http://fasb.org/srt/2026#ChiefExecutiveOfficerMember Unlimited Unlimited (i) Cost-method investments include the following items: In 2020, the Company invested RMB5,000 for 1.70% equity interest in the privately-held entity (“Zhejiang Qusu Technology Co., Ltd” or “QS”), in which the Company does not have significant influence and such investment do not have readily determinable fair values. On May 27, 2021, the Company invested RMB10,000 for 4.44% equity interest in Qingdao Weilai JingChanye Investment Fund LP (“QD”), in which the Company does not have significant influence and such investment do not have readily determinable fair values. During the year ended December 31, 2023, the Company received principal refund of RMB444 and share of gain of RMB77, respectively. During the year ended December 31, 2024, the Company received principal refund of RMB444. On December 8, 2021, the Company invested RMB2,925 for 19.50% equity interest in Liujiaoshou Drink Co., Ltd.(“Liujiaoshou”), in which the Company does not have significant influence and such investment do not have readily determinable fair values. In the year ended December 31, 2024, based on the financial conditions and operating performances in Liujiaoshou, a full impairment loss of RMB2,925 was applied against the investment. On May 6, 2022, the Company signed an investment agreement to invest up to RMB5,000 into Valley Hongyuan (Hangzhou) Technology Partnership LP (“Valley Hongyuan”) for its 14.28% equity interest, in which the Company does not have significant influence and such investment do not have readily determinable fair values. For the year ended December 31, 2022, the Company invested RMB2,000 into Valley Hongyuan (Hangzhou) Technology Partnership LP. In the year ended December 31, 2024, based on the financial conditions and operating performances in Valley Hongyuan, a full impairment loss of RMB2,000 was applied against the investment. On December 9, 2022, the Company invested RMB5,000 for 1.12% equity interest in Chengdu Tianfu Yuanhe Jingu Venture Capital Center LP (“Chengdu Tianfu”), in which the Company does not have significant influence and such investment do not have readily determinable fair values. After a series of capital change, the Company’s equity interest in Chengdu Tianfu was changed to 0.9823% as of December 31, 2025. During the year ended December 31, 2025, the Company received principal refund of RMB7. On December 19, 2022, the Company invested RMB25,000 in Banyou Century (Hangzhou) Technology Co., Ltd.(“Banyou”) for its 7.6923% equity interest. On July 3, 2023, the Company signed a purchase agreement with Qingdao Sixiang Zhuohong Private Equity LP (“Qingdao LP”) to purchase 11.5385% equity interest of Banyou for a consideration of RMB37,500. Together with the newly acquired equity interest, the Company holds in total of 19.2308% equity interest in Banyou, in which the Company does not have significant influence and such investment do not have readily determinable fair values. On July 19, 2023, the Company fully paid RMB37,500 to Qingdao LP. On October 9, 2021, the Company signed an investment agreement to invest up to RMB8,500 into Hainan Jiuhe Huiyuan No.1 Fund Partnership (Limited partnership) (“Hainan Jiuhe”) for its 3.26% equity interest, in which the Company does not have significant influence and such investment do not have readily determinable fair values. On January 17, 2023 and April 21, 2025, the Company invested RMB3,500 and RMB5,000 in Hainan Jiuhe, respectively. After a series of capital change, the Company’s equity interest in Hainan Jiuhe was change to 5.296% in Hainan Jiuhe. During the year ended December 31, 2025, the Company received principal refund of RMB227. On June 19, 2023, the Company invested RMB1,000 in Zhejiang Mengxiang Zhixing Cultural Technology Co., Ltd. (“Mengxiang Zhixing”) for its 5% equity interest. On March 6, 2024, the Company entered into an agreement to further invest RMB4,000 in Mengxiang Zhixing and after this investment, the Company holds total 14.5% equity interest in Mengxiang, in which the Company does not have significant influence and such investment do not have readily determinable fair values. On March 20, 2024, the Company paid RMB4,000 to Mengxiang Zhixing. In the year ended December 31, 2024, based on the financial conditions and operating performances in Mengxiang Zhixing, a full impairment loss of RMB5,000 was applied against the investment. On August 15, 2023, the Company invested RMB500 in Zhejiang Yuanlai Spacetime Cultural Technology Co., Ltd. (“Yuanlai Spacetime”) for its 5% equity interest, in which the Company does not have significant influence and such investment do not have readily determinable fair values. In the year ended December 31, 2024, based on the financial conditions and operating performances in Yuanlai Spacetime, a full impairment loss of RMB500 was applied against the investment. On March 12, 2024, the Company entered into an equity purchase agreement with Qingdao LP for a consideration of RMB13,500 to purchase 6% equity interest of Hangzhou Zhange Culture Technology Co., Ltd (“Zhange”), in which the Company does not have significant influence and such investment do not have readily determinable fair values. On March 14, 2024, the Company paid RMB13,500 to Qingdao LP. On December 23, 2024, the Company invested RMB2,000 in Shenzhen Leyishang E-commerce Co., Ltd (“Shenzhen Leyishang”) for its 10% equity interest. On June 18, 2025, the Company further invested RMB1,000 in Shenzhen Leyishang for its 2.25% equity interest and after this investment, the Company holds total 12.25% equity interest in Shenzhen Leyishang. The Company does not have significant influence and such investment do not have readily determinable fair values.

Exhibit 99.3

  

SCIENJOY HOLDING CORPORATION

INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL INFORMATION 

 

    Page
Unaudited Condensed Consolidated Balance Sheets as of December 31, 2025 and June 30, 2026   F-2
Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income for the Six Months Ended June 30, 2025 and 2026   F-3
Unaudited Condensed Consolidated Statements of Changes in Equity for the Six Months Ended June 30, 2025 and 2026   F-4
Unaudited Condensed Six Months Ended June 30, 2025 and 2026   F-5
Notes to the Unaudited Condensed Consolidated Financial Statements   F-6

 

F-1

 

SCIENJOY HOLDING CORPORATION

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(All amounts in thousands, except share and per share data or otherwise stated)

 

    As of December 31,    

As of

June 30,

 
    2025     2026     2026  
    RMB     RMB     US$  
ASSETS                  
Current assets                  
Cash and cash equivalents     307,650       329,927       48,625  
Accounts receivable, net     43,290       45,518       6,709  
Due from a related party     100       -       -  
Investment in marketable security     8,561       3,319       489  
Prepaid expenses and other current assets     23,607       27,719       4,085  
Total current assets     383,208       406,483       59,908  
                         
Non-current assets                        
Property and equipment, net     2,244       1,941       286  
Intangible assets, net     -       4       1  
Long term investments     271,261       269,985       39,791  
Long term deposits and other assets     1,741       2,051       302  
Right-of-use assets-operating lease     14,695       21,262       3,134  
Deferred tax assets     37,288       37,257       5,491  
Total non-current assets     327,229       332,500       49,005  
TOTAL ASSETS     710,437       738,983       108,913  
                         
LIABILITIES AND EQUITY                        
Current liabilities                        
Accounts payable     16,665       27,247       4,016  
Deferred revenue     50,464       52,509       7,738  
Accrued salary and employee benefits     15,184       10,065       1,483  
Income tax payable     10,899       10,054       1,482  
Lease liabilities-operating lease -current     3,641       6,273       925  
Accrued expenses and other current liabilities     9,728       10,245       1,510  
Total current liabilities     106,581       116,393       17,154  
                         
Non-current liabilities                        
Lease liabilities-operating lease -non-current     10,399       14,185       2,091  
Total non-current liabilities     10,399       14,185       2,091  
TOTAL LIABILITIES     116,980       130,578       19,245  
                         
Commitments and contingencies                        
                         
EQUITY                        
Ordinary share, no par value, unlimited Class A ordinary shares and Class B ordinary shares authorized, 39,537,710 Class A ordinary shares and 2,925,058 Class B ordinary shares issued as of December 31, 2025, respectively; 40,472,829 Class A ordinary shares and 2,925,058 Class B ordinary shares issued and outstanding as of June 30, 2026, respectively.                        
Class A ordinary shares     451,666       474,831       69,981  
Class B ordinary shares     23,896       23,896       3,522  
Shares to be issued     20,817       -       -  
Treasury stocks     (19,952 )     (20,411 )     (3,008 )
Statutory reserves     34,091       35,181       5,185  
Retained earnings     92,024       110,901       16,345  
Accumulated other comprehensive income     12,867       6,930       1,021  
Total shareholders’ equity     615,409       631,328       93,046  
Non-controlling interests     (21,952 )     (22,923 )     (3,378 )
Total equity     593,457       608,405       89,668  
TOTAL LIABILITIES AND EQUITY     710,437       738,983       108,913  

 

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

 

F-2

  

SCIENJOY HOLDING CORPORATION

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(All amounts in thousands, except share and per share data or otherwise stated)

 

    For the six months ended June 30,  
    2025     2026     2026  
    RMB     RMB     US$  
Live streaming - consumable virtual items revenue     630,084       564,951       83,263  
Live streaming - time based virtual item revenue     9,258       6,092       898  
Technical services and others     17,025       17,024       2,509  
Total revenue     656,367       588,067       86,670  
Cost of revenue     (533,195 )     (482,554 )     (71,120 )
Gross profit     123,172       105,513       15,550  
Sales and marketing expenses     (3,412 )     (1,911 )     (282 )
General and administrative expenses     (44,379 )     (35,651 )     (5,254 )
Research and development expenses     (36,999 )     (44,599 )     (6,573 )
(Allowance for) reversal of credit losses     (1,400 )     724       107  
Income from operations     36,982       24,076       3,548  
Change in fair value of investment in marketable security     (31,092 )     (5,242 )     (773 )
Investments loss     (971 )     (70 )     (10 )
Interest income, net     996       2,042       301  
Other income (expenses), net     9,072       (1,018 )     (150 )
Foreign exchange loss, net     (2,630 )     (499 )     (74 )
Income before income taxes     12,357       19,289       2,842  
Income tax expense     (2,608 )     (503 )     (74 )
Net income     9,749       18,786       2,768  
Less: net loss attributable to non-controlling interest     (3,744 )     (1,181 )     (174 )
Net income attributable to the Company’s shareholders     13,493       19,967       2,942  
                         
