China Distance Education Holdings Limited Reports Financial Results for Second Quarter Fiscal Year 2019

BEIJING, May 15, 2019 /PRNewswire/ -- China Distance Education Holdings Limited (NYSE: DL) ("CDEL", or the "Company"), a leading provider of online education and value-added services for professionals and corporate clients in China, today announced unaudited financial results for the second quarter of fiscal year 2019 ended March 31, 2019.

Second Quarter Fiscal 2019 Financial and Operational Highlights

    --  Net revenue increased by 30.3% to $38.8 million from $29.7 million in
        the prior year period.
    --  Total course enrollments were 642,000, an increase of 8.9% from the
        second quarter of fiscal 2018.
    --  Cash receipts from online course registration were $57.0 million, a
        29.8% increase from the second quarter of fiscal 2018.
    --  Gross profit increased by 39.9% to $15.5 million from $11.1 million in
        the prior year period.
    --  Non-GAAP([1]) gross profit increased by 39.6% to $15.5 million from
        $11.1 million in the prior year period.
    --  Gross margin was 39.9%, compared with 37.2% in the prior year period.
        Non-GAAP([1]) gross margin was 39.9%, compared with 37.3% in the prior
        year period.
    --  Operating loss was $4.1 million, compared with $2.9 million in the prior
        year period.
    --  Non-GAAP([1]) operating loss was $3.6 million, compared with $2.4
        million in the prior year period.
    --  Net loss was $3.9 million, compared with net loss of $3.3 million in the
        prior year period.
    --  Non-GAAP([1]) net loss was $3.4 million, compared with non-GAAP([1]) net
        loss of $2.7 million in the prior year period.
    --  Basic and diluted net loss per American Depositary Share ("ADS") were
        $0.116, compared with basic and diluted net loss per ADS of $0.098 for
        the second quarter of fiscal 2018. Each ADS represents four ordinary
        shares.
    --  Basic and diluted non-GAAP([1]) net loss per ADS were $0.101, compared
        with basic and diluted non-GAAP([1]) net loss per ADS of $0.082 for the
        second quarter of fiscal 2018.
    --  Cash flow from operations increased by 128.8% to $16.5 million from $7.2
        million in the second quarter of fiscal 2018.
    --  CDEL's controlled company Beijing Zhengbao Yucai Education Technology
        Company Limited completed its voluntary delisting from the New Third
        Board, the over-the-counter stock exchange in China, on April 22, 2019.
    --  On May 15, 2019, CDEL decided to acquire an additional 9% equity
        interest in Beijing Ruida Chengtai Education Technology Co., Ltd.
        ("Beijing Ruida"), a company engaged in exam preparation services for
        participants in China's Legal Professional Qualification Examination,
        for a total consideration of RMB38.3 million ($5.6 million), bringing
        the Company's total equity interest in Beijing Ruida from 51% in the
        second quarter of fiscal 2019 to 60%. The transaction is expected to
        close in the third quarter of fiscal 2019.

Mr. Zhengdong Zhu, Chairman and CEO of CDEL, said, "In the second quarter of fiscal 2019, revenue grew 30.3% year-over-year, exceeding the high end of our guidance range, primarily driven by the strong growth of our accounting vertical together with a significant increase in revenue from the sale of learning simulation software. Revenue from the legal vertical generated by Beijing Ruida also contributed to the growth. Total enrollment growth was 8.9% year-over-year in the second quarter, primarily due to the substantial enrollment growth in accounting and engineering & construction (E&C) continuing education courses. Cash receipts from online course registration grew 29.8% year-over-year in the second quarter, reflecting the continued popularity of our longer duration premium and elite classes."

Mr. Zhu concluded, "We are pleased with our second quarter revenue performance as well as the strong momentum of cash receipts growth during the first half of fiscal year 2019. We attribute our performance to our robust lifelong learning ecosystem, well-diversified business model, reputable brand, and a firm commitment to helping our students achieve superior learning outcomes. Recently, the Company decided to increase its equity interest in Beijing Ruida to 60%, from 51% in the second quarter fiscal 2019, based on Ruida's high-quality legal education courseware and considerable growth potential. This strategic investment decision reflects our dedication to further enhancing the Company's comprehensive lifelong learning ecosystem. Looking ahead, we will remain focused on delivering best-of-breed courseware and value-added services to our students at different stages of their careers, and strive to be the premier education partner for our students throughout their lifelong learning journey."

Mr. Mark Marostica, Co-Chief Financial Officer of CDEL, said, "Similar to the second quarters of fiscal 2018 and fiscal 2017, we recorded an operating loss in the second quarter of fiscal 2019, as it is typically the lowest revenue quarter of our fiscal year due to seasonality. In addition, the operating loss of the second quarter fiscal 2019 was more pronounced due to our acquisition of Beijing Ruida in July 2018, as Beijing Ruida has quarterly revenue seasonality similar to CDEL's core business, and the operating results of Beijing Ruida include $1.7 million amortization expenses of intangibles arising from the acquisition of Beijing Ruida."

