MAAS 6-K 2025 - Equibles

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, DC 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUERPURSUANT TO RULE 13a-16 OR 15d-16 OF THESECURITIES EXCHANGE ACT OF 1934

For the month of May 2025

Commission File Number 001-38813

Highest Performances Holdings Inc.

12F, Block B, Longhu Xicheng Tianjie

No. 399 Huazhaobi Xishun Street, Jinniu District,Chengdu

Sichuan Province, People’s Republic ofChina

Tel: +86-028-86762596

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 ☐

EXPLANATORY NOTE

Highest Performances Holdings Inc. (the “Company”) is furnishing this Form 6-K to provide its unaudited financial results for the first half of the fiscal year 2025 from July 1, 2024 to December 31, 2024.

EXHIBIT INDEX

Exhibit Number	Description
99.1	Highest Performances Holdings Inc. Reports Financial Results for the First Six Months of Fiscal Year 2025

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.

	Highest Performances Holdings Inc.
Date: May 20, 2025
	By:	/s/ Zhou Min
		Name:	Zhou Min
		Title:	Vice-Chairperson of the Board, <br> Chief Executive Officer

Exhibit 99.1

FINANCIAL HIGHLIGHTS FOR THE FIRST HALF OF THE FISCAL YEAR 2025

	Six months ended December 31,
	2023(RMB)			2024(RMB)			2024 (US)		Change (%)
(In thousands, except per ADS data and percentages)
Total net revenues		35,577			715,761					1911.9	%
Loss from operations		(27,420	)		(496,373	)		)		1710.3	%
Gains from the disposal of subsidiaries		-			896,085					N/A
Net (loss) income attributable to the Company’s shareholders		(33,252	)		232,110					N/A
Diluted net (loss) earnings per ADS		(0.526	)		0.126					N/A
Cash, cash equivalent, short-term investments at end of the period		1,561,462			889,018					(43.1	)%

All values are in US Dollars.

UNAUDITED FINANCIAL RESULTS FOR THE FIRST HALF OF THE FISCAL YEAR2025

The Company obtained control of the AIFU Inc.(“AIFU”) at the end of December 2023 upon the completion of the transfer of shares according to the written share exchange agreement and when effective control being operationally obtained. The Company’s significant year-over-year growth in the first half of fiscal year 2025 from July 1, 2024 to December 31, 2024 is primarily attributable to the acquisition of AIFU. In contrast, the comparative financial results for the first half of fiscal year 2024 from July 1, 2023 to December 31, 2023 do not include any profits of AIFU, as the acquisition was completed since December 31, 2023.

Net revenues

Net revenues for the first half of the fiscal year 2025 were RMB715.8 million (US$98.1 million), representing a 1911.9% increase from RMB35.6 million for the same period of the fiscal year 2024, primarily due to the acquisition of controlling interests in AIFU.

●	Net revenues for insurance agency business increased by 100% from nil for the first half of fiscal year 2024 to RMB430.3 million (US$59.0 million) for the first half of fiscal year 2025 due to the acquisition of AIFU. Revenues generated from the agency business accounted for 60.1% of our total net revenues for the first half of fiscal year 2025. Net revenues from our insurance agency business consist of net revenues derived from our life insurance business and non-life insurance business.
Net revenues from life insurance agency business consist of first year commissions, renewal commissions collected and renewal commissions recognized related to variable consideration estimates. Net revenues for the life insurance business were RMB357.5 million (US$49.0 million) for the first half of fiscal year 2025. Net revenues generated from our life insurance business accounted for 49.9% of our total net revenues for first half of fiscal year 2025. Total life gross written premiums (“GWP”) was RMB5.9 billion for the first half of fiscal year 2025, of which first year premium (“FYP”) were RMB0.6 billion while renewal premiums were RMB5.3 billion.
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Revenues for the non-life insurance business were mainly derived from commissions generated for internet-based insurance products, including medical insurance, accident insurance, travel insurance and homeowner insurance products and to a lesser extent from commissions and services fees from the provision of insurance brokerage services for commercial line of insurance products. Net revenues for the non-life insurance business were RMB72.9 million (US$10.0 million) for first half of fiscal year 2025. Net revenues generated from the non-life insurance business accounted for 10.2 % of our total net revenues for first half of fiscal year 2025.
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●	Net revenues generated from our claims adjusting business increased by 100% from nil for the first half of fiscal year 2024 to RMB254.9 million (US$34.9 million) for the first half of fiscal year 2025. Revenues for the claims adjusting business were mainly derived from commissions and fees primarily paid by the insurance companies for the provision of claims adjusting services, which accounted for 35.6% of our total net revenues for the first half of fiscal year 2025.
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●	Net revenues generated from our wealth management servicesand others for the first half of the fiscal year 2025 were RMB30.5 million (US$4.2 million), representing a 14.3% decrease from RMB35.6<br>million for the same period of the fiscal year 2024. Revenues generated from wealth management services and others accounted for 4.3%<br>of our total net revenues for the first half of fiscal year 2025.
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Net revenues generated from the distribution of publicly raised fund products for the first half of the fiscal year 2025 were RMB28.2 million (US$3.9 million), representing a 14.6% increase from RMB24.6 million for the same period of the fiscal year 2024. This growth was mainly attributed to the boost from our institutional business. We have successfully attracted more institutional clients through a series of measures including enhancing the efficiency of our core transaction system, boosting our brand and reputation awareness, and broadening our product offerings. The transaction value contributed by institutional clients reached RMB97.8 billion for the first half of the fiscal year 2025, compared to 4.8 billion for the first half of the fiscal year 2024.

