基本统计
| LEI | 549300M48VYZESQCQV62 |
| CIK | 1722380 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Meta Data Limited - Depositary Receipt (Common Stock)
SEC Filings (Chronological Order)
本页提供了美国证券交易委员会（SEC）备案的完整、按时间顺序排列的列表，不包括我们在其他地方提供的所有权备案。
| November 6, 2024 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange (the 'NYSE' or the 'Exchange') hereby notifies the Securities and Exchange Commission (the 'Commission') of its intention to remove the American Depositary Shares, each representing ten (10) Class A Ordinary Shares (the "ADSs") of Meta Data Limited (the "Company") from listing and registration on the Exchange at the opening of business on November 18, 2024, pursuant to the provisions of Rule 12d2-2(b) because, in the opinion of the Exchange, the ADSs are no longer suitable for continued listing and trading on the Exchange. |
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| September 13, 2024 |
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 September 2024 Commission File Number: 001-38430 Meta Data Limited PO Box 258, 18 Forum Lane, Grand Cayman, Cayman Islands KY1-1104 (Address of principal executive offices) Indicate by check ma |
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| August 29, 2024 |
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 August 2024 Commission File Number: 001-38430 Meta Data Limited Flat H 3/F, Haribest Industrial Building, 45-47 Au Pui Wan Street Sha Tin New Territories Hong Kong (Address of principal executi |
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| August 29, 2024 |
Exhibit 99.1 META DATA LIMITED UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS OF FEBRUARY 29, 2024 AND AUGUST 31, 2023 AND FOR THE SIX MONTHS ENDED FEBRUARY 29, 2024 AND FEBRUARY 28, 2023 F-1 META DATA LIMITED TABLE OF CONTENTS Page Unaudited Condensed Consolidated Financial Statements F-1 Condensed Consolidated Balance Sheets as of February 29, 2024 (Unaudited) and August 31, 2023 F-3 U |
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| August 29, 2024 |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Exhibit 99.2 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis of our company’s financial condition and results of operations should be read in conjunction with our consolidated financial statements and the related notes included elsewhere in this report. This discussion contains forward-looking statements that involve risks |
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| August 19, 2024 |
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 August 2024 Commission File Number: 001-38430 Meta Data Limited PO Box 258, 18 Forum Lane, Grand Cayman, Cayman Islands KY1-1104 (Address of principal executive offices) Indicate by check mark |
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| July 30, 2024 |
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 July 2024 Commission File Number: 001-38430 Meta Data Limited Flat H 3/F, Haribest Industrial Building, 45-47 Au Pui Wan Street Sha Tin New Territories Hong Kong (Address of principal executive |
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| July 29, 2024 |
Certification under Rule 466 The depositary, Deutsche Bank Trust Company Americas, represents and certifies the following: (1) That it previously had filed a registration statement on Form F-6 (Meta Data Limited, 333-223710) that the Securities and Exchange Commission declared effective, with terms of deposit identical to the terms of deposit of this Post-Effective Amendment No. |
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| July 29, 2024 |
As filed with the Securities and Exchange Commission on July 29, 2024 Registration No. |
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| July 29, 2024 |
AMENDMENT NO. 3 TO THE DEPOSIT AGREEMENT AMENDMENT NO. 3 TO THE DEPOSIT AGREEMENT THIS AMENDMENT NO. 3 dated as of July 29, 2024 (the “Effective Date”) to the Deposit Agreement, dated as of March 27, 2018, as amended on January 24, 2022 and May 15, 2023 (the “Deposit Agreement”), by and among (i) Meta Data Limited, a company incorporated under the laws of the Cayman Islands, with its principal executive office at Flat H 3/F, Haribest Ind |
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| June 3, 2024 |
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 June 2024 Commission File Number: 001-38430 Meta Data Limited Flat H 3/F, Haribest Industrial Building, 45-47 Au Pui Wan Street Sha Tin New Territories Hong Kong (Address of principal executive |
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| April 17, 2024 |
As filed with the U.S. Securities and Exchange Commission on April 17, 2024 As filed with the U.S. Securities and Exchange Commission on April 17, 2024 Registration No. 333-272645 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No.1 to FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Meta Data Limited (Exact name of registrant as specified in its charter) Cayman Islands Not Applicable (State or other jurisdiction of incorp |
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| January 17, 2024 |
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 January 2024 Commission File Number: 001-38430 Meta Data Limited Flat H 3/F, Haribest Industrial Building, 45-47 Au Pui Wan Street Sha Tin New Territories Hong Kong (Address of principal execut |
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| January 3, 2024 |
Exhibit 99.1 SECURITIES PURCHASE AGREEMENT 证券购买协议 This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of December , 2023 by and among Meta Data Limited, a Cayman Islands company, (the “Company”), and individuals listed in Exhibit B hereto and each affixes its signature on the signature page of this Agreement (each, a “Purchaser”; collectively, the “Purchasers”). 本证券购买协议(“本协议”或“协议”)于20 |
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| January 3, 2024 |
FORM OF CLASS A ORDINARY SHARES PURCHASE WARRANT META DATA LIMITED Exhibit 99.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| January 3, 2024 |
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 January 2024 Commission File Number: 001-38430 Meta Data Limited Flat H 3/F, Haribest Industrial Building, 45-47 Au Pui Wan Street Sha Tin New Territories Hong Kong (Address of principal execut |
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| December 26, 2023 |
Exhibit 12.1 Certification by the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Xiaoming Li, certify that: 1. I have reviewed this annual report on Form 20-F, as amended, of Meta Data Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue state |
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| December 26, 2023 |
Exhibit 12.2 Certification by the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Chee Jiong Ng, certify that: 1. I have reviewed this annual report on Form 20-F, as amended, of Meta Data Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue sta |
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| December 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2023. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EX |
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| December 26, 2023 |
Certifications Pursuant to 18 U.S.C. Section 1350 Exhibit 13.1 Certifications Pursuant to 18 U.S.C. Section 1350 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), each of the undersigned officers of Meta Data Limited (the “Company”), does hereby certify, to such officer’s knowledge, that: The Annual Report on Form 20-F, as amended, for the year |
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| December 26, 2023 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 15.1 Onestop Assurance PAC 10 Anson Road #06-15 International Plaza Singapore 079903 Tel: 9644 9531 Email: [email protected] Website: www.onestop-ca.com CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statements on Forms F-3 (File No. 333-272645), S-8 (File No. 333-272637) and F-6 (File No. 333-223710) of Meta Dat |
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| December 26, 2023 |
Meta Data Limited the “Company” COMPENSATION RECOVERY POLICY Effective December 1, 2023 Exhibit 97.1 Meta Data Limited the “Company” COMPENSATION RECOVERY POLICY Effective December 1, 2023 In accordance with Section 10D of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), Exchange Act Rule 10D-1, and the listing standards of The New York Stock Exchange (the “Exchange”), the Company’s Board of Directors (the “Board”) has adopted this Compensation Recovery Policy (t |
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| December 13, 2023 |
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 2023 Commission File Number: 001-38430 Meta Data Limited Flat H 3/F, Haribest Industrial Building, 45-47 Au Pui Wan Street Sha Tin New Territories Hong Kong (Address of principal execu |
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| November 14, 2023 |
Exhibit 99.3 November 15, 2023 Meta Data Limited Please be advised of the following Final Depositary’s Notice of Extraordinary General Meeting of Shareholders: Depositary Receipt Information CUSIP: 68276W400 (DTC Eligible) ADS ISIN: US68276W4006 Country of Incorporation: Cayman Islands Meeting Details: Extraordinary General Meeting at 10:00 p.m., local time at Flat H 3/F, Haribest Industrial Build |
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| November 14, 2023 |
Exhibit 99.4 |
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| November 14, 2023 |
Exhibit 99.1 META DATA LIMITED NOTICE OF EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON DECEMBER 7, 2023 Notice is hereby given that Meta Data Limited, a Cayman Islands exempted company (the “Company”), will hold its extraordinary general meeting of shareholders at 10:00 p.m., local time, on December 7, 2023 (the “Extraordinary Meeting”) at the Company’s headquarters located at Flat H |
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| November 14, 2023 |
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 November 2023 Commission File Number: 001-38430 Meta Data Limited Flat H 3/F, Haribest Industrial Building, 45-47 Au Pui Wan Street Sha Tin New Territories Hong Kong (Address of principal execu |
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| November 14, 2023 |
Exhibit 99.2 META DATA LIMITED (incorporated in the Cayman Islands with limited liability) FORM OF PROXY FOR THE EXTRAORDINARY GENERAL MEETING to be held on December 7, 2023 (or any adjourned or postponed meeting thereof) I/we, the undersigned acknowledges receipt of the Notice of Extraordinary General Meeting of Shareholders and Proxy Statement and, being the registered holder of Class A Ordinary |
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| October 13, 2023 |
Meta Data Limited Flat H3/F, Haribest Industrial Building , 45-47 Au Pui Wan Street Sha Tin New Territories, Hong Kong October 13, 2023 VIA EDGAR U. |
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| August 16, 2023 |
Meta Data Limited Flat H3/F, Haribest Industrial Building , 45-47 Au Pui Wan Street Sha Tin New Territories, Hong Kong August 16, 2023 VIA EDGAR U. |
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| August 9, 2023 |
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 August 2023 Commission File Number: 001-38430 Meta Data Limited Flat H 3/F, Haribest Industrial Building, 45-47 Au Pui Wan Street Sha Tin New Territories Hong Kong (Address of principal executi |
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| July 21, 2023 |
Meta Data Limited Flat H3/F, Haribest Industrial Building , 45-47 Au Pui Wan Street Sha Tin New Territories, Hong Kong July 21, 2023 VIA EDGAR U. |
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| July 20, 2023 |
