iClick Interactive Asia Group Ltd Files 2023 Annual Report

Ticker: AMBR · Form: 20-F · Filed: Jun 20, 2024 · CIK: 1697818

Iclick Interactive Asia Group LTD 20-F Filing Summary
FieldDetail
CompanyIclick Interactive Asia Group LTD (AMBR)
Form Type20-F
Filed DateJun 20, 2024
Risk Levelmedium
Pages15
Reading Time18 min
Key Dollar Amounts$0.001, $, $1
Sentimentneutral

Sentiment: neutral

Topics: annual-report, financials, subsidiaries

TL;DR

iClick dropped its 2023 20-F, check financials and subsidiaries.

AI Summary

iClick Interactive Asia Group Ltd filed its 20-F report for the fiscal year ending December 31, 2023. The filing details the company's financial performance and operations, including information on its subsidiaries and share repurchase programs. The company's former name was Optimix Media Asia Ltd, with a name change effective February 10, 2017.

Why It Matters

This filing provides investors with a comprehensive overview of iClick's financial health and strategic direction for the past fiscal year, crucial for investment decisions.

Risk Assessment

Risk Level: medium — The filing is a standard annual report, but the nature of the company's business and its subsidiaries could introduce specific risks not detailed in this summary.

Key Numbers

Key Players & Entities

FAQ

What is the primary business of iClick Interactive Asia Group Ltd?

The filing lists the Standard Industrial Classification as SERVICES-PREPACKAGED SOFTWARE [7372], indicating a focus on software services.

When did iClick Interactive Asia Group Ltd change its name?

The company's former name was Optimix Media Asia Ltd, and the date of the name change was February 10, 2017.

What is the filing date of this 20-F report?

This 20-F report was filed on June 20, 2024.

What is the reporting period for this 20-F filing?

The conformed period of the report is December 31, 2023.

Does the filing mention any share repurchase programs?

Yes, the filing references a 'TwoThousandAndTwentyOneDecemberShareRepurchaseProgramMember' for the period of January 1, 2022, to December 31, 2022.

Filing Stats: 4,497 words · 18 min read · ~15 pages · Grade level 15.7 · Accepted 2024-06-20 16:41:01

Key Financial Figures

Filing Documents

Item 18

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 Of the 45,672,650 Class A ordinary shares as of December 31, 2023, (i) 1,093,585.50 were held by Arda Holdings Limited underlying the options granted but not yet exercised (whether or not they are vested) and the options reserved for issuance under our 2018 Share Incentive Plan, and (ii) 101,708.50 were held by JPMorgan Chase Bank N.A., our depositary, underlying the unvested restricted share units under our Post-IPO Plan. 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. Table of Contents TABLE OF CONTENTS PART I ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS 4 ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 4 ITEM 3. KEY INFORMATION 4 ITEM 4. INFORMATION ON THE COMPANY 70 ITEM 4A UNRESOLVED STAFF COMMENTS 101 ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS 101 ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 122 ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS 133 ITEM 8. FINANCIAL INFORMATION 134 ITEM 9. THE OFFER AND LISTING 135 ITEM 10. ADDITIONAL INFORMATION 136 ITEM 11.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 146 ITEM 12.

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES 147 PART II ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES 149 ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS 149 ITEM 15.

CONTROLS AND PROCEDURES

CONTROLS AND PROCEDURES 150 ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT 151 ITEM 16B. CODE OF ETHICS 151 ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES 151 ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES 152 ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS 152 ITEM 16F. CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT 152 ITEM 16G. CORPORATE GOVERNANCE 153 ITEM 16H. MINE SAFETY DISCLOSURE 153 ITEM 16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS 153 ITEM 16J. INSIDER TRADING POLICIES 153 ITEM 16K. CYBERSECURITY 153 PART III ITEM 17.

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS 155 ITEM 18.

