Visionary Education Technology Holdings Group Inc. Reports Fiscal Year 2022 Financial Results

MARKHAM,Canada,Aug. 13,2022 -- Visionary Education Technology Holdings Group Inc. (the "Company") (Nasdaq: VEDU),a private education provider located in Canada that offers high-quality education resources to students around the globe,today announced its financial results for the fiscal year ended March 31,2022.

Fiscal Year 2022 Financial Highlights

Revenues was $5.2 million in fiscal year 2022,compared to $7.7 million in fiscal year 2021.

Gross profit margin was 49.8% in fiscal year 2022,compared to 55.2% in fiscal year 2021.

Income from operations was $1.0 million in fiscal year 2022,compared to $3.7 million in fiscal year 2021.

Net loss was $56,474 in fiscal year 2022,compared to net income of $2,913,646 in fiscal year 2021.

Mr.David Xu,Chief Executive Officer and Chief Operating Officer of the Company,commented,"In fiscal year 2022,we have invested and consolidated our education resources and built a solid foundation for our future development. On May 17,2022,we completed our initial public offering,which was an important milestone in the history of the Company. Becoming a publicly traded company provides us with more opportunities to continue developing our education resources. We plan to invest in more profitable and higher growth business areas such as high school education for international students,integrated platform of technology and education,online standardizedartificial intelligencedriven central platformsand offline personalized education serviceswhich are expected to drive exponential tuition revenue growth in the near future. In addition,we intend to close the purchase of the properties at 95-105 Moatfield Drive,Torontothis month. This education facility is expected to generate about $10 million annual rent revenue. Looking forward,we will continue to provide high-quality education to students,execute our strategic initiatives and expand our market share. We believe our organic growth and strategic development will position us well for the future and we are confident in creating long-term values and returns for our shareholders."

Fiscal Year 2022 Financial Results

Revenues

Revenues decreased by $2.5 million,or 32.1%,to approximately $5.2 million in fiscal year 2022 from approximately $7.7 million in fiscal year 2021. The decrease in revenue was principally because the Company's sales of vacant land decreased $4.3 million,partially offset by increased rent revenue of $1.6 million in fiscal year 2022.

For the Year Ended March 31,

2022

2021

($)

Revenue

Cost of Revenue

Gross Margin

Revenue

Cost of Revenue

Gross Margin

Rent

2,298,198

1,322,188

42.5%

674,898

256,981

61.9%

Tuition

669,442

319,913

52.2%

358,241

124,762

65.2%

Construction

8,117

4,663

42.6%

78,219

19,529

75.0%

Vacant land

2,272,704

990,261

56.4%

6,613,863

3,058,175

53.8%

Total

5,248,461

2,637,025

49.8%

7,725,221

3,459,447

55.2%

Revenue from rent increased by $1.6 million,or 240.5%,to $2.3 in fiscal year 2022 from $0.7 million in fiscal year 2021. The increase in rent revenue was mainly due to the revenue generated from two office buildings purchased by the Company on April 15,2021. These two office buildings are located in Downtown Markham,Ontario,Canada. In addition,rent revenue from the Company's facility located in 41 Metropolitan Road,Toronto,Ontario also increased due to an increase in the number of tenants as compared to fiscal year 2021.

Revenue from tuition income increased by $0.3 million,or 86.9%,to $0.7 million in fiscal year 2022 from $0.4 million in fiscal year 2021. The increase in revenue was mainly from newly acquired Max the Mutt College of Animation,a private career college that offers diplomas in Classical & Computer Animation & Production,Illustration & Storytelling for Sequential Arts,and Concept Art for Animation & Video Games,and Lowell Academy,a private high school that offers high school education. Revenue from the Company's online learning platform,Toronto ESchool remained stable.

Revenue from the decoration and construction business decreased by $70,102,or 89.6%,to $8,117 in fiscal year 2022 from $78,219 in fiscal year 2021. The decrease was mainly due to the negative impact caused by the COVID-19 pandemic and less focus on this business segment. The Company had no significant income from its construction business in fiscal year 2022.

The Company sold 8 lots of vacant land in fiscal year 2022 and generated revenue of approximately $2.3 million. The Company sold 19 lots of vacant land in fiscal year 2021 and generated revenue of approximately $6.6 million. As of March 31,the Company had no vacant land for future sales.

Gross Profit and Gross Margin

Total cost of revenue decreased by $0.8 million to $2.6 million in fiscal year 2022,from $3.4 million in fiscal year 2021.

Gross profit decreased by $1.7 million,or 5.5%,to $2.6 million in fiscal year 2022,from $4.3 million in fiscal year 2021. Overall gross margin was 49.8% in fiscal year 2022,compared to 55.2% in fiscal year 2021.

