Cover Page
Cover Page | 12 Months Ended |
May 31, 2020shares | |
Document Information [Line Items] | |
Document Type | 20-F |
Amendment Flag | false |
Document Period End Date | May 31, 2020 |
Document Fiscal Year Focus | 2020 |
Document Fiscal Period Focus | FY |
Entity Registrant Name | NEW ORIENTAL EDUCATION & TECHNOLOGY GROUP INC. |
Entity Central Index Key | 0001372920 |
Current Fiscal Year End Date | --05-31 |
Entity Well-known Seasoned Issuer | Yes |
Entity Current Reporting Status | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Voluntary Filers | No |
Entity Shell Company | false |
Entity Emerging Growth Company | false |
Entity Interactive Data Current | Yes |
Entity Common Stock, Shares Outstanding | 158,540,080 |
Document Accounting Standard | U.S. GAAP |
Entity Incorporation, State or Country Code | E9 |
Entity Address, Address Line One | No. 6 Hai Dian Zhong Street |
Entity Address, City or Town | Beijing |
Entity Address, Postal Zip Code | 100080 |
Entity Address, Country | CN |
Document Annual Report | true |
Document Transition Report | false |
Document Shell Company Report | false |
Document Registration Statement | false |
Entity File Number | 001-32993 |
Business Contact [Member] | |
Document Information [Line Items] | |
Entity Address, Address Line One | No. 6 Hai Dian Zhong Street |
Entity Address, City or Town | Beijing |
Entity Address, Postal Zip Code | 100080 |
Entity Address, Country | CN |
Contact Personnel Name | Zhihui Yang |
Contact Personnel Email Address | yangzhihui@xdf.cn |
City Area Code | 86 10 |
Local Phone Number | 6090-8000 |
Common Stock [Member] | |
Document Information [Line Items] | |
No Trading Symbol Flag | true |
Title of 12(b) Security | Common shares |
Security Exchange Name | NYSE |
ADR [Member] | |
Document Information [Line Items] | |
Trading Symbol | EDU |
Title of 12(b) Security | American depositary shares, each representing one common share |
Security Exchange Name | NYSE |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 | May 31, 2018 |
Current assets | |||
Cash and cash equivalents | $ 915,057 | $ 1,414,171 | $ 983,319 |
Restricted cash | 0 | 43 | 47 |
Term deposits | 284,793 | 108,672 | 107,741 |
Short-term investments | 2,318,280 | 1,668,689 | 1,623,763 |
Accounts receivable, net of allowance of US$485, US$503 and US$557 as of May 31, 2018, 2019 and 2020, respectively | 4,178 | 3,300 | 3,179 |
Inventory, net | 31,324 | 29,046 | 40,175 |
Prepaid expenses and other current assets, net of allowance of US$914, US$248 and US$149 as of May 31, 2018, 2019 and 2020, respectively | 199,404 | 199,677 | 182,095 |
Amounts due from related parties, current | 3,384 | 42,644 | 1,595 |
Total current assets | 3,756,420 | 3,466,242 | 2,941,914 |
Restricted cash, non-current | 4,367 | 4,013 | 3,399 |
Property and equipment, net | 672,455 | 532,015 | 449,592 |
Land use rights, net | 6,037 | 6,405 | 3,785 |
Amounts due from related parties, non-current | 22,709 | 1,204 | 2,226 |
Long-term deposits | 62,116 | 49,742 | 40,099 |
Long-term prepaid rents | 0 | 442 | 191 |
Intangible assets, net | 10,246 | 13,935 | 8,544 |
Goodwill, net | 80,366 | 79,614 | 31,729 |
Long-term investments, net | 431,101 | 404,704 | 433,333 |
Deferred tax assets, non-current, net | 63,324 | 61,467 | 43,323 |
Right-of-use assets | 1,425,466 | 0 | 0 |
Other non-current assets | 22,278 | 26,776 | 19,577 |
Total assets | 6,556,885 | 4,646,559 | 3,977,712 |
Current liabilities | |||
Accounts payable (including accounts payable of the consolidated variable interest entities without recourse to the Company of US$39,279, US$33,646 and US$31,658 as of May 31, 2018, 2019 and 2020, respectively) | 33,147 | 34,057 | 39,889 |
Accrued expenses and other current liabilities (including accrued expenses and other current liabilities of the consolidated variable interest entities without recourse to the Company of US$335,955, US$518,937 and US$581,576 as of May 31, 2018, 2019 and 2020, respectively) | 634,619 | 576,521 | 373,537 |
Income taxes payable (including income taxes payable of the consolidated variable interest entities without recourse to the Company of US$54,844, US$79,067 and US$87,331 as of May 31, 2018, 2019 and 2020, respectively) | 101,385 | 94,071 | 67,233 |
Amounts due to related parties (including amounts due to related parties of the consolidated variable interest entities without recourse to the Company of US$30, US$472 and US$1,590 as of May 31, 2018, 2019 and 2020, respectively) | 1,590 | 472 | 30 |
Deferred revenue (including deferred revenue of the consolidated variable interest entities without recourse to the Company of US$1,244,748, US$1,268,318 and US$1,317,645 as of May 31, 2018, 2019 and 2020, respectively) | 1,324,384 | 1,301,103 | 1,270,195 |
Operating lease liabilities-current (including operating lease liabilities-current of the consolidated variable interest entities without recourse to the Company of nil, nil and US$376,177 as of May 31, 2018, 2019 and 2020, respectively) | 384,239 | 0 | 0 |
Total current liabilities | 2,479,364 | 2,006,224 | 1,750,884 |
Deferred tax liabilities, non-current (including deferred tax liabilities, non-current of the consolidated variable interest entities without recourse to the Company of US$13,782, US$18,607 and US$12,392 as of May 31, 2018, 2019 and 2020, respectively) | 11,906 | 18,781 | 12,133 |
Long-term loan (including long-term loan of the consolidated variable interest entities without recourse to the Company of nil, nil and nil as of May 31, 2018, 2019 and 2020, respectively) | 117,881 | 96,457 | |
Operating lease liabilities (including operating lease liabilities of the consolidated variable interest entities without recourse to the Company of nil, nil and US$ 1,054,149 as of May 31, 2018, 2019 and 2020, respectively) | 1,077,923 | 0 | 0 |
Total liabilities | 3,687,074 | 2,121,462 | 1,763,017 |
Commitments and contingencies (Note 21) | |||
Mezzanine equity | |||
Redeemable non-controlling interests | 0 | 0 | 206,624 |
Equity | |||
Common shares (US$0.01 par value; 300,000,000 shares authorized as of May 31, 2018, 2019 and 2020; 158,379,387, 158,801,714 and 158,801,714 shares issued as of May 31, 2018, 2019 and 2020; 158,319,910, 157,849,714 and 158,540,080 shares outstanding as of May 31, 2018, 2019 and 2020 respectively) | 1,588 | 1,588 | 1,584 |
Treasury stock | (3) | (10) | (1) |
Additional paid-in capital | 456,088 | 428,959 | 129,059 |
Statutory reserves | 380,078 | 305,529 | 263,518 |
Retained earnings | 1,986,411 | 1,647,627 | 1,352,543 |
Accumulated other comprehensive income (loss) | (90,867) | (23,007) | 244,886 |
Total New Oriental Education & Technology Group Inc. shareholders' equity | 2,733,295 | 2,360,686 | 1,991,589 |
Non-controlling interests | 136,516 | 164,411 | 16,482 |
Total equity | 2,869,811 | 2,525,097 | 2,008,071 |
Total liabilities, mezzanine equity and equity | $ 6,556,885 | $ 4,646,559 | $ 3,977,712 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 | May 31, 2018 |
Accounts receivable, allowance | $ 557 | $ 503 | $ 485 |
Prepaid expenses and other current assets, allowance | 149 | 248 | 914 |
Accounts payable, consolidated variable interest entity without recourse | 31,658 | 33,646 | 39,279 |
Accrued expenses and other current liabilities, consolidated variable interest entity without recourse | 581,576 | 518,937 | 335,955 |
Income taxes payable, consolidated variable interest entity without recourse | 87,331 | 79,067 | 54,844 |
Amounts due to related parties, consolidated variable interest entity without recourse | 1,590 | 472 | 30 |
Deferred revenue, consolidated variable interest entity without recourse | 1,317,645 | 1,268,318 | 1,244,748 |
Deferred tax liabilities, non-current consolidated variable interest entity without recourse | 12,392 | 18,607 | 13,782 |
Long term debt consolidated variable interest entities without recourse | 0 | 0 | 0 |
Operating Lease Liability-current, consolidated variable interest entity without recourse | 376,177 | 0 | 0 |
Operating Lease Liability non current consolidated variable interest entity without recourse | $ 1,054,149 | $ 0 | $ 0 |
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 300,000,000 | 300,000,000 | 300,000,000 |
Common stock, shares issued | 158,801,714 | 158,801,714 | 158,379,387 |
Common stock, shares outstanding | 158,540,080 | 157,849,714 | 158,319,910 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Net revenues | |||
Educational programs and services | $ 3,230,378 | $ 2,785,254 | $ 2,165,152 |
Net revenues | 3,578,682 | 3,096,491 | 2,447,430 |
Operating cost and expenses | |||
Cost of revenues | (1,588,899) | (1,376,269) | (1,065,740) |
Selling and marketing | (445,259) | (384,287) | (324,249) |
General and administrative | (1,145,521) | (1,034,028) | (794,482) |
Total operating cost and expenses | (3,179,679) | (2,794,584) | (2,184,471) |
Gain on disposal of a subsidiary | 3,627 | ||
Operating income | 399,003 | 305,534 | 262,959 |
Other income, net | |||
Interest income | 116,117 | 97,530 | 84,838 |
Interest expense | (4,627) | (1,615) | |
Realized gain from long-term investments | 407 | 26,379 | 7,366 |
Impairment loss from long-term investments | (31,750) | (5,919) | (980) |
Loss from fair value change of long-term investments | (18,451) | (104,636) | |
Miscellaneous income (loss), net | 27,137 | (1,424) | 2,841 |
Income before income taxes and loss from equity method investments | 487,836 | 315,849 | 357,024 |
Provision for income taxes: | |||
Current | (142,992) | (103,031) | (72,785) |
Deferred | 8,630 | 17,317 | 13,377 |
Provision for income taxes | (134,362) | (85,714) | (59,408) |
(Loss) gain from equity method investments | 1,385 | (2,289) | (379) |
Net income | 354,859 | 227,846 | 297,237 |
Less: Net income (loss) attributable to non-controlling interests | (58,474) | (10,219) | 1,107 |
Net income attributable to New Oriental Education & Technology Group Inc.'s shareholders | $ 413,333 | $ 238,065 | $ 296,130 |
Net income per common share (Note 19) | |||
- Basic | $ 2.61 | $ 1.50 | $ 1.87 |
- Diluted | $ 2.59 | $ 1.50 | $ 1.87 |
Weighted average shares used in calculating basic and diluted net income per common share | |||
- Basic | 158,429,576 | 158,293,890 | 158,168,794 |
- Diluted | 159,536,890 | 159,039,345 | 158,556,500 |
Books and other services [Member] | |||
Net revenues | |||
Net revenues | $ 348,304 | $ 311,237 | $ 282,278 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 354,859 | $ 227,846 | $ 297,237 |
Other comprehensive income (loss), net of tax | |||
Foreign currency translation adjustment | (67,529) | (190,358) | 79,293 |
Unrealized gain (loss) on available-for-sale investments, net of tax effect of US$8,825, US$3,463 and US$60 for the years ended May 31, 2018, 2019 and 2020, respectively | (748) | 19,483 | 129,545 |
Other comprehensive income (loss), net of tax | (68,277) | (170,875) | 208,838 |
Comprehensive income | 286,582 | 56,971 | 506,075 |
Comprehensive income (loss) attributable to non-controlling interests | (58,891) | (11,130) | 4,220 |
Comprehensive income attributable to New Oriental Education & Technology Group Inc.'s shareholders | $ 345,473 | $ 68,101 | $ 501,855 |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Statement of Comprehensive Income [Abstract] | |||
Unrealized gain on available-for-sale investments, tax effect | $ 60 | $ 3,463 | $ 8,825 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Common Shares [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Accumulated Other Comprehensive Income (loss) [Member] | Statutory Reserves [Member] | Retained Earnings [Member] | Total New Oriental Education & Technology Group Inc. Shareholders' Equity [Member] | Non-controlling Interests [Member] | |
Balance at May. 31, 2017 | $ 1,720,078 | $ 1,584 | $ 249,126 | $ (7) | $ 39,161 | $ 219,975 | $ 1,171,109 | $ 1,680,948 | $ 39,130 | |
Balance, shares at May. 31, 2017 | 157,687,444 | 691,943 | ||||||||
Reissuance of treasury stock for the exercises of options | 1 | 1 | 1 | |||||||
Reissuance of treasury stock for the exercises of options, shares | 500 | (500) | ||||||||
Reissuance of treasury stock for non-vested equity shares ("NES") | (6) | $ 6 | ||||||||
Reissuance of treasury stock for non-vested equity shares ("NES"), shares | 631,966 | (631,966) | ||||||||
Share-based compensation expenses | 57,443 | 57,443 | 57,443 | |||||||
Transfer to statutory reserves | 43,543 | (43,543) | ||||||||
Dividend declared | [1] | (71,384) | (71,153) | (71,153) | (231) | |||||
Net income | 297,237 | 296,130 | 296,130 | 1,107 | ||||||
Foreign currency translation adjustment | 79,293 | 76,344 | 76,344 | 2,949 | ||||||
Unrealized gain on available-for-sale investments, net of tax effect | 129,545 | 129,381 | 129,381 | 164 | ||||||
Impact from reclassification of non-controlling interests and new non-controlling interests recognized in acquisitions | (111,769) | (113,784) | (113,784) | 2,015 | ||||||
Capital reduction of non-controlling interests | (92,373) | (63,721) | (63,721) | (28,652) | ||||||
Balance at May. 31, 2018 | $ 2,008,071 | $ 1,584 | 129,059 | $ (1) | 244,886 | 263,518 | 1,352,543 | 1,991,589 | 16,482 | |
Balance, shares at May. 31, 2018 | 158,379,387 | 158,319,910 | 59,477 | |||||||
Reissuance of treasury stock for non-vested equity shares ("NES"), shares | 59,477 | (59,477) | ||||||||
Issuance of treasury stock and common shares for NES | $ 4 | (5) | $ 1 | |||||||
Issuance of treasury stock and common shares for NES, Shares | 481,804 | |||||||||
Shares repurchase | $ (55,962) | (55,952) | $ (10) | (55,962) | ||||||
Shares repurchase, shares | (952,000) | 952,000 | ||||||||
Share-based compensation expenses | 71,336 | 71,336 | 71,336 | |||||||
Transfer to statutory reserves | 42,011 | (42,011) | ||||||||
Net income | 227,846 | 238,065 | 238,065 | (10,219) | ||||||
Foreign currency translation adjustment | (190,358) | (188,982) | (188,982) | (1,376) | ||||||
Unrealized gain on available-for-sale investments, net of tax effect | 19,483 | 19,018 | 19,018 | 465 | ||||||
Change in non-controlling interests resulting from the initial public offering (the "IPO") of Koolearn Technology Holding Limited ("Koolearn Holding"), net of issuance cost | 233,347 | 139,211 | 139,211 | 94,136 | ||||||
Reclassification of redeemable non-controlling interests | 206,624 | 145,690 | 145,690 | 60,934 | ||||||
Purchase of non-controlling interests | (16,886) | (15,190) | (15,190) | (1,696) | ||||||
Non-controlling interests arising from acquisitions | 288 | 288 | ||||||||
Disposal of a subsidiary | (291) | (371) | (371) | 80 | ||||||
Cumulative-effect adjustment upon adoption of ASU 2016-01 at May. 31, 2019 | (97,929) | 97,929 | ||||||||
Cumulative-effect adjustment upon adoption of ASC Topic 606 at May. 31, 2019 | 1,101 | 1,101 | 1,101 | |||||||
Capital contribution from non-controlling interests | 20,498 | 15,181 | 15,181 | 5,317 | ||||||
Balance at May. 31, 2019 | $ 2,525,097 | $ 1,588 | 428,959 | $ (10) | (23,007) | 305,529 | 1,647,627 | 2,360,686 | 164,411 | |
Balance, shares at May. 31, 2019 | 158,801,714 | 157,849,714 | 952,000 | |||||||
Reissuance of treasury stock for non-vested equity shares ("NES"), shares | 690,366 | (690,366) | ||||||||
Issuance of treasury stock and common shares for NES | (7) | $ 7 | ||||||||
Issuance of treasury stock and common shares for NES, Shares | 690,366 | |||||||||
Share-based compensation expenses | $ 62,057 | 41,326 | 41,326 | 20,731 | ||||||
Exercise of share options in Koolearn Holding | 3,629 | 3,629 | ||||||||
Transfer to statutory reserves | 74,549 | (74,549) | ||||||||
Net income | 354,859 | 413,333 | 413,333 | (58,474) | ||||||
Foreign currency translation adjustment | (67,529) | (67,112) | (67,112) | (417) | ||||||
Unrealized gain on available-for-sale investments, net of tax effect | (748) | (748) | (748) | |||||||
Purchase of non-controlling interests | (13,370) | (20,045) | (20,045) | 6,675 | ||||||
Share option gain | 5,752 | 5,752 | 5,752 | |||||||
Capital contribution from non-controlling interests | 64 | 103 | 103 | (39) | ||||||
Balance at May. 31, 2020 | $ 2,869,811 | $ 1,588 | $ 456,088 | $ (3) | $ (90,867) | $ 380,078 | $ 1,986,411 | $ 2,733,295 | $ 136,516 | |
Balance, shares at May. 31, 2020 | 158,801,714 | 158,540,080 | 261,634 | |||||||
[1] | On July 25, 2017, the Company declared a special cash dividend in the amount of US$0.45 per American Depositary Shares (the “ADS”). The aggregate amount of cash dividend paid was US$71,153, which was funded by retained earnings. The dividend was fully paid on October 6, 2017 to shareholders of record at the close of business on September 1, 2017. |
Consolidated Statements of Ch_2
Consolidated Statements of Changes in Equity (Parenthetical) - USD ($) $ in Thousands | Jul. 25, 2017 | May 31, 2020 | May 31, 2019 | May 31, 2018 |
Unrealized gain on available-for-sale investments, tax effect | $ 60 | $ 3,463 | $ 8,825 | |
Special cash dividend declared per share | $ 0.45 | |||
Cash paid for dividend | $ 71,153 | 71,153 | ||
Special cash dividend declared date | Jul. 25, 2017 | |||
Dividend payment date | Oct. 6, 2017 | |||
Shareholders date of record | Sep. 1, 2017 | |||
Accumulated Other Comprehensive Income (Loss) [Member] | ||||
Unrealized gain on available-for-sale investments, tax effect | 60 | 3,463 | 8,825 | |
Total New Oriental Education & Technology Group Inc. Shareholders' Equity [Member] | ||||
Unrealized gain on available-for-sale investments, tax effect | 60 | 3,463 | 8,825 | |
Non-controlling Interests [Member] | ||||
Unrealized gain on available-for-sale investments, tax effect | $ 60 | $ 3,463 | $ 8,825 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Cash flows from operating activities | |||
Net income | $ 354,859 | $ 227,846 | $ 297,237 |
Adjustments to reconcile net income to net cash provided by operating activities | |||
Depreciation of property and equipment | 146,310 | 110,042 | 77,081 |
Amortization of intangible assets | 4,530 | 3,699 | 1,839 |
Amortization of land use rights | 162 | 263 | 110 |
Loss on disposal of property and equipment | 4,866 | 10,685 | 2,032 |
Gain on disposal of a subsidiary | (3,627) | ||
Goodwill impairment | 0 | 5,245 | 0 |
Impairment loss from long-term investments | 31,750 | 5,919 | 980 |
Realized gain from long-term investments | (407) | (26,379) | (7,366) |
Loss from fair value change of long-term investments | 18,451 | 104,636 | |
Share-based compensation expenses | 62,057 | 71,336 | 57,443 |
Allowance for doubtful accounts | 329 | 146 | 576 |
Loss (gain) from equity method investments | (1,385) | 2,289 | 379 |
Deferred income taxes | (8,566) | (17,273) | (14,821) |
Changes in operating assets and liabilities | |||
Accounts receivable | (1,422) | (509) | 767 |
Inventory | (3,278) | 6,032 | (6,316) |
Prepaid expenses and other current assets | (40,713) | (23,624) | (51,738) |
Amounts due from related parties | 14,106 | (3,022) | 4,250 |
Long-term deposits | (14,266) | (12,622) | (14,300) |
Long-term prepaid rents | 658 | 858 | 1,185 |
Operating lease rights-of-use assets | (170,871) | ||
Accounts payable | 82 | (2,747) | 13,728 |
Accrued expenses and other current liabilities | 63,667 | (18,321) | 68,226 |
Income taxes payable | 56,372 | 27,210 | 15,473 |
Amounts due to related parties | 1,152 | 670 | (21) |
Deferred revenue | 61,930 | 336,896 | 334,383 |
Operating lease liabilities | 224,082 | ||
Net cash provided by operating activities | 804,455 | 805,648 | 781,127 |
Cash flows from investing activities | |||
Purchase of term deposits | (249,048) | (104,178) | (117,166) |
Proceeds from maturity of term deposits | 69,740 | 95,402 | 212,690 |
Payments for short-term investments | (2,964,402) | (3,595,634) | (1,250,239) |
Proceeds from maturity of short-term investments | 2,248,486 | 3,432,981 | 1,025,721 |
Purchase of property and equipment | (309,548) | (269,140) | (214,255) |
Proceeds from disposal of property and equipment | 24,477 | 17,238 | 9,812 |
Payments for long-term investments | (92,087) | (128,970) | (67,350) |
Proceeds from disposal of long-term investments | 8,480 | 46,956 | |
Business acquisitions, net of cash acquired of US$12,210, US$2,697 and US$1,419 for the years ended May 31, 2018, 2019 and 2020, respectively (Note 3) | 1,073 | (36,367) | (999) |
Purchase of land use rights | (7,738) | (5,357) | |
Loans provided to related parties | (7,128) | (61,155) | |
Repayment of loan provided to related parties | 712 | 45,682 | |
Disposal of subsidiaries, net of cash disposed of nil, US$12,050 and US$665 for the years ended May 31, 2018, 2019 and 2020, respectively | 12,875 | (9,789) | |
Net cash used in investing activities | (1,256,370) | (574,712) | (407,143) |
Cash flows from financing activities | |||
Proceeds from issuances of common shares upon exercise of share options | 3,629 | 1 | |
Proceeds from issuance of ordinary shares relating to the IPO of Koolearn Holding | 233,347 | ||
Cash paid for employees' individual income taxes on withheld shares from exercise of NES | (9,853) | (12,085) | (7,241) |
Contingent consideration payments made after a business combination | (18,332) | ||
Cash paid for dividend | (71,153) | ||
Proceeds from long-term loan | 20,000 | 96,457 | |
Cash paid for shares repurchase | (55,962) | ||
Capital contribution from non-controlling interests | 64 | 20,498 | 93,159 |
Repurchase of shares from non-controlling interests | (13,370) | (15,606) | (89,647) |
Net cash (used in) provided by financing activities | (17,862) | 266,649 | (74,881) |
Effects of exchange rate changes | (29,026) | (66,123) | 42,992 |
Net change in cash, cash equivalents and restricted cash | (498,803) | 431,462 | 342,095 |
Cash, cash equivalents and restricted cash at beginning of year | 1,418,227 | 986,765 | 644,670 |
Cash, cash equivalents and restricted cash at end of year | 919,424 | 1,418,227 | 986,765 |
Supplement disclosure of cash flow information | |||
Income taxes paid | 135,678 | 75,346 | 57,005 |
Interests paid | 4,665 | 833 | |
Non-cash investing and financing activities | |||
Payable for investments and acquisitions | 3,917 | 21,962 | 5,420 |
Payable for purchase of property and equipment | $ 65,335 | 44,445 | $ 45,590 |
Receivable from the disposal of a subsidiary | $ 13,760 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Cash Disposed Of In The Divested Subsidary | $ 665 | $ 12,050 | $ 0 |
Beijing Ainuo Shida Education & Technology Co., Ltd [Member] | |||
Purchase of business, cash acquired | $ 1,419 | $ 2,697 | $ 12,210 |
Organization and Principal Acti
Organization and Principal Activities | 12 Months Ended |
May 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Principal Activities | 1. ORGANIZATION AND PRINCIPAL ACTIVITIES New Oriental Education & Technology Group Inc. (the “Company”) was incorporated in the Cayman Islands. The Company, its consolidated subsidiaries and its variable interest entities (the “VIEs”) and the VIEs’ subsidiaries and schools are collectively referred to as the “Group”. The Group provides educational services in the People’s Republic of China (the “PRC”) primarily under the “New Oriental” brand. The Group offers a wide range of educational programs, services and products, consisting primarily of K-12 after-school tutoring (“K-12 AST”), test preparation and other courses, primary and secondary school education, online education, content development and distribution, overseas study consulting services, pre-school education and study tour. As of May 31, 2020, details of the Company’s major subsidiaries, its VIEs and the VIEs’ major subsidiaries and schools were as follows: Name Date of incorporation or Place of incorporation Legal Principal activity Major subsidiaries of the Company: Beijing Decision Education & Consulting Company Limited (“Beijing Decision”) April 20, 2005 PRC 100% Educational technology and management services Beijing Hewstone Technology Company Limited (“Beijing Hewstone”) April 20, 2005 PRC 100% Educational software development Elite Concept Holdings Limited (“Elite Concept”) December 3, 2007 Hong Kong 100% Educational consulting Winner Park Limited (“Winner Park”) December 9, 2008 Hong Kong 100% Educational consulting Smart Shine International Limited (“Smart Shine”) December 9, 2008 Hong Kong 100% Educational consulting Beijing Pioneer Technology Company Limited (“Beijing Pioneer”) January 8, 2009 PRC 100% Educational software development Beijing Smart Wood Software Technology Company Limited (“Beijing Smart Wood”) December 21, 2011 PRC 100% Educational consulting and software development Koolearn Holding February 7, 2018 Cayman Islands 53.22% Online education service New Oriental Xuncheng Technology (HK) Limited (“Koolearn Tech”) March 2, 2018 Hong Kong 53.22% Online education service Beijing Dexin Dongfang Network Technology Co., Ltd. (“Dexin Dongfang”) March 21, 2018 PRC 53.22% Educational consulting and software development Zhuhai Chongsheng Heli Network Technology Co., Ltd (“Zhuhai Chongsheng”) July 23, 2019 PRC 53.22% Educational consulting and software development Name Date of incorporation or Place of incorporation Legal Principal activity VIEs of the Company: New Oriental Education & Technology Group Co., Ltd (“New Oriental China”) August 2, 2001 PRC N/A Education consulting, software development and distributions and other services Beijing New Oriental Xuncheng Network Technology Co., Ltd. (“Xuncheng”) March 11, 2005 PRC N/A Online education service Major subsidiaries and schools of the VIEs: Beijing Haidian District Privately-Funded New Oriental School (“Beijing Haidian School”) October 5, 1993 PRC N/A Language training and test preparation Beijing New Oriental Yangzhou Foreign Language School June 6, 2002 PRC N/A Primary and secondary school education Wuhan New Oriental Training School April 28, 2002 PRC N/A Language training and test preparation Name Date of incorporation or Place of incorporation Legal Principal activity Xi’an Yanta District New Oriental School November 26, 2002 PRC N/A Language training and test preparation Nanjing Gulou New Oriental Advanced Study School November 28, 2002 PRC N/A Language training and test preparation Beijing New Oriental Dogwood Cultural Communications Co., Ltd. (“Dogwood”) May 16, 2003 PRC N/A Content development and distribution Beijing New Oriental Vision Overseas Consultancy Co., Ltd. February 19, 2004 PRC N/A Oversea study consulting service Hangzhou New Oriental Advanced Study School July 21, 2005 PRC N/A Language training and test preparation Beijing Chaoyang District Kindergarten of Stars November 20, 2007 PRC N/A Pre-school education The VIE arrangements The PRC laws and regulations currently require any foreign entity that invests in the education business in China to be an educational institution with relevant experience in providing educational services outside of China. The Company’s offshore holding companies are not educational institutions and do not provide educational services outside of China. In addition, in the PRC, foreign ownership of high schools for students in grades ten to twelve is restricted and foreign ownership of primary and middle schools for students in grades one to nine is prohibited. Accordingly, the Company’s offshore holding companies are not allowed to directly own and operate schools in China. The Company conducts substantially all of its education business in China through contractual arrangements with its VIEs, New Oriental China and its subsidiaries and schools and Xuncheng and its subsidiaries. Since the operations of New Oriental China and its subsidiaries and schools and Xuncheng and its subsidiaries are closely interrelated and almost indistinguishable from one another, the risks and rewards associated with their operations are substantially the same. In addition, the Company consolidates New Oriental China, its subsidiaries and schools, Xuncheng and its subsidiaries as disclosed. Therefore, the Company aggregates the disclosures related to New Oriental China, its subsidiaries and schools, and Xuncheng and its subsidiaries as the VIEs in the Company’s consolidated financial statements. The VIEs hold the requisite licenses and permits necessary to conduct the Company’s education business. In addition, the VIEs hold leases and other assets necessary to operate the Company’s schools and learning centers, employ teachers and generate substantially all of the Company’s revenues. VIE Arrangements between New Oriental China and the Company’s PRC subsidiaries The Company and its wholly owned subsidiaries in China (the “WFOEs”) have entered into the following contractual arrangements with New Oriental China, New Oriental China’s subsidiaries and schools and New Oriental China’s shareholders that enable the Company to (1) have power to direct the activities that most significantly affects the economic performance of the VIEs, (2) receive substantially all of the economic benefits of the VIEs that could be significant to the VIEs and (3) have an exclusive option to purchase all or part of the equity interests in New Oriental China, when and to the extent permitted by PRC law, or request the existing shareholder of New Oriental China to transfer all or part of the equity interest in New Oriental China to another PRC person or entity designated by us at any time in the Company’s discretion. Accordingly, the Company is considered the primary beneficiary of the VIE and has consolidated the VIE’s financial results of operations, assets and liabilities in the Company’s consolidated financial statements. In making the conclusion that the Company is the primary beneficiary of the VIE, the Company believes the Company’s rights under the terms of the exclusive option agreement provide it with the substantive kick-out rights. More specifically, the Company believes the terms of the exclusive option agreement are valid, binding and enforceable under the PRC laws and regulations currently in effect. The Company also believes that the minimum amount of consideration permitted by the applicable PRC law to exercise the option does not represent a financial barrier or disincentive for the Company to currently exercise its rights under the exclusive option agreement. A simple majority vote of the Company’s board of directors is required to pass a resolution to exercise the Company’s rights under the exclusive option agreement, for which Mr. Michael Minhong Yu (“Mr. Yu”)’s consent is not required. The Company’s rights under the exclusive option agreement give the Company the power to control the shareholders of New Oriental China and thus the power to direct the activities that most significantly impact the schools’ economic performance given that New Oriental China has the power to direct the activities of the schools via its sponsorship interest. In addition, the Company’s rights under the power of attorney also reinforce the Company’s abilities to direct the activities that most significantly impact the VIE’s economic performance. The Company also believes that this ability to exercise control ensures that the VIE will continue to execute and renew service agreements and pay service fees to the Company. By charging service fees in whatever amounts the Company deems fit, and by ensuring that service agreements are executed and renewed indefinitely, the Company has the rights to receive substantially all of the economic benefits from the VIE. Service agreements. (i) Trademark license agreements. Pursuant to the trademark license agreement dated May 13, 2006 between the Company as the licensor and New Oriental China as the licensee, the Company has licensed the trademarks to New Oriental China for its use in China. The Company has also allowed New Oriental China to enter into sub-license agreements with its subsidiaries and schools pursuant to which each of the subsidiaries and schools may use the trademarks in China by paying license fees. This license is valid from May 14, 2006 to December 31, 2050, subject to the renewal every ten years upon the expiration of the trademark registration. (ii) New enrollment system development service agreements. Beijing Decision has entered into new enrollment system development service agreements with the schools of New Oriental China, under which Beijing Decision agreed to provide new enrollment system development and regular maintenance services to those schools of New Oriental China for a fee equal to the applicable fee rate multiplied by the number of new student enrollments. These agreements can be renewed by both parties to the agreements. (iii) Other operating service agreements. Pursuant to operating service agreements between certain WFOEs and the subsidiaries or schools of New Oriental China, the WFOEs have agreed to provide certain operating services to the subsidiaries or schools of New Oriental China for fees that are calculated based on a percentage, ranging from 2.0% to 6.0%, of respective revenues of each of the subsidiaries and schools. A majority of these agreements provide unlimited two-year or five-year automatic renewal without consent of the WFOEs. The remaining agreements can be renewed by both parties to the agreements. (iv) Sale of educational software agreements. Ten WFOEs, namely Beijing Hewstone, Beijing Pioneer, Beijing Smart Wood, Beijing Joy Tend Technology Company Limited (“Beijing Joy Trend”) , Beijing magnificence Technology Company Limited (“Beijing Magnificence”), Beijing Top Technology Company Limited (“Beijing Top”), Beijng Shenghe Technology Company Ltd . (“Beijing Shenghe , Beijing Right Time Technology Company Limited (“Beijing Right Time”), Beijing Sincerity Technology Company Limited and Beijing Jinghong Software Technology Company Ltd. (“Beijing Jinghong”), entered into agreements whereby the WFOEs sell various self-developed educational software to the subsidiaries or schools of New Oriental China. Except for four agreements that are silent on renewal, these agreements provide unlimited two-year automatic renewal terms, and the subsidiaries and schools of New Oriental China cannot terminate the agreements without the consent of the WFOEs in China. Master exclusive service agreement. Equity pledge agreements In January 2012, ten former shareholders of New Oriental China completed the transfer, for no consideration, of all of their equity interests in New Oriental China to Beijing Century Friendship Education Investment Co., Ltd. (“Century Friendship”), a PRC domestic enterprise controlled by the Company’s founder and chairman, Mr. Yu. Prior to the transfer, Century Friendship had held 53% of the equity interests in New Oriental China while the ten former shareholders of New Oriental China held the remaining equity interests. In connection to the transfer, five new equity pledge agreements dated April 23, 2012 were entered into among New Oriental China, Century Friendship and five WFOEs, whereby Century Friendship has agreed to pledge all of its equity interests in New Oriental China to the WFOEs to secure the VIEs’ performance of their obligations under the trademark license agreements, new enrollment system development service agreements, other operating service agreements and sale of educational software agreements. Century Friendship has agreed not to transfer, sell, pledge, dispose of or otherwise create any encumbrance on its equity interests in New Oriental China without the prior written consents of the WFOEs. The terms of the April 2012 equity pledge agreements are substantially the same as the 2006 equity pledge agreements. In February 2017, as part of efforts to streamline the corporate structure, the Group removed Shanghai Smart Words Software Technology Co., Ltd. (“Shanghai Smart Words”) as a party to the contractual arrangements with New Oriental China and its subsidiaries and schools and the shareholders. The rights and obligations of Shanghai Smart Words under these contractual arrangements have been assumed by Beijing Decision. The April 2012 equity pledge agreements have been amended to reflect the foregoing change while the terms of these agreements remain unchanged. The equity pledges of Century Friendship under the amended agreements have been registered with the Haidian District, Beijing branch of the State Administration of Market Regulation (the “SAMR”). Exclusive option agreements On February 16, 2017, Beijing Decision entered into a new option agreement with Century Friendship and New Oriental China, replacing the previous option agreement dated April 23, 2012. Pursuant to the current option agreement, Century Friendship is obligated to sell to Beijing Decision, and Beijing Decision has an exclusive, irrevocable and unconditional rights to purchase from Century Friendship, in its sole discretion, part or of all of Century Friendship’s equity interests in New Oriental China when and to the extent that applicable PRC law permits it to own part or all of the equity interest in New Oriental China. In addition, Beijing Decision has an exclusive option to require Century Friendship to transfer all or part of Century Friendship’s equity interest in New Oriental China to another PRC person or entity designated by Beijing Decision at any time in its discretion. The purchase price to be paid by Beijing Decision will be the minimum amount of consideration permitted by applicable PRC law at the time when such share transfer occurs. Power of Attorney. VIE Arrangements between Dexin Dongfang and Xuncheng On May 10, 2018, Dexin Dongfang, a wholly-owned subsidiary of Koolearn Holding, entered into certain contractual arrangements (the “Contractual Arrangements”) with Xuncheng and the shareholders of Xuncheng, which enable Koolearn Holding to obtain control over Xuncheng, Beijing Kuxue Huisi Network Technology Co., Ltd. (“Kuxue Huisi”) and Beijing Dongfangyoubo Network Technology Co.,Ltd. (“ Dongfang Youbo ”) (together the “Xuncheng VIE entities”). The Contractual Arrangements include an Exclusive Management Consultancy and Business Cooperation Agreement, an Exclusive Call Option Agreement, an Equity Pledge Agreement, a Powers of Attorney and Dispute resolution and Letters of undertaking. The terms of these contractual agreements between Dexin Dongfang and Xuncheng are substantially similar to those agreements of New Oriental China described in the preceding paragraphs. Through these Contractual Agreements, Dexin Dongfang has the ability to (1) expose, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over Xuncheng VIE entities; (2) exercise equity holders’ controlling voting rights of Xuncheng VIE entities; (3) receive substantially all of the economic benefits of Xuncheng VIE entities in consideration for the business support, technical and consulting services provided by Dexin Dongfang; (4) obtain an irrevocable and exclusive right to purchase all or part of equity interests in Xuncheng VIE entities from the respective equity holders at nil consideration or a minimum purchase price permitted under the PRC Laws; (5) obtain a pledge over the entire equity interest of Xuncheng from their equity holders as collateral security for all of Xuncheng VIE entities’ payments. On October 10, 2019, Dexin Dongfang and Zhuhai Chongsheng, a wholly-owned PRC subsidiary of Koolearn Holding entered into a supplemental agreement with Xuncheng and its subsidiaries and all of its shareholders. Pursuant to the supplemental agreement, Zhuhai Chongsheng joined as a party to the contractual agreements between Dexin Dongfang, Xuncheng and its subsidiaries and shareholders and assumed the same rights and shared the same obligations of Dexin Dongfang under the contractual agreements. On October 10, 2019, Dongfang Youbo, a subsidiary of Xuncheng, executed a letter of acceptance whereby it assumed the same