6-K
Token Cat Ltd (TC)
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 OF1934
For the month of April, 2020
Commission File Number 001-38737
TuanChe Limited
(Exact name of registrant as specifiedin its charter)
9F, Ruihai Building, No. 21 YangfangdianRoad
Haidian District
Beijing 100038, People’s Republicof China
(86-10) 6399-8902
(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 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): ¨
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
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): ¨
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
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 hereunto duly authorized.
| TuanChe Limited | ||||
|---|---|---|---|---|
| Date: | April 15, 2020 | By: | /s/ Zhihai Mao | |
| Name: | Zhihai Mao | |||
| Title: | Chief Financial Officer |
EXHIBIT INDEX
| Exhibit<br><br> <br>Number | Description |
|---|---|
| 99.1 | Press Release |
Exhibit 99.1
TuanChe Announces Unaudited Fourth Quarter and Full Year2019 Financial Results
BEIJING, Apr 15, 2020 /PRNewswire/ -- TuanChe Limited (“TuanChe” or the “Company”) (NASDAQ: TC), a leading omni-channel automotive marketplace in China, today announced its unaudited financial results for the fourth quarter and full year ended December 31, 2019.
Key Fourth Quarter 2019 Financial and Operating Metrics Comparedwith the Prior Year Period
| · | Net revenues decreased by 19.3% to RMB182.8 million (US$26.3 million)<br>from RMB226.4 million. |
|---|---|
| · | Gross profit decreased by 19.1% to RMB132.1 million (US$19.0 million)<br>from RMB163.3 million. Gross margin increased to 72.3% from 72.1%. |
| --- | --- |
| · | Quarterly number of auto shows organized decreased by 3.0% to 321<br>in 149 cities from 331 auto shows in 167 cities across China. A total of 269 special promotion events were organized during the<br>quarter. |
| --- | --- |
| · | Quarterly number of automobile sales transactions facilitated decreased<br>by 13.0% to 102,472 from 117,744, and the quarterly Gross Merchandise Volume (“GMV”) of new automobiles sold decreased<br>by 16.1% to RMB13.5 billion (US$1.9 billion) from RMB16.1 billion. |
| --- | --- |
| · | Sales operations covered 148 cities as of December 31, 2019, compared<br>with 149 cities as of September 30, 2019 and 138 cities as of December 31, 2018. |
| --- | --- |
Key Full Year 2019 Financial and Operating Metrics Comparedwith the Prior Year Period
| · | Net revenues decreased by 1.0% to RMB644.8 million (US$92.6 million)<br>from RMB651.0 million. |
|---|---|
| · | Gross profit decreased by 2.0% to RMB458.2 million (US$65.8 million)<br>from RMB467.6 million. Gross margin decreased to 71.1% from 71.8%. |
| --- | --- |
| · | Annual number of auto shows organized increased by 24.0% to 1,055 in<br>233 cities from 851 auto shows in 196 cities across China. A total of 627 special promotion events were organized during 2019. |
| --- | --- |
| · | Annual number of automobile sales transactions facilitated increased<br>by 2.0% to 354,355 from 347,398, and the annual GMV of new automobiles sold decreased by 1.2% to RMB47.5 billion (US$6.8 billion)<br>from RMB48.1 billion. |
| --- | --- |
Mr. Wei Wen, Chairman and Chief Executive Officer of TuanChe, commented, “Despite short term setbacks amidst economic uncertainties and overall sales decline in China during the fourth quarter of 2019, we remained committed to and focused on, strategic execution for the sake of long-term growth. Our efforts included further optimization of our core auto show business with a focus on generating high ROIs, accelerated development of customized special promotion events, and continued focus on growth initiatives in virtual dealership and online marketing services. Going forward, we plan to increase investment in our online infrastructure and explore new online marketing methods, and systemically digitalize and monetize our massive offline customer traffic and our accumulated consumer insights and collaborate strategically with more stakeholders in the automotive value chain to empower OEMs and dealers to reach customers more effectively and efficiently. At the same time, we hope to provide Chinese consumers with superior, smarter, and more transparent automotive shopping experience, and ultimately reshape the auto retail landscape and further solidify our unique position as an omni-channel automotive marketplace.”
