/C O R R E C T I O N -- Noah Education Holdings Ltd./

SHENZHEN, China, Aug. 31 /PRNewswire-Asia/ -- Noah Education Holdings Ltd. (NYSE: NED) ("Noah" or "the Company"), a leading provider of supplemental education products and services in China, today announced its unaudited financial results for the fourth quarter and full fiscal year ended June 30, 2009.

    Fourth Quarter Fiscal 2009 Financial Highlights
    -- Net revenue for the quarter increased by 21.6% to RMB119.1 million
       (US$17.4 million), compared with RMB97.9 million in the fourth quarter
       of fiscal 2008, exceeding the Company's previously stated guidance of
       RMB114 million to RMB116 million
    -- Gross profit increased by 22.9% to RMB61.5 million (US$9.0 million),
       representing a gross margin of 51.6%, compared with gross profit of
       RMB50.0 million, or a gross margin of 51.1%, in the fourth quarter of
       fiscal 2008
    -- Operating income increased to RMB9.8 million (US$1.4 million), compared
       with a loss of RMB2.3 million in the fourth quarter of fiscal 2008
    -- Net income decreased by 41.1% to RMB17.9 million (US$2.6 million),
       compared with RMB30.5 million in the fourth quarter of fiscal 2008, as
       the 2008 figure included a RMB18.4 million foreign exchange gain
    -- Earnings per share was RMB0.50 (US$0.07) basic and diluted, compared
       with RMB0.82 basic and RMB0.71 diluted for the fourth quarter of fiscal
       2008. Non-GAAP earnings per share, excluding share-based compensation
       expense and the change in the fair value of warrants was RMB0.57
       (US$0.08) basic and diluted, compared with RMB0.79 basic and RMB0.77
       diluted, for the fourth quarter of fiscal 2008


    Full Fiscal Year 2009 Financial Highlights
    -- Net revenue for the full year 2009 increased by 2.9% to
       RMB671.1 million (US$98.3 million), compared with RMB651.9 million in
       fiscal 2008
    -- Gross profit increased by 3.5% to RMB344.7 million (US$50.5 million),
       representing a gross margin of 51.4%, compared with gross profit of
       RMB333.1 million, or a gross margin of 51.1%, in fiscal 2008
    -- Operating income decreased to RMB64.7 million (US$9.5 million),
       compared with RMB79.8 million in fiscal 2008
    -- Net income decreased by 32.7% to RMB97.0 million (US$14.2 million),
       compared with RMB144.2 million in fiscal 2008, as the 2008 figure
       included a RMB41.6 million foreign exchange gain
    -- Earnings per share was RMB2.66 (US$0.39) basic and RMB2.64 (US$0.39)
       diluted, compared with RMB4.03 basic and RMB3.93 diluted in fiscal 2008.
       Non-GAAP earnings per share, excluding share-based compensation expense
       and the change in the fair value of warrants was RMB2.73 (US$0.40)
       basic and RMB2.71 (US$0.40) diluted share, compared with RMB4.77 basic
       and RMB4.57 diluted share in fiscal 2008

Mr. Dong Xu, Noah's chairman and chief executive officer, said, "We are pleased to report solid year-over-year increases in revenue for both the fourth quarter and full fiscal year 2009, as we exceeded previously stated guidance for the fourth quarter. Our margin performance is evidence of our ability to execute our growth strategy while also keeping a vigilant eye on costs. We continue to improve the efficiency of our distribution channels, and we will consistently monitor our operations to uncover new ways to streamline our operations while maintaining strong revenue performance. Our ELP business demonstrated steady growth, as we sustained our market leadership in the DLD space. Noah's KLD products continued to be the key growth driver in this segment. Introduced just a year ago, these products have gained significant traction as customers clearly recognize that our industry-leading content helps children succeed in a highly competitive educational environment.

"The recent acquisition of Little New Star represents an important first step for Noah in entering the fast-growing kids' English training market. We are progressing well with the integration, with most of the administrative functions fully operational under the Noah umbrella. We can now begin to leverage cross-selling and marketing opportunities to drive organic growth.

