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 April 2011
 
Commission File Number: 000-51469
 
BAIDU, INC.
Baidu Campus
No. 10 Shangdi 10th Street
Haidian District, Beijing 100085
The People’s 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
 
 

 

 


 

SIGNATURES
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.
         
BAIDU, INC.
 
       
By
  :   /s/ Robin Yanhong Li 
 
       
Name:
  :   Robin Yanhong Li
Title:
  :   Chief Executive Officer
Date: April 29, 2011

 

2


 

Exhibit Index
Exhibit 99.1—Press Release

 

3

Exhibit 99.1
Exhibit 99.1
Baidu Announces First Quarter 2011 Results
BEIJING, China, April 27, 2011 — Baidu, Inc. (NASDAQ: BIDU), the leading Chinese language Internet search provider, today announced its unaudited financial results for the first quarter ended March 31, 20111.
First Quarter 2011 Highlights
   
Total revenues in the first quarter of 2011 were RMB2.436 billion ($372.0 million), an 88.3% increase from the corresponding period in 2010.
   
Operating profit in the first quarter of 2011 was RMB1.195 billion ($182.4 million), a 125.1% increase from the corresponding period in 2010.
   
Net income in the first quarter of 2011 was RMB1.071 billion ($163.5 million), a 122.8% increase from the corresponding period in 2010. Diluted earnings per ADS2 for the first quarter of 2011 were RMB3.06 ($0.47); diluted earnings per ADS excluding share-based compensation expenses (non-GAAP) for the first quarter of 2011 were RMB3.15 ($0.48).
“Monetization improvements combined with continuing solid traffic growth drove another great quarter for Baidu,” said Robin Li, chairman and chief executive officer of Baidu. “We remain focused on enhancing our Phoenix Nest platform to improve return on investments for our existing customers and enhancing awareness of the benefits of search engine marketing among the tens of millions of SMEs and large companies in China who are not yet using our Phoenix Nest platform.”
Mr. Li continued, “User experience is central to our success, and users are responding positively to our efforts to integrate many different forms of data and applications into search. We are particularly excited about the growth of our open application platform, which now generates millions of clicks per day. Groundbreaking initiatives like this help us attract and retain users and demonstrate the progress of Box Computing, our vision for the future in which users will access the Internet through a simple command box powered by sophisticated backend programming.”
Jennifer Li, Baidu’s chief financial officer, commented, “Our top and bottom line results grew strongly in the first quarter despite usual seasonal weakness. We will continue to support the long-term growth of the Company by focusing significant investment on R&D, marketing, network infrastructure and strategic investments over the coming quarters.”
 
     
1  
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 RMB6.5483 to US$1.00, the effective noon buying rate as of March 31, 2011 in The City of New York for cable transfers of RMB as certified for customs purposes by the Federal Reserve Bank of New York.
 
2  
Effective on May 12, 2010, Baidu adjusted the ratio of its American depositary shares (“ADSs”) representing Class A ordinary shares from one (1) ADS for one (1) Class A ordinary share to ten (10) ADSs for one (1) Class A ordinary share. All earnings per ADS figures in this announcement give effect to the forgoing ADS to share ratio change.

 

 


 

First Quarter 2011 Results
Baidu reported total revenues of RMB2.436 billion ($372.0 million) for the first quarter of 2011, representing an 88.3% increase from the corresponding period in 2010.
Online marketing revenues for the first quarter of 2011 were RMB2.435 billion ($371.8 million), representing an 88.2% increase from the corresponding period in 2010. Baidu had approximately 274,000 active online marketing customers in the first quarter of 2011, representing a 24.0% increase from the corresponding period in 2010 and a 0.7% decrease from the previous quarter. Revenue per online marketing customer for the first quarter was approximately RMB8,900 ($1,359), a 50.8% increase from the corresponding period in 2010 and flat compared to the previous quarter.
Traffic acquisition cost (TAC) as a component of cost of revenues was RMB198.6 million ($30.3 million), representing 8.2% of total revenues, as compared to 13.2% in the corresponding period in 2010 and 8.1% in the fourth quarter of 2010.
Bandwidth costs as a component of cost of revenues were RMB121.9 million ($18.6 million), representing 5.0% of total revenues, compared to 4.5% in the corresponding period in 2010. Depreciation costs as a component of cost of revenues were RMB122.8 million ($18.8 million), representing 5.0% of total revenues, compared to 5.1% in the corresponding period in 2010.
Selling, general and administrative expenses were RMB332.6 million ($50.8 million), representing an increase of 55.0% from the corresponding period in 2010, primarily due to increased personnel costs and marketing expenses.
Research and development expenses were RMB239.3 million ($36.5 million), a 95.9% increase from the corresponding period in 2010. The increase was primarily due to increased R&D personnel expenses.
Share-based compensation expenses, which were allocated to related operating costs and expense line items, were RMB31.3 million ($4.8 million) in the first quarter of 2011, compared to RMB19.5 million in the corresponding period in 2010 and RMB28.2 million in the previous quarter.
Operating profit was RMB1.195 billion ($182.4 million), representing a 125.1% increase from the corresponding period in 2010. Operating profit excluding share-based compensation expenses (non-GAAP) was RMB1.226 billion ($187.2 million), a 122.8% increase from the corresponding period in 2010.
Income tax expense was RMB181.3 million ($27.7 million), compared to an income tax expense of RMB70.7 million in the corresponding period in 2010. The effective tax rate for the first quarter of 2011 was 14.5%, compared to 12.8% for the corresponding period in 2010 and 12.1% in the previous quarter.

