Eason Technology Ltd (Form: 6-K, Received: 01/15/2025 16:15:47)

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 January 2025

Commission file number: 001-34958

EASON TECHNOLOGY LIMITED

23rd Floor, Lianfa International Building

128 Xudong Road, Wuchang District

Wuhan City, Hubei Province 430063

People’s Republic of China

(Address of Principal Executive Offices)

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 ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulations S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulations S-T Rule 101(b)(7): ☐

INFORMATION CONTAINED IN THIS FORM 6-K REPORT

Attached as Exhibit 99.1 to this report is the unaudited financial results for the six months ended June 30, 2024 of Eason Technology Limited (the “Company”).

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This report on Form 6-K and the exhibit hereto contain “forward-looking statements” for purposes of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 that represent the Company’s beliefs, projections and predictions about future events. All statements other than statements of historical fact are “forward-looking statements,” including any projections of earnings, revenue or other financial items, any statements of the plans, strategies and objectives of management for future operations, any statements concerning proposed new projects or other developments, any statements regarding future economic conditions or performance, any statements of management’s beliefs, goals, strategies, intentions and objectives, and any statements of assumptions underlying any of the foregoing. Words such as “may”, “will”, “should”, “could”, “would”, “predicts”, “potential”, “continue”, “expects”, “anticipates”, “future”, “intends”, “plans”, “believes”, “estimates” and similar expressions, as well as statements in the future tense, identify forward-looking statements.

These statements are necessarily subjective and involve known and unknown risks, uncertainties and other important factors that could cause our actual results, performance or achievements, or industry results, to differ materially from any future results, performance or achievements described in or implied by such statements. Actual results may differ materially from expected results described in our forward-looking statements, including with respect to correct measurement and identification of factors affecting the Company’s business or the extent of their likely impact, and the accuracy and completeness of the publicly available information with respect to the factors upon which the Company’s business strategy is based or the success of the Company’s business.

Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of whether, or the times by which, the Company’s performance or results may be achieved. Forward-looking statements are based on information available at the time those statements are made and management’s belief as of that time with respect to future events, and are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. Important factors that could cause such differences include, but are not limited to, those factors discussed more fully under the headings “Item 3. Key Information—D. Risk Factors” and elsewhere in the Company’s Form 20-F filed with the Securities and Exchange Commission (“SEC”) on May 16, 2024, in this report on Form 6-K and the exhibit hereto.

EXHIBIT INDEX

Exhibit No.		Description
99.1		Operating and Financial Review and Unaudited Interim Consolidated Financial Statements as of June 30, 2023 and for the Six Months Ended June 30, 2024 and 2023
101.INS*		XBRL Instance Document
101.SCH*		XBRL Taxonomy Extension Schema Document
101.CAL*		XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*		XBRL Taxonomy Extension Label Linkbase Document
101.PRE*		XBRL Taxonomy Extension Presentation Linkbase Document

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.

	Eason Technology Limited

Date: January 15, 2025	By:	/s/ Longwen (Stanley) He
	Name:	Longwen (Stanley) He
	Title:	Chairman and Chief Executive Officer

EXHIBIT 99.1

Eason Technology Limited Reports Financial Results for the First Six Months of 2024

WUHAN, HUBEI, China—January 15, 2025—Eason Technology Limited ("Eason" or the "Company") (OTC Pink: DXFFY), an enterprise engaged in real estate management and digital technology business in Hubei Province, China, today announced its unaudited financial results for the first six months of 2024. The unaudited consolidated financial statements and other financial information included in this press release have been stated in Renminbi (“RMB”) unless otherwise indicated.

First Six Months 2024 Highlights

	·	In first half year of 2024, the Company entered into certain share purchase agreement with Jianneng Holdings Limited (Purchaser) and Purchaser agreed to purchase Company’s VIE and subsidiaries which held microfinance licence. Upon the closing of transaction, Purchaser assumed all assets and liabilities of the disposed VIE and subsidiaries and the Company fully quitted the microfinance business. The Company recorded loss amounting to RMB499.5 million (US$69.2 million) from the transaction mainly due to written off the cost of investment of VIE and subsidiaries.
	·	In 2023, the Company commenced two new business, real estate management and digital technology services. In first six month 2024, the Company achieved revenue of RMB4.7 million (US$0.6 million) from new business.
	·	Net loss was RMB500.9 million (US$69.3 million) in the first six months of 2024, the loss was mainly due to the loss of disposal of VIE and subsidiaries engaged in microfinance business.
	·	Loss per American Depositary Share ("ADS") was US$2.66 in the first six months of 2024 compared to earnings per ADS US$0.34 in the same period of the prior year.