Other comprehensive income (loss):                        
Other comprehensive income (loss) - foreign currency translation adjustment     995       (5,727 )     (844 )
Comprehensive income     10,744       13,059       1,924  
Less: comprehensive loss attributable to non-controlling interests     (3,574 )     (971 )     (143 )
Comprehensive income attributable to the Company’s shareholders     14,318       14,030       2,067  
                         
Weighted average number of shares                        
Basic     41,578,079       41,987,039       41,987,039  
Diluted     41,655,404       41,987,039       41,987,039  
                         
Earnings per share                        
Basic     0.32       0.48       0.07  
Diluted     0.32       0.48       0.07  

 

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

  

F-3

 

SCIENJOY HOLDING CORPORATION

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(All amounts in thousands, except share and per share data or otherwise stated)

 

    Ordinary shares     Shares to be     Treasury stocks     Statutory     Retained     Accumulated other comprehensive     Non-
controlling
    Total  
    Shares     Amount     issued     shares     Amount     reserves     earnings     Income     interests     equity  
          RMB     RMB           RMB     RMB     RMB     RMB     RMB     RMB  
Balance as of December 31, 2024     41,847,784       468,058       20,817       (1,048,178 )     (19,952 )     50,705       662,499       16,967       (13,778 )     1,185,316  
Net income     -       -       -       -       -       -       13,493       -       (3,744 )     9,749  
Share-based compensation     489,984       5,897       -       -       -       -       -       -       -       5,897  
Appropriation to statutory reserves     -       -       -       -       -       490       (490 )     -       -       -  
Foreign currency translation adjustments     -       -       -       -       -       -       -       825       170       995  
Balance as of June 30, 2025     42,337,768       473,955       20,817       (1,048,178 )     (19,952 )     51,195       675,502       17,792       (17,352 )     1,201,957  

 

    Ordinary shares     Shares to be     Treasury stocks     Statutory     Retained     Accumulated other comprehensive     Non-
controlling
    Total  
    Shares     Amount     issued     shares     Amount     reserves     earnings     Income     interests     equity  
          RMB     RMB           RMB     RMB     RMB     RMB     RMB     RMB  
Balance as of December 31, 2025     42,462,768       475,562       20,817       (1,048,178 )     (19,952 )     34,091       92,024       12,867       (21,952 )     593,457  
Net income     -       -       -       -       -       -       19,967       -       (1,181 )     18,786  
Share-based compensation     298,428       2,348       -       -       -       -       -       -       -       2,348  
Treasury stocks     -       -       -       (89,952 )     (459 )     -       -       -       -       (459 )
Appropriation to statutory reserves     -       -       -       -       -       1,090       (1,090 )     -       -       -  
Issuance of shares for acquisition of Weiliantong     636,691       20,817       (20,817 )     -       -       -       -       -       -       -  
Foreign currency translation adjustments     -       -       -       -       -       -       -       (5,937 )     210       (5,727 )
Balance as of June 30, 2026     43,397,887       498,727       -       (1,138,130 )     (20,411 )     35,181       110,901       6,930       (22,923 )     608,405  
Balance as of June 30, 2026 (US$)     43,397,887       73,503       -       (1,138,130 )     (3,008 )     5,185       16,345       1,021       (3,378 )     89,668  

 

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

 

F-4

 

SCIENJOY HOLDING CORPORATION

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(All amounts in thousands, except share and per share data or otherwise stated)

 

    For the six months ended June 30,  
    2025     2026     2026  
    RMB     RMB     US$  
Cash flows from operating activities                  
Net income     9,749       18,786       2,768  
                         
Adjustments to reconcile net income to net cash provided by operating activities                        
Depreciation of property and equipment     724       570       84  
Amortization of intangible assets     3,480       -       -  
Allowance for (reversal of) credit losses     1,400       (724 )     (107 )
Loss from disposal of property and equipment     1       -       -  
Deferred tax (benefit) expense     (831 )     8       1  
Change in fair value of investment in marketable security     31,092       5,242       773  
Investments loss     971       70       10  
Share-based compensation     5,897       2,348       346  
Amortization of right-of-use assets-operating lease     3,492       2,997       442  
Changes in operating assets and liabilities                        
Accounts receivable     1,956       (3,582 )     (528 )
Prepaid expense and other current assets     (3 )     (5,286 )     (779 )
Long term deposits and other assets     67       (310 )     (46 )
Accounts payable     3,028       10,584       1,560  
Deferred revenue     9,012       2,045       301  
Accrued salary and employee benefits     (12,132 )     (5,119 )     (754 )
Accrued expenses and other current liabilities     (3,338 )     518       76  
Income tax payable     1,079       (845 )     (125 )
Lease liabilities-operating lease     (4,672 )     (3,146 )     (464 )
Net cash provided by operating activities     50,972       24,156       3,558  
                         
Cash flows from investing activities                        
Cash acquired from acquisition     28       -       -  
Payment for (receipts from) long term investments     (6,000 )     632       93  
Purchase of property and equipment and intangible assets     (261 )     (276 )     (41 )
Net cash (used in) provided by investing activities     (6,233 )     356       52  
                         
Cash flows from financing activities                        
(Advance to) proceeds from related parties     (100 )     100       15  
Share repurchase     -       (459 )     (68 )
Net cash used in financing activities     (100 )     (359 )     (53 )
                         
Effect of foreign exchange rate changes on cash and cash equivalents     1,311       (1,876 )     (274 )
Net increase in cash and cash equivalents     45,950       22,277       3,283  
Cash and cash equivalents at beginning of the period     252,540       307,650       45,342  
Cash and cash equivalents at end of the period     298,490       329,927       48,625  
                         
Supplemental disclosures of cash flow information:                        
Income taxes paid     2,210       1,333       196  
                         
Supplemental non-cash investing and financing information:                        
Right-of-use assets-operating lease obtained in exchange for lease liabilities-operating lease     16,442       9,564       1,410  
Issuance of Class A ordinary shares for acquisition     -       20,817       3,068  

 

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

 

F-5

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

1. ORGANIZATION AND PRINCIPAL ACTIVITIES

 

Scienjoy Holding Corporation (“Scienjoy” or the “Company”, NASDAQ: SJ) is a technology company powered by a dual engine of “digital entertainment + enterprise AI solutions,” with AI at the core of its business strategy. The Company has a long track record of providing digital entertainment services to global users, building extensive expertise in digital content, multimodal interaction, and business operations. Leveraging its foundational AI technologies and business agent engines, which have been validated through real-world applications, Scienjoy is extending its capabilities to enterprise customers across a range of industries. Through its forward deployed engineer (FDE) model, AI applications, and intelligent solutions, the Company integrates AI into real-world business processes and operational systems, transforming technological capabilities into tangible business value. 

 

(a) Organization

 

Subsidiaries and VIEs include the following:

 

Subsidiaries   Date of
incorporation
  Place of
incorporation
  Percentage of
direct/indirect
ownership
    Principal
activities
Scienjoy Inc.   February 23, 2017   Cayman Islands     100 %   Holding Company
Scienjoy Pte. Ltd. (“Scienjoy SG”)   July 25, 2023   Singapore     100 %   Holding Company
Scienjoy International Limited (“Scienjoy HK”)   May 18, 2017   Hong Kong     100 %   Holding Company
Scienjoy BeeLive Limited (“SIL”)   December 18, 2017   Hong Kong     100 %   Live streaming platform
Golden Shield Enterprises Limited (“Golden Shield”)   September 28, 2021   British Virgin Islands     100 %   Holding Company
Scienjoy Verse Tech Ltd. (“Scienjoy Verse”) (a 51% owned subsidiary of Scienjoy SG)   September 18, 2023   Dubai     51 %   Holding Company
Scienjoy Meta Technology LLC (“Scienjoy Meta”) (a wholly owned subsidiary of Scienjoy Verse)   October 3, 2023   Dubai     51 %   Metaverse business
Scenovo Pte. Ltd. (“Scenovo SG”) (a 51% owned subsidiary of Scienjoy SG)   April 11, 2024   Singapore     51 %   Holding Company
SJ Verse Global Media LLC (“SJ Verse”) (a 90% owned subsidiary of Scenovo SG)   May 20, 2020   Dubai     45.9 %   Multi-channel network business
Techjoy Pte. Ltd. (“Techjoy SG”) (a 70% owned subsidiary of Scenovo SG)   May 31, 2024   Singapore     35.7 %   Multi-channel network business
Fashionfly Limited (a wholly owned subsidiary of Scenovo SG)   April 14, 2025   Hong Kong     51 %   Multi-channel network business
Star Home Global Media FZ-LLC (a 70% owned subsidiary of Scenovo SG)   December 05, 2024   Dubai     35.7 %   Multi-channel network business
SH Entertainment Co., Ltd. (“SH Entertainment”) (a 70% owned subsidiary of Scenovo SG)   April 18, 2024   South Korea     35.7 %   Multi-channel
Sixiang Wuxian (Beijing) Technology Co., Ltd. (“WXBJ”) (a wholly owned subsidiary of Scienjoy HK)   October 17, 2017   The PRC     100 %   Holding Company
Sixiang Zhihui (Beijing) Technology Co., Ltd. (“ZH”) (a wholly owned subsidiary of WXBJ)   July 5, 2018   The PRC     100 %   Holding Company

