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 April 2020
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):________________
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/ Maria Yi Xin |
| Name: | Maria Yi Xin |
| Title: | Chief Financial Officer |
Date: April 10, 2020
EXHIBIT INDEX
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release— Tuniu Announces Management Change |
| 99.2 | Press Release— Tuniu Announces Unaudited Fourth Quarter and Fiscal Year 2019 Financial Results |
Exhibit 99.1
Tuniu Announces Management Change
NANJING, China, Apr. 9, 2020 /PRNewswire/ -- Tuniu Corporation (NASDAQ: TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced that Ms. Maria Yi Xin has tendered her resignation as the Company's Chief Financial Officer due to personal reasons, effective as of May 31, 2020 (the "Effective Date"). Ms. Xin will continue to work closely with the Company to facilitate a smooth transition before the Effective Date. The Company has initiated a search for a new Chief Financial Officer.
Mr. Donald Dunde Yu, Tuniu’s founder, Chairman and Chief Executive Officer, said, “We would like to thank Maria for her contributions to Tuniu over the years. Maria played a crucial role helping Tuniu achieve various key milestones and drive for stronger financial management and budget control. We wish her the best with her future endeavors.”
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.
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; 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.
For investor and media inquiries, pleasecontact:
China
Mary Chen
Investor Relations Director
Tuniu Corporation
Phone: +86-25-6960-9988
E-mail: ir@tuniu.com
Exhibit 99.2
Tuniu Announces Unaudited Fourth Quarterand Fiscal Year 2019 Financial Results
NANJING, China, April 9, 2020 -- Tuniu Corporation (NASDAQ:TOUR) ("Tuniu" or the "Company"), a leading online leisure travel company in China, today announced its unaudited financial results for the fourth quarter and fiscal year ended December 31, 2019.
Mr. Donald Dunde Yu, Tuniu’s founder, Chairman and Chief Executive Officer, said, “The outbreak and spread of the COVID-19 has brought an unprecedented challenge to the travel industry and the business operation of Tuniu. Although we expect short-term turbulence within the industry, we remain confident that the economy and travel industry of China will be able to gradually recover as the COVID-19 has been largely contained within China. Since the initial outbreak in January 2020, we have been helping customers refund or alter trips that were impacted by the COVID-19. On the business operation side, we are focusing on developing high-quality products and services for our customers in anticipation of an increase in demand for domestic travel. We believe Tuniu will be well-positioned to better capture market opportunities when the travel industry begins to recover.”
Ms. Maria Yi Xin, Tuniu’s Chief Financial Officer, said, “Since the fourth quarter of 2019, we have been making various adjustments to our business operation and corporate structure. After the outbreak of the COVID-19, we have implemented a number of cost-saving adjustments that will manifest starting from the second half of 2020. Due to the COVID-19 outbreak in early 2020, the Chinese government has announced bans prohibiting the sale of packaged tour products. As China’s leading online leisure travel company, we have a high social responsibility and will continue prioritizing the safety of our customers.”
Fourth Quarter 2019 Results
Net revenues were RMB451.3 million (US$64.8 million^1^) in the fourth quarter of 2019, representing a year-over-year decrease of 4.2% from the corresponding period in 2018.
| · | Revenues from packaged tours were<br>RMB344.3 million (US$49.5 million) in the fourth quarter of 2019, representing a year-over-year decrease of 3.7% from the corresponding<br>period in 2018. The decrease was primarily due to the decline in demand for travel to certain destinations. |
|---|---|
| · | Other revenues were RMB107.0 million<br>(US$15.4 million) in the fourth quarter of 2019, representing a year-over-year decrease of 5.9% from the corresponding period in<br>2018. The decrease was primarily due to the decline in revenues generated from financial services. |
| --- | --- |
Cost of revenues was RMB234.6 million (US$33.7 million) in the fourth quarter of 2019, representing a year-over-year increase of 16.7% from the corresponding period in 2018. As a percentage of net revenues, cost of revenues was 52.0% in the fourth quarter of 2019 compared to 42.7% in the corresponding period in 2018.
______________________
^1^ The conversion of Renminbi ("RMB") into United States dollars ("US$") is based on the exchange rate of US$1.00=RMB6.9618 on December 31, 2019 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.
