6-K
Scienjoy Holding Corp (SJ)
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 April 2024
Commission File Number: 001-38799
SCIENJOY HOLDING CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
Room 1118, 11^th^Floor, Building 3, Wangzhou Rd. No.99, Liangzhu Street
Yuhang District, Hangzhou, Zhejiang
People’s Republic of China
(Address of 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 ☐
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
On April 26, 2024, Scienjoy Holding Corporation (the “Company”) issued a press release announcing its financial results for the fiscal year ended December 31, 2023. A copy of the press release is furnished as Exhibit 99.1 to this report on Form 6-K.
EXPLANATORY NOTE
This Form 6-K is hereby incorporated by reference into the registration statement of the Company on Form S-8 (Registration Number 333-256373), to the extent not superseded by documents or reports subsequently filed or furnished by the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.
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EXHIBIT INDEX
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release, dated April 26, 2024. |
2
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.
| Scienjoy Holding Corporation | ||
|---|---|---|
| Date: April 26, 2024 | By: | /s/ Xiaowu He |
| Name: | Xiaowu He | |
| Title: | Chief Executive Officer |
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Exhibit 99.1
Scienjoy Holding CorporationReports Fiscal Year 2023 Financial Results
BEIJING, April 26, 2024 /PRNewswire/ — Scienjoy Holding Corporation (“Scienjoy”, the “Company”, or “we”) (NASDAQ: SJ), an interactive entertainment leader in the Chinese market, today announced its financial results for the year ended December 31, 2023.
Fiscal Year 2023 Operatingand Financial Summary
| ● | Total<br>revenues decreased to RMB1,464.9 million (US$206.3 million) for the year ended December 31, 2023 from RMB1,953.3 million for the year<br>ended December 31, 2022. |
|---|---|
| ● | Gross<br>profit decreased to RMB192.7 million (US$27.1 million) for the year ended December 31, 2023 from RMB283.2 million for the year ended<br>December 31, 2022. |
| --- | --- |
| ● | Income<br>from operations decreased to RMB22.8 million (US$3.2 million) for the year ended December 31, 2023 from RMB149.8 million for the year<br>ended December 31, 2022. Excluding one-time provision for credit loss of RMB16.3 million, income from operation would amount to RMB39.1<br>million (US$5.5 million) for the year ended December 31, 2023. |
| --- | --- |
| ● | Net<br>loss attributable to the Company’s shareholders was RMB30.8 million (US$4.3 million) for the year ended December 31, 2023, as compared<br>with a net income attributable to the Company’s shareholders of RMB193.3 million for the year ended December 31, 2022. Excluding<br>one-time expenses amounting to RMB58.8 million including investment impairment, share of unrealized loss, and provision for credit loss,<br>the Company would have net income attributable to the Company’s shareholders of RMB28.0 million (US$3.9 million) for the year ended<br>December 31, 2023. |
| --- | --- |
| ● | Adjusted<br>net loss attributable to the Company’s shareholders was RMB11.7 million (US$1.6 million) for the year ended December 31, 2023,<br>as compared with a net income adjusted attributable to the Company’s shareholders of RMB181.4 million for the year ended December<br>31, 2022. |
| --- | --- |
| ● | As<br>of December 31, 2023, the Company had cash and cash equivalent balance of RMB205.5 million (US$28.9million), increased by 17.2% from<br>RMB175.3 million as of December 31, 2022. |
| --- | --- |
| ● | Total<br>paying users were 557,692 for the year ended December 31, 2023, compared to 702,372 for the year ended December 31, 2022. |
| --- | --- |
Mr. Victor He, Chairman and Chief Executive Officer of Scienjoy, commented, “It gives me great pleasure to look back on the past fiscal year 2023, a milestone year with remarkable progresses in our globalization and metaverse vision. We are steadily moving forward towards building a personalized and intelligent metaverse lifestyle through AI-powered technologies and strategic initiatives in Dubai. Our strategic investment in DVCC TECHNOLOGY L.L.C ushers in our business transformation journey to explore the frontier of metaverse lifestyle. Our newly established Dubai-based entity Scienjoy Verse Tech Ltd is positioned to serve global audience, with its products designed to encapsulate the opulence of Dubai’s premium culture and world-class lifestyle. We also collaborated with NUJOOM ALMASHREQ MEDIA L.L.C to enrich our metaverse ecosystem with diversified content creation, effectively carrying us forwards in creating an innovative metaverse phenomenon with worldwide appeals. Moving forward, we will continue to improve our products by actively applying AI technologies. We firmly believe that we are at the forefront of creating a metaverse lifestyle, which resonates with global users and holds the promise for long-term returns.”
