Document and Entity Information
Document and Entity Information | 6 Months Ended |
Jun. 30, 2022 | |
Document Information [Line Items] | |
Document Type | 6-K |
Amendment Flag | false |
Document Period End Date | Jun. 30, 2022 |
Document Fiscal Year Focus | 2022 |
Document Fiscal Period Focus | Q2 |
Entity Registrant Name | Ambow Education Holding Ltd. |
Entity Central Index Key | 0001494558 |
Current Fiscal Year End Date | --12-31 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS ¥ in Thousands, $ in Thousands | Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Dec. 31, 2021 CNY (¥) |
Current assets: | |||
Cash and cash equivalents | $ 9,230 | ¥ 61,824 | ¥ 157,399 |
Restricted cash | 347 | 2,321 | 1,823 |
Short term investments, available for sale | 2,763 | 18,509 | 15,764 |
Short term investments, held to maturity | 8,958 | 60,000 | 2,000 |
Accounts receivable, net | 2,529 | 16,939 | 25,602 |
Amounts due from related parties | 453 | 3,037 | 3,103 |
Prepaid and other current assets, net | 16,442 | 110,127 | 109,890 |
Assets classified as held for sale | 21,939 | 146,951 | 132,724 |
Total current assets | 62,661 | 419,708 | 448,305 |
Non-current assets: | |||
Property and equipment, net | 14,664 | 98,218 | 101,915 |
Intangible assets, net | 4,478 | 29,993 | 29,986 |
Goodwill | 3,271 | 21,907 | 21,907 |
Deferred tax assets, net | 31 | ||
Operating lease right-of-use asset | 31,240 | 209,246 | 220,404 |
Finance lease right-of-use asset | 739 | 4,950 | 5,250 |
Other non-current assets, net | 19,385 | 129,845 | 142,364 |
Total non-current assets | 73,777 | 494,159 | 521,857 |
Total assets | 136,438 | 913,867 | 970,162 |
Current liabilities: | |||
Short-term borrowing (including consolidated VIE amount without recourse to the Company of RMB 29,070 and RMB 10,000 as of June 30, 2022 and December 31, 2021, respectively) | 4,340 | 29,070 | 10,103 |
Deferred revenue (including consolidated VIE amount without recourse to the Company of RMB 37,421 and RMB 89,633 as of June 30, 2022 and December 31, 2021, respectively) | 5,787 | 38,757 | 95,036 |
Accounts payable (including consolidated VIE amount without recourse to the Company of RMB 11,060 and RMB 11,321 as of June 30, 2022 and December 31, 2021, respectively) | 4,140 | 27,730 | 29,466 |
Accrued and other liabilities (including consolidated VIE amount without recourse to the Company of RMB 204,760 and RMB 187,138 as of June 30, 2022 and December 31, 2021, respectively) | 34,220 | 229,209 | 216,399 |
Income taxes payable, current (including consolidated VIE amount without recourse to the Company of RMB 152,161 and RMB 113,879 as of June 30, 2022 and December 31, 2021, respectively) | 23,270 | 155,864 | 116,341 |
Amounts due to related parties (including consolidated VIE amount without recourse to the Company of RMB 5,069 and RMB 3,793 as of June 30, 2022 and December 31, 2021, respectively) | 767 | 5,135 | 3,793 |
Operating lease liability, current (including consolidated VIE amount without recourse to the Company of RMB 20,041 and RMB 21,339 as of June 30, 2022 and December 31, 2021, respectively) | 7,293 | 48,846 | 48,923 |
Liabilities classified as held for sale (including consolidated VIE amount without recourse to the Company of RMB 78,857 and RMB 83,161 as of June 30, 2022 and December 31, 2021, respectively) | 11,773 | 78,857 | 83,161 |
Total current liabilities | 91,590 | 613,468 | 603,222 |
Non-current liabilities: | |||
Deferred tax liabilities (including consolidated VIE amount without recourse to the Company of RMB 8,119 and RMB nil as of June 30, 2022 and December 31, 2021, respectively) | 1,455 | 9,748 | |
Other non-current liabilities (including consolidated VIE amount without recourse to the Company of RMB 20 and RMB 95 as of June 30, 2022 and December 31, 2021, respectively) | 3 | 20 | 96 |
Income taxes payable, non-current (including consolidated VIE amount without recourse to the Company of RMB 29,553 and RMB 21,475 as of June 30, 2022 and December 31, 2021, respectively) | 4,412 | 29,553 | 21,475 |
Operating lease liability, non-current (including consolidated VIE amount without recourse to the Company of RMB 73,462 and RMB 74,883 as of June 30, 2022 and December 31, 2021, respectively) | 29,544 | 197,889 | 198,687 |
Total non-current liabilities | 35,414 | 237,210 | 220,258 |
Total liabilities | 127,004 | 850,678 | 823,480 |
EQUITY | |||
Preferred shares (US$ 0.003 par value; 1,666,667 shares authorized, nil issued and outstanding as of June 30, 2022 and December 31, 2021) | |||
Additional paid-in capital | 530,449 | 3,553,000 | 3,545,955 |
Statutory reserve | 573 | 3,837 | 3,837 |
Accumulated deficit | (523,251) | (3,504,789) | (3,415,771) |
Accumulated other comprehensive income | 1,498 | 10,035 | 11,291 |
Total Ambow Education Holding Ltd.'s equity | 9,417 | 63,075 | 146,197 |
Non-controlling interests | 17 | 114 | 485 |
Total equity | 9,434 | 63,189 | 146,682 |
Total liabilities and equity | 136,438 | 913,867 | 970,162 |
Class A Ordinary Shares | |||
EQUITY | |||
Ordinary shares | 135 | 902 | 795 |
Class C Ordinary Shares | |||
EQUITY | |||
Ordinary shares | $ 13 | ¥ 90 | ¥ 90 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) ¥ in Thousands, $ in Thousands | Jun. 30, 2022 CNY (¥) shares | Jun. 30, 2022 USD ($) $ / shares shares | Dec. 31, 2021 CNY (¥) shares | Dec. 31, 2021 $ / shares |
Short-term borrowings | ¥ 29,070 | $ 4,340 | ¥ 10,103 | |
Deferred revenue | 38,757 | 5,787 | 95,036 | |
Accounts payable | 27,730 | 4,140 | 29,466 | |
Accrued and other liabilities | 229,209 | 34,220 | 216,399 | |
Income taxes payable, current | 155,864 | 23,270 | 116,341 | |
Amounts due to related parties | 5,135 | 767 | 3,793 | |
Operating lease liability, current | 48,846 | 7,293 | 48,923 | |
Liabilities classified as held for sale | 78,857 | 11,773 | 83,161 | |
Deferred tax liabilities, net | 9,748 | 1,455 | ||
Other non-current liabilities | 20 | 3 | 96 | |
Income taxes payable, non-current | 29,553 | 4,412 | 21,475 | |
Operating lease liability, non-current | ¥ 197,889 | $ 29,544 | ¥ 198,687 | |
Preferred shares, par value (in dollars per share) | $ / shares | $ 0.003 | $ 0.003 | ||
Preferred shares, shares authorized | shares | 1,666,667 | 1,666,667 | 1,666,667 | |
Preferred shares, shares issued | shares | 0 | 0 | 0 | |
Preferred shares, shares outstanding | shares | 0 | 0 | 0 | |
Class A Ordinary Shares | ||||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.003 | 0.003 | ||
Ordinary shares, shares authorized | shares | 66,666,667 | 66,666,667 | 66,666,667 | |
Ordinary shares, shares issued | shares | 47,398,276 | 47,398,276 | 41,973,276 | |
Ordinary shares, shares outstanding | shares | 47,398,276 | 47,398,276 | 41,973,276 | |
Class C Ordinary Shares | ||||
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.003 | $ 0.003 | ||
Ordinary shares, shares authorized | shares | 8,333,333 | 8,333,333 | 8,333,333 | |
Ordinary shares, shares issued | shares | 4,708,415 | 4,708,415 | 4,708,415 | |
Ordinary shares, shares outstanding | shares | 4,708,415 | 4,708,415 | 4,708,415 | |
Consolidated variable interest entity without recourse | ||||
Short-term borrowings | ¥ 29,070 | ¥ 10,000 | ||
Deferred revenue | 37,421 | 89,633 | ||
Accounts payable | 11,060 | 11,321 | ||
Accrued and other liabilities | 204,760 | 187,138 | ||
Income taxes payable, current | 152,161 | 113,879 | ||
Amounts due to related parties | 5,069 | 3,793 | ||
Operating lease liability, current | 20,041 | 21,339 | ||
Liabilities classified as held for sale | 78,857 | 83,161 | ||
Deferred tax liabilities, net | 8,119 | 0 | ||
Other non-current liabilities | 20 | 95 | ||
Income taxes payable, non-current | 29,553 | 21,475 | ||
Operating lease liability, non-current | ¥ 73,462 | ¥ 74,883 |
UNAUDITED CONDENSED CONSOLIDATE
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) ¥ in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2022 USD ($) $ / shares shares | Jun. 30, 2022 CNY (¥) ¥ / shares shares | Jun. 30, 2021 CNY (¥) ¥ / shares shares | Jun. 30, 2022 USD ($) $ / shares shares | Jun. 30, 2022 CNY (¥) ¥ / shares shares | Jun. 30, 2021 CNY (¥) ¥ / shares shares | |
NET REVENUES | ||||||
Total net revenues | $ 16,412 | ¥ 109,928 | ¥ 172,251 | $ 30,463 | ¥ 204,043 | ¥ 301,856 |
COST OF REVENUES | ||||||
Total cost of revenues | (9,683) | (64,855) | (96,322) | (19,092) | (127,878) | (181,305) |
GROSS PROFIT | 6,729 | 45,073 | 75,929 | 11,371 | 76,165 | 120,551 |
Operating expenses: | ||||||
Selling and marketing | (1,121) | (7,511) | (13,422) | (2,576) | (17,253) | (24,422) |
General and administrative | (8,413) | (56,349) | (38,412) | (13,443) | (90,043) | (85,357) |
Research and development | (463) | (3,101) | (3,757) | (986) | (6,603) | (5,602) |
Total operating expenses | (9,997) | (66,961) | (55,591) | (17,005) | (113,899) | (115,381) |
OPERATING (LOSS) INCOME | (3,268) | (21,888) | 20,338 | (5,634) | (37,734) | 5,170 |
OTHER INCOME (EXPENSES) | ||||||
Interest income, net | 258 | 1,726 | 1,948 | 534 | 3,574 | 4,008 |
Foreign exchange (loss) gain, net | 6 | 43 | (12) | (6) | (39) | 203 |
Other income (expense), net | 118 | 793 | (240) | 163 | 1,094 | (1,180) |
Gain from deregistration of subsidiaries | 14 | 91 | 1,181 | 44 | 295 | 1,325 |
Loss on disposal of subsidiaries | (168) | (1,124) | (168) | (1,124) | ||
Gain on sale of investment available for sale | 119 | 799 | 474 | 119 | 799 | 1,221 |
Total other income | 347 | 2,328 | 3,351 | 686 | 4,599 | 5,577 |
(LOSS) INCOME BEFORE INCOME TAX AND NON-CONTROLLING INTEREST | (2,921) | (19,560) | 23,689 | (4,948) | (33,135) | 10,747 |
Income tax expense | (7,876) | (52,756) | (1,526) | (8,517) | (57,050) | (3,155) |
NET (LOSS) INCOME | (10,797) | (72,316) | 22,163 | (13,465) | (90,185) | 7,592 |
Less: Net loss attributable to non-controlling interest | (130) | (868) | (277) | (174) | (1,167) | (519) |
NET (LOSS) INCOME ATTRIBUTABLE TO ORDINARY SHAREHOLDERS | (10,667) | (71,448) | 22,440 | (13,291) | (89,018) | 8,111 |
NET (LOSS) INCOME | (10,797) | (72,316) | 22,163 | (13,465) | (90,185) | 7,592 |
OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX | ||||||
Foreign currency translation adjustments | (87) | (584) | (532) | (161) | (1,079) | (417) |
Unrealized gains on short-term investments | ||||||
Unrealized holding gains arising during period | 33 | 224 | 493 | 74 | 497 | 1,075 |
Less: reclassification adjustment for gains included in net income | 101 | 674 | 308 | 101 | 674 | 852 |
Other comprehensive loss | (155) | (1,034) | (347) | (188) | (1,256) | (194) |
TOTAL COMPREHENSIVE (LOSS) INCOME | $ (10,952) | ¥ (73,350) | ¥ 21,816 | $ (13,653) | ¥ (91,441) | ¥ 7,398 |
Net (loss) income per share-basic | (per share) | $ (0.23) | ¥ (1.53) | ¥ 0.48 | $ (0.28) | ¥ (1.90) | ¥ 0.17 |
Net (loss) income per share-diluted | (per share) | $ (0.23) | ¥ (1.53) | ¥ 0.48 | $ (0.28) | ¥ (1.90) | ¥ 0.17 |
Weighted average shares used in calculating basic net (loss) income per share | 46,825,968 | 46,825,968 | 46,648,495 | 46,756,368 | 46,756,368 | 46,642,280 |
Weighted average shares used in calculating diluted net (loss) income per share | 46,825,968 | 46,825,968 | 46,648,495 | 46,756,368 | 46,756,368 | 46,642,280 |
Educational program and services | ||||||
NET REVENUES | ||||||
Total net revenues | $ 15,732 | ¥ 105,373 | ¥ 171,590 | $ 29,697 | ¥ 198,912 | ¥ 301,104 |
COST OF REVENUES | ||||||
Total cost of revenues | (9,222) | (61,767) | (95,536) | (18,571) | (124,389) | (179,375) |
Intelligent program and services | ||||||
NET REVENUES | ||||||
Total net revenues | 680 | 4,555 | 661 | 766 | 5,131 | 752 |
COST OF REVENUES | ||||||
Total cost of revenues | $ (461) | ¥ (3,088) | ¥ (786) | $ (521) | ¥ (3,489) | ¥ (1,930) |
UNAUDITED CONDENSED CONSOLIDA_2
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY ¥ in Thousands, $ in Thousands | Class A Ordinary Shares Common Stock [Member] CNY (¥) shares | Class C Ordinary Shares Common Stock [Member] CNY (¥) shares | Additional paid-in capital [Member] CNY (¥) | Statutory reserves [Member] CNY (¥) | Retained Earnings (Accumulated deficit) [Member] CNY (¥) | Accumulated other comprehensive income [Member] CNY (¥) | Non-controlling Interest [Member] CNY (¥) | USD ($) | CNY (¥) |
Balance at Dec. 31, 2020 | ¥ 794 | ¥ 90 | ¥ 3,545,073 | ¥ 4,210 | ¥ (3,419,146) | ¥ 12,101 | ¥ (1,968) | ¥ 141,154 | |
Balance (in shares) at Dec. 31, 2020 | shares | 41,923,276 | 4,708,415 | |||||||
Increase (Decrease) in Shareholders' Equity | |||||||||
Share-based compensation | 219 | 219 | |||||||
Issuance of ordinary shares for restricted stock award | ¥ 0 | 0 | |||||||
Issuance of ordinary shares for restricted stock award (in shares) | shares | 12,500 | ||||||||
Foreign currency translation adjustment | 115 | 115 | |||||||
Unrealized gain on investment, net of income taxes | 38 | 38 | |||||||
Net income (loss) | (14,329) | (242) | (14,571) | ||||||
Balance at Mar. 31, 2021 | ¥ 794 | ¥ 90 | 3,545,292 | 4,210 | (3,433,475) | 12,254 | (2,210) | 126,955 | |
Balance (in shares) at Mar. 31, 2021 | shares | 41,935,776 | 4,708,415 | |||||||
Balance at Dec. 31, 2020 | ¥ 794 | ¥ 90 | 3,545,073 | 4,210 | (3,419,146) | 12,101 | (1,968) | 141,154 | |
Balance (in shares) at Dec. 31, 2020 | shares | 41,923,276 | 4,708,415 | |||||||
Increase (Decrease) in Shareholders' Equity | |||||||||
Net income (loss) | 7,592 | ||||||||
Balance at Jun. 30, 2021 | ¥ 794 | ¥ 90 | 3,545,512 | 4,210 | (3,411,035) | 11,907 | (2,487) | 148,991 | |
Balance (in shares) at Jun. 30, 2021 | shares | 41,948,276 | 4,708,415 | |||||||
Balance at Mar. 31, 2021 | ¥ 794 | ¥ 90 | 3,545,292 | 4,210 | (3,433,475) | 12,254 | (2,210) | 126,955 | |
Balance (in shares) at Mar. 31, 2021 | shares | 41,935,776 | 4,708,415 | |||||||
Increase (Decrease) in Shareholders' Equity | |||||||||
Share-based compensation | 220 | 220 | |||||||
Issuance of ordinary shares for restricted stock award | ¥ 0 | 0 | |||||||
