BEIJING, Nov. 29, 2012 /PRNewswire/ -- Youku Tudou
Inc. (NYSE: YOKU, and formerly Youku Inc. or "Youku"), China's
leading Internet television company ("Youku Tudou" or the
"Company"), today announced its unaudited financial results for the
third quarter 2012.
Basis of Presentation
On August 23, 2012, the Company
and Tudou Holdings Limited ("Tudou") announced the completion of
the merger between Youku and Tudou. Following the completion of the
merger, Youku's name was changed from "Youku Inc." to "Youku Tudou
Inc." and Tudou's financial results were consolidated into the
Company from the date of the completion of the merger. Due to the
fact that the sales activities of Youku and Tudou were separately
operated until the end of the third quarter 2012, the
financial results of Youku and Tudou are separately disclosed to
reflect the Company's actual operational results and performance.
In addition, comparison of Tudou's financial results with previous
periods cannot be provided because the cut-off date of previous
periods would not reflect a consistent basis of comparison. From
the fourth quarter 2012 onwards, consolidated financials of Youku
Tudou for the full periods will only be presented on a consolidated
basis.
The preliminary allocation of the purchase price for Tudou is
based upon estimates and assumptions that are subject to change
within the purchase price allocation period, which may last
as long as one year from the date of the completion of the merger,
as further information becomes available. As a result, the actual
amounts allocated to the identifiable assets acquired and
liabilities assumed may vary from the amounts initially
recorded.
Third Quarter Highlights[1]
- Consolidated net revenues were RMB502.2
million (US$79.9 million), of
which Youku's net revenues were RMB483.5
million (US$76.9 million), an
84% increase from the corresponding period in 2011, exceeding the
high end of the revenue guidance previously announced.
- Consolidated gross profit was RMB125.4
million (US$20.0 million), of
which Youku's gross profit was RMB181.4
million (US$28.9 million), a
168% increase from the corresponding period in 2011. Youku's
non-GAAP gross profit, which is herein defined as Youku's gross
profit excluding share-based compensation expenses, was
RMB185.0 million (US$29.4 million) in the third quarter of 2012, a
167% increase from the corresponding period in 2011.
- Consolidated net loss was RMB91.5
million (US$14.6 million), of
which Youku's net loss was RMB91.5
million (US$14.6 million) as
compared to a net loss of RMB47.5
million (US$7.6 million) for
the same period in 2011.
- Youku's non-GAAP net profit, which is herein defined as Youku's
net loss excluding share-based compensation expenses, investment
loss and business combination related expenses, was RMB25.3 million (US$4.0
million) in the third quarter of 2012, as compared to
Youku's non-GAAP net loss of RMB28.2
million (US$4.5 million) in
the corresponding period in 2011.
- Consolidated basic and diluted loss per ADS, each representing
18 Class A ordinary shares, for the third quarter of 2012 amounted
to RMB0.67 (US$0.11) and RMB0.67 (US$0.11),
respectively.
- Consolidated cash, cash equivalents, restricted cash and
short-term investments totaled RMB3.8
billion (US$603.5 million) as
of September 30, 2012.
- Consolidated acquisition of property and equipment for the
third quarter of 2012 was RMB33.2
million (US$5.3 million) of
which Youku's acquisition of property and equipment for the
third quarter of 2012 was RMB32.3
million (US$5.1 million), as
compared to RMB11.8 million
(US$1.9 million) for the
corresponding period in 2011.
- Consolidated acquisition of intangible assets for the third
quarter of 2012 was RMB148.9 million
(US$23.7 million), of which Youku's
acquisition of intangible assets for the third quarter of 2012 was
RMB122.6 million (US$19.5 million), as compared to RMB189.9 million (US$30.2
million) for the corresponding period in 2011.
[1] The reporting
currency of the Company is Renminbi ("RMB"), but for the
convenience of the reader, the amounts presented throughout the
release are in US dollars ("US$"). Unless otherwise noted, all
conversions from RMB to US$ are made at a rate of RMB6.2848 to
US$1.00, the effective noon buying rate as of September 28, 2012 in
the City of New York for cable transfers of RMB as certified for
customs purposes by the Federal Reserve Bank of New York. No
representation is made that the RMB amounts could have been, or
could be, converted into US$ at such rate.
|
"We are pleased with another solid quarter of revenue growth and
continuing improvement in cost structure, particularly in bandwidth
and personnel related expenses. Youku standalone has achieved
profitability at the operational level in the third quarter. This
is an important milestone for the Company," said Victor Koo, Chairman and Chief Executive Officer
of Youku Tudou. "Youku Tudou owns the #1 and #2 online video
websites, in terms of daily and weekly unique visitors according to
iResearch, and brands in China.
With the merger of Youku Tudou, the Company becomes a unique
one-stop solution for advertisers, content partners and users. We
are confident to see further synergies to be realized in 2013."
"We are very excited by the progress we made in the mobile
Internet sector as we witnessed significant traffic growth from
mobile devices since the beginning of the year. Youku Paike, our
smartphone cam-recording and uploading service program, is also
gaining traction and further contributing to our UGC content. We
believe that mobile Internet is quickly becoming an important
business unit that contributes significantly to our growth and
further improve our overall economics," Dele Liu, President of
Youku Tudou, added. "While we are excited by the opportunities
ahead of us, we did not underestimate the challenges that may arise
from this unprecedented large scale merger in China's Internet industry. We did anticipate
short-term fluctuations arising from our decisive moves to improve
user experience and advertising environment in order to unlock the
intrinsic value of Tudou. However I believe we will cross-over the
most difficult terrain soon."
Third Quarter 2012 Results
Consolidated net revenues were RMB502.2 million (US$79.9
million), of which Youku's net revenues were RMB483.5 million (US$76.9
million) in the third quarter of 2012, representing an 84%
increase from the corresponding period in 2011. The increase
exceeds the high end of the revenue guidance previously announced
by Youku Inc. The growth was primarily attributable to the
increased average spending per advertiser from RMB 1.0 million to RMB1.7
million and increased number of advertisers from 296 to 316,
representing an increase of 70% and 7%, respectively, from the
corresponding period in 2011.
Consolidated bandwidth costs as a component of cost of
revenues were RMB136.6 million
(US$21.7 million), of which Youku's
bandwidth costs were RMB112.9 million
(US$18.0 million) in the third
quarter of 2012, representing 23% of Youku's net revenues, as
compared to 35% in the corresponding period in 2011.
Consolidated content costs as a component of cost of
revenues were RMB182.0 million
(US$29.0 million) in the third
quarter of 2012, of which Youku's content costs as a component of
cost of revenues were RMB136.4
million (US$21.7 million)
in the third quarter of 2012, representing 28% of Youku's net
revenues, as compared to 26% in the corresponding period in 2011.
