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 2015
Commission File Number: 001-35224
Xunlei Limited
4/F, Hans Innovation Mansion, North Ring Road
No. 9018 High-Tech Park, Nanshan District
Shenzhen, 518057
Peoples 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 ¨
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): ¨
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): ¨
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.
Xunlei Limited | ||
By: | /s/ Tao Thomas Wu | |
Name: | Tao Thomas Wu | |
Title: | Chief Financial Officer |
Date: November 23, 2015
Exhibit Index
Exhibit 99.1Press Release
Exhibit 99.1
Xunlei Announces Unaudited Quarterly Results and Appoints Co-Chief Executive Officer
| Project Crystal Achieving First Time Revenues from Sales of Crowd-sourced Bandwidth |
| Total Revenues of US$33.5 Million Exceeding High End of Guidance Range |
SHENZHEN, China, November 18, 2015 (GLOBE NEWSWIRE) Xunlei Limited (Xunlei or the Company) (Nasdaq:XNET), Chinas leading provider of acceleration products and services, today announced its unaudited financial results for the third quarter ended September 30, 2015 and the appointment of Mr. Lei Chen, its Chief Technology Officer, as the Co-Chief Executive Officer of the Company.
Third Quarter 2015 Financial Highlights (results presented herein exclude Xunlei Kankan, discontinued operations, unless specified otherwise1)
| Internet value-added services revenues (including revenues from Project Crystal) were US$12.1 million, representing a 32.1% increase from the previous quarter, and a 60.1% increase from the corresponding period of last year. |
| Total revenues were US$33.5 million, representing a 7.5% increase from the previous quarter. |
| Operating loss was US$2.0 million, compared with operating loss of US$3.2 million in the previous quarter. |
| Non-GAAP operating income2 was US$0.7 million, compared with a loss of US$0.8 million in the previous quarter. |
Appointment of Co-CEO
Effective immediately, Xunleis board of directors has appointed Mr. Lei Chen, the Companys Chief Technology Officer, as Co-Chief Executive Officer. Simultaneously, Mr. Chen resigned as Xunleis Chief Technology Officer, a post he has held since joining the Company in November 2014. Mr. Chen has been instrumental in leading the Companys crowd-sourced CDN effort (Project Crystal), which achieved first time revenues from sales of crowd-sourced bandwidth this past quarter. Mr. Chen has a wealth of industry experiences in cloud computing, software architecture and online infrastructure from his previous roles at Tencent, Google, and Microsoft.
1 | In July 2015, the Company completed and announced the divesture of its entire stake in Xunlei KanKan, its online video streaming business. For details, see the Companys earnings release containing unaudited financial results for the second quarter of 2015, issued on August 12, 2015. According to applicable accounting standards, assets and liabilities related to Xunlei Kankan were reclassified as assets/liabilities held for sale as of December 31, 2014, while results of operations related to Xunlei Kankan, including comparatives, were reported as loss from discontinued operations. Figures presented in this release are related to continuing operations only, and exclude results from Xunlei Kankan unless indicated otherwise. |
2 | Non-GAAP financial measures in this release exclude share-based compensation expenses. See About Non-GAAP Financial Measures at the end of this release. |
I have personally witnessed Leis impressive technology and product insights and prowess. As importantly, his energy and leadership skills were critical for the success of Project Crystal this past year. We look forward to Leis extension of his leadership to guide Xunlei at large, said Sean Zou, Co-Founder and Co-CEO of Xunlei.
I am honored by the boards trust in me. Xunlei has vast capability and experience in P2P cloud computing, which we expect will power the growth of the relevant sharing economy. I am confident that Xunlei is well-positioned to take advantage of this growth opportunity and look forward to working with Sean and the rest of the management team to lead the Company to greater heights, said Mr. Lei Chen.
