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Offcn Education Technology Co., Ltd. Interim / Quarterly Report 2022

Apr 28, 2022

54632_rns_2022-04-28_a3b9de6a-0b27-45e8-a346-b0c5bdb96bf1.PDF

Interim / Quarterly Report

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OFFCN EDUCATION TECHNOLOGY CO., LTD. First Quarter 2022 Report

Stock Code: 002607 Stock Abbr.: OFFCN EDU Announcement No.: 2022-044

OFFCN EDUCATION TECHNOLOGY CO., LTD. First Quarter 2022 Report

The Company and the Company’s Board of Directors hereby guarantee that the contents of this quarterly report are true, accurate, and complete, and that there are no misrepresentations, misleading statements, or material omissions.

The Company’s First Quarter 2022 Report is prepared and published in Chinese version, and the English version is for reference only. Should there be any inconsistency between the Chinese version and English version, the Chinese version shall prevail.

Important notes:

  1. The Company’s Board of Directors, Supervisory Committee, directors, supervisors, and senior management hereby guarantee that the contents of this quarterly report are true, accurate, and complete, and there are no misrepresentations, misleading statements, or material omissions, and shall assume individual and joint legal liabilities.

  2. The Company’s legal representative, the head in charge of accounting and the head of the accounting department (Accounting supervisor), hereby declare that the financial report in this quarterly report is authentic, accurate and complete.

  3. Whether this first quarter report is audited

□ Yes √ No

Section I. Key financial data

1. Key accounting information and financial indicators

Does the Company need to adjust its financial information retrospectively or restate its accounting information of previous year?

□ Yes √ No

Increase/ Decrease in the
current reporting period
over the same period of
thepreviousyear
Same period of the
previous year
Current reporting period

1

OFFCN EDUCATION TECHNOLOGY CO., LTD. First Quarter 2022 Report

Operatingincome(RMByuan) 1,212,740,311.93 2,051,691,383.47 -40.89%
Net profit attributable to shareholders
of the listed Company (RMByuan)
-463,824,594.93 140,729,639.84 -429.59%
Net profit after deducting non-recurring
profits and losses attributable to shareholders
of the listed Company (RMByuan)
-469,727,159.08 92,213,329.43 -609.39%
Net cash flow from operating
activities(RMByuan)
598,889,061.73 -246,724,873.67 342.74%
Basic earningsper share(RMByuan/share) -0.08 0.02 -500.00%
Diluted earnings per share
(RMByuan/ share)
-0.08 0.02 -500.00%
Weighted average return on net assets -27.99% 3.24% -31.23%
Increase/ Decrease at the
end of this reporting
period over the end of the
previousyear
End of the current
reporting period
End of the previous year
Total assets(RMByuan) 9,200,482,823.27 10,305,183,525.70 -10.72%
Owner's equity attributable to shareholders of
the listed Company (RMByuan)
1,424,994,159.27 1,888,818,754.20 -24.56%

2. Items and amount of non-recurring profits and losses

  • √ Applicable □ Not applicable
Unit: RMByuan
Description
--
Amount of current
reporting period
Item Description
Government subsidies included in the current gains and losses
(closely related to the normal business of the enterprise, except
for government subsidies enjoyed fixedly, quantitatively and
continuously in accordance with national policies and certain
standards)
1,220,048.81
Profits or losses from entrusting others to invest or manage
assets
2,749,712.23
Profits and losses on changes in fair value arising from the
possession of transactional financial assets, transactional
financial liabilities, and the investment income from the
disposal of transactional financial assets, transactional financial
liabilities and available-for- sale financial assets, except the
effective hedging business related to the Company’s normal
business operations.
2,674,975.31
Other non-operating income and expenses except for the items
above
-152,921.74
Less: Impact on income tax 589,250.46
Total 5,902,564.15 --

Other profit or loss items that meet the definition of non-recurring profits and losses

□ Applicable √ Not applicable

The Company does not have other profit or loss items that meet the definition of non-recurring profits and losses. Explanations for the Company’s classifying items of non-recurring profits or losses listed in the Explanatory Announcement No. 1 for Public Company Information Disclosures – Non-recurring Profits and Losses as items of recurring profits or losses.

□ Applicable √ Not applicable

The Company does not classify any non-recurring profits and losses items that are listed in the Explanatory Announcement No. 1 for Public Company Information Disclosures – Non-recurring Profits and Losses as items of recurring profits and losses.

3. Cases and reasons for fluctuation of key accounting information and financial indicators

  • √ Applicable □ Not Applicable

2

OFFCN EDUCATION TECHNOLOGY CO., LTD. First Quarter 2022 Report

Amount at the
Amount at the end of
beginning of the
Item of balance sheet the reporting period Growth Note
reporting period
(RMB yuan)
(RMB yuan)
Monetary funds 1,129,779,804.27
1,970,361,272.64
-42.66% Mainly due to the repayment of short-term
loans in the current period
Transactional financial
assets
118,374,738.18
346,726,621.74
-65.86% Mainly due to the maturity redemption of
wealth management products
Other current assets 22,946,171.86
36,959,129.80
-37.91% Mainly due to the increase of prepaid
expenses
Short-term
loans
1,651,209,492.99
3,152,945,812.59
-47.63% Mainly due to the repayment of short-term
loans in the current period
Contract liabilities 4,034,759,242.27
3,063,721,290.28
31.69%
Mainly due to the increase of collecting
training fees from civil servant recruitment
and post-graduate examinations in the first
quarter of 2022
Tax payable 28,432,694.84
12,566,751.84

