Form 6-K

 

 

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 May 2019

Commission File Number: 001-38235

 

 

RISE EDUCATION CAYMAN LTD

 

 

Room 101, Jia He Guo Xin Mansion,

No. 15 Baiqiao Street Guangqumennei, Dongcheng District

Beijing 100062, 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  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

 

 

 


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

RISE Education Cayman Ltd
By:  

/s/ Yiding Sun

Name:   Yiding Sun
Title:   Director and Chief Executive Officer

Date: May 16, 2019


Exhibit Index

 

Exhibit

    No.    

   Description
Exhibit 99.1    Press Release
EX-99.1

Exhibit 99.1

RISE Education Announces First Quarter 2019 Unaudited Financial Results

BEIJING, May 16, 2019 – RISE Education Cayman Ltd (“RISE” or the “Company”) (NASDAQ: REDU), a leading junior English Language Training (“ELT”) provider in China, today announced its unaudited financial results for the first quarter ended March 31, 2019.

Highlights for the First Quarter of 2019

 

   

Total revenues increased by 24.0% year-over-year to RMB335.0 million (US$49.9 million) in the first quarter of 2019.

 

   

Operating income increased by 26.9% year-over-year to RMB53.0 million (US$7.9 million) in the first quarter of 2019.

 

   

Non-GAAP operating income increased by 24.3% year-over-year to RMB60.7 million (US$9.0 million) in the first quarter of 2019.

 

   

Net income attributable to RISE increased by 1.5% year-over-year to RMB36.4 million (US$5.4 million) in the first quarter of 2019.

 

   

Non-GAAP net income attributable to RISE1 increased by 2.7% year-over-year to RMB44.0 million (US$6.6 million) in the first quarter of 2019.

 

   

Adjusted EBITDA1 increased by 16.8% year-over-year to RMB80.5 million (US$12.0 million) in the first quarter of 2019.

 

   

Total number of student enrollments2 in the first quarter of 2019 was 16,522 which includes 887 from online courses, 90 from short-term and SSAT test-prep courses, and 786 from The Edge Learning Centers Limited (“The Edge”). Student enrollments during the quarter were temporarily impacted by an earlier than usual annual price increase in Beijing, which resulted in students registering earlier, than they normally would have done prior to when the price increase took effect during the first quarter of 2019.

 

   

The total number of the Company’s learning centers increased to 395, consisting of 78 self-owned (including 2 operated by The Edge) and 317 franchised learning centers.

 

   

Student retention rate at self-owned learning centers increased to 72% in the first quarter of 2019, compared with 71% of the same period of the prior year.

 

    

Three Months Ended

March 31,

 
(in thousands RMB, except for percentage and per ADS data)    2018      2019      Pct. Change  

Revenues

     270,129        335,026        24.0

Operating income

     41,782        53,040        26.9

Non-GAAP Operating income

     48,808        60,664        24.3

Net income attributable to RISE

     35,821        36,370        1.5

Non-GAAP net income attributable to RISE

     42,847        43,994        2.7

Net income per ADS attributable to RISE – basic

     0.64        0.64        0.0

Net income per ADS attributable to RISE – diluted

     0.62        0.63        1.6

Non-GAAP net income per ADS attributable to RISE – basic

     0.76        0.77        1.3

Non-GAAP net income per ADS attributable to RISE – diluted

     0.74        0.76        2.7

Adjusted EBITDA

     68,904        80,499        16.8

 

 

1 

Non-GAAP net income attributable to RISE excludes share-based compensation expenses and amortization of certain intangible assets, including teaching course license, trademark, student base and franchise agreements, as part of the junior English Language Training (“ELT”) business acquisition by the Company from certain third-party in 2013 (the “2013 acquisition”) from net income attributable to RISE. EBITDA represents net income before interests, taxes, depreciation and amortization. Adjusted EBITDA excludes share-based compensation expenses from EBITDA. For details on the calculation of each of these and the reconciliation of each to the most directly comparable GAAP financial measure, see “About Non-GAAP Financial Measures” and “Reconciliation of GAAP and Non-GAAP Results.”

2 

Student enrollment refers to the cumulative total number of courses enrolled in by students during a given period of time; if one student enrolls in multiple courses, it will be counted as multiple student enrollments.

