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 November 2019

 


 

Commission File Number: 001-37485

 


 

Jupai Holdings Limited

 

Yinli Building, 8/F

788 Guangzhong Road

Jingan District

Shanghai 200072

People’s Republic of China

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F     x          Form 40-F     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.

 

 

Jupai Holdings Limited

 

 

 

By

:

/s/ Jianda Ni

 

Name:

:

Jianda Ni

 

Title:

:

Chairman of the Board of Directors and Chief Executive Officer

 

Date: November 25, 2019

 

2


 

Exhibit Index

 

Exhibit 99.1 — Press Release

 

3


Exhibit 99.1

 

Jupai Reports Third Quarter 2019 Results

 

SHANGHAI — November 22, 2019 — Jupai Holdings Limited (“Jupai” or the “Company”) (NYSE: JP), a leading third-party wealth management service provider, focusing on distributing wealth management products and providing quality product advisory services to high-net-worth individuals in China, today announced its unaudited financial results for the third quarter and nine months ended September 30, 2019.

 

THIRD QUARTER AND FIRST NINE MONTHS 2019 FINANCIAL HIGHLIGHTS

 

·                      Net revenues in the third quarter of 2019 were RMB182.1 million (US$125.5 million), a decrease of 41.4% from the corresponding period in 2018. For the first nine months of 2019, net revenues were RMB649.0 million (US$90.8 million), a decrease of 45.3% from the same period in 2018.

 

(RMB ‘000, except percentages)

 

Q3 2018

 

Q3 2018 %

 

Q3 2019

 

Q3 2019 %

 

YoY Change %

 

One-time commissions

 

147,718

 

47.6

%

102,656

 

56.4

%

-30.5

%

Recurring management fees

 

96,379

 

31.0

%

50,098

 

27.5

%

-48.0

%

Recurring service fees

 

10,144

 

3.3

%

29,338

 

16.1

%

189.2

%

Other service fees

 

56,343

 

18.1

%

 

 

-100.0

%

Total net revenues

 

310,584

 

100.0

%

182,092

 

100.0

%

-41.4

%

 

(RMB ‘000, except percentages)

 

9M 2018

 

9M 2018 %

 

9M 2019

 

9M 2019 %

 

YoY Change %

 

One-time commissions

 

706,396

 

59.5

%

247,796

 

38.2

%

-64.9

%

Recurring management fees

 

340,983

 

28.7

%

310,076

 

47.8

%

-9.1

%

Recurring service fees

 

36,633

 

3.1

%

77,231

 

11.9

%

110.8

%

Other service fees

 

103,355

 

8.7

%

13,904

 

2.1

%

-86.5

%

Total net revenues

 

1,187,367

 

100.0

%

649,007

 

100.0

%

-45.3

%

 

·                      Loss from operations in the third quarter of 2019 was RMB40.2 million (US$5.6 million), as compared to income from operations of RMB27.3 million for the corresponding period in 2018. For the first nine months of 2019, loss from operations was RMB107.2 million (US$15.0 million), as compared to income from operations of RMB340.1 million for the same period in 2018.

 

·                      Net loss attributable to ordinary shareholders in the third quarter of 2019 was RMB47.9 million (US$6.7 million), as compared to net income attributable to ordinary shareholders of RMB1.7 million for the corresponding period in 2018. For the first nine months of 2019, net loss attributable to ordinary shareholders was RMB134.5 million (US$18.8 million), as compared to net income attributable to ordinary shareholders of RMB205.4 million for the same period in 2018.

 

·                      Non-GAAP2 net loss attributable to ordinary shareholders in the third quarter of 2019 was RMB45.5 million (US$6.4 million), as compared to non-GAAP net income attributable to ordinary shareholders of RMB25.5 million for the corresponding period in 2018. For the first nine months of 2019, non-GAAP net loss attributable to ordinary shareholders was RMB126.8 million (US$17.7 million), as compared to non-GAAP net income attributable to ordinary shareholders of RMB267.1 million for the same period in 2018.

 


1  The U.S. dollars (US$) amounts disclosed in this press release, except for those transaction amounts that were actually settled in U.S. dollars, are presented solely for the convenience of the reader. The conversion of Renminbi (RMB) into U.S. dollars (US$) in this press release is based on the noon buying rate on September 30, 2019, as set forth in the H.10 statistical release of the Board of Governors of the Federal Reserve System, which was RMB 7.1477 to US$1.00. The percentages stated in this press release are calculated based on the Renminbi amounts.

 

2  Jupai’s non-GAAP financial measures are derived from adjusting the corresponding GAAP financial measures by excluding the effects of share-based compensation, amortization of intangible assets resulted from business acquisitions and impairment loss of investment in affiliates.