rights and obligations as Xuncheng’s subsidiary under the exclusive management consultancy and business cooperation agreement. Risks in relation to the VIE structure The Company believes that the contractual arrangements with its VIEs and their respective shareholders are in compliance with the PRC laws and regulations and are legally enforceable. However, uncertainties in the PRC legal system could limit the Company’s ability to enforce the contractual arrangements. If the legal structure and contractual arrangements were found to be in violation of the PRC laws and regulations, the PRC government could: • revoke the business and operating licenses of the Company’s PRC subsidiaries and the VIEs; • discontinue or restrict the operations of any related-party transactions between the Company’s PRC subsidiaries and the VIEs; • limit the Group’s business expansion in China by way of entering into contractual arrangements; • impose fines or other requirements with which the Company’s PRC subsidiaries and the VIEs may not be able to comply; • require the Company or the Company’s PRC subsidiaries or the VIEs to restructure the relevant ownership structure or operations; or • restrict or prohibit the Company’s use of the proceeds of the additional public offering to finance the Group’s business and operations in China. The Company’s ability to conduct its education business may be negatively affected if the PRC government were to carry out of any the aforementioned actions. As a result, the Company may not be able to consolidate its VIEs in its consolidated financial statements as it may lose the ability to exert effective control over the VIEs and their respective shareholders and it may lose the ability to receive economic benefits from the VIEs. The Company, however, does not believe such actions would result in the liquidation or dissolution of the Company, its PRC subsidiaries or the VIEs. Mr. Yu is the controlling shareholder of Century Friendship, which owns all of the equity interests in New Oriental China, which in turn owns all of the equity interests in Xuncheng, and Mr. Yu is also a beneficial owner of the Company. The interests of Mr. Yu as the beneficial owner of the VIEs may differ from the interests of the Company as a whole, since Mr. Yu is one of the beneficial shareholders of the Company, holding 12.46% of the total common shares outstanding as of May 31, 2020. The Company cannot assure that when conflicts of interest arise, Mr. Yu will act in the best interests of the Company or that conflicts of interests will be resolved in the Company’s favor. Currently, the Company does not have existing arrangements to address potential conflicts of interest Mr. Yu may encounter in his capacity as a beneficial owner and director of the VIEs, on the one hand, and as a beneficial owner and director of the Company, on the other hand. The Company believes Mr. Yu will not act contrary to any of the contractual arrangements and the exclusive option agreement provides the Company with a mechanism to remove Mr. Yu as a beneficial shareholder of the VIEs should he act to the detriment of the Company. The Company relies on Mr. Yu, as a director and the chairman of the Company, to fulfill his fiduciary duties and abide by laws of the PRC and Cayman Islands and act in the best interest of the Company. If the Company cannot resolve any conflicts of interest or disputes between the Company and Mr. Yu, the Company would have to rely on legal proceedings, which could result in disruption of its business, and there is substantial uncertainty as to the outcome of any such legal proceedings. In addition, the current shareholders of New Oriental China and Xuncheng are also beneficial owners of the Company and therefore, have no current interest in seeking to act contrary to the contractual arrangements. However, to further protect the investors’ interest from any risk that the shareholders of New Oriental China may act contrary to the contractual arrangements, the Company, through Beijing Pioneer, entered into an irrevocable power of attorney with Century Friendship on December 3, 2012, which replaces the powers of attorney executed by Century Friendship on April 23, 2012. Through the power of attorney, Century Friendship entrusted Beijing Pioneer as its proxy to exercise its rights as the shareholder of New Oriental China with respect to an aggregate of 100% of the equity interests in New Oriental China. The following financial statement balances and amounts of the VIEs were included in the accompanying consolidated financial statements after the elimination of intercompany balances and transactions among the offshore companies, WFOEs and the VIEs in the Group: As of May 31 2018 2019 2020 US$ US$ US$ Total current assets 2,081,374 2,179,752 2,385,315 Total non-current assets 750,316 957,650 2,463,751 Total assets 2,831,690 3,137,402 4,849,066 Total current liabilities 1,674,857 1,900,440 2,395,977 Total non-current liabilities 13,782 18,607 1,066,541 Total liabilities 1,688,639 1,919,047 3,462,518 For the years ended May 31, 2018 2019 2020 US$ US$ US$ Net revenues 2,417,203 3,056,537 3,453,555 Net income 479,190 575,614 575,210 Net cash provided by operating activities 711,591 536,631 675,015 Net cash used in investing activities (429,265 ) (450,569 ) (780,310 ) Net cash used in financing activities (96,429 ) (27,691 ) (45,188 ) The VIEs contributed an aggregate of 98.8%, 98.7% and 96.5% of the consolidated net revenues for the years ended May 31, 2018, 2019 and 2020, respectively. The Company’s operations not conducted through contractual arrangements with the VIEs primarily consist of the lease of its commercial property. As of the years ended May 31, 2018 , , There are no consolidated VIEs’ assets that are collateralized for the VIEs’ obligations and can only be used to settle the VIEs’ obligations. There are no creditors (or beneficial interest holders) of the VIEs that have recourse to the general credit of the Company or any of its consolidated subsidiaries. There are no terms in any arrangements, considering both explicit arrangements and implicit variable interests that require the Company or its subsidiaries to provide financial support to the VIEs. However, if the VIEs ever need financial support, the Company or its subsidiaries may, at its option and subject to statutory limits and restrictions, provide financial support to its VIEs through loans to the shareholders of the VIEs or entrustment loans to the VIEs. Relevant PRC laws and regulations restrict the VIEs from transferring a portion of its net assets, equivalent to the balance of its statutory reserve and its share capital, to the Company in the form of loans and advances or cash dividends. Please refer to Note 26 for disclosure of restricted net assets. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
May 31, 2020 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The consolidated financial statements of the Group have been prepared in accordance with the accounting principles generally accepted in the United States of America (“US GAAP”). Basis of consolidation The consolidated financial statements include the financial statements of the Company, its subsidiaries, its VIEs and the VIEs’ subsidiaries and schools. The Company and its WFOEs have entered into contractual arrangements with the VIEs and its shareholders, which enable the Company to (1) have power to direct activities that most significantly affect the economic performance of the VIEs, and (2) receive the economic benefits of the VIEs that could be significant to the VIEs. Accordingly, the Company is considered the primary beneficiary of the VIEs and has consolidated the VIEs’ financial results of operations, assets and liabilities in the Company’s consolidated financial statements. All inter-company transactions and balances have been eliminated upon consolidation. Use of estimates The preparation of the consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, related disclosures of contingent liabilities at the balance sheet date, and revenue and expenses in the consolidated financial statements and accompanying notes. Significant accounting estimates reflected in the Group’s consolidated financial statements include the purchase price allocation relating to business acquisitions, the valuation allowance for deferred tax assets, economic lives and impairment of property and equipment, impairment of goodwill, intangible assets, long-lived assets and long-term investments, fair value assessment of long-term investments, refund liability, discount rate for leases, Business combinations Business combinations are recorded using the acquisition method of accounting. The purchase price of the acquisition is allocated to the tangible assets, liabilities, identifiable intangible assets acquired and non-controlling interest, if any, based on their estimated fair values as of the acquisition date. The excess of the purchase price over those fair values is recorded as goodwill. Acquisition-related expenses and restructuring costs are expensed as incurred. Consideration transferred in a business combinations is measured at the fair value as of the date of acquisition. Where the consideration in an acquisition includes contingent consideration, and the payment of which depends on the achievement of certain specified conditions post- acquisition, the contingent consideration is recognized and measured at its fair value at the acquisition date and is recorded as a liability. It is subsequently carried at fair value with changes in fair value reflected in earnings. In a business combination achieved in stages, the Group remeasures the previously held equity interest in the acquiree immediately before obtaining control at its acquisition-date fair value and the remeasurement gain or loss, if any, is recognized in the consolidated statements of operations. Cash and cash equivalents Cash and cash equivalents consist of cash on hand and highly liquid investments which are unrestricted as to withdrawal or use, and which have original maturities of three months or less when purchased. Restricted cash Restricted cash represents Renminbi (“RMB”) deposit in bank accounts as deposits for establishing new subsidiaries and schools. Restricted cash is classified as either current or non-current based on when the funds will be released in accordance with the terms of the respective agreement. Term deposits Term deposits consist of deposits placed with financial institutions with original maturities of greater than three months and less than one year. Short-term investments The Group’s short-term held-to-maturity investments are classified as short-term investments on the consolidated balance sheets based on their contractual maturity dates which are less than one year and are stated at their amortized costs. The Group reviews its held-to-maturity investments for other-than-temporary impairment (“OTTI”) based on the specific identification method. The Group considers available quantitative and qualitative evidence in evaluating the potential impairment of its short-term investments. If the cost of an investment exceeds the investment’s fair value, the Group considers, among other factors, general market conditions, expected future performance of the investees, the duration and the extent to which the fair value of the investment is less than the cost, and the Group’s intent and ability to hold the investments. OTTI is recognized as a loss in the consolidated statements of operations. Allowance for doubtful accounts Accounts receivable represents amounts due from corporate customers of the Group’s various subsidiaries and schools. The Group provides allowance for doubtful accounts based on historical collection experience and a review of the current status of accounts receivable and other receivable. Accounts receivable and other receivable s Changes in the allowance for doubtful accounts were as follows: As of May 31 , 2018 2019 2020 US$ US$ US$ Beginning balance 1,180 1,399 751 Charge during the year 576 146 329 Written-off (357 ) (794 ) (374 ) Ending balance 1,399 751 706 Property and equipment, net Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are calculated on a straight line basis over the following estimated useful lives: Buildings 20-50 years Transportation equipment 10 years Furniture and education equipment 5 years Computer equipment and software 3 years Leasehold improvements Shorter of the lease term or estimated useful life Property and equipment also consist of construction in progress as the Group constructs certain of its property and equipment. Construction in progress represents the costs incurred in connection with the construction of property and equipment. Costs classified as construction in progress include all costs of obtaining the asset and bringing it to the location and in the condition necessary for its intended use. Construction in progress is transferred to specific property and equipment and depreciation of these assets commences when the assets are ready for their intended use. Land use rights, net Land use rights are recorded at cost less accumulated amortization and amortized on a straight-line basis over the remaining term of the land certificate, from 38.5 years to 50 years. Intangible assets, net Intangible assets are initially recorded at cost and amortized on a straight-line basis over the estimated economic useful lives. Intangible assets with an indefinite useful life is not amortized. The Group performs valuation of the intangible assets arising from business combination to determine the fair value to be assigned to each asset acquired. The acquired intangible assets are recognized and measured at fair value and are expensed or amortized using the straight-line approach over the estimated economic useful lives of the assets. The estimated useful lives of intangible assets are as follows: Category Estimated useful lives Trade mark 10 years License 20 years Student base 1.75 year Favorable lease 8.67 year Courseware 3 years Impairment of long-lived assets The Group reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may no longer be recoverable. When these events occur, the Group measures impairment by comparing the carrying value of the long-lived assets to the estimated undiscounted future cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flow is less than the carrying amount of the assets, the Group would recognize an impairment loss based on the fair value of the assets. The Group did not record any impairment losses on long-lived assets during the years ended May 31, 2018, 2019 and 2020. Goodwill, net Goodwill represents the excess of the purchase price over the fair value of identifiable net assets acquired in business combinations. The Group’s goodwill as of May 31, 2018, 2019 and 2020 relates to its acquisition of certain kindergartens and schools. In accordance with Accounting Standard Codification 350, Goodwill and Other Intangible Assets, the recorded goodwill amounts are not amortized, but rather are tested for impairment annually or more frequently if there are indicators of impairment present. Goodwill is tested for impairment at the reporting unit level on an annual basis (May 31 for the Group) and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. These events or circumstances could include a significant change in the stock prices, business climate, legal factors, operating performance indicators, competition, or sale or disposition of a significant portion of a reporting unit. On June 1, 2019, the Group early adopted Accounting Standards Update (“ASU”) 2017-04, Intangibles-Goodwill and Other (Topic 350) for the annual goodwill impairment test performed in the The Group recorded nil, US$5,245 and nil impairment losses during the years ended May 31, 2018, 2019 and 2020, respectively. Long-term investments, net The Group’s long-term investments include equity securities without readily determinable fair values, equity securities with readily determinable fair values, equity method investments and available-for-sale investments. (a) Equity securities On June 1, 2018, the Group adopted ASU 2016-01 Financial Instruments-Overall: Recognition and Measurement of Financial Assets and Financial Liabilities and 2018-03 Technical Corrections and Improvements to Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. The Group adopted this ASU using a modified retrospective method and reclassified unrealized losses of US$97,929, net of tax on investment securities which were previously accounted for as available-for-sales investments, from accumulated other comprehensive loss to the opening balance of retained earnings. The adjustment related to the fair value measurement of equity securities which were previously classified as available-for-sales investments. • Equity securities with readily determinable fair values Prior to the adoption of ASU 2016-01, equity securities that have readily determinable fair values and were not accounted for using the equity method or those that result in consolidation of the investee were classified as available-for-sale investments, and were carried at the fair value with unrealized gains and losses recorded in accumulated other comprehensive income/ (loss) as a component of shareholders’ equity. Upon the adoption of ASU 2016-01, the Company carries these equity securities at the fair value and any changes in the fair value are recognized in the consolidated statements of operations. • Equity securities without readily determinable fair values Starting on June 1, 2018, with the adoption of ASU 2016-01, the Group elected a practicability exception to the fair value measurement for the equity securities without readily determinable fair values, under which these investments are measured at cost, less impairment, plus or minus observable price changes of an identical or similar investment of the same issuer with the fair value change recorded in the consolidated statements of operations. The Group reviews its equity securities without readily determinable fair value for impairment at each reporting period. If a qualitative assessment indicates that the investment is impaired, the Group estimates the investment’s fair value in accordance with the principles of ASC Topic 820, Fair Value Measurements and Disclosures (“ASC 820”). If the fair value is less than the investment’s carrying value, the Group recognizes an impairment loss equal to the difference between the carrying value and the fair value in the consolidated statements of operations. (b) Equity method investments Investee companies over which the Group has the ability to exercise significant influence, but does not have a controlling interest through investment in common shares or in-substance common shares, are accounted for using the equity method. Significant influence is generally considered to exist when the Group has an ownership interest in the voting stock of the investee between 20% and 50%, and other factors, such as representation on the investee’s board of directors, voting rights and the impact of commercial arrangements, are also considered in determining whether the equity method of accounting is appropriate. For certain investments in limited partnerships, where the Group holds less than a 20% equity or voting interest, the Group may also have significant influence. Under the equity method, the Group initially records its investment at cost and subsequently recognizes the Group’s proportionate share of each equity investee’s net income or loss after the date of investment into the consolidated statements of operations and accordingly adjusts the carrying amount of the investment. The Group reviews its equity method investments for impairment whenever an event or circumstance indicates that an other-than- temporary impairment has occurred. The Group considers available quantitative and qualitative evidence in evaluating potential impairment of its equity method investments. An impairment charge is recorded when the carrying amount of the investment exceeds its fair value and this condition is determined to be other-than-temporary. (c) Available-for-sale investments For investments in investees’ shares which are determined to be debt securities, the Group accounts for them as available-for-sale investments when they are not classified as either trading or held-to-maturity investments. Available-for-sale investments are reported at the fair value, with unrealized gains and losses recorded in accumulated other comprehensive income/ (loss) as a component of shareholders’ equity. Realized gains and losses and provision for decline in value determined to be other than temporary, if any, are recognized in the consolidated statements of operations. The Group reviews its investments for OTTI based on the specific identification method. The Group considers available quantitative and qualitative evidence in evaluating potential impairment of its investments. If the cost of an investment exceeds the investment’s fair value, the Group considers, among other factors, general market conditions, government economic plans, the duration and the extent to which the fair value of the investment is less than the cost, the Group’s intent and ability to hold the investment, and the financial condition and near term prospects of the investees. Long-term loan Long-term loan is recognized at carrying amount. Interest expense is accrued over the estimated term of the facilities and recorded in the consolidated statements of operations. Non-controlling interests and redeemable non-controlling interests The Group’s consolidated financial statements include entities in which the Company has a controlling financial interest. Earnings or losses attributable to non-controlling interest shareholders of the consolidated affiliated companies are classified separately as “non-controlling interests” in the Company’s consolidated statements of operations. Non-controlling interests in subsidiaries that are redeemable outside of the Company’s control for cash or other assets are classified outside of permanent equity. If the redemption event is probable to occur, the Company adjusts the redeemable non-controlling interests to the redemption value on each balance sheet date with the changes recognized as an adjustment to retained earnings, or in the absence of retained earnings, as an adjustment to additional paid-in capital. Value added tax (“VAT”) Pursuant to the PRC tax laws, in case of any product sales, generally the VAT rate is 3% of the gross sales for small scale VAT payer and 16% (or 13% starting April 1, 2019) of the gross sales for general VAT payer. Most of the subsidiaries of the Company are considered as general VAT payers for the sales of guidance materials and the intercompany sales of self-developed software. For general VAT payer, VAT on sales is calculated at 16% (or 13% starting April 1, 2019) on revenue s The new enrollment system development services and other operating services, which were previously subject to business taxes, are now subject to VAT at the rate of 6% of revenues. The non-academic educational programs and services in short-term training schools may choose the applicable simple VAT collection method and apply for a 3% VAT rate. The intercompany sales of self-developed software are subject to VAT at the rate of % and the part in excess of the rate of % the Group can apply for refund upon collection by relevant tax authorities. The intercompany services related to self-developed software are subject to VAT at the rate of %. The sales of books are subject to VAT at the rate of % since July 1, 2017, decreased to % since May 1, 2018 and further decreased to % since April 1, 2019. Since January 2020, in accordance with Cai Shui [2020] No.8, due to the Novel coronavirus (“COVID-19”) pandemic, the VAT on certain services was temporarily exempted for the calendar year 2020. Revenue recognition On June 1, 2018, the Group adopted ASC Topic 606 Revenue from Contracts with Customers (“Topic 606”), applying the modified retrospective method to all contracts that were not completed as of June 1, 2018. Results for the years ended May 31, 2019 and 2020 are presented under Topic 606, while revenues for the year ended May 31, 2018 are not adjusted and continue to be reported under ASC Topic 605, Revenue Recognition. Revenue is recognized when control of promised goods or services is transferred to the Group’s customers in an amount of consideration to which the Group expects to be entitled to in exchange for those goods or services. The Group follows the five steps approach for revenue recognition under Topic 606: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract, and (v) recognize revenue when (or as) the Group satisfies a performance obligation. The Group generates substantially all of its revenues through educational programs and services with individual students in the PRC. In addition, the Group generates revenues from other services and the sales of books, which were insignificant for the years ended May 31, 2019 and 2020. The following table presents the Group’s revenues disaggregated by revenue sources. s are The primary sources of the Group’s revenues are as follows: (a) Educational programs and services The educational programs and services consist of K-12 AST, test preparation and other courses, pre-school education, primary and secondary school education and online education. Each contract of educational programs and services is accounted for as a single performance obligation which is satisfied proportionately over the service period. Tuition fee is generally collected in advance and is initially recorded as deferred revenue. Refunds are provided to students if they decide within the trial period that they no longer want to take the course. After the trial period, if a student withdraws from a class, usually only those unearned portion of the fee is available to be returned. Historically, the Group has not had material refunds. The Group recognizes revenue from the educational programs and services proportionately when the services are delivered. US$3,040,741 of revenue s - (b) Books and other services Other service revenues are primarily derived from consulting services to students regarding overseas studies and study tours. Revenues are recognized when promised services are delivered to the Group’s customers in an amount of consideration to which the Group expects to be entitled to in exchange for those services. Each contract includes certain milestones and each of the milestones is considered a single performance obligation which is satisfied at the point of time when each of the milestone is reached. Upon the adoption of Topic 606, the Group estimates the variable consideration to be earned and recognizes revenues related to each milestone when the related milestone is achieved. Under the legacy revenue recognition standard, such revenues were deferred and recognized when student admission was reasonably assured. The Group sells books or other educational materials developed or licensed by the Group either through its own distribution channels or through third party distributors. Revenues are recognized when control of the promised goods is transferred to the customer, in an amount that reflects the consideration the Group expects to be entitled to in exchange for the goods. All revenue s ere The Group’s contract assets consist of accounts receivable. The balance of contract assets amounted to US$3,137, US$3,300 and US$4,178 as of May 31 , May 3 1 , 2018 , s year. The difference between the opening and closing balances of the Group’s contract liabilities primarily results from the timing difference between the Group’s satisfaction of performance obligation and the customer’s payment. Refund liability mainly related to the estimated refunds that are expected to be provided to students if they decide they no longer want to take the course s As of May 3 1 , 2018 , Operating leases Before June 1, 2019, the Group adopted ASC Topic 840 (“ASC 840”), Leases On June 1, 2019, the Group adopted the New Leasing Standard (“ASC 842”), using the modified retrospective transition method resulting in the recording of operating lease right-of-use (ROU) assets of US and operating lease liabilities of US upon adoption. Prior period amounts have not been adjusted and continue to be reported in accordance with the previous accounting guidance. The adoption of the new guidance did not have a material effect on the consolidated statements of operations. As of May 31, 2020, the Group recognized operating lease ROU assets of US and total lease liabilities US , including current portion at the amount of US . The Group determines if an arrangement is a lease or contains a lease at lease inception. Operating leases are required to be recorded in the balance sheets as ROU and lease liabilities, initially measured at the present value of the lease payments. The Group has elected the package of practical expedients, which allows the Group not to reassess (1) whether any expired or existing contracts as of the adoption date are or contain a lease, (2) lease classification for any expired or existing leases as of the adoption date and (3) initial direct costs for any expired or existing leases as of the adoption date. The Group accounts for the lease and non-lease components separately. Lastly, the Company also has elected to utilize the short-term lease recognition exemption and, for those leases that qualified, the Group did not recognize operating lease ROU assets or operating lease liabilities. As the rate implicit in the lease is not readily determinable, the Group estimates its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The incremental borrowing rate is estimated in a portfolio approach to approximate the interest rate on a collateralized basis with similar terms and payments in a similar economic environment. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Group will exercise that option. Lease expenses are recorded on a straight-line basis over the lease term. Advertising costs The Group expenses advertising costs as they incurred. Total advertising expenses were US$55,936, US$72,386 and US$105,538 for the years ended May 31, 2018, 2019 and 2020, respectively, and have been included as part of selling and marketing expenses. Government subsidies The Group recognizes government subsidies as miscellaneous income when they are received because they are not subject to any past or future conditions, there are no performance conditions or conditions of use, and they are not subject to future return. Government subsidies received and recognized as miscellaneous income totaled US$2,945, US$3,684 and US$43,476, for the years ended May 31, 2018, 2019 and 2020, respectively. The government subsidies income recognized for the year ended May 31, 2020 were mainly from the VAT exemption due to the COVID-19. Foreign currency translation The Company’s functional and reporting currency is the United States dollars (“U.S. dollars”). The financial records of the Company’s subsidiaries, the VIEs, the VIEs’ subsidiaries and schools located in the PRC are maintained in Renminbi (“RMB”), which is the functional currency of these entities. The financial records of the Company’s subsidiaries located in Hong Kong are maintained in U.S. dollars, which is the functional currency of these entities. The financial records of the Company’s subsidiaries located in United Kingdom are maintained in their local currency, the Great Britain Pound (“GBP”), which is the functional currency of these entities. The financial records of the Company’s subsidiary located in Australia are maintained in its local currency, the Australian Dollar (“AUD”), which is the functional currency of the entity. All financial records of the other entities are maintained in U.S. dollars, which is the functional currency of those entities. Monetary assets and liabilities denominated in currencies other than the applicable functional currencies are translated into the functional currencies at the prevailing rates of exchange at the balance sheet date. Nonmonetary assets and liabilities are remeasured into the applicable functional currencies at historical exchange rates. Transactions in currencies other than the applicable functional currencies during the year are converted into the functional currencies at the applicable rates of exchange prevailing at the transaction dates. Transaction gains and losses are recognized in the consolidated statements of operations. For translating to the functional currency of the Company, assets and liabilities are translated into the reporting currency at the rates of exchange ruling at the balance sheet date. Equity accounts are translated at historical exchange rates. Revenues, expenses, gain and loss are translated using the average rate of exchange in effect during the reporting period. Translation adjustments are reported and shown as a separate component of other comprehensive income in the consolidated statements of changes in equity and the consolidated statements of comprehensive income. Foreign currency risk RMB is not a freely convertible currency. The State Administration for Foreign Exchange, under the authority of the People’s Bank of China, controls the conversion of RMB into other currencies. The value of RMB is subject to changes in central government policies and to international economic and political developments affecting supply and demand in the China Foreign Exchange Trading System market. The Group’s cash and cash equivalents, restricted cash, and term deposits denominated in RMB amounted to US$989,070 , , Fair value Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Group considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when valuing the asset or liability. Authoritative literature provides a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The level in the hierarchy within which the fair value measurement in its entirety falls is based upon the lowest level of input that is significant to the fair value measurement as follows: Level 1 Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. Fair value of financial instruments The Group’s financial instruments consist primarily of cash and cash equivalents, restricted cash, term deposit, short-term investments, accounts receivable, amounts due from/to related parties, available-for-sale investments, equity security with/without readily determinable fair values, accounts payable, contingent consideration in acquisitions, l ong-term loan income tax payable. The Group carries its available-for-sale investments and equity securities with readily determinable fair values at fair value and carries equity securities without readily determinable fair values at cost, less impairment, plus or minus observable price changes in a similar transaction. The Group carries its contingent consideration in acquisitions at fair value which is determined based on the best estimation from the managements. The carrying amounts of the long-term loan approximate fair value as its interest rates are at the same level of current market yield for comparable debts. The carrying amounts of other financial instruments approximate their fair values due to the short-term maturities of these instruments. Net income per share Basic net income per share is computed by dividing net income attributable to the holders of common shares by the weighted average number of common shares outstanding during the year. Diluted net income per share reflects the potential dilution that could occur if securities or other contracts to issue common shares were exercised into common shares. Common share equivalents are excluded from the computation of the diluted net income per share in years when their effect would be anti-dilutive. The Group has share options and NES which could potentially dilute basic earnings per share in the future. To calculate the number of shares for diluted net income per share, the effect of the share options and NES is computed using the treasury stock method. The effect of mezzanine equity is computed using the if-converted method. Income taxes The Group accounts for income taxes using the asset and liability approach. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax basis of assets and liabilities, net of operating loss carry forwards and credits, by applying enacted tax rates that will be in effect for the period in which the differences are expected to reverse. The effect on deferred taxes of a change in tax rates is recognized in the consolidated statements of operations in the period of change. Deferred tax assets are reduced by a valuation allowance when it is considered more likely than not that some portion or all of the deferred tax assets will not be realized. The Group accounts for uncertain tax positions by reporting a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. Tax benefits are recognized from uncertain tax positions when the Group believes that it is more likely than not that the tax position will be sustained on examination by the tax authorities based on the technical merits of the position. The Group recognizes int |
Business Acquisitions
Business Acquisitions | 12 Months Ended |
May 31, 2020 | |
Business Combinations [Abstract] | |
