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

OF THE SECURITIES EXCHANGE ACT OF 1934

November 2019

Commission File Number: 001-35158

 

PHOENIX NEW MEDIA LIMITED

 

Sinolight Plaza, Floor 16

No. 4 Qiyang Road

Wangjing, Chaoyang District, Beijing, 100102

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 Form 20-F or Form 40-F.

Form 20-F                 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):  

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes              No  

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A

 

 

 


TABLE OF CONTENTS

 

Exhibit 99.1 — Press release: Phoenix New Media Reports Third Quarter 2019 Unaudited Financial Results

 

2


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.

 

 

 

 

 

 

 

 

PHOENIX NEW MEDIA LIMITED

 

 

 

 

By:

 

/s/ Betty Yip Ho

 

 

Name:

 

Betty Yip Ho

 

 

Title:

 

Chief Financial Officer

 

Date: November 12, 2019

 

 

 

3

feng-ex991_8.htm

 

Exhibit 99.1

Phoenix New Media Reports Third Quarter 2019 Unaudited Financial Results

Live Conference Call to be Held at 8:00 PM U.S. Eastern Time on November 11, 2019

BEIJING, China, November 12, 2019 – Phoenix New Media Limited (NYSE: FENG) (“Phoenix New Media”, “ifeng” or the “Company”), a leading new media company in China, today announced its unaudited financial results for the third quarter ended September 30, 2019.

Mr. Shuang Liu, CEO of Phoenix New Media, commented, “Despite the continuing macroeconomic headwinds, we have been able to revitalize and sustain the growth of our businesses. Leveraging our continued professional journalism and by combining our seasoned editorial daily picks and AI-powered recommendation engine, we have improved our user acquisition, retention, and engagement rates. During the third quarter, we upgraded our iFeng app, expanded our proprietary content library, advanced our in-house production capability, and enhanced our vertical channels. As a result, we sharpened our competitive edge and cultivated our monetization potential. While we continue to optimize our cost structure, the first tranche of proceeds from the Yidian transaction has provided us with sufficient working capital to fuel our long-term growth engine. Looking ahead, we are confident that we have the right team, strategy, and knowhow to adapt to the changing market dynamics and thrive in the new media industry.”

Ms. Betty Ho, CFO of Phoenix New Media, further stated, “In the third quarter of 2019, our total revenues increased by 15.4% year-over-year, out of which, total net advertising revenues increased by 16.4% and total paid services revenues increased by 10.0% year-over-year, mainly driven by the consolidation of revenues from Tianbo and Tadu. As I pass the financial leadership role to our next CFO, Edward Lu, we are confident that as we continuing to optimize our product, to strengthen our content initiatives, and with the adequate working capital resources, we are well positioned for a renewed growth cycle.”

Third Quarter 2019 Financial Results

REVENUES

Total revenues for the third quarter of 2019 were RMB380.2 million (US$53.2 million), representing an increase of 15.4% from RMB329.3 million in the third quarter of 2018. The increase was caused by the addition of consolidated revenues of RMB40.3 million (US$5.6 million) in the third quarter of 2019 from Beijing Yitian Xindong Network Technology Co., Ltd. (“Yitian Xindong” or “Tadu”), which has been consolidated starting from December 28, 2018 and the consolidated revenues of RMB80.1 million (US$11.2 million) in the third quarter of 2019 from Beijing Fenghuang Tianbo Network Technology Co., Ltd. (“Tianbo”), which has been consolidated starting from April 1, 2019.

Net advertising revenues for the third quarter of 2019 were RMB327.6 million (US$45.8 million), representing an increase of 16.4% from RMB281.5 million in the third quarter of 2018. The increase was primarily attributable to the consolidation of advertising revenues from Tianbo and Tadu. The Company’s net advertising revenues from traditional business decreased by 16.2% due to the macroeconomic uncertainties and increased competitions.

1


 

Paid services revenues1 for the third quarter of 2019 were RMB52.6 million (US$7.4 million), which represented an increase of 10.0% from RMB47.8 million in the third quarter of 2018. Revenues from paid contents for the third quarter of 2019 increased by 39.5% to RMB39.2 million (US$5.5 million) from RMB28.1 million in the third quarter of 2018, primarily attributable to the consolidation of digital reading revenues from Tadu, which was partially offset by a decrease in the Company’s traditional digital reading business due to the regulatory tightening on digital reading sector in China. Revenues from games for the third quarter of 2019 were RMB2.5 million (US$0.3 million), which represented a decrease of 27.8% from RMB3.4 million in the third quarter of 2018. Revenues from MVAS for the third quarter of 2019 were RMB1.7 million (US$0.2 million), which represented a decrease of 84.7% from RMB10.8 million in the third quarter of 2018. Revenues from others for the third quarter of 2019 increased to RMB9.2 million (US$1.4 million) from RMB5.5 million in the third quarter of 2018, representing an increase of 68.6% year-over-year, which was mainly caused by the increase in revenues from E-commerce and online real estate related services.

