IH 6-K 2021 - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of September 2021

Commission File Number: 001-39591

iHuman Inc.

(Registrant’s Name)

Floor 8, Building 2,No. 1 Wangjing East Road,Chaoyang District, Beijing 100102

People’s Republic of China

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover 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): ¨

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): ¨

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release

SIGNATURES

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

iHuman Inc.
By	:	/s/ Vivien Weiwei Wang
---	---	---
Name	:	Vivien Weiwei Wang
Title	:	Director and Chief Financial Officer

Date: September 29, 2021

Exhibit 99.1

iHumanInc. Announces Second Quarter 2021

Unaudited Financial Results

BEIJING, China, September 29, 2021 --iHuman Inc. (NYSE: IH) (“iHuman” or the “Company”), a leading provider of tech-powered smart learning products in China, today announced its unaudited financial results for the second quarter ended June 30, 2021.

Second Quarter 2021 Highlights

·	Total revenues were RMB221.3 million (US$34.3 million), a year-over-year<br>increase of 105.9%.
·	Revenues from online subscriptions were RMB199.2 million (US$30.9<br>million), a year-over-year increase of 110.1%.
·	Gross profit was RMB154.3 million (US$23.9 million), a year-over-year<br>increase of 109.5%.
·	Operating loss was RMB3.5 million (US$0.5 million), compared<br>with an operating income of RMB8.4 million in the same period last year.
·	Adjusted<br> operating income^1^was RMB0.8 million (US$0.1 million), compared with RMB8.4 million in the same<br> period last year.
·	Net income was RMB1.9 million (US$0.3 million), compared with<br>RMB7.2 million in the same period last year.
·	Adjusted<br> net income^1^ was RMB6.1 million (US$1.0 million),<br> compared with RMB7.2 million in the same period last year.
·	Average<br> total MAUs^2^for the second quarter were 15.47 million, a year-over-year increase of 49.6%.
·	Number<br> of paying users^3^for the second quarter was 1.48 million, a year-over-year increase of 9.2%.

Dr. Peng Dai, Director and Chief Executive Officer of iHuman, commented, “We are pleased to report another solid quarter despite the impact of seasonality. In the second quarter, we further reinforced our leading position by executing our product-centric strategy and remaining committed to our guiding principle of helping kids enjoy their childhood and stimulating their natural interest in learning. By constantly improving and expanding our content, as well as broadening our comprehensive products portfolio, we are able to better support the all-around development of kids. In August 2021, we officially unveiled “iHumanpedia,” a self-directed edutainment online app that helps kids learn about the fundamentals of STEM through short and captivating animated videos, as well as immersive interactions. Each video is carefully designed to stimulate kids’ interest in learning, and has been created with content that is appropriate for the stage of their cognitive development. In addition, we have also actively worked to help promote educational equality in China. In the August of last year, we launched the “Dream Chasing Initiative,” a charity program aiming to help children in remote communities that lack access to quality education. Since then, our team has visited a number of schools in rural villages in China and helped local kids access high-quality learning resources through our comprehensive products. In this September, we once again sent out our care and support to schools in such areas. We are also proud to have made donations to schools in remote regions.”

^1^ “Adjusted operating income (loss)” and “adjusted net income (loss)” exclude share-based compensation expenses. Please see “Non-GAAP Financial Measures” and “Unaudited Reconciliation of GAAP and non-GAAP Results” at the end of this press release.

^2^ “Average total MAUs” refers to the monthly average of the sum of the MAUs of each of the Company’s apps during a specific period, which is counted based on the number of unique mobile devices through which such app is accessed at least once in a given month, and duplicate access to different apps is not eliminated from the total MAUs calculation.

^3^ “Paying users” refers to users who paid subscription fees for the premium content on any of the Company’s apps during a specific period; a user who makes payments across different apps using the same registered account is counted as one paying user, and a user who makes payments for the same app multiple times in the same period is counted as one paying user.

