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6-K 1 ea189118-6k_brightscholar.htm REPORT OF FOREIGN PRIVATE ISSUER

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of November 2023

 

Commission File Number: 001-38077

 

Bright Scholar Education Holdings Limited

  

No. 1, Country Garden Road

Beijiao Town, Shunde District, Foshan, Guangdong 528300

The People’s Republic of China

(Address of principal executive offices)

  

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

 

Form 20-F  ☒            Form 40-F  ☐

 

 

 

 


 

SIGNATURES

 

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.

 

  Bright Scholar Education Holdings Limited
     
Date: November 28, 2023 By: /s/ Ruolei Niu
  Name:  Ruolei Niu
  Title: Chief Financial Officer

  

1


 

EXHIBIT INDEX

 

Exhibit No.

 

Description

Exhibit 99.1   Earnings Release

 

 

2

 

 

EX-99.1 2 ea189118ex99-1_bright.htm EARNINGS RELEASE

Exhibit 99.1

 

 

Bright Scholar Announces Unaudited Financial Results for the Fourth Fiscal Quarter

and Fiscal Year 2023

 

FOSHAN, China, Nov. 27, 2023 /PRNewswire/—Bright Scholar Education Holdings Limited (“Bright Scholar,” the “Company,” “we” or “our”) (NYSE: BEDU), a global premier education service company, today announced its unaudited financial results for the fourth fiscal quarter and fiscal year ended August 31, 2023.

 

FINANCIAL PERFORMANCE HIGHLIGHTS

Fourth Fiscal Quarter Ended August 31, 2023 Financial Highlights  

(in comparison to the same period of the last fiscal year):

 

RMB in millions
Except EPS and %

 

Fourth Fiscal
Quarter
Ended
August 31,
2023

   

Fourth Fiscal
Quarter
Ended
August 31,
2022

   

YoY
% Change

 
Revenue     559.8       402.9       38.9 %
Gross Profit     109.1       82.3       32.5 %
Gross Margin     19.5 %     20.4 %     (0.9 )%
Operating Loss     (286.2 )     (602.9 )     52.5 %
Operating Margin     (51.1 )%     (149.6 )%     98.5 %
Net Loss for the quarter     (340.3 )     (643.5 )     47.1 %
                         
Adjusted Gross Profit (1)     112.8       86.3       30.7 %
Adjusted Operating Loss (2)     (57.2 )     (50.3 )     (13.6 )%
Adjusted Net Loss (3) for the quarter     (111.9 )     (91.8 )     (21.9 )%
Adjusted EBITDA (4) for the quarter     (43.7 )     (49.7 )     12.0 %
                         
Basic and Diluted Loss per Share     (2.90 )     (5.49 )     47.2 %
Adjusted Basic and Diluted Loss per Share (5) for the quarter     (0.98 )     (0.84 )     (16.7 )%
Basic and Diluted Loss per ADS     (11.60 )     (21.96 )     47.2 %
Adjusted Basic and Diluted Loss per ADS (6) for the quarter     (3.92 )     (3.36 )     (16.7 )%

  

Fiscal Year 2023 Ended August 31, 2023 Financial Highlights  

(in comparison to the last fiscal year):

 

RMB in millions
Except EPS and %

 

Fiscal Year 2023
Ended
August 31,
2023

   

Fiscal Year 2022
Ended
August 31,
2022

   

YoY
% Change

 
Revenue     2,123.8       1,714.0       23.9 %
Gross Profit     597.3       476.7       25.3 %
Gross Margin     28.1 %     27.8 %     0.3 %
Operating Loss     (186.6 )     (606.5 )     69.2 %
Operating Margin     (8.8 )%     (35.4 )%     26.6 %
Net Loss for the year     (386.8 )     (703.5 )     45.0 %
                         
Adjusted Gross Profit (1)     612.2       494.5       23.8 %
Adjusted Operating Income/(Loss) (2)     53.7       (40.9 )     231.4 %
Adjusted Net Loss (3) for the year     (149.4 )     (141.7 )     (5.5 )%
Adjusted EBITDA (4) for the year     115.8       147.0       (21.2 )%
                         
Basic and Diluted Loss per Share     (3.33 )     (5.98 )     44.3 %
Adjusted Basic and Diluted Loss per Share (5) for the year     (1.33 )     (1.24 )     (7.3 )%
Basic and Diluted Loss per ADS     (13.32 )     (23.92 )     44.3 %
Adjusted Basic and Diluted Loss per ADS (6) for the year     (5.32 )     (4.96 )     (7.3 )%

  

 

1. Adjusted gross profit/(loss) is defined as gross profit/(loss) excluding amortization of intangible assets.
2. Adjusted operating income/(loss) is defined as operating income/(loss) excluding share-based compensation expense, amortization of intangible assets, impairment loss on operating lease right-of-use assets, impairment loss on goodwill, impairment loss on intangible assets, impairment loss on the long-term investment, and impairment loss on property and equipment.
3. Adjusted net income/(loss) is defined as net income/(loss) excluding share-based compensation expense, amortization of intangible assets, tax effect of amortization of intangible assets, impairment loss on operating lease right-of-use assets, impairment loss on goodwill, impairment loss on intangible assets, impairment loss on the long-term investment and impairment loss on property and equipment.