Third Quarter 2015 Results (results presented herein exclude Xunlei Kankan, discontinued operations, unless specified otherwise)
Total Revenues
Internet value-added services revenues (including revenues from Project Crystal) were US$12.1million, up 32.1% sequentially and 60.1% year-over-year. Growth in revenues from Project Crystal, which achieved first time sales of crowd-sourced bandwidth this past quarter, was the primary contributor for the growth in IVAS revenues.
Subscription revenues were US$20.4 million, down 3.2% sequentially. The decrease is primarily impacted by depreciation in RMB. The number of subscribers as of September 30, 2015 was 4.94 million.
Total revenues were US$33.5 million, up 7.5% sequentially, exceeding the high end of the Companys previously issued guidance range. Growth in IVAS revenues (which included revenues from Project Crystal) was a main contributor.
Cost of Revenues
Cost of revenues was US$15.8 million, representing 47% of revenue.
Bandwidth costs: Bandwidth costs were US$9.5 million, representing 28.4% of total revenues, compared with 29.9% in the previous quarter.
Gross Profit and Gross Margin
Gross profit for the quarter was US$17.7 million, up 5.4% sequentially. Gross margin was 52.7%, compared with 53.8% in the previous quarter.
Operating Expenses
Total operating expenses for the quarter were US$19.6 million, essentially remaining stable on a sequential basis.
Research and development expenses
Research and development expenses for the quarter were US$9.2 million, accounting for 27.6% of total revenues, compared with 30.9% in the previous period.
Sales and marketing expenses
Sales and marketing expenses for the quarter were US$3.9 million, accounting for 11.5% of total revenues, compared with 7.9% in the previous period. The increase is primarily attributable to marketing expenses associated with Project Crystal.
General and administrative expenses
General and administrative expenses for the quarter were US$6.5 million, compared with US$7.3 million in the third quarter of 2014. The decline partly reflected organizational synergy from recent business restructurings.
Operating Loss
Operating loss was US$2.0 million, compared with operating loss of US$3.2 million in the previous quarter. The company continues to invest in a range of new technologies and services, including its mobile initiatives which are still making losses.
Income from discontinued operations, which represents income from Xunlei Kankan including a disposal gain of US$1.5 million, was US$0.7 million in the third quarter of 2015, compared with a loss of US$2.7 million in the previous period.
Net Income and EPS
Net loss from continuing operations was US$3.3 million in the third quarter of 2015, compared with income of US$3.1 million in the previous period. Non-GAAP net loss from continuing operations was US$0.7 million in the third quarter of 2015, compared with income of US$5.5 million in the previous period. Currency translation loss from the Companys offshore non-US cash values contributed to the decline in net income on both GAAP and Non-GAAP basis.
Diluted loss per ADS from continuing operations in the third quarter of 2015 was US$0.0453. Non-GAAP diluted loss from continuing operations per ADS in the third quarter of 2015 was US$0.0063.
Cash Balance
As of September 30, 2015, the Company had cash, cash equivalents and short-term investments of US$446.7 million, up from US$433.7 million as of December 31, 2014.
Outlook
The Company remains confident in its core strategy of ongoing innovation through Project Crystal and continues to advance on the technology front and expand in terms of scale. In the near term, the Companys PC-based download acceleration subscriptions remain subject to influence by the continuing government scrutiny of internet content in China, which may have ongoing negative impact on the Companys subscription revenues. In addition, the Company has permitted temporary suspension of services provided to about 311,000 existing subscribers as of the end of the third quarter of 2015.
Guidance for Fourth Quarter 2015
For the fourth quarter of 2015, Xunlei estimates total revenues from continuing operations to be between US$31 million to US$34 million. This estimate represents managements preliminary view as of the date of this release, which is subject to change and change could be material.
Conference Call Details
Xunleis management will host a conference call at 8:00 a.m. US Eastern Time (9:00 p.m. Beijing/Hong Kong Time) on November 19, 2015, to discuss the Companys quarterly results and recent business activities.
