China Distance Education Holdings Limited Reports Financial Results for Second Quarter Fiscal Year 2020

BEIJING, May 21, 2020 /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 2020 ended March 31, 2020.

Second Quarter Fiscal 2020 Financial and Operational Highlights

    --  Net revenue increased by 8.1% to $41.9 million from $38.8 million in the
        prior year period.
    --  Total course enrollments were 1,276,000, an increase of 98.7% from the
        second quarter of fiscal 2019.
    --  Cash receipts from online course registration were $37.3 million, a
        34.5% decrease from the second quarter of fiscal 2019.
    --  Gross profit increased by 38.1% to $21.4 million from $15.5 million in
        the prior year period.
    --  Non-GAAP([1]) gross profit increased by 38.4% to $21.4 million from
        $15.5 million in the prior year period.
    --  Gross margin was 51.0%, compared with 39.9% in the prior year period.
        Non-GAAP([1]) gross margin was 51.1%, compared with 39.9% in the prior
        year period.
    --  Operating income was $1.3 million, compared with operating loss of $4.1
        million in the prior year period.
    --  Non-GAAP([1]) operating income was $2.0 million, compared with
        non-GAAP([1]) operating loss of $3.6 million in the prior year period.
    --  Net income attributable to CDEL was $4.3 million, compared with net loss
        attributable to CDEL of $3.9 million in the prior year period.
    --  Non-GAAP([1]) net income attributable to CDEL was $5.0 million, compared
        with non- GAAP([1] )net loss attributable to CDEL of $3.4 million in the
        prior year period.
    --  Basic and diluted net income per American Depositary Share ("ADS")
        attributable to CDEL were $0.126 and $0.125, respectively, compared with
        basic and diluted net loss per ADS attributable to CDEL of $0.116 for
        the second quarter of fiscal 2019. Each ADS represents four ordinary
        shares.
    --  Basic and diluted non-GAAP([1]) net income per ADS attributable to CDEL
        were $0.149 and $0.147, respectively, compared with basic and diluted
        non-GAAP([1]) net loss per ADS attributable to CDEL of $0.101, for the
        second quarter of fiscal 2019.
    --  Cash flow from operations decreased by 28.7% to $11.7 million from $16.5
        million in the second quarter of fiscal 2019.

Mr. Zhengdong Zhu, Chairman and CEO of CDEL, said, "In the second quarter of fiscal 2020, we delivered year-over-year revenue growth of 8.1%, within our guidance range. The second quarter revenue growth was driven primarily by the healthy revenue growth of our industry-leading accounting vertical. In concert with our responsive measures to support our students across China during the Coronavirus Disease 2019 or COVID-19 epidemic, we offered free online courses to students in Hubei province, and significant discounts for certain online exam preparation courses to students outside Hubei, providing students with convenient access to high-quality online professional education at a time when offline classes were restricted. This initiative quickly attracted students across China to our online learning platform. As a result, our paid enrollments nearly doubled year-over-year in the second quarter, dramatically expanding our student base. While our efforts to support students during the COVID-19 outbreak negatively impacted our second quarter revenue and cash receipts growth, they underscore our commitment to social responsibility, our vision to cultivate online learning as a lifestyle, and our aim to be our students' life-long education partner of choice."

Mr. Zhu concluded, "In the second quarter of fiscal 2020, we officially commenced the third decade as China's preeminent provider of online professional education. During the past 20 years, CDEL has honed its comprehensive life-long learning ecosystem, as we consistently deliver best-of-breed educational content and integrate new technologies into our learning solutions. Looking ahead, we will remain focused on developing our life-long learning ecosystem, which now spans four key industry verticals - accounting, healthcare, engineering and construction, and legal; and provides students with a diverse portfolio of curricula that accommodates their different learning needs, styles and preferences. As online education continues to evolve and become a more widely accepted learning method, we are ready to leverage our extensive experience and compelling value proposition to serve a broader student audience, helping them achieve positive learning outcomes and realize continued advancement in their chosen careers."

Mr. Mark Marostica, Co-Chief Financial Officer of CDEL, added, "The second quarter of fiscal 2020 marks the fourth consecutive quarter of year-over-year improvement in operating margins. We are particularly pleased to report improved profitability in our second fiscal quarter, given the challenges we faced during the COVID-19 epidemic. Our profitability improvement demonstrates the resilience of our business model, coupled with our effective execution of cost control measures. With the second half of our fiscal year well underway, we will continue to proactively manage expenses while maintaining operating efficiency, with a goal of balancing our growth and profitability."