126.25
%

Mainly due to accrued VAT and additional tax
on the income of first quarter of 2022
Other current liabilities 121,042,777.27
91,925,853.39
31.67%
Mainly due to the increase in the balance of
contract liabilities at the end of the first
quarter of 2022
Item of income
statement
Amount of current Amount of previous
Growth Note
period(RMByuan) period(RMByuan)
Operating income 1,212,740,311.93
2,051,691,383.47
-40.89%
Mainly due to the pandemic prevention and
control, the number of offline classes in the
first quarter of 2022 was reduced compared
with the same period of the previous year, as
well
as
the
postponement
of
the
multi-provincial joint examination of civil
servant recruitment
Taxes and surcharges 8,798,438.13
3,125,104.09

181.54
%

Mainly due to the tax incentives in the same
period of the previous year
Financial expense 69,571,481.28
108,656,990.19
-35.97% Mainly due to the decrease in interest expense
on short-term loans in the current period
Other income 8,268,197.61
60,454,036.43
-86.32%
Mainly due to the tax incentives included in
other income in the same period of the
previous year

3

OFFCN EDUCATION TECHNOLOGY CO., LTD. First Quarter 2022 Report

Investment income 2,755,592.22
32,350,483.88
-91.48%
Mainly due to the decrease in income from
wealth management products and fixed time
deposit redemption
Credit impairment loss -1,005,625.25
-239,123.84

320.55
%

Mainly due to the increase in accounts
receivable and the increase in accrued bad
debt
Income tax expense -81,122,491.94
24,090,187.92
-436.74
%

Mainly due to the accrual of deferred income
tax assets in the current period
Item of cash flow
statement
Amount of current Amount of previous
Growth Note
period (RMB yuan) period (RMB yuan)
Other cash received
related to operating
activities
22,063,195.70
8,365,632.60

163.74
%

Mainly due to the recovery of deposits in the
current period
Cash for purchasing
goods and labor
services
210,528,840.27
389,263,578.68
-45.92%
Mainly due to the impact of the pandemic in
many provinces and cities, the number of
offline classes in the current period was
reduced and operational cost and spending
decreased
Cash paid to and for
employees
1,224,818,887.78
1,788,537,241.10
-31.52%
Mainly due to the reduction of the Company’s
personnel and the impact of operating losses
on the performance incentives of employees
Taxes paid 25,331,722.29
81,728,859.56
-69.01%
Mainly due to the loss in the fourth quarter of
the previous year and the non-payment of
enterprise income tax in this quarter
Cash received from
recovery
of investments
344,776,858.87
4,234,310,000.00
-91.86%
Mainly due to the decrease in short-term
wealth management purchases in the current
period and the corresponding reduction in
wealth management redemptions
Cash received from
investment income
2,764,585.77
11,192,589.09
-75.30%
Mainly due to the decrease in short-term
wealth management purchases in the current
period and the corresponding decrease in
redemptions

4

OFFCN EDUCATION TECHNOLOGY CO., LTD. First Quarter 2022 Report

Cash paid for the
purchase and
construction of fixed
assets, intangible assets
and other long-term
assets

8,768,861.04

2,774,248,578.57
-99.68% Mainly due to the purchase of land use rights
in the same period of the previous year
Cash paid for
investment
116,700,000.00
4,226,550,000.00
-97.24%
Mainly due to the decrease in short-term
wealth management purchases in the current
period
Cash received from the
loan
-
2,670,000,000.00
-100.00
%

Mainly due to zero new short-term loans in
the current period
Cash paid for
dividends, profits, or
interest payments
26,787,416.64
46,324,162.51
-42.17% Mainly due to the decrease in interest expense
on short-term loans in the current period
Other cash paid related
to financing activities
134,755,697.06
354,129,507.17
-61.95% Mainly due to the decrease of cost on house
leasing in the current period

Section II. Information of shareholders

1. Table on the total number of common shareholders, preferred shareholders with restored voting rights and shares held by the top 10 shareholders

