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 December 2019

 

Commission File Number: 001-39117

 


 

36Kr Holdings Inc.

(Exact Name of Registrant as Specified in Its Charter)

 


 

5-6/F, Tower A1, Junhao Central Park Plaza
 
No. 10 South Chaoyang Park Avenue

 
Chaoyang District, Beijing, People’s Republic of China, 100026

 
+86 10 5825-4106

(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  o

 

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):  o

 

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):  o

 

 

 


 

SIGNATURE

 

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.

 

 

36Kr Holdings Inc.

 

 

 

 

 

Date:

December 10, 2019

 

By:

/s/ Jihong Liang

 

 

Name:

Jihong Liang

 

 

Title:

Director and Chief Financial Officer

 

2


 

EXHIBIT INDEX

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release

 

3


Exhibit 99.1

 

36Kr Holdings Inc. Reports Third Quarter of 2019 Unaudited Financial Results

 

BEIJING, December 10, 2019 / GLOBE NEWSWIRE / — 36Kr Holdings Inc. (“36Kr” or the “Company” or “We”) (NASDAQ: KRKR), a prominent brand and a pioneering platform dedicated to serving New Economy participants in China, today announced its unaudited financial results for the third quarter ended September 30, 2019.

 

Third Quarter 2019 Operational and Financial Highlights

 

·                      Average monthly page views (“PV”) for the twelve-month period ended September 30, 2019 was 389.5 million, compared to 145.6 million for the twelve-month period ended September 30, 2018.

·                      Total revenues increased by 59.1% to RMB130.9 million (US$18.3 million) in the third quarter of 2019, from RMB82.3 million in the same period of 2018.

·                      Online advertising services revenues increased by 4.6% to RMB54.1 million (US$7.6 million) in the third quarter of 2019, from RMB51.7 million in the same period of 2018.

·                      Enterprise value-added services revenues increased by 202.8% to RMB64.0 million (US$9.0 million) in the third quarter of 2019, from RMB21.1 million in the same period of 2018.

·                      Subscription services revenues increased by 36.2% to RMB12.9 million (US$1.8 million) in the third quarter of 2019, from RMB9.4 million in the same period of 2018.

·                      Gross profit increased by 23.3% to RMB55.1 million (US$7.7 million) in the third quarter of 2019, from RMB44.7 million in the same period of 2018.

·                      Net loss was RMB12.4 million (US$1.7 million) in the third quarter of 2019, compared to net income of RMB9.8 million in the same period of 2018. Non-GAAP adjusted net income1 increased by 22.0% to RMB13.4 million (US$1.9 million) in the third quarter of 2019, from RMB11.0 million in the same period of 2018.

 

First Nine Months 2019 Operational and Financial Highlights

 

·                      Total revenues increased by 115.1% to RMB332.8 million (US$46.6 million) in the first nine months of 2019, from RMB154.7 million in the same period of 2018.

·                      Online advertising services revenues increased by 30.1% to RMB133.6 million (US$18.7 million) in the first nine months of 2019, from RMB102.7 million in the same period of 2018.

·                      Enterprise value-added services revenues increased by 337.4% to RMB165.0 million (US$23.1 million) in the first nine months of 2019, from RMB37.7 million in the same period of 2018.

·                      Subscription services revenues increased by 139.0% to RMB34.2 million (US$4.8 million) in the first nine months of 2019, from RMB14.3 million in the same period of 2018.

·                      Gross profit increased by 72.1% to RMB118.8 million (US$16.6 million) in the first nine months of 2019, from RMB69.1 million in the same period of 2018.

