CLEU China Liberal Education Holdings Ltd

BEIJING, April 15, 2024 /PRNewswire/ -- China Liberal Education Holdings Limited (Nasdaq: CLEU) ("China Liberal", the "Company", "we", "our", or "us"), a China-based company that provides technological consulting services for smart campus solutions and other educational services, today announced its audited financial results for the fiscal year ended December 31, 2023.

Ms. Ngai Ngai Lam, Chairwoman and CEO of China Liberal, commented, "Our revenue experienced a decline in fiscal year 2023 due to termination of education programs offered by joint ventures of the PRC and foreign institutions ("Sino-foreign Jointly Managed Academic Programs"), but we still managed to maintain a relatively high gross margin level at around 57.1% during the fiscal year. Despite the major business restructuring under way, it is worth noting that our existing business has witnessed a rapid growth, with the revenue from tailored job readiness training services and technological consulting services for smart campus solutions surging by 74.2% and 144.5%, respectively, compared to fiscal year 2022. Meanwhile, our total cash had risen substantially to $20.34 million as of December 31, 2023. These solid data showcase the resilience of our business model and operation which is moving in the right direction. Looking ahead, we will strive to keep the current momentum, expand our partnerships, and develop new growth drivers, with the goal of generating greater profits for our shareholders. Service quality is at the core of our journey for long-term development, which we believe will continue to push us forward for faster growth."

Fiscal Year 2023 Financial Highlights

• Revenue was $2.89 million for fiscal year 2023, compared to $5.22 million for fiscal year 2022.
• Gross profit was $1.65 million for fiscal year 2023, compared to $4.03 million for fiscal year 2022.
• Gross margins were 57.1% and 77.2% for fiscal year 2023 and 2022, respectively.
• Loss from operations was $0.93 million for fiscal year 2023, compared to $1.55 million for fiscal year 2022.
• Net loss was $4.96 million for fiscal year 2023, compared to $1.69 million for fiscal year 2022.
• Basic and diluted loss per share were $1.65 for fiscal year 2023, compared to $1.94 for fiscal year 2022.

Fiscal Year 2023 Financial Results

Revenue

Revenue decreased by $2.33 million, or 44.7%, to $2.89 million for fiscal year 2023 from $5.22 million for fiscal year 2022. The decrease in our revenue was mainly attributable to the discontinued revenue from Sino-foreign Jointly Managed Academic Programs as this service was terminated after disposal of colleges in December 2023.

The Company did not generate revenue from Sino-foreign Jointly Managed Academic Programs for fiscal year 2023. Revenue from Sino-foreign Jointly Managed Academic Programs was $3.34 million for fiscal year 2022. This decrease was primarily attributable to two factors (i) revenue generated from Sino-foreign Jointly Managed Academic Programs were accounted for as transactions between Wanwang Investment Limited ("Wanwang") and China Liberal (Beijing) Education Technology Co., Ltd. ("China Liberal Beijing") and were eliminated upon consolidation, and (ii) the termination of this line of service after disposition of two colleges in 2023.

Revenue from tailored job readiness training services increased by $0.94 million, or 74.2%, to $2.20 million for fiscal year 2023, from $1.26 million for fiscal year 2022, mainly attributable to revenue contribution from our newly acquired entity, Oriental Wisdom Cultural Development Co., Ltd. ("Oriental Wisdom") in July 2022. Oriental Wisdom contributed only five months of revenue in 2022, as opposed to 12 months of revenue in 2023. On July 14, 2022, the Company closed the transactions contemplated by the stock purchase agreement entered into on June 9, 2022 by and among the Company, China Liberal Beijing, Oriental Wisdom, the acquired company, and Beijing Cloud Class Technology Co., Ltd., the seller of the acquired company, and completed its acquisition of Oriental Wisdom, an integrated education services provider focusing on operating jointly-managed academic programs in the vocational higher education industry in China.