To participate in the conference call, please dial the following number five to ten minutes prior to the scheduled conference call time:
China: | 400-120-0654 | |
Hong Kong: | 800-906-606 | |
United States: | +1-855-500-8701 | |
International: | +65 6713-5440 | |
Passcode: | 73451624 |
The Company will also broadcast a live audio webcast of the conference call. The webcast will be available at http://ir.xunlei.com.
Following the earnings conference call, an archive of the call will be available by dialing:
China: | 400-602-2065 | |
Hong Kong: | 800-963-117 | |
United States: | +1-855-452-5696 | |
International: | +61-2-9003-4211 | |
Replay Passcode: | 73451624 | |
Replay End Date: | November 26, 2015 |
About Xunlei
Xunlei Limited (Xunlei) is the No. 1 acceleration product provider in China as measured by market share in September 2015, according to iResearch. Xunlei operates a powerful internet platform in China based on cloud computing to provide users with quick and easy access to digital media content through its core products and services, Xunlei Accelerator and the cloud acceleration subscription services. Xunlei is increasingly extending into mobile devices in part through potentially pre-installed acceleration products in mobile phones. Benefitting from the large user base accumulated by Xunlei Accelerator, Xunlei has further developed various value-added services to meet a fuller spectrum of its users digital media content access and consumption needs.
CONTACT: IR Contact:
Xunlei Limited
Email: ir@xunlei.com
Tel: +86 755 33912907
Website: hppt://ir.xunlei.com
Safe Harbor Statement
This press release contains statements of a forward-looking nature. These statements are made under the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. You can identify these forward- looking statements by terminology such as will, expects, believes, anticipates, future, intends, plans, believes, estimates and similar statements. Among other things, the managements quotations, the Outlook and Guidance sections in this press release, as well as the Companys strategic, operational and acquisition plans, contain forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations, assumptions, estimates and projections about the Company and the industry. Forward-looking statements involve inherent risks and uncertainties, including but not limited to: the Companys ability to continue to innovate and provide attractive products and services to retain and grow its user base; the Companys ability to keep up with technological developments and users changing demands in the Internet industry; the Companys ability to convert its users into subscribers of its premium services; the Companys ability to deal with existing and potential copyright infringement claims and other related claims; and the Companys ability to compete effectively. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that its expectations will turn out to be correct, and investors are cautioned that actual results may differ materially from the anticipated results. Further information regarding risks and uncertainties faced by the Company is included in the Companys filings with the U.S. Securities and Exchange Commission. All information provided in this press release is as of the date of the press release, and the Company undertakes no obligation to update any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law.
About Non-GAAP Financial Measures
To supplement Xunleis consolidated financial results presented in accordance with United States Generally Accepted Accounting Principles (GAAP), Xunlei uses the following measures defined as non-GAAP financial measures by the United States Securities and Exchange Commission: (1) non-GAAP operating income/(loss), (2) non-GAAP net income/(loss) from continuing operations, (3) non-GAAP basic and diluted earnings per share for common shares attributable to continuing operations, and (4) non-GAAP basic and diluted earnings per ADS attributable to continuing operations. The presentation of the non-GAAP financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP.
Xunlei believes that these non-GAAP financial measures provide meaningful supplemental information to investors regarding the Companys operating performance by excluding share-based compensation expenses, which (1) may not be indicative of Xunleis recurring core business operating results or (2) are not expected to result in future cash payments. These non-GAAP financial measures also facilitate managements internal comparisons to Xunleis historical performance and assist the Companys financial and operational decision making. A limitation of using these non-GAAP financial measures is that these non-GAAP measures exclude share-based compensation charge that has been and will continue to be for the foreseeable future a significant recurring expense in Xunleis results of operations. Management compensates for these limitations by providing specific information regarding the GAAP amounts excluded from each non-GAAP measure. The accompanying reconciliation tables at the end of this release include details on the reconciliations between GAAP financial measures that are most directly comparable to the non-GAAP financial measures the Company has presented.
