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 April 2016

 

 

Commission File Number: 001-32993

 

 

NEW ORIENTAL EDUCATION & TECHNOLOGY GROUP INC.

 

 

No. 6 Hai Dian Zhong Street

Haidian District

Beijing 100080, 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  x            Form 40-F  ¨

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

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

 

 

 


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.

 

New Oriental Education & Technology Group Inc.
By:  

/s/ Stephen Zhihui Yang

Name:   Stephen Zhihui Yang
Title:   Chief Financial Officer

Date: April 20, 2016


Exhibit Index

Exhibit 99.1  –  Press Release

EX-99.1

Exhibit 99.1

New Oriental Announces Results for the Third Fiscal Quarter Ended February 29, 2016

Quarterly Net Revenues Increased by 20.6% Year-Over-Year

Quarterly Enrollments Increased by 25.2% Year-Over-Year

Quarterly Operating Income Increased by 32.6% Year-Over-Year

BEIJING, April 19, 2016 /PRNewswire/ — New Oriental Education and Technology Group Inc. (the “Company” or “New Oriental”) (NYSE: EDU), the largest provider of private educational services in China, today announced its unaudited financial results for the fiscal quarter ended February 29, 2016, which is the third quarter of New Oriental’s fiscal year 2016.

Financial Highlights for the Third Fiscal Quarter Ended February 29, 2016

 

    Total net revenues increased by 20.6% year-over-year to US$346.9 million for the third fiscal quarter of 2016.

 

    Operating income increased by 32.6% year-over-year to US$42.3 million for the third fiscal quarter of 2016.

 

    Net income attributable to New Oriental increased by 16.8% year-over-year to US$48.4 million.

Key Financial Results

 

(in thousands US$, except per ADS(1) data)

   3Q FY2016      3Q FY2015      % of change  

Net revenues

     346,912         287,733         20.6

Operating income

     42,297         31,903         32.6

Non-GAAP operating income (2)(3)

     46,743         35,854         30.4

Net income attributable to New Oriental

     48,442         41,483         16.8

Non-GAAP net income attributable to New Oriental (2)(3)

     52,888         45,434         16.4

Net income per ADS attributable to New Oriental - basic

     0.31         0.27         16.1

Net income per ADS attributable to New Oriental - diluted

     0.31         0.26         16.1

Non-GAAP net income per ADS attributable to New Oriental - basic(3)(4)

     0.34         0.29         15.7

Non-GAAP net income per ADS attributable to New Oriental - diluted(3)(4)

     0.34         0.29         15.8

(in thousands US$, except per ADS(1) data)

  

9M FY2016

    

9M FY2015

    

% of change

 

Net revenues

     1,083,483         917,958         18.0

Operating income

     161,744         130,507         23.9

Non-GAAP operating income(2)(3)

     174,922         141,500         23.6

Net income attributable to New Oriental

     182,868         157,298         16.3

Non-GAAP net income attributable to New Oriental(2)(3)

     196,046         168,291         16.5

Net income per ADS attributable to New Oriental - basic

     1.17         1.00         16.3

Net income per ADS attributable to New Oriental - diluted

     1.16         1.00         16.5

Non-GAAP net income per ADS attributable to New Oriental - basic(3)(4)

     1.25         1.07         16.5

Non-GAAP net income per ADS attributable to New Oriental - diluted(3)(4)

     1.25         1.07         16.7

 

(1) Each ADS represents one common share.
(2) GAAP represents Generally Accepted Accounting Principles in the United States of America.
(3) New Oriental provides net income attributable to New Oriental, operating income and net income per ADS attributable to New Oriental on a non-GAAP basis that excludes share-based compensation expenses to provide supplemental information regarding its operating performance. For more information on these non-GAAP financial measures, please see the section captioned “About Non-GAAP Financial Measures” and the tables captioned “Reconciliations of Non-GAAP Measures to the Most Comparable GAAP Measures” set forth at the end of this release.
(4) The Non-GAAP net income per ADS is computed using Non-GAAP net income and the same number of shares and ADSs used in GAAP basic and diluted EPS calculation.


