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6-K

Noah Holdings Ltd (NOAH)

6-K 2021-11-23 For: 2021-11-23
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Added on April 04, 2026

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 6-K****


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

For the month of November 2021

Commission File Number: 001-34936

NoahHoldings Limited


No. 1687 ChangyangRoad, Changyang Valley, Building 2

Shanghai 200090, People’sRepublic of China

(86) 21 8035 9221

(Address of PrincipalExecutive 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): ¨

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.

Noah Holdings Limited
By: /s/ Qing Pan
Name: Qing Pan
Title: Chief Financial Officer

Date: November 23, 2021

2

Exhibit Index

Exhibit No. Description.
Exhibit 99.1 Press Release

3

Exhibit 99.1

NOAH HOLDINGS LIMITED ANNOUNCES UNAUDITED

FINANCIAL RESULTS FOR THE THIRD QUARTER OF 2021

SHANGHAI, November 24, 2021 — Noah Holdings Limited ("Noah" or the "Company") (NYSE: NOAH), a leading and pioneer wealth management service provider in China offering comprehensive one-stop advisory services on global investment and asset allocation primarily for high net worth (“HNW”) investors, today announced its unaudited financial results for the third quarter of 2021.


THIRD QUARTER 2021 FINANCIAL HIGHLIGHTS

· Netrevenues for the third quarter of 2021 were RMB908.9 million (US$141.1 million), a 5.8% increase from the corresponding period in<br>2020, and a 1.1% increase from the second quarter of 2021.
(RMB millions,<br> <br>except percentages) Q3 2020 Q3 2021 YoY Change
--- --- --- --- --- --- --- ---
Wealth management 627.7 653.6 4.1 %
Asset management 222.4 241.3 8.5 %
Other businesses 9.0 14.0 56.4 %
Total net revenues 859.1 908.9 5.8 %
· Incomefrom operations for the third quarter of 2021 was RMB228.9 million (US$35.5 million), a 34.1% decrease from the corresponding period<br>in 2020, and a 31.8% decrease from the second quarter of 2021, due to our budgeted strategic investments on compensation and marketing<br>activities.
--- ---
(RMB millions,<br> <br>except percentages) Q3 2020 Q3 2021 YoY Change
--- --- --- --- --- --- --- --- --- ---
Wealth management 248.4 143.1 (42.4 )%
Asset management 113.7 117.2 3.0 %
Other businesses (14.9 ) (31.4 ) 112.2 %
Total income from operations 347.2 228.9 (34.1 )%
· Net income attributable to Noah shareholders for the third quarter<br>of 2021 was RMB273.2 million (US$42.4 million), a 4.3% decrease from the corresponding period in 2020, and a 10.6% decrease from the second<br>quarter of 2021.
--- ---
· Non-GAAP^1^net income attributable to Noah shareholders for the third quarter of 2021 was RMB284.2 million (US$44.1 million), a 4.2% decrease<br>from the corresponding period in 2020, and a 15.7% decrease from the second quarter of 2021.
--- ---

THIRD QUARTER 2021 OPERATIONAL UPDATES


Wealth Management Business


We offer investment products and provide value-added services to high net worth investors in China and overseas for our wealth management business. Noah primarily distributes private equity, private secondary, mutual funds and other products denominated in RMB and other currencies.

^1^ Noah’s Non-GAAP financial measures are its corresponding GAAP financial measures excluding the effects of all forms of share-based compensation, non-recurring share-based settlement expenses and net of relevant tax impact, if any. See “Reconciliation of GAAP to Non-GAAP Results” at the end of this press release.

