21世纪教育(01598) - 2018 - 年度财报

Company Information This section provides core company details including registration information, board and committee members, principal bankers, legal advisors, auditors, and stock code (1598) - This section provides core company details including registration information, board and committee members, principal bankers, legal advisors, auditors, and stock code (1598)[4] Chairman's Statement During the reporting period, the Group, as a private education service provider in the Beijing-Tianjin-Hebei region, achieved significant growth in both operational and financial metrics, with total revenue increasing by 19% year-on-year, adjusted net profit by 43%, and total student enrollment by 59% Business Overview The Group is a renowned private education service provider in the Beijing-Tianjin-Hebei region, operating 15 schools with 30,567 students by the end of 2018, and expanded its online business with over 1.3 million registered parent users through the acquisition of Xintiandixian - As of December 31, 2018, the Group operated 15 schools in Shijiazhuang City, Hebei Province, including 1 private university, 6 Xintianji training schools (with 11 tutoring centers), and 8 Xintianji kindergartens[6] - Total student enrollment reached 30,567, comprising 15,681 full-time students and 14,886 part-time students[6] - In December 2018, the Group established an Internet Business Group through the wholly-owned acquisition of Beijing Xintiandixian Information Technology Co., Ltd., which has over 1.3 million registered parent users[6] Performance Highlights The Group achieved strong financial performance in FY2018, with revenue growing by 19% to approximately RMB 202 million, profit for the year increasing by 54.1% to approximately RMB 69.42 million, and adjusted net profit rising by 43% to approximately RMB 80.65 million Financial Performance | Metric | 2018 | 2017 | Year-on-Year Growth | | :--- | :--- | :--- | :--- | | Revenue (RMB million) | ~202.0 | ~170.0 | 19.0% | | Profit for the Year (RMB ten thousand) | ~6,942 | ~4,504 | 54.1% | | Adjusted Net Profit (RMB ten thousand) | ~8,065 | ~5,669 | 43.0% | | Gross Profit Margin | 50.6% | 45.0% | +5.6pp | | Earnings Per Share (RMB cents) | 6.48 | 5.36 | 20.9% | - Total student enrollment reached 30,567, a year-on-year increase of 59%[10] - The employment rate for graduates of Shijiazhuang University of Applied Technology was approximately 94.5%, an increase of 2.9 percentage points year-on-year[10] Key Achievements In 2018, the Group achieved several key milestones, including the acquisition of Xintiandixian to establish the Internet Business Group, the successful launch of its self-developed SaaS product "Higher Education Cloud," and the development of a "Preschool Teacher Assessment System" in collaboration with the Chinese Academy of Sciences - Wholly acquired Xintiandixian to establish the Internet Business Group, gaining over 1.3 million parent users, aiming to provide potential customers for offline businesses and reduce marketing expenses[11] - Launched the self-developed SaaS product 'Tianji Cloud - Higher Education Edition' (Higher Education Cloud), providing integrated smart services for universities and obtaining software copyright certificates[13] - Collaborated with the Institute of Psychology, Chinese Academy of Sciences, to develop the 'Preschool Teacher Competency Assessment System,' marking a strategic shift in the preschool education segment from physical expansion to 'content + technology' empowerment[15] - Reached a strategic cooperation with CITIC Bank Shijiazhuang Branch, securing an indicative financing credit line of no less than RMB 5 billion[16] - Granted 5.19 million share options under the share option scheme to incentivize and retain core talent[17] Future Strategy The Group will focus on two core tracks: vocational education and quality-oriented education, with "content + technology" as the core driver to cultivate highly skilled professionals and innovative citizens, while expanding business scale through external mergers and acquisitions - Future business will develop around two tracks: vocational education and quality-oriented education[18] - The Group's mission is to enable 'content and technology' to drive educational development, which will be the core of business transformation for both tracks[18] - The goal is to expand business scale through external mergers and acquisitions and achieve broader regional and business layout[20] Financial and Operational Summary This