6-K

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 2024

Commission File Number: 001-38833

 

 

UP Fintech Holding Limited

 

 

1 Raffles Place, #35-61 One Raffles Place

Singapore (048616)

 

(Address of principal executive office)

 

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

Form 20-F

Form 40-F

 

 


 

UP Fintech Holding Limited Reports Unaudited Fourth Quarter And Full Year 2023 Financial Results

UP Fintech Holding Limited (NASDAQ: TIGR), a leading online brokerage firm focusing on global investors, today announced its unaudited financial results for the fourth quarter and full year ended December 31, 2023. A copy of the news release relating to the above matter is set forth in Exhibit 99.1, which is being furnished herewith.

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.

UP Fintech Holding Limited

By:

/s/ JOHN FEI ZENG

Name:

John Fei Zeng

Title:

Chief Financial Officer

Date: March 20, 2024

 

2


 

EXHIBIT INDEX

Exhibit
No.

Description

99.1

Press Release dated March 20, 2024

 

 

3


EX-99.1

 

EXHIBIT 99.1

 

UP Fintech Holding Limited Reports Unaudited Fourth Quarter And Full Year 2023 Financial Results

 

Singapore, March 20, 2024 – UP Fintech Holding Limited (NASDAQ: TIGR) (“UP Fintech” or the “Company”), a leading online brokerage firm focusing on global investors, today announced its unaudited financial results for the fourth quarter and full year ended December 31, 2023.

Mr. Wu Tianhua, Chairman and CEO of UP Fintech stated: “In 2023, our topline mix benefited from our strategy execution on internationalization and the high interest rate environment. Total revenue in the fourth quarter was US$70.0 million, representing a 9.6% increase compared to the same quarter of last year. The full year total revenue amounted to US$272.5 million, a 20.9% increase from 2022. In 2023, we saw significant improvement in bottom line. Full year net income attributable to UP Fintech reached US$32.6 million, compared to a net loss of US$2.2 million in 2022. Our non-GAAP full-year net income attributable to UP Fintech was US$42.7 million, approximately 3.4 times the non-GAAP full-year net income of 2022.

In the fourth quarter, we added 39,034 new funded accounts, an increase of 58.6% quarter over quarter and 42.8% year over year, bringing our yearly total to 123,110, exceeding our yearly guidance of 100,000. The total number of funded accounts at the end of 2023 reached 904,600, a 15.8% increase compared to 2022 year-end. By leveraging our strong presence in the Singapore retail market and exploring online customer acquisition initiatives in the Southeast Asian regions, we achieved high growth in new funded accounts this quarter while further reducing the average customer acquisition cost (“CAC”) to US$150. Furthermore, we saw record US$8.2 billion net asset inflow this quarter, combined with US$3.5 billion mark to market gain, total account balance rose 62.1% quarter over quarter and 118.5% year over year to US$30.6 billion by the end of 2023. The record net asset inflow this quarter was primarily due to our continuous effort to serve and acquire more institutional investors.

We continued to add new products on our platform to enhance user experience, which we believe is key to our long-term success. In the fourth quarter, we introduced the Combo Option Strategy feature, allowing users to execute multi-leg options trades using net margin calculation. Additionally, we launched the Fixed Coupon Notes (“FCNs”) product, offering professional investors a more diversified wealth management experience. Furthermore, in January of 2024, Hong Kong SFC uplifted our Type 1 License, now we can offer Virtual Asset dealing services to Professional Investors. This positions us as one of the first mainstream online brokerage firms in Hong Kong to receive approval for such a license upgrade.

In our Corporate business, we underwrote a total of 9 U.S. and Hong Kong IPOs in the fourth quarter, including “Shiyue Daotian Group” and “J&T Express”, bringing the total number of U.S. and Hong Kong IPOs underwritten for the year to 28. In our ESOP business, we added 30 new clients in the fourth quarter, bringing the total number of ESOP clients served to 535 as of December 31, 2023.”


