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 March 2020

 

Commission File Number 001-38752

 


 

360 Finance, Inc.

(Translation of registrant’s name into English)

 


 

China Diamond Exchange Center, Building B

No. 555 Pudian Road, No. 1701 Century Avenue

Pudong New Area, Shanghai 200122

People’s Republic of China

(Address of principal executive office)

 


 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.  Form 20-F  x Form 40-F  o

 

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): o

 

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): o

 

 

 


 

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.

 

 

 

360 Finance, Inc.

 

 

 

 

 

 

By:

/s/ Jiang Wu

 

Name:

Jiang Wu

 

Title:

Director and Chief Financial Officer

 

 

Date March 30, 2020

 

 

2


 

Exhibit Index

 

Exhibit 99.1—Press Release

 

Exhibit 99.2—Press Release

 

3


Exhibit 99.1

 

360 Finance Announces Change to Board of Directors

 

SHANGHAI, China, March 27, 2020 (GLOBE NEWSWIRE) — 360 Finance, Inc. (NASDAQ: QFIN) (“360 Finance” or the “Company”), a leading digital consumer finance platform, today announced that Mr. Wei Liu, a member of the board of directors (the “Board”), has been appointed as the vice chairman of the Board, effective immediately, Mr. Jiang Wu, the chief financial officer the Company, has joined the Company’s Board as a director, effective immediately, and Ms. Fan Zhang has resigned from the Board due to personal reasons, effective from March 25, 2020.

 

Mr. Wei Liu has served as 360 Finance’s director since September 2018. Mr. Liu has been serving as senior vice president of 360 group since 2018. Between 2015 and 2018, Mr. Liu served as chairman and CEO of Beijing Qibutianxia Technology Co., Ltd., an affiliate of 360 Group. During this period, he, together with our current management team, co-built and developed the Company’s business. From 2014 to 2015, Mr. Liu worked with 360 Group as a vice president. Prior to joining 360 Group, Mr. Liu worked with Ping An Ventures, a venture capital fund under Ping An Insurance (Group) Company of China, Ltd., as the general manager from 2011 to 2014. From 2008 to 2011, Mr. Liu worked with the investment department of Shengda Group as an investment director. Prior to that, Mr. Liu worked with the investment department of Fosun Capital as an investment director. Mr. Liu received his bachelor’s degree in international trade from Shanghai University of International Business and Economic in 2000.

 

Mr. Jiang Wu has served as 360 Finance’s chief financial officer since April 2018. Before joining the Company, Mr. Wu worked as the director of various departments of PRC National Equities Exchange and Quotations from January 2013, in charge of supervising the listing applications, listing companies and institutions providing listing services successively. Prior to that, Mr. Wu worked with corporate finance department at China Minsheng Bank (SHA: 600016), in charge of cross-border structured finance products from April 2012. From July 2006 to March 2012, Mr. Wu worked at the investment banking department of Citigroup Global Markets Asia Limited. From November 2003 to August 2004, Mr. Wu worked as a legal consultant at O’Melveny & Myers. Mr. Wu received his bachelor’s degree and master’s degree in international law from China Foreign Affairs University in 2001 and 2004, respectively, and his MPA degree from Columbia University in 2006. Mr. Wu has PRC Legal Professional Qualification.

 

Mr. Hongyi Zhou, the chairman of the Board, commented, “On behalf of the Board, I would like to thank Ms. Fan Zhang for her services to 360 Finance. We wish her the best in her future endeavors. At the same time, we warmly welcome Mr. Wei Liu and Mr. Jiang Wu to their new positions. Mr. Liu and Mr. Wu are veteran members in business management. We have been working with each other seamlessly before this appointment. We believe that they will continue to play a positive role in the future development of 360 Finance and deliver long-term shareholder value.”

 


 

About 360 Finance

 

360 Finance, Inc. (NASDAQ: QFIN) (“360 Finance” or the “Company”) is a leading digital consumer finance platform and the finance partner of the 360 Group. The Company provides tailored online consumer finance products to prime, underserved borrowers funded primarily by its funding partners. The Company’s proprietary technology platform enables a unique user experience supported by resolute risk management. When coupled with its partnership with 360 Group, the Company’s technology translates to a meaningful borrower acquisition, borrower retention and funding advantage, supporting the rapid growth and scaling of its business.

 

Safe Harbor Statement

 

Any forward-looking statements contained in this announcement are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates” and similar statements. 360 Finance may also make written or oral forward-looking statements in its reports to the U.S. Securities and Exchange Commission (“SEC”) on Forms 20-F and 6-K, 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 statements about 360 Finance’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. Further information regarding such risks and uncertainties is included in 360 Finance’s filings with the SEC. All information provided in this press release and in the attachments is as of the date of this press release, and 360 Finance does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

 

For more information, please contact:

 

360 Finance

E-mail: ir@360jinrong.net

 

Christensen

 

In China

Mr. Christian Arnell

Phone: +86-10-5900-1548

E-mail: carnell@christensenir.com

 

In US

Ms. Linda Bergkamp

Phone: +1-480-614-3004

Email: lbergkamp@christensenir.com

 

2


Exhibit 99.2

 

360 Finance Announces Fourth Quarter and Full Year 2019 Unaudited Financial Results

 

SHANGHAI, China, March 27, 2020 (GLOBE NEWSWIRE) — 360 Finance, Inc. (QFIN) (“360 Finance” or the “Company”), a leading digital consumer finance platform, today announced its unaudited financial results for the fourth quarter and full year ended December 31, 2019.

