6-K

TAL Education Group (TAL)

6-K 2024-01-26 For: 2024-01-26
View Original
Added on April 06, 2026

UNITED STATES

SECURITIES AND EXCHANGECOMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATEISSUER

PURSUANT TO RULE 13a-16OR 15d-16 UNDER

THE SECURITIES EXCHANGEACT OF 1934


For the month of January 2024

Commission File Number: 001-34900

TAL EDUCATION GROUP

5/F, Tower B, HeyingCenter

Xiaoying West Street,Haidian District

Beijing 100085

People’s Republicof China

(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 x    Form 40-F ¨

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.

TAL Education Group
By: /s/ Alex Zhuangzhuang Peng
Name: Alex Zhuangzhuang Peng
Title: President and Chief Financial Officer

Date: January 26, 2024

Exhibit Index

Exhibit 99.1 – Press Release – TAL Education Group Announces Unaudited Financial Results for the Third Fiscal Quarter Ended November 30, 2023

Exhibit 99.1

TALEducation Group Announces Unaudited Financial Results for the

Third FiscalQuarter Ended November 30, 2023

(Beijing–January 25, 2024)—TAL Education Group (NYSE: TAL) (“TAL” or the “Company”), a smart learning solutions provider in China, today announced its unaudited financial results for the third quarter of fiscal year 2024 ended November 30, 2023.

Highlights for the Third Quarter of Fiscal Year 2024

- Net revenues was US$373.5 million, compared to net revenues of US$232.7 million in the same period of the prior year.
- Loss from operations was US$32.2 million, compared to loss from operations of US$32.9 million in the same period of the prior year.
- Non-GAAP loss from operations, which excluded share-based compensation expenses, was US$10.2 million, compared to non-GAAP loss from<br>operations of US$4.5 million in the same period of the prior year.
- Net loss attributable to TAL was US$23.9 million, compared to net loss attributable to TAL of US$51.6 million in the same period of<br>the prior year.
- Non-GAAP net loss attributable to TAL, which excluded share-based compensation expenses, was US$1.9 million, compared to non-GAAP<br>net loss attributable to TAL of US$23.2 million in the same period of the prior year.
- Basic and diluted net loss per American Depositary Share (“ADS”) were both US$0.04. Non-GAAP basic and diluted net loss<br>per ADS, which excluded share-based compensation expenses, were both US$0.00. Three ADSs represent one Class A common share.
- Cash, cash equivalents and short-term investments totaled US$3,167.6 million as of November 30, 2023, compared to US$3,171.5<br>million as of February 28, 2023.
- Highlights for the Nine Months Ended November 30, 2023
--- ---
- Net revenues was US$1,060.9 million, compared to net revenues of US$750.8 million in the same period of the prior year.
--- ---
- Loss from operations was US$58.2 million, compared to loss from operations of US$46.3 million in the same period of the prior year.
- Non-GAAP income from operations, which excluded share-based compensation expenses, was US$10.2 million, compared to non-GAAP income<br>from operations of US$35.9 million in the same period of the prior year.
- Net loss attributable to TAL was US$31.1 million, compared to net loss attributable to TAL of US$96.2 million in the same period of<br>the prior year.
- Non-GAAP net income attributable to TAL, which excluded share-based compensation expenses, was US$37.3 million, compared to non-GAAP<br>net loss attributable to TAL of US$14.0 million in the same period of the prior year.
- Basic and diluted net loss per ADS were both US$0.05. Non-GAAP basic and diluted net income per ADS, excluding share-based compensation<br>expenses, were both US$0.06.

