Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

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 December 2024

Commission File Number: 001-36363

TCTM KIDS IT EDUCATION INC.

19/F, Building A, Vanke Times Center
No.186 Beiyuan Road, Chaoyang District
Beijing, 100102, People's Republic of China
Tel: +86 10 6213-5687

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F

☒

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.

TCTM KIDS IT EDUCATION INC.


	By:	/s/ Xiaolan Tang
	Name:	Xiaolan Tang
	Title:	Chief Executive Officer

Date: December 27, 2024

EXHIBIT INDEX

Exhibit No.	Description

99.1	Unaudited Condensed Consolidated Financial Statements of TCTM Kids It Education Inc. for the Six Months Ended June 30, 2024

99.2	TCTM Announces the Unaudited Results for the First Half of 2024

101.INS	Inline XBRL Instance Document-the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH	Inline Taxonomy Extension Scheme Document

101.CAL	Inline Taxonomy Extension Calculation Linkbase Document

101.DEF	Inline Taxonomy Extension Definition Linkbase Document

101.LAB	Inline Taxonomy Extension Label Linkbase Document

101.PRE	Inline Taxonomy Extension Presentation Linkbase Document

104	Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

Exhibit 99.1

INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


	Page
Condensed Consolidated Financial Statements
Unaudited Condensed Consolidated Balance Sheets as of December 31, 2023 and June 30, 2024	F-2
Unaudited Condensed Consolidated Statements of Comprehensive Loss for the Six Months ended June 30, 2023 and 2024	F-3
Unaudited Condensed Consolidated Statements of Changes in Deficit for the Six Months ended June 30, 2023 and 2024	F-4
Unaudited Condensed Consolidated Statements of Cash Flows for the Six Months ended June 30, 2023 and 2024	F-5
Notes to Unaudited Consolidated Financial Statements	F-6

F-1

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands of Renminbi (“RMB”) and US Dollar (“US$”),

except for number of shares and per share data)


	December 31,	June 30,
	2023	2024	2024
	Audited	Unaudited	Unaudited
	RMB	RMB	US$
ASSETS
Current assets:
Cash and cash equivalents	220,689	82,863	11,402
Time deposits	300	300	41
Restricted cash	6,575	25,381	3,493
Amounts due from related parties	44	37,301	5,133
Prepaid expenses and other current assets, net	57,385	83,646	11,510
Current assets of discontinued operation	275,603	—	—
Total current assets	560,596	229,491	31,579

Amounts due from related parties-non current	732	713	98
Property and equipment, net	66,064	64,234	8,839
Intangible assets, net	5,287	4,652	640
Goodwill	49,416	49,416	6,800
Right-of-use assets	237,059	244,798	33,685
Long-term investments	41,860	41,788	5,750
Deferred income tax assets	28,476	7,952	1,094
Other non-current assets	28,753	30,924	4,255
Total assets	1,018,243	673,968	92,740

LIABILITIES AND DEFICIT
Current liabilities:
Short-term bank loans	—	11,000	1,514
Accounts payable	4,988	3,142	432
Amounts due to related parties	—	38,203	5,257
Operating lease liabilities-current	111,840	92,373	12,711
Income taxes payable	6,105	6,316	869
Deferred revenue-current	1,210,536	1,211,254	166,674
Accrued expenses and other current liabilities	517,096	514,229	70,760
Current liabilities of discontinued operation	560,791	—	—
Total current liabilities	2,411,356	1,876,517	258,217

Operating lease liabilities-non current	107,804	129,005	17,752
Other non-current liabilities	433	274	37
Total liabilities	2,519,593	2,005,796	276,006
Commitments and contingencies	—	—	—

Deficit:
Class A ordinary shares (US$0.001 par value, 860,000,000 shares authorized, 57,861,327 and 58,610,667 shares issued, 46,756,137 and 42,385,779 shares outstanding as of December 31, 2023 and June 30, 2024, respectively)	364	369	51
Class B ordinary shares (US$0.001 par value, 40,000,000 shares authorized, 7,206,059 shares issued and outstanding as of December 31, 2023 and June 30, 2024, respectively)	74	74	10
Treasury shares (11,105,190 and 16,224,888 Class A ordinary shares as of December 31, 2023 and June 30, 2024, at cost)	(479,346)	(486,644)	(66,964)
Additional paid-in capital	1,360,901	1,642,934	226,075
Accumulated other comprehensive income	48,216	54,442	7,491
Accumulated deficit	(2,427,992)	(2,542,545)	(349,866)
Total deficit attributable to the shareholders of TCTM Kids IT Education Inc.	(1,497,783)	(1,331,370)	(183,203)
Non-controlling interest	(3,567)	(458)	(63)
Total deficit	(1,501,350)	(1,331,828)	(183,266)
Total liabilities and deficit	1,018,243	673,968	92,740

The accompanying notes are an integral part of these condensed consolidated financial statements.

F-2

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(Amounts in thousands of RMB and US$,

except for number of shares and per share data)


	For the Six Months Ended
	June 30,
	2023	2024	2024
	Unaudited	Unaudited	Unaudited
	RMB	RMB	US$
Net revenues	598,500	604,051	83,120
Cost of revenues	(325,842)	(372,720)	(51,288)
Gross profit	272,658	231,331	31,832
Selling and marketing expenses	(121,445)	(122,422)	(16,846)
General and administrative expenses	(148,781)	(144,100)	(19,829)
Research and development expenses	(11,003)	(6,923)	(953)
Operating loss	(8,571)	(42,114)	(5,796)
Interest income, net	141	244	34
Other income, net	560	337	46
Foreign currency exchange loss, net	(628)	(84)	(12)
Loss before income taxes	(8,498)	(41,617)	(5,728)
Income tax expense	(2,424)	(21,544)	(2,965)
Net loss from continuing operations	(10,922)	(63,161)	(8,693)
Net loss from discontinued operation, net of tax	(30,652)	(51,673)	(7,111)
Net loss	(41,574)	(114,834)	(15,804)
Less: Net income/(loss) attributable to non-controlling interests	1,132	(281)	(39)
Net loss attributable to Class A and Class B ordinary shareholders	(42,706)	(114,553)	(15,765)
Less: Net income/(loss) from continuing operations attributable to non-controlling interests	1,132	(281)	(39)
Net loss from continuing operations attributable to Class A and Class B ordinary shareholders	(12,054)	(62,880)	(8,654)

Weighted average number of ordinary shares used in computing basic and diluted loss per share	53,828,590	50,181,969	50,181,969
Basic and diluted loss per ADS attributable to ordinary shareholder from continuing operations	(1.12)	(6.27)	(0.86)
Basic and diluted loss per ADS attributable to ordinary shareholder from discontinued operation	(2.85)	(5.15)	(0.71)
Basic and diluted loss per ADS attributable to ordinary shareholder	(3.97)	(11.42)	(1.57)

Other comprehensive (loss) income

Foreign currency translation adjustment	(1,702)	6,226	857
Comprehensive loss	(43,276)	(108,608)	(14,947)
Less: Comprehensive income/(loss) attributable to non-controlling interests	1,132	(281)	(39)
Comprehensive loss attributable to Class A and Class B ordinary shareholders	(44,408)	(108,327)	(14,908)

The accompanying notes are an integral part of these condensed consolidated financial statements.

F-3

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN DEFICIT

(Amounts in thousands of RMB, except for number of shares and per share data)


	Ordinary Shares
	Number of		Number of
	Class A		Class B			Additional	Accumulated Other		Non-
	Ordinary		Ordinary		Treasury	Paid-in	Comprehensive	Accumulated	controlling	Total
	Shares	Amount	Shares	Amount	Shares	Capital	Income (Loss)	deficit	Interest	deficit
		RMB		RMB	RMB	RMB	RMB	RMB	RMB	RMB
Balance as of December 31, 2022	57,176,842	359	7,206,059	74	(476,918)	1,363,845	49,664	(2,436,918)	(6,787)	(1,506,681)
Net loss	—	—	—	—	—	—	—	(42,706)	1,132	(41,574)
Issuance of Class A ordinary shares upon exercise of share options and vesting of non-vested shares	439,855	3	—	—	—	170	—	—	—	173
Foreign currency translation adjustment	—	—	—	—	—	—	(1,702)	—	—	(1,702)
Share-based compensation	—	—	—	—	—	1,950	—	—	—	1,950
Repurchase of ordinary shares	—	—	—	—	(2,075)	—	—	—	—	(2,075)
Balance as of June 30, 2023 (unaudited)	57,616,697	362	7,206,059	74	(478,993)	1,365,965	47,962	(2,479,624)	(5,655)	(1,549,909)


	Ordinary Shares
	Number of		Number of
	Class A		Class B			Additional	Accumulated Other		Non-
	Ordinary		Ordinary		Treasury	Paid-in	Comprehensive	Accumulated	controlling	Total
	Shares	Amount	Shares	Amount	Shares	Capital	Income (Loss)	deficit	Interest	deficit
		RMB		RMB	RMB	RMB	RMB	RMB	RMB	RMB
Balance as of December 31, 2023	57,861,327	364	7,206,059	74	(479,346)	1,360,901	48,216	(2,427,992)	(3,567)	(1,501,350)
Net loss	—	—	—	—	—	—	—	(114,553)	(281)	(114,834)
Issuance of Class A ordinary shares upon exercise of share options and vesting of non-vested shares	749,340	5	—	—	—	136	—	—	—	141
Foreign currency translation adjustment	—	—	—	—	—	—	6,226	—	—	6,226
Share-based compensation	—	—	—	—	—	605	—	—	—	605
Acquisition of noncontrolling interest	—	—	—	—	—	(5,952)	—	—	3,390	(2,562)
Disposal of discontinued operation	—	—	—	—	—	287,244	—	—	—	287,244
Repurchase of ordinary shares	—	—	—	—	(7,298)	—	—	—	—	(7,298)
Balance as of June 30, 2024 (unaudited)	58,610,667	369	7,206,059	74	(486,644)	1,642,934	54,442	(2,542,545)	(458)	(1,331,828)

The accompanying notes are an integral part of these condensed consolidated financial statements.

F-4

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in thousands RMB and US$, except for number of shares and per share data)


	For the Six Months Ended
	June 30,
	2023	2024	2024
	Unaudited	Unaudited	Unaudited
	RMB	RMB	US$
Operating activities:
Net cash provided by/ (used in) operating activities from continuing operations	5,094	(87,272)	(12,009)
Net cash used in operating activities from discontinued operation	(42,773)	(16,514)	(2,272)
Net cash used in operating activities	(37,679)	(103,786)	(14,281)

Investing activities:
Purchase of property and equipment and intangible assets	(11,758)	(19,381)	(2,667)
Proceeds from disposal of property and equipment	178	1,001	138
Loan provided to related parties	—	(33,383)	(4,594)
Loan collected from related party	—	21,753	2,993
Net cash used in investing activities from continuing operations	(11,580)	(30,010)	(4,130)
Net cash provided by/ (used in) investing activities from discontinued operation	97,174	(1,835)	(253)
Net cash provided by/ (used in) investing activities	85,594	(31,845)	(4,383)

Financing activities:
Proceeds from bank borrowing	—	11,000	1,514
Issuance of Class A ordinary shares in connection with exercise of share options	173	141	19
Acquisition of noncontrolling interests	—	(440)	(61)
Repayment of bank borrowings	(30,000)	—	—
Repurchase of ordinary shares	(2,075)	(7,298)	(1,004)
Net cash (used in)/ provided by financing activities from continuing operations	(31,902)	3,403	468
Net cash used in financing activities from discontinued operation	(22,000)	(7,792)	(1,072)
Net cash used in financing activities	(53,902)	(4,389)	(604)

Changes in cash, cash equivalents and restricted cash	(5,987)	(140,020)	(19,268)
Effect of foreign currency exchange rate changes on cash, cash equivalents and restricted cash	114	180	25
Net change in cash, cash equivalents and restricted cash	(5,873)	(139,840)	(19,243)

Cash, cash equivalents and restricted cash at the beginning of the period	373,967	289,852	39,885

Cash and cash equivalents	280,077	115,882	15,946
Restricted cash	88,017	34,130	4,696
Cash, cash equivalents and restricted cash at the end of the period	368,094	150,012	20,642
Less: Cash, cash equivalents and restricted cash of discontinued operation	191,965	41,768	5,747
Cash, cash equivalents and restricted cash at the end of the period from continuing operations	176,129	108,244	14,895

Supplemental disclosure of cash flow information from continuing operations:
Income taxes paid	207	827	114
Interest paid	360	109	15
Non-cash investing and financing activities from continuing operations:
Accrual for purchase of equipment	2,160	7,424	1,022
Operating lease right-of-use assets obtained in exchange for new operating lease liabilities	57,125	108,456	14,924

The accompanying notes are an integral part of these condensed consolidated financial statements.

F-5

Table of Contents

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands of RMB and US$, except for number of shares and per share data)

1	DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS

(a) Description of business

TCTM Kids IT Education Inc. (“TCTM”, formerly known as Tarena International, Inc.), through its wholly-owned subsidiaries and consolidated variable interest entities, or VIEs (collectively referred to hereinafter as the “Company”), is principally engaged in providing IT-focused supplementary STEM education service (“IT-focused Supplementary STEM Education”) for students aged between three and eighteen. All of the Company’s operations are located in the People’s Republic of China (“PRC”) with nearly all of its customers located in the PRC.

On December 24, 2023, the Company entered into an equity transfer agreement to dispose of its equity interests in its professional education business, including professional information technology (“IT”) training courses and non-IT training courses (“IT Professional Education”) to a buyer consortium led by Tarena Weishang Technology (Hainan) Co., Ltd (the “Divestiture”). The net transfer consideration, based on third party independent appraisal, for the Disposal amounted to RMB1 and RMB1 in exchange of the equity interest of Tarena Technologies Inc. (“Tarena Technologies”) and Tarena Software Technology (Hangzhou) Co. Ltd. (“Tarena Hangzhou”) and their subsidiaries in cash, respectively. Principal shareholder Ms. Lijuan Han, sister of the Company’s founder and chairman Mr. Shaoyun Han, is a member of the buyer consortium and has an interest in the Divestiture. The Divestiture was consummated at the end of March 2024. Upon consummation of the divestiture of the IT Professional Education, the Company has no ownership interest in professional education business. The Company deconsolidated the financial statements of the professional education business from its condensed consolidated financial statements effective March 31, 2024 (See Note 3).

(b) Organization

TCTM is a holding company that was incorporated in the Cayman Islands on October 8, 2003 by Mr. Shaoyun Han (“Mr. Han”), the founder and former chief executive officer of the Company, and five other individuals. TCTM is the parent company of a number of wholly-owned subsidiaries that are engaged in the provision of educational products and services. The Company’s education services in certain locations of the PRC were previously conducted through Beijing Tarena Jinqiao Technology Co., Ltd. (“Beijing Tarena”) and Beijing Tongcheng Shidai Jinqiao Technology Co., Ltd. (“Beijing Tongcheng”), and their subsidiaries, in order to comply with laws and regulations of mainland China which restricted foreign investments in companies that were engaged in education products and services.

