6-K
The9 LTD (NCTY)
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 December 2022
Commission File Number: 001-34238
THE9 LIMITED
17 Floor, No. 130 Wu Song Road
Hong Kou District, Shanghai 200080
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 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): ¨
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* | Unaudited financial information as of and for the six months ended June 30, 2022 of The9 Limited |
| * | Exhibit 99.1 is furnished herewith solely for the purpose of meeting the requirements under Nasdaq Stock Market Rule 5250(c)(2) in<br>connection with submission of an interim balance sheet and income statement as of the end of its second quarter. |
| --- | --- |
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.
| THE9 LIMITED | ||
|---|---|---|
| By | : | /s/ George Lai |
| Name: | : | George Lai |
| Title: | : | Director and Chief Financial Officer |
Date: December 23, 2022
Exhibit 99.1
The9 Limited Announces Unaudited Financial InformationAs of and For the Six Months Ended June 30, 2022
In compliance with NASDAQ Rule 5250(c)(2), The9 Limited (the “Company”) hereby announces its unaudited condensed consolidated statement of income for the six months ended June 30, 2022 and its unaudited condensed consolidated balance sheet as of June 30, 2022.
THE9 LIMITED
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME INFORMATION
(Expressed in Renminbi - RMB and US Dollars - US$, except share data)
| Six months ended June 30, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2021 | 2022 | 2022 | ||||||
| RMB | RMB | US | ||||||
| Revenues: | ||||||||
| Cryptocurrency mining revenue | 125,203,527 | 41,801,295 | ||||||
| Other revenues | 572,593 | 8,951,239 | ||||||
| Sales taxes | - | - | ||||||
| Total net revenues | 125,776,120 | 50,752,534 | ||||||
| Cost of cyptocurrency mining | (67,872,345 | ) | (51,410,489 | ) | ) | |||
| Other cost | (1,290,697 | ) | (9,856,900 | ) | ) | |||
| Total cost | (69,163,042 | ) | (61,267,389 | ) | ) | |||
| Gross profit | 56,613,078 | (10,514,855 | ) | ) | ||||
| Operating expenses: | ||||||||
| Product development | (1,038,369 | ) | (640,501 | ) | ) | |||
| Sales and marketing | (326,944 | ) | (67,539,985 | ) | ) | |||
| General and administrative | (102,755,950 | ) | (238,176,801 | ) | ) | |||
| Impairment of cryptocurrency | (46,463,746 | ) | (64,887,589 | ) | ) | |||
| Impairment of mining machines | - | (141,599,023 | ) | ) | ||||
| Total operating expenses | (150,585,009 | ) | (512,843,899 | ) | ) | |||
| Other operating income | - | 1,380 | ||||||
| Loss from operations | (93,971,931 | ) | (523,357,374 | ) | ) | |||
| Impairment on equity investments | ||||||||
| Impairment on equity investments | - | (32,918,673 | ) | ) | ||||
| Impairment on other investments | (5,252,122 | ) | (20,029,776 | ) | ) | |||
| Interest expenses, net | (44,315,944 | ) | (5,922,714 | ) | ) | |||
| Gain from change in fair value of convertible feature derivative liability | 9,602,981 | (6,499,927 | ) | ) | ||||
| Gain on disposal of subsidiaries | 9,465,518 | - | ||||||
| Other (expenses) income, net | 1,371,354 | 8,507,190 | ||||||
| Foreign transaction exchange loss | (5,633,501 | ) | (2,556,039 | ) | ) | |||
| Loss before income tax expense and share of loss in equity method investments | (128,733,645 | ) | (582,777,313 | ) | ) | |||
| Income tax | - | (5,235 | ) | ) | ||||
| Net loss | (128,733,645 | ) | (582,782,548 | ) | ) | |||
| Net loss attributable to noncontrolling interest | (2,960,947 | ) | (3,114,031 | ) | ) | |||
| Net loss attributable to The9 Limited | (125,772,698 | ) | (579,668,517 | ) | ) | |||
| Net loss attributable to holders of ordinary shares | (125,772,698 | ) | (579,668,517 | ) | ) | |||
| Other comprehensive loss: | ||||||||
| Currency translation adjustments | 5,222,329 | 5,217,320 | ||||||
| Total comprehensive loss | (123,511,316 | ) | (577,565,228 | ) | ) | |||
| Comprehensive loss attributable to: | ||||||||
| Noncontrolling interest | (2,960,947 | ) | (3,114,031 | ) | ) | |||
| The9 Limited | (120,550,369 | ) | (574,451,197 | ) | ) | |||
| Net loss attributable to holders of ordinary shares per share | ||||||||
| - Basic and diluted | (0.37 | ) | (0.89 | ) | ) | |||
| Weighted average number of shares outstanding | ||||||||
| - Basic and diluted | 337,171,164 | 650,181,088 |
All values are in US Dollars.
