FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
REPORT OF
FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of November 2011
Commission File Number: 001-34884
Global Education & Technology Group Limited
9F Tower D, Beijing New Logo
A18 Zhongguancun South Street, Haidian District
Beijing 100081
Peoples Republic of China
(Address of principal executive offices)
Indicate by check mark whether
the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F
x
Form 40-F
¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule
101(b)(1):
Indicate by check mark if the
registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
Yes
¨
No
x
If Yes is marked, indicate below the file number assigned
to the registrant in connection with Rule 12g3-2(b):
82-
N/A
Global Education & Technology Group Limited
Form 6-K
TABLE OF CONTENTS
2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
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Global Education & Technology Group Limited
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By:
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/s/ Yongqi Zhang
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Name:
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Yongqi Zhang
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Title:
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Chief Executive Officer
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Date: November 30, 2011
3
Exhibit 99.1
Global Education Announces Third Quarter 2011 Financial Results
3Q11 Net Revenues Increased 26.3% Year-Over-Year to RMB161.4 million
3Q11 Net Income Increased 25.4% Year-Over-Year to RMB43.0 million
BEIJING, November 30, 2011 Global Education & Technology Group Ltd. (NASDAQ: GEDU) (Global Education or the Company), the largest test preparation provider for
the International English Language Testing System (IELTS) and a leading provider of educational courses and related services in China, today announced unaudited financial results for the third quarter of 2011.
Third quarter 2011 Financial Highlights
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Total net revenues increased 26.3% year-over-year to RMB161.4 million ($25.3 million
1
) from RMB127.8 million in the third quarter of 2010.
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Net income, including share-based compensation and fair value change in contingent consideration payable attributable to Global Education, increased
25.4% to RMB43.0 million ($6.7 million), from RMB34.3 million in the third quarter of 2010.
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Non-GAAP net income, excluding share-based compensation and fair value change in contingent consideration payable attributable to Global Education,
increased 21.2% year-over-year to RMB43.4 million ($6.8 million) from RMB35.8 million in the third quarter of 2010.
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Global Education added total gross course enrollments of 268,619 students in the third quarter of 2011, compared to 217,995 in the third quarter of
2010.
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Total number of learning centers increased to 442, covering 146 cities as of September 30, 2011, up from 414 learning centers as of June 30,
2011.
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Total number of directly-owned-and-operated learning centers increased to 115 as of September 30, 2011, including 74 learning centers specializing
in IELTS and other language test preparation and 41 learning centers designated for kids related educational services, which includes Kids English, Kids Science and after-school tutoring.
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Nine months ended September 30, 2011 Financial Highlights
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Total net revenues increased 25.5% year-over-year to RMB327.0 million ($51.3 million
1
) from RMB260.6 million in the nine months ended September 30, 2010.
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Net income, including share-based compensation and fair value change in contingent consideration payable attributable to Global Education, increased
33.7% to RMB65.9 million ($10.3 million), from RMB49.3 million in the nine months ended September 30, 2010.
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Non-GAAP net income, excluding share-based compensation and fair value change in contingent consideration payable attributable to Global Education,
increased 6.2% year-over-year to RMB60.4 million ($9.5 million) from RMB56.9 million in the nine months ended September 30, 2010.
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Global Education added total course enrollments of 729,063 students in the nine months ended September 30, 2011, compared to 637,540 in the nine
months ended September 30, 2010.
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1.
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This press release contains translations of certain Renminbi amounts into US dollars at specified rates solely for the convenience of readers. Unless otherwise noted,
all translations from Renminbi to US dollars for the quarter ended and nine months ended September 30, 2011 were made at a rate of RMB 6.3780 to USD1.00, the U.S. dollar exchange rate against the Renminbi on September 30, 2011 as set forth
in the H.10 weekly statistical release of Federal Reserve Board. Global Education makes no representation that the Renminbi or US dollar amounts referred to in this press release could have been or could be converted into US dollars or Renminbi, at
any particular rate or at all
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4
Mr. David Yongqi Zhang, founder and chief executive officer of Global Education, commented, We
are pleased to report strong revenue and net income growth during the third quarter of 2011, driven by our IELTS test preparation and summer camp businesses. Our enclosed campus also delivered strong performance in the past quarter. We believe the
success of this school model, along with our higher-priced personalized course offering, provides valuable experience for enhancing school revenues in first-tier cities. During the traditional peak season which falls with the third quarter, total
course enrollments increased 23.2% year-over-year. We attribute such growth to our extensive school network, recognized brand, high-quality teacher resources, continuous innovation, as well as our increased investment in advertising and
marketing.
Mr. Zhang continued, In the third quarter, we exceeded our full-year expansion plan for Kids Science and
after-school tutoring programs by adding another five learning centers, reaching a total number of 41 learning centers. We are excited about the encouraging growth trend shown in the past nine months and plan to keep investing in this business line
for sustainable long-term growth.
