Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

 

 

 

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 November 2024

 

 

 

Commission File Number: 001-38878

 

 

 

So-Young International Inc.

 

2/F, East Tower, Poly Plaza

No. 66 Xiangbin Road

Chaoyang District, Beijing, 100012

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 ¨

 

 

  

 

 

 

Exhibit Index

 

Exhibit 99.1—Press 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.

 

	So-Young International Inc.
	By		/s/ Hui Zhao
	Name	:	Hui Zhao
	Title	:	Chief Financial Officer

 

Date: November 20, 2024

 

 

 

Exhibit 99.1

 

 

So-Young Reports Unaudited Third Quarter 2024 Financial Results

 

BEIJING, China, Nov. 20, 2024 — So-Young International Inc. (Nasdaq: SY) (“So-Young” or the “Company”), the largest and most vibrant social community in China for consumers, professionals and service providers in the medical aesthetics industry, today announced its unaudited financial results for the third quarter ended September 30, 2024.

 

Third Quarter 2024 Financial Highlights

 

·

Total revenues were RMB371.8 million (US$53.0 million1), compared with RMB385.3 million in the corresponding period of 2023, exceeding the high end of guidance.

 

·

Net income attributable to So-Young International Inc. was RMB20.3 million (US$2.9 million), compared with net income attributable to So-Young International Inc. of RMB18.3 million in the same period of 2023.

 

·

Non-GAAP net income attributable to So-Young International Inc.2 was RMB22.2 million (US$3.2 million), compared with non-GAAP net income attributable to So-Young International Inc. of RMB9.5 million in the same period of 2023.

 

Third Quarter 2024 Operational Highlights

 

·

Average mobile MAUs were 1.4 million, compared with 3.1 million in the third quarter of 2023.

 

·

Number of medical service providers subscribing to information services on So-Young’s platform was 1,322, compared with 1,397 in the third quarter of 2023.

 

·

Total number of purchasing users through reservation services was 114.9 thousand and the aggregate value of medical aesthetic treatment transactions facilitated by So-Young’s platform was RMB346.0 million.

 

Mr. Xing Jin, Co-Founder and Chief Executive Officer of So-Young, said, “Our third quarter performance beat the high end of our guidance once again, highlighting the resilience of our business. Sales of medical products and maintenance services grew by 18.7% year-over-year, becoming a key growth driver contributing to a year-over-year increase in net income. This underscores the effectiveness of our strategy to stay at the forefront of industry trends by deepening the synergies from our vertical integration and continuously diversifying our offerings. Our clinic network has experienced significant growth. The number of stores has grown to 16 by the end of this quarter, extending our presence into additional major cities. All stores are situated in central business districts, enhancing our market coverage and competitive position. To further scale our offline presence, we are accelerating the deployment of this proven standardized model in other cities nationwide and are exploring franchising opportunities to engage with a wider audience. The reputational strength of our brand and our deep understanding of evolving consumer behavior uniquely position us to develop products that resonate with consumer needs. Sales momentum remains robust, driven by both our well-established products and exciting new launches in collaboration with our supply chain partners. Looking ahead, we are committed to seizing opportunities across the entire medical aesthetics value chain while deepening the integration of our three core businesses to maximize operational efficiency, customer satisfaction, and sustainable growth.”

 

 

¹ This press release contains translations of certain Renminbi (RMB) amounts into U.S. dollars (US$) solely for the convenience of the reader. Unless otherwise specified, all translations of Renminbi amounts into U.S. dollar amounts in this press release are made at RMB7.0176 to US$1.00, which was the U.S. dollars middle rate announced by the Board of Governors of the Federal Reserve System of the United States on September 30, 2024.

² Non-GAAP net income attributable to So-Young International Inc. is defined as net income attributable to So-Young International Inc. excluding share-based compensation expenses attributable to So-Young International Inc. See “Reconciliation of GAAP and Non-GAAP Results” at the end of this press release.

 

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Mr. Hui Zhao, Chief Financial Officer of So-Young, added, “Our third-quarter results reflect our ability to strategically adapt to changing market dynamics. Through disciplined cost management and targeted growth initiatives, we are carefully navigating this challenging market environment while building a solid foundation for future expansion. Encouragingly, our net income and non-GAAP net income attributable to So-Young International Inc. improved significantly, with year-over-year growth rates exceeding 8.9% and 133.1% respectively. Looking ahead, we will leverage our expanding network of clinics and meticulously curated product offerings to address the growing demand for high-quality solutions and services. By maintaining operational efficiency and scalability, we are well-positioned to continue leading the medical aesthetics sector, delivering sustainable growth and long-term value for our shareholders.”