 

 

1

 


 

Financial Highlights for Fourth Quarter 2023

Total revenues increased 9.6% year-over-year to US$70.0 million.
Total net revenues decreased 4.7% year-over-year to US$54.0 million.
Net loss attributable to ordinary shareholders of UP Fintech was US$1.8 million compared to a net income of US$1.2 million in the same quarter of last year, a decrease of 247.7%.
Non-GAAP net income attributable to ordinary shareholders of UP Fintech was US$1.1 million, compared to a non-GAAP net income of US$4.5 million in the same quarter of last year, a decrease of 76.5%. A reconciliation of non-GAAP financial metrics to the most comparable GAAP metrics is set forth below.

 

Financial Highlights for Fiscal Year 2023

Total revenues increased 20.9% year-over-year to US$272.5 million.
Total net revenues increased 9.1% year-over-year to US$225.5 million.
Net income attributable to ordinary shareholders of UP Fintech was US$32.6 million compared to a net loss of US$2.2 million in 2022.
Non-GAAP net income attributable to ordinary shareholders of UP Fintech was US$42.7 million, compared to a non-GAAP net income of US$12.7 million in 2022, an increase of 237.0%.

Operating Highlights as of Year End 2023

Total account balance increased 118.5% year-over-year to US$30.6 billion.
Total margin financing and securities lending balance increased 17.9% year-over-year to US$2.4 billion.
Total number of customers with deposit increased 15.8% year-over-year to 904,600.

Selected Operating Data for Fourth Quarter 2023

 

 

As of and for the three months ended

 

 

 

December 31,

 

 

September 30,

 

 

December 31,

 

 

 

2022

 

 

2023

 

 

2023

 

In 000’s

 

 

 

 

 

 

 

 

 

Number of customer accounts

 

 

2,008.0

 

 

 

2,147.9

 

 

 

2,195.7

 

Number of customers with deposits

 

 

781.5

 

 

 

865.5

 

 

 

904.6

 

Number of options and futures contracts traded

 

 

7,432.3

 

 

 

8,140.2

 

 

 

8,044.5

 

In USD millions

 

 

 

 

 

 

 

 

 

Trading volume

 

 

68,541.9

 

 

 

80,250.7

 

 

 

81,765.2

 

Trading volume of stocks

 

 

20,453.4

 

 

 

22,147.8

 

 

 

19,711.6

 

Total account balance

 

 

14,005.3

 

 

 

18,878.5

 

 

 

30,597.5

 

 

2

 


 

Fourth Quarter 2023 Financial Results

REVENUES

Total revenues were US$70.0 million, an increase of 9.6% from US$63.9 million in the same quarter of last year.

Commissions were US$22.0 million, a decrease of 11.9% from US$24.9 million in the same quarter of last year, due to a decrease in trading volume in stock.

Financing service fees were US$3.2 million, an increase of 18.4% from US$2.7 million in the same quarter of last year, primarily due to increased interest rates.

Interest income was US$40.0 million, an increase of 31.3% from US$30.4 million in the same quarter of last year, primarily due to the increase in margin financing and securities lending activities.

Other revenues were US$4.9 million, a decrease of 15.6% from US$5.8 million in the same quarter of last year, primarily due to the decrease in IPO distribution incomes.

Interest expense was US$16.0 million, an increase of 122.5% from US$7.2 million in the same quarter of last year, primarily due to increased interest rates.

OPERATING COSTS AND EXPENSES

Total operating costs and expenses were US$52.5 million, a slight increase of 3.1% from US$50.9 million in the same quarter of last year.

Execution and clearing expenses were US$2.2 million, a decrease of 44.2% from US$4.0 million in the same quarter of last year due to more self-clearing of US and HK equities.

Employee compensation and benefits expenses were US$26.5 million, an increase of 8.1% from US$24.5 million in the same quarter of last year, primarily due to an increase of global headcount to support our global expansion.

Occupancy, depreciation and amortization expenses were US$2.2 million, an increase of 8.4% from US$2.0 million in the same quarter of last year due to increased rent.

Communication and market data expenses were US$8.5 million, an increase of 20.8% from US$7.1 million in the same quarter of last year due to increased IT-related fees.

Marketing and branding expenses were US$5.8 million, a decrease of 21.8% from US$7.4 million in the same quarter of last year, as we slowed down our marketing campaign due to weaker global capital markets.

General and administrative expenses were US$7.3 million, an increase of 23.0% from US$5.9 million in the same quarter of last year due to an increase in professional service fees.

