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CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY
12 Months Ended
Mar. 31, 2020
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY  
CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY

Schedule I —CONDENSED FINANCIAL INFORMATION OF THE PARENT COMPANY

The Company’s subsidiaries and VIE’s established in the PRC are restricted in their ability to transfer a portion of their net assets to the Company. The payment of dividends by entities organized in China is subject to limitations, procedures and formalities. Regulations in the PRC currently permit payment of dividends only out of accumulated profits as determined in accordance with accounting standards and regulations in China. The Company’s subsidiaries and its VIEs are also required to set aside at least 10% of its after‑tax profit based on the PRC accounting standards each year to its statutory reserves account until the accumulative amount of such reserves reaches 50% of its respective registered capital. The aforementioned reserves can only be used for specific purposes and are not distributable as cash dividends.

In addition, the Company’s operations and revenues are conducted and generated in China, all of the Company’s revenues being earned and currency received are denominated in RMB. RMB is subject to the foreign exchange control regulation in China, and, as a result, the Company may be unable to distribute any dividends outside of China due to the PRC foreign exchange control regulations that restrict the Company’s ability to convert RMB into US Dollars.

Regulation S‑X requires the condensed financial information of registrant shall be filed when the restricted net assets of consolidated subsidiaries exceed 25 percent of consolidated net assets as of the end of the most recently completed fiscal year. For purposes of the above test, restricted net assets of consolidated subsidiaries shall mean that amount of the registrant’s proportionate share of net assets of consolidated subsidiaries (after intercompany eliminations) which as of the end of the most recent fiscal year may not be transferred to the parent company by subsidiaries in the form of loans, advances or cash dividends without the consent of a third party. The condensed parent company financial statements have been prepared in accordance with Rule 12‑04, Schedule I of Regulation S‑X as the restricted net assets of the Company’s PRC subsidiary and VIE exceed 25% of the consolidated net assets of the Company.

The condensed financial information of the parent company has been prepared in accordance with SEC Regulation S-X Rule 5-04 and Rule 12-04, using the same accounting policies as set out in the Company’s consolidated financial statements, except that the Company uses the equity method to account for investments in its subsidiaries, VIEs and VIEs' subsidiaries. The footnote disclosures generally included in financial statements prepared in accordance with US GAAP have been condensed and omitted. The footnote disclosures contain supplemental information relating to the operations of the Company, as such, these statements are not the general-purpose financial statements of the reporting entity and should be read in conjunction with the notes to the consolidated financial statements of the Company.

 

CONDENSED BALANCE SHEETS

 

 

 

 

 

 

 

 

 

 

As of March 31

 

As of March 31

 

    

2020

    

2019

 

 

USD

 

USD

ASSETS:

 

 

  

 

 

  

Cash

 

 

1,709,149

 

 

24,828,067

Prepayment and other assets

 

 

5,796

 

 

349,990

Investments in subsidiaries, VIEs and VIEs' subsidiaries

 

 

66,588,444

 

 

135,632,715

TOTAL ASSETS

 

 

68,303,389

 

 

160,810,772

 

 

 

 

 

 

 

LIABILITIES:

 

 

 

 

 

 

Accrued expenses and other current liabilities

 

 

202,500

 

 

18,243

Note payable

 

 

20,000,000

 

 

20,000,000

Consideration payable

 

 

 —

 

 

14,289,371

TOTAL LIABILITIES

 

 

20,202,500

 

 

34,307,614

 

 

 

 

 

 

 

SHAREHOLDERS' EQUITY:

 

 

  

 

 

  

Ordinary shares, $0.0001 par value, 500,000,000 shares authorized, 49,984,223 and 49,625,303 shares issued and outstanding as of March 31, 2020 and 2019, respectively.

 

 

4,999

 

 

4,963

Additional paid-in capital

 

 

60,559,583

 

 

59,806,865

Treasury stock

 

 

(3,988,370)

 

 

(1,320,468)

Retained earnings

 

 

(1,429,623)

 

 

69,768,756

Accumulated other comprehensive loss

 

 

(7,045,700)

 

 

(1,756,958)

TOTAL SHAREHOLDERS' EQUITY

 

 

48,100,889

 

 

126,503,158

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

 

 

68,303,389

 

 

160,810,772

 

CONDENSED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME

 

 

 

 

 

 

 

 

 

 

 

 

 

Years Ended March 31,

 

    

2020

    

2019

    

2018

 

 

USD

 

USD

 

USD

Equity in earnings of subsidiaries, VIEs and VIEs' subsidiaries

 

 

(35,994,910)

 

 

14,725,415

 

 

68,117,762

General administrative expense and others

 