Second Quarter Fiscal 2020 Financial Results

Net Revenue. Total net revenue increased by 8.1% to $41.9 million in the second quarter of fiscal 2020 from $38.8 million in the second quarter of fiscal 2019. Net revenue from online education services, books and reference materials, and other sources contributed 79.8%, 11.7% and 8.5%, respectively, of total net revenues for the second quarter of fiscal 2020.

Online education services. Net revenue from online education services increased by 19.9% to $33.4 million in the second quarter of fiscal 2020 from $27.9 million in the second quarter of fiscal 2019, mainly due to healthy revenue growth from the accounting vertical.

Books and reference materials. Net revenue from books and reference materials decreased by 9.6% to $4.9 million in the second quarter of fiscal 2020 from $5.4 million in the second quarter of fiscal 2019, primarily attributable to the delay in publication of certain Legal Professional Qualification Examination books, due to the impact of COVID-19.

Others. Net revenue from other sources decreased by 34.6% to $3.6 million in the second quarter of fiscal 2020 from $5.5 million in the second quarter of fiscal 2019, primarily due to a significant decrease in revenue from sale of college-related learning simulation software, resulting from the impact of COVID-19.

Cost of Sales. Cost of sales decreased by 11.9% to $20.5 million in the second quarter of fiscal 2020, from $23.3 million in the second quarter of fiscal 2019. Non-GAAP([1] )cost of sales decreased by 12.1% to $20.5 million in the second quarter of fiscal 2020, from $23.3 million in the second quarter of fiscal 2019. The decrease in cost of sales was primarily attributable to a decrease in salaries and related expenses, cost of purchase related to sale of learning simulation software, rental and related expenses, and lecture fees.

Gross Profit and Gross Margin. Gross profit was $21.4 million in the second quarter of fiscal 2020, up 38.1% from $15.5 million in the prior year period. Non-GAAP([1] )gross profit was $21.4 million, increasing by 38.4% from $15.5 million in the prior year period. Gross margin was 51.0% in the second quarter of fiscal 2020, compared with 39.9% in the second quarter of fiscal 2019. Non-GAAP([1] )gross margin was 51.1% in the second quarter of fiscal 2020, compared with 39.9% in the second quarter of fiscal 2019.

Operating Expenses. Total operating expenses increased by 4.7% to $21.3 million in the second quarter of fiscal 2020, from $20.4 million in the prior year period. Non-GAAP([1]) total operating expenses increased by 4.0% to $20.7 million in the second quarter of fiscal 2020, from $19.9 million in the prior year period.

Selling expenses. Selling expenses increased by 10.7% to $15.3 million in the second quarter of fiscal 2020 from $13.8 million in the prior year period. Non-GAAP([1]) selling expenses increased by 10.5% to $15.3 million in the second quarter of fiscal 2020, from $13.8 million in the prior year period. The increase was primarily driven by higher advertising and promotional expenses, the increase in commission to agents, and higher rental and related expenses, partially offset by a decrease in salaries and related expenses.

General and administrative expenses. General and administrative expenses decreased by 7.7% to $6.1 million in the second quarter of fiscal 2020 from $6.6 million in the prior year period. Non-GAAP([1]) general and administrative expenses decreased by 10.7% to $5.4 million in the second quarter of fiscal 2020, from $6.1 million in the prior year period. The decrease was mainly due to lower salaries and related expenses.

Income Tax (Expenses) Benefit. Income tax expense was $0.7 million in the second quarter of fiscal 2020, compared with income tax benefit of $1.3 million in the prior year period, primarily due to the taxable income in the second quarter of fiscal 2020.

Net Income (Loss) Attributable to CDEL. As a result of the foregoing, net income attributable to CDEL was $4.3 million in the second quarter of fiscal 2020, compared with net loss attributable to CDEL of $3.9 million in the prior year period. Non-GAAP([1]) net income attributable to CDEL was $5.0 million in the second quarter of fiscal 2020, compared with non-GAAP([1]) net loss attributable to CDEL of $3.4 million in the prior year period.

Operating Cash Flow. Net operating cash inflow decreased by 28.7% to $11.7 million in the second quarter of fiscal 2020 from $16.5 million in the prior year period. The operating cash inflow was mainly attributable to net income before non-cash items generated in the second quarter of fiscal 2020. The decrease in prepayments and other current assets, the increase in accrued expenses and other liabilities, and the decrease/increase in amount due from/to related parties also contributed to the operating cash inflow. The operating cash inflow was partially offset by the increase in inventories and the decrease in deferred tax liabilities.

