2007'04.28.Sat
TOM Online Reports 1Q 2007 Results
April 27, 2007
BEIJING, April 27 /Xinhua-PRNewswire/ -- TOM Online Inc., (Nasdaq: TOMO; Hong Kong GEM: 8282) (the "Company" or "TOM Online") a leading wireless Internet company in China, announced today the results of the Company and its controlled operating entities including subsidiaries and variable interest entities (collectively referred to as the "Group") for the first quarter ended March 31, 2007. Financial Highlights For the first quarter of 2007: -- Total revenues were US$35.14 million ("mn"), a decrease of 26.0% from the same period last year but an increase of 4.5% from last quarter. -- Wireless Internet service revenues were US$31.82 mn, representing a 28.4% decrease from the same period last year but a 7.5% increase from the previous quarter. Wireless Internet service revenues made up 90.6% of our total quarterly revenues. -- Online advertising revenues were US$2.66 mn, representing a 1.7% decrease from the same period last year and a 15.8% decrease from the previous quarter. Online advertising revenues made up 7.6% of our total quarterly revenues. -- Net income for 1Q07 was US$0.15 mn compared to net income of US$12.14 mn in 1Q06 and net loss of US$0.51 mn in 4Q06. 1Q07 net income included our share of losses from our TOM EachNet Joint Venture ("JV") of US$2.92 mn. -- Fully diluted earnings per American Depository Share ("ADS") were US$0.3 cents or US$0.003 cents per common share. -- Our balance of cash and cash equivalents and short-term bank deposits was approximately US$144.10 mn at the end of the first quarter of 2007. First Quarter 2007 - Financial Performance Review The Company's unaudited consolidated revenues for the three months ended March 31, 2007 were US$35.14 mn, a decrease of 26.0% compared to the same period year on year ("YoY") but an increase of 4.5% quarter on quarter ("QoQ"). Wireless Internet service revenues were US$31.82 mn, representing a 28.4% decrease from the same period last year but a 7.5% increase from the previous quarter. Wireless Internet service revenues made up 90.6% of total quarterly revenues compared to 88.0% in 4Q06. Online advertising revenues were US$2.66 mn, representing a 15.8% decrease QoQ and 1.7% decrease YoY. Online advertising revenues made up 7.6% of our total quarterly revenues compared to 9.4% in 4Q06. Other revenues were US$0.66 mn in 1Q07 compared to US$0.86 mn in 4Q06 and US$0.38 mn in 1Q06. Other revenues made up 1.8% of total revenues in 1Q07. Other revenues consist of revenues from online games, paid email and others. Gross profit was US$8.58 mn representing a decrease of 56.4% compared to the same period last year and a 24.6% decline QoQ. Gross margins declined to 24.4% in 1Q07 compared to 33.8% in the 4Q06 and 41.4% in the 1Q06. The sequential decline in gross margins was due to a number of factors including (a) although IVR revenues benefited from significantly increased capacity on China Mobile's centralized IVR platform, IVR revenue share by China Mobile increased from 15% to 30% (b) WVAS content and distribution costs increased sequentially due to competition for those resources (c) higher gross margin WAP revenues declined in contribution to 20.4% of total wireless Internet service revenues in 1Q07 from 24.7% in 4Q06 and (d) due to the Chinese New Year period, online advertising revenues declined relative to the fixed costs of running our portal, thereby reducing margins in our online advertising business. Total cost of revenues were US$26.56 mn in 1Q07 compared to US$22.24 mn in 4Q06 and US$27.84 mn in 1Q06. Total operating expenses were US$5.84 mn in 1Q07 compared to US$8.30 mn in 4Q06 and US$8.79 mn in 1Q06. The sequential decline in operating expenses was mainly due to reduced sales and marketing activities in 1Q07 compared to 4Q06, a US$0.41mn one-time refund of prior year's marketing expenses from a mobile operator partner and the reversal of US$0.58 mn previously accrued marketing expenses as it was confirmed that the accrual would not be required to be paid. Sales and marketing expenses in 1Q07 were US$0.56 mn compared to US$2.23 mn in 4Q06. Operating profit was US$2.74 mn, down 74.8% from the same period last year and a decrease of 10.9% from the previous quarter. Operating margins were 7.8% in 1Q07 compared to 9.2% in 4Q06 and 22.9% in 1Q06. 