Noah Education Holdings Agrees to Settlement In Shareholder Class Action

February 2011 - To all person who purchased Noah Education Holdings American Depository Shares pursuant and/or traceable to the Noah's initial public offering on or about October 18, 2007 though November 19, 2007, inclusive, your rights may be affected by proceedings in this action. If you are a class member, you may be entitled to share in the proceeds of the settlement described in this notice. The proposed Settlement creates a fund in the amount of $1,750,000 in cash and will include interest that accrues on the fund prior to distribution. A settlement hearing will be held on May 27, 2011. The purpose of the Settlement Hearing will be to determine: (1) whether the Settlement consisting of $1,750,000 in cash plus accrued interest on the Settlement Fund should be approved as fair, reasonable, and adequate to each of the Settling Parties; (2) whether the proposed plan to distribute the settlement proceeds (the “Plan of Distribution”) is fair, reasonable, and adequate; (3) whether the application by Lead Counsel for an award of attorneys’ fees and expenses should be approved; and (4) whether the Action should be dismissed with prejudice. The Court may adjourn or continue the Settlement Hearing without further notice to the Class.

According to the complaint the plaintiff alleges that Noah Education Holdings, Ltd. (“Noah Education”) and the underwriters of its IPO violated the Securities Act. Specifically the complaint alleges that on or about September 24, 2007, Noah Education filed a Form F-1 Registration Statement (the “Registration Statement”) with the SEC for the Offering and on or about October 18, 2007, the Prospectus with respect to the Offering (the “Prospectus”), which forms part of the Registration Statement, became effective and more than 9.8 million shares of Noah Education’s ADSs were sold to the public at $14.00 per ADS, thereby raising more than $137 million. The shareholder accuses that the Registration Statement and Prospectus failed to disclose that the Noah Education was experiencing an increase in raw materials costs which had negatively impacted its earnings. Then so the complaint on November 19, 2007, Noah Education issued a press release announcing its financial results for the quarter ended September 30, 2007, where Noah Education reported that its gross profit margins had dramatically declined from 59.4% in the same period the prior year to 50.2% in the quarter and “an increase in the purchasing cost of certain raw material components of DLDs such as flash chips and memory boards, during July and August.” As a result of this news the price of Noah Education ADSs dropped from $12.46 per ADS to $6.72 per ADS on extremely heavy trading volume, so the lawsuit. According to a press release by Noah Education it denies the allegations of the complaint; it has retained counsel and intends to defend itself vigorously in the litigation.