 

Fourth Quarter Operational Highlights

 

·                      Loan origination volume*1 was RMB53,121 million, representing an increase of 60.9% from RMB33,008 million in the same period of 2018.

·                      Outstanding loan balance*2 was RMB72,155 million as of December 31, 2019, an increase of 67.5% from RMB43,077 million as of December 31, 2018, and an increase of 2.2% from RMB70,568 million as of September 30, 2019.

·                      The weighted average tenor of loans*3 originated in the fourth quarter of 2019 was approximately 7.38 months, compared with 8.37 months in the same period of 2018, and 7.90 months in the third quarter of 2019.

·                      Cumulative registered users was 135.01 million, an increase of 71.3% from 78.80 million as of December 31, 2018, and an increase of 7.2% from 126.00 million as of September 30, 2019.

·                      Users with approved credit lines*4 was 24.72 million as of December 31, 2019, an increase of 97.1% from 12.54 million as of December 31, 2018, and an increase of 8.3% from 22.83 million as of September 30, 2019.

·                      Cumulative borrowers with successful drawdown, including repeat borrowers was 15.91 million as of December 31, 2019, an increase of 92.1% from 8.28 million as of December 31, 2018, and an increase of 8% from 14.73 million as of September 30, 2019.

·                      90 day+ delinquency ratio*5 was 1.31% as of December 31, 2019.

·                      The percentage of funding from financial institutions*6 in the fourth quarter was 97%.

·                      Repeat borrower contribution*7 was 81.9%.

 


1 “Loan origination volume” refers to the total principal amount of loans originated through the Company’s platform during the given period.

2 “Outstanding loan balance” refers to the total amount of principal outstanding for loans originated through the Company’s platform at the end of each period, excluding loans delinquent for more than 180 days.

3 For loan facilitated in the fourth quarter of 2019, we use the actual term for extinguished loans and use the contractual term for outstanding loans to calculate the weighted average tenor.

4 “Users with approved credit lines” refers to the total number of users who had submitted their credit applications and were approved with a credit line by the Company at the end of each period.

5 “90 day+ delinquency ratio” refers to the outstanding principal balance of on- and off-balance sheet loans that were 90 to 179 calendar days past due as a percentage of the total outstanding principal balance of on- and off-balance sheet loans on our platform as of a specific date. Loans that are charged-off are not included in the delinquency rate calculation.

6 “The percentage of funding from financial institutions” is based on cumulative loan origination during the given period.

7 “Repeat borrower contribution” for a given period refers to (i) the principal amount of loans borrowed during that period by borrowers who had historically made at least one successful drawdown, divided by (ii) the total loan origination volume through our platform during that period.

 

Fourth Quarter 2019 Financial Highlights

 

·                      Total net revenue increased by 53.3% to RMB2,400.9 million (US$344.9 million) from RMB1,566.5 million in the same period of 2018.

·                      Income from operations was RMB262.2 million (US$37.7 million).

·                      Non-GAAP*8 income from operations was RMB347.9 million (US$50.0 million).

·                      Operating margin was 10.9%. Non-GAAP operating margin was 14.5%.

·                      Net income was RMB429.7 million (US$61.7 million).

·                      Non-GAAP net income was RMB515.4 million (US$74.0 million).

·                      Net income margin was 17.9%. Non-GAAP net income margin was 21.5%.

 

8 Non-GAAP income from operations (Adjusted Income from operations) and Non-GAAP net income (Adjusted net income) are non-GAAP financial measures. For more information on this non-GAAP financial measure, please see the section of “Use of Non-GAAP Financial Measures Statement” and the table captioned “Unaudited Reconciliations of GAAP and Non-GAAP Results” set forth at the end of this press release.

 

1


 

Full Year 2019 Operational Highlights

 

·                      Total loan origination volume in 2019 was RMB198,666 million, representing an increase of 107% from RMB95,984 million in 2018.

·                      The weighted average tenor of loans originated was 7.75 months in full year 2019, compared with 8.52 months in 2018.

·                      Repeat borrower contribution was 71.8% in full year 2019, compared with 57.9% in 2018.

 

Full Year 2019 Financial Highlights

 

·                      Total net revenue increased by 107.3% to RMB9,219.8 million (US$1,324.3 million) from RMB4,447.0 million in 2018.

·                      Income from operations increased by 76.0% to RMB2,893.6 million (US$415.6 million) from RMB1,644.5 million in 2018.

·                      Non-GAAP income from operations increased by 39.6% to RMB3,144.0 million (US$451.6 million) from RMB2,251.9 million in 2018.

