0001410578-24-002034 | 10-Q | XBRL Viewer

RELATED PARTY BALANCES AND TRANSACTIONS

9 Months Ended

Sep. 30, 2024

8. RELATED PARTY BALANCES AND TRANSACTIONS

The table below sets forth the related parties and their relationships with the Company:


	Name	Relationship
(a)	Kaixin Automobile Holdings (“Kaixin”)	Equity investment of the Company (Note 4)
(b)	Infinities Technology (Cayman) Holding Limited (“Infinities”)	Equity investment of the Company
(c)	Oak Pacific Investment (“OPI”) and its subsidiaries	An entity (and its subsidiaries) controlled together by chief executive officer and one of the Company’s board members.

Amounts due from related parties

As of December 31, 2023 and September 30, 2024 amounts due from related parties were as follows (in thousands):


	Note	As of December 31, 2023		As of September 30, 2024
Gross amount due from Kaixin	(i)		3,690		3,709
Less: bad debt provision			(3,690)		(3,709)
Net amount due from Kaixin			—		—
Infinities	(ii)		671		676
OPI and its subsidiaries			13		14
Total		$	684	$	690

(i)	The balances mainly represented the advances made to Kaixin for daily operational purposes. The Company provided full bad debt provision for the year ended December 31, 2021, as the Company concluded the likelihood of the balance being recovered is remote.

(ii)

The balance represents the receivable due from Infinities in connection with the disposition of the SNS business. In November 2018, the Company’s Board of Directors approved a proposal for the sale of its SNS Business to Beijing Infinities for a combined consideration of $20,000 in cash and $40,000 in the form of Beijing Infinities shares to be issued to the Company. The Company collected $6,866 in 2019, however, by December 31, 2019, Beijing Infinities failed to make payments under the agreed extended repayment plan. Based on assessment of the collectability, the Company provided an provision of $12,408 for the receivable. Additionally, the shares receivable in the form of Infinites Technology (Cayman) Holding Limited, which is the holding company of Beijing Infinities, were received as of December 31, 2020 and were recorded as long-term investments in the consolidated balance sheets as of December 31, 2020. For the year ended December 31, 2022, the Company made full impairment of the investment of Infinites as a result of adverse change in the government regulatory, economic and technological environment, the continuing worsened general market condition of both the geographic area and the industry in which the investees operate, and negative financial trends within the investee.

Amounts due to related parties

As of December 31, 2023 and September 30, 2024 amounts due to related parties were as follows (in thousands):


	As of December 31, 2023		As of September 30, 2024
Infinities	$	643	$	632
OPI and its subsidiaries		12		—
Total	$	655	$	632

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-2

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147480990/946-20-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

ACQUISITION (Tables)

9 Months Ended

Sep. 30, 2024

ACQUISITION

Schedule of allocation of purchase price for the acquisitions

The following table summarizes the preliminary acquisition date fair values of the assets and liabilities acquired as of August 30, 2024 (in thousands).


	Amount
	USD
Cash consideration	$	3,602
Consideration payable		830
Total consideration		4,432

Current assets		1,257
Property, plant and equipment, net		58
Intangible assets (1)		748
Other non-current assets		7
Deferred tax liabilities		(201)
Current Liabilities		(760)
Non-current Liabilities		(8)
Total Identifiable Net Assets		1,101
Goodwill (2)	$	3,331

(1)The intangible assets, including the customer relationship, were valued using the multi-period excess earning method under income approach, which represents the excessive earnings generated by the asset that remains after a deduction for a return on other contributory assets. The estimated useful life of the customer relationship is 7 years.

(2)Goodwill arose in the acquisition of TLP was attributable to the benefit of expected synergies, revenue growth, future market development and the assembled workforce as of the date of acquisition and assigned to the Lofty segment as a separate TLP reporting unit. These benefits are not recognized separately from goodwill because they do not meet the recognition criteria for identifiable intangible assets. Goodwill arising from the acquisition is not expected to be deductible for tax purposes.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Thousands	Class A ordinary shares Ordinary shares	Class A ordinary shares Treasury stock	Class A ordinary shares Accumulated deficit	Class A ordinary shares Total Moatable Inc.'s Equity	Class A ordinary shares	Class B ordinary shares Ordinary shares	Class B ordinary shares Accumulated deficit	Class B ordinary shares Total Moatable Inc.'s Equity	Class B ordinary shares	Treasury stock	Additional paid-in capital	Accumulated deficit	Statutory reserves	Accumulated other comprehensive (loss) income	Total Moatable Inc.'s Equity	Non-controlling interest	Total
Balance at Dec. 31, 2022	$ 833					$ 305					$ 779,002	$ (697,299)	$ 6,712	$ (8,951)	$ 80,602	$ (13,888)	$ 66,714
Balance (in shares) at Dec. 31, 2022	832,736,562					305,388,450
Increase (Decrease) in Shareholders' Equity
Stock-based compensation											644				644	121	765
Repurchase of ordinary shares		$ (1,249)		$ (1,249)	$ (1,249)
Repurchase of ordinary shares (in shares)		(30,549,690)
Unrealized loss on short-term investments														(42)	(42)		(42)
Other comprehensive (loss) income														127	127	5	132
Reclassification of additional paid in capital											838	(838)
Net income (loss)												5,970			5,970	(636)	5,334
Exercise of share option and restricted shares vesting	$ 3										33				36		36
Exercise of share option and restricted shares vesting (in shares)	30,645,751
Balance at Mar. 31, 2023	$ 836					$ 305				$ (1,249)	780,517	(692,167)	6,712	(8,866)	86,088	(14,398)	71,690
Balance (in shares) at Mar. 31, 2023	863,382,313					305,388,450				(30,549,690)
Balance at Dec. 31, 2022	$ 833					$ 305					779,002	(697,299)	6,712	(8,951)	80,602	(13,888)	$ 66,714
Balance (in shares) at Dec. 31, 2022	832,736,562					305,388,450
Increase (Decrease) in Shareholders' Equity
Repurchase of ordinary shares (in shares)																	1,221,451
Unrealized loss on short-term investments																	$ (26)
Exercise of share option and restricted shares vesting (in shares)																	40,176,796
Balance at Sep. 30, 2023	$ 720					$ 170				$ (1,953)	781,773	(714,272)	6,712	(8,244)	64,906	(14,851)	$ 50,055
Balance (in shares) at Sep. 30, 2023	720,042,838					170,258,970				(54,965,295)
Balance at Mar. 31, 2023	$ 836					$ 305				$ (1,249)	780,517	(692,167)	6,712	(8,866)	86,088	(14,398)	71,690
Balance (in shares) at Mar. 31, 2023	863,382,313					305,388,450				(30,549,690)
Increase (Decrease) in Shareholders' Equity
Stock-based compensation											597				597	116	713
Repurchase of ordinary shares	$ (153)	$ (704)	$ (3,633)	(4,490)	(4,490)	$ (135)	$ (3,211)	$ (3,346)	$ (3,346)
Repurchase of ordinary shares (in shares)	(152,870,520)	(24,415,605)				(135,129,480)
Unrealized loss on short-term investments														4	4		4
Other comprehensive (loss) income														474	474	(125)	349
Net income (loss)												(8,411)			(8,411)	(350)	(8,761)
Exercise of share option and restricted shares vesting	$ 33										(33)
Exercise of share option and restricted shares vesting (in shares)	5,272,890
Balance at Jun. 30, 2023	$ 716					$ 170				$ (1,953)	781,081	(707,422)	6,712	(8,388)	70,916	(14,757)	56,159
Balance (in shares) at Jun. 30, 2023	715,784,683					170,258,970				(54,965,295)
Increase (Decrease) in Shareholders' Equity
Stock-based compensation											692				692	95	787
Unrealized loss on short-term investments														12	12		12
Other comprehensive (loss) income														132	132	(95)	37
Net income (loss)												(6,850)			(6,850)	(108)	(6,958)
Exercise of share option and restricted shares vesting	$ 4														4	14	18
Exercise of share option and restricted shares vesting (in shares)	4,258,155
Balance at Sep. 30, 2023	$ 720					$ 170				$ (1,953)	781,773	(714,272)	6,712	(8,244)	64,906	(14,851)	50,055
Balance (in shares) at Sep. 30, 2023	720,042,838					170,258,970				(54,965,295)
Balance at Dec. 31, 2023	$ 608					$ 170				$ (2,002)	782,365	(716,315)	6,712	(8,778)	62,760	(14,689)	48,071
Balance (in shares) at Dec. 31, 2023	607,424,941					170,258,970				(57,192,165)
Increase (Decrease) in Shareholders' Equity
Stock-based compensation											555				555	117	672
Repurchase of ordinary shares		$ (155)		(155)	(155)
Repurchase of ordinary shares (in shares)		(7,991,370)
Other comprehensive (loss) income														(47)	(47)	(1)	(48)
Net income (loss)												(2,814)			(2,814)	(27)	(2,841)
Exercise of share option and restricted shares vesting	$ 96										944				1,040		1,040
Exercise of share option and restricted shares vesting (in shares)	96,104,340
Balance at Mar. 31, 2024	$ 704					$ 170				$ (2,157)	783,864	(719,129)	6,712	(8,825)	61,339	(14,600)	46,739
Balance (in shares) at Mar. 31, 2024	703,529,281					170,258,970				(65,183,535)
Balance at Dec. 31, 2023	$ 608					$ 170				$ (2,002)	782,365	(716,315)	6,712	(8,778)	62,760	(14,689)	$ 48,071
Balance (in shares) at Dec. 31, 2023	607,424,941					170,258,970				(57,192,165)
Increase (Decrease) in Shareholders' Equity
Repurchase of ordinary shares (in shares)																	231,019
Exercise of share option and restricted shares vesting (in shares)																	101,824,155
Balance at Sep. 30, 2024	$ 710					$ 170				$ (2,863)	784,570	(717,791)	6,712	(8,919)	62,589	(14,276)	$ 48,313
Balance (in shares) at Sep. 30, 2024	709,249,096					170,258,970				(75,388,140)
Balance at Mar. 31, 2024	$ 704					$ 170				$ (2,157)	783,864	(719,129)	6,712	(8,825)	61,339	(14,600)	46,739
Balance (in shares) at Mar. 31, 2024	703,529,281					170,258,970				(65,183,535)
Increase (Decrease) in Shareholders' Equity
Stock-based compensation											542				542	111	653
Repurchase of ordinary shares		$ (32)		$ (32)	$ (32)
Repurchase of ordinary shares (in shares)		(2,404,485)
Other comprehensive (loss) income														(111)	(111)	117	6
Net income (loss)												(162)			(162)	(20)	(182)
Exercise of share option and restricted shares vesting	$ 5														5		5
Exercise of share option and restricted shares vesting (in shares)	5,207,580
Balance at Jun. 30, 2024	$ 709					$ 170				$ (2,189)	784,406	(719,291)	6,712	(8,936)	61,581	(14,392)	47,189
Balance (in shares) at Jun. 30, 2024	708,736,861					170,258,970				(67,588,020)
Increase (Decrease) in Shareholders' Equity
Stock-based compensation											164				164	110	274
Change of shares withheld for payroll taxes on restricted shares into treasury stock										$ (674)					(674)		(674)
Change of shares withheld for payroll taxes on restricted shares into treasury stock (in shares)										(7,800,120)
Other comprehensive (loss) income														17	17	1	18
Net income (loss)												1,500			1,500	5	1,505
Exercise of share option and restricted shares vesting	$ 1														1		1
Exercise of share option and restricted shares vesting (in shares)	512,235
Balance at Sep. 30, 2024	$ 710					$ 170				$ (2,863)	$ 784,570	$ (717,791)	$ 6,712	$ (8,919)	$ 62,589	$ (14,276)	$ 48,313
Balance (in shares) at Sep. 30, 2024	709,249,096					170,258,970				(75,388,140)

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false	false	false
Non-Rule 10b5-1 Arrangement Adopted	false	false	false
Rule 10b5-1 Arrangement Terminated	false	false	false
Non-Rule 10b5-1 Arrangement Terminated	false	false	false

ACQUISITION - Fair values of assets and liabilities acquired (Details) £ in Thousands, $ in Thousands			9 Months Ended
	Aug. 30, 2024 USD ($)	Aug. 30, 2024 GBP (£)	Sep. 30, 2024 USD ($)	Sep. 30, 2024 GBP (£)
Fair values of assets and liabilities acquired
Goodwill			$ 3,344
TLP
ACQUISITION
Cash consideration	$ 3,602	£ 2,700	$ 3,602	£ 2,700
Consideration payable	830
Total consideration	4,432	£ 3,320
Fair values of assets and liabilities acquired
Current assets	1,257
Property, plant and equipment, net	58
Intangible assets	748
Other non-current assets	7
Deferred tax liabilities	(201)
Current Liabilities	(760)
Non-current Liabilities	(8)
Total Identifiable Net Assets	1,101
Goodwill	$ 3,331
TLP \| Customer relationship
Fair values of assets and liabilities acquired
Estimated useful life	7 years

INCOME TAXES

9 Months Ended

Sep. 30, 2024

INCOME TAXES

INCOME TAXES

11. INCOME TAXES

Utilization of the federal and state net operating losses may be subject to certain annual limitations under IRC Section 382 due to the “change in ownership” provisions. The annual limitation may result in the expiration of net operating losses and credits before utilization. The Company has a full valuation allowance against U.S. federal and state net operating losses.