Gross margins for rent business,education business,construction business and sales of vacant land were 42.5%,52.2%,42.6% and 56.4%,respectively,for fiscal year 2022,compared to 61.9%,65.2%,75.0% and 53.8%,for fiscal year 2021.

General and Administrative Expenses

General and administrative expenses increased by $305,054,or 230.7%,to $437,278 in fiscal year 2022 from $132,224 in fiscal year 2021. The increase was mainly because the Company recorded arrear interest of $172,993 in fiscal year 2022 due to the late filing of tax returns. In addition,there was increased amortization and utility expenses from the Company's newly purchased two office buildings in downtown Markham.

Professional Fees

Professional fees increased by $139,119,or 65.8%,to $350,636 in fiscal year 2022 from $211,517 in fiscal year 2021. The increase was mainly due to the increased legal fees and accounting fees related to the Company's public offering process.

Salaries and Compensations

Salaries and compensations increased by $599,299,or 310.1%,to $792,546 in fiscal year 2022 from $193,247 in fiscal year 2021. The significant increase was mainly due to the expansion of the Company's educational business and the increased compensation that the Company paid during fiscal year 2022 to attract and retain experienced senior management and professional employees.

Interest Expense,Net

Interest expense increased by $0.8 million,to $0.9 million in fiscal year 2022 from $0.1 million in fiscal year 2021. The significant increase was mainly due to a higher bank loan balance in connection with the purchase of two office buildings located in Downtown Markham,Canada. The Company's outstanding bank loan balance was approximately $18.8 million and $6.4 million as of March 31,2022 and 2021,respectively.

Government Subsidies

In fiscal year 2022,the Company received $490,171 from the Canada Emergency Wage Subsidy program and Canada Emergency Rent Subsidy program. In fiscal year 2021,the Company applied for total loans of $143,136 under the Canada Emergency Business Account (CEBA) program,of which $45,450 is expected to be forgiven. In addition,the Company received $39,207 from the Canada Emergency Wage Subsidy program in fiscal year 2021. The increase of wage subsidy was consistent with the increase of the Company's salary and compensation expenses.

Impairment Expenses

In fiscal year 2022,the Company recorded impairment loss of $379,165 for the intangible assets and goodwill in connection with the private high schools and Conbridge College,a private college because the Company is in the process of improving the efficiency of the operations,streamlining the business lines to focus on its core education sector,and optimizing the structure of the vocational educational business.

Other income

The Company had other income of $20,709 in fiscal year 2022. In fiscal year 2021,the Company had other income of $245,109,mainly from the one-time sales of personal protective equipment to one Canadian financial institution during the pandemic.

Provision for Income Taxes

Provision for income taxes decreased by $0.7 million,to $0.3 million for fiscal year 2022 from $1.0 million for fiscal year 2021. The decrease was mainly due to the decreased income before income taxes.

Net Income (Loss)

Net loss was $56,474 for fiscal year 2022,as compared to net income of approximately $2.9 million for fiscal year 2021.

Balance Sheet

As of March 31,the Company had cash of $0.7 million,as compared to $1.2 million as of March 31,2021.

Cash Flow

Net cash provided by operating cash flow was $6.4 million in fiscal year 2022,compared to $4.4 million for fiscal year 2021.

Net cash used in investing activities was $24.3 million in fiscal year 2022,compared to $3.1 million in fiscal year 2021. The increase in net cash used in investing activities was primarily attributable to the purchase of two office buildings for approximately $16.9 million in downtown Markham,the deposits of approximately $7.2 million paid to acquire the properties located on 95-105 Moatfield Drive,as well as the payments made to acquire various private school licenses and Max the Mutt College of Animation.

Net cash provided by financing activities was $17.5 million in fiscal year 2022,compared to net cash used in financing activities of $0.4 million in fiscal year 2021. The increase in net cash provided by financing activities in fiscal year 2022 was primarily attributable to the mortgages the Company obtained from HSBC Bank. In connection with the purchase of the two office buildings,on April 15,2021,the Company obtained bank loans of $7.2 million (C$9.0 million) and $5.6 million (C$7.0 million) respectively from HSBC Bank.

Recent Development

Initial Public Offering

On May 19,the Company closed its IPO of 4,250,000 Common Shares at a public offering price of $4.00 per share for gross proceeds of $17.0 million. The total net proceeds to the Company from the IPO,after deducting discounts,expense allowance,and expenses,were approximately $14.3 million. Following the closing of the Offering,the Company has a total of 39,000 Common Shares issued and outstanding. In connection with the offering,the Company's common shares began trading on the NASDAQ under the symbol "VEDU."

Acquisition of Griggs International Academy China Co. Ltd.