COST OF REVENUES

Cost of revenues for the third quarter of 2019 was RMB194.3 million (US$27.2 million), representing an increase of 27.6% from RMB152.2 million in the third quarter of 2018. The increase in cost of revenues was mainly due to the following:

 

Content and operational costs for the third quarter of 2019 increased to RMB161.6 million (US$22.7 million) from RMB123.2 million in the third quarter of 2018, primarily attributable to the consolidation of content and operational costs of Tianbo and Tadu.

 

Revenue sharing fees to telecom operators and channel partners for the third quarter of 2019 increased to RMB17.4 million (US$2.4 million) from RMB14.3 million in the third quarter of 2018, primarily attributable to the increase in revenue sharing fees paid to content providers by Tadu.

 

Bandwidth costs for the third quarter of 2019 increased to RMB15.3 million (US$2.1 million) from RMB14.7 million in the third quarter of 2018.

 

Share-based compensation included in cost of revenues was RMB1.9 million (US$0.3 million) in the third quarter of 2019, as compared to RMB0.4 million the third quarter of 2018, primarily attributable to the restricted share units newly granted to some employees in 2019 under the restricted share unit scheme adopted in 2018 by Fread Limited, a subsidiary of the Company, and the options newly granted by the Company in July 2019.

GROSS PROFIT

Gross profit for the third quarter of 2019 increased to RMB186.0 million (US$26.0 million) from RMB177.1 million in the third quarter of 2018. Gross margin for the third quarter of 2019 decreased to 48.9% from 53.8% in the third quarter of 2018, mainly attributable to a decrease in gross margin of the Company’s traditional advertising business and the acquisition of Tadu, partially offset by the margin contribution from Tianbo.

To supplement the financial measures presented in accordance with the United States Generally Accepted Accounting Principles (“GAAP”), the Company has presented certain non-GAAP financial measures in this press release, which excludes the impact of certain reconciling items as stated in the “Use of Non-GAAP Financial Measures” section below. The related reconciliations to GAAP financial measures are presented in the accompanying “Reconciliations of Non-GAAP Results of Operation Measures to the Nearest Comparable GAAP Measures.”

Non-GAAP gross margin for the third quarter of 2019, which excluded share-based compensation, decreased to 49.4% from 53.9% in the third quarter of 2018.

 

1

Prior to 2019, paid services revenues comprised of (i) revenues from digital entertainment, which included MVAS and digital reading, and (ii) revenues from games and others, which included web-based games, mobile games, content sales, and other online and mobile paid services through the Company’s own platforms.
Beginning from January 1, 2019, paid services revenues have been re-classified and now comprised of (i) revenues from paid contents, which includes digital reading, audio books, paid videos, and other content-related sales activities, (ii) revenues from games, which includes web-based games and mobile games, (iii) revenues from MVAS, and (iv) revenues from others. For comparison purposes, the revenues from paid services for the quarters of 2018 have been retrospectively re-classified.

2


 

OPERATING EXPENSES OR GAINS AND LOSS FROM OPERATIONS

Total operating expenses for the third quarter of 2019 decreased by 15.8% to RMB196.7 million (US$27.5 million) from RMB233.7 million in the third quarter of 2018, primarily attributable to the gain of RMB62.1 million arising from the changes in fair value of financial assets-contingent returnable consideration and a decrease in bad debt provision primarily caused by the collection of previously fully-reserved receivables of RMB16.2 million in the third quarter of 2019, which was partially offset by the consolidation of operating expenses from Tianbo and Tadu. Share-based compensation included in operating expenses was RMB3.4 million (US$0.5 million) in the third quarter of 2019, as compared to RMB2.1 million in the third quarter of 2018, mainly caused by the options newly granted by the Company in July 2019.

Changes in fair value of financial assets-contingent returnable consideration for the third quarter of 2019 was a gain of RMB62.1 million (US$8.7 million), which represented the changes in fair value of the Company’s right to receive the contingent returnable consideration in relation to the acquisition of Tadu, subject to certain price adjustment mechanisms based on Tadu’s operating and financial performance in 2019 and 2020. The Company recorded the financial assets-contingent returnable consideration as prepayments and other current assets in the balance sheet. Based on Tadu’s estimated operating and financial performance in 2019, the Company adjusted the fair value of financial assets-contingent returnable consideration and recognized the changes in fair value in the consolidated statements of comprehensive income/(loss) in the third quarter of 2019.

Loss from operations for the third quarter of 2019 was RMB10.8 million (US$1.5 million), as compared to RMB56.6 million in the third quarter of 2018. Operating margin for the third quarter of 2019 was negative 2.8%, as compared to negative 17.2% in the third quarter of 2018.

