UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For ...

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 2023 Commission File Number: 001-35158 l | --- | --- | |---------------------------------------------------------------------------------------------------------------------------------------------------------|--------| | | | | | | | | | | Sinolight Plaza, Floor 16 | | | No. 4 Qiyang Road Wangjing, Chaoyang District, Bei ...

Phoenix New Media Limited (NYSE:FENG) Q4 2022 Earnings Conference Call March 13, 2023 9:00 PM ET Company Participants Muzi Guo - IR Shuang Liu - CEO Edward Lu - CFO Conference Call Participants Xueru Zhang - 86Research Alice Tang - First Shanghai Operator Good day, and thank you for standing by. Welcome to Phoenix New Media Fourth Quarter 2022 Earnings Conference Call. At this time all participants are in a listen-only mode. After the speaker presentation there’ll be a question-and-answer session [Operator ...

Phoenix New Media Limited (NYSE:FENG) Q3 2022 Earnings Conference Call November 14, 2022 8:00 PM ET Company Participants Muzi Guo - Investor Relations Shuang Liu - Chief Executive Officer Edward Lu - Chief Financial Officer Conference Call Participants Xueru Zhang - 86Research Alice Tang - First Shanghai Operator Good day, and thank you for standing by. Welcome to Phoenix New Media Third Quarter 2022 Earnings Call. At this time, all participants are in a listen-only mode. After the speaker’s presentation, t ...

Phoenix New Media Ltd (NYSE:FENG) Q2 2022 Earnings Conference Call August 15, 2022 9:00 PM ET Company Participants Edward Lu - CFO Shuang Liu - CEO & Director Muzi Guo - IR Conference Call Participants Alice Tang - First Shanghai Xueru Zhang - 86 Research Operator Thank you all for standing by, and welcome to the Phoenix New Media Second Quarter 2022 Earnings Call. [Operator Instructions]. And I'd now like to hand the conference over to your speaker, Muzi Guo from Investor Relations. Thank you, please go ah ...

Financial Data and Key Metrics Changes - Total revenues for Q1 2022 were RMB 175.4 million, down from RMB 226.1 million in the same period last year, reflecting a significant decline [16] - Net advertising revenues decreased to RMB 158.4 million from RMB 201.3 million year-over-year, primarily due to reduced advertising spending amid macroeconomic uncertainties [16] - Loss from operations was RMB 106.8 million, compared to RMB 41.9 million in the same period last year, indicating a worsening operational performance [17] - Non-GAAP net loss attributable to the company was RMB 79.6 million, up from RMB 27.8 million in the same period last year, highlighting increased financial strain [18] Business Line Data and Key Metrics Changes - Paid services revenues fell to RMB 17 million from RMB 24.8 million year-over-year, driven by reduced content spending from certain customers [16] - Revenues from e-commerce and others decreased to RMB 12.4 million from RMB 14.3 million in the same period last year, indicating challenges in this segment as well [17] Market Data and Key Metrics Changes - The advertising business was significantly impacted by the nationwide COVID resurgence, leading to reduced budgets from advertisers across various industries [21][22] - The overall consumption environment remains weak due to the ongoing pandemic, affecting client advertising and brand marketing budgets [22] Company Strategy and Development Direction - The company aims to enhance its competitive edge by improving original content production and monetization capabilities, particularly in the renewable energy sector [7][8] - Future plans include a deeper focus on carbon neutrality and clean energy, aligning with advertisers' strategies to reduce carbon footprints [7] - The company is also exploring new business opportunities in the real estate sector despite facing headwinds from COVID and regulatory challenges [14] Management's Comments on Operating Environment and Future Outlook - Management acknowledged the significant impact of macroeconomic uncertainties on advertising demand and operational execution due to COVID lockdowns [22] - The company is committed to enhancing its advertising fundamentals and improving original content to drive sustainable growth [23] - The goal is to achieve breakeven for the core portal business within the next two to three years while making progress in new initiatives [27] Other Important Information - As of March 31, 2022, the company's cash and cash equivalents totaled RMB 1.41 billion, approximately USD 222.8 million, providing a buffer for ongoing operations [18] - The company forecasts total revenues for Q2 2022 to be between RMB 198.6 million and RMB 218.6 million, indicating cautious optimism for recovery [19] Q&A Session Summary Question: Impact of Omicron pandemic on ad business and growth outlook - Management confirmed that the COVID resurgence has significantly impacted revenues, with many advertisers cutting back on budgets due to weak consumption [21][22] Question: Current profitability and breakeven expectations - Management highlighted that the decrease in advertising revenue is the main cause of extended losses, with a focus on cost management and operational efficiency to achieve breakeven in the next two to three years [26][27]

