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 OF THE
SECURITIES EXCHANGE ACT OF 1934
August 13, 2012
Commission File Number: 001-35158
PHOENIX NEW MEDIA LIMITED
Sinolight Plaza, Floor 16
No. 4 Qiyang Road
Wangjing, Chaoyang District, Beijing, 100102
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 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): ¨
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ¨ No x
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A
TABLE OF CONTENTS
| Exhibit 99.1 | – | Press release: Phoenix New Media Reports Second Quarter 2012 Unaudited Financial Results | ||
2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| PHOENIX NEW MEDIA LIMITED | ||
| By: | /s/ Qianli LIU | |
| Name: | Qianli LIU | |
| Title: | Chief Financial Officer | |
Date: August 13, 2012
3
Exhibit 99.1
Phoenix New Media Reports Second Quarter 2012 Unaudited Financial Results
2Q12 Total Revenues Up 24.5% YOY
2Q12 Net Advertising Revenues Up 29.5% YOY
Announces US$20 Million Share Repurchase Program
Live Conference Call to be Held at 9:00 PM U.S. Eastern Time on August 13
BEIJING, China, August 13, 2012 – Phoenix New Media Limited (NYSE: FENG), a leading new media company in China (“Phoenix New Media”, “ifeng” or the “Company”), today announced its unaudited financial results for the second quarter ended June 30, 2012.
Second Quarter 2012 Highlights
| • | Total revenues increased by 24.5% year-over-year to RMB283.4 million (US$44.6 million), driven by a 29.5% increase in net advertising revenues and a 19.5% increase in paid service revenues. |
| • | Net income attributable to Phoenix New Media was RMB35.0 million (US$5.5 million), as compared to RMB36.2 million in the second quarter of 2011. |
| • | Adjusted net income attributable to Phoenix New Media1 was RMB37.9 million (US$6.0 million), as compared to RMB44.8 million in the second quarter of 2011. |
Mr. Shuang Liu, CEO of Phoenix New Media, stated, “China’s continuing macro-economic uncertainty resulted in the second quarter being more challenging than previously anticipated. In particular, our advertising business growth experienced softness as we witnessed a few of our advertisers delaying advertising spending more than initially forecasted. However, our advertisers significantly increased their average spending by 53% resulting in average revenue per advertiser growing to over RMB650,000 from RMB425,000 in the second quarter of 2011. This clearly reflects the value placed on ifeng’s media platform by advertisers looking to cost-effectively target the high-end viewer demographics that our platform provides.”
Mr. Liu continued, “Even though the advertising front experienced softness, our user traffic growth continued to outpace our peers’ over the past quarter. Daily unique visitors grew by over 62% year-over-year, reaching 26.4 million in June, whereas the other major Chinese portals only experienced single digit growth over the same period, according to iResearch. For the second half of 2012 we expect continued strong growth in viewership as we expect news reporting around important global events like the London Olympics and major elections taking place around the world. We believe that our leading global news coverage, coupled with our media offering across portal, mobile and video will continue to drive expansion in our audience base as well as advertising dollars from clients as we continue to solidify our market leadership.”
| 1 | An explanation of the Company’s non-GAAP financial measures is included in the section entitled “Use of Non-GAAP Financial Measures” below, and the related reconciliations to GAAP financial measures are presented in the accompanying “Reconciliations of Non-GAAP Results of Operation Measures to the Nearest Comparable GAAP Measures”. |
1
Second Quarter 2012 Financial Results
REVENUES
Total revenues for the second quarter of 2012 increased by 24.5% to RMB283.4 million (US$44.6 million) from RMB227.6 million in the second quarter of 2011.
Net advertising revenues, calculated net of advertising agency service fees, for the second quarter of 2012 increased by 29.5% to RMB147.6 million (US$23.2 million) from RMB114.0 million in the second quarter of 2011, primarily due to an increase in average revenue per advertiser (“ARPA”) of 52.9% to RMB650,000 (US$102,400) for 227 total advertisers.
