Bright Scholar Announces Unaudited Financial Results for the Second Fiscal Quarter of FY2020

FOSHAN,China,April 29,2020 -- Bright Scholar Education Holdings Limited ("Bright Scholar," the "Company," "we" or "our") (NYSE: BEDU),a global premier education service company,today announced its unaudited financial results for the second fiscal quarter ended February 29,2020.

Second Fiscal Quarter Ended February 29,2020 Financial Highlights

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

RMB in million

Except EPS and %

Second Fiscal Quarter

Ended February 29,2020

Second Fiscal Quarter

Ended February 28,2019

YoY

% Change

Revenue

877.0

508.8

72.4%

Gross Profit

306.5

150.3

104.0%

Gross Margin

35.0%

29.5%

5.5%

Operating Income/(loss)

76.2

(4.1)

1,969.3%

Operating Margin

8.7%

(0.8%)

9.5%

Net Income

40.5

5.2

683.0%

Net Margin

4.6%

1.0%

3.6%

Adjusted Gross Profit (1)

317.5

155.2

104.6%

Adjusted Gross Margin (1)

36.2%

30.5%

5.7%

Adjusted Operating Income (2)

97.4

22.8

327.7%

Adjusted Operating Margin (2)

11.1%

4.5%

6.6%

Adjusted Net Income (3)

61.7

32.0

92.7%

Adjusted Net Margin (3)

7.0%

6.3%

0.7%

Adjusted EBITDA (4)

152.5

49.3

209.4%

Adjusted EBITDA Margin (4)

17.4%

9.7%

7.7%

Basic and Diluted Earnings per Share

0.39

0.03

1,200.0%

Adjusted Basic and Diluted Earnings per Share (5)

0.56

0.25

124.0%

Six Months Ended February 29,2020 Financial Highlights

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

RMB in million

Except EPS and %

Six Months

Ended February 29,2020

Six Months

Ended February 28,2019

YoY

% Change

Revenue

1,975.0

1,158.6

70.5%

Gross Profit

780.3

446.8

74.6%

Gross Margin

39.5%

38.6%

0.9%

Operating Income

343.5

178.1

92.8%

Operating Margin

17.4%

15.4%

2.0%

Net Income

244.8

163.5

49.7%

Net Margin

12.4%

14.1%

(1.7%)

Adjusted Gross Profit (1)

802.3

454.5

76.5%

Adjusted Gross Margin (1)

40.6%

39.2%

1.4%

Adjusted Operating Income (2)

385.7

214.2

80.1%

Adjusted Operating Margin (2)

19.5%

18.5%

1.0%

Adjusted Net Income (3)

287.1

199.6

43.9%

Adjusted Net Margin (3)

14.5%

17.2%

(2.7%)

Adjusted EBITDA (4)

505.0

266.7

89.3%

Adjusted EBITDA Margin (4)

25.6%

23.0%

2.6%

Basic Earnings per Share

1.98

1.26

57.1%

Diluted Earnings per Share

1.97

1.26

56.3%

Adjusted Basic and Diluted Earnings per Share (5)

2.33

1.55

50.3%

______________________________________________________________________________________________

1.

Adjusted gross profit/(loss) is defined as gross profit/(loss) excluding amortization of intangible assets. Adjusted gross margin is defined as adjusted gross profit/(loss) divided by revenue.

2.

Adjusted operating income/(loss) is defined as operating income/(loss) excluding share-based compensation expense and amortization of intangible assets. Adjusted operating margin is defined as adjusted operating income/(loss) divided by revenue.

3.

Adjusted net income/(loss) is defined as net income/(loss) excluding share-based compensation expense and amortization of intangible assets. Adjusted net margin is defined as adjusted net income/(loss) divided by revenue.

4.

Adjusted EBITDA is defined as net income/(loss) excluding interest income,net; income tax expense/benefit; depreciation and amortization,and share-based compensation expense. Adjusted EBITDA margin is defined as adjusted EBITDA divided by revenue.

5.

Adjusted basic and diluted earnings per share is defined as adjusted net income/(loss) attributable to ordinary shareholders (net income/(loss) to ordinary shareholders excluding share-based compensation expense and amortization of intangible assets) divided by the weighted average number of basic and diluted ordinary shares or American depositary shares (each an "ADS"),each representing one Class A ordinary share of the Company,on an as-converted basis.

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

BUSINESS PERFORMANCE HIGHLIGHTS

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

Domestic K-12 Schools

The domestic K-12 schools comprise our international schools,bilingual schools and kindergartens in China.

The average number of students increased by 17.1% and 17.3% with average tuition and fees increased by 4.1% and 3.6% for the second fiscal quarter and the six-month period,respectively.

Revenue increased by 21.5% and 21.6% and,accounted for 51.1% and 56.5% of total revenue for the second fiscal quarter and six-month period,respectively.

For the second fiscal quarter,gross margin increased from 24.2% to 32.4%,and operating margin increased from 5.8% to 17.6%. For the six-month period,gross margin increased from 38.5% to 42.1%,and operating margin increased from 23.2% to 29.5%.

Overseas Schools

The overseas schools comprise our overseas schools such as Bournemouth,St. Michael's,Bosworth and CATS.

