Skillful Craftsman(EDTK) - 2025 Q2 - Quarterly Report

Consolidated Financial Statements Consolidated Balance Sheets As of September 30, 2024, the company's total assets decreased to $34.7 million from $36.3 million on March 31, 2024, primarily due to a decrease in current assets and long-term investments, while total liabilities increased slightly to $15.5 million and total shareholders' equity declined from $21.5 million to $19.2 million, mainly driven by a reduction in retained earnings Consolidated Balance Sheet Summary (Unaudited) | Balance Sheet Item | As of Sep 30, 2024 (USD) | As of Mar 31, 2024 (USD) | | :--- | :--- | :--- | | Total Current Assets | 17,707,022 | 18,874,823 | | Total Non-current Assets | 16,986,573 | 17,448,260 | | TOTAL ASSETS | 34,693,595 | 36,323,083 | | Total Current Liabilities | 2,083,486 | 1,574,010 | | Total Non-current Liabilities | 13,416,162 | 13,250,516 | | TOTAL LIABILITIES | 15,499,648 | 14,824,526 | | TOTAL SHAREHOLDERS' EQUITY | 19,193,947 | 21,498,557 | Consolidated Statements of Operations and Comprehensive Income For the six months ended September 30, 2024, the company experienced a significant downturn in performance compared to the same period in 2023, with revenue plummeting by 92% to $119,018, leading to a gross loss of $614,173, a stark reversal from a gross profit of $549,362 in the prior year, and a widened net loss of $2.94 million from $0.37 million, increasing net loss per share to $0.19 from $0.02 Statement of Operations Highlights (Unaudited) | Metric | Six Months Ended Sep 30, 2024 (USD) | Six Months Ended Sep 30, 2023 (USD) | | :--- | :--- | :--- | | Revenue | 119,018 | 1,493,709 | | Gross (Loss)/Profit | (614,173) | 549,362 | | Loss from Operations | (1,946,435) | (804,717) | | Net Loss | (2,936,434) | (366,973) | | Net Loss per Share (basic and diluted) | (0.19) | (0.02) | - The company recognized an impairment loss of $1,828,790 in the six months ended September 30, 2024, which significantly contributed to the net loss[6] Consolidated Statements of Changes in Shareholders' Equity Shareholders' equity decreased from $21.5 million at March 31, 2024, to $19.2 million at September 30, 2024, primarily driven by a net loss of $2.94 million for the period, partially offset by the issuance of 480,000 shares to management, which added $436,800 to equity, and a positive foreign currency translation adjustment of $195,024 Reconciliation of Shareholders' Equity (Unaudited) | Description | Amount (USD) | | :--- | :--- | | Balance as of March 31, 2024 | 21,498,557 | | Net loss for the period | (2,936,434) | | Shares issued to management | 436,800 | | Foreign currency translation adjustment | 195,024 | | Balance as of September 30, 2024 | 19,193,947 | Consolidated Statements of Cash Flows For the six months ended September 30, 2024, the company used $645,726 in cash from operating activities, a slight increase from the $605,398 used in the prior-year period, with no investing activities in the current period, and financing activities providing $100,000 from a note issuance, resulting in an overall cash decrease of $376,746, ending the period with $17.46 million in cash Cash Flow Summary (Unaudited) | Cash Flow Activity | Six Months Ended Sep 30, 2024 (USD) | Six Months Ended Sep 30, 2023 (USD) | | :--- | :--- | :--- | | Net cash used in operating activities | (645,726) | (605,398) | | Net cash generated from investing activities | — | 4,785 | | Net cash generated from financing activities | 100,000 | — | | Net decrease in cash | (376,746) | (1,274,071) | | Cash at end of period | 17,456,245 | 19,724,715 | Notes to the Consolidated Financial Statements Note 1: Organization and Basis of Financial Statements Skillful Craftsman Education Technology Limited is a Cayman Islands-incorporated company that operates in the PRC's vocational online education sector through a Variable Interest Entity (VIE) structure, which is necessary due to PRC legal restrictions on foreign ownership in education, with the VIE, Wuxi Wangdao, being critical to the Group's operations, contributing 100% of consolidated revenues for the six months ended September 30, 2024, and representing 101% of total consolidated assets as of that date - The company conducts its primary business in PRC vocational online education through a VIE structure to comply with PRC laws restricting foreign investment in the education sector[14][18][19] - The VIE is highly significant, contributing 100% of the Group's consolidated revenues for the six months ended September 30, 2024, and accounting for 101% of consolidated total assets as of that date[27] VIE Financial Highlights (Unaudited) | VIE Financial Item | As of Sep 30, 2024 (USD) | Six Months Ended Sep 30, 2024 (USD) | | :--- | :--- | :--- | | Total Assets | 35,020,515 | - | | Total Liabilities | 15,088,454 | - | | Revenue | - | 119,018 | | Net Loss | - | (218,851) | Note 2: Summary of Significant Accounting Policies This note details the significant accounting policies applied in preparing the financial statements under U.S. GAAP, including the basis of presentation, principles of consolidation for the VIE, revenue recognition under ASC 606, and accounting for leases, long-lived assets, and foreign currency translation, with management assessing the company as a going concern despite a net loss of $2.9 million and a 92% revenue decline, based on sufficient working capital for the next 12 months - Despite a net loss of $2,936,434 and a 92% decrease in revenue, management assesses that the company's working capital of $15.6 million is sufficient to meet obligations for the next 12 months, preparing the financial statements on a going concern basis[32] - Revenue from membership services is recognized proportionally over the service period, as it is considered a stand-ready obligation[60] - The company's revenue is primarily derived from online vocational training and virtual simulation experimental training, with different membership tiers (VIP and SVIP)[58] Note 7: Long-term Investment The company's long-term investments balance