1
· Total number of registered clients as of September 30, 2021 was 406,420,<br>a 16.0% increase from September 30, 2020 and a 2.3% increase from June 30, 2021.
· Totalnumber of active clients^2^ which excluded mutual fund-only clients during the third quarter of 2021 was 5,606, a 25.5%<br>increase from the corresponding period in 2020 and a 19.9% increase from the second quarter of 2021. Counting in mutual fund-only clients,<br>the total number of clients who transacted with us during the third quarter of 2021 was 21,269, a 3.7% increase from the third quarter<br>of 2020, and a 4.8% increase from the second quarter of 2021.
--- ---
· Aggregatevalue of investment products distributed during the third quarter of 2021 was RMB24.1 billion (US$3.7 billion), a 16.4% decrease<br>from the corresponding period in 2020, due to decreased distribution in mutual fund products and private equity products.
--- ---
Three months ended September 30,
--- --- --- --- --- --- --- --- ---
Product type 2020 2021
(RMB in billions, except percentages)
Mutual fund products 12.3 42.6 % 8.9 37.2 %
Private secondary products 8.6 29.9 % 10.6 43.8 %
Private equity products 7.2 25.1 % 3.8 15.8 %
Other products**^3^** 0.7 2.4 % 0.8 3.2 %
All products 28.8 100.0 % 24.1 100.0 %
· Coverage network in mainland China covers 81 cities as of September<br>30, 2021, compared with 81 cities as of June 30, 2021, and 79 cities as of September 30, 2020.
--- ---
· Number of relationship managers was 1,322 as of September 30, 2021,<br>a 4.3% increase from June 30, 2021, and a 9.8% increase from September 30, 2020.
--- ---

Asset Management Business

Our asset management business is conducted through Gopher Asset Management Co., Ltd. (“Gopher Asset Management”), a leading multi-asset manager in China with overseas offices in Hong Kong and the United States. Gopher Asset Management develops and manages assets ranging from private equity, real estate, public securities to multi-strategy investments denominated in RMB and other currencies.

· Total assets under management as of September 30, 2021 remained relatively<br>stable at RMB156.1 billion (US$24.2 billion), as compared with June 30, 2021 and September 30, 2020.
Investment type As of<br> June 30,<br> 2021 Growth Distribution/<br> <br>Redemption As of<br> September 30,<br> 2021
--- --- --- --- --- --- --- --- --- --- --- --- ---
(RMB billions, except percentages)
Private equity 127.7 81.9 % 3.1 0.4 130.4 83.5 %
Public securities**^4^** 11.1 7.1 % 1.3 1.3 11.1 7.1 %
Real estate 10.2 6.6 % 0.2 3.0 7.4 4.7 %
Multi-strategies 5.5 3.5 % 0.5 0.2 5.8 3.8 %
Others 1.4 0.9 % - - 1.4 0.9 %
All Investments 155.9 100.0 % 5.1 4.9 156.1 100.0 %

^2^ “Active clients” for a given period refers to registered high net worth clients who purchase financial products distributed or provided by Noah during that given period, excluding clients who transacted on our online mutual fund platform.

^3^ “Other products” refers to other investment products, which includes insurance products, multi-strategies products and others.

^4^ The asset allocation/redemption of public securities also includes market appreciation or depreciation.


2

Other Businesses

Since the fourth quarter of 2020, we have been transitioning our other businesses segment to “Noah Digital Intelligence”, with an aim to diversify distribution channels beyond our wealth management, and to provide more comprehensive services and investment products.

Ms. Jingbo Wang, co-founder and CEO of Noah, said, “It is encouraging to see continued growth in the number of diamond card and black card clients, exceeding 8,000 in total; and that our active clients also increased by 25.5% year-on-year, indicating the positive results of our upgraded Noah Triangle client service model. Net revenues rose by 5.8% year-on-year, supported by historical high recurring income as long-duration private secondary products and private equity products accumulate into our AUA, creating the snow ball effect, amid the volatile market this quarter. Since the establishment of Noah, there has been no capital pool, no implicit guarantee, no duration mismatch, no leverage allocation, and no cross-border operations of funds. Our fully compliant operations in different countries and regions where we hold local licenses ensure our lifeline and future growth. Noah stays focused on serving HNW and ultra-HNW clients, and strives to become a professional wealth management service provider with ‘one meter in width and 1,000 meters in depth’, delivering suitable products to clients based on enhanced research capabilities and deeper understanding of our clients utilizing the KYC/KYP/KYA platform.”

THIRD QUARTER 2021 FINANCIAL RESULTS

Net Revenues


Net revenues for the third quarter of 2021 were RMB908.9 million (US$141.1 million), a 5.8% increase from the corresponding period in 2020, primarily driven by increased one-time commissions, performance-based income and other service fees.