Operating Highlights for the Third Fiscal Quarter Ended February 29, 2016

 

    Total student enrollments in academic subjects tutoring and test preparation courses increased by 25.2% year-over-year to approximately 755,100 for the third fiscal quarter of 2016.

 

    The total number of schools and learning centers was 727 as of February 29, 2016, an increase of 5 compared to 722 as of February 28, 2015, and an increase of 7 compared to 720 as of November 30, 2015. The total number of schools was 64 as of February 29, 2016.

Michael Yu, New Oriental’s Chairman and Chief Executive Officer, commented, “For the third fiscal quarter, we continued to make solid progress on all fronts given improved product mix, positive market dynamics and increased efficiency in operations. On the revenue side, we had a top-line growth of 20.6%, which exceeded the high end of our expected range. The growth was attributable to the ongoing increases in our total enrollments. Our K-12 all-subjects after-school tutoring business performed well this quarter, with gross revenue up 35% year over year and enrollment up 31% year over year. In particular, our U-Can middle and high school all-subjects after-school tutoring business grew approximately 33% year over year, and the revamped POP Kids program delivered a year-over-year revenue increase of 40%, representing a record high since its launch in 2014. With an ever-increasing market demand for our O2O Two-Way Integrated Education System, we have been able to attract an increasing number of new customers for our K-12 business. More importantly, this new offering has proven to be well received by our existing customers, which in turn noticeably improved our retention rate. We are confident that this will translate into consistent and healthy revenue growth for our business over the long term.”

Mr. Yu continued, “As part of our strategy to optimize the market via profitable growth, we opened a new school in the city of Zhuhai, a fast growing Special Economic Zone in southern China. In addition, we added a net of 6 learning centers and expanded certain existing ones, adding a total of approximately 10,000 square meters of classroom area. For the remainder of the fiscal year, we will continue to expand our operations in the cities that have been showing rapid growth and strong profitability and will also continue to look for positive opportunities in unpenetrated cities. Encouraged by the exciting results of the O2O system for our K-12 business, we continued to expand our investment in online and offline integrated education to other key business lines. Most recently, we officially launched the IELTS interactive education system, the O2O solution for our overseas test preparation business, in three large cities in China. Furthermore, our pure online education platform, Koolearn.com, recorded revenue growth of 25% year over year in the third quarter, with a doubling of registered users and a 70% increase in paid users.”

Stephen Zhihui Yang, New Oriental’s Chief Financial Officer, commented, “Our consistently strong performance is supported by constantly improving operational efficiency and stringent cost control. During the third quarter, operating income increased by 32.6% year over year to approximately US$42.3 million and operating margin increased by 110 basis points to 12.2% from 11.1% a year ago. We will continue to manage our business with a passion for driving efficiency and bringing value to our customers. We are confident that this over time will ensure sustainable long-term growth of our business.”

Recent Development

In February 2016, the Company announced that an affiliate of Tencent Holdings Limited has agreed to invest RMB320 million (US$50 million) in Beijing New Oriental Xuncheng Network Technology Co., Ltd. (“Xun Cheng”), which operates the Company’s online education platform, Koolearn.com. This investment was completed in April 2016. Also, Xun Cheng intends to conduct a listing on mainland China stock market. New Oriental plans to continue to control and consolidate Xun Cheng after the potential listing.

Financial Results for the Third Fiscal Quarter Ended February 29, 2016

Net Revenues

For the third fiscal quarter of 2016, New Oriental reported net revenues of US$346.9 million, representing a 20.6% increase year-over-year. Net revenues from educational programs and services for the third fiscal quarter were US$313.3 million, representing a 19.5% increase year-over-year. The growth was mainly driven by increases in student enrollments in K-12 after-school tutoring courses.