Paid service revenues for the second quarter of 2012 increased by 19.5% to RMB135.8 million (US$21.4 million) from RMB113.6 million in the second quarter of 2011. Mobile Internet and value-added services (“MIVAS”)2 revenues increased by 19.6% to RMB123.0 million (US$19.4 million) in the second quarter of 2012 from RMB102.8 million in the second quarter of 2011. Video value-added services (“video VAS”) revenues increased by 18.3% to RMB12.8 million (US$2.0 million) in the second quarter of 2012 from RMB10.8 million in the second quarter of 2011. The growth in total paid service revenues was primarily due to an expansion in both MIVAS pay-per-view and video VAS user base.
COST OF REVENUES AND GROSS PROFIT
Cost of revenues for the second quarter of 2012 increased by 27.2% to RMB157.3 million (US$24.8 million) from RMB123.7 million in the second quarter of 2011. Revenue sharing fees to telecom operators and channel partners increased to RMB72.8 million (US$11.5 million) in the second quarter of 2012 from RMB65.5 million in the second quarter of 2011 primarily due to growth in MIVAS revenues. Content and operational costs increased to RMB50.5 million (US$8.0 million) in the second quarter of 2012 from RMB35.7 million in the second quarter of 2011 due to the increase in staff-related costs, as well as the increase in content production and acquisition costs. Bandwidth costs increased to RMB16.7 million (US$2.6 million) in the second quarter of 2012 from RMB7.9 million in the second quarter of 2011 primarily due to the growth in user traffic. Business tax and surcharges increased to RMB17.3 million (US$2.7 million) in the second quarter of 2012 from RMB14.6 million in the second quarter of 2011. Share-based compensation expenses included in cost of revenues was RMB0.7 million (US$0.1 million) in the second quarter of 2012 as compared to RMB1.7 million in the second quarter of 2011.
Gross profit for the second quarter of 2012 increased by 21.2% to RMB126.1 million (US$19.8 million) from RMB104.0 million in the second quarter of 2011. Gross margin was 44.5% in the second quarter of 2012 as compared to 45.7% in the second quarter of 2011, mainly due to the increase in staff-related costs, bandwidth costs and office rental costs. Adjusted gross margin, which excludes share-based compensation expenses, was 44.7% in the second quarter of 2012 as compared to 46.4% in the second quarter of 2011.
| 2 | MIVAS includes Internet VAS, which was previously a separate component of paid service. |
2
OPERATING EXPENSES AND INCOME FROM OPERATIONS
Total operating expenses for the second quarter of 2012 increased by 41.1% to RMB91.0 million (US$14.3 million) from RMB64.5 million in the second quarter of 2011. The increase in operating expenses was primarily attributable to increased staff-related costs and a bad debt impairment of RMB11.0 million (US$1.7 million) related to advertising sales. Share-based compensation expenses included in operating expenses was RMB2.2 million (US$0.4 million) in the second quarter of 2012 as compared to RMB6.9 million in the second quarter of 2011.
Income from operations for the second quarter of 2012 was RMB35.1 million (US$5.5 million) as compared to RMB39.5 million in the second quarter of 2011. Operating margin was 12.4% for the second quarter of 2012 as compared to 17.3% in the second quarter of 2011. The decrease in operating margin was primarily due to increased headcount and the bad debt impairment.
Adjusted income from operations, which excludes the impact of share-based compensation expenses, for the second quarter of 2012 was RMB38.0 million (US$6.0 million) as compared to RMB48.1 million in the second quarter of 2011. Adjusted operating margin was 13.4% for the second quarter of 2012 as compared to 21.1% in the second quarter of 2011.
FOREIGN CURRENCY EXCHANGE GAIN/LOSS AND INTEREST INCOME
Foreign currency exchange loss for the second quarter of 2012 was RMB3.5 million (US$0.5 million), as compared to exchange loss RMB0.2 million in the second quarter of 2011. Interest income for the second quarter of 2012 was RMB8.6 million (US$1.3 million), as compared to RMB0.7 million in the second quarter of 2011. The increase in interest income was primarily due to higher deposit levels resulting from the Company’s IPO net proceeds.
NET INCOME
Net income attributable to Phoenix New Media for the second quarter of 2012 was RMB35.0 million (US$5.5 million) as compared to RMB36.2 million in the second quarter of 2011. Net margin for the second quarter of 2012 was 12.4% as compared to 15.9% in second quarter of 2011. Net income attributable to ordinary shareholders for the second quarter of 2012 was RMB35.0 million (US$5.5 million) as compared to a net loss attributable to ordinary shareholders of RMB181.0 million in the second quarter of 2011, which included RMB211.0 million of accretion to Series A redeemable convertible preferred share redemption value upon the completion of the Company’s IPO. Net income per diluted ADS3 in the second quarter of 2012 was RMB0.43 (US$0.07) as compared to a net loss per diluted ADS of RMB3.00 in the second quarter of 2011.