Unit: share(s)
Total number of common
shareholders at the end of the
reporting period
153,843
Total number of preferred
shareholders with restored
voting rights at the end of
the reporting period (if any)
0
Particulars about shares held bythe top10 shareholders
Name of
shareholder
Nature of
shareholder
Shareholding
percentage(%
)
Number of
shares held
Number of
shares held
with sales
restrictions
Pledged,marked or frozen
Status of shares
Number of
shares
Lu Zhongfang
Domestic
naturalperson
41.36%
2,550,549,260
2,550,549,260
Pledged
1,157,543,359
Li Yongxin
Domestic
naturalperson
18.35%
1,131,415,121
1,131,070,121
Pledged
543,150,000
Wang
Zhendong
Domestic
naturalperson
13.83%
852,885,418
639,664,063
Pledged
328,193,884
Beijing
Aerospace
Industry
Investment
Fund (Limited
Partnership)
Domestic
non-state-owned
legal person
3.24%
199,611,483
0
Beijing Offcn
Future
Information
Consulting
Domestic
non-state-owned
legal person
1.30%
80,000,000
0
Unit: share(s)
Total number of common
shareholders at the end of the
reporting period
153,843
Total number of preferred
shareholders with restored
voting rights at the end of
the reporting period (if any)
0
Particulars about shares held bythe top10 shareholders
Name of
shareholder
Nature of
shareholder
Shareholding
percentage(%
)
Number of
shares held
Number of
shares held
with sales
restrictions
Pledged,marked or frozen
Status of shares
Number of
shares
Lu Zhongfang
Domestic
naturalperson
41.36%
2,550,549,260
2,550,549,260
Pledged
1,157,543,359
Li Yongxin
Domestic
naturalperson
18.35%
1,131,415,121
1,131,070,121
Pledged
543,150,000
Wang
Zhendong
Domestic
naturalperson
13.83%
852,885,418
639,664,063
Pledged
328,193,884
Beijing
Aerospace
Industry
Investment
Fund (Limited
Partnership)
Domestic
non-state-owned
legal person
3.24%
199,611,483
0
Beijing Offcn
Future
Information
Consulting
Domestic
non-state-owned
legal person
1.30%
80,000,000
0
Unit: share(s)
Total number of common
shareholders at the end of the
reporting period
153,843
Total number of preferred
shareholders with restored
voting rights at the end of
the reporting period (if any)
0
Particulars about shares held bythe top10 shareholders
Name of
shareholder
Nature of
shareholder
Shareholding
percentage(%
)
Number of
shares held
Number of
shares held
with sales
restrictions
Pledged,marked or frozen
Status of shares
Number of
shares
Lu Zhongfang
Domestic
naturalperson
41.36%
2,550,549,260
2,550,549,260
Pledged
1,157,543,359
Li Yongxin
Domestic
naturalperson
18.35%
1,131,415,121
1,131,070,121
Pledged
543,150,000
Wang
Zhendong
Domestic
naturalperson
13.83%
852,885,418
639,664,063
Pledged
328,193,884
Beijing
Aerospace
Industry
Investment
Fund (Limited
Partnership)
Domestic
non-state-owned
legal person
3.24%
199,611,483
0
Beijing Offcn
Future
Information
Consulting
Domestic
non-state-owned
legal person
1.30%
80,000,000
0
Unit: share(s)
Total number of common
shareholders at the end of the
reporting period
153,843
Total number of preferred
shareholders with restored
voting rights at the end of
the reporting period (if any)
0
Particulars about shares held bythe top10 shareholders
Name of
shareholder
Nature of
shareholder
Shareholding
percentage(%
)
Number of
shares held
Number of
shares held
with sales
restrictions
Pledged,marked or frozen
Status of shares
Number of
shares
Lu Zhongfang
Domestic
naturalperson
41.36%
2,550,549,260
2,550,549,260
Pledged
1,157,543,359
Li Yongxin
Domestic
naturalperson
18.35%
1,131,415,121
1,131,070,121
Pledged
543,150,000
Wang
Zhendong
Domestic
naturalperson
13.83%
852,885,418
639,664,063
Pledged
328,193,884
Beijing
Aerospace
Industry
Investment
Fund (Limited
Partnership)
Domestic
non-state-owned
legal person
3.24%
199,611,483
0
Beijing Offcn
Future
Information
Consulting
Domestic
non-state-owned
legal person
1.30%
80,000,000
0
Unit: share(s)
Total number of common
shareholders at the end of the
reporting period
153,843
Total number of preferred
shareholders with restored
voting rights at the end of
the reporting period (if any)
0
Particulars about shares held bythe top10 shareholders
Name of
shareholder
Nature of
shareholder
Shareholding
percentage(%
)
Number of
shares held
Number of
shares held
with sales
restrictions
Pledged,marked or frozen
Status of shares
Number of
shares
Lu Zhongfang
Domestic
naturalperson
41.36%
2,550,549,260
2,550,549,260
Pledged
1,157,543,359
Li Yongxin
Domestic
naturalperson
18.35%
1,131,415,121
1,131,070,121
Pledged
543,150,000
Wang
Zhendong
Domestic
naturalperson
13.83%
852,885,418
639,664,063
Pledged
328,193,884
Beijing
Aerospace
Industry
Investment
Fund (Limited
Partnership)
Domestic
non-state-owned
legal person
3.24%
199,611,483
0
Beijing Offcn
Future
Information
Consulting
Domestic
non-state-owned
legal person
1.30%
80,000,000