 

 


 

Net income was RMB1.071 billion ($163.5 million), representing a 122.8% increase from the corresponding period in 2010. Basic and diluted earnings per ADS for the first quarter of 2011 amounted to RMB3.07 ($0.47) and RMB3.06 ($0.47), respectively.
Net income excluding share-based compensation expenses (non-GAAP) was RMB1.102 billion ($168.3 million), a 120.3% increase from the corresponding period in 2010. Basic and diluted earnings per ADS excluding share-based compensation expenses (non-GAAP) for the first quarter of 2011 amounted to RMB3.16 ($0.48) and RMB3.15 ($0.48), respectively.
As of March 31, 2011, Baidu had cash, cash equivalents and short-term investments of RMB8.644 billion ($1.320 billion). Net operating cash inflow and capital expenditures for the first quarter of 2011 were RMB977.3 million ($149.2 million) and RMB386.8 million ($59.1 million), respectively.
Adjusted EBITDA (non-GAAP), defined in this announcement as earnings before interest, taxes, depreciation, amortization, other non-operating income and share-based compensation expenses, was RMB1.387 billion ($211.9 million) for the first quarter of 2011, representing a 116.4% increase from the corresponding period in 2010.
Outlook for Second Quarter 2011
Baidu currently expects to generate total revenues in an amount ranging from RMB3.230 billion ($493.3 million) to RMB3.300 billion ($503.9 million) for the second quarter of 2011, representing a 68.7% to 72.4% year-over-year increase. This forecast reflects Baidu’s current and preliminary view, which is subject to change.
Conference Call Information
Baidu’s management will hold an earnings conference call at 8:00 PM on April 27, 2011 U.S. Eastern Daylight Time (8:00 AM on April 28, 2011 Beijing/Hong Kong time).
Dial-in details for the earnings conference call are as follows:
         
 
  US:   +1 617 213 8895
 
  UK:   +44 207 365 8426
 
  Hong Kong:   +852 3002 1672
Passcode for all regions: 58929363
A replay of the conference call may be accessed by phone at the following number until May 4, 2011:
International: +1 617 801 6888
Passcode: 66685467
Additionally, a live and archived webcast of this conference call will be available at http://ir.baidu.com.

 

 


 

About Baidu
Baidu, 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 individual Internet search users, Baidu provides an effective platform for businesses to reach potential customers. Baidu’s ADSs currently trade on the NASDAQ Global Select Market under the symbol “BIDU”. Each of Baidu’s Class A ordinary shares is represented by 10 ADSs.
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,” “confident” and similar statements. Among other things, the outlook for the second quarter 2011 and quotations from management in this announcement, as well as Baidu’s strategic and operational plans, contain forward-looking statements. Baidu may also make written or oral 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 fourth parties. Statements that are not historical facts, including statements about Baidu’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: our growth strategies; our future business development, including development of new products and services; our ability to attract and retain users and customers; competition in the Chinese 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 intellectual property rights; the expected growth of the Chinese language Internet search market and the number of Internet and broadband users in China; Chinese governmental policies relating to the Internet and Internet search providers and general economic conditions in China, Japan and elsewhere. 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 the date of the press release, and Baidu undertakes no duty to update such information, except as required under applicable law.

