BEIJING, March 07, 2025 (GLOBE NEWSWIRE) -- Wah Fu Education Group Limited ("Wah Fu" or the "Company") (NASDAQ:WAFU), a provider of online education and exam preparation services, as well as related training materials and technology solutions for both institutions and individuals, today announced its unaudited financial results for the six months ended September 30, 2024. Financial Highlights for the Six Months Ended September 30, 2024   For the Six Months EndedSeptember 30, ($'000, except per share data) 2 ...

BEIJING, China, Feb. 24, 2025 (GLOBE NEWSWIRE) -- Wah Fu Education Group Limited ("Wah Fu" or the "Company") (NASDAQ:WAFU), a provider of online education and exam preparation services, as well as related training materials and technology solutions for both institutions and individuals, announced that it planned to fully access a domestic large language model - DeepSeek, and to officially enter a new era of strategic AI-based education transformation through by intelligently upgrading the curriculum system. ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Title of Each Class Trading symbol Name of Each Exchange On Which Registered Ordinary shares, par value US$0.01 per share WAFU NASDAQ Capital Market FORM 20-F ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d ...

BEIJING, China, July 24, 2024 (GLOBE NEWSWIRE) -- Wah Fu Education Group Limited ("Wah Fu" or the "Company") (NASDAQ:WAFU), a provider of online education and exam preparation services, as well as related training materials and technology solutions for both institutions and individuals, announcing its entry into the fields of educational AI and informatization. Recently, Wah Fu's subsidiary, Beijing Huaxia Dadi Distance Learning Services Co., Ltd established a wholly-owned subsidiary to venture into cutting ...

BEIJING, China, July 24, 2024 (GLOBE NEWSWIRE) -- Wah Fu Education Group Limited (“Wah Fu” or the “Company”) (NASDAQ: WAFU), a provider of online education and exam preparation services, as well as related training materials and technology solutions for both institutions and individuals, announcing its entry into the fields of educational AI and informatization. Recently, Wah Fu's subsidiary, Beijing Huaxia Dadi Distance Learning Services Co., Ltd established a wholly-owned subsidiary to venture into cuttin ...

Financial Performance - For the fiscal year ended March 31, 2023, consolidated revenue was $10,692,613, an increase from $11,474,348 in the previous year[41]. - The net income for the fiscal year ended March 31, 2023, was $1,609,623, up from $902,531 in the previous year[41][42]. - The total operating expenses for the fiscal year ended March 31, 2023, were $3,674,935, compared to $4,419,873 in the previous year[41][42]. - Revenues for the fiscal year ended March 31, 2023, were $10,692,613, a decrease of 6.84% from $11,474,348 in 2022[62]. - Gross profit for 2023 was $5,686,903, representing an increase of 4.14% from $5,460,617 in 2022[62]. - Net income for 2023 was $672,443, down 25.5% from $902,531 in 2022[62]. - The consolidated net income for the year ended March 31, 2023, was $1,672,443, reflecting a recovery from a net loss of $539,836 in the prior year[45]. - Cash provided by operating activities for 2023 was $1,612,500, an increase from $1,075,175 in 2022[64]. Assets and Liabilities - The total current assets as of March 31, 2023, were $15,995,641, compared to $16,202,300 as of March 31, 2022[36][38]. - The total liabilities as of March 31, 2023, were $4,508,209, compared to $5,993,766 as of March 31, 2022[36][38]. - The total shareholders' equity as of March 31, 2023, was $13,029,983, compared to $1,672,443 as of March 31, 2022[36][38]. - Current assets as of March 31, 2023, were $15,995,641, a slight decrease from $16,202,300 in 2022[63]. - Total assets decreased to $17,538,192 in 2023 from $18,003,906 in 2022[63]. - Current liabilities decreased to $4,305,038 in 2023 from $5,987,703 in 2022, indicating improved financial stability[63]. Cash Flow and Investments - The cash balance as of March 31, 2023, was $12,567,463, a decrease from $11,763,445 as of March 31, 2022[36][38]. - For the year ended March 31, 2023, consolidated net cash provided by operating activities was $1,612,500, a significant increase compared to the previous year[44]. - The net cash used in investing activities for the same period was $36,876, indicating a positive cash flow from investments[44]. - The company reported a net cash provided by operating activities of $2,328,140 for the year ended March 31, 2023, demonstrating strong operational performance[46]. Regulatory and Compliance Risks - The company is subject to PRC laws and regulations, which may impact its business operations and financial condition in the future[54]. - Recent regulatory actions by the PRC government may affect the company's operations, particularly regarding foreign ownership and cybersecurity reviews[55]. - The company faces risks related to its corporate structure, including potential penalties from the PRC government if contractual arrangements are found non-compliant with local laws[77]. - The company is subject to complex and evolving Chinese laws regarding data privacy and security, which could result in increased operational costs and reputational damage[82]. - The