0
Unit: share(s)
Total number of common
shareholders at the end of the
reporting period
153,843
Total number of preferred
shareholders with restored
voting rights at the end of
the reporting period (if any)
0
Particulars about shares held bythe top10 shareholders
Name of
shareholder
Nature of
shareholder
Shareholding
percentage(%
)
Number of
shares held
Number of
shares held
with sales
restrictions
Pledged,marked or frozen
Status of shares
Number of
shares
Lu Zhongfang
Domestic
naturalperson
41.36%
2,550,549,260
2,550,549,260
Pledged
1,157,543,359
Li Yongxin
Domestic
naturalperson
18.35%
1,131,415,121
1,131,070,121
Pledged
543,150,000
Wang
Zhendong
Domestic
naturalperson
13.83%
852,885,418
639,664,063
Pledged
328,193,884
Beijing
Aerospace
Industry
Investment
Fund (Limited
Partnership)
Domestic
non-state-owned
legal person
3.24%
199,611,483
0
Beijing Offcn
Future
Information
Consulting
Domestic
non-state-owned
legal person
1.30%
80,000,000
0
Unit: share(s)
Total number of common
shareholders at the end of the
reporting period
153,843
Total number of preferred
shareholders with restored
voting rights at the end of
the reporting period (if any)
0
Particulars about shares held bythe top10 shareholders
Name of
shareholder
Nature of
shareholder
Shareholding
percentage(%
)
Number of
shares held
Number of
shares held
with sales
restrictions
Pledged,marked or frozen
Status of shares
Number of
shares
Lu Zhongfang
Domestic
naturalperson
41.36%
2,550,549,260
2,550,549,260
Pledged
1,157,543,359
Li Yongxin
Domestic
naturalperson
18.35%
1,131,415,121
1,131,070,121
Pledged
543,150,000
Wang
Zhendong
Domestic
naturalperson
13.83%
852,885,418
639,664,063
Pledged
328,193,884
Beijing
Aerospace
Industry
Investment
Fund (Limited
Partnership)
Domestic
non-state-owned
legal person
3.24%
199,611,483
0
Beijing Offcn
Future
Information
Consulting
Domestic
non-state-owned
legal person
1.30%
80,000,000
0
Unit: share(s)
Total number of common
shareholders at the end of the
reporting period
153,843
Total number of preferred
shareholders with restored
voting rights at the end of
the reporting period (if any)
0
Particulars about shares held bythe top10 shareholders
Name of
shareholder
Nature of
shareholder
Shareholding
percentage(%
)
Number of
shares held
Number of
shares held
with sales
restrictions
Pledged,marked or frozen
Status of shares
Number of
shares
Lu Zhongfang
Domestic
naturalperson
41.36%
2,550,549,260
2,550,549,260
Pledged
1,157,543,359
Li Yongxin
Domestic
naturalperson
18.35%
1,131,415,121
1,131,070,121
Pledged
543,150,000
Wang
Zhendong
Domestic
naturalperson
13.83%
852,885,418
639,664,063
Pledged
328,193,884
Beijing
Aerospace
Industry
Investment
Fund (Limited
Partnership)
Domestic
non-state-owned
legal person
3.24%
199,611,483
0
Beijing Offcn
Future
Information
Consulting
Domestic
non-state-owned
legal person
1.30%
80,000,000
0
Unit: share(s)
Total number of common
shareholders at the end of the
reporting period
153,843
Total number of preferred
shareholders with restored
voting rights at the end of
the reporting period (if any)
0
Particulars about shares held bythe top10 shareholders
Name of
shareholder
Nature of
shareholder
Shareholding
percentage(%
)
Number of
shares held
Number of
shares held
with sales
restrictions
Pledged,marked or frozen
Status of shares
Number of
shares
Lu Zhongfang
Domestic
naturalperson
41.36%
2,550,549,260
2,550,549,260
Pledged
1,157,543,359
Li Yongxin
Domestic
naturalperson
18.35%
1,131,415,121
1,131,070,121
Pledged
543,150,000
Wang
Zhendong
Domestic
naturalperson
13.83%
852,885,418
639,664,063
Pledged
328,193,884
Beijing
Aerospace
Industry
Investment
Fund (Limited
Partnership)
Domestic
non-state-owned
legal person
3.24%
199,611,483
0
Beijing Offcn
Future
Information
Consulting
Domestic
non-state-owned
legal person
1.30%
80,000,000
0
Total number of preferred
shareholders with restored
voting rights at the end of
the reporting period (if any)
Total number of common
shareholders at the end of the
reporting period
153,843 0
Particulars about shares held bythe top10 shareholders
Number of
shares held
with sales
restrictions
Pledged,marked or frozen
Shareholding
percentage(%
)
Name of
shareholder
Nature of
shareholder
Number of
shares held
Number of
shares
Status of shares
Lu Zhongfang Domestic
naturalperson
41.36% 2,550,549,260 2,550,549,260
Pledged 1,157,543,359
Li Yongxin Domestic
naturalperson
18.35% 1,131,415,121 1,131,070,121
Pledged 543,150,000
Wang
Zhendong
Domestic
naturalperson
13.83% 852,885,418 639,664,063
Pledged 328,193,884
Beijing
Aerospace
Industry
Investment
Fund (Limited
Partnership)
Domestic
non-state-owned
legal person
3.24% 199,611,483 0
Beijing Offcn
Future
Information
Consulting
Domestic
non-state-owned
legal person
1.30% 80,000,000 0

