UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of June 2024
Commission File Number: 001-41590
QUANTASING GROUP LIMITED
(Exact name of registrant as specified in its charter)
2/F, Building D, Ronsin Technology Center
Chaoyang District, Beijing 100102
People’s Republic of China
+86-10 6493-7857
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒
Form 40-F ☐
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
| |
QUANTASING GROUP LIMITED |
| |
|
|
| Date: June 6, 2024 |
By: |
/s/ Peng Li |
| |
Name: |
Peng Li |
| |
Title: |
Chairman and Chief Executive Officer |
EXHIBIT INDEX
2
Exhibit 99.1
QuantaSing Announces Unaudited Financial Results
for the Third Quarter of Fiscal Year 2024
Beijing, June 6, 2024 /GLOBE NEWSWIRE/ - QuantaSing
Group Limited (NASDAQ: QSG) (“QuantaSing” or the “Company”), a leading online learning service provider in China,
today announced its unaudited financial results for the third quarter of the fiscal year ending June 30, 2024 (the “third quarter
of FY 2024”, which refers to the quarter from January 1, 2024 to March 31, 2024).
Highlights for the Third Quarter of FY 2024
| ● | Revenues for the third quarter of FY 2024 were RMB945.6 million (US$131.0 million), representing
a change of 3.6% from the second quarter of the fiscal year ending June 30, 2024 (the “second quarter of FY 2024”) and an
increase of 17.1% from the third quarter of the fiscal year ended June 30, 2023 (the “third quarter of FY 2023”). |
| ● | Gross billings of individual online learning services1
for the third quarter of FY 2024 were RMB981.5million (US$135.9 million), representing an increase of 3.9% from the second quarter of
FY 2024 and an increase of 22.1% from the third quarter of FY 2023. |
| ● | Net income for the third quarter of FY 2024 was RMB14.6 million (US$2.0 million), compared with
RMB107.6 million in the second quarter of FY 2024, and a net loss of RMB22.7 million in the third quarter of FY 2023. |
| ● | Adjusted net income2
for the third quarter of FY 2024 was RMB31.9 million (US$4.4 million), compared with RMB103.9 million in the second quarter of FY 2024,
and RMB21.7 million in the third quarter of FY 2023. |
| ● | Total registered users increased by 40.3% to approximately 121.0 million as of March 31, 2024,
from 86.3 million as of March 31, 2023. |
| ● | Paying learners increased by 48.4% year over year to approximately 0.5 million in the third quarter
of FY 2024. |
Mr. Peng Li, Chairman and Chief Executive Officer
of QuantaSing, commented, “We are pleased to see the positive reception that our expanded course offerings have received from our
middle-aged and elderly users. By focusing on their unique interests and needs, such as Traditional Chinese Medicine and recreational
exercises like Ba Duan Jin, we are enriching their lives and fostering a vibrant community of lifelong learners. Our recent initiatives,
including the educational tour program and the launch of mini-lectures, have received enthusiastic feedback, highlighting robust demand
for active aging and continuous learning. During May 2024, our overseas development initiatives made solid progress, as Kelly’s
Education opened its first offline school in Hong Kong. Importantly, this quarter’s growth in gross billings and user engagement has further
solidified our business fundamentals. As we continue to develop and market consumer products tailored to our middle-aged and elderly users,
we are excited about the opportunities ahead to enhance their well-being and extend our reach in the silver economy.”
Mr. Dong Xie, Chief Financial Officer of QuantaSing,
added, “During the third quarter of fiscal year 2024, we achieved total revenues of RMB945.6 million, a 17.1% year-over-year increase
driven by robust demand for our skills upgrading courses. We strategically allocated cash flow into new initiatives using our “test-and-scale”
approach while closely monitoring our learning business to preserve profitability. Moving forward, our commitment to sustainable and profitable
growth will continue to guide our strategic trajectory.”
| 1 | Gross billings of individual online learning services is a non-GAAP
financial measure. For a reconciliation of revenues of individual online learning services to gross billings of individual online learning
services, see the “Non-GAAP Financial Measures” section and the table captioned “QuantaSing Group Limited Unaudited
Reconciliation of GAAP and Non-GAAP Results” below. |
| 2 | Adjusted net income/(loss) is a non-GAAP financial measure.
