6-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of September 2023

Commission File Number 001-38737

TuanChe Limited

(Exact name of registrant as specified in its charter)

9F, Ruihai Building, No. 21 Yangfangdian Road

Haidian District

Beijing 100038, People’s Republic of China

(86-10) 6399-8902

(Address of principal executive office)

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.

EXPLANATORY NOTE

The documents attached as exhibits 99.2, 99.3 and 99.4 to this Form 6-K are hereby incorporated by reference into the Registrant’s Registration Statement on Form F-3 initially filed with the U.S. Securities and Exchange Commission on May 13, 2022 (Registration No. 333-264942) and shall be a part thereof from the date on which this current report is furnished, to the extent not superseded by documents or reports subsequently filed or furnished.

SIGNATURES

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 hereunto duly authorized.

Date:	September 28, 2023	By:	/s/ Simon Li
			Name:	Simon Li

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release
99.2	Condensed Consolidated Financial Statements as of December 31, 2022 and June 30, 2023 (unaudited) and for the six months ended June 30, 2022 (unaudited) and 2023 (unaudited)
99.3	Reconciliation of Non-GAAP results of operations measures to the comparable GAAP financial measures
99.4	Management’s Discussion and Analysis of Financial Condition and Results of Operations
101.INS	Inline XBRL Instance Document - this instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH	Inline XBRL Taxonomy Extension Schema
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase
104	Cover Page Interactive Data File (embedded within the Inline IXBRL document)

EX-99.1

Exhibit 99.1

TuanChe Announces Unaudited First Half 2023 Financial Results

BEIJING, September 28, 2023 (PRNewswire) – TuanChe Limited (“TuanChe,” “Company,” “we” or “our”) (NASDAQ: TC), a leading integrated automotive marketplace in China, today announced its unaudited financial results for the six months ended June 30, 2023.

Key First Half 2023 Financial and Operating Metrics Compared with the Prior Year Period

● Net revenues increased by 3.3% to RMB92.2 million (US$12.7 million) from RMB89.2 million.

● Gross profit decreased by 19.1% to RMB58.4 million (US$8.1 million) from RMB72.3 million.

● The number of auto shows organized during the first half of 2023 increased by 200.0% to 183 in 80 cities from 61 auto shows in 49 cities across China.

● The number of automobile sale transactions facilitated during the first half of 2023 increased by 170.6% to 44,891 from 16,591, and the gross merchandise volume of new automobiles sold during the first half of 2023 increased by 200.0% to RMB7.2 billion (US$1.0 billion) from RMB2.4 billion.

● Sales operations covered 118 cities as of June 30, 2023, compared to 83 cities as of December 31, 2022 and 79 cities as of June 30, 2022.

“In the first half of 2023, as consumers in China resumed offline activities, we capitalized on this opportunity, tripling the number of auto shows year-over-year and delivering a 172.3% year-over-year increase in net revenues from offline marketing services,” Mr. Wei Wen, TuanChe’s Chairman and CEO, commented. “Our total revenues reached RMB92.2 million, up 3.3% from the same period last year as our offline strength was partially offset by the decrease of our online marketing services, which we believe will gradually rebound as we direct dedicated resources to enhance our online offerings. We are also striving to advance our strategic electric vehicle manufacturing initiative and will provide updates on any material progress. Meanwhile, we are working diligently to strengthen our liquidity and secure our path for the future.”

Mr. Simon Li, TuanChe’s Chief Financial Officer, added, “While we meaningfully fueled our offline marketing business growth, we continued to streamline our operating expenses for the first half of 2023, which decreased by 14.0% year over year. Net loss attributable to the Company’s shareholders in the first half of 2023 narrowed by 45.3% year over year. Looking ahead, we will focus on cost and expense controls while optimizing resource allocations in marketing, data analysis, and user acquisitions to boost our overall business capabilities, aiming to achieve healthy development.”

1

Unaudited First Half 2023 Financial Results

Net Revenues

Net revenues in the first half of 2023 increased by 3.3% to RMB92.2 million (US$12.7 million) from RMB89.2 million in the same period of the prior year, primarily due to a 172.3% year-over-year increase in revenues generated from offline marketing services to RMB69.9 million (US$9.6 million) from RMB25.7 million in the same period of the prior year.

● Offline marketing services. Net revenues generated from auto shows increased by 174.6% to RMB69.3 million (US$9.6 million) in the first half of 2023 from RMB25.2 million in the same period of the prior year, and net revenues generated from special promotion events increased by 37.3% to RMB0.6 million (US$0.1 million) in the first half of 2023 from RMB0.4 million in the same period of the prior year. The increase in revenues from offline marketing services was primarily due to an increased number of offline activities as a result of lifted pandemic restrictions.

● Referral service for a commercial bank. Net revenues generated from referral service for a commercial bank decreased by 90.3% to RMB2.6 million (US$0.4 million) in the first half of 2023 from RMB26.5 million in the same period of the prior year, primarily because the Company has ceased operation of the referral services since April 1, 2022.

● Online marketing services. Net revenues generated from online marketing services decreased by 44.0% to RMB8.8 million (US$1.2 million) in the first half of 2023 from RMB15.6 million in the same period of the prior year, primarily due to the decrease in the live streaming events held by the Company as the Company was in re-negotiation with key customers about the future cooperation plan and it had impact on the revenue scale from online marketing services.

● Other services. Net revenues from other services decreased by 48.9% to RMB11.0 million (US$1.5 million) in the first half of 2023 from RMB21.4 million in the same period of the prior year, primarily due to the decrease in aftermarket promotion service andSaaS service.

Gross Profit

Gross profit decreased by 19.1% to RMB58.4 million (US$8.1 million) in the first half of 2023 from RMB72.3 million in the same period of the prior year. Gross margin was 63.4% in the first half of 2023 compared to 81.0% in the same period of the prior year, primarily attributable to the change in our revenue composition and the increase in cost of online marketing service.

2

Total Operating Expenses and Loss from Operations

Total operating expenses decreased by 14.0% to RMB113.6 million (US$15.7 million) in the first half of 2023 from RMB132.1 million in the same period of the prior year.

● Selling and marketing expenses increased by 4.6% to RMB80.7 million (US$11.1 million) in the first half of 2023 from RMB77.2 million in the same period of the prior year, primarily due to an increase in promotion expenses, as a result of increased volume of offline events.

● General and administrative expenses decreased by 12.2% to RMB23.7 million (US$3.3 million) in the first half of 2023 from RMB26.9 million in the same period of the prior year, primarily due to  decrease in amortization of intangible assets as a result of impairment in intangible assets and a decrease in the general and administrative staff compensation expenses as a result of the optimization of the company’s workforce.

● Research and development expenses decreased by 38.0% to RMB7.7 million (US$1.1 million) in the first half of 2023 from RMB12.4 million in the same period of the prior year, primarily due to decrease in the research and development staff compensation expenses, as a result of the optimization of the company’s workforce.

● Impairment of long-lived assets decreased by 90.3% to RMB1.5 million (US$0.2 million) in the first half of 2023 from RMB15.6 million in the same period of the prior year, primarily due to decrease in impairment in relation to intangible assets and right-of-use assets.

As a result of the foregoing, loss from operations decreased by 7.9% to RMB55.2 million (US$7.6 million) in the first half of 2023 from RMB59.9 million in the same period of the prior year.

Net loss attributable to the Company’s Shareholders and Non-GAAP Measures

Net loss attributable to the Company’s shareholders in the first half of 2023 decreased by 45.3% to RMB30.7 million (US$4.2 million) from RMB56.2 million in the same period of the prior year. Basic and diluted loss per ordinary share were both RMB0.08 (US$0.01) in the first half of 2023 compared with RMB0.18 in the same period of the prior year.

Adjusted net loss attributable to the Company’s shareholders in the first half of 2023 increased by 6.8% to RMB36.7 million (US$5.1 million) from RMB34.4 million in the same period of the prior year. Adjusted basic and diluted net loss per ordinary share were both RMB0.09 (US$0.01) in the first half of 2023 compared with RMB0.11 in the same period of the prior year. ⁽¹⁾

Adjusted EBITDA was a loss of RMB36.8 million (US$5.1 million) in the first half of 2023 compared with a loss of RMB30.8 million in the same period of the prior year. ⁽¹⁾

(1) For details on the calculation of and reconciliation to the nearest GAAP measures for each of adjusted net loss attributable to the Company’s shareholders, adjusted net loss per ordinary share and adjusted EBITDA, please refer to “Use of Non-GAAP Financial Measures” and “Reconciliation of Non-GAAP and GAAP Results.”

3

Balance Sheet and Cash Flow

As of June 30, 2023, the Company had RMB21.9 million (US$3.0 million) cash and cash equivalents and RMB6.7 million (US$0.9 million) restricted cash. Net cash used in operating activities in the first half of 2023 was RMB52.4 million (US$7.2 million) compared with net cash used in operating activities of RMB55.4 million in the same period of the prior year.

Business Outlook

For the second half of 2023, the Company expects net revenues to range from approximately RMB70.0 million to RMB100.0 million, representing an approximate year-over-year decrease of 25.5% to increase of 6.4%.

This forecast reflects the Company’s current and preliminary views on the market and operational conditions, which are subject to change.

Exchange Rate

This press release contains translations of certain Renminbi amounts into U.S. dollars at specified rates solely for the convenience of readers. Unless otherwise noted, all translations from Renminbi to U.S. dollars, in this press release, were made at a rate of RMB7.2513 to US$1.00, the noon buying rate in effect on June 30, 2023 in the City of New York for cable transfers in Renminbi per U.S. dollar as certified for customs purposes by the Federal Reserve Bank of New York. No representation is made that the Renminbi amounts could have been, or could be, converted, realized or settled into U.S. dollars at that rate on June 30, 2023, or at any other rate.

Safe Harbor Statement

This announcement contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, the Company’s business plans and development, business outlook, as well as the length and severity of the COVID-19 pandemic and its impact on the Company’s business and industry, which can be identified by terminology such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to” or other similar expressions. Such statements are based upon management’s current expectations and current market and operating conditions, and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond the Company’s control. Further information regarding these and other risks, uncertainties or factors is included in the Company’s filings with the U.S. Securities and Exchange Commission. The Company does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under law.

4

Use of Non-GAAP Financial Measures

To supplement the Company’s unaudited condensed consolidated interim financial information which are presented in accordance with U.S. GAAP, the Company also uses adjusted net loss attributable to the Company’s shareholders, adjusted net loss per ordinary share and adjusted EBITDA as additional non-GAAP financial measures. The Company presents these non-GAAP financial measures because they are used by the Company’s management to evaluate its operating performance. The Company also believes that these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating the Company’s consolidated results of operations in the same manner as its management and in comparing financial results across accounting periods and to those of the Company’s peer companies.

The Company defines adjusted net loss as net loss excluding share-based compensation expenses, impairment of long-lived assets and change in fair value of warrant liability. The Company defines adjusted net loss per ordinary share as adjusted net loss divided by the weighted average number of ordinary shares. The Company defines adjusted EBITDA as net loss excluding depreciation and amortization, interest income, net, share-based compensation expenses, impairment of long-lived assets and change in fair value of warrant liability. The Company believes that these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating the Company’s operating results. These non-GAAP financial measures are adjusted for the impact of items that the Company does not consider indicative of the operational performance of the Company’s business, and should not be considered in isolation or construed as an alternative to net loss or any other measure of performance or as an indicator of the Company’s operating performance.

In addition, the non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. The non-GAAP financial measures have limitations as analytical tools. One of the key limitations of using these non-GAAP financial measures is that they do not reflect all items of income and expense that affect the Company’s operations. Depreciation and amortization, interest income, net, share-based compensation expenses, impairment of long-lived assets and change in fair value of warrant liability have been and may continue to be incurred in the Company’s business and are not reflected in the presentation of these non-GAAP measures. Further, these non-GAAP financial measures may not be comparable to similarly titled measures presented by other companies. Other companies may calculate similarly titled measures differently, limiting their usefulness as comparative measures to the Company’s data. The Company encourages investors and others to review the Company’s financial information in its entirety and not rely on a single financial measure. Investors are encouraged to compare the historical non-GAAP financial measures with the most directly comparable GAAP measures.

5

About TuanChe

Founded in 2010, TuanChe Limited (NASDAQ: TC) is a leading integrated automotive marketplace in China. TuanChe offers services to connect automotive consumers with various industry players such as automakers, dealers and other automotive service providers. TuanChe provides automotive marketing and transaction related services by integrating its online platforms with offline sales events. Through its integrated marketing solutions, TuanChe turns individual and isolated automobile purchase transactions into large-scale collective purchase activities by creating an interactive many-to-many environment. Furthermore, leveraging its proprietary data analytics and advanced digital marketing system, TuanChe’s online marketing service platform helps industry customers increase the efficiency and effectiveness of their advertising placements. For more information, please contact ir@tuanche.com.

For investor and media inquiries, please contact:

TuanChe Limited

Investor Relations

Tel: +86 (10) 6397-6232

Email: ir@tuanche.com

Piacente Financial Communications
Brandi Piacente
Tel:	+1 (212) 481-2050
	+86 (10) 6508-0677
Email: tuanche@tpg-ir.com

6

EX-99.2

Exhibit 99.2

INDEX TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

	Page
Condensed consolidated balance sheets as of December 31, 2022 (as restated) and June 30, 2023 (unaudited)	F-2
Unaudited condensed consolidated statements of operations and comprehensive loss for the six months ended June 30, 2022 and 2023	F-3
Unaudited condensed consolidated statements of changes in equity for the six months ended June 30, 2022 and 2023	F-4
Unaudited condensed consolidated statements of cash flows for the six months ended June 30, 2022 and 2023	F-5
Notes to unaudited condensed consolidated financial statements	F-6

F-1

TUANCHE LIMITED

CONDENSED CONSOLIDATED BALANCE SHEETS

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

	Note	December 31, 2022	June 30, 2023
		RMB	RMB	US$
		(As restated)	(unaudited)	Note 3(d)
ASSETS
Current assets:
Cash and cash equivalents		69,895	21,941	3,026
Restricted cash		6,948	6,720	927
Accounts and notes receivable, net	5	49,969	37,761	5,207
Prepayment and other current assets, net	6	46,856	56,417	7,780
Total current assets		173,668	122,839	16,940
Non-current assets:
Operating lease right-of-use assets		10,135	7,836	1,081
Long-term investments		5,383	5,478	755
Goodwill	4	45,561	45,561	6,283
Other non-current assets		522	522	72
Total non-current assets		61,601	59,397	8,191
Total assets		235,269	182,236	25,131
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable		13,658	9,301	1,283
Advance from customers		3,695	7,845	1,082
Salary and welfare benefits payable		32,944	28,650	3,949
Short-term borrowings	8	3,169	8,150	1,124
Other taxes payable		24,727	14,118	1,947
Current portion of deferred revenue		1,345	1,212	167
Short-term operating lease liabilities		5,200	4,565	630
Other current liabilities	9	23,821	20,924	2,887
Total current liabilities		108,559	94,765	13,069
Long-term borrowings		1,546	—	—
Non-current portion of deferred revenue		18	72	10
Long-term operating lease liabilities		7,494	7,870	1,085
Warrant liability	14	24,376	13,245	1,827
Other non-current liabilities		492	225	31
Total non-current liabilities		33,926	21,412	2,953
Total liabilities		142,485	116,177	16,022
Commitments and contingencies	13
Shareholders’ equity:
Class A ordinary shares: US$0.0001 par value; 800,000,000 shares authorized; 339,475,403 shares issued and 327,422,449 shares outstanding as of December 31, 2022 ; US$0.0001 par value; 800,000,000 shares authorized; 339,475,403 shares issued and 331,134,949 shares outstanding as of June 30, 2023		235	235	32
Class B ordinary shares: US$0.0001 par value; 60,000,000 shares authorized, and 55,260,580 issued and outstanding as of December 31, 2022 and June 30, 2023		35	35	5
Treasury stock (14,907,047 and 14,907,047 treasury stock as of December 31, 2022 and June 30, 2023, respectively)		(45,886)	(45,886)	(6,328)
Additional paid-in capital		1,296,951	1,300,958	179,410
Accumulated deficit		(1,150,135)	(1,180,833)	(162,845)
Accumulated other comprehensive loss		(8,416)	(8,450)	(1,165)
Total TuanChe Limited shareholders’ equity		92,784	66,059	9,109
Total equity		92,784	66,059	9,109
TOTAL LIABILITIES AND EQUITY		235,269	182,236	25,131

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

F-2

TUANCHE LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

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

	Note	For the six months ended June 30,
		2022	2023
		RMB	RMB	US$
				Note 3(d)
Net revenues
Offline Marketing Services:
Auto shows		25,229	69,286	9,557
Special promotion events		429	589	81
Referral service for commercial bank		26,482	2,572	355
Online marketing		15,632	8,753	1,207
Others		21,439	10,952	1,508
Total net revenues		89,211	92,152	12,708
Cost of revenues		(16,955)	(33,726)	(4,651)
Gross profit		72,256	58,426	8,057
Operating expenses:
Selling and marketing expenses		(77,205)	(80,742)	(11,135)
General and administrative expenses		(26,933)	(23,654)	(3,262)
Research and development expenses		(12,374)	(7,671)	(1,058)
Impairment of long-lived assets		(15,614)	(1,515)	(209)
Total operating expenses		(132,126)	(113,582)	(15,664)
Loss from operations		(59,870)	(55,156)	(7,607)
Other income/(expenses):		​	​	​
Interest income, net		29	69	9
Foreign exchange loss		189	(259)	(36)
(Loss)/gain from equity method investments		(215)	95	13
Change in fair value of warrant liability		—	11,551	1,593
Other income, net		3,701	13,002	1,793
Loss before income taxes		(56,166)	(30,698)	(4,235)
Income tax benefit		—	—	—
Net loss		(56,166)	(30,698)	(4,235)
Net loss attributable to TuanChe Limited’s ordinary shareholders		(56,166)	(30,698)	(4,235)
Net loss		(56,166)	(30,698)	(4,235)
Other comprehensive (loss)/income:
Foreign currency translation adjustments		88	(34)	(5)
Total other comprehensive (loss)/income		88	(34)	(5)
Total comprehensive loss		(56,078)	(30,732)	(4,240)
Comprehensive loss attributable to:
TuanChe Limited’s shareholders		(56,078)	(30,732)	(4,240)
Net loss attributable to the TuanChe Limited’s ordinary shareholders per share
Basic and diluted	12	(0.18)	(0.08)	(0.01)
Weighted average number of ordinary shares
Basic and diluted	12	309,041,616	399,544,700	399,544,700

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

F-3

TUANCHE LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

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

	Ordinary shares				Treasury stock
	Number of		Number of						Accumulated
	Class A		Class B				Additional		other	TuanChe Limited
	Ordinary		Ordinary				paid-in	Accumulated	comprehensive	shareholders’	Non-controlling	Total
	Shares	Amounts	Shares	Amounts	Shares	Amounts	capital	deficit	(loss)/income	equity	interests	equity
		RMB		RMB		RMB	RMB	RMB	RMB	RMB	RMB	RMB
Balance at December 31, 2021	267,408,260	182	55,260,580	35	(14,907,047)	(45,886)	1,231,135	(983,645)	(7,408)	194,413	(1,103)	193,310
Shares issuance for vested restricted shares	1,775,750	1	—	—	—	—	(1)	—	—	—	—	—
Share-based compensation	—	—	—	—	—	—	6,148	—	—	6,148	—	6,148
Acquisition of non-controlling interests	—	—	—	—	—	—	(1,103)	—	—	(1,103)	1,103	—
Net loss	—	—	—	—	—	—	—	(56,166)	—	(56,166)	—	(56,166)
Foreign currency translation adjustment	—	—	—	—	—	—	—	—	88	88	—	88
Balance at June 30, 2022	269,184,010	183	55,260,580	35	(14,907,047)	(45,886)	1,236,179	(1,039,811)	(7,320)	143,380	—	143,380
Balance at December 31, 2022 (As restated)	342,329,496	235	55,260,580	35	(14,907,047)	(45,886)	1,296,951	(1,150,135)	(8,416)	92,784	—	92,784
Shares issuance for vested restricted shares	3,712,500	—	—	—	—	—	—	—	—	—	—	—
Share-based compensation	—	—	—	—	—	—	4,007	—	—	4,007	—	4,007
Acquisition of non-controlling interests	—	—	—	—	—	—	—	—	—	—	—	—
Net loss	—	—	—	—	—	—	—	(30,698)	—	(30,698)	—	(30,698)
Foreign currency translation adjustment	—	—	—	—	—	—	—	—	(34)	(34)	—	(34)
Balance at June 30, 2023	346,041,996	235	55,260,580	35	(14,907,047)	(45,886)	1,300,958	(1,180,833)	(8,450)	66,059	—	66,059

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

F-4

TUANCHE LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

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

	For the six months ended June 30,
	2022	2023
	RMB	RMB	US$
			Note 3(d)
Net cash used in operating activities	(55,372)	(52,408)	(7,227)
Cash flows from investing activities:
Purchase of property, equipment and software, and other non-current assets	(116)	—	—
Net cash used in investing activities	(116)	—	—
Cash flows from financing activities:
Cash received from borrowings	4,940	7,120	982
Repayments of short-term borrowings	(7,000)	(3,685)	(508)
Net cash (used in)/generated from financing activities	(2,060)	3,435	474
Effect of exchange rate changes on cash, cash equivalents and restricted cash	380	791	109
Net decrease in cash, cash equivalents and restricted cash	(57,168)	(48,182)	(6,644)
Cash, cash equivalents and restricted cash at beginning of the period	97,298	76,843	10,597
Including :
Cash and cash equivalents at the beginning of the period	63,461	69,895	9,639
Restricted cash at the beginning of the period	33,837	6,948	958
Cash, cash equivalents and restricted cash at end of the period	40,130	28,661	3,953
Including :
Cash and cash equivalents at the end of the period	32,184	21,941	3,026
Restricted cash at the end of the period	7,946	6,720	927
Supplemental disclosures of cash flow information:
Cash paid for interest expense	(91)	(84)	(12)
Supplemental schedule of non-cash investing and financing activities:
Right-of-use assets obtained in exchange for new operating lease liabilities	9,285	2,813	388

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

F-5

1.Organization and Reorganization

TuanChe Limited (the “Company”) was incorporated in the Cayman Islands on September 28, 2012. The Company is a holding company and conducts its business mainly through its subsidiaries, variable interest entities (“VIEs”) and subsidiaries of VIEs (collectively referred to as the “Group”). The Group commenced operations through TuanChe Internet, a PRC company established by several PRC citizens in May 2012. TuanChe Internet holds an Internet Content Provider (“ICP”) license to operate Tuanche.com that provides internet information services to automobile manufacturers, car dealers and consumers.

The Group is primarily engaged in the operation of providing auto shows, special promotion events services, referral service for a commercial bank, online marketing services, subscription and support service, aftermarket promotion service, customer referral services and other related businesses in the People’s Republic of China (the “PRC” or “China”).

Contractual arrangements with VIEs

PRC laws and regulations place certain restrictions on foreign investment in value-added telecommunication service businesses. The Group conduct operations in the PRC partially through TuanChe Internet, Drive New Media, Internet Drive Technology and Tansuojixian, which are variable interest entities, or VIEs, and their subsidiaries, collectively referred to as consolidated affiliated entities. The Group have entered into a series of contractual arrangements, through TuanYuan, Sangu Maolu and Chema, or its WFOEs, with each of its VIEs and their respective shareholders, respectively. The series of contractual arrangements include exclusive business cooperation agreement, exclusive call option agreement, equity pledge agreement, powers of attorney and spousal consent letters.

The Group believes that these contractual arrangements enable the Company to (1) have power to direct the activities that most significantly affects the economic performance of the VIEs, and (2) receive the economic benefits of the VIEs that could be significant to the VIEs. Accordingly, the Company is considered the primary beneficiary of the VIEs and is able to consolidate the VIEs and VIEs’ subsidiaries.