The increase was primarily due to content price increase during
2011, which we amortize using accelerated method, broadening of our
content portfolio and increase in salaries and benefits for our
content team. Consolidated in-house content production cost was
RMB 9.5 million (US$1.5 million) in the third quarter of
2012, of which Youku's in-house content production cost was
RMB8.0 million (US$1.3 million) in the third quarter of
2012, as compared to RMB8.6 million
(US$1.4 million) in the
corresponding period in 2011.
Consolidated gross profit was RMB125.4 million (US$20.0
million) of which Youku's gross profit was RMB181.4 million (US$28.9
million), an increase of 168% compared to RMB67.8 million (US$10.8
million) for the same period in 2011. Consolidated
non-GAAP gross profit, which is herein defined as
consolidated gross profit excluding share-based compensation
expenses and amortization of intangible assets from business
combination in relations to user generated content, was
RMB147.2 million (US$23.4 million). Youku's non-GAAP gross profit,
which is herein defined as Youku's gross profit excluding
share-based compensation expenses, was RMB185.0 million (US$29.4
million) in the third quarter of 2012, an increase of 167%
compared to RMB69.2 million
(US$11.0 million) in the
corresponding period in 2011 due to strong operating leverage.
Consolidated operating expenses were RMB227.6 million (US$36.2
million) in the third quarter of 2012, of which Youku's
operating expenses were RMB198.4
million (US$31.6 million) in
the third quarter of 2012 as compared to RMB120.1 million (US$19.1
million) in the corresponding period in 2011.
Consolidated non-GAAP operating expenses,
which is herein defined as consolidated operating expenses
excluding share-based compensation expenses , business combination
related expenses and amortization of intangible assets from
business combination in relations to customer relationship,
technology and non-compete provisions, were RMB195.7 million (US$31.1
million). Youku's non-GAAP operating expenses, which is
herein defined as Youku's operating expenses excluding share-based
compensation expenses and business combination related expenses,
were RMB168.2 million (US$26.8 million) in the third quarter of 2012, an
increase of 64% compared to RMB102.3
million (US$16.3 million) in
the corresponding period in 2011. The increase was primarily due to
increases in sales and marketing expenses, product development
expenses and general and administrative expenses as a result of the
substantial growth of our business. Detailed discussion of each
component of operating expenses is as follows:
Consolidated sales and marketing expenses were
RMB109.3 million (US$17.4 million) in the third quarter of 2012, of
which Youku's sales and marketing expenses were RMB93.3 million (US$14.9
million) in the third quarter of 2012, as compared to
RMB74.2 million (US$11.8 million) in the corresponding period in
2011. Consolidated non-GAAP sales and marketing
expenses, which is herein defined as consolidated sales and
marketing expenses excluding share-based compensation expenses and
amortization of intangible assets from business combination in
relations to customer relationship, were RMB101.1 million (US$16.1
million) in the third quarter of 2012. Youku's non-GAAP
sales and marketing expenses, which is herein defined as Youku's
sales and marketing expenses excluding share-based compensation
expenses, were RMB86.1 million
(US$13.7 million) in the third
quarter of 2012, an increase of 26% compared to RMB68.2 million (US$10.9
million) in the corresponding period in 2011. This increase
was primarily due to increases in marketing expenses and commission
expenses paid to our sales force in line with our revenue
growth.
Consolidated product development expenses were
RMB44.9 million (US$7.1 million) in the third quarter of 2012, of
which Youku's product development expenses were RMB37.7 million (US$6.0
million) in the third quarter of 2012 as compared to
RMB24.1 million (US$3.8 million) in the corresponding period in
2011. Consolidated non-GAAP product development expenses,
which is herein defined as consolidated product development
expenses excluding share-based compensation expenses and
amortization of intangible assets from business combination in
relations to technology, were RMB38.1
million (US$6.1 million) in
the third quarter of 2012. Youku's non-GAAP product development
expenses, which is herein defined as Youku's product development
expenses excluding share-based compensation expenses, were
RMB31.5 million (US$5.0 million) in the third quarter of 2012, an
increase of 70% compared to RMB18.5
million (US$2.9 million) in
the corresponding period in 2011. This increase was primarily due
to increases in salaries and benefits for our product development
personnel in mobile, search, social and paid services.
Consolidated general and administrative expenses were
RMB73.4 million (US$11.7 million) in the third quarter of 2012, of
which Youku's general and administrative expenses were RMB67.3 million (US$10.7
million) in the third quarter of 2012, as compared to
RMB21.8 million (US$3.5 million) in the corresponding period in
2011. Consolidated non-GAAP general and administrative
expenses, which is herein defined as consolidated general and
administrative expenses excluding share-based compensation
expenses, business combination related expenses and amortization of
intangible assets from business combination in relations to
non-compete provisions, were RMB56.5
million (US$9.0 million) in
the third quarter of 2012. Youku's non-GAAP general and
administrative expenses, which is herein defined as Youku's general
and administrative expenses excluding share-based compensation
expenses and business combination related expenses, were
RMB50.6 million (US$8.1 million) in the third quarter of 2012,
representing an increase of 225% compared to RMB15.6 million (US$2.5
million) in the corresponding period in 2011. This increase
was primarily due to an increase in personnel related expenses and
one-time tax charges.
Consolidated net loss was RMB91.5
million (US$14.6 million) of
which Youku's net loss was RMB91.5
million (US$14.6 million), as
compared to a net loss of RMB47.5
million (US$7.6 million) for
the same period in 2011.This increase was primarily due to Youku as
the holding company recorded Tudou's incurred loss after the
completion of the merger.
Consolidated non-GAAP net loss, which is herein defined
as consolidated net loss excluding share-based compensation
expenses, amortization of intangible assets from business
combination and business combination related expenses, was
RMB37.7 million (US$6.0 million) in the third quarter of 2012.
Youku's non-GAAP net profit was RMB25.3
million (US$4.0 million) in
the third quarter of 2012, as compared to the non-GAAP net loss of
RMB28.2 million (US$4.5 million) in the corresponding period in
2011. The change to profitability at the operational level was due
to strong revenue growth and cost savings from bandwidth and
personnel-related expenses.
