Form 6-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of October 2008
Commission File Number: 000-51469
BAIDU.COM, INC.
12/F, Ideal International Plaza
No. 58 West-North 4th Ring
Beijing 100080, Peoples Republic of China
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form
20-F or Form 40-F.
Form 20-F þ Form 40-F o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(1): o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(7): o
Indicate by check mark whether the registrant by furnishing the information contained in this Form
is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
Yes o No þ
If Yes is marked, indicate below the file number assigned to the registrant in connection with
Rule 12g3-2(b):
82- N/A
BAIDU.COM, INC.
Form 6-K
TABLE OF CONTENTS
2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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BAIDU.COM, INC. |
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By |
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/s/ Robin Yanhong Li |
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Name |
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Robin Yanhong Li |
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Title |
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Chief Executive Officer |
Date: October 23, 2008
3
EX-99.1
Exhibit 99.1
Baidu Announces Third Quarter 2008 Results
BEIJING, China, October 22, 2008 Baidu.com, Inc. (NASDAQ: BIDU), the leading Chinese language
Internet search provider, today announced its unaudited financial results for the third quarter
ended September 30, 2008.1
Third Quarter 2008 Highlights
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Total revenues in the third quarter of 2008 increased to RMB919.1 million (US$135.4
million), representing an 85.1 % increase from the corresponding period in 2007. |
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Operating profit in the third quarter of 2008 increased to RMB368.3 million (US$54.2
million), representing a 119.1% increase from the corresponding period in 2007. |
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Net income in the third quarter of 2008 increased to RMB347.9 million (US$51.2
million), representing a 91.4 % increase from the corresponding period in 2007. |
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Diluted earnings per share (EPS) for the third quarter of 2008 were RMB10.00
(US$1.47); diluted EPS excluding share-based compensation expenses (non-GAAP) for the
third quarter of 2008 were RMB10.49 (US$1.54). Costs and expenses related to Baidus
Japan operations, incurred in both Japan and China, in the third quarter of 2008 were
RMB32.7 million (US$4.8 million), which reduced diluted EPS by RMB0.94 (US$0.14). |
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The number of active online marketing customers during the third quarter grew to over
194,000, an increase of 7.2% from the previous quarter. |
Im pleased to announce solid results for the third quarter, said Robin Li, Baidus chairman and
chief executive officer. As Chinas leader in paid search, Baidu has a large and diverse customer
base covering numerous industries and sectors. Such diversity gives us great stability and
positions us to capture future growth. Companies throughout China are increasingly recognizing the
value of Baidus paid search as an effective marketing tool and we remain confident in our
long-term growth potential.
Jennifer Li, Baidus chief financial officer, said, The impact of the 2008 Beijing Olympics on our
business was in line with our projection for the quarter. We were also able to improve our
operating margin again this quarter, highlighting the scalability of our business.
Baidu recently launched the beta version of an online C2C platform that enables merchants to
sell their products and services online via a Baidu-registered store. The new platform complements
Baidus search business, enabling transaction fulfillment among our users. E-commerce is an
emerging industry in China and there are vast opportunities for future growth in the sector. Baidu
will continue to focus on providing the best quality experience for Internet users.
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1 |
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This announcement contains translations of certain RMB
amounts into U.S. dollars at specified rates solely for the convenience of the
reader. Unless otherwise noted, all translations from RMB to U.S. dollars are
made at a rate of RMB 6.7899 to USD 1.00, the effective noon buying rate as of
September 30, 2008 in The City of New York for cable transfers of RMB as
certified for customs purposes by the Federal Reserve Bank of New York. |
4
Third Quarter 2008 Results
Baidu reported total revenues of RMB919.1 million (US$135.4 million) for the third quarter ended
September 30, 2008, representing an 85.1% increase from the corresponding period in 2007.
Online marketing revenues for the third quarter were RMB918.2 million (US$135.2 million),
representing an 85.1% increase from the third quarter of 2007. Growth was mainly driven by
increases in both the number of active online marketing customers and revenue per customer. Baidu
had more than 194,000 active online marketing customers in the third quarter of 2008, representing
a sequential increase of 7.2% and an increase of 35.7% from the corresponding period in 2007.
Revenue per active online marketing customer for the third quarter increased to approximately
RMB4,700 (US$692), a sequential increase of 6.8% and an increase of 34.3% from the corresponding
period in 2007.
Traffic acquisition costs (TAC) as a component of cost of revenues were RMB108.8 million (US$16.0
million), representing 11.8% of total revenues, compared to 11.9% in the corresponding period in
2007.