XUNLEI LIMITED
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts expressed in thousands of USD, except for share, per share (or ADS) data)
Sept 30, 2015 |
December 31, 2014 |
|||||||
US$ | US$ | |||||||
Assets |
||||||||
Current assets: |
||||||||
Cash and cash equivalents |
374,734 | 404,275 | ||||||
Short-term investments |
71,990 | 29,427 | ||||||
Accounts receivable, net |
7,985 | 5,180 | ||||||
Inventories |
534 | | ||||||
Deferred tax assets |
465 | 2,091 | ||||||
Due from related parties |
235 | 22 | ||||||
Prepayments and other current assets |
12,855 | 13,890 | ||||||
Held-for-sale assets |
| 47,045 | ||||||
|
|
|
|
|||||
Total current assets |
468,798 | 501,930 | ||||||
|
|
|
|
|||||
Non-current assets: |
||||||||
Long-term investments |
11,010 | 5,498 | ||||||
Deferred tax assets |
10,320 | 10,862 | ||||||
Property and equipment, net |
14,337 | 16,408 | ||||||
Intangible assets, net |
14,385 | 15,100 | ||||||
Goodwill |
22,352 | 23,237 | ||||||
Prepayment for content copyrights |
| 1,532 | ||||||
Other long-term prepayments and receivables |
5,939 | 5,795 | ||||||
|
|
|
|
|||||
Total assets |
547,141 | 580,362 | ||||||
|
|
|
|
|||||
Liabilities |
||||||||
Current liabilities: |
||||||||
Accounts payable |
27,622 | 14,937 | ||||||
Due to a related party |
58 | 84 | ||||||
Deferred revenue and income, current portion |
25,053 | 27,745 | ||||||
Income tax payable |
2,457 | 2,554 | ||||||
Accrued liabilities and other payables |
22,643 | 30,333 | ||||||
Held-for-sale liabilities3 |
| 27,367 | ||||||
|
|
|
|
|||||
Total current liabilities |
77,833 | 103,020 | ||||||
|
|
|
|
|||||
Non-current liabilities: |
||||||||
Deferred revenue and income |
5,831 | 6,825 | ||||||
Deferred tax liability, non-current portion |
7,788 | 8,552 | ||||||
Due to related parties, non-current portion |
4,287 | 4,137 | ||||||
Other long-term payable |
837 | 807 | ||||||
|
|
|
|
|||||
Total liabilities |
96,576 | 123,341 | ||||||
|
|
|
|
|||||
Commitments and contingencies |
||||||||
Equity |
||||||||
Common shares (USD0.00025 par value, 1,000,000,000 shares authorized, 357,886,089 shares issued and 327,611,487 shares outstanding as at December 31, 2014; 368,877,209 shares issued and 337,539,505 shares outstanding as at September 30, 2015) |
84 | 82 | ||||||
Additional paid-in-capital |
455,946 | 446,202 | ||||||
Accumulated other comprehensive income |
(753 | ) | 5,894 | |||||
Statutory reserves |
5,132 | 5,132 | ||||||
Treasury shares (30,274,602 shares and 31,337,704 shares as at December 31, 2014 and September 30, 2015, respectively) |
8 | 7 | ||||||
Retained earnings / (Accumulated deficits) |
(8,290 | ) | 574 | |||||
|
|
|
|
|||||
Total Xunlei Limiteds shareholders equity |
452,127 | 457,891 | ||||||
Non-controlling interests |
(1,562 | ) | (870 | ) | ||||
|
|
|
|
|||||
Total liabilities and shareholders equity |
547,141 | 580,362 | ||||||
|
|
|
|
3 | The amount of held for sale liabilities as at December 31, 2014 has been adjusted due to new information available during the quarter ended September 30, 2015. |