 

F-6

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

1. ORGANIZATION AND PRINCIPAL ACTIVITIES (CONTINUED)

 

(a) Organization (continued)

 

Subsidiaries   Date of
incorporation
  Place of
incorporation
  Percentage of
direct/indirect
ownership
    Principal
activities
Sixiang Yingyue (Shanghai) Technology Co., Ltd. (“SXYY”) (a wholly owned subsidiary of WXBJ)   June 30, 2022   The PRC     100 %   Information technology
Holgus Sixiang Information Technology Co., Ltd. (“Holgus X”) (a wholly owned subsidiary of ZH) (1)   May 9, 2017   The PRC     100 %   Live streaming platform
Kashgar Sixiang Times Internet Technology Co., Ltd. (“Kashgar Times”) (a wholly owned subsidiary of ZH) (2)   March 2, 2016   The PRC     100 %   Live streaming platform
Kashgar Sixiang Lehong Information Technology Co., Ltd. (“Kashgar Lehong”) (a wholly owned subsidiary of ZH)   July 23, 2020   The PRC     100 %   Information technology
Holgus Sixiang Haohan Internet Technology Co., Ltd. (“Holgus H”) (a wholly owned subsidiary of ZH)   December 11, 2020   The PRC     100 %   Information technology
Sixiang ZhiHui (Hainan) Technology Co., Ltd. (“ZHHN”) (a wholly owned subsidiary of ZH)   December 23, 2020   The PRC     100 %   Live streaming platform
Sixiang Wuxian (Zhejiang) Culture Technology Co., Ltd. (“WXZJ”) (a wholly owned subsidiary of Scienjoy HK)   April 28, 2022   The PRC     100 %   Information technology
Sixiang Zhihui (Zhejiang) Culture Technology Co., Ltd. (“ZHZJ”) (a wholly owned subsidiary of WXZJ)   January 4, 2022   The PRC     100 %   Information technology
VIEs                    
Zhihui Qiyuan (Beijing) Technology Co., Ltd. (“QY”) (Controlled through contractual agreements by WXBJ)   January 22, 2019   The PRC     100 %   Holding Company
Beijing Sixiang Shiguang Technology Co., Ltd. (“SG”) (a wholly owned subsidiary of QY)   October 28, 2011   The PRC     100 %   Live streaming platform
Hai Xiu (Beijing) Technology Co., Ltd. (“HX”) (a wholly owned subsidiary of QY)   April 18, 2016   The PRC     100 %   Live streaming platform
Beijing Le Hai Technology Co., Ltd. (“LH”) (a wholly owned subsidiary of QY)   June 16, 2015   The PRC     100 %   Live streaming platform
Sixiang Mifeng (Tianjin) Technology Co., Ltd. (“MF”) (a wholly owned subsidiary of QY)   August 8, 2016   The PRC     100 %   Live streaming platform
Changxiang Infinite Technology (Beijing) Co., Ltd. (“CX”) (a wholly owned subsidiary of MF)   September 22, 2016   The PRC     100 %   Live streaming platform

 

F-7

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

1. ORGANIZATION AND PRINCIPAL ACTIVITIES (CONTINUED)

 

(a) Organization (continued)

 

Subsidiaries   Date of
incorporation
  Place of
incorporation
  Percentage of
direct/indirect
ownership
    Principal
activities
Zhihui QiYuan (Hainan) Investment Co., Ltd. (“QYHN”) (an 80% owned subsidiary of QY and a 20% owned subsidiary of MF)   March 2, 2021   The PRC     100 %   Live streaming platform
Beijing Weiliantong Technology Co., Ltd. (“WLT”) (a wholly owned subsidiary of QY)   July 28, 2015   The PRC     100 %   Live streaming platform
Chuangda Zhihui (Beijing) Technology Co., Ltd. (“CDZH”) (a wholly owned subsidiary of SG)   November 30, 2015   The PRC     100 %   Live streaming platform
Beijing Huayi Dongchen Technology Co., Ltd. (“HYDC”) (a wholly owned subsidiary of CDZH)   February 6, 2015   The PRC     100 %   Live streaming platform
Hongcheng Huiying (Zhejiang)Technology Industry Development Co., Ltd. (“HCHY”) (a 51% owned subsidiary of QYHN)   February 15, 2022   The PRC     51 %   Live streaming platform
Hangzhou Sixiang Fengjing Culture Technology Co., Ltd. (“SXFJ”) (a 51% owned subsidiary of QYHN)   May 30, 2024   The PRC     51 %   Holding Company
Sixiang Qiyuan (Hangzhou) Culture Technology Co., Ltd. (“QYHZ”) (Controlled through contractual agreements by WXZJ)   March 30, 2022   The PRC     100 %   Holding Company
Xiuli (Zhejiang) Culture Technology Co., Ltd. (“XLZJ”) (a wholly owned subsidiary of QYHZ)   April 7, 2022   The PRC     100 %   Live streaming platform
Leku (Zhejiang) Culture Technology Co., Ltd. (“LKZJ”) (a wholly owned subsidiary of QYHZ)   April 7, 2022   The PRC     100 %   Live streaming platform
Haifan (Zhejiang) Culture Technology Co., Ltd. (“HFZJ”) (a wholly owned subsidiary of QYHZ)   April 7, 2022   The PRC     100 %   Live streaming platform
Xiangfeng (Zhejiang) Culture Technology Co., Ltd. (“XFZJ”) (a wholly owned subsidiary of QYHZ)   April 7, 2022   The PRC     100 %   Live streaming platform
Hongren (Zhejiang) Culture Technology Co., Ltd. (“HRZJ”) (a wholly owned subsidiary of QYHZ)   April 7, 2022   The PRC     100 %   Live streaming platform

 

(1) Holgus X was deregistered on June 12, 2026.
(2) Kashgar Times was deregistered on March 17, 2026.

 

F-8

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

(a) Basis of presentation and principles of consolidation

 

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the U.S. generally accepted accounting principles (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the six months ended June 30, 2025 and 2026 are not necessarily indicative of the results that may be expected for the full year. The information included in this interim report should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations and the financial statements and notes thereto included in Scienjoy Holding Corporation’s annual financial statements for the fiscal year ended December 31, 2025 filed with the SEC on April 23, 2026.

 

The unaudited condensed consolidated financial statements include the financial statements of the Company and its subsidiaries, and its VIE and VIE’s subsidiaries over which the Company exercises control and, when applicable, entities for which the Company has a controlling financial interest or is the primary beneficiary. All significant inter-company transactions and balances between the Company, its subsidiaries and the VIE are eliminated upon consolidation.

 

(b) Business combinations

 

The Company accounts for all business combinations under the purchase method of accounting in accordance with ASC 805, Business Combinations (“ASC 805”). The purchase method of accounting requires that the consideration transferred to be allocated to net assets including separately identifiable assets and liabilities the Company acquired, based on their estimated fair value. The consideration transferred in an acquisition is measured as the aggregate of the fair values at the date of exchange of the assets given, liabilities incurred, and equity instruments issued as well as the contingent considerations and all contractual contingencies as of the acquisition date. The costs directly attributable to the acquisition are expensed as incurred. Identifiable assets, liabilities and contingent liabilities acquired or assumed are measured separately at their fair value as of the acquisition date, irrespective of the extent of any non-controlling interests. The excess of (i) the total of the cost of the acquisition, fair value of the non-controlling interests and acquisition date fair value of any previously held equity interest in the acquiree over (ii) the fair value of the identifiable net assets of the acquiree is recorded as goodwill. If the cost of acquisition is less than the fair value of the identifiable net assets of the acquiree, the difference is recognized directly in earnings. The determination and allocation of fair values to the identifiable net assets acquired and liabilities assumed is based on various assumptions and valuation methodologies requiring considerable judgment from management. Although the Company believes that the assumptions applied in the determination are reasonable based on information available at the date of acquisition, actual results may differ from forecasted amounts and the differences could be material. 

 

(c) Use of estimates

 

The preparation of the unaudited condensed consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. Areas where management uses subjective judgment include, but are not limited to those applied in the Company’s forecasted results of operations and cash flows, which are used in the determination of fair value for goodwill and indefinite-lived intangible asset impairment testing; revenue recognition, estimating the useful lives of long-lived assets and intangible assets, valuation assumptions in performing asset impairment tests of long-lived assets, allowance for credit losses, and impairment of long-term investments. 

 

F-9

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

  

(d) Foreign currency

 

The functional currency of the Company is in US dollars and the functional currency of the Company’s subsidiaries and VIEs are local currencies, as determined based on the criteria of Accounting Standards Codification (“ASC”) 830 (“ASC 830”) “Foreign Currency Matters”. The reporting currency of the Company is Renminbi (“RMB”).

 

Monetary assets and liabilities denominated in currencies other than the functional currency are translated into the functional currency at the rates of exchange in place at the balance sheet date. Transactions in currencies other than the functional currency during the year are converted into the functional currency at the applicable rates of exchange prevailing when the transactions occurred. Transaction gains and losses are recognized in the consolidated statement of operations.

 

Assets and liabilities of the Company translated from their respective functional currencies to the reporting currency at the exchange rates at the balance sheet dates, equity accounts are translated at historical exchange rates and revenues and expenses are translated at the average exchange rates in effect during the reporting period. The resulting foreign currency translation adjustment are recorded in other comprehensive income (loss).

