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

FOR THE MONTH OF DECEMBER 2022
COMMISSION FILE NUMBER: 001-33863

XINYUAN REAL ESTATE CO., LTD.

27/F, China Central Place, Tower II
79 Jianguo Road, Chaoyang District
Beijing 100025
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 ☒
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): ☐

TABLE OF CONTENTS

Exhibits
Exhibit 99.1        Press Release of Xinyuan Real Estate Co., Ltd. dated December 29, 2022.

Signature

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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.

 
XINYUAN REAL ESTATE CO., LTD.
 
 
 
 
By:
/s/ Yong Zhang
 
Name:
Yong Zhang
 
Title:
CEO

Date: December 29, 2022


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Exhibit 99.1

Xinyuan Real Estate Co., Ltd. Announces First Half 2022 Financial Results

Beijing, December 29, 2022 -- Xinyuan Real Estate Co., Ltd. (“Xinyuan” or “the Company”) (NYSE: XIN), an NYSE-listed real estate developer operating primarily in China and also in other countries, today announced its unaudited financial results for the six months ended June 30, 2022.

First half of 2022 highlights


 •
SG&A expenses for the first half of 2022 were US$71.0 million compared to US$102.4 million for the first half of 2021. As a percentage of total revenue, SG&A expenses were 12.2% and 13.0% for the first half of 2022 and 2021 respectively.


•
The balance of the Company’s real estate properties completed and under development at the end of the second quarter of 2022 was US$3,367.2 million compared to US$2,869.6 million as of December 31, 2021.

Financial Results for the first half of 2022

Revenue

For the first half of 2022, the Company’s total revenue decreased 25.6% to US$584.1 million compared to US$785.6 million for the first half of 2021.

Gross Profit

Gross profit for the first half of 2022 was US$47.6 million, or 8.1% of total revenue, compared to gross profit of US$102.4 million, or 13.0% of total revenue, for the first half of 2021.

Selling, General and Administrative Expenses

SG&A expenses for the first half of 2022 were US$71.0 million compared to US$102.4 million for the first half of 2021. As a percentage of total revenue, SG&A expenses were 12.2% and 13.0% for the first half of 2022 and 2021 respectively.

Net Loss

Net loss for the first half of 2022 was US$172.5 million compared to net loss of US$70.2 million for the first half of 2021.

Balance Sheet

As of June 30, 2022, the Company’s cash and restricted cash increased to US$721.7 million from US$719.9 million as of December 31, 2021.

Total debt outstanding was US$2,101.3 million, which reflects a decrease of 10.0% from US$2,335.5 million as of December 31, 2021.

The balance of the Company’s real estate properties completed and under development at the end of the second quarter of 2022 was US$3,367.2 million compared to US$2,869.6 million as of December 31, 2021.

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About Xinyuan Real Estate Co., Ltd.

Xinyuan Real Estate Co., Ltd. (“Xinyuan”) is an NYSE-listed real estate developer primarily in China and recently in other countries. In China, Xinyuan develops and manages large scale, high quality real estate projects in over ten tier one and tier two cities, including Beijing, Shanghai, Tianjin, Zhengzhou, Jinan, Qingdao, Chengdu, Xi’an, Suzhou, Dalian, Zhuhai and Foshan. Xinyuan was one of the first Chinese real estate developers to enter the U.S. market and over the past few years has been active in real estate development in New York. Xinyuan aims to provide comfortable and convenient real estate related products and services to middle-class consumers. For more information, please visit http://www.xyre.com.

Forward Looking Statements

Certain statements in this press release constitute “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 includes statements about future debt and financial position, potential future collaborative efforts, among others, and can generally be identified by terminology such as “will”, “expects”, “anticipates”, “future”, “intends”, “plans”, “believes”, “estimates” and similar statements. Statements that are not historical statements are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties that could cause actual results to differ materially from those projected or anticipated, including, but not limited to, our ability to continue to implement our business model successfully; our ability to secure adequate financing for our project development; our ability to successfully sell or complete our property projects under construction and planning; our ability to enter successfully into new geographic markets and new business lines and expand our operations; the marketing and sales ability of our third-party sales agents; the performance of our third-party contractors; the impact of laws, regulations and policies relating to real estate developers and the real estate industry in the countries in which we operate; our ability to obtain permits and licenses to carry on our business in compliance with applicable laws and regulations; competition from other real estate developers; the growth of the real estate industry in the markets in which we operate; the impact of pandemics, such as Covid-19, on the real estate market and the economies in our markets; fluctuations in general economic and business conditions in the markets in which we operate; and other risks outlined in our public filings with the Securities and Exchange Commission, including our annual report on Form 20-F for the year ended December 31, 2021. Except as required by law, we undertake no obligation to update or review publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statement is made.

Notes to Unaudited Financial Information

This release contains unaudited financial information which is subject to year-end audit adjustments. Adjustments to the financial statements may be identified when the audit work is completed, which could result in significant differences between our audited financial statements and this unaudited financial information.