"This is an important entry point which will enable us to expand our presence in the kids' education service market. Our solid financial position will allow us to take advantage of additional acquisition opportunities to further expand our presence in this space, while simultaneously strengthening our content and the diversity of our delivery platforms. Our goal is to improve and expand our service lineup, leveraging our extensive sales and distribution network to drive us toward becoming a more comprehensive education service provider.

"We recently made a very important addition to our management team with the appointment of Jerry He as Executive Vice President. Jerry will work closely with me to advance our strategic expansion and create efficiencies in the business. He brings a wealth of consulting and financial management experience to the table, and I have great confidence that he will play an integral role in driving these initiatives. Ultimately, by executing our strategy and more efficiently deploying our resources, we aim to yield greater returns on our investments and further enhance shareholder value," Xu concluded.

Fourth Quarter and Fiscal Year 2009 Unaudited Financial Results

Net Revenue. Net revenue for the fourth quarter of fiscal 2009 was RMB119.1 million (US$17.4 million), exceeding the Company's guidance of RMB114 million to RMB116 million. This represented an increase of 21.6% compared with net revenue of RMB97.9 million for the fourth quarter of fiscal 2008. For the fiscal year 2009, net revenue was RMB671.1 million (US$98.3 million), increased 2.9% from RMB651.9 million in fiscal year 2008.

    The following tables provide a breakdown of sales volume and net revenue
for DLD, KLD and E-dictionary for the fourth fiscal quarter and full year 2009,
respectively.



                                    Volume             Net Revenue (RMB '000)
                           Q4 09    Q4 08  Inc/(Dec)   Q4 09    Q4 08 Inc/(Dec)
    DLD                   72,965   78,713     (7.3%)  53,646   75,968   (29.4%)
    KLD                   69,968       --        --   32,954       --       --
    E-dictionary         159,092  105,579     50.7%   31,616   19,292    63.9%

                                    Volume             Net Revenue (RMB '000)
                            FY09     FY08  Inc/(Dec)    FY09     FY08 Inc/(Dec)
    DLD                  506,017  589,016    (14.1%) 380,129  515,314   (26.2%)
    KLD                  376,324       --        --  156,422       --       --
    E-dictionary         720,119  630,241     14.3%  128,185  129,643    (1.1%)

Cost of revenue. Cost of revenue for the fourth quarter of fiscal 2009 was RMB57.6 million (US$8.4 million), representing an increase of 20.3% from RMB47.9 million in the fourth quarter 2008. For fiscal year 2009, cost of revenue was RMB326.4 million (US$47.8 million), up 2.4% from RMB318.8 million in fiscal 2008. The increase in costs was proportionate to the increase in revenue, maintaining cost as a percentage of revenue at approximately 48.4% in the fourth quarter of fiscal 2009 and 48.6% in fiscal 2009.

Gross Profit and Gross Margin. Gross profit in the fourth quarter of fiscal 2009 was RMB61.5million (US$9.0 million), representing a year-over-year increase of 22.9%. Gross margin for the fourth quarter was 51.6%, slightly up from 51.1% in the fourth quarter 2008.

Gross profit for fiscal year 2009 increased slightly to RMB344.7 million (US$50.5 million), from RMB333.1 million in fiscal 2008. The gross margin for fiscal year 2009 was 51.4% as compared with 51.1% in 2008, consistent with Company's guidance of maintaining a gross margin above 50%.

Operating Expenses. Total operating expenses for the fourth quarter of fiscal 2009 were RMB61.4 million (US$9.0 million), representing a decrease of 2.5% from RMB63.0 million in the fourth quarter 2008.

Total operating expenses for fiscal 2009 were RMB325.7 million (US$47.7 million), representing an increase of 9.5% from RMB297.5million in fiscal year 2008 as the Company expanded its R&D efforts in content development and software applications, increased its national sales and distribution realignment efforts in conjunction with new product launches and incurred additional professional expenses related to the Company's status as a US- listed public company.

Research and development expenses for the fourth quarter of fiscal 2009 were RMB12.4 million (US$1.8 million), representing 15.8% decrease from RMB14.7 million in the fourth quarter of fiscal 2008. The year-over-year decrease was primarily due to lower costs associated with 3rd party software and content development. For fiscal 2009, the research and development expenses were RMB55.3 million (US$8.1 million), representing a slight increase of 5.0% from RMB52.7 million in fiscal 2008.