3

 


 

NET LOSS/INCOME attributable to ordinary shareholders of UP Fintech

Net loss attributable to ordinary shareholders of UP Fintech was US$1.8 million, as compared to a net income of US$1.2 million in the same quarter of last year. Net loss per ADS – diluted was US$0.012, as compared to a net income per ADS – diluted of US$0.008 in the same quarter of last year.

Non-GAAP net income attributable to ordinary shareholders of UP Fintech, which excludes share-based compensation and impairment loss from long-term investments, was US$1.1 million, as compared to a US$4.5 million non-GAAP net income attributable to ordinary shareholders of UP Fintech in the same quarter of last year. Non-GAAP net income per ADS – diluted was US$0.007 as compared to a non-GAAP net income per ADS – diluted of US$0.029 in the same quarter of last year.

For the fourth quarter of 2023, the Company’s weighted average number of ADSs used in calculating non-GAAP net income per ADS – diluted was 157,931,785. As of December 31, 2023, the Company had a total of 2,350,504,567 Class A and B ordinary shares outstanding, or the equivalent of 156,700,304 ADSs.

Full Year 2023 Financial Results

REVENUES

Total revenues were US$272.5 million, an increase of 20.9% from US$225.4 million in 2022.

Commissions were US$92.6 million, a decrease of 14.4% from US$108.1 million in 2022, due to a decrease in trading volume in stock.

Financing service fees were US$12.2 million, an increase of 54.1% from US$7.9 million in 2022, primarily due to increased interest rates.

Interest income was US$149.3 million, an increase of 75.3% from US$85.2 million in 2022, primarily due to the increase in margin financing and securities lending activities.

Other revenues were US$18.4 million, a decrease of 23.8% from US$24.2 million in 2022, primarily due to the decrease in IPO distribution incomes.

Interest expense was US$47.0 million, an increase of 151.5% from US$18.7 million in 2022, primarily due to increased interest rates.

OPERATING COSTS AND EXPENSES

Total operating costs and expenses were US$192.7 million, a decrease of 6.0% from US$205.0 million in 2022.

Execution and clearing expenses were US$9.1 million, a decrease of 41.8% from US$15.6 million in 2022 due to lower trading volume.

Employee compensation and benefits expenses were US$100.8 million, a slight decrease of 1.0% from US$101.7 million in 2022.

Occupancy, depreciation and amortization expenses were US$9.4 million, an increase of 4.1% from US$9.0 million in 2022 due to increased rent.

Communication and market data expenses were US$30.8 million, an increase of 13.6% from US$27.1 million in 2022 due to increased IT-related fees.

Marketing and branding expenses were US$20.9 million, a decrease of 37.0% from US$33.1 million in 2022, as we slowed down our marketing campaign due to weaker global capital markets.

General and administrative expenses were US$21.8 million, an increase of 18.9% from US$18.3 million in 2022 due to an increase in professional service fees.

4

 


 

NET INCOME attributable to ordinary shareholders of UP Fintech

Net income attributable to ordinary shareholders of UP Fintech was US$32.6 million, as compared to a net loss of US$2.2 million in 2022. Net income per ADS – diluted was US$0.207, as compared to a net loss per ADS – diluted of US$0.014 in 2022.

Non-GAAP net income attributable to ordinary shareholders of UP Fintech, which excludes share-based compensation and impairment loss from long-term investments, was US$42.7 million, as compared to a US$12.7 million non-GAAP net income attributable to ordinary shareholders of UP Fintech in 2022. Non-GAAP net income per ADS – diluted was US$0.270 as compared to a non-GAAP net income per ADS – diluted of US$0.082 in 2022.

CERTAIN OTHER FINANCIAL ITEMS

As of December 31, 2023, the Company’s cash and cash equivalents and term deposits were US$327.7 million, compared to US$278.6 million as of December 31, 2022.

As of December 31, 2023, the allowance balance of receivables from customers was US$1.0 million compared to US$0.7 million as of December 31, 2022, which was due to an increase in our user base and stock price fluctuation.

Conference Call Information:

UP Fintech’s management will hold an earnings conference call at 8:00 AM on March 20, 2024, U.S. Eastern Time (8:00 PM on March 20, 2023, Singapore/Hong Kong Time).

All participants wishing to attend the call must preregister online before they may receive the dial-in numbers. Preregistration may require a few minutes to complete.

