6-K
Tuniu Corp (TOUR)
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 2024
Commission File Number: 001-36430
Tuniu Corporation
6, 8-12th Floor, Building 6-A, Juhuiyuan
No. 108 Xuanwudadao, Xuanwu District
Nanjing, Jiangsu Province 210023
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 No. | Description |
|---|---|
| 99.1 | Press Release—Tuniu Announces Unaudited First Quarter 2024 Financial Results |
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 4, 2024
Exhibit 99.1
Tuniu Announces Unaudited First Quarter 2024Financial Results
NANJING, China, June 4, 2024 - 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, 2024.
Highlights for the First Quarter of 2024
| · | Net revenues in the first quarter of 2024 increased<br>by 70.9% year-over-year to RMB108.0 million (US$15.0 million^1^). |
|---|---|
| · | Revenues from package tours in the first quarter<br>of 2024 increased by 106.7% year-over-year to RMB83.0 million (US$11.5 million). |
| --- | --- |
| · | Gross profit in the first quarter of 2024 increased<br>by 111.0% year-over-year to RMB82.0 million (US$11.4 million). |
| --- | --- |
| · | Income from operations was RMB12.3 million (US$1.7<br>million) in the first quarter of 2024, compared to a loss from operations of RMB17.0 million in the first quarter of 2023. Non-GAAP**^2^**<br>income from operations was RMB18.1 million (US$2.5 million) in the first quarter of 2024, compared to a Non-GAAP loss from operations<br>of RMB15.4 million in the first quarter of 2023. |
| --- | --- |
| · | Net income was RMB21.9 million (US$3.0 million)<br>in the first quarter of 2024, compared to a net loss of RMB7.5 million in the first quarter of 2023. Non-GAAP net income was RMB27.7 million<br>(US$3.8 million) in the first quarter of 2024, compared to a Non-GAAP net loss of RMB5.9 million in the first quarter of 2023. |
| --- | --- |
"We are pleased to see continued strong growth momentum in the first quarter of 2024," said Mr. Donald Dunde Yu, Tuniu’s founder, Chairman and Chief Executive Officer. "Our net revenues increased by 70.9% year-over-year, while revenues from packaged tours increased by 106.7%. This is the first time since our listing that we have achieved profitability in the first quarter, which demonstrates that Tuniu’s performance is gradually entering a path of healthy development. We will continue to closely monitor industry trends and the evolving customer demands, primarily focusing on product innovation, service quality enhancement, sales channel development, and operational efficiency improvement. We remain committed to strengthen our market position, enhance performance, and create greater value for both customers and shareholders."
^1^The conversion of Renminbi ("RMB") into United States dollars ("US$") is based on the exchange rate of US$1.00=RMB 7.2203 on March 29, 2024 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.
^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.
First Quarter 2024 Results
Net revenueswere RMB108.0 million (US$15.0 million) in the first quarter of 2024, representing a year-over-year increase of 70.9% from the corresponding period in 2023. The increase was primarily due to the growth of packaged tours as the travel market recovers.
| · | Revenues from packaged tours were RMB83.0<br>million (US$11.5 million) in the first quarter of 2024, representing a year-over-year increase of 106.7% from the corresponding period<br>in 2023. The increase was primarily due to the growth of organized tours. |
|---|---|
| · | Other revenues were RMB25.0 million (US$3.5<br>million) in the first quarter of 2024, representing a year-over-year increase of 8.5% from the corresponding period in 2023. The increase<br>was primarily due to the increase in the commission fees received from other travel-related products. |
| --- | --- |
Cost of revenueswas RMB25.9 million (US$3.6 million) in the first quarter of 2024, representing a year-over-year increase of 6.6% from the corresponding period in 2023. As a percentage of net revenues, cost of revenues was 24.0% in the first quarter of 2024, compared to 38.5% in the corresponding period in 2023.
Gross profitwas RMB82.0 million (US$11.4 million) in the first quarter of 2024, representing a year-over-year increase of 111.0% from the corresponding period in 2023.
