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
OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of June 2022
Commission File Number: 001-36397
Weibo Corporation
(Registrant’s Name)
8/F, QIHAO Plaza, No. 8 Xinyuan S. Road
Chaoyang District, Beijing 100027
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 ¨
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): ¨
Exhibit Index
2
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.
| WEIBO CORPORATION | ||
| Date: June 1, 2022 | By: | /s/ Fei Cao |
| Fei Cao | ||
| Chief Financial Officer | ||
3
Exhibit 99.1
Weibo Reports First Quarter 2022 Unaudited Financial Results
BEIJING, China – June 1, 2022 – Weibo Corporation (“Weibo” or the “Company”) (NASDAQ: WB and HKEX: 9898), a leading social media in China, today announced its unaudited financial results for first quarter ended March 31, 2022.
“We delivered a solid start to 2022,” said Gaofei Wang, CEO of Weibo. “In the first quarter, our user base and traffic continued to grow nicely with disciplined marketing spending, which demonstrated our core value in public conversation and enriched content ecosystem. On monetization, Weibo has delivered a relatively resilient performance of advertising business in the first quarter, despite disruptions from COVID-19 resurgence in China.”
First Quarter 2022 Highlights
| · | Net revenues were $484.6 million, an increase of 6% year-over-year or an increase of 3% year-over-year on a constant currency basis [1]. |
| · | Advertising and marketing revenues were $427.1 million, an increase of 10% year-over-year. |
| · | Value-added service (“VAS”) revenues were $57.5 million, a decrease of 17% year-over-year. |
| · | Income from operations was $102.8 million, representing an operating margin of 21%. |
| · | Net loss attributable to Weibo was $67.5 million and diluted net loss per share was $0.29. |
| · | Non-GAAP income from operations was $141.7 million, representing a non-GAAP operating margin of 29%. |
| · | Non-GAAP net income attributable to Weibo was $132.9 million and non-GAAP diluted net income per share was $0.56. |
| · | Monthly active users (“MAUs”) were 582 million in March 2022, a net addition of approximately 51 million users on a year-over-year basis. Mobile MAUs represented 95% of MAUs. |
| · | Average daily active users (“DAUs”) were 252 million in March 2022, a net addition of approximately 22 million users on a year-over-year basis. |
[1] On a constant currency (non-GAAP) basis, we assume that the exchange rate in the first quarter of 2022 had been the same as it was in the first quarter of 2021, or RMB 6.48=US$1.00.
First Quarter 2022 Financial Results
For the first quarter of 2022, Weibo’s total net revenues were $484.6 million, an increase of 6% compared to $458.9 million for the same period last year.
Advertising and marketing revenues for the first quarter of 2022 were $427.1 million, an increase of 10% compared to $390.0 million for the same period last year. Advertising and marketing revenues excluding ad revenues from Alibaba were $401.2 million, an increase of 12% compared to $356.7 million for the same period last year, which represented a relatively resilient performance of our advertising business this quarter, despite macro uncertainties, and disruption from COVID-19 resurgence and subsequent restrictions and lockdowns in major areas of China since mid-March.
VAS revenues for the first quarter of 2022 were $57.5 million, a decrease of 17% year-over-year compared to $68.9 million for the same period last year. The decrease of VAS revenues was mainly due to less revenue contribution from membership service and decrease of live streaming revenues.
Costs and expenses for the first quarter of 2022 totaled $381.8 million, an increase of 9% compared to $350.3 million for the same period last year. The increase was primarily attributable to (i) higher personnel related costs; (ii) increases in content costs primarily associated with the Winter Olympic Games; and (iii) recognition of cultural business construction fee with the lapse of exemption policy in 2022. The increase was primarily offset by a decrease of sales and marketing expenses, with disciplined channel investments and reduced offline events.
Income from operations for the first quarter of 2022 was $102.8 million, compared to $108.6 million for the same period last year. Operating margin was 21%, compared to 24% last year. Non-GAAP income from operations was $141.7 million, compared to $137.5 million for the same period last year. Non-GAAP operating margin was 29%, compared to 30% last year.
Non-operating loss for the first quarter of 2022 was $163.5 million, compared to a loss of $44.7 million for the same period last year. Non-operating loss for the first quarter of 2022 mainly included (i) a $163.7 million net loss from fair value change of investments, primarily resulted from net loss from fair value change of investments in Didi Global Inc. (NYSE: DIDI) and INMYSHOW Digital Technology (Group) Co., Ltd. (SHH: 600556), which was excluded under non-GAAP measures; (ii) a $14.2 million investment related impairment, which was excluded under non-GAAP measures; and (iii) a $14.4 million net interest and other income.