For a reconciliation of net (loss)/income to adjusted net income/(loss), see the “Non-GAAP Financial Measures” section and
the table captioned “QuantaSing Group Limited Unaudited Reconciliation of GAAP and Non-GAAP Results” below. |
Financial Results for the Third Quarter of
FY 2024
Revenues
Revenues increased by 17.1% year over year to
RMB945.6 million (US$131.0 million) in the third quarter of FY 2024, primarily driven by the growth in revenues from skills upgrading
courses, which primarily consist of courses aiming to improve the soft skills of individuals3.
| ● | Revenues from individual online learning services
increased by 14.3% year over year to RMB828.1 million (US$114.7 million) in the third quarter of FY 2024, up from RMB724.7 million in
the third quarter of FY 2023. This growth was primarily due to 1) revenues from skills upgrading courses3 increased to RMB464.4
million (US$64.3 million) in the third quarter of FY 2024 from RMB205.9 million in the third quarter of FY 2023, and 2) revenues from
recreation and leisure courses3 increased to RMB95.3 million (US$13.2 million) in the third quarter of FY 2024 from RMB32.1
million in the third quarter of FY 2023, partially offset by the decline of RMB218.2 million (US$30.2 million) in revenues from financial
literacy courses. |
| ● | Revenues from enterprise services were RMB65.1 million
(US$9.0 million) in the third quarter of FY 2024, compared to RMB81.1 million in the third quarter of FY 2023, representing a year-over-year
change of 19.8%, primarily due to a change in revenue streams from transactions involving related party and external entities, partially
offset by an increase in revenue due to higher demand from existing and new customers for marketing services. |
| ● | Revenues from others increased to RMB52.4 million
(US$7.3 million) in the third quarter of FY 2024 from RMB1.4 million in the third quarter of FY 2023, mainly driven by the increase in
revenues from the Company’s newest business endeavor, live e-commerce, which is aligned with its commitment to diversified revenue streams. |
Cost of revenues
Cost of revenues was RMB145.8 million (US$20.2
million) in the third quarter of FY 2024, compared to RMB101.1 million in the third quarter of FY 2023, representing a change of 44.3%.
The change was primarily due to increased labor outsourcing costs of RMB23.3 million (US$3.2 million) and higher procurement costs of
RMB27.1 million (US$3.7 million), and was partially offset by a RMB15.7 million (US$2.2 million) decrease in staff costs.
Sales and marketing expenses
Sales and marketing expenses were RMB729.6 million
(US$101.1 million) in the third quarter of FY 2024, compared to RMB631.4 million in the third quarter of FY 2023, representing a change
of 15.6%. The change was mainly due to increases in labor outsourcing costs of RMB84.9 million (US$11.8 million) and marketing and promotion
expenses of RMB89.4 million (US$12.4 million), partially offset by a decrease in staff costs of RMB73.7 million (US$10.2 million), which
includes a decrease in share-based compensation expenses of RMB9.5 million (US$1.3 million).
Research and development expenses
Research and development expenses were RMB38.8
million (US$5.4 million) in the third quarter of FY 2024, compared to RMB49.6 million in the third quarter of FY 2023, representing a
decrease of 21.7%. The decrease was primarily due to a decline in staff costs of RMB11.5 million (US$1.6 million), which includes a decrease
in share-based compensation expenses of RMB5.2 million (US$0.7 million).
| 3 | The Company has adopted a new presentation of its revenues since
the second quarter of FY 2024, which split other personal interest courses into skills upgrading courses and recreation and leisure courses,
to better align with its business strategies and provide useful and updated information to investors. Skills upgrading courses mainly
include short-video production courses and memory training courses. Recreation and leisure courses mainly include personal well-being
courses, electronic keyboard courses and standing meditation courses. The historical revenues presentation has been conformed to the
current presentation. |
General and administrative expenses
General and administrative expenses were RMB36.4
million (US$5.0 million) in the third quarter of FY 2024, compared to RMB48.3 million in the third quarter of FY 2023, representing a
decrease of 24.7%. The decrease was primarily due to a decline in share-based compensation expenses and office expenses.
Net income and adjusted net income
Net income was RMB14.6 million (US$2.0 million)
in the third quarter of FY 2024, compared with a net loss of RMB22.7 million in the third quarter of FY 2023. Adjusted net income was
RMB31.9 million (US$4.4 million) in the third quarter of FY 2024, compared with RMB21.7 million in the third quarter of FY 2023.
Earnings per share and adjusted earnings per
share4
Basic and diluted net income per share were RMB0.09
(US$0.01) in the third quarter of FY 2024, compared with basic and diluted net loss per share of RMB0.19 in the third quarter of FY 2023.
Basic and diluted adjusted net income per share were RMB0.19 (US$0.03) in the third quarter of FY 2024, compared with basic and diluted
adjusted net income per share of RMB0.11 in the third quarter of FY 2023.
Balance Sheet
As of March 31, 2024, the Company had cash and
cash equivalents and short-term investments of RMB1,149.9 million (US$159.3 million), compared with RMB930.6 million as of June 30, 2023.
Financial Outlook
Based on currently available
information, for the fourth quarter of FY 2024 (which refers to the quarter from April 1, 2024 to June 30, 2024), the Company expects
its revenues to be in the range of RMB900.0 million to RMB930.0 million, representing a year-over-year increase of 8.7% to 12.3%. The
forecasts reflect the Company’s current and preliminary views on the market and its operating conditions, which are subject to change.