Revenue and Financial Performance - Revenue contributed by VIEs accounted for 48.3%, 42.2%, and 44.7% of total revenues for the years ended December 31, 2019, 2020, and 2021, respectively [28]. - In 2021, approximately 90.7% of total revenues were derived from internet information services and services relying on third-party internet access [33]. - The gross profit for the year ended December 31, 2021, was RMB 432,934 thousand, with third-party revenues totaling RMB 1,030,331 thousand [48]. - The net loss attributable to Phoenix New Media Limited for the year ended December 31, 2020, was RMB 205,701 thousand, compared to a net income of RMB 380,369 thousand in 2019 [49][50]. - The company reported third-party revenues of RMB 1,208,845 thousand for the year ended December 31, 2020, a decrease from RMB 1,327,781 thousand in 2019 [49][50]. - In 2021, the total operating expenses amounted to RMB 769,029 thousand, resulting in a net loss of RMB 273,066 thousand for Phoenix New Media Limited [48]. - The share of loss from subsidiaries and VIEs for the year ended December 31, 2021, was RMB 513,634 thousand [48]. Dividends and Cash Flow - No dividends or distributions were made to Phoenix New Media Limited by subsidiaries for the years ended December 31, 2019, 2020, and 2021 [39]. - The company has no present plan to pay any cash dividends on ordinary shares in the foreseeable future [41]. - Phoenix New Media Limited does not plan to pay any cash dividends on its ordinary shares in the foreseeable future, intending to retain most of its available funds for business development [43]. - As of December 31, 2021, the amounts restricted for dividend remittance totaled RMB646.3 million (US$101.4 million) [40]. Assets and Liabilities - Total assets as of December 31, 2021, amounted to RMB 2,405,846 thousand, a decrease from RMB 2,772,552 thousand as of December 31, 2020, representing a decline of approximately 13.2% [51][52]. - Total liabilities decreased to RMB 1,016,691 thousand in 2021 from RMB 1,108,579 thousand in 2020, reflecting a reduction of approximately 8.3% [51][52]. - The total shareholders' equity as of December 31, 2021, was RMB 1,389,155 thousand, down from RMB 1,663,973 thousand in 2020, a decrease of approximately 16.5% [51][52]. - Cash and cash equivalents increased to RMB 188,980 thousand in 2021 from RMB 357,796 thousand in 2020, indicating a decrease of about 47.3% [51][52]. Regulatory and Compliance Risks - The company faces uncertainties regarding the interpretation and enforcement of PRC laws that could affect its operations and financial performance [31]. - The company is subject to PRC governmental regulations that could impose severe penalties or affect operational control [61]. - The company is in the process of applying for algorithmic recommendation service record-filing [32]. - The company lacks an Internet audio-visual program transmission license, which may lead to administrative sanctions, including the potential banning of paid mobile video services and video advertising services, adversely affecting business operations [96]. - The company has not obtained NRTA's approval for introducing and broadcasting foreign television programs, which could materially impact its business operations [98]. - The company is subject to various laws regarding cyber security and data protection, and non-compliance could result in significant legal liabilities [107]. Market and Competitive Environment - The company relies on advertising for a significant portion of future revenues, and failure to retain or attract advertisers could materially affect business results [60]. - The company faces risks related to the rapidly evolving market, which may impact future performance expectations [60]. - The company operates in a highly competitive market, facing competition from major internet portals and online video companies, which may affect user traffic and advertising revenue [84]. - The company is facing an increasingly competitive environment in newsfeed advertising, which is a significant mobile advertising format in China [73]. Investment and Growth Strategies - The company intends to continue investing in original content production to attract and retain users, which is essential for generating sufficient user traffic [78]. - The company has made substantial investments in Particle, including a total purchase price of $448 million for a 34% equity interest, with gains recognized of RMB1,001.2 million in 2019 and RMB477.3 million in 2020 from share disposals [170]. - The company may face challenges in pursuing growth through acquisitions in China due to complex PRC regulations established by the 2006 M&A Rules and the MOFCOM Security Review Rules, which could delay or inhibit transaction approvals [160][161]. Shareholder and Corporate Governance - There are potential conflicts of interest due to Phoenix TV's controlling ownership, which may not align with other shareholders' interests [61]. - As of March 31, 2022, Phoenix TV (BVI) owned 54.5% of the total issued shares, giving it 60.9% of the voting power, which may not align with the interests of other shareholders [186]. - The company may face conflicts of interest with affiliated companies, particularly due to overlapping board members and executive officers [183]. Economic and Political Environment - The company’s operations are significantly affected by economic, political, and legal developments in China, which could reduce demand for its services [206]. - The PRC government has significant control over economic growth and may intervene in the company's operations, affecting its business and securities value [209]. - Ongoing discussions regarding changes in U.S.-China trade policies may create uncertainty that could adversely affect the company's operations and financial stability [210]. Legal Proceedings and Liabilities - The company is subject to various legal proceedings and regulatory actions that could adversely affect its financial condition and operational results [145]. - The company incurred damages of RMB2.8 million, RMB3.6 million, and RMB2.2 million in legal proceedings for the years 2019, 2020, and 2021, respectively [146]. - The company may face increased risks of intellectual property infringement claims due to the volume of user-generated content on its platforms [152]. Internal Controls and Financial Reporting - As of December 31, 2021, management concluded that internal control over financial reporting is effective, audited by an independent registered public accounting firm [118]. - The effectiveness of internal controls is critical, as failure to maintain them could lead to loss of investor confidence and negatively impact the trading price of ADSs [119].