Risks in relation to the VIE structure

A significant part of the Company’s business is conducted through the VIEs of the Group, of which the Company is the ultimate primary beneficiary. In the opinion of management, the contractual arrangements with the VIEs and the nominee shareholders are in compliance with PRC laws and regulations and are legally binding and enforceable. The nominee shareholders are also shareholders of the Group and have indicated they will not act contrary to the contractual arrangements. However, there are substantial uncertainties regarding the interpretation and application of PRC laws and regulations including those that govern the contractual arrangements, which could limit the Group’s ability to enforce these contractual arrangements and if the nominee shareholders of the VIEs were to reduce their interests in the Group, their interest may diverge from that of the Group and that may potentially increase the risk that they would seek to act contrary to the contractual arrangements.

F-6

1.Organization and Reorganization (Continued)

Risks in relation to the VIE structure (Continued)

In January 2015, the Ministry of Commerce (“MOFCOM”), released for public comment a proposed PRC law, the Draft Foreign Investment Enterprises (“FIE”) Law, that appears to include VIEs within the scope of entities that could be considered to be FIEs, that would be subject to restrictions under existing PRC law on foreign investment in certain categories of industry. Specifically, the Draft FIE Law introduces the concept of “actual control” for determining whether an entity is considered to be an FIE. In addition to control through direct or indirect ownership or equity, the Draft FIE Law includes control through contractual arrangements within the definition of “actual control”. On March 15, 2019, the National People’s Congress adopted the Foreign Investment Law of the PRC, which became effective on January 1, 2020 and replaced three laws regulating foreign investment in China, namely, the Wholly Foreign-Invested Enterprise Law of the PRC, the Sino-Foreign Cooperative Joint Venture Enterprise Law of the PRC and the Sino-Foreign Equity Joint Venture Enterprise Law of the PRC, together with their implementation rules and ancillary regulations. On December 26, 2019, the State Council issued the Regulations on Implementing the Foreign Investment Law of the PRC, which came into effect on January 1, 2020, and replaced the Regulations on Implementing the Sino-Foreign Equity Joint Venture Enterprise Law, Provisional Regulations on the Duration of Sino-Foreign Equity Joint Venture Enterprise Law, the Regulations on Implementing the Wholly Foreign-Invested Enterprise Law, and the Regulations on Implementing the Sino-Foreign Cooperative Joint Venture Enterprise Law. The Foreign Investment Law of the PRC embodies an expected PRC regulatory trend to rationalize its foreign investment regulatory regime in line with prevailing international practice and the legislative efforts to unify the corporate legal requirements for both foreign and domestic investments. Under the Foreign Investment Law of the PRC, VIEs that are controlled via contractual arrangement would not be absolutely deemed as Foreign-Invested Enterprises, or FIEs. Therefore, the current legal status of Contractual Arrangement as a whole and each of the agreements comprising the Contractual Arrangement will not be materially affected by the Foreign Investment Law of the PRC and its implementing regulations. However, since it is relatively new, uncertainties still exist in relation to its interpretation and implementation. For example, the Foreign Investment Law of the PRC adds a catch-all clause to the definition of “foreign investment” so that foreign investment, by its definition, includes “investments made by foreign investors in China through other means defined by other laws or administrative regulations or provisions promulgated by the State Council” without further elaboration on the meaning of “other means.” It leaves leeway for the future legislations promulgated by the State Council to provide for contractual arrangements as a form of foreign investment. It is therefore uncertain whether the Group’s corporate structure will be seen as violating the foreign investment rules as the Group is currently leverage the contractual arrangement to operate certain businesses in which foreign investors are prohibited from or restricted to investing. Furthermore, if future legislations prescribed by the State Council mandate further actions to be taken by companies with respect to existing contractual arrangement, the Group may face substantial uncertainties as to whether the Group can complete such actions in a timely manner, or at all. If the Group fails to take appropriate and timely measures to comply with any of these or similar regulatory compliance requirements, the Group’s current corporate structure, corporate governance and business operations could be materially and adversely affected.

The Company’s ability to control the VIEs also depends on the Power of Attorney the shareholders has to vote on all matters requiring shareholder approval in the VIEs. As noted above, the Company believes these Power of Attorney are legally enforceable but may not be as effective as direct equity ownership.

F-7

1.Organization and Reorganization (Continued)

Risks in relation to the VIE structure (Continued)

In addition, if the Group’s corporate structure or the contractual arrangements with the VIEs were found to be in violation of any existing or future PRC laws and regulations, the PRC regulatory authorities could, within their respective jurisdictions:

● revoke the Group’s business and operating licenses

● require the Group to discontinue or restrict its operations;

● restrict the Group’s right to collect revenues;

● block the Group’s websites;

● require the Group to restructure the operations, re-apply for the necessary licenses or relocate the Group’s businesses, staff and assets;

● impose additional conditions or requirements with which the Group may not be able to comply; or

● take other regulatory or enforcement actions against the Group that could be harmful to the Group’s business.

The imposition of any of these restrictions or actions could result in a material adverse effect on the Group’s ability to conduct its business. In such case, the Group may not be able to operate or control the VIEs, which may result in deconsolidation of the VIEs in the Group’s consolidated financial statements. In the opinion of the Company’s management, the likelihood for the Group to lose such ability is remote based on current facts and circumstances. The Group believes that the contractual arrangements among each of the VIEs, their respective shareholders and relevant wholly foreign owned enterprise are in compliance with PRC law and are legally enforceable. The Group’s operations depend on the VIEs to honor their contractual arrangements with the Group. These contractual arrangements are governed by PRC law and disputes arising out of these agreements are expected to be decided by arbitration in the PRC. Management believes that each of the contractual arrangements constitutes valid and legally binding obligations of each party to such contractual arrangements under PRC laws. However, the interpretation and implementation of the laws and regulations in the PRC and their application on the legality, binding effect and enforceability of contracts are subject to the discretion of competent PRC authorities, and therefore there is no assurance that relevant PRC authorities will take the same position as the Group herein in respect of the legality, binding effect and enforceability of each of the contractual arrangements. Meanwhile, since the PRC legal system continues to evolve, the interpretations of many laws, regulations and rules are not always uniform and enforcement of these laws, regulations and rules involve uncertainties, which may limit legal protections available to the Group to enforce the contractual arrangements should the VIEs or the nominee shareholders of the VIEs fail to perform their obligations under those arrangements.

F-8

1.Organization and Reorganization (Continued)

Risks in relation to the VIE structure (Continued)

The following combined financial information of the Group’s VIEs as of December 31, 2022 and June 30,2023 and for the six months ended June 30, 2022 and 2023 were included in the accompanying condensed consolidated financial statements of the Group as follows:

	As of December 31,	As of June 30,
	2022	2023
	RMB	RMB
		(unaudited)
ASSETS
Current assets:
Cash and cash equivalents	6,172	4,324
Amount due from the subsidiaries of the Group	117,489	120,743
Other current assets	51,126	31,213
Total current assets	174,787	156,280
Non-current assets:
Long-term investments	5,383	5,478
Operating lease right-of-use assets	1,045	578
Total non-current assets	6,428	6,056
TOTAL ASSETS	181,215	162,336
Current liabilities:
Short term borrowings	1,169	6,950
Accounts payable	818	3,957
Advance from customers	2,986	3,382
Salary and welfare benefits payable	21,803	18,738
Other taxes payable	15,119	3,758
Short-term operating lease liabilities	652	628
Current portion of deferred revenue	1,345	1,212
Other current liabilities	2,508	3,660
Account due to subsidiaries of the Group	266,679	249,025
Total current liabilities	313,079	291,310
Long-term borrowings	1,546	—
Long-term operating lease liabilities	605	333
Non-current portion of deferred revenue	18	72
Total non-current liabilities	2,169	405
TOTAL LIABILITIES	315,248	291,715

	For the six months ended June 30,
	2022	2023
	RMB	RMB
Net revenues	43,012	34,220
Net (loss)/income	(10,821)	4,573

	For the six months ended June 30,
	2022	2023
	RMB	RMB
Net cash generated from/(used in) operating activities	3,523	(6,083)
Net cash generated from investing activities	—	—
Net cash (used in)/generated from financing activities	(1,060)	4,235
Net increase/(decrease) in cash, cash equivalent and restricted cash	2,463	(1,848)

F-9

1.Organization and Reorganization (Continued)

Risks in relation to the VIE structure (Continued)

In accordance with various contractual agreements, the Company has the power to direct the activities of the VIEs and subsidiaries of VIEs and can have assets transferred out of the VIEs. Therefore, the Company considers that there are no assets in the respective VIEs that can be used only to settle obligations of the respective VIEs, except for the registered capital of the VIEs amounting to approximately RMB40.1 million and RMB40.1 million as of December 31, 2022 and June 30, 2023, respectively. As the respective VIEs are incorporated as limited liability companies under the PRC Company Law, creditors do not have recourse to the general credit of the Company for the liabilities of the respective VIEs. There is currently no contractual arrangement that would require the Company to provide additional financial support to the VIEs. As the Group is conducting certain businesses in the PRC through the VIEs, the Group may provide additional financial support on a discretionary basis in the future, which could expose the Group to a loss.

There is no VIE in the Group where the Company or any subsidiary has a variable interest but is not the primary beneficiary.

2.Going Concern and impact of COVID-19 pandemic

The Group has incurred recurring operating losses since its inception, including net losses of RMB101.9 million and RMB166.5 million (as restated) for the years ended December 31, 2021 and 2022, respectively and net losses of RMB30.7 million for the six months ended June 30, 2023. Net cash used in operating activities were RMB92.3 million and RMB109.7 million for the years ended December 31, 2021 and 2022, respectively and cash used in operating activities of RMB52.4 million for the six months ended June 30, 2023. Accumulated deficit was RMB1,180.8 million as of June 30, 2023. As of June 30, 2023, the Company had cash and cash equivalents of RMB21.9 million. The control measurement of COVID-19 has been removed and the Company’s business is recovering from COVID-19, especially offline auto show business. However, the recovery of the company’s business still encountered some difficulties, including weak economic growth of China and resignation of staffs, negatively impacted the Group’s business operations for the six months ended June 30, 2023 and has continued to impact the Group’s financial position, results of operations and cash flows. These conditions raise substantial doubt about the Group’s ability to continue as a going concern.

Historically, the Group has relied principally on both operational sources of cash and non-operational sources of financing from investors to fund its operations and business development. The Group’s ability to continue as a going concern is dependent on management’s ability to successfully execute its business plan which includes strictly implemented the expenses, accelerating the collection of accounts receivable and increasing the proportion of advance from customers, pursuing cooperation opportunities for electric vehicles industry and potential financing to improve the Group’s cash flow from operations and financing. At present, China’s economy is still in the process of recovering from the COVID-19 epidemic. Due to that the control measurement of COVID-19 has been removed, the Group’s offline auto show business has greatly recovered compared to prior year. However, the Group’s live streaming business need to intensified renegotiation with live streaming customers to continue and enhance the cooperation with them, and this faces the risk of failure, which has significantly impacted and may continue to impact the Group’s business, result of operations, financial condition and liquidity.

If the Group fails to achieve these goals, the Group may need additional financing to execute its business plan. If additional financing is required, the Group cannot predict whether this additional financing will be in the form of equity, debt, or another form, and the Group may not be able to obtain the necessary additional capital on a timely basis, on acceptable terms, or at all. In the event that financing sources are not available, or that the Group is unsuccessful in increasing its gross profit margin and reducing operating losses, the Group may be unable to implement its current plans for expansion, repay debt obligations or respond to competitive pressures, any of which would have a material adverse effect on the Group’s business, financial condition and results of operations and would materially adversely affect its ability to continue as a going concern.

The Group’s condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The condensed consolidated financial statements do not include any adjustments that might result from the outcome of such uncertainties.

F-10

3.Significant Accounting Policies

a)Basis of presentation

The unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) and, therefore, certain information and disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been omitted.

In the opinion of management, the information reflects all adjustments necessary to make the results of operations for the interim periods a fair statement of such operations. All such adjustments are of a normal recurring nature. Half year results are not necessarily indicative of results for the full year. The condensed consolidated balance sheet as of December 31, 2022 has been derived from the audited consolidated financial statements at that date but does not include all information and footnotes required by U.S. GAAP for complete financial statements. These unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 20-F/A for the fiscal year ended December 31, 2022.

b)Principles of consolidation

The condensed consolidated financial statements include the financial statements of the Company, its subsidiaries, VIEs and subsidiaries of VIEs for which the Company is the primary beneficiary.

Subsidiaries are those entities in which the Company, directly or indirectly, controls more than one half of the voting power, has the power to appoint or remove the majority of the members of the board of directors, or to cast a majority of votes at the meeting of the board of directors, or has the power to govern the financial and operating policies of the investee under a statute or agreement among the shareholders or equity holders.

A consolidated VIE is an entity in which the Company, or its subsidiary, through contractual arrangements, has the power to direct the activities that most significantly impact the entity’s economic performance, bears the risks of and enjoys the rewards normally associated with ownership of the entity, and therefore the Company or its subsidiary is the primary beneficiary of the entity.

All transactions and balances among the Company, its subsidiaries, VIEs and subsidiaries of VIEs have been eliminated upon consolidation.

c)Use of estimates

The preparation of the Group’s condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent liabilities at the balance sheet date and reported revenues and expenses during the reported periods in the condensed consolidated financial statements and accompanying notes. Significant accounting estimates include, but are not limited to determining the provision for accounts receivable, provision for prepayment and other current assets, assessment for valuation allowance of deferred tax assets, valuation and recognition of share-based compensation expenses, impairment assessment on goodwill and long-lived assets, long-term investments, valuation of warrant liabilities.

d)Convenience Translation

Translations of balances in the condensed consolidated balance sheets, condensed consolidated statements of operations and comprehensive loss and condensed consolidated statements of cash flows from RMB into US$ as of and for the six months ended June 30, 2023 are solely for the convenience of the reader and were calculated at the rate of US$1.00 = RMB7.2513 representing the noon buying rate in The City of New York for cable transfers of RMB as certified for customs purposes by the Federal Reserve Bank of New York on June 30, 2023. No representation is made that the RMB amounts represent or could have been, or could be, converted, realized or settled into US$ at that rate on June 30, 2023, or at any other rate.

F-11

3.Significant Accounting Policies (Continued)

e)Fair value measurements

Accounting guidance defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Group considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability.

Accounting guidance establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Accounting guidance establishes three levels of inputs that may be used to measure fair value:

● Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

● Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical asset or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

● Level 3 applies to asset or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

The Group’s financial instruments include cash and cash equivalents, restricted cash, accounts and notes receivable, prepayment and other current assets, long-term investments, short-term borrowings, accounts payable, other payables and other liabilities of which the carrying values approximate their fair value due to their short term in nature and other liabilities.

The fair value of warrant liability was determined using the Black Scholes Model, with level 3 inputs (Note 14).

f)Accounts and notes receivables, net

The carrying value of accounts receivable is reduced by an allowance that reflects the Group’s best estimate of the amounts that will not be collected. An allowance for doubtful accounts is recorded in the period when a loss is probable based on an assessment of specific evidence indicating collection is unlikely, historical bad debt rates, accounts aging, financial conditions of the customer and industry trends. Starting from January 1, 2021, the Group adopted ASU No. 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASC Topic 326”). The Group’s accounts receivable and other receivables are within the scope of ASC Topic 326. To estimate expected credit losses, the Group has identified the relevant risk characteristics of the receivables which include size and nature. Receivables with similar risk characteristics have been grouped into pools. For each pool, the Group considers the past collection experience, current economic conditions and future economic conditions (external data and macroeconomic factors). This is assessed at each quarter based on the Group’s specific facts and circumstances. There have been no significant changes in the assumptions since adoption. Accounts receivable balances are written off against the allowance when they are determined to be uncollectible. Notes receivable represents notes receivable issued by reputable financial institutions that entitle the Group to receive the full face amount from the financial institutions at maturity. Refer to Note 5 for details.

F-12

3.Significant Accounting Policies (Continued)

g)Goodwill

Goodwill represents the excess of the purchase price over the amounts assigned to the fair value of the assets acquired and the liabilities assumed of an acquired business. The Group’s goodwill as of December 31, 2022 and June 30, 2023 was related to its acquisition of Longye in January 2020. In accordance with ASC 350, Goodwill and Other Intangible Assets, recorded goodwill amounts are not amortized, but rather are tested for impairment annually or more frequently if there are indicators of impairment present.

Goodwill is tested for impairment at the reporting unit level on an annual basis (December 31 for the Group) and between annual tests if an event occurs or circumstances change that would more-likely-than-not reduce the fair value of a reporting unit below its carrying value. These events or circumstances include a significant change in stock prices, business environment, legal factors, financial performances, competition, or events affecting the reporting unit. Application of the goodwill impairment test requires judgment, including the identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to reporting units, and determination of the fair value of each reporting unit. The estimation of fair value of reporting unit using a discounted cash flow methodology also requires significant judgments, including estimation of future cash flows, which is dependent on internal forecasts, estimation of the long-term rate of growth for the Group’s business, estimation of the useful life over which cash flows will occur, and determination of the Group’s weighted average cost of capital. The estimates used to calculate the fair value of a reporting unit change from year to year based on operating results and market conditions. Changes in these estimates and assumptions could materially affect the determination of fair value and goodwill impairment for the reporting unit.

Management has determined that the Group has one reporting unit within the entity at which goodwill is monitored for internal management purposes. Starting from January 1, 2020, the Group adopted ASU 2017-04, which simplifies the accounting for goodwill impairment by eliminating Step 2 from the goodwill impairment test. If the carrying amount of a reporting unit exceeds its fair value, an impairment loss shall be recognized in an amount equal to that excess, versus determining an implied fair value in Step 2 to measure the impairment loss. Management evaluated the recoverability of goodwill by performing a qualitative assessment before using the quantitative impairment test approach at the reporting unit level. Based on an assessment of the qualitative factors, management determined that it is more-likely-than-not that the fair value of the reporting unit is more than its carrying amount as of June 30, 2022 and 2023. Therefore, management performed quantitative assessment, nil and nil impairment loss was recognized for the six months ended June 30, 2022 and 2023, respectively.

If the Group reorganizes its reporting structure in a manner that changes the composition of its reporting units, goodwill is reassigned based on the relative fair value of each of the affected reporting units.

h)Impairment of long-lived assets

Long-lived assets or asset group, including intangible assets with finite lives, are evaluated for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be fully recoverable or that the useful life is shorter than the Group had originally estimated. When these events occur, the Group evaluates the impairment for the long-lived assets by comparing the carrying value of the assets to an estimate of future undiscounted cash flows expected to be generated from the use of the assets and their eventual disposition. If the sum of the expected future undiscounted cash flows is less than the carrying value of the assets, the Group recognizes an impairment loss based on the excess of the carrying value of the assets over the fair value of the assets. The Group recognized RMB15.6 million and RMB1.5 million impairment charge related to long-lived assets for the six months ended June 30, 2022 and 2023, respectively.

F-13

3.Significant Accounting Policies (Continued)

i)Revenue recognition

The Group recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to receive in exchange for those goods or services using the five steps defined under ASC Topic 606.

The Group determines revenue recognition through the following steps:

● identification of the contract, or contracts, with a customer;

● identification of the performance obligations in the contract;

● determination of the transaction price;

● allocation of the transaction price to the performance obligations in the contract; and

● recognition of revenue when, or as, the Group satisfies a performance obligation

Revenue is recognized upon transfer of control of promised goods or services to a customer.

Revenue is recorded net of Value Added Tax (“VAT”) and related surcharges collected from customers, which are subsequently remitted to government authorities.

Offline marketing services revenue

Auto shows revenue

The Group’s online website and offline infrastructure allow them to organize auto shows, which aim at facilitating transactions between consumers and industry customers that includes auto dealers, automakers and automotive service providers. The Group charges a fixed admission fee per auto show event from its industry customers for arranging, decorating and providing booth space at auto shows. The Group has identified one performance obligation for the transaction - providing a decorated venue for auto dealers, automakers and automotive service providers, as the individual service promised in auto show contracts are not distinct individually. As the Group has control of the auto show services and discretion in establishing the price of auto show admission fee to auto dealers, automakers and other automotive service providers, it is considered to be a principal in accordance with ASC 606. The auto shows revenue is recognized on a straight-line basis over the period of the contract, which is usually from two days to four days, when the services are provided.

Special promotion events revenue

The Group provides integrated services to support auto dealers’ own special promotion events during a specific period. The services include event planning and execution, marketing, training and onsite coaching, etc. The Group charges a fixed service fee per special promotion event. The Group has identified one performance obligation as the individual service promised in service contracts are not distinct individually. As the Group has control of the service and discretion in establishing the price of the fee to auto dealers, it is considered to be a principal in accordance with ASC 606. The special promotion events revenue is recognized on a straight-line basis over the promotion period of the contract, which is usually one week, when the services are provided.

F-14

3.Significant Accounting Policies (Continued)

i)Revenue recognition (Continued)

Referral service for commercial bank revenue

In October 2019, the Group commenced its auto loan referral services in collaboration with a commercial bank. The referral services provided to the bank include (i) referral services and (ii) periodic guarantee for the following time periods: (a) from the date of loan issuance by the commercial bank to the consumer to the date when the consumer’s vehicle mortgage registration is completed (the mortgage registration procedures should be completed within 120 days after the loan issuance) and (b) no overdue of more than 30 days for any of the first 3 monthly repayment. The referral service and periodic guarantee are two separate performance obligations that meet the criteria to be considered distinct, of which, referral services revenue is recognized at a point in time upon the delivery of the services and a guarantee liability is recorded at fair value at inception of the loans. Revenue from the periodic guarantee is recognized by a systematic and rational amortization method over the term of guarantee period. The Company has ceased the cooperation since April 2022.

Online marketing services revenue

The Group’s online marketing services revenue primarily include (i) live streaming promotion events services, (ii) customer referral services, (iii) marketing information services and (iv) demand-side platform services.

The Group commenced its live streaming promotion events services from the first quarter of 2020, holding promotional events on the live streaming platform of Zhejiang Tmall Technology Co., Ltd. (“Tmall”), which aims at facilitating transactions between consumers and industry customers that includes auto dealers, automakers and automotive service providers. The Group identified only one performance obligation that is to provide the industry customers with arranging, decorating and providing the platform for live show. The Group charges a fixed admission fee per live streaming promotion event from its industry customers. As the Group has control of the services and discretion in establishing the price of live streaming promotion admission fee to auto dealers, automakers and other automotive service providers, it is considered to be a principal in accordance with ASC 606. The live streaming promotion events services revenue is recognized on a straight-line basis over the promotion period of the contract, which is usually one week, when the services are provided.

Other revenue

The Group also commenced its customer referral services from the first quarter of 2020 by referring its industry customers to Beijing Baidu Netcom Science Technology Co., Ltd. (“Baidu”) to use the membership services of a Baidu’s auto content distribution platform. The Group identified only one performance obligation that is to provide referral service to Baidu. The Group charges Baidu a fixed rate commission fee based on the membership fee amount for the services rendered. Revenue is recognized at point-in-time when the industry customers successfully register as a membership of Baidu’s auto content distribution platform.

For the marketing information services, the Group generates consumers’ demand information through its online channels and provides to the industry customers upon consumers’ consent. The Group identified only one performance obligation that is to provide consumer’s demand information to the industry customers. The marketing information service fee is charged based on the quantity of consumers’ demand information delivered. Revenue is recognized at a point in time upon the delivery of such consumers’ demand information.

On January 13, 2020, the Company completed the acquisition of Longye a Software-as-a-Service (“SaaS”) company who mainly provides subscription and support services to industry customers, including auto dealers, automakers and automotive service providers, with access to cloud services, software licenses and related support and updates during the term of the arrangement. Cloud services allow industry customers to use the Group’s multi-tenant software without taking possession of the software. The Group identified the only one performance obligation that is to provide integrated cloud services to industry customers. The Group initially records the subscription and support services fee as deferred revenue upon receipt and then recognizes the revenue on a straight-line basis over the service period, which is usually from one year to five years. The subscription and support services revenue is recognized on a straight-line basis over the period of the contract when the services are provided.