Recent Developments
On June 9, 2023, the
Company announced that its board of directors had approved a share repurchase program of up to US$20.0 million of the Company’s
Class A ordinary shares in the form of American Depositary Shares (“ADSs”) for a 12-month period beginning on June 9, 2023
(the “Share Repurchase Program”). As of March 31, 2024, the Company had cumulatively repurchased an aggregate of approximately
2.6 million ADSs for approximately US$11.5 million under the Share Repurchase Program.
On March 20, 2024, as
part of its initiative to expand the e-commerce business and the AI and technology business, the Company, through one of its wholly-owned
PRC subsidiaries, entered into a partnership agreement to form a PRC limited partnership enterprise for future equity investment (the
“Partnership”), in which the Company served as a limited partner and committed to subscribing for 43.29% of the interests
in the Partnership for an aggregate capital contribution of RMB100.0 million. Up to the date of this press release, the Company has fulfilled
its initial capital contribution of RMB3.0 million.
| 4 | Basic and diluted adjusted net income/(loss) per ordinary share
are non-GAAP financial measures. For a reconciliation of basic and diluted net (loss)/income per ordinary share to basic and diluted
adjusted net income/(loss) per ordinary share, see the “Non-GAAP Financial Measures” section and the table captioned “QuantaSing
Group Limited Unaudited Reconciliation of GAAP and Non-GAAP Results” below. |
Conference Call Information
The Company’s management
team will hold a conference call at 7:00 A.M. Eastern Time on Thursday, June 6, 2024 (7:00 P.M. Beijing Time on the same day) to discuss
the financial results. Listeners may access the call by dialing the following numbers:
| International: |
|
1-412-902-4272 |
| United States Toll Free: |
|
1-888-346-8982 |
| Mainland China Toll Free: |
|
4001-201203 |
| Hong Kong Toll Free: |
|
800-905945 |
| Conference ID: |
|
QuantaSing Group Limited |
The replay will
be accessible through June 13, 2024 by dialing the following numbers:
| International: |
|
1-412-317-0088 |
| United States Toll Free: |
|
1-877-344-7529 |
| Access Code: |
|
7529094 |
A live and archived webcast
of the conference call will be available at the Company’s investor relations website at https://ir.quantasing.com.
Non-GAAP Financial Measures
To supplement the Company’s consolidated
financial statements, which are prepared and presented in accordance with U.S. GAAP, the Company uses gross billings of individual online
learning services, adjusted net income/(loss) and basic and diluted adjusted net income/(loss) per ordinary share as its non-GAAP financial
measures. Gross billings of individual online learning services for a specific period represents revenues of the Company’s individual
online learning services net of the changes in deferred revenues in such period, further adjusted by value-added tax in such period. Adjusted
net income/(loss) represents net (loss)/income excluding share-based compensation expense. Basic and diluted adjusted net income/(loss)
per ordinary share represents adjusted net income/(loss) attributable to ordinary shareholders of QuantaSing Group Limited divided by
weighted average number of ordinary shares outstanding during the periods used in computing adjusted net income/(loss) per ordinary share,
basic and diluted. The Company believes that the non-GAAP financial measures provide useful information about the Company’s results of
operations, enhance the overall understanding of the Company’s past performance and future prospects and allow for greater visibility
with respect to key metrics used by the Company’s management in its financial and operational decision-making.
The non-GAAP financial measures are not defined
under U.S. GAAP and are not presented in accordance with U.S. GAAP. The non-GAAP financial measures have limitations as analytical tools,
and when assessing the Company’s operating performance, investors should not consider them in isolation, or as a substitute for revenue,
net (loss)/income, net (loss)/income per ordinary share, basic and diluted or other consolidated statements of operations data prepared
in accordance with U.S. GAAP. The Company’s definition of non-GAAP financial measures may differ from those of industry peers and may
not be comparable with their non-GAAP financial measures.
The Company mitigates these limitations by reconciling
the non-GAAP financial measures to the most comparable U.S. GAAP performance measures, all of which should be considered when evaluating
the Company’s performance. For more information on these non-GAAP financial measures, please see the table captioned “QuantaSing
Group Limited Unaudited Reconciliation of GAAP and Non-GAAP Results” near the end of this release.
Exchange Rate Information
This announcement contains translations of certain
Renminbi (“RMB”) amounts into U.S. dollars (“US$”) at specified rates solely for the convenience of the reader.
Unless otherwise stated, all translations from Renminbi to U.S. dollars were made at the rate of RMB7.2203 to US$1.00, the exchange rate
on March 29, 2024, set forth in the H.10 statistical release of the Federal Reserve Board. The Company makes no representation that the
Renminbi or U.S. dollars amounts referred to could be converted into U.S. dollars or Renminbi, as the case may be, at any particular rate
or at all.
