US$1,427.2 million).
Fourth
Quarter and Full Year 2024 Operating Results For Continuing Operations
Sales
Total
area committed and pre-committed at the end of the fourth quarter of 2024 was 629,997 sqm, compared with 618,942 sqm at the end of the
fourth quarter of 2023 and 626,783 sqm at the end of the third quarter of 2024, an increase of 1.8% Y-o-Y and 0.5% quarter-over-quarter
(“Q-o-Q”), respectively. In the fourth quarter of 2024, gross additional total area committed was 9,387 sqm, mainly contributed
by data centers in Shanghai. Net additional total area committed was 3,214 sqm. In the full year of 2024, gross additional total area
committed was 49,452 sqm, and net additional total area committed was 11,055 sqm.
Data
Center Resources
Area
in service at the end of the fourth quarter of 2024 was 613,583 sqm, compared with 548,352 sqm at the end of the fourth quarter of 2023
and 595,606 sqm at the end of the third quarter of 2024, an increase of 11.9% Y-o-Y and 3.0% Q-o-Q. In the fourth quarter of 2024, net
additional area in service for China was 17,977 sqm, mainly from data centers in Changshu, Langfang and Huizhou.
Area
under construction at the end of the fourth quarter of 2024 was 102,691 sqm, compared with 151,602 sqm at the end of the fourth quarter
of 2023 and 120,422 sqm at the end of the third quarter of 2024, a decrease of 32.3% Y-o-Y and 14.7% Q-o-Q, respectively.
Commitment
rate for area in service was 91.9% at the end of the fourth quarter of 2024, compared with 92.5% at the end of the fourth quarter of
2023 and 92.1% at the end of the third quarter of 2024. Pre-commitment rate for area under construction was 64.1% at the end of the fourth
quarter of 2024, compared with 73.8% at the end of the fourth quarter of 2023 and 65.1% at the end of the third quarter of 2024.
Move-In
Area
utilized at the end of the fourth quarter of 2024 was 453,094 sqm, compared with 405,302 sqm at the end of the fourth quarter of 2023
and 438,654 sqm at the end of the third quarter of 2024, an increase of 11.8% Y-o-Y and 3.3% Q-o-Q. In the fourth quarter of 2024, gross
additional area utilized was 16,390 sqm, mainly contributed by data centers in Langfang, Huizhou and Shanghai. Net additional area utilized
was 14,440 sqm. In the full year of 2024, gross additional area utilized was 79,431 sqm, and net additional area utilized was 47,792
sqm.
Utilization
rate for area in service was 73.8% at the end of the fourth quarter of 2024, compared with 73.9% at the end of the fourth quarter of
2023 and 73.6% at the end of the third quarter of 2024.
Fourth
Quarter and Full Year 2024 Operating Results for Discontinued Operations
Total
power committed was 469 MW as of December 31, 2024, an increase from 433 MW as of September 30, 2024. The contribution was
mainly from the two sites in Johor, Malaysia.
Power
Capacity in Service was 132 MW as of December 31, 2024, compared to 131 MW as of September 30, 2024. Power Capacity Under Construction
was 369 MW as of December 31, 2024, an increase from 320 MW as of September 30, 2024. This increase was primarily driven by
the progress of two new data centers under construction in Johor sites.
Power
utilized was 123 MW as of December 31, 2024, an increase from 105 MW as of September 30, 2024. Utilization Rate was 93.6% as
of December 31, 2024.
Recent
Development
Reference
is made to the Company’s press release on March 10, 2025 where it announced that it has entered into definitive agreements
to monetize, on a net basis, a 70% equity interest in certain of its data centers, at an implied enterprise value (“EV”)
to EBITDA multiple of around 13 times. In such transaction, GDS is selling a 100% equity interest in certain data center project companies
to a purchaser which is special purpose vehicle involving the issue of an Asset Backed Security (“ABS”). The ABS is 70% subscribed
by top tier institutional investors in China, led by China Life Insurance Company Limited (“China Life"), whilst GDS subscribes
for the remaining 30% and retains the rights for on-going operation of the underlying data centers. The ABS will be registered on the
Shanghai Stock Exchange as a privately-held standardized security product. The ABS is specifically designed to facilitate an eventual
injection into a public REIT vehicle (commonly referred to as “C-REIT”) for public offering and listing in the future, when
certain qualification requirements under the ABS scheme are satisfied. Notwithstanding the above, such potential injection remains subject
to, among other things, the satisfaction of relevant regulatory and disclosure requirements (including but not limited to the Hong Kong
Listing Rules requirement on spin-off listing) and there is currently no concrete or definitive plan in this regard.
Business
Outlook For Continuing Operations
For
the full year of 2025, the Company expects its total revenues to be between RMB11,290 million to RMB11,590 million, implying a year-on-year
increase of between approximately 9.4% to 12.3%; and its Adjusted EBITDA to be between RMB5,190 million to RMB5,390 million, implying
a year-on-year increase of between approximately 6.4% to 10.5%. In addition, the Company expects capex to be around RMB4,300 million
for the full year of 2025.
This
forecast assumes completion of the ABS transaction and deconsolidation of the underlying data center project companies. However, the
gain on sale is not included in Adjusted EBITDA.
This
forecast reflects the Company’s preliminary view on the current business situation and market conditions, which are subject to
change.
Conference
Call
Management
will hold a conference call at 8:00 a.m. U.S. Eastern Time on March 19, 2025 (8:00 p.m. Beijing Time on March 19,
2025) to discuss financial results and answer questions from investors and analysts.
Participants
should complete online registration using the link provided below at least 15 minutes before the scheduled start time. Upon registration,
participants will receive the conference call access information, including dial-in numbers, a personal PIN and an e-mail with detailed
instructions to join the conference call.
Participant
Online Registration:
https://register-conf.media-server.com/register/BI4cc739e1f3c748ffa22f7df4125e5079
A
live and archived webcast of the conference call will be available on the Company's investor relations website at investors.gds-services.com.