Ms. Rita Liu, Chief Financial Officer of Global Education, stated, We are very excited
about business developments and opportunities already mentioned by David. Increased spending on SG&A as part of the required investment for expansion of our school network has put the companys operating margin under some pressure. Through
such expansion the company is building valuable assets and economies of scale that we believe can be leveraged in the future for enhanced profitability.
Third quarter 2011 Financial Performance
Third quarter 2011
net revenues
increased
by 26.3% year-over-year to RMB161.4 million ($25.3 million) from RMB127.8 million in the same period of 2010. The increase was primarily due to the following:
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Net revenues from educational programs and services
increased by 25.7% to RMB151.8 million ($23.8 million) in the third quarter of 2011 compared
to RMB120.9 million in the third quarter of 2010, due to an increase in course enrollments.
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Net revenues from franchise fees, study abroad consulting services and sales of books and course materials
increased by 37.7% to RMB9.5 million
($1.5 million) in the third quarter of 2011, compared to RMB6.9 million in the third quarter of 2010, mainly due to increases in revenues from book sales and franchise fees.
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Cost of revenues
, which primarily consisted of salaries and benefits, rent payments, and books and course material printing costs, increased 33.5% to RMB74.5 million ($11.7 million) in the third
quarter of 2011 compared to RMB55.8 million in the same period of 2010. This increase was due to additional expenses associated with a larger teaching faculty, increased costs associated with the offering of summer camp programs and increased rental
costs related to the expansion of the Companys network of directly operated learning centers. Salaries and benefits of teaching staff increased to RMB34.2 million in the third quarter of 2011, compared to RMB27.8 million in the same period of
2010. Costs of summer and winter camp programs increased to RMB17.7 million in the third quarter of 2011, compared to RMB10.6 million in the same period of 2010. As a result, cost of revenues represented 46.2% of net revenues in the third quarter of
2011, up from 43.7% of net revenues in the same period of 2010.
Selling and marketing expenses
increased 51.4% to RMB38.6 million
($6.1 million) in the third quarter of 2011 compared to RMB25.5 million in the same period of 2010. This was due to increased salaries and benefits of sales and marketing personnel, and increased level of marketing and promotional activities during
our historically peak season in the third quarter. Salaries and benefits of sales and marketing staff increased to RMB14.0 million in the third quarter of 2011, compared to RMB9.2 million in the same period of 2010. Expenses for advertising
activities increased to RMB12.6 million in the third quarter of 2011, compared to RMB8.3 million in the same period of 2010. As a result, selling and marketing expenses represented 23.9% of net revenues in the third quarter of 2011, up from 20.0% of
net revenues in the same period of 2010.
5
General and administrative expenses
increased 68.0% to RMB16.3 million ($2.6 million) in the third
quarter of 2011 compared to RMB9.7 million in the same period of 2010 due to increased salaries and benefits of general and administrative personnel, and increased professional fees. General and administrative expenses represented 10.1% of net
revenues in the third quarter of 2011, compared to 7.6% in the same period of 2010.
Operating income
decreased 13.1% to RMB31.9
million ($5.0 million) in the third quarter of 2011, from RMB36.7 million in the same period of 2010, due to a combined increase in cost of revenues, sales and marketing expenses, and general and administrative expenses, which grew at a faster rate
than net revenues.
Operating margin
for the third quarter of 2011 was 19.8%, compared to 28.7% in the same period of 2010.
Fair value change in contingent consideration payable
resulted in a gain of RMB1.2 million ($0.2 million) as this non-cash gain relates to
mark-to-market adjustment of our contingent consideration payable for performance-linked equity of the Shenyang and Kaiyu schools acquisitions. This fair value change is calculated by multiplying the change of our share price between June 30,
2011 and September 30, 2011 by the number of contingent performance-based shares outstanding.
Income tax expenses
decreased by
53.1% to RMB2.3 million ($0.4 million) in the third quarter of 2011, from RMB4.9 million in the same period of 2010. The effective tax rate was 5.1% in the third quarter of 2011, compared to 12.5% in the same period of 2010. The higher effective tax
rate in 2010 was due to the withholding tax of RMB3.5 million arising from the distribution of dividend to shareholders in the third quarter of 2010.
Net income
attributed to Global Education & Technology Group Limited increased 25.4% to RMB43.0 million ($6.7 million) in the third quarter of 2011, compared to RMB34.3 million in the same
period of 2010.
Basic and diluted earnings per ADS
were RMB1.6 ($0.3) in the third quarter of 2011. The number of weighted average
ADSs used to calculate basic and diluted earnings per ADS were 26.0 million and 26.0 million, respectively. Each ADS represents four ordinary shares. The Company had approximately 104.3 million ordinary shares outstanding as of
September 30, 2011.
