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6-K 1 ea0222443-6k_bright.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 2024

 

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 26, 2024 By: /s/ Hui Zhang
  Name:   Hui Zhang
  Title: Chief Financial Officer

  

1


 

EXHIBIT INDEX

 

Exhibit No.

 

Description

Exhibit 99.1   Earnings Release

 

 

2

 

 

EX-99.1 2 ea022244301ex99-1_bright.htm EARNINGS RELEASE

Exhibit 99.1

 

 

Bright Scholar Announces Unaudited Financial Results for the Fourth Quarter and Fiscal Year 2024

 

Gross Profit from continuing operations increased 7.7% YoY and gross margin from continuing operations grew 2.3 ppts for fiscal year 2024

Management to hold a conference call today at 7:00 a.m. Eastern Time

 

CAMBRIDGE, England and FOSHAN, China, November 25, 2024 /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 its fourth quarter and fiscal year 2024 ended August 31, 2024.

 

FOURTH QUARTER OF FISCAL 2024 FINANCIAL HIGHLIGHTS

 

Revenue from continuing operations was RMB358.3 million, compared to RMB442.2 million for the same quarter last fiscal year.

 

Revenue from Overseas Schools was RMB185.1 million, representing a 0.2% increase from RMB184.8 million for the same quarter last fiscal year.

 

Loss from continuing operations was RMB954.8 million, compared to RMB285.1 million for the same quarter last fiscal year. Adjusted net loss1 narrowed by 24.3% to RMB92.0 million from RMB121.4 million for the same quarter last fiscal year.

 

Revenue from continuing operations by Segment

 

    For the fourth quarter ended
August 31,
    YoY     % of total revenue in  
(RMB in millions except for percentage)   2024     2023     % Change     F4Q2024  
Overseas Schools     185.1       184.8       0.2 %     51.7 %
Complementary Education Services2     129.8       161.7       -19.7 %     36.2 %
Domestic Kindergartens & K-12 Operation Services3     43.4       95.7       -54.7 %     12.1 %
Total     358.3       442.2       -19.0 %     100.0 %

 

 

1. Adjusted net income/(loss) is defined as net income/(loss) excluding share-based compensation expenses, amortization of intangible assets, tax effect of amortization of intangible assets, impairment loss on goodwill, impairment loss on intangible assets, impairment loss on property and equipment, impairment loss on the long-term investments, and income/(loss) from discontinued operations, net of tax.
2. The Complementary Education Services business comprises, overseas study counselling, art training, camps and others.
3. The Domestic Kindergartens & K-12 Operation Services business comprises operation services for students of domestic K-12 schools, including catering and procurement services. For more information on these adjusted financial measures, please see the section captioned “Non-GAAP Financial Measures” and the tables captioned “Reconciliations of GAAP and Non-GAAP Results” set forth at the end of this release.

 

 


 

 

FISCAL YEAR 2024 FINANCIAL HIGHLIGHTS

 

Revenue from continuing operations was RMB1,755.2 million, compared to RMB1,772.1 million for the last fiscal year.

 

Revenue from Overseas Schools was RMB951.2 million, representing an increase of 17.5% from the last fiscal year.

 

Gross profit from continuing operations was RMB503.6 million, representing an increase of 7.7% from RMB467.4 million for the last fiscal year. Gross margin from continuing operations increased to 28.7% from 26.4% for the last fiscal year.

 

Loss from continuing operations was RMB869.1 million, compared to RMB358.9 million for the last fiscal year. Adjusted net income was RMB1.1 million, compared to adjusted net loss of RMB192.6 for the last fiscal year.

