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 September 2019

 


 

Commission File Number: 001-38712

 


 

Pintec Technology Holdings Limited

 

9/F Heng An Building

No. 17, East 3rd Ring Road

Chaoyang District, Beijing

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

 

 

 


 

SIGNATURES

 

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.

 

 

Pintec Technology Holdings Limited

 

 

 

 

 

 

 

By

:

/s/ Steven Yuan Ning Sim

 

Name

:

Steven Yuan Ning Sim

 

Title

:

Chief Financial Officer

 

Date:  September 24, 2019

 

2


 

Exhibit Index

 

Exhibit 99.1—Press Release

 

3


Exhibit 99.1

 

PINTEC ANNOUNCES FIRST HALF 2019 UNAUDITED FINANCIAL RESULTS

 

BEIJING, Sept. 23, 2019 (GLOBE NEWSWIRE) — Pintec Technology Holdings Limited (NASDAQ: PT) (“PINTEC” or the “Company”), a leading independent technology platform enabling financial services in China, today announced its unaudited financial results for the six months ended June 30, 2019.

 

First Half 2019 Financial Highlights

 

·                  Total revenues were RMB479.5million (US$69.8million), a year-over-year decrease of 17.0% from RMB577.7 million in the same period of 2018.

 

·                  Gross profit was RMB274.6 million (US$40.0 million), a year-over-year increase of 16.3%. Gross margin expanded to 57.3% from 40.9% in the same period of 2018.

 

·                  Operating profit was RMB56.0 million (US$8.2 million), a year-over-year increase of 13.8% from RMB49.2 million in the same period of 2018.

 

·                  Net income was RMB73.3 million (US$10.7 million), a year-over-year increase of 492% from RMB12.4 million in the same period of 2018.

 

·                  Adjusted net income1 was RMB103.2 million (US$15.0 million), a year-over-year increase of 218% from RMB32.5 million in the same period of 2018.

 

First Half 2019 Operating Highlights

 

·                  Total loans facilitated were RMB7.0 billion (US$1.0 billion) in the first half of 2019, a decrease of 21.2% from the same period of 2018, amount which, the on-book loans decreased by 50.4%, as the Company shifted its business focus towards providing technology services.

 

·                  Loan outstanding balance was RMB5.5 billion (US$0.8 billion) as of June 30, 2019, representing a decrease of 6.6% from December 31, 2018.

 

·                  The following table provides delinquency rates for all loans facilitated by the Company as of the dates indicated:

 

 

 

Delinquent for

 

 

 

16 - 30 days

 

31 - 60 days

 

61 - 90 days

 

December 31, 2016

 

0.47

%

0.76

%

0.63

%

December 31, 2017

 

1.11

%

1.02

%

0.74

%

December 31, 2018

 

1.27

%

2.35

%

2.33

%

June 30, 2019

 

1.43

%

2.23

%

2.21

%

 


1  Adjusted net income/(loss) is a non-GAAP financial measure, representing net income/(loss) before share-based compensation expenses. For more information on non-GAAP financial measures, please see the section of “Use of Non-GAAP Financial Measures Statement” and the tables captioned “Unaudited Reconciliations of GAAP and Non-GAAP Results” set forth at the end of this release.

 

1


 

Mr. Jun Dong, acting Chief Executive Officer of PINTEC, commented, “During the first half of 2019, we remained steadfast in our commitment to advance our business model and continuously cultivated our abilities to connect financial institutions and businesses at scale. In line with our conviction for growth and progress, we developed additional partnerships with financial institutions and businesses, expanded our leadership in the installment payment market for travel and mobile devices, and actively established a strong foothold in additional vertical markets, such as educational services. We also optimized our product offerings and continued to provide best-in-class services to our financial partners. In addition, we fully utilized our factoring and online micro-lending licenses to launch joint services, such as lending solutions and installment payment plans, with our financial partners. We believe that our expanding collaboration with financial institutions and business partners will fuel our revenue growth momentum going forward.”

 

Mr. Steven Sim, Chief Financial Officer of PINTEC, stated, “In the face of difficult macroeconomic conditions and industry-wide challenges, we continued to execute our growth strategies and to transition our business focus towards providing technology services. Going forward, we will continue to invest in optimizing our technical services, expanding our global footprint, and innovating our smart lending solutions. We are confident that our leading capabilities in providing best-in-class services to businesses and financial institutions will enable us to generate sustainable revenue growth for PINTEC going forward.”

 

First Half 2019 Financial Results

 

Total Revenues

 

Total revenues in the first half of 2019 decreased by 17.0% to RMB479.5million (US$69.8 million) from RMB577.7 million in the same period of 2018.

