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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): July 12, 2023

 

SENMIAO TECHNOLOGY LIMITED
(Exact name of registrant as specified in its charter)

 

Nevada   001-38426   35-2600898
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

16F, Shihao Square, Middle Jiannan Blvd.

High-Tech Zone, Chengdu

Sichuan, People’s Republic of China

 

 

610000

(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: +86 28 61554399

 

Not Applicable
(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
¨

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.0001 per share   AIHS   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 


 

Item 2.02. Results of Operations and Financial Condition.

 

On July 12, 2023, Senmiao Technology Limited, a Nevada corporation, issued a press release announcing certain financial results for the fiscal year ended March 31, 2023. A copy of the press release is attached hereto as Exhibit 99.1.

 

This information under this Item 2.02 and the press release attached to this Form 8-K as Exhibit 99.1 shall be deemed to be “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section and shall not be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
     
99.1   Press Release dated July 12, 2023
104   Cover Page Interactive Data File, formatted in Inline Extensible Business Reporting Language (iXBRL)

 

 


 

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 hereunto duly authorized.

 

Dated: July 12, 2023 SENMIAO TECHNOLOGY LIMITED
   
  By: /s/ Xi Wen
  Name: Xi Wen
  Title:

Chief Executive Officer

(Principal Executive Officer)

 

 

 

EX-99.1 2 tm2321172d1_ex99-1.htm EXHIBIT 99.1

Exhibit 99.1

 

 

Senmiao Technology Reports Fiscal 2023 Year-end Financial Results

 

CHENGDU, China, July 12, 2023 -- Senmiao Technology Limited (“Senmiao”) (Nasdaq: AIHS), a financing and servicing company focused on the online ride-hailing industry in China, as well as an operator of its own online ride-hailing platform, today announced financial results for the fiscal year ended March 31, 2023.

 

Fiscal 2023 Year-end Financial and Operating Highlights

 

· Total revenues of $8.1 million from continuing operations, an increase of 64.5% from $4.9 million in the prior fiscal year, primarily as a result of increased operating lease revenues from automobile rentals and increased revenues from online ride-hailing platform services.
· From October 23, 2020, the date Senmiao launched its online ride-hailing platform, to March 31, 2023, approximately 29.6 million rides were completed (including orders completed on the platform operated by Senmiao and orders completed on partner platforms, such as Xiehua and Anma) with fares paid by riders totaling $95.6 million. As of July 12, 2023, Senmiao operated in 26 cities in China, including Chengdu, Changsha and Guangzhou.
· Net loss from continuing operations improved to $3.8 million, compared to net loss of $5.6 million in the prior fiscal year, primarily due to the Company’s cost-cutting initiatives that directly resulted in significantly lower selling, general and administrative expenses.

 

Management Commentary

 

Xi Wen, Chairman, Chief Executive Officer and President of Senmiao, stated, “We were pleased with our financial performance in fiscal 2023, reporting a 64.5% increase in total revenues to $8.1 million and gross profit of $1.5 million, compared to a gross loss of $2.1 million in the prior fiscal year. As a result of our top line growth and effective cost-cutting initiatives, we narrowed bottom-line losses by 32.4% from fiscal 2022, enabling us to achieve positive cash flow from operating activities. Our strong top-line results were driven by operating lease revenues from automobile rentals more than doubling year over year and revenues from online ride-hailing platform services growing 39.2%. We have been focusing on growing these two businesses in recent years and are confident that we will continue to see positive momentum as China has moved away from its zero-COVID policy in a post-pandemic environment. Since the launch of our online ride-hailing business in October 2020, we have helped facilitate over 31.1 million rides in 26 cities as of May 2023. We expect to continue expanding our business partnerships as we look to enter potential new markets, exploring opportunities for new partner models and strengthening our presence in our strongest markets of Chengdu, Changsha and Guangzhou.”

 

 


 

 

Financial Review

 

Revenues

Total revenues were $8.1 million for the year ended March 31, 2023, an increase of 64.5% from $4.9 million in the prior fiscal year. The increase was mainly due to a $1.7 million increase in operating lease revenues from automobile rentals and a $1.0 million increase in revenue contributions from online ride-hailing platform services.