Cash and Cash Equivalents, Term Deposits, Restricted Cash and Short-term Investments. Cash and cash equivalents, term deposits, restricted cash and short-term investments as of March 31, 2020 decreased by 10.8% to $130.2 million from $145.9 million as of December 31, 2019, mainly due to (i) the repayment of offshore loans of $20.4 million, (ii) the repayment of onshore loan of $1.1 million, (iii) the payment of an investment of $0.7 million and (iv) the capital expenditure of $1.2 million. The decrease was partially offset by the operating cash inflow generated in the second quarter of fiscal 2020.

First Six Months of Fiscal 2020 Financial Results

Net Revenue. Total net revenue increased by 14.6% to $93.3 million in the first six months of fiscal 2020 from $81.4 million in the first six months of fiscal 2019. Net revenue from online education services, books and reference materials, and other sources contributed 72.8%, 9.9% and 17.3%, respectively, of total net revenues for the first six months of fiscal 2020.

Online education services. Net revenue from online education services increased by 28.4% to $67.9 million in the first six months of fiscal 2020 from $52.9 million in the first six months of fiscal 2019.

Books and reference materials. Net revenue from books and reference materials decreased by 21.7% to $9.2 million in the first six months of fiscal 2020 from $11.8 million in the first six months of fiscal 2019.

Others. Net revenue from other sources decreased by 3.3% to $16.1 million in the first six months of fiscal 2020 from $16.7 million in the first six months of fiscal 2019.

Cost of Sales. Cost of sales decreased by 5.6% to $46.1 million in the first six months of fiscal 2020 from $48.9 million in the first six months of fiscal 2019. Non-GAAP([1] )cost of sales decreased by 5.7% to $46.1 million in the first six months of fiscal 2020, from $48.9 million in the first six months of fiscal 2019.

Gross Profit and Gross Margin. Gross profit was $47.2 million in the first six months of fiscal 2020, up 45.2% from $32.5 million in the prior year period. Non-GAAP([1] )gross profit was $47.2 million, increasing by 45.2% from $32.5 million in the prior year period. Gross margin was 50.6% in the first six months of fiscal 2020, compared with 39.9% in the first six months of fiscal 2019. Non-GAAP([1] )gross margin was 50.6% in the first six months of fiscal 2020, compared with 40.0% in the first six months of fiscal 2019.

Operating Expenses. Total operating expenses increased by 11.9% to $46.1 million in the first six months of fiscal 2020, from $41.2 million in the prior year period. Non-GAAP([1]) total operating expenses increased by 11.7% to $44.9 million in the first six months of fiscal 2020, from $40.2 million in the prior year period.

Selling expenses. Selling expenses increased by 21.8% to $34.4 million in the first six months of fiscal 2020 from $28.3 million in the prior year period. Non-GAAP([1]) selling expenses increased by 21.8% to $34.4 million in the first six months of fiscal 2020, from $28.3 million in the prior year period.

General and administrative expenses. General and administrative expenses decreased by 9.9% to $11.6 million in the first six months of fiscal 2020 from $12.9 million in the prior year period. Non-GAAP([1]) general and administrative expenses decreased by 12.3% to $10.5 million in the first six months of fiscal 2020, from $11.9 million in the prior year period.

Income Tax (Expenses) Benefit. Income tax expense was $0.7 million in the first six months of fiscal 2020, compared with income tax benefit of $0.4 million in the prior year period.

Net Income (Loss) Attributable to CDEL. As a result of the foregoing, net income attributable to CDEL was $2.5 million in the first six months of fiscal 2020, compared with net loss attributable to CDEL of $2.0 million in the prior year period. Non-GAAP([1]) net income attributable to CDEL was $3.8 million in the first six months of fiscal 2020, compared with non-GAAP([1]) net loss attributable to CDEL of $1.0 million in the prior year period.

Operating Cash Flow. Net operating cash inflow decreased by 15.9% to $34.7 million in the first six months of fiscal 2020 from $41.3 million in the prior year period.

Outlook

For the third quarter of fiscal 2020, the Company expects to generate total net revenue in the range of $50.6 million to $53.7 million, representing year-over-year decline of approximately 18% to 13%, respectively.

For fiscal year 2020, the Company decided to withdraw its previous revenue guidance in consideration of uncertainties related to the impact of COVID-19, including the postponement of certain professional examinations, the schedule of reopening of schools, and the schedule of resumption of provision of offline training courses, among others.

