Operations and Reorganization (Tables)

12 Months Ended

Dec. 31, 2022

Schedule of the Company's subsidiaries and VIEs and VIEs and VIES' subsidiaries

As of December 31, 2022, the Company’s major subsidiaries are as follows:


			Percentage of
	Place of	Date of	Direct or Indirect
	Incorporation/	Incorporation/	Economic
Company	Establishment	Establishment	Ownership
Subsidiaries
51Talk English International Limited	Hong Kong	October 7, 2014	100	%
China Online Innovations Inc.*	Philippines	October 9, 2014	99.999993	%
On Demand English Innovations Inc.*	Philippines	January 14, 2016	99.999	%
Helloworld Online Education Group	Cayman	July 13, 2018	100	%
Helloworld Online Education PTE.LTD	Singapore	December 17, 2021	100	%
51Talk Training SDN.BHD	Malaysia	April 5, 2022	100	%
Helloworld Online Education Group (HK) Limited	Hong Kong	August 10, 2018	100	%
Beijing Helloworld Online Technology Co., Ltd.	PRC	September 3, 2018	100	%
Nanjing Helloworld Online Information Technology Co., Ltd	PRC	September 20, 2022	100	%

The Company directly holds the 99.999993% and 99.999% shares of China Online Innovations Inc. and On Demand English Innovations Inc. respectively. There is no substantive non-controlling interest for China Online Innovations Inc. and On Demand English Innovations Inc. as of December 31, 2021 and 2022. The non-controlling shareholders are nominee shareholders mainly consisting of local residents to comply with local regulations of the Philippines.

Dasheng Zhixing, Shenzhen Zhixing, Zhishi Training, Houdezaiwu Online and Tianjin Zhixing

Operations and Reorganization

Schedule of the assets, liabilities, results of operations and changes in cash and cash equivalents of the VIEs taken as a whole, which were included in the Group's consolidated balance sheets and statements of comprehensive loss


	As of December 31,
	2021	2022
	US$	US$
Cash and cash equivalents	31	—
Prepaid expenses and other current assets	135	—
Amounts due from inter-company entities*	149,694	—
Rights-of-use assets	308	—
Current assets held-for-sale	101,798	—
Non-current assets held-for-sale	19,687	—
Total assets	271,653	—
Lease liability-current and non-current	274	—
Amounts due to inter-company entities*	51,365	—
Current liabilities held-for-sale	284,839	—
Non-current liabilities held-for-sale	2,365	—
Total liabilities	338,843	—

* All inter-company balances have been eliminated upon consolidation.

1Operations and Reorganization (Continued)


	For the year ended December 31,
	2020	2021	2022
	US$	US$	US$
Third-party costs and expenses	—	(1,178)	(287)
Total costs and expenses	—	(1,178)	(287)
Loss from operations	—	(1,178)	(287)
Other (expenses)/income, net	—	1	3
Net loss from continuing operations	—	(1,177)	(284)
Net income/(loss) from discontinued operations	51,167	35,792	(83,653)
Net income/(loss)	51,167	34,615	(83,937)


	For the year ended December 31,
	2020	2021	2022
	US$	US$	US$
Net cash provided by/(used in) operating activities with external parties	232,491	58,654	(25,160)
Net cash used in operating activities with intra-Group entities	(134,482)	(137,822)	(9,308)
Net cash provided by/(used in) operating activities operations	98,009	(79,168)	(34,468)

Net cash (used in)/provided by investing activities with external parties	(103,880)	87,905	21,515
Net cash used in investing activities with intra-Group entities	—	(22,776)	(603)
Net cash (used in )/provided by investing activities	(103,880)	65,129	20,912

Net cash provided by /(used in) financing activities with intra-Group entities	—	521	(259)
Net cash provided by/(used in) financing activities	—	521	(259)

- Definition

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

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