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      TAL Education Group Announces Unaudited Financial Results for the Second Fiscal Quarter Ended August 31, 2015

      - Quarterly Net Revenues up by 41.6% Year-Over-Year

      - Net Revenues for the First Six Months Increased by 43.2% Year-Over-Year

      - Quarterly Income from Operations up by 28.5% Year-Over-Year

      - Quarterly Non-GAAP Income from Operations up by 29.3% Year-Over-Year


      News provided by

      TAL Education Group

      Oct 22, 2015, 04:00 ET

      Share this article

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      BEIJING, Oct. 22, 2015 /PRNewswire/ -- TAL Education Group (NYSE: XRS) ("TAL" or the "Company"), a leading K-12 after-school tutoring services provider in China, today announced its unaudited financial results for the second quarter of fiscal year 2016 ended August 31, 2015.

      Highlights for the Second Quarter of Fiscal Year 2016

      • Net revenues increased by 41.6% year-over-year to US$173.3 million from US$122.4 million in the same period of the prior year.
      • Income from operations increased by 28.5% to US$39.2 million from US$30.5 million in the same period of the prior year.
      • Non-GAAP income from operations increased by 29.3% to US$44.9 million from US$34.7 million in the same period of the prior year.
      • Net income attributable to TAL increased by 118.0% year-over-year to US$63.5 million from US$29.1 million in the same period of the prior year, taking into account US$3.7 million of exchange losses.
      • Non-GAAP net income attributable to TAL, which excluded share-based compensation expenses, increased by 107.6% year-over-year to US$69.2 million from US$33.3 million in the same period of the prior year,taking into account US$3.7 million of exchange losses.
      • Basic and diluted net income per American Depositary Share ("ADS") were US$0.79 and US$0.72, respectively. Non-GAAP basic and diluted net income per ADS, which excluded share-based compensation expenses, were US$0.87 and US$0.78, respectively. Each ADS represents two Class A common shares.
      • Cash, cash equivalents and term deposits totaled US$537.7 million as of August 31, 2015, compared to US$491.4 million as of February 28, 2015.
      • Total student enrollments increased by 54.8% year-over-year to approximately 631,430 from approximately 407,970 in the same period of the prior year.

      Highlights for the Six Months Ended August 31, 2015

      • Net revenues increased by 43.2% year-over-year to US$302.7 million from US$211.4 million in the same period of the prior year.
      • Income from operations increased by 33.1% to US$58.8 million from US$44.2 million in the same period of fiscal year 2015.
      • Non-GAAP income from operations increased by 32.7% to US$69.5 million from US$52.4 million in the same period of the prior year.
      • Net income attributable to TAL increased by 94.1% year-over-year to US$82.4 million from US$42.5 million in the same period of the prior year, taking into account US$2.2 million of exchange losses.
      • Non-GAAP net income attributable to TAL, which excluded share-based compensation expenses, increased by 83.8% year-over-year to US$93.2 million from US$50.7 million in the same period of the prior year, taking into account US$2.2 million of exchange losses.
      • Basic and diluted net income per ADS were US$1.03 and US$0.94, respectively. Non-GAAP basic and diluted net income per ADS, excluding share-based compensation expenses, were US$1.17 and US$1.06, respectively.
      • Total student enrollments during the first six months of fiscal year 2016 increased by 51.9% year-over-year to approximately 1,043,550.
      • Total physical network increased to 300 learning centers as of August 31, 2015 from 289 learning centers as of February 28, 2015.

      Financial and Operating Data -- Second Quarter of Fiscal Year 2016

      (In US$ thousands, except per ADS data, student enrollments and percentages)