 

1


“We are pleased to see the robust top and bottom line growth during the quarter,” commented Mr. Yiding Sun, Chief Executive Officer of RISE. “We maintained the pace of our planned capacity expansion which is key to driving long-term sustainable growth, by opening 2 self-owned learning centers and 13 franchised centers during the quarter. We will continue to support organic revenue growth throughout the remainder of the year while taking advantage of market opportunities to diversify and accelerate growth momentum. Our goal for 2019 is to leverage our investments in content development, teacher training, and technology to improve our product offerings and enhance business operations. We believe these investments will allow us to further improve the educational experience for both students and parents. I strongly believe that this laser-like focus on growing the business sustainably over the long-term will help us consolidate our leading position in the market.”

Ms. Jiandong Lu, Chief Operating Officer and Chief Financial Officer of RISE, stated, “Our student retention rate during the quarter increased to 72%, demonstrating just how effective we have been at enhancing the quality of our education products and building upon the trust and loyalty parents have in us. We continue to invest in selling and marketing in a controlled and targeted manner to attract new students and strengthen word-of-mouth referrals. Learning centers opened during prior quarters are performing well and are on track to generate higher utilization rates as they ramp up capacity, mature, and contribute to revenue more meaningfully. We are in negotiations with a number of franchise partners to acquire their learning centers which are progressing well. I am confident that we have the right strategy in place to drive organic revenue growth by mid-twenty percentage for the year while generating healthy profit.”

Financial Results for the First Quarter of 2019

Revenues

Total revenues for the first quarter of 2019 increased by RMB64.9 million, or 24.0%, to RMB335.0 million (US$49.9 million) from RMB270.1 million for the same period of the prior year. The increase was primarily attributable to an increase in revenues from educational programs.

 

   

Revenues from educational programs for the first quarter of 2019 increased by 23.7% to RMB286.6 million (US$42.7 million) from RMB231.7 million for the same period of the prior year. Starting during the first quarter of 2019, revenues from educational programs include revenues generated by The Edge. Revenues from educational programs in previous quarters have been adjusted for consistency and comparable comparisons. The increase in revenues from educational programs was primarily due to (i) a significant increase in the number of student enrollments for the Company’s regular courses operated by self-owned learning centers and (ii) a high and stable student retention rate of 72% during the quarter. The number of our self-owned learning centers also increased to 78 as of March 31, 2019 from 64 as of March 31, 2018. The Company added 183 classrooms as of March 31, 2019 when compared with March 31, 2018.

 

   

Franchise revenues for the first quarter of 2019 increased by 35.3% to RMB38.2 million (US$5.7 million) from RMB28.2 million for the same period of the prior year, primarily due to an increase in one-time franchise fees and recurring franchise fees associated with an increase in the number of franchised learning centers from 220 as of March 31, 2018 to 317 as of March 31, 2019.

 

   

Other revenues for the first quarter of 2019 increased by 0.9% to RMB10.3 million (US$1.5 million) compared to RMB10.2 million for the same period of the prior year.

Cost of Revenues

Cost of revenues for the first quarter of 2019 increased by RMB28.9 million, or 23.1%, to RMB154.4 million (US$23.0 million) from RMB125.5 million during the same period last year. The increase was primarily due to an increase in rental costs associated with the Company’s expanding operations and personnel costs associated with an increase in teacher headcount and total teaching hours at the Company’s self-owned learning centers. Non-GAAP cost of revenues3 for the first quarter of 2019 increased by 23.6% to RMB150.5 million (US$22.4 million).

 

 

3 

Non-GAAP cost of revenues exclude relevant share-based compensation expenses and amortization of certain intangible assets acquired as part of the 2013 acquisition from cost of revenues. Non-GAAP operating income adds back share-based compensation expenses and amortization of certain intangible assets acquired as part of the 2013 acquisition. Each of non-GAAP operating expenses, non-GAAP selling and marketing expenses or non-GAAP general and administrative expenses excludes relevant share-based compensation expenses and amortization of certain intangible assets acquired as part of the 2013 acquisition. For details on the calculation of each of these and the reconciliation of each to the most directly comparable GAAP financial measure, see “About Non-GAAP Financial Measures” and “Reconciliation of GAAP and Non-GAAP Results.”