decreased to $16.94 million due to a recognized gain of $1.17 million from its equity method investment in Fujian Fishery, and a full impairment charge of $1.83 million on its investment in Wuxi Talent Information Technology Co. Ltd., triggered by Wuxi Talent's continued losses and poor financing prospects amid a depressed macroeconomic environment - The investment in Fujian Fishery, accounted for under the equity method, contributed a gain of $1,178,116 for the period[99][101] - The company recognized a full impairment loss of $1,828,790 on its investment in Wuxi Talent due to its ongoing losses and the prediction that it cannot secure further financing[99][105] Change in Long-term Investment (Unaudited) | Description | Amount (USD) | | :--- | :--- | | Balance as of March 31, 2024 | 17,393,830 | | Share gain from equity investments | 1,166,988 | | Impairment | (1,828,790) | | Foreign currency translation adjustments | 208,754 | | Balance as of September 30, 2024 | 16,940,782 | Note 9: Intangible Assets, Net As of September 30, 2024, the net book value of intangible assets was zero because the company recognized a full impairment of $7,989,798 for its vocational education-related intangible assets during the fiscal year ended March 31, 2024, due to a significant deterioration in general economic conditions, consequently resulting in zero amortization expense for the six months ended September 30, 2024, compared to $35,032 in the prior-year period - The company recognized a full impairment of its intangible assets totaling $7,989,798 for the year ended March 31, 2024, due to deteriorating economic conditions, resulting in a net balance of $0[110] - Amortization expenses were $0 for the six months ended September 30, 2024, down from $35,032 for the same period in 2023, as a result of the full impairment[112] Note 12: Note Due to Related Parties On September 24, 2024, the company entered into a Promissory Note Purchase Agreement with major shareholders and directors for a principal amount of $1,000,000, with the notes having a one-year term and a 6% annual interest rate, and as of September 30, 2024, the company had only received $100,000 of the principal from CEO Bin Fu and expects to receive the remaining $800,000 by January 2025 - The company entered into a $1,000,000 Promissory Note agreement with related parties, including the CEO and a major shareholder[117] - By September 30, 2024, only $100,000 of the principal had been received from CEO Bin Fu[117] Note 13: Long-term Loans The company has an unsecured long-term loan of approximately $13.4 million from Fujian Xinqiao Ocean Fishery Group Co., Ltd., taken out in January 2022, with a five-year term and a 6% annual interest rate, and the lender has agreed to postpone the interest payments due on December 30, 2023 and 2024, preventing a breach of the loan agreement - The Group has a five-year, unsecured loan of $13.4 million from Fujian Xinqiao Ocean Fishery Group Co., Ltd. with a 6% annual interest rate[118] - The lender agreed to postpone the accrued interest payments for 2023 and 2024, preventing a breach of the loan contract[118] Note 14: Share-Based Compensation During the six-month period ending September 30, 2024, the company issued a total of 480,000 shares to its management, with CEO Bin Fu and CFO Dawei Chen each receiving 240,000 shares, and the company recognized a corresponding general and administrative expense of $436,800 for this share-based compensation - The company issued 480,000 shares to management (CEO and CFO) and recognized a related expense of $436,800[119] Note 15: Revenue Total revenue for the six months ended September 30, 2024, was $119,018, a steep 92% decline from $1,493,709 in the same period of 2023, driven by a collapse in both Online VIP and SVIP membership revenues, which fell by 91% and 99% respectively Disaggregated Revenue (Unaudited) | Revenue Type | Six Months Ended Sep 30, 2024 (USD) | Six Months Ended Sep 30, 2023 (USD) | | :--- | :--- | :--- | | Online VIP membership revenue | 106,869 | 1,135,548 | | Online SVIP membership revenue | 2,847 | 342,925 | | Technology services revenue | 9,302 | 15,236 | | Total | 119,018 | 1,493,709 | Note 21: Subsequent Events After the reporting period, the company's subsidiary, Jisen, entered into four new service agreements in October and December 2024, which are expected to generate approximately $1.2 million in total revenue between November 2024 and March 2025, and additionally, in December 2024, the company approved new compensation packages for its CEO, CFO, and a director, including annual salaries of $60,000 each and grants of 90,000 ordinary shares each, vesting in September 2025 - In October and December 2024, a subsidiary entered into new service agreements expected to generate approximately $1.2 million in revenue by March 2025[135][136] - On December 13, 2024, the company approved new compensation for the CEO, CFO, and a director, including annual salaries of $60,000 and 90,000 ordinary shares each, vesting in September 2025[134] Note 22: Condensed Financial Information of the Company (Parent) This note presents the condensed financial statements for the parent company only, which generates no revenue itself, with its financial results determined by the equity method accounting for its investments in subsidiaries and the VIE, and for the six months ended September 30, 2024, the parent company reported a net loss of $2.94 million, primarily reflecting its share of the losses from its consolidated entities - The parent company's financial information is presented on a condensed basis, using the equity method to account for its investments in subsidiaries and the VIE[137][140] Parent Company Condensed Income Statement (Unaudited) | Item | Six Months Ended Sep 30, 2024 (USD) | Six Months Ended Sep 30, 2023 (USD) | | :--- | :--- | :--- | | Revenue | — | — | | General and administrative expenses | (849,946) | (658,803) | | Share of (loss)/profit in subsidiaries and VIE | (2,086,395) | 289,289 | | Net (loss)/profit | (2,936,434) | (366,973) |