The average number of students was 3,300 for the second fiscal quarter and 3,260 for the six-month period.

Revenue amounted to RMB297.2 million and accounted for 33.9% of total revenue for the second fiscal quarter. For the six-month period,revenue amounted to RMB556.4 million and accounted for 28.2% of total revenue for the same period.

For the second fiscal quarter,gross margin was 45.4% and operating margin was 18.0%. For the six-month period,gross margin was 39.2% and operating margin was 11.2%.

Complementary Education Services

The complementary education services comprise language training,overseas study counselling,career counselling,study tours and camps and others.

Revenue increased by 6.4% and 34.6% and,accounted for 15.0% and 15.3% of total revenue,for the second fiscal quarter and six-month period,gross margin was 20.1% compared to 47.4%,and operating margin was (9.1%) compared to 32.1%. For the six-month period,gross margin was 30.5% compared to 40.7%,and operating margin was 8.5% compared to 24.7%.

"Following a strong start in our 1st fiscal quarter,we have delivered even better performance during the 2nd fiscal quarter," said Derek Feng,Chief Executive Officer of Bright Scholar. "Compared to the 2nd quarter of last fiscal year,the revenue grew by 72.4% year-over-year,the gross profit,net income and adjusted EBITDA increased by 104.0%,683.0% and 209.4% year-over-year,respectively."

"Driven by the operating initiatives started last fiscal year,the revenue,gross profit,net income and adjusted EBITDA for the 1st half of this fiscal year increased by 70.5%,74.6%,49.7% and 89.3% year-over-year,respectively. In particular,the domestic K-12 segment delivered remarkable margin improvements. During the 1st half of this fiscal year,its adjusted gross margin and adjusted EBITDA margin increased by 4.2 and 7.2 percentage points year-over-year,respectively. In addition,the adjusted unallocated corporate expenses,which are mainly from our headquarter,in the 2nd quarter and 1st half of this fiscal year decreased by 9.4% and 16.2% respectively,despite of the increasing business scale and complexity."

"Meanwhile,we have made significant progress on key strategic initiatives to drive organic growth and achieve synergies with acquired businesses. Fettes College Guangzhou,an ultra-elite international school,is on schedule to open this coming fall. Our Online Merge Offline ("OMO") initiative was accelerated shortly after the outbreak of COVID-19 virus. The shared services center aimed to provide central operational support function in UK is on schedule to be in operations by this summer."

"Our deep collaboration with Country Garden has always been crucial to the expansion of our school network. As of the release date,we have entered into agreements with Country Garden to operate a total of 53 kindergartens and 7 schools with a total capacity of approximately 30,000 students."

"The academic accomplishments of our students are the shinning stars of Bright Scholar," Mr. Feng continued. "As of the April 2,2020,92.1% of students(6) in 2020 graduating class of our international schools in China have received offers from the global top 50 institutions including 3 offers from Oxford,3 offers from Cambridge,4 offers from University of Chicago and 9 offers from UC Berkeley."

"The outbreak of COVID-19 has significantly impacted and continue to impact China and many other parts of the world. Our business are subject to the impact and risks brought by the COVID-19 outbreak. Based on our evaluation of the impact from COVID-19 to date,we expect our FY2020 revenue to be between RMB3.37-3.47 billion,representing a 31%-35% increase compared to FY2019. Meanwhile,we are taking aggressive cost containment actions possible to minimize the impact from lowered revenue growth and expect to achieve our targeted margin for the group of this fiscal year."

Mr. Feng concluded,"I am confident that our operational strength,healthy balance sheet and world-class teams will lead Bright Scholar to deal with the current challenges and emerge stronger. We have vigorous action plans in place to minimize risk of infection in our school premises as schools gradually re-open in China,minimize the disruption to our global operations and pursue innovative opportunities in challenging environment. We look forward to building upon the momentum during the 1st half of FY2020 once the global environment begins to normalize and accelerating our growth for the long term."

______________________________________________________________________________________________

6.

Students in our Advance Placement Program (AP),Diploma Program (DP),or A-Level Program.

UNAUDITED FINANCIAL RESULTS for the SECOND FISCAL QUARTER ENDED February 29,2020

Revenue

Revenue

Second Fiscal Quarter

Ended February 29,2019

YoY

% Change

(RMB in million)

(% of Total Revenue)

(RMB in million)

(% of Total Revenue)

Domestic K-12 Schools

447.5

51.1%

368.4

72.5%

21.5%

International Schools

178.6

20.4%

146.3

28.8%

22.1%

Bilingual Schools

157.9

18.0%

130.6

25.7%

20.9%

Kindergartens

111.0

12.7%

91.5

18.0%

21.3%

Overseas Schools

297.2

33.9%

16.1

3.2%

1,743.4%

Complementary Education

132.3

15.0%

124.3

24.3%

6.4%

Total

877.0

100.0%

508.8

100.0%

72.4%

Revenue for the quarter was RMB877.0 million,representing a 72.4% increase from RMB508.8 million for the same period of the last fiscal year.

Cost of Revenue

Cost of revenue for the quarter was RMB570.5 million,representing a 59.1% increase from RMB358.5 million for the same period of the last fiscal year.