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 July 2023 Commission File Number: 001-38430 Meta Data Limited Flat H 3/F, Haribest Industrial Building, 45-47 Au Pui Wan Street Sha Tin New Territories Hong Kong (Address of principal executive |
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| July 14, 2023 |
Meta Data Limited Unaudited Condensed Consolidated Balance Sheets (Amounts in thousands) Exhibit 99.1 Operating and Financial Review and Prospects in Connection with the Unaudited Interim Consolidated Financial Statements for the Six Months Ended February 28, 2023 and 2022 Net income from continuing operations was US$2.0 million, up by 103.4% year-over-year. Net loss from discontinued operations was US$414.9 million, up by 257.0% year-over-year. Net loss attributable to shareholders o |
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| July 14, 2023 |
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 July 2023 Commission File Number: 001-38430 Meta Data Limited Flat H 3/F, Haribest Industrial Building, 45-47 Au Pui Wan Street Sha Tin New Territories Hong Kong (Address of principal executive |
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| July 12, 2023 |
FORM OF CLASS A ORDINARY SHARES PURCHASE WARRANT META DATA LIMITED Exhibit 99.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| July 12, 2023 |
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 July 2023 Commission File Number: 001-38430 Meta Data Limited Flat H 3/F, Haribest Industrial Building, 45-47 Au Pui Wan Street Sha Tin New Territories Hong Kong (Address of principal executive |
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| July 12, 2023 |
Exhibit 99.1 SECURITIES PURCHASE AGREEMENT 证券购买协议 This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of June [ ], 2023 by and among Meta Data Limited, a Cayman Islands company, (the “Company”), and individuals listed in Exhibit B hereto and each affixes its signature on the signature page of this Agreement (each, a “Purchaser”; collectively, the “Purchasers”). 本证券购买协议(“本协议”或“协议”)于202 |
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| June 14, 2023 |
Exhibit 4.10 Meta Data Limited (the “Issuer”) AND [TRUSTEE] (the “Trustee”) INDENTURE Dated as of [●], 20[●] Senior Debt Securities TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 5 Section 2.01 Designation and Terms of Securities 5 Section 2.02 Form of Securities and Trustee’ |
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| June 14, 2023 |
META DATA LIMITED 2023 EQUITY INCENTIVE PLAN Exhibit 10.1 META DATA LIMITED 2023 EQUITY INCENTIVE PLAN 1. Purposes of the Plan. The purposes of this Plan are: ● to attract and retain the best available personnel for positions of substantial responsibility, ● to provide additional incentive to Employees, Directors and Consultants, and ● to promote the success of the Company’s business. The Plan permits the grant of Incentive Share Options, No |
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| June 14, 2023 |
As filed with the Securities and Exchange Commission on June 14, 2023 As filed with the Securities and Exchange Commission on June 14, 2023 Registration No. |
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| June 14, 2023 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) META DATA LIMITED (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount Registered(2) Proposed Maximum Offering Price Per Unit(3) Maximum Aggregate Offering Price(3) Fee Rate Amount of Registration Fee Equity Class A Ordinary Shares Other 10,800,000 $ 0. |
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| June 14, 2023 |
Exhibit 4.11 Meta Data Limited (the “Issuer”) AND [TRUSTEE] (the “Trustee”) INDENTURE Dated as of [●], 20[●] Subordinated Debt Securities TABLE OF CONTENTS ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions of Terms 1 ARTICLE 2 ISSUE, DESCRIPTION, TERMS, EXECUTION, REGISTRATION AND EXCHANGE OF SECURITIES 4 Section 2.01 Designation and Terms of Securities 4 Section 2.02 Form of Securities and Trustee |
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| June 14, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form F-3 (Form Type) Meta Data Limited (Exact Name of Registrant as Specified in its Charter) Not Applicable ((Translation of Registrant’s Name into English) Table 1: Newly Registered Securities Security Type Security Class Title(1) Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee Newly Registered Securities Fees to Be Paid Equity Ordinary Shares, par value US$0. |
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| June 14, 2023 |
As filed with the U.S. Securities and Exchange Commission on June 14, 2023 As filed with the U.S. Securities and Exchange Commission on June 14, 2023 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Meta Data Limited (Exact name of registrant as specified in its charter) Cayman Islands Not Applicable (State or other jurisdiction of incorporation or organization) |
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| May 31, 2023 |
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 May 2023 Commission File Number: 001-38430 Meta Data Limited Flat H 3/F, Haribest Industrial Building, 45-47 Au Pui Wan Street Sha Tin New Territories Hong Kong (Address of principal executive |
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| May 23, 2023 |
Meta Data Limited Flat H3/F, Haribest Industrial Building , 45-47 Au Pui Wan Street Sha Tin New Territories, Hong Kong May 23, 2023 VIA EDGAR U. |
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| May 19, 2023 |
Exhibit 99.1 SECURITIES PURCHASE AGREEMENT 证券购买协议 This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of May [ ], 2023 by and among Meta Data Limited, a Cayman Islands company, (the “Company”), and individuals listed in Exhibit B hereto and each affixes its signature on the signature page of this Agreement (each, a “Purchaser”; collectively, the “Purchasers”). 本证券购买协议(“本协议”或“协议”)于2023 |
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| May 19, 2023 |
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 May 2023 Commission File Number: 001-38430 Meta Data Limited Flat H 3/F, Haribest Industrial Building, 45-47 Au Pui Wan Street Sha Tin New Territories Hong Kong (Address of principal executive |
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| May 19, 2023 |
FORM OF CLASS A ORDINARY SHARES PURCHASE WARRANT META DATA LIMITED Exhibit 99.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| May 15, 2023 |
F-6 POS 1 f-6registrationstatement.htm As filed with the Securities and Exchange Commission on May 15, 2023 Registration No. 333-223710 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 2 TO FORM F-6 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FOR AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS Meta Data Limited (E |
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| May 15, 2023 |
AMENDMENT NO. 2 TO THE DEPOSIT AGREEMENT AMENDMENT NO. 2 TO THE DEPOSIT AGREEMENT THIS AMENDMENT NO. 2 dated as of May 15, 2023 (the “Effective Date”) to the Deposit Agreement, dated as of March 27, 2018, as amended on January 24, 2022, (the “Deposit Agreement”), by and among (i) Meta Data Limited, a company incorporated under the laws of the Cayman Islands, with its principal executive office at Flat H 3/F, Haribest Industrial Building, |
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| May 15, 2023 |
Certification under Rule 466 The depositary, Deutsche Bank Trust Company Americas, represents and certifies the following: (1) That it previously had filed a registration statement on Form F-6 (Meta Data Limited, 333-223710) that the Securities and Exchange Commission declared effective, with terms of deposit identical to the terms of deposit of this Post-Effective Amendment No. |
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| March 31, 2023 |
Exhibit 99.2 META DATA LIMITED (incorporated in the Cayman Islands with limited liability) FORM OF PROXY FOR THE ANNUAL GENERAL MEETING to be held on MAY 11, 2023 (or any adjourned or postponed meeting thereof) I/we, the undersigned acknowledges receipt of the Notice of Annual General Meeting of Shareholders and Proxy Statement and, being the registered holder of Class A Ordinary Shares1, par valu |
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| March 31, 2023 |
Exhibit 99.4 |
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| March 31, 2023 |
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 March 2023 Commission File Number: 001-38430 Meta Data Limited Flat H 3/F, Haribest Industrial Building, 45-47 Au Pui Wan Street Sha Tin New Territories Hong Kong (Address of principal executiv |
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| March 31, 2023 |
Exhibit 99.3 April 04, 2023 Meta Data Limited Please be advised of the following Depositary’s Notice of Annual General Meeting of Shareholders: Depositary Receipt Information CUSIP: 68276W400 (DTC Eligible) ADS ISIN: US68276W4006 Country of Incorporation: Cayman Islands Meeting Details: Annual General Meeting at 10:00 p.m., local time at Flat H 3/F, Haribest Industrial Building, 45-47 Au Pui Wan S |
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| March 31, 2023 |
META DATA LIMITED NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON MAY 11, 2023 Exhibit 99.1 META DATA LIMITED NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON MAY 11, 2023 Notice is hereby given that Meta Data Limited, a Cayman Islands company (the “Company”), will hold its annual general meeting of shareholders at 10:00 p.m., local time, on May 11, 2023 (the “Annual General Meeting”) at the Company’s headquarters located at Flat H 3/F, Haribest Industrial Buil |
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| March 3, 2023 |
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 March 2023 Commission File Number: 001-38430 Meta Data Limited (Translation of registrant’s name into English) 2161 North Zhongshan Road Putuo District, Shanghai 200333 People’s Republic of Chi |
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| March 3, 2023 |
Exhibit 10.1 Meta Data Limited 45-47 Au Pui Wan Street Sha Tin New Territories, Hong Kong +86-1365 5939 932 February 23, 2023 Re: Director Offer Letter Dear Ms. Abbie Li Meta Data Limited, a Cayman Islands exempt company (the “Company”), is pleased to offer you a position as a member of its Board of Directors (the “Board”). We believe your background and experience will be a significant asset to t |
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| February 14, 2023 |
SC 13G/A 1 yiheng13gONEa3.htm YIHENG13GONEA3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* OneSmart International Education Group Limited (Name of Issuer) Class A Ordinary Shares, par value $0.000001 per share (Title of Class of Securities) 68276W400 (CUSIP Number) Yiheng Capital Management, LP 101 |
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| December 30, 2022 |
Exhibit 13.1 Certifications Pursuant to 18 U.S.C. Section 1350 Pursuant to U.S.C. Section 1350 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), each of the undersigned officers of Meta Data Limited (the “Company”), does hereby certify, to such officer’s knowledge, that: The Annual Report on Form 20-F, as amended, for the year |
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| December 30, 2022 |
Exhibit 12.2 Certification by the Principal Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Chee Jiong Ng, certify that: 1. I have reviewed this annual report on Form 20-F, as amended, of Meta Data Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue sta |
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| December 30, 2022 |
Consent of OneStop Assurance PAC, an independent registered public accounting firm EX-15.1 6 f20f2022ex15-1metadata.htm CONSENT OF ONESTOP ASSURANCE PAC, AN INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-228068) pertaining to the Amended and Restated 2015 Share Incentive Plan of Meta Data Limited (formerly known as “One |