5

OFFCN EDUCATION TECHNOLOGY CO., LTD. First Quarter 2022 Report

Center
(Limited
Partnership)
Zhou Xiayun Domestic
naturalperson
1.28% 78,848,640 0
Pledged 69,000,000
Zhou Hui Domestic
naturalperson
1.17% 72,277,920 0
Pledged 26,490,000
Beijing Kerui
Technology
Innovation
Investment
Center
(Limited
Partnership)
Domestic
non-state-owned
legal person
1.04% 64,100,323 0
Zhou Li Domestic
naturalperson
0.78% 48,185,280 0
Beijing
Guangyin
Venture Capital
Center
(Limited
Partnership)
Domestic
non-state-owned
legal person
0.71% 43,750,952 0
Particulars about shares held bythe top10 shareholders without sales restrictions
Type of shares
Name of shareholders Number of shares without sales restrictions held Number of
shares
Type of shares
Wang Zhendong 213,221,355 RMB ordinary
shares
213,221,355
Beijing Aerospace Industry
Investment
Fund(Limited Partnership)
199,611,483
RMB ordinary
shares
199,611,483
Beijing Offcn Future Information
Consulting Center
(Limited Partnership)
80,000,000
RMB ordinary
shares
80,000,000
Zhou Xiayun 78,848,640 RMB ordinary
shares
78,848,640
Zhou Hui 72,277,920 RMB ordinary
shares
72,277,920
Beijing Kerui Technology
Innovation Investment Center
(Limited Partnership)
64,100,323
RMB ordinary
shares
64,100,323
Zhou Li 48,185,280 RMB ordinary
shares
48,185,280
Beijing Guangyin Venture Capital
Center(Limited Partnership)
43,750,952 RMB ordinary
shares
43,750,952
Yang Shaofeng 24,062,680 RMB ordinary
shares
24,062,680
Hong Kong Securities Clearing Co.,
Ltd.
23,977,849 RMB ordinary
shares
23,977,849
The Company’s controlling shareholder and actual controller Lu Zhongfang and Li
Yongxin are in a mother-son relationship. Lu Zhongfang, Li Yongxin, and Beijing Offcn
Future Information Consulting Center (Limited Partnership) are acting in concert. Zhou
Xiayun and Zhou Hui have a father-son relationship. Zhou Xiayun and Zhou Li have a
father-daughter relationship. It is unknown whether there is an associated relationship
among the above-mentioned other shareholders, nor whether the above-mentioned
shareholders belong to the parties acting in concert as stipulated in the_Administrative_
Measures on Information Disclosure of Shareholding Changes in ListedCompanies.
Description of the relationship or
concerted action among the above
mentioned shareholders
Description of the top 10
shareholders participating in the
None

6

OFFCN EDUCATION TECHNOLOGY CO., LTD. First Quarter 2022 Report

margin trading or short selling business (if any)

2. Table on the total number of preferred shareholders and shares held by the top 10 preferred shareholders

□ Applicable √ Not Applicable

Section III. Other significant events

√Applicable Not applicable

1.Overview of the Company’s operation in the first quarter of 2022

Since the year of 2022, with the ongoing and repeating Covid-19 pandemic, the strictness of prevention and control measures is being upgraded continuously in various areas. The Company is facing a harsher external environment with more tough challenges for its operation compared with the year of 2021. Especially since March, which is the traditional peak period for the Company’s marketing and trainees enrollment in previous years, the pandemic bursts out in many cities of the country and the situation is far more severe than last two years. Stricter prevention and control measures are applied in many cities and hundreds of direct-operated branches of the Company in various areas suffer from periodic suspension of classes in turns. Meanwhile, the multi-provincial joint examination of civil servant recruitment in first half of the year, the national-level interview examination of civil servant recruitment and the public institution recruitment tests are being deferred one by another. The Company’s enrollment and teaching of classes are both affected greatly. The uncertainty of the operating environment has objectively caused a periodical impact on the development of the training business and has a certain impact on the Company's performance.

But even so, the Company strived to take strong measures, actively promoted the 2022 business improvement plan, and gained a gradual result in the first quarter. During the reporting period, the Company implemented amoeba operation reform plan internally and put efforts in reducing costs and expenses. Although there is still a considerable improving area for optimization, the total operating cost has decreased compared with the same period of last year, and the effect of lean cost control has emerged. Besides that, in such a harsher operating environment compared with last year, the Company adjusted its products’ structure, and continuously reduced the ratio of high-refund products. The cash received by the Company from selling goods and providing service is basically the same as that in the same period of last year. The net cash flow of operation turns positive on a monthly basis. The Company’s business stays steady in the adversity during the adjustment period of product strategies.

In future, the Company will continue to promote its 2022 business improvement plan and enhance the Company’s operating efficiency, by maintaining a prudent and steady business strategy, judging and responding to market risks in a timely manner, optimizing internal operation by reducing costs and enhancing efficiency, adjusting its products structurally, and speeding up the development of new businesses.

2. The progress of the investigation launched by the China Securities Regulatory Commission into the Company:

On December 15, 2021, the Company received the Notice of Filing (No. SR Filing 0232021010) from the CSRC. According to the Securities Law of the People's Republic of China, Law of the People’s Republic of China on Administrative Punishment and other laws and regulations, the Company is suspected of failing to disclose related party transaction information and violating the laws and regulations of information disclosure. The CSRC decided

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OFFCN EDUCATION TECHNOLOGY CO., LTD. First Quarter 2022 Report

to file a case against the Company.

On January 15, 2022, the Company issued the Announcement on the Progress of the Investigation and Risk Warning (No. 2022-006).

On February 15, 2022, the Company issued the Announcement on the Progress of the Investigation and Risk Warning (No. 2022-019).

On March 15, 2022, the Company issued the Announcement on the Progress of the Investigation and Risk Warning (No. 2022-022).

On April 24, 2022, the Company and the relevant parties received the Prior Notice of Administrative Penalty . The Anhui Securities Regulatory Bureau of the CSRC decided to give a warning to and impose a fine on the Company and the relevant parties. Specific information is stated in the announcement (No. 2022-031) disclosed on CNINFO (www.cninfo.com.cn) and other designated media.

