6-K

Kuke Music Holding Ltd (KUKEY)

6-K 2022-08-22 For: 2022-08-22
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Added on April 06, 2026

UNITEDSTATES

SECURITIESAND EXCHANGE COMMISSION

Washington,D.C. 20549


FORM6-K


REPORTOF FOREIGN PRIVATE ISSUER

PURSUANTTO RULE 13a-16 OR 15d-16

UNDERTHE SECURITIES EXCHANGE ACT OF 1934


Forthe month of August 2022


CommissionFile Number: 001-39859


KukeMusic Holding Limited

Building964 San Jian Fang South BlockChaoyang District, Beijing 100024People's Republic of China+86-010-6561 0392

(Addressof principal executive office)

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 ☒ 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): ☐

EXHIBITS

99.1 Press release
1

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.

Kuke Music Holding<br> Limited
By: /s/<br> Chan Hoi Tung
Name: Chan<br> Hoi Tung
Title: Chief<br> Financial Officer
Date: August<br> 22, 2022

2

Exhibit 99.1

Kuke Reports Second Quarter 2022 Unaudited Financial Results

BEIJING, August 19, 2022 /PRNewswire/ -- Kuke Music Holding Limited (“Kuke” or the “Company”) (NYSE: KUKE), a leading classical music service platform, today announced its unaudited financial results for the second quarter ended June 30, 2022.

Second Quarter 2022 Financial Highlights


Total revenue was RMB54.4 million (US$8.1 million), compared to RMB84.1 million<br>in the same period of 2021.
Total gross profit was RMB28.9 million (US$4.3 million), compared to RMB49.7<br>million in the same period of 2021.
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Net profit was RMB3.4 million (US$0.5 million), compared to net loss of RMB11.4<br>million in the same period of 2021.
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Non-IFRS net profit ^[1]^ was RMB16.9 million (US$2.5 million),<br>compared to a Non-IFRS net profit of RMB18.3 million in the same period of 2021.
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Second Quarter 2022 Business Developments

During the second quarter of 2022, the Company added nearly 4,000 tracks<br>of traditional classical music. The Company’s copyrighted classical music content included over 2.9 million music tracks as of June 30,<br>2022. This is comprised of more than 2 million tracks of traditional classical music, more than 360 thousand tracks of jazz, world, folk<br>and other genres of music, as well as over 1000 video titles, more than 470 thousand spoken content tracks and more than 5000 volumes<br>of sheet music. These contents span across more than 95 thousand musicians, more than 2 thousand musical instruments and more than 200<br>countries and regions.
In addition, the company has added more long-form videos including opera,<br>live concert, ballet, documentary, master class, international competition, live streaming to further enrich its classical music library<br>and capture the growth opportunities in the market.
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With regard to the subscription business segment, the aggregated institutional<br>subscribers increased to 812 from 809 across China.
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The 25^th^ Beijing Music Festival (“BMF”) will commence<br>in the month of September, 2022
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Mr. He Yu, Chief Executive Officer of Kuke, commented, “Despite, firstly, the negative impact of local COVID-19 resurgence and subsequent lockdowns in certain cities in China, including where our clients are based, secondly, the smart music learning business is in the process of transiting from private kindergarten subscription model to public school model, which has impacted our revenues and revenue mix, we still recorded a total of revenues of RMB54.4 million during the second quarter of 2022, and achieved IFRS-based positive net income of RMB3.4 million.

Going forward, in view of the challenges presented by macroeconomic environment during the second quarter, we will continue to focus on strengthening our existing product and service portfolio, and executing cost saving initiatives to help us achieve a more optimized cost structure going forward. “

[1] Non-IFRS profit/loss of the Company was arrived at after excluding the combined effect of amortization and depreciation, share-based<br>compensation, impairment losses on financial assets, net, and the corresponding income tax effects of these non-IFRS adjustments.

Second Quarter 2022 Financial Results

Total Revenue

Total revenue decreased by 35.2% to RMB54.4 million (US$8.1 million) from RMB 84.1 million in the same period of 2021.

Total licensing and subscription segment revenue decreased by 14.2%<br>to RMB33.9 million (US$5 million) from RMB39.6 million in the same period of 2021. Specifically, licensing revenue decreased by 15% to<br>RMB29.0 million (US$4.3 million) from RMB34.2 million in the same period of 2021, due to the adverse impact from the COVID-19. Subscription<br>revenue decreased to RMB4.9 million (US$0.7 million) from RMB5.4 million in the same period of 2021, mainly due to the decrease in sales<br>of hardware products.
Total smart music learning solutions segment revenue decreased by<br>59% to RMB8.5 million (US$1.3 million) from RMB20.7 million in the same period of 2021. Specifically, smart music learning solutions sales<br>revenue from public schools and commercial clients decreased by 71.5% to RMB4.1 million (US$0.6 million) from RMB14.4 million in the same<br>period of 2021, mainly due to the decreased sales to commercial clients. Smart music learning solutions subscription revenue from kindergarten<br>students decreased by 30.1% to RMB4.4 million (US$0.7 million) from RMB6.2 million in the same period of 2021, due to the strategic contraction<br>of our private kindergarten business starting from 2022.
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Total live music events segment revenue decreased to RMB11.9 million<br>(US$1.8 million) from RMB23.8 million in the same period of 2021, due to the decreased revenues of live music events service due to the<br>adverse impact by COVID-19.
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Total one-time disposal of obsolete inventory revenue was RMB0.1 million,<br>as a result of the strategic contraction of our private kindergarten business.
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Gross Profit and Gross Margin