Total student enrollments in academic subjects tutoring and test preparation courses in the third fiscal quarter of 2016 increased by 25.2% year-over-year to approximately 755,100.

Operating Costs and Expenses

Operating costs and expenses for the quarter were US$304.6 million, representing a 19.1% increase year-over-year. Non-GAAP operating costs and expenses for the quarter, which exclude share-based compensation expenses, were US$300.2 million, representing a 19.2% increase year-over-year.

 

    Cost of revenues increased by 15.1% year-over-year to US$145.0 million, primarily due to increases in teachers’ compensation for more teaching hours.

 

    Selling and marketing expenses increased by 8.0% year-over-year to US$45.0 million, primarily due to increases in brand promotion expenses and selling and marketing staff’s compensation.

 

    General and administrative expenses for the quarter increased by 30.0% year-over-year to US$114.6 million. Non-GAAP general and administrative expenses, which exclude share-based compensation expenses, were US$110.1 million, representing a 30.8% increase year-over-year, primarily due to increases in R&D expenses and human resources expenses related to the development of our online and offline integrated education ecosystem.

Total share-based compensation expenses, which were allocated to related operating costs and expenses, increased by 12.5% to US$4.4 million in the third fiscal quarter of 2016.

Operating Income and Operating Margin

Operating income was US$42.3 million, a 32.6% increase from US$31.9 million in the same period of the prior fiscal year. Non-GAAP income from operations for the quarter was US$46.7 million, a 30.4% increase from US$35.9 million in the same period of the prior fiscal year.

Operating margin for the quarter was 12.2%, compared to 11.1% in the same period of the prior fiscal year. Non-GAAP operating margin, which excludes share-based compensation expenses, for the quarter was 13.5%, compared to 12.5% in the same period of the prior fiscal year.

Net Income and EPS

Net income attributable to New Oriental for the quarter was US$48.4 million, representing a 16.8% increase from the same period of the prior fiscal year. Basic and diluted earnings per ADS attributable to New Oriental were US$0.31 and US$0.31, respectively.

Non-GAAP Net Income and Non-GAAP EPS

Non-GAAP net income attributable to New Oriental for the quarter was US$52.9 million, representing a 16.4% increase from the same period of the prior fiscal year. Non-GAAP basic and diluted earnings per ADS attributable to New Oriental were US$0.34 and US$0.34, respectively.

Cash Flow

Net operating cash flow for the third fiscal quarter of 2016 was approximately US$91.9 million. Capital expenditures for the quarter were US$19.4 million, which were primarily attributable to the opening of 20 new learning centers and renovations at existing learning centers.


Balance Sheet

As of February 29, 2016, New Oriental had cash and cash equivalents of US$464.1 million, as compared to US$524.1 million as of November 30, 2015. In addition, the Company had US$95.0 million in term deposits, US$753.0 million in short-term investment and US$238.9 million in long-term held-to-maturity investments due within one year consisting of trusts guaranteed by a bank and expected to mature within one year from February 29, 2016.

New Oriental’s deferred revenue balance, which is cash collected from registered students for courses and recognized proportionally as revenue as the instructions are delivered, at the end of the third quarter of fiscal year 2016 was US$585.3 million, an increase of 37.8% as compared to US$424.9 million at the end of the third quarter of fiscal year 2015.

Financial Results for the Nine Months Ended February 29, 2016

For the first nine months of fiscal year 2016, New Oriental reported net revenues of US$1,083.5 million, representing an 18.0% increase year-over-year.

Total student enrollments in academic subjects tutoring and test preparation courses in the first nine months of fiscal year 2016 increased by 23.4% to approximately 2,607,400.

Income from operations for the first nine months of fiscal year 2016 was US$161.7 million, representing a 23.9% increase year-over-year. Non-GAAP income from operations for the first nine months of fiscal year 2016 was US$174.9 million, representing a 23.6% increase year-over-year.