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| December 30, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2022. OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EX |
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| December 30, 2022 |
Exhibit 12.1 Certification by the Principal Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Xiaoming Li, certify that: 1. I have reviewed this annual report on Form 20-F, as amended, of Meta Data Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue state |
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| December 6, 2022 |
6-K 1 ea169737-6kmetadata.htm REPORT OF FOREIGN PRIVATE ISSUER 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 2022 Commission File Number: 001-38430 Meta Data Limited (Translation of registrant’s name into English) 2161 North Zhong |
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| November 3, 2022 |
6-K 1 ea168004-6kmetadata.htm REPORT OF FOREIGN PRIVATE ISSUER 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 November 2022 Commission File Number: 001-38430 Meta Data Limited (Translation of registrant’s name into English) 2161 North Zhong |
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| November 3, 2022 |
Exhibit 99.1 SHARE PURCHASE AGREEMENT 股份购买协议 This Share Purchase Agreement (this “Agreement”) is made and entered into as of October 28, 2022 by and among (i) Muckle Capital Investment Co., Ltd., a British Virgin Islands company (the “Purchaser”), (ii) One Smart Edu Inc., a British Virgin Islands company (the “Company”), and (iii) Meta Data Limited, a Cayman Islands exempt company (“Meta Data” or |
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| September 2, 2022 |
6-K 1 ea165302-6kmetadata.htm REPORT OF FOREIGN PRIVATE ISSUER 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 September 2022 Commission File Number: 001-38430 Meta Data Limited (Translation of registrant’s name into English) 2161 North Zhon |
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| August 23, 2022 |
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 August 2022 Commission File Number: 001-38430 Meta Data Limited (Translation of registrant?s name into English) 2161 North Zhongshan Road Putuo District, Shanghai 200333 People?s Republic of Ch |
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| August 23, 2022 |
Exhibit 99.1 Operating and Financial Review and Prospects in Connection with the Unaudited Interim Consolidated Financial Statements for the Six Months Ended February 28, 2022 and 2021 Net loss from continuing operations was RMB372.0 million (US$58.8 million), down by 7% year-over-year. Net loss from discontinued operations was RMB742.9 million (US$116.2 million) compared to nil in the first half |
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| August 11, 2022 |
Exhibit 99.1 SECURITIES PURCHASE AGREEMENT ?????? This SECURITIES PURCHASE AGREEMENT (the ?Agreement?) is dated as of August [ ], 2022 by and among Meta Data Limited, a Cayman Islands company, (the ?Company?), and individuals listed in Exhibit B hereto and each affixes its signature on the signature page of this Agreement (each, a ?Purchaser?; collectively, the ?Purchasers?). ???????(??????????)?2 |
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| August 11, 2022 |
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 August 2022 Commission File Number: 001-38430 Meta Data Limited (Translation of registrant?s name into English) 2161 North Zhongshan Road Putuo District, Shanghai 200333 People?s Republic of Ch |
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| August 11, 2022 |
FORM OF CLASS A ORDINARY SHARES PURCHASE WARRANT META DATA LIMITED Exhibit 99.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| May 23, 2022 |
Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Xiaoming Li, certify that: 1. I have reviewed this annual report on Form 20-F of Meta Data Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements |
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| May 23, 2022 |
EX-1.1 2 f20f2021ex1-1metadata.htm SIXTH AMENDED AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF THE REGISTRANT, EFFECTIVE APRIL 28, 2022 Exhibit 1.1 THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES SIXTH AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF META DATA LIMITED (adopted by a Special Resolution passed on April 28, 2022) 1. The name of the Company is M |
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| May 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ? REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2021. OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EX |
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| May 23, 2022 |
Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Chee Jiong Ng, certify that: 1. I have reviewed this annual report on Form 20-F of Meta Data Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statement |
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| May 23, 2022 |
Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Meta Data Limited (the “Company”) on Form 20-F for the fiscal year ended August 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Chee Jiong Ng, Chief Financial Officer of the Company, hereb |
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| May 23, 2022 |
Consent of Onestop Assurance PAC, an independent registered public accounting firm EX-15.1 8 f20f2021ex15-1metadata.htm CONSENT OF ONESTOP ASSURANCE PAC, AN INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 15.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-228068) pertaining to the Amended and Restated 2015 Share Incentive Plan of Meta Data Limited (formerly known as “One |
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| May 23, 2022 |
Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of Meta Data Limited (the “Company”) on Form 20-F for the fiscal year ended August 31, 2021 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Xiaoming Li, Chief Executive Officer of the Company, hereby |
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| May 2, 2022 |
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 May 2022 Commission File Number: 001-38430 Meta Data Limited (Translation of registrant?s name into English) 2161 North Zhongshan Road Putuo District, Shanghai People?s Republic of China (Addre |
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| April 28, 2022 |
Filed pursuant to Rule 424(b)(3) Registration Statement on Form F-6 Registration No. |
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| March 29, 2022 |
EX-99.1 2 tm2210714d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 ONESMART INTERNTAIONAL EDUCATION GROUP LTD NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON APRIL 28, 2022 Notice is hereby given that OneSmart International Education Group Ltd, a Cayman Islands company (the “Company”), will hold its annual general meeting of shareholders at 10:00 p.m., local time, on April 28, 2022 (the “Ann |
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| March 29, 2022 |
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 March 2022 Commission File Number: 001-38430 OneSmart International Education Group Limited 2161 North Zhongshan Road Putuo District, Shanghai People?s Republic of China (Address of principal e |
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| March 29, 2022 |
Exhibit 99.3 March 30, 2022 OneSmart International Education Group Limited ADR Please be advised of the following Depositary's Notice of Annual General Meeting of Shareholders: Depositary Receipt Information CUSIP: 68276W400 (DTC Eligible) ADS ISIN: US68276W4006 Country of Incorporation: Cayman Islands Meeting Details: Annual General Meeting at 10:00 p.m., local time at 2161 North Zhongshan Road, |
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| March 29, 2022 |
EX-99.2 3 tm2210714d1ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 ONESMART INTERNATIONAL EDUCATION GROUP LTD (incorporated in the Cayman Islands with limited liability) FORM OF PROXY FOR THE ANNUAL GENERAL MEETING to be held on APRIL 28, 2022 (or any adjourned or postponed meeting thereof) I/we, the undersigned acknowledges receipt of the Notice of Annual General Meeting of Shareholders and Proxy Statemen |
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| March 29, 2022 |
Exhibit 99.4 ANNUAL GENERAL MEETING OF SHAREHOLDERS OF ONESMART INTERNATIONAL EDUCATION April 28, 2022 GROUP LTD INTERNET - Access ?www.voteproxy.com? and follow the on-screen instructions or scan the QR code with your smartphone. Have your proxy card available when you access the web page. TELEPHONE - Call toll-free 1-800-PROXIES (1-800-776-9437) in the United States or 1-718-921-8500 from foreig |
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| February 16, 2022 |
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 February 2022 Commission File Number: 001-38430 OneSmart International Education Group Limited 2161 North Zhongshan Road Putuo District, Shanghai People?s Republic of China (Address of principa |
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| February 14, 2022 |
Yiheng Capital Management, L.P. - YIHENG13GA2ONE SC 13G/A 1 yiheng13gONEa2.htm YIHENG13GA2ONE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* OneSmart International Education Group Limited (Name of Issuer) Class A Ordinary Shares, par value $0.000001 per share (Title of Class of Securities) 68276W400 (CUSIP Number) Yiheng Capital Management, LP 101 |
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| February 11, 2022 |
Chengwei Evergreen Capital, L.p. - SC 13G/A SC 13G/A 1 tm225971d1sc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* OneSmart International Education Group Limited (Name of Issuer) Class A Ordinary Shares, par value $0.000001 per share (Title of Class of Securities) G6S54G109 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Fili |
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| January 28, 2022 |
Exhibit 99.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the ?Agreement?) is entered into as of January 24, 2022 by and between OneSmart International Education Group Limited, an exempted company incorporated and existing under the laws of the Cayman Islands (the ?Company?) and Xiaoming Li (the ?Executive?). RECITALS WHEREAS, the Company desires to employ the Executive and to assure itself of |
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| January 28, 2022 |
Exhibit 99.2 SECURITIES PURCHASE AGREEMENT ?????? This SECURITIES PURCHASE AGREEMENT (the ?Agreement?) is dated as of [ ], 2022 by and among OneSmart International Education Group Limited, a Cayman Islands exempt company, (the ?Company?), and individuals listed in Exhibit B hereto and each affixes its signature on the signature page of this Agreement (each, a ?Purchaser?; collectively, the ?Purcha |
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| January 28, 2022 |
6-K 1 tm224696d16k.htm FORM 6-K 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 January 2022 Commission File Number: 001-38430 OneSmart International Education Group Limited 2161 North Zhongshan Road Putuo District, Shanghai People’s Republi |
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| January 24, 2022 |
F-6 POS 1 22-04f6-pos.htm F-6POS As filed with the Securities and Exchange Commission on January 24, 2022 Registration No. 333-223710 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM F-6 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FOR AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS OneSmart International |
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| January 24, 2022 |