Mr. Zhihai Mao, Chief Financial Officer of TuanChe, added, “During the challenging fourth quarter of 2019, we recorded net revenues of RMB182.8 million, a year-over-year decrease of 19.3%, within the range of our previous guidance. In response to a weak auto market in China, we put in a collaborative company-wide effort to mitigate the downward pressure in our core offline business. For example, we have seen steady growth from programs and services we initiated to cultivate additional growth drivers and revenue streams. Looking ahead to 2020, although our offline sales events in the first quarter were inevitably affected by the outbreak of COVID-19, and the recovery period of China’s auto market is expected to be longer than previously anticipated, we still believe our sustainable business tactics, and strong brand equity coupled with further investment in online infrastructure and optimization of our cost structure will allow us to persevere in this challenging market and achieve growth in the long-run.”
Recent Business Developments
On January 30, and February 26, 2020, the Company announced the business impact from the COVID-19 pandemic. In light of the continuously developing status of the pandemic and the vital importance of containment efforts, the Company suspended all auto shows and special promotion events previously scheduled in February and March. In addition, in order to fully support the government’s guidance on the pandemic prevention and control, management continues to suspend most of the Company’s offline sales events in April for the best interest of public health. Management expects a gradual recovery of offline sales events in May and June in some cities, with the pace of recovery subject to further development of the pandemic and the associated government guidance. Both financial and operating results for the first quarter and a significant part of the second quarter are expected to be materially and adversely impacted by the pandemic. The Company continues to closely monitor both the development of the pandemic and responsive regulatory actions and government-mandated restrictions.
Unaudited Fourth Quarter 2019 Financial Results
Net Revenues
Net revenues in the fourth quarter of 2019 decreased by 19.3% to RMB182.8 million (US$26.3 million) from RMB226.4 million in the prior year period. The decrease was mainly due to the decrease of offline marketing services, which decreased by19.9% year over year to RMB177.5 million (US$25.5 million) from RMB221.5 million in the prior year period. The decrease was partially offset by the steady growth of the Company’s new business initiatives, including virtual dealership and online marketing services.
| · | Offline marketing services revenues generated from auto shows<br>in the fourth quarter of 2019 decreased by 23.1% to RMB170.4 million (US$24.5 million) from RMB221.5 million in the prior year<br>period, primarily due to the slowing macro economy and industry-wide challenges. Revenues generated from special promotion events<br>in the fourth quarter of 2019 were RMB7.1 million (US$1.0 million) compared with nil in the prior year period. |
|---|---|
| · | Virtual dealership, online marketing services and other revenueswere RMB5.3 million (US$0.8 million) in the fourth quarter of 2019 compared with RMB4.9 million in the prior year period. |
| --- | --- |
Gross Profit
Gross profit in the fourth quarter of 2019 decreased by 19.1% to RMB132.1 million (US$19.0 million) from RMB163.3 million in the prior year period. Gross margin increased to 72.3% in the fourth quarter of 2019 from 72.1% in the prior year period.
Total Operating Expenses and Loss from Continuing Operations
Total operating expenses in the fourth quarter of 2019 increased by 11.4% to RMB201.2 million (US$28.9 million) from RMB180.6 million in the prior year period.
| · | Selling and marketing expenses in the fourth quarter of 2019 increased<br>by 10.1% to RMB159.6 million (US$22.9 million) from RMB144.9 million in the prior year period, primarily due to the increase in<br>promotion expenses. |
|---|---|
| · | General and administrative expenses in the fourth quarter of 2019<br>decreased by 6.6% to RMB27.8 million (US$4.0 million) from RMB29.8 million in the prior year period, largely due to the decrease<br>of staff compensation expenses. |
| --- | --- |
| · | Research and development expenses in the fourth quarter of 2019 increased<br>by 132.2% to RMB13.8 million (US$2.0 million) from RMB5.9 million in the prior year period, mainly driven by an increased headcount<br>as a result of the Company's recent business expansion. |
| --- | --- |
Loss from continuing operations was RMB69.1 million (US$9.9 million) in the fourth quarter of 2019 compared with RMB17.3 million in the prior year period.
Net loss attributable to the Company’s Shareholdersand Non-GAAP Measures
Net loss attributable to the Company’s shareholders in the fourth quarter of 2019 was RMB67.7 million (US$9.7 million) compared with RMB29.9 million in the prior year period. Basic and diluted loss per ordinary share from continuing operations were both RMB0.23 (US$0.03) in the fourth quarter of 2019 compared with RMB0.16 in the prior year period.
