BEIJING, Nov. 19, 2015 /PRNewswire/ -- Xueda Education Group (NYSE: XUE) ("Xueda" or the "Company"), a leading national provider of personalized tutoring services for primary and secondary school students in China, today announced its unaudited financial results for the third quarter ended September 30, 2015.

Financial Highlights for Third Quarter 2015 Compared to Third Quarter 2014


    --  Total net revenues increased 11.5% to $80.9 million from $72.6 million.
    --  Gross margin was 22.5%, compared to 16.5%.
    --  Net loss attributable to Xueda Education Group was $4.6 million,
        compared to net loss of $9.7 million.
    --  Non-GAAP net loss[1] per ADS attributable to Xueda Education Group was
        $0.06, compared to non-GAAP net loss per ADS of $0.14.

Operational Highlights for Third Quarter 2015


    --  Effective student count[2] increased 9.1% year-over-year to 70,524
        students, from 64,641 for the third quarter 2014.
    --  New student sign-ups[3] increased 14.8% year-over-year to 37,401
        students, from 32,587 for the third quarter 2014.
    --  New learning centers were net 1 with 8 opened and 7 closed. The total
        number of learning centers at the end of the third quarter 2015 was 500.
        Total area of learning centers decreased 1.4% year-over-year to
        approximately 283,000 square meters, from approximately 287,000 square
        meters in the third quarter 2014.


    [1] All non-GAAP measures exclude
     share-based compensation
     expenses. For further details on
     non-GAAP measures, please refer
     to the reconciliation tables and a
     detailed discussion of the
     Company's use of non-GAAP
     information set forth elsewhere in
     this press release.



    [2] Effective student count is the
     number of students whose contract
     amounts are at least 200RMB as of
     the last day of the period and
     have attended at least one
     tutoring session within the last
     180 days.



    [3] New student sign-ups is the
     number of students who enrolled in
     a Xueda program during the quarter
     for the first time, or have not
     been enrolled in a Xueda program
     for the last three calendar years.

Third Quarter 2015 Financial and Operating Results

Total Net Revenues

Total net revenues for the third quarter 2015 increased 11.5% year-over-year to $80.9 million, from $72.6 million for the third quarter 2014. The increase was due to a 9.1% increase in effective student count and the elimination of package pricing considerations and double-discounts that were in place in the third quarter 2014.


    --  Effective student count increased 9.1% to 70,524 for the third quarter
        2015, from 64,641 for the third quarter 2014.
    --  Average net revenue per student for the third quarter 2015 increased
        2.9% to $1,205, compared to $1,171 for the third quarter 2014.

Cost of Revenues

Cost of revenues for the third quarter 2015 increased 3.6% year-over-year to $62.7 million, from $60.6 million for the third quarter 2014.

Gross Profit and Gross Margin

Gross profit for the third quarter 2015 increased 51.9% year-over-year to $18.2 million from $12.0 million for the third quarter 2014. Gross margin for the third quarter 2015 was 22.5%, compared to 16.5% for the third quarter 2014. The increase was largely due to higher net revenues as cited above.


    --  Teaching staff cost for the third quarter 2015 increased to $47.0
        million, from $41.9 million in the third quarter 2014. The increase in
        teaching staff cost was in line with revenue growth. As a percentage of
        total net revenues, teaching staff cost was 58.0% and 57.8% for the
        third quarters 2015 and 2014, respectively.
    --  Rental cost for the third quarter 2015 decreased to $10.3 million, from
        $10.7 million in the third quarter 2014. As a percentage of total net
        revenues, rental costs were 12.7% and 14.7%, for the third quarters 2015
        and 2014, respectively.
    --  Depreciation cost for the third quarter 2015 decreased to 3.0% of total
        net revenues, from 4.2% for the third quarter 2014.

Operating Expenses

Total operating expenses for the third quarter 2015 were $24.2 million, unchanged from the third quarter 2014. Total operating expenses for the third quarter 2015 accounted for 29.9% of total net revenues, compared to 33.3% for the third quarter 2014. Total non-GAAP operating expenses for the third quarter 2015 were $23.2 million, unchanged from the same period in 2014. Total non-GAAP operating expenses for the third quarter 2015 comprised 28.7% of total net revenues, compared to 31.9% for the third quarter 2014.