 

2


Gross Profit

Gross profit for the first quarter of 2019 increased by RMB36.0 million, or 24.9%, to RMB180.6 million (US$26.9 million) from RMB144.7 million for the same period of the prior year. Gross margin increased to 53.9% during the first quarter of 2019 from 53.6% during the same period of last year.

Operating Expenses

Total operating expenses for the first quarter of 2019 increased by RMB24.7 million, or 24.0%, to RMB127.6 million (US$19.0 million) from RMB102.9 million for the same period of the prior year. Non-GAAP operating expenses for the first quarter of 2019 were RMB123.9 million (US$18.5 million).

 

   

Selling and marketing expenses increased by 35.3% year-over-year to RMB65.7 million (US$9.8 million) during the first quarter of 2019 from RMB48.5 million during the same period last year. The increase was primarily due to an increase in marketing channel expenses and personnel costs associated with the Company’s expanding network of self-owned learning centers and growth in student enrollments. Non-GAAP selling and marketing expenses during the first quarter of 2019 increased by 37.3% year-over-year to RMB64.8 million (US$9.7 million).

 

   

General and administrative expenses increased by 13.9% year-over-year to RMB61.9 million (US$9.2 million) during the first quarter of 2019 from RMB54.4 million for the same period of the prior year. The increase was mainly attributable to an increase in personnel costs and office expenses associated with the Company’s expanding business. Non-GAAP general and administrative expenses for the first quarter of 2019 increased by 12.8% year-over-year to RMB59.1 million (US$8.8 million).

Operating Income and Operating Margin

Operating income for the first quarter of 2019 was RMB53.0 million (US$7.9 million). Non-GAAP operating income for the first quarter of 2019 increased by 24.3% year-over-year to RMB60.7 million (US$9.0 million).

Operating margin for the first quarter of 2019 was 15.8%, compared with 15.5% during the same period of the prior year. Non-GAAP operating margin stayed the same at 18.1% compared with the same period last year.

Interest Expense

Interest expense for the first quarter of 2019 was RMB9.0 million (US$1.3 million) compared to RMB8.2 million during the same period of the prior year. The increase in interest expense was primarily attributable to higher interest rate.

Other Income

Other income for the first quarter of 2019 was RMB7.9 million (US$1.2 million), compared with RMB10.9 million during the same period of the prior year.

Net Income Attributable to RISE

Net income attributable to RISE for the first quarter of 2019 increased by 1.5% to RMB36.4 million (US$5.4 million) from RMB35.8 million during the same period of the prior year. Net margin attributable to RISE for the first quarter of 2019 was 10.9%. Non-GAAP net income attributable to RISE for the first quarter of 2019 increased by 2.7% year-over-year to RMB44.0 million (US$6.6 million) from RMB42.8 million for the same period of the prior year.

EBITDA represents net income before interests, taxes, depreciation, and amortization. EBITDA for the first quarter of 2019 was RMB77.1 million (US$11.5 million). Adjusted EBITDA for the first quarter of 2019 increased by RMB11.6 million, or 16.8%, to RMB80.5 million (US$12.0 million) from RMB68.9 million for the same period of the prior year. Adjusted EBITDA margin was 24.0% for the first quarter of 2019, compared to 25.5% for the same period of the prior year.

 

3


Basic and Diluted Earnings per ADS

Basic and diluted net income attributable to RISE per ADS was RMB0.64 (US$0.10) and RMB0.63 (US$0.09), respectively, for the first quarter of 2019. Basic and diluted non-GAAP net income attributable to RISE per ADS was RMB0.77 (US$0.12) and RMB0.76 (US$0.11), respectively, for the first quarter of 2019.

For details on the calculation of and reconciliation to the nearest GAAP measures for each of non-GAAP cost of revenues, operating expenses, net income, net income attributable to RISE per ADS, EBITDA, and adjusted EBITDA, see “About Non-GAAP Financial Measures” and “Reconciliation of GAAP and Non-GAAP Results.”

Cash Flow

Net cash provided by operating activities for the first quarter of 2019 was RMB5.0 million (US$0.7 million) compared to RMB198.4 million during the same period of the prior year. The decrease was mainly attributable to (i) the annual increase in course prices for Beijing which took place in January this year rather than in April as in previous years, which resulted in students’ early payment of tuition fees during the fourth quarter of 2018 before the price increase took effect; and (ii) the collection of tuition fee payments in three-month installments rather than in full to comply with new government policies.

