UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
12b-25
NOTIFICATION
OF LATE FILING
SEC
FILE NUMBER: 001-39360
CUSIP
NUMBER: G8211A 108
(Check
one): |
☐ Form
10-K ☒ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form
10-D ☐ Form N-CEN ☐ Form N-CSR |
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For
Period Ended: |
March
31, 2024 |
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☐ Transition
Report on Form 10-K
☐ Transition
Report on Form 20-F
☐ Transition
Report on Form 11-K
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☐ Transition
Report on Form 10-Q
For
the Transition Period Ended: _______________________________ |
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Read
Instruction (on back page) Before Preparing Form. Please Print or Type.
Nothing
in this form shall be construed to imply that the Commission has verified any information contained herein. |
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If
the notification relates to a portion of the filing checked above, identify the item(s) to which the notification relates:
PART
I — REGISTRANT INFORMATION
Skillful
Craftsman Education Technology Limited
Full
name of registrant:
N/A
Former
name if applicable:
Floor
4, Building 1, No. 311, Yanxin Road
Address
of principal executive office (Street and number):
Huishan
District, Wuxi, Jiangsu Province, PRC 214000
City,
state and zip code
PART
II — RULES 12b-25(b) AND (c)
If
the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b),
the following should be completed. (Check box if appropriate.)
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(a) |
The
reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense; |
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☒ |
(b) |
The
subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-CEN or Form N-CSR, or portion
thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report
of transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof will be filed on or before the
fifth calendar day following the prescribed due date; and |
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(c) |
The
accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable. |
PART
III — NARRATIVE
State
below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-CEN, N-CSR, or the transition report or portion thereof,
could not be filed within the prescribed time period.
Skillful Craftsman Education Technology Limited (the “Company”)
was unable to file its Annual Report on Form 20-F for the fiscal year ended March 31, 2024 within the prescribed time period without unreasonable
effort or expense because additional time is required to complete the preparation of the Company’s financial statements in time
for filing. The Company anticipates filing its Form 20-F on or before the fifteenth calendar day following the prescribed due date.
PART
IV — OTHER INFORMATION
(1) |
Name
and telephone number of person to contact in regard to this notification |
Bin
Fu |
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(86)
0510 |
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81805788 |
(Name) |
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(Area
Code) |
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(Telephone
Number) |
(2) |
Have
all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment
Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s)
been filed? If answer is no, identify report(s). |
Yes
☒ No ☐
(3) |
Is
it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be
reflected by the earnings statements to be included in the subject report or portion thereof? |
Yes
☒ No ☐
If
so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why
a reasonable estimate of the results cannot be made.
Part
IV. (3) Anticipated Significant Changes in Results of Operations
We
anticipate reporting the following significant changes in the results of operations from the same period of the last fiscal year:
Revenue
Revenue
decreased by 82% from $11.3 million for the fiscal year 2023 to $2.0 million for the fiscal year 2024. The decrease in revenue was primarily
due to an 80% decrease in revenue generated from online education services from $10.2 million for the fiscal year 2023 to $2.0
million for the fiscal year 2024. The decrease in the revenue from the online education services was primarily due to a decrease in online
VIP membership revenue from $8.0 million in the fiscal year 2023 to $6.4 million in the fiscal year 2024, as a result of the intensified
competition in the vocational education market in China. Also, in the fiscal year 2023 and 2024, certain competitors provided
students with free access to their online education platforms due to the long-term impact of COVID-19, resulting in a decrease in
the number of fee-paying members of the VIE and a decrease in the revenue generated from the VIE’s online education services.
Cost
of Revenue
Cost
of revenue decreased from $27.3 million in the fiscal year 2023 to $1.8 million in the fiscal year 2024, representing a decrease of
$25.5 million, or 93%. The decrease of cost of revenue was mainly caused by a decrease of the impairment of intangible asset for the
amount of $8.1 million, the impairment for property, plant and equipment for the amount of $5.7 million, the
amortization expense for the amount of $5.8million, the depreciation expenses of server hardware for the amount of $3.9 million, and
the maintenance service fee for the amount of $1.4 million,
Operating
Expenses
Operating
expenses decreased from $4.1 million for the fiscal year ended March 31, 2023 to $2.0 million for the fiscal year ended March
31, 2024, representing an decrease of $2.1 million, or 51%. Operating expenses primarily consisted of sales and marketing expenses and
general and administrative expenses.
Sales
and marketing expenses decreased from $0.5 million for the fiscal year ended March 31, 2023 to $0.2 million for the fiscal year
ended March 31, 2024. The decrease was mainly because a $0.2 million decrease of the promotion fee.
General
and administrative expenses decreased by 52% to $1.8 million for the fiscal year 2024 from $3.7 million for the fiscal year 2023. The
decrease was mainly because the cost saving policy that the Company decreased of management’s salary and bonus.
Investment
Income, Net
Net
investment income increased from an income of $0.7 million for the fiscal year 2023 to $1.7 million for the fiscal year 2024, representing
an increase of $1.0 million, or 135%. The increase was primarily because the VIE’s investments in Fujian Pingtan Ocean Fishery
Corporation.
Other
Income
Net
other income was $0.7 million for the fiscal year ended March 31, 2024, compared with net other income of $0.2 million for the fiscal
year ended March 31, 2023, and a sharp increase due to the cancelation payment of the management compensation.
Income
(Loss) Before Tax
Loss
before tax was $4.6 million for the fiscal year 2024, compared with loss before tax of $20.5 million for the fiscal year 2023.
Net
Profit (Loss)
As
a result of the foregoing, we had a net loss of $4.6 million for the fiscal year 2024, representing a change of $16.3 million from a
net loss of $20.9 million for the fiscal year 2023.
Skillful
Craftsman Education Technology Limited
(Name
of Registrant as Specified in Charter)
has
caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
Date:
August 13, 2024 |
By |
/s/
Bin Fu |
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Bin
Fu |
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Chief
Executive Officer and Chairman of the Board of Directors |
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