Issuance of ordinary shares for restricted stock award (in shares) | shares | 12,500 | ||||||||
Foreign currency translation adjustment | (532) | (532) | |||||||
Unrealized gain on investment, net of income taxes | 185 | 185 | |||||||
Net income (loss) | 22,440 | (277) | 22,163 | ||||||
Balance at Jun. 30, 2021 | ¥ 794 | ¥ 90 | 3,545,512 | 4,210 | (3,411,035) | 11,907 | (2,487) | 148,991 | |
Balance (in shares) at Jun. 30, 2021 | shares | 41,948,276 | 4,708,415 | |||||||
Balance at Dec. 31, 2021 | ¥ 795 | ¥ 90 | 3,545,955 | 3,837 | (3,415,771) | 11,291 | 485 | 146,682 | |
Balance (in shares) at Dec. 31, 2021 | shares | 41,973,276 | 4,708,415 | |||||||
Increase (Decrease) in Shareholders' Equity | |||||||||
Share-based compensation | 214 | 214 | |||||||
Issuance of ordinary shares for restricted stock award | ¥ 0 | 0 | |||||||
Issuance of ordinary shares for restricted stock award (in shares) | shares | 12,500 | ||||||||
Foreign currency translation adjustment | (495) | (495) | |||||||
Unrealized gain on investment, net of income taxes | 273 | 273 | |||||||
Capital injection from non-controlling shareholders | 101 | 101 | |||||||
Net income (loss) | (17,570) | (299) | (17,869) | ||||||
Balance at Mar. 31, 2022 | ¥ 795 | ¥ 90 | 3,546,169 | 3,837 | (3,433,341) | 11,069 | 287 | 128,906 | |
Balance (in shares) at Mar. 31, 2022 | shares | 41,985,776 | 4,708,415 | |||||||
Balance at Dec. 31, 2021 | ¥ 795 | ¥ 90 | 3,545,955 | 3,837 | (3,415,771) | 11,291 | 485 | 146,682 | |
Balance (in shares) at Dec. 31, 2021 | shares | 41,973,276 | 4,708,415 | |||||||
Increase (Decrease) in Shareholders' Equity | |||||||||
Net income (loss) | $ (13,465) | (90,185) | |||||||
Balance at Jun. 30, 2022 | ¥ 902 | ¥ 90 | 3,553,000 | 3,837 | (3,504,789) | 10,035 | 114 | 9,434 | 63,189 |
Balance (in shares) at Jun. 30, 2022 | shares | 47,398,276 | 4,708,415 | |||||||
Balance at Mar. 31, 2022 | ¥ 795 | ¥ 90 | 3,546,169 | 3,837 | (3,433,341) | 11,069 | 287 | 128,906 | |
Balance (in shares) at Mar. 31, 2022 | shares | 41,985,776 | 4,708,415 | |||||||
Increase (Decrease) in Shareholders' Equity | |||||||||
Share-based compensation | 226 | 226 | |||||||
Issuance of ordinary shares for restricted stock award | ¥ 107 | 6,605 | 6,712 | ||||||
Issuance of ordinary shares for restricted stock award (in shares) | shares | 5,412,500 | ||||||||
Foreign currency translation adjustment | (584) | (584) | |||||||
Reversal of unrealized gain on investment, net of income taxes | (450) | (450) | |||||||
Disposal of subsidiaries | 645 | 645 | |||||||
Capital injection from non-controlling shareholders | 50 | 50 | |||||||
Net income (loss) | (71,448) | (868) | (10,797) | (72,316) | |||||
Balance at Jun. 30, 2022 | ¥ 902 | ¥ 90 | ¥ 3,553,000 | ¥ 3,837 | ¥ (3,504,789) | ¥ 10,035 | ¥ 114 | $ 9,434 | ¥ 63,189 |
Balance (in shares) at Jun. 30, 2022 | shares | 47,398,276 | 4,708,415 |
UNAUDITED CONDENSED CONSOLIDA_3
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS ¥ in Thousands, $ in Thousands | 6 Months Ended | ||
Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Jun. 30, 2021 CNY (¥) | |
Changes in operating assets and liabilities: | |||
Net cash used in operating activities | $ (5,673) | ¥ (38,010) | ¥ (19,339) |
Cash flows from investing activities | |||
Purchase of available-for-sale investments | (10,451) | (70,000) | (68,000) |
Redemption of available-for-sale investments | 8,510 | 57,000 | 100,500 |
Purchase of held-to-maturity investments | (17,916) | (120,000) | (121,000) |
Maturity of held-to-maturity investments | 9,256 | 62,000 | 164,000 |
Purchase of property and equipment | (162) | (1,087) | (990) |
Prepayment for leasehold improvement | (215) | (1,442) | (4,353) |
Purchase of intangible assets | (306) | ||
Proceed from disposal of subsidiaries, net of cash balance at disposed entities | (104) | (696) | (12) |
Net cash (used in)/provided by investing activities | (11,082) | (74,225) | 69,839 |
Cash flows from financing activities | |||
Proceeds from minority shareholder capital injection | 23 | 151 | |
Proceeds from short-term borrowing | 2,847 | 19,070 | |
Proceeds from borrowing from related parties | 180 | 1,203 | |
Repayments of borrowing from third party | (514) | (3,442) | |
Net cash provided by financing activities | 2,536 | 16,982 | |
Effects of exchange rate changes on cash, cash equivalents and restricted cash | (78) | (520) | (71) |
Net change in cash, cash equivalents and restricted cash, including cash classified within assets held for sale | (14,297) | (95,773) | 50,429 |
Less: Net change in cash, cash equivalents and restricted cash included in assets held for sale | (104) | (696) | |
Net change in cash, cash equivalents and restricted cash | (14,193) | (95,077) | 50,429 |
Cash, cash equivalents and restricted cash at beginning of periods | 23,770 | 159,222 | 119,645 |
Cash, cash equivalents and restricted cash at end of periods | 9,577 | 64,145 | 170,074 |
Supplemental disclosure of cash flow information | |||
Income tax paid | (4) | (28) | (1,249) |
Interest paid | (79) | (531) | (220) |
Supplemental disclosure of non-cash investing and financing activities: | |||
Derecognition of assets other than cash of disposed subsidiaries/deregistered subsidiaries | 69 | 463 | 1,041 |
Derecognition of liabilities of disposed subsidiaries/deregistered subsidiaries, net of recognized amount due to the disposed subsidiaries/deregistered subsidiaries | 146 | 975 | 2,378 |
Operating lease right-of-use assets obtained in exchange for new operating lease liabilities | $ 44 | ¥ 297 | ¥ 13,175 |
ORGANIZATION AND PRINCIPAL ACTI
ORGANIZATION AND PRINCIPAL ACTIVITIES | 6 Months Ended |
Jun. 30, 2022 | |
ORGANIZATION AND PRINCIPAL ACTIVITIES | |
ORGANIZATION AND PRINCIPAL ACTIVITIES | 1. ORGANIZATION AND PRINCIPAL ACTIVITIES a. Background The accompanying condensed consolidated financial statements include the financial statements of Ambow Education Holding Ltd. (hereafter refer as the “Company”), its subsidiaries, variable interest entities (“VIEs”) with which the Company or its subsidiaries have maintained contractual arrangements, and their subsidiaries. The Company or its subsidiaries are the primary beneficiaries of the VIEs. The Company, its subsidiaries and the VIEs are hereinafter collectively referred to as the “Group”. To comply with The Implementing Rules for the Law for Promoting Private Education of the PRC (the “2021 Implementing Rules”), Beijing Ambow Shida Education Technology Co., Ltd. (“Ambow Shida”), one of the consolidated VIEs, planned to sell the Shuyang Galaxy School (“Shuyang K-12”) and the business providing compulsory education services at Hunan Changsha Tongsheng Lake Experimental School (“Changsha K-12”) and Shenyang Universe High School (“Shenyang K-12”) (collectively, the “K-9 Business”). Ambow Shida has identified a third party buyer and entered into a definitive sales agreement with such third party buyer. This agreement is currently under registration process. The sale of the K-9 Business is expected to be completed by December 31, 2022. Ambow Shida would act on behalf of the buyer for the K-9 business operation and management under the authorization of the buyer temporarily, till the registration process is completed. See Note 17-Assets and Liabilities Classified as Held for Sale for further detail. In the six months ended June 30, 2022, the Group completed disposal and deregistration procedures of certain subsidiaries in China. |
LIQUIDITY AND CAPITAL RESOURCES
LIQUIDITY AND CAPITAL RESOURCES | 6 Months Ended |
Jun. 30, 2022 | |
LIQUIDITY AND CAPITAL RESOURCES | |
LIQUIDITY AND CAPITAL RESOURCES | 2. LIQUIDITY AND CAPITAL RESOURCES As of June 30, 2022, the Group’s consolidated current liabilities exceeded its consolidated current assets by RMB 193,760. With certain non-cash payment adjustments excluded, there would be a positive working capital balance. The Group’s consolidated net assets were RMB 63,189 as of June 30, 2022. The Group assesses that it could meet its obligations for the next 12 months from the issuance date of the condensed consolidated financial statements. The Group’s principal sources of liquidity have been cash provided by operating activities. The Group had net cash used in operating activities of RMB 38,010 and RMB 19,339 for the six months ended June 30, 2022 and 2021, respectively. The increase of cash outflow in operating activities was mainly caused by less tuition received at tutoring business due to the regulatory changes since August 2021. As of June 30, 2022, the Group had RMB 61,824 in unrestricted cash and cash equivalents, RMB 18,509 in short term investments available for sale, and RMB 60,000 in short term investments held to maturity. The Group’s operating results for future periods are subject to numerous uncertainties and it is uncertain if the Group will be able to achieve a net income position for the foreseeable future. If management is not able to increase revenues and/or manage cost and operating expenses in line with revenue forecasts, the Group may not be able to achieve profitability. The Group believes that available cash and cash equivalents, short term investments available for sale and short term investments held to maturity, cash provided by operating activities, together with cash available from the activities mentioned above, should enable the Group to meet presently anticipated cash needs for at least the next 12 months after the date that the condensed consolidated financial statements are issued and the Group has prepared the condensed consolidated financial statements on a going concern basis. However, the Group continues to have ongoing obligations and it expects that it will require additional capital in order to execute its longer-term business plan. If the Group encounters unforeseen circumstances that place constraints on its capital resources, management will be required to take various measures to conserve liquidity, which could include, but not necessarily be limited to, initiating additional public offerings, obtaining credit facilities, streamlining business units, controlling rental, overhead and other operating expenses and seeking to further dispose non-cash generating units. Management cannot provide any assurance that the Group will raise additional capital if needed. Risks and Uncertainties Management is currently evaluating the impact of the COVID-19 pandemic and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position and results of its operations, the specific impact is not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2022 | |
SIGNIFICANT ACCOUNTING POLICIES | |
SIGNIFICANT ACCOUNTING POLICIES | 3. SIGNIFICANT ACCOUNTING POLICIES a. Basis of presentation The accompanying condensed consolidated financial statements of the Group have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial reporting. The information furnished herein reflects all adjustments (consisting of normal recurring accruals and adjustments) which are, in the opinion of management, necessary to fairly state the operating results for the respective periods. Certain information and footnote disclosures normally present in the annual consolidated financial statements prepared in accordance with U.S. GAAP have been omitted pursuant to such rules and regulations. These condensed consolidated financial statements should be read in conjunction with the financial statements and footnotes thereto, included in the Company’s 2021 Annual Report filed with the SEC on May 2, 2022. The interim results of operations are not necessarily indicative of the results to be expected for the full fiscal year or any future periods. All amounts in the accompanying condensed consolidated financial statements and notes are expressed in Renminbi (“RMB”). Amounts in United States dollars (“US$”) are presented solely for the convenience of readers and use an exchange rate of RMB 6.6981, representing the middle rate as set forth in the H.10 statistical release of the U.S. Federal Reserve Board as of June 30, 2022. No representation is made that the RMB amounts could have been, or could be, converted into US$ at such rate. b. Revenue recognition The Group’s revenue is generated from delivering educational programs and services and intellectualized operational services. Disaggregation of revenues The following table illustrates the disaggregation of revenue by operating segments for the six and three months ended June 30, 2022 and 2021, respectively: (RMB in thousands) K ‑ 12 Schools CP&CE Programs Consolidated RMB RMB RMB Net Revenues in the six months ended June 30, 2022 99,950 104,093 204,043 Net Revenues in the six months ended June 30, 2021 175,650 126,206 301,856 Net Revenues in the three months ended June 30, 2022 53,909 56,019 109,928 Net Revenues in the three months ended June 30, 2021 104,748 67,503 172,251 Contract Balances The transferred control of promised services to customers result in the Group’s unconditional rights and conditional consideration receivable on passage of time. There was no contract assets as of June 30, 2022 and December 31, 2021. Contract liabilities represent the Group has received consideration but has not satisfied the related performance obligations. The tuition and service fees received in advance are the Group’s contract liabilities and presented in deferred revenue in the consolidated balance sheets. The revenue recognized during the six months ended June 30, 2022 that was previously included in the deferred revenue balances as of December 31, 2021 was RMB 95,036. The following table provides the deferred revenue balances by segments as of June 30, 2022 and December 31, 2021. As of June 30, 2022 December 31, 2021 RMB RMB Unaudited K-12 Schools 22,147 69,634 CP&CE Programs 16,610 25,402 Total 38,757 95,036 c. Allowance for doubtful accounts Management used an expected credit loss model under ASC 326 for the impairment of trading receivables as of period ends. Management believes the aging of accounts receivable is a reasonable parameter to estimate expected credit loss, and determines expected credit losses for accounts receivables using an aging schedule as of period ends. The expected credit loss rates under each aging schedule were developed on basis of the average historical loss rates from previous years, and adjusted to reflect the effects of those differences in current conditions and forecasted changes. Management measured the expected credit losses of accounts receivable on a collective basis. When an accounts receivable does not share risk characteristics with other accounts receivables, management will evaluate such accounts receivable for expected credit loss on an individual basis. Doubtful accounts balances are written off and deducted from allowance, when receivables are deemed uncollectible, after all collection efforts have been exhausted and the potential for recovery is considered remote. |
