Gravitas Education Holdings, Inc. Reports First Half 2022 Financial Results

BEIJING,Dec. 19,2022 --Gravitas Education Holdings,Inc.("GEHI"or the "Company") (NYSE: GEHI),a leading early childhood education service provider inChina and Singapore,today announced its unaudited financial results for the first half of2022.

First Six Months of 2022Financial Results

Net revenues from continuing operations were $29.6 million,compared with $39.2 million for the first six months of 2021.

Gross profit from continuing operations was $5.6 million,compared with $12.3 million for the first six months of 2021.

Net loss from continuing operations attributable to ordinary shareholders of GEHI for the first six months of 2022 was $3.1million,compared with $2.7 million of net income from continuing operations attributable to ordinary shareholders of GEHI for the same period of 2021. Adjusted net loss from continuing operations attributable to ordinary shareholders[1] of GEHI for the first six months of 2022 was $2.6million,compared with $3.8 million of adjusted net income from continuing operations attributable to ordinary shareholders of GEHI for the same period of 2021.

Net incomeattributable to ordinary shareholders of GEHI for the first six months of 2022was $26.8million,compared with $4.4million for the same period of 2021. Adjusted net income attributable to ordinary shareholders[1]of GEHIfor the first six months of 2022was $27.3million,compared with $5.6million for the same period of 2021.

"In the first half of 2022,we followed the government's policy guidance and successfully completed the divestiture of our directly-operated kindergartens. In parallel,we rebranded the Company as Gravitas Education to mark our entry into a new development stage with an increasingly diverse business mix. In our day-to-day operations,we continued to strengthen our core business by investing in research and curriculum development,operational supervision,training programs and management system development,and adopted a multi-brand strategy for our products and services. These efforts have enabled us to maintain leadership in the preschool education sector. At the same time,we carried forward a series of new business endeavors,including the formal launch of directly-operated children's sports centers and dancing and art centers in China,as well as the offering of a suite of childcare solutions. Facing a declining birth rate in China,we will dedicate ourselves to ongoing innovations and focus on long-term value creation for the Company." said Ms. Yanlai Shi,Co-founder,Director and Chief Executive Officer of GEHI.

"Year to date,we have encountered significant business challenges as a result of COVID-19 outbreaks across the country,which,in particular,affected the kindergarten operations in Beijing and Shanghai. These challenges have slowed down our topline growth and caused us to underperform as compared to our budget. We took a series of measures,including stringent cost control to mitigate the negative impact,and made sure our teams remained stable and confident. Going through the six months' challenges,our team morale only grew stronger. As kindergarten operations get resumed in July,we will work harder to reinforce our core competency in serving kindergartens and play-and-learn centers ("PLCs"),while steadily pressing ahead with new business initiatives."

"In GEHI's strategic and business planning,we have always treated children's growth as our top priority and remained true to our mission. In this new phase of development,we will guide ourselves under the spirit and requirement of government policies,and function as a 'central brain' platform to empower facilities within our network. We believe our core business model,which merges our PLC,kindergarten and childcare operational expertise,along with our continuous innovations,will make us the one-stop solution for institutions and operators,and contribute to the long-term healthy development of preschool education in China." concluded Ms. Shi.

First Six Months of 2022 Financial Results

Net Revenues from Continuing Operations

Net revenues from continuing operations for the first six months of 2022 were $29.6 million,a decrease of 24.5% from $39.2 million for the same period of 2021.

Services revenues from continuing operations for the first six months of 2022 were $27.3 million,a decrease of 23.0% from $35.4 million for the same period last year. The decrease was primarily due to decreased tuition fees as the Company's directly operated facilities were temporarily closed for various periods during the first six months of 2022 as a result of the recurrence of COVID-19,whereas those facilities were in normal operation for the same period of 2021. The aforementioned decrease in tuition fees was partially offset by an increase in education services revenues of $1.3 million for the first six months of 2022. Franchise services revenues also decreased owing to the slow-down of play-and-learn franchise expansion and lower revenue generated from franchisees due to the impact of recurrence of the COVID-19 for the first six months of 2022,whereas the majority of franchised play-and-learn centers have resumed operation during the first six months of 2021.