Mr. Denny Tang, Chief Financial Officer of Scienjoy, added, “For the fiscal year 2023, our total net revenue witnessed a moderate decline in the face of business transition and market fluctuations. Nevertheless, our technological capacity and strategic initiatives have enabled us to maintain stable operation and financial fundamentals. Excluding the impact of one-time expenses and losses, we would see a net income in fiscal year 2023, contrary to the loss-making situation. Moreover, our cost structure is being optimized to maximize our investment and potential returns in the metaverse business and global expansion. Our cash and cash equivalents steadily rose by 17.2% from last year, forming a solid financial basis for strategic operational activities in the coming year. Besides, our commitment to technological innovation and business expansion are already bearing fruits, with our advanced AI-powered products launched to the market recently. As we move forward, we will continue to enhance the profitability of our business, focusing on technological innovation to expedite the product rollout. We’re confident about the enormous potentials in our metaverse business, which is in the makings to bring significant returns to our shareholders.”
Fiscal Year 2023 FinancialResults
Total revenues decreased by 25.0% to RMB1,464.9 million (US$206.3 million) for the year ended December 31, 2023 from RMB1,953.3 million for the year ended December 31, 2022, primarily caused by decrease of paying users and average revenue per paying user (“ARPPU”) due to competitive landscape of China’s mobile live streaming market.
Cost of revenues decreased by 23.8% to RMB1,272.1 million (US$179.2 million) for the year ended December 31, 2023 from RMB1,670.1 million for the year ended December 31, 2022. The decrease was primarily attributable to a 23.8%, or RMB362.1 million, year-over-year decrease in the Company’s revenue sharing fees and content costs.
Gross profit decreased by 31.9% to RMB192.7 million (US$27.1 million) for the year ended December 31, 2023 from RMB283.2 million for the year ended December 31, 2022.
Total operating expenses increased by 27.4% to RMB169.9 million (US$23.9 million) for the year ended December 31, 2023 from RMB133.4 million for the year ended December 31, 2022.
| ● | Sales<br>and marketing expenses decreased by 36.3% to RMB1.4 million (US$0.2 million) for the year ended December 31, 2023 from RMB2.1 million<br>for the year ended December 31, 2022, primarily due to fewer marketing activities as the Company tightened the budget based on current<br>operating needs. |
|---|---|
| ● | General<br>and administrative expenses increased by23.9% to RMB75.6 million (US$10.6 million) for the year ended December 31, 2023 from RMB61.0<br>million for the year ended December 31, 2022. The increase was primarily due to an increase of RMB4.9 million in employee salary and<br>welfare, an increase of RMB4.0 million in share base compensations and an increase of RMB2.5 million office renovation expenses. |
| --- | --- |
| ● | Research<br>and development expenses increased by 11.2% to RMB75.1 million (US$10.6 million) for the year ended December 31, 2023 from RMB67.5 million<br>for the year ended December 31, 2022, due to an increase of RMB7.5 million in employee salary and welfare. |
| --- | --- |
| ● | Provision<br>for doubtful accounts increased by 552.2% to RMB17.9 million (US$2.5 million) for the year ended December 31, 2023 from RMB2.7 million<br>for the year ended December 31, 2022, primary due to one-time credit loss provision of RMB16.3 million for the loan receivable. |
| --- | --- |
Income from operations decreased by 84.8% to RMB22.8 million (US$3.2 million) for the year ended December 31, 2023 from RMB149.8 million for the year ended December 31, 2022. If excluded one-time provision for credit loss of RMB16.3 million, our income from operation would amount to RMB39.1 million (US$5.5 million) for the year ended December 31, 2023.
Change in fair valueof contingent consideration amounted to a loss of RMB5.6 million (US$0.8 million) for the year ended December 31, 2023, as compared to a gain of RMB 13.1 million for the year ended December 31, 2022. Change in fair value of contingent consideration is derived from earn out liabilities resulted from historical acquisitions. The fair value of the contingent consideration is re-measured at each reporting period, and the change in fair value is recognized as either income or expense. ****
Change in fair valueof warrants liabilitydecreased to a gain of RMB 0.2 million (US$0.02 million) for the year ended December 31, 2023 from a gain of RMB10.8 million for the year ended December 31, 2022. The fair value of the Company’s warrants derivative liability assumed from the SPAC acquisition is re-measured to its fair value at the end of each reporting period, with the change being recorded as other expense or gain.
Change in fair valueof investment in marketable security amounted to a loss of RMB9.0 million (US$1.3 million) for the year ended December 31, 2023, as compared with a gain of RMB1.8 million for year ended December 31, 2022. The change was primarily attributable to the fair value changes in investments in publicly traded company.