Non-GAAP net income
, excluding share-based compensation expenses and fair value change in contingent
consideration payable attributable to Global Education, was RMB43.4 million ($6.8 million) in the third quarter of 2011, representing a 21.2% decrease from the same period of 2010.
Basic and diluted non-GAAP net income per ADS
, excluding share-based compensation expenses and fair value change in contingent consideration payable attributable to Global Education, for the third
quarter of 2011 were both RMB1.7 ($0.3).
Net cash provided by operating activities
in the three months ended September 30, 2011
was approximately RMB25.4 million ($ 4 million) compared to RMB28.5 million in the three months ended September 30, 2010.
Nine months
ended September 30, 2011 Financial Performance
Nine months ended September 30, 2011
net revenues
increased by 25.5%
year-over-year to RMB327.0 million ($51.3 million) from RMB260.6 million in the same period of 2010. The increase was primarily due to the following:
6
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Net revenues from educational programs and services
increased by 24.7% to RMB305.6 million ($47.9 million) in the nine months ended
September 30, 2011 compared to RMB245.1 million in the nine months ended September 30, 2010, due to an increase in test preparation and online education course enrollments.
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Net revenues from franchise fees, study abroad consulting services and sales of books and course materials
increased by 38.1% to RMB21.4 million
($3.4 million) in the nine months ended September 30, 2011, compared to RMB15.5 million in the nine months ended September 30, 2010, driven primarily by increased commissions earned from to our study abroad consulting services and
increased franchise fees.
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Cost of revenues
, which primarily consisted of salaries and benefits, rent payments, and
books and course material printing costs, increased 35.9% to RMB156.7 million ($24.6 million) in the nine months ended September 30, 2011 compared to RMB115.3 million in the same period of 2010. This increase was due to additional expenses
associated with a larger teaching faculty, increased costs associated with the offering of summer and winter camp programs, and increased rental costs related to the expansion of the Companys network of directly operated learning centers.
Salaries and benefits of teaching staff increased to RMB80.9 million in the nine months ended September 30, 2011, compared to RMB62.8 million in the same period of 2010. Costs of summer and winter camp programs increased to RMB22.6 million in
the nine months ended September 30, 2011, compared to RMB12.2 million in the same period of 2010. As a result, cost of revenues represented 47.9% of net revenues in the nine months ended September 30, 2011, up from 44.2% of net revenues in
the same period of 2010.
Selling and marketing expenses
increased 48.7% to RMB96.2 million ($15.1 million) in the nine months ended
September 30, 2011 compared to RMB64.7 million in the same period in 2010, reflecting an increase in salaries and benefits of sales and marketing personnel, expenses related to marketing and promotional activities, and commissions to sales
agents. Salaries and benefits of sales and marketing staff increased to RMB36.5 million in the nine months ended September 30, 2011, compared to RMB21.6 million in the same period of 2010. Expenses spent in advertising activities increased to
RMB34.3 million in the nine months ended September 30, 2011, compared to RMB25.4 million in the same period of 2010. As a result, selling and marketing expenses represented 29.4% of net revenues in the nine months ended September 30, 2011,
up from 24.8% of net revenues in the same period of 2010.
General and administrative expenses
increased 56.3% to RMB39.7 million ($6.2
million) in the nine months ended September 30, 2011 compared to RMB25.4 million in the same period of 2010 mainly due to increased salaries and benefits of general and administrative personnel, higher share-based compensation expenses of
RMB4.3 million ($0.7 million) in the nine months ended September 30, 2011 versus RMB2.0 million in 2010, and increased professional fees. General and administrative expenses represented 12.1% of net revenues in the nine months ended
September 30, 2011, compared to 9.7% in the same period of 2010.
Operating income
decreased 37.5% to RMB34.5 million ($5.4
million) in the nine months ended September 30, 2011 from RMB55.2 million in the same period of 2010.
Operating margin
for the
nine months ended September 30, 2011 was 10.6%, compared to 21.2% in the same period of last year.
Fair value change in contingent
consideration payable
resulted in a gain of RMB11.0 million ($1.7 million) as this non-cash gain relates to mark-to-market adjustment of our contingent consideration payable for performance-linked equity of the Shenyang and Kaiyu schools
acquisitions. This fair value change is calculated by multiplying the change of our share price between December 31, 2010 and September 30, 2011 by the number of contingent performance-based shares outstanding.
Income tax expenses
decreased 52.7% to RMB3.5 million ($0.5 million) in the nine months ended September 30, 2011, compared to RMB7.4 million
in the same period of 2010. The effective tax rate was 5.1% in the nine months ended September 30, 2011, compared to an effective tax rate of 13.0% in the same period of 2010. The higher effective tax rate in 2010 was due to the withholding tax
of RMB3.5 million arising from the distribution of dividend to shareholders in the third quarter of 2010.