Product revenues for the first six months of 2022 were $2.3 million,compared with $3.7 million for the same period in 2021. The decrease was mainly due to a decrease in the amount of merchandise sold through the Company's franchise networkas the vast majority of the Company's franchised facilities were temporarily closed for part of the first six months of 2022 as a result of the recurrence of COVID-19,whereas they were in normal operation during the first half of 2021.

Cost of Revenues of Continuing Operations

Cost of revenues of continuing operations for the first six months of 2022 was $24.0 million,compared with $26.9 million for the first six months of 2021. Cost of revenues for services from continuing operations for the first six months of 2022was$22.8million,compared with$25.2millionfor the same period of 2021. The decrease was mainly due to a decrease in the cost of enrichmentcourses at directly operated facilities due to the temporary closure during the first half of 2022,whereas all of which were in normal operation during the first six months of 2021.Cost of products revenues for the first six months of 2022 was $1.2 million,compared with $1.6 million for the same period last year. The decrease was in line with the decrease in products revenues.

Gross Profit from Continuing Operations

Gross profit from continuing operations for the first six months of 2022 was $5.6 million,compared with $12.3 million for the same period last year.

Operating Expenses of Continuing Operations

Total operating expenses of continuing operations for the first six months of 2022 were $8.3 million,compared with $9.5 million for the same period last year. Excluding share-based compensation expenses,operating expenses of continuing operations were $7.7 million for the first six months of 2022,compared with $8.4 million for the same period last year.

Selling expenses of continuing operations were $0.9 million for the first six months of 2022,compared with $0.7 million for the same period last year.

General and administrative expenses of continuing operations for the first six months of 2022 were $7.4 million,compared with $8.8 million for the same period last year. Excluding share-based compensation expenses,general and administrative expenses of continuing operations were $6.9 million for the first six months of 2022,a decrease of 10.9% from $7.7 million for the same period of 2021. The decrease in general and administrativeexpenses excluding share-based compensation expenses was primarily due to the Company's continuous stringent cost control measures since the COVID-19 pandemic.

Operating Income/loss from Continuing Operations

Operating loss from continuing operations for the first six months of 2022 was $2.7 million,compared with operating income of $2.8 million for the same period last year. Adjusted operating loss[2] from continuing operations for the first six months of 2022 was $2.2 million,compared with adjusted operating income from continuing operations of $3.9 million for the same period last year.

Net Income/loss from Continuing Operations

Net loss from continuing operations attributable to ordinary shareholders of GEHI for the first six months of 2022 was $3.1 million,compared with $2.7 million of net income from continuing operations attributable to ordinary shareholders of GEHI for the same period of 2021. Adjusted net loss from continuing operations attributable to ordinary shareholders of GEHI for the first six months of 2022 was $2.6 million,compared with $3.8 million of adjusted net income from continuing operations attributable to ordinary shareholders of GEHI for the same period of 2021.

Basic and diluted net loss from continuing operations per ADS attributable to ordinary shareholders of GEHI for the first six months of 2022 were $2.24 and $2.21,respectively,compared with basic and diluted net income from continuing operations per ADS attributable to ordinary shareholders of GEHI of $1.89 and $1.86,for the same period of 2021. Each ADS represents twenty Class A ordinary shares.

Adjusted basic and diluted net loss from continuing operations per ADS attributable to ordinary shareholders[3] of GEHI for the first six months of 2022 were $1.85 and $1.83,compared with adjusted basic and diluted net income from continuing operations per ADS attributable to ordinary shareholders of GEHI of $2.65 and $2.60,respectively for the same period of 2021.

EBITDA[4] from continuing operations for the first six months of 2022 was $0.2 million,compared with $6.1 million for the same period of 2021. Adjusted EBITDA[5] from continuing operations for the first six months of 2022 was $0.8 million,compared with $7.2 million for the same period of 2021.