 

During the year ended March 31, 2023, the automobile rental business generated operating lease revenues of $3.5 million, an increase of 100.5% from $1.7 million in the prior fiscal year, due to a significant increase in the number of automobiles leased. The online ride-hailing platform services business generated revenues of $3.7 million, an increase of 39.2% from $2.7 million in the prior fiscal year. The increase was primarily due to the significantly lower amount of incentives the Company paid to ride-hailing drivers who completed rides and earned income through its platform in the year ended March 31, 2023.

 

Cost of Revenues

Cost of revenues decreased to $6.6 million for the year ended March 31, 2023, compared to $7.0 million in the prior fiscal year, primarily due to a decrease in direct expense and technical service fees for the online ride-hailing platform services business as a result of a decrease in the number of completed orders, partially offset by the increase in costs of automobiles under operating leases as a result of business expansion.

 

Gross Profit

Gross profit was $1.5 million for the year ended March 31, 2023, compared to gross loss of $2.1 million in the prior fiscal year. The change of $3.6 million was mainly due to the increase in profit in our online ride-hailing platform services and operating lease, partially offset by the gross loss of approximately $0.1 million  from sales of automobiles.

 

Selling, General and Administrative Expenses

Selling, general and administrative expenses decreased 32.0% to $6.1 million for the year ended March 31, 2023, from $9.0 million in the prior fiscal year. The decrease was mainly attributable to the Company’s implementation of initiatives to streamline expenses during the period, which resulted in a $0.9 million decrease in financial, legal and marketing consulting fees, a $0.7 million decrease in salary and employee benefit expenses, a $0.8 million decrease in advertising and promotion expenses for online ride-hailing platform services, and other expense reductions.

 

Net Loss from Continuing Operations

As a result of the foregoing, net loss from Senmiao’s continuing operations for the year ended March 31, 2023, improved to $3.8 million, compared to net loss of $5.6 million in the prior fiscal year.

 

 


 

Loss per Share

Loss per diluted share for continuing operations for the year ended March 31, 2023, was approximately $0.43 based on a weighted average number of basic and diluted common stock of 7.2 million, compared to loss per diluted share of approximately $1.66 based on a weighted average number of basic and diluted common stock of 5.7 million in the prior fiscal year.

 

Financial Position

As of March 31, 2023, Senmiao had cash and cash equivalents of $1.6 million, compared to $1.2 million as of March 31, 2022. Total stockholders’ equity was $4.4 million as of March 31, 2023, compared to $8.1 million as of March 31, 2022.

 

Additional information regarding Senmiao's results of operations for this annual period can be found in Senmiao’s Annual Report on Form 10-K for the fiscal year ended March 31, 2023, to be filed with the Securities and Exchange Commission on the date of this earnings release.

 

About Senmiao Technology Limited

 

Headquartered in Chengdu, Sichuan Province, Senmiao provides automobile transaction and related services including sales of automobiles, facilitation and services for automobile purchases and financing, management, operating leases, guarantees and other automobile transaction services, as well as operates its own ride-hailing platform aimed principally at the growing online ride-hailing market in Senmiao’s areas of operation in China. For more information about Senmiao, please visit: http://www.senmiaotech.com. Senmiao routinely provides important updates on its website.

 

Cautionary Note Regarding Forward-Looking Statements 

 

This press release contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. These forward-looking statements (including those relating to the operation of Senmiao’s ride-hailing platform) are subject to significant risks, uncertainties and assumptions, including those detailed from time to time in the Senmiao’s filings with the SEC, and represent Senmiao’s views only as of the date they are made and should not be relied upon as representing Senmiao’s views as of any subsequent date. Senmiao undertakes no obligation to publicly revise any forward-looking statements to reflect changes in events or circumstances. 