 

Revenue from continuing operations by Segment

 

    For the fiscal year ended
August 31,
    YoY      % of total revenue in  
(RMB in millions except for percentage)     2024     2023     % Change     FY24  
Overseas Schools     951.2       809.5       17.5 %     54.2 %
Complementary Education Services     495.1       519.2       -4.7 %     28.2 %
Domestic Kindergartens & K-12 Operation Services     308.9       443.4       -30.3 %     17.6 %
Total     1,755.2       1,772.1       -1.0 %     100.0 %

 

MANAGEMENT COMMENTARY

 

Mr. Robert Niu, Chief Executive Officer of Bright Scholar, commented, “Throughout the year, we bolstered our global business and operations, strengthening our foundation for future advancement. Despite macro challenges, we achieved rapid progress in our overseas business while further enhancing our senior leadership team to help advance our near-term expansion goals in overseas markets. Our Overseas Schools business maintained its double-digit year-over-year revenue growth for the fiscal year. As we focused our resources on strengthening our high-growth core business, we have completed divesting non-core business from our Complementary Education Services segment by the end of the fiscal quarter. Moving into fiscal year 2025, we plan to reinforce our “dual-engine” growth strategy by focusing on the continued expansion of our overseas school business while propelling our global recruitment initiatives for prospective international students. We are well-positioned to drive further expansion and capture more of the sizeable market opportunities that will support our sustainable development over the long term.”

 

Ms. Cindy Zhang, Chief Financial Officer of Bright Scholar, added, “Ongoing development across our core businesses drove our healthy financial results for the fiscal year. Our total revenues for fiscal year 2024 remained stable year over year, with Overseas Schools revenue increasing by 18%. We continued to streamline our operations and improve operational efficiency. Notably, our gross profit increased by 7.7% and gross margin by 2.3 percentage points year-over-year. Meanwhile, we significantly enhanced our cash position, increasing our cash and cash equivalents and restricted cash by 20% for the fiscal year. Looking ahead, supported by our healthy balance sheet and the effective implementation of our “dual-engine” growth strategy, we are confident we can solidify our competitive edge while also driving long-term growth and profitability.”

 

2


 

 

UNAUDITED FINANCIAL RESULTS FOR THE FOURTH FISCAL QUARTER ENDED AUGUST 31, 2024

 

Revenue from Continuing Operations

 

Revenue was RMB358.3 million, compared to RMB442.2 million for the same quarter last fiscal year.

 

Overseas Schools: Revenue contribution was RMB185.1 million, representing a 0.2% increase from RMB184.8 million for the same quarter last fiscal year.

 

Complementary Education Services: Revenue contribution was RMB129.8 million, compared to RMB161.7 million for the same quarter last fiscal year. The decrease was mainly attributable to a reduction in extracurricular programs and study tours.

 

Domestic Kindergartens & K-12 Operation Services: Revenue contribution was RMB43.4 million, compared to RMB95.7 million for the same quarter last fiscal year.

 

Cost of Revenue from Continuing Operations

 

Cost of revenue was RMB322.4 million, or 90.0% of revenue, compared to RMB362.4 million, or 81.9%, for the same quarter last fiscal year.

 

Gross Profit, Gross Margin and Adjusted Gross Profit from Continuing Operations

 

Gross profit was RMB35.9 million, compared to RMB79.8 million for the same quarter last fiscal year. Gross margin was 10.0%, compared to 18.1% for the same quarter last fiscal year.

 

Adjusted gross profit4 was RMB36.9 million, compared to RMB80.9 million for the same quarter last fiscal year.

 

Selling, General and Administrative (SG&A) Expenses from Continuing Operations

 

Total SG&A expenses were RMB119.3 million, representing an 18.3% decrease from RMB146.0 million for the same quarter last fiscal year. This improvement was mainly due to our continuous efforts to streamline our operations and improve operational efficiency in our headquarters.

 

Operating Loss/Income, Operating Margin and Adjusted Operating Income from Continuing Operations

 

Operating loss was RMB941.8 million, compared to RMB227.6 million for the same quarter last fiscal year. Operating loss margin was 262.9%, compared to 51.5% for the same quarter last fiscal year.

 

Adjusted operating loss5 was RMB78.8 million, compared to RMB64.0 million for the same quarter last fiscal year.

 

Net Loss and Adjusted Net Income/Loss

 

Net loss was RMB1,004.7 million, compared to RMB340.3 million for the same quarter last fiscal year.

 

Adjusted net loss was RMB92.0 million, compared to RMB121.4 million for the same quarter last fiscal year.