Non-GAAP
Disclosure
Our
management and board of directors use Adjusted EBITDA, Adjusted EBITDA margin, Adjusted GP and Adjusted GP margin, which are non-GAAP
financial measures, to evaluate our operating performance, establish budgets and develop operational goals for managing our business.
We believe that the exclusion of the income and expenses eliminated in calculating Adjusted EBITDA and Adjusted GP can provide useful
and supplemental measures of our core operating performance. In particular, we believe that the use of Adjusted EBITDA as a supplemental
performance measure captures the trend in our operating performance by excluding from our operating results the impact of our capital
structure (primarily interest expense), asset base charges (primarily depreciation and amortization, operating lease cost relating to
prepaid land use rights, accretion expenses for asset retirement costs and impairment losses of long-lived assets), other non-cash expenses
(primarily share-based compensation expenses), and other income and expenses which we believe are not reflective of our operating performance,
whereas the use of adjusted gross profit as a supplemental performance measure captures the trend in gross profit performance of our
data centers in service by excluding from our gross profit the impact of asset base charges (primarily depreciation and amortization,
operating lease cost relating to prepaid land use rights and accretion expenses for asset retirement costs) and other non-cash expenses
(primarily share-based compensation expenses) included in cost of revenue. In addition, we exclude the income (loss) from discontinued
operation from our Adjusted EBITDA and Adjusted EBITDA margin to measure our financial performance from continuing operations, which
will be consistent with our future financial performance disclosure.
We
note that depreciation and amortization is a fixed cost which commences as soon as each data center enters service. However, it usually
takes several years for new data centers to reach high levels of utilization and profitability. The Company incurs significant depreciation
and amortization costs for its early stage data center assets. Accordingly, gross profit, which is a measure of profitability after taking
into account depreciation and amortization, does not accurately reflect the Company’s core operating performance.
We
also present these non-GAAP measures because we believe these non-GAAP measures are frequently used by securities analysts, investors
and other interested parties as measures of the financial performance of companies in our industry.
These
non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. These non-GAAP financial
measures have limitations as analytical tools, and when assessing our operating performance, cash flows or our liquidity, investors should
not consider them in isolation, or as a substitute for gross profit, net income (loss), cash flows provided by (used in) operating activities
or other consolidated statements of operations and cash flow data prepared in accordance with U.S. GAAP. There are a number of limitations
related to the use of these non-GAAP financial measures instead of their nearest GAAP equivalent. First, Adjusted EBITDA, Adjusted EBITDA
margin, Adjusted GP, and Adjusted GP margin are not substitutes for gross profit, net income (loss), cash flows provided by (used in)
operating activities or other consolidated statements of operation and cash flow data prepared in accordance with U.S. GAAP. Second,
other companies may calculate these non-GAAP financial measures differently or may use other measures to evaluate their performance,
all of which could reduce the usefulness of these non-GAAP financial measures as tools for comparison. Finally, these non-GAAP financial
measures do not reflect the impact of income (loss) from discontinued operations, net interest expenses, incomes tax benefits (expenses),
depreciation and amortization, operating lease cost relating to prepaid land use rights, accretion expenses for asset retirement costs,
share-based compensation expenses, gain from purchase price adjustment and impairment losses of long-lived assets, each of which have
been and may continue to be incurred in our business.
We
mitigate these limitations by reconciling the non-GAAP financial measure to the most comparable U.S. GAAP performance measure, all of
which should be considered when evaluating our performance. We do not provide forward-looking guidance for certain financial data, such
as depreciation, amortization, accretion, share-based compensation and net income (loss); the impact of such data and related adjustments
can be significant. As a result, we are not able to provide a reconciliation of forward-looking U.S. GAAP to forward-looking non-GAAP
financial measures without unreasonable effort. Such forward-looking non-GAAP financial measures include the forecast for Adjusted EBITDA
in the section captioned “Business Outlook For Continuing Operations” set forth in this press release.
For
more information on these non-GAAP financial measures, please see the table captioned “Reconciliations of GAAP and non-GAAP results”
set forth at the end of this press release.
Exchange
Rate
This
announcement contains translations of certain RMB amounts into U.S. dollars (“USD”) at specified rates solely for the convenience
of the reader. Unless otherwise stated, all translations from RMB to USD were made at the rate of RMB7.2993 to US$1.00, the noon buying
rate in effect on December 31, 2024 in the H.10 statistical release of the Federal Reserve Board. The Company makes no representation
that the RMB or USD amounts referred could be converted into USD or RMB, as the case may be, at any particular rate or at all.
Statement
Regarding Preliminary Unaudited Financial Information
The
unaudited financial information set out in this earnings release is preliminary and subject to potential adjustments. Adjustments to
the consolidated financial statements may be identified when audit work has been performed for the Company’s year-end audit, which
could result in significant differences from this preliminary unaudited financial information.
About
GDS Holdings Limited
GDS
Holdings Limited (NASDAQ: GDS; HKEX: 9698) is a leading developer and operator of high-performance data centers in China. The Company’s
facilities are strategically located in and around primary economic hubs where demand for high-performance data center services is concentrated.
The Company’s data centers have large net floor area, high power capacity, density and efficiency, and multiple redundancies across
all critical systems. GDS is carrier and cloud-neutral, which enables its customers to access the major telecommunications networks,
as well as the largest PRC and global public clouds, which are hosted in many of its facilities. The Company offers co-location and a
suite of value-added services, including managed hybrid cloud services through direct private connection to leading public clouds, managed
network services, and, where required, the resale of public cloud services. The Company has a 24-year track record of service delivery,
successfully fulfilling the requirements of some of the largest and most demanding customers for outsourced data center services in China.
The Company’s customer base consists predominantly of hyperscale cloud service providers, large internet companies, financial institutions,
telecommunications carriers, IT service providers, and large domestic private sector and multinational corporations. The Company
also holds a non-controlling 35.6% equity interest in DayOne Data Centers Limited which develops and operates data centers in International
markets.