XUNLEI LIMITED
Unaudited Condensed Consolidated Statements of Income
(Amounts expressed in thousands of USD, except for share, per share (or ADS) data)
Three months ended | ||||||||||||
Sept 30, 2015 |
June 30, 2015 |
Sept 30, 2014 |
||||||||||
US$ | US$ | US$ | ||||||||||
Revenues, net of rebates and discounts |
33,510 | 31,171 | 34,085 | |||||||||
Business taxes and surcharges |
(93 | ) | (80 | ) | (118 | ) | ||||||
|
|
|
|
|
|
|||||||
Net revenues |
33,417 | 31,091 | 33,967 | |||||||||
Cost of revenues |
(15,752 | ) | (14,336 | ) | (13,670 | ) | ||||||
|
|
|
|
|
|
|||||||
Gross profit |
17,665 | 16,755 | 20,297 | |||||||||
Operating expenses |
||||||||||||
Research and development expenses |
(9,235 | ) | (9,631 | ) | (7,559 | ) | ||||||
Sales and marketing expenses |
(3,867 | ) | (2,475 | ) | (3,475 | ) | ||||||
General and administrative expenses |
(6,518 | ) | (7,838 | ) | (7,334 | ) | ||||||
|
|
|
|
|
|
|||||||
Total operating expenses |
(19,620 | ) | (19,944 | ) | (18,368 | ) | ||||||
|
|
|
|
|
|
|||||||
Operating (loss)/income |
(1,955 | ) | (3,189 | ) | 1,929 | |||||||
|
|
|
|
|
|
|||||||
Interest income |
1,291 | 1,597 | 2,154 | |||||||||
Interest expense |
(60 | ) | (60 | ) | (60 | ) | ||||||
Other income/(loss), net |
(2,198 | ) | 3,910 | 1,461 | ||||||||
Share of income/(loss) from equity investee |
45 | (116 | ) | (93 | ) | |||||||
|
|
|
|
|
|
|||||||
Income from continuing operations before income taxes |
(2,877 | ) | 2,142 | 5,391 | ||||||||
Income tax benefit / (expense) |
(407 | ) | 954 | (947 | ) | |||||||
|
|
|
|
|
|
|||||||
Net income from continuing operations |
(3,284 | ) | 3,096 | 4,444 | ||||||||
|
|
|
|
|
|
|||||||
Discontinued operations |
||||||||||||
Income / (loss) from discontinued operations before income taxes (including disposal gain of 1,505) |
695 | (2,677 | ) | (4,163 | ) | |||||||
Income tax expense |
(1,199 | ) | (1,672 | ) | (191 | ) | ||||||
|
|
|
|
|
|
|||||||
Net loss from discontinued operations |
(504 | ) | (4,349 | ) | (4,354 | ) | ||||||
|
|
|
|
|
|
|||||||
Net (loss)/income |
(3,788 | ) | (1,253 | ) | 90 | |||||||
Less: net loss attributable to non-controlling interest |
(230 | ) | (238 | ) | (259 | ) | ||||||
|
|
|
|
|
|
|||||||
Net (loss)/income attributable to Xunlei |
(3,558 | ) | (1,015 | ) | 349 | |||||||
|
|
|
|
|
|
|||||||
Net income/(loss) attributable to common shareholders |
(3,558 | ) | (1,015 | ) | 349 | |||||||
|
|
|
|
|
|
|||||||
Earnings/(loss) per share for common shares, basic |
||||||||||||
Continuing operations |
(0.0091 | ) | 0.0099 | 0.0145 | ||||||||
Discontinued operations |
(0.0015 | ) | (0.0129 | ) | (0.0134 | ) | ||||||
|
|
|
|
|
|
|||||||
Total earnings/(loss) per share for common shares, basic |
(0.0106 | ) | (0.0030 | ) | 0.0011 | |||||||
Earnings/(loss) per share for common shares, diluted |
||||||||||||
Continuing operations |
(0.0091 | ) | 0.0099 | 0.0140 | ||||||||
Discontinued operations |
(0.0015 | ) | (0.0129 | ) | (0.0130 | ) | ||||||
|
|
|
|
|
|
|||||||
