Form 6-K Yalla Group Ltd For: May 12

May 12, 2021 6:28 AM EDT

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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

May 2021

 

 

Commission File Number: 001-39552

 

 

YALLA GROUP LIMITED

 

 

#238, Building 16, Dubai Internet City

Dubai, United Arab Emirates

(Address of principal executive offices)

 

 

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  ☒             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):  ☐

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes  ☐            No  ☒

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A

 

 

 



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, thereunto duly authorized.

 

YALLA GROUP LIMITED
By:  

/s/ Yang Hu

Name:      

Yang Hu

Title:  

Chief Financial Officer

Date: May 12, 2021

 

3

Exhibit 99.1

Yalla Group Limited Announces Unaudited First Quarter 2021 Financial Results

DUBAI, UAE, May 10, 2021 /PRNewswire/ — Yalla Group Limited (“Yalla” or the “Company”) (NYSE: YALA), the leading voice-centric social networking and entertainment platform in the Middle East and North Africa (MENA), today announced its unaudited financial results for the first quarter ended March 31, 2021.

First Quarter Ended March 31, 2021 Financial and Operating Highlights

 

Revenues were US$67.6 million in the first quarter of 2021, representing an increase of 221.0% from the first quarter of 2020.

 

   

Revenues generated from chatting services in the first quarter of 2021 were US$54.8 million.

 

   

Revenues generated from games services in the first quarter of 2021 were US$12.8 million.

 

Net income was US$19.8 million in the first quarter and net margin was 29.3%, representing an increase of 114.6% from the first quarter of 2020.

 

Non-GAAP net income1 was US$33.6 million in the first quarter, representing an increase of 263.7% from the first quarter of 2020. Non-GAAP net margin was 49.7% in the first quarter of 2021.

 

Average MAUs2 increased by 206.9% to 18.8 million in the first quarter of 2021 from 6.1 million in the first quarter of 2020.

 

The number of paying users3 on our platform increased by 260.4% to 5.8 million in the first quarter of 2021 from 1.6 million in the first quarter of 2020.

 

1 

Non-GAAP net income represents net income before share-based compensation. Non-GAAP net income is a non-GAAP financial measure. See the sections entitled “Non-GAAP Financial Measures” and “Reconciliation of GAAP and Non-GAAP Results” for more information about the non-GAAP measures referred to in this press release.

2 

“Average MAUs” refers to the average monthly active users in a given period calculated by dividing (i) the sum of active users for each month of such period, by (ii) the number of months in such period. “Active users” refers to registered users who accessed any of our mobile applications at least once during a given period.

3 

“Paying users” refers to registered users who played a game or purchased our virtual items or upgrade services using virtual currencies on our platform at least once in a given period, except for users who receive all of their virtual currencies directly or indirectly from us for free. “Registered users” refers to users who have registered accounts on our platform as of a given time; a registered user is not necessarily a unique user, however, as an individual may register multiple accounts on our platform, and consequently, the number of registered users we present in this press release may not equal the number of unique users who have registered on our platform as of a given time.

 

1


Key Operating Data

   For the three months ended  
     March 31, 2020      March 31, 2021  

Average MAUs (in thousands)

     6,127        18,806  

Yalla

     4,016        7,293  

Yalla Ludo

     2,111        11,513  

Paying users (in thousands)

     1,620        5,839  

Yalla

     759        1,215  

Yalla Ludo

     861        4,624  

“We had a stellar first quarter marked by strong results in both operational and financial metrics. Yalla Group’s total revenue increased by 39.9% quarter-over-quarter and reached US$67.6 million, exceeding the upper end of our guidance range by 7.4%. This exceptional performance was driven by our continued efforts to expand our user community, effective conversion of active users into paying users, and further advancement in monetization capabilities,” said Mr.Yang Tao, Founder, Chairman and Chief Executive Officer of Yalla. “ We continue to enrich and expand our product offerings, including Yalla, Yalla Ludo, and various new products in the pipeline, and we believe enhancing product synergies is an essential part of our plan in growing a comprehensive Yalla ecosystem and attracting new users. In addition, strong product synergies will drive efficiencies in user acquisition, encourage new product adoption and build strong platform affinity among our user base.”

“This year marks Yalla Group’s fifth anniversary, and we are proud to say that we have affirmed our mission to build the most popular destination for online social networking and entertainment activities in MENA over the past five years, and are continually enriching our product offerings to better serve local users. Looking ahead, we will keep enthusiastically monitoring trends in MENA’s local culture, expanding our friendly community, and building an integrated and synergistic ecosystem with diverse products and services tailored to local users’ needs,” concluded Mr.Yang.

