SY 0001104659-24-120783 6-K Filing: Nov 20, 2024

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 November 2024

Commission File Number: 001-38878

So-Young International Inc.

2/F, East Tower, Poly Plaza

No. 66 Xiangbin Road

Chaoyang District, Beijing, 100012

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 ¨

Exhibit Index

Exhibit 99.1—Press Release

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.

So-Young International Inc.
By		/s/ Hui Zhao
Name	:	Hui Zhao
Title	:	Chief Financial Officer

Date: November 20, 2024

Exhibit 99.1

So-Young****Reports Unaudited Third Quarter 2024 Financial Results

BEIJING, China, Nov. 20, 2024 — So-Young International Inc. (Nasdaq: SY) (“So-Young” or the “Company”), the largest and most vibrant social community in China for consumers, professionals and service providers in the medical aesthetics industry, today announced its unaudited financial results for the third quarter ended September 30, 2024.

Third****Quarter 2024 Financial Highlights

·	Total<br> revenues were RMB371.8 million (US$53.0 million^1^),<br> compared with RMB385.3 million in the corresponding period of 2023, exceeding the high end<br> of guidance.
·	Net<br> income attributable to So-Young International Inc. was RMB20.3 million (US$2.9 million),<br> compared with net income attributable to So-Young International Inc. of RMB18.3 million in<br> the same period of 2023.
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·	Non-GAAP<br> net income attributable to So-Young International Inc.^2^was RMB22.2 million (US$3.2 million), compared with non-GAAP net income attributable<br> to So-Young International Inc. of RMB9.5 million in the same period of 2023.
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Third Quarter 2024 OperationalHighlights

·	Average<br> mobile MAUs were 1.4 million, compared with 3.1 million in the third quarter of 2023.
·	Number<br> of medical service providers subscribing to information services on So-Young’s platform<br> was 1,322, compared with 1,397 in the third quarter of 2023.
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·	Total<br> number of purchasing users through reservation services was 114.9 thousand and the aggregate<br> value of medical aesthetic treatment transactions facilitated by So-Young’s platform<br> was RMB346.0 million.
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Mr. Xing Jin, Co-Founder and Chief Executive Officer of So-Young, said, “Our third quarter performance beat the high end of our guidance once again, highlighting the resilience of our business. Sales of medical products and maintenance services grew by 18.7% year-over-year, becoming a key growth driver contributing to a year-over-year increase in net income. This underscores the effectiveness of our strategy to stay at the forefront of industry trends by deepening the synergies from our vertical integration and continuously diversifying our offerings. Our clinic network has experienced significant growth. The number of stores has grown to 16 by the end of this quarter, extending our presence into additional major cities. All stores are situated in central business districts, enhancing our market coverage and competitive position. To further scale our offline presence, we are accelerating the deployment of this proven standardized model in other cities nationwide and are exploring franchising opportunities to engage with a wider audience. The reputational strength of our brand and our deep understanding of evolving consumer behavior uniquely position us to develop products that resonate with consumer needs. Sales momentum remains robust, driven by both our well-established products and exciting new launches in collaboration with our supply chain partners. Looking ahead, we are committed to seizing opportunities across the entire medical aesthetics value chain while deepening the integration of our three core businesses to maximize operational efficiency, customer satisfaction, and sustainable growth.”

^1^This press release contains translations of certain Renminbi (RMB) amounts into U.S. dollars (US$) solely for the convenience of the reader. Unless otherwise specified, all translations of Renminbi amounts into U.S. dollar amounts in this press release are made at RMB7.0176 to US$1.00, which was the U.S. dollars middle rate announced by the Board of Governors of the Federal Reserve System of the United States on September 30, 2024.

^2^Non-GAAP net income attributable to So-Young International Inc. is defined as net income attributable to So-Young International Inc. excluding share-based compensation expenses attributable to So-Young International Inc. See “Reconciliation of GAAP and Non-GAAP Results” at the end of this press release.

Mr. Hui Zhao, Chief Financial Officer of So-Young, added, “Our third-quarter results reflect our ability to strategically adapt to changing market dynamics. Through disciplined cost management and targeted growth initiatives, we are carefully navigating this challenging market environment while building a solid foundation for future expansion. Encouragingly, our net income and non-GAAP net income attributable to So-Young International Inc. improved significantly, with year-over-year growth rates exceeding 8.9% and 133.1% respectively. Looking ahead, we will leverage our expanding network of clinics and meticulously curated product offerings to address the growing demand for high-quality solutions and services. By maintaining operational efficiency and scalability, we are well-positioned to continue leading the medical aesthetics sector, delivering sustainable growth and long-term value for our shareholders.”