Adjusted net loss attributable to the Company’s shareholders^1^ was RMB58.0 million (US$8.3 million) in the fourth quarter of 2019 compared with adjusted net income RMB8.2 million in the prior year period. Adjusted basic and diluted net loss per ordinary share^1^ were both RMB0.20 (US$0.03) in the fourth quarter of 2019 compared with a gain of RMB0.04 in the prior year period.
Adjusted EBITDA^1^ was a loss of RMB57.8 million (US$8.3 million) in the fourth quarter of 2019 compared with a gain of RMB8.5 million in the prior year period.
Balance Sheet and Cash Flow
As of December 31, 2019, the Company had cash and cash equivalents of RMB193.9 million (US$27.9 million). Net cash used in operating activities in the fourth quarter of 2019 was RMB27.1 million (US$3.9 million) compared with net cash used in operating activities of RMB6.3 million in the prior year period.
Unaudited Full Year 2019 Financial Results
Net Revenues
Net revenues in the full year of 2019 decreased by 1.0% to RMB644.8 million (US$92.6 million) from RMB651.0 million in the prior year period. The decrease was mainly due to the decrease of the revenue from offline marketing services which decreased by 3.3% year over year to RMB623.2 million (US$ 89.5 million) from RMB644.3 million in the prior year period.
| · | Offline marketing services revenues generated from auto shows<br>in the full year of 2019 decreased by 6.3% to RMB603.4 million (US$86.7 million) from RMB644.3 million in the prior year period,<br>primarily due to auto market’s industry headwinds. Revenues generated from special promotion events in the full year of 2019<br>were RMB19.8 million (US$2.8million) compared with nil in the prior year period. |
|---|---|
| · | Virtual dealership, online marketing services and other revenueswere RMB21.6 million (US$3.1million) in the full year of 2019 compared with RMB6.7 million in the prior year period. |
| --- | --- |
^1^ For details on the calculation of and reconciliation to the nearest GAAP measures for each of adjusted net income/loss attributable to the Company’s shareholders, adjusted net income/loss per ordinary share, and adjusted EBITDA, please reference sections titled “Use of Non-GAAP Financial Measures” and “Reconciliation of Non-GAAP and GAAP Results.”
Gross Profit
Gross profit in the full year of 2019 decreased by 2.0% to RMB458.2 million (US$65.8 million) from RMB467.6 million in the prior year period. Gross margin decreased to 71.1% in the full year of 2019 from 71.8% in the prior year period.
Total Operating Expenses and Loss from Continuing Operations
Total operating expenses in the full year of 2019 increased by 34.3% to RMB719.2 million (US$103.3 million) from RMB535.8 million in the prior year period, mainly due to the Company’s business expansion.
| · | Selling and marketing expenses in the full year of 2019 increased<br>by 32.4% to RMB572.0 million (US$82.2 million) from RMB432.1 million in the prior year period, primarily due to increases in staff<br>compensation expenses as well as advertising and promotion expenses. Staff compensation expenses of RMB243.3 million (US$34.9 million)<br>in the full year of 2019 compared with RMB125.5 million in the prior year period, including share-based compensation expenses of<br>RMB77.6 million (US$11.1 million) in the full year of 2019 compared with RMB41.4 million in the prior year period. |
|---|---|
| · | General and administrative expenses in the full year of 2019 increased<br>by 23.2% to RMB103.9 million (US$14.9 million) from RMB84.4 million in the prior year period, largely due to increased headcount<br>as a result of the Company’s business expansion, increased allowance for doubtful accounts, as well as professional fees<br>and ongoing expenses as a public company. |
| --- | --- |
| · | Research and development expenses in the full year of 2019 increased<br>by 125.0% to RMB43.3 million (US$6.2 million) from RMB19.3 million in the prior year period, mainly driven by an increased headcount<br>as a result of the Company's recent business expansion. |
| --- | --- |
Loss from continuing operations was RMB261.0 million (US$37.5 million) in the full year of 2019 compared with RMB68.0 million in the prior year period.
Net loss attributable to the Company’s Shareholdersand Non-GAAP Measures
Net loss attributable to the Company’s shareholders in the full year of 2019 was RMB250.6 million (US$36.0 million) compared with RMB113.8 million in the prior year period. Basic and diluted loss per ordinary share from continuing operations were both RMB0.85 (US$0.12) in the full year of 2019 compared with RMB0.90 in the prior year period.
