Dingdong Announces Intention to Utilize Substantial Majority of Proceeds from Sale of China Operations for Share Repurchase Plans and/or Dividends upon Closing of Transaction

Core Viewpoint - Dingdong (Cayman) Limited plans to use a substantial majority of the proceeds from the sale of its China operations for share repurchases and/or dividends to shareholders upon closing the transaction with Meituan [1][2] Group 1: Transaction Details - Dingdong has entered into a definitive Share Purchase Agreement with Two Hearts Investments Limited, a subsidiary of Meituan, to sell all issued and outstanding shares of Dingdong Fresh Holding Limited for a cash consideration of US$717 million [1] - The company expects to receive up to US$997 million in cash proceeds from the transaction, subject to adjustments based on net cash and working capital thresholds [1] - The final adjusted consideration will be paid in two installments: 90% at closing and the remaining 10% after tax settlements related to the transaction [1] Group 2: Conditions for Closing - The transaction is subject to various conditions, including shareholder approval, anti-monopoly clearance from the State Administration for Market Regulation of China, and completion of necessary tax filings [1][2] - Specific conditions include the completion of a pre-closing inventory check, obtaining consents from loan institutions, and passing resolutions by the boards and shareholders of Dingdong BVI and Dingdong Cayman [2] Group 3: Future Plans - Upon successful closing of the transaction, the company intends to utilize not less than 90% of its cash balance for share repurchase plans and/or dividends, with terms to be determined post-closing and subject to board approval [1] - There is no assurance that the transaction will close or that any share repurchase plans or dividends will be executed [1]