 

 


 

 

4. Adjusted EBITDA is defined as net income/(loss) excluding interest income/(expense), net, income tax expense/benefit; depreciation and amortization, share-based compensation expense, impairment loss on operating lease right-of-use assets, impairment loss on goodwill, impairment loss on intangible assets, impairment loss on the long-term investment, and impairment loss on property and equipment.
5. Adjusted basic and diluted earnings/(loss) per share is defined as adjusted net income/(loss) attributable to ordinary shareholders (net income/(loss) attributable to ordinary shareholders excluding share-based compensation expense, amortization of intangible assets, tax effect of amortization of intangible assets, impairment loss on operating lease right-of-use assets, impairment loss on goodwill, impairment loss on intangible assets, impairment loss on the long-term investment, and impairment loss on property and equipment) divided by the weighted average number of basic and diluted ordinary shares.
6. Adjusted basic and diluted earnings/(loss) per American depositary share (“ADS”) is defined as adjusted net income/(loss) attributable to ADS shareholders (net income/(loss) attributable to ADS shareholders excluding share-based compensation expense, amortization of intangible assets, tax effect of amortization of intangible assets, impairment loss on operating lease right-of-use assets, impairment loss on goodwill, impairment loss on intangible assets, impairment loss on the long-term investment, and impairment loss on property and equipment)) divided by the weighted average number of basic and diluted ADSs. The number of shares used in calculating basic and diluted earnings/(loss) per ADS have been retrospectively adjusted to reflect the ADS ratio change from one ADS representing one Class A ordinary share to one ADS representing four Class A ordinary shares, which became effective on August 19, 2022.

 

For more information on these adjusted financial measures, please see the section captioned under “Non-GAAP Financial Measures” and the tables captioned “Reconciliations of GAAP and Non-GAAP Results” set forth at the end of this release.

 

Overseas Schools (CATS Global Schools)

 

CATS Global Schools included 3 Stafford House locations in UK, 4 CATS Colleges in US and UK, Cambridge School of Visual & Performing Arts and 3 independent boarding schools in UK as of August 31, 2023.

 

· For the fourth fiscal quarter, revenue amounted to RMB184.8 million, representing a 51.9% increase compared to RMB121.6 million in the same fiscal quarter last year, and accounted for 33.0% of the total revenue.

 

· For the fiscal year, revenue amounted to RMB809.5 million, representing a 24.0% increase compared to RMB652.8 million for the last fiscal year, and accounted for 38.1% of the total revenue.

 

Complementary Education Services

 

The complementary education services business comprised language training, overseas study counselling, career counselling, study tour and camps as well as international contest training and others.

 

· For the fourth fiscal quarter, revenue amounted to RMB273.2 million, representing a 52.0% increase compared to RMB179.7 million in the same fiscal quarter last year, and accounted for 48.8% of the total revenue.

 

· For the fiscal year, revenue amounted to RMB846.0 million, representing a 32.9% increase compared to RMB636.6 million for the last fiscal year, and accounted for 39.8% of the total revenue.

 

Domestic Kindergartens & K-12 Operation Services

 

The domestic kindergartens & K-12 operation services business comprises of for-profit kindergartens and operation services for students of the domestic K-12 schools including catering and procurement services.

 

· For the fourth fiscal quarter, revenue amounted to RMB101.8 million, representing a 0.2% increase compared to RMB101.6 million in the same fiscal quarter last year, and accounted for 18.2% of the total revenue.

 

· For the fiscal year, revenue amounted to RMB468.3 million, representing a 10.3% increase compared to RMB424.6 million for the last fiscal year, and accounted for 22.1% of the total revenue.

  

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MANAGEMENT COMMENTARY

 

“We concluded the fiscal year 2023 on a strong note, with total revenue greatly exceeding the top end of our guidance and bottom-line results surpassing internal expectations,” said Mr. Tim Hongru Zhou, Chair and Chief Executive Office of Bright Scholar. “This marked a pivotal year for our company as we undertook steps to turnaround our core businesses and reposition ourselves for long-term success. These steps included strengthening our management team, refreshing our Board of Directors, establishing a cost-competitive base, and enhancing our financial sustainability. These actions have enabled us to refocus our vision on high-return businesses and consistently execute our financial and strategic objectives. To pursue greater efficiency and realign our portfolio of businesses and strategic priorities, we implemented a multi-year strategic plan for financial and operational improvement.”

 

“These efforts yielded tremendous results in fiscal year 2023 and laid foundation for strengthening our balance sheet and financial profile in the coming quarters and fiscal years,” Mr. Zhou continued. “During the fiscal fourth quarter of 2023, our revenue grew by an impressive 38.9%, with a 32.5% increase in gross profit. Furthermore, our operating and net losses decreased significantly by 52.5% and 47.1% respectively. Looking at the full fiscal year, we achieved a year-over-year revenue growth of 23.9%, surpassing our top-end guidance. Additionally, our gross profit grew by 25.3%, and our operating and net losses improved substantially by 69.2% and 45.0% respectively.”