Bandwidth costs as a component of cost of revenues were RMB48.0 million (US$7.1 million),
representing 5.2% of total revenues, compared to 6.4% in the corresponding period in 2007.
Depreciation costs as a component of cost of revenues were RMB56.9 million (US$8.4 million),
representing 6.2% of total revenues, compared to 8.2% in the corresponding period in 2007.
Selling, general and administrative expenses were RMB163.2 million (US$24.0 million), representing
an increase of 48.0% from the corresponding period in 2007, primarily due to the expansion of the
direct sales force and an increase in customer service staff.
Research and development expenses were RMB78.2 million (US$11.5 million), representing a 109.0 %
increase from the corresponding period in 2007, primarily due to an increase in research and
development staff.
Share-based compensation expenses, which were allocated to related operating cost and expense line
items, increased in aggregate by 211.1% to RMB17.0 million (US$2.5 million) in the third quarter of
2008 from RMB5.5 million in the corresponding period in 2007. The increase in share-based
compensation expenses primarily reflects an increase in the number of options granted to employees.
5
Operating profit was RMB368.3 million (US$54.2 million), representing a 119.1% increase from the
corresponding period in 2007. Operating profit excluding share-based compensation expenses
(non-GAAP) was RMB385.3 million (US$56.8 million) for the third quarter of 2008, a 122.0% increase
from the corresponding period in 2007.
Adjusted EBITDA (non-GAAP), which is defined in this announcement as earnings before interest,
taxes, depreciation, amortization, other non-operating income and share-based compensation
expenses, were RMB457.3 million (US$67.4 million) for the third quarter of 2008, representing a
104.7% increase from the corresponding period in 2007.
Income tax expense was RMB34.8 million (US$5.1 million), compared to an income tax expense of
RMB2.6 million in the third quarter of 2007. The year-on-year increase in tax expenses was due to
higher tax rates applicable to some of our PRC subsidiaries as their tax holidays either expired or
partially elapsed.
Net income was RMB347.9 million (US$51.2 million), representing a 91.4% increase from the
corresponding period in 2007. Basic and diluted EPS for the third quarter of 2008 amounted to
RMB10.15 (US$1.50) and RMB10.00 (US$1.47), respectively.
Net income excluding share-based compensation expenses (non-GAAP) was RMB364.9 million (US$53.7
million), a 94.9% increase from the corresponding period in 2007. Basic and diluted EPS excluding
share-based compensation expenses (non-GAAP) for the third quarter of 2008 were RMB10.65 (US$1.57)
and RMB10.49 (US$1.54), respectively.
As of September 30, 2008, Baidus cash, cash equivalents and short-term investments amounted to
RMB2.3 billion (US$338.0 million). Net operating cash inflow and capital expenditures on a cash
basis for the third quarter of 2008 were RMB482.2 million (US$71.0 million) and RMB85.1 million
(US$12.5 million), respectively. A portion of our capital expenditure for the quarter was related
to the construction of Baidus new campus facility.
Outlook for Fourth Quarter 2008
Baidu currently expects to generate total revenues in an amount ranging from RMB1,025 million
(US$151 million) to RMB1,055 million (US$155 million) for the fourth quarter of 2008, representing
an 80% to 85% increase from the corresponding period in 2007 and a 12% to 15% increase from the
third quarter of 2008. This fourth quarter forecast reflects Baidus current and preliminary view,
which is subject to change.
Conference Call Information
Baidus management will hold an earnings conference call on October 22, 2008 at 8:00 PM U.S.
Eastern Time (8:00 AM, October 23, Beijing/Hong Kong time).
6
Dial-in details for the earnings conference call are as follows:
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US:
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+ 1-617-786-2902 |
UK:
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+ 44-207-365-8426 |
Hong Kong:
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+ 852-3002-1672 |
Passcode for all regions: 55689997
A replay of the conference call may be accessed by phone at the following number until October 29,
2008:
International: + 1-617-801-6888
Passcode: 69587650
Additionally, a live and archived webcast of this conference call will be available at
http://ir.baidu.com.
About Baidu
Baidu.com, Inc. is the leading Chinese language Internet search provider. As a technology-based
media company, Baidu aims to provide the best way for people to find information. In addition to
serving Internet search users, Baidu provides an effective platform for businesses to reach
potential customers. Baidus ADSs, each of which represents one Class A ordinary share, currently
trade on the NASDAQ Global Select Market under the symbol BIDU.
