China Liberal Education Holdings Limited (CLEUF) Shareholders Who Lost Money Have Opportunity to Lead Securities Fraud Lawsuit [Accessibility Statement] Skip NavigationBENSALEM, Pa., Feb. 19, 2026 /PRNewswire/ -- [The Law Offices of Howard G. Smith] announces that investors with substantial losses have opportunity to lead the securities fraud class action lawsuit against China Liberal Education Holdings Limited ("CLEU" or the "Company") (OTC: [CLEUF]).IF YOU ARE AN INVESTOR WHO SUFFERED A LOSS IN CHINA LIBE ...

LOS ANGELES, Feb. 12, 2026 (GLOBE NEWSWIRE) -- The Portnoy Law Firm advises China Liberal Education Holdings Limited, (“China Liberal” or the "Company") (OTCMKTS: CLEUF) investors of a class action on behalf of investors that bought securities between January 22, 2025 and January 30, 2025, inclusive (the “Class Period”). China Liberal investors have until March 31, 2026 to file a lead plaintiff motion. Investors are encouraged to contact attorney Lesley F. Portnoy, by phone 844-767-8529 or email: lesley@por ...

Core Viewpoint - A securities fraud class action lawsuit has been initiated against China Liberal Education Holdings Limited (CLEUF) for misleading investors during a specific class period, leading to significant financial losses for shareholders [1]. Group 1: Company Overview - China Liberal Education Holdings Limited (CLEUF) is facing legal action due to allegations of securities fraud, specifically related to undisclosed shares and misleading information provided to investors [1]. - The company reported 240 million previously undisclosed exchanged shares on January 29, 2025, resulting in a drastic stock price drop from $7.75 to $0.148 per share, marking a 98.1% loss [1]. Group 2: Legal Proceedings - The class action lawsuit claims that during the class period from January 22, 2025, to January 30, 2025, the defendants made materially false statements and failed to disclose adverse facts about the company's operations and prospects [1]. - Investors have until March 31, 2026, to file a lead plaintiff motion in this class action lawsuit [1].

Core Viewpoint - The Justice Department is working to compensate victims of a $214 million investment fraud involving impersonation of U.S.-based financial advisors to deceive investors [1] Group 1: Fraud Scheme Details - Seven individuals executed a "pump-and-dump" scheme, falsely promising significant returns from investments in Chinese Liberation Education Holdings (CLEU), which claimed to provide educational services in China and was incorporated in the Cayman Islands [2] - The fraudsters, based in Malaysia and Taiwan, posed as U.S.-based investment advisors on social media, claiming to operate from locations like Chicago [4] - The defendants began soliciting investments in CLEU stock in January 2025, failing to disclose that they had received shares directly from the company prior to its public listing on Nasdaq [5] Group 2: Impact on Investors - The misleading promotion led to a significant increase in CLEU's stock price after its public offering, allowing the schemers to sell their shares and profit substantially [6] - Following the public listing, CLEU's SEC filing revealed the actual number of outstanding shares, causing the stock price to plummet by approximately 99%, resulting in substantial losses for investors [7] Group 3: Recovery Efforts - The U.S. Attorney's Office successfully obtained forfeiture of about $214 million in proceeds from the fraudulent scheme, with funds now ready to be distributed to victims [8]

Core Viewpoint - A class action lawsuit has been filed on behalf of investors who purchased securities of China Liberal Education Holdings Limited (CLEU) during the specified class period from January 22, 2025, to January 30, 2025 [1] Summary by Relevant Sections - The lawsuit is aimed at investors who suffered losses in CLEU, indicating potential legal issues surrounding the company's securities during the class period [1] - Investors have until March 31, 2026, to file a lead plaintiff motion, highlighting the timeline for affected investors to take action [1]

Core Viewpoint - The Law Offices of Frank R. Cruz is investigating China Liberal Education Holdings Limited (CLEU) for potential violations of federal securities laws, indicating concerns over the company's compliance and financial practices [1] Investigation Details - The investigation is initiated on behalf of investors who may have suffered financial losses related to their investments in CLEU [1] - The specific date mentioned for the investigation's context is January 29, 2025, suggesting a timeline for potential claims [1]