 

“The Overseas School segment played a significant role in our strong business performance, demonstrating continued recovery and growth traction. In the fourth fiscal quarter, revenue increased by 51.9%, and for the full fiscal year, it grew by 24.0%. This segment continues to be a major contributor to our improved bottom line as our operating leverage significantly increased. The Complementary Education Services segment also experienced strong revenue growth in the fiscal quarter of 52.0% and for the fiscal year of 32.9%. This growth was driven by performances across our core businesses. However, our Domestic Kindergartens & K-12 Operation Services segment faced challenges, with flat revenue in the fiscal quarter and only 10.3% growth for the fiscal year. We anticipate this segment will continue to encounter headwinds, resulting in a downward revenue trend heading into fiscal year 2024.”

 

“Our relentless focus on executing our turnaround strategy in fiscal year 2023 enabled us to conclude the fiscal year strongly and positioned ourselves for a transformational fiscal year 2024. As we move forward, we will advance our transformation by intensifying the restructuring of our business portfolio, to be driven by three strategic imperatives. Firstly, we will prioritize our most promising businesses and capitalize on large market opportunities, particularly within the Overseas Schools segment. Secondly, we will further enhance the performance of our portfolio by divesting non-core education businesses in the Complementary Education Service and Domestic Kindergartens & K-12 Operation Services segments. And thirdly, we will continuously streamline our global operations and right-size our cost structure to align with these portfolio actions.”

 

“These strategic priorities of focusing on high-growth and high-return businesses and strengthening our balance sheet are crucial in improving the efficiency and returns of our portfolio of businesses. They will position us favorably to pursue scalable expansion with higher financial predictability in fiscal years 2025 and 2026. Our goal remains maximizing value creation for our shareholders and delivering impact for all stakeholders. The actions we are taking will materially improve our margins and balance sheets in fiscal years 2024, paving the way for sustained, profitable growth in the years to come.” Mr. Zhou concluded.

 

GUIDANCE AND QUARTERLY REPORTING FOR FISCAL YEAR 2024

 

Given the uncertainties around the scope, timing and impact of portfolio actions, the management is currently not in a position to provide a meaningful estimate of the Company’s future financial performance. For that reason, the Company has decided not to provide a revenue guidance for fiscal year 2024.

 

The Company is committed to keeping our shareholders and stakeholders well-informed of any developments. Therefore, we will resume quarterly earnings reporting in fiscal year 2024, ensuring transparency and providing regular updates.

 

UNAUDITED FINANCIAL RESULTS FOR THE FOURTH FISCAL QUARTER ENDED AUGUST 31, 2023

 

Revenue

 

Revenue for the fourth fiscal quarter was RMB559.8 million, representing a 38.9% increase from RMB402.9 million for the same quarter of the last fiscal year.

 

Overseas Schools: Revenue contribution for the fourth fiscal quarter was RMB184.8 million, representing a 51.9% increase from RMB121.6 million for the same quarter of the last fiscal year. The increase was mainly attributable to the continuous recovery of overseas schools’ operation from the pandemic.

 

3


 

 

 

Complementary Education Services: Revenue contribution for the fourth fiscal quarter was RMB273.2 million, representing a 52.0% increase from RMB179.7 million for the same quarter of the last fiscal year. The increase was mainly attributable to the continuous recovery of study tour and camps, international contest training and other complementary business.

 

Domestic Kindergartens & K-12 Operation Services: Revenue contribution for the fourth fiscal quarter was RMB101.8 million, representing a 0.2% increase from RMB101.6 million for the same quarter of the last fiscal year. The increase was primarily driven by the short term rebound of various service revenues.

 

Cost of Revenue

 

Cost of revenue for the fourth fiscal quarter was RMB450.7 million, as compared to RMB320.6 million for the same quarter of the last fiscal year.

 

Gross Profit, Gross Margin and Adjusted Gross Profit

 

Gross profit for the fourth fiscal quarter was RMB109.1 million, representing a 32.5% increase from RMB82.3 million for the same quarter of the last fiscal year. Gross margin for the fourth quarter was 19.5%, as compared to 20.4% for the same quarter of the last fiscal year.

 

Adjusted gross profit for the fourth fiscal quarter was RMB112.8 million, representing a 30.7% increase from RMB86.3 million for the same quarter of the last fiscal year.

 

Selling, General and Administrative (SG&A) Expenses

 

Total SG&A expenses for the fourth fiscal quarter were RMB176.8 million, as compared to RMB137.8 million for the same quarter of the last fiscal year.

 

Operating Loss, Operating Margin and Adjusted Operating Loss

 

Operating loss for the fourth fiscal quarter was RMB286.2 million, representing a 52.5% decrease in loss from operating loss of RMB602.9 million for the same quarter of the last fiscal year. Operating loss margin was 51.1% for the fourth fiscal quarter, as compared to operating loss margin of 149.6% for the same quarter of the last fiscal year.

 

Adjusted operating loss for the fourth fiscal quarter was RMB57.2 million, as compared to adjusted operating loss of RMB50.3 million for the same quarter of the last fiscal year.