Consolidated non-GAAP adjusted EBITDA loss, which is
herein defined as consolidated net loss before income taxes,
interest expenses, interest income, depreciation and amortization
(excluding amortization of acquired content), further adjusted for
share-based compensation expenses, amortization of intangible
assets from business combination business combination related
expenses and other non-operating items, was RMB26.8 million (US$4.3
million) in the third quarter of 2012. Youku's non-GAAP
adjusted EBITDA profit, which is herein defined as Youku's net loss
before income taxes, interest expenses, interest income,
depreciation and amortization (excluding amortization of acquired
content), further adjusted for share-based compensation expenses,
business combination related expenses, investment loss and other
non-operating items, was RMB33.9
million (US$5.4 million) in
the third quarter of 2012, as compared to non-GAAP adjusted EBITDA
loss of RMB21.5 million (US$3.4 million) in the corresponding period in
2011.
Business Outlook
For the fourth quarter of 2012, the Company expects net revenues
will be between RMB610 million and RMB630
million, with advertising net revenues grow by RMB560 million to RMB585 million. This forecast
reflects the Company's current and preliminary view, which is
subject to change.
Conference Call Information
Youku's management will host an earnings conference call at
8:00 p.m. U.S. Eastern Time on
November 29, 2012 (9:00 a.m. Beijing/Hong Kong Time on November 30, 2012).
Interested parties may participate in the conference call by
dialing one of the following numbers below and entering passcode
Youku# (i.e., 96858#) starting 10-15 minutes prior to the beginning
of the call.
U.S. Toll Free Dial In: 1-866-519-4004
International Dial In: 1-718-354-1231
Mainland China Toll Free Dial In:
86-4006208038 / 86-8008190121
Hong Kong Dial In: 852-2475-0994
A replay of the call will be available by dialing +61 2 8199
0299 and entering passcode 74064968#. The replay will be available
through December 7, 2012.
This call will be webcast live and the replay will be available
for 12 months. Both will be available on the Investor Relations
section of Youku's corporate website at http://ir.youku.com.
About Youku Tudou Inc.
Youku Tudou Inc. (NYSE: YOKU) is China's leading
Internet television company. Its Internet television platform
enables users to search, view and share high-quality video content
quickly and easily across multiple devices. Youku, which stands for
"what's best and what's cool" in Chinese, is the most recognized
online video brand in China. Youku Tudou's American depositary
shares, each representing 18 of Youku Tudou's Class A ordinary
shares, are traded on the NYSE under the symbol
"YOKU".
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 business outlook and quotations from management in this
announcement, as well as Youku Tudou's strategic and operational
plans, contain forward-looking statements. Youku Tudou may also
make written or oral forward-looking statements in its filings with
the U.S. Securities and Exchange Commission ("SEC"), 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 Youku Tudou'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 goals and strategies; our future
business development, financial condition and results of
operations; the expected growth of the online video market in
China; our expectations regarding
demand for and market acceptance of our services; our expectations
regarding the retention and strengthening of our relationships with
key advertisers and customers; our plans to enhance user
experience, infrastructure and service offerings; competition in
our industry in China; and
relevant government policies and regulations relating to our
industry. Further information regarding these and other risks is
included in our annual report on Form 20-F and other documents
filed with the SEC. All information provided in this press release
and in the attachments is as of the date of this press release, and
Youku Tudou does not undertake any obligation to update any
forward-looking statement, except as required under applicable
law.
About Non-GAAP Financial Measures
To supplement Youku Tudou's consolidated financial results
presented in accordance with United States Generally Accepted
Accounting Principles ("GAAP"), Youku Tudou uses the following
measures defined as non-GAAP financial measures by the SEC in
evaluating its business: consolidated non-GAAP gross profit or
loss, consolidated non-GAAP operating expenses, consolidated
non-GAAP sales and marketing expense, consolidated non-GAAP product
development expenses, consolidated non-GAAP general and
administrative expenses, consolidated non-GAAP profit or loss from
operations, consolidated non-GAAP net profit or loss and
consolidated non-GAAP adjusted EBITDA profit or loss. We
define consolidated non-GAAP gross profit or loss as the respective
nearest comparable GAAP financial measure to exclude share-based
compensation expenses and amortization of intangible assets from
business combination in relations to user generated content. We
define consolidated non-GAAP operating expenses as operating
expenses excluding share-based compensation expenses, business
combination related expenses and amortization of intangible assets
from business combination in relations to customer relationship,
technology and non-compete provisions. We define consolidated
non-GAAP sales and marketing expenses as consolidated sales and
marketing expenses excluding share-based compensation expenses and
amortization of intangible assets from business combination in
relations to customer relationship. We define consolidated non-GAAP
product development expense as consolidated product development
expenses excluding share-based compensation expenses and
amortization of intangible assets from business combination in
relations to technology. We define consolidated non-GAAP general
and administrative expenses as consolidated general and
administrative expenses excluding share-based compensation
expenses, business combination related expenses and amortization of
intangible assets from business combination in relations to
non-compete provisions. We define consolidated non-GAAP profit or
loss from operations as consolidated profit or loss from operations
excluding share-based compensation expenses, amortization of
intangible assets from business combination and business
combination related expenses. We define consolidated non-GAAP net
profit or loss as consolidated net loss excluding share-based
compensation expenses, amortization of intangible assets from
business combination and business combination related expenses. We
define consolidated non-GAAP adjusted EBITDA profit or loss as
consolidated net loss before income taxes, interest expenses,
interest income, depreciation and amortization (excluding
amortization of acquired content), further adjusted for share-based
compensation expenses, amortization of intangible assets from
business combination, business combination related expenses and
other non-operating items.
Due to the fact that the sales activities of Youku and Tudou
were separately operated until the end of the third quarter 2012,
the financial results of Youku and Tudou are separately disclosed
to reflect the Company's actual operational results and
performance. On a standalone basis, Youku uses the following
non-GAAP financial measures in evaluating its business: non-GAAP
gross profit or loss, non-GAAP operating expenses, non-GAAP sales
and marketing expense, non-GAAP product development expenses,
non-GAAP general and administrative expenses, non-GAAP profit or
loss from operations, non-GAAP net profit or loss and non-GAAP
adjusted EBITDA profit or loss. We define Youku's non-GAAP
gross profit or loss, non-GAAP sales and marketing expense and
non-GAAP product development expenses as the respective nearest
comparable GAAP financial measure to exclude share-based
compensation expenses. We define Youku's non-GAAP operating
expenses as operating expenses excluding share-based compensation
expenses and business combination related expenses. We define
Youku's non-GAAP general and administrative expenses as general and
administrative expenses excluding share-based compensation expenses
and business combination related expenses. We define Youku's
non-GAAP profit or loss from operations as profit or loss from
operations excluding share-based compensation expenses and business
combination related expenses. We define Youku's non-GAAP net profit
or loss as net profit or loss excluding share-based compensation
expenses, investment loss and business combination related
expenses. We define Youku's non-GAAP adjusted EBITDA profit or loss
as net profit or loss before income taxes, interest expenses,
interest income, depreciation and amortization (excluding
amortization of acquired content), further adjusted for share-based
compensation expenses, investment loss, business combination
related expenses and other non-operating items.