Safe
Harbor Statement
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 “aim,”
“anticipate,” “believe,” “continue,” “estimate,” “expect,” “future,”
“guidance,” “intend,” “is/are likely to,” “may,” “ongoing,” “plan,”
“potential,” “target,” “will,” and similar statements. Among other things, statements that are not
historical facts, including statements about GDS Holdings’ beliefs and expectations regarding the growth of its businesses and
its revenue for the full fiscal year, the business outlook and quotations from management in this announcement, as well as GDS Holdings’
strategic and operational plans, are or contain forward-looking statements. GDS Holdings may also make written or oral forward-looking
statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”) on Forms 20-F and 6-K, in its
current, interim and annual reports to shareholders, in announcements, circulars or other publications made on the website of the Stock
Exchange of Hong Kong Limited (the “Hong Kong Stock Exchange”), 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 GDS Holdings’ actual results or financial performance to differ materially from those contained
in any forward-looking statement, including but not limited to the following: GDS Holdings’ goals and strategies; GDS Holdings’
future business development, financial condition and results of operations; the expected growth of the market for high-performance data
centers, data center solutions and related services in China and regions in which GDS’ major equity investees operate, such as
South East Asia; GDS Holdings’ expectations regarding demand for and market acceptance of its high-performance data centers, data
center solutions and related services; GDS Holdings’ expectations regarding building, strengthening and maintaining its relationships
with new and existing customers; the results of operations, growth prospects, financial condition, regulatory environment, competitive
landscape and other uncertainties associated with the business and operations of our significant equity investee DayOne; the continued
adoption of cloud computing and cloud service providers in China and other major markets that may impact the results of our equity investees,
such as South East Asia; risks and uncertainties associated with increased investments in GDS Holdings’ business and new data center
initiatives; risks and uncertainties associated with strategic acquisitions and investments; GDS Holdings’ ability to maintain
or grow its revenue or business; fluctuations in GDS Holdings’ operating results; changes in laws, regulations and regulatory environment
that affect GDS Holdings’ business operations and those of its major equity investees; competition in GDS Holdings’ industry
in China and in markets that affect the business of our major equity investees, such as South East Asia; security breaches; power outages;
and fluctuations in general economic and business conditions in China and globally, and assumptions underlying or related to any of the
foregoing. Further information regarding these and other risks, uncertainties or factors is included in GDS Holdings’ filings with
the SEC, including its annual report on Form 20-F, and with the Hong Kong Stock Exchange. All information provided in this press
release is as of the date of this press release and are based on assumptions that GDS Holdings believes to be reasonable as of such date,
and GDS Holdings does not undertake any obligation to update any forward-looking statement, except as required under applicable law.
For
investor and media inquiries, please contact:
GDS
Holdings Limited
Laura
Chen
Phone:
+86 (21) 2029-2203
Email:
ir@gds-services.com
Piacente
Financial Communications
Ross
Warner
Phone:
+86 (10) 6508-0677
Email:
GDS@tpg-ir.com
Brandi
Piacente
Phone:
+1 (212) 481-2050
Email:
GDS@tpg-ir.com
GDS
Holdings Limited
GDS
HOLDINGS LIMITED
UNAUDITED
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amount
in thousands of Renminbi ("RMB") and US dollars ("US$"))
| |
As
of December 31, 2023 | | |
As
of December 31, 2024 |
|
| |
RMB | | |
RMB | | |
US$ | |
Assets | |
| | | |
| | | |
| | |
Current
assets | |
| | | |
| | | |
| | |
Cash | |
| 7,354,809 | | |
| 7,867,659 | | |
| 1,077,865 | |
Accounts
receivable, net of allowance for credit losses | |
| 2,493,059 | | |
| 3,021,956 | | |
| 414,006 | |
Value-added-tax
(“VAT”) recoverable | |
| 214,385 | | |
| 240,506 | | |
| 32,949 | |
Prepaid
expenses and other current assets | |
| 483,833 | | |
| 482,950 | | |
| 66,164 | |
Current
assets of discontinued operations | |
| 437,567 | | |
| 0 | | |
| 0 | |
Total
current assets | |
| 10,983,653 | | |
| 11,613,071 | | |
| 1,590,984 | |
Non-current
assets | |
| | | |