The above guidance reflects the Company's current and preliminary view, which is subject to change, particularly in consideration of uncertainties related to the impact of COVID-19, among others.

Conference Call

Management will hold a conference call at 8:00 a.m. Eastern Time on Friday, May 22, 2020 (8:00 p.m. Beijing Time on Friday, May 22, 2020) to discuss financial results and answer questions from investors and analysts. Details for the conference call are as follows:



     Event Title:       
            China Distance Education Holdings Limited Second Quarter of Fiscal
                         2020 Earnings Conference Call




     Conference ID:                                                                                                                                     9088678



     Registration Link:                                                                      
          
     http://apac.directeventreg.com/registration/event/9088678

All participants must use the link provided above to complete the online registration process at least 20 minutes in advance of the conference call. Upon registering, each participant will receive a participant dial-in number, Direct Event passcode, and a unique registrant ID, which will be used to join the conference call.

A telephone replay will be available two hours after the call until May 29, 2020 by dialing:



              US Toll Free:                        +1-855-452-5696



              International:                       +61-2-8199-0299



              Mainland China:           
              400-632-2162



              Hong Kong, China:         
              800-963-117



              United Kingdom:           
              0808-234-0072



              Replay Passcode:                             9088678

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, and practical accounting training courses for college students and working professionals. 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 of fiscal year 2020 and quotations from management in this announcement, as well as the Company's strategic and operational plans (in particular, the impact of COVID-19 on our businesses; the solutions we adopt to address such impact of COVID-19; the revision of revenue guidance; balancing growth and profitability; as well as the anticipated benefits of strategic growth initiatives, including the promotion of the Company's life-long learning ecosystem) 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: the impact of the COVID-19 outbreak, 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; anticipated benefits of acquisition or disposal of businesses, 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 attributable to CDEL, operating income, gross profit, cost of sales, selling expenses, general and administrative expenses, net income margin attributable to CDEL, operating margin, gross profit margin, and basic and diluted earnings per ADS and per share attributable to CDEL. 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:

In China:

China Distance Education Holdings Limited
Jiao Jiao
Tel: +86-10-8231-9999 ext. 1826
Email: IR@cdeledu.com

The Piacente Group, Inc.
Xi Zhang
Tel: +86-10-6508-0677
E-mail: dl@tpg-ir.com

In the United States:

The Piacente Group, Inc.
Brandi Piacente
Tel: +1 212-481-2050
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
     19          
     
     March 31, 2020



     
     Assets:



     
     Current assets:


                                                
              Cash and cash equivalents                                                                                                                          67,977                       84,282


                                                
              Term deposits                                                                                                                                                                   7,061


                                                
              Restricted cash                                                                                                                                    38,358                       13,760


                                                
              Short-term investments                                                                                                                             22,118                       25,071


                                                
              Accounts receivable, net of allowance for doubtful accounts of US$1,570 and                                                                         7,330                        6,741
                                                US$1,282 as of March 31, 2020 and September 30, 2019, respectively


                                                
              Inventories                                                                                                                                         4,232                        6,162


                                                
              Prepayment and other current assets                                                                                                                26,732                       30,184


                                                
              Amounts due from related parties                                                                                                                      515                          624


                                                
              Deferred cost                                                                                                                                       1,427                        2,248


                                                
              
                   Total current assets                                                                                                              168,689                      176,133





     
     Non-current assets:


                                                
              Property, plant and equipment, net                                                                                                                 37,935                       41,283


                                                
              Operating lease right of use asset                                                                                                                                             33,596


                                                
              Goodwill, net                                                                                                                                      74,829                       75,536


                                                
              Long term investments                                                                                                                              25,379                       26,089


                                                
              Other intangible assets, net                                                                                                                       30,113                       26,274


                                                
              Deposit for purchase of non-current assets                                                                                                          4,448                        1,671


                                                
              Deferred tax assets                                                                                                                                 3,865                        3,163


                                                
              Other non-current assets                                                                                                                           10,092                        8,208


                                                
              
                   Total non-current assets                                                                                                          186,661                      215,820




                                                
              
                   Total assets                                                                                                                      355,350                      391,953






     
     Liabilities and equity:



     
     Current liabilities:


                                                
              Bank borrowings                                                                                                                                    38,502                        6,016


                                                
              Accrued expenses and other liabilities (including accrued expenses and other                                                                       38,267                       44,459
                                                liabilities of the consolidated VIE without recourse to China Distance Education
                                                Holdings Limited of US$44,058 and US$35,491 as of March 31, 2020 and
                                                September 30, 2019, respectively)