General and administrative expenses for the third quarter 2015 were $15.5 million, compared to $14.2 million for the same period in 2014. The increase was mainly attributable to legal and advisory expenses associated with the definitive merger agreement that the Company signed with Xiamen Insight Investment Co., Ltd. ("Insight") on July 26, 2015. Non-GAAP general and administrative expenses for the third quarter 2015 were $14.6 million, compared to $13.2 million for the same period in 2014. Non-GAAP general and administrative expenses for the third quarter 2015 accounted for 18.0% of total net revenues, compared to 18.2% for the same period in 2014.

Sales and marketing expenses for the third quarter 2015 were $8.6 million, compared to $10.0 million for the same period in 2014. Sales and marketing expenses for the third quarter 2015 represented 10.7% of total net revenues, compared to 13.8% for the third quarter 2014.

Operating Loss

Operating loss for the third quarter 2015 was $6.0 million, compared to operating loss of $12.2 million for the third quarter 2014. The reduced operating loss was largely due to the increase in net revenues. Non-GAAP operating loss for the third quarter 2015 was $5.0 million, compared to non-GAAP operating loss of $11.2 million for the third quarter 2014.

Net Loss and Net Loss per ADS

Net loss attributable to Xueda Education Group for the third quarter 2015 was $4.6 million, compared to net loss of $9.7 million for the same period in 2014. Net loss attributable to Xueda Education Group per ADS for the third quarter 2015 was $0.07 per ADS, compared to net loss of $0.16 per ADS for the third quarter 2014.

Non-GAAP net loss attributable to Xueda Education Group for the third quarter 2015 was $3.6 million, compared to non-GAAP net loss of $8.7 million for the third quarter 2014. Non-GAAP net loss attributable to Xueda Education Group per ADS for the third quarter 2015 was $0.06 per ADS, compared to non-GAAP net loss of $0.14 for the third quarter 2014.

Cash Flow

Net operating cash inflow for the third quarter 2015 was $25.5 million, compared to $11.7 million for the third quarter 2014. The increase in net operating cash inflow was mainly due to better cash collection. Capital expenditures for the third quarter 2015 were $ 2.9 million, compared to $2.4 million for the third quarter 2014.

First Nine Months of 2015 Financial Results and Operating Results

Total Net Revenues

Total net revenues were $287.7 million for the first nine months of 2015, an increase of 3.3% year-over-year from $278.6 million for the corresponding period in 2014.


    --  Total new student sign-ups were 93,564 for the first nine months of
        2015, an increase of 7.1% year-over-year from 87,380 for the
        corresponding period in 2014.
    --  Average total revenue per student was $4,140 for the first nine months
        of 2015, compared to $4,132 for the corresponding period in 2014.

Cost of Revenues

Total cost of revenues were $201.9 million for the first nine months of 2015, an increase of 0.5% year-over-year from $200.9 million for the corresponding period in 2014.

Gross Profit and Gross Margin

Gross profit was $85.8 million for the first nine months of 2015, an increase of 10.4% year-over-year from $77.7 million for the corresponding period in 2014. For the first nine months of 2015, gross margin was 29.8%, compared to 27.9% for the corresponding period in 2014.


    --  Teaching staff cost was 53.8% of total net revenues for the first nine
        months of 2015, compared to 49.2% for the corresponding period in 2014.
    --  Rental cost was 10.8% of total net revenues for the first nine months of
        2015, compared to 11.4% for the corresponding period in 2014. The
        Company opened net 33 learning centers in the first nine months of 2015,
        compared to opening net 49 learning centers in the corresponding period
        in 2014.

Operating Expenses

Total operating expenses were $74.6 million for the first nine months of 2015, an increase of 4.6% year-over-year from $71.3 million for the corresponding period in 2014. Total operating expenses accounted for 25.9% of total net revenues for the first nine months of 2015, up slightly from 25.6% for the corresponding period in 2014.

General and administrative expenses were $46.8 million for the first nine months of 2015, an increase of 9.7% year-over-year from $42.7 million for the corresponding period in 2014. The increase was mainly attributable to legal and advisory expenses associated with the definitive merger agreement that the Company signed with Insight on July 26, 2015. Selling and marketing expenses were $27.8 million for the first nine months of 2015, slightly decreased from $28.6 million for the corresponding period in 2014.