      Three Months Ended


      August 31,


      2014

      2015

      Pct. Change

      Net revenues

      122,371

      173,330

      41.6%

      Net income attributable to TAL

      29,118

      63,481

      118.0%

      Non-GAAP net income attributable to TAL

      33,310

      69,157

      107.6%

      Operating income

      30,508

      39,201

      28.5%

      Non-GAAP operating income

      34,700

      44,877

      29.3%

      Net income per ADS attributable to TAL - basic

      0.37

      0.79

      115.6%

      Net income per ADS attributable to TAL - diluted

      0.34

      0.72

      109.1%

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

      0.42

      0.87

      105.3%

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

      0.39

      0.78

      100.2%

      Total student enrollments in small class, one-on-one, and online courses

      407,970

      631,430

      54.8%



      Six Months Ended


      August 31,


      2014

      2015

      Pct. Change

      Net revenues

      211,397

      302,717

      43.2%

      Net income attributable to TAL

      42,468

      82,435

      94.1%

      Non-GAAP net income attributable to TAL

      50,700

      93,176

      83.8%

      Operating income

      44,174

      58,801

      33.1%

      Non-GAAP operating income

      52,406

      69,542

      32.7%

      Net income per ADS attributable to TAL - basic

      0.54

      1.03

      91.7%

      Net income per ADS attributable to TAL - diluted

      0.52

      0.94

      82.3%

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

      0.64

      1.17

      81.5%

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

      0.61

      1.06

      73.1%

      Total student enrollments in small class, one-on-one, and online courses

      687,170

      1,043,550

      51.9%

      "Second quarter revenue again exceeded our expectation due to outstanding growth of our core small class business in cities other than Beijing. The widely spread growth momentum we saw in the first quarter continues, and we recorded triple-digit year-on-year growth in revenue in nine cities outside Beijing. Additionally, we are very pleased that our targeted summer class promotion in Beijing has begun to regenerate enrollment-driven growth for the fall term. We expect our organic business momentum to remain robust in the third quarter, mostly driven by enrollments, through our offline learning center network and deeper online engagement," said Mr. Rong Luo, TAL's Chief Financial Officer.

      "We believe that in addition to our solid organic business development, we have made sound third-party investments and acquisitions in recent months, which will bring long-term value to our shareholders. These investments and acquisitions have been well coordinated and aligned with our overall strategic plan of being strongly leveraged in future education business models. All of these investments and acquisitions share a common focus on education in the K-12 segment, which is complementary to our organic growth," Mr. Luo added.

      Financial Results for the Second Quarter of Fiscal Year 2016

      Net Revenues

      In the second quarter of fiscal year 2016, TAL reported net revenues of US$173.3 million, representing a 41.6% increase from US$122.4 million in the second quarter of fiscal year 2015. The increase was mainly driven by an increase in total student enrollments, which increased by 54.8% to approximately 631,430 from approximately 407,970 in the same period of the prior year. The increase in total student enrollments was driven primarily by increases of enrollments in the small class offerings and online courses, as well as more offering of the small-group class as a supplement to one-on-one tutoring. Average selling price (ASP) decreased by 8.5% from US$300 in the second quarter of fiscal year 2015 to US$275 in the same quarter of fiscal year 2016. The decrease in ASP was mainly attributable to our small class summer promotion in Beijing, more offering of the small-group class and more enrollment contribution from online courses, and was partially offset by the increase in the hourly rate of the small class course offerings. 

      Operating Costs and Expenses

      In the second quarter of fiscal year 2016, operating costs and expenses were US$136.7 million, a 48.8% increase from US$91.9 million in the second quarter of fiscal year 2015. Non-GAAP operating costs and expenses, which excluded share-based compensation expenses, were US$131.1 million, a 49.4% increase from US$87.7 million in the second quarter of fiscal year 2015.

      Cost of revenues increased by 51.1% to US$80.5 million from US$53.2 million in the second quarter of fiscal year 2015. The increase in cost of revenues was mainly due to an increase in teacher compensation and rental costs, as well as increases in wages and teacher fees. Non-GAAP cost of revenues, which excluded share-based compensation expenses, increased by 51.1% to US$80.4 million, from US$53.2 million in the second quarter of fiscal year 2015.

      Selling and marketing expenses increased by 42.8% to US$18.8 million from US$13.2 million in the second quarter of fiscal year 2015. Non-GAAP selling and marketing expenses, which excluded share-based compensation expenses, increased by 45.1% to US$18.2 million from US$12.6 million in the second quarter of fiscal year 2015. The increase of selling and marketing expenses in the second quarter of fiscal year 2016 was primarily a result of an increase in compensation to sales and marketing staff to support a greater number of programs and service offerings versus the year-ago period.