Adjusted net loss attributable to the Company’s shareholders was RMB139.7 million (US$20.1 million) in the full year of 2019 compared with adjusted net income RMB3.3 million in the prior year period. Adjusted basic and diluted net loss per ordinary share were both RMB0.48 (US$0.07) in the full year of 2019 compared with a gain of RMB0.03 in the prior year period.
Adjusted EBITDA was a loss of RMB143.9million (US$20.7 million) in the full year of 2019 compared with a gain of RMB7.5 million in the prior year period.
Business Outlook
For the first quarter of 2020, the Company expects net revenues to range from approximately RMB9.0 million to RMB10.0 million, representing a year-over-year approximate decrease of 92.7% to 91.9%, mainly due to suspension of offline sales events in February and March as a result the COVID-19 pandemic.
This forecast reflects the Company's current and preliminary views on the market and operational conditions as well as the influence of the COVID-19 pandemic, which are subject to change. This forecast includes revenue contribution from the Company's completed acquisition of Longye International Limited, on January 13, 2020. The acquisition was initially announced on June 3, 2019.
Share Repurchase Program
On June 17, 2019, TuanChe announced that its board of directors had authorized a share repurchase program of up to US$20.0 million worth of the Company’s ADSs for a period not to exceed 12 months beginning on June 17, 2019. As of December 31, 2019, the Company had repurchased 427,738 ADSs for approximately US$2.0 million under this program.
Conference Call Information
TuanChe's management will hold a conference call on Wednesday, April 15, 2020, at 8:00 A.M. Eastern Time or 8:00 P.M. Beijing Time on the same day to discuss the financial results. Listeners may access the call by dialing the following numbers:
| US (Toll-Free): | +1-888-346-8982 |
|---|---|
| International: | +1-412-902-4272 |
| Mainland China (Toll Free): | 400-120-1203 |
| Hong Kong: | +852-3018-4992 |
| Hong Kong (Toll Free): | 800-905-945 |
Participants should dial-in at least 10 minutes before the scheduled start time and ask to be connected to the call for “TuanChe Limited”.
A live and archived webcast of the conference call will also be available at the Company's investor relations website at http://ir.tuanche.com/.
The replay will be accessible through April 22, 2020, by dialing the following numbers:
| International: | +1-412-317-0088 |
|---|---|
| US Toll Free: | +1-877-344-7529 |
| Access Code: | 10140351 |
Exchange Rate
This press release contains translations of certain Renminbi amounts into U.S. dollars at specified rates solely for the convenience of readers. Unless otherwise noted, all translations from Renminbi to U.S. dollars, in this press release, were made at a rate of RMB6.9618 to US$1.00, the noon buying rate in effect on December 31, 2019 in the City of New York for cable transfers in Renminbi per U.S. dollar as certified for customs purposes by the Federal Reserve Bank of New York. No representation is made that the Renminbi amounts could have been, or could be, converted, realized or settled into U.S. dollars at that rate on December 31, 2019, or at any other rate.
Safe Harbor Statement
This announcement contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, the Company’s business plans and development as well as business outlook, which can be identified by terminology such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,”
“is/are likely to” or other similar expressions. Such statements are based upon management’s current expectations and current market and operating conditions, and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond the Company’s control, which may cause the Company’s actual results, performance or achievements to differ materially from those in the forward-looking statements. Further information regarding these and other risks, uncertainties or factors is included in the Company’s filings with the U.S. Securities and Exchange Commission. The Company does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under law.
Use of Non-GAAP Financial Measures
To supplement the Company’s condensed consolidated quarterly financial information which are presented in accordance with U.S. GAAP, the Company also uses adjusted net income/loss, adjusted net income/loss per ordinary share and adjusted EBITDA as additional non-GAAP financial measures. The Company presents these non-GAAP financial measures because they are used by the Company’s management to evaluate its operating performance. The Company also believes that these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating the Company’s consolidated results of operations in the same manner as its management and in comparing financial results across accounting periods and to those of the Company’s peer companies.
The Company defines adjusted net income/loss as net profit/loss excluding the impact of fair value loss of warrant, share-based compensation expenses and impairment of investment. The Company defines adjusted net income/loss per ordinary share as adjusted net income/ loss divided by the weighted average number of ordinary shares. The Company defines adjusted EBITDA as net profit/loss excluding the impact of depreciation and amortization, interest (expenses)/income, net, fair value loss of warrant, share-based compensation expenses and impairment of investment. The Company believes that these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating the Company’s operating results. These non-GAAP financial measures adjust for the impact of items that the Company does not consider indicative of the operational performance of the Company’s business and should not be considered in isolation or construed as an alternative to net loss or any other measure of performance or as an indicator of the Company’s operating performance.