 

2


“Our strong performance sustained into the first quarter, “ said Ms. Karen Hu, Chief Financial Officer of Yalla. “As we steadfastly executed our growth strategy that prioritizes user experience and community development, our revenues and non-GAAP net income rose by 221.0% and 263.7% year-over-year to reach US$67.6 million and US$33.6 million in the first quarter of 2021 respectively. Non-GAAP net margin was 49.7%, an indication of the robustness of our business model and disciplined execution. As we entered into the second quarter, with the Ramadan fasting period taking place across MENA between 13th April and 12th May in 2021, we expect to have a relatively moderate revenue growth due to potentially reduced social and entertainment activities, which is an annual seasonal impact. Looking ahead, we will leverage our team’s deep local insights, continue to develop the Yalla ecosystem and enhance our brand building to further pave the runway for long-term growth, as we are committed to delivering a superb experience to our users and meaningful returns for shareholders.”

First Quarter 2021 Financial Results

Revenues

Our revenues were US$67.6 million in the first quarter of 2021, a 221.0% increase from US$21.1 million in the first quarter of 2020. The increase was primarily driven by the widening of Yalla’s and Yalla Ludo’s user base and the enhancement in Yalla Group’s monetization capability. Our average MAUs increased by 206.9% from 6.1 million in the first quarter of 2020 to 18.8 million in the first quarter of 2021. Another primary contributor to our solid revenues growth was the significant growth in the number of paying users, which increased from 1.6 million in the first quarter of 2020 to 5.8 million in the first quarter of 2021.

In the first quarter of 2021, our revenues generated from chatting services were US$54.8 million and our revenues generated from the games services were US$12.8 million.

Costs and expenses

Our total costs and expenses were US$47.4 million in the first quarter of 2021, compared with US$11.8 million in the first quarter of 2020. The increase was in line with our revenue growth and primarily due to our expanding business scale.

 

3


Our cost of revenues was US$24.0 million in the first quarter of 2021, compared with US$6.8 million in the first quarter of 2020. The increase was mainly driven by (i) share-based compensation expenses of US$1.7 million recognized for the first quarter of 2021, and (ii) other components of cost of revenues of US$22.3 million for the first quarter of 2021, a 227.2% increase from US$6.8 million for the first quarter of 2020, which was primarily due to an increase in commission fee for third-party payment platforms resulted from our expanding business scale. Other components of cost of revenues as a percentage of our total revenues remained relatively stable at 33.0% in the first quarter of 2021, compared with 32.3% in the same period in 2020.

Our selling and marketing expenses were US$8.4 million in the first quarter of 2021, compared with US$2.8 million in the same period last year. The increase was mainly driven by (i) share-based compensation expenses of US$3.2 million recognized for the first quarter of 2021, and (ii) other components of selling and marketing expenses of US$5.1 million for the first quarter of 2021, an 81.7% increase from US$2.8 million for the same quarter last year, which was primarily due to higher advertising and market promotion expenses as a result of our continued user acquisition efforts. Other components of selling and marketing expenses as a percentage of our total revenues decreased from 13.4% in the first quarter of 2020 to 7.6% in the same period in 2021, primarily due to strong growth in organic user acquisition through word-of-mouth referrals as well as brand effect, and enhanced marketing efficiency.

Our general and administrative expenses were US$11.7 million in the first quarter of 2021, compared with US$1.3 million in the same period last year. The increase was mainly driven by (i) share-based compensation expenses of US$8.7 million recognized for the first quarter of 2021, and (ii) other components of general and administrative expenses of US$3.0 million for the first quarter of 2021, a 124.4% increase from US$1.3 million for the same quarter last year, which was primarily due to an increase in salaries and other benefits for our general and administrative staff, which was in turn driven by an expansion of our general and administrative staff. Other components of general and administrative expenses as a percentage of our total revenues decreased from 6.4% in the first quarter of 2020 to 4.4% in the first quarter of 2021 due to economies of scale.

Our technology and product development expenses were US$3.3 million in the first quarter of 2021, compared with US$0.9 million in the same period last year. The increase was mainly driven by (i) share-based compensation expenses of US$0.1 million recognized for the first quarter of 2021, and (ii) other components of technology and product development expenses of US$3.2 million for the first quarter of 2021, a 277.0% increase from US$0.9 million for the same quarter last year, which was primarily due to an increase in salaries and benefits for our technology and product development staff, which was in turn driven by an expansion of our technology and product development staff due to our increased investment in new products and services. As a result of these reasons, other components of technology and product development expenses as a percentage of our total revenues also increased from 4.0% in the first quarter of 2020 to 4.7% in the same period of 2021.