      General and administrative expenses increased by 46.9% to US$37.5 million from US$25.5 million in the second quarter of fiscal year 2015. The increase in general and administrative expenses was mainly due to an increase in the number of our general and administrative personnel compared to the year-ago period and an increase in compensation to our general and administrative personnel, in particular such personnel supporting our online education initiatives among other new programs and service offerings. Non-GAAP general and administrative expenses, which excluded share-based compensation expenses, increased by 47.7% to US$32.4 million, from US$21.9 million in the second quarter of fiscal year 2015.

      Total share-based compensation expenses allocated to the related operating costs and expenses increased by 35.4% to US$5.7 million in the second quarter of fiscal year 2016 from US$4.2 million in the same period of fiscal year 2015.

      Gross Profit 

      Gross profit increased by 34.3% to US$92.9 million from US$69.1 million in the second quarter of fiscal year 2015.

      Income from Operations

      Income from operations increased by 28.5% to US$39.2 million from US$30.5 million in the second quarter of fiscal year 2015. Non-GAAP income from operations, which excluded share-based compensation expenses, increased by 29.3% to US$44.9 million from US$34.7 million in the second quarter of fiscal year 2015.

      Other Income / (Expense)

      Other expense was US$4.1 million for the second quarter of fiscal year 2016, compared to other income of US$1.4 million in the second quarter of fiscal year 2015. Other expense in this quarter was mainly due to exchange losses. As the Company holds a significant portion of cash balance in RMB and reports in U.S. Dollars, it benefits from exchange gains in times of relative strength of the RMB and incurs exchange losses in times of relative strength of the U.S. Dollar.

      Impairment loss on long-term investments

      Impairment loss on long-term investments was $7.5 million, mainly because there were other-than-temporary declines in the value of long-term investments in several investees, primarily due to significant deteriorations in their operations, earnings performance and abilities to continue as a going concern.

      Gain from disposal of a component

      Gain from disposal of a component was $50.0 million, which was derived from a transaction in which the Company transferred its one-on-one business component in Guangzhou in exchange for noncontrolling equity interest in a third party.

      Income Tax Expense

      Income tax expense was US$17.8 million in the second quarter of fiscal year 2016, compared to US$5.4 million in the second quarter of fiscal year 2015. The increase was mainly due to the increase in income before tax and estimated annual effective income tax rate. The estimated annual effective income tax rate increased mainly because one of TAL's subsidiaries was entitled to a two-year exemption from enterprise income tax for calendar years 2013 and 2014 as a Newly Established Software Enterprise, and enjoys preferential tax rate of 12.5% for calendar years 2015 through 2017.

      Net Income Attributable to TAL Education Group

      Net income attributable to TAL increased by 118.0% to US$63.5 million from US$29.1 million in the second quarter of fiscal year 2015. Non-GAAP net income attributable to TAL, which excluded share-based compensation expenses, increased by 107.6% to US$69.2 million from US$33.3 million in the second quarter of fiscal year 2015.

      Basic and Diluted Net Income per ADS

      Basic and diluted net income per ADS were US$0.79 and US$0.72 respectively in the second quarter of fiscal year 2016. Non-GAAP basic and Non-GAAP diluted net income per ADS, which excluded share-based compensation expenses, were US$0.87 and US$0.78, respectively.

      Capital Expenditures

      Capital expenditures for the second quarter of fiscal year 2016 were US$10.8 million, representing an increase of US$2.2 million from US$8.6 million in the second quarter of fiscal year 2015. The increase was mainly due to leasehold improvements, expenditures on mobile network research and development, and the purchase of servers, computers, software systems and other hardware, for the Company's teaching facilities.

      Cash, Cash Equivalents, and Term Deposits

      As of August 31, 2015, the Company had US$513.2 million of cash and cash equivalents and US$24.6 million of term deposits, compared to US$470.2 million of cash and cash equivalents and US$21.2 million of term deposits as of February 28, 2015.

      Deferred Revenue

      As of August 31, 2015, the Company's deferred revenue balance was US$239.0 million, compared to US$177.9 million as of August 31, 2014, representing an increase of 34.4%.