In addition, the non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. The non-GAAP financial measures have limitations as analytical tools. One of the key limitations of using these non-GAAP financial measures is that they do not reflect all items of income and expense that affect the Company’s operations. Interest income or expenses, depreciation and amortization, fair value loss of warrant, share-based compensation expenses and impairment of investment have been and may continue to be incurred in the Company’s business and are not reflected in the presentation of these non-GAAP measures. Further, these non-GAAP financial measures may not be comparable to similarly titled measures presented by other companies. Other companies may calculate similarly titled measures differently, limiting their usefulness as comparative measures to the Company’s data. The Company encourages investors and others to review the Company’s financial information in its entirety and not rely on a single financial measure. Investors are encouraged to compare the historical non-GAAP financial measures with the most directly comparable GAAP measures.
About TuanChe
Founded in 2010, TuanChe Limited (NASDAQ: TC) is a leading omni-channel automotive marketplace in China. TuanChe offers services to connect automotive consumers with various industry players such as automakers, dealers and other automotive service providers. TuanChe provides automotive marketing and transaction related services by integrating its online platforms with offline sales events. Through its integrated marketing solutions, TuanChe turns individual and isolated automobile purchase transactions into large-scale collective purchase activities by creating an interactive many-to-many environment. TuanChe also provides virtual dealership services by connecting automakers and franchised dealerships with secondary dealers, which ultimately helps automakers penetrate and expand into lower-tier cities. Furthermore, leveraging its proprietary data analytics and advanced digital marketing system, TuanChe’s online marketing service platform helps industry customers increase the efficiency and effectiveness of their advertising placements. For more information, please contact ir@tuanche.com.
For investor and media inquiries, please contact:
TuanChe Limited
Cynthia Tan
Tel: +86-10-6398-6232
Email: ir@tuanche.com
The Piacente Group, Inc.
Brandi Piacente
Tel: +1 (212) 481-2050
Email: tuanche@tpg-ir.com
Ross Warner
Tel: +86 (10) 6508-0677
Email: tuanche@tpg-ir.com
TUANCHE LIMITEDCONDENSED CONSOLIDATED BALANCE SHEETS
(Amount in thousands, except as noted)
| As of, | ||||||||
|---|---|---|---|---|---|---|---|---|
| December 31,2018 | December 31, 2019 | |||||||
| RMB<br> <br><br> <br>Audited | RMB<br> <br><br> <br>Unaudited | US Unaudited | ||||||
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | 578,558 | 193,920 | ||||||
| Restricted cash | - | 1,529 | ||||||
| Time deposits | - | 69,762 | ||||||
| Accounts receivable, net | 52,255 | 72,391 | ||||||
| Prepayment and other current assets | 68,819 | 193,782 | ||||||
| Total current assets | 699,632 | 531,384 | ||||||
| Non-current assets: | ||||||||
| Property, equipment and software, net | 11,636 | 20,360 | ||||||
| Long-term investments | 4,390 | 7,874 | ||||||
| Other non-current assets | 10,267 | 7,577 | ||||||
| Total non-current assets | 26,293 | 35,811 | ||||||
| Total assets | 725,925 | 567,195 | ||||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | 6,996 | 5,825 | ||||||
| Advances from customers | 14,704 | 4,805 | ||||||
| Salary and welfare benefits payable | 48,835 | 68,025 | ||||||
| Other taxes payable | 16,974 | 22,494 | ||||||
| Other current liabilities | 36,426 | 40,913 | ||||||
| Total current liabilities | 123,935 | 142,062 | ||||||
| Non-current liabilities: | **** | |||||||
| Other non-current liabilities | - | 2,158 | ||||||
| Total non-current liabilities | - | 2,158 | ||||||
| Total liabilities | 123,935 | 144,220 | ||||||
| Shareholders’ equity: | ||||||||
| Class A ordinary shares | 166 | 166 | ||||||
| Class B ordinary shares | 35 | 35 | ||||||
| Treasury stock | - | (47,888 | ) | ) | ||||
| Additional paid-in capital | 1,077,183 | 1,187,584 | ||||||
| Accumulated deficit | (468,026 | ) | (718,666 | ) | ) | |||
| Accumulated other comprehensive (loss)/income | (7,368 | ) | 2,403 | |||||
| Total equity attributable to equity shareholders of the company | 601,990 | 423,634 | ||||||
| Non-controlling interests | - | (659 | ) | ) | ||||
| Total shareholders’ equity | 601,990 | 422,975 | ||||||
| TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | 725,925 | 567,195 |
All values are in US Dollars.