TCTM effectively maintains financial control over Beijing Tarena and Beijing Tongcheng and their initial capital funding was provided by Tarena Technologies Inc. (a wholly-owned subsidiary of TCTM) (“Tarena Tech”), formerly known as Beijing Tarena Technology Co., Ltd. and Tongcheng Shidai Technology Inc. (a wholly-owned subsidiary of TCTM) (“Tongcheng Shidai”), formerly known as Tongcheng Shidai Technology Co., Ltd. through a series of contractual agreements and agreements (“VIE Agreement”). The recognized and unrecognized revenue-producing assets that were held by Beijing Tarena, Beijing Tongcheng and their subsidiaries primarily consists of property and equipment, operating leases for the learning premises, ICP license, www.tmooc.cn website and assembled workforce in those learning centers.

The Company disposed of Tarena Hangzhou and Tarena Technologies and their subsidiaries, including its VIE, Beijing Tarena. Therefore, TCTM terminated the Beijing Tarena VIE Agreements in accordance with the Divestiture effective March 31, 2024.

F-6

Table of Contents

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands of RMB and US$, except for number of shares and per share data)

1	DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS (CONTINUED)

(b) Organization (Continued)

The assets and liabilities of the consolidated VIEs and their subsidiaries that were included in the accompanying condensed consolidated financial statements as of December 31, 2023 and June 30, 2024 are as follows:


	December 31,	June 30,
	2023	2024
	RMB	RMB
Cash and cash equivalents	2,520	5,852
Amounts due from TCTM and its wholly-owned subsidiaries	104,642	93,183
Amounts due from related parties	—	41,198
Prepaid expenses and other current assets	62,550	33,356
Current assets of discontinued operation	36,779	—
Total current assets	206,491	173,589

Property and equipment, net	2,052	3,045
Long term investments	34,852	—
Right-of-use assets	9,209	7,044
Other non-current assets	258	517
Total assets	252,862	184,195

Accounts payable	2,713	1,218
Deferred revenue-current	114,975	117,368
Operating lease liabilities-current	4,440	2,534
Income taxes payable	79	—
Accrued expenses and other current liabilities	30,762	40,500
Amounts due to TCTM and its wholly-owned subsidiaries	23,676	5,673
Amounts due to related parties	—	25,520
Current liabilities of discontinued operation	100,392	—
Total current liabilities	277,037	192,813

Operating lease liabilities-non current	4,252	4,009
Total liabilities	281,289	196,822

F-7

Table of Contents

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands of RMB and US$, except for number of shares and per share data)

1	DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS (CONTINUED)

(b) Organization (Continued)

The financial performance and cash flows of the consolidated VIEs and their subsidiaries that were included in the accompanying condensed consolidated financial statements before elimination of intercompany balances and transactions between the parent company, non-VIE subsidiaries, VIEs and VIEs’ subsidiaries for the six months ended June 30, 2023 and 2024 are as follows:


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Net revenues	68,442	46,702
Net loss from continuing operations	(4,821)	(12,960)
Net income / (loss) from discontinued operation	24,184	(13,171)
Net income / (loss)	19,363	(26,131)
Net cash used in operating activities from continuing operations	(82,403)	(14,326)
Net cash provided by / (used in) operating activities from discontinued operation	6,008	(1,782)
Net cash provided by / (used in) investing activities from continuing operations	2,350	(3,200)
Net cash used in investing activities from discontinued operation	(5,000)	—
Net cash provided by financing activities from continuing operations	77,550	18,820
Net cash used in financing activities from discontinued operation	(1,741)	(82)

The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the Security and Exchange Commission (the “SEC”) and generally accepted accounting principles in the United States of America (“U.S. GAAP”). Certain information and footnote disclosures normally included in financial statements prepared in conformity with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. Unaudited interim results are not necessarily indicative of the results for the full fiscal year. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with audited consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 20-F for the fiscal year ended December 31, 2023.

In the opinion of the management, the accompanying unaudited interim condensed consolidated financial statements reflect all normal recurring adjustments, which are necessary for a fair presentation of financial results for the interim periods presented. The Company believes that the disclosures are adequate to make the information presented not misleading. All amounts in the accompanying unaudited interim condensed consolidated financial statements and notes are expressed in Renminbi (“RMB”). Amounts in United States dollars (“US$”) are presented solely for the convenience of readers and use an exchange rate of US$1.00 = RMB7.2672, representing the exchange rate as set forth in the H.10 statistical release of the U.S. Federal Reserve Board as of June 28, 2024. No representation is made that the RMB amounts could have been, or could be, converted into US$ at such rate.

F-8

Table of Contents

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands of RMB and US$, except for number of shares and per share data)

1	DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS (CONTINUED)

(d) Going concern

The Company had significant recurring losses from operations and net cash outflow from operations. As of June 30, 2024, the Company has significant working capital deficit of approximately RMB 1,647,026. The Company’s net operating cash outflow was approximately RMB 87,272 for the six months ended June 30, 2024. These conditions raised substantial doubt about the Company’s ability to continue as a going concern. For the next 12 months from December 27, 2024 the issuance date of these financial statements, the Company will continue to strive to achieve positive cash flow through implementing various measures to boost enrollment growth and maintain cost control by offering more updated and uplifted courses and services catering to customer’s demands as well as implementing comprehensive budget control and operation assessment to enhance cost control efficiency. Besides, the Company will also endeavor to create synergy of the Company’s resources and improve cash inflow by equity financing as well as the debt financing via secured loans.

There can be no assurance that the Company will be successful in achieving its strategic plans, that the Company’s future capital raises will be sufficient to support its ongoing operations, or that any additional financing will be available in a timely manner or with acceptable terms, if at all. If the Company is unable to raise sufficient financing or events or circumstances occur such that the Company does not meet its strategic plans, the Company will be required to reduce certain discretionary spending, alter or scale back research and development programs, or be unable to fund capital expenditures, which would have a material adverse effect on the Company’s financial position, results of operations, cash flows, and ability to achieve its intended business objectives.

The accompanying condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. Accordingly, the condensed consolidated financial statements have been prepared on a basis that assumes the Company will continue as a going concern and which contemplates the realization of assets and satisfaction of liabilities and commitments in the ordinary course of business.

F-9

Table of Contents

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands of RMB and US$, except for number of shares and per share data)

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a) Use of estimates

The preparation of condensed consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include goodwill impairment and long-term investments, the realizability of deferred income tax assets, the accruals for other contingencies, and the recoverability of the carrying amounts of property and equipment and right-of-use assets. The current economic environment has increased the degree of uncertainty inherent in those estimates and assumptions.

On an on-going basis, the Company evaluates its estimates based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates.

(b) Discontinued operation

A discontinued operation may include a component of an entity or a group of components of an entity, or a business or nonprofit activity. A disposal of a component of an entity or a group of components of an entity is required to be reported in discontinued operation if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results when any of the following occurs: (1) the component of an entity or group of components of an entity meets the criteria to be classified as held-for-sale; (2) the component of an entity or group of components of an entity is disposed of by sale; (3) the component of an entity or group of components of an entity is disposed of other than by sale (for example, by abandonment or in a distribution to owners in a spinoff).

The Company evaluated and recognized revenue based on the five steps set forth in ASC 606 by:

●

identifying the contract(s) with the customer;

●

identifying the performance obligations in the contract;

●

determining the transaction price;

●

allocating the transaction price to performance obligations in the contract; and

●

recognizing revenue as each performance obligation is satisfied through the transfer of a promised good or service to a customer (i.e., “transfer of control”).

These criteria as they relate to each of the following major revenue generating activities are described below. Revenue is presented net of value added taxes (“VAT”) at rates ranging between 1% and 13%, and surcharges. VAT to be collected from customers, net of VAT paid for purchases, is recorded as a liability or asset in the condensed consolidated balance sheets until it is paid to the tax authorities.

Tuition revenue

The Company provides IT-focused supplementary STEM education course services to students.

F-10

Table of Contents

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands of RMB and US$, except for number of shares and per share data)

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

The contract of tuition service is accounted for as a single performance obligation which is satisfied proportionately over the service period. Tuition fees are recognized as revenue proportionately as the training courses are delivered, with unearned portion of tuition fees being recorded as deferred revenue.

Refunds are provided to students if they withdraw from classes, and usually only those unearned portions of the fee will be refunded. A refund liability represents the amounts of consideration received but are not expected to be entitled to earn, and thus are not included in the transaction price because these amounts are expected to be eventually refunded to students. The Company determines the transaction price to be earned by estimating the refund liability based on historical refund ratio on a portfolio basis using the expected value method. Reclassification was made from deferred revenue to refund liabilities, which was recorded under accrued expenses and other current liabilities.

Certification service revenue

The Company provides certification services to students who complete the training course and enroll for the exams. The Company is responsible for the certification service, including organization, proctoring and grading of exams, and providing the certificates to students. All certificates are issued by third parties to the students who pass the exam.

The Company acts as the principal in providing the certificate service to the students and recognizes revenue on gross basis because the Company is able to determine the price, acts as the main obligor in the arrangement, and, is responsible for fulfilling the services ordered by the students. Cash received before the students receive the certificates is recorded as deferred revenue.

Each contract of certification service is accounted for as a single performance obligation which is satisfied at a point in time. The performance obligation is satisfied when the certificates are provided to the students, then the received consideration is recognized as certification service revenue.

Net revenues from continuing operations recognized under ASC Topic 606 for the six months ended June 30, 2023 and 2024 consist of the following:


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Tuition fee	597,689	602,877
Certification service fee	1,016	109
Others	1,208	2,975
Business taxes and surcharges	(1,413)	(1,910)
Total net revenues	598,500	604,051


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Timing of revenue recognition
Services transferred at a point in time	2,219	3,074
Services transferred over time	596,281	600,977
Total net revenues	598,500	604,051

F-11

Table of Contents

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands of RMB and US$, except for number of shares and per share data)

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Contract liability

The Company does not have amounts of contract assets since the Company receives consideration prior to providing the services.

The contract liabilities consist of deferred revenue, which represent the Company has received consideration but has not satisfied the related performance obligations.

The revenue recognized from continuing operations for six months ended June 30, 2023 and June 30, 2024 that was previously included in the deferred revenue balances as of December 31, 2022 and December 31, 2023 was RMB 520,622 and RMB 460,432, respectively.

The Company’s deferred revenue from continuing operations amounted to RMB1,210,536 and RMB1,211,254 as of December 31, 2023 and June 30, 2024, respectively.

The Company has selected to apply the practical expedient in paragraph ASC 606-10-50-14 and does not disclose information about remaining performance obligations in contracts that have an original expected length of one year or less.

(d) Recently issued accounting standards

In March 2023, the FASB issued new accounting guidance, ASU 2023-01, for leasehold improvements associated with common control leases, which is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted for both interim and annual financial statements that have not yet been made available for issuance. The new guidance introduced two issues: terms and conditions to be considered with leases between related parties under common control and accounting for leasehold improvements. The goals for the new issues are to reduce the cost associated with implementing and applying Topic 842 and to eliminate diversity in practice by entities within the scope when applying lease accounting requirements. The Company adopted the ASU from January 1, 2024 and the adoption did not have a material impact on the Company’s financial statements.

In December 2023, the FASB issued ASU 2023-09, which is an update to Topic 740, Income Taxes. The amendments in this update related to the rate reconciliation and income taxes paid disclosures improve the transparency of income tax disclosures by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) income taxes paid disaggregated by jurisdiction. The amendments allow investors to better assess, in their capital allocation decisions, how an entity’s worldwide operations and related tax risks and tax planning and operational opportunities affect its income tax rate and prospects for future cash flows. The other amendments in this Update improve the effectiveness and comparability of disclosures by (1) adding disclosures of pretax income (or loss) and income tax expense (or benefit) to be consistent with SEC Regulation S-X 210.4-08(h), Rules of General Application—General Notes to Financial Statements: Income Tax Expense, and (2) removing disclosures that no longer are considered cost beneficial or relevant. For public business entities, the amendments in this Update are effective for annual periods beginning after December 15, 2024. For entities other than public business entities, the amendments are effective for annual periods beginning after December 15, 2025. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. The amendments in this Update should be applied on a prospective basis. Retrospective application is permitted. The Company is evaluating the impact of this guidance will have on its financial statements.

Other accounting standards that have been issued by FASB that do not require adoption until a future date are not expected to have a material impact on the consolidated financial statements upon adoption. The Company does not discuss recent standards that are not anticipated to have an impact on or are unrelated to its consolidated financial condition, results of operations, cash flows or disclosures.

F-12

Table of Contents

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands of RMB and US$, except for number of shares and per share data)

3 DISCONTINUED OPERATION

Divestiture of professional education business

On December 24, 2023, the Company entered into an equity transfer agreement to dispose of its equity interests in the professional education business. Upon the consummation of the Divestiture on March 31, 2024, the Company lost its control over the professional education business while the primary focus has shifted to providing IT-focused supplementary STEM education services.

The Divestiture represented a strategic shift that had a major effect on the Company’s operations and financial results. And the professional education business met the criteria to be classified as held-for sale as of December 31, 2023 and was accounted for as discontinued operation. Accordingly, assets, liabilities, results of operations, and cash flows related to professional education business have been reflected in the accompanying condensed consolidated financial statements as discontinued operation for all periods presented. The Company deconsolidated the professional education business financial statements, effective March 31, 2024.

Ms. Lijuan Han, sister of Mr. Shaoyun Han, is the principal shareholder of the Company, her shares include (i) 7,206,059 Class B ordinary shares held by Learningon Limited (“Learningon”), (ii) 2,193,220 Class A ordinary shares held by Learningon, and (iii) 151,445 Class A Ordinary Shares held by herself. Learningon is ultimately owned by Ms. Lijuan Han. By virtue of such relationship, Ms. Lijuan Han and Mr. Shaoyun Han undertake to act in concert in accordance with the instructions of Mr. Shaoyun Han with regard to any matter submitted to vote by Ms. Lijuan Han. Therefore, Mr. Shaoyun Han is deemed to share the voting power with respect to these shares. As the Divestiture is with Tarena Weishang Technology (Hainan) Co., Ltd., a company controlled by Lijuan Han, the Company’s principal shareholder who also has a very close relationship and share voting power with the controlling shareholder, the Company did not recognize any gain or loss from this disposal and the difference between the consideration received by the Company and the carry amounts of the disposed business was recorded in additional paid-in capital.

F-13

Table of Contents

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands of RMB and US$, except for number of shares and per share data)

3 DISCONTINUED OPERATION (CONTINUED)

Divestiture of professional education business (Continued)

The assets and liabilities are included in the captions “Current assets of discontinued operation” and “Current liabilities of discontinued operation”, in the accompanying condensed consolidated balance sheet at December 31, 2023 and consist of the following:


		December 31,
		2023
		RMB
Cash and cash equivalents		59,068
Restricted cash		3,520
Accounts receivable, net of allowance for credit losses-current		12,472
Amounts due from related parties		313
Prepaid expenses and others current assets		64,250
Time deposits-non current		120
Property and equipment, net		34,991
Intangible assets, net		148
Right-of-use assets		49,671
Goodwill		3,366
Long-term investments		11,859
Deferred income tax assets		18,848
Other non-current assets, net		16,977
Total assets of discontinued operation		275,603

Balance sheet classification:
Current assets of discontinued operation		275,603

Short-term bank loans		20,000
Accounts payable		116
Amounts due to related parties		3,596
Operating lease liabilities-current		21,872
Income taxes payable		106,944
Deferred revenue-current		265,132
Accrued expenses and other current liabilities		107,127
Deferred revenue-non current		7,363
Operating lease liabilities-non-current		25,130
Other non-current liabilities		3,511
Total liabilities of discontinued operation		560,791

Balance sheet classification:
Current liabilities of discontinued operation		560,791

F-14

Table of Contents

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands of RMB and US$, except for number of shares and per share data)

3 DISCONTINUED OPERATION (CONTINUED)

Divestiture of professional education business (Continued)

The condensed cash flows of professional education business were as follows for the six months ended June 30, 2023 and 2024, are included in the unaudited interim condensed consolidated statements of cash flows of the Company as cash flow from discontinued operation:


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Net cash used in operating activities	(42,773)	(16,514)
Net cash provided by / (used in) investing activities	97,174	(1,835)
Net cash used in financing activities	(22,000)	(7,792)

Professional education business results of operations for the six months ended June 30, 2023 and 2024, shown in the table below, are included in the unaudited interim condensed consolidated statements of comprehensive loss as “net loss from the discontinued operation” for those respective periods, after intercompany eliminations, as applicable.