 

(6,013,633)

 

 

(9,192,834)

 

 

(2,607,137)

Impairment on long-term investments

 

 

(29,189,836)

 

 

 —

 

 

 —

NET (LOSS) INCOME

 

 

(71,198,379)

 

 

5,532,581

 

 

65,510,625

 

 

 

 

 

 

 

 

 

 

OTHER COMPREHENSIVE INCOME

 

 

  

 

 

  

 

 

  

Foreign currency translation adjustment

 

 

(5,288,740)

 

 

(6,136,187)

 

 

6,028,143

COMPREHENSIVE (LOSS) INCOME

 

 

(76,487,119)

 

 

(603,606)

 

 

71,538,768

 

CONDENSED STATEMENTS OF CASH FLOWS

 

 

 

 

 

 

 

 

 

 

 

For The Years Ended March 31,

 

    

2020

    

2019

    

2018

 

 

USD

 

USD

 

USD

CASH FLOWS FROM OPERATING ACTIVITIES:

 

  

 

 

  

 

  

Net income

 

(71,198,379)

 

 

5,532,581

 

65,510,625

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

  

 

  

Equity in subsidiaries, VIEs and VIEs' subsidiaries

 

35,994,910

 

 

(14,725,415)

 

(68,117,762)

Impairment from long-term investments

 

29,189,836

 

 

 —

 

 —

Share-based compensation

 

347,466

 

 

6,585,386

 

1,828,868

 

 

 

 

 

 

 

 

Changes in operating assets and liabilities:

 

 

 

 

  

 

  

Prepayments and other assets

 

344,195

 

 

(339,995)

 

44,295

Accrued expenses and other current liabilities

 

184,258

 

 

(2,562,074)

 

2,898,317

 

 

 

 

 

 

 

 

NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES

 

(5,137,714)

 

 

(5,509,517)

 

2,164,343

 

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

 

 

 

 

Increase in investment in subsidiaries, VIEs and VIE's subsidiaries

 

(1,000,000)

 

 

(15,420,961)

 

 —

Purchase of long term investments

 

(14,594,918)

 

 

(1,600,000)

 

 —

NET CASH USED IN INVESTING ACTIVITIES

 

(15,594,918)

 

 

(17,020,961)

 

 —

 

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES:

 

  

 

 

  

 

  

Proceeds from private placement offering, net of offering cost

 

 —

 

 

 —

 

 —

Proceeds from IPO, net of offering costs

 

 —

 

 

 —

 

43,273,702

Exercise of share options

 

281,616

 

 

1,156,623

 

 —

Proceeds from issuance of unsecured note

 

 —

 

 

20,000,000

 

 —

Repurchase of ordinary shares

 

(2,667,902)

 

 

(1,320,468)

 

 —

Payments for offering cost

 

 —

 

 

(318,000)

 

 —

Dividend paid

 

 —

 

 

(19,547,532)

 

 —

NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES

 

(2,386,286)

 

 

(29,377)

 

43,273,702

NET (DECREASE) INCREASE IN CASH

 

(23,118,918)

 

 

(22,559,855)

 

45,438,045

CASH—beginning of year

 

24,828,067

 

 

47,387,922

 

1,949,877

CASH—end of year

 

1,709,149

 

 

24,828,067

 

47,387,922

 

 

 

 

 

 

 

 

SUPPLEMENTAL CASH FLOW DISCLOSURES:

 

  

 

 

  

 

  

Cash paid for income tax

 

 —

 

 

 —

 

 —

Cash paid for interest

 

 —

 

 

 —

 

 —

 

Notes to condensed financial statements

1.

Hexindai Inc. was founded on April 26, 2016 in Cayman Islands. The condensed full year result of the Company has been prepared assuming the Reorganization (see Note 1 in the combined and consolidated financial statements) was in effect from November 1, 2016.

2.

The condensed financial statements of Hexindai Inc. have been prepared using the same accounting policies as set out in the combined and consolidated financial statements except that the equity method has been used to account for investments in subsidiaries, VIEs and subsidiaries of VIEs. Such investment in subsidiaries and VIEs are presented on the balance sheets as interests in subsidiaries and VIEs and the profit of the subsidiaries and VIEs is presented as equity in profit of subsidiaries and VIEs on the statement of operations.

3.

As of March 31, 2020 and 2019, there were no material contingencies, significant provisions of long-term obligations of the Company, except for those which have been separately disclosed in the consolidated financial statements.

4.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. The footnote disclosure certain supplemental information relating to the operations of the Company and, as such, these statements should be read in conjunction with the notes to the accompanying Combined and Consolidated Financial Statements.