Gross profit in the second quarter of 2022 decreased to RMB28.9 million (US$4.3 million) from RMB49.7 million in the same period of 2021, which was largely attributable to the decreased revenues. Gross margin was 53.1%, compared to 59.1% in the same period of 2021.

The gross margin of classical music licensing and subscription segmentwas 81.7%, compared to 86% in the same period of 2021. Specifically, the gross margin of classical music licensing slightly improved<br>to 89.1% from 87.4% in the same period of 2021. The gross margin of classical music subscription decreased to 37.6% from 77.4% in the<br>same period of 2021, due to the higher linear amortization costs of royalty payments.
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The gross margin of smart music learning solutions segment was (5.0)%,<br>compared to 63.8% in the same period of 2021. Specifically, the gross margin of smart music learning solution sales decreased to 43.0%<br>from 89.0% in the same period of 2021, due to lower-margin business representing a larger percentage of our revenue mix compared to the<br>prior quarter. The gross margin of smart music learning solution subscriptions from private kindergarten students was (50.3)%, compared<br>to 5.5% in the same period of 2021 due to higher depreciation costs as a result of the strategic contraction of the private kindergarten<br>subscription business*.*
The gross margin of live music events segment increased to 15.9% compared<br>to 10.4% in the same period of 2021.
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The gross margin of one-time disposal of obsolete inventory was (287.7)%,<br>due to the strategic contraction of the private kindergarten business.
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Operating Expenses


Total operating expenses in the second quarter of 2022 decreased by 53.2% to RMB27.8 million (US$4.2 million) from RMB59.5 million in the same period of 2021.

Selling and distribution expenses in the second quarter of 2022 decreased<br>by 53.9% to RMB6.0 million (US$0.9 million) from RMB13.0 million in the same period of 2021. The decrease was mainly due to decreased<br>expenses in relation to kindergarten business.
Administrative expenses in the second quarter of 2022 decreased by<br>48.5% to RMB19.3 million (US$2.9 million) from RMB37.5 million in the same period of 2021, due to the deceased stock-based compensation<br>costs that incurred in the second quarter of 2021.
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Impairment losses on financial assets in the second quarter of 2022<br>decreased by 75.5% to RMB2.2 million from RMB9million in the same period of 2021. This was mainly due to increased impairment losses on<br>accounts receivable.
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Operating Profit


Operating profit in the second quarter of 2022 was RMB4.4 million (US$0.65 million), compared to operating loss of RMB8.4 million in the same period of 2021.

Net Profit for the Period


Net profit was RMB3.4 million (US$0.5 million), compared to net loss of RMB11.4 million in the same period of 2021.

3

Non-IFRS Net Profit for the Period

Non-IFRS net profit was RMB16.9 million (US$2.5 million), compared to non-IFRS net profit of RMB18.3 million in the same period of 2021.

Net Profit per ADS and Non-IFRS Net Profit per ADS

Basic and diluted net profit per American Depositary Share (“ADS”) were both RMB0.13 (US$0.02) in the second quarter of 2022, compared to basic and diluted net loss per ADS of RMB0.42 in the same period of 2021. Basic and diluted non-IFRS net profit per ADS were both RMB0.57 (US$0.09) in the second quarter of 2022, compared to basic and diluted non-IFRS net profit per ADS of RMB0.62 in the same period of 2021. Each ADS represents one Class A ordinary share of the Company.


Balance Sheet

As of June 30, 2022, cash and cash equivalents were RMB18.8 million (US$2.8 million).

About Kuke Music Holding Limited

Kuke is a leading classical music service platform in China encompassing the entire value chain from content provision to music learning services. By collaborating with its strategic global business partner Naxos, the largest independent classical music content provider in the world, the foundation of Kuke’s extensive classical music content library is its unparalleled access to more than 900 top-tier labels and record companies. Leveraging its market leadership in international copyrighted classical music content, Kuke provides highly scalable classical music licensing services to various online music platforms and classical music subscription services to over 800 universities, libraries and other institutions across China. In addition, it has hosted the Beijing Music Festival (“BMF”), the most renowned classical music festival in China, for 24 consecutive years. Through KUKEY, the Company’s proprietary AI music learning system, Kuke aims to democratize music learning via technological innovation, bring fascinating music content and professional music techniques to more students, and continuously improve the efficiency and penetration of music learning in China.