PRC tax authorities may scrutinize contractual arrangements, potentially leading to increased tax liabilities and reduced consolidated net income[179]. - The company may face uncertainties regarding compliance with the new foreign investment regulations, particularly for those with a VIE structure[159]. Operational Challenges - The company faces significant competition and must continue to attract students to maintain its market position[69]. - The company must continuously improve course content and develop new offerings to meet market demands, or risk declining student engagement and revenues[94]. - The company may face difficulties in engaging and retaining qualified teachers, which is critical for maintaining teaching quality and overall business performance[104]. - The company is exposed to risks of employee misconduct, which could harm its reputation and financial condition[132]. - The company is subject to allegations and negative publicity that could harm its reputation and share price[135]. Corporate Structure and Control - The company relies on contractual arrangements with the VIE for operational control, which may not be as effective as direct ownership[32]. - The shareholders of Beijing Digital Information may have conflicts of interest that could adversely affect the company's business and financial condition[78]. - The company relies on dividends and other distributions from its PRC subsidiary to fund cash requirements, and limitations on these payments could materially affect business operations[79]. - The company holds its ICP license through contractual arrangements with Beijing Digital Information, which is crucial for its operations[180]. - The VIE structure will be deemed as FIEs if ultimately controlled by foreign investors, impacting companies in restricted industries[158]. Market and Economic Conditions - The private education market in China is still in the development stage, which presents risks and uncertainties for the company's future performance[105]. - Changes in China's economic and political conditions could materially affect the company's business operations and financial results[218]. - The company faces risks related to foreign exchange registration requirements for PRC residents, which could limit capital injection and profit distribution[222]. Strategic Initiatives - The company is focused on enhancing its brand image, developing its online course catalog, and expanding into additional markets as part of its growth strategies[112]. - New courses and services are being developed to meet changing student demands, but some may compete with existing offerings, potentially affecting overall student enrollment[111].

Financial Performance - For the fiscal year ended March 31, 2022, revenues increased to $11,474,348, representing a 34.4% growth from $8,515,561 in 2021[18] - Gross profit for the fiscal year 2022 was $5,460,617, up 20.8% from $4,518,463 in 2021[18] - Net income for the fiscal year 2022 was $902,531, a decrease of 11.5% compared to $1,020,761 in 2021[18] - The company reported a net income of $902,531 for the year ended March 31, 2022, compared to $1,020,761 for the previous year, indicating a decline in profitability[39] Assets and Liabilities - Current assets as of March 31, 2022, were $16,202,300, an increase from $15,033,198 in 2021[19] - Total assets as of March 31, 2022, reached $18,003,906, compared to $16,973,321 in 2021[19] - The net accounts receivable balance was $1.7 million as of March 31, 2022, down from $1.9 million in 2021[35] Expenses - Selling and marketing expenses for the fiscal year 2022 were $1,547,665, an increase from $1,270,582 in 2021[33] Regulatory and Compliance Risks - The company relies on contractual arrangements with its VIE, which may be subject to regulatory risks that could impact its operations[16] - The Foreign Investment Law introduces uncertainties regarding the legality of the company's control over its VIE, which could have material adverse effects on operations if deemed illegal[82] - Regulatory authorities have broad discretion to take action against the company for any violations of PRC laws, which could include revoking business licenses or imposing fines[84] - The evolving regulatory environment in China may lead to new requirements for licenses and permits, impacting business operations[125][127] - The self-taught education industry is subject to changing regulations, which may require adjustments in business practices to avoid penalties[128] - Compliance with data privacy and cybersecurity laws is critical, as non-compliance could result in penalties and damage to reputation[130][131] - Labor-related regulations may increase labor costs and complicate compliance, potentially affecting business operations[132][134] - Internet content regulations impose strict requirements on content providers, with non-compliance risking license revocation and operational disruptions[135][136] Market and Competition - The private education market in China is still in the development stage, making it difficult to predict future performance based on historical results[39] - Competition in the private education sector is intense, with the company facing challenges from both existing and new entrants, which could impact market share[43][44] Operational