Total earnings/(loss) per share for common shares, diluted |
(0.0106 | ) | (0.0030 | ) | 0.0010 | |||||||
Earnings/(loss) per ADS, basic |
||||||||||||
Continuing operations |
(0.0453 | ) | 0.0496 | 0.0724 | ||||||||
Discontinued operations |
(0.0075 | ) | (0.0647 | ) | (0.0670 | ) | ||||||
|
|
|
|
|
|
|||||||
Total earnings/(loss) per ADS, basic |
(0.0528 | ) | (0.0151 | ) | 0.0054 | |||||||
Earnings/(loss) per ADS, diluted |
||||||||||||
Continuing operations |
(0.0453 | ) | 0.0496 | 0.0700 | ||||||||
Discontinued operations |
(0.0075 | ) | (0.0647 | ) | (0.0648 | ) | ||||||
|
|
|
|
|
|
|||||||
Total earnings/(loss) per ADS, diluted |
(0.0528 | ) | (0.0151 | ) | 0.0052 | |||||||
Weighted average number of common shares used in calculating continuing operations: |
||||||||||||
Basic |
337,070,061 | 335,835,501 | 325,028,169 | |||||||||
Diluted |
337,070,061 | 335,835,501 | 336,112,324 | |||||||||
Weighted average number of ADSs used in calculating continuing operations : |
||||||||||||
Basic |
67,414,012 | 67,167,100 | 65,005,634 | |||||||||
Diluted |
67,414,012 | 67,167,100 | 67,222,465 |
XUNLEI LIMITED
Reconciliation of GAAP and Non-GAAP Results (Excluding discontinued operations)
(Amounts expressed in thousands of USD, except for share, per share (or ADS) data)
Three months ended | ||||||||||||
Sept 30, 2015 |
June 30, 2015 |
Sept 30, 2014 |
||||||||||
US$ | US$ | US$ | ||||||||||
GAAP operating income/(loss) |
(1,955 | ) | (3,189 | ) | 1,929 | |||||||
Share-based compensation expenses |
2,627 | 2,365 | 1,933 | |||||||||
|
|
|
|
|
|
|||||||
Non-GAAP operating income |
672 | (824 | ) | 3,862 | ||||||||
GAAP net income/(loss) from continuing operations |
(3,284 | ) | 3,096 | 4,444 | ||||||||
Share-based compensation expenses |
2,627 | 2,365 | 1,933 | |||||||||
Non-GAAP net income/(loss) from continuing operations |
(657 | ) | 5,461 | 6,377 | ||||||||
GAAP earnings/(loss) per share for common shares attributable to continuing operations: |
||||||||||||
Basic |
(0.0091 | ) | 0.0099 | 0.0145 | ||||||||
Diluted |
(0.0091 | ) | 0.0099 | 0.0140 | ||||||||
GAAP earnings/(loss) per ADS attributable to continuing operations: |
||||||||||||
Basic |
(0.0453 | ) | 0.0496 | 0.0724 | ||||||||
Diluted |
(0.0453 | ) | 0.0496 | 0.0700 | ||||||||
Non-GAAP earnings per share for common shares attributable to continuing operations: |
||||||||||||
Basic |
(0.0013 | ) | 0.0170 | 0.0204 | ||||||||
Diluted |
(0.0013 | ) | 0.0170 | 0.0197 | ||||||||
Non-GAAP earnings per ADS attributable to continuing operations: |
||||||||||||
Basic |
(0.0063 | ) | 0.0849 | 0.1021 | ||||||||
Diluted |
(0.0083 | ) | 0.0849 | 0.0987 | ||||||||
Weighted average number of common shares used in calculating: |
||||||||||||
Basic |
337,070,061 | 335,835,501 | 325,028,169 | |||||||||
Diluted |
337,070,061 | 335,835,501 | 336,112,324 | |||||||||
Weighted average number of ADSs used in calculating: |
||||||||||||
Basic |
67,414,012 | 67,167,100 | 65,005,634 | |||||||||
Diluted |
67,414,012 | 67,167,100 | 67,222,465 |