Mr. Marostica, continued, "Despite the first half of fiscal year 2019 operating loss, we believe we will see year-over-year improvement in our operating margins in fiscal year 2019 as a result of our expectation of healthy revenue growth in the fiscal year, together with the implementation of certain expense control measures. As we head into our second half of fiscal year 2019, we are focused on continuing to balance growth with a strong emphasis on profitability and expense controls."

CEO Share Purchase Plan

As announced on June 25, 2018 by the Company, Mr. Zhengdong Zhu, Chairman and CEO of CDEL, had informed the Company of his intention to use his personal funds to purchase the Company's shares for an amount up to a maximum of $25 million within one year. As of May 15, 2019, Mr. Zhu had bought a total of approximately $11.1 million of the Company's ordinary shares and ADSs pursuant to a 10b5-1 plan in accordance with Rule 10b-18 of the Securities Exchange Act of 1934, as amended.

Second Quarter Fiscal 2019 Financial Results

Net Revenue. Total net revenue increased by 30.3% to $38.8 million in the second quarter of fiscal 2019 from $29.7 million in the second quarter of fiscal 2018. Net revenue from online education services, books and reference materials, and other sources contributed 71.9%, 14.0% and 14.1%, respectively, of total net revenues for the second quarter of fiscal 2019.

Online education services. Net revenue from online education services increased by 19.2% to $27.9 million in the second quarter of fiscal 2019 from $23.4 million in the second quarter of fiscal 2018, mainly due to revenue growth from the accounting vertical. Revenues from courses of Intermediate and Advance Level Accounting Professional Qualifications Exams ("APQE"), and CPA Qualification Exam grew strongly in the second quarter of fiscal 2019. This increase was partially offset by the decrease in revenue from Elementary APQE courses.

Books and reference materials. Net revenue from books and reference materials increased by 288.3% to $5.4 million in the second quarter of fiscal 2019 from $1.4 million in the second quarter of fiscal 2018, mainly due to book sale revenue from the Legal Professional Qualification Examination contributed by Beijing Ruida. Book sale revenue from our core accounting professional exams also contributed to the growth.

Others. Net revenue from other sources increased by 10.5% to $5.5 million in the second quarter of fiscal 2019 from $5.0 million in the second quarter of fiscal 2018, primarily due to a significant increase in revenue from the sale of learning simulation software. This increase was partially offset by the decrease in revenue from the "Tax School Program" which we disposed in the first quarter of fiscal 2019.

Cost of Sales. Cost of sales increased by 24.6% to $23.3 million in the second quarter of fiscal 2019 from $18.7 million in the second quarter of fiscal 2018. Non-GAAP([1]) cost of sales increased by 24.8% to $23.3 million in the second quarter of fiscal 2019 from $18.7 million in the second quarter of fiscal 2018. The increase was mainly due to the increase in cost of purchase related to the sale of learning simulation software, cost of books and reference materials, and expenses associated with Beijing Ruida, including amortization expenses of intangibles arising from its acquisition of $1.7 million. This increase was partially offset by the decrease in salaries and related expenses.

Gross Profit and Gross Margin. Gross profit was $15.5 million in the second quarter of fiscal 2019, up 39.9% from $11.1 million in the prior year period. Non-GAAP([1]) gross profit was $15.5 million, increasing by 39.6% from $11.1 million in the prior year period. Gross margin was 39.9% in the second quarter of fiscal 2019, compared with 37.2% in the second quarter of fiscal 2018. Non-GAAP([1]) gross margin was 39.9% in the second quarter of fiscal 2019, compared with 37.3% in the second quarter of fiscal 2018.

Operating Expenses. Total operating expenses increased by 44.5% to $20.4 million in the second quarter of fiscal 2019, from $14.1 million in the prior year period. Non-GAAP([1]) total operating expenses increased by 46.4% to $19.9 million in the second quarter of fiscal 2019, from $13.6 million in the prior year period.

Selling expenses. Selling expenses increased by 65.5% to $13.8 million in the second quarter of fiscal 2019 from $8.3 million in the prior year period. Non-GAAP([1]) selling expenses increased by 65.9% to $13.8 million in the second quarter of fiscal 2019 from $8.3 million in the prior year period. The increase was primarily driven by the increase in salaries and related expenses, higher commissions to agents, higher advertising and promotional expenses, expenses associated with Beijing Ruida, and other miscellaneous selling expenses.

General and administrative expenses. General and administrative expenses increased by 14.1% to $6.6 million in the second quarter of fiscal 2019 from $5.8 million in the prior year period. Non-GAAP([1]) general and administrative expenses increased by 15.5% to $6.1 million in the second quarter of fiscal 2019 from $5.3 million in the prior year period. The increase was mainly due to the increase in salaries and related expenses, and expenses associated with Beijing Ruida.