CASH, CASH EQUIVALENTS AND REST
CASH, CASH EQUIVALENTS AND RESTRICTED CASH | 6 Months Ended |
Jun. 30, 2022 | |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH | |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH | 4. CASH, CASH EQUIVALENTS AND RESTRICTED CASH The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same such amounts shown in the unaudited condensed consolidated statements of cash flows. As of June 30, 2022 December 31, 2021 RMB RMB Unaudited Cash and cash equivalents 61,824 157,399 Restricted cash 2,321 1,823 Total cash, cash equivalents, and restricted cash shown in the unaudited condensed consolidated statements of cash flows 64,145 159,222 |
SHORT TERM INVESTMENTS
SHORT TERM INVESTMENTS | 6 Months Ended |
Jun. 30, 2022 | |
SHORT TERM INVESTMENTS | |
SHORT TERM INVESTMENTS | 5. SHORT TERM INVESTMENTS Short term investments consist of held-to-maturity investments and available-for-sale investments. Held to maturity investments Held-to-maturity investments consist of various fixed-income financial products purchased from Chinese commercial banks, which are classified as held-to-maturity investments as the Group has the positive intent and ability to hold the investments to maturity. The maturities of these financial products are within one year with floating interest rates. They are classified as short term investments on the condensed consolidated balance sheets as its contractual maturity dates are less than one year. The repayments of principal of the financial products are not guaranteed by the Chinese commercial banks from which the fixed income financial products were purchased. Historically, the Group has received the principal and the interest in full upon maturity of these investments. While these fixed-income financial products are not publicly traded, the Group estimated that their fair value approximate their amortized costs considering their short term maturities and high credit quality. No OTTI loss was recognized for the six months ended June 30, 2022 and 2021, respectively. Available-for-sale investments Investments other than held-to-maturity are classified as available-for-sale investments, which consist of various adjustable-income financial products purchased from Chinese commercial banks. All the available for sale investments did not have maturity date. They are classified as short-term investments on the condensed consolidated balance sheets as management intends to hold them for a period less than one year. Available-for-sale securities are carried at their fair values and the unrealized gains or losses from the changes in fair values are included in accumulated other comprehensive income. The aging of all the available-for-sale investments were less than 12 months as of June 30, 2022. No OTTI loss was recognized for the six months ended June 30, 2022 and 2021, respectively. The amortized cost, gross unrealized gain in accumulated other comprehensive income, and estimated fair value of investments as of June 30, 2022 and December 31, 2021, are reflected in the tables below: As of June 30, 2022 Gross unrealized gain in accumulated other Estimated Amortized Cost comprehensive income Fair value RMB RMB RMB Unaudited Unaudited Unaudited Short-term investments: Held-to-maturity investments Fixed-rate financial products 60,000 — 60,000 Available-for-sale investments Adjustable-rate financial products 18,000 509 18,509 As of December 31, 2021 Gross unrealized gain in accumulated other Estimated Amortized Cost comprehensive income Fair value RMB RMB RMB Short-term investments: Held-to-maturity investments Fixed-rate financial products 2,000 — 2,000 Available-for-sale investments Adjustable-rate financial products 15,000 764 15,764 Interest income recognized on held-to-maturity investments for six months ended June 30, 2022 and 2021 were as follows: Six months ended June 30, 2022 2021 RMB RMB Unaudited Unaudited Interest income recognized on held-to-maturity investments 839 672 |
ACCOUNTS RECEIVABLE, NET
ACCOUNTS RECEIVABLE, NET | 6 Months Ended |
Jun. 30, 2022 | |
ACCOUNTS RECEIVABLE, NET | |
ACCOUNTS RECEIVABLE, NET | 6. ACCOUNTS RECEIVABLE, NET Accounts receivable consisted of the following: As of June 30, 2022 December 31, 2021 RMB RMB Unaudited Accounts receivable 36,616 37,008 Less: Allowance for doubtful accounts (19,677) (11,406) Accounts receivable, net 16,939 25,602 Allowance for doubtful accounts of RMB 8,271 and RMB 2,002 was provided during the six months ended June 30, 2022 and 2021, respectively. Allowance for doubtful accounts in RMB nil and RMB 1,036 was written off during the six months ended June 30, 2022 and 2021, respectively. |
PREPAID AND OTHER CURRENT ASSET
PREPAID AND OTHER CURRENT ASSETS, NET | 6 Months Ended |
Jun. 30, 2022 | |
PREPAID AND OTHER CURRENT ASSETS, NET | |
PREPAID AND OTHER CURRENT ASSETS, NET | 7. PREPAID AND OTHER CURRENT ASSETS, NET Prepaid and other current assets consisted of the following: As of June 30, 2022 December 31, 2021 RMB RMB Unaudited Amount due from Xihua Group (Note i) 49,800 49,800 Receivable from Zhenjiang operating rights (Note ii) 35,000 35,000 Prepaid input value-added tax 2,294 3,651 Staff advances 2,382 2,496 Rental deposits 1,946 1,289 Prepayments to suppliers 7,937 5,799 Loans to third parties (Note iii) 4,356 4,188 Others (Note iv) 6,482 7,737 Total before allowance for doubtful accounts 110,197 109,960 Less: allowance for doubtful accounts (70) (70) Total 110,127 109,890 Allowance for doubtful accounts: As of June 30, 2022 December 31, 2021 RMB RMB Unaudited Balance at beginning of year/period (70) (70) Addition (Note v) — (869) Written off (Note v) — 869 Balance at end of year/period (70) (70) (Note i) A payable balance amounted to RMB 49,800 was recorded by a VIE’s subsidiary prior to its acquisition by the Group, and such payable was indemnified by Xihua Investment Group (“Xihua Group). No (Note ii) The balance represented the prepaid operating rights to the Zhenjiang Foreign Language School and Zhenjiang International School. The Group started a negotiation of returning the operating right back to the original owner Zhenjiang Education Investment Center in the third quarter of 2011. As a result, the prepaid operating rights have been reclassified as receivable since then. As of June 30, 2022 and December 31, 2021, the payable balance to Zhenjiang Foreign Language School amounted to RMB 35,000 and RMB 35,000, respectively (see Note 10 -Accrued and Other Liabilities); therefore, no provision was made. As of the date of issuance of the financial statements, the negotiation was still in progress. (Note iii) On March 30 and May 20, 2021, Beijing Ambow Shengying Education and Technology Co., Ltd. (“Ambow Shengying”) and Ambow Education Inc. entered into loan agreements with Beijing Yisen Technology Service Co., Ltd. (“Yisen”) to lend cash in RMB 1,000 and US$ 500 to Yisen, respectively. The loans are interest free and with one-year terms. The loan agreements are without any requirements for collateral or pledge on the loans. No allowance upon such loans were provided during the six months ended June 30, 2022 and 2021, respectively. (Note iv) Others mainly included inventory, prepaid education supplies, prepaid outsourcing service fee, and other miscellaneous items with trivial amounts. (Note v) Addition of allowance during the year of 2021 was mainly provided against third parties due to the remote recoverability, and was written off in the year after all collection efforts being exhausted and the potentials for recovery was remote. No allowance was provided and/or written off in the six months ended June 30, 2022. |
OTHER NON-CURRENT ASSETS, NET
OTHER NON-CURRENT ASSETS, NET | 6 Months Ended |
Jun. 30, 2022 | |
OTHER NON-CURRENT ASSETS, NET | |
OTHER NON-CURRENT ASSETS, NET | 8. OTHER NON-CURRENT ASSETS, NET Other non-current assets consisted of the following: As of June 30, 2022 December 31, 2021 RMB RMB Unaudited Prepaid long-term deposit and loans to lock-up an equity interest investment (Note i) 106,277 103,009 Long-term receivables from Jinghan Taihe (Note ii) — 13,723 Long-term restricted cash (Note iii) 17,791 18,950 Long-term lease deposits 2,772 3,087 Others 3,005 3,595 Total 129,845 142,364 (Note i) In April 2019, Ambow Shida entered into an agreement to lock-up a no-less-than 51% equity interest of Hebi Ambow Ruiheng Education Technology Co., Ltd. (“Ruiheng”) held by Beijing Dongyuanzhongheng Enterprise Management Co., Ltd. (“Dongyuan”) for six years, starting from May 1, 2019 till April 30, 2025. Ruiheng leases its land and buildings to Hebi Economic Development Zone Ambow Foreign Language School and Hebi Ambow Senior High School (collectively “Hebi Schools”) as campus and provides property operational services to Hebi Schools. Hebi Schools are located in Hebi, Henan Province in China, providing junior and senior high school full curriculum services respectively. Ambow Shida paid RMB 40,000 to Dongyuan as a deposit in April 2019 according to the agreement. As agreed by both parties, if Ambow Shida and Dongyuan reached for agreement to transfer the equity interest of Ruiheng at any time during the six years, the deposit in RMB 40,000 plus 10% annual interest accrued would not be returned but as part of the consideration for the transfer; or, Dongyuan will return the deposit to Ambow Shida with 10% annual interest within seven days upon the termination of the Agreement. Ambow Shida recognized RMB 40,000 as the principal and RMB 11,644 as interest receivable of the lock-up deposit as of June 30, 2022. Ambow Shengying also entered into a series of loan agreements with Dongyuan in 2020 and 2021 with 5% annual interest rate. The total outstanding principles and interest receivable were RMB 49,600 and RMB 5,033 as of June 30, 2022, respectively. On April 8, 2020, the Group entered into an equity transfer intention agreement with Dongyuan to agree that the outstanding loans and interest due would be turned into part of consideration for the Group to acquire a no-less-than 51% equity interest of Ruiheng depending on both parties further agreement. On September 30, 2021, Ambow Shida and Ambow Shengying went into a share pledge agreement with Dongyuan to put the 70.63% equity interest of Ruiheng held by Dongyuan as collaterals for the long-term deposit and loans and their interest receivables. No allowance upon such deposit, loans and interest receivable was provided in the six months ended June 30, 2022 and 2021, respectively. (Note ii) As of December 31, 2021, the Group recognized long-term receivables due from Jinghan Taihe of RMB 13,723, including the present value of long-term receivable related to the acquisition of tutoring centers previously owned by Jinghan Taihe and accrued management fee income from Jinghan Taihe. Due to the termination of operation of Jinghan Tutoring Centers and the negative impact from the Opinions on Further Easing the Burden of Excessive Homework and after-school Tutoring for Students Undergoing Compulsory Education since August 2021, the Group estimated the collectability of the outstanding receivables was remote and provided full allowance on the long-term receivables during the six months ended June 30, 2022. See Note 10 (i)-Accrued and Other Liabilities for further information. (Note iii) It includes cash in collateral bank accounts for the issuance of letters of credit in U.S. and cash in special deposit accounts required by the Education Commission to prevent abusive use of educational funds in China. |
SHORT-TERM BORROWING
SHORT-TERM BORROWING | 6 Months Ended |
Jun. 30, 2022 | |
SHORT-TERM BORROWING | |
SHORT-TERM BORROWING | 9. SHORT-TERM BORROWING The following table sets forth the loan agreements of short-term borrowings from banks: Amount Annual Repayment Date Borrower Lender (RMB) Interest Rate Due Date December 10, 2021 Ambow Shida Huaxia Bank 10,000 4.35 % December 10, 2022 January 7, 2022 Ambow Shida Huaxia Bank 10,000 4.35 % January 6, 2023 March 11, 2022 Ambow Shida Huaxia Bank 9,070 4.35 % January 15, 2023 In November 2021, the Group mortgaged its office property in Beijing, China to obtain a line of credit in RMB 30,000 from Bank of Huaxia with a three-year term from October 15, 2021 to October 15, 2024. The carrying amount of the office property was RMB 63,798 as of June 30, 2022. The mortgage shall be terminated once all borrowings were repaid and mortgage cancellation registration procedures were completed. As of June 30, 22, the Group has received loans from Huaxia Bank in a total amount of RMB 29,070 for working capital purpose. |
ACCRUED AND OTHER LIABILITIES
ACCRUED AND OTHER LIABILITIES | 6 Months Ended |
Jun. 30, 2022 | |
ACCRUED AND OTHER LIABILITIES | |