Business Acquisitions | 3. BUSINESS ACQUISITIONS Business acquisition in fiscal year 2018: Acquisition of Hangzhou Shengshen Technology Co., Ltd (“Hangzhou Shengshen”) In October 2017 , US$ Amortization Cash 3,571 Other current assets 704 Property and equipment 1,148 1-5 years Intangible assets Trademark 1,713 5 years Student base 2,164 3 years Goodwill 9,809 Deferred revenue (5,566 ) Other current liabilities (1,562 ) Deferred tax liabilities (969 ) Total 11,012 Other acquisitions During the year ended May 31, 2018, the Group also made several other business acquisitions, which were insignificant. The total cash consideration of these other US$5,902, 2018, The following summarized unaudited pro forma results of operations for the years ended May 31, 2017 and 2018 assuming that these acquisitions during the year ended May 31, 2018 occurred as of June 1, 2016. These pro forma results have been prepared for comparative purposes only and do not purport to be indicative of the results of operations which actually would have resulted had the acquisitions occurred as of June 1, 2016, nor is it indicative of future operating results. For the years ended May 31, 2017 2018 (unaudited) US$ (unaudited) US$ Pro forma net revenues 1,815,660 2,451,735 Pro forma net income attributable to New Oriental Education and Technology Group Inc. 275,685 296,697 Pro forma net income per share – basic 1.75 1.88 Pro forma net income per share – diluted 1.75 1.87 Business acquisition in fiscal year 2019: Acquisition of Suzhou Hongyi Education Investment Co., Ltd. (“Suzhou Hongyi”) In September 2018, the Group acquired 100% equity interests in Suzhou Hongyi, a company engaging in pre-school education, for a total consideration of US$42,608. The total consideration is contingent based on its financial performance in the transition period and capped to US$42,608. During the years ended May 31, 2019, the Group paid US$27,458 and recorded a contingent consideration payable of US$15,150. The contingent consideration payable was recorded at fair value and was subsequently remeasured to fair value at each reporting period thereafter until it was settled by the Group in January 2020. The acquisition was recorded using the acquisition method of accounting, accordingly, the acquired assets and liabilities were recorded at their fair value on the date of acquisition. The purchase price allocation was determined by the Group with the assistance of an independent appraiser. US$ Amortization Cash 1,321 Other current assets 2,020 Property and equipment 402 1-5 years Intangible assets Trademark 1,845 5 years Student base 4,656 3 years Goodwill 37,860 Other current liabilities (3,871 ) Deferred tax liabilities (1,625 ) Total 42,608 Asia Pacific Montessori Education Co., Ltd. (“Asia Pacific”) In November and US$1,071 s and 2020, respectiv ely The acquisition of 65% equity interest was accounted for as a step acquisition whereby the Group remeasured the fair value of its previously held equity interest in Asia Pacific. The fair value of the previous equity interest held by the Group was measured at fair value using a discounted cash flow method and taking into account certain factors including the projection of discounted future cash flow and an appropriate discount rate. The fair value remeasurement of the 35% equity interest in Asia Pacific resulted in a loss of US$4,298. After this transaction, the Group held 100% equity interests of Asia Pacific. The acquisition was recorded using the acquisition method of accounting, accordingly, the acquired assets and liabilities were recorded at their fair value on the date of acquisition. The purchase price allocation was determined by the Group with the assistance of an independent appraiser. The purchase price was allocated on the date of acquisition as follows: US$ Amortization Cash 1,269 Other current assets 695 Property and equipment 251 1-5 years Intangible assets Trademark 2,085 5 years Student base 1,064 3 years Goodwill 17,043 Other non-current assets 2,086 Other current liabilities (4,189 ) Deferred tax liabilities (787 ) Fair value of the 35% equity interest s p reviously held (6,917 ) Total 12,600 Other acquisitions During the year ended May 31, 2019, the Group also made several other business acquisitions. The cash consideration of these other b s , The following summarized unaudited pro forma results of operations for the years ended May 31, 2018 and 2019 assuming that these acquisitions during the year ended May 31, 2019 occurred as of June 1, 2017. These pro forma results have been prepared for comparative purposes only and do not purport to be indicative of the results of operations which actually would have resulted had the acquisitions occurred as of June 1, 2017, nor is it indicative of future operating results. For the years ended May 31, 2018 2019 (unaudited) US$ (unaudited) Pro forma net revenues 2,451,735 3,100,364 Pro forma net income attributable to New Oriental Education and Technology Group Inc. 296,697 238,794 Pro forma net income per share – basic 1.88 1.51 Pro forma net income per share – diluted 1.87 1.50 Business acquisition in fiscal year 2020: During the year ended May 31, 2020, the Group made business acqui sition for a total consideration of US$1,153. The Group paid is The intangible assets and goodwill acquired from the acquisition was . The purchase price allocation was determined by the Group with the assistance of an independent appraiser. Pro forma financial information is not presented for the business acquisition in fiscal year 2020 as it is immaterial to the reported results. The revenue and net loss attributable to this acquisition included in the Company’s consolidated statements of operations since the acquisition date were US$829 and US$1,115, respectively. |
Short-Term Investments
Short-Term Investments | 12 Months Ended |
May 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Short-Term Investments | 4. SHORT-TERM INVESTMENTS Short-term investments consisted of the following: As of May 31, 2018 2019 2020 US$ US$ US$ Held-to-maturity investments 1,623,763 1,668,689 2,318,280 Short-term investments ma i The Group estimated that their fair value approximate their amortized costs. No OTTI loss was recognized for the years ended May 31, 2018, 2019 and 2020, respectively. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets, Net | 12 Months Ended |
May 31, 2020 | |
Text Block [Abstract] | |
Prepaid Expenses and Other Current Assets, Net | 5. PREPAID EXPENSES AND OTHER CURRENT ASSETS, NET Prepaid expenses and other current assets, net, consisted of the following: As of May 31, 2018 2019 2020 US$ US$ US$ Advances to suppliers 43,913 45,665 49,547 Prepaid rents (a) 56,531 52,794 39,706 Interest receivables 23,647 23,856 33,488 Staff advances (b) 9,544 14,811 24,712 Receivable from third parties’ platforms 5,967 9,831 10,593 Rental deposits 10,953 9,539 10,326 Prepaid advertising fees 6,917 4,564 7,607 VAT recoverable 3,493 2,297 5,562 Deposits of advertising and decoration 3,342 3,020 2,594 Prepaid property taxes and other taxes 212 455 779 Others ( c 18,490 33,093 14,639 183,009 199,925 199,553 Less: allowance for other receivables (914 ) (248 ) (149 ) 182,095 199,677 199,404 (a) Prepaid rents represent the prepayment of rent related to leases less than 12 months. (b) Staff advances were provided to staff for travelling and business related use and are expensed as incurred. (c) Others primarily included prepaid maintenance fees, other receivables and other miscellaneous prepayments. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
May 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | 6. PROPERTY AND EQUIPMENT, NET Property and equipment, net, consisted of the following: As of May 31, 2018 2019 2020 US$ US$ US$ Buildings 156,324 142,047 178,782 Transportation equipment 9,936 9,565 9,172 Furniture and education equipment 128,670 153,674 195,262 Computer equipment and software 65,227 70,995 95,385 Leasehold improvements 349,953 451,105 579,231 Construction in progress 30,921 36,376 44,856 741,031 863,762 1,102,688 Less: accumulated depreciation (275,940 ) (342,106 ) (453,218 ) Exchange differences (15,499 ) 10,359 22,985 449,592 532,015 672,455 Depreciation expenses for the years ended May 31, 2018, 2019 and 2020 were US$77,081, US$110,042 and US$146,310, respectively. |
Land Use Rights, Net
Land Use Rights, Net | 12 Months Ended |
May 31, 2020 | |
Text Block [Abstract] | |
Land Use Rights, Net | 7. LAND USE RIGHTS, NET Land use rights, net, consisted of the following: As of May 31, 2018 2019 2020 US$ US$ US$ Land use rights 5,315 7,955 7,696 Less: accumulated amortization (1,417 ) (1,680 ) (1,842 ) Exchange differences (113 ) 130 183 Land use rights, net 3,785 6,405 6,037 Amortization expenses for land use rights for the years ended May 31, 2018, 2019 and 2020 were US$110, US$263 and US$162, respectively. The Group expects to recognize amortization expense in aggregat e US$810 in coming |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
May 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, Net | 8. INTANGIBLE ASSETS, NET Intangible assets, net, consisted of the following: As of May 31, 2018 2019 2020 US$ US$ US$ Intangible assets with indefinite lives: Trademark 256 238 229 Intangible assets with finite lives: Trademark 5,575 9,109 9,170 Courseware 129 120 116 Student base 7,014 12,223 12,719 Favorable lease 732 679 657 License 415 415 415 14,121 22,784 23,306 Less: accumulated amortization (5,272 ) (8,985 ) (13,515 ) Exchange differences (305 ) 136 455 8,544 13,935 10,246 Amortization expenses for the intangible assets for the years ended May 31, 2018, 2019 and 2020, were US$1,839, US$3,699 and US$4,530, respectively. As of May 31, 2020, the Group expects to recognize o f |
Goodwill, Net
Goodwill, Net | 12 Months Ended |
May 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill, Net | 9. GOODWILL, NET Goodwill, net, consisted of the following: As of May 31, 2018 2019 2020 US$ US$ US$ Beginning balance 15,765 33,411 86,541 Acquisition 16,192 55,632 2,815 Exchange differences 1,454 (2,502 ) (2,063 ) Ending balance 33,411 86,541 87,293 Accumulated impairment (1,682 ) (6,927 ) (6,927 ) Goodwill, net 31,729 79,614 80,366 The Group recorded nil, US$5,245 and nil impairment losses on goodwill for the years ended May 31, 2018, 2019 and 2020, respectively. The Group performed its annual goodwill impairment testing at the end of each reporting period or more frequently if events or changes in circumstances indicate that it might be impaired. |
Long-Term Investments, Net
Long-Term Investments, Net | 12 Months Ended |
May 31, 2020 | |
Schedule of Investments [Abstract] | |
Long-Term Investments | 10. LONG-TERM INVESTMENTS, NET Long-term investments, net, consisted of the following: As of May 31, 2018 2019 2020 US$ US$ US$ Equity securities with readily determinable fair value: Sunlands Online Education Group (“Sunlands”) (a) 134,423 37,802 21,440 Beijing Shengtong Printing Co., Ltd (“Shengtong”) (b) 9,261 6,839 4,066 Tarena International, Inc. (“Tarena”) (c) 9,610 3,200 2,190 Equity securities without readily determinable fair value: Tibet Tianli Education and Technology Co., Ltd (“Tibet Tianli”) (d) — 4,346 10,512 EEO Education Technology Co., Ltd. (“EEO”) (e) 9,767 9,069 8,774 Other investments (f) 28,740 30,663 30,797 Equity method investments: New Oriental Education and Culture Industry Fund (Zhangjiagang) Partnership (Limited Partnership) (“Education Industry Fund”) (g) — 67,834 67,057 VM EDU Fund I, L.P.(h) — — 56,734 Other investments (i) 9,131 20,191 27,716 Available-for-sale investments: Shanghai Golden Education & Training Co., Ltd. (“Golden Finance”) (j) 86,937 61,963 59,947 Tianjin Uhozz Internet Technology Co., Ltd (“Uhozz”) (k) 12,826 16,350 16,350 Shanghai ALO7 Technology Co., Ltd. (“Alo7.com”) (l) 14,395 14,289 14,289 Lele Global Limited (“Lele”) (m) 9,157 11,251 11,680 Other available-for-sale investments (n) 109,086 120,907 99,549 433,333 404,704 431,101 (a) In January 2016, the Group invested US$12,310 in Sunlands, a company engaged in online education specific to vocational qualification training, for subscribing the convertible bonds. In July 2016, the Group converted all of the convertible bonds into redeemable preferred shares of Sunlands for a 4.9% equity interests. Additionally, the Group also invested an additional US$12,205 redeemable preferred shares for another 4.9% equity interest s On March 23, 2018, Sunlands was listed in the New York Stock Exchange Market. All of the preferred shares were converted to 529,426 Class A ordinary shares immediately upon the completion of the listing. Subsequent to the listing, the Group invested an additional US$10,000 and obtained 34,783 Class A ordinary shares in April 2018 and held 8% aggregate equity interests in Sunlands. Unrealized gains of US$101,779 was reported in other comprehensive income for the year ended May 31, 2018. Upon the adoption of ASU 2016-01, the investment was reclassified from available-for-sale investment to equity security with readily determinable fair value on June 1, 2018, and losses of US$ 96,621 and US$ 16,362 for years a 2020 , respect ively, (b) In April 2015, the Group acquired 18% equity interest s losses and US$1,079 were years and 2020 , respectively (c) In March 2014, the Group invested US$13,500 in Tarena, a NASDAQ listed company that provides IT professional education services in China, for 3% equity interests. In July 2017, the Group sold 1% equity interest in Tarena to third parties and the realized gain of US$4,545 was recognized in investment income for the year ended May 31, 2018. Unrealized loss of US$7,040 was reported in other comprehensive income for the year ended May 31, 2018. Upon the adoption of ASU 2016-01, the investment was reclassified from available-for-sale investment to equity security with readily determinable fair value on June 1, 2019, losses were years , respecti vely (d) In December 2018, the Group invested 5% equity interests in Tibet Tianli , a company engaged in the developing educational products. In April 2020, the Group further subscribed 5% equity interests. The Group accounted for the investment as equity securities without readily determinable fair values as Tibet Tian l i G s of the total equity interests in Tibet Tianli after the dilution. For the years ended May 31, 2018, 2019 and 2020, no impairment loss was recorded from this investment. (e) In April 2017, the Group acquired 10% equity interest s , (f) The Group holds several insignificant investments in third-party private companies and has no ability to exercise significant influence over the investees, which were accounted for using the cost method prior to the adoption of ASU 2016-01. After the adoption of ASU 2016-01, the Group accounted for these equity investments using the measurement alternative when cost (g) In July 2018, Education Industry Fund was established with the total committed capital of US$224,000 . There are two general partners in the fund, which include invested and an unrelated third party as of May 31, 2020 (h) In June 2019, VM EDU Fund I, LP, a market-driven investment entity, was established with total committed capital of US$100,000. The Group participates in VM EDU Fund I, LP as a limited partner and invested US$56,149 in VM EDU Fund I, LP. The Group accounts for the investment under the equity method in accordance with ASC 323 because the Group is a limited partner and does not have control over VM EDU Fund I, LP. (i) The Group holds from Th e m in the business of p roviding s (j) In April 2015, the Group invested 9.75% equity interests in Golden Finance, a company engaged in training programs business associated with finance and business management. In November 2015, the Group further subscribed 9.75% equity interests. During the year ended May 31, 2019, the Group disposed of 7.2% equity interests in Golden Finance with total consideration of US$33,156, and the remaining shares were diluted to 12.3%. Gain of US$23,096 was recognized as realized gain from long-term investments in the consolidated statements of operations for the year ended May 31, 2019. The Group accounts for the investment as available-for-sale investments since the investee’s preferred shares held are redeemable and determined to be debt securities and measured at fair value. (k) In May 2015, the Group invested in Uhozz, a company providing oversea rental agency services, for 10% equity interests with redemption and liquidation preference s redeemabl e and (l) In March 2012, the Group acquired a convertible promissory note from Alo7.com for US$1,000 In US$1,000 (m) In September 2015, the Group invested in Lele, a company providing online learning and tutoring services for students from kindergarten through 12 th an in ie s (n) Other available-for-sale investments s The Group recognized impairment losses from long-term investments amounting to US$980, US$5,919 and US$31,750 The Group recorded unrealized gain of US$129,545, US$19,483 and unrealized loss of US$748 from available for sale investments for the years ended May 31, 2018, 2019 and 2020, respectively. |
Fair Value Measurement
Fair Value Measurement | 12 Months Ended |
May 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | 11. FAIR VALUE MEASUREMENT Assets and liabilities measured at fair value on a recurring basis The Group measures available-for-sale investments, equity securities with readily determinable fair value and contingent consideration payable at fair value on a recurring basis. The available-for-sale investments recorded in long-term investments include redeemable preferred shares, convertible note and As of May 31, 2018, As of May 31, 2018 Quoted Prices in Significant Other Significant Active Market for Observable Unobservable Identical Assets Inputs Inputs Description Level 1 Level 2 Level 3 Total US$ US$ US$ US$ Long-term investments: Available-for-sale investments 153,294 98,504 133,897 385,695 As of May 31, 2019 Quoted Prices in Significant Other Significant Active Market for Observable Unobservable Identical Assets Inputs Inputs Description Level 1 Level 2 Level 3 Total US$ US$ US$ US$ Long-term investments: Equity securities with readily determinable fair values 47,841 — — 47,841 Available-for-sale investments — 78,879 145,881 224,760 Contingent consideration payable (Note 3) — — 15,150 15,150 Total 47,841 78,879 161,031 287,751 As of May 31, 2020 Quoted Prices in Significant Other Significant Active Market for Observable Unobservable Identical Assets Inputs Inputs Description Level 1 Level 2 Level 3 Total US$ US$ US$ US$ Long-term investments: Equity securities with readily determinable fair values 27,696 — — 27,696 Available-for-sale investments — 41,889 159,926 201,815 Total 27,696 41,889 159,926 229,511 The Company measured the fair value of its investments in common shares using the market approach based on the quoted stock price of its investees in the active market and has classified it as level 1 measurement. The Company measured the fair value of its investment in convertible note and Assets Management Plan based on the respective principal and expected returns and has classified those as level 2 measurement. For redeemable preferred shares that do not have a quoted market rate, the Company measured their fair value based on recent transactions or based on the market approach or income approach when no recent transactions are available. Recent transactions include the purchase price agreed by an independent third party for a similar investment The balance of contingent consideration payable as of May 31, 2019 is related to the acquisition of Suzhou Hongyi and the Company measured the fair value of its contingent consideration payable based on its best estimation on the financial performance of Suzhou Hongyi in the transition period as agreed in the acquisition agreement. As of May 31, 2020 , C with no gain or loss recogn ized The Group did not have any transfers between level 1 and level 2 fair value measurements during the periods presented. During the year ended May 31, 2018, the Group transferred one redeemable preferred share from level 3 to level 1 for a total of US$32,644. During the year s and 2020, the Group did not have such transaction. During the year ended May 31, 2020, the Group transferred two investment s The following table provides additional information about the reconciliation of the fair value measurements of assets and liabilities Level 3 investments US$ Balance as of June 1 123,029 Transfer to level 1 fair value measurements (32,644 ) Unrealized gain 43,512 Balance as of May 31, 2018 133,897 Initial recognition 45,989 Unrealized loss (18,855 ) Balance as of May 31, 2019 161,031 Initial recognition 10,000 Transfer from level 2 11,534 Transfer to level 2 (5,713 ) Unrealized loss (16,926 ) Balance as of May 31, 2020 159,926 Assets and liabilities measured at fair value on a nonrecurring basis Goodwill and acquired intangible assets are measured at fair value on a non-recurring basis when an impairment is recognize d The Group measures goodwill at fair value annually or whenever events or changes in circumstances indicate that the carrying amount of a reporting unit exceeds its fair value. The fair value of goodwill is determined using discounted cash flows, and an impairment loss is recognized for any excess in the carrying value of goodwill over the implied fair value of goodwill. Refer to Note 9 for the goodwill impairment loss recognized for the years ended May 31, 2018, 2019 and 2020. The Group measures acquired intangible assets using the income approach—discounted cash flow method, when events or changes in circumstances indicate that the carrying amount of an asset may no longer be recoverable. The Group did not recognize any impairment loss related to intangible assets acquired for the years ended May 31, 2018, 2019 and 2020 . The Group measures long-term investments (excluding the equity securities with readily determinable fair values and available-for-sale investments) at fair value on a nonrecurring basis only if an impairment or observable price adjustment is recognized in the current period. Refer to Note 10 For equity securities without readily determinable fair values, the fair value was determined using directly or indirectly observable inputs in the market place (Level 2 inputs). Whenever events or changes in circumstances indicate that the carrying value may no longer be recoverable, the fair value of aforementioned long - |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
May 31, 2020 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | 12. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities consisted of the following: As of May 31, 2018 2019 2020 US$ US$ US$ Accrued payroll 212,677 285,329 331,172 Refund liability (a) — 76,221 94,006 Payable for purchase of property and equipment 45,590 44,445 65,335 Accrued advertising fees 8,548 11,934 20,231 Refundable fees received from students ( b 11,541 15,783 15,955 Refundable deposits ( c 7,290 11,074 14,819 Rent payable 18,210 23,643 13,857 Welfare payable 9,187 12,897 12,612 Amounts reimbursable to employees ( d 16,157 19,366 12,674 Royalty fees payable (e) 4,410 7,724 6,696 Accrued professional service fees 1,134 1,943 6,199 Payable for investments and acquisitions 5,420 21,962 3,917 VAT payable 12,125 13,321 2,881 Other taxes payable 2,945 2,715 1,785 Others (f) 18,303 28,164 32,480 Total 373,537 576,521 634,619 (a) The refund liability is recognized for variable amount of the considerations received from clients and recorded as refund liability in accordance with Topic 606 as described in Note 2. (b) Refundable fees received from students represent (1) the miscellaneous expenses other than tuition fees received from students which will be paid out on their behalf; and (2) tuition fees refundable to students for classes withdrawn. (c) Refundable deposits represent student deposits for dormitory or other fees that will be refunded upon graduation and student security deposits refunded upon completion of the study tour. (d) Amounts reimbursable to employees include travelling and the business related expenses. (e) Royalty fees payable relate to payments to content providers for on-line learning programs and those to counterparties for copyrights and resource sharing. (f) Others primarily include transportation expenses, utility fees, property management fees and other miscellaneous expenses payable. |
Lease
Lease | 12 Months Ended |
May 31, 2020 | |
Lessee Disclosure [Abstract] | |
Lease | 13. Lease The Group has operating leases for learning centers, service centers and office spaces. Certain leases include renewal options and/or termination options, which are factored into the Group’s determination of lease payments when appropriate. Operating lease cost for the year ended May 31, 2020 was $392,168, which excluded cost of short-term contracts. Short-term lease cost for the year ended May 31, 2020 was $9,028. As of May 31, 2020, the weighted average remaining lease term was 4.7 years and the weighted average discount rate was 4.2% for the Group’s operating leases. Supplemental cash flow information related to the operating leases is as follows: For the year US$ Cash payments for the operating leases 371,734 ROU assets obtained in exchange for the new operating lease liabilities 639,545 A summary of maturity analysis of the annual undiscounted cash flows for the operating lease liabilities as of May 31, 2020 is as follows: As of US$ Fiscal year ending May 2021 407,854 May 2022 367,805 May 2023 302,990 May 2024 225,387 May 2025 130,190 Thereafter 176,984 Total future lease payments 1,611,210 Less: Imputed interest (149,048 ) Present value of operating lease liabilities 1,462,162 As of May 31, 2020, the Group has lease contracts that have been entered into but not yet commenced amounting to $32,949, and these contracts will commence during fiscal year 2021. As of May 31, 2019, the future minimum lease payments under the Group’s non-cancelable operating lease agreements based on ASC 840 are as follows: As of 2019 US$ Fiscal year ending May 2020 360,972 May 2021 337,751 May 2022 297,379 May 2023 212,814 May 2024 143,899 Thereafter 162,882 Total future lease payments 1,515,697 |
Long-Term Loan
Long-Term Loan | 12 Months Ended |
May 31, 2020 | |
Debt Disclosure [Abstract] | |
Long-Term Loan | 14. LONG-TERM LOAN Facilities Agreement On December 14, 2018, the Company entered into a three three The Company paid a commitment fee of 0.3% per annum based on the undrawn portion of the facilities for the period commencing on 45 days after the falling of the Facilities Agreement to the end of the availability period for the Facilities A. The Company also paid a commitment fee of 0.5% per annum based on the undrawn portion of the facilities for all availability period for the Facilities B. The debt issuance cost of $3,543 for the Facilities Agreement of 2018 was amortized over the period from December 2018 to December 2021, the termination date of the Facilities Agreement. The Facilities Agreement contains financial covenants on the Group’s equity, debt and interest coverage ratio, and also includes acceleration clauses that are triggered upon the occurrence of an event of default. As of May 31, 2020, the Group is in compliance with its covenant. As of May 31, 2020, the Group had made US$55,000, US$45,000 and US$20,000 draw down of the loan s As of May 31, 2019 2020 US$ US$ Secured Bank Loan 96,457 117,881 The carrying amounts of bank loans are repayable: Within a period of more than one year but not exceeding two years — 117,881 Within a period of more than two years but not exceeding five years 96,457 — |
Redeemable Non-Controlling Inte
Redeemable Non-Controlling Interestes | 12 Months Ended |
May 31, 2020 | |
Temporary Equity Disclosure [Abstract] | |
Redeemable Non-Controlling Interestes | 15. REDEEMABLE NON-CONTROLLING INTERESTES On April 24, 2018, Koolearn Holding entered into a a The transactions were completed in May 2018. After the issuance of Series B and Series A preferred shares, the Group held approximately 68% equity interests in Koolearn Holding on a fully-diluted basis. The Group classified Series B and Series A preferred shares as mezzanine equity since they are contingently redeemable at any time after December 31, 2019 by the holders in the event that (i) a qualified initial public offering (“QIPO”) has not occurred, or (ii) any material violation of applicable laws, or (iii) material breach of representations, warranties, undertaking or other obligations by Koolearn Holding’s group entities or shareholders, or (iv) at any time any other preferred shareholder requests for redemption. These matters are not certain to occur and are not solely within the control of Koolearn Holding. As of May 31, 2018, the Company determined the redemption is not probable and accordingly, did not adjust the carrying amount of the Series B and Series A preferred shares to the redemption value as Koolearn Holding was in the process of an initial public offering and had made an application for listing its securities on the Stock Exchange of Hong Kong Limited. In March 2019, Koolearn Holding completed its QIPO in Hong Kong and the Group reclassified the mezzanine equity amounting to US$206,624 to additional paid-in capital and non-controlling interests. The key terms of the Series B and Series A preferred shares are summarized as below: Voting rights Preferred shareholders have the right to one vote for each ordinary share into which each outstanding preferred share held could then be converted. Dividends Each holder of the Series A preferred shares and the Series B preferred shares shall be entitled to receive dividends and distributions from Koolearn Holding. Any dividend available for distribution shall be distributed ratably among all shareholders, on an as-converted basis. Liquidation preference In the event of any liquidation, all assets and funds of Koolearn Holding legally available for distribution to the shareholders (the “Liquidation Proceeds”), shall be distributed to the shareholders in the following manners: (i) Before any distribution or payment shall be made to the holders of any ordinary shares, the Series A shareholders, the Series B shareholders shall be entitled to receive for each outstanding Series B shares held, the higher of the following: (i) an amount equal to 100% of the Series B issue price, together with a 10% annual compound interest accrued thereon (calculated from the Series B issuance date to the date of the liquidation), plus all declared but unpaid dividends; or (ii) the pro rata share of the Liquidation Proceeds of the Series B shareholders calculated on an as-converted basis. (ii) Before any distribution or payment shall be made to the holders of any ordinary shares, each Series A shareholder shall be entitled to receive the higher of the following; (i) an amount equal to 120% of the Series A issue price, plus all declared but unpaid dividends; or (ii) the pro rata share of the Liquidation Proceeds of the Series A shareholders calculated on an as-converted basis. (iii) After distribution or payment in full in pursuant to (i) and (ii), the remaining Liquidation Proceeds shall be distributed ratably among the ordinary shareholders of Koolearn Holding in proportion to the number of ordinary shares they held. Redemption To the extent permitted by applicable law and upon the occurrence of redemption events as defined in the articles of association of the Company, the Company is contractually obligated to redeem all or part of the issued and outstanding preferred shares upon request. Conversion Each preferred share shall automatically be converted into ordinary share of Koolearn Holding based on the then-effective conversion ratio (the “Conversion Price”) applicable to such preferred share (i) upon the approval of Series A shareholders with respect to the conversion of Series A preferred shares, (ii) upon the approval of Series B shareholders with respect to the conversion of the Series B preferred shares, or (iii) immediately prior to the occurrence of a QIPO. The Conversion Price of the preferred shares was initially the issuance price of the preferred shares at an initial conversion ratio of 1:1, and shall be adjusted from time to time for proportional adjustment (the “Proportional Adjustment”), which means the Conversion Price adjustment in the event that if at any time the number of outstanding ordinary shares proportionately changes. |
Common Shares and Treasury Stoc
Common Shares and Treasury Stock | 12 Months Ended |
May 31, 2020 | |
Class of Stock Disclosures [Abstract] | |
Common Shares and Treasury Stock | 16. COMMON SHARES AND TREASURY STOCK As of May 31, 2018, 2019 and 2020, the Company had 300,000,000 common shares authorized with par value of US$0.01. The movement of the outstanding common shares and treasury stock is listed as below. Number of Number of Shares outstanding as of June 1 , 2017 157,687,444 691,943 Reissuance of treasury stock for NES 631,966 (631,966 ) Reissuance of treasury stock for the exercises of options 500 (500 ) Shares outstanding as of May 31, 2018 158,319,910 59,477 Reissuance of treasury stock for NES 59,477 (59,477 ) Issuance of common share for NES 422,327 — Shares repurchase (952,000 ) 952,000 Shares outstanding as of May 31, 2019 157,849,714 952,000 Reissuance of treasury stock for NES 690,366 (690,366 ) Shares outstanding as of May 31, 2020 158,540,080 261,634 |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
May 31, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | 17. SHARE-BASED COMPENSATION 2016 Share Incentive Plan The Company adopted 2016 Share Incentive Plan (“2016 Share Incentive Plan”) in January 2016 to provide incentives to employees and directors after the expiration of the previous 2006 Share Incentive Plan. Under the 2016 Share Incentive Plan, the Company is authorized to issue up to 10,000,000 common shares pursuant to awards (including options) granted to its employees, directors and consultants. The 2016 Share Incentive Plan is effective upon its adoption by the board and continue in effect for a term of ten years unless sooner terminated. Since the adoption of the 2016 Share Incentive Plan, the Company has granted a total of 3,132,665 NES, among which 1,485,630, 1,029,304 and 181,715 were granted in the years ended May 31, 2018 , , The Company’s board of directors may at any time amend, suspend or terminate the 2016 Share Incentive Plan. The following amendments to the 2016 Share Incentive Plan require approval from the shareholders (i) increase of the number of shares available under the 2016 Share Incentive Plan, (ii) extension of the term of the 2016 Share Incentive Plan, (iii) extension of the exercise period of an option beyond ten years, and (iv) any other amendments about which shareholders’ approval are necessary and desirable under applicable laws or stock exchange rules. The 2016 Share Incentive Plan is effective upon its adoption by the board and continue in effect for a term of ten years unless sooner terminated. As of May 31, 2019, all options were fully vested and exercised. The total intrinsic value of share options exercised during the years ended May 31, 2018, 2019 and 2020 were US$38, nil and nil, respectively. As of May 31, 2020, there were no unrecognized compensation expenses related to share options granted. As of May 31, 2020 , The exercise price of share options is at least 100% of the common share fair value on the date of the grant. The term of a share option is up to ten years from the date of grant. The share options generally vest over three years at six-month NES During the year ended May 31, 2020, 690,366 treasury stock had been issued to employees and directors upon the vesting of their NES. As of May 31, 2020, 5,136,817 common shares out of 17,000,000 common shares held by the depositary bank had been issued to employees and directors upon the vesting of their NES, and 3,679,623 shares out of 6,198,349 treasury stock had been reissued to employees and directors upon the vesting of their NES. The NES activities under the 2016 Share Incentive Plan for the year ended May 31, 2020 are summarized as follows: Number of NES Weighted- US$ NES outstanding as of June 1, 2019 1,908,900 66.89 Granted 181,715 0 Vested (690,366 ) 0 Forfeited (143,744 ) 0 NES outstanding as of May 31, 2020 1,256,505 70.73 NES vested and expect to vest as of May 31, 2020 1,256,505 The total fair value of NES vested during the years ended May 31, 2018, 2019 and 2020 were US$24,167, US$39,869 and US$49,645, respectively. The weighted average grant date fair value of NES granted during the years ended May 31, 2018, 2019 and 2020 were US$82.75, US$52.75 and US $108.38, respectively. As of May 31, 2020, the total unrecognized compensation expenses for NES of US$20,404 are expected to be recognized over a weighted average period of 0.92 years. The total compensation expenses are recognized on a straight-line basis over the respective vesting periods. The Group recorded the related compensation expenses of US$57,443, US$63,315 and US$41,326 for the years ended May 31, 2018, 2019 and 2020, respectively. Koolearn Pre-IPO Share Option Scheme On July 13, 2018, the board of directors of Koolearn Holding approved an employee’s share option plan (the “ Pre-IPO Share Option Scheme”). The overall limit on the number of shares which may be issued upon exercise of all outstanding options granted and yet to be exercised under the Pre-IPO Share Option Scheme at any time must not exceed 47,836,985 (representing approximately 5.23% of the total number of shares in issue immediately before the date of the commencement of dealings in the shares on the Stock Exchange (without taking into account any shares that may be issued upon the Listing and any over-allotment option). On March 7, 2019, pursuant to the list of grantees and respective numbers of options approved by the board of directors of Koolearn Holding, Koolearn Holding granted a total of 47,836,985 options to 144 grantees, including the directors, senior management of Koolearn Holding, contractors and other employees of the Group. The exercise period is 6 years from the listing date of Koolearn Holding and the exercise price is US$1.13. The movements of share options under the Pre-IPO Share Option Scheme for the year s May 31, and 2020 Number of share Weighted Granted on March 7, 2019 47,836,985 1.13 Forfeited (3,065,500 ) 1.13 Cancelled (31,000 ) 1.13 Outstanding as of May 31, 2019 44,740,485 1.13 Forfeited (2,360,000 ) 1.13 Cancelled (3,129,000 ) 1.13 Outstanding as of May 31, 2020 39,251,485 1.13 The grant date fair value of the option per share is US$0.52 and the estimated fair value of the share options granted was US$21,613 on March 7, 2019. The Group used the discounted cash flow method to determine the fair value of underlying ordinary shares of Koolearn Holding with the assistance of an independent valuation specialist . Based on the fair value of the underlying ordinary shares of Koolearn Holding, the Group used the binomial option-pricing model to determine the fair value of the share option as of the grant date. Option valuation model requires the input of highly subjective assumptions, including the option’s expected life and the price volatility of the underlying shares, and changes in the subjective input assumptions can materially affect the fair value estimate of share options. March 7, 2019 Pre-IPO Share OptionScheme Weighted average share price US$ 1.19 Exercise price US$ 1.13 Expected volatility 46.8 % Expected life 6 years Risk-free rate 2.49 % Expected dividend yield 0.00 % Koolearn Holding recorded the related compensation expense of US$8,021 and US$ 8,391 s and 2 020, respectively Pre-IPO Share Option Scheme . Koolearn Post-IPO Share Option Scheme On January 30 19 On January 29, 2020, pursuant to the list of grantees and respective numbers of options approved by the board of directors of Koolearn Holding, Koolearn Holding granted a total of 40,000,000 options to 552 grantees, including the directors, senior management and other employees of Koolearn Holding . The movements of share options under the Post-IPO Share Option Scheme are summarized as follows: Number of share Weighted per option Granted on January 29, 2020 40,000,000 3.26 Forfeited (1,801,000 ) 3.26 Outstanding as of May 31, 2020 38,199,000 3.26 Koolearn Holding has used the closing price of the shares as stated in the daily quotations sheet issued by the Stock Exchange on the grant date as the fair value of underlying ordinary shares of Koolearn Holding. Based on the fair value of the underlying ordinary shares of Koolearn Holding, Koolearn Holding has used binomial option-pricing model to determine the fair value of the share option as of the grant date with the assistance of an independent valuation specialist Option valuation model requires the input of highly subjective assumptions, including the option’s expected life and the price volatility of the underlying shares, and changes in the subjective input assumptions can materially affect the fair value estimate of share options. January 29, Weighted average share price US$ 3.49 Exercise price US$ 3.26 Expected volatility 52 % Expected life 10 years Risk-free rate 1.44 % Expected dividend yield 0.00 % Koolearn Holding recognized the total expense of US$12,340 for the year ended May 31, 2020 in relation to the Post-IPO Share Option Scheme . |
Income Taxes
Income Taxes | 12 Months Ended |