F-15

3.Significant Accounting Policies (Continued)

i)Revenue recognition (Continued)

Starting from August 2021, the Group provides aftermarket promotion service to support auto dealers’ aftermarket promotion events during a period. The Group identified one performance obligation that is to provide promotion support services to industry customers. The promotion support service revenue is recognized over the period of the contract when the services are provided.

Contract balances

Contract liabilities primarily result from the timing difference between the Group’s satisfaction of performance obligation and the customers’ payment. Substantial all auto show revenue and referral service for commercial bank revenue and SaaS revenue are recognized over time during the six months ended June 30, 2022 and 2023.

Timing of revenue recognition may differ from the timing of invoicing to customers. Accounts receivable represent amounts invoiced and revenues recognized prior to invoicing when the Group has satisfied the Group’s performance obligation and has the unconditional rights to payment.

The Group applied a practical expedient to expense costs as incurred for costs to obtain a contract with a customer when the amortization period would have been one year or less. The Group has no material incremental costs of obtaining contracts with customers that the Group expects the benefit of those costs to be longer than one year which need to be recognized as assets.

j)Taxation

Income taxes

Current income taxes are provided on the basis of income/(loss) for financial reporting purposes, adjusted for income and expense items which are not assessable or deductible for income tax purposes, in accordance with the regulations of the relevant tax jurisdictions. Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and any tax loss and tax credit carry forwards. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred income tax assets and liabilities of a change in tax rates or tax laws is recognized in the consolidated statements of operations and comprehensive loss in the period the change in tax rates or tax laws is enacted. A valuation allowance is provided to reduce the amount of deferred income tax assets if it is considered more likely than not that some portion or all of the deferred income tax assets will not be realized.

Uncertain tax positions

In order to assess uncertain tax positions, the Group applies a more likely than not threshold and a two-step approach for the tax position measurement and financial statement recognition. Under the two-step approach, the first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon settlement. The Group recognizes interest and penalties, if any, under accrued expenses and other current liabilities on its consolidated balance sheet and under other expenses in its consolidated statements of operations and comprehensive loss. The Group did not have any significant unrecognized uncertain tax positions as of December 31, 2022 and June 30, 2023.

F-16

3.Significant Accounting Policies (Continued)

k)Warrant liability

In connection with the issuances of ordinary shares, the Group issued warrants to purchase ordinary shares on November 23, 2022. The Group evaluates the warrants under Accounting Standards Codification (“ASC”) 815-40, Derivatives and Hedging-Contracts in Entity’s Own Equity. Warrants recorded as liabilities are recorded at their fair value and remeasured on each reporting date with change in estimated fair value of warrant liability in the condensed consolidated statement of operations and comprehensive loss.

l)Concentrations and Risks

Advertising and promotional service provider

The Group relied on advertising and promotional service providers and their affiliates for advertising and promotional service to support its operations during the six months ended June 30, 2022 and 2023. Total number of advertising and promotional service providers accounting for more than 10% is three and one for the six months ended June 30, 2022 and 2023, respectively.

Credit risk

Financial instruments that potentially subject the Group to the concentration of credit risk consist of cash and cash equivalents, restricted cash and accounts and notes receivable. As of December 31, 2022 and June 30, 2023, all of the Group’s cash and cash equivalents and restricted cash were held in large reputable financial institutions located in the United States of America or China, which management consider being of high credit quality. Accounts receivable is typically unsecured and is derived from revenue earned from the Company’s businesses.

Major customers

There were three and three customers whose receivable balances exceeded 10% of the total accounts receivable balances of the Group as December 31, 2022 and June 30, 2023, respectively. The aggregated percentage of the three and three customers as December 31, 2022 and June 30, 2023 was 76% and 69%, respectively.

There were one customer (17%) and nil whose revenue exceed 10% of the total revenue of the Group for the six months ended June 30, 2022 and 2023, respectively.

4.Goodwill

The following table presents the Group’s goodwill as of the respective balance sheet dates:

	December 31, 2022	June 30, 2023
	RMB	RMB
		(Unaudited)
Goodwill	115,414	115,414
Less: impairment	(69,853)	(69,853)
Goodwill, net	45,561	45,561

F-17

5.Accounts and notes receivables, net

Accounts and notes receivables are consisted of the following:

	December 31, 2022	June 30, 2023
	RMB	RMB
		(Unaudited)
Notes receivable	505	180
Accounts receivable	80,845	70,032
Less: allowance for doubtful accounts	(31,381)	(32,451)
Accounts receivable, net	49,969	37,761

The Group recognized the allowance for doubtful accounts of RMB135 and RMB1,840 for the six months ended June 30, 2022 and 2023, respectively. The Group recognized the write-off for doubtful accounts of nil and RMB770 for the six months ended June 30, 2022 and 2023, respectively

6.Prepayment and other current assets, net

The following is a summary of prepayments and other current assets:

	December 31, 2022	June 30, 2023
	RMB	RMB
		(Unaudited)
Deductible VAT	1,625	541
Deposits	7,984	7,331
Receivables due from third-party online payment platforms	1,197	639
Staff advances	1,336	1,524
Prepaid promotion expenses	40,295	39,275
Receivable from borrowers for the guarantee payment to commercial bank	14,857	18,218
Advance to suppliers	—	7,700
Others	11,295	16,282
Less: provisions for prepayment and other current assets	(31,733)	(35,093)
Total prepayment and other current assets, net	46,856	56,417

The Group recognized provisions for prepayment and other current assets of RMB3,648 and RMB3,360 for the six months ended June 30, 2022 and 2023, respectively.

F-18

7.Taxation

a)Income taxes

Cayman Islands

Under the current laws of the Cayman Islands, the Company is not subject to tax on income or capital gain. Additionally, upon payments of dividends by the Company in the Cayman Islands to their shareholders, no Cayman Islands withholding tax will be imposed.

Hong Kong

Commencing from the year of assessment 2018/2019, the first HK$2.0 million of profits earned by the Group’s subsidiaries incorporated in Hong Kong will be taxed at half the current tax rate (i.e., 8.25%) while the remaining profits will continue to be taxed at the existing 16.5% tax rate. Payments of dividends by the subsidiary to the Company are not subject to withholding tax in Hong Kong.

China

Effective from January 1, 2008, the PRC’s statutory income tax rate is 25%. The Company’s PRC subsidiaries are subject to income tax at the statutory rate of 25% except for TuanChe Internet, Tuan Yuan and Drive New Media, TuanChe Internet and Tuan Yuan have been reconfirmed as a “High and New Technology Enterprise” (“HNTE”) in 2018 for a period of 3 years and renewed in 2021, are subject to a preferential income tax rate of 15% from 2018 to 2023. Drive New Media, has been confirmed as a “High and New Technology Enterprise” (“HNTE”) in 2019 for a period of 3 years and renewed in 2022, is subject to a preferential income tax rate of 15% from 2019 to 2024.

The following table presents a unaudited reconciliation of the differences between the statutory income tax rate and the Company’s effective income tax rate for the six months ended June 30, 2022 and 2023:

	For the six months ended
	June 30,
	2022	2023
	%	%
Statutory income tax rate of the PRC	25.0	25.0
Permanent differences	1.1	(1.1)
Change in valuation allowance	(24.1)	(24.5)
Effect of preferential tax rate	(0.8)	(3.5)
Others	(1.2)	4.1
Effective income tax rate	—	—

F-19

8.Short-term borrowings

The borrowings as of December 31, 2022 were fully repaid in 2023. As of June 30, 2023, the Group had RMB8.2 million of short-term borrowings which were obtained in 2023. The interest was payable on a monthly or quarterly basis and the principal was due upon maturity or installments, as follows:

Term loan	Maturity date	Principal amount	Interest rate per annum		Name of bank
Loan 1	2023-10-17	1,200	3.00	%	Industrial &Commercial Bank of China (“ICBC”)
Loan 2	2023-11-08	1,000	2.80	%	Industrial &Commercial Bank of China (“ICBC”)
Loan 3	2024-06-06	920	4.05	%	China CITIC Bank
Loan 4	2024-06-12	2,000	4.02	%	Bank of Beijing
Loan 5	2024-06-21	2,000	4.03	%	Bank of Beijing
Loan 6	2024-06-21	458	5.40	%	Shenzhen Qianhai Weizhong Bank corporation
Loan 7	2024-06-21	572	5.40	%	Shenzhen Qianhai Weizhong Bank corporation
Total		8,150

As of June 30, 2023, the loan 1 and 2 are guaranteed by a third party.

9.Other current liabilities

The following is a summary of other current liabilities as of December 31, 2022 and June 30, 2023:

	December 31, 2022	June 30, 2023
	RMB	RMB
		(Unaudited)
Professional service fee	9,391	6,627
Advertising expense payables	5,893	5,567
Promotional expense payables	1,099	1,411
Others	7,438	7,319
Total	23,821	20,924

10.Share-based Compensation

Description of stock option plan and Share option replacement

In July 2012, the Group permits the grant of options of the Company to relevant directors, officers, other employees and consultants of the Company. Option awards are granted with an exercise price determined by the Board of Directors. Those option awards generally vest over a period of four years.

The Group recognizes share-based compensation expenses in the condensed consolidated statements of operations and comprehensive loss based on awards ultimately expected to vest, after considering actual forfeitures.

The Company has replaced these share options with restricted shares for all employees and nonemployees on June 15, 2018.

In June 2018, the directors of the Company (the “Directors”) approved the TuanChe Limited Share Incentive Plan (the “Share Incentive Plan”). Under the Share Incentive Plan, 38,723,321 ordinary shares were issued to Best Cars for the restricted share awards at consideration of nil. Meanwhile, the incentive share options granted to employees and nonemployees of the Company were replaced by the restricted shares. As a result of the Share Incentive Plan, on June 15, 2018, a total of 15,473,653 share options of the Company were replaced by 13,740,480 restricted shares. The restricted shares awards are subject to the original vesting schedule of the replaced share options. The Company has recognized the incremental expenses immediately for those vested share options, the unvested portion will be recognized as expenses over the remaining vesting periods.

F-20

10.Share-based Compensation (Continued)

On May 4, 2023, the directors of the Company (the “Directors”) approved the 2023 Share Incentive Plan (the “2023 Plan”). Under the Share Incentive Plan, 169,172,564 ordinary shares will issuance to our employees.

For the six months ended June 30, 2023, the Company has granted 5,200,000 restricted shares to its employees. The total fair value of RMB1.3 million for those granted restricted shares will be recognized as expenses over the vesting periods of nil to 4 years.

A summary of the restricted shares activities is presented below:

	Number of restricted	Weighted-Average
	shares	Grant-Date Fair Value
		US$
Outstanding as of December 31, 2022	3,573,750	0.457
Granted	5,200,000	0.035
Forfeit	—	—
Vested	(3,712,500)	0.113
Outstanding as of June 30, 2023 (unaudited)	5,061,250	0.276

For the six months ended June 30, 2022 and 2023, total share-based compensation expenses recognized by the Group for the restricted shares granted were RMB6.1 million and RMB4.0 million, respectively.

As of June 30, 2023, there was RMB3.7 million of unrecognized share-based compensation expenses related to the restricted shares granted. That expenses are expected to be recognized over a weighted-average period of 1.52 years.

11.Equity

Ordinary shares and Pre-funded Warrant

On November 23, 2022, the Company issued 58,472,736 ordinary shares for a registered direct offering of approximately $15.0 million. The aggregate proceeds the Company received from this offering, net of commissions and other offering expenses, were $13.7 million. The offering consisted of (1) 3,654,546 ADSs and 1,800,000 pre-funded warrants to purchase ADSs (“Pre-Funded Warrant”) and (2) 5,454,546 ADSs warrants to purchase ADSs(“Warrant”). Each Warrant is exercisable to purchase one ADS for $2.75 and each Pre-Funded Warrant is exercisable to purchase one ADS for $0.001. Each ADS represents sixteen (16) Class A ordinary shares of the Company. The Pre-Funded Warrant became immediately exercisable upon issuance and may be exercised at any time until all of the Pre-Funded Warrant are exercised in full. The Warrant has a term of five years from the issuance date. On November 25, 2022, 800,000 pre-funded warrants had been exercised, 12,800,000 ordinary shares were issued upon such exercise.

The Company determined that the Pre-Funded Warrant meet the requirements for equity classification. The Pre-Funded warrants were recorded at their fair value on the date of issuance as a component of total equity. In addition, since these Pre-Funded warrants are exercisable for a nominal amount, they have been shown as exercised when issued and as outstanding common stock in the consolidated financial statements and earnings per share calculations. 1,000,000 pre-funded warrants have not been exercised as of June 30, 2023.

Warrant

On November 23, 2022, the Warrant are classified as a liability and the fair value allocated to the Warrant was RMB36.8 million. The Warrant liability will be re-measured at each reporting period until the warrant are exercised or expire and any changes will be recognized in the statement of operations and comprehensive loss. The fair value of Warrant were RMB24.4 million and RMB13.2 million as of December 31, 2022 and June 30, 2023, respectively. No warrants were exercised as of June 30, 2023.

F-21

12.Net Loss Per Share

As the Group incurred losses for the six months ended June 30, 2022 and 2023, the potential and restricted shares granted were anti-dilutive and excluded from the calculation of diluted net loss per share of the Company.

The following table sets unaudited forth the computation of basic and diluted net loss per share for the six months ended June 30, 2022 and 2023:

	For the six months ended June 30,
	2022	2023
Numerator :
Net loss attributable to TuanChe Limited’s shareholders	(56,166)	(30,698)
Denominator:
Weighted average number of ordinary shares outstanding, basic and diluted	309,041,616	399,544,700
Basic and diluted net loss per share attributable to TuanChe Limited’s shareholders	(0.18)	(0.08)

13.Commitments and contingencies

Litigation

From time to time, the Group is involved in claims and legal proceedings that arise in the ordinary course of business. Based on currently available information, management does not believe that the ultimate outcome of any unresolved matters, individually and in the aggregate, is reasonably possible to have a material adverse effect on the Group’s financial position, results of operations or cash flows. However, litigation is subject to inherent uncertainties and the Group’s view of these matters may change in the future. The Group records a liability when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. The Group reviews the need for any such liability on a regular basis. The Group has not recorded any material liabilities in this regard as of December 31, 2022 and June 30, 2023.

14.Fair Value Measurement

	For the year ended	For the six months ended
	December 31, 2022	June 30, 2023
	RMB	RMB	US$
Warrant liability:
Level 1 Inputs	—	—	—
Level 2 Inputs	—	—	—
Level 3 Inputs	24,376	13,245	1,827
Balance at fair value	24,376	13,245	1,827

	As of December 31, 2022		As of June 30, 2023
Expiration of warrant (years)	4.9		4.4
Fair market value per share (US$)	0.84		0.5
Exercise price (US$)	2.75		2.75
Risk-free rate	4.05	%	4.23	%
Dividend yield	—		—
Standard derivation in the value of stock	131.2	%	131.2	%

F-22

14.Fair Value Measurement (Continued)

	For the six months endedJune 30, 2023
	RMB
Fair value of warrants at beginning of the period (Level 3)	24,376
Issuances	—
Change in fair value	(11,551)
Effect of exchange rate changes	420
Fair value of warrants at end of the period (Level 3)	13,245

15.Related party transactions and balance

The Company entered into outsourcing service agreements with Shanghai Three Drivers Culture Media Co., Limited (“STDC”). The outsourcing service expenses provided by STDC for the Company are RMB602 and RMB1,286 for the six months ended June 30, 2022 and 2023, respectively.The Company entered into promotion service agreements with STDC, under which the promotion service expenses provided by the Company for STDC are nil and RMB565 for the six months ended June 30, 2022 and 2023. The prepayment balance is RMB248 and RMB2,298 as for December 31, 2022 and June 30, 2023, respectively.

For the six months ended June 30, 2022 and 2023, the Company provided nil and RMB12,591 to CEO, Mr. Wen, who assisted business development with third parties on behalf of the Group and RMB12,461 has been repaid by CEO within the six months ended June 30, 2023. The other payable balance due to CEO are RMB130 and nil as of December 31, 2022 and June 30, 2023, respectively, which is included in other current liabilities in the consolidated balance sheets.

16.Subsequent event

The Group has performed an evaluation of subsequent events through the date the financial statements were issued and has determined that there are no events that would have required adjustment or disclosure in the financial statements.

F-23

EX-99.3

Exhibit 99.3

TUANCHE LIMITED

RECONCILIATION OF NON-GAAP AND GAAP RESULTS

(Amount in thousands, except share and per share data)

	For the six months ended June 30,
	2022	2023
	RMB	RMB	US$
Net loss	(56,166)	(30,698)	(4,235)
Add:
Depreciation and amortization	3,673	—	—
Subtract:
Interest income, net	29	69	9
EBITDA	(52,522)	(30,767)	(4,244)
Add:
Share-based compensation expenses	6,148	4,007	553
Change in fair value of warrant liability	—	(11,551)	(1,593)
Impairment of long-lived assets	15,614	1,515	209
Adjusted EBITDA	(30,760)	(36,796)	(5,075)
Net loss	(56,166)	(30,698)	(4,235)
Add:
Share-based compensation expenses	6,148	4,007	553
Change in fair value of warrant liability	—	(11,551)	(1,593)
Impairment of long-lived assets	15,614	1,515	209
Adjusted net loss	(34,404)	(36,727)	(5,066)
Adjusted net loss attributable to TuanChe Limited’s shareholders	(34,404)	(36,727)	(5,066)
Weighted average number of ordinary shares
Basic and diluted	309,041,616	399,544,700	399,544,700
Adjusted net loss per share from operations
Basic and diluted	(0.11)	(0.09)	(0.01)

EX-99.4

Exhibit 99.4

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This management’s discussion and analysis is designed to provide you with a narrative explanation of our financial condition and results of operations for the six months ended June 30, 2022 and 2023. This section should be read in conjunction with our unaudited condensed consolidated financial statements and the related notes included elsewhere in this interim report. See “Exhibit 99.2 —Condensed Consolidated Financial Statements of TuanChe Limited as of December 31, 2022 and June 30, 2023 (unaudited) and for the six months ended June 30, 2022 (unaudited) and 2023 (unaudited).” We also recommend that you read our management’s discussion and analysis and our audited consolidated financial statements for fiscal year 2022, and the notes thereto, which appear in our annual report on Form 20-F for the year ended December 31, 2022, or the Annual Report, filed with the U.S. Securities and Exchange Commission, or the SEC, on March 29, 2023.

Unless otherwise indicated or the context otherwise requires, all references to “our company,” “we,” “our,” “ours,” “us” or similar terms refer to TuanChe Limited and its subsidiaries. “VIEs” refers to TuanChe Internet Information Service (Beijing) Co., Ltd., Shenzhen Drive New Media Co., Ltd., Beijing Internet Drive Technology Co., Ltd., and Tansuojixian Technology (Beijing) Co., Ltd., and their respective subsidiaries, as the context requires. All references to “China” or “PRC” refer to the People’s Republic of China. All references to “industry customer(s)” refer to business customers to which we offer services, including auto dealers, automakers, automobile accessory manufacturers and other automotive related goods and service providers. All references to “RMB” or “Renminbi” refer to the legal currency of China. All references to “US$,” “U.S. dollars,” “$” or “dollars” refer to the legal currency of the United States of America.

All such financial statements were prepared in accordance with accounting principles generally accepted in the United States, or U.S. GAAP. We have made rounding adjustments to some of the figures included in this management’s discussion and analysis. Accordingly, numerical figures shown as totals in some tables may not be an arithmetic aggregation of the figures that precede them. This discussion contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors.

Overview

We believe we, together with the VIEs, are a leading omni-channel automotive marketplace in China. We, together with the VIEs, provide a scalable omni-channel automotive marketplace approach to automobile marketing and distribution. We and the VIEs offer marketing solutions by integrating online platform and offline sales events. In the six months ended June 30, 2022 and 2023, we and the VIEs hosted 61 and 183 auto shows across 49 and 80 cities in mainland China, respectively. Our and the VIEs’ auto shows offered a total of 1,303 and 4,301 booth spaces in the six months ended June 30, 2022 and 2023, respectively. The total number of automobile sales transactions we and the VIEs facilitated was 16,591 and 44,891 in the six months ended June 30, 2022 and 2023, respectively, with a total gross merchandise value of approximately RMB2.4 billion and RMB7.2 billion (US$1.0 billion) in the same period, respectively.

Historically, we generated our net revenues primarily through our and the VIEs’ offline events. Our net revenues were RMB89.2 million and RMB92.2 million (US$12.7 million) in the six months ended June 30, 2022 and 2023, respectively. Our net loss was RMB56.2 million and RMB30.7 million (US$4.2 million) in the six months ended June 30, 2022 and 2023, respectively. Our adjusted EBITDA was a loss of RMB30.8 million and a loss of RMB36.8 million (US$5.1 million) in the six months ended June 30, 2022 and 2023, respectively. We recorded adjusted net loss of RMB34.4 million and RMB36.7 million (US$5.1 million) in the six months ended June 30, 2022 and 2023, respectively. For a detailed description of our non-GAAP measures, see “—Non-GAAP Financial Measures.”

1

Results of Operations

The following table sets forth a summary of our unaudited condensed consolidated statements of operations and comprehensive loss, both in absolute amount, for the periods indicated. This information has been derived from and should be read together with our unaudited condensed consolidated financial statements. The results of operations in any period are not necessarily indicative of the results that may be expected for any future period.

	Six Months Ended June 30,
	2022	2023
	RMB	RMB	US$
	(in thousands, except for share and per share data)
Summary Condensed Consolidated Statements of Operations and Comprehensive Loss
Net Revenues	89,211	92,152	12,708
Cost of revenues	(16,955)	(33,726)	(4,651)
Gross profit	72,256	58,426	8,057
Total operating expenses	(132,126)	(113,582)	(15,664)
Net loss attributable to TuanChe Limited’s shareholders	(56,166)	(30,698)	(4,235)
Net loss attributable to the TuanChe Limited’s ordinary shareholders per share
Basic and diluted	(0.18)	(0.08)	(0.01)
Weighted average number of ordinary shares
Basic and diluted	309,041,616	399,544,700	399,544,700
Non-GAAP Financial Data (1)
Adjusted EBITDA	(30,760)	(36,796)	(5,075)
Adjusted net loss	(34,404)	(36,727)	(5,066)

(1) See “— Non-GAAP Financial Measures.”

Non-GAAP Financial Measures

To supplement our unaudited condensed consolidated financial statements which are presented in accordance with U.S. GAAP, we also use adjusted EBITDA and adjusted net loss as additional non-GAAP financial measures. We present these non-GAAP financial measures because they are used by our management to evaluate our operating performance. We also believe that these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating our unaudited consolidated results of operations in the same manner as our management and in comparing financial results across accounting periods and to those of our peer companies.

We define adjusted EBITDA as net loss excluding depreciation and amortization, interest income, net, share-based compensation expenses, impairment of long-lived assets and change in fair value of warrant liability. We define adjusted net loss as net loss excluding share-based compensation expenses, impairment of long-lived assets and change in fair value of warrant liability. We believe that adjusted EBITDA and adjusted net loss provide useful information to investors and others in understanding and evaluating our operating results. These non-GAAP financial measures adjust for the impact of items that we do not consider indicative of the operational performance of our business and should not be considered in isolation or construed as an alternative to net loss or any other measure of performance or as an indicator of our operating performance. Investors are encouraged to compare the historical non-GAAP financial measures with the most directly comparable GAAP measures. Adjusted EBITDA and adjusted net loss presented here may not be comparable to similarly titled measures presented by other companies. Other companies may calculate similarly titled measures differently, limiting their usefulness as comparative measures to our data. We encourage investors and others to review our financial information in its entirety and not rely on a single financial measure.