ACCRUED AND OTHER LIABILITIES | 10. ACCRUED AND OTHER LIABILITIES Accrued and other liabilities consisted of the following: As of June 30, 2022 December 31, 2021 RMB RMB Unaudited Business tax, VAT and others 27,425 28,789 Payable balance with indemnity by Xihua Group (Note 7(i)) 49,800 49,800 Payable to Zhenjiang Foreign Language School (Note 7(ii)) 36,770 36,770 Accrued payroll and welfare 16,950 19,660 Payable to Jinghan Taihe (Note i) 25,441 25,441 Payable for purchase of equipment and services 3,693 7,872 Receipt in advance 3,531 3,556 Amounts due to students 11,900 13,632 Payable to K-9 buyer (Note ii) 48,561 21,301 Loan from third party 2,685 5,738 Others 2,453 3,840 Total 229,209 216,399 (Note i) Due to the termination of operation of Jinghan Tutoring Centers in 2020, the Group reclassified deferred revenue of those tutoring centers to other liabilities in RMB 25,441 as of June 30, 2022 and December 31, 2021, respectively. The Group is negotiating with Jinghan Taihe on settlement of the outstanding payables as of the date of this report. See Note 8(ii)-Other Non-Current Assets, Net for further information. (Note ii) Net assets of the K-9 Business by August 31, 2021 and its operating results from September 1, 2021 to June 30, 2022 were recorded as payable to K-9 buyer as of June 30, 2022. See Note 17-Assets and Liabilities Classified as Held for Sale for further details. |
SHARE BASED COMPENSATION
SHARE BASED COMPENSATION | 6 Months Ended |
Jun. 30, 2022 | |
SHARE BASED COMPENSATION | |
SHARE BASED COMPENSATION | 11. SHARE BASED COMPENSATION Amended and Restated 2010 Equity Incentive Plan On June 1, 2010, the Group adopted the 2010 Equity Incentive Plan, or the “2010 Plan”, which became effective upon the completion of the IPO on August 5, 2010 and terminated automatically 10 years after its adoption. On December 21, 2018, the Group amended and restated the 2010 Plan, or the “Amended and Restated 2010 Plan”, which became effective upon the approval from the Board of Directors and shareholders. The plan will continue in effect for 10 years from the date adopted by the Board, unless terminated earlier under section 18 of the plan. Restricted stock awards On November 22, 2018, the Board of Directors approved to grant 200,000 Class A ordinary shares of the restricted stock to senior employees of the Group. Twenty-five percent of the awards vested on the one-year anniversary of the vesting commence date, and the remainder shall vest in equal and continuous monthly installments over the following thirty-six months thereafter, subject to participant's continuing service of the Group through each vesting date. In the six months ended June 30, 2022 and 2021, 25,000 and 25,000 shares of restricted stock were vested respectively. On May 27, 2022, the Board of Directors approved to grant 200,000 fully vested Class A ordinary shares of the restricted stock to a consultant as consideration for its service rendered. On June 30, 2022, the Board of Directors approved to grant 5,200,000 fully vested Class A ordinary shares of the restricted stock to senior employees of the Group for their services rendered in the past years. The Group recorded share-based compensation expenses of RMB 7,152 and RMB 439 in general and administrative expense for the restricted stock awards for the six months ended June 30, 2022 and 2021, respectively. The unrecognized share-based compensation expenses were amounting to RMB 367 as of June 30, 2022. The annual weighted average remaining contractual term of the unrecognized share-based compensation expenses was 0.20 as of June 30, 2022. |
TAXATION
TAXATION | 6 Months Ended |
Jun. 30, 2022 | |
TAXATION | |
TAXATION | 12. TAXATION a. Value added tax (“VAT”) The VAT rates applicable to the subsidiaries and consolidated variable interest entities of the Group ranged from 3% to 6%. As of June 30, 2022, and December 31, 2021, the payable balances for VAT were RMB 2,392 and RMB 2,731, respectively. b. Business tax In PRC, business taxes used to be imposed by the government on the revenues arising from the provision of taxable services including but not limited to education in the years before 2016. The business tax rates for the Group’s subsidiaries and consolidated variable interest entities ranged from 3% to 5%. Business tax was then replaced by the VAT from 2016 and thereafter. As of June 30, 2022, and December 31, 2021, the payable balances for business tax were RMB 16,741 and RMB 17,299, respectively. c. Income taxes Cayman Islands Under the current laws of Cayman Islands, the Company and its subsidiaries incorporated in the Cayman Islands are not subject to tax on income or capital gains. In addition, upon payment of dividends by the Company to its shareholders, no Cayman Islands withholding tax will be imposed. British Virgin Islands The Company’s subsidiaries incorporated in the BVI are not subject to taxation. Hong Kong Only one of the Company’s subsidiaries incorporated in Hong Kong is subject to a profit tax rate of 8.25% for the first HK$ 2,000 of assessable profits. Profits exceeding HK$ 2,000 and other subsidiaries in Hong Kong are subject to profit tax at a rate of 16.5%. Taiwan Entity incorporated in Taiwan is subject to Taiwan profit tax at a rate of 17%. PRC and US Significant components of the provision for income taxes on earnings for the six months ended June 30, 2022 and 2021 are as follows: Six months ended June 30, 2022 2021 RMB RMB Unaudited Unaudited Current: PRC 47,497 1,872 U.S. (223) 690 Deferred: PRC 9,776 869 U.S. — (276) Provision for income tax expenses 57,050 3,155 Corporate entities The PRC Enterprise Income Tax (“EIT”) is calculated based on the taxable income determined under the applicable EIT Law and its implementing rules, which became effective on January 1, 2008. EIT Law imposes a unified income tax rate of 25% for all resident enterprises in China, including both domestic and foreign invested enterprises, except for certain entities that are entitled to tax holidays and exemptions. Reconciliation between total income tax expense and the amount computed by applying the PRC statutory income tax rate to income before income taxes is as follows: Six months ended June 30, 2022 2021 % % Unaudited Unaudited PRC statutory income tax rate 25 % 25 % Impact of different tax rates in other jurisdictions 3 % (196) % Tax effect of preferential tax rate for small enterprises (3) % 15 % Tax effect of non-deductible expenses (167) % 48 % Tax effect of non-taxable income 9 % (281) % Tax effect of tax-exempt entities (12) % 547 % Deferred tax effect of tax rate change (17) % 54 % Changes in valuation allowance (10) % (183) % Effective tax rate (172) % 29 % d. Uncertain tax positions A reconciliation of the beginning and ending amount of liabilities associated with uncertain tax positions is as follows: As of June 30, 2022 December 31, 2021 RMB RMB Unaudited Unrecognized tax benefits 29,553 21,475 The amounts of unrecognized tax benefits listed above are based on the recognition and measurement criteria of ASC Topic 740, and the balance is presented as non-current liability in the consolidated financial statements since December 31, 2021 due to the fact that the Group does not anticipate payments of cash within one year. The Group recognizes interest and penalty charges related to uncertain tax positions as necessary in the provision for income taxes. The Group has a liability for accrued interest of RMB nil as of June 30, 2022 and December 31, 2021, respectively. However, due to the uncertain and complex application of tax regulations, it is possible that the ultimate resolution of uncertain tax positions may result in liabilities which could be materially different from these estimates. In such an event, the Group will record additional tax expense or tax benefit in the period in which such resolution occurs. As of June 30, 2022, and December 31, 2021, there are RMB 29,553 and RMB 21,475 unrecognized tax benefits that if recognized would affect the annual effective tax rate. The Group does not expect that the position of unrecognized tax benefits will significantly increase or decrease within 12 months of June 30, 2022. In accordance with PRC Tax Administration Law on the Levying and Collection of Taxes, the PRC tax authorities generally have up to five years to assess underpaid tax plus penalties and interest for PRC entities’ tax filings. In the case of tax evasion, which is not clearly defined in the law, there is no limitation on the tax years open for investigation. Accordingly, the PRC entities remain subject to examination by the tax authorities based on the above. |
NET INCOME LOSS PER SHARE
NET INCOME LOSS PER SHARE | 6 Months Ended |
Jun. 30, 2022 | |
NET INCOME/LOSS PER SHARE | |
NET INCOME/LOSS PER SHARE | 13. NET INCOME/LOSS PER SHARE The following table sets forth the computation of basic and diluted net (loss) income per share for the periods indicated: Six months ended June 30, 2022 2021 RMB RMB Unaudited Unaudited Numerator: Numerator for basic and diluted net (loss) income per share (89,018) 8,111 Denominator: Denominator for basic and diluted net (loss) income per share weighted average ordinary shares outstanding 46,756,368 46,642,280 Basic and diluted net (loss) income per share (1.90) 0.17 Due to the net loss for the six months ended June 30, 2022, approximately 20,833 restricted shares were excluded from the calculation of diluted net loss per share, because the effect would be anti-dilutive. |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2022 | |
LEASES | |
LEASES | 14. LEASES The Group has operating leases for classrooms, dormitories, corporate offices and certain equipment; and finance lease for a teaching building used by Shenyang K-12 School. For the finance lease, all lease payments have been paid to the landlord from the commencement date of the lease. The components of lease expense were as follows: Six Months ended June 30, 2022 2021 RMB RMB Unaudited Unaudited Operating and short-term lease expense 22,168 24,567 Finance lease expense 300 300 Supplemental cash flow information related to leases was as follows: Six Months ended June 30, 2022 2021 RMB RMB Unaudited Unaudited Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases 13,661 19,615 Operating cash flows from finance lease — — Supplemental balance sheet information related to leases was as follows: Six Months ended June 30, 2022 2021 Unaudited Unaudited Weighted-average Remaining Lease Term Operating leases 6.62 Years 7.23 Years Finance lease 8.18 Years 9.18 Years Weighted-average Discount Rate Operating leases 4.48 % 4.50 % The Group’s lease agreements do not have a discount rate that is readily determinable. The incremental borrowing rate is determined at lease commencement or lease modification and represents the rate of interest the Group would have to pay to borrow on a collateralized basis over a similar term and amount equal to the lease payments in a similar economic environment. The weighted-average discount rate was calculated using the discount rate for the lease that was used to calculate the lease liability balance for each lease and the remaining balance of the lease payments for each lease as of June 30, 2022 and 2021, respectively. The weighted-average remaining lease terms were calculated using the remaining lease term and the lease liability balance for each lease as of June 30, 2022 and 2021, respectively. As of June 30, 2022, maturities of lease liabilities were as follows: Amount RMB Unaudited For the six months ending December 31, 2022 (remaining) 30,185 For the year ending December 31, 2023 42,376 2024 42,735 2025 42,394 2026 30,114 Thereafter 82,222 Total lease payments 270,026 Less: interest 23,291 Total 246,735 Less: current portion 48,846 Non-current portion 197,889 As of June 30, 2022, the Group had no material operating or finance leases that had not yet commenced. Sublease The Group subleases dormitories and offices to third parties under operating leases. Sublease income are recorded as a reduction of lease expense in the consolidated statements of operations. For the six months ended June 30, 2022 and 2021, gross sublease income of the Group was RMB nil and RMB 42, respectively. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 6 Months Ended |
Jun. 30, 2022 | |
SEGMENT INFORMATION | |