Non-GAAP loss from operations for the third quarter of 2019, which excluded share-based compensation and changes in fair value of financial assets-contingent returnable consideration, was RMB67.6 million (US$9.5 million), as compared to RMB54.0 million in the third quarter of 2018. Non-GAAP operating margin for the third quarter of 2019, which excluded share-based compensation and changes in fair value of financial assets-contingent returnable consideration, was negative 17.8%, as compared to negative 16.4% in the third quarter of 2018.

OTHER INCOME OR LOSS

Other income or loss reflects interest income, interest expense, foreign currency exchange gain, income or loss from equity method investments, net of impairments, gain on disposal of convertible loans due from a related party and others, net2. Total net other income for the third quarter of 2019 was RMB19.6 million (US$2.7 million), as compared to RMB35.9 million in the third quarter of 2018.

 

Interest income for the third quarter of 2019 decreased to RMB8.1 million (US$1.1 million) from RMB12.3 million in the third quarter of 2018, primarily due to decrease in the loans granted to Particle, which were fully settled in the third quarter of 2018.

 

Interest expense for the third quarter of 2019 decreased to RMB0.3 million (US$0.04 million), from RMB3.1 million in the third quarter of 2018, which was primarily due to the decrease in outstanding short-term bank loans as the Company repaid all of the short-term bank loans in the second quarter of 2019.

 

Foreign currency exchange gain for the third quarter of 2019 was RMB6.1 million (US$0.9 million), which remained unchanged from the third quarter of 2018.

 

Income from equity method investments, net of impairments, for the third quarter of 2019 was nil, as compared to RMB4.2 million of income from equity method investments, net of impairments, in the third quarter of 2018.

 

Gain on disposal of convertible loans due from a related party for the third quarter of 2018 was RMB10.6 million, which was derived from the completion of the assignment to Long De Cheng Zhang Culture Communication (Tianjin) Co., Ltd. of the Company’s rights under a loan to Particle Inc. with a principal amount of US$14.8 million originally granted in August 2016 and with the assignment price of approximately US$17.0 million. No such gain was recorded in the third quarter of 2019.

 

Others, net decreased to RMB5.7 million (US$0.8 million) in the third quarter of 2019 from RMB5.8 million in the third quarter of 2018.

 

2

“Others, net” primarily consists of government subsidies and litigation loss provisions.

3


 

NET INCOME OR LOSS ATTRIBUTABLE TO PHOENIX NEW MEDIA LIMITED

Higher effective tax rate in the third quarter of 2019 was mainly attributable to larger taxable profits for the Company’s subsidiaries as compared to the third quarter of 2018 after considering the valuation allowance of deferred tax assets. Net income attributable to Phoenix New Media Limited for the third quarter of 2019 was RMB5.9 million (US$0.8 million), as compared to net loss attributable to Phoenix New Media Limited of RMB16.6 million in the third quarter of 2018. Net margin for the third quarter of 2019 was positive 1.6%, as compared to negative 5.0% in the third quarter of 2018. Net income per diluted ADS3 in the third quarter of 2019 was RMB0.08 (US$0.01), as compared to net loss per diluted ADS of RMB0.23 in the third quarter of 2018.

Non-GAAP net loss attributable to Phoenix New Media Limited for the third quarter of 2019, which excluded share-based compensation, income or loss from equity method investments, net of impairments, and changes in fair value of financial assets-contingent returnable consideration, was RMB50.8 million (US$7.1 million), as compared to RMB18.3 million in the third quarter of 2018. Non-GAAP net margin for the third quarter of 2019 was negative13.4%, as compared to negative 5.6%  in the third quarter of 2018. Non-GAAP net loss per diluted ADS in the third quarter of 2019 was RMB0.70 (US$0.10), as compared to RMB0.25 in the third quarter of 2018.

For the third quarter of 2019, the Company’s weighted average number of ADSs used in the computation of diluted net loss per ADS was 72,790,541. As of September 30, 2019, the Company had a total of 582,324,325, ordinary shares outstanding, or the equivalent of 72,790,541 ADSs.

CERTAIN BALANCE SHEET ITEMS

As of September 30, 2019, the Company's cash and cash equivalents, term deposits and short term investments and restricted cash were RMB2.06 billion (US$288.9 million), which included RMB18.4 million (US$2.6 million) from Tadu and RMB131.3 million (US$18.4 million) from Tianbo.

 

 

3

“ADS” means American Depositary Share of the Company. Each ADS represents eight Class A ordinary shares of the Company.