Preregistration Information:

Please note that all participants will need to pre-register for the conference call, using the link: https://register.vevent.com/register/BId722344b70ee4bfa8b0f820b554d0858

It will automatically lead to the registration page of “UP Fintech Holding Limited Fourth Quarter And Full Year 2023 Earnings Conference Call”, where details for RSVP are needed.

Upon registering, all participants will be provided in confirmation emails with participant dial-in numbers and personal PINs to access the conference call. Please dial in 10 minutes prior to the call start time using the conference access information.

Additionally, a live and archived webcast of the conference call will be available at https://ir.itigerup.com

5

 


 

Use of Non-GAAP Financial Measures

In evaluating our business, we consider and use non-GAAP net loss or income attributable to ordinary shareholders of UP Fintech and non-GAAP net loss or income per ADS - diluted as supplemental measures to review and assess our 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 the United States Generally Accepted Accounting Principles (“U.S. GAAP”). We define non-GAAP net loss or income attributable to ordinary shareholders of UP Fintech as net loss or income attributable to ordinary shareholders of UP Fintech excluding share-based compensation and impairment loss from long-term investments. Non-GAAP net loss or income per ADS - diluted is non-GAAP net loss or income attributable to ordinary shareholders of UP Fintech divided by the weighted average number of diluted ADSs.

We present these non-GAAP financial measures because they are used by our management to evaluate our operating performance and formulate business plans. Non-GAAP net loss or income attributable to ordinary shareholders of UP Fintech enables our management to assess our operating results without considering the impact of share-based compensation and impairment loss from long-term investments. We also believe that the use of these non-GAAP financial measures facilitates investors’ assessment of our operating performance.

These non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. These non-GAAP financial measures have limitations as an analytical tool. One of the key limitations of using these non-GAAP financial measures is that they do not reflect all items of income and expenses that affect our operations. Share-based compensation and impairment loss from long-term investments have been and may continue to be incurred in our business and are not reflected in the presentation of non-GAAP net loss or income attributable to ordinary shareholders of UP Fintech. Further, these non-GAAP financial measures may differ from the non-GAAP financial information used by other companies, including peer companies, and therefore their comparability may be limited.

These non-GAAP financial measures should not be considered in isolation or construed as alternatives to total operating expenses, net loss or income attributable to ordinary shareholders of UP Fintech or any other measure of performance or as an indicator of our operating performance. Investors are encouraged to review these historical non-GAAP financial measures in light of the most directly comparable GAAP measures. These non-GAAP financial measures presented here may not be comparable to similarly titled measures presented by other companies. Other companies may calculate similarly titled measures differently, limiting the usefulness of such measures when analyzing our data comparatively. We encourage investors and others to review our financial information in its entirety and not rely on a single financial measure.

About UP Fintech Holding Limited

UP Fintech Holding Limited is a leading online brokerage firm focusing on global investors. The Company’s proprietary mobile and online trading platform enables investors to trade in equities and other financial instruments on multiple exchanges around the world. The Company offers innovative products and services as well as a superior user experience to customers through its “mobile first” strategy, which enables it to better serve and retain current customers as well as attract new ones. The Company offers customers comprehensive brokerage and value-added services, including trade order placement and execution, margin financing, IPO subscription, ESOP management, investor education, community discussion and customer support. The Company’s proprietary infrastructure and advanced technology are able to support trades across multiple currencies, multiple markets, multiple products, multiple execution venues and multiple clearinghouses.

For more information on the Company, please visit: https://ir.itigerup.com.

6

 


 

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are made under 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 “may,” “might,” “aim,” “likely to,” “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates” and similar statements or expressions. Among other statements, the business outlook and quotations from management in this announcement, the Company’s strategic and operational plans and expectations regarding growth, expansion of its business lines and customer acquisition, and the Company’s plans for future financing of its business contain forward-looking statements. The Company may also make written or oral forward-looking statements in its periodic 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, including the earnings conference call. Statements that are not historical facts, including statements about the Company’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, including but not limited to the following: the cooperation with Interactive Brokers LLC and Xiaomi Corporation and its affiliates; the Company’s ability to effectively implement its growth strategies; trends and competition in global financial markets; changes in the Company’s revenues and certain cost or expense accounting policies; and governmental policies and regulations affecting the Company’s industry and general economic conditions in China, Singapore and other countries. Further information regarding these and other risks is included in the Company’s filings with the SEC, including the Company’s annual report on Form 20-F filed with the SEC on April 26, 2023. All information provided in this press release and in the attachments is as of the date of this press release, and the Company undertakes no obligation to update any forward-looking statement, except as required under applicable law. Further information regarding these and other risks is included in the Company’s filings with the SEC.