AMENDMENT NO. 1 TO THE DEPOSIT AGREEMENT AMENDMENT NO. 1 TO THE DEPOSIT AGREEMENT THIS AMENDMENT NO. 1 dated as of [?], 2022 (the ?Effective Date?) to the Deposit Agreement, dated as of March 27, 2018 (the ?Deposit Agreement?), by and among (i) OneSmart International Education Group Limited, a company incorporated under the laws of the Cayman Islands, with its principal executive office at 65 West Guangfu Road, Putuo District, Shanghai 2 |
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| January 24, 2022 | ||
| January 18, 2022 |
EX-1 2 ex-1.htm JOINT FILING AGREEMENT Keenan Capital, LLC SC 13G/A Exhibit A Joint Filing Agreement In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to above) on behalf of each of them a statement on Schedule 13G |
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| January 18, 2022 |
Higher One Holdings, Inc. / Keenan Capital, LLC - AMENDMENT TO FORM SC 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| January 5, 2022 |
6-K 1 tm2135167d16k.htm FORM 6-K 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 January 2022 Commission File Number: 001-38430 OneSmart International Education Group Limited 2161 North Zhongshan Road Putuo District, Shanghai People’s Republ |
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| December 7, 2021 |
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 2021 Commission File Number: 001-38430 OneSmart International Education Group Limited 2161 North Zhongshan Road Putuo District, Shanghai People’s Republic of China (Address of principa |
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| November 29, 2021 |
6-K 1 tm2134138d16k.htm FORM 6-K 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 November 2021 Commission File Number: 001-38430 OneSmart International Education Group Limited 2161 North Zhongshan Road Putuo District, Shanghai People’s Repub |
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| September 17, 2021 |
6-K 1 tm2127895d16k.htm FORM 6-K 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 September 2021 Commission File Number: 001-38430 OneSmart International Education Group Limited 2161 North Zhongshan Road Putuo District, Shanghai People’s Repu |
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| August 4, 2021 |
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 August 2021 Commission File Number: 001-38430 OneSmart International Education Group Limited 2161 North Zhongshan Road Putuo District, Shanghai People?s Republic of China (Address of principal |
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| August 4, 2021 |
OneSmart Announces Receipt of NYSE Non-compliance Letter Regarding ADS Trading Price Exhibit 99.1 OneSmart Announces Receipt of NYSE Non-compliance Letter Regarding ADS Trading Price SHANGHAI, August 4, 2021 ? OneSmart International Education Group Limited (?OneSmart? or the ?Company?) (NYSE: ONE), a leading education company in China, today announced that, it has received a letter from the New York Stock Exchange (the ?NYSE?) dated August 3, 2021, notifying OneSmart that it is be |
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| July 27, 2021 |
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 July 2021 Commission File Number: 001- 38430 OneSmart International Education Group Limited 2161 North Zhongshan Road Putuo District, Shanghai People’s Republic of China (Address of principal e |
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| July 27, 2021 |
OneSmart Provides Update on New Regulations EX-99.1 2 tm2123383d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 OneSmart Provides Update on New Regulations SHANGHAI, July 26, 2021 – OneSmart International Education Group Limited (“OneSmart” or the “Company”) (NYSE: ONE), a leading education company in China, announced that, on July 24, 2021, China’s official state media, including Xinhua News Agency and China Central Television, announced the Opinion |
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| July 16, 2021 |
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 July 2021 Commission File Number: 001- 38430 OneSmart International Education Group Limited 2161 North Zhongshan Road Putuo District, Shanghai People?s Republic of China (Address of principal e |
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| July 16, 2021 |
Exhibit 99.1 OneSmart International Education Group Limited to Hold 2021 Annual General Meeting on August 30, 2021 SHANGHAI, China, July 16, 2021 ? OneSmart International Education Group Limited (?OneSmart? or the ?Company?) (NYSE: ONE), a leading premium K-12 after-school education company in China, today announced that it will hold its 2021 annual general meeting of shareholders at 2161 North Zh |
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| July 16, 2021 |
EX-99.2 3 tm2122402d1ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 OneSmart International Education Group Limited (Incorporated in the Cayman Islands with limited liability) (NYSE Ticker: ONE) –––––– NOTICE OF ANNUAL GENERAL MEETING to be held on August 30, 2021 NOTICE IS HEREBY GIVEN that an annual general meeting (the “AGM”) of OneSmart International Education Group Limited (the “Company”) will be held a |
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| June 28, 2021 |
6-K 1 tm2120814d16k.htm FORM 6-K 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 June 2021 Commission File Number: 001- 38430 OneSmart International Education Group Limited 2161 North Zhongshan Road Putuo District, Shanghai People’s Republic |
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| June 28, 2021 |
OneSmart Announces Changes to Board of Directors and Management Exhibit 99.1 OneSmart Announces Changes to Board of Directors and Management SHANGHAI, June 26, 2021 /PRNewswire/ - OneSmart International Education Group Limited (NYSE: ONE) (?OneSmart? or the ?Company?), a leading premium K-12 education company in China, today announced that Mr. Honggang (Greg) Zuo, the Company?s director, chief financial officer and chief strategic officer, has tendered his res |
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| June 21, 2021 |
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 June 2021 Commission File Number: 001- 38430 OneSmart International Education Group Limited 2161 North Zhongshan Road Putuo District, Shanghai People’s Republic of China (Address of principal e |
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| May 13, 2021 |
6-K 1 tm2116255d16k.htm FORM 6-K 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 May 2021 Commission File Number: 001- 38430 OneSmart International Education Group Limited 2161 North Zhongshan Road Putuo District, Shanghai People’s Republic |
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| May 13, 2021 |
EX-99.1 2 tm2116255d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 OneSmart International Education Group Limited Announces Unaudited Financial Results for the Second Fiscal Quarter Ended February 28, 2021 Second Fiscal Quarter of Fiscal Year 2021 results: • Cash sales totaled RMB939 million, increasing 44.2% and 18.9% from the same period of fiscal 2019 and fiscal 2020, respectively • Total net revenues t |
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| April 9, 2021 |
Current Report of Foreign Issuer - 6-K 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 April 2021 Commission File Number: 001-38430 OneSmart International Education Group Limited 2161 North Zhongshan Road Putuo District, Shanghai People’s Republic of China (Address of principal e |
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| February 24, 2021 |
Exhibit 99.1 OneSmart International Education Group Limited Announces Unaudited Financial Results for the First Fiscal Quarter Ended November 30, 2020 First Fiscal Quarter of Fiscal Year 2021 results: ? Cash sales totaled RMB962 million ? Net revenues totaled RMB685 million, at the high-end of the guided range of RMB600 million to RMB700 million ? Average monthly student enrollments totaled 148,13 |
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| February 24, 2021 |
Current Report of Foreign Issuer - 6-K 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 February 2021 Commission File Number: 001- 38430 OneSmart International Education Group Limited 2161 North Zhongshan Road Putuo District, Shanghai People?s Republic of China (Address of princip |
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| February 16, 2021 |
EX-1 2 ex-1.htm JOINT FILING AGREEMENT Exhibit A Joint Filing Agreement In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to above) on behalf of each of them a statement on Schedule 13G (including amendments theret |
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| February 16, 2021 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* OneSmart International Education Group Limited (Name of Issuer) Class A Ordinary Shares, par value $0.000001 per share (Title of Class of Securities) 68276W103 (CUSIP Number) Yiheng Capital, LLC 101 California Street, Suite 2880 San Francisco, CA 94111 4 |
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| December 31, 2020 |
Exhibit 13.1 Certification by the Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of OneSmart International Education Group Limited (the “Company”) on Form 20-F for the fiscal year ended August 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Xi Zhang, Chief Executive Offic |
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| December 31, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2020. OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF |
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| December 31, 2020 |
Consent of Maples and Calder (Hong Kong) LLP Exhibit 15.3 Our ref LWP/726901-000001/18601148v2 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai People’s Republic of China 31 December 2020 Dear Sirs, OneSmart International Education Group Limited We have acted as legal advisors as to the laws of the Cayman Islands to OneSmart International Education Group Limited, an exempted limited liability compa |
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| December 31, 2020 |
Exhibit 4.28 Exclusive Business Cooperation Agreement This Exclusive Business Cooperation Agreement (“Agreement”) is made and entered into by and between the following Parties on February 1, 2020 in Shanghai, the People’s Republic of China (“China” or the “PRC”): Party A: Yimi Education Technology (Shanghai) Co., Ltd. Address: Room 601-16, A/F, Building 1, No. 3000 Longdong Avenue, China (Shanghai |
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| December 31, 2020 |
Exhibit 4.33 SHARE SUBSCRIPTION AGREEMENT THIS SHARE SUBSCRIPTION AGREEMENT (the “Agreement”) is made and entered into as of December 15th , 2020 by and among: (A) Yutang Inc., a company organized and existing under the laws of the Cayman Islands, whose registered office is situated at the offices of Maricorp Services Ltd., P.O. Box 2075, #31 The Strand, 46 Canal Point Drive, Grand Cayman KYI-1150 |
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| December 31, 2020 |
Exhibit 4.31 LOAN FRAMEWORK AGREEMENT THIS LOAN FRAMEWORK AGREEMENT (this “Agreement”), dated December 20, 2019, is entered into in Shanghai by and among: 1. Beijing Yangguang Juren Education and Technology Co., Ltd., a limited liability company established and validly existing under laws, with its registered address at 10/F, Tower A, Building 1, No.1 Zhongguancun East Road, Haidian District, Beij |
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| December 31, 2020 |
Exhibit 4.32 SHARE SALE AND PURCHASE AGREEMENT THIS SHARE SALE AND PURCHASE AGREEMENT (the “Agreement”) is made and entered into as of December 15th , 2020 by and among: (A) Yutang Inc., a company organized and existing under the laws of the Cayman Islands, whose registered office is situated at the offices of Maricorp Services Ltd., P.O. Box 2075, #31 The Strand, 46 Canal Point Drive, Grand Cayma |