·                      Operating margin was 31.4%. Non-GAAP operating margin was 34.1%.

·                      Net income increased by 109.6% to RMB2,501.3 million (US$359.3 million) from RMB1,193.3 million in 2018.

·                      Non-GAAP net income increased by 52.8% to RMB2,751.7 million (US$395.3 million) from RMB1,800.7 million in 2018.

·                      Net income margin was 27.1%. Non-GAAP net income margin was 29.8%.

 

Mr. Haisheng Wu, Chief Executive Officer and Director of 360 Finance, commented, “We are proud to deliver our strong operational and financial results during the fourth quarter despite the challenging market conditions within China Fintech industry. By the end of 2019, we have accumulated 24.72 million borrowers with approved credit lines, an exceptional 97% year-on-year growth. During the quarter, loan volume reached RMB53.12 billion, an increase of 61% year-over-year which is all the more remarkable achievement given the industry turbulence. During the quarter, we proactively refined our prudent risk management policy leveraging our seasoned team and acute market insights. Our risk management capabilities have always been our strong suite and will help us sail through the COVID-19 outbreak. Throughout the outbreak, we managed to promptly implement a series of response measures, including full work force resume remotely by the end of February, all of which ensured a faster recovery of core business metrics. As the COVID-19 pandemic is on-going, uncertainties still persist within the industry. Nevertheless, taking into account our 2020 year-to-date operational performance, we are confident with our business resilience and strong management capabilities, and are firmly committed to continue delivering strong results in 2020.

 

Mr. Wu continued, “In November last year, FountainVest’s decision to invest in our Company demonstrates their confidence in the future growth prospects of our business. They were subsequently joined by our chairman, Mr. Hongyi Zhou, and all key members of the management team in December to announce a plan to jointly invest up to US$60 million to purchase 360 Finance shares in the next twelve months. By the end of December 2019, management team and FountainVest have already purchased US$20 million worth of shares, in addition to the initial investment made by FountainVest in November. This is a solid vote of confidence by management in the future growth and development of our business, and provides strong interest alignment between Company management and our shareholders.”

 

Mr. Jiang Wu, Chief Financial Officer and Director of 360 Finance, stated, “We achieved full year revenue of RMB9.22 billion and full year net income of RMB2.50 billion, with an exponential increase of 107.3% and 109.6% year-over-year, respectively. Our full year Non-GAAP net income reached RMB2.75 billion, with an increase of 52.8% year-over-year. We are thrilled to deliver this result which is a strong beat to our guidance announced in early 2019. This achievement, despite the industry turbulence, proved our business resilience and strong management capabilities. I would like to highlight our achievements in two aspects: improved operation efficiency and sufficient margin of safety. Firstly, regarding operation efficiency, we proactively refined borrower acquisition strategy and trimmed down sales and marketing expenses to RMB431.8 million, implying RMB228 acquisition cost for each new borrower with approved credit lines, in comparison with RMB903 million and RMB246 in the previous quarter, respectively. Also, our non-GAAP effective tax rate reached a record low 14.5% in 2019 compared to 20.6% in 2018. Moreover, we have further strengthened our cooperation with financial institutions to further diversify our funding sources and reduced our overall funding cost to 8.0% from 8.4% in the previous quarter. During the past year, we successfully issued RMB2.3billion ABS with an attractive comprehensive cost at 5.6% despite challenging domestic market conditions. All these data reflect our funding partners’ confidence in our asset quality and risk management capabilities. Secondly, regarding margin of safety, we always adopted prudent and risk-averse policy and maintained our reserve coverage at more than 4.0x. Hence the guarantee liability increased in the fourth quarter in order to better cope with the uncertainties. Furthermore, we continue to make progress in scaling up our ‘capital-light’ model, accounting for 22% of our loan originations volume in the fourth quarter, compared to 0.8% in the first quarter in 2019. We substantially reduced our leverage multiple to 8.1x at the end of 2019 compared to 9.5x at the beginning of 2019. In light of the COVID-19 outbreak and the global economic turbulence, maintaining asset quality and cash reserves are top priorities for our management, hence we will take a prudent path and continue our growth while staying alert on any uncertainty down the road.”

 

2


 

Mr. Yan Zheng, Vice President of 360 Finance, added, “We are delighted to close the year of 2019 with very stable risk performance even though in the volatile fourth quarter. Relying on our robust risk modeling and proactive risk strategy refinement in the fourth quarter, our D1 delinquency ratio*9 was 6.77%, with a modest drop compared to 6.93% in 18Q4 and a slight increase compared to 6.40% in 19Q3 despite the turbulent environment. We are determined to continue this prudent risk strategy in the first quarter of 2020 to mitigate uncertainties from COVID-19 situation. With our work force fully recovered in February, our D1 delinquency ratio has already normalized. Since inception, we have adopted a comprehensive operation system and risk modeling which enable us to precisely identify, price and categorize various borrowers according to different credit profiles. During the outbreak, we are glad to find out that borrowers in some certain risk categories stay at their normal risk level. In 2020, we will continue to deploy this competitive strategy and have full confidence in maintaining the risk management excellence.”