7
Net income
attributed to Global Education & Technology Group Limited increased 33.7% to
RMB65.9 million ($10.3 million) in the nine months ended September 30, 2011, compared to RMB49.3 million in the same period of 2010.
Basic and diluted earnings per ADS
were RMB2.6 ($0.4) and RMB2.5 ($0.4) for the nine months ended September 30, 2011. The number of weighted
average ADSs used to calculate basic and diluted earnings per ADS were 25.9 million and 26.0 million, respectively. Each ADS represents four ordinary shares.
Non-GAAP net income
, excluding share-based compensation expenses and fair value change in contingent consideration payable attributable to Global Education, was RMB60.4 million ($9.5 million) in
the nine months ended September 30, 2011, representing a 6.2% increase from RMB56.9 million in the same period of 2010.
Basic and
diluted non-GAAP net income per ADS
, excluding share-based compensation expenses and fair value change in contingent consideration payable attributable to Global Education, for the nine months ended September 30, 2011 were both RMB2.3
($0.4).
As of September 30, 2011, the Company had cash and cash equivalents of RMB873.0 million ($136.9 million), compared to RMB339.8
million as of September 30, 2010.
Net cash provided by operating activities
in the nine months ended September 30, 2011 was
approximately RMB 88.4 million ($13.9 million) compared to RMB85.8 million in the nine months ended September 30, 2010.
Deferred
revenues
increased to RMB121.5 million ($19.0 million) as of September 30, 2011, from RMB91.8 million as of September 30, 2010.
As of September 30, 2011, Global Education had repurchased a total of 119,821 ADSs, at an aggregate cost of US$0.6 million, under the share
repurchase program approved by the Companys board of directors in May 2011.
Conference Call
The Company will hold a conference call at 8:00 pm ET on Tuesday, November 29, 2011, to discuss its unaudited third quarter 2011 financial results.
Listeners may access the call by dialing:
US Toll Free: +1-800-860-2442
International: +1-412-858-4600
Access code: Global Education & Technology
A replay of the call will be available through December 7, 2011. Listeners may access the replay by dialing:
US Toll Free: +1-877-344-7529
International:
+1-412-317-0088
Access code: 10007061
A webcast will also be available through the Company's website at
http://ir.globaleducation.cn
until December 7, 2011.
8
About Global Education
Global Education & Technology Group Ltd. (Nasdaq: GEDU) is the largest test preparation provider for IELTS and a leading provider of educational courses and related services in China. Under its
"Global" brand, the Company also offers diversified services that span a student's educational life cycle, including after-school courses, overseas study consulting, and professional certification test preparation. As of September 30, 2011, the
Company's network comprised 115 directly operated and 327 franchised learning centers across China, as well as an online course delivery platform with more than one million registered members. For more information, please visit
www.gedu.org
.
Forward-looking Statements
This announcement contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the Private Securities Litigation Reform Act of 1995.
These forward-looking statements can be identified by terms such as anticipate, believe, could, estimate,
expect, forecast, future, intend, look forward to, outlook, plan, should, will, and similar terms and include, among other things, the
Companys future plans and the growth prospects of the Companys business and industry, including without limitation the Companys Kids Science, after-school tutoring and TOEFL test preparation businesses. The factors that could cause
the Companys actual financial and operating results to differ from what the Company currently anticipates can include its ability to meet challenges associated with its rapid expansion, its ability to anticipate and meet market demand, the
growth of Chinas economy and education market, uncertainties with respect to the Chinas legal and regulatory environments, and other factors, including those stated in the Companys filings with the U.S. Securities and Exchange
Commission (the SEC). The financial information contained in this release should be read in conjunction with the consolidated financial statements and related notes included in the Companys prospectus dated October 7, 2010
which was filed with the SEC and is available on the SECs website at www.sec.gov.
The forward-looking statements in this release
involve known and unknown risks and uncertainties and are based on current expectations, assumptions, estimates, and projections about Global Education and the markets in which it operates. The Company undertakes no obligation to update
forward-looking statements, which speak only of the Companys views as of the date of this release, to reflect subsequent events or circumstances, or to changes in its expectations, except as may be required by law. Although the Company
believes that the expectations expressed in these forward-looking statements are reasonable, the Company cannot assure you that its expectations and assumptions will turn out to be correct, and investors are cautioned that actual results may differ
materially from the anticipated results.
About Non-GAAP Measures
To supplement Global Educations unaudited consolidated financial results presented in accordance with United States Generally Accepted Accounting Principles (GAAP), the Company uses the following
measures defined as non-GAAP financial measures: net income excluding share-based compensation expenses and fair value change in contingent consideration, operating income excluding share-based compensation expenses, operating costs and expenses
excluding share-based compensation expenses, general and administrative expenses excluding share-based compensation expenses, operating margin excluding share-based compensation expenses, and basic and diluted net income per ADS attributable to
ordinary shareholders excluding share-based compensation expenses and fair value change in contingent consideration payable.