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Investment loss amounted to RMB31.3 million (US$4.4 million) for the year ended December 31, 2023 as compared with an investment income of RMB25.4 million for the year ended December 31, 2022. The investment loss for the year ended December 31, 2023 was primarily attributable to one-time share of unrealized loss of RMB30.7 million in the long-term investments.
Impairment of long-terminvestments amounted to RMB11.8 million (US$1.7 million) for the year ended December 31, 2023, and no such impairment suffered for the year ended December 31, 2022.
Net loss amounted to RMB35.0 million (US$4.9 million) for the year ended December 31 2023, as compared to a net income of RMB195.2 million for the year ended December 31, 2022.
Net loss attributableto the Company’s shareholders amounted to RMB30.8 million (US$4.3 million) for the year ended December 31, 2023, as compared to a net income attributable to the Company’s shareholders of RMB193.3 million for the year ended December 31, 2022. If excluded one-time expenses amounting to RMB58.8 million in investment impairment, share of unrealized loss, and provision for credit loss, the Company had net income attributable to the Company’s shareholders of RMB28.0 million (US$3.9 million) for the year ended December 31, 2023.
Adjusted net lossattributable to the Company’s shareholdersamounted to RMB11.7 million (US$1.6 million) for the year ended December 31, 2023, as compared to a net income adjusted attributable to the Company’s shareholders of RMB181.4 million for the year ended December 31, 2022.
Basic and dilutednet loss attributable to the Company’s shareholders per ordinary share were both RMB0.76 (US$0.11) for the year ended December 31, 2023. In comparison, basic and diluted net income attributable to the Company’s shareholders per ordinary share were both RMB4.92 for the year ended December 31, 2022.
Adjusted basic anddiluted net loss attributable to the Company’s shareholders per ordinary share were both RMB0.29 (US$0.04) for the year ended December 31, 2023. In comparison, adjusted basic and diluted net income attributable to the Company’s shareholders per ordinary share were both RMB4.62 for the year ended December 31, 2022.
As of December 31, 2023, the Company had cash and cash equivalents of RMB205.5 million (US$28.9 million), which represented an increase of 17.2% from RMB175.3 million as of December 31, 2022.
Business Outlook
The Company expects its total revenues to be in the range of RMB310 million to RMB320 million in the first quarter of 2024. This forecast reflects the Company’s current and preliminary views on the market and operational conditions, which are subject to change and cannot be predicted with reasonable accuracy as of the date hereof.
About Scienjoy Holding Corporation
Scienjoy is a pioneering Nasdaq-listed interactive entertainment leader. Driven by the vision of shaping a metaverse lifestyle, Scienjoy leverages AI-powered technology to create immersive experiences that resonate with global audiences, fostering meaningful connections and redefining entertainment. For more information, please visit http://ir.scienjoy.com/. ****
Use of Non-GAAP FinancialMeasures
Adjusted net income is calculated as net income adjusted for change in fair value of contingent consideration, change in fair value of warrant liability and share based compensation. Adjusted basic and diluted net income per ordinary share is non-GAAP net income (loss) attributable to ordinary shareholders divided by weighted average number of ordinary shares used in the calculation of non-GAAP basic and diluted net income per ordinary share. The non-GAAP financial measures are presented to enhance investors’ overall understanding of the Company’s financial performance and should not be considered a substitute for, or superior to, the financial information prepared and presented in accordance with U.S. GAAP. Investors are encouraged to review the reconciliation of the historical non-GAAP financial measures to its most directly comparable GAAP financial measures. As non-GAAP financial measures have material limitations as analytical metrics and may not be calculated in the same manner by all companies, they may not be comparable to other similarly titled measures used by other companies. In light of the foregoing limitations, you should not consider non-GAAP financial measures as a substitute for, or superior to, such metrics in accordance with US GAAP.
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For more information on these non-GAAP financial measures, please see the table captioned “Reconciliations of Non-GAAP Results” near the end of this release.
Exchange Rate Information
This announcement contains translations of certain RMB amounts into U.S. dollars at a specified rate solely for the convenience of the reader. Unless otherwise noted, all translations from RMB to U.S. dollars are made at a rate of RMB7.0999 to US$1.00, the noon buying rate in effect on December 31, 2023, in the H.10 statistical release of the Federal Reserve Board. The Company makes no representation that the RMB amounts could have been, or could be, converted, realized or settled in U.S. dollars at that rate on December 31, 2023, or at any other rate.