2

The following tables set forth a reconciliation of our adjusted EBITDA and adjusted net loss to net loss for the periods indicated.

	Six Months Ended June 30,
	2022	2023
	RMB	RMB	US$
	(in thousands, except for share and per share data)
Net loss	(56,166)	(30,698)	(4,235)
Add:
Depreciation and amortization	3,673	—	—
Subtract:
Interest income, net	29	69	9
EBITDA	(52,522)	(30,767)	(4,244)
Add:
Share-based compensation expenses	6,148	4,007	553
Change in fair value of warrant liability	—	(11,551)	(1,593)
Impairment of long-lived assets	15,614	1,515	209
Adjusted EBITDA	(30,760)	(36,796)	(5,075)

	Six Months Ended June 30,
	2022	2023
	RMB	RMB	US$
	(in thousands, except for share and per share data)
Net loss	(56,166)	(30,698)	(4,235)
Add:
Share-based compensation expenses	6,148	4,007	553
Change in fair value of warrant liability	—	(11,551)	(1,593)
Impairment of long-lived assets	15,614	1,515	209
Adjusted net loss	(34,404)	(36,727)	(5,066)

Six Months Ended June 30, 2023 Compared to Six Months Ended June 30, 2022

Net Revenues

Our net revenues increased by 3.3% from RMB89.2 million in the six months ended June 30, 2022 to RMB92.2 million (US$12.7 million) in the six months ended June 30, 2023, primarily representing the increase in revenue generated from offline marketing services.

● Net revenues from auto show services increased by 174.6% from RMB25.2 million in the six months ended June 30, 2022 to RMB69.3 million (US$9.6 million) in the six months ended June 30, 2023, primarily due to an increased number of offline activities as a result of lifted pandemic restrictions. In the six months ended June 30, 2022 and 2023, we and the VIEs organized 61 and 183 auto shows in 49 and 80 cities, offering a total of 1,303 and 4,301 booths, respectively.

● Net revenues from special promotion event services increased by 37.3% from RMB0.4 million in the six months ended June 30, 2022 to RMB0.6 million (US$0.1 million) in the six months ended June 30, 2023, primarily due to an increased number of special promotion events as a result of lifted pandemic restrictions.

● Net revenues from referral service for a commercial bank decreased by 90.3% from RMB26.5 million in the six months ended June 30, 2022 to RMB2.6 million (US$0.4 million) in the six months ended June 30, 2023, primarily because we and the VIEs have ceased operation of the referral services since April 1, 2022.

● Net revenues from our online marketing services decreased by 44.0% from approximately RMB15.6 million in the six months ended June 30, 2022 to RMB8.8 million (US$1.2 million) in the six months ended June 30, 2023, primarily due to the decrease in the live streaming events held by the Company as the Company was in re-negotiation with key customers about the future cooperation plan and it had impact on the revenue scale from online marketing services.

3

● Net revenues from others services decreased by 48.9% from approximately RMB21.4 million in the six months ended June 30, 2022 to RMB11.0 million (US$1.5 million) in the six months ended June 30, 2023, primarily due to the decrease in aftermarket promotion service and SaaS service.

Cost of Revenues

Our cost of revenues increased by 98.9% from RMB17.0 million in the six months ended June 30, 2022 to RMB33.7 million (US$4.7 million) in the six months ended June 30, 2023, primarily due to the following reasons.

● Our venue set-up costs increased by 182.2% from RMB3.1 million in the six months ended June 30, 2022 to RMB8.8 million (US$1.2 million) in the six months ended June 30, 2023, generally in line with the increases in net revenues from auto show services and special promotion event services.

● Our venue rental costs increased by 164.3% from RMB4.0 million in the six months ended June 30, 2022 to RMB10.7 million (US$1.5 million) in the six months ended June 30, 2023. Both are primarily due to an increase in the number of auto shows we organized and set up from 61 in the six months ended June 30, 2022 to 183 in the six months ended June 30, 2023.

● Our other direct costs increased by 45.6% from RMB9.8 million in the six months ended June 30, 2022 to RMB14.3 million (US$2.0 million) in the six months ended June 30, 2023, primarily due to an increase in information acquisition costs in connection with our and the VIEs’ online marketing services.

Gross Profit

As a result of the foregoing, our gross profit decreased by 19.1% from RMB72.3 million in the six months ended June 30, 2022 to RMB58.4 million (US$8.1 million) in the six months ended June 30, 2023.

Operating Expenses

Our total operating expenses decreased by 14.0% to RMB113.6 million (US$15.7 million) in the first half of 2023 from RMB132.1 million in the same period of the prior year.

● Our selling and marketing expenses increased by 4.6% to RMB80.7 million (US$11.1 million) in the first half of 2023 from RMB77.2 million in the same period of the prior year, primarily due to an increase in promotion expenses, as a result of increased volume of offline events.

● Our general and administrative expenses decreased by 12.2% to RMB23.7 million (US$3.3 million) in the first half of 2023 from RMB26.9 million in the same period of the prior year, primarily due to a decrease in amortization of intangible assets as a result of impairment of in intangible assets and a decrease in the general and administrative staff compensation expenses as a result of the optimization of the company’s workforce.

● Our research and development expenses decreased by 38.0% to RMB7.7 million (US$1.1 million) in the first half of 2023 from RMB12.4 million in the same period of the prior year, primarily due to decrease in the research and development staff compensation expenses, as a result of the optimization of the company’s workforce.

● Impairment of long-lived assets decreased by 90.3% to RMB1.5 million (US$0.2 million) in the first half of 2023 from RMB15.6 million in the same period of the prior year, primarily due to decrease in impairment in relation to intangible assets and right-of-use assets.

Operating Loss

As a result of the foregoing, our operating loss decreased by 7.9% from RMB59.9 million in the six months ended June 30, 2022 to RMB55.2 million (US$7.6 million) in the six months ended June 30, 2023.

4

Net Loss

As a result of the foregoing, we had net loss of RMB56.2 million and RMB30.7 million (US$4.2 million) in the six months ended June 30, 2022 and 2023, respectively.

Liquidity and Capital Resources

Our principal sources of liquidity have been cash generated from operations, proceeds from our initial public offering and loans from banks.

As of June 30, 2023, we had RMB21.9 million (US$3.0 million) in cash and cash equivalents and RMB6.7 million (US$0.9 million) in restricted cash. As of the same date, we held a cash balance of RMB8.3 million (US$1.1 million) denominated in RMB, representing 37.6% of our total cash, cash equivalents and restricted cash.

We have incurred recurring operating losses since our inception, including net losses of RMB56.2 million and RMB30.7 million (US$4.2 million) in the six months ended June 30, 2022 and 2023, respectively. Net cash used in operating activities was RMB55.4 million and RMB52.4 million (US$7.2 million) in the six months ended June 30, 2022 and 2023, respectively. Accumulated deficit was RMB1,180.8 million (US$162.8 million) as of June 30, 2023. As of June 30, 2023, we had a net current asset of RMB28.1 million (US$3.9 million). The control measurement of COVID-19 has been removed and the Company’s business is recovering from COVID-19, especially offline auto show business. However, the recovery of the company’s business still encountered some difficulties, including weak economic growth of China and resignation of staffs, negatively impacted the Group’s business operations for the six months ended June 30, 2023 and has continued to impact the Group’s financial position, results of operations and cash flows. These conditions raise substantial doubt about the Group’s ability to continue as a going concern.

Historically, we have relied principally on cash from operating activities, non-operational sources of financing from investors to fund our operations and business development. Our ability to continue as a going concern is dependent on our management’s ability to successfully execute the business plan which includes strictly implemented the expenses, accelerating the collection of accounts receivable and increasing the proportion of advance from customers, pursuing potential financing to improve our cash flow from operating and financing activities. Based on cash flow projections from operating and financing activities, our current balance of cash and cash equivalents on our operations, our management believes that our current cash and cash equivalents and anticipated cash flow from operations upon successful execution of our business plans will be sufficient to meet our anticipated cash needs from operations and other commitments for at least the next 12 months from the date of this interim report. However, there is no assurance that the plans will be successfully implemented. Failure to successfully implement the plan will have a material adverse effect on our business, results of operations and financial position, and may materially and adversely affect our ability to continue as a going concern.

We have not yet achieved a business scale that is able to generate a sufficient level of revenues to achieve net profit and positive cash flows from operating activities, and we expect the operating losses and negative cash flows from operations will continue for the foreseeable future. While we believe that our current cash and cash equivalents and other current assets are sufficient to meet the cash requirements to fund planned operations and other commitments for at least the next 12 months from the date of this interim report, if we fail to grow our business in a way that generates sufficient returns, we may need additional financing to execute our business plans. If additional financing is required, we cannot predict whether this additional financing will be in the form of equity, debt, or another form, and we may not be able to obtain the necessary additional capital on a timely basis, on acceptable terms, or at all. If financing sources are not available, or if we are unsuccessful in increasing our gross profit margin and reducing operating losses, we may be unable to implement our current plans for expansion, repay debt obligations or compete with other market participants effectively, any of which would have a material adverse effect on our business, financial condition and results of operations and would materially and adversely affect our ability to continue as a going concern.

Our unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The unaudited condensed consolidated financial statements do not include any adjustments that might result from the outcome of uncertainties described above.

5

The following table sets forth a summary of our cash flows for the periods indicated.

	Six Months Ended June 30,
	2022	2023
	RMB	RMB	US$
	(in thousands, except for share and per share data)
Net cash used in operating activities	(55,372)	(52,408)	(7,227)
Net cash used in investing activities	(116)	—	—
Net cash (used in)/generated from financing activities	(2,060)	3,435	474
Effect of exchange rate on cash and cash equivalents	380	791	109
Net decrease in cash, cash equivalents and restricted cash	(57,168)	(48,182)	(6,644)
Cash and cash equivalents, and restricted cash at beginning of the period	97,298	76,843	10,597
Cash and cash equivalents, and restricted cash at end of the period	40,130	28,661	3,953

Operating Activities

Cash used in operating activities was RMB52.4million (US$7.2 million) in the six months ended June 30, 2023. In the six months ended June 30, 2023, the difference between our cash used in operating activities and our net loss of RMB30.7 million (US$4.2 million) resulted primarily from (1) a decrease in accounts receivable of RMB10.4 million (US$1.4 million), (2) allowance of doubtful accounts of RMB5.2 million (US$0.7 million), (3) an increase in advance from customers of RMB4.2 million (US$0.6 million), (4)share-based compensation of RMB4.0 million (US$0.6 million) and (5) provisions for long-lived asset impairment of RMB1.5 million (US$0.2 million), partially offset by (1) a decrease in prepayment and other current assets of RMB12.4 million (US$1.7 million), (2) gain on changes in fair value of warrant liability of RMB11.6 million (US$1.6 million), (3) other income on reverse of unpaid tax of RMB8.8 million (US$1.2 million), (4) a decrease in accounts payable of RMB4.4 million (US$0.6 million), (5) a decrease in other current liabilities of RMB4.3 million (US$0.6 million) and (6) a decrease in salary and welfare benefits payable of RMB4.3 million (US$0.6 million).

Cash used in operating activities was RMB55.4 million in the six months ended June 30, 2022. In the six months ended June 30, 2022, the difference between our cash used in operating activities and our net loss of RMB56.2 million resulted primarily from (1) provisions for long-lived asset impairment of RMB15.6 million, (2) share-based compensation of RMB6.1 million, (3) allowance of doubtful accounts of RMB3.8 million, (4) depreciation and amortization of RMB3.7 million and (5) a decrease in accounts receivable of RMB7.4 million, partially offset by (1) a decrease in accounts payable of RMB16.4 million, (2) a decrease in advance from customers of RMB10.6 million, (3) a decrease in salary and welfare benefits payable of RMB3.5 million, (4) a decrease in guarantee liabilities of RMB2.5 million and (5) a decrease in other current liabilities of RMB1.6 million.

Investing Activities

Net cash used in investing activities was nil in the six months ended June 30, 2023.

Net cash used in investing activities was RMB0.1 million in the six months ended June 30, 2022, primarily due to purchase of software of RMB0.1 million.

Financing Activities

Net cash generated from financing activities was RMB3.4 million (US$0.5 million) in the six months ended June 30, 2023, primarily due to RMB7.1 million (US$1.0 million) received from short-term borrowings, partially offset by repayments of short-term borrowings of RMB3.7 million (US$0.5million).

Net cash used in financing activities was RMB2.1 million in the six months ended June 30, 2022, primarily due to repayments of short-term borrowings of RMB7.0 million, partially offset by RMB4.9 million received from short-term and long-term borrowings.

Indebtedness

As of June 30, 2023, the Group had RMB8.2 million (US$1.1 million) of short-term borrowings. The interest was payable on a monthly basis in the first three installments and payable on a monthly basis by equal principal and interest from the fourth installment.

Capital Expenditures

We incurred capital expenditures of RMB0.1 million and nil in the six months ended June 30, 2022 and 2023, respectively, primarily in connection with the purchase of property, equipment and software. We intend to fund our future capital expenditures with

6

our existing cash balance, proceeds from debt or equity financing and other financing alternatives. We will continue to incur capital expenditures to support the growth of our business.

Financial Information Related to the VIEs

The following table presents the unaudited condensed consolidated balance sheet information relating to TuanChe Limited (the “Parent”), the VIEs and the non-variable interest entities as of June 30, 2023.

	As of June 30, 2023
			Non-VIE
		VIE		Other	Intercompany	Group
	Parent	Consolidated	WFOE	subsidiaries	Elimination	Consolidated
Cash, cash equivalents and restricted cash	13,725	4,324	10,600	12	—	28,661
Amount due from the subsidiaries of the Group	137,780	120,743	143,560	11,685	(413,768)	—
Other current assets	10,186	31,213	52,704	75	—	94,178
Total current assets	161,691	156,280	206,864	11,772	(413,768)	122,839
Long-term investments	—	5,478	—	—	—	5,478
Investments in subsidiaries, VIEs and subsidiaries of VIEs	(72,147)	—	—	754,858	(682,711)	—
Operating lease right-of-use assets, net	—	578	7,258	—	—	7,836
Goodwill	—	—	45,561	—	—	45,561
Other non-current assets	—	—	522	—	—	522
Total non-current assets	(72,147)	6,056	53,341	754,858	(682,711)	59,397
Total assets	89,544	162,336	260,205	766,630	(1,096,479)	182,236
Accounts payable	—	3,957	5,344	—	—	9,301
Amount due to the subsidiaries of the Group	2,755	249,025	143,035	14,049	(408,864)	—
Short-term borrowings	—	6,950	1,200	—	—	8,150
Short-term operating lease liabilities	—	628	3,937	—	—	4,565
Other current liabilities	7,260	30,750	34,700	39	—	72,749
Total current liabilities	10,015	291,310	188,216	14,088	(408,864)	94,765
Warrant liability	13,245	—	—	—	—	13,245
Lease liabilities, non-current	—	333	7,537	—	—	7,870
Other non-current liabilities	225	72	—	—	—	297
Total non-current liabilities	13,470	405	7,537	—	—	21,412
Total liabilities	23,485	291,715	195,753	14,088	(408,864)	116,177
Total equity/(deficit)	66,059	(129,379)	64,452	752,542	(687,615)	66,059

The following table presents the unaudited condensed consolidated statements of operations and comprehensive loss and cash flows relating to the Parent, the VIEs and the non-variable interest entities for the six months ended June 30, 2022 and 2023.

7

Unaudited condensed statements of operations and comprehensive loss data

	Six Months Ended June 30, 2023
			Non-VIE
		VIE		Other	Intercompany	Group
	Parent	Consolidated	WFOE	subsidiaries	Elimination	Consolidated
Net revenues	—	34,220	60,399	—	(2,467)	92,152
Cost of revenues	—	(9,448)	(24,278)	—	—	(33,726)
Operating expenses	(7,996)	(31,700)	(76,317)	(36)	2,467	(113,582)
Loss from operations	(7,996)	(6,928)	(40,196)	(36)	—	(55,156)
Equity in loss of subsidiaries, VIEs and subsidiaries of VIEs	(34,675)	—	—	—	34,675	—
Other income net	11,973	11,501	984	—	—	24,458
Net (loss)/income	(30,698)	4,573	(39,212)	(36)	34,675	(30,698)

	Six Months Ended June 30, 2022
			Non-VIE
		VIE		Other	Intercompany	Group
	Parent	Consolidated	WFOE	subsidiaries	Elimination	Consolidated
Net revenues	—	43,012	48,572	—	(2,373)	89,211
Cost of revenues	—	(2,501)	(14,454)	—	—	(16,955)
Operating expenses	(2,950)	(38,444)	(76,424)	(1,067)	2,373	(116,512)
(Loss)/ income from operations	(2,950)	2,067	(42,306)	(1,067)	—	(44,256)
Equity in loss of subsidiaries, VIEs and subsidiaries of VIEs	(53,527)	—	—	—	53,527	—
Other income/(expenses), net	311	(12,888)	476	191	—	(11,910)
Net loss	(56,166)	(10,821)	(41,830)	(876)	53,527	(56,166)

Unaudited consolidated cash flow information

	Six Months Ended June 30, 2023
			Non-VIE
		VIE		Other	Intercompany	Group
	Parent	Consolidated	WFOE	subsidiaries	Elimination	Consolidated
Net cash generated from/(used in) operating activities	13,041	(6,083)	(59,340)	(26)	—	(52,408)
Net cash used in investing activities	(58,274)	—	—	(56,565)	114,839	—
Net cash generated from financing activities	—	4,235	57,474	56,565	(114,839)	3,435
Effect of exchange rate changes	1,790	—	(999)	—	—	791
Net decrease in cash,cash equivalents and restricted cash	(43,443)	(1,848)	(2,865)	(26)	—	(48,182)

	Six Months Ended June 30, 2022
			Non-VIE
		VIE		Other	Intercompany	Group
	Parent	Consolidated	WFOE	subsidiaries	Elimination	Consolidated
Net cash (used in)/generated from operating activities	(1,248)	3,523	(55,414)	55	(2,288)	(55,372)
Net cash used in investing activities	(31,769)	—	(126)	(31,090)	62,869	(116)
Net cash (used in)/generated from financing activities	—	(1,060)	28,973	32,896	(62,869)	(2,060)
Effect of exchange rate changes	1,312	—	864	(1,796)	—	380
Net (decrease)/increase in cash,cash equivalents and restricted cash	(31,705)	2,463	(25,703)	65	(2,288)	(57,168)

8

Off-Balance Sheet Arrangements

We have not entered into any financial guarantees or other commitments to guarantee the payment obligations of any third parties. We have not entered into any derivative contracts that are indexed to our shares and classified as shareholder’s equity or that are not reflected in our unaudited consolidated financial statements. Furthermore, we do not have any retained or contingent interest in assets transferred to an unconsolidated entity that serves as credit, liquidity or market risk support to such entity. We do not have any variable interest in any unconsolidated entity that provides financing, liquidity, market risk or credit support to us or engages in leasing, hedging or product development services with us.

Cautionary Statement Regarding Forward-Looking Statements

We have made statements in this report that constitute forward-looking statements. Forward-looking statements involve risks and uncertainties, such as statements about our plans, objectives, expectations, assumptions or future events. In some cases, you can identify forward-looking statements by terminology such as “anticipate,” “estimate,” “plan,” “project,” “continuing,” “ongoing,” “expect,” “we believe,” “we intend,” “may,” “should,” “could” and similar expressions. These statements involve estimates, assumptions, known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from any future results, performances or achievements expressed or implied by the forward-looking statements.

These forward-looking statements include statements about:

The ultimate correctness of these forward-looking statements depends upon a number of known and unknown risks and events. Many factors could cause our actual results to differ materially from those expressed or implied in our forward-looking statements. Consequently, you should not place undue reliance on these forward-looking statements.

The forward-looking statements speak only as of the date on which they are made; and, except as required by law we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events.

In addition, we cannot assess the impact of each factor on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements.

● the continued growth of the automotive industry in mainland China;

● the impact of the COVID-19 pandemic on the PRC economy and our operations and financial performance;

● our and the VIEs’ ability to manage the expansion of our and the VIEs’ business and implement business strategies;

● our and the VIEs’ ability to maintain and develop favorable relationships with industry customers;

● our and the VIEs’ ability to attract and retain automobile consumers;

● our and the VIEs’ ability to compete effectively; and

● relevant government policies and regulations relating to our industry.

Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. We undertake no obligation to update this forward-looking information. Nonetheless, we reserve the right to make such updates from time to time by press release, periodic report or other method of public disclosure without the need for specific reference to this interim report. No such update shall be deemed to indicate that other statements not addressed by such update remain correct or create an obligation to provide any other updates.

