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First Quarter Fiscal 2013 Results Presentation

February 27, 2013

February 27, 2013

Fourth Quarter and Fiscal Year 2016 Results Presentation

November 30, 2016

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Safe Harbor Statement

This presentation 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,” “may,” “should,” “potential,” “continue,” “expect,” “predict,” “anticipate,” “future,” “intend,”

“plan,” “believe,” “is/are likely to,” “estimate” and similar statements. Among other things, the outlook for the first quarter

of fiscal year 2017 and certain statements from management made in conjunction with this presentation, as well as the

Company’s strategic and operational plans (in particular, the anticipated benefits of the CDEL’s investment in strategic

growth initiatives, the listing of Zhengbao Yucai on China’s New Third Board, diligent cost control aimed at enhancing

overall profitability, and the anticipated contributions from Xiamen NetinNet) contain forward-looking statements. The

Company may also make written or oral forward-looking statements in its periodic and annual reports to the SEC, 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: goals and growth strategies; future prospects and market acceptance of online and

offline courses and other products and services; future business development and results of operations; projected

revenues, profits, earnings and other estimated financial information; projected enrollment numbers; plans to expand

and enhance online and offline courses and other products and services; competition in the education and test

preparation markets; and changes of Chinese laws, regulations and policies, including those applicable to the Internet

and Internet content providers, the education and telecommunications industries, mergers and acquisitions, taxation

and foreign exchange.

Further information regarding these and other risks is included in the Company’s annual report on Form 20-F and other

documents filed with the SEC. The Company does not undertake any obligation to update any forward-looking

statement, except as required under applicable law. All information provided in this presentation is as of the date of

November 30, 2016.

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Agenda

Results Overview

Strategic and Operational Updates

Financial Highlights

Business Outlook

Q&A

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Results Overview

Healthy Revenue Growth

Steady Progress on Long-term Strategic Initiatives

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Strong Performance

Net Revenue Exceeds Guidance

Net Revenue US$ MM

Net income:

• down 9.5% to $12.2 million in 4Q16

• up 7.0% to $26.3 million in FY16

Non-GAAP Net Income:

• down 9.2% to $12.7 million in 4Q16

• up 7.4% to $28.3 million in FY16

Operating cash inflow:

• $5.8 million in 4Q16

• $38.9 million in FY16

Cash balance as of September 30, 2016:

• $70.5 million

Cash Dividend:

• Approved a special cash dividend of $0.1125 per

ordinary share, or $0.45 per ADS

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Accounting Courses

APQE 4Q FY16 FY16

Enrollments 17.4% 1.3%

Average Student

Payment (ASP) 0.0%

Cash Receipts -3.3%

CPA 4Q FY16 FY16

Enrollments 16.4% 18.2%

Average Student

Payment (ASP) 7.2%

Cash Receipts 5.0%

Accounting

Continuing

Education

4Q FY16 FY16

Enrollments 16.0% 17.3%

Average Student

Payment (ASP) - 0.7%

Cash Receipts 14.9%

Other Accounting

Test-Preparation

Courses

4Q FY16 FY16

Enrollments - 8.9% 4.5%

Average Student

Payment (ASP) 49.6%

Cash Receipts 42.4%

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Healthcare and Engineering & Construction (“E&C”)

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Non-Accounting Courses

Healthcare Test Preparation

Enrollments down 8.6% and up 2.1% YoY

in 4Q and FY16, respectively

ASP down 5.6% YoY in 4Q

Cash registration revenue down 7.6% in

FY16

E&C Test Preparation

Enrollments up 1.6% and down 13.0% YoY

in 4Q and FY16, respectively

ASP down 13.2% YoY in 4Q

Cash registration revenue down 20.9% in

FY16

E&C Continuing Education

Enrollments up 63.9% and down 0.1% YoY

in 4Q and FY16, respectively

ASP down12.8% YoY in 4Q

Cash registration revenue up 16.8% YoY in

FY16

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Achievements and Goals

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Increasing enrollments in existing courses

• In 4QFY16 and FY16, total course enrollments reached 1.0 million and 3.7 million, a year-over-year

increase of 12.0% and 12.5%, respectively

• As a result, we achieved $18.2 million and $97.4 million of cash receipts from online course registration in

4QFY16 and FY16, a year-over-year increase of 13.5% and 8.1%, respectively, excluding the impact of the

Renminbi depreciation against the U.S. Dollar.

