6-K

Tuniu Corp (TOUR)

6-K 2022-06-09 For: 2022-06-09
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Added on April 07, 2026

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 June 2022

Commission File Number: 001-36430

Tuniu Corporation

Tuniu Building, No. 699-32

Xuanwudadao, Xuanwu District

Nanjing, Jiangsu Province 210042

People’s Republic of China

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F x Form 40-F ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):¨


EXHIBIT INDEX


Exhibit No. Description
99.1 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.

Tuniu Corporation
By: /s/ Anqiang Chen
Name: Anqiang Chen
Title: Financial Controller

Date: June 9, 2022

Exhibit99.1

TuniuAnnounces Unaudited First Quarter 2022 Financial Results

NANJING, China, June 9, 2022 -- Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the first quarter ended March 31, 2022.

"Despite recent challenges in the external environment, we have continued to fully leverage Tuniu’s core competencies and strengths in product innovation and service quality to provide customers with safe and secure travel experiences. We will continue to focus on our mission to make travel easier while remaining dedicated to corporate social responsibility, and working with our customers and partners to overcome challenges, take on new opportunities and further promote the recovery and development of China’s travel industry." said Mr. Donald Dunde Yu, Tuniu’s founder, Chairman and Chief Executive Officer. "Reflecting the progress we’ve made in optimizing our operations, Tuniu’s operating expenses have decreased year-on-year for five consecutive quarters. We will continue to implement strict expense control measures to further lower costs and improve efficiency."

FirstQuarter 2022 Results

Netrevenues were RMB41.5 million (US$6.5 million^1^) in the first quarter of 2022, representing a year-over-year decrease of 46.4% from the corresponding period in 2021. The decrease was primarily due to the negative impact brought by the outbreak and spread of COVID-19.

· Revenues from packaged tours were RMB14.4 million (US$2.3 million) in the first quarter of 2022,<br> representing a year-over-year decrease of 68.3% from the corresponding period in 2021. The<br> decrease was primarily due to the resurgence of COVID-19 in certain regions in China.
· Other revenues were RMB27.1 million (US$4.3 million) in the first quarter of 2022, representing<br> a year-over-year decrease of 15.3% from the corresponding period in 2021. The decrease was<br> primarily due to the decrease in the fees for advertising services provided to tourism boards<br> and bureaus.
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Costof revenues was RMB25.7 million (US$4.0 million) in the first quarter of 2022, representing a year-over-year decrease of 47.3% from the corresponding period in 2021. As a percentage of net revenues, cost of revenues was 61.9% in the first quarter of 2022, compared to 63.0% in the corresponding period in 2021.

Grossprofit was RMB15.8 million (US$2.5 million) in the first quarter of 2022, representing a year-over-year decrease of 44.8% from the corresponding period in 2021.

Operatingexpenses were RMB68.6 million (US$10.8 million) in the first quarter of 2022, representing a year-over-year decrease of 17.8% from the corresponding period in 2021. Share-based compensation expenses and amortization of acquired intangible assets, which were allocated to operating expenses, were RMB3.1 million (US$0.5 million) in the first quarter of 2022. Non-GAAP^2^operating expenses, which excluded share-based compensation expenses and amortization of acquired intangible assets, were RMB65.5 million (US$10.3 million) in the first quarter of 2022, representing a year-over-year decrease of 17.6%.

^1^The conversion of Renminbi ("RMB") into United States dollars ("US$") is based on the exchange rate of US$1.00=RMB 6.3393 on March 31, 2022 as set forth in H.10 statistical release of the U.S. Federal Reserve Board and available at https://www.federalreserve.gov/releases/h10/default.htm.