Sales and marketing expenses for the fourth quarter of fiscal 2009 were RMB34.5 million (US$5.1 million), up 10.9% year over year from RMB31.1million. This was primarily due to advertising and promotion efforts in connection with the rollout of one new KLD model. However, as a percentage of total net revenue, sales and marketing expenses decreased by 2.8 percentage points to 29% from 31.8%. For fiscal year 2009, sales and marketing expenses were RMB210.7 million (US$30.8 million), up 6.7% from RMB197.4 million in the previous fiscal year.

General and administrative expenses for the fourth quarter of fiscal 2009 were RMB14.6 million (US$2.1 million), up 10.9% from RMB13.1 million in the fourth quarter of fiscal 2008. The increase in general and administrative expenses was mainly due to higher costs related to share based compensation, as well as depreciation expenses in connection with the newly purchased office building in Chengdu to accommodate the continued expansion of Noah's business.

For fiscal year 2009, general and administrative expenses were RMB59.5 million (US$8.7 million), up 34.5% from RMB44.3 million in fiscal 2008. The additional expenses included an increase of RMB4.7 million (US$0.7 million) in staff compensation costs, RMB1.3 million (US$0.2 million) in share based expenses, and RMB11.8 million (US$1.73 million) in legal, consulting, and other professional service fees related to the Company's status as a US-listed public company.

Income from Operations. Operating income for the fourth quarter of fiscal 2009 increased to RMB9.8 million (US$1.4 million), representing an operating margin of 8.2%, compared to an operating loss of RMB2.3 million and operating margin of -2.4% in the fourth quarter of fiscal 2008. For the fiscal year ended June 30, 2009, operating income was RMB64.7 million (US$9.5 million), representing an operating margin of 9.6%, as compared to RMB79.8 million, or an operating margin of 12.2% in the previous fiscal year.

Other Income, net. Interest income was RMB2.5 million (US$0.4 million) in the fourth quarter of fiscal 2009, compared to a loss of RMB1.1 million in fourth quarter of fiscal 2008. Investment income was RMB3.5 million (US$0.5 million) in the fourth quarter of fiscal 2009, compared with RMB11.1 million in year-ago quarter. Other non-operating income was RMB1.9 million (US$0.3 million) in the fourth quarter of fiscal 2009, compared with RMB18.8 million in the fourth quarter of fiscal 2008. The 2008 figure included an RMB18.4 million foreign exchange gain. Because a warrant issued to a pre-IPO shareholder expired in April 2009, the Company did not record any derivative gain or loss in the fourth quarter of fiscal 2009, whereas in the year ago quarter, Noah recorded a derivative gain of RMB3.4 million.

For fiscal year 2009, interest income was RMB5.3 million (US$0.8 million), compared with RMB13.6 million in fiscal 2008. Investment income was RMB15.3 million (US$2.2 million) in fiscal 2009 compared with RMB11.1 million in fiscal 2008. Other non-operating income was RMB6.2 million (US$0.9 million) in fiscal 2009, compared with RMB42.7 million in fiscal 2008. The 2008 figure includes an RMB41.6 million foreign exchange gain.

Net Income. The Company reported net income of RMB17.9 million (US$2.6 million), or RMB0.50 (US$0.07) per basic and diluted share, respectively, for the fourth quarter of fiscal 2009. This compares with net income of RMB30.5 million, or RMB0.82 per basic and RMB0.71 per diluted share for the fourth quarter of fiscal 2008.

Net income excluding share-based compensation expenses and the change in the fair value of warrants (non-GAAP) for the fourth quarter ended June 30, 2009 was RMB20.4 million (US$3.0 million), or RMB0.57 (US$0.08) per basic and diluted share, respectively.

Net income for the fiscal year ended June 30, 2009 was RMB97.0 million (US$14.2 million), a 32.7% decrease from RMB144.2 million in the fiscal year ended June 30, 2008.

For fiscal year 2009, basic and diluted earnings per share amounted to RMB2.66 (US$0.39) and RMB2.64 (US$0.39), respectively, compared to RMB4.03 and RMB3.93 per basic and diluted share, respectively for fiscal year 2008.