Phoenix New Media Ltd Brands, Inc. (NYSE:FENG) Q4 2021 Earnings Conference Call March 14, 2022 9:00 PM ET Company Participants Shuang Liu - CEO Edward Lu - CFO Conference Call Participants Xueru Zhang - 86Research Alice Tang - First Shanghai Operator Good day and thank you for standing by. Welcome to the Phoenix New Media Fourth Quarter 2021 Earnings Call. At this time, all participants are in a listen-only mode. After the speakers' presentation, there will be a question-and-answer session. [Operator Instru ...

Phoenix New Media Ltd (NYSE:FENG) Q3 2021 Earnings Conference Call November 15, 2021 8:00 PM ET Company Participants Shuang Liu - CEO & Director Edward Lu - CFO Conference Call Participants Xueru Zhang - 86Research Alice Tang - First Shanghai Operator Ladies and gentlemen, thank you for standing by, and welcome to the Phoenix New Media Third Quarter 2021 Earnings Call. [Operator Instructions]. I must advise you that today's conference is being recorded. I would now like to hand the conference over to your f ...

Phoenix New Media Limited (NYSE:FENG) Q2 2021 Earnings Conference Call August 16, 2021 9:00 PM ET Company Participants Qing Liu - Investor Relations Shuang Liu - Chief Executive Officer Edward Lu - Chief Financial Officer Conference Call Participants Xueru Zhang - 86Research Carmen Zhang - First Shanghai Securities Operator Ladies and gentlemen, thank you for standing by and welcome to the Phoenix New Media Second Quarter 2021 Earnings Call. At this time, all participants are in a listen-only mode. After th ...