Risks - The company faces significant risks related to accounts receivables, particularly due to the impact of the COVID-19 pandemic on major customers, which could lead to increased bad debt expenses[36] - A decline in student performance or satisfaction could lead to increased withdrawals and refund requests, adversely affecting the company's financial condition[40][41][55] - The company must adapt to technological changes in online education to maintain its market position and avoid negative impacts on its financial results[49] - The company relies on third-party service providers for internet infrastructure, and any disruptions could adversely affect its operations and student engagement[50][51] - There is a risk of not being able to engage and retain qualified teachers, which is critical for maintaining teaching quality and student satisfaction[37][38] Security and Data Privacy - The company has adopted security policies to protect proprietary data and student information, but risks of breaches remain due to advances in technology and hacker expertise[64] - Significant resources may be required to protect against information security breaches, and any failure to do so could lead to loss of trust among students and legal claims[66] - Increased public scrutiny and potential new regulations by the PRC government regarding data privacy could impose additional compliance costs and operational restrictions on the company[65] Shareholder and Investment Risks - The company does not maintain liability or property insurance, which could expose it to significant costs and business disruptions in case of unforeseen events[74] - The company may incur substantial costs if Beijing Digital Information or its shareholders fail to perform their obligations under the contractual arrangements[97] - The legal system in the PRC may limit the company's ability to enforce contractual arrangements, potentially affecting control over Beijing Digital Information[98] - The shareholders of Beijing Digital Information may have conflicts of interest that could adversely affect the company's business and financial condition[107] - The company does not currently have arrangements to address potential conflicts of interest between the shareholders of Beijing Digital Information and itself[108] Tax and Dividend Regulations - The ability of the PRC subsidiary to pay dividends may be restricted by debt instruments and tax authority scrutiny, potentially affecting cash distributions to shareholders[110][111][113] - Under PRC regulations, the PRC subsidiary can only pay dividends from accumulated profits and must set aside at least 10% of after-tax profits for statutory reserves until it reaches 50% of registered capital[110] - Any adverse tax consequences from PRC tax authority adjustments could significantly reduce consolidated net income and investment value[113][114] - Current PRC regulations restrict the PRC subsidiary from paying dividends except from accumulated profits, which may limit liquidity[174] - The company must set aside at least 10% of accumulated profits for reserve funds, further restricting available cash for dividends[174] Market Conditions and Future Outlook - Changes in China's economic and political conditions could materially affect the company's business, as all operations and sales are conducted within China[149] - The company may be impacted by government policies that restrict public university spending, which previously reduced demand for its courses[150] M&A and Investment Challenges - M&A Rules in China establish complex procedures for foreign investors, potentially complicating growth through acquisitions[178] - Compliance with new M&A regulations may delay or inhibit the ability to complete acquisition transactions[179] Auditor and Listing Risks - The SEC and PCAOB have called for stricter criteria for auditors of emerging market companies, adding uncertainty to offerings[180] - The Holding Foreign Companies Accountable Act requires foreign companies to certify they are not controlled by foreign governments, impacting listing on national exchanges[185] - The inability of the PCAOB to inspect auditors in China may lead to a loss of investor confidence in financial statements[186] - If the company engages a China-based auditor, it may face additional scrutiny and potential delisting from Nasdaq[188] Stock and Capital Risks - The trading prices of ordinary shares are likely to be volatile due to market factors and negative publicity surrounding PRC companies[191] - Sales of substantial amounts of ordinary shares could adversely affect their market price and the ability to raise capital[199] - Raising additional capital may cause dilution to existing stockholders and involve restrictive covenants[201] - The company does not currently expect to be classified as a Passive Foreign Investment Company (PFIC) for the current taxable year or the foreseeable future[203] - The determination of PFIC status will depend on the value of goodwill and other unbooked intangibles, as well as the composition of income and assets[204] - Fluctuations in the market price of the company's ordinary shares may cause it to become a PFIC in the current or subsequent taxable years[204] - The company has broad discretion in the use of cash, including net proceeds from the IPO, which may not be applied effectively[212] - The company is classified as an "emerging growth company" under the JOBS Act, allowing it to take advantage of certain reduced reporting requirements[213]

