As JD Industrials rings the opening bell on the Hong Kong Stock Exchange, Richard Liu's capital empire expands further, with the number of listed companies cultivated by the "Jingdong System" now reaching six.

These companies are JD.com, JD Health, JD Logistics, Dada Nexus, Deppon Logistics, and JD Industrials. Among them, Dada Nexus completed its privatization and delisting in mid-2025, while Deppon Logistics suspended trading starting January 21 this year, intending to voluntarily delist from the A-share market.

Currently, there are four listed companies under the Jingdong System that are trading normally.

In terms of timeline, JD.com was the first to list on the US stock market in 2014, completing a secondary listing on the Hong Kong Stock Exchange in 2020.

Simultaneously, the Jingdong System experienced a major IPO boom. Also in 2020, Dada Nexus listed in the US and JD Health listed in Hong Kong; in 2021, JD Logistics listed in Hong Kong; in 2022, JD.com acquired a controlling stake in Deppon Logistics; and at the end of 2025, JD Industrials listed in Hong Kong.

On January 26 this year, JD Property Group Corporation, which calls itself the "cornerstone of JD.com's supply chain ecosystem," submitted its listing application to the Hong Kong Stock Exchange for the second time. Its initial application for the spin-off IPO was submitted in March 2023.

This marks the seventh listed company being built by Richard Liu's Jingdong System.

Furthermore, JD Technology is also planning a spin-off listing, though there are no recent updates currently.

Judging by the number of spin-offs and the scale of market capitalization, Richard Liu can be called the "King of Spin-off IPOs." He does not conceal his capital ambitions.

In 2023, JD.com proposed a "35711" strategic vision for the next 20 years—the "7" refers to seven listed companies built from scratch, each with a market capitalization of no less than 100 billion yuan. In May last year, Liu again emphasized this vision.

Can this grand vision be realized as expected?

Looking at JD Property, which has submitted a second application, its spin-off listing still faces numerous challenges.

JD Property was born from JD.com's self-built logistics initiative in 2007.

Relying on the expansion of JD.com and JD Logistics, the yet-to-be-spun-off JD Property grew rapidly. It launched its first large-scale smart warehouse, "Asia No. 1," in Shanghai in 2014.

In 2018, JD Property became independent, focusing on the operation of modern infrastructure for logistics parks. It claims to "hold and manage a vast asset network covering core logistics nodes," establishing a dominant market position with so-called "super nodes," serving new economy sectors such as domestic and cross-border e-commerce, logistics, healthcare, high-end equipment manufacturing, information technology, and renewable energy.

As of September 30, 2025, JD Property developed, held, or managed 285 modern infrastructure assets (259 logistics parks, 20 industrial parks, and 6 data center infrastructures) across 29 provincial-level regions in China and 10 overseas countries and regions, with a total gross floor area of 27.1 million square meters and assets under management totaling 121.5 billion yuan.

According to a JLL report, based on the total gross floor area of relevant facilities in 2024, JD Property ranked third in the Asia-Pacific region and second in China among modern infrastructure providers in the new economy sector.

However, this market is highly fragmented, with over a thousand companies competing globally; JD Property's market share in China is only 1.3%.

Since 2019, JD Property has continuously advanced its asset-light operation strategy.

It established its first core fund in February 2019; set up its first development fund in September 2020; listed China's first private public REIT (Real Estate Investment Trust), Jiashi C-REIT, managed by JD Property and owning three logistics parks in China, on the Shanghai Stock Exchange in February 2023; and established two RMB-denominated funds in 2023 and 2024, respectively.

As of the end of September 2025, JD Property managed a total of 9 funds and investment vehicles. Its fund assets under management grew from 11.5 billion yuan at the end of 2019 to 41 billion yuan by the end of September 2025, accounting for 33.7% of total assets. Its fund/partnership investment platform management service revenue increased from 72.2 million yuan in 2019 to 197 million yuan in 2024, reaching 147 million yuan in the first nine months of 2025.

"The remaining assets of 80.5 billion yuan provide a rich reserve for our future development of the fund/partnership investment platform management business," JD Property stated.

Thus, JD Property has formed three main business segments: infrastructure solutions, asset value enhancement, and fund/partnership investment platform management.

As of September 30, 2025, JD Property had approximately 800 subsidiaries globally, of which over 170 are primarily project companies holding assets, asset managers, and fund managers.

JD Property's revenue grew rapidly from 582 million yuan in 2020 to 3.417 billion yuan in 2024, and increased by 21.15% year-on-year to 3.002 billion yuan in the first three quarters of 2025.

During the reporting periods of 2023, 2024, and the first nine months of 2025, nearly 90% of JD Property's revenue came from its infrastructure solutions business, amounting to 2.632 billion yuan, 3.164 billion yuan, and 2.564 billion yuan, respectively, accounting for 91.8%, 92.6%, and 85.4% of total revenue. Revenue from fund/partnership investment platform management was 170 million yuan, 197 million yuan, and 147 million yuan, accounting for 5.9%, 5.8%, and 4.9%, respectively.