We present non-GAAP financial measures because they are used by
our management to evaluate our operating performance. We also
believe that these non-GAAP financial measures provide useful
information to investors and others in understanding and evaluating
our consolidated results of operations in the same manner as our
management and in comparing financial results across accounting
periods and to those of our peer companies. A limitation of using
non-GAAP financial measures is that non-GAAP measures exclude
share-based compensation charges that have been and will continue
to be significant recurring expenses in Youku Tudou's business for
the foreseeable future.
The presentation of these non-GAAP financial measures is not
intended to be considered in isolation from, 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 table captioned "Reconciliations of
non-GAAP results of operations measures to the nearest comparable
GAAP financial measures" at the end of this release.
For more information, please contact:
Ryan Cheung
Corporate Finance Director
Youku Tudou Inc.
Tel: (+8610) 5885-1881 x6090
Email: ryan.cheung@youku.com
YOUKU TUDOU
INC.
|
CONSOLIDATED
BALANCE SHEETS
|
|
|
|
|
|
|
|
|
(Amounts in thousands, except for number of shares)
|
|
December 31, 2011
|
September 30, 2012
|
|
Youku
|
|
Consolidated
|
|
|
|
RMB
|
|
RMB
|
|
US$
|
ASSETS
|
|
|
|
(Unaudited)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
Current
assets:
|
|
|
|
|
|
|
|
Cash and cash
equivalents
|
|
2,292,538
|
|
2,591,782
|
|
412,389
|
|
Restricted
cash
|
|
-
|
|
25,364
|
|
4,036
|
|
Short-term
investments
|
|
1,400,858
|
|
1,176,037
|
|
187,124
|
|
Accounts
receivable, net
|
|
420,706
|
|
1,028,992
|
|
163,727
|
|
Intangible assets,
net
|
|
16,078
|
|
19,072
|
|
3,035
|
|
Amounts due from
related party
|
|
768
|
|
-
|
|
-
|
|
Prepayments and
other assets
|
|
16,832
|
|
43,067
|
|
6,854
|
Total current
assets
|
|
4,147,780
|
|
4,884,314
|
|
777,165
|
|
|
|
|
|
|
|
|
Non-current
assets:
|
|
|
|
|
|
|
|
Property and
equipment, net
|
|
96,567
|
|
210,286
|
|
33,459
|
|
Long-term
investment in related party
|
|
1,707
|
|
-
|
|
-
|
|
Intangible assets,
net
|
|
211,978
|
|
1,277,401
|
|
203,252
|
|
Capitalized
content production costs
|
|
7,782
|
|
3,496
|
|
556
|
|
Amounts due from
related party
|
|
65,352
|
|
-
|
|
-
|
|
Prepayments and
other assets
|
|
144,392
|
|
341,469
|
|
54,334
|
|
Goodwill
|
|
-
|
|
4,242,750
|
|
675,081
|
Total
non-current assets
|
|
527,778
|
|
6,075,402
|
|
966,682
|
|
|
|
|
|
|
|
|
TOTAL
ASSETS
|
|
4,675,558
|
|
10,959,716
|
|
1,743,847
|
|
|
|
|
|
|
|
|
LIABILITIES AND
SHAREHOLDERS' EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current
liabilities:
|
|
|
|
|
|
|
|
Accounts
payable
|
|
57,276
|
|
187,768
|
|
29,877
|
|
Advances from
customers and deferred revenue
|
3,140
|
|
32,414
|
|
5,158
|
|
Amounts due to
related party
|
|
2,794
|
|
-
|
|
-
|
|
Accrued expenses
and other liabilities
|
|
390,607
|
|
933,177
|
|
148,481
|
|
Current portion of
long-term debt
|
|
9,182
|
|
30,900
|
|
4,917
|
Total current
liabilities
|
|
462,999
|
|
1,184,259
|
|
188,433
|
|
|
|
|
|
|
|
|
Non-current
liabilities:
|
|
|
|
|
|
|
|
Deferred tax
liability
|
|
-
|
|
229,356
|
|
36,494
|
|
Other
liabilities
|
|
-
|
|
97,645
|
|
15,537
|
|
Long-term
debt
|
|
7,382
|
|
-
|
|
-
|
Total non-current
liabilities
|
|
7,382
|
|
327,001
|
|
52,031
|
|
|
|
|
|
|
|
|
Total
liabilities
|
|
470,381
|
|
1,511,260
|
|
240,464
|
|
|
|
|
|
|
|
|
Commitments and
contingencies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders'
equity:
|
|
|
|
|
|
|
|
Class A Ordinary Shares
(US$0.00001 par value, 9,340,238,793 authorized, 1,395,435,339 and
2,283,779,288 issued and outstanding as of December 31, 2011
and September 30, 2012, respectively)
|
|
93
|
|
149
|
|
24
|
|
Class B Ordinary Shares
(US$0.00001 par value, 659,761,207 authorized, 659,561,893 and
659,561,893 issued and outstanding as of December 31, 2011 and
September 30, 2012, respectively)
|
|
49
|
|
49
|
|
8
|
|
Additional paid-in
capital
|
|
5,185,257
|
|
10,725,570
|
|
1,706,589
|
|
Accumulated
deficit
|
|
(871,644)
|
|
(1,182,077)
|
|
(188,085)
|
|
Accumulated other
comprehensive loss
|
|
(108,578)
|
|
(95,235)
|
|
(15,153)
|
Total shareholders'
equity
|
|
4,205,177
|
|
9,448,456
|
|
1,503,383
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY
|
|
4,675,558
|
|
10,959,716
|
|
1,743,847
|
YOUKU TUDOU
INC.