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS 155 ITEM 19. EXHIBITS 155 i Table of Contents CONVENTIONS THAT APPLY TO THIS ANNUAL REPORT Unless otherwise indicated and except where the context otherwise requires, references in this annual report to: "active profiled user" refers to a profiled user whom we are able to detect that he/she has online activities during a specific measurement period. A "profiled user" refers to a user whom we have collected sufficient information from his/her online activities to establish a descriptive understanding of the person; "ADSs" refers to our American depositary shares. Two ADSs represent one Class A ordinary share before November 14, 2022, and one ADS represent five Class A ordinary shares effective from November 14, 2022; "Beijing WFOE" refers to our wholly foreign owned enterprise, iClick Data Technology (Beijing) Limited, which is the primary beneficiary of the VIE; "China" or "PRC" refers to the People's Republic of China, including mainland China, Hong Kong and Macau and, only for the purpose of this annual report, excluding Taiwan; the only instances in which "China" or "the PRC" do not include Hong Kong or Macau are when used in the case of laws and regulations, including, among others, tax matters, adopted by the People's Republic of China; the legal and operational risks associated with operating in China also apply to our operations in Hong Kong; "Company" refers to iClick Interactive Asia Group Limited; "direct marketer clients" refers to marketers that have direct contractual relationship with us; "end marketers," or "marketers" refers to marketers that we serve, either directly or through marketing agencies, regardless if they have direct contractual relationship with us; "HK$" or "Hong Kong dollars" refers to the legal currency of Hong Kong; "independent online marketing technology platforms" refers to online marketing technology platforms (i) which are not owned by any group which owns online publishing resources, or

FORWARD-LOOKING STATEMENTS

FORWARD-LOOKING STATEMENTS This annual report on Form 20-F contains forward-looking statements that relate to our current expectations and views of future events. These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from those expressed or implied by the forward-looking statements. These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigations Reform Act of 1995. You can identify some of these forward-looking statements by words or phrases such as "may," "will," "expect," "anticipate," "aim," "estimate," "intend," "plan," "believe," "is/are likely to," "potential," "continue" or other similar expressions. We have based these forward-looking statements largely on our current expectations and projections about future events that we believe may affect our financial condition, results of operations, business strategy and financial needs. These forward-looking statements include statements relating to: our ability to continue as a going concern; our ability to secure adequate working capital and maintain sufficient liquidity; our fluctuations in growth; our future business development, financial condition and results of operations; our success in implementing our mobile and new retail strategies, including extending our solutions beyond our core online marketing business; our success in implementing "SaaS+X" model; our success in structuring a customer relationship management and marketing cloud platform; relative percentage of our gross billing recognized as revenue under the gross and net models; the expected growth of online marketing industry, including online marketing technology industry in China; our expectations regarding demand for and market acceptance of our products and services, including marketing solutions and enterprise solutions; our ability to retain existing clients or attract new o

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS Not Applicable.

OFFER STATISTICS AND EXPECTED TIMETABLE

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE Not Applicable.

KEY INFORMATION

ITEM 3. KEY INFORMATION Implications of Being a Foreign Private Issuer and a China-based Company We are a foreign private issuer within the meaning of the rules under the Exchange Act, and as such we are exempt from certain provisions of the securities rules and regulations in the United States that are applicable to U.S. domestic issuers. Moreover, the information we are required to file with or furnish to the Securities and Exchange Commission (the "SEC") will be less extensive and less timely compared to that required to be filed with the SEC by U.S. domestic issuers. In addition, as a company incorporated in the Cayman Islands, we are permitted to adopt certain home country practices in relation to corporate governance matters that differ significantly from the Nasdaq Global Market ("NASDAQ") listing standards. These practices may afford less protection to shareholders than they would enjoy if we complied fully with the NASDAQ listing standards. We are exposed to legal and operational risks associated with our operations in China. We are subject to risks arising from China's legal system, including uncertainties in the interpretation and the enforcement of the PRC laws and regulations. In addition, rules and regulations in China can change quickly with little advance notice. In the past few years, Chinese regulators announced regulatory actions targeting certain sectors of China's economy. We cannot guarantee that the Chinese government will not in the future take further regulatory actions that materially adversely affect the business environment and financial markets in China as they relate to us, our ability to operate our business, our liquidity and our access to capital. The PRC government may also intervene or influence our operations at any time, which could result in a material change in our operations or the value of our ADSs. Any actions by the PRC government to exert more oversight and control over offerings that are conducted overseas or foreign

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