Safe Harbor Statement
Certain statements made in this release are “forward looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. When used in this press release, the words “estimates,” “projected,” “expects,” “anticipates,” “forecasts,” “plans,” “intends,” “believes,” “seeks,” “may,” “will,” “should,” “future,” “propose” and variations of these words or similar expressions (or the negative versions of such words or expressions) are intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the Company’s control, that could cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. Important factors, among others, are: the ability to manage growth; ability to identify and integrate other future acquisitions; ability to obtain additional financing in the future to fund capital expenditures; fluctuations in general economic and business conditions; costs or other factors adversely affecting our profitability; litigation involving patents, intellectual property, and other matters; potential changes in the legislative and regulatory environment; a pandemic or epidemic. The forward-looking statements contained in this release are also subject to other risks and uncertainties, including those more fully described in the Company’s filings with the Securities and Exchange Commission (“SEC”) from time to time. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law. Such information speaks only as of the date of this release.
For investor and mediainquiries, please contact:
Investor RelationsContacts
Denny Tang
Chief Financial Officer
Scienjoy Holding Corporation
+86-10-64428188
ir@scienjoy.com
Ascent Investor RelationsLLC
Tina Xiao
+1-646-932-7242
investors@ascent-ir.com
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CONSOLIDATED BALANCESHEETS
(All amounts in thousands, except share and per share data or otherwise stated)
| As of December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2022 | 2023 | 2023 | ||||||
| RMB | RMB | US | ||||||
| ASSETS | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | 175,292 | 205,465 | ||||||
| Accounts receivable, net | 316,657 | 260,979 | ||||||
| Prepaid expenses and other current assets | 115,170 | 78,653 | ||||||
| Amounts due from related parties | 1,115 | 355 | ||||||
| Investment in marketable security | 40,548 | 31,525 | ||||||
| Total current assets | 648,782 | 576,977 | ||||||
| Property and equipment, net | 2,735 | 2,193 | ||||||
| Intangible assets, net | 419,055 | 412,154 | ||||||
| Goodwill | 172,781 | 182,467 | ||||||
| Long term investment | 234,176 | 254,411 | ||||||
| Long term deposits and other assets | 953 | 726 | ||||||
| Right-of-use assets-operating lease | 19,209 | 12,157 | ||||||
| Deferred tax assets | 4,337 | 7,379 | ||||||
| Total non-current assets | 853,246 | 871,487 | ||||||
| TOTAL ASSETS | 1,502,028 | 1,448,464 | ||||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||
| Current liabilities | ||||||||
| Bank loan | 5,000 | - | ||||||
| Accounts payable | 116,251 | 73,183 | ||||||
| Accrued salary and employee benefits | 12,428 | 14,763 | ||||||
| Accrued expenses and other current liabilities | 13,264 | 27,610 | ||||||
| Contingent consideration – earn-out liability | 4,336 | - | ||||||
| Warrant liabilities | 166 | - | ||||||
| Income tax payable | 13,531 | 13,005 | ||||||
| Lease liabilities-operating lease -current | 7,174 | 7,974 | ||||||
| Deferred revenue | 93,383 | 97,586 | ||||||
| Total current liabilities | 265,533 | 234,121 | ||||||
| Non-current liabilities | ||||||||
| Deferred tax liabilities | 61,236 | 59,818 | ||||||
| Lease liabilities-operating lease -non-current | 12,773 | 4,798 | ||||||
| Total non-current liabilities | 74,009 | 64,616 | ||||||
| TOTAL LIABILITIES | 339,542 | 298,737 | ||||||
| Commitments and contingencies | ||||||||
| EQUITY | ||||||||
| Ordinary share, no par value, unlimited Class A ordinary shares and Class B ordinary shares authorized, 36,684,668 Class A ordinary shares and 2,925,058 Class B ordinary shares issued and outstanding as of December 31, 2022, respectively. 38,113,879 Class A ordinary shares and 2,925,058 Class B ordinary shares issued and outstanding as of December 31, 2023, respectively. | ||||||||
| Class A ordinary shares | 396,880 | 423,623 | ||||||
| Class B ordinary shares | 23,896 | 23,896 | ||||||
| Shares to be issued | 33,923 | 30,777 | ||||||
| Treasury stocks | (16,482 | ) | (19,216 | ) | ) | |||
| Statutory reserves | 39,208 | 44,698 | ||||||
| Retained earnings | 665,099 | 628,821 | ||||||
| Accumulated other comprehensive income | 18,070 | 17,965 | ||||||
| Total shareholders’ equity | 1,160,594 | 1,150,564 | ||||||
| Non-controlling interests | 1,892 | (837 | ) | ) | ||||
| Total equity | 1,162,486 | 1,149,727 | ||||||
| TOTAL LIABILITIES AND EQUITY | 1,502,028 | 1,448,464 |
All values are in US Dollars.
