OFFCN EDUCATION TECHNOLOGY CO., LTD.
First Quarter 2021 Report
Stock Code: 002607
Stock Abbr.: OFFCN EDU
April, 2021
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Chapter I. Important Information
The Company ’ s Board of Directors, Supervisory Committee, directors, supervisors, and senior management
hereby guarantee that the contents of the annual report are true, accurate, and complete, and that there are no
misrepresentations, misleading statements, or material omissions, and shall assume individual and joint legal
liabilities.
This report is prepared and published in Chinese version, and the English version is for reference only. Should
there be any inconsistency between the Chinese version and English version, the Chinese version shall prevail.
All directors attended the board meeting for reviewing this quarterly report.
Wang Zhendong, the Company ’s legal representative, Shi Lei, the responsible person in charge of accounting
work, and Luo Xue, the person in charge of the accounting department, hereby declare that the financial report in
this quarterly report is authentic, accurate and complete.
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Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Chapter II. General Information of the Company
Section I. Key accounting information and financial indicators
Whether the Company needs to adjust its financial information retrospectively or restate its previous year
accounting information
□ Yes √ No
Increase/Decrease in the
Current reporting Same period of the current reporting period over
period previous year the same period of the
previous year
Operating income (RMB) 2,051,691,383.47 1,230,102,270.48 66.79%
Net profit attributable to shareholders
140,729,639.84 116,303,799.91 21.00%
of the listed Company (RMB)
Net profit after deducting non-recurring
profits and losses attributable to
92,213,329.43 77,685,654.82 18.70%
shareholders of the listed Company
(RMB)
Net cash flow from operating
-246,724,873.67 2,564,218,312.85 -109.62%
activities (RMB)
Basic earnings per share (RMB/share) 0.02 0.02 0.00%
Diluted earnings per share
0.02 0.02 0.00%
(RMB/share)
Weighted average return on net assets 3.24% 3.33% -0.09%
Increase/Decrease at the end
End of the current End of the previous
of this reporting period over
reporting period year
the end of the previous year
Total assets (RMB) 15,995,461,567.61 14,418,850,027.27 10.93%
Total net assets attributable to
shareholders of the listed Company 4,415,857,433.04 4,275,127,793.20 3.29%
(RMB)
Items with non-recurring gains or losses and the amounts
√ Applicable □ Not applicable
Unit: RMB
Amount from the
Items Description
beginning of the year to the
3
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
end of the reporting period
Profits or losses on disposal of non-current assets (including
56,256.12
offsetting amount for the provision of impairment of assets)
Government subsidies included in the current profits and losses
(except for government subsidies closely related to the business of
1,006,121.68
the enterprise that are fixed or quantified in accordance with
national unified standards)
Profits or losses from entrusting others to invest or manage assets 10,983,589.09
Other non-operating income and expenses except for the items
-69,002.90
above
Other profits or losses items that meet the definition of
45,101,048.40
non-recurring profits and losses
Less: Impact on income tax 8,561,701.98
Total 48,516,310.41 --
Provide explanations for classifying items of non-recurring profits or losses defined or listed in the Explanatory
Announcement No. 1 for Information Disclosures of the Company Issuing Securities Publicly — Non-recurring
Profits and Losses as items of recurring profits or losses.
□ Applicable √ Not applicable
The Company has not classified non-recurring profits or losses items defined or listed in the Explanatory
Announcement No. 1 for Information Disclosures of the Company Issuing Securities Publicly — Non-recurring
profits and losses as recurring profit or loss items in the reporting period.
Section II. Tables on the total number of shareholders and shares held by the top 10
shareholders at the end of the reporting period
1. Table on the total number of common shareholders, preferred shareholders with restored voting rights
and shares held by the top 10 shareholders
Unit: share(s)
Total number of preferred
Total number of common shareholders at shareholders with restored
57,045 0
the end of the reporting period voting rights at the end of the
reporting period (if any)
Particulars about shares held by the top 10 shareholders
Number of Pledged or frozen
Name of Nature of Shareholding Number of shares held
Status of Number of
shareholders shareholders ratio (%) shares held with sales
shares shares
restrictions
Domestic
Lu Zhongfang 41.36% 2,550,549,260 2,550,549,260 Pledged 450,000,000
natural person
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Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Domestic
Li Yongxin 18.35% 1,131,415,121 1,095,063,560 Pledged 459,846,561
natural person
Domestic
Wang Zhendong 15.61% 962,471,418 721,853,563 Pledged 245,589,966
natural person
Beijing
Aerospace
Domestic
Industry
non-state-owned 4.25% 261,960,371 0
Investment
legal person
Fund (Limited
Partnership)
Hong Kong
Securities Overseas legal
2.27% 140,112,381 0
Clearing person
Co., Ltd.
Beijing Kerui
Technology
Innovation Domestic
Investment non-state-owned 1.44% 89,117,723 89,117,723
Center legal person
(Limited
Partnership)
Beijing Offcn
Future
Information Domestic
Consulting non-state-owned 1.30% 80,000,000 0
Center legal person
(Limited
Partnership)
Domestic
Zhou Xiayun 1.28% 78,848,640 0 Pledged 48,500,000
natural person
Domestic
Zhun Hui 1.17% 72,277,920 0 Pledged 11,050,000
natural person
Beijing
Guangyin
Domestic
Venture Capital
non-state-owned 1.12% 68,848,230 0
Center
legal person
(Limited
Partnership)
5
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Particulars about shares held by the top 10 shareholders without sales restrictions
Type of shares
Name of shareholders Number of shares without sales restrictions held Number of
Type of shares
shares
Beijing Aerospace Industry Investment RMB common
261,960,371 261,960,371
Fund (Limited Partnership) shares
RMB common
Wang Zhendong 240,617,855 240,617,855
shares
RMB common
Hong Kong Securities Clearing Co., Ltd. 140,112,381 140,112,381
shares
Beijing Offcn Future Information
RMB common
Consulting Center 80,000,000 80,000,000
shares
(Limited Partnership)
RMB common
Zhou Xiayun 78,848,640 78,848,640
shares
RMB common
Zhou Hui 72,277,920 72,277,920
shares
Beijing Guangyin Venture Capital RMB common
68,848,230 68,848,230
Center (Limited Partnership) shares
RMB common
Zhou Li 48,185,280 48,185,280
shares
RMB common
Li Yongxin 36,351,561 36,351,561
shares
China Merchants Bank Co., Ltd. —
RMB common
BOCOM Schroders Growth Hybrid 30,507,767 30,507,767
shares
Securities Investment Fund
The Company’s controlling shareholder and actual controller Lu Zhongfang and Li
Yongxin are in a parent-child relationship. Lu Zhongfang, Li Yongxin, and Beijing
Offcn Future Information Consulting Center (Limited Partnership) constitute
Description of the relationship or
persons acting in concert. Zhou Xiayun and Zhou Hui have a father-son relationship.
concerted action among the above
Zhou Xiayun and Zhou Li have a father-daughter relationship. It is unknown
mentioned shareholders
whether there is an associated relationship among the above-mentioned other
shareholders, and whether the above-mentioned shareholders belong to the parties
acting in concert.
Description of the top 10 shareholders
participating in the margin trading (if None
any)
6
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Whether the top 10 common shareholders and the top 10 common shareholders without sales conditions of the
Company carry out the agreed repurchase transaction during the reporting period
□ Yes √ No
The Company’s top 10 common shareholders and top 10 common shareholders without sales conditions didn’t
conduct agreed repurchase transactions during the reporting period
2. Table on the total number of preferred shareholders and shares held by the top 10 preferred
shareholders
□ Applicable √ Not Applicable
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Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Chapter III. Significant Events
Section I. Cases and reasons of main financial data and indicators fluctuation
during the reporting period
√ Applicable □ Not Applicable
Unit:RMB
Amount at the Amount at the
Balance Sheet end of the beginning of the Growth Statements
reporting period reporting period
Mainly due to the increase in the purchase and
Monetary funds 3,127,976,812.41 5,950,395,089.12 -47.43%
construction of fixed assets and land use rights
Transactional financial Mainly due to the structural adjustment of asset allocation
340,458,014.46 983,205,858.25 -65.37%
assets in the current period
Mainly due to the increased prepayments
Prepayments 2,984,481.00 2,204,120.00 35.40% for the employees’ business travel air tickets to
the travel agency.