· Research and product development expenses were RMB16.2 million (US$2.6 million) in the first quarter<br> of 2022, representing a year-over-year increase of 37.3%. Non-GAAP research and product development expenses, which excluded share-based compensation expenses and amortization<br> of acquired intangible assets of RMB0.8 million (US$0.1 million), were RMB15.4 million (US$2.4<br> million) in the first quarter of 2022, representing a year-over-year increase of 41.9% from<br> the corresponding period in 2021. The increase was primarily due to the increase in research<br> and product development personnel related expenses.
· Sales and marketing expenses were RMB29.8 million (US$4.7 million) in the first quarter of<br> 2022, representing a year-over-year decrease of 15.9%. Non-GAAP sales and marketing expenses,<br> which excluded share-based compensation expenses and amortization of acquired intangible<br> assets of RMB1.2 million (US$0.2 million), were RMB28.6 million (US$4.5 million) in the first<br> quarter of 2022, representing a year-over-year decrease of 16.5% from the corresponding period<br> in 2021. The decrease was primarily due to the decrease in promotion expenses.
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· General and administrative expenses were RMB27.7 million (US$4.4 million) in the first quarter<br> of 2022, representing a year-over-year decrease of 38.2%. Non-GAAP general and administrative expenses, which excluded share-based compensation expenses and amortization of acquired<br> intangible assets of RMB1.2 million (US$0.2 million), were RMB26.5 million (US$4.2 million)<br> in the first quarter of 2022, representing a year-over-year decrease of 38.2% from the corresponding<br> period in 2021. The decrease was primarily due to the decrease in general and administrative<br> personnel related expenses and allowance for doubtful accounts.
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Lossfrom operations was RMB52.8 million (US$8.3 million) in the first quarter of 2022, compared to a loss from operations of RMB54.9 million in the first quarter of 2021. Non-GAAP loss from operations, which excluded share-based compensation expenses and amortization of acquired intangible assets, was RMB49.6 million (US$7.8 million) in the first quarter of 2022.

Netloss was RMB41.7 million (US$6.6 million) in the first quarter of 2022, compared to a net loss of RMB41.6 million in the first quarter of 2021. Non-GAAP net loss, which excluded share-based compensation expenses and amortization of acquired intangible assets, was RMB38.4 million (US$6.1 million) in the first quarter of 2022.

^2^The section below entitled "About Non-GAAP Financial Measures" provides information about the use of Non-GAAP financial measures in this press release, and the table captioned “Reconciliations of GAAP and Non-GAAP Results" set forth at the end of this press release reconciles Non-GAAP financial information with the Company's financial results under GAAP.

Netloss attributable to ordinary shareholders was RMB40.4 million (US$6.4 million) in the first quarter of 2022, compared to a net loss attributable to ordinary shareholders of RMB39.5 million in the first quarter of 2021. Non-GAAP net loss attributable to ordinaryshareholders, which excluded share-based compensation expenses and amortization of acquired intangible assets, was RMB37.2 million (US$5.9 million) in the first quarter of 2022.

As of March 31, 2022, the Company had cash and cash equivalents, restricted cash and short-term investments of RMB929.5 million (US$146.6 million). The COVID-19 pandemic has negatively impacted our business operations, and will continue to impact our results of operations and cash flows for subsequent periods. Based on our liquidity assessment and management actions, we believe that our available cash, cash equivalents and maturity of investments will be sufficient to meet our working capital requirements and capital expenditures in the ordinary course of business for the next twelve months.

BusinessOutlook

For the second quarter of 2022, the Company expects to generate RMB32.2 million to RMB40.2 million of net revenues, which represents a 75% to 80% decrease year-over-year. This forecast reflects Tuniu’s current and preliminary view on the industry and its operations, which is subject to change.

ConferenceCall Information

Tuniu’s management will hold an earnings conference call at 8:00 a.m. U.S. Eastern Time, on June 9, 2022, (8:00 p.m., Beijing/Hong Kong Time, on June 9, 2022) to discuss the first quarter 2022 financial results.

To participate in the conference call, please dial the following numbers:

U.S.: +1-888-346-8982
Hong Kong: +852-301-84992
Mainland China: 4001-201203
International: +1-412-902-4272

Conference ID: Tuniu 1Q 2022 Earnings Call

A telephone replay will be available one hour after the end of the conference call through June 16, 2022. The dial-in details are as follows:

U.S.: +1-877-344-7529
International: +1-412-317-0088

Replay Access Code: 2866159

Additionally, a live and archived webcast of the conference call will also be available on the Company’s investor relations website at http://ir.tuniu.com.