Gross Profit,Gross Margin and Adjusted Gross Profit

Gross Profit

Second Fiscal Quarter

Ended February 29,2019

YoY

% Change

(RMB in million)

(Margin %)

(RMB in million)

(Margin %)

Domestic K-12 Schools

144.8

32.4%

89.1

24.2%

62.5%

International Schools

53.5

30.0%

34.9

23.9%

53.4%

Bilingual Schools

54.5

34.5%

30.0

23.0%

81.7%

Kindergartens

36.8

33.1%

24.2

26.5%

51.7%

Overseas Schools

135.0

45.4%

2.1

13.2%

6,223.7%

Complementary Education

26.7

20.1%

59.1

47.4%

(54.8%)

Total

306.5

35.0%

150.3

29.5%

104.0%

Gross profit for the quarter was RMB306.5 million,representing a 104.0% increase from RMB150.3 million for the same period of the last fiscal year. Gross margin was 35.0% for the quarter,as compared to 29.5% for the same period of the last fiscal year.

Adjusted gross profit for the quarter was RMB317.5 million,representing a 104.6% increase from RMB155.2 million for the same period of the last fiscal year. Adjusted gross margin was 36.2% for the quarter,as compared to 30.5% for the same period of the last fiscal year.

Selling,General and Administrative Expenses and Adjusted SG&A Expenses (7)

SG&A Expenses

Second Fiscal Quarter

Ended February 29,2019

YoY

% Change

(RMB in

million)

(% of Total Revenue)

(RMB in

million)

(% of Total Revenue)

Domestic K-12 Schools

67.5

7.7%

71.0

14.0%

(4.9%)

International Schools

19.0

2.2%

24.9

4.9%

(23.9%)

Bilingual Schools

27.3

3.1%

26.3

5.2%

3.8%

Kindergartens

21.2

2.4%

19.8

3.9%

7.4%

Overseas Schools

81.5

9.3%

3.2

0.6%

2,417.2%

Complementary Education

38.5

4.4%

25.6

5.0%

50.6%

Unallocated Corporate Expenses (8)

44.8

5.1%

58.5

11.5%

(23.4%)

Total

232.3

26.5%

158.3

31.1%

46.8%

Adj. SG&A Expenses (7)

Second Fiscal Quarter

Ended February 29,2019

YoY

% Change

(RMB in

million)

(% of Total Revenue)

(RMB in

million)

(% of Total Revenue)

Domestic K-12 Schools

66.1

7.5%

68.5

13.5%

(3.6%)

International Schools

18.7

2.1%

24.5

4.8%

(23.8%)

Bilingual Schools

26.7

3.0%

25.3

5.0%

5.3%

Kindergartens

20.7

2.4%

18.7

3.7%

10.6%

Overseas Schools

81.5

9.3%

3.2

0.6%

2,417.2%

Complementary Education

38.2

4.4%

24.7

4.8%

55.6%

Unallocated Corporate Expenses (9)

36.2

4.1%

40.0

7.9%

(9.4%)

Total

222.0

25.3%

136.4

26.8%

62.8%

______________________________________________________________________________________________

7.

Adjusted SG&A expenses is defined as selling,general and administrative expenses excluding share-based compensation expense.

8.

Unallocated corporate expenses are mainly from headquarter,including staff cost,share-based compensation expense and other office expenses.

9.

Adjusted unallocated corporate expenses is defined as unallocated corporate expenses excluding share-based compensation expense.

Total SG&A expenses for the quarter were RMB232.3 million,representing a 46.8% increase from RMB158.3 million for the same period of the last fiscal year. Adjusted SG&A expenses for the quarter were RMB222.0 million,representing a 62.8% increase from RMB136.4 million for the same period of the last fiscal year.

Operating Income,Operating Income Margin and Adjusted Operating Income

Operating Income

Second Fiscal Quarter

Ended February 29,2019

YoY

% Change

(RMB in million)

(Margin %)

(RMB in million)

(Margin %)

Domestic K-12 Schools

78.5

17.6%

21.4

5.8%

267.0%

International Schools

34.7

19.4%

11.7

8.0%

195.8%

Bilingual Schools

27.4

17.4%

4.2

3.2%

554.6%

Kindergartens

16.4

14.8%

5.5

6.0%

199.8%

Overseas Schools

53.5

18.0%

(1.1)

(6.8%)

4,944.3%

Complementary Education

(12.0)

(9.1%)

39.9

32.1%

(130.2%)

Unallocated Corporate Expenses

(43.8)

-

(64.3)

-

31.7%

Total

76.2

8.7%

(4.1)

(0.8%)

1,969.3%

Operating income for the quarter was RMB76.2 million,representing a 1,969.3% increase from operating loss RMB4.1 million for the same period of the last fiscal year. Operating margin was 8.7% for the quarter,as compared to (0.8%) for the same period of the last fiscal year.

Adjusted operating income for the quarter was RMB97.4 million,representing a 327.7% increase from RMB22.8 million for the same period of the last fiscal year. Adjusted operating margin was 11.1% for the quarter,as compared to 4.5% for the same period of the last fiscal year.

Net Income and Adjusted Net Income

Net income for the quarter was RMB40.5 million,representing a 683.0% increase from RMB5.2 million for the same period of the last fiscal year.

Adjusted net income for the quarter was RMB61.7 million,representing a 92.7% increase from RMB32.0 million for the same period of the last fiscal year.