[1] Adjusted net income (loss) (from continuing operations) attributable to ordinary shareholders is a non-GAAP financial measure,which is defined as net income (loss) (from continuing operations) attributable to ordinary shareholders excluding share-based compensation expenses and changes in redeemable non-controlling interests. See "Use of Non-GAAP Financial Measures" and "Reconciliations of GAAP and non-GAAP results" elsewhere in this earnings release.

[2] Adjusted operating income (loss) is a non-GAAP financial measure,which is defined as operating income (loss) excluding share-based compensation expenses. See "Use of Non-GAAP Financial Measures" and "Reconciliations of GAAP and non-GAAP results" elsewhere in this earnings release.

[3] Adjusted basic and diluted net income (loss) (from continuing operations) per ADS attributable to ordinary shareholders is a non- GAAP financial measure,which is defined as basic and diluted net income (loss) (from continuing operations) per ADS attributable to ordinary shareholders excluding share-based compensation expenses and changes in redeemable non-controlling interest. See "Use of Non-GAAP Financial Measures" and "Reconciliations of GAAP and non-GAAP results" elsewhere in this earnings release.

[4] EBITDA is defined as net income (loss) excluding depreciation,amortization and income tax expenses. See "Use of Non-GAAP Financial Measures" and "Reconciliations of GAAP and non-GAAP results" elsewhere in this earnings release.

[5] Adjusted EBITDA is a non-GAAP financial measure,which is defined as net income (loss) excluding depreciation,amortization,income tax expenses,and share-based compensation expenses. See "Use of Non-GAAP Financial Measures" and "Reconciliations of GAAP and non-GAAP results" elsewhere in this earnings release.

Net Income/loss from Discontinued Operations

Loss from discontinued operations after taxes for the first six months of 2022 was $2.1 million,compared with income after taxes from discontinued operations of $2.5 million for the same period last year. Gain on disposal of discontinued operations after taxes for the first six months of 2022 was $30.5 million,compared to nil for the same period of 2021.

Net Income/loss

Net income attributable to ordinary shareholders of GEHI for the first six months of 2022 was $26.8 million,compared with $4.4 million for the same period of 2021. Adjusted net income attributable to ordinary shareholders of GEHI for the first six months of 2022 was $27.3 million,compared with $5.6 million for the same period of 2021.

Basic and diluted net income per ADS attributable to ordinary shareholders of GEHI for the first six months of 2022 were $19.11 and $18.86,compared with $3.07 and $3.01,respectively for the same period of 2021. Each ADS represents twenty Class A ordinary shares.

Adjusted basic and diluted net income per ADS attributable to ordinary shareholders[3]of GEHI for the first six months of 2022 were $19.42 and $19.16,compared with $3.94 and $3.86,respectively for the same period of 2021.

EBITDA for the first six months of 2022 was $36.3 million,compared with $15.8 million for the same period of 2021. Adjusted EBITDA for the first six months of 2022 was $36.8million,compared with $17.0 million for the same period of 2021.

About Gravitas Education Holdings,Inc.

Founded on the core values of "Care" and "Responsibility," "Inspire" and "Innovate," Gravitas Education Holdings,Inc. (formerly known as RYB Education,Inc.) is a leading early childhood education service provider in China. Since opening its first play-and-learn center in 1998,the Company has grown and flourished with the mission to provide high-quality,individualized and age-appropriate care and education to nurture and inspire each child for his or her betterment in life. During its two decades of operating history,the Company has built itself into a well-recognized education brand and helped bring about many new educational practices in China's early childhood education industry. GEHI's comprehensive early childhood education solutions meet the needs of children from infancy to 6 years old through structured courses at kindergartens and play-and-learn centers,as well as at-home educational products and services.

Use of Non-GAAP Financial Measures

We use EBITDA,adjusted EBITDA,adjusted operating income,adjusted net income,and adjusted basic and diluted net income per ADS,each a non-GAAP financial measure,in evaluating our operating results and for financial and operational decision-making purposes.