9

XML

Document and Entity Information	6 Months Ended
	Jun. 30, 2023
Document and Entity Information
Document Type	6-K
Document Period End Date	Jun. 30, 2023
Entity Registrant Name	TuanChe Ltd
Entity Central Index Key	0001743340
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Amendment Flag	false

XML

CONDENSED CONSOLIDATED BALANCE SHEETS ¥ in Thousands, $ in Thousands	Jun. 30, 2023 CNY (¥)	Jun. 30, 2023 USD ($)	Dec. 31, 2022 CNY (¥)
Current assets:
Cash and cash equivalents	¥ 21,900	$ 3,026	¥ 69,895
Restricted cash	6,720	927	6,948
Accounts and notes receivable, net	37,761	5,207	49,969
Prepayment and other current assets, net	56,417	7,780	46,856
Total current assets	122,839	16,940	173,668
Non-current assets:
Operating lease right-of-use assets	7,836	1,081	10,135
Long-term investments	5,478	755	5,383
Goodwill	45,561	6,283	45,561
Other non-current assets	522	72	522
Total non-current assets	59,397	8,191	61,601
Total assets	182,236	25,131	235,269
Current liabilities:
Accounts payable	9,301	1,283	13,658
Advance from customers	7,845	1,082	3,695
Salary and welfare benefits payable	28,650	3,949	32,944
Short-term borrowings	8,150	1,124	3,169
Other taxes payable	14,118	1,947	24,727
Current portion of deferred revenue	1,212	167	1,345
Short-term operating lease liabilities	4,565	630	5,200
Other current liabilities	20,924	2,887	23,821
Total current liabilities	94,765	13,069	108,559
Long-term borrowings			1,546
Non-current portion of deferred revenue	72	10	18
Long-term operating lease liabilities	7,870	1,085	7,494
Warrant liability	13,245	1,827	24,376
Other non-current liabilities	225	31	492
Total non-current liabilities	21,412	2,953	33,926
Total liabilities	116,177	16,022	142,485
Commitments and contingencies
Shareholders' equity:
Treasury stock (14,907,047 and 14,907,047 treasury stock as of December 31, 2022 and June 30, 2023, respectively)	(45,886)	(6,328)	(45,886)
Additional paid-in capital	1,300,958	179,410	1,296,951
Accumulated deficit	(1,180,833)	(162,845)	(1,150,135)
Accumulated other comprehensive loss	(8,450)	(1,165)	(8,416)
Total TuanChe Limited shareholders' equity	66,059	9,109	92,784
Total equity	66,059	9,109	92,784
TOTAL LIABILITIES AND EQUITY	182,236	25,131	235,269
Class A ordinary shares
Shareholders' equity:
Ordinary shares	235	32	235
Class B ordinary shares
Shareholders' equity:
Ordinary shares	¥ 35	$ 5	¥ 35

XML

CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) ¥ in Thousands, $ in Thousands	Jun. 30, 2023 CNY (¥) shares	Jun. 30, 2023 USD ($) $ / shares shares	Dec. 31, 2022 CNY (¥) shares	Dec. 31, 2022 $ / shares
Long-term borrowings (including Long-term borrowings of the consolidated variable interest entities "VIEs") without recourse to the primary beneficiary of nil and RMB 1,546 as of December 31, 2021 and 2022, respectively) | ¥			¥ 1,546
Treasury stock, common, shares	14,907,047	14,907,047	14,907,047
Operating Lease, Liability, Noncurrent	¥ 7,870	$ 1,085	¥ 7,494
Other Liabilities, Noncurrent	225	$ 31	492
Consolidated VIEs primary beneficiary
Long-term borrowings (including Long-term borrowings of the consolidated variable interest entities "VIEs") without recourse to the primary beneficiary of nil and RMB 1,546 as of December 31, 2021 and 2022, respectively) | ¥	0		1,546
Operating Lease, Liability, Noncurrent | ¥	¥ 333		¥ 605
Class A ordinary shares
Common stock, par value per share (in dollars per share) | $ / shares		$ 0.0001		$ 0.0001
Common stock, shares authorized	800,000,000	800,000,000	800,000,000
Common stock, shares issued	339,475,403	339,475,403	339,475,403
Common stock, shares outstanding	331,134,949	331,134,949	327,422,449
Class B ordinary shares
Common stock, par value per share (in dollars per share) | $ / shares		$ 0.0001		$ 0.0001
Common stock, shares authorized	60,000,000	60,000,000	60,000,000
Common stock, shares issued	55,260,580	55,260,580	55,260,580
Common stock, shares outstanding	55,260,580	55,260,580	55,260,580

XML

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS ¥ in Thousands, $ in Thousands	6 Months Ended
	Jun. 30, 2023 CNY (¥) ¥ / shares shares	Jun. 30, 2023 USD ($) $ / shares shares	Jun. 30, 2022 CNY (¥) ¥ / shares shares
Net revenues
Total net revenues	¥ 92,152	$ 12,708	¥ 89,211
Cost of revenues	(33,726)	(4,651)	(16,955)
Gross profit	58,426	8,057	72,256
Operating expenses:
Selling and marketing expenses	(80,742)	(11,135)	(77,205)
General and administrative expenses	(23,654)	(3,262)	(26,933)
Research and development expenses	(7,671)	(1,058)	(12,374)
Impairment of long-lived assets	(1,515)	(209)	(15,614)
Total operating expenses	(113,582)	(15,664)	(132,126)
Loss from operations	(55,156)	(7,607)	(59,870)
Other income/(expenses):
Interest income/(expenses), net	69	9	29
Foreign exchange (loss)/gain	(259)	(36)	189
Gain from equity method investments	95	13	(215)
Change in fair value of warrant liability	11,551	1,593	0
Other income, net	13,002	1,793	3,701
Loss before income taxes	(30,698)	(4,235)	(56,166)
Income tax benefit	0	0	0
Net loss	(30,698)	(4,235)	(56,166)
Net loss attributable to TuanChe Limited's ordinary shareholders	(30,698)	(4,235)	(56,166)
Net loss	(30,698)	(4,235)	(56,166)
Other comprehensive (loss)/income:
Foreign currency translation adjustments	(34)	(5)	88
Total other comprehensive loss	(34)	(5)	88
Total comprehensive loss	(30,732)	(4,240)	(56,078)
Comprehensive loss attributable to:
TuanChe Limited's shareholders	¥ (30,732)	$ (4,240)	¥ (56,078)
Net loss attributable to the TuanChe Limited's ordinary shareholders per share
Basic (in dollars per share) | (per share)	¥ (0.08)	$ (0.01)	¥ (0.18)
Diluted (in dollars per share) | (per share)	¥ (0.08)	$ (0.01)	¥ (0.18)
Weighted average number of ordinary shares
Basic (in shares)	399,544,700	399,544,700	309,041,616
Diluted (in shares)	399,544,700	399,544,700	309,041,616
Auto shows
Net revenues
Total net revenues	¥ 69,286	$ 9,557	¥ 25,229
Special promotion events
Net revenues
Total net revenues	589	81	429
Referral service for commercial bank
Net revenues
Total net revenues	2,572	355	26,482
Online marketing
Net revenues
Total net revenues	8,753	1,207	15,632
Others
Net revenues
Total net revenues	¥ 10,952	$ 1,508	¥ 21,439

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UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY ¥ in Thousands, $ in Thousands	Ordinary shares Class A ordinary shares CNY (¥) shares	Ordinary shares Class B ordinary shares CNY (¥) shares	Treasury stock CNY (¥) shares	Additional paid-in capital CNY (¥)	Accumulated deficit CNY (¥)	Accumulated other comprehensive gain/(loss) CNY (¥)	TuanChe limited shareholders' equity CNY (¥)	Non-controlling interests CNY (¥)	Class A ordinary shares shares	Class B ordinary shares shares	CNY (¥)	USD ($)
Balance at Dec. 31, 2021	¥ 182	¥ 35	¥ (45,886)	¥ 1,231,135	¥ (983,645)	¥ (7,408)	¥ 194,413	¥ (1,103)			¥ 193,310
Balance (in shares) at Dec. 31, 2021 | shares	267,408,260	55,260,580	(14,907,047)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Shares issuance for vested restricted shares	¥ 1			(1)
Shares issuance for vested restricted shares (in Shares) | shares	1,775,750
Share-based compensation				6,148			6,148				6,148
Acquisition of non-controlling interests				(1,103)			(1,103)	¥ 1,103
Net loss					(56,166)		(56,166)				(56,166)
Foreign currency translation adjustment						88	88				88
Balance at Jun. 30, 2022	¥ 183	¥ 35	¥ (45,886)	1,236,179	(1,039,811)	(7,320)	143,380				143,380
Balance (in shares) at Jun. 30, 2022 | shares	269,184,010	55,260,580	(14,907,047)
Balance at Dec. 31, 2022	¥ 235	¥ 35	¥ (45,886)	1,296,951	(1,150,135)	(8,416)	92,784				92,784
Balance (in shares) at Dec. 31, 2022 | shares	342,329,496	55,260,580	(14,907,047)						327,422,449	55,260,580
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Shares issuance for vested restricted shares (in Shares) | shares	3,712,500
Share-based compensation				4,007			4,007				4,007
Net loss					(30,698)		(30,698)				(30,698)	$ (4,235)
Foreign currency translation adjustment						(34)	(34)				(34)	(5)
Balance at Jun. 30, 2023	¥ 235	¥ 35	¥ (45,886)	¥ 1,300,958	¥ (1,180,833)	¥ (8,450)	¥ 66,059				¥ 66,059	$ 9,109
Balance (in shares) at Jun. 30, 2023 | shares	346,041,996	55,260,580	(14,907,047)						331,134,949	55,260,580

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UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS ¥ in Thousands, $ in Thousands	6 Months Ended			12 Months Ended
	Jun. 30, 2023 CNY (¥)	Jun. 30, 2023 USD ($)	Jun. 30, 2022 CNY (¥)	Dec. 31, 2022 CNY (¥)	Dec. 31, 2021 CNY (¥)
Changes in operating assets and liabilities:
Net cash used in operating activities	¥ (52,408)	$ (7,227)	¥ (55,372)	¥ (109,700)	¥ (92,300)
Cash flows from investing activities:
Purchase of property, equipment and software, and other non-current assets			(116)
Net cash used in investing activities			(116)
Cash flows from financing activities:
Cash received from borrowings	7,120	982	4,940
Repayments of short-term borrowings	(3,685)	(508)	(7,000)
Net cash (used in)/generated from financing activities	3,435	474	(2,060)
Effect of exchange rate changes on cash, cash equivalents and restricted cash	791	109	380
Net decrease in cash, cash equivalents and restricted cash	(48,182)	(6,644)	(57,168)
Cash, cash equivalents and restricted cash at beginning of the period	76,843	10,597	97,298	97,298
Including :
Cash and cash equivalents at the beginning of the period	69,895	9,639	63,461	63,461
Restricted cash at the beginning of the period	6,948	958	33,837	33,837
Cash, cash equivalents and restricted cash at end of the period	28,661	3,953	40,130	76,843	97,298
Including :
Cash and cash equivalents at the end of the period	21,900	3,026	32,184	69,895	63,461
Restricted cash at the end of the period	6,720	927	7,946	¥ 6,948	¥ 33,837
Supplemental disclosures of cash flow information:
Cash paid for interest expense	(84)	(12)	(91)
Supplemental schedule of non-cash investing and financing activities:
Right-of-use assets obtained in exchange for new operating lease liabilities	¥ 2,813	$ 388	¥ 9,285

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Organization and Reorganization

6 Months Ended

Jun. 30, 2023

Organization and Reorganization

Organization and Reorganization

1.Organization and Reorganization

TuanChe Limited (the “Company”) was incorporated in the Cayman Islands on September 28, 2012. The Company is a holding company and conducts its business mainly through its subsidiaries, variable interest entities (“VIEs”) and subsidiaries of VIEs (collectively referred to as the “Group”). The Group commenced operations through TuanChe Internet, a PRC company established by several PRC citizens in May 2012. TuanChe Internet holds an Internet Content Provider (“ICP”) license to operate Tuanche.com that provides internet information services to automobile manufacturers, car dealers and consumers.

The Group is primarily engaged in the operation of providing auto shows, special promotion events services, referral service for a commercial bank, online marketing services, subscription and support service, aftermarket promotion service, customer referral services and other related businesses in the People’s Republic of China (the “PRC” or “China”).

Contractual arrangements with VIEs

PRC laws and regulations place certain restrictions on foreign investment in value-added telecommunication service businesses. The Group conduct operations in the PRC partially through TuanChe Internet, Drive New Media, Internet Drive Technology and Tansuojixian, which are variable interest entities, or VIEs, and their subsidiaries, collectively referred to as consolidated affiliated entities. The Group have entered into a series of contractual arrangements, through TuanYuan, Sangu Maolu and Chema, or its WFOEs, with each of its VIEs and their respective shareholders, respectively. The series of contractual arrangements include exclusive business cooperation agreement, exclusive call option agreement, equity pledge agreement, powers of attorney and spousal consent letters.

The Group believes that these contractual arrangements enable the Company to (1) have power to direct the activities that most significantly affects the economic performance of the VIEs, and (2) receive the economic benefits of the VIEs that could be significant to the VIEs. Accordingly, the Company is considered the primary beneficiary of the VIEs and is able to consolidate the VIEs and VIEs’ subsidiaries.

Risks in relation to the VIE structure

A significant part of the Company’s business is conducted through the VIEs of the Group, of which the Company is the ultimate primary beneficiary. In the opinion of management, the contractual arrangements with the VIEs and the nominee shareholders are in compliance with PRC laws and regulations and are legally binding and enforceable. The nominee shareholders are also shareholders of the Group and have indicated they will not act contrary to the contractual arrangements. However, there are substantial uncertainties regarding the interpretation and application of PRC laws and regulations including those that govern the contractual arrangements, which could limit the Group’s ability to enforce these contractual arrangements and if the nominee shareholders of the VIEs were to reduce their interests in the Group, their interest may diverge from that of the Group and that may potentially increase the risk that they would seek to act contrary to the contractual arrangements.

1.Organization and Reorganization (Continued)

Risks in relation to the VIE structure (Continued)

In January 2015, the Ministry of Commerce (“MOFCOM”), released for public comment a proposed PRC law, the Draft Foreign Investment Enterprises (“FIE”) Law, that appears to include VIEs within the scope of entities that could be considered to be FIEs, that would be subject to restrictions under existing PRC law on foreign investment in certain categories of industry. Specifically, the Draft FIE Law introduces the concept of “actual control” for determining whether an entity is considered to be an FIE. In addition to control through direct or indirect ownership or equity, the Draft FIE Law includes control through contractual arrangements within the definition of “actual control”. On March 15, 2019, the National People’s Congress adopted the Foreign Investment Law of the PRC, which became effective on January 1, 2020 and replaced three laws regulating foreign investment in China, namely, the Wholly Foreign-Invested Enterprise Law of the PRC, the Sino-Foreign Cooperative Joint Venture Enterprise Law of the PRC and the Sino-Foreign Equity Joint Venture Enterprise Law of the PRC, together with their implementation rules and ancillary regulations. On December 26, 2019, the State Council issued the Regulations on Implementing the Foreign Investment Law of the PRC, which came into effect on January 1, 2020, and replaced the Regulations on Implementing the Sino-Foreign Equity Joint Venture Enterprise Law, Provisional Regulations on the Duration of Sino-Foreign Equity Joint Venture Enterprise Law, the Regulations on Implementing the Wholly Foreign-Invested Enterprise Law, and the Regulations on Implementing the Sino-Foreign Cooperative Joint Venture Enterprise Law. The Foreign Investment Law of the PRC embodies an expected PRC regulatory trend to rationalize its foreign investment regulatory regime in line with prevailing international practice and the legislative efforts to unify the corporate legal requirements for both foreign and domestic investments. Under the Foreign Investment Law of the PRC, VIEs that are controlled via contractual arrangement would not be absolutely deemed as Foreign-Invested Enterprises, or FIEs. Therefore, the current legal status of Contractual Arrangement as a whole and each of the agreements comprising the Contractual Arrangement will not be materially affected by the Foreign Investment Law of the PRC and its implementing regulations. However, since it is relatively new, uncertainties still exist in relation to its interpretation and implementation. For example, the Foreign Investment Law of the PRC adds a catch-all clause to the definition of “foreign investment” so that foreign investment, by its definition, includes “investments made by foreign investors in China through other means defined by other laws or administrative regulations or provisions promulgated by the State Council” without further elaboration on the meaning of “other means.” It leaves leeway for the future legislations promulgated by the State Council to provide for contractual arrangements as a form of foreign investment. It is therefore uncertain whether the Group’s corporate structure will be seen as violating the foreign investment rules as the Group is currently leverage the contractual arrangement to operate certain businesses in which foreign investors are prohibited from or restricted to investing. Furthermore, if future legislations prescribed by the State Council mandate further actions to be taken by companies with respect to existing contractual arrangement, the Group may face substantial uncertainties as to whether the Group can complete such actions in a timely manner, or at all. If the Group fails to take appropriate and timely measures to comply with any of these or similar regulatory compliance requirements, the Group’s current corporate structure, corporate governance and business operations could be materially and adversely affected.

The Company’s ability to control the VIEs also depends on the Power of Attorney the shareholders has to vote on all matters requiring shareholder approval in the VIEs. As noted above, the Company believes these Power of Attorney are legally enforceable but may not be as effective as direct equity ownership.

1.Organization and Reorganization (Continued)

Risks in relation to the VIE structure (Continued)

In addition, if the Group’s corporate structure or the contractual arrangements with the VIEs were found to be in violation of any existing or future PRC laws and regulations, the PRC regulatory authorities could, within their respective jurisdictions:

● revoke the Group’s business and operating licenses

● require the Group to discontinue or restrict its operations;

● restrict the Group’s right to collect revenues;

● block the Group’s websites;

● require the Group to restructure the operations, re-apply for the necessary licenses or relocate the Group’s businesses, staff and assets;

● impose additional conditions or requirements with which the Group may not be able to comply; or

● take other regulatory or enforcement actions against the Group that could be harmful to the Group’s business.

The imposition of any of these restrictions or actions could result in a material adverse effect on the Group’s ability to conduct its business. In such case, the Group may not be able to operate or control the VIEs, which may result in deconsolidation of the VIEs in the Group’s consolidated financial statements. In the opinion of the Company’s management, the likelihood for the Group to lose such ability is remote based on current facts and circumstances. The Group believes that the contractual arrangements among each of the VIEs, their respective shareholders and relevant wholly foreign owned enterprise are in compliance with PRC law and are legally enforceable. The Group’s operations depend on the VIEs to honor their contractual arrangements with the Group. These contractual arrangements are governed by PRC law and disputes arising out of these agreements are expected to be decided by arbitration in the PRC. Management believes that each of the contractual arrangements constitutes valid and legally binding obligations of each party to such contractual arrangements under PRC laws. However, the interpretation and implementation of the laws and regulations in the PRC and their application on the legality, binding effect and enforceability of contracts are subject to the discretion of competent PRC authorities, and therefore there is no assurance that relevant PRC authorities will take the same position as the Group herein in respect of the legality, binding effect and enforceability of each of the contractual arrangements. Meanwhile, since the PRC legal system continues to evolve, the interpretations of many laws, regulations and rules are not always uniform and enforcement of these laws, regulations and rules involve uncertainties, which may limit legal protections available to the Group to enforce the contractual arrangements should the VIEs or the nominee shareholders of the VIEs fail to perform their obligations under those arrangements.

1.Organization and Reorganization (Continued)

Risks in relation to the VIE structure (Continued)

The following combined financial information of the Group’s VIEs as of December 31, 2022 and June 30,2023 and for the six months ended June 30, 2022 and 2023 were included in the accompanying condensed consolidated financial statements of the Group as follows:

	As of December 31,	As of June 30,
	2022	2023
	RMB	RMB
		(unaudited)
ASSETS
Current assets:
Cash and cash equivalents	6,172	4,324
Amount due from the subsidiaries of the Group	117,489	120,743
Other current assets	51,126	31,213
Total current assets	174,787	156,280
Non-current assets:
Long-term investments	5,383	5,478
Operating lease right-of-use assets	1,045	578
Total non-current assets	6,428	6,056
TOTAL ASSETS	181,215	162,336
Current liabilities:
Short term borrowings	1,169	6,950
Accounts payable	818	3,957
Advance from customers	2,986	3,382
Salary and welfare benefits payable	21,803	18,738
Other taxes payable	15,119	3,758
Short-term operating lease liabilities	652	628
Current portion of deferred revenue	1,345	1,212
Other current liabilities	2,508	3,660
Account due to subsidiaries of the Group	266,679	249,025
Total current liabilities	313,079	291,310
Long-term borrowings	1,546	—
Long-term operating lease liabilities	605	333
Non-current portion of deferred revenue	18	72
Total non-current liabilities	2,169	405
TOTAL LIABILITIES	315,248	291,715

	For the six months ended June 30,
	2022	2023
	RMB	RMB
Net revenues	43,012	34,220
Net (loss)/income	(10,821)	4,573

	For the six months ended June 30,
	2022	2023
	RMB	RMB
Net cash generated from/(used in) operating activities	3,523	(6,083)
Net cash generated from investing activities	—	—
Net cash (used in)/generated from financing activities	(1,060)	4,235
Net increase/(decrease) in cash, cash equivalent and restricted cash	2,463	(1,848)

1.Organization and Reorganization (Continued)

Risks in relation to the VIE structure (Continued)

In accordance with various contractual agreements, the Company has the power to direct the activities of the VIEs and subsidiaries of VIEs and can have assets transferred out of the VIEs. Therefore, the Company considers that there are no assets in the respective VIEs that can be used only to settle obligations of the respective VIEs, except for the registered capital of the VIEs amounting to approximately RMB40.1 million and RMB40.1 million as of December 31, 2022 and June 30, 2023, respectively. As the respective VIEs are incorporated as limited liability companies under the PRC Company Law, creditors do not have recourse to the general credit of the Company for the liabilities of the respective VIEs. There is currently no contractual arrangement that would require the Company to provide additional financial support to the VIEs. As the Group is conducting certain businesses in the PRC through the VIEs, the Group may provide additional financial support on a discretionary basis in the future, which could expose the Group to a loss.

There is no VIE in the Group where the Company or any subsidiary has a variable interest but is not the primary beneficiary.

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Going Concern and impact of COVID-19 pandemic

6 Months Ended

Jun. 30, 2023

Going Concern and impact of COVID-19 pandemic

Going Concern and impact of COVID-19 pandemic

2.Going Concern and impact of COVID-19 pandemic

The Group has incurred recurring operating losses since its inception, including net losses of RMB101.9 million and RMB166.5 million (as restated) for the years ended December 31, 2021 and 2022, respectively and net losses of RMB30.7 million for the six months ended June 30, 2023. Net cash used in operating activities were RMB92.3 million and RMB109.7 million for the years ended December 31, 2021 and 2022, respectively and cash used in operating activities of RMB52.4 million for the six months ended June 30, 2023. Accumulated deficit was RMB1,180.8 million as of June 30, 2023. As of June 30, 2023, the Company had cash and cash equivalents of RMB21.9 million. The control measurement of COVID-19 has been removed and the Company’s business is recovering from COVID-19, especially offline auto show business. However, the recovery of the company’s business still encountered some difficulties, including weak economic growth of China and resignation of staffs, negatively impacted the Group’s business operations for the six months ended June 30, 2023 and has continued to impact the Group’s financial position, results of operations and cash flows. These conditions raise substantial doubt about the Group’s ability to continue as a going concern.

Historically, the Group has relied principally on both operational sources of cash and non-operational sources of financing from investors to fund its operations and business development. The Group’s ability to continue as a going concern is dependent on management’s ability to successfully execute its business plan which includes strictly implemented the expenses, accelerating the collection of accounts receivable and increasing the proportion of advance from customers, pursuing cooperation opportunities for electric vehicles industry and potential financing to improve the Group’s cash flow from operations and financing. At present, China’s economy is still in the process of recovering from the COVID-19 epidemic. Due to that the control measurement of COVID-19 has been removed, the Group’s offline auto show business has greatly recovered compared to prior year. However, the Group’s live streaming business need to intensified renegotiation with live streaming customers to continue and enhance the cooperation with them, and this faces the risk of failure, which has significantly impacted and may continue to impact the Group’s business, result of operations, financial condition and liquidity.

If the Group fails to achieve these goals, the Group may need additional financing to execute its business plan. If additional financing is required, the Group cannot predict whether this additional financing will be in the form of equity, debt, or another form, and the Group may not be able to obtain the necessary additional capital on a timely basis, on acceptable terms, or at all. In the event that financing sources are not available, or that the Group is unsuccessful in increasing its gross profit margin and reducing operating losses, the Group may be unable to implement its current plans for expansion, repay debt obligations or respond to competitive pressures, any of which would have a material adverse effect on the Group’s business, financial condition and results of operations and would materially adversely affect its ability to continue as a going concern.

The Group’s condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The condensed consolidated financial statements do not include any adjustments that might result from the outcome of such uncertainties.

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Significant Accounting Policies

6 Months Ended

Jun. 30, 2023

Significant Accounting Policies

Significant Accounting Policies

3.Significant Accounting Policies

a)Basis of presentation

The unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) and, therefore, certain information and disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been omitted.

In the opinion of management, the information reflects all adjustments necessary to make the results of operations for the interim periods a fair statement of such operations. All such adjustments are of a normal recurring nature. Half year results are not necessarily indicative of results for the full year. The condensed consolidated balance sheet as of December 31, 2022 has been derived from the audited consolidated financial statements at that date but does not include all information and footnotes required by U.S. GAAP for complete financial statements. These unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 20-F/A for the fiscal year ended December 31, 2022.

b)Principles of consolidation

The condensed consolidated financial statements include the financial statements of the Company, its subsidiaries, VIEs and subsidiaries of VIEs for which the Company is the primary beneficiary.

Subsidiaries are those entities in which the Company, directly or indirectly, controls more than one half of the voting power, has the power to appoint or remove the majority of the members of the board of directors, or to cast a majority of votes at the meeting of the board of directors, or has the power to govern the financial and operating policies of the investee under a statute or agreement among the shareholders or equity holders.

A consolidated VIE is an entity in which the Company, or its subsidiary, through contractual arrangements, has the power to direct the activities that most significantly impact the entity’s economic performance, bears the risks of and enjoys the rewards normally associated with ownership of the entity, and therefore the Company or its subsidiary is the primary beneficiary of the entity.

All transactions and balances among the Company, its subsidiaries, VIEs and subsidiaries of VIEs have been eliminated upon consolidation.

c)Use of estimates

The preparation of the Group’s condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent liabilities at the balance sheet date and reported revenues and expenses during the reported periods in the condensed consolidated financial statements and accompanying notes. Significant accounting estimates include, but are not limited to determining the provision for accounts receivable, provision for prepayment and other current assets, assessment for valuation allowance of deferred tax assets, valuation and recognition of share-based compensation expenses, impairment assessment on goodwill and long-lived assets, long-term investments, valuation of warrant liabilities.

d)Convenience Translation

Translations of balances in the condensed consolidated balance sheets, condensed consolidated statements of operations and comprehensive loss and condensed consolidated statements of cash flows from RMB into US$ as of and for the six months ended June 30, 2023 are solely for the convenience of the reader and were calculated at the rate of US$1.00 = RMB7.2513 representing the noon buying rate in The City of New York for cable transfers of RMB as certified for customs purposes by the Federal Reserve Bank of New York on June 30, 2023. No representation is made that the RMB amounts represent or could have been, or could be, converted, realized or settled into US$ at that rate on June 30, 2023, or at any other rate.