| | | |
| | |
Long-term
investments in equity investees | |
| 7,298 | | |
| 7,544,555 | | |
| 1,033,600 | |
Property
and equipment, net | |
| 40,098,423 | | |
| 40,204,133 | | |
| 5,507,944 | |
Prepaid
land use rights, net | |
| 22,388 | | |
| 21,774 | | |
| 2,983 | |
Operating
lease right-of-use assets | |
| 5,310,723 | | |
| 5,193,408 | | |
| 711,494 | |
Goodwill
and intangible assets, net | |
| 6,574,669 | | |
| 6,367,493 | | |
| 872,343 | |
Other
non-current assets | |
| 2,538,542 | | |
| 2,704,194 | | |
| 370,473 | |
Non-current
assets of discontinued operations | |
| 8,910,994 | | |
| 0 | | |
| 0 | |
Total
non-current assets | |
| 63,463,037 | | |
| 62,035,557 | | |
| 8,498,837 | |
Total
assets | |
| 74,446,690 | | |
| 73,648,628 | | |
| 10,089,821 | |
Liabilities,
Mezzanine Equity and Equity | |
| | | |
| | | |
| | |
Current
liabilities | |
| | | |
| | | |
| | |
Short-term
borrowings and current portion of long-term borrowings | |
| 2,582,350 | | |
| 4,341,649 | | |
| 594,803 | |
Convertible
bonds payable, current | |
| 0 | | |
| 575 | | |
| 79 | |
Accounts
payable | |
| 2,749,896 | | |
| 2,593,305 | | |
| 355,281 | |
Accrued
expenses and other payables | |
| 1,265,259 | | |
| 1,389,072 | | |
| 190,302 | |
Operating
lease liabilities, current | |
| 132,811 | | |
| 117,345 | | |
| 16,076 | |
Finance
lease and other financing obligations, current | |
| 547,847 | | |
| 636,152 | | |
| 87,152 | |
Current
liabilities of discontinued operations | |
| 1,027,313 | | |
| 0 | | |
| 0 | |
Total
current liabilities | |
| 8,305,476 | | |
| 9,078,098 | | |
| 1,243,693 | |
Non-current
liabilities | |
| | | |
| | | |
| | |
Long-term
borrowings, excluding current portion | |
| 23,088,055 | | |
| 21,905,985 | | |
| 3,001,108 | |
Convertible
bonds payable, non-current | |
| 8,434,766 | | |
| 8,576,583 | | |
| 1,174,987 | |
Operating
lease liabilities, non-current | |
| 1,344,264 | | |
| 1,279,726 | | |
| 175,322 | |
Finance
lease and other financing obligations, non-current | |
| 7,894,185 | | |
| 7,601,651 | | |
| 1,041,422 | |
Other
long-term liabilities | |
| 1,586,012 | | |
| 1,537,952 | | |
| 210,699 | |
Non-current
liabilities of discontinued operations | |
| 3,670,129 | | |
| 0 | | |
| 0 | |
Total
non-current liabilities | |
| 46,017,411 | | |
| 40,901,897 | | |
| 5,603,538 | |
Total
liabilities | |
| 54,322,887 | | |
| 49,979,995 | | |
| 6,847,231 | |
Mezzanine
equity | |
| | | |
| | | |
| | |
Redeemable
preferred shares | |
| 1,064,766 | | |
| 1,080,656 | | |
| 148,049 | |
Total
mezzanine equity | |
| 1,064,766 | | |
| 1,080,656 | | |
| 148,049 | |
GDS
Holdings Limited shareholders' equity | |
| | | |
| | | |
| | |
Ordinary
shares | |
| 516 | | |
| 527 | | |
| 72 | |
Additional
paid-in capital | |
| 29,337,095 | | |
| 29,596,268 | | |
| 4,054,672 | |
Accumulated
other comprehensive loss | |
| (974,393 | ) | |
| (1,094,377 | ) | |
| (149,929 | ) |
Accumulated
deficit | |
| (9,469,758 | ) | |
| (6,044,372 | ) | |
| (828,075 | ) |
Total
GDS Holdings Limited shareholders' equity | |
| 18,893,460 | | |
| 22,458,046 | | |
| 3,076,740 | |
Non-controlling
interests | |
| 165,577 | | |
| 129,931 | | |
| 17,801 | |
Total
equity | |
| 19,059,037 | | |
| 22,587,977 | | |
| 3,094,541 | |
Total
liabilities, mezzanine equity and equity | |
| 74,446,690 | | |
| 73,648,628 | | |
| 10,089,821 | |
GDS
HOLDINGS LIMITED
UNAUDITED
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Amount
in thousands of Renminbi ("RMB") and US dollars ("US$")
except
for number of shares and per share data)
| |
Three
months ended | | |
Year
ended |
|
| |
December 31,
2023 | | |
September 30,
2024 | | |
December 31,
2024 | | |
December 31,
2023 | | |
December 31,
2024 |
|
| |
RMB | | |
RMB | | |
RMB | | |
US$ | | |
RMB | | |
RMB | | |
US$ | |
Net revenue | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Service revenue | |
| 2,465,283 | | |
| 2,619,578 | | |
| 2,690,482 | | |
| 368,595 | | |
| 9,781,884 | | |
| 10,321,888 | | |
| 1,414,093 | |
Equipment
sales | |
| 0 | | |
| 0 | | |
| 180 | | |
| 25 | | |
| 564 | | |
| 180 | | |
| 25 | |
Total net revenue | |
| 2,465,283 | | |
| 2,619,578 | | |
| 2,690,662 | | |
| 368,620 | | |
| 9,782,448 | | |
| 10,322,068 | | |
| 1,414,118 | |
Cost of revenue | |
| (2,032,352 | ) | |
| (2,061,995 | ) | |
| (2,112,545 | ) | |
| (289,417 | ) | |
| (7,831,222 | ) | |
| (8,099,439 | ) | |
| (1,109,619 | ) |
Gross profit | |
| 432,931 | | |
| 557,583 | | |
| 578,117 | | |
| 79,203 | | |
| 1,951,226 | | |
| 2,222,629 | | |
| 304,499 | |
Operating expenses | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Selling and
marketing expenses | |
| (34,050 | ) | |
| (32,356 | ) | |
| (30,571 | ) | |
| (4,188 | ) | |
| (140,890 | ) | |