|
CONSOLIDATED
STATEMENTS OF OPERATIONS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three
Months Ended,
|
|
For the Nine Months
Ended
|
(Amounts in thousands, except for number of
shares and ADS and
per share and per ADS data)
|
Youku
|
|
Tudou
|
|
Consolidated
|
|
Consolidated
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
RMB
|
|
RMB
|
|
RMB
|
|
US$
|
|
RMB
|
|
US$
|
|
|
(Unaudited)
|
|
(Unaudited)
|
|
(Unaudited)
|
|
(Unaudited)
|
|
(Unaudited)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
revenues
|
|
483,510
|
|
18,680
|
|
502,190
|
|
79,906
|
|
1,159,744
|
|
184,532
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues
(Note 1)
|
|
(302,087)
|
|
(74,706)
|
|
(376,793)
|
|
(59,953)
|
|
(979,992)
|
|
(155,930)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
(loss)
|
|
181,423
|
|
(56,026)
|
|
125,397
|
|
19,953
|
|
179,752
|
|
28,602
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
Product development
|
|
(37,723)
|
|
(7,184)
|
|
(44,907)
|
|
(7,145)
|
|
(108,786)
|
|
(17,309)
|
Sales and marketing
|
|
(93,348)
|
|
(15,911)
|
|
(109,259)
|
|
(17,385)
|
|
(255,920)
|
|
(40,720)
|
General and administrative
|
|
(67,288)
|
|
(6,137)
|
|
(73,425)
|
|
(11,683)
|
|
(165,028)
|
|
(26,258)
|
Total operating
expenses
|
|
(198,359)
|
|
(29,232)
|
|
(227,591)
|
|
(36,213)
|
|
(529,734)
|
|
(84,287)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) profit from
operations
|
|
(16,936)
|
|
(85,258)
|
|
(102,194)
|
|
(16,260)
|
|
(349,982)
|
|
(55,685)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
income
|
|
11,177
|
|
335
|
|
11,512
|
|
1,832
|
|
35,490
|
|
5,646
|
Interest
expenses
|
|
(802)
|
|
(224)
|
|
(1,026)
|
|
(163)
|
|
(3,159)
|
|
(503)
|
Investment
loss(1)
|
|
(82,965)
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
Other, net
|
|
655
|
|
(96)
|
|
559
|
|
89
|
|
8,714
|
|
1,387
|
Total other income
(expenses), net
|
|
(71,935)
|
|
15
|
|
11,045
|
|
1,758
|
|
41,045
|
|
6,530
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) profit before
income taxes
|
|
(88,871)
|
|
(85,243)
|
|
(91,149)
|
|
(14,502)
|
|
(308,937)
|
|
(49,155)
|
Income taxes
|
|
(2,589)
|
|
2,278
|
|
(311)
|
|
(49)
|
|
(1,496)
|
|
(239)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss)
profit
|
|
(91,460)
|
|
(82,965)
|
|
(91,460)
|
|
(14,551)
|
|
(310,433)
|
|
(49,394)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share,
basic and diluted
|
|
(0.04)
|
|
|
|
(0.04)
|
|
(0.01)
|
|
(0.14)
|
|
(0.02)
|
Net loss per ADS (each
ADS represents
18 class A ordinary shares),
basic and diluted
|
|
(0.67)
|
|
|
|
(0.67)
|
|
(0.11)
|
|
(2.54)
|
|
(0.40)
|
Shares used in
computation,
basic and diluted
|
|
2,454,198,684
|
|
|
|
2,454,198,684
|
|
2,454,198,684
|
|
2,201,121,902
|
|
2,201,121,902
|
ADSs used in
computation,
basic and diluted
|
|
136,344,371
|
|
|
|
136,344,371
|
|
136,344,371
|
|
122,284,550
|
|
122,284,550
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Represents
picking up investment loss occurred in combination with
Tudou
|
YOUKU
STANDALONE
|
CONSOLIDATED
STATEMENTS OF OPERATIONS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three
Months Ended,
|
|
For the Nine Months
Ended,
|
(Amounts in thousands, except for number of
shares and ADS and
per share and per ADS data)
|
|
September 30,
|
|
June 30,
|
|
September 30,
|
|
September 30,
|
|
September 30,
|
|
September 30,
|
|
September 30,
|
|
2011
|
|
2012
|
|
2012
|
|
2012
|
|
2011
|
|
2012
|
|
2012
|
|
|
RMB
|
|
RMB
|
|
RMB
|
|
US$
|
|
RMB
|
|
RMB
|
|
US$
|
|
|
(Unaudited)
|
|
(Unaudited)
|
|
(Unaudited)
|
|
(Unaudited)
|
|
(Unaudited)
|
|
(Unaudited)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
revenues
|
|
262,471
|
|
387,387
|
|
483,510
|
|
76,933
|
|
588,315
|
|
1,141,064
|
|
181,559
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues
(Note 1)
|
|
(194,686)
|
|
(310,463)
|
|
(302,087)
|
|
(48,066)
|
|
(453,602)
|
|
(905,286)
|
|
(144,044)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit
(loss)
|
|
67,785
|
|
76,924
|
|
181,423
|
|
28,867
|
|
134,713
|
|
235,778
|
|
37,515
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Product development
|
|
(24,053)
|
|
(35,046)
|
|
(37,723)
|
|
(6,002)
|
|
(48,839)
|
|
(101,602)
|
|
(16,166)
|
Sales and marketing
|
|
(74,205)
|
|
(80,255)
|
|
(93,348)
|
|
(14,853)
|
|
(163,606)
|
|
(240,009)
|
|
(38,189)
|
General and administrative
|
|
(21,845)
|
|
(43,017)
|
|
(67,288)
|
|
(10,706)
|
|
(48,178)
|
|
(158,891)
|
|
(25,282)
|
Total operating
expenses
|
|
(120,103)
|
|
(158,318)
|
|
(198,359)
|
|
(31,561)
|
|
(260,623)
|
|
(500,502)
|
|
(79,637)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) profit from
operations
|
|
(52,318)
|
|
(81,394)
|
|
(16,936)
|
|
(2,694)
|
|
(125,910)
|
|
(264,724)
|
|
(42,122)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
income
|
|
8,677
|
|
12,375
|
|
11,177
|
|
1,778
|
|
12,923
|
|
35,155
|
|
5,594
|
Interest
expenses
|
|
(1,542)
|
|
(982)
|
|
(802)
|
|
(128)
|
|
(5,498)
|
|
(2,935)
|
|
(467)
|
Investment
loss
|
|
-
|
|
-
|
|
(82,965)
|
|
(13,201)
|
|
-
|
|
(82,965)