 

1


 

THIRD QUARTER AND FIRST NINE MONTHS 2019 OPERATIONAL UPDATES

 

·                      Total number of active clients3 during the third quarter of 2019 was 1,058.

 

·                      The aggregate value of wealth management products distributed by the Company during the third quarter of 2019 was RMB2.7 billion (US$0.4 billion), a 49.5% decrease from the corresponding period in 2018. For the first nine months of 2019, the aggregate value of wealth management products distributed by the Company was RMB7.9 billion (US$1.1 billion), a 69.4% decrease from the corresponding period in 2018.

 

Wealth management products distributed by the Company - breakdown by product type

 

 

 

Three months ended

 

Nine months ended

 

 

 

September 30, 2018

 

September 30, 2019

 

September 30, 2018

 

September 30, 2019

 

Product type

 

(RMB in millions, except percentages)

 

(RMB in millions, except percentages)

 

Fixed income products

 

865

 

16

%

2,013

 

76

%

6,083

 

24

%

5,746

 

72

%

Private equity products

 

3,689

 

70

%

451

 

17

%

17,680

 

68

%

1,412

 

18

%

Secondary market equity fund products

 

144

 

3

%

37

 

1

%

1,104

 

4

%

159

 

2

%

Other products

 

561

 

11

%

152

 

6

%

1,018

 

4

%

612

 

8

%

All products

 

5,259

 

100

%

2,653

 

100

%

25,885

 

100

%

7,929

 

100

%

 

·                      Jupai’s coverage network as of September 30, 2019 included 54 client centers covering 44 cities, as compared to 77 client centers covering 49 cities as of September 30, 2018.

 

·                      Total assets under management4 as of September 30, 2019 were RMB45.1 billion (US$6.3 billion), a 21.9% decrease from September 30, 2018.

 


3  “Active clients” for a given period refers to clients who purchase wealth management products distributed by Jupai at least once during that given period.

 

4  “Assets under management” or “AUM” of Jupai refers to the amount of capital contributions made by investors to the funds managed by the Company, for which the Company is entitled to receive management fees. The amount of AUM of Jupai is recorded and carried based on the historical cost of the contributed assets instead of fair market value of assets for almost all AUM of Jupai. For assets denominated in currencies other than Renminbi, the AUM are translated into Renminbi upon their contribution, without interim value adjustments solely due to changes in foreign exchange rates. As a result, Jupai’s management fees for almost all its AUM are calculated based on the historical cost balance of the AUM.

 

2


 

Assets under management — breakdown by product type

 

 

 

As of

 

 

 

September 30, 2018

 

September 30, 2019

 

Product type

 

(RMB in millions, except percentages)

 

Fixed income products

 

19,760

 

34

%

16,031

 

35

%

Private equity products

 

34,826

 

60

%

26,913

 

60

%

Secondary market equity fund products

 

2,077

 

4

%

942

 

2

%

Other products

 

1,095

 

2

%

1,218

 

3

%

All products

 

57,758

 

100

%

45,104

 

100

%

 

We saw improved operating performance in the third quarter of 2019 even as the market environment remained challenging,” said Mr. Jianda Ni, Jupai’s chairman of the board and chief executive officer. “Concerns over a slowdown in overall economic growth and international trade conflicts continue to impact investor confidence. However, the aggregate value of wealth management products distributed by Jupai during the third quarter of 2019 increased quarter-over-quarter by 6% from RMB2.5 billion to RMB2.7 billion, as our wealth management products backed by high-quality real estate projects gained traction in the market. In addition, our bottom line results for the quarter were enhanced by our ongoing cost control efforts.”

 

We remain cautiously optimistic about Jupai’s outlook for the coming quarters as we have seen a gradual loosening of restrictions on privately-offered funds over the past several months. Looking ahead, we remain dedicated to executing on our three strategies to expand Jupai’s market share. Firstly, leveraging our superior industry expertise, we will continue to develop high-quality real estate equity products with attractive risk-return profiles. Secondly, we will further enhance our risk control systems in order to increase investor confidence. Thirdly, we will seek potential growth opportunities in our overseas business.”

 

Ms. Min Liu, Jupai’s chief financial officer, said, “Jupai succeeded in reducing our operating expenses on a sequential basis in the third quarter of 2019. In particular, we lowered our cost of revenue and G&A expenses through streamlining operations and enhancing operating efficiency.”

 

THIRD QUARTER AND FIRST NINE MONTHS 2019 FINANCIAL RESULTS

 

Net Revenues

 

Net revenues for the third quarter of 2019 were RMB182.1 million (US$25.5 million), a 41.4% decrease from the corresponding period in 2018, primarily due to decreases in both one-time commissions and recurring management fees. Net revenues were RMB649.0 million (US$90.8 million) for the first nine months of 2019, a decrease of 45.3% from the same period in 2018.

