Sound Group(SOGP)

Search documents
Peabody Energy: Resilient Business, Buybacks And Sound Financials
Seeking Alpha· 2024-11-06 07:33
Company Performance - Peabody Energy reported strong performance in both metallurgical and thermal coal segments despite a decline in coal prices [1] - The company announced its 3Q24 EBITDA results on October 31, indicating resilience in its operations [1] Industry Context - Peabody Energy is recognized as one of the global leaders in coal mining, highlighting its significant position within the industry [1]
Sound Group Inc. Regains Compliance with NASDAQ Requirement
GlobeNewswire News Room· 2024-11-04 11:00
Group 1 - Sound Group Inc. has regained compliance with Nasdaq's periodic filing requirements as of November 1, 2024, and this matter is now closed [1] - The company is focused on building the world's largest audio platform to enhance human connection through sound [2] - Sound Group Inc. has been listed on Nasdaq since January 2020 [2]
Verra Mobility: Valuation Got Cheaper And Fundamentals Remain Sound (Rating Upgrade)
Seeking Alpha· 2024-11-02 07:22
I am an individual investor that is now fully focus on managing my own capital that I have saved up over the years. My investing background spreads across a wide spectrum as I believe there are merits to each approach, for instance: Fundamental investing [Bottoms-up etc.], Technical investing [historical charts analysis], and to some extend momentum investing [share price reaction post earnings etc.]. Over the years, I have used the positive aspects of each approach to hone my investing process. The reason ...
Sound Group(SOGP) - 2023 Q4 - Annual Report
2024-10-31 10:31
Reporting - Sound Group Inc. filed its report for the month of October 2024 under the Securities Exchange Act of 1934[1] - The report was signed by Jinnan (Marco) Lai, the Chief Executive Officer and Director of Sound Group Inc.[2]
Sound Group Inc. Files 2023 Annual Report on Form 20-F
GlobeNewswire News Room· 2024-10-31 10:19
SINGAPORE, Oct. 31, 2024 (GLOBE NEWSWIRE) -- Sound Group Inc. (“Sound Group” or the “Company”) (NASDAQ: SOGP), formerly known as LIZHI INC., a global audio-centric social and entertainment company, today announced that it filed its annual report on Form 20-F for the fiscal year ended December 31, 2023, with the Securities and Exchange Commission (the “SEC”) on October 31, 2024 (U.S. Time). The annual report, which contains the Company’s audited consolidated statements, can be accessed on the SEC’s website a ...
Sound Group(SOGP) - 2023 Q4 - Annual Report
2024-10-31 10:13
PART I [ITEM 3. KEY INFORMATION](index=7&type=section&id=ITEM%203.%20KEY%20INFORMATION) The company operates in China via a VIE structure, facing significant regulatory and operational risks, with VIEs contributing **99.9%** of 2023 revenues - The company utilizes a VIE structure for its operations in China, as PRC laws restrict foreign investment in value-added telecommunication services, exposing investors to risks as they hold equity in a Cayman Islands holding company, not the PRC operating entities[13](index=13&type=chunk) VIE Contribution to Total Net Revenues and Assets | Year | Revenue Contribution from VIEs (%) | Asset Contribution from VIEs (%) | | :--- | :--- | :--- | | 2021 | **93.0%** | N/A | | 2022 | **98.6%** | **45.2%** | | 2023 | **99.9%** | **35.6%** | Service Fee Transfers from VIEs to PRC Subsidiaries | Year | Amount (RMB million) | Amount (USD million) | | :--- | :--- | :--- | | 2021 | **26.4** | N/A | | 2022 | **76.0** | N/A | | 2023 | **137.0** | **19.3** | - The company was previously identified by the SEC under the Holding Foreign Companies Accountable Act (HFCAA), but the PCAOB vacated this determination in **December 2022**, and the current auditor, Enrome LLP, is subject to regular PCAOB inspection[43](index=43&type=chunk)[44](index=44&type=chunk) [Risk Factors](index=15&type=section&id=3.D.