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 August 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 Second 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: August 6, 2024
Exhibit 99.1
Tuniu Announces Unaudited Second Quarter 2024Financial Results
NANJING, China, August 6, 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 second quarter ended June 30, 2024.
Highlights for the Second Quarter of 2024
| · | Revenues<br> from package tours in the second quarter of 2024 increased by 28.6% year-over-year to RMB89.8<br> million (US$12.4 million^1^). |
|---|---|
| · | Gross<br> profit in the second quarter of 2024 increased by 29.1% year-over-year to RMB84.4 million<br> (US$11.6 million). |
| --- | --- |
| · | Income<br> from operations was RMB34.5 million (US$4.7 million) in the second quarter of 2024, compared<br> to an income from operations of RMB6.8 million in the second quarter of 2023. |
| --- | --- |
| · | Net<br> income was RMB43.0 million (US$5.9 million) in the second quarter of 2024, compared to a<br> net income of RMB0.2 million in the second quarter of 2023. |
| --- | --- |
"Tuniu continued to demonstrate steady growth in the second quarter of 2024, with revenues from packaged tours, our core business, increasing by 28.6% year-over-year." said Mr. Donald Dunde Yu, Tuniu’s founder, Chairman and Chief Executive Officer. "We also saw further improvement in our profitability with net income reaching a quarterly record high since our listing. This quarter, we continued to focus on our core business and products, further enhancing product quality and offerings in order to provide better services and travel experience for our customers. We also continued to adapt to changes in user shopping habits by strengthening our new media operations, in order to attract new customers through multiple channels to drive business growth. With the arrival of the summer season, Tuniu is well prepared to meet the opportunities and challenges ahead of us as we look forward to delivering strong value for our shareholders going forward."
Second Quarter 2024 Results
Net revenues were RMB116.9 million (US$16.1 million) in the second quarter of 2024, representing a year-over-year increase of 17.0% from the corresponding period in 2023.
| · | Revenues from packaged tours were RMB89.8 million (US$12.4 million) in the second quarter of 2024,<br> representing a year-over-year increase of 28.6% from the corresponding period in 2023. The<br> increase was primarily due to the growth of organized tours. |
|---|---|
| · | Other revenues were RMB27.2 million (US$3.7 million) in the second quarter of 2024, representing<br> a year-over-year decrease of 10.0% from the corresponding period in 2023. The decrease was<br> primarily due to the decrease in commission fees received from other travel-related products<br> and revenues generated from financial services. |
| --- | --- |
^1^The conversion of Renminbi ("RMB") into United States dollars ("US$") is based on the exchange rate of US$1.00=RMB 7.2672 on June 28, 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.
Cost of revenues was RMB32.5 million (US$4.5 million) in the second quarter of 2024, representing a year-over-year decrease of 5.8% from the corresponding period in 2023. As a percentage of net revenues, cost of revenues was 27.8% in the second quarter of 2024, compared to 34.6% in the corresponding period in 2023.
Gross profit was RMB84.4 million (US$11.6 million) in the second quarter of 2024, representing a year-over-year increase of 29.1% from the corresponding period in 2023.
Operating expenses were RMB49.9 million (US$6.9 million) in the second quarter of 2024, representing a year-over-year decrease of 14.9% from the corresponding period in 2023. Net gain on disposals of subsidiaries which was allocated to operating expenses, was RMB24.6 million (US$3.4 million) in the second quarter of 2024.
| · | Research and product development expenses were RMB12.7 million (US$1.7 million) in the second<br> quarter of 2024, representing a year-over-year decrease of 8.2%. The decrease was primarily<br> due to the decrease in research and product development personnel related expenses. Research<br> and product development expenses as a percentage of net revenues were 10.9% in the second<br> quarter of 2024, decreasing from 13.8% as a percentage of net revenues in the corresponding<br> period in 2023. |
|---|---|
| · | Sales and marketing expenses were RMB40.2 million (US$5.5 million) in the second quarter of<br> 2024, representing a year-over-year increase of 61.5%. The increase was primarily due to<br> the increase in promotion expenses and sales and marketing personnel related expenses. Sales<br> and marketing expenses as a percentage of net revenues were 34.4% in the second quarter of<br> 2024, increasing from 24.9% as a percentage of net revenues in the corresponding period in<br> 2023. |
| --- | --- |
| · | General and administrative expenses were RMB21.7 million (US$3.0 million) in the second quarter<br> of 2024, which was in line with general and administrative expenses in the second quarter<br> of 2023. General and administrative expenses as a percentage of net revenues were 18.6% in<br> the second quarter of 2024, decreasing from 21.8% as a percentage of net revenues in the<br> corresponding period in 2023. |
| --- | --- |
Income from operations was RMB34.5 million (US$4.7 million) in the second quarter of 2024, compared to an income from operations of RMB6.8 million in the second quarter of 2023. Non-GAAP^2^ income from operations, which excluded share-based compensation expenses, amortization of acquired intangible assets and net gain on disposals of subsidiaries, was RMB12.3 million (US$1.7 million) in the second quarter of 2024.
^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.