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| December 31, 2020 |
EX-4.29 6 one-20200831xex4d29.htm EXHIBIT 4.29 EXHIBIT 4.29 Equity Interest Pledge Agreement This Equity Interest Pledge Agreement (this “Agreement”) is executed by and among the following Parties as of February 1, 2020 in Shanghai, the People’s Republic of China (“China” or the “PRC”): (1) Yimi Education Technology (Shanghai) Co., Ltd., a limited liability company validly existing under the laws |
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| December 31, 2020 |
EXHIBIT 4.27 Exclusive Option Agreement This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of February 1, 2020 in Shanghai, the People’s Republic of China (“China” or the “PRC”): Party A: Yimi Education Technology (Shanghai) Co., Ltd., a limited liability company validly existing under the laws of the PRC, with its registered address at Room 601-16 |
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| December 31, 2020 |
Exhibit 13.2 Certification by the Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of OneSmart International Education Group Limited (the “Company”) on Form 20-F for the fiscal year ended August 31, 2020 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Honggang (Greg) Zuo, Chief Fina |
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| December 31, 2020 |
Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Xi Zhang, certify that: 1. I have reviewed this annual report on Form 20-F of OneSmart International Education Group Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessa |
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| December 31, 2020 |
Consent of King & Wood Mallesons Exhibit 15.1 December 31, 2020 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai People’s Republic of China Dear Sirs, Re: Consent of People’s Republic of China Counsel We consent to the reference to our firm under the headings “ITEM 3. KEY INFORMATION” and “ITEM 4. INFORMATION ON THE COMPANY” in the annual report of OneSmart International Education Group |
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| December 31, 2020 |
EX-4.26 3 one-20200831xex4d26.htm EXHIBIT 4.26 Exhibit 4.26 SHARE SWAP AGREEMENT THIS SHARE SWAP AGREEMENT (this “Agreement”), dated as of February 1, 2020 (the “Execution Date”), is entered into by and among the following parties: 1. Onesmart Online Edu Inc., an exempted company duly incorporated and validly existing under the laws of the Cayman Island (the “Company”); 2. ONESMART EDU INC., a bus |
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| December 31, 2020 |
Exhibit 4.30 LOAN FRAMEWORK AGREEMENT THIS LOAN FRAMEWORK AGREEMENT (this “Agreement”), dated December 20, 2019, is entered into in Shanghai by and among: 1. Beijing Yangguang Juren Education and Technology Co., Ltd., a limited liability company established and validly existing under laws, with its registered address at 10/F, Tower A, Building 1, No.1 Zhongguancun East Road, Haidian District, Beij |
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| December 31, 2020 |
Consent of Ernst & Young Hua Ming LLP, an independent registered public accounting firm Exhibit 15.2 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-228068) pertaining to the Amended and Restated 2015 Share Incentive Plan of OneSmart International Education Group Limited of our report dated December 31, 2020, with respect to the consolidated financial statements of OneSmart Internati |
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| December 31, 2020 |
EX-2.4 2 one-20200831xex2d4.htm EXHIBIT 2.4 Exhibit 2.4 Description of Rights of Each Class of Securities Registered under Section 12 of the Securities Exchange Act of 1934 (the “Exchange Act”) American Depositary Shares (“ADSs”), each representing 40 Class A ordinary shares of OneSmart International Education Group Limited (“OneSmart” or "our company") are listed on the New York Stock Exchange an |
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| December 31, 2020 |
Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Honggang (Greg) Zuo, certify that: 1. I have reviewed this annual report on Form 20-F of OneSmart International Education Group Limited (the “Company”); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material f |
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| December 21, 2020 |
Current Report of Foreign Issuer - 6-K 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 2020 Commission File Number: 001- 38430 OneSmart International Education Group Limited 2161 North Zhongshan Road Putuo District, Shanghai People’s Republic of China (Address of princip |
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| December 21, 2020 |
Exhibit 99.1 OneSmart Restructures Investment Portfolio of Small-Class Business to Focus on Premium Personalized Tutoring Business SHANGHAI, Dec. 21, 2020 /PRNewswire/ — OneSmart International Education Group Limited (NYSE: ONE) (“OneSmart” or the “Company”), the leading premium K-12 after-school education services provider in China, today announced that it has entered into certain agreements to e |
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| December 4, 2020 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 OneSmart International Group Limited (Name of Issuer) Sponsored ADS (Title of Class of Securities) 68276W103 ** (CUSIP Number) November 25, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1(b) ☒ Rule 13d-1(c) ☐ Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
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| November 24, 2020 |
Exhibit 99.1 OneSmart International Education Group Limited Announces Unaudited Financial Results for the Fourth Fiscal Quarter and Fiscal Year Ended August 31, 2020 Fourth Fiscal Quarter of Fiscal Year 2020 results: · Cash sales totaled RMB1,048 million, a sequential increase of 45.3% · Net revenues totaled RMB1,011 million, a sequential increase of 35.7%, exceeding the high-end of the guided ran |
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| November 24, 2020 |
Current Report of Foreign Issuer - 6-K 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 November 2020 Commission File Number: 001- 38430 OneSmart International Education Group Limited 2161 North Zhongshan Road Putuo District, Shanghai People’s Republic of China (Address of princip |
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| August 18, 2020 |
Exhibit 99.1 OneSmart International Education Group Limited Announces Unaudited Financial Results for the Third Fiscal Quarter Ended May 31, 2020 Third Fiscal Quarter of Fiscal Year 2020 results: · Cash sales totaled RMB721 million · Net revenues totaled RMB745 million · Average monthly student enrollments totaled 160,438 COVID-19 Recovery Progress to Date: · As of August 4th, more than 90% of lea |
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| August 18, 2020 |
Current Report of Foreign Issuer - 6-K 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 August 2020 Commission File Number: 001- 38430 OneSmart International Education Group Limited 2161 North Zhongshan Road Putuo District, Shanghai People’s Republic of China (Address of principal |
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| July 29, 2020 |
Exhibit 99.1 OneSmart International Education Group Limited to Hold 2020 Annual General Meeting on August 28, 2020 SHANGHAI, China, July 29, 2020 — OneSmart International Education Group Limited (“OneSmart” or the “Company”) (NYSE: ONE), a leading premium K-12 after-school education company in China, today announced that it will hold its 2020 annual general meeting of shareholders at No.2161 North |
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| July 29, 2020 |
Current Report of Foreign Issuer - 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 July 2020 Commission File Number: 001-38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People’s Republic of China (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. |
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| July 29, 2020 |
Exhibit 99.2 ONESMART INTERNATIONAL EDUCATION GROUP LIMITED (Incorporated in the Cayman Islands with limited liability) (NYSE Ticker: ONE) NOTICE OF ANNUAL GENERAL MEETING to be held on August 28, 2020 NOTICE IS HEREBY GIVEN that an annual general meeting (the “AGM”) of OneSmart International Education Group Limited (the “Company”) will be held at No.2161 North Zhongshan Road, Putuo District, Shan |
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| June 22, 2020 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2)* OneSmart International Education Group Limited (Name of Issuer) Class A Ordinary Shares, par value $0.000001 per share (Title of Class of Securities) G6S54G109 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropria |
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| May 21, 2020 |
Exhibit 99.1 OneSmart International Education Group Limited Announces Unaudited Financial Results for the Secord Fiscal Quarter Ended February 29, 2020 The Second Fiscal Quarter of Fiscal Year 2020 results: Cash sales Increased by 20.5% Year-over-Year Net Revenues Decreased by 6.0% Year-over-Year Average Monthly Student Enrollments Increased by 8.3% Year-over-Year First Half of Fiscal Year 2020 re |
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| May 21, 2020 |
Current Report of Foreign Issuer - 6-K 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 May 2020 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District, Shanghai People’s Republic of China (Address of principal execut |
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| April 21, 2020 |
April 21, 2020 VIA EDGAR Ms. Suying Li and Ms. Angela Lumley Division of Corporation Finance Office of Trade & Services Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: OneSmart International Education Group Limited (the “Company”) Form 20-F for the fiscal year ended August 31, 2019 Filed on December 16, 2019 (File No. 001-38430) Dear Ms. Li and Ms. Lumley: This let |
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| April 21, 2020 |
Exhibit 12.1 Certification by the Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Xi Zhang, certify that: 1. I have reviewed this annual report on Form 20-F of OneSmart International Education Group Limited (the ?Company?); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessa |
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| April 21, 2020 |
Exhibit 12.2 Certification by the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Honggang (Greg) Zuo, certify that: 1. I have reviewed this annual report on Form 20-F of OneSmart International Education Group Limited (the ?Company?); 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material f |
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| April 21, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F/A Amendment No. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 20-F/A Amendment No. 1 (Mark One) o REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2019. OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF |
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| March 23, 2020 |
Exhibit 99.1 JOINT FILING AGREEMENT This Joint Filing Agreement, dated as of March 23, 2020 is by and among Yiheng Capital Partners, L.P., Yiheng Capital, LLC, and Yuanshan Guo (collectively, the "Filers"). Each of the Filers may be required to file with the United States Securities and Exchange Commission a statement on Schedule 13G and/or 13D with respect to shares of Class A Ordinary Shares, pa |