%20Risk%20Factors) The company faces risks from internal control weaknesses, complex Chinese regulations, potential delisting, and a dual-class share structure concentrating voting power - An audit committee investigation completed in **October 2024** regarding a **US$12.8 million** deposit highlighted internal control weaknesses, posing risks of financial loss and negative publicity[48](index=48&type=chunk)[68](index=68&type=chunk)[69](index=69&type=chunk) - **Two material weaknesses** in internal control over financial reporting were identified as of **December 31, 2023**: insufficient financial reporting personnel with U.S. GAAP and SEC experience, and lack of a comprehensive risk monitoring mechanism for financial assets[49](index=49&type=chunk)[73](index=73&type=chunk)[74](index=74&type=chunk) - The company's business is subject to complex and evolving Chinese laws, particularly regarding data privacy and cybersecurity, which could result in additional expenses and operational changes[53](index=53&type=chunk)[98](index=98&type=chunk)[100](index=100&type=chunk) - The company's dual-class share structure grants holders of Class B ordinary shares **10 votes per share**, while Class A ordinary shares have **one vote**, giving Class B shareholders complete control over shareholder matters and limiting ADS holders' influence[64](index=64&type=chunk)[374](index=374&type=chunk)[375](index=375&type=chunk) - The company believes it was likely a Passive Foreign Investment Company (PFIC) for the **2023 taxable year** and faces a significant risk of being a PFIC for **2024**, which could lead to adverse U.S. federal income tax consequences for U.S. investors[432](index=432&type=chunk)[434](index=434&type=chunk) [ITEM 4. INFORMATION ON THE COMPANY](index=75&type=section&id=ITEM%204.%20INFORMATION%20ON%20THE%20COMPANY) Sound Group Inc., formerly LIZHI INC., is a global audio-centric social and entertainment company operating in China through a VIE structure, monetizing via virtual gifts - The company changed its corporate name from "LIZHI INC." to "**Sound Group Inc.**" and its Nasdaq ticker from "LIZI" to "**SOGP**" in **January 2024** to reflect its global audio-centric social and entertainment strategy[449](index=449&type=chunk) - The business model is centered on an audio ecosystem with a portfolio including Audio Entertainment, Social Networking (TIYA App), and Podcasts, leveraging user-generated content and proprietary technologies like DOREME and VoderX[473](index=473&type=chunk)[475](index=475&type=chunk)[479](index=479&type=chunk)[481](index=481&type=chunk)[486](index=486&type=chunk)[487](index=487&type=chunk) Key Operating Metrics (2021-2023) | Metric | 2021 | 2022 | 2023 | | :--- | :--- | :--- | :--- | | Average Total Mobile MAUs (millions) | **58.4** | **50.4** | **43.3** | | Average Total Monthly Paying Users (thousands) | **488.0** | **483.9** | **418.3** | - The company operates in China through VIEs (Guangzhou Lizhi and Guangzhou Huanliao) controlled by a series of contractual arrangements, including Equity Pledge, Exclusive Equity Transfer Option, and Exclusive Technical Consulting and Service Agreements[621](index=621&type=chunk)[624](index=624&type=chunk) [ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS](index=108&type=section&id=ITEM%205.%20OPERATING%20AND%20FINANCIAL%20REVIEW%20AND%20PROSPECTS) Net revenues decreased in 2023 to **RMB 2,071.8 million**, resulting in a net loss of **RMB 134.5 million** due to fewer paying users and higher operating expenses Consolidated Financial Performance (RMB in thousands) | Metric | 2021 | 2022 | 2023 | | :--- | :--- | :--- | :--- | | **Net Revenues** | **2,119,514** | **2,185,266** | **2,071,772** | | **Gross Profit** | **617,009** | **716,345** | **585,375** | | **Operating (Loss)/Income** | **(138,518)** | **66,651** | **(147,668)** | | **Net (Loss)/Income** | **(127,250)** | **86,504** | **(134,515)** | - Net revenue decreased by **5.2%** in **2023** compared