 

Net Loss and Adjusted Net Loss

 

Net loss for the fourth fiscal quarter was RMB340.3 million, representing a 47.1% decrease in loss from net loss of RMB643.5 million for the same quarter of the last fiscal year. This was attributed partly to the recovery of our overall businesses, but mainly to the notable improvement and commendable progress achieved in both top-line and bottom-line performance of Overseas Schools segment.

 

Adjusted net loss for the fourth fiscal quarter was RMB111.9 million, as compared to adjusted net loss of RMB91.8 million for the same quarter of the last fiscal year. 

 

4


 

 

 

Net Loss per ordinary share/ADS and Adjusted Net Loss per ordinary share/ADS

 

Basic and diluted net loss per ordinary share attributable to ordinary shareholders for the fourth fiscal quarter were RMB2.90 and RMB2.90, respectively, as compared to loss of RMB5.49 and RMB5.49, respectively, for the same quarter of the last fiscal year.

 

Adjusted basic and diluted net loss per ordinary share attributable to ordinary shareholders for the fourth fiscal quarter were RMB0.98 and RMB0.98, respectively, as compared to loss of RMB0.84 and RMB0.84, respectively, for the same quarter of the last fiscal year.

 

Basic and diluted net loss per ADS attributable to ADS holders for the fourth fiscal quarter were RMB11.60 and RMB11.60, respectively, as compared to loss of RMB21.96 and RMB21.96, respectively, for the same quarter of the last fiscal year.

 

Adjusted basic and diluted net loss per ADS attributable to ADS holders for the fourth fiscal quarter were RMB3.92 and RMB3.92, respectively, as compared to loss of RMB3.36 and RMB3.36, respectively, for the same quarter of the last fiscal year.

 

Adjusted EBITDA Loss

 

Adjusted EBITDA loss for the fourth fiscal quarter was RMB43.7 million, representing a 12.0% decrease in loss from adjusted EBITDA loss of RMB49.7 million for the same quarter of the last fiscal year. This is due to the strong recovery of our complementary education services’ operation.

 

UNAUDITED FINANCIAL RESULTS FOR THE FISCAL YEAR ENDED AUGUST 31, 2023

 

Revenue

 

Revenue for the fiscal year was RMB2,123.8 million, representing a 23.9% increase from RMB1,714.0 million for the last fiscal year.

 

Overseas Schools: Revenue contribution for the fiscal year was RMB809.5 million, representing a 24.0% increase from RMB652.8 million for the last fiscal year. The increase was mainly attributable to the continuous recovery of overseas schools’ operation from the pandemic.

 

Complementary Education Services: Revenue contribution for the fiscal year was RMB846.0 million, representing a 32.9% increase from RMB636.6 million for the last fiscal year. The increase was mainly attributable to the continuous recovery of study tour and camps, international contest training and other complementary business.

 

Domestic Kindergartens & K-12 Operation Services: Revenue contribution for the fiscal year was RMB468.3 million, representing a 10.3% increase from RMB424.6 million for the last fiscal year. The increase was primarily driven by the short term rebound of various service revenues.

 

Cost of Revenue

 

Cost of revenue for the fiscal year was RMB1,526.4 million, as compared to RMB1,237.3 million for the last fiscal year.

 

5


 

 

 

Gross Profit, Gross Margin and Adjusted Gross Profit

 

Gross profit for the fiscal year was RMB597.3 million, representing a 25.3% increase from RMB476.7 million for the last fiscal year. Gross margin increased to 28.1% from 27.8% for the last fiscal year.

 

Adjusted gross profit for the fiscal year was RMB612.2 million, representing a 23.8% increase from RMB494.5 million for the last fiscal year.

 

Selling, General and Administrative (SG&A) Expenses

 

Total SG&A expenses for the fiscal year were RMB614.6 million, as compared to RMB539.9 million for the last fiscal year.

 

Operating Loss, Operating Margin and Adjusted Operating Income/Loss

 

Operating loss for the fiscal year was RMB186.6 million, representing a 69.2% decrease in loss from operating loss of RMB606.5 million for the last fiscal year. Operating loss margin was 8.8% for the fiscal year, as compared to operating loss margin of 35.4% for the last fiscal year.

 

Adjusted operating income for the fiscal year was RMB53.7 million, as compared to adjusted operating loss of RMB40.9 million for the last fiscal year.

 

Net Loss and Adjusted Net Loss

 

Net loss for the fiscal year was RMB386.8 million, representing a 45.0% decrease in loss from net loss of RMB703.5 million for the last fiscal year. This was attributed partly to the recovery of our overall businesses, but mainly to the notable improvement and commendable progress achieved in both top-line and bottom-line performance of Overseas Schools segment.

 

Adjusted net loss for the fiscal year was RMB149.4 million, as compared to adjusted net loss of RMB141.7 million for the last fiscal year. 

 

Net Loss per ordinary share/ADS and Adjusted Net Loss per ordinary share/ADS

 

Basic and diluted net loss per ordinary share attributable to ordinary shareholders for the fiscal year were RMB3.33 and RMB3.33, respectively, as compared to loss of RMB5.98 and RMB5.98, respectively, for the last fiscal year.