Safe Harbor Statements
This announcement contains forward-looking statements
within the meaning of Section 27A of Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended
and the Private Securities Litigation Reform Act of 1955. All statements other than statements of historical or current fact included
in this press release are forward-looking statements, including but not limited to statements regarding QuantaSing’s financial outlook,
beliefs and expectations. These statements can be identified by terminology such as “will,” “expects,” “anticipates,”
“future,” “intends,” “plans,” “believes,” “estimates,” “potential,”
“continue,” “ongoing,” “targets,” “guidance” and similar statements. Among other things,
the Financial Outlook in this announcement contains forward-looking statements. The Company may also make written or oral forward-looking
statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in its annual report to shareholders,
in press releases, and other written materials and in oral statements made by its officers, directors or employees to third parties. Forward-looking
statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained
in any forward-looking statement, including but not limited to the following: the Company’s growth strategies; its future business
development, results of operations and financial condition; its ability to attract and retain new users and learners and to increase the
spending and revenues generated from users and learners; its ability to maintain and enhance the recognition and reputation of its brand;
its expectations regarding demand for and market acceptance of its services and products; trends and competition in China’s adult
learning market; changes in its revenues and certain cost or expense items; the expected growth of China’s adult learning market;
PRC governmental policies and regulations relating to the Company’s business and industry, general economic and political conditions
in China and globally, and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks,
uncertainties, or factors is included in the Company’s filings with the SEC, including, without limitation, the final prospectus
related to the IPO filed with the SEC dated January 24, 2023. You are cautioned not to place undue reliance on these forward-looking statements,
which speak only as of the date this press release. All forward-looking statements are qualified in their entirety by this cautionary
statement, and the Company undertakes no obligation to revise or update any forward-looking statements to reflect events or circumstances
after the date hereof.
About QuantaSing Group Limited
QuantaSing is a leading online service provider
in China dedicated to improving people’s quality of life and well-being by providing lifelong personal learning and development
opportunities. The Company is the largest service provider in China’s online adult learning market and China’s adult personal
interest learning market in terms of revenue, according to a report by Frost & Sullivan based on data from 2022. By leveraging its
proprietary tools and technology, QuantaSing offers easy-to-understand, affordable, and accessible online courses to adult learners, empowering
users to pursue personal development. Leveraging its extensive experience in individual online learning services and its robust technology
infrastructure, the Company has expanded its services to corporate clients, and diversified its operations into its e-commerce business
and its AI and technology business.
For more information, please visit: https://ir.quantasing.com.
Contact
Investor Relations
Leah Guo
QuantaSing Group Limited
Email: ir@quantasing.com
Tel: +86 (10) 6493-7857
Robin Yang, Partner
ICR, LLC
Email: QuantaSing.IR@icrinc.com
Phone: +1 (212) 537-0429
QUANTASING GROUP LIMITED
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands, except for share and
per share data)
| | |
As of | |
| | |
June 30, 2023 | | |
March 31, 2024 | | |
March 31, 2024 | |
| | |
RMB | | |
RMB | | |
US$ | |
| | |
| | |
| | |
| |
| ASSETS | |
| | |
| | |
| |
| Current assets: | |
| | |
| | |
| |
| Cash and cash equivalents | |
| 764,281 | | |
| 971,575 | | |
| 134,562 | |
| Short-term investments | |
| 166,303 | | |
| 178,367 | | |
| 24,704 | |
| Accounts receivable, net | |
| 12,251 | | |
| 28,564 | | |
| 3,956 | |
| Amounts due from related parties | |
| 29,116 | | |
| 2,291 | | |
| 317 | |
| Inventory, net | |