to **2022**, primarily due to a decline in average paying users for audio entertainment products[674](index=674&type=chunk) - General and administrative expenses increased significantly in **2023** to **RMB 193.9 million** from **RMB 106.7 million** in **2022**, mainly driven by an increased provision for credit losses[679](index=679&type=chunk) Consolidated Cash Flow Summary (RMB in thousands) | Cash Flow Activity | 2021 | 2022 | 2023 | | :--- | :--- | :--- | :--- | | **Operating Activities** | **(40,426)** | **136,267** | **(117,045)** | | **Investing Activities** | **52,101** | **(122,783)** | **105,653** | | **Financing Activities** | **212,682** | **4,771** | **(71,674)** | [ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES](index=127&type=section&id=ITEM%206.%20DIRECTORS,%20SENIOR%20MANAGEMENT%20AND%20EMPLOYEES) The company is led by its founder, with a five-director board, and had **563** employees in 2023, primarily in R&D, with founders holding significant voting power Director and Executive Officer Compensation (FY 2023) | Group | Aggregate Compensation (RMB million) | Aggregate Compensation (USD million) | | :--- | :--- | :--- | | Executive Officers | **13.9** | **1.9** | | Non-Executive Directors | **2.0** | **0.3** | - The company adopted the Second Amended and Restated 2019 Share Incentive Plan, authorizing up to **170,000,000 Class A ordinary shares** for awards, with **60,651,040 Class A ordinary shares** granted and outstanding as of **September 30, 2024**[792](index=792&type=chunk)[794](index=794&type=chunk) Employee Breakdown by Function (as of Dec 31, 2023) | Function | Number of Employees | % of Total | | :--- | :--- | :--- | | Research and development | **386** | **68.6%** | | Operations and products | **57** | **10.1%** | | Sales and marketing | **53** | **9.4%** | | General and administration | **67** | **11.9%** | | **Total** | **563** | **100.0%** | [ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS](index=135&type=section&id=ITEM%207.%20MAJOR%20SHAREHOLDERS%20AND%20RELATED%20PARTY%20TRANSACTIONS) Founder Jinnan (Marco) Lai holds **19.5%** of shares and **62.7%** of voting power due to a dual-class structure, with a notable 2023 subsidiary share issuance to a related party Beneficial Ownership of Major Shareholders (as of Sep 30, 2024) | Shareholder | % of Total Ordinary Shares | % of Aggregate Voting Power | | :--- | :--- | :--- | | Mr. Jinnan (Marco) Lai | **19.5%** | **62.7%** | | Mr. Ning Ding | **4.0%** | **12.7%** | - In **January 2023**, VOCAL BEATS Inc., a subsidiary, issued **31,481,481 ordinary shares** to Sky Voice Limited, a company controlled by a family trust of CEO Mr. Jinnan (Marco) Lai, for an aggregate price of **US$340,000**[835](index=835&type=chunk) [ITEM 8. FINANCIAL INFORMATION](index=136&type=section&id=ITEM%208.%20FINANCIAL%20INFORMATION) An independent investigation into a **US$12.8 million** deposit revealed internal control weaknesses, leading to a full credit loss provision in 2023, with no plans for future dividends - An independent investigation regarding difficulties in withdrawing a **US$12.8 million** deposit from a third-party financial institution, completed in **October 2024**, found internal control weaknesses related to documentation, data retention, and approval records[839](index=839&type=chunk)[840](index=840&type=chunk)[842](index=842&type=chunk) - Due to the uncertain recoverability of the **US$12.8 million** deposit, the company recorded a full allowance for credit loss provision of **RMB 90.7 million** in its consolidated statements for the year ended **December 31, 2023**[844](index=844&type=chunk) - The company has no plan to declare or pay any dividends in the near future, intending to retain available funds and future earnings to operate and expand the business[845](index=845&type=chunk) [ITEM 9. THE OFFER AND LISTING](index=138&type=section&id=ITEM%209.