 

 

4 Adjusted gross profit from continuing operations is defined as gross profit from continuing operations excluding amortization of intangible assets.
5. Adjusted operating income/(loss) from continuing operations is defined as operating income/(loss) from continuing operations excluding share-based compensation expenses, amortization of intangible assets, impairment loss on property and equipment, impairment loss on goodwill, impairment loss on intangible assets, and impairment loss on the long-term investments.

 

3


 

 

Adjusted EBITDA6

 

Adjusted EBITDA loss was RMB81.8 million, compared to RMB55.0 million for the same quarter last fiscal year.

 

Net Loss per Ordinary Share/ADS and Adjusted Net Earnings/Loss per Ordinary Share/ADS

 

Basic and diluted net loss per ordinary share attributable to ordinary shareholders from continuing operations were RMB7.90 each, compared to RMB2.41 each for the same quarter last fiscal year.

 

Basic and diluted net loss per ordinary share attributable to ordinary shareholders from discontinued operations were RMB0.42 each, compared to RMB0.50 each for the same quarter last fiscal year.

 

Adjusted basic and diluted net loss per ordinary share7 attributable to ordinary shareholders were RMB0.75 each, compared to RMB1.03 each for the same quarter last fiscal year.

 

Basic and diluted net loss per ADS attributable to ADS holders from continuing operations were RMB31.60 each, compared to RMB9.64 each for the same quarter last fiscal year.

 

Basic and diluted net loss per ADS attributable to ADS holders from discontinued operations were RMB1.68 each, compared to RMB2.00 each for the same quarter last fiscal year.

 

Adjusted basic and diluted net loss per ADS8 attributable to ADS holders were RMB3.00 each, compared to RMB4.12 each for the same quarter last fiscal year.

 

UNAUDITED FINANCIAL RESULTS FOR THE FISCAL YEAR ENDED AUGUST 31, 2024

 

Revenue from Continuing Operations

 

Revenue was RMB1,755.2 million, compared to RMB1,772.1 million for the last fiscal year.

 

Overseas Schools: Revenue contribution was RMB951.2 million, representing a 17.5% increase from RMB809.5 million for the last fiscal year. The increase was mainly attributable to increases in both the number of students enrolled and the average tuition fees of overseas schools.

 

Complementary Education Services: Revenue contribution was RMB495.1 million, compared to RMB519.2 million for the last fiscal year. The decrease was mainly attributable to a reduction in extracurricular programs and study tours.

 

Domestic Kindergartens & K-12 Operation Services: Revenue contribution was RMB308.9 million, compared to RMB443.4 million for the last fiscal year.

 

 

6. Adjusted EBITDA is defined as net income/(loss) excluding interest income/(expense), net, income tax expense/benefit, depreciation and amortization, share-based compensation expenses, impairment loss on property and equipment, impairment loss on goodwill, impairment loss on intangible assets, impairment loss on the long-term investments and income/(loss) from discontinued operations, net of tax.
7 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 expenses, amortization of intangible assets, tax effect of amortization of intangible assets, impairment loss on property and equipment, impairment loss on goodwill, impairment loss on intangible assets, impairment loss on the long-term investments and income/(loss) from discontinued operations, net of tax) divided by the weighted average number of basic and diluted ordinary shares.
8. 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 expenses, amortization of intangible assets, tax effect of amortization of intangible assets, impairment loss on property and equipment, impairment loss on goodwill, impairment loss on intangible assets, impairment loss on the long-term investments and income/(loss) from discontinued operations, net of tax) divided by the weighted average number of basic and diluted ADSs.

 

4


 

 

Cost of Revenue from Continuing Operations

 

Cost of revenue was RMB1,251.6 million, or 71.3% of revenue, compared to RMB1,304.7 million, or 73.6%, for the last fiscal year. The improvement was mainly attributable to cost-saving measures.

 

Gross Profit, Gross Margin and Adjusted Gross Profit from Continuing Operations

 

Gross profit was RMB503.6 million, representing a 7.7% increase from RMB467.4 million for the last fiscal year. The increase was mainly attributable to the revenue growth in Overseas Schools. Gross margin increased to 28.7% from 26.4% for the last fiscal year.

 

Adjusted gross profit was RMB507.8 million, representing a 7.6% increase from RMB471.8 million for the last fiscal year.