| (116,440 | ) | |
| (15,952 | ) |
General and
administrative expenses | |
| (246,274 | ) | |
| (211,392 | ) | |
| (259,048 | ) | |
| (35,490 | ) | |
| (965,982 | ) | |
| (917,877 | ) | |
| (125,748 | ) |
Research
and development expenses | |
| (12,800 | ) | |
| (8,588 | ) | |
| (6,862 | ) | |
| (940 | ) | |
| (38,159 | ) | |
| (36,319 | ) | |
| (4,976 | ) |
Impairment
losses of long-lived assets | |
| (3,013,416 | ) | |
| 0 | | |
| 0 | | |
| 0 | | |
| (3,013,416 | ) | |
| 0 | | |
| 0 | |
(Loss) income from continuing
operations | |
| (2,873,609 | ) | |
| 305,247 | | |
| 281,636 | | |
| 38,585 | | |
| (2,207,221 | ) | |
| 1,151,993 | | |
| 157,823 | |
Other income (expenses): | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net interest
expenses | |
| (450,700 | ) | |
| (463,327 | ) | |
| (458,745 | ) | |
| (62,848 | ) | |
| (1,842,529 | ) | |
| (1,834,851 | ) | |
| (251,374 | ) |
Foreign currency
exchange (loss) gain, net | |
| (5,991 | ) | |
| 586 | | |
| 8,117 | | |
| 1,112 | | |
| (1,573 | ) | |
| 18,942 | | |
| 2,595 | |
Others,
net | |
| 30,347 | | |
| 5,001 | | |
| 29,727 | | |
| 4,072 | | |
| 109,729 | | |
| 49,057 | | |
| 6,721 | |
Loss from continuing operations
before income taxes | |
| (3,299,953 | ) | |
| (152,493 | ) | |
| (139,265 | ) | |
| (19,079 | ) | |
| (3,941,594 | ) | |
| (614,859 | ) | |
| (84,235 | ) |
Income tax
benefits (expenses) | |
| 225,342 | | |
| 347 | | |
| (34,144 | ) | |
| (4,678 | ) | |
| 15,577 | | |
| (156,053 | ) | |
| (21,379 | ) |
Net loss from continuing
operations | |
| (3,074,611 | ) | |
| (152,146 | ) | |
| (173,409 | ) | |
| (23,757 | ) | |
| (3,926,017 | ) | |
| (770,912 | ) | |
| (105,614 | ) |
Discontinued operations | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Loss from
operations of discontinued operations, net of income taxes | |
| (90,033 | ) | |
| (78,963 | ) | |
| (190,491 | ) | |
| (26,097 | ) | |
| (359,376 | ) | |
| (400,796 | ) | |
| (54,909 | ) |
Gain
on deconsolidation of subsidiaries | |
| 0 | | |
| 0 | | |
| 4,475,539 | | |
| 613,146 | | |
| 0 | | |
| 4,475,539 | | |
| 613,146 | |
(Loss)
income from discontinued operations | |
| (90,033 | ) | |
| (78,963 | ) | |
| 4,285,048 | | |
| 587,049 | | |
| (359,376 | ) | |
| 4,074,743 | | |
| 558,237 | |
Net (loss) income | |
| (3,164,644 | ) | |
| (231,109 | ) | |
| 4,111,639 | | |
| 563,292 | | |
| (4,285,393 | ) | |
| 3,303,831 | | |
| 452,623 | |
Net loss from continuing operations | |
| (3,074,611 | ) | |
| (152,146 | ) | |
| (173,409 | ) | |
| (23,757 | ) | |
| (3,926,017 | ) | |
| (770,912 | ) | |
| (105,614 | ) |
Net income
from continuing operations attributable to non-controlling interests | |
| (1,676 | ) | |
| (1,755 | ) | |
| (1,268 | ) | |
| (174 | ) | |
| (5,026 | ) | |
| (6,209 | ) | |
| (851 | ) |
Net loss from continuing
operations attributable to GDS Holdings Limited shareholders | |
| (3,076,287 | ) | |
| (153,901 | ) | |
| (174,677 | ) | |
| (23,931 | ) | |
| (3,931,043 | ) | |
| (777,121 | ) | |
| (106,465 | ) |
(Loss) income from discontinued
operations | |
| (90,033 | ) | |
| (78,963 | ) | |
| 4,285,048 | | |
| 587,049 | | |
| (359,376 | ) | |
| 4,074,743 | | |
| 558,237 | |
Net loss from discontinued operations
attributable to non-controlling interests | |
| 366 | | |
| 5,092 | | |
| 3,373 | | |
| 462 | | |
| 366 | | |
| 7,317 | | |
| 1,003 | |
Net loss
from discontinued operations attributable to redeemable non-controlling interests | |
| 0 | | |
| 35,432 | | |
| 75,550 | | |
| 10,350 | | |
| 0 | | |
| 120,447 | | |
| 16,501 | |
Net
(loss) income from discontinued operations attributable to GDS Holdings Limited shareholders | |
| (89,667 | ) | |
| (38,439 | ) | |
| 4,363,971 | | |
| 597,861 | | |
| (359,010 | ) | |
| 4,202,507 | | |
| 575,741 | |
Net (loss) income attributable
to GDS Holdings Limited shareholders | |
| (3,165,954 | ) | |
| (192,340 | ) | |
| 4,189,294 | | |
| 573,930 | | |
| (4,290,053 | ) | |
| 3,425,386 | | |
| 469,276 | |
Cumulative
dividend on redeemable preferred shares | |
| (13,679 | ) | |
| (13,618 | ) | |
| (13,679 | ) | |
| (1,874 | ) | |
| (53,625 | ) | |
| (54,232 | ) | |
| (7,430 | ) |
Net
(loss) income available to GDS Holdings Limited ordinary shareholders | |
| (3,179,633 | ) | |
| (205,958 | ) | |
| 4,175,615 | | |
| 572,056 | | |
| (4,343,678 | ) | |
| 3,371,154 | | |
| 461,846 | |
(Loss) income per ordinary share | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Basic and diluted | |
| (2.16 | ) | |
| (0.14 | ) | |
| 2.81 | | |
| 0.39 | | |
| (2.96 | ) | |
| 2.29 | | |
| 0.31 | |
Weighted average number of ordinary share
outstanding | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Basic and diluted | |
| 1,469,982,015 | | |
| 1,476,130,132 | | |
