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6-K

X Financial (XYF)

6-K 2024-08-21 For: 2024-08-21
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Added on April 06, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATEISSUER PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the Month of August 2024

Commission File Number: 001-38652

X Financial

(Exact name of registrant as specified in its charter)

7-8F, Block A, Aerospace Scienceand Technology Plaza

No. 168, Haide Third Avenue, Nanshan District

Shenzhen, 518067, the People’s Republic of China

+86-755-86282977

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover 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 ST Rule 101(b)(1): Not Applicable

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation ST Rule 101(b)(7): Not Applicable




EXHIBITINDEX

Exhibit Description
99.1 Press Release titled “X Financial Reports Second Quarter 2024 Unaudited 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 hereunto duly authorized.

X<br> Financial
By: /s/ Yue (Justin) Tang
Name: Yue (Justin) Tang
Title: Chairman and Chief Executive Officer

Date: August 21, 2024

Exhibit 99.1

X Financial ReportsSecond Quarter 2024 Unaudited Financial Results

SHENZHEN,China, August 21, 2024 /PRNewswire/ -- X Financial (NYSE: XYF) (the “Company” or “we”), a leading online personal finance company in China, today announced its unaudited financial results for the second quarter ended June 30, 2024.

Second Quarter2024 Operational Highlights

Three Months Ended Three Months Ended Three Months Ended
June 30, 2023 March 31, 2024 June 30, 2024 QoQ YoY
Total loan amount facilitated and originated (RMB in million) 25,874 21,505 22,749 5.8 % (12.1 %)
Number of active borrowers 1,474,930 1,369,410 1,642,605 19.9 % 11.4 %
· The<br> total loan amount facilitated and originated^1^in the second quarter of 2024 was RMB22,749 million, compared with RMB25,874<br> million in the same period of 2023.
--- ---
· Total<br> number of active borrowers^2^was 1,642,605 in the second quarter of 2024, compared with 1,474,930 in the<br> same period of 2023.
--- ---
As of June 30, 2023 As of March 31, 2024 As of June 30, 2024
--- --- --- --- --- --- ---
Total outstanding loan balance (RMB in million) 45,071 43,812 41,804
Delinquency rates for all outstanding loans that are past due for 31-60 days 0.96% 1.61% 1.29%
Delinquency rates for all outstanding loans that are past due for 91-180 days 2.50% 4.37% 4.38%
· The<br> total outstanding loan balance^3^as of June 30, 2024 was RMB41,804 million, compared with RMB45,071 million<br> as of June 30, 2023.
--- ---
· The<br> delinquency rate for all outstanding loans that are past due for 31-60 days^4^as of June 30, 2024 was 1.29%, compared with 0.96% as of June 30,<br> 2023.
--- ---
· The<br> delinquency rate for all outstanding loans that are past due for 91-180 days^5^as of June 30, 2024 was 4.38%, compared with 2.50% as of June 30,<br> 2023.
--- ---

^1^Represents the total amount of loans that the Company facilitated and originated during the relevant period.

^2^Represents borrowers who made at least one transaction on the Company’s platform during the relevant period.

^3^Represents the total amount of loans outstanding for loans that the Company facilitated and originated at the end of the relevant period. Loans that are delinquent for more than 60 days are excluded in the outstanding loan balance, except for Xiaoying Housing Loans. As Xiaoying Housing Loans is a secured loan product and the Company is entitled to payment by exercising its rights to the collateral, the Company does not exclude Xiaoying Housing Loans delinquent for more than 60 days in the outstanding loan balance.

^4^Represents the balance of the outstanding principal and accrued outstanding interest for Xiaoying Credit Loans that were 31 to 60 days past due as a percentage of the total balance of outstanding principal and accrued outstanding interest for Xiaoying Credit Loans that the Company facilitated and originated as of a specific date. Xiaoying Credit Loans that are delinquent for more than 60 days are excluded when calculating the denominator. Starting from the first quarter of 2021, substantially all of the loans facilitated and provided by the Company have been Xiaoying Credit Loans.