 

·                      Net revenues from one-time commissions for the third quarter of 2019 were RMB102.7 million (US$14.4 million), a 30.5% decrease from the corresponding period in 2018, primarily as a result of a decrease in the aggregate value of wealth management products distributed by the Company. For the first nine months of 2019, net revenues from one-time commissions were RMB247.8 million (US$34.7 million), a decrease of 64.9% from the same period in 2018.

 

·                      Net revenues from recurring management fees for the third quarter of 2019 were RMB50.1 million (US$7.0 million), a 48.0% decrease from the corresponding period in 2018, primarily due to the decrease in the value of assets under management. RMB17.4 million (US$2.4 million) and RMB5.7 million carried interest were recognized as part of Jupai’s recurring management fees in the third quarter of 2019 and 2018, respectively. For the first nine months of 2019, net revenues from recurring management fees were RMB310.1 million (US$43.4 million), a 9.1% decrease from the same period in 2018. RMB156.0 million (US$21.8 million) and RMB49.7 million carried interest was recognized as part of Jupai’s recurring management fees for the first nine months of 2019 and the same period in 2018, respectively.

 

3


 

·                      Net revenues from recurring service fees for the third quarter of 2019 were RMB29.3 million (US$4.1 million), a 189.2% increase from the corresponding period in 2018, primarily because the Company provided ongoing services to more product suppliers. The Company recognized RMB1.8 million (US$0.3 million) and nil variable performance fees in the third quarter of 2019 and 2018, respectively. For the first nine months of 2019, net revenues from recurring service fees were RMB77.2 million (US$10.8 million), a 110.8% increase from the same period in 2018. The Company recognized RMB1.8 million (US$0.3 million) and RMB0.3 million variable performance fees for the first nine months of 2019 and the same period in 2018, respectively.

 

·                      Net revenues from other service fees for the third quarter of 2019 were nil, a 100.0% decrease from the corresponding period in 2018, primarily due to no sub-advisory service provided to other companies. For the first nine months of 2019, net revenues from other service fees were RMB13.9 million (US$1.9 million), a decrease of 86.5% from the same period in 2018.

 

Operating Costs and Expenses

 

Operating costs and expenses for the third quarter of 2019 were RMB222.3 million (US$31.1 million), a 21.5% decrease from the corresponding period in 2018. For the first nine months of 2019, operating costs and expenses were RMB756.2 million (US$105.8 million), a decrease of 10.8% from the same period in 2018.

 

·                      Cost of revenues for the third quarter of 2019 was RMB105.9 million (US$14.8 million), a 32.0% decrease from the corresponding period in 2018, primarily due to decreased compensation to wealth management advisors and client managers, as a result of the decrease in the aggregate value of wealth management products distributed by the Company and cost control measures the Company undertook. For the first nine months of 2019, cost of revenues was RMB390.3 million (US$54.6 million), a decrease of 15.2% from the same period in 2018.

 

·                      Selling expenses for the third quarter of 2019 were RMB52.9 million (US$7.4 million), a 19.7% decrease from the corresponding period in 2018, primarily due to the decrease in marketing and promotion expenses as a result of cost control. For the first nine months of 2019, selling expenses were RMB156.3 million (US$21.9 million), a decrease of 29.9% from the same period in 2018.

 

·                      General and administrative expenses for the third quarter of 2019 were RMB68.0 million (US$9.5 million), an 8.9% increase from the corresponding period in 2018. For the first nine months of 2019, general and administrative expenses were RMB219.7 million (US$30.7 million), an increase of 22.1% from the same period in 2018, mainly due to additional provision for doubtful accounts and the increase in service fees, net off by the decrease in payroll expenses.

 

·                      Other operating income (government subsidies) received by the Company in the third quarter of 2019 was RMB4.6 million (US$0.6 million), a 441.4% increase from the corresponding period in 2018. For the first nine months of 2019, other operating income was RMB10.2 million (US$1.4 million), a decrease of 35.9% from the same period in 2018. Government subsidies were recorded when received, with their availability and amount dependent upon government policies.

 

Operating margin for the third quarter of 2019 was -22.1%, compared to 8.8% for the corresponding period in 2018. For the first nine months of 2019, operating margin was -16.5%, compared to 28.6% for the same period in 2018.

 

4


 

Income tax expenses for the third quarter of 2019 were RMB10.3 million (US$1.4 million), a 28.3% increase from the corresponding period in 2018, due to recording of valuation allowance of RMB 4.6 million. For the first nine months of 2019, income tax expenses were RMB33.1 million (US$4.6 million), a decrease of 65.7% from the same period in 2018, primarily due to a decrease in taxable income.