Income Tax Benefit. Income tax benefit decreased by 6.7% to $1.3 million in the second quarter of fiscal 2019 from $1.4 million in the prior year period, primarily due to a lower estimated effective tax rate applied in fiscal year 2019, compared with the prior year period.

Net Loss. As a result of the foregoing, net loss was $3.9 million in the second quarter of fiscal 2019, compared with net loss of $3.3 million in the prior year period. Non-GAAP([1]) net loss was $3.4 million in the second quarter of fiscal 2019, compared with non-GAAP([1]) net loss of $2.7 million in the prior year period.

Operating Cash Flow. Net operating cash inflow increased by 128.8% to $16.5 million in the second quarter of fiscal 2019 from $7.2 million in the prior year period. The operating cash inflow was mainly attributable to the increase in deferred revenue generated from our professional education services segment. The operating cash inflow was partially offset by the increase in accounts receivable, prepayments and other current assets, and the decrease in accrued expenses and other liabilities, income tax payable, deferred tax liabilities, and amount due to a related party.

Cash and Cash Equivalents, Restricted Cash and Short-term Investments. Cash and cash equivalents, restricted cash and short-term investments as of March 31, 2019 increased by 17.7% to $130.1 million from $110.5 million as of December 31, 2018, mainly due to the operating cash inflow generated in the second quarter of fiscal 2019, which was partially offset by the capital expenditure of $1.7 million.

First Six Months of Fiscal 2019 Financial Results

Net Revenue. Total net revenue increased by 24.0% to $81.4 million in the first six months of fiscal 2019 from $65.6 million in the first six months of fiscal 2018. Net revenue from online education services, books and reference materials, and other sources contributed 65.0%, 14.5% and 20.5%, respectively, of total net revenues for the first six months of fiscal 2019.

Online education services. Net revenue from online education services increased by 15.5% to $52.9 million in the first six months of fiscal 2019 from $45.8 million in the first six months of fiscal 2018.

Books and reference materials. Net revenue from books and reference materials increased by 213.3% to $11.8 million in the first six months of fiscal 2019 from $3.8 million in the first six months of fiscal 2018.

Others. Net revenue from other sources increased by 3.9% to $16.7 million in the first six months of fiscal 2019 from $16.0 million in the first six months of fiscal 2018.

Cost of Sales. Cost of sales increased by 31.9% to $48.9 million in the first six months of fiscal 2019 from $37.1 million in the first six months of fiscal 2018. Non-GAAP([1]) cost of sales increased by 32.1% to $48.9 million in the first six months of fiscal 2019 from $37.0 million in the first six months of fiscal 2018.

Gross Profit and Gross Margin. Gross profit was $32.5 million in the first six months of fiscal 2019, up 13.8% from $28.6 million in the prior year period. Non-GAAP([1]) gross profit was $32.5 million, increasing by 13.6% from $28.6 million in the prior year period. Gross margin was 39.9% in the first six months of fiscal 2019, compared with 43.5% in the first six months of fiscal 2018. Non-GAAP([1]) gross margin was 40.0% in the first six months of fiscal 2019, compared with 43.6% in the first six months of fiscal 2018.

Operating Expenses. Total operating expenses increased by 45.9% to $41.2 million in the first six months of fiscal 2019 from $28.2 million in the prior year period. Non-GAAP([1]) total operating expenses increased by 47.6% to $40.2 million in the first six months of fiscal 2019 from $27.2 million in the prior year period.

Selling expenses. Selling expenses increased by 62.0% to $28.3 million in the first six months of fiscal 2019 from $17.5 million in the prior year period. Non-GAAP([1]) selling expenses increased by 62.3% to $28.3 million in the first six months of fiscal 2019 from $17.4 million in the prior year period.

General and administrative expenses. General and administrative expenses increased by 19.9% to $12.9 million in the first six months of fiscal 2019 from $10.8 million in the prior year period. Non-GAAP([1]) general and administrative expenses increased by 21.5% to $11.9 million in the first six months of fiscal 2019 from $9.8 million in the prior year period.

Gain on Deconsolidation of a Subsidiary. Gain on deconsolidation of a subsidiary of $6.9 million related to the gain on disposal of 60% equity interest, and fair value change of remaining 40% equity interest, in Champion Tax Advisory or "Tax School Program."

Income Tax Benefit. Income tax benefit decreased by 49.6% to $0.4 million in the first six months of fiscal 2019 from $0.8 million in the prior year period.

Net Loss. As a result of the foregoing, net loss was $2.0 million in the first six months of fiscal 2019, compared with $3.2 million in the prior year period. Non-GAAP([1]) net loss was $1.0 million in the first six months of fiscal 2019, compared with non-GAAP([1]) net loss of $2.1 million in the prior year period.