On April 27, 2022, the Company and the relevant parties received the official Decision of Administrative Penalty from the Anhui Securities Regulatory Bureau, which determines Offcn Edu, its subsidiaries Beijing Offcn Education Technology Co., Ltd. and Liaoning Zhongcheng Real Estate Development Co.,Ltd. constitute a related-party relationship with Shaanxi Guancheng Industrial Co., Ltd., Beijing Chuangsheng Construction Decoration Engineering Co., Ltd., Shanghai Beiding Network Technology Co., Ltd., Ji'an Jingkai Lixiangxue Financial Information Service Co., Ltd. and Liaoning Hanhui Industrial Co., Ltd.. The total amount involved in related transactions was RMB 1232.395 million yuan, including RMB 196.335 million yuan in year 2019 and

RMB 1036.060 million yuan in year 2020, which account for 6.65% and 30.19% of the net assets of Offcn Edu in the latest period respectively. The Company did not disclose the above-mentioned information in accordance with

relevant laws and regulations and there was a material omission of the Company’s information disclosure. A

warning was given to and a fine was imposed on the Company and the relevant persons responsible for the situation, and corresponding rectification is required. Specific information is stated in the announcement (No. 2022-032) disclosed by the Company on CNINFO (www.cninfo.com.cn) and other designated media for information disclosure.

Type
of
related
-party
transa
ction
Amount of
related-party
transactions in
year 2019
(RMB)
Amount of
related-party
transactions in
year
2021(RMB)
Amount of
related-party
transactions in
year 2020(RMB)
Content of
related-party
transaction
Related party Total(RMB)
Accepti
ng the
entrust
ment of
related
party
for
decorat
ion
Beijing
Chuangsheng
Construction
Decoration
Engineering Co.,
Ltd.
Decoration fee 161,747,000.00 242,000,000.00 0.00 403,747,000.00
Accepti
ng the
transfer
of
assets
from
Shaanxi
Guancheng
Industrial Co., Ltd.
Asset
acquisition
0.00 383,060,000.00 0.00 383,060,000.00

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OFFCN EDUCATION TECHNOLOGY CO., LTD. First Quarter 2022 Report

related
party
Accepti
ng the
transfer
of
assets
from
related
party
Liaoning Hanhui
Industrial Co., Ltd.
Asset
acquisition
0.00 200,000,000.00 0.00 200,000,000.00
Purcha
sing
product
s and
goods
from
the
related
party
Ji'an Jingkai
Lixiangxue
Financial
Information
Service Co., Ltd. /
Shanghai Beiding
Network
Technology Co.,
Ltd.
Commission fee 34,588,038.03 210,728,611.86 183,144,220.00 428,460,869.89
Total 196,335,038.03 1,035,788,611.86 183,144,220.00 1,415,267,869.89

Section IV. Quarterly financial statements

1. Financial statements

(1) Consolidated balance sheet

Company: Offcn Education Technology Co., Ltd.

March 31, 2022

Unit: RMByuan
BeginningBalance
1,970,361,272.64
346,726,621.74
40,374,842.27
1,438,350.00
219,501,061.83
36,959,129.80
2,615,361,278.28
7,058,993.55
46,850,364.40
Item Closingbalance BeginningBalance
Current assets:
Monetaryfunds 1,129,779,804.27 1,970,361,272.64
Settlement reserve
Lendings
Transactional financial assets 118,374,738.18 346,726,621.74
Derivative financial assets
Notes receivable
Accounts receivable 39,875,287.62 40,374,842.27
Receivables financing
Prepayments 1,238,102.00 1,438,350.00
Premium receivables
Accounts receivable reinsurance
Reserve for reinsurance receivable contracts
Other receivables 216,682,824.68 219,501,061.83
Inc: Interest receivables
Dividend receivables
Buyingback the sale of financial assets
Inventories
Contract assets
Assets held-for-sale
Non-current assets due within
oneyear
Other current assets 22,946,171.86 36,959,129.80
Total current assets 1,528,896,928.61 2,615,361,278.28
Non-current assets
Loans and advances
Debt investments 10,000,000.00 7,058,993.55
Other debt investments
Long-term receivables
Long-term equityinvestments 46,850,364.40 46,850,364.40

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OFFCN EDUCATION TECHNOLOGY CO., LTD. First Quarter 2022 Report