 

Adjusted basic and diluted net loss per ordinary share attributable to ordinary shareholders for the fiscal year were RMB1.33 and RMB1.33, respectively, as compared to loss of RMB1.24 and RMB1.24, respectively, for the last fiscal year.

 

Basic and diluted net loss per ADS attributable to ADS holders for the fiscal year were RMB13.32 and RMB13.32, respectively, as compared to loss of RMB23.92 and RMB23.92, respectively, for the last fiscal year.

 

Adjusted basic and diluted net loss per ADS attributable to ADS holders for the fiscal year were RMB5.32 and RMB5.32, respectively, as compared to loss of RMB4.96 and RMB4.96, respectively, for the last fiscal year.

 

6


 

 

 

Adjusted EBITDA

 

Adjusted EBITDA for the fiscal year was RMB115.8 million, as compared to RMB147.0 million for the last fiscal year.

 

Cash and Working Capital

 

As of August 31, 2023, the Company’s cash and cash equivalents and restricted cash were RMB567.2 million (US$78.2 million), as compared to RMB765.4 million as of May 31, 2023.

 

CONVENIENCE TRANSLATION

 

The Company’s reporting currency is Renminbi (“RMB”). However, periodic reports made to shareholders will include current period amounts translated into U.S. dollars using the prevailing exchange rates at the balance sheet date, for the convenience of readers. Translations of balances in the condensed consolidated balance sheets, and the related condensed consolidated statements of operations, and cash flows from RMB into U.S. dollars as of and for the quarter and fiscal year ended August 31, 2023 are solely for the convenience of the readers and were calculated at the rate of US$1.00=RMB7.2582, representing the noon buying rate set forth in the H.10 statistical release of the U.S. Federal Reserve Board on August 31, 2023. No representation is made that the RMB amounts could have been, or could be, converted, realized or settled into US$ at that rate on August 31, 2023 or at any other rate.

 

NON-GAAP FINANCIAL MEASURES

 

In evaluating our business, we consider and use certain non-GAAP measures, including primarily adjusted EBITDA, adjusted net income/(loss), adjusted gross profit/(loss), adjusted operating income/(loss), adjusted net earnings/(loss) per share attributable to ordinary shareholders/ADS holders basic and diluted as supplemental measures to review and assess our operating performance. 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 U.S. GAAP. We define adjusted gross profit/(loss) as gross profit/(loss) excluding amortization of intangible assets. We define adjusted EBITDA as net income/(loss) excluding interest income/(expense), net, income tax expense/benefit, depreciation and amortization, share-based compensation expense, impairment loss on operating lease right-of-use assets, impairment loss on goodwill, impairment loss on intangible assets, impairment loss on the long-term investment, and impairment loss on property and equipment. We define adjusted net income/(loss) as net income/(loss) excluding share-based compensation expense, amortization of intangible assets, tax effect of amortization of intangible assets, impairment loss on operating lease right-of-use assets, impairment loss on goodwill, impairment loss on intangible assets, impairment loss on the long-term investment, and impairment loss on property and equipment. We define adjusted operating income/(loss) as operating income/(loss) excluding share-based compensation expense, amortization of intangible assets, impairment loss on operating lease right-of-use assets, impairment loss on goodwill, impairment loss on intangible assets, impairment loss on the long-term investment, and impairment loss on property and equipment. Additionally, we define adjusted net earnings/(loss) per share attributable to ordinary shareholders/ADS holders, basic and diluted, as adjusted net income/(loss) attributable to ordinary shareholders/ADS holders (net income/(loss) to ordinary shareholders/ADS holders excluding share-based compensation expense, amortization of intangible assets, tax effect of amortization of intangible assets, impairment loss on operating lease right-of-use assets, impairment loss on goodwill, impairment loss on intangible assets, impairment loss on the long-term investment, and impairment loss on property and equipment) divided by the weighted average number of basic and diluted ordinary shares or ADSs.

 

7


 

 

We incur amortization expense of intangible assets related to various acquisitions that have been made in recent years. These intangible assets are valued at the time of acquisition and are then amortized over a period of several years after the acquisition. We believe that exclusion of these expenses allows greater comparability of operating results that are consistent over time for the Company’s newly-acquired and long-held business as the related intangibles do not have significant connection to the growth of the business. Therefore, we provide exclusion of amortization of intangible assets to define adjusted gross profit, adjusted operating income/(loss), adjusted net income/(loss), and adjusted net earnings/(loss) per share attributable to ordinary shareholders/ADS holders, basic and diluted.

 

We present the non-GAAP financial measures because they are used by our management to evaluate our operating performance and formulate business plans. Such non-GAAP measures include adjusted EBITDA, adjusted net income/(loss), adjusted gross profit/(loss), adjusted operating income/(loss), adjusted net earnings/(loss) per share attributable to ordinary shareholders/ADS holders basic and diluted. Non-GAAP financial measures enable our management to assess our operating results without considering the impact of non-cash charges, including depreciation and amortization and share-based compensation expense, and without considering the impact of non-operating items such as interest income/(expense), net; income tax expense/benefit; share-based compensation expense; amortization of intangible assets, and tax effect of amortization of intangible assets. We also believe that the use of these non-GAAP measures facilitates investors’ assessment of our operating performance.