 

4


Operating income

Operating income was US$20.2 million in the first quarter of 2021, compared with an operating income of US$9.2 million in the first quarter of 2020.

Non-GAAP operating income4

Non-GAAP operating income (which excluded share-based compensation expenses) for the first quarter of 2021 was US$34.0 million, a 267.8% increase from US$9.2 million for the same quarter last year.

Income tax expense

Our income tax expense was US$0.43 million in the first quarter of 2021, compared with US$0.19 million in the first quarter of 2020.

Net income

As a result of the foregoing, our net income was US$19.8 million in the first quarter of 2021, compared with net income of US$9.2 million in the first quarter of 2020.

Non-GAAP net income5

Non-GAAP net income (which excluded share-based compensation expenses) for the first quarter of 2021 was US$33.6 million, a 263.7% increase from US$9.2 million for the same quarter last year.

 

4 

Non-GAAP operating income represents operating income before share-based compensation. Non-GAAP operating income is a non-GAAP financial measure. See the sections entitled “Non-GAAP Financial Measures” and “Reconciliation of GAAP and Non-GAAP Results” for more information about the non-GAAP measures referred to in this press release.

5 

Non-GAAP net income represents net income before share-based compensation. Non-GAAP net income is a non-GAAP financial measure. See the sections entitled “Non-GAAP Financial Measures” and “Reconciliation of GAAP and Non-GAAP Results” for more information about the non-GAAP measures referred to in this press release.

 

5


Net income per share

Basic and diluted net income per ordinary share were US$0.13 and US$0.11 for the first quarter of 2021, while basic and diluted net income per ordinary share were both US$0.07 in the same period of 2020.

Non-GAAP net income per ordinary share6

Non-GAAP basic and diluted net income per ordinary share were US$0.23 and US$0.19 respectively, compared to US$0.07 for both in the same period of 2020.

Cash and cash equivalents

As of March 31, 2021, we had cash and cash equivalents of US$261.7 million, as compared to cash and cash equivalents of US$236.9 million as of December 31, 2020.

Outlook

For the second quarter of 2021, the management of the Company currently expects revenues to be between US$65.0 million and US$71.0 million, which would represent an increase of approximately 105.2% to 124.1% from US$31.7 million for the second quarter of 2020.

The above outlook is based on the current market conditions and reflects the Company management’s current and preliminary estimates of market and operating conditions and customer demand, which are all subject to change.

Conference Call

The Company’s management will host an earnings conference call on Monday, May 10, 2021 at 8:00 P.M. U.S. Eastern Time or Tuesday, May 11, 2021 at 8:00 A.M. Beijing/Hong Kong time.

 

6 

Non-GAAP net income per ordinary share is non-GAAP net income attributable to ordinary shareholders of Yalla Group Limited, using the two-class method, divided by weighted average number of basic and diluted share outstanding. Non-GAAP net income per share is a non-GAAP financial measure. See the sections entitled “Non-GAAP Financial Measures” and “Reconciliation of GAAP and Non-GAAP Results” for more information about the non-GAAP measures referred to in this press release.

 

6


Dial-in details for the earnings conference call are as follows:

 

United States Toll Free:    +1-888-317-6003
International:    +1-412-317-6061
Mainland China Toll Free:    400-120-6115
Hong Kong Toll Free:    800-963-976
Access Code:    0256814

Additionally, a live and archived webcast of the conference call will be available on the Company’s investor relations website at http://ir.yallatech.ae/.

A replay of the conference call will be accessible until May 17, 2021, by dialing the following telephone numbers:

 

United States Toll Free:    +1-877-344-7529
International:    +1-412-317-0088
Access Code:    10156002

Non-GAAP Financial Measures

To supplement the financial measures prepared in accordance with generally accepted accounting principles in the United States, or GAAP, this press release presents non-GAAP financial measures, namely non-GAAP operating income, non-GAAP net income, non-GAAP net margin and non-GAAP basic and diluted net income per ordinary share, as supplemental measures to review and assess the Company’s operating performance. The presentation of the non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with U.S. GAAP. We define non-GAAP operating income as operating income excluding share-based compensation. We define non-GAAP net income as net income excluding share-based compensation. Non-GAAP net margin is non-GAAP net income as a percentage of total net revenues. We define non-GAAP net income attributable to ordinary shareholders as net income attributable to ordinary shareholders excluding share-based compensation. We define non-GAAP net income per ordinary share as non-GAAP net income attributable to ordinary shareholders of Yalla Group Limited, using the two-class method, divided by weighted average number of basic and diluted share outstanding.