4


 

As previously announced by the Company, the Company entered into a share purchase agreement (the “SPA”) with Run Liang Tai and its designated entities (the “Proposed Buyers”) on March 22, 2019 and entered into a supplemental agreement (the “Supplemental Agreement”) to the SPA on July 23, 2019 for its proposed sale of 34% of the total outstanding shares of Particle Inc. (“Particle” or “Yidian”) (the “Proposed Transaction”). After the Company executed the Supplemental Agreement, two shareholders of Particle, Long De Cheng Zhang Culture Communication (Tianjin) Co., Ltd. and Long De Holdings (Hong Kong) Co., Limited (collectively, the “Long De Entities”) notified the Company that they intend to exercise their co-sale rights under the Shareholders Agreement with respect to 16 million shares of Particle for a total selling price of approximately RMB240 million while reserving their rights to co-sell more shares up to the maximum amount allowed under the Shareholders Agreement or fewer shares if they can find other buyers for their shares. The Company is in dispute with the Long De Entities as to whether the co-sale rights were duly exercised and is still discussing with the Long De Entities for an amicable resolution. If the Long De Entities are able to validly exercise their co-sale rights, the Company may have to reduce the Particle shares that it can sell in the Proposed Transaction if it decides to proceed with the transaction, and the proceeds to the Company from the transaction will be reduced accordingly. Alternatively, the Company may decide to terminate the Supplemental Agreement and reverse all transactions occurred under the Supplemental Agreement. In such case, the Company may have to resume its dispute with the Proposed Buyers under the original SPA. Notwithstanding the dispute, shareholders of the Company’s parent company, Phoenix Media Investment (Holdings) Limited (HK: 2008), a company listed on The Stock Exchange of Hong Kong ("Phoenix TV") approved the Supplemental Agreement on October 22, 2019, and pursuant to the Supplemental Agreement, the Proposed Buyers paid the Company a further cash deposit of US$50 million in October 2019. The Company has transferred 94,802,752 preferred shares of Particle (the “First Batch of Delivered Shares”) to the Proposed Buyers, corresponding to US$200 million of purchase price received before August 10, 2019. There can be no assurance that the Company’s disputes with the Long De Entities, or with the Proposed Buyers under the original SPA will be resolved in the Company’s favor. There can be no assurance that the Proposed Transaction with respect to the remaining preferred shares to be delivered will ever be closed. The fair value of available-for-sale debt investments in Particle of the Company increased from RMB2,271.1 million as of June 30, 2019 to RMB3,153.2 million (US$441.1 million) as of September 30, 2019, mainly caused  by the adjustments to the assumptions used in valuation for the available-for-sale debt investments in the third quarter of 2019 as the Company transferred the First Batch of Delivered Shares to the Proposed Buyers .

Business Outlook

For the fourth quarter of 2019, the Company expects its total revenues to be between RMB431.2 million and RMB451.2 million; net advertising revenues are expected to be between RMB370.9 million and RMB385.9 million; and paid services revenues are expected to be between RMB60.3 million and RMB65.3 million.

All of the above forecasts reflect the Company’s current and preliminary view on the market and operational conditions, which are subject to change.

Conference Call Information

The Company will hold a conference call at 8:00 p.m. U.S. Eastern Time on November 11, 2019, (November 12, 2019 at 9:00 a.m. Beijing/Hong Kong time) to discuss its third quarter 2019 unaudited financial results and operating performance.

To participate in the call, please use the dial-in numbers and conference ID below:

5


 

International: 

+65 67135090

Mainland China: 

4006208038

Hong Kong:

+852 30186771

United States:

+1 8456750437

United Kingdom:

+44 2036214779

Australia:

+61 290833212

Conference ID:

1968979

A replay of the call will be available through November 18, 2019, by using the dial-in numbers and conference ID below:

International:

+61 2 8199 0299

Mainland China: 

4006322162

Hong Kong:

+852 30512780

United States: 

+1 6462543697

Conference ID:

1968979

A live and archived webcast of the conference call will also be available at the Company’s investor relations website at http://ir.ifeng.com.

Use of Non-GAAP Financial Measures

To supplement the consolidated financial statements presented in accordance with the United States Generally Accepted Accounting Principles (“GAAP”), Phoenix New Media Limited uses non-GAAP gross profit, non-GAAP gross margin, non-GAAP income or loss from operations, non-GAAP operating margin, non-GAAP net income or loss attributable to Phoenix New Media Limited, non-GAAP net margin and non-GAAP net income or loss per diluted ADS, each of which is a non-GAAP financial measure. Non-GAAP gross profit is gross profit excluding share-based compensation. Non-GAAP gross margin is non-GAAP gross profit divided by total revenues. Non-GAAP income or loss from operations is income or loss from operations excluding share-based compensation and changes in fair value of financial assets-contingent returnable consideration. Non-GAAP operating margin is non-GAAP income or loss from operations divided by total revenues. Non-GAAP net income or loss attributable to Phoenix New Media Limited is net income or loss attributable to Phoenix New Media Limited excluding share-based compensation, income or loss from equity method investments, net of impairments, and changes in fair value of financial assets-contingent returnable consideration. Non-GAAP net margin is non-GAAP net income or loss attributable to Phoenix New Media Limited divided by total revenues. Non-GAAP net income or loss per diluted ADS is non-GAAP net income or loss attributable to Phoenix New Media Limited divided by weighted average number of diluted ADSs. The Company believes that separate analysis and exclusion of the aforementioned non-GAAP to GAAP reconciling items add clarity to the constituent parts of its performance. The Company reviews these non-GAAP financial measures together with the related GAAP financial measures to obtain a better understanding of its operating performance. It uses these non-GAAP financial measures for planning, forecasting and measuring results against the forecast. The Company believes that using these non-GAAP financial measures to evaluate its business allows both management and investors to assess the Company’s performance against its competitors and ultimately monitor its capacity to generate returns for investors. The Company also believes that these non-GAAP financial measures are useful supplemental information for investors and analysts to assess its operating performance without the effect of items like share-based compensation, income or loss from equity method investments, net of impairments, and changes in fair value of financial assets-contingent returnable consideration, which have been and will continue to be significant and recurring in its business. However, the use of these non-GAAP financial measures has material limitations as an analytical tool. One of the limitations of using these non-GAAP financial measures is that they do not include all items that impact the Company’s gross profit, income or loss from operations and net income or loss attributable to Phoenix New Media Limited for the period. In addition, because these non-GAAP financial measures are not calculated in the same manner by all companies, they may not be comparable to other similarly titled measures used by other companies. In light of the foregoing limitations, you should not consider these non-GAAP financial measures in isolation from, or as an alternative to, the financial measures prepared in accordance with GAAP.