 

Third Quarter 2024 Financial Results

 

Revenues

 

Total revenues were RMB371.8 million (US$53.0 million), a decrease of 3.5% from RMB385.3 million in the same period of 2023. The decrease was primarily due to a decrease in the number of medical service providers subscribing to information services on So-Young’s platform.

 

·

Information services and other revenues were RMB263.0 million (US$37.5 million), a decrease of 8.0% from RMB285.9 million in the same period of 2023. The decrease was primarily due to a decrease in the number of medical service providers subscribing to information services on So-Young’s platform.

 

·

Reservation services revenues were RMB19.6 million (US$2.8 million), a decrease of 18.9% from RMB24.1 million in the same period of 2023. The decrease was primarily due to a decrease in consumer spending through our platform.

 

·

Sales of medical products and maintenance services were RMB89.3 million (US$12.7 million), an increase of 18.7% from RMB75.2 million in the same period of 2023, primarily due to an increase in the order volumes for cosmetic products and medical equipment.

 

Cost of Revenues

 

Cost of revenues was RMB142.2 million (US$20.3 million), a decrease of 0.3% from RMB142.6 million in the third quarter of 2023. The decrease was primarily due to a decrease in the cost of services associated with the information services. Cost of revenues included share-based compensation expenses of RMB0.1 million (US$0.0 million), compared with the share-based compensation expenses of RMB0.4 million in the corresponding period of 2023.

 

·

Cost of services and others were RMB98.6 million (US$14.1 million), a decrease of 4.7% from RMB103.5 million in the third quarter of 2023. The decrease was primarily due to a decrease in the cost of services associated with the information services.

 

·

Cost of medical products sold and maintenance services were RMB43.5 million (US$6.2 million), an increase of 11.3% from RMB39.1 million in the third quarter of 2023. The increase was primarily due to an increase in costs associated with the sales of cosmetic products.

 

Operating Expenses

 

Total operating expenses were RMB225.0 million (US$32.1 million), a decrease of 8.1% from RMB244.7 million in the third quarter of 2023.

 

·

Sales and marketing expenses were RMB114.9 million (US$16.4 million), a decrease of 20.1% from RMB143.8 million in the third quarter of 2023. The decrease was mainly due to a decrease in expenses associated with branding and user acquisition activities. Sales and marketing expenses included share-based compensation expenses of RMB0.2 million (US$0.0 million), compared with RMB0.5 million in the corresponding period of 2023.

 

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·

General and administrative expenses were RMB69.9 million (US$10.0 million), an increase of 39.1% from RMB50.2 million in the third quarter of 2023. The increase was primarily due to an increase in share-based compensation expenses. General and administrative expenses included share-based compensation expenses of RMB1.3 million (US$0.2 million), compared with a reversal of share-based compensation expenses of RMB11.2 million in the corresponding period of 2023.

 

·

Research and development expenses were RMB40.2 million (US$5.7 million), a decrease of 20.6% from RMB50.6 million in the third quarter of 2023. The decrease was primarily attributable to improvements in staff efficiency. Research and development expenses included share-based compensation expenses of RMB0.3 million (US$0.0 million), compared with RMB1.5 million in the corresponding period of 2023.

 

Income Tax (Expenses)/Benefits

 

Income tax expenses were RMB2.1 million (US$0.3 million), compared with income tax benefits of RMB2.2 million in the same period of 2023.

 

Net Income Attributable to So-Young International Inc.

 

Net income attributable to So-Young International Inc. was RMB20.3 million (US$2.9 million), compared with a net income attributable to So-Young International Inc. of RMB18.3 million in the third quarter of 2023.

 

Non-GAAP Net Income Attributable to So-Young International Inc.

 

Non-GAAP net income attributable to So-Young International Inc., which excludes the impact of share-based compensation expenses attributable to So-Young International Inc., was RMB22.2 million (US$3.2 million), compared with RMB9.5 million non-GAAP net income attributable to So-Young International Inc. in the same period of 2023.

 

Basic and Diluted Earnings per ADS

 

Basic and diluted earnings per ADS attributable to ordinary shareholders were RMB0.20 (US$0.03) and RMB0.20 (US$0.03), respectively, compared with basic and diluted earnings per ADS attributable to ordinary shareholders of RMB0.18 and RMB0.18, respectively, in the same period of 2023.

