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6-K 1 tm2317221d1_6k.htm FORM 6-K

 

 

 

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 May 2023

 

 

 

Commission File Number: 001-38591

 

 

 

PDD Holdings Inc.

 

First Floor, 25 St Stephen’s Green,

Dublin 2, D02 XF99

Ireland
(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    ¨

 

 

 

 


 

Exhibit Index

 

Exhibit 99.1—Press Release (Earnings Release)

 

 


 

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.

 

  PDD HOLDINGS INC.
   
  By : /s/ Lei Chen
  Name : Lei Chen
  Title : Chairman of the Board of Directors and Co-Chief Executive Officer

 

Date: May 30, 2023

 

 

 

EX-99.1 2 tm2317221d1_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

 

PDD Holdings Announces First Quarter 2023 Unaudited Financial Results

 

DUBLIN and SHANGHAI, May 26, 2023 (GLOBE NEWSWIRE) – PDD Holdings Inc. (“PDD Holdings” or the “Company”) (NASDAQ: PDD), today announced its unaudited financial results for the first quarter ended March 31, 2023.

 

First Quarter 2023 Highlights

 

Total revenues in the quarter were RMB37,637.1 million (US$15,480.4 million), an increase of 58% from RMB23,793.7 million in the same quarter of 2022.

 

Operating profit in the quarter was RMB6,929.0 million (US$1,008.9 million), an increase of 222% from RMB2,154.4 million in the same quarter of 2022. Non-GAAP2 operating profit in the quarter was RMB8,462.4 million (US$1,232.2 million), an increase of 130% from RMB3,677.2 million in the same quarter of 2022.

 

Net income attributable to ordinary shareholders in the quarter was RMB8,101.0 million (US$1,179.6 million), an increase of 212% from RMB2,599.5 million in the same quarter of 2022. Non-GAAP net income attributable to ordinary shareholders in the quarter was RMB10,126.4 million (US$1,474.5 million), an increase of 141% from RMB4,200.4 million in the same quarter of 2022.

 

“Technology is the cornerstone of sustainable and inclusive growth that creates positive value for society,” said Mr. Lei Chen, Chairman and Co-Chief Executive Officer of PDD Holdings. “We will channel more resources to R&D as it is the key catalyst in driving efficiency and uncovering opportunities.”

 

“We are entering a new phase of development where we are fully committed to fostering high-quality growth and further strengthening our ecosystem,” said Mr. Jiazhen Zhao, Executive Director and Co-Chief Executive Officer of PDD Holdings. “We are launching a dedicated ‘10 Billion Ecosystem Initiative’ to facilitate an environment where quality merchants can flourish.”

 

“Patient investment is essential for us to promote ecosystem vibrancy and sustainability,” said Ms. Jun Liu, VP of Finance at PDD Holdings. “We are still in the investment stage, and we plan to step up our investment to further support quality growth.”

 

 

1 This announcement contains translations of certain Renminbi (RMB) amounts into U.S. dollars (US$) at a specified rate solely for the convenience of the reader. Unless otherwise noted, the translation of RMB into US$ has been made at RMB6.8676 to US$1.00, the noon buying rate in effect on March 31, 2023 as set forth in the H.10 Statistical Release of the Federal Reserve Board.

2 The Company’s non-GAAP financial measures exclude share-based compensation expenses, fair value change of certain investments, and interest expenses related to the convertible bonds’ amortization to face value. See “Reconciliation of Non-GAAP Measures to The Most Directly Comparable GAAP Measures” set forth at the end of this press release.

 

1


 

First Quarter 2023 Unaudited Financial Results

 

Total revenues were RMB37,637.1 million (US$5,480.4 million), an increase of 58% from RMB23,793.7 million in the same quarter of 2022. The increase was primarily due to an increase in revenues from online marketing services and transaction services.

 

Revenues from online marketing services and others were RMB27,244.4 million (US$3,967.1 million), an increase of 50% from RMB18,202.3 million in the same quarter of 2022.

 

Revenues from transaction services were RMB10,392.6 million (US$1,513.3 million), an increase of 86% from RMB5,591.4 million in the same quarter of 2022.

 

Total costs of revenues were RMB11,125.3 million (US$1,620.0 million), an increase of 55% from RMB7,159.6 million in the same quarter of 2022. The increase mainly came from the increased fulfilment fees and payment processing fees.

 

Total operating expenses were RMB19,582.7 million (US$2,851.5 million), an increase of 35% from RMB14,479.7 million in the same quarter of 2022. The increase was primarily due to an increase in sales and marketing expenses.

 

Sales and marketing expenses were RMB16,259.7 million (US$2,367.6 million), an increase of 45% from RMB11,219.1 million in the same quarter of 2022, mainly due to the increased spending in promotion and advertising activities.

