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
May 2023
Commission File Number: 001-35158
PHOENIX NEW MEDIA LIMITED
Sinolight Plaza, Floor 16
No. 4 Qiyang Road
Wangjing, Chaoyang District, Beijing, 100102
Peoples 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
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TABLE OF CONTENTS
Exhibit 99.1 Phoenix New Media Announces Filed 2022 Annual Report on Form 20-F
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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.
PHOENIX NEW MEDIA LIMITED
By: /s/ Edward Lu
Name: Edward Lu
Title: Chief Financial Officer
Date: May 1, 2023
2
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Exhibit 99.1
Phoenix New Media Announces Filed 2022 Annual Report on Form 20-F
BEIJING, China, May 1, 2023 Phoenix New Media Limited (Phoenix New Media,
ifeng or the Company) (NYSE: FENG), a leading new media company in China,
today announced that it filed its annual report on Form 20-F for the fiscal
year ended December 31, 2022 (the "2022 Form 20-F") with the Securities and
Exchange Commission on May 1, 2023.
The 2022 Form 20-F can be accessed on the Companys investor relations website
at http://ir.ifeng.com. The Company will provide a hard copy of its audited
consolidated financial statements contained in the 2022 Form 20-F (the Audited
2022 Financial Statements), free of charge, to its shareholders and ADS
holders upon request. Requests can be directed to Investor Relations
Department, Phoenix New Media Limited, Sinolight Plaza, No. 4 Qiyang Road,
Wangjing, Chaoyang District, Beijing 100102, People's Republic of China.
As disclosed in the 2022 Form 20-F and the Audited 2022 Financial Statements,
the Company noticed a presentation error relating to the presentation of gain
on disposal of available-for-sale debt instruments and income tax
expense/(benefit) in previously issued financial statements. The previously
reported gain on disposal of available-for-sale debt investments of RMB1,001.2
million, RMB477.3 million and RMB64.4 million in 2019, 2020 and 2022, as
disclosed in the Companys annual reports on Form 20-F for the fiscal years
ended December 31, 2019, 2020 and 2021 and the Companys press release dated
March 14, 2023 (Beijing, China time) reporting its unaudited consolidated
financial results for the fourth quarter and fiscal year ended December 31,
2022, had been presented net of accrued PRC withholding tax expense of
RMB142.6 million, RMB96.6 million and a benefit of RMB64.4 million,
respectively.
After consultation with the Companys independent public accountant, the
Companys management reached the conclusion that the gain on disposal of
available-for-sale debt investments should be presented at the gross amount of
RMB1,143.8 million, RMB573.9 million and nil in 2019, 2020 and 2022,
respectively, with the accrued PRC withholding tax presented as part of the
income tax expense/(benefit), and the income tax expense/(benefit) should be
presented at income tax expense of RMB164.5 million and RMB115.6 million for
2019 and 2020, respectively, and income tax benefit of RMB70.4 million for
2022. Therefore, the gain on disposal of available-for-sale debt investments
and the income tax expense/(benefit) in 2020 and 2022 as previously reported
by the Company were restated/corrected, and corresponding corrections were
made to other related line items reported in the Companys previously issued
consolidated financial statements. The Audited 2022 Financial Statements
included in the 2022 Form 20-F reflected the restatement for the year ended
December 31, 2020 and the correction of the error for the year ended December
31, 2022. The details of the restatement are included in Note 2(b) to the
Audited 2022 Financial Statements. The effect of the error for the year ended
December 31, 2019 is disclosed in the forepart to the 2022 Form 20-F. Except
for the above-mentioned changes, the Companys consolidated financial
statements for 2019, 2020 and 2022 as previously reported by the Company
remained unchanged.
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 Medias strategic and operational plans, contain forward-looking
statements. Phoenix New Media may also make written or oral forwardlooking
statements in its periodic reports to the U.S. Securities and Exchange
Commission (SEC) on Forms 20F and 6K, 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 Medias 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 Companys goals and
strategies; the Companys 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 Companys reliance
on
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online and mobile advertising for a majority of its total revenues; the
Companys expectations regarding demand for and market acceptance of its
services; the Companys expectations regarding maintaining and strengthening
its relationships with advertisers, partners and customers; the Companys
investment plans and strategies; fluctuations in the Companys quarterly
operating results; the Companys plans to enhance its user experience,
infrastructure and services offerings; competition in its industry in China;
relevant government policies and regulations relating to the Company; and the
effects of the COVID-19 on the economy in China in general and on the Companys
business in particular. Further information regarding these and other risks is
included in the Companys filings with the SEC, including its registration
statement on Form F1, as amended, and its annual reports on Form 20F. 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
Muzi Guo
Email: investorrelations@ifeng.com
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