 

Cash and Cash Equivalents, Restricted Cash and Term Deposits, Term Deposits and Short-Term Investments

 

As of September 30, 2024, cash and cash equivalents, restricted cash and term deposits, term deposits and short-term investments were RMB1,252.6 million (US$178.5 million), compared with RMB1,341.6 million as of December 31, 2023.

 

Business Outlook

 

For the fourth quarter of 2024, So-Young expects total revenues to be between RMB350.0 million (US$49.9 million) and RMB370.0 million (US$52.7 million), representing a 10.4% to 5.3% decrease from the same period in 2023. The above outlook is based on the current market conditions and reflects the Company’s preliminary estimates of market and operating conditions, as well as customer demand, which are all subject to change.

 

Non-GAAP Financial Measures

 

To supplement the financial measures prepared in accordance with generally accepted accounting principles in the United States, or GAAP, this press release presents non-GAAP income/(loss) from operations and non-GAAP net income attributable to So-Young International Inc. by excluding share-based compensation expenses from income/(loss) from operations and net income attributable to So-Young International Inc., respectively. The Company believes these non-GAAP financial measures are important to help investors understand the Company’s operating and financial performance, compare business trends among different reporting periods on a consistent basis and assess the Company’s core operating results, as they exclude certain expenses that are not expected to result in cash payments. The use of the above non-GAAP financial measures has certain limitations. Share-based compensation expenses have been and will continue to be incurred in the future. All these are not reflected in the presentation of the non-GAAP financial measures, but should be considered in the overall evaluation of the Company’s results. The Company compensates for these limitations by providing the relevant disclosure of its share-based compensation expenses in the reconciliations to the most directly comparable GAAP financial measures, which should be considered when evaluating the Company’s performance. These non-GAAP financial measures should be considered in addition to financial measures prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, financial measures prepared in accordance with GAAP. Reconciliation of each of these non-GAAP financial measures to the most directly comparable GAAP financial measure is set forth at the end of this release.

 

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Conference Call Information

 

So-Young's management will hold an earnings conference call on Wednesday, November 20, 2024, at 7:00 AM U.S. Eastern Time (8:00 PM on the same day, Beijing/Hong Kong Time). Dial-in details for the earnings conference call are as follows:

 

International:	[phone]
Mainland China：	4001-201203
US:	[phone]
Hong Kong：	[phone]
Passcode:	So-Young International Inc.

 

A telephone replay will be available two hours after the conclusion of the conference call through 23:59 U.S. Eastern Time, November 27, 2024. The dial-in details are:

 

International:	[phone]
US:	[phone]
Passcode:	2642052

 

Additionally, a live and archived webcast of this conference call will be available at http://ir.soyoung.com.

 

About So-Young International Inc.

 

So-Young International Inc. (Nasdaq: SY) is the largest and most vibrant social community in China for consumers, professionals and service providers in the medical aesthetics industry. The Company presents users with reliable information through offering high quality and trustworthy content together with a multitude of social functions on its platform, as well as by curating medical aesthetic service providers that are carefully selected and vetted. Leveraging So-Young’s strong brand image, extensive audience reach, trust from its users, highly engaging social community and data insights, the Company is well-positioned to expand both along the medical aesthetic industry value chain and into the massive, fast-growing consumption healthcare service market.

 

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,” “confident” and similar statements. Among other things, the Financial Guidance and quotations from management in this announcement, as well as So-Young’s strategic and operational plans, contain forward-looking statements. So-Young 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. Statements that are not historical facts, including but not limited to statements about So-Young’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: So-Young’s strategies; So-Young’s future business development, financial condition and results of operations; So-Young’s ability to retain and increase the number of users and medical service providers, and expand its service offerings; competition in the online medical aesthetic service industry; changes in So-Young’s revenues, costs or expenditures; Chinese governmental policies and regulations relating to the online medical aesthetic service industry, 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 Securities and Exchange Commission. All information provided in this press release and in the attachments is as of the date of the press release, and So-Young undertakes no duty to update such information, except as required under applicable law.