· Wealth Management Business
· Net revenues from one-time commissions<br>for the third quarter of 2021 were RMB193.9 million (US$30.1 million), a 2.2% increase from the corresponding period in 2020 due to an<br>increase in private secondary products distributed in third quarter of 2021.
--- ---
· Net revenues from recurring service fees<br>for the third quarter of 2021 were RMB391.2 million (US$60.7 million), a 2.8% increase from the corresponding period in 2020. The increase<br>was primarily due to accumulated effect of investment products previously distributed.
--- ---
· Net revenues from performance-based income<br>for the third quarter of 2021 were RMB37.7 million (US$5.9 million), an 11.9% increase from the corresponding period in 2020, primarily<br>due to an increase in performance-based income<br>from private equity products.
--- ---
3
· Net revenues from other service fees for<br>the third quarter of 2021 were RMB30.8 million (US$4.8 million), a 29.0% increase from the corresponding period in 2020, primarily due<br>to more value-added services Noah offers to its high net worth clients.
· Asset Management Business
--- ---
· Net revenues from recurring service fees for<br>the third quarter of 2021 were RMB175.7 million (US$27.3 million), a 2.1% decrease from the corresponding period in 2020, primarily due<br>to redemptions of real estate assets.
--- ---
· Net revenues from performance-based incomefor the third quarter of 2021 were RMB44.4 million (US$6.9 million), a 20.8% increase from the corresponding period in 2020, primarily<br>due to an increase in performance-based income from offshore private equity products.
--- ---
· Other Businesses
--- ---
· Net revenues for the third quarter of<br>2021 were RMB14.0 million (US$2.2 million), a 56.4% increase from the corresponding period in 2020.
--- ---

Operating Costs and Expenses

Operating costs and expenses for the third quarter of 2021 were RMB680.1 million (US$105.5 million), a 32.9% increase from the corresponding period in 2020. Operating costs and expenses primarily consisted of compensation and benefits of RMB459.8 million (US$71.4 million), selling expenses of RMB114.3 million (US$17.7 million), general and administrative expenses of RMB77.1 million (US$12.0 million) and other operating expenses of RMB33.0 million (US$5.1 million).

· Operating costs and expenses for the wealthmanagement business for the third quarter of 2021 were RMB510.5 million (US$79.2 million), a 34.6% increase from the corresponding<br>period in 2020, primarily due to an increase in compensation and benefits as well as selling and general and administrative expenses.
· Operating costs and expenses for the assetmanagement business for the third quarter of 2021 were RMB124.2 million (US$19.3 million), a 14.3% increase from the corresponding<br>period in 2020, primarily due to an increase in compensation and benefits.
--- ---
· Operating costs and expenses for other businesses<br>for the third quarter of 2021 were RMB45.4 million (US$7.0 million), a 90.7% increase from the corresponding period in 2020, primarily<br>due to increased depreciation expenses for our newly purchased headquarter buildings.
--- ---

Operating Margin


Operating margin for the third quarter of 2021 was 25.2%, compared with 40.4% for the corresponding period in 2020, primarily due to increased compensation and benefits as well as selling expenses.

· Operating margin for the wealth managementbusiness for the third quarter of 2021 was 21.9%, compared with 39.6% for the corresponding period in 2020, due to less expenses incurred<br>in the corresponding periods of 2020 due to the COVID-19 pandemic as well as private equity products are no longer distributed through<br>wealth management business, but rather invested in by asset management business.
· Operating margin for the asset managementbusiness for the third quarter of 2021 was 48.5%, compared with 51.1% for the corresponding period in 2020, due to an increase in<br>compensation and benefits.
--- ---
· Loss from operations for other businesses<br>for the third quarter of 2021 was RMB31.4 million (US$4.9 million), compared with loss in the amount of RMB14.8 million in the corresponding<br>period in 2020 due to reduced loan origination<br>and more expenses from our purchased headquarter buildings.
--- ---
4

Investment Income

Investment income for the third quarter of 2021 was RMB24.1 million (US$3.7 million), compared with RMB0.8 million for the corresponding period in 2020, due to a gain of fair value change from our certain equity investments.