 

Selling, General and Administrative (SG&A) Expenses from Continuing Operations

 

Total SG&A expenses were RMB469.0 million, representing an 8.1% decrease from RMB510.3 million for the last fiscal year. This improvement was mainly due to our continuous efforts to streamline our global operations and improve operational efficiency in our headquarters.

 

Operating Loss/Income, Operating Margin and Adjusted Operating Income from Continuing Operations

 

Operating loss was RMB820.4 million, compared to RMB161.7 million for the last fiscal year. Operating loss margin was 46.7%, compared to 9.1% for the last fiscal year.

 

Adjusted operating income increased by 856.3% to RMB50.5 million, from RMB5.3 million for the last fiscal year.

 

Net Loss and Adjusted Net Income/Loss

 

Net loss was RMB1,032.9 million, compared to RMB386.8 million for the last fiscal year.

 

Adjusted net income was RMB1.1 million, compared to adjusted net loss of RMB192.6 million for the last fiscal year.

 

Adjusted EBITDA

 

Adjusted EBITDA increased by 44.1% to RMB80.7 million, from RMB56.0 million for the last fiscal year.

 

Net Loss per Ordinary Share/ADS and Adjusted Net Earnings/Loss per Ordinary Share/ADS

 

Basic and diluted net loss per ordinary share from continuing operations attributable to ordinary shareholders were RMB7.18 each, compared to RMB3.03 each for the last fiscal year.

 

Basic and diluted net loss per ordinary share from discontinued operations attributable to ordinary shareholders were RMB1.22 each, compared to RMB0.30 each for the last fiscal year.

 

Adjusted basic and diluted net income per ordinary share attributable to ordinary shareholders were RMB0.04 each, compared to net loss per ordinary share attributable to ordinary shareholders of RMB1.63 each for the last fiscal year.

 

5


 

 

Basic and diluted net loss per ADS from continuing operations attributable to ADS holders were RMB28.72 each, compared to RMB12.12 each for the last fiscal year.

 

Basic and diluted net loss per ADS from discontinued operations attributable to ADS holders were RMB4.88 each, compared to RMB1.20 each for the last fiscal year.

 

Adjusted basic and diluted net income per ADS attributable to ADS holders were RMB0.16 each, compared to net loss per ADS attributable to ADS holders were RMB6.52 each for the last fiscal year.

 

Cash and Working Capital

 

As of August 31, 2024, the Company had cash and cash equivalents and restricted cash of RMB505.8 million (US$71.3 million), compared to RMB419.9 million as of August 31, 2023.

 

CONFERENCE CALL

 

The Company’s management will host an earnings conference call at 7:00 a.m. U.S. Eastern Time (8:00 p.m. Beijing/Hong Kong Time) on November 25, 2024.

 

Dial-in details for the earnings conference call are as follows:

 

Mainland China: 4001-201203
Hong Kong: 800-905945
United States: 1-888-346-8982
International: 1-412-902-4272

 

Participants should dial in at least 5 minutes before the scheduled start time and ask to be connected to the call for “Bright Scholar Education Holdings Limited.”

 

Additionally, a live and archived webcast of the conference call will be available on the Company’s investor relations website at http://ir.brightscholar.com/.

 

A replay of the conference call will be accessible after the conclusion of the live call until December 2, 2024, by dialing the following telephone numbers:

 

United States Toll Free: 1-877-344-7529
International: 1-412-317-0088
Replay Passcode: 7352870

 

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 ended August 30, 2024 are solely for the convenience of the readers and were calculated at the rate of US$1.00=RMB7.0900, representing the noon buying rate set forth in the H.10 statistical release of the U.S. Federal Reserve Board on August 30, 2024. No representation is made that the RMB amounts could have been, or could be, converted, realized or settled into US$ at that rate on August 30, 2024, or at any other rate.