Balance Sheet

As of March 31, 2019, the Company had cash and cash equivalents and restricted cash of RMB1,293.1 million (US$192.7 million) compared to RMB1,316.8 million as of December 31, 2018.

Current and non-current deferred revenue and customer advances were RMB995.6 million (US$148.4 million) as of March 31, 2019, representing a decrease of 4.2% from RMB1,038.8 million as of December 31, 2018. The decrease was primarily due to the change of tuition fees collection schedule for K-12 tutoring courses.

Business Outlook

For the second quarter of 2019, the Company expects its total revenues to be in the range of RMB369 million to RMB375 million, representing a year-over-year growth of approximately 23% to 25%. This forecast reflects the Company’s current and preliminary view on the market and operational conditions, which is subject to change.

Conference Call Information

RISE will hold a conference call on Thursday, May 16, 2019 at 9:00 p.m. U.S. Eastern Time (Friday, May 17, 2019 at 9:00 a.m. Beijing Time) to discuss the financial results. Participants may access the call by dialing the following numbers:

 

United States:    +1-845-675-0437
International:    +65-6713-5090
China Domestic:    400-6208-038
Hong Kong:    +852-3018-6771
Conference ID:    # 4594879

The replay will be accessible through May 23, 2019 by dialing the following numbers:

 

United States:    +1-646-254-3697
International:    +61-2-8199-0299
Conference ID:    # 4594879

A live and archived webcast of the conference call will also be available at the Company’s investor relations website at http://ir.risecenter.com/.

 

4


Exchange Rate

This announcement contains translations of certain RMB amounts into U.S. dollars (“USD”) at specified rates solely for the convenience of the reader. Unless otherwise stated, all translations from RMB to USD were made at the rate of RMB6.7112 to US$1.00, the noon buying rate in effect on March 31, 2019 in the H.10 statistical release of the Federal Reserve Board. The Company makes no representation that the RMB or USD amounts referred could be converted into USD or RMB, as the case may be, at any particular rate or at all. For analytical presentation, all percentages are calculated using the numbers presented in the financial statements contained in this earnings release.

About Non-GAAP Financial Measures

To supplement RISE’s financial results presented in accordance with U.S. GAAP, the Company uses non-GAAP financial measures, which are adjusted from results based on U.S. GAAP. Reconciliations of non-GAAP financial measures to U.S. GAAP financial measures are set forth in table at the end of this earnings release titled “Reconciliation of GAAP and Non-GAAP Results,” which provides more details on the non-GAAP financial measures.

Non-GAAP cost of revenues, non-GAAP operating expenses, including non-GAAP selling and marketing expenses and non-GAAP general and administrative expenses, provides the Company with an understanding of the results from the primary operations of the Company’s business by excluding the effects of certain transaction-related expenses that do not reflect the ordinary operating expenses of the Company’s operations and share-based compensation.

EBITDA, adjusted EBITDA, adjusted EBITDA margin and non-GAAP net income provide the Company with an understanding of the results from the primary operations of the Company’s business by excluding the effects of certain transaction-related expenses that do not reflect the ordinary EBITDA and net income of the Company’s operations.

The Company uses non-GAAP operating expenses, including non-GAAP selling and marketing expenses and non-GAAP general and administrative expenses, non-GAAP operating income, Non-GAAP operating margin, EBITDA, adjusted EBITDA, adjusted EBITDA margin, non-GAAP net income attributable to RISE, and non-GAAP basic and diluted net income per ADS attributable to RISE to evaluate the Company’s period-over-period operating performance because the Company’s management believes these provide a more comparable measure of the Company’s continuing business as it adjusts for transaction-related expenses that are not reflective of the normal earnings of the Company’s business. These measures may be useful to an investor in evaluating the underlying operating performance of the Company’s business, and to enhance investors’ overall understanding of the historical and current financial performance of the Company’s continuing operations and prospects for the future.

Non-GAAP financial information should not be considered a substitute for or superior to U.S. GAAP results. In addition, calculations of this non-GAAP financial information may be different from calculations used by other companies, and therefore comparability may be limited.