Net revenues generated from the distribution of privately raised fund products for the first half of the fiscal year 2025 were RMB2.3 million (US$0.3 million), representing a 59.6 % decrease from RMB5.7 million for the same period of the fiscal year 2024. The decrease was driven by two key factors: (i) heightened macroeconomic uncertainty and capital market volatility dampened investor risk appetite, resulting in a 27.2% decrease in private fund transaction value—from RMB21.7 million in the first half of fiscal year 2024 to RMB15.8 million in the first half of fiscal year 2025, which in turn reduced commission income (including management fees); and (ii) to better align with evolving investor preferences, we prioritized institutional clients in the publicly raised fund business.

Operating Costs and Expenses

Total operating costs and expenses increased by RMB793.2 million, or 1259.2%, from RMB63.0 million for the first half of the fiscal year 2024 to RMB856.2 million (US$117.3 million) for the first half of the fiscal year 2025, primarily due to the acquisition of controlling interests in AIFU which led to a100% increase in both insurance agency segment and claims adjusting segment.

●	operating costs and expenses for our insurance agency segment increased by 100% from nil for the first half of the fiscal year 2024 to RMB567.3 million (US$77.7 million) for the first half of the fiscal year 2025 due to the acquisition of AIFU.
●	operating costs and expenses for our claims adjusting segment increased by 100% from nil for the first half of the fiscal year 2024 to RMB246.4 million (US$33.8 million) for the first half of the fiscal year 2025 due to the acquisition of AIFU.
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●	operating costs and expenses for our wealth management services segment decreased from RMB63.0 million for the first half of the fiscal year 2024 to RMB42.5 million (US$5.8 million) for the first half of the fiscal year 2025, primarily due to (i) a decrease by 13.8 million in labor cost related to the optimization of our sales and marketing team and our administrative workforce and (ii) a decrease by 4.2 million in financial advisor commissions, primarily due to lower volume of wealth management products purchased by the individual clients referred to the Company by financial advisors.
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Impairment loss

Impairment loss on goodwill and intangible asset for the first half of the fiscal year 2025 primarily consisted of the impairment loss recognized on goodwill and intangible asset arising from acquisition of AIFU. Based on the underperformance of acquired business that the actual revenue and operating income declined as compared with projected results of current period, which was mainly due to the release of new industrial regulatory rules, a slowdown in macroeconomic condition and a sustained decrease in stock prices, we determined that it was more likely than not that there were indications of impairment for the reporting unit of Insurance Agency. Consequently, we recognized impairment losses on goodwill and intangible assets amounting to RMB355.9 million (US $48.8 million) for the first half of fiscal year 2025, compared to nil in the same period of the prior fiscal year.

Loss from operations

As a result of the foregoing factors, we recorded a loss from operations of RMB496.4 million (US$68.0 million) for the first half of the fiscal year 2025, increased by 1710.3% from RMB27.4 million for corresponding period of the fiscal year 2024.

Net loss from fair value change

Net loss from fair value change was RMB4.7 million (US$0.6 million) for the first half of the fiscal year 2025, compared to nil for the first half of fiscal year 2024, which primarily reflected an unrealized loss of RMB4.7 million representing a change in the fair value of the contingent consideration in regard to AIFU’s business combinations in the first quarter of 2023.

Investment income

Investment income was RMB21.9 million (US$3.0 million) for the first half of the fiscal year 2025, compared to RMB68,000 for the first half of fiscal year 2024, which primarily related to the realized gain on available-for-sale investments.

Gains from the disposal of subsidiaries

Gains from the disposal of subsidiaries for the first half of the fiscal year 2025 was RMB896.1 million (US$122.8 million), increased by 100% from nil for the first half of fiscal year 2024. Gains from the disposal of subsidiaries mainly represents gain from disposal of RONS Technology and Xinbao Investment and their subsidiaries for the first half of the fiscal year 2025.

