Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 20-F

(Mark One)

  • REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

  • ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2020.

OR

  • TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

  • SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of event requiring this shell company report

For the transition period from to

Commission file number: 001-38482

HUYA Inc.

(Exact name of Registrant as specified in its charter)

N/A

(Translation of Registrant's name into English)

Cayman Islands

(Jurisdiction of incorporation or organization)

Building A3, E-Park

280 Hanxi Road

Panyu District, Guangzhou 511446

People's Republic of China

(Address of principal executive offices)

Catherine Xiaozheng Liu, Chief Financial Officer

E-mail: liuxiaozheng@huya.com

Building A3, E-Park

280 Hanxi Road

Panyu District, Guangzhou 511446

People's Republic of China

Telephone: +86 20 2290-7888

(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol(s)

Name of each exchange on which registered

American Depositary Shares, each

HUYA

New York Stock Exchange

representing one Class A ordinary share,

par value US$0.0001 per share

Class A ordinary shares,

New York Stock Exchange

par value US$0.0001 per share*

  1. * Not for trading, but only in connection with the listing on the New York Stock Exchange of our American depositary shares, each representing one Class A ordinary share.

Securities registered or to be registered pursuant to Section 12(g) of the Act:

None

(Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

None

(Title of Class)

Indicate the number of outstanding shares of each of the issuer's classes of capital or common stock as of the close of the period covered by the annual report.

As of December 31, 2020, there were 235,848,162 ordinary shares outstanding, being the sum of 83,490,841 Class A ordinary shares (excluding 1,678,949 Class A ordinary shares issued to our depositary bank for bulk issuance of ADSs reserved for issuances upon the exercise or vesting of awards under our share incentive plan) and 152,357,321 Class B ordinary shares.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes No

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

Yes No

Note - Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those Sections.

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of "accelerated filer and large accelerated filer" and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer

Accelerated filer

Non-accelerated filer

Emerging growth company

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act.

†The term "new or revised financial accounting standard" refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

U.S. GAAP

International Financial Reporting Standards as

Other

issued by the International Accounting

Standards Board

If "other" has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.

Item 17 Item 18

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes No

(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.

Yes No

Table of Contents

Table of Contents

INTRODUCTION

1

FORWARD-LOOKING INFORMATION

2

PART I.

3

ITEM 1.

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

3

ITEM 2.

OFFER STATISTICS AND EXPECTED TIMETABLE

3

ITEM 3.

KEY INFORMATION

4

ITEM 4.

INFORMATION ON THE COMPANY

54

ITEM 4.A.

UNRESOLVED STAFF COMMENTS

84

ITEM 5.

OPERATING AND FINANCIAL REVIEW AND PROSPECTS

84

ITEM 6.

DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

105

ITEM 7.

MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

115

ITEM 8.

FINANCIAL INFORMATION

118

ITEM 9.

THE OFFER AND LISTING

119

ITEM 10.

ADDITIONAL INFORMATION

119

ITEM 11.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

136

ITEM 12.

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

137

PART II.

139

ITEM 13.

DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

139

ITEM 14.

MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS

139

ITEM 15.

CONTROLS AND PROCEDURES

140

ITEM 16.A.

AUDIT COMMITTEE FINANCIAL EXPERT

141

ITEM 16.B.

CODE OF ETHICS

141

ITEM 16.C.

PRINCIPAL ACCOUNTANT FEES AND SERVICES

141

ITEM 16.D.

EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES

141

ITEM 16.E.

PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

141

ITEM 16.F.

CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT

142

ITEM 16.G.

CORPORATE GOVERNANCE

142

ITEM 16.H.

MINE SAFETY DISCLOSURE

142

PART III.

142

ITEM 17.

FINANCIAL STATEMENTS

142

ITEM 18.

FINANCIAL STATEMENTS

142

ITEM 19.

EXHIBITS

142

SIGNATURES

146

i

Table of Contents

INTRODUCTION

Unless otherwise indicated and except where the context otherwise requires, references in this annual report to:

  • "ADSs" refers to our American depositary shares, each of which represents one Class A ordinary share;
  • "China" or "PRC" refers to the People's Republic of China, excluding, for the purpose of this annual report only, Hong Kong, Macau and Taiwan;
  • "Class A ordinary shares" refers to our Class A ordinary shares of par value US$0.0001 per share;
  • "Class B ordinary shares" refers to our Class B ordinary shares of par value US$0.0001 per share;
  • "DouYu" refers to DouYu International Holdings Limited (Nasdaq: DOYU);
  • "JOYY" refers to JOYY Inc. (Nasdaq: YY), formerly known as YY Inc.;
  • "MAUs", or "monthly active users" for any period refers to the sum of users who accessed our platform through our mobile apps, our websites, our PC clients, or YY Client, a PC client offered by JOYY (before early January 2021 when we ceased offering content through YY Client), at least once during such relevant period. The calculations of our MAUs may not reflect the actual number of people who accessed our platform, such as it is possible that some people may use more than one device, or some people may share one device, or some people may access our platform through multiple channels. Average MAUs for any period is calculated by dividing (i) the sum of MAUs for each month during such relevant period, by (ii) the number of months during such relevant period;
  • "Merger" refers to the proposed merger with DouYu pursuant to the Merger Agreement;
  • "Merger Agreement" refers to the agreement and plan of merger, dated October 12, 2020, entered into among us, DouYu, Tiger Company Ltd. and, solely for the limited purposes set forth therein, Nectarine Investment Limited;
  • "mobile MAUs" for any period refers to the sum of users who accessed our platform through our mobile apps at least once during such relevant period. The calculations of our mobile MAUs may not reflect the actual number of people who accessed our platform, such as it is possible that some people may use more than one device, or some people may share one device, or some people may access our platform through multiple channels. Average mobile MAUs for any period is calculated by dividing (i) the sum of our mobile MAUs for each month during such relevant period, by (ii) the number of months during such relevant period;
  • "paying users" for any period refers to the sum of user accounts that purchased various products and services on our platform at least once during such relevant period. A paying user is not necessarily a unique user, however, as a unique user may set up multiple paying user accounts on our platform;
  • "RMB" and "Renminbi" refer to the legal currency of China;
  • "shares" or "ordinary shares" refers to our Class A and Class B ordinary shares, par value $0.0001 per share;
  • "Tencent" refers to Tencent Holdings Limited and its subsidiaries;

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HUYA Inc. published this content on 27 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 April 2021 21:40:06 UTC.