|
|
(13,201)
|
Other, net
|
|
(2,291)
|
|
4,762
|
|
655
|
|
104
|
|
(4,005)
|
|
8,810
|
|
1,402
|
Total other income
(expenses), net
|
|
4,844
|
|
16,155
|
|
(71,935)
|
|
(11,447)
|
|
3,420
|
|
(41,935)
|
|
(6,672)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) profit before
income taxes
|
|
(47,474)
|
|
(65,239)
|
|
(88,871)
|
|
(14,141)
|
|
(122,490)
|
|
(306,659)
|
|
(48,794)
|
Income taxes
|
|
-
|
|
2,391
|
|
(2,589)
|
|
(410)
|
|
-
|
|
(3,774)
|
|
(600)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss)
profit
|
|
(47,474)
|
|
(62,848)
|
|
(91,460)
|
|
(14,551)
|
|
(122,490)
|
|
(310,433)
|
|
(49,394)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share,
basic and diluted
|
|
(0.02)
|
|
(0.03)
|
|
(0.04)
|
|
(0.01)
|
|
(0.06)
|
|
(0.14)
|
|
(0.02)
|
Net loss per ADS (each
ADS represents
18 class A ordinary shares),
basic and diluted
|
|
(0.42)
|
|
(0.54)
|
|
(0.67)
|
|
(0.11)
|
|
(1.12)
|
|
(2.54)
|
|
(0.40)
|
Shares used in
computation,
basic and diluted
|
|
2,051,993,011
|
|
2,079,698,573
|
|
2,454,198,684
|
|
2,454,198,684
|
|
1,972,240,249
|
|
2,201,121,902
|
|
2,201,121,902
|
ADSs used in
computation,
basic and diluted
|
|
113,999,611
|
|
115,538,809
|
|
136,344,371
|
|
136,344,371
|
|
109,568,902
|
|
122,284,550
|
|
122,284,550
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes
are an integral part of the press release.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note 1. Cost of Revenues
|
|
For the Three
Months Ended,
|
|
|
For the Nine Months
Ended
|
|
|
Youku
|
|
Tudou
|
|
Consolidated
|
|
|
Consolidated
|
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
RMB
|
|
RMB
|
|
RMB
|
|
US$
|
|
|
RMB
|
|
US$
|
(Amounts in
thousands)
|
|
(Unaudited)
|
|
(Unaudited)
|
|
(Unaudited)
|
|
(Unaudited)
|
|
|
(Unaudited)
|
|
(Unaudited)
|
Cost of
revenues:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Value added, business taxes and surcharges
|
|
38,563
|
|
1,711
|
|
40,274
|
|
6,408
|
|
|
109,946
|
|
17,494
|
Bandwidth
costs
|
|
112,937
|
|
23,699
|
|
136,636
|
|
21,741
|
|
|
361,664
|
|
57,546
|
Depreciation of
servers and other equipment
|
|
14,212
|
|
3,634
|
|
17,846
|
|
2,839
|
|
|
42,266
|
|
6,724
|
Content
costs
|
|
136,375
|
|
45,662
|
|
182,037
|
|
28,965
|
|
|
466,116
|
|
74,166
|
Total Cost of
Revenues
|
|
302,087
|
|
74,706
|
|
376,793
|
|
59,953
|
|
|
979,992
|
|
155,930
|
YOUKU TUDOU
INC.
|
CONSOLIDATED
STATEMENTS OF CASH FLOWS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three
Months Ended,
|
|
|
For the Nine
Months Ended
|
(Amounts in thousands)
|
|
Youku
|
|
Consolidated
|
|
Consolidated
|
|
September 30,
2011
|
|
June 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
|
|
RMB
|
|
RMB
|
|
RMB
|
|
US$
|
|
RMB
|
|
US$
|
|
|
|
|
(Unaudited)
|
|
(Unaudited)
|
|
(Unaudited)
|
|
(Unaudited)
|
|
(Unaudited)
|
|
(Unaudited)
|
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
|
(47,474)
|
|
(62,848)
|
|
(91,460)
|
|
(14,551)
|
|
(310,433)
|
|
(49,394)
|
Adjustments to reconcile
net loss to net cash provided by (used in) operating
activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation
|
|
|
11,557
|
|
14,742
|
|
21,617
|
|
3,440
|
|
50,360
|
|
8,013
|
|
Bad debt
expense
|
|
|
1,066
|
|
1,669
|
|
9,388
|
|
1,494
|
|
11,715
|
|
1,864
|
|
Amortization of
intangible assets and capitalized content production
costs
|
|
|
43,111
|
|
77,338
|
|
112,367
|
|
17,879
|
|
280,888
|
|
44,693
|
|
Amortization of
long-term debt discounts
|
|
|
839
|
|
535
|
|
441
|
|
70
|
|
1,592
|
|
253
|
|
Gain on disposal
of property and equipment
|
|
|
-
|
|
-
|
|
52
|
|
8
|
|
52
|
|
8
|
|
Foreign exchange
loss
|
|
|
1,971
|
|
(374)
|
|
(172)
|
|
(27)
|
|
(357)
|
|
(57)
|
|
Share-based
compensation
|
|
|
19,295
|
|
26,197
|
|
30,175
|
|
4,802
|
|
79,439
|
|
12,640
|
|
Capital gain from
step business combination
|
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(3,344)
|
|
(532)
|
|
Change in deferred tax
expenses
|
|
|
-
|
|
-
|
|
(2,278)
|
|
(362)
|
|
(2,278)
|
|
(362)
|
|
Change in operating
assets and liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable
|
|
|
(135,309)
|
|
(232,847)
|
|
(62,026)
|
|
(9,870)
|
|
(296,921)
|
|
(47,244)
|
|
Prepayments and other assets
|
|
|
(6,911)
|
|
19,167
|
|
12,277
|
|
1,953
|
|
42,609
|
|
6,780
|
|
Capitalized content production costs
|
|
|
(5,384)
|
|
(2,872)
|
|
(7,755)
|
|
(1,234)
|
|
(15,652)
|
|
(2,491)
|
|
Accounts payable
|
|
|
-
|
|
(2,504)
|
|
(14,026)
|
|
(2,232)
|
|
(16,517)
|
|
(2,628)
|
|
Advances from customers
|
|
|
4,444
|
|
(12,392)
|
|
(13,026)
|
|
(2,073)
|
|
3,568
|
|
568
|
|
Accrued expenses and other liabilities
|
|
|
111,676
|
|
83,026
|
|
61,651
|
|
9,809
|
|
154,026
|
|
24,508
|
Net cash (used in) provided by operating activities
|
|
|
(1,119)
|
|
(91,163)
|
|
57,225
|
|
9,106
|
|
(21,253)
|
|
(3,381)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from
investing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisition of property
and equipment
|
|
|
(11,797)
|
|
(22,603)
|
|
(33,168)
|
|
(5,278)
|
|
(65,840)
|
|
(10,476)
|
|
Proceeds from short-term