Adjusted net income attributable to Phoenix New Media for the second quarter of 2012, which excludes share-based compensation expenses, was RMB37.9 million (US$6.0 million) as compared to RMB44.8 million in the second quarter of 2011. Adjusted net margin for the second quarter of 2012 was 13.4% as compared to 19.7% in the second quarter of 2011. Adjusted net income per diluted ADS was RMB0.47 (US$0.07) in the second quarter of 2012, as compared to RMB0.61 in the second quarter of 2011.
| 3 | “ADS” is American Depositary Share. Each ADS represents eight ordinary shares. |
3
For the second quarter of 2012, the Company’s weighted average number of ADS used in computing diluted net income per ADS was 81,076,583.
Business Outlook
For the third quarter of 2012, the Company expects its total revenues to be between RMB266 million and RMB279 million. Net advertising revenues are expected to be between RMB132 million and RMB135 million. Paid service revenues are expected to be between RMB134 million and RMB144 million. These forecasts reflect the Company’s current and preliminary view on the market and operational conditions, which are subject to change.
Share Repurchase Program
On July 30, 2012, the Company’s Board of Directors approved a share repurchase program. Under the terms of the approved program, the Company may repurchase up to US$20 million worth of its outstanding ADSs from time to time for a period not to exceed twelve (12) months. The repurchases may be made in the open market at prevailing market prices or through privately negotiated transactions, including block trades. The timing and extent of any repurchases will depend on market conditions, the trading price of the Company’s ADSs and other factors. The plan will be implemented in compliance with relevant United States securities rules and regulations and the Company’s securities trading policy, in a manner that is consistent with the interests of shareholders. The Company’s Board of Directors will review the share repurchase program periodically and may authorize adjustment of its terms and size accordingly. The Company expects to fund the repurchases made under this program from its existing cash balance.
Conference Call Information
The Company will hold a conference call at 9:00 p.m. U.S. Eastern Time on August 13, 2012 (August 14, 2012 at 9:00 a.m. Beijing / Hong Kong time) to discuss its second quarter 2012 financial results and operating performance.
To participate in the call, please dial the following numbers:
| International: | +6567239385 | |
| China: | 4001200654 | |
| Hong Kong: | +85230512745 | |
| United States: | +16462543515 | |
| United States Toll Free: | +18555008701 | |
| Conference ID: | 15785762 |
4
A replay of the call will be available through August 20, 2012 by dialing the following numbers:
| International: | +61282355000 | |
| China: | 4006920026 | |
| United States: | +17183541232 | |
| United States Toll Free: | +18662145335 | |
| Conference ID: | 15785762 |
A live and archived webcast of the conference call will also be available at the Company’s IR website at http://ir.ifeng.com
Use of Non-GAAP Financial Measures
To supplement the consolidated financial statements presented in accordance with the United States Generally Accepted Accounting Principles (“GAAP”), Phoenix New Media uses adjusted gross profit, adjusted gross margin, adjusted income from operations, adjusted operating margin, adjusted net income attributable to Phoenix New Media, adjusted net margin, adjusted net income attributable to ordinary shareholders and adjusted net income per diluted ADS, each of which is a non-GAAP financial measure. Adjusted gross profit is gross profit excluding share-based compensation expenses. Adjusted gross margin is adjusted gross profit divided by total revenues. Adjusted income from operations is income from operations excluding share-based compensation expenses. Adjusted operating margin is adjusted income from operations divided by total revenues. Adjusted net income attributable to Phoenix New Media is net income attributable to Phoenix New Media excluding share-based compensation expenses. Adjusted net margin is adjusted net income attributable to Phoenix New Media divided by total revenues. Adjusted net income attributable to ordinary shareholders is net (loss)/income attributable to ordinary shareholders excluding share-based compensation expenses and accretion to convertible preferred share redemption value. Adjusted net income per diluted ADS is adjusted net income attributable to ordinary shareholders divided by weighted average number of diluted ADS. The Company believes that separate analysis and exclusion of the non-cash impact of share-based compensation adds clarity to the constituent parts of its performance. The Company reviews adjusted net income together with net income to obtain a better understanding of its operating performance. It uses this non-GAAP financial measure for planning, forecasting and measuring results against the forecast. The Company believes that using multiple measures to evaluate its business allows both management and investors to assess the company’s performance against its competitors and ultimately monitor its capacity to generate returns for its investors. The Company also believes that non-GAAP financial measures are useful supplemental information for investors and analysts to assess its operating performance without the effect of non-cash share-based compensation expenses, which have been and will continue to be significant recurring expenses in its business. However, the use of non-GAAP financial measures has material limitations as an analytical tools. One of the limitations of using non-GAAP financial measures is that they do not include all items that impact the Company’s net (loss)/income for the period. In addition, because non-GAAP financial measures are not measured in the same manner by all companies, they may not be comparable to other similar titled measures used by other companies. In light of the foregoing limitations, you should not consider non-GAAP financial measure in isolation from or as an alternative to the financial measure prepared in accordance with U.S. GAAP.