For more information, please contact:

Xinyuan Real Estate Co., Ltd.
Mr. Rick Wang
Investor Relations Director
Tel: +86 (10) 8588-9376
Email: irteam@xyre.com

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XINYUAN REAL ESTATE CO., LTD. AND ITS SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(All US$ amounts and number of shares data in thousands, except per share data)

     
Six months ended
  
June 30,
    
June 30,
  
   
2022
    
2021
  
   
(unaudited)
    
(unaudited)
  
             
Total revenue
    
584,123
      
785,600
  
                 
Total costs of revenue
    
(536,560
)
    
(683,213
)
Gross profit
    
47,563
      
102,387
  
                 
Selling and distribution expenses
    
(19,374
)
    
(33,913
)
General and administrative expenses
    
(51,669
)
    
(68,457
)
                 
Operating income/(loss)
    
(23,736
)
    
17
  

               
Interest income
    
1,159
      
6,793
  
Interest expense
    
(83,770
)
    
(84,163
)
Gain on short-term investments
    
(69,828
)
    
2,442
  
Other (income)/expense
    
729
      
174
  
Exchange loss/(gain)
    
22,040
      
9,057
  
Share of loss/(gain) of equity investees
    
(23,356
)
    
3,472
  
                 
Loss from operations before income taxes
    
(176,762
)
    
(62,208
)
                 
Income tax (expenses)/benefits
    
4,274
      
(8,013
)
                 
Net loss
    
(172,488
)
    
(70,221
)
Net loss attributable to non-controlling interest
    
(11,849
)
    
4,917
  
Net loss attributable to Xinyuan Real Estate Co., Ltd. shareholders
    
(184,337
)
    
(65,304
)
                 
Loss per ADS:
                
Basic
    
(3.45
)
    
(1.22
)
Diluted
    
(3.45
)
    
(1.22
)
ADS used in computation:
                
Basic
    
53,466
      
53,466
  
Diluted
    
53,466
      
53,471
  

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XINYUAN REAL ESTATE CO., LTD. AND ITS SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(All US$ amounts and number of shares data in thousands)

     
June 30,
2022
      
December 31,
2021
   
   
(unaudited)
    
(audited)
  
ASSETS
            
Current assets
            
Cash and restricted cash
    
721,724
      
673,289
  
Short-term investments
    
15,092
      
85,211
  
Accounts receivable
    
27,677
      
59,509
  
Other receivables
    
294,024
      
298,190
  
Deposits for land use rights
    
35,111
      
35,739
  
Other deposits and prepayments
    
408,797
      
365,505
  
Advances to suppliers
    
100,353
      
124,153
  
Real estate properties development completed and under development
    
3,367,211
      
2,869,623
  
Amounts due from related parties
    
211,135
      
271,567
  
Amounts due from employees
    
3,793
      
1,550
  
Other current assets
    
3,863
      
1,483
  
                 
Total current assets
    
5,188,780
      
4,785,819
  
                 
Restricted cash, non-current
    
-
      
46,583
  
Real estate properties held for lease, net
    
548,380
      
440,300
  
Property and equipment, net
    
31,820
      
35,526
  
Long-term investment
    
113,965
      
667,228
  
Deferred tax assets
    
288,853
      
302,972
  
Deposits for land use rights and properties
    
34,270
      
36,075
  
Amounts due from related parties
    
15,624
      
15,283
  
Contract cost assets
    
56,463
      
35,104
  
Operating lease right-of-use assets
    
8,620
      
3,147
  
Other assets
    
68,649
      
78,242
  
                 
TOTAL ASSETS
    
6,355,424
      
6,446,279
  

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XINYUAN REAL ESTATE CO., LTD. AND ITS SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(All US$ amounts and number of shares data in thousands)

     
June 30,
2022
      
December 31,
2021
   
   
(unaudited)
    
(audited)
  
LIABILITIES AND
            
SHAREHOLDERS’ EQUITY
            
Current liabilities
            
Accounts payable and notes payable
    
940,424
      
1,134,432
  
Short-term bank loans and other debt
    
88,379
      
99,469
  
Customer deposits
    
1,523,606
      
1,162,430
  
Income tax payable
    
238,390
      
249,107
  
Other payables and accrued liabilities
    
606,711
      
555,177
  
Payroll and welfare payable
    
15,254
      
15,392
  
Current portion of long-term bank loans and other debt
    
1,388,091
      
1,466,821
  
Lease liability, current portion
    
9,839
      
7,620
  
Mandatorily redeemable non-controlling interests
    
10,950
      
10,274
  
Amounts due to related parties
    
72,344
      
77,062
  
                 
Total current liabilities
    
4,893,988
      
4,777,784
  
                 
Non-current liabilities
                
Long-term bank loans
    
293,483
      
494,077
  
Other long-term debt
    
331,362
      
275,100
  
Deferred tax liabilities
    
499,331
      
343,263
  
Unrecognized tax benefits
    
132,924
      
130,561
  
Lease liability
    
5,245
      
1,286
  
Amounts due to related parties
    
-
      
10,979
  
                 
TOTAL LIABILITIES
    
6,156,333
      
6,033,050
  
                 
Shareholders’ equity
                
Common shares
    
16
      
16
  
Treasury shares
    
(116,062
)
    
(116,062
)
Additional paid-in capital
    
544,813
      
544,387
  
Statutory reserves
    
179,377
      
178,498
  
Retained earnings
    
(577,899
)
    
(387,664
)
Accumulated other comprehensive loss
    
3,861
      
34,923
  
Total Xinyuan Real Estate Co., Ltd. shareholders’ equity
    
34,106
      
254,098
  
Non-controlling interest
    
164,985
      
159,131
  
Total equity
    
199,091
      
413,229
  
                 
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
    
6,355,424
      
6,446,279
  


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