EBITDA is defined as net income excluding depreciation,amortization and income tax expenses; adjusted EBITDA is defined as net income excluding depreciation,and share-based compensation expenses; adjusted operating income is defined as operating income excluding share-based compensation expenses; adjusted net income attributable to ordinary shareholders is defined asnet income attributable to ordinary shareholders excluding share-based compensation expenses and changes in redeemable non-controlling interest; and adjusted basic and diluted net income per ADS attributable to ordinary shareholders are defined as basic and diluted net income per ADS attributable to ordinary shareholders excluding share-based compensation expenses and changes in redeemable non-controlling interest.

We believe that EBITDA,help identify underlying trends in our business that could otherwise be distorted by the effect of certain expenses that we include in income from operations and net income. We believe that EBITDA,provide useful information about our operating results,enhance the overall understanding of our past performance and future prospects and allow for greater visibility with respect to key metrics used by our management in its financial and operational decision-making.

EBITDA,should not be considered in isolation or construed as an alternative to net income or any other measure of performance or as an indicator of our operating performance. Investors are encouraged to review the historical adjusted financial measures to the most directly comparable GAAP measures. EBITDA,presented here may not be comparable to similarly titled measures presented by other companies. Other companies may calculate similarly titled measures differently,limiting their usefulness as comparative measures to our data. We encourage investors and others to review our financial information in its entirety and not rely on a single financial measure.

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," "confident" and similar statements. Statements that are not historical facts,including statements about the Company'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: the Company's brand recognition and market reputation; student enrollment in the Company's teaching facilities; the Company's growth strategies; its future business development,results of operations and financial condition; trends and competition inChina'searly childhood education market; changes in its revenues and certain cost or expense items; the expected growth of the Chinese early childhood education market; Chinese governmental policies relating to the Company's industry and general economic conditions inChina. Further information regarding these and other risks is included in the Company's filings with the SEC. All information provided in this press release and in the attachments is as of the date of this press release,and the Company undertakes no obligation to update any forward-looking statement,except as required under applicable law.

For investor and media inquiries,please contact:

InChina:

Gravitas Education Holdings,Inc.

Investor Relations

Tel: 86-10-8767-5752

E-mail: ir@geh.com.cn

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands of U.S. dollars)

As of

June 30,

2022

December 31,

2021

Current assets:

Cash and cash equivalents

36,678

33,322

Accounts receivable,net

1,175

1,282

Accounts receivable -related parties,376

-

Inventories

5,721

6,130

Prepaid expenses and other current assets

2,066

2,405

Consideration receivables - related parties,current

portion

8,290

-

Loan receivables - related parties,current portion

3,030

-

Current assets for discontinued operations

-

39,113

Total current assets

58,336

82,252

Non-current assets:

Property,plant and equipment,net

6,396

6,396

Goodwill

19,147

19,177

Intangible assets,net

10,170

11,099

Long-term investment

139

169

Deferred tax assets

5,342

7,662

Other non-current assets

3,612

4,188

Consideration receivables - related parties,non-

current portion

14,040

-

Loan receivables - related parties,non-current

portion

20,157

-

Operating lease right-of-use assets

18,017

24,840

Non-current assets for discontinued operations

-

127,293

Total assets

155,356

283,076

Liabilities

Current liabilities:

Prepayments from customers,current portion

1,853

3,429

Accrued expenses and other current liabilities

14,059

15,671

Income tax payable

6,371

1,465

Operating lease liabilities,current portion

4,718

5,619

Deferred revenue,current portion

5,912

10,037

Current liabilities for discontinued operations

-

86,137

Total current liabilities

32,913

122,358

Non-current liabilities:

Prepayments from customers,non-current portion

1,079

921

Deferred revenue,non-current portion

989

999

Other non-current liabilities

8,809

9,575

Deferred income tax liabilities

1,610

1,755

Operating lease liabilities,non-current portion

13,079

18,707

Non-current liabilities for discontinued operations

-

49,605

Total liabilities

58,479

203,920

Mezzanine equity

Redeemable non-controlling interests

4,436

4,942

Equity

Ordinary shares

29

29

Treasury stock

(8,009)

(8,667)