Operating Income

Income from operations for the first nine months of 2015 was $11.2 million, an increase of 73.7% year-over-year from $6.4 million for the corresponding period in 2014. The increase was primarily attributed to higher net revenues earned in the first nine months of 2015. Non-GAAP income from operations for the first nine months of 2015 was $14.2 million, an increase of 20.7% from $11.7 million for the corresponding period in 2014.

Net Income and Net Income per ADS

Net income attributable to Xueda Education Group for the first nine months of 2015 was $7.1 million, an increase of 6.7% year-over-year from $6.7 million for the corresponding period in 2014. Diluted net income attributable to Xueda Education Group per ADS for the first nine months of 2015 was $0.11, compared to $0.10 for the corresponding period in 2014.

Non-GAAP net income attributable to Xueda Education Group for the first nine months of 2015 was $10.1 million, a decrease of 15.6% year-over-year from $12.0 million for the corresponding period in 2014. Non-GAAP diluted income attributable to Xueda Education Group per ADS for the first nine months of 2015 was $0.16, compared to $0.18 for the corresponding period in 2014.

Cash Flow

Net operating cash inflow for the first nine months of 2015 was $44.9 million, compared to $9.1 million for the corresponding period in 2014. The increase in net operating cash inflow was primarily attributable to better cash collection. Capital expenditures for the first nine months of 2015 were $8.2 million, compared to $9.5 million for the corresponding period in 2014.

Cash and Short-term Investment

As of September 30, 2015, the Company had cash, cash equivalents and short-term investments totaling $237.2 million, compared to $208.5 million as of December 31, 2014. The increase was mainly due to the increase in net operating cash inflow as discussed above.

Business Outlook

Considering the definitive merger agreement signed by the Company with Insight on July 26, 2015, the Company does not intend to issue any forward guidance or business outlook at this time.

Non-GAAP Financial Measures

To supplement the financial measures calculated in accordance with U.S. GAAP, this press release includes certain non-GAAP financial measures of adjusted operating expenses, adjusted general and administrative expenses, adjusted operating income (loss), adjusted net income (loss) and adjusted diluted net income (loss) per ADS, each of which is adjusted to exclude share-based compensation expenses. The Company believes excluding such expenses from its non-GAAP financial measures is useful for its management and investors to assess and analyze the Company's core operating results as such expenses are not directly attributable to the underlying performance of the Company's business operations and do not impact its cash earnings. The Company also believes that these non-GAAP financial measures are important to help investors understand the Company's current financial performance and future prospects and compare business trends among different reporting periods on a consistent basis. These non-GAAP financial measures should be considered in addition to financial measures presented in accordance with U.S. GAAP, but should not be considered as a substitute for, or superior to, financial measures presented in accordance with U.S. GAAP. For a reconciliation of each of these non-GAAP financial measures to the most directly comparable U.S. GAAP financial measure, please see the financial information included elsewhere in this press release.

About Xueda Education Group

Xueda Education Group ("Xueda") is a leading national provider of personalized tutoring services for primary and secondary school students in China. For more information about Xueda, please visit http://ir.xueda.com.

Forward-looking Statements

All statements included in this press release, other than statements or characterizations of historical fact, are 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 are based on our current expectations, market and operating conditions, estimates and projections about our industry, management's beliefs, and certain assumptions made by us, all of which are subject to change. Forward-looking statements can often be identified by words such as "anticipates," "expects," "intends," "plans," "predicts," "believes," "seeks," "estimates," "may," "will," "should," "would," "could," "potential," "continue," "ongoing," "targets" and similar expressions, and variations or negatives of these words. These forward-looking statements are not guarantees of future results and are subject to risks and uncertainties beyond our control, which could cause our actual results to differ materially and adversely from those expressed in any forward-looking statement. Further information regarding these and other risks, uncertainties or factors is included in our filings with the U.S. Securities and Exchange Commission. We do not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under applicable law.