Income Tax Expenses


Income tax expenses for the third quarter of 2021 were RMB60.0 million (US$9.3 million), a 29.3% decrease from the corresponding period in 2020, primarily due to lower taxable income.


Income from Equity in Affiliates


Income from equity in affiliates for the third quarter of 2021 was RMB64.5 million (US$10.0 million), a 1,287.3% increase from the corresponding period in 2020, primarily due to net asset value increase of certain offshore funds of funds we manage and invest in as the general partner or manager.


Net Income

· Net Income
· Netincome for the third quarter of 2021 was RMB271.4 million (US$42.1 million), a 4.4% decrease compared to the corresponding period<br>in 2020.
--- ---
· Netmargin for the third quarter of 2021 was 29.9%, down from 33.0% for the corresponding period in 2020.
--- ---
· Netincome attributable to Noah shareholders for the third quarter of 2021 was RMB273.2 million (US$42.4 million), a 4.3% decrease from<br>the corresponding period in 2020.
--- ---
· Netmargin attributable to Noah shareholders for the third quarter of 2021 was 30.1%, down from 33.2% for the corresponding period in<br>2020.
--- ---
· Netincome attributable to Noah shareholders per basic and diluted ADS for the third quarter of 2021 was RMB4.06 (US$0.63) and RMB4.04<br>(US$0.63), respectively, compared with RMB4.63 and RMB4.60 respectively, for the corresponding period in 2020.
--- ---

· Non-GAAP Net Income Attributable to Noah Shareholders
· Non-GAAPnet income attributable to Noah shareholders for the third quarter of 2021 was RMB284.2 million (US$44.1 million), a 4.2% decrease<br>from the corresponding period in 2020.
--- ---
· Non-GAAPnet margin attributable to Noah shareholders for the third quarter of 2021 was 31.3%, down from 34.5% for the corresponding period<br>in 2020.
--- ---
· Non-GAAPnet income attributable to Noah shareholders per diluted ADS for the third quarter of 2021 was RMB4.20 (US$0.65), down from RMB4.78<br>for the corresponding period in 2020.
--- ---

5

Balance Sheet and Cash Flow

As of September 30, 2021, the Company had RMB2,829.5 million (US$439.1 million) in cash and cash equivalents, compared with RMB2,686.4 million as of June 30, 2021, and RMB4,597.4 million as of September 30, 2020.

Net cash inflow from the Company’s operating activities during the third quarter of 2021 was RMB361.0 million (US$56.0 million), compared to net cash inflow of RMB360.8 million in the corresponding period in 2020.

Net cash outflow from the Company’s investing activities during the third quarter of 2021 was RMB234.3 million (US$36.4 million), compared to net cash inflow of RMB165.7 million in the corresponding period in 2020. The cash outflow was primarily due to additional investment of certain long-term investment as well as increased loan originated in this quarter.

Net cash inflow from the Company’s financing activities was RMB9.5 million (US$1.5 million) in the third quarter of 2021, compared to net cash outflow of RMB22.9 million in the corresponding period in 2020, primarily due to proceeds of cash exercise of employee options.


2021 FORECAST

The Company estimates that non-GAAP net income attributable to Noah shareholders for the full year 2021 will be in the range of RMB1.2 billion to RMB1.3 billion. This forecast reflects management’s current business outlook and is subject to further change.

CONFERENCE CALL

Senior management will host a combined English and Chinese language conference call to discuss the Company’s third quarter 2021 unaudited financial results and recent business activities.

The conference call may be accessed with the following details:

Conference call details
Date/Time Tuesday, November 23, 2021 at 7:00 p.m., U.S. Eastern Time<br><br> <br>Wednesday, November 24, 2021 at 8:00 a.m., Hong Kong Time
Dial in details
- United States Toll Free 1-888-317-6003
- Mainland China Toll Free 4001-206-115
- Hong Kong Toll Free 800-963-976
- International 1-412-317-6061
Conference Title Noah Holdings 3Q21 Earnings Conference Call
Participant Password 1960485

A telephone replay will be available starting one hour after the end of the conference call until December 1, 2021 at +1-877-344-7529 (US Toll Free) and 1-412-317-0088 (International Toll). The replay access code is 10161700.