Ms. Vivien Weiwei Wang, Director and Chief Financial Officer of iHuman, added, “Despite the weak seasonality, our second quarter results still came in line with our expectations as we drove continued improvements in content and user engagement. We continued to increase our investments in R&D, which support our capabilities to provide truly interactive and immersive learning experiences that help kids learn effectively while having fun. Underpinned by our comprehensive content and technological strengths, our self-directed apps continued to gain traction among Millennial and Gen-Z parents. Going forward, we will continue to execute our strategies in line with our guiding principle, leverage our industry leading interactive content and edutainment technologies to provide users with top-notch products, further diversify our products to better meet the evolving and diverse needs of our users, and drive sustainable growth over the long term.”

Second Quarter 2021 Unaudited Financial Results

Revenues

Total revenues were RMB221.3 million (US$34.3 million), an increase of 105.9% from RMB107.5 million in the same period last year.

Revenues from online subscriptions were RMB199.2 million (US$30.9 million), an increase of 110.1% from RMB94.8 million in the same period last year, primarily driven by user expansion and enhanced user engagement. Average total MAUs for the quarter were 15.47 million, an increase of 49.6% year-over-year from 10.34 million in the same period last year. The number of paying users for the quarter was 1.48 million, a year-over-year increase of 9.2% from 1.35 million in the same period last year.

Revenues from offline products and others were RMB22.1 million (US$3.4 million), an increase of 73.9% from RMB12.7 million in the same period last year, primarily due to the resumption of offline business activities as a result of the alleviation of the COVID-19 pandemic.

Cost of Revenues

Cost of revenues were RMB67.0 million (US$10.4 million), an increase of 98.0% from RMB33.8 million in the same period last year, primarily due to the increase in channel and product costs, which was in line with the Company’s revenue expansion.

Gross Profit and Gross Margin

Gross profit was RMB154.3 million (US$23.9 million), an increase of 109.5% from RMB73.6 million in the same period last year. Gross margin was 69.7%, compared with 68.5% in the same period last year. The increase in gross margin was mainly attributable to the strong growth of the Company’s online subscriptions business, which has a higher gross margin, as well as a rebound of gross margin of the offline business due to the alleviation of the COVID-19 pandemic.

Operating Expenses

Total operating expenses were RMB157.7 million (US$24.4 million), an increase of 141.7% from RMB65.3 million in the same period last year.

Research and development expenses were RMB93.1 million (US$14.4 million), an increase of 128.5% from RMB40.7 million in the same period last year, primarily due to a rise in payroll-related expenses and outsourcing expenses as the Company continued to expand its research and development capabilities and to enhance and develop its edutainment products.

Sales and marketing expenses were RMB45.3 million (US$7.0 million), an increase of 257.1% from RMB12.7 million in the same period last year, primarily due to an increase in advertising and promotion expenses as the Company strategically strengthened its brand recognition as a publicly listed company, as well as an increase in payroll-related expenses.

General and administrative expenses were RMB19.4 million (US$3.0 million), an increase of 63.2% from RMB11.9 million in the same period last year, primarily due to an increase in payroll-related expenses and compliance costs related to being a publicly listed company.

OperatingIncome (Loss)

Operating loss was RMB3.5 million (US$0.5 million), compared with an operating income of RMB8.4 million in the same period last year.

Excluding share-based compensation expenses, adjusted operating income was RMB0.8 million (US$0.1 million), compared with RMB8.4 million in the same period last year.

Net Income

Net income was RMB1.9 million (US$0.3 million), compared with RMB7.2 million in the same period last year.

Adjusted net income was RMB6.1 million (US$1.0 million), compared with RMB7.2 million in the same period last year.

Net income attributable to ordinary shareholders was RMB1.9 million (US$0.3 million), compared with RMB3.8 million in the same period last year.

Adjusted net income attributable to ordinary shareholders was RMB6.1 million (US$1.0 million), compared with RMB3.8 million in the same period last year.

Basic and diluted net income per ADS were RMB0.04 (US$0.01) and RMB0.03 (US$0.01), respectively, compared with basic and diluted net income of RMB0.09 in the same period last year. Each ADS represents five Class A ordinary shares of the Company.

Adjusted diluted net income per ADS was RMB0.11 (US$0.02), compared with RMB0.09 in the same period last year.