Operating margin for the first nine months of fiscal year 2016 was 14.9 %, compared to 14.2% for the same period of the prior fiscal year. Non-GAAP operating margin, which excludes share-based compensation expenses for the first nine months of fiscal year 2016, was 16.1%, compared to 15.4% for the same period of the prior fiscal year.

Net income attributable to New Oriental for the first nine months of fiscal year 2016 was US$182.9 million, representing a 16.3% increase year-over-year. Basic and diluted net income per ADS attributable to New Oriental for the first nine months of fiscal year 2016 amounted to US$1.17 and US$1.16, respectively.

Non-GAAP net income attributable to New Oriental for the first nine months of fiscal year 2016 was US$196.0 million, representing a 16.5% increase year-over-year. Non-GAAP basic and diluted net income per ADS attributable to New Oriental for the first nine months of fiscal year 2016 amounted to US$1.25 and US$1.25, respectively.

Outlook for Fourth Quarter of Fiscal Year 2016

Reflecting ongoing positive momentum, New Oriental expects total net revenues in the fourth quarter of fiscal year 2016 (March 1, 2016 to May 31, 2016) to be in the range of US$378.1 million to US$391.3 million, representing year-over-year growth in the range of 15% to 19%.

If not including the impact from the recent depreciation of Renminbi against the U.S. Dollar, the projected revenue growth rate is expected to be in the range of 20% to 24% for the fourth quarter of fiscal year 2016.

This forecast reflects New Oriental’s current and preliminary view, which is subject to change.


Conference Call Information

New Oriental’s management will host an earnings conference call at 8 AM on April 19, 2016, U.S. Eastern Time (8 PM on April 19, 2016, Beijing/Hong Kong Time).

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

 

US:      +1-845-675-0437
Hong Kong:      +852-3018-6771
UK:      +44-20-3621-4779

Please dial in 10 minutes before the call is scheduled to begin and provide the passcode to join the call. The passcode is “New Oriental Earnings Call.”

A replay of the conference call may be accessed by phone at the following number until April 27, 2016:

 

International:      +61-2-8199-0299
Passcode:      80096892

Additionally, a live and archived webcast of the conference call will be available at http://investor.neworiental.org.

About New Oriental

New Oriental is the largest provider of private educational services in China based on the number of program offerings, total student enrollments and geographic presence. New Oriental offers a wide range of educational programs, services and products consisting primarily of English and other foreign language training, test preparation courses for major admissions and assessment tests in the United States, the PRC and Commonwealth countries, primary and secondary school education, development and distribution of educational content, software and other technology, and online education. New Oriental’s ADSs, each of which represents one common share, currently trade on the New York Stock Exchange under the symbol “EDU.”

For more information about New Oriental, please visit http://english.neworiental.org.

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates” and similar statements. Among other things, the outlook for the fourth quarter of fiscal year 2016, quotations from management in this announcement, as well as New Oriental’s strategic and operational plans, contain forward-looking statements. New Oriental may also make written or oral forward-looking statements in its reports filed or furnished to the U.S. Securities and Exchange Commission, in its annual reports to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about New Oriental’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: our ability to attract students without a significant decrease in course fees; our ability to continue to hire, train and retain qualified teachers; our ability to maintain and enhance our “New Oriental” brand; our ability to effectively and efficiently manage the expansion of our school network and successfully execute our growth strategy; the outcome of ongoing, or any future, litigation or arbitration, including those relating to copyright and other intellectual property rights; competition in the private education sector in China; changes in our revenues and certain cost or expense items as a percentage of our revenues; the expected growth of the Chinese private education market; Chinese governmental policies relating to private educational services and providers of such services; health epidemics and other outbreaks in China; and general economic conditions in China. Further information regarding these and other risks is included in our annual report on Form 20-F and other documents filed with the Securities and Exchange Commission. New Oriental does not undertake any obligation to update any forward-looking statement, except as required under applicable law. All information provided in this press release and in the attachments is as of the date of this press release, and New Oriental undertakes no duty to update such information, except as required under applicable law.