Operating Cash Flow. Net operating cash inflow increased by 91.0% to $41.3 million in the first six months of fiscal 2019 from $21.6 million in the prior year period.

Outlook

For the third quarter of fiscal 2019, the Company expects to generate total net revenue in the range of $61.6 million to $64.0 million, representing year-over-year growth of approximately 30% to 35%.

For fiscal year 2019, the Company expects to generate total net revenues in the range of $210.0 million to $218.3 million, representing year-over-year growth of approximately 26% to 31%. The Company's prior fiscal 2019 full-year total net revenue guidance range was $208.3 million to $216.7 million.

The above guidance reflects the Company's current and preliminary view, which is subject to change.

Conference Call

Management will hold a conference call at 8:00 a.m. Eastern Time on Thursday, May 16, 2019 (8:00 p.m. Beijing Time on Thursday, May 16, 2019) to discuss financial results and answer questions from investors and analysts. Listeners may access the call by dialing:

US Toll Free: +1-866-519-4004
International: +65-6713-5090
Mainland China: 400-620-8038
Hong Kong: +852-3018-6771
United Kingdom: +44-203-6214-779
Passcode: CDEL or DL

A telephone replay will be available two hours after the call until May 23, 2019 by dialing:

US Toll Free: +1-855-452-5696
International: +61-2-8199-0299
Mainland China: 400-632-2162
Hong Kong: 800-963-117
United Kingdom: 0808-234-0072
Replay Passcode: 2589101

Additionally, a live and archived webcast of the conference call will be available at http://ir.cdeledu.com.

About China Distance Education Holdings Limited

China Distance Education Holdings Limited is a leading provider of online education and value-added services for professionals and corporate clients in China. The courses offered by the Company through its websites are designed to help professionals seeking to obtain and maintain professional licenses and to enhance their job skills through our professional development courses in China in the areas of accounting, healthcare, engineering & construction, legal and other industries. The Company also offers online test preparation courses for self-taught learners pursuing higher education diplomas or degrees, practical accounting training courses for college students and working professionals, as well as third-party developed online courses. In addition, the Company provides business services to corporate clients, including but not limited to tax advisory and accounting outsourcing services. For further information, please visit http://ir.cdeledu.com.

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "may," "should," "potential," "continue," "expect," "predict," "anticipate," "future," "intend," "plan," "believe," "is/are likely to," "estimate" and similar statements. Among other things, the outlook for the third quarter and full fiscal year 2019 and quotations from management in this announcement, as well as the Company's strategic and operational plans (in particular, the anticipated benefits of strategic growth initiatives, including the promotion of the Company's lifelong learning ecosystem, as well as cost control and year-over-year improvement of operating margins) contain forward-looking statements. The Company may also make written or oral forward-looking statements in its periodic and annual reports to the SEC, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about the Company's beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: our goals and growth strategies; future prospects and market acceptance of our courses and other products and services; our future business development and results of operations; projected revenues, profits, earnings and other estimated financial information; projected enrollment numbers; our plans to expand and enhance our courses and other products and services; competition in the education and test preparation markets; and Chinese laws, regulations and policies, including those applicable to the Internet, Internet content providers, the education and telecommunications industries, mergers and acquisitions, taxation and foreign exchange.

Further information regarding these and other risks is included in the Company's annual report on Form 20-F and other documents filed or furnished with the SEC. All information provided in this press release is as of the date of this press release. The Company does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

Statement Regarding Unaudited Financial Information

The unaudited financial information set forth in this press release is preliminary and subject to adjustments. Adjustments to the financial statements may be identified when audit work is performed for the year-end audit, which could result in significant differences from this preliminary unaudited financial information.

Use of Non-GAAP Financial Measures

To supplement the Company's consolidated financial results presented in accordance with U.S. generally accepted accounting principles, or GAAP, the Company uses the following measures defined as non-GAAP financial measures: non-GAAP net income, operating income, gross profit, cost of sales, selling expenses, general and administrative expenses, net income margin, operating margin, gross profit margin, and basic and diluted earnings per ADS and per share. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. For more information on these non-GAAP financial measures, please see the table captioned "Reconciliations of non-GAAP measures to comparable GAAP measures" set forth at the end of this release.

The Company believes that these non-GAAP financial measures provide meaningful supplemental information regarding its performance by excluding share-based compensation expenses. However, non-GAAP financial measures may not be indicative of the Company's operating performance from a cash perspective. The Company believes that both management and investors benefit from these non-GAAP financial measures in assessing its performance and when planning and forecasting future periods. These non-GAAP financial measures also facilitate management's internal comparisons to the Company's historical performance and liquidity. The Company computes its non-GAAP financial measures using the same consistent method from quarter to quarter. The Company believes these non-GAAP financial measures are useful to investors in allowing for greater transparency with respect to supplemental information used by management in its financial and operational decision making. A limitation of excluding share-based compensation expenses from the above-mentioned line items and presenting these non-GAAP measures is that such items may continue to be for the foreseeable future a significant recurring expense in our business. Management compensates for this limitation by providing specific information regarding the GAAP amounts excluded from each non-GAAP measure. The accompanying table at the end of this release provides more detail on the reconciliations between GAAP financial measures that are most directly comparable to non-GAAP financial measures.