Core Points - China Liberal Education Holdings Limited has announced that its securities will be suspended from trading on Nasdaq effective June 3, 2025, due to the failure to submit a request for an extended stay or address the delinquency in filing its annual report on Form 20-F for the fiscal year ended December 31, 2024 [1][3] - The company is awaiting a decision from the Nasdaq Hearings Panel regarding its appeal against an earlier determination to delist its securities, which was based on public interest concerns related to a substantial issuance of ordinary shares in December 2024 [2][3] - The company has not requested a stay of suspension or addressed the additional basis for delisting stemming from the untimely filing of its annual report [3] Company Overview - China Liberal is an educational services provider headquartered in Beijing, China, offering technological consulting services for smart campus solutions and other educational services [5] - The company provides a range of services aimed at improving campus information and data management systems for Chinese universities, enhancing the teaching, operating, and management environment [5]

Core Viewpoint - China Liberal Education Holdings Limited has received a notice from Nasdaq regarding its delinquency in filing the Annual Report on Form 20-F for the fiscal year ended December 31, 2024, which may lead to delisting from Nasdaq [1] Group 1: Company Status and Actions - The Company has scheduled a hearing before Nasdaq's Hearings Panel on June 10, 2025, and has until May 28, 2025, to request a stay of the suspension [2] - The Company is actively working to finalize and file its delayed Form 20-F, which has been substantially drafted prior to the original deadline [3] - The operations of the Company remain unaffected by the receipt of the Staff Determination Notices [3] Group 2: Compliance and Background - The announcement is made in compliance with Nasdaq Listing Rule 5810(b), which mandates prompt disclosure of deficiency notifications [4] - China Liberal provides technological consulting services for smart campus solutions and other educational services, aimed at enhancing the management and operational environment of universities [5]

Financial Position - As of June 30, 2024, cash at bank in Hong Kong amounted to $83.9 million, up from $20.0 million as of December 31, 2023[22] - The company maintains most of its bank accounts in the PRC and Hong Kong, with cash in PRC banks covered by deposit insurance regulations for amounts less than RMB0.5 million[22] - As of June 30, 2024, net accounts receivable increased to $1,462,571 from $1,453,230 as of December 31, 2023, reflecting a slight growth in tailored job readiness training services[18] - The allowance for doubtful accounts remained stable at $169,910 as of June 30, 2024, compared to $169,330 as of December 31, 2023, indicating consistent management of credit risk[75] - Net inventories decreased to $144,862 as of June 30, 2024, down from $167,493 as of December 31, 2023, primarily due to a reduction in the allowance for inventories[76] - The total taxes payable decreased to $1,185,754 as of June 30, 2024, from $1,438,658 as of December 31, 2023, showing improved tax management[89] - Goodwill on acquisitions was recorded at $6,747,543 as of June 30, 2024, after a non-cash impairment charge of $2,734,004 was recognized in 2023[83] - Short-term bank loans increased significantly to $437,154 as of June 30, 2024, compared to $32,191 as of December 31, 2023, indicating a shift in financing strategy[87] - The net intangible assets decreased to $312,836 as of June 30, 2024, from $351,680 as of December 31, 2023, due to amortization expenses[85] - The company has unsecured loans from third parties with a weighted average annual effective interest rate of 23.1% as of June 30, 2024, indicating high borrowing costs[90] - Related party transactions included a balance due to a related party of $0.7 million as of June 30, 2024, consistent with the previous period, reflecting stable financing from related parties[91] Revenue and Performance - As of June 30, 2024, China Liberal had total revenue of $885,804, a decrease of approximately 34.8% compared to $1,358,617 for the six months ended June 30, 2023[104] - Revenue from tailored job readiness training services was $861,647 for the six months ended June 30, 2024, down from $944,944 in the same period of 2023, representing a decline of about 8.8%[104] - Revenue from Technological Consulting Services for Smart Campus Solutions decreased significantly to $10,681 from $413,673, a decline of approximately 97.4%[104] - Five customers accounted for over 10% of total revenue, representing approximately 20.6%, 18.1%, 15.6%, 15.6%, and 11.6% of total revenue for the six months ended June 30, 2024, compared to no customers exceeding this threshold in the same period of 2023[94] - As of June 30, 2024, two customers accounted for 55.3% of the total outstanding accounts receivable balance, with 31.3% and 24.0% respectively[95] Revenue Recognition - The company recognizes revenue from sales of textbooks upon delivery, when risks and titles are transferred[47] - The Company recognizes revenue from technological consulting services based on the timing of control transfer and cash collection, which may involve significant financing components[49] - For "smart campus" solution contracts, the Company identifies multiple performance obligations and allocates revenue based on relative standalone selling prices[50][51] - Revenue from post-contract maintenance support is recognized over time, while revenue from solution and application customization is recognized upon completion[51] - As of June 30, 2024, the Company reported deferred revenue of $0.2 million, reflecting unsatisfied performance obligations[54] - The Company provides tailored job readiness training services to students, with fixed-price contracts that result in deferred revenue recognized over the training period[53] Expenses and Costs - The company reported a depreciation expense of $1,776 for the six months ended June 30, 2024, compared to $6,491 for the same period in 2023, reflecting a decrease in asset utilization[84] - The company recognized share-based compensation expense of $1,256,504 for the six months ended June 30, 2024, related to the grant of 465,372 ordinary shares to employees[98] - The Company applies ASC 718 for share-based compensation, recognizing costs based on the probable achievement of performance conditions[60][61] Regulatory and Compliance - The company’s financial statements are prepared in accordance with US GAAP, and operating results for the six months ended June 30, 2024, may not be indicative of full-year results[19] - No significant income was generated outside the PRC for the six months ended June 30, 2024, and all tax returns remain open for examination by PRC tax authorities[58] - The Company has not incurred significant penalties or interest related to income taxes during the six months ended June 30, 2024[57] - The FASB issued ASU 2023-09 to enhance income tax disclosures, effective for annual periods beginning after December 15, 2024, with no material impact on the Company's financial position[70][73] Share Issuance - China Liberal issued 25,000,000 ordinary shares at a price of $1.00 per share in June 2024, generating net proceeds of $24.9 million[97] - On September 19, 2024, China Liberal entered into agreements to issue 250,000,000 ordinary shares at a price of $0.28 per share, totaling an aggregate purchase price of $70.0 million[111] Assets and Liabilities - The company has developed and edited more than 16 English textbooks and course materials, which are sold to students enrolled in Fuzhou Melbourne Polytechnic and Strait College[46] - The company assesses goodwill for impairment annually as of December 31, with no impairments reported as of June 30, 2024[30] - The company evaluates inventories annually for net realizable value adjustments, reducing carrying value for obsolete items[27] - The company utilizes advanced information technology to provide total solutions to targeted Chinese universities and colleges, enhancing operational efficiency[48] - The company has not recorded any allowance for advances to suppliers, considering all advances to be fully realizable as of June 30, 2024[25] - The company’s statutory reserves and restricted net assets totaled $5.8 million as of June 30, 2024, down from $8.8 million as of December 31, 2023[101]