6


 

Exchange Rate

This announcement contains translations of certain RMB amounts into U.S. dollars (“USD”) at specified rates solely for the convenience of the reader. Unless otherwise stated, all translations from RMB to USD were made at the rate of RMB7.1477 to US$1.00, the noon buying rate in effect on September 30, 2019, in the H.10 statistical release of the Federal Reserve Board. The Company makes no representation that the RMB or USD amounts referred could be converted into USD or RMB, as the case may be, at any particular rate or at all. For analytical presentation, all percentages are calculated using the numbers presented in the financial statements contained in this earnings release.

About Phoenix New Media Limited

Phoenix New Media Limited (NYSE: FENG) is a leading new media company providing premium content on an integrated Internet platform, including PC and mobile, in China. Having originated from a leading global Chinese language TV network based in Hong Kong, Phoenix TV, the Company enables consumers to access professional news and other quality information and share user-generated content on the Internet through their PCs and mobile devices. Phoenix New Media's platform includes its PC channel, consisting of ifeng.com website, which comprises interest-based verticals and interactive services; its mobile channel, consisting of mobile news applications, mobile video application, digital reading applications and mobile Internet website; and its operations with the telecom operators that provides mobile value-added services.

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” and similar statements. Among other things, the business outlook and quotations from management in this announcement, as well as Phoenix New Media’s strategic and operational plans, contain forward−looking statements. Phoenix New Media may also make written or oral forward−looking statements in its periodic reports to the U.S. Securities and Exchange Commission (“SEC”) on Forms 20−F and 6−K, 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. Statements that are not historical facts, including statements about Phoenix New Media’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 goals and strategies; the Company’s future business development, financial condition and results of operations; the expected growth of online and mobile advertising, online video and mobile paid services markets in China; the Company’s reliance on online and mobile advertising and MVAS for a majority of its total revenues; the Company’s expectations regarding demand for and market acceptance of its services; the Company’s expectations regarding maintaining and strengthening its relationships with advertisers, partners and customers; the Company’s investment plans and strategies, fluctuations in the Company’s quarterly operating results; the Company’s plans to enhance its user experience, infrastructure and services offerings; the Company’s reliance on mobile operators in China to provide most of its MVAS; changes by mobile operators in China to their policies for MVAS; competition in its industry in China; and relevant government policies and regulations relating to the Company. Further information regarding these and other risks is included in the Company’s filings with the SEC, including its registration statement on Form F−1, as amended, and its annual reports on Form 20−F. All information provided in this press release and in the attachments is as of the date of this press release, and Phoenix New Media does not undertake any obligation to update any forward−looking statement, except as required under applicable law.

For investor and media inquiries please contact:

Phoenix New Media Limited

Qing Liu

Email: investorrelations@ifeng.com

ICR, Inc.

Jack Wang

Tel: +1 (646) 405-4883

Email: investorrelations@ifeng.com

7


 

Phoenix New Media Limited

Condensed Consolidated Balance Sheets

(Amounts in thousands)

 

 

December 31,

 

 

September 30,

 

 

September 30,

 

 

 

2018

 

 

2019

 

 

2019

 

 

 

RMB

 

 

RMB

 

 

US$

 

 

 

Audited*

 

 

Unaudited

 

 

Unaudited

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

174,024

 

 

 

169,157

 

 

 

23,666

 

Term deposits and short term investments

 

 

912,594

 

 

 

1,764,261

 

 

 

246,829

 

Restricted cash

 

 

269,648

 

 

 

131,441

 

 

 

18,389

 

Accounts receivable, net

 

 

484,113

 

 

 

613,237

 

 

 

85,795

 

Amounts due from related parties

 

 