Compared to the period before 2022, JD Property's overall expansion pace has slowed significantly in recent years.

A JLL report indicates that from the beginning of 2018 to the end of 2022, JD Property's average annual growth rate of total gross floor area exceeded 40%.

From the end of 2020 to the end of 2022, the number of modern infrastructure assets under the company (including completed properties, properties under development, and land reserves) increased from 103 to 236, a significant jump of 133 assets. Within China, the number rose from 102 to 211, an increase of 109; overseas, it grew from 1 to 25.

As of the end of September 2025, the number of modern infrastructure assets under the company was 285, an increase of 49 since the end of 2022. The number of domestic assets grew by 21 to 232, while overseas assets increased by 28 to 53.

This shows that after 2022, the expansion of JD Property's domestic parks slowed significantly, while the pace of overseas expansion continued.

JD Property began its overseas layout in 2020. Its existing 53 overseas parks, along with those under development and land reserves, are located in 35 in the Asia-Pacific region, 16 in Europe, and 2 in the Middle East. The proportion of its overseas assets under management also increased from 3.7% at the beginning of 2023 to 12.8% by the end of September 2025.

In the future, JD Property will further accelerate its overseas expansion.

According to the prospectus, the primary use of proceeds from this IPO is to expand its network of strategically important infrastructure assets overseas over the next 12 to 36 months and to establish a global talent team to support overseas business expansion.

"We expect the scale, geographical coverage, and complexity of our overseas operations to further increase." Regarding the risks of overseas expansion, JD Property stated: Overseas operations involve higher execution and operational risks, and the company relies heavily on local teams, third-party contractors, consultants, etc.; "There is no assurance that our overseas expansion will achieve the intended scale, profitability, or returns, nor can we guarantee that we will effectively manage the increased complexity and risks associated with operating in multiple jurisdictions."

Amidst this large-scale land acquisition, JD Property also faces risks related to discrepancies between the designated use of land and its actual use.

It is reported that certain properties owned by JD Property's Chinese subsidiaries are used for logistics and warehousing purposes, which differ from the intended uses specified on the relevant property or land certificates. Some plots are designated for "industrial use" rather than "logistics use," involving a total area of approximately 466,000 square meters for the relevant domestic plots.

JD Property indicated that the relevant subsidiaries might face administrative actions or other penalties from government authorities aimed at stopping the ongoing non-compliant use.

JD Property's logistics parks maintain a very high occupancy rate.

In 2023, 2024, and the first nine months of 2025, the average occupancy rate of JD Property's completed modern infrastructure assets exceeded 90%, about 10 percentage points higher than the average level in this sector, ranking first among major industry players; the average occupancy rate for stabilized modern infrastructure assets was 93%; the average occupancy rate for all balance sheet assets (calculated as total leased area divided by total leasable area) was approximately 84%, 87%, and 89%, respectively.

Therefore, JD Property believes that even facing macroeconomic uncertainties, the company can still demonstrate strong resilience.

However, it cannot be ignored that JD Property's core business remains "asset-heavy."

The operation of logistics real estate involves site selection and land acquisition, development and construction, operation and management, and fund operations, among other stages.

In the industry's view, logistics real estate operating projects rely on land appreciation and rental differentials for profit, requiring large capital outlays and having slow turnover.

According to disclosures, for the vast majority of JD Property's modern infrastructure assets (a typical single or double-layer logistics warehouse), it usually takes about 14 to 22 months from land acquisition to project completion.

Regarding rental income.

JD Property stated that the financial performance of its modern infrastructure assets could be adversely affected by decreases in occupancy rates, failure to pre-lease properties under construction or lease completed properties on commercially favorable terms, failure to maintain business relationships with major tenants or acquire new tenants, or tenant defaults.

Land appreciation, however, is largely dependent on market conditions.

In recent years, as the real estate sector cooled, the valuation of infrastructure assets declined overall, and JD Property's property assets also suffered significant losses due to fair value changes.

In 2023, 2024, and the first nine months of 2025, these losses were 1.751 billion yuan, 1.616 billion yuan, and 863 million yuan, respectively, accumulating to a total of 4.23 billion yuan.

This led to consecutive losses since 2023.

The prospectus shows that in 2023, 2024, and the first nine months of 2025, JD Property reported losses of 1.829 billion yuan, 1.2 billion yuan, and 159 million yuan, respectively, accumulating to a total loss of 3.188 billion yuan.

During the same periods, JD Property recognized gains from the disposal of subsidiaries amounting to 271 million yuan, 508 million yuan, and 40.1 million yuan, respectively.

However, after excluding the impact of asset value changes on performance, non-cash items, and other factors, JD Property's adjusted net profit for the respective reporting periods was 261 million yuan, 530 million yuan, and 823 million yuan.

Interestingly, during the initial IPO application period, when real estate projects were appreciating, the contribution to adjusted net profit was substantial.

From 2020 to 2022, JD Property reported profits of 2.813 billion yuan, 1.495 billion yuan, and 2.22 billion yuan, respectively, with cumulative profits of approximately 6.518 billion yuan.