| - | | |
| 7,185 | | |
| 995 | |
| Prepayments and other current assets | |
| 136,681 | | |
| 182,877 | | |
| 25,328 | |
| Total current assets | |
| 1,108,632 | | |
| 1,370,859 | | |
| 189,862 | |
| | |
| | | |
| | | |
| | |
| Non-current assets: | |
| | | |
| | | |
| | |
| Property and equipment, net | |
| 7,409 | | |
| 6,700 | | |
| 928 | |
| Intangible assets, net | |
| - | | |
| 2,807 | | |
| 389 | |
| Operating lease right-of-use assets | |
| 84,009 | | |
| 64,891 | | |
| 8,987 | |
| Deferred tax assets | |
| 2,084 | | |
| 13,721 | | |
| 1,900 | |
| Goodwill | |
| - | | |
| 7,389 | | |
| 1,023 | |
| Other non-current assets | |
| 21,296 | | |
| 21,365 | | |
| 2,959 | |
| Total non-current assets | |
| 114,798 | | |
| 116,873 | | |
| 16,186 | |
| TOTAL ASSETS | |
| 1,223,430 | | |
| 1,487,732 | | |
| 206,048 | |
| | |
| | | |
| | | |
| | |
| LIABILITIES | |
| | | |
| | | |
| | |
| Current liabilities: | |
| | | |
| | | |
| | |
| Accounts payables | |
| 62,094 | | |
| 87,001 | | |
| 12,049 | |
| Accrued expenses and other current liabilities | |
| 171,160 | | |
| 222,664 | | |
| 30,839 | |
| Income tax payable | |
| 8,794 | | |
| 5,103 | | |
| 707 | |
| Contract liabilities, current portion | |
| 517,213 | | |
| 527,948 | | |
| 73,120 | |
| Advance from customers | |
| 144,397 | | |
| 201,124 | | |
| 27,855 | |
| Operating lease liabilities, current portion | |
| 41,092 | | |
| 46,277 | | |
| 6,409 | |
| Total current liabilities | |
| 944,750 | | |
| 1,090,117 | | |
| 150,979 | |
| | |
| | | |
| | | |
| | |
| Non-current liabilities: | |
| | | |
| | | |
| | |
| Contract liabilities, non-current portion | |
| 7 | | |
| - | | |
| - | |
| Operating lease liabilities, non-current portion | |
| 52,840 | | |
| 29,359 | | |
| 4,066 | |
| Total non-current liabilities | |
| 52,847 | | |
| 29,359 | | |
| 4,066 | |
| TOTAL LIABILITIES | |
| 997,597 | | |
| 1,119,476 | | |
| 155,045 | |
QUANTASING GROUP LIMITED
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
- continued
(Amounts in thousands, except for share and
per share data)
| | |
As of | |
| | |
June 30, 2023 | | |
March 31, 2024 | | |
March 31, 2024 | |
| | |
RMB | | |
RMB | | |
US$ | |
| | |
| | |
| | |
| |
| SHAREHOLDERS’ EQUITY | |
| | |
| | |
| |
| Class A ordinary shares | |
| 78 | | |
| 81 | | |
| 11 | |
| Class B ordinary shares | |
| 34 | | |
| 34 | | |
| 5 | |
| Treasury stock | |
| - | | |
| (75,189 | ) | |
| (10,414 | ) |
| Additional paid-in capital | |
| 1,171,092 | | |
| 1,206,870 | | |
| 167,150 | |
| Accumulated other comprehensive income | |
| 22,182 | | |
| 17,228 | | |
| 2,386 | |
| Accumulative deficit | |
| (969,688 | ) | |
| (780,768 | ) | |
| (108,135 | ) |
| TOTAL QUANTASING GROUP LIMITED SHAREHOLDERS’ EQUITY | |
| 223,698 | | |
| 368,256 | | |
| 51,003 | |
| Non-controlling interests | |
| 2,135 | | |
| - | | |
| - | |
| TOTAL SHAREHOLDERS’ EQUITY | |
| 225,833 | | |
| 368,256 | | |
| 51,003 | |
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | |
| 1,223,430 | | |
| 1,487,732 | | |
| 206,048 | |
QUANTASING GROUP LIMITED
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS
OF OPERATIONS AND COMPREHENSIVE INCOME/(LOSS)
(Amounts in thousands, except for shares and
per share data)
| | |
For the Three Months Ended March 31, | | |
For the Nine Months Ended March 31, | |
| | |
2023 | | |
2024 | | |
2024 | | |
2023 | | |
2024 | | |
2024 | |
| | |
RMB | | |
RMB | | |
US$ | | |
RMB | | |
RMB | | |
US$ | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Revenues | |
| 807,243 | | |
| 945,570 | | |
| 130,960 | | |
| 2,253,034 | | |
| 2,795,248 | | |
| 387,137 | |
| Cost of revenues | |
| (101,057 | ) | |
| (145,848 | ) | |
| (20,200 | ) | |
| (275,372 | ) | |
| (409,058 | ) | |
| (56,654 | ) |
| | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Gross Profit | |
| 706,186 | | |
| 799,722 | | |
| 110,760 | | |
| 1,977,662 | | |
| 2,386,190 | | |
| 330,483 | |
| | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Operating expenses: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Sales and marketing expenses | |
| (631,380 | ) | |
| (729,620 | ) | |
| (101,051 | ) | |
| (1,835,439 | ) | |
| (2,006,884 | ) | |
| (277,950 | ) |
| Research and development expenses | |
| (49,601 | ) | |
| (38,840 | ) | |
| (5,379 | ) | |
| (166,171 | ) | |
| (123,655 | ) | |
| (17,126 | ) |
| General and administrative expenses | |
| (48,309 | ) | |
| (36,390 | ) | |
| (5,040 | ) | |