Basic and diluted earnings per share, excluding share-based compensation expenses and the change in the fair value of warrants, (non-GAAP) were RMB2.73 (US$0.40) and RMB2.71 (US$0.40), respectively, compared to RMB4.77 and RMB4.57 per basic and diluted share, respectively, for fiscal 2008.

Liquidity. As of June 30, 2009, Noah had cash, cash equivalents, short- term bank deposits and short-term investments of RMB776.1 million (US$113.6 million). This compares with cash, cash equivalents and short-term investments of RMB841.7 million as of March 31, 2009.

Business and Operational Highlights

Since its inception, Noah has aimed to consistently optimize its product mix to drive continually improving financial performance. The Company also places importance on investing its product pipeline, and focusing on content development to enhance the Company's competitive niche in the ELP business.

Kid Learning Device (KLD) products. KLD product sales remained strong despite the sequential impact of seasonality in Q4 versus Q3. KLDs are the Company's key growth driver in the ELP segment. Noah maintains a clear competitive advantage in the KLD space due to its superior, industry-leading content.

Digital Learning Device (DLD) products. Noah remains China's industry leader in terms of both DLD sales and volume. DLD products remain the largest contributor to total revenue, at 45% in Q4.

E-dictionaries. In general, demand for Noah's e-dictionaries remains stable. Noah received a one-time, large order of approximately RMB11.6 million (US$1.7 million) for its high-end e-dictionary products from an overseas customer in Q4. The Company is currently focused on renegotiating and renewing existing contracts.

Kids' Education Service: Integration of Little New Star. The integration of Little New Star (LNS) is on track, with most of the administrative functions fully integrated with Noah's, such as finance, accounting, human resources and sales and marketing. The Company also completed the design and manufacture of the first batch of LNS brand Electronic Teaching Devices (ETDs), which can be used in and out of classrooms for enhanced interactive learning. LNS will begin to introduce these devices in their 10 self-owned schools and 600 franchised schools in September 2009.

An integration team has been set up to focus on the following primary areas:

    -- Maximizing cross-selling opportunities between Noah and LNS, leveraging
       Noah's existing sales and marketing capabilities to promoting the LNS
       brand;
    -- Evaluating and improving the current franchise model;
    -- Establishing operational metrics to track performance and student
       enrollment; and
    -- Joining R&D forces on content development, software applications and
       product development to enhance the overall LNS learning experience.

After-School Educational Services. Noah is focused on improving profitability in this segment of the business, and began the process of discontinuing the operation of some unprofitable Tutoring Centers in July 2009. As of July 31, 2009, there are two Tutoring Centers remaining, one in Chengdu and one in Chongqing. After school education services will eventually be consolidated under a broader kids' education segment as this business line continues to develop.

Content Development. The total number of courseware titles at the end fiscal 2009 increased 10.5% to approximately 47,500, compared with 43,000 as of December 31, 2008. Noah continues to make progress in expanding the quantity and the variety of courseware titles available for different age groups.

Executive Appointment

Appointment of Jerry He as Executive Vice President. Mr. Jerry He was appointed Executive Vice President of Noah Education, effective July 21, 2009. Mr. He will play a key role in driving the Company's strategic expansion into a full service education services provider. Mr. He is responsible for strategic planning, business development, accounting and finance and investor relations. He brings over nine years of financial industry and business development experience to his role at Noah. He was most recently a portfolio manager at Morgan Stanley and Bear Stearns. Before his career in the financial industry, Mr. He worked as a management consultant, and has substantial market research experience. He is also a CFA charter holder.

Share Repurchase Program

Noah has completed its $10 million Share Repurchase Plan initiated in June 2008. At this time, the Company does not intend to buy back any more shares.

Financial Outlook for First Quarter of Fiscal Year 2010

Based on current estimates and market conditions, Noah expects to generate net revenue in the range of RMB231 million to RMB237 million for the first quarter of fiscal 2010, which includes RMB220 million to RMB224 million in net revenue from ELP business and approximately RMB11 million to RMB13 million from LNS, representing an overall increase of 14% to 17% compared to the prior-year quarter. This forecast reflects Noah's current and preliminary view, which is subject to change.

Beginning in the first quarter of fiscal 2010, the Company intends to give guidance on both revenue and operating profit for the next sequential quarter and current fiscal year.