Income Tax Expense

We recognized income tax expense of RMB79.8 million (US$10.9 million) for the first half of the fiscal year 2025, representing an increase of 904.2% from RMB7.9 million for the same period of the fiscal year 2024.

Net (Loss) Income

As a result of the foregoing factors, we recognized net income of RMB313.2 million (US$42.9 million) for the first half of the fiscal year 2025, compared to net loss of RMB33.3 million for the same period of the fiscal year 2024.

Basic and Diluted Net (Loss) Earnings per ADS

Basic and diluted net earnings per ADS were RMB0.935 (US$0.128) and RMB0.126 (US$0.018) for the first half of the fiscal year 2025, respectively compared to basic and diluted net loss per ADS of RMB0.526 and RMB0.526, respectively for the corresponding period of the fiscal year 2024, respectively.

Cash and Cash Equivalents

As of December 31, 2024, we had cash and cash equivalents of RMB270.2 million (US$37.0 million), and we had cash and cash equivalents of RMB295.7 million as of June 30, 2024. The decrease was due to loans provided to third parties amounting to RMB111.0 million in the aggregate offset by positive cash inflows from Company’s core operations amounted to RMB98.6 million.

FOREIGN CURRENCY TRANSLATION

In this announcement, the unaudited financial results for the first half of the fiscal year 2025 are stated in RMB. This announcement contains currency conversions of certain RMB amounts into US$ at specified rates solely for the convenience of the reader. Unless otherwise indicated, all translations from RMB to US$ are made at a rate of RMB 7.2993 to US$1.00, the effective central parity rate for December 31, 2024 as set forth in the H.10 statistical release of the Federal Reserve Board.

SAFE HARBOR STATEMENT

This announcement contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements that are other than statements of historical facts. When THE COMPANY uses words such as “may”, “will”, “intend”, “should”, “believe”, “expect”, “anticipate”, “project”, “estimate” or similar expressions that do not relate solely to historical matters, it is making forward-looking statements. Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that may cause the actual results to differ materially from THE COMPANY’s expectations discussed in the forward-looking statements. These statements are subject to uncertainties and risks including, but not limited to, the following: THE COMPANY’s ability to obtain proceeds from the Agreement; THE COMPANY’s goals and strategies; THE COMPANY’s future business development; product and service demand and acceptance; changes in technology; economic conditions; the growth of the third-party wealth management industry in China; reputation and brand; the impact of competition and pricing; government regulations; fluctuations in general economic and business conditions in China and the international markets THE COMPANY serves and assumptions underlying or related to any of the foregoing and other risks contained in reports filed by THE COMPANY with the Securities and Exchange Commission. For these reasons, among others, investors are cautioned not to place undue reliance upon any forward-looking statements in this press release. Additional factors are discussed in THE COMPANY’s filings with the U.S. Securities and Exchange Commission, which are available for review at www.sec.gov. THE COMPANY undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof.

Highest Performances Holdings Inc.

Unaudited Condensed Consolidated Balance Sheets

(in thousands)

	June 30,<br> 2024			December 31, <br> 2024
	RMB			RMB
ASSETS:
Current assets:
Cash and cash equivalents		295,693			270,178
Restricted cash		47,920			35,539
Accounts receivable, net		272,931			182,630
Short-term investments		583,918			618,840
Contract assets, net		323,222			260,368
Other receivables, net		38,819			35,105
Loan receivables, net		774,051			803,608
Other current assets		48,753			37,262
Total current assets		2,385,307			2,243,530
Non-current assets:
Restricted bank deposit - non-current		26,783			18,088
Contract assets - non-current, net		726,879			693,638
Property, plant, and equipment, net		86,776			78,557
Intangible assets, net		417,567			218,163
Goodwill, net		243,109			-
Deferred tax assets, net		35,250			9,976
Investments in affiliates		8,614			1,006,932
Right-of-use assets		122,239			81,987
Other non-current assets		225,354			212,573
Total non-current assets		1,892,571			2,319,914
Total assets		4,277,878			4,563,444
LIABILITIES AND EQUITY:
LIABILITIES:
Current liabilities:
Short-term loan		98,375			134,976
Accounts payable		194,358			116,711
Accrued commissions		148,134			128,314
Other payables and accrued expenses		180,509			272,229
Accrued payroll		68,093			66,513
Income taxes payable		96,780			73,429
Current operating lease liability		54,233			40,130
Other current liabilities		10,505			312
Total current liabilities		850,987			832,614
Accrued commissions – non-current		408,416			387,540
Other tax liabilities		45,365			43,384
Deferred tax liabilities		237,074			271,956
Non-current operating lease liabilities		62,954			38,444
Other non-current liabilities		33,374			33,374
Total non-current liabilities		787,183			774,698
Total liabilities		1,638,170			1,607,312
Commitments and contingencies
Mezzanine equity:
Redeemable ordinary shares		45,794			46,856
EQUITY:
Ordinary shares		2,617			2,617
Treasury stock		(29	)		(29	)	)
Additional paid-in capital		1,583,017			1,454,937
Statutory reserves		23,064			23,196
Accumulated deficit		(321,254	)		(89,276	)	)
Accumulated other comprehensive loss		(2,293	)		(4,899	)	)
Total shareholders’ equity to Highest Performances Holdings Inc.		1,285,122			1,386,546
Non-controlling interests		1,308,792			1,522,730
Total shareholders’ equity		2,593,914			2,909,276
Total liabilities and shareholders’ equity		4,277,878			4,563,444