 

 


 

 

For more information, please contact:

 

At the Company:

Yiye Zhou

Email: edom333@ihongsen.com

Phone: +86 28 6155 4399

 

Investor Relations:

 

The Equity Group Inc. In China
Carolyne Sohn, Vice President Lucy Ma, Associate
+1 408-538-4577 +86 10 5661 7012
csohn@equityny.com lma@equityny.com

 

Alice Zhang, Associate

+1 212-836-9610

azhang@equityny.com

 

© 2023 Senmiao Technology Ltd. All rights reserved.

 

 


 

 

 

SENMIAO TECHNOLOGY LIMITED

CONSOLIDATED BALANCE SHEETS

(Expressed in U.S. dollars, except for the number of shares)

 

    March 31,     March 31,  
    2023     2022  
ASSETS                
Current assets                
Cash and cash equivalents   $ 1,610,090     $ 1,185,221  
Accounts receivable, net, current portion     158,435       418,022  
Accounts receivable, a related party     6,312        
Inventories     6,678       286,488  
Finance lease receivables, net, current portion     146,114       314,264  
Prepayments, other receivables and other assets, net     1,438,243       2,713,208  
Due from related parties, current portion, net     1,488,914       682,335  
Total current assets     4,854,786       5,599,538  
                 
Property and equipment, net     3,343,457       5,658,773  
                 
Other assets                
Operating lease right-of-use assets, net     121,672       109,621  
Operating lease right-of-use assets, net, related parties     92,916       515,906  
Financing lease right-of-use assets, net     623,714       305,933  
Intangible assets, net     774,324       959,551  
Accounts receivable, net, noncurrent           69  
Finance lease receivables, net, noncurrent     71,133       92,980  
Due from a related party, noncurrent     3,640,206       6,635,746  
Other non-current assets     716,407        
Total other assets     6,040,372       8,619,806  
                 
Total assets   $ 14,238,615     $ 19,878,117  
                 
LIABILITIES, MEZZANNIE EQUITY AND EQUITY                
Current liabilities                
Borrowings from a financial institution   $ 8,813     $ 145,542  
Accounts payable     183,645       14,446  
Advances from customers     148,188       120,629  
Accrued expenses and other liabilities     3,377,507       2,444,367  
Due to related parties and affiliates     8,667       11,682  
Operating lease liabilities     60,878       50,177  
Operating lease liabilities - related parties     143,462       330,781  
Financing lease liabilities     264,052       304,557  
Derivative liabilities     501,782       2,215,204  
Current liabilities - discontinued operations     487,829       528,426  
Total current liabilities     5,184,823       6,165,811  
                 
Other liabilities                
Operating lease liabilities, non-current     83,485       47,910  
Operating lease liabilities, non-current - related parties     42,247       226,896  
Financing lease liabilities, non-current     388,064       1,376  
Deferred tax liability     42,930       46,386  
Total other liabilities     556,726       322,568  
                 
Total liabilities     5,741,549       6,488,379  

 

 


 

 

SENMIAO TECHNOLOGY LIMITED

CONSOLIDATED BALANCE SHEETS (CONTINUED)

(Expressed in U.S. dollars, except for the number of shares)

 

    March 31,     March 31,  
    2023     2022  
Commitments and contingencies                
                 
Mezzanine Equity                
Series A convertible preferred stock (par value $1,000 per share, 5,000 shares authorized; 1,641 and 5,000 shares issued and outstanding at March 31, 2023 and March 31, 2022, respectively)     269,386       820,799  
                 
Stockholders’ equity                
Common stock (par value $0.0001 per share, 500,000,000 shares authorized; 7,743,040 and 6,186,783 shares issued and outstanding at March 31, 2023 and March 31, 2022, respectively) *     773       618  
Additional paid-in capital     43,355,834       42,803,045  
Accumulated deficit     (37,715,294 )     (34,601,545 )
Accumulated other comprehensive loss     (1,247,099 )     (109,454 )
Total Senmiao Technology Limited stockholders’ equity     4,394,214       8,092,664  
                 
Non-controlling interests     3,833,466       4,476,275  
                 
Total equity     8,227,680       12,568,939  
                 
Total liabilities, mezzanine equity and equity   $ 14,238,615     $ 19,878,117  

 