 

7


By excluding the impact of share-based compensation expenses, which are non-cash charges, the Company believes that the non-GAAP financial measures help identify underlying trends in its business and enhance the overall understanding of the Company’s past performance and future prospects. Investors can better understand the Company’s operating and financial performance, compare business trends among different reporting periods on a consistent basis and assess its core operating results, as they exclude share-based compensation expenses, which are not expected to result in cash payments. The Company also believes that the non-GAAP financial measures allow for greater visibility with respect to key metrics used by the Company’s management in its financial and operational decision-making.

The non-GAAP financial measure is not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. The non-GAAP financial measure has limitations as analytical tools. One of the key limitations of using the non-GAAP financial measures is that they do not reflect all items of income and expense that affect the Company’s operations. Share-based compensation has been and may continue to be incurred in the Company’s business and is not reflected in the presentation of non-GAAP financial measures. Further, the non-GAAP financial measure may differ from the non-GAAP information used by other companies, including peer companies, and therefore their comparability may be limited.

The Company compensates for these limitations by providing the relevant disclosure of its non-GAAP financial measures in the reconciliations to the nearest U.S. GAAP performance measures, all of which should be considered when evaluating its performance. The Company encourages investors and others to review its financial information in its entirety and not rely on a single financial measure.

Reconciliation of GAAP and non-GAAP results is set forth at the end of this press release.

 

8


About Yalla Group Limited

Yalla Group Limited is the leading voice-centric social networking and entertainment platform in the Middle East and Northern Africa (MENA). The Company’s flagship mobile application, Yalla, is specifically tailored for the people and local cultures of the region and primarily features Yalla rooms, a mirrored online version of the majlis or cafés where people spend their leisure time in casual chats. Voice chats are more suitable to the cultural norms in MENA compared to video chats. The Company strives to maintain users’ equal status on its platform, thereby encouraging all of them to freely communicate and interact with each other. The Company also operates Yalla Ludo, a mobile application featuring online versions of board games that are highly popular in MENA, such as Ludo and Domino. In-game real-time chats and Ludo chat room functions are popular social networking features among users. Through close attention to detail and localized appeal that deeply resonates with users, Yalla’s mobile applications deliver a seamless user experience that fosters a loyal sense of belonging, creating a highly devoted and engaged user community.

For more information, please visit: http://ir.yallatech.ae/

Safe Harbor Statement

This press release contains statements that may constitute “forward-looking” statements pursuant to the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “aims,” “future,” “intends,” “plans,” “believes,” “estimates,” “likely to” and similar statements. Statements that are not historical facts, including statements about Yalla Group Limited’s beliefs, plans and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. Further information regarding these and other risks is included in Yalla Group Limited’s filings with the SEC. All information provided in this press release is as of the date of this press release, and Yalla Group Limited does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

 

9


For investor and media inquiries, please contact:

Yalla Group Limited

Investor Relations

Yuwei Gao - IR Director

Tel: +86-571-8980-7962

Email: ir@yallatech.ae

The Piacente Group, Inc.

Yang Song

Tel: +86-10-6508-0677

Email: yalla@tpg-ir.com

In the United States:

The Piacente Group, Inc.

Brandi Piacente

Tel: +1-212-481-2050

Email: yalla@tpg-ir.com

SOURCE Yalla Group Limited

 

10


YALLA GROUP LIMITED

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

 

     As of  
     December 31, 2020      March 31, 2021  
     US$      US$  

ASSETS

     

Current assets

     

Cash and cash equivalents

     236,883,282        261,708,530  

Short-term investments

     766,295        —    

Prepayments and other current assets

     15,725,424        29,707,422  
  

 

 

    

 

 

 

Total current assets

     253,375,001        291,415,952  
  

 

 

    

 

 

 

Non-current assets

     

Property and equipment, net

     1,241,756        1,416,172  

Other assets

     —          200,000  
  

 

 

    

 

 

 

Total assets

     254,616,757        293,032,124  
  

 

 

    

 

 

 

LIABILITIES

     

Current liabilities

     

Accounts payable

     1,573,784        1,996,739  

Deferred revenue

     13,359,827        17,399,153  

Accrued expenses and other current liabilities

     6,148,486        6,541,119  
  

 

 

    

 

 

 

Total current liabilities

     21,082,097        25,937,011  
  

 

 

    

 

 

 

Total liabilities

     21,082,097        25,937,011  
  

 

 

    

 

 

 

SHAREHOLDERS’ EQUITY

     