Non-GAAP cost of revenues exclude relevant share-based compensation expenses and amortization of certain intangible assets (“IA”) acquired as part of the 2013 acquisition from cost of revenues. Non-GAAP operating income adds back share-based compensation expenses and amortization of certain intangible assets acquired as part of the 2013 acquisition. Each of non-GAAP operating expenses, non-GAAP selling and marketing expenses or non-GAAP general and administrative expenses excludes relevant share-based compensation expenses and amortization of certain intangible assets acquired as part of the 2013 acquisition. EBITDA represents net income before interests, taxes, depreciation and amortization.

For more information on non-GAAP financial measures, please see the tables captioned “Reconciliations of non-GAAP financial measures to the nearest comparable GAAP measures.”

About RISE Education

RISE Education Cayman Ltd is a leading junior English Language Training (“ELT”) provider based in Beijing. Founded in 2007, the Company pioneered the application of the “subject-based learning” philosophy in China, which uses language arts, math, natural science, and social science to teach English in an immersive environment that helps students learn to speak and think like a native speaker. Through three flagship courses, Rise Start, Rise On, and Rise Up, the Company provides ELT to students aged three to six, seven to twelve and thirteen to eighteen, respectively. The Company’s highly scalable business model includes both self-owned and franchised learning centers. For more information, please visit http://en.risecenter.com/.

 

5


Safe Harbor Statement

This press release contains statements of a forward-looking nature. These statements, including the statements relating to the Company’s future financial and operating results, are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. You can identify these forward-looking statements by terminology such as “will,” “expects,” “believes,” “anticipates,” “intends,” “estimates” and similar statements. Among other things, management’s quotations and the Business Outlook section contain forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties and are based on current expectations, assumptions, estimates and projections about RISE and the industry. Potential risks and uncertainties include, but are not limited to, those relating to its ability to attract new students and retain existing students, its ability to maintain or enhance its brand, its ability to compete effectively against its competitors, its ability to execute its growth strategy, its ability to introduce new products or enhance existing products, its ability to obtain required licenses, permits, filings or registrations, its ability to grow or operate or effectively monitor its franchise business, quarterly variations in its operating results caused by factors beyond its control, macroeconomic conditions in China and government policies and regulations relating to its corporate structure, business and industry and their potential impact on its future business development, financial condition and results of operations. All information provided in this press release is as of the date hereof, and RISE undertakes no obligation to update any forward-looking statements to reflect subsequent occurring events or circumstances, or changes in its expectations, except as may be required by law. Although RISE believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that its expectations will turn out to be correct, and investors are cautioned that actual results may differ materially from the anticipated results. Further information regarding risks and uncertainties faced by RISE is included in RISE’s filings with the U.S. Securities and Exchange Commission, including its annual report on Form 20-F for the year ended December 31, 2018.

Investor Relations Contact

Mei Li

RISE Education

Email: riseir@rdchina.net

Tel: +86 (10) 8559-9191

 

6


RISE EDUCATION CAYMAN LTD

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

 

     As of  
     December 31     March 31     March 31  
     2018     2019     2019  
     RMB     RMB     USD  

ASSETS

      

Current assets:

      

Cash and cash equivalents

     1,288,080       1,264,764       188,456  

Restricted cash

     28,705       28,340       4,223  

Accounts receivable, net

     2,438       2,716       404  

Amounts due from a related party

     190       186       28  

Inventories

     11,320       8,164       1,216  

Prepaid expenses and other current assets

     57,984       49,675       7,402  
  

 

 

   

 

 

   

 

 

 

Total current assets

     1,388,717       1,353,845       201,729  
  

 

 

   

 

 

   

 

 

 

Property and equipment, net

     128,412       131,987       19,667  

Intangible assets, net

     198,057       189,716       28,269  

Goodwill

     491,969       485,032       72,272  

Deferred tax assets

     6,713       21,842       3,255  

Other non-current assets

     654,963       640,725       95,470  
  

 

 

   

 

 

   

 

 

 

Total assets

     2,868,831       2,823,147       420,662  
  

 

 

   

 

 

   

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

      

Current liabilities:

      

Current portion of long-term loan

     82,506       80,534       12,000  

Accounts payable

     8,426       8,359       1,245  

Accrued expenses and other current liabilities

     305,655       308,433       45,958  

Deferred revenue and customer advances

     1,002,796       962,806       143,463  

Income taxes payable

     25,262       20,049       2,987  
  

 

 