Contacts:


      China Distance Education Holdings   The Piacente Group |
       Limited                             Investor Relations


     Investor Relations Department     
     Brandi Piacente


     Tel: +86-10-8231-9999 ext. 1826     Tel: +1 212-481-2050


     Email: IR@cdeledu.com               Email: DL@tpg-ir.com


               [1] For more information
                about the non-GAAP
                financial measures contained
                in this press release,
                please see "Use of Non-GAAP
                Financial Measures" below.

(Financial Tables on Following Pages)


                                                                                
              
                
                  China Distance Education Holdings Limited


                                                                             
              
                
                  Unaudited Condensed Consolidated Balance Sheets


                                                                 
              
                
                  (in thousands of US Dollars, except number of shares and per share data)




                                                                                                                                                                    September 30
                                                                                                                                                                           , 20
                                                                                                                                                                            18                                 March 31, 2019



     
     
     Assets:



     
     
     Current assets:


                                                              
              Cash and cash equivalents                                                                                                      30,826                 62,708


                                                              
              Restricted cash                                                                                                                51,736                 48,090


                                                              
              Short term investments                                                                                                         17,073                 19,270


                                                              
              Accounts receivable, net of allowance for doubtful accounts of US$1,513 and                                                     7,280                  6,475
                                                              US$1,342 as of March 31, 2019 and September 30, 2018,respectively


                                                              
              Inventories                                                                                                                     2,782                  4,339


                                                              
              Prepayment and other current assets                                                                                            17,054                 23,617


                                                              
              Deferred cost                                                                                                                   1,125                  1,455


                                                              
              
                
                     Total current assets                                                                           127,876                165,954





     
     
     Non-current assets:


                                                              
              Property, plant and equipment, net                                                                                             27,972                 40,368


                                                              
              Goodwill                                                                                                                       79,516                 81,287


                                                              
              Long term investments                                                                                                          33,837                 37,537


                                                              
              Other intangible assets, net                                                                                                   39,500                 36,519


                                                              
              Deposit for purchase of non-current assets                                                                                      8,126                  3,007


                                                              
              Deferred tax assets                                                                                                             5,711                  4,912


                                                              
              Other non-current assets                                                                                                        6,387                 10,979


                                                              
              
                
                     Total non-current assets                                                                       201,049                214,609




                                                              
              
                
                     Total assets                                                                                   328,925                380,563





     
     
     Liabilities and equity:



     
     
     Current liabilities:


                                                              
              Bank borrowings                                                                                                                50,975                 51,843


                                                              
              Accrued expenses and other liabilities (including accrued expenses and other                                                   42,141                 36,152
                                                              liabilities of the consolidated VIE without recourse to China Distance Education
                                                              Holdings Limited of US$30,378 and US$34,993 as of March 31, 2019 and
                                                              September 30, 2018,respectively)


                                                              
              Amount due to a related party                                                                                                                           798


                                                              
              Income tax payable (including income tax payable of the consolidated VIE without                                                9,293                  6,069
                                                              recourse to China Distance Education Holdings Limited of US$5,425 and
                                                              US$$4,847 as of March 31, 2019 and September 30, 2018, respectively)


                                                              
              Deferred revenue - current portion (including deferred revenue of the consolidated                                             78,194                103,022
                                                              VIE without recourse to China Distance Education Holdings Limited of US$102,131
                                                              and US$77,299 as of March 31, 2019 and September 30, 2018, respectively)


                                                              
              Refundable fees - current portion (including refundable fees of the consolidated VIE                                           13,837                  1,036
                                                              without recourse to China Distance Education Holdings Limited of US$1,036 and
                                                              US$13,837 as of March 31, 2019 and September 30, 2018, respectively)


                                                              
              
                
                     Total current liabilities                                                                      194,440                198,920





     
     
     Non-c
                
         
     urrent liabilities
     
     
     :


                                                              
              Deferred revenue - non-current portion (including deferred revenue of the                                                                            34,624
                                                              consolidated VIE without recourse to China Distance Education Holdings Limited
                                                              of US$34,624 and nil as of March 31, 2019 and September 30, 2018, respectively)


                                                              
              Refundable fees - non-current portion (including refundable fees of the consolidated                                                                  2,249
                                                              VIE without recourse to China Distance Education Holdings Limited of US$2,249
                                                              and nil as of March 31, 2019 and September 30, 2018, respectively)