 


1         Non-GAAP adjusted net income represents net income excluding share-based compensation.

 

1


 

Selected Operating Data

 

 

 

For the Nine Months Ended
September 30,

 

 

 

2018

 

2019

 

Online advertising services

 

 

 

 

 

Number of online advertising services end customers

 

224

 

329

 

Average revenue per online advertising services end customer (RMB’000)2

 

458.3

 

406.0

 

 

 

 

 

 

 

Enterprise value-added services

 

 

 

 

 

Number of enterprise value-added services end customers

 

119

 

241

 

Average revenue per enterprise value-added services end customer (RMB’000)3

 

317.1

 

684.8

 

 

 

 

 

 

 

Subscription services

 

 

 

 

 

Number of individual subscribers

 

39,657

 

14,052

 

Average revenue per individual subscriber (RMB)4

 

152.3

 

1,377.1

 

 

 

 

 

 

 

Number of institutional investor subscribers

 

103

 

127

 

Average revenue per institutional investor subscriber (RMB’000)5

 

80.3

 

101.3

 

 

 

 

 

 

 

Number of enterprise subscribers

 

 

262

 

Average revenue per enterprise subscriber (RMB’000)6

 

 

7.5

 

 

Mr. Dagang Feng, co-chairman and chief executive officer of 36Kr, commented, “We delivered solid performance in the third quarter of 2019. Our average monthly PV for the twelve-month period ended September 30, 2019 was 389.5 million, representing a rapid year-over-year increase of 167.5%. This impressive PV growth was driven by our attractive and extensive New Economy-focused content distributed through a variety of channels, and reflected our expanding user base and ever-growing influence in the New Economy community.

 

“Along with significant traffic growth, our value proposition is resonating with customers as we achieved total revenues of RMB130.9 million for the third quarter of 2019, up 59.1% as compared to the same period in 2018. Of special note, our revenue from enterprise value-added services and subscription services grew 202.8% and 36.2%, respectively, as compared to the same period in 2018. The rapid growth of these two business segments and their greater contribution to our topline demonstrate the successful execution of our strategy to evolve ourselves into a service-focused enabler for New Economy participants. Going forward, we will remain focused on solidifying our advantages in high-quality content creation and distribution both domestically and globally, while proactively expanding our service offerings to strengthen our monetization capabilities. We believe, with the strong growth of the New Economy, there is great market potential for our comprehensive services to our customers and vibrant community. We are dedicated to being their partner of choice and empowering them to achieve more business success,” Mr. Feng concluded.

 


2         Equals revenues generated from online advertising services for a period divided by the number of online advertising services end customers in the same period.

3         Equals revenues generated from enterprise value-added services for a period divided by the number of enterprise value-added services end customers in the same period.

4         Equals revenues generated from individual subscription services for a period divided by the number of individual subscribers in the same period.

5         Equals revenues generated from institutional investor subscription services for a period divided by the number of institutional investor subscribers in the same period.

6         Equals revenues generated from enterprise subscription services for a period divided by the number of enterprise subscribers in the same period.

 

2


 

Ms. Jihong Liang, director and chief financial officer of 36Kr, stated, “In the third quarter of 2019, we achieved robust topline results underpinned by our strong growth of enterprise value-added services as we provided tailored and diverse services to our customers. We are also pleased to yield positive Non-GAAP EBITDA and Non-GAAP net income for the quarter, showcasing our improving profitability coupled with encouraging business growth. To better position ourselves in driving key growth initiatives in the coming quarters, we made an upfront investment in additional headcount during the third quarter. As such, we expect headcount to remain stable for the remainder of 2019. Although the investment in headcount resulted in a relatively higher level of expenses, we believe it is necessary for us to be well prepared for grasping the market opportunities in the peak season ahead. Together with our unwavering efforts in technology enhancement, we are ready to embrace the growth of the New Economy with our customers.”

 

Third Quarter 2019 Financial Results

 

Total revenues were RMB130.9 million (US$18.3 million) in the third quarter of 2019, compared to RMB82.3 million in the same period of 2018.

 

·                      Online advertising services revenues increased by 4.6% to RMB54.1 million (US$7.6 million) in the third quarter of 2019, from RMB51.7 million in the same period of 2018. The increase was mainly attributable to an increased number of end customers.

 

·                      Enterprise value-added services revenues increased by 202.8% to RMB64.0 million (US$9.0 million) in the third quarter of 2019, from RMB21.1 million in the same period of 2018. The increase was primarily attributable to the increase of integrated marketing service revenues and business consulting services revenues.