Company Overview - The company has been operating for over 20 years, providing online exam preparation services and related technology solutions in China[233]. - The company controls 100% of Beijing Digital Information through contractual arrangements, which allows it to derive 100% of the economic interest from this entity[224]. - The company has established a wholly-owned subsidiary in Hong Kong, Wah Fu Education Holding Limited, to serve as a holding company[211]. - The company owns varying equity interests in multiple subsidiaries across different provinces in China, with ownership percentages ranging from 51% to 75%[215][218][219]. Financial Performance - In fiscal year 2020, the company reported revenue of $5,637,370, a 5.2% increase from $5,358,023 in 2019[354]. - The cost of revenue increased to $3,386,965, representing 60% of total revenue, compared to 53% in 2019[354]. - Gross profit decreased to $2,250,405, accounting for 40% of total revenue, down from 47% in the previous year[354]. - The company experienced a net loss of $1,641,087, which is -29% of total revenue, compared to a net loss of $1,018,527 (-19%) in 2019[354]. - Working capital increased by $2,293,312 or 45.39% from $5,052,918 in 2019 to $7,346,230 in 2020[372]. - Net cash provided by operating activities was $937,518 in fiscal year 2020, a significant recovery from a cash outflow of $513,310 in 2019[375]. Revenue Sources - For the fiscal year ended March 31, 2020, 5.5% of the company's consolidated revenue was derived from Beijing Digital Information, down from 29.6% in the previous year[225]. - Revenue from adult continuing education programs was $0.8 million for the fiscal year ended March 31, 2020, with expectations for growth in the next fiscal year[261]. - Net revenues for online education services increased to $5,370,700 in fiscal year 2020, up by $1,185,104 or 28.31% from $4,185,596 in 2019[355]. - Revenue from technological development and operation services decreased significantly to $266,670 in fiscal year 2020, down by $905,757 or 77.25% from $1,172,427 in 2019[360]. Course Offerings and Platforms - The company offers over 1,950 courses on its B2B2C platforms, which are used by approximately 95 universities and educational institutions[235]. - The self-study examination platform allows universities to monitor student learning processes and generate performance scores for evaluation[236]. - The continuing education platform provides additional administrative functions for managing student profiles, tuition payments, and course arrangements[237]. - The non-diploma training platform enables traditional training institutions to offer courses online without significant overhead costs[238]. - The company has developed online courses for the "National Teacher Certificate Examination," targeting a market with limited competition[259]. Employee and Technology Development - More than 25% of the company's employees are dedicated to technology and product development, with 30% holding master's or doctoral degrees[250]. - The technology team has maintained an average of over 30 employees in research and development over the past three years, with 30% holding master's or doctoral degrees[271]. - The company has registered 30 software and 21 trademarks, with 2 additional trademark applications pending[272]. - The company anticipates continued increases in research and development expenditure to maintain a technological advantage in the online education industry[271]. Market and Competition - The company faces competition from four primary competitors in the B2B2C service and two major competitors in the B2C service, but maintains advantages in geographic coverage and course offerings[281]. - The company plans to expand its client base for B2B2C services in response to demand from over 3,000 universities in China[252]. - The company aims to expand internationally by establishing branches or acquiring training institutions in North America[254]. Regulatory Environment - The company must obtain a Value-Added Telecommunications License for Internet Information Services (ICP license) to provide commercial internet content services in China[294]. - Foreign investors are prohibited from holding more than 50% equity interest in enterprises providing value-added telecommunications services in China[295]. - The Law for Promoting Private Education allows sponsors to establish either non-profit or for-profit private schools, but prohibits for-profit schools in compulsory education[297]. - Online publishing services in China require an online publishing services permit, and all online publications must be approved by relevant authorities[307]. Operational Challenges - The impact of COVID-19 led to a temporary decline in revenue due to changes in examination schedules and school closures, but the company expects to maintain its market position in the long run[341][345]. - The company operates in a seasonal business environment, with the highest student enrollment occurring in the two months prior to major examinations in April and October[280].