For investor and media inquiries please contact:

Investor Relations Contact

UP Fintech Holding Limited

Email: ir@itiger.com

7

 


 

UP FINTECH HOLDING LIMITED

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(All amounts in U.S. dollars (“US$”))

 

 

As of
December 31,

 

 

As of
December 31,

 

 

 

2022

 

 

2023

 

 

 

US$

 

 

US$

 

Assets:

 

 

 

 

 

 

Cash and cash equivalents

 

 

277,660,847

 

 

 

322,599,616

 

Cash-segregated for regulatory purpose

 

 

1,678,067,682

 

 

 

1,617,154,185

 

Term deposits

 

 

945,533

 

 

 

896,683

 

Receivables from customers (net of allowance of US$696,508 and
   US$991,286 as of December 31, 2022 and December 31, 2023)

 

 

644,691,190

 

 

 

753,361,199

 

Receivables from brokers, dealers, and clearing organizations

 

 

956,945,581

 

 

 

541,876,929

 

Financial instruments held, at fair value

 

 

162,535,184

 

 

 

428,159,554

 

Prepaid expenses and other current assets

 

 

12,963,375

 

 

 

17,936,180

 

Amounts due from related parties

 

 

4,769,475

 

 

 

7,987,756

 

Total current assets

 

 

3,738,578,867

 

 

 

3,689,972,102

 

Non-current assets:

 

 

 

 

 

 

Term deposits

 

 

 

 

 

4,225,412

 

Right-of-use assets

 

 

13,960,092

 

 

 

9,067,885

 

Property, equipment and intangible assets, net

 

 

16,504,065

 

 

 

16,429,543

 

Goodwill

 

 

2,492,668

 

 

 

2,492,668

 

Long-term investments

 

 

7,928,499

 

 

 

7,586,483

 

Other non-current assets

 

 

4,773,925

 

 

 

5,282,012

 

Deferred tax assets

 

 

13,122,272

 

 

 

10,990,998

 

Total non-current assets

 

 

58,781,521

 

 

 

56,075,001

 

Total assets

 

 

3,797,360,388

 

 

 

3,746,047,103

 

Current liabilities:

 

 

 

 

 

 

Payables to customers

 

 

2,996,405,447

 

 

 

2,913,306,558

 

Payables to brokers, dealers and clearing organizations

 

 

138,620,746

 

 

 

114,771,931

 

Accrued expenses and other current liabilities

 

 

37,777,749

 

 

 

42,381,946

 

Deferred income-current

 

 

1,800,298

 

 

 

819,809

 

Lease liabilities-current

 

 

5,490,079

 

 

 

4,133,883

 

Amounts due to related parties

 

 

461,704

 

 

 

10,148,142

 

Total current liabilities

 

 

3,180,556,023

 

 

 

3,085,562,269

 

Convertible bonds

 

 

154,337,483

 

 

 

156,887,691

 

Deferred income-non-current

 

 

388,423

 

 

 

 

Lease liabilities- non-current

 

 

8,390,077

 

 

 

4,777,134

 

Deferred tax liabilities

 

 

2,059,748

 

 

 

3,397,831

 

Total liabilities

 

 

3,345,731,754

 

 

 

3,250,624,925

 

Mezzanine equity

 

 

 

 

 

 

Subscriptions receivable from redeemable non-controlling interests

 

 

(43,496

)

 

 

 

Redeemable non-controlling interest

 

 

4,685,238

 

 

 

6,706,660

 

Total Mezzanine equity

 

 

4,641,742

 

 

 

6,706,660

 

Shareholders’ equity:

 

 

 

 

 

 

Class A ordinary shares

 

 

22,213

 

 

 

22,528

 

Class B ordinary shares

 

 

976

 

 

 

976

 

Additional paid-in capital

 

 

495,705,684

 

 

 

505,448,080

 

Statutory reserve

 

 

