6-K

SECURITIESAND EXCHANGE COMMISSION

Washington,D.C. 20549

FORM 6-K

Report of Foreign Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

For March 31, 2021

Commission File Number: 0-17601

BONSO ELECTRONICSINTERNATIONAL INC.

(Exact name of Registrant as specified in its charter)

British VirginIslands

(Jurisdiction of incorporation or organization)

Unit 1404,14/F, Cheuk Nang Centre,

9 HillwoodRoad, Tsimshatsui

Kowloon, HongKong

(Address of principal executive offices)

Albert So,Chief Financial Officer and Secretary

Tel: (852)2605-5822    Fax: (852) 2691-1724

Email: albert@bonso.com

Unit 1404,14/F, Cheuk Nang Centre,

9 HillwoodRoad, Tsimshatsui

Kowloon, HongKong

(Name, Telephone, email and/or fax number and address of Company Contact Person)

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

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Note : Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

TABLE OF CONTENTS

REPORT FOR THE SIX-MONTH PERIOD ENDED SEPTEMBER 30, 2020 ON FORM 6-K

	Page
Consolidated Financial<br>Statements	3
Unaudited Consolidated<br>Balance Sheets as of September 30, 2020 and Audited Consolidated Balance Sheets as of March 31, 2020	4
Unaudited Consolidated<br>Statements of Operations and Comprehensive (Loss) / Income for the Six-Month Periods Ended September 30, 2020, and September 30,<br>2019	5
Management’s Discussion<br>and Analysis of Financial Condition and Results of Operations	5
Liquidity and Capital<br>Resources	8
Stock Repurchase Program	9
Signature	10
Exhibits
99.1 Press Release disclosing<br>Results of Operations dated March 31, 2021.

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UnauditedConsolidated Balance Sheets

(Expressedin United States Dollars)

	September 30,
	2020
	in thousands
	(Unaudited)
Assets
Current assets
Cash and cash equivalents
Trade receivables, net
Other receivables, deposits and prepayments
Inventories, net
Income tax recoverable
Financial instruments at fair value
Total current assets
Investment in life settlement contracts
Financial instruments at amortized cost
Other intangible assets
Right-of-use assets
Property, plant and equipment, net
Total assets
Liabilities and stockholders’ equity
Current liabilities
Bank loans - secured
Accounts payable
Contract liabilities
Accrued charges and deposits
Refund liabilities
Payable to affiliated party
Lease liabilities
Total current liabilities
Lease liabilities, non-current
Long-term deposit received
Long-term loan
Total liabilities
Stockholders’ equity
Common stock par value 0.003 per share
- authorized shares - 23,333,334
- issued shares: Mar 31, 2020 - 5,828,205; Sep 30, 2020 - 5,828,205
outstanding shares: Mar 31, 2020 - 4,906,466; Sep 30, 2020 - 4,892,899
Additional paid-in capital
Treasury stock at cost: Mar 31, 2020 - 921,739; Sep 30, 2020 - 935,306
Accumulated deficit
Accumulated other comprehensive income
Total liabilities and stockholders’ equity

All values are in US Dollars.

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UnauditedConsolidated Statements of Operations and Comprehensive Income

(Expressedin United States Dollars)

	Six months ended September 30, 2019
		in thousands	$ in thousands
		(unaudited)	(unaudited)
Net revenue		4,409	8,124
Cost of revenue		-3,448	-3,054
Gross profit		961	5,070
Selling, general and administrative expenses		-2,058	-4,592
Other income, net		82	40
(Loss) / income from operations		-1,015	518
Non-operating income / (expenses), net		427	-317
(Loss) / income before income taxes		-588	201
Income tax expense		0	0
Net (loss) / income		-588	201
Other comprehensive loss, net of tax:
Foreign currency translation adjustments, net of tax		-1,166	859
Comprehensive (loss) / income		-1,754	1,060
(Loss) / earnings per share
Weighted average number of shares outstanding		4,644,920	4,896,845
Diluted weighted average number of shares outstanding		4,644,920	5,091,440
(Loss) / earnings per common share (in U.S.Dollars)		-0.13	0.04
(Loss) / earnings per common share (in U.S.Dollars) - assuming dilution		-0.13	0.04

All values are in US Dollars.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIODS ENDED SEPTEMBER 30, 2020 AND 2019

1.	These<br> financial statements, including the consolidated balance sheet as of March 31, 2020, which was derived from audited financial<br> statements, do not include all of the information and notes required by U.S. Generally Accepted Accounting Principles for<br> complete financial statements and should be read in conjunction with the consolidated financial statements and accompanying<br> notes included in the Company’s annual report on Form 20-F for the fiscal year ended March 31, 2020.
2.	In<br> the opinion of management, all adjustments (consisting of normal, recurring adjustments) considered necessary for a fair presentation<br> have been included. Operating results for the interim periods presented are not necessarily indicative of the results that<br> may be expected for the full year ending March 31, 2021.
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Management’sDiscussion and Analysis of Financial Condition and Results of Operations

Overview

Bonso Electronics designs, develops, manufactures, assembles and markets a comprehensive line of electronic scales, weighing instruments, health care products and pet electronics products.

