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STI Education Systems Holdings, Inc. 5 CR05320-2019 SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-Q QUARTERLY REPORT PURSUANT TO SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17(2)(b) THEREUNDER 1. For the quarterly period ended Jun 30, 2019 2. SEC Identification Number 1746 3. BIR Tax Identification No. 000-126-853-000 4. Exact name of issuer as specified in its charter STI Education Systems Holdings, Inc. 5. Province, country or other jurisdiction of incorporation or organization Philippines 6. Industry Classification Code(SEC Use Only) 7. Address of principal office 7th Floor STI Holdings Center, 6764 Ayala Avenue, Makati City Postal Code 1226 8. Issuer's telephone number, including area code 632 844-9553 9. Former name or former address, and former fiscal year, if changed since last report JTH Davies Holdings, Inc. 10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA Title of Each Class Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding Common 9,904,806,924 11. Are any or all of registrant's securities listed on a Stock Exchange? Yes No If yes, state the name of such stock exchange and the classes of securities listed therein: Philippine Stock Exchange 12. Indicate by check mark whether the registrant: (a) has filed all reports required to be filed by Section 17 of the SRC and SRC Rule 17 thereunder or Sections 11 of the RSA and RSA Rule 11(a)-1 thereunder, and Sections 26 and 141 of the Corporation Code of the Philippines, during the preceding twelve (12) months (or for such shorter period that the registrant was required to file such reports) Yes No (b) has been subject to such filing requirements for the past ninety (90) days Yes No The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporate disclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, and are disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to the Corporate Information Officer of the disclosing party. STI Education Systems Holdings, Inc. STI PSE Disclosure Form 17-2 - Quarterly Report References: SRC Rule 17 and Sections 17.2 and 17.8 of the Revised Disclosure Rules For the period ended Jun 30, 2019 Currency (indicate Philippine Pesos units, if applicable) Balance Sheet Period Ended Fiscal Year Ended (Audited) Jun 30, 2019 Mar 31, 2019 Current Assets 2,744,804,730 2,257,391,989 Total Assets 15,214,329,082 14,774,875,074 Current Liabilities 2,096,072,161 1,444,702,063 Total Liabilities 6,733,422,315 6,047,410,280 Retained 4,372,251,645 4,612,253,086 Earnings/(Deficit) Stockholders' Equity 8,480,906,767 8,727,464,794 Stockholders' Equity - Parent 8,390,517,885 8,630,703,572 Book Value per Share 0.86 0.88 Income Statement Current Year Previous Year Current Year-To-Date Previous Year-To-Date (3 Months) (3 Months) Gross Revenue 343,039,396 460,301,933 343,039,396 460,301,933 Gross Expense 574,599,671 534,387,073 574,599,671 534,387,073 Non-Operating Income 40,020,344 40,244,115 40,020,344 40,244,115 Non-Operating 73,439,016 54,617,560 73,439,016 54,617,560 Expense Income/(Loss) Before -264,978,947 -88,458,585 -264,978,947 -88,458,585 Tax Income Tax Expense -18,608,243 -8,358,037 -18,608,243 -8,358,037 Net Income/(Loss) After -246,370,704 -80,100,548 -246,370,704 -80,100,548 Tax Net Income Attributable to -240,001,441 -77,738,911 -240,001,441 -77,738,911 Parent Equity Holder Earnings/(Loss) Per Share -0.02 -0.01 -0.02 -0.01 (Basic) Earnings/(Loss) Per Share -0.02 -0.01 -0.02 -0.01 (Diluted) Current Year (Trailing 12 months) Previous Year (Trailing 12 months) Earnings/(Loss) Per Share (Basic) 0.01 0.06 Earnings/(Loss) Per Share (Diluted) 0.01 0.06 Other Relevant Information - Filed on behalf by: Name Elizabeth Guerrero Designation Member & Alternate Corporate Information Officer COVER SHEET 1 7 4 6 S T I E D U C A T I O N S Y S T E M S H O L D I N G S, I N C. (Company's Full Name) 7/ F S T I H O L D I N G S C E N T E R 6 7 6 4 A Y A L A A V E. , M A K A T I C I T Y 1 2 2 6 (Business Address : No. Street City / Town / Province) Ms. VETTE ALVAREZ (6 3 2) 8 1 7 0 4 0 2 Contact Person Company Telephone Number Last Friday of 0 3 3 1 SEC FORM 17-Q For the Quarter ended 30 June 2019 September Month Day FORM TYPE Month Day Fiscal Year Annual Meeting N A Secondary License Type, If Applicable C F D N A Dept. Requiring this Doc. Amended Articles Number/Section Total Amount of Borrowings 1 2 6 3 N A N A Total No. of Stocholders Domestic Foreign To be accomplished by SEC Personnel concerned File Number LCU Document I.D. Cashier S T A M P S SECURITIES AND EXCHANGE COMMISSION SEC FORM 17-Q QUARTERLY REPORT PURSUANT TO SECTION 17 OF THE SECURITIES REGULATION CODE AND SRC RULE 17(2)(b) THEREUNDER 1. For the quarterly period ended 