 

9 “D1 delinquency ratio” is defined as (i) the total amount of principal that became overdue as a specified date, divided by (ii) the total amount of principal that was due for repayment as of such date.

 

Fourth Quarter 2019 Financial Results

 

Total net revenues increased by 53.3% to RMB2,400.9 million (US$344.9 million) from RMB1,566.5 million in the same period of 2018, primarily due to an increase in loan facilitation service fees, post origination service fees and other service fees associated with an increase in loan origination volume.

 

Revenue from loan facilitation services increased by 3.3% to RMB1,103.9 million (US$158.6 million) from RMB1,068.6 million in the same period of 2018, primarily due to an increase in loan origination volume on the Company’s platform.

 

Revenue from post-origination services increased by 45.1% to RMB524.1 million (US$75.3 million) from RMB361.1 million in the same period of 2018, primarily due to an increase in loan origination volume and the cumulative effect of loans originated during prior periods on the Company’s platform.

 

Financing income*10 increased by 1535.2% to RMB585.4 million (US$84.1 million) from RMB35.8 million in the same period of 2018, primarily due to an increase in loan volume through the consolidated trusts.

 

Other service fee revenues increased by 85.6% to RMB187.5 million (US$26.9 million) from RMB101.0 million in the same period of 2018, primarily due to an increase in release of guarantee liabilities upon expiry of the underlying loans and late fees from borrowers.

 

Total operating costs and expenses increased by 145.4% to RMB2,138.7 million (US$307.2 million) from RMB871.4 million in the same period of 2018 primarily due to an increase in expenses associated with loan origination and additional guarantee liabilities recorded for loans facilitated in prior periods.

 

Origination and servicing expenses increased by 103.6% to RMB459.1 million (US$66.0 million) from RMB225.5 million in the same period of 2018, primarily due to an increase in financing expense associated with on-balance-sheet loan volume.

 

Sales and marketing expenses decreased by 9.5% to RMB431.8 million (US$62.0 million) from RMB477.3 million in the same period of 2018, primarily due to a more conservative customer acquisition strategy adopted during the fourth quarter and an increase of customer acquisition efficiency.

 

General and administrative expenses increased by 9.8% to RMB120.0 million (US$17.2 million) from RMB109.3 million in the same period of 2018.

 

Provision for loans receivable increased by 3095.5% to RMB281.2 million (US$40.4 million) from RMB8.8 million in the same period of 2018, primarily due to an increase in loan volume through the consolidated trusts, in addition, for the  volatility of the industry during the fourth quarter of 2019, we provided additional allowance to ensure sufficient coverage.

 

3


 

Provision for financial assets receivable increased by 200.9% to RMB64.7 million (US$9.3 million) from RMB21.5 million in the same period of 2018, primarily due to an increase in loan origination volume. The volatility of the industry during the fourth quarter of 2019 also had an impact on the expected default rates, we provided additional allowance to ensure sufficient coverage.

 

Provision for accounts receivable and contract assets increased by 62.4% to RMB47.1 million (US$6.8 million) from RMB29.0 million in the same period of 2018, primarily due to an increase in loan origination volume. The volatility of the industry during the fourth quarter of 2019 also had an impact on the expected default rates, we provided additional allowance to ensure sufficient coverage.

 

Expense on guarantee liabilities was RMB734.7 million (US$105.5 million). During the fourth quarter of 2019, due to the volatility of the industry which negatively affected our asset quality and the expected default rates, we accrued additional expense on guarantee liabilities to ensure the sufficiency of our reserve coverage.

 

Income from operations was RMB262.2 million (US$37.7 million).

 

Non-GAAP income from operations was RMB347.9 million (US$50.0 millions).

 

Operating margin was 10.9%. Non-GAAP operating margin was 14.5%.

 

Income before income tax expense was RMB336.6 million (US$48.4 million).

 

Income taxes benefit was RMB93.1 million (US$13.4 million).

 

Net income was RMB429.7 million (US$61.7 million).

 

Non-GAAP net income was RMB515.4 million (US$74.0 million).

 

Net income margin was 17.9%. Non-GAAP net income margin was 21.5%.

 

10 “Financing income” is generated from loans originated through the Company’s platform funded by the consolidated trusts and Fuzhou Microcredit, which charge fees and interests from borrowers.

 

Full Year 2019 Financial Results

 

Total net revenues increased by 107.3% to RMB9,219.8 million (US$1,324.3 million) from RMB4,447.0 million in 2018, primarily due to an increase in loan facilitation service fees, post origination service fees and other service fees associated with an increase in loan origination volume.

 

Revenue from loan facilitation services increased by 63.1% to RMB5,069.3 million (US$728.2 million) from RMB3,107.6 million in 2018, primarily due to an increase in loan origination volume on the Company’s platform.

 

Revenue from post-origination services increased by 166.3% to RMB2,018.4 million (US$289.9 million) from RMB758.0 million in 2018, primarily due to an increase in loan origination volume and the cumulative effect of loans originated during prior periods on the Company’s platform.