section presents the Group's key financial and operational data from 2015 to 2018, highlighting robust growth in revenue, profit, and student enrollment, alongside significant improvements in liquidity and capital structure Financial Indicators | Metric (RMB thousand) | 2018 | 2017 | 2016 | 2015 | | :--- | :--- | :--- | :--- | :--- | | Revenue | 201,995 | 169,741 | 146,508 | 147,294 | | Gross Profit | 102,304 | 76,379 | 67,537 | 59,941 | | Profit for the Year | 69,420 | 45,038 | 40,018 | 26,736 | | Adjusted Net Profit | 80,651 | 56,691 | 44,895 | 26,736 | Operating Data | Operating Data | 2018-2019 Academic Year | 2017-2018 Academic Year | Percentage Change | | :--- | :--- | :--- | :--- | | Total Student Enrollment | 30,567 | 19,181 | 59% | | - Full-time Students | 15,681 | 12,921 | 21% | | - Continuing Education Students | 14,886 | 6,260 | 138% | | Total Teachers (Full-time) | 650 | 621 | 4.7% | Financial Ratios | Financial Ratio | 2018 | 2017 | | :--- | :--- | :--- | | Gross Profit Margin | 50.6% | 45.0% | | Adjusted Net Profit Margin | 39.9% | 33.4% | | Current Ratio | 324.4% | 84.5% | | Gearing Ratio | 2.2% | 22.3% | - Net cash generated from operating activities significantly increased from RMB 66.48 million in 2017 to RMB 124 million in 2018[27] Management Discussion and Analysis This section reviews the Group's 2018 business operations, market environment, future outlook, and financial performance, highlighting significant student enrollment growth, strategic acquisitions, policy tailwinds for vocational and quality-oriented education, and improved financial health Business Review In 2018, the Group expanded its internet education segment with 1.3 million users through the acquisition of Xintiandixian, increased total student enrollment by 59% to 30,567, and enhanced teaching quality through technology development like the "Higher Education Cloud" SaaS platform Student Enrollment Breakdown | Student Enrollment Breakdown | 2018-2019 Academic Year | 2017-2018 Academic Year | Percentage Change | | :--- | :--- | :--- | :--- | | Total Full-time Students | 15,681 | 12,921 | 21.4% | | - Of which: University Students | 13,955 | 11,096 | 25.8% | | Part-time Students (Continuing Education) | 14,886 | 6,260 | 138% | | Total | 30,567 | 19,181 | 59% | - The re-enrollment rate for Xintianji Tutoring Centers increased from 55.4% to 61.4%[38] - The employment rate for graduates of Shijiazhuang University of Applied Technology improved from 91.6% to 94.5%[45] - Among full-time teachers, the proportion of those with over two years of service increased from 64.1% to 72.5%; the proportion of teachers with a bachelor's degree or higher increased from 77.9% to 81.1%[48] - The self-developed 'Higher Education Cloud' obtained a 'Computer Software Copyright Registration Certificate' issued by the National Copyright Administration[50] Market Review During the reporting period, China's education market experienced policy tailwinds for vocational and quality-oriented education, while regulatory changes, particularly regarding preschool education, prompted the Group to shift its preschool business towards a "technology + content + service" ecosystem - The 'Draft Amendments to the Regulations for the Implementation of the Private Education Promotion Law' had limited impact on the Group's business, as the Group has no compulsory education schools and is in a transition period, with the draft explicitly supporting the development of quality-oriented education[55] - In response to the 'Opinions on Deepening Reform and Regulating the Development of Preschool Education,' the Group's preschool education business is gradually shifting from chain kindergarten operations to an upgrade towards a 'technology + content + service' preschool education ecosystem[57] - The 'National Vocational Education Reform Implementation Plan' issued by the State Council and the government work report's proposal to expand vocational college enrollment by 1 million provided significant opportunities for the Group's vocational education development[58] - The promulgation of documents such as 'China Education Modernization 2035' indicates the nation's determination to enhance education quality and deepen industry-education integration, creating development opportunities for high-quality education service enterprises[60] Future Outlook The Group will focus on developing vocational and quality-oriented education, leveraging technology to enhance teaching quality and operational efficiency, commercializing SaaS