The Company did not generate revenue from Overseas Study Consulting Services for fiscal year 2023. Revenue from Overseas Study Consulting Services was $0.32 million for fiscal year 2022. We discontinued our Overseas Study Consulting Services in January 2023 after all existing contracts with Beijing Foreign Studies University came to completion and all existing performance obligations were satisfied, in accordance with the administration guidelines issued by General Office of the Ministry of Education in December 2021, which provide that universities and colleges shall cease projects and cooperation with external parties.

Revenue from smart campus related technological consulting services and technical support services for other entities increased by $0.40 million, or 144.5%, to $0.68 million for fiscal year 2023, from $0.28 million for fiscal year 2022. The increase was primarily attributable to an increase of projects undertaken from six projects in 2022 to seven projects in 2023. The increase in revenue was also attributable to the increase in average project size from $46,563 per project in 2022, to $97,579 per project in 2023.

The Company did not generate revenue from textbooks and course material sales for fiscal year 2023. Revenue from textbooks and course material sales was $13,948 for fiscal year 2022. The decrease was mainly attributable to decreased demand for our textbooks and course materials. According to our agreement with the publisher, we will be able to receive a fee only when the number of copies printed by the publisher exceed a pre-determined volume of 5,100 copies. In 2023, 24,841 copies were printed.

Cost of Revenue

Cost of revenue increased by $0.05 million, or 4.3%, to $1.24 million for fiscal year 2023, from $1.18 million for fiscal year 2022. The increase was primarily due to the increase in cost of revenue associated with tailored job readiness training services by $0.3 million and cost of revenue associated with technological consulting services for smart campus related projects by $0.3 million. The increase was partially offset by a decrease of cost of revenue associated with Sino-foreign jointly managed academic programs by $0.5 million and cost of revenue associated with overseas study consulting services by $0.1 million.

Gross Profit

Gross profit decreased by $2.38 million, or 59.1%, to $1.65 million in fiscal year 2023, from $4.03 million in fiscal year 2022, while gross profit margin decreased by 20.1%, to 57.1% for fiscal year 2023, from 77.2% for fiscal year 2022. The decrease in gross profit was primarily due to decreased gross profit contribution of $2.9 million from Sino-foreign Jointly Managed Academic Programs and gross contribution of $0.2 million from overseas study consulting services. The decrease was partially offset by increased gross profit contribution of $0.6 million from tailored job readiness training services and gross profit contribution of $0.1 million from technological consulting services for smart campus.

Operating Expenses

Selling expenses decreased by $0.05 million, or 18.4%, to $0.23 million for fiscal year 2023, from $0.28 million for the fiscal year 2022. The decrease in selling expenses was primarily attributable to a reduction of headcount in our sales and marketing force and related travelling expenses.

General and administrative expenses decreased by $1.88 million, or 41.2%, to $2.68 million for the fiscal year 2023, from $4.57 million for the fiscal year 2022, primarily due to decreased in share-based compensation of $2.8 million. The decrease was partially offset by an increase in staff salaries and related benefit expenses of $0.9 million due to full year impact of Oriental Wisdom staff expenses in 2023 as compared to six months impact in 2022 as Oriental Wisdom was newly acquired in June 2022.

Interest Expenses

Interest expenses increased by $0.15 million, or 112.1%, to $0.29 million for fiscal year 2023 from $0.14 million for fiscal year 2022, primarily due to interest expenses on short-term bank loan, loans from third parties and loans from related parties.

Other Income (Expense)

Other income was $0.12 million for fiscal year 2023, as compared to other expenses of $0.15 million for fiscal year 2022. Other income related to forfeiture of advance from a supplier of $0.1 million due to project cancellation. Other expenses in 2022 related to miscellaneous non-operating expenses incurred in 2022.

Income Tax Expenses

Income tax expenses were $1,973 and $0.46 million for fiscal year 2023 and fiscal year 2022, respectively. The decrease in income tax expenses was due to a net loss incurred by the Company and its subsidiaries.