About Non-GAAP Financial Measures

To supplement New Oriental’s consolidated financial results presented in accordance with GAAP, New Oriental uses the following measures defined as non-GAAP financial measures by the SEC: net income excluding share-based compensation expenses, operating income excluding share-based compensation expenses, operating costs and expenses excluding share-based compensation expenses, general and administrative expenses excluding share-based compensation expenses, operating margin excluding share-based compensation expenses, and basic and diluted net income per ADS and per share excluding share-based compensation expenses. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. For more information on these non-GAAP financial measures, please see the tables captioned “Reconciliations of non-GAAP measures to the most comparable GAAP measures” set forth at the end of this release.

New Oriental believes that these non-GAAP financial measures provide meaningful supplemental information regarding its performance and liquidity by excluding share-based compensation expenses that may not be indicative of its operating performance from a cash perspective. New Oriental believes that both management and investors benefit from referring to these non-GAAP financial measures in assessing its performance and when planning and forecasting future periods. These non-GAAP financial measures also facilitate management’s internal comparisons to New Oriental’s historical performance and liquidity. New Oriental computes its non-GAAP financial measures using the same consistent method from quarter to quarter. New Oriental believes these non-GAAP financial measures are useful to investors in allowing for greater transparency with respect to supplemental information used by management in its financial and operational decision making. A limitation of using these non-GAAP measures is that they exclude share-based compensation charge that has been and will continue to be for the foreseeable future a significant recurring expense in our business. Management compensates for these limitations by providing specific information regarding the GAAP amounts excluded from each non-GAAP measure. The accompanying tables have more details on the reconciliations between GAAP financial measures that are most directly comparable to non-GAAP financial measures.

Contacts

For investor and media inquiries, please contact:

In China:

Ms. Cara O’Brien

FTI Consulting

Tel: +852-3768-4537

Email: cara.obrien@fticonsulting.com

Ms. Sisi Zhao

New Oriental Education and Technology Group Inc.

Tel: +86-10-6260-5568

Email: zhaosisi@xdf.cn


NEW ORIENTAL EDUCATION & TECHNOLOGY GROUP INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

 

     As of February 29      As of November 30  
     2016      2015  
     (Unaudited)      (Unaudited)  
     USD      USD  

ASSETS:

     

Current assets:

     

Cash and cash equivalents

     464,061         524,053   

Restricted cash, current

     46         658   

Term deposits

     94,983         71,363   

Short term investments

     752,964         698,859   

Accounts receivable, net

     4,459         3,646   

Inventory

     25,803         28,255   

Deferred tax assets, current (note 1)

     —           14,111   

Prepaid expenses and other current assets

     102,166         87,999   

Amounts due from related parties, current

     1,111         1,140   

Long term investment due within one year

     238,943         —     
  

 

 

    

 

 

 

Total current assets

     1,684,536         1,430,084   

Property, plant and equipment, net

     232,621         233,188   

Land use rights, net

     3,949         4,079   

Amounts due from related parties, non-current

     1,934         1,954   

Deferred tax assets, non-current (note 1)

     19,466         6,515   

Long term deposit

     14,722         15,808   

Long term prepaid rent

     300         364   

Restricted cash, non-current

     2,834         2,428   

Intangible assets

     2,901         3,249   

Goodwill

     10,589         10,861   

Long term investments

     154,556         390,739   

Other non-current assets

     1,526         1,878   
     

 

 

 

Total assets

     2,129,934         2,101,147   
  

 

 

    

 

 

 

LIABILITIES AND EQUITY

     

Current liabilities:

     

Accounts payable (including accounts payable of the consolidated VIE without recourse to New Oriental of US$23,352 and US$16,709 as of November 30, 2015 and February 29, 2016, respectively)