SEGMENT INFORMATION | 15. SEGMENT INFORMATION The Group offers a wide range of educational and career enhancement services and products focusing on improving educational opportunities for primary and advanced degree school students and employment opportunities for university graduates. The Group’s chief operating decision maker (“CODM”) has been identified as the CEO who reviews the financial information of separate operating segments when making decisions about allocating resources and assessing performance of the Group. The Group has two reportable segments: 1) K-12 schools, 2) CP&CE Programs. The accounting policies of the segments are the same as those described in the summary of significant accounting policies. The CODM evaluates performance based on each reporting segment’s revenues, cost of revenues, gross profit, operating expenses, other income (expense), income (loss) before income tax and non-controlling interests and total assets as follows. For the six months ended June 30, 2022 (Unaudited) K ‑ 12 CP&CE (RMB in thousands) Schools Programs Consolidated RMB RMB RMB Net Revenues 99,950 104,093 204,043 Cost of revenues (51,452) (76,426) (127,878) GROSS PROFIT 48,498 27,667 76,165 OPERATING EXPENSES Selling and marketing — (16,362) (16,362) General and administrative (8,929) (58,633) (67,562) Research and development — (3,540) (3,540) Unallocated corporate expenses — — (26,435) Total operating expenses (8,929) (78,535) (113,899) OPERATING INCOME (LOSS) 39,569 (50,868) (37,734) OTHER INCOME Interest income (expense), net 950 (445) 505 Other (expense) income, net (249) 5,682 5,433 Gain from deregistration of subsidiaries — 295 295 Loss on disposal of subsidiaries — (1,124) (1,124) Gain on sale of investment available for sale 799 — 799 Unallocated corporate other loss — — (1,309) Total other income 1,500 4,408 4,599 INCOME (LOSS) BEFORE INCOME TAX AND NON-CONTROLLING INTERESTS 41,069 (46,460) (33,135) Segment assets 261,560 319,869 581,429 Unallocated corporate assets — — 332,438 TOTAL ASSETS as of June 30, 2022 261,560 319,869 913,867 For the six months ended June 30, 2021 (Unaudited) K-12 CP&CE (RMB in thousands) Schools Programs Consolidated RMB RMB RMB Net Revenues 175,650 126,206 301,856 Cost of revenues (97,886) (83,419) (181,305) GROSS PROFIT 77,764 42,787 120,551 OPERATING EXPENSES Selling and marketing (1,163) (22,098) (23,261) General and administrative (22,371) (38,131) (60,502) Research and development (424) (2,184) (2,608) Unallocated corporate expenses — — (29,010) Total operating expenses (23,958) (62,413) (115,381) OPERATING INCOME (LOSS) 53,806 (19,626) 5,170 OTHER INCOME Interest income, net 725 602 1,327 Other expense, net (36) (1,439) (1,475) Gain from deregistration of subsidiaries — 1,325 1,325 Gain on sale of investment available for sale 1,001 — 1,001 Unallocated corporate other income — — 3,399 Total other income 1,690 488 5,577 INCOME (LOSS) BEFORE INCOME TAX AND NON-CONTROLLING INTERESTS 55,496 (19,138) 10,747 Segment assets 402,185 399,336 801,521 Unallocated corporate assets — — 207,451 TOTAL ASSETS as of June 30, 2021 402,185 399,336 1,008,972 The following table summarizes the net revenues by geographic areas for the three and six months ended June 30, 2022 and 2021, respectively. Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 RMB RMB RMB RMB Unaudited Unaudited Unaudited Unaudited Net Revenues PRC 77,803 141,066 141,000 234,927 U.S. 32,125 31,185 63,043 66,929 Total 109,928 172,251 204,043 301,856 Net revenues are attributed to areas based on the location where the service is performed to the customers. Other than in PRC and the United States, the Group does not conduct business in any other individual country. The following table summarizes long-lived assets by geographic areas as of June 30, 2022 and December 31, 2021, respectively. As of June 30, 2022 December 31, 2021 RMB RMB Unaudited Long-Lived Assets PRC 211,379 222,396 U.S. 152,935 157,066 Total 364,314 379,462 Long-lived assets represent property and equipment, intangible assets, goodwill, operating and finance lease right-of-use assets for each geographic area. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2022 | |
RELATED PARTY TRANSACTIONS | |
RELATED PARTY TRANSACTIONS | 16. RELATED PARTY TRANSACTIONS a. Transactions The Group entered into the following transactions with related parties: Six months ended June 30, Transactions 2022 2021 RMB RMB Unaudited Unaudited Service purchased from Jinan QCY Intelligent Technology Co., Ltd., an entity significantly influenced by a member of management team of the Group (1,560) (1,279) Service purchased from Beijing QC Technology Company Limited, an entity significantly influenced by a member of management team of the Group (146) (654) Service purchased from Beijing HJRT Technology Co., Ltd., an entity significantly influenced by a member of management team of the Group (132) (132) Borrowing from members of management team of the Group 1,203 — b. The Group had the following balances with related parties: Amounts due from related parties Amounts due to related parties As of As of December 31, Relationship June 30, 2022 December 31, 2021 June 30, 2022 December 31, 2021 RMB RMB RMB RMB Unaudited Unaudited Shandong Shichuang Software Engineering Co., Ltd., an entity controlled by Executive Principal of Ambow Research Center — — 2,417 2,417 Members of management team of the Group — — 2,453 1,250 Jinan QCY Intelligent Technology Co., Ltd., an entity significantly influenced by a member of management team of the Group 774 774 — — Beijing QC Technology Company Limited, an entity significantly influenced by a member of management team of the Group 2,040 2,040 199 126 URSUS Information Technology (Beijing) Company Limited, an entity significantly influenced by a member of management team of the Group 201 201 — — Beijing HJRT Technology Co., Ltd., an entity significantly influenced by a member of management team of the Group 22 88 66 — 3,037 3,103 5,135 3,793 |
ASSETS AND LIABILITIES HELD FOR
ASSETS AND LIABILITIES HELD FOR SALE | 6 Months Ended |
Jun. 30, 2022 | |
ASSETS AND LIABILITIES HELD FOR SALE | |
ASSETS AND LIABILITIES HELD FOR SALE | 17. ASSETS AND LIABILITIES HELD FOR SALE As the transaction was not closed as of June 30, 2022 and December 31, 2021, respectively, and such business did not meet the definition of a “component” under US GAAP to be presented as discontinued operation, the Group recorded the assets and liabilities of K-9 business as “Held for Sale” in accordance with ASC 360. The assets and liabilities of K-9 business classified as held for sale were presented separately in the asset and liability sections, respectively, of the condensed consolidated balance sheets as of June 30, 2022 and December 31, 2021, respectively. The assets of the K-9 business used to be reported under the K-12 Schools segment prior to the signing of the sales agreement on August 31, 2021, and was reported under the unallocated cooperate assets as of June 30, 2022 and December 31, 2021, respectively. There is no gain or loss recognized from the transaction or held for sale reclassification during the year ended December 31, 2021 and six months ended June 30, 2022, and the difference between the consideration and the carrying amount of net assets held for sale as of the closing date would be recognized as gain or loss from disposal of subsidiaries. Pursuant to the definitive sales agreement between Ambow Shida and the buyer, the buyer shall bear and be entitled to the profit and loss generated after August 31, 2021 and before the completion of this transaction, including net revenues. As a result, no gain or loss related to the K-9 Business since September 2021 was recorded on the Group’s consolidated financial statements for the periods from September to December 2021 and the six months ended June 30, 2022. The following table sets forth the assets and liabilities classified as held for sale, respectively. As of June 30, 2022 December 31, 2021 RMB RMB Unaudited Assets classified as held for sale Cash and cash equivalents 57,033 57,729 Short term investments, available for sale 10,032 — Accounts receivable, net 2,105 990 Prepaid and other current assets, net 7,355 5,810 Property and equipment, net 47,995 46,252 Land use right, net 1,685 1,685 Intangible assets, net 16,443 16,455 Goodwill 3,803 3,803 Other non-current assets, net 500 — Total Assets 146,951 132,724 Liabilities classified as held for sale Deferred revenue 62,831 64,832 Accounts payable 801 1,117 Accrued and other liabilities 7,676 12,000 Income tax payable, current 2,972 643 Deferred tax liabilities, net 4,577 4,569 Total liabilities 78,857 83,161 |
DISPOSAL OF SUBSIDIARIES
DISPOSAL OF SUBSIDIARIES | 6 Months Ended |
Jun. 30, 2022 | |
DISPOSAL OF SUBSIDIARIES | |
DISPOSAL OF SUBSIDIARIES | 18. DISPOSAL OF SUBSIDIARIES In the six months ended June 30, 2022, the Group sold 70% ownership of OOOK Holding Co., Ltd. to a third party. The disposal was not a strategic shift of the business and would not have a major impact on Ambow’s business, therefore the disposals did not qualify as discontinued operations. The Group recognized loss from the disposal of subsidiaries in a collective amount of RMB 1,124 and RMB nil in the six months ended June 30, 2022 and 2021, respectively. |
GAIN FROM DEREGISTRATION OF SUB
GAIN FROM DEREGISTRATION OF SUBSIDIARIES | 6 Months Ended |
Jun. 30, 2022 | |
GAIN FROM DEREGISTRATION OF SUBSIDIARIES | |
GAIN FROM DEREGISTRATION OF SUBSIDIARIES | 19. GAIN FROM DEREGISTRATION OF SUBSIDIARIES In six months ended June 30, 2022 and 2021, several subsidiaries and schools of the consolidated VIEs were closed through the deregistration procedures of local governmental and corporate service institutions. Those subsidiaries and schools had no business operations and were in accumulated deficit for years. As a result, the Group recognized gain from deregistration of those subsidiaries and schools in collective amounts of RMB 295 and RMB 1,325 in the six months ended June 30, 2022 and 2021, respectively. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2022 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | 20. SUBSEQUENT EVENTS The Company has evaluated subsequent events through September 30, 2022, the date of issuance of this condensed consolidated financial statements, and did not identify any events occurred that would require recognition or disclosure in the condensed consolidated financial statements other than following: On September 13, 2022, the Company received a preliminary non-binding proposal letter (the “Proposal Letter”) from Clover Wealth Limited (“SPV”) to acquire all of the Company’s business assets in China for a consideration of approximately $10 million. The Company is currently carefully evaluating the proposal. |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
SIGNIFICANT ACCOUNTING POLICIES | |
Basis of presentation | a. Basis of presentation The accompanying condensed consolidated financial statements of the Group have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial reporting. The information furnished herein reflects all adjustments (consisting of normal recurring accruals and adjustments) which are, in the opinion of management, necessary to fairly state the operating results for the respective periods. Certain information and footnote disclosures normally present in the annual consolidated financial statements prepared in accordance with U.S. GAAP have been omitted pursuant to such rules and regulations. These condensed consolidated financial statements should be read in conjunction with the financial statements and footnotes thereto, included in the Company’s 2021 Annual Report filed with the SEC on May 2, 2022. The interim results of operations are not necessarily indicative of the results to be expected for the full fiscal year or any future periods. All amounts in the accompanying condensed consolidated financial statements and notes are expressed in Renminbi (“RMB”). Amounts in United States dollars (“US$”) are presented solely for the convenience of readers and use an exchange rate of RMB 6.6981, representing the middle rate as set forth in the H.10 statistical release of the U.S. Federal Reserve Board as of June 30, 2022. No representation is made that the RMB amounts could have been, or could be, converted into US$ at such rate. |
Revenue recognition | b. Revenue recognition The Group’s revenue is generated from delivering educational programs and services and intellectualized operational services. Disaggregation of revenues The following table illustrates the disaggregation of revenue by operating segments for the six and three months ended June 30, 2022 and 2021, respectively: (RMB in thousands) K ‑ 12 Schools CP&CE Programs Consolidated RMB RMB RMB Net Revenues in the six months ended June 30, 2022 99,950 104,093 204,043 Net Revenues in the six months ended June 30, 2021 175,650 126,206 301,856 Net Revenues in the three months ended June 30, 2022 53,909 56,019 109,928 Net Revenues in the three months ended June 30, 2021 104,748 67,503 172,251 Contract Balances The transferred control of promised services to customers result in the Group’s unconditional rights and conditional consideration receivable on passage of time. There was no contract assets as of June 30, 2022 and December 31, 2021. Contract liabilities represent the Group has received consideration but has not satisfied the related performance obligations. The tuition and service fees received in advance are the Group’s contract liabilities and presented in deferred revenue in the consolidated balance sheets. The revenue recognized during the six months ended June 30, 2022 that was previously included in the deferred revenue balances as of December 31, 2021 was RMB 95,036. The following table provides the deferred revenue balances by segments as of June 30, 2022 and December 31, 2021. As of June 30, 2022 December 31, 2021 RMB RMB Unaudited K-12 Schools 22,147 69,634 CP&CE Programs 16,610 25,402 Total 38,757 95,036 |
Allowance for doubtful accounts | c. Allowance for doubtful accounts Management used an expected credit loss model under ASC 326 for the impairment of trading receivables as of period ends. Management believes the aging of accounts receivable is a reasonable parameter to estimate expected credit loss, and determines expected credit losses for accounts receivables using an aging schedule as of period ends. The expected credit loss rates under each aging schedule were developed on basis of the average historical loss rates from previous years, and adjusted to reflect the effects of those differences in current conditions and forecasted changes. Management measured the expected credit losses of accounts receivable on a collective basis. When an accounts receivable does not share risk characteristics with other accounts receivables, management will evaluate such accounts receivable for expected credit loss on an individual basis. Doubtful accounts balances are written off and deducted from allowance, when receivables are deemed uncollectible, after all collection efforts have been exhausted and the potential for recovery is considered remote. |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of disaggregation of revenue | (RMB in thousands) K ‑ 12 Schools CP&CE Programs Consolidated RMB RMB RMB Net Revenues in the six months ended June 30, 2022 99,950 104,093 204,043 Net Revenues in the six months ended June 30, 2021 175,650 126,206 301,856 Net Revenues in the three months ended June 30, 2022 53,909 56,019 109,928 Net Revenues in the three months ended June 30, 2021 104,748 67,503 172,251 |