 

(e) Convenience translation

 

Translations of balances in the consolidated balance sheets, consolidated statements of operations and comprehensive income (loss) and consolidated statements of cash flows from RMB into USD (or “US$”) as of and for the six months ended June 30, 2026 are solely for the convenience of the reader and were calculated at the rate of US$1.00 = RMB 6.7851, representing the noon buying rate in The City of New York for cable transfers of RMB as certified for customs purposes by the Federal Reserve Bank of New York on the last trading day of June 30, 2026 No representation is made that the RMB amounts represent or could have been, or could be, converted, realized or settled into US$ at that rate, or at any other rate.

 

(f) Accounts receivable and allowance for credit losses

 

Accounts receivable is stated at the historical carrying amount net of allowance for credit losses.

 

The Company maintains an allowance for credit losses which reflects its best estimate of amounts that potentially will not be collected. The Company determines the allowance for credit losses taking into consideration various factors including but not limited to historical collection experience and credit-worthiness of the debtors as well as the age of the individual receivables balance. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,” which requires the Company to measure and recognize expected credit losses for financial assets held and not accounted for at fair value through net income. The Company adopted this guidance effective January 1, 2023. The Company performs ongoing credit evaluations of the debtors, and assesses allowance for credit loss on a portfolio basis. When specific debtors are identified as no longer sharing the same risk profile as the current pool, they are removed from the pool and evaluated separately. Account balances are charged off against the allowance after all means of collection have been exhausted and the likelihood of collection is not probable.

 

(g) Investment in marketable security

 

Marketable securities consist of investments in equity securities with readily determinable fair values. Marketable equity securities that are bought and held principally for the purpose of selling them in the near term are classified as trading securities, in accordance with ASC 320. The Company accounts for investments in marketable equity securities with readily determinable fair values in accordance with ASC Topic 321, Investments - Equity Securities (“ASC 321”). These investments are measured at fair value with the related gains and losses, including unrealized, recognized in investment income (loss).

 

F-10

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

(h) Long term investment

 

ASU 2016-01 (“ASU 2016-01”), Recognition and Measurement of Financial Assets and Financial Liabilities amends certain aspects of recognition, measurement, presentation and disclosure of financial instruments. The main provisions require equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) to be measured at fair value through earnings, unless they qualify for a measurement alternative.

 

Equity Investments with readily determinable fair values

 

Equity investments with readily determinable fair values are measured and recorded at fair value using the market approach based on the quoted prices in active markets at the reporting date.

 

Equity investments without readily determinable fair values

 

After the adoption of this new accounting standard, the Company elected to record equity investments without readily determinable fair values and not accounted for under the equity method at cost, less impairment, adjusted for subsequent observable price changes on a nonrecurring basis, and report changes in the carrying value of the equity investment in current earnings. Changes in the carrying value of the equity investment are required to be made whenever there are observable price changes in orderly transactions for the identical or similar investment of the same issuer. Reasonable efforts shall be made to identify price changes that are known or that can reasonably be known.

 

Equity investments accounted for using the equity method

 

The Company accounts for its equity investment over which it has significant influence but does not own a majority equity interest or otherwise control, using the equity method. The Company adjusts the carrying amount of the investment and recognizes investment income or loss for its share of the earnings or loss of the investee after the date of investment. The Company assesses its equity investment for other-than-temporary impairment by considering factors including, but not limited to, current economic and market conditions, operating performance of the entity, including current earnings trends and undiscounted cash flows, and other entity-specific information. The fair value determination, particularly for investments in a privately held entity, requires judgment to determine appropriate estimates and assumptions. Changes in these estimates and assumptions could affect the calculation of the fair value of the investment and determination of whether any identified impairment is other-than-temporary. 

  

(i) Fair value of financial instruments

 

Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or a liability. Assets and liabilities recorded at fair value are measured and classified in accordance with a three-tier fair value hierarchy based on the observability of the inputs available in the market used to measure fair value:

 

  ● Level 1 — inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.

 

  ● Level 2 — inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, quoted market prices for identical or similar assets in markets that are not active, inputs other than quoted prices that are observable and inputs derived from or corroborated by observable market data.

 

  ● Level 3 — inputs to the valuation methodology are unobservable.

 

F-11

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

(i) Fair value of financial instruments (continued)

 

The carrying amounts of financial assets and liabilities, such as cash and cash equivalents, accounts receivable, other receivables included in prepaid expenses and other current assets, accounts payables, balances with related parties and other current liabilities, approximate their fair values because of the short-term maturity of these instruments.

 

Assets and Liabilities Measured or Disclosed at Fair Value on a recurring basis

 

The following tables represent the fair value hierarchy of the Company’s financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2025 and June 30, 2026:

  

    As of December 31, 2025  
    Fair Value Measurement at the Reporting Date using  
    Quoted
price in
active
markets
for identical
assets
Level 1
    Significant
other
observable
inputs
Level 2
    Significant
unobservable
inputs
Level 3
    Total  
    RMB     RMB     RMB     RMB  
Financial assets:                                                  
Investment in marketable equity security     8,561       -       -       8,561  

 

    As of June 30, 2026  
    Fair Value Measurement at the Reporting Date using  
    Quoted
price in
active
markets
for identical
assets
Level 1
    Significant
other
observable
inputs
Level 2
    Significant
unobservable
inputs
Level 3
    Total  
    RMB     RMB     RMB     RMB  
Financial assets:                        
Investment in marketable equity security     3,319             -                 -       3,319  

 

F-12

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

(j) Revenue recognition

 

The Company applies the ASU 2014-09, Revenue from Contracts with Customers — Topic 606 for its revenue recognition for all periods presented. Revenues are recognized when control of the promised virtual items or services is transferred to the Company’s customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those virtual items or services. Revenue is recorded, net of sales related taxes and surcharges.

 

Live streaming

 

The Company is principally engaged in operating its own live streaming platforms, which enable broadcasters and viewers to interact with each other during live streaming. The Company is responsible for providing a technological infrastructure to enable the broadcasters, online users and viewers to interact through live streaming platforms. All the platforms can be accessed for free. The Company mainly derives the revenue from sales of virtual items in the platforms. The Company has a recharge system for users to purchase the Company’s virtual currency then purchase virtual items for use. Users can recharge via various online third-party payment platforms, including WeChat Pay, AliPay and other payment platforms. Virtual currency is non-refundable and often consumed soon after it is purchased.

 

The Company designs, creates and offers various virtual items for sales to users with pre-determined stand-alone selling price. Virtual items are categorized as consumable and time-based items. Consumable items are consumed upon purchase and use while time-based items could be used for a fixed period of time. Users can purchase and present consumable items to broadcasters to show support for their favorite broadcasters, or purchase time-based virtual items for one or multiple months for a monthly fee, which provide users with recognized status, such as priority speaking rights or special symbols over a period of time.

 

The Company shares a portion of the sales proceeds of virtual items (“revenue sharing fee”) with broadcasters and talent agencies in accordance with their revenue sharing arrangements. Broadcasters, who do not have revenue sharing arrangements with the Company, are not entitled to any revenue sharing fee. The Company also utilizes third-party payment collection channels, which charges the payment handling cost for users to purchase the virtual currency directly from it. The payment handling costs are recorded in cost of sales.

 

The Company evaluates and determines that it is the principal and views users to be its customers, because the Company controls the virtual items before they are transferred to users. Its control is evidenced by the Company’s sole ability to monetize the virtual items before they are transferred to users, and is further supported by the Company being primarily responsible to the users for the delivery of the virtual items as well as having full discretion in establishing pricing for the virtual items. Accordingly, the Company reports live streaming revenues on a gross basis with the amounts billed to users recorded as revenues and revenue sharing fee paid to broadcasters and related agencies recorded as cost of revenues.

 

Sales proceeds are initially recorded as deferred revenue and recognized as revenue based on the consumption of the virtual items. The Company has determined that each individual virtual item represents a distinct performance obligation. Accordingly, live streaming revenue is recognized immediately when the consumable virtual item is used, or in the case of time-based virtual items, revenue is recognized over the fixed period on a straight-line basis. The Company does not have further obligations to the user after the virtual items are consumed. The Company’s live streaming virtual items are generally sold without right of return and the Company does not provide any other credit and incentive to its users. Unconsumed virtual currency is recorded as deferred revenue.

 

The Company also cooperates with independent third-party distributors to sell virtual currency through annual distribution agreements with these distributors. Third-party distributors purchase virtual currency from the Company with no refund provision according to the annual distribution agreements, and they are responsible for selling the virtual currency to end users. They may engage their own sales representatives, which are referred to as “sales agents” to directly sell to individual end users. The Company has no control over such “sales agents”. The Company has discretion to determine the price of the virtual currency sold to its third-party distributors, but has no discretion as to the price at which virtual currency is sold by its third-party distributors to the sales agents.

 

F-13

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

(j) Revenue recognition (continued)

 

Technical services and others

 

The Company generated technical and other revenues from providing multi-channel network (“MCN”) agency service, technical development, advisory and others, which accounts for only approximately 3% or less of revenue for the six months ended June 30, 2025 and 2026. As the amount was immaterial, and short-term in nature, which is usually less than six months, the Company recognizes revenue when service is rendered and accepted by customers. 

 

Practical expedients and exemptions

 

The Company’s contracts have an original duration of one year or less. Accordingly, the Company does not disclose the value of unsatisfied performance obligations. 