Mainly due to the increase in current accounts and
Other receivables 562,009,727.82 304,318,966.20 84.68%
employee borrowings
Mainly due to the increase in time deposits purchased by
Other current assets 837,225,325.51 175,179,650.61 377.92%
the company within one year
Mainly due to the implementation of the new lease
Right-of-use assets 1,449,126,148.68 standard from January 1, 2021, and the increase in
right-of-use assets
Other non-current Mainly due to the purchase and construction of fixed
3,827,994,523.92 1,151,091,703.31 232.55%
assets assets and intangible assets
Employee benefits Mainly due to the effect of employee salaried and bonuses
360,434,166.16 637,448,433.99 -43.46%
payable of the previous year
Mainly due to the payment of corporate income tax in Q4
Taxes payable 76,878,568.77 131,111,770.78 -41.36%
of 2020
Mainly due to the implementation of the new lease
Non-current liabilities
479,787,466.27 standard from January 1, 2021, and the increase in
due within one year
non-current liabilities due within one year
Mainly due to the implementation of the new lease
Lease liability 592,382,877.48 standard from January 1, 2021, and the increase in lease
liabilities
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Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Income Statement Current period Previous period Growth Statements
Mainly due to the gradual end of the pandemic in the
Total operating income 2,051,691,383.47 1,230,102,270.48 66.79% second half of 2020, the continuous recovery of the
market and the gradual increase in business income
Mainly due to the end of the pandemic and the gradual
Operating cost 824,615,510.04 520,863,204.58 58.32%
recovery of offline training
Sales expense 435,647,726.75 273,147,797.16 59.49% Mainly due to the resumption of marketing activities
Management expense 340,240,393.35 209,704,141.65 62.25% Mainly due to the resumption of daily business activities
Mainly due to the Company's expansion of R&D and
R&D expense 267,150,553.55 105,248,410.14 153.83%
increased investment
Mainly due to the increase in short-term borrowing
interest and collection fees and the amortization of
Financial expense 108,656,990.19 55,032,787.52 97.44%
unrecognized financing expenses to financial expenses
according to the new lease standard
Mainly due to the increase of reduction in value-added tax
Other income 60,454,036.43 36,688,536.72 64.78%
enjoyed by the company
Mainly due to the structural adjustment of asset allocation
Investment income 32,350,483.88 49,118,685.21 -34.14% in the current period and the decline in the rate of return
on property management
Cash Flow Statement Current period Previous period Growth Statements
Cash receipts from the Mainly due to the impact of one month in advance of the
sale of goods and the 2,257,705,337.11 4,268,644,542.62 -47.11% multi-provincial joint examination, the peak fee period
rendering of services was reduced by nearly one month
Other cash received
Mainly due to the increase in interest on bank demand
related to operating 8,365,632.60 3,552,880.40 135.46%
deposits and the increase in other income
activities
Cash paid to and for Mainly due to the increase in employee salaries paid in the
1,788,537,241.10 1,090,339,239.09 64.03%
employees current period
Cash receipts from
Mainly due to the structural adjustment of asset allocation
disposals and recovery 4,234,310,000.00 9,555,548,985.25 -55.69%
in the current period
of investments
Cash received from Mainly due to the structural adjustment of asset allocation
11,192,589.09 31,375,210.42 -64.33%
investment income in the current period
Cash paid for the
purchase and Mainly due to the purchase and construction of fixed
2,774,248,578.57 812,081,033.98 241.62%
construction of fixed assets and intangible assets
assets, intangible
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Offcn Education Technology Co., Ltd. First Quarter 2021 Report
assets and other
long-term assets
Cash paid for Mainly due to the structural adjustment of asset allocation
4,226,550,000.00 13,732,288,090.00 -69.22%
investment in the current period
Cash received from the
2,670,000,000.00 1,660,000,000.00 60.84% Mainly due to the increase in borrowings
loan
Cash paid for debt
2,090,000,000.00 810,000,000.00 158.02% Mainly due to the repayment of short-term loans
repayment
Cash paid for
Mainly due to the increase in interest payments on
dividends, profits, or 46,324,162.51 32,099,556.25 44.31%
short-term loans
interest payments
Mainly due to the implementation of the new lease
standard from January 1, 2021, the rent paid during the
Other cash paid related
354,129,507.17 reporting period was adjusted from “ payment of other
to financing activities
cash related to operating activities” to “payment of other
cash related to financing activities”
Section II. Progress of significant events, their impact and analysis on the solutions
√ Applicable □Not applicable
Significant events and their progress during the reporting period have been disclosed in the interim announcement. For
details, please refer to the disclosure index below
Website index
for query of
Disclosure
Overview of significant events interim report
date
disclosure
The Company held the fourteenth meeting of the fifth board of directors on November 10,
and 26, 2020, and the second extraordinary general meeting of shareholders in 2020.
Proposal on wholly-owned subsidiary to participate in the bidding for land use right, was
http://www.cninf
reviewed and passed, approving Beijing Offcn Future Education Technology Co., Ltd. ,a
o.com.cn/new/dis
wholly-owned subsidiary to participate in the bidding for land use right of state-owned
closure/detail?pla
land, first-level development project CP00-1804-0002 land, R2 second-class residential
te=szse&orgId=9
land, CP00-1804-0012 land and F3 for other types of multi-functional land at Qiliqu
November 11, 900021221&stoc
Nanbei Village, Shahe Town, Changping District, Beijing
2020 kCode=002607&
On December 2, 2020, the wholly-owned subsidiary Beijing Offcn Future Education
announcementId
Technology Co., Ltd. obtained Transfer Confirmation Letter for Use Right of Beijing
=1208723592&a
State-owned Construction Land , confirming that the wholly-owned subsidiary successfully
nnouncementTim
bid for the land for RMB 3,005 million. The Company plans to build the Company's online
e=2020-11-11
technology R&D center, online and offline integrated education demonstration center,
integrated training center for R&D and teaching personnel, vertical integration response
command center for national market, and innovative education headquarters on this land.
10
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
The Company held its board of directors, board of supervisors, and the third extraordinary
general meeting of shareholders in 2020 on November 23 and December 9, 2020, and
reviewed and approved the Proposal on the Company’s Compliance with the Conditions for
Non-public Issuance of A Shares, Proposal on the Company ’s Non-Public Issuance of A
Shares and Proposal on the Company's Plan for Non-Public Issuance of A Shares and other
http://www.cninf
proposals related to this non-public issuance.
o.com.cn/new/dis
On December 30, 2020, the Company announced the Announcement on the Acceptance of
closure/detail?pla
Applications for Non-public Issuance of Shares by the China Securities Regulatory
te=szse&orgId=9
Commission (Announcement No.: 2020-052).
900021221&stoc
On January 8, 2021, the Company announced the "Notice on Receiving One Feedback from Jan. 27, 2021
kCode=002607&
the Administrative License Project Review of China Securities Regulatory Commission
announcementId
(Announcement No: 2021-002).
=1209194794&a
On Jan 27, 2021, the Company announced the Report on the Response to Notice on
nnouncementTim
Receiving One Feedback from the Administrative License Project Review of China
e=2021-01-27
Securities Regulatory Commission and other documents. On the same day, it also
announced the adjustments to the non-public issuance plan including the Plan for
Non-public Issuance of A Shares (Revised Draft) and related announcements reviewed and
approved at the 17th meeting of the Fifth Board of Directors and the 14th Meeting of the
Fifth Board of Supervisors.
Implementation progress of share repurchase
□Applicable √ Not applicable
Progress in the implementation of shareholdings reduction through centralized bidding
□Applicable √ Not applicable
Section III. Commitments in implementation by the Company's actual controller,
shareholders, related parties, acquirer and the Company itself, etc. during the reporting
period
√ Applicable □Not applicable
The important commitments made by the major asset restructuring parties are as follows:
Commit Perfo
Commitment Commitment Commitm
Main contents of commitment ment rman
Party Type ent period
time ce
After the completion of the transaction (starting from the
date of the listing of shares issued in this transaction), the
Yaxia Industrial, company/I/the plan shall not transfer the shares with rights Under
Zhou Xiayun, Letter of and interests of Yaxia Auto within 36 months . norma
Zhou Hui, Zhou commitment May 4, Jan. 31, l
After the completion of the transaction, the shares held by
Li, Phase-I on lock-up 2018 2022 imple
employee stock period the Company/I/the plan, derived from Yaxia Auto shares mentat
ownership plan due to the distribution of stock dividends and the ion
conversion of capital reserve to share capital shall also
comply with the above-mentioned arrangement of
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Offcn Education Technology Co., Ltd. First Quarter 2021 Report
restricted sale of shares.
If the China Securities Regulatory Commission and/or
Shenzhen Stock Exchange have/has other provisions for
the above-mentioned lock-up period arrangement , the
company/I/the plan will adjust and implement the
above-mentioned lock-up period arrangement according to
the latest regulations of the China Securities Regulatory
Commission and/or Shenzhen Stock Exchange.
If violating the above commitments, the company/I/the
plan will bear all losses caused to Yaxia Auto.