For more information about Kuke, please visit https://ir.kuke.com/

Exchange Rate Information

This announcement contains translations of certain RMB amounts into U.S. dollars (“US$”) at specified rates solely for the convenience of the reader. Unless otherwise stated, all translations from RMB to US$ were made at the rate of RMB6.6981 to US$1.00, the noon buying rate in effect on June 30, 2022, in the H.10 statistical release of the Federal Reserve Board. The Company makes no representation that the RMB or US$ amounts referred could be converted into US$ or RMB, as the case may be, at any particular rate or at all. For analytical presentation, all percentages are calculated using the numbers presented in the financial statements contained in this earnings release.

4

Forward-looking Statements

This announcement contains forward looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “aims,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident,” “potential,” “continue” or other similar expressions. Statements that are not historical facts, including but not limited to statements about Kuke’s beliefs and expectations, are forward-looking statements. 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 those in Kuke’s registration statement filed with the Securities and Exchange Commission. Further information regarding these and other risks is included in Kuke’s filings with the SEC. All information provided in this press release is as of the date of this press release, and Kuke undertakes no obligation to update any forward-looking statement, except as required under applicable law.

Use of Non-IFRS Financial Measures

The Company uses non-IFRS profit for the period, which is a non-IFRS financial measure, in evaluating its operating results and for financial and operational decision-making purposes. The Company believes that non-IFRS profit helps management to analyze trends in the Company’s business that could otherwise be distorted by the effect of certain expenses that the Company includes in its profit or loss for the period.

Non-IFRS profit for the period should not be considered in isolation or construed as an alternative to net profit for the period or any other measure of performance or as an indicator of its operating performance. Investors are encouraged to review non-IFRS profit for the period and the corresponding footnote explaining the calculation of such measure together. Non-IFRS profit for the period presented here may be different to similarly titled measures presented by other companies. Other companies may calculate similarly titled measures differently, and should not be compared to the measure adopted by the Company’s data. The Company encourages investors and others to review its financial information in its entirety and not rely on a single financial measure.

Non-IFRS profit for the period represents profit or loss for the year excluding the combined effect of amortization and depreciation, share-based compensation, impairment losses on financial assets, net, and the corresponding income tax effects of these non-IFRS adjustments.

Investor and Media Contact:

Kuke Music Holding Limited

Email: jane.zuo@kuke.com

5

KUKE MUSIC HOLDING LIMITED

UNAUDITED CONSOLIDATED STATEMENTS OF FINANCIALPOSITION

(In thousands of RMB and USD)


As of December 31,<br> <br>2021 As of June 30,<br> <br>2022 As of <br>June 30, 2022
RMB RMB
NON-CURRENT ASSETS
Property, plant and equipment 60,443 52,043
Intangible assets 492,300 484,287
Right-of-use assets 3,060 9,786
Goodwill 237,225 237,225
Prepayments, other receivables and other assets 95,217 112,081
Deferred tax assets 7,736 10,789
Equity investment at fair value through profit or loss 1,000 1,000
Total non-current assets 896,981 907,211
CURRENT ASSETS
Inventories 7,307 9,023
Trade receivables 111,104 144,179
Prepayments, other receivables and other assets 34,101 40,009
Net investments in subleases 355 -
Due from related parties 306 2,319
Due from shareholders 100 100
Cash and cash equivalents 59,045 18,830
Total current assets 212,318 214,460
Total assets 1,109,299 1,121,671
EQUITY
Issued capital 194 194
Reserves 936,444 912,686
Equity attributable to equity holders of the parent 936,638 912,880
Non-controlling interests 5,021 4,430
Total equity 941,659 917,310
NON-CURRENT LIABILITIES
Interest-bearing loans and borrowings 6,046 1,734
Contract liabilities 366 250
Deferred tax liabilities 1,417 1,402
Lease liabilities 793 6129
Total non-current liabilities 8,622 9,515
CURRENT LIABILITIES
Trade payables 30,514 51,607
Other payables and accruals 58,178 59,244
Contract liabilities 23,506 14,433
Due to a shareholder 325 325
Interest-bearing loans and borrowings 41,493 63,556
Leased liabilities 2,486 3,718
Income tax payable 2,516 1,963
Total current liabilities 159,018 194,846
Total liabilities 167,640 204,361
Total equity and liabilities 1,109,299 1,121,671

All values are in US Dollars.