Financial Data——Third Quarter and First Nine Monthsof Fiscal Year 2024

(In US$ thousands, except per ADS data and percentages)

Three Months Ended
November 30,
2022 2023 Pct. Change
Net revenues 232,681 373,506 60.5 %
Loss from operations (32,882 ) (32,185 ) (2.1 %)
Non-GAAP loss from operations (4,540 ) (10,184 ) 124.3 %
Net loss attributable to TAL (51,579 ) (23,946 ) (53.6 %)
Non-GAAP net loss attributable to TAL (23,237 ) (1,945 ) (91.6 %)
Net loss per ADS attributable to TAL – basic (0.08 ) (0.04 ) (50.9 %)
Net loss per ADS attributable to TAL – diluted (0.08 ) (0.04 ) (50.9 %)
Non-GAAP net loss per ADS attributable to TAL – basic (0.04 ) (0.00 ) (91.1 %)
Non-GAAP net loss per ADS attributable to TAL – diluted (0.04 ) (0.00 ) (91.1 %)
Nine Months Ended
--- --- --- --- --- --- --- --- --- ---
November 30,
2022 2023 Pct. Change
Net revenues 750,786 1,060,877 41.3 %
Loss from operations (46,314 ) (58,168 ) 25.6 %
Non-GAAP income from operations 35,931 10,229 (71.5 %)
Net loss attributable to TAL (96,195 ) (31,081 ) (67.7 %)
Non-GAAP net (loss)/income attributable to TAL (13,950 ) 37,316 (367.5 %)
Net loss per ADS attributable to TAL – basic (0.15 ) (0.05 ) (66.3 %)
Net loss per ADS attributable to TAL – diluted (0.15 ) (0.05 ) (66.3 %)
Non-GAAP net (loss)/income per ADS attributable to TAL – basic (0.02 ) 0.06 (379.0 %)
Non-GAAP net (loss)/income per ADS attributable to TAL – diluted (0.02 ) 0.06 (374.4 %)

“Throughout this fiscal quarter, we continue to manage our core businesses, while concurrently exploring additional opportunities for development.” said Alex Peng, TAL’s President & Chief Financial Officer.

Mr. Peng added: “Also, we recognize the transformative potential of this new wave of technologies for our business operations, and will harness its power to serve our customers.”


FinancialResults for the Third Quarter of Fiscal Year 2024

Net Revenues

In the third quarter of fiscal year 2024, TAL reported net revenues of US$373.5 million, representing a 60.5% increase from US$232.7 million in the third quarter of fiscal year 2023.

Operating Costs and Expenses

In the third quarter of fiscal year 2024, operating costs and expenses were US$405.8 million, representing a 52.4% increase from US$266.3 million in the third quarter of fiscal year 2023. Non-GAAP operating costs and expenses, which excluded share-based compensation expenses, were US$383.8 million, representing a 61.3% increase from US$238.0 million in the third quarter of fiscal year 2023.

Cost of revenues increased by 68.2% to US$173.2 million from US$103.0 million in the third quarter of fiscal year 2023. Non-GAAP cost of revenues, which excluded share-based compensation expenses, increased by 71.7% to US$170.7 million, from US$99.4 million in the third quarter of fiscal year 2023.

Selling and marketing expenses increased by 73.3% to US$122.0 million from US$70.4 million in the third quarter of fiscal year 2023. Non-GAAP selling and marketing expenses, which excluded share-based compensation expenses, increased by 82.6% to US$116.4 million, from US$63.8 million in the third quarter of fiscal year 2023.

General and administrative expenses increased by 19.0% to US$110.7 million from US$93.0 million in the third quarter of fiscal year 2023. Non-GAAP general and administrative expenses, which excluded share-based compensation expenses, increased by 29.3% to US$96.7 million, from US$74.8 million in the third quarter of fiscal year 2023.

Total share-based compensation expenses allocated to the related operating costs and expenses decreased by 22.4% to US$22.0 million in the third quarter of fiscal year 2024 from US$28.3 million in the same period of fiscal year 2023.

Gross Profit

Gross profit increased by 54.4% to US$200.3 million from US$129.7 million in the third quarter of fiscal year 2023.

Loss from Operations

Loss from operations was US$32.2 million in the third quarter of fiscal year 2024, compared to loss from operations of US$32.9 million in the third quarter of fiscal year 2023. Non-GAAP loss from operations, which excluded share-based compensation expenses, was US$10.2 million, compared to Non-GAAP loss from operations of US$4.5 million in the same period of the prior year.