1. The shares of the listed Company subscribed by myself
in this transaction shall not be transferred or dealt with in
any other forms within 36 months from the date of the
listing of the shares. Within 6 months after the listing of
the shares, if the closing price of the listed company stock
is lower than the issue price for consecutive 20 trading
days , or the closing price of the stock at the end of the 6
months after the listing of the shares is lower than the
issue price, the lock-up period of consideration shares
acquired by myself shall be automatically extended for 6
months. (If dividend or bonus shares distribution,
conversion of capital reserve or allotment by the listed
company occurred during the above-mentioned period, the
aforementioned issue price shall be calculated based on
the price adjusted by factors as ex-dividend and ex-rights,
Letter of etc.) Under
Commitment 2. As the transferee of 72,696,561 Yaxia Auto shares held norma
on lock-up Apr. 27, Jan. 31, l
Li Yongxin by Anhui Yaxia Industrial Co., Ltd., I shall not transfer
period for 2018 2022 imple
subscription of such shares within 36 months from the registration date of mentat
shares such shares in my securities account. ion
3. The aforesaid arrangement of share lock-up does not
affect the implementation of profit compensation for this
transaction, that is, when I need to make profit
compensation, the listed company has the right to relieve
the lock-up of shares in corresponding amount in advance
for profit compensation.
4. I promise to abide by the following provision: if the
transaction is investigated by judiciary authorities or the
China Securities Regulatory Commission on suspicion of
misrepresentations, misleading statements, or material
omissions in regard to the information provided or
disclosed, the shares of the listed Company acquired in
this transaction shall not be transferred until the
conclusion of the investigation is clarified.
5. After the completion date of this transaction, my
12
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
increased shares due to bonus shares distribution or
conversion of capital reserve of the listed Company shall
also comply with the foregoing requirements.
6. If the aforementioned lock-up period arrangement does
not comply with the latest laws and regulations and the
latest regulatory requirements of the securities regulatory
institution, I agree to implement the arrangement in
accordance with the latest laws and regulations and the
requirements of the regulatory agency.
7. After the lock-up period expires, it will be implemented
in accordance with the relevant regulations of the China
Securities Regulatory Commission and the Shenzhen
Stock Exchange.
1. The shares of the listed Company subscribed by myself
in this transaction shall not be transferred or dealt with in
any other forms within 36 months from the date of the
listing of the shares. Within 6 months after the listing of
the shares, if the closing price of the listed company stock
is lower than the issue price for consecutive 20 trading
days , or the closing price of the stock at the end of the 6
months after the listing of the shares is lower than the
issue price, the lock-up period of consideration shares
acquired by myself shall be automatically extended for 6
months. (If dividend or bonus shares distribution,
conversion of capital reserve or allotment by the listed
company occurred during the above-mentioned period, the
aforementioned issue price shall be calculated based on
Letter of Under
the price adjusted by factors as ex-dividend and ex-rights,
commitment norma
on lock-up etc.) Jan. 31, l
Lu Zhong Fang Apr. 27,
period for 2. The aforesaid arrangement of share lock-up does not 2022 imple
2018
subscription of mentat
affect the implementation of profit compensation for this
shares ion
transaction, that is, when I need to make profit
compensation, the listed company has the right to relieve
the lock-up of shares in corresponding amount in advance
for profit compensation.
3. I promise to abide by the following provision: if the
transaction is investigated by judiciary authorities or the
China Securities Regulatory Commission on suspicion of
misrepresentations, misleading statements, or material
omissions in regard to the information provided or
disclosed, the shares of the listed Company acquired in
this transaction shall not be transferred until the
conclusion of the investigation is clarified.
4. After the completion date of this transaction, my
increased shares due to bonus shares distribution or
13
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
conversion of capital reserve of the listed Company shall
also comply with the foregoing requirements.
5. If the aforementioned lock-up period arrangement does
not comply with the latest laws and regulations and the
latest regulatory requirements of the securities regulatory
institution, I agree to implement the arrangement in
accordance with the latest laws and regulations and the
requirements of the regulatory agency.
6. After the lock-up period expires, it will be implemented
in accordance with the relevant regulations of the China
Securities Regulatory Commission and the Shenzhen
Stock Exchange.
1. The shares of the listed Company subscribed by Kerui
Technology Innovation in this transaction shall not be
transferred or dealt with in any other forms within 36
months from the date of the listing of the shares. Within 6
months after the listing of the shares, if the closing price
of the listed company stock is lower than the issue price
for consecutive 20 trading days, or the closing price of the
stock at the end of the 6 months after the listing of the
shares is lower than the issue price, the lock-up period of
consideration shares acquired by Kerui Technology
Innovation shall be automatically extended for 6 months.
(If dividend or bonus shares distribution, conversion of
capital reserve or allotment by the listed company
occurred during the above-mentioned period, the
Letter of aforementioned issue price shall be calculated based on Under
commitment the price adjusted by factors as ex-dividend and ex-rights, norma
Kerui Jan. 31,
on lock-up Jul. 27, l
Technology etc.)
period for 2018 2022 Imple
Innovation 2. The enterprise promises to abide by the following
subscription of mentat
shares provision: if the transaction is investigated by judiciary ion
authorities or the China Securities Regulatory
Commission on suspicion of misrepresentations,
misleading statements, or material omissions in regard to
the information provided or disclosed, the shares of the
listed Company acquired in this transaction shall not be
transferred until the conclusion of the investigation is
clarified.
3. After the completion date of this transaction, the
increased shares that the enterprise owns due to bonus
shares distribution or conversion of capital reserve of the
listed Company shall also comply with the foregoing
requirements.
4. If the aforementioned lock-up period arrangement does
not comply with the latest laws and regulations and the
14
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
latest regulatory requirements of the securities regulatory
institution, the enterprise agrees to implement the
arrangement in accordance with the latest laws and
regulations and the requirements of the regulatory agency.
5. After the lock-up period expires, it will be implemented
in accordance with the relevant regulations of the China
Securities Regulatory Commission and the Shenzhen
Stock Exchange.
Within 36 months from the date of the transfer of
80,000,000 shares of Yaxia Auto held by Anhui Yaxia
Industrial Co., Ltd. to the enterprise, the shares shall not
Letter of Under
be transferred. The lock-up period of the shares increased norma
commitment
Offcn during the above period due to bonus shares distribution, Apr. 27, Jan. 31, l
on the lock-up
Partnership 2018 2022 imple
conversion of capital reserve or allotment of shares by
of shares mentat
Yaxia Auto, shall also comply with the foregoing ion
requirements.
If the enterprise violates commitments listed above, it will
bear all losses caused to Yaxia Auto.
Within 36 months from the date of the transfer of
80,000,000 shares of Yaxia Auto held by Anhui Yaxia
Letter of Industrial Co.,Ltd. to Beijing Offcn Future Information
Consulting Center (Limited Partnership), I or the
commitment Under
enterprise shall not in any way transfer the shares of
norma
on the lock-up Beijing Offcn Future Information Consulting Center Jan. 31,
Li Yongxin and Jul. 27, l
of Offcn (Limited Partnership) or withdraw from the partnership
other 10 2018 2022 imple
with Beijing Offcn Future Information Consulting Center
counterparties Partnership’s mentat
(Limited Partnership), nor do we transfer, assign or
contribution ion
authorize other entities in any way to fully or partially
shares have the rights and interests indirectly related to the shares
of Yaxia Industrial Co., Ltd. held by Beijing Offcn Future
Information Consulting Center (Limited Partnership).
I. Guarantee the independence of the listed Company’s
personnel
(1) It is guaranteed that after the completion of this
transaction, the personnel, human resources and
remuneration management of the listed Company shall be
completely independent from myself/Offcn Partnership,
Li Yongxin Letter of and from other related parties, such as companies, Under
commitment enterprises or economic organizations, controlled by imple
Lu Zhongfang
on maintaining April 27, mentat
Wang Zhendong myself/Offcn Partnership. Long-term
independence 2018 ion
Offcn of the listed (2) It is guaranteed that after the completion of this norma
Partnership Company transaction, senior executives shall work as full-time lly
employees and receive remuneration in the listed
Company. They shall not hold any positions other than
directors or supervisors in other companies, enterprises, or
economic organizations controlled by myself/Offcn
Partnership.
(3) It is guaranteed that after the completion of this
15
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
transaction, the official powers of the shareholders’
meeting and board of directors on personnel appointments
and dismissals shall not be interfered.
II. Guarantee the independence of institutes of the listed
Company
(1) It is guaranteed that after the completion of this
transaction, the listed Company shall build a sound
structure of corporate governance and develop an
independent and complete organizational structure.
(2) It is guaranteed that after the completion of this
transaction, the general meeting of shareholders, the board
of directors, and the board of supervisors shall
independently exercise their powers in accordance with
laws, regulations and the Company’s Articles of
Corporation.
III. Guarantee the independence and completeness of the
assets of the listed Company.
(1) It is guaranteed that after the transaction, the listed
Company shall have independent and complete assets
related to production and operation.
(2) It is guaranteed that after the completion of this
transaction, the business premises of the listed Company
shall be independent from myself/Offcn Partnership, and
other related parties, such as companies, enterprises, or
other economic organizations controlled by myself/Offcn
Partnership.