Other equityinvestments 130,400,000.00 130,400,000.00
Other non-current financial assets 30,260,000.00 30,260,000.00
Investmentproperties 639,856,778.18 644,936,541.46
Fixed assets 1,745,084,201.78 1,770,372,338.85
Construction inprogress 299,642,804.89 294,785,678.31
Productive biological assets
Oil andgas assets
Right-of-use assets 1,291,850,352.33 1,342,280,387.08
Intangible assetss 859,956,886.83 866,627,549.85
Development expenditure
Goodwill 99,867,720.38 99,867,720.38
Long-termprepaid expenses 357,228,216.77 380,191,006.38
Deferred tax assets 505,810,798.69 424,027,271.38
Other non-current assets 1,654,777,770.41 1,652,164,395.78
Total Non-current Assets 7,671,585,894.66 7,689,822,247.42
Total Assets 9,200,482,823.27 10,305,183,525.70
Current liabilities
Short-term loans 1,651,209,492.99 3,152,945,812.59
Borrowings from central bank
Borrowings from banks and other financial institutions
Transactional financial liabilities
Derivative financial liabilities
Notespayable
Accountspayable 269,216,168.97 282,032,916.52
Deposit received
Contract liabilities 4,034,759,242.27 3,063,721,290.28
Financial assets sold for repurchase
Absorbingdeposits and interbank deposits
Actingtradingsecurities
Actingunderwritingsecurities
Payrollpayable 357,995,173.17 422,886,856.60
Taxespayable 28,432,694.84 12,566,751.84
Otherpayable 100,409,049.33 129,043,599.22
Inc: Interestpayable
Dividendpayables
Fees and commissionspayable
Reinsurance accountspayable
Liabilities held-for-sale
Non-current liabilities due within oneyear 739,942,968.01 531,876,007.31
Other current liabilities 121,042,777.27 91,925,853.39
Total Current Liabilities 7,303,007,566.85 7,686,999,087.75
Non-current Liabilities:
Insurance contract reserve
Long-term loans
Bondspayable
Inc: Preferred share
Perpetual bond
Lease liabilities 379,061,479.40 635,691,184.87
Long-termpayables
Long-term salary payable
Estimated liabilities
Deferred income
Deferred tax liabilities 93,458,605.44 93,712,172.62
Other non-current liabilities
Total non-current liabilities 472,520,084.84 729,403,357.49
Total liabilities 7,775,527,651.69 8,416,402,445.24
Owners' equity:
Share capital 103,807,623.00 103,807,623.00
Other equityinstrument
Inc: Preferred shares
Perpetual bond
Capital reserve 1,225,481,049.50 1,225,481,049.50
Less: Treasurystock
Other comprehensive income 13,200,000.00 13,200,000.00

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OFFCN EDUCATION TECHNOLOGY CO., LTD. First Quarter 2022 Report

Special reserves
Surplus reserves 45,000,000.00 45,000,000.00
General riskpreparation
Undistributedprofits 37,505,486.77 501,330,081.70
Total owners' equityattributable to theparent company 1,424,994,159.27 1,888,818,754.20
Minorityshareholders' equity -38,987.69 -37,673.74
Total owners’ equity 1,424,955,171.58 1,888,781,080.46
Liabilities and owner's equity 9,200,482,823.27 10,305,183,525.70

Legal representative: Wang Zhendong Person in charge of accounting: Shi Lei Head of the accounting department: Luo Xue

(2) Consolidated income statement

Unit: RMB yuan

Item Amount in the currentperiod Amount in thepreviousperiod
I. Total operatingincome 1,212,740,311.93 2,051,691,383.47
Including: operatingincome 1,212,740,311.93 2,051,691,383.47
Interest income
Premium earned
Fee and commission income
II. Total operatingcosts 1,770,228,930.90 1,979,436,277.98
Inc:operatingcosts 749,351,241.84 824,615,510.04
Interest expenses
Fee and commission expenses
Surrender money
Net reimbursement expenditure
Withdrawal of net insurance liabilityreserves
Policyholder dividend expenses
Reinsurance expenses
Taxes and surcharges 8,798,438.13 3,125,104.09
Sales expenses 396,015,900.26 435,647,726.75
Management expenses 320,087,116.49 340,240,393.35
R&D expenses 226,404,752.90 267,150,553.55
Financial expenses 69,571,481.28 108,656,990.19
Inc: Interest expenses 34,754,941.56 52,090,565.27
Interest income 2,583,174.80 6,768,970.11
Add: other income 8,268,197.61 60,454,036.43
Investment income(Loss is listed with “-”) 2,755,592.22 32,350,483.88
Inc: investment income from associates and joint
ventures
Derecognition income of financial assets
measured at amortized cost
Exchange earnings(Loss is listed with “-”)
Net exposure hedge income(Loss is listed with “-”)
Fair value change income(Loss is listed with “-”) 2,674,975.31 12,156.21
Credit impairment loss(Loss is listed with “-”) -1,005,625.25 -239,123.84
Asset impairment loss(Loss is listed with “-”)
Asset disposal income(Loss is listed with “-”) 56,256.12
III. Operating profit(Loss is listed with “-”) -544,795,479.08 164,888,914.29
Add: non-operatingincome
Less: non-operatingexpenses 152,921.74 69,002.90
IV. Totalprofit(The total loss is listed with "-") -544,948,400.82 164,819,911.39
Less: income tax expenses -81,122,491.94 24,090,187.92
V. Netprofit(Net loss is listed with “-”) -463,825,908.88 140,729,723.47
i. Classified bybusiness continuity
1. Net profit from continuing operations (Net loss is listed with
“-”)
-463,825,908.88 140,729,723.47
2. Net profit from discontinued operations (Net loss is listed
with "-")
ii. Classification byownership
1. Net profit attributable to the owner of the parent
company
-463,824,594.93 140,729,639.84
2. Minorityshareholders'profits and losses -1,313.95 83.63
VI. Net other comprehensive income
Net other comprehensive income attributable to the parent
companyowner

