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): August 14, 2020  

ChinaNet Online Holdings, Inc.
(Exact Name of Registrant as Specified in Charter)

Nevada001-3464720-4672080
(State or Other Jurisdiction of Incorporation)(Commission File Number)(I.R.S. Employer Identification Number)

 

No. 9 South Min Zhuang Road
Haidian District, Beijing, PRC 100195
(Address of Principal Executive Offices) (Zip Code)

+86-10-60846616
(Registrant's telephone number, including area code)


(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))

 

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. [   ]

 

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 $0.001 CNET Nasdaq Capital Market

 

 
 

Item 2.02. Results of Operations and Financial Condition.

On August 14, 2020, ChinaNet Online Holdings, Inc., a Nevada corporation (the “Company”), issued a press release containing certain unaudited financial results for its second fiscal quarter and six months ended June 30, 2020. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and incorporated herein by reference.

As provided in General Instruction B.2 of SEC Form 8-K, such information 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 of that section, and it shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or under the Exchange Act, whether made before or after the date hereof, except as expressly set forth by specific reference in such filing to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

No. Description
99.1 Press Release dated August 14, 2020.


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.

 ChinaNet Online Holdings, Inc.
   
  
Date: August 14, 2020By: /s/ CHENG HANDONG        
  Cheng Handong
  Chief Executive Officer
  


EXHIBIT INDEX

 

Exhibit No.   Description
   
99.1 Press Release dated August 14, 2020.

EdgarFiling

EXHIBIT 99.1

ChinaNet Online Holdings Reports Second Quarter and First Half 2020 Unaudited Financial Results

BEIJING, Aug. 14, 2020 (GLOBE NEWSWIRE) -- ChinaNet Online Holdings, Inc. (Nasdaq: CNET) ("ChinaNet" or the "Company"), an integrated online advertising, precision marketing, data analytics and other value-added services provider serving enterprise clients, today announced its unaudited financial results for the second quarter and six months ended June 30, 2020.

Second Quarter of 2020 Financial Highlights

 For the Three Months Ended June 30,
($ millions, except per share data)2020 2019 % Change
Revenues$10.42 $15.45 -32.6%
Gross profit$0.30 $0.37 -18.6%
Gross margin2.9% 2.4% 0.5 pp*
Loss from operations($1.02) ($1.22) 16.5%
Operating loss margin-9.8% -7.9% -1.9 pp
Net loss attributable to CNET($0.97) ($0.38) 155.4%
Loss per share($0.04) ($0.02) 100.0%
*pp: percent points     

Mr. Handong Cheng, Chairman and Chief Executive Officer of ChinaNet, commented, “Our second quarter results highlight continuing impact of the COVID-19 pandemic, despite significant sequential uptick from the first quarter. With growth and profitability remaining elusive, our second quarter results underscore the need for improvement in our existing business model and the need for new strategic initiatives going forward. While we remain fully committed to the blockchain technology initiative and view it as a potential game-changer for us, we are also actively exploring other strategic alternatives to turn around our business.”

First Half of 2020 Financial Highlights

 For the Six Months Ended June 30,
($ millions, except per share data)2020 2019 % Change
Revenues$14.80 $24.02 -38.4%
Gross profit$1.20 $0.81 48.1%
Gross margin8.1% 3.4% 4.7 pp*
Loss from operations($3.30) ($1.96) 68.2%
Operating loss margin-22.3% -8.2% -14.1 pp
Net loss attributable to CNET($3.28) ($1.52) 116.1%
Loss per share($0.16) ($0.09) 77.8%
*pp: percent points     

Second Quarter 2020 Financial Results

Revenues

 For the Three Months Ended June 30,
 2020 2019 % Change
- Internet advertising and related data service2,302 3,598 -36.0%
- Distribution of the right to use search engine marketing service7,310 11,855 -38.3%
- Data and technical services300 0 NM
Internet advertising and related services9,912 15,453 -35.9%
Ecommerce O2O advertisement and marketing services504 0 NM
Technical solution services0 0 NM
Total revenues10,416 15,453 -32.6%

For the second quarter of 2020, revenues decreased by $5.04 million, or 32.6%, to $10.42 million from $15.45 million for the same period of last year. The decrease in revenues was primarily attributable to the decrease in revenues from the Internet advertising and distribution of the right to use search engine marketing service business categories, as a result of slow business recovery after the COVID-19 outbreak during the first fiscal quarter of 2020.