First Six Months 2024 Financial Results

Interest Income on Loans, Interest Expense, Credit Impairment Losses

The Company disposed microfinance business in the first six month of 2024, no interest income, interest expense and credit impairment loss was recorded accordingly.

Revenue

The Company achieved revenue of RMB4.7 million (US$0.7 million) from new business in the first six month of 2024.

Loss of disposal of VIE and subsidiaries

The Company recorded loss of RMB499.5 million (US$69.2 million) from the transaction of disposal of VIE and subsidiaries mainly due to written off the cost of investment of VIE and subsidiaries.

Operation Expenses

Operating expenses consisted solely of general and administrative expenses, which increased from RMB4.2 million (US$0.6 million) for the first six months of 2023 to RMB6.0 million (US$0.8 million) for the first six months of 2024. The increase was primarily attributable to grant employee incentive shares amounting to US$0.2 million in current reporting period.

Net Profit/(Loss) and Earnings/(Losses) per ADS

As a result of the foregoing, net loss was RMB500.9 million (US$69.3 million) for the first six months of 2024, as compared to the profit of RMB30.5 million (US$4.4 million) in the same period of the prior year.

Losses per ADS for the first six months of 2024 was US$1.75, compared to Earnings per ADS US$0.34 in the same period of the prior year.

Statements of Financial Position

As of June 30, 2024, the Company had cash and restricted cash of RMB309,000 (US$43,000) compared to RMB2.5 million (US$0.4 million) as of December 31, 2023.

Statements of Cash Flows

Net cash used by operating activities for the first six months of 2024 was RMB3.3 million compared to RMB164,000 net cash used by operating activities in the same period of the prior year and the Company has very limited liquidity available to fulfil its obligations for the first six months of 2024.

Safe Harbor Statement

This news release contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates," "target," "going forward," "outlook" and similar statements. Such statements are based upon management's current expectations and current market and operating conditions, and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond the Company's control, which may cause the Company's actual results, performance or achievements to differ materially from those in the forward-looking statements. Further information regarding these and other risks, uncertainties or factors is included in the Company's filings with the U.S. Securities and Exchange Commission. The Company does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under law.

Exchange Rate Information

The United States dollar (US$) amounts disclosed in this press release are presented solely for the convenience of the reader. Translations of amounts from Renminbi (“RMB”) into United States dollars for the convenience of the reader were calculated at the certified exchange rate of US$1.00 = RMB7.2672 on June 30, 2024 as set forth in the H.10 weekly statistical release of The Board of Governors of the Federal Reserve System. No representation is made that the RMB amounts could have been, or could be, converted into US$ at that rate on June 30, 2024, or at any other date. The percentages stated are calculated based on RMB amounts.

About Eason Technology Limited

Historically, Eason is a licensed microfinance lender in Hubei Province, China. The Company has been granted a microfinance license by the Financial Affairs Office of the Hubei Provincial People’s Government to provide loans to individuals and SMEs. In 2023, the Company commenced two new business streams, real estate management and digital technology services as future strategy In first half year of 2024, the Company disposed its VIE and two subsidiaries, which were the entities granted microfinance license. The Company fully terminated the microfinance business and focused on real estate management and digital technology services business. For more information, please visit the Company's website at http://www.fdvsglobal.com.

For additional information, please contact Mr. Johnny Zhou: +86-13917303401.

EASON TECHNOLOGY LIMITED

UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME/(LOSS)

(Expressed in Thousands of Chinese Renminbi Yuan, except per share and per ADS amounts)

	For the six months ended June 30
	2023 RMB			2024 RMB			2024 US$

Revenue		-			4,713			653
Cost of revenue		-			-			-
Gross profit		-			4,713			653

Interest income on loans		51,545			-			-
Interest expense:
Interest expenses on loans		(10,393	)		-			-
Business related taxes and surcharges		(203	)		-			-
Total interest expense		(10,596	)		-			-

Net interest income		40,949			-			-
(Provision of) credit impairment losses		(6,311	)		-			-
Net interest income after credit impairment losses		34,638			-			-

Loss on disposal of discontinued operations and subsidiaries		-			(499,539	)		(69,165	)

Operating costs and expenses
General and administrative		(4,175	)		(6,028	)		(834	)
Total operating costs and expenses		(4,175	)		(6,028	)		(834	)

Profit/(loss) from continued operations before income taxes		30,463			(1,315	)		(181	)
Income tax expense		-			-			-
Net profit/(loss) from continued operations		30,463			(1,315	)		(181	)

Net loss from discontinued operations before tax		-			(499,539	)		(69,165	)