6,171,627

 

 

 

8,511,039

 

Accumulated deficit

 

 

(50,366,734

)

 

 

(19,600,434

)

Treasury Stock

 

 

(2,172,819

)

 

 

(2,172,819

)

Accumulated other comprehensive loss

 

 

(2,231,411

)

 

 

(3,232,993

)

Total UP Fintech shareholders’ equity

 

 

447,129,536

 

 

 

488,976,377

 

Non-controlling interests

 

 

(142,644

)

 

 

(260,859

)

Total equity

 

 

446,986,892

 

 

 

488,715,518

 

Total liabilities, mezzanine equity and equity

 

 

3,797,360,388

 

 

 

3,746,047,103

 

 

8

 


 

UP FINTECH HOLDING LIMITED

 

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME/(LOSS)

 

(All amounts in U.S. dollars (“US$”), except for number of shares (or ADSs) and per share (or ADS) data)

 

 

 

For the three months ended

 

 

For the years ended

 

 

 

December 31,

 

 

September 30,

 

 

December 31,

 

 

December 31,

 

 

December 31,

 

 

 

2022

 

 

2023

 

 

2023

 

 

2022

 

 

2023

 

 

 

US$

 

 

US$

 

 

US$

 

 

US$

 

 

US$

 

Revenues(a):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commissions

 

 

24,929,536

 

 

 

23,188,375

 

 

 

21,954,587

 

 

 

108,118,464

 

 

 

92,593,458

 

Interest related income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financing service fees

 

 

2,682,657

 

 

 

3,307,720

 

 

 

3,174,949

 

 

 

7,903,057

 

 

 

12,178,838

 

Interest income

 

 

30,442,796

 

 

 

38,298,414

 

 

 

39,956,315

 

 

 

85,150,424

 

 

 

149,291,006

 

Other revenues

 

 

5,799,368

 

 

 

5,351,702

 

 

 

4,895,109

 

 

 

24,193,602

 

 

 

18,444,293

 

Total revenues

 

 

63,854,357

 

 

 

70,146,211

 

 

 

69,980,960

 

 

 

225,365,547

 

 

 

272,507,595

 

Interest expense(a)

 

 

(7,187,936

)

 

 

(12,130,614

)

 

 

(15,995,738

)

 

 

(18,668,523

)

 

 

(46,957,657

)

Total Net Revenues

 

 

56,666,421

 

 

 

58,015,597

 

 

 

53,985,222

 

 

 

206,697,024

 

 

 

225,549,938

 

Operating costs and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Execution and clearing(a)

 

 

(4,021,314

)

 

 

(2,372,142

)

 

 

(2,244,785

)

 

 

(15,607,914

)

 

 

(9,084,089

)

Employee compensation and benefits

 

 

(24,479,754

)

 

 

(25,976,638

)

 

 

(26,458,931

)

 

 

(101,749,440

)

 

 

(100,750,644

)

Occupancy, depreciation and amortization

 

 

(2,021,735

)

 

 

(2,235,084

)

 

 

(2,190,610

)

 

 

(9,013,467

)

 

 

(9,387,056

)

Communication and market data(a)

 

 

(7,062,603

)

 

 

(7,579,357

)

 

 

(8,532,128

)

 

 

(27,138,244

)

 

 

(30,831,488

)

Marketing and branding

 

 

(7,401,281

)

 

 

(5,163,903

)

 

 

(5,790,739

)

 

 

(33,121,767

)

 

 

(20,859,834

)

General and administrative

 

 

(5,930,497

)

 

 

(5,447,961

)

 

 

(7,293,530

)

 

 

(18,332,557

)

 

 

(21,791,263

)

Total operating costs and expenses

 

 

(50,917,184

)

 

 

(48,775,085

)

 

 

(52,510,723

)

 

 

(204,963,389

)

 

 

(192,704,374

)

Other (loss) income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Others, net

 

 

(2,122,058

)

 

 

6,725,131

 

 

 

(1,664,053

)

 

 

298,150

 

 

 

13,148,173

 

Income (loss) before income tax

 

 

3,627,179

 

 

 

15,965,643

 

 

 

(189,554

)

 

 

2,031,785

 

 

 

45,993,737

 

Income tax expenses

 

 

(2,378,919

)

 

 

(2,592,703

)