Schedule of disaggregation of deferred revenue | As of June 30, 2022 December 31, 2021 RMB RMB Unaudited K-12 Schools 22,147 69,634 CP&CE Programs 16,610 25,402 Total 38,757 95,036 |
CASH, CASH EQUIVALENTS AND RE_2
CASH, CASH EQUIVALENTS AND RESTRICTED CASH (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH | |
Schedule of cash, cash equivalents and restricted cash | As of June 30, 2022 December 31, 2021 RMB RMB Unaudited Cash and cash equivalents 61,824 157,399 Restricted cash 2,321 1,823 Total cash, cash equivalents, and restricted cash shown in the unaudited condensed consolidated statements of cash flows 64,145 159,222 |
SHORT TERM INVESTMENTS (Tables)
SHORT TERM INVESTMENTS (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
SHORT TERM INVESTMENTS | |
Schedule of amortized cost, gross unrealized gain in accumulated other comprehensive income, and estimated fair value of investments | As of June 30, 2022 Gross unrealized gain in accumulated other Estimated Amortized Cost comprehensive income Fair value RMB RMB RMB Unaudited Unaudited Unaudited Short-term investments: Held-to-maturity investments Fixed-rate financial products 60,000 — 60,000 Available-for-sale investments Adjustable-rate financial products 18,000 509 18,509 As of December 31, 2021 Gross unrealized gain in accumulated other Estimated Amortized Cost comprehensive income Fair value RMB RMB RMB Short-term investments: Held-to-maturity investments Fixed-rate financial products 2,000 — 2,000 Available-for-sale investments Adjustable-rate financial products 15,000 764 15,764 |
Schedule of interest income recognized on held-to-maturity investments | Six months ended June 30, 2022 2021 RMB RMB Unaudited Unaudited Interest income recognized on held-to-maturity investments 839 672 |
ACCOUNTS RECEIVABLE, NET (Table
ACCOUNTS RECEIVABLE, NET (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
ACCOUNTS RECEIVABLE, NET | |
Schedule of accounts receivable, net | As of June 30, 2022 December 31, 2021 RMB RMB Unaudited Accounts receivable 36,616 37,008 Less: Allowance for doubtful accounts (19,677) (11,406) Accounts receivable, net 16,939 25,602 |
PREPAID AND OTHER CURRENT ASS_2
PREPAID AND OTHER CURRENT ASSETS, NET (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
PREPAID AND OTHER CURRENT ASSETS, NET | |
Schedule of prepaid and other current assets, net | As of June 30, 2022 December 31, 2021 RMB RMB Unaudited Amount due from Xihua Group (Note i) 49,800 49,800 Receivable from Zhenjiang operating rights (Note ii) 35,000 35,000 Prepaid input value-added tax 2,294 3,651 Staff advances 2,382 2,496 Rental deposits 1,946 1,289 Prepayments to suppliers 7,937 5,799 Loans to third parties (Note iii) 4,356 4,188 Others (Note iv) 6,482 7,737 Total before allowance for doubtful accounts 110,197 109,960 Less: allowance for doubtful accounts (70) (70) Total 110,127 109,890 |
Schedule of allowance for doubtful accounts | As of June 30, 2022 December 31, 2021 RMB RMB Unaudited Balance at beginning of year/period (70) (70) Addition (Note v) — (869) Written off (Note v) — 869 Balance at end of year/period (70) (70) |
OTHER NON-CURRENT ASSETS, NET (
OTHER NON-CURRENT ASSETS, NET (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
OTHER NON-CURRENT ASSETS, NET | |
Schedule of other non-current assets | As of June 30, 2022 December 31, 2021 RMB RMB Unaudited Prepaid long-term deposit and loans to lock-up an equity interest investment (Note i) 106,277 103,009 Long-term receivables from Jinghan Taihe (Note ii) — 13,723 Long-term restricted cash (Note iii) 17,791 18,950 Long-term lease deposits 2,772 3,087 Others 3,005 3,595 Total 129,845 142,364 |
SHORT-TERM BORROWING (Tables)
SHORT-TERM BORROWING (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
SHORT-TERM BORROWING | |
Schedule of short-term borrowings from bank | Amount Annual Repayment Date Borrower Lender (RMB) Interest Rate Due Date December 10, 2021 Ambow Shida Huaxia Bank 10,000 4.35 % December 10, 2022 January 7, 2022 Ambow Shida Huaxia Bank 10,000 4.35 % January 6, 2023 March 11, 2022 Ambow Shida Huaxia Bank 9,070 4.35 % January 15, 2023 |
ACCRUED AND OTHER LIABILITIES (
ACCRUED AND OTHER LIABILITIES (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
ACCRUED AND OTHER LIABILITIES | |
Schedule of accrued and other liabilities | As of June 30, 2022 December 31, 2021 RMB RMB Unaudited Business tax, VAT and others 27,425 28,789 Payable balance with indemnity by Xihua Group (Note 7(i)) 49,800 49,800 Payable to Zhenjiang Foreign Language School (Note 7(ii)) 36,770 36,770 Accrued payroll and welfare 16,950 19,660 Payable to Jinghan Taihe (Note i) 25,441 25,441 Payable for purchase of equipment and services 3,693 7,872 Receipt in advance 3,531 3,556 Amounts due to students 11,900 13,632 Payable to K-9 buyer (Note ii) 48,561 21,301 Loan from third party 2,685 5,738 Others 2,453 3,840 Total 229,209 216,399 (Note i) Due to the termination of operation of Jinghan Tutoring Centers in 2020, the Group reclassified deferred revenue of those tutoring centers to other liabilities in RMB 25,441 as of June 30, 2022 and December 31, 2021, respectively. The Group is negotiating with Jinghan Taihe on settlement of the outstanding payables as of the date of this report. See Note 8(ii)-Other Non-Current Assets, Net for further information. (Note ii) Net assets of the K-9 Business by August 31, 2021 and its operating results from September 1, 2021 to June 30, 2022 were recorded as payable to K-9 buyer as of June 30, 2022. See Note 17-Assets and Liabilities Classified as Held for Sale for further details. |
TAXATION (Tables)
TAXATION (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
TAXATION | |
Schedule of significant components of provision for income taxes on earnings | Six months ended June 30, 2022 2021 RMB RMB Unaudited Unaudited Current: PRC 47,497 1,872 U.S. (223) 690 Deferred: PRC 9,776 869 U.S. — (276) Provision for income tax expenses 57,050 3,155 |
Schedule of reconciliation between total income tax expense and amount computed by applying the weighted average statutory income tax rate to income before income taxes | Six months ended June 30, 2022 2021 % % Unaudited Unaudited PRC statutory income tax rate 25 % 25 % Impact of different tax rates in other jurisdictions 3 % (196) % Tax effect of preferential tax rate for small enterprises (3) % 15 % Tax effect of non-deductible expenses (167) % 48 % Tax effect of non-taxable income 9 % (281) % Tax effect of tax-exempt entities (12) % 547 % Deferred tax effect of tax rate change (17) % 54 % Changes in valuation allowance (10) % (183) % Effective tax rate (172) % 29 % |
Schedule of reconciliation of beginning and ending amount of liabilities associated with uncertain tax positions | As of June 30, 2022 December 31, 2021 RMB RMB Unaudited Unrecognized tax benefits 29,553 21,475 |
NET INCOME LOSS PER SHARE (Tabl
NET INCOME LOSS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
NET INCOME/LOSS PER SHARE | |
Schedule of computation of basic and diluted net (loss) income per share | Six months ended June 30, 2022 2021 RMB RMB Unaudited Unaudited Numerator: Numerator for basic and diluted net (loss) income per share (89,018) 8,111 Denominator: Denominator for basic and diluted net (loss) income per share weighted average ordinary shares outstanding 46,756,368 46,642,280 Basic and diluted net (loss) income per share (1.90) 0.17 |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
LEASES | |
Schedule of components of lease expense | Six Months ended June 30, 2022 2021 RMB RMB Unaudited Unaudited Operating and short-term lease expense 22,168 24,567 Finance lease expense 300 300 |
Schedule of supplemental cash flow information | Six Months ended June 30, 2022 2021 RMB RMB Unaudited Unaudited Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases 13,661 19,615 Operating cash flows from finance lease — — |
Schedule of lease terms and discount rates | Six Months ended June 30, 2022 2021 Unaudited Unaudited Weighted-average Remaining Lease Term Operating leases 6.62 Years 7.23 Years Finance lease 8.18 Years 9.18 Years Weighted-average Discount Rate Operating leases 4.48 % 4.50 % |
Schedule of future minimum lease payments under non-cancelable operating leases | Amount RMB Unaudited For the six months ending December 31, 2022 (remaining) 30,185 For the year ending December 31, 2023 42,376 2024 42,735 2025 42,394 2026 30,114 Thereafter 82,222 Total lease payments 270,026 Less: interest 23,291 Total 246,735 Less: current portion 48,846 Non-current portion 197,889 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
SEGMENT INFORMATION | |
Schedule of each reporting segment's revenues, cost of revenues, gross profit, operating expenses, other income (expense), income (loss) before income tax and non-controlling interests and total assets | For the six months ended June 30, 2022 (Unaudited) K ‑ 12 CP&CE (RMB in thousands) Schools Programs Consolidated RMB RMB RMB Net Revenues 99,950 104,093 204,043 Cost of revenues (51,452) (76,426) (127,878) GROSS PROFIT 48,498 27,667 76,165 OPERATING EXPENSES Selling and marketing — (16,362) (16,362) General and administrative (8,929) (58,633) (67,562) Research and development — (3,540) (3,540) Unallocated corporate expenses — — (26,435) Total operating expenses (8,929) (78,535) (113,899) OPERATING INCOME (LOSS) 39,569 (50,868) (37,734) OTHER INCOME Interest income (expense), net 950 (445) 505 Other (expense) income, net (249) 5,682 5,433 Gain from deregistration of subsidiaries — 295 295 Loss on disposal of subsidiaries — (1,124) (1,124) Gain on sale of investment available for sale 799 — 799 Unallocated corporate other loss — — (1,309) Total other income 1,500 4,408 4,599 INCOME (LOSS) BEFORE INCOME TAX AND NON-CONTROLLING INTERESTS 41,069 (46,460) (33,135) Segment assets 261,560 319,869 581,429 Unallocated corporate assets — — 332,438 TOTAL ASSETS as of June 30, 2022 261,560 319,869 913,867 For the six months ended June 30, 2021 (Unaudited) K-12 CP&CE (RMB in thousands) Schools Programs Consolidated RMB RMB RMB Net Revenues 175,650 126,206 301,856 Cost of revenues (97,886) (83,419) (181,305) GROSS PROFIT 77,764 42,787 120,551 OPERATING EXPENSES Selling and marketing (1,163) (22,098) (23,261) General and administrative (22,371) (38,131) (60,502) Research and development (424) (2,184) (2,608) Unallocated corporate expenses — — (29,010) Total operating expenses (23,958) (62,413) (115,381) OPERATING INCOME (LOSS) 53,806 (19,626) 5,170 OTHER INCOME Interest income, net 725 602 1,327 Other expense, net (36) (1,439) (1,475) Gain from deregistration of subsidiaries — 1,325 1,325 Gain on sale of investment available for sale 1,001 — 1,001 Unallocated corporate other income — — 3,399 Total other income 1,690 488 5,577 INCOME (LOSS) BEFORE INCOME TAX AND NON-CONTROLLING INTERESTS 55,496 (19,138) 10,747 Segment assets 402,185 399,336 801,521 Unallocated corporate assets — — 207,451 TOTAL ASSETS as of June 30, 2021 402,185 399,336 1,008,972 |
Schedule of net revenues long lived assets geographical areas | Three months ended June 30, Six months ended June 30, 2022 2021 2022 2021 RMB RMB RMB RMB Unaudited Unaudited Unaudited Unaudited Net Revenues PRC 77,803 141,066 141,000 234,927 U.S. 32,125 31,185 63,043 66,929 Total 109,928 172,251 204,043 301,856 As of June 30, 2022 December 31, 2021 RMB RMB Unaudited Long-Lived Assets PRC 211,379 222,396 U.S. 152,935 157,066 Total 364,314 379,462 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
RELATED PARTY TRANSACTIONS | |
Schedule of transactions with related parties | Six months ended June 30, Transactions 2022 2021 RMB RMB Unaudited Unaudited Service purchased from Jinan QCY Intelligent Technology Co., Ltd., an entity significantly influenced by a member of management team of the Group (1,560) (1,279) Service purchased from Beijing QC Technology Company Limited, an entity significantly influenced by a member of management team of the Group (146) (654) Service purchased from Beijing HJRT Technology Co., Ltd., an entity significantly influenced by a member of management team of the Group (132) (132) Borrowing from members of management team of the Group 1,203 — |
Schedule of balances with related parties | Amounts due from related parties Amounts due to related parties As of As of December 31, Relationship June 30, 2022 December 31, 2021 June 30, 2022 December 31, 2021 RMB RMB RMB RMB Unaudited Unaudited Shandong Shichuang Software Engineering Co., Ltd., an entity controlled by Executive Principal of Ambow Research Center — — 2,417 2,417 Members of management team of the Group — — 2,453 1,250 Jinan QCY Intelligent Technology Co., Ltd., an entity significantly influenced by a member of management team of the Group 774 774 — — Beijing QC Technology Company Limited, an entity significantly influenced by a member of management team of the Group 2,040 2,040 199 126 URSUS Information Technology (Beijing) Company Limited, an entity significantly influenced by a member of management team of the Group 201 201 — — Beijing HJRT Technology Co., Ltd., an entity significantly influenced by a member of management team of the Group 22 88 66 — 3,037 3,103 5,135 3,793 |
ASSETS AND LIABILITIES HELD F_2
ASSETS AND LIABILITIES HELD FOR SALE (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
ASSETS AND LIABILITIES HELD FOR SALE | |