Other (Expense)/Income

Other income was US$13.3 million for the third quarter of fiscal year 2024, compared to other expense of US$32.0 million in the third quarter of fiscal year 2023.

Impairment Loss on Long-term Investments

Impairment loss on long-term investment was US$2.3 million for the third quarter of fiscal year 2024, compared to impairment loss on long-term investment of US$0.2 million for the third quarter of fiscal year 2023.

Income Tax Expense

Income tax expense was US$15.4 million in the third quarter of fiscal year 2024, compared to US$2.8 million of income tax expense in the third quarter of fiscal year 2023.

Net (Loss)/Income attributable to TAL Education Group

Net loss attributable to TAL was US$23.9 million in the third quarter of fiscal year 2024, compared to net loss attributable to TAL of US$51.6 million in the third quarter of fiscal year 2023. Non-GAAP net loss attributable to TAL, which excluded share-based compensation expenses, was US$1.9 million, compared to Non-GAAP net loss attributable to TAL of US$23.2 million in the third quarter of fiscal year 2023.

Basic and Diluted Net (Loss)/Income per ADS

Basic and diluted net loss per ADS were both US$0.04 in the third quarter of fiscal year 2024. Non-GAAP basic and diluted net loss per ADS, which excluded share-based compensation expenses, were both US$0.00 in the third quarter of fiscal year 2024.

Cash Flow

Net cash provided by operating activities for the third quarter of fiscal year 2024 was US$247.1 million.

Cash, Cash Equivalents, and Short-Term Investments

As of November 30, 2023, the Company had US$2,193.4 million of cash and cash equivalents and US$974.2 million of short-term investments, compared to US$2,021.9 million of cash and cash equivalents and US$1,149.6 million of short-term investments as of February 28, 2023.

Deferred Revenue

As of November 30, 2023, the Company’s deferred revenue balance was US$507.7 million, compared to US$237.4 million as of February 28, 2023.

Financial Results for the First Nine Months of Fiscal Year 2024

Net Revenues

For the first nine months of fiscal year 2024, TAL reported net revenues of US$1,060.9 million, representing a 41.3% increase from US$750.8 million in the first nine months of fiscal year 2023.

Operating Costs and Expenses

In the first nine months of fiscal year 2024, operating costs and expenses were US$1,130.7 million, a 38.1% increase from US$818.8 million in the first nine months of fiscal year 2023. Non-GAAP operating costs and expenses, which excluded share-based compensation expenses, were US$1,062.3 million, a 44.2% increase from US$736.6 million in the first nine months of fiscal year 2023.

Cost of revenues increased by 56.2% to US$482.1 million from US$308.6 million in the first nine months of fiscal year 2023. Non-GAAP cost of revenues, which excluded share-based compensation expenses, increased by 58.3% to US$475.1 million from US$300.1 million in the first nine months of fiscal year 2023.

Selling and marketing expenses increased by 61.1% to US$335.9 million from US$208.5 million in the first nine months of fiscal year 2023. Non-GAAP selling and marketing expenses, which excluded share-based compensation expenses, increased by 70.8% to US$316.8 million from US$185.5 million in the first nine months of fiscal year 2023.

General and administrative expenses increased by 3.7% to US$312.7 million from US$301.6 million in the first nine months of fiscal year 2023. Non-GAAP general and administrative expenses, which excluded share-based compensation expenses, increased by 7.8% to US$270.4 million from US$250.9 million in the first nine months of fiscal year 2023.

Total share-based compensation expenses allocated to the related operating costs and expenses decreased by 16.8% to US$68.4 million in the first nine months of fiscal year 2024 from US$82.2 million in the same period of fiscal year 2023.

Gross Profit

Gross profit increased by 30.9% to US$578.8 million from US$442.1 million in the first nine months of fiscal year 2023.