Contact:

Xueda Education Group
Ross Warner
Tel: +86-10-6427-8899 ext. 6619
Email: investor_relations@xueda.com


Asia Bridge Capital Limited
Wendy Sun
Tel: +86-10-8556-9033 (China) / +1-888-550-8392 (U.S.)
Email: wendy.sun@asiabridgegroup.com


                                                                                                              Xueda Education Group

                                                                                                 UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

                                                                                                          (in thousands of U.S. Dollars)


                                                                                                                                                       As of
                                                                                                                                                       -----

                                                                                                                                                 September 30, 2015          December 31, 2014
                                                                                                                                                 ------------------          -----------------

                                                                                                                                                    (Unaudited)                    (Note)

    Current assets:

    Cash and cash equivalents                                                                                                                                       $113,179                     $113,825

    Short-term investments                                                                                                                                           124,034                       94,721

    Prepaid expenses and other current assets                                                                                                                         16,376                       14,813

    Amounts due from related parties                                                                                                                                       -                         170

    Deferred tax assets-current                                                                                                                                        8,005                        6,125
                                                                                                                                                                       -----                        -----

    Total current assets                                                                                                                                             261,594                      229,654
                                                                                                                                                                     -------                      -------


    Property and equipment, net                                                                                                                                       27,893                       30,433

    Rental deposits                                                                                                                                                    4,884                        4,893

    Goodwill                                                                                                                                                             855                          875

    Long-term investments                                                                                                                                             19,088                        9,010

    Other noncurrent assets                                                                                                                                            2,940                        4,084
                                                                                                                                                                       -----                        -----

    Total assets                                                                                                                                                    $317,254                     $278,949
                                                                                                                                                                    ========                     ========


    Liabilities and shareholders' equity

    Current liabilities:

    Deferred revenue-current (including deferred                                                                                                                                               102,461
    revenue of the consolidated VIE without
    recourse to the Group of $116,640 and $102,461                                                                                                                   116,640
    as of September 30, 2015 and December 31,
    2014, respectively)

    Accrued expenses and other current liabilities
    (including accrued expenses and other current
    liabilities of the consolidated VIE without
    recourse to the Group of $29,693 and $30,605
    as of September 30, 2015 and December 31, 2014,
    respectively)
                                                                                                                                                                      45,962                       32,473

    Income taxes payable (including income taxes                                                                                                                      14,025                        9,064
    payable of the consolidated VIE without recourse
    to the Group of $9,876 and $8,632 as of September
    30, 2015 and December 31, 2014, respectively)

    Deferred income-current (including deferred income                                                                                                                     -                         550
    of the consolidated VIE without recourse to the
    Group of nil and nil as of September 30, 2015 and
    December 31, 2014, respectively)

    Total current liabilities                                                                                                                                        176,627                      144,548
                                                                                                                                                                     -------                      -------

    Deferred revenue-noncurrent (including deferred                                                                                                                                             23,687
    revenue of the consolidated VIE without recourse
    to the Group of $26,275 and $23,687 as of                                                                                                                         26,275
    September 30, 2015 and December 31, 2014,
    respectively)


    Total liabilities                                                                                                                                                202,902                      168,235
                                                                                                                                                                     =======                      =======


    Total Xueda Education Group Shareholders' equity                                                                                                                 114,510                      110,793
                                                                                                                                                                     -------                      -------

    Noncontrolling interests                                                                                                                                           (158)                        (79)
                                                                                                                                                                        ----                          ---

    Total equity                                                                                                                                                     114,352                      110,714
                                                                                                                                                                     -------                      -------

                                                                                                                                                                    $317,254                     $278,949

    Total liabilities and equity



    Note: The above financial information as of December 31, 2014 is derived from Xueda Education Group's
    audited financial statements for the year ended December 31, 2014.


                                                                                     Xueda Education Group

                                                                   UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                                                            (in thousands of U.S. Dollars, except number of ADSs and per ADS data)


                                                                                                                                      Three Months Ended           Nine Months Ended
                                                                                                                                         September 30,               September 30,

                                                                                                                                         2015            2014         2015            2014
                                                                                                                                         ----            ----         ----            ----


    Net revenues                                                                                                                      $80,916         $72,550     $287,685        $278,614

    Cost of revenues(1)                                                                                                              (62,732)       (60,579)   (201,925)      (200,898)

    Gross profit                                                                                                                       18,184          11,971       85,760          77,716
                                                                                                                                       ------          ------       ------          ------


    Operating expenses

    General and administrative(1)                                                                                                    (15,530)       (14,199)    (46,840)       (42,706)

    Selling and marketing(1)                                                                                                          (8,625)        (9,977)    (27,753)       (28,582)

    Total operating expenses                                                                                                         (24,155)       (24,176)    (74,593)       (71,288)
                                                                                                                                      -------         -------      -------         -------