      Financial Results for the First Six Months of Fiscal Year 2016

      Net Revenues

      For the first six months of fiscal year 2016, TAL reported net revenues of US$302.7 million, representing a 43.2% increase from US$211.4 million in the first six months of fiscal year 2015. The increase was mainly driven by an increase in total student enrollments, which increased by 51.9% to approximately 1,043,550 from approximately 687,170 in the same period of the prior year. The increase in total student enrollments was driven primarily by increases of enrollments in the small class offerings and online courses, as well as more offering of the small-group class as a supplement to one-on-one tutoring. ASP decreased by 5.7% from US$308 in the first six months of fiscal year 2015 to US$290 in the first six months of fiscal year 2016. The decrease in ASP was mainly attributable to our small class summer promotion in Beijing, more offering of the small-group class and more enrollment contribution from online courses, and was partially offset by the increase in the hourly rate of the small class course offerings.

      Operating Costs and Expenses

      In the first six months of fiscal year 2016, operating costs and expenses were US$246.5 million, a 47.3% increase from US$167.4 million in the first six months of fiscal year 2015. Non-GAAP operating costs and expenses, which excluded share-based compensation expenses, were US$235.8 million, a 48.1% increase from US$159.2 million in the first six months of fiscal year 2015.

      Cost of revenues increased by 49.0% to US$141.4 million from US$94.9 million in the first six months of fiscal year 2015. The increase in cost of revenues was mainly due to an increase in teacher compensation and rental costs, as well as increases in wages and teacher fees. Non-GAAP cost of revenues, which excluded share-based compensation expenses, increased by 49.0% to US$141.4 million from US$94.9 million in the first six months of fiscal year 2015.

      Selling and marketing expenses increased by 38.8% to US$34.0 million from US$24.5 million in the first six months of fiscal year 2015. Non-GAAP selling and marketing expenses, which excluded share-based compensation expenses, increased by 40.6% to US$33.0 million from US$23.5 million in the first six months of fiscal year 2015. The increase of selling and marketing expenses in the first six months of fiscal year 2016 was primarily a result of an increase in compensation to sales and marketing staff to support a greater number of programs and service offerings versus the year-ago period.

      General and administrative expenses increased by 48.3% to US$71.1 million from US$47.9 million in the first six months of fiscal year 2015. The increase in general and administrative expenses was mainly due to an increase in the number of our general and administrative personnel compared to the year-ago period and an increase in compensation to our general and administrative personnel, in particular such personnel supporting our online education initiatives among other new programs and service offerings. Non-GAAP general and administrative expenses, which excluded share-based compensation expenses, increased by 50.5% to US$61.4 million from US$40.8 million in the first six months of fiscal year 2015.

      Total share-based compensation expenses allocated to the related operating costs and expenses increased by 30.5% to US$10.7 million in the first six months of fiscal year 2016 from US$8.2 million in the same period of fiscal year 2015.

      Gross Profit

      Gross profit increased by 38.5% to US$161.3 million from US$116.5 million in the first six months of fiscal year 2015.

      Income from Operations

      Income from operations increased by 33.1% to US$58.8 million from US$44.2 million in the first six months of fiscal year 2015. Non-GAAP income from operations, which excluded share-based compensation expenses, increased by 32.7% to US$69.5 million from US$52.4 million in the first six months of fiscal year 2015.

      Other Income / (Expense)

      Other expense was US$2.7 million for the first six months of fiscal year 2016, compared to other income of US$1.2 million in the first six months of fiscal year 2015. Other expense in the first six months was mainly due to exchange losses. As the Company holds a significant portion of cash balance in RMB and reports in U.S. Dollars, it benefits from exchange gains in times of relative strength of the RMB and incurs exchange losses in times of relative strength of the U.S. Dollar.

      Income Tax Expense

      Income tax expense was US$22.6 million in the first six months of fiscal year 2016, compared to US$7.8 million in the first six months of fiscal year 2015. The increase was mainly due to the increase in income before tax and estimated annual effective income tax rate. The estimated annual effective income tax rate increased mainly because one of TAL's subsidiaries was entitled to a two-year exemption from enterprise income tax for calendar years 2013 and 2014 as a Newly Established Software Enterprise, and enjoys preferential tax rate of 12.5% for calendar years 2015 through 2017.

      Net Income Attributable to TAL Education Group

      Net income attributable to TAL increased by 94.1% to US$82.4 million from US$42.5 million in the first six months of fiscal year 2015. Non-GAAP net income attributable to TAL, which excluded share-based compensation expenses, increased by 83.8% to US$93.2 million from US$50.7 million in the first six months of fiscal year 2015.