May 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 18. INCOME TAXES Cayman Islands & BVI The Company and Koolearn Holding are tax-exempted companies incorporated in the Cayman Islands. Under the current law of the Cayman Islands, the Company and Koolearn Holding are not subject to income, corporate or capital gains tax, and the Cayman Islands currently have no form of estate duty, inheritance tax or gift tax. In addition, payments of dividends and capital in respect of their shares are not subject to taxation and no withholding will be required in the Cayman Islands on the payment of any dividend or capital to any holder of their shares, nor will gains derived from the disposal of their shares be subject to the Cayman Islands income or corporation tax. The Company’s subsidiary, Abundant State Limited , is incorporated in BVI and is not subject to income tax. United States (“US”) Walkite International Academy (U.S.A.) Co.,Ltd. and Blingabc Limited are incorporated in the U.S.A. and are subject to federal income tax and state income tax at 21% and 8.84%, respectively. In December 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act makes broad and complex changes to the U.S. tax code including, but not limited to, (1) reducing the U.S. federal corporate tax rate, (2) requiring a one-time transition tax on certain unrepatriated earnings of foreign subsidiaries that is payable over eight years, and (3) bonus depreciation that will allow for full expensing of qualified property. The impact of the Tax Act is not material to the Group’s operation and resulted in a decrease in income tax rate from 35% before January 1, 2018 to 21% after January 1, 2018 for tax and income earned as determined in accordance with the relevant tax rules and regulations. United Kingdom (“UK”) Walkite International Academy Co., Ltd. and New Oriental Vision Overseas Consulting (U.K.) Ltd are incorporated in the UK and are subject to income tax rate at 19%. Australia New Oriental Vision Overseas Consulting Australia Pty Ltd. is incorporated in Australia and is subject to income tax rate at 30%. Cananda Walkite International Academy (Canada) Co., Ltd and New Oriental Vision Overseas Consulting Canada Inc. is incorporated in Cananda and is subject to income tax rate at 26.5%. Hong Kong Smart Shine, Winner Park, Elite Concept, One World Limited, Garden House Limited, Koolearn Tech and Asia Pacific are incorporated in Hong Kong. Under the current Hong Kong Inland Revenue Ordinance, from the year of assessment 2018/2019 onwards, the subsidiaries in Hong Kong are subject to profits tax at the rate of 8.25% on assessable profits up to HK$2 million; and 16.5% on any part of assessable profits over HK$2 million. Elite Concept and Smart Shine received special dividend of US$69,567, US$43,420 and US$59,696 during the years ended May 31, 2018, 2019 and 2020, respectively. Withholding taxes of US$6,957, US$2,171 and US$ No provision in Winner Park, One World Limited, Garden House Limited, Koolearn Tech and Asia Pacific for Hong Kong profit tax has been made in the consolidated financial statements as they do not have any assessable income for the years ended May 31, 2018, 2019 and 2020. PRC The Company’s PRC subsidiaries, the VIEs, the VIE’s subsidiaries and schools are subject to 25% standard enterprise income tax except for those accepted as qualified for small-scale enterprises, or granted preferential tax treatment. Significant components of provision for income taxes for the years ended May 31, 2018, 2019 and 2020 were as follows: For the years ended May 31, 2018 2019 2020 US$ US$ US$ Current: PRC 72,785 103,031 142,992 Deferred: PRC (13,377 ) (17,317 ) (8,630 ) Total provision for income taxes 59,408 85,714 134,362 Enterprises that qualify as a high and new technology enterprise (“HNTE”) are subject to a tax rate of 15%. Beijing Right Time, Beijing Joy Trend, Beijing Decision, Beijing Hewstone and Xuncheng’s HNTE certificates terminated as of December 31, 2019, and these enterprises are in the process of renewing their qualification of “high and new technology enterprises.” Once their renewals are completed, these companies will be eligible for a favorable enterprise income tax rate of 15% starting January 1, 2020. Beijing Smart Wood, Beijing Pioneer, Beijing Top, Beijing Shenghe, Dogwood and Kuxue Huisi continued to qualify as HNTE and were subject to a tax rate of 15% during the year ended May 31, 2020. Enterprises that qualify as the newly established software enterprise (“NESE”) are exempt from the Enterprise Income Tax (“EIT”) for two years beginning the enterprise’s first profitable year followed by a tax rate of 12.5% for the succeeding three years. Beijing Magnificence, Beijing Jinghong, Beijing Zhiyuan Hangcheng Software Technology Company Limited Beijing Chuangying Oriental Technology Co., Ltd and Beijing Zhihong Oriental Technology Co., Ltd were qualified as NESE and enjoyed the EIT tax benefit from January 2015 to December 2019, from January 2017 to December 2021, from January 2019 to December 2023 , from January 2019 to December 2023, and from January 2019 to December 2023, respectively. Beijing Magnificence has been recognized as HNTE in December 2019. This company is 15% since January 1, 2020. Since its establishment through May 31, 2020, Beijing Haidian School was not required by the governing tax bureau to pay any EIT. If Beijing Haidian School is required to pay EIT in the future, this could have material impact to the Group’s consolidated financial statements. However, the Group believes that it is more likely than not that any change to the tax treatment of Beijing Haidian School shall be prospectively applied. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Group’s deferred tax assets and liabilities were as follows: As of May 31, 2018 2019 2020 US$ US$ US$ Deferred tax assets Allowance doubtful accounts 1,965 3,523 4,677 Accrued expenses 32,253 43,212 55,172 Net operating loss carry-forward 14,611 22,299 43,049 Tax impact from the long term investments disposed to a — 1,521 1,521 Total deferred tax assets 48,829 70,555 104,419 Less: valuation allowance (5,506 ) (9,088 ) (41,095 ) Total deferred tax assets, net 43,323 61,467 63,324 Deferred tax liabilities Acquired assets 3,308 5,038 3,598 Tax impact from the unrealized gain on available-for-sale investments 8,825 13,743 8,308 Total deferred tax liabilities 12,133 18,781 11,906 The Group does not file combined or consolidated tax returns, therefore, losses from individual subsidiaries or the VIEs may not be used to offset other subsidiaries’ earnings within the Group. The Group determined the valuation allowance on an entity by entity basis. The valuation allowance, which is primarily related to entities with net operating loss carry-forwards for which the Company does not believe it will ultimately be realized, was US$5,506 US$9,088 and US$41,095 as of May 31, 2018 , As of May 31, 2020, the Group had net operating loss carried-forwards of US$202,077 from the Company’s PRC subsidiaries, the VIEs, the VIE’s subsidiaries and schools which will expire on various dates from May 31, 2021 to May 31, 2025. A reconciliation of the effective tax rates from 25% statutory tax rates for the years ended May 31, 2018, 2019 and 2020 was as follows: For the years ended May 31, 2018 2019 2020 % % % Statutory tax rate 25.00 25.00 25.00 Effect of not deductible expenses for tax purposes 4.35 16.70 5.93 Tax effect of exempt entities (8.10 ) (6.91 ) (5.50 ) Effect of tax holiday (5.70 ) (9.73 ) (5.13 ) Changes in valuation allowance 0.43 1.13 6.53 Effect of dividend withholding tax 0.66 0.77 0.63 Effective tax rate 16.64 26.96 27.46 If the WFOE and certain subsidiaries and schools of the VIEs did not enjoy income tax exemptions and preferential tax rates for the years ended May 31, 2018, 2019 and 2020, the increase in income tax expenses and the decrease in net income per share amounts would be as follows: For the years ended May 31, 2018 2019 2020 US$ US$ US$ Increase in income tax expenses 48,444 51,002 50,809 Decrease in net income per share - basic 0.31 0.32 0.32 Decrease in net income per share - diluted 0.31 0.32 0.32 Under the New Income Tax Law effective from January 1, 2008, the rules for determining whether an entity is resident in the PRC for tax purposes have changed and the determination of residence depends among other things on the “place of actual management”. If the Group, or its non-PRC subsidiaries, were to be determined as a PRC resident for tax purposes, they would be subject to a 25% income tax rate on their worldwide income including the income arising in jurisdictions outside the PRC. The Group does not believe that its legal entities organized outside of the PRC are considered the PRC residents. If the Company were to be a non-resident for the PRC tax purposes, dividends paid to it out of profits earned after January 1, 2008 would be subject to a withholding tax. In the case of dividends paid by the PRC schools and subsidiaries to their foreign investors, the withholding tax would be 10%, unless any such foreign investor’s jurisdiction of incorporation has a tax treaty with China that provides for a different withholding arrangement. During the year ended May 31, 2018, Beijing Hewstone, Shanghai Smart Words, Beijing Smart Wood and Beijing Pioneer paid US$6,957 withholding tax when they paid a special dividend to their parent companies, Elite Concept and Smart Shine. In November 2018, Elite Concept started to enjoy a preferential tax rate of 5% under tax treaty treatment. During the year ended May 31, 2019, Beijing Decision paid US$2,171 withholding tax when they paid a special dividend to Elite Concept During the year ended May 31, 2020 , Beijing Hewstone, Beijing Right Time, Beijing Top and Beijing Magnificence Aggregate undistributed earnings of the Company’s PRC subsidiaries and the VIEs that are available for distribution were US$1,819,317 US$1,972,912 and US$2,279,550 as of May 31, 2018, 2019 and 2020, respectively. Upon distribution of such earnings, the Company will be subject to the PRC EIT, the amount of which is impractical to estimate. The Company did not record any withholding tax on any of the aforementioned undistributed earnings because the relevant subsidiaries and the VIEs do not intend to declare dividends and the Company intends to permanently reinvest it within the PRC. Additionally, no deferred tax liabilities were recorded for taxable temporary differences attributable to the undistributed earnings because the Company believes the undistributed earnings can be distributed in a manner that would not be subject to income tax. The Group did not identify any significant unrecognized tax benefits for the years ended May 31, 2018, 2019 and 2020. The Group did not incur any significant interest and penalties related to potential underpaid income tax expenses and also does not anticipate any significant increases or decreases in unrecognized tax benefits in the next twelve months. The Group has no material unrecognized tax benefits which would favorably affect the effective income tax rate in future periods. According to the PRC Tax Administration and Collection Law, the tax authority may require the taxpayer or the withholding agent to make delinquent tax payment within three years if the underpayment of taxes is resulted from the tax authority’s act or error. No late payment surcharge will be assessed under such circumstances. The statute of limitation will be three years if the underpayment of taxes is due to the computational errors made by the taxpayer or the withholding agent. Late payment surcharge will be assessed in such case. The statute of limitation will be extended to five years under special circumstances which are not clearly defined (but an underpayment of tax liability exceeding US$16 (RMB0.1 million) is specifically listed as a “special circumstance”). The statute of limitation for transfer pricing related issue is ten years. There is no statute of limitation in the case of tax evasion subject |
Net Income Per Share
Net Income Per Share | 12 Months Ended |
May 31, 2020 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | 19. NET INCOME PER SHARE The computation of basic and diluted net income per common share for the years ended May 31, 2018, 2019 and 2020 was as follows: For the years ended May 31, 2018 2019 2020 US$ US$ US$ Numerator: Net income attributable to New Oriental Education & Technology Group Inc.’s shareholders 296,130 238,065 413,333 Net income available for future distribution 296,130 238,065 413,333 Denominator Weighted average common shares outstanding - b 158,168,794 158,293,890 158,429,576 Plus: incremental weighted average common shares from assumed vesting of NES using the treasury stock method 387,706 745,455 1,107,314 Weighted average common shares outstanding - d 158,556,500 159,039,345 159,536,890 Net income per common share - Basic 1.87 1.50 2.61 - Diluted 1.87 1.50 2.59 There was no employee share options included from the dilutive share calculation for the years ended May 31, 2018, 2019 and 2020 due to anti- dilutive effects. |
Related-Parties Transactions
Related-Parties Transactions | 12 Months Ended |
May 31, 2020 | |
Related Party Transactions [Abstract] | |
Related-Parties Transactions | 20. RELATED-PARTIES TRANSACTIONS The Group had the following balances and transactions with related parties: (a) Balances: Amounts due from related parties, Amounts due to related parties, Notes Relationship 2018 2019 2020 2018 2019 2020 US$ US$ US$ US$ US$ US$ Metropolis Holding China Limited (“Metropolis”) (1) Company controlled by Mr. Yu 787 15,581 1,951 — — 159 Beijing Dianshi Jingwei Technololy Co., Ltd (“Dianshi Jingwei”) (2) Equity method investee — 15,211 — — — — Education Industry Fund Equity method investee — 8,692 — — — — Others ( 3 808 3,160 1,433 30 472 1,431 Total 1,595 42,644 3,384 30 472 1,590 Amounts due from non- As of May 31, Notes Relationship 2018 2019 2020 US$ US$ US$ Metropolis (1) Company controlled by Mr. Yu 2,226 1,204 1,550 Dianshi Jingwei (2) Equity method investee — — 21,024 Others ( 3 — — 135 Total 2,226 1,204 22,709 (b) Transactions: Rental expenses For the years ended May 31, 2018 2019 2020 US$ US$ US$ Metropolis (1) Company controlled by Mr. Yu 7,899 7,888 9,615 Loans provided to related parties For the years ended May 31, 2018 2019 2020 US$ US$ US$ Dianshi Jingwei (2) Equity method investee — 61,155 7,128 Total — 61,155 7,128 Revenues For the years ended May 31, 2018 2019 2020 US$ US$ US$ Beijing Fishpond Software Technology Co., Ltd. (“Fishpond”) Equity method investee — 1,060 438 Others ( 4 92 — 41 Total 92 1,060 479 Cost For the years ended May 31, 2018 2019 2020 US$ US$ US$ EEO Equity securities without readily determinable fair values investee — 2,408 3,239 Beijing Dongfang Heli Investment and Developement Ltd (“Dongfang Heli”) Equity method investee — 1,064 1,700 Others ( 4 — 460 31 Total — 3,932 4,970 (1) Since April 2010, the Group began renting a large portion of a building owned by Metropolis for office space. In March 2012, Metropolis was acquired by a company wholly-owned by Mr. Yu, the Group’s executive chairman. As a result, Metropolis became a related party of the Group. As of May 31, 2020 related to a short-term lease and deposit for the building. The amount of the rental payments was determined based on the prevailing market rates and was duly approved by the Group’s board of directors. (2) In April 2016, the Group sold 51% of the equity interest of its fully-owned subsidiary Dianshi Jingwei and Dianshi Jingwei became an equity method investee of the Group. As of May 31, 2020, amounts due from Dianshi Jingwei included five outstanding loans provided by the Group with annual interest rate of 10%. The loans were initially granted in 2018 but were extended several times and recorded as non-current assets as of May 31, 2020. During the year ended of May 31, 2020, no interests were received by the Group. The extended loans were personally guaranteed by Mr. Yu and Mr. Yunhai Jia (“Mr. Jia”), the chief executive officer of Dianshi Jingwei. According to the loan agreements, if Dianshi Jingwei defaults on the loan payments and interests, the Group has the right to convert the unpaid loans into Dianshi Jingwei’s equity. During the year ended of May 31, 2020, Dianshi Jingwei repaid US$701 to the Group. (3) As of May 31, 2018, 2019 and 2020, the balance in “others” included the receivables from and payables to long-term investees. (4) As of May 31, 2018, 2019 and 2020, the balance in “others” included the revenue and cost from long-term investees. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
May 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 21. COMMITMENTS AND CONTINGENCIES Capital commitments As of May 31, 2020, the future minimum capital commitments were as follows: US$ 4,148 Capital commitment for the purchase of property and equipment 28,901 Capital commitment for leasehold improvements 33,049 Contingent liabilities The Group has been named in a number of lawsuits arising in its ordinary course of business. Although the outcome of those lawsuits are uncertain, the Group does not believe the possibility of loss is probable. The Group is unable to estimate a range of loss, if any, that could result if there would be an adverse decision, as such, and the Group has not accrued any liabilities. |
Non-controlling Interests
Non-controlling Interests | 12 Months Ended |
May 31, 2020 | |
Noncontrolling Interest [Abstract] | |
Non-controlling Interests | 22. NON-CONTROLLING INTERESTS Non-controlling US$ Balance as of June 1, 2017 39,130 Capital contribution from non-controlling interests and new non-controlling interests recognized in acquisitions 2,015 Capital reduction of non-controlling interests (28,652 ) Dividend declared (231 ) Unrealized gain on available-for-sale investments 164 Foreign currency translation adjustment 2,949 Net income attributed to non-controlling interests 1,107 Balance as of May 31, 2018 16,482 Non-controlling interests arising from acquisitions 288 Purchase of non-controlling interests (1,696 ) Disposal of a subsidiary 80 Capital contribution from non-controlling interests 5,317 Change in non-controlling interests resulting from Koolean Holding’s IPO, net of issuance cost 94,136 Reclassification of redeemable non-controlling interests 60,934 Unrealized gain on available-for-sale investments 465 Foreign currency translation adjustment (1,376 ) Net loss attributed to non-controlling interests (10,219 ) Balance as of May 31, 2019 164,411 Purchase of non-controlling interests 6,675 Capital contribution from non-controlling interests (39 ) Share-based compensation expenses from Koolearn Holding 20,731 Exercise of share options in Koolearn Holding 3,629 Foreign currency translation adjustment (417 ) Net loss attributed to non-controlling interests (58,474 ) Balance as of May 31, 2020 136,516 The effects of changes in the Company’s ownership interest on the Company’s equity were as follows: For the years ended May 31, 2018 2019 2020 US$ US$ US$ Net income attribute to New Oriental Education & Technology Group Inc.’s shareholders 296,130 238,065 413,333 Share option gain — — 5,752 Decrease in the Group’s additional paid-in capital resulting from disposal of a — (371 ) — (Decrease) i (113,784 ) 160,871 103 Increase in the Group’s additional paid-in capital resulting from the change in non-controlling interests resulting from Koolearn Holding’s IPO — 139,211 — Decrease in the Group’s additional paid-in capital resulting from repurchase shares (63,721 ) (15,190 ) (20,045 ) Changes from net income attributable to New Oriental Education & Technology Group Inc.’s shareholders and transfers to non-controlling interests 118,625 522,586 399,143 |
Segment Information
Segment Information | 12 Months Ended |
May 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | 23. SEGMENT INFORMATION The Group’s chief operating decision maker has been identified as the Chief Executive Officer who reviews financial information of operating segments based on US GAAP amounts when making decisions about allocating resources and assessing performance of the Group. The Group identified seven operating segments, including K-12 AST, test preparation and other courses (formerly known as language training and test preparation courses), primary and secondary school education, online education, content development and distribution, overseas study consulting services, pre-school education and study tour, for the years ended May 31, 2018, 2019 and 2020. K-12 AST, test preparation and other courses, previously referred as Language training and test preparation , The Group primarily operates in the PRC and substantially all of the Group’s long-lived assets are located in the PRC. The Group’s chief operating decision maker evaluates performance based on each reporting segment’s net revenue, operating cost and expenses, and operating income. Net revenues, operating cost and expenses, operating income, and total assets by segment were as follows: For the year ended May 31, 2018 K-12 AST, and other Others Consolidated US$ US$ US$ Net revenues 2,022,978 424,452 2,447,430 Operating cost and expenses: Cost of revenues (869,012 ) (196,728 ) (1,065,740 ) Selling and marketing (193,851 ) (99,549 ) (293,400 ) General and administrative (504,985 ) (108,343 ) (613,328 ) Unallocated corporate expenses — — (212,003 ) Total operating cost and expenses (1,567,848 ) (404,620 ) (2,184,471 ) Operating income 455,130 19,832 262,959 Segment assets 1,898,504 844,691 2,743,195 Unallocated corporate assets — — 1,234,517 Total assets 1,898,504 844,691 3,977,712 For the year ended May 31, 2019 K-12 AST, and other Others Consolidated US$ US$ US$ Net revenues 2,605,829 490,662 3,096,491 Operating cost and expenses: Cost of revenues (1,128,355 ) (247,914 ) (1,376,269 ) Selling and marketing (212,170 ) (145,228 ) (357,398 ) General and administrative (675,315 ) (149,193 ) (824,508 ) Unallocated corporate expenses — — (236,409 ) Total operating cost and expenses (2,015,840 ) (542,335 ) (2,794,584 ) Gain on disposal of a subsidiary — — 3,627 Operating income (loss) 589,989 (51,673 ) 305,534 Segment assets 2,226,344 1,118,884 3,345,228 Unallocated corporate assets — — 1,301,331 Total assets 2,226,344 1,118,884 4,646,559 For the year ended May 31, 2020 K-12 AST, Others Consolidated US$ US$ US$ Net revenues 3,040,741 537,941 3,578,682 Operating cost and expenses: Cost of revenues (1,304,239 ) (284,660 ) (1,588,899 ) Selling and marketing (218,739 ) (202,733 ) (421,472 ) General and administrative (729,125 ) (179,349 ) (908,474 ) Unallocated corporate expenses — — (260,834 ) Total operating cost and expenses (2,252,103 ) (666,742 ) (3,179,679 ) Operating income (loss) 788,638 (128,801 ) 399,003 Segment assets 3,588,900 1,388,730 4,977,630 Unallocated corporate assets — — 1,579,255 Total assets 3,588,900 1,388,730 6,556,885 |
Mainland China Contribution Pla
Mainland China Contribution Plan | 12 Months Ended |
May 31, 2020 | |
Text Block [Abstract] | |
Mainland China Contribution Plan | 24. MAINLAND CHINA CONTRIBUTION PLAN The Group’s full time employees in the PRC participate in a government-mandated multiemployer defined contribution plan pursuant to which certain pension benefits, medical care, unemployment insurance, employee housing fund and other welfare benefits are provided to employees. The PRC labor regulations require the Group to accrue for these benefits based on certain percentages of the employees’ salaries. The total contributions for such employee benefits were US$129,334, US$178,057 and US$217,127 for the years ended May 31, 2018, 2019 and 2020, respectively. |
Statutory Reserves
Statutory Reserves | 12 Months Ended |
May 31, 2020 | |
Text Block [Abstract] | |
Statutory Reserves | 25. STATUTORY RESERVES Prior to payment of dividends, pursuant to the laws applicable to the PRC’s Foreign Investment Enterprises, the Company’s subsidiaries and the VIEs in the PRC must make appropriations from after-tax profit to non-distributable reserve funds as determined by the b d Subject to certain cumulative limits, the general reserve requires annual appropriations of 10% of after-tax profits as determined under the PRC laws and regulations at each year-end until the balance reaches 50% of the PRC entity registered capital; the other reserve appropriations are at the Company’s discretion. These reserves can only be used for specific purposes of enterprise expansion and are not distributable as cash dividends. During the years ended May 31, 2018, 2019 and 2020, US$1,830, US$1,875 and US$1,506 were accrued for the general reserve, respectively. The PRC laws and regulations require private schools that require reasonable returns to make annual appropriations of 25% of after-tax income prior to payments of dividend to its development fund, which is to be used for the construction or maintenance of the school or procurement or upgrading of educational equipment, while in the case of a private school that does not require reasonable return, this amount should be equivalent to no less than 25% of the annual increase of net assets of the school as determined in accordance with generally accepted accounting principles in the PRC. During the years ended May 31, 2018, 2019 and 2020, appropriations to the development fund amounted to US$41,713, US$40,136 and US$73,043, respectively. These reserves are included as statutory reserves in the consolidated statements of changes in equity and comprehensive income. The Group allocated US$43,543, US$42,011 and US$74,549 to statutory reserves during the years ended May 31, 2018, 2019 and 2020, respectively. |
Restricted Net Assets
Restricted Net Assets | 12 Months Ended |
May 31, 2020 | |
Receivables [Abstract] | |
Restricted Net Assets | 26. RESTRICTED NET ASSETS Relevant PRC laws and regulations restrict the WFOEs and the VIEs from transferring a portion of their net assets, equivalent to the balance of their statutory reserves and their share capital, to the Company in the form of loans, advances or cash dividends, except in the event of liquidation. The balance of restricted net assets was US$542,534 , , , |
Subsequent Events
Subsequent Events | 12 Months Ended |
May 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | 27. SUBSEQUENT EVENTS On July 2, 2020, the Company issued US$300,000 bond due on July 2, 2025 (the “ Bond”). The Bond bears interest at a rate of 2.125% per year, payable semiannually in arrears on January 2 and July 2 of each year commencing January 2, 2021. The net proceeds from the Bond, after deducting the issuance costs were $297,083. The Company has accounted for the Bond as a single instrument and recorded the proceeds, net of the issuance cost, as bond payable. On September 8, 2020, Koolearn Holding entered into a subscription agreement with the Company and another subscriber, pursuant to which the Company and the another subscriber conditionally agreed to subscribe for, and Koolearn Holding has conditionally agreed to allot and issue and new shares, respectively, at the subscription price of US$ per subscription share (corresponding to approximately HK$ per subscription share), for million (corresponding to approximately HK$ million). COVID-19 has spread rapidly to many parts of China and other parts of the world in the first quarter of calendar year 2020. The epidemic has resulted in quarantines, travel restrictions, and the temporary closure of stores and facilities in China and elsewhere. Substantially all of the Group’s revenue and workforce are concentrated in China. Consequently, the COVID-19 outbreak may continue affect the Group’s business operations and its financial condition and operating results for fiscal year 2021, including but not limited to negative impact to the Group’s total revenues, fair value adjustments or impairment to the Group’s long term investments. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
May 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The consolidated financial statements of the Group have been prepared in accordance with the accounting principles generally accepted in the United States of America (“US GAAP”). |
Basis of consolidation | Basis of consolidation The consolidated financial statements include the financial statements of the Company, its subsidiaries, its VIEs and the VIEs’ subsidiaries and schools. The Company and its WFOEs have entered into contractual arrangements with the VIEs and its shareholders, which enable the Company to (1) have power to direct activities that most significantly affect the economic performance of the VIEs, and (2) receive the economic benefits of the VIEs that could be significant to the VIEs. Accordingly, the Company is considered the primary beneficiary of the VIEs and has consolidated the VIEs’ financial results of operations, assets and liabilities in the Company’s consolidated financial statements. All inter-company transactions and balances have been eliminated upon consolidation. |
Use of estimates | Use of estimates The preparation of the consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, related disclosures of contingent liabilities at the balance sheet date, and revenue and expenses in the consolidated financial statements and accompanying notes. Significant accounting estimates reflected in the Group’s consolidated financial statements include the purchase price allocation relating to business acquisitions, the valuation allowance for deferred tax assets, economic lives and impairment of property and equipment, impairment of goodwill, intangible assets, long-lived assets and long-term investments, fair value assessment of long-term investments, refund liability, discount rate for leases, |
Business combinations | Business combinations Business combinations are recorded using the acquisition method of accounting. The purchase price of the acquisition is allocated to the tangible assets, liabilities, identifiable intangible assets acquired and non-controlling interest, if any, based on their estimated fair values as of the acquisition date. The excess of the purchase price over those fair values is recorded as goodwill. Acquisition-related expenses and restructuring costs are expensed as incurred. Consideration transferred in a business combinations is measured at the fair value as of the date of acquisition. Where the consideration in an acquisition includes contingent consideration, and the payment of which depends on the achievement of certain specified conditions post- acquisition, the contingent consideration is recognized and measured at its fair value at the acquisition date and is recorded as a liability. It is subsequently carried at fair value with changes in fair value reflected in earnings. In a business combination achieved in stages, the Group remeasures the previously held equity interest in the acquiree immediately before obtaining control at its acquisition-date fair value and the remeasurement gain or loss, if any, is recognized in the consolidated statements of operations. |
Cash and cash equivalents | Cash and cash equivalents Cash and cash equivalents consist of cash on hand and highly liquid investments which are unrestricted as to withdrawal or use, and which have original maturities of three months or less when purchased. |
Restricted cash | Restricted cash Restricted cash represents Renminbi (“RMB”) deposit in bank accounts as deposits for establishing new subsidiaries and schools. Restricted cash is classified as either current or non-current based on when the funds will be released in accordance with the terms of the respective agreement. |
Term deposits | Term deposits Term deposits consist of deposits placed with financial institutions with original maturities of greater than three months and less than one year. |
Short-term investments | Short-term investments The Group’s short-term held-to-maturity investments are classified as short-term investments on the consolidated balance sheets based on their contractual maturity dates which are less than one year and are stated at their amortized costs. The Group reviews its held-to-maturity investments for other-than-temporary impairment (“OTTI”) based on the specific identification method. The Group considers available quantitative and qualitative evidence in evaluating the potential impairment of its short-term investments. If the cost of an investment exceeds the investment’s fair value, the Group considers, among other factors, general market conditions, expected future performance of the investees, the duration and the extent to which the fair value of the investment is less than the cost, and the Group’s intent and ability to hold the investments. OTTI is recognized as a loss in the consolidated statements of operations. |
Allowance for doubtful accounts | Allowance for doubtful accounts Accounts receivable represents amounts due from corporate customers of the Group’s various subsidiaries and schools. The Group provides allowance for doubtful accounts based on historical collection experience and a review of the current status of accounts receivable and other receivable. Accounts receivable and other receivable s Changes in the allowance for doubtful accounts were as follows: As of May 31 , 2018 2019 2020 US$ US$ US$ Beginning balance 1,180 1,399 751 Charge during the year 576 146 329 Written-off (357 ) (794 ) (374 ) Ending balance 1,399 751 706 |
Property and equipment, net | Property and equipment, net Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are calculated on a straight line basis over the following estimated useful lives: Buildings 20-50 years Transportation equipment 10 years Furniture and education equipment 5 years Computer equipment and software 3 years Leasehold improvements Shorter of the lease term or estimated useful life |
Property and equipment also consists of construction in progress | Property and equipment also consist of construction in progress as the Group constructs certain of its property and equipment. Construction in progress represents the costs incurred in connection with the construction of property and equipment. Costs classified as construction in progress include all costs of obtaining the asset and bringing it to the location and in the condition necessary for its intended use. Construction in progress is transferred to specific property and equipment and depreciation of these assets commences when the assets are ready for their intended use. |
Land use rights, net | Land use rights, net Land use rights are recorded at cost less accumulated amortization and amortized on a straight-line basis over the remaining term of the land certificate, from 38.5 years to 50 years. |
Intangible assets, net | Intangible assets, net Intangible assets are initially recorded at cost and amortized on a straight-line basis over the estimated economic useful lives. Intangible assets with an indefinite useful life is not amortized. The Group performs valuation of the intangible assets arising from business combination to determine the fair value to be assigned to each asset acquired. The acquired intangible assets are recognized and measured at fair value and are expensed or amortized using the straight-line approach over the estimated economic useful lives of the assets. The estimated useful lives of intangible assets are as follows: Category Estimated useful lives Trade mark 10 years License 20 years Student base 1.75 year Favorable lease 8.67 year Courseware 3 years |
Impairment of long-lived assets | Impairment of long-lived assets The Group reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may no longer be recoverable. When these events occur, the Group measures impairment by comparing the carrying value of the long-lived assets to the estimated undiscounted future cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flow is less than the carrying amount of the assets, the Group would recognize an impairment loss based on the fair value of the assets. The Group did not record any impairment losses on long-lived assets during the years ended May 31, 2018, 2019 and 2020. |
Goodwill, net | Goodwill, net Goodwill represents the excess of the purchase price over the fair value of identifiable net assets acquired in business combinations. The Group’s goodwill as of May 31, 2018, 2019 and 2020 relates to its acquisition of certain kindergartens and schools. In accordance with Accounting Standard Codification 350, Goodwill and Other Intangible Assets, the recorded goodwill amounts are not amortized, but rather are tested for impairment annually or more frequently if there are indicators of impairment present. Goodwill is tested for impairment at the reporting unit level on an annual basis (May 31 for the Group) and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. These events or circumstances could include a significant change in the stock prices, business climate, legal factors, operating performance indicators, competition, or sale or disposition of a significant portion of a reporting unit. On June 1, 2019, the Group early adopted Accounting Standards Update (“ASU”) 2017-04, Intangibles-Goodwill and Other (Topic 350) for the annual goodwill impairment test performed in the The Group recorded nil, US$5,245 and nil impairment losses during the years ended May 31, 2018, 2019 and 2020, respectively. |
Cost Method Investments | Long-term investments, net The Group’s long-term investments include equity securities without readily determinable fair values, equity securities with readily determinable fair values, equity method investments and available-for-sale investments. |
Equity securities | (a) Equity securities On June 1, 2018, the Group adopted ASU 2016-01 Financial Instruments-Overall: Recognition and Measurement of Financial Assets and Financial Liabilities and 2018-03 Technical Corrections and Improvements to Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. The Group adopted this ASU using a modified retrospective method and reclassified unrealized losses of US$97,929, net of tax on investment securities which were previously accounted for as available-for-sales investments, from accumulated other comprehensive loss to the opening balance of retained earnings. The adjustment related to the fair value measurement of equity securities which were previously classified as available-for-sales investments. |
Equity securities with readily determinable fair values | • Equity securities with readily determinable fair values Prior to the adoption of ASU 2016-01, equity securities that have readily determinable fair values and were not accounted for using the equity method or those that result in consolidation of the investee were classified as available-for-sale investments, and were carried at the fair value with unrealized gains and losses recorded in accumulated other comprehensive income/ (loss) as a component of shareholders’ equity. Upon the adoption of ASU 2016-01, the Company carries these equity securities at the fair value and any changes in the fair value are recognized in the consolidated statements of operations. |
Equity securities without readily determinable fair values | • Equity securities without readily determinable fair values Starting on June 1, 2018, with the adoption of ASU 2016-01, the Group elected a practicability exception to the fair value measurement for the equity securities without readily determinable fair values, under which these investments are measured at cost, less impairment, plus or minus observable price changes of an identical or similar investment of the same issuer with the fair value change recorded in the consolidated statements of operations. The Group reviews its equity securities without readily determinable fair value for impairment at each reporting period. If a qualitative assessment indicates that the investment is impaired, the Group estimates the investment’s fair value in accordance with the principles of ASC Topic 820, Fair Value Measurements and Disclosures (“ASC 820”). If the fair value is less than the investment’s carrying value, the Group recognizes an impairment loss equal to the difference between the carrying value and the fair value in the consolidated statements of operations. |