1Q07 EBITDA ("Earnings before Interest, Taxes, Depreciation and Amortization") were US$4.74 mn, a decrease of 63.3% YoY and a 13.7% decline QoQ. EBITDA margins were 13.3% for the quarter compared to 15.8% in 4Q06 and 26.6% in 1Q06. Beginning on February 1, 2007, we recognized our share of losses from the TOM EachNet JV based on the equity method of accounting. For the two months ended March 31, 2007, our 51% share of losses from the TOM EachNet JV were US$2.92 mn and has been included in share of loss on equity investment in a joint venture in the unaudited consolidated statements of operations. Net income was US$0.15 mn compared to net loss of US$0.51 mn in 4Q06 and net income of US$12.14 mn in 1Q06. 1Q07 net income included US$0.38 mn in losses from discontinued operations offset by exchange gain of US$0.59 mn due to the effect of the appreciation of RMB upon the translation of our net non-RMB liabilities at the period end as our functional currency is RMB. US GAAP basic earnings per ADS were US$0.3 cents for the quarter. US GAAP basic earnings per Hong Kong ordinary share were US$0.003 cents for the quarter. Shares used in computing US GAAP basic earnings per ADS were 53.25 mn and shares used in computing US GAAP basic earnings per Hong Kong ordinary share were 4,259.65 mn. US GAAP diluted earnings per ADS were US$0.3 cents for the quarter. US GAAP diluted earnings per Hong Kong ordinary share were US$0.003 cents for the quarter. Shares used in computing US GAAP diluted earnings per ADS were 53.26 mn shares and shares used in computing US GAAP diluted earnings per Hong Kong ordinary share were 4,260.42 mn. Our balance of cash and cash equivalents and short-term bank deposits was approximately US$144.10 mn at the end of 1Q07. Business Review Wireless Internet Services Total wireless Internet service revenues were US$31.82 mn for 1Q07, an increase of 7.5% QoQ but a decrease of 28.4% YoY. Wireless Internet service revenues accounted for 90.6% of our total revenues in 1Q07 compared to 88.0% in 4Q06. 2G Services - SMS SMS ("Short Messaging Service") revenues in 1Q07 were US$8.70 mn, down 7.8% QoQ and a 50.1% decline YoY. SMS revenues made up 27.3% of our total wireless Internet service revenues for the quarter. The primary factors for the continued QoQ decline in our SMS business were ongoing implementation of operator policies and a further reduction in contribution from Infomax's SMS business due to a QoQ decline in interactive programming opportunities. 2.5G services MMS ("Multimedia Messaging Service") revenues for 1Q07 were US$3.20 mn, up 34.3% QoQ but down 21.8% YoY. MMS revenues made up 10.1% of our total wireless Internet service revenues in the quarter. Although our MMS business benefited from marketing activities related to the Chinese New Year period, as discussed in our previous quarterly/annual reports, we continue to believe that MMS is a transitory product category and do not expect MMS to be a key business driver to our overall business in coming years. WAP ("Wireless Application Protocol") revenues for 1Q07 were US$6.48 mn, representing a 11.4% decrease QoQ and 17.2% decrease YoY. WAP revenues made up 20.4% of our total wireless Internet service revenues in the quarter. While our WAP portal partnership with China Mobile continues to perform well, our WAP revenues declined in 1Q07 as many of the services we provide on China Mobile's Monternet portal are currently offered free of charge and WAP revenues from Infomax declined due to a QoQ reduction in interactive programming opportunities. Voice services IVR ("Interactive Voice Response") revenues in 1Q07 were US$9.80 mn, up 23.7% QoQ but down 20.0% YoY. IVR revenues made up 30.8% of our total wireless Internet service revenues in the quarter. As of January 2007, our IVR operations were transitioned to China Mobile's centralized IVR platform which resulted in a significant increase in capacity for our IVR business allowing us to take better advantage of peak hour end-user demand for our services compared to previous periods. CRBT ("Colour Ringback Tones") revenues in 1Q07 were US$3.35 mn, up 45.6% QoQ and up 36.2% YoY. CRBT revenues made up 10.5% of our total wireless Internet service revenues in the quarter. Our CRBT business continued to increase QoQ due to Chinese New Year related and other event driven promotional activities with mobile operator partners. While CRBT revenues increased YoY due to our expanding relationship with China Mobile's centralized music platform and continued declines in the average unit price of CRBT, stimulating end-user demand. Other Wireless Internet Services Other wireless Internet service revenues were US$0.29 mn, representing a 24.4% increase QoQ. Other wireless Internet service revenues made up 0.9% of our total wireless Internet service revenues and consist primarily of revenues from Java-based mobile game download services. Historically, we included revenues from our Indiagames subsidiary as part of other wireless Internet service revenues. However, due