5
Exchange Rate
This announcement contains translations of certain RMB amounts into U.S. dollars (“USD”) at specified rates solely for the convenience of the reader. Unless otherwise stated, all translations from RMB to USD were made at the rate of RMB6.3530 to US$1.00, the noon buying rate in effect on June 29, 2012 in the H.10 statistical release of the Federal Reserve Board. The Company makes no representation that the RMB or USD amounts referred could be converted into USD or RMB, as the case may be, at any particular rate or at all. For analytical presentation, all percentages are calculated using the numbers presented in the financial statements contained in this earnings release.
About Phoenix New Media Limited
Phoenix New Media Limited (NYSE: FENG) is the leading new media company providing premium content on an integrated platform across Internet, mobile and TV channels in China. Having originated from a leading global Chinese language TV network based in Hong Kong, Phoenix TV, the Company enables consumers to access professional news and other quality information and share user-generated content on the Internet and through their mobile devices. Phoenix New Media’s platform includes its ifeng.com channel, consisting of its ifeng.com website, its video channel, comprised of its dedicated video vertical and video services and applications, and its mobile channel, including its mobile Internet website and mobile Internet and value-added services (“MIVAS”).
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 Phoenix New Media’s strategic and operational plans, contain forward–looking statements. Phoenix New Media may also make written or oral forward–looking statements in its periodic reports to the U.S. Securities and Exchange Commission (“SEC”) on Forms 20–F and 6–K 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 Phoenix New Media’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: the Company’s goals and strategies; the Company’s future business development, financial condition and results of operations; the expected growth of the online and mobile advertising, online video and mobile paid service markets in China; the Company’s reliance on online advertising and MIVAS for the majority of its total revenues; the Company’s expectations regarding demand for and market acceptance of its services; the Company’s expectations regarding the retention and strengthening of its relationships with advertisers, partners and customers; fluctuations in the Company’s quarterly operating results; the Company’s plans to enhance its user experience, infrastructure and service offerings; the Company’s reliance on mobile operators in China to provide most of its MIVAS; changes by mobile operators in China to the their policies for MIVAS; competition in its industry in China; and relevant government policies and regulations relating to the Company. Further information regarding these and other risks is included in the Company’s filings with the SEC, including its registration statement on Form F–1, as amended, and its annual report on Form 20–F. All information provided in this press release and in the attachments is as of the date of this press release, and Phoenix New Media does not undertake any obligation to update any forward–looking statement, except as required under applicable law.
6
For investor and media inquiries please contact:
Phoenix New Media Limited
Matthew Zhao
Tel: +86(10) 6067-6868
Email: ir@ifeng.com
ICR, Inc.