 

 

(1,498,639

)

 

 

(4,288,665

)

 

 

(12,986,310

)

Net income (loss)

 

 

1,248,260

 

 

 

13,372,940

 

 

 

(1,688,193

)

 

 

(2,256,880

)

 

 

33,007,427

 

Less: net loss attributable to non-controlling interests

 

 

(53,236

)

 

 

(21,550

)

 

 

(1,293

)

 

 

(129,215

)

 

 

(98,285

)

Accretion of redeemable non-controlling interests to redemption value

 

 

(58,776

)

 

 

(144,700

)

 

 

(148,624

)

 

 

(58,776

)

 

 

(542,187

)

Net income (loss) attributable to ordinary shareholders of UP Fintech

 

 

1,242,720

 

 

 

13,249,790

 

 

 

(1,835,524

)

 

 

(2,186,441

)

 

 

32,563,525

 

Other comprehensive income (loss), net of tax:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized loss on available-for-sale investments

 

 

(502,903

)

 

 

 

 

 

(450,325

)

 

 

(768,590

)

 

 

(450,325

)

Changes in cumulative foreign currency translation adjustment

 

 

3,470,152

 

 

 

(1,670,923

)

 

 

7,261,631

 

 

 

(8,130,208

)

 

 

(545,498

)

Total Comprehensive income (loss)

 

 

4,215,509

 

 

 

11,702,017

 

 

 

5,123,113

 

 

 

(11,155,678

)

 

 

32,011,604

 

Less: comprehensive loss attributable to non-controlling interests

 

 

(57,597

)

 

 

(20,009

)

 

 

(8,222

)

 

 

(130,783

)

 

 

(92,526

)

Accretion of redeemable non-controlling interests to redemption value

 

 

(58,776

)

 

 

(144,700

)

 

 

(148,624

)

 

 

(58,776

)

 

 

(542,187

)

Total Comprehensive income (loss) attributable to ordinary shareholders of
  UP Fintech

 

 

4,214,330

 

 

 

11,577,326

 

 

 

4,982,711

 

 

 

(11,083,671

)

 

 

31,561,943

 

Net income (loss) per ordinary share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

0.001

 

 

 

0.006

 

 

 

(0.001

)

 

 

(0.001

)

 

 

0.014

 

Diluted

 

 

0.001

 

 

 

0.006

 

 

 

(0.001

)

 

 

(0.001

)

 

 

0.014

 

Net income (loss) per ADS (1 ADS represents 15 Class A ordinary shares):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

0.008

 

 

 

0.085

 

 

 

(0.012

)

 

 

(0.014

)

 

 

0.210

 

Diluted

 

 

0.008

 

 

 

0.083

 

 

 

(0.012

)

 

 

(0.014

)

 

 

0.207

 

Weighted average number of ordinary shares used in calculating net income (loss)
   per ordinary share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

2,303,576,341

 

 

 

2,330,221,225

 

 

 

2,336,018,747

 

 

 

2,295,154,791

 

 

 

2,325,338,439

 

Diluted

 

 

2,330,738,240

 

 

 

2,439,248,294

 

 

 

2,336,018,747

 

 

 

2,295,154,791

 

 

 

2,427,268,831

 

 

 

9

 


 

 

(a) Includes the following revenues, costs and expenses resulting from transactions with related parties as follow:

 

 

For the three months ended

 

 

For the years ended

 

 

 

December 31,

 

 

September 30,

 

 

December 31,

 

 

December 31,

 

 

December 31,

 

 

 

2022

 

 

2023

 

 

2023

 

 

2022

 

 

2023

 

 

 

US$

 

 

US$

 

 

US$

 

 

US$

 

 

US$

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commissions

 

 

9,582

 

 

 

3,898

 

 

 

115,236

 

 

 

4,001,833

 

 

 

122,113

 

Interest related income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financing service fees

 

 

 

 

 

 

 

 

 

 

 

1,329,490

 

 

 

 

Interest income

 

 

36,439

 

 

 

33,687

 

 

 

1,270,287

 

 

 

4,795,119

 

 

 

1,379,238

 

Other revenues

 

 

 

 

 

 

 

 

 

 

 

1,805,126

 

 

 

 

Interest expense

 

 

 

 

 

 

 

 

 

 

 