Safe Harbor Statement
This announcement 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, expects,
anticipates, future, intends, plans, believes, estimates and similar statements. Among
other things, the outlook for the fourth quarter of 2008 and quotations from management in this
announcement, as well as Baidus strategic and operational plans, contain forward-looking
statements. Baidu may also make written forward-looking statements in its periodic reports to the
U.S. Securities and Exchange Commission, in its annual report to shareholders, 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 Baidus 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: our growth
strategies; our future business development, results of operations and financial condition; our
ability to attract and retain users and customers; competition in the Chinese language and Japanese
language Internet search markets; competition for online marketing customers; changes in our
revenues and certain cost or expense items as a percentage of our revenues; the outcome of ongoing,
or any future, litigation or arbitration, including those relating to
copyright and other intellectual property rights; the expected growth of the Chinese language and Japanese language
Internet search markets and the number of Internet and broadband users in China; and Chinese
governmental policies relating to the Internet and Internet content providers. Further information
regarding these and other risks is included in our annual report on Form 20-F and other documents
filed with the Securities and Exchange Commission. Baidu does not undertake any obligation to
update any forward-looking statement, except as required under applicable law. All information
provided in this press release and in the attachments is as of October 22, 2008, and Baidu
undertakes no duty to update such information, except as required under applicable law.
7
About Non-GAAP Financial Measures
To supplement Baidus consolidated financial results presented in accordance with GAAP, Baidu uses
the following measures which are non-GAAP financial measures: adjusted EBITDA, operating profit
excluding share-based compensation expenses, net income excluding share-based compensation
expenses, and basic and diluted EPS excluding share-based compensation expenses. The presentation
of these non-GAAP financial measures is not intended to be considered in isolation or as a
substitute for the financial information prepared and presented in accordance with GAAP. For more
information on these non-GAAP financial measures, please see the tables captioned Reconciliations
of non-GAAP results of operations measures to the nearest comparable GAAP measures and
Reconciliation from net cash provided by operating activities to adjusted EBITDA set forth at the
end of this release.
Baidu believes that these non-GAAP financial measures provide meaningful supplemental information
regarding its performance and liquidity by excluding certain expenses and expenditures that may not
be indicative of its operating performance from a cash perspective. We believe that both
management and investors benefit from referring to these non-GAAP financial measures in assessing
our performance and when planning and forecasting future periods. These non-GAAP financial measures
also facilitate managements internal comparisons to Baidus historical performance and liquidity.
Baidu computes its non-GAAP financial measures using the same consistent method from quarter to
quarter since April 1, 2006. We believe these non-GAAP financial measures are useful to investors
in allowing for greater transparency with respect to supplemental information used by management in
its financial and operational decision making. A limitation of using non-GAAP operating profit
excluding share-based compensation expenses, net income excluding share-based compensation
expenses, and basic and diluted EPS excluding share-based compensation expenses is that these
non-GAAP measures exclude share-based compensation charge that has been and will continue to be for
the foreseeable future a significant recurring expense in our business. A limitation of using
non-GAAP Adjusted EBITDA is that it does not include all items that impact our net income for the
period. Management compensates for these limitations by providing specific information regarding
the GAAP amounts excluded from each non-GAAP measure. The accompanying tables have more details on
the reconciliations between GAAP financial measures that are most directly comparable to non-GAAP
financial measures.
8
Contacts
For investor inquiries please contact:
China
Linda Sun
Baidu.com, Inc.
Tel: (8610) 8262 1188
Email: ir@baidu.com
Helen Plummer
Ogilvy Financial, Beijing
Tel: (8610) 8520 3090
Email: helen.plummer@ogilvy.com
U.S.
Thomas Smith
Ogilvy Financial, New York
Tel: (212) 880 5269
Email: thomas.smith@ogilvypr.com
For media inquiries please contact:
Ceren Wende
Ogilvy Financial, Beijing
Tel: (8610) 8520 6514
Email: ceren.wende@ogilvy.com
9
Baidu.com, Inc.
