BEIJING, Nov. 16, 2011 /PRNewswire-Asia-FirstCall/ --
China Distance Education Holdings Limited (NYSE: DL)
("CDEL", or the "Company"), a leading provider of online education
in China focusing on professional
education, reported today its unaudited financial results for the
fourth quarter and fiscal year ended September 30, 2011.
Fourth Quarter Fiscal 2011 Business and
Financial Highlights:
- Total course enrollments from continuing operations were
536,000, an increase of 33.7% from the fourth quarter of fiscal
2010.
- Net revenues from continuing operations increased 18.2% over
the fourth quarter of fiscal 2010 to US$13.1
million.
- Gross profit from continuing operations increased 6.3% over the
fourth quarter of fiscal 2010 to US$6.8
million.
- Non-GAAP(1) gross profit from continuing operations increased
11.2% over the fourth quarter of fiscal 2010 to US$7.7 million.
- Gross profit margin from continuing operations was 51.7%,
compared to 57.4% in the fourth quarter of fiscal 2010. Non-GAAP(1)
gross margin from continuing operations was 58.6%, compared to
62.3% in the same period last year.
- Operational loss from continuing operations was US$0.6 million, compared to operating income of
US$0.9 million in the fourth quarter
of fiscal 2010. Non-GAAP operating income from continuing
operations was US$2.5 million, a 3.7%
increase from the fourth quarter of fiscal 2010.
- Net loss was US$4.1 million,
compared to net loss of US$2.1
million in the fourth quarter of fiscal 2010.
- Non-GAAP(1) net income was US$0.9
million, compared to non-GAAP(1) net income of US1.3 million
in the fourth quarter of fiscal 2010.
- Basic and diluted net loss per American Depositary Share
("ADS") were US$0.128 compared to
basic and diluted net loss per ADS of US$0.060 for the fourth quarter of fiscal 2010.
Each ADS represents four ordinary shares.
- Basic and diluted non-GAAP(1) net income per ADS were
US$0.030, compared to basic and
diluted non-GAAP(1) net income per ADS of US$0.038 for the fourth quarter of fiscal
2010.
- Deferred revenue and refundable fees balance was US$10.4 million, a 14.6% increase from the
balance of the fourth quarter of fiscal 2010.
Fiscal Year 2011 Business and Financial Highlights:
Compared to the fiscal year 2010 results,
- Total course enrollments from continuing operations were
1,601,000, representing a 32.2% increase.
- Net revenues from continuing operations increased 27.6% to
US$41.6 million.
- Gross profit from continuing operations increased 27.3% to
US$21.9 million.
- Non-GAAP(1) gross profit from continuing operations increased
25.9% to US$23.9 million.
- Operational loss from continuing operations was US$0.6 million, compared to operating loss of
US$0.6 million in fiscal 2010.
Non-GAAP operating income from continuing operations was
US$6.6 million, a 65.1% increase from
fiscal 2010.
- Net loss increased 100.3% to US$3.8
million.
- Non-GAAP(1) net income increased 13.3% to US$5.2 million.
- Basic and diluted net loss per ADS were US$0.114, compared to basic and diluted net loss
per ADS of US$0.055 for fiscal year
2010.
- Basic and diluted non-GAAP(1) net income per ADS were
US$0.155 and US$0.154, respectively, compared to basic and
diluted non-GAAP(1) net income per ADS of US$0.133, for fiscal year 2010.
Recent Business and Financial Highlights
- On September 27, 2011, following
consideration and approval by the Company's compensation committee,
the board of directors determined:
- To revise the exercise price of 8,066,700 and 1,398,300 options
under the Share Incentive Plan that we had adopted on April 18, 2008 from $0.82
to $0.615, which equaled the per share value of the
Company's ADS on the NYSE at the close of trading on September 27, 2011, and zero per share,
respectively. Furthermore, the re-priced options had been
accelerated to be fully vested on the same day.
- To grant 1,000,600 and 400,000 options to employees and five
non-executive directors, respectively, at an exercise price of
$0.615 per share, which equaled the
per share value of the Company's ADS on the NYSE at the close of
trading on September 27, 2011. The
vesting term of the 1,000,600 options granted to employees is two
years, with four equal semi-annual installments while the 400,000
options granted to five non-executive directors had been fully
vested on the same day.
- To provide three-years interest free recourse loans to
employees and lecturers to exercise the options.
The Company's compensation committee and the board of directors
carefully considered the decision to modify the terms of the share
options, grant new options, and provide interest free recourse
loans, and determined that taking such actions were important to
the Company's ability to retain and motivate its officers,
employees and lecturers.
Commenting on the results, Mr. Zhengdong
Zhu, CDEL Chairman and Chief Executive Officer said, "We
concluded fiscal year 2011 with healthy fourth quarter results that
exceeded our revenue guidance before adjusting for the revenue from
a business unit that is to be discontinued within a year, capping a
year of consistent execution on a financial and operational basis.
Our fourth quarter results were supported by steady revenue growth
across our core online education courses. We believe that the
underlying demand for our core education services will remain
strong, and we expect to see continuous growth in the year
ahead.
"Throughout fiscal year 2011, we focused on two main
imperatives: the delivery of consistent results and the execution
of our strategy to realize the full potential of our unique
business model and operating platform. Our full year results proved
that we succeeded in delivering growth in revenue and non-GAAP(1)
operational income from continuing operations on a year-over-year
basis. Through various strategic investments in high quality
educational content and delivery channels, we have also created a
more comprehensive educational platform which leverages the
inherently scalable nature of our online network and our extensive
experience in developing and disseminating educational content.
"We believe the investments we have made position us well to
capitalize on the numerous opportunities in the Chinese education
market. In light of our healthy growth, we have decided to modify
the terms of our existing share options and grant additional
options to our employees and lecturers in an effort to award and
retain our valuable employees and lecturers who are critical to our
future success."
Ms. Ping Wei, Chief Financial
Officer of CDEL, commented, "As we continue to grow our businesses,
we continue to realign our resources to focus on where we believe
most of our future growth and shareholder value will come from.
Part of this effort will result in the discontinuation of certain
of our business segments. Our financial results for fiscal year
2011 were negatively affected by this decision. However, we believe
that this action will help us maintain our focus on the areas of
greatest strategic significance in the long term.