to the re-classification of Indiagames as "held-for-sale" at the end of 2006, the associated (losses)/income of Indiagames have been separately reported as (losses)/income from discontinued operations below our (losses)/income from continuing operations. Online Advertising and Portal Online advertising revenues were US$2.66 mn in 1Q07, representing a decrease of 15.8% QoQ and decrease of 1.7% YoY. Whilst our portal remains an important business area for the Company, we continue to face competitive pressures for share of advertiser budgets allocated towards our target audience, the young and trendy demographic. In 1Q07 this was compounded by a traditional slowdown in the online advertising market due to the Chinese New Year period. New Business Opportunities TOM-SKYPE JV and TOM EachNet JV At the end of March 2007, we had over 35.5 mn registered TOM-Skype users up from over 31.5 mn at the end of January 2007. Beginning on February 1, 2007, we recognized our share of losses from the TOM EachNet JV based on the equity method of accounting. For the two months ended March 31, 2007, our 51% share of losses from the TOM EachNet JV were US$2.92 mn and has been included in share of loss on equity investment in a joint venture in the unaudited consolidated statements of operations . Proposed conditional possible privatisation of TOM Online On March 9, 2007, the respective directors of the Company and TOM Group Limited ("TOM") jointly announced that on March 3, 2007, a letter was sent by TOM to inform the Company that TOM was considering making a proposal to take the Company private by way of a scheme of arrangement ("Proposal") under Section 86 of the Cayman Islands Companies Law. On March 9, 2007, TOM requested the board of directors of TOM Online to put forward the Proposal to TOM Online's shareholders. On April 25, 2007, TOM announced that the Proposal and the transactions contemplated thereunder were approved at its extraordinary general meeting held on April 25, 2007. If the Proposal is made, a scheme document (the "Scheme Document") in relation to the Proposal and the related offers to optionholders will be sent by the Company and TOM to, among others, shareholders and optionholders of the Company. As stated in the joint announcement of the Company and TOM dated March 30, 2007, the time limit for the despatch of the Scheme Document has been extended to May 7, 2007. A joint announcement will be made by the Company and TOM in relation to the despatch of the Scheme Document. For further details of the Proposal, please see the joint announcement of the Company and TOM dated March 9, 2007, the announcement of the Company dated March 28, 2007, the joint announcement of the Company and TOM dated March 30, 2007 and the announcement of TOM dated April 11, 2007, which were posted on the website of the Growth Enterprise Market of the Stock Exchange of Hong Kong on March 12, 2007, March 28, 2007, April 2, 2007 and April 13, 2007, respectively, and filed with the U.S. Securities and Exchange Commission under Form 6K on March 12, 2007, March 29, 2007, March 30, 2007 and April 12, 2007, respectively. About TOM Online Inc. TOM Online Inc. (Nasdaq: TOMO, Hong Kong GEM: 8282) is a leading wireless Internet company in China providing value-added multimedia products and services. A premier online brand in China targeting the young and trendy demographics, the Company's primary business activities include wireless value-added services and online advertising. The company offers an array of services such as SMS, MMS, WAP, wireless IVR (interactive voice response) services, content channels, search and classified information, and free and fee-based advanced email. As at March 31, 2007, TOM Online is the only portal in China that enjoyed a top three ranking in every wireless Internet segment. FORWARD-LOOKING STATEMENTS This announcement contains statements that may be viewed as "forward-looking statements" within the meaning of Section 27A of the United States Securities Act of 1933, as amended, and Section 21E of the United States Securities Exchange Act of 1934, as amended. Such forward-looking statements are, by their nature, subject to significant risks and uncertainties that may cause the actual performance, financial condition or results of operations of the Company to be materially different from any future performance, financial condition or results of operations implied by such forward-looking statements. Such forward-looking statements include, without limitation, statements that are not historical fact relating to the financial performance and business operations of the Company in mainland China and in other markets, the