^5^To make the delinquency rate by balance comparable to the peers, the Company also defines the delinquency rate as the balance of the outstanding principal and accrued outstanding interest for Xiaoying Credit Loans that were 91 to 180 days past due as a percentage of the total balance of outstanding principal and accrued outstanding interest for the Xiaoying Credit Loans that the Company facilitated and originated as of a specific date. Xiaoying Credit Loans that are delinquent for more than 180 days are excluded when calculating the denominator.

**1 / 8**

Second Quarter2024 Financial Highlights

(In thousands, except for share and per share data) Three Months Ended <br> June 30, 2023 Three Months Ended <br> March 31, 2024 Three Months Ended<br> June 30, 2024 QoQ YoY
RMB RMB RMB
Total net revenue 1,220,422 1,207,974 1,372,588 13.6 % 12.5 %
Total operating costs and expenses (775,293 ) (831,433 ) (909,535 ) 9.4 % 17.3 %
Income from operations 445,129 376,541 463,053 23.0 % 4.0 %
Net income 366,292 363,139 415,303 14.4 % 13.4 %
Non-GAAP adjusted net income 364,885 322,205 374,661 16.3 % 2.7 %
Net income per ADS—basic 7.62 7.44 8.46 13.7 % 11.0 %
Net income per ADS—diluted 7.50 7.32 8.28 13.1 % 10.4 %
Non-GAAP adjusted net income per ADS—basic 7.62 6.60 7.62 15.5 % 0.0 %
Non-GAAP adjusted net income per ADS—diluted 7.44 6.54 7.50 14.7 % 0.8 %
· Total<br> net revenue in the second quarter of 2024 was RMB1,372.6 million (US$188.9 million), representing<br> an increase of 12.5% from RMB1,220.4 million in the same period of 2023.
--- ---
· Income<br> from operations in the second quarter of 2024 was RMB463.1 million (US$63.7 million), compared<br> with RMB445.1 million in the same period of 2023.
--- ---
· Net<br> income in the second quarter of 2024 was RMB415.3 million (US$57.1 million), compared with<br> RMB366.3 million in the same period of 2023.
--- ---
· Non-GAAP^6^adjusted net income in the second quarter of 2024 was RMB374.7 million (US$51.6<br> million), compared with RMB364.9 million in the same period of 2023.
--- ---
· Net<br> income per basic and diluted American depositary share (“ADS”) ^7^in the second quarter of 2024 was RMB8.46 (US$1.16) and RMB8.28 (US$1.14), compared<br> with RMB7.62 and RMB7.50, respectively, in the same period of 2023.
--- ---
· Non-GAAP<br> adjusted net income per basic and adjusted diluted ADS in the second quarter of 2024 was<br> RMB7.62 (US$1.05) and RMB7.50 (US$1.03), compared with RMB7.62 and RMB7.44, respectively,<br> in the same period of 2023.
--- ---

Mr. Kent Li, President of the Company, commented, “We are very pleased to report another solid quarter as we made further progress in improving our profitability. Our proactive management of loan volumes based on asset quality dynamics continued to bear fruit in the second quarter. As a result, while loan volume declined year-on-year, our net income for the quarter grew significantly and reached a record high.”

“The total loan amount facilitated and originated decreased by 12% year-on-year but increased 6% sequentially to RMB23 billion. Our total outstanding loan balance was RMB42 billion at the end of June 2024. Delinquency rates for outstanding loans past due for 31-60 days and 91-180 days were 1.29% and 4.38%, respectively, at the end of the quarter, compared to 1.61% and 4.37% a quarter ago and 0.96% and 2.50% a year ago. As we have seen an improvement in our asset quality, we have decided to ease our strict controls on loan volumes, and we expect our loan volumes to gradually recover on a year-on-year basis in the second half of the year. Meanwhile, we will continue to strengthen and refine our risk management system to improve asset quality. Our focus remains on sustainable profitability, and we employ flexible tactics to adapt to evolving market conditions to achieve this and, as always, to increase shareholder value.”

^6^The Company uses in this press release the following non-GAAP financial measures: (i) adjusted net income (loss), (ii) adjusted net income (loss) per basic ADS, (iii) adjusted net income (loss) per diluted ADS, (iv) adjusted net income per basic share, and (v) adjusted net income per diluted share, each of which excludes share-based compensation expense, impairment losses on financial investments, income (loss) from financial investments and impairment losses on long-term investments. For more information on non-GAAP financial measure, please see the section of “Use of Non-GAAP Financial Measures Statement” and the table captioned “Unaudited Reconciliations of GAAP and Non-GAAP Results” set forth at the end of this press release.