   

 

 

   

 

 

 

Total current liabilities

     1,424,645       1,380,181       205,653  
  

 

 

   

 

 

   

 

 

 

Long-term loan

     502,356       492,268       73,351  

Deferred revenue and customer advances

     36,037       32,790       4,886  

Deferred tax liabilities

     14,541       16,384       2,441  

Other non-current liabilities

     450,418       431,135       64,241  
  

 

 

   

 

 

   

 

 

 

Total liabilities

     2,427,997       2,352,758       350,572  
  

 

 

   

 

 

   

 

 

 

Shareholders’ equity:

      

Ordinary shares

     7,074       7,009       1,044  

Additional paid-in capital

     600,011       574,565       85,613  

Treasury shares, at cost

     (23,460     (4,059     (605

Statutory reserves

     78,345       78,345       11,674  

Accumulated deficit

     (248,674     (212,304     (31,634

Accumulated other comprehensive income

     42,459       41,947       6,250  
  

 

 

   

 

 

   

 

 

 

Total Rise Education Cayman Ltd shareholders’ equity

     455,755       485,503       72,342  
  

 

 

   

 

 

   

 

 

 

Non-controlling interests

     (14,921     (15,114     (2,252
  

 

 

   

 

 

   

 

 

 

Total equity

     440,834       470,389       70,090  
  

 

 

   

 

 

   

 

 

 

Total liabilities, non-controlling interests and shareholders’ equity

     2,868,831       2,823,147       420,662  
  

 

 

   

 

 

   

 

 

 

 

7


RISE EDUCATION CAYMAN LTD

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands, except share and ADS data and per share and per ADS data)

 

     Three Months Ended March 31,  
     2018     2019     2019  
     RMB     RMB     USD  

Revenues

     270,129       335,026       49,920  

Educational programs

     231,730       286,576       42,700  

Franchise revenues

     28,220       38,177       5,689  

Others

     10,179       10,273       1,531  

Cost of revenues

     (125,467     (154,401     (23,006
  

 

 

   

 

 

   

 

 

 

Gross profit

     144,662       180,625       26,914  

Selling and marketing expenses

     (48,522     (65,661     (9,784

General and administrative expenses

     (54,358     (61,924     (9,227
  

 

 

   

 

 

   

 

 

 

Operating income

     41,782       53,040       7,903  

Interest income

     4,206       2,574       384  

Interest expense

     (8,205     (8,953     (1,334

Foreign currency exchange gain

     28       50       7  

Other income, net

     10,908       7,927       1,181  
  

 

 

   

 

 

   

 

 

 

Income before income tax expense

     48,719       54,638       8,141  

Income tax expense

     (13,993     (18,706     (2,787
  

 

 

   

 

 

   

 

 

 

Net income

     34,726       35,932       5,354  
  

 

 

   

 

 

   

 

 

 

Add: net loss attributable to non-controlling interests

     1,095       438       65  
  

 

 

   

 

 

   

 

 

 

Net income attributable to RISE Education Cayman Ltd

     35,821       36,370       5,419  
  

 

 

   

 

 

   

 

 

 

Net income per ordinary share:

      

Basic

     0.32       0.32       0.05  

Diluted

     0.31       0.32       0.05  
  

 

 

   

 

 

   

 

 

 

Net income per ADS:

      

Basic

     0.64       0.64       0.10  

Diluted

     0.62       0.63       0.09  
  

 

 

   

 

 

   

 

 

 

Shares used in net income per ordinary share computation:

 

   

Basic

     112,414,410       113,615,686       113,615,686  

Diluted

     115,919,564       115,056,569       115,056,569  

ADSs used in net income per ADS computation: (Note 1)

 

   

Basic

     56,207,205       56,807,843       56,807,843  

Diluted

     57,959,782       57,528,284       57,528,284  

Note 1: Each ADS represents two ordinary shares.