Net income was RMB43.0 million (US$5.9 million) in the second quarter of 2024, compared to a net income of RMB0.2 million in the second quarter of 2023. Non-GAAP net income, which excluded share-based compensation expenses, amortization of acquired intangible assets and net gain on disposals of subsidiaries, was RMB20.8 million (US$2.9 million) in the second quarter of 2024.
Net income attributable to ordinary shareholdersof Tuniu Corporation was RMB43.0 million (US$5.9 million) in the second quarter of 2024, compared to a net income attributable to ordinary shareholders of Tuniu Corporation of RMB0.7 million in the second quarter of 2023. Non-GAAP net income attributable to ordinaryshareholders of Tuniu Corporation, which excluded share-based compensation expenses, amortization of acquired intangible assets and net gain on disposals of subsidiaries, was RMB20.8 million (US$2.9 million) in the second quarter of 2024.
As of June 30, 2024, the Company had cashand cash equivalents, restricted cash and short-term investments of RMB1.3 billion (US$176.0 million).
Business Outlook
For the third quarter of 2024, Tuniu expects to generate RMB183.5 million to RMB192.4 million of net revenues, which represents a 3% to 8% 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 July 31, 2024, the Company had repurchased an aggregate of approximately 4.6 million ADSs for approximately US$4.1 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 August 6, 2024, (8:00 pm, Beijing/Hong Kong Time, on August 6, 2024) to discuss the second 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 2Q 2024 Earnings Conference Call
A telephone replay will be available one hour after the end of the conference call through August 13, 2024. The dial-in details are as follows:
| United States | 1-877-344-7529 |
|---|---|
| International | 1-412-317-0088 |
Replay Access Code: 9667429
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 from operations, net income, net income attributable to ordinary shareholders of Tuniu Corporation, which excludes share-based compensation expenses, amortization of acquired intangible assets and net gain on disposals of subsidiaries. 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)
| December 31, 2023 | June 30, 2024 | June 30, 2024 | ||||||
|---|---|---|---|---|---|---|---|---|
| RMB | RMB | US | ||||||
| ASSETS | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | 378,989 | 652,819 | ||||||
| Restricted cash | 65,902 | 26,675 | ||||||
| Short-term investments | 777,890 | 599,682 | ||||||
| Accounts receivable, net | 41,633 | 54,863 | ||||||
| Amounts due from related parties | 9,515 | 503 | ||||||
| Prepayments and other current assets | 234,189 | 210,642 | ||||||
| Total current assets | 1,508,118 | 1,545,184 | ||||||
| Non-current assets | ||||||||
| Long-term investments | 209,819 | 210,312 | ||||||
| Property and equipment, net | 57,479 | 54,567 | ||||||
| Intangible assets, net | 26,091 | 23,513 | ||||||
| Land use right, net | 90,529 | 89,498 | ||||||
| Operating lease right-of-use assets, net | 12,484 | 10,801 | ||||||
| Other non-current assets | 55,960 | 47,863 | ||||||
| Total non-current assets | 452,362 | 436,554 | ||||||
| Total assets | 1,960,480 | 1,981,738 | ||||||
| LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY | ||||||||
| Current liabilities | ||||||||
| Short-term borrowings | 7,277 | 36 | ||||||
| Accounts and notes payable | 317,104 | 366,052 | ||||||
| Amounts due to related parties | 6,405 | 8,724 | ||||||
| Salary and welfare payable | 21,401 | 19,750 | ||||||
| Taxes payable | 4,305 | 2,286 | ||||||
| Advances from customers | 270,197 | 223,609 | ||||||
| Operating lease liabilities, current | 2,709 | 3,297 | ||||||
| Accrued expenses and other current liabilities | 329,481 | 316,711 | ||||||
| Total current liabilities | 958,879 | 940,465 | ||||||
| Non-current liabilities | ||||||||
| Operating lease liabilities, non-current | 5,348 | 3,556 | ||||||
| Deferred tax liabilities | 6,027 | 5,524 | ||||||
| Long-term borrowings | 10,395 | - | ||||||
| Total non-current liabilities | 21,770 | 9,080 | ||||||
| Total liabilities | 980,649 | 949,545 | ||||||
| Redeemable noncontrolling interests | 27,200 | 27,200 | ||||||
| Equity | ||||||||
| Ordinary shares | 249 | 249 | ||||||
| Less: Treasury stock | (285,983 | ) | (311,052 | ) | ) | |||
| Additional paid-in capital | 9,138,720 | 9,144,917 | ||||||
| Accumulated other comprehensive income | 305,416 | 311,751 | ||||||
| Accumulated deficit | (8,127,552 | ) | (8,070,619 | ) | ) | |||
| Total Tuniu Corporation shareholders’<br> equity | 1,030,850 | 1,075,246 | ||||||
| Noncontrolling interests | (78,219 | ) | (70,253 | ) | ) | |||
| Total equity | 952,631 | 1,004,993 | ||||||
| Total liabilities, redeemable noncontrolling<br> interests and equity | 1,960,480 | 1,981,738 |
All values are in US Dollars.