Jeremy Peruski
Tel: +1 (646) 405-4883
Email: Jeremy.peruski@icrinc.com
7
Phoenix New Media Limited
Unaudited Condensed Consolidated Balance Sheets
(Amounts in thousands)
| December 31, 2011 |
June 30, 2012 |
June 30, 2012 |
||||||||||
| RMB | RMB | US$ | ||||||||||
| ASSETS |
||||||||||||
| Current assets: |
||||||||||||
| Cash and cash equivalents |
397,166 | 131,469 | 20,694 | |||||||||
| Restricted cash |
— | 10,000 | 1,574 | |||||||||
| Term deposit |
784,023 | 987,719 | 155,473 | |||||||||
| Accounts receivable, net |
202,097 | 270,405 | 42,563 | |||||||||
| Amounts due from related parties |
64,388 | 92,376 | 14,541 | |||||||||
| Prepayment and other current assets |
46,334 | 51,502 | 8,106 | |||||||||
| Deferred tax assets |
11,931 | 15,018 | 2,364 | |||||||||
|
|
|
|
|
|
|
|||||||
| Total current assets |
1,505,939 | 1,558,489 | 245,315 | |||||||||
|
|
|
|
|
|
|
|||||||
| Non current assets: |
||||||||||||
| Property and equipment, net |
41,012 | 49,822 | 7,842 | |||||||||
| Intangible assets, net |
5,415 | 6,415 | 1,010 | |||||||||
| Construction in process |
— | 40,727 | 6,411 | |||||||||
| Other non-current assets |
12,128 | 11,521 | 1,814 | |||||||||
|
|
|
|
|
|
|
|||||||
| Total non-current assets |
58,555 | 108,485 | 17,077 | |||||||||
|
|
|
|
|
|
|
|||||||
| Total assets |
1,564,494 | 1,666,974 | 262,392 | |||||||||
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|
|
|||||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY |
||||||||||||
| Current liabilities: |
||||||||||||
| Accounts payable |
120,910 | 146,080 | 22,994 | |||||||||
| Amounts due to related parties |
3,889 | — | — | |||||||||
| Advances from customers |
7,191 | 7,595 | 1,195 | |||||||||
| Taxes payable |
35,822 | 27,427 | 4,317 | |||||||||
| Salary and welfare payable |
45,119 | 43,885 | 6,908 | |||||||||
| Accrued expenses and other current liabilities |
39,276 | 50,170 | 7,898 | |||||||||
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|
|||||||
| Total current liabilities |
252,207 | 275,157 | 43,312 | |||||||||
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| Long-term liabilities |
5,504 | 6,692 | 1,053 | |||||||||
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|
|||||||
| Total liabilities |
257,711 | 281,849 | 44,365 | |||||||||
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| Shareholders’ equity |
||||||||||||
| Ordinary shares |
42,054 | 42,660 | 6,715 | |||||||||
| Additional paid-in capital |
1,830,882 | 1,836,997 | 289,154 | |||||||||
| Statutory reserves |
24,647 | 24,647 | 3,880 | |||||||||
| Accumulated deficit |
(555,831 | ) | (487,876 | ) | (76,795 | ) | ||||||
| Accumulated other comprehensive loss |
(34,969 | ) | (31,303 | ) | (4,927 | ) | ||||||
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| Total shareholders’ equity |
1,306,783 | 1,385,125 | 218,027 | |||||||||
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| Total liabilities and shareholders’ equity |
1,564,494 | 1,666,974 | 262,392 | |||||||||
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8
Phoenix New Media Limited
Unaudited Condensed Consolidated Statements of Operations
(Amounts in thousands, except for number of shares and per share data)
| Three Months Ended | Six Months Ended | |||||||||||||||||||||||||||
| June 30, 2011 |
March 31, 2012 |
June 30, 2012 |
June 30, 2012 |
June 30, 2011 |
June 30, 2012 |
June 30, 2012 |
||||||||||||||||||||||
| RMB | RMB | RMB | US$ | RMB | RMB | US$ | ||||||||||||||||||||||
| Revenues: |
||||||||||||||||||||||||||||
| Net advertising revenues |
113,985 | 128,898 | 147,603 | 23,234 | 189,215 | 276,501 | 43,523 | |||||||||||||||||||||
| Paid service revenues |
113,646 | 110,174 | 135,777 | 21,372 | 210,154 | 245,951 | 38,714 | |||||||||||||||||||||