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CONSOLIDATED STATEMENTSOF INCOME AND COMPREHENSIVE INCOME
(All amounts in thousands, except share and per share data or otherwise stated)
| For the years ended December 31 | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2022 | 2023 | 2023 | ||||||
| RMB | RMB | US | ||||||
| Live streaming - consumable virtual items revenue | 1,886,179 | 1,420,258 | ||||||
| Live streaming - time based virtual item revenue | 27,683 | 25,004 | ||||||
| Technical services and others | 39,395 | 19,609 | ||||||
| Total revenue | 1,953,257 | 1,464,871 | ||||||
| Cost of revenues | (1,670,068 | ) | (1,272,145 | ) | ) | |||
| Gross profit | 283,189 | 192,726 | ||||||
| Sales and marketing expenses | (2,127 | ) | (1,355 | ) | ) | |||
| General and administrative expenses | (61,005 | ) | (75,582 | ) | ) | |||
| Research and development expenses | (67,538 | ) | (75,116 | ) | ) | |||
| Recovery of (provision for) doubtful accounts | (2,739 | ) | (17,865 | ) | ) | |||
| Income from operations | 149,780 | 22,808 | ||||||
| Change in fair value of contingent consideration | 13,071 | (5,624 | ) | ) | ||||
| Change in fair value of warrant liabilities | 10,776 | 170 | ||||||
| Change in fair value of investment | 1,760 | (9,023 | ) | ) | ||||
| Investments income (loss) | 25,449 | (31,328 | ) | ) | ||||
| Impairment of long-term investments | - | (11,800 | ) | ) | ||||
| Interest income, net | 2,506 | 2,739 | ||||||
| Other income (loss), net | 11,443 | 7,449 | ||||||
| Foreign exchange gain (loss), net | (1,493 | ) | (1,887 | ) | ) | |||
| Income (loss) before income taxes | 213,292 | (26,496 | ) | ) | ||||
| Income tax expense | (18,067 | ) | (8,480 | ) | ) | |||
| Net income (loss) | 195,225 | (34,976 | ) | ) | ||||
| Less: net income (loss) attributable to noncontrolling interest | 1,892 | (4,188 | ) | ) | ||||
| Net income (loss) attributable to the Company’s shareholders | 193,333 | (30,788 | ) | ) | ||||
| Other comprehensive income (loss): | ||||||||
| Other comprehensive income (loss) - foreign currency translation adjustment | 955 | (105 | ) | ) | ||||
| Comprehensive income (loss) | 196,180 | (35,081 | ) | ) | ||||
| Less: comprehensive income (loss) attributable to non-controlling interests | 1,892 | (4,188 | ) | ) | ||||
| Comprehensive income (loss) attributable to the Company’s shareholders | 194,288 | (30,893 | ) | ) | ||||
| Weighted average number of shares* | ||||||||
| Basic | 39,263,147 | 40,649,414 | ||||||
| Diluted | 39,263,147 | 40,649,414 | ||||||
| Earnings (loss) per share | ||||||||
| Basic | 4.92 | (0.76 | ) | ) | ||||
| Diluted | 4.92 | (0.76 | ) | ) |
All values are in US Dollars.
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Reconciliations ofNon-GAAP Results
(All amounts in thousands, except share and per share data or otherwise stated)
| For the years ended December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2022 | 2023 | 2023 | ||||||
| RMB | RMB | US | ||||||
| Net income (loss) attributable to the Company’s shareholders | 193,333 | (30,788 | ) | ) | ||||
| Less: | ||||||||
| Change in fair value of contingent consideration | 13,071 | (5,624 | ) | ) | ||||
| Change in fair value of warrants liability | 10,776 | 170 | ||||||
| Share based compensation | (11,954 | ) | (13,637 | ) | ) | |||
| Adjusted net income (loss) attributable to the Company’s shareholders* | 181,440 | (11,697 | ) | ) | ||||
| Adjusted net income (loss) per ordinary share | ||||||||
| Basic | 4.62 | (0.29 | ) | ) | ||||
| Diluted | 4.62 | (0.29 | ) | ) |
All values are in US Dollars.
“Adjusted net income (loss) attributable to the Company’s shareholders” is defined as net income (loss) attributable to the Company’s shareholders excluding change in fair value of contingent consideration, change in fair value of warrant liability and share based compensation. For more information, refer to “Use of Non-GAAP Financial Measures” and “Reconciliations of Non-GAAP Results” at the end of this press release.
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