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Net revenues	331,616	111,878
Cost of revenues	(124,560)	(41,412)
Gross profit	207,056	70,466
Selling and marketing expenses	(142,705)	(48,312)
General and administrative expenses	(101,585)	(56,333)
Research and development expenses	(19,821)	(2,605)
Operating loss	(57,055)	(36,784)
Interest income (expense), net	99	(112)
Loss from discontinued operation	(56,956)	(36,896)
Gain on disposal of subsidiary	26,797	—
Other income	(518)	(11,826)
Foreign currency exchange loss, net	(124)	(584)
Loss before income taxes	(30,801)	(49,306)
Income tax benefit (expense)	149	(2,367)
Net loss from discontinued operation	(30,652)	(51,673)

F-15

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TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands of RMB and US$, except for number of shares and per share data)

4 PREPAID EXPENSES AND OTHER CURRENT ASSETS, NET

Prepaid expenses and other current assets, net consist of the following:


		December 31,	June 30,
		2023	2024
		RMB	RMB
Prepaid expenses and other current assets:
Prepaid deposits	(a)	16,952	14,672
Advance to suppliers		14,325	33,967
Inventories		9,363	10,473
Prepaid rental expenses		6,750	6,267
Prepaid professional fee		2,436	4,843
Prepaid advertising expenses		2,043	4,962
Prepaid value-added tax		1,594	3,042
Others		4,300	5,908
Total prepaid expenses and other current assets		57,763	84,134
Less: allowance for credit losses		(378)	(488)
Prepaid expenses and other current assets, net		57,385	83,646

(a)

It mainly included prepaid rental deposits.

5 PROPERTY AND EQUIPMENT, NET

Property and equipment consist of the following:


	December 31,	June 30,
	2023	2024
	RMB	RMB
Furniture	18,277	17,173
Office equipment	164,261	163,553
Leasehold improvements	80,782	71,953
Total property and equipment	263,320	252,679
Less: accumulated depreciation	(197,256)	(188,445)
Property and equipment, net	66,064	64,234

Depreciation expense for property and equipment was allocated to the following:


	June 30,	June 30,
	2023	2024
	RMB	RMB
Cost of revenues	19,198	12,806
Selling and marketing expenses	1,187	611
General and administrative expenses	2,228	3,824
Research and development expenses	1	4
Total	22,614	17,245

F-16

Table of Contents

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands of RMB and US$, except for number of shares and per share data)

6 LONG-TERM INVESTMENTS

Long-term investments consist of the following:


		December 31,	June 30,
		2023	2024
		RMB	RMB
Equity investments without readily determinable fair values
A company providing mechanic training	(a)	11,992	11,992
Other equity investments without readily determinable fair values	(b)	15,000	11,000
Impairment of equity investments without readily determinable fair values		(4,000)	—
Total equity investments without readily determinable fair values, net		22,992	22,992
Equity method investments
Companies providing hockey program management		2,257	1,688
A company providing Internet product solutions	(c)	17,135	17,108
Impairment of equity method investments		(524)	—
Total equity method investments, net		18,868	18,796
Total long-term investments		41,860	41,788

(a)

In October 2015, the Company paid RMB12,000 in cash to acquire 2.86% of the total equity interest in an education company, which provides training for senior mechanic in vehicle maintenance and repair. In 2023, the Company sold a portion of those shares. No impairment loss was recognized for the six months ended June 30, 2023 and 2024, respectively.

(b)

During the years ended December 31, 2018 and 2019, the Company acquired minority equity interests in several third-party companies. No impairment loss was recognized for the six months ended June 30, 2023 and 2024, respectively.

(c)

In January 2018, the Company paid RMB14,000 in cash to acquire a 20% equity interest in a company which provides IT consulting services and programming and accounted for the investment using equity method. No impairment loss was recognized for the six months ended June 30, 2023 and 2024, respectively.

7 OTHER NON-CURRENT ASSETS

Other non-current assets consist of the following:


	December 31,	June 30,
	2023	2024
	RMB	RMB
Other non-current assets:
Rent and property management deposits	22,683	26,073
Prepayment for equipment and leasehold improvements	2,831	4,325
Others	3,239	526
Total other non-current assets	28,753	30,924

F-17

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TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands of RMB and US$, except for number of shares and per share data)

8 SHORT-TERM BANK LOANS

On October 12, 2022, the Company signed a credit extension contract with the China Merchants Bank with a limit of RMB 30,000. As of December 31, 2022, the Company has drawn RMB30,000, which will mature in 12 months from the drawdown date. The applicable interest rate for the loan is 4.9% per annum. The Company fully repaid the bank loans in May 2023.

On March 8, 2024, the Company signed a secured loan contract with the Shanghai Pudong Development Bank with a limit of RMB 20,000 secured by the certificate of deposit of the Company. As of June 30, 2024, the Company has drawn RMB11,000, which will mature in 12 months from the drawdown date. The applicable interest rate for the loan is 3.4% per annum.

Interest expenses of the loans were RMB459 and RMB109 for the six months ended June 30, 2023 and 2024, respectively.

9 ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES


		December 31,	June 30,
		2023	2024
		RMB	RMB
Recharge card	(a)	228,655	241,265
Refund liability		190,591	170,431
Accrued payroll and employee benefits		72,715	61,297
VAT and other tax payables		10,680	4,498
Professional service fee		5,881	6,054
Payable for advertisement		—	18,066
Others		8,574	12,618
Total		517,096	514,229

(a)

Recharge card is the amount that customers paid in advance without designated enrollment contract for IT-focused supplementary STEM education training courses.

10 INCOME TAXES

For the six months ended June 30, 2023 and 2024, the Company had income tax expenses for the continuing operations of RMB 2,424 and RMB 21,544, respectively.

Income tax expense consists of the following:


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Current income tax expense	2,263	1,021
Deferred income tax expense	161	20,523
Total	2,424	21,544

Uncertain tax positions

The Company evaluates the level of authority for each uncertain tax position (including the potential application of interest and penalties) based on the technical merits, and measures the unrecognized benefits associated with the tax positions. For the six months ended June 30, 2023 and 2024, the Company had no unrecognized tax benefits. There were no uncertain tax positions as of June 30, 2024 and the Company does not believe that its unrecognized tax benefits will change over the next twelve months.

F-18

Table of Contents

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands of RMB and US$, except for number of shares and per share data)

11 RELATED PARTY TRANSACTIONS

The following is a list of related parties from continuing operations which the Company had major transactions with during the six months ended June 30, 2024:

(1)

Ms. Han Lijuan, a sister of Mr. Han.

(2)

Tarena Weishang Technology (Hainan) Co., Ltd., or “Tarena Weishang”, a company controlled by Mr. Han’s sister.

(3)

Tarena Software Technology (Hangzhou) Co., Ltd., or “Tarena Hangzhou”, a subsidiary of Tarena Weishang Technology (Hainan) Co., Ltd.

(4)

Tarena Technologies Inc., or “Tarena Tech”, a subsidiary of Tarena Weishang Technology (Hainan) Co., Ltd.

Related party transactions

On December 24, 2023, the Company entered into an equity transfer agreement to dispose of our equity interests in the professional education business to a buyer consortium led by Tarena Weishang. The net transfer consideration, based on third party independent appraiser, for the Disposal amounted to RMB1 and RMB1 in exchange of the equity interest of Tarena Tech and Tarena Hangzhou in cash, respectively. Upon consummation of the divestiture of the professional education business, the Company has no ownership interest in professional education business. The Company deconsolidated the financial statements of professional education business from its condensed consolidated financial statements since March 31, 2024. The difference between consideration received over the carrying amount of the net liability of professional education business disposed were recorded in additional paid - in capital.

The Company collected RMB 21,753 loan from Tarena Tech in the first half of 2024. The Company provided RMB 33,383 new loans to Tarena Tech and Tarena Hangzhou for the six months ended June 30, 2024, respectively. In August, Tarena Tech repaid RMB 7,000 to the Company. In December 2024, Tarena Tech transferred its debt due to the Company to Tarena Hangzhou. And then, the Company purchased a building with a consideration of approximately RMB 21,591 from Tarena Hangzhou. Both parties agreed to offset the transfer price of such building with RMB 21,591 of the loans due from Tarena Hangzhou. The Company received the remaining loan balance of RMB 4,792 in cash by the end of December 2024.

To facilitate resources mainly including HR and IT staff sharing between the Company and Tarena Tech, both parties provided centralized and professional supporting services to each other. After divestiture, the Company provided service to Tarena Tech in the amount of RMB 1,091 while Tarena Technologies provided service to the Company in the amount of RMB 3,829 for the six months end June 30, 2024. The net amount due from Tarena Tech for professional supporting services was RMB1,725 as of June 30, 2024.

F-19

Table of Contents

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands of RMB and US$, except for number of shares and per share data)

12 SHARE BASED COMPENSATION

The following table summarizes the share-based compensation expense, by type of awards:


	For the Six Months Ended
	June 30,
	2023	2024
Employee stock options	937	221
Restricted share units grants	395	382
Total share-based compensation expense	1,332	603

The following table summarizes the share-based compensation by line items:


	For the Six Months Ended
	June 30,
	2023	2024
Cost of revenues	9	12
General and administrative expenses	1,242	590
Selling and marketing expenses	10	1
Research and development expenses	71	—
Total share-based compensation expense	1,332	603

13 LOSS PER SHARE

Basic and diluted loss per share is calculated as follows:


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Numerator:
Net loss from discontinued operation	(30,652)	(51,673)
Denominator:
Denominator for basic and diluted loss per share:
Weighted average number of Class A and Class B ordinary shares outstanding
—basic and diluted	53,828,590	50,181,969
Basic and diluted loss from discontinued operation per ADS*	(2.85)	(5.15)
Numerator:
Net loss from continuing operations attributable to ordinary shareholder	(12,054)	(62,880)
Denominator:
Denominator for basic and diluted loss per share:
Weighted average number of Class A and Class B ordinary shares outstanding
—basic and diluted	53,828,590	50,181,969
Basic and diluted loss from continuing operations per ADS*	(1.12)	(6.27)

*The Company applied the ratio of American depositary shares (“ADSs”) to Class A ordinary shares (the “ADS Ratio”) as one ADS representing five Class A ordinary shares.

F-20

Table of Contents

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands of RMB and US$, except for number of shares and per share data)

14 COMMITMENTS AND CONTINGENCIES

Capital commitment.

As of June 30, 2024, the Group had no significant outstanding capital commitments.

Contingencies

The Company and certain of its current and former officers and directors have been named as defendants in a putative securities class action captioned Yili Qiu v. TCTM, Inc. et al., (Case No. 1:21-cv-03502) filed on June 22, 2021 in the U.S. District Court for the Eastern District of New York. The complaint asserts that defendants made false or misleading statements in certain SEC filings between August 16, 2016 and November 1, 2019 related to the Company’s business and operating results in violation of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder. After years of communication and coordination, plaintiff and the company reached an agreement in principle to settle all claims. On September 5, 2023, the Court granted preliminary approval for the TCTM settlement agreement. On July 31, 2024, the court issued an order directing plaintiffs to submit a final accounting of the class members that submitted valid claims under the settlement agreement. On September 9, 2024, the Judge filed a memorandum and order approving the settlement agreement, and certifying the Settlement Class. On September 20, 2024, the plaintiffs filed motion for approval of the Proposed Order for Distribution Settlement Distribution of Class Action Settlement Funds. On September 23, 2024, the court filed its judgment in the case. This case is now closed.

Except as described above, the Company is not a party to any material legal or administrative proceedings. From time to time, the Company is involved in various other legal and regulatory proceedings arising in the normal course of business. While the Company cannot predict the occurrence or outcome of these proceedings with certainty, it does not believe that an adverse result in any pending legal or regulatory proceeding, individually or in the aggregate, would be material to the Company’s consolidated financial condition or cash flows.

15 SUBSEQUENT EVENTS

Change of CEO

On November 25, 2024, the Company announced that given consideration of the long-term development of the Company and the need to explore the new opportunities of the AI education at home and abroad, as well as the personal request of Ms. Ying Sun for health reasons, the board of the Company has approved the re-designation of Ms. Sun as the president for international business, and the appointment of Mr. Xiaolan Tang as the new chief executive officer of the Company, in each case effective November 25, 2024.

Change of CFO

On December 20, 2024, the Company announced that Mr. Xiaobo Shao has decided to resign from the CFO position for personal reasons, effective December 18, 2024. The Company is in discussion with possible candidates for the position, and Mr. Xiaolan Tang, the chief executive officer of the Company, will serve as the acting CFO until a permanent replacement is found.

F-21

Exhibit 99.2

TCTM Announces the Unaudited Results for the First Half of 2024

BEIJING, December 27, 2024, TCTM Kids IT Education Inc. (NASDAQ: TCTM) (“TCTM” or the “Company”), a leading provider of IT-focused supplementary STEM education services in China, today announced its unaudited financial results for the first half ended June 30, 2024.

Highlights for the First Half of 2024

Total student enrollment in IT-focused supplementary STEM education decreased by 1.5% to 182,600 in the first half of 2024, compared to student enrollment of 185,400 in the same period of 2023.

Net revenues from continuing operations increased by 0.9% year-over-year to RMB604.1 million (US$83.1 million) from RMB598.5 million in the same period of 2023.

Gross profit from continuing operations decreased by 15.2% year-over-year to RMB231.3 million (US$31.8 million) from RMB272.7 million in the same period of 2023.

Gross profit margin decreased by 7.3% points year-over-year to 38.3% from 45.6% in the same period of 2023.

Operating loss from continuing operations was RMB42.1 million (US$5.8 million), compared to operating loss from continuing operations of RMB8.6 million in the same period of 2023.

Non-GAAP operating loss from continuing operations, which excluded share-based compensation expenses, was RMB41.5 million (US$5.7 million), compared to non-GAAP operating loss from continuing operations of RMB7.2 million in the same period of 2023.

Net loss from continuing operations was RMB63.2 million (US$8.7 million), compared to net loss of RMB10.9 million in the same period of 2023.

Non-GAAP net loss from continuing operations, which excluded share-based compensation expenses, was RMB62.6 million (US$8.6 million), compared to non-GAAP net loss of RMB9.6 million in the same period of 2023.

Basic and diluted net loss from continuing operations per American Depositary Share (“ADS”), each representing five Class A ordinary shares, was RMB6.27 (US$0.86) in the first half of 2024.

Cash, cash equivalents and time deposits, including current and non-current, and restricted cash totaled RMB108.5 million (US$14.9 million) as of June 30, 2024, compared to RMB227.6 million as of December 31, 2023.