(Loss)/Income from Operations

Loss from operations was US$58.2 million in the first nine months of fiscal year 2024, compared to loss from operations of US$46.3 million in the same period of the prior year. Non-GAAP income from operations, which excluded share-based compensation expenses, was US$10.2 million, compared to US$35.9 million Non-GAAP income from operations in the same period of the prior year.

Other (Expense)/Income

Other income was US$11.5 million for the first nine months of fiscal year 2024, compared to other expense of US$84.5 million in the same period of the prior year.

Impairment Loss on Long-term Investments

Impairment loss on long-term investments was US$33.0 million for the first nine months of fiscal year 2024, compared to US$6.8 million for the first nine months of fiscal year 2023.

Income Tax Expense

Income tax expense was US$8.9 million in the first nine months of fiscal year 2024, compared to US$9.6 million of income tax expense in the first nine months of fiscal year 2023.

Net (Loss)/Income Attributable to TAL Education Group

Net loss attributable to TAL was US$31.1 million in the first nine months of fiscal year 2024, compared to net loss attributable to TAL of US$96.2 million in the first nine months of fiscal year 2023. Non-GAAP net income attributable to TAL, which excluded share-based compensation expenses, was US$37.3 million, compared to US$14.0 million Non-GAAP net loss attributable to TAL in the same period of the prior year.

Cash Flow

Net cash provided by operating activities for the first nine months of fiscal year 2024 was US$329.9 million.

Basic and Diluted Net (Loss)/Income per ADS

Basic and diluted net loss per ADS were both US$0.05 in the first nine months of fiscal year 2024. Non-GAAP basic and diluted net income per ADS, which excluded share-based compensation expenses, were both US$0.06.

Share Repurchase

In April 2023, the Company’s board of directors authorized to extend its share repurchase program launched in April 2021 by 12 months. Pursuant to the extended share repurchase program, the Company may repurchase up to approximately US$737.4 million of its common shares through April 30, 2024. As of November 30, 2023, the Company has repurchased 13,385,764 common shares at an aggregate consideration of approximately US$233.6 million under the share repurchase program.

Director Resignation and Appointment

Mr. Yunfeng Bai (“Mr. Bai”) has resigned from his position as a director of the Company, effective January 23, 2024. Mr. Bai’s resignation was due to personal reasons and not as a result of any disagreement between Mr. Bai and the Company, its management, the Board or any committee of the Board. The Board appointed Dr. Yachao Liu (“Dr. Liu”), who currently serves as the chief operating officer of the Company, as a new director to serve on the Board, effective January 23, 2024.

Conference Call

The Company will host a conference call and live webcast to discuss its financial results for the third fiscal quarter of fiscal year 2024 ended November 30, 2023 at 7:00 a.m. Eastern Time on January 25, 2024 (8:00 p.m. Beijing time on January 25, 2024).

Please note that you will need to pre-register for conference call participation at https://register.vevent.com/register/BI667c14d6700b44e0a1cd016d7f7f8878.

Upon registration, you will receive an email containing participant dial-in numbers and unique Direct Event Passcode. This information will allow you to gain immediate access to the call. Participants may pre-register at any time, including up to and after the call start time.

A live and archived webcast of the conference call will be available on the Investor Relations section of TAL's website at https://ir.100tal.com/.

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates” and similar statements. Among other things, TAL Education Group’s strategic and operational plans contain forward-looking statements. The Company may also make written or oral forward-looking statements in its reports filed with, or furnished to, the U.S. Securities and Exchange Commission, in its annual reports to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about the Company’s beliefs and expectations, are forward-looking statements. 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 ability to continue to provide competitive learning services and products; the Company’s ability to continue to recruit, train and retain talents; the Company’s ability to improve the content of current course offerings and develop new courses; the Company’s ability to maintain and enhance its brand; the Company’s ability to maintain and continue to improve its teaching results; and the Company’s ability to compete effectively against its competitors. Further information regarding these and other risks is included in the Company’s reports filed with, or furnished to the U.S. Securities and Exchange Commission. All information provided in this press release and in the attachments is as of the date of this press release, and TAL Education Group undertakes no duty to update such information or any forward-looking statement, except as required under applicable law.