 

The non-GAAP financial measures are not defined under U.S. GAAP and are not presented in accordance with U.S. GAAP. The non-GAAP financial measures have limitations as analytical tools. One of the key limitations of using these non-GAAP financial measures is that they do not reflect all items of income and expense that affect our operations. Interest income/(expense), net; income tax expense/benefit; depreciation and amortization; share-based compensation expense; and tax effect of amortization of intangible assets, have been and may continue to be incurred in our business and are not reflected in the presentation of these non-GAAP measures, including adjusted EBITDA or adjusted net income/(loss). Further, these non-GAAP measures may differ from the non-GAAP information used by other companies, including peer companies, and therefore their comparability may be limited.

 

About Bright Scholar Education Holdings Limited

 

Bright Scholar is a global premier education service company, which primarily provides quality international education to global students and equip them with the critical academic foundation and skillsets necessary to succeed in the pursuit of higher education.

 

Safe Harbor Statement

 

This announcement contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, the Company’s business plans and development, which can be identified by terminology such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to” or other similar expressions. Such statements are based upon management’s current expectations and current market and operating conditions and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond the Company’s control, which may cause the Company’s actual results, performance or achievements to differ materially from those in the forward-looking statements. Further information regarding these and other risks, uncertainties or factors is included in the Company’s filings with the U.S. Securities and Exchange Commission. The Company does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under law.

 

IR Contact:

Email: BEDU.IR@gcm.international

 

Media Contact:

Email: media@brightscholar.com

Phone: +86-757-2991-6814

 

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BRIGHT SCHOLAR EDUCATION HOLDINGS LIMITED

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands)

 

    As of  
    August 31,     August 31,  
    2022     2023  
    RMB     RMB     USD  
ASSETS                  
Current assets                  
Cash and cash equivalents     664,769       537,325       74,030  
Restricted cash, net     191,365       28,261       3,894  
Accounts receivable, net     18,084       19,209       2,647  
Amounts due from related parties, net     196,626       188,445       25,963  
Other receivables, deposits and other assets, net     112,762       148,679       20,483  
Inventories     6,869       5,480       755  
Held for sale assets     11,258       -       -  
                         
Total current assets     1,201,733       927,399       127,772  
                         
Restricted cash - non-current     1,650       1,650       227  
Property and equipment, net     393,277       414,225       57,070  
Intangible assets, net     322,896       343,077       47,268  
Goodwill, net     1,433,916       1,328,872       183,086  
Long-term investments     40,486       36,070       4,970  
Prepayments for construction contracts     4,894       1,711       236  
Deferred tax assets, net     85,103       1,810       249  
Other non-current assets, net     15,343       15,249       2,101  
Operating lease right-of-use assets     1,453,833       1,549,447       213,475  
                         
Total non-current assets     3,751,398       3,692,111       508,682  
                         
TOTAL ASSETS     4,953,131       4,619,510       636,454  

 

9


 

 

BRIGHT SCHOLAR EDUCATION HOLDINGS LIMITED

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS-CONTINUED

(Amounts in thousands)

 

    As of  
    August 31,     August 31,  
    2022     2023  
    RMB     RMB     USD  
LIABILITIES AND EQUITY                  
Current liabilities                  
Accounts payable     100,229       105,193       14,493  
Amounts due to related parties     343,032       311,451       42,910  
Accrued expenses and other current liabilities     262,490       279,690       38,535  
Short-term loans     149,239       -       -  
Income tax payable     85,856       99,367       13,690  
Contract liabilities     516,731       541,683       74,630  
Refund liabilities     20,517       17,572       2,421  
Operating lease liabilities     104,515       125,447       17,283  
                         
Total current liabilities     1,582,609       1,480,403       203,962  
                         
Contract liabilities – non-current     2,203       2,116       292  
Deferred tax liabilities     21,707       42,093       5,799  
Other non-current liabilities due to related parties     11,197       -       -  
Long-term loan     633       -       -  
Operating lease liabilities – non-current     1,439,239       1,523,242       209,865  
Total non-current liabilities     1,474,979       1,567,451       215,956  
                         
TOTAL LIABILITIES     3,057,588       3,047,854       419,918  
                         
EQUITY                        
Share capital     8       8       1  
Additional paid-in capital     1,693,358       1,697,370       233,856  
Statutory reserves     14,872       20,155       2,777  
Accumulated other comprehensive income     34,401       172,230       23,729  
Accumulated deficit     (72,737 )     (473,154 )     (65,189 )
                         
Shareholders’ equity     1,669,902       1,416,609       195,174  
Non-controlling interests     225,641       155,047       21,362  
                         
TOTAL EQUITY     1,895,543       1,571,656       216,536  
                         
TOTAL LIABILITIES AND EQUITY     4,953,131       4,619,510       636,454  

 

10


 

 

BRIGHT SCHOLAR EDUCATION HOLDINGS LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Amounts in thousands, except for shares and per share data)

 