Expanding course offerings in existing verticals and offering new courses in high-demand subject

areas

• Offered K-12 teacher continuing education in 11 jurisdictions in China

Cultivating our open learning platform

• FY16 cash registration for courses and services involving this platform reached $8.9 million

• Approximately 1200 fee-based courses on the platform; Continue to grow that number according to revenue

and market opportunities

Further enhancing our educational delivery capabilities through innovation

• Daily mobile traffic from both our mobile website and mobile applications in the accounting vertical is over

half of our daily regular Internet traffic in accounting

• The average number of daily active mobile users in 4QFY16 was up 45.7% year-over-year in our healthcare

vertical, and was relatively flat year-over-year in our accounting vertical

• Offered 62 mobile applications with cumulative downloads of 19.6 million as the end of Sept 2016

Expanding into the large and growing college market through our College Cooperation Program

Focusing on Strategic Initiatives, Reinforcing Leadership in Online Education Market

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Select Income Statement Items (Unaudited) – 4Q FY2016

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Income Statement Summary (US$ in Thousands, except per ADS data)

4Q FY15 4Q FY16 YoY Change%

Net revenues:

Online education services 30,015 30,454 1.5%

Books and reference materials 1,661 2,755 65.8%

Others including in-person training 3,903 5,030 28.9%

Total net revenues 35,579 38,239 7.5%

Cost of sales (11,970) (13,085) 9.3%

Gross profit 23,609 25,154 6.5%

Gross margin 66.4% 65.8% -60 ppt

Operating expenses:

Selling expenses (4,336) (6,175) 42.4%

General and administrative expenses (4,200) (4,841) 15.3%

Total operating expenses (8,536) (11,016) 29.1%

Operating Income 15,087 14,583 (3.3%)

Income tax expense (3,052) (2,653) (13.1%)

Net income attributable to CDEL 13,515 12,225 (9.5%)

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Select Income Statement Items (Unaudited) – FY2016

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Income Statement Summary (US$ in Thousands, except per ADS data)

FY2015 FY2016 YoY Change%

Net revenues:

Online education services 88,657 93,923 5.9%

Books and reference materials 6,873 8,067 17.4%

Others including in-person training 12,647 15,558 23.0%

Total net revenues 108,177 117,548 8.7%

Cost of sales (44,343) (48,334) 9.0%

Gross profit 63,834 69,214 8.4%

Gross margin 59.0% 58.9% -10 ppt

Operating expenses:

Selling expenses (24,186) (24,517) 1.4%

General and administrative expenses (13,211) (16,778) 27.0%

Total operating expenses (37,397) (41,295) 10.4%

Operating Income 26,661 28,725 7.7%

Income tax expense (5,874) (6,150) 4.7%

Net income attributable to CDEL 24,573 26,290 7.0 %

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The inflow in 4QFY16 was due to:

–Net income before non-cash items generated in the fourth quarter of fiscal 2016

–The increase in accrued expenses and other liabilities, and income tax payable also

contributed to the operating cash inflow

–Partially offset by the increase in accounts receivable, other current assets, and decrease in

deferred revenue

Selected Cash Flow Items (Unaudited) – 4Q and FY2016

(US$ in Millions) 4Q FY15 4Q FY16 FY15 FY16

Net Operating Cash Inflow (Outflow) 4.9 5.8 37.8 38.9

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Selected Balance Sheet Items (Unaudited) – 4Q FY16

Assets Sep 30, 2015 Sep 30, 2016 Change %

Cash and Cash Equivalents, Term

Deposits and Restricted Cash 138.8 69.2 (50.2)%

Receivables 2.8 5.5 94.8%

Inventories 0.9 1.0 11.5%

Net PP&E 12.9 13.9 7.8%

Other Assets 18.8 59.3 219.1%

Total 174.2 148.9 (14.5)%

Liabilities and

Shareholders’ Equity Sep 30, 2015 Sep 30, 2016 Change %

Accrued Expenses and Other Liabilities 32.1 50.8 58.3%

Deferred Revenues, current portion 29.6 36.3 22.9%

Refundable Fees 5.2 0.9 (83.6)%

Bank Debt 16.5 15.6 (5.6)%

Dividend Payable - - -

Total Shareholder's Equity 90.8 45.3 (50.1)%

Total 174.2 148.9 (14.5)%

Balance Sheet Summary (US$ in Millions)

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First Quarter and Fiscal Year 2017 Guidance

1QFY17 net revenue expected range:

US$28.0 million – $29.2 million, 15% - 20% year-over-year growth