 

 


 

About Non-GAAP Financial Measures
To supplement Baidu’s consolidated financial results presented in accordance with GAAP, Baidu uses the following measures defined as non-GAAP financial measures by the SEC: adjusted EBITDA, operating profit excluding share-based compensation expenses, net income excluding share-based compensation expenses, and basic and diluted earnings per ADS 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, particularly share-based compensation expenses, that may not be indicative of its operating performance or financial condition 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 management’s internal comparisons to Baidu’s historical performance and liquidity. Baidu has computed 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 these non-GAAP financial measures 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 results of operations. 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 the non-GAAP financial measures.
For investor and media inquiries, please contact:
China
Victor Tseng
Baidu, Inc.
Tel: 86-10-5992-7244
ir@baidu.com
Cynthia He
Brunswick Group LLC
Tel: 86-10-6566-2256
che@brunswickgroup.com
U.S.
Ms. Kate Tellier
Brunswick Group LLC
Tel: 1-212-333-3810
ktellier@brunswickgroup.com

 

 


 

Baidu, Inc.
Condensed Consolidated Balance Sheets
                 
    March 31     December 31  
(in RMB thousands)   2011     2010  
    Unaudited     Audited  
 
               
ASSETS
               
Current assets:
               
Cash and cash equivalents
    8,499,309       7,781,976  
Restricted cash
    171,507       38,278  
Short-term investments
    144,364       376,492  
Accounts receivable, net
    354,385       296,900  
Other assets,current
    156,716       103,654  
Due from related parties
    158,251       98,660  
Deferred tax assets, net
    88,297       86,487  
 
           
Total current assets
    9,572,829       8,782,447  
 
           
 
               
Non-current assets:
               
Fixed assets, net
    1,917,688       1,622,412  
Intangible assets, net
    238,563       115,798  
Goodwill
    63,686       63,686  
Long-term investments, net
    428,955       287,968  
Deferred tax assets, net
    30,843       30,843  
Other assets,non-current
    185,493       145,285  
 
           
Total non-current assets
    2,865,228       2,265,992  
 
           
 
               
TOTAL ASSETS
    12,438,057       11,048,439  
 
           
 
               
LIABILITIES AND SHAREHOLDERS’ EQUITY
               
Current liabilities:
               
Short-term borrowings
    130,966        
Accounts payable and accrued liabilities
    1,451,934       1,317,771  
Customer advances and deposits
    891,993       1,029,344  
Deferred revenue
    201,189       109,032  
Deferred income
    15,310        
Due to related parties
    94,950       95,700  
 
           
Total current liabilities
    2,786,342       2,551,847  
 
           
 
               
Non-current liabilities:
               
Long-term payable for business acquisition
           
Deferred Income
          5,000  
Loans payable, noncurrent
    140,000       86,000  
 
           
Total non-current liabilities
    140,000       91,000  
 
           
 
               
Total liabilities
    2,926,342       2,642,847  
 
           
 
               
Shareholders’ equity
               
Class A Ordinary Shares, Par value US$0.00005 per share, 825,000,000 shares authorized, and 27,045,340 shares and 27,076,768 shares issued and outstanding as at December 31, 2010 and March 31, 2011
    12       12  
Class B Ordinary Shares, Par value US$0.00005 per share, 35,400,000 shares authorized, and 7,804,332 shares and 7,804,332 shares issued and outstanding as at December 31, 2010 and March 31, 2011
    3       3  
Additional paid-in capital
    1,599,832       1,557,258  
Accumulated other comprehensive loss
    (124,386 )     (117,378 )
Retained earnings
    8,036,254       6,965,697  
 
           
Total shareholders’ equity
    9,511,715       8,405,592  
 
           
 
               
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
    12,438,057       11,048,439  
 
           

 

 


 

Baidu, Inc.
Condensed Consolidated Statements of Income
                         
    For the Three Months Ended  
    March 31,     March 31,     December 31,  
(in RMB thousands except for share, per share and per ADS information)   2011     2010     2010  
    Unaudited     Unaudited     Unaudited  
Revenues:
                       
Online marketing services
    2,434,780       1,293,396       2,450,494  
Other services
    1,426       519       411  
 
                 
Total revenues
    2,436,206       1,293,915       2,450,905  
 
                 
 
                       
Operating costs and expenses:
                       
Cost of revenues (note 1, 2)
    (669,713 )     (426,405 )     (630,976 )
Selling, general and administrative (note 2)
    (332,609 )     (214,568 )     (313,221 )
Research and development (note 2)
    (239,282 )     (122,129 )     (231,906 )
 