                                                              
              Deferred tax liabilities                                                                                                       12,693                 12,062


                                                              
              Long-term bank borrowing                                                                                                       12,027                  6,348


                                                              
              
                
                  Total 
                
                
                  non-
                
               
     current liabilities  24,720                 55,283






                                                              
              
                
                     Total liabilities                                                                              219,160                254,203







     
     
     Equity:


                                                              
              Ordinary shares (par value of US$0.0001 per share; 500,000,000 shares authorized;                                                  13                     13
                                                              134,230,689 and 133,275,521 shares issued and outstanding at March 31, 2019 and
                                                              September 30, 2018, respectively)


                                                              
              Additional paid-in capital                                                                                                     21,557                 22,591


                                                              
              Accumulated other comprehensive loss                                                                                          (7,013)                 (619)


                                                              
              Retained Earnings                                                                                                              29,717                 37,452


                                                              
              
                
                     Total China Distance Education Holdings Limited shareholder's equity                            44,274                 59,437


                                                              
              Noncontrolling interest                                                                                                        65,491                 66,923


                                                              
              
                
                     Total equity                                                                                   109,765                126,360


                                                              
              
                
                     Total liabilities and equity                                                                   328,925                380,563


                           
              
                
                  China Distance Education Holdings Limited


                                          Unaudited Condensed 
                
                
                  Consolidated Statements Of
                                                                            
                  Operations


                                              (in thousands of US dollars, except number of shares, per share and per ADS data)




                                                                                                                                                  Three Months Ended
                                                                                                                                                      
                  March
                                                                                                                                                                        31
                                                                                                                                                                         ,


                                                                                                                                 2018        2019




                               Sales, net of business tax, value-added tax and related surcharges:


     
       Online education services                                                                                             23,396      27,878


     
       Books and reference materials                                                                                          1,391       5,401


     
       Others                                                                                                                 4,961       5,482


     
       -   Sale of learning simulation software                                                                                 739       1,962


     
       -   Business start-up training services                                                                                  642         692


     
       -   Others                                                                                                             3,580       2,828


     
     
            
                          Total net revenues                                                                      29,748      38,761




     
     
            
                  Cost of sales


     
       Cost of services and others                                                                                         (17,550)   (19,453)


     
       Cost of tangible goods sold                                                                                          (1,130)    (3,826)


     
     
            
                          Total cost of sales                                                                   (18,680)   (23,279)




     
     
            
                  Gross profit                                                                                    11,068      15,482




     
     
            
                  Operating expenses


     
       Selling expenses                                                                                                     (8,341)   (13,801)


     
       General and administrative expenses                                                                                  (5,766)    (6,581)


     
     
            
                          Total operating expenses                                                              (14,107)   (20,382)


     
       Other operating income                                                                                                   128         842




                               Operating
                
                
                   loss                                        (2,911)    (4,058)




     
       Interest income                                                                                                          667         524


     
       Interest expense                                                                                                       (869)      (796)


     
       Exchange loss                                                                                                        (3,109)    (2,177)




                               Loss 
                
                
                  before income taxes                              (6,222)    (6,507)


     
       Income tax benefit                                                                                                     1,431       1,335


     
       Loss from equity method investment                                                                                      (16)      (642)




                               Net 
                
                
                  loss                                              (4,807)    (5,814)


                               Net loss attributable to noncontrolling interest                                                 1,542       1,939


                               Net 
                
                
                  loss
                                
                  attributable to
                                              China Distance Education Holdings Limited                                       (3,265)    (3,875)




                               Net loss 
                
                
                  per share
                                        
                  :


                               Net loss 
                
                
                  attributable to
                                  
                
                  China Distance Education Holdings Limited

                                                                                                         shareholders


     
       Basic                                                                                                                (0.025)    (0.029)


     
       Diluted                                                                                                              (0.025)    (0.029)




                               Net loss 
                
                
                  per ADS
                                      
                  :


                               Net loss 
                
                
                  attributable to
                                  
                
                  China Distance Education Holdings Limited

                                                                                                         shareholders


     
       Basic                                                                                                                (0.098)    (0.116)


     
       Diluted                                                                                                              (0.098)    (0.116)




                               Weighted average shares used in calculating net
                                            loss
                
                
                   per share:


     
       Basic                                                                                                            132,411,344 133,009,706


     
       Diluted                                                                                                          132,411,344 133,009,706



                               
              
                
                  China Distance Education Holdings Limited


                                               Unaudited Condensed
                
                
                   Consolidated Statements Of
                                                                                
                  Operations


                                                  (in thousands of US dollars, except number of shares, per share and per ADS data)




                                                                                                                                       Six
                                                                                                                                                   Months Ended

                                                                                                                                                                March 31,


                                                                                                                                 2018           2019




                               Sales, net of business tax, value-added tax and related surcharges:


     
       Online education services                                                                                             45,829         52,921