 

6


 

 

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) from continuing operations as gross profit/(loss) from continuing operations 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 expenses, impairment loss on property and equipment, impairment loss on goodwill, impairment loss on intangible assets, impairment loss on the long-term investments and income/(loss) from discontinued operations, net of tax. We define adjusted net income/(loss) as net income/(loss) excluding share-based compensation expenses, amortization of intangible assets, tax effect of amortization of intangible assets, impairment loss on goodwill, impairment loss on intangible assets, impairment loss on property and equipment, impairment loss on the long-term investments, and income/(loss) from discontinued operations, net of tax. We define adjusted operating income/(loss) from continuing operations as operating income/(loss) from continuing operations excluding share-based compensation expenses, amortization of intangible assets, impairment loss on property and equipment, impairment loss on goodwill, impairment loss on intangible assets and impairment loss on the long-term investments. 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 expenses, amortization of intangible assets, tax effect of amortization of intangible assets, impairment loss on goodwill, impairment loss on intangible assets,, impairment loss on property and equipment, impairment loss on the long-term investments, and income/(loss) from discontinued operations, net of tax) divided by the weighted average number of basic and diluted ordinary shares or ADSs.

 

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 from continuing operations, adjusted operating income/(loss) from continuing operations, adjusted net income/(loss), and adjusted net earnings/(loss) per share attributable to ordinary shareholders/ADS holders, basic and diluted. In addition, the strategic move to dispose of the non-core businesses is viewed as discontinued operations, which is a non-recurring item. The exclusion facilitates comparisons of our operating performance on a period-to-period basis. Therefore, we provide exclusion of income/(loss) from discontinued operations, net of tax, to define adjusted net income/(loss), adjusted EBITDA, adjusted net earnings/(loss) per share attributable to ordinary shareholders/ADS holders, basic and diluted.

 

7


 

 

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) from continuing operations, adjusted operating income/(loss) from continuing operations, 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 expenses, and without considering the impact of non-operating items such as interest income/(expense), net; income tax expense/benefit; share-based compensation expenses; amortization of intangible assets, tax effect of amortization of intangible assets, and without considering the impact of non-recurring item, i.e. income/(loss) from discontinued operations. 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; 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.

 

8


 

 

About Bright Scholar Education Holdings Limited

 

Bright Scholar is a premier global education service Group. The Company primarily provides quality international education to global students and equips them with the critical academic foundation and skillsets necessary to succeed in the pursuit of higher education.

 

For more information, please visit: https://ir.brightscholar.com/.

 

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@thepiacentegroup.com

Phone: +86 (10) 6508-0677/ +1-212-481-2050

 

Media Contact:

 

Email: media@brightscholar.com

 

9


 

 

BRIGHT SCHOLAR EDUCATION HOLDINGS LIMITED

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands)

 

    As of  
    August 31,     August 31,  
    2023     2024  
    RMB     RMB     USD  
                   
ASSETS                  
Current assets                  
Cash and cash equivalents     410,086       493,377       69,588  
Restricted cash     9,521       12,167       1,716  
Accounts receivable, net     13,800       18,793       2,651  
Amounts due from related parties, net     183,468       14,417       2,033  
Other receivables, deposits and other assets, net     116,807       123,860       17,470  
Inventories     1,183       1,160       164  
Current assets belong to discontinued operations     192,534       -       -  
                         
Total current assets     927,399       663,774       93,622  
                         
Restricted cash - non-current     250       250       35  
Property and equipment, net     390,006       349,349       49,273  
Intangible assets, net     310,022       49,598       6,995  
Goodwill, net     1,110,802       527,297       74,372  
Long-term investments, net     32,732       24,421       3,444  
Prepayments for construction contracts     1,712 328       46          
Deferred tax assets, net     1,644       1,920       271  
Other non-current assets, net     9,424       9,106       1,284  
Operating lease right-of-use assets - non current     1,490,009       1,419,406       200,198  
Non-current assets belong to discontinued operations     345,510       -       -  
                         
Total non-current assets     3,692,111       2,381,675       335,918  
                         
TOTAL ASSETS     4,619,510       3,045,449       429,540  

 

10


 

 

BRIGHT SCHOLAR EDUCATION HOLDINGS LIMITED

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS-CONTINUED

(Amounts in thousands)

 