Additional paid-in capital

135,123

136,504

Statutory reserve

5,293

5,164

Accumulated other comprehensive (loss)/ income

(1,794)

257

Accumulated deficit

(38,854)

(65,559)

Total Gravitas Education Holdings,Inc.

shareholders' equity

91,788

67,728

Non-controlling interest

653

6,486

Total equity

92,441

74,214

Total liabilities,mezzanine equity and total equity

155,076

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands of U.S. dollars,except share,ADS,per share and per ADS data)

Six months Ended

June 30,

2022

2021

Net revenues:

Services

Services-third parties

25,930

35,405

Services-related parties

1,331

-

Total services revenues

27,261

35,405

Products

Products-third parties

2,262

3,747

Products-related parties

45

-

Total products revenues

2,307

3,747

Total net revenues

29,568

39,152

Cost of revenues:

Services

Services-third parties

22,116

25,228

Services-related parties

661

-

Total services costs

22,777

25,228

Products

Products-third parties

1,186

1,628

Products-related parties

28

-

Total products costs

1,214

1,628

Total cost of revenues

23,991

26,856

Gross profit

5,577

12,296

Operating expenses

Selling expenses

884

706

General and administrative expenses

7,409

8,781

Total operating expenses

8,293

9,487

Operating (loss) income from continuing operations

(2,716)

2,809

Interest income

293

36

Government subsidy income

1,095

1,284

(Loss) income before income taxes from continuing

operations

(1,328)

4,129

Less: Income tax expenses

1,801

914

(Loss) income before loss in equity method investments

from continuing operations

(3,129)

3,215

Loss from equity method investments

(9)

(105)

Net (loss) income from continuing operations

(3,138)

3,110

Discontinued operations

(Loss) income from discontinued operations,net of income

taxes

(2,134)

2,525

Gain on disposal,net of income taxes

30,537

-

Net income from discontinued operations,net of income

taxes

28,403

2,525

Net income

25,265

5,635

Net income attributable to non-controlling interest from

continuing operations

6

420

Net (loss) income attributable to non-controlling interest from

discontinued operations

(1,574)

850

Net income attributable to ordinary shareholders of

Gravitas Education Holdings,Inc.

26,833

4,365

Net (loss) income per share attributable to ordinary

shareholders of Gravitas Education Holdings,Inc. - Basic

Net (loss) income from continuing operations

(0.11)

0.09

Net income from discontinued operations

1.07

0.06

Net income

0.96

0.15

Net (loss) income per share attributable to ordinary

shareholders of Gravitas Education Holdings,Inc. -

Diluted

Net (loss) income from continuing operations

(0.11)

0.09

Net income from discontinued operations

1.05

0.06

Net income

0.94

0.15

Net (loss) income per ADS attributable to ordinary

shareholders of Gravitas Education Holdings,Inc. - Basic

(Note 1)

Net (loss) income from continuing operations

(2.24)

1.89

Net income from discontinued operations

21.35

1.18

Net income

19.11

3.07

Net (loss) income per ADS attributable to ordinary

shareholders of Gravitas Education Holdings,Inc. -

Diluted (Note 1)

Net (loss) income from continuing operations

(2.21)

1.86

Net income from discontinued operations

21.07

1.15

Net income

18.86

3.01

Weighted average shares used in calculating net (loss)

income per ordinary share

Basic

28,078,124

28,391,955

Diluted

28,460,587

28,968,047

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands of U.S. dollars,

2022

2021

Net income

25,635

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

Change in cumulative foreign currency translation adjustments

(2,411)

15

Total comprehensive income

22,854

5,650

Less: Comprehensive (loss) income attributable to non-controlling interest

(1,928)

1,155

Comprehensive income attributable to Gravitas Education Holdings,Inc.

24,782

4,495

Note 1：Each ADS represents twenty Class A ordinary shares.