Schedule of assets and liabilities classified as held for sale | As of June 30, 2022 December 31, 2021 RMB RMB Unaudited Assets classified as held for sale Cash and cash equivalents 57,033 57,729 Short term investments, available for sale 10,032 — Accounts receivable, net 2,105 990 Prepaid and other current assets, net 7,355 5,810 Property and equipment, net 47,995 46,252 Land use right, net 1,685 1,685 Intangible assets, net 16,443 16,455 Goodwill 3,803 3,803 Other non-current assets, net 500 — Total Assets 146,951 132,724 Liabilities classified as held for sale Deferred revenue 62,831 64,832 Accounts payable 801 1,117 Accrued and other liabilities 7,676 12,000 Income tax payable, current 2,972 643 Deferred tax liabilities, net 4,577 4,569 Total liabilities 78,857 83,161 |
LIQUIDITY AND CAPITAL RESOURC_2
LIQUIDITY AND CAPITAL RESOURCES (Details) ¥ in Thousands, $ in Thousands | 6 Months Ended | |||||||
Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Jun. 30, 2021 CNY (¥) | Jun. 30, 2022 CNY (¥) | Mar. 31, 2022 CNY (¥) | Dec. 31, 2021 CNY (¥) | Mar. 31, 2021 CNY (¥) | Dec. 31, 2020 CNY (¥) | |
Going Concern [Line Items] | ||||||||
Liabilities in excess of assets | ¥ 193,760 | |||||||
Equity | $ 9,434 | ¥ 148,991 | 63,189 | ¥ 128,906 | ¥ 146,682 | ¥ 126,955 | ¥ 141,154 | |
Net cash used in operating activities | 5,673 | ¥ 38,010 | ¥ 19,339 | |||||
Unrestricted cash and cash equivalents | 9,230 | 61,824 | 157,399 | |||||
Short term investments, available for sale | $ 2,763 | 18,509 | ¥ 15,764 | |||||
Short-term investments, held to maturity | ¥ 60,000 |
SIGNIFICANT ACCOUNTING POLICI_4
SIGNIFICANT ACCOUNTING POLICIES - Basis of presentation (Details) | Jun. 30, 2022 |
SIGNIFICANT ACCOUNTING POLICIES | |
Exchange rate | 6.6981 |
SIGNIFICANT ACCOUNTING POLICI_5
SIGNIFICANT ACCOUNTING POLICIES - Contract Balances (Details) - CNY (¥) ¥ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
SIGNIFICANT ACCOUNTING POLICIES | ||
Contract asset balances | ¥ 0 | ¥ 0 |
SIGNIFICANT ACCOUNTING POLICI_6
SIGNIFICANT ACCOUNTING POLICIES - Revenue recognition (Details) ¥ in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Jun. 30, 2021 CNY (¥) | Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Jun. 30, 2021 CNY (¥) | Jun. 30, 2022 CNY (¥) | Dec. 31, 2021 CNY (¥) | |
Revenues | $ 16,412 | ¥ 109,928 | ¥ 172,251 | $ 30,463 | ¥ 204,043 | ¥ 301,856 | ||
Accounts receivable, net | 2,529 | 2,529 | ¥ 16,939 | ¥ 25,602 | ||||
Deferred revenue | $ 5,787 | $ 5,787 | 38,757 | 95,036 | ||||
K-12 Schools | ||||||||
Revenues | 53,909 | 104,748 | 99,950 | 175,650 | ||||
Deferred revenue | 22,147 | 69,634 | ||||||
CP&CE Programs | ||||||||
Revenues | ¥ 56,019 | ¥ 67,503 | ¥ 104,093 | ¥ 126,206 | ||||
Deferred revenue | ¥ 16,610 | ¥ 25,402 |
CASH, CASH EQUIVALENTS AND RE_3
CASH, CASH EQUIVALENTS AND RESTRICTED CASH (Details) ¥ in Thousands, $ in Thousands | Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Dec. 31, 2021 USD ($) | Dec. 31, 2021 CNY (¥) | Jun. 30, 2021 CNY (¥) | Dec. 31, 2020 CNY (¥) |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH | ||||||
Cash and cash equivalents | $ 9,230 | ¥ 61,824 | ¥ 157,399 | |||
Restricted cash | 347 | 2,321 | 1,823 | |||
Total cash, cash equivalents, and restricted cash shown in the consolidated statements of cash flows | $ 9,577 | ¥ 64,145 | $ 23,770 | ¥ 159,222 | ¥ 170,074 | ¥ 119,645 |
SHORT TERM INVESTMENTS (Details
SHORT TERM INVESTMENTS (Details) - CNY (¥) ¥ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Other-than-temporary impairment loss, held-to-maturity investments | ¥ 0 | ¥ 0 |
OTTI loss, available-for-sale investments | ¥ 0 | ¥ 0 |
Maximum | ||
Maturities | 1 year |
SHORT TERM INVESTMENTS - Amorti
SHORT TERM INVESTMENTS - Amortized cost, gross unrealized gain, estimated fair value (Details) - CNY (¥) ¥ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Held-to-maturity investments | ||
Amortized Cost | ¥ 60,000 | ¥ 2,000 |
Estimated Fair value | 60,000 | 2,000 |
Available-for-sale investments | ||
Amortized Cost | 18,000 | 15,000 |
Gross unrealized gain in accumulated other comprehensive income | 509 | 764 |
Estimated Fair value | ¥ 18,509 | ¥ 15,764 |
SHORT TERM INVESTMENTS - Intere
SHORT TERM INVESTMENTS - Interest income (Details) - CNY (¥) ¥ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
SHORT TERM INVESTMENTS | ||
Interest income recognized on held-to-maturity investments | ¥ 839 | ¥ 672 |
ACCOUNTS RECEIVABLE, NET (Detai
ACCOUNTS RECEIVABLE, NET (Details) ¥ in Thousands, $ in Thousands | 6 Months Ended | ||||
Jun. 30, 2022 CNY (¥) | Jun. 30, 2021 CNY (¥) | Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Dec. 31, 2021 CNY (¥) | |
ACCOUNTS RECEIVABLE, NET | |||||
Accounts receivable | ¥ 36,616 | ¥ 37,008 | |||
Less: Allowance for doubtful accounts | (19,677) | (11,406) | |||
Accounts receivable, net | $ 2,529 | ¥ 16,939 | ¥ 25,602 | ||
Addition | ¥ 8,271 | ¥ 2,002 | |||
Written off | ¥ 0 | ¥ 1,036 |
PREPAID AND OTHER CURRENT ASS_3
PREPAID AND OTHER CURRENT ASSETS, NET (Details) ¥ in Thousands, $ in Thousands | Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Dec. 31, 2021 CNY (¥) |
Amount due from Xihua Group (Note i) | ¥ 49,800 | ¥ 49,800 | |
Receivable from Zhenjiang operating rights (Note ii) | 35,000 | 35,000 | |
Prepaid input value-added tax | 2,294 | 3,651 | |
Staff advances | 2,382 | 2,496 | |
Rental deposits | 1,946 | 1,289 | |
Prepayments to suppliers | 7,937 | 5,799 | |
Loans to third parties (Note iii) | 4,356 | 4,188 | |
Others (Note iv) | 6,482 | 7,737 | |
Total before allowance for doubtful accounts | 110,197 | 109,960 | |
Less: allowance for doubtful accounts | (70) | (70) | |
Total | $ 16,442 | ¥ 110,127 | ¥ 109,890 |
PREPAID AND OTHER CURRENT ASS_4
PREPAID AND OTHER CURRENT ASSETS, NET (Schedule of Allowance for Doubtful Accounts) (Details) - Prepaid and Other Current Assets - CNY (¥) ¥ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2022 | Dec. 31, 2021 | |
Allowance for doubtful accounts: | ||
Balance at beginning of year/period | ¥ (70) | ¥ (70) |
Addition (Note v) | 0 | (869) |
Written off (Note v) | 869 | |
Balance at end of year/period | ¥ (70) | ¥ (70) |
PREPAID AND OTHER CURRENT ASS_5
PREPAID AND OTHER CURRENT ASSETS, NET (Summary of Receivable Transferred and Consideration Allocated Based on Management's Estimation on Recoverability) (Details) ¥ in Thousands, $ in Thousands | 6 Months Ended | 18 Months Ended | |||
May 20, 2021 USD ($) | Mar. 30, 2021 CNY (¥) | Jun. 30, 2022 CNY (¥) | Jun. 30, 2022 CNY (¥) | Dec. 31, 2021 CNY (¥) | |
Amount due from minority shareholder | ¥ 49,800 | ¥ 49,800 | ¥ 49,800 | ||
Payable to Zhenjiang Foreign Language School (Note 7(ii)) | 36,770 | 36,770 | 36,770 | ||
Payables on behalf of K9 schools (Note ii & Note 7(iv)) | 48,561 | 48,561 | 21,301 | ||
Principal amount of loans provided | $ 500 | ¥ 1,000 | 0 | ||
Principal amount of loans provided / written off | 0 | 0 | |||
Zhenjiang Foreign Language School | |||||
Payable to Zhenjiang Foreign Language School (Note 7(ii)) | 35,000 | 35,000 | ¥ 35,000 | ||
Provision | 0 | ||||
Xihua Group | |||||
Amount due from minority shareholder | 49,800 | ¥ 49,800 | |||
Provision | ¥ 0 |
OTHER NON-CURRENT ASSETS, NET_2
OTHER NON-CURRENT ASSETS, NET (Details) ¥ in Thousands, $ in Thousands | Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Dec. 31, 2021 CNY (¥) |
OTHER NON-CURRENT ASSETS | |||
Prepaid long-term deposit and loans to lock-up an equity interest investment (Note i) | ¥ 106,277 | ¥ 103,009 | |
Long-term receivables from Jinghan Taihe (Note ii) | 13,723 | ||
Long-term restricted cash (Note iii) | 17,791 | 18,950 | |
Long-term lease deposits | 2,772 | 3,087 | |
Others | 3,005 | 3,595 | |
Total | $ 19,385 | ¥ 129,845 | ¥ 142,364 |
OTHER NON-CURRENT ASSETS, NET -
OTHER NON-CURRENT ASSETS, NET - Additional information (Details) ¥ in Thousands, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||
Apr. 30, 2019 CNY (¥) | Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Jun. 30, 2021 CNY (¥) | Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Jun. 30, 2021 CNY (¥) | Dec. 31, 2021 CNY (¥) | Dec. 31, 2020 CNY (¥) | Jun. 30, 2022 CNY (¥) | Sep. 30, 2021 | Jun. 30, 2021 USD ($) | Apr. 08, 2020 | |
Additional information | |||||||||||||
Long-term receivables | ¥ 13,723 | ||||||||||||
Interest income | $ 258 | ¥ 1,726 | ¥ 1,948 | $ 534 | ¥ 3,574 | ¥ 4,008 | |||||||
Dongyuan | |||||||||||||
Additional information | |||||||||||||
Annual interest rate of loan agreements | 5% | 5% | |||||||||||
Outstanding principal | ¥ 49,600 | ||||||||||||
Interest receivable | 5,033 | ||||||||||||
Allowance upon deposit loans and interest receivable | $ | $ 0 | $ 0 | $ 0 | ||||||||||
Hebi School | |||||||||||||
Additional information | |||||||||||||
Ownership (as a percent) | 51% | 51% | |||||||||||
Long-term Deposit | ¥ 40,000 | ¥ 40,000 | ¥ 40,000 | ||||||||||
Interest on security deposit, percentage | 10 | ||||||||||||
Interest On Security Deposit, Value | ¥ 11,644 | ||||||||||||
Hebi Ambow Ruiheng Education Technology Co., Ltd. ("Ruiheng") [Member] | |||||||||||||
Additional information | |||||||||||||
Ownership (as a percent) | 70.63% |
SHORT-TERM BORROWING (Details)
SHORT-TERM BORROWING (Details) ¥ in Thousands, $ in Thousands | 1 Months Ended | ||||||
Nov. 30, 2021 CNY (¥) | Jun. 30, 2022 CNY (¥) | Jun. 30, 2022 USD ($) | Mar. 11, 2022 CNY (¥) | Jan. 07, 2022 CNY (¥) | Dec. 31, 2021 CNY (¥) | Dec. 10, 2021 CNY (¥) | |
Short-term borrowings | ¥ 29,070 | $ 4,340 | ¥ 10,103 | ||||
Bank of Huaxia | |||||||
Line of credit | ¥ 30,000 | 63,798 | |||||
Term of line of credit (in years) | 3 years | ||||||
Ambow Shida. | |||||||
Short-term borrowings | ¥ 9,070 | ¥ 10,000 | ¥ 10,000 | ||||
Interest rate (as a percent) | 4.35% | 4.35% | 4.35% | ||||
Ambow Shida. | Bank of Huaxia | |||||||
Short-term borrowings | ¥ 29,070 |
ACCRUED AND OTHER LIABILITIES_2
ACCRUED AND OTHER LIABILITIES (Details) ¥ in Thousands, $ in Thousands | Jun. 30, 2022 CNY (¥) | Jun. 30, 2022 USD ($) | Dec. 31, 2021 CNY (¥) |
Payables And Accruals, Disclosure [Line Items] | |||
Business tax, VAT and others | ¥ 27,425 | ¥ 28,789 | |
Payable balance with indemnity by Xihua Group (Note 7(i) | 49,800 | 49,800 | |
Payable to Zhenjiang Foreign Language School (Note 7(ii)) | 36,770 | 36,770 | |
Accrued payroll and welfare | 16,950 | 19,660 | |
Payable to Jinghan Taihe (Note i) | 25,441 | 25,441 | |
Payable for purchase of equipment and services | 3,693 | 7,872 | |
Receipt in advance | 3,531 | 3,556 | |
Amount due to students | 11,900 | 13,632 | |
Payable to K-9 buyer (Note ii) | 48,561 | 21,301 | |
Loan from third party | 2,685 | 5,738 | |
Others | 2,453 | 3,840 | |
Total | ¥ 229,209 | $ 34,220 | ¥ 216,399 |
SHARE BASED COMPENSATION (Detai
SHARE BASED COMPENSATION (Details) | Dec. 21, 2018 | Jun. 01, 2010 |
2010 Equity Incentive Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Automatic termination period of the plan | 10 years | |
Amended and Restated 2010 Equity Incentive Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expiration term | 10 years |
SHARE BASED COMPENSATION - Rest
SHARE BASED COMPENSATION - Restricted stock (Details) - CNY (¥) ¥ in Thousands | 6 Months Ended | |||
May 27, 2022 | Nov. 22, 2018 | Jun. 30, 2022 | Jun. 30, 2021 | |
Restricted stock | ||||
Unrecognized share-based compensation expenses | ¥ 367 | |||
Weighted average remaining contractual term | 2 months 12 days | |||
Restricted stock awards | General and administrative | ||||
Restricted stock | ||||
Share-based compensation expense | ¥ 7,152 | ¥ 439 | ||
Restricted stock awards | Senior employee | ||||
Restricted stock | ||||
Granted (in shares) | 200,000 | 5,200,000 | ||
Vesting percentage | 25% | |||
Vested (in shares) | 25,000 | 25,000 | ||
Restricted stock awards | Consultant | ||||
Restricted stock | ||||
Granted (in shares) | 200,000 |
TAXATION (Details)
TAXATION (Details) ¥ in Thousands, $ in Thousands | 1 Months Ended | 6 Months Ended | |||
May 31, 2016 | Jun. 30, 2022 HKD ($) | Jun. 30, 2021 | Jun. 30, 2022 CNY (¥) | Dec. 31, 2021 CNY (¥) | |
Taxation | |||||
Liability for accrued interest | ¥ 0 | ¥ 0 | |||
Unrecognized tax benefits that if recognized would affect the annual effective tax rate | 29,553 | 21,475 | |||
PRC. | |||||
Taxation | |||||
VAT payable | 2,392 | 2,731 | |||
Business tax payable | ¥ 16,741 | ¥ 17,299 | |||
Income tax rate (as percent) | 25% | 25% | |||
PRC. | Minimum | |||||
Taxation | |||||
VAT (as a percent) | 3% | ||||
Business tax (as a percent) | 3% | ||||
PRC. | Maximum | |||||
Taxation | |||||
VAT (as a percent) | 6% | ||||
Business tax (as a percent) | 5% | ||||
Hong Kong [Member] | Tax rate for the first HK$ 2,000 of assessable profits | |||||
Taxation | |||||
Assessable profits to calculate tax rate | $ | $ 2,000 | ||||
Income tax rate (as percent) | 8.25% | ||||
Hong Kong [Member] | Tax rate for profits exceeding HK$ 2,000 | |||||
Taxation | |||||
Assessable profits to calculate tax rate | $ | $ 2,000 | ||||
Income tax rate (as percent) | 16.50% | ||||
Taiwan | |||||
Taxation | |||||
Income tax rate (as percent) | 17% |
TAXATION - Provision for Income
TAXATION - Provision for Income Taxes (Details) ¥ in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Jun. 30, 2021 CNY (¥) | Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Jun. 30, 2021 CNY (¥) | |
Deferred: | ||||||
Provision for income tax expenses | $ 7,876 | ¥ 52,756 | ¥ 1,526 | $ 8,517 | ¥ 57,050 | ¥ 3,155 |
PRC. | ||||||
Current: | ||||||
Current | 47,497 | 1,872 | ||||
Deferred: | ||||||
Deferred | 9,776 | 869 | ||||
US | ||||||
Current: | ||||||
Current | ¥ (223) | 690 | ||||
Deferred: | ||||||
Deferred | ¥ (276) |
TAXATION - Reconciliation (Deta
TAXATION - Reconciliation (Details) - PRC. | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Reconciliation between total income tax expense and the amount computed by applying the weighted average statutory income tax rate to income before income taxes | ||
PRC statutory income tax rate | 25% | 25% |
Impact of different tax rates in other jurisdictions | 3% | (196.00%) |
Tax effect of preferential tax rate for small enterprises | (3.00%) | 15% |
Tax effect of non-deductible expenses | (167.00%) | 48% |