| (137,225 | ) | |
| (114,211 | ) | |
| (15,818 | ) |
| Total operating expenses | |
| (729,290 | ) | |
| (804,850 | ) | |
| (111,470 | ) | |
| (2,138,835 | ) | |
| (2,244,750 | ) | |
| (310,894 | ) |
| | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| (Loss)/Income from operations | |
| (23,104 | ) | |
| (5,128 | ) | |
| (710 | ) | |
| (161,173 | ) | |
| 141,440 | | |
| 19,589 | |
| | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Other income: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Interest income | |
| 1,811 | | |
| 2,513 | | |
| 348 | | |
| 2,659 | | |
| 8,369 | | |
| 1,159 | |
| Others, net | |
| 5,206 | | |
| 7,685 | | |
| 1,064 | | |
| 15,158 | | |
| 22,163 | | |
| 3,070 | |
| | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| (Loss)/Income before income tax | |
| (16,087 | ) | |
| 5,070 | | |
| 702 | | |
| (143,356 | ) | |
| 171,972 | | |
| 23,818 | |
| Income tax (expense)/benefit | |
| (6,576 | ) | |
| 9,560 | | |
| 1,324 | | |
| (17,986 | ) | |
| 16,948 | | |
| 2,347 | |
| | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Net (loss)/ income | |
| (22,663 | ) | |
| 14,630 | | |
| 2,026 | | |
| (161,342 | ) | |
| 188,920 | | |
| 26,165 | |
| | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Other comprehensive income/(loss) | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Foreign currency translation adjustments, net of nil tax | |
| 3,461 | | |
| 423 | | |
| 59 | | |
| 4,798 | | |
| (4,954 | ) | |
| (686 | ) |
| Total other comprehensive income/(loss) | |
| 3,461 | | |
| 423 | | |
| 59 | | |
| 4,798 | | |
| (4,954 | ) | |
| (686 | ) |
| | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Total comprehensive (loss)/income | |
| (19,202 | ) | |
| 15,053 | | |
| 2,085 | | |
| (156,544 | ) | |
| 183,966 | | |
| 25,479 | |
| | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Net (loss)/Income | |
| (22,663 | ) | |
| 14,630 | | |
| 2,026 | | |
| (161,342 | ) | |
| 188,920 | | |
| 26,165 | |
| Accretion of the Company’s preferred shares | |
| (2,867 | ) | |
| - | | |
| - | | |
| (22,379 | ) | |
| - | | |
| - | |
| Net (loss)/income attributable to ordinary shareholders of QuantaSing Group Limited | |
| (25,530 | ) | |
| 14,630 | | |
| 2,026 | | |
| (183,721 | ) | |
| 188,920 | | |
| 26,165 | |
| | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Net (loss)/income per ordinary share | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| - Basic | |
| (0.19 | ) | |
| 0.09 | | |
| 0.01 | | |
| (2.23 | ) | |
| 1.14 | | |
| 0.16 | |
| - Diluted | |
| (0.19 | ) | |
| 0.09 | | |
| 0.01 | | |
| (2.23 | ) | |
| 1.10 | | |
| 0.15 | |
| Weighted average number of ordinary shares used in computing net (loss)/income per ordinary share | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| - Basic | |
| 135,768,739 | | |
| 164,753,256 | | |
| 164,753,256 | | |
| 82,295,042 | | |
| 166,399,349 | | |
| 166,399,349 | |
| - Diluted | |
| 135,768,739 | | |
| 170,890,581 | | |
| 170,890,581 | | |
| 82,295,042 | | |
| 171,089,530 | | |
| 171,089,530 | |
| Share-based compensation expenses included in | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Cost of revenues | |
| (7,560 | ) | |
| (2,878 | ) | |
| (399 | ) | |
| (19,523 | ) | |
| (9,945 | ) | |
| (1,377 | ) |
| Sales and marketing expenses | |
| (12,318 | ) | |
| (2,779 | ) | |
| (385 | ) | |
| (39,934 | ) | |
| 8,678 | | |
| 1,202 | |
| Research and development expenses | |
| (8,762 | ) | |
| (3,599 | ) | |
| (498 | ) | |
| (41,269 | ) | |
| (10,611 | ) | |
| (1,470 | ) |
| General and administrative expenses | |
| (15,719 | ) | |
| (8,039 | ) | |
| (1,113 | ) | |
| (53,167 | ) | |
| (28,961 | ) | |
| (4,011 | ) |
QUANTASING GROUP LIMITED
UNAUDITED RECONCILIATION OF GAAP AND NON-GAAP
RESULTS
(Amounts in thousands, except for shares and
per share data)
The following table below sets forth a reconciliation of revenues to
gross billings for the periods indicated:
| | |
For the Three Months Ended March 31, | | |
For the Nine Months Ended March 31, | |
| | |
2023 | | |
2024 | | |
2024 | | |
2023 | | |
2024 | | |
2024 | |
| | |
RMB | | |
RMB | | |
US$ | | |
RMB | | |
RMB | | |
US$ | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Revenues of individual online learning services: | |
| 724,716 | | |
| 828,127 | | |
| 114,694 | | |
| 2,013,784 | | |
| 2,457,588 | | |
| 340,372 | |
| Add: value-added tax | |
| 46,213 | | |
| 52,986 | | |
| 7,338 | | |
| 127,929 | | |