 

General and administrative expenses were RMB816.4 million (US$118.9 million), an increase of 38% from RMB592.1 million in the same quarter of 2022, primarily due to an increase in staff related costs.

 

Research and development expenses were RMB2,506.7 million (US$365.0 million), a slight decrease of 6% from RMB2,668.5 million in the same quarter of 2022.

 

2


 

Operating profit in the quarter was RMB6,929.0 million (US$1,008.9 million), an increase of 222% from RMB2,154.4 million in the same quarter of 2022. Non-GAAP operating profit in the quarter was RMB8,462.4 million (US$1,232.2 million), an increase of 130% from RMB3,677.2 million in the same quarter of 2022.

 

Net income attributable to ordinary shareholders in the quarter was RMB8,101.0 million (US$1,179.6 million), an increase of 212% from RMB2,599.5 million in the same quarter of 2022. Non-GAAP net income attributable to ordinary shareholders in the quarter was RMB10,126.4 million (US$1,474.5 million), an increase of 141% from RMB4,200.4 million in the same quarter of 2022.

 

Basic earnings per ADS was RMB6.13 (US$0.89) and the diluted earnings per ADS was RMB5.55 (US$0.81), compared with basic earnings per ADS of RMB2.06 and diluted earnings per ADS of RMB1.84 in the same quarter of 2022. Non-GAAP diluted earnings per ADS was RMB6.92 (US$1.01), compared with RMB2.95 in the same quarter of 2022.

 

Net cash generated from operating activities was RMB1,338.0 million (US$194.8 million), compared with net cash used in operating activities of RMB9,068.1 million in the same quarter of 2022, mainly due to the increase in net income and the changes in working capitals.

 

Cash, cash equivalents and short-term investments were RMB157.0 billion (US$22.9 billion) as of March 31, 2023, compared with RMB149.4 billion as of December 31, 2022.

 

3


 

Conference Call

 

The Company’s management will hold an earnings conference call at 7:30 AM ET on May 26, 2023 (12:30 PM IST and 7:30 PM HKT on the same day).

 

The conference call will be webcast live at https://investor.pddholdings.com/investor-events. The webcast will be available for replay at the same website following the conclusion of the call.

 

Use of Non-GAAP Financial Measures

 

In evaluating the business, the Company considers and uses non-GAAP measures, such as non-GAAP operating profit and non-GAAP net income attributable to ordinary shareholders, as supplemental measures to review and assess operating performance. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The Company’s non-GAAP financial measures exclude share-based compensation expenses, fair value change of certain investments, and interest expenses related to the convertible bonds’ amortization to face value.

 

The Company presents these non-GAAP financial measures because they are used by management to evaluate operating performance and formulate business plans. The Company believes that the non-GAAP financial measures help identify underlying trends in its business by excluding the impact of share-based compensation expenses, fair value change of certain investments, and interest expenses related to the convertible bonds’ amortization to face value, which are non-cash charges. The Company also believes that the non-GAAP financial measures could provide further information about the Company’s results of operations, and enhance the overall understanding of the Company’s past performance and future prospects.

 

The non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. The non-GAAP financial measures have limitations as analytical tools. The Company’s non-GAAP financial measures do not reflect all items of income and expenses that affect the Company’s operations and do not represent the residual cash flow available for discretionary expenditures. Further, these non-GAAP measures may differ from the non-GAAP information used by other companies, including peer companies, and therefore their comparability may be limited. The Company compensates for these limitations by reconciling the non-GAAP financial measures to the nearest U.S. GAAP performance measure, all of which should be considered when evaluating performance. The Company encourages you to review the Company’s financial information in its entirety and not rely on a single financial measure.

 

For more information on the non-GAAP financial measures, please see the table captioned “Reconciliation of Non-GAAP Measures to The Most Directly Comparable GAAP Measures” set forth at the end of this press release.

 

4


 

Safe Harbor Statements

 

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,” “aims,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident,” “potential,” “continue” or other similar expressions. Among other things, the business outlook and quotations from management in this announcement, as well as the Company’s strategic and operational plans, contain forward-looking statements. The Company may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), 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 but not limited to statements about the Company’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 growth strategies; its future business development, results of operations and financial condition; its ability to understand buyer needs and provide products and services to attract and retain buyers; its ability to maintain and enhance the recognition and reputation of its brand; its ability to rely on merchants and third-party logistics service providers to provide delivery services to buyers; its ability to maintain and improve quality control policies and measures; its ability to establish and maintain relationships with merchants; trends and competition in China’s and global e-commerce markets; changes in its revenues and certain cost or expense items; the expected growth of China’s and global e-commerce markets; PRC governmental policies and regulations relating to the Company’s industry, and general economic and business conditions globally and in China and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in the Company’s filings with the SEC. All information provided in this press release and in the attachments is as of the date of this press release, and the Company undertakes no obligation to update any forward-looking statement, except as required under applicable law.

