FEDU 0001564590-22-006486 6-K Filing: Feb 24, 2022

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 February 2022

Commission File Number: 001-38264

Four Seasons Education (Cayman) Inc.

Room1301, Zi’an Building, 309 Yuyuan Road, Jing’an District, Shanghai

PRC 200040

(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☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

FOUR SEASONS EDUCATION (CAYMAN) INC. UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share data and per share data)

	As of
	February 28,		August 31,		August 31,
	2021		2021		2021
	RMB		RMB
Current assets
Cash and cash equivalents		378,358		417,756
Accounts receivable and contract assets, net		360		496
Amounts due from related parties		-		767
Other receivables, deposits and other assets		10,566		10,548
Short-term investments		31,000		20,000
Long-term investments under fair value - current		96,558		228,155
Total current assets		516,842		677,722
Non-current assets
Restricted cash		10,855		12,769
Property and equipment, net		15,804		5,285
Operating lease right-of-use assets		150,696		35,696
Intangible assets, net		7,118		3,974
Goodwill		36,967		-
Deferred tax assets		16,253		16,184
Equity method investments		36,784		251
Long-term investments under fair value – non-current		163,303		-
Other non-current assets		12,571		18,302
Total non-current assets		450,351		92,461
TOTAL ASSETS		967,193		770,183
Current liabilities
Amounts due to related parties		1,495		2,108
Accrued expenses and other current liabilities		86,947		111,553
Operating lease liabilities – current		52,674		20,831
Income tax payable		10,630		10,761
Deferred revenue		75,242		51,981
Total current liabilities		226,988		197,234

All values are in US Dollars.

FOUR SEASONS EDUCATION (CAYMAN) INC. UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share data and per share data)

	As of
	February 28,		August 31,		August 31,
	2021		2021		2021
	RMB		RMB
Non-current liabilities
Deferred tax liabilities		1,673		1,442
Operating lease liabilities – non-current		92,144		8,451
Total non-current liabilities		93,817		9,893
TOTAL LIABILITIES		320,805		207,127
EQUITY
Total equity		646,388		563,056
TOTAL LIABILITIES AND EQUITY		967,193		770,183

All values are in US Dollars.

FOUR SEASONS EDUCATION (CAYMAN) INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except share data and per share data)

	Six Months Ended August 31,
	2020			2021			2021
	RMB			RMB
Revenue		142,481			178,616
Cost of revenue		(84,470	)		(111,169	)		)
Gross profit		58,011			67,447
General and administrative expenses		(58,287	)		(53,064	)		)
Sales and marketing expenses		(14,938	)		(17,649	)		)
Impairment loss		-			(52,433	)		)
Operating loss		(15,214	)		(55,699	)		)
Subsidy income		7,852			1,894
Interest income, net		1,892			2,020
Other income, net		662			1,177
Loss before income taxes and loss from<br><br><br>equity method investments		(4,808	)		(50,608	)		)
Income tax expense		(1,395	)		(2,121	)		)
Loss from equity method investments		(1,364	)		(36,499	)		)
Net loss		(7,567	)		(89,228	)		)
Net loss attributable to non-controlling interest		61			(467	)		)
Net loss attributable to Four Seasons Education (Cayman) Inc.		(7,628	)		(88,761	)		)
Net loss per ordinary share:
Basic		(0.33	)		(3.84	)		)
Diluted		(0.33	)		(3.84	)		)
Weighted average shares used in calculating net loss per ordinary share:
Basic		23,131,195			23,131,195
Diluted		23,131,195			23,131,195

All values are in US Dollars.

FOUR SEASONS EDUCATION (CAYMAN) INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (in thousands, except share data and per share data)

	Six Months Ended August 31,
	2020			2021			2021
	RMB			RMB
Net loss		(7,567	)		(89,228	)		)
Other comprehensive loss, net of tax of nil
Foreign currency translation adjustments		(9,633	)		(251	)		)
Comprehensive loss		(17,200	)		(89,479	)		)
Less: Comprehensive income (loss) attributable to non-controlling interest		61			(467	)		)
Comprehensive loss attributable to Four Seasons Education (Cayman) Inc.		(17,261	)		(89,012	)		)

All values are in US Dollars.

Recent Development

On December 23, 2021, the Company issued a press release to announce that in response to the regulatory developments relating to after-school tutoring services, including the Opinions on Further Alleviating the Burden of Homework and After-School Tutoring for Students in Compulsory Education, published in July 2021 by the General Office of the CPC Central Committee and the General Office of the State Council (the “Opinion”) and the related implementation rules, regulations and measures promulgated by competent authorities, the Company planned to cease offering tutoring services relating to academic subjects to students from kindergarten through grade nine (“K-9 Academic AST Services”) in the mainland of China by the end of December 2021.

The Company has completed the cessation by the due date and expects that the cessation will have a substantial adverse impact on the Company’s revenues for the fiscal year ending February 28, 2022 and subsequent periods. In the fiscal year ended February 28, 2021, the revenues from offering K-9 Academic AST Services accounted for a substantial majority of the Company’s total revenues.

Building on its strong curriculum development capabilities, exceptional educational resources and a team well-versed in the high-quality education content, the Company will continue to operate and develop its non- K-9 Academic AST Services business, and will further explore other opportunities to provide educational services in accordance with relevant rules and regulations.

The Company is committed to fully complying with the policy directives in the Opinion and any related implementation rules, regulations and measures adopted by the central and local governments of China. The Company will continue to seek guidance from and work constructively with the government authorities in various provinces and municipalities in China in connection with its efforts to comply with the policy directives in the Opinion and any related implementation rules, regulations and measures. The Company will continue developing and improving its services and update its shareholders as appropriate.

Exchange Rate Information

This announcement contains translations of certain RMB amounts into U.S. dollars at a specified rate solely for the convenience of the reader. Unless otherwise noted, all translations from RMB to U.S. dollars are made at a rate of RMB6.4604 to US$1.00, the rate set forth in the H.10 statistical release of the U.S. Federal Reserve Board on August 31, 2021.

SIGNATURE

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.

Four Seasons Education (Cayman) Inc.
By:	/s/ Yi Zuo
Name:	Yi Zuo
Title:	Chief Executive Officer

Date: February 24, 2022

FEDU 6-K