Cost of revenues

 For the Three Months Ended June 30,
 2020 2019 % Change
- Internet advertising and related data service2,072 3,484 -40.5%
- Distribution of the right to use search engine marketing service7,405 11,598 -36.2%
- Data and technical services266 5 NM
Internet advertising and related services9,743 15,087 -35.4%
Ecommerce O2O advertisement and marketing services375 0 NM
Technical solution services0 0 NM
Total cost of revenues10,118 15,087 -32.9%

For the second quarter of 2020, our total cost of revenues decreased by $4.97 million, or 32.9%, to $10.12 million for the second quarter of 2020 from $15.09 million for the same period of last year. The decrease in our total cost of revenues during the second quarter of 2020 was primary attributable to the decrease in costs associated with distribution of the right to use search engine marketing service and cost related to providing Internet advertising services on our ad portals, which was in line with the decrease in the related revenues as discussed above.

Gross profit and gross margin

Total gross profit decreased by $0.07 million, or 18.6%, to $0.30 million for the second quarter of 2020 from $0.37 million for the same period of last year, which was primarily due to gross loss incurred from our core revenue stream, the distribution of the right to use search engine marketing service, as a result of tightened ad investment budgets by our client under the COVID-19 pandemic circumstance, which was partially offset by the increase in gross profit generated from Internet advertising business and our new Ecommerce O2O advertising and marketing services.

Overall gross margin was 2.9% for second quarter of 2020, compared to 2.4% for the second quarter of 2019, primarily due to improvement in gross margin of our Internet advertising business and new revenues generated form Ecommerce O2O advertising and marketing services during the period, which have a relatively higher gross margin than our core businesses.

Operating expenses

Sales and marketing expenses decreased by $0.11 million, or 61.3%, to $0.07 million for the second quarter of 2020 from $0.18 million for the same period of last year. The decrease in sales and marketing expenses was mainly attributable to decreased performance-based salary and bonus expenses. As a percentage of total revenues, sales and marketing expenses were 0.7% for the second quarter of 2020, compared to 1.2% for the same period of last year.  

General and administrative expenses decreased by $0.12 million, or 9.3%, to $1.13 million for the second quarter of 2020 from $1.25 million for the same period of last year. The decrease in general and administrative expenses was mainly attributable to the following reasons: (1) the increase in allowance for doubtful accounts of $0.07 million; (2) the decrease in share-based compensation expenses of $0.03 million; and (3) the decrease in general departmental expenses of $0.16 million, due to a cost reduction plan executed by management after the COVID-19 outbreak. General and administrative expenses accounted for 10.9% of the total revenues for the second quarter of 2020 compared to 8.1% for the same period of last year.

Research and development expenses decreased by $0.04 million, or 27.0%, to $0.12 million for the second quarter of 2020 from $0.16 million for the same period of last year. Research and development expenses accounted for 1.1% of total revenues for the second quarter of 2020, compared to 1.0% for the same period of last year.

Operating loss

Loss from operations decreased by $0.20 million, or 16.5%, to $1.02 million for the second quarter of 2020 from $1.22 million for the same period of last year. Operating loss margin was 9.8% for the second quarter of 2020, compared to 7.9% for the same period of last year.

Other income (expense), net

Total other income decreased to $0.04 million for the second quarter of 2020, compared to $0.81 million for the same period of last year, which was primarily due to a decrease in gain from change in fair value of warrant liabilities.
   
Net loss attributable to CNET and loss per share

Net loss attributable to CNET was $0.97 million, or net loss per share of $0.04, for the second quarter of 2020, compared to $0.38 million, or net loss per share of $0.02, for the same period of last year.

First Half 2020 Financial Results

Revenues

 For the Six Months Ended June 30,
 2020 2019 % Change
- Internet advertising and related data service3,250 5,435 -40.2%
- Distribution of the right to use search engine marketing service9,298 18,580 -50.0%
- Data and technical services600 5 NM
Internet advertising and related services13,148 24,020 -45.3%
Ecommerce O2O advertisement and marketing services1,007 0 NM
Technical solution services645 0 NM
Total revenues14,800 24,020 -38.4%

For the first half year of 2020, revenues decreased by $9.22 million, or 38.4%, to $14.80 million from $24.02 million for the same period of last year. The decrease in revenues was primarily attributable to the decrease in revenues from our Internet advertising and distribution of the right to use search engine marketing service business categories, as a result of the COVID-19 outbreak during the first quarter and slow recovery in the second quarter of 2020.