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| March 23, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* OneSmart International Education Group Limited (Name of Issuer) Class A Ordinary Shares, par value $0.000001 per share (Title of Class of Securities) 68276W103 (CUSIP Number) Yiheng Capital, LLC 101 California Street, Suite 2880 San Francisco, CA 94111 415 |
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| February 28, 2020 |
OneSmart Announces Private Placement of US$25 Million Convertible Notes Exhibit 99.1 OneSmart Announces Private Placement of US$25 Million Convertible Notes SHANGHAI, February 28, 2020 ? OneSmart International Education Group Limited (NYSE: ONE) (?OneSmart? or the ?Company?), a leading premium K-12 education company in China, today announced that it has entered into definitive transaction documents with Yiheng Capital Partners, L.P., an existing minority shareholder o |
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| February 28, 2020 |
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 February 2020 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People?s Republic of China (Address of p |
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| February 19, 2020 |
Exhibit 99.1 OneSmart International Education Group Limited Announces Unaudited Financial Results for the First Fiscal Quarter Ended November 30, 2019 Quarterly results: New Students Increased by 53.5% Year-over-Year Net Revenues Increased by 23.2% Year-over-Year Consumed Class Units Increased by 21.4% Year-over-Year SHANGHAI, February 19, 2020 /PRNewswire/ ? OneSmart International Education Group |
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| February 19, 2020 |
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 February 2020 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People’s Republic of China (Address of p |
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| February 18, 2020 |
OneSmart Announces Appointment of Chief Technology Officer EX-99.1 2 a20-92691ex99d1.htm EX-99.1 Exhibit 99.1 OneSmart Announces Appointment of Chief Technology Officer SHANGHAI, February 18, 2020 /PRNewswire/ — OneSmart International Education Group Limited (NYSE: ONE) (“OneSmart” or the “Company”), a leading premium K-12 education company in China, today announced that it has appointed Mr. Tuanwei Shi as Chief Technology Officer (“CTO”), effective Febru |
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| February 18, 2020 |
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 February 2020 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People?s Republic of China (Address of p |
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| February 14, 2020 |
SECURITIES AND EXCHANGE COMMISSION SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* OneSmart International Education Group Limited (Name of Issuer) Class A Ordinary Shares, par value $0.000001 per share (Title of Class of Securities) G6S54G109 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropria |
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| February 11, 2020 |
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 February 2020 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People’s Republic of China (Address of p |
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| February 10, 2020 |
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 February 2020 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People’s Republic of China (Address of p |
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| February 10, 2020 |
OneSmart Announces Appointment of Chief Education Officer Exhibit 99.1 OneSmart Announces Appointment of Chief Education Officer SHANGHAI, February 10, 2020 /PRNewswire/ ? OneSmart International Education Group Limited (NYSE: ONE) (?OneSmart? or the ?Company?), a leading premium K-12 education company in China, today announced that it has appointed Mr. Jinshu Ke as Chief Education Officer, effective February 1, 2020. He will report to Mr. Xi (Steve) Zhan |
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| February 7, 2020 |
SECURITIES AND EXCHANGE COMMISSION SC 13G/A 1 a20-70761sc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* OneSmart International Education Group Limited (Name of Issuer) Class A Ordinary Shares, par value $0.000001 per share (Title of Class of Securities) G6S54G109 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filin |
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| January 31, 2020 |
OneSmart Announces Changes to Board of Directors Exhibit 99.1 OneSmart Announces Changes to Board of Directors SHANGHAI, January 31, 2020 /PRNewswire/ ? OneSmart International Education Group Limited (NYSE: ONE) (?OneSmart? or the ?Company?), a leading premium K-12 education company in China, today announced that Ms. Min Zhang has resigned as an independent director on the Company?s Board of Directors (the ?Board?) due to personal reasons, effec |
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| January 31, 2020 |
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 January 2020 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People?s Republic of China (Address of pr |
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| December 17, 2019 |
OneSmart Files Annual Report on Form 20-F for Fiscal Year 2019 Exhibit 99.1 OneSmart Files Annual Report on Form 20-F for Fiscal Year 2019 SHANGHAI, Dec. 16, 2019 /PRNewswire/ ? OneSmart International Education Group Limited (NYSE: ONE) (?OneSmart? or the ?Company?), a leading premium K-12 education company in China, today announced that it filed its annual report on Form 20-F for the fiscal year ended August 31, 2019 with the Securities and Exchange Commissi |
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| December 17, 2019 |
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 2019 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People’s Republic of China (Address of p |
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| December 16, 2019 |
Consent of King & Wood Mallesons Exhibit 15.1 December 16, 2019 OneSmart International Education Group Limited Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman, KY1-1104 Cayman Islands Dear Sirs, Re: Consent of People’s Republic of China Counsel We consent to the reference to our firm under the headings “ITEM 3. KEY INFORMATION” and “ITEM 4. INFORMATION ON THE COMPANY” in the annual report of OneSmart Int |
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| December 16, 2019 |
Exhibit 2.4 Description of Rights of Each Class of Securities Registered under Section 12 of the Securities Exchange Act of 1034 (the “Exchange Act”) American Depositary Shares (“ADSs”), each representing 40 Class A ordinary shares of OneSmart International Education Group Limited (“OneSmart”) are listed on the New York Stock Exchange and the shares are registered under Section 12(b) of the Exchan |
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| December 16, 2019 |
CEO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.1 Certification by the Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of OneSmart International Education Group Limited (the “Company”) on Form 20-F for the fiscal year ended August 31, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Xi Zhang, Chief Executive Officer o |
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| December 16, 2019 |
EX-4.24 5 a19-234161ex4d24.htm EX-4.24 Exhibit 4.24 English Translation LOAN FRAMEWORK AGREEMENT THIS LOAN FRAMEWORK AGREEMENT (this “Agreement”), dated October 31, 2018, is entered into in Shanghai by and among: 1. Beijing Yangguang Juren Education and Technology Co., Ltd., a limited liability company established and validly existing under laws, with its registered address at 10/F, Tower A, Build |
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| December 16, 2019 |
Exhibit 4.23 English Translation September 23, 2018 Tus-Education Investment (Beijing) Co., Ltd. Beijing Giant Dream Education and Technology Co., Ltd. Yin Xiong Beijing Yin Xiong Education and Technology Co., Ltd. Geng Xiaofei Shanghai OneSmart Education Investment Co., Ltd Beijing Tus Giant Education and Technology Co., Ltd. In connection with the transfer of equity interest in Beijing Tus Giant |
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| December 16, 2019 |
Exhibit 4.25 EXECUTION VERSION SENIOR FACILITIES AGREEMENT Dated 27 MARCH 2019 FOR ONESMART INTERNATIONAL EDUCATION GROUP LIMITED 精銳國際教育集團有限公司 as Borrower ONESMART EDU INC. ONESMART EDU (HK) LIMITED 精銳教育集團(香港)有限公司 as Original Offshore Guarantors CHINA MINSHENG BANKING CORP., LTD. HONG KONG BRANCH INDUSTRIAL BANK CO., LTD. HONG KONG BRANCH UBS AG HONG KONG BRANCH as Mandated Lead Arrangers and Book |
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| December 16, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) o REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2019. OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF |
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| December 16, 2019 |
Consent of Ernst & Young Hua Ming LLP, an independent registered public accounting firm Exhibit 15.2 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-228068) pertaining to the Amended and Restated 2015 Share Incentive Plan of OneSmart International Education Group Limited of our report dated December 16, 2019, with respect to the consolidated financial statements of OneSmart Internati |
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| December 16, 2019 |
CEO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.1 Certification by the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Xi Zhang, certify that: 1. I have reviewed this annual report on Form 20-F of OneSmart International Education Group Limited; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the state |
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| December 16, 2019 |
CFO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.2 Certification by the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Honggang (Greg) Zuo, certify that: 1. I have reviewed this annual report on Form 20-F of OneSmart International Education Group Limited; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to mak |
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| December 16, 2019 |
Exhibit 4.22 English Translation EQUITY TRANSFER AGREEMENT THIS EQUITY TRANSFER AGREEMENT (this “Agreement”), dated as of September 1, 2018, is made in Shanghai (“Execution Venue”) by and among: Purchaser: Shanghai Jingrui Education Investment Co., Ltd Address: No. 165 Guangfu West Road, Putuo District, Shanghai Legal Representative: XIAOQIANG MENG Sellers: Seller 1: Zhong LI Seller 2: Hong WEI (S |
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| December 16, 2019 |
Consent of Maples and Calder (Hong Kong) LLP Exhibit 15.3 Our ref LWP/726901-000001/15414905v2 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai People’s Republic of China 16 December 2019 Dear Sirs, OneSmart International Education Group Limited We have acted as legal advisors as to the laws of the Cayman Islands to OneSmart International Education Group Limited, an exempted limited liability compa |
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| December 16, 2019 |
CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.2 Certification by the Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of OneSmart International Education Group Limited (the “Company”) on Form 20-F for the fiscal year ended August 31, 2019 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Honggang (Greg) Zuo, Chief Financia |
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| November 29, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 November 2019 Commission File Number: 001-38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People’s Republic of China (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. |