A live and archived webcast of the conference call will be available at Noah's investor relations website under the News & Events section at http://ir.noahgroup.com.


DISCUSSION OF NON-GAAP MEASURES

In addition to disclosing financial results prepared in accordance with U.S. GAAP, the Company’s earnings release contains non-GAAP financial measures excluding the effects of all forms of share-based compensation, non-recurring share-based settlement expenses and net of tax impact, if any. See “Reconciliation of GAAP to Non-GAAP Results” at the end of this press release.

The non-GAAP financial measures disclosed by the Company should not be considered a substitute for financial measures prepared in accordance with U.S. GAAP. The financial results reported in accordance with U.S. GAAP and reconciliation of GAAP to non-GAAP results should be carefully evaluated. The non- GAAP financial measures used by the Company may be prepared differently from and, therefore, may not be comparable to similarly titled measures used by other companies.

6

When evaluating the Company’s operating performance in the periods presented, management reviewed the foregoing non-GAAP net income attributable to Noah shareholders and per diluted ADS and non-GAAP net margin attributable to Noah shareholders to supplement U.S. GAAP financial data. As such, the Company’s management believes that the presentation of the non-GAAP financial measures provides important supplemental information to investors regarding financial and business trends relating to its results of operations in a manner consistent with that used by management.

ABOUT NOAH HOLDINGS LIMITED

Noah Holdings Limited (NYSE: NOAH) is a leading and pioneer wealth management service provider in China offering comprehensive one-stop advisory services on global investment and asset allocation primarily for high net worth investors. In the first nine months of 2021, Noah distributed RMB76.2 billion (US$11.8 billion) of investment products. Through Gopher Asset Management, Noah had assets under management of RMB156.1 billion (US$24.2 billion) as of September 30, 2021.

Noah’s wealth management business primarily distributes private equity, private secondary, mutual fund and other products denominated in RMB and other currencies. Noah delivers customized financial solutions to clients through a network of 1,322 relationship managers in 81 cities in mainland China, and serves the international investment needs of its clients through offices in Hong Kong, Taiwan, United States and Singapore. The Company’s wealth management business had 406,420 registered clients as of September 30, 2021. As a leading alternative multi-asset manager in China, Gopher Asset Management manages private equity, real estate, public securities, multi-strategy and other investments denominated in RMB and other currencies. The Company also provides other businesses.

For more information, please visit Noah at ir.noahgroup.com.

FOREIGN CURRENCY TRANSLATION


In this announcement, the unaudited financial results for the third quarter of 2021 ended September 30, 2021 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 noted, all translations from RMB to US$ are made at a rate of RMB6.4434 to US$1.00, the effective noon buying rate for September 30, 2021 as set forth in the H.10 statistical release of the Federal Reserve Board.

7

SAFE HARBOR STATEMENT


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,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident” and similar statements. Among other things, the outlook for 2021 and quotations from management in this announcement, as well as Noah’s strategic and operational plans, contain forward-looking statements. Noah may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission, 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. Statements that are not historical facts, including statements about Noah’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause Noah’s actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: its goals and strategies; its future business development, financial condition and results of operations; the expected growth of the wealth management and asset management market in China and internationally; its expectations regarding demand for and market acceptance of the products it distributes; its expectations regarding keeping and strengthening its relationships with key clients; relevant government policies and regulations relating to its industries; its ability to attract and retain qualified employees; its ability to stay abreast of market trends and technological advances; its plans to invest in research and development to enhance its product choices and service offerings; competition in its industries in China and internationally; general economic and business conditions in China; and its ability to effectively protect its intellectual property rights and not to infringe on the intellectual property rights of others. Further information regarding these and other risks is included in Noah’s filings with the U.S. Securities and Exchange Commission, including its annual reports on Form 20-F. All information provided in this press release and in the attachments is as of the date of this press release, and Noah does not undertake any obligation to update any such information, including forward-looking statements, as a result of new information, future events or otherwise, except as required under the applicable law.


