Form: 6-K

Current report of foreign issuer pursuant to Rules 13a-16 and 15d-16 Amendments

May 13, 2021

 

Exhibit 99.1

ATA Creativity Global Reports First Quarter 2021 Financial Results

Conference Call on Thursday, May 13, 2021, at 9 p.m. ET with Accompanying Investor Presentation

Beijing, China, May 13, 2021 (NY)/ May 14, 2021 (China) — ATA Creativity Global (“ACG” or the “Company”, Nasdaq: AACG), an international educational services company focused on providing quality learning experiences that cultivate and enhance students’ creativity, today announced preliminary unaudited financial results for the quarter ended March 31, 2021 (“First Quarter 2021”).

First Quarter 2021 Highlights

During First Quarter 2021, student enrollment was 964, an increase of 41.6% from 681 in the prior-year period. Of these students, 528 were enrolled in ACG’s portfolio training programs. Approximately 27,865 credit hours were delivered during First Quarter 2021, an increase of 5.5% from 26,410 in the prior-year period.

First Quarter 2021 net revenues of RMB37.6 million (US$5.7 million), an increase of 15.0% from RMB32.7 million in the prior-year period

First Quarter 2021 net loss attributable to ACG improved to RMB19.0 million (US$2.9 million), from RMB20.5 million in the prior-year period

RMB95.6 million (US$14.6 million) in cash and cash equivalents as of March 31, 2021

 

Management Commentary

Mr. Kevin Ma, Chairman and CEO of ACG, stated, “2021 began with continued progress in the recovering pandemic environment as ACG reported a 41.6% year-over-year increase in total student enrollment and 15% growth on the top line, which was primarily driven by an overall increase in services delivered during First Quarter 2021. We were pleased to see enrollment growth across all our major programs, including portfolio training, overseas study counselling and research-based learning services, which continues to see strong demand and for which we continue to develop new programs. As the recovery from the global pandemic continues to unfold in the coming months, ACG is prepared to provide students with the best possible offerings for their artistic and creative pursuits whether that means a virtual workshop with a reputable overseas partner institution or a local art-themed tour with a small group of students. During First Quarter 2021, we saw strong enrollment growth in our portfolio training programs with a total of 528 students, an increase of 30.7% from the prior-year period, as well as an increase in credit hours delivered by 5.5% to 27,865.”

Outlook

Mr. Jun Zhang, President of ACG, stated, “We were pleased to see the positive turn in enrollment and credit hours delivered during First Quarter 2021, which is a testament to the dedication of our quality teaching staff and to the value our students see in our academic and experiential offerings. We believe our improved and expanded research-based learning services business will make strong contributions toward the growth of ACG in 2021 as we are seeing some pent-up demand for both in-person and online hands-on learning experiences. We believe our current programs provide students with a wide range of options for pursuing their creative education, depending on their interests and preferred method of learning, and we are proactively developing additional programs and ways in which we can serve and nurture students with a passion for the arts.”

 


1

 


 

 

Operating Review

 

Enrollment Update

ACG student enrollment for First Quarter 2021 was 964, of which 528 were enrolled in its portfolio training programs, which consist of time-based programs and project-based programs.

A total of 27,865 credit hours were delivered for portfolio training programs during First Quarter 2021, of which 16,135 credit hours were delivered for time-based programs and 11,730 credit hours were delivered for project-based programs. These courses were delivered either in person through ACG’s nationwide training center network or via online platform.

 

The following is a summary of the credit hours delivered for ACG’s portfolio training programs for First Quarter 2021, compared to those for the prior-year period:

 


 

 

First

Quarter Ended Mar. 31, 2021

 

 

First

Quarter Ended Mar. 31, 2020

 

 

% Change

 

 

 

No. of Credit Hours

 

 

No. of Credit Hours

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Time-based Program

 

 

16,135

 

 

 

16,655

 

 

 

(3.1%)

 

Project-based Program

 

 

11,730

 

 

 

9,755

 

 

 

20.2%

 

Total

 

 

27,865

 

 

 

26,410

 

 

 

5.5%

 

 

During First Quarter 2021, 436 students were enrolled in ACG’s other programs, which mainly consisted of overseas study counselling, research-based learning services and foreign language training services.