 

Financing income increased by 389.0% to RMB1,309.6 million (US$188.1 million) from RMB267.8 million in 2018, primarily due to an increase in loan volume through the consolidated trusts.

 

Other service fee revenues increased by 162.3% to RMB822.5 million (US$118.1 million) from RMB313.6 million in 2018, primarily due to an increase in revenue from referring borrowers to other platforms and an increase in release of guarantee liabilities upon expiry of the underlying loans and late fees from borrowers.

 

Total operating costs and expenses increased by 125.7% to RMB6,326.3 million (US$908.7 million) from RMB2,802.5 million in 2018, primarily due to an increase in expenses associated with loan origination and online customer acquisition.

 

4


 

Origination and servicing expenses increased by 87.3% to RMB1,365.5 million (US$196.1 million) from RMB729.0 million in 2018, primarily due to an increase in financing expense associated with on-balance-sheet loan volume.

 

Sales and marketing expenses increased by 116.7% to RMB2,864.6 million (US$411.5 million) from RMB1,321.9 million in 2018, primarily due to an increase in advertising expenses to promote the Company’s brand and attract users to the platform.

 

General and administrative expenses decreased by 16.1% to RMB477.9 million (US$68.7 million) from RMB569.4 million in 2018, primarily due to a decrease in share-based compensation expenses, partially offset by increase in trust fees, rentals and professional fees.

 

Provision for loans receivable increased by 994.4% to RMB487.0 million (US$70.0 million) from RMB44.5 million in 2018, primarily due to an increase in loan volume through the consolidated trusts, in addition, for the volatility of the industry during the fourth quarter of 2019, we provided additional allowance to ensure sufficient coverage.

 

Provision for financial assets receivable increased by 207.8% to RMB166.2 million (US$23.9 million) from RMB54.0 million in 2018, primarily due to an increase in loan origination volume. The volatility of the industry during the fourth quarter of 2019 also had an impact on the expected default rates, we provided additional allowance to ensure sufficient coverage.

 

Provision for accounts receivable and contract assets increased by 175.1% to RMB230.3 million (US$33.1 million) from RMB83.7 million in 2018, primarily due to an increase in loan origination volume. The volatility of the industry during the fourth quarter of 2019 also had an impact on the expected default rates, we provided additional allowance to ensure sufficient coverage.

 

Expense on guarantee liabilities was RMB734.7 million (US$105.5 million). During the fourth quarter of 2019, due to the volatility of the industry which negatively affected our asset quality and the expected default rates, we accrued additional expense on guarantee liabilities to ensure the sufficiency of our reserve coverage.

 

Income from operations increased by 76.0% to RMB2,893.6 million (US$415.6 million) from RMB1,644.5 million in 2018.

 

Non-GAAP income from operations increased by 39.6% to RMB3144.0 million (US$451.6 millions) from RMB2,251.9 million in 2018.

 

Operating margin was 31.4%. Non-GAAP operating margin was 34.1%.

 

Income before income tax expense increased by 78.8% to RMB2,967.3 million (US$426.2 million) from RMB1,659.7 million in 2018.

 

Income tax expense was RMB466.0 million (US$66.9 million), compared with income tax expense of RMB466.4 million in the same period of 2018.

 

Net income increased by 109.6% to RMB2,501.3 million (US$359.3 million) from RMB1,193.3 million in 2018.

 

Non-GAAP net income increased by 52.8% to RMB2,751.7 million (US$395.3 million) from RMB1,800.7 million in 2018.

 

Net income margin was 27.1%. Non-GAAP net income margin was 29.8%.

 

M6+ Delinquency Rate by Vintage

 

The following chart and table display the historical cumulative M6+ delinquency rates by loan origination vintage for all loans originated through the company’s platform:

 

http://ml.globenewswire.com/Resource/Download/902923aa-ed7c-4a5d-8d99-09388514eabc

 

5


 

Business Outlook

 

360 Finance currently expects total loan origination volume for fiscal year 2020 to be in the range of RMB 200 billion to RMB 220 billion. This forecast reflects the Company’s current and preliminary views, which are subject to change.

 

Conference Call

 

360 Finance’s management team will host an earnings conference call at 8:00 AM U.S. Eastern Time on Friday, March 27, 2020 (8:00 PM Beijing Time on the same day).

 

Due to the outbreak of COVID-19, operator assisted conference calls are not available at the moment. All participants wishing to attend the call must preregister online before they can receive the dial-in numbers. Preregistration may require a few minutes to complete. The Company would like to apologies for any inconvenience caused by not having an operator as a result of COVID-19.

 

Preregistration Information

 

Participants can register for the conference call by navigating to https://s1.c-conf.com/diamondpass/10004903-invite.html. Once preregistration has been complete, participants will receive dial-in numbers, the passcode, and a unique access pin.

 

To join the conference, simply dial the number in the calendar invite you receive after preregistering, enter the passcode followed by your PIN, and you will join the conference instantly.