 

·                      Subscription services revenues increased by 36.2% to RMB12.9 million (US$1.8 million) in the third quarter of 2019, from RMB9.4 million in the same period of 2018. This increase was primarily attributable to the increase of individual subscription services revenues in the third quarter of 2019.

 

Cost of revenues increased by 101.7% to RMB75.8 million (US$10.6 million) in the third quarter of 2019, from RMB37.6 million in the same period of 2018. This increase was generally in line with the growth of the Company’s business. Site fee and execution fee of enterprise value-added services and offline training were the main contributors to the increase in cost of revenues.

 

Gross profit increased by 23.3% to RMB55.1 million (US$7.7 million) from RMB44.7 million in the same period of 2018.

 

Operating expenses were RMB77.9 million (US$10.9 million) in the third quarter of 2019, compared to RMB32.6 million in the same period of 2018. The increase was mainly due to increases in general and administrative expenses and sales and marketing expenses in the third quarter of 2019.

 

·                      Sales and marketing expenses increased by 69.0% to RMB31.8 million (US$4.4 million) in the third quarter of 2019, compared to RMB18.8 million in the same period of 2018. The increase was primarily attributable to an increase in payroll-related expenses in relation to hiring new sales and marketing staff and rental expenses in relation to office expansion.

 

·                      General and administrative expenses increased by 473.8% to RMB37.4 million (US$5.2 million) in the third quarter of 2019, compared to RMB6.5 million in the same period of 2018. The increase was primarily attributable to an increase in payroll-related expenses in relation to hiring new general and administrative staff and also an increase in share-based compensation expenses resulted from the newly granted share option in the third quarter of 2019.

 

3


 

·                      Research and development expenses increased by 20.1% to RMB8.7 million (US$1.2 million) in the third quarter of 2019, compared to RMB7.2 million in the same period of 2018. The increase was primarily attributable to an increase in payroll-related expenses in relation to hiring more research and development staff.

 

Share-based compensation expenses recognized in cost of revenues, sales and marketing expenses, research and development expenses and general and administrative expenses in total were RMB25.8 million (US$3.6 million) in the third quarter of 2019 and RMB1.2 million in the same period of 2018.

 

Other income increased by 476.1% to RMB12.8 million (US$1.8 million) in the third quarter of 2019, from RMB2.2 million in the same period of 2018. The increase was primarily attributable to the realized disposal gain associated with the overseas business investment in the third quarter of 2019.

 

Income tax expenses decreased by 47.8% to RMB2.4 million (US$0.3 million) in the third quarter of 2019, compared to RMB4.6 million in the same period of 2018. The decrease was primarily contributable to the change of profitability of certain subsidiaries.

 

Net loss was RMB12.4 million (US$1.7 million) in the third quarter of 2019, compared to net income of RMB9.8 million in the same period of 2018. Non-GAAP adjusted net income7 increased by 22.0% to RMB13.4 million (US$1.9 million) in the third quarter of 2019, from RMB11.0 million in the same period of 2018.

 

Net loss attributable to 36Kr Holdings Inc.’s ordinary shareholders was RMB635.6 million (US$88.9 million), compared to RMB28.5 million in the same period of 2018. The increase was primarily contributed to an increase of accretion of the convertible redeemable preferred shares and the effect of re-designation of shares.

 

Basic and diluted net loss per share were both RMB2.535 (US$0.355) in the third quarter of 2019, compared to RMB0.097 in the same period of 2018.

 

Certain Balance Sheet Items

 

As of September 30, 2019, the Company had cash and cash equivalents and short-term investments of RMB267.3 million (US$37.4 million), compared to RMB194.4 million as of December 31, 2018.

 

First Nine Months 2019 Financial Results

 

Total revenues were RMB332.8 million (US$46.6 million) in the first nine months of 2019, compared to RMB154.7 million in the same period of 2018.

 

·                      Online advertising services revenues increased by 30.1% to RMB133.6 million (US$18.7 million) in the first nine months of 2019, from RMB102.7 million in the same period of 2018. The increase was mainly attributable to an increased number of end customers.