     
       Books and reference materials                                                                                          3,768         11,806


     
       Others                                                                                                                16,029         16,657


     
       -   Sale of learning simulation software                                                                               6,899          6,965


     
       -   Business start-up training services                                                                                2,048          1,372


     
       -   Others                                                                                                             7,082          8,320


     
     
            
                          Total net revenues                                                                      65,626         81,384




     
     
            
                  Cost of sales


     
       Cost of services and others                                                                                         (33,888)      (41,626)


     
       Cost of tangible goods sold                                                                                          (3,172)       (7,262)


     
     
            
                          Total cost of sales                                                                   (37,060)      (48,888)




     
     
            
                  Gross profit                                                                                    28,566         32,496




     
     
            
                  Operating expenses


     
       Selling expenses                                                                                                    (17,463)      (28,285)


     
       General and administrative expenses                                                                                 (10,762)      (12,907)


     
     
            
                          Total operating expenses                                                              (28,225)      (41,192)


     
       Other operating income                                                                                                 1,857          2,465




                               Operating
                
                
                   income/(loss)                                 2,198        (6,231)




     
       Interest income                                                                                                        1,123          1,188


     
       Interest expense                                                                                                     (1,616)       (1,590)


     
       Gain from deconsolidation of a subsidiary                                                                                            6,869


     
       Exchange loss                                                                                                        (5,008)       (2,101)




                               Loss 
                
                
                  before income taxes                              (3,303)       (1,865)


     
       Income tax benefit                                                                                                       760            383


     
       Loss from equity method investment                                                                                      (45)         (363)




                               Net 
                
                
                  loss                                              (2,588)       (1,845)


                               Net income attributable to noncontrolling interest                                               (583)         (117)


                               Net 
                
                
                  loss
                                
                  attributable to
                                              China Distance Education Holdings Limited                                       (3,171)       (1,962)




                               Net loss 
                
                
                  per share
                                        
                  :


                               Net loss 
                
                
                  attributable to
                                  
                
                  China Distance Education Holdings Limited

                                                                                                         shareholders


     
       Basic                                                                                                                (0.024)       (0.015)


     
       Diluted                                                                                                              (0.024)       (0.015)




                               Net loss 
                
                
                  per ADS
                                      
                  :


                               Net loss 
                
                
                  attributable to
                                  
                
                  China Distance Education Holdings Limited

                                                                                                         shareholders


     
       Basic                                                                                                                (0.096)       (0.059)


     
       Diluted                                                                                                              (0.096)       (0.059)




                               Weighted average shares used in calculating net
                                            loss
                
                
                   per share:


     
       Basic                                                                                                            132,035,108    132,901,311


     
       Diluted                                                                                                          132,035,108    132,901,311


           
              
                
                  China Distance Education Holdings Limited


      
       
                
                  Reconciliations of non-GAAP measures to comparable GAAP measures


                                    (In thousands of US Dollars, except number of shares, per share and per ADS data)




                                                                                       Three Months Ended

                                                                                                                March 31,


                                                                                            2018                                  2019


                                                                                     (Unaudited)                          (Unaudited)





       Cost of sales                                                                     18,680                                23,279


        Share-based compensation
         expense in cost of sales                                                             26


        Non-GAAP cost of sales                                                            18,654                                23,279





       Selling expenses                                                                   8,341                                13,801


        Share-based compensation
         expense in selling expenses                                                          20


        Non-GAAP selling expenses                                                          8,321                                13,801




        General and administrative
         expenses                                                                          5,766                                 6,581


        Share-based compensation
         expense in general and
         administrative expenses                                                             508                                   506


        Non-GAAP general and
         administrative expenses                                                           5,258                                 6,075





       Gross profit                                                                      11,068                                15,482


        Share-based compensation
         expenses                                                                             26


        Non-GAAP gross profit                                                             11,094                                15,482





       Gross profit margin                                                                37.2%                                39.9%


        Non-GAAP gross profit margin                                                       37.3%                                39.9%





       Operating loss                                                                   (2,911)                              (4,058)


        Share-based compensation
         expenses                                                                            554                                   506


        Non-GAAP operating loss                                                          (2,357)                              (3,552)





       Operating margin                                                                  (9.8%)                              (10.5%)


        Non-GAAP operating margin                                                         (7.9%)                               (9.2%)





       Net loss                                                                         (3,265)                              (3,875)


        Share-based compensation
         expense                                                                             554                                   506



       Non-GAAP net loss                                                                (2,711)                              (3,369)





       Net loss margin                                                                  (11.0%)                              (10.0%)


        Non-GAAP net loss margin                                                          (9.1%)                               (8.7%)




        Net loss per share --basic                                                       (0.025)                              (0.029)


        Net loss per share --diluted                                                     (0.025)                              (0.029)


        Non-GAAP net loss per share -
         - basic                                                                         (0.020)                              (0.025)