Third****Quarter 2024 Financial Results

Revenues

Total revenues were RMB371.8 million (US$53.0 million), a decrease of 3.5% from RMB385.3 million in the same period of 2023. The decrease was primarily due to a decrease in the number of medical service providers subscribing to information services on So-Young’s platform.

·	Information services and other revenues were RMB263.0 million (US$37.5 million), a decrease of 8.0%<br> from RMB285.9 million in the same period of 2023. The decrease was primarily due to a decrease<br> in the number of medical service providers subscribing to information services on So-Young’s<br> platform.
·	Reservation services revenues were RMB19.6 million (US$2.8 million), a decrease of 18.9% from<br> RMB24.1 million in the same period of 2023. The decrease was primarily due to a decrease<br> in consumer spending through our platform.
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·	Sales of medical products and maintenance services were RMB89.3 million (US$12.7 million),<br> an increase of 18.7% from RMB75.2 million in the same period of 2023, primarily due to an<br> increase in the order volumes for cosmetic products and medical equipment.
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Cost of Revenues

Cost of revenues was RMB142.2 million (US$20.3 million), a decrease of 0.3% from RMB142.6 million in the third quarter of 2023. The decrease was primarily due to a decrease in the cost of services associated with the information services. Cost of revenues included share-based compensation expenses of RMB0.1 million (US$0.0 million), compared with the share-based compensation expenses of RMB0.4 million in the corresponding period of 2023.

·	Cost of services and others were RMB98.6 million (US$14.1 million), a decrease of 4.7% from<br> RMB103.5 million in the third quarter of 2023. The decrease was primarily due to a decrease<br> in the cost of services associated with the information services.
·	Cost of medical products sold and maintenance services were RMB43.5 million (US$6.2 million),<br> an increase of 11.3% from RMB39.1 million in the third quarter of 2023. The increase was<br> primarily due to an increase in costs associated with the sales of cosmetic products.
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Operating Expenses

Total operating expenses were RMB225.0 million (US$32.1 million), a decrease of 8.1% from RMB244.7 million in the third quarter of 2023.

Sales and marketingexpenses were RMB114.9 million (US$16.4 million), a decrease of 20.1% from RMB143.8 million in the third quarter of 2023. The decrease was mainly due to a decrease in expenses associated with branding and user acquisition activities. Sales and marketing expenses included share-based compensation expenses of RMB0.2 million (US$0.0 million), compared with RMB0.5 million in the corresponding period of 2023.

·	General and administrativeexpenses were RMB69.9 million (US$10.0 million), an increase<br> of 39.1% from RMB50.2 million in the third quarter of 2023. The increase was primarily due<br> to an increase in share-based compensation expenses. General and administrative expenses<br> included share-based compensation expenses of RMB1.3 million (US$0.2 million), compared with<br> a reversal of share-based compensation expenses of RMB11.2 million in the corresponding period<br> of 2023.
·	Research and developmentexpenses were RMB40.2 million (US$5.7 million), a decrease of 20.6%<br> from RMB50.6 million in the third quarter of 2023. The decrease was primarily attributable<br> to improvements in staff efficiency. Research and development expenses included share-based<br> compensation expenses of RMB0.3 million (US$0.0 million), compared with RMB1.5 million in<br> the corresponding period of 2023.
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General and administrativeexpenses were RMB69.9 million (US$10.0 million), an increase of 39.1% from RMB50.2 million in the third quarter of 2023. The increase was primarily due to an increase in share-based compensation expenses. General and administrative expenses included share-based compensation expenses of RMB1.3 million (US$0.2 million), compared with a reversal of share-based compensation expenses of RMB11.2 million in the corresponding period of 2023.

Research and developmentexpenses were RMB40.2 million (US$5.7 million), a decrease of 20.6% from RMB50.6 million in the third quarter of 2023. The decrease was primarily attributable to improvements in staff efficiency. Research and development expenses included share-based compensation expenses of RMB0.3 million (US$0.0 million), compared with RMB1.5 million in the corresponding period of 2023.

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Income Tax (Expenses)/Benefits

Income tax expenses were RMB2.1 million (US$0.3 million), compared with income tax benefits of RMB2.2 million in the same period of 2023.

Net Income Attributable to So-Young International Inc.

