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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 October 2024
Commission File Number: 001-42263
Pheton Holdings Ltd
Room 306, NET Building,
Hong Jun Ying South Road, Chaoyang District,
Beijing, China
(Address of principal executive office)
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 ☐
EXPLANATORY NOTE
On October 15, 2024, Pheton Holdings Ltd (the “Company”) reported its financial results for the six months ended June 30, 2024. The Company hereby furnishes its “Results for the Six Months Ended June 30, 2024 in Connection with the Unaudited Interim Condensed Consolidated Financial Statements for the Six Months Ended June 30, 2024” as exhibit 99.1 to this report.
EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Results for the Six Months Ended June 30, 2024 in Connection with the Unaudited Interim Condensed Consolidated Financial Statements for the Six Months Ended June 30, 2024 |
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.
| Pheton Holdings Ltd | ||
| Date: October 15, 2024 | By: | /s/ Jianfei Zhang |
| Name: | Jianfei Zhang | |
| Title: |
Chief Executive Officer and Chairman of the Board of Directors |
|
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Exhibit 99.1
Pheton Holdings Ltd
Results for the Six Months Ended June 30, 2024
in Connection with the Unaudited Interim
Condensed Consolidated Financial Statements for the Six Months Ended June 30, 2024
Results for the Six Months Ended June 30, 2024
Revenue
Our total revenue decreased by $56,300, or 21.1%, from $266,788 for the six months ended June 30, 2023 to $210,488 for the six months ended June 30, 2024, primarily due to a 32.38% decrease in sales revenue of FTTPS, declining from $256,685 in the first half of 2023 to $173,572 in the first half of 2024. During the six months ended June 30, 2023 and 2024, sales of FTTPS accounted for 96.21% and 82.46% of the total revenue, respectively.
Sales revenue of FTTPS declined significantly due to a substantial drop in average contract prices by 21.11%. The average contract price declined from $36,669 for the six months ended June 30, 2023, to $28,929 for the same period in 2024. The reduction in average contract prices was mainly attributed to a decrease in the clients’ requirements for securing contracts with significantly personalized and tailored solutions. Meanwhile, sales of Medical Auxiliary Supplies increased by 265.38%, from $10,103 for the six months ended June 30, 2023 to $36,916 for the six months ended June 30, 2024.
Cost of Revenue
Our cost of revenue decreased by 57.36% from $67,717 for the six months ended June 30, 2023 to $28,877 for the six months ended June 30, 2024, primarily due to sales cost of FTTPS, which declined significantly by 76.74% from $63,049 for the six months ended June 30, 2023 to $ 14,665 for the six months ended June 30, 2024. Meanwhile, sales cost of Medical Auxiliary Supplies increased by 204.47%, from $ 4,668 for the six months ended June 30, 2023 to $14,213 for the six months ended June 30, 2024.
This decrease in the sales cost of FTTPS can be attributed to fluctuations in the cost of hardware equipment, which is driven by the level of customization required in the sales of FTTPS to cater to the specific needs of our clients in the respective period. The fluctuations in the cost of sales of Medical Auxiliary Supplies and Others are primarily due to the increase in sales, mainly driven by customers’ purchasing needs.
Gross Profit
Our gross profit decreased by $17,460, or 8.77%, from $199,071 for the six months ended June 30, 2023 to a gross profit of $181,611 for the six months ended June 30, 2024 and our overall gross profit margin increased from 74.62% to 86.28%, mainly due to the fluctuation relative to varying levels of customization.
Operating Expenses
Our operating expenses increased from $293,429 for the six months ended June 30, 2023 to $495,889 for the six months ended June 30, 2024, representing a period-on-period increase of 69.00%. This increase was primarily due to the increase in professional service fees, such as annual audit fees, attorney fees, and other professional expenses related to our initial public offering.
Other income, net
Our total other income, net increased by 34.11% from $7,939 for the six months ended June 30, 2023 to $10,647 for the six months ended June 30, 2024. Other income, net, consisted of government subsidy, and financial expenses. The government subsidy mainly aims to encourage and support technology enterprises engaged in the software industry. The increase was mainly due to a greater value added tax (VAT) refund obtained for the six months ended June 30, 2024.
Net loss
As a result of the foregoing, our net loss increased by $201,533, or 241.07%, from net loss of $83,599 for the six months ended June 30, 2023 to net loss of $285,132 for the six months ended June 30, 2024.