- Definition

The entire disclosure for income tax.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

Reference 2: http://www.xbrl.org/2003/role/exampleRef
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+ Details

SHARE-BASED COMPENSATION - Summary of information with respect to share Options outstanding (Details) - Renren stock options	9 Months Ended
	Sep. 30, 2024 $ / shares shares
Options outstanding
Number outstanding (in shares) \| shares	250,000
Weighted average intrinsic value	$ 0.003
Lofty Inc
Options outstanding
Number outstanding (in shares) \| shares	46,748
Weighted average intrinsic value	$ 19.43
Options exercisable
Number of exercisable (in shares) \| shares	33,175
Weighted average intrinsic value	$ 27.38
Trucker Path
Options outstanding
Number outstanding (in shares) \| shares	46,915
Weighted average intrinsic value	$ 22.93
Options exercisable
Number of exercisable (in shares) \| shares	34,566
Weighted average intrinsic value	$ 31.12
Range of exercise prices $0.01
SHARE-BASED COMPENSATION
Low end of range of exercise prices (in dollars per share)	$ 0.01
Options outstanding
Number outstanding (in shares) \| shares	250,000
Weighted average remaining contractual life	9 years 8 months 26 days
Weighted average exercise price (in dollars per share)	$ 0.01
Weighted average intrinsic value	$ 0.003
Options exercisable
Number of exercisable (in shares) \| shares	20,833
Weighted average remaining contractual life	9 years 8 months 26 days
Weighted average exercise price (in dollars per share)	$ 0.01
Range of exercise price from 6.00 and 73.35 \| Lofty Inc
SHARE-BASED COMPENSATION
Low end of range of exercise prices (in dollars per share)	6.00
High end of range of exercise prices (in dollars per share)	$ 73.35
Options outstanding
Number outstanding (in shares) \| shares	46,748
Weighted average remaining contractual life	8 years 8 months 19 days
Weighted average exercise price (in dollars per share)	$ 30.79
Weighted average intrinsic value	$ 19.43
Options exercisable
Number of exercisable (in shares) \| shares	33,175
Weighted average remaining contractual life	6 years 9 months 7 days
Weighted average exercise price (in dollars per share)	$ 25.01
Weighted average intrinsic value	27.38
Range of exercise price from 4.00 and 133.00 \| Trucker Path
SHARE-BASED COMPENSATION
Low end of range of exercise prices (in dollars per share)	4.00
High end of range of exercise prices (in dollars per share)	$ 133.00
Options outstanding
Number outstanding (in shares) \| shares	46,915
Weighted average remaining contractual life	8 years 8 months 1 day
Weighted average exercise price (in dollars per share)	$ 57.66
Weighted average intrinsic value	$ 22.93
Options exercisable
Number of exercisable (in shares) \| shares	34,566
Weighted average remaining contractual life	6 years 9 months 10 days
Weighted average exercise price (in dollars per share)	$ 45.46
Weighted average intrinsic value	$ 31.12

SHARE-BASED COMPENSATION

9 Months Ended

Sep. 30, 2024

SHARE-BASED COMPENSATION

SHARE-BASED COMPENSATION

7. SHARE-BASED COMPENSATION

Moatable, Inc. Stock options

The following table summarizes information with respect to share options outstanding as of September 30, 2024:

Options outstanding

Options exercisable

Weighted

average

Weighted

average

Weighted

remaining

average

remaining

average

Number

contractual

exercise

intrinsic

Number of

contractual

exercise

intrinsic

Range of exercise prices

outstanding

life

price

value

exercisable

life

price

value

0.01

250,000

9.74

0.01

0.003

20,833

9.74

0.01

0.003

250,000

0.003

—

0.003


		Weighted
		average
	Number of	exercise
	shares	price
Balance, December 31, 2023	91,646,055	$	0.01

Granted	250,000	$	0.01
Exercised	(91,646,055)	$	0.01

Balance, September 30, 2024	250,000	$	0.01

Exercisable, September 30, 2024	20,833	$	0.01

Expected to vest, September 30, 2024	229,167	$	0.01

Share-based compensation is based on the fair value on the grant dates or the modification date over the requisite service period of award using the straight-line method. For the three and nine months ended September 30, 2024, the Company granted an aggregate of nil and 250,000 options to Joseph Chen, the chairman and the chief executive of the Company to compensate for his service, respectively. The weighted average grant - date fair value of the options granted during the period presented was $0.01 per option. 25% of these options will vest on the yearly anniversary of the vesting commencement date for a total of four years, subject to the option holder’s continuous service as of each such date.

For employee stock options, the Company did not record any share-based compensation expense for the three months and nine months ended September 30, 2023. The Company recorded $0.3 and $0.3 share - based compensation expense for the three months and nine months ended September 30, 2024, respectively.

For the three and nine months ended September 30, 2023 and 2024, there was no share-based compensation recorded for non-employee options.

As of September 30, 2024, there was $3.3 unrecognized share-based compensation expense relating to share options. This amount is expected to be recognized over a weighted - average vesting period of 3.67 years.

Moatable, Inc. Nonvested restricted shares

A summary of the nonvested restricted shares activity is as follows:


		Weighted
		average fair
		value
	Nonvested	per ordinary
	restricted	share at the
	shares	grant dates
Outstanding as of December 31, 2023	20,538,376	$	0.07

Granted	1,313,865		0.05
Vested	(10,178,100)	$	0.09
Forfeited	(4,891,179)		0.04

Outstanding as of September 30, 2024	6,782,962	$	0.06

The Company recorded compensation expenses based on the fair value of nonvested restricted shares on the grant dates over the requisite service period of award using the straight-line vesting attribution method. The fair value of the nonvested restricted shares on the grant date was the closing market price of the ordinary shares as of the date. The Company recorded compensation expenses related to nonvested restricted shares of $692 and $164 for the three months ended September 30, 2023 and 2024, and $1,933 and $1,261 for the nine months ended September 30, 2023 and 2024, respectively.

Total unrecognized compensation expense amounting to $1,216 related to nonvested restricted shares granted as of September 30, 2024. The expense is expected to be recognized over a weighted-average period of 0.99 years.

Equity Incentive Plan of Lofty, Inc. and Trucker Path, Inc.

On July 13, 2020, Lofty, Inc. and Trucker Path, Inc. adopted equity incentive plans, whereby, after adjustment for a 1:200 reverse stock split, 150,000 ordinary shares of Lofty, Inc. (“2020 Lofty Plan”) and 150,000 ordinary shares of Trucker Path, Inc. (“2020 Trucker Path Plan”) are made available for future grant for employees or consultants of Lofty and Trucker Path, respectively, either in the form of incentive share options or restricted shares. On November 4, 2021, Lofty, Inc. and Trucker Path, Inc. approved the adoption of their 2021 equity incentive plans, whereby 25,000 ordinary shares of Lofty, Inc. (“2021 Lofty Plan”) and 25,000 ordinary shares of Trucker Path, Inc. (“2021 Trucker Path Plan”) are made available for future grant for employees or consultants of Lofty and Trucker Path, respectively, either in the form of incentive share options or restricted shares.

The term of the options may not exceed ten years from the date of the grant. The awards under the above plans are subject to vesting schedules ranging from immediately upon grant to four years subsequent to grant date.

For the three and nine months ended September 30, 2024, Lofty granted an aggregate of nil and 7,800 options under 2021 Lofty Plan to Joseph Chen, the chairman and the chief executive of the Company as compensation and Scott Stone, chief financial officer of the Company, for their service. The weighted average grant-date fair value of the options granted during the period presented was $25.20 per option. 25% of these options will vest on the yearly anniversary of the vesting commencement date for a total of four years, subject to the option holder’s continuous service as of each such date.

For the three and nine months ended September 30, 2024, Trucker Path granted an aggregate of nil and 7,800 options under 2021 Trucker Path Plan to Joseph Chen, the chairman and the chief executive of the Company as compensation and Scott Stone, chief financial officer of the Company, for their service. The weighted average grant-date fair value of the options granted during the period presented was $14.77 per option. 25% of these options will vest on the yearly anniversary of the vesting commencement date for a total of four years, subject to the option holder’s continuous service as of each such date.

The Company recorded share-based compensation expense for Lofty and Trucker Path for the three and nine months ended September 30, 2023 and 2024 as follows, based on the fair value on the grant dates over the requisite service period of award using the straight-line method (in thousands).


	For the three months ended September 30,				For the nine months ended September 30,
	2023		2024		2023		2024
Lofty	$	34	$	45	$	120	$	138
Trucker Path	$	61	$	65	$	212	$	200

As of September 30, 2024 there were $288 and $342 unrecognized share-based compensation expense relating to share options of Lofty and Trucker Path, respectively. This amount is expected to be recognized over a weighted-average vesting period of 1.45 and 1.27 years for Lofty and Trucker Path, respectively.

The following table summarizes information with respect to share options outstanding of Lofty as of September 30, 2024:

Options outstanding

Options exercisable

Weighted

average

Weighted

average

Weighted

remaining

average

remaining

average

Range of

Number

contractual

exercise

intrinsic

Number of

contractual

exercise

intrinsic

exercise prices

outstanding

life

price

value

exercisable

life

price

value

6.00 and 73.35

46,748

8.72

30.79

19.43

33,175

6.77

25.01

27.38

46,748

19.43

33,175

27.38



		Weighted		Weighted
		average		average
	Number of	exercise		grant date
	shares	price		fair value
Balance, December 31, 2023	47,673	$	28.03	$	14.41
Granted	7,800	$	33.48	$	25.20
Exercised	(7,150)	$	6.00	$	3.77
Forfeited	(1,575)	$	73.35	$	33.48
Balance, September 30, 2024	46,748	$	30.79	$	17.20
Exercisable, September 30, 2024	33,175	$	25.01
Expected to vest, September 30, 2024	13,573	$	44.90

The following table summarizes information with respect to share options outstanding of Trucker Path as of September 30, 2024:

Options outstanding

Options exercisable

Weighted

average

Weighted

average

Weighted

remaining

average

Weighted

remaining

average

Range of

Number

contractual

exercise

average

Number of

contractual

exercise

intrinsic

exercise prices

outstanding

life

price

intrinsic value

exercisable

life

price

value

4.00 and 133.00

46,915

8.67

57.66

22.93

34,566

6.78

45.46

31.12

46,915

22.93

34,566

31.12


		Weighted		Weighted
		average		average
	Number of	exercise		grant date
	shares	price		fair value
Balance, December 31, 2023	48,649	$	46.01	$	22.81
Granted	7,800	$	64.70	$	14.77
Exercised	(9,534)	$	4.00	$	2.00
Balance, September 30, 2024	46,915	$	57.66	$	22.81
Exercisable, September 30, 2024	34,566	$	45.46
Expected to vest, September 30, 2024	12,349	$	91.40

The total amount of share-based compensation expense for options and nonvested restricted shares of the Company, Lofty and Trucker Path, attributable to selling and marketing, research and development, general and administrative expenses are as follows (in thousands):


	For the three months ended September 30,				For the nine months ended September 30,
	2023		2024		2023		2024
Selling and marketing	$	36	$	34		116	$	116
Research and development		205		85		494		497
General and administrative		546		155		1,655		986
Total share-based compensation expense	$	787	$	274		2,265		1,599

There was no income tax benefit recognized in the statements of operations for share-based compensation for the three and nine months ended September 30, 2023 and 2024.

