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 July 2015

 

 

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  x            Form 40-F  ¨

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):  ¨

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):  ¨

 

 

 


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/ Jennifer Xinzhe Li

Name:   Jennifer Xinzhe Li
Title:   Chief Financial Officer

Date: July 28, 2015


Exhibit Index

Exhibit 99.1—Press Release

EX-99.1

Exhibit 99.1

Baidu Announces Second Quarter 2015 Results

BEIJING, China, July 27, 2015 – Baidu, Inc. (NASDAQ: BIDU), the leading Chinese language Internet search provider, today announced its unaudited financial results for the second quarter ended June 30, 20151.

“With Baidu’s cornerstone search business delivering solid growth and enjoying ample runway ahead, and with powerful mobile gateways to leverage, we are ideally positioned to capture the O2O e-commerce opportunity and build the ‘Next Baidu’,” said Robin Li, chairman and CEO of Baidu. “As we continue to connect people with services and enable closed loop transactions, we are creating a transactional business model as Baidu grows and evolves in the age of mobile.”

“We delivered solid financial results in the second quarter of 2015, with our core search business exhibiting strong growth and attractive profitability,” said Jennifer Li, CFO of Baidu. “With the solid base of our core search business, coupled with upward momentum of our O2O e-commerce initiatives, we continue to invest decisively in the ‘Next Baidu’. We are delighted by the progress we have achieved and are confident that these investments will generate long term shareholder value. Going forward, we will report the financial impact of the new initiatives, namely O2O & Other2 and iQiyi.”

Second Quarter 2015 Operational Highlights

 

    Mobile search monthly active users (MAUs) were 629 million for the month of June 2015, an increase of 24% year-over-year

 

    Mobile maps MAUs were 304 million for the month of June 2015, an increase of 48% year-over-year

 

    Gross merchandise value3 (GMV) for O2O services totaled RMB40.5 billion ($6.5 billion) for the second quarter of 2015, an increase of 109% year-over-year

Second Quarter 2015 Financial Highlights

 

    Total revenues in the second quarter of 2015 were RMB16.575 billion ($2.673 billion), a 38.3% increase from the corresponding period in 2014. Mobile revenue represented 50% of total revenues for the second quarter of 2015, flat from the first quarter of 2015.

 

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 RMB6.2000 to US$1.00, the effective noon buying rate as of June 30, 2015 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  O2O (online to offline) & Other includes Qunar, Baidu Nuomi, Baidu Takeout Delivery, Baidu Maps, Baidu Connect, Baidu Wallet and other products.
3  Gross merchandise value (GMV) for O2O services is defined as GMV generated by Qunar, Baidu Nuomi and Baidu Takeout Delivery. GMV generated by Qunar is defined as the value of confirmed orders of products and services, excluding cancellations. GMV generated by Baidu Nuomi and Baidu Takeout Delivery is defined as the value of confirmed orders of products and services, regardless of whether the service has been consumed or delivered.


    Operating profit in the second quarter of 2015 was RMB3.470 billion ($559.6 million), a 2.5% decrease from the corresponding period in 2014. O2O & Other reduced operating margins by 25.3 percentage points and iQiyi reduced operating margins by 5.1 percentage points.

 

    Net income attributable to Baidu in the second quarter of 2015 was RMB3.662 billion ($590.6 million), a 3.3% increase from the corresponding period in 2014. Diluted earnings attributable to Baidu per ADS for the second quarter of 2015 were RMB10.19 ($1.64); diluted earnings attributable to Baidu per ADS excluding share-based compensation expenses (non-GAAP) for the second quarter of 2015 were RMB11.19 ($1.81).

Second Quarter 2015 Results

Baidu reported total revenues of RMB16.575 billion ($2.673 billion) for the second quarter of 2015, representing a 38.3% increase from the corresponding period in 2014.

Online marketing revenues for the second quarter of 2015 were RMB16.227 billion ($2.617 billion), representing a 37.1% increase from the corresponding period in 2014. Baidu had about 590,000 active online marketing customers4 in the second quarter of 2015, representing a 20.9% increase from the corresponding period in 2014 and a 12.6% increase from the first quarter of 2015. Revenue per online marketing customer for the second quarter was approximately RMB27,400 ($4,419), a 13.2% increase from the corresponding period in 2014 and a 15.1% increase compared to the first quarter of 2015.

Traffic acquisition cost as a component of cost of revenues was RMB2.112 billion ($340.6 million), representing 12.7% of total revenues, flat from the corresponding period in 2014 and compared to 13.5% in the first quarter of 2015.