Gross profit was RMB216.7 million (US$31.1 million) in the fourth quarter of 2019, representing a year-over-year decrease of 19.8% from the corresponding period in 2018.
Operating expenses were RMB650.9 million (US$93.5 million) in the fourth quarter of 2019, representing a year-over-year increase of 74.3% from the corresponding period in 2018. Share-based compensation expenses, amortization of acquired intangible assets and impairment of acquired intangibleassets, which were allocated to operating expenses, were RMB74.8 million (US$10.7 million) in the fourth quarter of 2019. Non-GAAP^2^ operating expenses, which excluded share-based compensation expenses, amortization of acquired intangible assets and impairment of acquired intangible assets, were RMB576.1 million (US$82.8 million) in the fourth quarter of 2019, representing a year-over-year increase of 76.5%.
| · | Research and product development expenseswere RMB79.0 million (US$11.4 million) in the fourth quarter of 2019, representing a year-over-year increase of 4.2%. Non-GAAPresearch and product development expenses, which excluded share-based compensation expenses and amortization of acquired intangible<br>assets of RMB1.6 million (US$0.2 million), were RMB77.4 million (US$11.1 million) in the fourth quarter of 2019, representing a<br>year-over-year increase of 5.9% from the corresponding period in 2018. The increase was primarily due to the increase in research<br>and product development personnel related expenses. |
|---|---|
| · | Sales and marketing expenses were<br>RMB239.9 million (US$34.5 million) in the fourth quarter of 2019, representing a year-over-year increase of 14.7%. The increase<br>was primarily due to the increase in impairment of acquired intangible assets. Non-GAAP sales and marketing expenses, which<br>excluded share-based compensation expenses, amortization of acquired intangible assets and impairment of acquired intangible assets<br>of RMB66.9 million (US$9.6 million), were RMB173.0 million (US$24.8 million) in the fourth quarter of 2019, representing a year-over-year<br>decrease of 0.9% from the corresponding period in 2018. |
| --- | --- |
| · | General and administrative expenses<br>were RMB341.5 million (US$49.1 million) in the fourth quarter of 2019, representing a year-over-year increase of 183.4%. Non-GAAPgeneral and administrative expenses, which excluded share-based compensation expenses and amortization of acquired intangible<br>assets of RMB6.2 million (US$0.9 million), were RMB335.3 million (US$48.2 million) in the fourth quarter of 2019, representing<br>a year-over-year increase of 202.5% from the corresponding period in 2018. The increase was primarily due to the increase in some<br>one-time impairment charges and general and administrative personnel related expenses. |
| --- | --- |
______________________
^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.
Loss from operations was RMB434.2 million (US$62.4 million) in the fourth quarter of 2019, compared to a loss from operations of RMB103.1 million in the fourth quarter of 2018. Non-GAAP loss from operations, which excluded share-based compensation expenses, amortization of acquired intangible assets and impairment of acquired intangible assets, was RMB359.2 million (US$51.6 million) in the fourth quarter of 2019.
Net loss was RMB401.4 million (US$57.7 million) in the fourth quarter of 2019, compared to a net loss of RMB72.9 million in the fourth quarter of 2018. Non-GAAP netloss, which excluded share-based compensation expenses, amortization of acquired intangible assets and impairment of acquired intangible assets, was RMB326.4 million (US$46.9 million) in the fourth quarter of 2019.
Net loss attributable to ordinary shareholders was RMB367.1 million (US$52.7 million) in the fourth quarter of 2019, compared to a net loss attributable to ordinary shareholders of RMB64.7 million in the fourth quarter of 2018. Non-GAAP net loss attributable to ordinary shareholders, which excluded share-based compensation expenses, amortization of acquired intangible assets and impairment of acquired intangible assets, was RMB292.1 million (US$42.0 million) in the fourth quarter of 2019.
As of December 31, 2019, the Company had cash and cash equivalents, restricted cash and short-term investments of RMB1.9 billion (US$276.9 million).