 

A telephone replay of the call will be available after the conclusion of the conference call through April 6, 2020:

 

United States:

1-855-883-1031

International:

61-7-3107-6325

Passcode:

10004903

 

Additionally, a live and archived webcast of the conference call will be available on the Investor Relations section of the Company’s website at ir.360jinrong.net.

 

About 360 Finance

 

360 Finance, Inc. (NASDAQ: QFIN) (“360 Finance” or the “Company”) is a leading digital consumer finance platform and the finance partner of the 360 Group. The Company provides tailored online consumer finance products to prime, underserved borrowers funded primarily by its funding partners. The Company’s proprietary technology platform enables a unique user experience supported by resolute risk management. When coupled with its partnership with 360 Group, the Company’s technology translates to a meaningful borrower acquisition, borrower retention and funding advantage, supporting the rapid growth and scaling of its business.

 

For more information, please visit: ir.360jinrong.net

 

Use of Non-GAAP Financial Measures Statement

 

To supplement our financial results presented in accordance with U.S. GAAP, we use non-GAAP financial measure, which is adjusted from results based on U.S. GAAP to exclude share-based compensation expenses. Reconciliations of our non-GAAP financial measures to our U.S. GAAP financial measures are set forth in tables at the end of this earnings release, which provide more details on the non-GAAP financial measures.

 

We use non-GAAP income from operation, non-GAAP operation margin, non-GAAP net income and non-GAAP net income margin in evaluating our operating results and for financial and operational decision-making purposes. Non-GAAP income from operation represents income from operation excluding share-based compensation expenses, and non-GAAP net income represents net income excluding share-based compensation expenses. Such adjustments have no impact on income tax. We believe that non-GAAP income from operation and non-GAAP net income help identify underlying trends in our business that could otherwise be distorted by the effect of certain expenses that we include in results based on U.S. GAAP. We believe that non-GAAP income from operation and non-GAAP net income provide useful information about our operating results, enhance the overall understanding of our past performance and future prospects and allow for greater visibility with respect to key metrics used by our management in its financial and operational decision-making. Our non-GAAP financial information should be considered in addition to results prepared in accordance with U.S. GAAP, but should not be considered a substitute for or superior to U.S. GAAP results. In addition, our calculation of non-GAAP financial information may be different from the calculation used by other companies, and therefore comparability may be limited.

 

6


 

Exchange Rate Information

 

This announcement contains translations of certain RMB amounts into U.S. dollars at specified rates solely for the convenience of the reader. Unless otherwise noted, all translations from RMB to U.S. dollars are made at a rate of RMB6.9618 to US$1.00, the exchange rate set forth in the H.10 statistical release of the Board of Governors of the Federal Reserve System as of December 31, 2019.

 

Safe Harbor Statement

 

Any forward-looking statements contained in this announcement are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates” and similar statements. 360 Finance may also make written or oral forward-looking statements in its reports to the U.S. Securities and Exchange Commission (“SEC”) on Forms 20-F and 6-K, 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 the Company’s business outlook for 2019, 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. Further information regarding such risks and uncertainties is included in 360 Finance’s filings with the SEC. All information provided in this press release and in the attachments is as of the date of this press release, and 360 Finance does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

 

For more information, please contact:

 

360 Finance

E-mail: ir@360jinrong.net

 

Christensen

 

In China

Mr. Christian Arnell

Phone: +86-10-5900-1548

E-mail: carnell@christensenir.com

 

In US

Ms. Linda Bergkamp

Phone: +1-480-614-3004

Email: lbergkamp@christensenir.com

 

7


 

Unaudited Condensed Consolidated Balance Sheets

(Amounts in thousands of Renminbi (“RMB”) and U.S. dollars (“USD”)

except for number of shares and per share data, or otherwise noted)

 

 

 

December 31,

 

December 31,

 

December 31,

 

 

 

2018

 

2019

 

2019

 

 

 

RMB

 

RMB

 

USD

 

ASSETS

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

 

1,445,802

 

2,108,123

 

302,813

 

Restricted cash

 

567,794

 

1,727,727

 

248,172

 

Security deposit prepaid to third-party guarantee companies

 

795,700

 

932,983

 

134,015

 

Funds receivable from third party payment service providers

 

142,622

 

118,860

 

17,073

 

Accounts receivable and contract assets, net

 

1,791,745

 

2,332,364

 

335,023

 

Financial assets receivable, net

 

1,193,621

 

1,912,554

 

274,721

 

Amounts due from related parties

 

484,286

 

478,767

 

68,771

 

Loans receivable, net

 

811,433

 

9,239,565

 

1,327,180

 

Prepaid expenses and other assets

 

109,016

 

676,723

 

97,205

 

Total current assets

 

7,342,019

 

19,527,666

 

2,804,973

 

Non-current assets:

 

 

 

 

 

 

 

Accounts receivable and contract assets, net-non current

 

 

19,508

 

2,802

 

Financial assets receivable, net-non current

 

 

59,270

 

8,514

 

Property and equipment, net

 

6,869

 

17,113

 

2,458

 

Intangible assets

 

847

 

3,512

 