91,228

 

 

 

71,843

 

 

 

10,051

 

Prepayment and other current assets

 

 

88,963

 

 

 

186,548

 

 

 

26,099

 

Total current assets

 

 

2,020,570

 

 

 

2,936,487

 

 

 

410,829

 

Non-current assets:

 

 

 

 

 

 

 

 

 

 

 

 

Property and equipment, net

 

 

95,631

 

 

 

110,116

 

 

 

15,406

 

Intangible assets, net

 

 

97,448

 

 

 

97,729

 

 

 

13,673

 

Goodwill

 

 

338,288

 

 

 

361,074

 

 

 

50,516

 

Available-for-sale debt investments

 

 

1,961,474

 

 

 

3,155,193

 

 

 

441,428

 

Equity investments, net

 

 

33,694

 

 

 

13,236

 

 

 

1,852

 

Deferred tax assets

 

 

60,160

 

 

 

72,318

 

 

 

10,118

 

Operating lease right-of- use assets, net**

 

-

 

 

 

91,786

 

 

 

12,841

 

Other non-current assets

 

 

23,454

 

 

 

20,258

 

 

 

2,834

 

Total non-current assets

 

 

2,610,149

 

 

 

3,921,710

 

 

 

548,668

 

Total assets

 

 

4,630,719

 

 

 

6,858,197

 

 

 

959,497

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Short-term loans

 

 

267,665

 

 

 

-

 

 

 

-

 

Accounts payable

 

 

264,753

 

 

 

218,704

 

 

 

30,598

 

Amounts due to related parties

 

 

25,218

 

 

 

25,052

 

 

 

3,505

 

Advances from customers

 

 

54,601

 

 

 

69,611

 

 

 

9,739

 

Taxes payable

 

 

101,386

 

 

 

137,031

 

 

 

19,171

 

Salary and welfare payable

 

 

132,316

 

 

 

156,132

 

 

 

21,845

 

Amounts received from proposed buyers of investments in

   Particle

 

-

 

 

 

1,419,633

 

 

 

198,614

 

Accrued expenses and other current liabilities

 

 

227,328

 

 

 

289,275

 

 

 

40,471

 

Operating lease liabilities**

 

-

 

 

 

34,734

 

 

 

4,859

 

Total current liabilities

 

 

1,073,267

 

 

 

2,350,172

 

 

 

328,802

 

Non-current liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Deferred tax liabilities

 

 

140,960

 

 

 

256,956

 

 

 

35,949

 

Long-term liabilities

 

 

26,131

 

 

 

26,131

 

 

 

3,656

 

Operating lease liabilities**

 

-

 

 

 

58,469

 

 

 

8,180

 

Total non-current liabilities

 

 

167,091

 

 

 

341,556

 

 

 

47,785

 

Total liabilities

 

 

1,240,358

 

 

 

2,691,728

 

 

 

376,587

 

Shareholders’ equity:

 

 

 

 

 

 

 

 

 

 

 

 

Phoenix New Media Limited shareholders' equity:

 

 

 

 

 

 

 

 

 

 

 

 

Class A ordinary shares

 

 

17,487

 

 

 

17,499

 

 

 

2,448

 

Class B ordinary shares

 

 

22,053

 

 

 

22,053

 

 

 

3,085

 

Additional paid-in capital

 

 

1,604,588

 

 

 

1,608,241

 

 

 

225,001

 

Statutory reserves

 

 

87,620

 

 

 

87,620

 

 

 

12,258

 

Retained earnings/(accumulated deficits)

 

 

159,621

 

 

 

(24,304

)

 

 

(3,400

)

Accumulated other comprehensive income

 

 

1,188,358

 

 

 

2,254,404

 

 

 

315,403

 

Total Phoenix New Media Limited shareholders’ equity

 

 

3,079,727

 

 

 

3,965,513

 

 

 

554,795

 

Noncontrolling interests

 

 

310,634

 

 

 

200,956

 

 

 

28,115

 

Total shareholders' equity

 

 

3,390,361

 

 

 

4,166,469

 

 

 

582,910

 

Total liabilities and shareholders’ equity

 

 

4,630,719

 

 

 

6,858,197

 

 

 

959,497

 

 

*

Derived from audited financial statements included in the Company's Form 20-F dated April 26, 2019.

**

The Company adopted the new leasing guidance (ASU 2016-2) started from January 1, 2019, which requires that a lessee recognize the assets and liabilities that arise from operating leases. The Company recognized a right-of-use asset and a liability relating to lease payments (the Lease Liability) in the statements of financial position for lease contracts having terms beyond 12 months period.