9
Global Education believes that these non-GAAP financial measures are useful for its management and investors
to assess and analyze the Companys core operating results as share-based compensation expenses and fair value change in contingent consideration payable is not directly attributable to the underlying performance of the Companys business
operations and may not be indicative of its operating performance from a cash perspective. These non-GAAP financial measures also facilitate managements internal comparisons to its historical performance and liquidity. A limitation of using
these non-GAAP financial measures is that these non-GAAP measures exclude the share-based compensation charge and fair value change in contingent consideration payable that have been and will continue to be for the foreseeable future a significant
recurring expense in Global Educations business.
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. The Company is only providing these non-GAAP performance measures in the press release, and will not incorporate into GAAP financial
statements. For more information on these non-GAAP financial measures, please see the tables captioned Reconciliation of Unaudited non-GAAP measures to the Most comparable GAAP measures set forth at the end of this press release.
Contact Information
Global Education & Technology Group Ltd.
Ms. Wang Ke
Investor Relations Supervisor
Phone: +86 10 6212 5800 ext. 671
E-mail:
ir@gedu.org
ICR Inc.
Mr. Rob Koepp
Phone: +86-10-6583-7516
or +1-646-328-2550
E-mail:
robert.koepp@icrinc.com
10
GLOBAL EDUCATION & TECHNOLOGY GROUP LIMITED
Unaudited Condensed Consolidated Balance Sheets
(In thousands)
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As of
September 30,
2011
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As of
June 30,
2011
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As of
September 30,
2011
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RMB
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RMB
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USD
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Current assets:
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Cash and cash equivalents
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872,959
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853,291
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136,870
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Restricted cash
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771
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771
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121
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Term deposits
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Accounts receivable, net of allowance
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4,480
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4,574
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702
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Prepaid expenses and other current assets
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27,448
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28,623
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4,304
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Deferred tax assets, current
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9,451
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6,770
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1,482
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Amounts due from a related party
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320
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320
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50
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Total current assets
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915,429
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894,349
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143,529
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Property and equipment, net
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85,125
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85,064
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13,347
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Acquired intangible assets, net
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5,756
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6,168
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902
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Goodwill
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36,136
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36,136
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5,666
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Other non-current assets
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4,233
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5,696
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664
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Total Assets
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1,046,679
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|
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1,027,413