All values are in US Dollars.

Highest Performances Holdings Inc.

Unaudited Condensed Consolidated Statementsof

Operations and Comprehensive (Loss)/Income

(In thousands, except for percentages)

	Six months ended December 31,
	2023			2024
	RMB			RMB				Change (%)
Net Revenues:
Agency		-			430,341				N/A
Life insurance business		-			357,468				N/A
Non-life insurance business		-			72,873				N/A
Claims adjusting		-			254,940				N/A
Wealth management and others		35,577			30,480				(14.3	)%
Total net revenues		35,577			715,761				1911.9	%
Operating costs and expenses:
Agency		-			(248,534	)	)		N/A
Life insurance business		-			(188,199	)	)		N/A
Non-life insurance business		-			(60,335	)	)		N/A
Claims adjusting		-			(165,752	)	)		N/A
Wealth management and others		(8,368	)		(4,490	)	)		(46.3	)%
Total operating costs		(8,368	)		(418,776	)	)		4904.5	%
Selling expenses		(10,991	)		(104,145	)	)		847.5	%
General and administrative expenses		(43,638	)		(333,310	)	)		663.8	%
Total operating costs and expenses		(62,997	)		(856,231	)	)		1259.2	%
Impairment loss		-			(355,903	)	)		N/A
Loss from operations		(27,420	)		(496,373	)	)		1710.3	%
Other income, net:
Net loss from fair value change		-			(4,738	)	)		N/A
Investment income related to the realized gain on available-for-sale investments		68			21,892				32094.1	%
Interest income, net		3,125			9,788				213.2	%
Gains from the disposal of subsidiaries		-			896,085				N/A
Others, net		(1,080	)		(29,782	)	)		2657.6	%
Income (Loss) before income taxes and share of loss of affiliates		(25,307	)		396,872				N/A
Income tax expense		(7,945	)		(79,781	)	)		904.2	%
Share of loss of affiliates		-			(3,931	)	)		N/A
Net (loss) income		(33,252	)		313,160				N/A
Less: net income attributable to the noncontrolling interests		-			81,050				N/A
Net (loss) income attributable to owners of the Company		(33,252	)		232,110				N/A

All values are in US Dollars.

Highest Performances Holdings Inc.

Unaudited Condensed Consolidated Statementsof

Operations and Comprehensive (Loss)/Income (Continued)

(In thousands, except for shares, income pershare, income per ADS)

	Six months ended December 31,
	2023			2024
	RMB			RMB
Net (loss) earnings per share:
Basic		(0.350	)		0.623
Diluted		(0.350	)		0.084
Net (loss) earnings per ADS:
Basic		(0.526	)		0.935
Diluted		(0.526	)		0.126
Weighted average number of shares used in computation:
Basic and diluted		94,885,079			372,547,538
Net (loss) income		(33,252	)		313,160
Other comprehensive income (loss)		88			(2,606	)	)
Total Comprehensive income (loss)		(33,164	)		310,554

All values are in US Dollars.

HIGHEST PERFORMANCES HOLDINGS INC.

Unaudited Condensed Consolidated Statementsof Cash Flow

(In thousands)

	Six months ended December 31,
	2023			2024
	RMB’000			RMB’000			’000
Net cash provided by operating activities		11,813			98,623
Net cash provided by (used in) investing activities		486,801			(179,105	)		)
Net cash provided by financing activities		10,462			32,975
Net increase (decrease) in cash and cash equivalents, and restricted cash		509,076			(47,507	)		)
Cash, cash equivalents and restricted cash at beginning of period		164,470			370,396
Effect of exchange rate changes on cash, cash equivalents and restricted cash		(41	)		916
Cash, cash equivalents and restricted cash at end of period		673,505			323,805

All values are in US Dollars.