Equity Method Investments | (b) Equity method investments Investee companies over which the Group has the ability to exercise significant influence, but does not have a controlling interest through investment in common shares or in-substance common shares, are accounted for using the equity method. Significant influence is generally considered to exist when the Group has an ownership interest in the voting stock of the investee between 20% and 50%, and other factors, such as representation on the investee’s board of directors, voting rights and the impact of commercial arrangements, are also considered in determining whether the equity method of accounting is appropriate. For certain investments in limited partnerships, where the Group holds less than a 20% equity or voting interest, the Group may also have significant influence. Under the equity method, the Group initially records its investment at cost and subsequently recognizes the Group’s proportionate share of each equity investee’s net income or loss after the date of investment into the consolidated statements of operations and accordingly adjusts the carrying amount of the investment. The Group reviews its equity method investments for impairment whenever an event or circumstance indicates that an other-than- temporary impairment has occurred. The Group considers available quantitative and qualitative evidence in evaluating potential impairment of its equity method investments. An impairment charge is recorded when the carrying amount of the investment exceeds its fair value and this condition is determined to be other-than-temporary. |
Available-for-sale Investments | (c) Available-for-sale investments For investments in investees’ shares which are determined to be debt securities, the Group accounts for them as available-for-sale investments when they are not classified as either trading or held-to-maturity investments. Available-for-sale investments are reported at the fair value, with unrealized gains and losses recorded in accumulated other comprehensive income/ (loss) as a component of shareholders’ equity. Realized gains and losses and provision for decline in value determined to be other than temporary, if any, are recognized in the consolidated statements of operations. The Group reviews its investments for OTTI based on the specific identification method. The Group considers available quantitative and qualitative evidence in evaluating potential impairment of its investments. If the cost of an investment exceeds the investment’s fair value, the Group considers, among other factors, general market conditions, government economic plans, the duration and the extent to which the fair value of the investment is less than the cost, the Group’s intent and ability to hold the investment, and the financial condition and near term prospects of the investees. |
Long-term loan | Long-term loan Long-term loan is recognized at carrying amount. Interest expense is accrued over the estimated term of the facilities and recorded in the consolidated statements of operations. |
Non-controlling interests and redeemable non-controlling interests | Non-controlling interests and redeemable non-controlling interests The Group’s consolidated financial statements include entities in which the Company has a controlling financial interest. Earnings or losses attributable to non-controlling interest shareholders of the consolidated affiliated companies are classified separately as “non-controlling interests” in the Company’s consolidated statements of operations. Non-controlling interests in subsidiaries that are redeemable outside of the Company’s control for cash or other assets are classified outside of permanent equity. If the redemption event is probable to occur, the Company adjusts the redeemable non-controlling interests to the redemption value on each balance sheet date with the changes recognized as an adjustment to retained earnings, or in the absence of retained earnings, as an adjustment to additional paid-in capital. |
Value added tax ("VAT") | Value added tax (“VAT”) Pursuant to the PRC tax laws, in case of any product sales, generally the VAT rate is 3% of the gross sales for small scale VAT payer and 16% (or 13% starting April 1, 2019) of the gross sales for general VAT payer. Most of the subsidiaries of the Company are considered as general VAT payers for the sales of guidance materials and the intercompany sales of self-developed software. For general VAT payer, VAT on sales is calculated at 16% (or 13% starting April 1, 2019) on revenue s The new enrollment system development services and other operating services, which were previously subject to business taxes, are now subject to VAT at the rate of 6% of revenues. The non-academic educational programs and services in short-term training schools may choose the applicable simple VAT collection method and apply for a 3% VAT rate. The intercompany sales of self-developed software are subject to VAT at the rate of % and the part in excess of the rate of % the Group can apply for refund upon collection by relevant tax authorities. The intercompany services related to self-developed software are subject to VAT at the rate of %. The sales of books are subject to VAT at the rate of % since July 1, 2017, decreased to % since May 1, 2018 and further decreased to % since April 1, 2019. Since January 2020, in accordance with Cai Shui [2020] No.8, due to the Novel coronavirus (“COVID-19”) pandemic, the VAT on certain services was temporarily exempted for the calendar year 2020. |
Revenue recognition | Revenue recognition On June 1, 2018, the Group adopted ASC Topic 606 Revenue from Contracts with Customers (“Topic 606”), applying the modified retrospective method to all contracts that were not completed as of June 1, 2018. Results for the years ended May 31, 2019 and 2020 are presented under Topic 606, while revenues for the year ended May 31, 2018 are not adjusted and continue to be reported under ASC Topic 605, Revenue Recognition. Revenue is recognized when control of promised goods or services is transferred to the Group’s customers in an amount of consideration to which the Group expects to be entitled to in exchange for those goods or services. The Group follows the five steps approach for revenue recognition under Topic 606: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract, and (v) recognize revenue when (or as) the Group satisfies a performance obligation. The Group generates substantially all of its revenues through educational programs and services with individual students in the PRC. In addition, the Group generates revenues from other services and the sales of books, which were insignificant for the years ended May 31, 2019 and 2020. The following table presents the Group’s revenues disaggregated by revenue sources. s are The primary sources of the Group’s revenues are as follows: (a) Educational programs and services The educational programs and services consist of K-12 AST, test preparation and other courses, pre-school education, primary and secondary school education and online education. Each contract of educational programs and services is accounted for as a single performance obligation which is satisfied proportionately over the service period. Tuition fee is generally collected in advance and is initially recorded as deferred revenue. Refunds are provided to students if they decide within the trial period that they no longer want to take the course. After the trial period, if a student withdraws from a class, usually only those unearned portion of the fee is available to be returned. Historically, the Group has not had material refunds. The Group recognizes revenue from the educational programs and services proportionately when the services are delivered. US$3,040,741 of revenue s - (b) Books and other services Other service revenues are primarily derived from consulting services to students regarding overseas studies and study tours. Revenues are recognized when promised services are delivered to the Group’s customers in an amount of consideration to which the Group expects to be entitled to in exchange for those services. Each contract includes certain milestones and each of the milestones is considered a single performance obligation which is satisfied at the point of time when each of the milestone is reached. Upon the adoption of Topic 606, the Group estimates the variable consideration to be earned and recognizes revenues related to each milestone when the related milestone is achieved. Under the legacy revenue recognition standard, such revenues were deferred and recognized when student admission was reasonably assured. The Group sells books or other educational materials developed or licensed by the Group either through its own distribution channels or through third party distributors. Revenues are recognized when control of the promised goods is transferred to the customer, in an amount that reflects the consideration the Group expects to be entitled to in exchange for the goods. All revenue s ere The Group’s contract assets consist of accounts receivable. The balance of contract assets amounted to US$3,137, US$3,300 and US$4,178 as of May 31 , May 3 1 , 2018 , s year. The difference between the opening and closing balances of the Group’s contract liabilities primarily results from the timing difference between the Group’s satisfaction of performance obligation and the customer’s payment. Refund liability mainly related to the estimated refunds that are expected to be provided to students if they decide they no longer want to take the course s As of May 3 1 , 2018 , |
Operating leases | Operating leases Before June 1, 2019, the Group adopted ASC Topic 840 (“ASC 840”), Leases On June 1, 2019, the Group adopted the New Leasing Standard (“ASC 842”), using the modified retrospective transition method resulting in the recording of operating lease right-of-use (ROU) assets of US and operating lease liabilities of US upon adoption. Prior period amounts have not been adjusted and continue to be reported in accordance with the previous accounting guidance. The adoption of the new guidance did not have a material effect on the consolidated statements of operations. As of May 31, 2020, the Group recognized operating lease ROU assets of US and total lease liabilities US , including current portion at the amount of US . The Group determines if an arrangement is a lease or contains a lease at lease inception. Operating leases are required to be recorded in the balance sheets as ROU and lease liabilities, initially measured at the present value of the lease payments. The Group has elected the package of practical expedients, which allows the Group not to reassess (1) whether any expired or existing contracts as of the adoption date are or contain a lease, (2) lease classification for any expired or existing leases as of the adoption date and (3) initial direct costs for any expired or existing leases as of the adoption date. The Group accounts for the lease and non-lease components separately. Lastly, the Company also has elected to utilize the short-term lease recognition exemption and, for those leases that qualified, the Group did not recognize operating lease ROU assets or operating lease liabilities. As the rate implicit in the lease is not readily determinable, the Group estimates its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The incremental borrowing rate is estimated in a portfolio approach to approximate the interest rate on a collateralized basis with similar terms and payments in a similar economic environment. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Group will exercise that option. Lease expenses are recorded on a straight-line basis over the lease term. |
Advertising costs | Advertising costs The Group expenses advertising costs as they incurred. Total advertising expenses were US$55,936, US$72,386 and US$105,538 for the years ended May 31, 2018, 2019 and 2020, respectively, and have been included as part of selling and marketing expenses. |
Government subsidies | Government subsidies The Group recognizes government subsidies as miscellaneous income when they are received because they are not subject to any past or future conditions, there are no performance conditions or conditions of use, and they are not subject to future return. Government subsidies received and recognized as miscellaneous income totaled US$2,945, US$3,684 and US$43,476, for the years ended May 31, 2018, 2019 and 2020, respectively. The government subsidies income recognized for the year ended May 31, 2020 were mainly from the VAT exemption due to the COVID-19. |
Foreign currency translation | Foreign currency translation The Company’s functional and reporting currency is the United States dollars (“U.S. dollars”). The financial records of the Company’s subsidiaries, the VIEs, the VIEs’ subsidiaries and schools located in the PRC are maintained in Renminbi (“RMB”), which is the functional currency of these entities. The financial records of the Company’s subsidiaries located in Hong Kong are maintained in U.S. dollars, which is the functional currency of these entities. The financial records of the Company’s subsidiaries located in United Kingdom are maintained in their local currency, the Great Britain Pound (“GBP”), which is the functional currency of these entities. The financial records of the Company’s subsidiary located in Australia are maintained in its local currency, the Australian Dollar (“AUD”), which is the functional currency of the entity. All financial records of the other entities are maintained in U.S. dollars, which is the functional currency of those entities. Monetary assets and liabilities denominated in currencies other than the applicable functional currencies are translated into the functional currencies at the prevailing rates of exchange at the balance sheet date. Nonmonetary assets and liabilities are remeasured into the applicable functional currencies at historical exchange rates. Transactions in currencies other than the applicable functional currencies during the year are converted into the functional currencies at the applicable rates of exchange prevailing at the transaction dates. Transaction gains and losses are recognized in the consolidated statements of operations. For translating to the functional currency of the Company, assets and liabilities are translated into the reporting currency at the rates of exchange ruling at the balance sheet date. Equity accounts are translated at historical exchange rates. Revenues, expenses, gain and loss are translated using the average rate of exchange in effect during the reporting period. Translation adjustments are reported and shown as a separate component of other comprehensive income in the consolidated statements of changes in equity and the consolidated statements of comprehensive income. |
Foreign currency risk | Foreign currency risk RMB is not a freely convertible currency. The State Administration for Foreign Exchange, under the authority of the People’s Bank of China, controls the conversion of RMB into other currencies. The value of RMB is subject to changes in central government policies and to international economic and political developments affecting supply and demand in the China Foreign Exchange Trading System market. The Group’s cash and cash equivalents, restricted cash, and term deposits denominated in RMB amounted to US$989,070 , , |
Fair value | Fair value Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Group considers the principal or most advantageous market in which it would transact and it considers assumptions that market participants would use when valuing the asset or liability. Authoritative literature provides a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The level in the hierarchy within which the fair value measurement in its entirety falls is based upon the lowest level of input that is significant to the fair value measurement as follows: Level 1 Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. |
Fair value of financial instruments | Fair value of financial instruments The Group’s financial instruments consist primarily of cash and cash equivalents, restricted cash, term deposit, short-term investments, accounts receivable, amounts due from/to related parties, available-for-sale investments, equity security with/without readily determinable fair values, accounts payable, contingent consideration in acquisitions, l ong-term loan income tax payable. The Group carries its available-for-sale investments and equity securities with readily determinable fair values at fair value and carries equity securities without readily determinable fair values at cost, less impairment, plus or minus observable price changes in a similar transaction. The Group carries its contingent consideration in acquisitions at fair value which is determined based on the best estimation from the managements. The carrying amounts of the long-term loan approximate fair value as its interest rates are at the same level of current market yield for comparable debts. The carrying amounts of other financial instruments approximate their fair values due to the short-term maturities of these instruments. |
Net income per share | Net income per share Basic net income per share is computed by dividing net income attributable to the holders of common shares by the weighted average number of common shares outstanding during the year. Diluted net income per share reflects the potential dilution that could occur if securities or other contracts to issue common shares were exercised into common shares. Common share equivalents are excluded from the computation of the diluted net income per share in years when their effect would be anti-dilutive. The Group has share options and NES which could potentially dilute basic earnings per share in the future. To calculate the number of shares for diluted net income per share, the effect of the share options and NES is computed using the treasury stock method. The effect of mezzanine equity is computed using the if-converted method. |
Income taxes | Income taxes The Group accounts for income taxes using the asset and liability approach. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax basis of assets and liabilities, net of operating loss carry forwards and credits, by applying enacted tax rates that will be in effect for the period in which the differences are expected to reverse. The effect on deferred taxes of a change in tax rates is recognized in the consolidated statements of operations in the period of change. Deferred tax assets are reduced by a valuation allowance when it is considered more likely than not that some portion or all of the deferred tax assets will not be realized. The Group accounts for uncertain tax positions by reporting a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. Tax benefits are recognized from uncertain tax positions when the Group believes that it is more likely than not that the tax position will be sustained on examination by the tax authorities based on the technical merits of the position. The Group recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expenses. |
Comprehensive income | Comprehensive income Comprehensive income includes net income, unrealized gain or loss on available-for-sale investments |
Share-based compensation | Share-based compensation Share-based payments to employees and directors are measured based on the grant-date fair value of the equity instrument issued and recognized as compensation expenses net of forfeitures on a straight-line basis over the requisite service period, with a corresponding addition to the additional paid-in capital. The Group uses the binomial option pricing model to measure the fair value of options granted, and the quoted market price of the common shares or the fair value of underlying ordinary shares of Koolearn Holding before its IPO by using the discounted cash flow method, to measure the fair value of options and NES granted to employees at each measurement date. The binomial option pricing model is adopted because the Group believes that considering the possibility of exercise an option over the life of the option, as affected by the reality of changing stock prices and non-constant risk free rates, would better reflect the measurement objective of relevant accounting literature. The amount of compensation expenses recognized at any date is at least equal to the portion of the fair value of the awards that are vested as of that date. Forfeitures are recognized as they occur. |
Concentration of credit risk | Concentration of credit risk Financial instruments that potentially expose the Group to significant concentration of credit risk consist primarily of cash and cash equivalents, term deposits, restricted cash, short-term investments and accounts receivable. As of May 31, 2020, substantially all of the Group’s cash and cash equivalents, term deposits, restricted cash and short-term investments were deposited with financial institutions with high-credit ratings and quality. Accounts receivable are typically unsecured and are derived from revenues earned from customers in the PRC. The Group performs periodic credit evaluations and provides an allowance for doubtful accounts to reduce the accounts receivable balance to its net realizable value. The Group did not have any customers constituting 10% or more of the consolidated net revenues and accounts receivable in the fiscal years 2018, 2019 and 2020, respectively. |
Recent accounting pronouncements adopted | Recent accounting pronouncements adopted In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, Leases (ASC 842 ). The guidance supersedes existing guidance on accounting for leases with the main difference being that operating leases are to be recorded in the statement of financial position as right-of-use assets and lease liabilities, initially measured at the present value of the lease payments. For operating leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election not to recognize lease assets and liabilities. For public companies, the guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application of the guidance is permitted. In July 2018, ASU 2016-02 was updated with ASU 2018-11, Targeted Improvements to ASC 842, which provides entities with relief from the costs of implementing certain aspects of the new leasing standard. Specifically, under the amendments in ASU 2018-11, (1) entities may elect not to recast the comparative periods presented when transitioning to ASC 842 and (2) lessors may elect not to separate lease and components when certain conditions are met. Before ASU 2018-11 was issued, transition to the new lease standard required application of the new guidance at the beginning of the earliest comparative period presented in the financial statements. The Group adopted this standard on June 1, 2019 and elected not to recast the comparative periods presented. In addition, the Group accounts for lease and non-lease components separately. The consolidated balance sheets and the consolidated statements of operations and cash flows for reporting periods beginning after June ASC ASC The adoption did not have a material impact on the Group’s consolidated statements of operations or consolidated statements of cash flows, and the adoption of ASC the opening balance of In January 2017, the FASB issued ASU 2017-04: Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. To simplify the subsequent measurement of goodwill, the FASB eliminated Step 2 from the goodwill impairment test. Under the amendments in this update, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The update also eliminates the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it fails that qualitative test, to perform Step 2 of the goodwill impairment test. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. The update should be applied on a prospective basis. An entity is required to disclose the nature of and reason for the change in accounting principle upon transition. A public business entity that is a SEC filer should adopt the amendments in this update for its annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Group early adopted ASU 2017-04 for the annual goodwill impairment test on June 1, 2019 |
Recently issued accounting pronouncements not yet adopted | Recently issued accounting pronouncements not yet adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments — Credit Losses (Topic 326), Measurement of Credit Losses on Financial Statements. This ASU requires a financial asset (or group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. This ASU affects entities holding financial assets and net investment in leases that are not accounted for at fair value through net income. This ASU s ASU is ASU On In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value”. ASU 2018-13 removes and modifies existing disclosure requirements on fair value measurement, namely regarding transfers between levels of the fair value hierarchy and the valuation processes for Level 3 fair value measurements. Additionally, ASU 2018-13 adds further disclosure requirements for Level 3 fair value measurements, specifically changes in unrealized gains and losses and other quantitative information. ASU 2018-13 is effective for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. The Group does not expect any material impact on its consolidated financial statements and related disclosures as a result of adopting this . In October 2018, the FASB issued ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to the Related Party Guidance for Variable Interest Entities. ASU 2018-17 changes how entities evaluate decision-making fees under the variable interest entity guidance. To determine whether decision-making fees represent a variable interest, an entity considers indirect interests held through related parties under common control on a proportional basis, rather than in their entirety. The Group is in the process of evaluating the impact of the adoption of this pronouncement on its consolidated financial statements. |
Organization and Principal Ac_2
Organization and Principal Activities (Tables) | 12 Months Ended |
May 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Details of Company's Major Subsidiaries and VIEs and Its Major Subsidiaries | As of May 31, 2020, details of the Company’s major subsidiaries, its VIEs and the VIEs’ major subsidiaries and schools were as follows: Name Date of incorporation or Place of incorporation Legal Principal activity Major subsidiaries of the Company: Beijing Decision Education & Consulting Company Limited (“Beijing Decision”) April 20, 2005 PRC 100% Educational technology and management services Beijing Hewstone Technology Company Limited (“Beijing Hewstone”) April 20, 2005 PRC 100% Educational software development Elite Concept Holdings Limited (“Elite Concept”) December 3, 2007 Hong Kong 100% Educational consulting Winner Park Limited (“Winner Park”) December 9, 2008 Hong Kong 100% Educational consulting Smart Shine International Limited (“Smart Shine”) December 9, 2008 Hong Kong 100% Educational consulting Beijing Pioneer Technology Company Limited (“Beijing Pioneer”) January 8, 2009 PRC 100% Educational software development Beijing Smart Wood Software Technology Company Limited (“Beijing Smart Wood”) December 21, 2011 PRC 100% Educational consulting and software development Koolearn Holding February 7, 2018 Cayman Islands 53.22% Online education service New Oriental Xuncheng Technology (HK) Limited (“Koolearn Tech”) March 2, 2018 Hong Kong 53.22% Online education service Beijing Dexin Dongfang Network Technology Co., Ltd. (“Dexin Dongfang”) March 21, 2018 PRC 53.22% Educational consulting and software development Zhuhai Chongsheng Heli Network Technology Co., Ltd (“Zhuhai Chongsheng”) July 23, 2019 PRC 53.22% Educational consulting and software development Name Date of incorporation or Place of incorporation Legal Principal activity VIEs of the Company: New Oriental Education & Technology Group Co., Ltd (“New Oriental China”) August 2, 2001 PRC N/A Education consulting, software development and distributions and other services Beijing New Oriental Xuncheng Network Technology Co., Ltd. (“Xuncheng”) March 11, 2005 PRC N/A Online education service Major subsidiaries and schools of the VIEs: Beijing Haidian District Privately-Funded New Oriental School (“Beijing Haidian School”) October 5, 1993 PRC N/A Language training and test preparation Beijing New Oriental Yangzhou Foreign Language School June 6, 2002 PRC N/A Primary and secondary school education Wuhan New Oriental Training School April 28, 2002 PRC N/A Language training and test preparation Name Date of incorporation or Place of incorporation Legal Principal activity Xi’an Yanta District New Oriental School November 26, 2002 PRC N/A Language training and test preparation Nanjing Gulou New Oriental Advanced Study School November 28, 2002 PRC N/A Language training and test preparation Beijing New Oriental Dogwood Cultural Communications Co., Ltd. (“Dogwood”) May 16, 2003 PRC N/A Content development and distribution Beijing New Oriental Vision Overseas Consultancy Co., Ltd. February 19, 2004 PRC N/A Oversea study consulting service Hangzhou New Oriental Advanced Study School July 21, 2005 PRC N/A Language training and test preparation Beijing Chaoyang District Kindergarten of Stars November 20, 2007 PRC N/A Pre-school education |
Balances and Amounts of Company's WFOEs and VIEs | The following financial statement balances and amounts of the VIEs were included in the accompanying consolidated financial statements after the elimination of intercompany balances and transactions among the offshore companies, WFOEs and the VIEs in the Group: As of May 31 2018 2019 2020 US$ US$ US$ Total current assets 2,081,374 2,179,752 2,385,315 Total non-current assets 750,316 957,650 2,463,751 Total assets 2,831,690 3,137,402 4,849,066 Total current liabilities 1,674,857 1,900,440 2,395,977 Total non-current liabilities 13,782 18,607 1,066,541 Total liabilities 1,688,639 1,919,047 3,462,518 For the years ended May 31, 2018 2019 2020 US$ US$ US$ Net revenues 2,417,203 3,056,537 3,453,555 Net income 479,190 575,614 575,210 Net cash provided by operating activities 711,591 536,631 675,015 Net cash used in investing activities (429,265 ) (450,569 ) (780,310 ) Net cash used in financing activities (96,429 ) (27,691 ) (45,188 ) |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
May 31, 2020 | |
Accounting Policies [Abstract] | |
Changes in Allowance for Doubtful Accounts | Changes in the allowance for doubtful accounts were as follows: As of May 31 , 2018 2019 2020 US$ US$ US$ Beginning balance 1,180 1,399 751 Charge during the year 576 146 329 Written-off (357 ) (794 ) (374 ) Ending balance 1,399 751 706 |
Estimated Useful Lives of Assets | Depreciation and amortization are calculated on a straight line basis over the following estimated useful lives: Buildings 20-50 years Transportation equipment 10 years Furniture and education equipment 5 years Computer equipment and software 3 years Leasehold improvements Shorter of the lease term or estimated useful life |
Summary of Estimated Useful Lives of Intangible Assets | The estimated useful lives of intangible assets are as follows: Category Estimated useful lives Trade mark 10 years License 20 years Student base 1.75 year Favorable lease 8.67 year Courseware 3 years |
Business Acquisitions (Tables)
Business Acquisitions (Tables) | 12 Months Ended |
May 31, 2020 | |
Other Acquisitions [Member] | |
Pro Froma Result from Operation | These pro forma results have been prepared for comparative purposes only and do not purport to be indicative of the results of operations which actually would have resulted had the acquisitions occurred as of June 1, 2016, nor is it indicative of future operating results. For the years ended May 31, 2017 2018 (unaudited) US$ (unaudited) US$ Pro forma net revenues 1,815,660 2,451,735 Pro forma net income attributable to New Oriental Education and Technology Group Inc. 275,685 296,697 Pro forma net income per share – basic 1.75 1.88 Pro forma net income per share – diluted 1.75 1.87 For the years ended May 31, 2018 2019 (unaudited) US$ (unaudited) Pro forma net revenues 2,451,735 3,100,364 Pro forma net income attributable to New Oriental Education and Technology Group Inc. 296,697 238,794 Pro forma net income per share – basic 1.88 1.51 Pro forma net income per share – diluted 1.87 1.50 |
Hangzhou Shengshen [Member] | |
Purchase Price Allocation | The purchase price allocation was determined by the Group with assistance of an independent appraiser. The purchase price was allocated on the date of acquisition as follows: US$ Amortization Cash 3,571 Other current assets 704 Property and equipment 1,148 1-5 years Intangible assets Trademark 1,713 5 years Student base 2,164 3 years Goodwill 9,809 Deferred revenue (5,566 ) Other current liabilities (1,562 ) Deferred tax liabilities (969 ) Total 11,012 |
Suzhou Hongyi [Member] | |
Purchase Price Allocation | The purchase price was allocated on the date of acquisition as follows: US$ Amortization Cash 1,321 Other current assets 2,020 Property and equipment 402 1-5 years Intangible assets Trademark 1,845 5 years Student base 4,656 3 years Goodwill 37,860 Other current liabilities (3,871 ) Deferred tax liabilities (1,625 ) Total 42,608 |
Asia Pacific Montessori Education Co Ltd [Member] | |
Purchase Price Allocation | The purchase price was allocated on the date of acquisition as follows: US$ Amortization Cash 1,269 Other current assets 695 Property and equipment 251 1-5 years Intangible assets Trademark 2,085 5 years Student base 1,064 3 years Goodwill 17,043 Other non-current assets 2,086 Other current liabilities (4,189 ) Deferred tax liabilities (787 ) Fair value of the 35% equity interest s p reviously held (6,917 ) Total 12,600 |
Short-Term Investments (Tables)
Short-Term Investments (Tables) | 12 Months Ended |
May 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Short-Term Investments | Short-term investments consisted of the following: As of May 31, 2018 2019 2020 US$ US$ US$ Held-to-maturity investments 1,623,763 1,668,689 2,318,280 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets, Net (Tables) | 12 Months Ended |
May 31, 2020 | |
Text Block [Abstract] | |
Components of Prepaid Expenses and Other Current Assets, Net | Prepaid expenses and other current assets, net, consisted of the following: As of May 31, 2018 2019 2020 US$ US$ US$ Advances to suppliers 43,913 45,665 49,547 Prepaid rents (a) 56,531 52,794 39,706 Interest receivables 23,647 23,856 33,488 Staff advances (b) 9,544 14,811 24,712 Receivable from third parties’ platforms 5,967 9,831 10,593 Rental deposits 10,953 9,539 10,326 Prepaid advertising fees 6,917 4,564 7,607 VAT recoverable 3,493 2,297 5,562 Deposits of advertising and decoration 3,342 3,020 2,594 Prepaid property taxes and other taxes 212 455 779 Others ( c 18,490 33,093 14,639 183,009 199,925 199,553 Less: allowance for other receivables (914 ) (248 ) (149 ) 182,095 199,677 199,404 (a) Prepaid rents represent the prepayment of rent related to leases less than 12 months. (b) Staff advances were provided to staff for travelling and business related use and are expensed as incurred. (c) Others primarily included prepaid maintenance fees, other receivables and other miscellaneous prepayments. |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
May 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment, Net | Property and equipment, net, consisted of the following: As of May 31, 2018 2019 2020 US$ US$ US$ Buildings 156,324 142,047 178,782 Transportation equipment 9,936 9,565 9,172 Furniture and education equipment 128,670 153,674 195,262 Computer equipment and software 65,227 70,995 95,385 Leasehold improvements 349,953 451,105 579,231 Construction in progress 30,921 36,376 44,856 741,031 863,762 1,102,688 Less: accumulated depreciation (275,940 ) (342,106 ) (453,218 ) Exchange differences (15,499 ) 10,359 22,985 449,592 532,015 672,455 |
Land Use Rights, Net (Tables)
Land Use Rights, Net (Tables) | 12 Months Ended |
May 31, 2020 | |
Text Block [Abstract] | |
Land Use Rights, Net | Land use rights, net, consisted of the following: As of May 31, 2018 2019 2020 US$ US$ US$ Land use rights 5,315 7,955 7,696 Less: accumulated amortization (1,417 ) (1,680 ) (1,842 ) Exchange differences (113 ) 130 183 Land use rights, net 3,785 6,405 6,037 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
May 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets, Net | Intangible assets, net, consisted of the following: As of May 31, 2018 2019 2020 US$ US$ US$ Intangible assets with indefinite lives: Trademark 256 238 229 Intangible assets with finite lives: Trademark 5,575 9,109 9,170 Courseware 129 120 116 Student base 7,014 12,223 12,719 Favorable lease 732 679 657 License 415 415 415 14,121 22,784 23,306 Less: accumulated amortization (5,272 ) (8,985 ) (13,515 ) Exchange differences (305 ) 136 455 8,544 13,935 10,246 |
Goodwill, Net (Tables)
Goodwill, Net (Tables) | 12 Months Ended |
May 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill, Net | Goodwill, net, consisted of the following: As of May 31, 2018 2019 2020 US$ US$ US$ Beginning balance 15,765 33,411 86,541 Acquisition 16,192 55,632 2,815 Exchange differences 1,454 (2,502 ) (2,063 ) Ending balance 33,411 86,541 87,293 Accumulated impairment (1,682 ) (6,927 ) (6,927 ) Goodwill, net 31,729 79,614 80,366 |
Long-Term Investments, Net (Tab
Long-Term Investments, Net (Tables) | 12 Months Ended |
May 31, 2020 | |
Schedule of Investments [Abstract] | |