Income tax expense were $11.7 million, compared to $14.9 million for the same period last year.
Net loss attributable to Weibo for the first quarter of 2022 was $67.5 million, compared to an income of $49.8 million for the same period last year. Diluted net loss per share attributable to Weibo for the first quarter of 2022 was $0.29, compared to a diluted net income per share attributable to Weibo of $0.22 for the same period last year. Non-GAAP net income attributable to Weibo for the first quarter of 2022 was $132.9 million, compared to $130.7 million for the same period last year. Non-GAAP diluted net income per share attributable to Weibo for the first quarter of 2022 was $0.56, compared to $0.57 for the same period last year.
As of March 31, 2022, Weibo’s cash, cash equivalents and short-term investments totaled $3.3 billion. For the first quarter of 2022, cash provided by operating activities was $248.6 million, capital expenditures totaled $8.5 million, and depreciation and amortization expenses amounted to $15.0 million.
Conference Call
Weibo's management team will host a conference call from 7:00 AM to 8:00 AM Eastern Time on June 1, 2022 (or 7:00 PM – 8:00 PM Beijing Time on June 1, 2022) to present an overview of the Company's financial performance and business operations.
Please register in advance of the conference call using the link provided below. Upon registering, you will be provided with dial-in numbers, passcode and unique registrant ID by email. To join the conference, please use the conference access information provided in the email received at the point of registering.
PRE-REGISTER LINK: http://apac.directeventreg.com/registration/event/3399110
Additionally, a live webcast of the call will be available through the Company's corporate website at http://ir.weibo.com.
A telephone replay will be available from 22:00 China Standard Time on June 1, 2022 to 21:59 China Standard Time on June 9, 2022. To access the recording, please use the following dial-in information listed below:
United States: +1 855 452 5696
Hong Kong: 800 963 117
Mainland China: 400 820 9035
International: +61 2 8199 0299
Replay PIN: 3399110
Non-GAAP Financial Measures
This release contains the following non-GAAP financial measures: non-GAAP income from operations, non-GAAP net income attributable to Weibo’s shareholders, non-GAAP diluted net income per share attributable to Weibo’s shareholders and adjusted EBITDA. These non-GAAP financial measures should be considered in addition to, not as a substitute for, measures of the Company’s financial performance prepared in accordance with U.S. GAAP.
The Company’s non-GAAP financial measures exclude stock-based compensation, amortization of intangible assets resulting from business acquisitions, non-cash compensation cost to non-controlling interest shareholders, net results of impairment on, gain/loss on sale of and fair value change of investments, non-GAAP to GAAP reconciling items on the share of equity method investments, non-GAAP to GAAP reconciling items for the income/loss attributable to non-controlling interests, income tax expense related to the amortization of intangible assets resulting from business acquisitions and fair value change of investments (other non-GAAP to GAAP reconciling items have no tax effect), and amortization of convertible debt and senior notes issuance cost. Adjusted EBITDA excludes interest income, net, income tax expenses, and depreciation expenses.
The Company’s management uses these non-GAAP financial measures in their financial and operating decision-making, because management believes these measures reflect the Company’s ongoing operating performance in a manner that allows more meaningful period-to-period comparisons. The Company believes that these non-GAAP financial measures provide useful information to investors and others in the following ways: (i) in comparing the Company’s current financial results with the Company’s past financial results in a consistent manner, and (ii) in understanding and evaluating the Company’s current operating performance and future prospects in the same manner as management does, if they so choose. The Company also believes that the non-GAAP financial measures provide useful information to both management and investors by excluding certain expenses, gains (losses) and other items (i) that are not expected to result in future cash payments or (ii) that are non-recurring in nature or may not be indicative of the Company’s core operating results and business outlook.
Use of non-GAAP financial measures has limitations. The Company’s non-GAAP financial measures do not include all income and expense items that affect the Company’s operations. They may not be comparable to non-GAAP financial measures used by other companies. Accordingly, care should be exercised in understanding how the Company defines its non-GAAP financial measures. Reconciliations of the Company’s non-GAAP financial measures to the nearest comparable GAAP measures are set forth in the section below titled “Unaudited Reconciliation of Non-GAAP to GAAP Results.”