products, and exploring overseas education opportunities - Quality-oriented education business (0-18 years old): Will adopt a light-asset operating model, focusing on content development and technology empowerment to achieve management output, and cease physical expansion of kindergartens[61] - Vocational education business (15+ years old): Will enhance the level of industry-education integration and school-enterprise cooperation through robust professional development and standardized management to cultivate skilled technical talents[61] - Technology empowerment: SaaS (Software as a Service) products will be applied to more schools, kindergartens, and institutions, and gradually commercialized for external output[61] - Will actively monitor and timely plan for overseas education business[62] Financial Review In FY2018, the Group's total revenue grew by 19.0% to RMB 202 million, gross profit increased by 33.9% to RMB 102.3 million with gross profit margin rising to 50.6%, and adjusted net profit increased by 42.3% to RMB 80.65 million, demonstrating significantly improved liquidity and a healthy capital structure Financial Metrics | Financial Metric (RMB million) | 2018 | 2017 | Change | | :--- | :--- | :--- | :--- | | Revenue | 202.0 | 169.7 | +19.0% | | Cost of Sales | 99.7 | 93.4 | +6.7% | | Gross Profit | 102.3 | 76.4 | +33.9% | | Profit for the Year | 69.4 | 45.0 | +54.2% | | Adjusted Net Profit | 80.7 | 56.7 | +42.3% | - Gross profit margin increased from 45.0% in 2017 to 50.6% in 2018, primarily due to increased student enrollment[66] - Net current assets were approximately RMB 382 million, and the current ratio significantly improved to 324.4% (84.5% in 2017), mainly due to increased cash and bank balances from the initial public offering proceeds[77][80] - The gearing ratio significantly decreased from 22.3% in 2017 to 2.2%, primarily due to repayment of borrowings from financial institutions[81] Directors and Senior Management This section provides detailed biographies of the company's executive directors, independent non-executive directors, and senior management, including their age, positions, responsibilities, educational backgrounds, and professional experience in education and management - Mr. Li Yunong, 54 years old, is one of the Group's founders and controlling shareholders, serving as Chairman of the Board, responsible for formulating the Group's business strategies[89] - Mr. Liu Zhanjie, 46 years old, serves as Vice Chairman and Executive Director of the Board, responsible for promoting the implementation of major initiatives[89] - Ms. Liu Hongwei, 36 years old, serves as Chief Executive Officer and Executive Director, responsible for the Group's overall operations and development[93] - Mr. Xu Min, 40 years old, was appointed Executive President in December 2018 and Chief Operating Officer in January 2019, primarily responsible for strategic investments, daily operations, and the Internet Business Group[106] Report of the Directors This report outlines the company's principal activities, performance, significant events, and corporate governance for the FY2018, including its listing on the Stock Exchange, use of IPO proceeds, implementation of a share option scheme, share repurchases, and disclosure of continuing connected transactions and the VIE structure Use of Proceeds from Initial Public Offering The company raised approximately HKD 433 million net from its 2018 IPO and over-allotment option, with HKD 22 million used by year-end for facility upgrades and working capital, while the majority of funds remain unutilized for planned acquisitions and overseas expansion Use of Proceeds | Intended Use | Planned Amount (HKD million) | Amount Used (HKD million) | Remaining Balance (HKD million) | | :--- | :--- | :--- | :--- | | Acquisition and Expansion of Kindergarten Network | 173.2 | 0 | 173.2 | | Acquisition and Expansion of Tutoring Center Network | 86.6 | 0 | 86.6 | | Facility Upgrades and Maintenance | 86.6 | 13.2 | 73.4 | | Establishment of Overseas Business | 43.3 | 0 | 43.3 | | Working Capital and General Corporate Purposes | 43.3 | 8.8 | 34.5 | | Total | 433.0 | 22.0 | 411.0 | Share Option Scheme The company adopted a share option scheme on May 4, 2018, to incentivize eligible individuals, granting 5.19 million share options on October 11, 2018, including 2.82 million to four executive directors, with an exercise price of HKD 0.964 per share, none of which were exercised by year-end - On October 11, 2018, the company granted a total of 5,190,000 