Statement Regarding Unaudited Financial Information

The unaudited financial information set forth above is subject to adjustments that may be identified when audit work is performed on our year- end financial statements, which could result in significant differences from this unaudited financial information.

Currency Convenience Translation

For the convenience of readers, certain RMB amounts have been translated into US dollars at the rate of RMB6.8302 to US$1.00, the noon buying rate for US dollars in effect on June 30, 2009 for cable transfers of RMB per US dollar as certified for customs purposes by the Federal Reserve Bank of New York.

Use of Non-GAAP Financial Measures

In addition to consolidated financial results under GAAP, the Company also provides non-GAAP financial measures, including non-GAAP net income which excludes non-cash share-based compensation and change in fair value of warrants. The Company believes that the non-GAAP financial measures provide investors with another method for assessing the Company's operating results in a manner that is focused on the performance of its ongoing operations. Readers are cautioned not to view non-GAAP results on a stand-alone basis or as a substitute for results under GAAP, or as being comparable to results reported or forecasted by other companies. The Company believes that both management and investors benefit from referring to these non-GAAP financial measures in assessing the performance of the Company's liquidity and when planning and forecasting future periods.

About Noah

Noah Education Holdings Limited is a leading provider of supplemental education products and services in China. Noah's core offering includes the development and marketing of electronic learning products (ELPs), interactive educational courseware content, software, kids' English training and after- school education services. Noah combines standardized education content with innovative digital and multimedia technologies to create a dynamic learning experience and improve academic performance for students throughout China. Noah has developed a nationwide sales network, powerful brand image, and accessible and diverse delivery platforms to bring its innovative content to the growing student population. Noah also provides kids' English training service under the brand Little New Star in its direct-owned schools and more than 600 franchise schools throughout China. Noah was founded in 2004 and is listed on the New York Stock Exchange under the ticker symbol NED. For more information about Noah, please visit http://www.noahedu.com.cn .

Safe Harbor Statement

This press release contains forward-looking statements that reflect Noah's current expectations and views of future events that involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Noah has based these forward-looking statements largely on its current expectations and projections about future events and financial trends that it believes may affect its financial condition, results of operations, business strategy and financial needs. You should understand that our actual future results may be materially different from and worse than what Noah expects. Information regarding these risks, uncertainties and other factors is included in Noah's most recent Annual Report on Form 20-F and other filings with the SEC.



                           Noah Education Holdings Ltd.
                      Consolidated Statements of Operations

                                            Three months ended June 30
                                          2008          2009         2009
                                       (Unaudited)   (Unaudited)   (Unaudited)
                                           RMB           RMB           USD
    Net revenue                         97,942,806   119,130,742   17,441,765
    Cost of revenue                    (47,896,921)  (57,624,581)  (8,436,734)
    Gross profit                        50,045,885    61,506,160    9,005,031
    Research & development expenses    (14,687,562)  (12,360,530)  (1,809,688)
    Sales & marketing expenses         (31,106,269)  (34,504,340)  (5,051,732)
    General and administrative
     expenses                          (13,133,090)  (14,564,968)  (2,132,437)
    Other expenses                      (4,075,984)      (15,907)      (2,329)
    Total operating expenses           (63,002,905)  (61,445,745)  (8,996,185)

    Other operating income              10,628,918     9,735,007    1,425,289
    Operating income                    (2,328,102)    9,795,422    1,434,134
    Derivative gain (loss)               3,370,448            --           --
    Interest income                     (1,075,438)    2,502,650      366,409
    Investment income                   11,057,176     3,546,450      519,231
    Other Non-Operating income          18,772,573     1,925,187      281,864
    Income before income taxes          29,796,657    17,769,708    2,601,638
    Provision for income taxes             654,654       178,095       26,075
    Net income                          30,451,311    17,947,803    2,627,713
    Deemed dividend                             --            --           --
    Net income attributable to
     ordinary shareholders              30,451,311    17,947,803    2,627,713

    Net income per share
    Basic                                     0.82          0.50         0.07
    Diluted                                   0.71          0.50         0.07

    Weighted average ordinary shares
     outstanding
    Basic                               38,198,045    35,693,062
    Diluted                             39,172,558    35,947,165


