Condensed Financial Information Of Parent Company | CONDENSED FINANCIAL INFORMATION OF PARENT COMPANY BALANCE SHEETS (Amounts in thousands, except for share and per share data) As of December 31, 2017 2018 2018 RMB RMB US$ ASSETS Cash and cash equivalents 155,652 1,086,521 158,028 Short-term investments — 441,513 64,215 Prepaid expenses and other current assets — 11,950 1,738 Amounts due from subsidiaries 509,657 695,194 101,112 Amounts due from related parties 242,078 — — Total current assets 907,387 2,235,178 325,093 TOTAL ASSETS 907,387 2,235,178 325,093 LIABILITIES, MEZZANINE EQUITY AND SHAREHOLDERS’ DEFICIT LIABILITIES Current liabilities Accrued expenses and other current liabilities 81 6,268 912 Total current liabilities 81 6,268 912 Non-current liabilities Investment in subsidiaries 1,524,565 2,556,801 371,871 Other non-current liabilities — 11,228 1,633 Total non-current liabilities 1,524,565 2,568,029 373,504 TOTAL LIABILITIES 1,524,646 2,574,297 374,416 MEZZANINE EQUITY Series A convertible redeemable preferred shares 292,000 — — Series B convertible redeemable preferred shares 601,605 — — Series B+ convertible redeemable preferred shares 131,104 — — TOTAL MEZZANINE EQUITY 1,024,709 — — SHAREHOLDERS’ DEFICIT Ordinary shares (par value of US$0.00005, 1,000,000,000 shares authorized; 4,329,000 and nil shares issued and outstanding as of December 31, 2017 and 2018, respectively) 1 — — Class A ordinary shares (par value of US$0.00005, 796,062,195 shares authorized; nil and 1,818,383 shares issued as of December 31, 2017 and 2018, respectively; nil and 1,773,301 shares outstanding as of December 31, 2017 and 2018, respectively) — 1 — Class B ordinary shares (par value of US$0.00005, 826,389 shares authorized; nil and 826,389 shares issued and outstanding as of December 31, 2017 and 2018, respectively) — — — Class C ordinary shares (par value of US$0.00005, 203,111,416 shares authorized; nil and 4,265,286 shares issued and outstanding as of December 31, 2017 and 2018, respectively) — 1 — Treasury stock — — — Additional paid-in capital 289,674 2,391,822 347,876 Accumulated other comprehensive (loss)/income (8,759 ) 118,827 17,283 Accumulated deficit (1,922,884 ) (2,849,770 ) (414,482 ) TOTAL SHAREHOLDERS’ DEFICIT (1,641,968 ) (339,119 ) (49,323 ) TOTAL LIABILITIES, MEZZANINE EQUITY AND SHAREHOLDERS’ DEFICIT 907,387 2,235,178 325,093 ADDITIONAL INFORMATION—FINANCIAL STATEMENT SCHEDULE I CONDENSED FINANCIAL INFORMATION OF PARENT COMPANY STATEMENTS OF OPERATIONS (Amounts in thousands, except for share and per share data) For the years ended December 31, 2016 2017 2018 RMB RMB RMB US$ Cost of revenues — (19,244 ) (475 ) (69 ) Gross profit — (19,244 ) (475 ) (69 ) Operating expenses Sales and marketing expenses — (75,237 ) (820 ) (119 ) General and administrative expenses (4 ) (194,878 ) (15,335 ) (2,230 ) Total operating expenses (4 ) (270,115 ) (16,155 ) (2,349 ) Loss from operations (4 ) (289,359 ) (16,630 ) (2,418 ) Interest income — 1,592 33,525 4,876 (Loss)/profit before income tax expenses (4 ) (287,767 ) 16,895 2,458 Income tax expenses — — — — Loss from investment in subsidiaries (253,563 ) (630,947 ) (943,781 ) (137,268 ) Net loss (253,567 ) (918,714 ) (926,886 ) (134,810 ) ADDITIONAL INFORMATION—FINANCIAL STATEMENT SCHEDULE I CONDENSED FINANCIAL INFORMATION OF PARENT COMPANY STATEMENT OF CHANGES IN SHAREHOLDERS’ DEFICIT (Amounts in thousands, except for share and per share data) Class A Class B Class C Additional Treasury Accumulated other Total Ordinary shares Ordinary shares Ordinary shares Ordinary shares paid-in stock comprehensive Accumulated shareholders' Shares Amounts Shares Amounts Shares Amounts Shares Amounts capital Shares Amounts (loss)/income deficit deficit RMB RMB RMB RMB RMB RMB RMB RMB RMB Balance as of January 1, 2016 3,818,618 1 — — — — — — 911 — — — (372,656 ) (371,744 ) Net loss for the year — — — — — — — — — — — — (253,567 ) (253,567 ) Recapitalization in connection with the Group’s 2016 reorganization — — — — — — — — — — — — (293,644 ) (293,644 ) Capital contribution from equity shareholders — — — — — — — — 30,000 — — — — 30,000 Balance as of December 31, 2016 3,818,618 1 — — — — — — 30,911 — — — (919,867 ) (888,955 ) Net loss for the year — — — — — — — — — — — — (918,714 ) (918,714 ) Capital contribution from a noncontrolling shareholder — — — — — — — — — — — — — — Repurchase of equity from shareholders — — — — — — — — (30,000 ) — — — (41,303 ) (71,303 ) Cash dividend to a Series A convertible redeemable preferred shareholder — — — — — — — — — — — — (43,000 ) (43,000 ) Shares issuance in relation to share-based compensation 510,382 — — — — — — — — — — — — — Share-based