        Non-GAAP net loss per share -
         - diluted                                                                       (0.020)                              (0.025)




        Net loss per ADS attributable
         to China Distance Education
         Holdings Limited shareholders
         --basic (note 1)                                                                (0.098)                              (0.116)


        Net loss per ADS attributable
         to China Distance Education
         Holdings Limited shareholders
         --diluted (note 1)                                                              (0.098)                              (0.116)


        Non-GAAP net loss per ADS
         attributable to China
         Distance Education Holdings
         Limited shareholders --
         basic (note 1)

                                                                                         (0.082)                              (0.101)


        Non-GAAP net loss per ADS
         attributable to China
         Distance Education Holdings
         Limited shareholders --
         diluted (note 1)

                                                                                         (0.082)                              (0.101)




        Weighted average shares used
         in calculating basic net loss
         per share                                                                   132,411,344                           133,009,706


        Weighted average shares used
         in calculating diluted net
         loss per share                                                              132,411,344                           133,009,706


        Weighted average shares used
         in calculating basic non-
         GAAP net loss per share                                                     132,411,344                           133,009,706


        Weighted average shares used
         in calculating diluted non-
         GAAP net loss per share                                                     132,411,344                           133,009,706


           
              
                
                  China Distance Education Holdings Limited


      
       
                
                  Reconciliations of non-GAAP measures to comparable GAAP measures


                                    (In thousands of US Dollars, except number of shares, per share and per ADS data)




                                                                                               Six
                                                                                                  Months Ended

                                                                                                                      March 31,


                                                                                            2018                                        2019


                                                                                     (Unaudited)                                (Unaudited)





       Cost of sales                                                                     37,060                                      48,888


        Share-based compensation
         expense in cost of sales                                                             71                                          23


        Non-GAAP cost of sales                                                            36,989                                      48,865





       Selling expenses                                                                  17,463                                      28,285


        Share-based compensation
         expense in selling expenses                                                          40                                          10


        Non-GAAP selling expenses                                                         17,423                                      28,275




        General and administrative
         expenses                                                                         10,762                                      12,907


        Share-based compensation
         expense in general and
         administrative expenses                                                             945                                         979


        Non-GAAP general and
         administrative expenses                                                           9,817                                      11,928





       Gross profit                                                                      28,566                                      32,496


        Share-based compensation
         expenses                                                                             71                                          23


        Non-GAAP gross profit                                                             28,637                                      32,519





       Gross profit margin                                                                43.5%                                      39.9%


        Non-GAAP gross profit margin                                                       43.6%                                      40.0%




        Operating income/(loss)                                                            2,198                                     (6,231)


        Share-based compensation
         expenses                                                                          1,056                                       1,012


        Non-GAAP operating income/
         (loss)                                                                            3,254                                     (5,219)





       Operating margin                                                                    3.3%                                     (7.7%)


        Non-GAAP operating margin                                                           5.0%                                     (6.4%)





       Net loss                                                                         (3,171)                                    (1,962)


        Share-based compensation
         expense                                                                           1,056                                       1,012



       Non-GAAP net loss                                                                (2,115)                                      (950)





       Net loss margin                                                                   (4.8%)                                     (2.4%)


        Non-GAAP net loss margin                                                          (3.2%)                                     (1.2%)




        Net loss per share --basic                                                       (0.024)                                    (0.015)


        Net loss per share --diluted                                                     (0.024)                                    (0.015)


        Non-GAAP net loss per share -
         - basic                                                                         (0.016)                                    (0.007)


        Non-GAAP net loss per share -
         - diluted                                                                       (0.016)                                    (0.007)




        Net loss per ADS attributable
         to China Distance Education
         Holdings Limited shareholders
         --basic (note 1)                                                                (0.096)                                    (0.059)


        Net loss per ADS attributable
         to China Distance Education
         Holdings Limited shareholders
         --diluted (note 1)                                                              (0.096)                                    (0.059)


        Non-GAAP net loss per ADS
         attributable to China
         Distance Education Holdings
         Limited shareholders --
         basic (note 1)                                                                  (0.064)                                    (0.029)


        Non-GAAP net loss per ADS
         attributable to China
         Distance Education Holdings
         Limited shareholders --
         diluted (note 1)                                                                (0.064)                                    (0.029)




        Weighted average shares used
         in calculating basic net loss
         per share                                                                   132,035,108                                 132,901,311


        Weighted average shares used
         in calculating diluted net
         loss per share                                                              132,035,108                                 132,901,311


        Weighted average shares used
         in calculating basic non-
         GAAP net loss per share                                                     132,035,108                                 132,901,311


        Weighted average shares used
         in calculating diluted non-
         GAAP net loss per share                                                     132,035,108                                 132,901,311





       Note 1: Each ADS represents four ordinary shares.

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SOURCE China Distance Education Holdings Ltd.