 

Revenue by types and platforms

 

The following table sets forth types of our revenue for the periods indicated:

 

    For the six months ended June 30,  
    2025     2026     2026  
    RMB     RMB     US$  
Live streaming - consumable virtual items revenue     630,084       564,951       83,263  
Live streaming - time based virtual item revenue     9,258       6,092       898  
Technical services and others     17,025       17,024       2,509  
Total revenue     656,367       588,067       86,670  

 

As of June 30, 2026, the Company operated five brands of live streaming platforms, consisting of: Showself Live Streaming, Lehai Live Streaming, Haixiu Live Streaming, BeeLive Live Streaming (including BeeLive Chinese version – Mifeng) and Hongle Live Streaming. The following table sets forth our revenue by platforms for the periods indicated:

 

    For the six months ended June 30,  
    2025     2026     2026  
    RMB     RMB     US$  
Showself     165,985       143,165       21,100  
Lehai     136,694       178,448       26,300  
Haixiu     117,037       91,173       13,437  
Beelive     118,955       98,688       14,545  
Hongle     100,671       59,569       8,779  
Technical services and others     17,025       17,024       2,509  
TOTAL     656,367       588,067       86,670  

 

Contract balances

 

Contract balances include accounts receivable and deferred revenue. Accounts receivable primarily represent cash due from distributors and are recorded when the right to consideration is unconditional. The allowance for credit losses reflects the best estimate of probable losses inherent to the account receivable balance. Deferred revenue primarily includes unconsumed virtual currency and unamortized revenue from time-based virtual items in the Company’s platforms, where there is still an obligation to be provided by the Company, which will be recognized as revenue when all of the revenue recognition criteria are met. Due to the generally short-term duration of the relevant contracts, all performance obligations are satisfied within one year. 

 

F-14

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

(k) Government subsidies

 

Government subsidies are primarily referred to the amounts received from various levels of local governments from time to time which are granted for general corporate purposes and to support its ongoing operations in the region. The grants are determined at the discretion of the relevant government authority and there are no restrictions on their use. The government subsidies amounted to RMB7,962 and RMB158 (US$23) for the six months ended June 30, 2025 and 2026 are recorded as other income.

 

(l) Cost of revenues

 

Amounts recorded as cost of revenue relate to direct expenses incurred in order to generate revenue. Such costs are recorded as incurred. Cost of revenues consists primarily of (i) revenue sharing fees and content costs, including payments to various broadcasters, and content providers, (ii) bandwidth costs, (iii) salaries and welfare, (iv) depreciation and amortization expense for servers and other equipment, and intangibles directly related to operating the platform, (v) user acquisition costs (vi) payment handling costs, and (vii) other costs. 

 

(m) Sales and marketing expenses

 

Sales and marketing expenses consist primarily of advertising and market promotion expenses. The advertising and market promotion expenses amounted to RMB3,285 and RMB1,720 (US$253) for the six months ended June 30, 2025 and 2026, respectively.

 

(n) Income taxes

 

The Company accounts for current income taxes in accordance with the laws of the relevant tax authorities. The Company follows the liability method in accounting for income taxes in accordance to ASC topic 740 (“ASC 740”), Income Taxes. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities using enacted tax rates that will be in effect in the period in which the differences are expected to reverse. A valuation allowance would be recorded against deferred tax assets if, based on the weight of available evidence, it is more-likely-than-not that some portion, or all, of the deferred tax assets will not be realized.

 

The guidance on accounting for uncertainties in income taxes prescribes a more likely than not threshold for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Guidance was also provided on recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, accounting for interest and penalties associated with tax positions, accounting for income taxes in interim periods, and income tax disclosures. Significant judgment is required in evaluating the Company’s uncertain tax positions and determining its provision for income taxes. The Company recognizes interests and penalties, if any, under accrued expenses and other current liabilities on its balance sheet and under other expenses in its statement of comprehensive loss. The Company did not recognize any interest and penalties associated with uncertain tax positions for six months ended June 30, 2025 and 2026. As of December 31, 2025 and June 30, 2026, the Company did not have any significant unrecognized uncertain tax positions.

 

(o) Value added tax (“VAT”)

 

Revenue represents the invoiced value of service, net of VAT. The VAT is based on gross sales price and VAT rates range up to 13%, depending on the type of service provided. Entities that are VAT general taxpayers are allowed to offset qualified input VAT paid to suppliers against their output VAT liabilities. Net VAT balance between input VAT and output VAT is recorded in tax payable. All of the VAT returns filed by the Company’s subsidiaries in China, have been and remain subject to examination by the tax authorities for five years from the date of filing. 

 

F-15

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

 

(p) Earnings (loss) per share

 

The Company computes earnings (loss) per share (“EPS”) in accordance with ASC 260, “Earnings per Share”. ASC 260 requires companies to present basic and diluted EPS. Class A ordinary shares and Class B ordinary shares have the same rights in dividend, Therefore, basic and diluted loss per share is the same for both classes of ordinary shares. Basic EPS is measured as net income divided by the weighted average common share outstanding for the period. Diluted EPS presents the dilutive effect on a per share basis of the potential common shares (e.g., convertible securities, options and warrants) as if they had been converted at the beginning of the periods presented, or issuance date, if later. Potential common shares that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. Contingently issuable shares were not included in the computation of diluted shares outstanding if they were not issuable should the end of the reporting period have been the end of the contingency period. For the six months ended June 30, 2025, there was 636,691 contractual issuable shares related to Weiliantong acquisition and 77,496 shares related to RSU incentive plan. For the six months ended June 30, 2026 and 2025, there were no dilutive shares. 

 

(q) Non-controlling interests

 

As of June 30, 2026, non-controlling interests represent 49% non-controlling shareholders’ interests in HCHY, 49% non-controlling shareholders’ interests in SXFJ, 49% non-controlling shareholders’ interests in Scienjoy Verse and its fully owned subsidiary Scienjoy Meta, 10% non-controlling shareholders’ interests in SJ Verse, 49% non-controlling shareholders’ interests in Scenovo SG and its fully owned subsidiary Fashionfly Limited, 30% non-controlling shareholders’ interests in Star Home, 30% non-controlling shareholders’ interests in Techjoy SG and 30% non-controlling shareholders’ interests in SH Entertainment. The non-controlling interests are presented in the consolidated balance sheets, separately from equity attributable to the shareholders of the Company. Non-controlling interests in the operating results of the Company are presented on the face of the consolidated statements of comprehensive income (loss) as an allocation of the total income or loss between non-controlling interest holders and the shareholders of the Company. 

 

(r) Segment reporting

 

ASC 280, “Segment Reporting”, establishes standards for reporting information about operating segments on a basis consistent with the Company’s internal organizational structure as well as information about geographical areas, business segments and major customers in financial statements for details on the Company’s business segments. The Company’s long-lived assets are substantially all located in the PRC and majority of the Company’s revenues are derived from the PRC. Therefore, no geographical segments are presented. The Company uses the “management approach” in determining reportable operating segments. The management approach considers the internal organization and reporting used by the Group’s the chief operating decision maker (CODM) for making operating decisions and assessing performance as the source for determining the Company’s reportable segments. The Company’s chief operating decision-maker (“CODM”) has been identified as its Chief Executive Officer. The Company’s CODM relies upon the consolidated results of operations as a whole when making decisions about allocating resources and assessing the performance of the Company. As a result of the assessment made by CODM, the Company has only one reportable segment as defined by ASC 280. The Company has concluded that consolidated net income is the measure of segment profitability. The Company does not distinguish between markets or segments for the purpose of internal reporting. 

 

F-16

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

  

(s) Recent accounting pronouncements

 

In November 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”), and in January 2025, the FASB issued ASU No. 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date (“ASU 2025-01”). ASU 2024-03 requires additional disclosure of the nature of expenses included in the income statement as well as disclosures about specific types of expenses included in the expense captions presented in the income statement. ASU 2024-03, as clarified by ASU 2025-01, is effective for annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027. Both early adoption and retrospective application are permitted. The Company is currently evaluating the impact of this accounting standard update on its unaudited condensed consolidated financial statements and related disclosures.

 

In May 2025, the FASB issued ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity. ASU 2025-03 clarifies the guidance to determine the accounting acquirer in a business combination that is effected primarily by exchanging equity interests, when the legal acquiree is a variable interest entity (“VIE”) that meets the definition of a business. ASU 2025-03 requires entities to consider the same factors in ASC 805, Business Combinations, required for determining which entity is the accounting acquirer in other acquisition transactions. ASU 2025-03 is effective for the Company’s annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods, with early adoption permitted. ASU 2025-03 is required to be applied on a prospective basis to any acquisition transaction that occurs after the initial application date. The Company is currently assessing the impact this standard will have on the Company’s unaudited condensed consolidated financial statements.

 

In May 2025, the FASB issued ASU 2025-04, Compensation—Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606). ASU 2025-04 revises the definition of the term performance condition for share-based consideration payable to a customer to incorporate conditions that are based on the volume or monetary amount of a customer’s purchases or potential purchases. ASU 2025-04 also eliminates the policy election to account for forfeitures as they occur for awards with service conditions. ASU 2025-04 also clarifies that ASC 606 variable consideration guidance does not apply to share-based payments to customers; instead, vesting probability should be assessed solely under ASC 718, Compensation—Stock Compensation. ASU 2025-04 is effective for the Company’s annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods, with early adoption permitted. ASU 2025-04 may be applied on either a modified retrospective basis or on a retrospective basis. The Company is currently assessing the impact this standard will have on the Company’s unaudited condensed consolidated financial statements.

 

In September 2025, the FASB issued ASU 2025-06, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software to modernize the accounting for internal-use software costs, primarily by simplifying the requirements to capitalize software development costs. This update is effective beginning with the Company’s 2028 fiscal year annual reporting period, with early adoption permitted. The Company is currently assessing the impact this standard will have on the Company’s unaudited condensed consolidated financial statements.

 

In December 2025, the FASB issued ASU 2025-10, Government Grants (Topic 832): Accounting for Government Grants Received by Business Entities to establish authoritative guidance on the accounting for government grants received by business entities. This update is effective beginning with the Company’s 2029 fiscal year annual reporting period, with early adoption permitted. The Company is currently assessing the impact this standard will have on the Company’s unaudited condensed consolidated financial statements. 