 

·                  Revenues from technical service fees decreased by 4.0% to RMB383.8 million (US$55.9 million) in the first half of 2019 from RMB399.7 million in the same period of 2018. The decline was due to the decrease of the off-book loan facilitated in the first half of 2019.

 

·                  Revenues from installment service fees in the first half of 2019 decreased by 51.7% to RMB82.0 million (US$11.9 million) from RMB169.9 million in the same period of 2018. The decline was due to the decrease in the Company’s on-book installment loans volume, which is in line with the Company’s ongoing shift to an asset-light model.

 

·                  Revenues from wealth management service fees in the first half of 2019 increased by 69.4% to RMB13.7 million (US$2.0 million) from RMB8.1 million in the same period of 2018. The increase was primarily attributable to the development and expansion of the Company’s insurance solutions.

 

2


 

Cost of Revenues

 

Cost of revenues decreased by 40.0% in the first half of 2019 to RMB204.9 million (US$29.8 million) from RMB341.5 million in the same period last year. As a percentage of total revenues, cost of revenues decreased to 42.7% in the first half of 2019 from 59.1% in the same period last year. This was driven by lower funding costs due to the lower volume of the Company’s on-book loan business. At the same time, as the Company grew its business partnerships and gained market recognition, its ability to negotiate prices improved and the Company was able to lower customer acquisition costs. As a result, customer acquisition costs related to origination and servicing costs decreased by 36.4% to RMB79.7 million.

 

Gross Profit

 

Gross profit in the first half of 2019 increased by 16.3% to RMB274.6 million (US$40.0 million) from RMB236.1 million in the same period of 2018. Gross margin in the first half of 2019 expanded to 57.3% from 40.9% in the same period of 2018. The gross margin expansion was primarily driven by the lower volume of the Company’s on-book loan business, which led to lower funding costs and lower provision for credit loss.

 

Operating Expenses

 

Total operating expenses in the first half of 2019 were RMB218.6 million (US$31.8 million) compared to RMB186.9 million in the same period of 2018.

 

·                  Sales and marketing expenses in the first half of 2019 decreased by 17.6% to RMB42.2 million (US$6.1 million) from RMB51.3 million in the same period of 2018. Since the end of 2018, the Company had begun optimizing its product structure and winding down the off-line personal installment loan business. Off-line direct marketing groups disbanded, and off-line marketing and promotion expenses decreased significantly as a result. At the same time, marketing efficiency improved.

 

·                  General and administrative expenses in the first half of 2019 increased to RMB131.2 million (US$19.1 million) from RMB96.6 million in the same period of 2018. The increase was primarily due to increased professional service fees associated with being a public company, bad debt provision, staff costs and share-based compensation.

 

·                  Research and development expenses increased by 15.4% to RMB45.1 million (US$6.6 million) in the first half of 2019 from RMB39.1 million in the same period of 2018. The increase was primarily due to higher employee compensation costs.

 

Operating Profit

 

Operating profit was RMB56.0 million (US$8.2 million) in the first half of 2019 compared to RMB49.2 million in the same period of 2018.

 

3


 

Net Income

 

Net income in the first half of 2019 increased by 492% to RMB73.3 million (US$10.7 million) from RMB12.4 million in the same period of 2018. Adjusted net income in the first half of 2019 increased by 218% to RMB103.2 million (US$15.0 million) from RMB32.5 million in the same period of 2018. The increase in net income was due to the increase of gross profit and RMB32.7 million in accumulated interest income from a loan to Jimu.

 

Net income attributable to ordinary shareholders in the first half of 2019 was RMB73.3 million (US$10.7 million) compared to a net loss attributable to ordinary shareholders of RMB20.8 million in the same period of 2018.

 

Net Income/loss per Share

 

Basic and diluted net income per share were RMB0.27(US$0.04)and RMB 0.26(US$0.04) in the first half of 2019, which represents the equivalent of RMB1.87 (US$0.28) and RMB 1.79(US$0.28) per American Depositary Share (“ADS”).

 

Adjusted basic and diluted net income per share were RMB0.38 (US$0.05) and RMB0.36 (US$0.05), respectively, in the first half of 2019, which represents the equivalent of RMB2.63 (US$0.35) and RMB2.53 (US$0.35), respectively, per ADS.

 

Balance Sheet

 

As of June 30, 2019, the Company had combined cash and cash equivalents and restricted cash of RMB730.0 million (US$106.3 million) compared to RMB710.0 million as of December 31, 2018.