Contacts:

Noah Holdings Limited

Sonia Han

Tel: +86-21-8035-8372

ir@noahgroup.com

-- FINANCIAL AND OPERATIONAL TABLES FOLLOW --

8

Noah Holdings Limited

Condensed Consolidated Balance Sheets

(unaudited)

As of
June 30, September 30, September 30,
2021 2021 2021
RMB'000 RMB'000 '000
Assets
Current assets:
Cash and cash equivalents 2,686,422 2,829,481
Restricted cash 10,067 3,227
Short-term investments 96,050 108,313
Accounts receivable, net 470,265 504,113
Loans receivable, net 515,194 634,774
Amounts due from related parties 643,972 594,047
Other current assets 239,997 209,933
Total current assets 4,661,967 4,883,888
Long-term investments, net 554,280 665,237
Investment in affiliates 1,258,829 1,296,559
Property and equipment, net 2,642,584 2,619,768
Operating lease right-of-use assets, net 256,597 242,660
Deferred tax assets 223,801 223,803
Other non-current assets 199,232 171,114
Total Assets 9,797,290 10,103,029
Liabilities and Equity
Current liabilities:
Accrued payroll and welfare expenses 491,716 514,420
Income tax payable 84,675 105,132
Deferred revenues 96,523 103,807
Contingent liabilities 460,315 444,935
Other current liabilities 554,383 529,049
Total current liabilities 1,687,612 1,697,343
Operating lease liabilities, non-current 169,167 155,882
Deferred tax liabilities 241,084 239,536
Other non-current liabilities 109,134 113,670
Total Liabilities 2,206,997 2,206,431
Equity 7,590,293 7,896,598
Total Liabilities and Equity 9,797,290 10,103,029

All values are in US Dollars.

9

Noah Holdings Limited

Condensed Consolidated Income Statements

(In RMB'000, except for USD data, per ADS data and percentages)

(unaudited)

Three months ended
September 30, September  30, September  30,
2020 2021 2021 Change
RMB'000 RMB'000 '000
Revenues:
Revenues from others:
One-time commissions 125,000 183,733 47.0 %
Recurring service fees 200,075 259,364 29.6 %
Performance-based income 27,217 26,796 (1.5 )%
Other service fees 33,985 51,690 52.1 %
Total revenues from others 386,277 521,583 35.0 %
Revenues from funds Gopher manages:
One-time commissions 71,112 32,113 (54.8 )%
Recurring service fees 363,274 309,532 (14.8 )%
Performance-based income 43,673 55,645 27.4 %
Total revenues from funds Gopher manages 478,059 397,290 (16.9 )%
Total revenues 864,336 918,873 6.3 %
Less: VAT related surcharges (5,282 ) (9,958 ) ) 88.5 %
Net revenues 859,054 908,915 5.8 %
Operating costs and expenses:
Compensation and benefits
Relationship managers (144,977 ) (178,589 ) ) 23.2 %
Others (217,549 ) (281,220 ) ) 29.3 %
Total compensation and benefits (362,526 ) (459,809 ) ) 26.8 %
Selling expenses (69,882 ) (114,307 ) ) 63.6 %
General and administrative expenses (61,656 ) (77,129 ) ) 25.1 %
Provision for credit losses (5,166 ) (6,582 ) ) 27.4 %
Other operating expenses (23,129 ) (33,030 ) ) 42.8 %
Government grants 10,552 10,804 2.4 %
Total operating costs and expenses (511,807 ) (680,053 ) ) 32.9 %
Income from operations 347,247 228,862 (34.1 )%
Other income (expense):
Interest income 12,080 16,156 33.7 %
Investment income 751 24,109 3,110.3 %
Settlement expenses - (1,437 ) ) N.A.
Other income (expense) 4,041 (824 ) ) N.A.
Total other income 16,872 38,004 125.2 %
Income before taxes and income from equity in affiliates 364,119 266,866 (26.7 )%
Income tax expense (84,944 ) (60,045 ) ) (29.3 )%
Income from equity in affiliates 4,652 64,536 1,287.3 %
Net income 283,827 271,357 (4.4 )%
Less: net loss attributable to non-controlling interests (1,789 ) (1,843 ) ) 3.0 %
Net income attributable to Noah shareholders 285,616 273,200 (4.3 )%
Income per ADS, basic 4.63 4.06 (12.3 )%
Income per ADS, diluted 4.60 4.04 (12.2 )%
Margin analysis:
Operating margin 40.4 % 25.2 % %
Net margin 33.0 % 29.9 % %
Weighted average ADS equivalent^[1]^:
Basic 61,723,592 67,253,930
Diluted 62,075,224 67,641,457
ADS equivalent outstanding at end of period 61,752,197 60,132,192