continued growth of the telecommunications industry in China and in other markets, the development of the regulatory environment and the Company's latest product offerings, and the Company's ability to successfully execute its business strategies and plans. Such forward-looking statements reflect the current views of the Company with respect to future events and are not a guarantee of future performance. Actual results may differ materially from information contained in the forward-looking statements as a result of a number of factors, including, without limitation, any changes in our relationships with telecommunication operators in China and elsewhere, the effect of competition on the demand for the price of our services, changes in customer demand and usage preference for our products and services, changes in the regulatory policies by relevant government authorities, any changes in telecommunications and related technology and applications based on such technology, and changes in political, economic, legal and social conditions in China, India and other countries where the Company conducts business operations, including, without limitation, the Chinese government's policies with respect to economic growth, foreign exchange, foreign investment and entry by foreign companies into China's telecommunications market. Please also see "Item 3 - Key Information - Risk Factors" section of the Company's annual report on Form 20-F for the year ended December 31, 2005 as filed with the United States Securities and Exchange Commission. Non-GAAP financial measure To supplement the financial measures prepared in accordance with US GAAP, the Company uses Non-GAAP financial measure of EBITDA ("Earnings before Interest, Taxes, Depreciation and Amortization") which is adjusted from results based on US GAAP in analyzing its financial results. The use of Non-GAAP measure is provided to enhance the reader's overall understanding of the Company's current financial performance and its prospects for the future. Specifically, the Company believes the Non-GAAP results provide useful information to both management and investors by excluding certain items that are not expected to result in future cash payments. In calculating the EBITDA, depreciation and amortization expenses have been excluded from the Total Operating Profit. Although the Company has historically reported US GAAP results to investors, the Company believes the inclusion of Non-GAAP financial measure provides further information in its financial reporting. The Non-GAAP financial measure may be different from Non-GAAP financial measure used by other companies, and should be considered in addition to results prepared in accordance with US GAAP, but should not be considered a substitute for or superior to US GAAP measure. CONSOLIDATED BALANCE SHEETS Audited Unaudited December 31, March 31, 2006 2007 (in thousands of U.S. dollars) Assets Current Assets: Cash and cash equivalents 110,993 118,236 Short-term bank deposits 25,613 25,860 Accounts receivable, net 23,473 22,148 Restricted cash 300 300 Prepayments 4,754 4,138 Deposits and other receivables 2,616 3,552 Due from related parties 170 613 Inventories 65 68 Assets held for sale 12,192 12,118 Total current assets 180,176 187,033 Restricted securities 97,729 98,213 Investment under cost method 1,588 1,603 Long-term prepayments and deposits 333 336 Property and equipment, net 15,360 13,759 Deferred tax assets 673 680 Goodwill, net 214,791 216,859 Intangibles, net 2,949 2,612 Total assets 513,599 521,095 CONSOLIDATED BALANCE SHEETS (continued) Audited Unaudited December 31, March 31, 2006 2007 (in thousands of U.S. dollars) Liabilities and shareholders' equity Current liabilities: Accounts payable 9,365 7,602 Other payables and accruals 14,679 16,275 Income tax payable 432 679 Deferred revenues 328 584 Consideration payable 12,037 12,153 Short-term bank loan 35,340 35,340 Due to related parties 204 282 Equity investment in a joint venture -- 2,670 Liabilities held for sale 1,131 1,317 Total current liabilities 73,516 76,902 Non-current liabilities: Secured bank loan 55,271 55,271 Liabilities for unrecognized tax benefits -- 1,386 Deferred tax liabilities 152 153 Total liabilities 128,939 133,712 Minority interests 878 864 Minority interests of a subsidiary held for sale 2,324 2,150 132,141 136,726 Shareholders' equity: Share capital (ordinary share, US$0.001282 par value, 10,000,000,000 shares authorized, 4,259,654,528 and 4,259,654,528 shares issued and outstanding as at December 31, 2006 and March 31, 2007 respectively) 5,461 5,461 Paid-in capital 322,459 323,068 Statutory reserves 11,535 11,535 Accumulated other