TUANCHE LIMITEDCONSOLIDATED STATEMENTS OF OPERATIONS
(Amount in thousands, except share andper share data)
| For the three months ended December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2018 | 2019 | |||||||
| RMB<br> <br><br> <br>Unaudited | RMB<br> <br><br> <br>Unaudited | US Unaudited | ||||||
| Continuing operations | ||||||||
| Net revenues | ||||||||
| Offline Marketing Services: | ||||||||
| Auto shows | 221,498 | 170,401 | ||||||
| Special promotion events | - | 7,127 | ||||||
| Virtual dealership, online marketing services and others | 4,909 | 5,283 | ||||||
| Total net revenues | 226,407 | 182,811 | ||||||
| Cost of revenues | (63,098 | ) | (50,725 | ) | ) | |||
| Gross profit | 163,309 | 132,086 | ||||||
| Operating expenses: | ||||||||
| Selling and marketing expenses | (144,893 | ) | (159,596 | ) | ) | |||
| General and administrative expenses | (29,798 | ) | (27,839 | ) | ) | |||
| Research and development expenses | (5,937 | ) | (13,785 | ) | ) | |||
| Total operating expenses | (180,628 | ) | (201,220 | ) | ) | |||
| Loss from continuing operations | (17,319 | ) | (69,134 | ) | ) | |||
| Other expenses: | ||||||||
| Interest income, net | 34 | 1,067 | ||||||
| Exchange loss | (156 | ) | (237 | ) | ) | |||
| Investment loss | (613 | ) | (120 | ) | ) | |||
| Others, net | (253 | ) | 871 | |||||
| Loss from continuing operations before income taxes | (18,307 | ) | (67,553 | ) | ) | |||
| Income tax expense | - | - | ||||||
| Net loss from continuing operations | (18,307 | ) | (67,553 | ) | ) | |||
| Discontinued operations | ||||||||
| Gain from disposal of discontinued operations before income taxes | - | - | ||||||
| Loss from discontinued operations before income taxes | - | - | ||||||
| Income tax expense, net | - | - | ||||||
| Net loss from discontinued operations | - | - | ||||||
| Net loss | (18,307 | ) | (67,553 | ) | ) |
All values are in US Dollars.
TUANCHELIMITED CONSOLIDATED STATEMENTS OF OPERATIONS (Continued)
(Amount in thousands,except share and per share data)
| For the three months ended December 31, | |||||||
|---|---|---|---|---|---|---|---|
| 2018 | 2019 | ||||||
| RMB<br> <br><br> <br>Unaudited | RMB<br> <br><br> <br>Unaudited | US Unaudited | |||||
| Accretions to preferred shares redemption value | (11,615 | ) | - | - | |||
| Net loss attributable to the TuanChe Limited’s shareholders | (29,922 | ) | (67,694 | ) | (9,723 | ||
| Net income attributable to the NCI | - | 141 | 20 | ||||
| Net loss | (18,307 | ) | (67,553 | ) | (9,703 | ||
| Other comprehensive (loss)/income: | |||||||
| Foreign currency translation adjustments | (5,709 | ) | 1,527 | 219 | |||
| Total other comprehensive (loss)/income | (5,709 | ) | 1,527 | 219 | |||
| Total comprehensive loss | (24,016 | ) | (66,026 | ) | (9,484 | ||
| Accretions to preferred shares redemption value | (11,615 | ) | - | - | |||
| Comprehensive (loss)/income attributable to: | |||||||
| Equity shareholders of the company | (35,631 | ) | (66,167 | ) | (9,504 | ||
| Non-controlling interests | - | 141 | 20 | ||||
| Net loss attributable to the TuanChe Limited’s ordinary shareholders per share from continuing operations | **** | ||||||
| Basic | (0.16 | ) | (0.23 | ) | (0.03 | ||
| Diluted | (0.16 | ) | (0.23 | ) | (0.03 | ||
| Net loss attributable to the TuanChe Limited’s ordinary shareholders per share from discontinuing operations | |||||||
| Basic | - | - | - | ||||
| Diluted | - | - | - | ||||
| Weighted average number of ordinary shares | |||||||
| Basic | 188,370,382 | 294,148,126 | 294,148,126 | ||||
| Diluted | 188,370,382 | 294,148,126 | 294,148,126 |
All values are in US Dollars.