| 1,484,083,188 | | |
| 1,484,083,188 | | |
| 1,468,187,956 | | |
| 1,475,079,754 | | |
| 1,475,079,754 | |
GDS
HOLDINGS LIMITED
UNAUDITED
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME
(Amount
in thousands of Renminbi ("RMB") and US dollars ("US$"))
| |
Three months
ended | | |
Year ended | |
| |
December 31,
2023 | | |
September 30,
2024 | | |
December 31,
2024 | | |
December 31,
2023 | | |
December 31,
2024 | |
| |
RMB | | |
RMB | | |
RMB | | |
US$ | | |
RMB | | |
RMB | | |
US$ | |
Net (loss) income | |
| (3,164,644 | ) | |
| (231,109 | ) | |
| 4,111,639 | | |
| 563,292 | | |
| (4,285,393 | ) | |
| 3,303,831 | | |
| 452,623 | |
Foreign currency translation
adjustments, net of nil tax | |
| 117,674 | | |
| 538,739 | | |
| (391,639 | ) | |
| (53,654 | ) | |
| (125,118 | ) | |
| 74,741 | | |
| 10,239 | |
Defined benefit plan, net of
nil tax | |
| 0 | | |
| 0 | | |
| (41 | ) | |
| (6 | ) | |
| 0 | | |
| (41 | ) | |
| (6 | ) |
Amounts
reclassified from accumulated other comprehensive loss | |
| 0 | | |
| 0 | | |
| (96,957 | ) | |
| (13,283 | ) | |
| 0 | | |
| (96,957 | ) | |
| (13,283 | ) |
Comprehensive (loss) income | |
| (3,046,970 | ) | |
| 307,630 | | |
| 3,623,002 | | |
| 496,349 | | |
| (4,410,511 | ) | |
| 3,281,574 | | |
| 449,573 | |
Comprehensive (income) loss attributable
to non-controlling interests | |
| (1,678 | ) | |
| (5,287 | ) | |
| 6,631 | | |
| 908 | | |
| (5,575 | ) | |
| (1,076 | ) | |
| (147 | ) |
Comprehensive
(income) loss attributable to redeemable non-controlling interests | |
| 0 | | |
| (107,365 | ) | |
| 126,721 | | |
| 17,361 | | |
| 0 | | |
| 24,904 | | |
| 3,412 | |
Comprehensive
(loss) income attributable to GDS Holdings Limited shareholders | |
| (3,048,648 | ) | |
| 194,978 | | |
| 3,756,354 | | |
| 514,618 | | |
| (4,416,086 | ) | |
| 3,305,402 | | |
| 452,838 | |
GDS
HOLDINGS LIMITED
UNAUDITED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amount
in thousands of Renminbi ("RMB") and US dollars ("US$"))
| |
Three months
ended | | |
Year ended | |
| |
December 31,
2023 | | |
September 30,
2024 | | |
December 31,
2024 | | |
December 31,
2023 | | |
December 31,
2024 | |
| |
RMB | | |
RMB | | |
RMB | | |
US$ | | |
RMB | | |
RMB | | |
US$ | |
Net (loss) income | |
| (3,164,644 | ) | |
| (231,109 | ) | |
| 4,111,639 | | |
| 563,292 | | |
| (4,285,393 | ) | |
| 3,303,831 | | |
| 452,623 | |
Net loss (income)
from discontinued operations | |
| 90,033 | | |
| 78,963 | | |
| (4,285,048 | ) | |
| (587,049 | ) | |
| 359,376 | | |
| (4,074,743 | ) | |
| (558,237 | ) |
Depreciation
and amortization | |
| 865,485 | | |
| 803,535 | | |
| 865,896 | | |
| 118,627 | | |
| 3,368,474 | | |
| 3,243,004 | | |
| 444,290 | |
Amortization
of debt issuance cost and debt discount | |
| 34,010 | | |
| 33,467 | | |
| 18,290 | | |
| 2,506 | | |
| 140,625 | | |
| 110,724 | | |
| 15,169 | |
Share-based
compensation expense | |
| 80,765 | | |
| 61,194 | | |
| 82,965 | | |
| 11,366 | | |
| 336,616 | | |
| 296,487 | | |
| 40,619 | |
Impairment
losses of long-lived assets | |
| 3,013,416 | | |
| 0 | | |
| 0 | | |
| 0 | | |
| 3,013,416 | | |
| 0 | | |
| 0 | |
Others | |
| (202,637 | ) | |
| (63,810 | ) | |
| (29,703 | ) | |
| (4,069 | ) | |
| (187,844 | ) | |
| (115,941 | ) | |
| (15,884 | ) |
Changes
in operating assets and liabilities | |
| 326,171 | | |
| (42,362 | ) | |
| 315,821 | | |
| 43,267 | | |
| (385,994 | ) | |
| (543,700 | ) | |
| (74,487 | ) |
Net cash provided by operating
activities from continuing operations | |
| 1,042,599 | | |
| 639,878 | | |
| 1,079,860 | | |
| 147,940 | | |
| 2,359,276 | | |
| 2,219,662 | | |
| 304,093 | |
Net
cash (used in) provided by operating activities from discontinued operations | |
| (93,209 | ) | |
| 1,636 | | |
| (150,554 | ) | |
| (20,626 | ) | |
| (294,019 | ) | |
| (281,297 | ) | |
| (38,538 | ) |
Net
cash provided by operating activities | |
| 949,390 | | |
| 641,514 | | |
| 929,306 | | |
| 127,314 | | |
| 2,065,257 | | |
| 1,938,365 | | |
| 265,555 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Purchase of
property and equipment and land use rights | |
| (282,591 | ) | |
| (788,123 | ) | |
| (381,382 | ) | |
| (52,249 | ) | |
| (3,175,406 | ) | |
| (2,965,384 | ) | |
| (406,256 | ) |
(Payments)
receipts related to acquisitions and investments | |
| (396,051 | ) | |
| 0 | | |
| 27,000 | | |
| 3,699 | | |
| (1,339,639 | ) | |
| 1,125,023 | | |
| 154,128 | |
Net cash used in investing
activities from continuing operations | |
| (678,642 | ) | |
| (788,123 | ) | |
| (354,382 | ) | |
| (48,550 | ) | |
| (4,515,045 | ) | |
| (1,840,361 | ) | |
| (252,128 | ) |
Net
cash used in investing activities from discontinued operations | |
| (784,990 | ) | |
| (2,110,682 | ) | |