3.Significant Accounting Policies (Continued)

e)Fair value measurements

Accounting guidance defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Group considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability.

Accounting guidance establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Accounting guidance establishes three levels of inputs that may be used to measure fair value:

● Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

● Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical asset or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

● Level 3 applies to asset or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

The Group’s financial instruments include cash and cash equivalents, restricted cash, accounts and notes receivable, prepayment and other current assets, long-term investments, short-term borrowings, accounts payable, other payables and other liabilities of which the carrying values approximate their fair value due to their short term in nature and other liabilities.

The fair value of warrant liability was determined using the Black Scholes Model, with level 3 inputs (Note 14).

f)Accounts and notes receivables, net

The carrying value of accounts receivable is reduced by an allowance that reflects the Group’s best estimate of the amounts that will not be collected. An allowance for doubtful accounts is recorded in the period when a loss is probable based on an assessment of specific evidence indicating collection is unlikely, historical bad debt rates, accounts aging, financial conditions of the customer and industry trends. Starting from January 1, 2021, the Group adopted ASU No. 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASC Topic 326”). The Group’s accounts receivable and other receivables are within the scope of ASC Topic 326. To estimate expected credit losses, the Group has identified the relevant risk characteristics of the receivables which include size and nature. Receivables with similar risk characteristics have been grouped into pools. For each pool, the Group considers the past collection experience, current economic conditions and future economic conditions (external data and macroeconomic factors). This is assessed at each quarter based on the Group’s specific facts and circumstances. There have been no significant changes in the assumptions since adoption. Accounts receivable balances are written off against the allowance when they are determined to be uncollectible. Notes receivable represents notes receivable issued by reputable financial institutions that entitle the Group to receive the full face amount from the financial institutions at maturity. Refer to Note 5 for details.

3.Significant Accounting Policies (Continued)

g)Goodwill

Goodwill represents the excess of the purchase price over the amounts assigned to the fair value of the assets acquired and the liabilities assumed of an acquired business. The Group’s goodwill as of December 31, 2022 and June 30, 2023 was related to its acquisition of Longye in January 2020. In accordance with ASC 350, Goodwill and Other Intangible Assets, recorded goodwill amounts are not amortized, but rather are tested for impairment annually or more frequently if there are indicators of impairment present.

Goodwill is tested for impairment at the reporting unit level on an annual basis (December 31 for the Group) and between annual tests if an event occurs or circumstances change that would more-likely-than-not reduce the fair value of a reporting unit below its carrying value. These events or circumstances include a significant change in stock prices, business environment, legal factors, financial performances, competition, or events affecting the reporting unit. Application of the goodwill impairment test requires judgment, including the identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to reporting units, and determination of the fair value of each reporting unit. The estimation of fair value of reporting unit using a discounted cash flow methodology also requires significant judgments, including estimation of future cash flows, which is dependent on internal forecasts, estimation of the long-term rate of growth for the Group’s business, estimation of the useful life over which cash flows will occur, and determination of the Group’s weighted average cost of capital. The estimates used to calculate the fair value of a reporting unit change from year to year based on operating results and market conditions. Changes in these estimates and assumptions could materially affect the determination of fair value and goodwill impairment for the reporting unit.

Management has determined that the Group has one reporting unit within the entity at which goodwill is monitored for internal management purposes. Starting from January 1, 2020, the Group adopted ASU 2017-04, which simplifies the accounting for goodwill impairment by eliminating Step 2 from the goodwill impairment test. If the carrying amount of a reporting unit exceeds its fair value, an impairment loss shall be recognized in an amount equal to that excess, versus determining an implied fair value in Step 2 to measure the impairment loss. Management evaluated the recoverability of goodwill by performing a qualitative assessment before using the quantitative impairment test approach at the reporting unit level. Based on an assessment of the qualitative factors, management determined that it is more-likely-than-not that the fair value of the reporting unit is more than its carrying amount as of June 30, 2022 and 2023. Therefore, management performed quantitative assessment, nil and nil impairment loss was recognized for the six months ended June 30, 2022 and 2023, respectively.

If the Group reorganizes its reporting structure in a manner that changes the composition of its reporting units, goodwill is reassigned based on the relative fair value of each of the affected reporting units.

h)Impairment of long-lived assets

Long-lived assets or asset group, including intangible assets with finite lives, are evaluated for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be fully recoverable or that the useful life is shorter than the Group had originally estimated. When these events occur, the Group evaluates the impairment for the long-lived assets by comparing the carrying value of the assets to an estimate of future undiscounted cash flows expected to be generated from the use of the assets and their eventual disposition. If the sum of the expected future undiscounted cash flows is less than the carrying value of the assets, the Group recognizes an impairment loss based on the excess of the carrying value of the assets over the fair value of the assets. The Group recognized RMB15.6 million and RMB1.5 million impairment charge related to long-lived assets for the six months ended June 30, 2022 and 2023, respectively.

3.Significant Accounting Policies (Continued)

i)Revenue recognition

The Group recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to receive in exchange for those goods or services using the five steps defined under ASC Topic 606.

The Group determines revenue recognition through the following steps:

● identification of the contract, or contracts, with a customer;

● identification of the performance obligations in the contract;

● determination of the transaction price;

● allocation of the transaction price to the performance obligations in the contract; and

● recognition of revenue when, or as, the Group satisfies a performance obligation

Revenue is recognized upon transfer of control of promised goods or services to a customer.

Revenue is recorded net of Value Added Tax (“VAT”) and related surcharges collected from customers, which are subsequently remitted to government authorities.

Offline marketing services revenue

Auto shows revenue

The Group’s online website and offline infrastructure allow them to organize auto shows, which aim at facilitating transactions between consumers and industry customers that includes auto dealers, automakers and automotive service providers. The Group charges a fixed admission fee per auto show event from its industry customers for arranging, decorating and providing booth space at auto shows. The Group has identified one performance obligation for the transaction - providing a decorated venue for auto dealers, automakers and automotive service providers, as the individual service promised in auto show contracts are not distinct individually. As the Group has control of the auto show services and discretion in establishing the price of auto show admission fee to auto dealers, automakers and other automotive service providers, it is considered to be a principal in accordance with ASC 606. The auto shows revenue is recognized on a straight-line basis over the period of the contract, which is usually from two days to four days, when the services are provided.

Special promotion events revenue

The Group provides integrated services to support auto dealers’ own special promotion events during a specific period. The services include event planning and execution, marketing, training and onsite coaching, etc. The Group charges a fixed service fee per special promotion event. The Group has identified one performance obligation as the individual service promised in service contracts are not distinct individually. As the Group has control of the service and discretion in establishing the price of the fee to auto dealers, it is considered to be a principal in accordance with ASC 606. The special promotion events revenue is recognized on a straight-line basis over the promotion period of the contract, which is usually one week, when the services are provided.

3.Significant Accounting Policies (Continued)

i)Revenue recognition (Continued)

Referral service for commercial bank revenue

In October 2019, the Group commenced its auto loan referral services in collaboration with a commercial bank. The referral services provided to the bank include (i) referral services and (ii) periodic guarantee for the following time periods: (a) from the date of loan issuance by the commercial bank to the consumer to the date when the consumer’s vehicle mortgage registration is completed (the mortgage registration procedures should be completed within 120 days after the loan issuance) and (b) no overdue of more than 30 days for any of the first 3 monthly repayment. The referral service and periodic guarantee are two separate performance obligations that meet the criteria to be considered distinct, of which, referral services revenue is recognized at a point in time upon the delivery of the services and a guarantee liability is recorded at fair value at inception of the loans. Revenue from the periodic guarantee is recognized by a systematic and rational amortization method over the term of guarantee period. The Company has ceased the cooperation since April 2022.

Online marketing services revenue

The Group’s online marketing services revenue primarily include (i) live streaming promotion events services, (ii) customer referral services, (iii) marketing information services and (iv) demand-side platform services.

The Group commenced its live streaming promotion events services from the first quarter of 2020, holding promotional events on the live streaming platform of Zhejiang Tmall Technology Co., Ltd. (“Tmall”), which aims at facilitating transactions between consumers and industry customers that includes auto dealers, automakers and automotive service providers. The Group identified only one performance obligation that is to provide the industry customers with arranging, decorating and providing the platform for live show. The Group charges a fixed admission fee per live streaming promotion event from its industry customers. As the Group has control of the services and discretion in establishing the price of live streaming promotion admission fee to auto dealers, automakers and other automotive service providers, it is considered to be a principal in accordance with ASC 606. The live streaming promotion events services revenue is recognized on a straight-line basis over the promotion period of the contract, which is usually one week, when the services are provided.

Other revenue

The Group also commenced its customer referral services from the first quarter of 2020 by referring its industry customers to Beijing Baidu Netcom Science Technology Co., Ltd. (“Baidu”) to use the membership services of a Baidu’s auto content distribution platform. The Group identified only one performance obligation that is to provide referral service to Baidu. The Group charges Baidu a fixed rate commission fee based on the membership fee amount for the services rendered. Revenue is recognized at point-in-time when the industry customers successfully register as a membership of Baidu’s auto content distribution platform.

For the marketing information services, the Group generates consumers’ demand information through its online channels and provides to the industry customers upon consumers’ consent. The Group identified only one performance obligation that is to provide consumer’s demand information to the industry customers. The marketing information service fee is charged based on the quantity of consumers’ demand information delivered. Revenue is recognized at a point in time upon the delivery of such consumers’ demand information.

On January 13, 2020, the Company completed the acquisition of Longye a Software-as-a-Service (“SaaS”) company who mainly provides subscription and support services to industry customers, including auto dealers, automakers and automotive service providers, with access to cloud services, software licenses and related support and updates during the term of the arrangement. Cloud services allow industry customers to use the Group’s multi-tenant software without taking possession of the software. The Group identified the only one performance obligation that is to provide integrated cloud services to industry customers. The Group initially records the subscription and support services fee as deferred revenue upon receipt and then recognizes the revenue on a straight-line basis over the service period, which is usually from one year to five years. The subscription and support services revenue is recognized on a straight-line basis over the period of the contract when the services are provided.

3.Significant Accounting Policies (Continued)

i)Revenue recognition (Continued)

Starting from August 2021, the Group provides aftermarket promotion service to support auto dealers’ aftermarket promotion events during a period. The Group identified one performance obligation that is to provide promotion support services to industry customers. The promotion support service revenue is recognized over the period of the contract when the services are provided.

Contract balances

Contract liabilities primarily result from the timing difference between the Group’s satisfaction of performance obligation and the customers’ payment. Substantial all auto show revenue and referral service for commercial bank revenue and SaaS revenue are recognized over time during the six months ended June 30, 2022 and 2023.

Timing of revenue recognition may differ from the timing of invoicing to customers. Accounts receivable represent amounts invoiced and revenues recognized prior to invoicing when the Group has satisfied the Group’s performance obligation and has the unconditional rights to payment.

The Group applied a practical expedient to expense costs as incurred for costs to obtain a contract with a customer when the amortization period would have been one year or less. The Group has no material incremental costs of obtaining contracts with customers that the Group expects the benefit of those costs to be longer than one year which need to be recognized as assets.

j)Taxation

Income taxes

Current income taxes are provided on the basis of income/(loss) for financial reporting purposes, adjusted for income and expense items which are not assessable or deductible for income tax purposes, in accordance with the regulations of the relevant tax jurisdictions. Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and any tax loss and tax credit carry forwards. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred income tax assets and liabilities of a change in tax rates or tax laws is recognized in the consolidated statements of operations and comprehensive loss in the period the change in tax rates or tax laws is enacted. A valuation allowance is provided to reduce the amount of deferred income tax assets if it is considered more likely than not that some portion or all of the deferred income tax assets will not be realized.

Uncertain tax positions

In order to assess uncertain tax positions, the Group applies a more likely than not threshold and a two-step approach for the tax position measurement and financial statement recognition. Under the two-step approach, the first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon settlement. The Group recognizes interest and penalties, if any, under accrued expenses and other current liabilities on its consolidated balance sheet and under other expenses in its consolidated statements of operations and comprehensive loss. The Group did not have any significant unrecognized uncertain tax positions as of December 31, 2022 and June 30, 2023.

3.Significant Accounting Policies (Continued)

k)Warrant liability

In connection with the issuances of ordinary shares, the Group issued warrants to purchase ordinary shares on November 23, 2022. The Group evaluates the warrants under Accounting Standards Codification (“ASC”) 815-40, Derivatives and Hedging-Contracts in Entity’s Own Equity. Warrants recorded as liabilities are recorded at their fair value and remeasured on each reporting date with change in estimated fair value of warrant liability in the condensed consolidated statement of operations and comprehensive loss.

l)Concentrations and Risks

Advertising and promotional service provider

The Group relied on advertising and promotional service providers and their affiliates for advertising and promotional service to support its operations during the six months ended June 30, 2022 and 2023. Total number of advertising and promotional service providers accounting for more than 10% is three and one for the six months ended June 30, 2022 and 2023, respectively.

Credit risk

Financial instruments that potentially subject the Group to the concentration of credit risk consist of cash and cash equivalents, restricted cash and accounts and notes receivable. As of December 31, 2022 and June 30, 2023, all of the Group’s cash and cash equivalents and restricted cash were held in large reputable financial institutions located in the United States of America or China, which management consider being of high credit quality. Accounts receivable is typically unsecured and is derived from revenue earned from the Company’s businesses.

Major customers

There were three and three customers whose receivable balances exceeded 10% of the total accounts receivable balances of the Group as December 31, 2022 and June 30, 2023, respectively. The aggregated percentage of the three and three customers as December 31, 2022 and June 30, 2023 was 76% and 69%, respectively.

There were one customer (17%) and nil whose revenue exceed 10% of the total revenue of the Group for the six months ended June 30, 2022 and 2023, respectively.

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Goodwill

6 Months Ended

Jun. 30, 2023

Goodwill.

Goodwill

4.Goodwill

The following table presents the Group’s goodwill as of the respective balance sheet dates:

	December 31, 2022	June 30, 2023
	RMB	RMB
		(Unaudited)
Goodwill	115,414	115,414
Less: impairment	(69,853)	(69,853)
Goodwill, net	45,561	45,561

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Accounts and notes receivables, net

6 Months Ended

Jun. 30, 2023

Accounts and notes receivables, net

Accounts and notes receivables, net

5.Accounts and notes receivables, net

Accounts and notes receivables are consisted of the following:

	December 31, 2022	June 30, 2023
	RMB	RMB
		(Unaudited)
Notes receivable	505	180
Accounts receivable	80,845	70,032
Less: allowance for doubtful accounts	(31,381)	(32,451)
Accounts receivable, net	49,969	37,761

The Group recognized the allowance for doubtful accounts of RMB135 and RMB1,840 for the six months ended June 30, 2022 and 2023, respectively. The Group recognized the write-off for doubtful accounts of nil and RMB770 for the six months ended June 30, 2022 and 2023, respectively

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Prepayment and other current assets, net

6 Months Ended

Jun. 30, 2023

Prepayment and other current assets, net

Prepayment and other current assets, net

6.Prepayment and other current assets, net

The following is a summary of prepayments and other current assets:

	December 31, 2022	June 30, 2023
	RMB	RMB
		(Unaudited)
Deductible VAT	1,625	541
Deposits	7,984	7,331
Receivables due from third-party online payment platforms	1,197	639
Staff advances	1,336	1,524
Prepaid promotion expenses	40,295	39,275
Receivable from borrowers for the guarantee payment to commercial bank	14,857	18,218
Advance to suppliers	—	7,700
Others	11,295	16,282
Less: provisions for prepayment and other current assets	(31,733)	(35,093)
Total prepayment and other current assets, net	46,856	56,417

The Group recognized provisions for prepayment and other current assets of RMB3,648 and RMB3,360 for the six months ended June 30, 2022 and 2023, respectively.

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Taxation

6 Months Ended

Jun. 30, 2023

Taxation

Taxation

7.Taxation

a)Income taxes

Cayman Islands

Under the current laws of the Cayman Islands, the Company is not subject to tax on income or capital gain. Additionally, upon payments of dividends by the Company in the Cayman Islands to their shareholders, no Cayman Islands withholding tax will be imposed.

Hong Kong

Commencing from the year of assessment 2018/2019, the first HK$2.0 million of profits earned by the Group’s subsidiaries incorporated in Hong Kong will be taxed at half the current tax rate (i.e., 8.25%) while the remaining profits will continue to be taxed at the existing 16.5% tax rate. Payments of dividends by the subsidiary to the Company are not subject to withholding tax in Hong Kong.

China

Effective from January 1, 2008, the PRC’s statutory income tax rate is 25%. The Company’s PRC subsidiaries are subject to income tax at the statutory rate of 25% except for TuanChe Internet, Tuan Yuan and Drive New Media, TuanChe Internet and Tuan Yuan have been reconfirmed as a “High and New Technology Enterprise” (“HNTE”) in 2018 for a period of 3 years and renewed in 2021, are subject to a preferential income tax rate of 15% from 2018 to 2023. Drive New Media, has been confirmed as a “High and New Technology Enterprise” (“HNTE”) in 2019 for a period of 3 years and renewed in 2022, is subject to a preferential income tax rate of 15% from 2019 to 2024.

The following table presents a unaudited reconciliation of the differences between the statutory income tax rate and the Company’s effective income tax rate for the six months ended June 30, 2022 and 2023:

	For the six months ended
	June 30,
	2022	2023
	%	%
Statutory income tax rate of the PRC	25.0	25.0
Permanent differences	1.1	(1.1)
Change in valuation allowance	(24.1)	(24.5)
Effect of preferential tax rate	(0.8)	(3.5)
Others	(1.2)	4.1
Effective income tax rate	—	—

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Short-term borrowings

6 Months Ended

Jun. 30, 2023

Short-term borrowings

Short-term borrowings

8.Short-term borrowings

The borrowings as of December 31, 2022 were fully repaid in 2023. As of June 30, 2023, the Group had RMB8.2 million of short-term borrowings which were obtained in 2023. The interest was payable on a monthly or quarterly basis and the principal was due upon maturity or installments, as follows:

Term loan	Maturity date	Principal amount	Interest rate per annum		Name of bank
Loan 1	2023-10-17	1,200	3.00	%	Industrial &Commercial Bank of China (“ICBC”)
Loan 2	2023-11-08	1,000	2.80	%	Industrial &Commercial Bank of China (“ICBC”)
Loan 3	2024-06-06	920	4.05	%	China CITIC Bank
Loan 4	2024-06-12	2,000	4.02	%	Bank of Beijing
Loan 5	2024-06-21	2,000	4.03	%	Bank of Beijing
Loan 6	2024-06-21	458	5.40	%	Shenzhen Qianhai Weizhong Bank corporation
Loan 7	2024-06-21	572	5.40	%	Shenzhen Qianhai Weizhong Bank corporation
Total		8,150

As of June 30, 2023, the loan 1 and 2 are guaranteed by a third party.

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Other current liabilities

6 Months Ended

Jun. 30, 2023

Other current liabilities

Other current liabilities

9.Other current liabilities

The following is a summary of other current liabilities as of December 31, 2022 and June 30, 2023:

	December 31, 2022	June 30, 2023
	RMB	RMB
		(Unaudited)
Professional service fee	9,391	6,627
Advertising expense payables	5,893	5,567
Promotional expense payables	1,099	1,411
Others	7,438	7,319
Total	23,821	20,924

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Share-based Compensation

6 Months Ended

Jun. 30, 2023

Share-based Compensation.

Share-based Compensation

10.Share-based Compensation

Description of stock option plan and Share option replacement

In July 2012, the Group permits the grant of options of the Company to relevant directors, officers, other employees and consultants of the Company. Option awards are granted with an exercise price determined by the Board of Directors. Those option awards generally vest over a period of four years.

The Group recognizes share-based compensation expenses in the condensed consolidated statements of operations and comprehensive loss based on awards ultimately expected to vest, after considering actual forfeitures.

The Company has replaced these share options with restricted shares for all employees and nonemployees on June 15, 2018.

In June 2018, the directors of the Company (the “Directors”) approved the TuanChe Limited Share Incentive Plan (the “Share Incentive Plan”). Under the Share Incentive Plan, 38,723,321 ordinary shares were issued to Best Cars for the restricted share awards at consideration of nil. Meanwhile, the incentive share options granted to employees and nonemployees of the Company were replaced by the restricted shares. As a result of the Share Incentive Plan, on June 15, 2018, a total of 15,473,653 share options of the Company were replaced by 13,740,480 restricted shares. The restricted shares awards are subject to the original vesting schedule of the replaced share options. The Company has recognized the incremental expenses immediately for those vested share options, the unvested portion will be recognized as expenses over the remaining vesting periods.

10.Share-based Compensation (Continued)

On May 4, 2023, the directors of the Company (the “Directors”) approved the 2023 Share Incentive Plan (the “2023 Plan”). Under the Share Incentive Plan, 169,172,564 ordinary shares will issuance to our employees.

For the six months ended June 30, 2023, the Company has granted 5,200,000 restricted shares to its employees. The total fair value of RMB1.3 million for those granted restricted shares will be recognized as expenses over the vesting periods of nil to 4 years.

A summary of the restricted shares activities is presented below:

	Number of restricted	Weighted-Average
	shares	Grant-Date Fair Value
		US$
Outstanding as of December 31, 2022	3,573,750	0.457
Granted	5,200,000	0.035
Forfeit	—	—
Vested	(3,712,500)	0.113
Outstanding as of June 30, 2023 (unaudited)	5,061,250	0.276

For the six months ended June 30, 2022 and 2023, total share-based compensation expenses recognized by the Group for the restricted shares granted were RMB6.1 million and RMB4.0 million, respectively.

As of June 30, 2023, there was RMB3.7 million of unrecognized share-based compensation expenses related to the restricted shares granted. That expenses are expected to be recognized over a weighted-average period of 1.52 years.

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Equity

6 Months Ended

Jun. 30, 2023

Equity

Equity

11.Equity

Ordinary shares and Pre-funded Warrant

On November 23, 2022, the Company issued 58,472,736 ordinary shares for a registered direct offering of approximately $15.0 million. The aggregate proceeds the Company received from this offering, net of commissions and other offering expenses, were $13.7 million. The offering consisted of (1) 3,654,546 ADSs and 1,800,000 pre-funded warrants to purchase ADSs (“Pre-Funded Warrant”) and (2) 5,454,546 ADSs warrants to purchase ADSs(“Warrant”). Each Warrant is exercisable to purchase one ADS for $2.75 and each Pre-Funded Warrant is exercisable to purchase one ADS for $0.001. Each ADS represents sixteen (16) Class A ordinary shares of the Company. The Pre-Funded Warrant became immediately exercisable upon issuance and may be exercised at any time until all of the Pre-Funded Warrant are exercised in full. The Warrant has a term of five years from the issuance date. On November 25, 2022, 800,000 pre-funded warrants had been exercised, 12,800,000 ordinary shares were issued upon such exercise.

The Company determined that the Pre-Funded Warrant meet the requirements for equity classification. The Pre-Funded warrants were recorded at their fair value on the date of issuance as a component of total equity. In addition, since these Pre-Funded warrants are exercisable for a nominal amount, they have been shown as exercised when issued and as outstanding common stock in the consolidated financial statements and earnings per share calculations. 1,000,000 pre-funded warrants have not been exercised as of June 30, 2023.