Bandwidth costs as a component of cost of revenues were RMB896.2 million ($144.5 million), representing 5.4% of total revenues, compared to 5.8% in the corresponding period in 2014. Depreciation costs as a component of cost of revenues were RMB616.1 million ($99.4 million), representing 3.7% of total revenues, compared to 3.9% in the corresponding period in 2014.

Content costs as a component of cost of revenues were RMB840.2 million ($135.5 million), representing 5.1% of total revenues, compared to 3.0% in the corresponding period in 2014 and 4.8% in the previous quarter. The year-over-year increase was mainly due to iQiyi’s increased content costs.

Selling, general and administrative expenses were RMB3.890 billion ($627.4 million), representing an increase of 81.0% from the corresponding period in 2014, primarily due to an increase in promotional spending for O2O.

 

4  The number of active online marketing customers and revenue per online active customer exclude those associated with our group-buying and takeout delivery related businesses for consistency with previous reporting.


Research and development expenses were RMB2.713 billion ($437.5 million), a 56.2% increase from the corresponding period in 2014. The increase was primarily due to an increase in the number of research and development personnel.

Share-based compensation expenses, which were allocated to related operating costs and expense line items, were RMB354.7 million ($57.2 million) in the second quarter of 2015, compared to RMB220.6 million in the corresponding period in 2014 and RMB291.1 million in the first quarter of 2015. The increase from the corresponding period was a result of increased share grants to employees.

Operating profit was RMB3.470 billion ($559.6 million), representing a 2.5% decrease from the corresponding period in 2014. Operating profit excluding share-based compensation expenses (non-GAAP) was RMB3.824 billion ($616.8 million), a 1.2% increase from the corresponding period in 2014.

Income tax expense was RMB763.0 million ($123.1 million), compared to an income tax expense of RMB605.6 million in the corresponding period in 2014. The effective tax rate for the second quarter of 2015 was 19.0% compared to 15.4% for the corresponding period in 2014 and 20.7% in the first quarter of 2015.

Net income attributable to Baidu was RMB3.662 billion ($590.6 million), representing a 3.3% increase from the corresponding period in 2014. Basic and diluted earnings per ADS for the second quarter of 2015 amounted to RMB10.22 ($1.65) and RMB10.19 ($1.64), respectively.

Net income attributable to Baidu excluding share-based compensation expenses (non-GAAP) was RMB4.017 billion ($647.9 million), a 6.6% increase from the corresponding period in 2014. Basic and diluted earnings per ADS excluding share-based compensation expenses (non-GAAP) for the second quarter of 2015 amounted to RMB11.23 ($1.81) and RMB11.19 ($1.81), respectively.

As of June 30, 2015, the Company had cash, cash equivalents and short-term investments of RMB74.959 billion ($12.090 billion). Net operating cash inflow for the second quarter of 2015 was RMB5.727 billion ($923.8 million). Capital expenditures for the second quarter of 2015 were RMB923.1 million ($148.9 million).

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 RMB4.707 billion ($759.1 million) for the second quarter of 2015, representing a 4.7% increase from the corresponding period in 2014.


Outlook for Third Quarter 2015

Baidu currently expects to generate total revenues in an amount ranging from RMB18.170 billion ($2.931 billion) to RMB18.580 billion ($2.997 billion) for the third quarter of 2015, representing a 34.4% to 37.4% 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 July 27, 2015, U.S. Eastern Time (8:00 AM on July 28, 2015, Beijing/Hong Kong Time).

Dial-in details for the earnings conference call are as follows:

 

International:    +65 67135090
China    4006208038
US:    +1 8456750437
UK:    +44 2030598139
Hong Kong:    +852 30186771
Passcode for all regions:    79830113

A replay of the conference call may be accessed by phone at the following number until August 4, 2015:

 

International:    +61 2 8199 0299
Passcode:    79830113

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 trade on the NASDAQ Global Select Market under the symbol “BIDU”. Currently, ten ADSs represent one Class A ordinary share.


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 third quarter 2015 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 third 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 other 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 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:

Sharon Ng

Baidu, Inc.

Tel: +86-10-5992-4958

Email: ir@baidu.com


Baidu, Inc.