 

First Quarter 2021 Financial Review – GAAP Results

 

ACG’s total net revenues for First Quarter 2021 increased 15.0% to RMB37.6 million (US$5.7 million), from RMB32.7 million in the prior-year period, which was primarily due to an increase in services delivered across all of ACG’s major programs in a recovering post-pandemic environment. Revenues from portfolio training programs were RMB23.9 million, or 63.5% of total net revenues, during the period. Revenues from overseas study counselling, research-based learning services and other educational services were RMB13.7 million, or 36.5% of total net revenues during the period.

 

Gross profit for First Quarter 2021 increased 27.4% to RMB14.9 million (US$2.3 million), from RMB11.7 million in the prior-year period. Gross margin improved to 39.6% during the period, compared to 35.8% in the prior-year period.

 

Total operating expenses for First Quarter 2021 were RMB38.1 million (US$5.8 million), compared to RMB38.4 million in the prior-year period.

 

Loss from operations for First Quarter 2021 was RMB23.2 million (US$3.5 million), compared to RMB26.5 million in the prior-year period, primarily as a result of the increased gross profit mentioned above.

 

Net loss attributable to ACG for First Quarter 2021 improved to RMB19.0 million (US$2.9 million), from RMB20.5 million in the prior-year period, primarily as a result of the approximate RMB3.2 million improvement in loss from operations mentioned above, offset by an RMB1.7 million in reduced benefit from non-redeemable non-controlling interests.

 

For First Quarter 2021, basic and diluted losses per common share attributable to ACG were both RMB0.33 (US$0.05), compared to RMB0.35 for the prior-year period. Basic and diluted losses per ADS attributable to ACG were both RMB0.66 (US$0.10), compared to RMB0.70 in the prior-year period.

 


2

 


 

 

Non-GAAP Measures

Adjusted net loss attributable to ACG for First Quarter 2021, which excludes share-based compensation expense and foreign currency exchange gain (loss) (non-GAAP), was RMB18.9 million (US$2.9 million), compared to adjusted net loss of RMB19.8 million in the prior-year period.

Basic and diluted losses per common share attributable to ACG excluding share-based compensation expense and foreign currency exchange gain (non-GAAP) for First Quarter 2021, were RMB0.32 (US$0.05). Basic and diluted losses per ADS attributable to ACG excluding share-based compensation expense and foreign currency exchange gain (non-GAAP) for First Quarter 2021 were RMB0.64 (US$0.10).

 

Please see the note about non-GAAP measures and the reconciliation table at the end of this press release.

 

Other Data

The number of weighted average ADSs used to calculate both basic and diluted earnings per ADS for First Quarter 2021 were 31.4 million. Each ADS represents two common shares.

Balance Sheet Highlights

As of March 31, 2021, ACG’s cash and cash equivalents were RMB95.6 million (US$14.6 million), working capital deficit was RMB173.4 million (US$26.5 million), and total shareholders’ equity was RMB178.5 million (US$27.2 million); compared to cash and cash equivalents of RMB112.7 million, working capital deficit of RMB153.9 million, and total shareholders’ equity of RMB199.2 million, respectively, as of December 31, 2020.

Conference Call and Webcast Information (With Accompanying Presentation)

ACG will host a conference call at 9 p.m. Eastern Time on Thursday, May 13, 2021 (9 a.m. Beijing time on Friday, May 14, 2021), during which management will discuss the results of the quarter ended March 31, 2021.

To participate in the conference call, please use the following dial-in numbers about 10 minutes prior to the scheduled conference call time:

 

U.S. & Canada (Toll-Free):

 

+1 (877) 407-9122

International (Toll):

 

+1 (201) 493-6747

 

 

 

Local Access

 

China:

 

(400) 120 2840

 

Hong Kong:

 

(800) 965561

 

 

 

 

 

 

A live webcast of the conference call can be accessed at: https://78449.themediaframe.com/dataconf/productusers/atac/mediaframe/45084/indexl.html.  

An accompanying slide presentation will also be made available 30 minutes prior to the conference call at the investor relations section of ACG’s website (https://ir.atai.net.cn/). To listen to the webcast, please visit ACG’s website a few minutes prior to the start of the call to register, download, and install any necessary audio software.