 

Net Income

 

·                      Net Income

 

·                      Net loss attributable to ordinary shareholders for the third quarter of 2019 was RMB47.9 million (US$6.7 million), as compared to net income attributable to ordinary shareholders of RMB1.7 million for the corresponding period in 2018. For the first nine months of 2019, net loss attributable to ordinary shareholders was RMB134.5 million (US$18.8 million), as compared to net income attributable to ordinary shareholders of RMB205.4 million for the same period in 2018.

 

·                      Net margin attributable to ordinary shareholders for the third quarter of 2019 was -26.3%, compared to 0.5% for the corresponding period in 2018. For the first nine months of 2019, net margin attributable to ordinary shareholders was -20.7%, compared to 17.3% for the same period in 2018.

 

·                      Net loss attributable to ordinary shareholders per basic and diluted American depositary share (“ADS”) for the third quarter of 2019 were RMB1.42 (US$0.20) and RMB1.42 (US$0.20), respectively, as compared to net income attributable to ordinary shareholders per basic and diluted ADS of RMB0.05 and RMB0.05, respectively, for the corresponding period in 2018. For the first nine months of 2019, net loss attributable to ordinary shareholders per basic and diluted ADS was RMB4.00 (US$0.56) and RMB4.00 (US$0.56), respectively, as compared to net income attributable to ordinary shareholders per basic and diluted ADS of RMB6.16 and RMB5.85, respectively, for the same period in 2018.

 

·                      Non-GAAP Net Income

 

·                      Non-GAAP net loss attributable to ordinary shareholders for the third quarter of 2019 was RMB45.5 million (US$6.4 million), compared to non-GAAP net income attributable to ordinary shareholders of RMB25.5 million for the corresponding period in 2018. For the first nine months of 2019, non-GAAP net loss attributable to ordinary shareholders was RMB126.8 million (US$17.7 million), as compared to non-GAAP net income attributable to ordinary shareholders of RMB267.1 million for the same period in 2018.

 

·                      Non-GAAP net margin attributable to ordinary shareholders for the third quarter of 2019 was -25.0%, as compared to 8.2% for the corresponding period in 2018. For the first nine months of 2019, non-GAAP net margin attributable to ordinary shareholders was -19.5%, as compared to 22.5% for the same period in 2018.

 

·                      Non-GAAP net loss attributable to ordinary shareholders per diluted ADS for the third quarter of 2019 was RMB1.35 (US$0.19), as compared to non-GAAP net income attributable to ordinary shareholders per diluted ADS of RMB0.73 for the corresponding period in 2018. For the first nine months of 2019, non-GAAP net loss attributable to ordinary shareholders per diluted ADS was RMB3.77 (US$0.53), as compared to non-GAAP net income attributable to ordinary shareholders per diluted ADS of RMB7.60 for the same period in 2018.

 

Balance Sheet and Cash Flow

 

As of September 30, 2019, the Company had RMB859.7 million (US$120.3 million) in cash, cash equivalents and restricted cash, compared to RMB1,302.6 million as of December 31, 2018.

 

Net cash used in operating activities during the third quarter of 2019 was RMB53.1 million (US$7.4 million). For the first nine months of 2019, net cash used in operating activities was RMB177.6 million (US$24.9 million).

 

5


 

Net cash used in investing activities during the third quarter of 2019 was RMB206.5 million (US$28.9 million). For the first nine months of 2019, net cash used in investing activities was RMB265.3 million (US$37.1 million).

 

Net cash provided by financing activities during the third quarter of 2019 was nil. For the first nine months of 2019, net cash provided by financing activities was RMB29.6 thousand (US$4.1 thousand).

 

CONFERENCE CALL

 

Jupai’s management will host an earnings conference call on November 22, 2019 at 7:00 a.m. U.S. Eastern Time (8:00 p.m. Beijing/Hong Kong time).

 

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

 

U.S./International:

 

+1-845-675-0437 or +1-866-519-4004

Hong Kong:

 

+852-3018-6771 or 800-906-601

Mainland China:

 

400-620-8038 or 800-819-0121

Singapore:

 

+65-6713-5090

Passcode:

 

5784687

 

Please dial in 10 minutes before the call is scheduled to begin and provide the passcode to join the call.

 

A replay of the conference call may be accessed by phone at the following numbers until November 30, 2019:

 

U.S./International:

 

+1-855-452-5696

Hong Kong:

 

800-963-117

Mainland China:

 

400-632-2162

Singapore:

 

800-616-2305

Passcode:

 

5784687

 

Additionally, a live and archived webcast will be available at http://jupai.investorroom.com.