      Basic and Diluted Net Income per ADS

      Basic and diluted net income per ADS were US$1.03 and US$0.94, respectively, in the first six months of fiscal year 2016. Non-GAAP basic and Non-GAAP diluted net income per ADS, which excluded share-based compensation expenses, were US$1.17 and US$1.06, respectively.

      Business Outlook

      Based on the Company's current estimates, total net revenues for the third quarter of fiscal year 2016 are expected to grow 40% to 43% on a year-over-year basis, in RMB terms. Taking into consideration the recent significant change in RMB exchange rate against the US dollar, the Company expects total net revenues for the third quarter of fiscal year 2016 to be between US$135.1 million and US$138.1 million, representing an increase of 36% to 39% on a year-over-year basis, assuming no material change in exchange rates.

      These estimates reflect the Company's current expectation, which is subject to change.

      Conference Call

      The Company will host a conference call and live webcast to discuss its financial results for the second fiscal quarter of fiscal year 2016 ended August 31, 2015 at 8:00 a.m. Eastern Time on October 22, 2015 (8:00 p.m. Beijing time on October 22, 2015).

      The dial-in details for the live conference call are as follows:

      - U.S. toll free:

      +1-866-519-4004

      - Hong Kong toll free:

      800-906-601

      - Mainland China toll free:

      400-620-8038

      - International toll:

      +65-6713-5090

      Conference ID:

      47985404

      A live and archived webcast of the conference call will be available on the Investor Relations section of TAL's website at en.100tal.com.

      A telephone replay of the conference call will be available through 11:59 p.m. U.S. Eastern time, October 30, 2015 (11:59 a.m. Beijing time, October 31, 2015).

      The dial-in details for the replay are as follows:

      - U.S. toll free:

      +1-855-452-5696

      - Hong Kong toll free:

      800-963-117

      - Mainland China toll free:

      400-632-2162

      - International toll:

      +61-2-8199-0299

      Conference ID:

      47985404

      Safe Harbor Statement

      This announcement contains forward-looking statements. These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates" and similar statements. Among other things, the outlook for the third quarter of fiscal year 2016, quotations from management in this announcement, as well as TAL Education Group's strategic and operational plans, contain forward-looking statements. The Company may also make written or oral forward-looking statements in its reports filed with, or furnished to, the U.S. Securities and Exchange Commission, in its annual reports to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about 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 ability to continue to attract students to enroll in its courses; the Company's ability to continue to recruit, train and retain qualified teachers; the Company's ability to improve the content of its existing course offerings and to develop new courses; the Company's ability to maintain and enhance its brand; the Company's ability to maintain and continue to improve its teaching results; and the Company's ability to compete effectively against its competitors. Further information regarding these and other risks is included in the Company's reports filed with, or furnished to the U.S. Securities and Exchange Commission. All information provided in this press release and in the attachments is as of the date of this press release, and TAL Education Group undertakes no duty to update such information or any forward-looking statement, except as required under applicable law.

      About TAL Education Group

      TAL Education Group is a leading K-12 after-school tutoring services provider in China. The acronym "TAL" stands for "Tomorrow Advancing Life," which reflects our vision to promote top learning opportunities for Chinese students through both high-quality teaching and content, as well as leading edge application of technology in the education experience. TAL Education Group offers comprehensive tutoring services to students from pre-school to the twelfth grade through three flexible class formats: small classes, personalized premium services, and online courses. Our tutoring services cover the core academic subjects in China's school curriculum including mathematics, English, Chinese, physics, chemistry, and biology. The Company's learning center network includes 300 physical learning centers as of August 31, 2015, located in 19 key cities in China: Beijing, Shanghai, Guangzhou, Shenzhen, Tianjin, Wuhan, Xi'an, Chengdu, Nanjing, Hangzhou, Taiyuan, Zhengzhou, Chongqing, Suzhou, Shenyang, Jinan, Shijiazhuang, Qingdao and Changsha. We also operate www.jzb.com, a leading online education platform in China. Our ADSs trade on the New York Stock Exchange under the symbol "XRS."