Fiscal Year 2019 Results
Net revenues were RMB2.3 billion (US$327.6 million) in 2019, representing a year-over-year increase of 1.8% from 2018.
| · | Revenues from packaged tours were<br>RMB1.9 billion (US$271.0 million) in 2019, representing a year-over-year increase of 3.1% from 2018. The increase was primarily<br>due to the growth of organized tours. |
|---|---|
| · | Other revenues were RMB394.2 million<br>(US$56.6 million) in 2019, representing a year-over-year decrease of 3.7% from 2018. The decrease was primarily due to the decline<br>in revenues generated from financial services and service fees received from insurance companies. |
| --- | --- |
Cost of revenues was RMB1.2 billion (US$172.4 million) in 2019, representing a year-over-year increase of 12.7% from 2018. As a percentage of net revenues, cost of revenues was 52.6% in 2019 compared to 47.5% in 2018.
Gross profit was RMB1.1 billion (US$155.3 million) in 2019, representing a year-over-year decrease of 8.0% from 2018.
Operating expenses were RMB2.0 billion (US$280.4 million) in 2019, representing a year-over-year increase of 28.1% from 2018. Share-based compensation expenses, amortizationof acquired intangible assets and impairment of acquired intangible assets, which were allocated to operating expenses, were RMB232.8 million (US$33.4 million) in 2019. Non-GAAP operating expenses, which excluded share-based compensation expenses, amortization of acquired intangible assets and impairment of acquired intangible assets, were RMB1.7 billion (US$246.9 million) in 2019, representing a year-over-year increase of 30.7%.
| · | Research and product development expenseswere RMB303.6 million (US$43.6 million) in 2019, representing a year-over-year decrease of 3.7%. Non-GAAP research and productdevelopment expenses, which excluded share-based compensation expenses and amortization of acquired intangible assets of RMB14.4<br>million (US$2.1 million), were RMB289.2 million (US$41.5 million) in 2019, representing a year-over-year decrease of 5.0% from<br>2018. The decrease was primarily due to the increase in efficiency resulting from the increased level of automation applied in<br>research and product development activities, and optimization of research and product development personnel. |
|---|---|
| · | Sales and marketing expenses were<br>RMB923.3 million (US$132.6 million) in 2019, representing a year-over-year increase of 18.7%. The increase was primarily due to<br>the increase in sales and marketing personnel and offline retail stores related expenses, as well as the impairment of acquired<br>intangible assets. Non-GAAP sales and marketing expenses, which excluded share-based compensation expenses, amortization<br>of acquired intangible assets and impairment of acquired intangible assets of RMB173.2 million (US$24.9 million), were RMB750.1<br>million (US$107.7 million) in 2019, representing a year-over-year increase of 17.2% from 2018. The increase was primarily due to<br>the increase in sales and marketing personnel and offline retail stores related expenses. |
| --- | --- |
| · | General and administrative expenses<br>were RMB749.4 million (US$107.6 million) in 2019, representing a year-over-year increase of 53.8%. Non-GAAP general and administrativeexpenses, which excluded share-based compensation expenses and amortization of acquired intangible assets of RMB45.2 million<br>(US$6.5 million), were RMB704.2 million (US$101.2 million) in 2019, representing a year-over-year increase of 64.8% from 2018.<br>The increase was primarily due to the increase in some one-time impairment charges and general and administrative personnel related<br>expenses. |
| --- | --- |
Loss from operations was RMB870.8 million (US$125.1 million) in 2019, compared to a loss from operations of RMB349.0 million in 2018. Non-GAAP loss from operations, which excluded share-based compensation expenses, amortization of acquired intangible assets and impairment of acquired intangible assets, was RMB634.1 million (US$91.1 million) in 2019.
Net loss was RMB729.4 million (US$104.8 million) in 2019, compared to a net loss of RMB199.4 million in 2018. Non-GAAP net loss, which excluded share-based compensation expenses, amortization of acquired intangible assets and impairment of acquired intangible assets, was RMB492.6 million (US$70.8 million) in 2019.
Net loss attributable to ordinary shareholders was RMB699.2 million (US$100.4 million) in 2019, compared to a net loss attributable to ordinary shareholders of RMB187.9 million in 2018. Non-GAAP net loss attributable to ordinary shareholders, which excluded share-based compensation expenses, amortization of acquired intangible assets and impairment of acquired intangible assets, was RMB462.4 million (US$66.4 million) in 2019.