     17,615         23,491   

Accrued expenses and other current liabilities (including accrued expenses and other current liabilities of the consolidated VIE without recourse to New Oriental of US$136,464 and US$152,101 as of November 30, 2015 and February 29, 2016, respectively)

     168,811         149,531   

Dividend payable (including dividend payable of the consolidated VIE without recourse to New Oriental of nil and nil as of November 30, 2015 and February 29, 2016, respectively)

     —           7,582   

Income taxes payable (including income tax payable of the consolidated VIE without recourse to New Oriental of US$28,980 and US$28,881 as of November 30, 2015 and February 29, 2016, respectively)

     31,784         30,040   

Amounts due to related party(including amounts due to related parties of the consolidated VIE without recourse to New Oriental of US$174 and US$35 as of November 30, 2015 and February 29, 2016, respectively)

     35         174   

Deferred revenue (including deferred revenue of the consolidated VIE without recourse to New Oriental of US$582,021and US$582,007 as of November 30, 2015 and February 29, 2016, respectively)

     585,349         586,455   
  

 

 

    

 

 

 

Total current liabilities

     803,594         797,273   

Deferred tax liabilities (including deferred tax liabilities of the consolidated VIE without recourse to New Oriental of US$1,514 and US$1,457 as of November 30, 2015 and February 29, 2016, respectively) (note 1)

     2,097         2,214   
  

 

 

    

 

 

 

Total long-term liabilities

     2,097         2,214   

Total liabilities

     805,691         799,487   
  

 

 

    

 

 

 

Noncontrolling interests

     13,370         13,371   

Total New Oriental Education & Technology Group Inc. shareholders’ equity

     1,310,873         1,288,289   
  

 

 

    

 

 

 

Total shareholder’s equity

     1,324,243         1,301,660   

Total liabilities and shareholder’s equity

     2,129,934         2,101,147   
  

 

 

    

 

 

 


Note 1: In November, 2015, the FASB issued a new pronouncement which changes how deferred taxes are classified on organizations’ balance sheets. The ASU eliminates the current requirement for organizations to present deferred tax liabilities and assets as current and noncurrent in a classified balance sheet. Instead, organizations will be required to classify all deferred tax assets and liabilities as noncurrent. The amendments apply to all organizations that present a classified balance sheet. For public companies, the amendments are effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Earlier application is permitted for all entities as of the beginning of an interim or annual reporting period. The Group elected to early adopt this new guidance on a prospective basis and have applied the changes to all deferred tax liabilities and assets and to the consolidated balance sheet as of February 29, 2016. The Group did not retrospectively apply the changes to prior periods.


NEW ORIENTAL EDUCATION & TECHNOLOGY GROUP INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands except for per share and per ADS amounts)

 

     For the Three
Months
Ended February 29
    For the Three
Months
Ended February 28
 
     2016     2015  
     (Unaudited)     (Unaudited)  
     USD     USD  

Net Revenues:

    

Educational programs and services

     313,251        262,041   

Books and others

     33,661        25,692   
  

 

 

   

 

 

 

Total net revenues

     346,912        287,733   
  

 

 

   

 

 

 

Operating costs and expenses (note 2):

    

Cost of revenues

     145,045        126,015   

Selling and marketing

     44,989        41,647   

General and administrative

     114,581        88,168   
  

 

 

   

 

 

 

Total operating costs and expenses

     304,615        255,830   
  

 

 

   

 

 

 

Operating Income

     42,297        31,903   
  

 

 

   

 

 

 

Other income, net

     16,125        16,318   

Provision for income taxes

     (8,515     (6,333

Loss from equity method investment

     (1,137     (453

Net income

     48,770        41,435   

Net loss(gain) attributable to the noncontrolling interests

     (328     48   
  

 

 

   

 

 

 

Net income attributable to New Oriental Education & Technology Group Inc.