investments
|
|
|
65,059
|
|
1,145,908
|
|
255,923
|
|
40,721
|
|
1,655,504
|
|
263,414
|
|
Purchase of short-term
investments
|
|
|
(233,190)
|
|
-
|
|
(1,168,773)
|
|
(185,968)
|
|
(1,423,247)
|
|
(226,459)
|
|
Proceeds from disposal
of property and equipment
|
|
|
-
|
|
-
|
|
8
|
|
1
|
|
8
|
|
1
|
|
Cash acquired, net of
cash paid for acquired subsidiaries
|
|
|
-
|
|
-
|
|
404,444
|
|
64,353
|
|
378,666
|
|
60,251
|
|
Acquisition of
intangible assets from related party
|
|
|
-
|
|
-
|
|
(7,200)
|
|
(1,146)
|
|
(7,200)
|
|
(1,146)
|
|
Acquisition of
intangible assets
|
|
|
(189,884)
|
|
(51,625)
|
|
(141,675)
|
|
(22,542)
|
|
(243,720)
|
|
(38,779)
|
Net cash (used in)
provided by investing activities
|
|
|
(369,812)
|
|
1,071,680
|
|
(690,441)
|
|
(109,859)
|
|
294,171
|
|
46,806
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from
financing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercise of employee
stock options
|
|
|
2,390
|
|
8,483
|
|
4,597
|
|
731
|
|
18,924
|
|
3,011
|
|
Proceeds from restricted
cash
|
|
|
-
|
|
-
|
|
12,705
|
|
2,022
|
|
12,705
|
|
2,022
|
|
Principal repayments on
long-term debt
|
|
|
(5,594)
|
|
(2,956)
|
|
(14,061)
|
|
(2,237)
|
|
(19,004)
|
|
(3,024)
|
|
Proceeds from IPO and
secondary offering, net of issuance costs
|
|
|
(539)
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
Net cash (used in)
provided by financing activities
|
|
|
(3,743)
|
|
5,527
|
|
3,241
|
|
516
|
|
12,625
|
|
2,009
|
Effect of exchange rate
changes on cash and cash equivalents
|
|
|
(44,041)
|
|
9,527
|
|
6,651
|
|
1,058
|
|
13,701
|
|
2,180
|
Net (decrease) increase
in cash and
cash equivalents
|
|
|
(418,715)
|
|
995,571
|
|
(623,324)
|
|
(99,179)
|
|
299,244
|
|
47,614
|
Cash and cash
equivalents at the beginning of
the period
|
|
|
2,806,562
|
|
2,219,535
|
|
3,215,106
|
|
511,568
|
|
2,292,538
|
|
364,775
|
Cash and cash
equivalents at the end of
the period
|
|
|
2,387,847
|
|
3,215,106
|
|
2,591,782
|
|
412,389
|
|
2,591,782
|
|
412,389
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliations of
Non-GAAP results of operations measures to the nearest comparable
GAAP financial measures (2)(Amounts in thousands of
Renminbi ("RMB") and U.S. dollars ("US$"), unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1. Non-GAAP
Gross Profit (Loss)
|
|
For the Three
Months Ended,
|
|
|
|
For the Nine Months
Ended
|
|
|
Youku
|
|
Tudou
|
|
Consolidated
|
|
|
|
Consolidated
|
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
RMB
|
|
RMB
|
|
RMB
|
|
US$
|
|
|
|
RMB
|
|
US$
|
Gross profit
(loss)
|
|
181,423
|
|
(56,026)
|
|
125,397
|
|
19,953
|
|
|
|
179,752
|
|
28,602
|
Add back:
share-based compensation
|
|
3,602
|
|
-
|
|
3,602
|
|
573
|
|
|
|
8,215
|
|
1,307
|
Add back: amortization of intangible assets from business combination
|
-
|
|
18,237
|
|
18,237
|
|
2,902
|
|
|
|
18,237
|
|
2,902
|
Non-GAAP gross profit
(loss)
|
|
185,025
|
|
(37,789)
|
|
147,236
|
|
23,428
|
|
|
|
206,204
|
|
32,811
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2. Non-GAAP
Operating Expenses
|
|
For the Three
Months Ended,
|
|
|
|
For the Nine Months
Ended
|
|
|
Youku
|
|
Tudou
|
|
Consolidated
|
|
|
|
Consolidated
|
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
RMB
|
|
RMB
|
|
RMB
|
|
US$
|
|
|
|
RMB
|
|
US$
|
Operating
expenses
|
|
198,359
|
|
29,232
|
|
227,591
|
|
36,213
|
|
|
|
529,734
|
|
84,287
|
Deduct:
share-based compensation
|
|
26,573
|
|
-
|
|
26,573
|
|
4,229
|
|
|
|
71,224
|
|
11,333
|
Deduct: business
combination related expenses
|
|
3,622
|
|
-
|
|
3,622
|
|
576
|
|
|
|
28,627
|
|
4,555
|
Deduct: amortization of intangible assets from business combination
|
|
-
|
|
1,709
|
|
1,709
|
|
272
|
|
|
|
1,709
|
|
272
|
Non-GAAP operating
expenses
|
|
168,164
|
|
27,523
|
|
195,687
|
|
31,136
|
|
|
|
428,174
|
|
68,127
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3. Non-GAAP
Sales and Marketing Expenses
|
|
For the Three
Months Ended,
|
|
|
|
For the Nine Months
Ended
|
|
|
Youku
|
|
Tudou
|
|
Consolidated
|
|
|
|
Consolidated
|
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
RMB
|
|
RMB
|
|
RMB
|
|
US$
|
|
|
|
RMB
|
|
US$
|
Sales and marketing
expenses
|
|
93,348
|
|
15,911
|
|
109,259
|
|
17,385
|
|
|
|
255,920
|
|
40,720
|
Deduct:
share-based compensation
|
|
7,289
|
|
-
|
|
7,289
|
|
1,160
|
|
|
|
18,135
|
|
2,886
|
Deduct:
amortization of intangible assets from business
combination
|
|
-
|
|
854
|
|
854
|
|
136
|
|
|
|
854
|
|
136
|
Non-GAAP sales
and marketing expenses
|
|
86,059
|
|
15,057
|
|
101,116
|
|
16,089
|
|
|
|
236,931
|
|
37,698
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4. Non-GAAP Product
Development Expenses
|
|
For the Three
Months Ended,
|
|
|
|
For the Nine Months
Ended
|
|
|
Youku
|
|
Tudou
|
|
Consolidated
|
|
|
|
Consolidated
|
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
RMB
|
|
RMB
|
|
RMB
|
|
US$
|
|
|
|
RMB
|
|
US$
|
Product development
expenses
|
|
37,723
|
|
7,184
|
|
44,907
|
|
7,145
|
|
|
|
108,786
|
|
17,309
|
Deduct:
share-based compensation
|
|
6,221
|
|
-
|