During the six-month period ended September 30, 2020, our net revenue increased approximately $3,715,000, or 84.3%, as compared to the six-month period ended September 30, 2019. The primary reason for the increase in net revenue was the increased overall demand for our pet electronic products during the period. We recognized a net gain of approximately $201,000 for the six-month period ended September 30, 2020, as compared to a net loss of approximately $588,000 during the six-month period ended September 30, 2019.

Our net revenue during the six-month period ended September 30, 2020 increased as a result of increased sales of pet electronic products mainly through online sales channels. We are delighted to achieve growth from our online sales during the pandemic. However, growth of demand for our products may not sustain due to fierce competition and reduced consumer purchasing power. To continue the growth of our revenue, we have launched electronic bathroom scales and upgraded pet electronic products like ultrasonic dog trainers and nail grinders to be sold online.

The Company and its development partner are working closely with the government to obtain the remaining governmental approvals for the redevelopment of the Shenzhen factory. However, there were changes in the local district planning and regulations, and we estimate that it will require approximately another twelve months to obtain the necessary approvals. In the meantime, we have signed a short term lease agreement to lease out part of the existing Shenzhen factory to a third party to gain extra rental income.

On March 31, 2021, the Company issued a press release disclosing its results of operations for the six-month period ended September 30, 2020. A copy of this press release is attached to this Form 6-K as exhibit 99.1.

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Resultsof Operations

Six-MonthPeriod Ended September 30, 2020 Compared to the Six-Month Period Ended September 30, 2019

NetRevenue. During the six-month period ended September 30, 2020, our net revenue increased 84.3%, or approximately $3,715,000, from approximately $4,409,000 for the six-month period ended September 30, 2019 to approximately $8,124,000. The increased revenue was primarily the result of an increase in overall demand for our pet electronic products.

Costof Revenue. During the six-month period ended September 30, 2020, cost of revenue decreased to approximately $3,054,000 from approximately $3,448,000 during the six-month period ended September 30, 2019, a decrease of approximately $394,000, or 11.4%. As a percentage of revenue, the cost of revenue decreased from 78.2% to 37.6%. The decrease was primarily the result of the higher revenue generated from pet electronic products sold directly to end customers through online channels at retail prices, as compared to major sales to distributors at factory prices during the prior period.

GrossMargin. As a result of the factors noted above, gross margin increased by $4,109,000 from $961,000 in the six months ended September 30, 2019 to $5,070,000 during the six months ended September 30, 2020. As a percentage of revenue, gross margin increased to 62.4% during the six-month period ended September 30, 2020 as compared to 21.8% during the same period in the prior year.

Selling,General and Administrative Expenses. Selling, general and administrative expenses increased by 123.1%, or approximately $2,534,000, from approximately $2,058,000 for the six-month period ended September 30, 2019 to approximately $4,592,000 for the six-month period ended September 30, 2020. As a percentage of Net Revenue, selling, general and administrative expenses were 56.5% during the six months ended September 30, 2020, compared to 46.7% for the six months ended September 30, 2019. The increase was primarily the result of an increase in selling expenses relating to promotion and shipping of our pet electronic products sold through online platforms, compared to the same period in the prior year.

OtherIncome, Net. Other income, net decreased approximately $42,000, or 51.2%, from approximately $82,000 for the six-month period ended September 30, 2019 to approximately $40,000 for the six-month period ended September 30, 2020. The decrease was a result of decreased gain from investment in marketable securities during the six-month period ended September 30, 2020.

(Loss)/ Income From Operations. As a result of the above changes, income from operations was approximately $518,000 for the six-month period ended September 30, 2020, compared to a loss from operations of approximately $1,015,000 for the six-month period ended September 30, 2019, an increase of approximately $1,533,000.

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Non-operatingIncome / (Expenses), Net. Non-operating income / (expenses), net decreased from a gain of approximately $427,000 for the six-month period ended September 30, 2019 to a loss of approximately $317,000 for the six-month period ended September 30, 2020. The increase in net non-operating expense was primarily the result of increased foreign exchange loss during the six-month period ended September 30, 2019.