TUANCHE LIMITEDCONSOLIDATED STATEMENTS OF OPERATIONS
(Amount in thousands, except share andper share data)
| For the year ended December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2018 | 2019 | |||||||
| RMB<br> <br><br> <br>Unaudited | RMB<br> <br><br> <br>Unaudited | US Unaudited | ||||||
| Continuingoperations | ||||||||
| Net revenues | ||||||||
| Offline Marketing Services: | ||||||||
| Auto shows | 644,252 | 603,407 | ||||||
| Special promotion events | - | 19,772 | ||||||
| Virtual dealership, online marketing services and others | 6,761 | 21,594 | ||||||
| Total net revenues | 651,013 | 644,773 | ||||||
| Cost of revenues | (183,369 | ) | (186,541 | ) | ) | |||
| Gross profit | 467,644 | 458,232 | ||||||
| Operating expenses: | ||||||||
| Selling and marketing expenses | (432,059 | ) | (572,040 | ) | ) | |||
| General and administrative expenses | (84,360 | ) | (103,890 | ) | ) | |||
| Research and development expenses | (19,262 | ) | (43,339 | ) | ) | |||
| Total operating expenses | (535,681 | ) | (719,269 | ) | ) | |||
| Loss from continuing operations | (68,037 | ) | (261,037 | ) | ) | |||
| Other expenses: | ||||||||
| Interest (expenses)/income, net | (3,146 | ) | 7,020 | |||||
| Exchange gain/ (loss) | 1,063 | (661 | ) | ) | ||||
| Investment loss | (660 | ) | (917 | ) | ) | |||
| Change in fair value of warrant | (3,843 | ) | - | |||||
| Impairment of investment | - | (1,000 | ) | ) | ||||
| Others, net | (465 | ) | 5,296 | |||||
| Loss from continuing operations before income taxes | (75,088 | ) | (251,299 | ) | ) | |||
| Income tax expense | - | - | ||||||
| Net loss from continuing operations | (75,088 | ) | (251,299 | ) | ) | |||
| Discontinued operations | ||||||||
| Gain from disposal of discontinued operations before income taxes | 771 | - | ||||||
| Loss from discontinued operations before income taxes | (4,383 | ) | - | |||||
| Income tax expense, net | - | - | ||||||
| Net loss from discontinued operations | (3,612 | ) | - | |||||
| Net loss | (78,700 | ) | (251,299 | ) | ) |
All values are in US Dollars.
TUANCHELIMITED CONSOLIDATED STATEMENTS OF OPERATIONS (Continued)
(Amount in thousands,except share and per share data)
| For the year ended December 31, | ||||||
|---|---|---|---|---|---|---|
| 2018 | 2019 | |||||
| RMB<br> <br><br> <br>Unaudited | RMB<br> <br><br> <br>Unaudited | US Unaudited | ||||
| Accretions to preferred shares redemption value | (35,066 | ) | - | - | ||
| Net loss attributable to the TuanChe Limited’s shareholders | (113,766 | ) | (250,640 | ) | (36,002 | |
| Net loss attributable to the NCI | - | (659 | ) | (95 | ||
| Net loss | (78,700 | ) | (251,299 | ) | (36,097 | |
| Other comprehensive income: | ||||||
| Foreign currency translation adjustments | 3,401 | 9,771 | 1,404 | |||
| Total other comprehensive income | 3,401 | 9,771 | 1,404 | |||
| Total comprehensive loss | (75,299 | ) | (241,528 | ) | (34,693 | |
| Accretions to preferred shares redemption value | (35,066 | ) | - | - | ||
| Comprehensive loss attributable to: | ||||||
| Equity shareholders of the company | (110,365 | ) | (240,869 | ) | (34,598 | |
| Non-controlling interests | - | (659 | ) | (95 | ||
| Net loss attributable to the TuanChe Limited’s ordinary shareholders per share from continuing operations | ||||||
| Basic | (0.90 | ) | (0.85 | ) | (0.12 | |
| Diluted | (0.90 | ) | (0.85 | ) | (0.12 | |
| Net loss attributable to the TuanChe Limited’s ordinary shareholders per share from discontinuing operations | ||||||
| Basic | (0.03 | ) | - | - | ||
| Diluted | (0.03 | ) | - | - | ||
| Weighted average number of ordinary shares | ||||||
| Basic | 121,938,427 | 294,922,074 | 294,922,074 | |||
| Diluted | 121,938,427 | 294,922,074 | 294,922,074 |
All values are in US Dollars.