      About Non-GAAP Financial Measures

      In evaluating its business, TAL considers and uses the following measures defined as non-GAAP financial measures by the U.S. Securities and Exchange Commission as supplemental metrics to review and assess its operating performance: non-GAAP operating costs and expenses, non-GAAP cost of revenues, non-GAAP selling and marketing expenses, non-GAAP general and administrative expenses, non-GAAP income from operations, non-GAAP net income attributable to TAL, non-GAAP basic and non-GAAP diluted net income per ADS. To present each of these non-GAAP measures, the Company excludes share-based compensation expenses. The presentation of these non-GAAP financial measures is not intended to be considered in isolation from or as a substitute for the financial information prepared and presented in accordance with GAAP. For more information on these non-GAAP financial measures, please see the table captioned "Reconciliations of non-GAAP measures to the most comparable GAAP measures" set forth at the end of this release.

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

      For further information, please contact:

      Mei Li
      Investor Relations 
      TAL Education Group
      Tel: +86-10-5292-6658
      Email: [email protected]

      Caroline Straathof
      IR Inside
      Tel: +31-6-5462-4301
      Email: [email protected]


      TAL EDUCATION GROUP

      UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

      (In U.S. dollars)






      As of

      February 28,
      2015


      As of

      August 31,
      2015

      ASSETS








      Current assets




        Cash and cash equivalents

      $470,157,430


      $513,165,756

        Term deposits

      21,229,763


      24,560,853

        Restricted cash-current

      606,169


      470,619

        Short-term investment

      765,611


      -

        Assets held for sale

      -


      470,514

        Inventory

      544,085


      397,231

        Amounts due from related parties-current

      159,502


      1,097,867

        Deferred tax assets-current

      4,562,034


      486,181

        Income tax receivable

      3,222,529


      -

        Prepaid expenses and other current assets

      38,185,411


      39,894,519

      Total current assets

      539,432,534


      580,543,540

        Restricted cash-non-current

      3,773,302


      3,645,384

        Property and equipment, net

      93,575,648


      104,071,430

        Deferred tax assets-non-current

      1,708,212


      4,302,665

        Rental deposit

      11,034,812


      13,718,897

        Intangible assets, net

      3,687,255


      3,349,587

        Goodwill

      12,330,326


      12,309,743

        Amounts due from related parties-non-current

      319,005


      941,029

        Long-term investments

      97,359,075


      189,729,767

        Long-term prepayments and other non-current assets

      9,194,468


      45,971,515

      Total assets

      $772,414,637


      $958,583,557





      LIABILITIES AND EQUITY








      Current liabilities




      Accounts payable (including accounts payable of the 
           consolidated VIEs without recourse to TAL
           Education Group of 4,115,254 and 5,981,984 as of
           February 28, 2015, and August 31, 2015,
           respectively)

      $4,705,492


      $6,484,349

      Deferred revenue (including deferred revenue of the
           consolidated VIEs without recourse to TAL
           Education Group of 154,982,001 and 221,088,164
           as of February 28, 2015, and August 31, 2015,
           respectively)

      177,639,939


      239,010,157

      Amounts due to related parties (including amount due
           to related parties of the consolidated VIEs without
           recourse to TAL Education Group of 22,077 and
           4,632,628 as of February 28, 2015, and August 31,
           2015, respectively)

      22,077


      4,632,628

      Accrued expenses and other current liabilities
           
      (including accrued expenses and other current
           
      liabilities of the consolidated VIEs without recourse
           
      to TAL Education Group of 30,106,008 and
           
      40,396,199 as of February 28, 2015, and August 31,
           
      2015, respectively)

      43,988,602


      58,793,088

      Income tax payable (including income tax payable of
           
      The consolidated VIEs without recourse to TAL
           Education Group of 4,193,507 and 14,880,773 as of
           February 28, 2015, and August 31, 2015,
           respectively)

      6,136,813


      16,056,950

      Deferred tax liabilities-current (including deferred tax
           
      liabilities-current of the consolidated VIEs without 
           recourse to TAL Education Group of nil and nil
           
      as of February 28, 2015, and August 31, 2015,
           respectively)

      62,100


      136,620

      Total current liabilities

      232,555,023


      325,113,792

      Deferred tax liabilities-non-current (including deferred
           tax liabilities-non-current of the consolidated VIEs
           without recourse to TAL Education Group of
           215,764 and 355,854 as of February 28, 2015, and
           August 31, 2015, respectively)