(3) It is guaranteed that after the completion of this
transaction, except for normal business dealings, there
shall be no capital and assets of the listed Company
occupied by myself/Offcn Partnership, and other related
parties, such as companies, enterprises or economic
organizations, controlled by myself or Offcn Partnership.
IV. Guarantee the independence of the listed Company’s
business.
(1) It is guaranteed that after the completion of this
transaction, the listed Company shall have the
qualifications of independently conducting business
activities and the capabilities of running market-oriented,
independent, autonomous, sustainable business.
(2) It is guaranteed that after the completion of this
transaction, I/Offcn Partnership,or other related
parties,such as companies, enterprises, or other economic
organization controlled by myself/Offcn Partnership shall
avoid businesses which have a competitive relationship
16
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
with the listed Company and its subsidiaries.
(3) It is guaranteed that after the completion of this
transaction, I/Offcn Partnership, or related parties, such as
companies, enterprises, or other economic organizations
controlled by myself/Offcn Partnership shall reduce
related-party transactions with the listed Company and its
subsidiaries. Related-party transactions that are really
necessary and unavoidable shall be conducted in a
market-oriented and fairly way and perform relevant
approval processes and information disclosure obligations
in accordance with relevant laws, regulations and
regulatory documents.
V. Guarantee the financial independence of the listed
Company.
(1) It is guaranteed that after the completion of this
transaction, the listed Company shall establish an
independent financial department with independent
financial accounting systems and standardized and
independent financial accounting rules.
(2)It is guaranteed that after the completion of this
transaction, the listed Company shall open bank accounts
independently and shall not share bank accounts with
myself/Offcn Partnership/other related parties, such as
companies, enterprises or other economic organizations
controlled by myself or Offcn Partnership.
(3) It is guaranteed that after the completion of this
transaction, financial personnel hired by the listed
Company shall not hold any part-time positions in other
related parties, such as companies, enterprises or other
economic organizations controlled by myself or Offcn
Partnership
(4) It is guaranteed that after the completion of this
transaction, the listed Company can make financial
decisions independently. I/Offcn Partnership shall not
interfere with the use of funds by the listed Company.
(5) It is guaranteed that after the completion of this
transaction, the listed Company will pay taxes
independently according to laws.
I/Offcn Partnership shall be liable for all losses caused to
the listed Company and its subsidiaries due to my/Offcn
Partnership’s failure in fulfilling the above commitments.
Letter of 1. As of the date of signing this commitment letter, As of
Commitment myself, my close relatives and other companies, 1. The the
Li Yongxin, Lu Sept. 20,
on avoiding end of
Zhongfang enterprises or economic organizations controlled by 2018 transfer of
horizontal the
competition myself and my close relatives, except for Beijing Offcn Kairuier reporti
17
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Online Education Technology Co., Ltd. (hereinafter Training ng
referred to as Offcn Online), controlled by my relatives School in period
,
Xuhua and Lu Yan, and its affiliated schools which are Haidian Kairui
involved in the same or similar businesses conducted by District of er
Offcn Ltd., other related parties are not involved in any Beijing: Traini
ng
same, similar or related businesses conducted by the listed within 24
Schoo
Company, Offcn Ltd. and its affiliated companies and months l in
schools. Except for serving as a director in Kunming from the Haidia
n
Wuhua Offcn training school, which is affiliated to Offcn date of the
Distric
Online, Li Yongxin neither holds any full-time or signing of t of
part-time positions nor provides consultancy at any this letter Beijin
companies or enterprises, which conducts competitive of g had
been
businesses with the listed Company, Offcn Ltd. and their commitme transfe
affiliates. I also do not directly or indirectly hold any nt rred to
equity or shares of companies or enterprises conducting 2. The an
transfer of unrela
the same, similar or related businesses as the listed
Kunming ted
Company, Offcn Ltd. and its affiliates. Wuhua third
2. As of the date of signing this commitment letter, Offcn party.
Training Other
Offcn Online and its two subordinate training schools’
School : comm
disposals are as follow: Offcn Online conducts no itment
within 12
education businesses (to be canceled after subordinate months s are
schools transferred). Kairuier Training School in Haidian after the under
revised norma
District of Beijing is to be transferred to an unrelated third l
Regulation
party and the transfer agreement has been signed. If the s of imple
transfer is not completed within 24 months since the date Implement mentat
ation ion
of signing this commitment letter, I will urge Offcn Online
officially
to cancel the Kairuier Training School in Haidian District promulgate
of Beijing. Kunming Wuhua Offcn Training School, d and
associated with Offcn Online, has been closed and it will implement
ed and
be transferred to an unrelated third party or will be
supporting
canceled within 12 months after the revised Regulations regulations
for the Implementation of the Law on the Promotion of formulated
by relevant
Private Education of the People’s Republic of China
local
(hereinafter referred to as Regulations of Implementation) education
is officially promulgated and implemented and supporting authorities
regulations formulated by relevant local education in
accordance
authorities in accordance with the revised Regulations of with the
Implementation comes into effect. revised
3. As of the date of signing this commitment letter, Offcn Regulation
s of
Ltd. as the organizer intends to transfer its 100% of the
Implement
organizer’s rights of 33 private schools for non-academic ation
qualifications to Li Yongxin and singed the Agreement on comes into
effect.
Transfer of Organizer’s Rights of Private Schools for
Non-Academic Qualifications Affiliated to Beijing Offcn
18
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Education Technology Co., Ltd. Li Yongxin is willing to
entrust the transferred 33 private schools for
non-academic qualifications to Offcn Ltd. and signed the
Trusteeship Agreement of Private Schools for
Non-academic Qualifications.
4. After the completion of transaction, except for the
above-mentioned cases, I promise that during the time of
being the actual controller of the listed Company, I, my
close relatives and other related parties, such as
companies, enterprises or other economic organizations,
controlled by myself and my close relatives shall not in
any way (including but not limited to self operated or with
other parties to operate joint venture, cooperation, joint
operation, investment, mergence, and trustee operation
home and aboard) engage in the same, similar, related and
competitive businesses with the listed Company, which
includes the follows:
(1) I will not directly or indirectly operate, participate in
or assist others to conduct same, similar businesses or
other economic activities which directly or indirectly
constitute a competitive relationship with businesses
currently operated by the listed Company and its affiliated
companies.
(2) I will not directly or indirectly invest on any economic
entities whose businesses constitute a direct or indirect
competitive relationship with the listed Company and its
affiliates.
(3) I will not be hired by any competitors that directly or
indirectly compete with the listed Company and its
affiliates, or provide any advice, assistance or business
opportunities directly or indirectly to such competitors;.
(4) I will not instigate, mislead, encourage or otherwise
induce, persuade, or coerce the employees or management
personnel in the listed Company and its affiliates to
terminate their labor or employment relationship with the
Company and its affiliates.
(5) I will not urge others to hire employees or
management personnel from the listed Company and its
affiliates.
5. I promise that if I, my close relatives and other related
parties, such as companies, enterprises or other economic
organizations controlled by myself and my close relatives
obtain any business opportunities from any third party,
which can or may compete with the listed Company and
19
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
its affiliates in the future, I will notify the listed Company
and its affiliates in writing within 5 working days. After
obtaining the third party’s promise, I will attempt to
transfer these business opportunities to the listed
Company and its affiliates.
6. I guarantee that I would never use my knowledge about
and the information I’m aware of the listed Company and
its affiliates to assist third parties to engage, participate, or
invest in businesses or projects that compete with the
listed companies and its affiliates.
7. If I violate the above commitments, the benefits
obtained by the violation of commitments shall belong to
the listed Company and I shall be liable for all losses
caused to the listed Company and its affiliates. Within 30
working days since receiving the writing notice from the
listed Company, compensation will be made in cash.
8. I will disclose relevant information in a timely manner
if commitments fail to be fulfilled or to be fulfilled on
schedule because of objective reasons, such as changes in
relevant laws, regulations and policies, or natural
disasters. Except for the above-mentioned objective
reasons, if the commitment is anyhow unable to be
fulfilled or fulfilling the commitment is not conducive to
safeguarding the rights and interests of the listed
Company, I should fully disclose the reasons and either
provide a new commitment to the listed Company and
related investors to replace the original one, or propose an
exemption from fulfilling the commitment.
9. The commitment is valid from the date when the
commit letter is signed to the time when I cease to be the
actual controller of the listed Company.
