UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of May 2014
Commission File Number: 001-34862
SOUFUN HOLDINGS LIMITED
(Exact name of registrant as specified in its charter)
F9M, Building 5, Zone 4, Hanwei International Plaza
No. 186 South 4th Ring Road
Fengtai District, Beijing 100070
The People’s Republic of China
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
Unless we otherwise specify, when used in this Form 6-K the terms “SouFun,” “we” and “our” refer to SouFun Holdings Limited and its subsidiaries and consolidated controlled entities.
This Form 6-K contains our unaudited financial results as of and for the three months ended March 31, 2014 and a discussion of these results, which we previously publicly released on May 7, 2014.
This Form 6-K, excluding Exhibit 99.1, is hereby incorporated by reference into our Registration Statement on Form F-3 (Registration No. 333-181407).
First Quarter 2014 Results
Revenues
SouFun reported total revenue of $121.2 million in the first quarter of 2014, representing an increase of 33.2% from the corresponding period in 2013, primarily driven by the growth in listing services and marketing services.
Revenue from marketing services was $47.0 million in the first quarter of 2014, an increase of 31.2% from $35.8 million in the corresponding period in 2013, primarily due to more overall advertising spending by developers during the quarter.
Revenue from e-commerce services was $29.4 million in the first quarter of 2014, an 11.6% increase from $26.4 million in the same period in 2013.
Revenue from listing services was $42.1 million in the first quarter of 2014, an increase of 57.1% from $26.8 million for the corresponding period in 2013, primarily due to increased paying agent subscribers.
Revenue from other value-added services was $2.7 million in the first quarter of 2014, an increase of 32.3% from $2.0 million in the corresponding period in 2013.
Cost of Revenue
Cost of revenue was $24.9 million in the first quarter of 2014, an increase of 24.3% from $20.0 million in the corresponding period in 2013. The increase in cost of revenue was mainly driven by the increase in taxes and surcharges and staff cost.
Gross margin was 79.5% in the first quarter of 2014, compared to 78.0% in the corresponding period in 2013.
Operating Expenses
Operating expenses were $46.9 million in the first quarter of 2014, an increase of 38.6% from $33.8 million for the corresponding period in 2013.
Selling expenses were $27.5 million in the first quarter of 2014, an increase of 47.0% from $18.7 million in the corresponding period in 2013, primarily due to increased staff cost and advertising and promotional expenses.
General and administrative expenses were $19.3 million in the first quarter of 2014, an increase of 28.3% from $15.1 million in the corresponding period in 2013, primarily due to increased staff cost.
2
Operating Income
Operating income was $49.5 million in the first quarter of 2014, an increase of 33.1% from $37.2 million in the corresponding period in 2013.
Income Tax Expenses
Income tax expense was $15.2 million in the first quarter of 2014, a 30.7% increase compared to $11.6 million for the corresponding period in 2013, which was due to the increase in income before taxes, partially offset by certain subsidiaries being subject to a lower dividend-related withholding tax rate compared to the corresponding period in 2013.
Net Income and EPS
Net income attributable to SouFun’s shareholders was $41.5 million in the first quarter of 2014, a 46.2% increase from $28.4 million in the corresponding period in 2013. Fully diluted earnings per ADS were $0.10 in the first quarter of 2014, an increase of 42.9% from $0.07 in the corresponding period in 2013.
Cash
As of March 31, 2014, SouFun had cash, cash equivalents, and short-term investments of $943.7 million, compared to $591.1 million as of December 31, 2013. Cash flow from operating activities was $118.2 million in the first quarter of 2014, a 97.7% increase from $59.8 million in the same period in 2013.