Condensed Consolidated Balance Sheets
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September 30 |
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December 31, |
(in RMB thousands) |
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2008 |
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2007 |
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Unaudited |
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Audited |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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2,088,554 |
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1,350,600 |
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Short-term investments |
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206,360 |
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242,037 |
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Accounts receivable, net |
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100,193 |
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64,274 |
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Prepaid expenses and other current assets |
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109,597 |
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65,996 |
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Deferred tax assets, net |
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2,587 |
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2,587 |
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Total current assets |
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2,507,291 |
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1,725,494 |
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Non-current assets: |
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Fixed assets, net |
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748,582 |
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678,886 |
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Land use right, net |
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95,008 |
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96,472 |
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Intangible assets, net |
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33,814 |
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40,460 |
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Goodwill |
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51,081 |
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51,093 |
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Investments, net |
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20,197 |
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15,439 |
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Deferred tax assets, net |
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17,060 |
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15,716 |
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Other non-current assets |
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84,394 |
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32,348 |
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Total non-current assets |
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1,050,136 |
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930,414 |
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TOTAL ASSETS |
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3,557,427 |
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2,655,908 |
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LIABILITIES AND SHAREHOLDERS EQUITY |
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Current liabilities: |
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Accrued expenses and other liabilities |
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371,745 |
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359,310 |
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Customers deposits |
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357,884 |
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257,577 |
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Deferred revenue |
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9,149 |
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11,832 |
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Deferred income |
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633 |
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2,485 |
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Total current liabilities |
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739,411 |
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631,204 |
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Non-current liabilities: |
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Long-term payable |
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3,000 |
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Deferred income |
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332 |
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Total non-current liabilities |
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3,332 |
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Total liabilities |
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739,411 |
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634,536 |
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Shareholders equity |
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Class A Ordinary Shares, Par value
US$0.00005 per share, 825,000,000 shares
authorized, and 25,136,147 shares and
25,413,789 shares issued and outstanding
as at December 31, 2007 and September 30,
2008 |
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11 |
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10 |
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Class B Ordinary Shares, Par value
US$0.00005 per share, 35,400,000 shares
authorized, and 8,996,842 shares and
8,873,986 shares issued and outstanding
as at December 31, 2007 and September 30,
2008 |
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4 |
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4 |
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Additional paid-in capital |
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1,254,593 |
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1,171,575 |
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Accumulated other comprehensive loss |
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(127,770 |
) |
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(81,953 |
) |
Retained earnings |
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1,691,178 |
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931,736 |
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Total shareholders equity |
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2,818,016 |
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2,021,372 |
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TOTAL LIABILITIES AND SHAREHOLDERS EQUITY |
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3,557,427 |
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2,655,908 |
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10
Baidu.com, Inc.
Condensed Consolidated Statements of Income
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For the Three Months Ended |
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September 30, |
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September 30, |
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June 30, |
(in RMB thousands except for share, per share information) |
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2008 |
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2007 |
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2008 |
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Unaudited |
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Unaudited |
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Unaudited |
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Revenues: |
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Online marketing services |
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918,179 |
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496,120 |
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802,183 |
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Other services |
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946 |
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410 |
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428 |