^7^Each American depositary share (“ADS”) represents six Class A ordinary shares.

**2 / 8**

Mr. Frank Fuya Zheng, Chief Financial Officer of the Company, added, “We delivered strong financial results this quarter. Total net revenue was RMB1.4 billion, up 12.5% year-on-year and 14% sequentially. We continued to focus on cost control and improved asset quality and, as a result, our net income grew 13% year-on-year and 14% sequentially to RMB415 million, a record high in our history. In May 2024, we announced a new US$20 million share repurchase program. In June 2024, we initiated a tender offer to purchase 2 million ADSs, which was completed in July 2024. We are pleased to have executed this ADS buyback, which provided liquidity to shareholders seeking an exit at a premium price and, at the same time, increased remaining shareholders’ stakes in the Company. We are committed to profitable growth while exploring various avenues to further increase returns for our shareholders.”

Second Quarter 2024 Financial Results

Totalnet revenue in the second quarter of 2024 increased by 12.5% to RMB1,372.6 million (US$188.9 million) from RMB1,220.4 million in the same period of 2023, primarily due to growth in various disaggregated revenue items compared with the same period of 2023. Please refer to the analysis of disaggregation of revenue below.

Three Months Ended June 30,
(In thousands, except for share and per share data) 2023 2024 YoY
RMB % of Revenue RMB % of Revenue
Loan facilitation service 715,503 58.6 % 732,249 53.3 % 2.3 %
Post-origination service 140,317 11.5 % 154,669 11.3 % 10.2 %
Financing income 274,639 22.5 % 351,012 25.6 % 27.8 %
Guarantee income - 0.0 % 45,564 3.3 % 100.0 %
Other revenue 89,963 7.4 % 89,094 6.5 % (1.0 )%
Total net revenue 1,220,422 100.0 % 1,372,588 100.0 % 12.5 %

Loanfacilitation service fees in the second quarter of 2024 increased by 2.3% to RMB732.2 million (US$100.8 million) from RMB715.5 million in the same period of 2023, primarily due to a decrease in the expected prepayment rates this quarter compared with the same period of 2023.

Post-originationservice fees in the second quarter of 2024 increased by 10.2% to RMB154.7 million (US$21.3 million) from RMB140.3 million in the same period of 2023, primarily due to the cumulative effect of increased volume of loans facilitated in the previous quarters. Revenues from post-origination services are recognized on a straight-line basis over the term of the underlying loans as the services are being provided.

Financingincome in the second quarter of 2024 increased by 27.8% to RMB351.0 million (US$48.3 million) from RMB274.6 million in the same period of 2023, due to an increase in average loan balances held by the Company compared with the same period of 2023.

Guaranteeincome in the second quarter of 2024 was RMB45.6 million (US$6.3 million),  due to an increase in guarantee income arising from financing guarantee business operated by a subsidiary which holds the financing guarantee license and commenced the financing guarantee business in second half of 2023.

Other**revenue in the second quarter of 2024 decreased by 1.0% to RMB89.1 million (US$12.3 million), compared with RMB90.0 million in the same period of 2023.

Originationand servicing expenses in the second quarter of 2024 increased by 19.1% to RMB415.1 million (US$57.1 million) from RMB348.6 million in the same period of 2023, primarily due to the increase in collection expenses resulting from the cumulative effect of increased volume of loans facilitated and provided in the previous quarters compared with the same period of 2023.

**3 / 8**

Borroweracquisitions and marketing expenses in the second quarter of 2024 decreased by 2.6% to RMB323.6 million (US$44.5 million) from RMB332.1 million in the same period of 2023.

Provisionfor loans receivable in the second quarter of 2024 was RMB95.9 million (US$13.2 million), compared with RMB55.4 million in the same period of 2023, primarily due to an increase in loans receivable held by the Company as a result of the cumulative effect of increased volume of loans facilitated and provided in the previous quarters compared with the same period of 2023.