1. As of the date of signing this letter of commitments, I,
my close relatives, related parties, such as companies,
enterprises or other economic organizations controlled by
myself and my close relatives, Offcn Partnership and
related parties, such as other enterprises or economic
organizations controlled by Offcn Partnership, participate
in no businesses which are the same, similar o or related
to businesses competing with the listed Company, Offcn Under
Letter of
Wang Ltd. and their affiliated companies and schools. Except for norma
Commitment
Zhendong, April 27, l
on avoiding serving as a director at Beijing Haidian District Kairuier
Offcn 2018 Long-term imple
horizontal Training School, affiliated to Offcn Online ( Offcn Online
Partnership mentat
competition
tends to transfer the rights of Kairuier Training School to ion
an unrelated third party and after this transfer, Wang
Zhendong will not hold the post as a director.), I neither
holds any full-time or part-time positions nor provides
consultancy at any companies or enterprises which
conducts competitive businesses with the listed Company,
Offcn Ltd. and their affiliates.serve as a consultant or a
part-time employee in other companies or enterprises that
20
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
pose competitions against the listed Company, Offcn Ltd.
and its affiliates. I do not directly or indirectly hold the
equity of an company or entity that runs the same, similar
or relevant business engaged by the listed Company,
Offcn Ltd. and its affiliates.
2.After the completion of transaction, I/Offcn Partnership
promise that during the time of being shareholders of the
listed Company, I, my close relatives and other related
parties, such as companies, enterprises or other economic
organizations, controlled by myself and my close
relatives ， Offcn Partnership and related parties, such as
other enterprises or economic organizations controlled by
Offcn Partnership, shall not in any way (including but
not limited to self operated or with other parties to operate
joint venture, cooperation, joint operation, investment,
mergence, and trustee operation home and aboard) engage
in the same, similar, related and competitive businesses
with the listed Company, which includes the follows:
I will not directly or indirectly operate, participate in or
assist others to conduct same, similar businesses or other
economic activities which directly or indirectly constitute
a competitive relationship with businesses currently
operated by the listed Company and its affiliated
companies. 2. .I will not directly or indirectly invest on
any economic entities whose businesses constitute a direct
or indirect competitive relationship with the listed
Company and its affiliates. 3. I will not be hired by any
competitors that directly or indirectly compete with the
listed Company and its affiliates, or provide any advice,
assistance or business opportunities directly or indirectly
to such competitors;. 4. I will not instigate, mislead,
encourage or otherwise induce, persuade, or coerce the
employees or management personnel in the listed
Company and its affiliates to terminate their labor or
employment relationship with the Company and its
affiliates. 5. I will not urge others to hire employees or
management personnel from the listed Company and its
affiliates.
3. I/Offcn Partnership promise that if I, my close relatives
and other related parties, such as companies, enterprises or
other economic organizations controlled by myself and
my close relatives, Offcn Partnership and related parties,
such as other enterprises or economic organizations
controlled by Offcn Partnership, obtain any business
21
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
opportunities from any third party, which can or may
compete with the listed Company and its affiliates in the
future, I/Offcn Partnership will immediately notify the
listed Company. After obtaining the third party’s promise,
I will attempt to transfer these business opportunities to
the listed Company and its affiliates.
4. I guarantee that I would never use my knowledge about
and the information I’m aware of the listed Company and
its affiliates to assist third parties to engage, participate, or
invest in businesses or projects that compete with the
listed companies and its affiliates.
If I/Offcn Partnership shall be liable for all losses caused
to the listed Company and its affiliates due to my/Offcn
Partnership’s failure in fulfilling commitments.
1. After the transaction is completed, during the time of
being the actual controller of the listed Company, I, my
close relatives and other companies, enterprises or other
economic organizations controlled by myself, my close
relatives will try to avoid and reduce the related-party
transactions with the listed Company and its affiliates;
unless it is necessary for the business development of the
listed Company, any related-party transactions with the
listed Company and its affiliates will not be conducted.
2. After the transaction is completed, for the related-party
transactions which are unavoidable or reasonable to
happen with the listed Company and its affiliates, I, my
close relatives and other companies, enterprises or
economic organizations controlled by myself and my
Letter of close relatives, will sign related-party transaction
Commitment agreements with the listed Company and its affiliates in Under
on reducing accordance with the relevant laws, regulations and norma
Li Yongxin, Lu Jul. 27, l
and regulating regulatory documents and follow the general business
Zhongfang 2018 Long-term imple
related-party principles of equality, willingness, equivalence and mentat
transactions paid-use. The prices of related-party transactions shall be ion
fair. Decision-making procedures, lawful information
disclosure obligations and relevant reporting and approval
procedures regarding the related-party transactions, shall
be followed. The status of shareholders shall not be used
to damage the legitimate rights and interests of the listed
Company and other shareholders.
3. After the completion of the transaction, I will not use
the shareholders’ rights of the listed Company to
manipulate or instruct the listed Company or its directors,
supervisors and senior executives to make the listed
Company provide or accept funds, commodities, services
or other assets under inequal conditions or engage in any
behaviors that would damage the interests of the listed
22
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
companies.
4. I will urge my close relatives and other companies,
enterprises and other economic organizations controlled
by myself and my close relatives to abide by the
aforementioned commitments.
5. If I, my close relatives and other companies, enterprises
and other economic organizations controlled by myself
and my close relatives violate the above commitments, the
profits obtained by the violation of commitments belong
to the listed Company, and I shall be liable for all losses
caused to the listed Company and its affiliates. Within 30
working days since receiving the written notice from the
listed Company, compensation will be made in cash.
6. The commitment is valid from the date when it is
signed to the time when I cease to be the actual controller
of Yaxia Auto and there is no other related relationship
with Yaxia Auto.
1. After the completion of transaction, during the period of
being the actual controller/shareholder ， I, my close
relatives and other companies, enterprises or other
economic organizations controlled by myself, my close
relatives ， Aerospace Industry or Offcn Partnership, will
try to avoid and reduce the related-party transactions with
the listed Company.
2. After the transaction is completed, for the related-party
transactions which are unavoidable or reasonable to
happen with the listed Company and its affiliates, myself,
my close relatives and other companies, enterprises or
economic organizations controlled by myself and my
Letter of
close relatives, Aerospace Industry or Offcn Partnership,
Commitment Under
Wang will sign related-party transactionagreements with the
on reducing norma
Zhendong, listed Company and its affiliates in accordance with the April 27, l
Aerospace and regulating
relevant laws, regulations and regulatory documents and 2018 Long-term imple
Industry, Offcn
related-party mentat
Partnership follow the general business principles of equality,
transactions ion
willingness, equivalence and paid-use. The prices of
related-party transactions shall be fair. Decision-making
procedures, lawful information disclosure obligations and
relevant reporting and approval procedures regarding the
related-party transactions, shall be followed. The status of
shareholders shall not be used to damage the legitimate
rights and interests of the listed Company and other
shareholders.
3. After the completion of the transaction, I/Aerospace
Industry/Offcn Partnership will not use the shareholders’
rights of the listed Company to manipulate or instruct the
listed Company or the directors, supervisors and senior
executives of the listed Company to make the listed
23
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Company provide or accept funds, commodities, services
or other assets in different forms under unequal conditions
or engage in any behaviors that would damage the
interests of listed companies.
I/Aerospace Industry/Offcn Partnership shall be liable for
all losses caused to the listed Company and its affiliates
due to my/Aerospace Industry’s/Offcn Partnership’s
failures in fulfilling commitments.
Whether the
commitments
Yes
are fulfilled on
time
Section IV. Financial assets investment
1. Securities investment
√ Applicable □Not applicable
Unit: RMB
Gains
and Cumula Selli
losses tive ng Gains Book
Sec Accounti
Origina Origi from changes Purchase Amo and loss value
urit ng Source
Securi Securities l nal changes in fair amount unt during at the Accounting
ies measure s of
ties abbreviation investm book in fair value for this for the end of subjects
cod ment fund
ent cost value value include period this reportin the
e model
for the d in perio g period period
current equity d
period
Huitianfu
Stable-profit
fair 10,4
Hybrid 10,35 Transaction Self-o
010 Securities 9,999, value 67,9 -108,98 -108,98
Funds 0.00 0.00 0.00 8,964 al financial wned
439 Fund with 000.00 measure 53.1 9.10 9.10
.00 assets funds
one-year ment 0
holding
period
Other securities investments
-- -- --
held at the end of the period
10,4
10,35
9,999, 67,9 -108,98 -108,98
Total -- 0.00 0.00 0.00 8,964 -- --
000.00 53.1 9.10 9.10
.00
0
Disclosure Date of the
announcement of securities
N/A
investment approval board of
directors
Disclosure date of the N/A
24
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
announcement of the securities
investment approval board of
shareholders (if any)
2. Derivatives investment
□ Applicable √ Not applicable
There was no derivatives investment during the reporting period.
Section V. Progress of the funded investment project(s)
□ Applicable √ Not applicable
Section VI. Section VI. Prediction on the business performance of the first half in 2021
Alarm and explanations on that the accumulated net profit from the beginning of the year to the end of the next
reporting period may be a loss or have a significant change compared with the same period of last year.