Cost of revenues

 For the Six Months Ended June 30,
 2020 2019 % Change
- Internet advertising and related data service2,906 5,218 -44.3%
- Distribution of the right to use search engine marketing service9,416 17,989 -47.7%
- Data and technical services531 5 NM
Internet advertising and related services12,853 23,212 -44.6%
Ecommerce O2O advertisement and marketing services750 0 NM
Technical solution services0 0 NM
Total cost of revenues13,603 23,212 -41.4%

For the first half year of 2020, cost of revenues decreased by $9.61 million, or 41.4%, to $13.60 million from $23.21 million for the same period of last year, which was in line with the decrease in the related revenues as discussed above.

Gross profit and gross margin

Total gross profit increased by $0.39 million, or 48.1%, to $1.20 million for the first half of 2020 from $0.81 million for the same period of last year, as a result of the improvement in gross margin of our Internet advertising business and gross profit generated from our new Ecommerce O2O advertising and marketing services and technical solution services during the first half of 2020.

Overall gross margin was 8.1% for first half of 2020, compared to 3.4% for the first half of 2019.

Operating expenses

Sales and marketing expenses decreased by $0.12 million, or 32.9%, to $0.24 million for the first half of 2020 from $0.35 million for the same period of last year. The decrease in sales and marketing expenses was mainly attributable to the following reasons: (1) staff salary and benefit expenses and general departmental expenses decreased by $0.24 million, due to the COVID-19 outbreak during the first fiscal quarter of 2020 in China, which caused our operating offices closure after the Chinese New Year holiday in February and March 2020, resulted from the epidemic control measures imposed by the local governments where we operate; and (2) the increase in share-based compensation expenses of $0.12 million, related to restricted shares granted and issued to our sales staff during the first fiscal quarter of 2020. As a percentage of total revenues, sales and marketing expenses accounted for 1.6% for the first half of 2020, compared to 1.5% for the same period of last year.

General and administrative expenses increased by $1.87 million, or 90.9%, to $3.93 million for the first half of 2020 from $2.06 million for the same period of last year. The increase in general and administrative expenses was mainly attributable to the following reasons: (1) the increase in share-based compensation expenses of $1.52 million, due to restricted shares granted and issued in the first fiscal quarter of 2020; and (2) the increase in allowance for doubtful accounts of $0.29 million. General and administrative expenses accounted for 26.5% of total revenues for the first half of 2020, compared to 8.6% for the same period of last year.

Research and development expenses decreased by $0.03 million, or 8.3%, to $0.33 million for the first half of 2020 from $0.36 million for the same period of last year. Research and development expenses accounted for 2.2% of total revenues for the first half of 2020, compared to 1.5% for the same period of last year.

Operating loss

Loss from operations increased by $1.34 million, or 68.2%, to $3.30 million for the first half of 2020 from $1.96 million for the same period of last year. Operating loss margin was 22.3% for the first half of 2020, compared to 8.2% for the same period of last year.

Other income (expense), net

Total other income decreased to $0.08 million for the first half of 2020, compared to $0.44 million for the same period of last year, which was primarily due to a decrease in gain from change in fair value of warrant liabilities.
   
Net loss attributable to CNET and loss per share

As a result of the foregoing, net loss attributable to CNET was $3.28 million, or net loss per share of $0.16, for the first half of 2020, compared to $1.52 million, or net loss per share of $0.09, for the same period of last year.  

Financial Condition

As of June 30, 2020, the Company had cash and cash equivalents of $1.06 million, compared to $1.60 million as of December 31, 2019. Accounts receivable, net was $2.52 million as of June 30, 2020, compared to $3.26 million as of December 31, 2019. Working capital was $3.30 million as of June 30, 2020, compared to $4.92 million as of December 31, 2019.

Net cash provided by operating activities was $1.17 million for the first half of 2020, compared to net cash used in operating activities of $2.33 million for the same period of last year. Net cash used in investing activities was $1.27 million for the first half of 2020, compared to $36,000 for the same period of last year. Net cash used in financing activities was $0.43 million for the first half of 2020, compared to $nil for the same period of last year. 