 

DISCUSSION OF RECENTLY ADOPTED ACCOUNTING STANDARD

 

Starting from January 1, 2019, the Company adopted Accounting Standards Update (ASU) 2016-02, Leases (Topic 842), which supersedes the lease accounting guidance under Topic 840, and generally requires lessees to recognize operating and financing lease liabilities and corresponding right-of-use (“ROU”) assets on the balance sheet and to provide enhanced disclosures surrounding the amount, timing and uncertainty of cash flows arising from leasing arrangements. The Company adopted the new guidance using the modified retrospective transition approach by applying the new standard to all leases existing at the date of initial application and not restating comparative periods. The most significant impact was the recognition of ROU assets and lease liabilities for operating leases. The Company also elected the package of practical expedients, which among other things, does not require reassessment of lease classification.

 

6


 

DISCUSSION OF NON-GAAP FINANCIAL MEASURES

 

In addition to disclosing financial results prepared in accordance with U.S. GAAP, the Company’s earnings release contains non-GAAP financial measures that exclude the effects of all forms of share-based compensation and amortization of intangible assets related to acquisition. The reconciliation of these non-GAAP financial measures to the nearest GAAP measures as set forth in the table captioned “Reconciliation of GAAP to Non-GAAP Results” below.

 

The non-GAAP financial measures disclosed by the Company should not be considered a substitute for financial measures prepared in accordance with U.S. GAAP. The financial results reported in accordance with U.S. GAAP and reconciliation of GAAP to non-GAAP results should be carefully evaluated. The non-GAAP financial measure used by the Company may be prepared differently from, and therefore may not be comparable to, similarly titled measures used by other companies.

 

When evaluating the Company’s operating performance in the periods presented, management reviewed non-GAAP net income results reflecting adjustments to exclude the impacts of share-based compensation, amortization of intangible assets related to acquisition and impairment loss of investment in affiliates, to supplement U.S. GAAP financial data. As such, the Company believes that the presentation of the non-GAAP net income attributable to ordinary shareholders, non-GAAP net income attributable to ordinary shares per diluted ADS and non-GAAP net margin attributable to ordinary shareholders provides important supplemental information to investors regarding financial and business trends relating to the Company’s financial condition and results of operations in a manner consistent with that used by management. Pursuant to U.S. GAAP, the Company recognized significant amounts of expenses for the restricted shares, share options and amortization of intangible assets related to acquisition and impairment loss of investment in affiliates. The Company utilized the non-GAAP financial results to make financial results comparable period to period and to better understand its historical business operations.

 

ABOUT JUPAI HOLDINGS LIMITED

 

Jupai Holdings Limited (“Jupai”) (NYSE: JP) is a leading third-party wealth management service provider focusing on distributing wealth management products and providing quality product advisory services to high-net-worth individuals in China. Jupai’s comprehensive and personalized client service and broad range of carefully selected third-party and self-developed products have made it a trusted brand among its clients. Jupai maintains extensive and targeted coverage of China’s high-net-worth population.

 

For more information, please visit http://jupai.investorroom.com.

 

7


 

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. Among other things, the business outlook and quotations from management in this announcement, as well as Jupai’s strategic and operational plans, contain forward-looking statements. Jupai may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission, in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about Jupai’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 goals and strategies of the Company and the Company’s ability to manage its growth and implement its business strategies; future business development, financial condition and results of operations of the Company; condition of the wealth management market in China and internationally; the demand for and market acceptance of the products the Company distributes; the Company’s ability to maintain and further grow its active high-net-worth client base and maintain or increase the amount of investment by clients; developments in relevant government policies and regulations relating to the Company’s industry and the Company’s ability to comply with those policies and regulations; the Company’s ability to attract and retain quality employees; the Company’s ability to adapt to potential uncertainties in China’s real estate industry and stay abreast of market trends and technological advances; the results of the Company’s investments in research and development to enhance its product choices and service offerings; general economic and business conditions in China; and the Company’s ability to protect its reputation and enhance its brand recognition. Further information regarding these and other risks is included in Jupai’s filings with the U.S. Securities and Exchange Commission. All information provided in this press release and in the attachments is as of the date of this press release, and Jupai does not undertake any obligation to update any such information, including forward-looking statements, as a result of new information, future events or otherwise, except as required under applicable law.

 

Contacts:

 

Jupai Holdings Limited

Harry He

Director of Investor Relations

Jupai Holdings Limited

Phone: +86 (21) 5226 5819

Email: ir@jpinvestment.cn

 

Philip Lisio

The Foote Group

Phone: +86 (10) 8429 9544

Email: Jupai-IR@thefootegroup.com

 

— FINANCIAL AND OPERATIONAL TABLES FOLLOW —

 

8


 

Jupai Holdings Limited

Unaudited Condensed Consolidated Balance Sheets

(In RMB, except for USD data)

 

 

 

As of

 

 

 

December 31,

 

September 30,

 

September 30,

 

 

 

2018

 

2019

 

2019

 

 

 

RMB

 

RMB

 

USD

 

Assets

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

 

1,298,565,042

 