ORGANIZATION AND PRINCIPAL ACTIVITIES - Major subsidiaries, VIE and VIE's subsidiaries (Details)	9 Months Ended
	Sep. 30, 2024 segment
ORGANIZATION AND PRINCIPAL ACTIVITIES
Number of operating segments	2
Lofty Inc.("Lofty")
ORGANIZATION AND PRINCIPAL ACTIVITIES
Later of date of incorporation or acquisition	Sep. 07, 2012
Place of incorporation	Delaware, USA
Percentage of legal ownership by Moatable Inc	76.40%
Principal activities	SaaS business
Trucker Path, Inc. ("Trucker Path")
ORGANIZATION AND PRINCIPAL ACTIVITIES
Later of date of incorporation or acquisition	Dec. 28, 2017
Place of incorporation	Delaware, USA
Percentage of legal ownership by Moatable Inc	76.10%
Principal activities	SaaS business
Renren Giantly Philippines Inc.
ORGANIZATION AND PRINCIPAL ACTIVITIES
Later of date of incorporation or acquisition	Mar. 01, 2018
Place of incorporation	Philippines
Percentage of legal ownership by Moatable Inc	100.00%
Principal activities	SaaS business
Qianxiang Shiji Technology Development (Beijing) Co., Ltd. ("Qianxiang Shiji")
ORGANIZATION AND PRINCIPAL ACTIVITIES
Later of date of incorporation or acquisition	Mar. 21, 2005
Place of incorporation	PRC
Percentage of legal ownership by Moatable Inc	100.00%
Principal activities	Investment holding
The Letting Partnership Ltd ("TLP")
ORGANIZATION AND PRINCIPAL ACTIVITIES
Later of date of incorporation or acquisition	Aug. 30, 2024
Place of incorporation	England and Wales, UK
Percentage of legal ownership by Moatable Inc	76.40%
Principal activities	Real estate accounting business
Beijing Qianxiang Tiancheng Technology Development Co., Ltd. ("Qianxiang Tiancheng")
ORGANIZATION AND PRINCIPAL ACTIVITIES
Later of date of incorporation or acquisition	Oct. 28, 2002
Place of incorporation	PRC
Principal activities	Software developer
Beijing Qianxiang Wangjing Technology Development Co., Ltd. ("Qianxiang Wangjing")
ORGANIZATION AND PRINCIPAL ACTIVITIES
Later of date of incorporation or acquisition	Nov. 11, 2008
Place of incorporation	PRC
Principal activities	Software developer

SHARE-BASED COMPENSATION (Tables)

9 Months Ended

Sep. 30, 2024

SHARE-BASED COMPENSATION

Summary of information with respect to share options outstanding

The following table summarizes information with respect to share options outstanding as of September 30, 2024:

Options outstanding

Options exercisable

Weighted

average

Weighted

average

Weighted

remaining

average

remaining

average

Number

contractual

exercise

intrinsic

Number of

contractual

exercise

intrinsic

Range of exercise prices

outstanding

life

price

value

exercisable

life

price

value

0.01

250,000

9.74

0.01

0.003

20,833

9.74

0.01

0.003

250,000

0.003

—

0.003

The following table summarizes information with respect to share options outstanding of Lofty as of September 30, 2024:

Options outstanding

Options exercisable

Weighted

average

Weighted

average

Weighted

remaining

average

remaining

average

Range of

Number

contractual

exercise

intrinsic

Number of

contractual

exercise

intrinsic

exercise prices

outstanding

life

price

value

exercisable

life

price

value

6.00 and 73.35

46,748

8.72

30.79

19.43

33,175

6.77

25.01

27.38

46,748

19.43

33,175

27.38

The following table summarizes information with respect to share options outstanding of Trucker Path as of September 30, 2024:

Options outstanding

Options exercisable

Weighted

average

Weighted

average

Weighted

remaining

average

Weighted

remaining

average

Range of

Number

contractual

exercise

average

Number of

contractual

exercise

intrinsic

exercise prices

outstanding

life

price

intrinsic value

exercisable

life

price

value

4.00 and 133.00

46,915

8.67

57.66

22.93

34,566

6.78

45.46

31.12

46,915

22.93

34,566

31.12

Summary of the activity of the stock options granted


		Weighted
		average
	Number of	exercise
	shares	price
Balance, December 31, 2023	91,646,055	$	0.01

Granted	250,000	$	0.01
Exercised	(91,646,055)	$	0.01

Balance, September 30, 2024	250,000	$	0.01

Exercisable, September 30, 2024	20,833	$	0.01

Expected to vest, September 30, 2024	229,167	$	0.01



		Weighted		Weighted
		average		average
	Number of	exercise		grant date
	shares	price		fair value
Balance, December 31, 2023	47,673	$	28.03	$	14.41
Granted	7,800	$	33.48	$	25.20
Exercised	(7,150)	$	6.00	$	3.77
Forfeited	(1,575)	$	73.35	$	33.48
Balance, September 30, 2024	46,748	$	30.79	$	17.20
Exercisable, September 30, 2024	33,175	$	25.01
Expected to vest, September 30, 2024	13,573	$	44.90


		Weighted		Weighted
		average		average
	Number of	exercise		grant date
	shares	price		fair value
Balance, December 31, 2023	48,649	$	46.01	$	22.81
Granted	7,800	$	64.70	$	14.77
Exercised	(9,534)	$	4.00	$	2.00
Balance, September 30, 2024	46,915	$	57.66	$	22.81
Exercisable, September 30, 2024	34,566	$	45.46
Expected to vest, September 30, 2024	12,349	$	91.40

Summary of the nonvested restricted shares activity


		Weighted
		average fair
		value
	Nonvested	per ordinary
	restricted	share at the
	shares	grant dates
Outstanding as of December 31, 2023	20,538,376	$	0.07

Granted	1,313,865		0.05
Vested	(10,178,100)	$	0.09
Forfeited	(4,891,179)		0.04

Outstanding as of September 30, 2024	6,782,962	$	0.06

Summary of service period of award using the straight-line method


	For the three months ended September 30,				For the nine months ended September 30,
	2023		2024		2023		2024
Lofty	$	34	$	45	$	120	$	138
Trucker Path	$	61	$	65	$	212	$	200

Summary of share-based compensation attributable to selling and marketing, research and development and general and administrative expenses of the discontinued operations


	For the three months ended September 30,				For the nine months ended September 30,
	2023		2024		2023		2024
Selling and marketing	$	36	$	34		116	$	116
Research and development		205		85		494		497
General and administrative		546		155		1,655		986
Total share-based compensation expense	$	787	$	274		2,265		1,599

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

9 Months Ended

Sep. 30, 2024

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation

The condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) for interim financial information, and with the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. Unaudited interim results are not necessarily indicative of the results for the full fiscal year. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with audited consolidated financial statements and accompanying notes in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023.

Certain reclassifications have been made to the Company’s consolidated statements of operations of prior period to conform to current year reporting classifications.

Principles of consolidation

The condensed consolidated financial statements of the Company include the financial statements of Moatable, Inc., its subsidiaries, its VIE and VIE’s subsidiaries. All inter-company transactions and balances are eliminated upon consolidation.

Use of estimates

The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the reported amounts of revenues and expenses in the financial statements and accompanying notes. Significant accounting estimates reflected in the Company’s consolidated financial statements include, but are not limited to, provision for credit losses, the fair value of share-based compensation awards, the realization of deferred income tax assets, impairment of long-lived assets, and impairment of long-term investments.

Fair value

Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability.

Authoritative literature provides a fair value hierarchy, which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The level in the hierarchy within which the fair value measurement in its entirety falls is based upon the lowest level of input that is significant to the fair value measurement as follows:

Level 1-inputs are based upon unadjusted quoted prices for identical assets or liabilities traded in active markets.

Level 2-inputs are based upon quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3-inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques.

Cash and cash equivalents

Cash and cash equivalents generally consist of cash and highly liquid investments with an original maturity of three months or less. The Company acts as an agent for its property management clients in managing specific cash and cash equivalents. These amounts are excluded from the accompanying consolidated balance sheets.

Restricted Cash

On August 28, 2023, the Company entered into an Escrow Agreement with U.S. Bank National Association to enhance directors and officers’ insurance coverage. The Company set aside $5 million restricted cash into an escrow account with U.S. Bank as required by the contractual agreement with U.S. Bank National Association.

Accounts receivable

Accounts receivable are stated at the original amount less an provision for credit loss. Accounts receivable are recognized in the period when the Company has provided services to its customers and when its right to consideration is unconditional.

Provision for credit loss

In accordance with Accounting Standards Codification (“ASC") Topic 326, Financial Instruments - Credit Losses, the Company evaluates its accounts receivable, and other current receivable included in other current assets for expected credit losses on a regular basis. The Company maintains an estimated provision for credit losses to reduce its receivables to the amount that it believes will be collected. The Company considers factors in assessing the collectability of its receivables, such as the age of the amounts due, the customer’s payment history, credit-worthiness, current market conditions, reasonable and supportable forecasts of future economic conditions, and other specific circumstances related to the accounts. The Company adjusts the provision percentage periodically when there are significant differences between estimated bad debts and actual bad debts. If there is strong evidence indicating that the receivables are likely to be unrecoverable, the Company also makes specific provision in the period in which a loss is determined to be probable. Receivables balances are written off after all collection efforts have been exhausted. For the three months ended September 30, 2023 and 2024, the Company recorded $28 and $140 provision for credit loss for accounts receivable, respectively, and $158 and $176 provision for credit loss for other receivable, respectively. For the nine months ended September 30, 2023 and 2024, the Company recorded $28 and $140 provision for credit loss for accounts receivable, respectively, and $158 and $913 provision for credit loss for other receivable, respectively.

Revenue recognition

The Company recognizes revenue when control of the service has been transferred to the customer, generally upon delivery to a customer. The contracts have a fixed contract price and revenue is measured as the amount of consideration the Company expects to receive in exchange for providing services. The Company collects taxes from customers on behalf of governmental authorities at the time of sale. These taxes are accounted for on a net basis and are not included in revenues and cost of revenues. The Company generally expenses sales commissions when incurred because the amortization period is less than one year. These costs are recorded within selling and marketing expenses. The Company does not have any significant financing payment terms as payment is received at or shortly after the point of sale.

Revenue from Contracts with Customers (“ASC 606”) prescribes a five-step model that includes: (1) identify the contract; (2) identify the performance obligations; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations; and (5) recognize revenue when (or as) performance obligations are satisfied.

The Company generated the majority of revenue from SaaS services.

SaaS revenue: SaaS revenue mainly includes the revenue generated from the subscription and advertising services provided by Lofty and Trucker Path. The Company recognizes revenue for subscription services over the life of the subscription. For Lofty’s advertising service, the Company acts as an agent to place advertisements on third-party websites or platforms. For Trucker Path’s advertising service, the Company acts as principal to place advertisements on Trucker Path’s platform. The Company recognizes revenue for advertising services over the advertising periods.

Other services: Other services mainly include revenue from the provision of back-office services to Oak Pacific Investment (“OPI”) and revenue from non-recurring sources. The Company provides back-office services including accounting, legal, and business-related consulting services, which is a single performance obligation provided over the contract periods with pre-determined stand-alone selling price. The Company recognizes revenue over the contract periods.

Contract balances: Timing of revenue recognition may differ from the timing of invoicing to customers. Accounts receivable represent amounts invoiced and revenue recognized when the Company has satisfied the Company’s performance obligation and has the unconditional right to payment. There were no contract assets recorded as of December 31, 2023 and September 30, 2024.

Deferred revenue mainly represents payments received from customers related to unsatisfied performance obligations for SaaS. The Company’s total deferred revenue was $4,322 and $4,575 as of December 31, 2023 and September 30, 2024, respectively, which is expected to be recognized as revenue within one year. The amount of revenue recognized during the nine months ended September 30, 2023 and 2024 that was previously included in the deferred revenue as of December 31, 2022 and 2023 were $3,922 and $3,666, respectively.

(Loss) income per share

Basic (loss) income per ordinary share is computed by dividing net (loss) income attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period.

Diluted (loss) income per ordinary share reflects the potential dilution that could occur if securities were exercised or converted into ordinary shares. The Company had stock options and non-vested restricted shares, which could potentially dilute basic earnings per share in the future. All stock options and nonvested restricted shares in the diluted loss per ordinary share computation were excluded in periods of net loss for the three and nine months ended September 30, 2023 and for the nine months ended September 30, 2024, respectively, as their effects would be anti-dilutive in loss periods. 250,000 stock options and 6,782,962 nonvested restricted shares in the diluted income per ordinary share computation were excluded for the three months ended September 30, 2024 because their inclusion would have been anti-dilutive.

Recent accounting pronouncements not yet adopted

In November 2023, the FASB issued ASU 2023-07, which modifies the disclosure and presentation requirements of reportable segments. The new guidance requires the disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit and loss. In addition, the new guidance enhances interim disclosure requirements, clarifies circumstances in which an entity can disclose multiple segment measures of profit or loss, provides new segment disclosure requirements for entities with a single reportable segment, and contains other disclosure requirements. The update is to be adopted retrospectively to all periods presented and is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is in the process of evaluation the impact of adopting this new guidance on its consolidated financial statement.

In December 2023, the FASB issued ASU 2023-09, Improvement to Income Tax Disclosure. This standard requires more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. This standard also includes certain other amendments to improve the effectiveness of income tax disclosures. ASU 2023-09 is to be adopted on a prospective basis with the option to apply retrospectively and is effective for public business entities, for annual periods beginning after December 15, 2024. For entities other than public business entities, the amendments are effective for annual periods beginning after December 15, 2025. The Company is in the process of evaluation the impact of adopting this new guidance on its consolidated financial statement.

Recently issued ASUs by the FASB, except for the ones mentioned above, have no material impact on the Company’s consolidated results of operations or financial position.