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|
|||||||||||||||
| Total revenues |
227,631 | 239,072 | 283,380 | 44,606 | 399,369 | 522,452 | 82,237 | |||||||||||||||||||||
| Cost of revenues |
(123,653 | ) | (135,024 | ) | (157,313 | ) | (24,762 | ) | (238,528 | ) | (292,337 | ) | (46,016 | ) | ||||||||||||||
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|
|||||||||||||||
| Gross profit |
103,978 | 104,048 | 126,067 | 19,844 | 160,841 | 230,115 | 36,221 | |||||||||||||||||||||
| Operating expenses: |
||||||||||||||||||||||||||||
| Sales and marketing expenses |
(34,285 | ) | (39,482 | ) | (37,218 | ) | (5,858 | ) | (76,276 | ) | (76,700 | ) | (12,073 | ) | ||||||||||||||
| General and administrative expenses |
(16,640 | ) | (17,384 | ) | (31,591 | ) | (4,973 | ) | (35,963 | ) | (48,975 | ) | (7,709 | ) | ||||||||||||||
| Technology and product development expenses |
(13,590 | ) | (19,991 | ) | (22,208 | ) | (3,496 | ) | (33,382 | ) | (42,199 | ) | (6,642 | ) | ||||||||||||||
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|
|||||||||||||||
| Total operating expenses |
(64,515 | ) | (76,857 | ) | (91,017 | ) | (14,327 | ) | (145,621 | ) | (167,874 | ) | (26,424 | ) | ||||||||||||||
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|||||||||||||||
| Income from operations |
39,463 | 27,191 | 35,050 | 5,517 | 15,220 | 62,241 | 9,797 | |||||||||||||||||||||
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| Other income/(expenses): |
||||||||||||||||||||||||||||
| Interest income |
712 | 8,762 | 8,554 | 1,346 | 933 | 17,316 | 2,726 | |||||||||||||||||||||
| Foreign currency exchange (loss)/gain |
(223 | ) | 758 | (3,474 | ) | (547 | ) | (394 | ) | (2,716 | ) | (428 | ) | |||||||||||||||
| Others, net |
314 | 1,527 | 1,487 | 235 | 957 | 3,014 | 475 | |||||||||||||||||||||
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|||||||||||||||
| Net income before tax |
40,266 | 38,238 | 41,617 | 6,551 | 16,716 | 79,855 | 12,570 | |||||||||||||||||||||
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| Income taxes expenses |
(4,033 | ) | (5,305 | ) | (6,595 | ) | (1,038 | ) | (6,718 | ) | (11,900 | ) | (1,873 | ) | ||||||||||||||
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|||||||||||||||
| Net income attributable to Phoenix New Media |
36,233 | 32,933 | 35,022 | 5,513 | 9,998 | 67,955 | 10,697 | |||||||||||||||||||||
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|||||||||||||||
| Accretion to convertible redeemable preferred share redemption value |
(211,020 | ) | — | — | — | (773,623 | ) | — | — | |||||||||||||||||||
| Income allocation to participating preferred shares |
(6,172 | ) | — | — | — | (6,172 | ) | — | — | |||||||||||||||||||
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|||||||||||||||
| Net (loss)/income attributable to ordinary shareholders |
(180,959 | ) | 32,933 | 35,022 | 5,513 | (769,797 | ) | 67,955 | 10,697 | |||||||||||||||||||
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| Net (loss)/income per ordinary share—basic |
(0.37 | ) | 0.05 | 0.06 | 0.01 | (1.81 | ) | 0.11 | 0.02 | |||||||||||||||||||
| Net (loss)/income per ordinary share—diluted |
(0.37 | ) | 0.05 | 0.05 | 0.01 | (1.81 | ) | 0.10 | 0.02 | |||||||||||||||||||
| Weighted average number of ordinary shares used in computing basic net (loss)/income per share |
483,260,125 | 618,705,228 | 623,297,593 | 623,297,593 | 424,278,232 | 621,001,411 | 621,001,411 | |||||||||||||||||||||
| Weighted average number of ordinary shares used in computing diluted net (loss)/income per share |
483,260,125 | 648,883,004 | 648,612,661 | 648,612,661 | 424,278,232 | 648,747,833 | 648,747,833 | |||||||||||||||||||||
| Net (loss)/income per ADS—basic |