Net income attributable to So-Young International Inc. was RMB20.3 million (US$2.9 million), compared with a net income attributable to So-Young International Inc. of RMB18.3 million in the third quarter of 2023.

Non-GAAP Net Income Attributable to So-Young International Inc.

Non-GAAP net income attributable to So-Young International Inc., which excludes the impact of share-based compensation expenses attributable to So-Young International Inc., was RMB22.2 million (US$3.2 million), compared with RMB9.5 million non-GAAP net income attributable to So-Young International Inc. in the same period of 2023.

Basic and Diluted Earnings per ADS

Basic and diluted earnings per ADS attributable to ordinary shareholders were RMB0.20 (US$0.03) and RMB0.20 (US$0.03), respectively, compared with basic and diluted earnings per ADS attributable to ordinary shareholders of RMB0.18 and RMB0.18, respectively, in the same period of 2023.

Cash and Cash Equivalents, Restricted Cash and Term Deposits,Term Deposits and Short-Term Investments

As of September 30, 2024, cash and cash equivalents, restricted cash and term deposits, term deposits and short-term investments were RMB1,252.6 million (US$178.5 million), compared with RMB1,341.6 million as of December 31, 2023.

Business Outlook

For the fourth quarter of 2024, So-Young expects total revenues to be between RMB350.0 million (US$49.9 million) and RMB370.0 million (US$52.7 million), representing a 10.4% to 5.3% decrease from the same period in 2023. The above outlook is based on the current market conditions and reflects the Company’s preliminary estimates of market and operating conditions, as well as customer demand, which are all subject to change.

Non-GAAP Financial Measures

To supplement the financial measures prepared in accordance with generally accepted accounting principles in the United States, or GAAP, this press release presents non-GAAP income/(loss) from operations and non-GAAP net income attributable to So-Young International Inc. by excluding share-based compensation expenses from income/(loss) from operations and net income attributable to So-Young International Inc., respectively. The Company believes these non-GAAP financial measures are important to help investors understand the Company’s operating and financial performance, compare business trends among different reporting periods on a consistent basis and assess the Company’s core operating results, as they exclude certain expenses that are not expected to result in cash payments. The use of the above non-GAAP financial measures has certain limitations. Share-based compensation expenses have been and will continue to be incurred in the future. All these are not reflected in the presentation of the non-GAAP financial measures, but should be considered in the overall evaluation of the Company’s results. The Company compensates for these limitations by providing the relevant disclosure of its share-based compensation expenses in the reconciliations to the most directly comparable GAAP financial measures, which should be considered when evaluating the Company’s performance. These non-GAAP financial measures should be considered in addition to financial measures prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, financial measures prepared in accordance with GAAP. Reconciliation of each of these non-GAAP financial measures to the most directly comparable GAAP financial measure is set forth at the end of this release.

Conference Call Information

So-Young's management will hold an earnings conference call on Wednesday, November 20, 2024, at 7:00 AM U.S. Eastern Time (8:00 PM on the same day, Beijing/Hong Kong Time). Dial-in details for the earnings conference call are as follows:

International:	+1-412-902-4272
Mainland China：	4001-201203
US:	+1-888-346-8982
Hong Kong：	+852-301-84992
Passcode:	So-Young International Inc.

A telephone replay will be available two hours after the conclusion of the conference call through 23:59 U.S. Eastern Time, November 27, 2024. The dial-in details are:

International:	+1-412-317-0088
US:	+1-877-344-7529
Passcode:	2642052

Additionally, a live and archived webcast of this conference call will be available at http://ir.soyoung.com.

About So-Young International Inc.

So-Young International Inc. (Nasdaq: SY) is the largest and most vibrant social community in China for consumers, professionals and service providers in the medical aesthetics industry. The Company presents users with reliable information through offering high quality and trustworthy content together with a multitude of social functions on its platform, as well as by curating medical aesthetic service providers that are carefully selected and vetted. Leveraging So-Young’s strong brand image, extensive audience reach, trust from its users, highly engaging social community and data insights, the Company is well-positioned to expand both along the medical aesthetic industry value chain and into the massive, fast-growing consumption healthcare service market.

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 Financial Guidance and quotations from management in this announcement, as well as So-Young’s strategic and operational plans, contain forward-looking statements. So-Young 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 but not limited to statements about So-Young’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 but not limited to the following: So-Young’s strategies; So-Young’s future business development, financial condition and results of operations; So-Young’s ability to retain and increase the number of users and medical service providers, and expand its service offerings; competition in the online medical aesthetic service industry; changes in So-Young’s revenues, costs or expenditures; Chinese governmental policies and regulations relating to the online medical aesthetic service industry, general economic and business conditions globally and in China; and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in the Company’s filings with the Securities and Exchange Commission. All information provided in this press release and in the attachments is as of the date of the press release, and So-Young undertakes no duty to update such information, except as required under applicable law.