SHARE-BASED COMPENSATION - Summary of Nonvested restricted shares activity (Details) - Nonvested restricted shares	9 Months Ended
	Sep. 30, 2024 $ / shares shares
Nonvested restricted shares
Outstanding at the beginning of the period (in shares) \| shares	20,538,376
Granted (in shares) \| shares	1,313,865
Vested (in shares) \| shares	(10,178,100)
Forfeited (in shares) \| shares	(4,891,179)
Outstanding at the end of the period (in shares) \| shares	6,782,962
Weighted average fair value per ordinary share at the grant dates
Outstanding at the beginning of the period (in dollars per share) \| $ / shares	$ 0.07
Granted (in dollars per share) \| $ / shares	0.05
Vested (in dollars per share) \| $ / shares	0.09
Forfeited (in dollars per share) \| $ / shares	0.04
Outstanding at the end of the period (in dollars per share) \| $ / shares	$ 0.06

ACQUISITION - Pro Forma Information (Details) - TLP $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($)
Acquisition
Net revenue of acquiree since the acquisition date	$ 277
Net income of acquiree since the acquisition date	$ 22

SHARE-BASED COMPENSATION - Summary of activity of stock options granted (Details) - $ / shares	3 Months Ended	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2024
Number of shares
Balance at the beginning of the period (in shares)		91,646,055
Granted (in shares)		250,000
Exercised (in shares)		(91,646,055)
Balance at the end of the period (in shares)	250,000	250,000
Exercisable, at the end of the period (in shares)	20,833	20,833
Expected to vest, at the end of the period (in shares)	229,167	229,167
Weighted average exercise price
Balance at the beginning of the period (in dollars per share)		$ 0.01
Granted (in dollars per share)		0.01
Exercised (in dollars per share)		0.01
Balance at the end of the period (in dollars per share)	$ 0.01	0.01
Exercisable, at the end of the period (in dollars per share)	0.01	0.01
Expected to vest, at the end of the period (in dollars per share)	$ 0.01	$ 0.01
Lofty Inc
Number of shares
Granted (in shares)	0	7,800
Weighted average exercise price
Granted (in dollars per share)	$ 25.20	$ 25.20
Trucker Path
Number of shares
Granted (in shares)	0	7,800
Weighted average exercise price
Granted (in dollars per share)	$ 14.77	$ 14.77
Stock options \| Trucker Path
Number of shares
Balance at the beginning of the period (in shares)		48,649
Granted (in shares)		7,800
Forfeited (in shares)		(9,534)
Balance at the end of the period (in shares)	46,915	46,915
Exercisable, at the end of the period (in shares)	34,566	34,566
Expected to vest, at the end of the period (in shares)	12,349	12,349
Weighted average exercise price
Balance at the beginning of the period (in dollars per share)		$ 46.01
Granted (in dollars per share)		64.70
Forfeited (in dollars per share)		4.00
Balance at the end of the period (in dollars per share)	$ 57.66	57.66
Exercisable, at the end of the period (in dollars per share)	45.46	45.46
Expected to vest, at the end of the period (in dollars per share)	91.40	91.40
Weighted average grant date fair value
Balance at the beginning of the period (in dollars per share)		22.81
Granted (in dollars per share)		14.77
Forfeited (in dollars per share)		2.00
Balance at the end of the period (in dollars per share)	$ 22.81	$ 22.81
Renren stock options \| Lofty Inc
Number of shares
Balance at the beginning of the period (in shares)		47,673
Granted (in shares)		7,800
Exercised (in shares)		(7,150)
Forfeited (in shares)		(1,575)
Balance at the end of the period (in shares)	46,748	46,748
Exercisable, at the end of the period (in shares)	33,175	33,175
Expected to vest, at the end of the period (in shares)	13,573	13,573
Weighted average exercise price
Balance at the beginning of the period (in dollars per share)		$ 28.03
Granted (in dollars per share)		33.48
Exercised (in dollars per share)		6.00
Forfeited (in dollars per share)		73.35
Balance at the end of the period (in dollars per share)	$ 30.79	30.79
Exercisable, at the end of the period (in dollars per share)	25.01	25.01
Expected to vest, at the end of the period (in dollars per share)	44.90	44.90
Weighted average grant date fair value
Balance at the beginning of the period (in dollars per share)		14.41
Granted (in dollars per share)		25.20
Exercised (in dollars per share)		3.77
Forfeited (in dollars per share)		33.48
Balance at the end of the period (in dollars per share)	$ 17.20	$ 17.20

RELATED PARTY BALANCES AND TRANSACTIONS (Tables)

9 Months Ended

Sep. 30, 2024


	Name	Relationship
(a)	Kaixin Automobile Holdings (“Kaixin”)	Equity investment of the Company (Note 4)
(b)	Infinities Technology (Cayman) Holding Limited (“Infinities”)	Equity investment of the Company
(c)	Oak Pacific Investment (“OPI”) and its subsidiaries	An entity (and its subsidiaries) controlled together by chief executive officer and one of the Company’s board members.

Schedule of amount due from related parties

As of December 31, 2023 and September 30, 2024 amounts due from related parties were as follows (in thousands):


	Note	As of December 31, 2023		As of September 30, 2024
Gross amount due from Kaixin	(i)		3,690		3,709
Less: bad debt provision			(3,690)		(3,709)
Net amount due from Kaixin			—		—
Infinities	(ii)		671		676
OPI and its subsidiaries			13		14
Total		$	684	$	690

(i)	The balances mainly represented the advances made to Kaixin for daily operational purposes. The Company provided full bad debt provision for the year ended December 31, 2021, as the Company concluded the likelihood of the balance being recovered is remote.

(ii)

Schedule of amount due to related parties

As of December 31, 2023 and September 30, 2024 amounts due to related parties were as follows (in thousands):


	As of December 31, 2023		As of September 30, 2024
Infinities	$	643	$	632
OPI and its subsidiaries		12		—
Total	$	655	$	632

OPERATING LEASES

9 Months Ended

Sep. 30, 2024

OPERATING LEASES

OPERATING LEASES

5. OPERATING LEASES

The Company leases its facilities and offices under non-cancellable operating lease agreements. These leases expire through 2025 and are renewable upon negotiation.

For the three months ended September 30, 2023 and 2024, cash paid for amounts included in the measurement of lease liabilities was $100 and $143 respectively. For the nine months ended September 30, 2023 and 2024, cash paid for amounts included in the measurement of lease liabilities was $368 and $388 respectively.

The operating lease cost and short-term lease cost for the three and nine months ended September 30, 2023 and 2024 were as follows (in thousands):


	For the three months ended September 30,				For the nine months ended September 30,
	2023		2024		2023		2024
Selling expenses	$	25	$	22	$	118	$	61
Research and development expenses		65		170		205		375
General and administrative expenses		18		21		79		54
Total operating lease cost		108		213		402		490

Short-term lease cost		13		22		93		82

Total lease cost	$	121	$	235	$	495	$	572

The weighted average remaining lease term as of December 31, 2023 and September 30, 2024 was 1.64 and 3.70 years, and the weighted average discount rate of the operating leases was 10.30% and 5.50%, respectively.

Maturities of lease liabilities as of September 30, 2024 were as follows (in thousands):


	Operating Lease
Remainder of 2024	$	217
2025		555
2026		363
2027		289
2028		48
Thereafter		172
Total undiscounted lease payment		1,644
Less: Imputed interest		(123)
Present value of lease liabilities	$	1,521

ORGANIZATION AND PRINCIPAL ACTIVITIES - Financial statement balances and amounts of the Company's VIE (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Condensed consolidated financial information of VIE and its subsidiaries
Total assets	$ 72,506		$ 72,506		$ 69,700
Total liabilities	24,193		24,193		21,629
Net loss	1,505	$ (6,958)	(1,518)	$ (10,385)
Revenues	16,686	13,291	45,998	38,308
Net (loss) income	1,500	(6,850)	(1,476)	(9,291)
Net cash provided by operating activities			1,704	(4,579)
Net cash used in investing activities			(2,975)	18,615
Net cash used in financing activities			859	2,764
Variable Interest Entity
Condensed consolidated financial information of VIE and its subsidiaries
Service fees			0		0
Total assets	6,058		6,058		7,006
Total liabilities	5,600		5,600		7,802
Net loss					(15,871)
Revenues	21	20	62	76
Net (loss) income	$ (1,698)	$ (4,180)	(8,808)	(10,918)
Net cash provided by operating activities			345	1,541
Net cash used in investing activities			$ (18)	$ (58)
Variable Interest Entity \| As previously reported
Condensed consolidated financial information of VIE and its subsidiaries
Total liabilities					11,877
Net loss					$ (10,339)

RELATED PARTY BALANCES AND TRANSACTIONS - Schedule of amount due to related parties (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Amounts due from related parties
Amounts due to related parties	$ 632	$ 655
Beijing Infinities
Amounts due from related parties
Amounts due to related parties	$ 632	643
Beijing Oak Yi Xin
Amounts due from related parties
Amounts due to related parties		$ 12

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	Sep. 30, 2024
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of presentation	Basis of presentation The condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) for interim financial information, and with the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. Unaudited interim results are not necessarily indicative of the results for the full fiscal year. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with audited consolidated financial statements and accompanying notes in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023. Certain reclassifications have been made to the Company’s consolidated statements of operations of prior period to conform to current year reporting classifications.
Principles of consolidation	Principles of consolidation The condensed consolidated financial statements of the Company include the financial statements of Moatable, Inc., its subsidiaries, its VIE and VIE’s subsidiaries. All inter-company transactions and balances are eliminated upon consolidation.
Use of estimates	Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the reported amounts of revenues and expenses in the financial statements and accompanying notes. Significant accounting estimates reflected in the Company’s consolidated financial statements include, but are not limited to, provision for credit losses, the fair value of share-based compensation awards, the realization of deferred income tax assets, impairment of long-lived assets, and impairment of long-term investments.
Fair value	Fair value Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability. Authoritative literature provides a fair value hierarchy, which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The level in the hierarchy within which the fair value measurement in its entirety falls is based upon the lowest level of input that is significant to the fair value measurement as follows: Level 1-inputs are based upon unadjusted quoted prices for identical assets or liabilities traded in active markets. Level 2-inputs are based upon quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3-inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques.
Cash and cash equivalents	Cash and cash equivalents Cash and cash equivalents generally consist of cash and highly liquid investments with an original maturity of three months or less. The Company acts as an agent for its property management clients in managing specific cash and cash equivalents. These amounts are excluded from the accompanying consolidated balance sheets.
Restricted Cash	Restricted Cash On August 28, 2023, the Company entered into an Escrow Agreement with U.S. Bank National Association to enhance directors and officers’ insurance coverage. The Company set aside $5 million restricted cash into an escrow account with U.S. Bank as required by the contractual agreement with U.S. Bank National Association.
Accounts receivable	Accounts receivable Accounts receivable are stated at the original amount less an provision for credit loss. Accounts receivable are recognized in the period when the Company has provided services to its customers and when its right to consideration is unconditional.
Provision for credit loss	Provision for credit loss In accordance with Accounting Standards Codification (“ASC") Topic 326, Financial Instruments - Credit Losses, the Company evaluates its accounts receivable, and other current receivable included in other current assets for expected credit losses on a regular basis. The Company maintains an estimated provision for credit losses to reduce its receivables to the amount that it believes will be collected. The Company considers factors in assessing the collectability of its receivables, such as the age of the amounts due, the customer’s payment history, credit-worthiness, current market conditions, reasonable and supportable forecasts of future economic conditions, and other specific circumstances related to the accounts. The Company adjusts the provision percentage periodically when there are significant differences between estimated bad debts and actual bad debts. If there is strong evidence indicating that the receivables are likely to be unrecoverable, the Company also makes specific provision in the period in which a loss is determined to be probable. Receivables balances are written off after all collection efforts have been exhausted. For the three months ended September 30, 2023 and 2024, the Company recorded $28 and $140 provision for credit loss for accounts receivable, respectively, and $158 and $176 provision for credit loss for other receivable, respectively. For the nine months ended September 30, 2023 and 2024, the Company recorded $28 and $140 provision for credit loss for accounts receivable, respectively, and $158 and $913 provision for credit loss for other receivable, respectively.
Revenue recognition	Revenue recognition The Company recognizes revenue when control of the service has been transferred to the customer, generally upon delivery to a customer. The contracts have a fixed contract price and revenue is measured as the amount of consideration the Company expects to receive in exchange for providing services. The Company collects taxes from customers on behalf of governmental authorities at the time of sale. These taxes are accounted for on a net basis and are not included in revenues and cost of revenues. The Company generally expenses sales commissions when incurred because the amortization period is less than one year. These costs are recorded within selling and marketing expenses. The Company does not have any significant financing payment terms as payment is received at or shortly after the point of sale. Revenue from Contracts with Customers (“ASC 606”) prescribes a five-step model that includes: (1) identify the contract; (2) identify the performance obligations; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations; and (5) recognize revenue when (or as) performance obligations are satisfied. The Company generated the majority of revenue from SaaS services. SaaS revenue: SaaS revenue mainly includes the revenue generated from the subscription and advertising services provided by Lofty and Trucker Path. The Company recognizes revenue for subscription services over the life of the subscription. For Lofty’s advertising service, the Company acts as an agent to place advertisements on third-party websites or platforms. For Trucker Path’s advertising service, the Company acts as principal to place advertisements on Trucker Path’s platform. The Company recognizes revenue for advertising services over the advertising periods. Other services: Other services mainly include revenue from the provision of back-office services to Oak Pacific Investment (“OPI”) and revenue from non-recurring sources. The Company provides back-office services including accounting, legal, and business-related consulting services, which is a single performance obligation provided over the contract periods with pre-determined stand-alone selling price. The Company recognizes revenue over the contract periods. Contract balances: Timing of revenue recognition may differ from the timing of invoicing to customers. Accounts receivable represent amounts invoiced and revenue recognized when the Company has satisfied the Company’s performance obligation and has the unconditional right to payment. There were no contract assets recorded as of December 31, 2023 and September 30, 2024. Deferred revenue mainly represents payments received from customers related to unsatisfied performance obligations for SaaS. The Company’s total deferred revenue was $4,322 and $4,575 as of December 31, 2023 and September 30, 2024, respectively, which is expected to be recognized as revenue within one year. The amount of revenue recognized during the nine months ended September 30, 2023 and 2024 that was previously included in the deferred revenue as of December 31, 2022 and 2023 were $3,922 and $3,666, respectively.
(Loss) income per share	(Loss) income per share Basic (loss) income per ordinary share is computed by dividing net (loss) income attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period. Diluted (loss) income per ordinary share reflects the potential dilution that could occur if securities were exercised or converted into ordinary shares. The Company had stock options and non-vested restricted shares, which could potentially dilute basic earnings per share in the future. All stock options and nonvested restricted shares in the diluted loss per ordinary share computation were excluded in periods of net loss for the three and nine months ended September 30, 2023 and for the nine months ended September 30, 2024, respectively, as their effects would be anti-dilutive in loss periods. 250,000 stock options and 6,782,962 nonvested restricted shares in the diluted income per ordinary share computation were excluded for the three months ended September 30, 2024 because their inclusion would have been anti-dilutive.
Recent accounting pronouncements not yet adopted	Recent accounting pronouncements not yet adopted In November 2023, the FASB issued ASU 2023-07, which modifies the disclosure and presentation requirements of reportable segments. The new guidance requires the disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit and loss. In addition, the new guidance enhances interim disclosure requirements, clarifies circumstances in which an entity can disclose multiple segment measures of profit or loss, provides new segment disclosure requirements for entities with a single reportable segment, and contains other disclosure requirements. The update is to be adopted retrospectively to all periods presented and is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is in the process of evaluation the impact of adopting this new guidance on its consolidated financial statement. In December 2023, the FASB issued ASU 2023-09, Improvement to Income Tax Disclosure. This standard requires more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. This standard also includes certain other amendments to improve the effectiveness of income tax disclosures. ASU 2023-09 is to be adopted on a prospective basis with the option to apply retrospectively and is effective for public business entities, for annual periods beginning after December 15, 2024. For entities other than public business entities, the amendments are effective for annual periods beginning after December 15, 2025. The Company is in the process of evaluation the impact of adopting this new guidance on its consolidated financial statement. Recently issued ASUs by the FASB, except for the ones mentioned above, have no material impact on the Company’s consolidated results of operations or financial position.