 

As of June 30, 2019, the Company’s total net financing receivables, including short-term and long-term, declined to RMB646.3 million (US$94.1 million) from RMB761.0 million as of December 31, 2018, mainly due to the lower volume of the Company’s on-book loan business.

 

The Company’s Interim Financial Statements are prepared and presented in accordance with U.S. GAAP. However, the Interim Financial Statements have not been audited or reviewed by the Company’s independent registered accounting firm.

 

4


 

Conference Call Information

 

PINTEC’s management will hold a conference call on Monday, September 23, 2019, at 7:30 A.M. Eastern Time or 7:30 P.M. Beijing Time on the same day to discuss the financial results. Listeners may access the call by dialing the following numbers:

 

International:

+65-6713-5090

United States Toll Free:

+1-866-519-4004

China:

400-620-8038

Hong Kong Toll Free:

800-906-601

Conference ID:

4144299

 

The replay will be accessible through October 1, 2019, by dialing the following numbers:

 

International:

+61-2-8199-0299

United States Toll Free:

+1-855-452-5696

Conference ID:

4144299

 

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

 

Extended Transition Period

 

Management has elected to use the extended transition period for complying with any new or revised financial accounting standards and will adopt ASC 606 for the annual period beginning on January 1, 2019 and for interim periods one year later than annual adoption using the modified retrospective approach, in which case the cumulative effect of applying the standard would be recognized at the date of initial application. The Company also considers there will have a material impact to the beginning balance of retained earnings. The Company was applying ASC 605 for the purpose of revenue recognition and disclosure for the interim financial statements for the six months ended June 30, 2019 present hereof.

 

Use of Non-GAAP Financial Measures

 

In evaluating its business, the Company considers and uses adjusted net income/loss as a supplemental measure to review and assess its operating performance. The presentation of this non-GAAP financial measure is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with U.S. GAAP. The Company defines adjusted net income/loss as net income/loss excluding share-based compensation expenses.

 

The Company believes that this non-GAAP financial measure can help management evaluate the Company’s operating performance and formulate business plans. Adjusted net income/loss enables management to assess operating results without considering the impact of share-based compensation expenses. The Company also believes that this non-GAAP financial measure provides useful information about its operating results, enhance the overall understanding of its past performance and future prospects and allows for greater visibility with respect to key metrics used by management in their financial and operational decision-making.

 

This non-GAAP financial measure is not defined under U.S. GAAP and is not presented in accordance with U.S. GAAP. This non-GAAP financial measure has limitations as an analytical tool. One of the key limitations of using adjusted net income/loss is that it does not reflect all items of income and expenses that affect the Company’s operations. The company will continue to incur share-based compensation expenses in its business, which are reflected in the presentation of its adjusted net income/loss. Further, this non-GAAP financial measure may differ from non-GAAP financial information used by other companies, including peer companies, and therefore its comparability may be limited.

 

5


 

The Company compensates for these limitations by reconciling this non-GAAP financial measure to the most directly comparable U.S. GAAP financial measure, net income/loss, which should be considered when evaluating the Company’s performance. The Company encourages you to review its financial information in its entirety and not rely on a single financial measure.

 

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 RMB6.865 to US$1.00, the noon buying rate in effect on June 28, 2019, in the H.10 statistical release of the Federal Reserve Board. The Company makes no representation that the RMB or USD amounts referred to 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.

 

Safe Harbor Statement

 

This press release contains forward-looking statements. These statements constitute “forward-looking” statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in 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,” “target,” “confident” and similar statements. Among other things, the quotations from management in this announcement, as well as PINTEC’s strategic and operational plans, contain forward-looking statements. PINTEC 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. Such statements are based upon management’s current expectations and current market and operating conditions, and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond the Company’s control. Forward-looking statements involve inherent risks, uncertainties and other factors that could cause actual results to differ materially from those contained in any such statements. Potential risks and uncertainties include, but are not limited to, the Company’s limited operating history, regulatory uncertainties relating to online consumer finance in China, the Company’s reliance on Jimu Group for a significant portion of its funding and the need to further diversify its financial partners, the Company’s reliance on a limited number of business partners, the impact of current or future PRC laws or regulations on wealth management financial products, publicity regarding the consumer finance industry and the evolving regulatory environment governing this industry in China, and the Company’s ability to meet the standards necessary to maintain the listing of its ADSs on the Nasdaq Global Market, including its ability to cure any non-compliance with Nasdaq’s continued listing criteria. Further information regarding these and other risks, uncertainties or factors is included in the Company’s filings with the U.S. Securities and Exchange Commission. All information provided in this press release is as of the date of this press release, and the Company does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under applicable law.