    (Loss) income from operations                                                                                                     (5,971)       (12,205)      11,167           6,428
                                                                                                                                       ------         -------       ------           -----

    Interest income                                                                                                                     1,338           1,668        4,128           4,726

    (Loss) income before income tax expenses and loss in                                                                              (4,633)       (10,537)      15,295          11,154
    equity method investment
                                                                                                                                                                                    ---

    Income tax expenses                                                                                                                   964             774      (6,682)        (4,598)

    (Loss) income after income tax expenses before loss in                                                                            (3,669)        (9,763)       8,613           6,556
    equity method investment


    Loss in equity method investment                                                                                                    (929)           (46)     (1,604)           (46)
                                                                                                                                         ----             ---       ------             ---

    Net (loss) income                                                                                                                 (4,598)        (9,809)       7,009           6,510
                                                                                                                                       ------          ------        -----           -----

    Net loss attributable to non-controlling interests, net of taxes                                                                       28              66          105             159
                                                                                                                                          ---             ---          ---             ---

    Net (loss) income attributable to Xueda Education Group                                                                           (4,570)        (9,743)       7,114           6,669


    Net (loss) income attributable to Xueda Education Group
    per ADS:


    Basic                                                                                                                              (0.07)         (0.16)        0.11            0.10

    Diluted                                                                                                                            (0.07)         (0.16)        0.11            0.10


    Weighted average ADS numbers used in calculating
    net (loss) income attributable to Xueda Education
    Group per ADS:

    Basic                                                                                                                          62,756,607      62,192,317   62,372,468      63,631,405

    Diluted                                                                                                                        62,756,607      62,192,317   62,943,214      64,901,372


    (1) Includes the following amounts of share-based compensation expenses for the periods indicated:


                                                                                                                                     Three Months Ended       Nine Months Ended
                                                                                                                                       September 30,            September 30,

                                                                                                                                         2015            2014         2015            2014
                                                                                                                                         ----            ----         ----            ----


    Share-based compensation expenses included in:

    Cost of revenues                                                                                                                       $8              $8          $24             $27

    Selling and marketing expenses                                                                                                          -              -           -             10

    General and administrative expenses                                                                                                   926             998        2,976           5,274

    Total                                                                                                                                $934          $1,006       $3,000          $5,311
                                                                                                                                         ====          ======       ======          ======


                                                                                           Xueda Education Group

                                                                    UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

                                                                                       (in thousands of U.S Dollars)


                                                                                                                                         Three Months Ended      Nine Months Ended

                                                                                                                                               September 30,         September 30,

                                                                                                                                            2015          2014      2015         2014
                                                                                                                                            ----          ----      ----         ----

    Net (loss) income                                                                                                                   $(4,598)     $(9,809)   $7,009       $6,510

    Other comprehensive income (loss), net of tax of nil                                                                                   2,854           577     3,092         (47)
                                                                                                                                           -----           ---     -----          ---

    Total comprehensive (loss) income                                                                                                   $(1,744)     $(9,232)  $10,101       $6,463

    Less: Comprehensive loss attributable to non-controlling interests                                                                       (1)         (76)     (79)       (152)
                                                                                                                                             ---           ---       ---         ----

    Total comprehensive (loss) income attributable to Xueda Education Group                                                             $(1,743)     $(9,156)  $10,180       $6,615
                                                                                                                                         =======       =======   =======       ======



                                                        Xueda Education Group

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

                                 (in thousands of U.S Dollars, except number of ADS and per ADS data)


                                                                                          Three Months Ended September
                                                                                                    30,
                                                                                         -----------------------------

                                                                                                   2015                      2014
                                                                                                   ----                      ----


    Cost of revenues                                                                          $(62,732)                $(60,579)

    Share-based compensation expense included in cost of revenues                                     8                         8
                                                                                                    ---                       ---

    Non-GAAP cost of revenues                                                                  (62,724)                 (60,571)


    General and administrative expenses                                                        (15,530)                 (14,199)

    Share-based compensation expense included in general and
     administrative expenses                                                                        926                       998
                                                                                                    ---                       ---

    Non-GAAP general and administrative expenses                                               (14,604)                 (13,201)


    Selling and marketing expenses                                                              (8,625)                  (9,977)

    Share-based compensation expense included in selling and
     marketing expenses                                                                               -                        -
                                                                                                    ---                      ---