 

F-17

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

  

(s) Recent accounting pronouncements (continued)

 

In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvement. ASU 2025-11 is intended to improve the navigability of required interim disclosures and clarify when that guidance is applicable, and also to provide additional guidance on what disclosures should be provided in interim reporting periods. ASU 2025-11 is effective for public business entities for interim reporting periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted. The Group is currently evaluating the impact of ASU 2025-11 on its unaudited condensed financial statements and related disclosures.

 

In December 2025, the FASB issued ASU 2025-12, Codification Improvements. ASU 2025-12 makes thirty-three incremental improvements to generally accepted accounting principles. ASU 2025-12 is effective for all entities for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods. The Group is currently evaluating the impact of ASU 2025-12 on its unaudited condensed financial statements and related disclosures

 

Except for the above-mentioned pronouncements, there are no new recent issued accounting standards that will have a material impact on the unaudited condensed consolidated financial position, statements of operations and cash flows.

 

3. CONCENTRATION OF RISK

 

(a) Credit risk

 

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents, accounts receivable, other receivables included in prepaid expenses, other current assets, and amounts due from related parties. As of December 31, 2025 and June 30, 2026, RMB301,095 and RMB 321,591 (US$47,397), respectively, were deposited with major financial institutions located in the PRC. There is a RMB500,000 deposit insurance limit for a legal entity’s aggregated balance at each mainland PRC bank, and the bank deposits with financial institutions in the Hong Kong Special Administrative Region are insured by the government authority up to HKD500,000. Management believes that these financial institutions are of high credit quality and continually monitor the credit worthiness of these financial institutions. Historically, deposits in Chinese banks are secure due to the state policy on protecting depositors’ interests.

 

For the credit risk related to accounts receivable, the Company adopted Credit Losses (Topic 326) effective January 1, 2023. The Company performs ongoing credit evaluations of its debtors and assesses allowance for credit loss on a portfolio basis. When specific debtors are identified as no longer sharing the same risk profile as the current pool, they are removed from the pool and evaluated separately. The Company makes specific bad debt provisions based on management’s best estimates of specific losses on individual exposures, as well as a provision on historical trends of collections. Account balances are charged off against the allowance after all means of collection have been exhausted and the likelihood of collection is not probable. In estimating expected credit losses, the Company considered the uncertainties associated with regulatory policy changes in the industry and recent and expected market trends. The Company’s exposure to credit losses may increase if its debtors are adversely affected by changes, such as economic pressures or uncertainty associated with local and industry, or other customer-specific factors. The facts and circumstances of each account may require the Company to use substantial judgment in assessing its collectability. The Company will continue to periodically review the allowance and make necessary adjustments accordingly.

 

F-18

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

3. CONCENTRATION OF RISK (Continued)

 

(b) Currency convertibility risk

 

Majority of the Company’s businesses are transacted in RMB, which is not freely convertible into foreign currencies. On January 1, 1994, the PRC government abolished the dual rate system and introduced a single rate of exchange as quoted daily by the People’s Bank of China. However, the unification of the exchange rates does not imply the convertibility of RMB (¥) into US$ ($) or other foreign currencies. All foreign exchange transactions continue to take place either through the People’s Bank of China or other banks authorized to buy and sell foreign currencies at the exchange rates quoted by the People’s Bank of China. Approval of foreign currency payments by the People’s Bank of China or other institutions requires submitting a payment application form together with suppliers’ invoices, shipping documents and signed contracts.

 

(c) Significant customers

 

For the six months ended June 30, 2025 and 2026, no customer individually represents greater than 10% of the total revenue. 

 

(d) Significant suppliers

 

For the six months ended June 30, 2025 and 2026, no vendor accounted for greater than 10% of the Company’s total purchases. As of December 31, 2025, one vendor accounted for greater than 11.5% of the Company’s accounts payable. As of June 30, 2026, one vendor accounted for 10.3% of the Company’s accounts payable.

 

4. ACCOUNTS RECEIVABLE, NET

 

Accounts receivable and allowance for credit losses consist of the following:

 

    As of
December 31,
    As of
June 30,
 
    2025     2026     2026  
    RMB     RMB     US$  
Accounts receivable     176,261       177,765       26,199  
Less: allowance for credit losses     (132,971 )     (132,247 )     (19,490 )
Accounts receivable, net     43,290       45,518       6,709  

 

An analysis of the allowance for credit losses is as follows:

 

    For the
year ended
December 31,
    For the
six months ended
June 30,
 
    2025     2026     2026  
    RMB     RMB     US$  
Beginning balance     5,682       132,971       19,598  
Additions (reversal)     127,290       (724 )     (108 )
Exchange difference     (1 )     -     -  
Ending balance     132,971       132,247       19,490  

 

F-19

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

4. ACCOUNTS RECEIVABLE, NET (CONTINUED)

 

Three unrelated distributors accounted for 42.5%, 25.5% and 19.0% of the Company’s accounts receivable as of December 31, 2025, respectively. Three unrelated distributors accounted for 42.2%, 25.3% and 18.3% of the Company’s accounts receivable as of June 30, 2026, respectively.    

 

5. LONG TERM INVESTMENTS

 

    Equity investments accounted for using the equity method (ii)     Equity investments without readily determinable fair value (i)     Total  
    RMB     RMB     RMB  
Balance as of January 1, 2025     156,775       100,612       257,387  
Additions     150,000       6,000       156,000  
Decrease     (149,972 )     (234 )     (150,206 )
Share of gain in equity method investees     8,712       -       8,712  
Exchange difference     (632 )     -       (632 )
Balance as of December 31, 2025     164,883       106,378       271,261  

 

    Equity investments accounted for using the equity method (ii)    

Equity

investments

without

readily

determinable

fair value(i)

    Total     Total  
    RMB     RMB     RMB     US$  
Balance as of January 1, 2026     164,883       106,378       271,261       39,979  
Decrease     (87 )     (232 )     (319 )     (47 )
Share of loss in equity method investees     (410 )     -       (410 )     (60 )
Exchange difference     (547 )     -       (547 )     (81 )
Balance as of June 30, 2026     163,839       106,146       269,985       39,791  

 

F-20

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

5. LONG TERM INVESTMENTS (CONTINUED)

 

(i)

Cost-method investments include the following items: 

 

In 2020, the Company invested RMB5,000 for 1.70% equity interest in the privately-held entity (“Zhejiang Qusu Technology Co., Ltd” or “QS”), in which the Company does not have significant influence and such investment do not have readily determinable fair values. After a series of capital change, the Company’s equity interest in Chengdu Tianfu was changed to 1.6496% as of June 30, 2026.

 

On May 27, 2021, the Company invested RMB10,000 for 4.44% equity interest in Qingdao Weilai JingChanye Investment Fund LP (“QD”), in which the Company does not have significant influence and such investment do not have readily determinable fair values. For the six months ended June 30, 2026, the Company received principal refund of RMB140 and share of gain of RMB14, respectively.

 

On December 9, 2022, the Company invested RMB5,000 for 1.12% equity interest in Chengdu Tianfu Yuanhe Jingu Venture Capital Center LP (“Chengdu Tianfu”), in which the Company does not have significant influence and such investment do not have readily determinable fair values. After a series of capital change, the Company’s equity interest in Chengdu Tianfu was changed to 0.9823% as of June 30, 2026. During the year ended December 31, 2025, the Company received principal refund of RMB7. During the six months ended June 30, 2026, the Company received principal refund of RMB5.

 

On December 19, 2022, the Company invested RMB25,000 in Banyou Century (Hangzhou) Technology Co., Ltd.(“Banyou”) for its 7.6923% equity interest. On July 3, 2023, the Company signed a purchase agreement with Qingdao Sixiang Zhuohong Private Equity LP (“Qingdao LP”) to purchase 11.5385% equity interest of Banyou for a consideration of RMB37,500. Together with the newly acquired equity interest, the Company holds in total of 19.2308% equity interest in Banyou, in which the Company does not have significant influence and such investment do not have readily determinable fair values. On July 19, 2023, the Company fully paid RMB37,500 to Qingdao LP.

 

On October 9, 2021, the Company signed an investment agreement to invest up to RMB8,500 into Hainan Jiuhe Huiyuan No.1 Fund Partnership (Limited partnership) (“Hainan Jiuhe”) for its 3.26% equity interest, in which the Company does not have significant influence and such investment do not have readily determinable fair values. On January 17, 2023 and April 21, 2025, the Company invested RMB3,500 and RMB5,000 in Hainan Jiuhe, respectively. After a series of capital change, the Company’s equity interest in Hainan Jiuhe was change to 5.296% in Hainan Jiuhe as of June 30, 2026. During the year ended December 31, 2025, the Company received principal refund of RMB227.For the six months ended June 30, 2026, the Company received principal refund of RMB87 and share of gain of RMB326, respectively.

 

On March 12, 2024, the Company entered into an equity purchase agreement with Qingdao LP for a consideration of RMB13,500 to purchase 6% equity interest of Hangzhou Zhange Culture Technology Co., Ltd (“Zhange”), in which the Company does not have significant influence and such investment do not have readily determinable fair values. On March 14, 2024, the Company paid RMB13,500 to Qingdao LP.

 

On December 23, 2024, the Company invested RMB2,000 in Shenzhen Leyishang E-commerce Co., Ltd (“Shenzhen Leyishang”) for its 10% equity interest. On June 18, 2025, the Company further invested RMB1,000 in Shenzhen Leyishang for its 2.25% equity interest and after this investment, the Company holds total 12.25% equity interest in Shenzhen Leyishang. The Company does not have significant influence and such investment do not have readily determinable fair values.