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PHETON HOLDINGS LTD.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
| December 31, 2023 |
June 30, 2024 |
|||||||
| ASSETS | ||||||||
| Current assets | ||||||||
| Cash | $ | 217,885 | $ | 17,852 | ||||
| Restricted cash | 9,565 | 9,354 | ||||||
| Accounts receivable, net | 206,329 | 192,133 | ||||||
| Inventories | 52,263 | 39,718 | ||||||
| Prepayments and other current assets | 46,426 | 31,828 | ||||||
| Total Current Assets | 532,468 | 290,885 | ||||||
| Non-current assets: | ||||||||
| Operating lease right-of-use assets | 156,130 | 126,246 | ||||||
| Property and equipment, net | 58,885 | 51,257 | ||||||
| Deferred tax assets | 22,124 | 39,980 | ||||||
| Deferred offering cost | 832,561 | 839,155 | ||||||
| Other non-current assets | 14,468 | 14,135 | ||||||
| Total Non-current assets | $ | 1,084,168 | $ | 1,070,773 | ||||
| Total Assets | $ | 1,616,636 | $ | 1,361,658 | ||||
| LIABILITIES AND EQUITY | ||||||||
| Currents Liabilities: | ||||||||
| Short-term borrowing | — | 249,064 | ||||||
| Accounts payable | $ | 18,000 | $ | 11,641 | ||||
| Contract liabilities | 28,668 | 91,330 | ||||||
| Due to related parties | 992,027 | 750,825 | ||||||
| Accrued expenses and other current liabilities | 115,851 | 114,042 | ||||||
| Operating lease liabilities, current | 50,825 | 54,451 | ||||||
| Total Current Liabilities | 1,205,371 | 1,271,353 | ||||||
| Non-current Liabilities | ||||||||
| Operating lease liabilities, non-current | 104,993 | 74,132 | ||||||
| Total Non-current Liabilities | $ | 104,993 | $ | 74,132 | ||||
| Total Liabilities | $ | 1,310,364 | $ | 1,345,485 | ||||
| Commitments and contingencies | ||||||||
| SHAREHOLDERS’ EQUITY | ||||||||
| *Class A ordinary shares, $0.0001 par value, 400,000,000 shares authorized, 4,332,000 shares issued and outstanding as of December 31, 2023 and June 30, 2024 | 433 | 433 | ||||||
| *Class B ordinary shares, $0.0001 par value, 100,000,000 shares authorized, 7,668,000 shares issued and outstanding as of December 31, 2023 and June 30, 2024 | 767 | 767 | ||||||
| Additional paid-in capital | 120,714 | 120,786 | ||||||
| Statutory reserves | 89,685 | 89,685 | ||||||
| Retained earnings | 137,737 | (147,395 | ) | |||||
| Accumulated other comprehensive loss | (43,064 | ) | (48,103 | ) | ||||
| Total Shareholders’ equity | $ | 306,272 | $ | 16,173 | ||||
| Total Liabilities and Shareholders’ Equity | $ | 1,616,636 | $ | 1,361,658 | ||||
| * | Giving retroactive effect to the re-denomination and nominal issuance of shares effected on March 23, 2023. |
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PHETON HOLDINGS LTD.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
| For the Six Months Ended, June 30, 2023 |
For the Six Months Ended, June 30, 2024 |
|||||||
| Revenues | $ | 266,788 | $ | 210,488 | ||||
| Cost of revenues | (67,717 | ) | (28,877 | ) | ||||
| Gross profit | 199,071 | 181,611 | ||||||
| Operating expenses | ||||||||
| Selling and marketing | (145,457 | ) | (148,822 | ) | ||||
| General and administrative | (109,895 | ) | (301,129 | ) | ||||
| Research and development | (38,077 | ) | (45,938 | ) | ||||
| Total operating expenses | $ | (293,429 | ) | $ | (495,889 | ) | ||
| Loss from operations | (94,358 | ) | (314,278 | ) | ||||
| Other Income, net | ||||||||
| Government subsidy | 12,665 | 15,452 | ||||||
| Other expenses, net | (4,726 | ) | (4,805 | ) | ||||
| Total Other income, net | 7,939 | 10,647 | ||||||
| Loss before income taxes | (86,419 | ) | (303,631 | ) | ||||
| Income tax expense (benefit) | 2,820 | (18,499 | ) | |||||
| Net Loss | (83,599 | ) | (285,132 | ) | ||||
| Foreign currency translation adjustments, net of nil tax | (18,272 | ) | (5,039 | ) | ||||
| Total comprehensive loss | $ | (101,871 | ) | $ | (290,171 | ) | ||
| *Weighted average number of ordinary shares used in per share calculation: | 12,000,000 | 12,000,000 | ||||||
| Net income (loss) per ordinary share – Basic and diluted | (0.007 | ) | (0.024 | ) | ||||
| * | Giving retroactive effect to the re-denomination and nominal issuance of shares effected on March 23, 2023. |
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