Net(Loss) / Income. As a result of the above changes, net income increased from a net loss of approximately $588,000 for the six-month period ended September 30, 2019 to a net gain of approximately $201,000 for the six-month period ended September 30, 2020, an increase of approximately $789,000.

ForeignCurrency Translation Adjustments, Net of Tax.  Foreign currency translation adjustments, net of tax increased from a loss of approximately $1,166,000 for the six-month period ended September 30, 2019 to a gain of approximately $859,000 for the six-month period ended September 30, 2020, an increase of approximately $2,025,000.  The gain was primarily attributable to the result of the revaluation of assets denominated in Chinese Yuan (“CNY”) due to different CNY/USD exchange rates at the balance sheet dates of March 31, 2020 and September 30, 2020.

Comprehensive(Loss) / Income.  As a result of the factors described above, comprehensive income increased from a loss of approximately $1,754,000 for the six-month period ended September 30, 2019, to a gain of approximately $1,060,000 for the six-month period ended September 30, 2020.

Liquidity and Capital Resources

We have financed our growth and cash needs to date primarily from internally generated funds and bank debt. We do not use off-balance sheet financing arrangements, such as securitization of receivables or obtaining access to assets through special purpose entities, as sources of liquidity. Our primary uses of cash have been to fund operations, expansions and upgrades of our manufacturing facilities.

As of September 30, 2020, we had approximately $9,634,000 in cash and cash equivalents as compared to approximately $9,111,000 as of March 31, 2020. At September 30, 2020, working capital was approximately $6,918,000, compared to approximately $5,712,000 at March 31, 2020. The increase was the result of income generated from operations and repayment of bank loans, during the six-month period ended September 30, 2020.

As of March 31, 2020, there were approximately $80,000 payable to affliated party which consisted of unpaid vacation payments of approximately $43,000, $11,000, $16,000 and $10,000 for Mr. Anthony So, Mr. Kim Wah Chung, Mr. Andrew So and Mr. Albert So, respectively. These vacation payments were paid to the affiliated parties before September 30, 2020 and there were no outstanding balance payable to affliated party as of September 30, 2020.

We believe that our cash flows from operations, our current cash balance and funds available under our working capital and credit facilities will be sufficient to meet our working capital needs and planned capital expenditures for the next twelve months.

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StockRepurchase Program

The following table contains the Company’s purchases of equity securities during the six-month period ended September 30, 2020.

Issuer Purchases of Equity Securities
Period	(a) Total Number of Shares (or Units) Purchased		(b) Average Price Paid per Share (or Unit)		(c) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs		(d)  Maximum Number  (or Approximate Dollar Value) of Shares (or Units) that May Yet Be Purchased Under the Plans or Programs
April 1, 2020 to <br> April 30, 2020		3,077	$	2.01		3,077	$	3,008,839
May 1, 2020 to <br> May 31, 2020		3,000	$	2.03		3,000	$	3,002,749
June 1, 2020 to <br> June 30, 2020		7,266	$	2.36		7,266	$	2,985,619
July 1, 2020 to <br> July 31, 2020		0		0		0	$	2,985,619
August 1, 2020 to <br> August 31, 2020		0		0		0	$	2,985,619
September 1, 2020 to <br> September 30, 2020		224	$	3.62		224	$	2,984,808
TOTAL		13,567	$	2.23		13,567

During the six-month period ended September 30, 2020, the Company has purchased 13,567 shares of its common stock under the share repurchase program. As of September 30, 2020, the Company (through its subsidiary) had repurchased an aggregate of 969,306 shares of its common stock. The Company may from time to time repurchase additional shares of its Common Stock under this program.

Exhibits

99.1       Press Release disclosing Results of Operations dated March 31, 2021.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: March 31, 2021	BONSOELECTRONICS INTERNATIONAL, INC.
	(Registrant)
	By:	/s/ Albert So
		Albert So, Chief<br>Financial Officer and Secretary

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Exhibit 99.1

PRESS RELEASE

Bonso Reports HalfYear Results

HONG KONG, March 31, 2021 (Globe Newswire) -- Bonso Electronics International, Inc. (NASDAQ: BNSO) today announced its unaudited results for the six-month period ended September 30, 2020.

Bonso reported net income for the six-month period ended September 30, 2020, of $0.20 million, or $0.04 basic and diluted income per share, as compared to a net loss of $0.59 million, or $0.13 basic loss per share, posted during the six-month period ended September 30, 2019. Net revenue for the six-month period ended September 30, 2020, increased 84.3% to $8.1 million from $4.4 million for the six-month period ended September 30, 2019. The increased net income resulted principally from the increase in revenue related to the Company’s pet electronic products for the six-month period ended September 30, 2020.