About TAL Education Group

TAL Education Group is a smart learning solutions provider in China. The acronym “TAL” stands for “Tomorrow Advancing Life”, which reflects our vision to promote top learning opportunities for students through both high-quality teaching and content, as well as leading edge application of technology in the education experience. TAL Education Group offers comprehensive learning services to students from all ages through diversified class formats. Our learning services mainly cover enrichment learnings programs and some academic subjects in and out of China. Our ADSs trade on the New York Stock Exchange under the symbol “TAL”.

About Non-GAAP Financial Measures

In evaluating its business, TAL considers and uses the following measures defined as non-GAAP financial measures by the SEC as supplemental metrics to review and assess its operating performance: non-GAAP operating costs and expenses, non-GAAP cost of revenues, non-GAAP selling and marketing expenses, non-GAAP general and administrative expenses, non-GAAP loss from operations, non-GAAP net loss attributable to TAL, non-GAAP basic and non-GAAP diluted net loss per ADS. To present each of these non-GAAP measures, the Company excludes share-based compensation expenses, the related tax effect of which has been nil. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. For more information on these non-GAAP financial measures, please see the table captioned “Reconciliations of non-GAAP measures to the most comparable GAAP measures” set forth at the end of this release.

TAL believes that these non-GAAP financial measures provide meaningful supplemental information regarding its performance and liquidity by excluding share-based expenses that may not be indicative of its operating performance from a cash perspective. TAL believes that both management and investors benefit from these non-GAAP financial measures in assessing its performance and when planning and forecasting future periods. These non-GAAP financial measures also facilitate management’s internal comparisons to TAL’s historical performance and liquidity. TAL computes its non-GAAP financial measures using the same consistent method from quarter to quarter and from period to period. TAL believes these non-GAAP financial measures are useful to investors in allowing for greater transparency with respect to supplemental information used by management in its financial and operational decision making. A limitation of using non-GAAP measures is that these non-GAAP measures exclude share-based compensation charges that have been and will continue to be for the foreseeable future a significant recurring expense in the Company’s business. Management compensates for these limitations by providing specific information regarding the GAAP amounts excluded from each non-GAAP measure. The accompanying tables have more details on the reconciliations between GAAP financial measures that are most directly comparable to non-GAAP financial measures.

For further information, please contact:

Jackson Ding

Investor Relations

TAL Education Group

Tel: +86 10 5292 6669-8809

Email: ir@tal.com

TAL EDUCATION GROUP

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands of U.S. dollars)

As of<br><br> February 28,<br> 2023 As of<br><br> November 30,<br> 2023
ASSETS
Current assets
Cash and cash equivalents $ 2,021,927 $ 2,193,387
Restricted cash-current 126,891 234,501
Short-term investments 1,149,607 974,211
Inventory 39,002 59,013
Amounts due from related parties-current 423 404
Income tax receivables 5,071 -
Prepaid expenses and other current assets 125,486 182,323
Total current assets 3,468,407 3,643,839
Restricted cash-non-current 146,089 94,480
Property and equipment, net 288,877 376,101
Deferred tax assets 5,973 2,722
Rental deposits 12,734 14,313
Intangible assets, net 485 2,427
Land use right, net 193,878 185,252
Amounts due from related parties- non-current - 22
Long-term investments 453,375 374,369
Long-term prepayments and other non-current assets 5,534 12,683
Operating lease right-of-use assets 149,002 207,115
Total assets $ 4,724,354 $ 4,913,323
LIABILITIES AND EQUITY
Current liabilities
Accounts payable $ 59,991 $ 110,610
Deferred revenue-current 234,889 482,368
Amounts due to related parties-current 100 169
Accrued expenses and other current liabilities 446,711 479,889
Operating lease liabilities, current portion 42,174 58,182
Total current liabilities 783,865 1,131,218
Deferred revenue-non-current 2,465 25,294
Deferred tax liabilities 1,563 2,108
Operating lease liabilities, non-current portion 115,548 156,282
Total liabilities 903,441 1,314,902
Equity
Class A common shares 169 152
Class B common shares 49 49
Treasury Stock (6 ) -
Additional paid-in capital 4,400,656 4,235,880
Statutory reserve 160,353 157,492
Accumulated deficit (685,912 ) (714,132 )
Accumulated other comprehensive loss (30,666 ) (57,646 )
Total TAL Education Group's equity 3,844,643 3,621,795
Noncontrolling interest (23,730 ) (23,374 )
Total equity 3,820,913 3,598,421
Total liabilities and equity $ 4,724,354 $ 4,913,323