□ Applicable √ Not applicable
Section VII. Significant contracts of daily operations
□ Applicable √ Not applicable
Section VIII. Entrusted financial management
√ Applicable □ Not applicable
Unit: RMB 10,000
Source of entrusted Amount of entrusted Amount not recovered
Type Unexpired balance
financing financing after the due date
Bank financial products Self-owned fund 126,155.00 20,970.00 0.00
Trust financial products Self-owned fund 27,000.00 27,000.00 0.00
Others Self-owned fund 999.90 999.90 0.00
Total 154,154.90 48,969.90 0.00
Particulars of high-risk entrusted financial management with a large single amount, low security, poor liquidity or
no capital protection
□ Applicable √ Not applicable
Entrusted financing is overdue and the principal cannot be recovered or there are other cases that may cause
impairments.
□ Applicable √ Not applicable
25
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Section IX. External guarantee violating regulations
□ Applicable √ Not applicable
There was no external guarantee violating regulations during the reporting period of the Company.
Section X. Capital of the listed Company used for non-operational purposes by the controlling
shareholders or their related parties
□ Applicable √ Not applicable
There was no occupation of the Company’s capital by the controlling shareholders or their related parties for
non-operating purposes during the reporting period of the Company.
Section XI. Registration form(s) of activities including reception of research, communication
or interviews during the reporting period
□ Applicable √ Not applicable
There was no reception of research, communication or interviews during the reporting period of the Company.
26
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Chapter IV Financial Statements
Section I. Financial statements
1. Consolidated balance sheet
Company: Offcn Education Technology Co., Ltd.
March 31, 2021
Unit:RMB
Item March 31, 2021 December 31, 2020
Current assets:
Monetary funds 3,127,976,812.41 5,950,395,089.12
Settlement reserve
Lendings
Transactional financial assets 340,458,014.46 983,205,858.25
Derivative financial assets
Notes receivable
Accounts receivable 26,029,435.13 21,493,637.66
Receivables financing
Prepayments 2,984,481.00 2,204,120.00
Premium receivable
Accounts receivable reinsurance
Reserve for reinsurance receivable
contracts
Other receivables 562,009,727.82 304,318,966.20
Inc: Interest receivables
Dividends receivables
Buying back the sale of financial
assets
Inventories
Contract assets
Assets held-for-sale
Non-current assets due within
2,004,339,413.11 1,985,873,462.75
one year
Other current assets 837,225,325.51 175,179,650.61
27
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Total current assets 6,901,023,209.44 9,422,670,784.59
Non-current assets:
Loans and advances
Debt investments
Other debt investments
Long-term receivables
Long-term equity investments
Other equity investment 152,800,000.00 152,800,000.00
Other non-current financial assets 208,450,315.01 208,450,315.01
Investment properties 664,213,321.52 668,014,515.82
Fixed assets 1,614,085,375.35 1,612,792,592.67
Construction in progress 217,725,379.72 214,248,125.04
Bearer biological assets
Oil and gas assets
Right-of-use assets 1,449,126,148.68
Intangible assets 416,934,093.04 426,352,455.75
Development expenditure
Goodwill 99,867,720.38 99,867,720.38
Long-term prepaid expenses 421,579,394.69 440,955,377.93
Deferred tax assets 21,662,085.86 21,606,436.77
Other non-current assets 3,827,994,523.92 1,151,091,703.31
Total Non-current Assets 9,094,438,358.17 4,996,179,242.68
Total Assets 15,995,461,567.61 14,418,850,027.27
Current liabilities:
Short-term borrowings 4,561,785,731.98 3,976,019,329.22
Borrowings from central bank
Borrowings from banks and
other financial institutions
Transactional financial liabilities
Derivative financial liabilities
Notes payable
Accounts payable 169,175,218.20 211,824,402.86
Deposit received
Contract liabilities 5,071,125,095.49 4,925,428,309.33
28
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Financial assets sold for
repurchase
Absorbing deposits and
interbank deposits
Acting trading securities
Acting underwriting securities
Payroll payable 360,434,166.16 637,448,433.99
Taxes payable 76,878,568.77 131,111,770.78
Other payables 11,883,165.93 9,479,383.03
Inc: Interest payables
Dividends payables
Fees and commissions payable
Reinsurance accounts payable
Liabilities held-for-sale
Non-current liabilities due
479,787,466.27
within one year
Other current liabilities 152,133,752.86 147,765,156.66
Total Current Liabilities 10,883,203,165.66 10,039,076,785.87
Non-current Liabilities:
Insurance contract reserve
Long-term borrowings
Bonds payable
Inc: preferred share
Perpetual bond
Lease liabilities 592,382,877.48
Long-term payables
Long-term employee benefits
payable
Estimated liabilities
Deferred income
Deferred tax liabilities 104,050,004.19 104,677,444.59
Other non-current liabilities
Total non-current liabilities 696,432,881.67 104,677,444.59
Total liabilities 11,579,636,047.33 10,143,754,230.46
Owners' equity:
29
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Share capital 103,807,623.00 103,807,623.00
Other equity instrument
Perpetual bond
Inc: preferred share
Perpetual bond
Capital reserve 1,225,481,049.50 1,225,481,049.50
Less: Treasury stock
Other comprehensive income 30,000,000.00 30,000,000.00
Special reserve
Surplus reserves 45,000,000.00 45,000,000.00
General risk preparation
Undistributed profits 3,011,568,760.54 2,870,839,120.70
Total owners' equity attributable to
4,415,857,433.04 4,275,127,793.20
parent company
Minority shareholders' equity -31,912.76 -31,996.39
Total owners’ equity 4,415,825,520.28 4,275,095,796.81
Total liabilities and owners’ equity 15,995,461,567.61 14,418,850,027.27
Legal representative: Wang Zhendong Person in charge of accounting work: Shi Lei Head of the accounting department: Luo Xue
2. Parent company balance sheet
Unit: RMB
Item March 31, 2021 December31, 2020
Current Assets:
Monetary funds 107,525,773.93 56,138,356.37
Transactional financial assets 1,630,453.37 1,630,453.37
Derivative financial assets
Notes receivable
Accounts receivable 18,421,510.11 14,792,320.38
Receivables financing
Prepayments
Other receivables 3,118,793,467.42 621,900,443.29
Inc: interest receivables
Dividends receivables
Inventories
30
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Contract assets
Assets held-for-sale
Non-current assets due within
one year
Other current assets
Total current assets 3,246,371,204.83 694,461,573.41
Non-current assets:
Debt investments
Other debt investments
Long-term receivables
Long-term equity investments 18,582,307,907.14 18,582,307,907.14
Other equity instrument 152,800,000.00 152,800,000.00
Other non-current financial
assets
Investment property 500,091,324.79 502,925,481.92
Fixed assets 381,240,464.99 383,060,000.00
Construction in progress 72,569,103.57 72,569,103.57
Productive biological assets
Oil and gas assets
Right-of-use assets
Intangible assets
Development expenditure
Goodwill
Long-term prepaid expenses
Deferred tax assets 20,576,903.94 20,529,151.44
Other non-current assets 501,095,111.10 501,095,111.10
Total non-current assets 20,210,680,815.53 20,215,286,755.17
Total assets 23,457,052,020.36 20,909,748,328.58
Current liabilities:
Short-term loan 1,301,418,819.44 871,083,875.00
Transactional financial liabilities
Derivative Financial liabilities
Notes payable
Accounts payable 83,621,752.26 83,621,752.26
31
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Deposit received
Contract liabilities
Payroll payable
Taxes payable 1,283,585.56 1,437,291.71
Other payable 2,580,853,599.38 446,606,530.72
Including:interest payable
Dividend payable
Liabilities held-for-sale
Non-current liabilities due
within one year
Other current liabilities
Total current liabilities 3,967,177,756.64 1,402,749,449.69
Non-current liabilities:
Long-term loan
Bonds payable
Bonds payable_preferred stock
Bonds payable_perpetual bond
Lease liability
Long-term payables
Long-term salary payable
Estimated liabilities
Deferred income
Deferred tax liability 10,007,613.34 10,007,613.34
Other non-current liabilities
Total non-current liabilities 10,007,613.34 10,007,613.34
Total liabilities 3,977,185,369.98 1,412,757,063.03
Owners’ equity:
Share capital 6,167,399,389.00 6,167,399,389.00
Other equity instrument
Other equity
instruments_preferred stock
Other equity
instruments_perpetual bond
Capital reserve 12,897,744,700.46 12,897,744,700.46
Less: Treasury stock
32
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Other comprehensive income 30,000,000.00 30,000,000.00
Special reserve
Surplus reserves 387,458,806.65 387,458,806.65
Undistributed profits -2,736,245.73 14,388,369.44
Owners’ equity 19,479,866,650.38 19,496,991,265.55
Liabilities and owner's equity 23,457,052,020.36 20,909,748,328.58
3. Consolidated income statement
Unit: RMB
Amount for the Amount for the previous
Item
current period period
I. Total operating income 2,051,691,383.47 1,230,102,270.48
Including:operating income 2,051,691,383.47 1,230,102,270.48
Interest income