DeferredRevenue and Customer Advances

Deferred revenue and customer advances were RMB330.8 million (US$51.2 million) as of June 30, 2021, compared with RMB268.6 million as of December 31, 2020, primarily driven by user expansion and enhanced user engagement.

Cash and Cash Equivalents

Cash and cash equivalents were RMB893.0 million (US$138.3 million) as of June 30, 2021, compared with RMB861.7 million as of December 31, 2020.

Exchange Rate Information

The U.S. dollar (US$) amounts disclosed in this press release, except for those transaction amounts that were actually settled in U.S. dollars, are presented solely for the convenience of the reader. The conversion of Renminbi (RMB) into US$ in this release is based on the noon buying rate in The City of New York for cable transfers in RMB per US$ as certified for customs purposes by the Federal Reserve Bank of New York as of June 30, 2021, which was RMB6.4566 to US$1.00. The percentages stated in this press release are calculated based on the RMB amounts.

Non-GAAP Financial Measures

iHuman considers and uses non-GAAP financial measures, such as adjusted operating income (loss), adjusted net income (loss), adjusted net income (loss) attributable to ordinary shareholders and adjusted diluted net income (loss) per ADS, as supplemental metrics in reviewing and assessing its operating performance and formulating its business plan. The presentation of non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). iHuman defines adjusted operating income (loss), adjusted net income (loss), adjusted net income (loss) attributable to ordinary shareholders and adjusted diluted net income (loss) per ADS excluding share-based compensation expenses. Adjusted operating income (loss), adjusted net income (loss), adjusted net income (loss) attributable to ordinary shareholders and adjusted diluted net income (loss) per ADS enable iHuman’s management to assess its operating results without considering the impact of share-based compensation expenses, which are non-cash charges. iHuman believes that these non-GAAP financial measures provide useful information to investors in understanding and evaluating the Company’s current operating performance and prospects in the same manner as management does, if they so choose.

Non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. Non-GAAP financial measures have limitations as analytical tools, which possibly does not reflect all items of expense that affect our operations. Share-based compensation expenses have been and may continue to be incurred in our business and are not reflected in the presentation of adjusted net income (loss) attributable to the Company’s ordinary shareholders. In addition, the non-GAAP financial measures iHuman uses may differ from the non-GAAP measures uses by other companies, including peer companies, and therefore their comparability may be limited. The presentation of these non-GAAP financial measures is not intended to be considered in isolation from or as a substitute for the financial information prepared and presented in accordance with GAAP.

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates” and similar statements. Statements that are not historical facts, including statements about iHuman’s beliefs and expectations, are forward-looking statements. Among other things, the description of the management’s quotations in this announcement contains forward-looking statements. iHuman may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: iHuman’s growth strategies; its future business development, financial condition and results of operations; its ability to continue to attract and retain users, convert non-paying users into paying users and increase the spending of paying users, the trends in, and size of, China’s edutainment market; its expectations regarding demand for, and market acceptance of, its products and services; its expectations regarding its relationships with business partners; general economic and business conditions; and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in iHuman’s filings with the SEC. All information provided in this press release is as of the date of this press release, and iHuman does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

About iHuman Inc.

iHuman Inc. is a leading provider of tech-powered smart learning products in China that is committed to transforming learning into a fun journey for every child. Benefiting from a deep legacy that combines a strong foundation in edutainment, decades of industry experience with cutting-edge technologies, and an outstanding reputation for original entertainment content, iHuman provides children with unique, interactive, and entertaining experiences to stimulate their natural curiosity and interest in learning. The Company’s comprehensive suite of innovative and high-quality products include interactive and self-directed online apps and offline products that cover a broad variety of areas to develop children’s creativity and abilities in independent reading, critical thinking, and scientific reasoning and foster their natural interest in traditional Chinese culture. Leveraging advanced technological capabilities, including 3D engines, proprietary edutainment know-how, AI/AR functionality, and big data analysis, iHuman believes it will continue to provide superior learning experiences that are effective and fun for children in China and all over the world through its integrated suite of tech-powered smart learning products.

For more information about iHuman, please visit https://ir.ihuman.com/.