Earnings per ordinary share/ADS and Adjusted Earnings per ordinary share/ADS

Basic and diluted net income per ordinary share/ADS attributable to ordinary shareholders/ADS holders for the quarter were RMB0.39 and RMB0.39,respectively,as compared to earnings per share of RMB0.03 and RMB0.03,for the same period of the last fiscal year.

Adjusted basic and diluted net income per ordinary share/ADS attributable to ordinary shareholders/ADS holders for the quarter were RMB0.56 and RMB0.56,as compared to earnings per share of RMB0.25 and RMB0.25,for the same period of the last fiscal year.

Adjusted EBITDA

Adjusted EBITDA for the quarter was RMB152.5 million,representing a 209.4% increase from RMB49.3 million for the same period of the last fiscal year.

UNAUDITED FINANCIAL RESULTS for the SIX MONTHS ENDED February 29,2020

Revenue

Revenue

Six Months

Ended February 29,2019

YoY

% Change

(RMB in million)

(% of Total Revenue)

(RMB in million)

(% of Total Revenue)

Domestic K-12 Schools

1,117.2

56.5%

918.6

79.3%

21.6%

International Schools

452.5

22.9%

364.9

31.5%

24.0%

Bilingual Schools

387.7

19.6%

324.5

28.0%

19.5%

Kindergartens

277.0

14.0%

229.2

19.8%

20.8%

Overseas Schools

556.4

28.2%

16.1

1.4%

3,351.0%

Complementary Education

301.4

15.3%

223.9

19.3%

34.6%

Total

1,975.0

100.0%

1,158.6

100.0%

70.5%

Revenue for the period was RMB1,975.0 million,representing a 70.5% increase from RMB1,158.6 million for the same period of the last fiscal year.

Cost of Revenue

Cost of revenue for the period was RMB1,194.7 million,representing a 67.8% increase from RMB711.8 million for the same period of the last fiscal year.

Gross Profit,Gross Margin and Adjusted Gross Profit

Gross Profit

Six Months

Ended February 29,2019

YoY

% Change

(RMB in million)

(Margin %)

(RMB in million)

(Margin %)

Domestic K-12 Schools

469.9

42.1%

353.5

38.5%

32.9%

International Schools

194.1

42.9%

142.3

39.0%

36.5%

Bilingual Schools

158.4

40.9%

117.3

36.2%

35.0%

Kindergartens

117.4

42.4%

93.9

41.0%

25.0%

Overseas Schools

218.4

39.2%

2.1

13.2%

10,128.8%

Complementary Education

92.0

30.5%

91.2

40.7%

0.9%

Total

780.3

39.5%

446.8

38.6%

74.6%

Gross profit for the period was RMB780.3 million,representing a 74.6% increase from RMB446.8 million for the same period of the last fiscal year. Gross margin was 39.5% for the quarter,as compared to 38.6% for the same period of the last fiscal year.

Adjusted gross profit for the period was RMB802.3 million,representing a 76.5% increase from RMB454.5 million for the same period of the last fiscal year. Adjusted gross margin was 40.6% for the period,as compared to 39.2% for the same period of the last fiscal year.

Selling,General and Administrative Expenses and Adjusted SG&A Expenses (7)

SG&A Expenses

Six Months

Ended February 29,2019

YoY

% Change

(RMB in

million)

(% of Total Revenue)

(RMB in

million)

(% of Total Revenue)

Domestic K-12 Schools

142.9

7.3%

144.5

12.4%

(1.0%)

International Schools

49.3

2.5%

52.5

4.5%

(6.1%)

Bilingual Schools

53.0

2.7%

52.3

4.5%

1.4%

Kindergartens

40.6

2.1%

39.7

3.4%

2.4%

Overseas Schools

156.1

7.9%

3.2

0.3%

4,718.5%

Complementary Education

67.9

3.4%

42.4

3.7%

60.2%

Unallocated Corporate Expenses (8)

75.3

3.8%

89.8

7.8%

(16.1%)

Total

442.2

22.4%

279.9

24.2%

58.0%

Adj. SG&A Expenses (7)

Six Months

Ended February 29,2019

YoY

% Change

(RMB in

million)

(% of Total Revenue)

(RMB in

million)

(% of Total Revenue)

Domestic K-12 Schools

140.2

7.1%

139.3

12.0%

0.6%

International Schools

48.8

2.5%

51.7

4.5%

(5.5%)

Bilingual Schools

51.7

2.6%

50.1

4.3%

3.1%

Kindergartens

39.7

2.0%

37.5

3.2%

5.7%

Overseas Schools

156.0

7.9%

3.2

0.3%

4,718.5%

Complementary Education

67.1

3.4%

39.0

3.4%

72.0%

Unallocated Corporate Expenses (9)

58.6

3.0%

70.0

6.0%

(16.2%)

Total

421.9

21.4%

251.5

21.7%

67.8%

______________________________________________________________________________________________

7.

Adjusted SG&A expenses is defined as selling,share-based compensation expense and other office expenses.

9.

Adjusted unallocated corporate expenses is defined as unallocated corporate expenses excluding share-based compensation expense.