| (3,011,040 | ) | |
| (412,511 | ) | |
| (2,827,863 | ) | |
| (6,920,177 | ) | |
| (948,060 | ) |
Net
cash used in investing activities | |
| (1,463,632 | ) | |
| (2,898,805 | ) | |
| (3,365,422 | ) | |
| (461,061 | ) | |
| (7,342,908 | ) | |
| (8,760,538 | ) | |
| (1,200,188 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net cash (used in) provided
by financing activities from continuing operations | |
| (271,778 | ) | |
| (392,325 | ) | |
| (612,447 | ) | |
| (83,905 | ) | |
| 1,266,936 | | |
| 174,295 | | |
| 23,878 | |
Net
cash provided by financing activities from discontinued operations | |
| 958,799 | | |
| 2,334,112 | | |
| 11,441,448 | | |
| 1,567,472 | | |
| 2,892,824 | | |
| 16,883,042 | | |
| 2,312,967 | |
Net
cash provided by financing activities | |
| 687,021 | | |
| 1,941,787 | | |
| 10,829,001 | | |
| 1,483,567 | | |
| 4,159,760 | | |
| 17,057,337 | | |
| 2,336,845 | |
Effect of exchange rate changes
on cash and restricted cash | |
| 4,705 | | |
| (28,109 | ) | |
| (6,457 | ) | |
| (885 | ) | |
| 154,302 | | |
| (13,592 | ) | |
| (1,862 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Net increase (decrease) of cash
and restricted cash | |
| 177,484 | | |
| (343,613 | ) | |
| 8,386,428 | | |
| 1,148,935 | | |
| (963,589 | ) | |
| 10,221,572 | | |
| 1,400,350 | |
Cash and restricted cash at beginning
of period | |
| 7,740,395 | | |
| 10,096,689 | | |
| 9,753,076 | | |
| 1,336,166 | | |
| 8,882,066 | | |
| 7,917,932 | | |
| 1,084,752 | |
Reclassification
as assets of disposal group classified as held for sale | |
| 53 | | |
| 0 | | |
| 0 | | |
| 0 | | |
| (545 | ) | |
| 0 | | |
| 0 | |
Cash and restricted cash
at end of period | |
| 7,917,932 | | |
| 9,753,076 | | |
| 18,139,504 | | |
| 2,485,101 | | |
| 7,917,932 | | |
| 18,139,504 | | |
| 2,485,102 | |
Less:
Cash and restricted cash of discontinued operations at end of period or deconsolidation date | |
| (420,610 | ) | |
| (1,760,719 | ) | |
| (10,045,974 | ) | |
| (1,376,293 | ) | |
| (420,610 | ) | |
| (10,045,974 | ) | |
| (1,376,293 | ) |
Cash
and restricted cash of continuing operations at end of period | |
| 7,497,322 | | |
| 7,992,357 | | |
| 8,093,530 | | |
| 1,108,808 | | |
| 7,497,322 | | |
| 8,093,530 | | |
| 1,108,809 | |
GDS
HOLDINGS LIMITED
RECONCILIATIONS
OF GAAP AND NON-GAAP RESULTS
(Amount
in thousands of Renminbi ("RMB") and US dollars ("US$")
except
for percentage data)
| |
Three months
ended | | |
Year ended | |
| |
December 31,
2023 | | |
September 30,
2024 | | |
December 31,
2024 | | |
December 31,
2023 | | |
December 31,
2024 | |
| |
RMB | | |
RMB | | |
RMB | | |
US$ | | |
RMB | | |
RMB | | |
US$ | |
Gross
profit | |
| 432,931 | | |
| 557,583 | | |
| 578,117 | | |
| 79,203 | | |
| 1,951,226 | | |
| 2,222,629 | | |
| 304,499 | |
Depreciation
and amortization | |
| 775,122 | | |
| 731,630 | | |
| 786,869 | | |
| 107,801 | | |
| 2,974,546 | | |
| 2,947,444 | | |
| 403,798 | |
Operating
lease cost relating to prepaid land use rights | |
| 10,615 | | |
| 11,536 | | |
| 11,996 | | |
| 1,643 | | |
| 38,792 | | |
| 44,872 | | |
| 6,147 | |
Accretion
expenses for asset retirement costs | |
| 1,588 | | |
| 1,730 | | |
| 1,709 | | |
| 234 | | |
| 6,599 | | |
| 6,827 | | |
| 935 | |
Share-based
compensation expenses | |
| 29,066 | | |
| 20,549 | | |
| 18,002 | | |
| 2,466 | | |
| 116,467 | | |
| 92,402 | | |
| 12,659 | |
Adjusted
GP | |
| 1,249,322 | | |
| 1,323,028 | | |
| 1,396,693 | | |
| 191,347 | | |
| 5,087,630 | | |
| 5,314,174 | | |
| 728,038 | |
Adjusted
GP margin | |
| 50.7 | % | |
| 50.5 | % | |
| 51.9 | % | |
| 51.9 | % | |
| 52.0 | % | |
| 51.5 | % | |
| 51.5 | % |
GDS
HOLDINGS LIMITED
RECONCILIATIONS
OF GAAP AND NON-GAAP RESULTS
(Amount
in thousands of Renminbi ("RMB") and US dollars ("US$")
except
for percentage data)
| |
Three months
ended | | |
Year ended | |
| |
December 31,
2023 | | |
September 30,
2024 | | |
December 31,
2024 | | |
December 31,
2023 | | |
December 31,
2024 | |
| |
RMB | | |
RMB | | |
RMB | | |
US$ | | |
RMB | | |
RMB | | |
US$ | |
Net (loss) income | |
| (3,164,644 | ) | |
| (231,109 | ) | |
| 4,111,639 | | |
| 563,292 | | |
| (4,285,393 | ) | |
| 3,303,831 | | |
| 452,623 | |
Loss (income)
from discontinued operations | |
| 90,033 | | |
| 78,963 | | |
| (4,285,048 | ) | |
| (587,049 | ) | |
| 359,376 | | |
| (4,074,743 | ) | |
| (558,237 | ) |
Net loss from continuing
operations | |
| (3,074,611 | ) | |
| (152,146 | ) | |
| (173,409 | ) | |
| (23,757 | ) | |
| (3,926,017 | ) | |
| (770,912 | ) | |
| (105,614 | ) |
Net interest expenses | |
| 450,700 | | |
| 463,327 | | |
| 458,745 | | |
| 62,848 | | |
| 1,842,529 | | |
| 1,834,851 | | |
| 251,374 | |
Income tax (benefits) expenses | |
| (225,342 | ) | |
| (347 | ) | |