                                            Twelve months ended June 30
                                          2008          2009          2009
                                        (Audited)    (Unaudited)   (Unaudited)
                                           RMB           RMB           USD
    Net revenue                        651,934,602   671,145,679   98,261,497
    Cost of revenue                   (318,787,904) (326,400,700) (47,787,869)
    Gross profit                       333,146,698   344,744,978   50,473,629
    Research & development expenses    (52,666,685)  (55,286,625)  (8,094,437)
    Sales & marketing expenses        (197,430,136) (210,692,883) (30,847,249)
    General and administrative
     expenses                          (44,259,888)  (59,514,101)  (8,713,376)
    Other expenses                      (3,131,763)     (158,466)     (23,201)
    Total operating expenses          (297,488,472) (325,652,074) (47,678,263)

    Other operating income              44,100,827    45,575,781    6,672,686
    Operating income                    79,759,053    64,668,685    9,468,051
    Derivative gain (loss)              (1,868,238)    5,807,511      850,269
    Interest income                     13,643,761     5,307,899      777,122
    Investment income                   11,057,176    15,257,413    2,233,816
    Other Non-Operating income          42,708,114     6,203,622      908,264
    Income before income taxes         145,299,866    97,245,130   14,237,523
    Provision for income taxes          (1,101,395)     (254,883)     (37,317)
    Net income                         144,198,471    96,990,247   14,200,206
    Deemed dividend                       (379,092)           --           --
    Net income attributable to
     ordinary shareholders             143,819,379    96,990,247   14,200,206

    Net income per share
    Basic                                     4.03          2.66         0.39
    Diluted                                   3.93          2.64         0.39

    Weighted average ordinary shares
     outstanding
    Basic                               33,153,982    36,446,787
    Diluted                             34,056,315    36,709,140




                           Noah Education Holdings Ltd.
                            Consolidated Balance Sheet

                         June 30,       March 31,            June 30,
                          2008           2009           2009          2009
                        Audited       Unaudited      Unaudited     Unaudited
                           RMB            RMB            RMB           USD
    Assets:
    Current assets
    Cash and cash
     equivalents       260,222,860    835,814,763    494,111,466   72,342,167
    Short-term bank
     deposit                     0              0    274,000,000   40,115,956
    Short-term
     investment        759,875,217      5,873,142      7,978,942    1,168,186
    Accounts
     receivables,
     net of
     allowance         171,727,724    193,640,600    181,653,128   26,595,580
    Related party
     receivables           706,088        627,838        627,626       91,890
    Inventories         84,893,471    106,604,184    151,872,803   22,235,484
    Prepaid
     expenses,
     deferred tax
     assets and
     other current
     assets             58,005,597     48,377,213     87,621,579   12,828,552
    Deferred tax
     asset               2,154,472      1,796,797      2,071,387      303,269
    Total current
     assets          1,337,585,429  1,192,734,538  1,199,936,931  175,681,083
    Property, plant
     and equipment,
     net                17,871,691    117,001,074    119,619,947   17,513,389
    Intangible
     assets, net         6,504,214      4,913,557      4,461,760      653,240
    Deposit for
     long-term
     investment            910,000      3,000,000      3,000,000      439,226
    Total assets     1,362,871,334  1,317,649,170  1,327,018,638  194,286,937
    Liabilities and
     Shareholders'
     Equity
    Current
     liabilities
    Accounts payable    34,827,252     86,552,682     82,560,888   12,087,624
    Other payables,
     accruals           22,444,789     49,167,623     45,809,823    6,706,952
    Advances from
     customers           2,825,530      2,241,107      3,308,173      484,345
    Income taxes
     payable               815,911        436,409        499,471       73,127
    Deferred
     revenues           11,194,641      8,798,503      7,746,063    1,134,090
    Dividend payable             0              0              0            0
    Total current
     liabilities        72,108,123    147,196,323    139,924,418   20,486,138
    Warrants             5,830,023              0              0            0
    Total
     liabilities        77,938,146    147,196,323    139,924,418   20,486,138