"Throughout fiscal year 2011, we operated in an inflationary
environment. In addition, we again provided US$1.2 million of bad debt provision due to the
slow collection of some accounts. While we strived to control our
costs and expenses, our margins on a non-GAAP(1) level were
negatively affected. Going forward, we will maintain our efforts in
cost controls and we still expect to achieve margin increase from
our continuing operations in fiscal year 2012."
Fiscal Fourth Quarter
2011 Unaudited Financial Results
Net
Revenues. Total net revenues from
continuing operations for the fourth quarter of fiscal 2011 were
US$13.1 million, representing a
year-over-year increase of 18.2% from US$11.1 million in the fourth quarter of fiscal
2010.
Online education services net revenues for the fourth quarter of
fiscal 2011 were US$9.9 million, an
increase of 24.4% from the fourth quarter of fiscal 2010. This
increase was a result of increased revenue in accounting
certificate exams, CPA examinations, healthcare and construction
engineering courses.
Net revenues from books and reference materials decreased by
22.7% year-over-year to US$1.3
million in the fourth quarter of fiscal 2011. In 2011, we
adopted new approach to allocate revenue amounts between study
cards and books for certain bundled arrangements which resulted in
a decrease of $0.3 million, or 3.3%
in book revenue and a corresponding increase of $0.3 million in online revenue in this
quarter.
Net revenues from others increased 31.4% year-over-year to
US$1.9 million for the fourth quarter
of fiscal 2011 from US$1.5 million in
the corresponding period of last year. The increase was a result of
increased revenues from offline business start-up training courses
provided by Zhengbao Yucai and other off-line supplementary
training courses.
Cost of Sales. Cost of sales for the fourth
quarter of fiscal 2011 was US$6.3
million, representing a 34.3% increase over the fourth
quarter of fiscal 2010. Non-GAAP(1) cost of sales for the fourth
quarter of fiscal 2011 was US$5.4
million, an increase of 29.7% over the same period last
year. The increase in cost of sales as compared to the same period
last year was primarily due to increased salaries and related
expenses, lecturer fees, and rent and related expenses.
Gross Profit and Gross Margin. Gross
profit for the fourth quarter of fiscal 2011 was US$6.8 million, representing a 6.3% increase from
US$6.4 million in the same period
last year. Non-GAAP(1) gross profit was US$7.7 million, an increase of 11.2%
year-over-year. Gross profit margin for the fourth quarter of
fiscal 2011 was 51.7%, compared to 57.4% in the fourth quarter of
fiscal 2010. Non-GAAP(1) gross profit margin for the fourth quarter
of fiscal 2011 was 58.6%, compared to 62.3% in the same period of
2010. The decrease in non-GAAP(1) gross margin was primarily a
result of increased lecturer fees, and rent and related
expenses.
Operating Expenses. Total operating expenses for
the fourth quarter of fiscal 2011 were US$7.4 million, an increase of 35.8%
year-over-year. Non-GAAP(1) operating expenses were US$5.2 million, representing a year-over-year
increase of 15.2%.
Selling expenses amounted to US$2.5
million for the fourth quarter of fiscal 2011, representing
a 52.6% increase year-over-year. Non-GAAP(1) selling expenses were
US$2.1 million, a 51.4% increase from
the same period last year as a result of increased salaries and
related expenses, advertising and promotional activities, and
commissions to our agents due to the increase in sales.
General and administrative expenses were US$4.9 million in the fourth quarter of fiscal
2011, representing a 34.5% year-over-year increase. Non-GAAP(1)
general and administrative expenses were US$3.1 million, a decrease of 1.3%
year-over-year. The decrease in non-GAAP general and administrative
expenses year-over-year was primarily due to decreased bad debt
provision for outstanding receivables, in accordance with our
accounting policy, which was partially offset by increased
professional fees.
Income Tax Expenses. Income tax
expenses was US$0.8 million for the
fourth quarter of fiscal 2011, compared with income tax expenses of
US$1.0 million in the same period
last year.
Net (Loss) Income from continuing operations. Net
loss from continuing operations was US$1.2
million for the fourth quarter of fiscal 2011, compared to
net income of US$0.2 million in the
same period of 2010. Non-GAAP(1) net income from continuing
operations for the fourth quarter of fiscal 2011 was US$1.9 million, compared to non-GAAP(1) net
income of US$1.6 million in the
corresponding quarter in 2010.
Loss from discontinued operations. Net loss from
discontinued operations was US$3.0
million for the fourth quarter of fiscal 2011, compared to
net loss of US$2.2 million in the
same period last year. Non-GAAP(1) net loss from discontinued
operations for the fourth quarter of fiscal 2011 was US$1.0 million, compared to non-GAAP(1) net loss
of US$0.2 million in the
corresponding quarter in 2010.
Net Income/Loss. Net loss was
US$4.1 million for the fourth quarter
of fiscal 2011, compared to net loss of US$2.1 million in the same period last year.
Non-GAAP(1) net income for the fourth quarter of fiscal 2011 was
US$0.9 million, compared to
non-GAAP(1) net income of US$1.3
million in the corresponding quarter in 2010.
Operating Cash Flow. Net operating cash
inflow for the fourth quarter of fiscal 2011 was US$4.4 million, compared to a net operating cash
inflow of US$4.8 million in the same
period last year, primarily due to the decrease in deferred
revenue, partially offset by the contribution of increased net
income before non-cash items, decrease in prepayment and other
current assets, and increase in accrued expenses and other
liabilities.
Cash and Cash Equivalents,
Term Deposit and Restricted Cash.
Cash and cash equivalents, term deposit and restricted cash
from continuing operations increased to US$60.3 million as of September 30, 2011 from US$58.0 million as of June
30, 2011 as we continued to generate cash flow from
operations, partially offset by the purchase of property, plant and
equipment, intangible assets, and repurchased of shares worth
US$1.3 million as part of our share
repurchase program.
Fiscal Year 2011 Unaudited Financial Results
Net Revenues. Total net revenues increased by
27.6% to US$41.6 million for the
fiscal year 2011, from US$32.6
million in the fiscal year 2010.
