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 February 2022
Commission File Number: 001-32993
NEW ORIENTAL EDUCATION & TECHNOLOGY GROUP INC.
No. 6 Hai Dian Zhong Street
Haidian District
Beijing 100080, People’s Republic of China
(Address of principal executive offices)
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): ☐
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): ☐
Explanatory Note
New Oriental Education & Technology Group Inc. (“New Oriental” or the “Company”) (NYSE: EDU and SEHK: 9901), a provider of private educational services in China, today announced its unaudited financial results for the six months ended November 30, 2021 and provided business updates.
The Company has ceased its tutoring services related to academic subjects to students from kindergarten through grade nine (“K-9 Academic AST Services”) in all of its learning centers in China. The cessation of its K-9 Academic AST Services has had a substantial adverse impact on the Company’s revenues for the six months ended November 30, 2021. In addition, the Company has incurred considerable costs and expenses in connection with the termination of its lease agreements in relation to the closure of its learning centers and employee layoffs for the six months ended November 30, 2021.
The Company has shifted, and will continue to, shift its focus towards educational products and services that are not related to K-9 Academic AST Services, such as its test preparation courses, language training courses for adults and educational materials, and explore other business opportunities by leveraging its brand recognition and educational resources accumulated over its operating history. The Company’s management team will continue to work together to reshape the Company’s business operations and seek new growth initiatives.
The Company will continue to seek guidance from and cooperate with government authorities in various provinces and municipalities in China in connection with its efforts to comply with the relevant policies, guidelines and any related implementation rules, regulations and measures. The Company will further adjust its business operations as required, and update its shareholders as appropriate.
Exhibit Index
Exhibit 99.1 – Unaudited Financial Results for the Six months Ended November 30, 2021
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| New Oriental Education & Technology Group Inc. | ||
| By: | /s/ Stephen Zhihui Yang | |
| Name: Stephen Zhihui Yang | ||
| Title: Executive President and Chief Financial Officer | ||
Date: February 22, 2022
Exhibit 99.1
NEW ORIENTAL EDUCATION & TECHNOLOGY GROUP INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
| As of November 30 | As of May 31 | |||||||
| 2021 | 2021 | |||||||
| (Unaudited) USD |
(Audited) USD |
|||||||
| ASSETS: |
||||||||
| Current assets: |
||||||||
| Cash and cash equivalents |
1,026,912 | 1,612,211 | ||||||
| Restricted cash |
1,218 | — | ||||||
| Term deposits |
1,145,500 | 1,214,025 | ||||||
| Short-term investments |
2,632,398 | 3,434,726 | ||||||
| Accounts receivable, net |
12,908 | 8,667 | ||||||
| Inventory, net |
34,430 | 31,175 | ||||||
| Prepaid expenses and other current assets, net |
280,163 | 269,233 | ||||||
| Amounts due from related parties, current |
21,434 | 4,118 | ||||||
|
|
|
|
|
|||||
| Total current assets |
5,154,963 | 6,574,155 | ||||||
|
|
|
|
|
|||||
| Restricted cash, non-current |
22,000 | 19,916 | ||||||
| Property and equipment, net |
590,815 | 865,030 | ||||||
| Land use rights, net |
3,848 | 13,989 | ||||||
| Amounts due from related parties, non-current |
3,350 | 4,157 | ||||||
| Long-term deposits |
34,930 | 74,796 | ||||||
| Intangible assets, net |
3,655 | 4,836 | ||||||
| Goodwill, net |
73,283 | 73,254 | ||||||
| Long-term investments, net |
522,997 | 537,749 | ||||||
| Deferred tax assets, non-current, net |
6,463 | 103,587 | ||||||
| Right-of-use assets |
1,183,869 | 1,857,533 | ||||||
| Other non-current assets |
14,139 | 22,051 | ||||||
|
|
|
|
|
|||||
| Total assets |
7,614,312 | 10,151,053 | ||||||
|
|
|
|
|
|||||
| LIABILITIES AND EQUITY |
||||||||
| Current liabilities: |
||||||||
| Accounts payable (including accounts payable of the consolidated variable interest entities without recourse to New Oriental of US$36,032 and US$33,051 as of May 31, 2021 and November 30, 2021, respectively) |
33,486 | 38,441 | ||||||
| Accrued expenses and other current liabilities (including accrued expenses and other current liabilities of the consolidated variable interest entities without recourse to New Oriental of US$900,877 and US$777,334 as of May 31, 2021 and November 30, 2021, respectively) |
804,323 | 908,231 | ||||||
| Income taxes payable (including income tax payable of the consolidated variable interest entities without recourse to New Oriental of US$46,248 and US$53,178 as of May 31, 2021 and November 30, 2021, respectively) |
62,860 | 84,321 | ||||||
| Amounts due to related parties (including amounts due to related parties of the consolidated variable interest entities without recourse to New Oriental of US$33 and US$257 as of May 31, 2021 and November 30, 2021, respectively) |
257 | 33 | ||||||
| Deferred revenue (including deferred revenue of the consolidated variable interest entities without recourse to New Oriental of US$1,923,007 and US$1,062,150 as of May 31, 2021 and November 30, 2021, respectively) |