Total SG&A expenses for the period were RMB442.2 million,representing a 58.0% increase from RMB279.9 million for the same period of the last fiscal year. Adjusted SG&A expenses for the period were RMB421.9 million,representing a 67.8% increase from RMB251.5 million for the same period of the last fiscal year.

Operating Income,Operating Income Margin and Adjusted Operating Income

Operating Income

Six Months

Ended February 29,2019

YoY

% Change

(RMB in million)

(Margin %)

(RMB in million)

(Margin %)

Domestic K-12 Schools

329.0

29.5%

212.9

23.2%

54.6%

International Schools

145.0

32.0%

91.7

25.1%

58.2%

Bilingual Schools

105.8

27.3%

65.6

20.2%

61.2%

Kindergartens

78.2

28.2%

55.6

24.3%

40.7%

Overseas Schools

62.3

11.2%

(1.1)

(6.8%)

5,744.3%

Complementary Education

25.7

8.5%

55.3

24.7%

(53.6%)

Unallocated Corporate Expenses

(73.5)

-

(89.0)

-

17.3%

Total

343.5

17.4%

178.1

15.4%

92.8%

Operating income for the period was RMB343.5 million,representing a 92.8% increase from RMB178.1 million for the same period of the last fiscal year. Operating margin was 17.4% for the period,as compared to 15.4% for the same period of the last fiscal year.

Adjusted operating income for the period was RMB385.7 million,representing an 80.1% increase from RMB214.2 million for the same period of the last fiscal year. Adjusted operating margin was 19.5% for the period,as compared to 18.5% for the same period of the last fiscal year.

Net Income and Adjusted Net Income

Net income for the period was RMB244.8 million,representing a 49.7% increase from RMB163.5 million for the same period of the last fiscal year.

Adjusted net income for the period was RMB287.1 million,representing a 43.9% increase from RMB199.6 million for the same period of the last fiscal year.

Earnings per ordinary share/ADS and Adjusted Earnings per ordinary share/ADS

Basic and diluted net income per ordinary share/ADS attributable to ordinary shareholders/ADS holders for the period were RMB1.98 and RMB1.97,as compared to earnings per share of RMB1.26 and RMB1.26,for the same period of the last fiscal year.

Adjusted basic and diluted net income per ordinary share/ADS attributable to ordinary shareholders/ADS holders for the period were RMB2.33 and RMB2.33,as compared to earnings per share of RMB1.55 and RMB1.55,for the same period of the last fiscal year.

Adjusted EBITDA

Adjusted EBITDA for the period was RMB505.0 million,representing an 89.3% increase from RMB266.7 million for the same period of the last fiscal year.

Cash and Working Capital

As of February 29,the Company's cash and cash equivalents and restricted cash were RMB2,433.4 million (US$348.1 million),as compared to RMB2,426.6 million as of November 30,2019. As of February 29,we also have short-term investments of RMB1,743.8 million (US$249.5 million). For the six months ended February 29,the Company's capital expenditure was approximately RMB81.7 million,up 84.3% compared to the same period of the last fiscal year.

Measures Taken in Response to COVID-19

Established protocol for COVID-19 and in preparation for school re-openings – Beginning from February 2,we have assembled a response team led by our CEO,Derek Feng. The team led the management of monitoring the COVID-19 development,implementing the preventive health and safety measures and ensuring that response and communication protocols are faithfully followed across our school network.

Launched online courses since mid-February 2020 – Despite the postponed re-opening of schools,we have started to offer non-academic online courses in some of our schools since mid-February 2020.

Domestic Grade 1-12 started offer online academic courses – In accordance with the guidelines from Ministry of Education ("MOE"),the spring semester in all of our bilingual and international schools had begun online since early March 2020,offering academic courses through virtual classroom teaching for students. We will continue to enrich and fine-tune the online learning experience for our students and make online education available for students in our kindergartens. In addition,we have launched free online open classes since February,followed by fee-based open classes since March 2020,to deliver premium and tailored courses to students both within and outside of our school network,which have attracted over 50,000 audience accumulatively.

Grade 9/12 students returned to campus – Following directives from local MOE of provinces where our schools are located,our students of graduating classes (Grades 9 and 12) have returned to campus since mid-March 2020. Students of other grades in primary and secondary schools began to return to campus in batches since early-April 2020 and the majority of our students of other grades are expected to return to campus by mid-May 2020. We will consider to extend the school days into weekends and the summer break to catch up with the teaching plans after the Company re-opens our schools.

Schools closed in UK and delay the re-opening of Boston school – For our overseas operations,the Company has followed the mandates from public health officials and government agencies to close all of our schools in UK since March 20,2020 and delayed the spring semester for our Boston school. We are providing online education to minimize disruptions and enable our students to continue to learn and grow. The teams across our global network are in close collaboration to enhance online offerings and epidemic surveillance.

Charitable cause in China –Bright Scholar is very committed to its social responsibilities as a corporation. As of April 1,20 of our schools across four provinces (Guangdong,Jiangsu,Guizhou and Hebei) have confirmed to offer tuition fee discounts to parents who are medical staff.