(2,056,556

)

 

 

 

Execution and clearing

 

 

 

 

 

 

 

 

 

 

 

(1,751,505

)

 

 

 

Communication and market data

 

 

(34,650

)

 

 

(39,690

)

 

 

(39,690

)

 

 

(135,117

)

 

 

(150,360

)

 

10

 


 

Reconciliations of Unaudited Non-GAAP Results of Operations Measures to the Nearest Comparable GAAP Measures

(All amounts in U.S. dollars (“US$”), except for number of ADSs and per ADS data)

 

 

For the three months ended December 31,
2022

 

 

For the three months ended September 30,
2023

 

 

For the three months ended December 31,
2023

 

 

 

 

 

 

non-GAAP

 

 

 

 

 

 

 

 

non-GAAP

 

 

 

 

 

 

 

 

non-GAAP

 

 

 

 

 

 

GAAP

 

 

Adjustment

 

 

non-GAAP

 

 

GAAP

 

 

Adjustment

 

 

non-GAAP

 

 

GAAP

 

 

Adjustment

 

 

non-GAAP

 

 

 

US$

 

 

US$

 

 

US$

 

 

US$

 

 

US$

 

 

US$

 

 

US$

 

 

US$

 

 

US$

 

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

 

 

 

 

3,101,266

 

(1)

 

 

 

 

 

 

 

2,744,880

 

(1)

 

 

 

 

 

 

 

2,896,312

 

(1)

 

 

 

 

 

 

 

175,000

 

(2)

 

 

 

 

 

 

 

 

(2)

 

 

 

 

 

 

 

 

(2)

 

 

Net income (loss) attributable
  to ordinary shareholders of
  UP Fintech

 

 

1,242,720

 

 

 

3,276,266

 

 

 

4,518,986

 

 

 

13,249,790

 

 

 

2,744,880

 

 

 

15,994,670

 

 

 

(1,835,524

)

 

 

2,896,312

 

 

 

1,060,788

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per ADS -
  diluted

 

 

0.008

 

 

 

 

 

 

0.029

 

 

 

0.083

 

 

 

 

 

 

0.100

 

 

 

(0.012

)

 

 

 

 

 

0.007

 

Weighted average number of
  ADSs used in calculating diluted
  net income (loss) per ADS

 

 

155,382,549

 

 

 

 

 

 

155,382,549

 

 

 

162,616,553

 

 

 

 

 

 

162,616,553

 

 

 

155,734,583

 

 

 

 

 

 

157,931,785

 

(1)
Share-based compensation.
(2)
Impairment loss from long-term investments.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

11

 


 

Reconciliations of Unaudited Non-GAAP Results of Operations Measures to the Nearest Comparable GAAP Measures

(All amounts in U.S. dollars (“US$”), except for number of ADSs and per ADS data)

 

 

For the year ended December 31,
2022

 

 

For the year ended December 31,
2023

 

 

 

 

 

 

non-GAAP

 

 

 

 

 

 

 

 

non-GAAP

 

 

 

 

 

 

GAAP

 

 

Adjustment

 

 

non-GAAP

 

 

GAAP

 

 

Adjustment

 

 

non-GAAP

 

 

 

US$

 

 

US$

 

 

US$

 

 

US$

 

 

US$

 

 

US$

 

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

Unaudited

 

 

 

 

 

 

14,213,841

 

(1)

 

 

 

 

 

 

 

10,147,362

 

(1)

 

 

 

 

 

 

 

647,605

 

(2)

 

 

 

 

 

 

 

 

(2)

 

 

Net (loss) income attributable to ordinary shareholders of
  UP Fintech

 

 

(2,186,441

)

 

 

14,861,446

 

 

 

12,675,005

 

 

 

32,563,525

 

 

 

10,147,362

 

 

 

42,710,887

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net (loss) income per ADS - diluted

 

 

(0.014

)

 

 

 

 

 

0.082

 

 

 

0.207

 

 

 

 

 

 

0.270

 

Weighted average number of ADSs used in calculating diluted
  net (loss) income per ADS

 

 

153,010,319

 

 

 

 

 

 

154,915,803

 

 

 

161,817,922

 

 

 

 

 

 

162,607,678

 

(1)
Share-based compensation.
(2)
Impairment loss from long-term investments.

12