Business Outlook
Tuniu’s business has been significantly impacted by the outbreak and spread of COVID-19 since January 2020. The current circumstances are dynamic and the impact of COVID-19 on our business operations cannot be reasonably estimated at this time, and we anticipate this will have material adverse impact on our business, financial position, results of operations and cash flows in 2020. As a result, for the first quarter of 2020, the Company expects to generate RMB114.2 million to RMB159.9 million of net revenues, which represents 65% to 75% decrease year-over-year. This forecast reflects Tuniu’s current and preliminary view on the industry and its operations, which is subject to change.
Conference Call Information
Tuniu’s management will hold an earnings conference call at 8:00 am U.S. Eastern Time, on April 9, 2020, (8:00 pm, Beijing/Hong Kong Time, on April 9, 2020) to discuss the fourth quarter and fiscal year 2019 financial results.
To participate in the conference call, please dial the following numbers:
| US: | +1-888-346-8982 |
|---|---|
| Hong Kong: | +852-301-84992 |
| --- | --- |
| China: | 4001-201203 |
| --- | --- |
| International: | +1-412-902-4272 |
| --- | --- |
Conference ID: Tuniu 4Q 2019 Earnings Call
A telephone replay will be available one hour after the end of the conference through April 16, 2020. The dial-in details are as follows:
| US: | +1-877-344-7529 |
|---|---|
| International: | +1-412-317-0088 |
| --- | --- |
Replay Access Code: 10140657
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.
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; 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.
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 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, amortization of acquired intangible assets and impairment 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, amortization of acquired intangible assets and impairment of acquired intangible assets is that share-based compensation expenses, amortization of acquired intangible assets and impairment 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.
For investor and media inquiries, pleasecontact:
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, 2018 | December 31, 2019 | December 31, 2019 | ||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| RMB | RMB | US | ||||||
| ASSETS | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | 560,356 | 295,463 | ||||||
| Restricted cash | 270,670 | 327,052 | ||||||
| Short-term investments | 859,211 | 1,305,386 | ||||||
| Accounts receivable, net | 347,547 | 529,983 | ||||||
| Amounts due from related parties | 696,520 | 65,108 | ||||||
| Prepayments and other current assets | 1,673,584 | 1,300,284 | ||||||
| Total current assets | 4,407,888 | 3,823,276 | ||||||
| Non-current assets | ||||||||
| Long-term investments | 1,302,506 | 1,305,612 | ||||||
| Property and equipment, net | 187,360 | 223,340 | ||||||
| Intangible assets, net | 317,885 | 166,267 | ||||||
| Land use right, net | 100,836 | 98,774 | ||||||
| Operating lease right-of-use assets, net* | - | 105,839 | ||||||
| Goodwill | 159,409 | 232,007 | ||||||
| Other non-current assets | 81,039 | 83,923 | ||||||
| Long-term amounts due from related parties | - | 557,582 | ||||||
| Total non-current assets | 2,149,035 | 2,773,344 | ||||||
| Total assets | 6,556,923 | 6,596,620 | ||||||
| LIABILITIES AND SHAREHOLDERS' EQUITY | ||||||||
| Current liabilities | ||||||||
| Short-term borrowings | 49,312 | 203,845 | ||||||
| Accounts and notes payable | 1,305,610 | 1,311,963 | ||||||
| Amounts due to related parties | 77,159 | 29,755 | ||||||
| Salary and welfare payable | 104,480 | 112,511 | ||||||
| Taxes payable | 23,316 | 12,207 | ||||||
| Advances from customers | 1,058,946 | 1,113,879 | ||||||
| Operating lease liabilities, current* | - | 57,490 | ||||||
| Accrued expenses and other current liabilities | 483,832 | 907,119 | ||||||
| Total current liabilities | 3,102,655 | 3,748,769 | ||||||
| Non-current liabilities | ||||||||
| Operating lease liabilities, non-current* | - | 54,718 | ||||||
| Deferred tax liabilities | 19,855 | 23,658 | ||||||
| Long-term borrowings | 4,492 | 9,689 | ||||||
| Other non-current liabilities | 16,069 | 10,947 | ||||||
| Total non-current liabilities | 40,416 | 99,012 | ||||||
| Total liabilities | 3,143,071 | 3,847,781 | ||||||
| Mezzanine equity | ||||||||
| Redeemable noncontrolling interests | 69,319 | 37,200 | ||||||
| Shareholders' equity | ||||||||
| Ordinary shares | 249 | 249 | ||||||
| Less: Treasury stock | (304,535 | ) | (310,942 | ) | ) | |||
| Additional paid-in capital | 9,061,979 | 9,113,512 | ||||||
| Accumulated other comprehensive income | 284,079 | 293,784 | ||||||
| Accumulated deficit | (5,691,409 | ) | (6,385,974 | ) | ) | |||
| Total Tuniu's shareholders' equity | 3,350,363 | 2,710,629 | ||||||
| Noncontrolling interests | (5,830 | ) | 1,010 | |||||
| Total Shareholders' equity | 3,344,533 | 2,711,639 | ||||||
| Total liabilities and shareholders' equity | 6,556,923 | 6,596,620 |
All values are in US Dollars.