8


 

Phoenix New Media Limited

Condensed Consolidated Statements of Comprehensive Income/(loss)

(Amounts in thousands, except for number of shares and per share (or ADS) data)

Three Months Ended

 

 

Nine Months Ended

 

 

September 30,

 

 

June 30,

 

 

September 30,

 

 

September 30,

 

 

September 30,

 

 

September 30,

 

 

 

 

September 30,

 

 

2018

 

 

2019

 

 

2019

 

 

2019

 

 

2018

 

 

2019

 

 

 

 

2019

 

 

RMB

 

 

RMB

 

 

RMB

 

 

US$

 

 

RMB

 

 

RMB

 

 

 

 

US$

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

 

 

Unaudited

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net advertising revenues

 

281,500

 

 

 

324,738

 

 

 

327,593

 

 

 

45,832

 

 

 

842,292

 

 

 

868,315

 

 

 

 

 

121,482

 

Paid service revenues

 

47,840

 

 

 

70,338

 

 

 

52,626

 

 

 

7,363

 

 

 

135,853

 

 

 

191,854

 

 

 

 

 

26,841

 

Total revenues

 

329,340

 

 

 

395,076

 

 

 

380,219

 

 

 

53,195

 

 

 

978,145

 

 

 

1,060,169

 

 

 

 

 

148,323

 

Cost of revenues

 

(152,236

)

 

 

(184,951

)

 

 

(194,268

)

 

 

(27,179

)

 

 

(415,276

)

 

 

(557,364

)

 

 

 

 

(77,978

)

Gross profit

 

177,104

 

 

 

210,125

 

 

 

185,951

 

 

 

26,016

 

 

 

562,869

 

 

 

502,805

 

 

 

 

 

70,345

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales and marketing expenses

 

(140,998

)

 

 

(163,655

)

 

 

(154,969

)

 

 

(21,681

)

 

 

(382,040

)

 

 

(439,196

)

 

 

 

 

(61,446

)

General and administrative expenses

 

(41,692

)

 

 

(65,380

)

 

 

(43,131

)

 

 

(6,034

)

 

 

(117,898

)

 

 

(157,363

)

 

 

 

 

(22,016

)

Technology and product development expenses

 

(50,969

)

 

 

(60,121

)

 

 

(60,735

)

 

 

(8,497

)

 

 

(147,904

)

 

 

(180,297

)

 

 

 

 

(25,224

)

Changes in fair value of financial assets-contingent returnable consideration

 

-

 

 

 

-

 

 

 

62,051

 

 

 

8,681

 

 

 

-

 

 

 

62,051

 

 

 

 

 

8,681

 

Total operating expenses

 

(233,659

)

 

 

(289,156

)

 

 

(196,784

)

 

 

(27,531

)

 

 

(647,842

)

 

 

(714,805

)

 

 

 

 

(100,005

)

Loss from operations

 

(56,555

)

 

 

(79,031

)

 

 

(10,833

)

 

 

(1,515

)

 

 

(84,973

)

 

 

(212,000

)

 

 

 

 

(29,660

)

Other income/(loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

12,349

 

 

 

4,637

 

 

 

8,106

 

 

 

1,134

 

 

 

38,837

 

 

 

21,401

 

 

 

 

 

2,994

 

Interest expense

 

(3,080

)

 

 

(1,730

)

 

 

(252

)

 

 

(35

)

 

 

(11,102

)

 

 

(4,885

)

 

 

 

 

(683

)

Foreign currency exchange gain

 

6,066

 

 

 

2,922

 

 

 

6,134

 

 

 

858

 

 

 

7,166

 

 

 

6,889

 

 

 

 

 

964

 

Income/(loss) from equity method investments, net of impairments

 

4,240

 

 

 

521

 

 

 

-

 

 

 

-

 

 

 

1,375

 

 

 

(3,447

)

 

 

 

 

(482

)

Gain on disposal of convertible loans due from a related party

 

10,565

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

10,565

 

 

 

-

 

 

 

 

 

-

 

Others, net

 

5,773

 

 

 

4,789

 

 

 

5,608

 

 

 

785

 

 

 

11,994

 

 

 

12,638

 

 

 

 

 

1,768

 

(Loss)/income before tax

 

(20,642

)

 

 

(67,892

)

 

 

8,763

 

 

 

1,227

 

 

 

(26,138

)

 

 

(179,404

)

 

 

 

 

(25,099

)

Income tax benefit/(expense)

 

3,889

 

 

 

(2,977

)

 

 

(6,732

)

 

 

(942

)

 

 

115

 

 

 

(17,170

)

 

 

 

 

(2,402

)

Net (loss)/income

 

(16,753

)

 

 

(70,869

)

 

 

2,031

 

 

 

285

 

 

 

(26,023

)

 

 

(196,574

)

 

 

 

 

(27,501

)

Net loss attributable to noncontrolling interests

 

127

 

 

 

754

 

 

 

3,896

 

 

 

545

 

 

 

1,098

 

 

 

12,649

 

 

 

 

 

1,770

 

Net (loss)/income attributable to Phoenix New Media Limited

 

(16,626

)

 

 

(70,115

)

 

 

5,927

 

 

 

830

 

 

 

(24,925

)

 

 