(3.00 | ) | 0.43 | 0.45 | 0.07 | (14.51 | ) | 0.88 | 0.14 | |||||||||||||||||||
| Net (loss)/income per ADS—diluted |
(3.00 | ) | 0.41 | 0.43 | 0.07 | (14.51 | ) | 0.84 | 0.13 | |||||||||||||||||||
| Weighted average number of ADS used in computing basic net (loss)/income per ADS |
60,407,516 | 77,338,154 | 77,912,199 | 77,912,199 | 53,034,779 | 77,625,176 | 77,625,176 | |||||||||||||||||||||
| Weighted average number of ADS used in computing diluted net (loss)/income per ADS |
60,407,516 | 81,110,376 | 81,076,583 | 81,076,583 | 53,034,779 | 81,093,479 | 81,093,479 | |||||||||||||||||||||
9
Reconciliations of Non-GAAP Results of Operations Measures to The Nearest Comparables GAAP Measures
(Amounts in thousands, except for number of shares and per share data)
| Three Months Ended June 30, 2011 | Three Months Ended March 31, 2012 | Three Months Ended June 30, 2012 | ||||||||||||||||||||||||||||||||||
| Non-GAAP | Non-GAAP | Non-GAAP | ||||||||||||||||||||||||||||||||||
| GAAP | Adjustments | Non-GAAP | GAAP | Adjustments | Non-GAAP | GAAP | Adjustments | Non-GAAP | ||||||||||||||||||||||||||||
| RMB | RMB | RMB | RMB | RMB | RMB | RMB | RMB | RMB | ||||||||||||||||||||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | ||||||||||||||||||||||||||||
| Gross profit |
103,978 | 1,679 | (a) | 105,657 | 104,048 | 809 | (a) | 104,857 | 126,067 | 677 | (a) | 126,744 | ||||||||||||||||||||||||
| Gross margin |
45.7 | % | 46.4 | % | 43.5 | % | 43.9 | % | 44.5 | % | 44.7 | % | ||||||||||||||||||||||||
| Income from operations |
39,463 | 8,604 | (a) | 48,067 | 27,191 | 3,387 | (a) | 30,578 | 35,050 | 2,903 | (a) | 37,953 | ||||||||||||||||||||||||
| Operating margin |
17.3 | % | 21.1 | % | 11.4 | % | 12.8 | % | 12.4 | % | 13.4 | % | ||||||||||||||||||||||||
| Net income attributable to PNM |
36,233 | 8,604 | (a) | 44,837 | 32,933 | 3,387 | (a) | 36,320 | 35,022 | 2,903 | (a) | 37,925 | ||||||||||||||||||||||||
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| Net margin |
15.9 | % | 19.7 | % | 13.8 | % | 15.2 | % | 12.4 | % | 13.4 | % | ||||||||||||||||||||||||
| 8,604 | (a) | |||||||||||||||||||||||||||||||||||
| 211,020 | (b) | 3,387 | (a) | 2,903 | (a) | |||||||||||||||||||||||||||||||
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| Net (loss)/income attributable to ordinary shareholders |
(180,959 | ) | 219,624 | 38,665 | 32,933 | 3,387 | 36,320 | 35,022 | 2,903 | 37,925 | ||||||||||||||||||||||||||
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| Net (loss)/income per ADS—diluted |
(3.00 | ) | 0.61 | 0.41 | 0.45 | 0.43 | 0.47 | |||||||||||||||||||||||||||||
| Weighted average number of ADS used in computing diluted net (loss)/income per ADS |
60,407,516 | 73,676,015 | 81,110,376 | 81,110,376 | 81,076,583 | 81,076,583 | ||||||||||||||||||||||||||||||
Note:
| (a) | To exclude share-based compensation expenses. |
| (b) | To exclude accretion to convertible preferred share redemption value |
Details of cost of revenue is as follows:
| Three Months Ended | ||||||||||||||||
| June 30, | March 31, | June 30, | June 30, | |||||||||||||
| 2011 | 2012 | 2012 | 2012 | |||||||||||||
| RMB | RMB | RMB | US$ | |||||||||||||
| (Amounts in thousands) | (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | ||||||||||||
| Revenue sharing fees |
65,462 | 64,076 | 72,775 | 11,455 | ||||||||||||
| Content and operational costs |
35,731 | 44,170 | 50,530 | 7,954 | ||||||||||||
| Bandwidth costs |
7,879 | 11,787 | 16,739 | 2,635 | ||||||||||||
| Business tax and surcharages |
14,581 | 14,991 | 17,269 | 2,718 | ||||||||||||
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| Total cost of revenue |
123,653 | 135,024 | 157,313 | 24,762 | ||||||||||||
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10