A replay will be available shortly after the call and will remain available for 90 days.

About ATA Creativity Global

ATA Creativity Global is an international educational services company focused on providing quality learning experiences that cultivate and enhance students’ creativity. ATA Creativity Global offers a wide range of education services consisting primarily of portfolio training, research-based learning services, overseas study counselling and other educational services through its training center network. For more information, please visit ACG’s website at www.atai.net.cn.

3

 


 

Cautionary Note Regarding Forward-looking Statements

This announcement contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the Private Securities Litigation Reform Act of 1995.

These forward-looking statements can be identified by terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “forecast,” “future,” “intend,” “look forward to,” “outlook,” “plan,” “should,” “will,” and similar terms and include, among other things, statements regarding ACG’s future growth and results of operations; ACG’s plans for mergers and acquisitions generally; ACG’s growth strategy, anticipated growth prospects and subsequent business activities; market demand for ACG’s portfolio training programs and other education services; the impact of COVID-19 on ACG and its operations; and ACG’s plan and anticipated benefits of the measures implemented in response to COVID-19.

The factors that could cause the Company’s actual financial and operating results to differ from what the Company currently anticipates may include its ability to develop and create content that could accommodate needs of potential students, its ability to provide effective creative related international education services and control sales and marketing expenses, its recognition in the marketplace for services it delivered and branding it established, its ability to integrate the acquired business, its ability to maintain market share amid increasing competition, its ability to identify and execute on M&A opportunities within the education sector, the economy of China, uncertainties with respect to China’s legal and regulatory environments, the impact of COVID-19 and other factors stated in the Company’s filings with the U.S. Securities and Exchange Commission (“SEC”).

The financial information contained in this release should be read in conjunction with the consolidated financial statements and related notes included in the Company’s annual report on Form 20-F for its fiscal year ended December 31, 2020, and other filings that ACG has made with the SEC. The filings are available on the SEC’s website at www.sec.gov and at ACG’s website at www.atai.net.cn. For additional information on the risk factors that could adversely affect the Company’s business, financial conditions, results of operations, and prospects, please see the “Risk Factors” section of the Company’s Form 20-F for the fiscal year ended December 31, 2020.

The forward-looking statements in this release involve known and unknown risks and uncertainties and are based on current expectations, assumptions, estimates, and projections about ACG and the markets in which it operates. The Company undertakes no obligation to update forward-looking statements, which speak only as of the date of this release, to reflect subsequent events or circumstances, or changes in its expectations, except as may be required by law. Although the Company believes that its expectations and assumptions expressed in these forward-looking statements are reasonable, the Company cannot assure you that its expectations and assumptions will turn out to be correct, and investors are cautioned that actual results may differ materially from the anticipated results.

Currency Convenience Translation

The Company’s financial information is stated in Renminbi (“RMB”), the currency of the People’s Republic of China. The translations of RMB amounts for the quarter ended March 31, 2021, into U.S. dollars are included solely for the convenience of readers and have been made at the rate of RMB6.5518 to US$1.00, the noon buying rate as of March 31, 2021, in New York for cable transfers in RMB per U.S. dollar as set forth in the H.10 weekly statistical release of the Federal Reserve Board. Such translations should not be construed as representations that RMB amounts could be converted into U.S. dollars at that rate or any other rate, or to be the amounts that would have been reported under U.S. generally accepted accounting principles (“GAAP”).

About Non-GAAP Financial Measures

To supplement ACG’s consolidated financial information presented in accordance with U.S. GAAP, ACG uses the following non-GAAP financial measures: net income (loss) excluding share-based compensation expense and foreign currency exchange gain or loss, and basic and diluted earnings (losses) per common share and ADS excluding share-based compensation expense and foreign currency exchange gain or loss.

The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. ACG believes these non-

4

 


 

GAAP financial measures provide meaningful supplemental information about its performance by excluding share- based compensation expense and foreign currency exchange gain or loss, which may not be indicative of its operating performance.