    As of  
    August 31,     August 31,  
    2023     2024  
    RMB     RMB     USD  
LIABILITIES AND EQUITY                  
Current liabilities                  
Accounts payable     94,481       91,843       12,954  
Amounts due to related parties     244,259       78,365       11,053  
Accrued expenses and other current liabilities     233,053       191,222       26,971  
Income tax payable     88,460       78,986       11,140  
Contract liabilities - current     428,617       445,715       62,865  
Refund liabilities - current     10,129       9,872       1,392  
Operating lease liabilities - current     104,905       106,325       14,996  
Current liabilities belong to discontinued operations     276,499       -       -  
                         
Total current liabilities     1,480,403       1,002,328       141,371  
Non-current contract liabilities     971       866       122  
Deferred tax liabilities, net     34,755       31,174       4,397  
Operating lease liabilities - non current     1,461,255       1,404,973       198,163  
Non-current liabilities belong to discontinued operations     70,470       -       -  
Total non-current liabilities     1,567,451       1,437,013       202,682  
                         
TOTAL LIABILITIES     3,047,854       2,439,341       344,053  
                         
EQUITY                        
Share capital     8       8       1  
Additional paid-in capital     1,697,370       1,783,490       251,550  
Statutory reserves     20,155       16,535       2,332  
Accumulated other comprehensive income     172,230       191,397       26,995  
Accumulated deficit     (473,154 )     (1,474,619 )     (207,986 )
                         
Shareholders’ equity     1,416,609       516,811       72,892  
Non-controlling interests     155,047       89,297       12,595  
                         
TOTAL EQUITY     1,571,656       606,108       85,487  
                         
TOTAL LIABILITIES AND EQUITY     4,619,510       3,045,449       429,540  

 

11


 

 

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     Year Ended August 31  
    2023     2024     2023     2024  
    RMB     RMB     USD     RMB     RMB     USD  
                                     
Continuing operations                                    
Revenue     442,187       358,271       50,532       1,772,127       1,755,206       247,561  
Cost of revenue     (362,354 )     (322,407 )     (45,473 )     (1,304,699 )     (1,251,620 )     (176,533 )
                                                 
Gross profit     79,833       35,864       5,059       467,428       503,586       71,028  
Selling, general and administrative expenses     (145,996 )     (119,253 )     (16,820 )     (510,269 )     (469,047 )     (66,156 )
Impairment loss on goodwill     (147,116 )     (593,748 )     (83,744 )     (147,116 )     (593,748 )     (83,744 )
Impairment loss on intangible assets     -       (258,326 )     (36,435 )     -       (258,326 )     (36,435 )
Impairment loss on property and equipment     (12,891 )     (6,607 )     (932 )     (12,891 )     (6,607 )     (932 )
Impairment loss on the long-term investments     (2,613 )     -       -       (2,613 )     -       -  
Other operating income     1,162       316       45       43,783       3,699       522  
Operating loss     (227,621 )     (941,754 )     (132,827 )     (161,678 )     (820,443 )     (115,717 )
Interest income/(expense), net     2,124       392       55       (5,452 )     (1,315 )     (185 )
Investment loss     (25 )     (182 )     (26 )     (807 )     (2,516 )     (355 )
Other expenses     (4,316 )     (5,591 )     (790 )     (7,380 )     (4,012 )     (567 )
                                                 
Loss before income taxes and share of equity in profit/(loss) of unconsolidated affiliates     (229,838 )     (947,135 )     (133,588 )     (175,317 )     (828,286 )     (116,824 )
Income tax (expense)/ benefit     (55,301 )     337       48       (183,208 )     (32,908 )     (4,641 )
Share of equity in profit/(loss) of unconsolidated affiliates     61       (7,957 )     (1,122 )     (339 )     (7,876 )     (1,111 )
                                                 
Net loss from continuing operations     (285,078 )     (954,755 )     (134,662 )     (358,864 )     (869,070 )     (122,576 )
                                                 
Loss from discontinued operations, net of tax     (55,240 )     (49,929 )     (7,042 )     (27,959 )     (163,791 )     (23,102 )
                                                 
Net loss     (340,318 )     (1,004,684 )     (141,704 )     (386,823 )     (1,032,861 )     (145,678 )
                                                 