Provisionfor contingent guarantee liabilities in the second quarter of 2024 was RMB21.4 million (US$2.9 million), due to an increase in the guarantee liability arising from financing guarantee business operated by a subsidiary which holds the financing guarantee license and commenced the financing guarantee business in second half of 2023.

Income****from operations in the second quarter of 2024 was RMB463.1 million (US$63.7 million), compared with RMB445.1 million in the same period of 2023.

Incomebefore income taxes and gain from equity in affiliates in the second quarter of 2024 was RMB504.0 million (US$69.4 million), compared with RMB443.9 million in the same period of 2023.

Incometax expense in the second quarter of 2024 was RMB89.6 million (US$12.3 million), compared with RMB87.0 million in the same period of 2023.

Netincome in the second quarter of 2024 was RMB415.3 million (US$57.1 million), compared with RMB366.3 million in the same period of 2023.

Non-GAAPadjusted net income in the second quarter of 2024 was RMB374.7 million (US$51.6 million), compared with RMB364.9 million in the same period of 2023.

Netincome per basic and diluted ADS in the second quarter of 2024 was RMB8.46 (US$1.16), and RMB8.28 (US$1.14), compared with RMB7.62 and RMB7.50, respectively, in the same period of 2023.

Non-GAAPadjusted net income per basic and diluted ADS in the second quarter of 2024 was RMB7.62 (US$1.05), and RMB7.50 (US$1.03), compared with RMB7.62 and RMB7.44 respectively, in the same period of 2023.

Cashand cash equivalents was RMB1,612.2 million (US$221.8 million) as of June 30, 2024, compared with RMB1,413.1 million as of March 31, 2024.

**4 / 8**

Recent Development

Share RepurchasePlan

On May 30, 2024, the Company announced that its board of directors authorized a new US$20 million share repurchase program, effective through November 30, 2025. On June 5, 2024, the Company announced that it had commenced a tender offer under the share repurchase program to purchase up to 2 million ADSs at a price of $4.52 per ADS. On July 15, 2024, the Company announced the results of the tender offer. A total of 2,026,640 ADSs were validly tendered and not withdrawn. The total repurchase amount of the tender offer was approximately US$9.2 million. Following the completion of the tender offer, the Company has about US$10.8 million left for potential repurchases under its new US$20 million plan. Additionally, approximately US$5.5 million remains under our US$30 million plan which is effective until the end of September 2024.

Declarationof Semi-Annual Dividend

In March 2024, the Company approved a semi-annual dividend policy. Pursuant to the semi-annual dividend policy, the Board today approved the declaration and payment of a semi-annual dividend of US$0.17 per ADS (approximately US$0.028 per ordinary share) for the first half of 2024. The holders of the Company’s ordinary shares shown on the Company’s record at the close of trading on September 4, 2024 (U.S. Eastern Daylight Time) will be entitled to the semi-annual dividend. These shareholders, including the Bank of New York Mellon, the depositary of our ADS program (the “Depositary”), will receive the payments of dividends on or about September 27, 2024. Dividends to the Company’s ADS holders will be paid by the Depositary on or after September 27, 2024, and the precise timing of receipt will vary based on the processing efficiency of the respective holding brokerage.

Business Outlook

The Company expects the total loan amount facilitated and originated for the third quarter of 2024 to be between RMB26.0 billion and RMB27.5 billion.

This forecast reflects the Company’s current and preliminary views, which are subject to changes.

Conference Call

X Financial’s management team will host an earnings conference call at 7:00 AM U.S. Eastern Time on August 22, 2024 (7:00 PM Beijing / Hong Kong Time on August 22, 2024).

Dial-in details for the earnings conference call are as follows:

United<br> States: 1-888-346-8982
Hong<br> Kong: 852-301-84992
Mainland<br> China: 4001-201203
International: 1-412-902-4272
Passcode: X<br> Financial

Please dial in ten minutes before the call is scheduled to begin and provide the passcode to join the call.

**5 / 8**

A replay of the conference call may be accessed by phone at the following numbers until August 29, 2024:

United<br> States: 1-877-344-7529
International: 1-412-317-0088
Passcode: 3590885

Additionally, a live and archived webcast of the conference call will be available at http://ir.xiaoyinggroup.com.