 

8


RISE EDUCATION CAYMAN LTD

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands, except share data and per share and per ADS data)

 

     Three Months Ended March 31,  
     2018      2019     2019  
     RMB      RMB     USD  

Net income

     34,726        35,932       5,354  

Other comprehensive (loss)/income, net of tax of nil:

 

    

Foreign currency translation adjustments

     226        (512     (76
  

 

 

    

 

 

   

 

 

 

Other comprehensive (loss)/income

     226        (512     (76
  

 

 

    

 

 

   

 

 

 

Comprehensive income

     34,952        35,420       5,278  
  

 

 

    

 

 

   

 

 

 

Add: comprehensive loss attributable to non-controlling interests

     1,095        438       65  
  

 

 

    

 

 

   

 

 

 

Comprehensive income attributable to RISE Education Cayman Ltd

     36,047        35,858       5,343  
  

 

 

    

 

 

   

 

 

 

 

9


RISE EDUCATION CAYMAN LTD

RECONCILIATION OF GAAP AND NON-GAAP RESULTS

(in thousands, except ADS data and per ADS data)

 

     Three Months Ended March 31,  
     2018      2019      2019  
     RMB      RMB      USD  

Net income

     34,726        35,932        5,354  

Share-based compensation (“SBC”)

     3,032        3,383        504  

IA amortization arising from Bain acquisition

     3,994        4,241        632  
  

 

 

    

 

 

    

 

 

 

Non-GAAP net income

     41,752        43,556        6,490  
  

 

 

    

 

 

    

 

 

 

Add: net loss attributable to non-controlling interests

     1,095        438        65  
  

 

 

    

 

 

    

 

 

 

Non-GAAP net income attributable to RISE Education Cayman Ltd

     42,847        43,994        6,555  
  

 

 

    

 

 

    

 

 

 

Net income

     34,726        35,932        5,354  

Add: Depreciation

     7,877        10,754        1,602  

Add: Amortization

     5,277        5,345        796  

Add: Interest expense

     8,205        8,953        1,334  

Add: Income tax expense

     13,993        18,706        2,787  

Less: Interest income

     4,206        2,574        384  
  

 

 

    

 

 

    

 

 

 

EBITDA

     65,872        77,116        11,489  
  

 

 

    

 

 

    

 

 

 

SBC

     3,032        3,383        504  
  

 

 

    

 

 

    

 

 

 

Adjusted EBITDA

     68,904        80,499        11,993  
  

 

 

    

 

 

    

 

 

 

Cost of revenues

     125,467        154,401        23,006  

Personnel costs

     49,494        64,035        9,542  

Rental costs

     40,931        51,891        7,732  

Others

     35,042        38,475        5,733  

Less: SBC

     450        450        67  

Less: IA amortization arising from Bain acquisition

     3,256        3,457        515  
  

 

 

    

 

 

    

 

 

 

Non-GAAP cost of revenues

     121,761        150,494        22,424  
  

 

 

    

 

 

    

 

 

 

Non-GAAP gross profit

     148,368        184,532        27,496  

Selling and marketing expenses

     48,522        65,661        9,784  

Less: SBC

     614        102        15  

Less: IA amortization arising from Bain acquisition

     738        784        117  
  

 

 

    

 

 

    

 

 

 

Non-GAAP selling and marketing expenses

     47,170        64,775        9,652  
  

 

 

    

 

 

    

 

 

 

General and administrative expenses

     54,358        61,924        9,227  

Less: SBC

     1,968        2,831        422  
  

 

 

    

 

 

    

 

 

 

Non-GAAP general and administrative expenses

     52,390        59,093        8,805  
  

 

 

    

 

 

    

 

 

 

Operating expense

     102,880        127,585        19,011  

Less: SBC

     2,582        2,933        437  

Less: IA amortization arising from Bain acquisition

     738        784        117  
  

 

 

    

 

 

    

 

 

 

Non-GAAP operating expense

     99,560        123,868        18,457  
  

 

 

    

 

 

    

 

 

 

Operating income

     41,782        53,040        7,903  

SBC

     3,032        3,383        504  

IA amortization arising from Bain acquisition

     3,994        4,241        632  
  

 

 

    

 

 

    

 

 

 

Non-GAAP operating income

     48,808        60,664        9,039  
  

 

 

    

 

 

    

 

 

 

Non-GAAP net income per ADS attributable to RISE-basic

     0.76        0.77        0.12  

Non-GAAP net income per ADS attributable to RISE-diluted

     0.74        0.76        0.11  

ADSs used in calculating net income per ADS-basic

     56,207,205        56,807,843        56,807,843  

ADSs used in calculating net income per ADS-diluted

     57,959,782        57,528,284        57,528,284  

 

10