30 June 2019 2. SEC Identification No. 1746 3. BIR Tax Identification No. 000-126-853-000 4. Exact name of registrant as specified STI EDUCATION SYSTEMS in its charter HOLDINGS, INC. 5. Province, Country or other Philippines Jurisdiction of incorporation or organization 6. (SEC Use Only) _____________________ Industry Classification Code 7. Address of Philippine Office 7/F STI Holdings Center 6764 Ayala Avenue Makati City, 1226 8. Registrant’s Telephone No. (632) 844-9553 including Area Code 9. Former name, former address, former JTH DAVIES HOLDINGS, INC. Fiscal year, if changed since last report 7th Floor iACADEMY Building 6764 Ayala Avenue, Makati City 1226 10. Securities Registered pursuant to Sections 4 and 8 of the RSA. Title of Each Class Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding ------------------------------------------------------------------------------------------------------ COMMON SHARES – 9,904,806,924 - ISSUED AND OUTSTANDING ------------------------------------------------------------------------------------------------------ 9,904,806,924 – LISTED SHARES ----------------------------------------------------------------------------------------------------- 11. Are any or all of these securities listed on the Philippine Stock Exchange? Yes [ x ] No [ ] Annex”A” STI EDUCATION SYSTEMS HOLDINGS, INC. AND SUBSIDIARIES INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION AS AT JUNE 30, 2019 AND MARCH 31, 2019 June 30, 2019 March 31, 2019 (Unaudited) (Audited) ASSETS Current Assets Cash and cash equivalents (Notes 5 and 27) P=947,039,201 P=777,341,535 Receivables (Notes 6 and 27) 816,281,466 502,410,971 Inventories (Note 7) 150,308,917 158,273,906 Prepaid expenses and other current assets (Note 8) 114,588,588 102,779,019 2,028,218,172 1,540,805,431 Noncurrent asset held for sale (Notes 9 and 12) 716,586,558 716,586,558 Total Current Assets 2,744,804,730 2,257,391,989 Noncurrent Assets Property and equipment (Note 10) 9,916,052,647 9,963,945,229 Investment properties (Note 11) 1,824,927,975 1,832,675,897 Investments in and advances to associates and joint ventures (Notes 9 and 12) 44,077,636 44,178,391 Equity instruments at fair value through other comprehensive income (FVOCI) (Note 13) 50,377,378 50,503,208 Deferred tax assets - net 60,034,632 52,524,017 Goodwill, intangible and other noncurrent assets (Note 14) 574,054,084 573,656,343 Total Noncurrent Assets 12,469,524,352 12,517,483,085 TOTAL ASSETS P=15,214,329,082 P=14,774,875,074 LIABILITIES AND EQUITY Current Liabilities Accounts payable and other current liabilities (Notes 1 and 15) P=814,115,887 P=941,074,456 Current portion of interest-bearing loans and borrowings (Note 16) 299,600,000 299,600,000 Current portion of obligations under finance lease 6,291,470 6,500,632 Unearned tuition and other school fees (Note 20) 975,181,637 185,395,888 Income tax payable 883,167 12,131,087 Total Current Liabilities 2,096,072,161 1,444,702,063 Noncurrent Liabilities Bonds payable (Note 17) 2,959,532,836 2,957,954,254 Interest-bearing loans and borrowings - net of current portion (Note 16) 1,213,459,832 1,213,110,270 Obligations under finance lease - net of current portion 10,476,484 11,951,531 Pension liabilities - net 79,279,318 76,051,722 Deferred tax liabilities 234,762,544 234,956,192 Other noncurrent liabilities (Note 18) 139,839,140 108,684,248 Total Noncurrent Liabilities 4,637,350,154 4,602,708,217 Total Liabilities (Carried Forward) 6,733,422,315 6,047,410,280 - 2 - June 30, 2019 March 31, 2019 (Unaudited) (Audited) Total Liabilities (Brought Forward) P=6,733,422,315 P=6,047,410,280 Equity Attributable to Equity Holders of the Parent Company (Note 19) Capital stock 4,952,403,462 4,952,403,462 Additional paid-in capital 1,119,127,301 1,119,127,301 Cost of shares held by a subsidiary (498,142,921) (498,142,921) Cumulative actuarial gain 20,890,082 20,950,751 Fair value change in equity instruments designated at FVOCI (Note 13) 3,499,469 3,623,046 Other equity reserve (1,670,477,910) (1,670,477,910) Other comprehensive income associated with noncurrent asset held for sale (Notes 9 and 19) 90,645,302 90,645,302 Share in associates’: Cumulative actuarial gain 321,569 321,569 Fair value change in equity instruments designated at FVOCI (114) (114) Retained earnings 4,372,251,645 4,612,253,086 Total Equity Attributable to Equity Holders of the Parent Company 8,390,517,885 8,630,703,572 Equity Attributable to Non-controlling Interests 90,388,882 96,761,222 Total Equity 8,480,906,767 8,727,464,794 TOTAL LIABILITIES AND EQUITY P=15,214,329,082 P=14,774,875,074 See accompanying Notes to Unaudited Interim Condensed Consolidated Financial Statements.
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