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OFFCN EDUCATION TECHNOLOGY CO., LTD. First Quarter 2022 Report

i. Other comprehensive income that cannot be reclassified
intoprofit or loss
1. Changes from the remeasurement of the defined
benefitplan
2. Other comprehensive income that cannot be
transferred toprofit or loss under the equitymethod
3. Changes in fair value of other equityinstruments
4. Changes in fair value of the Company's own credit
risk
5. Other
ii. Other comprehensive income that will be reclassified into
profit or loss
1. Other comprehensive income of convertible profit
and loss under the equitymethod
2. Changes in fair value of other debt investments
3. Financial assets reclassified into other comprehensive
income
4. Credit impairment provisions of other debt
investment
5. Cash flow hedge reserve
6. Foreign currency financial statement translation
difference
7. Others
Net other comprehensive income attributable to minority
shareholders
VII. Total comprehensive income -463,825,908.88 140,729,723.47
Total comprehensive income attributable to owners of the
parent company
-463,824,594.93 140,729,639.84
Total comprehensive income attributable to minority
shareholders
-1,313.95 83.63
VIII. Earningsper share:
i. Basic earningsper share -0.08 0.02
ii. Diluted earningsper share -0.08 0.02

If a business combination under the same control occurs in this period, the net profit realized by the combined party before the combination is RMB 0.00. The net profit realized by the combined party in the previous period was: RMB 0.00.

Legal representative: Wang Zhendong Person in charge of accounting: Shi Lei Head of the accounting department: Luo Xue (3) Consolidated cash flow statement

Unit: RMB yuan

Items Amount in the currentperiod Amount in thepreviousperiod
I. Cash flow from operatingactivities:
Cash received from the sale ofgoods and services 2,249,268,010.73 2,257,705,337.11
Net increase in customer deposits and interbank deposits
Net increase in borrowings from central bank
Net increase in funds borrowed from other financial
institutions
Cash received from the original insurance contract
premium
Net cash received from reinsurance business
Net increase in policyholders’ deposits and investment
funds
Cash charged with interest, handling fees and
commissions
Net increase in funds borrowed in
Net increase in repurchase funds
Net cash received from agent buying and selling of
securities
Tax refund
Other cash received related to other business activities 22,063,195.70 8,365,632.60
Subtotal of cash inflow from operatingactivities 2,271,331,206.43 2,266,070,969.71
Cashpaid for thepurchase ofgoods and services 210,528,840.27 389,263,578.68
Net increase in customer loans and advances
Net increase in deposit of central bank and interbank

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OFFCN EDUCATION TECHNOLOGY CO., LTD. First Quarter 2022 Report

Cashpaid for the original insurance contract
Net increase in borrowed funds
Cashpaid for interest,handlingfees and commissions
Cashpaid forpolicydividends
Cashpaid to and for employees 1,224,818,887.78 1,788,537,241.10
Various taxespaid 25,331,722.29 81,728,859.56
Other cashpaid for business activities 211,762,694.36 253,266,164.04
Subtotal of cash outflows from operatingactivities 1,672,442,144.70 2,512,795,843.38
Net cash flow from operatingactivities 598,889,061.73 -246,724,873.67
II. Cash flows from investingactivities
Cash received from investment recovery 344,776,858.87 4,234,310,000.00
Cash received from investment income 2,764,585.77 11,192,589.09
Net cash received from disposal of fixed assets, intangible
assets and other long-term assets
56,256.12
Net cash received from disposal of subsidiaries and other
business units
Other cash received related to investment activities
Subtotal of cash inflows from investment activities 347,541,444.64 4,245,558,845.21
Cash paid for the purchase and construction of fixed
assets,intangible assets and other long-term assets
8,768,861.04 2,774,248,578.57
Cashpaid for investment 116,700,000.00 4,226,550,000.00
Net increase inpledge loans
Net cash paid for aquiring subsidiaries and other business
units
Other cashpaid related to investment activities
Subtotal of cash outflows from investment activities 125,468,861.04 7,000,798,578.57
Net cash flows from investment activities 222,072,583.60 -2,755,239,733.36
III. Cash flow from financingactivities:
Cash received from investment absorption
Inc: Cash received from subsidiaries in absorbing
minorityshareholders' investment
Cash received from the loan 2,670,000,000.00
Other cash received related to financingactivities
Subtotal of cash inflows from financingactivities 2,670,000,000.00
Cashpaid for debt repayment 1,500,000,000.00 2,090,000,000.00
Cashpaid for dividends, profits or interestpayments 26,787,416.64 46,324,162.51
Inc: Dividends and profits paid by subsidiaries to minority
shareholders
Other cashpaid related to financingactivities 134,755,697.06 354,129,507.17
Subtotal of cash outflows from financingactivities 1,661,543,113.70 2,490,453,669.68
Net cash flow from financingactivities -1,661,543,113.70 179,546,330.32
IV. Effect of the changes of the exchange rate on cash and the
equivalents
V. Net increase in cash and cash equivalents -840,581,468.37 -2,822,418,276.71
Add: balance of cash and cash equivalents at the
beginningof theperiod
1,969,806,009.56 5,950,395,089.12
VI. Balance of cash and cash equivalents at the end of the
period
1,129,224,541.19 3,127,976,812.41

2. Auditor’s report

Whether this First Quarter 2022 Report has been audited

□ Yes √ No

The Company’s First Quarter 2022 Report has not been audited.

Board of Directors of Offcn Educaton Technology Co. Ltd.

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OFFCN EDUCATION TECHNOLOGY CO., LTD. First Quarter 2022 Report

April 28, 2022

14