%20THE%20OFFER%20AND%20LISTING) The company's ADSs are listed on Nasdaq, with a name and ticker change in **January 2024**, and an ADS to Class A ordinary share ratio change in **September 2023** - In **January 2024**, the company's name changed to **Sound Group Inc.** and its Nasdaq ticker symbol changed to "**SOGP**"[849](index=849&type=chunk)[852](index=852&type=chunk) - On **September 20, 2023**, the ADS ratio was changed, with each ADS now representing **two hundred (200) Class A ordinary shares**, up from **twenty (20)**[850](index=850&type=chunk) [ITEM 10. ADDITIONAL INFORMATION](index=138&type=section&id=ITEM%2010.%20ADDITIONAL%20INFORMATION) Incorporated in the Cayman Islands, the company has a dual-class share structure and faces potential PRC taxation and significant PFIC risk for U.S. investors - The company has a dual-class share structure where each Class A ordinary share has **one vote**, while each Class B ordinary share has **ten votes** and is convertible into one Class A share[861](index=861&type=chunk) - The company is an exempted company under Cayman Islands law and is not subject to profits, income, gains, or appreciation taxes in that jurisdiction[880](index=880&type=chunk)[884](index=884&type=chunk) - The company faces a risk of being classified as a PRC "resident enterprise," which would subject it to a **25% enterprise income tax** on its worldwide income and could result in withholding taxes on dividends paid to non-PRC shareholders[887](index=887&type=chunk)[888](index=888&type=chunk) - The company believes it was likely a Passive Foreign Investment Company (PFIC) for its **2023 taxable year** and faces a significant risk of being a PFIC for **2024**, which has adverse U.S. federal income tax implications for U.S. Holders of its ADSs or shares[899](index=899&type=chunk)[900](index=900&type=chunk) [ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK](index=148&type=section&id=ITEM%2011.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) The primary market risk is foreign exchange due to RMB-denominated revenues, with interest rate and inflation risks also noted - The company's main market risk is foreign exchange risk, as nearly all revenues are denominated in RMB, and it does not currently use hedging transactions to mitigate this risk[924](index=924&type=chunk)[925](index=925&type=chunk) - As of **December 31, 2023**, the company held **US$11.5 million** in U.S. dollar-denominated cash and cash equivalents; a hypothetical **10% depreciation** of the U.S. dollar against the RMB would result in a decrease of **RMB 8.1 million** in cash[926](index=926&type=chunk) - Inflation in China has not been a material factor, with the consumer price index increasing by **0.2% in 2023**, **1.8% in 2022**, and **1.5% in 2021**[927](index=927&type=chunk) [ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES](index=149&type=section&id=ITEM%2012.%20DESCRIPTION%20OF%20SECURITIES%20OTHER%20THAN%20EQUITY%20SECURITIES) This section details ADS service fees, including a **US$1.0 million** payment received in 2020 and a **US$1.5 million** reimbursement made in 2023 ADS Holder Service Fees | Service | Fee | | :--- | :--- | | Issuance of ADSs | Up to **US$0.05 per ADS** issued | | Cancellation of ADSs | Up to **US$0.05 per ADS** cancelled | | Distribution of cash dividends | Up to **US$0.05 per ADS** held | | Other cash distributions | Up to **US$0.05 per ADS** held | | Depositary services | Up to **US$0.05 per ADS** held on record date(s) | - In **2020**, the company received a **US$1.0 million** payment from its ADR program depositary bank, and in **2023**, it returned approximately **US$1.5 million** to the depositary bank as reimbursement for costs related to the ADS ratio change[937](index=937&type=chunk) PART II [ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS](index=152&type=section&id=ITEM%2014.