Online education services net revenues for the fiscal year 2011
increased by 28.4% to US$30.8 million
from US$24.0 million in the fiscal
year 2010.
Net revenues from books and reference materials for the fiscal
year 2011 increased by 20.4% to US$4.7
million from US$3.9 million in
the fiscal year 2010. In addition, net revenue from others
increased by 29.5% year-over-year to US$6.0
million.
Cost of Sales. Cost of sales increased by 27.9% to
US$19.6 million for the fiscal year
2011, from US$15.4 million in the
fiscal year 2010. Non-GAAP(1) cost of sales for the fiscal year
2011 was US$17.6 million, a 30.0%
increase over the previous year.
Gross Profit and Gross Margin. Gross profit
increased by 27.3% to US$21.9 million
for the fiscal year 2011 from US$17.2
million in the fiscal year 2010. Non-GAAP(1) gross
profit was US$23.9 million, a 25.9%
increase from the fiscal year 2010. Gross profit margin for
the fiscal year 2011 was 52.8%, down slightly from 52.9% in the
fiscal year 2010. Non-GAAP(1) gross profit margin for the
fiscal year 2011 was 57.6%, compared to 58.4% in the fiscal year
2010.
Operating Expenses. For the fiscal year 2011,
total operating expenses increased by 29.2% to US$23.1 million from US$17.9 million in the fiscal year 2010.
Non-GAAP(1) operating expenses were US$18.0 million, an increase of 18.8% from the
fiscal year 2010.
For the fiscal year 2011, selling expenses increased by 36.2% to
US$9.8 million compared to
US$7.2 million in the fiscal year
2010. Non-GAAP(1) selling expenses were US$9.1 million, a 37.6% increase from the
previous year.
For the fiscal year 2011, general and administrative expenses
increased by 15.9% to US$12.2 million
compared to US$10.5 million in the
fiscal year 2010. Non-GAAP(1) general and administrative expenses
were US$8.9 million, a 4.3% increase
from the previous year.
Income Tax Expense. For the fiscal year 2011,
income tax expense was US$1.0 million
compared to an income tax expense of US$0.6
million in the fiscal year 2010.
Net (Loss)
Income from continuing operations. Net loss
from continuing operations was US$0.5
million for the fiscal year 2011, compared to a net income
of US$0.2 million in the fiscal year
2010. Non-GAAP(1) net income from continuing operations
increased by 36.3% year-over-year to US$6.4
million in the fiscal year 2011.
Loss from discontinued operations. Net loss from
discontinued operations was US$3.3
million for the fiscal year 2011, compared to net loss of
US$2.1 million in the fiscal year
2010. Non-GAAP(1) net loss from discontinued operations for the
fiscal year 2011 was US$1.2 million,
compared to non-GAAP(1) net loss of US$0.1
million last year.
Net Income/loss. Net loss was
US$3.8 million for the fiscal year
2011, compared to a net loss of US$1.9
million in the fiscal year 2010. Non-GAAP(1) net income,
increased by 13.2% year-over-year to US$5.2
million for the fiscal year 2011.
Operating Cash Flow. Net operating cash
inflow for fiscal year 2011 was US$9.2
million, an increase of 20.2% over the same period last
year.
Cash and Cash Equivalents, Term Deposits and Restricted
Cash. Cash and cash equivalents, term deposits and
restricted cash from continuing operations as of September 30, 2011 increased to US$60.3 million from US$60.2 million as of September 30, 2010.
First Quarter Fiscal
2012 Guidance -- Due to the
typical seasonality pattern of our business, the fiscal first
quarter is normally a weak quarter. As such, CDEL expects to
generate total net revenues in the range of US$8.5 million to US$9.0 million for the first
quarter of fiscal year 2012 as compared to net revenues of
US$7.8 million in the first quarter
of fiscal 2011. We expect our fiscal year 2012 annual revenue from
continuing operations to be between US$50
million and US$54 million, representing year-over-year
growth of 20% to 30%. This represents our current and preliminary
view, which is subject to change.
Conference Call
China Distance Education Holdings Limited senior management will
host a conference call on Thursday, November
17, 2011 at 8:00 am (Eastern)
/ 5:00 am (Pacific) / 9:00 pm (Beijing/Hong
Kong) to discuss its fourth quarter and fiscal year 2011
financial results and recent business activity. The
conference call may be accessed by calling: +1 866 519 4004 (US),
800 930 346 (Hong Kong), 800 819
0121 (China Land-line), 400 620 8038
(China Mobile), or 0 808 234 6646 (UK). The pass code is CDEL.
A telephone replay will be available shortly after the call
until November 25, 2011 at +1 866 214
5335 (US), 800 901 596 (Hong
Kong), 10 800 714 0386 (China North), 10 800 140 0386
(China South), or 0 800 731 7846
(UK). The pass code is 21357351.
A live webcast of the conference call and replay will be
available on the investor relations page of China Distance
Education Holdings Limited's website at:
http://ir.cdeledu.com/versions/Financials_en/EarningsAnnouncements_en.html
About China Distance Education Holdings Limited
China Distance Education Holdings Limited is a leading provider
of online education in China
focusing on professional education. The courses offered by the
Company through its websites are designed to help professionals and
other course participants obtain and maintain the skills, licenses
and certifications necessary to pursue careers in China in the areas of accounting, law,
healthcare, construction engineering, and other industries. The
Company also offers online test preparation courses to self-taught
learners pursuing higher education diplomas or degrees and to
secondary school and college students preparing for various
academic and entrance exams. In addition, the Company offers online
foreign language courses, offline GaoKao retake courses and offline
business start-up training courses.
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,"
"anticipate," "future," "intend," "plan," "believe," "is/are likely
to," "estimate" and similar statements. Among other things, the
outlook for the first quarter of the fiscal year 2012 and
quotations from management in this announcement, as well as the
Company's strategic and operational plans, contain forward-looking
statements. The Company may also make written or oral
forward-looking statements in its periodic reports to the SEC in
its annual report to shareholders, in press releases and other
written materials and in oral statements made by its officers,
directors or employees to third parties. Statements that are not
historical facts, including statements about the Company's beliefs
and expectations, are forward-looking statements. Forward-looking
statements involve inherent risks and uncertainties. A number of
factors could cause actual results to differ materially from those
contained in any forward-looking statement, including but not
limited to the following: our goals and growth strategies; our
future prospects and market acceptance of our online and offline
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 online and
offline courses and other products and services; competition in the
education and test preparation markets; and Chinese laws,
regulations and policies, including those applicable to the
Internet and 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 with the SEC. The Company does not undertake any obligation
to update any forward-looking statement, except as required under
applicable law. All information provided in this press release and
in the attachments is as of the date of this press release.