    Shareholders'
     Equity
    Ordinary shares         15,349         14,546         14,504        2,123
    Additional paid-
     in capital      1,169,618,982  1,116,722,662  1,115,993,259  163,391,007
    Accumulated
     other
     comprehensive
     loss              (89,949,455)   (93,055,456)   (93,632,439) (13,708,594)
    Retained
     earnings          205,248,312    146,771,093    164,718,897   24,116,263
    Total
     shareholders'
     equity          1,284,933,188, 1,170,452,846  1,187,094,220  173,800,799
    Total
     liabilities and
     shareholders'
     equity          1,362,871,334  1,317,649,170  1,327,018,638  194,286,937



                           Noah Education Holdings Ltd.
                        Reconciliation of Non-GAAP to GAAP

                                      Three months ended June 30
                                   2008                      2009
                                (Unaudited)               (Unaudited)
                             RMB     % of Rev     RMB         USD     % of Rev

    GAAP net revenue      97,942,806  100.0%  119,130,742  17,441,765  100.0%
    GAAP gross profit     50,045,885   51.1%   61,506,160   9,005,031   51.6%
    Share-based
     compensation             63,941    0.1%       83,553      12,233    0.1%
    Non-GAAP gross
     profit               50,109,826   51.2%   61,589,714   9,017,264   51.7%

    GAAP operating
     income               (2,328,102)  -2.4%    9,795,422   1,434,134    8.2%
    Share-based
     compensation          2,466,615    2.5%    2,472,762     362,034    2.1%
    Non-GAAP operating
     income                  138,514    0.1%   12,268,183   1,796,167   10.3%

    GAAP net income       30,451,311   31.1%   17,947,803   2,627,713   15.1%
    Share-based
     compensation          2,466,615    2.5%    2,472,762     362,034    2.1%
    Change in the fair
     value of warrants    (3,370,448)  -3.4%            0           0    0.0%
    Non-GAAP net income   29,547,478   30.2%   20,420,565   2,989,746   17.1%

    GAAP net income per
     share
    Basic                       0.82                 0.50        0.07
    Diluted                     0.71                 0.50        0.07

    Non-GAAP net income
     per share
    Basic                       0.79                 0.57        0.08
    Diluted                     0.77                 0.57        0.08


                                     Twelve months ended June 30
                                   2008                      2009
                                (Audited)                 (Unaudited)
                             RMB     % of Rev     RMB         USD     % of Rev

    GAAP net revenue     651,934,604  100.0%  671,145,679  98,261,497  100.0%
    GAAP gross profit    333,151,340   51.1%  344,744,978  50,473,629   51.4%
    Share-based
     compensation            228,400    0.0%      240,079      35,150    0.0%
    Non-GAAP gross
     profit              333,379,740   51.1%  344,985,057  50,508,778   51.4%

    GAAP operating
     income               79,759,053   12.2%   64,668,685   9,468,051    9.6%
    Share-based
     compensation         20,344,641    3.1%    8,173,462   1,196,665    1.2%
    Non-GAAP operating
     income              100,103,694   15.4%   72,842,147  10,664,717   10.9%

    GAAP net income      144,198,471   22.1%   96,990,247  14,200,206   14.5%
    Share-based
     compensation         20,344,641    3.1%    8,173,462   1,196,665    1.2%
    Change in the fair
     value of warrants     1,868,238    0.3%   (5,807,511)   (850,269)  -0.9%
    Non-GAAP net income  166,411,351   25.5%   99,356,199  14,546,602   14.8%

    GAAP net income per
     share
    Basic                       4.03                 2.66        0.39
    Diluted                     3.93                 2.64        0.39

    Non-GAAP net income
     per share
    Basic                       4.77                 2.73        0.40
    Diluted                     4.57                 2.71        0.40



    For further information, please contact:

    Investor Contact:
    Noah Education Holdings Ltd.
     Jerry He
     Executive Vice President
     Tel:   +86-755-8204-9263
     Email: jerry.he@noahedu.com

    Investor Relations (US):
    Taylor Rafferty
     Jessica McCormick
     Tel:   +1-212-889-4350
     Email: noahedu@taylor-rafferty.com

    Investor Relations (HK):
    Taylor Rafferty
     Ruby Yim
     Tel:   +852-3196-3712
     Email: noahedu@taylor-rafferty.com

SOURCE Noah Education Holdings Ltd.

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