share options under the share option scheme[189][192] - Of the granted share options, 2,820,000 were granted to including Mr. Liu Zhanjie and Ms. Liu Hongwei in the 4 executive directors[189][193] - All granted share options have an exercise price of HKD 0.964 per share, vesting in three tranches, with an exercise period until October 10, 2023[189] Purchase, Redemption or Sale of Listed Securities During the year ended December 31, 2018, the company repurchased 15,459,000 of its own shares on the Stock Exchange for a total consideration of approximately HKD 14.907 million, believing the share price was significantly undervalued, with all repurchased shares subsequently cancelled Share Repurchases | Month of Purchase | Number of Shares Purchased | Highest Price Paid Per Share (HKD) | Lowest Price Paid Per Share (HKD) | Total Purchase Price (HKD thousand) | | :--- | :--- | :--- | :--- | :--- | | October 2018 | 3,270,000 | 0.9900 | 0.8872 | 3,061 | | November 2018 | 9,228,000 | 1.0800 | 0.8900 | 9,136 | | December 2018 | 2,961,000 | 0.9500 | 0.8800 | 2,710 | | Total | 15,459,000 | - | - | 14,907 | Connected Transactions This section details the Group's non-exempt continuing connected transactions, including property leases and entrusted management agreements with related parties, and explains the necessity and arrangements of the structured contracts (VIE structure) used to operate education businesses in China due to foreign investment restrictions - Shijiazhuang University of Applied Technology leases dormitory buildings, canteens, and other properties from related party 21st Century Education, with an annual rent of RMB 5.5 million[214] - Shijiazhuang University of Applied Technology entered into an entrustment agreement with 21st Century Education to provide school operations and student management services for Sifang College West Campus, with an annual management fee of 65% of the tuition fees collected by that campus[221] - Due to restrictions on foreign investment in higher education and preschool education under Chinese law, the company controls its operating entities in China and obtains economic benefits through a series of structured contracts (VIE structure)[223][256] - Independent non-executive directors and the company's auditor have reviewed and confirmed the compliance and fairness of the continuing connected transactions, and confirmed that they are in the overall interest of the shareholders[272][275] Corporate Governance Report This report outlines the company's corporate governance practices from its listing to the end of 2018, confirming compliance with the Stock Exchange's Corporate Governance Code, detailing the board's composition and functions, and the roles and activities of its audit, nomination, and remuneration committees Board of Directors The Board of Directors, responsible for overall leadership and strategic oversight, comprises 5 executive and 3 independent non-executive directors, with distinct roles for the Chairman and CEO, and held 5 meetings during the reporting period with full attendance at regular meetings - The Board of Directors consists of 8 directors, including 5 executive directors and 3 independent non-executive directors, meeting the Listing Rules' requirements for the number and proportion of independent non-executive directors[287] - The roles of the Chairman of the Board (Mr. Li Yunong) and the Chief Executive Officer (Ms. Liu Hongwei, effective January 7, 2019) are held by different individuals, with clear segregation of duties[294] - From listing to the end of 2018, the Board held 2 regular meetings, with a 100% attendance rate for all directors[299] Board Committees The company has established Audit, Nomination, and Remuneration Committees, each with specific responsibilities for financial oversight, board structure review, and compensation policy, respectively, with the Audit and Remuneration Committees each holding one meeting during the reporting period - The Audit Committee comprises three independent non-executive directors, with Mr. Yao Zhijun as Chairman, responsible for overseeing financial reporting, risk management, and internal controls[304][305] - The Nomination Committee comprises one executive director (Chairman Mr. Li Yunong) and two independent non-executive directors, responsible for reviewing the board structure, member diversity, and director nominations[309][311] - The Remuneration Committee comprises two independent non-executive directors (Chairman) and one executive director, responsible