1,065,823 | 1,926,386 | ||||||
| Operating lease liability-current (including operating lease liabilities-current of the consolidated variable interest entities without recourse to New Oriental of US$501,049 and US$275,456 as of May 31, 2021 and November 30, 2021, respectively) |
280,196 | 514,033 | ||||||
|
|
|
|
|
|||||
| Total current liabilities |
2,246,945 | 3,471,445 | ||||||
|
|
|
|
|
|||||
| Deferred tax liabilities, non-current (including deferred tax liabilities of the consolidated variable interest entities without recourse to New Oriental of US$12,924 and US$10,367 as of May 31, 2021 and November 30, 2021, respectively) |
10,614 | 13,172 | ||||||
| Unsecured senior notes (including unsecured senior notes of the consolidated variable interest entities without recourse to the New Oriental of nil and nil as of May 31, 2021 and November 30, 2021, respectively) |
179,364 | 297,631 | ||||||
| Operating lease liabilities (including operating lease liabilities of the consolidated variable interest entities without recourse to New Oriental of US$1,333,961 and US$990,912 as of May 31, 2021 and November 30, 2021, respectively) |
996,838 | 1,350,629 | ||||||
|
|
|
|
|
|||||
| Total long-term liabilities |
1,186,816 | 1,661,432 | ||||||
|
|
|
|
|
|||||
| Total liabilities |
3,433,761 | 5,132,877 | ||||||
|
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|
|
|
|||||
| Equity |
||||||||
| New Oriental Education & Technology Group Inc. shareholders’ equity |
4,104,578 | 4,913,275 | ||||||
| Non-controlling interests |
75,973 | 104,901 | ||||||
|
|
|
|
|
|||||
| Total equity |
4,180,551 | 5,018,176 | ||||||
|
|
|
|
|
|||||
| Total liabilities and equity |
7,614,312 | 10,151,053 | ||||||
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|
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NEW ORIENTAL EDUCATION & TECHNOLOGY GROUP INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands except for per share and per ADS amounts)
| For the Six Months Ended November 30 | ||||||||
| 2021 | 2020 | |||||||
| (Unaudited) USD |
(Unaudited) USD |
|||||||
| Net revenues |
1,967,132 | 1,874,055 | ||||||
|
|
|
|
|
|||||
| Operating costs and expenses (note 1): |
||||||||
| Cost of revenues |
1,133,717 | 918,529 | ||||||
| Selling and marketing |
277,403 | 250,471 | ||||||
| General and administrative |
1,291,682 | 586,897 | ||||||
|
|
|
|
|
|||||
| Total operating costs and expenses |
2,702,802 | 1,755,897 | ||||||
|
|
|
|
|
|||||
| Operating (loss)/income |
(735,670 | ) | 118,158 | |||||
|
|
|
|
|
|||||
| Loss from fair value change of investments |
(14,323 | ) | (2,154 | ) | ||||
| Other (loss)/income, net |
(2,358 | ) | 127,501 | |||||
| Provision for income taxes |
(113,831 | ) | (65,939 | ) | ||||
| (Loss)/gain from equity method investments |
(41,778 | ) | 1,047 | |||||
|
|
|
|
|
|||||
| Net (loss)/income |
(907,960 | ) | 178,613 | |||||
|
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|
|||||
| Add: Net loss attributable to non-controlling interests |
31,980 | 49,941 | ||||||
|
|
|
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|
|||||
| Net (loss)/income attributable to New Oriental Education & Technology Group Inc. |
(875,980 | ) | 228,554 | |||||
|
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|
|
|
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| Net (loss)/income per share attributable to New Oriental-Basic (note 2) |
(0.52 | ) | 0.14 | |||||
| Net (loss)/income per share attributable to New Oriental-Diluted (note 2) |
(0.52 | ) | 0.14 | |||||
| Net (loss)/income per ADS attributable to New Oriental-Basic (note 2) (note 3) |
(0.52 | ) | 0.14 | |||||
| Net (loss)/income per ADS attributable to New Oriental-Diluted (note 2) (note 3) |
(0.52 | ) | 0.14 | |||||
Notes:
Note 1: Share-based compensation expenses (in thousands) are included in the operating costs and expenses as follows:
| For the Six Months Ended November 30 | ||||||||
| 2021 | 2020 | |||||||
| (Unaudited) | (Unaudited) | |||||||
| USD | USD | |||||||
| Cost of revenues |
(205 | ) | 3,836 | |||||
| Selling and marketing |
(3,049 | ) | 5,930 | |||||
| General and administrative |
77,476 | 24,547 | ||||||
|
|
|
|
|
|||||
| Total |
74,222 | 34,313 | ||||||
|
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|
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Note 2: For the six months ended November 30, 2020, the earnings per share have been retrospectively adjusted to reflect the 1-for-10 share split that became effective on March 10, 2121.
Note 3: Each ADS represents one common share.
NEW ORIENTAL EDUCATION & TECHNOLOGY GROUP INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
| For the Six Months Ended November 30 |
||||||||
| 2021 | 2020 | |||||||
| (Unaudited) | (Unaudited) | |||||||
| USD | USD | |||||||
| Net cash (used in)/provided by operating activities |
(1,074,835 | ) | 802,276 | |||||
| Net cash provided by/(used in) investing activities |
653,374 | (796,800 | ) | |||||
| Net cash (used in)/provided by financing activities |
(113,259 | ) | 1,641,471 | |||||
| Effect of exchange rate changes |
(47,277 | ) | 81,753 | |||||
| Net change in cash, cash equivalents and restricted cash |
(581,997 | ) | 1,728,700 | |||||
| Cash, cash equivalents and restricted cash at beginning of period |
1,632,127 | 919,424 | ||||||
| Cash, cash equivalents and restricted cash at end of period |
1,050,130 | 2,648,124 | ||||||