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| November 21, 2019 |
Exhibit 99.1 OneSmart International Education Group Limited to Hold 2019 Annual General Meeting on December 16, 2019 SHANGHAI, China, November 19, 2019 ? OneSmart International Education Group Limited (?OneSmart? or the ?Company?) (NYSE: ONE), a leading premium K-12 after-school education company in China, today announced that it will hold its 2019 annual general meeting of shareholders at 165 Wes |
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| November 21, 2019 |
Exhibit 99.2 ONESMART INTERNATIONAL EDUCATION GROUP LIMITED (Incorporated in the Cayman Islands with limited liability) (NYSE Ticker: ONE) NOTICE OF ANNUAL GENERAL MEETING to be held on December 16, 2019 NOTICE IS HEREBY GIVEN that an annual general meeting (the ?AGM?) of OneSmart International Education Group Limited (the ?Company?) will be held at 165 West Guangfu Road, Putuo District, Shanghai |
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| November 21, 2019 |
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 November 2019 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People?s Republic of China (Address of p |
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| November 14, 2019 |
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 November 2019 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People?s Republic of China (Address of p |
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| November 14, 2019 |
Exhibit 99.1 OneSmart International Education Group Limited Announces Unaudited Financial Results for the Fourth Fiscal Quarter and Fiscal Year Ended August 31, 2019 Quarterly results: New Students Increased by 60.2% Year-over-Year Average Monthly Enrollments1 Increased by 29.5% Year-over-Year Net Revenues Increased by 40.4% Year-over-Year Consumed Class Units Increased by 45.9% Year-over-Year Ful |
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| August 20, 2019 |
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 August 2019 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People’s Republic of China (Address of pri |
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| August 20, 2019 |
OneSmart Announces CEO Share Purchase Plan Exhibit 99.1 OneSmart Announces CEO Share Purchase Plan SHANGHAI, August 19, 2019 /PRNewswire/ ? OneSmart International Education Group Limited (NYSE: ONE) (?OneSmart? or the ?Company?), a leading premium K-12 after-school education company in China, today announced that Mr. Xi (Steve) Zhang, chairman and chief executive officer of OneSmart, has informed the Company of his intention to use persona |
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| July 30, 2019 |
Exhibit 99.1 OneSmart International Education Group Limited Announces Unaudited Financial Results for the Third Fiscal Quarter Ended May 31, 2019 Quarterly results: Average Monthly Enrollments1 Increased by 40.0% Year-over-Year Net Revenues Increased by 32.6% Year-over-Year Operating Income Increased by 117.0% Year-over-Year First nine months results: Average Monthly Enrollments1 Increased by 45.4 |
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| July 30, 2019 |
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 July 2019 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People’s Republic of China (Address of princ |
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| June 3, 2019 |
OneSmart Announces New Officer Promotion and Director Change Exhibit 99.1 OneSmart Announces New Officer Promotion and Director Change SHANGHAI, June 1, 2019 /PRNewswire/ ? OneSmart International Education Group Limited (NYSE: ONE) (?OneSmart? or the ?Company?), a leading premium K-12 after-school education service provider in China, today announced that its board of directors has appointed Mr. Honggang (Greg) Zuo as the Chief Financial Officer, Chief Strat |
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| June 3, 2019 |
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 June 2019 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People’s Republic of China (Address of princ |
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| May 3, 2019 |
EX-99.3 4 d735015dex993.htm EX-99.3 Exhibit 3 SHARE PURCHASE AGREEMENT THIS SHARE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of April 19, 2019 by and among Origin Investment Holdings Limited, an exempted company incorporated under the laws of the Cayman Islands (“Purchaser”), and Thunderbird Capital Limited, an entity organized under the laws of the British Virgin Islands (“ |
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| May 3, 2019 |
Exhibit 2 POWER OF ATTORNEY The undersigned understands that, from time to time, the Carlyle Companies (defined below) are required to prepare, execute and file certain federal and state securities laws filings. |
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| May 3, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* OneSmart International Education Group Limited (Name of Issuer) Class A Ordinary Shares, par value $0.000001 (Title of Class of Securities) 68276W103 (CUSIP Number) Jeffrey Ferguson The Carlyle Group 1001 Pennsylvania Avenue, NW Suite 220 South Washington |
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| May 3, 2019 |
EX-99.1 2 d735015dex991.htm EX-99.1 Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that they are jointly filing this statement on Schedule 13D. Each of them is responsible for the timely filing of such statement and any amendments thereto, and for the completeness and accuracy of t |
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| May 3, 2019 |
Exhibit 4 SHARE PURCHASE AGREEMENT THIS SHARE PURCHASE AGREEMENT (this ?Agreement?) is made and entered into as of April 19, 2019 by and among Origin Investment Holdings Limited, an exempted company incorporated under the laws of the Cayman Islands (?Purchaser?), and Jiia Hong Limited, a BVI business company incorporated under the laws of the British Virgin Islands (?Seller?). |
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| April 30, 2019 |
OneSmart Announces US$50 Million Share Repurchase Program Exhibit 99.1 OneSmart Announces US$50 Million Share Repurchase Program SHANGHAI, April 29, 2019 /PRNewswire/ ? OneSmart International Education Group Limited (NYSE: ONE) (?OneSmart? or the ?Company?), a leading diversified premium K-12 after-school education service provider in China, today announced that its board of directors has authorized a share repurchase program to repurchase up to US$50.0 |
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| April 30, 2019 |
Exhibit 99.2 OneSmart International Education Group Limited Announces Unaudited Financial Results for the Second Fiscal Quarter Ended February 28, 2019 ? Quarterly results: Monthly Average Student Enrollments1 Increased by 52.2% Year-over-Year Net Revenues increased by 42.1% Year-over-Year Net Revenues from OneSmart VIP business increased by 30.8% Year-over-Year Net Revenues from HappyMath increas |
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| April 30, 2019 |
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 April 2019 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People’s Republic of China (Address of prin |
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| February 14, 2019 |
EX-99.A 2 a19-39442ex99da.htm EXHIBIT A EXHIBIT A JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments th |
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| February 14, 2019 |
SECURITIES AND EXCHANGE COMMISSION SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 OneSmart International Education Group Limited (Name of Issuer) Class A Ordinary Shares, par value $0.000001 per share (Title of Class of Securities) G6S54G109 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| February 13, 2019 |
Securities and Exchange Commission Washington, D.C. 20549 Schedule 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to ? 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to ? 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* OneSmart International Education Group Limited (Name of Issuer) Class A Ordinary Shares (Title of Class of Securit |
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| February 13, 2019 |
EX-99 Exhibit 99 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that they are jointly filing this statement on Schedule 13G. |
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| February 13, 2019 |
Exhibit 24 POWER OF ATTORNEY The undersigned understands that, from time to time, the Carlyle Companies (defined below) are required to prepare, execute and file certain federal and state securities laws filings. |
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| February 12, 2019 |
SECURITIES AND EXCHANGE COMMISSION SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 OneSmart International Education Group Limited (Name of Issuer) Class A Ordinary Shares, par value $0.000001 per share (Title of Class of Securities) G6S54G109 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| February 12, 2019 |
EXHIBIT A JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Class A ordinary shares, par value $0. |
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| February 1, 2019 |
Exhibit 99.1 OneSmart International Education Group Limited Announces Unaudited Financial Results for the First Fiscal Quarter Ended November 30, 2018 - Quarterly results: Monthly Average Student Enrollments1 Increased by 70.5% Year-over-Year Net Revenues increased by 46.6% Year-over-Year Net Revenues from OneSmart VIP business increased by 33.8% Year-over-Year Net Revenues from HappyMath increase |
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| February 1, 2019 |
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 February 2019 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People’s Republic of China (Address of p |
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| January 31, 2019 |
OneSmart Announces Appointment of New Independent Director Exhibit 99.1 OneSmart Announces Appointment of New Independent Director SHANGHAI, January 30, 2019 /PRNewswire/ ? OneSmart International Education Group Limited (NYSE: ONE) (?OneSmart? or the ?Company?), a leading diversified premium K-12 education company in China, today announced the appointment of Dr. Yan Gong as an independent director, effective from February 1, 2019. Dr. Gong will serve as a |
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| January 31, 2019 |
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 January 2019 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People’s Republic of China (Address of pr |
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| January 7, 2019 |
OneSmart Files Annual Report on Form 20-F for Fiscal Year 2018 Exhibit 99.1 OneSmart Files Annual Report on Form 20-F for Fiscal Year 2018 SHANGHAI, December 27, 2018 /PRNewswire/ ? OneSmart International Education Group Limited (NYSE: ONE) (?OneSmart? or the ?Company?), a leading diversified premium K-12 education company in China, today announced that it filed its annual report on Form 20-F for the fiscal year ended August 31, 2018 with the Securities and E |
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| January 7, 2019 |
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 January 2019 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People’s Republic of China (Address of pr |
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| December 27, 2018 |
Consent of King & Wood Mallesons Exhibit 15.1 December 27, 2018 OneSmart International Education Group Limited Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman, KY1-1104 Cayman Islands Dear Sirs, Re: Consent of People’s Republic of China Counsel We consent to the reference to our firm under the headings “Item 3. KEY INFORMATION” and “Item 4. INFORMATION ON THE COMPANY” in the annual report of OneSmart Int |