 

·                      Enterprise value-added services revenues increased by 337.4% to RMB165.0 million (US$23.1 million) in the first nine months of 2019, from RMB37.7 million in the same period of 2018. The increase was primarily attributable to the increase of integrated marketing service revenues and business consulting services revenues.

 

·                      Subscription services revenues increased by 139.0% to RMB34.2 million (US$4.8 million) in the first nine months of 2019, from RMB14.3 million in the same period of 2018. This increase was primarily attributable to the increase of individual subscription services revenues associated with the increased offline trainings held in the first nine months of 2019.

 


7         Non-GAAP adjusted net income represents net income excluding share-based compensation.

 

4


 

Cost of revenues increased by 149.8% to RMB214.0 million (US$29.9 million) in the first nine months of 2019, from RMB85.6 million in the same period of 2018. This increase was primarily attributable to the increase of site fee and execution fee of enterprise value-added services, offline trainings and advertisement production costs.

 

Gross profit increased by 72.1% to RMB118.8 million (US$16.6 million) in the first nine months of 2019, from RMB69.1 million in the same period of 2018.

 

Operating expenses were RMB191.5 million (US$26.8 million) in the first nine months of 2019, compared to RMB71.3 million in the same period of 2018. The increase was mainly due to increases in general and administrative expenses and sales and marketing expenses.

 

·                      Sales and marketing expenses increased by 88.7% to RMB81.6 million (US$11.4 million) in the first nine months of 2019, compared to RMB43.3 million in the same period of 2018. The increase was primarily attributable to an increase in payroll-related expenses in relation to hiring new sales and marketing staff.

 

·                      General and administrative expenses increased by 482.3% to RMB84.3 million (US$11.8 million) in the first nine months of 2019, compared to RMB14.5 million in the same period of 2018. The increase was primarily attributable to an increase in payroll-related expenses in relation to hiring new general and administrative staff and also an increase in share-based compensation expenses resulted from the re-designation of ordinary shares into the convertible redeemable preferred shares and the newly granted share option in the first nine months of 2019.

 

·                      Research and development expenses increased by 88.9% to RMB25.6 million (US$3.6 million) in the first nine months of 2019, compared to RMB13.6 million in the same period of 2018. The increase was primarily attributable to an increase in payroll-related expenses in relation to hiring more research and development staff.

 

Share-based compensation expenses recognized in cost of revenues, sales and marketing expenses, research and development expenses and general and administrative expenses in total were RMB54.9 million (US$7.7 million) in the first nine months of 2019 and RMB3.9 million in the same period of 2018.

 

Other income increased by 188.5% to RMB15.1 million (US$2.1 million) in the first nine months of 2019 from RMB5.2 million in the same period of 2018. The increase was primarily attributable to realized disposal gain associated with the overseas business investment in the third quarter of 2019.

 

Income tax expenses decreased by 82.0% to RMB0.3 million (US$39.0 thousand) in the first nine months 2019, compared to RMB1.5 million in the same period of 2018. The decrease was primarily contributable to the change of profitability of certain subsidiaries.

 

Net loss was RMB57.9 million (US$8.1 million) in the first nine months of 2019, compared to a net income of RMB1.5 million in the same period of 2018. Non-GAAP adjusted net loss was RMB3.0 million (US$0.4 million) in the first nine months of 2019, compared to a Non-GAAP adjusted net income of RMB5.4 million in the same period of 2018.

 

Net loss attributable to 36Kr Holdings Inc.’s ordinary shareholders was RMB949.1 million (US$132.8 million), compared to RMB49.7 million in the same period of 2018. The increase was mainly due to the accretion increase associated with the convertible redeemable preferred shares and the effect of re-designation of shares.

 

Basic and diluted net loss per share were both RMB3.239 (US$0.453) in the first nine months of 2019, compared to RMB0.170 in the same period of 2018.