 

5


 

About PDD Holdings

 

PDD Holdings is a multinational commerce group that owns and operates a portfolio of businesses. PDD Holdings aims to bring more businesses and people into the digital economy so that local communities and small businesses can benefit from the increased productivity and new opportunities.

 

For investor and media inquiries, please contact:

 

investor@pddholdings.com

media@pddholdings.com

 

6


 

PDD HOLDINGS INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands of Renminbi (“RMB”) and U.S. dollars (“US$”))

 

    As of  
    December
31, 2022
    March 31, 2023  
    RMB     RMB     US$  
          (Unaudited)  
ASSETS                  
Current assets                        
Cash and cash equivalents     34,326,192       19,771,265       2,878,919  
Restricted cash     57,974,225       50,898,735       7,411,430  
Receivables from online payment platforms     587,696       693,111       100,925  
Short-term investments     115,112,554       137,263,553       19,987,121  
Amounts due from related parties     6,318,830       4,896,517       712,988  
Prepayments and other current assets     2,298,379       2,287,742       333,121  
Total current assets     216,617,876       215,810,923       31,424,504  
                         
Non-current assets                        
Property, equipment and software, net     1,044,847       948,095       138,053  
Intangible assets     134,002       23,403       3,408  
Right-of-use assets     1,416,081       1,640,361       238,855  
Deferred tax assets     1,045,030       1,298,602       189,091  
Other non-current assets     16,862,117       20,344,866       2,962,442  
Total non-current assets     20,502,077       24,255,327       3,531,849  
                         
Total Assets     237,119,953       240,066,250       34,956,353  

 

7


 

 

PDD HOLDINGS INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands of Renminbi (“RMB”) and U.S. dollars (“US$”))

 

    As of  
    December 31,
2022
    March 31, 2023  
    RMB     RMB     US$  
          (Unaudited)  
LIABILITIES AND SHAREHOLDERS’ EQUITY                        
Current liabilities                        
Amounts due to related parties     1,676,391       1,960,013       285,400  
Customer advances and deferred revenues     1,389,655       1,543,135       224,698  
Payable to merchants     63,316,695       55,878,527       8,136,544  
Accrued expenses and other liabilities     20,960,723       21,515,816       3,132,944  
Merchant deposits     15,058,229       15,683,470       2,283,690  
Convertible bonds, current portion     13,885,751       13,712,209       1,996,652  
Lease liabilities     602,036       729,446       106,216  
Total current liabilities     116,889,480       111,022,616       16,166,144  
                         
Non-current liabilities                        
Convertible bonds     1,575,755       1,554,736       226,387  
Lease liabilities     870,782       978,399       142,466  
Deferred tax liabilities     13,025       382       56  
Total non-current liabilities     2,459,562       2,533,517       368,909  
                         
Total Liabilities     119,349,042       113,556,133       16,535,053  
                         
Shareholders’ equity                        
Ordinary shares     170       171       25  
Additional paid-in capital     99,250,468       100,784,131       14,675,306  
Statutory reserves     5,000       5,000       728  
Accumulated other comprehensive income     3,322,238       2,426,753       353,363  
Retained earnings     15,193,035       23,294,062       3,391,878  
Total Shareholders’ Equity     117,770,911       126,510,117       18,421,300  
                         
Total Liabilities and Shareholders’ Equity     237,119,953       240,066,250       34,956,353  

 

8 


 

PDD HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Amounts in thousands of RMB and US$)

 

    For the three months ended March 31,  
    2022     2023  
    RMB     RMB     US$  
    (Unaudited)     (Unaudited)     (Unaudited)  
Revenues     23,793,689       37,637,050       5,480,379  
Costs of revenues     (7,159,595 )     (11,125,285 )     (1,619,967 )
Gross profit     16,634,094       26,511,765       3,860,412  
                         
Sales and marketing expenses     (11,219,068 )     (16,259,688 )     (2,367,594 )
General and administrative expenses     (592,113 )     (816,402 )     (118,877 )
Research and development expenses     (2,668,507 )     (2,506,657 )     (364,998 )
Total operating expenses     (14,479,688 )     (19,582,747 )     (2,851,469 )
                         
Operating profit     2,154,406       6,929,018       1,008,943  
                         
Interest and investment income, net     796,261       1,463,599       213,117  
Interest expenses     (12,640 )     (11,687 )     (1,702 )
Foreign exchange gain/ (loss)     20,084       (16,037 )     (2,335 )
Other income, net     239,770       1,227,520       178,741  
                         