About Tuniu

Tuniu (Nasdaq:TOUR) is a leading online leisure travel company in China that offers a large selection of packaged tours, including organized and self-guided tours, as well as travel-related services for leisure travelers through its website tuniu.com and mobile platform. Tuniu covers over 420 departing cities throughout China and all popular destinations worldwide. Tuniu provides one-stop leisure travel solutions and a compelling customer experience through its online platform and offline service network, including a dedicated team of professional customer service representatives, 24/7 call centers, extensive networks of offline retail stores and self-operated local tour operators. For more information, please visit http://ir.tuniu.com.

SafeHarbor Statement

This press release contains forward-looking statements made under the "safe harbor" provisions of Section 21E of the Securities Exchange Act of 1934, as amended, and 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. Tuniu may also make written or oral forward-looking statements in its reports filed with or furnished 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. Any statements that are not historical facts, including statements about Tuniu's beliefs and expectations, are forward-looking statements that involve factors, risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Such factors and risks include, but are not limited to the following: Tuniu's goals and strategies; the growth of the online leisure travel market in China; the demand for Tuniu’s products and services; its relationships with customers and travel suppliers; the Company’s ability to offer competitive travel products and services; Tuniu’s future business development, results of operations and financial condition; competition in the online travel industry in China; relevant government policies and regulations relating to the Company’s structure, business and industry; the impact of the COVID-19 on Tuniu’s business operations, the travel industry and the economy of China and elsewhere generally; and the general economic and business condition in China and elsewhere. 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. All information provided in this press release is current as of the date of the press release, and Tuniu does not undertake any obligation to update such information, except as required under applicable law.

AboutNon-GAAP Financial Measures

To supplement the Company's unaudited consolidated financial results presented in accordance with United States Generally Accepted Accounting Principles (“GAAP”), the Company has provided non-GAAP information related to cost of revenues, research and product development expenses, sales and marketing expenses, general and administrative expenses, other operating income, total operating expenses, loss from operations, net loss, net loss attributable to ordinary shareholders, net loss per ordinary share attributable to ordinary shareholders-basic and diluted and net loss per ADS-basic and diluted, which excludes share-based compensation expenses and amortization of acquired intangible assets. We believe that the non-GAAP financial measures used in this press release are useful for understanding and assessing underlying business performance and operating trends, and management and investors benefit from referring to these non-GAAP financial measures in assessing our financial performance and when planning and forecasting future periods. For more information on these non-GAAP financial measures, please see the table captioned "Reconciliations of GAAP and non-GAAP Results" set forth at the end of this press release.

A limitation of using non-GAAP financial measures excluding share-based compensation expenses and amortization of acquired intangible assets is that share-based compensation expenses and amortization of acquired intangible assets have been – and will continue to be – significant recurring expenses in the Company's business. You should not view non-GAAP results on a stand-alone basis or as a substitute for results under GAAP, or as being comparable to results reported or forecasted by other companies.

Forinvestor and media inquiries, please contact:

China

Mary Chen

Investor Relations Director

Tuniu Corporation

Phone: +86-25-6960-9988

E-mail: ir@tuniu.com

(FinancialTables Follow)

Tuniu Corporation
Unaudited Condensed Consolidated Balance Sheets
(All amounts in thousands, except per share information)
December 31,<br> 2021 March 31,<br> 2022 March 31,<br> 2022
--- --- --- --- --- --- --- --- ---
RMB RMB US
ASSETS
Current<br> assets
Cash<br> and cash equivalents 349,077 320,589
Restricted<br> cash 46,521 30,318
Short-term<br> investments 615,901 578,561
Accounts<br> receivable, net 111,941 99,338
Amounts<br> due from related parties 14,969 14,515
Prepayments<br> and other current assets 337,033 361,319
Total<br> current assets 1,475,442 1,404,640
Non-current<br> assets
Long-term<br> investments 201,947 207,664
Property<br> and equipment, net 98,159 94,770
Intangible<br> assets, net 55,376 52,583
Land<br> use right, net 94,652 94,136
Operating<br> lease right-of-use assets, net 48,115 37,898
Goodwill 232,007 232,007
Other<br> non-current assets 92,111 89,607
Total<br> non-current assets 822,367 808,665
Total<br> assets 2,297,809 2,213,305
LIABILITIES,<br> REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Current<br> liabilities
Short-term<br> borrowings 9,981 9,558
Accounts<br> and notes payable 383,626 371,078
Amounts<br> due to related parties 4,679 3,250
Salary<br> and welfare payable 33,761 37,195
Taxes<br> payable 8,004 4,461
Advances<br> from customers 139,777 109,574
Operating<br> lease liabilities, current 16,556 15,433
Accrued<br> expenses and other current liabilities 382,629 393,919
Total<br> current liabilities 979,013 944,468
Non-current<br> liabilities
Operating<br> lease liabilities, non-current 38,832 31,842
Deferred<br> tax liabilities 12,479 11,926
Long-term<br> borrowings 14,344 12,738
Total<br> non-current liabilities 65,655 56,506
Total<br> liabilities 1,044,668 1,000,974
Redeemable<br> noncontrolling interests 27,200 27,200
Equity
Ordinary<br> shares 249 249
Less:<br> Treasury stock (293,795 ) (293,433 ) )
Additional<br> paid-in capital 9,125,748 9,126,362
Accumulated<br> other comprehensive income 271,821 271,691
Accumulated<br> deficit (7,834,879 ) (7,875,312 ) )
Total<br> Tuniu Corporation shareholders’ equity 1,269,144 1,229,557
Noncontrolling<br> interests (43,203 ) (44,426 ) )
Total<br> equity 1,225,941 1,185,131
Total<br> liabilities, redeemable noncontrolling interests and equity 2,297,809 2,213,305