|
6,221
|
|
990
|
|
|
|
17,749
|
|
2,824
|
Deduct:
amortization of intangible assets from business
combination
|
-
|
|
574
|
|
574
|
|
91
|
|
|
|
574
|
|
91
|
Non-GAAP product
development expenses
|
|
31,502
|
|
6,610
|
|
38,112
|
|
6,064
|
|
|
|
90,463
|
|
14,394
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5. Non-GAAP General
and Administrative Expenses
|
|
For the Three
Months Ended,
|
|
|
|
For the Nine Months
Ended
|
|
|
Youku
|
|
Tudou
|
|
Consolidated
|
|
|
|
Consolidated
|
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
RMB
|
|
RMB
|
|
RMB
|
|
US$
|
|
|
|
RMB
|
|
US$
|
General and
administrative expenses
|
|
67,288
|
|
6,137
|
|
73,425
|
|
11,683
|
|
|
|
165,028
|
|
26,258
|
Deduct:
share-based compensation
|
|
13,063
|
|
-
|
|
13,063
|
|
2,079
|
|
|
|
35,340
|
|
5,623
|
Deduct: business
combination related expenses
|
|
3,622
|
|
-
|
|
3,622
|
|
576
|
|
|
|
28,627
|
|
4,555
|
Deduct:
amortization of intangible assets from business
combination
|
-
|
|
281
|
|
281
|
|
45
|
|
|
|
281
|
|
45
|
Non-GAAP general
and administrative expenses
|
|
50,603
|
|
5,856
|
|
56,459
|
|
8,983
|
|
|
|
100,780
|
|
16,035
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6. Non-GAAP
(Loss) Profit from Operations
|
|
For the Three
Months Ended,
|
|
|
|
For the Nine Months
Ended
|
|
|
Youku
|
|
Tudou
|
|
Consolidated
|
|
|
|
Consolidated
|
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
RMB
|
|
RMB
|
|
RMB
|
|
US$
|
|
|
|
RMB
|
|
US$
|
(Loss) profit from
operations
|
|
(16,936)
|
|
(85,258)
|
|
(102,194)
|
|
(16,260)
|
|
|
|
(349,982)
|
|
(55,685)
|
Add back:
share-based compensation
|
|
30,175
|
|
-
|
|
30,175
|
|
4,802
|
|
|
|
79,439
|
|
12,640
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Add back: business
combination related expenses
|
|
3,622
|
|
-
|
|
3,622
|
|
576
|
|
|
|
28,627
|
|
4,555
|
Add back:
amortization of intangible assets from business
combination
|
-
|
|
19,946
|
|
19,946
|
|
3,174
|
|
|
|
19,946
|
|
3,174
|
Non-GAAP (loss)
profit from operations
|
|
16,861
|
|
(65,312)
|
|
(48,451)
|
|
(7,708)
|
|
|
|
(221,970)
|
|
(35,316)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7. Non-GAAP Net
(Loss) Profit
|
|
For the Three
Months Ended,
|
|
|
|
For the Nine Months
Ended
|
|
|
Youku
|
|
Tudou
|
|
Consolidated
|
|
|
|
Consolidated
|
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
RMB
|
|
RMB
|
|
RMB
|
|
US$
|
|
|
|
RMB
|
|
US$
|
Net (loss)
profit
|
|
(91,460)
|
|
(82,965)
|
|
(91,460)
|
|
(14,551)
|
|
|
|
(310,433)
|
|
(49,394)
|
Add back:
share-based compensation
|
|
30,175
|
|
-
|
|
30,175
|
|
4,802
|
|
|
|
79,439
|
|
12,640
|
Add back:
amortization of intangible assets from business
combination
|
-
|
|
19,946
|
|
19,946
|
|
3,174
|
|
|
|
19,946
|
|
3,174
|
Add back:
investment loss
|
|
82,965
|
|
-
|
|
-
|
|
-
|
|
|
|
-
|
|
-
|
Add back: business
combination related expenses
|
|
3,622
|
|
-
|
|
3,622
|
|
576
|
|
|
|
28,627
|
|
4,555
|
Non-GAAP net
(loss) profit
|
|
25,302
|
|
(63,019)
|
|
(37,717)
|
|
(5,999)
|
|
|
|
(182,421)
|
|
(29,025)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8. Non-GAAP
EBITDA (Loss) Profit
|
|
For the Three
Months Ended,
|
|
|
|
For the Nine Months
Ended
|
|
|
Youku
|
|
Tudou
|
|
Consolidated
|
|
|
|
Consolidated
|
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
|
September 30,
2012
|
|
September 30,
2012
|
|
|
RMB
|
|
RMB
|
|
RMB
|
|
US$
|
|
|
|
RMB
|
|
US$
|
Net (loss)
profit
|
|
(91,460)
|
|
(82,965)
|
|
(91,460)
|
|
(14,551)
|
|
|
|
(310,433)
|
|
(49,394)
|
Add
back:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization (excluding amortization
of acquired content) (3)
|
|
17,030
|
|
4,601
|
|
21,631
|
|
3,442
|
|
|
|
50,404
|
|
8,020
|
Interest
income
|
|
(11,177)
|
|
(335)
|
|
(11,512)
|
|
(1,832)
|
|
|
|
(35,490)
|
|
(5,646)
|
Interest
expenses
|
|
802
|
|
224
|
|
1,026
|
|
163
|
|
|
|
3,159
|
|
503
|
Income
taxes
|
|
2,589
|
|
(2,278)
|
|
311
|
|
49
|
|
|
|
1,496
|
|
239
|
EBITDA (loss)
profit
|
|
(82,216)
|
|
(80,753)
|
|
(80,004)
|
|
(12,729)
|
|
|
|
(290,864)
|
|
(46,278)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Share-based
compensation
|
|
30,175
|
|
-
|
|
30,175
|
|
4,802
|
|
|
|
79,439
|
|
12,640
|
Business
combination related expenses
|
|
3,622
|
|
-
|
|
3,622
|
|
576
|
|
|
|
28,627
|
|
4,555
|
Amortization of
intangible assets from business combination
|
|
|
|
19,946
|
|
19,946
|
|
3,174
|
|
|
|
19,946
|
|
3,174
|
Investment
loss
|
|
82,965
|
|
-
|
|
-
|
|
-
|
|
|
|
-
|
|
-
|
Others,
net
|
|
(655)
|
|
96
|
|
(559)
|
|
(89)
|
|
|
|
(8,714)
|
|
(1,387)
|
Non-GAAP EBITDA
(loss) profit
|
|
33,891
|
|
(60,711)
|
|
(26,820)
|
|
(4,266)
|
|
|
|
(171,566)
|
|
(27,296)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2) For more
information on the Non-GAAP financial measures, please see the
section captioned "About Non-GAAP Financial Measures" in this
earnings release.
|
(3) The
amortization expense was related to an advertising license acquired
in April 2010. The amortization of acquired content was not treated
as a Non-GAAP adjustment.
|
SOURCE Youku Tudou Inc.