On July 14,the Company entered into a Capital Increase and Share Expansion Agreement (the "Contribution Agreement") with Griggs International Academy China Co. Ltd. ("Griggs China"),a Hong Kong private consulting and investment holding company offering United States K-12 diploma programs and services of Griggs International Academy USA at four locations in China.. Pursuant to the Contribution Agreement,the Company has agreed to invest $900,000 in Griggs China in exchange for 9,000 newly issued shares of Griggs China,which will equal 90% of issued and outstanding shares of Griggs China. This transaction closed on July 29,2022.

On July 19,the Company signed a purchase agreement with the two principal shareholders of Griggs China to purchase their 1,000 shares for a total consideration of $50,000. The two shareholders will retain 10% of the dividend rights of the Company's Griggs Program in exchange for the sale of their ordinary shares,and the Company guaranteed to pay an annual minimum of $20,000 and $10,000,to the two shareholders as a retainer if no dividend is to be declared. The payment of the retainer commences September 1,2022 and remains in effect until August 31,2032. After completing this transaction,the Company will own 100% of Griggs China.

AboutVisionary Education Technology Holdings Group Inc.

Visionary Education Technology Holdings Group Inc.,headquartered in Markham,is a private education provider located in Canada that offers high-quality education resources to students around the globe. The Company aims to provide access to secondary,college,undergraduate and graduate and vocational education to students in Canada through technological innovation so that more people can learn,grow and succeed to their full potential. As a fully integrated provider of educational programs and services in Canada,the Company has been serving and will continue to serve both Canadian and international students. For more information,visit the Company's website at https://ir.visiongroupca.com.

Forward-Looking Statements

All statements other than statements of historical fact in this announcement are forward-looking statements.These forward-looking statements involve known and unknown risks and uncertainties and are based on the Company's current expectations and projections about future events that the Company believes may affect its financial condition,results of operations,business strategy and financial needs. Investors can identify these forward-looking statements by words or phrases such as"believes," "expects," "anticipates," "estimates," "intends," "would," "continue," "should," "may," or similar expressions. The Company undertakes no obligation to update or revise publicly any forward-looking statements to reflect subsequent occurring events or circumstances,or changes in its expectations,except as may be required by law. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable,it cannot assure you that such expectations will turn out to be correct,and the Company cautions investors that actual results may differ materially from the anticipated results and encourages investors to review other factors that may affect its future results in the Company's registration statement and in its other filings with the SEC.

For more information,please contact:

Visionary Education Technology Holdings Group Inc.

Investor Relations Department

Email: ir@farvision.ca

Ascent Investors Relations LLC

Tina Xiao

President

Phone: +1 917-609-0333

Email: tina.xiao@ascent-ir.com

VISIONARY EDUCATION TECHNOLOGY HOLDINGS GROUP INC.

CONSOLIDATED BALANCE SHEETS

(IN U.S. DOLLARS)

March 31,

March 31,

2022

2021

ASSETS

CURRENT ASSETS

Cash

$

741,868

$

1,190,616

Short-term investments

56,021

–

Accounts receivable,net

1,653

183,690

Accounts receivable - related party

–

286,272

Prepaid and other receivable

179,647

81,522

Inventories

–

839,390

Due from related parties

432,676

3,104,042

Loan receivable - current

131,036

–

Related parties loan receivable - current

–

105,898

Total current assets

1,542,901

5,791,430

Restricted cash – non-current

67,821

–

Property,plant and equipment,net

23,240,470

4,469,767

Right of use assets

958,477

35,445

Intangible assets,082,061

428,061

Acquisition deposits

7,364,241

2,496,790

Goodwill

1,030,399

–

Loan receivable

–

127,232

Deferred offering cost

940,214

–

Related parties loan receivable – non-current

–

318,377

TOTAL ASSETS

$

36,226,584

$

13,667,102

LIABILITIES AND EQUITY

CURRENT LIABILITIES

Accounts payable

$

278,544

$

50,198

Accrued liabilities

1,465,318

120,149

Other tax payable

1,435,045

1,020,329

Due to related parties

7,219,022

1,471,191

Deferred revenue

532,520

201,169

Lease liability - current

211,600

16,150

Bank loans - current

542,264

172,629

Income tax payable

1,598,153

1,116,024

Total current liabilities

13,282,466

4,167,839

Deferred tax liabilities

243,762

33,627

Lease liability,non-current

746,877

19,295

Bank loans,non-current

18,278,316

6,214,428

TOTAL LIABILITIES

32,551,421

10,189

Commitments

EQUITY

Common shares,no par value,unlimited shares authorized,35,000 issued and outstanding*

–

–

Additional paid-in capital

665,985

665,985

Retained earnings

2,587,747

2,577,998

Accumulated other comprehensive income

185,179

163,295

Total shareholders' equity attributable to the Company

3,438,911

3,407,278

Noncontrolling interest

236,252

(175,365)

Total shareholders' equity

3,675,163

3,231,913

TOTAL LIABILITIES AND EQUITY

$

36,102

*

Retroactively restated for effect of recapitalization

VISIONARY EDUCATION TECHNOLOGY HOLDINGS GROUP INC.