Core Viewpoint - China Liberal Education Holdings Limited reported a decline in revenue for the first half of fiscal year 2024, primarily due to the completion of two technological consulting projects for smart campus solutions. However, the company maintained a strong gross margin and improved cash position, indicating resilience in its business model [2][3]. Financial Performance - Revenue decreased by $0.5 million, or 34.8%, to $0.89 million for the six months ended June 30, 2024, compared to $1.36 million for the same period last year [3][5]. - Gross profit was $0.75 million, down 12.6% from $0.86 million in the same period last year, while gross margin increased to 84.8%, up 21.5 percentage points from 63.2% [3][10]. - Loss from operations was $4.56 million, a significant increase of 515.7% compared to a profit of $0.74 million in the same period last year [3][4]. - Net loss was $4.72 million, compared to a net income of $0.38 million for the same period last year, resulting in a basic and diluted loss per share of $2.04 [3][17]. Revenue Breakdown - Revenue from technological consulting services for smart campus solutions decreased by $0.4 million, or 97.4%, to $0.01 million due to the completion of two projects compared to six in the previous year [6][7]. - Revenue from tailored job readiness training services decreased by $83,297, or 8.8%, to $0.86 million, attributed to the loss of certain customers [5]. - Revenue from textbook and course material sales increased by $13,476, or 100%, to $13,476, driven by increased demand [8]. Cost and Expenses - Cost of revenue decreased by $0.36 million, or 73%, to $0.14 million, primarily due to reduced project sizes in technology consulting [9]. - Selling expenses decreased by $0.07 million, or 59.8%, to $0.04 million, while general and administrative expenses increased by $1.2 million, or 84.5%, to $2.7 million, mainly due to share-based compensation [12]. Cash Position - As of June 30, 2024, the company had cash of $84.15 million, a significant increase from $20.34 million as of December 31, 2023 [18]. - Net cash used in operating activities was $1.28 million, compared to $1.72 million for the same period last year [18]. Allowance for Doubtful Accounts - The allowance for doubtful accounts increased to $2.56 million from $24,554, primarily related to expected collectability issues with two colleges [11].