Condensed Consolidated Statements of Income

 

     Three Months Ended  

(In RMB thousands except for share, per share (or ADS) information)

   June 30,
2015
    June 30,
2014
    March 31,
2015
 
     Unaudited     Unaudited     Unaudited  

Revenues:

      

Online marketing services

     16,227,496        11,836,858        12,518,757   

Other services

     347,742        148,924        205,859   
  

 

 

   

 

 

   

 

 

 

Total revenues

     16,575,238        11,985,782        12,724,616   
  

 

 

   

 

 

   

 

 

 

Operating costs and expenses:

      

Cost of revenues (note 1, 2)

     (6,503,020     (4,541,422     (5,326,103

Selling, general and administrative (note 2)

     (3,889,844     (2,148,874     (2,956,867

Research and development (note 2)

     (2,712,681     (1,737,216     (2,286,333
  

 

 

   

 

 

   

 

 

 

Total operating costs and expenses

     (13,105,545     (8,427,512     (10,569,303
  

 

 

   

 

 

   

 

 

 

Operating profit

     3,469,693        3,558,270        2,155,313   
  

 

 

   

 

 

   

 

 

 

Other income:

      

Interest income

     612,523        463,802        561,213   

Interest expense

     (213,522     (146,045     (199,128

Foreign exchange income, net

     5,396        81        8,992   

Loss from equity method investments

     (2,417     (5,501     (7,979

Other income, net

     142,382        66,888        90,875   
  

 

 

   

 

 

   

 

 

 

Total other income

     544,362        379,225        453,973   
  

 

 

   

 

 

   

 

 

 

Income before income taxes

     4,014,055        3,937,495        2,609,286   
  

 

 

   

 

 

   

 

 

 

Income taxes

     (762,951     (605,614     (541,000

Net income

     3,251,104        3,331,881        2,068,286   
  

 

 

   

 

 

   

 

 

 

Less: net loss attributable to noncontrolling interests

     (410,909     (214,815     (380,994

Net income attributable to Baidu, Inc.

     3,662,013        3,546,696        2,449,280   
  

 

 

   

 

 

   

 

 

 

Earnings per share for Class A and Class B ordinary shares:

      

Net income attributable to Baidu, Inc.-Basic

     102.23        101.19        67.86   

Net income attributable to Baidu, Inc.-Diluted

     101.86        100.91        67.57   

Earnings per ADS (1 Class A ordinary share equals 10 ADSs ):

      

Net income attributable to Baidu, Inc.-Basic

     10.22        10.12        6.79   

Net income attributable to Baidu, Inc.-Diluted

     10.19        10.09        6.76   

Weighted average number of Class A and Class B ordinary shares outstanding:

      

Basic

     35,141,734        35,050,662        35,112,842   

Diluted

     35,268,366        35,148,579        35,267,371   

(1) Cost of revenues are detailed as follows:

      

Sales tax and surcharges

     (1,175,617     (872,086     (948,209

Traffic acquisition costs

     (2,111,734     (1,517,128     (1,721,629

Bandwidth costs

     (896,156     (700,473     (849,628

Depreciation costs

     (616,072     (461,927     (582,437

Operational costs

     (850,503     (627,052     (607,068

Content costs

     (840,223     (354,294     (608,420

Share-based compensation expenses

     (12,715     (8,462     (8,712
  

 

 

   

 

 

   

 

 

 

Total cost of revenues

     (6,503,020     (4,541,422     (5,326,103
  

 

 

   

 

 

   

 

 

 

(2) Includes share-based compensation expenses as follows:

      

Cost of revenues

     (12,715     (8,462     (8,712

Selling, general and administrative

     (130,418     (97,030     (117,855

Research and development

     (211,592     (115,060     (164,509
  

 

 

   

 

 

   

 

 

 

Total share-based compensation expenses

     (354,725     (220,552     (291,076
  

 

 

   

 

 

   

 

 

 


Baidu, Inc.

Condensed Consolidated Balance Sheets

 

(In RMB thousands except for number of shares and per share data)

   June 30
2015
     December 31
2014
 
     Unaudited      Audited  

ASSETS

     

Current assets:

     

Cash and cash equivalents

     21,296,827         13,852,725   

Restricted cash

     646,400         413,010   

Short-term investments

     53,661,977         43,818,037   

Accounts receivable, net

     3,804,167         3,664,447   

Amounts due from related parties

     50         50   

Deferred tax assets, net

     985,126         684,952   

Other assets, current

     4,053,862         3,407,427   
  

 

 

    

 

 

 

Total current assets

     84,448,409         65,840,648   
  

 

 

    

 

 

 

Non-current assets:

     