504

 

Deferred tax assets

 

 

697,348

 

100,168

 

Other assets

 

 

31,184

 

4,479

 

Total non-current assets

 

7,716

 

827,935

 

118,925

 

TOTAL ASSETS

 

7,349,735

 

20,355,601

 

2,923,898

 

 

 

 

 

 

 

 

 

LIABILITIES AND EQUITY LIABILITIES

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Payable to investors of the consolidated trusts-current

 

300,341

 

4,423,717

 

635,427

 

Accrued expenses and other current liabilities

 

518,955

 

720,918

 

103,554

 

Amounts due to related parties

 

78,767

 

55,622

 

7,990

 

Short term loans

 

 

200,000

 

28,728

 

Guarantee liabilities

 

1,399,174

 

2,946,855

 

423,289

 

Income tax payable

 

432,066

 

1,056,219

 

151,716

 

Other tax payable

 

164,478

 

263,856

 

37,901

 

Total current liabilities

 

2,893,781

 

9,667,187

 

1,388,605

 

Non-current liabilities:

 

 

 

 

 

 

 

Deferred tax liabilities

 

15,758

 

 

 

Payable to investors of the consolidated trusts-noncurrent

 

 

3,442,500

 

494,484

 

Other long-term liabilities

 

 

31,184

 

4,479

 

Total non-current liabilities

 

15,758

 

3,473,684

 

498,963

 

TOTAL LIABILITIES

 

2,909,539

 

13,140,871

 

1,887,568

 

Ordinary shares

 

20

 

21

 

3

 

Additional paid-in capital

 

4,866,756

 

5,117,184

 

735,037

 

Accumulated (deficit)/retained earnings

 

(430,263

)

2,071,332

 

297,528

 

Other comprehensive income

 

3,683

 

24,905

 

3,577

 

TOTAL 360 FINANCE INC EQUITY

 

4,440,196

 

7,213,442

 

1,036,145

 

Noncontroling interests

 

 

1,288

 

185

 

TOTAL EQUITY

 

4,440,196

 

7,214,730

 

1,036,330

 

TOTAL LIABILITIES AND EQUITY

 

7,349,735

 

20,355,601

 

2,923,898

 

 

 

8


 

Unaudited Condensed Consolidated Statements of Operations

(Amounts in thousands of Renminbi (“RMB”) and U.S. dollars (“USD”)

except for number of shares and per share data, or otherwise noted)

 

 

 

Three months ended December 31,

 

Year ended December 31,

 

 

 

2018

 

2019

 

2019

 

2018

 

2019

 

2019

 

 

 

RMB

 

RMB

 

USD

 

RMB

 

RMB

 

USD

 

Revenue from loan facilitation services

 

1,068,558

 

1,103,948

 

158,572

 

3,107,633

 

5,069,282

 

728,157

 

Revenue from post-origination services

 

361,106

 

524,078

 

75,279

 

757,957

 

2,018,430

 

289,929

 

Financing income

 

35,797

 

585,392

 

84,086

 

267,844

 

1,309,616

 

188,115

 

Other service fee revenues

 

101,002

 

187,463

 

26,927

 

313,584

 

822,519

 

118,147

 

Total net revenue

 

1,566,463

 

2,400,881

 

344,864

 

4,447,018

 

9,219,847

 

1,324,348

 

Origination and servicing

 

225,511

 

459,143

 

65,952

 

728,999

 

1,365,545

 

196,148

 

Sales and marketing

 

477,283

 

431,790

 

62,023

 

1,321,950

 

2,864,595

 

411,473

 

General and administrative

 

109,306

 

120,030

 

17,241

 

569,387

 

477,939

 

68,652

 

Provision for loans receivable

 

8,781

 

281,182

 

40,389

 

44,474

 

486,991

 

69,952

 

Provision for financial assets receivable

 

21,536

 

64,659

 

9,288

 

53,989

 

166,176

 

23,870

 

Provision for accounts receivable and contract assets

 

29,022

 

47,132

 

6,770

 

83,707

 

230,280

 

33,078

 

Expense on guarantee liabilities

 

 

734,730

 

105,537

 

 

734,730

 

105,537

 

Total operating costs and expenses

 

871,439

 

2,138,666

 

307,200

 

2,802,506

 

6,326,256

 

908,710

 

Income from operations

 

695,024

 

262,215

 

37,664

 

1,644,512

 

2,893,591

 

415,638

 

Interest income(expense), net

 

3,557

 

(14,229

)

(2,044

)

10,026

 

(41,707

)

(5,991

)

Foreign exchange gain(loss)

 

582

 

42,646

 

6,126

 

(2,563

)

(24,875

)

(3,573

)

Other income, net

 

 

45,974

 

6,604

 

7,696

 

140,278

 

20,150

 

Income before income tax expense

 

699,163

 

336,606

 

48,350

 

1,659,671

 

2,967,287

 

426,224

 

Income taxes (expense) benefit

 

(104,433

)

93,093

 

13,372

 

(466,360

)

(465,983

)

(66,934

)

Net income

 

594,730

 

429,699

 

61,722

 

1,193,311

 

2,501,304

 

359,290

 

Net (loss) income attributable to noncontrolling interests

 

 

(218

)

(31

)

 

(291

)

(42

)

Deemed dividend

 

 

 

 

(3,097,733

)

 

 

Net income (loss) attributable to ordinary shareholders of the Company

 

594,730

 

429,917

 

61,753

 

(1,904,422

)

2,501,595

 

359,332

 

Net income (loss) per ordinary share attributable to ordinary shareholders of 360 Finance, Inc.

