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Edison Schools Reports 35% Rise in 4th Quarter Net Revenues to $137.8 Million

 Gross Site Contribution Increases 14% to $24.1 Million while EBITDA, Net of
      One-Time and Specific Event Related Charges, Reaches $1.7 Million

  $0.92 Loss Per Share Includes One-Time and Specific Event Related Charges
                                   of $0.72

   Company to Restate Certain Prior Quarters with Neutral Cumulative Effect
                                 on Earnings

    NEW YORK, Sept. 5 /PRNewswire-FirstCall/ --
Edison Schools Inc. (Nasdaq: EDSN), the nation's leading private manager of
public schools, reported revenues for the quarter ending June 30, 2002 of
$137.8 million compared to $101.9 million a year ago, an increase of 35%.
Gross site contribution for the quarter increased 14% to $24.1 million from
$21.1 million for the same period last year.  Net of one-time and specific
event related charges, the company posted EBITDA of $1.7 million compared to
$187,000 in the same period last year.
    Gross Student Funding for the full FY02 year rose 38% from $375.8mm to
$520.3mm. Net revenue for the full FY02 year climbed 33% from $350.5 to
$465.1mm.  Gross Site Contribution for the full FY02 rose 26% from $59.3mm to
$74.9mm.
    The company's net loss for the fourth quarter was $49.3 million, compared
to $11.5 million for the same period last year, but this loss includes
$38.5 million of one-time and specific event related charges.  These charges
are largely comprised of one-time charges related to the reduction in the
company's share price triggering a requirement to write down goodwill
($33.3mm) and income from a non-cash stock compensation adjustment  ($7.9mm).
In addition, the charges include a write down of certain notes receivable
relating to a discontinued new school project ($4.0mm); a reserve ($5.5mm)
against loans to charter schools which management deemed appropriate in light
of their intention to accelerate the refinancing of individual loans with
third party lenders; and a write down of the discontinued corporate
headquarters project ($3.6mm).
    "Edison's entire organization is working to move the company rapidly to
profitability and many of the charges we took in this quarter represent tough
decisions in that regard," said Chris Whittle, the company's CEO.  "We're
developing a leaner and highly focused organization and we're confident the
company will achieve its first net income in the 4th quarter of the current
year."
    Edison also reported its year-to-year progress on other critical
indicators. Net site contribution margin increased to 8.4% for the year from
7.7% for last year.  Gross site contribution declined slightly as a percent of
sales from 16.9% for FY01 to 16.1% for this year. The percent of net revenue
that Edison spends on headquarters and start up functions (net of one-time and
specific event charges) improved from 18.5% last year to 17.5% in this year.
    The company reaffirmed its guidance for the current and coming fiscal
years. In the current fiscal year, the company expects to post an operating
profit (EBITDA net of non-cash and one-time charges) of at least $20 million
and to achieve its first quarter of net income in the 4th quarter of this
year.
    On balance sheet matters, the company announced that its total cash as of
June 30 was $40.6 million.  In addition, on August 1, the company announced
that it had closed on additional financing of $40mm. This is prior to the
company investing significant cash in the July through September period in the
opening of new schools.

    Restatement of Audited Financial Statements
    In connection with its annual review, the Company has determined the need
to restate the treatment of certain loans made to its CEO in late 1999, all of
which have been previously disclosed in public filings.  This restatement has
no effect on the Company's cash position, and, on a cumulative basis, does not
have a material effect on the Company's earnings. One effect of this
restatement is to significantly increase the company's earnings for this
quarter while decreasing it in similar amounts for certain prior quarters.
    As previously disclosed, the Company loaned approximately $7.9 million to
its CEO in late 1999 and early 2000 to enable the CEO to exercise 725,000
options of Edison common stock. These were documented in loan agreements
between the Company and the CEO. The loan documents specify that the loan is
recourse only to the purchased shares.
    The Company has historically treated these loans as notes receivable on
its balance sheet, and has disclosed the existence of these loans in its
public filings.  Edison and its auditors, PriceWaterhouseCoopers, recently
concluded that these loans should be treated, under rules governing employee
stock options, as a form of compensation, rather than a loan, to the CEO.
Accordingly, the Company and its auditors have concluded that these loans
should be recorded as a Company expense during the periods in which the funds
were actually provided and the options exercised.
    In addition, due to certain features of the loan arrangement, specifically
a floating interest rate tied to market, the cashless exercise of the
underlying options, and the non-recourse nature of the notes to the executive,
the Company and its auditors have also concluded that the amount of the
expense to be recorded should be "marked to market". In other words, when
calculating this expense, the Company should employ variable accounting, and,
as a result, recalculate, on a quarterly basis, the amount of the expense
based on the Company's then current share price. If the loan were to have had
a fixed interest rate and was not prepayable, the company would not be
required to employ variable accounting for these options.
    Accordingly, Edison's financial statements for fiscal 2001 and 2002 will
be restated as follows:

                                                        2000           2001

    Net Loss as Reported                           ($36,589)      ($38,081)

    Net Loss after Restatement                     ($50,628)      ($38,512)

    The Company is not, by virtue of this restatement, altering or modifying
any of the obligations or terms under the loan agreement with Mr. Whittle.