 

F-21

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

5. LONG TERM INVESTMENTS (CONTINUED)

 

(ii)

Equity investments include the following items:

 

On October 9, 2021, the Company signed an investment agreement to invest up to RMB150,000 into Qingdao LP, which further invests in broadcaster, IT, Big Data, Artificial Intelligence and logistic industry. The Qingdao LP is managed by two unrelated general partners (GPs). The Company, as a Limited partner, neither participate in the daily operation of Qingdao LP, nor has the exclusive rights to control the partnership meeting and investment decisions. As a result, the Company considers it has significant influence on this investment based on its voting power. Qingdao LP entered liquidation and refunded RMB149,972 to the Company for the year ended December 31, 2025. On January 27, 2026, Qingdao LP completed the liquidation and made a distribution of RMB87 to the Company. The Company recorded shares of loss of RMB747 for the six months ended June 30, 2025 and share of gain of RMB87 (US$13) for the six months ended June 30, 2026. 

 

On September 6, 2023, the Company signed a share purchase agreement to invest up to US$3,000 (RMB21,384) into DVCC TECHNOLOGY L.L.C (“DVCC”) for its 30% equity interest, the investment will be paid in two tranches (a) US$1,000 will be paid in five days after the completion of the corresponding condition is completed; (b)US$2,000 no later than ten days after the completion of the corresponding condition. As a result, the Company considers it has significant influence on this investment based on its voting power. The Company recorded shares of loss of RMB224 and RMB175 (US$26) for the six months ended June 30, 2025 and 2026, respectively. 

 

On July 8, 2025, the Company signed a share purchase agreement to invest up to RMB150,000 for 83.28% equity interest of Nanjing Haihonghui Venture Capital Investment Fund Partnership (Limited Partnership) (“Nanjing Haihonghui”). For the year ended December 31, 2025, the Company have paid RMB150,000. The Company owns 83.28% equity interest of Nanjing Haihonghui, but the executive general partner is the one who controls daily operation in Nanjing Haihonghui. The Company considers that it has significant influence but not control over Nanjing Haihonghui. The Company recorded shares of loss of RMB323 (US$49) for the six months ended June 30, 2026.

 

The Company believes there was no material market environment change or impairment indicator for long-term investments.

 

F-22

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

6. RIGHT-OF-USE ASSETS

 

The Company has several operating leases for offices. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants.

 

Supplemental balance sheet information related to operating leases was as follows:

  

    As of
December 31,
    As of
June 30,
 
    2025     2026     2026  
    RMB     RMB     US$  
Right-of-use assets, net     14,695       21,262       3,134  
                         
Operating lease liabilities - current     3,641       6,273       925  
Operating lease liabilities - non-current     10,399       14,185       2,091  
Total operating lease liabilities     14,040       20,458       3,016  

 

The weighted average remaining lease terms and discount rates for all of operating leases were as follows as of December 31, 2025 and June 30, 2026:  

 

    As of
December 31,
    As of
June 30,
 
    2025     2026  
Remaining lease term and discount rate:            
Weighted average remaining lease term (years)     3.92       3.3  
Weighted average discount rate (%)     4.70       3.6  

 

Information related to operating lease activities for the six months ended June 30, 2025 and 2026 is set forth below:

 

    For the six months ended June 30,  
    2025     2026     2026  
    RMB     RMB     US$  
Operating lease right-of-use assets obtained in exchange for lease liabilities     16,442       9,564       1,410  
                         
Operating lease expense                        
Amortization of right-of-use assets     3,492       2,997       442  
Interest of lease liabilities     280       276       41  
Total operating lease expense     3,772       3,273       483  

 

The following is a schedule of maturities of lease liabilities as of June 30, 2026:

 

    RMB     US$  
Twelve months ending June 30,            
2027     6,882       1,014  
2028     6,955       1,025  
2029     5,914       872  
2030     1,860       275  
Total future minimum lease payments     21,611       3,186  
Less: imputed interest     (1,153 )     (170 )
Present value of lease liabilities     20,458       3,016  

 

F-23

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

7. INCOME TAXES

 

Enterprise income tax

 

British Virgin Islands

 

Under the current laws of the British Virgin Islands, the Company incorporated in the British Virgin Islands is not subject to tax on income or capital gain. Additionally, the British Virgin Islands does not impose a withholding tax on payments of dividends to shareholders.

 

Cayman Islands

 

Under the current laws of the Cayman Islands, the subsidiary of the Company incorporated in the Cayman Islands is not subject to tax on income or capital gain. Additionally, the Cayman Islands does not impose a withholding tax on payments of dividends to shareholders.

 

Singapore

 

Under Singapore tax laws, subsidiaries in Singapore are subject to statutory income tax rate at 17.0% if revenue is generated in Singapore and there are no withholding taxes in Singapore on remittance of dividends.

 

Dubai

 

Subsidiaries in Dubai are subject to statutory income tax rate at 9% above the threshold of 375,000AED.

 

Hong Kong

 

Under the current Hong Kong Inland Revenue Ordinance, the subsidiary of the Company in Hong Kong is subject to 16.5% Hong Kong profit tax on its taxable income generated from operations in Hong Kong. Additionally, payments of dividends by the subsidiary incorporated in Hong Kong to the Company are not subject to any Hong Kong withholding tax.

 

South Korea

 

Under South Korea tax laws, subsidiaries incorporated in South Korea are subject to graduate rates ranging from 9% to 24%, depending on the level of taxable income, and is subject to an additional local income surtax of 10% of the corporate income tax liability.

 

The PRC

 

The Company’s subsidiaries and the VIE that are each incorporated in the PRC are subject to Corporate Income Tax (“CIT”) on the taxable income as reported in their respective statutory financial statements adjusted in accordance with the new PRC Enterprise Income Tax Laws (“PRC Income Tax Laws”) effective from January 1, 2008. Pursuant to the PRC Income Tax Laws, the Company’s PRC subsidiaries and the VIE are subject to a CIT statutory rate of 25%.

 

Under the PRC Income Tax Laws, an enterprise which qualifies as a High and New Technology Enterprise (“the HNTE”) is entitled to a preferential tax rate of 15% provided it continues to meet HNTE qualification standards on an annual basis. SG qualifies as an HNTE and is entitled for a preferential tax rate of 15% from 2018 to 2026. HX qualifies as an HNTE and is entitled for a preferential tax rate of 15% from 2017 to 2026. LH qualifies as an HNTE and is entitled for a preferential tax rate of 15% from 2016 to 2027. The company is renewing the certification. WLT qualifies as an HNTE and is entitled for a preferential tax rate of 15% from 2017 to 2026.

 

F-24

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

7. INCOME TAXES (CONTINUED)

 

Under the PRC Income Tax Laws, during the period from January 1, 2010 to December 31, 2030, an enterprise which established in region of Holgus and Kashgar is entitled to a preferential tax rate of 0% in five consecutive years and a preferential tax rate of 9% for the next five years since the first-year income generated from operations provided it continues to meet the conditions within the required scope.

 

Holgus X qualifies for the conditions and entitled for a preferential tax rate of 0% from 2017 to 2021 and a preferential tax rate of 9% from 2022 to 2026. Kashgar Times qualifies for the conditions and entitled for a preferential tax rate of 0% from 2016 to 2020 and a preferential tax rate of 9% from 2021 to 2025. Holgus H qualifies for the conditions and entitled for a preferential tax rate of 0% from 2020 to 2025 and a preferential tax rate of 9% from 2026 to 2030. Kashgar Lehong qualifies for the conditions and entitled for a preferential tax rate of 0% from 2020 to 2025 and a preferential tax rate of 9% from 2026 to 2030. For the six months ended June 30, 2025 and 2026, total tax saving for the preferential tax rate were RMB6,255 and RMB1,137 (US$168), respectively, the impacts on basic EPS were RMB0.5 and RMB0.0 (US$0.0), respectively, and the impacts on dilutive EPS were RMB0.2 and RMB0.1 (US$0.0), respectively.

 

Uncertain tax positions

 

The Company evaluates the level of authority for each uncertain tax position (including the potential application of interest and penalties) based on the technical merits, and measures the unrecognized benefits associated with the tax positions. As of December 31, 2025 and June 30, 2026, the Company did not have any significant unrecognized uncertain tax positions.

 

The Company did not incur any interest or penalty related to potential underpaid income tax expenses for the six months ended June 30, 2025 and 2026, and also does not anticipate any significant increases or decreases in unrecognized tax benefits in the next 12 months from June 30, 2026.

 

The income tax expenses comprise:

 

    For the six months ended June 30,  
    2025     2026     2026  
    RMB     RMB     US$  
Current income tax expense     3,439       495       73  
Deferred income tax expense (benefit)     (831 )     8       1  
Income tax expenses     2,608       503       74  

 

A reconciliation of the differences between the statutory tax rate and the effective tax rate for CIT for the six months ended June 30, 2025 and 2026 is as follows:

 

    For the six months ended June 30,  
    2025     2026  
Income tax computed at PRC statutory tax rate     25.0 %     25.0 %
Effect of tax-preferential entities     50.6 %     (5.9 )%
Non-deductible expenses and others     (54.5 )%     (16.5 )%
Income tax expense     21.1 %     2.6 %

 

F-25

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

7. INCOME TAXES (CONTINUED)

 

The components of deferred taxes are as follows:

 

    As of December 31,     As of
June 30,
 
    2025     2026     2026  
    RMB     RMB     US$  
Deferred tax assets:                  
Allowance for credit losses     33,941       33,875       4,993  
Net operating losses carried forward     3,347       3,382       498  
Total deferred tax assets     37,288       37,257       5,491  

 

Based upon the level of historical taxable income and projections for future taxable income over the periods in which the deferred tax assets are recoverable, management believes that it is more likely than not that the results of future operations will generate sufficient taxable income to realize the deferred tax assets for the Company. Thus, there were no valuation allowances as of December 31, 2025 and June 30, 2026 for the deferred tax assets.