| 147,665 | | |
| 20,451 | |
| Add: ending deferred revenues(1) | |
| 677,272 | | |
| 744,320 | | |
| 103,087 | | |
| 677,272 | | |
| 744,320 | | |
| 103,087 | |
| Less: beginning deferred revenues(1) | |
| (644,586 | ) | |
| (643,929 | ) | |
| (89,183 | ) | |
| (531,662 | ) | |
| (661,360 | ) | |
| (91,597 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Gross billings of individual online learning services | |
| 803,615 | | |
| 981,504 | | |
| 135,936 | | |
| 2,287,323 | | |
| 2,688,213 | | |
| 372,313 | |
| (1) | Deferred revenues include contract liabilities, advance from
customers, and refund liability of individual online learning services included in “accrued expenses and other current liabilities.” |
QUANTASING GROUP LIMITED
UNAUDITED RECONCILIATION OF GAAP AND NON-GAAP
RESULTS - continued
(Amounts in thousands, except for shares and
per share data)
The following table below sets forth a reconciliation of net (loss)/income
to adjusted net income/(loss) and basic and diluted net (loss)/income per ordinary share to basic and diluted adjusted net income/(loss)
per ordinary share for the periods indicated:
| | |
For the Three Months Ended March 31, | | |
For Nine Months Ended March 31, | |
| | |
2023 | | |
2024 | | |
2024 | | |
2023 | | |
2024 | | |
2024 | |
| | |
RMB | | |
RMB | | |
US$ | | |
RMB | | |
RMB | | |
US$ | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
| Net (loss)/income | |
| (22,663 | ) | |
| 14,630 | | |
| 2,026 | | |
| (161,342 | ) | |
| 188,920 | | |
| 26,165 | |
| Add: Share-based compensation | |
| 44,359 | | |
| 17,295 | | |
| 2,395 | | |
| 153,893 | | |
| 40,839 | | |
| 5,656 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Adjusted net income/(loss) | |
| 21,696 | | |
| 31,925 | | |
| 4,421 | | |
| (7,449 | ) | |
| 229,759 | | |
| 31,821 | |
| Accretion of the Company’s preferred shares | |
| (2,867 | ) | |
| - | | |
| - | | |
| (22,379 | ) | |
| - | | |
| - | |
| Income allocation to participating preferred shares | |
| (3,431 | ) | |
| - | | |
| - | | |
| - | | |
| - | | |
| - | |
| Adjusted net income/(loss) attributable to ordinary shareholders of QuantaSing Group Limited | |
| 15,398 | | |
| 31,925 | | |
| 4,421 | | |
| (29,828 | ) | |
| 229,759 | | |
| 31,821 | |
| | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Weighted average number of ordinary shares used in computing net (loss)/income per ordinary share | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| - Basic | |
| 135,768,739 | | |
| 164,753,256 | | |
| 164,753,256 | | |
| 82,295,042 | | |
| 166,399,349 | | |
| 166,399,349 | |
| - Diluted | |
| 135,768,739 | | |
| 170,890,581 | | |
| 170,890,581 | | |
| 82,295,042 | | |
| 171,089,530 | | |
| 171,089,530 | |
| Weighted average number of ordinary shares used in computing adjusted net income/(loss) per ordinary share | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| - Basic | |
| 135,768,739 | | |
| 164,753,256 | | |
| 164,753,256 | | |
| 82,295,042 | | |
| 166,399,349 | | |
| 166,399,349 | |
| - Diluted | |
| 142,354,949 | | |
| 170,890,581 | | |
| 170,890,581 | | |
| 82,295,042 | | |
| 171,089,530 | | |
| 171,089,530 | |
| | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| Net (loss)/income per ordinary share | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| - Basic | |
| (0.19 | ) | |
| 0.09 | | |
| 0.01 | | |
| (2.23 | ) | |
| 1.14 | | |
| 0.16 | |
| - Diluted | |
| (0.19 | ) | |
| 0.09 | | |
| 0.01 | | |
| (2.23 | ) | |
| 1.10 | | |
| 0.15 | |
| Non-GAAP adjustments to net (loss)/income per ordinary share | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| - Basic | |
| 0.30 | | |
| 0.10 | | |
| 0.02 | | |
| 1.87 | | |
| 0.24 | | |
| 0.03 | |
| - Diluted | |
| 0.30 | | |
| 0.10 | | |
| 0.02 | | |
| 1.87 | | |
| 0.24 | | |
| 0.04 | |
| Adjusted net income/(loss) per ordinary share | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
| - Basic | |
| 0.11 | | |
| 0.19 | | |
| 0.03 | | |
| (0.36 | ) | |
| 1.38 | | |
| 0.19 | |
| - Diluted | |
| 0.11 | | |
| 0.19 | | |
| 0.03 | | |
| (0.36 | ) | |
| 1.34 | | |
| 0.19 | |
10 / 10
Exhibit 99.2
QuantaSing Announces Changes in Composition
of Board and Management
Beijing, June 6, 2024 /GLOBE NEWSWIRE/ - QuantaSing
Group Limited (NASDAQ: QSG) (“QuantaSing” or the “Company”), a leading online learning service provider in China,
today announced changes in the composition of its board of directors (the “Board”) and management.