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Class A ordinary shares
Ordinary shares, par value (in dollars per share)	$ 0.001	$ 0.001
Ordinary shares, shares authorized (in shares)	3,000,000,000	3,000,000,000
Ordinary shares, shares issued (in shares)	709,249,096	607,424,941
Ordinary shares, shares outstanding (in shares)	633,860,956	550,232,776
Class B ordinary shares
Ordinary shares, par value (in dollars per share)	$ 0.001	$ 0.001
Ordinary shares, shares authorized (in shares)	500,000,000	500,000,000
Ordinary shares, shares issued (in shares)	170,258,970	170,258,970
Ordinary shares, shares outstanding (in shares)	170,258,970	170,258,970
Number of shares into which each Class B ordinary share is convertible	1	1

SEGMENT INFORMATION and GEOGRAPHIC INFORMATION - Information for the Company's segments, as well as for Other Operations (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION
Revenues	$ 16,686	$ 13,291	$ 45,998	$ 38,308
Cost of sales	4,053	2,813	10,869	8,157
Gross profit	12,633	10,478	35,129	30,151
Lofty Inc
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION
Revenues	9,216	7,262	25,656	21,301
Cost of sales	1,722	1,047	4,491	3,083
Gross profit	7,494	6,215	21,165	18,218
Trucker Path
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION
Revenues	7,425	5,995	20,216	16,887
Cost of sales	2,295	1,729	6,270	4,954
Gross profit	5,130	4,266	13,946	11,933
Other Operations
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION
Revenues	45	34	126	120
Cost of sales	36	37	108	$ 120
Gross profit	$ 9	$ (3)	$ 18

- Definition

The aggregate cost of goods produced and sold and services rendered during the reporting period.

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- Definition

Aggregate revenue less cost of goods and services sold or operating expenses directly attributable to the revenue generation activity.

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Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

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+ Details

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Revenues:
Total revenues	$ 16,686	$ 13,291	$ 45,998	$ 38,308
Cost of revenues:
Total cost of revenues	4,053	2,813	10,869	8,157
Gross profit	12,633	10,478	35,129	30,151
Operating expenses
Selling and marketing	4,628	4,382	12,991	13,917
Research and development	4,779	4,267	13,792	14,080
General and administrative	3,461	2,628	9,995	9,203
Impairment of intangible assets			207
Total operating expenses	12,868	11,277	36,985	37,200
Loss from operations	(235)	(799)	(1,856)	(7,049)
Other income, net	431	33	413	1,228
(Loss) Gain from fair value change of a long-term investment	147	(6,510)	(1,474)	(5,989)
Interest income	393	378	1,164	1,171
(Loss) income before provision of income tax and income (loss) in equity method investments and non-controlling interest, net of tax	736	(6,898)	(1,753)	(10,639)
Income tax (expenses) benefits	604	(192)	368	(192)
(Loss) income before income (loss) in equity method investments and non-controlling interest, net of tax	1,340	(7,090)	(1,385)	(10,831)
Impairment on and income (loss) in equity method investments, net of tax	165	132	(133)	446
Net (loss) income	1,505	(6,958)	(1,518)	(10,385)
Less: Net (loss) income attributable to non-controlling interests	5	(108)	(42)	(1,094)
Net (loss) income attributable to Moatable, Inc.	$ 1,500	$ (6,850)	$ (1,476)	$ (9,291)
Net (loss) income per share attributable to Moatable, Inc. shareholders:
Basic	$ 0.002	$ (0.008)	$ (0.002)	$ (0.009)
Diluted	$ 0.002	$ (0.008)	$ (0.002)	$ (0.009)
Weighted average number of shares used in calculating net (loss) income per share attributable to Moatable, Inc. shareholders:
Basic	811,518,063	833,169,272	780,018,704	993,755,493
Diluted	811,518,063	833,169,272	780,018,704	993,755,493
Net (loss) income	$ 1,505	$ (6,958)	$ (1,518)	$ (10,385)
Other comprehensive income (loss), net of tax
Foreign currency translation, net of nil income taxes	18	37	(24)	518
Net unrealized gain (loss) on available-for-sale investments, net of nil income taxes		12		(26)
Other comprehensive income (loss)	18	49	(24)	492
Comprehensive (loss) income	1,523	(6,909)	(1,542)	(9,893)
Less: total comprehensive (loss) income attributable to non-controlling interest	6	(203)	75	(1,309)
Comprehensive (loss) income attributable to Moatable, Inc.	1,517	(6,706)	(1,617)	(8,584)
SaaS revenue
Revenues:
Total revenues	16,641	13,257	45,872	38,188
Cost of revenues:
Total cost of revenues	4,017	2,776	10,761	8,037
Other services
Revenues:
Total revenues	45	34	126	120
Cost of revenues:
Total cost of revenues	$ 36	$ 37	$ 108	$ 120

RELATED PARTY BALANCES AND TRANSACTIONS - Schedule of amounts due from related parties (Details) - USD ($) $ in Thousands	1 Months Ended	9 Months Ended	12 Months Ended
	Nov. 30, 2018	Sep. 30, 2023	Dec. 31, 2019	Sep. 30, 2024	Dec. 31, 2023
Amounts due from related parties
Proceeds from a related party		$ 9,179
Less: bad debt provision				$ (3,709)	$ (3,690)
Amounts due from related parties, net				690	684
Beijing Infinities
Amounts due from related parties
Receivable in cash classified as current	$ 20,000
Allowance for unpaid cash consideration	40,000
Proceeds from a related party			$ 6,866
Receivable in shares to be issued classified as non-current	$ 12,408
Amounts due from related parties, net				676	671
Kaixin Auto Holdings
Amounts due from related parties
Gross amount due from Kaixin				3,709	3,690
Beijing Oak Yi Xin
Amounts due from related parties
Amounts due from related parties, net				$ 14	$ 13

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Aug. 28, 2023
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Escrow deposit						$ 5,000
Provision for credit loss for accounts receivable	$ 140	$ 28	$ 140	$ 28
Provision for credit losses	176	$ 158	913	158
Contract assets	0		0		$ 0
Deferred revenue current	$ 4,575		4,575		$ 4,322
Revenue recognized			$ 3,666	$ 3,922
Employee Stock Option
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Ordinary shares excluded from computation of diluted net (loss) income per share	250,000
Nonvested restricted shares
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Ordinary shares excluded from computation of diluted net (loss) income per share	6,782,962

LONG-TERM INVESTMENTS - Additional information (Details) $ in Thousands, ¥ in Millions	1 Months Ended			3 Months Ended		9 Months Ended
	Oct. 31, 2014 USD ($)	May 31, 2014 USD ($)	May 31, 2014 CNY (¥)	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)
Equity method investments:
Share of loss and income under equity method				$ 165	$ 132	$ (133)	$ 446
Fundrise, L.P.
Equity method investments:
Total consideration	$ 10,000
Ownership percentage				98.04%		98.04%		98.04%
Share of loss and income under equity method				$ 165	132	$ 455	391
Beijing Fenghou Tianyuan Investment and Management Center L.P. (Tianyuan L.P.)
Equity method investments:
Total consideration		$ 1,385	¥ 10
Ownership percentage				12.38%		12.38%		12.38%
Share of loss and income under equity method				$ 0	0	$ 0	0
Recognized an impairment loss				$ 0		$ 588
Kaixin Auto Holdings
Equity method investments:
Ownership percentage				16.60%		16.60%
Unrealized loss				$ 147	$ (6,510)	$ (1,474)	$ (5,989)
Equity method investment aggregate cost				$ 447		$ 447		$ 1,921

SEGMENT INFORMATION and GEOGRAPHIC INFORMATION (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($) segment	Dec. 31, 2023 USD ($)
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION
Number of reportable segments \| segment	2
PRC
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION
Long-lived assets	$ 376	$ 682
Philippines
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION
Long-lived assets	236	257
United States
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION
Long-lived assets	7,003	$ 6,844
Europe
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION
Long-lived assets	$ 1,685

Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2024	Nov. 07, 2024
Document and Entity Information
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2024
Document Transition Report	false
Entity File Number	001-35147
Entity Registrant Name	Moatable, Inc.
Entity Incorporation, State or Country Code	E9
Entity Tax Identification Number	00-0000000
Entity Address, Address Line One	45 West Buchanan Street,
Entity Address, City or Town	Phoenix
Entity Address, State or Province	AZ
Entity Address, Postal Zip Code	85003
City Area Code	833
Local Phone Number	258-7482
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Central Index Key	0001509223
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Amendment Flag	false
ADS
Document and Entity Information
Title of 12(b) Security	American depositary shares, each representing 45 Class A ordinary shares
Trading Symbol	MTBLY
Class A ordinary shares
Document and Entity Information
Title of 12(b) Security	Class A ordinary shares, par value $0.001 per share*
Entity Common Stock, Shares Outstanding		633,901,951
Class B ordinary shares
Document and Entity Information
Entity Common Stock, Shares Outstanding		170,258,970

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ 1,500	$ (6,850)	$ (1,476)	$ (9,291)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

SEGMENT INFORMATION and GEOGRAPHIC INFORMATION

9 Months Ended

Sep. 30, 2024

SEGMENT INFORMATION and GEOGRAPHIC INFORMATION

SEGMENT INFORMATION and GEOGRAPHIC INFORMATION

9. SEGMENT INFORMATION and GEOGRAPHIC INFORMATION

The disaggregated revenues by subscription, advertising, and other services for the three and nine months ended September 30, 2023 and 2024 were as follows (in thousands):


	For the three months ended September 30,				For the nine months ended September 30,
	2023		2024		2023		2024
Lofty
Subscription services	$	6,834	$	8,442	$	20,038	$	24,001
Advertising services		356		386		1,131		1,120
Other revenue		72		388		132		535
	$	7,262	$	9,216	$	21,301	$	25,656
Trucker Path
Subscription services	$	5,454	$	6,823	$	15,495	$	18,695
Advertising services		497		398		1,328		1,279
Other SaaS revenue		44		204		64		242
	$	5,995	$	7,425	$	16,887	$	20,216
Other Operations
Other services	$	34	$	45	$	120	$	126
Total Revenue	$	13,291	$	16,686	$	38,308	$	45,998

The Company is engaged in providing SaaS platforms to customers primarily located in the United States. The Company’s operations are conducted in two reportable segments: Lofty and Trucker Path. The Company defines its segments as those operations whose results the chief operating decision maker regularly reviews to analyze performance and allocate resources. The Company sells similar platform services in each of its segments.

The Lofty segment includes the Company’s all-in-one real estate sales acceleration, client lifecycle management platform and real estate accounting business. The Trucker Path segment includes the Company’s driver-centric online transportation management platform. The Other Operations segment consists of other items not allocated to any of the Company’s segments.

The Company measures the results of its segments using, among other measures, each segment’s revenue and cost of sales. Information for the Company’s segments, as well as for Other Operations, is provided in the following table (in thousands):


	Lofty		Trucker Path		Other Operations		Consolidated
Three months ended September 30, 2024
Revenue	$	9,216	$	7,425	$	45	$	16,686
Cost of sales		1,722		2,295		36		4,053
Gross Margin	$	7,494	$	5,130	$	9	$	12,633

Three months ended September 30, 2023
Revenue	$	7,262	$	5,995	$	34	$	13,291
Cost of sales		1,047		1,729		37		2,813
Gross Margin	$	6,215	$	4,266	$	(3)	$	10,478

Nine months ended September 30, 2024
Revenue	$	25,656	$	20,216	$	126	$	45,998
Cost of sales		4,491		6,270		108		10,869
Gross Margin	$	21,165	$	13,946	$	18	$	35,129

Nine months ended September 30, 2023
Revenue	$	21,301	$	16,887	$	120	$	38,308
Cost of sales		3,083		4,954		120		8,157
Gross Margin	$	18,218	$	11,933	$	—	$	30,151

The majority of the Company’s revenue for the three and nine months ended September 30, 2023 and 2024 were generated from the United States.