TAL EDUCATION GROUP

UNAUDITED CONDENSED CONSOLIDATED STATEMENTSOF OPERATIONS

(In thousands of U.S. dollars, except share,ADS, per share and per ADS data)

For the Three Months Ended<br><br> November 30, For the Nine Months Ended<br><br> November 30,
2022 2023 2022 2023
Net revenues $ 232,681 $ 373,506 $ 750,786 $ 1,060,877
Cost of revenues (note 1) 102,955 173,180 308,645 482,075
Gross profit 129,726 200,326 442,141 578,802
Operating expenses (note 1)
Selling and marketing 70,398 121,977 208,524 335,902
General and administrative 92,972 110,678 301,628 312,707
Total operating expenses 163,370 232,655 510,152 648,609
Government subsidies 762 144 21,697 11,639
Loss from operations (32,882 ) (32,185 ) (46,314 ) (58,168 )
Interest income 15,979 20,076 41,487 64,033
Other (expense)/income (32,022 ) 13,324 (84,526 ) 11,511
Gain from disposal of a subsidiary - - 9,550 -
Impairment loss on long-term investments (215 ) (2,270 ) (6,825 ) (33,031 )
Loss before income tax expense and income/(loss) from equity method investments (49,140 ) (1,055 ) (86,628 ) (15,655 )
Income tax expense (2,756 ) (15,374 ) (9,559 ) (8,875 )
Income/(loss) from equity method investments 280 (7,644 ) 801 (6,936 )
Net loss (51,616 ) (24,073 ) (95,386 ) (31,466 )
Add: Net loss/(income)  attributable to noncontrolling interest 37 127 (809 ) 385
Total net loss attributable to TAL Education Group $ (51,579 ) $ (23,946 ) $ (96,195 ) $ (31,081 )
Net loss per common share
Basic $ (0.24 ) $ (0.12 ) $ (0.45 ) $ (0.15 )
Diluted (0.24 ) (0.12 ) (0.45 ) (0.15 )
Net loss per ADS (note 2)
Basic $ (0.08 ) $ (0.04 ) $ (0.15 ) $ (0.05 )
Diluted (0.08 ) (0.04 ) (0.15 ) (0.05 )
Weighted average shares used in calculating net loss per common share
Basic 211,617,052 200,134,875 212,770,824 204,020,823
Diluted 211,617,052 200,134,875 212,770,824 204,020,823

Note1: Share-based compensation expenses are included in the operating costs and expenses as follows:

For the Three Months For the Nine Months
Ended November 30, Ended November 30,
2022 2023 2022 2023
Cost of revenues $ 3,549 $ 2,499 $ 8,529 $ 6,989
Selling and marketing expenses 6,637 5,558 23,014 19,120
General and administrative expenses 18,156 13,944 50,702 42,288
Total $ 28,342 $ 22,001 $ 82,245 $ 68,397

Note 2: Three ADSs represent one Class A common Share.