Tax effect of non-taxable income | 9% | (281.00%) |
Tax effect of tax-exempt entities | (12.00%) | 547% |
Deferred tax effect of tax rate change | (17.00%) | 54% |
Changes in valuation allowance | (10.00%) | (183.00%) |
Effective tax rate | (172.00%) | 29% |
TAXATION - Uncertain Tax Positi
TAXATION - Uncertain Tax Positions (Details) - CNY (¥) ¥ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Reconciliation of the beginning and ending amount of liabilities associated with uncertain tax positions | ||
Unrecognized tax benefits | ¥ 29,553 | ¥ 21,475 |
NET INCOME LOSS PER SHARE - Com
NET INCOME LOSS PER SHARE - Computation of Basic and Diluted Net Income Loss Per Share (Details) ¥ / shares in Units, ¥ in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2022 USD ($) shares | Jun. 30, 2022 CNY (¥) shares | Jun. 30, 2021 CNY (¥) shares | Jun. 30, 2022 USD ($) shares | Jun. 30, 2022 CNY (¥) ¥ / shares shares | Jun. 30, 2021 CNY (¥) ¥ / shares shares | |
Numerator: | ||||||
Numerator for basic and diluted net (loss) income per share | $ (10,667) | ¥ (71,448) | ¥ 22,440 | $ (13,291) | ¥ (89,018) | ¥ 8,111 |
Denominator: | ||||||
Denominator for basic net (loss) income per share weighted average ordinary shares outstanding (in shares) | 46,825,968 | 46,825,968 | 46,648,495 | 46,756,368 | 46,756,368 | 46,642,280 |
Denominator for diluted net (loss) income per share weighted average ordinary shares outstanding (in shares) | 46,825,968 | 46,825,968 | 46,648,495 | 46,756,368 | 46,756,368 | 46,642,280 |
Basic net (loss) income per share | ¥ / shares | ¥ (1.90) | ¥ 0.17 | ||||
Diluted net (loss) income per share | ¥ / shares | ¥ (1.87) | ¥ 0.17 | ||||
Anti-dilutive shares that were excluded from the calculation of diluted net income (loss) per share | 20,833 | 20,833 |
LEASES - Lease Expenses (Detail
LEASES - Lease Expenses (Details) - CNY (¥) ¥ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
LEASES | ||
Operating and short-term lease expense | ¥ 22,168 | ¥ 24,567 |
Finance lease expense | ¥ 300 | ¥ 300 |
LEASES - Supplemental cash flow
LEASES - Supplemental cash flow information (Details) - CNY (¥) ¥ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
LEASES | ||
Operating cash flows from operating leases | ¥ 13,661 | ¥ 19,615 |
Operating cash flows from finance lease | ¥ 0 | ¥ 0 |
LEASES - Supplemental balance s
LEASES - Supplemental balance sheet information (Details) | Jun. 30, 2022 | Dec. 31, 2020 |
LEASES | ||
Weighted-average Remaining Lease Term, Operating leases | 6 years 7 months 13 days | 7 years 2 months 23 days |
Weighted-average Remaining Lease Term, Finance lease | 8 years 2 months 4 days | 9 years 2 months 4 days |
Weighted-average Discount Rate, Operating leases | 4.48% | 4.50% |
LEASES - Maturities of lease li
LEASES - Maturities of lease liabilities (Details) ¥ in Thousands, $ in Thousands | Jun. 30, 2022 CNY (¥) | Jun. 30, 2022 USD ($) | Dec. 31, 2021 CNY (¥) |
Operating leases- ASU842 | |||
For the six months ending December 31, 2022 (remaining) | ¥ 30,185 | ||
2023 | 42,376 | ||
2024 | 42,735 | ||
2025 | 42,394 | ||
2026 | 30,114 | ||
Thereafter | 82,222 | ||
Total lease payments | 270,026 | ||
Less: interest | 23,291 | ||
Total | 246,735 | ||
Less: current portion | 48,846 | $ 7,293 | ¥ 48,923 |
Non-current portion | ¥ 197,889 | $ 29,544 | ¥ 198,687 |
LEASES - Narratives (Details)
LEASES - Narratives (Details) - CNY (¥) ¥ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Lessee, Lease, Description [Line Items] | ||
Sublease Income | ¥ 0 | ¥ 42 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) ¥ in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Jun. 30, 2021 CNY (¥) | Jun. 30, 2022 USD ($) segment | Jun. 30, 2022 CNY (¥) segment | Jun. 30, 2021 CNY (¥) | Jun. 30, 2022 CNY (¥) | Dec. 31, 2021 CNY (¥) | |
Segment Reporting Information [Line Items] | ||||||||
Number of reportable segments | segment | 2 | 2 | ||||||
Net Revenues | $ 16,412 | ¥ 109,928 | ¥ 172,251 | $ 30,463 | ¥ 204,043 | ¥ 301,856 | ||
Cost of revenues | (9,683) | (64,855) | (96,322) | (19,092) | (127,878) | (181,305) | ||
GROSS PROFIT | 6,729 | 45,073 | 75,929 | 11,371 | 76,165 | 120,551 | ||
OPERATING EXPENSES | ||||||||
Selling and marketing | (1,121) | (7,511) | (13,422) | (2,576) | (17,253) | (24,422) | ||
General and administrative | (8,413) | (56,349) | (38,412) | (13,443) | (90,043) | (85,357) | ||
Research and development | (463) | (3,101) | (3,757) | (986) | (6,603) | (5,602) | ||
Total operating expenses | (9,997) | (66,961) | (55,591) | (17,005) | (113,899) | (115,381) | ||
OPERATING (LOSS) INCOME | (3,268) | (21,888) | 20,338 | (5,634) | (37,734) | 5,170 | ||
OTHER INCOME | ||||||||
Interest income (expense), net | 258 | 1,726 | 1,948 | 534 | 3,574 | 4,008 | ||
Other (expense) income, net | 118 | 793 | (240) | 163 | 1,094 | (1,180) | ||
Gain on sale of investment available for sale | 119 | 799 | 474 | 119 | 799 | 1,221 | ||
Total other income | 347 | 2,328 | 3,351 | 686 | 4,599 | 5,577 | ||
(LOSS) INCOME BEFORE INCOME TAX AND NON-CONTROLLING INTEREST | (2,921) | (19,560) | 23,689 | (4,948) | (33,135) | 10,747 | ||
TOTAL ASSETS | $ 136,438 | $ 136,438 | ¥ 913,867 | ¥ 970,162 | ||||
Consolidated | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Net Revenues | 204,043 | 301,856 | ||||||
Cost of revenues | (127,878) | (181,305) | ||||||
GROSS PROFIT | 76,165 | 120,551 | ||||||
OPERATING EXPENSES | ||||||||
Selling and marketing | (16,362) | (23,261) | ||||||
General and administrative | (67,562) | (60,502) | ||||||
Research and development | (3,540) | (2,608) | ||||||
Unallocated corporate expenses | (26,435) | (29,010) | ||||||
Total operating expenses | (113,899) | (115,381) | ||||||
OPERATING (LOSS) INCOME | (37,734) | 5,170 | ||||||
OTHER INCOME | ||||||||
Interest income (expense), net | 505 | 1,327 | ||||||
Other (expense) income, net | 5,433 | (1,475) | ||||||
Gain from deregistration of subsidiaries | 295 | 1,325 | ||||||
Loss on disposal of subsidiaries | (1,124) | |||||||
Gain on sale of investment available for sale | 799 | 1,001 | ||||||
Unallocated corporate other income (loss) | 3,399 | |||||||
Unallocated corporate other income (loss) | (1,309) | |||||||
Total other income | 4,599 | 5,577 | ||||||
(LOSS) INCOME BEFORE INCOME TAX AND NON-CONTROLLING INTEREST | (33,135) | 10,747 | ||||||
TOTAL ASSETS | 1,008,972 | 1,008,972 | 913,867 | |||||
Segment assets | ||||||||
OTHER INCOME | ||||||||
TOTAL ASSETS | 801,521 | 801,521 | 581,429 | |||||
Unallocated corporate assets | ||||||||
OTHER INCOME | ||||||||
TOTAL ASSETS | 207,451 | 207,451 | 332,438 | |||||
K-12 Schools | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Net Revenues | 53,909 | 104,748 | 99,950 | 175,650 | ||||
Cost of revenues | (51,452) | (97,886) | ||||||
GROSS PROFIT | 48,498 | 77,764 | ||||||
OPERATING EXPENSES | ||||||||
Selling and marketing | (1,163) | |||||||
General and administrative | (8,929) | (22,371) | ||||||
Research and development | (424) | |||||||
Total operating expenses | (8,929) | (23,958) | ||||||
OPERATING (LOSS) INCOME | 39,569 | 53,806 | ||||||
OTHER INCOME | ||||||||
Interest income (expense), net | 950 | 725 | ||||||
Other (expense) income, net | (249) | (36) | ||||||
Gain on sale of investment available for sale | 799 | 1,001 | ||||||
Total other income | 1,500 | 1,690 | ||||||
(LOSS) INCOME BEFORE INCOME TAX AND NON-CONTROLLING INTEREST | 41,069 | 55,496 | ||||||
TOTAL ASSETS | 402,185 | 402,185 | ||||||
K-12 Schools | Consolidated | ||||||||
OTHER INCOME | ||||||||
TOTAL ASSETS | 261,560 | |||||||
K-12 Schools | Segment assets | ||||||||
OTHER INCOME | ||||||||
TOTAL ASSETS | 402,185 | 402,185 | 261,560 | |||||
CP&CE Programs | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Net Revenues | ¥ 56,019 | 67,503 | 104,093 | 126,206 | ||||
Cost of revenues | (76,426) | (83,419) | ||||||
GROSS PROFIT | 27,667 | 42,787 | ||||||
OPERATING EXPENSES | ||||||||
Selling and marketing | (16,362) | (22,098) | ||||||
General and administrative | (58,633) | (38,131) | ||||||
Research and development | (3,540) | (2,184) | ||||||
Total operating expenses | (78,535) | (62,413) | ||||||
OPERATING (LOSS) INCOME | (50,868) | (19,626) | ||||||
OTHER INCOME | ||||||||
Interest income (expense), net | (445) | 602 | ||||||
Other (expense) income, net | 5,682 | (1,439) | ||||||
Gain from deregistration of subsidiaries | 295 | 1,325 | ||||||
Loss on disposal of subsidiaries | (1,124) | 0 | ||||||
Total other income | 4,408 | 488 | ||||||
(LOSS) INCOME BEFORE INCOME TAX AND NON-CONTROLLING INTEREST | ¥ (46,460) | (19,138) | ||||||
TOTAL ASSETS | 399,336 | 399,336 | ||||||
CP&CE Programs | Consolidated | ||||||||
OTHER INCOME | ||||||||
TOTAL ASSETS | 319,869 | |||||||
CP&CE Programs | Segment assets | ||||||||
OTHER INCOME | ||||||||
TOTAL ASSETS | ¥ 399,336 | ¥ 399,336 | ¥ 319,869 |
SEGMENT INFORMATION - Revenues
SEGMENT INFORMATION - Revenues and Long Lived, Geographical Areas (Details) ¥ in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Jun. 30, 2021 CNY (¥) | Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Jun. 30, 2021 CNY (¥) | Dec. 31, 2020 CNY (¥) | |
Segment Reporting Information [Line Items] | |||||||
Net Revenues | $ 16,412 | ¥ 109,928 | ¥ 172,251 | $ 30,463 | ¥ 204,043 | ¥ 301,856 | |
Long-lived Assets | 364,314 | 364,314 | ¥ 379,462 | ||||
PRC | |||||||
Segment Reporting Information [Line Items] | |||||||
Net Revenues | 77,803 | 141,066 | 141,000 | 234,927 | |||
Long-lived Assets | 211,379 | 211,379 | 222,396 | ||||
U.S. | |||||||
Segment Reporting Information [Line Items] | |||||||
Net Revenues | 32,125 | ¥ 31,185 | 63,043 | ¥ 66,929 | |||
Long-lived Assets | ¥ 152,935 | ¥ 152,935 | ¥ 157,066 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - CNY (¥) ¥ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Jinan QCY Intelligent Technology Co., Ltd | ||
RELATED PARTY TRANSACTIONS [Line Items] | ||
Service purchased from related party | ¥ (1,560) | ¥ (1,279) |
Beijing QC Technology Company Limited | ||
RELATED PARTY TRANSACTIONS [Line Items] | ||
Service purchased from related party | (146) | (654) |
Beijing HJRT Technology Company, Limited | ||
RELATED PARTY TRANSACTIONS [Line Items] | ||
Service purchased from related party | (132) | ¥ (132) |
Members of management team of the Group | ||
RELATED PARTY TRANSACTIONS [Line Items] | ||
Borrowing from related party | ¥ 1,203 |
RELATED PARTY TRANSACTIONS - Ba
RELATED PARTY TRANSACTIONS - Balances (Details) ¥ in Thousands, $ in Thousands | Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Dec. 31, 2021 CNY (¥) |
RELATED PARTY TRANSACTIONS [Line Items] | |||
Amounts due from related parties | $ 453 | ¥ 3,037 | ¥ 3,103 |
Amounts due to related parties | $ 767 | 5,135 | 3,793 |
Management | |||
RELATED PARTY TRANSACTIONS [Line Items] | |||
Amounts due from related parties | 3,037 | 3,103 | |
Amounts due to related parties | 5,135 | 3,793 | |
Shandong Shichuang Software Engineering Company Limited | Senior employee | |||
RELATED PARTY TRANSACTIONS [Line Items] | |||
Amounts due to related parties | 2,417 | 2,417 | |
Jinan QCY Intelligent Technology Co., Ltd | Management | |||
RELATED PARTY TRANSACTIONS [Line Items] | |||
Amounts due from related parties | 774 | 774 | |
Beijing QC Technology Company Limited | Management | |||
RELATED PARTY TRANSACTIONS [Line Items] | |||
Amounts due from related parties | 2,040 | 2,040 | |
Amounts due to related parties | 199 | 126 | |
URSUS Information Technology (Beijing) Company Limited | Management | |||
RELATED PARTY TRANSACTIONS [Line Items] | |||
Amounts due from related parties | 201 | 201 | |
Beijing HJRT Technology Company, Limited | Management | |||
RELATED PARTY TRANSACTIONS [Line Items] | |||
Amounts due from related parties | 22 | 88 | |
Amounts due to related parties | 66 | ||
Members of management team of the Group | Management | |||
RELATED PARTY TRANSACTIONS [Line Items] | |||
Amounts due to related parties | ¥ 2,453 | ¥ 1,250 |
ASSETS AND LIABILITIES HELD F_3
ASSETS AND LIABILITIES HELD FOR SALE - Assets and liabilities classified as held for sale (Details) - Assets And Liabilities Held For Sale - CNY (¥) ¥ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Assets classified as held for sale | ||
Cash and cash equivalents | ¥ 57,033 | ¥ 57,729 |
Short term investments, available for sale | 10,032 | |
Accounts receivable, net | 2,105 | 990 |
Prepaid and other current assets, net | 7,355 | 5,810 |
Property and equipment, net | 47,995 | 46,252 |
Land use right, net | 1,685 | 1,685 |
Intangible assets, net | 16,443 | 16,455 |
Goodwill | 3,803 | 3,803 |
Other non-current assets, net | 500 | |
Total Assets | 146,951 | 132,724 |
Liabilities classified as held for sale | ||
Deferred revenue | 62,831 | 64,832 |
Accounts payable | 801 | 1,117 |
Accrued and other liabilities | 7,676 | 12,000 |
Income tax payable, current | 2,972 | 643 |
Deferred tax liabilities, net | 4,577 | 4,569 |
Total liabilities | ¥ 78,857 | ¥ 83,161 |
DISPOSAL OF SUBSIDIARIES (Detai
DISPOSAL OF SUBSIDIARIES (Details) - CNY (¥) ¥ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
OOOK Holding Co., Ltd | ||
Disposal of subsidiaries | ||
Percentage of Interest Sold | 70% | |
Consolidated | ||
Disposal of subsidiaries | ||
Loss from disposal of subsidiaries | ¥ (1,124) | |
CP&CE Programs | ||
Disposal of subsidiaries | ||
Loss from disposal of subsidiaries | ¥ (1,124) | ¥ 0 |
GAIN FROM DEREGISTRATION OF S_2
GAIN FROM DEREGISTRATION OF SUBSIDIARIES (Details) ¥ in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Jun. 30, 2021 CNY (¥) | Jun. 30, 2022 USD ($) | Jun. 30, 2022 CNY (¥) | Jun. 30, 2021 CNY (¥) | |
Gain from deregistration of subsidiaries | $ 14 | ¥ 91 | ¥ 1,181 | $ 44 | ¥ 295 | ¥ 1,325 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) $ in Millions | Sep. 13, 2022 USD ($) |
Clover wealth limited | Subsequent Event | |
Business assets consideration | $ 10 |