As of December 31, 2023 and September 30, 2024, substantially all of the long-lived assets of the Company were located in the US. As of December 31, 2023, the long-lived assets of $682, $257 and $6,844 of the Company were located in the PRC, Philippines and United States, respectively. As of September 30, 2024, the long-lived assets in the carrying value of $236, $376, $1,685 and $7,003 of the Company were located in the Philippines, PRC, Europe, UK, and United States, respectively.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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+ Details

ORGANIZATION AND PRINCIPAL ACTIVITIES (Tables)

9 Months Ended

Sep. 30, 2024

ORGANIZATION AND PRINCIPAL ACTIVITIES

Schedule of major subsidiaries, VIE and VIE's subsidiaries

As of September 30, 2024, Moatable, Inc.’s major subsidiaries, VIE and VIE’s subsidiaries are as follows:


	Later of date		Percentage of
	of incorporation	Place of	legal ownership		Principal
Name of Subsidiaries	or acquisition	incorporation	by Moatable Inc.		activities
Subsidiaries:
Lofty Inc.(“Lofty”)	September 7, 2012	Delaware, USA	76.4	%	SaaS business
Trucker Path, Inc. (“Trucker Path”)	December 28, 2017	Delaware, USA	76.1	%	SaaS business
Renren Giantly Philippines Inc.	March, 2018	Philippines	100	%	SaaS business
Qianxiang Shiji Technology Development (Beijing) Co., Ltd. (“Qianxiang Shiji”)	March 21, 2005	PRC	100	%	Investment holding
The Letting Partnership Ltd (“TLP”)	August 30,2024	England and Wales, UK	76.4	%	Real estate accounting business

Variable Interest Entity:
Beijing Qianxiang Tiancheng Technology Development Co., Ltd. (“Qianxiang Tiancheng”)	October 28, 2002	PRC	N/A		Software developer

Subsidiaries of Variable Interest Entity:
Beijing Qianxiang Wangjing Technology Development Co., Ltd. (“Qianxiang Wangjing”)	November 11, 2008	PRC	N/A		Software developer

Schedule of condensed consolidated financial information


	As of December 31,		As of September 30,
	2023		2024
Total assets	$	7,006	$	6,058
Total liabilities	$	7,802	$	5,600


	For the three months ended September 30,				For the nine months ended September 30,
	2023		2024		2023		2024
Revenues	$	20	$	21	$	76	$	62
Net (loss) income	$	(4,180)	$	(1,698)	$	(10,918)	$	(8,808)


	For the nine months ended September 30,
	2023		2024
Net cash provided by operating activities	$	1,541	$	345
Net cash used in investing activities	$	(58)	$	(18)
Net cash used in financing activities	$	—	$	—

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Cash flows from operating activities:
Net loss	$ 1,505	$ (6,958)	$ (1,518)	$ (10,385)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Share-based compensation expense			1,599	2,265
Impairment on and (income) loss in equity method investments			133	(446)
Amortization of the right-of-use assets			341	391
Depreciation and amortization			297	325
Release of tax liabilities			(726)	(1,291)
Impairment on intangible asset			207
Fair value change on long-term investment	(147)	6,510	1,474	5,989
Loss from disposal of subsidiaries				308
Provision for credit losses			1,053	186
Reversal of aged other payables			(1,711)
Changes in operating assets and liabilities:
Accounts receivable			(1,130)	(781)
Prepaid expenses and other current assets			(410)	(234)
Other non-current assets			(55)
Accounts payable			152	92
Amounts due from/to related parties				(2)
Accrued expenses and other current liabilities			1,787	(802)
Deferred revenue			253	(18)
Operating lease liabilities			(388)	(368)
Income tax payable			346	192
Net cash (used in) provided by operating activities			1,704	(4,579)
Cash flows from investing activities:
Payment for acquisition of a subsidiary, net of cash acquired			(2,658)
Purchases of intangible assets			(140)	(96)
Redemption of short-term investments				19,585
Dividend received from equity investment				52
Proceeds from disposal of equipment and property				1
Purchases of property and refurbishment construction			(177)	(927)
Net cash provided by (used in) investing activities			(2,975)	18,615
Cash flows from financing activities:
Proceeds from exercise of share options			1,046	40
Ordinary share buyback			(187)	(9,085)
Dividend received from stipulation settlement				2,630
Proceeds from a related party				9,179
Net cash provided by financing activities			859	2,764
Net increase (decrease) in cash and cash equivalents and restricted cash			(412)	16,800
Cash and cash equivalents and restricted cash at beginning of period			38,969	27,960	$ 27,960
Effect of exchange rate changes			(179)	699
Cash and cash equivalents and restricted cash at end of period	38,378	45,459	38,378	45,459	38,969
Reconciliation of cash, cash equivalents, and restricted cash reported within the condense consolidated balance sheets
Cash and cash equivalents	33,150	45,459	33,150	45,459	$ 33,913
Restricted cash	5,228		5,228
Cash and cash equivalents and restricted cash at the end of the period	$ 38,378	$ 45,459	38,378	45,459
Schedule of non-cash activities:
Obtaining right-of-use assets in exchange for operating lease liabilities			1,228	$ 757
Payable related to acquisition of The Letting Partnership Ltd ("TLP")			830
Change of shares withheld for payroll taxes on restricted shares into treasury stock			$ 674

SEGMENT INFORMATION and GEOGRAPHIC INFORMATION - Disaggregated revenues by subscription, advertising, and other services (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION
Revenue	$ 16,686	$ 13,291	$ 45,998	$ 38,308
Lofty Inc
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION
Revenue	9,216	7,262	25,656	21,301
Lofty Inc \| Subscription services
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION
Revenue	8,442	6,834	24,001	20,038
Lofty Inc \| Advertising services
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION
Revenue	386	356	1,120	1,131
Lofty Inc \| Other SaaS revenue
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION
Revenue	388	72	535	132
Trucker Path
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION
Revenue	7,425	5,995	20,216	16,887
Trucker Path \| Subscription services
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION
Revenue	6,823	5,454	18,695	15,495
Trucker Path \| Advertising services
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION
Revenue	398	497	1,279	1,328
Trucker Path \| Other SaaS revenue
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION
Revenue	204	44	242	64
Other Operations \| Other services
SEGMENT INFORMATION and GEOGRAPHIC INFORMATION
Revenue	$ 45	$ 34	$ 126	$ 120

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

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+ Details

SHARE-BASED COMPENSATION - Service period of award using the straight-line method (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
SHARE-BASED COMPENSATION
Share-based compensation expense	$ 274	$ 787	$ 1,599	$ 2,265
Lofty Inc
SHARE-BASED COMPENSATION
Share-based compensation expense	45	34	138	120
Trucker Path
SHARE-BASED COMPENSATION
Share-based compensation expense	$ 65	$ 61	$ 200	$ 212

LONG-TERM INVESTMENTS (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
LONG-TERM INVESTMENTS
Total equity method investments	$ 12,959	$ 13,104
Equity investment without readily determinable fair values	714	708
Total long-term investments	14,120	15,733
Fundrise, L.P.
LONG-TERM INVESTMENTS
Total equity method investments	12,959	12,504
Other
LONG-TERM INVESTMENTS
Total equity method investments		600
Kaixin Auto Holdings
LONG-TERM INVESTMENTS
Equity investment without readily determinable fair values	447	1,921
Suzhou Youge Interconnection Venture Capital Center
LONG-TERM INVESTMENTS
Equity investment without readily determinable fair values	$ 714	$ 708

- Definition

This item represents the carrying amount on the entity's balance sheet of its investment in common stock of an equity method investee. This is not an indicator of the fair value of the investment, rather it is the initial cost adjusted for the entity's share of earnings and losses of the investee, adjusted for any distributions (dividends) and other than temporary impairment (OTTI) losses recognized.

+ References + Details

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)(3)
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Name Accounting Standards Codification
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478795/946-210-50-12

Reference 4: http://www.xbrl.org/2003/role/exampleRef
-Topic 946
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-Section 55
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-Publisher FASB
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-9

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Paragraph 6
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-URI https://asc.fasb.org/1943274/2147478795/946-210-50-6

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
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-Paragraph 1
-Subparagraph (a)(1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478795/946-210-50-1

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)(1)
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-URI https://asc.fasb.org/1943274/2147478795/946-210-50-1

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Name Accounting Standards Codification
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Name Accounting Standards Codification
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-Paragraph 1
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478795/946-210-50-1

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (c)(2)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478795/946-210-50-1

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 210
-Name Accounting Standards Codification
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478795/946-210-50-6

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
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+ Details

ACQUISITION - Consideration Information (Details) - TLP £ in Thousands, $ in Thousands			9 Months Ended
	Aug. 30, 2024 USD ($)	Aug. 30, 2024 GBP (£)	Sep. 30, 2024 USD ($)	Sep. 30, 2024 GBP (£)	Sep. 30, 2024 GBP (£)
ACQUISITION
Percentage of interests acquired (in %)	100.00%	100.00%
Cash consideration	$ 4,432	£ 3,320
Payment of cash consideration	3,602	2,700	$ 3,602	£ 2,700
Consideration payable within 90 days	401	300
Consideration payable for working capital adjustment	$ 429	£ 320
Acquisition consideration payable			830		£ 620
Acquisition consideration payable, final payment			401
Acquisition consideration payable, working capital adjustment			$ 429

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Current assets
Cash and cash equivalents	$ 33,150	$ 33,913
Restricted cash	5,228	5,056
Accounts receivable, net	3,618	2,603
Amounts due from related parties	690	684
Prepaid expenses and other current assets, net	3,056	3,928
Total current assets	45,742	46,184
Non-current assets
Property and equipment, net	6,120	6,157
Intangible assets, net	1,340	727
Goodwill	3,344
Long-term investments	14,120	15,733
Right-of-use assets	1,623	744
Other non-current assets	217	155
Total non-current assets	26,764	23,516
TOTAL ASSETS	72,506	69,700
Current liabilities
Accounts payable	2,410	2,064
Accrued expenses and other current liabilities	11,842	10,557
Operating lease liabilities - current	624	461
Amounts due to related parties	632	655
Deferred revenue	4,575	4,322
Income tax payable	3,001	3,381
Total current liabilities	23,084	21,440
Non-current liabilities
Operating lease liabilities - non-current	897	189
Deferred tax liabilities	204
Other non-current liabilities	8
Total non-current liabilities	1,109	189
TOTAL LIABILITIES	24,193	21,629
Commitments and contingencies
Shareholders' equity
Treasury stock	(2,863)	(2,002)
Additional paid in capital	784,570	782,365
Accumulated deficit	(717,791)	(716,315)
Statutory reserves	6,712	6,712
Accumulated other comprehensive loss	(8,919)	(8,778)
Total Moatable, Inc. shareholders' equity	62,589	62,760
Non-controlling interest	(14,276)	(14,689)
Total equity	48,313	48,071
TOTAL LIABILITIES AND EQUITY	72,506	69,700
Class A ordinary shares
Shareholders' equity
Ordinary shares	710	608
Class B ordinary shares
Shareholders' equity
Ordinary shares	$ 170	$ 170

SHARE-BASED COMPENSATION (Details)		3 Months Ended		9 Months Ended
SHARE-BASED COMPENSATION (Details)	Jul. 13, 2020 shares	Sep. 30, 2024 USD ($) $ / shares shares	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) $ / shares shares	Sep. 30, 2023 USD ($)	Nov. 04, 2021 shares
SHARE-BASED COMPENSATION
Number of aggregate options granted (in shares) \| shares				250,000
Granted (in dollars per share) \| $ / shares				$ 0.01
Share based compensation		$ 274,000	$ 787,000	$ 1,599,000	$ 2,265,000
Income tax benefit		0	0	0	0
Non-employee options
SHARE-BASED COMPENSATION
Share based compensation		$ 0	0	$ 0	0
Employee Stock Option
SHARE-BASED COMPENSATION
Number of aggregate options granted (in shares) \| shares		0		250,000
Granted (in dollars per share) \| $ / shares				$ 0.01
Vesting rights (as a percent)				25.00%
Vesting term				4 years
Share based compensation		$ 300		$ 300
Unrecognized share-based compensation expense relating to share options		3,300		$ 3,300
Expected weighted-average period for unrecognized compensation expense to be recognized				3 years 8 months 1 day
Nonvested restricted shares
SHARE-BASED COMPENSATION
Share based compensation		164,000	692,000	$ 1,261,000	1,933,000
Unrecognized compensation expense		$ 1,216,000		$ 1,216,000
Expected weighted-average period for unrecognized compensation expense to be recognized				11 months 26 days
Trucker Path
SHARE-BASED COMPENSATION
Number of aggregate options granted (in shares) \| shares		0		7,800
Granted (in dollars per share) \| $ / shares		$ 14.77		$ 14.77
Vesting rights (as a percent)		25.00%		25.00%
Vesting term		4 years		4 years
Share based compensation		$ 65,000	61,000	$ 200,000	212,000
Unrecognized share-based compensation expense relating to share options		$ 342,000		$ 342,000
Expected weighted-average period for unrecognized compensation expense to be recognized				1 year 3 months 7 days
Number of shares available for future grant \| shares	150,000					25,000
Trucker Path \| Stock options
SHARE-BASED COMPENSATION
Number of aggregate options granted (in shares) \| shares				7,800
Granted (in dollars per share) \| $ / shares				$ 64.70
Weighted average grant date fair value of option per share \| $ / shares				$ 14.77
Lofty Inc
SHARE-BASED COMPENSATION
Number of aggregate options granted (in shares) \| shares		0		7,800
Granted (in dollars per share) \| $ / shares		$ 25.20		$ 25.20
Vesting rights (as a percent)		25.00%		25.00%
Vesting term		4 years		4 years
Share based compensation		$ 45,000	$ 34,000	$ 138,000	$ 120,000
Unrecognized share-based compensation expense relating to share options		$ 288,000		$ 288,000
Expected weighted-average period for unrecognized compensation expense to be recognized				1 year 5 months 12 days
Reverse stock split ratio	0.005
Number of shares available for future grant \| shares	150,000					25,000
Term of the options				10 years