About Weibo
Weibo is a leading social media for people to create, share and discover content online. Weibo combines the means of public self-expression in real time with a powerful platform for social interaction, content aggregation and content distribution. Any user can create and post a feed and attach multi-media and long-form content. User relationships on Weibo may be asymmetric; any user can follow any other user and add comments to a feed while reposting. This simple, asymmetric and distributed nature of Weibo allows an original feed to become a live viral conversation stream.
Weibo enables its advertising and marketing customers to promote their brands, products and services to users. Weibo offers a wide range of advertising and marketing solutions to companies of all sizes. The Company generates a substantial majority of its revenues from the sale of advertising and marketing services, including the sale of social display advertisement and promoted marketing offerings. Designed with a “mobile first” philosophy, Weibo displays content in a simple information feed format and offers native advertisement that conform to the information feed on our platform. To support the mobile format, we have developed and continuously refining our social interest graph recommendation engine, which enables our customers to perform people marketing and target audiences based on user demographics, social relationships, interests and behaviors, to achieve greater relevance, engagement and marketing effectiveness.
Safe Harbor Statement
This press release contains forward-looking statements that relate to, among other things, Weibo’s expected financial performance and strategic and operational plans (as described, without limitation, in the “Business Outlook” section and in quotations from management in this press release. Weibo may also make forward-looking statements in the Company’s periodic reports to the U.S. Securities and Exchange Commission (“SEC”), in announcements, circulars or other publications made on the website of The Stock Exchange of Hong Kong Limited (the “Hong Kong Stock Exchange”), 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 statements about the Company’s beliefs and expectations, are forward-looking statements. These forward-looking statements can be identified by terminology, such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “confidence,” “estimates” and similar statements. Forward-looking statements involve inherent risks and uncertainties. A number of important factors could cause actual results to differ materially from those contained in any forward-looking statement. Potential risks and uncertainties include, but are not limited to, Weibo’s limited operating history in certain new businesses; failure to grow active user base and the level of user engagement; the uncertain regulatory landscape in China; fluctuations in the Company’s quarterly operating results; the Company’s reliance on advertising and marketing sales for a majority of its revenues; failure to successfully develop, introduce, drive adoption of or monetize new features and products; failure to compete effectively for advertising and marketing spending; failure to successfully integrate acquired businesses; risks associated with the Company’s investments, including equity pick-up and impairment; failure to compete successfully against new entrants and established industry competitors; changes in the macro-economic environment, including the depreciation of the Renminbi; and adverse changes in economic and political policies of the PRC government and its impact on the Chinese economy. Further information regarding these and other risks is included in Weibo’s annual report on Form 20-Fs and other filings with the SEC and the Hong Kong Stock Exchange. All information provided in this press release is current as of the date hereof, and Weibo assumes no obligation to update such information, except as required under applicable law.
Contact:
Investor Relations
Weibo Corporation
Phone: +86 10 5898-3336
Email: ir@staff.weibo.com
| WEIBO CORPORATION | ||||||
| UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | ||||||
| (In thousands of U.S. dollars, except per share data) | ||||||
| Three months ended | ||||||||||||
| March 31, | December 31, | |||||||||||
| 2022 | 2021 | 2021 | ||||||||||