                                                
              Amount due to related parties                                                                                                                         600                        2,338


                                                
              Income tax payable (including income tax payable of the consolidated VIE without                                                                   10,899                        8,545
                                                recourse to China Distance Education Holdings Limited of US$5,228 and US$8,188
                                                as of March 31, 2020 and September 30, 2019, respectively)


                                                
              Deferred revenue, current portion (including deferred revenue of the consolidated                                                                  94,202                       87,682
                                                VIE without recourse to China Distance Education Holdings Limited of US$86,914
                                                and US$93,364 as of March 31, 2020 and September 30, 2019, respectively)


                                                
              Refundable fees - current portion (including refundable fees of the consolidated VIE                                                                  435                          174
                                                without recourse to China Distance Education Holdings Limited of US$174 and
                                                US$435 as of March 31, 2020 and September 30, 2019, respectively)


                                                
              Dividend payable                                                                                                                                                               19,621


                                                
              Operating lease liability - current portion (including operating lease liability of the                                                                                         9,521
                                                consolidated VIE without recourse to China Distance Education Holdings Limited
                                                of US$8,876 and nil as of March 31, 2020 and September 30, 2019, respectively)


                                                
              
                   Total current liabilities                                                                                                         182,905                      178,356





     
     Non-c
                urrent liabilities
     :


                                                
              Deferred revenue, non-current portion (including deferred revenue of the                                                                           33,564                       68,292
                                                consolidated VIE without recourse to China Distance Education Holdings Limited
                                                of US$68,292 and US$33,564 as of March 31, 2020 and September 30, 2019,
                                                respectively)


                                                
              Refundable fees - non-current portion (including refundable fees of the consolidated                                                                2,440                        4,257
                                                VIE without recourse to China Distance Education Holdings Limited of US$4,257
                                                and US$2,440 as of March 31, 2020 and September 30, 2019, respectively)


                                                
              Deferred tax liabilities                                                                                                                           12,695                        7,175


                                                
              Operating lease liability - non-current portion (including operating lease liability of                                                                                        23,357
                                                the consolidated VIE without recourse to China Distance Education Holdings
                                                Limited of US$22,904 and nil as of March 31, 2020 and September 30, 2019,
                                                respectively)


                                                
              
                Total 
                non-
                current liabilities                                                                               48,699                      103,081






                                                
              
                   Total liabilities                                                                                                                 231,604                      281,437








     
     Equity:


                                                
              Ordinary shares (par value of US$0.0001 per share; 500,000,000 shares authorized;                                                                      13                           14
                                                135,320,433 and 134,210,745 shares issued and outstanding at March 31, 2020 and
                                                September 30, 2019, respectively)


                                                
              Additional paid-in capital                                                                                                                         24,507                       25,910


                                                
              Accumulated other comprehensive loss                                                                                                             (12,357)                    (10,087)


                                                
              Retained earnings                                                                                                                                  60,668                       43,595



                                                
              
                   Total China Distance Education Holdings Limited shareholder's equity                                                               72,831                       59,432


                                                
              Noncontrolling interests                                                                                                                           50,915                       51,084



                                                
              
                   Total equity                                                                                                                      123,746                      110,516



                                                
              
                   Total liabilities and equity                                                                                                      355,350                      391,953


                                                                                                                        
              
                China Distance Education Holdings Limited


                                                                                      
              
                Unaudited Condensed 
                Consolidated Statements 
                o
                f 
              Operations


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




                                                                                                                                                                                                                                      Three Months Ended
                                                                                                                                                                                                                                         March 31
               ,


                                                                                                                                                                                                                               2019                   2020





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


                                                                                                                                 
              Online education services                                                          27,878                 33,420


                                                                                                                                 
              Books and reference materials                                                       5,401                  4,881


                                                                                                                                 
              Others                                                                              5,482                  3,586


                                                                                                                                 
              -      Sale of learning simulation software                                         1,962                    143


                                                                                                                                 
              -    Business start-up training services                                              692                    675


                                                                                                                                 
              -    Others                                                                         2,828                  2,768


                                                                                                                                 
              
                   Total net revenues                                                 38,761                 41,887





              
                Cost of sales


                                                                                                                                 
              Cost of services and others                                                      (19,453)              (16,764)


                                                                                                                                 
              Cost of tangible goods sold                                                       (3,826)               (3,746)



                                                                                                                                 
              
                   Total cost of sales                                              (23,279)              (20,510)





              
                Gross profit                                                                                                                                                                                     15,482                 21,377