| 34,144 | | |
| 4,678 | | |
| (15,577 | ) | |
| 156,053 | | |
| 21,379 | |
Depreciation and amortization | |
| 865,485 | | |
| 803,535 | | |
| 865,896 | | |
| 118,627 | | |
| 3,368,474 | | |
| 3,243,004 | | |
| 444,290 | |
Operating lease cost relating
to prepaid land use rights | |
| 27,199 | | |
| 27,602 | | |
| 27,609 | | |
| 3,782 | | |
| 106,964 | | |
| 110,126 | | |
| 15,087 | |
Accretion expenses for asset
retirement costs | |
| 1,588 | | |
| 1,730 | | |
| 1,709 | | |
| 234 | | |
| 6,599 | | |
| 6,827 | | |
| 935 | |
Share-based compensation expenses | |
| 80,765 | | |
| 61,194 | | |
| 82,965 | | |
| 11,366 | | |
| 336,616 | | |
| 296,487 | | |
| 40,619 | |
Impairment
losses of long-lived assets | |
| 3,013,416 | | |
| 0 | | |
| 0 | | |
| 0 | | |
| 3,013,416 | | |
| 0 | | |
| 0 | |
Adjusted
EBITDA | |
| 1,139,200 | | |
| 1,204,895 | | |
| 1,297,659 | | |
| 177,778 | | |
| 4,733,004 | | |
| 4,876,436 | | |
| 668,070 | |
Adjusted EBITDA margin | |
| 46.2 | % | |
| 46.0 | % | |
| 48.2 | % | |
| 48.2 | % | |
| 48.4 | % | |
| 47.2 | % | |
| 47.2 | % |
Additional
Information for Discontinued Operations
(Amount
in thousands of Renminbi ("RMB") and US dollars ("US$"))
| |
As of December 31, 2023 | | |
As of December 31, 2024 | |
| |
RMB | | |
RMB | | |
US$ | |
Property and equipment, net | |
| 7,401,071 | | |
| 16,646,191 | | |
| 2,280,519 | |
Cash | |
| 355,902 | | |
| 9,930,915 | | |
| 1,360,530 | |
Gross debt | |
| 5,169,734 | (1) | |
| 10,417,647 | | |
| 1,427,212 | |
Note:
| 1. | Including
amounts due to GDSH. |
Additional
Information for Discontinued Operations Cont’d
(Amount
in thousands of Renminbi ("RMB") and US dollars ("US$")
except
for percentage data)
| |
Three months
ended | | |
Year ended | |
| |
December 31,
2023 | | |
September 30,
2024 | | |
December 31,
2024 | | |
December 31,
2023 | | |
December 31,
2024 | |
| |
RMB | | |
RMB | | |
RMB | | |
US$ | | |
RMB | | |
RMB | | |
US$ | |
Net revenue | |
| 102,853 | | |
| 363,209 | | |
| 443,413 | | |
| 60,747 | | |
| 175,737 | | |
| 1,262,063 | | |
| 172,902 | |
Cost of revenue | |
| (90,862 | ) | |
| (252,211 | ) | |
| (290,131 | ) | |
| (39,748 | ) | |
| (194,570 | ) | |
| (859,254 | ) | |
| (117,717 | ) |
Operating
expenses | |
| (66,214 | ) | |
| (88,776 | ) | |
| (150,543 | ) | |
| (20,624 | ) | |
| (233,249 | ) | |
| (400,336 | ) | |
| (54,846 | ) |
(Loss) income from operations | |
| (54,223 | ) | |
| 22,222 | | |
| 2,739 | | |
| 375 | | |
| (252,082 | ) | |
| 2,473 | | |
| 339 | |
Other expenses,
net | |
| (35,020 | ) | |
| (110,846 | ) | |
| (126,457 | ) | |
| (17,324 | ) | |
| (106,494 | ) | |
| (346,145 | ) | |
| (47,422 | ) |
Loss from operations of
discontinued operations before income taxes | |
| (89,243 | ) | |
| (88,624 | ) | |
| (123,718 | ) | |
| (16,949 | ) | |
| (358,576 | ) | |
| (343,672 | ) | |
| (47,083 | ) |
Income tax
(expenses) benefits | |
| (790 | ) | |
| 9,661 | | |
| (66,773 | ) | |
| (9,148 | ) | |
| (800 | ) | |
| (57,124 | ) | |
| (7,826 | ) |
Loss from operations of
discontinued operations, net of income taxes | |
| (90,033 | ) | |
| (78,963 | ) | |
| (190,491 | ) | |
| (26,097 | ) | |
| (359,376 | ) | |
| (400,796 | ) | |
| (54,909 | ) |
Net interest expenses | |
| 42,060 | | |
| 76,069 | | |
| 102,991 | | |
| 14,110 | | |
| 107,286 | | |
| 280,652 | | |
| 38,449 | |
Income tax expenses (benefits) | |
| 790 | | |
| (9,661 | ) | |
| 66,773 | | |
| 9,148 | | |
| 800 | | |
| 57,124 | | |
| 7,826 | |
Depreciation and amortization | |
| 50,650 | | |
| 107,739 | | |
| 128,662 | | |
| 17,627 | | |
| 151,271 | | |
| 393,735 | | |
| 53,941 | |
Operating lease cost relating
to prepaid land use rights | |
| 295 | | |
| 0 | | |
| 1,778 | | |
| 244 | | |
| 1,290 | | |
| 1,782 | | |
| 244 | |
Accretion
expenses for asset retirement costs | |
| 52 | | |
| 0 | | |
| (1 | ) | |
| 0 | | |
| 206 | | |
| (211 | ) | |
| (29 | ) |
Adjusted
EBITDA | |
| 3,814 | | |
| 95,184 | | |
| 109,712 | | |
| 15,032 | | |
| (98,523 | ) | |
| 332,286 | | |
| 45,522 | |
Adjusted EBITDA margin | |
| 3.7 | % | |
| 26.2 | % | |
| 24.7 | % | |
| 24.7 | % | |
| (56.1 | )% | |
| 26.3 | % | |
| 26.3 | % |
Net cash (used in) provided
by operating activities | |
| (93,209 | ) | |
| 1,636 | | |
| (150,554 | ) | |
| (20,626 | ) | |
| (294,019 | ) | |
| (281,297 | ) | |
| (38,538 | ) |
Net cash used in investing
activities | |
| (784,990 | ) | |
| (2,110,682 | ) | |
| (3,011,040 | ) | |
| (412,511 | ) | |
| (2,827,863 | ) | |
| (6,920,177 | ) | |
| (948,060 | ) |
Net cash provided by financing
activities | |
| 958,799 | | |
| 2,334,112 | | |
| 11,441,448 | | |
| 1,567,472 | | |
| 2,892,824 | | |
| 16,883,042 | | |
| 2,312,967 | |
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