REVISED GUIDANCE FOR FISCAL YEAR ENDING AUGUST 31,2020

Due to the uncertainties surrounding the impact of COVID-19,the Company is revising its guidance for the 2020 fiscal year and expects its revenue to be in a range of RMB3.37 billion and RMB3.47 billion for the 2020 fiscal year,representing a year-over-year growth of 31% to 35%,and its average student enrolment to be between approximately 51,800 and 52,800,representing a year-over-year increase of 11% to 13%.

This guidance is based on the current market and operating conditions and reflects the Company's current and preliminary estimates of such market and operating conditions and market demand,which are all subject to change.

Conference Call

BEDU's management will host a conference call at 8:00 am US Eastern Time (8:00 pm Beijing/Hong Kong Time) on April 29,2020 to discuss its quarterly results and recent business activities.

To participate in the conference call,please dial the following number five to ten minutes prior to the scheduled conference call time:

Mainland China:

4001-201-203

Hong Kong:

852-301-84992

United States:

1-888-346-8982

Canada Toll Free:

1-855-669-9657

International:

1-412-902-4272

*No passcode is required for the call. Please request to join Bright Scholar Education Holdings Ltd.'s call as you dial in.

The Company will also broadcast a live audio webcast of the conference call. The webcast will be available at http://ir.brightscholar.com/.

Following the earnings conference call,an archive of the call will be available by dialling:

United States:

1-877-344-7529

International:

1-412-317-0088

Canada Toll Free:

855-669-9658

Replay Passcode:

10142050

Replay End Date:

May 06,2020

CONVENIENCE TRANSLATION

The Company's business is primarily conducted in China and the significant majority of revenue generated are denominated in Renminbi ("RMB"). However,periodic reports made to shareholders will include current period amounts translated into U.S. dollars using the prevailing exchange rates at the balance sheet date,for the convenience of readers. Translations of balances in the condensed consolidated balance sheets,and the related condensed consolidated statements of operations,and cash flows from RMB into U.S. dollars as of and for the quarter and six-month period ended February 29,2020 are solely for the convenience of the readers and were calculated at the rate of US$1.00=RMB6.9906,representing the noon buying rate set forth in the H.10 statistical release of the U.S. Federal Reserve Board on February 28,2020. No representation is made that the RMB amounts could have been,or could be,converted,realized or settled into US$ at that rate on February 29,2020 or at any other rate.

NON-GAAP FINANCIAL MEASURES

In evaluating our business,we consider and use certain non-GAAP measures,including primarily adjusted EBITDA,adjusted net income/(loss),adjusted gross profit/(loss),adjusted SG&A,adjusted operating income/(loss),adjusted net earnings per share attributable to ordinary shareholders basic and diluted as supplemental measures to review and assess our operating performance. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with U.S. GAAP. We define adjusted gross profit/(loss) as gross profit/(loss) excluding amortization of intangible assets and adjusted gross margin as adjusted gross profit/(loss) divided by revenue. We define adjusted EBITDA as net income/(loss) excluding interest income,net; income tax expense/benefit; depreciation and amortization; share-based compensation expense,and adjusted EBITDA margin as adjusted EBITDA divided by revenue. We define adjusted net income/(loss) as net income/(loss) excluding share-based compensation expense and amortization of intangible assets and adjusted net margin as adjusted net income/(loss) divided by revenue. We define adjusted SG&A as selling,general and administration expense excluding share-based compensation expense. We define adjusted operating income/(loss) as net operating income/(loss) excluding share-based compensation expense and amortization of intangible assets and adjusted operating margin as adjusted operating income/(loss) divided by revenue. Additionally,we define adjusted net earnings per share attributable to ordinary shareholders,basic and diluted,as adjusted net income/(loss) attributable to ordinary shareholders (net income/(loss) to ordinary shareholders excluding share-based compensation expense and amortization of intangible assets) divided by the weighted average number of basic and diluted ordinary shares or American depositary shares (each an "ADS"),on an as-converted basis.

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 does not have significant connection to the growth of the business. Therefore,we provide additional exclusion of amortization of intangible assets to redefine adjusted operating income/(loss),and adjusted net earnings per share attributable to ordinary shareholders,basic and diluted.

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

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

About Bright Scholar Education Holdings Limited

Bright Scholar is a global premier education service company,dedicated to providing quality international education to global students and equipping them with the critical academic foundation and skillsets necessary to succeed in the pursuit of higher education. Bright Scholar also complements its international offerings with Chinese government-mandated curriculum for students who wish to maintain the option of pursuing higher education in China. As of February 29,Bright Scholar operated 80 schools across ten provinces in China and eight schools overseas,covering the breadth of K-12 academic needs of its students. In the six months ended February 29,Bright Scholar had an average of 51,879 students enrolled at its schools.