859,673,288

 

120,272,715

 

Restricted cash

 

4,000,000

 

 

 

Short-term investments

 

4,723,612

 

 

 

Accounts receivable

 

39,633,035

 

9,019,150

 

1,261,826

 

Other receivables

 

20,493,145

 

18,164,788

 

2,541,347

 

Amounts due from related parties

 

199,331,694

 

114,703,002

 

16,047,540

 

Other current assets

 

15,320,791

 

7,224,823

 

1,010,790

 

Total current assets

 

1,582,067,319

 

1,008,785,051

 

141,134,218

 

Long-term investments

 

58,950,000

 

93,197,850

 

13,038,859

 

Investment in affiliates

 

67,262,431

 

312,556,421

 

43,728,251

 

Amounts due from related parties — non-current

 

48,626,353

 

29,153,361

 

4,078,705

 

Property and equipment, net

 

36,267,042

 

33,565,492

 

4,695,985

 

Intangible assets, net

 

58,124,608

 

39,314,496

 

5,500,300

 

Goodwill

 

297,031

 

 

 

Other non-current assets

 

27,914,021

 

31,240,588

 

4,370,719

 

Right-of-use assets

 

 

126,195,918

 

17,655,458

 

Deferred tax assets

 

100,985,228

 

15,305,761

 

2,141,355

 

Total Assets

 

1,980,494,033

 

1,689,314,938

 

236,343,850

 

 

 

 

 

 

 

 

 

Liabilities and Equity

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Accrued payroll and welfare expenses

 

116,653,658

 

63,797,840

 

8,925,646

 

Income tax payable

 

227,537,993

 

73,559,285

 

10,291,323

 

Other tax payable

 

43,009,523

 

13,972,776

 

1,954,863

 

Amounts due to related parties — current

 

31,105,111

 

18,142,932

 

2,538,289

 

Deferred revenue from related parties

 

111,720,785

 

59,336,147

 

8,301,432

 

Deferred revenue

 

18,949,097

 

29,086,257

 

4,069,317

 

Other current liabilities

 

39,929,945

 

119,377,372

 

16,701,509

 

Total current liabilities

 

588,906,112

 

377,272,609

 

52,782,379

 

Deferred revenue — non-current from related parties

 

22,096,306

 

10,148,929

 

1,419,887

 

Deferred revenue — non-current

 

2,144,593

 

368,042

 

51,491

 

Operating Lease Liabilities — non-current

 

 

63,664,226

 

8,906,953

 

Deferred tax liabilities

 

198,187

 

 

 

Total Liabilities

 

613,345,198

 

451,453,806

 

63,160,710

 

Equity

 

1,367,148,835

 

1,237,861,132

 

173,183,140

 

Total Liabilities and Total Shareholders’ Equity

 

1,980,494,033

 

1,689,314,938

 

236,343,850

 

 

9


 

Jupai Holdings Limited

Unaudited Condensed Consolidated Income Statements

(In RMB, except for USD data and ADS data)

 

 

 

Three months ended

 

 

 

September 30,

 

September 30,

 

September 30,

 

 

 

2018

 

2019

 

2019

 

 

 

RMB

 

RMB

 

USD

 

Revenues

 

 

 

 

 

 

 

Third party revenues

 

116,290,554

 

108,552,036

 

15,186,989

 

Related party revenues

 

195,022,533

 

73,997,411

 

10,352,618

 

Total revenues

 

311,313,087

 

182,549,447

 

25,539,607

 

Taxes and surcharges

 

(728,702

)

(457,767

)

(64,044

)

Net revenues

 

310,584,385

 

182,091,680

 

25,475,563

 

 

 

 

 

 

 

 

 

Operating costs and expenses:

 

 

 

 

 

 

 

Cost of revenues

 

(155,832,886

)

(105,905,745

)

(14,816,759

)

Selling expenses

 

(65,838,130

)

(52,872,376

)

(7,397,117

)

General and administrative expenses

 

(62,460,602

)

(68,047,595

)

(9,520,209

)

Other operating income — government subsidies

 

841,893

 

4,557,939

 

637,679

 

Total operating cost and expenses

 

(283,289,725

)

(222,267,777

)

(31,096,406

)

Income (loss) from operations

 

27,294,660

 

(40,176,097

)

(5,620,843

)

 

 

 

 

 

 

 

 

Gain from deconsolidation of subsidiaries

 

561,528

 

 

 

Interest income

 

1,053,088

 

1,582,036

 

221,335

 

Investment loss

 

(945,974

)

(4,670,453

)

(653,420

)

Other income

 

3,140,310

 

490,756

 

68,659

 

Total other income

 

3,808,952

 

(2,597,661

)

(363,426

)

Income (loss) before taxes and loss from equity in affiliates

 

31,103,612

 