              
                Operating expenses


                                                                                                                                 
              Selling expenses                                                                 (13,801)              (15,275)


                                                                                                                                 
              General and administrative expenses                                               (6,581)               (6,075)


                                                                                                                                 
              
                   Total operating expenses                                         (20,382)              (21,350)



              Other operating income                                                                                                                                                                                           842                  1,303

                                                                                                                                                                                                                                                      ---




              
                Operating
                 (loss)/income                                                                                                                                                            (4,058)                 1,330





              Interest income                                                                                                                                                                                                  524                    723



              Interest expense                                                                                                                                                                                               (796)                 (259)



              Exchange (loss)/gain                                                                                                                                                                                         (2,177)                 1,554





              
                (Loss)/income 
                before income taxes                                                                                                                                                  (6,507)                 3,348



              Income tax benefit/(expense)                                                                                                                                                                                   1,335                  (730)



              Loss from equity method investments                                                                                                                                                                            (642)                 (162)

                                                                                                                                                                                                                                                      ---




              
                Net 
                (loss)/ income                                                                                                                                                                 (5,814)                 2,456



              
                Net loss attributable to noncontrolling interest                                                                                                                                                  1,939                  1,803

                                                                                                                                                                                                                                                      ---


              
                Net 
                (loss)/income
                 attributable to 
                China Distance Education Holdings                                                                                      (3,875)                 4,259
    Limited

                                                                                                                                                                                                                                                      ===




              
                Net (loss)/income
                 per share
                 attributable to China Distance Education
    Holdings Limited:



              
                Net (loss)/income
                 attributable to 
                China Distance Education Holdings
    Limited shareholders


                                                                                                                                 
              Basic                                                                             (0.029)                 0.031


                                                                                                                                 
              Diluted                                                                           (0.029)                 0.031





              
                Net (loss)/income
                 per ADS
                 attributable to China Distance Education
    Holdings Limited:



              
                Net (loss)/income
                 attributable to 
                China Distance Education Holdings
    Limited shareholders


                                                                                                                                 
              Basic                                                                             (0.116)                 0.126


                                                                                                                                 
              Diluted                                                                           (0.116)                 0.125





              
                Weighted average shares used in calculating net 
                (loss)/
                income per share
    attributable to 
                China Distance Education Holdings Limited
                :


                                                                                                                                 
              Basic                                                                         133,009,706            133,939,623


                                                                                                                                 
              Diluted                                                                       133,009,706            135,468,910

                                                                                                                                                                                                                                                        ---


                                                                                                                        
              
                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,


                                                                                                                                                                                                                    2019              2020





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


                                                                                                                                 
              Online education services                                               52,921            67,943


                                                                                                                                 
              Books and reference materials                                           11,806             9,244


                                                                                                                                 
              Others                                                                  16,657            16,111


                                                                                                                                 
              -      Sale of learning simulation software                              6,965             6,462


                                                                                                                                 
              -    Business start-up training services                                 1,372             1,651


                                                                                                                                 
              -    Others                                                              8,320             7,998



                                                                                                                                 
              
                   Total net revenues                                      81,384            93,298





              
                Cost of sales


                                                                                                                                 
              Cost of services and others                                           (41,626)         (38,171)


                                                                                                                                 
              Cost of tangible goods sold                                            (7,262)          (7,958)



                                                                                                                                 
              
                   Total cost of sales                                   (48,888)         (46,129)





              
                Gross profit                                                                                                                                                                          32,496            47,169





              
                Operating expenses


                                                                                                                                 
              Selling expenses                                                      (28,285)         (34,446)


                                                                                                                                 
              General and administrative expenses                                   (12,907)         (11,633)


                                                                                                                                 
              
                Total operating expenses                                 (41,192)         (46,079)



              Other operating income                                                                                                                                                                              2,465             2,326

                                                                                                                                                                                                                                      ---




              
                Operating
                 (loss)/income                                                                                                                                                 (6,231)            3,416





              Interest income                                                                                                                                                                                     1,188             1,370



              Interest expense                                                                                                                                                                                  (1,590)            (685)



              Gain from deconsolidation of a subsidiary                                                                                                                                                           6,869



              Exchange loss                                                                                                                                                                                     (2,101)            (910)





              
                (Loss)/income 
                before income taxes                                                                                                                                       (1,865)            3,191



              Income tax benefit/(expense)                                                                                                                                                                          383             (696)



              Loss from equity method investments                                                                                                                                                                 (363)            (277)