Operating expenses were RMB69.7 million (US$9.7 million) in the first quarter of 2024, representing a year-over-year increase of 24.8% from the corresponding period in 2023.
| · | Research and product development expenseswere RMB13.0 million (US$1.8 million) in the first quarter of 2024, representing a year-over-year decrease of 9.1%. The decrease was<br>primarily due to the decrease in research and product development personnel related expenses. Research and product development expenses<br>as a percentage of net revenues were 12.1% in the first quarter of 2024, decreasing from 22.7% as a percentage of net revenues in the<br>corresponding period in 2023. |
|---|---|
| · | Sales and marketing expenses were RMB36.8<br>million (US$5.1 million) in the first quarter of 2024, representing a year-over-year increase of 84.2%. The increase was primarily due<br>to the increase in promotion expenses and sales and marketing personnel related expenses. Sales and marketing expenses as a percentage<br>of net revenues were 34.1% in the first quarter of 2024, increasing from 31.6% as a percentage of net revenues in the corresponding period<br>in 2023. |
| --- | --- |
| · | General and administrative expenses were<br>RMB20.5 million (US$2.8 million) in the first quarter of 2024, representing a year-over-year decrease of 8.2%. The decrease was primarily<br>due to the reversal of allowance for doubtful accounts. General and administrative expenses as a percentage of net revenues were 19.0%<br>in the first quarter of 2024, decreasing from 35.3% as a percentage of net revenues in the corresponding period in 2023. |
| --- | --- |
Income from operations was RMB12.3 million (US$1.7 million) in the first quarter of 2024, compared to a loss from operations of RMB17.0 million in the first quarter of 2023. Non-GAAP income from operations, which excluded share-based compensation expenses and amortization of acquired intangible assets, was RMB18.1 million (US$2.5 million) in the first quarter of 2024.
Net income was RMB21.9 million (US$3.0 million) in the first quarter of 2024, compared to a net loss of RMB7.5 million in the first quarter of 2023. Non-GAAP net income, which excluded share-based compensation expenses and amortization of acquired intangible assets, was RMB27.7 million (US$3.8 million) in the first quarter of 2024.
Net income attributableto ordinary shareholders of Tuniu Corporation was RMB13.9 million (US$1.9 million) in the first quarter of 2024, compared to a net loss attributable to ordinary shareholders of RMB7.0 million in the first quarter of 2023. Non-GAAP net income attributable toordinary shareholders of Tuniu Corporation, which excluded share-based compensation expenses and amortization of acquired intangible assets, was RMB19.7 million (US$2.7 million) in the first quarter of 2024.
As of March 31, 2024, the Company had cashand cash equivalents, restricted cash and short-term investments of RMB1.2 billion (US$167.4 million).
Business Outlook
For the second quarter of 2024, Tuniu expects to generate RMB114.9 million to RMB119.9 million of net revenues, which represents a 15% to 20% increase year-over-year compared with net revenues in the corresponding period in 2023. This forecast reflects Tuniu's current and preliminary view on the industry and its operations, which is subject to change.
Share Repurchase Update
In March 2024, the Company's Board of Directors authorized a share repurchase program under which the Company may repurchase up to US$10 million worth of its ordinary shares or American depositary shares representing ordinary shares. As of May 31, 2024, the Company had repurchased an aggregate of approximately 3.5 million ADSs for approximately US$2.9 million from the open market under the share repurchase program.
Conference Call Information
Tuniu’s management will hold an earnings conference call at 8:00 am U.S. Eastern Time, on June 4, 2024, (8:00 pm, Beijing/Hong Kong Time, on June 4, 2024) to discuss the first quarter 2024 financial results.
To participate in the conference call, please dial the following numbers:
| United States | 1-888-346-8982 |
|---|---|
| Hong Kong | 852-301-84992 |
| Mainland China | 4001-201203 |
| International | 1-412-902-4272 |
Conference ID: Tuniu 1Q 2024 Earnings Conference Call
A telephone replay will be available one hour after the end of the conference call through June 11, 2024. The dial-in details are as follows:
| United States | 1-877-344-7529 |
|---|---|
| International | 1-412-317-0088 |
Replay Access Code: 4679991
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 integrated travel service with 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 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.
Safe Harbor 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; Tuniu’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; government policies and regulations relating to Tuniu’s structure, business and industry; the impact of health epidemics 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.
About Non-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 income/(loss) from operations, net income/(loss), net income/(loss) attributable to ordinary shareholders of Tuniu Corporation, which excludes share-based compensation expenses, amortization of acquired intangible assets, impairment of goodwill and impairment of property and equipment, net. The presentation of this non-GAAP financial measure is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with U.S. GAAP. 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.
This non-GAAP financial measure is not defined under U.S. GAAP and is not presented in accordance with U.S. GAAP. The non-GAAP financial measure has limitations as an analytical tool. Further, this non-GAAP measure may differ from the non-GAAP information used by other companies, including peer companies, and therefore its comparability may be limited. The Company compensates for these limitations by reconciling the non-GAAP financial measure to the nearest U.S. GAAP performance measure, all of which should be considered when evaluating performance. Tuniu encourages investors and others to review its financial information in its entirety and not rely on a single financial measure.
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.