About X Financial

X Financial (NYSE: XYF) (the "Company") is a leading online personal finance company in China. The Company is committed to connecting borrowers on its platform with its institutional funding partners. With its proprietary big data-driven technology, the Company has established strategic partnerships with financial institutions across multiple areas of its business operations, enabling it to facilitate and originate loans to prime borrowers under a risk assessment and control system.

For more information, please visit: http://ir.xiaoyinggroup.com.

Use of Non-GAAP Financial MeasuresStatement

In evaluating our business, we consider and use non-GAAP measures as supplemental measures to review and assess our operating performance. We present the non-GAAP financial measures because they are used by our management to evaluate our operating performance and formulate business plans. We believe that the use of the non-GAAP financial measures facilitates investors’ assessment of our operating performance and help investors to identify underlying trends in our business that could otherwise be distorted by the effect of certain income or expenses that we include in income (loss) from operations and net income (loss). We also believe that the non-GAAP measures provide useful information about our core operating results, enhance the overall understanding of our past performance and future prospects and allow for greater visibility with respect to key metrics used by our management in its financial and operational decision-making.

We use in this press release the following non-GAAP financial measures: (i) adjusted net income (loss), (ii) adjusted net income (loss) per basic ADS, (iii) adjusted net income (loss) per diluted ADS, (iv) adjusted net income per basic share, and (v) adjusted net income per diluted share, each of which excludes share-based compensation expense, impairment losses on financial investments, income (loss) from financial investments and impairment losses on long-term investments. These non-GAAP financial measures have limitations as analytical tools, and when assessing our operating performance, investors should not consider them in isolation, or as a substitute for the financial information prepared and presented in accordance with U.S. GAAP.

We mitigate these limitations by reconciling the non-GAAP financial measures to the most directly comparable U.S. GAAP financial measures, which should be considered when evaluating our performance. We encourage you to review our 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.

**6 / 8**

Exchange RateInformation

This announcement contains translations of certain RMB amounts into U.S. dollars at specified rates solely for the convenience of the reader. Unless otherwise noted, all translations from RMB to U.S. dollars are made at a rate of RMB 7.2672 to US$1.00, the exchange rate set forth in the H.10 statistical release of the Board of Governors of the Federal Reserve System as of June 28, 2024.

Disclaimer

Safe HarborStatement

This announcement contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. These statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates," "potential," "continue," "ongoing," "targets," "guidance" and similar statements. The Company may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the "SEC"), 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 the Company’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 not limited to the followings: the Company’s goals and strategies; its future business development, financial condition and results of operations; the expected growth of the credit industry, and marketplace lending in particular, in China; the demand for and market acceptance of its marketplace’s products and services; its ability to attract and retain borrowers and investors on its marketplace; its relationships with its strategic cooperation partners; competition in its industry; and relevant government policies and regulations relating to the corporate structure, business and industry. Further information regarding these and other risks, uncertainties or factors is included in the Company’s filings with the SEC. All information provided in this announcement is current as of the date of this announcement, and the Company does not undertake any obligation to update such information, except as required under applicable law.

Use of Projections

This announcement also contains certain financial forecasts (or guidance) with respect to the Company’s projected financial results. The Company’s independent auditors have not audited, reviewed, compiled or performed any procedures with respect to the projections or guidance for the purpose of their inclusion in this announcement, and accordingly, they did not express an opinion or provide any other form assurance with respect thereto for the purpose of this announcement. This guidance should not be relied upon as being necessarily indicative of future results. The assumptions and estimates underlying the prospective financial information are inherently uncertain and are subject to a wide variety of significant business, economic and competitive risks and uncertainties that could actual results to differ materially from those contained in the prospective financial information. Accordingly, there can be no assurance that the prospective results are indicative of the future performance of the Company, or that actual results will not diff materially from those set forth in the prospective financial information. Inclusion of the prospective financial information in this announcement should not be regarded as a representation by any person that the results contained in the prospective financial information will actually be achieved. You should review this information together with the Company’s historical information.