Long-Term Investments | Long-term investments, net, consisted of the following: As of May 31, 2018 2019 2020 US$ US$ US$ Equity securities with readily determinable fair value: Sunlands Online Education Group (“Sunlands”) (a) 134,423 37,802 21,440 Beijing Shengtong Printing Co., Ltd (“Shengtong”) (b) 9,261 6,839 4,066 Tarena International, Inc. (“Tarena”) (c) 9,610 3,200 2,190 Equity securities without readily determinable fair value: Tibet Tianli Education and Technology Co., Ltd (“Tibet Tianli”) (d) — 4,346 10,512 EEO Education Technology Co., Ltd. (“EEO”) (e) 9,767 9,069 8,774 Other investments (f) 28,740 30,663 30,797 Equity method investments: New Oriental Education and Culture Industry Fund (Zhangjiagang) Partnership (Limited Partnership) (“Education Industry Fund”) (g) — 67,834 67,057 VM EDU Fund I, L.P.(h) — — 56,734 Other investments (i) 9,131 20,191 27,716 Available-for-sale investments: Shanghai Golden Education & Training Co., Ltd. (“Golden Finance”) (j) 86,937 61,963 59,947 Tianjin Uhozz Internet Technology Co., Ltd (“Uhozz”) (k) 12,826 16,350 16,350 Shanghai ALO7 Technology Co., Ltd. (“Alo7.com”) (l) 14,395 14,289 14,289 Lele Global Limited (“Lele”) (m) 9,157 11,251 11,680 Other available-for-sale investments (n) 109,086 120,907 99,549 433,333 404,704 431,101 (a) In January 2016, the Group invested US$12,310 in Sunlands, a company engaged in online education specific to vocational qualification training, for subscribing the convertible bonds. In July 2016, the Group converted all of the convertible bonds into redeemable preferred shares of Sunlands for a 4.9% equity interests. Additionally, the Group also invested an additional US$12,205 redeemable preferred shares for another 4.9% equity interest s On March 23, 2018, Sunlands was listed in the New York Stock Exchange Market. All of the preferred shares were converted to 529,426 Class A ordinary shares immediately upon the completion of the listing. Subsequent to the listing, the Group invested an additional US$10,000 and obtained 34,783 Class A ordinary shares in April 2018 and held 8% aggregate equity interests in Sunlands. Unrealized gains of US$101,779 was reported in other comprehensive income for the year ended May 31, 2018. Upon the adoption of ASU 2016-01, the investment was reclassified from available-for-sale investment to equity security with readily determinable fair value on June 1, 2018, and losses of US$ 96,621 and US$ 16,362 for years a 2020 , respect ively, (b) In April 2015, the Group acquired 18% equity interest s losses and US$1,079 were years and 2020 , respectively (c) In March 2014, the Group invested US$13,500 in Tarena, a NASDAQ listed company that provides IT professional education services in China, for 3% equity interests. In July 2017, the Group sold 1% equity interest in Tarena to third parties and the realized gain of US$4,545 was recognized in investment income for the year ended May 31, 2018. Unrealized loss of US$7,040 was reported in other comprehensive income for the year ended May 31, 2018. Upon the adoption of ASU 2016-01, the investment was reclassified from available-for-sale investment to equity security with readily determinable fair value on June 1, 2019, losses were years , respecti vely (d) In December 2018, the Group invested 5% equity interests in Tibet Tianli , a company engaged in the developing educational products. In April 2020, the Group further subscribed 5% equity interests. The Group accounted for the investment as equity securities without readily determinable fair values as Tibet Tian l i G s of the total equity interests in Tibet Tianli after the dilution. For the years ended May 31, 2018, 2019 and 2020, no impairment loss was recorded from this investment. (e) In April 2017, the Group acquired 10% equity interest s , (f) The Group holds several insignificant investments in third-party private companies and has no ability to exercise significant influence over the investees, which were accounted for using the cost method prior to the adoption of ASU 2016-01. After the adoption of ASU 2016-01, the Group accounted for these equity investments using the measurement alternative when cost (g) In July 2018, Education Industry Fund was established with the total committed capital of US$224,000 . There are two general partners in the fund, which include invested and an unrelated third party as of May 31, 2020 (h) In June 2019, VM EDU Fund I, LP, a market-driven investment entity, was established with total committed capital of US$100,000. The Group participates in VM EDU Fund I, LP as a limited partner and invested US$56,149 in VM EDU Fund I, LP. The Group accounts for the investment under the equity method in accordance with ASC 323 because the Group is a limited partner and does not have control over VM EDU Fund I, LP. (i) The Group holds from Th e m in the business of p roviding s (j) In April 2015, the Group invested 9.75% equity interests in Golden Finance, a company engaged in training programs business associated with finance and business management. In November 2015, the Group further subscribed 9.75% equity interests. During the year ended May 31, 2019, the Group disposed of 7.2% equity interests in Golden Finance with total consideration of US$33,156, and the remaining shares were diluted to 12.3%. Gain of US$23,096 was recognized as realized gain from long-term investments in the consolidated statements of operations for the year ended May 31, 2019. The Group accounts for the investment as available-for-sale investments since the investee’s preferred shares held are redeemable and determined to be debt securities and measured at fair value. (k) In May 2015, the Group invested in Uhozz, a company providing oversea rental agency services, for 10% equity interests with redemption and liquidation preference s redeemabl e and (l) In March 2012, the Group acquired a convertible promissory note from Alo7.com for US$1,000 In US$1,000 (m) In September 2015, the Group invested in Lele, a company providing online learning and tutoring services for students from kindergarten through 12 th an in ie s (n) Other available-for-sale investments s The Group recognized impairment losses from long-term investments amounting to US$980, US$5,919 and US$31,750 The Group recorded unrealized gain of US$129,545, US$19,483 and unrealized loss of US$748 from available for sale investments for the years ended May 31, 2018, 2019 and 2020, respectively. |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
May 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Available-for-Sale Securities Recorded in Long Term Investments Measured and Recorded at Fair Value on Recurring Basis | As of May 31, 2018 Quoted Prices in Significant Other Significant Active Market for Observable Unobservable Identical Assets Inputs Inputs Description Level 1 Level 2 Level 3 Total US$ US$ US$ US$ Long-term investments: Available-for-sale investments 153,294 98,504 133,897 385,695 As of May 31, 2019 Quoted Prices in Significant Other Significant Active Market for Observable Unobservable Identical Assets Inputs Inputs Description Level 1 Level 2 Level 3 Total US$ US$ US$ US$ Long-term investments: Equity securities with readily determinable fair values 47,841 — — 47,841 Available-for-sale investments — 78,879 145,881 224,760 Contingent consideration payable (Note 3) — — 15,150 15,150 Total 47,841 78,879 161,031 287,751 As of May 31, 2020 Quoted Prices in Significant Other Significant Active Market for Observable Unobservable Identical Assets Inputs Inputs Description Level 1 Level 2 Level 3 Total US$ US$ US$ US$ Long-term investments: Equity securities with readily determinable fair values 27,696 — — 27,696 Available-for-sale investments — 41,889 159,926 201,815 Total 27,696 41,889 159,926 229,511 |
Reconciliation of the fair value measurements of assets and liabilities using significant unobservable inputs | The following table provides additional information about the reconciliation of the fair value measurements of assets and liabilities Level 3 investments US$ Balance as of June 1 123,029 Transfer to level 1 fair value measurements (32,644 ) Unrealized gain 43,512 Balance as of May 31, 2018 133,897 Initial recognition 45,989 Unrealized loss (18,855 ) Balance as of May 31, 2019 161,031 Initial recognition 10,000 Transfer from level 2 11,534 Transfer to level 2 (5,713 ) Unrealized loss (16,926 ) Balance as of May 31, 2020 159,926 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
May 31, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following: As of May 31, 2018 2019 2020 US$ US$ US$ Accrued payroll 212,677 285,329 331,172 Refund liability (a) — 76,221 94,006 Payable for purchase of property and equipment 45,590 44,445 65,335 Accrued advertising fees 8,548 11,934 20,231 Refundable fees received from students ( b 11,541 15,783 15,955 Refundable deposits ( c 7,290 11,074 14,819 Rent payable 18,210 23,643 13,857 Welfare payable 9,187 12,897 12,612 Amounts reimbursable to employees ( d 16,157 19,366 12,674 Royalty fees payable (e) 4,410 7,724 6,696 Accrued professional service fees 1,134 1,943 6,199 Payable for investments and acquisitions 5,420 21,962 3,917 VAT payable 12,125 13,321 2,881 Other taxes payable 2,945 2,715 1,785 Others (f) 18,303 28,164 32,480 Total 373,537 576,521 634,619 (a) The refund liability is recognized for variable amount of the considerations received from clients and recorded as refund liability in accordance with Topic 606 as described in Note 2. (b) Refundable fees received from students represent (1) the miscellaneous expenses other than tuition fees received from students which will be paid out on their behalf; and (2) tuition fees refundable to students for classes withdrawn. (c) Refundable deposits represent student deposits for dormitory or other fees that will be refunded upon graduation and student security deposits refunded upon completion of the study tour. (d) Amounts reimbursable to employees include travelling and the business related expenses. (e) Royalty fees payable relate to payments to content providers for on-line learning programs and those to counterparties for copyrights and resource sharing. (f) Others primarily include transportation expenses, utility fees, property management fees and other miscellaneous expenses payable. |
Lease (Tables)
Lease (Tables) | 12 Months Ended |
May 31, 2020 | |
Lessee Disclosure [Abstract] | |
Summary of supplemental cash flow information of the leases | Supplemental cash flow information related to the operating leases is as follows: For the year US$ Cash payments for the operating leases 371,734 ROU assets obtained in exchange for the new operating lease liabilities 639,545 |
Summary of annual undiscounted cash flows for lease liabilities | A summary of maturity analysis of the annual undiscounted cash flows for the operating lease liabilities as of May 31, 2020 is as follows: As of US$ Fiscal year ending May 2021 407,854 May 2022 367,805 May 2023 302,990 May 2024 225,387 May 2025 130,190 Thereafter 176,984 Total future lease payments 1,611,210 Less: Imputed interest (149,048 ) Present value of operating lease liabilities 1,462,162 |
Summary of future minimum lease payments | As of May 31, 2019, the future minimum lease payments under the Group’s non-cancelable operating lease agreements based on ASC 840 are as follows: As of 2019 US$ Fiscal year ending May 2020 360,972 May 2021 337,751 May 2022 297,379 May 2023 212,814 May 2024 143,899 Thereafter 162,882 Total future lease payments 1,515,697 |
Long-Term Loan (Tables)
Long-Term Loan (Tables) | 12 Months Ended |
May 31, 2020 | |
Debt Disclosure [Abstract] | |
Summary of long term debt maturities | As of May 31, 2019 2020 US$ US$ Secured Bank Loan 96,457 117,881 The carrying amounts of bank loans are repayable: Within a period of more than one year but not exceeding two years — 117,881 Within a period of more than two years but not exceeding five years 96,457 — |
Common Shares and Treasury St_2
Common Shares and Treasury Stock (Tables) | 12 Months Ended |
May 31, 2020 | |
Class of Stock Disclosures [Abstract] | |
Movement of the outstanding common shares and treasury stock | The movement of the outstanding common shares and treasury stock is listed as below. Number of Number of Shares outstanding as of June 1 , 2017 157,687,444 691,943 Reissuance of treasury stock for NES 631,966 (631,966 ) Reissuance of treasury stock for the exercises of options 500 (500 ) Shares outstanding as of May 31, 2018 158,319,910 59,477 Reissuance of treasury stock for NES 59,477 (59,477 ) Issuance of common share for NES 422,327 — Shares repurchase (952,000 ) 952,000 Shares outstanding as of May 31, 2019 157,849,714 952,000 Reissuance of treasury stock for NES 690,366 (690,366 ) Shares outstanding as of May 31, 2020 158,540,080 261,634 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
May 31, 2020 | |
Summary of NES Activities under 2006 and 2016 Share Incentive Plan | The NES activities under the 2016 Share Incentive Plan for the year ended May 31, 2020 are summarized as follows: Number of NES Weighted- US$ NES outstanding as of June 1, 2019 1,908,900 66.89 Granted 181,715 0 Vested (690,366 ) 0 Forfeited (143,744 ) 0 NES outstanding as of May 31, 2020 1,256,505 70.73 NES vested and expect to vest as of May 31, 2020 1,256,505 |
The fair value estimate of share options | Option valuation model requires the input of highly subjective assumptions, including the option’s expected life and the price volatility of the underlying shares, and changes in the subjective input assumptions can materially affect the fair value estimate of share options. March 7, 2019 Pre-IPO Share OptionScheme Weighted average share price US$ 1.19 Exercise price US$ 1.13 Expected volatility 46.8 % Expected life 6 years Risk-free rate 2.49 % Expected dividend yield 0.00 % |
Kooleam pre ipo share option scheme [Member] | |
Share-based compensation, stock options | The movements of share options under the Pre-IPO Share Option Scheme for the year s May 31, and 2020 Number of share Weighted Granted on March 7, 2019 47,836,985 1.13 Forfeited (3,065,500 ) 1.13 Cancelled (31,000 ) 1.13 Outstanding as of May 31, 2019 44,740,485 1.13 Forfeited (2,360,000 ) 1.13 Cancelled (3,129,000 ) 1.13 Outstanding as of May 31, 2020 39,251,485 1.13 |
Kooleam post ipo share option [Member] | |
Share-based compensation, stock options | The movements of share options under the Post-IPO Share Option Scheme are summarized as follows: Number of share Weighted per option Granted on January 29, 2020 40,000,000 3.26 Forfeited (1,801,000 ) 3.26 Outstanding as of May 31, 2020 38,199,000 3.26 |
The fair value estimate of share options | January 29, Weighted average share price US$ 3.49 Exercise price US$ 3.26 Expected volatility 52 % Expected life 10 years Risk-free rate 1.44 % Expected dividend yield 0.00 % |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
May 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Components of Provision for Income Taxes | Significant components of provision for income taxes for the years ended May 31, 2018, 2019 and 2020 were as follows: For the years ended May 31, 2018 2019 2020 US$ US$ US$ Current: PRC 72,785 103,031 142,992 Deferred: PRC (13,377 ) (17,317 ) (8,630 ) Total provision for income taxes 59,408 85,714 134,362 |
Components of Group's Deferred Tax Assets and Liabilities | Significant components of the Group’s deferred tax assets and liabilities were as follows: As of May 31, 2018 2019 2020 US$ US$ US$ Deferred tax assets Allowance doubtful accounts 1,965 3,523 4,677 Accrued expenses 32,253 43,212 55,172 Net operating loss carry-forward 14,611 22,299 43,049 Tax impact from the long term investments disposed to a — 1,521 1,521 Total deferred tax assets 48,829 70,555 104,419 Less: valuation allowance (5,506 ) (9,088 ) (41,095 ) Total deferred tax assets, net 43,323 61,467 63,324 Deferred tax liabilities Acquired assets 3,308 5,038 3,598 Tax impact from the unrealized gain on available-for-sale investments 8,825 13,743 8,308 Total deferred tax liabilities 12,133 18,781 11,906 |
Reconciliation of Effective Tax Rates from 25% Statutory Tax Rates | A reconciliation of the effective tax rates from 25% statutory tax rates for the years ended May 31, 2018, 2019 and 2020 was as follows: For the years ended May 31, 2018 2019 2020 % % % Statutory tax rate 25.00 25.00 25.00 Effect of not deductible expenses for tax purposes 4.35 16.70 5.93 Tax effect of exempt entities (8.10 ) (6.91 ) (5.50 ) Effect of tax holiday (5.70 ) (9.73 ) (5.13 ) Changes in valuation allowance 0.43 1.13 6.53 Effect of dividend withholding tax 0.66 0.77 0.63 Effective tax rate 16.64 26.96 27.46 |
Schedule of Increase in Income Tax Expenses and Decrease in Net Income Per Share | If the WFOE and certain subsidiaries and schools of the VIEs did not enjoy income tax exemptions and preferential tax rates for the years ended May 31, 2018, 2019 and 2020, the increase in income tax expenses and the decrease in net income per share amounts would be as follows: For the years ended May 31, 2018 2019 2020 US$ US$ US$ Increase in income tax expenses 48,444 51,002 50,809 Decrease in net income per share - basic 0.31 0.32 0.32 Decrease in net income per share - diluted 0.31 0.32 0.32 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 12 Months Ended |
May 31, 2020 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Income Per Share | The computation of basic and diluted net income per common share for the years ended May 31, 2018, 2019 and 2020 was as follows: For the years ended May 31, 2018 2019 2020 US$ US$ US$ Numerator: Net income attributable to New Oriental Education & Technology Group Inc.’s shareholders 296,130 238,065 413,333 Net income available for future distribution 296,130 238,065 413,333 Denominator Weighted average common shares outstanding - b 158,168,794 158,293,890 158,429,576 Plus: incremental weighted average common shares from assumed vesting of NES using the treasury stock method 387,706 745,455 1,107,314 Weighted average common shares outstanding - d 158,556,500 159,039,345 159,536,890 Net income per common share - Basic 1.87 1.50 2.61 - Diluted 1.87 1.50 2.59 |
Related-Parties Transactions (T
Related-Parties Transactions (Tables) | 12 Months Ended |
May 31, 2020 | |
Balances and Transaction with Related Parties | The Group had the following balances and transactions with related parties: (a) Balances: Amounts due from related parties, Amounts due to related parties, Notes Relationship 2018 2019 2020 2018 2019 2020 US$ US$ US$ US$ US$ US$ Metropolis Holding China Limited (“Metropolis”) (1) Company controlled by Mr. Yu 787 15,581 1,951 — — 159 Beijing Dianshi Jingwei Technololy Co., Ltd (“Dianshi Jingwei”) (2) Equity method investee — 15,211 — — — — Education Industry Fund Equity method investee — 8,692 — — — — Others ( 3 808 3,160 1,433 30 472 1,431 Total 1,595 42,644 3,384 30 472 1,590 Amounts due from non- As of May 31, Notes Relationship 2018 2019 2020 US$ US$ US$ Metropolis (1) Company controlled by Mr. Yu 2,226 1,204 1,550 Dianshi Jingwei (2) Equity method investee — — 21,024 Others ( 3 — — 135 Total 2,226 1,204 22,709 (b) Transactions: Rental expenses For the years ended May 31, 2018 2019 2020 US$ US$ US$ Metropolis (1) Company controlled by Mr. Yu 7,899 7,888 9,615 Loans provided to related parties For the years ended May 31, 2018 2019 2020 US$ US$ US$ Dianshi Jingwei (2) Equity method investee — 61,155 7,128 Total — 61,155 7,128 Revenues For the years ended May 31, 2018 2019 2020 US$ US$ US$ Beijing Fishpond Software Technology Co., Ltd. (“Fishpond”) Equity method investee — 1,060 438 Others ( 4 92 — 41 Total 92 1,060 479 Cost For the years ended May 31, 2018 2019 2020 US$ US$ US$ EEO Equity securities without readily determinable fair values investee — 2,408 3,239 Beijing Dongfang Heli Investment and Developement Ltd (“Dongfang Heli”) Equity method investee — 1,064 1,700 Others ( 4 — 460 31 Total — 3,932 4,970 (1) Since April 2010, the Group began renting a large portion of a building owned by Metropolis for office space. In March 2012, Metropolis was acquired by a company wholly-owned by Mr. Yu, the Group’s executive chairman. As a result, Metropolis became a related party of the Group. As of May 31, 2020 related to a short-term lease and deposit for the building. The amount of the rental payments was determined based on the prevailing market rates and was duly approved by the Group’s board of directors. (2) In April 2016, the Group sold 51% of the equity interest of its fully-owned subsidiary Dianshi Jingwei and Dianshi Jingwei became an equity method investee of the Group. As of May 31, 2020, amounts due from Dianshi Jingwei included five outstanding loans provided by the Group with annual interest rate of 10%. The loans were initially granted in 2018 but were extended several times and recorded as non-current assets as of May 31, 2020. During the year ended of May 31, 2020, no interests were received by the Group. The extended loans were personally guaranteed by Mr. Yu and Mr. Yunhai Jia (“Mr. Jia”), the chief executive officer of Dianshi Jingwei. According to the loan agreements, if Dianshi Jingwei defaults on the loan payments and interests, the Group has the right to convert the unpaid loans into Dianshi Jingwei’s equity. During the year ended of May 31, 2020, Dianshi Jingwei repaid US$701 to the Group. (3) As of May 31, 2018, 2019 and 2020, the balance in “others” included the receivables from and payables to long-term investees. (4) As of May 31, 2018, 2019 and 2020, the balance in “others” included the revenue and cost from long-term investees. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
May 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Capital Commitments under Non-Cancelable Construction and Investments | As of May 31, 2020, the future minimum capital commitments were as follows: US$ 4,148 Capital commitment for the purchase of property and equipment 28,901 Capital commitment for leasehold improvements 33,049 |
Non-controlling Interests (Tabl
Non-controlling Interests (Tables) | 12 Months Ended |
May 31, 2020 | |
Noncontrolling Interest [Abstract] | |
Summary of Changes in Non-controlling Interest | Non-controlling US$ Balance as of June 1, 2017 39,130 Capital contribution from non-controlling interests and new non-controlling interests recognized in acquisitions 2,015 Capital reduction of non-controlling interests (28,652 ) Dividend declared (231 ) Unrealized gain on available-for-sale investments 164 Foreign currency translation adjustment 2,949 Net income attributed to non-controlling interests 1,107 Balance as of May 31, 2018 16,482 Non-controlling interests arising from acquisitions 288 Purchase of non-controlling interests (1,696 ) Disposal of a subsidiary 80 Capital contribution from non-controlling interests 5,317 Change in non-controlling interests resulting from Koolean Holding’s IPO, net of issuance cost 94,136 Reclassification of redeemable non-controlling interests 60,934 Unrealized gain on available-for-sale investments 465 Foreign currency translation adjustment (1,376 ) Net loss attributed to non-controlling interests (10,219 ) Balance as of May 31, 2019 164,411 Purchase of non-controlling interests 6,675 Capital contribution from non-controlling interests (39 ) Share-based compensation expenses from Koolearn Holding 20,731 Exercise of share options in Koolearn Holding 3,629 Foreign currency translation adjustment (417 ) Net loss attributed to non-controlling interests (58,474 ) Balance as of May 31, 2020 136,516 The effects of changes in the Company’s ownership interest on the Company’s equity were as follows: For the years ended May 31, 2018 2019 2020 US$ US$ US$ Net income attribute to New Oriental Education & Technology Group Inc.’s shareholders 296,130 238,065 413,333 Share option gain — — 5,752 Decrease in the Group’s additional paid-in capital resulting from disposal of a — (371 ) — (Decrease) i (113,784 ) 160,871 103 Increase in the Group’s additional paid-in capital resulting from the change in non-controlling interests resulting from Koolearn Holding’s IPO — 139,211 — Decrease in the Group’s additional paid-in capital resulting from repurchase shares (63,721 ) (15,190 ) (20,045 ) Changes from net income attributable to New Oriental Education & Technology Group Inc.’s shareholders and transfers to non-controlling interests 118,625 522,586 399,143 |
Schedule of Effects of Changes in Ownership Interest on Equity | The effects of changes in the Company’s ownership interest on the Company’s equity were as follows: For the years ended May 31, 2018 2019 2020 US$ US$ US$ Net income attribute to New Oriental Education & Technology Group Inc.’s shareholders 296,130 238,065 413,333 Share option gain — — 5,752 Decrease in the Group’s additional paid-in capital resulting from disposal of a — (371 ) — (Decrease) i (113,784 ) 160,871 103 Increase in the Group’s additional paid-in capital resulting from the change in non-controlling interests resulting from Koolearn Holding’s IPO — 139,211 — Decrease in the Group’s additional paid-in capital resulting from repurchase shares (63,721 ) (15,190 ) (20,045 ) Changes from net income attributable to New Oriental Education & Technology Group Inc.’s shareholders and transfers to non-controlling interests 118,625 522,586 399,143 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
May 31, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The Group’s chief operating decision maker evaluates performance based on each reporting segment’s net revenue, operating cost and expenses, and operating income. Net revenues, operating cost and expenses, operating income, and total assets by segment were as follows: For the year ended May 31, 2018 K-12 AST, and other Others Consolidated US$ US$ US$ Net revenues 2,022,978 424,452 2,447,430 Operating cost and expenses: Cost of revenues (869,012 ) (196,728 ) (1,065,740 ) Selling and marketing (193,851 ) (99,549 ) (293,400 ) General and administrative (504,985 ) (108,343 ) (613,328 ) Unallocated corporate expenses — — (212,003 ) Total operating cost and expenses (1,567,848 ) (404,620 ) (2,184,471 ) Operating income 455,130 19,832 262,959 Segment assets 1,898,504 844,691 2,743,195 Unallocated corporate assets — — 1,234,517 Total assets 1,898,504 844,691 3,977,712 For the year ended May 31, 2019 K-12 AST, and other Others Consolidated US$ US$ US$ Net revenues 2,605,829 490,662 3,096,491 Operating cost and expenses: Cost of revenues (1,128,355 ) (247,914 ) (1,376,269 ) Selling and marketing (212,170 ) (145,228 ) (357,398 ) General and administrative (675,315 ) (149,193 ) (824,508 ) Unallocated corporate expenses — — (236,409 ) Total operating cost and expenses (2,015,840 ) (542,335 ) (2,794,584 ) Gain on disposal of a subsidiary — — 3,627 Operating income (loss) 589,989 (51,673 ) 305,534 Segment assets 2,226,344 1,118,884 3,345,228 Unallocated corporate assets — — 1,301,331 Total assets 2,226,344 1,118,884 4,646,559 For the year ended May 31, 2020 K-12 AST, Others Consolidated US$ US$ US$ Net revenues 3,040,741 537,941 3,578,682 Operating cost and expenses: Cost of revenues (1,304,239 ) (284,660 ) (1,588,899 ) Selling and marketing (218,739 ) (202,733 ) (421,472 ) General and administrative (729,125 ) (179,349 ) (908,474 ) Unallocated corporate expenses — — (260,834 ) Total operating cost and expenses (2,252,103 ) (666,742 ) (3,179,679 ) Operating income (loss) 788,638 (128,801 ) 399,003 Segment assets 3,588,900 1,388,730 4,977,630 Unallocated corporate assets — — 1,579,255 Total assets 3,588,900 1,388,730 6,556,885 |
Organization and Principal Ac_3
Organization and Principal Activities - Details of Company's Major Subsidiaries and VIEs and Its Major Subsidiaries (Detail) | 12 Months Ended |
May 31, 2020 | |
Variable interest entities (VIEs) [Member] | New Oriental Education & Technology Group Co., Ltd [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Aug. 2, 2001 |
Place of incorporation (or establishment)/ operation | PRC |
Variable interest entities (VIEs) [Member] | Beijing New Oriental Xuncheng Network Technology Co., Ltd [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Mar. 11, 2005 |
Place of incorporation (or establishment)/ operation | PRC |
Major Subsidiaries of the Company [Member] | Beijing Decision Education & Consulting Company Limited [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Apr. 20, 2005 |
Place of incorporation (or establishment)/ operation | PRC |
Legal ownership | 100.00% |
Major Subsidiaries of the Company [Member] | Beijing Hewstone Technology Company Limited [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Apr. 20, 2005 |
Place of incorporation (or establishment)/ operation | PRC |
Legal ownership | 100.00% |
Major Subsidiaries of the Company [Member] | Elite Concept Holdings Limited [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Dec. 3, 2007 |
Place of incorporation (or establishment)/ operation | Hong Kong |
Legal ownership | 100.00% |
Major Subsidiaries of the Company [Member] | Winner Park Limited [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Dec. 9, 2008 |
Place of incorporation (or establishment)/ operation | Hong Kong |
Legal ownership | 100.00% |
Major Subsidiaries of the Company [Member] | Smart Shine International Limited [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Dec. 9, 2008 |
Place of incorporation (or establishment)/ operation | Hong Kong |
Legal ownership | 100.00% |
Major Subsidiaries of the Company [Member] | Beijing Pioneer Technology Company Limited [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Jan. 8, 2009 |
Place of incorporation (or establishment)/ operation | PRC |
Legal ownership | 100.00% |
Major Subsidiaries of the Company [Member] | Beijing Smart Wood Software Technology Company Limited [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Dec. 21, 2011 |
Place of incorporation (or establishment)/ operation | PRC |
Legal ownership | 100.00% |
Major Subsidiaries of the Company [Member] | Koolearn Holding [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Feb. 7, 2018 |
Place of incorporation (or establishment)/ operation | Cayman Islands |
Legal ownership | 53.22% |
Major Subsidiaries of the Company [Member] | New Oriental Xuncheng Technology (HK) Limited [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Mar. 2, 2018 |
Place of incorporation (or establishment)/ operation | Hong Kong |
Legal ownership | 53.22% |
Major Subsidiaries of the Company [Member] | Beijing Dexin Dongfang Network Technology Co Ltd [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Mar. 21, 2018 |
Place of incorporation (or establishment)/ operation | PRC |
Legal ownership | 53.22% |
Major Subsidiaries of the Company [Member] | Zhuhai Chongsheng Heli Network Technology Co., Ltd [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Jul. 23, 2019 |
Place of incorporation (or establishment)/ operation | PRC |
Legal ownership | 53.22% |
Major Subsidiaries and Schools of the VIEs [Member] | Beijing Haidian District Privately-Funded New Oriental School [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Oct. 5, 1993 |
Place of incorporation (or establishment)/ operation | PRC |
Major Subsidiaries and Schools of the VIEs [Member] | Beijing New Oriental Yangzhou Foreign Language School [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Jun. 6, 2002 |
Place of incorporation (or establishment)/ operation | PRC |
Major Subsidiaries and Schools of the VIEs [Member] | Wuhan New Oriental Training School [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Apr. 28, 2002 |
Place of incorporation (or establishment)/ operation | PRC |
Major Subsidiaries and Schools of the VIEs [Member] | Xi'an Yanta District New Oriental School [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Nov. 26, 2002 |
Place of incorporation (or establishment)/ operation | PRC |
Major Subsidiaries and Schools of the VIEs [Member] | Nanjing Gulou New Oriental Advanced Study School [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Nov. 28, 2002 |
Place of incorporation (or establishment)/ operation | PRC |
Major Subsidiaries and Schools of the VIEs [Member] | Beijing New Oriental Dogwood Cultural Communications Co., Ltd [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | May 16, 2003 |
Place of incorporation (or establishment)/ operation | PRC |
Major Subsidiaries and Schools of the VIEs [Member] | Beijing New Oriental Vision Overseas Consultancy Co., Ltd [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Feb. 19, 2004 |
Place of incorporation (or establishment)/ operation | PRC |
Major Subsidiaries and Schools of the VIEs [Member] | Hangzhou New Oriental Advanced Study School [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Jul. 21, 2005 |
Place of incorporation (or establishment)/ operation | PRC |
Major Subsidiaries and Schools of the VIEs [Member] | Beijing Chaoyang District Kindergarten of Stars [Member] | |
Variable Interest Entities [Line Items] | |
Date of incorporation or acquisition | Nov. 20, 2007 |
Place of incorporation (or establishment)/ operation | PRC |
Organization and Principal Ac_4
Organization and Principal Activities - Additional Information (Detail) - Agreement | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Product Information [Line Items] | |||
Renewal of trade mark registration | 10 years | ||
Exclusive service agreement renewal term | 10 years | ||
Notice period of agreement termination | 30 days | ||
Number of new equity pledged agreements | 5 | ||
Century Friendship [Member] | Previously Held Equity Interest [Member] | |||
Product Information [Line Items] | |||
Equity interest of Century Friendship prior to the transfer | 53.00% | ||
Minimum [Member] | |||
Product Information [Line Items] | |||
Operating services fee percentage from revenue | 2.00% | ||
Maximum [Member] | |||
Product Information [Line Items] | |||
Operating services fee percentage from revenue | 6.00% | ||
Variable interest entities (VIEs) [Member] | |||
Product Information [Line Items] | |||
Shareholding percentage of Mr. Yu | 12.46% | ||
Credit Concentration Risk [Member] | Sales Revenue, Net [Member] | |||
Product Information [Line Items] | |||
Concentration risk percentage | 96.50% | 98.70% | 98.80% |
Credit Concentration Risk [Member] | Assets, Total [Member] | |||
Product Information [Line Items] | |||
Concentration risk percentage | 74.00% | 67.50% | 71.20% |
Credit Concentration Risk [Member] | Liabilities, Total [Member] | |||
Product Information [Line Items] | |||
Concentration risk percentage | 93.90% | 90.50% | 95.80% |
Organization and Principal Ac_5
Organization and Principal Activities - Balances and Amounts of Company's WFOEs and VIEs (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Variable Interest Entities [Line Items] | |||
Total current assets | $ 3,756,420 | $ 3,466,242 | $ 2,941,914 |
Total assets | 6,556,885 | 4,646,559 | 3,977,712 |
Total current liabilities | 2,479,364 | 2,006,224 | 1,750,884 |
Total liabilities | 3,687,074 | 2,121,462 | 1,763,017 |
Net revenues | 3,578,682 | 3,096,491 | 2,447,430 |
Net income | 413,333 | 238,065 | 296,130 |
Net cash provided by operating activities | 804,455 | 805,648 | 781,127 |
Net cash used in investing activities | (1,256,370) | (574,712) | (407,143) |
Net cash used in financing activities | (17,862) | 266,649 | (74,881) |
Variable interest entities (VIEs) [Member] | |||
Variable Interest Entities [Line Items] | |||
Total current assets | 2,385,315 | 2,179,752 | 2,081,374 |
Total non-current assets | 2,463,751 | 957,650 | 750,316 |
Total assets | 4,849,066 | 3,137,402 | 2,831,690 |
Total current liabilities | 2,395,977 | 1,900,440 | 1,674,857 |
Total non-current liabilities | 1,066,541 | 18,607 | 13,782 |
Total liabilities | 3,462,518 | 1,919,047 | 1,688,639 |
Net revenues | 3,453,555 | 3,056,537 | 2,417,203 |
Net income | 575,210 | 575,614 | 479,190 |
Net cash provided by operating activities | 675,015 | 536,631 | 711,591 |
Net cash used in investing activities | (780,310) | (450,569) | (429,265) |
Net cash used in financing activities | $ (45,188) | $ (27,691) | $ (96,429) |
Significant Accounting Polici_4
Significant Accounting Policies - Changes in Allowance for Doubtful Accounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Receivables [Abstract] | |||
Beginning balance | $ 751 | $ 1,399 | $ 1,180 |
Charge during the year | 329 | 146 | 576 |
Written-off | (374) | (794) | (357) |
Ending balance | $ 706 | $ 751 | $ 1,399 |
Significant Accounting Polici_5
Significant Accounting Policies - Estimated Useful Lives of Assets (Detail) | 12 Months Ended |
May 31, 2020 | |
Transportation equipment [Member] | |
Significant Of Accounting Policies [Line Items] | |
Estimated useful lives | 10 years |
Furniture and education equipment [Member] | |
Significant Of Accounting Policies [Line Items] | |
Estimated useful lives | 5 years |
Computer equipment and software [Member] | |
Significant Of Accounting Policies [Line Items] | |
Estimated useful lives | 3 years |
Leasehold Improvements [Member] | |
Significant Of Accounting Policies [Line Items] | |
Estimated useful lives | Shorter of the lease term or estimated useful life |
Minimum [Member] | Buildings [Member] | |
Significant Of Accounting Policies [Line Items] | |
Estimated useful lives | 20 years |
Maximum [Member] | Buildings [Member] | |
Significant Of Accounting Policies [Line Items] | |
Estimated useful lives | 50 years |
Significant Accounting Polici_6
Significant Accounting Policies - Summary of Estimated Useful Lives of Intangible Assets (Detail) | 12 Months Ended |
May 31, 2020 | |
Trademark [Member] | |
Estimated useful lives of intangible assets [Line items] | |
Estimated useful lives | 10 years |
License [Member] | |
Estimated useful lives of intangible assets [Line items] | |
Estimated useful lives | 20 years |
Student base [Member] | |
Estimated useful lives of intangible assets [Line items] | |
Estimated useful lives | 1 year 9 months |
Favorable lease [Member] | |
Estimated useful lives of intangible assets [Line items] | |
Estimated useful lives | 8 years 8 months 1 day |
Courseware [Member] | |
Estimated useful lives of intangible assets [Line items] | |
Estimated useful lives | 3 years |
Significant Accounting Polici_7
Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Thousands | Apr. 01, 2019 | Jun. 01, 2018 | May 31, 2019 | Apr. 30, 2018 | Mar. 31, 2019 | May 31, 2020 | May 31, 2019 | May 31, 2018 | Jun. 01, 2019 | |
Significant Of Accounting Policies [Line Items] | ||||||||||
Impairment loss on goodwill | $ 0 | $ 5,245 | $ 0 | |||||||
Impairment losses | $ 0 | 0 | 0 | |||||||
Percentage of ownership interest in voting stock considered to exist significant influence over investee company | 20.00% | |||||||||
Value added tax | 16.00% | |||||||||
Vat on sales | 16.00% | 6.00% | ||||||||
Excess of refund | 3.00% | |||||||||
Accounts receivable | $ 3,300 | $ 4,178 | 3,300 | 3,179 | ||||||
Deferred revenue | 1,301,103 | 1,324,384 | 1,301,103 | 1,270,195 | ||||||
Refund liability | [1] | 15,783 | 15,955 | 15,783 | 11,541 | |||||
Revenues | 3,578,682 | 3,096,491 | 2,447,430 | |||||||
Total advertising expenses | 105,538 | 72,386 | 55,936 | |||||||
Government subsidies received | 43,476 | 3,684 | 2,945 | |||||||
Aggregate amounts denominated in RMB | 1,105,190 | $ 855,654 | 1,105,190 | 989,070 | ||||||
Amortization term of long term debt | 1 year | |||||||||
Lease right-of-use assets | 0 | $ 1,425,466 | 0 | 0 | $ 1,254,595 | |||||
Lease liabilities | 1,462,162 | $ 1,238,080 | ||||||||
Lease liabilities, Current | 0 | 384,239 | 0 | 0 | ||||||
Educational programs and services [Member] | ||||||||||
Significant Of Accounting Policies [Line Items] | ||||||||||
Revenues | 3,040,741 | |||||||||
Other Current Liabilities [Member] | ||||||||||
Significant Of Accounting Policies [Line Items] | ||||||||||
Refund liability | 76,221 | 94,006 | 76,221 | 68,185 | ||||||
Contract With Customer Assets [Member] | ||||||||||
Significant Of Accounting Policies [Line Items] | ||||||||||
Accounts receivable | 3,300 | 4,178 | 3,300 | 3,137 | ||||||
Contract With Customer Liability [Member] | ||||||||||
Significant Of Accounting Policies [Line Items] | ||||||||||
Deferred revenue | $ 1,301,103 | $ 1,324,384 | $ 1,301,103 | $ 1,202,010 | ||||||
Inter Company Sales [Member] | Books and Other Services [Member] | ||||||||||
Significant Of Accounting Policies [Line Items] | ||||||||||
Vat on sales | 6.00% | |||||||||
Sales [Member] | Books and Other Services [Member] | ||||||||||
Significant Of Accounting Policies [Line Items] | ||||||||||
Vat on sales | 9.00% | 11.00% | 10.00% | |||||||
Accounting Standards Update 2016-01 [Member] | Available-for-sale Securities [Member] | ||||||||||
Significant Of Accounting Policies [Line Items] | ||||||||||
Cumulative effect on retained earnings, net of tax | $ 97,929 | |||||||||
Sales Revenue, Net [Member] | Self Developed Software Product [Member] | ||||||||||
Significant Of Accounting Policies [Line Items] | ||||||||||
Vat on sales | 13.00% | |||||||||
Minimum [Member] | ||||||||||
Significant Of Accounting Policies [Line Items] | ||||||||||
Percentage of ownership interest in voting stock considered to exist significant influence over investee company | 20.00% | |||||||||
Maximum [Member] | ||||||||||