CONSOLIDATED STATEMENTS OF INCOME

AND COMPREHENSIVE INCOME

(IN U.S. DOLLARS)

For the Years Ended March 31,

2022

2021

Revenue – rent

$

2,198

$

674,898

Revenue – tuition

669,442

358,241

Revenue – construction

8,117

78,219

Revenue – sales of land

2,704

6,863

Total Revenues

5,461

7,221

Cost of revenue – rent

1,188

256,981

Cost of revenue – tuition

319,913

124,762

Cost of revenue – construction

4,663

19,529

Cost of revenue – sales of land

990,261

3,175

Total cost of revenues

2,025

3,447

Gross Profit

2,611,436

4,265,774

Operating expenses:

General and administrative expenses

437,278

132,224

Professional fees

350,636

211,517

Salaries

792,546

193,247

Total operating expenses

1,580,460

536,988

Income from operations

1,976

3,728,786

Other (expense) income

Interest expense

(906,398)

(141,690)

Impairment loss

(379,165)

–

Government subsidies

490,171

84,657

Other income

20,709

245,019

Total other (expense) income,net

(774,683)

187,986

Income before income taxes

256,293

3,916,772

Provision for income taxes - current

(312,767)

(1,003,126)

Net (loss) income

(56,474)

2,646

Less: net loss (income) attributable to noncontrolling interest

66,223

(46,789)

Net income attributable to Visionary Education Technology Holdings Group

9,749

2,866,857

Other comprehensive income:

Foreign currency translation gain

26,333

164,684

Comprehensive (loss) income

(30,141)

3,078,330

Less: comprehensive loss (income) attributable to noncontrolling interest

61,774

(23,626)

Comprehensive income attributable to Visionary Education Technology Holdings Group

$

31,633

$

3,704

Earnings Per share

Basic and diluted

$

(0.00)

$

0.08

Weighted Average Shares Outstanding*

Basic and diluted

35,000

35,000

* Retroactively restated for effect of recapitalization

VISIONARY EDUCATION TECHNOLOGY HOLDINGS GROUP INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(IN U.S. DOLLARS)

For the Years Ended March 31,

2022

2021

Cash flows from operating activities:

Net (loss) income

$

(56,474)

$

2,646

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

494,729

53,763

Gain recognized on government subsidy

22,883

(45,450)

Impairment loss on intangible assets and goodwill

379,165

–

Changes in operating assets and liabilities:

Accounts receivable

202,741

(174,982)

Accounts receivable from related party

167,550

(272,700)

Inventories

842,346

2,686,597

Prepayments and other current assets

(97,322)

(77,657)

Due from related party

2,114,745

(2,692,545)

Accounts payables

227,370

37,367

Accrued liabilities

854,071

114,453

Other tax payable

406,999

877,215

Deferred revenue

329,113

9,796

Taxes payable

473,607

1,010,214

Net cash provided by operating activities

6,361,523

4,439,717

Cash flows from investing activities:

Acquisition of business

(471,550)

(151,500)

Acquisition deposit

(17,016,884)

(2,378,418)

Purchase additional shares from NCI

–

(31,808)

Loan advance to related parties

425,770

(377,785)

Refund of land deposit

52,668

–

Short-term investment

(55,860)

–

Loan advance to unrelated parties

(2,979)

(121,200)

Acquisition deposits

(7,215,396)

–

Net cash used in investing activities

(24,284,231)

(3,060,711)

Cash flows from financing activities:

Proceeds from bank loan

85,909

136,350

Proceeds from mortgage

12,768,000

6,000

Finance costs on mortgage

(49,928)

(30,300)

Deferred offering costs

(451,049)

–

Repayment of mortgage

(469,921)

(2,565,470)

Proceeds (Repayment) of shareholder advance

5,652,248

(3,995,358)

Net cash provided by (used in) financing activities

17,535,259

(394,778)

Effect of exchange rate changes on cash

6,522

96,528

Net increase (decrease) in cash

(380,927)

1,080,756

Cash and restricted cash,beginning of the year

1,616

109,860

Cash and restricted cash,end of the year

$

809,689

$

1,616

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

Cash paid for income tax

$

–

$

–

Cash paid for interest

$

906,398

$

117,708

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