| Net revenues: | ||||||||||||
| Advertising and marketing | $ | 427,121 | $ | 390,011 | $ | 550,826 | ||||||
| Value-added service | 57,501 | 68,885 | 65,461 | |||||||||
| Net revenues | 484,622 | 458,896 | 616,287 | |||||||||
| Costs and expenses: | ||||||||||||
| Cost of revenues (1) | 104,801 | 79,770 | 128,545 | |||||||||
| Sales and marketing (1) | 125,311 | 143,975 | 152,475 | |||||||||
| Product development (1) | 112,434 | 96,566 | 113,867 | |||||||||
| General and administrative (1) | 39,227 | 29,981 | 38,878 | |||||||||
| Total costs and expenses | 381,773 | 350,292 | 433,765 | |||||||||
| Income from operations | 102,849 | 108,604 | 182,522 | |||||||||
| Non-operating loss: | ||||||||||||
| Impairment on, gain/loss on sale of and fair value change of investments, net | (177,950 | ) | (58,200 | ) | (41,976 | ) | ||||||
| Interest and other income, net | 14,416 | 13,504 | 5,161 | |||||||||
| (163,534 | ) | (44,696 | ) | (36,815 | ) | |||||||
| Income (loss) before income tax expenses | (60,685 | ) | 63,908 | 145,707 | ||||||||
| Income tax expenses | (11,716 | ) | (14,945 | ) | (45,581 | ) | ||||||
| Net income (loss) | (72,401 | ) | 48,963 | 100,126 | ||||||||
| Less: Net loss attributable to non-controlling interests | (4,877 | ) | (857 | ) | (15,607 | ) | ||||||
| Net income (loss) attributable to Weibo's shareholders | $ | (67,524 | ) | $ | 49,820 | $ | 115,733 | |||||
| Basic net income (loss) per share attributable to Weibo's shareholders | $ | (0.29 | ) | $ | 0.22 | $ | 0.50 | |||||
| Diluted net income (loss) per share attributable to Weibo's shareholders | $ | (0.29 | ) | $ | 0.22 | $ | 0.50 | |||||
| Shares used in computing basic net income (loss) per share attributable to Weibo's shareholders | 235,206 | 227,771 | 230,679 | |||||||||
| Shares used in computing diluted net income (loss) per share attributable to Weibo's shareholders | 235,206 | 229,302 | 231,506 | |||||||||
| (1) Stock-based compensation in each category: | ||||||||||||
| Cost of revenues | $ | 2,337 | $ | 1,413 | $ | 2,422 | ||||||
| Sales and marketing | 4,615 | 2,251 | 5,043 | |||||||||
| Product development | 13,336 | 8,076 | 14,362 | |||||||||
| General and administrative | 6,763 | 4,013 | 4,911 | |||||||||
WEIBO CORPORATION
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands of U.S. dollars)
| March 31, | December 31, | |||||||
| 2022 | 2021 | |||||||
| Assets | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 2,501,799 | $ | 2,423,703 | ||||
| Short-term investments | 792,725 | 711,062 | ||||||
| Accounts receivable, net | 604,469 | 723,089 | ||||||
| Prepaid expenses and other current assets | 466,018 | 450,726 | ||||||
| Amount due from SINA(1) | 494,120 | 494,200 | ||||||
| Current assets subtotal | 4,859,131 | 4,802,780 | ||||||
| Property and equipment, net | 65,850 | 68,396 | ||||||
| Goodwill and intangible assets, net | 291,811 | 297,335 | ||||||
| Long-term investments | 1,112,439 | 1,207,651 | ||||||
| Other non-current assets | 1,139,677 | 1,143,360 | ||||||
| Total assets | $ | 7,468,908 | $ | 7,519,522 | ||||
| Liabilities, Redeemable Non-controlling Interests and Shareholders’ Equity | ||||||||
| Liabilities: | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | $ | 197,324 | $ | 197,643 | ||||
| Accrued expenses and other current liabilities | 799,877 | 828,952 | ||||||
| Deferred revenues | 94,739 | 91,136 | ||||||
| Income tax payable | 155,104 | 144,747 | ||||||
| Convertible debt | 897,576 | 896,541 | ||||||
| Current liabilities subtotal | 2,144,620 | 2,159,019 | ||||||
| Long-term liabilities: | ||||||||
| Unsecured senior notes | 1,538,991 | 1,538,415 | ||||||
| Other long-term liabilities | 125,175 | 134,068 | ||||||
| Total liabilities | 3,808,786 | 3,831,502 | ||||||
| Redeemable non-controlling interests | 68,796 | 66,622 | ||||||
| Shareholders’ equity : | ||||||||
| Weibo shareholders’ equity | 3,564,488 | 3,593,821 | ||||||
| Non-controlling interests | 26,838 | 27,577 | ||||||
| Total shareholders’ equity | 3,591,326 | 3,621,398 | ||||||
| Total liabilities, redeemable non-controlling interests and shareholders’ equity | $ | 7,468,908 | $ | 7,519,522 | ||||
| (1) Included short-term loans to and interest receivable from SINA of $474.3 million as of March 31, 2022 and $479.6 million as of December 31, 2021. | ||||||||
WEIBO CORPORATION
UNAUDITED RECONCILIATION OF NON-GAAP TO GAAP RESULTS