for determining the remuneration packages of directors and senior management[318][319] Risk Management and Internal Control The Board oversees the Group's risk management and internal control systems, reviewing their effectiveness at least annually, and has established a comprehensive framework including risk registers, contract management, and internal assessment mechanisms, deeming them effective and sufficient - The Board is responsible for overseeing the risk management and internal control systems and reviews their effectiveness at least annually[327] - The Group has established internal management mechanisms, including compiling risk registers, improving contract management, regularly reviewing internal control effectiveness, formulating contingency plans, and communicating regularly with the Board[328] - The Board believes that the Group's current risk management and internal control systems are operating effective and are adequately resourced[330] Environmental, Social and Governance Report (ESG) This inaugural ESG report outlines the company's environmental protection, social responsibility, and governance practices, identifying student health and safety, standardized management, and employment management as core issues, while detailing efforts in low-carbon operations, employee welfare, and community engagement Environment As an education enterprise with minimal environmental impact, the company prioritizes environmental protection, complies with regulations, and discloses greenhouse gas emissions, energy, and water consumption data for Shijiazhuang University of Applied Technology, implementing various energy and water-saving measures Greenhouse Gas Emissions (Shijiazhuang University of Applied Technology) | Greenhouse Gas Emissions (Shijiazhuang University of Applied Technology) | Emissions (tonnes CO2e) | Emissions Intensity (tonnes/person) | | :--- | :--- | :--- | | Scope 1 (Fossil Fuels) | 1,076.0 | 0.07 | | Scope 2 (Purchased Electricity) | 5,622.5 | 0.37 | | Tree Planting (Carbon Sink) | -3.1 | -0.0002 | Resource Consumption (Shijiazhuang University of Applied Technology) | Resource Consumption (Shijiazhuang University of Applied Technology) | Total Volume | Intensity | | :--- | :--- | :--- | | Total Energy Consumption | 11,592.7 thousand kWh | 0.8 thousand kWh/person | | Total Water Consumption | 411,050 tonnes | 27.2 tonnes/person | - During the reporting period, the total amount of non-hazardous waste generated was approximately 1,300 tonnes, which was uniformly recycled and processed by a third party; hazardous waste (mainly chemical reagents) was minimal and handled by qualified third parties[449] Social In terms of social responsibility, the company prioritizes student health and safety, ensures teaching quality through standardized management, upholds employee rights and welfare for its 1,818 employees (76% female), maintains strict supply chain and anti-corruption practices, and actively engages in community initiatives like education assistance and children's health insurance donations - A series of policies, including the 'Xintianji Kindergarten Safety Management Standardization Manual,' were formulated to ensure student health and safety, resulting in zero student and staff health and safety incidents during the reporting period[374] - As of the end of the reporting period, there were 1,818 employees, of whom 1,382 were female, accounting for 76%[400] - During the reporting period, 1,558 employees participated in various training activities organized by the company[410] - During the reporting period, 19 customer complaints were received and all were resolved[429] - Partnered with Tencent Charity and others to donate critical illness insurance for 10,000 children in impoverished counties and districts in Hebei Province[433] Independent Auditor's Report The Independent Auditor's Report by Ernst & Young provides an audit opinion on the Group's consolidated financial statements for the year ended December 31, 2018, confirming their fair presentation in accordance with IFRS and Hong Kong Companies Ordinance, and highlighting key audit matters related to revenue recognition and income tax - Auditor's Opinion: The financial statements fairly present the Group's consolidated financial position and performance and have been properly prepared in accordance with regulations[468] - Key Audit Matter One: Revenue Recognition. Due to the significant amounts of tuition and accommodation fees and the involvement of deferred revenue, there is an