(183,925

)

 

 

 

 

(25,731

)

Net (loss)/income

 

(16,753

)

 

 

(70,869

)

 

 

2,031

 

 

 

285

 

 

 

(26,023

)

 

 

(196,574

)

 

 

 

 

(27,501

)

Other comprehensive income/(loss), net of tax: fair value remeasurement for available-for-sale investments

 

52,111

 

 

 

(463,083

)

 

 

734,931

 

 

 

102,821

 

 

 

103,762

 

 

 

997,251

 

 

 

 

 

139,521

 

Other comprehensive income, net of tax: foreign currency translation adjustment

 

39,966

 

 

 

44,944

 

 

 

51,044

 

 

 

7,141

 

 

 

54,328

 

 

 

68,795

 

 

 

 

 

9,625

 

Comprehensive income/(loss)

 

75,324

 

 

 

(489,008

)

 

 

788,006

 

 

 

110,247

 

 

 

132,067

 

 

 

869,472

 

 

 

 

 

121,645

 

Comprehensive loss attributable to noncontrolling interests

 

127

 

 

 

754

 

 

 

3,896

 

 

 

545

 

 

 

1,098

 

 

 

12,649

 

 

 

 

 

1,770

 

Comprehensive income/(loss) attributable to Phoenix New Media Limited

 

75,451

 

 

 

(488,254

)

 

 

791,902

 

 

 

110,792

 

 

 

133,165

 

 

 

882,121

 

 

 

 

 

123,415

 

Net (loss)/income attributable to Phoenix New Media Limited

 

(16,626

)

 

 

(70,115

)

 

 

5,927

 

 

 

830

 

 

 

(24,925

)

 

 

(183,925

)

 

 

 

 

(25,731

)

Net (loss)/income per Class A and Class B ordinary share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

(0.03

)

 

 

(0.12

)

 

 

0.01

 

 

 

0.00

 

 

 

(0.04

)

 

 

(0.32

)

 

 

 

 

(0.04

)

Diluted

 

(0.03

)

 

 

(0.12

)

 

 

0.01

 

 

 

0.00

 

 

 

(0.04

)

 

 

(0.32

)

 

 

 

 

(0.04

)

Net (loss)/income per ADS (1 ADS represents 8 Class A ordinary shares):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

(0.23

)

 

 

(0.96

)

 

 

0.08

 

 

 

0.01

 

 

 

(0.34

)

 

 

(2.53

)

 

 

 

 

(0.35

)

Diluted

 

(0.23

)

 

 

(0.96

)

 

 

0.08

 

 

 

0.01

 

 

 

(0.34

)

 

 

(2.53

)

 

 

 

 

(0.35

)

Weighted average number of Class A and Class B ordinary shares

   used in computing net (loss)/income per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

581,962,548

 

 

 

582,267,440

 

 

 

582,324,325

 

 

 

582,324,325

 

 

 

580,729,644

 

 

 

582,259,624

 

 

 

 

 

582,259,624

 

Diluted

 

581,962,548

 

 

 

582,267,440

 

 

 

582,324,325

 

 

 

582,324,325

 

 

 

580,729,644

 

 

 

582,259,624

 

 

 

 

 

582,259,624

 

 

 

9


 

Phoenix New Media Limited

Condensed Segments Information

(Amounts in thousands)

 

Three Months Ended

 

 

Nine Months Ended

 

 

September 30,

 

 

June 30,

 

 

September 30,

 

 

September 30,

 

 

September 30,

 

 

September 30,

 

 

September 30,

 

 

2018

 

 

2019

 

 

2019

 

 

2019

 

 

2018

 

 

2019

 

 

2019

 

 

RMB

 

 

RMB

 

 

RMB

 

 

US$

 

 

RMB

 

 

RMB

 

 

US$

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net advertising service

 

281,500

 

 

 

324,738

 

 

 

327,593

 

 

 

45,832

 

 

 

842,292

 

 

 

868,315

 

 

 

121,482

 

Paid services

 

47,840

 

 

 

70,338

 

 

 

52,626

 

 

 

7,363

 

 

 

135,853

 

 

 

191,854

 

 

 

26,841

 

Total revenues

 

329,340

 

 

 

395,076

 

 

 

380,219

 

 

 

53,195

 

 

 

978,145

 

 

 

1,060,169

 

 

 

148,323

 

Cost of revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net advertising service

 

132,519

 

 

 

146,869

 

 

 

162,926

 

 

 

22,794

 

 

 

350,881

 

 

 

449,855

 

 

 

62,937

 

Paid services

 

19,717

 

 

 

38,082

 

 

 

31,342

 

 

 

4,385

 

 

 

64,395

 

 

 

107,509

 

 

 

15,041

 

Total cost of revenues

 

152,236

 

 

 

184,951

 

 

 

194,268

 

 

 

27,179

 

 

 

415,276

 

 

 

557,364

 

 

 

77,978

 

Gross profit