For investor and media inquiries, please contact:
China
Mary Chen
Investor Relations Director
Tuniu Corporation
Phone: +86-25-6960-9988
E-mail: ir@tuniu.com
(Financial Tables Follow)
Tuniu Corporation
Unaudited Condensed Consolidated Balance Sheets
(All amounts in thousands, except per share information)
| December 31, 2023 | March 31, 2024 | March 31, 2024 | ||||||
|---|---|---|---|---|---|---|---|---|
| RMB | RMB | US | ||||||
| ASSETS | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | 378,989 | 486,989 | ||||||
| Restricted cash | 65,902 | 37,316 | ||||||
| Short-term investments | 777,890 | 684,244 | ||||||
| Accounts receivable, net | 41,633 | 57,184 | ||||||
| Amounts due from related parties | 9,515 | 1,055 | ||||||
| Prepayments and other current assets | 234,189 | 152,565 | ||||||
| Total current assets | 1,508,118 | 1,419,353 | ||||||
| Non-current assets | ||||||||
| Long-term investments | 209,819 | 209,032 | ||||||
| Property and equipment, net | 57,479 | 56,390 | ||||||
| Intangible assets, net | 26,091 | 25,109 | ||||||
| Land use right, net | 90,529 | 90,013 | ||||||
| Operating lease right-of-use assets, net | 12,484 | 11,467 | ||||||
| Other non-current assets | 55,960 | 61,483 | ||||||
| Total non-current assets | 452,362 | 453,494 | ||||||
| Total assets | 1,960,480 | 1,872,847 | ||||||
| LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY | ||||||||
| Current liabilities | ||||||||
| Short-term borrowings | 7,277 | 7,520 | ||||||
| Accounts and notes payable | 317,104 | 347,474 | ||||||
| Amounts due to related parties | 6,405 | 6,783 | ||||||
| Salary and welfare payable | 21,401 | 18,028 | ||||||
| Taxes payable | 4,305 | 3,124 | ||||||
| Advances from customers | 270,197 | 140,825 | ||||||
| Operating lease liabilities, current | 2,709 | 3,165 | ||||||
| Accrued expenses and other current liabilities | 329,481 | 320,488 | ||||||
| Total current liabilities | 958,879 | 847,407 | ||||||
| Non-current liabilities | ||||||||
| Operating lease liabilities, non-current | 5,348 | 4,475 | ||||||
| Deferred tax liabilities | 6,027 | 5,825 | ||||||
| Long-term borrowings | 10,395 | 8,390 | ||||||
| Total non-current liabilities | 21,770 | 18,690 | ||||||
| Total liabilities | 980,649 | 866,097 | ||||||
| Redeemable noncontrolling interests | 27,200 | 27,200 | ||||||
| Equity | ||||||||
| Ordinary shares | 249 | 249 | ||||||
| Less: Treasury stock | (285,983 | ) | (287,782 | ) | ) | |||
| Additional paid-in capital | 9,138,720 | 9,143,505 | ||||||
| Accumulated other comprehensive income | 305,416 | 307,450 | ||||||
| Accumulated deficit | (8,127,552 | ) | (8,113,641 | ) | ) | |||
| Total Tuniu Corporation shareholders’ equity | 1,030,850 | 1,049,781 | ||||||
| Noncontrolling interests | (78,219 | ) | (70,231 | ) | ) | |||
| Total equity | 952,631 | 979,550 | ||||||
| Total liabilities, redeemable noncontrolling interests and equity | 1,960,480 | 1,872,847 |
All values are in US Dollars.