All values are in US Dollars.

[1] Assumes all outstanding ordinary shares are represented by ADSs. Each ordinary share represents two ADSs.

10

NoahHoldings Limited

Condensed Comprehensive Income Statements

(unaudited)

Three months ended
September 30, September 30, September 30,
2020 2021 2021 Change
RMB'000 RMB'000 '000
Net income 283,827 271,357 (4.4 )%
Other comprehensive income, net of tax:
Foreign currency translation adjustments (108,684 ) (32,357 ) ) (70.2 )%
Fair value fluctuation of available for sale Investment (after tax) - 109 N.A.
Comprehensive income 175,143 239,109 36.5 %
Less: Comprehensive loss attributable to non-controlling interests (1,694 ) (1,845 ) ) 8.9 %
Comprehensive income attributable to Noah shareholders 176,837 240,954 36.3 %

All values are in US Dollars.

11
Noah Holdings Limited<br> <br>Supplemental Information
(unaudited)
As of
September 30,<br> 2020 September 30,<br> 2021 Change
Number of registered clients 350,409 406,420 16.0 %
Number of relationship managers 1,204 1,322 9.8 %
Number of cities in mainland China under coverage 79 81 2.5 %
Three months ended
--- --- --- --- --- --- --- ---
September 30, <br> 2020 September 30,<br> 2021 Change
(in millions of RMB, except number of active clients and percentages)
Number of active clients 4,466 5,606 25.5 %
Number of active clients including mutual fund-only clients 20,509 21,269 3.7 %
Transaction value:
Private equity products 7,222 3,793 (47.5 )%
Private secondary products 8,598 10,545 22.6 %
Mutual fund products 12,246 8,942 (27.0 )%
Other products 714 787 10.2 %
Total transaction value 28,780 24,067 (16.4 )%
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<br><br>Noah Holdings Limited
Segment Condensed Income Statements
(unaudited)<br> <br>
Three months ended September 30, 2021
Wealth<br><br> Management <br>Business Asset<br><br> Management <br>Business Other<br><br> Businesses Total
RMB’000 RMB’000 RMB’000 RMB’000
Revenues:
Revenues from others
One-time commissions 183,733 - - 183,733
Recurring service fees 259,364 - - 259,364
Performance-based income 26,796 - - 26,796
Other service fees 30,856 - 20,834 51,690
Total revenues from others 500,749 - 20,834 521,583
Revenues from funds Gopher manages
One-time commissions 10,784 21,329 - 32,113
Recurring service fees 133,173 176,359 - 309,532
Performance-based income 11,080 44,565 - 55,645
Total revenues from funds Gopher manages 155,037 242,253 - 397,290
Total revenues 655,786 242,253 20,834 918,873
Less: VAT related surcharges (2,215 ) (899 ) (6,844 ) (9,958 )
Net revenues 653,571 241,354 13,990 908,915
Operating costs and expenses:
Compensation and benefits
Relationship managers (172,469 ) (6,120 ) - (178,589 )
Others (179,230 ) (89,733 ) (12,257 ) (281,220 )
Total compensation and benefits (351,699 ) (95,853 ) (12,257 ) (459,809 )
Selling expenses (92,288 ) (13,584 ) (8,435 ) (114,307 )
General and administrative expenses (57,096 ) (13,669 ) (6,364 ) (77,129 )
Provision for credit losses (3,799 ) (701 ) (2,082 ) (6,582 )
Other operating expenses (16,268 ) (431 ) (16,331 ) (33,030 )
Government grants 10,674 30 100 10,804
Total operating costs and expenses (510,476 ) (124,208 ) (45,369 ) (680,053 )