     48,442        41,483   
  

 

 

   

 

 

 

Net income per share attributable to New Oriental-Basic

     0.31        0.27   

Net income per share attributable to New Oriental-Diluted

     0.31        0.26   

Net income per ADS attributable to New Oriental-Basic (note 3)

     0.31        0.27   

Net income per ADS attributable to New Oriental-Diluted (note 3)

     0.31        0.26   

Other comprehensive loss, net of tax

     (30,695     (19,183
  

 

 

   

 

 

 

Comprehensive income

     18,075        22,252   
  

 

 

   

 

 

 

Comprehensive income attributable to New Oriental Education & Technology Group Inc.

     18,076        22,300   
  

 

 

   

 

 

 

Notes:

Note 2: Share-based compensation expenses (in thousands) are included in the operating costs and expenses as follows:

 

     For the Three
Months
Ended February 29
     For the Three
Months
Ended February 28
 
     2016      2015  
     (Unaudited)      (Unaudited)  
     USD      USD  

General and administrative

     4,446         3,951   
  

 

 

    

 

 

 

Total

     4,446         3,951   
  

 

 

    

 

 

 

Note 3: Each ADS represents one common share.


NEW ORIENTAL EDUCATION & TECHNOLOGY GROUP INC.

RECONCILIATION OF NON-GAAP MEASURES TO THE MOST COMPARABLE GAAP MEASURES

(In thousands except for per share and per ADS amounts)

 

     For the Three
Months
Ended February 29
    For the Three
Months
Ended February 28
 
     2016     2015  
     (Unaudited)     (Unaudited)  
     USD     USD  

General and administrative expenses

     114,581        88,168   

Share-based compensation expense in general and administrative expenses

     4,446        3,951   
  

 

 

   

 

 

 

Non-GAAP general and administrative expenses

     110,135        84,217   

Total operating costs and expenses

     304,615        255,830   

Share-based compensation expenses

     4,446        3,951   
  

 

 

   

 

 

 

Non-GAAP operating costs and expenses

     300,169        251,879   

Operating income

     42,297        31,903   

Share-based compensation expenses

     4,446        3,951   
  

 

 

   

 

 

 

Non-GAAP operating income

     46,743        35,854   

Operating margin

     12.2     11.1

Non-GAAP operating margin

     13.5     12.5

Net income attributable to New Oriental

     48,442        41,483   

Share-based compensation expenses

     4,446        3,951   
  

 

 

   

 

 

 

Non-GAAP net income

     52,888        45,434   

Net income per ADS attributable to New Oriental- Basic (note 3)

     0.31        0.27   

Net income per ADS attributable to New Oriental- Diluted (note 3)

     0.31        0.26   

Non-GAAP net income per ADS attributable to New Oriental - Basic (note 3)

     0.34        0.29   

Non-GAAP net income per ADS attributable to New Oriental - Diluted (note 3)

     0.34        0.29   

Weighted average shares used in calculating basic net income per ADS (note 3)

     156,932,343        155,993,002   

Weighted average shares used in calculating diluted net income per ADS (note 3)

     157,721,515        156,874,791   

Non-GAAP income per share - basic

     0.34        0.29   

Non-GAAP income per share - diluted

     0.34        0.29   

Note 3: Each ADS represents one common share.


NEW ORIENTAL EDUCATION & TECHNOLOGY GROUP INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands except for per share and per ADS amounts)

 

     For the Nine
Months
Ended February 29
    For the Nine
Months
Ended February 28
 
     2016     2015  
     (Unaudited)     (Unaudited)  
     USD     USD  

Net Revenues:

    

Educational programs and services

     987,127        835,363   

Books and others

     96,356        82,595   
  

 

 

   

 

 

 

Total net revenues

     1,083,483        917,958   
  

 

 

   

 

 

 

Operating costs and expenses (note 2):

    

Cost of revenues

     450,931        388,893   

Selling and marketing

     138,511        135,197   

General and administrative

     332,297        263,361   
  

 