Fixed assets, net

     9,863,213         8,705,364   

Intangible assets, net

     3,633,241         3,574,359   

Goodwill

     17,727,971         17,418,895   

Long-term investments, net

     5,582,952         2,878,922   

Deferred tax assets, net

     258,011         259,127   

Other assets, non-current

     1,197,292         893,952   
  

 

 

    

 

 

 

Total non-current assets

     38,262,680         33,730,619   
  

 

 

    

 

 

 

Total assets

     122,711,089         99,571,267   
  

 

 

    

 

 

 

LIABILITIES AND EQUITY

     

Current liabilities:

     

Short-term loans

     49,650         93,000   

Accounts payable and accrued liabilities

     16,057,112         12,964,893   

Customer advances and deposits

     4,691,757         4,296,440   

Deferred revenue

     313,442         164,809   

Deferred income

     522,625         518,543   

Long-term loans, current portion

     2,171,870         2,167,405   

Capital lease obligation

     48,768         57,346   

Due to Related Parties, Current

     1,521         8,385   
  

 

 

    

 

 

 

Total current liabilities

     23,856,745         20,270,821   
  

 

 

    

 

 

 

Non-current liabilities:

     

Deferred income

     42,413         39,626   

Long-term loans

     1,861,890         1,860,000   

Notes payable

     31,795,845         21,556,782   

Amounts due to related parties

     —           8   

Deferred tax liabilities

     1,107,326         1,143,821   

Capital lease obligation

     27,159         50,079   

Other Non Current Liabilities

     170,337         144,542   
  

 

 

    

 

 

 

Total non-current liabilities

     35,004,970         24,794,858   
  

 

 

    

 

 

 

Total liabilities

     58,861,715         45,065,679   
  

 

 

    

 

 

 

Redeemable noncontrolling interests

     2,032,524         1,894,502   

Equity

     

Class A Ordinary Shares, par value US$0.00005 per share, 825,000,000 shares authorized, and 27,613,315 shares and 27,657,626 shares issued and outstanding as at December 31, 2014 and June 30, 2015

     12         12   

Class B Ordinary Shares, par value US$0.00005 per share, 35,400,000 shares authorized, and 7,492,921 shares and 7,492,921 shares issued and outstanding as at December 31, 2014 and June 30, 2015

     3         3   

Additional paid-in capital

     5,497,383         3,633,919   

Retained earnings

     53,619,055         47,659,772   

Accumulated other comprehensive income (loss)

     1,028,775         231,923   
  

 

 

    

 

 

 

Total Baidu, Inc. shareholders’ equity

     60,145,228         51,525,629   

Noncontrolling interests

     1,671,622         1,085,457   

Total equity

     61,816,850         52,611,086   
  

 

 

    

 

 

 

Total liabilities, redeemable noncontrolling interests, and equity

     122,711,089         99,571,267   
  

 

 

    

 

 

 


Reconciliations of non-GAAP results of operations measures to the nearest comparable GAAP measures (*) (in RMB thousands, unaudited)

 

    Three months ended June 30, 2014     Three months ended March 31, 2015     Three months ended June 30, 2015  
    GAAP
Result
    Adjustment     Non-GAAP
Results
    GAAP
Result
    Adjustment     Non-GAAP
Results
    GAAP
Result
    Adjustment     Non-GAAP
Results
 

Operating profit

    3,558,270        220,552        3,778,822        2,155,313        291,076        2,446,389        3,469,693        354,725        3,824,418   
    Three months ended June 30, 2014     Three months ended March 31, 2015     Three months ended June 30, 2015  
    GAAP
Result
    Adjustment     Non-GAAP
Results
    GAAP
Result
    Adjustment     Non-GAAP
Results
    GAAP
Result
    Adjustment     Non-GAAP
Results
 

Net income attributable to Baidu, Inc.

    3,546,696        220,552        3,767,248        2,449,280        291,076        2,740,356        3,662,013        354,725        4,016,738   

 

(*) The adjustment is only for share-based compensation.


Reconciliation from net cash provided by operating activities to free cash flow (in RMB thousands, unaudited)

 

    Three months ended     As a % of     Three months ended     As a % of     Three months ended     As a % of  
    June 30, 2014     total revenues     March 31, 2015     total revenues     June 30, 2015     total revenues  

Net cash provided by operating activities

    4,127,577        34     2,839,481        22     5,727,404        35

Less: Capital expenditures

    (863,717     -7     (1,021,341     -8     (923,146     -6
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Free cash flow

    3,263,860        27     1,818,140        14     4,804,258        29