*Giving retroactive effect to the 1-for-10 reverse stock split effected on April 6, 2022

 

 


 

 

SENMIAO TECHNOLOGY LIMITED

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(Expressed in U.S. dollars, except for the number of shares)

 

    For the Year Ended
March 31,
 
    2023     2022  
Revenues            
Revenues   $ 7,738,394     $ 4,913,102  
Revenues, a related party     344,120        
Total revenues     8,082,514       4,913,102  
                 
Cost of revenues                
Cost of revenues     (6,080,097 )     (7,001,297 )
Cost of revenues, a related party     (509,904 )      
Total cost of revenues     (6,590,001 )     (7,001,297 )
                 
Gross profit (loss)     1,492,513       (2,088,195 )
                 
Operating expenses                
Selling, general and administrative expenses     (6,142,447 )     (9,035,142 )
Provision for doubtful accounts, net of recovery     (1,487,889 )     (235,279 )
Impairments of inventories     (3,085 )     (60,398 )
Impairments of long-lived assets and goodwill           (142,974 )
Total operating expenses     (7,633,421 )     (9,473,793 )
                 
Loss from operations     (6,140,908 )     (11,561,988 )
                 
Other income (expense)                
Other income (expense), net     664,001       (107,444 )
Interest expense           (5,893 )
Interest expense on finance leases     (25,675 )     (55,844 )
Change in fair value of derivative liabilities     1,711,889       6,951,482  
Issuance cost incurred for issuing series A convertible preferred stock           (821,892 )
Total other income, net     2,350,215       5,960,409  
                 
Loss before income taxes     (3,790,693 )     (5,601,579 )
                 
Income tax expense           (4,566 )
                 
Net loss from continuing operations     (3,790,693 )     (5,606,145 )
                 
Discontinued operations:                
Loss from discontinued operations, net of applicable income taxes           (2,747,209 )
Net gain from deconsolidation of VIEs - discontinued operations           10,975,101  
Gain from discontinued operations           8,227,892  
                 
Net (loss) income     (3,790,693 )     2,621,747  
                 
Net loss (income) attributable to non-controlling interests from continuing operations     676,944       (3,872,645 )
Net loss attributable to non-controlling interests from discontinued operations           714,274  
                 
Net loss attributable to the Company’s stockholders   $ (3,113,749 )   $ (536,624 )
                 
Net (loss) income   $ (3,790,693 )   $ 2,621,747  

 

 


 

 

SENMIAO TECHNOLOGY LIMITED

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (CONTINUED)

(Expressed in U.S. dollars, except for the number of shares)

 

   

For the Year Ended

March 31,

 
    2023     2022  
Other comprehensive (loss) income                
Foreign currency translation adjustment     (1,103,510 )     64,470  
                 
Comprehensive income (loss)     (4,894,203 )     2,686,217  
Less: Total comprehensive income (loss) attributable to noncontrolling interests     (642,809 )     3,142,520  
                 
Total comprehensive loss attributable to stockholders     (4,251,394 )     (456,303 )
                 
Weighted average number of common stock                
Basic and diluted*     7,195,781       5,726,997  
                 
Earnings (loss) per share - basic and diluted*                
Continuing operations   $ (0.43 )   $ (1.66 )
Discontinued operations           1.56  
Net loss per share - basic and diluted*   $ (0.43 )   $ (0.10 )

 

*Giving retroactive effect to the 1-for-10 reverse stock split effected on April 6, 2022

 

 


 

 

SENMIAO TECHNOLOGY LIMITED

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Expressed in U.S. dollars, except for the number of shares) 

 