                                                                                                                                                                                                                                      ---




              
                Net 
                (loss)/income                                                                                                                                                       (1,845)            2,218



              
                Net (income)/loss attributable to noncontrolling interest                                                                                                                              (117)              330

                                                                                                                                                                                                                                      ---


              
                Net 
                (loss)/income
                 attributable to 
                China Distance Education Holdings                                                                           (1,962)            2,548
    Limited

                                                                                                                                                                                                                                      ===




              
                Net (loss)/income
                 per share
                 attributable to China Distance Education
    Holdings Limited:



              
                Net (loss)/income
                 attributable to 
                China Distance Education Holdings
    Limited shareholders


                                                                                                                                 
              Basic                                                                  (0.015)            0.019


                                                                                                                                 
              Diluted                                                                (0.015)            0.019





              
                Net (loss)/income
                 per ADS
                 attributable to China Distance Education
    Holdings Limited:



              
                Net (loss)/income
                 attributable to 
                China Distance Education Holdings
    Limited shareholders


                                                                                                                                 
              Basic                                                                  (0.059)            0.076


                                                                                                                                 
              Diluted                                                                (0.059)            0.076





              
                Weighted average shares used in calculating net 
                (loss)/
                income per share
    attributable to 
                China Distance Education Holdings Limited
                :


                                                                                                                                 
              Basic                                                              132,901,311       133,710,889


                                                                                                                                 
              Diluted                                                            132,901,311       134,953,440

                                                                                                                                                                                                                                        ---


                                                                                       
              
                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,


                                                                                                                                                                                        2019                        2020


                                                                                                                                                                             
     
     (Unaudited)            
     
     (Unaudited)





            Cost of sales                                                                                                                                                            23,279                      20,510



            Share-based compensation expense in cost of sales                                                                                                                                                       45



            Non-GAAP cost of sales                                                                                                                                                   23,279                      20,465





            Selling expenses                                                                                                                                                         13,801                      15,275



            Share-based compensation expense in selling expenses                                                                                                                                                    18



            Non-GAAP selling expenses                                                                                                                                                13,801                      15,257





            General and administrative expenses                                                                                                                                       6,581                       6,075



            Share-based compensation expense in general and administrative expenses                                                                                                     506                         653



            Non-GAAP general and administrative expenses                                                                                                                              6,075                       5,422





            Gross profit                                                                                                                                                             15,482                      21,377



            Share-based compensation expenses                                                                                                                                                                       45



            Non-GAAP gross profit                                                                                                                                                    15,482                      21,422





            Gross profit margin                                                                                                                                                       39.9%                      51.0%



            Non-GAAP gross profit margin                                                                                                                                              39.9%                      51.1%





            Operating (loss)/income                                                                                                                                                 (4,058)                      1,330



            Share-based compensation expenses                                                                                                                                           506                         716



            Non-GAAP operating (loss)/income                                                                                                                                        (3,552)                      2,046





            Operating margin                                                                                                                                                        (10.5%)                       3.2%



            Non-GAAP operating margin                                                                                                                                                (9.2%)                       4.9%





            Net (loss)/income attributable to CDEL                                                                                                                                  (3,875)                      4,259



            Share-based compensation expense                                                                                                                                            506                         716



            Non-GAAP net (loss)/income attributable to CDEL                                                                                                                         (3,369)                      4,975





            Net (loss)/income margin attributable to CDEL                                                                                                                           (10.0%)                      10.2%



            Non-GAAP net (loss)/income margin attributable to CDEL                                                                                                                   (8.7%)                      11.9%





            Net (loss)/income per share attributable to CDEL-basic                                                                                                                  (0.029)                      0.031



            Net (loss)/income per share attributable to CDEL-diluted                                                                                                                (0.029)                      0.031



            Non-GAAP net (loss)/income per share attributable to CDEL-basic                                                                                                         (0.025)                      0.037



            Non-GAAP net (loss)/income per share attributable to CDEL-diluted                                                                                                       (0.025)                      0.037





            Net (loss)/income per ADS attributable to CDEL shareholders-basic (note 1)                                                                                              (0.116)                      0.126



            Net (loss)/income per ADS attributable to CDEL shareholders-diluted (note 1)                                                                                            (0.116)                      0.125



            Non-GAAP net (loss)/income per ADS attributable to CDEL shareholders-basic
      (note 1)
                                                                                                                                                                                     (0.101)                      0.149



            Non-GAAP net (loss)/income per ADS attributable to CDEL shareholders-diluted
      (note 1)
                                                                                                                                                                                     (0.101)                      0.147