Key Financial Results


	For the Six Months Ended						% of
	June 30,				Variance		change
	2023		2024
	RMB		RMB		RMB

	(in thousands, except for percentages)
Net revenues	598,500		604,051		5,551		0.9	%
Cost of revenues^(a)	(325,842)		(372,720)		(46,878)		14.4	%
Gross profit	272,658		231,331		(41,327)		‑15.2	%
Gross margin	45.6	%	38.3	%	‑7.3	%
Selling and marketing expenses^(a)	(121,445)		(122,422)		(977)		0.8	%
General and administrative expenses^(a)	(148,781)		(144,100)		4,681		‑3.1	%
Research and development expenses^(a)	(11,003)		(6,923)		4,080		‑37.1	%
Total operating expenses	(281,229)		(273,445)		7,784		‑2.8	%
Operating loss	(8,571)		(42,114)		(33,543)		391.4	%

Notes:

(a)	Includes share-based compensation expenses.

“In the first half of 2024, our net revenues increased by 0.9% year-over-year to RMB 604.1 million despite a slight decline of the number of student enrollment. Driven by the rapid development of AI, we believe that the market demands of children’s coding and robotics programming in STEM education will continuously grow,” remarked by Mr. Xiaolan Tang, TCTM’s Chief Executive Officer. “For the first half of 2024, the net loss was relatively high due to the shrinking demands in a relatively sluggish economic recovery followed by a decline of our student enrollment while the growth in the revenue mainly contributed by study tour and competition training courses with relatively high costs during the period. Benefiting from the strategic plans of reducing costs and enhancing operational efficiency and further optimization of our operating system, the cost and operating expenses are expected to be further narrowed down in the second half,” concluded Mr. Tang.

Financial Results for the Six Months Ended June 30, 2024

Net Revenues

Total net revenues from continuing operations increased by 0.9% to RMB604.1 million (US$83.1 million) in the first half of 2024, from RMB598.5 million in the same period of 2023. Although we had a slight decline of student enrollment resulted from the sluggish recovery period, the increase in course consumption in this period, particularly for study tour and competition training course, partially offset the impact of the shrinking market demands.

Cost of Revenues

Cost of revenues from continuing operations increased by 14.4% to RMB372.7 million (US$51.3 million) in the first half of 2024, from RMB325.8 million in the same period of 2023. The increase was primarily due to the growth in competition event and study tour program cost driven by the resilient recovery of course consumption.

Gross Profit and Gross Margin

Gross profit from continuing operations decreased by 15.2% to RMB231.3 million (US$31.8 million) in the first half of 2024, from RMB272.7 million in the same period of 2023. Gross margin was 38.3% in the first half of 2024, compared with 45.6% in the same period of 2023. The decrease in gross profit was due to the growth in the revenue mainly contributed by study tour and competition training courses with relatively high costs during the period.

Operating Expenses

Total operating expenses from continuing operations decreased by 2.8% to RMB273.4 million (US$37.6 million) in the first six months of 2024, from RMB281.2 million in the same period of 2023. Total non-GAAP operating expenses, which excluded share-based compensation expenses, decreased by 2.5% to RMB272.9 million (US$37.5 million) in the first six months of 2024, from RMB279.9 million in the same period of 2023. Total share-based compensation expenses allocated to the related operating expenses decreased by 55.3% to RMB0.6 million (US$0.1 million) in the first six months of 2024, from RMB1.3 million in the same period of 2023.

Selling and marketing expenses increased by 0.8% to RMB122.4 million (US$16.8 million) in the first six months of 2024 from RMB121.4 million in the same period of 2023. Selling and marketing expenses increased slightly, mainly due to the slight increase in sales promotion fee, as offline activities were resumed during this period and activity material expenses increased.

General and administrative expenses decreased by 3.1% to RMB144.1 million (US$19.8 million) in the first six months of 2024, from RMB148.8 million in the same period of 2023. The decrease was mainly due to a reduction in rental charge in this period. In addition, due to the optimization of our administrative and support team, related personnel cost was reduced.

Research and development expenses decreased by 37.1% to RMB6.9 million (US$1.0 million) in the first six months of 2024, from RMB11.0 million in the same period of 2023. The decrease was mainly due to the decrease in personnel-related costs in the first six months of 2024 as we slowed down our R&D activities given our business operation status.

Operating Loss

Operating loss was RMB42.1 million (US$5.8 million) in the first six months of 2024, compared to RMB8.6 million in the same period of 2023. Non-GAAP operating loss, which excluded share-based compensation expenses, was RMB41.5 million (US$5.7 million) in the first six months of 2024, compared to RMB7.2 million in the same period of 2023.

Income Tax Expense

The Company recorded an income tax expense of RMB21.5 million (US$3.0 million) in the first six months of 2024, compared to RMB2.4 million in the same period of 2023. The increase was mainly due to the gain from debt waiver related to the Divestiture.

Net Loss

As a result of the foregoing, net loss from continuing operations was RMB63.2 million (US$8.7 million) in the first six months of 2024, compared to net loss from continuing operations of RMB10.9 million in the same period of 2023. Non-GAAP net loss from continuing operations, which excluded share-based compensation expenses, was RMB62.6 million (US$8.6 million) in the first six months of 2024, compared to non-GAAP net loss of RMB9.6 million in the same period of 2023.

Basic and Diluted Loss per ADS

Basic and diluted net loss from continuing operations per ADS was RMB6.27 (US$0.86) in the first half of 2024. Non-GAAP basic and diluted loss per ADS, which excluded share-based compensation expenses, was RMB6.21 (US$0.85) in the first half of 2024.

Cash Flow

The total balance of cash, cash equivalents, and restricted cash decreased by RMB119.1 million from RMB227.3 million as of December 31, 2023 to RMB108.2 million (US$14.9 million) as of June 30, 2024. Net cash used in operating activities from continuing operations in the first half of 2024 was RMB87.3 million (US$12.0 million). Net cash used in investing activities from continuing operations in the first half of 2024 amounted to RMB30.0 million (US$4.1 million) consisting of the loan collected from related party of RMB21.8 million (US$3.0 million), partially offset by the purchase of property and equipment, including computers and servers, of RMB 19.4 million (U$ 2.7 million) for the replacement of obsolete items and the loans provided to related parties of RMB33.4 million (U$4.6 million) in the middle of the year, which have been repaid in December, 2024. Net cash provided by financing activities from continuing operations in the first half of 2024 amounted to RMB3.4 million (US$0.5 million), which was primarily due to the proceeds from bank borrowing RMB 11.0 million (U$1.5 million), partially offset by the repurchase of ordinary shares of RMB7.3 million (U$1.0 million). Capital expenditures in the first half of 2024 were RMB19.4 million (US$2.7 million).

For details, please refer to the unaudited condensed consolidated financial statements for six months ended June 30, 2024, which is attached to the Form 6-K (through which this announcement is furnished) as exhibit 99.1.

Exchange Rate Information

All translations made in the financial statements or elsewhere in this press release made from RMB into United States dollars (“US$”) are solely for convenience and calculated at the rate of US$1.00=RMB 7.2672, representing the exchange rate as of June 28, 2024, set forth in the H.10 statistical release of the U.S. Federal Reserve Board. No representation is made that the RMB amounts could have been, or could be, converted, realized or settled into US$ at that rate, or at any other rate, on June 30, 2024.

About TCTM Kids IT Education Inc.

TCTM is a leading provider of IT-focused supplementary STEM education services in China. Through its innovative education platform combining live distance instruction, classroom-based tutoring and online learning modules, TCTM offers IT-focused supplementary STEM education programs, including computer coding and robotics programming courses, etc., targeting students between three and eighteen years of age. Aiming to encourage “code to learn,” TCTM embraces the latest trends in STEM education and technology to develop children’s logical thinking and learning abilities while allowing them to discover their interests and potential.

Safe Harbor Statement

This press release contains forward-looking statements made under the “safe harbor” provisions of Section 21E of the Securities Exchange Act of 1934, as amended, and 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,” “confident” and similar statements. Among other things, the business outlook, the quotations from management in this announcement, as well as the Company’s strategic and operational plans contain forward-looking statements. TCTM 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 report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Any statements that are not historical facts, including any business outlook and statements about TCTM’s beliefs and expectations, are forward-looking statements. Many factors, risks and uncertainties could cause actual results to differ materially from those in the forward-looking statements. Such factors and risks include, but not limited to the following: the impact of the COVID-19 outbreak; TCTM’s goals and strategies; its future business development, financial condition and results of operations; its ability to continue to attract students to enroll in its courses; its ability to continue to recruit, train and retain qualified instructors and teaching assistants; its ability to continually tailor its curriculum to market demand and enhance its courses to adequately and promptly respond to developments in the professional job market; its ability to maintain or enhance its brand recognition, its ability to maintain high job placement rate for its students, and its ability to maintain cooperative relationships with financing service providers for student loans.

Further information regarding these and other risks, uncertainties or factors is included in TCTM’s filings with the U.S. Securities and Exchange Commission. All information provided in this press release is current as of the date of the press release, and TCTM does not undertake any obligation to update such information, except as required under applicable law.

About Non-GAAP Financial Measures

To supplement TCTM’s consolidated financial results presented in accordance with United States Generally Accepted Accounting Principles (“GAAP”), TCTM’s management uses non-GAAP measures of cost of revenues, operating expenses, operating income, net income, and basic and diluted net loss per ADS, which are adjusted from results based on GAAP to exclude the share-based compensation expenses. These non-GAAP financial measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, GAAP results. In addition, calculation of the non-GAAP financial measures may be different from the calculation used by other companies, and therefore comparability may be limited.

TCTM’s management believes that excluding the share-based compensation expenses provides meaningful supplemental information regarding our performance and liquidity by excluding certain items identified as non-recurring and infrequent in nature, and non-cash charges. The amount of share-based compensation expenses is not built into the Company’s annual budgets and quarterly forecasts, which generally will be the basis for information TCTM provides to analysts and investors as guidance for future operating performance.

The non-GAAP financial measures are provided to enhance investors’ overall understanding of TCTM’s current financial performance and prospects for the future. A limitation of using non-GAAP cost of revenues, operating expenses, operating income (loss) and net income (loss), excluding the share-based compensation expenses is that the share-based compensation charge has been and will continue to be a recurring expense in the Company’s business for the foreseeable future. In order to mitigate the limitation, the Company has provided specific information regarding the GAAP amounts excluded from each non-GAAP measure. The accompanying tables include details on the reconciliation between GAAP financial measures that are most directly comparable to the non-GAAP financial measures the Company has presented.

For further information, please contact:

Investor Relations Contact:

TCTM Kids IT Education Inc.

Investor Relations

E-mail: ir@tctm.cn

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands of Renminbi (“RMB”) and US Dollar (“US$”),

except for number of shares and per share data)


	December 31,	June 30,
	2023	2024	2024
	Audited	Unaudited	Unaudited
	RMB	RMB	US$
ASSETS
Current assets:
Cash and cash equivalents	220,689	82,863	11,402
Time deposits	300	300	41
Restricted cash	6,575	25,381	3,493
Amounts due from related parties	44	37,301	5,133
Prepaid expenses and other current assets, net	57,385	83,646	11,510
Current assets of discontinued operation	275,603	—	—
Total current assets	560,596	229,491	31,579

Amounts due from related parties-non current	732	713	98
Property and equipment, net	66,064	64,234	8,839
Intangible assets, net	5,287	4,652	640
Goodwill	49,416	49,416	6,800
Right-of-use assets	237,059	244,798	33,685
Long-term investments	41,860	41,788	5,750
Deferred income tax assets	28,476	7,952	1,094
Other non-current assets	28,753	30,924	4,255
Total assets	1,018,243	673,968	92,740

LIABILITIES AND DEFICIT
Current liabilities:
Short-term bank loans	—	11,000	1,514
Accounts payable	4,988	3,142	432
Amounts due to related parties	—	38,203	5,257
Operating lease liabilities-current	111,840	92,373	12,711
Income taxes payable	6,105	6,316	869
Deferred revenue-current	1,210,536	1,211,254	166,674
Accrued expenses and other current liabilities	517,096	514,229	70,760
Current liabilities of discontinued operation	560,791	—	—
Total current liabilities	2,411,356	1,876,517	258,217

Operating lease liabilities-non current	107,804	129,005	17,752
Other non-current liabilities	433	274	37
Total liabilities	2,519,593	2,005,796	276,006
Commitments and contingencies	—	—	—

Deficit:
Class A ordinary shares (US$0.001 par value, 860,000,000 shares authorized, 57,861,327 and 58,610,667 shares issued, 46,756,137 and 42,385,779 shares outstanding as of December 31, 2023 and June 30, 2024, respectively)	364	369	51
Class B ordinary shares (US$0.001 par value, 40,000,000 shares authorized, 7,206,059 shares issued and outstanding as of December 31, 2023 and June 30, 2024, respectively)	74	74	10
Treasury shares (11,105,190 and 16,224,888 Class A ordinary shares as of December 31, 2023 and June 30, 2024, at cost)	(479,346)	(486,644)	(66,964)
Additional paid-in capital	1,360,901	1,642,934	226,075
Accumulated other comprehensive income	48,216	54,442	7,491
Accumulated deficit	(2,427,992)	(2,542,545)	(349,866)
Total deficit attributable to the shareholders of TCTM Kids IT Education Inc.	(1,497,783)	(1,331,370)	(183,203)
Non-controlling interest	(3,567)	(458)	(63)
Total deficit	(1,501,350)	(1,331,828)	(183,266)
Total liabilities and deficit	1,018,243	673,968	92,740

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(Amounts in thousands of RMB and US$,

except for number of shares and per share data)


	For the Six Months Ended
	June 30,
	2023	2024	2024
	Unaudited	Unaudited	Unaudited
	RMB	RMB	US$
Net revenues	598,500	604,051	83,120
Cost of revenues	(325,842)	(372,720)	(51,288)
Gross profit	272,658	231,331	31,832
Selling and marketing expenses	(121,445)	(122,422)	(16,846)
General and administrative expenses	(148,781)	(144,100)	(19,829)
Research and development expenses	(11,003)	(6,923)	(953)
Operating loss	(8,571)	(42,114)	(5,796)
Interest income, net	141	244	34
Other income, net	560	337	46
Foreign currency exchange loss, net	(628)	(84)	(12)
Loss before income taxes	(8,498)	(41,617)	(5,728)
Income tax expense	(2,424)	(21,544)	(2,965)
Net loss from continuing operations	(10,922)	(63,161)	(8,693)
Net loss from discontinued operation, net of tax	(30,652)	(51,673)	(7,111)
Net loss	(41,574)	(114,834)	(15,804)
Less: Net income/(loss) attributable to non-controlling interests	1,132	(281)	(39)
Net loss attributable to Class A and Class B ordinary shareholders	(42,706)	(114,553)	(15,765)
Less: Net income/(loss) from continuing operations attributable to non-controlling interests	1,132	(281)	(39)
Net loss from continuing operations attributable to Class A and Class B ordinary shareholders	(12,054)	(62,880)	(8,654)

Weighted average number of ordinary shares used in computing basic and diluted loss per share	53,828,590	50,181,969	50,181,969
Basic and diluted loss per ADS attributable to ordinary shareholder from continuing operations	(1.12)	(6.27)	(0.86)
Basic and diluted loss per ADS attributable to ordinary shareholder from discontinued operation	(2.85)	(5.15)	(0.71)
Basic and diluted loss per ADS attributable to ordinary shareholder	(3.97)	(11.42)	(1.57)