Statement Regarding Unaudited Financial Information
The unaudited financial information set forth above is
preliminary and subject to adjustments. Adjustments to the
financial statements may be identified when audit work is performed
for the year-end audit, which could result in significant
differences from this preliminary unaudited financial
information.
Use of Non-GAAP Financial Measures
To supplement the Company's consolidated financial results
presented in accordance with U.S. generally accepted accounting
principles, or GAAP, the Company uses the following measures
defined as non-GAAP financial measures: non-GAAP net income,
operating income, gross profit, cost of sales, selling expenses,
general and administrative expenses, net income margin, operating
margin, gross profit margin and basic and diluted earnings per ADS
and per share. The presentation of these non-GAAP financial
measures is not intended to be considered in isolation or as a
substitute for the financial information prepared and presented in
accordance with GAAP. For more information on these non-GAAP
financial measures, please see the table captioned "Reconciliations
of non-GAAP measures to comparable GAAP measures" set forth at the
end of this release.
The Company believes that these non-GAAP financial measures
provide meaningful supplemental information regarding its
performance and liquidity by excluding share-based compensation
expenses, impairment of property, plant and equipment, and
impairment/written off of goodwill, intangible assets and purchased
call options for the acquisition of additional equity interest in
Zhengbao Yucai and Champion Xinlixiang that may not be indicative
of its 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,
impairment of property, plant and equipment, and impairment/written
off of goodwill, intangible assets and purchased call options for
the acquisition of additional equity interest in Zhengbao Yucai and
Champion Xinlixiang from the above-mentioned line items and
presenting these non-GAAP measures is that such charges 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.
Note:
(1) For more information about the non-GAAP financial measures
contained in this press release, please see "Use of Non-GAAP
Financial Measures" below.
Contacts:
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China Distance Education
Holdings Limited
Lingling Kong, IR
manager
Tel:
+86-10-8231-9999 ext1805
Email: IR@cdeledu.com
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Investor Relations
(HK):
Mahmoud
Siddig, Managing Director
Taylor Rafferty
Tel: +852 3196 3712
Email: cdel@taylor-rafferty.com
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Financial Tables Follow
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China
Distance Education Holdings Limited
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Consolidated
Balance Sheets
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(in
thousands of US Dollars, except number of
shares and per share
data)
|
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|
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September
30, 2010
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September
30, 2011
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Assets:
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(Derived
from audited)
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(Unaudited)
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Current assets:
|
|
|
|
|
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Cash and cash
equivalents
|
57,305
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|
49,738
|
|
|
Term deposit
|
-
|
|
7,839
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Restricted cash
|
2,906
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|
2,676
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|
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Accounts receivable, net of
allowance for doubtful accounts of US$2,236
and US$3,190
as of September 30, 2010 and
2011,
respectively
|
4,012
|
|
4,661
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|
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Inventories
|
599
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|
363
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Prepayment and other current
assets
|
2,039
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|
2,861
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Deferred tax assets, current
portion
|
1,016
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|
1,556
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Deferred cost
|
1,596
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|
1,868
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Current assets of discontinued
operations
|
4,625
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|
1,532
|
|
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Total current
assets
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74,098
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|
73,094
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|
|
|
|
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Non-current
assets:
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Property, plant and equipment,
net
|
8,082
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|
8,586
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Goodwill