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|
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164,108
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LIABILITIES AND SHAREHOLDERS EQUITY
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Current liabilities:
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Accounts payable
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16,295
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18,990
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2,555
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Deferred revenue
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121,539
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140,752
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19,056
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Accrued expenses and other current liabilities
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44,268
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39,856
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|
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|
6,941
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Deferred tax liabilities, current
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|
875
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|
395
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137
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Tax payable
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|
5,490
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|
3,273
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|
|
861
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Amount due to a related party
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|
86
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|
|
|
298
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|
13
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|
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|
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Total current liabilities
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|
|
188,553
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|
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|
203,564
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|
29,563
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Contingent consideration payable
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|
|
3,839
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|
|
|
13,379
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|
|
|
602
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Deferred tax liabilities, non-current
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|
|
2,455
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|
|
|
2,900
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|
|
|
385
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Other non-current liabilities
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|
|
3,938
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|
|
|
3,868
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|
|
|
617
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|
|
Total Liabilities
|
|
|
198,785
|
|
|
|
223,711
|
|
|
|
31,167
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11
GLOBAL EDUCATION & TECHNOLOGY GROUP LIMITED
Unaudited Condensed Consolidated Balance Sheets
(In thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of
September 30,
2011
|
|
|
As of
June 30,
2011
|
|
|
As of
September 30,
2011
|
|
|
|
RMB
|
|
|
RMB
|
|
|
USD
|
|
Shareholders Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary shares
|
|
|
76
|
|
|
|
75
|
|
|
|
12
|
|
Additional paid-in capital
|
|
|
718,849
|
|
|
|
708,830
|
|
|
|
112,708
|
|
Treasury stock
|
|
|
(3,945
|
)
|
|
|
(3,607
|
)
|
|
|
(619
|
)
|
Statutory reserves
|
|
|
31,131
|
|
|
|
27,369
|
|
|
|
4,881
|
|
Retained earnings
|
|
|
123,885
|
|
|
|
84,609
|
|
|
|
19,424
|
|
Accumulated other comprehensive loss
|
|
|
(22,102
|
)
|
|
|
(13,574
|
)
|
|
|
(3,465
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Shareholders Equity
|
|
|
847,894
|
|
|
|
803,702
|
|
|
|
132,941
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities and Shareholders Equity
|
|
|
1,046,679
|
|
|
|
1,027,413
|
|
|
|
164,108
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12
GLOBAL EDUCATION & TECHNOLOGY GROUP LIMITED
Unaudited Interim Condensed Consolidated Statements of Operations
(In thousands, except ADS and per ADS data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended September 30,
|
|
|
|
2011
|
|
|
2010
|
|
|
2011
|
|
|
|
RMB
|
|
|
RMB
|
|
|
USD
|
|
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
Educational programs and services
|
|
|
151,837
|
|
|
|
120,839
|
|
|
|
23,806
|
|
Franchise fees, study abroad consulting services and sales of books
and course materials
|
|
|
9,513
|
|
|
|
6,916
|
|
|
|
1,492
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues
|
|
|
161,350
|
|
|
|
127,755
|
|
|
|
25,298
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues
|
|
|
(74,523
|
)
|
|
|
(55,815
|
)
|
|
|
(11,685
|
)
|
Selling and marketing expenses
|
|
|
(38,599
|
)
|
|
|
(25,534
|
)
|