6

KUKE MUSIC HOLDING LIMITED

UNAUDITED CONSOLIDATED STATEMENTS OF PROFITOR LOSS AND

UNAUDITED OTHER COMPREHENSIVE INCOME

(In thousands of RMB and USD, except for pershare data)


For the three months ended June 30
2021 2022 2022
RMB RMB
Revenue 84,052 54,441
Subscription and licensing 39,545 33,943
Licensing 34,192 29,070
Subscription 5,353 4,873
Smart music learning solutions 20,671 8,471
Smart music learning solutions sales 14,439 4,115
Smart music learning solutions subscription 6,232 4,356
Live music events 23,836 11,921
One-time disposal of obsolete inventory - 106
Cost of Goods Sold (34,363 ) (25,540 ) )
Gross profit 49,689 28,901
Other income, net 1,412 3,315
Selling and distribution expenses (12,999 ) (5,988 ) )
Administrative expenses (37,529 ) (19,346 ) )
Impairment losses on financial assets, net (9,000 ) (2,203 ) )
Other operating expenses (13 ) (300 ) )
Operating (loss)/profit (8,440 ) 4379
Share of losses of a joint venture (239 ) -
Finance costs (2,149 ) (1,216 ) )
Finance income 25 8
(Loss)/profit before tax (10,803 ) 3,171
Income tax expense (634 ) 195
(Loss)/profit for the period/year and total comprehensive (loss)/income for the period/year (11,437 ) 3,366
Attributable to:
Equity holders of the parent (12,289 ) 3,757
Non-controlling interests 852 (391 ) )
(Loss)Earnings per share for class A and class B ordinary shares attributable to ordinary equity holders of the parent
Basic (0.42 ) 0.13
Diluted (0.42 ) 0.13

All values are in US Dollars.

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KUKE MUSIC HOLDING LIMITED

RECONCILIATIONS OF NON-IFRS MEASURES TO THEMOST COMPARABLE IFRS MEASURES

(In thousands of RMB and USD)


For the three months ended June 30,
2021 2022 2022
RMB RMB
(Loss)/profit for the period/year and total comprehensive (loss)/income for the period/year (11,437 ) 3,366
Adjustments:
Amortization and Depreciation 4,951 9,058
Share-based compensation 16,545 3,652
Impairment losses on financial assets, net 9,000 2,203
Income tax effects (796 ) (1,412 ) )
Non-IFRS Profit/(loss) 18,263 16,867

All values are in US Dollars.

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KUKE MUSIC HOLDING LIMITED

UNAUDITED CONSOLIDATED STATEMENTS OF PROFITOR LOSS AND

UNAUDITED OTHER COMPREHENSIVE INCOME

(In thousands of RMB and USD, except for pershare data)


For the six months ended June 30
2021 2022 2022
RMB RMB
Revenue 95,448 80,514
Subscription and licensing 44,147 38,394
Licensing 34,469 30,111
Subscription 9,678 8,283
Smart music learning solutions 27,465 15,903
Smart music learning solutions sales 14,842 5,256
Smart music learning solutions subscription 12,623 10,647
Live music events 23,836 25,709
One-time disposal of obsolete inventory - 508
Cost of goods sold (42,550 ) (51,418 ) )
Gross profit 52,898 29,096
Other income, net 10,446 6,537
Selling and distribution expenses (20,284 ) (14,325 ) )
Administrative expenses (77,936 ) (44,029 ) )
Impairment losses on financial assets, net (10,620 ) (8,836 ) )
Other operating expenses (42 ) (679 ) )
Operating (loss)/profit (45,538 ) (32,236 ) )
Share of losses of a joint venture (426 ) -
Finance costs (4,430 ) (2,295 ) )
Finance income 41 20
(Loss)/profit before tax (50,353 ) (34,511 ) )
Income tax expense 1,957 2,899
(Loss)/profit for the period/year and total comprehensive (loss)/income for the period/year (48,396 ) (31,612 ) )
Attributable to:
Equity holders of the parent (49,146 ) (31,021 ) )
Non-controlling interests 750 (591 ) )
(Loss)Earnings per share for class A and class B ordinary shares attributable to ordinary equity holders of the parent
Basic (1.69 ) (1.05 ) )
Diluted (1.69 ) (1.05 ) )

All values are in US Dollars.


9

KUKE MUSIC HOLDING LIMITED

RECONCILIATIONS OF NON-IFRS MEASURES TO THEMOST COMPARABLE IFRS MEASURES

(In thousands of RMB and USD)


For the six months ended June 30,
2021 2022 2022
RMB RMB
(Loss)/profit for the period/year and total comprehensive (loss)/income for the period/year (48,396 ) (31,612 ) )
Adjustments:
Amortization and Depreciation 8,952 18,101
Share-based compensation 32,908 7,265
Impairment losses on financial assets, net 10,620 8,836
Income tax effects (1,453 ) (2,828 ) )
Non-IFRS Profit/(loss) 2,631 (238 ) )

All values are in US Dollars.

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