inherent risk of misstatement in the period of occurrence; the auditor performed procedures including testing internal controls, sample verification, and recalculations[474][477] - Key Audit Matter Two: Income Tax. Due to uncertainties in the interpretation of tax preferential policies for private schools, significant judgment is required in determining income tax provisions; the auditor discussed relevant policies with legal counsel, evaluated them, and was assisted by internal tax experts in the analysis[489] Financial Statements This section contains the Group's complete consolidated financial statements for the year ended December 31, 2018, including the Consolidated Statement of Profit or Loss and Other Comprehensive Income, Consolidated Statement of Financial Position, Consolidated Statement of Changes in Equity, Consolidated Statement of Cash Flows, and detailed notes, reflecting robust profitability and healthy cash flow Consolidated Statement of Profit or Loss and Other Comprehensive Income For 2018, the Group achieved revenue of RMB 202 million, a 19.0% year-on-year increase, with gross profit of RMB 102 million (50.6% gross profit margin), and profit for the year reaching RMB 69.42 million, a significant 54.2% year-on-year increase Consolidated Statement of Profit or Loss and Other Comprehensive Income | Item (RMB thousand) | 2018 | 2017 | | :--- | :--- | :--- | | Revenue | 201,995 | 169,741 | | Gross Profit | 102,304 | 76,379 | | Profit Before Tax | 70,196 | 45,423 | | Profit for the Year | 69,420 | 45,038 | | Total Comprehensive Income for the Year | 95,366 | 45,064 | Consolidated Statement of Financial Position As of December 31, 2018, the Group's total assets were RMB 756 million, total liabilities RMB 171 million, and total equity RMB 585 million, reflecting a healthy asset-liability structure and ample liquidity with RMB 552 million in current assets Consolidated Statement of Financial Position | Item (RMB thousand) | December 31, 2018 | December 31, 2017 | | :--- | :--- | :--- | | Assets | | | | Non-current Assets | 203,829 | 183,707 | | Current Assets | 552,154 | 133,704 | | Total Assets | 755,983 | 317,411 | | Liabilities and Equity | | | | Current Liabilities | 170,194 | 158,318 | | Non-current Liabilities | 884 | 1,502 | | Total Liabilities | 171,078 | 159,820 | | Total Equity | 584,905 | 157,591 | Consolidated Statement of Changes in Equity The Group's total equity significantly increased from RMB 158 million at the beginning of the year to RMB 585 million at year-end, primarily driven by a RMB 367 million increase from share issuance (including IPO and over-allotment) and RMB 69.42 million in profit for the year - Total equity increased from RMB 158 million at the end of 2017 to RMB 585 million at the end of 2018[514] - Share issuance from the IPO (including capitalization issue and over-allotment) was the primary reason for the increase in equity, contributing approximately RMB 367 million[510] Consolidated Statement of Cash Flows In 2018, the Group generated RMB 124 million in net cash from operating activities, an 86.4% year-on-year increase, demonstrating strong core business cash generation, while net cash outflow from investing activities was RMB 222 million, and net cash inflow from financing activities was RMB 292 million, primarily from IPO proceeds Consolidated Statement of Cash Flows | Item (RMB thousand) | 2018 | 2017 | | :--- | :--- | :--- | | Net Cash Generated from Operating Activities | 123,876 | 66,477 | | Net Cash Used in Investing Activities | (222,264) | (40,587) | | Net Cash Generated from Financing Activities | 291,981 | 8,693 | | Net Increase in Cash and Cash Equivalents | 193,593 | 34,583 | | Cash and Cash Equivalents at End of Year | 259,491 | 39,864 | Notes to the Financial Statements This section provides detailed explanations and supplementary information to the financial statements, covering company background, basis of presentation, significant accounting policies, key judgments and estimates, segment information, detailed breakdowns of financial items, related party transactions, financial instrument risk management, and post-reporting period events Definitions This section defines specific terms and abbreviations used throughout the annual report, such as "Board," "Controlling Shareholder," "Structured Contracts," and "PRC Operating Entities," to ensure accurate understanding of the report's content - This section provides clear definitions for key terms used in the report, aiding reader comprehension[816][838]