 

   

 

 

 

Total operating costs and expenses

     921,739        787,451   
  

 

 

   

 

 

 
       —     
  

 

 

   

 

 

 

Operating income

     161,744        130,507   
  

 

 

   

 

 

 

Other income, net

     51,620        49,226   

Provision for income taxes

     (26,909     (21,751

Loss from equity method investment

     (3,221     (732

Net income

     183,234        157,250   

Net loss(gain) attributable to the noncontrolling interests

     (366     48   
  

 

 

   

 

 

 

Net income attributable to New Oriental Education & Technology Group Inc.

     182,868        157,298   
  

 

 

   

 

 

 

Net income per share attributable to New Oriental-Basic

     1.17        1.00   

Net income per share attributable to New Oriental-Diluted

     1.16        1.00   

Net income per ADS attributable to New Oriental-Basic (note 3)

     1.17        1.00   

Net income per ADS attributable to New Oriental-Diluted (note 3)

     1.16        1.00   

Other comprehensive income (loss), net of tax

     (51,620     5,599   
  

 

 

   

 

 

 

Comprehensive income

     131,614        162,849   
  

 

 

   

 

 

 

Comprehensive income attributable to New Oriental Education & Technology Group Inc.

     131,577        162,897   
  

 

 

   

 

 

 

Notes:

Note 2: Share-based compensation expenses (in thousands) are included in the operating costs and expenses as follows:

 

     For the Nine
Months
Ended February 29
     For the Nine
Months
Ended February 28
 
     2016      2015  
     (Unaudited)      (Unaudited)  
     USD      USD  

General and administrative

     13,178         10,993   
  

 

 

    

 

 

 

Total

     13,178         10,993   
  

 

 

    

 

 

 

Note 3: Each ADS represents one common share.


NEW ORIENTAL EDUCATION & TECHNOLOGY GROUP INC.

RECONCILIATION OF NON-GAAP MEASURES TO THE MOST COMPARABLE GAAP MEASURES

(In thousands except for per share and per ADS amounts)

 

     For the Nine
Months
Ended February 29
    For the Nine
Months
Ended February 28
 
     2016     2015  
     (Unaudited)     (Unaudited)  
     USD     USD  

General and administrative expenses

     332,297        263,361   

Share-based compensation expense in general and administrative expenses

     13,178        10,993   
  

 

 

   

 

 

 

Non-GAAP general and administrative expenses

     319,119        252,368   

Total operating costs and expenses

     921,739        787,451   

Share-based compensation expenses

     13,178        10,993   
  

 

 

   

 

 

 

Non-GAAP operating costs and expenses

     908,561        776,458   

Operating income

     161,744        130,507   

Share-based compensation expenses

     13,178        10,993   
  

 

 

   

 

 

 

Non-GAAP operating income

     174,922        141,500   

Operating margin

     14.9     14.2

Non-GAAP operating margin

     16.1     15.4

Net income attributable to New Oriental

     182,868        157,298   

Share-based compensation expenses

     13,178        10,993   
  

 

 

   

 

 

 

Non-GAAP net income

     196,046        168,291   

Net income per ADS attributable to New Oriental- Basic (note 3)

     1.17        1.00   

Net income per ADS attributable to New Oriental- Diluted (note 3)

     1.16        1.00   

Non-GAAP net income per ADS attributable to New Oriental - Basic (note 3)

     1.25        1.07   

Non-GAAP net income per ADS attributable to New Oriental - Diluted (note 3)

     1.25        1.07   

Weighted average shares used in calculating basic net income per ADS (note 3)

     156,721,538        156,745,702   

Weighted average shares used in calculating diluted net income per ADS (note 3)

     157,342,880        157,615,286   

Non-GAAP income per share - basic

     1.25        1.07   

Non-GAAP income per share - diluted

     1.25        1.07   

Note 3: Each ADS represents one common share.