|
7,062
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|
7,403
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|
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Other intangible assets,
net
|
2,757
|
|
2,382
|
|
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Purchased call
options
|
1,083
|
|
-
|
|
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Deposit for purchase
of non-current assets
|
-
|
|
242
|
|
|
Deferred tax assets,
non-current
portion
|
173
|
|
681
|
|
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Other non-current
assets
|
744
|
|
729
|
|
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Long-term assets of discontinued
operations
|
1,992
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|
774
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Total non-current
assets
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21,893
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|
20,797
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Total
assets
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95,991
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93,891
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Liabilities and shareholders'
equity:
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Current
liabilities:
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Accrued expenses and other
liabilities (including accrued expenses and other liabilities of
the consolidated VIE without recourse to China Distance Education
Holdings Limited of US$3,174and
US$5,378 as of
September 30, 2010 and 2011,
respectively)
|
3,821
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6,514
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Income tax payable (including
income tax payable of the consolidated VIE without recourse to
China Distance Education Holdings Limited of US$1,518
and US$2,170
as of September 30, 2010 and
2011,
respectively)
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1,586
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2,329
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Deferred revenue (including
deferred revenue of the consolidated VIE without recourse to China
Distance Education Holdings Limited of US$7,545
and US$7,848
as of September 30, 2010 and
2011,
respectively)
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7,545
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7,861
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Refundable fees (including
refundable fees of the
consolidated VIE without recourse to China Distance Education
Holdings Limited of US$1,564 and
US$2,580 as of
September 30, 2010 and 2011,
respectively)
|
1,564
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2,580
|
|
|
Current
liabilities of discontinued operations (including current
liabilities of discontinued operations of the
consolidated VIE without recourse to China Distance Education
Holdings Limited of US$4,297 and
US$1,860 as of
September 30, 2010 and 2011,
respectively)
|
4,297
|
|
1,860
|
|
|
Total current
liabilities
|
18,813
|
|
21,144
|
|
|
|
|
|
|
|
Non-current
liabilities:
|
|
|
|
|
|
Deferred tax liabilities,
non-current
portion (including non-current deferred
tax liabilities of discontinued
operations of the consolidated VIE without
recourse to China Distance Education Holdings Limited of
US$20 and
US$13 as of
September 30, 2010 and 2011,
respectively)
|
20
|
|
13
|
|
|
Non-current liabilities of
discontinued operations (including non-current
liabilities of discontinued operations of the
consolidated VIE without recourse to China Distance Education
Holdings Limited of US$136 and
nil as of
September 30, 2010 and 2011,
respectively)
|
136
|
|
-
|
|
|
Total non-current
liabilities
|
156
|
|
13
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
liabilities
|
18,969
|
|
21,157
|
|
Equity:
|
|
|
|
|
China
Distance Education Holdings Limited shareholders'
equity
|
|
|
|
|
|
Ordinary shares (par value of
US$0.0001 per share at September 30, 2010 and 2011,
respectively; Authorized -- 480,000,000
shares at September 30, 2010 and
2011; Issued and
outstanding -- 136,932,849 and
127,800,673 shares at
September 30, 2010 and 2011,
respectively)
|
14
|
|
13
|
|
|
Additional paid-in
capital
|
79,075
|
|
78,804
|
|
|
Accumulated other comprehensive
income
|
2,399
|
|
4,221
|
|
|
Cumulative deficits
|
(6,502)
|
|
(10,304)
|
|
|
Total
China Distance Education
Holdings Limited shareholders'
equity
|
74,986
|
|
72,734
|
|
|
Noncontrolling
interest- continuing
operations
|
1,123
|
|
-
|
|
|
Noncontrolling
interest- discontinued
operations
|
913
|
|
-
|
|
|
Total
equity
|
77,022
|
|
72,734
|
|
|
Total liabilities and
equity
|
95,991
|
|
93,891
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
China
Distance Education Holdings Limited
|
|
Unaudited
Consolidated Statements Of Operations
|
|
(in
thousands of US dollars, except number of shares, per share and per
ADS data)
|
|
|
|
|
Three Months
Ended September
30,
|
|
|
2010
|
|
2011
|
|
|
|
|
|
|
Sales, net
of business tax, value-added tax and related
surcharges:
|
|
|
|
|
|
Online education
services
|
7,958
|
|
9,896
|
|
|
Books and reference
materials
|
1,668
|
|
1,290
|
|
|
Others
|
1,455
|
|
1,912
|
|
|
Total
net revenues
|
11,081
|
|
13,098
|
|
|
|
|
|
|
|
Cost of
sales
|
|
|
|
|
|
Cost of
services
|
(3,674)
|
|
(5,381)
|
|
|
Cost of tangible goods