 

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For more information, please contact:

 

So-Young

 

Investor Relations

Ms. Mona Qiao

Phone: [phone]

E-mail: [e-mail]

 

Christensen

 

In China

Ms. Dee Wang

Phone: [phone]

E-mail: [e-mail]

 

In US

Ms. Linda Bergkamp

Phone: [phone]

Email: [e-mail]

 

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SO-YOUNG INTERNATIONAL INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands, except for share and per share data)

 

		As of
		December 31,				September 30,				September 30,
		2023				2024				2024
		RMB				RMB				US$
Assets
Current assets:
Cash and cash equivalents			426,119				467,407				66,605
Restricted cash and term deposits			14,695				104,198				14,848
Trade receivables			57,219				106,943				15,239
Inventories			118,924				145,601				20,748
Receivables from online payment platforms			23,158				31,666				4,512
Amounts due from related parties			9,212				10,466				1,491
Term deposits and short-term investments			900,823				681,035				97,047
Prepayment and other current assets			171,774				221,227				31,525
Total current assets			1,721,924				1,768,543				252,015
Non-current assets:
Long-term investments			261,016				287,507				40,969
Intangible assets			145,253				131,641				18,759
Goodwill			540,693				540,693				77,048
Property and equipment, net			116,782				154,572				22,026
Deferred tax assets			78,034				81,057				11,551
Operating lease right-of-use assets			118,408				159,179				22,683
Other non-current assets			232,455				180,628				25,739
Total non-current assets			1,492,641				1,535,277				218,775
Total assets			3,214,565				3,303,820				470,790
Liabilities
Current liabilities:
Short-term borrowings			29,825				89,559				12,762
Taxes payable			56,894				53,639				7,643
Contract liabilities			103,374				94,747				13,501
Salary and welfare payables			86,290				84,927				12,102
Amounts due to related parties			388				146				21
Accrued expenses and other current liabilities			233,913				244,721				34,873
Operating lease liabilities-current			29,739				40,398				5,757
Total current liabilities			540,423				608,137				86,659
Non-current liabilities:
Operating lease liabilities-non current			86,210				124,915				17,800
Deferred tax liabilities			25,082				20,780				2,961
Other non-current liabilities			1,536				1,607				229
Total non-current liabilities			112,828				147,302				20,990
Total liabilities			653,251				755,439				107,649

 

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SO-YOUNG INTERNATIONAL INC.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (Continued)

(Amounts in thousands, except for share and per share data)

 

Shareholders’ equity:
Treasury stock			(358,453	)			(369,907	)			(52,711	)
Class A ordinary shares (US$0.0005 par value; 750,000,000 shares authorized as of December 31, 2023 and September 30, 2024; 73,688,044 and 63,422,436 shares issued and outstanding as of December 31, 2023, 77,634,580 and 66,170,882 shares issued and outstanding as of September 30, 2024, respectively)			238				252				36
Class B ordinary shares (US$ 0.0005 par value; 20,000,000 shares authorized as of December 31, 2023 and September 30, 2024; 12,000,000 shares issued and outstanding as of December 31, 2023 and September 30, 2024)			37				37				5
Additional paid-in capital			3,080,433				3,067,567				437,125
Statutory reserves			33,855				33,855				4,824
Accumulated deficit			(330,166	)			(312,117	)			(44,476	)
Accumulated other comprehensive income			18,185				8,858				1,262
Total So-Young International Inc. shareholders’ equity			2,444,129				2,428,545				346,065
Non-controlling interests			117,185				119,836				17,076
Total shareholders’ equity			2,561,314				2,548,381				363,141
Total liabilities and shareholders’ equity			3,214,565				3,303,820				470,790

 

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SO-YOUNG INTERNATIONAL INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Amounts in thousands, except for share and per share data)

 