Net loss from discontinued operations		-			(499,539	)		(69,165	)

Other comprehensive income/(loss) for the period:
Exchange differences on translation of financial statements of entities outside the mainland of the People’s Republic of China		(397	)		49,386			6,838
Total comprehensive income/(loss) for the period		30,066			(451,468	)		(62,508	)

Net profit attributable to:
Equity holders of the Company
Profit/Loss for the period from continuing operation					(1,315	)		(181	)
Profit/Loss for the period from discontinued operation		24,370			(499,539	)		(69,165	)
Profit/Loss for the period attributable to equity holders of the Company		24,370			(500,854	)		(69,346	)

Non-controlling interests					-			-
Profit/Loss for the period from continuing operation					-
Profit/Loss for the period from discontinued operation		6,093			-
Profit/Loss for the period attributable to equity holders of the Company		6,093			-

Net profit/(loss)		30,463			(500,854	)		(69,346	)

Earnings/(loss) per share - basic and diluted (in RMB)		0.03			(0.04	)
Earnings/(loss) per ADS - basic and diluted (in US$)		0.34			(1.75	)

Weighted average shares outstanding in the period (‘000)		1,134,021			11,645,334
Weighted average ADS outstanding in the period (‘000)		12,941			39,535

One ADS represents 480 ordinary shares.

EASON TECHNOLOGY LIMITED

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(Expressed in Thousands of Chinese Renminbi Yuan)

	As of
	December 31,			June 30,			June 30,
	2023			2024			2024
	RMB			RMB			US$
				Unaudited			Unaudited

Assets
Current assets
Cash and restricted cash		2,533			309			43
Loans receivable, net of credit impairment losses		193,682			-			-
Trade receivable		-			4,670			643
Prepaid expenses and others		6,129			6,967			958
Total current assets		202,344			11,946			1,644

Non-current assets
Property and equipment, net		36,325			153			21
Intangible asset		44,847			46,745			6,432
Total non-current assets		81,172			46,898			6,453

Total assets		283,516			58,844			8,097

Liabilities
Loans payable		161,439			-			-
Convertible notes payable		10,011			5,451			750
Salary and benefit payable		14,013			2,689			370
Income taxes payable		32,477			-			-
Interest payable		90,898			-			-
Other payable		25,833			21,385			2,943
Total current liabilities		334,671			29,525			4,063

Shareholders’ equity/(deficit)
Capital and reserve attributable to equity holders of the Company
Share capital		3,810			4,749			653
Additional paid-in capital		438,193			510,622			70,264
Statutory reserve		18,706			-			-
General risk reserve		9,180			-			-
Foreign currency translation reserve		(1,422	)		47,608			6,551
Accumulated losses		(497,691	)		(533,660	)		(73,434	)
Non-controlling interests in equity		(21,931	)		-			-
Total shareholders’ equity/(deficit)		(51,155	)		29,319			4,034

Total equity/(deficit) and liabilities		283,516			58,844			8,097

EASON TECHNOLOGY LIMITED

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Expressed in Thousands of Chinese Renminbi Yuan)

	For the six months ended June 30,
	2023			2024			2024
	RMB			RMB			US$
Cash flows from operating activities:
Profit/(loss) before income taxes		30,463			(500,854	)		(69,346	)
Adjustments for:
Depreciation of property and equipment		1,474			18			2
Amortization of intangible asset		1			52			7
Loss on disposal of discontinued operations and subsidiaries					499,539			69,165
Provision of credit impairment losses		6,311			-			-
Operating profit/(loss) before working capital changes		38,249			(1,245	)		(172	)
Loans receivable		(51,545	)		-			-
Trade receivable		-			(4,670	)		(647	)
Prepaid expenses and others		(266	)		(2,299	)		(318	)
Salary and benefit payable		1,023			304			42
Interest payable		8,987			-			-
Other payable		3,388			4,570			633
Net cash used in operating activities from continued operations		(164	)		(3,340	)		(462	)
Net cash provided by operating activities from discontinued operations		-			-			-
Net cash used in operating activities		(164	)		(3,340	)		(462	)

Cash flows from investing activity:
Purchase for property, plant and equipment		-			1,068			148
Net cash used in investing activities from continued operations		-			1,068			148
Net cash used in investing activities from discontinued operations
Net cash used in operating activity		-			(1,068	)		(148	)

Net decrease in cash and restricted cash		(164	)		(4,408	)		(610	)
Cash and restricted cash at beginning of the period		295			2,533			357
Exchange losses on cash and restricted cash		158			2,184			296
Cash and restricted cash at end of the period		289			309			43

* Less than 1,000.