ACG believes that both management and investors benefit from these non-GAAP financial measures in assessing its performance and when planning and forecasting future periods. These non-GAAP financial measures also facilitate management’s internal comparisons to ACG’s historical performance. ACG computes its non-GAAP financial measures using a consistent method from period to period. ACG believes these non-GAAP financial measures are useful to investors in allowing for greater transparency with respect to supplemental information used by management in its financial and operational decision making. A limitation of using non-GAAP net income (loss) excluding share-based compensation expense and foreign currency exchange gain or loss and basic and diluted earnings (losses) per common share and per ADS excluding share-based compensation expense and foreign currency exchange gain or loss is that share-based compensation charges and foreign currency exchange gain or loss have been, and are expected to continue to be for the foreseeable future, a significant recurring expense in ACG’s business.

Management compensates for these limitations by providing specific information regarding the GAAP amounts excluded from each non-GAAP measure. The table captioned “Reconciliations of Non-GAAP Measures to the Most Comparable GAAP Measures” shown at the end of this news release has more details on the reconciliations between GAAP financial measures that are most directly comparable to the non-GAAP financial measures used by ACG.

 

For more information on our company, please contact the following individuals:

 

At the Company

 

Investor Relations

ATA Creativity Global

 

The Equity Group Inc.

Amy Tung, CFO

 

Carolyne Y. Sohn, Vice President

+86 10 6518 1133 x 5518

 

415-568-2255

amytung@acgedu.cn

 

csohn@equityny.com

 

 

 

 

 

Adam Prior, Senior Vice President

 

 

212-836-9606

 

 

aprior@equityny.com

 

 


5

 


 

 

 

ATA CREATIVITY GLOBAL AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

 

 

 

December 31,

 

March 31,

 

March 31,

 

 

 

2020

 

2021

 

2021

 

 

 

RMB

 

RMB

 

USD

 

ASSETS

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

 

112,723,433

 

95,572,345

 

14,587,189

 

Accounts receivable, net

 

2,245,194

 

711,400

 

108,581

 

Prepaid expenses and other current assets

 

5,970,973

 

8,122,879

 

1,239,793

 

Total current assets

 

120,939,600

 

104,406,624

 

15,935,563

 

 

 

 

 

 

 

 

 

Long-term investments

 

44,000,000

 

44,000,000

 

6,715,712

 

Goodwill

 

194,754,963

 

194,754,963

 

29,725,413

 

Property and equipment, net

 

38,119,216

 

38,180,465

 

5,827,477

 

Intangible assets, net

 

110,586,111

 

106,277,778

 

16,221,157

 

Right-of-use assets

 

41,779,086

 

40,789,196

 

6,225,647

 

Deferred income tax assets

 

2,491,792

 

2,486,780

 

379,557

 

Other non-current assets

 

22,950,264

 

23,917,446

 

3,650,515

 

Total assets

 

575,621,032

 

554,813,252

 

84,681,041

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Accrued expenses and other payables

 

47,020,182

 

47,433,161

 

7,239,713

 

Short-term loans

 

6,801,000

 

6,011,000

 

917,458

 

Payable for business acquisition

 

4,642,082

 

 

 

Lease liabilities-current

 

16,972,187

 

16,514,109

 

2,520,545

 

Deferred revenues

 

199,448,112

 

207,839,887

 

31,722,563

 

Total current liabilities

 

274,883,563

 

277,798,157

 

42,400,279

 

 

 

 

 

 

 

 

 

Lease Liabilities-non-current

 

24,005,765

 

22,866,856

 

3,490,164

 

Deferred income tax liabilities

 

28,985,472

 

26,255,728

 

4,007,407

 

Total liabilities

 

327,874,800

 

326,920,741

 

49,897,850

 

 

 

 

 

 

 

 

 

Mezzanine equity-redeemable non-controlling interests

 

48,498,368

 

49,427,494

 

7,544,109

 

 

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

 

 

Common shares

 

4,716,675

 

4,720,147

 

720,435

 

Treasury shares

 

(11,625,924)

 

(10,761,126)

 

(1,642,469)

 

Additional paid-in capital

 

541,272,503

 

540,596,152

 

82,511,089

 

Accumulated other comprehensive loss

 

(37,424,722)

 

(37,334,223)

 

(5,698,315)

 

Retained earnings (accumulated deficit)

 

(298,533,669)