(In thousands of U.S. dollars, except per share data)
| Three months ended | ||||||||||||
| March 31, | December 31, | |||||||||||
| 2022 | 2021 | 2021 | ||||||||||
| Income from operations | $ | 102,849 | $ | 108,604 | $ | 182,522 | ||||||
| Add: Stock-based compensation | 27,051 | 15,753 | 26,738 | |||||||||
| Amortization of intangible assets resulting from business acquisitions | 5,751 | 4,519 | 5,716 | |||||||||
| Non-cash compensation cost to non-controlling interest shareholders | 6,074 | 8,631 | 4,826 | |||||||||
| Non-GAAP income from operations | $ | 141,725 | $ | 137,507 | $ | 219,802 | ||||||
| Net income (loss) attributable to Weibo's shareholders | $ | (67,524 | ) | $ | 49,820 | $ | 115,733 | |||||
| Add: Stock-based compensation | 27,051 | 15,753 | 26,738 | |||||||||
| Amortization of intangible assets resulting from business acquisitions | 5,751 | 4,519 | 5,716 | |||||||||
| Non-cash compensation cost to non-controlling interest shareholders | 6,074 | 8,631 | 4,826 | |||||||||
| Net results of impairment on, gain/loss on sale of and fair value change of investments | 177,950 | 58,200 | 41,976 | |||||||||
| Non-GAAP to GAAP reconciling items on the share of equity method investments | (2,654 | ) | (1,075 | ) | 4,343 | |||||||
| Non-GAAP to GAAP reconciling items for the income/loss attributable to non-controlling interests | (4,631 | ) | 359 | (16,844 | ) | |||||||
| Tax effects on non-GAAP adjustments(1) | (10,771 | ) | (7,148 | ) | 11,405 | |||||||
| Amortization of convertible debt and unsecured senior notes issuance cost | 1,611 | 1,612 | 1,611 | |||||||||
| Non-GAAP net income attributable to Weibo's shareholders | $ | 132,857 | $ | 130,671 | $ | 195,504 | ||||||
| Non-GAAP diluted net income per share attributable to Weibo's shareholders | $ | 0.56 | * | $ | 0.57 | * | $ | 0.83 | * | |||
| Shares used in computing GAAP diluted net income (loss) per share attributable to Weibo's shareholders | 235,206 | 229,302 | 231,506 | |||||||||
| Add: The number of shares for dilution resulted from convertible debt(2) | 6,753 | 6,753 | 6,753 | |||||||||
| The number of shares for dilution resulted from unvested restricted share units(2) | 447 | - | - | |||||||||
| Shares used in computing non-GAAP diluted net income per share attributable to Weibo's shareholders | 242,406 | 236,055 | 238,259 | |||||||||
| Adjusted EBITDA: | ||||||||||||
| Net income (loss) attributable to Weibo's shareholders | $ | (67,524 | ) | $ | 49,820 | $ | 115,733 | |||||
| Non-GAAP adjustments | 200,381 | 80,851 | 79,771 | |||||||||
| Non-GAAP net income attributable to Weibo's shareholders | 132,857 | 130,671 | 195,504 | |||||||||
| Interest income,net | (10,986 | ) | (3,939 | ) | (4,231 | ) | ||||||
| Income tax expenses | 22,487 | 22,093 | 34,176 | |||||||||
| Depreciation expenses | 8,730 | 7,909 | 8,593 | |||||||||
| Adjusted EBITDA | $ | 153,088 | $ | 156,734 | $ | 234,042 | ||||||
| (1) | To exclude the income tax expenses primarily related to amortization of intangible assets resulting from business acquisitions and fair value change of investments. The Company considered the tax implication arising from the reconciliation items. Part of these items were recorded in entities established in tax free jurisdictions and there were no relevant tax implications. For impairment on investments, valuation allowances were made for those differences as the Company does not expect they can be realized in the foreseeable future. |
| (2) | To adjust the number of shares for dilution resulted from convertible debt and unvested restricted share units which were anti-dilutive under GAAP measures. |
| * | Net income attributable to Weibo's shareholders is adjusted for interest expense of convertible debt for calculating diluted EPS. |
WEIBO CORPORATION
UNAUDITED ADDITIONAL INFORMATION
(In thousands of U.S. dollars)
| Three months ended | ||||||||||||
| March 31, | December 31, | |||||||||||
| 2022 | 2021 | 2021 | ||||||||||
| Net revenues | ||||||||||||
| Advertising and marketing | ||||||||||||
| Non-Ali advertisers | $ | 401,196 | $ | 356,711 | $ | 505,333 | ||||||
| Alibaba - as an advertiser | 25,925 | 33,300 | 45,493 | |||||||||
| Subtotal | 427,121 | 390,011 | 550,826 | |||||||||
| Value-added service | 57,501 | 68,885 | 65,461 | |||||||||
| $ | 484,622 | $ | 458,896 | $ | 616,287 | |||||||