Net Loss

Net loss was $4.96 million for fiscal year 2023, compared to a net loss of $1.69 million for fiscal year 2022. Basic and diluted loss per share were $1.65 for fiscal year 2023, compared to basic and diluted loss per share of $1.94 for fiscal year 2022.

Financial Condition

As of December 31, 2023, the Company had cash of $20.34 million, compared to $12.12 million as of December 31, 2022.

Net cash used in operating activities was $3.78 million for fiscal year 2023, compared to net cash provided by operating activities of $0.42 million for fiscal year 2022.

Net cash used in investing activities was $2.24 million for fiscal year 2023, compared to $32.55 million for fiscal year 2022.

Net cash provided by financing activities was $12.72 million for fiscal year 2023, compared to $12.90 million for fiscal year 2022.

Recent Development

On December 28, 2023, the Company entered into a share transfer agreement (the "Share Transfer Agreement") with Wanwang and Xiaoshi Huang, pursuant to which the Company agreed to transfer all of the equity interests in Wanwang to Xiaoshi Huang in consideration for US$40 million. Xiaoshi Huang also agreed to unconditionally and irrevocably release and discharge the Company and all of the Company's related parties from any and all claims, debts, obligations and liabilities arising from or in connection with the Contingent Payments under the Stock Purchase Agreement. Additionally, parties to the Share Transfer Agreement agreed that the results of operations of Wanwang from the closing of the transactions contemplated by the Stock Purchase Agreement up to August 31, 2023 shall be consolidated into the Company's results of operations, and since September 1, 2023, results of operations of Wanwang and any income or losses incurred by Wanwang shall be borne by Xiaoshi Huang.

The Company expects the transactions to close on or before June 30, 2024.

About China Liberal Education Holdings Limited

China Liberal is an educational services provider headquartered in Beijing, China. China Liberal provides a wide range of services, including technological consulting for Chinese universities to improve their campus information and data management systems, designed to enhance the teaching, operating, and management environment of the universities, thus establishing a "smart campus." Additionally, China Liberal offers tailored job readiness training for graduating students. For more information, please visit the Company's website at http://ir.chinaliberal.com/.

Forward-Looking Statements

This document contains forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company's expectations and projections about future events, which the Company derives from the information currently available to the Company. Such forward-looking statements relate to future events or our future performance, including: our financial performance and projections; our growth in revenue and earnings; and our business prospects and opportunities. You can identify forward-looking statements by those that are not historical in nature, particularly those using terminology such as "may," "should," "expects," "anticipates," "contemplates," "estimates," "believes," "plans," "projected," "predicts," "potential," or "hopes" or the negative of these or similar terms. When evaluating these forward-looking statements, you should consider various factors, including our ability to change the direction of the Company; our ability to keep pace with new technology and changing market needs; and the competitive environment of our business. These and other factors may cause actual results to differ materially from any forward-looking statement. Forward-looking statements are only predictions. The forward-looking events discussed in this press release and other statements made from time to time by us or our representatives, may not occur, and actual events and results may differ materially and are subject to risks, uncertainties, and assumptions about us. The Company undertakes no obligation to update forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as required by law. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, it can provide no assurance that these expectations will prove to be accurate, and it cautions investors that actual results may differ materially from the anticipated results. Investors are encouraged to review the risk factors that may affect future results in the Company's registration statement and in its other filings with the U.S. Securities and Exchange Commission.

Investor Relations Contact
China Liberal Education Holdings Limited
Email: ir@chinaliberal.com

Ascent Investor Relations LLC
Tina Xiao
President
Phone: +1 646-932-7242
Email: investors@ascent-ir.com

* Retrospectively restated for effect of share re-designation on November 30, 2023 and 1-for-15 reverse share split on January 19, 2024.

* Retrospectively restated for effect of share re-designation on November 30, 2023 and 1-for-15 reverse share split on January 19, 2024.

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SOURCE China Liberal Education Holdings Limited