comprehensive income 10,645 14,175 Retained earnings 31,358 30,130 Total shareholders' equity 381,458 384,369 Total liabilities, minority interests and shareholders' equity 513,599 521,095 UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS Three months ended March 31, 2006 2007 (Restated)** (in thousands of U.S. dollars, except for number of shares and per share data) Revenues: Wireless Internet services 44,413 31,818 Online advertising 2,702 2,657 Others 384 663 Total revenues 47,499 35,138 Cost of revenues: Cost of services* (27,840) (26,558) Total cost of revenues (27,840) (26,558) Gross profit 19,659 8,580 Operating expenses: Selling and marketing expenses* (1,214) (555) General and administrative expenses* (7,009) (4,659) Product development expenses* (454) (260) Amortization of intangibles (113) (364) Total operating expenses (8,790) (5,838) Operating profit 10,869 2,742 Other income/(loss): Net interest income 443 399 Exchange gain 918 586 Share of loss on equity investment in a joint venture -- (2,923) Income from continuing operations before tax 12,230 804 Income tax expenses (6) (302) Income from continuing operations after tax 12,224 502 Minority interests 6 23 Income from continuing operations 12,230 525 Loss from discontinued operations, net of income tax (95) (380) Net income attributable to shareholders 12,135 145 UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS (continued) Three months ended March 31, 2006 2007 (Restated)** (in thousands of U.S. dollars, except for number of shares and per share data) Earnings/(Losses) per ordinary share - basic (cents): Continuing operations 0.290 0.012 Discontinued operations -- (0.009) Total earnings per ordinary share - basic 0.290 0.003 Earnings/(Losses) per ordinary share - diluted (cents): Continuing operations 0.280 0.012 Discontinued operations -- (0.009) Total earnings per ordinary share - diluted 0.280 0.003 Earnings/(Losses) per American Depositary Share - basic (cents): Continuing operations 23.1 1.0 Discontinued operations (0.2) (0.7) Total earnings per American Depositary Share - basic 22.9 0.3 Earnings/(Losses) per American Depositary Share - diluted (cents): Continuing operations 22.8 1.0 Discontinued operations (0.2) (0.7) Total earnings per American Depositary Share - diluted 22.6 0.3 Weighted average number of shares used in computing Earnings/(Losses) Per Share: Ordinary share - basic 4,240,608,912 4,259,654,528 Ordinary share - diluted 4,291,046,914 4,260,424,095 American Depositary Share - basic 53,007,611 53,245,682 American Depositary Share - diluted 53,638,086 53,255,301 * Included share-based compensation expense under SFAS 123R Cost of services 24 19 Selling and marketing expenses 1 1 General and administrative expenses 745 411 Product development expenses 8 7 **Figures in 2006 were restated as the results of Indiagames were separately presented under "Discontinued Operations". UNAUDITED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY Number of Share Paid-in Statutory shares capital capital reserves (in thousands of U.S. dollars except for number of shares) Balance as of January 1, 2006 4,224,532,105 5,416 312,643 11,396 Issuance of shares on exercise of employee share options 22,599,611 29 4,317 -- Share-based compensation -- -- 778 -- Unrealized loss on securities -- -- -- -- Currency translation adjustments -- -- -- -- Net income for the period -- -- -- -- Balance as of March 31, 2006 4,247,131,716 5,445 317,738 11,396 Balance as of January 1, 2007 4,259,654,528 5,461 322,459 11,535 Effect of adoption of FIN 48 -- -- -- -- Balance as of January 1, 2007, as restated 4,259,654,528 5,461 322,459 11,535 Share-based compensation -- -- 609 -- Unrealized gain on securities -- -- -- -- Currency translation adjustments -- -- -- -- Net income for the period -- -- -- -- Balance as of March 31, 2007 4,259,654,528 5,461 323,068 11,535 UNAUDITED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY Accumulated other Retained Total comprehensive earnings shareholders' (losses)/income equity Balance as of January 1, 2006 (3,187) 2,842 329,110 Issuance of shares on exercise of employee share options -- -- 4,346 Share-based compensation -- -- 778 Unrealized loss on securities (907) -- (907) Currency translation adjustments 6,187 -- 6,187 Net income for the period -- 12,135 12,135 Balance as of March 31, 2006 2,093 14,977 351,649 Balance as of January 1, 2007 10,645 31,358 381,458 Effect of adoption of FIN 48 -- (1,373) (1,373) Balance as of January 1, 2007, as restated 10,645 29,985 380,085 Share-based compensation -- -- 609 Unrealized gain on securities 580 -- 580 Currency translation adjustments 2,950 -- 2,950 Net income for the