sold
|
(1,042)
|
|
(951)
|
|
|
Total
cost of sales
|
(4,716)
|
|
(6,332)
|
|
|
|
|
|
|
|
Gross
profit
|
6,365
|
|
6,766
|
|
|
|
|
|
|
Operating
expenses
|
|
|
|
|
|
Selling
expenses
|
(1,606)
|
|
(2,450)
|
|
|
General and administrative
expenses
|
(3,670)
|
|
(4,935)
|
|
|
Impairment
of purchased
call option
|
(162)
|
|
-
|
|
|
Total
operating expenses
|
(5,438)
|
|
(7,385)
|
|
Other
operating income
|
2
|
|
4
|
|
|
|
|
|
|
|
Operating
(loss)
income
|
929
|
|
(615)
|
|
|
|
|
|
|
Interest income
|
138
|
|
326
|
|
Exchange loss
|
(37)
|
|
(54)
|
|
|
|
|
|
|
|
Income (loss) before
income taxes
|
1,030
|
|
(343)
|
|
Less: Income tax
expense
|
(1,048)
|
|
(823)
|
|
Net loss
|
(18)
|
|
(1,166)
|
|
Less: Net loss
attributable to noncontrolling interest
|
168
|
|
-
|
|
|
|
|
|
|
|
Net (loss)
income
from continuing
operations
|
150
|
|
(1,166)
|
|
|
|
|
|
|
Net loss from
discontinued operations,
net of tax
|
(2,206)
|
|
(2,958)
|
|
|
|
|
|
|
Net loss attributable
to China Distance Education
Holdings Limited
|
(2,056)
|
|
(4,124)
|
|
Net loss per
share:
|
|
|
|
|
Net loss attributable
to China Distance Education
Holdings Limited shareholders
|
|
|
|
|
|
Basic from
continuing operations
|
0.001
|
|
(0.009)
|
|
|
Basic from
discontinued operations
|
(0.016)
|
|
(0.023)
|
|
|
Basic
|
(0.015)
|
|
(0.032)
|
|
|
|
|
|
|
|
|
Diluted from continuing
operations
|
0.001
|
|
(0.009)
|
|
|
Diluted from discontinued
operations
|
(0.016)
|
|
(0.023)
|
|
|
Diluted
|
(0.015)
|
|
(0.032)
|
|
Net loss per
ADS:
|
|
|
|
|
Net loss attributable
to China Distance Education
Holdings Limited shareholders
|
|
|
|
|
|
Basic from
continuing operations
|
0.004
|
|
(0.036)
|
|
|
Basic from
discontinued operations
|
(0.064)
|
|
(0.092)
|
|
|
Basic
|
(0.060)
|
|
(0.128)
|
|
|
|
|
|
|
|
|
Diluted from continuing
operations
|
0.004
|
|
(0.036)
|
|
|
Diluted from discontinued
operations
|
(0.064)
|
|
(0.092)
|
|
|
Diluted
|
(0.060)
|
|
(0.128)
|
|
|
|
|
|
|
Weighted
average shares used in calculating net loss per
share:
|
|
|
|
|
|
Basic
|
137,157,163
|
|
128,481,707
|
|
|
Diluted
|
137,157,163
|
|
128,481,707
|
|
|
|
|
|
|
|
|
|
|
China
Distance Education Holdings Limited
|
|
Consolidated
Statements Of Operations
|
|
(in
thousands of US dollars, except number of shares, per share and per
ADS data)
|
|
|
|
|
Year Ended September
30,
|
|
|
2010
|
|
2011
|
|
|
(Derived from
audited)
|
|
(Unaudited)
|
|
Sales, net
of business tax, value-added tax and related
surcharges:
|
|
|
|
|
|
Online education
services
|
23,982
|
|
30,788
|
|
|
Books and reference
materials
|
3,939
|
|
4,743
|
|
|
Others
|
4,658
|
|
6,033
|
|
|
Total
net revenues
|
32,579
|
|
41,564
|
|
|
|
|
|
|
|
Cost of
sales
|
|
|
|
|
|
Cost of
services
|
(13,283)
|
|
(16,840)
|
|
|
Cost of tangible goods
sold
|
(2,070)
|
|
(2,794)
|
|
|
Total
cost of sales
|
(15,353)
|
|
(19,634)
|
|
|
|
|
|
|
|
Gross
profit
|
17,226
|
|
21,930
|
|
|
|
|
|
|
Operating
expenses
|
|
|
|
|
|
Selling
expenses
|
(7,176)
|
|
(9,771)
|
|
|
General and administrative
expenses
|
(10,542)
|
|
(12,221)
|
|
|
Impairment of purchased
call option
|
(162)
|
|
-
|
|
|
Written off
of purchased
call option
|
-
|
|
(1,115)
|
|
|
Total
operating expenses
|
(17,880)
|
|
(23,107)
|
|
Other
operating income
|
81
|
|
603
|
|
|
|
|
|
|
|
Operating
loss
|
(573)
|
|
(574)
|
|
|
|
|
|
|
Interest income
|
458
|
|
883
|
|
Exchange loss
|
(66)
|
|
(143)
|
|
|
|
|
|
|
|
Income
(loss)
before income
taxes
|
(181)
|
|
166
|
|
Less: Income tax
expense
|
(575)
|
|
(971)
|
|
Net loss
|
(756)
|
|
(805)
|
|
Less: Net loss
attributable to noncontrolling interest
|
911
|
|
303
|
|
|
|
|
|
|
|
Net (loss)
income
from continuing
operations
|
155
|
|
(502)
|
|
|
|
|
|
|
Net loss from
discontinued operations,
net of tax
|
(2,053)
|
|
(3,300)
|
|
|
|
|
|
|
Net loss attributable
to China Distance Education
Holdings Limited
|
(1,898)
|
|
(3,802)
|
|
Net
loss per
share:
|
|
|
|
|
Net loss attributable
to China Distance Education
Holdings Limited shareholders
|
|
|
|
|
|
Basic from
continuing operations
|
0.001
|
|
(0.004)
|
|
|
Basic from
discontinued operations
|
(0.015)
|
|
(0.025)
|
|
|
Basic
|
(0.014)
|
|
(0.029)
|
|
|
|
|
|
|
|
|
Diluted from continuing
operations
|
0.001
|
|
(0.004)
|
|
|
Diluted from discontinued
operations
|
(0.015)
|
|
(0.025)
|
|
|
Diluted
|
(0.014)
|
|
(0.029)
|
|
Net loss per
ADS:
|
|
|
|
|
Net loss attributable
to China Distance Education
Holdings Limited shareholders
|
|
|
|
|
|
Basic from
continuing operations
|
0.004
|
|
(0.015)
|
|
|
Basic from
discontinued operations
|
(0.059)
|
|
(0.099)
|
|
|
Basic
|
(0.055)
|
|
(0.114)
|
|
|
|
|
|
|
|
|
Diluted from continuing
operations
|
|
|
|
|
|
Diluted from discontinued
operations
|
0.004
|
|
(0.015)
|
|
|
Diluted
|
(0.059)
|
|
(0.099)
|
|
|
|
(0.055)
|
|
(0.114)
|
|
Weighted
average shares used in calculating net loss per
share:
|
|
|
|
|
|
Basic
|
138,232,493
|
|
133,571,727
|
|
|
Diluted
|
138,232,493
|
|
133,571,727
|
|
|
|
|
|
|
|
|
|
|
China
Distance Education Holdings Limited
|
|
Unaudited
Reconciliation of non-GAAP measures to comparable GAAP
measures from continuing
operations
|
|
(In
thousands of US Dollars, except number of shares, per share and per
ADS data)
|
|
|
|
|
|
|
|
Three Months
Ended September
30
|
|
|
|
2010
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of sales
|
|
4,716
|
|
6,332
|
|
Share-based compensation
expense in cost of sales
|
|
538
|
|
913
|
|