**7 / 8**

For more information, please contact:

X Financial

Mr. Frank Fuya Zheng

E-mail: [email protected]

Christensen IR

In China

Mr. Rene Vanguestaine

Phone: +86-178-1749 0483

E-mail: [email protected]

In US

Ms. Linda Bergkamp

Phone: +1-480-614-3004

Email: [email protected]

**8 / 8**
X Financial
Unaudited Condensed Consolidated Balance Sheets
(In thousands, except for share and per share data) As of December 31, 2023 As of June 30, 2024 As of June 30, 2024
RMB RMB
ASSETS
Cash and cash equivalents 1,195,352 1,612,200
Restricted cash, net 749,070 590,210
Accounts receivable and contract assets, net 1,659,588 1,510,866
Loans receivable from Xiaoying Credit Loans and other loans, net 4,947,833 5,080,810
Deposits to institutional cooperators, net 1,702,472 1,589,195
Prepaid expenses and other current assets, net 48,767 34,878
Deferred tax assets, net 135,958 192,391
Long-term investments 493,411 497,278
Property and equipment, net 8,642 10,423
Intangible assets, net 36,810 36,504
Loan receivable from Xiaoying Housing Loans, net 8,657 6,494
Financial investments 608,198 756,323
Other non-current assets 55,265 57,655
TOTAL ASSETS 11,650,023 11,975,227
LIABILITIES
Payable to investors and institutional funding partners at amortized cost 3,584,041 3,134,236
Guarantee liabilities 61,907 82,838
Deferred guarantee income 46,597 84,566
Short-term borrowings 565,000 474,500
Accrued payroll and welfare 86,771 58,757
Other tax payable 289,819 268,198
Income tax payable 446,500 472,584
Accrued expenses and other current liabilities 595,427 674,731
Dividend payable 59,226 -
Other non-current liabilities 37,571 35,359
Deferred tax liabilities 30,040 35,137
TOTAL LIABILITIES 5,802,899 5,320,906
Commitments and Contingencies
Equity:
Common shares 207 207
Treasury stock (111,520 ) (101,788 ) )
Additional paid-in capital 3,196,942 3,206,740
Retained earnings 2,692,018 3,469,948
Other comprehensive income 69,477 79,214
Total X Financial shareholders' equity 5,847,124 6,654,321
Non-controlling interests - -
TOTAL EQUITY 5,847,124 6,654,321
TOTAL LIABILITIES AND EQUITY 11,650,023 11,975,227

All values are in US Dollars.

X Financial
Unaudited Condensed Consolidated<br> Statements of Comprehensive Income
Three<br> Months Ended June 30, Six<br> Months Ended June 30,
(In<br> thousands, except for share and per share data) 2023 2024 2024 2023 2024 2024
RMB RMB RMB RMB
Net revenues
Loan facilitation<br> service 715,503 732,249 1,296,107 1,346,399
Post-origination service 140,317 154,669 261,590 307,411
Financing income 274,639 351,012 528,695 685,640
Guarantee income - 45,564 - 78,490
Other revenue 89,963 89,094 138,964 162,622
Total net revenue 1,220,422 1,372,588 2,225,356 2,580,562
Operating costs and expenses:
Origination<br> and servicing^1^ 348,604 415,071 720,088 841,618
Borrower<br> acquisitions and marketing^1^ 332,119 323,636 604,061 572,010
General<br> and administrative^1^ 36,566 39,073 74,633 77,547
Provision for accounts receivable<br> and contract assets 3,175 9,016 2,235 17,671
Provision for loans receivable 55,449 95,865 75,826 157,405
Provision for contingent guarantee<br> liabilities - 21,376 - 69,269
Change<br> in fair value of financial guarantee derivative^2^ (667 ) - (24,966 ) -
Fair<br> value adjustments related to Consolidated Trusts^2^ 247 - 800 -
(Reversal<br> of) provision for credit losses for deposits and other financial assets (200 ) 5,498 (234 ) 5,448
Total operating costs and<br> expenses 775,293 909,535 1,452,443 1,740,968
Income from operations 445,129 463,053 772,913 839,594
Interest expenses, net (8,457 ) (1,818 ) ) (10,455 ) (6,109 ) )
Foreign exchange loss (11,798 ) (7,807 ) ) (8,781 ) (8,231 ) )
Income from financial investments 12,093 51,276 2,579 101,522
Other income (loss), net 6,932 (657 ) ) 18,263 3,388
Income before income taxes<br> and gain from equity in affiliates 443,899 504,047 774,519 930,164
Income tax expense (87,043 ) (89,568 ) ) (139,607 ) (154,593 ) )
Gain from<br> equity in affiliates, net of tax 9,436 824 15,725 2,869
Net income 366,292 415,303 650,637 778,440
Less: net income attributable<br> to non-controlling interests - - - -
Net income attributable<br> to X Financial shareholders 366,292 415,303 650,637 778,440
Net income 366,292 415,303 650,637 778,440
Other comprehensive income,<br> net of tax of nil:
Gain from equity in affiliates 40 - 42 30
Income from financial investments - 2,294 - 4,519
Foreign<br> currency translation adjustments 27,186 3,970 19,925 5,188
Comprehensive income 393,518 421,567 670,604 788,177
Less: comprehensive<br> income attributable to non-controlling interests - - - -
Comprehensive<br> income attributable to X Financial shareholders 393,518 421,567 670,604 788,177
Net income per share—basic 1.27 1.41 2.26 2.65
Net income per share—diluted 1.25 1.38 2.21 2.60
Net income per ADS—basic 7.62 8.46 13.56 15.90
Net income per ADS—diluted 7.50 8.28 13.26 15.60
Weighted average number of ordinary shares outstanding—basic 287,607,857 293,914,248 287,955,066 294,224,447
Weighted average number of ordinary shares outstanding—diluted 293,863,323 300,458,575 294,078,329 299,681,672