 

5


 

Recent developments

 

Overseas business investment

 

On September 25, 2019, the Company entered into an investment agreement with Lotus Walk Inc.(“Lotus”), pursuant to which Lotus agreed to subscribe 51% of the equity interest of the Company’s overseas business, to jointly explore business opportunities in overseas markets. Upon completion of the subscription of shares, the Company invested US$6.0 million cash in October 2019 and Lotus agreed to invest digital resources to support the overseas business development. As a result, the Company deconsolidated the overseas business on September 25, 2019 and the remaining equity interest held in the overseas business is measured as an equity method investment.

 

Conference Call

 

The Company’s management will host an earnings conference call at 8:00 AM U.S. Eastern Time on December 10, 2019 (9:00 PM Beijing/Hong Kong Time on December 10, 2019).

 

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

 

United States:

+1-866-519-4004

International:

+65-6713-5090

Hong Kong, China:

800-906-601

Mainland China:

400-620-8038

Conference ID:

9808228

 

Participants should dial-in approximately 5 minutes before the scheduled start time and ask to be connected to the call for “36Kr Holdings Inc.”

 

Additionally, a live and archived webcast of the conference call will be available on the Company’s investor relations website at http://ir.36kr.com.

 

A replay of the conference call will be accessible approximately two hours after the conclusion of the live call until December 17, 2019, by dialing the following telephone numbers:

 

United States:

+1-855-452-5696

International:

+61-2-8199-0299

Hong Kong, China:

800-963-117

Mainland China:

400-632-2162

Replay Access Code:

9808228

 

About 36Kr Holdings Inc.

 

36Kr Holdings Inc. is a prominent brand and a pioneering platform dedicated to serving New Economy participants in China with the mission of empowering New Economy participants to achieve more. The Company started its business with high-quality New Economy-focused content offerings, covering a variety of industries in China’s New Economy with diverse distribution channels. Leveraging traffic brought by high-quality content, the Company has expanded its offerings to business services, including online advertising services, enterprise value-added services and subscription services to address the evolving needs of New Economy companies and upgrading needs of traditional companies. The Company is supported by comprehensive database and strong data analytics capabilities. Through diverse service offerings and the significant brand influence, the Company is well-positioned to continuously capture the high growth potentials of China’s New Economy.

 

6


 

Use of Non-GAAP Financial Measures

 

In evaluating its business, the Company considers and uses two non-GAAP measures, adjusted net income/(loss) and adjusted EBITDA, as supplemental measures to review and assess its operating performance. The presentation of these two non-GAAP financial measures 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. The Company presents these non-GAAP financial measures because they are used by the Company’s management to evaluate its operating performance and formulate business plans. The Company also believes that the use of these non-GAAP measures facilitates investors’ assessment of its operating performance.

 

These non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. These non-GAAP financial measures have limitations as analytical tools. One of the key limitations of using these non-GAAP financial measures is that they do not reflect all items of income and expense that affect our operations. Further, these non-GAAP measures may differ from the non-GAAP information used by other companies, including peer companies, and therefore their comparability may be limited.

 

The Company compensates for these limitations by reconciling these non-GAAP financial measures to the nearest U.S. GAAP performance measure, all of which should be considered when evaluating the Company performance. The Company encourages investors to review its financial information in its entirety and not rely on a single financial measure.

 

Adjusted net income/(loss) represents net income/(loss) excluding share-based compensation.

 

Adjusted EBITDA represents adjusted net income/(loss) before interest income, interest expenses, income tax expense/(credit), depreciation of property and equipment and amortization of intangible assets.

 

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.

 

Exchange Rate Information

 

This announcement contains translations of certain RMB amounts into U.S. dollars at a specified rate solely for the convenience of the reader. Unless otherwise noted, all translations from Renminbi to U.S. dollars and from U.S. dollars to Renminbi are made at a rate of RMB7.1477 to US$1.00, the exchange rate set forth in the H.10 statistical release of the Federal Reserve Board on of September 30, 2019.