Non-GAAP cost of
sales
|
|
4,178
|
|
5,419
|
|
|
|
|
|
|
|
Selling
expenses
|
|
1,606
|
|
2,450
|
|
Share-based compensation
expense in selling expenses
|
|
187
|
|
302
|
|
Non-GAAP selling
expenses
|
|
1,419
|
|
2,148
|
|
|
|
|
|
|
|
General and administrative
expenses
|
|
3,670
|
|
4,935
|
|
Share-based compensation
expense in general and administrative expenses
|
|
563
|
|
1,867
|
|
Non-GAAP general and
administrative expenses
|
|
3,107
|
|
3,068
|
|
|
|
|
|
|
|
Gross profit
|
|
6,365
|
|
6,766
|
|
Share-based compensation
expenses
|
|
538
|
|
913
|
|
Non-GAAP gross
profit
|
|
6,903
|
|
7,679
|
|
|
|
|
|
|
|
Gross profit
margin
|
|
57.4%
|
|
51.7%
|
|
Non-GAAP gross profit
margin
|
|
62.3%
|
|
58.6%
|
|
|
|
|
|
|
|
Operating
(loss) income
|
|
929
|
|
(615)
|
|
Share-based compensation
expenses
|
|
1,288
|
|
3,082
|
|
Impairment
of purchased
call option
|
|
162
|
|
-
|
|
Non-GAAP operating
income
|
|
2,379
|
|
2,467
|
|
|
|
|
|
|
|
Operating
margin
|
|
8.4%
|
|
(4.7%)
|
|
Non-GAAP operating
margin
|
|
21.5%
|
|
18.8%
|
|
|
|
|
|
|
|
Net (loss) income
|
|
150
|
|
(1,166)
|
|
Share-based compensation
expenses
|
|
1,288
|
|
3,082
|
|
Impairment
of purchased
call option (net, tax effect
US$41 and nil for
three month ended Septermber 30,2010 and 2011,
respectively)
|
|
121
|
|
-
|
|
Non-GAAP net
income
|
|
1,559
|
|
1,916
|
|
|
|
|
|
|
|
Net income
margin
|
|
1.4%
|
|
(8.9%)
|
|
Non-GAAP net income
margin
|
|
14.1%
|
|
14.6%
|
|
|
|
|
|
|
|
Net (loss) income per
share -- basic
|
|
0.001
|
|
(0.009)
|
|
Net (loss) income per
share -- diluted
|
|
0.001
|
|
(0.009)
|
|
Non-GAAP net income per
share -- basic
|
|
0.011
|
|
0.015
|
|
Non-GAAP net income per
share -- diluted
|
|
0.011
|
|
0.015
|
|
|
|
|
|
|
|
Net (loss) income per
ADS attributable to
China Distance Education
Holdings Limited shareholders --
basic (note 1)
|
|
0.004
|
|
(0.036)
|
|
Net (loss) income per
ADS attributable to
China Distance Education
Holdings Limited shareholders --
diluted (note 1)
|
|
0.004
|
|
(0.036)
|
|
Non-GAAP net income per
ADS attributable to
China Distance Education
Holdings Limited shareholders --
basic (note 1)
|
|
0.045
|
|
0.060
|
|
Non-GAAP net income per
ADS attributable to
China Distance Education
Holdings Limited shareholders --
diluted (note 1)
|
|
0.045
|
|
0.060
|
|
|
|
|
|
|
|
Weighted average shares
used in calculating basic net (loss) income per
share
|
|
137,157,163
|
|
128,481,707
|
|
Weighted average shares
used in calculating diluted net (loss) income per
share
|
|
137,259,596
|
|
128,481,707
|
|
Weighted average shares
used in calculating basic non-GAAP net income per share
|
|
137,157,163
|
|
128,481,707
|
|
Weighted average shares
used in calculating diluted non-GAAP net income per
share
|
|
137,259,596
|
|
128,517,815
|
|
|
|
|
|
|
|
|
|
Note 1: Each ADS
represents four ordinary shares
|
|
|
|
|
|
|
|
|
China
Distance Education Holdings Limited
|
|
Unaudited
Reconciliation of non-GAAP measures to comparable GAAP
measures from discontinued
operations
|
|
(In
thousands of US Dollars, except number of shares, per share and per
ADS data)
|
|
|
|
|
|
|
|
Three Months
Ended September
30
|
|
|
|
2010
|
|
2011
|
|
|
|
|
|
|
|
Net loss
|
|
(2,206)
|
|
(2,958)
|
|
Impairment of property,
plant and equipment
|
|
-
|
|
973
|
|
Impairment of
goodwill
|
|
1,407
|
|
758
|
|
Impairment
of intangible asset
(net, tax effect
US$68 and US$83 for three months
ended September 30, 2010 and 2011, respectively)
|
|
206
|
|
249
|
|
Impairment
of purchased
call option (net, tax effect
US$119 and nil for
three months ended September 30, 2010 and 2011,
respectively)
|
|
358
|
|
-
|
|
Non-GAAP net
loss
|
|
(235)
|
|
(978)
|
|
|
|
|
|
|
|
Net loss per
share—basic
|
|
(0.016)
|
|
(0.023)
|
|
Net loss per
share—diluted
|
|
(0.016)
|
|
(0.023)
|
|
Non-GAAP net loss per
share—basic
|
|
(0.002)
|
|
(0.008)
|
|
Non-GAAP net loss per
share—diluted
|
|
(0.002)
|
|
(0.008)
|
|
|
|
|
|
|
|
Net loss per ADS
attributable to
China Distance Education
Holdings Limited shareholders --
basic (note 1)
|
|
(0.064)
|
|
(0.092)
|
|
Net loss per ADS
attributable to
China Distance Education
Holdings Limited shareholders --
diluted (note 1)
|
|
(0.064)
|
|
(0.092)
|
|
Non-GAAP net loss per
ADS attributable to
China Distance Education
Holdings Limited shareholders --
basic (note 1)
|
|
(0.007)
|
|
(0.030)
|
|
Non-GAAP net loss per
ADS attributable to
China Distance Education
Holdings Limited shareholders --
diluted (note 1)
|
|
(0.007)
|
|
(0.030)
|
|
|
|
|
|
|
|
Weighted average shares
used in calculating basic net loss per share
|
|
137,157,163
|
|
128,481,707
|
|
Weighted average shares
used in calculating diluted net loss per share
|
|
137,157,163
|
|
128,481,707
|
|
Weighted average shares
used in calculating basic non-GAAP net loss per share
|
|
137,157,163
|
|
128,481,707
|
|
Weighted average shares
used in calculating diluted non-GAAP net loss per share
|
|
137,157,163
|
|
128,481,707
|
|
|
|
|
|
|
|
|
|
Note 1: Each ADS
represents four ordinary shares
|
|
|
|
|
|
|
|
|
China
Distance Education Holdings Limited
|
|
Unaudited
reconciliation of non-GAAP
measures to comparable GAAP measures from
continuing operations
|
|
(In
thousands of US Dollars, except number of shares, per share and per
ADS data)
|
|
|
|
|
|
|
|
Year Ended September
30
|
|
|
|
2010
|
|
2011
|
|
|
|
|
|
|
|
Cost of sales
|
|
15,353
|
|
19,634
|
|
Share-based compensation
expense in cost of sales
|