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:

GCM Strategic Communications

Email: BEDU.IR@gcm.international

Media Contact:

Email: media@brightscholar.com

Phone: +86-757-6683-2507

BRIGHT SCHOLAR EDUCATION HOLDINGS LIMITED

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in thousands)

As of

August 31,

February 29,

2019

2020

RMB

RMB

USD

ASSETS

Current assets

Cash and cash equivalents

3,246,995

1,501,069

214,727

Restricted cash

18,019

930,969

133,174

Short-term investments(1)

241,270

1,743,837

249,455

Accounts receivable

21,528

32,307

4,621

Amounts due from related parties

10,652

21,769

3,114

Other receivables,deposits and other assets

177,150

219,560

31,409

Inventories

26,234

28,007

4,006

Total current assets

3,741,848

4,477,518

640,506

Restricted cash - non current

-

1,400

200

Property and equipment,net

899,510

1,085,838

155,328

Land use rights,net

88,204

87,140

12,465

Intangible assets,net

552,011

590,865

84,523

Goodwill

2,090,078

2,256,150

322,741

Long-term investments

28,455

28,575

4,088

Prepayment for construction contract

5,251

3,602

515

Deferred tax assets,net

30,333

21,685

3,102

Deposit for acquisition

338,585

-

-

Other non-current assets

13,362

12,210

1,747

Operating lease right-of-use assets(2)

-

2,045,831

292,654

Total non-current assets

4,789

6,133,296

877,363

TOTAL ASSETS

7,787,637

10,610,814

1,517,869

______________________________________________________________________________________________

1. As of February 29,part of short-term investments principal are guaranteed by related parties of the Company.

2. During this quarter,the Company revised the discount rate applied for certain leases at date of transition of the new lease accounting standard.

BRIGHT SCHOLAR EDUCATION HOLDINGS LIMITED

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS-CONTINUED

(Amounts in thousands)

As of

August 31,

2019

2020

RMB

RMB

USD

LIABILITIES AND EQUITY

Current liabilities

Accounts payable (including accounts payable of the consolidated

VIEs without recourse to Bright Scholar Education of RMB

32,842 and RMB 38,878 as of August 31,2019 and February

29,respectively)

94,295

98,912

14,149

Amounts due to related parties (including amounts due to related

parties of the consolidated VIEs without recourse to Bright

Scholar Education of RMB 76,117 and RMB 82,525 as of

August 31,2019 and February 29,respectively)

110,038

116,385

16,649

Accrued expenses and other current liabilities (including accrued

expenses and other current liabilities of the consolidated VIEs

without recourse to Bright Scholar Education of RMB 364,734

and RMB 283,664 as of August 31,

2020,respectively)

615,082

498,499

71,310

Short term loan

50,000

803,800

114,983

Income tax payable (including income tax payable of the

consolidated VIEs without recourse to Bright Scholar Education

of RMB 50,968 and RMB 41,171 as of August 31,2019 and

February 29,respectively)

93,479

121,719

17,412

Contract liabilities (including contract liabilities of the consolidated

VIEs without recourse to Bright Scholar Education of RMB

1,157,774 and RMB 1,004,562 as of August 31,respectively)

1,529,137

1,350,715

193,219

Refund liabilities (including refund liabilities of the consolidated

VIEs without recourse to Bright Scholar Education of RMB

19,132 and RMB 15,215 as of August 31,respectively)

20,259

16,001

2,289

Operating lease liabilities(2)(including operating lease liabilities of

the consolidated VIEs without recourse to Bright Scholar

Education of nil and RMB 26,522 as of August 31,respectively)

-

205,637

29,416

Total current liabilities

2,512,290

3,211,668

459,427

Non-current portion of deferred revenue (including non-current

portion of deferred revenue of the consolidated VIEs without

recourse to Bright Scholar Education of nil and RMB 2,080 as

of August 31,respectively)

-

4,007

573

Deferred tax liabilities,net (including deferred tax liabilities of the

consolidated VIEs without recourse to Bright Scholar Education

of RMB 35,895 and RMB 33,864 as of August 31,respectively)

53,689

61,180

8,752

Other non-current liability due to related parties (including non-

current liabilities due to related parties of the consolidated VIEs

without recourse to Bright Scholar Education of RMB 21,736

and RMB 20,924 as of August 31,

respectively)

21,736

20,924

2,993

Other non-current liability due to third parties (including non-

current liabilities due to third parties of the consolidated VIEs

without recourse to Bright Scholar Education of RMB 7,621

and RMB 10,511 as of August 31,

respectively)

10,654

12,618

1,805

Bonds payable

2,106,000

2,063,902

295,240

Long term loan (including long term loan of the consolidated VIEs

without recourse to Bright Scholar Education of nil and RMB

85,000 as of August 31,

respectively)

-

85,000

12,159

Operating lease liabilities(2)(including operating lease liabilities of

the consolidated VIEs without recourse to Bright Scholar

Education of nil and RMB 243,213 as of August 31,respectively)

-

1,864,041

266,650

Total non-current liabilities

2,192,079

4,111,672

588,172

TOTAL LIABILITIES

4,704,369

7,323,340

1,047,599

______________________________________________________________________________________________

1. As of February 29,the Company revised the discount rate applied for certain leases at date of transition of the new lease accounting standard.