All values are in US Dollars.

^1^Starting in the first quarter of 2024, management has concluded to separate expenses related to borrower acquisitions from origination and servicing expenses and indirect expenses of the borrower acquisitions from general and administrative expenses to a single line item as theses expenses become more and more significant and thus deemed to be useful to financial statement users. Furtherly, management has determined to embed the sales and marketing expenses, which is not considered as material, in other line item. In conclusion, management has decided to combine these two line items into one captioned borrower acquisitions and marketing expenses. Management has correspondingly conformed prior period presentation to current period presentation to enhance comparability. This change in presentation does not affect any subtotal line on the face of consolidated statements of comprehensive income.

Three Months Ended June 30, 2023
(In thousands,<br> except for share and per share data) before re-grouping after re-grouping Changes
RMB RMB RMB
Origination and servicing 669,720 348,604 (321,116 )
Borrower acquisitions and marketing expenses - 332,119 332,119
Sales and marketing 3,431 - (3,431 )
General and administrative 44,138 36,566 (7,572 )

^2^Starting in the first quarter of 2024, management has considered the facts that fair value change related to financial guarantee services and Consolidated Trusts are generated from ordinary course of businesses, and has concluded to reclass the amount to captions above total operating costs and expenses. Prior to the reclassification, management classified all amount of fair value changes to captions below total operating costs and expenses. This reclassification does not have impact on net income for any prior periods presented.

X Financial
Unaudited Reconciliations of GAAP and Non-GAAP Results
Three Months Ended June 30, Six Months Ended June 30,
(In thousands, except for share and per share data) 2023 2024 2024 2023 2024 2024
RMB RMB RMB RMB
GAAP net income 366,292 415,303 650,637 778,440
Less: Income (loss) from financial investments (net of tax of nil) 12,093 51,276 2,579 101,522
Less: Impairment losses on financial investments (net of tax of nil) - - - -
Less: Impairment losses on long-term investments (net of tax) - - - -
Add: Share-based compensation expenses (net of tax of nil) 10,686 10,634 23,351 19,946
Non-GAAP adjusted net income 364,885 374,661 671,409 696,864
Non-GAAP adjusted net income per share—basic 1.27 1.27 2.33 2.37
Non-GAAP adjusted net income per share—diluted 1.24 1.25 2.28 2.33
Non-GAAP adjusted net income per ADS—basic 7.62 7.62 13.98 14.22
Non-GAAP adjusted net income per ADS—diluted 7.44 7.50 13.68 13.98
Weighted average number of ordinary shares outstanding—basic 287,607,857 293,914,248 287,955,066 294,224,447
Weighted average number of ordinary shares outstanding—diluted 293,863,323 300,458,575 294,078,329 299,681,672

All values are in US Dollars.