Other comprehensive (loss) income

Foreign currency translation adjustment	(1,702)	6,226	857
Comprehensive loss	(43,276)	(108,608)	(14,947)
Less: Comprehensive income/(loss) attributable to non-controlling interests	1,132	(281)	(39)
Comprehensive loss attributable to Class A and Class B ordinary shareholders	(44,408)	(108,327)	(14,908)

TCTM KIDS IT EDUCATION INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP MEASURES TO NON-GAAP MEASURES

(in thousands, except share data and per ADS data)


	For the Six Months Ended June 30,
	2023	2024	2024
	(Unaudited)	(Unaudited)	(Unaudited)
	RMB	RMB	USD

GAAP Cost of revenues	325,842	372,720	51,288
Share-based compensation expense in cost of revenues	9	12	2
Non-GAAP Cost of revenues	325,833	372,708	51,286

GAAP Selling and marketing expenses	121,445	122,422	16,846
Share-based compensation expense in selling and marketing expenses	10	1	—
Non-GAAP Selling and marketing expenses	121,435	122,421	16,846

GAAP General and administrative expenses	148,781	144,100	19,829
Share-based compensation expense in general and administrative expenses	1,242	590	81
Non-GAAP General and administrative expenses	147,539	143,510	19,748

GAAP Research and development expenses	11,003	6,923	953
Share-based compensation expense in research and development expenses	71	—	—
Non-GAAP Research and development expenses	10,932	6,923	953

Operating loss	(8,571)	(42,114)	(5,796)
Share-based compensation expenses	1,332	603	83
Non-GAAP Operating loss	(7,239)	(41,511)	(5,713)

Net loss from continuing operations	(10,922)	(63,161)	(8,693)
Share-based compensation expenses	1,332	603	83
Non-GAAP Net loss from continuing operations	(9,590)	(62,558)	(8,610)
Non-GAAP Net loss from discontinued operation	(30,035)	(51,670)	(7,110)
Non-GAAP Net loss	(39,625)	(114,228)	(15,720)
Less: Net income/(loss) attributable to non-controlling interests from continuing operations	1,132	(281)	(39)
Non-GAAP net loss attributable to Class A and Class B ordinary shareholders	(40,757)	(113,947)	(15,681)
Non-GAAP net loss per ADS^(b)attributable to ordinary shareholder from continuing operations
Basic^(b)	(1.00)	(6.21)	(0.85)
Diluted^(b)	(1.00)	(6.21)	(0.85)
Non-GAAP net loss per ADS^(b)attributable to ordinary shareholder from discontinued operation
Basic^(b)	(2.79)	(5.15)	(0.71)
Diluted^(b)	(2.79)	(5.15)	(0.71)
Weighted average number of ordinary shares outstanding used in calculating Non-GAAP net loss per ADS^(c)
Basic	53,828,590	50,181,969	50,181,969
Diluted	53,828,590	50,181,969	50,181,969

Notes:

(a)	There was no tax impact of share-based compensation expenses for the first half of 2024 and 2023, respectively.

(b)	The Non-GAAP net (loss)/income per ADS is computed using Non-GAAP net (loss)/income attributable to ordinary shareholders and the same number of ordinary shares are used in GAAP basic and diluted net (loss)/income per ADS calculation.

(c)

Each ADS represents five Class A ordinary shares. The weighted average number of ADS and earnings per ADS have been retrospectively adjusted to reflect the ADS ratio change from one ADS representing one Class A ordinary share to one ADS representing five Class A ordinary shares, which became effective on December 23, 2021.

Document And Entity Information	6 Months Ended
Document And Entity Information	Jun. 30, 2024
Document and Entity Information
Document Type	6-K
Document Period End Date	Jun. 30, 2024
Entity Registrant Name	TCTM Kids IT Education Inc.
Entity Central Index Key	0001592560
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q2
Amendment Flag	false

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS ¥ in Thousands, $ in Thousands	Jun. 30, 2024 CNY (¥)	Jun. 30, 2024 USD ($)	Dec. 31, 2023 CNY (¥)
Current assets:
Cash and cash equivalents	¥ 82,863	$ 11,402	¥ 220,689
Time deposits	300	41	300
Restricted cash	25,381	3,493	6,575
Amounts due from related parties	¥ 37,301	$ 5,133	¥ 44
Other Receivable, after Allowance for Credit Loss, Current, Related Party, Type [Extensible Enumeration]	Related Party [Member]	Related Party [Member]	Related Party [Member]
Prepaid expenses and other current assets, net	¥ 83,646	$ 11,510	¥ 57,385
Current assets of discontinued operation			275,603
Total current assets	229,491	31,579	560,596
Amounts due from related parties-non current	¥ 713	$ 98	¥ 732
Other Receivable, after Allowance for Credit Loss, Noncurrent, Related Party, Type [Extensible Enumeration]	Related Party [Member]	Related Party [Member]	Related Party [Member]
Property and equipment, net	¥ 64,234	$ 8,839	¥ 66,064
Intangible assets, net	4,652	640	5,287
Goodwill	49,416	6,800	49,416
Right-of-use assets	244,798	33,685	237,059
Long-term investments	41,788	5,750	41,860
Deferred income tax assets	7,952	1,094	28,476
Other non-current assets	30,924	4,255	28,753
Total assets	673,968	92,740	1,018,243
Current liabilities:
Short-term bank loans	11,000	1,514
Accounts payable	3,142	432	¥ 4,988
Amounts due to related parties	¥ 38,203	$ 5,257
Other Liability, Current, Related Party, Type [Extensible Enumeration]	Related Party [Member]	Related Party [Member]	Related Party [Member]
Operating lease liabilities-current	¥ 92,373	$ 12,711	¥ 111,840
Income taxes payable	6,316	869	6,105
Deferred revenue-current	1,211,254	166,674	1,210,536
Accrued expenses and other current liabilities	514,229	70,760	517,096
Current liabilities of discontinued operation			560,791
Total current liabilities	1,876,517	258,217	2,411,356
Operating lease liabilities-non current	129,005	17,752	107,804
Other non-current liabilities	274	37	433
Total liabilities	2,005,796	276,006	2,519,593
Commitments and contingencies
Deficit:
Additional paid-in capital	1,642,934	226,075	1,360,901
Accumulated other comprehensive income	54,442	7,491	48,216
Accumulated deficit	(2,542,545)	(349,866)	(2,427,992)
Total deficit attributable to the shareholders of TCTM Kids IT Education Inc.	(1,331,370)	(183,203)	(1,497,783)
Non-controlling interest	(458)	(63)	(3,567)
Total deficit	(1,331,828)	(183,266)	(1,501,350)
Total liabilities and deficit	673,968	92,740	1,018,243
Class A ordinary shares
Deficit:
Ordinary shares	369	51	364
Treasury shares (11,105,190 and 16,224,888 Class A ordinary shares as of December 31, 2023 and June 30, 2024, at cost)	(486,644)	(66,964)	(479,346)
Class B ordinary shares
Deficit:
Ordinary shares	¥ 74	$ 10	¥ 74

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2024	Dec. 31, 2023
Class A ordinary shares
Ordinary shares
Ordinary shares, par value	$ 0.001	$ 0.001
Authorized	860,000,000	860,000,000
Issued	58,610,667	57,861,327
Outstanding	42,385,779	46,756,137
Treasury shares	16,224,888	11,105,190
Class B ordinary shares
Ordinary shares
Ordinary shares, par value	$ 0.001	$ 0.001
Authorized	40,000,000	40,000,000
Issued	7,206,059	7,206,059
Outstanding	7,206,059	7,206,059

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS ¥ in Thousands, $ in Thousands	6 Months Ended
	Jun. 30, 2024 CNY (¥) ¥ / shares shares	Jun. 30, 2024 USD ($) $ / shares shares	Jun. 30, 2023 CNY (¥) ¥ / shares shares
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
Net revenues	¥ 604,051	$ 83,120	¥ 598,500
Cost of revenues	(372,720)	(51,288)	(325,842)
Gross profit	231,331	31,832	272,658
Selling and marketing expenses	(122,422)	(16,846)	(121,445)
General and administrative expenses	(144,100)	(19,829)	(148,781)
Research and development expenses	(6,923)	(953)	(11,003)
Operating loss	(42,114)	(5,796)	(8,571)
Interest income, net	244	34	141
Other income, net	337	46	560
Foreign currency exchange loss, net	(84)	(12)	(628)
Loss before income taxes	(41,617)	(5,728)	(8,498)
Income tax expense	(21,544)	(2,965)	(2,424)
Net loss from continuing operations	(63,161)	(8,693)	(10,922)
Net loss from discontinued operation, net of tax	(51,673)	(7,111)	(30,652)
Net loss	(114,834)	(15,804)	(41,574)
Less: Net income/(loss) attributable to non-controlling interests	(281)	(39)	1,132
Net loss attributable to Class A and Class B ordinary shareholders	(114,553)	(15,765)	(42,706)
Less: Net income/(loss) from continuing operations attributable to non-controlling interests	(281)	(39)	1,132
Net loss from continuing operations attributable to Class A and Class B ordinary shareholders	¥ (62,880)	$ (8,654)	¥ (12,054)
Weighted average number of ordinary shares used in computing basic loss per share (in shares)	50,181,969	50,181,969	53,828,590
Weighted average number of ordinary shares used in computing diluted loss per share (in shares)	50,181,969	50,181,969	53,828,590
Basic loss per ADS attributable to ordinary shareholder from continuing operations \| (per share)	¥ (6.27)	$ (0.86)	¥ (1.12)
Diluted loss per ADS attributable to ordinary shareholder from continuing operations \| (per share)	(6.27)	(0.86)	(1.12)
Basic loss per ADS attributable to ordinary shareholder from discontinued operation \| (per share)	(5.15)	(0.71)	(2.85)
Diluted loss per ADS attributable to ordinary shareholder from discontinued operation \| (per share)	(5.15)	(0.71)	(2.85)
Basic loss per ADS attributable to ordinary shareholder (in dollars per share) \| (per share)	(11.42)	(1.57)	(3.97)
Diluted loss per ADS attributable to ordinary shareholder (in dollars per share) \| (per share)	¥ (11.42)	$ (1.57)	¥ (3.97)
Foreign currency translation adjustment	¥ 6,226	$ 857	¥ (1,702)
Comprehensive loss	(108,608)	(14,947)	(43,276)
Less: Comprehensive income/(loss) attributable to non-controlling interests	(281)	(39)	1,132
Comprehensive loss attributable to Class A and Class B ordinary shareholders	¥ (108,327)	$ (14,908)	¥ (44,408)

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN DEFICIT ¥ in Thousands, $ in Thousands	Ordinary Shares Class A ordinary shares CNY (¥) shares	Ordinary Shares Class B ordinary shares CNY (¥) shares	Treasury Shares CNY (¥)	Additional Paid-in Capital CNY (¥)	Accumulated Other Comprehensive Income (Loss) CNY (¥)	Accumulated deficit CNY (¥)	Non- controlling Interest CNY (¥)	CNY (¥)	USD ($)
Balance at Dec. 31, 2022	¥ 359	¥ 74	¥ (476,918)	¥ 1,363,845	¥ 49,664	¥ (2,436,918)	¥ (6,787)	¥ (1,506,681)
Balance (In shares) at Dec. 31, 2022 \| shares	57,176,842	7,206,059
Net loss						(42,706)	1,132	(41,574)
Issuance of Class A ordinary shares upon exercise of share options and vesting of non-vested shares	¥ 3			170				173
Issuance of Class A ordinary shares upon exercise of share options and vesting of non-vested shares (in shares) \| shares	439,855
Foreign currency translation adjustment					(1,702)			(1,702)
Share-based compensation				1,950				1,950
Repurchase of ordinary shares			(2,075)					(2,075)
Balance at Jun. 30, 2023	¥ 362	¥ 74	(478,993)	1,365,965	47,962	(2,479,624)	(5,655)	(1,549,909)
Balance (In shares) at Jun. 30, 2023 \| shares	57,616,697	7,206,059
Balance at Dec. 31, 2023	¥ 364	¥ 74	(479,346)	1,360,901	48,216	(2,427,992)	(3,567)	(1,501,350)
Balance (In shares) at Dec. 31, 2023 \| shares	57,861,327	7,206,059
Net loss						(114,553)	(281)	(114,834)	$ (15,804)
Issuance of Class A ordinary shares upon exercise of share options and vesting of non-vested shares	¥ 5			136				141
Issuance of Class A ordinary shares upon exercise of share options and vesting of non-vested shares (in shares) \| shares	749,340
Foreign currency translation adjustment					6,226			6,226	857
Share-based compensation				605				605
Acquisition of noncontrolling interest				(5,952)			3,390	(2,562)
Disposal of discontinued operations				287,244				287,244
Repurchase of ordinary shares			(7,298)					(7,298)
Balance at Jun. 30, 2024	¥ 369	¥ 74	¥ (486,644)	¥ 1,642,934	¥ 54,442	¥ (2,542,545)	¥ (458)	¥ (1,331,828)	$ (183,266)
Balance (In shares) at Jun. 30, 2024 \| shares	58,610,667	7,206,059

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS ¥ in Thousands, $ in Thousands	6 Months Ended
	Jun. 30, 2024 CNY (¥)	Jun. 30, 2024 USD ($)	Jun. 30, 2023 CNY (¥)	Jun. 30, 2024 USD ($)
Operating activities:
Net cash provided by/ (used in) operating activities from continuing operations	¥ (87,272)	$ (12,009)	¥ 5,094
Net cash used in operating activities from discontinued operation	(16,514)	(2,272)	(42,773)
Net cash used in operating activities	(103,786)	(14,281)	(37,679)
Investing activities:
Purchase of property and equipment and intangible assets	(19,381)	(2,667)	(11,758)
Proceeds from disposal of property and equipment	1,001	138	178
Loan provided to related parties	(33,383)	(4,594)
Loan collected from related party	21,753	2,993
Net cash used in investing activities from continuing operations	(30,010)	(4,130)	(11,580)
Net cash provided by/ (used in) investing activities from discontinued operation	(1,835)	(253)	97,174
Net cash provided by/ (used in) investing activities	(31,845)	(4,383)	85,594
Financing activities:
Proceeds from bank borrowing	11,000	1,514
Issuance of Class A ordinary shares in connection with exercise of share options	141	19	173
Acquisition of noncontrolling interests	(440)	(61)
Repayment of bank borrowings			(30,000)
Repurchase of ordinary shares	(7,298)	(1,004)	(2,075)
Net cash (used in)/ provided by financing activities from continuing operations	3,403	468	(31,902)
Net cash used in financing activities from discontinued operation	(7,792)	(1,072)	(22,000)
Net cash used in financing activities	(4,389)	(604)	(53,902)
Changes in cash, cash equivalents and restricted cash	(140,020)	(19,268)	(5,987)
Effect of foreign currency exchange rate changes on cash, cash equivalents and restricted cash	180	25	114
Net change in cash, cash equivalents and restricted cash	(139,840)	(19,243)	(5,873)
Cash, cash equivalents and restricted cash at the beginning of the period	289,852	39,885	373,967
Cash and cash equivalents	115,882		280,077	$ 15,946
Restricted cash	34,130		88,017	4,696
Cash, cash equivalents and restricted cash at the end of the period	150,012	20,642	368,094
Less: Cash, cash equivalents and restricted cash of discontinued operation	41,768		191,965	5,747
Cash, cash equivalents and restricted cash at the end of the period from continuing operations	108,244		176,129	$ 14,895
Supplemental disclosure of cash flow information from continuing operations:
Income taxes paid	827	114	207
Interest paid	109	15	360
Non-cash investing and financing activities from continuing operations:
Accrual for purchase of equipment	7,424	1,022	2,160
Operating lease right-of-use assets obtained in exchange for new operating lease liabilities	¥ 108,456	$ 14,924	¥ 57,125

DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS

6 Months Ended

Jun. 30, 2024

DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS

DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS

1	DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS

(a) Description of business

(b) Organization

1	DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS (CONTINUED)

(b) Organization (Continued)


	December 31,	June 30,
	2023	2024
	RMB	RMB
Cash and cash equivalents	2,520	5,852
Amounts due from TCTM and its wholly-owned subsidiaries	104,642	93,183
Amounts due from related parties	—	41,198
Prepaid expenses and other current assets	62,550	33,356
Current assets of discontinued operation	36,779	—
Total current assets	206,491	173,589

Property and equipment, net	2,052	3,045
Long term investments	34,852	—
Right-of-use assets	9,209	7,044
Other non-current assets	258	517
Total assets	252,862	184,195

Accounts payable	2,713	1,218
Deferred revenue-current	114,975	117,368
Operating lease liabilities-current	4,440	2,534
Income taxes payable	79	—
Accrued expenses and other current liabilities	30,762	40,500
Amounts due to TCTM and its wholly-owned subsidiaries	23,676	5,673
Amounts due to related parties	—	25,520
Current liabilities of discontinued operation	100,392	—
Total current liabilities	277,037	192,813

Operating lease liabilities-non current	4,252	4,009
Total liabilities	281,289	196,822

1	DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS (CONTINUED)

(b) Organization (Continued)


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Net revenues	68,442	46,702
Net loss from continuing operations	(4,821)	(12,960)
Net income / (loss) from discontinued operation	24,184	(13,171)
Net income / (loss)	19,363	(26,131)
Net cash used in operating activities from continuing operations	(82,403)	(14,326)
Net cash provided by / (used in) operating activities from discontinued operation	6,008	(1,782)
Net cash provided by / (used in) investing activities from continuing operations	2,350	(3,200)
Net cash used in investing activities from discontinued operation	(5,000)	—
Net cash provided by financing activities from continuing operations	77,550	18,820
Net cash used in financing activities from discontinued operation	(1,741)	(82)

1	DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS (CONTINUED)

(d) Going concern

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Jun. 30, 2024

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(a) Use of estimates

(b) Discontinued operation

The Company evaluated and recognized revenue based on the five steps set forth in ASC 606 by:

●

identifying the contract(s) with the customer;

●

identifying the performance obligations in the contract;

●

determining the transaction price;

●

allocating the transaction price to performance obligations in the contract; and

●

recognizing revenue as each performance obligation is satisfied through the transfer of a promised good or service to a customer (i.e., “transfer of control”).

Tuition revenue

The Company provides IT-focused supplementary STEM education course services to students.

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Certification service revenue

Net revenues from continuing operations recognized under ASC Topic 606 for the six months ended June 30, 2023 and 2024 consist of the following:


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Tuition fee	597,689	602,877
Certification service fee	1,016	109
Others	1,208	2,975
Business taxes and surcharges	(1,413)	(1,910)
Total net revenues	598,500	604,051


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Timing of revenue recognition
Services transferred at a point in time	2,219	3,074
Services transferred over time	596,281	600,977
Total net revenues	598,500	604,051

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Contract liability

The Company does not have amounts of contract assets since the Company receives consideration prior to providing the services.

The contract liabilities consist of deferred revenue, which represent the Company has received consideration but has not satisfied the related performance obligations.

The Company’s deferred revenue from continuing operations amounted to RMB1,210,536 and RMB1,211,254 as of December 31, 2023 and June 30, 2024, respectively.

(d) Recently issued accounting standards

DISCONTINUED OPERATION

6 Months Ended

Jun. 30, 2024

DISCONTINUED OPERATION

DISCONTINUED OPERATION

3 DISCONTINUED OPERATION

Divestiture of professional education business

3 DISCONTINUED OPERATION (CONTINUED)

Divestiture of professional education business (Continued)


		December 31,
		2023
		RMB
Cash and cash equivalents		59,068
Restricted cash		3,520
Accounts receivable, net of allowance for credit losses-current		12,472
Amounts due from related parties		313
Prepaid expenses and others current assets		64,250
Time deposits-non current		120
Property and equipment, net		34,991
Intangible assets, net		148
Right-of-use assets		49,671
Goodwill		3,366
Long-term investments		11,859
Deferred income tax assets		18,848
Other non-current assets, net		16,977
Total assets of discontinued operation		275,603

Balance sheet classification:
Current assets of discontinued operation		275,603

Short-term bank loans		20,000
Accounts payable		116
Amounts due to related parties		3,596
Operating lease liabilities-current		21,872
Income taxes payable		106,944
Deferred revenue-current		265,132
Accrued expenses and other current liabilities		107,127
Deferred revenue-non current		7,363
Operating lease liabilities-non-current		25,130
Other non-current liabilities		3,511
Total liabilities of discontinued operation		560,791

Balance sheet classification:
Current liabilities of discontinued operation		560,791

3 DISCONTINUED OPERATION (CONTINUED)

Divestiture of professional education business (Continued)


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Net cash used in operating activities	(42,773)	(16,514)
Net cash provided by / (used in) investing activities	97,174	(1,835)
Net cash used in financing activities	(22,000)	(7,792)


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Net revenues	331,616	111,878
Cost of revenues	(124,560)	(41,412)
Gross profit	207,056	70,466
Selling and marketing expenses	(142,705)	(48,312)
General and administrative expenses	(101,585)	(56,333)
Research and development expenses	(19,821)	(2,605)
Operating loss	(57,055)	(36,784)
Interest income (expense), net	99	(112)
Loss from discontinued operation	(56,956)	(36,896)
Gain on disposal of subsidiary	26,797	—
Other income	(518)	(11,826)
Foreign currency exchange loss, net	(124)	(584)
Loss before income taxes	(30,801)	(49,306)
Income tax benefit (expense)	149	(2,367)
Net loss from discontinued operation	(30,652)	(51,673)

PREPAID EXPENSES AND OTHER CURRENT ASSETS, NET

6 Months Ended

Jun. 30, 2024

PREPAID EXPENSES AND OTHER CURRENT ASSETS, NET

PREPAID EXPENSES AND OTHER CURRENT ASSETS, NET

4 PREPAID EXPENSES AND OTHER CURRENT ASSETS, NET

Prepaid expenses and other current assets, net consist of the following:


		December 31,	June 30,
		2023	2024
		RMB	RMB
Prepaid expenses and other current assets:
Prepaid deposits	(a)	16,952	14,672
Advance to suppliers		14,325	33,967
Inventories		9,363	10,473
Prepaid rental expenses		6,750	6,267
Prepaid professional fee		2,436	4,843
Prepaid advertising expenses		2,043	4,962
Prepaid value-added tax		1,594	3,042
Others		4,300	5,908
Total prepaid expenses and other current assets		57,763	84,134
Less: allowance for credit losses		(378)	(488)
Prepaid expenses and other current assets, net		57,385	83,646

(a)

It mainly included prepaid rental deposits.

PROPERTY AND EQUIPMENT, NET

6 Months Ended

Jun. 30, 2024

PROPERTY AND EQUIPMENT, NET

PROPERTY AND EQUIPMENT, NET

5 PROPERTY AND EQUIPMENT, NET

Property and equipment consist of the following:


	December 31,	June 30,
	2023	2024
	RMB	RMB
Furniture	18,277	17,173
Office equipment	164,261	163,553
Leasehold improvements	80,782	71,953
Total property and equipment	263,320	252,679
Less: accumulated depreciation	(197,256)	(188,445)
Property and equipment, net	66,064	64,234

Depreciation expense for property and equipment was allocated to the following:


	June 30,	June 30,
	2023	2024
	RMB	RMB
Cost of revenues	19,198	12,806
Selling and marketing expenses	1,187	611
General and administrative expenses	2,228	3,824
Research and development expenses	1	4
Total	22,614	17,245

LONG-TERM INVESTMENTS

6 Months Ended

Jun. 30, 2024

LONG-TERM INVESTMENTS

LONG-TERM INVESTMENTS

6 LONG-TERM INVESTMENTS

Long-term investments consist of the following:


		December 31,	June 30,
		2023	2024
		RMB	RMB
Equity investments without readily determinable fair values
A company providing mechanic training	(a)	11,992	11,992
Other equity investments without readily determinable fair values	(b)	15,000	11,000
Impairment of equity investments without readily determinable fair values		(4,000)	—
Total equity investments without readily determinable fair values, net		22,992	22,992
Equity method investments
Companies providing hockey program management		2,257	1,688
A company providing Internet product solutions	(c)	17,135	17,108
Impairment of equity method investments		(524)	—
Total equity method investments, net		18,868	18,796
Total long-term investments		41,860	41,788

(a)

(b)

(c)

OTHER NON-CURRENT ASSETS

6 Months Ended

Jun. 30, 2024

OTHER NON-CURRENT ASSETS

OTHER NON-CURRENT ASSETS

7 OTHER NON-CURRENT ASSETS

Other non-current assets consist of the following:


	December 31,	June 30,
	2023	2024
	RMB	RMB
Other non-current assets:
Rent and property management deposits	22,683	26,073
Prepayment for equipment and leasehold improvements	2,831	4,325
Others	3,239	526
Total other non-current assets	28,753	30,924

SHORT-TERM BANK LOANS

6 Months Ended

Jun. 30, 2024

SHORT-TERM BANK LOANS

SHORT-TERM BANK LOANS

8 SHORT-TERM BANK LOANS

Interest expenses of the loans were RMB459 and RMB109 for the six months ended June 30, 2023 and 2024, respectively.

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

6 Months Ended

Jun. 30, 2024

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

9 ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES


		December 31,	June 30,
		2023	2024
		RMB	RMB
Recharge card	(a)	228,655	241,265
Refund liability		190,591	170,431
Accrued payroll and employee benefits		72,715	61,297
VAT and other tax payables		10,680	4,498
Professional service fee		5,881	6,054
Payable for advertisement		—	18,066
Others		8,574	12,618
Total		517,096	514,229

(a)

Recharge card is the amount that customers paid in advance without designated enrollment contract for IT-focused supplementary STEM education training courses.

INCOME TAXES

6 Months Ended

Jun. 30, 2024

INCOME TAXES

INCOME TAXES

10 INCOME TAXES

For the six months ended June 30, 2023 and 2024, the Company had income tax expenses for the continuing operations of RMB 2,424 and RMB 21,544, respectively.

Income tax expense consists of the following:


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Current income tax expense	2,263	1,021
Deferred income tax expense	161	20,523
Total	2,424	21,544

Uncertain tax positions

RELATED PARTY TRANSACTIONS

6 Months Ended

Jun. 30, 2024

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS

11 RELATED PARTY TRANSACTIONS

The following is a list of related parties from continuing operations which the Company had major transactions with during the six months ended June 30, 2024:

(1)

Ms. Han Lijuan, a sister of Mr. Han.

(2)

Tarena Weishang Technology (Hainan) Co., Ltd., or “Tarena Weishang”, a company controlled by Mr. Han’s sister.

(3)

Tarena Software Technology (Hangzhou) Co., Ltd., or “Tarena Hangzhou”, a subsidiary of Tarena Weishang Technology (Hainan) Co., Ltd.

(4)

Tarena Technologies Inc., or “Tarena Tech”, a subsidiary of Tarena Weishang Technology (Hainan) Co., Ltd.

Related party transactions

SHARE BASED COMPENSATION

6 Months Ended

Jun. 30, 2024

SHARE BASED COMPENSATION

SHARE BASED COMPENSATION

12 SHARE BASED COMPENSATION

The following table summarizes the share-based compensation expense, by type of awards:


	For the Six Months Ended
	June 30,
	2023	2024
Employee stock options	937	221
Restricted share units grants	395	382
Total share-based compensation expense	1,332	603

The following table summarizes the share-based compensation by line items:


	For the Six Months Ended
	June 30,
	2023	2024
Cost of revenues	9	12
General and administrative expenses	1,242	590
Selling and marketing expenses	10	1
Research and development expenses	71	—
Total share-based compensation expense	1,332	603

LOSS PER SHARE

6 Months Ended

Jun. 30, 2024

LOSS PER SHARE

LOSS PER SHARE

13 LOSS PER SHARE

Basic and diluted loss per share is calculated as follows:


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Numerator:
Net loss from discontinued operation	(30,652)	(51,673)
Denominator:
Denominator for basic and diluted loss per share:
Weighted average number of Class A and Class B ordinary shares outstanding
—basic and diluted	53,828,590	50,181,969
Basic and diluted loss from discontinued operation per ADS*	(2.85)	(5.15)
Numerator:
Net loss from continuing operations attributable to ordinary shareholder	(12,054)	(62,880)
Denominator:
Denominator for basic and diluted loss per share:
Weighted average number of Class A and Class B ordinary shares outstanding
—basic and diluted	53,828,590	50,181,969
Basic and diluted loss from continuing operations per ADS*	(1.12)	(6.27)

*The Company applied the ratio of American depositary shares (“ADSs”) to Class A ordinary shares (the “ADS Ratio”) as one ADS representing five Class A ordinary shares.

COMMITMENTS AND CONTINGENCIES

6 Months Ended

Jun. 30, 2024

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES

14 COMMITMENTS AND CONTINGENCIES

Capital commitment.

As of June 30, 2024, the Group had no significant outstanding capital commitments.

Contingencies

SUBSEQUENT EVENTS

6 Months Ended

Jun. 30, 2024

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

15 SUBSEQUENT EVENTS

Change of CEO

Change of CFO

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

6 Months Ended

Jun. 30, 2024

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Use of estimates

(a) Use of estimates

Discontinued operation

(b) Discontinued operation

Revenue recognition

The Company evaluated and recognized revenue based on the five steps set forth in ASC 606 by:

●

identifying the contract(s) with the customer;

●

identifying the performance obligations in the contract;

●

determining the transaction price;

●

allocating the transaction price to performance obligations in the contract; and

●

recognizing revenue as each performance obligation is satisfied through the transfer of a promised good or service to a customer (i.e., “transfer of control”).

Tuition revenue

The Company provides IT-focused supplementary STEM education course services to students.

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Certification service revenue

Net revenues from continuing operations recognized under ASC Topic 606 for the six months ended June 30, 2023 and 2024 consist of the following:


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Tuition fee	597,689	602,877
Certification service fee	1,016	109
Others	1,208	2,975
Business taxes and surcharges	(1,413)	(1,910)
Total net revenues	598,500	604,051


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Timing of revenue recognition
Services transferred at a point in time	2,219	3,074
Services transferred over time	596,281	600,977
Total net revenues	598,500	604,051

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Contract liability

The Company does not have amounts of contract assets since the Company receives consideration prior to providing the services.

The contract liabilities consist of deferred revenue, which represent the Company has received consideration but has not satisfied the related performance obligations.

The Company’s deferred revenue from continuing operations amounted to RMB1,210,536 and RMB1,211,254 as of December 31, 2023 and June 30, 2024, respectively.