Warrant

On November 23, 2022, the Warrant are classified as a liability and the fair value allocated to the Warrant was RMB36.8 million. The Warrant liability will be re-measured at each reporting period until the warrant are exercised or expire and any changes will be recognized in the statement of operations and comprehensive loss. The fair value of Warrant were RMB24.4 million and RMB13.2 million as of December 31, 2022 and June 30, 2023, respectively. No warrants were exercised as of June 30, 2023.

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Net Loss Per Share

6 Months Ended

Jun. 30, 2023

Net Loss Per Share

Net Loss Per Share

12.Net Loss Per Share

As the Group incurred losses for the six months ended June 30, 2022 and 2023, the potential and restricted shares granted were anti-dilutive and excluded from the calculation of diluted net loss per share of the Company.

The following table sets unaudited forth the computation of basic and diluted net loss per share for the six months ended June 30, 2022 and 2023:

	For the six months ended June 30,
	2022	2023
Numerator :
Net loss attributable to TuanChe Limited’s shareholders	(56,166)	(30,698)
Denominator:
Weighted average number of ordinary shares outstanding, basic and diluted	309,041,616	399,544,700
Basic and diluted net loss per share attributable to TuanChe Limited’s shareholders	(0.18)	(0.08)

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Commitments and contingencies

6 Months Ended

Jun. 30, 2023

Commitments and contingencies.

Commitments and contingencies

13.Commitments and contingencies

Litigation

From time to time, the Group is involved in claims and legal proceedings that arise in the ordinary course of business. Based on currently available information, management does not believe that the ultimate outcome of any unresolved matters, individually and in the aggregate, is reasonably possible to have a material adverse effect on the Group’s financial position, results of operations or cash flows. However, litigation is subject to inherent uncertainties and the Group’s view of these matters may change in the future. The Group records a liability when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. The Group reviews the need for any such liability on a regular basis. The Group has not recorded any material liabilities in this regard as of December 31, 2022 and June 30, 2023.

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Fair Value Measurement

6 Months Ended

Jun. 30, 2023

Fair Value Measurement

Fair Value Measurement

14.Fair Value Measurement

	For the year ended	For the six months ended
	December 31, 2022	June 30, 2023
	RMB	RMB	US$
Warrant liability:
Level 1 Inputs	—	—	—
Level 2 Inputs	—	—	—
Level 3 Inputs	24,376	13,245	1,827
Balance at fair value	24,376	13,245	1,827

	As of December 31, 2022		As of June 30, 2023
Expiration of warrant (years)	4.9		4.4
Fair market value per share (US$)	0.84		0.5
Exercise price (US$)	2.75		2.75
Risk-free rate	4.05	%	4.23	%
Dividend yield	—		—
Standard derivation in the value of stock	131.2	%	131.2	%

14.Fair Value Measurement (Continued)

	For the six months endedJune 30, 2023
	RMB
Fair value of warrants at beginning of the period (Level 3)	24,376
Issuances	—
Change in fair value	(11,551)
Effect of exchange rate changes	420
Fair value of warrants at end of the period (Level 3)	13,245

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Related party transactions and balance

6 Months Ended

Jun. 30, 2023

Related party transactions and balance

Related party transactions and balance

15.Related party transactions and balance

The Company entered into outsourcing service agreements with Shanghai Three Drivers Culture Media Co., Limited (“STDC”). The outsourcing service expenses provided by STDC for the Company are RMB602 and RMB1,286 for the six months ended June 30, 2022 and 2023, respectively.The Company entered into promotion service agreements with STDC, under which the promotion service expenses provided by the Company for STDC are nil and RMB565 for the six months ended June 30, 2022 and 2023. The prepayment balance is RMB248 and RMB2,298 as for December 31, 2022 and June 30, 2023, respectively.

For the six months ended June 30, 2022 and 2023, the Company provided nil and RMB12,591 to CEO, Mr. Wen, who assisted business development with third parties on behalf of the Group and RMB12,461 has been repaid by CEO within the six months ended June 30, 2023. The other payable balance due to CEO are RMB130 and nil as of December 31, 2022 and June 30, 2023, respectively, which is included in other current liabilities in the consolidated balance sheets.

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Subsequent event

6 Months Ended

Jun. 30, 2023

Subsequent event

Subsequent event

16.Subsequent event

The Group has performed an evaluation of subsequent events through the date the financial statements were issued and has determined that there are no events that would have required adjustment or disclosure in the financial statements.

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Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2023

Significant Accounting Policies

Basis of presentation

a)Basis of presentation

The unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) and, therefore, certain information and disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been omitted.

In the opinion of management, the information reflects all adjustments necessary to make the results of operations for the interim periods a fair statement of such operations. All such adjustments are of a normal recurring nature. Half year results are not necessarily indicative of results for the full year. The condensed consolidated balance sheet as of December 31, 2022 has been derived from the audited consolidated financial statements at that date but does not include all information and footnotes required by U.S. GAAP for complete financial statements. These unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 20-F/A for the fiscal year ended December 31, 2022.

Principles of consolidation

b)Principles of consolidation

The condensed consolidated financial statements include the financial statements of the Company, its subsidiaries, VIEs and subsidiaries of VIEs for which the Company is the primary beneficiary.

Subsidiaries are those entities in which the Company, directly or indirectly, controls more than one half of the voting power, has the power to appoint or remove the majority of the members of the board of directors, or to cast a majority of votes at the meeting of the board of directors, or has the power to govern the financial and operating policies of the investee under a statute or agreement among the shareholders or equity holders.

A consolidated VIE is an entity in which the Company, or its subsidiary, through contractual arrangements, has the power to direct the activities that most significantly impact the entity’s economic performance, bears the risks of and enjoys the rewards normally associated with ownership of the entity, and therefore the Company or its subsidiary is the primary beneficiary of the entity.

All transactions and balances among the Company, its subsidiaries, VIEs and subsidiaries of VIEs have been eliminated upon consolidation.

Use of estimates

c)Use of estimates

The preparation of the Group’s condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent liabilities at the balance sheet date and reported revenues and expenses during the reported periods in the condensed consolidated financial statements and accompanying notes. Significant accounting estimates include, but are not limited to determining the provision for accounts receivable, provision for prepayment and other current assets, assessment for valuation allowance of deferred tax assets, valuation and recognition of share-based compensation expenses, impairment assessment on goodwill and long-lived assets, long-term investments, valuation of warrant liabilities.

Convenience Translation

d)Convenience Translation

Translations of balances in the condensed consolidated balance sheets, condensed consolidated statements of operations and comprehensive loss and condensed consolidated statements of cash flows from RMB into US$ as of and for the six months ended June 30, 2023 are solely for the convenience of the reader and were calculated at the rate of US$1.00 = RMB7.2513 representing the noon buying rate in The City of New York for cable transfers of RMB as certified for customs purposes by the Federal Reserve Bank of New York on June 30, 2023. No representation is made that the RMB amounts represent or could have been, or could be, converted, realized or settled into US$ at that rate on June 30, 2023, or at any other rate.

Fair value measurements

e)Fair value measurements

Accounting guidance defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Group considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when pricing the asset or liability.

Accounting guidance establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Accounting guidance establishes three levels of inputs that may be used to measure fair value:

● Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

● Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical asset or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.

● Level 3 applies to asset or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

The Group’s financial instruments include cash and cash equivalents, restricted cash, accounts and notes receivable, prepayment and other current assets, long-term investments, short-term borrowings, accounts payable, other payables and other liabilities of which the carrying values approximate their fair value due to their short term in nature and other liabilities.

The fair value of warrant liability was determined using the Black Scholes Model, with level 3 inputs (Note 14).

Accounts and notes receivables, net

f)Accounts and notes receivables, net

The carrying value of accounts receivable is reduced by an allowance that reflects the Group’s best estimate of the amounts that will not be collected. An allowance for doubtful accounts is recorded in the period when a loss is probable based on an assessment of specific evidence indicating collection is unlikely, historical bad debt rates, accounts aging, financial conditions of the customer and industry trends. Starting from January 1, 2021, the Group adopted ASU No. 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASC Topic 326”). The Group’s accounts receivable and other receivables are within the scope of ASC Topic 326. To estimate expected credit losses, the Group has identified the relevant risk characteristics of the receivables which include size and nature. Receivables with similar risk characteristics have been grouped into pools. For each pool, the Group considers the past collection experience, current economic conditions and future economic conditions (external data and macroeconomic factors). This is assessed at each quarter based on the Group’s specific facts and circumstances. There have been no significant changes in the assumptions since adoption. Accounts receivable balances are written off against the allowance when they are determined to be uncollectible. Notes receivable represents notes receivable issued by reputable financial institutions that entitle the Group to receive the full face amount from the financial institutions at maturity. Refer to Note 5 for details.

Goodwill

g)Goodwill

Goodwill represents the excess of the purchase price over the amounts assigned to the fair value of the assets acquired and the liabilities assumed of an acquired business. The Group’s goodwill as of December 31, 2022 and June 30, 2023 was related to its acquisition of Longye in January 2020. In accordance with ASC 350, Goodwill and Other Intangible Assets, recorded goodwill amounts are not amortized, but rather are tested for impairment annually or more frequently if there are indicators of impairment present.

Goodwill is tested for impairment at the reporting unit level on an annual basis (December 31 for the Group) and between annual tests if an event occurs or circumstances change that would more-likely-than-not reduce the fair value of a reporting unit below its carrying value. These events or circumstances include a significant change in stock prices, business environment, legal factors, financial performances, competition, or events affecting the reporting unit. Application of the goodwill impairment test requires judgment, including the identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to reporting units, and determination of the fair value of each reporting unit. The estimation of fair value of reporting unit using a discounted cash flow methodology also requires significant judgments, including estimation of future cash flows, which is dependent on internal forecasts, estimation of the long-term rate of growth for the Group’s business, estimation of the useful life over which cash flows will occur, and determination of the Group’s weighted average cost of capital. The estimates used to calculate the fair value of a reporting unit change from year to year based on operating results and market conditions. Changes in these estimates and assumptions could materially affect the determination of fair value and goodwill impairment for the reporting unit.

Management has determined that the Group has one reporting unit within the entity at which goodwill is monitored for internal management purposes. Starting from January 1, 2020, the Group adopted ASU 2017-04, which simplifies the accounting for goodwill impairment by eliminating Step 2 from the goodwill impairment test. If the carrying amount of a reporting unit exceeds its fair value, an impairment loss shall be recognized in an amount equal to that excess, versus determining an implied fair value in Step 2 to measure the impairment loss. Management evaluated the recoverability of goodwill by performing a qualitative assessment before using the quantitative impairment test approach at the reporting unit level. Based on an assessment of the qualitative factors, management determined that it is more-likely-than-not that the fair value of the reporting unit is more than its carrying amount as of June 30, 2022 and 2023. Therefore, management performed quantitative assessment, nil and nil impairment loss was recognized for the six months ended June 30, 2022 and 2023, respectively.

If the Group reorganizes its reporting structure in a manner that changes the composition of its reporting units, goodwill is reassigned based on the relative fair value of each of the affected reporting units.

Impairment of long-lived assets

h)Impairment of long-lived assets

Long-lived assets or asset group, including intangible assets with finite lives, are evaluated for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying value of an asset may not be fully recoverable or that the useful life is shorter than the Group had originally estimated. When these events occur, the Group evaluates the impairment for the long-lived assets by comparing the carrying value of the assets to an estimate of future undiscounted cash flows expected to be generated from the use of the assets and their eventual disposition. If the sum of the expected future undiscounted cash flows is less than the carrying value of the assets, the Group recognizes an impairment loss based on the excess of the carrying value of the assets over the fair value of the assets. The Group recognized RMB15.6 million and RMB1.5 million impairment charge related to long-lived assets for the six months ended June 30, 2022 and 2023, respectively.

Revenue recognition

i)Revenue recognition

The Group recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to receive in exchange for those goods or services using the five steps defined under ASC Topic 606.

The Group determines revenue recognition through the following steps:

● identification of the contract, or contracts, with a customer;

● identification of the performance obligations in the contract;

● determination of the transaction price;

● allocation of the transaction price to the performance obligations in the contract; and

● recognition of revenue when, or as, the Group satisfies a performance obligation

Revenue is recognized upon transfer of control of promised goods or services to a customer.

Revenue is recorded net of Value Added Tax (“VAT”) and related surcharges collected from customers, which are subsequently remitted to government authorities.

Offline marketing services revenue

Auto shows revenue

The Group’s online website and offline infrastructure allow them to organize auto shows, which aim at facilitating transactions between consumers and industry customers that includes auto dealers, automakers and automotive service providers. The Group charges a fixed admission fee per auto show event from its industry customers for arranging, decorating and providing booth space at auto shows. The Group has identified one performance obligation for the transaction - providing a decorated venue for auto dealers, automakers and automotive service providers, as the individual service promised in auto show contracts are not distinct individually. As the Group has control of the auto show services and discretion in establishing the price of auto show admission fee to auto dealers, automakers and other automotive service providers, it is considered to be a principal in accordance with ASC 606. The auto shows revenue is recognized on a straight-line basis over the period of the contract, which is usually from two days to four days, when the services are provided.

Special promotion events revenue

The Group provides integrated services to support auto dealers’ own special promotion events during a specific period. The services include event planning and execution, marketing, training and onsite coaching, etc. The Group charges a fixed service fee per special promotion event. The Group has identified one performance obligation as the individual service promised in service contracts are not distinct individually. As the Group has control of the service and discretion in establishing the price of the fee to auto dealers, it is considered to be a principal in accordance with ASC 606. The special promotion events revenue is recognized on a straight-line basis over the promotion period of the contract, which is usually one week, when the services are provided.

3.Significant Accounting Policies (Continued)

i)Revenue recognition (Continued)

Referral service for commercial bank revenue

In October 2019, the Group commenced its auto loan referral services in collaboration with a commercial bank. The referral services provided to the bank include (i) referral services and (ii) periodic guarantee for the following time periods: (a) from the date of loan issuance by the commercial bank to the consumer to the date when the consumer’s vehicle mortgage registration is completed (the mortgage registration procedures should be completed within 120 days after the loan issuance) and (b) no overdue of more than 30 days for any of the first 3 monthly repayment. The referral service and periodic guarantee are two separate performance obligations that meet the criteria to be considered distinct, of which, referral services revenue is recognized at a point in time upon the delivery of the services and a guarantee liability is recorded at fair value at inception of the loans. Revenue from the periodic guarantee is recognized by a systematic and rational amortization method over the term of guarantee period. The Company has ceased the cooperation since April 2022.

Online marketing services revenue

The Group’s online marketing services revenue primarily include (i) live streaming promotion events services, (ii) customer referral services, (iii) marketing information services and (iv) demand-side platform services.

The Group commenced its live streaming promotion events services from the first quarter of 2020, holding promotional events on the live streaming platform of Zhejiang Tmall Technology Co., Ltd. (“Tmall”), which aims at facilitating transactions between consumers and industry customers that includes auto dealers, automakers and automotive service providers. The Group identified only one performance obligation that is to provide the industry customers with arranging, decorating and providing the platform for live show. The Group charges a fixed admission fee per live streaming promotion event from its industry customers. As the Group has control of the services and discretion in establishing the price of live streaming promotion admission fee to auto dealers, automakers and other automotive service providers, it is considered to be a principal in accordance with ASC 606. The live streaming promotion events services revenue is recognized on a straight-line basis over the promotion period of the contract, which is usually one week, when the services are provided.

Other revenue

The Group also commenced its customer referral services from the first quarter of 2020 by referring its industry customers to Beijing Baidu Netcom Science Technology Co., Ltd. (“Baidu”) to use the membership services of a Baidu’s auto content distribution platform. The Group identified only one performance obligation that is to provide referral service to Baidu. The Group charges Baidu a fixed rate commission fee based on the membership fee amount for the services rendered. Revenue is recognized at point-in-time when the industry customers successfully register as a membership of Baidu’s auto content distribution platform.

For the marketing information services, the Group generates consumers’ demand information through its online channels and provides to the industry customers upon consumers’ consent. The Group identified only one performance obligation that is to provide consumer’s demand information to the industry customers. The marketing information service fee is charged based on the quantity of consumers’ demand information delivered. Revenue is recognized at a point in time upon the delivery of such consumers’ demand information.

On January 13, 2020, the Company completed the acquisition of Longye a Software-as-a-Service (“SaaS”) company who mainly provides subscription and support services to industry customers, including auto dealers, automakers and automotive service providers, with access to cloud services, software licenses and related support and updates during the term of the arrangement. Cloud services allow industry customers to use the Group’s multi-tenant software without taking possession of the software. The Group identified the only one performance obligation that is to provide integrated cloud services to industry customers. The Group initially records the subscription and support services fee as deferred revenue upon receipt and then recognizes the revenue on a straight-line basis over the service period, which is usually from one year to five years. The subscription and support services revenue is recognized on a straight-line basis over the period of the contract when the services are provided.

3.Significant Accounting Policies (Continued)

i)Revenue recognition (Continued)

Starting from August 2021, the Group provides aftermarket promotion service to support auto dealers’ aftermarket promotion events during a period. The Group identified one performance obligation that is to provide promotion support services to industry customers. The promotion support service revenue is recognized over the period of the contract when the services are provided.

Contract balances

Contract liabilities primarily result from the timing difference between the Group’s satisfaction of performance obligation and the customers’ payment. Substantial all auto show revenue and referral service for commercial bank revenue and SaaS revenue are recognized over time during the six months ended June 30, 2022 and 2023.

Timing of revenue recognition may differ from the timing of invoicing to customers. Accounts receivable represent amounts invoiced and revenues recognized prior to invoicing when the Group has satisfied the Group’s performance obligation and has the unconditional rights to payment.

The Group applied a practical expedient to expense costs as incurred for costs to obtain a contract with a customer when the amortization period would have been one year or less. The Group has no material incremental costs of obtaining contracts with customers that the Group expects the benefit of those costs to be longer than one year which need to be recognized as assets.

Taxation

j)Taxation

Income taxes

Current income taxes are provided on the basis of income/(loss) for financial reporting purposes, adjusted for income and expense items which are not assessable or deductible for income tax purposes, in accordance with the regulations of the relevant tax jurisdictions. Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and any tax loss and tax credit carry forwards. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred income tax assets and liabilities of a change in tax rates or tax laws is recognized in the consolidated statements of operations and comprehensive loss in the period the change in tax rates or tax laws is enacted. A valuation allowance is provided to reduce the amount of deferred income tax assets if it is considered more likely than not that some portion or all of the deferred income tax assets will not be realized.

Uncertain tax positions

In order to assess uncertain tax positions, the Group applies a more likely than not threshold and a two-step approach for the tax position measurement and financial statement recognition. Under the two-step approach, the first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon settlement. The Group recognizes interest and penalties, if any, under accrued expenses and other current liabilities on its consolidated balance sheet and under other expenses in its consolidated statements of operations and comprehensive loss. The Group did not have any significant unrecognized uncertain tax positions as of December 31, 2022 and June 30, 2023.

Warrant liability

k)Warrant liability

In connection with the issuances of ordinary shares, the Group issued warrants to purchase ordinary shares on November 23, 2022. The Group evaluates the warrants under Accounting Standards Codification (“ASC”) 815-40, Derivatives and Hedging-Contracts in Entity’s Own Equity. Warrants recorded as liabilities are recorded at their fair value and remeasured on each reporting date with change in estimated fair value of warrant liability in the condensed consolidated statement of operations and comprehensive loss.

Concentrations and Risks

l)Concentrations and Risks

Advertising and promotional service provider

The Group relied on advertising and promotional service providers and their affiliates for advertising and promotional service to support its operations during the six months ended June 30, 2022 and 2023. Total number of advertising and promotional service providers accounting for more than 10% is three and one for the six months ended June 30, 2022 and 2023, respectively.

Credit risk

Financial instruments that potentially subject the Group to the concentration of credit risk consist of cash and cash equivalents, restricted cash and accounts and notes receivable. As of December 31, 2022 and June 30, 2023, all of the Group’s cash and cash equivalents and restricted cash were held in large reputable financial institutions located in the United States of America or China, which management consider being of high credit quality. Accounts receivable is typically unsecured and is derived from revenue earned from the Company’s businesses.

Major customers

There were three and three customers whose receivable balances exceeded 10% of the total accounts receivable balances of the Group as December 31, 2022 and June 30, 2023, respectively. The aggregated percentage of the three and three customers as December 31, 2022 and June 30, 2023 was 76% and 69%, respectively.

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Organization and Reorganization (Tables)

6 Months Ended

Jun. 30, 2023

Organization and Reorganization

Schedule of condensed consolidated financial statements

	As of December 31,	As of June 30,
	2022	2023
	RMB	RMB
		(unaudited)
ASSETS
Current assets:
Cash and cash equivalents	6,172	4,324
Amount due from the subsidiaries of the Group	117,489	120,743
Other current assets	51,126	31,213
Total current assets	174,787	156,280
Non-current assets:
Long-term investments	5,383	5,478
Operating lease right-of-use assets	1,045	578
Total non-current assets	6,428	6,056
TOTAL ASSETS	181,215	162,336
Current liabilities:
Short term borrowings	1,169	6,950
Accounts payable	818	3,957
Advance from customers	2,986	3,382
Salary and welfare benefits payable	21,803	18,738
Other taxes payable	15,119	3,758
Short-term operating lease liabilities	652	628
Current portion of deferred revenue	1,345	1,212
Other current liabilities	2,508	3,660
Account due to subsidiaries of the Group	266,679	249,025
Total current liabilities	313,079	291,310
Long-term borrowings	1,546	—
Long-term operating lease liabilities	605	333
Non-current portion of deferred revenue	18	72
Total non-current liabilities	2,169	405
TOTAL LIABILITIES	315,248	291,715

	For the six months ended June 30,
	2022	2023
	RMB	RMB
Net revenues	43,012	34,220
Net (loss)/income	(10,821)	4,573

	For the six months ended June 30,
	2022	2023
	RMB	RMB
Net cash generated from/(used in) operating activities	3,523	(6,083)
Net cash generated from investing activities	—	—
Net cash (used in)/generated from financing activities	(1,060)	4,235
Net increase/(decrease) in cash, cash equivalent and restricted cash	2,463	(1,848)

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Goodwill (Tables)

6 Months Ended

Jun. 30, 2023

Goodwill.

Schedule of goodwill

	December 31, 2022	June 30, 2023
	RMB	RMB
		(Unaudited)
Goodwill	115,414	115,414
Less: impairment	(69,853)	(69,853)
Goodwill, net	45,561	45,561

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Accounts and notes receivables, net (Tables)

6 Months Ended

Jun. 30, 2023

Accounts and notes receivables, net

Schedule of accounts and notes receivables

	December 31, 2022	June 30, 2023
	RMB	RMB
		(Unaudited)
Notes receivable	505	180
Accounts receivable	80,845	70,032
Less: allowance for doubtful accounts	(31,381)	(32,451)
Accounts receivable, net	49,969	37,761

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Prepayment and other current assets, net (Tables)

6 Months Ended

Jun. 30, 2023

Prepayment and other current assets, net

Schedule of prepayments and other current assets

	December 31, 2022	June 30, 2023
	RMB	RMB
		(Unaudited)
Deductible VAT	1,625	541
Deposits	7,984	7,331
Receivables due from third-party online payment platforms	1,197	639
Staff advances	1,336	1,524
Prepaid promotion expenses	40,295	39,275
Receivable from borrowers for the guarantee payment to commercial bank	14,857	18,218
Advance to suppliers	—	7,700
Others	11,295	16,282
Less: provisions for prepayment and other current assets	(31,733)	(35,093)
Total prepayment and other current assets, net	46,856	56,417

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Taxation (Tables)

6 Months Ended

Jun. 30, 2023

Taxation

Schedule of reconciliation of the differences between the statutory income tax rate

	For the six months ended
	June 30,
	2022	2023
	%	%
Statutory income tax rate of the PRC	25.0	25.0
Permanent differences	1.1	(1.1)
Change in valuation allowance	(24.1)	(24.5)
Effect of preferential tax rate	(0.8)	(3.5)
Others	(1.2)	4.1
Effective income tax rate	—	—

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Short-term borrowings (Tables)

6 Months Ended

Jun. 30, 2023

Short-term borrowings

Schedule of short-term borrowings interest payable on monthly or quarterly basis and principal due upon maturity or installments

Term loan	Maturity date	Principal amount	Interest rate per annum		Name of bank
Loan 1	2023-10-17	1,200	3.00	%	Industrial &Commercial Bank of China (“ICBC”)
Loan 2	2023-11-08	1,000	2.80	%	Industrial &Commercial Bank of China (“ICBC”)
Loan 3	2024-06-06	920	4.05	%	China CITIC Bank
Loan 4	2024-06-12	2,000	4.02	%	Bank of Beijing
Loan 5	2024-06-21	2,000	4.03	%	Bank of Beijing
Loan 6	2024-06-21	458	5.40	%	Shenzhen Qianhai Weizhong Bank corporation
Loan 7	2024-06-21	572	5.40	%	Shenzhen Qianhai Weizhong Bank corporation
Total		8,150

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Other current liabilities (Tables)

6 Months Ended

Jun. 30, 2023

Other current liabilities

Schedule of summary of other current liabilities

	December 31, 2022	June 30, 2023
	RMB	RMB
		(Unaudited)
Professional service fee	9,391	6,627
Advertising expense payables	5,893	5,567
Promotional expense payables	1,099	1,411
Others	7,438	7,319
Total	23,821	20,924

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Share-based Compensation (Tables)

6 Months Ended

Jun. 30, 2023

Share-based Compensation.