period -- 145 145 Balance as of March 31, 2007 14,175 30,130 384,369 UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS Three months ended March 31, 2006 2007 (in thousands of U.S. dollars) Cash flow from operating activities: Net income 12,135 145 Adjustments to reconcile net income to net cash provided by operating activities: Amortization of intangibles 181 364 Amortization of premium on debt securities 94 97 Allowance for doubtful accounts 159 155 Depreciation 2,092 2,286 Deferred income tax -- 16 Minority interests (21) (250) Exchange gain, net (918) (550) Loss on disposal of property and equipment 2 -- Share-based compensation expense 778 438 Share of loss on equity investment in a joint venture -- 2,923 Change in assets and liabilities, net of effects from acquisitions: Accounts receivable (1,480) 1,940 Prepayments 456 470 Deposits and other receivables (493) (766) Due from related parties (4) (443) Inventories (9) (3) Accounts payable 172 (30) Other payables and accruals 1,196 1,479 Income tax payable (246) 133 Deferred revenues 12 252 Due to related parties 199 79 Net cash provided by operating activities 14,305 8,735 Cash flow from investing activities: Payments for purchase of property and equipment (1,740) (2,298) Cash paid for short-term bank deposits (736) -- Cash received from short-term bank deposits -- 602 Net cash used in acquisitions of subsidiaries (17,952) -- Contribution of services to joint venture -- (87) Net cash used in investing activities (20,428) (1,783) Cash flow from financing activities: Issuance of ordinary shares including from the exercise of shares options, net of issuing expenses 4,346 -- Partial repayment of bank loan (347) -- Net cash provided by financing activities 3,999 -- Net (decrease)/increase in cash and cash equivalents (2,124) 6,952 Cash and cash equivalents, beginning of period 99,869 111,366 Foreign currency translation 544 795 Cash and cash equivalents, end of period 98,289 119,113 Representing: Cash and cash equivalents in discontinued operations, end of the period 1,096 877 Cash and cash equivalents in continuing operations, end of the period 97,193 118,236 Supplemental disclosures of cash flow information Cash (paid)/received during the period: Cash paid for income taxes (186) (110) Interest received from bank deposit and debt securities 1,049 1,045 Interest paid for loans due to parent company and bank loans (285) (1,290) Non-cash activities: Contribution of services to joint venture -- (171) The Non-GAAP financial measure has been reconciled to the nearest US GAAP measure as follows: Three months ended March 31, 2006 2007 (in thousands of U.S. dollars) Operating profit/(loss): Continuing operations 10,869 2,742 Discontinued operations (221) (651) Total operating profit 10,648 2,091 Add back: Depreciation 2,092 2,286 Amortization of intangibles and others 181 364 EBITDA 12,921 4,741 Appendix: 1. TOM EachNet Joint Venture Pursuant to a joint venture deed signed between the Company and eBay International AG ("eBay") on December 20, 2006, a joint venture, TOM EachNet, has been formed on February 1, 2007 to carry on the business of owning and operating a mobile and Internet-based marketplace in China. TOM EachNet is jointly controlled and owned by the Company and eBay with each owing 51% and 49% interest respectively. eBay provided an initial funding of US$40,000,000 cash to TOM EachNet and the Company will provide a shareholder's loan in the amount of US$20,000,000, bearing interest at 1.3% over London Inter-Bank Offered Rate, to TOM EachNet when the remaining cash balance of TOM EachNet is only enough to finance no more than six months of its operation. If the funding from eBay and the shareholder's loan from the Company have been fully utilized, additional funding in the form of shareholders' loans of not exceeding US$10,000,000 will be provided by the Company and eBay in equal proportions if additional funding is required by TOM EachNet and as mutually agreed by eBay and the Company. In addition, eBay injected its subsidiary engaging in the business of operating an online auction and marketplace site in China to TOM EachNet while the Company contributes its expertise in the Internet and mobile industries in China and its leadership and management services to TOM EachNet. The Company accounts for this joint venture using the equity method of accounting since February 1, 2007. As of March 31, 2007, the Company had a negative investment in TOM EachNet of US$2,670,000, representing its investment cost of US$258,000, being contribution of services to TOM EachNet by the Company and was capitalized upon provision of the services to TOM EachNet, less the Company's share of TOM EachNet's losses for the two months ended March 31, 2007 of US$2,923,000 and currency translation adjustment of US$5,000. As the Company has a commitment to fund TOM EachNet as disclosed above, such amount is classified as current liability in the consolidated balance sheet. 