 

8. RELATED PARTY BALANCES AND TRANSACTIONS

 

In addition to the information disclosed elsewhere in the financial statements, the principal related parties with which the Company had transactions during the years presented are as follows:

 

Name of Related Parties   Relationship with the Company
Beijing Junwei Technology Co., Ltd   Controlling shareholder of QY

 

As of December 31, 2025 and June 30, 2026, the amounts due from related party are as follows:

 

    As of
December 31,
    As of
June 30,
 
    2025     2026     2026  
    RMB     RMB     US$  
Amount due from related party                  
Beijing Junwei Technology Co., Ltd (i)     100       -       -  
Total     100       -       -  

  

(i) represents the business advance payments made to Beijing Junwei Technology Co., Ltd. for administration and registration service.

 

F-26

 

SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

9. SHAREHOLDERS’ EQUITY

 

Ordinary Shares

 

The Company is authorized to issue an unlimited number of no par value Class A ordinary shares and Class B ordinary shares.

 

As of June 30, 2026, the Company had 40,472,829 Class A ordinary shares and 2,925,058 Class B ordinary shares issued; 39,334,699 Class A ordinary shares and 2,925,058 Class B ordinary shares outstanding.

 

Treasury Shares

 

As of December 31, 2025, 1,048,178 shares were held in the Company’s escrow account.

 

In January 2026, the Company repurchased an aggregate of 89,952 Class A ordinary shares at price of US$0.74 per share, which was recorded as treasury shares.

 

As of December 31, 2025 and June 30, 2026, 1,048,178 and 1,138,130 shares were held in the Company’s escrow account as reserve solely for potential need.  

 

Shares to be issued

 

As of December 31, 2025, shares to be issued represented the Company’s obligation to issue 636,691 Class A ordinary shares to Qingdao Weilaijin Industry Investment Fund Partnership (Limited Partnership) (“Weilaijin”) with fair value of RMB20,817 in connection with the acquisition of Weiliantong in 2022. The Company is required to issue the related shares upon receipt of exercise notice from Weilaijin. On May 21, 2026, the Company issued 636,691 Class A ordinary shares.

 

2021 Equity Incentive Plan

 

On August 3, 2021, the Employee Share Option Committee (the “ESOP Committee”) of the Company approved a resolution which appointed the Chief Executive Officer and Chief Operating Officer as Authorized Officer of ESOP Committee to grant share options to employees, directors, advisors, consultants and service providers of the Company. In 2021, the ESOP Committee approved the granting Restricted Share Units (“RSU”) under the 2021 Equity Incentive Plan. On July 19, 2025, the board of directors (the “Board”) adopted resolutions by written consent to approve the Amendment of the 2021 Equity Incentive Plan (the “Amended Plan”) solely to (i) increase the number of Ordinary Shares available for issuance under the Original Plan from 3,000,000 shares to 6,000,000 shares, effective as of July 19, 2025 and (ii) include an evergreen provision that would increase, commencing on January 1, 2026, and continuing annually on each anniversary thereof through and including January 1, 2035, equal to the lesser of (i) 3% of the Ordinary Shares outstanding on the last day of the immediately preceding calendar year and (ii) such smaller number of Shares as determined by the Board or the Committee.

 

As of December 31, 2025, the Company had 249,311 RSUs outstanding. For the six months ended June 30, 2026, the ESOP Committee approved the granting of 176,000 RSUs under the 2021 Equity Incentive Plan. For the six months ended June 30, 2026, 2,906 RSUs were forfeited and 298,428 RSUs were vested. As of June 30, 2026, the Company had 123,977 RSUs outstanding.

 

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SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

10. STATUTORY RESERVES AND RESTRICTED NET ASSETS

 

The Company’s ability to pay dividends is primarily dependent on the Company receiving distributions of funds from its subsidiaries. Relevant PRC statutory laws and regulations permit payments of dividends by the Company’s PRC subsidiaries only out of their retained earnings, if any, as determined in accordance with PRC accounting standards and regulations. The results of operations reflected in the unaudited condensed consolidated financial statements prepared in accordance with U.S. GAAP differ from those reflected in the statutory financial statements of the Company’s subsidiaries.

 

In accordance with the PRC Regulations on Enterprises with Foreign Investment and the articles of association of the Company’s PRC subsidiaries, a foreign-invested enterprise established in the PRC is required to provide certain statutory reserves, namely general reserve fund, the enterprise expansion fund and staff welfare and bonus fund which are appropriated from net profit as reported in the enterprise’s PRC statutory accounts. A foreign-invested enterprise is required to allocate at least 10% of its annual after-tax profit to the general reserve until such reserve has reached 50% of its respective registered capital based on the enterprise’s PRC statutory accounts. Appropriations to the enterprise expansion fund and staff welfare and bonus fund are at the discretion of the board of directors for all foreign-invested enterprises. The aforementioned reserves can only be used for specific purposes and are not distributable as cash dividends. WXBJ and WXZJ was established as a foreign-invested enterprise and, therefore, is subject to the above mandated restrictions on distributable profits. As of December 31, 2025 and June 30, 2026, the Company had appointed RMB34,091 and RMB35,181 (US$5,185), respectively in its statutory reserves.

 

Foreign exchange and other regulations in the PRC may further restrict the Company’s VIE from transferring funds to the Company in the form of dividends, loans and advances. Amounts restricted include paid-in capital, additional paid-in capital and statutory reserves of the Company’s PRC Subsidiaries and the equity of VIE, as determined pursuant to PRC generally accepted accounting principles. As of December 31, 2025 and June 30, 2026, restricted net assets of the Company’s PRC subsidiaries and VIE were RMB412,471 and RMB434,379 (US$64,020).

 

11. COMMITMENTS AND CONTINGENCIES

 

(a) Capital and Other Commitments

 

The Company did not have significant capital and other commitments as of December 31, 2025 and June 30, 2026.

 

(b) Contingencies

 

From time to time, the Company is party to certain legal proceedings, as well as certain asserted and un-asserted claims. Amounts accrued, as well as the total amount of reasonably possible losses with respect to such matters, individually and in the aggregate, are not deemed to be material to the unaudited condensed consolidated financial statements.

 

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SCIENJOY HOLDING CORPORATION

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(All amounts in thousands, except share and per share data or otherwise stated)

 

12. SUBSEQUENT EVENTS

 

On July 1, 2026, the Company signed an investment agreement to invest up to RMB70,000 ($10,317)   into Hangzhou Puhongtianze Management Consulting Partnership (Limited Partnership) (“Puhong”) for its 23.3% equity interest. The Puhong is managed by an unrelated general partner (GP). The Company as a Limited partner, neither participates in the daily operation of Puhong, nor has the exclusive rights to control the partnership meeting and investment decisions.   As a result, the Group considers it has significant influence on the Partnership based on its percentage of capital contribution and accounts for the investment using the equity method.

 

On July 26, 2026, the Group signed an investment agreement, pursuant to which the Group invested HK$45,000 ($5,733) into Ventus Value Investment LPF Partnership (the “Ventus Partnership”) as a limited partner (the “LP”). The Ventus Partnership is administrated by a third-party general partner (the “GP”) and the investment manager (the “Investment Manager”) appointed by the GP manages the day-to-day investment management functions. The term of the Partnership shall continue for five years, provided that the term of the Partnership may be extended by the GP for an additional two-year period. The Partnership raised total capital of HK$100,000 (approximately $12,740), in which an independent limited partner contributed the remaining HK$55,000 ($7,007). The Group, as the LP, neither participates in the daily operation of the Partnership, nor has the exclusive rights to control the Partnership and investment decisions. As a result, the Group considers it has significant influence on the Partnership based on its percentage of capital contribution and accounts for the investment using the equity method.

 

On September 2, 2026, the Group entered a sale and purchase agreement (the “SPA” and the transaction as contemplated therein, the “Transaction”), through its wholly-owned subsidiary Scienjoy Innovation Labs Inc. (“Scienjoy Innovation”, incorporated on July 16, 2026), to acquire 239,234,000 ordinary shares (the “Shares”) of Leader Education Limited (“Leader Education”, a listed company on the HKEX), an investment holding company that provides private higher education services in China, from Shuren Education Limited (“Shuren”), Leader Education’s controlling shareholder, for HK$102,690 (approximately $13,100). The Shares represent 29.9% of the issued and outstanding share capital of Leader Education. The closing of the Transaction is subject to mutually agreed conditions, which includes: (i) Scienjoy being satisfied with the results of its due diligence of Leader Education and its subsidiaries; (ii) the absence of any material breach of warranties in the SPA by Shuren; (iii) all necessary waivers, consents, and/or notifications having been obtained; (iv) the continued listing of Leader Education’s ordinary shares on the Main Board of The Stock Exchange of Hong Kong Limited on or before the closing date; and (v) no suspension in trading of Leader Education’s ordinary shares had occurred for more than ten consecutive business days. The Transaction was closed on October 15, 2026. This Transaction is deemed to be a related party transaction since the Company’s independent director, Jun Lu, is also an executive director of Leader Education.

 

The Group evaluated all events and transactions that occurred after June 30, 2026 up through the date the Group issued these unaudited condensed consolidated financial statements and concluded that other than the events disclosed above or elsewhere in these unaudited condensed consolidated financial statements, there is no other subsequent event occurred that would require recognition or disclosure in the Group’s unaudited condensed consolidated financial statements.

 

F-29