 

Safe Harbor Statement

 

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of 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. Statements that are not historical facts, including statements about the Company’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: the Company’s goal and strategies; the Company’s future business development, results of operations and financial condition; relevant government policies and regulations relating to our business and industry; the Company’s expectations regarding the use of proceeds from this offering; the Company’s expectations regarding demand for, and market acceptance of, its services; the Company’s ability to maintain and enhance its brand; the Company’s ability to provide high-quality content in a timely manner to attract and retain users; the Company’s ability to retain and hire quality in-house writers and editors; the Company’s ability to maintain cooperation with third-party professional content providers; the Company’s ability to maintain relationship with third-party platforms; general economic and business condition in China; and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in the Company’s filings with the SEC. All information provided in this press release and in the attachments is as of the date of this press release, and the Company undertakes no obligation to update any forward-looking statement, except as required under applicable law.

 

7


 

For investor and media inquiries, please contact:

 

In China:

 

36Kr Holdings Inc.

Investor Relations

Tel: +86 (10) 5825-4188

E-mail: ir@36kr.com

 

The Piacente Group, Inc.

Xi Zhang

Tel: +86 (10) 6508-0677

E-mail: 36Kr@tpg-ir.com

 

In the United States:

 

The Piacente Group, Inc.

Brandi Piacente

Tel: +1-212-481-2050

E-mail: 36Kr@tpg-ir.com

 

8


 

36Kr Holdings Inc.

 

Unaudited Condensed Consolidated Balance Sheets

 

 

 

December 31,
2018

 

September 30,
2019

 

September 30,
2019

 

 

 

RMB’000

 

RMB’000

 

US$’000

 

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

 

48,968

 

207,567

 

29,040

 

Short-term investments

 

145,451

 

59,724

 

8,356

 

Accounts receivable, net

 

182,269

 

320,906

 

44,896

 

Receivables due from related parties

 

11,018

 

19,563

 

2,737

 

Prepayments and other current assets

 

11,686

 

35,240

 

4,930

 

Total current assets

 

399,392

 

643,000

 

89,959

 

Non-current assets:

 

 

 

 

 

 

 

Property and equipment, net

 

15,472

 

16,049

 

2,245

 

Intangible assets, net

 

255

 

367

 

51

 

Equity method investments

 

 

42,441

 

5,938

 

Deferred tax assets

 

306

 

1,623

 

227

 

Total non-current assets

 

16,033

 

60,480

 

8,461

 

Total assets

 

415,425

 

703,480

 

98,420

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Accounts payable

 

20,270

 

63,668

 

8,907

 

Salary and welfare payables

 

36,160

 

36,623

 

5,124

 

Taxes payable

 

16,917

 

9,163

 

1,282

 

Deferred revenue

 

4,227

 

13,812

 

1,932

 

Amounts due to related parties

 

1,979

 

43,411

 

6,073

 

Accrued liabilities and other payables

 

5,152

 

44,427

 

6,216

 

Total current liabilities

 

84,705

 

211,104

 

29,534

 

Total liabilities

 

84,705

 

211,104

 

29,534

 

 

 

 

 

 

 

 

 

Mezzanine equity

 

 

 

 

 

 

 

Series A-1 convertible redeemable preferred shares

 

681

 

41,804

 

5,849

 

Series A-2 convertible redeemable preferred shares

 

13,500

 

77,494

 

10,842

 

Series B-1 convertible redeemable preferred shares

 

388,145

 

934,138

 

130,691

 

Series B-2 convertible redeemable preferred shares

 

45,000

 

61,923

 

8,663

 

Series B-3 convertible redeemable preferred shares

 

48,016

 

237,100

 

33,172

 

Series B-4 convertible redeemable preferred shares

 

36,000

 

89,035

 

12,456

 

Series C-1 convertible redeemable preferred shares

 

277,259

 

297,746

 

41,656

 

Series C-2 convertible redeemable preferred shares

 

 

36,977

 

5,173

 

Series D convertible redeemable preferred shares

 

 

169,923

 

23,773

 

Redeemable non-controlling interests

 

7,731

 

 

 

Total mezzanine equity

 

816,332

 

1,946,140

 

272,275

 

 

 

 

 

 

 

 

 

Shareholders’ deficit

 

 

 

 

 

 

 

Ordinary shares

 

184

 