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| December 27, 2018 |
Consent of Ernst & Young Hua Ming LLP, an independent registered public accounting firm Exhibit 15.2 Consent of Independent Registered Public Accounting Firm We consent to the incorporation by reference in the Registration Statement (Form S-8 No.333-228068) pertaining to the Amended and Restated 2015 Share Incentive Plan of OneSmart International Education Group Limited of our report dated December 27, 2018, with respect to the consolidated financial statements of OneSmart Internatio |
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| December 27, 2018 |
CEO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.1 Certification by the Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of OneSmart International Education Group Limited (the “Company”) on Form 20-F for the fiscal year ended August 31, 2018 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Xi Zhang, Chief Executive Officer o |
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| December 27, 2018 |
CFO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.2 Certification by the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Dong Li, certify that: 1. I have reviewed this annual report on Form 20-F of OneSmart International Education Group Limited; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statem |
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| December 27, 2018 |
CFO Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Exhibit 13.2 Certification by the Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Annual Report of OneSmart International Education Group Limited (the “Company”) on Form 20-F for the fiscal year ended August 31, 2018 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Dong Li, Chief Financial Officer of |
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| December 27, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) o REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended August 31, 2018. OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF |
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| December 27, 2018 |
CEO Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Exhibit 12.1 Certification by the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 I, Xi Zhang, certify that: 1. I have reviewed this annual report on Form 20-F of OneSmart International Education Group Limited; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the state |
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| December 27, 2018 |
Consent of Maples and Calder (Hong Kong) LLP Exhibit 15.3 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai People’s Republic of China 27 December 2018 Dear Sirs, OneSmart International Education Group Limited We have acted as legal advisors as to the laws of the Cayman Islands to OneSmart International Education Group Limited, an exempted limited liability company incorporated in the Cayman Islands |
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| December 27, 2018 |
Exhibit 1.1 THE COMPANIES LAW (2016 REVISION) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES FIFTH AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF ONESMART INTERNATIONAL EDUCATION GROUP LIMITED 精銳國際教育集團有限公司 (adopted by a Special Resolution passed on March 2, 2018 and effective immediately prior to the completion of the initial public offering of the Company’s American Depositary Shares represen |
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| November 2, 2018 |
Exhibit 99.1 OneSmart International Education Group Limited Announces Unaudited Financial Results for the Fourth Quarter and Fiscal Year Ended August 31, 2018 · Fourth Quarter Fiscal Year 2018 Results: Monthly Average Student Enrollments1 increased by 49.9% Year-over-Year Net Revenues increased by 46.6% Year-over-Year Net Revenues from OneSmart VIP business increased by 37.1% Year-over-Year Net Re |
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| November 2, 2018 |
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 November 2018 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People’s Republic of China (Address of p |
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| October 31, 2018 |
As filed with the Securities and Exchange Commission on October 31, 2018 S-8 1 a18-382441s8.htm S-8 As filed with the Securities and Exchange Commission on October 31, 2018 Registration No. 333- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 OneSmart International Education Group Limited (Exact name of registrant as specified in its charter) Cayman Islands Not Applicable (State or other jurisdi |
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| October 5, 2018 |
OneSmart Announces US$30 Million Share Repurchase Program EX-99.1 2 a18-364131ex99d1.htm EX-99.1 Exhibit 99.1 OneSmart Announces US$30 Million Share Repurchase Program SHANGHAI, October 5, 2018 /PRNewswire/ — OneSmart International Education Group Limited (NYSE: ONE) (“OneSmart” or the “Company”), the largest premium K-12 after-school education service provider in China, today announced that its board of directors has authorized a share repurchase progra |
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| October 5, 2018 |
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 October 2018 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People’s Republic of China (Address of pr |
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| August 1, 2018 |
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 August 2018 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People’s Republic of China (Address of pri |
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| August 1, 2018 |
Exhibit 99.1 OneSmart International Education Group Limited Announces Unaudited Financial Results for the Third Fiscal Quarter Ended May 31, 2018 - Quarterly results: Monthly Average Student Enrollments1 Increased by 44.7% Year-over-Year Net Revenues Increased by 37.6% Year-over-Year Net Revenues from OneSmart VIP Programs increased by 29.0% Year-over-Year Net Revenues from HappyMath increased by |
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| May 3, 2018 |
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 May 2018 Commission File Number: 001- 38430 OneSmart International Education Group Limited 165 West Guangfu Road Putuo District Shanghai 200063 The People?s Republic of China (Address of princi |
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| May 3, 2018 |
Exhibit 99.1 OneSmart International Education Group Limited Announces Unaudited Financial Results for the Second Fiscal Quarter Ended February 28, 2018 ? Quarterly results: Net Revenues Increased by 34.1% Year-over-Year Net Income Attributable to OneSmart Increased by 107.3% Year-over-Year Monthly Average Student Enrollments1 Increased by 38.4% Year-over-Year ? First half results: Net Revenues Inc |
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| March 28, 2018 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. |
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| March 26, 2018 |
Exhibit 1.1 [?] American Depositary Shares ONESMART INTERNATIONAL EDUCATION GROUP LIMITED EACH REPRESENTING 40 CLASS A ORDINARY SHARES, PAR VALUE US$0.000001 PER SHARE UNDERWRITING AGREEMENT , 2018 [], 2018 Morgan Stanley & Co. International plc 25 Cabot Square, Canary Wharf London E14 4QA United Kingdom Deutsche Bank Securities Inc. 60 Wall Street, New York, N.Y. 10005 United States of America UB |
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| March 26, 2018 |
As filed with the Securities and Exchange Commission on March 26, 2018 QuickLinks - Click here to rapidly navigate through this document As filed with the Securities and Exchange Commission on March 26, 2018 Registration No. |
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| March 23, 2018 |
Morgan Stanley & Co. International plc 25 Cabot Square, Canary Wharf London E14 4QA United Kingdom Deutsche Bank Securities Inc. 60 Wall Street, New York, N.Y. 10005 United States of America UBS Securities LLC 1285 Avenue of the Americas New York, NY 10019 United States of America As representatives of the prospective underwriters VIA EDGAR March 23, 2018 Securities and Exchange Commission Divisio |
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| March 23, 2018 |
ONESMART INTERNATIONAL EDUCATION GROUP LIMITED ONESMART INTERNATIONAL EDUCATION GROUP LIMITED March 23, 2018 VIA EDGAR Mr. Larry Spirgel Mr. Paul Fischer Mr. Terry French Ms. Christie Wong Office of Telecommunications Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: OneSmart International Education Group Limited (CIK No. 0001722380) Registration Statement on Form F-1 (Registrat |
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| March 16, 2018 |
AUKUF / AMS AG REGISTRATION STATEMENT F-6 1 a18-8f6.htm REGISTRATION STATEMENT As filed with the Securities and Exchange Commission on March 16, 2018 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM F-6 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 FOR AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS OneSmart International Education Group Limited (Exact na |
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| March 16, 2018 |
DEPOSIT AGREEMENT by and among ONESMART INTERNATIONAL EDUCATION GROUP LIMITED as Issuer, DEUTSCHE BANK TRUST COMPANY AMERICAS as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS ISSUED HEREUNDER Dated as of [●], 2018 DEPOSIT AGREEMENT DEPOSIT AGREEMENT, dated as of [●], 2018, by and among (i) OneSmart International Education Group Limited, a company incorporated in the Cayman Islands, with its principal executive office at 65 West Guangfu Road, Putuo District, Shanghai 200063 People’s Republic of China and its registered office at the offices of Vistra (Cayman) Limited, P. |
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| March 16, 2018 |
Exhibit 4.3 DEPOSIT AGREEMENT by and among ONESMART INTERNATIONAL EDUCATION GROUP LIMITED as Issuer, DEUTSCHE BANK TRUST COMPANY AMERICAS as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS ISSUED HEREUNDER Dated as of March [?], 2018 DEPOSIT AGREEMENT DEPOSIT AGREEMENT, dated as of March [?], 2018, by and among (i) OneSmart |
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| March 16, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OneSmart International Education Group Limited (Exact name of registrant as specified in its charter) Cayman Islands Not Applicable (State of incorporation or organization) (I.R.S. Employer Identif |
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| March 16, 2018 |
SKADDEN, ARPS, SLATE, MEAGHER & FLOM SKADDEN, ARPS, SLATE, MEAGHER & FLOM PARTNERS ????????? AFFILIATE OFFICES CHRISTOPHER W. |
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| March 16, 2018 |
Exhibit 4.2 OneSmart International Education Group Limited - Class A Ordinary Shares (Incorporated under the laws of the Cayman Islands) Number Shares Share capital US$50,000 divided into 50,000,000,000 shares comprising of (i) 37,703,157,984 Class A Ordinary Shares of a par value of US$0.000001 each, (ii) 2,296,842,016 Class B Ordinary Shares of a par value of US$0.000001 each, and (iii) 10,000,0 |
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| March 16, 2018 |
As filed with the Securities and Exchange Commission on March 16, 2018 Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on March 16, 2018 Registration No. |
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| March 9, 2018 |
As filed with the Securities and Exchange Commission on March 9, 2018 Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on March 9, 2018 Registration No. |