Company Structure and Operations - The company operates through various subsidiaries and holds 100% economic interest in Beijing Digital Information, which is crucial for its online platform operations in China[227]. - The company has established a series of contractual agreements with its variable interest entity, Beijing Digital Information, to maintain effective control and derive economic benefits[230][231]. - The exclusive option agreement allows the company to purchase equity interests in Beijing Digital Information for RMB 2,000,000, subject to PRC law[232]. - The company has a diversified portfolio of subsidiaries providing exam preparation services across multiple provinces in China, including Hunan, Jiangsu, and Fujian[220][222][224]. - The company has implemented a "Provincial Partnership Model," establishing subsidiaries in various provinces to enhance local market engagement[258]. Revenue and Financial Performance - Total revenue for the year ended March 31, 2019, was $5,358,023, a decrease of 10.22% from $5,967,896 in 2018[348]. - Revenue from online education services was $4,185,596, representing 78.21% of total revenue, down 16.66% from $5,022,085 in 2018[348]. - Revenue from technological development and operation services increased by 23.96% to $1,172,427 from $945,811 in 2018[354]. - Net loss for the year ended March 31, 2019, was $1,018,527, compared to a net income of $1,203,477 for the same period in 2018, primarily due to decreased revenue and increased operating expenses[366]. - Comprehensive loss attributable to the company was $1,540,777 for the year ended March 31, 2019, compared to a comprehensive income of $1,805,470 in 2018, mainly due to net loss and foreign currency translation loss[367]. Online Education Services - The company provides online education services and technology solutions, including Online Education Cloud Services and Online Training Services, targeting institutions and individual students[237][238]. - The B2B2C service includes three platforms: self-study examination, continuing education, and non-diploma training, with over 1,600 courses available and approximately 95 institutions utilizing these platforms[239][240]. - The company has been increasing marketing efforts for its B2C service since early 2017, stabilizing revenue from this segment, which provided approximately 340,000 courses to students in the year ended March 31, 2019[246]. - The company is focused on expanding its B2C service in response to increased demand for continuing education[246]. - The company has developed online courses for the "National Teacher Certificate Examination," with limited competition in this field[259]. Cost and Expenses - Cost of revenue for the year ended March 31, 2019, was $2,854,379, accounting for 53.3% of net revenues, up from 37.4% in 2018[356]. - Cost of revenue from online education services increased by 33.58% to $2,388,799, primarily due to increased payroll expenses for course development[357]. - Total operating expenses increased by $1,076,329 or 40.37% to $3,742,235 for the year ended March 31, 2019, compared to $2,665,906 in 2018[361]. - Selling expenses rose by 32.88% to $1,441,165 in fiscal year 2019, driven by increased salaries and expansion of the sales team by 138.5%[362]. - General and administrative expenses increased by $719,763 or 45.52% to $2,301,070 in fiscal year 2019, mainly due to payroll expenses for new subsidiaries[363]. Market and Competitive Landscape - The company faces competition from both established players and new entrants in the online education space, but believes its long-standing client relationships and experienced technology team provide a competitive edge[281]. - The company is a leading service provider in the self-study online training area, with competitive advantages in geographic coverage, partner schools, course offerings, and years of operating experience[280]. - Increased internet and broadband penetration in China is expected to drive demand for online education services[339]. Employee and Operational Insights - As of March 31, 2019, the company had 153 employees, with 43 (28%) in technology and development and 44 (29%) in product development and customer service[275]. - More than 45% of the company's employees are dedicated to technology and product development, with 30% holding master's or doctoral degrees[251]. - The company has leased a total of approximately 1,444.45 square meters of office space across multiple cities including Beijing, Shanghai, and Wuhan, to support its operations[283][284]. - The company owns office space of 218.68 square meters in Changsha and Wuhan, which serves as its operational bases[285]. Regulatory Environment - The company is subject to regulations regarding foreign investment, which restrict foreign ownership in certain sectors, including value-added telecommunications services, to a maximum of 50%[295]. - The company operates under the Education Law of the PRC, which encourages the establishment of educational institutions while prohibiting for-profit organizations in certain government-funded schools[296]. - The company is compliant with the Law for Promoting Private Education, allowing for the establishment of both non-profit and for-profit private schools, but prohibits for-profit schools in compulsory education[297]. Tax and Financial Regulations - The PRC Enterprise Income Tax Law applies a uniform 25% enterprise income tax rate to both foreign-invested and domestic enterprises, with certain high-tech enterprises eligible for a reduced rate of 15%[329]. - The VAT tax rate for Chinese enterprises is set at 17%, with adjustments reducing it to 16% for certain taxable activities effective May 1, 2018[334]. - The PRC Labor Law mandates that employers must sign an unlimited-term labor contract with employees who have worked for ten consecutive years[326]. Future Outlook - The company expects revenue from adult continuing education services to increase in the long term due to unmet market demands and government support for the "Internet Plus" model[262]. - The company plans to continue expanding its course offerings to diversify and grow revenues in the future[344].