 

(318,943,586)

 

(48,680,299)

 

Total shareholders’ equity attributable to ACG

 

198,404,863

 

178,277,364

 

27,210,441

 

Non-redeemable non-controlling interests

 

843,001

 

187,653

 

28,641

 

Total shareholders’ equity

 

199,247,864

 

178,465,017

 

27,239,082

 

Commitments and contingencies

 

 

 

 

 

 

 

Total liabilities, mezzanine equity and shareholders’ equity

 

575,621,032

 

554,813,252

 

84,681,041

 

 

 


6

 


 

 

ATA CREATIVITY GLOBAL AND SUBSIDIARIES

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

 

 

 

Three-month Period Ended

 

 

 

March 31,

 

March 31,

 

March 31,

 

 

 

2020

 

2021

 

2021

 

 

 

RMB

 

RMB

 

USD

 

Net revenues

 

32,703,405

 

37,589,545

 

5,737,285

 

Cost of revenues

 

20,979,552

 

22,716,005

 

3,467,140

 

Gross profit

 

11,723,853

 

14,873,540

 

2,270,145

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

Research and development

 

2,381,089

 

2,516,726

 

384,127

 

Sales and marketing

 

11,502,625

 

13,322,987

 

2,033,485

 

General and administrative

 

24,542,143

 

22,264,258

 

3,398,190

 

Total operating expenses

 

38,425,857

 

38,103,971

 

5,815,802

 

Other operating income, net

 

235,452

 

6,238

 

952

 

Loss from operations

 

(26,466,552)

 

(23,224,193)

 

(3,544,705)

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

Investments loss

 

(32,427)

 

 

 

Interest income, net of interest expenses

 

387,579

 

280,739

 

42,849

 

Foreign currency exchange gain (loss), net

 

(69,128)

 

87,620

 

13,373

 

Loss before income taxes

 

(26,180,528)

 

(22,855,834)

 

(3,488,483)

 

Income tax benefit

 

(2,786,536)

 

(2,719,696)

 

(415,107)

 

Net loss

 

(23,393,992)

 

(20,136,138)

 

(3,073,376)

 

Net loss attributable to redeemable non-controlling interests

 

(572,748)

 

(437,032)

 

(66,704)

 

Net loss attributable to non-redeemable non-controlling interests

 

(2,364,787)

 

(655,349)

 

(100,026)

 

Net loss attributable to ACG

 

(20,456,457)

 

(19,043,757)

 

(2,906,646)

 

 

 

 

 

 

 

 

 

Other comprehensive income:

 

 

 

 

 

 

 

Foreign currency translation adjustment, net of nil income taxes

 

2,795,502

 

90,499

 

13,813

 

Comprehensive loss attributable to ACG

 

(17,660,955)

 

(18,953,258)

 

(2,892,833)

 

 

 

 

 

 

 

 

 

Basic and diluted losses per common share attributable to ACG

 

(0.35)

 

(0.33)

 

(0.05)

 

Basic and diluted losses per ADS attributable to ACG

 

(0.70)

 

(0.66)

 

(0.10)

 

 


7

 


 

 

RECONCILIATIONS OF NON-GAAP MEASURES

TO THE MOST COMPARABLE GAAP MEASURES

 

 

 

 

 

 

Three-month Period Ended

 

 

 

 

 

 

March 31,

 

March 31,

 

 

 

 

 

 

 

2020

 

2021

 

 

 

 

 

 

 

RMB

  

RMB

 

 

GAAP net loss attributable to ACG

 

 

 

 

(20,456,457)

 

(19,043,757)

 

 

Share-based compensation expenses

 

 

 

 

584,799

 

225,231

 

 

Foreign currency exchange loss (gain), net

 

 

 

 

69,128

 

(87,620)

 

 

Non-GAAP net loss attributable to ACG

 

 

 

 

(19,802,530)

 

(18,906,146)

 

 

 

 

 

 

 

 

 

 

 

 

GAAP losses per common share attributable to ACG

Basic and diluted

 

 

 

 

(0.35)

 

(0.33)

 

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP losses per common share attributable to ACG

Basic and diluted

 

 

 

 

(0.34)

 

(0.32)

 

 

 

8