All values are in US Dollars.

Tuniu Corporation
Unaudited Condensed Consolidated Statements of Comprehensive Loss
(All amounts in thousands, except per share information)
Quarter Ended Quarter Ended Quarter Ended Quarter Ended
--- --- --- --- --- --- --- --- --- --- --- ---
March 31,<br> 2021 December 31,<br> 2021 March 31,<br> 2022 March 31,<br> 2022
RMB RMB RMB US
Revenues
Packaged<br> tours 45,361 42,761 14,375
Others 31,999 30,642 27,104
Net<br> revenues 77,360 73,403 41,479
Cost<br> of revenues (48,706 ) (39,250 ) (25,666 ) )
Gross<br> profit 28,654 34,153 15,813
Operating<br> expenses
Research<br> and product development (11,791 ) (13,494 ) (16,185 ) )
Sales<br> and marketing (35,418 ) (28,612 ) (29,783 ) )
General<br> and administrative (44,744 ) (46,512 ) (27,658 ) )
Other<br> operating income 8,437 10,571 5,000
Total<br> operating expenses (83,516 ) (78,047 ) (68,626 ) )
Loss<br> from operations (54,862 ) (43,894 ) (52,813 ) )
Other<br> (expenses)/income
Interest<br> and investment income 15,283 6,171 11,524
Interest<br> expense (2,636 ) (1,814 ) (1,950 ) )
Foreign<br> exchange gains/(losses), net (1,249 ) 4,453 129
Other<br> income, net 1,086 459 659
Loss<br> before income tax expense (42,378 ) (34,625 ) (42,451 ) )
Income<br> tax benefit/(expense) 618 (1,450 ) 553
Equity<br> in income/(loss) of affiliates 129 (169 ) 242
Net<br> loss (41,631 ) (36,244 ) (41,656 ) )
Net<br> loss attributable to noncontrolling interests (2,150 ) (2,348 ) (1,223 ) )
Net<br> loss attributable to Tuniu Corporation (39,481 ) (33,896 ) (40,433 ) )
Net<br> loss attributable to ordinary shareholders (39,481 ) (33,896 ) (40,433 ) )
Net<br> loss (41,631 ) (36,244 ) (41,656 ) )
Other<br> comprehensive loss:
Foreign<br> currency translation adjustment, net of nil tax 3,647 (4,134 ) (130 ) )
Comprehensive<br> loss (37,984 ) (40,378 ) (41,786 ) )
Net<br> loss per ordinary share attributable to ordinary shareholders - basic and diluted (0.11 ) (0.09 ) (0.11 ) )
Net<br> loss per ADS - basic and diluted* (0.33 ) (0.27 ) (0.33 ) )
Weighted<br> average number of ordinary shares used in computing basic and diluted loss per share 370,590,545 371,020,652 371,079,992
Share-based<br> compensation expenses included are as follows:
Cost<br> of revenues 54 78 77
Research<br> and product development 153 136 243
Sales<br> and marketing 122 129 121
General<br> and administrative 1,201 770 534
Total 1,530 1,113 975

All values are in US Dollars.