%20MATERIAL%20MODIFICATIONS%20TO%20THE%20RIGHTS%20OF%20SECURITY%20HOLDERS%20AND%20USE%20OF%20PROCEEDS) Details the use of proceeds from the **January 2020** IPO (**US$38.1 million** net) and **April 2021** follow-on offering (**US$28.5 million** net) Use of Proceeds from Initial Public Offering (Jan 2020) | Item | Amount (US$ million) | | :--- | :--- | | Net Proceeds Received | **~38.1** | | Proceeds Used (as of report date) | **39.2** | | Intended Use of Remainder | As disclosed in registration statements | Use of Proceeds from Follow-on Offering (Apr 2021) | Item | Amount (US$ million) | | :--- | :--- | | Net Proceeds Received | **~28.5** | | Proceeds Used (as of report date) | **~1.8** | | Intended Use | General corporate purposes | [ITEM 15. CONTROLS AND PROCEDURES](index=153&type=section&id=ITEM%2015.%20CONTROLS%20AND%20PROCEDURES) Management identified **two material weaknesses** in internal control over financial reporting as of **December 31, 2023**, and is implementing remediation measures - Management concluded that as of **December 31, 2023**, the company's disclosure controls and procedures were not effective due to **two identified material weaknesses**[950](index=950&type=chunk) - The first material weakness identified is a lack of sufficient financial reporting and accounting personnel with adequate knowledge of U.S. GAAP and SEC reporting requirements[951](index=951&type=chunk) - The second material weakness is the lack of a comprehensive and continuous assessment and risk monitoring mechanism for the company's financial assets and associated collection risks[953](index=953&type=chunk) - Remediation measures are underway, including hiring new staff with relevant expertise, enhancing training programs, and updating fund management and risk assessment policies[952](index=952&type=chunk)[955](index=955&type=chunk) [ITEM 16. CORPORATE GOVERNANCE AND OTHER MATTERS](index=154&type=section&id=ITEM%2016.%20CORPORATE%20GOVERNANCE%20AND%20OTHER%20MATTERS) The company authorized a **US$3 million** share repurchase, changed auditors due to a "reportable event," and utilizes foreign private issuer exemptions from Nasdaq rules - In **December 2023**, the Board authorized a share repurchase program for up to **US$3 million** of the company's Class A ordinary shares over a **12-month period**[967](index=967&type=chunk) - On **July 9, 2024**, the company dismissed PricewaterhouseCoopers Zhong Tian LLP (PwC) and appointed **Enrome LLP** as its new independent registered public accounting firm[970](index=970&type=chunk) - The change in auditor was preceded by a "reportable event" where PwC raised concerns about the substance and recoverability of a **US$12.8 million** cash balance and noted the need for an expanded audit scope[973](index=973&type=chunk)[974](index=974&type=chunk) - As a foreign private issuer and a "controlled company," the company relies on home country practice exemptions from certain Nasdaq corporate governance rules, such as not having a majority of independent directors on its board[978](index=978&type=chunk)[980](index=980&type=chunk) - The company has a cybersecurity risk management program overseen by a specialized internal panel, which reports to senior management and the board, with no cybersecurity threats materially affecting the company in **2023**[984](index=984&type=chunk)[985](index=985&type=chunk)[986](index=986&type=chunk) PART III [ITEM 18. FINANCIAL STATEMENTS](index=159&type=section&id=ITEM%2018.