Premium earned
Fee and commission income
II. Total operating costs 1,979,436,277.98 1,167,262,125.00
Including:operating cost 824,615,510.04 520,863,204.58
Interest expense
Fee and commission expenses
Surrender money
Net reimbursement expenditure
Withdrawal of net insurance liability contract reserves
Policyholder dividend expenses
Reinsurance expenses
Taxes and surcharges 3,125,104.09 3,265,783.95
Sales expenses 435,647,726.75 273,147,797.16
Management expenses 340,240,393.35 209,704,141.65
R&D expenses 267,150,553.55 105,248,410.14
Financial expenses 108,656,990.19 55,032,787.52
Including:interest expenses 52,090,565.27 38,457,427.92
Interest income 6,768,970.11 968,101.22
Add: other income 60,454,036.43 36,688,536.72
33
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Investment income (Loss is listed with “-”) 32,350,483.88 49,118,685.21
Including:investment income from associates and joint
ventures
Derecognition income of financial assets measured at
amortized cost
Exchange earnings (Loss is listed with “-”)
Net exposure hedge income (Loss is listed with “-”)
Fair value change income (Loss is listed with “-”) 12,156.21
Expected credit loss (Loss is listed with “-”) -239,123.84
Asset impairment loss (Loss is listed with “-”)
Asset disposal income (Loss is listed with “-”) 56,256.12 12,208.74
III. Operting profit (Loss is listed with “-”) 164,888,914.29 148,659,576.15
Add: non-operating income 100.00
Less: non-operating expenses 69,002.90 75,001.22
IV. Total profit (The total loss is listed with "-") 164,819,911.39 148,584,674.93
Less:income tax expenses 24,090,187.92 32,283,423.70
V. Net profit (Net loss is listed with “-”) 140,729,723.47 116,301,251.23
i. Classified by business continuity
1.Net profit from continuing operations (Net loss is listed
140,729,723.47 116,301,251.23
with “-”)
2.Net profit from discontinued operations (Net loss is listed
with "-")
ii. Classification by ownership
1. Net profit attributable to the owner of the parent company 140,729,639.84 116,303,799.91
2. Minority shareholders' gains and losses 83.63 -2,548.68
VI. Net other comprehensive income
Net other comprehensive income attributable to the parent company
owner
i. Other comprehensive income that cannot be reclassified into
profit or loss
1, Changes from the remeasurement of the defined benefit
plan
2. Other comprehensive income that cannot be transferred to
profit or loss under the equity method
3. Changes in fair value of other equity instruments
4. Changes in fair value of the company's own credit risk
34
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
5.Other
ii. Other comprehensive income that will be reclassified into
profit or loss
1. Other comprehensive income of convertible profit and
loss under the equity method
2. Changes in fair value of other debt investments
3. Financial assets reclassified into other comprehensive
income
4. Credit impairment provisions of other debt investment
5. Cash flow hedge reserve
6. Foreign currency financial statement translation
difference
7.Other
Net other comprehensive income attributable to minority
shareholders
VII. Total comprehensive income 140,729,723.47 116,301,251.23
Total comprehensive income attributable to owners of
140,729,639.84 116,303,799.91
the parent
Total comprehensive income attributable to minority
83.63 -2,548.68
shareholders
VIII. Earnings per share:
i. Basic earnings per share 0.02 0.02
ii.Diluted earnings per share 0.02 0.02
If a business combination under the same control occurs in this period, the net profit realized by the combined party before the
combination is RMB 0.00 and in the previous period is RMB 0.00.
Legal representative: Wang Zhendong Person in charge of accounting: Shi Lei Head of the accounting department: Luo Xue
4. Parent company income statement
Unit: RMB
Amount for current Amount for the previous
Item
period period
I. Operating income 3,638,285.44 3,783,950.22
Less:operating cost 2,834,157.13 2,833,966.08
Taxes and surcharges 1,163,820.00 1,064,546.25
Sales expenses
35
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Management expenses 6,789,652.53 2,207,928.42
R&D expenses
Financial expenses 9,920,248.02 3,145,323.81
Including:interest expenses 9,965,044.45 3,167,404.17
Interest income 52,636.93 29,503.78
Add:other income 88,234.55
Investment income(Loss is listed with “-”)
Including: investment income from associates and joint ventures
Derecognition income of financial assets measured at
amortized cost
Net exposure hedge income (Loss is listed with “-”)
Fair value change income (Loss is listed with “-”)
Expected credit loss (Loss is listed with “-”) -191,009.98
Asset impairment loss (Loss is listed with “-”)
Asset disposal income (Loss is listed with “-”)
II. Operting profit(Loss is listed with “-”) -17,172,367.67 -5,467,814.34
Add: non-operating income
Less: non-operating expenses
III. Total profit(The total loss is listed with "-") -17,172,367.67 -5,467,814.34
Less:income tax expenses -47,752.50
IV. Net profit(Net loss is listed with "-") -17,124,615.17 -5,467,814.34
i. Net profit from continuing operations(Net loss is listed with "-") -17,124,615.17 -5,467,814.34
ii. Net profit from discontinued operations(Net loss is listed with
"-")
V. Net other comprehensive income
i. Other comprehensive income that cannot be reclassified into
profit or loss
1.Changes from the remeasurement of the defined benefit
plan
2.Other comprehensive income that cannot be transferred to
profit or loss under the equity method
3.Changes in fair value of other equity instruments
4.Changes in fair value of the company's own credit risk
5.Other
ii. Other comprehensive income that will be reclassified into profit
or loss
36
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
1.Other comprehensive income of convertible profit and
loss under the equity method
2.Changes in fair value of other debt investments
3.Financial assets reclassified into other comprehensive
income
4.Credit impairment provisions of other debt investment
5.Cash flow hedge reserve
6.Foreign currency financial statement translation difference
7.Other
VI. Total comprehensive income -17,124,615.17 -5,467,814.34
VII. Earnings per share:
ⅰ Basic earnings per share
ⅱ Diluted earnings per share
5. Consolidated cash flow statement
Unit: RMB
Amount for the current Amount for the previous
Items
period period
I. Cash flow from operating activities:
Cash received from the sale of goods and services 2,257,705,337.11 4,268,644,542.62
Net increase in customer deposits and interbank deposits
Net increase in borrowing from central bank
Net increase in funds borrowed from other financial
institutions
Cash received from the original insurance contract premium
Net cash received from reinsurance business
Net increase in policyholders’ deposits and investment funds
Cash charged with interest, handling fees and commissions
Net increase in funds borrowed in
Net increase in repurchase funds
Net cash received from agent buying and selling of securities
Tax refund
Other cash received related to other business activities 8,365,632.60 3,552,880.40
Subtotal of cash inflow from operating activities 2,266,070,969.71 4,272,197,423.02
Cash paid for the purchase of goods and services 389,263,578.68 304,236,568.73
37
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Net increase in customer loans and advances
Net increase in deposit of central bank and interbank
Cash paid for the original insurance contract
Net increase in borrowed funds
Cash paid for interest, handling fees and commissions
Cash paid for policy dividends
Cash paid to and for employees 1,788,537,241.10 1,090,339,239.09
Various taxes paid 81,728,859.56 112,063,354.25
Other cash paid for business activities 253,266,164.04 201,339,948.10
Subtotal of cash outflows from business activities 2,512,795,843.38 1,707,979,110.17
Net cash flow from operating activities -246,724,873.67 2,564,218,312.85
II. Cash flows from investing activities:
Cash received from investment recovery 4,234,310,000.00 9,555,548,985.25
Cash received from investment income 11,192,589.09 31,375,210.42
Net cash received from disposal of fixed assets, intangible
56,256.12 12,208.74
assets and other long-term assets
Net cash received from disposal of subsidiaries and other
business units
Other cash received related to investing activities
Subtotal of cash inflows from investment activities 4,245,558,845.21 9,586,936,404.41
Cash paid for the purchase and construction of fixed assets,
2,774,248,578.57 812,081,033.98
intangible assets and other long-term assets
Cash paid for investment 4,226,550,000.00 13,732,288,090.00
Net increase in pledge loans
Net cash paid for aquiring subsidiaries and other business
units
Other cash paid related to investing activities
Subtotal of cash outflows from investment activities 7,000,798,578.57 14,544,369,123.98
Net cash flows from investing activities -2,755,239,733.36 -4,957,432,719.57
III. Cash flow from financing activities:
Cash received from investment absorption
Including:cash received from subsidiaries in absorbing
minority shareholders' investment
Cash received from the loan 2,670,000,000.00 1,660,000,000.00