    For the Years Ended March 31,  
    2023     2022  
Cash Flows from Operating Activities:                
Net income (loss)   $ (3,790,693 )   $ 2,621,747  
Net income from discontinued operations           8,227,892  
Net loss from continuing operations     (3,790,693 )     (5,606,145 )
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:                
Depreciation of property and equipment     1,095,518       956,400  
Stock compensation expense           653,000  
Issuance cost incurred for issuing series A convertible preferred stock           821,892  
Amortization of right-of-use assets     711,630       955,443  
Amortization of intangible assets     184,215       160,831  
Provision for doubtful accounts, net of recovery     1,487,889       235,279  
Impairments of inventories     3,085       60,398  
Impairments of long-lived assets and goodwill           142,974  
Gain on disposal of equipment     (452,522 )      
Change in fair value of derivative liabilities     (1,711,889 )     (6,951,482 )
Change in operating assets and liabilities                
Accounts receivable     224,673       4,456  
Accounts receivable, a related party     (6,327 )      
Inventories     316,139       (260,464 )
Finance lease receivables     258,932       634,103  
Prepayments, other receivables and other assets     1,046,465       28,254  
Accounts payable     170,703       (31,434 )
Advances from customers     36,911       6,678  
Accrued expenses and other liabilities     1,170,510       (377,965 )
Operating lease liabilities     (53,620 )     (240,051 )
Operating lease liabilities - related parties     (133,782 )     (228,281 )
Net cash provided by (used in) operating activities from continuing operations     557,837       (9,036,114 )
Net cash used in operating activities from discontinued operations           (123,167 )
Net Cash Provided by (Used in) Operating Activities     557,837       (9,159,281 )
                 
Cash Flows from Investing Activities:                
Purchases of property and equipment     (1,151,076 )     (3,223,992 )
Cash proceed from disposal of long-lived assets     1,498,024        
Purchases of intangible assets     (26,420 )     (141,730 )
Cash released upon termination of a VIE           (193 )
Net cash provided by (used in) investing activities from continuing operations     320,528       (3,365,915 )
Net cash used in investing activities from discontinued operations           (111,210 )
Net Cash Provided by (Used in) Investing Activities     320,528       (3,477,125 )

 

 


 

 

SENMIAO TECHNOLOGY LIMITED

CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)

(Expressed in U.S. dollars, except for the number of shares)

 

    For the Years Ended March 31,  
    2023     2022  
Cash Flows from Financing Activities:                
Net proceeds from issuance of common stock in registered direct offering           5,771,053  
Net proceeds from issuance of common stock upon warrants exercised           22,015  
Net proceeds from issuance of series A convertible preferred stock and warrants in a private placement offering           4,369,937  
Borrowings from a financial institution           183,390  
Repayments to related parties and affiliates           (117,761 )
Repayments from related parties and affiliates     144,151        
Repayments of current borrowings from financial institutions     (125,840 )     (39,613 )
Principal payments of finance lease liabilities     (392,145 )     (433,611 )
Net cash provided by (used in) financing activities from continuing operations     (373,834 )     9,755,410  
Net Cash Provided by (Used in) Financing Activities     (373,834 )     9,755,410  
                 
Effect of exchange rate changes on cash and cash equivalents     (79,662 )     (381,858 )
                 
Net increase (decrease) in cash and cash equivalents     424,869       (3,262,854 )
Cash and cash equivalents, beginning of the year     1,185,221       4,448,075  
Cash and cash equivalents, end of the year   $ 1,610,090     $ 1,185,221  
                 
Supplemental Cash Flow Information                
Cash paid for interest expense   $     $ 5,893  
Cash paid for income tax   $     $  
                 
Non-cash Transaction in Investing and Financing Activities                
Recognition of other receivables from Jinkailong upon deconsolidation   $     $ 7,298,208  
Recognition of right-of-use assets and lease liabilities   $ 917,687     $ 273,555  
Recognition of right-of-use assets and lease liabilities, related parties   $ 121,742     $ 181,620  
Termination of right-of use assets and lease liabilities   $ 47,438     $  
Termination of right-of use assets and lease liabilities, related parties   $ 302,010     $  
Cashless exercise of November 2021 Investor warrants into common stock   $ 1,533     $  
Allocation of fair value of derivative liabilities for issuance of common stock   $     $ 7,932,341  
Allocation of fair value of derivative liabilities to additional paid in capital upon warrants exercised   $     $ 45,674  
Acquisition of XXTX'S minority interest with issuance of common stock at fair value   $     $ 1,972,717