|
|
(6,052
|
)
|
General and administrative expenses
|
|
|
(16,323
|
)
|
|
|
(9,692
|
)
|
|
|
(2,559
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating costs and expenses
|
|
|
(129,445
|
)
|
|
|
(91,041
|
)
|
|
|
(20,296
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
|
31,905
|
|
|
|
36,714
|
|
|
|
5,002
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income
|
|
|
4,484
|
|
|
|
2,310
|
|
|
|
703
|
|
Investment income
|
|
|
2,164
|
|
|
|
|
|
|
|
339
|
|
Foreign exchange gain/(loss), net
|
|
|
5,163
|
|
|
|
(133
|
)
|
|
|
809
|
|
Consideration payable fair value change
|
|
|
1,234
|
|
|
|
(94
|
)
|
|
|
193
|
|
Other income/(expense), net
|
|
|
338
|
|
|
|
360
|
|
|
|
55
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes
|
|
|
45,288
|
|
|
|
39,157
|
|
|
|
7,101
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax (expense)
|
|
|
(2,251
|
)
|
|
|
(4,884
|
)
|
|
|
(353
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
|
43,037
|
|
|
|
34,273
|
|
|
|
6,748
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accretion of convertible redeemable preferred shares
|
|
|
|
|
|
|
2,478
|
|
|
|
|
|
Income allocated to participating preferred shareholder
|
|
|
|
|
|
|
(12,129
|
)
|
|
|
|
|
Net income attributable to ordinary shareholders
|
|
|
43,037
|
|
|
|
24,622
|
|
|
|
6,748
|
|
Net income per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
0.41
|
|
|
|
0.49
|
|
|
|
0.06
|
|
Diluted
|
|
|
0.41
|
|
|
|
0.46
|
|
|
|
0.06
|
|
Weighted average number of shares outstanding:
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
103,939,339
|
|
|
|
49,799,748
|
|
|
|
103,939,339
|
|
Diluted
|
|
|
104,081,572
|
|
|
|
75,189,748
|
|
|
|
104,081,572
|
|
|
|
|
|
For the three months ended September 30,
|
|
|
|
2011
|
|
|
2010
|
|
|
2011
|
|
|
|
RMB
|
|
|
RMB
|
|
|
USD
|
|
Share-based compensation expense included in:
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues
|
|
|
119
|
|
|
|
159
|
|
|
|
19
|
|
Selling and marketing expenses
|
|
|
256
|
|
|
|
423
|
|
|
|
40
|
|
General and administrative expenses
|
|
|
1,262
|
|
|
|
860
|
|
|
|
198
|
|
13
GLOBAL EDUCATION & TECHNOLOGY GROUP LIMITED
Reconciliation of Unaudited Non-GAAP Measures to the Most Comparable GAAP Measures
(In thousands, except ADS and per ADS data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the three months ended September 30,
|
|
|
|
2011
|
|
|
2010
|
|
|
2011
|
|
|
|
RMB
|
|
|
RMB
|
|
|
USD
|
|
General and administrative expenses
|
|
|
16,323
|
|
|
|
9,692
|
|
|
|
2,559
|
|
Share-based compensation expense in general and administrative expenses
|
|
|
1,261
|
|
|
|
860
|
|
|
|
198
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP general and administrative expenses
|
|
|
15,062
|
|
|
|
8,832
|
|
|
|
2,361
|
|
Total operating costs and expenses
|
|
|
129,445
|
|
|
|
91,041
|
|
|
|
20,296
|
|
Share-based compensation expenses
|
|
|
1,637
|
|
|
|
1,442
|
|
|
|
257
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP operating costs and expenses
|
|
|
127,808
|
|
|
|
89,599
|
|
|
|
20,039
|
|
Operating income
|
|
|
31,905
|
|
|
|
36,714
|
|
|
|
5,002
|
|
Share-based compensation expenses
|
|
|
1,637
|
|
|
|
1,442
|
|
|
|
257
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP operating income
|
|
|
33,542
|
|
|
|
38,156
|
|
|
|
5,259
|
|
Operating margin
|
|
|
19.8
|
%
|
|
|
28.7
|
%
|
|
|
36.4
|
%
|
Non-GAAP operating margin
|
|
|
20.8
|
%
|
|
|
29.9
|
%
|
|
|
38.3
|
%
|
Net income
|
|
|
43,037
|
|
|
|
34,273
|
|
|
|
6,748
|
|
Share-based compensation expenses
|
|
|
1,637
|
|
|
|
1,442
|
|
|
|
257
|
|
Fair value change in contingent consideration payable
|
|
|
(1,234
|
)
|
|
|
94
|
|
|
|
(194
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP net income
|
|
|
43,440
|
|
|
|
35,809
|
|
|
|
6,811
|
|
Net income per ADS attributable to ordinary shareholders
- Basic (Note 1)
|
|
|
1.64
|
|
|
|
1.96
|
|
|
|
0.26
|
|
Net income per ADS attributable to ordinary shareholders
- Diluted (Note 1)
|
|
|
1.64
|
|
|
|
1.84
|
|
|
|
0.26
|
|
Non-GAAP Net income per ADS attributable to ordinary shareholders - Basic (Note 1)
|
|
|
1.68
|
|
|
|
2.08
|
|
|
|
0.26
|
|
Non-GAAP Net income per ADS attributable to ordinary shareholders - Diluted (Note 1)
|
|
|
1.68
|
|
|
|
1.92
|
|
|
|
0.26
|
|
Weighted average shares used in calculating basic net income per ADS (Note 1)
|
|
|
103,939,339
|
|
|
|
49,799,748
|
|
|
|
103,939,339
|
|
Weighted average shares used in calculating diluted net income per ADS
(Note 1)
|
|
|
104,081,572
|
|
|
|
75,189,748
|
|
|
|
104,081,572
|
|
Note 1: Each ADS represents four common shares
14
GLOBAL EDUCATION & TECHNOLOGY GROUP LIMITED
Unaudited Interim Condensed Consolidated Statements of Operations
(In thousands, except ADS and per ADS data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the nine months ended September 30,
|
|
|
|
2011
|
|
|
2010
|
|
|
2011
|
|
|
|
RMB
|
|
|
RMB
|
|
|
USD
|
|
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
Educational programs and services
|
|
|
305,607
|
|
|
|
245,092
|
|
|
|
47,916
|
|
Franchise fees, study abroad consulting services and sales of books and course materials
|
|
|
21,436
|
|
|
|
15,495
|
|
|
|
3.361
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues
|
|
|
327,043
|
|
|
|