Mr. Andrew So, President and CEO stated: “Our net revenue during the six-month period ended September 30, 2020 increased as a result of increased sales of pet electronic products mainly through online sales channels. We are delighted to achieve growth from our online sales during the pandemic. However, growth of demand for our products may not sustain due to fierce competition and reduced consumer purchasing power. To continue the growth of our revenue, we have launched electronic bathroom scales and upgraded pet electronic products like ultrasonic dog trainers and nail grinders to be sold online.”

Further, Mr. Andrew So stated: “The Company and its development partner are working closely with the government to obtain the remaining governmental approvals for the redevelopment of the Shenzhen factory. However, there were changes in the local district planning and regulations, and we estimate that it will require approximately another twelve months to obtain the necessary approvals. In the meantime, we have signed a short term lease agreement to lease out part of the existing Shenzhen factory to a third party to gain extra rental income.”

About Bonso Electronics

Bonso Electronics designs, develops, manufactures, assembles and markets a comprehensive line of electronic scales, weighing instruments and pet electronics products. Bonso products are manufactured in the People's Republic of China for customers primarily located in North America and Europe. Company services include product design and prototyping, production tooling, procurement of components, total quality management, and just-in-time delivery. Bonso also independently designs and develops electronic products for private label markets. Bonso rents factory space and equipment to third parties and is also continuing the process to obtain the necessary approvals to redevelop the land upon which its Shenzhen factory is located. For further information, visit the Company's web site at http://www.bonso.com.

This news release includes forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended. Forward looking statements may be identified by such words or phrases as "should," "intends," "is subject to," "expects," "will," "continue," "anticipate," "estimated," "projected," "may," "I or we believe," "future prospects," "our strategy," or similar expressions. Forward-looking statements made in this press release that relate to the redevelopment of our old Shenzhen factory involve known and unknown risks and uncertainties that may cause the actual results to differ materially from those expected and stated in this announcement. We undertake no obligation to update "forward-looking" statements.

For more information please contact:

Albert So

Chief Financial Officer and Secretary

Tel: 852 2605 5822

Fax: 852 2691 1724

SOURCE Bonso Electronics

-- Tables to Follow –

UnauditedConsolidated Balance Sheets

(Expressedin United States Dollars)

	September 30,
	2020
	in thousands
	(Unaudited)
Assets
Current assets
Cash and cash equivalents
Trade receivables, net
Other receivables, deposits and prepayments
Inventories, net
Income tax recoverable
Financial instruments at fair value
Total current assets
Investment in life settlement contracts
Financial instruments at amortized cost
Other intangible assets
Right-of-use assets
Property, plant and equipment, net
Total assets
Liabilities and stockholders’ equity
Current liabilities
Bank loans - secured
Accounts payable
Contract liabilities
Accrued charges and deposits
Refund liabilities
Payable to affiliated party
Lease liabilities
Total current liabilities
Lease liabilities, non-current
Long-term deposit received
Long-term loan
Total liabilities
Stockholders’ equity
Common stock par value 0.003 per share
- authorized shares - 23,333,334
- issued shares: Mar 31, 2020 - 5,828,205; Sep 30, 2020 - 5,828,205
outstanding shares: Mar 31, 2020 - 4,906,466; Sep 30, 2020 - 4,892,899
Additional paid-in capital
Treasury stock at cost: Mar 31, 2020 - 921,739; Sep 30, 2020 - 935,306
Accumulated deficit
Accumulated other comprehensive income
Total liabilities and stockholders’ equity

All values are in US Dollars.

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UnauditedConsolidated Statements of Operations and Comprehensive Income

(Expressedin United States Dollars)

	Six months ended September 30, 2019
		in thousands	$ in thousands
		(unaudited)	(unaudited)
Net revenue		4,409	8,124
Cost of revenue		-3,448	-3,054
Gross profit		961	5,070
Selling, general and administrative expenses		-2,058	-4,592
Other income, net		82	40
(Loss) / income from operations		-1,015	518
Non-operating income / (expenses), net		427	-317
(Loss) / income before income taxes		-588	201
Income tax expense		0	0
Net (loss) / income		-588	201
Other comprehensive loss, net of tax:
Foreign currency translation adjustments, net of tax		-1,166	859
Comprehensive (loss) / income		-1,754	1,060
(Loss) / earnings per share
Weighted average number of shares outstanding		4,644,920	4,896,845
Diluted weighted average number of shares outstanding		4,644,920	5,091,440
(Loss) / earnings per common share (in U.S.Dollars)		-0.13	0.04
(Loss) / earnings per common share (in U.S.Dollars) - assuming dilution		-0.13	0.04

All values are in US Dollars.

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