The Company received a letter of resignation dated
June 5, 2024 from Mr. Jinshan Li, notifying the Company of his resignation as a director effective upon June 5, 2024 and the chief technology
officer effective upon June 30, 2024, for personal reasons not resulting from any disagreement with the Company on any matter relating
to the Company’s operations, policies or practice.
Mr. Jinshan Li has been a valued member of the
executive team and has contributed significantly to the Company’s achievements during his tenure. The decision to resign comes after
Mr. Jinshan Li had decided to pursue new opportunities that align with his professional aspirations. The Company respects his decision
and wishes him the best in his future endeavors.
Following the foregoing changes, Mr. Peng Li,
Mr. Dong Xie and Ms. Xihao Liu will continue to serve as the chief executive officer, chief financial officer and senior vice president
of the Company, respectively. The Board will consist of four directors, including Mr. Peng Li, Mr. Frank Lin, Mr. Dong Xie and Ms. Xihao
Liu, and three independent directors, namely Mr. Hongqiang Zhao, Ms. Pei Hua (Helen) Wong and Mr. Chenyang Wei.
Safe Harbor Statements
This announcement contains forward-looking statements
within the meaning of Section 27A of Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended
and the Private Securities Litigation Reform Act of 1955. All statements other than statements of historical or current fact included
in this press release are forward-looking statements, including but not limited to statements regarding QuantaSing’s financial outlook,
beliefs and expectations. These statements can be identified by terminology such as “will,” “expects,” “anticipates,”
“future,” “intends,” “plans,” “believes,” “estimates,” “potential,”
“continue,” “ongoing,” “targets,” “guidance” and similar statements. Among other things,
the Financial Outlook in this announcement contains forward-looking statements. The Company may also make written or oral forward-looking
statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in its annual report to shareholders,
in press releases, and other written materials and in oral statements made by its officers, directors or employees to third parties. Forward-looking
statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained
in any forward-looking statement, including but not limited to the following: the Company’s growth strategies; its future business
development, results of operations and financial condition; its ability to attract and retain new users and learners and to increase the
spending and revenues generated from users and learners; its ability to maintain and enhance the recognition and reputation of its brand;
its expectations regarding demand for and market acceptance of its services and products; trends and competition in China’s adult
learning market; changes in its revenues and certain cost or expense items; the expected growth of China’s adult learning market;
PRC governmental policies and regulations relating to the Company’s business and industry, general economic and political conditions
in China and globally, and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks,
uncertainties, or factors is included in the Company’s filings with the SEC, including, without limitation, the final prospectus
related to the IPO filed with the SEC dated January 24, 2023. You are cautioned not to place undue reliance on these forward-looking statements,
which speak only as of the date this press release. All forward-looking statements are qualified in their entirety by this cautionary
statement, and the Company undertakes no obligation to revise or update any forward-looking statements to reflect events or circumstances
after the date hereof.
About QuantaSing Group Limited
QuantaSing is a leading online service provider
in China dedicated to improving people’s quality of life and well-being by providing lifelong personal learning and development
opportunities. The Company is the largest service provider in China’s online adult learning market and China’s adult personal
interest learning market in terms of revenue, according to a report by Frost & Sullivan based on data from 2022. By leveraging its
proprietary tools and technology, QuantaSing offers easy-to-understand, affordable, and accessible online courses to adult learners, empowering
users to pursue personal development. Leveraging its extensive experience in individual online learning services and its robust technology
infrastructure, the Company has expanded its services to corporate clients, and diversified its operations into its e-commerce business
and its AI and technology business.
For more information, please visit: https://ir.quantasing.com.
Contact
Investor Relations
Leah Guo
QuantaSing Group Limited
Email: ir@quantasing.com
Tel: +86 (10) 6493-7857
Robin Yang, Partner
ICR, LLC
Email: QuantaSing.IR@icrinc.com
Phone: +1 (212) 537-0429
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