For more information, please contact:

So-Young

Investor Relations

Ms. Mona Qiao

Phone: +86-10-8790-2012

E-mail: [email protected]

Christensen

In China

Ms. Dee Wang

Phone: +86-10-5900-1548

E-mail: [email protected]

In US

Ms. Linda Bergkamp

Phone: +1-480-614-3004

Email: [email protected]

SO-YOUNG INTERNATIONAL INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands, except for share andper share data)

	As of
	December 31,		September 30,		September 30,
	2023		2024		2024
	RMB		RMB		US
Assets
Current assets:
Cash and cash equivalents		426,119		467,407
Restricted cash and term deposits		14,695		104,198
Trade receivables		57,219		106,943
Inventories		118,924		145,601
Receivables from online payment platforms		23,158		31,666
Amounts due from related parties		9,212		10,466
Term deposits and short-term investments		900,823		681,035
Prepayment and other current assets		171,774		221,227
Total current assets		1,721,924		1,768,543
Non-current assets:
Long-term investments		261,016		287,507
Intangible assets		145,253		131,641
Goodwill		540,693		540,693
Property and equipment, net		116,782		154,572
Deferred tax assets		78,034		81,057
Operating lease right-of-use assets		118,408		159,179
Other non-current assets		232,455		180,628
Total non-current assets		1,492,641		1,535,277
Total assets		3,214,565		3,303,820
Liabilities
Current liabilities:
Short-term borrowings		29,825		89,559
Taxes payable		56,894		53,639
Contract liabilities		103,374		94,747
Salary and welfare payables		86,290		84,927
Amounts due to related parties		388		146
Accrued expenses and other current liabilities		233,913		244,721
Operating lease liabilities-current		29,739		40,398
Total current liabilities		540,423		608,137
Non-current liabilities:
Operating lease liabilities-non current		86,210		124,915
Deferred tax liabilities		25,082		20,780
Other non-current liabilities		1,536		1,607
Total non-current liabilities		112,828		147,302
Total liabilities		653,251		755,439

All values are in US Dollars.

SO-YOUNG INTERNATIONAL INC.

UNAUDITEDCONDENSED CONSOLIDATED BALANCE SHEETS (Continued)

(Amounts in thousands, except for share andper share data)

Shareholders’ equity:
Treasury stock	(358,453	)	(369,907	)	(52,711	)
Class A ordinary shares (US$0.0005 par value; 750,000,000 shares authorized as of December 31, 2023 and September 30, 2024; 73,688,044 and 63,422,436 shares issued and outstanding as of December 31, 2023, 77,634,580 and 66,170,882 shares issued and outstanding as of September 30, 2024, respectively)	238		252		36
Class B ordinary shares (US$ 0.0005 par value; 20,000,000 shares authorized as of December 31, 2023 and September 30, 2024; 12,000,000 shares issued and outstanding as of December 31, 2023 and September 30, 2024)	37		37		5
Additional paid-in capital	3,080,433		3,067,567		437,125
Statutory reserves	33,855		33,855		4,824
Accumulated deficit	(330,166	)	(312,117	)	(44,476	)
Accumulated other comprehensive income	18,185		8,858		1,262
Total So-Young International Inc. shareholders’ equity	2,444,129		2,428,545		346,065
Non-controlling interests	117,185		119,836		17,076
Total shareholders’ equity	2,561,314		2,548,381		363,141
Total liabilities and shareholders’ equity	3,214,565		3,303,820		470,790

SO-YOUNG INTERNATIONAL INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTSOF OPERATIONS

(Amounts in thousands, except for share andper share data)