Recently issued accounting standards

(d) Recently issued accounting standards

DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS (Tables)

6 Months Ended

Jun. 30, 2024

DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS

Schedule of Variable Interest Entity Information


	December 31,	June 30,
	2023	2024
	RMB	RMB
Cash and cash equivalents	2,520	5,852
Amounts due from TCTM and its wholly-owned subsidiaries	104,642	93,183
Amounts due from related parties	—	41,198
Prepaid expenses and other current assets	62,550	33,356
Current assets of discontinued operation	36,779	—
Total current assets	206,491	173,589

Property and equipment, net	2,052	3,045
Long term investments	34,852	—
Right-of-use assets	9,209	7,044
Other non-current assets	258	517
Total assets	252,862	184,195

Accounts payable	2,713	1,218
Deferred revenue-current	114,975	117,368
Operating lease liabilities-current	4,440	2,534
Income taxes payable	79	—
Accrued expenses and other current liabilities	30,762	40,500
Amounts due to TCTM and its wholly-owned subsidiaries	23,676	5,673
Amounts due to related parties	—	25,520
Current liabilities of discontinued operation	100,392	—
Total current liabilities	277,037	192,813

Operating lease liabilities-non current	4,252	4,009
Total liabilities	281,289	196,822


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Net revenues	68,442	46,702
Net loss from continuing operations	(4,821)	(12,960)
Net income / (loss) from discontinued operation	24,184	(13,171)
Net income / (loss)	19,363	(26,131)
Net cash used in operating activities from continuing operations	(82,403)	(14,326)
Net cash provided by / (used in) operating activities from discontinued operation	6,008	(1,782)
Net cash provided by / (used in) investing activities from continuing operations	2,350	(3,200)
Net cash used in investing activities from discontinued operation	(5,000)	—
Net cash provided by financing activities from continuing operations	77,550	18,820
Net cash used in financing activities from discontinued operation	(1,741)	(82)

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

6 Months Ended

Jun. 30, 2024

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Schedule of net revenues


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Tuition fee	597,689	602,877
Certification service fee	1,016	109
Others	1,208	2,975
Business taxes and surcharges	(1,413)	(1,910)
Total net revenues	598,500	604,051


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Timing of revenue recognition
Services transferred at a point in time	2,219	3,074
Services transferred over time	596,281	600,977
Total net revenues	598,500	604,051

DISCONTINUED OPERATION (Tables)

6 Months Ended

Jun. 30, 2024

DISCONTINUED OPERATION

Schedule of balance sheets, condensed cash flows, results of operations and revenue recognition of professional education business


		December 31,
		2023
		RMB
Cash and cash equivalents		59,068
Restricted cash		3,520
Accounts receivable, net of allowance for credit losses-current		12,472
Amounts due from related parties		313
Prepaid expenses and others current assets		64,250
Time deposits-non current		120
Property and equipment, net		34,991
Intangible assets, net		148
Right-of-use assets		49,671
Goodwill		3,366
Long-term investments		11,859
Deferred income tax assets		18,848
Other non-current assets, net		16,977
Total assets of discontinued operation		275,603

Balance sheet classification:
Current assets of discontinued operation		275,603

Short-term bank loans		20,000
Accounts payable		116
Amounts due to related parties		3,596
Operating lease liabilities-current		21,872
Income taxes payable		106,944
Deferred revenue-current		265,132
Accrued expenses and other current liabilities		107,127
Deferred revenue-non current		7,363
Operating lease liabilities-non-current		25,130
Other non-current liabilities		3,511
Total liabilities of discontinued operation		560,791

Balance sheet classification:
Current liabilities of discontinued operation		560,791


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Net cash used in operating activities	(42,773)	(16,514)
Net cash provided by / (used in) investing activities	97,174	(1,835)
Net cash used in financing activities	(22,000)	(7,792)


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Net revenues	331,616	111,878
Cost of revenues	(124,560)	(41,412)
Gross profit	207,056	70,466
Selling and marketing expenses	(142,705)	(48,312)
General and administrative expenses	(101,585)	(56,333)
Research and development expenses	(19,821)	(2,605)
Operating loss	(57,055)	(36,784)
Interest income (expense), net	99	(112)
Loss from discontinued operation	(56,956)	(36,896)
Gain on disposal of subsidiary	26,797	—
Other income	(518)	(11,826)
Foreign currency exchange loss, net	(124)	(584)
Loss before income taxes	(30,801)	(49,306)
Income tax benefit (expense)	149	(2,367)
Net loss from discontinued operation	(30,652)	(51,673)

PREPAID EXPENSES AND OTHER CURRENT ASSETS, NET (Tables)

6 Months Ended

Jun. 30, 2024

PREPAID EXPENSES AND OTHER CURRENT ASSETS, NET

Schedule of Prepaid expenses and other current assets


		December 31,	June 30,
		2023	2024
		RMB	RMB
Prepaid expenses and other current assets:
Prepaid deposits	(a)	16,952	14,672
Advance to suppliers		14,325	33,967
Inventories		9,363	10,473
Prepaid rental expenses		6,750	6,267
Prepaid professional fee		2,436	4,843
Prepaid advertising expenses		2,043	4,962
Prepaid value-added tax		1,594	3,042
Others		4,300	5,908
Total prepaid expenses and other current assets		57,763	84,134
Less: allowance for credit losses		(378)	(488)
Prepaid expenses and other current assets, net		57,385	83,646

(a)

It mainly included prepaid rental deposits.

PROPERTY AND EQUIPMENT, NET (Tables)

6 Months Ended

Jun. 30, 2024

PROPERTY AND EQUIPMENT, NET

Schedule of Property and Equipment


	December 31,	June 30,
	2023	2024
	RMB	RMB
Furniture	18,277	17,173
Office equipment	164,261	163,553
Leasehold improvements	80,782	71,953
Total property and equipment	263,320	252,679
Less: accumulated depreciation	(197,256)	(188,445)
Property and equipment, net	66,064	64,234

Schedule of Depreciation Expense


	June 30,	June 30,
	2023	2024
	RMB	RMB
Cost of revenues	19,198	12,806
Selling and marketing expenses	1,187	611
General and administrative expenses	2,228	3,824
Research and development expenses	1	4
Total	22,614	17,245

LONG-TERM INVESTMENTS (Tables)

6 Months Ended

Jun. 30, 2024

LONG-TERM INVESTMENTS

Schedule of Long-term investments


		December 31,	June 30,
		2023	2024
		RMB	RMB
Equity investments without readily determinable fair values
A company providing mechanic training	(a)	11,992	11,992
Other equity investments without readily determinable fair values	(b)	15,000	11,000
Impairment of equity investments without readily determinable fair values		(4,000)	—
Total equity investments without readily determinable fair values, net		22,992	22,992
Equity method investments
Companies providing hockey program management		2,257	1,688
A company providing Internet product solutions	(c)	17,135	17,108
Impairment of equity method investments		(524)	—
Total equity method investments, net		18,868	18,796
Total long-term investments		41,860	41,788

(a)

(b)

(c)

OTHER NON-CURRENT ASSETS (Tables)

6 Months Ended

Jun. 30, 2024

OTHER NON-CURRENT ASSETS

Schedule of Other non-current assets


	December 31,	June 30,
	2023	2024
	RMB	RMB
Other non-current assets:
Rent and property management deposits	22,683	26,073
Prepayment for equipment and leasehold improvements	2,831	4,325
Others	3,239	526
Total other non-current assets	28,753	30,924

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables)

6 Months Ended

Jun. 30, 2024

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

Schedule of Accrued Expenses and Other Current Liabilities


		December 31,	June 30,
		2023	2024
		RMB	RMB
Recharge card	(a)	228,655	241,265
Refund liability		190,591	170,431
Accrued payroll and employee benefits		72,715	61,297
VAT and other tax payables		10,680	4,498
Professional service fee		5,881	6,054
Payable for advertisement		—	18,066
Others		8,574	12,618
Total		517,096	514,229

(a)

Recharge card is the amount that customers paid in advance without designated enrollment contract for IT-focused supplementary STEM education training courses.

INCOME TAXES (Tables)

6 Months Ended

Jun. 30, 2024

INCOME TAXES

Schedule of Income tax (expense) benefit


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Current income tax expense	2,263	1,021
Deferred income tax expense	161	20,523
Total	2,424	21,544

SHARE BASED COMPENSATION (Tables)

6 Months Ended

Jun. 30, 2024

SHARE BASED COMPENSATION

Summary of share-based compensation expense

The following table summarizes the share-based compensation expense, by type of awards:


	For the Six Months Ended
	June 30,
	2023	2024
Employee stock options	937	221
Restricted share units grants	395	382
Total share-based compensation expense	1,332	603

The following table summarizes the share-based compensation by line items:


	For the Six Months Ended
	June 30,
	2023	2024
Cost of revenues	9	12
General and administrative expenses	1,242	590
Selling and marketing expenses	10	1
Research and development expenses	71	—
Total share-based compensation expense	1,332	603

LOSS PER SHARE (Tables)

6 Months Ended

Jun. 30, 2024

LOSS PER SHARE

Basic and diluted (loss) earning per share


	For the Six Months Ended
	June 30,
	2023	2024
	RMB	RMB
Numerator:
Net loss from discontinued operation	(30,652)	(51,673)
Denominator:
Denominator for basic and diluted loss per share:
Weighted average number of Class A and Class B ordinary shares outstanding
—basic and diluted	53,828,590	50,181,969
Basic and diluted loss from discontinued operation per ADS*	(2.85)	(5.15)
Numerator:
Net loss from continuing operations attributable to ordinary shareholder	(12,054)	(62,880)
Denominator:
Denominator for basic and diluted loss per share:
Weighted average number of Class A and Class B ordinary shares outstanding
—basic and diluted	53,828,590	50,181,969
Basic and diluted loss from continuing operations per ADS*	(1.12)	(6.27)

*The Company applied the ratio of American depositary shares (“ADSs”) to Class A ordinary shares (the “ADS Ratio”) as one ADS representing five Class A ordinary shares.

DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS (Organization) (Details) ¥ in Thousands, $ in Thousands	Jun. 30, 2024 CNY (¥)	Jun. 30, 2024 USD ($)	Dec. 31, 2023 CNY (¥)	Dec. 24, 2023 CNY (¥)
DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS
Cash and cash equivalents	¥ 82,863	$ 11,402	¥ 220,689
Amounts due from related parties	¥ 37,301	$ 5,133	¥ 44
Other Receivable, after Allowance for Credit Loss, Current, Related Party, Type [Extensible Enumeration]	Related Party	Related Party	Related Party
Prepaid expenses and other current assets	¥ 83,646	$ 11,510	¥ 57,385
Current assets of discontinued operation			275,603
Total current assets	229,491	31,579	560,596
Property and equipment, net	64,234	8,839	66,064
Right-of-use assets	244,798	33,685	237,059
Other non-current assets	30,924	4,255	28,753
Total assets	673,968	92,740	1,018,243
Accounts payable	3,142	432	4,988
Deferred revenue-current	1,211,254	166,674	1,210,536
Operating lease liabilities-current	92,373	12,711	111,840
Income taxes payable	6,316	869	6,105
Accrued expenses and other current liabilities	514,229	70,760	¥ 517,096
Amounts due to related parties	¥ 38,203	$ 5,257
Other Liability, Current, Related Party, Type [Extensible Enumeration]	Related Party	Related Party	Related Party
Current liabilities of discontinued operation			¥ 560,791
Total current liabilities	¥ 1,876,517	$ 258,217	2,411,356
Operating lease liabilities-non current	129,005	17,752	107,804
Total liabilities	2,005,796	$ 276,006	2,519,593
IT Professional Education \| Divestiture
DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS
Current assets of discontinued operation			275,603
Current liabilities of discontinued operation			560,791
IT Professional Education \| Divestiture \| Tarena Technologies Inc. \| Related Party
DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS
Disposal group consideration				¥ 1
IT Professional Education \| Divestiture \| Tarena Hangzhou \| Related Party
DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS
Disposal group consideration				¥ 1
VIE and VIE Subsidiaries Consolidated
DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS
Cash and cash equivalents	5,852		2,520
Amounts due from TCTM and its wholly-owned subsidiaries	93,183		104,642
Amounts due from related parties	41,198
Prepaid expenses and other current assets	33,356		62,550
Current assets of discontinued operation			36,779
Total current assets	173,589		206,491
Property and equipment, net	3,045		2,052
Long term investments			34,852
Right-of-use assets	7,044		9,209
Other non-current assets	517		258
Total assets	184,195		252,862
Accounts payable	1,218		2,713
Deferred revenue-current	117,368		114,975
Operating lease liabilities-current	2,534		4,440
Income taxes payable			79
Accrued expenses and other current liabilities	40,500		30,762
Amounts due to TCTM and its wholly-owned subsidiaries	5,673		23,676
Amounts due to related parties	25,520
Current liabilities of discontinued operation			100,392
Total current liabilities	192,813		277,037
Operating lease liabilities-non current	4,009		4,252
Total liabilities	¥ 196,822		¥ 281,289

DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS (VIE and Non-VIE Financial Information) (Details) ¥ in Thousands, $ in Thousands	6 Months Ended
	Jun. 30, 2024 CNY (¥)	Jun. 30, 2024 USD ($)	Jun. 30, 2023 CNY (¥)
Variable Interest Entity [Line Items]
Net revenues	¥ 604,051	$ 83,120	¥ 598,500
Net loss from continuing operations	(63,161)	(8,693)	(10,922)
Net income / (loss) from discontinued operation	51,673	7,111	30,652
Net income / (loss)	(114,834)	(15,804)	(41,574)
Net cash used in operating activities from continuing operations	(87,272)	(12,009)	5,094
Net cash used in operating activities from discontinued operation	(16,514)	(2,272)	(42,773)
Net cash provided by / (used in) investing activities from continuing operations	30,010	4,130	11,580
Net cash provided by/ (used in) investing activities from discontinued operation	(1,835)	(253)	97,174
Net cash provided by financing activities from continuing operations	3,403	468	(31,902)
Net cash used in financing activities from discontinued operation	(7,792)	$ (1,072)	(22,000)
VIE and VIE Subsidiaries Consolidated
Variable Interest Entity [Line Items]
Net revenues	46,702		68,442
Net loss from continuing operations	(12,960)		(4,821)
Net income / (loss) from discontinued operation	(13,171)		24,184
Net income / (loss)	(26,131)		19,363
Net cash used in operating activities from continuing operations	(14,326)		(82,403)
Net cash used in operating activities from discontinued operation	(1,782)		6,008
Net cash provided by / (used in) investing activities from continuing operations	3,200		(2,350)
Net cash provided by/ (used in) investing activities from discontinued operation			(5,000)
Net cash provided by financing activities from continuing operations	18,820		77,550
Net cash used in financing activities from discontinued operation	¥ (82)		¥ (1,741)

DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS (Details) ¥ in Thousands, $ in Thousands	6 Months Ended
	Jun. 30, 2024 CNY (¥)	Jun. 30, 2024 USD ($)	Jun. 30, 2023 CNY (¥)
DESCRIPTION OF BUSINESS, ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT CONCENTRATIONS AND RISKS
Exchange rate	7.2672
Working capital deficit	¥ 1,647,026
Net operating cash outflow	¥ 87,272	$ 12,009	¥ (5,094)

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - CNY (¥) ¥ in Thousands	6 Months Ended
	Jun. 30, 2024	Dec. 31, 2023	Dec. 31, 2022
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Deferred revenue liability		¥ 460,432	¥ 520,622
Deferred revenue	¥ 1,211,254	¥ 1,210,536
Minimum
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Net of value added tax	1.00%
Maximum
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Net of value added tax	13.00%