2. Discontinued operations In December 2006, the Company committed to a plan which was approved by the Company's Board of Directors on December 29, 2006 to sell substantially all its equity interests in Indiagames in order to focus on the China market and initiated actions to locate a buyer. As a result, the assets and liabilities of Indiagames were classified as held for sale and presented separately in the asset and liability sections, respectively, of the audited consolidated balance sheet as at December 31, 2006 and the unaudited consolidated balance sheet as at March 31, 2007. The results of its operation were also separately presented on the face of the unaudited consolidated statements of operations under "Discontinued Operations" for the three months ended March 31, 2006 and 2007. On March 5, 2007, the Company signed a binding term sheet with a potential buyer of the disposal of Indiagames and the definitive agreement was still under preparation as at March 31, 2007. The major classes of assets and liabilities classified as held for sale were as follows: Audited Unaudited December 31, 2006 March 31, 2007 (in thousands of U.S. dollars) Cash and cash equivalents 373 877 Short-term bank deposits 2,592 2,059 Account receivable, net 2,067 1,571 Other current assets 1,856 2,049 Goodwill, net 4,754 4,967 Other non-current assets 550 595 Assets held for sale 12,192 12,118 Accounts payable 104 214 Other payable and accruals 1,027 1,103 Liabilities held for sale 1,131 1,317 Minority shareholders' interest in Indiagames amounting to US$2,324,000 and US$2,150,000 were reported separately in the Group's audited/(unaudited) consolidated balance sheets as at December 31, 2006 and March 31, 2007 respectively. The unaudited results and cash flow information for Indiagames during the three months ended March 31, 2006 and 2007 were as follows: Three months ended March 31, 2006 2007 (in thousands of U.S. dollars) Revenues 1,080 550 Operating expenses (1,301) (1,201) Operating loss (221) (651) Other income 45 -- Loss before tax (176) (651) Income tax credit 66 44 Loss after tax (110) (607) Minority interest 15 227 Loss from discontinued operations (95) (380) Three months ended March 31, 2006 2007 (in thousands of U.S. dollars) Net cash provided by operating activities 708 38 Net cash (used)/provided in investing activities (765) 555 Net cash provided in financing activities -- -- Net (decrease)/increase in cash and cash equivalents (57) 593 Cash and cash equivalents, beginning of period 1,135 373 Foreign currency translation 18 (89) Cash and cash equivalents, end of period 1,096 877 3. Earnings/(Losses) per share (a) Basic earnings/(losses) per share The calculation of basic earnings/(losses) per share for the three months ended March 31, 2007, is based on: -- the unaudited consolidated income from continuing operations, loss from discontinued operations and net income attributable to shareholders of US$525,000, US$380,000 and US$145,000 respectively (2006: US$12,230,000 of unaudited consolidated income from continuing operations, US$95,000 of loss from discontinued operations, and US$12,135,000 of net income attributable to shareholders, respectively); and -- the weighted average number of 4,259,654,528 (2006: 4,240,608,912) ordinary shares outstanding during the period and 53,245,682 (2006: 53,007,611) American Depositary Shares ("ADS") outstanding during the period. (b) Diluted earnings/(losses) per share The calculation of diluted earnings/(losses) per share for the three months ended March 31, 2007, is based on: -- the same data in Appendix 3(a); and -- the weighted average number of 4,260,424,095 (2006: 4,291,046,914) ordinary shares, after adjusting for the effects of all dilutive potential shares during the period and 53,255,301 (2006: 53,638,086) ADS outstanding during the period. For the three months ended March 31, 2007, the weighted average number of 181,145,569 stock options outstanding were excluded from the computation of diluted losses per share primarily because the exercise prices of the options were greater than the average market price of the ordinary shares making such options anti dilutive. For more information, please contact: Rico Ngai Investor and Corporate Communications TOM Online Inc. Tel: +86-10-6528-3399 x6940 Mobile: +86-139-118-95354 Skype: ricoinrio
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