Recent Developments

On August 7, 2020, the Company appointed Mr. Charles Chiu to the position of the Company’s Chief Operating Officer and Mr. Mark Li, the current Chief Financial Officer of the Company, to serve as Secretary of the Company, effective immediately. On the same date, Mr. George Chu resigned from the roles of Chief Operating Officer and Secretary of the Company due to personal reasons. Mr. Chu continued to serve as a director of the Board of Directors of the Company.

On June 23, 2020, the Company received a written notice from the Listing Qualifications Staff of The NASDAQ Stock Market (“NASDAQ”) stating that the Company had regained compliance with Nasdaq Listing Rule 5550(a)(2), which set forth minimum bid price continued listing requirement.

About ChinaNet Online Holdings, Inc.

Established in 2003 and headquartered in Beijing, China, ChinaNet Online Holdings, Inc. (“ChinaNet” or the “Company”) offers online advertising, precision marketing, data analytics and other value-added services for enterprise clients. Leveraging its fully integrated services platform, proprietary database, and cutting-edge algorithms, ChinaNet delivers customized, result-driven business solutions for small and medium-sized enterprise clients in China. The Company also develops blockchain and artificial intelligence enabled web/mobile applications and software solutions for general public, enterprise clients, and government agencies. More information about the Company can be found at: www.chinanet-online.com.

Safe Harbor Statement

This release contains certain "forward-looking statements" relating to the business of ChinaNet Online Holdings, Inc., which can be identified by the use of forward-looking terminology such as "believes," "expects," "anticipates," "estimates" or similar expressions. Such forward-looking statements involve known and unknown risks and uncertainties, including business uncertainties relating to government regulation of our industry, market demand, reliance on key personnel, future capital requirements, competition in general and other factors that may cause actual results to be materially different from those described herein as anticipated, believed, estimated or expected. Certain of these risks and uncertainties are or will be described in greater detail in our filings with the Securities and Exchange Commission. These forward-looking statements are based on ChinaNet's current expectations and beliefs concerning future developments and their potential effects on the Company. There can be no assurance that future developments affecting ChinaNet will be those anticipated by ChinaNet. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond the control of the Company) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by such forward-looking statements. ChinaNet undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

For more information, please contact:

Tony Tian, CFA         
Weitian Group LLC
Email: ttian@weitianco.com
Phone: +1 732-910-9692

CHINANET ONLINE HOLDINGS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except for number of shares and per share data)

 

 
June 30,
2020
 December 31,
2019
 (US $) (US $)
 (Unaudited)  
Assets   
Current assets:   
Cash and cash equivalents$  1,055  $  1,603 
Accounts receivable, net of allowance for doubtful accounts of $3,844 and $3,148, respectively 2,520   3,260 
Prepayment and deposit to suppliers 5,078   6,980 
Due from related parties, net 52   81 
Other current assets, net 959   11 
Total current assets 9,664   11,935 
    
Long-term investments 61   35 
Operating lease right-of-use assets 7   12 
Property and equipment, net 73   78 
Intangible assets, net 1,493   1,899 
Blockchain platform applications development costs 4,176   3,879 
Long-term prepayments 909   - 
Deferred tax assets, net 691   713 
Total Assets$  17,074  $  18,551 
    
Liabilities and Equity   
Current liabilities:   
Short-term bank loan *$  -  $   430 
Accounts payable * 395   408 
Advance from customers * 1,619   2,006 
Accrued payroll and other accruals * 431   491 
Taxes payable * 3,258   3,214 
Lease payment liability related to short-term leases * 177   136 
Other current liabilities * 446   221 
Warrant liabilities 39   107 
Total current liabilities 6,365   7,013 


Long-term liabilities:   
Long-term borrowing from a director 124   125 
Total Liabilities 6,489   7,138 
    
Commitments and contingencies   
    
Equity:   
ChinaNet Online Holdings, Inc.’s stockholders’ equity   
Common stock (US$0.001 par value; authorized 50,000,000 shares; issued and outstanding 21,691,926 shares and 19,629,403 shares at June 30, 2020 and December 31, 2019, respectively) 22   20 
 Additional paid-in capital 45,493   43,111 
 Statutory reserves 2,607   2,607 
 Accumulated deficit (39,051)  (35,773)
 Accumulated other comprehensive income 1,572   1,505 
Total ChinaNet Online Holdings, Inc.’s stockholders’ equity 10,643   11,470 
    