    Three Months Ended August 31,     Twelve Months Ended August 31,  
    2022     2023     2022     2023  
    RMB     RMB     USD     RMB     RMB     USD  
                                     
Revenue     402,911       559,775       77,123       1,713,965       2,123,751       292,600  
Cost of revenue     (320,564 )     (450,651 )     (62,089 )     (1,237,306 )     (1,526,419 )     (210,303 )
                                                 
Gross profit     82,347       109,124       15,034       476,659       597,332       82,297  
Selling, general and administrative expenses     (137,825 )     (176,841 )     (24,364 )     (539,893 )     (614,571 )     (84,673 )
Impairment loss on goodwill     (419,805 )     (207,830 )     (28,633 )     (419,805 )     (207,830 )     (28,633 )
Impairment loss on operating lease right-of use assets     (8,861 )     -       -       (8,861 )     -       -  
Impairment loss on property and equipment     (6,586 )     (12,891 )     (1,776 )     (6,586 )     (12,891 )     (1,776 )
Impairment loss on intangible assets     (113,385 )     (2,052 )     (283 )     (113,385 )     (2,052 )     (283 )
Impairment loss on the long-term investment     -       (2,613 )     (360 )     -       (2,613 )     (360 )
Other operating income     1,252       6,923       954       5,339       56,043       7,722  
                                                 
Operating loss     (602,863 )     (286,180 )     (39,428 )     (606,532 )     (186,582 )     (25,706 )
Interest expense, net     (17,093 )     1,220       168       (127,840 )     (7,367 )     (1,015 )
Investment income     28,200       909       125       135,309       60       8  
Other expenses     (579 )     (3,902 )     (537 )     (5,808 )     (6,677 )     (920 )
                                                 
Loss before income taxes and share of equity in (loss)/profit of unconsolidated affiliates     (592,335 )     (287,953 )     (39,672 )     (604,871 )     (200,566 )     (27,633 )
Income tax expense     (11,667 )     (52,425 )     (7,223 )     (58,919 )     (185,918 )     (25,615 )
Share of equity in (loss)/profit of unconsolidated affiliates     (39,515 )     61       8       (39,747 )     (339 )     (47 )
                                                 
Net loss     (643,517 )     (340,317 )     (46,887 )     (703,537 )     (386,823 )     (53,295 )
                                                 
Net loss attributable to non-controlling interests     7,556       4,291       591       5,803       8,311       1,145  
                                                 
Net loss attributable to ordinary shareholders     (651,073 )     (344,608 )     (47,478 )     (709,340 )     (395,134 )     (54,440 )
                                                 
                                                 
Net loss per share attributable to ordinary shareholders                                                
—Basic     (5.49 )     (2.90 )     (0.40 )     (5.98 )     (3.33 )     (0.46 )
—Diluted     (5.49 )     (2.90 )     (0.40 )     (5.98 )     (3.33 )     (0.46 )
                                                 
                                                 
Weighted average shares used in calculating net loss per ordinary share:                                                
—Basic     118,669,795       118,669,795       118,669,795       118,697,495       118,669,795       118,669,795  
—Diluted     118,669,795       118,669,795       118,669,795       118,697,495       118,669,795       118,669,795  
Net loss per ADS                                                
—Basic     (21.96 )     (11.60 )     (1.60 )     (23.92 )     (13.32 )     (1.84 )
—Diluted     (21.96 )     (11.60 )     (1.60 )     (23.92 )     (13.32 )     (1.84 )

 

11


 

 

BRIGHT SCHOLAR EDUCATION HOLDINGS LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in thousands)

 

    Three Months Ended August 31,     Twelve Months Ended August 31,  
    2022     2023     2022     2023  
    RMB     RMB     USD     RMB     RMB     USD  
                                     
Net cash generated from operating activities     167,161       6,923       954       47,173       22,261       3,067  
                                                 
Net cash generated from/(used in) investing activities     310,193       (20,003 )     (2,756 )     (836,769 )     (52,949 )     (7,295 )
                                                 
Net cash (used in)/generated from financing activities     (1,001,420 )     (208,397 )     (28,712 )     101,383       (298,794 )     (41,166 )
                                                 
Effect of exchange rate changes on cash and cash equivalents, and restricted cash     10,260       23,319       3,213       30,834       38,934       5,364  
                                               
Net change in cash and cash equivalents, and restricted cash     (513,806 )     (198,158 )     (27,301 )     (657,379 )     (290,548 )     (40,030 )
                                                 
Cash and cash equivalents, and restricted cash at beginning of the period     1,371,590       765,394       105,452       1,515,163       857,784       118,181  
                                                 
Cash and cash equivalents, and restricted cash at end of the period     857,784       567,236       78,151       857,784       567,236       78,151  

 

12


 

 

BRIGHT SCHOLAR EDUCATION HOLDINGS LIMITED

Reconciliations of GAAP and Non-GAAP Results

(Amounts in thousands, except for shares and per share data)

 

    Three Months Ended August 31,     Twelve Months Ended August 31,  
    2022     2023     2022     2023  
    RMB     RMB     USD     RMB     RMB     USD  
                                     