Tuniu Corporation
Unaudited Condensed Consolidated Statements of Comprehensive Income
(All amounts in thousands, except per share information)
| Quarter Ended | Quarter Ended | Quarter Ended | Quarter Ended | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| June 30, 2023 | March 31, 2024 | June 30, 2024 | June 30, 2024 | ||||||||
| RMB | RMB | RMB | US | ||||||||
| Revenues | |||||||||||
| Packaged tours | 69,793 | 82,951 | 89,782 | ||||||||
| Others | 30,159 | 25,007 | 27,155 | ||||||||
| Net revenues | 99,952 | 107,958 | 116,937 | ||||||||
| Cost of revenues | (34,547 | ) | (25,913 | ) | (32,530 | ) | ) | ||||
| Gross profit | 65,405 | 82,045 | 84,407 | ||||||||
| Operating expenses | |||||||||||
| Research and product development | (13,820 | ) | (13,024 | ) | (12,693 | ) | ) | ||||
| Sales and marketing | (24,906 | ) | (36,824 | ) | (40,222 | ) | ) | ||||
| General and administrative | (21,741 | ) | (20,479 | ) | (21,737 | ) | ) | ||||
| Other operating income | 1,841 | 582 | 24,735 | ||||||||
| Total operating expenses | (58,626 | ) | (69,745 | ) | (49,917 | ) | ) | ||||
| Income from operations | 6,779 | 12,300 | 34,490 | ||||||||
| Other income/(expenses) | |||||||||||
| Interest and investment income, net | 7,122 | 10,041 | 8,221 | ||||||||
| Interest expense | (218 | ) | (613 | ) | (1,230 | ) | ) | ||||
| Foreign exchange losses, net | (15,152 | ) | (568 | ) | (1,282 | ) | ) | ||||
| Other income, net | 1,820 | 1,279 | 1,822 | ||||||||
| Income before income tax expense | 351 | 22,439 | 42,021 | ||||||||
| Income tax (loss)/benefit | (783 | ) | 64 | (459 | ) | ) | |||||
| Equity in income/(loss) of affiliates | 653 | (604 | ) | 1,438 | |||||||
| Net income | 221 | 21,899 | 43,000 | ||||||||
| Net (loss)/income attributable to noncontrolling interests | (437 | ) | 7,988 | (22 | ) | ) | |||||
| Net income attributable to ordinary shareholders<br> of Tuniu Corporation | 658 | 13,911 | 43,022 | ||||||||
| Net income | 221 | 21,899 | 43,000 | ||||||||
| Other comprehensive income: | |||||||||||
| Foreign currency translation adjustment,<br> net of nil tax | 17,736 | 2,034 | 4,301 | ||||||||
| Comprehensive income | 17,957 | 23,933 | 47,301 | ||||||||
| Net income per ordinary share attributable to ordinary shareholders - basic and diluted | 0.00 | 0.04 | 0.12 | ||||||||
| Net income per ADS - basic and diluted* | 0.00 | 0.12 | 0.36 | ||||||||
| Weighted average number of ordinary shares used in computing basic income per share | 371,418,638 | 371,473,623 | 363,061,543 | ||||||||
| Weighted average number of ordinary shares used in computing diluted income per share | 376,427,714 | 373,323,330 | 365,317,172 | ||||||||
| Share-based compensation expenses included are<br> as follows： | |||||||||||
| Cost of revenues | 54 | 65 | 65 | ||||||||
| Research and product development | 54 | 65 | 65 | ||||||||
| Sales and marketing | 28 | 31 | 31 | ||||||||
| General and administrative | 4,383 | 4,830 | 1,429 | ||||||||
| Total | 4,519 | 4,991 | 1,590 |
All values are in US Dollars.
*Each ADS represents three of the Company's ordinary shares.
Tuniu Corporation
Reconciliations of GAAP and Non-GAAP Results
(All amounts in thousands)
| Quarter Ended June 30, 2024 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| GAAP Result | Share-based<br><br> Compensation | Amortization<br> of acquired<br><br> intangible assets | Net gain on<br><br> disposals of subsidiaries | Non-GAAP<br><br> Result | |||||||
| Income from operations | 34,490 | 1,590 | 828 | (24,618 | ) | 12,290 | |||||
| Net income | 43,000 | 1,590 | 828 | (24,618 | ) | 20,800 | |||||
| Net income attributable to ordinary shareholders | 43,022 | 1,590 | 828 | (24,618 | ) | 20,822 | |||||
| Quarter Ended March 31, 2024 | |||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |
| GAAP Result | Share-based<br><br> Compensation | Amortization<br> of acquired<br><br> intangible assets | Net gain on<br><br> disposals of subsidiaries | Non-GAAP<br><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 June 30, 2023 | |||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | |
| GAAP Result | Share-based<br><br> Compensation | Amortization<br> of acquired<br><br> intangible assets | Net gain on<br><br> disposals of subsidiaries | Non-GAAP<br><br> Result | |||||||
| Income from operations | 6,779 | 4,519 | 828 | - | 12,126 | ||||||
| Net income | 221 | 4,519 | 828 | - | 5,568 | ||||||
| Net income attributable to ordinary shareholders | 658 | 4,519 | 828 | - | 6,005 |