            Weighted average shares used in calculating basic net (loss)/income per share                                                                                       133,009,706                 133,939,623
      attributable to CDEL



            Weighted average shares used in calculating diluted net (loss)/income per share                                                                                                                135,468,910
      attributable to CDEL
                                                                                                                                                                                 133,009,706



            Weighted average shares used in calculating basic non-GAAP net (loss)/income per                                                                                                               133,939,623
      share attributable to CDEL
                                                                                                                                                                                 133,009,706



            Weighted average shares used in calculating diluted non-GAAP net (loss)/income                                                                                                                 135,468,910
      per share attributable to CDEL
                                                                                                                                                                                 133,009,706







            Note 1: Each ADS represents four ordinary shares


                                                                                       
              
                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,


                                                                                                                                                                                        2019                            2020


                                                                                                                                                                             
     
     (Unaudited)               
      
     (Unaudited)





            Cost of sales                                                                                                                                                            48,888                          46,129



            Share-based compensation expense in cost of sales                                                                                                                            23                              50



            Non-GAAP cost of sales                                                                                                                                                   48,865                          46,079





            Selling expenses                                                                                                                                                         28,285                          34,446



            Share-based compensation expense in selling expenses                                                                                                                         10                              21



            Non-GAAP selling expenses                                                                                                                                                28,275                          34,425





            General and administrative expenses                                                                                                                                      12,907                          11,633



            Share-based compensation expense in general and administrative expenses                                                                                                     979                           1,169



            Non-GAAP general and administrative expenses                                                                                                                             11,928                          10,464





            Gross profit                                                                                                                                                             32,496                          47,169



            Share-based compensation expenses                                                                                                                                            23                              50



            Non-GAAP gross profit                                                                                                                                                    32,519                          47,219





            Gross profit margin                                                                                                                                                       39.9%                          50.6%



            Non-GAAP gross profit margin                                                                                                                                              40.0%                          50.6%





            Operating (loss)/income                                                                                                                                                 (6,231)                          3,416



            Share-based compensation expenses                                                                                                                                         1,012                           1,240



            Non-GAAP operating (loss)/income                                                                                                                                        (5,219)                          4,656





            Operating margin                                                                                                                                                         (7.7%)                           3.7%



            Non-GAAP operating margin                                                                                                                                                (6.4%)                           5.0%





            Net (loss)/income attributable to CDEL                                                                                                                                  (1,962)                          2,548



            Share-based compensation expense                                                                                                                                          1,012                           1,240



            Non-GAAP net (loss)/income attributable to CDEL                                                                                                                           (950)                          3,788





            Net (loss)/income margin attributable to CDEL                                                                                                                            (2.4%)                           2.7%



            Non-GAAP net (loss)/income margin attributable to CDEL                                                                                                                   (1.2%)                           4.1%





            Net (loss)/income per share attributable to CDEL-basic                                                                                                                  (0.015)                          0.019



            Net (loss)/income per share attributable to CDEL-diluted                                                                                                                (0.015)                          0.019



            Non-GAAP net (loss)/income per share attributable to CDEL-basic                                                                                                         (0.007)                          0.028



            Non-GAAP net (loss)/income per share attributable to CDEL-diluted                                                                                                       (0.007)                          0.028





            Net (loss)/income per ADS attributable to CDEL shareholders-basic (note 1)                                                                                              (0.059)                          0.076



            Net (loss)/income per ADS attributable to CDEL shareholders-diluted (note 1)                                                                                            (0.059)                          0.076



            Non-GAAP net (loss)/income per ADS attributable to CDEL shareholders-basic                                                                                              (0.029)                          0.113
      (note 1)



            Non-GAAP net (loss)/income per ADS attributable to CDEL shareholders-diluted                                                                                            (0.029)                          0.112
      (note 1)





            Weighted average shares used in calculating basic net (loss)/income per share                                                                                       132,901,311                     133,710,889
      attributable to CDEL



            Weighted average shares used in calculating diluted net (loss)/income per share                                                                                     132,901,311                     134,953,440
      attributable to CDEL



            Weighted average shares used in calculating basic non-GAAP net (loss)/income per                                                                                    132,901,311                     133,710,889
      share attributable to CDEL



            Weighted average shares used in calculating diluted non-GAAP net (loss)/income                                                                                      132,901,311                     134,953,440
      per share attributable to CDEL







            Note 1: Each ADS represents four ordinary shares.

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SOURCE China Distance Education Holdings Ltd.