Profit before income tax and share of results of equity investees     3,197,881       9,592,413       1,396,764  
Share of results of equity investees     (33,616 )     106,389       15,491  
Income tax expenses     (564,814 )     (1,597,775 )     (232,654 )
Net income     2,599,451       8,101,027       1,179,601  

 

9 


 

PDD HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Amounts in thousands of RMB and US$, except for per share data)

 

    For the three months ended March 31,  
    2022     2023  
    RMB     RMB     US$  
    (Unaudited)     (Unaudited)     (Unaudited)  
Net income     2,599,451       8,101,027       1,179,601  
Net income attributable to ordinary shareholders     2,599,451       8,101,027       1,179,601  
                         
Earnings per ordinary share:                        
  -Basic     0.52       1.53       0.22  
  -Diluted     0.46       1.39       0.20  
                         
Earnings per ADS (4 ordinary shares equals 1 ADS ):                        
  -Basic     2.06       6.13       0.89  
  -Diluted     1.84       5.55       0.81  
                         
Weighted average number of outstanding ordinary shares (in thousands):                        
  -Basic     5,036,733       5,282,720       5,282,720  
  -Diluted     5,688,094       5,850,378       5,850,378  

 

10 


 

PDD HOLDINGS INC.

NOTES TO FINANCIAL INFORMATION

(Amounts in thousands of RMB and US$)

 

    For the three months ended March 31,  
    2022     2023  
    RMB     RMB     US$  
    (Unaudited)     (Unaudited)     (Unaudited)  
Revenues                  
 - Online marketing services and others     18,202,282       27,244,426       3,967,096  
 - Transaction services     5,591,407       10,392,624       1,513,283  
Total     23,793,689       37,637,050       5,480,379  

 

11 


 

PDD HOLDINGS INC.

NOTES TO FINANCIAL INFORMATION

(Amounts in thousands of RMB and US$)

 

    For the three months ended March 31,  
    2022     2023  
    RMB     RMB     US$  
    (Unaudited)     (Unaudited)     (Unaudited)  
Share-based compensation costs included in:                        
Costs of revenues     9,181       37,368       5,441  
Sales and marketing expenses     501,105       488,773       71,171  
General and administrative expenses     383,296       478,062       69,612  
Research and development expenses     629,168       529,199       77,057  
Total     1,522,750       1,533,402       223,281  

 

12 


 

PDD HOLDINGS INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in thousands of RMB and US$)

 

    For the three months ended March 31,  
    2022     2023  
    RMB     RMB     US$  
    (Unaudited)     (Unaudited)     (Unaudited)  
Net cash (used in)/ generated from operating activities     (9,068,096 )     1,338,022       194,831  
Net cash used in investing activities     (4,852,089 )     (22,620,247 )     (3,293,763 )
Net cash generated from financing activities     43       53       8  
Effect of exchange rate changes on cash, cash equivalents and restricted cash     10,163       (348,245 )     (50,709 )
                         
Decrease in cash, cash equivalents and restricted cash     (13,909,979 )     (21,630,417 )     (3,149,633 )
Cash, cash equivalents and restricted cash at beginning of period     66,043,971       92,300,417       13,439,982  
Cash, cash equivalents and restricted cash at end of period     52,133,992       70,670,000       10,290,349  

 

13 


 

PDD HOLDINGS INC.

RECONCILIATION OF NON-GAAP MEASURES TO THE MOST DIRECTLY COMPARABLE GAAP MEASURES

(Amounts in thousands of RMB and US$, except for per share data)

 

    For the three months ended March 31,  
    2022     2023  
    RMB     RMB     US$  
    (Unaudited)     (Unaudited)     (Unaudited)  
Operating profit     2,154,406       6,929,018       1,008,943  
Add: Share-based compensation     1,522,750       1,533,402       223,281  
Non-GAAP operating profit     3,677,156       8,462,420       1,232,224  
                         
Net income attributable to ordinary shareholders     2,599,451       8,101,027       1,179,601  
Add: Share-based compensation     1,522,750       1,533,402       223,281  
Add: Interest expenses related to convertible bonds’ amortization to face value     12,640       11,687       1,702  
Add: Loss from fair value change of certain investments     65,600       480,276       69,934  
Non-GAAP net income attributable to ordinary shareholders     4,200,441       10,126,392       1,474,518  
                         
Non-GAAP diluted weighted-average number of ordinary shares outstanding (in thousands)     5,688,094       5,850,378       5,850,378  
                         
Diluted earnings per ordinary share     0.46       1.39       0.20  
Add: Non-GAAP adjustments to earnings per ordinary share     0.28       0.34       0.05  
Non-GAAP diluted earnings per ordinary share     0.74       1.73       0.25  
Non-GAAP diluted earnings per ADS     2.95       6.92       1.01  

 

14