*On 1 January 2019, the Company adopted ASC 842, Leases and used the optional transition method to initially apply this new lease standard at the adoption date. Right-of-use assets and lease liabilities were recognized on the Company's consolidated financial statements.
| 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 | ||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| December 31, 2018 | September 30, 2019 | December 31, 2019 | December 31, 2019 | ||||||||
| RMB | RMB | RMB | US | ||||||||
| Revenues | |||||||||||
| Packaged tours | 357,619 | 747,122 | 344,325 | ||||||||
| Others | 113,616 | 105,395 | 106,958 | ||||||||
| Net revenues | 471,235 | 852,517 | 451,283 | ||||||||
| Cost of revenues | (201,018 | ) | (472,040 | ) | (234,623 | ) | ) | ||||
| Gross profit | 270,217 | 380,477 | 216,660 | ||||||||
| Operating expenses | |||||||||||
| Research and product development | (75,854 | ) | (64,310 | ) | (79,038 | ) | ) | ||||
| Sales and marketing | (209,094 | ) | (239,973 | ) | (239,898 | ) | ) | ||||
| General and administrative | (120,510 | ) | (138,456 | ) | (341,487 | ) | ) | ||||
| Other operating income | 32,130 | 5,406 | 9,545 | ||||||||
| Total operating expenses | (373,328 | ) | (437,333 | ) | (650,878 | ) | ) | ||||
| Loss from operations | (103,111 | ) | (56,856 | ) | (434,218 | ) | ) | ||||
| Other income/(expenses) | |||||||||||
| Interest and investment income | 30,696 | 42,780 | 38,766 | ||||||||
| Interest expense | (6,158 | ) | (8,900 | ) | (11,372 | ) | ) | ||||
| Foreign exchange (losses)/gains, net | (2,043 | ) | (5,190 | ) | 3,272 | ||||||
| Other income, net | 5,653 | 14,847 | 2,808 | ||||||||
| Loss before income tax expense | (74,963 | ) | (13,319 | ) | (400,744 | ) | ) | ||||
| Income tax benefit/(expense) | 2,025 | 698 | (2,910 | ) | ) | ||||||
| Equity in income of affiliates | - | - | 2,223 | ||||||||
| Net loss | (72,938 | ) | (12,621 | ) | (401,431 | ) | ) | ||||
| Net loss attributable to noncontrolling interests | (9,511 | ) | (565 | ) | (35,957 | ) | ) | ||||
| Net (loss)/income attributable to redeemable noncontrolling interests | (1,848 | ) | (102 | ) | 123 | ||||||
| Net loss attributable to Tuniu Corporation | (61,579 | ) | (11,954 | ) | (365,597 | ) | ) | ||||
| Accretion on redeemable noncontrolling interests | (3,082 | ) | (1,518 | ) | (1,540 | ) | ) | ||||
| Net loss attributable to ordinary shareholders | (64,661 | ) | (13,472 | ) | (367,137 | ) | ) | ||||
| Net loss | (72,938 | ) | (12,621 | ) | (401,431 | ) | ) | ||||
| Other comprehensive income/(loss): | |||||||||||
| Foreign currency translation adjustment, net of nil tax | 1 | 12,276 | (4,939 | ) | ) | ||||||
| Comprehensive loss | (72,937 | ) | (345 | ) | (406,370 | ) | ) | ||||
| Net loss per ordinary share attributable to ordinary shareholders - basic and diluted | (0.17 | ) | (0.04 | ) | (0.99 | ) | ) | ||||
| Net loss per ADS - basic and diluted* | (0.51 | ) | (0.12 | ) | (2.97 | ) | ) | ||||
| Weighted average number of ordinary shares used in computing basic and diluted loss per share | 370,486,502 | 369,559,765 | 369,797,249 | ||||||||
| Share-based compensation expenses included are as follows: | |||||||||||
| Cost of revenues | 392 | 52 | 258 | ||||||||
| Research and product development | 2,173 | 2,065 | 839 | ||||||||
| Sales and marketing | 333 | 119 | 267 | ||||||||
| General and administrative | 8,901 | 13,294 | 5,500 | ||||||||
| Total | 11,799 | 15,530 | 6,864 |
All values are in US Dollars.