    Non-GAAP selling and marketing expenses                                                     (8,625)                  (9,977)


    Total operating expenses                                                                   (24,155)                 (24,176)

    Share-based compensation expenses                                                               926                       998
                                                                                                    ---                       ---

    Non-GAAP total operating expenses                                                          (23,229)                 (23,178)


    Total cost of revenues and operating expenses                                              (86,887)                 (84,755)

    Share-based compensation expenses                                                               934                     1,006
                                                                                                    ---                     -----

    Non-GAAP cost of revenues and operating expenses                                           (85,953)                 (83,749)


    Gross profit                                                                                 18,184                    11,971

    Share-based compensation expenses                                                                 8                         8
                                                                                                    ---                       ---

    Non-GAAP gross profit                                                                        18,192                    11,979


    Loss from operations                                                                        (5,971)                 (12,205)

    Share-based compensation expenses                                                               934                     1,006
                                                                                                    ---                     -----

    Non-GAAP loss from operations                                                               (5,037)                 (11,199)


    Net loss attributable to Xueda Education Group                                              (4,570)                  (9,743)

    Share-based compensation expenses                                                               934                     1,006
                                                                                                    ---                     -----

    Non-GAAP net loss attributable to Xueda Education Group                                     (3,636)                  (8,737)


    Non-GAAP net loss attributable to Xueda Education Group per ADS:

      Basic                                                                                      (0.06)                   (0.14)

      Diluted                                                                                    (0.06)                   (0.14)


    Weighted average ADS numbers used in

    calculating non-GAAP net loss attributable to Xueda Education Group per ADS:

      Basic                                                                                  62,756,607                62,192,317

      Diluted                                                                                62,756,607                62,192,317


                                                Xueda Education Group

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

                        (in thousands of U.S Dollars, except number of ADS and per ADS data)


                                                                                          Nine Months Ended September
                                                                                                    30,

                                                                                                  2015                       2014
                                                                                                  ----                       ----


    Cost of revenues                                                                        $(201,925)                $(200,898)

    Share-based compensation expense included in cost of revenues                                   24                         27
                                                                                                   ---                        ---

    Non-GAAP cost of revenues                                                                (201,901)                 (200,871)


    General and administrative expenses                                                       (46,840)                  (42,706)

    Share-based compensation expense included in general and
     administrative expenses                                                                     2,976                      5,274
                                                                                                 -----                      -----

    Non-GAAP general and administrative expenses                                              (43,864)                  (37,432)


    Selling and marketing expenses                                                            (27,753)                  (28,582)

    Share-based compensation expense included in selling and
     marketing expenses                                                                              -                        10
                                                                                                   ---                       ---

    Non-GAAP selling and marketing expenses                                                   (27,753)                  (28,572)


    Total operating expenses                                                                  (74,593)                  (71,288)

    Share-based compensation expenses                                                            2,976                      5,284
                                                                                                 -----                      -----

    Non-GAAP operating expenses                                                               (71,617)                  (66,004)


    Total costs of revenues and operating expenses                                           (276,518)                 (272,186)

    Share-based compensation expenses                                                            3,000                      5,311
                                                                                                 -----                      -----

    Non-GAAP costs of revenues and operating expenses                                        (273,518)                 (266,875)


    Gross profit                                                                                85,760                     77,716

    Share-based compensation expenses                                                               24                         27
                                                                                                   ---                        ---

    Non-GAAP gross profit                                                                       85,784                     77,743


    Income from operations                                                                      11,167                      6,428

    Share-based compensation expenses                                                            3,000                      5,311
                                                                                                 -----                      -----

    Non-GAAP income from operations                                                             14,167                     11,739


    Net income attributable to Xueda Education Group                                             7,114                      6,669

    Share-based compensation expenses                                                            3,000                      5,311
                                                                                                 -----                      -----

    Non-GAAP net income attributable to Xueda Education Group                                   10,114                     11,980


    Non-GAAP net income attributable to Xueda Education Group per ADS:

    Basic                                                                                         0.16                       0.19

    Diluted                                                                                       0.16                       0.18


    Weighted average ADS numbers used in

    calculating non-GAAP net income attributable to Xueda Education Group per ADS:

    Basic                                                                                   62,372,468                 63,631,405

    Diluted                                                                                 62,943,214                 64,901,372

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SOURCE Xueda Education Group