Net income/(loss) attributable to non-controlling interests                                                
Continuing operations     334       (16,761 )     (2,364 )     823       (17,296 )     (2,439 )
Discontinued operations     3,957       (60 )     (8 )     7,488       (19,286 )     (2,720 )
                                                 
Net loss attributable to ordinary shareholders                                                
Continuing operations     (285,412 )     (937,994 )     (132,298 )     (359,687 )     (851,774 )     (120,137 )
Discontinued operations     (59,197 )     (49,869 )     (7,034 )     (35,447 )     (144,505 )     (20,382 )
                                                 
Net loss per share attributable to ordinary shareholders                                                  
—Basic and diluted                                                
Continuing operations     (2.41 )     (7.90 )     (1.11 )     (3.03 )     (7.18 )     (1.01 )
Discontinued operations     (0.50 )     (0.42 )     (0.06 )     (0.30 )     (1.22 )     (0.17 )
                                                 
Weighted average shares used in calculating net loss per ordinary share:                                                
—Basic and diluted                                                
Continuing operations     118,669,795       118,669,795       118,669,795       118,669,795       118,669,795       118,669,795  
Discontinued operations     118,669,795       118,669,795       118,669,795       118,669,795       118,669,795       118,669,795  
                                                 
Net loss per ADS                                                
—Basic and diluted                                                
Continuing operations     (9.64 )     (31.60 )     (4.44 )     (12.12 )     (28.72 )     (4.04 )
Discontinued operations     (2.00 )     (1.68 )     (0.24 )     (1.20 )     (4.88 )     (0.68 )

 

12


 

 

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  
    2023     2024     2023     2024  
    RMB     RMB     USD     RMB     RMB     USD  
                                     
Net cash generated from operating activities     6,923       104,041       14,674       22,261       126,394       17,827  
                                                 
Net cash used in investing activities     (20,003 )     (128,015 )     (18,056 )     (52,949 )     (98,004 )     (13,823 )
                                                 
Net cash used in financing activities     (208,397 )     (1,201 )     (169 )     (298,794 )     (85,459 )     (12,053 )
                                                 
Effect of exchange rate changes on cash and cash equivalents, and restricted cash     23,319       (6,270 )     (884 )     38,934       (4,373 )     (617 )
                                                 
Net change in cash and cash equivalents, and restricted cash     (198,158 )     (31,445 )     (4,435 )     (290,548 )     (61,442 )     (8,666 )
                                                 
Cash and cash equivalents, and restricted cash at beginning of the period     765,394       537,239       75,774       857,784       567,236       80,005  
                                                 
Cash and cash equivalents, and restricted cash at end of the period     567,236       505,794       71,339       567,236       505,794       71,339  

 

13


 

 

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     Year Ended August 31  
    2023     2024     2023     2024  
    RMB     RMB     USD     RMB     RMB     USD  
                                     
Gross profit from continuing operations     79,833       35,864       5,059       467,428       503,586       71,028  
Add: Amortization of intangible assets     1,050       1,050       148       4,341       4,184       590  
Adjusted gross profit from continuing operations     80,883       36,914       5,207       471,769       507,770       71,618  
                                                 
Operating loss from continuing operations     (227,621 )     (941,754 )     (132,827 )     (161,678 )     (820,443 )     (115,717 )
Add: Share-based compensation expenses     -       3,240       457       -       8,101       1,143  
Add: Amortization of intangible assets     1,050       1,050       148       4,341       4,184       590  
Add: Impairment loss on goodwill     147,116       593,748       83,744       147,116       593,748       83,744  
Add: Impairment loss on intangible assets     -       258,326       36,435       -       258,326       36,435  
Add: Impairment loss on property and equipment     12,891       6,607       932       12,891       6,607       932  
Add: Impairment loss on the long-term investments     2,613       -       -       2,613       -       -  
Adjusted operating (loss)/income from continuing operations     (63,951 )     (78,783 )     (11,111 )     5,283       50,523       7,127  
                                                 