260,587
|
|
|
|
51,277
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues
|
|
|
(156,706
|
)
|
|
|
(115,293
|
)
|
|
|
(24,570
|
)
|
Selling and marketing expenses
|
|
|
(96,223
|
)
|
|
|
(64,713
|
)
|
|
|
(15,087
|
)
|
General and administrative expenses
|
|
|
(39,657
|
)
|
|
|
(25,358
|
)
|
|
|
(6,217
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating costs and expenses
|
|
|
(292,586
|
)
|
|
|
(205,364
|
)
|
|
|
(45,874
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
|
34,457
|
|
|
|
55,223
|
|
|
|
5,403
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income
|
|
|
12,553
|
|
|
|
5,534
|
|
|
|
1,968
|
|
Investment income
|
|
|
2,164
|
|
|
|
|
|
|
|
339
|
|
Foreign exchange gain/(loss), net
|
|
|
8,510
|
|
|
|
(233
|
)
|
|
|
1,334
|
|
Consideration payable fair value change
|
|
|
10,959
|
|
|
|
(4,009
|
)
|
|
|
1,718
|
|
Other income, net
|
|
|
821
|
|
|
|
106
|
|
|
|
129
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes
|
|
|
69,464
|
|
|
|
56,621
|
|
|
|
10,891
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax (expense)
|
|
|
(3,535
|
)
|
|
|
(7,369
|
)
|
|
|
(554
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
|
|
|
65,929
|
|
|
|
49,252
|
|
|
|
10,337
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accretion of convertible redeemable preferred shares
|
|
|
|
|
|
|
1,539
|
|
|
|
|
|
Income allocated to participating preferred shareholder - 6% cumulative annual dividend
|
|
|
|
|
|
|
(932
|
)
|
|
|
|
|
Income allocated to participating preferred shareholder
|
|
|
|
|
|
|
(16,505
|
)
|
|
|
|
|
Net income attributable to ordinary shareholders
|
|
|
65,929
|
|
|
|
33,354
|
|
|
|
10,337
|
|
Net income per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
0.64
|
|
|
|
0.67
|
|
|
|
0.10
|
|
Diluted
|
|
|
0.63
|
|
|
|
0.66
|
|
|
|
0.10
|
|
Weighted average number of shares outstanding:
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
103,738,436
|
|
|
|
49,572,915
|
|
|
|
103,738,436
|
|
Diluted
|
|
|
104,194,286
|
|
|
|
74,814,694
|
|
|
|
104,194,286
|
|
|
|
|
|
For the nine months ended September 30,
|
|
|
|
2011
|
|
|
2010
|
|
|
2011
|
|
|
|
RMB
|
|
|
RMB
|
|
|
USD
|
|
Share-based compensation expense included in:
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues
|
|
|
415
|
|
|
|
442
|
|
|
|
65
|
|
Selling and marketing expenses
|
|
|
793
|
|
|
|
1,140
|
|
|
|
124
|
|
General and administrative expenses
|
|
|
4,259
|
|
|
|
2,048
|
|
|
|
668
|
|
15
GLOBAL EDUCATION & TECHNOLOGY GROUP LIMITED
Reconciliation of Unaudited Non-GAAP Measures to the Most Comparable GAAP Measures
(In thousands, except ADS and per ADS data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the nine months ended September 30,
|
|
|
|
2011
|
|
|
2010
|
|
|
2011
|
|
|
|
RMB
|
|
|
RMB
|
|
|
USD
|
|
General and administrative expenses
|
|
|
39,657
|
|
|
|
25,358
|
|
|
|
6,218
|
|
Share-based compensation expense in general and administrative expenses
|
|
|
4,259
|
|
|
|
2,048
|
|
|
|
668
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP general and administrative expenses
|
|
|
35,398
|
|
|
|
23,310
|
|
|
|
5,550
|
|
Total operating costs and expenses
|
|
|
292,586
|
|
|
|
205,364
|
|
|
|
45,874
|
|
Share-based compensation expenses
|
|
|
5,468
|
|
|
|
3,630
|
|
|
|
857
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP operating costs and expenses
|
|
|
287,118
|
|
|
|
201,734
|
|
|
|
45,017
|
|
Operating income
|
|
|
34,457
|
|
|
|
55,223
|
|
|
|
5,402
|
|
Share-based compensation expenses
|
|
|
5,468
|
|
|
|
3,630
|
|
|
|
857
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP operating income
|
|
|
39,925
|
|
|
|
58,853
|
|
|
|
6,259
|
|
Operating margin
|
|
|
10.5
|
%
|
|
|
43.2
|
%
|
|
|
21.1
|
%
|
Non-GAAP operating margin
|
|
|
12.2
|
%
|
|
|
46.1
|
%
|
|
|
24.4
|
%
|
Net income
|
|
|
65,929
|
|
|
|
49,252
|
|
|
|
10,337
|
|
Share-based compensation expenses
|
|
|
5,468
|
|
|
|
3,630
|
|
|
|
857
|
|
Fair value change in contingent consideration payable
|
|
|
(10,959
|
)
|
|
|
4,009
|
|
|
|
(1,718
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP net income
|
|
|
60,438
|
|
|
|
56,891
|
|
|
|
9,476
|
|
Net income per ADS attributable to ordinary shareholders - Basic (Note 1)
|
|
|
2.56
|
|
|
|
2.68
|
|
|
|
0.40
|
|
Net income per ADS attributable to ordinary shareholders - Diluted (Note 1)
|
|
|
2.52
|
|
|
|
2.64
|
|
|
|
0.40
|
|
Non-GAAP Net income per ADS attributable to ordinary shareholders - Basic (Note 1)
|
|
|
2.32
|
|
|
|
3.12
|
|
|
|
0.36
|
|
Non-GAAP Net income per ADS attributable to ordinary shareholders - Diluted (Note 1)
|
|
|
2.32
|
|
|
|
3.08
|
|
|
|
0.36
|
|
Weighted average shares used in calculating basic net income per ADS (Note 1)
|
|
|
103,738,436
|
|
|
|
49,572,915
|
|
|
|
103,738,436
|
|
Weighted average shares used in calculating diluted net income per ADS
(Note 1)
|
|
|
104,194,286
|
|
|
|
74,814,694
|
|
|
|
104,194,286
|
|
Note 1: Each ADS represents four common shares
|
|
|
|
|
|
|
|
|
|
|
|
|
16
Global Education & Technology Grp. Ltd ADS (MM) (NASDAQ:GEDU)
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From Jun 2024 to Jul 2024
Global Education & Technology Grp. Ltd ADS (MM) (NASDAQ:GEDU)
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From Jul 2023 to Jul 2024