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

2.10

 

1.47

 

0.21

 

(9.39

)

8.66

 

1.24

 

Diluted

 

1.98

 

1.43

 

0.21

 

(9.39

)

8.31

 

1.19

 

Weighted average shares used in calculating net income per ordinary share

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

215,819,991

 

291,911,903

 

291,911,903

 

202,751,277

 

288,827,604

 

288,827,604

 

Diluted

 

228,163,518

 

299,691,958

 

299,691,958

 

202,751,277

 

300,938,470

 

300,938,470

 

 

9


 

Unaudited Condensed Consolidated Statements of Comprehensive (Loss)/Income

(Amounts in thousands of Renminbi (“RMB”) and U.S. dollars (“USD”)

except for number of shares and per share data, or otherwise noted)

 

 

 

Three months ended December 31,

 

 

 

2018

 

2019

 

2019

 

 

 

RMB

 

RMB

 

USD

 

Net income

 

594,730

 

429,699

 

61,722

 

Other comprehensive income, net of tax of nil:

 

 

 

 

 

 

 

Foreign currency translation adjustment

 

(58

)

(44,724

)

(6,424

)

Other comprehensive loss

 

(58

)

(44,724

)

(6,424

)

Total comprehensive income

 

594,672

 

384,975

 

55,298

 

Net loss attributable to noncontrolling interests

 

 

(218

)

(31

)

Comprehensive income attributable to ordinary shareholders

 

594,672

 

385,193

 

55,329

 

 

 

 

Year ended December 31,

 

 

 

2018

 

2019

 

2019

 

 

 

RMB

 

RMB

 

USD

 

Net income

 

1,193,311

 

2,501,304

 

359,290

 

Other comprehensive income, net of tax of nil:

 

 

 

 

 

 

 

Foreign currency translation adjustment

 

3,683

 

21,222

 

3,048

 

Other comprehensive income

 

3,683

 

21,222

 

3,048

 

Total comprehensive income

 

1,196,994

 

2,522,526

 

362,338

 

Net loss attributable to noncontrolling interests

 

 

(291

)

(42

)

Deemed dividend

 

(3,097,733

)

 

 

Comprehensive (loss) income attributable to ordinary shareholders

 

(1,900,739

)

2,522,817

 

362,380

 

 

10


 

Unaudited Reconciliations of GAAP and Non-GAAP Results

(Amounts in thousands of Renminbi (“RMB”) and U.S. dollars (“USD”)

except for number of shares and per share data, or otherwise noted)

 

 

 

Three months ended December 31,

 

 

 

2018

 

2019

 

2019

 

 

 

RMB

 

RMB

 

USD

 

Reconciliation of Non-GAAP Net Income to Net Income

 

 

 

 

 

 

 

Net income

 

594,730

 

429,699

 

61,722

 

Add: Share-based compensation expenses

 

77,358

 

85,727

 

12,314

 

Non-GAAP net income

 

672,088

 

515,426

 

74,036

 

Non-GAAP net income margin

 

42.9

%

21.5

%

 

 

 

 

 

 

 

 

 

 

Reconciliation of Non-GAAP Income from operations to Income from operations

 

 

 

 

 

 

 

Income from operations

 

695,024

 

262,215

 

37,664

 

Add: Share-based compensation expenses

 

77,358

 

85,727

 

12,314

 

Non-GAAP Income from operations

 

772,382

 

347,942

 

49,978

 

Non-GAAP operating margin

 

49.3

%

14.5

%

 

 

 

 

 

Year ended December 31,

 

 

 

2018

 

2019

 

2019

 

 

 

RMB

 

RMB

 

USD

 

Reconciliation of Non-GAAP Net Income to Net Income

 

 

 

 

 

 

 

Net income

 

1,193,311

 

2,501,304

 

359,290

 

Add: Share-based compensation expenses

 

607,381

 

250,428

 

35,972

 

Non-GAAP net income

 

1,800,692

 

2,751,732

 

395,262

 

Non-GAAP net income margin

 

40.5

%

29.8

%

 

 

 

 

 

 

 

 

 

 

Reconciliation of Non-GAAP Income from operations to Income from operations

 

 

 

 

 

 

 

Income from operations

 

1,644,512

 

2,893,591

 

415,638

 

Add: Share-based compensation expenses

 

607,381

 

250,428

 

35,972

 

Non-GAAP Income from operations

 

2,251,893

 

3,144,019

 

451,610

 

Non-GAAP operating margin

 

50.6

%

34.1

%

 

 

 

11