As of

August 31,

2019

2020

RMB

RMB

USD

EQUITY

Share capital

8

8

1

Additional paid-in capital

2,105,189

2,019,011

288,818

Statutory reserves

64,945

64,945

9,290

Accumulated other comprehensive income

78,955

129,255

18,490

Accumulated retained earnings

472,339

710,385

101,620

Shareholders' equity

2,721,436

2,923,604

418,219

Non-controlling interests

361,832

363,870

52,051

Total equity

3,083,268

3,287,474

470,270

TOTAL LIABILITIES AND EQUITY

7,869

BRIGHT SCHOLAR EDUCATION HOLDINGS LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

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

Three Months Ended February 28/29,

Six Months Ended February 28/29,

2019

2020

2019

2020

RMB

RMB

USD

RMB

RMB

USD

Revenue

508,768

877,041

125,460

1,158,620

1,974,994

282,521

Cost of revenue

(358,513)

(570,493)

(81,609)

(711,777)

(1,194,695)

(170,900)

Gross profit

150,255

306,548

43,851

446,843

780,299

111,621

Selling,general and administrative expenses

(158,268)

(232,303)

(33,231)

(279,902)

(442,233)

(63,261)

Other operating income

3,936

1,967

282

11,192

5,386

771

Operating (loss) /income

(4,077)

76,212

10,902

178,133

343,452

49,131

Interest income/(expense),net

9,964

(33,630)

(4,811)

22,209

(63,218)

(9,043)

Investment income

4,703

20,560

2,942

10,143

41,592

5,949

Other expenses

(2,403)

(3,772)

(540)

(3,427)

(130)

(19)

Income before income taxes and share of equity in income of unconsolidated affiliates

8,187

59,370

8,493

207,058

321,696

46,018

Income tax expense

(3,007)

(18,676)

(2,672)

(43,604)

(76,691)

(10,971)

Share of equity in (loss)/income of unconsolidated affiliates

(9)

(206)

(29)

16

(233)

(33)

Net income

5,171

40,488

5,792

163,470

244,772

35,014

Net (loss)/income attributable to non-controlling interests

1,389

(6,272)

(897)

7,100

6,726

962

Net incomeattributable to ordinary shareholders

3,782

46,760

6,689

156,370

238,046

34,052

Net earnings per share attributable to

ordinary shareholders

—Basic

0.03

0.39

0.06

1.26

1.98

0.28

—Diluted

0.03

0.39

0.06

1.26

1.97

0.28

Weighted average shares used in

calculating net earnings per ordinary share:

—Basic

122,961,621

120,433,903

120,903

123,928,537

120,509,241

120,241

—Diluted

123,034,471

120,457,212

120,212

123,994,828

120,545,763

120,763

BRIGHT SCHOLAR EDUCATION HOLDINGS LIMITED

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in thousands)

Three Months Ended February 28/29,

2019

2020

2019

2020

RMB

RMB

USD

RMB

RMB

USD

Net cash generated from operating activities

554,356

499,491

71,452

260,723

99,734

14,267

Net cash used in investing activities

(214,605)

(1,136,022)

(162,507)

(537,409)

(1,542,434)

(220,644)

Net cash (used in)/generated from financing activities

(194,344)

654,823

93,672

(342,563)

653,640

93,503

Effect of exchange rate changes on cash

(50,827)

(11,404)

(1,631)

(21,934)

(42,516)

(6,082)

Net change in cash and cash equivalents,and restricted cash

94,580

6,888

986

(641,183)

(831,576)

(118,956)

Cash and cash equivalents,and restricted cash at beginning of the period

2,428,318

2,426,550

347,116

3,164,081

3,265,014

467,058

Cash and cash equivalents,and restricted cash at end of the period

2,522,898

2,438

348,102

2,102

Reconciliations of GAAP and Non-GAAP Results

(Amounts in thousands,

2019

2020

2019

2020

RMB

RMB

USD

RMB

RMB

USD

Gross profit

150,255

306,548

43,851

446,843

780,299

111,621

Add: Amortization of intangible assets

4,965

10,955

1,567

7,645

21,995

3,146

Adjusted gross profit

155,220

317,503

45,418

454,488

802,294

114,767

Operating (loss)/ income

(4,077)

76,212

10,902

178,133

343,452

49,131

Add: Share-based compensation expense

21,893

10,267

1,469

28,442

20,299

2,904

Add: Amortization of intangible assets

4,146

Adjusted operating income

22,781

97,434

13,938

214,220

385,746

55,181

Net income

5,171

40,488

5,792

163,470

244,772

35,014

Add: Share-based compensation expense

21,146

Adjusted net income

32,029

61,710

8,828

199,557

287,066

41,064

Net income attributable to ordinary shareholders

3,782

46,760

6,689

156,370

238,046

34,052

Add: Share-based compensation expense

21,146

Adjusted net income attributable to ordinary shareholders

30,640

67,982

9,725

192,457

280,340

40,102

Net income

5,014

Less: Interest income/(expense),043)

Add: Income tax expense

3,007

18,676

2,672

43,604

76,691

10,971

Add: Depreciation and amortization

29,159

49,390

7,065

53,370

99,970

14,301

Add: Share-based compensation expense

21,904

Adjusted EBITDA

49,266

152,451

21,809

266,677

504,950

72,233

Selling,general and administrative expenses

158,268

232,303

33,231

279,902

442,233

63,261

Less: Share-based compensation expense

21,904

Adjusted selling,general and administrative expenses

136,375

222,036

31,762

251,460

421,934

60,357

Weighted averageshares used in calculating earnings per ordinary share:

—Basic

122,241

—Diluted

123,763

Adjusted net earnings per share attributable to ordinary shareholders

—Basic

0.25

0.56

0.08

1.55

2.33

0.33

—Diluted

0.25

0.56

0.08

1.55

2.33

0.33

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