      226,792


      386,887

      Bond payable (including bond payable of the
           consolidated VIEs without recourse to TAL
           Education Group of nil and nil as of February 28,
           2015, and August 31,2015 respectively)

      226,062,006


      226,934,953





      Total liabilities

      458,843,821


      552,435,632





      TAL Education Group Shareholders' Equity




      Class A common shares

      88,372


      88,563

      Class B common shares

      71,456


      71,456

      Additional paid-in capital

      82,479,806


      92,435,247

      Statutory reserve

      18,961,627


      18,961,627

      Retained earnings

      207,522,766


      289,957,444

      Accumulated other comprehensive income

      4,168,548


      4,360,525

      Total TAL Education Group's equity

      313,292,575


      405,874,862

      Non-controlling interest

      278,241


      273,063

      Total equity

      313,570,816


      406,147,925

      Total liabilities and equity

      $772,414,637


      $958,583,557

      TAL EDUCATION GROUP

      UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

      (In U.S. dollars, except share, ADS, per share and per ADS data)





      For the Three Months Ended
      August 31,


      For the Six Months Ended
      August 31,



      2014


      2015


      2014


      2015

      Net revenues

      $ 122,370,891


      $173,329,982


      $ 211,396,728


      $302,716,944

      Cost of revenues

      53,237,815


      80,454,749


      94,932,054


      141,425,661

      Gross profit

      69,133,076


      92,875,233


      116,464,674


      161,291,283

      Operating expenses (note 1)








        Selling and marketing

      13,154,448


      18,790,668


      24,527,150


      34,042,281

        General and administrative

      25,527,059


      37,492,740


      47,939,651


      71,072,504

      Total operating expenses

      38,681,507


      56,283,408


      72,466,801


      105,114,785

      Government subsidies

      56,231


      2,609,058


      176,490


      2,624,586

      Income from operations

      30,507,800


      39,200,883


      44,174,363


      58,801,084

      Interest income

      4,507,287


      4,927,453


      7,245,311


      9,739,359

      Interest expense

      (1,887,093)


      (1,879,395)


      (2,189,944)


      (3,731,975)

      Other income/(expenses)

      1,437,803


      (4,085,117)


      1,155,693


      (2,650,493)

      Impairment loss on long-term investment

      -


      (7,503,944)


      -


      (7,503,944)

      Gain on fair value change of long-term
          investment

      -


      450,000


      -


      450,000

      Gain from disposal of a component              

      -


      50,000,000


      -


      50,000,000

      Gain from disposal of investments

      -


      235,797


      -


      235,797

      Income before provision for 
          income tax and loss from
          equity method investments

      34,565,797


      81,345,677


      50,385,423


      105,339,828

      Provision for income tax

      (5,362,735)


      (17,834,656)


      (7,810,341)


      (22,632,882)

      Loss from equity method
          investments

      (81,112)


      (18,741)


      (109,733)


      (273,021)

      Net Income

      29,121,950


      63,492,280


      42,465,349


      82,433,925

      Add: Net (gain)/loss attributable
        to noncontrolling interest

      (3,985)


      (11,222)


      2,943


      753

      Total net income attributable
        to TAL Education Group

      $29,117,965


      $63,481,058


      $42,468,292


      $82,434,678

      Net income per common share








            Basic

      $ 0.18


      $ 0.40


      $ 0.27


      $ 0.52

            Diluted

      0.17


      0.36


      0.26


      0.47

      Net income per ADS (note 2)








            Basic

      0.37


      0.79


      0.54


      1.03

            Diluted

      $ 0.34


      $0.72


      $ 0.52


      $ 0.94

      Weighted average shares used in
      calculating net income per
      common share








            Basic

      158,097,533


      159,898,391


      157,916,340


      159,863,134

            Diluted

      181,134,165


      182,606,281


      172,419,960


      182,485,970











      Note1: Share-based compensation expenses are included in the operating costs and expenses as follows:








      For the Three Months


      For the Six Months



      Ended August 31,


      Ended August 31,



      2014


      2015


      2014


      2015


      Cost of revenues

      $ 11,521


      $11,129


      $ 23,042


      $ 22,258


      Selling and marketing

      578,499


      548,135


      1,060,933


      1,044,755


      General and administrative

      3,602,386


      5,116,584


      7,147,622


      9,674,356


      Total

      $ 4,192,406


      $ 5,675,848


      $ 8,231,597


      $ 10,741,369











      Note 2: Each ADS represents two Class A common shares.