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Total revenues |
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919,125 |
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496,530 |
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802,611 |
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Operating costs and expenses: |
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Cost of revenues (note 1, 2) |
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(309,342 |
) |
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(180,704 |
) |
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(280,980 |
) |
Selling, general and administrative (note 2) |
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(163,247 |
) |
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(110,312 |
) |
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(174,213 |
) |
Research and development (note 2) |
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(78,231 |
) |
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(37,433 |
) |
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(71,078 |
) |
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Total operating costs and expenses |
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(550,820 |
) |
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(328,449 |
) |
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(526,271 |
) |
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Operating profit |
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368,305 |
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168,081 |
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276,340 |
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Other income: |
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Interest income |
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11,375 |
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|
12,519 |
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|
10,378 |
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Exchange loss, net |
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|
(5 |
) |
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|
(331 |
) |
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|
(204 |
) |
Other income, net |
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3,009 |
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|
4,040 |
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|
7,032 |
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Total other income |
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14,379 |
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|
16,228 |
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17,206 |
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|
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Income before income taxes |
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382,684 |
|
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|
184,309 |
|
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293,546 |
|
|
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|
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|
|
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Income taxes |
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|
(34,825 |
) |
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|
(2,580 |
) |
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|
(28,561 |
) |
|
|
|
|
|
|
|
|
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Net income |
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|
347,859 |
|
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|
181,729 |
|
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|
264,985 |
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Earnings per share for Class A and Class B ordinary shares: |
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Basic |
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10.15 |
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|
5.35 |
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|
7.74 |
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Diluted |
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10.00 |
|
|
|
5.23 |
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|
7.62 |
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Weighted average aggregate number of Class A and Class B
ordinary shares outstanding: |
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Basic |
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34,257,974 |
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33,983,137 |
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34,217,081 |
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Diluted |
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34,786,353 |
|
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34,763,639 |
|
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34,786,342 |
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|
|
|
|
|
(1) Cost of revenues are detailed as follows: |
|
|
|
|
|
|
|
|
|
|
|
|
Business tax and surcharges |
|
|
(57,288 |
) |
|
|
(30,702 |
) |
|
|
(49,511 |
) |
Traffic acquisition costs |
|
|
(108,797 |
) |
|
|
(59,155 |
) |
|
|
(101,693 |
) |
Bandwidth costs |
|
|
(48,029 |
) |
|
|
(31,837 |
) |
|
|
(43,012 |
) |
Depreciation costs |
|
|
(56,907 |
) |
|
|
(40,654 |
) |
|
|
(57,790 |
) |
Operational costs |
|
|
(37,379 |
) |
|
|
(17,979 |
) |
|
|
(27,795 |
) |
Share-based compensation expenses |
|
|
(942 |
) |
|
|
(377 |
) |
|
|
(1,179 |
) |
|
|
|
Total cost of revenues |
|
|
(309,342 |
) |
|
|
(180,704 |
) |
|
|
(280,980 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2) Includes share-based compensation expenses as follows: |
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues |
|
|
(942 |
) |
|
|
(377 |
) |
|
|
(1,179 |
) |
Selling, general and administrative |
|
|
(6,933 |
) |
|
|
(68 |
) |
|
|
(16,484 |
) |
Research and development |
|
|
(9,149 |
) |
|
|
(5,027 |
) |
|
|
(11,618 |
) |
|
|
|
Total share-based compensation expenses |
|
|
(17,024 |
) |
|
|
(5,472 |
) |
|
|
(29,281 |
) |
|
|
|
11
Reconciliations of non-GAAP results of operations measures to the nearest comparable GAAP measures (*) (in RMB thousands, unaudited)
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended September 30, 2007 |
|
|
Three months ended June 30, 2008 |
|
|
Three months ended September 30, 2008 |
|
|
|
GAAP Result |
|
|
Adjustment |
|
|
Non-GAAP Results |
|
|
GAAP Result |
|
|
Adjustment |
|
|
Non-GAAP Results |
|
|
GAAP Result |
|
|
Adjustment |
|
|
Non-GAAP Results |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating profit |
|
|
168,081 |
|
|
|
5,472 |
|
|
|
173,553 |
|
|
|
276,340 |
|
|
|
29,281 |
|
|
|
305,621 |
|
|
|
368,305 |
|
|
|
17,024 |
|
|
|
385,329 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended September 30, 2007 |
|
|
Three months ended June 30, 2008 |
|
|
Three months ended September 30, 2008 |
|
|
|
GAAP Result |
|
|
Adjustment |
|
|
Non-GAAP Results |
|
|
GAAP Result |
|
|
Adjustment |
|
|
Non-GAAP Results |
|
|
GAAP Result |
|
|
Adjustment |
|
|
Non-GAAP Results |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
181,729 |
|
|
|
5,472 |
|
|
|
187,201 |
|
|
|
264,985 |
|
|
|
29,281 |
|
|
|
294,266 |
|
|
|
347,859 |
|
|
|
17,024 |
|
|
|
364,883 |
|
|
|
|
(*) |
|
The adjustment is only for share-based compensation. |
12
Reconciliation from net cash provided by operating activities to adjusted EBITDA(*) (in RMB thousands, unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
As a % of |
|
Three months ended |
|
As a % of |
|
Three months ended |
|
As a % of |
|
|
September 30, 2007 |
|
total revenues |
|
June 30, 2008 |
|
total revenues |
|
September 30, 2008 |
|
total revenues |
Net cash provided by operating activities |
|
|
254,870 |
|
|
|
51 |
% |
|
|
403,378 |
|
|
|
50 |
% |
|
|
482,172 |
|
|
|
52 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Changes in assets and liabilities, net
of effects of acquisitions |
|
|
(17,800 |
) |
|
|
-4 |
% |
|
|
(37,893 |
) |
|
|
-5 |
% |
|
|
(45,293 |
) |
|
|
-5 |
% |
Income taxes expenses |
|
|
2,580 |
|
|
|
1 |
% |
|
|
28,561 |
|
|
|
4 |
% |
|
|
34,825 |
|
|
|
4 |
% |
Interest income and other, net |
|
|
(16,228 |
) |
|
|
-3 |
% |
|
|
(17,206 |
) |
|
|
-2 |
% |
|
|
(14,379 |
) |
|
|
-1 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA |
|
|
223,422 |
|
|
|
45 |
% |
|
|
376,840 |
|
|
|
47 |
% |
|
|
457,325 |
|
|
|
50 |
% |
|
|
|
|
|
|
(*) |
|
Definition of adjusted EBITDA: earnings before interest, taxes, depreciation, amortization, other non-operating income, and share-based
ompensation expenses. |
13