Significant Of Accounting Policies [Line Items] | ||||||||||
Percentage of ownership interest in voting stock considered to exist significant influence over investee company | 50.00% | |||||||||
Customer Concentration Risk [Member] | Sales Revenue, Net [Member] | ||||||||||
Significant Of Accounting Policies [Line Items] | ||||||||||
Concentration risk | 10.00% | 10.00% | 10.00% | |||||||
Credit Concentration Risk [Member] | Sales Revenue, Net [Member] | ||||||||||
Significant Of Accounting Policies [Line Items] | ||||||||||
Concentration risk | 96.50% | 98.70% | 98.80% | |||||||
Credit Concentration Risk [Member] | Accounts Receivable [Member] | ||||||||||
Significant Of Accounting Policies [Line Items] | ||||||||||
Concentration risk | 10.00% | 10.00% | 10.00% | |||||||
Land use rights [Member] | Minimum [Member] | ||||||||||
Significant Of Accounting Policies [Line Items] | ||||||||||
Estimated useful lives | 38 years 6 months | |||||||||
Land use rights [Member] | Maximum [Member] | ||||||||||
Significant Of Accounting Policies [Line Items] | ||||||||||
Estimated useful lives | 50 years | |||||||||
[1] | Refundable fees received from students represent (1) the miscellaneous expenses other than tuition fees received from students which will be paid out on their behalf; and (2) tuition fees refundable to students for classes withdrawn. |
Business Acquisitions - Additio
Business Acquisitions - Additional Information (Detail) - USD ($) $ in Thousands | Sep. 30, 2018 | Oct. 31, 2017 | May 31, 2020 | May 31, 2019 | May 31, 2018 | Dec. 31, 2018 | Dec. 01, 2018 | Nov. 01, 2018 | Oct. 01, 2017 | May 31, 2017 |
Business Acquisition [Line Items] | ||||||||||
Goodwill | $ 80,366 | $ 79,614 | $ 31,729 | |||||||
Ainuo Shida [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business acquisition, equity interest | 100.00% | |||||||||
Business acquisition, total consideration | $ 11,012 | 931 | $ 2,043 | 5,309 | ||||||
Hangzhou Shengshen [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business acquisition, date | Oct. 31, 2017 | |||||||||
Goodwill | $ 9,809 | |||||||||
Deferred revenue | $ 5,566 | |||||||||
Suzhou Hongyi [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash consideration | $ 27,458 | |||||||||
Business acquisition, equity interest | 100.00% | |||||||||
Business acquisition, total consideration | $ 42,608 | |||||||||
Goodwill | $ 37,860 | |||||||||
Contingent consideration liability | $ 42,608 | 15,150 | ||||||||
Other Acquisitions [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash consideration | 376 | 381 | ||||||||
Business acquisition, total consideration | 6,992 | |||||||||
Cash and cash equivalents | 8,639 | |||||||||
Intangible assets | 2,294 | |||||||||
Goodwill | 6,383 | |||||||||
Deferred revenue | 15,215 | |||||||||
Non-controlling interests | 1,683 | |||||||||
Asia Pacific Montessori Education Co Ltd [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash consideration | $ 8,784 | |||||||||
Business acquisition, equity interest | 100.00% | 65.00% | 35.00% | |||||||
Business acquisition, total consideration | 1,071 | $ 12,600 | 11,216 | |||||||
Goodwill | $ 17,043 | |||||||||
Remeasurement Gain(Loss) In Respect Of Investments Made In Business Acquisition | 4,298 | |||||||||
Other Acquisitions [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash consideration | 43 | 398 | $ 5,902 | |||||||
Business acquisition, total consideration | 441 | |||||||||
Cash and cash equivalents | 107 | |||||||||
Goodwill | $ 729 | |||||||||
Nanjing Qicheng [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash consideration | 346 | |||||||||
Business acquisition, total consideration | 1,153 | |||||||||
Intangible assets | 1,149 | |||||||||
Goodwill | 2,815 | |||||||||
Contingent consideration liability | 807 | |||||||||
Business Acquisition Two Thousand and Twenty [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Business acquisitions, Actual revenue | 829 | |||||||||
Business acquisitions, Actual net income loss | $ 1,115 |
Business Acquisitions - Purchas
Business Acquisitions - Purchase Price Allocation (Detail) - USD ($) $ in Thousands | Dec. 01, 2018 | Nov. 01, 2018 | Oct. 01, 2017 | May 31, 2020 | May 31, 2019 | May 31, 2018 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 80,366 | $ 79,614 | $ 31,729 | |||
Other non-current assets | $ 22,278 | $ 26,776 | $ 19,577 | |||
Hangzhou Shengshen [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Cash | $ 3,571 | |||||
Other current assets | 704 | |||||
Property and equipment | 1,148 | |||||
Goodwill | 9,809 | |||||
Deferred revenue | (5,566) | |||||
Other current liabilities | (1,562) | |||||
Deferred tax liabilities | (969) | |||||
Total | $ 11,012 | |||||
Hangzhou Shengshen [Member] | Property, Plant and Equipment [Member] | Minimum [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Amortization period | 1 year | |||||
Hangzhou Shengshen [Member] | Property, Plant and Equipment [Member] | Maximum [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Amortization period | 5 years | |||||
Hangzhou Shengshen [Member] | Trademark [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | $ 1,713 | |||||
Amortization period | 5 years | |||||
Hangzhou Shengshen [Member] | Student base [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | $ 2,164 | |||||
Amortization period | 3 years | |||||
Suzhou Hongyi [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Cash | $ 1,321 | |||||
Other current assets | 2,020 | |||||
Property and equipment | 402 | |||||
Goodwill | 37,860 | |||||
Other current liabilities | (3,871) | |||||
Deferred tax liabilities | (1,625) | |||||
Total | $ 42,608 | |||||
Suzhou Hongyi [Member] | Property, Plant and Equipment [Member] | Minimum [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Amortization period | 1 year | |||||
Suzhou Hongyi [Member] | Property, Plant and Equipment [Member] | Maximum [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Amortization period | 5 years | |||||
Suzhou Hongyi [Member] | Trademark [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | $ 1,845 | |||||
Amortization period | 5 years | |||||
Suzhou Hongyi [Member] | Student base [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | $ 4,656 | |||||
Amortization period | 3 years | |||||
Asia Pacific Montessori Education Co Ltd [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Cash | $ 1,269 | |||||
Other current assets | 695 | |||||
Property and equipment | 251 | |||||
Goodwill | 17,043 | |||||
Other non-current assets | 2,086 | |||||
Other current liabilities | (4,189) | |||||
Deferred tax liabilities | (787) | |||||
Fair value of the 35% equity interests previously held | (6,917) | |||||
Total | $ 12,600 | |||||
Asia Pacific Montessori Education Co Ltd [Member] | Minimum [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Amortization period | 1 year | |||||
Asia Pacific Montessori Education Co Ltd [Member] | Maximum [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Amortization period | 5 years | |||||
Asia Pacific Montessori Education Co Ltd [Member] | Trademark [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | $ 2,085 | |||||
Amortization period | 5 years | |||||
Asia Pacific Montessori Education Co Ltd [Member] | Student base [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | $ 1,064 | |||||
Amortization period | 3 years |
Business Acquisitions - Purch_2
Business Acquisitions - Purchase Price Allocation (Parenthetical) (Detail) | Dec. 01, 2018 |
Asia Pacific Montessori Education Co Ltd Asia Pacific [Member] | |
Business Acquisition [Line Items] | |
Business acquisition, equity interest | 35.00% |
Business Acquisitions - Pro for
Business Acquisitions - Pro forma Results of Operations (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
May 31, 2019 | May 31, 2018 | May 31, 2017 | |
Business Acquisition [Line Items] | |||
Pro forma net revenues | $ 3,100,364 | $ 2,451,735 | $ 1,815,660 |
Pro forma net income attributable to New Oriental Education and Technology Group Inc. | $ 238,794 | $ 296,697 | $ 275,685 |
Pro forma net income per share – basic | $ 1.88 | $ 1.75 | |
Pro forma net income per share – diluted | $ 1.50 | 1.87 | $ 1.75 |
Other Acquisitions [Member] | |||
Business Acquisition [Line Items] | |||
Pro forma net income per share – basic | $ 1.51 | $ 1.88 |
Short-Term Investments - Summar
Short-Term Investments - Summary of Short-Term Investments (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 | May 31, 2018 |
Short-term Investments [Abstract] | |||
Held-to-maturity investments | $ 2,318,280 | $ 1,668,689 | $ 1,623,763 |
Short-Term Investments - Additi
Short-Term Investments - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Short-term Investments [Abstract] | |||
Held-to-maturity investments for OTTI recognized | $ 0 | $ 0 | $ 0 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets, Net - Components of Prepaid Expenses and Other Current Assets, Net (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Prepaid Expenses And Other Current Assets [Abstract] | ||||
Advances to suppliers | $ 49,547 | $ 45,665 | $ 43,913 | |
Prepaid rents | [1] | 39,706 | 52,794 | 56,531 |
Interest receivables | 33,488 | 23,856 | 23,647 | |
Staff advances | [2] | 24,712 | 14,811 | 9,544 |
Receivable from third parties' platforms | 10,593 | 9,831 | 5,967 | |
Rental deposits | 10,326 | 9,539 | 10,953 | |
Prepaid advertising fees | 7,607 | 4,564 | 6,917 | |
VAT recoverable | 5,562 | 2,297 | 3,493 | |
Deposits of advertising and decoration | 2,594 | 3,020 | 3,342 | |
Prepaid property taxes and other taxes | 779 | 455 | 212 | |
Others | [3] | 14,639 | 33,093 | 18,490 |
Prepaid expense and other assets current before allowance | 199,553 | 199,925 | 183,009 | |
Less: allowance for other receivables | (149) | (248) | (914) | |
Prepaid expenses and other current assets | $ 199,404 | $ 199,677 | $ 182,095 | |
[1] | Prepaid rents represent the prepayment of rent related to leases less than 12 months. | |||
[2] | Staff advances were provided to staff for travelling and business related use and are expensed as incurred. | |||
[3] | Others primarily included prepaid maintenance fees, other receivables and other miscellaneous prepayments. |
Property and Equipment, Net - S
Property and Equipment, Net - Summary of Property and Equipment, Net (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 | May 31, 2018 |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 1,102,688 | $ 863,762 | $ 741,031 |
Less: accumulated depreciation | (453,218) | (342,106) | (275,940) |
Exchange differences | 22,985 | 10,359 | (15,499) |
Property and equipment, net | 672,455 | 532,015 | 449,592 |
Buildings [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 178,782 | 142,047 | 156,324 |
Transportation equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 9,172 | 9,565 | 9,936 |
Furniture and education equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 195,262 | 153,674 | 128,670 |
Computer equipment and software [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 95,385 | 70,995 | 65,227 |
Leasehold Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 579,231 | 451,105 | 349,953 |
Construction in Progress [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 44,856 | $ 36,376 | $ 30,921 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $ 146,310 | $ 110,042 | $ 77,081 |
Land Use Rights, Net - Land Use
Land Use Rights, Net - Land Use Rights, Net (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 | May 31, 2018 |
Real Estate [Abstract] | |||
Land use rights | $ 7,696 | $ 7,955 | $ 5,315 |
Less: accumulated amortization | (1,842) | (1,680) | (1,417) |
Exchange differences | 183 | 130 | (113) |
Land use rights, net | $ 6,037 | $ 6,405 | $ 3,785 |
Land Use Rights, Net - Addition
Land Use Rights, Net - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Land Use Rights [Line Items] | |||
Amortization expenses of land use rights | $ 162 | $ 263 | $ 110 |
Future amortization expense next twelve months | 4,068 | ||
Future amortization expense year two | 2,684 | ||
Future amortization expense year three | 1,774 | ||
Future amortization expense year four | 789 | ||
Future amortization expense year five | 345 | ||
Future amortization expense thereafter | 357 | ||
Land use rights [Member] | |||
Land Use Rights [Line Items] | |||
Future amortization expense next twelve months | 810 | ||
Future amortization expense year two | 810 | ||
Future amortization expense year three | 810 | ||
Future amortization expense year four | 810 | ||
Future amortization expense year five | 810 | ||
Future amortization expense thereafter | $ 5,227 |
Intangible Assets, Net - Schedu
Intangible Assets, Net - Schedule of Intangible Assets, Net (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 | May 31, 2018 |
Intangible assets with indefinite lives: | |||
Intangible assets with indefinite lives, Gross | $ 229 | $ 238 | $ 256 |
Intangible assets with finite lives: | |||
Intangible assets, gross | 23,306 | 22,784 | 14,121 |
Less: accumulated amortization | (13,515) | (8,985) | (5,272) |
Exchange differences | 455 | 136 | (305) |
Intangible assets | 10,246 | 13,935 | 8,544 |
Trademark [Member] | |||
Intangible assets with finite lives: | |||
Intangible assets with finite lives, Gross | 9,170 | 9,109 | 5,575 |
Courseware [Member] | |||
Intangible assets with finite lives: | |||
Intangible assets with finite lives, Gross | 116 | 120 | 129 |
Student base [Member] | |||
Intangible assets with finite lives: | |||
Intangible assets with finite lives, Gross | 12,719 | 12,223 | 7,014 |
Favorable lease [Member] | |||
Intangible assets with finite lives: | |||
Intangible assets with finite lives, Gross | 657 | 679 | 732 |
License [Member] | |||
Intangible assets with finite lives: | |||
Intangible assets with finite lives, Gross | $ 415 | $ 415 | $ 415 |
Intangible Assets, Net - Additi
Intangible Assets, Net - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization expenses | $ 4,530 | $ 3,699 | $ 1,839 |
Future amortization expense next twelve months | 4,068 | ||
Future amortization expense year two | 2,684 | ||
Future amortization expense year three | 1,774 | ||
Future amortization expense year four | 789 | ||
Future amortization expense year five | 345 | ||
Future amortization expense thereafter | $ 357 |
Goodwill, Net - Schedule of Goo
Goodwill, Net - Schedule of Goodwill, Net (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Beginning balance | $ 86,541 | $ 33,411 | $ 15,765 |
Acquisition | 2,815 | 55,632 | 16,192 |
Exchange differences | (2,063) | (2,502) | 1,454 |
Ending balance | 87,293 | 86,541 | 33,411 |
Accumulated impairment | (6,927) | (6,927) | (1,682) |
Goodwill, net | $ 80,366 | $ 79,614 | $ 31,729 |
Goodwill, Net - Additional Info
Goodwill, Net - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Goodwill impairment | $ 0 | $ 5,245 | $ 0 |
Long Term Investments, Net - Sc
Long Term Investments, Net - Schedule of Long Term Investments, Net (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 | May 31, 2018 | Mar. 31, 2014 | |
Schedule of Equity Method Investments [Line Items] | |||||
Long term investments | $ 431,101 | $ 404,704 | $ 433,333 | ||
Sunlands [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity securities with readily determinable fair value | [1] | 21,440 | 37,802 | 134,423 | |
Shengtong [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity securities with readily determinable fair value | [2] | 4,066 | 6,839 | 9,261 | |
Tarena [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity securities with readily determinable fair value | [3] | 2,190 | 3,200 | 9,610 | |
Long term investments | $ 13,500 | ||||
Tibet Tianli [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity securities without readily determinable fair value | [4] | 10,512 | 4,346 | ||
EEO Education Tech [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity securities without readily determinable fair value | [5] | 8,774 | 9,069 | 9,767 | |
VM EDU Fund [Member] | Equity Method Investments [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Long term investments | [6] | 56,734 | |||
Golden Finance [Member] | Available for sale securities investments [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Long term investments | [7] | 59,947 | 61,963 | 86,937 | |
Uhozz [Member] | Available for sale securities investments [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Long term investments | [8] | 16,350 | 16,350 | 12,826 | |
Alo7.com [Member] | Available for sale securities investments [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Long term investments | [9] | 14,289 | 14,289 | 14,395 | |
Lele [Member] | Available for sale securities investments [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Long term investments | [10] | 11,680 | 11,251 | 9,157 | |
New Oriental Education Industry Fund [Member] | Equity Method Investments [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Long term investments | [11] | 67,057 | 67,834 | ||
Other investments [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity securities without readily determinable fair value | [12] | 30,797 | 30,663 | 28,740 | |
Other investments [Member] | Equity Method Investments [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Long term investments | [13] | 27,716 | 20,191 | 9,131 | |
Other investments [Member] | Available for sale securities investments [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Long term investments | [14] | $ 99,549 | $ 120,907 | $ 109,086 | |
[1] | In January 2016, the Group invested US$12,310 in Sunlands, a company engaged in online education specific to vocational qualification training, for subscribing the convertible bonds. In July 2016, the Group converted all of the convertible bonds into redeemable preferred shares of Sunlands for a 4.9% equity interests. Additionally, the Group also invested an additional US$12,205 redeemable preferred shares for another 4.9% equity interests in Sunlands during July 2016. Subsequent to the additional investment, the Group holds 9.8% equity interest in Sunlands. On March 23, 2018, Sunlands was listed in the New York Stock Exchange Market. All of the preferred shares were converted to 529,426 Class A ordinary shares immediately upon the completion of the listing. Subsequent to the listing, the Group invested an additional US$10,000 and obtained 34,783 Class A ordinary shares in April 2018 and held 8% aggregate equity interests in Sunlands. Unrealized gains of US$101,779 was reported in other comprehensive income for the year ended May 31, 2018. Upon the adoption of ASU 2016-01, the investment was reclassified from available-for-sale investment to equity security with readily determinable fair value on June 1, 2018, and losses of US$ 96,621 and US$ 16,362 were recorded in loss from fair value change of long-term investments for the years ended May 31, 2019 and 2020, respectively, on the Group’s consolidated statements of operations. | ||||
[2] | In April 2015, the Group acquired 18% equity interests in Beijing ROBOROBO Technology Co., Ltd. (“ROBOROBO”) for a cash consideration of US$4,356. Roborobo is a company applying various robots build training course for kids with different ages. In February 2017, the Group disposed all of the ownership in ROBOROBO, in exchange for 1.87% common shares issued by Shengtong, which is a listed A-share company in China. Realized gain of US$7,086 was recognized during the year ended May 31, 2017. The equity interests acquired in Shengtong were classified as equity security with readily determinable fair value. Unrealized loss of US$1,450 was reported in other comprehensive income for the year ended May 31, 2018. Upon the adoption of ASU 2016-01, the investment was reclassified from available-for-sale investment to equity security with readily determinable fair value on June 1, 2019, losses of US$1,605 and US$1,079 were recorded in loss from fair value change of long-term investments for the years ended May 31, 2019 and 2020, respectively. | ||||
[3] | In March 2014, the Group invested US$13,500 in Tarena, a NASDAQ listed company that provides IT professional education services in China, for 3% equity interests. In July 2017, the Group sold 1% equity interest in Tarena to third parties and the realized gain of US$4,545 was recognized in investment income for the year ended May 31, 2018. Unrealized loss of US$7,040 was reported in other comprehensive income for the year ended May 31, 2018. Upon the adoption of ASU 2016-01, the investment was reclassified from available-for-sale investment to equity security with readily determinable fair value on June 1, 2019, losses of US$6,410 and US$1,010 were recorded in loss from fair value change of long-term investments for the years ended May 31, 2019 and 2020, respectively. | ||||
[4] | In December 2018, the Group invested 5% equity interests in Tibet Tianli, a company engaged in the developing educational products. In April 2020, the Group further subscribed 5% equity interests. The Group accounted for the investment as equity securities without readily determinable fair values as Tibet Tianli is a private company without readily determinable fair value. As of May 31, 2020, the Group holds 9.75% of the total equity interests in Tibet Tianli after the dilution. For the years ended May 31, 2018, 2019 and 2020, no impairment loss was recorded from this investment. | ||||
[5] | In April 2017, the Group acquired 10% equity interest in EEO, a company engaged in the business of developing on-line classroom product which were accounted for using the cost method because it is not in-substance common share for the years ended May 31, 2018. After the adoption of ASU 2016-01, the Group accounted for the equity investments using the measurement alternative when the equity method is not applicable and there is no readily determinable fair value for the investments. For the years ended May 31, 2018 2019 and 2020, no impairment loss was recorded in regard to the investment. | ||||
[6] | In June 2019, VM EDU Fund I, LP, a market-driven investment entity, was established with total committed capital of US$100,000. The Group participates in VM EDU Fund I, LP as a limited partner and invested US$56,149 in VM EDU Fund I, LP. The Group accounts for the investment under the equity method in accordance with ASC 323 because the Group is a limited partner and does not have control over VM EDU Fund I, LP. | ||||
[7] | In April 2015, the Group invested 9.75% equity interests in Golden Finance, a company engaged in training programs business associated with finance and business management. In November 2015, the Group further subscribed 9.75% equity interests. During the year ended May 31, 2019, the Group disposed of 7.2% equity interests in Golden Finance with total consideration of US$33,156, and the remaining shares were diluted to 12.3%. Gain of US$23,096 was recognized as realized gain from long-term investments in the consolidated statements of operations for the year ended May 31, 2019. The Group accounts for the investment as available-for-sale investments since the investee’s preferred shares held are redeemable and determined to be debt securities and measured at fair value. | ||||
[8] | In May 2015, the Group invested in Uhozz, a company providing oversea rental agency services, for 10% equity interests with redemption and liquidation preferences. In March 2018, the Group further subscribed 15.18% series B preferred shares. The Group accounted for the investment as available-for-sale investments since the investee’s preferred shares held are redeemable and determined to be debt securities and measured them at fair value. | ||||
[9] | In March 2012, the Group acquired a convertible promissory note from Alo7.com for US$1,000, which entitled the Group to automatically convert the note into equity security upon certain conditions were met. In July 2012, the Group converted the US$1,000 promissory note into convertible redeemable preferred shares for a 3.4% equity interests in Alo7.com on an as-converted basis. In 2014, the Group further invested redeemable preferred shares into Alo7.com. As of May 31, 2020, the Company held a 14.3% equity interests in Alo7.com. | ||||
[10] | In September 2015, the Group invested in Lele, a company providing online learning and tutoring services for students from kindergarten through 12th grade, to acquire 48,796,296 convertible redeemable preferred shares for an 8.5% equity interests. In December 2018, the Group further in invested series C preferred shares in Lele. As of May 31, 2020, the Group held a 7.8% equity interests in Lele. The investment was classified as available-for-sale investment as the Group determined the preferred shares were debt securities due to substantive redemption right and measured the investment at fair value. | ||||
[11] | In July 2018, Education Industry Fund was established with the total committed capital of US$224,000. There are two general partners in the fund, which include an entity invested by Mr. Yu and an unrelated third party. The Group participates in Education Industry Fund as a limited partner and invested US$75,000 in Education Industry Fund as of May 31, 2020. The Group accounts for the investment under the equity method in accordance with ASC 323 because the Group is a limited partner and owns 33% interest in Education Industry Fund. | ||||
[12] | The Group holds several insignificant investments in third-party private companies and has no ability to exercise significant influence over the investees, which were accounted for using the cost method prior to the adoption of ASU 2016-01. After the adoption of ASU 2016-01, the Group accounted for these equity investments using the measurement alternative when cost method is not applicable and there is no readily determinable fair value for the investments. The Group was recorded nil, nil and US$ 9,096 impairment loss on these investment during the years ended May 31, 2018, 2019 and 2020, respectively. | ||||
[13] | The Group holds from 6.86% to 50% equity interests in other 15 third-party companies through investments in their common shares or in-substance common shares. The majority of the long-term investments are engaged in the business of providing educational services. The Group accounts for these investments under the equity method because the Group has the ability to exercise significant influence but does not have control over the investees, even though the Group holds less than 20% equity interests in some of the investees. | ||||
[14] | Other available-for-sale investments represent several insignificant individual investments classified as available-for-sale investments as of May 31, 2018, 2019 and 2020. Realized gain of US$2,821, US$3,283 and US$407 were recorded in realized gain from long-term investments for the years ended May 31, 2018, 2019 and 2020, respectively. The Group recognized impairment losses from long-term investments amounting to US$980, US$5,919 and US$31,750 for the years ended May 31, 2018, 2019 and 2020, respectively, as the Group believes the carrying value of these investments were no longer recoverable. |
Long Term Investments, Net - _2
Long Term Investments, Net - Schedule of Long Term Investments, Net (Parenthetical) (Detail) - USD ($) $ in Thousands | Mar. 23, 2018 | Apr. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2018 | Jul. 31, 2018 | Apr. 30, 2018 | Jul. 31, 2017 | Feb. 28, 2017 | Mar. 31, 2014 | May 31, 2020 | May 31, 2019 | May 31, 2018 | May 31, 2017 | Mar. 31, 2018 | Apr. 30, 2017 | Jul. 31, 2016 | Jan. 31, 2016 | Nov. 30, 2015 | Sep. 30, 2015 | May 31, 2015 | Apr. 30, 2015 | Jul. 31, 2012 | Mar. 31, 2012 | Mar. 05, 2012 | |
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Loss from equity method investments | $ 1,385 | $ (2,289) | $ (379) | ||||||||||||||||||||||
Long term investment | $ 431,101 | 404,704 | 433,333 | ||||||||||||||||||||||
Investment ownership interest | 20.00% | ||||||||||||||||||||||||
Payments made to acquire long term investments | $ 92,087 | 128,970 | 67,350 | ||||||||||||||||||||||
Gain On Sale Of Equity Investments | 407 | 26,379 | 7,366 | ||||||||||||||||||||||
Impairment loss from long-term investments | 31,750 | 5,919 | 980 | ||||||||||||||||||||||
New Oriental Education Industry Fund [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Investment ownership interest | 33.00% | ||||||||||||||||||||||||
Total committed capital | $ 224,000 | ||||||||||||||||||||||||
Committed to invest | $ 75,000 | ||||||||||||||||||||||||
New Oriental Education Industry Fund [Member] | Equity Method Investments [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Long term investment | [1] | $ 67,057 | 67,834 | ||||||||||||||||||||||
Minimum [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Investment ownership interest | 20.00% | ||||||||||||||||||||||||
Maximum [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Investment ownership interest | 50.00% | ||||||||||||||||||||||||
Other Long-term Investments [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Loss from equity method investments | $ 9,096 | 0 | 0 | ||||||||||||||||||||||
Gain On Sale Of Equity Investments | 407 | 3,283 | 2,821 | ||||||||||||||||||||||
Impairment loss from long-term investments | 31,750 | 5,919 | 980 | ||||||||||||||||||||||
Other Long-term Investments [Member] | Equity Method Investments [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Long term investment | [2] | $ 27,716 | $ 20,191 | 9,131 | |||||||||||||||||||||
Golden Finance [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Investment ownership interest | 9.75% | 9.75% | |||||||||||||||||||||||
Percentage Of Equity Method Investment Diluted | 12.30% | ||||||||||||||||||||||||
Gain On Sale Of Equity Investments | $ 23,096 | ||||||||||||||||||||||||
Proceeds From Sale Of Equity Method Invstments | $ 33,156 | ||||||||||||||||||||||||
Alo7.com [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Long term investment | $ 1,000 | $ 1,000 | |||||||||||||||||||||||
Investment ownership interest | 14.30% | ||||||||||||||||||||||||
Noncontrolling interest, equity ownership percentage | 3.40% | ||||||||||||||||||||||||
Uhozz [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Investment ownership interest | 15.18% | 10.00% | |||||||||||||||||||||||
Sunlands [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Investment ownership interest | 8.00% | ||||||||||||||||||||||||
Unrealised Gain (loss) on Investments | 101,779 | ||||||||||||||||||||||||
Loss Arising From Change In Fair Value Of Investments | $ (16,362) | $ (96,621) | |||||||||||||||||||||||
Sunlands [Member] | Redeemable Preferred Shares [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Long term investment | $ 12,205 | ||||||||||||||||||||||||
Investment ownership interest | 9.80% | 4.90% | |||||||||||||||||||||||
Sunlands [Member] | Series A Preferred Stock [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Equity ownership interest | $ 10,000 | ||||||||||||||||||||||||
Long term investments, shares | 529,426 | 34,783 | |||||||||||||||||||||||
Sunlands [Member] | Convertible Bond [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Long term investment | $ 12,310 | ||||||||||||||||||||||||
Tarena [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Long term investment | $ 13,500 | ||||||||||||||||||||||||
Unrealised Gain (loss) on Investments | (7,040) | ||||||||||||||||||||||||
Equity ownership interest classified as available for sale | 3.00% | ||||||||||||||||||||||||
Equity interest sold | 1.00% | ||||||||||||||||||||||||
Gain On Sale Of Equity Investments | 4,545 | ||||||||||||||||||||||||
Loss Arising From Change In Fair Value Of Investments | $ (1,010) | (6,410) | |||||||||||||||||||||||
Lele Global [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Equity ownership interest | 7.80% | ||||||||||||||||||||||||
Lele Global [Member] | Series B One Redeemable Convertible Preferred Stock [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Equity ownership interest | 8.50% | ||||||||||||||||||||||||
Convertible redeemable preferred shares acquired | 48,796,296 | ||||||||||||||||||||||||
ROBOROBO [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Long term investment | $ 4,356 | ||||||||||||||||||||||||
Investment ownership interest | 18.00% | ||||||||||||||||||||||||
Unrealised Gain (loss) on Investments | (1,450) | ||||||||||||||||||||||||
Gain On Sale Of Equity Investments | $ 7,086 | ||||||||||||||||||||||||
Equity securities gain (loss) on change in fair value | $ (1,079) | (1,605) | |||||||||||||||||||||||
Shengtong [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Business combination, consideration transferred, equity interests issued or issuable, percent | 1.87% | ||||||||||||||||||||||||
EEO Education Tech [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Loss from equity method investments | $ 0 | $ 0 | $ 0 | ||||||||||||||||||||||
Investment ownership interest | 10.00% | ||||||||||||||||||||||||
Tibet Tianli [Member] | Educational Programs And Services [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Equity ownership interest classified as available for sale | 5.00% | 5.00% | 9.75% | ||||||||||||||||||||||
VM EDU Fund I L P [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Total committed capital | $ 100,000 | ||||||||||||||||||||||||
VM EDU Fund I L P [Member] | Equity Method Investments [Member] | |||||||||||||||||||||||||
Schedule of Equity Method Investments [Line Items] | |||||||||||||||||||||||||
Long term investment | [3] | $ 56,734 | |||||||||||||||||||||||
Payments made to acquire long term investments | $ 56,149 | ||||||||||||||||||||||||
[1] | In July 2018, Education Industry Fund was established with the total committed capital of US$224,000. There are two general partners in the fund, which include an entity invested by Mr. Yu and an unrelated third party. The Group participates in Education Industry Fund as a limited partner and invested US$75,000 in Education Industry Fund as of May 31, 2020. The Group accounts for the investment under the equity method in accordance with ASC 323 because the Group is a limited partner and owns 33% interest in Education Industry Fund. | ||||||||||||||||||||||||
[2] | The Group holds from 6.86% to 50% equity interests in other 15 third-party companies through investments in their common shares or in-substance common shares. The majority of the long-term investments are engaged in the business of providing educational services. The Group accounts for these investments under the equity method because the Group has the ability to exercise significant influence but does not have control over the investees, even though the Group holds less than 20% equity interests in some of the investees. | ||||||||||||||||||||||||
[3] | In June 2019, VM EDU Fund I, LP, a market-driven investment entity, was established with total committed capital of US$100,000. The Group participates in VM EDU Fund I, LP as a limited partner and invested US$56,149 in VM EDU Fund I, LP. The Group accounts for the investment under the equity method in accordance with ASC 323 because the Group is a limited partner and does not have control over VM EDU Fund I, LP. |
Long Term Investments, Net - Ad
Long Term Investments, Net - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Schedule of Investments [Abstract] | |||
Unrealized gain (loss) on available-for-sale investments | $ (748) | $ 19,483 | $ 129,545 |
Fair Value Measurement - Schedu
Fair Value Measurement - Schedule of Available-for-Sale Securities Included in Long Term Investments Measured and Recorded at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 | Sep. 30, 2018 | May 31, 2018 |
Suzhou Hongyi [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Contingent consideration payable (Note 3) | $ 15,150 | $ 42,608 | ||
Fair Value, Measurements, Recurring [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Equity securities with readily determinable fair values | $ 27,696 | 47,841 | ||
Available-for-sale investments | 201,815 | 224,760 | $ 385,695 | |
Total | 229,511 | 287,751 | ||
Fair Value, Measurements, Recurring [Member] | Suzhou Hongyi [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Contingent consideration payable (Note 3) | 15,150 | |||
Quoted Prices in Active Market for Identical Assets Level 1 [Member] | Fair Value, Measurements, Recurring [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Equity securities with readily determinable fair values | 27,696 | 47,841 | ||
Available-for-sale investments | 153,294 | |||
Total | 27,696 | 47,841 | ||
Significant Other Observable Inputs Level 2 [Member] | Fair Value, Measurements, Recurring [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Available-for-sale investments | 41,889 | 78,879 | 98,504 | |
Total | 41,889 | 78,879 | ||
Significant Other Observable Inputs Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Available-for-sale investments | 159,926 | 145,881 | $ 133,897 | |
Total | $ 159,926 | 161,031 | ||
Significant Other Observable Inputs Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | Suzhou Hongyi [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Contingent consideration payable (Note 3) | $ 15,150 |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Fair Value Measurements [Line Items] | |||
Amount transfer from level 1 to level 2 | $ 0 | ||
Amount transfer from level 2 to level 1 | $ 0 | 0 | |
Impairment loss related to acquired intangible assets | 0 | 0 | $ 0 |
Available-for-Sale Investments [Member] | |||
Fair Value Measurements [Line Items] | |||
Transfer to level 1 fair value measurements | $ 32,644,000 | $ 32,644,000 | |
Transfer to level 2 | (5,713,000) | ||
Transfer from level 2 | $ 11,534,000 |
Fair Value Measurement - Reconc
Fair Value Measurement - Reconciliation of The Fair Value Measurements of Assets And Liabilities Using Significant Unobservable Inputs (level 3) (Detail) - Level investments - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Beginning balance | $ 161,031 | $ 133,897 | $ 123,029 |
Transfer to level 1 fair value measurements | (32,644) | (32,644) | |
Initial recognition | 10,000 | 45,989 | |
Transfer from level 2 | 11,534 | ||
Transfer to level 2 | (5,713) | ||
Unrealized gain (loss) | (16,926) | (18,855) | 43,512 |
Ending balance | $ 159,926 | $ 161,031 | $ 133,897 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses and Other Current Liabilities (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Other Liabilities Disclosure [Abstract] | ||||
Accrued payroll | $ 331,172 | $ 285,329 | $ 212,677 | |
Refund liability | [1] | 94,006 | 76,221 | |
Payable for purchase of property and equipment | 65,335 | 44,445 | 45,590 | |
Accrued advertising fees | 20,231 | 11,934 | 8,548 | |
Refundable fees received from students | [2] | 15,955 | 15,783 | 11,541 |
Refundable deposits | [3] | 14,819 | 11,074 | 7,290 |
Rent payable | 13,857 | 23,643 | 18,210 | |
Welfare payable | 12,612 | 12,897 | 9,187 | |
Amounts reimbursable to employees | [4] | 12,674 | 19,366 | 16,157 |
Royalty fees payable | [5] | 6,696 | 7,724 | 4,410 |
Accrued professional service fees | 6,199 | 1,943 | 1,134 | |
Payable for investments and acquisitions | 3,917 | 21,962 | 5,420 | |
VAT payable | 2,881 | 13,321 | 12,125 | |
Other taxes payable | 1,785 | 2,715 | 2,945 | |
Others | [6] | 32,480 | 28,164 | 18,303 |
Total | $ 634,619 | $ 576,521 | $ 373,537 | |
[1] | The refund liability is recognized for variable amount of the considerations received from clients and recorded as refund liability in accordance with Topic 606 as described in Note 2. | |||