*Each ADS represents three of the Company's ordinary shares.
| Tuniu Corporation | ||||||||
|---|---|---|---|---|---|---|---|---|
| Unaudited Condensed Consolidated Statements of Comprehensive Loss | ||||||||
| (All amounts in thousands, except per share information) | ||||||||
| Year Ended | Year Ended | Year Ended | ||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| December 31, 2018 | December 31, 2019 | December 31, 2019 | ||||||
| RMB | RMB | US | ||||||
| Revenues | ||||||||
| Packaged tours | 1,830,630 | 1,886,822 | ||||||
| Others | 409,519 | 394,165 | ||||||
| Net revenues | 2,240,149 | 2,280,987 | ||||||
| Cost of revenues | (1,065,022 | ) | (1,200,012 | ) | ) | |||
| Gross profit | 1,175,127 | 1,080,975 | ||||||
| Operating expenses | ||||||||
| Research and product development | (315,222 | ) | (303,561 | ) | ) | |||
| Sales and marketing | (778,126 | ) | (923,273 | ) | ) | |||
| General and administrative | (487,372 | ) | (749,404 | ) | ) | |||
| Other operating income | 56,599 | 24,419 | ||||||
| Total operating expenses | (1,524,121 | ) | (1,951,819 | ) | ) | |||
| Loss from operations | (348,994 | ) | (870,844 | ) | ) | |||
| Other income/(expenses) | ||||||||
| Interest and investment income | 152,929 | 156,862 | ||||||
| Interest expense | (7,918 | ) | (34,052 | ) | ) | |||
| Foreign exchange (losses)/gains, net | (11,729 | ) | (1,131 | ) | ) | |||
| Other income, net | 16,494 | 18,509 | ||||||
| Loss before income tax expense | (199,218 | ) | (730,656 | ) | ) | |||
| Income tax expense | (153 | ) | (949 | ) | ) | |||
| Equity in income of affiliates | - | 2,223 | ||||||
| Net loss | (199,371 | ) | (729,382 | ) | ) | |||
| Net loss attributable to noncontrolling interests | (14,037 | ) | (35,797 | ) | ) | |||
| Net income attributable to redeemable noncontrolling interests | 178 | 980 | ||||||
| Net loss attributable to Tuniu Corporation | (185,512 | ) | (694,565 | ) | ) | |||
| Accretion on redeemable noncontrolling interests | (2,422 | ) | (4,634 | ) | ) | |||
| Net loss attributable to ordinary shareholders | (187,934 | ) | (699,199 | ) | ) | |||
| Net loss | (199,371 | ) | (729,382 | ) | ) | |||
| Other comprehensive income: | ||||||||
| Foreign currency translation adjustment, net of nil tax | 11,693 | 9,705 | ||||||
| Comprehensive loss | (187,678 | ) | (719,677 | ) | ) | |||
| Net loss per ordinary share attributable to ordinary shareholders - basic and diluted | (0.50 | ) | (1.89 | ) | ) | |||
| Net loss per ADS - basic and diluted* | (1.50 | ) | (5.67 | ) | ) | |||
| Weighted average number of ordinary shares used in computing basic and diluted loss per share | 377,744,381 | 369,472,880 | ||||||
| Share-based compensation expenses included are as follows: | ||||||||
| Cost of revenues | 1,483 | 4,006 | ||||||
| Research and product development | 9,124 | 12,057 | ||||||
| Sales and marketing | 1,305 | 3,321 | ||||||
| General and administrative | 56,826 | 42,352 | ||||||
| Total | 68,738 | 61,736 |
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 Ended December 31, 2019 | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| GAAP | Share-based | Amortization of acquired | Impairment of acquired | Non-GAAP | ||||||||
| Result | Compensation | intangible assets | intangible assets | Result | ||||||||
| Cost of revenues | (234,623 | ) | 258 | - | - | (234,365 | ) | |||||
| Research and product development | (79,038 | ) | 839 | 793 | - | (77,406 | ) | |||||
| Sales and marketing | (239,898 | ) | 267 | 34,649 | 32,014 | (172,968 | ) | |||||
| General and administrative | (341,487 | ) | 5,500 | 705 | - | (335,282 | ) | |||||