Other cash received related to fundraising activities
38
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Subtotal of cash inflows from financing activities 2,670,000,000.00 1,660,000,000.00
Cash paid for debt repayment 2,090,000,000.00 810,000,000.00
Cash paid for dividends, profits or interest payments 46,324,162.51 32,099,556.25
Including:dividends and profits paid by subsidiaries to
minority shareholders
Other cash paid related to financing activities 354,129,507.17
Subtotal of cash outflows from financing activities 2,490,453,669.68 842,099,556.25
Net cash flow from financing activities 179,546,330.32 817,900,443.75
IV. Effect of the changes of the exchange rate on cash and the
equivalents
V. Net increase in cash and cash equivalents -2,822,418,276.71 -1,575,313,962.97
Add:balance of cash and cash equivalents at the beginning of
5,950,395,089.12 2,724,335,001.58
the period
VI. Balance of cash and cash equivalents at the end of the period 3,127,976,812.41 1,149,021,038.61
6. Parent company cash flow statement
Unit: RMB
Items Amount in current period Amount in previous period
I. Cash flow from operating activities:
Cash received from the sale of goods and services
Tax refund
Other cash received related to other business activities 3,165,431,634.24 416,689.56
Subtotal of cash inflow from operating activities 3,165,431,634.24 416,689.56
Cash paid for the purchase of goods and services
Cash paid to and for employees
Various taxes paid 1,319,515.53 1,580,784.85
Other cash paid for business activities 3,538,782,392.82 135,348,862.21
Subtotal of cash outflows from business activities 3,540,101,908.35 136,929,647.06
Net cash flow from operating activities -374,670,274.11 -136,512,957.50
II. Cash flows from investing activities:
Cash received from investment recovery
Cash received from investment income
Net cash received from disposal of fixed assets, intangible
assets and other long-term assets
Net cash received from disposal of subsidiaries and other
39
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
business units
Other cash received related to investing activities
Subtotal of cash inflows from investment activities
Cash paid for the purchase and construction of fixed assets,
300,000,000.00
intangible assets and other long-term assets
Cash paid for investment
Net cash paid for aquiring subsidiaries and other business
units
Other cash paid related to investing activities
Subtotal of cash outflows from investment activities 300,000,000.00
Net cash flows from investing activities -300,000,000.00
III. Cash flow from financing activities:
Cash received from investment absorption
Cash received from the loan 1,000,000,000.00 570,000,000.00
Other cash received related to fundraising activities
Subtotal of cash inflows from financing activities 1,000,000,000.00 570,000,000.00
Cash paid for debt repayment 570,000,000.00
Cash paid for dividends, profits or interest payments 3,942,308.33 2,409,779.16
Other cash paid related to financing activities
Subtotal of cash outflows from financing activities 573,942,308.33 2,409,779.16
Net cash flow from financing activities 426,057,691.67 567,590,220.84
IV. Effect of the changes of the exchange rate on cash and the
equivalents
V. Net increase in cash and cash equivalents 51,387,417.56 131,077,263.34
Add:balance of cash and cash equivalents at the beginning of
56,138,356.37 6,931,803.33
the period
VI. Balance of cash and cash equivalents at the end of the period 107,525,773.93 138,009,066.67
Section II. Explanation on the adjustments to the financial statements
1. The adjustment to the financial statements at the beginning of the year for the implementation of the new lease
standard in 2021 for the first time
√ Applicable □ Not applicable
Whether items listed in the consolidated balance sheet at beginning of the year need to be adjusted
40
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
√ Yes □ No
Consolidated Balance Sheet
Unit: RMB
Items December 31, 2020 January 1, 2021 Adjustment
Current Assets:
Monetary funds 5,950,395,089.12 5,950,395,089.12
Transactional financial assets 983,205,858.25 983,205,858.25
Accounts Receivable 21,493,637.66 21,493,637.66
Prepayments 2,204,120.00 2,204,120.00
Other receivables 304,318,966.20 304,318,966.20
Non-current assets due within
1,985,873,462.75 1,985,873,462.75
one year
Other current assets 175,179,650.61 146,732,938.88 -28,446,711.73
Total current assets 9,422,670,784.59 9,394,224,072.86 -28,446,711.73
Non-current assets:
Other equity instruments 152,800,000.00 152,800,000.00
Other non-current financial
208,450,315.01 208,450,315.01
assets
Investment property 668,014,515.82 668,014,515.82
Fixed assets 1,612,792,592.67 1,612,792,592.67
Construction in progress 214,248,125.04 214,248,125.04
Right-of-use assets 1,491,006,998.14 1,491,006,998.14
Intangible assets 426,352,455.75 426,352,455.75
Goodwill 99,867,720.38 99,867,720.38
Long-term prepaid expenses 440,955,377.93 310,633,750.12 -130,321,627.81
Deferred tax assets 21,606,436.77 21,606,436.77
Other non-current assets 1,151,091,703.31 1,151,091,703.31
Total non-current assets 4,996,179,242.68 6,356,864,613.01 1,360,685,370.33
Total assets 14,418,850,027.27 15,751,088,685.87 1,332,238,658.60
Current liabilities:
Short-term loan 3,976,019,329.22 3,976,019,329.22
Accounts payable 211,824,402.86 211,824,402.86
Contract liabilities 4,925,428,309.33 4,925,428,309.33
41
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Payroll payable 637,448,433.99 637,448,433.99
Taxes payable 131,111,770.78 131,111,770.78
Other payables 9,479,383.03 9,479,383.03
Non-current liabilities due
699,372,590.26 699,372,590.26
within one year
Other current liabilities 147,765,156.66 147,765,156.66
Total current liabilities 10,039,076,785.87 10,738,449,376.13 699,372,590.26
Non-current liabilities:
Lease liabilities 632,866,068.34 632,866,068.34
Deferred tax liabilities 104,677,444.59 104,677,444.59
Total non-current liabilities 104,677,444.59 737,543,512.93 632,866,068.34
Total liabilities 10,143,754,230.46 11,475,992,889.06 1,332,238,658.60
Owners' equity:
Share capital 103,807,623.00 103,807,623.00
Capital reserve 1,225,481,049.50 1,225,481,049.50
Other comprehensive income 30,000,000.00 30,000,000.00
Surplus reserves 45,000,000.00 45,000,000.00
Undistributed profits 2,870,839,120.70 2,870,839,120.70
Total owners' equity attributable
4,275,127,793.20 4,275,127,793.20
to parent company
Minority shareholder interests -31,996.39 -31,996.39
Total owners’ equity 4,275,095,796.81 4,275,095,796.81
Total liabilities and owners’
14,418,850,027.27 15,751,088,685.87 1,332,238,658.60
equity
Explanation on the adjustments
According to the "Notice on Revising and Issuing the "Accounting Standards for Business Enterprises No.
21-Leases" issued by the Ministry of Finance in December 2018 (F&A [2018] No. 35), the Company will disclose
accounting statements according to the requirements of the new lease standards from January 1, 2021
Balance sheet of the parent company
Unit: RMB
Items December.31, 2020 January 1, 2021 Adjustment
Current Assets:
Monetary funds 56,138,356.37 56,138,356.37
42
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
Transactional financial assets 1,630,453.37 1,630,453.37
Accounts receivable 14,792,320.38 14,792,320.38
Other receivables 621,900,443.29 621,900,443.29
Total current assets 694,461,573.41 694,461,573.41
Non-current assets:
Long-term equity investments 18,582,307,907.14 18,582,307,907.14
Other equity investment 152,800,000.00 152,800,000.00
Investment property 502,925,481.92 502,925,481.92
Fixed assets 383,060,000.00 383,060,000.00
Construction in progress 72,569,103.57 72,569,103.57
Deferred tax assets 20,529,151.44 20,529,151.44
Other non-current assets 501,095,111.10 501,095,111.10
Total non-current assets 20,215,286,755.17 20,215,286,755.17
Total assets 20,909,748,328.58 20,909,748,328.58
Current liabilities:
Short-term loan 871,083,875.00 871,083,875.00
Accounts payable 83,621,752.26 83,621,752.26
Taxes payable 1,437,291.71 1,437,291.71
Other payables 446,606,530.72 446,606,530.72
Total current liabilities 1,402,749,449.69 1,402,749,449.69
Non-current liabilities:
Deferred tax liabilities 10,007,613.34 10,007,613.34
Total non-current liabilities 10,007,613.34 10,007,613.34
Total liabilities 1,412,757,063.03 1,412,757,063.03
Owners’ equity:
Share capital 6,167,399,389.00 6,167,399,389.00
Capital reserve 12,897,744,700.46 12,897,744,700.46
Other comprehensive income 30,000,000.00 30,000,000.00
Surplus reserves 387,458,806.65 387,458,806.65
Undistributed profits 14,388,369.44 14,388,369.44
Total owners’ equity 19,496,991,265.55 19,496,991,265.55
Total liabilities and owners’
20,909,748,328.58 20,909,748,328.58
equity
Descriptions of adjustments
None
43
Offcn Education Technology Co., Ltd. First Quarter 2021 Report
2. Description of retroactive adjustment of comparative data in the early stage by the new lease standard
initially implemented since 2021
□ Applicable √ Not Applicable
Section III. Auditor’s report
Whether this First Quarter 2021 Report has been audited
□ Yes √ No
The Company’s First Quarter 2021 Report has not been audited.
44