 

6


 

About PINTEC

 

PINTEC is a leading independent technology platform enabling financial services in China. By connecting business and financial partners on its open platform, PINTEC enables them to provide financial services to end users efficiently and effectively. The Company offers its partners a full suite of customized solutions, ranging from point-of-sale financing, personal installment loans and business installment loans, to wealth management and insurance products. Leveraging its scalable and reliable technology infrastructure, PINTEC serves a wide range of industry verticals covering online travel, e-commerce, telecommunications, online education, SaaS platforms, financial technology, internet search, and online classifieds and listings, as well as various types of financial partners including banks, brokers, insurance companies, investment funds and trusts, consumer finance companies, peer-to-peer platforms and other similar institutions. For more information, please visit ir.pintec.com.

 

Investor Relations Contact

 

Joyce Tang

Pintec Technology Holdings Ltd.

Phone: +1-646-308-1622

E-mail: ir@pintec.com

 

Jack Wang

ICR Inc.

Phone: +1-646-308-1622

E-mail: pintec@icrinc.com

 

7


 

Pintec Technology Holdings Ltd.

 

Unaudited Condensed Consolidated Balance Sheets

 

 

 

As of

 

(In thousands, except for share and per share data)

 

December 31,
2018

 

June 30,
2019

 

 

 

RMB

 

RMB

 

USD

 

ASSETS

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

 

457,442

 

228,057

 

33,220

 

Restricted time deposits

 

252,599

 

501,978

 

73,121

 

Short-term financing receivables, net

 

742,117

 

609,725

 

88,816

 

Short-term guarantee assets, net

 

20,610

 

118,277

 

17,229

 

Accrued interest receivable, net

 

11,052

 

9,250

 

1,347

 

Accounts receivable, net

 

47,652

 

90,753

 

13,220

 

Prepayments and other current assets

 

208,398

 

144,735

 

21,083

 

Amounts due from related parties

 

475,426

 

582,999

 

84,923

 

Total current assets

 

2,215,296

 

2,285,774

 

332,959

 

Non-current assets:

 

 

 

 

 

 

 

Long-term financing receivables, net

 

18,882

 

36,574

 

5,328

 

Long-term guarantee assets, net

 

 

24,596

 

3,583

 

Prepayment, non-current

 

 

42,475

 

6,187

 

Long-term investments

 

58,038

 

53,156

 

7,743

 

Deferred tax assets

 

36,901

 

46,384

 

6,757

 

Property, equipment and software, net

 

7,806

 

9,883

 

1,440

 

Intangible assets, net

 

5,423

 

55,275

 

8,052

 

Goodwill

 

25,680

 

39,525

 

5,757

 

Total non-current assets

 

152,730

 

307,868

 

44,847

 

TOTAL ASSETS

 

2,368,026

 

2,593,642

 

377,806

 

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Short-term funding debts

 

679,957

 

550,805

 

80,234

 

Accrued interest payable

 

15,021

 

4,466

 

651

 

Accounts payable

 

38,850

 

55,959

 

8,151

 

Amounts due to related parties

 

96,596

 

16,000

 

2,331

 

Tax payable

 

57,081

 

69,003

 

10,051

 

Short-term borrowings

 

220,000

 

380,000

 

55,353

 

Guarantee liabilities

 

15,537

 

178,167

 

25,953

 

Accrued expenses and other liabilities

 

157,462

 

134,907

 

19,651

 

Total current liabilities

 

1,280,504

 

1,389,307

 

202,375

 

Non-current liabilities:

 

 

 

 

 

 

 

Long-term funding debts

 

21,498

 

21,500

 

3,132

 

Deferred tax liabilities

 

 

4,701

 

685

 

Other non-current liabilities

 

8,748

 

8,307

 

1,210

 

Long-term payable

 

 

6,945

 

1,012

 

Total non-current liabilities

 

30,246

 

41,453

 

6,039

 

TOTAL LIABILITIES

 

1,310,750

 

1,430,760

 

208,414

 

 

 

 

 

 

 

 

 

SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

Class A Ordinary Shares

 

185

 

197

 

29

 

Class B Ordinary Shares

 

43

 

43

 

6

 

Additional paid-in capital

 

1,896,993

 

1,928,591

 

280,931

 

Statutory reserves

 

1,739

 

1,739

 

253

 

Accumulated other comprehensive income

 

31,014

 

31,677

 

4,614

 

Accumulated deficit

 

(872,698

)

(799,365

)

(116,441

)

TOTAL SHAREHOLDERS’ EQUITY

 

1,057,276

 

1,162,882

 

169,392

 

TOTAL LIABILITIES, SHAREHOLDERS’ EQUITY

 

2,368,026

 

2,593,642

 

377,806

 

 

8


 

Pintec Technology Holdings Ltd.

Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income

 

 

 

For the Six Months Ended

 

 

 

June 30,

 

June 30,

 

June 30,

 

(In thousands, except for share and per share data)

 

2018

 

2019

 

2019

 

 

 

RMB

 

RMB

 

USD

 

Revenues:

 

 

 

 

 

 

 

Technical service fees

 

399,703

 

383,759

 

55,900

 

Installment service fees

 

169,881

 

82,009

 

11,946

 

Wealth management service fees

 

8,080

 

13,686

 

1,994

 

Total revenues

 

577,664

 

479,454

 

69,840

 

Cost of revenues:

 

 

 

 

 

 

 

Funding cost

 

(93,476

)

(38,273

)

(5,575

)

Provision for credit losses

 

(55,136

)

(15,091

)

(2,198

)

Origination and servicing cost

 

(192,908

)

(151,513

)

(22,071

)

Cost of revenues

 

(341,520

)

(204,877

)

(29,844

)

Gross profit

 

236,144

 

274,577

 

39,996

 

Operating expenses:

 

 

 

 

 

 

 

Sales and marketing expenses

 

(51,264

)

(42,243

)

(6,153

)

General and administrative expenses

 

(96,589

)

(131,232

)

(19,116

)

Research and development expenses

 

(39,063

)

(45,091

)

(6,568

)

Total operating expenses

 

(186,916

)

(218,566

)

(31,837

)

Operating profit

 

49,228

 

56,011

 

8,159

 

 

 

 

 

 

 

 

 

Change in fair value of convertible loans

 

(9,552

)

 

 

Share of loss from equity method investments

 

(792

)

(4,794

)

(698

)

Other income, net

 

5,169

 

343

 

50

 

Interest income from related parties

 

 

32,712

 

4,764

 

Gain on guarantee liabilities

 

 

9,678

 

1,410

 

Income before income tax expense

 

44,053

 

93,950

 

13,685

 

Income tax expense

 

(31,667

)

(20,615

)

(3,003

)

Net income

 

12,386

 

73,335

 

10,682

 

Pre-IPO Preferred shares redemption value accretion

 

(33,177

)

 

 

Net (loss)/income attributable to ordinary share holders

 

(20,791

)

73,335

 

10,682

 

Net income

 

12,386

 

73,335

 

10,682

 

Other comprehensive income:

 

 

 

 

 

 

 

Foreign currency translation adjustments net of nil tax

 

18,348

 

663

 

97

 

Total other comprehensive income

 

18,348

 

663

 

97

 

Total comprehensive income

 

30,734

 

73,998

 

10,779

 

Pre-IPO Preferred shares redemption value accretion

 

(33,177

)

 

 

Comprehensive (loss)/income attributable to ordinary shareholders

 

(2,443

)

73,998

 

10,779

 

 

 

 

 

 

 

 

 

Net (loss)/income per ordinary share

 

 

 

 

 

 

 

Basic

 

(0.31

)

0.27

 

0.04

 

Diluted

 

(0.31

)

0.26

 

0.04

 

Weighted average ordinary shares outstanding

 

 

 

 

 

 

 

Basic

 

66,906,125

 

275,001,781

 

275,001,781

 

Diluted

 

66,906,125

 

286,032,181

 

286,032,181

 

 

9


 

Pintec Technology Holdings Ltd.

 

Unaudited Reconciliations of GAAP and Non-GAAP Results

 

 

 

For the six Months Ended

 

 

 

June 30,

 

June 30,

 

June 30,

 

(In thousands, except for share and per share data)

 

2018

 

2019

 

2019

 

 

 

RMB

 

RMB

 

USD

 

Net income

 

12,386

 

73,335

 

10,682

 

Add: Share-based compensation expenses

 

20,074

 

29,903

 

4,356

 

Adjusted net income

 

32,460

 

103,238

 

15,038

 

 

 

 

 

 

 

 

 

Net (loss)/income attributable to ordinary shareholders

 

(20,791

)

73,335

 

10,682

 

Add: Share-based compensation expenses

 

20,074

 

29,903

 

4,356

 

Adjusted net (loss)/income per ordinary share

 

(717

)

103,238

 

15,038

 

Basic

 

(0.01

)

0.38

 

0.05

 

Diluted

 

(0.01

)

0.36

 

0.05

 

Weighted average number of ordinary shares outstanding

 

 

 

 

 

 

 

Basic

 

66,906,125

 

275,001,781

 

275,001,781

 

Diluted

 

66,906,125

 

286,032,181

 

286,032,181

 

 

10