| Other operating income | 9,545 | - | - | - | 9,545 | |||||||
| Total operating expenses | (650,878 | ) | 6,606 | 36,147 | 32,014 | (576,111 | ) | |||||
| Loss from operations | (434,218 | ) | 6,864 | 36,147 | 32,014 | (359,193 | ) | |||||
| Net Loss | (401,431 | ) | 6,864 | 36,147 | 32,014 | (326,406 | ) | |||||
| Net loss attributable to ordinary shareholders | (367,137 | ) | 6,864 | 36,147 | 32,014 | (292,112 | ) | |||||
| Net loss per ordinary share attributable to ordinary shareholders - basic and diluted | (0.99 | ) | (0.79 | ) | ||||||||
| Net loss per ADS - basic and diluted | (2.97 | ) | (2.37 | ) | ||||||||
| Weighted average number of ordinary shares used in computing basic and diluted loss per share | 369,797,249 | 369,797,249 | ||||||||||
| Quarter Ended September 30, 2019 | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| GAAP | Share-based | Amortization of acquired | Impairment of acquired | Non-GAAP | ||||||||
| Result | Compensation | intangible assets | intangible assets | Result | ||||||||
| Cost of revenues | (472,040 | ) | 52 | - | - | (471,988 | ) | |||||
| Research and product development | (64,310 | ) | 2,065 | 513 | - | (61,732 | ) | |||||
| Sales and marketing | (239,973 | ) | 119 | 34,907 | - | (204,947 | ) | |||||
| General and administrative | (138,456 | ) | 13,294 | 705 | - | (124,457 | ) | |||||
| Other operating income | 5,406 | - | - | - | 5,406 | |||||||
| Total operating expenses | (437,333 | ) | 15,478 | 36,125 | - | (385,730 | ) | |||||
| Loss from operations | (56,856 | ) | 15,530 | 36,125 | - | (5,201 | ) | |||||
| Net (loss)/income | (12,621 | ) | 15,530 | 36,125 | - | 39,034 | ||||||
| Net (loss)/income attributable to ordinary shareholders | (13,472 | ) | 15,530 | 36,125 | - | 38,183 | ||||||
| Net (loss)/income per ordinary share | ||||||||||||
| -Basic | (0.04 | ) | 0.10 | |||||||||
| -Diluted | (0.04 | ) | 0.10 | |||||||||
| Net (loss)/income per ADS | ||||||||||||
| -Basic | (0.12 | ) | 0.30 | |||||||||
| -Diluted | (0.12 | ) | 0.30 | |||||||||
| Weighted average number of ordinary shares | ||||||||||||
| -Basic | 369,559,765 | 369,559,765 | ||||||||||
| -Diluted | 369,559,765 | 379,770,193 | ||||||||||
| Quarter Ended December 31, 2018 | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| GAAP | Share-based | Amortization of acquired | Impairment of acquired | Non-GAAP | ||||||||
| Result | Compensation | intangible assets | intangible assets | Result | ||||||||
| Cost of revenues | (201,018 | ) | 392 | - | - | (200,626 | ) | |||||
| Research and product development | (75,854 | ) | 2,173 | 589 | - | (73,092 | ) | |||||
| Sales and marketing | (209,094 | ) | 333 | 34,163 | - | (174,598 | ) | |||||
| General and administrative | (120,510 | ) | 8,901 | 781 | - | (110,828 | ) | |||||
| Other operating income | 32,130 | - | - | - | 32,130 | |||||||
| Total operating expenses | (373,328 | ) | 11,407 | 35,533 | - | (326,388 | ) | |||||
| Loss from operations | (103,111 | ) | 11,799 | 35,533 | - | (55,779 | ) | |||||
| Net loss | (72,938 | ) | 11,799 | 35,533 | - | (25,606 | ) | |||||
| Net loss attributable to ordinary shareholders | (64,661 | ) | 11,799 | 35,533 | - | (17,329 | ) | |||||
| Net loss per ordinary share attributable to ordinary shareholders - basic and diluted | (0.17 | ) | (0.05 | ) | ||||||||
| Net loss per ADS - basic and diluted | (0.51 | ) | (0.15 | ) | ||||||||
| Weighted average number of ordinary shares used in computing basic and diluted loss per share | 370,486,502 | 370,486,502 |
*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.
