跟谁学-跟谁学招股说明书（英文）-2020.6-416页_4mb

GSX Techedu Inc. Summary

Core Content

GSX Techedu Inc. is a technology-driven education company that specializes in online K-12 courses and after-school tutoring services. It is listed on the New York Stock Exchange (NYSE) under the symbol "GSX" and is offering 15,000,000 American Depositary Shares (ADSs) in a public offering. The ADSs are issued in a 3:2 ratio representing Class A ordinary shares. The company is an "emerging growth company" under the JOBS Act and is also classified as a "controlled company" under NYSE rules due to the significant voting power held by its founder, Mr. Larry Xiangdong Chen.

Key Information

• Company Name: GSX Techedu Inc.
• Jurisdiction of Incorporation: Cayman Islands
• Principal Executive Offices: Tower C, Beyondsoft Building, 10 Xibeiwang East Road, Haidian District, Beijing, China
• Telephone Number: +86 10 8282-6826
• Agent for Service: Puglisi & Associates, Newark, Delaware
• Offering Date: As soon as practicable after the effective date of this registration statement
• Registration Fee: US$33,182.73
• Closing Trading Price (November 15, 2019): US$14.91 per ADS
• Total ADSs Offered: 15,000,000
• Underwriters: Credit Suisse, Goldman Sachs (Asia) L.L.C., BofA Securities, Deutsche Bank Securities
• Proceeds to Selling Shareholders: Not disclosed, as the company does not receive proceeds from the sale of ADSs
• Net Revenues (2018): RMB397.3 million (US$55.6 million)
• Gross Billings (2018): RMB655.1 million (US$91.7 million)
• Net Income (2018): RMB19.7 million (US$2.8 million)
• Net Income (Nine months ended September 30, 2019): RMB52.2 million (US$7.3 million)

Main Points

Mission

To make education better through technology.

Business Overview

• Provides online K-12 courses and after-school tutoring services
• Ranked as the third largest provider in China in terms of gross billings in 2018
• Courses cover all primary and secondary grades, with K-12 courses contributing over 73% and 79% of total revenues in 2018 and the nine months ended September 30, 2019, respectively
• Total enrollments increased from 79,632 in 2017 to 767,102 in 2018 and to 1,622,862 in the nine months ended September 30, 2019
• Operates using an online live large-class format, which is considered the most effective and scalable model for distributing high-quality education resources

Competitive Strengths

• Leadership in China's online K-12 large-class after-school tutoring market
• Superior education quality supported by rigorous teacher selection and in-house curriculum development
• Robust proprietary technology infrastructure
• Highly scalable and efficient business model
• Renowned founder and seasoned management team with a strong focus on student service

Business Strategies

• Enhance education quality and student learning experience
• Attract and develop teaching talent
• Strengthen technology and data analytics capabilities
• Expand course offerings
• Enhance brand recognition

Challenges and Risks

• Limited operating history with current business model
• Difficulty in attracting students and increasing their spending
• Challenges in managing growth and executing strategies effectively
• Reliance on top-quality instructors
• Past net losses and uncertainty about future profitability
• Intense competition leading to potential pricing pressure and market share loss
• Regulatory changes in China regarding online private education
• Potential impact of new regulations on operating licenses and permits
• Uncertainty in improving or maintaining sales and marketing efficiency

Financial Highlights

• Net Revenues: Increased by 307.1% to RMB397.3 million in 2018 from RMB97.6 million in 2017
• Gross Billings: Increased by 437.8% to RMB655.1 million in 2018 from RMB121.8 million in 2017
• Net Income: Generated RMB19.7 million in 2018, compared to a net loss of RMB87.0 million in 2017
• Nine months ended September 30, 2019: Net revenues increased by 448.7% to RMB1,179.8 million (US$165.1 million), Gross Billings increased by 428.0% to RMB1,779.5 million (US$249.0 million), and Net Income reached RMB52.2 million (US$7.3 million)

Market Opportunities

• China's online education market in terms of gross billings grew from RMB36.6 billion in 2013 to RMB143.2 billion (US$20.8 billion) in 2018, with a CAGR of 31.4%
• Expected to reach RMB696.3 billion (US$101.3 billion) in 2023, representing a CAGR of 37.2%
• The online K-12 after-school tutoring market grew from RMB1.4 billion in 2013 to RMB30.2 billion (US$4.2 billion) in 2018, with a CAGR of 85.2%
• Expected to reach RMB367.2 billion (US$51.4 billion) in 2023, with a CAGR of 64.8%
• The online K-12 large-class after-school tutoring market grew from RMB0.7 billion in 2013 to RMB15.1 billion (US$2.1 billion) in 2018, with a CAGR of 86.5%
• Expected to reach RMB202.0 billion (US$28.3 billion) in 2023, with a CAGR of 68.0%

Corporate Structure

• Founding: Commenced operations through Beijing BaiJiaHuLian Technology Co., Ltd. in June 2014
• Holdings: BaiJiaHuLian Group Holdings Limited, incorporated in August 2014 in the Cayman Islands
• Renaming: Changed name to GSX Techedu Inc. in January 2019
• Subsidiaries:
  • BaiJiaHuLian HK Holdings Limited (established in August 2014)
  • Beijing Lexuebang Network Technology Co., Ltd. (established in January 2015)
• Corporate Governance:
  • Classified as a "controlled company" under NYSE rules due to the founder's control over Class B shares
  • Exempt from certain U.S. domestic issuer requirements under the Exchange Act
  • May adopt Cayman Islands corporate governance practices that differ from NYSE standards

Legal and Regulatory Information

• Registration Statement: Form F-1, with a separate Form F-6 for ADSs
• SEC and State Regulation: No approval or disapproval by SEC or state regulators
• Offering Restrictions: Only available in jurisdictions where the offering is permitted
• Information Accuracy: Accurate as of the date of the prospectus