Class A Ordinary Shares

     11,920        11,920  

Class B Ordinary Shares

     2,473        2,473  

Additional paid-in capital

     220,623,005        234,398,318  

Accumulated other comprehensive income

     373,989        329,365  

Retained earnings

     12,523,273        32,353,037  
  

 

 

    

 

 

 

Total shareholders’ equity

     233,534,660        267,095,113  
  

 

 

    

 

 

 

Total liabilities and shareholders’ equity

     254,616,757        293,032,124  
  

 

 

    

 

 

 

 

11


YALLA GROUP LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

 

     Three Months Ended  
     March 31,
2020
    December 31,
2020
    March 31,
2021
 
     US$     US$     US$  

Revenues

     21,074,524       48,343,470       67,649,094  

Costs and expenses

      

Cost of revenues

     (6,811,662     (18,429,067     (24,000,472

Selling and marketing expenses

     (2,823,662     (7,621,296     (8,359,404

General and administrative expenses

     (1,341,475     (11,349,102     (11,713,739

Technology and product development expenses

     (851,056     (1,634,465     (3,342,559
  

 

 

   

 

 

   

 

 

 

Total costs and expenses

     (11,827,855     (39,033,930     (47,416,174
  

 

 

   

 

 

   

 

 

 

Operating income

     9,246,669       9,309,540       20,232,920  

Interest income

     89,977       13,343       8,845  

Government grant

     85,325       5,627       13,809  

Investment income

     3,440       1,947       2,162  
  

 

 

   

 

 

   

 

 

 

Income before income taxes

     9,425,411       9,330,457       20,257,736  

Income tax expense

     (185,813     (331,427     (427,972
  

 

 

   

 

 

   

 

 

 

Net income

     9,239,598       8,999,030       19,829,764  
  

 

 

   

 

 

   

 

 

 

Accretion of redeemable convertible preferred shares

     (511,856     —         —    
  

 

 

   

 

 

   

 

 

 

Net income attributable to ordinary shareholders

     8,727,742       8,999,030       19,829,764  

 

12


YALLA GROUP LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (CONTINUED)

 

     Three Months Ended  
     March 31,
2020
     December 31,
2020
     March 31,
2021
 
     US$      US$      US$  

Net income per ordinary share

        

—Basic

     0.07        0.06        0.13  

—Diluted

     0.07        0.06        0.11  

Weighted average number of ordinary shares and ordinary shares equivalents outstanding used in computing earnings per ordinary share

        

Basic

     73,393,941        144,267,234        147,319,197  

Diluted

     73,393,941        157,062,018        180,045,126  

Share-based compensation was allocated in cost of revenues, selling and marketing expenses, general and administrative expenses and technology and product development expenses as follows:

 

     Three Months Ended  
     March 31,
2020
     December 31,
2020
     March 31,
2021
 
     US$      US$      US$  

Cost of revenues

     —          2,196,453        1,709,574  

Selling and marketing expenses

     —          3,187,921        3,228,042  

General and administrative expenses

                 —              8,750,756            8,703,866  

Technology and product development expenses

     —          211,881        133,831  

 

13


YALLA GROUP LIMITED

RECONCILIATIONS OF GAAP AND NON-GAAP RESULTS

 

     Three Months Ended  
     March 31,
2020
     December 31,
2020
     March 31,
2021
 
     US$      US$      US$  

Operating income

     9,246,669        9,309,540        20,232,920  

Share-based compensation expenses

     —          14,347,011        13,775,313  
  

 

 

    

 

 

    

 

 

 

Non-GAAP operating income

     9,246,669        23,656,551        34,008,233  
  

 

 

    

 

 

    

 

 

 

Net income

     9,239,598        8,999,030        19,829,764  

Share-based compensation expenses

     —          14,347,011        13,775,313  
  

 

 

    

 

 

    

 

 

 

Non-GAAP net income

     9,239,598        23,346,041        33,605,077  
  

 

 

    

 

 

    

 

 

 

Net income attributable to ordinary shareholders

     8,727,742        8,999,030        19,829,764  

Share-based compensation expenses

     —          14,347,011        13,775,313  
  

 

 

    

 

 

    

 

 

 

Non-GAAP net income attributable to ordinary shareholders

     8,727,742        23,346,041        33,605,077  
  

 

 

    

 

 

    

 

 

 

Non-GAAP net income per ordinary share

        

—Basic

     0.07        0.16        0.23  

Diluted

     0.07        0.15        0.19  

Weighted average number of ordinary shares and ordinary shares equivalents outstanding used in computing earnings per ordinary share

        

Basic

     73,393,941        144,267,234        147,319,197  

Diluted

     73,393,941        157,062,018        180,045,126  

 

14



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