Net loss     (340,318 )     (1,004,684 )     (141,704 )     (386,823 )     (1,032,861 )     (145,678 )
Add: Share-based compensation expenses     -       3,240       457       -       8,101       1,143  
Add: Amortization of intangible assets     1,050       1,050       148       4,341       4,184       590  
Add: Tax effect of amortization of intangible assets     (41 )     (209 )     (29 )     (670 )     (833 )     (117 )
Add: Impairment loss on goodwill     147,116       593,748       83,744       147,116       593,748       83,744  
Add: Impairment loss on intangible assets     -       258,326       36,435       -       258,326       36,435  
Add: Impairment loss on property and equipment     12,891       6,607       932       12,891       6,607       932  
Add: Impairment loss on the long-term investments     2,613       -       -       2,613       -       -  
Less: Loss from discontinued operations, net of tax     (55,240 )     (49,929 )     (7,042 )     (27,959 )     (163,791 )     (23,102 )
Adjusted net (loss)/income     (121,449 )     (91,993 )     (12,975 )     (192,573 )     1,063       151  
                                                 
Net loss attributable to ordinary shareholders     (344,608 )     (987,863 )     (139,332 )     (395,134 )     (996,279 )     (140,519 )
Add: Share-based compensation expenses     -       3,240       457       -       8,101       1,143  
Add: Amortization of intangible assets     1,050       1,050       148       4,341       4,184       590  
Add: Tax effect of amortization of intangible assets     (41 )     (209 )     (29 )     (670 )     (833 )     (117 )
Add: Impairment loss on goodwill     147,116       579,827       81,781       147,116       579,827       81,781  
Add: Impairment loss on intangible assets     -       258,326       36,435       -       258,326       36,435  
Add: Impairment loss on property and equipment     12,891       6,607       932       12,891       6,607       932  
Add: Impairment loss on the long-term investments     2,613       -       -       2,613       -       -  
Less: Loss from discontinued operations, net of tax     (59,197 )     (49,869 )     (7,034 )     (35,447 )     (144,505 )     (20,382 )
Adjusted net (loss)/income attributable to ordinary shareholders     (121,782 )     (89,153 )     (12,574 )     (193,396 )     4,438       627  
                                                 
Net loss     (340,318 )     (1,004,684 )     (141,704 )     (386,823 )     (1,032,861 )     (145,678 )
Add: Interest expense, net     (2,124 )     (392 )     (55 )     5,452       1,315       185  
Add: Income tax expense     55,301       (337 )     (48 )     183,208       32,908       4,641  
Add: Depreciation and amortization     14,293       11,808       1,665       63,598       48,796       6,882  
Add: Share-based compensation expenses     -       3,240       457       -       8,101       1,143  
Add: Impairment loss on goodwill     147,116       593,748       83,744       147,116       593,748       83,744  
Add: Impairment loss on intangible assets     -       258,326       36,435       -       258,326       36,435  
Add: Impairment loss on property and equipment     12,891       6,607       932       12,891       6,607       932  
Add: Impairment loss on the long-term investments     2,613       -       -       2,613       -       -  
Less: Loss from discontinued operations, net of tax     (55,240 )     (49,929 )     (7,042 )     (27,959 )     (163,791 )     (23,102 )
Adjusted EBITDA     (54,988 )     (81,755 )     (11,532 )     56,014       80,731       11,386  
                                                 
Weighted average shares used in calculating adjusted net (loss)/income per ordinary share:                                                
—Basic and Diluted                                                
Continuing operations     118,669,795       118,669,795       118,669,795       118,669,795       118,669,795       118,669,795  
Discontinued operations     118,669,795       118,669,795       118,669,795       118,669,795       118,669,795       118,669,795  
                                                 
Adjusted net (loss)/income per share attributable to ordinary shareholders                                                
—Basic     (1.03 )     (0.75 )     (0.11 )     (1.63 )     0.04       0.01  
—Diluted     (1.03 )     (0.75 )     (0.11 )     (1.63 )     0.04       0.01  
                                                 
Adjusted net (loss)/income per ADS                                    
—Basic     (4.12 )     (3.00 )     (0.44 )     (6.52 )     0.16       0.04  
—Diluted     (4.12 )     (3.00 )     (0.44 )     (6.52 )     0.16       0.04  

 

 

14