Gross profit     82,347       109,124       15,034       476,659       597,332       82,297  
Add: Amortization of intangible assets     3,931       3,642       502       17,814       14,916       2,055  
Adjusted gross profit     86,278       112,766       15,536       494,473       612,248       84,352  
                                                 
Operating loss     (602,863 )     (286,180 )     (39,428 )     (606,532 )     (186,582 )     (25,706 )
Add: Share-based compensation expense     -       -       -       (816 )     -       -  
Add: Amortization of intangible assets     3,931       3,642       502       17,814       14,916       2,055  
Add: Impairment loss on operating lease right-of-use assets     8,861       -       -       8,861       -       -  
Add: Impairment loss on goodwill     419,805       207,830       28,633       419,805       207,830       28,633  
Add: Impairment loss on intangible assets     113,385       2,052       283       113,385       2,052       283  
Add: Impairment loss on property and equipment     6,586       12,891       1,776       6,586       12,891       1,776  
Add: Impairment loss on the long-term investment     -       2,613       360       -       2,613       360  
Adjusted operating (loss)/income     (50,295 )     (57,152 )     (7,874 )     (40,897 )     53,720       7,401  
                                                 
Net loss     (643,517 )     (340,317 )     (46,887 )     (703,537 )     (386,823 )     (53,295 )
Add: Share-based compensation expense     -       -       -       (816 )     -       -  
Add: Amortization of intangible assets     3,931       3,642       502       17,814       14,916       2,055  
Add: Tax effect of amortization of intangible assets     (811 )     (581 )     (80 )     (3,764 )     (2,883 )     (397 )
Add: Impairment loss on operating lease right-of-use assets     8,861       -       -       8,861       -       -  
Add: Impairment loss on goodwill     419,805       207,830       28,633       419,805       207,830       28,633  
Add: Impairment loss on intangible assets     113,385       2,052       283       113,385       2,052       283  
Add: Impairment loss on property and equipment     6,586       12,891       1,776       6,586       12,891       1,776  
Add: Impairment loss on the long-term investment     -       2,613       360       -       2,613       360  
Adjusted net loss     (91,760 )     (111,870 )     (15,413 )     (141,666 )     (149,404 )     (20,585 )
                                                 
Net loss attributable to ordinary shareholders     (651,073 )     (344,608 )     (47,478 )     (709,340 )     (395,134 )     (54,440 )
Add: Share-based compensation expense     -       -       -       (816 )     -       -  
Add: Amortization of intangible assets     3,931       3,642       502       17,814       14,916       2,055  
Add: Tax effect of amortization of intangible assets     (811 )     (581 )     (80 )     (3,764 )     (2,883 )     (397 )
Add: Impairment loss on operating lease right-of-use assets     8,861       -       -       8,861       -       -  
Add: Impairment loss on goodwill     419,805       207,830       28,633       419,805       207,830       28,633  
Add: Impairment loss on intangible assets     113,385       2,052       283       113,385       2,052       283  
Add: Impairment loss on property and equipment     6,586       12,891       1,776       6,586       12,891       1,776  
Add: Impairment loss on the long-term investment     -       2,613       360       -       2,613       360  
Adjusted net loss attributable to ordinary shareholders     (99,316 )     (116,161 )     (16,004 )     (147,469 )     (157,715 )     (21,730 )
                                                 
Net loss     (643,517 )     (340,317 )     (46,887 )     (703,537 )     (386,823 )     (53,295 )
Add: Interest expense, net     17,093       (1,220 )     (168 )     127,840       7,367       1,015  
Add: Income tax expense     11,667       52,425       7,223       58,919       185,918       25,615  
Add: Depreciation and amortization     16,442       19,990       2,754       115,934       83,919       11,562  
Add: Share-based compensation expense     -       -       -       (816 )     -       -  
Add: Impairment loss on operating lease right-of-use assets     8,861       -       -       8,861       -       -  
Add: Impairment loss on goodwill     419,805       207,830       28,633       419,805       207,830       28,633  
Add: Impairment loss on intangible assets     113,385       2,052       283       113,385       2,052       283  
Add: Impairment loss on property and equipment     6,586       12,891       1,776       6,586       12,891       1,776  
Add: Impairment loss on the long-term investment     -       2,613       360       -       2,613       360  
Adjusted EBITDA     (49,678 )     (43,736 )     (6,026 )     146,977       115,767       15,949  
                                                 
Weighted average shares used in calculating adjusted net loss per ordinary share:                                                
—Basic and Diluted     118,669,795       118,669,795       118,669,795       118,697,495       118,669,795       118,669,795  
                                                 
Adjusted net loss per share attributable to ordinary shareholders                                                
—Basic     (0.84 )     (0.98 )     (0.13 )     (1.24 )     (1.33 )     (0.18 )
—Diluted     (0.84 )     (0.98 )     (0.13 )     (1.24 )     (1.33 )     (0.18 )
Adjusted net loss per ADS                                    
—Basic     (3.36 )     (3.92 )     (0.52 )     (4.96 )     (5.32 )     (0.72 )
—Diluted     (3.36 )     (3.92 )     (0.52 )     (4.96 )     (5.32 )     (0.72 )

 

 

13