At that time, when calculating adjusted profit, JD Property only excluded factors such as share-based payment expenses and the cost of acquiring China Logistics Property Holdings, but did not subtract the profit boost from fair value changes of investment properties.

If calculated according to the methodology used during the first application, the adjusted net profit for the reporting periods of the second IPO would be significantly lower.

Although occupancy rates remain high, JD Property's gross profit margin has continued to decline. In 2022, 2023, 2024, and the first nine months of 2025, it was 70.6%, 70.4%, 69.7%, and 67.9%, respectively.

Furthermore, due to business acquisitions, as of September 30, 2025, JD Property recorded goodwill of 1.466 billion yuan.

"If the performance of the acquired businesses falls short of expectations, it could lead to significant goodwill impairment losses, amortization expenses for other intangible assets, and potential risks from unknown liabilities."

JD Property is highly dependent on borrowing to maintain business construction and operations. In 2023, 2024, and the first nine months of 2025, its incurred capital expenditures were 10 billion yuan, 7.4 billion yuan, and 3 billion yuan, respectively.

In 2021 and 2022, JD Property received investments totaling approximately 10 billion yuan from entities including Hillhouse Investment and WP Entity. These two rounds of financing brought the company a total of over 1.4 billion preferred shares.

Since 2023, the fair value of JD Property's convertible preferred shares involved was 10.7 billion yuan, 11 billion yuan, and 11.1 billion yuan, respectively, with related fair value losses of 197 million yuan, 335 million yuan, and 60.1 million yuan.

As of September 30, 2025, JD Property had cash and cash equivalents of approximately 2.67 billion yuan; total liabilities amounted to a high 63.045 billion yuan, including bank and other borrowings of 41.5 billion yuan; total current liabilities were 33.175 billion yuan.

High levels of debt led to soaring financial expenses. During the reporting periods, JD Property's financial expenses were 1.357 billion yuan, 1.399 billion yuan, and 990 million yuan, respectively.

Previously, from 2020 to 2022, the company's financing costs were 10.701 million yuan, 611 million yuan, and 1.06 billion yuan, respectively.

"Our business requires substantial capital investment." In light of this, JD Property stated that it has not established a policy regarding future dividends.

"We currently intend to retain most (if not all) of our available funds and any future earnings to fund business development and growth."

Currently, JD.com indirectly holds 4.903 billion shares of JD Property, representing a 74.96% stake. Additionally, Richard Liu holds 2.95% of JD Property's issued share capital through Max I&P Limited.

Although JD Property is being spun off for listing, it remains deeply intertwined with JD.com and its affiliates in various aspects.

First, related-party sales. In 2023, 2024, and the first nine months of 2025, JD Property's revenue from related-party transactions was 1.213 billion yuan, 1.387 billion yuan, and 1.002 billion yuan, accounting for 42.3%, 40.6%, and 33.4% of total revenue, respectively.

"Our business relies on and benefits to some extent from JD.com and its connected persons." JD Property stated that a significant portion of its past revenue has been related to JD.com and this is likely to continue for the foreseeable future.

JD Property primarily provides infrastructure solutions services to JD.com and related parties. Revenue from these services during the reporting periods was 1.136 billion yuan, 1.319 billion yuan, and 960 million yuan, accounting for 39.6%, 38.6%, and 32% of total revenue, respectively.

JD Property, however, believes it "does not now have and will not in the future have material reliance on JD.com."

According to JD Property's disclosures, the proportion of its revenue from external customers increased from 27.9% in 2020 to 62.5% by the end of September 2025.

Nevertheless, revenue from JD.com and its affiliates is expected to continue increasing in the future.

"Taking into account the increase in our managed balance sheet assets, anticipated business growth, and current expansion plans, we expect the annual caps to increase over the next three financial years."

JD Property stated that for the infrastructure services framework agreement, the caps on payments from JD.com and its connected persons for 2026 to 2028 are 1.62 billion yuan, 2.04 billion yuan, and 2.5 billion yuan, respectively.

Second, related-party procurement.

During the reporting periods, JD Property's procurement and expenses involving JD.com and its affiliates accounted for 7.1%, 6.9%, and 5.8% of the total, respectively. Regarding the shared services framework agreement, the annual caps for transactions between the two parties for 2026 to 2028 are 115 million yuan, 130 million yuan, and 140 million yuan, respectively.

Financially, JD Property has also received substantial "support" from JD.com.

During the reporting periods, the net amount of loans payable by JD Property to JD.com totaled 15.899 billion yuan, 19.03 billion yuan, and 14.548 billion yuan, respectively, accounting for 45%, 46%, and 35% of its total borrowings, and 18%, 20%, and 16% of its total assets.

As of September 30, 2025, JD Property had 82 outstanding external asset-backed loans from third-party commercial banks, and 74 outstanding asset-backed loans funded by JD.com's debt financing.

"The Company has utilized JD.com loans primarily due to their convenience." JD Property stated that such loans can be provided within a short time frame without burdensome negotiations with external third parties, and "JD.com has not requested and does not intend to request repayment of such loans."