RECONCILIATION OF GAAP AND NON-GAAP RESULTS

(in thousands of U.S. dollars,per share and per ADS data)

Six Months Ended

June 30,

2022

2021

Operating (loss) income from continuing

operations

(2,716)

2,809

Share-based compensation expenses on

continuing operations

546

1,079

Adjusted operating (loss) income from

continuing operations

(2,170)

3,888

Net (loss) income from continuing

operations attributable to ordinary

shareholders of Gravitas Education

Holdings,Inc.

(3,144)

2,690

Net income from discontinued operations

attributable to ordinary shareholders of

Gravitas Education Holdings,Inc.

29,977

1,675

Net income attributable to ordinary

shareholders of Gravitas Education

Holdings,365

Share-based compensation expenses on

continuing operations

546

1,079

Share-based compensation expenses on

discontinued operations

(111)

147

Adjusted net (loss) income from

continuing operations attributable to

ordinary shareholders of Gravitas

Education Holdings,Inc.

(2,598)

3,769

Adjusted net income from discontinued

operations attributable to ordinary

shareholders of Gravitas Education

Holdings,866

1,822

Adjusted net income attributable to

ordinary shareholders of Gravitas

Education Holdings,Inc.

27,268

5,591

Net (loss) income from continuing

operations

(3,138)

3,110

Net income from discontinued operations

28,403

2,525

Net income

25,635

Add: Income tax expenses on continuing

operations

1,801

914

Income tax expenses on

discontinued operations

4,862

1,775

Depreciation of property,plant and

equipment,and amortization of intangible

assets of continuing operations

1,554

2,107

Depreciation of property,and amortization of intangible

assets of discontinued operations

2,857

5,341

EBITDA from continuing operations

217

6,131

EBITDA from discontinued operations

36,122

9,641

EBITDA

36,339

15,772

Share-based compensation expenses on

continuing operations

546

1,079

Share-based compensation expenses on

discontinued operations

(111)

147

Adjusted EBITDA from continuing

operations

763

7,210

Adjusted EBITDA from discontinued

operations

36,011

9,788

Adjusted EBITDA

36,774

16,998

Net (loss) income per ADS attributable

to ordinary shareholders of Gravitas

Education Holdings,Inc.- Basic (Note1)

Net (loss) income from continuing operations

(2.24)

1.89

Net income from discontinued operations

21.35

1.18

Net income

19.11

3.07

Net (loss) income per ADS attributable

to ordinary shareholders of Gravitas

Education Holdings,Inc.- Diluted

(Note1)

Net (loss) income from continuing

operations

(2.21)

1.86

Net income from discontinued operations

21.07

1.15

Net income

18.86

3.01

Adjusted net (loss) income per ADS

attributable to ordinary shareholders of

Gravitas Education Holdings,Inc.-

Basic (Note1)

Net (loss) income from continuing

operations

(1.85)

2.65

Net income from discontinued operations

21.27

1.29

Net income

19.42

3.94

Adjusted net (loss) income per ADS

attributable to ordinary shareholders of

Gravitas Education Holdings,Inc.-

Diluted (Note1)

Net (loss) income from continuing

operations

(1.83)

2.60

Net income from discontinued operations

20.99

1.26

Net income

19.16

3.86

Weighted average shares used in

calculating basic net (loss) income per

ADS (Note1)

28,955

Weighted average shares used in

calculating diluted net (loss)

income per ADS (Note1)

28,047

Weighted average shares used in

calculating basic adjusted net (loss)

income per ADS (Note1)

28,955

Weighted average shares used in

calculating diluted adjusted net (loss)

income per ADS (Note1)

28,047

Adjusted (loss) net income per share

attributable to ordinary shareholders of

Gravitas Education Holdings,Inc.-

Basic (Note1)

Net (loss) income from continuing

operations

(0.09)

0.13

Net income from discontinued operations

1.06

0.07

Net income

0.97

0.20

Adjusted (loss) net income per share

attributable to ordinary shareholders of

Gravitas Education Holdings,Inc.-

Diluted (Note1)

Net (loss) income from continuing operations

(0.09)

0.13

Net income from discontinued operations

1.05

0.06

Net income

0.96

0.19

Note 1：Each ADS represents twenty Class A ordinary shares.

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