	For the Three Months Ended								For the Nine Months Ended
	September 30,<br><br> 2023			September 30,<br><br> 2024			September 30,<br> 2024		September 30,<br><br> 2023			September 30,<br><br> 2024			September 30,<br> 2024
	RMB			RMB			US		RMB			RMB			US
Revenues:
Information services and others		285,937			262,988					795,100			750,952
Reservation services		24,140			19,567					80,724			64,987
Sales of medical products and maintenance services		75,217			89,270					231,639			281,548
Total revenues		385,294			371,825					1,107,463			1,097,487
Cost of revenues:
Cost of services and others		(103,484	)		(98,620	)		)		(291,503	)		(274,695	)		)
Cost of medical products sold and maintenance services		(39,119	)		(43,548	)		)		(115,199	)		(139,839	)		)
Total cost of revenues		(142,603	)		(142,168	)		)		(406,702	)		(414,534	)		)
Gross profit		242,691			229,657					700,761			682,953
Operating expenses:
Sales and marketing expenses		(143,844	)		(114,884	)		)		(394,276	)		(360,448	)		)
General and administrative expenses		(50,242	)		(69,901	)		)		(204,097	)		(225,653	)		)
Research and development expenses		(50,597	)		(40,188	)		)		(158,531	)		(122,277	)		)
Total operating expenses		(244,683	)		(224,973	)		)		(756,904	)		(708,378	)		)
(Loss)/Income from operations		(1,992	)		4,684					(56,143	)		(25,425	)		)
Other income/(expenses):
Investment income, net		647			510					10,869			3,397
Interest income, net		12,130			14,239					38,023			38,270
Exchange gains/(losses)		103			465					(1,051	)		875
Share of losses of equity method investee		(3,822	)		(3,873	)		)		(10,692	)		(11,602	)		)
Others, net		9,887			6,915					18,474			12,234
Income/(Loss) before tax		16,953			22,940					(520	)		17,749
Income tax benefits/(expenses)		2,191			(2,097	)		)		7,240			3,031
Net income		19,144			20,843					6,720			20,780
Net income attributable to noncontrolling interests		(839	)		(495	)		)		(2,941	)		(2,731	)		)
Net income attributable to So-Young International Inc.		18,305			20,348					3,779			18,049

All values are in US Dollars.

SO-YOUNG INTERNATIONAL INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTSOF OPERATIONS (Continued)

(Amounts in thousands, except for share andper share data)

	For the Three Months Ended								For the Nine Months Ended
	September 30, 2023			September 30, 2024			September 30, 2024		September 30, 2023			September 30, 2024			September 30, 2024
	RMB			RMB			US		RMB			RMB			US
Net earnings per ordinary share
Net earnings per ordinary share attributable to ordinary shareholder - basic		0.24			0.26					0.05			0.23
Net earnings per ordinary share attributable to ordinary shareholder - diluted		0.24			0.26					0.05			0.23
Net earnings per ADS attributable to ordinary shareholders - basic (13 ADS represents 10 Class A ordinary shares)		0.18			0.20					0.04			0.18
Net earnings per ADS attributable to ordinary shareholders - diluted (13 ADS represents 10 Class A ordinary shares)		0.18			0.20					0.04			0.18
Weighted average number of ordinary shares used in computing earnings/(loss) per share, basic*		76,842,709			79,493,819					78,001,149			79,544,066
Weighted average number of ordinary shares used in computing earnings/(loss) per share, diluted*		77,210,781			79,708,518					78,402,636			79,810,666
Share-based compensation expenses included in:
Cost of services and others		(418	)		(81	)		)		(1,635	)		(255	)		)
Sales and marketing expenses		(533	)		(183	)		)		(2,850	)		(420	)		)
General and administrative expenses		11,164			(1,328	)		)		(10,400	)		(27,796	)		)
Research and development expenses		(1,454	)		(309	)		)		(3,636	)		(1,969	)		)

All values are in US Dollars.

*	Both Class A and Class B ordinary<br> shares are included in the calculation of the weighted average number of ordinary shares<br> outstanding, basic and diluted.

SO-YOUNG INTERNATIONAL INC.

Reconciliation of GAAP and Non-GAAP Results

(Amounts in thousands, except for share andper share data)

	For the Three Months Ended						For the Nine Months Ended
	September 30,<br> <br>2023			September 30, 2024		September 30, 2024	September 30, 2023			September 30, 2024			September 30, 2024
	RMB			RMB		US	RMB			RMB			US
GAAP (loss)/income from operations		(1,992	)		4,684			(56,143	)		(25,425	)		)
Add back: Share-based compensation expenses		(8,759	)		1,901			18,521			30,440
Non-GAAP (loss)/income from operations		(10,751	)		6,585			(37,622	)		5,015
GAAP net income attributable to So-Young International Inc.		18,305			20,348			3,779			18,049
Add back: Share-based compensation expenses		(8,759	)		1,901			18,521			30,440
Non-GAAP net income attributable to So-Young International Inc.		9,546			22,249			22,300			48,489

All values are in US Dollars.

SY 6-K