[2] | Refundable fees received from students represent (1) the miscellaneous expenses other than tuition fees received from students which will be paid out on their behalf; and (2) tuition fees refundable to students for classes withdrawn. | |||
[3] | Refundable deposits represent student deposits for dormitory or other fees that will be refunded upon graduation and student security deposits refunded upon completion of the study tour. | |||
[4] | Amounts reimbursable to employees include travelling and the business related expenses. | |||
[5] | Royalty fees payable relate to payments to content providers for on-line learning programs and those to counterparties for copyrights and resource sharing. | |||
[6] | Others primarily include transportation expenses, utility fees, property management fees and other miscellaneous expenses payable. |
Lease - Additional Information
Lease - Additional Information (Detail) $ in Thousands | 12 Months Ended |
May 31, 2020USD ($) | |
Lessee Disclosure [Abstract] | |
Operating lease cost | $ 392,168 |
Short-term lease cost | $ 9,028 |
weighted average remaining lease term | 4 years 8 months 12 days |
weighted average discount rate | 4.20% |
Lessee operating lease, lease not yet commenced contract value | $ 32,949 |
Lease - Summary of Supplemental
Lease - Summary of Supplemental Cash Flow Information (Details) $ in Thousands | 12 Months Ended |
May 31, 2020USD ($) | |
Disclosure Of Supplemental Cash Flow Information Of The Leases [Line Items] | |
Cash payments for the operating leases | $ 371,734 |
ROU assets obtained in exchange for the new operating lease liabilities | $ 639,545 |
Lease - Summary of Maturity Ana
Lease - Summary of Maturity Analysis of Annual Undiscounted Cash Flows (Details) - USD ($) $ in Thousands | May 31, 2020 | Jun. 01, 2019 |
Lessee, Lease, Description [Line Items] | ||
May 2021 | $ 407,854 | |
May 2022 | 367,805 | |
May 2023 | 302,990 | |
May 2024 | 225,387 | |
May 2025 | 130,190 | |
Therafter | 176,984 | |
Total future lease payments | 1,611,210 | |
Less:Imputed interest | (149,048) | |
Present value of operating lease liabilities | $ 1,462,162 | $ 1,238,080 |
Lease - Summary of Future Minim
Lease - Summary of Future Minimum Lease Payments (Details) | May 31, 2019USD ($) |
Schedule Of Future Minimum Rental Payments For Operating Leases [Line Items] | |
May 2020 | $ 360,972 |
May 2021 | 337,751 |
May 2022 | 297,379 |
May 2023 | 212,814 |
May 2024 | 143,899 |
Thereafter | 162,882 |
Total future lease payments | $ 1,515,697 |
Long-term loan - Additional Inf
Long-term loan - Additional Information (Detail) - USD ($) | 1 Months Ended | 6 Months Ended | 18 Months Ended | |
May 31, 2020 | May 31, 2019 | May 31, 2020 | Dec. 14, 2018 | |
Line of Credit Facility [Line Items] | ||||
Additional long term debt | $ 250,000,000 | |||
Long-term Debt, Term | 3 years | |||
Debt Issuance Costs Paid | $ 3,543,000 | |||
London Interbank Offered Rate (LIBOR) [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Description Of Variable Rate Of Interest | 165 basis points over London Interbank Offered Rate | |||
Variable Interest Rate Spread | 165.00% | |||
Line Of Credit Facility,Interest Rate Description | The interest is payable on a quarterly basis. | |||
Revolving Facilities Agreement A [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Long-term Debt, Term | 3 years | |||
Term Loan Facility | $ 100,000,000 | |||
Line Of Credit Facility Unused Commitement Fee Percentage | 0.30% | |||
Drawdowns In Respect Of Line Of Credit | 55,000,000 | |||
Revolving Facilities Agreement B [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Term Loan Facility | 100,000,000 | |||
Line Of Credit Facility Unused Commitement Fee Percentage | 0.50% | |||
Drawdowns In Respect Of Line Of Credit | 45,000,000 | |||
Revolving Facilities Agreement C [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Drawdowns In Respect Of Line Of Credit | $ 20,000,000 | |||
Additional Debt [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Additional long term debt | $ 50,000,000 | $ 50,000,000 | ||
Debt [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Additional long term debt | $ 50,000,000 |
Long-term loan - Summary of Lon
Long-term loan - Summary of Long Term Debt Maturities (Details) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 |
Long Term Debt Maturities Repayment Terms details as follows : | ||
Secured bank loan | $ 117,881 | $ 96,457 |
Within a Period Of More Than One Year But Not Exceeding Two Years | ||
Long Term Debt Maturities Repayment Terms details as follows : | ||
Secured bank loan | $ 117,881 | |
Within a Period Of More Than Two Years But Not Exceeding Five Years | ||
Long Term Debt Maturities Repayment Terms details as follows : | ||
Secured bank loan | $ 96,457 |
Redeemable Non-Controlling In_2
Redeemable Non-Controlling Interestes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||||
May 31, 2020 | May 31, 2019 | Mar. 31, 2019 | May 31, 2018 | May 17, 2018 | Apr. 24, 2018 | |
Redeemable Noncontrolling Interest [Line Items] | ||||||
Redeemable non-controlling interests | $ 0 | $ 0 | $ 206,624 | |||
Preferred Stock, Conversion terms | initial conversion ratio of 1:1 | |||||
Koolearn Holding [Member] | ||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||
Equity method investment, ownership percentage | 68.00% | |||||
Redeemable non-controlling interests | $ 206,624 | |||||
Series B Preferred Stock [Member] | ||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||
Preferred Stock, Redemption Premium Percentage | 10.00% | |||||
Preferred Stock, Redemption Price Percentage | 100.00% | |||||
Series A Preferred Stock [Member] | ||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||
Shares issued,consideration | $ 113,925 | |||||
Preferred Stock, Voting Rights | Preferred shareholders have the right to one vote for each ordinary share | |||||
Preferred Stock, Redemption Price Percentage | 120.00% | |||||
Convertible Redeemable Participating Preferred Stock [Member] | Series B Preferred Stock [Member] | Koolearn Holding [Member] | ||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||
Shares issued,shares | 64,396,251 | |||||
Shares issued,consideration | $ 92,699 | |||||
Convertible Redeemable Participating Preferred Stock [Member] | Series A Preferred Stock [Member] | Koolearn Holding [Member] | ||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||
Shares issued,shares | 90,416,181 |
Common Shares and Treasury St_3
Common Shares and Treasury Stock - Movement of the outstanding common shares and treasury stock (Detail) - shares | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Balance, shares | 158,801,714 | 158,379,387 | |
Balance, shares | 158,801,714 | 158,801,714 | 158,379,387 |
Common Stock [Member] | |||
Balance, shares | 157,849,714 | 158,319,910 | 157,687,444 |
Reissuance of treasury stock for NES | 690,366 | 59,477 | 631,966 |
Reissuance of treasury stock for the exercises of options | 500 | ||
Issuance of common share for NES | 422,327 | ||
Shares repurchase | (952,000) | ||
Balance, shares | 158,540,080 | 157,849,714 | 158,319,910 |
Treasury Stock [Member] | |||
Balance, shares | 952,000 | 59,477 | 691,943 |
Reissuance of treasury stock for NES | (690,366) | (59,477) | (631,966) |
Reissuance of treasury stock for the exercises of options | (500) | ||
Shares repurchase | 952,000 | ||
Balance, shares | 261,634 | 952,000 | 59,477 |
Common Shares and Treasury St_4
Common Shares and Treasury Stock - Additional Information (Detail) - $ / shares | May 31, 2020 | May 31, 2019 | May 31, 2018 |
Common stock shares authorized | 300,000,000 | 300,000,000 | 300,000,000 |
Common stock par value | $ 0.01 | $ 0.01 | $ 0.01 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) | Jan. 29, 2020Agreement$ / sharesshares | Mar. 07, 2019$ / shares | Jul. 13, 2018shares | Jan. 31, 2016shares | May 31, 2019USD ($)$ / sharesshares | May 31, 2020USD ($)$ / sharesshares | May 31, 2019USD ($)$ / sharesshares | May 31, 2018USD ($)$ / sharesshares | Jan. 28, 2020shares | Mar. 31, 2019Grantees |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Value of options exercised | $ | $ 0 | $ 0 | $ 38,000 | |||||||
Unrecognized compensation expense | $ | $ 0 | |||||||||
Cumulative number of shares repurchased from open market | 11,285,510 | |||||||||
Treasury shares for future issuance | 17,000,000 | |||||||||
Minimum percentage for exercise price of option | 100.00% | 100.00% | ||||||||
Outstanding share options granted Date | Mar. 5, 2007 | |||||||||
Common shares issued to employees upon the vesting of their shares | 5,136,817 | |||||||||
Common shares transferred to be issued to employees and non employees upon the exercise of their vested share options and vesting of non-vesting equity shares | 6,198,349 | |||||||||
Weighted-average grant date fair value, Granted | $ / shares | $ 108.38 | $ 52.75 | $ 82.75 | |||||||
Total fair value of shares vested | $ | $ 49,645,000 | $ 39,869,000 | $ 24,167,000 | |||||||
Share-based compensation expense | $ | 62,057,000 | 71,336,000 | 57,443,000 | |||||||
Parent Company [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-based compensation expense | $ | $ 41,326,000 | $ 63,315,000 | $ 57,443,000 | |||||||
Non-Vested Equity Shares [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share transfer | 17,000,000 | |||||||||
Reissuance of treasury stock for non-vested equity shares, shares | 3,679,623 | |||||||||
Common shares transferred to be issued to employees and non employees upon the exercise of their vested share options and vesting of non-vesting equity shares | 6,198,349 | |||||||||
Total unrecognized compensation cost related to NES | $ | $ 20,404,000 | |||||||||
Weighted-average period of recognition | 11 months 1 day | |||||||||
Non-Vested Equity Shares [Member] | Employees and Directors [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Treasury shares for future issuance | 690,366 | |||||||||
2016 Share Incentive Plan [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Common shares authorized (including options) granted to employees and directors | 10,000,000 | |||||||||
Reissuance of treasury stock for non-vested equity shares, shares | 2,257,092 | |||||||||
2016 Share Incentive Plan [Member] | Non-Vested Equity Shares [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of share options, Granted | 3,132,665 | 181,715 | 1,029,304 | 1,485,630 | ||||||
Number of share options, Forfeited | 143,744 | 77,224 | 47,006 | |||||||
Kooleam pre ipo share option scheme [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of options granted | 47,836,985 | |||||||||
Exercise period | 6 years | |||||||||
Share-based compensation expense | $ | $ 8,391,000 | $ 8,021,000 | ||||||||
Option per share | $ / shares | $ 1.19 | $ 0.52 | ||||||||
Percentage of maximum limit on shares Options granted | 5.23% | |||||||||
Exercise price | $ / shares | $ 1.13 | |||||||||
Fair value of share options granted | $ | $ 21,613,000 | |||||||||
Overall limit on the number of shares which may be issued | 47,836,985 | |||||||||
Number of Grantee | Grantees | 144 | |||||||||
Kooleam post ipo share option [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Option per share | $ / shares | $ 3.49 | |||||||||
Overall limit on the number of shares which may be issued | 40,000,000 | 38,199,000 | 40,000,000 | |||||||
Recognised total expenses | $ | $ 12,340 | |||||||||
Kooleam post ipo share option [Member] | Share-based Payment Arrangement, Employee [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of Grantee | Agreement | 552 |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of NES Activities under 2006 and 2016 Share Incentive Plan (Detail) - $ / shares | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Weighted-average grant date fair value, Granted | $ 108.38 | $ 52.75 | $ 82.75 |
2006 and 2016 Share Incentive Plan [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Number of NES, Beginning balance | 1,908,900 | ||
Number of NES, Granted | 181,715 | ||
Number of NES, Vested | (690,366) | ||
Number of NES, Forfeited | (143,744) | ||
Number of NES, Ending balance | 1,256,505 | 1,908,900 | |
Number of NES, vested and expect to vest at May 31, 2020 | 1,256,505 | ||
Weighted-average grant date fair value, Beginning balance | $ 66.89 | ||
Weighted-average grant date fair value, Granted | 0 | ||
Weighted-average grant date fair value, Vested | 0 | ||
Weighted-average grant date fair value, Forfeited | 0 | ||
Weighted-average grant date fair value, Ending balance | 70.73 | $ 66.89 | |
Weighted-average grant date intrinsic value, Beginning balance | 66.89 | ||
Weighted-average grant date intrinsic value, Granted | 0 | ||
Weighted-average grant date intrinsic value, Vested | 0 | ||
Weighted-average grant date intrinsic value, Forfeited | 0 | ||
Weighted-average grant date intrinsic value, Ending balance | $ 70.73 | $ 66.89 |
Share-Based Compensation - Move
Share-Based Compensation - Movements of share options under the Koolearn Pre IPO Share Option Scheme (Detail) - Kooleam pre ipo share option scheme [Member] - $ / shares | 3 Months Ended | 12 Months Ended |
May 31, 2019 | May 31, 2020 | |
Number of share options, Granted | 47,836,985 | |
Number of share options, Forfeited | (3,065,500) | (2,360,000) |
Number of share options, Cancelled | (31,000) | (3,129,000) |
Number of share options outstanding, Ending balance | 44,740,485 | 39,251,485 |
Weighted average exercise prices, Options, Granted | $ 1.13 | |
Weighted average exercise prices, Options, Forfeited | 1.13 | $ 1.13 |
Weighted average exercise prices, Options, Cancelled | 1.13 | 1.13 |
Weighted average exercise prices, Options outstanding, Ending balance | $ 1.13 | $ 1.13 |
Share-Based Compensation - The
Share-Based Compensation - The fair value estimate of share options (Detail) - Kooleam pre ipo share option scheme [Member] - $ / shares | Mar. 07, 2019 | May 31, 2019 | May 31, 2020 |
Weighted average share price | $ 1.19 | $ 0.52 | |
Exercise price | $ 1.13 | ||
Expected volatility | 46.80% | ||
Expected life | 6 years | ||
Risk-free rate | 2.49% | ||
Expected dividend yield | 0.00% |
Share-Based Compensation - Su_2
Share-Based Compensation - Summary Of Share Option Under the Post-IPO Share Option (Detail) - Kooleam post ipo share option [Member] | 4 Months Ended |
May 31, 2020$ / sharesshares | |
Number of share, Options granted, Begining balance | shares | 40,000,000 |
Number of share options, Forfeited | shares | (1,801,000) |
Number of share, Option outstanding, Ending balance | shares | 38,199,000 |
Weighted average exercise prices, Options outstanding, Beginning balance | $ / shares | $ 3.26 |
Weighted average exercise price per, Option forfeited | $ / shares | 3.26 |
Weighted average exercise prices, Options outstanding, Ending balance | $ / shares | $ 3.26 |
Share-Based Compensation - Su_3
Share-Based Compensation - Summary of Binomial Option-Pricing Model To Determine The Fair Value Of The Share Option As Of The Grant Date (Detail) - Kooleam post ipo share option [Member] | Jan. 29, 2020$ / shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Weighted average share price | $ 3.49 |
Exercise price | $ 3.26 |
Expected volatility | 52.00% |
Expected life | 10 years |
Risk-free rate | 1.44% |
Expected dividend yield | 0.00% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) ¥ in Millions, $ in Millions | Jan. 01, 2020 | Jul. 25, 2017USD ($) | May 31, 2018USD ($) | Dec. 31, 2017 | May 31, 2020USD ($) | May 31, 2020HKD ($) | May 31, 2020CNY (¥) | May 31, 2019USD ($) | May 31, 2019HKD ($) | May 31, 2018USD ($) | May 31, 2016 |
Income Taxes [Line Items] | |||||||||||
State income tax rate | 21.00% | 21.00% | 21.00% | ||||||||
Effective income tax rate | 21.00% | 35.00% | 25.00% | 25.00% | 25.00% | 25.00% | 25.00% | 25.00% | |||
Assessable profit | $ 354,859,000 | $ 227,846,000 | $ 297,237,000 | ||||||||
Income tax rate | 27.46% | 27.46% | 27.46% | 26.96% | 26.96% | 16.64% | |||||
Cash paid for dividend | $ 71,153,000 | $ 71,153,000 | |||||||||
Valuation allowance | $ 5,506,000 | $ 41,095,000 | $ 9,088,000 | 5,506,000 | |||||||
Net operating loss | 202,077,000 | ||||||||||
Withholding tax, dividends paid by PRC schools and subsidiaries to their foreign investors | 10.00% | ||||||||||
Aggregate undistributed earnings available for distribution | 1,819,317,000 | 2,279,550,000 | 1,972,912,000 | 1,819,317,000 | |||||||
Unrecognized tax benefits | $ 0 | 0 | 0 | 0 | |||||||
Provision for income taxes | $ 134,362,000 | 85,714,000 | 59,408,000 | ||||||||
UNITED KINGDOM | Walkite [Member] | |||||||||||
Income Taxes [Line Items] | |||||||||||
Income tax rate | 19.00% | 19.00% | 19.00% | ||||||||
AUSTRALIA | |||||||||||
Income Taxes [Line Items] | |||||||||||
Income tax rate | 30.00% | 30.00% | 30.00% | ||||||||
CANADA | Overseas [Member] | |||||||||||
Income Taxes [Line Items] | |||||||||||
Income tax rate | 26.50% | 26.50% | 26.50% | ||||||||
Wholly owned subsidiaries [Member] | |||||||||||
Income Taxes [Line Items] | |||||||||||
Cash paid for dividend | $ 59,696,000 | 43,420,000 | 69,567,000 | ||||||||
Withholding tax paid for the dividend | 3,062,000 | 2,171,000 | 6,957,000 | ||||||||
Minimum [Member] | |||||||||||
Income Taxes [Line Items] | |||||||||||
Underpayment of tax liability | $ 16,000,000 | ¥ 0.1 | |||||||||
Beijing Hewstone, Shanghai Smart Words and Beijing Decision [Member] | |||||||||||
Income Taxes [Line Items] | |||||||||||
Withholding tax paid for the dividend | 3,062,000 | ||||||||||
Beijing Hewstone, Shanghai Smart Words, Beijing Smart Wood and Beijing Pioneer [Member] | |||||||||||
Income Taxes [Line Items] | |||||||||||
Withholding tax paid for the dividend | $ 5,000 | 6,957,000 | |||||||||
High and new tech enterprise (HNTE) [Member] | |||||||||||
Income Taxes [Line Items] | |||||||||||
Income tax rate | 15.00% | 15.00% | 15.00% | 15.00% | |||||||
High and new tech enterprise (HNTE) [Member] | Beijing Decision Beijing Hewstone And Xuncheng [Member] | |||||||||||
Income Taxes [Line Items] | |||||||||||
Income tax rate | 15.00% | 15.00% | 15.00% | ||||||||
Newly established software enterprise (NESE) [Member] | |||||||||||
Income Taxes [Line Items] | |||||||||||
Preferential tax rate | 12.50% | 12.50% | 12.50% | ||||||||
Tax holiday year | 2 years | 2 years | 2 years | ||||||||
Income tax holiday, description | Enterprises that qualify as the newly established software enterprise (“NESE”) are exempt from the Enterprise Income Tax (“EIT”) for two years beginning the enterprise’s first profitable year followed by a tax rate of 12.5% for the succeeding three years. | Enterprises that qualify as the newly established software enterprise (“NESE”) are exempt from the Enterprise Income Tax (“EIT”) for two years beginning the enterprise’s first profitable year followed by a tax rate of 12.5% for the succeeding three years. | Enterprises that qualify as the newly established software enterprise (“NESE”) are exempt from the Enterprise Income Tax (“EIT”) for two years beginning the enterprise’s first profitable year followed by a tax rate of 12.5% for the succeeding three years. | ||||||||
Peoples Republic Of China Entities [Member] | |||||||||||
Income Taxes [Line Items] | |||||||||||
Income tax rate | 25.00% | 25.00% | 25.00% | ||||||||
Variable interest entities (VIEs) [Member] | |||||||||||
Income Taxes [Line Items] | |||||||||||
Income tax rate | 25.00% | 25.00% | 25.00% | ||||||||
Hong Kong [Member] | |||||||||||
Income Taxes [Line Items] | |||||||||||
Assessable profit | $ 2 | $ 2 | |||||||||
Income tax rate | 16.50% | 16.50% | 16.50% | 8.25% | 8.25% | ||||||
Hong Kong [Member] | Major Subsidiaries of the Company [Member] | |||||||||||
Income Taxes [Line Items] | |||||||||||
Provision for income taxes | $ 0 | $ 0 | $ 0 | ||||||||
Earliest Tax Year [Member] | |||||||||||
Income Taxes [Line Items] | |||||||||||
Net operating loss expiration dates | May 31, 2021 | May 31, 2021 | May 31, 2021 | ||||||||
Latest Tax Year [Member] | |||||||||||
Income Taxes [Line Items] | |||||||||||
Net operating loss expiration dates | May 31, 2025 | May 31, 2025 | May 31, 2025 |
Income Taxes - Components of Pr
Income Taxes - Components of Provision for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Current: | |||
PRC | $ 142,992 | $ 103,031 | $ 72,785 |
Deferred: | |||
PRC | (8,630) | (17,317) | (13,377) |
Total provision for income taxes | $ 134,362 | $ 85,714 | $ 59,408 |
Income Taxes - Components of Gr
Income Taxes - Components of Group's Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 | May 31, 2018 |
Deferred tax assets | |||
Allowance doubtful accounts | $ 4,677 | $ 3,523 | $ 1,965 |
Accrued expenses | 55,172 | 43,212 | 32,253 |
Net operating loss carry-forward | 43,049 | 22,299 | 14,611 |
Tax impact from the long term investments disposed to related party | 1,521 | 1,521 | |
Total deferred tax assets | 104,419 | 70,555 | 48,829 |
Less: valuation allowance | (41,095) | (9,088) | (5,506) |
Total deferred tax assets, net | 63,324 | 61,467 | 43,323 |
Deferred tax liabilities | |||
Acquired assets | 3,598 | 5,038 | 3,308 |
Tax impact from the unrealized gain on available-for-sale investments | 8,308 | 13,743 | 8,825 |
Total deferred tax liabilities | $ 11,906 | $ 18,781 | $ 12,133 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Effective Tax Rates from 25% Statutory Tax Rates (Detail) | 5 Months Ended | 7 Months Ended | 12 Months Ended | ||
May 31, 2018 | Dec. 31, 2017 | May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Income Tax Disclosure [Abstract] | |||||
Statutory tax rate | 21.00% | 35.00% | 25.00% | 25.00% | 25.00% |
Effect of not deductible expenses for tax purposes | 5.93% | 16.70% | 4.35% | ||
Tax effect of exempt entities | (5.50%) | (6.91%) | (8.10%) | ||
Effect of tax holiday | (5.13%) | (9.73%) | (5.70%) | ||
Changes in valuation allowance | 6.53% | 1.13% | 0.43% | ||
Effect of dividend withholding tax | 0.63% | 0.77% | 0.66% | ||
Effective tax rate | 27.46% | 26.96% | 16.64% |
Income Taxes - Schedule of Incr
Income Taxes - Schedule of Increase in Income Tax Expenses and Decrease in Net Income Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Income Tax Disclosure [Abstract] | |||
Increase in income tax expenses | $ 50,809 | $ 51,002 | $ 48,444 |
Decrease in net income per share - basic | $ 0.32 | $ 0.32 | $ 0.31 |
Decrease in net income per share - diluted | $ 0.32 | $ 0.32 | $ 0.31 |
Net Income Per Share - Computat
Net Income Per Share - Computation of Basic and Diluted Net Income Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Numerator: | |||
Net income attributable to New Oriental Education & Technology Group Inc.'s shareholders | $ 413,333 | $ 238,065 | $ 296,130 |
Net income available for future distribution | $ 413,333 | $ 238,065 | $ 296,130 |
Denominator | |||
Weighted average common shares outstanding basic | 158,429,576 | 158,293,890 | 158,168,794 |
Plus: incremental weighted average common shares from assumed vesting of NES using the treasury stock method | 1,107,314 | 745,455 | 387,706 |
Weighted average common shares outstanding diluted | 159,536,890 | 159,039,345 | 158,556,500 |
Net income per common share | |||
- Basic | $ 2.61 | $ 1.50 | $ 1.87 |
- Diluted | $ 2.59 | $ 1.50 | $ 1.87 |
Net Income Per Share - Addition
Net Income Per Share - Additional Information (Detail) - shares | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Earnings Per Share [Abstract] | |||
Employee share options included from the dilutive share calculation | 0 | 0 | 0 |
Related-Parties Transactions -
Related-Parties Transactions - Balances and Transaction with Related Parties (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
May 31, 2020 | May 31, 2019 | May 31, 2018 | ||
Related Party Transaction [Line Items] | ||||
Amounts due from related parties - current | $ 3,384 | $ 42,644 | $ 1,595 | |
Amounts due to related parties - current | 1,590 | 472 | 30 | |
Amounts due from related parties - non current | 22,709 | 1,204 | 2,226 | |
Revenue | 479 | 1,060 | 92 | |
Cost | 4,970 | 3,932 | ||
Non-Interest Bearing Loan [Member] | ||||
Related Party Transaction [Line Items] | ||||
Amounts due from related parties - current | 7,128 | 61,155 | ||
Metropolis [Member] | Executive Chairman [Member] | ||||
Related Party Transaction [Line Items] | ||||
Amounts due from related parties - current | [1] | 1,951 | 15,581 | 787 |
Amounts due to related parties - current | [1] | 159 | ||
Amounts due from related parties - non current | [1] | 1,550 | 1,204 | 2,226 |
Rental expense | [1] | 9,615 | 7,888 | 7,899 |
Metropolis [Member] | Equity Method Investee [Member] | ||||
Related Party Transaction [Line Items] | ||||
Amounts due from related parties - non current | [2] | 21,024 | ||
Others [Member] | ||||
Related Party Transaction [Line Items] | ||||
Revenue | [3] | 41 | 92 | |
Cost | [3] | 31 | 460 | |
Education Industry Fund [Member] | Equity Method Investee [Member] | ||||
Related Party Transaction [Line Items] | ||||
Amounts due from related parties - current | 8,692 | |||
Amounts due to related parties - current | ||||
EEO [Member] | Equity Method Investee [Member] | ||||
Related Party Transaction [Line Items] | ||||
Cost | 3,239 | 2,408 | ||
Other Subsidiaries [Member] | ||||
Related Party Transaction [Line Items] | ||||
Amounts due from related parties - current | [4] | 1,433 | 3,160 | 808 |
Amounts due to related parties - current | [4] | 1,431 | 472 | $ 30 |
Amounts due from related parties - non current | [4] | 135 | ||
Fishpond [Member] | Equity Method Investee [Member] | ||||
Related Party Transaction [Line Items] | ||||
Revenue | 438 | 1,060 | ||
Beijing Dongfang Heli Investment and Developement Ltd ("Dongfang Heli") [Member] | Equity Method Investee [Member] | ||||
Related Party Transaction [Line Items] | ||||
Cost | 1,700 | 1,064 | ||
Beijing Dianshi Jingwei Technololy Co., Ltd ("Dianshi Jingwei") [Member] | Equity Method Investee [Member] | ||||
Related Party Transaction [Line Items] | ||||
Amounts due from related parties - current | [2] | 15,211 | ||
Amounts due to related parties - current | [2] | |||
Beijing Dianshi Jingwei Technololy Co., Ltd ("Dianshi Jingwei") [Member] | Equity Method Investee [Member] | Non-Interest Bearing Loan [Member] | ||||
Related Party Transaction [Line Items] | ||||
Amounts due from related parties - current | [2] | $ 7,128 | $ 61,155 | |
[1] | Since April 2010, the Group began renting a large portion of a building owned by Metropolis for office space. In March 2012, Metropolis was acquired by a company wholly-owned by Mr. Yu, the Group’s executive chairman. As a result, Metropolis became a related party of the Group. As of May 31, 2020, the current and non-current amounts due from Metropolis were US$1,951 and US$ 1,550, respectively, which represented prepaid rent related to a short-term lease and deposit for the building. The amount of the rental payments was determined based on the prevailing market rates and was duly approved by the Group’s board of directors. | |||
[2] | In April 2016, the Group sold 51% of the equity interest of its fully-owned subsidiary Dianshi Jingwei and Dianshi Jingwei became an equity method investee of the Group. As of May 31, 2020, amounts due from Dianshi Jingwei included five outstanding loans provided by the Group with annual interest rate of 10%. The loans were initially granted in 2018 but were extended several times and recorded as non-current assets as of May 31, 2020. During the year ended of May 31, 2020, no interests were received by the Group. The extended loans were personally guaranteed by Mr. Yu and Mr. Yunhai Jia (“Mr. Jia”), the chief executive officer of Dianshi Jingwei. | |||
[3] | As of May 31, 2018, 2019 and 2020, the balance in “others” included the revenue and cost from long-term investees. | |||
[4] | As of May 31, 2018, 2019 and 2020, the balance in “others” included the receivables from and payables to long-term investees. |
Related-Parties Transactions _2
Related-Parties Transactions - Balances and Transaction with Related Parties (Parenthetical) (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Apr. 30, 2016 | May 31, 2020 | May 31, 2019 | May 31, 2018 | ||
Related Party Transaction [Line Items] | |||||
Amounts due from related parties, current | $ 3,384 | $ 42,644 | $ 1,595 | ||
Amounts due from related parties, non-current | 22,709 | 1,204 | 2,226 | ||
Metropolis [Member] | Executive Chairman [Member] | |||||
Related Party Transaction [Line Items] | |||||
Amounts due from related parties, current | [1] | 1,951 | 15,581 | 787 | |
Amounts due from related parties, non-current | [1] | $ 1,550 | $ 1,204 | $ 2,226 | |
Dianshi jingwei [Member] | |||||
Related Party Transaction [Line Items] | |||||
Annual interest rate | 10.00% | ||||
Percentage of equity interest sold | 51.00% | ||||
Repayments of related party debt | $ 701 | ||||
[1] | Since April 2010, the Group began renting a large portion of a building owned by Metropolis for office space. In March 2012, Metropolis was acquired by a company wholly-owned by Mr. Yu, the Group’s executive chairman. As a result, Metropolis became a related party of the Group. As of May 31, 2020, the current and non-current amounts due from Metropolis were US$1,951 and US$ 1,550, respectively, which represented prepaid rent related to a short-term lease and deposit for the building. The amount of the rental payments was determined based on the prevailing market rates and was duly approved by the Group’s board of directors. |
Commitments and Contingencies -
Commitments and Contingencies - Future Minimum Capital Commitments under Non-Cancelable Construction and Investments (Detail) $ in Thousands | May 31, 2020USD ($) |
Capital Lease Obligations [Line Items] | |
Capital commitment | $ 4,148 |
Purchase of Property and Equipment [Member] | |
Capital Lease Obligations [Line Items] | |
Capital commitment | 28,901 |
Leasehold Improvements [Member] | |
Capital Lease Obligations [Line Items] | |
Capital commitment | $ 33,049 |
Non-controlling Interests - Sum
Non-controlling Interests - Summary of Changes in Non-controlling Interest (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Beginning balance | $ 164,411 | $ 16,482 | |
Net income (loss) attributed to non-controlling interests | 354,859 | 227,846 | $ 297,237 |
Non-controlling interests arising from acquisitions | 288 | ||
Capital contribution from non-controlling interests | 64 | 20,498 | |
Exercise of share options in Koolearn Holding | 3,629 | ||
Change in non-controlling interests resulting from Koolean Holding's IPO, net of issuance cost | 233,347 | ||
Reclassification of redeemable non-controlling interests | 206,624 | ||
Ending balance | 136,516 | 164,411 | 16,482 |
Noncontrolling Interest [Member] | |||
Beginning balance | 164,411 | 16,482 | 39,130 |
Capital contribution from non-controlling interests and new non-controlling interests recognized in acquisitions | 2,015 | ||
Capital reduction of non-controlling interests | (28,652) | ||
Dividend declared | (231) | ||
Unrealized gain on available-for-sale investments | 465 | 164 | |
Net income (loss) attributed to non-controlling interests | (58,474) | (10,219) | 1,107 |
Foreign currency translation adjustment | (417) | (1,376) | 2,949 |
Non-controlling interests arising from acquisitions | 288 | ||
Purchase of non-controlling interests | 6,675 | (1,696) | |
Disposal of a subsidiary | 80 | ||
Capital contribution from non-controlling interests | (39) | 5,317 | |
Share-based compensation expenses from Koolearn Holding | 20,731 | ||
Exercise of share options in Koolearn Holding | 3,629 | ||
Change in non-controlling interests resulting from Koolean Holding's IPO, net of issuance cost | 94,136 | ||
Reclassification of redeemable non-controlling interests | 60,934 | ||
Ending balance | $ 136,516 | $ 164,411 | $ 16,482 |
Non-controlling Interests - Sch
Non-controlling Interests - Schedule of Effects of Changes in Ownership Interest on Equity (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Noncontrolling Interest [Line Items] | |||
Net income attribute to New Oriental Education & Technology Group Inc.'s shareholders | $ 413,333 | $ 238,065 | $ 296,130 |
Share option gain | 5,752 | ||
Decrease in the Group's additional paid-in capital resulting from disposal of a subsidiary | 64 | 20,498 | |
Increase in the Group's additional paid-in capital resulting from the change in non-controlling interests resulting from Koolearn Holding's IPO | 233,347 | ||
Decrease in the Group's additional paid-in capital resulting from repurchase shares from non-controlling interests | (92,373) | ||
Parent Company [Member] | |||
Noncontrolling Interest [Line Items] | |||
Net income attribute to New Oriental Education & Technology Group Inc.'s shareholders | 413,333 | 238,065 | 296,130 |
Share option gain | 5,752 | ||
Decrease in the Group's additional paid-in capital resulting from disposal of a subsidiary | (371) | ||
Decrease in the Group's additional paid-in capital resulting from repurchase shares from non-controlling interests | (20,045) | (15,190) | (63,721) |
Changes from net income attributable to New Oriental Education & Technology Group Inc.'s shareholders and transfers to non-controlling interests | 399,143 | 522,586 | 118,625 |
Kooleam Holding [Member] | Parent Company [Member] | |||
Noncontrolling Interest [Line Items] | |||
(Decrease) increase in the Group's additional paid-in capital resulting from reclassification and capital injection of non-controlling interests | $ 103 | 160,871 | $ (113,784) |
Increase in the Group's additional paid-in capital resulting from the change in non-controlling interests resulting from Koolearn Holding's IPO | $ 139,211 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) - Segment | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Segment Reporting Information [Line Items] | |||
Number of operating segments | 7 | 7 | 7 |
Sales Revenue, Segment [Member] | Product Concentration Risk [Member] | |||
Segment Reporting Information [Line Items] | |||
Quantitative threshold | 10.00% |
Segment Information - Schedule
Segment Information - Schedule of Segment Reporting Information, by Segment (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Segment Reporting Information [Line Items] | |||
Net revenues | $ 3,578,682 | $ 3,096,491 | $ 2,447,430 |
Operating cost and expenses: | |||
Cost of revenues | (1,588,899) | (1,376,269) | (1,065,740) |
Selling and marketing | (445,259) | (384,287) | (324,249) |
General and administrative | (1,145,521) | (1,034,028) | (794,482) |
Total operating cost and expenses | (3,179,679) | (2,794,584) | (2,184,471) |
Gain on disposal of a subsidiary | 3,627 | ||
Operating income (loss) | 399,003 | 305,534 | 262,959 |
Total assets | 6,556,885 | 4,646,559 | 3,977,712 |
Operating Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Net revenues | 3,578,682 | 3,096,491 | 2,447,430 |
Operating cost and expenses: | |||
Cost of revenues | (1,588,899) | (1,376,269) | (1,065,740) |
Selling and marketing | (421,472) | (357,398) | (293,400) |
General and administrative | (908,474) | (824,508) | (613,328) |
Total operating cost and expenses | (3,179,679) | (2,794,584) | (2,184,471) |
Gain on disposal of a subsidiary | 3,627 | ||
Operating income (loss) | 399,003 | 305,534 | 262,959 |
Total assets | 4,977,630 | 3,345,228 | 2,743,195 |
Corporate, Non-Segment [Member] | |||
Operating cost and expenses: | |||
Total operating cost and expenses | (260,834) | (236,409) | (212,003) |
Total assets | 1,579,255 | 1,301,331 | 1,234,517 |
K-12 AST Test Preparation and Other Courses [Member] | |||
Operating cost and expenses: | |||
Total assets | 3,588,900 | 2,226,344 | 1,898,504 |
K-12 AST Test Preparation and Other Courses [Member] | Operating Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Net revenues | 3,040,741 | 2,605,829 | 2,022,978 |
Operating cost and expenses: | |||
Cost of revenues | (1,304,239) | (1,128,355) | (869,012) |
Selling and marketing | (218,739) | (212,170) | (193,851) |
General and administrative | (729,125) | (675,315) | (504,985) |
Total operating cost and expenses | (2,252,103) | (2,015,840) | (1,567,848) |
Operating income (loss) | 788,638 | 589,989 | 455,130 |
Total assets | 3,588,900 | 2,226,344 | 1,898,504 |
Others [Member] | |||
Operating cost and expenses: | |||
Total assets | 1,388,730 | 1,118,884 | 844,691 |
Others [Member] | Operating Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Net revenues | 537,941 | 490,662 | 424,452 |
Operating cost and expenses: | |||
Cost of revenues | (284,660) | (247,914) | (196,728) |
Selling and marketing | (202,733) | (145,228) | (99,549) |
General and administrative | (179,349) | (149,193) | (108,343) |
Total operating cost and expenses | (666,742) | (542,335) | (404,620) |
Operating income (loss) | (128,801) | (51,673) | 19,832 |
Total assets | $ 1,388,730 | $ 1,118,884 | $ 844,691 |
Mainland China Contribution P_2
Mainland China Contribution Plan - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Compensation and Retirement Disclosure [Abstract] | |||
Contributions for employee benefits | $ 217,127 | $ 178,057 | $ 129,334 |
Statutory Reserves - Additional
Statutory Reserves - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
May 31, 2020 | May 31, 2019 | May 31, 2018 | |
Statutory Accounting Practices [Line Items] | |||
Percentage allocation of profits to general reserves | 10.00% | ||
Registered capital | 50.00% | ||
Accrued for general reserve | $ 1,506 | $ 1,875 | $ 1,830 |
Percentage allocation of profits to development fund | 25.00% | ||
Group transfers to the statutory reserves | $ 74,549 | 42,011 | 43,543 |
Development fund [Member] | |||
Statutory Accounting Practices [Line Items] | |||
Appropriations to reserves | $ 73,043 | $ 40,136 | $ 41,713 |
Restricted Net Assets - Additio
Restricted Net Assets - Additional Information (Detail) - USD ($) $ in Thousands | May 31, 2020 | May 31, 2019 | May 31, 2018 |
Restricted Net Assets [Line Items] | |||
Restricted net assets | $ 513,721 | $ 472,924 | $ 542,534 |
Variable interest entities (VIEs) [Member] | Paid in capital, additional paid-in capital and statutory reserves [Member] | |||
Restricted Net Assets [Line Items] | |||
Restricted net assets | 464,917 | 437,121 | 448,103 |
Wholly owned subsidiaries [Member] | Paid in capital, additional paid-in capital and statutory reserves [Member] | |||
Restricted Net Assets [Line Items] | |||
Restricted net assets | $ 48,804 | $ 35,803 | $ 94,431 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Subsequent Event [Member] $ / shares in Units, $ / shares in Units, $ in Millions | Jul. 02, 2020USD ($) | Sep. 08, 2020USD ($)$ / sharesshares | Sep. 08, 2020HKD ($)$ / sharesshares |
Bonds [Member] | |||
Subsequent Event [Line Items] | |||
Bonds, Issued date | Jul. 2, 2020 | ||
Bonds issued | $ | $ 300,000 | ||
Bonds, due date | Jul. 2, 2025 | ||
Bonds, Interest rate | 2.125% | ||
Interest repayment terms | The Bond bears interest at a rate of 2.125% per year, payable semiannually in arrears on January 2 and July 2 of each year commencing January 2, 2021. | ||
Proceeds from issuance of bonds, net of costs | $ | $ 297,083 | ||
Koolearn Holding [Member] | Subscription Agreement [Member] | |||
Subsequent Event [Line Items] | |||
Shares issued price per share | (per share) | $ 3.87 | $ 30 | |
Common Stock, Value, Subscriptions | $ 230,000,000 | $ 1,783 | |
Koolearn Holding [Member] | Subscription Agreement [Member] | Third Party Subscriber [Member] | |||
Subsequent Event [Line Items] | |||
Common Stock Shares Subscribed | shares | 7,752,000 | 7,752,000 | |
Koolearn Holding [Member] | Subscription Agreement [Member] | New Oriental Education & Technology Group Co., Ltd [Member] | |||
Subsequent Event [Line Items] | |||
Common Stock Shares Subscribed | shares | 51,680,000 | 51,680,000 |