                 
Total operating costs and expenses
    (1,241,604 )     (763,102 )     (1,176,103 )
 
                 
 
                       
Operating profit
    1,194,602       530,813       1,274,802  
 
                 
 
                       
Other income:
                       
Interest income
    41,724       11,374       23,268  
Foreign exchange (loss) gain, net
    (1,933 )     (1 )     30  
Loss from equity method investments
    (7,861 )     247       (6,679 )
Other income, net
    25,324       8,797       28,828  
 
                 
Total other income
    57,254       20,417       45,447  
 
                 
 
                       
Income before income taxes
    1,251,856       551,230       1,320,249  
 
                 
 
                       
Income taxes
    (181,299 )     (70,693 )     (159,635 )
 
                       
Net income
    1,070,557       480,537       1,160,614  
 
                 
 
                       
Earnings per share for Class A and Class B ordinary shares:
                       
Basic
    30.71       13.82       33.31  
Diluted
    30.63       13.77       33.22  
 
                       
Earnings per ADS (1 Class A ordinary share equals 10 ADSs ):
                       
Basic
    3.07       1.38       3.33  
Diluted
    3.06       1.38       3.32  
 
                       
Weighted average number of Class A and Class B ordinary shares outstanding
                       
Basic
    34,865,552       34,766,823       34,842,234  
Diluted
    34,953,148       34,894,049       34,941,976  
 
                       
(1) Cost of revenues are detailed as follows:
                       
Business tax and surcharges
    (159,426 )     (81,301 )     (160,750 )
Traffic acquisition costs
    (198,602 )     (171,349 )     (199,367 )
Bandwidth costs
    (121,852 )     (58,012 )     (99,202 )
Depreciation costs
    (122,843 )     (65,888 )     (97,997 )
Operational costs
    (65,269 )     (48,256 )     (72,047 )
Share-based compensation expenses
    (1,721 )     (1,599 )     (1,613 )
 
                 
Total cost of revenues
    (669,713 )     (426,405 )     (630,976 )
 
                 
 
                       
(2) Includes share-based compensation expenses as follows:
                       
Cost of revenues
    (1,721 )     (1,599 )     (1,613 )
Selling, general and administrative
    (11,509 )     (8,593 )     (9,610 )
Research and development
    (18,083 )     (9,339 )     (16,963 )
 
                 
Total share-based compensation expenses
    (31,313 )     (19,531 )     (28,186 )
 
                 

 

 


 

Reconciliations of non-GAAP results of operations measures to the nearest comparable GAAP measures (*)
(in RMB thousands, unaudited)
                                                                         
    Three months ended     Three months ended     Three months ended  
    March 31, 2010     December 31, 2010     March 31, 2011  
    GAAP             Non-GAAP     GAAP             Non-GAAP     GAAP             Non-GAAP  
    Result     Adjustment     Results     Result     Adjustment     Results     Result     Adjustment     Results  
Operating profit
    530,813       19,531       550,344       1,274,802       28,186       1,302,988       1,194,602       31,313       1,225,915  
                                                                         
    Three months ended     Three months ended     Three months ended  
    March 31, 2010     December 31, 2010     March 31, 2011  
    GAAP             Non-GAAP     GAAP             Non-GAAP     GAAP             Non-GAAP  
    Result     Adjustment     Results     Result     Adjustment     Results     Result     Adjustment     Results  
Net income
    480,537       19,531       500,068       1,160,614       28,186       1,188,800       1,070,557       31,313       1,101,870  
     
(*)
  The adjustment is only for share-based compensation.
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  
    March 31, 2010     total revenues     December 31, 2010     total revenues     March 31, 2011     total revenues  
Net cash provided by operating activities
    424,321       33 %     1,769,590       72 %     977,306       40 %
 
                                               
Changes in assets and liabilities, net of effects of acquisitions
    166,559       13 %     (448,306 )     -18 %     286,139       12 %
Income taxes expenses
    70,693       5 %     159,635       7 %     181,299       7 %
Interest income and other, net
    (20,417 )     -2 %     (45,447 )     -2 %     (57,254 )     -2 %
 
                                   
 
                                               
Adjusted EBITDA
    641,156       49 %     1,435,472       59 %     1,387,490       57 %
 
                                   
     
(*)
  Definition of adjusted EBITDA: earnings before interest, taxes, depreciation, amortization, other non-operating income, and share-based compensation expenses.