For investor and media enquiries, please contact:

iHuman Inc.

Ms. Cynthia Tan, CFA

Phone: +86 10 5780-6606

E-mail: [email protected]

Christensen

In China

Mr. Eric Yuan

Phone: +86-13801110739

E-mail: [email protected]

In US

Ms. Linda Bergkamp

Phone: +1-480-614-3004

E-mail: [email protected]

iHuman Inc.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands of Renminbi (“RMB”)and U.S. dollars (“US$”)

exceptfor number of shares, ADSs**, per share and per ADS data)**

	December 31,		June 30,		June 30,
	2020		2021		2021
		RMB		RMB		US
ASSETS
Current assets
Cash and cash equivalents	861,682		893,025		138,312
Accounts receivable, net	77,965		87,538		13,558
Amounts due from related parties	322		2,299		356
Inventories, net	16,873		21,363		3,309
Prepayments and other current assets	64,619		85,228		13,200
Total current assets	1,021,461		1,089,453		168,735
Non-current assets
Property and equipment, net	6,390		11,502		1,781
Intangible assets, net	11,789		18,903		2,928
Operating lease right-to-use assets	6,521		26,208		4,059
Other non-current assets	784		784		121
Total non-current assets	25,484		57,397		8,889
Total assets	1,046,945		1,146,850		177,624
LIABILITIES
Current liabilities
Accounts payable	21,551		28,613		4,432
Amounts due to related parties	485		9,107		1,410
Deferred revenue and customer advances	268,613		330,776		51,231
Accrued expenses and other current liabilities	107,029		95,725		14,826
Current operating lease liabilities	1,544		12,963		2,008
Total current liabilities	399,222		477,184		73,907
Non-current liabilities
Non-current operating lease liabilities	5,070		12,721		1,970
Total non-current liabilities	5,070		12,721		1,970
Total liabilities	404,292		489,905		75,877
SHAREHOLDERS’ EQUITY
Ordinary shares (par value of US0.0001 per share, 700,000,000 Class A shares authorized as of December 31, 2020 and June 30, 2021; 122,622,382 Class A shares issued and outstanding as of December 31, 2020; 125,122,382 Class A shares issued and 122,622,382 outstanding as of June 30, 2021; 200,000,000 Class B shares authorized, 144,000,000 Class B ordinary shares issued and outstanding as of December 31, 2020 and June 30, 2021; 100,000,000 shares (undesignated) authorized, nil shares (undesignated) issued and outstanding as of December 31, 2020 and June 30, 2021)	184		184		28
Additional paid-in capital	1,050,304		1,061,587		164,419
Accumulated other comprehensive loss	(21,861	)	(27,905	)	(4,322	)
Accumulated deficit	(385,974	)	(376,921	)	(58,378	)
Total shareholders’ equity	642,653		656,945		101,747
Total liabilities and shareholders’ equity	1,046,945		1,146,850		177,624

All values are in US Dollars.

iHuman Inc.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTSOF OPERATIONS

(Amounts in thousands of Renminbi (“RMB”)and U.S. dollars (“US$”)

except for number of shares, ADSs, per shareand per ADS data)

	For<br> the three months ended
	June 30,			March 31,			June 30,			June 30,			June 30,			June 30,			June 30,
	2020			2021			2021			2021			2020			2021			2021
	RMB			RMB			RMB			US			RMB			RMB			US
Revenues
Online subscriptions		94,799			191,860			199,198			30,852			152,462			391,058			60,567
Offline products<br> and others		12,685			34,798			22,061			3,417			33,014			56,859			8,806
Total<br> Revenues		107,484			226,658			221,259			34,269			185,476			447,917			69,373

Cost of revenues
Online subscriptions		(23,847	)		(46,970	)		(50,645	)		(7,844	)		(39,529	)		(97,615	)		(15,119	)
Offline products<br> and others		(9,994	)		(18,434	)		(16,351	)		(2,532	)		(20,587	)		(34,785	)		(5,388	)
Gross<br> profit		73,643			161,254			154,263			23,893			125,360			315,517			48,866