      TAL EDUCATION GROUP

      UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

      (In U.S. dollars)






      For the Three Months Ended

      August 31,


      For the Six Months Ended

      August 31,


      2014


      2015


      2014


      2015









      Net income

      $ 29,121,950


      $ 63,492,280


      $ 42,465,349


      $ 82,433,925

      Other comprehensive
      income/(loss), net of tax

      3,842,770


      (4,367,740)


      487,216


      187,552

      Comprehensive income

      32,964,720


      59,124,540


      42,952,565


      82,621,477

      Add: Comprehensive
      (income)/loss attributable to
      noncontrolling interest

      (8,626)


      (3,588)


      (1,698)


      5,178

      Comprehensive income
      attributable to TAL
      Education Group

      $ 32,956,094


      $ 59,120,952


      $ 42,950,867


      $82,626,655









      TAL EDUCATION GROUP

      Reconciliation of Non-GAAP Measures to the Most Comparable GAAP Measures

      (In U.S. dollars, except share, ADS, per share and per ADS data)








      For the Three Months

      Ended August 31,


      For the Six Months
      Ended August 31,



      2014


      2015


      2014


      2015










      Cost of revenues

      $53,237,815


      $80,454,749


      $ 94,932,054


      $141,425,661

      Share-based compensation expense
        in cost of revenues

      11,521


      11,129


      23,042


      22,258

      Non-GAAP cost of revenues

      53,226,294


      80,443,620


      94,909,012


      141,403,403









      Selling and marketing expenses         

      13,154,448


      18,790,668


      24,527,150


      34,042,281

      Share-based compensation expense 
        in selling and marketing expenses

      578,499


      548,135


      1,060,933


      1,044,755

      Non-GAAP selling and marketing expenses

      12,575,949


      18,242,533


      23,466,217


      32,997,526

      General and administrative expenses

      25,527,059


      37,492,740


      47,939,651


      71,072,504

      Share-based compensation expense
        in general and administrative
        expenses

      3,602,386


      5,116,584


      7,147,622


      9,674,356

      Non-GAAP general and administrative expenses

      21,924,673


      32,376,156


      40,792,029


      61,398,148









      Operating costs and expenses

      91,919,322


      136,738,157


      167,398,855


      246,540,446

      Share-based compensation expense
        in operating costs and expenses

      4,192,406


      5,675,848


      8,231,597


      10,741,369

      Non-GAAP operating costs and expenses

      87,726,916


      131,062,309


      159,167,258


      235,799,077









      Income from operations

      30,507,800


      39,200,883


      44,174,363


      58,801,084

      Share based compensation expenses           

      4,192,406


      5,675,848


      8,231,597


      10,741,369

      Non-GAAP income from operations

      34,700,206


      44,876,731


      52,405,960


      69,542,453









      Net income attributable to TAL Education Group

      29,117,965


      63,481,058


      42,468,292


      82,434,678

      Share based compensation expenses

      4,192,406


      5,675,848


      8,231,597


      10,741,369

      Non-GAAP net income attributable to TAL Education Group

      $ 33,310,371


      $ 69,156,906


      $ 50,699,889


      $ 93,176,047

      Net income per ADS








            Basic

      $ 0.37


      $ 0.79


      $ 0.54


      $ 1.03

            Diluted

      0.34


      0.72


      0.52


      0.94

      Non-GAAP Net income per ADS (note 3)








            Basic

      0.42


      0.87


      0.64


      1.17

            Diluted

      $ 0.39


      $ 0.78


      $ 0.61


      $ 1.06









      ADSs used in calculating net income per ADS








            Basic

      79,048,767


      79,949,196


      78,958,170


      79,931,567

            Diluted

      90,567,082


      91,303,141


      86,209,980


      91,242,985










      Note 3: The Non-GAAP adjusted net income per ADS is computed using Non-GAAP adjusted net income and the same number of ADSs used in GAAP basic and diluted EPS calculation.

      SOURCE TAL Education Group

      Modal title

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