OPERATING LEASES - Operating lease cost and short-term lease cost (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
OPERATING LEASES
Cash paid for amounts included in the measurement of lease liabilities	$ 143	$ 100	$ 388	$ 368
Total operating lease cost	213	108	490	402
Short-term lease cost	22	13	82	93
Total lease cost	$ 235	121	$ 572	495
Weighted average remaining lease term	3 years 8 months 12 days		3 years 8 months 12 days		1 year 7 months 20 days
Weighted average discount rate of operating leases	5.50%		5.50%		10.30%
Selling expenses
OPERATING LEASES
Total operating lease cost	$ 22	25	$ 61	118
Research and development expenses
OPERATING LEASES
Total operating lease cost	170	65	375	205
General and administrative expenses
OPERATING LEASES
Total operating lease cost	$ 21	$ 18	$ 54	$ 79

SHARE-BASED COMPENSATION - Share-based compensation (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
SHARE-BASED COMPENSATION
Share-based compensation expense	$ 274	$ 787	$ 1,599	$ 2,265
Selling and marketing
SHARE-BASED COMPENSATION
Share-based compensation expense	34	36	116	116
Research and development
SHARE-BASED COMPENSATION
Share-based compensation expense	85	205	497	494
General and administrative
SHARE-BASED COMPENSATION
Share-based compensation expense	$ 155	$ 546	$ 986	$ 1,655

ORDINARY SHARES

9 Months Ended

Sep. 30, 2024

ORDINARY SHARES

ORDINARY SHARES

6. ORDINARY SHARES

Exercise of share options and restricted shares vesting

During the three months ended September 30, 2023 and 2024, 4,258,155 and 512,235 Class A ordinary shares were issued due to the exercise of share options or vesting of restricted share units under share-based compensation, respectively; and during the nine months ended September 30, 2023 and 2024, 40,176,796 and 101,824,155 Class A ordinary shares were issued due to the exercise of share options or vesting of restricted share units under share - based compensation, respectively.

Stock Repurchase from public market

On November 7, 2022, the Company’s Board of Directors (the “Board”) authorized the repurchase of up to an aggregate of $10.0 million of the Company’s Class A ordinary shares, par value $0.001 per share, to be executed from time to time in open market transactions effected through a broker at prevailing market prices under ordinary principles of best execution within one year after commencement (the “Stock Repurchase Program”). The Stock Repurchase Program took effect on January 16, 2023. On October 13, 2023, the Board approved an extension and extra funding of the existing Stock Repurchase Program whereby the expiration date was extended to December 31, 2024 and the authorized repurchase amount was increased from $10.0 million to $15.0 million. On November 1, 2024, the Board approved an extension of the existing Stock Repurchase Program until December 31, 2026.

The Stock Repurchase Program does not obligate the Company to repurchase any amount of the Company’s ordinary shares, and may be modified, extended, suspended, or discontinued at any time. The timing and amount of repurchases will be determined by the Company’s management based on a variety of factors such as the market price of the Company’s ordinary shares, the Company’s corporate cash requirements, and overall market conditions. The Stock Repurchase Program is subject to applicable legal requirements, including federal and state securities laws.

For the nine months ended September 30, 2023 and 2024, the Company repurchased 1,221,451 and 231,019 ADSs, representing 54,965,295 and 10,395,855 Class A ordinary shares (each ADS is equivalent to 45 Ordinary Shares) for $1,953 and $187 on the open market, at a weighted average price of $1.60 and $0.81 per ADS, respectively.

Change of Shares withheld for payroll taxes on Restricted Stock Units (“RSU”) into treasury stock

The Company entered into an employee stock option service agreement January 1, 2021, (the “ESOP Agreement”) with The Core Group (“Core”), pursuant to which Core withheld ADSs for the payroll tax liabilities from the employees. The Company used excess cash on hand to remit payroll tax liabilities on behalf of optionees and recorded a receivable. Due to the Stock Repurchase Program, management decided not to sell shares in the open market to settle the receivable due from these optionees. In September, 2024, the Company decided to settle the receivable due from these optionees by changing ADSs withheld for the payroll taxes into treasury stock, which were 173,336 ADSs in the aggregate, representing 7,800,120 Class A ordinary shares (each ADS is equivalent to 45 Ordinary Shares) for $674, at a weighted average price of $3.89 per ADS.

STATUTORY RESERVE AND RESTRICTED NET ASSETS (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
STATUTORY RESERVE AND RESTRICTED NET ASSETS
Percentage of after-tax profits required to be allocated to general reserve			10.00%
General reserve as a percentage of registered capital up to which after-tax profit of PRC subsidiaries and VIE'S shall be transferred			50.00%
Appropriation of reserves of PRC subsidiaries	$ 0	$ 0	$ 0	$ 0
Aggregate amount of net assets of the relevant subsidiaries and VIE entities in the Company not available for distribution	$ 8,802		$ 8,802

OPERATING LEASES (Tables)

9 Months Ended

Sep. 30, 2024

OPERATING LEASES

Schedule of operating lease cost and short-term lease cost

The operating lease cost and short-term lease cost for the three and nine months ended September 30, 2023 and 2024 were as follows (in thousands):


	For the three months ended September 30,				For the nine months ended September 30,
	2023		2024		2023		2024
Selling expenses	$	25	$	22	$	118	$	61
Research and development expenses		65		170		205		375
General and administrative expenses		18		21		79		54
Total operating lease cost		108		213		402		490

Short-term lease cost		13		22		93		82

Total lease cost	$	121	$	235	$	495	$	572

Schedule of maturities of lease liabilities

Maturities of lease liabilities as of September 30, 2024 were as follows (in thousands):


	Operating Lease
Remainder of 2024	$	217
2025		555
2026		363
2027		289
2028		48
Thereafter		172
Total undiscounted lease payment		1,644
Less: Imputed interest		(123)
Present value of lease liabilities	$	1,521

OPERATING LEASES - Maturities of lease liabilities (Details) $ in Thousands	Sep. 30, 2024 USD ($)
OPERATING LEASES.
Remainder of 2024	$ 217
2025	555
2026	363
2027	289
2028	48
Thereafter	172
Total undiscounted lease payment	1,644
Less: Imputed interest	(123)
Present value of lease liabilities	$ 1,521

ORDINARY SHARES (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Oct. 13, 2023	Nov. 07, 2022
ORDINARY SHARES
Exercise of share option and restricted shares vesting (in shares)								101,824,155	40,176,796
Repurchase of ordinary shares								231,019	1,221,451
Change of shares withheld for payroll taxes into treasury stock	$ 674	$ 674
Maximum
ORDINARY SHARES
Authorized stock repurchased											$ 15,000
Minimum
ORDINARY SHARES
Authorized stock repurchased											$ 10,000
Class A ordinary shares
ORDINARY SHARES
Ordinary shares, par value (in dollars per share)	$ 0.001	$ 0.001						$ 0.001		$ 0.001
Number of Ordinary shares in an ADS	45
Change of shares withheld for payroll taxes into treasury stock (in shares)	7,800,120
Class A ordinary shares \| Board of Directors
ORDINARY SHARES
Number of Ordinary shares in an ADS								45
Class A ordinary shares \| Common Stock
ORDINARY SHARES
Exercise of share option and restricted shares vesting (in shares)		512,235	5,207,580	96,104,340	4,258,155	5,272,890	30,645,751
Repurchase of ordinary shares						(152,870,520)
Class A ordinary shares \| Stock Repurchase
ORDINARY SHARES
Stock issued during period share repurchase of open market shares								10,395,855	54,965,295
Stock issued during period value repurchase of open market shares								$ 187	$ 1,953
Weighted average price of repurchased shares								$ 0.81	$ 1.60
Class A ordinary shares \| Stock Repurchase \| Board of Directors
ORDINARY SHARES
Authorized stock repurchased												$ 10,000
Ordinary shares, par value (in dollars per share)												$ 0.001
ADS
ORDINARY SHARES
Change of shares withheld for payroll taxes into treasury stock (in shares)	173,336
Change of shares withheld for payroll taxes into treasury stock at a weighted average price per share	$ 3.89

ORGANIZATION AND PRINCIPAL ACTIVITIES

9 Months Ended

Sep. 30, 2024

ORGANIZATION AND PRINCIPAL ACTIVITIES

ORGANIZATION AND PRINCIPAL ACTIVITIES

1. ORGANIZATION AND PRINCIPAL ACTIVITIES

Moatable, Inc. was incorporated in the Cayman Islands. Moatable, Inc., which includes its consolidated subsidiaries, variable interest entity (“VIE”) and VIE’s subsidiaries (collectively referred to as the “Company”), operates two SaaS businesses, Lofty and Trucker Path. Lofty offers an all-in-one real estate sales acceleration and client lifecycle management platform that allows real estate professionals to obtain and nurture leads, close transactions, and retain their clients. Trucker Path provides trip planning, navigation, freight sourcing, and a marketplace that offers truckers goods and services to operate their businesses. The Company’s SaaS businesses currently generates the majority of their revenue from the U.S. market, which comprises the majority of the Company’s revenue.

As of September 30, 2024, Moatable, Inc.’s major subsidiaries, VIE and VIE’s subsidiaries are as follows:


	Later of date		Percentage of
	of incorporation	Place of	legal ownership		Principal
Name of Subsidiaries	or acquisition	incorporation	by Moatable Inc.		activities
Subsidiaries:
Lofty Inc.(“Lofty”)	September 7, 2012	Delaware, USA	76.4	%	SaaS business
Trucker Path, Inc. (“Trucker Path”)	December 28, 2017	Delaware, USA	76.1	%	SaaS business
Renren Giantly Philippines Inc.	March, 2018	Philippines	100	%	SaaS business
Qianxiang Shiji Technology Development (Beijing) Co., Ltd. (“Qianxiang Shiji”)	March 21, 2005	PRC	100	%	Investment holding
The Letting Partnership Ltd (“TLP”)	August 30,2024	England and Wales, UK	76.4	%	Real estate accounting business

Variable Interest Entity:
Beijing Qianxiang Tiancheng Technology Development Co., Ltd. (“Qianxiang Tiancheng”)	October 28, 2002	PRC	N/A		Software developer

Subsidiaries of Variable Interest Entity:
Beijing Qianxiang Wangjing Technology Development Co., Ltd. (“Qianxiang Wangjing”)	November 11, 2008	PRC	N/A		Software developer

The VIE arrangements

PRC regulations limit direct foreign ownership of business entities providing value-added telecommunications services, online advertising services and internet services in the PRC where certain licenses are required for the provision of such services. Although the Company no longer operates businesses requiring the VIE, historically, the Company provided online advertising, internet value-added services (“IVAS”), and internet finance services through its VIE, Qianxiang Tiancheng, which is referred to as the “VIE”.

Qianxiang Shiji (“WFOE”), the Company’s Wholly Foreign-Owned Enterprise, entered into a series of contractual arrangements, including: (1) Power of Attorney; (2) Business Operation Agreements; (3) Exclusive Equity Option Agreement; (4) Spousal Consent Agreement; (5) Exclusive Technical and Consulting Services Agreement; (6) Intellectual Property Licenses Agreement; (7) Loan Agreements, and (8) Equity Interest Pledge Agreement with the VIE that enable the Company to (1) have power to direct the activities that most significantly affects the economic performance of the VIE, and (2) receive the economic benefits of the VIE that could be significant to the VIE. Accordingly, the WFOE is considered the primary beneficiary of the VIE and has consolidated the VIE’s financial results of operations, assets and liabilities in the Company’s consolidated financial statements. In making the conclusion that the Company is the primary beneficiary of the VIE, the Company believes the Company’s rights under the terms of the exclusive option agreement and power of attorney are substantive as they relate to operating matters, which provide the Company with a substantive kick-out right.

More specifically, the Company believes the terms of the contractual agreements are valid, binding, and enforceable under PRC laws and regulations currently in effect. In particular, the Company believes that the minimum amount of consideration permitted by the applicable PRC law to exercise the exclusive option does not represent a financial barrier or disincentive for the Company to exercise its rights under the exclusive option agreement. A simple majority vote of the Company’s board of directors is required to pass a resolution to exercise the Company’s rights under the exclusive option agreement, for which the consent from Mr. Joe Chen, who holds the most voting interests in the Company and is also the Company’s chairman and CEO, is not required. The Company’s rights under the exclusive option agreement give the Company the power to control the shareholders of the VIE and thus the power to direct the activities that most significantly impact the VIE’s economic performance. In addition, the Company’s rights under powers of attorney also reinforce the Company’s abilities to direct the activities that most significantly impact the VIE’s economic performance. The Company also believes that this ability to exercise control ensures that the VIE will continue to execute and renew service agreements that benefit the Company, currently largely comprised of Research and Development services to the Company’s SaaS businesses. By charging service fees at the sole discretion of the Company, and by ensuring that service agreements are executed and renewed indefinitely, the Company has the right to receive substantially all of the economic benefits from the VIE.