147

 

21

 

Treasury stock

 

 

(2,333

)

(327

)

Accumulated deficit

 

(486,027

)

(1,456,999

)

(203,842

)

Accumulated other comprehensive income/(loss)

 

231

 

147

 

21

 

Total 36Kr Holdings Inc.’s shareholders’ (deficit)/equity

 

(485,612

)

(1,459,038

)

(204,127

)

Non-controlling interests

 

 

5,274

 

738

 

Total shareholders’ deficit

 

(485,612

)

(1,453,764

)

(203,389

)

Total liabilities, mezzanine equity and shareholders’ deficit

 

415,425

 

703,480

 

98,420

 

 

9


 

36Kr Holdings Inc.

 

Unaudited Condensed Consolidated Statements of Comprehensive Income/(Loss)

 

 

 

For the Three Months Ended September 30,

 

For the Nine Months Ended September 30,

 

 

 

2018

 

2019

 

2019

 

2018

 

2019

 

2019

 

 

 

RMB’000

 

RMB’000

 

US$’000

 

RMB’000

 

RMB’000

 

US$’000

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

Online advertising services

 

51,705

 

54,082

 

7,567

 

102,665

 

133,559

 

18,685

 

Enterprise value-added services

 

21,128

 

63,974

 

8,950

 

37,736

 

165,046

 

23,091

 

Subscription services

 

9,449

 

12,867

 

1,800

 

14,309

 

34,192

 

4,784

 

Total revenues

 

82,282

 

130,923

 

18,317

 

154,710

 

332,797

 

46,560

 

Cost of revenues

 

(37,605

)

(75,837

)

(10,610

)

(85,647

)

(213,957

)

(29,934

)

Gross profit

 

44,677

 

55,086

 

7,707

 

69,063

 

118,840

 

16,626

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales and marketing expenses

 

(18,794

)

(31,756

)

(4,443

)

(43,256

)

(81,636

)

(11,421

)

General and administrative expenses

 

(6,521

)

(37,416

)

(5,235

)

(14,470

)

(84,265

)

(11,789

)

Research and development expenses

 

(7,241

)

(8,695

)

(1,216

)

(13,576

)

(25,643

)

(3,588

)

Total operating expenses

 

(32,556

)

(77,867

)

(10,894

)

(71,302

)

(191,544

)

(26,798

)

Income/(Loss) from operations

 

12,121

 

(22,781

)

(3,187

)

(2,239

)

(72,704

)

(10,172

)

Other income/(expenses):

 

 

 

 

 

 

 

 

 

 

 

 

 

Share of loss from equity method investments

 

(741

)

 

 

(2,794

)

 

 

Gain on disposal of a subsidiary

 

 

11,454

 

1,602

 

 

11,454

 

1,602

 

Short-term investment income

 

2,459

 

880

 

123

 

7,477

 

3,261

 

456

 

Others, net

 

503

 

462

 

65

 

556

 

399

 

57

 

Income/(Loss) before income tax

 

14,342

 

(9,985

)

(1,397

)

3,000

 

(57,590

)

(8,057

)

Income tax expenses

 

(4,561

)

(2,383

)

(333

)

(1,532

)

(276

)

(39

)

Net income/(loss)

 

9,781

 

(12,368

)

(1,730

)

1,468

 

(57,866

)

(8,096

)

Accretion on redeemable non-controlling interests to redemption value

 

(350

)

(1,477

)

(207

)

(688

)

(1,808

)

(252

)

Accretion of convertible redeemable preferred shares to redemption value

 

(37,967

)

(276,012

)

(38,615

)

(50,518

)

(517,023

)

(72,334

)

Re-designation of Series A-1 into Series B-3 convertible redeemable preferred shares

 

 

 

 

 

(26,787

)

(3,748

)

Re-designation of ordinary shares into Series A-1, A-2, B-1, B-2, B-3, and issuance of Series A-1, A-2, B-1, B-2, B-3 preferred shares without consideration

 

 

(309,984

)

(43,368

)

 

(309,984

)

(43,368

)