| Reconciliations of GAAP and Non-GAAP Results | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (All amounts in thousands, except per share information) | ||||||||||||
| Year Ended December 31, 2019 | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| GAAP | Share-based | Amortization of acquired | Impairment of acquired | Non-GAAP | ||||||||
| Result | Compensation | intangible assets | intangible assets | Result | ||||||||
| Cost of revenues | (1,200,012 | ) | 4,006 | - | - | (1,196,006 | ) | |||||
| Research and product development | (303,561 | ) | 12,057 | 2,332 | - | (289,172 | ) | |||||
| Sales and marketing | (923,273 | ) | 3,321 | 137,882 | 32,014 | (750,056 | ) | |||||
| General and administrative | (749,404 | ) | 42,352 | 2,816 | - | (704,236 | ) | |||||
| Other operating income | 24,419 | - | - | - | 24,419 | |||||||
| Total operating expenses | (1,951,819 | ) | 57,730 | 143,030 | 32,014 | (1,719,045 | ) | |||||
| Loss from operations | (870,844 | ) | 61,736 | 143,030 | 32,014 | (634,064 | ) | |||||
| Net loss | (729,382 | ) | 61,736 | 143,030 | 32,014 | (492,602 | ) | |||||
| Net loss attributable to ordinary shareholders | (699,199 | ) | 61,736 | 143,030 | 32,014 | (462,419 | ) | |||||
| Net loss per ordinary share attributable to ordinary shareholders - basic and diluted | (1.89 | ) | (1.25 | ) | ||||||||
| Net loss per ADS - basic and diluted | (5.67 | ) | (3.75 | ) | ||||||||
| Weighted average number of ordinary shares used in computing basic and diluted loss per share | 369,472,880 | 369,472,880 | ||||||||||
| Year Ended December 31, 2018 | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| GAAP | Share-based | Amortization of acquired | Impairment of acquired | Non-GAAP | ||||||||
| Result | Compensation | intangible assets | intangible assets | Result | ||||||||
| Cost of revenues | (1,065,022 | ) | 1,483 | - | - | (1,063,539 | ) | |||||
| Research and product development | (315,222 | ) | 9,124 | 1,786 | - | (304,312 | ) | |||||
| Sales and marketing | (778,126 | ) | 1,305 | 136,652 | - | (640,169 | ) | |||||
| General and administrative | (487,372 | ) | 56,826 | 3,124 | - | (427,422 | ) | |||||
| Other operating income | 56,599 | - | - | - | 56,599 | |||||||
| Total operating expenses | (1,524,121 | ) | 67,255 | 141,562 | - | (1,315,304 | ) | |||||
| Loss from operations | (348,994 | ) | 68,738 | 141,562 | - | (138,694 | ) | |||||
| Net (loss)/income | (199,371 | ) | 68,738 | 141,562 | - | 10,929 | ||||||
| Net (loss)/income attributable to ordinary shareholders | (187,934 | ) | 68,738 | 141,562 | - | 22,366 | ||||||
| Net (loss)/income per ordinary share attributable to ordinary shareholders(RMB) | ||||||||||||
| -Basic | (0.50 | ) | 0.06 | |||||||||
| -Diluted | (0.50 | ) | 0.06 | |||||||||
| Net (loss)/income per ADS(RMB) | ||||||||||||
| -Basic | (1.50 | ) | 0.18 | |||||||||
| -Diluted | (1.50 | ) | 0.18 | |||||||||
| Weighted average number of ordinary shares used in computing basic (loss)/income per share | 377,744,381 | 377,744,381 | ||||||||||
| Weighted average number of ordinary shares used in computing diluted (loss)/income per share | 377,744,381 | 386,061,224 |
*Basic net income/(loss) per share is calculated by dividing net income/(loss) attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the periods. Diluted net income/(loss) per share is calculated by dividing net income/(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.