TUANCHE LIMITEDRECONCILIATION OF NON-GAAP AND GAAP RESULTS
(Amount in thousands, except share andper share data)
| For the three months ended December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2018 | 2019 | |||||||
| RMB<br> <br><br> <br>Unaudited | RMB<br> <br><br> <br>Unaudited | US Unaudited | ||||||
| Net loss | (18,307 | ) | (67,553 | ) | ) | |||
| Add: | ||||||||
| Depreciation and amortization | 334 | 1,141 | ||||||
| Subtract: | ||||||||
| Interest income, net | 34 | 1,067 | ||||||
| EBITDA | (18,007 | ) | (67,479 | ) | ) | |||
| Add: | ||||||||
| Fair value loss of warrant | - | - | ||||||
| Share-based compensation expenses | 26,506 | 9,668 | ||||||
| Impairment of investment | - | - | ||||||
| Adjusted EBITDA | 8,499 | (57,811 | ) | ) | ||||
| Net loss | (18,307 | ) | (67,553 | ) | ) | |||
| Add: | ||||||||
| Fair value loss of warrant | - | - | ||||||
| Share-based compensation expenses | 26,506 | 9,668 | ||||||
| Impairment of investment | - | - | ||||||
| Adjusted net income/(loss) | 8,199 | (57,885 | ) | ) | ||||
| Adjusted net income/(loss) attributable to the Company’s shareholders | 8,199 | (58,026 | ) | ) | ||||
| Adjusted net income attributable to NCI | - | 141 | ||||||
| Weighted average number of ordinary shares | ||||||||
| Basic | 188,370,382 | 294,148,126 | ||||||
| Diluted | 188,370,382 | 294,148,126 | ||||||
| Adjusted net income/(loss) per share from continuing operations | ||||||||
| Basic | 0.04 | (0.20 | ) | ) | ||||
| Diluted | 0.04 | (0.20 | ) | ) |
All values are in US Dollars.
TUANCHE LIMITEDRECONCILIATION OF NON-GAAP AND GAAP RESULTS
(Amount in thousands, except share andper share data)
| For the year ended December 31, | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2018 | 2019 | |||||||
| RMB<br> <br><br> <br>Unaudited | RMB<br> <br><br> <br>Unaudited | US Unaudited | ||||||
| Net loss | (78,700 | ) | (251,299 | ) | ) | |||
| Add: | ||||||||
| Depreciation and amortization | 1,060 | 3,483 | ||||||
| Interest expense, net | 3,146 | - | ||||||
| Subtract: | ||||||||
| Interest income, net | - | 7,020 | ||||||
| EBITDA | (74,494 | ) | (254,836 | ) | ) | |||
| Add: | ||||||||
| Fair value loss of warrant | 3,843 | - | ||||||
| Share-based compensation expenses | 78,133 | 109,968 | ||||||
| Impairment of investment | - | 1,000 | ||||||
| Adjusted EBITDA | 7,482 | (143,868 | ) | ) | ||||
| Net loss | (78,700 | ) | (251,299 | ) | ) | |||
| Add: | ||||||||
| Fair value loss of warrant | 3,843 | - | ||||||
| Share-based compensation expenses | 78,133 | 109,968 | ||||||
| Impairment of investment | - | 1,000 | ||||||
| Adjusted net income/(loss) | 3,276 | (140,331 | ) | ) | ||||
| Adjusted net income/(loss) attributable to the Company’s shareholders | 3,276 | (139,672 | ) | ) | ||||
| Adjusted net loss attributable to NCI | - | (659 | ) | ) | ||||
| Weighted average number of ordinary shares | ||||||||
| Basic | 121,938,427 | 294,922,074 | ||||||
| Diluted | 121,938,427 | 294,922,074 | ||||||
| Adjusted net income/(loss) per share from continuing operations | ||||||||
| Basic | 0.03 | (0.48 | ) | ) | ||||
| Diluted | 0.03 | (0.48 | ) | ) |
All values are in US Dollars.