Re-designation of ordinary shares into Series C-2

 

 

(36,977

)

(5,173

)

 

(36,977

)

(5,173

)

Net loss attributable to non-controlling interests

 

 

1,215

 

169

 

 

1,351

 

188

 

Net loss attributable to 36Kr Holdings Inc.’s ordinary shareholders

 

(28,536

)

(635,603

)

(88,924

)

(49,738

)

(949,094

)

(132,783

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income/(loss)

 

9,781

 

(12,368

)

(1,730

)

1,468

 

(57,866

)

(8,096

)

Other comprehensive income/(loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign currency translation adjustments

 

201

 

(82

)

(12

)

265

 

(85

)

(12

)

Total other comprehensive income/(loss)

 

201

 

(82

)

(12

)

265

 

(85

)

(12

)

Total comprehensive income/(loss)

 

9,982

 

(12,450

)

(1,742

)

1,733

 

(57,951

)

(8,108

)

Accretion on redeemable non-controlling interests to redemption value

 

(350

)

(1,477

)

(207

)

(688

)

(1,808

)

(252

)

Accretion of convertible redeemable preferred shares to redemption value

 

(37,967

)

(276,012

)

(38,615

)

(50,518

)

(517,023

)

(72,334

)

Re-designation of Series A-1 into Series B-3 convertible redeemable preferred shares

 

 

 

 

 

(26,787

)

(3,748

)

Re-designation of ordinary shares into Series A-1, A-2, B-1, B-2, B-3, and issuance of Series A-1, A-2, B-1, B-2, B-3 preferred shares without consideration

 

 

(309,984

)

(43,368

)

 

(309,984

)

(43,368

)

Re-designation of ordinary shares into Series C-2

 

 

(36,977

)

(5,173

)

 

(36,977

)

(5,173

)

Net loss attributable to non-controlling interests

 

 

1,215

 

169

 

 

1,351

 

188

 

Comprehensive loss attributable to 36Kr Holding Inc.’s ordinary shareholders

 

(28,335

)

(635,685

)

(88,936

)

(49,473

)

(949,179

)

(132,795

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss per share attributable to 36Kr Holding Inc.’s shareholders

 

 

 

 

 

 

 

 

 

 

 

 

 

-Basic

 

(0.097

)

(2.535

)

(0.355

)

(0.170

)

(3.239

)

(0.453

)

-Diluted

 

(0.097

)

(2.535

)

(0.355

)

(0.170

)

(3.239

)

(0.453

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of shares

 

 

 

 

 

 

 

 

 

 

 

 

 

-Basic

 

293,613,084

 

250,756,678

 

250,756,678

 

292,148,436

 

281,664,251

 

281,664,251

 

-Diluted

 

293,613,084

 

250,756,678

 

250,756,678

 

292,148,436

 

281,664,251

 

281,664,251

 

 

10


 

36Kr Holdings Inc.

 

Unaudited Reconciliations of GAAP and Non-GAAP Results

 

 

 

For the Three Months Ended September 30,

 

For the Nine Months Ended September 30,

 

 

 

2018

 

2019

 

2019

 

2018

 

2019

 

2019

 

 

 

RMB’000

 

RMB’000

 

US$’000

 

RMB’000

 

RMB’000

 

US$’000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income/(loss)

 

9,781

 

(12,368

)

(1,730

)

1,468

 

(57,866

)

(8,096

)

Share-based compensation expenses

 

1,186

 

25,750

 

3,603

 

3,920

 

54,858

 

7,675

 

Non-GAAP adjusted net income/(loss)

 

10,967

 

13,382

 

1,873

 

5,388

 

(3,008

)

(421

)

Interest expense, net

 

18

 

101

 

14

 

7

 

147

 

21

 

Income tax expense

 

4,561

 

2,383

 

333

 

1,532

 

276

 

39

 

Depreciation and amortization expenses

 

300

 

900

 

126

 

788

 

2,815

 

393

 

Non-GAAP adjusted EBITDA

 

15,846

 

16,766

 

2,346

 

7,715

 

230

 

32

 

 

11