Operating expenses
Research and development expenses		(40,717	)		(82,112	)		(93,053	)		(14,412	)		(73,674	)		(175,165	)		(27,130	)
Sales and marketing expenses		(12,685	)		(52,927	)		(45,298	)		(7,016	)		(28,383	)		(98,225	)		(15,213	)
General and<br> administrative expenses		(11,862	)		(22,569	)		(19,364	)		(2,999	)		(17,464	)		(41,933	)		(6,495	)
Total<br> operating expenses		(65,264	)		(157,608	)		(157,715	)		(24,427	)		(119,521	)		(315,323	)		(48,838	)
Operating<br> income (loss)		8,379			3,646			(3,452	)		(534	)		5,839			194			28
Other income,<br> net		794			3,545			5,121			793			1,759			8,666			1,342
Income before income taxes		9,173			7,191			1,669			259			7,598			8,860			1,370
Income tax<br> benefit (expenses)		(1,957	)		(45	)		238			37			(1,957	)		193			30
Net<br> income		7,216			7,146			1,907			296			5,641			9,053			1,400
Accretion<br> to redemption value of contingently redeemable ordinary shares		(3,459	)		-			-			-			(6,449	)		-			-
Net<br> income (loss) attributable to ordinary shareholders		3,757			7,146			1,907			296			(808	)		9,053			1,400

Net income (loss) attributable<br> to ordinary shareholders per ADS:
- Basic		0.09			0.13			0.04			0.01			(0.02	)		0.17			0.03
- Diluted		0.09			0.13			0.03			0.01			(0.02	)		0.16			0.03

Weighted average number of ADSs:
- Basic		43,010,752			53,324,476			53,324,476			53,324,476			43,010,752			53,324,476			53,324,476
- Diluted		43,010,752			55,132,687			54,680,936			54,680,936			43,010,752			54,920,644			54,920,644

Total share-based compensation<br> expenses included in:
Cost of revenues		-			267			257			40			-			524			81
Research and development expenses		-			3,711			1,524			236			-			5,235			811
Sales and<br> marketing expenses		-			1,177			986			153			-			2,163			335
General and<br> administrative expenses		-			1,903			1,458			226			-			3,361			521

All values are in US Dollars.

iHuman Inc.

UNAUDITED RECONCILIATION OF GAAP AND NON-GAAPRESULTS

(Amounts in thousands of Renminbi (“RMB”)and U.S. dollars (“US$”)

except for number of shares, ADSs, per shareand per ADS data)

	For the three months ended
	June 30,			March 31,		June 30,			June 30,		June 30,		June 30,	June 30,
	2020			2021		2021			2021		2020		2021	2021
	RMB			RMB		RMB			US		RMB		RMB	US
Operating income (loss)		8,379			3,646		(3,452	)		(534	)	5,839		194	28
Share-based compensation expenses		-			7,058		4,225			655		-		11,283	1,748
Adjusted operating income		8,379			10,704		773			121		5,839		11,477	1,776
Net income		7,216			7,146		1,907			296		5,641		9,053	1,400
Share-based compensation expenses		-			7,058		4,225			655		-		11,283	1,748
Adjusted net income		7,216			14,204		6,132			951		5,641		20,336	3,148
Accretion to redemption value of contingently redeemable ordinary shares		(3,459	)		-		-			-		(6,449	)	-	-
Adjusted net income (loss) attributable to ordinary shareholders		3,757			14,204		6,132			951		(808	)	20,336	3,148
Diluted net income (loss) per ADS		0.09			0.13		0.03			0.01		(0.02	)	0.16	0.03
Impact of non-GAAP adjustments		-			0.13		0.08			0.01		-		0.21	0.03
Adjusted diluted net income (loss) per ADS		0.09			0.26		0.11			0.02		(0.02	)	0.37	0.06
Weighted average number of ADSs – diluted		43,010,752			55,132,687		54,680,936			54,680,936		43,010,752		54,920,644	54,920,644
Weighted average number of ADSs – adjusted		43,010,752			55,132,687		54,680,936			54,680,936		43,010,752		54,920,644	54,920,644

All values are in US Dollars.