		For the Three Months Ended												For the Nine Months Ended
		September 30, 2023				September 30, 2024				September 30, 2024				September 30, 2023				September 30, 2024				September 30, 2024
		RMB				RMB				US$				RMB				RMB				US$
Revenues:
Information services and others			285,937				262,988				37,475				795,100				750,952				107,010
Reservation services			24,140				19,567				2,788				80,724				64,987				9,261
Sales of medical products and maintenance services			75,217				89,270				12,721				231,639				281,548				40,120
Total revenues			385,294				371,825				52,984				1,107,463				1,097,487				156,391
Cost of revenues:
Cost of services and others			(103,484	)			(98,620	)			(14,053	)			(291,503	)			(274,695	)			(39,144	)
Cost of medical products sold and maintenance services			(39,119	)			(43,548	)			(6,206	)			(115,199	)			(139,839	)			(19,927	)
Total cost of revenues			(142,603	)			(142,168	)			(20,259	)			(406,702	)			(414,534	)			(59,071	)
Gross profit			242,691				229,657				32,725				700,761				682,953				97,320
Operating expenses:
Sales and marketing expenses			(143,844	)			(114,884	)			(16,371	)			(394,276	)			(360,448	)			(51,363	)
General and administrative expenses			(50,242	)			(69,901	)			(9,961	)			(204,097	)			(225,653	)			(32,155	)
Research and development expenses			(50,597	)			(40,188	)			(5,727	)			(158,531	)			(122,277	)			(17,424	)
Total operating expenses			(244,683	)			(224,973	)			(32,059	)			(756,904	)			(708,378	)			(100,942	)
(Loss)/Income from operations			(1,992	)			4,684				666				(56,143	)			(25,425	)			(3,622	)
Other income/(expenses):
Investment income, net			647				510				73				10,869				3,397				484
Interest income, net			12,130				14,239				2,029				38,023				38,270				5,453
Exchange gains/(losses)			103				465				66				(1,051	)			875				125
Share of losses of equity method investee			(3,822	)			(3,873	)			(552	)			(10,692	)			(11,602	)			(1,653	)
Others, net			9,887				6,915				985				18,474				12,234				1,743
Income/(Loss) before tax			16,953				22,940				3,267				(520	)			17,749				2,530
Income tax benefits/(expenses)			2,191				(2,097	)			(299	)			7,240				3,031				432
Net income			19,144				20,843				2,968				6,720				20,780				2,962
Net income attributable to noncontrolling interests			(839	)			(495	)			(71	)			(2,941	)			(2,731	)			(389	)
Net income attributable to So-Young International Inc.			18,305				20,348				2,897				3,779				18,049				2,573

 

 

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SO-YOUNG INTERNATIONAL INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Continued)

(Amounts in thousands, except for share and per share data)

 

		For the Three Months Ended												For the Nine Months Ended
		September 30, 2023				September 30, 2024				September 30, 2024				September 30, 2023				September 30, 2024				September 30, 2024
		RMB				RMB				US$				RMB				RMB				US$
Net earnings per ordinary share
Net earnings per ordinary share attributable to ordinary shareholder - basic			0.24				0.26				0.04				0.05				0.23				0.03
Net earnings per ordinary share attributable to ordinary shareholder - diluted			0.24				0.26				0.04				0.05				0.23				0.03
Net earnings per ADS attributable to ordinary shareholders - basic (13 ADS represents 10 Class A ordinary shares)			0.18				0.20				0.03				0.04				0.18				0.03
Net earnings per ADS attributable to ordinary shareholders - diluted (13 ADS represents 10 Class A ordinary shares)			0.18				0.20				0.03				0.04				0.18				0.03
Weighted average number of ordinary shares used in computing earnings/(loss) per share, basic*			76,842,709				79,493,819				79,493,819				78,001,149				79,544,066				79,544,066
Weighted average number of ordinary shares used in computing earnings/(loss) per share, diluted*			77,210,781				79,708,518				79,708,518				78,402,636				79,810,666				79,810,666
Share-based compensation expenses included in:
Cost of services and others			(418	)			(81	)			(12	)			(1,635	)			(255	)			(36	)
Sales and marketing expenses			(533	)			(183	)			(26	)			(2,850	)			(420	)			(60	)
General and administrative expenses			11,164				(1,328	)			(189	)			(10,400	)			(27,796	)			(3,961	)
Research and development expenses			(1,454	)			(309	)			(44	)			(3,636	)			(1,969	)			(281	)

 

*	Both Class A and Class B ordinary shares are included in the calculation of the weighted average number of ordinary shares outstanding, basic and diluted.

 

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SO-YOUNG INTERNATIONAL INC.

Reconciliation of GAAP and Non-GAAP Results

(Amounts in thousands, except for share and per share data)

 

		For the Three Months Ended												For the Nine Months Ended
		September 30, 2023				September 30, 2024				September 30, 2024				September 30, 2023				September 30, 2024				September 30, 2024
		RMB				RMB				US$				RMB				RMB				US$
GAAP (loss)/income from operations			(1,992	)			4,684				666				(56,143	)			(25,425	)			(3,622	)
Add back: Share-based compensation expenses			(8,759	)			1,901				271				18,521				30,440				4,338
Non-GAAP (loss)/income from operations			(10,751	)			6,585				937				(37,622	)			5,015				716
GAAP net income attributable to So-Young International Inc.			18,305				20,348				2,897				3,779				18,049				2,573
Add back: Share-based compensation expenses			(8,759	)			1,901				271				18,521				30,440				4,338
Non-GAAP net income attributable to So-Young International Inc.			9,546				22,249				3,168				22,300				48,489				6,911

 

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