(42,773,758

)

(5,984,269

)

Income tax expense

 

(8,019,385

)

(10,288,783

)

(1,439,454

)

(Loss) gain from equity in affiliates

 

(18,710,397

)

193,922

 

27,131

 

Net income (loss)

 

4,373,830

 

(52,868,619

)

(7,396,592

)

Net (income) loss attributable to non-controlling interests

 

(2,675,124

)

4,972,227

 

695,640

 

Net income (loss) attributable to ordinary shareholders

 

1,698,706

 

(47,896,392

)

(6,700,952

)

 

 

 

 

 

 

 

 

Net income (loss) per ADS:

 

 

 

 

 

 

 

Basic

 

0.05

 

(1.42

)

(0.20

)

Diluted

 

0.05

 

(1.42

)

(0.20

)

Weighted average number of ADSs used in computation:

 

 

 

 

 

 

 

Basic

 

33,547,937

 

33,622,879

 

33,622,879

 

Diluted

 

34,871,348

 

33,622,879

 

33,622,879

 

 

10


 

Jupai Holdings Limited

Unaudited Condensed Consolidated Income Statements

(In RMB, except for USD data and ADS data)

 

 

 

Nine months ended

 

 

 

September 30,

 

September 30,

 

September 30,

 

 

 

2018

 

2019

 

2019

 

 

 

RMB

 

RMB

 

USD

 

Revenues

 

 

 

 

 

 

 

Third party revenues

 

246,427,869

 

288,638,288

 

40,381,981

 

Related party revenues

 

944,616,780

 

363,828,190

 

50,901,435

 

Total revenues

 

1,191,044,649

 

652,466,478

 

91,283,416

 

Taxes and surcharges

 

(3,677,954

)

(3,459,041

)

(483,938

)

Net revenues

 

1,187,366,695

 

649,007,437

 

90,799,478

 

 

 

 

 

 

 

 

 

Operating costs and expenses:

 

 

 

 

 

 

 

Cost of revenues

 

(460,195,649

)

(390,307,152

)

(54,605,978

)

Selling expenses

 

(222,963,325

)

(156,322,747

)

(21,870,356

)

General and administrative expenses

 

(180,023,991

)

(219,733,972

)

(30,741,913

)

Other operating income — government subsidies

 

15,882,366

 

10,179,802

 

1,424,207

 

Total operating cost and expenses

 

(847,300,599

)

(756,184,069

)

(105,794,040

)

Income (loss) from operations

 

340,066,096

 

(107,176,632

)

(14,994,562

)

 

 

 

 

 

 

 

 

Gain from deconsolidation of subsidiaries

 

561,528

 

 

 

Interest income

 

3,128,582

 

4,934,136

 

690,311

 

Investment income (loss)

 

816,417

 

(2,388,143

)

(334,113

)

Other income

 

4,527,870

 

2,828,849

 

395,770

 

Total other income

 

9,034,397

 

5,374,842

 

751,968

 

Income (loss) before taxes and loss from equity in affiliates

 

349,100,493

 

(101,801,790

)

(14,242,594

)

Income tax expense

 

(96,393,052

)

(33,099,743

)

(4,630,825

)

Loss from equity in affiliates

 

(39,948,843

)

(4,928,441

)

(689,514

)

Net income (loss)

 

212,758,598

 

(139,829,974

)

(19,562,933

)

Net (income) loss attributable to non-controlling interests

 

(7,340,318

)

5,296,403

 

740,994

 

Net income (loss) attributable to ordinary shareholders

 

205,418,280

 

(134,533,571

)

(18,821,939

)

 

 

 

 

 

 

 

 

Net income (loss) per ADS:

 

 

 

 

 

 

 

Basic

 

6.16

 

(4.00

)

(0.56

)

Diluted

 

5.85

 

(4.00

)

(0.56

)

Weighted average number of ADSs used in computation:

 

 

 

 

 

 

 

Basic

 

33,359,233

 

33,613,659

 

33,613,659

 

Diluted

 

35,123,696

 

33,613,659

 

33,613,659

 

 

11


 

Jupai Holdings Limited

Unaudited Condensed Comprehensive Income Statements

(In RMB, except for USD data)

 

 

 

Three months ended

 

 

 

September 30,

 

September 30,

 

September 30,

 

 

 

2018

 

2019

 

2019

 

 

 

RMB

 

RMB

 

USD

 

Net income (loss)

 

4,373,830

 

(52,868,619

)

(7,396,592

)

Other comprehensive income (loss), net of tax:

 

 

 

 

 

 

 

Change in cumulative foreign currency translation adjustment

 

18,590,176

 

8,038,238

 

1,124,591

 

Other comprehensive income

 

18,590,176

 

8,038,238

 

1,124,591

 

Comprehensive income (loss)