*Each ADS represents three of the Company's ordinary shares.

Reconciliations  of GAAP and Non-GAAP Results
(All amounts in thousands, except per share information)
Quarter<br> Ended March 31, 2022
--- --- --- --- --- --- --- --- --- --- ---
GAAP<br> Result Share-based Amortization<br> of acquired Non-GAAP
Compensation intangible<br> assets Result
Cost of<br> revenues (25,666 ) 77 - (25,589 )
Research<br> and product development (16,185 ) 243 534 (15,408 )
Sales<br> and marketing (29,783 ) 121 1,065 (28,597 )
General<br> and administrative (27,658 ) 534 637 (26,487 )
Other<br> operating income 5,000 - - 5,000
Total<br> operating expenses (68,626 ) 898 2,236 (65,492 )
Loss<br> from operations (52,813 ) 975 2,236 (49,602 )
Net<br> loss (41,656 ) 975 2,236 (38,445 )
Net<br> loss attributable to ordinary shareholders (40,433 ) 975 2,236 (37,222 )
Net<br> loss per ordinary share attributable to ordinary shareholders - basic and diluted (0.11 ) (0.10 )
Net<br> loss per ADS - basic and diluted (0.33 ) (0.30 )
Weighted<br> average number of ordinary shares used in computing basic and diluted loss per share 371,079,992 371,079,992
Quarter<br> Ended December 31, 2021
--- --- --- --- --- --- --- --- --- --- ---
GAAP<br> Result Share-based Amortization<br> of acquired Non-GAAP
Compensation intangible<br> assets Result
Cost of<br> revenues (39,250 ) 78 - (39,172 )
Research<br> and product development (13,494 ) 136 534 (12,824 )
Sales<br> and marketing (28,612 ) 129 1,065 (27,418 )
General<br> and administrative (46,512 ) 770 637 (45,105 )
Other<br> operating income 10,571 - - 10,571
Total<br> operating expenses (78,047 ) 1,035 2,236 (74,776 )
Loss<br> from operations (43,894 ) 1,113 2,236 (40,545 )
Net<br> loss (36,244 ) 1,113 2,236 (32,895 )
Net<br> loss attributable to ordinary shareholders (33,896 ) 1,113 2,236 (30,547 )
Net<br> loss per ordinary share attributable to ordinary shareholders - basic and diluted (0.09 ) (0.08 )
Net<br> loss per ADS - basic and diluted (0.27 ) (0.24 )
Weighted<br> average number of ordinary shares used in computing basic and diluted loss per share 371,020,652 371,020,652
Quarter<br> Ended March 31, 2021
--- --- --- --- --- --- --- --- --- --- ---
GAAP<br> Result Share-based Amortization<br> of acquired Non-GAAP
Compensation intangible<br> assets Result
Cost of<br> revenues (48,706 ) 54 - (48,652 )
Research<br> and product development (11,791 ) 153 782 (10,856 )
Sales<br> and marketing (35,418 ) 122 1,065 (34,231 )
General<br> and administrative (44,744 ) 1,201 681 (42,862 )
Other<br> operating income 8,437 - - 8,437
Total<br> operating expenses (83,516 ) 1,476 2,528 (79,512 )
Loss<br> from operations (54,862 ) 1,530 2,528 (50,804 )
Net<br> loss (41,631 ) 1,530 2,528 (37,573 )
Net<br> loss attributable to ordinary shareholders (39,481 ) 1,530 2,528 (35,423 )
Net<br> loss per ordinary share attributable to ordinary shareholders - basic and diluted (0.11 ) (0.10 )
Net<br> loss per ADS - basic and diluted (0.33 ) (0.30 )
Weighted<br> average number of ordinary shares used in computing basic and diluted loss per share 370,590,545 370,590,545

*Basic net loss per ordinary share attributable to ordinary shareholders is calculated by dividing net loss attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the periods. Diluted net loss per ordinary share attributable to ordinary shareholders is calculated by dividing net loss attributable to ordinary shareholders by the weighted average number of ordinary shares and dilutive potential ordinary shares outstanding during the periods, including the dilutive effect of share-based awards as determined under the treasury stock method.