Note: The United States dollar (“US dollar” or “US$”) amounts disclosed in the accompanying financial statements are presented solely for the convenience of the readers at the rate of US$1.00 = RMB6.6981, representing the noon buying rate on the last trading day of June 2022 (June 30, 2022) as set forth in the H.10 statistical release of the U.S. Federal Reserve Board.
THE9 LIMITED
CONDENSED CONSOLIDATED BALANCE SHEETS INFORMATION
(Expressed in Renminbi - RMB and US Dollars - US$)
| As of June 30,<br><br> 2022 | As of June 30,<br>2022 | ||||||
|---|---|---|---|---|---|---|---|
| RMB | US | ||||||
| (UNAUDITED) | (UNAUDITED) | ||||||
| Assets | |||||||
| Current Assets: | |||||||
| Cash and cash equivalents | 428,420,773 | 74,891,821 | |||||
| Short term investment | 800,000 | - | |||||
| Accounts receivable, net of allowance for doubtful accounts | 3,682,282 | 3,203,310 | |||||
| Advances to suppliers | 2,781,139 | 27,210 | |||||
| Prepayments and other current assets, net of allowance for doubtful accounts | 528,109,288 | 420,630,258 | |||||
| Amounts due from related parties | 599,574 | 599,573 | |||||
| Intangible assets - cryptocurrencies | 86,118,349 | 36,866,267 | |||||
| Total current assets | 1,050,511,405 | 536,218,439 | |||||
| Investments | 73,915,119 | 32,125,436 | |||||
| Property, equipment and software, net | 172,980,284 | 170,160,756 | |||||
| Operating lease right-of-use assets | 6,363,724 | 3,072,505 | |||||
| Other long-lived assets, net | 6,547,843 | 35,261,111 | |||||
| Total Assets | 1,310,318,375 | 776,838,247 | |||||
| Liabilities, Redeemable Noncontrolling Interest and Shareholders' Equity | |||||||
| Current Liabilities: | |||||||
| Accounts payable | 39,895,562 | 27,586,105 | |||||
| Other taxes payable | 1,508,277 | 1,161,062 | |||||
| Advances from customers | 18,984,340 | 20,025,667 | |||||
| Amounts due to related parties | 23,790,959 | 23,790,959 | |||||
| Refund of game points | 169,998,682 | 169,998,682 | |||||
| Convertible notes, net of debt discount | 92,848,377 | 63,616,856 | |||||
| Conversion feature derivative liability | 51,825,629 | 58,325,556 | |||||
| Interest payables | 937,328 | 3,765,146 | |||||
| Accrued expense and other current liabilities | 140,199,581 | 98,571,343 | |||||
| Current portion of operating lease liabilities of the consolidated VIE without recourse to the Group | 4,306,738 | 908,610 | |||||
| Total current liabilities | 544,295,473 | 467,749,986 | |||||
| Non-current portion of operating lease liabilities of the consolidated VIE without recourse to the Group | 2,567,342 | 3,098,560 | |||||
| Total Liabilities | 546,862,815 | 470,848,546 | |||||
| Shareholders' Equity | |||||||
| Class A ordinary shares (US0.01 par value; 4,300,000,000 shares<br> authorized, 677,781,251 and 747,179,813 shares issued and outstanding as of December 31, 2021 and June 30, 2022,<br> respectively) | 45,233,784 | 49,713,580 | |||||
| Class B ordinary shares (US0.01 par value; 600,000,000 shares authorized, 13,607,334 and 13,607,334 shares issued and outstanding as of December 31, 2021 and June 30, 2022, respectively) | 943,789 | 943,789 | |||||
| Additional paid-in capital | 4,139,122,755 | 4,258,894,258 | |||||
| Statutory reserves | 7,326,560 | 7,326,560 | |||||
| Accumulated other comprehensive loss | (12,693,760 | ) | (11,460,883 | ) | ) | ||
| Accumulated deficit | (3,403,462,176 | ) | (3,983,130,692 | ) | ) | ||
| The9 Limited shareholders' equity | 776,470,952 | 322,286,612 | |||||
| Noncontrolling interest | (13,015,392 | ) | (16,296,911 | ) | ) | ||
| Total shareholder's equity | 763,455,560 | 305,989,701 | |||||
| Total liabilities, redeemable noncontrolling interest and shareholders' equity | 1,310,318,375 | 776,838,247 |
All values are in US Dollars.
Note: The United States dollar (“US dollar” or “US$”) amounts disclosed in the accompanying financial statements are presented solely for the convenience of the readers at the rate of US$1.00 = RMB6.69810, representing the noon buying rate on the last trading day of June 2022 (June 30, 2022) as set forth in the H.10 statistical release of the U.S. Federal Reserve Board.
About The9 Limited
The9 Limited (The9) is an Internet company listed on Nasdaq in 2004. The9 aims to become a global diversified high-tech Internet company, and is engaged in blockchain business including the operation of cryptocurrency mining.