Income (loss) from operations 143,095 117,146 (31,379 ) 228,862
14
Noah Holdings Limited
Segment Condensed Income Statements
(unaudited)
Three months ended September 30, 2020
Wealth<br> Management<br> Business Asset<br> Management<br> Business Other<br><br> Businesses Total
RMB'000 RMB'000 RMB'000 RMB'000
Revenues:
Revenues from others
One-time commissions 124,645 355 - 125,000
Recurring service fees 199,423 652 - 200,075
Performance-based income 27,210 7 - 27,217
Other service fees 23,992 886 9,107 33,985
Total revenues from others 375,270 1,900 9,107 386,277
Revenues from funds Gopher manages
One-time commissions 66,201 4,911 - 71,112
Recurring service fees 183,594 179,680 - 363,274
Performance-based income 6,751 36,922 - 43,673
Total revenues from funds Gopher manages 256,546 221,513 - 478,059
Total revenues 631,816 223,413 9,107 864,336
Less: VAT related surcharges (4,123 ) (1,003 ) (156 ) (5,282 )
Net revenues 627,693 222,410 8,951 859,054
Operating costs and expenses:
Compensation and benefits
Relationship managers (144,534 ) - (443 ) (144,977 )
Others (118,854 ) (83,269 ) (15,426 ) (217,549 )
Total compensation and benefits (263,388 ) (83,269 ) (15,869 ) (362,526 )
Selling expenses (58,836 ) (8,759 ) (2,287 ) (69,882 )
General and administrative expenses (39,357 ) (17,425 ) (4,874 ) (61,656 )
Provision for credit losses (6,898 ) - 1,732 (5,166 )
Other operating expenses (17,298 ) (1,848 ) (3,983 ) (23,129 )
Government grants 6,471 2,597 1,484 10,552
Total operating costs and expenses (379,306 ) (108,704 ) (23,797 ) (511,807 )
Income (loss) from operations 248,387 113,706 (14,846 ) 347,247
15
Noah Holdings Limited
Supplement Revenue Information by Geography
(unaudited)<br> <br>****
Three months ended September 30, 2021
Wealth<br><br> Management <br>Business Asset<br><br> Management <br>Business Other Businesses Total
RMB’000 RMB’000 RMB’000 RMB’000
Revenues:
Mainland China 482,033 165,602 20,834 668,469
Hong Kong 139,503 67,426 - 206,929
Others 34,250 9,225 - 43,475
Total revenues 655,786 242,253 20,834 918,873
Three months ended September 30, 2020
--- --- --- --- --- --- --- --- ---
Wealth<br><br> Management <br>Business Asset<br><br> Management <br>Business Other<br><br> Businesses Total
RMB’000 RMB’000 RMB’000 RMB’000
Revenues:
Mainland China 512,820 184,449 9,107 706,376
Hong Kong 76,584 27,276 - 103,860
Others 42,412 11,688 - 54,100
Total revenues 631,816 223,413 9,107 864,336
16
Noah Holdings Limited
Reconciliation of GAAP to Non-GAAP Results
(In RMB, except for per ADS data and percentages)
(unaudited)
Three months ended
September 30, September 30,
2020 2021 Change
RMB'000 RMB'000
Net income attributable to Noah shareholders 285,616 273,200 (4.3 )%
Adjustment for share-based compensation 14,351 12,423 (13.4 )%
Add: settlement expenses - 1,437 N.A.
Less: tax effect of adjustments 3,408 2,879 (15.5 )%
Adjusted net income attributable to Noah shareholders (non-GAAP) 296,559 284,181 (4.2 )%
Net margin attributable to Noah shareholders 33.2 % 30.1 %
Non-GAAP net margin attributable to Noah shareholders 34.5 % 31.3 %
Net income attributable to Noah shareholders per ADS, diluted 4.60 4.04 (12.2 )%
Non-GAAP net income attributable to Noah shareholders per ADS, diluted 4.78 4.20 (12.1 )%
17