SEC Form 6-K filed by Bonso Electronics International Inc.

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

Report of Foreign Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

For February 24, 2022

Commission File Number: 0-17601

BONSO ELECTRONICS INTERNATIONAL INC.

(Exact name of Registrant as specified in its charter)

British Virgin Islands

(Jurisdiction of incorporation or organization)

Unit 1404, 14/F, Cheuk Nang Centre,

9 Hillwood Road, Tsimshatsui

Kowloon, Hong Kong

(Address of principal executive offices)

Albert So, Chief Financial Officer and Secretary

Tel: (852) 2605-5822 Fax: (852) 2691-1724

Email: [email protected]

Unit 1404, 14/F, Cheuk Nang Centre,

9 Hillwood Road, Tsimshatsui

Kowloon, Hong Kong

(Name, Telephone, email and/or fax number and address of Company Contact Person)

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

Form 20-F   ☒         Form 40-F ☐

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

Note : Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

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

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

TABLE OF CONTENTS

REPORT FOR THE SIX-MONTH PERIOD ENDED SEPTEMBER 30, 2021 ON FORM 6-K

Unaudited Consolidated Balance Sheets

(Expressed in United States Dollars)

 Unaudited Consolidated Statements of Operations and Comprehensive Income

(Expressed in United States Dollars)

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIODS ENDED SEPTEMBER 30, 2021 AND 2020

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Overview

Bonso Electronics designs, develops, manufactures, assembles and markets a comprehensive line of electronic scales, weighing instruments, health care products and pet electronic products. 

During the six-month period ended September 30, 2021, our net revenue decreased approximately $2,118,000, or 26.1%, as compared to the six-month period ended September 30, 2020. The primary reason for the decrease in net revenue was the decreased overall demand for our pet electronic products during the period. We recognized a net loss of approximately $2,114,000 for the six-month period ended September 30, 2021, as compared to a net gain of approximately $201,000 for the six-month period ended September 30, 2020.

Our net revenue during the six-month period ended September 30, 2021 decreased as a result of decreased sales of pet electronic products through online sales channels. Due to competition from other similar products, both selling price and sales volume decreased during the six-month period ended September 30, 2021. We continue to manufacture new pet electronic products and purchase other related products to increase our sales and market share.

The required government approvals for the redevelopment of our old factory site in Shenzhen have been delayed due to the pandemic. Further, we believe the recent liquidity problems of several of China’s largest property developers have contributed to governmental delays across the property development sector. We are working with our development partner to obtain the remaining governmental approvals for the redevelopment of the Shenzhen factory. The redevelopment project has been delayed, and this will affect the timing on completion of the project.

On February 24, 2022, the Company issued a press release disclosing its results of operations for the six-month period ended September 30, 2021. A copy of this press release is attached to this Form 6-K as exhibit 99.1.

Results of Operations

Six-Month Period Ended September 30, 2021 Compared to the Six-Month Period Ended September 30, 2020 

Net Revenue. During the six-month period ended September 30, 2020, our net revenue decreased 26.1%, or approximately $2,118,000, from approximately $8,124,000 for the six-month period ended September 30, 2020 to approximately $6,006,000. The decreased revenue was primarily the result of a decrease in overall demand for our pet electronic products. 

Cost of Revenue. During the six-month period ended September 30, 2021, cost of revenue increased to approximately $3,353,000 from approximately $3,054,000 during the six-month period ended September 30, 2020, an increase of approximately $299,000, or 9.8%. As a percentage of revenue, the cost of revenue increased from 37.6% to 55.8%. The increase was primarily the result of increased material costs during the six-month period ended September 30, 2021.

Gross Margin. As a result of the factors noted above, gross margin decreased by $2,417,000 from $5,070,000 in the six months ended September 30, 2020 to $2,653,000 during the six months ended September 30, 2021. As a percentage of revenue, gross margin decreased to 44.2% during the six-month period ended September 30, 2021 as compared to 62.4% during the same period in the prior year. 

Selling, General and Administrative Expenses. Selling, general and administrative expenses increased by 3.1%, or approximately $144,000, from approximately $4,592,000 for the six-month period ended September 30, 2020 to approximately $4,736,000 for the six-month period ended September 30, 2021. The increase was primarily the result of a one-off provision of loss in financial instruments at an amortized cost of approximately $523,000 during the six-month period ended September 30, 2021, as the recoverability of a financial instrument is in doubt.

Other Income, Net. Other income, net increased approximately $111,000, or 277.5%, from approximately $40,000 for the six-month period ended September 30, 2020 to approximately $151,000 for the six-month period ended September 30, 2021. The increase was a result of increased government subsidy received during the six-month period ended September 30, 2021.

Income / (Loss) From Operations. As a result of the above changes, loss from operations was approximately $1,932,000 for the six-month period ended September 30, 2021, compared to an income from operations of approximately $518,000 for the six-month period ended September 30, 2020, an increase in loss of approximately $2,450,000. 

Non-operating Expenses, Net. Non-operating expenses, net decreased from approximately $317,000 for the six-month period ended September 30, 2020 to approximately $182,000 for the six-month period ended September 30, 2021. The decrease in net non-operating expenses was primarily the result of decreased foreign exchange loss during the six-month period ended September 30, 2021.

Net Income / (Loss). As a result of the above changes, net income decreased from a net gain of approximately $201,000 for the six-month period ended September 30, 2020 to a net loss of approximately $2,114,000 for the six-month period ended September 30, 2021, a decrease of approximately $2,315,000.

Foreign Currency Translation Adjustments, Net of Tax.  Foreign currency translation adjustments, net of tax decreased from a gain of approximately $859,000 for the six-month period ended September 30, 2020 to a loss of approximately $285,000 for the six-month period ended September 30, 2021, a decrease of approximately $1,144,000.  The loss was primarily attributable to the result of the revaluation of assets denominated in Chinese Yuan (“CNY”) due to different CNY/USD exchange rates at the balance sheet dates of March 31, 2021 and September 30, 2021.

Comprehensive Income / (Loss).  As a result of the factors described above, comprehensive income decreased from a gain of approximately $1,060,000 for the six-month period ended September 30, 2020, to a loss of approximately $2,399,000 for the six-month period ended September 30, 2021.

Liquidity and Capital Resources

We have financed our growth and cash needs to date primarily from internally generated funds and bank debt. We do not use off-balance sheet financing arrangements, such as securitization of receivables or obtaining access to assets through special purpose entities, as sources of liquidity. Our primary uses of cash have been to fund operations, expansions and upgrades of our manufacturing facilities.

As of September 30, 2021, we had approximately $7,575,000 in cash and cash equivalents as compared to approximately $10,060,000 as of March 31, 2021. At September 30, 2021, working capital was approximately $6,394,000, compared to approximately $7,987,000 at March 31, 2021. The decrease was the result of loss generated from operations and repayment of bank loans, during the six-month period ended September 30, 2021.

We believe that our cash flows from operations, our current cash balance and funds available under our working capital and credit facilities will be sufficient to meet our working capital needs and planned capital expenditures for the next twelve months. 

Stock Repurchase Program

The following table contains the Company’s purchases of equity securities during the six-month period ended September 30, 2021.

During the six-month period ended September 30, 2021, the Company has not purchased any shares of its common stock under the share repurchase program. As of September 30, 2021, the Company (through its subsidiary) had repurchased an aggregate of 1,005,018 shares of its common stock. The Company may from time to time repurchase additional shares of its Common Stock under this program.

Exhibits

99.1       Press Release disclosing Results of Operations dated February 24, 2022.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.