  Noncontrolling interests (58)  (57)
Total equity 10,585   11,413 
    
Total Liabilities and Equity$  17,074  $  18,551 



CHINANET ONLINE HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(In thousands, except for number of shares and per share data)

 Six Months Ended June 30, Three Months Ended June 30,
  2020   2019   2020   2019 
 (US $) (US $) (US $) (US $)
 (Unaudited) (Unaudited) (Unaudited) (Unaudited)
Revenues       
From unrelated parties$14,786  $23,912  $10,415  $15,352 
From a related party 14   108   1   101 
Total revenues 14,800   24,020   10,416   15,453 
Cost of revenues 13,603   23,212   10,118   15,087 
Gross profit 1,197   808   298   366 
        
Operating expenses       
Sales and marketing expenses 235   350   70   181 
General and administrative expenses 3,928   2,058   1,132   1,248 
Research and development expenses 330   360   116   159 
Total operating expenses 4,493   2,768   1,318   1,588 
        
Loss from operations (3,296)  (1,960)  (1,020)  (1,222)
        
Other income (expenses)       
Interest expense, net (1)  (23)  -   (12)
Other income/(expenses) 17   (4)  18   (2)
Change in fair value of warrant liabilities 68   471   22   821 
Total other income 84   444   40   807 
        
Loss before income tax (expense)/benefit and noncontrolling interests (3,212)  (1,516)  (980)  (415)
Income tax (expense)/benefit (68)  (6)  10   33 
Net loss (3,280)  (1,522)  (970)  (382)
Net loss attributable to noncontrolling interests 2   5   2   3 
Net loss attributable to ChinaNet Online Holdings, Inc.$(3,278) $(1,517) $(968) $(379)


Net loss$(3,280) $(1,522) $(970) $(382)
Foreign currency translation gain/(loss) 68   24   (4)  60 
Comprehensive loss$  (3,212) $  (1,498) $   (974) $  (322)
Comprehensive loss attributable to noncontrolling interests 1   5   2   2 
Comprehensive loss attributable to ChinaNet Online Holdings, Inc.$(3,211) $(1,493) $(972) $(320)
         
Loss per share       
Loss per common share       
Basic and diluted$(0.16) $(0.09) $(0.04) $(0.02)
        
Weighted average number of common shares outstanding:       
Basic and diluted 21,044,666   16,411,548   21,691,926   16,412,543 



CHINANET ONLINE HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)

 Six Months Ended June 30,
  2020   2019 
 (US $) (US $)
 (Unaudited) (Unaudited)
Cash flows from operating activities   
Net loss$(3,280) $(1,522)
Adjustments to reconcile net loss to net cash provided by/(used in) operating activities   
Depreciation and amortization 415   52 
Amortization of operating lease right-of-use assets 5   87 
Share-based compensation expenses 1,987   203 
Provision for allowances for doubtful accounts 747   460 
Deferred taxes 11   6 
Change in fair value of warrant liabilities (68)  (471)
Changes in operating assets and liabilities   
Accounts receivable (38)  (866)
Prepayment and deposit to suppliers 2,090   (76)
Due from related parties 28   227 
Other current assets (3)  11 
Long-term prepayments (750)  - 
Accounts payable (9)  (2,153)
Advance from customers (362)  1,787 
Accrued payroll and other accruals (57)  (232)
Lease payment liability related to short-term leases 43   120 
Other current liabilities 326   (39)
Taxes payable 89   91 
Prepaid lease payment (9)  (10)
Net cash provided by/(used in) operating activities 1,165   (2,325)
    
Cash flows from investing activities   
Investment to investee entities (27)  (36)
Short-term loan to an unrelated party (944)  - 
Payment for blockchain platform applications development costs (302)  - 
Net cash used in investing activities (1,273)  (36)


Cash flows from financing activities   
Proceeds from short-term bank loan -   442 
Repayment of short-term bank loan (427)  (442)
Net cash used in financing activities (427)  - 
    
Effect of exchange rate fluctuation (13)  23 
    
Net decrease in cash and cash equivalents (548)  (2,338)
    
  Cash and cash equivalents at beginning of the period 1,603   3,742 
  Cash and cash equivalents at end of the period$  1,055    $  1,404