Schedule of restricted shares

	Number of restricted	Weighted-Average
	shares	Grant-Date Fair Value
		US$
Outstanding as of December 31, 2022	3,573,750	0.457
Granted	5,200,000	0.035
Forfeit	—	—
Vested	(3,712,500)	0.113
Outstanding as of June 30, 2023 (unaudited)	5,061,250	0.276

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Net Loss Per Share (Tables)

6 Months Ended

Jun. 30, 2023

Net Loss Per Share

Schedule of computation of basic and diluted net loss per share

	For the six months ended June 30,
	2022	2023
Numerator :
Net loss attributable to TuanChe Limited’s shareholders	(56,166)	(30,698)
Denominator:
Weighted average number of ordinary shares outstanding, basic and diluted	309,041,616	399,544,700
Basic and diluted net loss per share attributable to TuanChe Limited’s shareholders	(0.18)	(0.08)

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Fair Value Measurement (Tables)

6 Months Ended

Jun. 30, 2023

Fair Value Measurement

Schedule of fair value of warrant liability

	For the year ended	For the six months ended
	December 31, 2022	June 30, 2023
	RMB	RMB	US$
Warrant liability:
Level 1 Inputs	—	—	—
Level 2 Inputs	—	—	—
Level 3 Inputs	24,376	13,245	1,827
Balance at fair value	24,376	13,245	1,827

Schedule of inputs related to the Black Scholes model for the valuation of the fair value of warrants

	As of December 31, 2022		As of June 30, 2023
Expiration of warrant (years)	4.9		4.4
Fair market value per share (US$)	0.84		0.5
Exercise price (US$)	2.75		2.75
Risk-free rate	4.05	%	4.23	%
Dividend yield	—		—
Standard derivation in the value of stock	131.2	%	131.2	%

Schedule of fair value of warrants

	For the six months endedJune 30, 2023
	RMB
Fair value of warrants at beginning of the period (Level 3)	24,376
Issuances	—
Change in fair value	(11,551)
Effect of exchange rate changes	420
Fair value of warrants at end of the period (Level 3)	13,245

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Organization and Reorganization - Balance sheet of the Group's VIEs (Details) ¥ in Thousands, $ in Thousands	Jun. 30, 2023 CNY (¥)	Jun. 30, 2023 USD ($)	Dec. 31, 2022 CNY (¥)	Dec. 31, 2022 USD ($)	Jun. 30, 2022 CNY (¥)	Dec. 31, 2021 CNY (¥)
Current assets:
Cash and cash equivalents	¥ 21,900	$ 3,026	¥ 69,895	$ 9,639	¥ 32,184	¥ 63,461
Other current assets	16,282		11,295
Total current assets	122,839	16,940	173,668
Non-current assets:
Long-term investments	5,478	755	5,383
Operating lease right-of-use assets	7,836	1,081	10,135
Other non-current assets	522	72	522
Total non-current assets	59,397	8,191	61,601
TOTAL ASSETS	182,236	25,131	235,269
Current liabilities:
Short term borrowings	8,150	1,124	3,169
Accounts payable	9,301	1,283	13,658
Advance from customers	7,845	1,082	3,695
Salary and welfare benefits payable	28,650	3,949	32,944
Other taxes payable	14,118	1,947	24,727
Short-term operating lease liabilities	4,565	630	5,200
Current portion of deferred revenue	1,212	167	1,345
Other current liabilities	20,924	2,887	23,821
Total current liabilities	94,765	13,069	108,559
Non-current liabilities:
Long-term borrowings			1,546
Long-term operating lease liabilities	7,870	1,085	7,494
Non-current portion of deferred revenue	72	10	18
Total non-current liabilities	21,412	2,953	33,926
TOTAL LIABILITIES	116,177	$ 16,022	142,485
Consolidated VIEs primary beneficiary
Current assets:
Cash and cash equivalents	4,324		6,172
Amount due from the subsidiaries of the Group	120,743		117,489
Other current assets	31,213		51,126
Total current assets	156,280		174,787
Non-current assets:
Long-term investments	5,478		5,383
Operating lease right-of-use assets	578		1,045
Total non-current assets	6,056		6,428
TOTAL ASSETS	162,336		181,215
Current liabilities:
Short term borrowings	6,950		1,169
Accounts payable	3,957		818
Advance from customers	3,382		2,986
Salary and welfare benefits payable	18,738		21,803
Other taxes payable	3,758		15,119
Short-term operating lease liabilities	628		652
Current portion of deferred revenue	1,212		1,345
Other current liabilities	3,660		2,508
Account due to subsidiaries of the Group	249,025		266,679
Total current liabilities	291,310		313,079
Non-current liabilities:
Long-term borrowings	0		1,546
Long-term operating lease liabilities	333		605
Non-current portion of deferred revenue	72		18
Total non-current liabilities	405		2,169
TOTAL LIABILITIES	¥ 291,715		¥ 315,248

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Organization and Reorganization - Comprehensive loss of the Group's VIEs (Details) - Consolidated VIEs primary beneficiary - CNY (¥) ¥ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Organization and Reorganization
Net revenues	¥ 34,220	¥ 43,012
Net (loss)/ income	¥ 4,573	¥ (10,821)

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Organization and Reorganization - Cash flow of the Group's VIEs (Details) ¥ in Thousands, $ in Thousands	6 Months Ended			12 Months Ended
	Jun. 30, 2023 CNY (¥)	Jun. 30, 2023 USD ($)	Jun. 30, 2022 CNY (¥)	Dec. 31, 2022 CNY (¥)	Dec. 31, 2021 CNY (¥)
Organization and Reorganization
Net cash generated from/(used in) operating activities	¥ (52,408)	$ (7,227)	¥ (55,372)	¥ (109,700)	¥ (92,300)
Net cash generated from investing activities			(116)
Net cash (used in)/generated from financing activities	3,435	474	(2,060)
Net increase/(decrease) in cash, cash equivalent and restricted cash	(48,182)	$ (6,644)	(57,168)
Consolidated VIEs primary beneficiary
Organization and Reorganization
Net cash generated from/(used in) operating activities	(6,083)		3,523
Net cash (used in)/generated from financing activities	4,235		(1,060)
Net increase/(decrease) in cash, cash equivalent and restricted cash	¥ (1,848)		¥ 2,463

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Organization and Reorganization - Additional information (Details) - CNY (¥) ¥ in Millions	Nov. 23, 2022	Jun. 30, 2023	Dec. 31, 2022	Nov. 25, 2022
Organization and Reorganization
Variable interest entity registered capital		¥ 40.1	¥ 40.1
Prefunded Warrants [Member]
Organization and Reorganization
Number of warrants issued to purchase shares				800,000
Registered Direct Offering | ADS
Organization and Reorganization
Number of shares issued	3,654,546
Registered Direct Offering | ADS | Warrants [Member]
Organization and Reorganization
Number of warrants issued to purchase shares	5,454,546
Registered Direct Offering | ADS | Prefunded Warrants [Member]
Organization and Reorganization
Number of warrants issued to purchase shares	1,800,000

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Going Concern and impact of COVID-19 pandemic (Details) ¥ in Thousands, $ in Thousands	6 Months Ended			12 Months Ended
	Jun. 30, 2023 CNY (¥)	Jun. 30, 2023 USD ($)	Jun. 30, 2022 CNY (¥)	Dec. 31, 2022 CNY (¥)	Dec. 31, 2021 CNY (¥)	Jun. 30, 2023 USD ($)	Dec. 31, 2022 USD ($)
Going Concern and impact of COVID-19 pandemic
Incurred recurring operating losses including net losses	¥ 30,700			¥ 166,500	¥ 101,900
Net cash used in operating activities	(52,408)	$ (7,227)	¥ (55,372)	(109,700)	(92,300)
Accumulated deficit	1,180,833			1,150,135		$ 162,845
Cash and cash equivalents	¥ 21,900		¥ 32,184	¥ 69,895	¥ 63,461	$ 3,026	$ 9,639

XML

Significant Accounting Policies - Additional information (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2023 CNY (¥) $ / ¥	Jun. 30, 2023 USD ($) $ / ¥	Jun. 30, 2022 CNY (¥)
Significant Accounting Policies
Exchange rate (US$1.00) | $ / ¥	7.2513	7.2513
Impairment loss | ¥	¥ 0		¥ 0
Impairment charges	¥ 1,515,000	$ 209	¥ 15,614,000

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Significant Accounting Policies - Concentrations and Risks (Details)	6 Months Ended		12 Months Ended
	Jun. 30, 2023 item customer	Jun. 30, 2022 item customer	Dec. 31, 2022 customer
Number of advertising and promotional service providers that accounted for more than 10% of the Group's advertising and promotional service | item	1	3
Number of customer	3	0	3
Customer One
Number of customer	1
Customer Concentration Risk Member | Accounts receivable | Customer Three
Concentration risk (as a percent)	69.00%		76.00%
Customer Concentration Risk Member | Revenue From Contract With Customer Member | Customer One
Concentration risk (as a percent)	17.00%

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Goodwill (Details) ¥ in Thousands, $ in Thousands	Jun. 30, 2023 CNY (¥)	Jun. 30, 2023 USD ($)	Dec. 31, 2022 CNY (¥)
Goodwill.
Goodwill	¥ 115,414		¥ 115,414
Less: impairment	(69,853)		(69,853)
Goodwill, net	¥ 45,561	$ 6,283	¥ 45,561

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Accounts and notes receivables, net - Accounts receivable, net (Details) ¥ in Thousands, $ in Thousands	Jun. 30, 2023 CNY (¥)	Jun. 30, 2023 USD ($)	Dec. 31, 2022 CNY (¥)
Accounts and notes receivables, net
Notes receivable	¥ 180		¥ 505
Accounts receivable	70,032		80,845
Less: allowance for doubtful accounts	(32,451)		(31,381)
Accounts receivable, net	¥ 37,761	$ 5,207	¥ 49,969

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Accounts and notes receivables, net - Additional information (Details) - CNY (¥) ¥ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
Accounts and notes receivables, net
Allowance for doubtful accounts	¥ 1,840	¥ 135
Write-off of bad debt allowance	¥ 770	¥ 0

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Prepayment and other current assets, net (Details) ¥ in Thousands, $ in Thousands	6 Months Ended
	Jun. 30, 2023 CNY (¥)	Jun. 30, 2022 CNY (¥)	Jun. 30, 2023 USD ($)	Dec. 31, 2022 CNY (¥)
Deductible VAT	¥ 541			¥ 1,625
Deposits	7,331			7,984
Receivables due from third-party online payment platforms	639			1,197
Staff advances	1,524			1,336
Prepaid promotion expenses	39,275			40,295
Receivable from borrowers for the guarantee payment to commercial bank	18,218			14,857
Advance to suppliers	7,700
Others	16,282			11,295
Less: provisions for prepayment and other current assets	(35,093)			(31,733)
Total prepayment and other current assets, net	56,417		$ 7,780	¥ 46,856
Provisions for prepayment and other current assets	¥ 3,360	¥ 3,648

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Taxation - Additional information (Details) - HKD ($) $ in Millions	6 Months Ended	12 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Income Tax Expense
Effective income tax rate	0.00%	0.00%
China | State Administration of Taxation, China [Member]
Income Tax Expense
Effective income tax rate	25.00%
Number of years reconfirmed as high and new technology enterprise	3 years
Effective income tax rate for high and new technology enterprise	15.00%
Hong Kong | Inland Revenue, Hong Kong
Income Tax Expense
Assessable profits	$ 2.0
First HK$2 million of profits, tax rate	8.25%
Effective income tax rate	16.50%

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Taxation - Reconciliation of differences between statutory income tax rate (Details)	6 Months Ended	12 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Taxation
Statutory income tax rate of the PRC	25.00%	25.00%
Permanent differences	(1.10%)	1.10%
Change in valuation allowance	(24.50%)	(24.10%)
Effect of preferential tax rate	(3.50%)	(0.80%)
Others	4.10%	(1.20%)
Effective income tax rate	0.00%	0.00%

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Short-term borrowings - Short-term borrowings interest payable on monthly or quarterly basis and principal due upon maturity or installments (Details) ¥ in Thousands, $ in Thousands	6 Months Ended
	Jun. 30, 2023 CNY (¥)	Jun. 30, 2023 USD ($)	Dec. 31, 2022 CNY (¥)
Short-term borrowings
Short term borrowings	¥ 8,150	$ 1,124	¥ 3,169
Loan 1 | Industrial &Commercial Bank of China ("ICBC")
Short-term borrowings
Maturity date	Oct. 17, 2023
Short term borrowings	¥ 1,200
Interest rate per annum	3.00%	3.00%
Name of bank	Industrial &Commercial Bank of China (“ICBC”)
Loan 2 | Industrial &Commercial Bank of China ("ICBC")
Short-term borrowings
Maturity date	Nov. 08, 2023
Short term borrowings	¥ 1,000
Interest rate per annum	2.80%	2.80%
Name of bank	Industrial &Commercial Bank of China (“ICBC”)
Loan 3 | China CITIC Bank
Short-term borrowings
Maturity date	Jun. 06, 2024
Short term borrowings	¥ 920
Interest rate per annum	4.05%	4.05%
Name of bank	China CITIC Bank
Loan 4 | Bank of Beijing
Short-term borrowings
Maturity date	Jun. 12, 2024
Short term borrowings	¥ 2,000
Interest rate per annum	4.02%	4.02%
Name of bank	Bank of Beijing
Loan 5 | Bank of Beijing
Short-term borrowings
Maturity date	Jun. 21, 2024
Short term borrowings	¥ 2,000
Interest rate per annum	4.03%	4.03%
Name of bank	Bank of Beijing
Loan 6 | Shenzhen Qianhai Weizhong Bank corporation
Short-term borrowings
Maturity date	Jun. 21, 2024
Short term borrowings	¥ 458
Interest rate per annum	5.40%	5.40%
Name of bank	Shenzhen Qianhai Weizhong Bank corporation
Loan 7 | Shenzhen Qianhai Weizhong Bank corporation
Short-term borrowings
Maturity date	Jun. 21, 2024
Short term borrowings	¥ 572
Interest rate per annum	5.40%	5.40%
Name of bank	Shenzhen Qianhai Weizhong Bank corporation

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Short-term borrowings - Additional Information (Details) ¥ in Thousands, $ in Thousands	Jun. 30, 2023 CNY (¥)	Jun. 30, 2023 USD ($)	Dec. 31, 2022 CNY (¥)
Short-term borrowings
Short-term borrowings	¥ 8,150	$ 1,124	¥ 3,169
Short term debt
Short-term borrowings
Short-term borrowings	¥ 8,200

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Other current liabilities (Details) ¥ in Thousands, $ in Thousands	Jun. 30, 2023 CNY (¥)	Jun. 30, 2023 USD ($)	Dec. 31, 2022 CNY (¥)
Other current liabilities
Professional service fee	¥ 6,627		¥ 9,391
Advertising expense payables	5,567		5,893
Promotional expense payables	1,411		1,099
Others	7,319		7,438
Total	¥ 20,924	$ 2,887	¥ 23,821

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Share-based Compensation - Summary of the restricted shares activities (Details) - Restricted shares - TuanChe Limited Share Incentive Plan (the "Plan")	6 Months Ended
	Jun. 30, 2023 $ / shares shares
Number of restricted shares
Outstanding Balance | shares	3,573,750
Granted | shares	5,200,000
Forfeit | shares	0
Vested | shares	(3,712,500)
Outstanding Balance | shares	5,061,250
Weighted-Average Grant-Date Fair Value
Outstanding Balance | $ / shares	$ 0.457
Granted | $ / shares	0.035
Forfeit | $ / shares	0
Vested | $ / shares	0.113
Outstanding Balance | $ / shares	$ 0.276

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Share-based Compensation - Share option replacement (Details) $ in Millions			1 Months Ended		6 Months Ended
	May 04, 2023 shares	Nov. 23, 2022 USD ($) shares	Jun. 30, 2018 CNY (¥) shares	Jun. 15, 2018 shares	Jun. 30, 2023 CNY (¥) shares	Jun. 30, 2022 CNY (¥)
Share-based compensation
Vesting period					4 years
Number of shares issued		58,472,736
Share issued value | $		$ 15.0
2023 Share Incentive Plan | Employees
Share-based compensation
Issuance of ordinary shares	169,172,564
Restricted shares
Share-based compensation
Total share based compensation expense | ¥					¥ 4,000,000.0	¥ 6,100,000
Unrecognized compensation expenses related to unvested awards granted | ¥					¥ 3,700,000
Weighted average period					1 year 6 months 7 days
Restricted shares | TuanChe Limited Share Incentive Plan (the "Plan")
Share-based compensation
Number of restricted shares shall replaced with options				15,473,653
Number of share options replaced with restricted shares				13,740,480
Restricted shares | TuanChe Limited Share Incentive Plan (the "Plan") | Employees
Share-based compensation
Number of restricted shares granted					5,200,000
Total fair value of restricted shares granted | ¥					¥ 1,300,000
Restricted shares | TuanChe Limited Share Incentive Plan (the "Plan") | Employees | Maximum
Share-based compensation
Vesting period					4 years
Restricted shares | TuanChe Limited Share Incentive Plan (the "Plan") | Best Cars Limited ("Best Cars")
Share-based compensation
Number of shares issued			38,723,321
Share issued value | ¥			¥ 0

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Equity (Details) $ / shares in Units, ¥ in Thousands, $ in Thousands				6 Months Ended			12 Months Ended
	Nov. 25, 2022 shares	Nov. 23, 2022 CNY (¥) shares	Nov. 23, 2022 USD ($) $ / shares shares	Jun. 30, 2023 CNY (¥) shares	Jun. 30, 2023 USD ($) shares	Jun. 30, 2022 CNY (¥)	Dec. 31, 2022 CNY (¥)
Equity
Share issued (in shares)		58,472,736	58,472,736
Share issued value | $			$ 15,000
Offering expenses | $			$ 13,700
Fair value of warrant liability				¥ (11,551)	$ (1,593)	¥ 0
ADS
Equity
Warrants exercise price | $ / shares			$ 2.75
Warrant exercised			1
Number of ordinary shares		16	16
ADS | Ordinary shares
Equity
Warrants exercise price | $ / shares			$ 0.001
ADS | Registered Direct Offering
Equity
Number of shares issued		3,654,546	3,654,546
Pre-Funded Warrants
Equity
Warrants to purchase common stock shares	800,000
Warrant exercised				1,000,000	1,000,000
Warrant term		5 years	5 years
Number of shares issued for conversion of convertible loan	12,800,000
Pre-Funded Warrants | ADS | Registered Direct Offering
Equity
Warrants to purchase common stock shares			1,800,000
Warrants
Equity
Fair value of warrant liability | ¥		¥ 36,800		¥ 13,200			¥ 24,400
Warrants | ADS | Registered Direct Offering
Equity
Warrants to purchase common stock shares			5,454,546

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Net Loss Per Share - Computation of basic and diluted net loss per share (Details) ¥ / shares in Units, ¥ in Thousands, $ in Thousands	6 Months Ended
	Jun. 30, 2023 CNY (¥) ¥ / shares shares	Jun. 30, 2023 USD ($) shares	Jun. 30, 2022 CNY (¥) ¥ / shares shares
Numerator :
Net loss attributable to TuanChe Limited's shareholders	¥ (30,698)	$ (4,235)	¥ (56,166)
Denominator:
Weighted average number of ordinary shares outstanding, basic | shares	399,544,700	399,544,700	309,041,616
Weighted average number of ordinary shares outstanding, diluted | shares	399,544,700	399,544,700	309,041,616
Basic net loss per share attributable to TuanChe Limited's shareholders | ¥ / shares	¥ (0.08)		¥ (0.18)
Diluted net loss per share attributable to TuanChe Limited's shareholders | ¥ / shares	¥ (0.08)		¥ (0.18)

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Fair Value Measurement - Fair value of warrant liability (Details) ¥ in Thousands, $ in Thousands	Jun. 30, 2023 CNY (¥)	Jun. 30, 2023 USD ($)	Dec. 31, 2022 CNY (¥)
Warrant liability:
Balance at fair value	¥ 13,245	$ 1,827	¥ 24,376
Level 3
Warrant liability:
Balance at fair value	¥ 13,245	$ 1,827	¥ 24,376

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Fair Value Measurement - Black Scholes Model For The Valuation Of Fair Value Of Warrants (Details)	Jun. 30, 2023 Y $ / shares	Dec. 31, 2022 $ / shares Y
Expiration of warrant (years)
Fair Value Measurements
Fair value of warrants | Y	4.4	4.9
Fair market value per share (US$)
Fair Value Measurements
Fair value of warrants	0.5	0.84
Exercise price (US$)
Fair Value Measurements
Fair value of warrants	2.75	2.75
Risk-free rate
Fair Value Measurements
Fair value of warrants	0.0423	0.0405
Standard derivation in the value of stock
Fair Value Measurements
Fair value of warrants	1.312	1.312

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Fair Value Measurement - Summary Of Fair Value Of Warrants (Details) ¥ in Thousands, $ in Thousands	6 Months Ended
	Jun. 30, 2023 CNY (¥)	Jun. 30, 2023 USD ($)	Jun. 30, 2022 CNY (¥)
Fair Value Measurements
Fair value of warrants at beginning of the period	¥ 24,376
Change in fair value	11,551	$ 1,593	¥ 0
Fair value of warrants at end of the period	13,245	$ 1,827
Level 3
Fair Value Measurements
Fair value of warrants at beginning of the period	24,376
Change in fair value	(11,551)
Effect of exchange rate changes	420
Fair value of warrants at end of the period	¥ 13,245

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Related party transactions and balance (Details) ¥ in Thousands, $ in Thousands	6 Months Ended
	Jun. 30, 2023 CNY (¥)	Jun. 30, 2022 CNY (¥)	Jun. 30, 2023 USD ($)	Dec. 31, 2022 CNY (¥)
Related party transactions and balance
Other Liabilities, Current	¥ 20,924		$ 2,887	¥ 23,821
Shanghai Three Drivers Culture Media Co Limited | Outsourcing service agreements
Related party transactions and balance
Related party expenses	1,286	¥ 602
Prepayment balance	2,298			248
Shanghai Three Drivers Culture Media Co Limited | Promotion Service Agreements
Related party transactions and balance
Related party expenses	565	0
Mr. Wei Wen
Related party transactions and balance
Other payable due to related parties	0			¥ 130
Amount given to related party	12,591	¥ 0
Proceeds from related party debt	¥ 12,461