%20FINANCIAL%20STATEMENTS) Consolidated financial statements for 2023 show total assets of **RMB 566.6 million**, a net loss of **RMB 134.5 million**, and have been audited by Enrome LLP Consolidated Balance Sheet Highlights (RMB in thousands) | Account | Dec 31, 2022 | Dec 31, 2023 | | :--- | :--- | :--- | | Cash and cash equivalents | **568,192** | **494,965** | | Total current assets | **723,492** | **533,088** | | **Total Assets** | **776,337** | **566,574** | | Total current liabilities | **371,526** | **272,625** | | **Total Liabilities** | **383,673** | **276,561** | | **Total Shareholders' Equity** | **392,664** | **290,013** | Consolidated Statement of Operations Highlights (RMB in thousands) | Account | 2021 | 2022 | 2023 | | :--- | :--- | :--- | :--- | | **Net revenues** | **2,119,514** | **2,185,266** | **2,071,772** | | **Gross profit** | **617,009** | **716,345** | **585,375** | | **Operating (loss)/income** | **(138,518)** | **66,651** | **(147,668)** | | **Net (loss)/income** | **(127,250)** | **86,504** | **(134,515)** | Consolidated Statement of Cash Flows Highlights (RMB in thousands) | Account | 2021 | 2022 | 2023 | | :--- | :--- | :--- | :--- | | Net cash (used in)/generated from operating activities | **(40,426)** | **136,267** | **(117,045)** | | Net cash generated from/(used in) investing activities | **52,101** | **(122,783)** | **105,653** | | Net cash generated from/(used in) financing activities | **212,682** | **4,771** | **(71,674)** |
Sound Financial Bancorp, Inc. Q3 2024 Results
GlobeNewswire News Room· 2024-10-30 23:39
SEATTLE, Oct. 30, 2024 (GLOBE NEWSWIRE) -- Sound Financial Bancorp, Inc. (the "Company") (Nasdaq: SFBC), the holding company for Sound Community Bank (the "Bank"), today reported net income of $1.2 million for the quarter ended September 30, 2024, or $0.45 diluted earnings per share, as compared to net income of $795 thousand, or $0.31 diluted earnings per share, for the quarter ended June 30, 2024, and $1.2 million, or $0.45 diluted earnings per share, for the quarter ended September 30, 2023. The Company ...
KFC® and Hatch Invite You to Fall Asleep to the Sleep-Inducing Sound of Fried Chicken
Prnewswire· 2024-10-22 13:00
Introducing "Kentucky Fried Chicken Rain," inspired by the sound of New KFC Original Recipe® Tenders, available on Hatch Restore 2 smart sleep devicesLOUISVILLE, Ky., Oct. 22, 2024 /PRNewswire/ -- Did you ever think you'd use the expression, "I could just cozy up to the sound of fried chicken?" Well, from ASMR social media channels to film and television production set rumors, the internet has recently unearthed the humorous phenomenon that the sound of cooking fried chicken sounds almost identical to the ...
Diversified Energy: 9.6% Yield And Strong Fundamentals Make A Sound Tactical Investment
Seeking Alpha· 2024-10-14 08:38
Professional Background - Roberts Berzins has over a decade of experience in financial management, assisting top-tier corporates in shaping financial strategies and executing large-scale financings [1] - Significant efforts have been made to institutionalize the REIT framework in Latvia to enhance the liquidity of pan-Baltic capital markets [1] - Development of national SOE financing guidelines and frameworks for channeling private capital into affordable housing stock are part of the policy-level work [1] Certifications and Thought Leadership - Roberts Berzins is a CFA Charterholder and holds an ESG investing certificate [1] - Actively involved in thought-leadership activities to support the development of pan-Baltic capital markets [1] - Previous internship experience at the Chicago Board of Trade, while residing in Latvia [1]
Sound Group Inc. Announces the Appointment of Enrome as Independent Auditor
Newsfilter· 2024-07-09 10:00
Core Viewpoint - Sound Group Inc. has appointed Enrome LLP as its independent registered public accounting firm for the fiscal year ending December 31, 2023, effective July 9, 2024, following the approval of the audit committee [1][2]. Company Overview - Sound Group Inc., formerly known as LIZHI INC., is a global audio-centric social and entertainment company with a mission to build the world's largest audio platform to enhance communication and connection through sound [3]. - The company has been listed on Nasdaq since January 2020 [3]. Transition Details - Enrome LLP succeeds PricewaterhouseCoopers Zhong Tian LLP (PwC) as the independent registered public accounting firm, with PwC committed to ensuring a seamless transition [2].