|
1,787
|
|
1,999
|
|
Non-GAAP cost of
sales
|
|
13,566
|
|
17,635
|
|
|
|
|
|
|
|
Selling
expenses
|
|
7,176
|
|
9,771
|
|
Share-based compensation
expense in selling expenses
|
|
567
|
|
678
|
|
Non-GAAP selling
expenses
|
|
6,609
|
|
9,093
|
|
|
|
|
|
|
|
General and administrative
expenses
|
|
10,542
|
|
12,221
|
|
Share-based compensation
expense in general and administrative expenses
|
|
2,033
|
|
3.347
|
|
Non-GAAP general and
administrative expenses
|
|
8,509
|
|
8,874
|
|
|
|
|
|
|
|
Gross profit
|
|
17,226
|
|
21,930
|
|
Share-based compensation
expenses
|
|
1,787
|
|
1,999
|
|
Non-GAAP gross
profit
|
|
19,013
|
|
23,929
|
|
|
|
|
|
|
|
Gross profit
margin
|
|
52.9%
|
|
52.8%
|
|
Non-GAAP gross profit
margin
|
|
58.4%
|
|
57.6%
|
|
|
|
|
|
|
|
Operating
loss
|
|
(573)
|
|
(574)
|
|
Share-based compensation
expenses
|
|
4,387
|
|
6,024
|
|
Impairment
of purchased
call option
|
|
162
|
|
-
|
|
Written off
of purchased
call option
|
|
-
|
|
1,115
|
|
Non-GAAP operating
income
|
|
3,976
|
|
6,565
|
|
|
|
|
|
|
|
Operating
margin
|
|
(1.8%)
|
|
(1.4%)
|
|
Non-GAAP operating
margin
|
|
12.2%
|
|
15.8%
|
|
|
|
|
|
|
|
Net (loss) income
|
|
155
|
|
(502)
|
|
Share-based compensation
expenses
|
|
4,387
|
|
6,024
|
|
Impairment
of purchased
call option (net, tax effect
US$41 and nil for
three months ended September 30, 2010 and 2011,
respectively)
|
|
121
|
|
-
|
|
Written off
of purchased
call option (net, tax effect
nil and US$279 for three months
ended September 30, 2010 and 2011, respectively)
|
|
-
|
|
836
|
|
Non-GAAP net
income
|
|
4,663
|
|
6,358
|
|
|
|
|
|
|
|
Net income
margin
|
|
0.5%
|
|
(1.2%)
|
|
Non-GAAP net income
margin
|
|
14.3%
|
|
15.3%
|
|
|
|
|
|
|
|
Net (loss) income per
share—basic
|
|
0.001
|
|
(0.004)
|
|
Net (loss) income per
share—diluted
|
|
0.001
|
|
(0.004)
|
|
Non-GAAP net income per
share—basic
|
`
|
0.034
|
|
0.048
|
|
Non-GAAP net income per
share—diluted
|
|
0.034
|
|
0.047
|
|
|
|
|
|
|
|
Net (loss) income per
ADS attributable to
China Distance Education
Holdings Limited shareholders --
basic (note 1)
|
|
0.004
|
|
(0.015)
|
|
Net (loss) income per
ADS attributable to
China Distance Education
Holdings Limited shareholders --
diluted (note 1)
|
|
0.004
|
|
(0.015)
|
|
Non-GAAP net income per
ADS attributable to
China Distance Education
Holdings Limited shareholders --
basic (note 1)
|
|
0.135
|
|
0.190
|
|
Non-GAAP net income per
ADS attributable to
China Distance Education
Holdings Limited shareholders --
diluted (note 1)
|
|
0.135
|
|
0.189
|
|
|
|
|
|
|
|
Weighted average shares
used in calculating basic net (loss) income per
share
|
|
138,232,493
|
|
133,571,727
|
|
Weighted average shares
used in calculating diluted net (loss) income per
share
|
|
138,363,594
|
|
133,571,727
|
|
Weighted average shares
used in calculating basic non-GAAP net income per share
|
|
138,232,493
|
|
133,571,727
|
|
Weighted average shares
used in calculating diluted non-GAAP net income per
share
|
|
138,363,594
|
|
134,342,506
|
|
|
|
Note 1: Each ADS
represents four ordinary shares
|
|
|
|
|
|
|
|
|
China
Distance Education Holdings Limited
|
|
Unaduited
reconciliation of non-GAAP
measures to comparable GAAP measures from
discontinued operations
|
|
(In
thousands of US Dollars, except number of shares, per share and per
ADS data)
|
|
|
|
|
|
|
|
Year Ended September
30
|
|
|
|
2010
|
|
2011
|
|
|
|
|
|
|
|
Net loss
|
|
(2,053)
|
|
(3,300)
|
|
Impairment of
property, plant and
equipment
|
|
-
|
|
973
|
|
Impairment of
goodwill
|
|
1,407
|
|
758
|
|
Impairment of intangible
asset (net, tax effect
US$68 and US$83
for the three months ended September, 2010 and 2011,
respectively)
|
|
206
|
|
249
|
|
Impairment
of purchased
call option (net, tax effect
US$119 and nil for
three months ended September 30, 2010 and 2011,
respectively)
|
|
358
|
|
-
|
|
Written off
of purchased
call option (net, tax effect
nil and US$51 for three months
ended September 30, 2010 and 2011, respectively)
|
|
-
|
|
151
|
|
Non-GAAP net
loss
|
|
(82)
|
|
(1,169)
|
|
|
|
|
|
|
|
Net loss per
share—basic
|
|
(0.015)
|
|
(0.025)
|
|
Net loss per
share—diluted
|
|
(0.015)
|
|
(0.025)
|
|
Non-GAAP net loss per
share—basic
|
|
(0.001)
|
|
(0.009)
|
|
Non-GAAP net loss per
share—diluted
|
|
(0.001)
|
|
(0.009)
|
|
|
|
|
|
|
|
Net loss per ADS
attributable to
China Distance Education
Holdings Limited shareholders—basic (note
1)
|
|
(0.059)
|
|
(0.099)
|
|
Net loss per ADS
attributable to
China Distance Education
Holdings Limited shareholders—diluted
(note 1)
|
|
(0.059)
|
|
(0.099)
|
|
Non-GAAP net loss per
ADS attributable to
China Distance Education
Holdings Limited shareholders—basic (note
1)
|
|
(0.002)
|
|
(0.035)
|
|
Non-GAAP net loss per
ADS attributable to
China Distance Education
Holdings Limited shareholders—diluted
(note 1)
|
|
(0.002)
|
|
(0.035)
|
|
|
|
|
|
|
|
Weighted average shares
used in calculating basic net loss per share
|
|
138,232,493
|
|
133,571,727
|
|
Weighted average shares
used in calculating diluted net loss per share
|
|
138,232,493
|
|
133,571,727
|
|
Weighted average shares
used in calculating basic non-GAAP net loss per share
|
|
138,232,493
|
|
133,571,727
|
|
Weighted average shares
used in calculating diluted non-GAAP net loss per share
|
|
138,232,493
|
|
133,571,727
|
|
|
|
|
|
|
|
|
|
Note 1: Each ADS
represents four ordinary shares
|
|
|
|
|
|
|
SOURCE China Distance Education Holdings Limited