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Revenue Recognition) (Details) - CNY (¥) ¥ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Business taxes and surcharges	¥ (1,910)	¥ (1,413)
Total net revenues	604,051	598,500
Services transferred at a point in time
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Total net revenues	3,074	2,219
Services transferred over time
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Total net revenues	600,977	596,281
Tuition fee
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Net revenues	602,877	597,689
Certification service fee
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Net revenues	109	1,016
Others
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Net revenues	¥ 2,975	¥ 1,208

DISCONTINUED OPERATION (Details)	6 Months Ended
DISCONTINUED OPERATION (Details)	Jun. 30, 2024 shares
Class A ordinary shares \| Learningon
DISCONTINUED OPERATION
Number of shares held	2,193,220
Class A ordinary shares \| Ms. Han Lijuan
DISCONTINUED OPERATION
Number of shares held	151,445
Class B ordinary shares \| Learningon
DISCONTINUED OPERATION
Number of shares held	7,206,059

DISCONTINUED OPERATION - Condensed Balance Sheet of professional education business (Details) ¥ in Thousands	Dec. 31, 2023 CNY (¥)
DISCONTINUED OPERATION
Current assets of discontinued operation	¥ 275,603
Current liabilities of discontinued operation	560,791
IT Professional Education \| Divestiture
DISCONTINUED OPERATION
Cash and cash equivalents	59,068
Restricted cash	3,520
Accounts receivable, net of allowance for credit losses-current	12,472
Amounts due from related parties	313
Prepaid expenses and others current assets	64,250
Time deposits-non current	120
Property and equipment, net	34,991
Intangible assets, net	148
Right-of-use assets	49,671
Goodwill	3,366
Long-term investments	11,859
Deferred income tax assets	18,848
Other non-current assets, net	16,977
Total assets of discontinued operation	275,603
Current assets of discontinued operation	275,603
Short-term bank loans	20,000
Accounts payable	116
Amounts due to related parties	3,596
Operating lease liabilities-current	21,872
Income taxes payable	106,944
Deferred revenue-current	265,132
Accrued expenses and other current liabilities	107,127
Deferred revenue-non current	7,363
Operating lease liabilities-non-current	25,130
Other non-current liabilities	3,511
Total liabilities of discontinued operation	560,791
Current liabilities of discontinued operation	¥ 560,791

DISCONTINUED OPERATION - Condensed cash flows of professional education business (Details) ¥ in Thousands, $ in Thousands	6 Months Ended
	Jun. 30, 2024 CNY (¥)	Jun. 30, 2024 USD ($)	Jun. 30, 2023 CNY (¥)
DISCONTINUED OPERATION
Net cash used in operating activities	¥ (16,514)	$ (2,272)	¥ (42,773)
Net cash provided by / (used in) investing activities	(1,835)	(253)	97,174
Net cash used in financing activities	(7,792)	$ (1,072)	(22,000)
IT Professional Education \| Divestiture
DISCONTINUED OPERATION
Net cash used in operating activities	(16,514)		(42,773)
Net cash provided by / (used in) investing activities	(1,835)		97,174
Net cash used in financing activities	¥ (7,792)		¥ (22,000)

DISCONTINUED OPERATION - Results of operations of professional education business (Details) ¥ in Thousands, $ in Thousands	6 Months Ended
	Jun. 30, 2024 CNY (¥)	Jun. 30, 2024 USD ($)	Jun. 30, 2023 CNY (¥)
DISCONTINUED OPERATION
Net loss from discontinued operation	¥ (51,673)	$ (7,111)	¥ (30,652)
IT Professional Education \| Divestiture
DISCONTINUED OPERATION
Net revenues	111,878		331,616
Cost of revenues	(41,412)		(124,560)
Gross profit	70,466		207,056
Selling and marketing expenses	(48,312)		(142,705)
General and administrative expenses	(56,333)		(101,585)
Research and development expenses	(2,605)		(19,821)
Operating loss	(36,784)		(57,055)
Interest income (expense), net	(112)		99
Loss from discontinued operation	(36,896)		(56,956)
Gain on disposal of subsidiary			26,797
Other income	(11,826)		(518)
Foreign currency exchange loss, net	(584)		(124)
Loss before income taxes	(49,306)		(30,801)
Income tax benefit (expense)	(2,367)		149
Net loss from discontinued operation	¥ (51,673)		¥ (30,652)

PREPAID EXPENSES AND OTHER CURRENT ASSETS, NET - (Details) ¥ in Thousands, $ in Thousands	Jun. 30, 2024 CNY (¥)	Jun. 30, 2024 USD ($)	Dec. 31, 2023 CNY (¥)
PREPAID EXPENSES AND OTHER CURRENT ASSETS, NET
Prepaid deposits	¥ 14,672		¥ 16,952
Advance to suppliers	33,967		14,325
Inventories	10,473		9,363
Prepaid rental expenses	6,267		6,750
Prepaid professional fee	4,843		2,436
Prepaid advertising expenses	4,962		2,043
Prepaid value-added tax	3,042		1,594
Others	5,908		4,300
Total prepaid expenses and other current assets	84,134		57,763
Less: allowance for credit losses	(488)		(378)
Prepaid expenses and other current assets, net	¥ 83,646	$ 11,510	¥ 57,385

PROPERTY AND EQUIPMENT, NET - Schedule of Property and Equipment (Details) ¥ in Thousands, $ in Thousands	Jun. 30, 2024 CNY (¥)	Jun. 30, 2024 USD ($)	Dec. 31, 2023 CNY (¥)
Property, Plant and Equipment [Line Items]
Total property and equipment	¥ 252,679		¥ 263,320
Less: accumulated depreciation	(188,445)		(197,256)
Property and equipment, net	64,234	$ 8,839	66,064
Furniture
Property, Plant and Equipment [Line Items]
Total property and equipment	17,173		18,277
Office equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	163,553		164,261
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property and equipment	¥ 71,953		¥ 80,782

PROPERTY AND EQUIPMENT, NET - Schedule of Depreciation Expense (Details) - CNY (¥) ¥ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Property, Plant and Equipment [Line Items]
Depreciation, Total	¥ 17,245	¥ 22,614
Cost of revenues
Property, Plant and Equipment [Line Items]
Depreciation, Total	12,806	19,198
Selling and marketing expenses
Property, Plant and Equipment [Line Items]
Depreciation, Total	611	1,187
General and administrative expenses
Property, Plant and Equipment [Line Items]
Depreciation, Total	3,824	2,228
Research and development expenses
Property, Plant and Equipment [Line Items]
Depreciation, Total	¥ 4	¥ 1

LONG-TERM INVESTMENTS (Details)
¥ in Thousands, $ in Thousands

12 Months Ended

Dec. 31, 2023

CNY (¥)

Jun. 30, 2024

CNY (¥)

Jun. 30, 2024

USD ($)

Equity investments without readily determinable fair values

Impairment of equity investments without readily determinable fair values

¥ (4,000)

Total equity investments without readily determinable fair values, net

22,992

¥ 22,992

Equity method investments

Impairment of equity method investments

(524)

Total equity method investments, net

18,868

18,796

Total long-term investments

41,860

41,788

$ 5,750

A company providing mechanic training

Equity investments without readily determinable fair values

Equity investments without readily determinable fair values

^[1]

11,992

Other equity investments without readily determinable fair values

Equity investments without readily determinable fair values

Equity investments without readily determinable fair values

^[2]

15,000

11,000

Companies providing hockey program management

Equity method investments

Total equity method investments, net

2,257

1,688

A company providing Internet product solutions

Equity method investments

Total equity method investments, net

^[3]

¥ 17,135

¥ 17,108

[1]	In October 2015, the Company paid RMB12,000 in cash to acquire 2.86% of the total equity interest in an education company, which provides training for senior mechanic in vehicle maintenance and repair. In 2023, the Company sold a portion of those shares. No impairment loss was recognized for the six months ended June 30, 2023 and 2024, respectively.
[2]	During the years ended December 31, 2018 and 2019, the Company acquired minority equity interests in several third-party companies. No impairment loss was recognized for the six months ended June 30, 2023 and 2024, respectively.
[3]	In January 2018, the Company paid RMB14,000 in cash to acquire a 20% equity interest in a company which provides IT consulting services and programming and accounted for the investment using equity method. No impairment loss was recognized for the six months ended June 30, 2023 and 2024, respectively.

LONG-TERM INVESTMENTS - Additional information (Details) - CNY (¥) ¥ in Thousands	1 Months Ended		6 Months Ended
	Jan. 31, 2018	Oct. 31, 2015	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Schedule of Investments and Cost Method Investments [Line Items]
Impairment of equity investments without readily determinable fair values					¥ 4,000
A company providing mechanic training
Schedule of Investments and Cost Method Investments [Line Items]
Payment to acquire cost method investment		¥ 12,000
Equity investment , cost method percentage		2.86%
Impairment of equity investments without readily determinable fair values			¥ 0	¥ 0
Other equity investments without readily determinable fair values
Schedule of Investments and Cost Method Investments [Line Items]
Impairment of equity investments without readily determinable fair values			0	0
A company providing Internet product solutions
Schedule of Investments and Cost Method Investments [Line Items]
Equity investment percentage	20.00%
Impairment of equity investments without readily determinable fair values			¥ 0	¥ 0
Payment to acquire investment	¥ 14,000

OTHER NON-CURRENT ASSETS (Details) ¥ in Thousands, $ in Thousands	Jun. 30, 2024 CNY (¥)	Jun. 30, 2024 USD ($)	Dec. 31, 2023 CNY (¥)
Other non-current assets:
Rent and property management deposits	¥ 26,073		¥ 22,683
Prepayment for equipment and leasehold improvements	4,325		2,831
Others	526		3,239
Total other non-current assets	¥ 30,924	$ 4,255	¥ 28,753

SHORT-TERM BANK LOANS (Details) ¥ in Thousands, $ in Thousands	6 Months Ended			12 Months Ended
	Jun. 30, 2024 CNY (¥)	Jun. 30, 2024 USD ($)	Jun. 30, 2023 CNY (¥)	Dec. 31, 2022 CNY (¥)	Mar. 08, 2024 CNY (¥)	Oct. 12, 2022 CNY (¥)
SHORT-TERM BANK LOANS
Proceeds from bank loan	¥ 11,000	$ 1,514
Interest expense	109		¥ 459
Line Of Credit Contract With China Merchants Bank Member
SHORT-TERM BANK LOANS
Proceeds from bank loan				¥ 30,000
Interest rate for the loan				4.90%
Borrowing capacity						¥ 30,000
Debt term				12 months
Shanghai Pudong Development Bank
SHORT-TERM BANK LOANS
Proceeds from bank loan	¥ 11,000
Interest rate for the loan	3.40%	3.40%
Borrowing capacity					¥ 20,000
Debt term	12 months	12 months

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) ¥ in Thousands, $ in Thousands	Jun. 30, 2024 CNY (¥)	Jun. 30, 2024 USD ($)	Dec. 31, 2023 CNY (¥)
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
Recharge card	¥ 241,265		¥ 228,655
Refund liability	170,431		190,591
Accrued payroll and employee benefits	61,297		72,715
VAT and other tax payables	4,498		10,680
Professional service fee	6,054		5,881
Payable for advertisement	18,066
Others	12,618		8,574
Total	¥ 514,229	$ 70,760	¥ 517,096

INCOME TAXES - Schedule of Income Tax Expense benefit (Details) ¥ in Thousands, $ in Thousands	6 Months Ended
	Jun. 30, 2024 CNY (¥)	Jun. 30, 2024 USD ($)	Jun. 30, 2023 CNY (¥)
INCOME TAXES
Current income tax expense	¥ 1,021		¥ 2,263
Deferred income tax expense	20,523		161
Total	21,544	$ 2,965	2,424
Unrecognized tax benefits	¥ 0		¥ 0

RELATED PARTY TRANSACTIONS - Related Party balances (Details) ¥ in Thousands, $ in Thousands	1 Months Ended		6 Months Ended
	Dec. 31, 2024 CNY (¥)	Aug. 31, 2024 CNY (¥)	Jun. 30, 2024 CNY (¥)	Jun. 30, 2024 USD ($)	Dec. 24, 2023 CNY (¥)
Related party balances
Loan collected from related party			¥ 21,753	$ 2,993
Loan provided to related party			33,383	$ 4,594
Related Party \| Tarena Technologies Inc.
Related party balances
Loan collected from related party			21,753
Support services provided to related party			1,091
Support services provided by related party			3,829
Amount receivable for comprehensive services			1,725
Related Party \| Tarena Technologies Inc. \| Subsequent event
Related party balances
Loan collected from related party		¥ 7,000
Related Party \| Tarena Hangzhou \| Subsequent event
Related party balances
Loan collected from related party	¥ 4,792
Purchase of building	21,591
Loans receivable	¥ 21,591
Related Party \| Tarena Technologies And Tarena Hangzhou
Related party balances
Loan provided to related party			¥ 33,383
Related Party \| IT Professional Education \| Tarena Technologies Inc. \| Divestiture
Related party balances
Disposal group consideration					¥ 1
Related Party \| IT Professional Education \| Tarena Hangzhou \| Divestiture
Related party balances
Disposal group consideration					¥ 1

SHARE BASED COMPENSATION - Summary of share-based compensation expense by type of awards (Details) - CNY (¥) ¥ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
SHARE BASED COMPENSATION
Total share-based compensation expense	¥ 603	¥ 1,332
Employee stock options
SHARE BASED COMPENSATION
Total share-based compensation expense	221	937
Restricted share units grants
SHARE BASED COMPENSATION
Total share-based compensation expense	¥ 382	¥ 395

SHARE BASED COMPENSATION - Summary of share-based compensation by line items (Details) - CNY (¥) ¥ in Thousands	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
SHARE BASED COMPENSATION
Total share-based compensation expense	¥ 603	¥ 1,332
Cost of revenues
SHARE BASED COMPENSATION
Total share-based compensation expense	12	9
General and administrative expenses
SHARE BASED COMPENSATION
Total share-based compensation expense	590	1,242
Selling and marketing expenses
SHARE BASED COMPENSATION
Total share-based compensation expense	¥ 1	10
Research and development expenses
SHARE BASED COMPENSATION
Total share-based compensation expense		¥ 71

LOSS PER SHARE (Details) ¥ / shares in Units, $ / shares in Units, ¥ in Thousands, $ in Thousands	6 Months Ended
	Jun. 30, 2024 CNY (¥) ¥ / shares shares	Jun. 30, 2024 USD ($) $ / shares shares	Jun. 30, 2023 CNY (¥) ¥ / shares shares
Numerator:
Net loss from discontinued operation	¥ (51,673)	$ (7,111)	¥ (30,652)
Net loss from continuing operations attributable to ordinary shareholder	¥ (62,880)	$ (8,654)	¥ (12,054)
Denominator:
Weighted average number of Class A and Class B ordinary shares outstanding - basic (in shares)	50,181,969	50,181,969	53,828,590
Weighted average number of Class A and Class B ordinary shares outstanding - diluted (in shares)	50,181,969	50,181,969	53,828,590
Basic loss from discontinued operation per ADS \| (per share)	¥ (5.15)	$ (0.71)	¥ (2.85)
Diluted loss from discontinued operation per ADS \| (per share)	(5.15)	(0.71)	(2.85)
Basic loss from continuing operations per ADS \| (per share)	(6.27)	(0.86)	(1.12)
Diluted loss earnings from continuing operations per ADS \| (per share)	¥ (6.27)	$ (0.86)	¥ (1.12)