The VIE and its subsidiaries hold the requisite licenses and permits necessary to conduct the Company’s business in PRC under the current business arrangements.

The following financial statement balances and amounts of the Company’s VIE were included in the accompanying condensed consolidated financial statements after elimination of intercompany balances and transactions between the VIE and VIE’s subsidiaries (in thousands). As of December 31, 2023 and September 30, 2024, the balance of the amounts payable by the VIE and its subsidiaries to the WFOE related to the service fees were nil.


	As of December 31,		As of September 30,
	2023		2024
Total assets	$	7,006	$	6,058
Total liabilities	$	7,802	$	5,600


	For the three months ended September 30,				For the nine months ended September 30,
	2023		2024		2023		2024
Revenues	$	20	$	21	$	76	$	62
Net (loss) income	$	(4,180)	$	(1,698)	$	(10,918)	$	(8,808)


	For the nine months ended September 30,
	2023		2024
Net cash provided by operating activities	$	1,541	$	345
Net cash used in investing activities	$	(58)	$	(18)
Net cash used in financing activities	$	—	$	—

There are no consolidated VIE assets that are collateral for the VIE obligations and can only be used to settle the VIE obligations. There are no creditors (or beneficial interest holders) of the VIE that have recourse to the general credit of the Company or any of its consolidated subsidiaries. However, if the VIE ever needs financial support, the Company or its subsidiaries may, at its option and subject to statutory limits and restrictions, provide financial support to its VIE through loans to the shareholders of the VIE or entrustment loans to the VIE.

Relevant PRC laws and regulations restrict the VIE from transferring a portion of its net assets, equivalent to the balance of its statutory reserve and its share capital, to the Company in the form of loans and advances or cash dividends.

Prior to the issuance of the Company’s Form 10-Q for the quarter ended September 30, 2024, management discovered that it incorrectly classified a foreign subsidiary as a VIE starting in the period ended June 30, 2023. Accordingly, total liabilities of $7,802 was incorrectly reported as $11,877 and net loss of $15,871 was incorrectly reported as $10,339. The error as of December 31, 2023 is revised in this condensed consolidated financial statements. And the error related to the year ended December 31, 2023 will be revised when the Company files its annual report on Form 10-K for the year ended December 31, 2024. There were similar errors relating to total liabilities attributable to the VIEs in Form 10-Qs filed for the period of March 31, 2024 and June 30, 2024 that will be revised when the Company files Form 10-Qs for the first and second quarters in 2025. The impact on net income for the various quarterly information included in Form 10-Qs and the impact on assets and cash flow information for all periods was de minimis. There is no impact of this misclassification on the consolidated financial statements.

LONG-TERM INVESTMENTS (Tables)

9 Months Ended

Sep. 30, 2024

LONG-TERM INVESTMENTS

Schedule of long-term investments

Long-term investments consisted of the following (in thousands):


		As of December 31,		As of September 30,
	Note	2023		2024
Equity method investments:
Fundrise, L.P.	(i)	$	12,504	$	12,959
Other	(ii)		600		—
Total equity method investments		$	13,104	$	12,959

Equity investment with readily determinable fair values
Kaixin Auto Holdings	(iii)	$	1,921	$	447

Equity investment without readily determinable fair values
Suzhou Youge Interconnection Venture Capital Center		$	708	$	714
Total equity investments without readily determinable fair values		$	708	$	714

Total long-term investments		$	15,733	$	14,120

(i)

In October 2014, the Company entered into an agreement to purchase limited partnership interest of Fundrise, L.P. for a total consideration of $10,000. The Company held 98.04% equity interest as limited partner as of December 31, 2023 and September 30, 2024 and recognized its share of income of $132 and $165 for the three months ended September 30, 2023 and 2024, and share of income of $391 and $455 for the nine months ended September 30, 2023 and 2024, respectively.

(ii)

In May 2014, the Company entered into an agreement to purchase limited partnership interest of Beijing Fenghou Tianyuan Investment and Management Center L.P. for a total consideration of $1,385 (RMB10 million). The Company held 12.38% partnership interest as of December 31, 2023 and September 30, 2024 and recognized no share of income for the three and nine months ended September 30, 2023 and 2024. For the three and nine months ended September 30, 2024, the Company recognized an impairment loss of nil and $588, respectively.

(iii)

As of September 30, 2024, the Company’s equity interest in Kaixin was 16.6% and the investment in Kaixin was accounted for as equity investment with readily determinable fair value. For the three months ended September 30, 2023 and 2024, the Company recognized a $6,510 unrealized loss and $147 unrealized income as a change of fair value to the investment of Kaixin. For the nine months ended September 30, 2023 and 2024, the Company recognized $5,989 and $1,474 unrealized loss as a change of fair value to the investment of Kaixin, which was booked in gain (loss) from fair value change of a long-term investment. As of September 30, 2024, the market value of the Company’s equity investment in Kaixin Auto Holdings decreased to $447 from $1,921 as of December 31, 2023. The decrease in value is a result of a change in the quoted share price.

SUBSEQUENT EVENTS

9 Months Ended

Sep. 30, 2024

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

12. SUBSEQUENT EVENTS

The Company has evaluated subsequent events through November 19, 2024, the date of issuance of the condensed consolidated financial statements, and noted that there are no other subsequent events.

SEGMENT INFORMATION and GEOGRAPHIC INFORMATION (Tables)

9 Months Ended

Sep. 30, 2024

SEGMENT INFORMATION and GEOGRAPHIC INFORMATION

Schedule of disaggregated revenue

The disaggregated revenues by subscription, advertising, and other services for the three and nine months ended September 30, 2023 and 2024 were as follows (in thousands):


	For the three months ended September 30,				For the nine months ended September 30,
	2023		2024		2023		2024
Lofty
Subscription services	$	6,834	$	8,442	$	20,038	$	24,001
Advertising services		356		386		1,131		1,120
Other revenue		72		388		132		535
	$	7,262	$	9,216	$	21,301	$	25,656
Trucker Path
Subscription services	$	5,454	$	6,823	$	15,495	$	18,695
Advertising services		497		398		1,328		1,279
Other SaaS revenue		44		204		64		242
	$	5,995	$	7,425	$	16,887	$	20,216
Other Operations
Other services	$	34	$	45	$	120	$	126
Total Revenue	$	13,291	$	16,686	$	38,308	$	45,998

Schedule of segment information


	Lofty		Trucker Path		Other Operations		Consolidated
Three months ended September 30, 2024
Revenue	$	9,216	$	7,425	$	45	$	16,686
Cost of sales		1,722		2,295		36		4,053
Gross Margin	$	7,494	$	5,130	$	9	$	12,633

Three months ended September 30, 2023
Revenue	$	7,262	$	5,995	$	34	$	13,291
Cost of sales		1,047		1,729		37		2,813
Gross Margin	$	6,215	$	4,266	$	(3)	$	10,478

Nine months ended September 30, 2024
Revenue	$	25,656	$	20,216	$	126	$	45,998
Cost of sales		4,491		6,270		108		10,869
Gross Margin	$	21,165	$	13,946	$	18	$	35,129

Nine months ended September 30, 2023
Revenue	$	21,301	$	16,887	$	120	$	38,308
Cost of sales		3,083		4,954		120		8,157
Gross Margin	$	18,218	$	11,933	$	—	$	30,151

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME
Foreign currency translation, income taxes	$ 0	$ 0	$ 0	$ 0
Net unrealized gain (loss) on available-for-sale investments, income taxes	$ 0	$ 0	$ 0	$ 0

ACQUISITION

9 Months Ended

Sep. 30, 2024

ACQUISITION

ACQUISITION

3. ACQUISITION

On August 30, 2024, for the purpose of entering into the rental property management business, the Company acquired 100% equity interest of The Letting Partnership Ltd (“TLP”) from a third party for a cash consideration of £3,320 (approximately $4,432), including £2,700 (approximately $3,602) due at closing and £300 (approximately $401) due within 90 days after closing and a working capital adjustment of £320 (approximately $429). As of September 30, 2024, a total of £2,700 (approximately $3,602) acquisition consideration was paid and the remaining £620 (approximately $830) acquisition consideration payable, consisting of $401 final payment and $429 working capital adjustment, is recorded in accrued expenses and other current liabilities.

The acquisition was accounted for as a business combination by applying the acquisition method. Accordingly, the acquired assets and liabilities were recorded at their fair value at the date of acquisition. Fair value of net assets, aside from intangible assets, are valued at net book value with no fair value adjustments identified. The purchase price allocation on intangible assets was based on a valuation analysis that utilized and considered generally accepted valuation methodologies such as the income and cost approach. The Company engaged a third-party valuation firm to assist with the valuation of assets acquired and liabilities assumed in this business combination. The determination and allocation of fair values to the identifiable assets acquired and liabilities assumed are based on various assumptions and valuation methodologies requiring considerable judgment from management. The most significant variables in these valuations are discount rates, terminal values, the number of years on which to base the cash flow projections, as well as the assumptions and estimates used to determine the cash inflows and outflows. The Company determine discount rates to be used based on the risk inherent in the related activity’s current business model and industry comparisons. Terminal values are based on the expected life of assets, forecasted life cycle and forecasted cash flows over that period.

The following table summarizes the preliminary acquisition date fair values of the assets and liabilities acquired as of August 30, 2024 (in thousands). The purchase price allocation is subject to subsequent measurement period adjustments.


	Amount
	USD
Cash consideration	$	3,602
Consideration payable		830
Total consideration		4,432

Current assets		1,257
Property, plant and equipment, net		58
Intangible assets (1)		748
Other non-current assets		7
Deferred tax liabilities		(201)
Current Liabilities		(760)
Non-current Liabilities		(8)
Total Identifiable Net Assets		1,101
Goodwill (2)	$	3,331

The net revenue and net income of TLP since the acquisition date and that were included in the Company’s consolidated statements of operations for the nine months ended September 30, 2024 are $277 and $22, respectively.

Pro forma results of operations for the TLP acquisition have not been presented as they are not material to the Company’s consolidated results.

STATUTORY RESERVE AND RESTRICTED NET ASSETS

9 Months Ended

Sep. 30, 2024

STATUTORY RESERVE AND RESTRICTED NET ASSETS

STATUTORY RESERVE AND RESTRICTED NET ASSETS

10. STATUTORY RESERVE AND RESTRICTED NET ASSETS

In accordance with the Regulations on Enterprises with Foreign Investment in China and their articles of association, the Company’s subsidiaries and VIE entities located in the PRC, being foreign invested enterprises established in the PRC, are required to provide for certain statutory reserves. These statutory reserve funds include one or more of the following: (i) a general reserve, (ii) an enterprise expansion fund or discretionary reserve fund, and (iii) a staff bonus and welfare fund. Subject to certain cumulative limits, the general reserve fund requires a minimum annual appropriation of 10% of after-tax profit (as determined under accounting principles generally accepted in China at each year-end); the other fund appropriations are at the subsidiaries’ or the affiliated PRC entities’ discretion. These statutory reserve funds can only be used for specific purposes of enterprise expansion, staff bonus and welfare, and are not distributable as cash dividends except in the event of liquidation of the Company’s subsidiaries, the Company’s affiliated PRC entities and their respective subsidiaries. The Company’s subsidiaries and VIE entities are required to allocate at least 10% of their after-tax profits to the general reserve until such reserve has reached 50% of their respective registered capital.

Appropriations to the enterprise expansion reserve and the staff welfare and bonus reserve are to be made at the discretion of the board of directors of each of the Company’s subsidiaries. The appropriation to these reserves by the Company’s PRC subsidiaries was nil for the three and nine months ended September 30, 2023 and 2024, respectively.

As a result of these PRC laws and regulations and the requirement that distributions by PRC entities can only be paid out of distributable profits computed in accordance with PRC GAAP, the PRC entities are restricted from transferring a portion of their net assets to the Company. Amounts restricted include paid-in capital and the statutory reserves of the Company’s PRC subsidiaries and VIE entities. The aggregate amount of capital and statutory reserves restricted which represented the amount of net assets of the relevant subsidiaries and VIE entities in the Company not available for distribution was $8,802 as of September 30, 2024.

LONG-TERM INVESTMENTS

9 Months Ended

Sep. 30, 2024

LONG-TERM INVESTMENTS

LONG-TERM INVESTMENTS

4. LONG-TERM INVESTMENTS

Long-term investments consisted of the following (in thousands):


		As of December 31,		As of September 30,
	Note	2023		2024
Equity method investments:
Fundrise, L.P.	(i)	$	12,504	$	12,959
Other	(ii)		600		—
Total equity method investments		$	13,104	$	12,959

Equity investment with readily determinable fair values
Kaixin Auto Holdings	(iii)	$	1,921	$	447

Equity investment without readily determinable fair values
Suzhou Youge Interconnection Venture Capital Center		$	708	$	714
Total equity investments without readily determinable fair values		$	708	$	714

Total long-term investments		$	15,733	$	14,120

(i)

(ii)

(iii)