 

22,964,006

 

(44,830,381

)

(6,272,001

)

Less: Comprehensive income attributable to non-controlling interests

 

2,675,124

 

(4,945,351

)

(691,880

)

Comprehensive income (loss) attributable to ordinary shareholders

 

20,288,882

 

(39,885,030

)

(5,580,121

)

 

12


 

Jupai Holdings Limited

Unaudited Condensed Comprehensive Income Statements

(In RMB, except for USD data)

 

 

 

Nine months ended

 

 

 

September 30,

 

September 30,

 

September 30,

 

 

 

2018

 

2019

 

2019

 

 

 

RMB

 

RMB

 

USD

 

Net income (loss)

 

212,758,598

 

(139,829,974

)

(19,562,933

)

Other comprehensive income (loss), net of tax:

 

 

 

 

 

 

 

Change in cumulative foreign currency translation adjustment

 

20,891,340

 

8,312,901

 

1,163,018

 

Other comprehensive income

 

20,891,340

 

8,312,901

 

1,163,018

 

Comprehensive income (loss)

 

233,649,938

 

(131,517,073

)

(18,399,915

)

Less: Comprehensive income attributable to non-controlling interests

 

7,340,318

 

(5,266,919

)

(736,869

)

Comprehensive income (loss) attributable to ordinary shareholders

 

226,309,620

 

(126,250,154

)

(17,663,046

)

 

13


 

Jupai Holdings Limited

Reconciliation of GAAP to Non-GAAP Results

(In RMB, except for ADS data and percentages)

 

 

 

Three months ended

 

 

 

September 30,

 

September 30,

 

 

 

2018

 

2019

 

 

 

RMB

 

RMB

 

Net margin attributable to ordinary shareholders

 

0.5

%

-26.3

%

Adjusted net margin attributable to ordinary shareholders (non-GAAP)

 

8.2

%

-25.0

%

 

 

 

 

 

 

Net income (loss) attributable to ordinary shareholders

 

1,698,706

 

(47,896,392

)

Adjustment for share-based compensation (net of tax effect of nil for both three months ended September 30, 2018 and 2019)

 

4,338,128

 

2,409,227

 

Adjustment for amortization of intangible assets related to acquisition (net of tax effect of RMB1,207,506 and nil for three months ended September 30, 2018 and 2019, respectively)

 

3,622,519

 

 

Adjustment for impairment loss of investment in affiliates (net of tax effect of nil for both three months ended September 30, 2018 and 2019)

 

15,808,792

 

 

Adjusted net income (loss) attributable to ordinary shareholders (non-GAAP)

 

25,468,145

 

(45,487,165

)

 

 

 

 

 

 

Net income (loss) attributable to ordinary shareholders per ADS, diluted

 

0.05

 

(1.42

)

Adjusted net income (loss) attributable to ordinary shareholders per ADS, diluted (non-GAAP)

 

0.73

 

(1.35

)

 

 

 

 

 

 

Weighted average number of ADSs used in computation:

 

 

 

 

 

Diluted

 

34,871,348

 

33,622,879

 

 

14


 

Jupai Holdings Limited

Reconciliation of GAAP to Non-GAAP Results

(In RMB, except for ADS data and percentages)

 

 

 

Nine months ended

 

 

 

September 30,

 

September 30,

 

 

 

2018

 

2019

 

 

 

RMB

 

RMB

 

Net margin attributable to ordinary shareholders

 

17.3

%

-20.7

%

Adjusted net margin attributable to ordinary shareholders (non-GAAP)

 

22.5

%

-19.5

%

 

 

 

 

 

 

Net income (loss) attributable to ordinary shareholders

 

205,418,280

 

(134,533,571

)

Adjustment for share-based compensation (net of tax effect of nil for both nine months ended September 30, 2018 and 2019)

 

17,424,226

 

7,194,491

 

Adjustment for amortization of intangible assets related to acquisition (net of tax effect of RMB3,486,023 and RMB196,316 for nine months ended September 30, 2018 and 2019, respectively)

 

10,458,072

 

588,954

 

Adjustment for impairment loss of investment in affiliates (net of tax effect of nil for both nine months ended September 30, 2018 and 2019)

 

33,808,792

 

 

Adjusted net income (loss) attributable to ordinary shareholders (non-GAAP)

 

267,109,370

 

(126,750,126

)

 

 

 

 

 

 

Net income (loss) attributable to ordinary shareholders per ADS, diluted

 

5.85

 

(4.00

)

Adjusted net income (loss) attributable to ordinary shareholders per ADS, diluted (non-GAAP)

 

7.60

 

(3.77

)

 

 

 

 

 

 

Weighted average number of ADSs used in computation:

 

 

 

 

 

Diluted

 

35,123,696

 

33,613,659

 

 

15