TAL EDUCATION GROUP

UNAUDITED CONDENSED CONSOLIDATED STATEMENTSOF Comprehensive LOSS

(In thousands of U.S. dollars)

For the Three Months Ended November 30, For the Nine Months Ended November 30,
2022 2023 2022 2023
Net loss $ (51,616 ) $ (24,073 ) $ (95,386 ) $ (31,466 )
Other comprehensive (loss)/income, net of tax (24,634 ) 18,356 (141,372 ) (26,239 )
Comprehensive loss (76,250 ) (5,717 ) (236,758 ) (57,705 )
Add: Comprehensive (income)/loss attributable to noncontrolling interest (776 ) 557 (4,172 ) (356 )
Comprehensive loss attributable to TAL Education Group $ (77,026 ) $ (5,160 ) $ (240,930 ) $ (58,061 )

TAL EDUCATION GROUP

UNAUDITED CONDENSED CONSOLIDATED STATEMENTSOF Cash flows

(In thousands of U.S. dollars)

For the Three Months Ended November 30, For the Nine Months Ended November 30,
2022 2023 2022 2023
Net cash provided by operating activities $ 95,897 $ 247,123 $ 48,319 $ 329,918
Net cash provided by/(used in) investing activities 99,207 (208,847 ) (324,778 ) 133,955
Net cash (used in)/provided by financing activities (11,931 ) 207 (66,235 ) (233,301 )
Effect of exchange rate changes (403 ) 6,805 (30,860 ) (3,111 )
Net increase/(decrease) in cash, cash equivalents and restricted cash 182,770 45,288 (373,554 ) 227,461
Cash, cash equivalents and restricted cash at the beginning of period 2,125,462 2,477,080 2,681,786 2,294,907
Cash, cash equivalents and restricted cash at the end of period $ 2,308,232 $ 2,522,368 $ 2,308,232 $ 2,522,368

TAL EDUCATION GROUP

Reconciliation of Non-GAAP Measures to theMost Comparable GAAP Measures

(In thousands of U.S. dollars, except share,ADS, per share and per ADS data)

For the Three Months Ended November 30, For the Nine Months<br> Ended November 30,
2022 2023 2022 2023
Cost of revenues $ 102,955 $ 173,180 $ 308,645 $ 482,075
Share-based compensation expense in cost of revenues 3,549 2,499 8,529 6,989
Non-GAAP cost of revenues 99,406 170,681 300,116 475,086
Selling and marketing expenses 70,398 121,977 208,524 335,902
Share-based compensation expense in selling and marketing expenses 6,637 5,558 23,014 19,120
Non-GAAP selling and marketing expenses 63,761 116,419 185,510 316,782
General and administrative expenses 92,972 110,678 301,628 312,707
Share-based compensation expense in general and administrative expenses 18,156 13,944 50,702 42,288
Non-GAAP general and administrative expenses 74,816 96,734 250,926 270,419
Operating costs and expenses 266,325 405,835 818,797 1,130,684
Share-based compensation expense in operating costs and expenses 28,342 22,001 82,245 68,397
Non-GAAP operating costs and expenses 237,983 383,834 736,552 1,062,287
Loss from operations (32,882 ) (32,185 ) (46,314 ) (58,168 )
Share based compensation expenses 28,342 22,001 82,245 68,397
Non-GAAP (loss)/income from operations (4,540 ) (10,184 ) 35,931 10,229
Net loss attributable to TAL Education Group (51,579 ) (23,946 ) (96,195 ) (31,081 )
Share based compensation expenses 28,342 22,001 82,245 68,397
Non-GAAP net (loss)/income attributable to TAL Education Group $ (23,237 ) $ (1,945 ) $ (13,950 ) $ 37,316
Net loss per ADS
Basic $ (0.08 ) $ (0.04 ) $ (0.15 ) $ (0.05 )
Diluted (0.08 ) (0.04 ) (0.15 ) (0.05 )
Non-GAAP net (loss)/income per ADS
Basic $ (0.04 ) $ (0.00 ) $ (0.02 ) $ 0.06
Diluted (0.04 ) (0.00 ) (0.02 ) 0.06
ADSs used in calculating net loss per ADS
Basic 634,851,156 600,404,625 638,312,472 612,062,469
Diluted 634,851,156 600,404,625 638,312,472 612,062,469
ADSs used in calculating Non-GAAP net (loss)/income per ADS
Basic 634,851,156 600,404,625 638,312,472 612,062,469
Diluted 634,851,156 600,404,625 638,312,472 622,332,267