compensation — — — — — — — — 288,763 — — — — 288,763 Foreign currency translation adjustments — — — — — — — — — — — (8,759 ) — (8,759 ) Balance as of December 31, 2017 4,329,000 1 — — — — — — 289,674 — — (8,759 ) (1,922,884 ) (1,641,968 ) Net loss for the year — — — — — — — — — — — — (926,886 ) (926,886 ) Issuance of ordinary shares, net of issuance cost of 80,128 — — 659,131 — — — — — 1,109,517 — — — — 1,109,517 Conversion of convertible redeemable preferred shares upon initial public offering (4,329,000 ) (1 ) 1,159,252 1 826,389 — 4,265,286 1 1,024,708 — — — — 1,024,709 Share repurchase — — (45,082 ) — — — — — (34,828 ) 45,082 — — — (34,828 ) Share-based compensation — — — — — — — — 2,751 — — — — 2,751 Foreign currency translation adjustments — — — — — — — — — — — 127,586 — 127,586 Balance as of December 31, 2018 in RMB — — 1,773,301 1 826,389 — 4,265,286 1 2,391,822 45,082 — 118,827 (2,849,770 ) (339,119 ) Balance as of December 31, 2018 in USD — — 1,773,301 — 826,389 — 4,265,286 — 347,876 45,082 — 17,283 (414,482 ) (49,323 ) Note: The number of ordinary shares reflects the outstanding ordinary shares of the Company as if the Group’s 2017 reorganization took place on January 1, 2016. . ADDITIONAL INFORMATION—FINANCIAL STATEMENT SCHEDULE I CONDENSED FINANCIAL INFORMATION OF PARENT COMPANY STATEMENTS OF CASH FLOWS (Amounts in thousands, except for share and per share data) For the years ended December 31, 2016 2017 2018 RMB RMB RMB US$ CASH FLOWS FROM OPERATING ACTIVITIES Net loss (253,567 ) (918,714 ) (926,886 ) (134,810 ) Adjustments to reconcile net loss to net cash generated from operating activities: Share-based compensation — 288,763 3,851 560 Loss from investment in subsidiaries 253,563 813,313 1,032,235 150,132 Amounts due to subsidiaries — (751,735 ) (185,537 ) (26,985 ) Prepaid expenses and other current assets — — (19,276 ) (2,804 ) Other non-current liabilities — — 11,228 1,633 Accrued expenses and other current liabilities 4 75 4,231 615 Net cash used in operating activities — (568,298 ) (80,154 ) (11,659 ) CASH FLOWS FROM INVESTING ACTIVITIES Purchase of short-term investments — — (814,539 ) (118,470 ) Disposal of short-term investments — — 396,852 57,720 Net cash used in investing activities — — (417,687 ) (60,750 ) CASH FLOWS FROM FINANCING ACTIVITIES Amounts due from related parties — — 245,654 35,729 Payment for share repurchase — — (33,971 ) (4,941 ) Proceeds from initial public offering, net of issuance cost of 80,128 — — 1,109,517 161,373 Capital contribution from series B and B+ convertible redeemable preferred shareholders — 732,709 — — Net cash generated from financing activities — 732,709 1,321,200 192,161 Effect of exchange rate charges — (8,759 ) 107,510 15,637 Net increase in cash and cash equivalents — 155,652 930,869 135,389 Cash and cash equivalents at beginning of the year — — 155,652 22,639 Cash and cash equivalents at end of the year — 155,652 1,086,521 158,028 ADDITIONAL INFORMATION—FINANCIAL STATEMENT SCHEDULE I CONDENSED FINANCIAL INFORMATION OF PARENT COMPANY NOTES TO FINANCIAL STATEMENTS (Amounts in thousands, except for share and per share data) 1. Schedule I has been provided pursuant the requirements of Rule 12-04(a) and 5-04(c) of Regulation S-X, which require condensed financial information as to the financial position, changes in financial position and results of operations of a parent company as of the same dates and for the same periods for which audited consolidated financial statements have been presented when the restricted net assets of consolidated subsidiaries exceed 25 percent of consolidated net assets as of the end of the most recently completed fiscal year. 2. The condensed financial information of Sunlands Technology Group has been prepared using the same accounting policies as set out in the accompanying consolidated financial statements except that the equity method has been used to account for investments in its subsidiaries. 3. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The footnote disclosures contain supplemental information relating to the operations of the Group and, as such, these statements should be read in conjunction with the notes to the Consolidated Financial Statements of the Group. No dividend was paid by the Group's subsidiaries to their parent company in 2016, 2017 and 2018. 4. As of December 31, 2018, there were no material contingencies, significant provisions of long-term obligations, and mandatory dividend or redemption requirements of redeemable shares or guarantees of the Group, except for those which have been separately disclosed in the Consolidated Financial Statement, if any. |