Tuniu Corporation
Unaudited Condensed Consolidated Statements of Comprehensive Loss/(Income)
(All amounts in thousands, except per share information)
| Quarter Ended | Quarter Ended | Quarter Ended | Quarter Ended | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| March 31, 2023 | December 31, 2023 | March 31, 2024 | March 31, 2024 | ||||||||
| RMB | RMB | RMB | US | ||||||||
| Revenues | |||||||||||
| Packaged tours | 40,130 | 73,382 | 82,951 | ||||||||
| Others | 23,051 | 26,564 | 25,007 | ||||||||
| Net revenues | 63,181 | 99,946 | 107,958 | ||||||||
| Cost of revenues | (24,301 | ) | (25,309 | ) | (25,913 | ) | ) | ||||
| Gross profit | 38,880 | 74,637 | 82,045 | ||||||||
| Operating expenses | |||||||||||
| Research and product development | (14,328 | ) | (10,426 | ) | (13,024 | ) | ) | ||||
| Sales and marketing | (19,987 | ) | (33,230 | ) | (36,824 | ) | ) | ||||
| General and administrative | (22,319 | ) | (42,072 | ) | (20,479 | ) | ) | ||||
| Impairment of goodwill | - | (114,661 | ) | - | |||||||
| Other operating income | 762 | 2,401 | 582 | ||||||||
| Total operating expenses | (55,872 | ) | (197,988 | ) | (69,745 | ) | ) | ||||
| (Loss)/income from operations | (16,992 | ) | (123,351 | ) | 12,300 | ||||||
| Other income/(expenses) | |||||||||||
| Interest and investment income/(loss), net | 6,321 | (15,151 | ) | 10,041 | |||||||
| Interest expense | (1,149 | ) | (1,056 | ) | (613 | ) | ) | ||||
| Foreign exchange gains/(losses), net | 3,514 | 3,172 | (568 | ) | ) | ||||||
| Other income, net | 1,101 | 2,499 | 1,279 | ||||||||
| (Loss)/income before income tax expense | (7,205 | ) | (133,887 | ) | 22,439 | ||||||
| Income tax benefit | 203 | 103 | 64 | ||||||||
| Equity in (loss)/income of affiliates | (469 | ) | 866 | (604 | ) | ) | |||||
| Net (loss)/income | (7,471 | ) | (132,918 | ) | 21,899 | ||||||
| Net (loss)/income attributable to<br> noncontrolling interests | (454 | ) | (583 | ) | 7,988 | ||||||
| Net (loss)/income attributable to ordinary shareholders of Tuniu Corporation | (7,017 | ) | (132,335 | ) | 13,911 | ||||||
| Net (loss)/income | (7,471 | ) | (132,918 | ) | 21,899 | ||||||
| Other comprehensive (loss)/income: | |||||||||||
| Foreign currency translation adjustment, net of nil tax | (4,040 | ) | (5,848 | ) | 2,034 | ||||||
| Comprehensive (loss)/income | (11,511 | ) | (138,766 | ) | 23,933 | ||||||
| Net (loss)/income per ordinary share attributable to ordinary shareholders - basic and diluted | (0.02 | ) | (0.36 | ) | 0.04 | ||||||
| Net (loss)/income per ADS - basic and diluted* | (0.06 | ) | (1.08 | ) | 0.12 | ||||||
| Weighted average number of ordinary shares used in computing basic (loss)/income per share | 371,394,686 | 371,526,300 | 371,516,251 | ||||||||
| Weighted average number of ordinary shares used in computing diluted (loss)/income per share | 371,394,686 | 371,526,300 | 373,365,967 | ||||||||
| Share-based compensation expenses included are as follows： | |||||||||||
| Cost of revenues | 18 | 66 | 65 | ||||||||
| Research and product development | 18 | 66 | 65 | ||||||||
| Sales and marketing | (16 | ) | 32 | 31 | |||||||
| General and administrative | 758 | 4,912 | 4,830 | ||||||||
| Total | 778 | 5,076 | 4,991 |
All values are in US Dollars.
*Each ADS represents three of the Company's ordinary shares.
Reconciliationsof GAAP and Non-GAAP Results
(Allamounts in thousands, except per share information)
| Quarter Ended March 31, 2024 | ||||||||
|---|---|---|---|---|---|---|---|---|
| GAAP Result | Share-based<br> Compensation | Amortization of acquired<br> intangible assets | Impairment<br> of goodwill | Impairment of <br> property and equipment, net | Non-GAAP<br> Result | |||
| Income from operations | 12,300 | 4,991 | 828 | - | - | 18,119 | ||
| Net income | 21,899 | 4,991 | 828 | - | - | 27,718 | ||
| Net income attributable to ordinary shareholders | 13,911 | 4,991 | 828 | - | - | 19,730 | ||
| Quarter Ended December 31, 2023 | ||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | |
| GAAP Result | Share-based<br> Compensation | Amortization of acquired<br> intangible assets | Impairment<br> of goodwill | Impairment of <br> property and equipment, net | Non-GAAP<br> Result | |||
| (Loss)/income from operations | (123,351 | ) | 5,076 | 828 | 114,661 | 17,986 | 15,200 | |
| Net (loss)/income | (132,918 | ) | 5,076 | 828 | 114,661 | 17,986 | 5,633 | |
| Net (loss)/income attributable to ordinary shareholders | (132,335 | ) | 5,076 | 828 | 114,661 | 17,986 | 6,216 | |
| Quarter Ended March 31, 2023 | ||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| GAAP Result | Share-based<br> Compensation | Amortization of acquired<br> intangible assets | Impairment<br> of goodwill | Impairment of <br> property and equipment, net | Non-GAAP<br> Result | |||
| Loss from operations | (16,992 | ) | 778 | 828 | - | - | (15,386 | ) |
| Net loss | (7,471 | ) | 778 | 828 | - | - | (5,865 | ) |
| Net loss attributable to ordinary shareholders | (7,017 | ) | 778 | 828 | - | - | (5,411 | ) |