    Edison is the nation's largest private manager of public schools.  It is
the 35th largest system of public schools in the nation out of approximately
15,000 systems of public schools.  Edison educates approximately 115,000
students in 150 full year schools and 175 summer schools.  Through contracts
with local school districts, states, and public charter school boards, Edison
assumes educational and operational responsibility for individual schools in
return for funding that is generally comparable to that spent on other public
schools in the area. Over the course of three years of intensive research,
Edison's team of leading educators and scholars developed an innovative
curriculum and school design. Edison opened its first four schools in August
1995, and has grown rapidly in every subsequent year.

    Any statements in this press release about future expectations, plans and
prospects for Edison, including statements about Edison's future financial
results and other statements containing the words "believes," "anticipates,"
"plans," "expects," "will," and similar expressions, constitute forward-
looking statements within the meaning of The Private Securities Litigation
Reform Act of 1995.  Actual results may differ materially from those indicated
by such forward-looking statements as a result of various important factors,
including that Edison could lose revenue if it is unable to enroll enough
students or to attract and retain enough principals and teachers, Edison's
management agreements involve financial risk and are terminable under
specified circumstances prior to their expiration, Edison could be come liable
for its charter schools' financial obligations and other factors discussed in
our most recent Quarterly Report on Form 10-Q filed with the SEC on May 17,
2002.  In addition, the forward-looking statements included in this press
release represent Edison's estimates as of September 5, 2002. Edison
anticipates that subsequent events and developments will cause Edison's
estimates to change.  However, while Edison may elect to update these forward-
looking statements at some point in the future, Edison specifically disclaims
any obligation to do so.  These forward-looking statements should not be
relied upon as representing Edison's estimates or views as of any date
subsequent to September 5, 2002.

      Edison Schools Inc.
      Fiscal Year Ending June 30, 2002
      (Dollars in 000's, except loss per share data)

                                       Three Months Ended      Year Ended
                                      June,        June,    June,     June,
                                       2002        2001     2002       2001

      Gross student funding            $158,521  $109,128  $520,295  $375,818

      Net revenue                      $137,772  $101,856  $465,058  $350,508

      Education and operating
       expenses:
        Direct site expenses
          Company paid                   69,395    46,584   211,438   162,028
          Client paid                    44,307    34,214   178,702   129,172
        Curriculum, administration and
         development                     34,992    19,217    88,197    56,233
        Preopening expenses                 544     1,654     6,152     8,641
        Stock-based compensation         (7,612)    2,298   (13,338)    1,617
        Impairment of goodwill           33,250       --     33,250       --
        Depreciation and amortization    10,008     9,308    37,396    33,595
          Total education and
           operating expenses           184,884   113,275   541,797   391,286

          Loss from operations          (47,112)  (11,419)  (76,739)  (40,778)

      Other income (expense)
        Interest income                   1,950     2,253     9,435     9,658
        Interest expense                 (1,786)   (1,625)   (6,200)   (5,417)
        Other                            (2,195)     (979)  (11,496)   (1,371)
          Total other                    (2,031)     (351)   (8,261)    2,870

          Loss before provision for
           state taxes                  (49,143)  (11,770)  (85,000)  (37,908)

        Provision for state taxes          (205)      261    (1,040)     (604)


      Net loss                         $(49,348) $(11,509) $(86,040) $(38,512)

       Per share data

        Basic and diluted net loss per
         share                           $(0.92)   $(0.22)   $(1.61)   $(0.80)

        Weighted average shares of
         common stock                    53,820    51,374    53,564    47,967
          outstanding used in
           computing basic and
          diluted net loss per share


      Operating information
          Enrollment - students          74,000    57,000    74,000    57,000
          Gross site contribution        24,070    21,058    74,918    59,308
          Gross site contribution
           margin                         17.5%     20.7%     16.1%     16.9%
          Net site contribution          13,825    13,046    38,846    27,012
          Net site contribution margin    10.0%     12.8%      8.4%      7.7%
          Curriculum, administration,
           development                    25.8%     20.5%     20.3%     18.5%
              and preopening as % of
               revenue
          Stock-based  non cash
           charges                       (7,612)    2,298   (13,338)    1,617
          EBITDA, net of stock-based
           non cash charges             (44,716)      187   (52,681)   (5,566)
          EBITDA, net of stock-based
           non cash charges,
           per student                     (604)        3      (712)      (98)




SOURCE Edison Schools Inc.




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  • http://www.edisonschools.com
    CONTACT:
    Chris Scarlata, Chief Financial Officer of
    Edison Schools Inc., +1-212-419-1645