3
SouFun Holdings Limited
Condensed Consolidated Balance Sheet
(in U.S. dollars in thousands)
| March 31, 2014 |
December 31, 2013 |
|||||||
| (Unaudited) | (Audited) | |||||||
| ASSETS |
||||||||
| Current assets: |
||||||||
| Cash and cash equivalents |
287,613 | 581,010 | ||||||
| Restricted cash, current |
— | 255,917 | ||||||
| Short-term investments |
656,069 | 10,138 | ||||||
| Accounts receivable, net |
46,098 | 44,541 | ||||||
| Funds receivable |
12,600 | 37,124 | ||||||
| Prepayment and other current assets |
21,054 | 31,758 | ||||||
| Deferred tax assets, current |
3,220 | 3,165 | ||||||
|
|
|
|
|
|||||
| Total current assets |
1,026,654 | 963,653 | ||||||
|
|
|
|
|
|||||
| Non-current assets: |
||||||||
| Property and equipment, net |
218,466 | 221,442 | ||||||
| Restricted cash, non-current |
206,367 | 257,499 | ||||||
| Deferred tax assets, non current |
1,641 | 1,728 | ||||||
| Deposit for non-current assets |
37,797 | 38,140 | ||||||
| Long-term investments |
33,159 | — | ||||||
| Other non-current assets |
23,894 | 22,627 | ||||||
|
|
|
|
|
|||||
| Total non-current assets |
521,324 | 541,436 | ||||||
|
|
|
|
|
|||||
| Total assets |
1,547,978 | 1,505,089 | ||||||
|
|
|
|
|
|||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY |
||||||||
| Current liabilities: |
||||||||
| Short-term loans |
— | 90,000 | ||||||
| Deferred revenue |
138,631 | 115,043 | ||||||
| Accrued expenses and other liabilities |
141,012 | 143,292 | ||||||
| Income tax payable |
52,815 | 43,688 | ||||||
| Customers’ refundable fees |
64,545 | 53,066 | ||||||
| Amounts due to a related party |
687 | 537 | ||||||
|
|
|
|
|
|||||
| Total current liabilities |
397,690 | 445,626 | ||||||
|
|
|
|
|
|||||
| Non-current liabilities: |
||||||||
| Long-term loans |
180,750 | 180,750 | ||||||
| Convertible senior notes |
400,000 | 350,000 | ||||||
| Deferred tax liabilities, non-current |
89,035 | 84,767 | ||||||
| Other non-current liabilities |
475 | 479 | ||||||
|
|
|
|
|
|||||
| Total non-current liabilities |
670,260 | 615,996 | ||||||
|
|
|
|
|
|||||
| Total Liabilities |
1,067,950 | 1,061,622 | ||||||
|
|
|
|
|
|||||
| Shareholders’ equity: |
||||||||
| Class A ordinary shares, par value Hong Kong Dollar (“HK$”) 1 per share, 600,000,000 shares authorized for Class A and Class B in aggregate, and 57,568,424 shares and 57,440,895 shares issued and outstanding as at March 31, 2014 and December 31, 2013, respectively |
7,392 | 7,376 | ||||||
| Class B ordinary shares, par value HK$1 per share, 600,000,000 shares authorized for Class A and Class B in aggregate, and 24,336,650 shares and 24,336,650 shares issued and outstanding as at March 31, 2014 and December 31, 2013 , respectively |
3,124 | 3,124 | ||||||
| Additional paid-in capital |
91,928 | 89,071 | ||||||
| Accumulated other comprehensive income |
35,547 | 43,381 | ||||||
| Retained earnings |
342,037 | 300,515 | ||||||
|
|
|
|
|
|||||
| Total SouFun Holdings Limited shareholders’ equity |
480,028 | 443,467 | ||||||
| Noncontrolling interests |
— | — | ||||||
|
|
|
|
|
|||||
| Total shareholders’ equity |
480,028 | 443,467 | ||||||
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY |
1,547,978 | 1,505,089 | ||||||
|
|
|
|
|
|||||
4
SouFun Holdings Limited
Condensed Consolidated Statements of Comprehensive Income
(in thousands of U.S. dollars, except share data and per share data)
| Three months ended | ||||||||
| March 31, 2014 (Unaudited) |
March 31, 2013 (Unaudited) |
|||||||
| Revenues: |
||||||||
| Marketing services |
46,983 | 35,813 | ||||||
| E-commerce services |
29,415 | 26,363 | ||||||
| Listing services |
42,145 | 26,834 | ||||||
| Other value-added services |
2,678 | 2,024 | ||||||
|
|
|
|
|
|||||
| Total revenues |
121,221 | 91,034 | ||||||
| Cost of Revenues: |
||||||||
| Cost of services |
(24,905 | ) | (20,030 | ) | ||||
|
|
|
|
|
|||||
| Total Cost of Revenues |
(24,905 | ) | (20,030 | ) | ||||
| Gross Profit |
96,316 | 71,004 | ||||||
| Operating expenses and income: |
||||||||
| Selling expenses |
(27,534 | ) | (18,732 | ) | ||||
| General and administrative expenses |
(19,316 | ) | (15,060 | ) | ||||
| Other income |
53 | — | ||||||
| Operating Income |
49,519 | 37,212 | ||||||
| Foreign exchange loss |
(12 | ) | — | |||||
| Interest income |
11,344 | 5,678 | ||||||
| Interest expense |
(5,094 | ) | (3,337 | ) | ||||
| Government grants |
966 | 422 | ||||||
| Gain on bargain purchase |
— | 102 | ||||||
|
|
|
|
|
|||||
| Income before income taxes and noncontrolling interests |
56,723 | 40,077 | ||||||
| Income tax expenses |
||||||||
| Income tax expense |
(15,201 | ) | (11,633 | ) | ||||
|
|
|
|
|
|||||
| Net income |
41,522 | 28,444 | ||||||
| Net income attributable to noncontrolling interests |
— | 35 | ||||||
|
|
|
|
|
|||||
| Net income attributable to SouFun Holdings Limited shareholders |
41,522 | 28,409 | ||||||
| Other comprehensive income, net of tax |
||||||||
| Foreign currency translation adjustments |
(7,834 | ) | 1,368 | |||||
| Unrealized gain on available-for-sale security |
— | 78 | ||||||
|
|
|
|
|
|||||
| Total other comprehensive income, net of tax |
(7,834 | ) | 1,446 | |||||
|
|
|
|
|
|||||
| Comprehensive income |
33,688 | 29,890 | ||||||
|
|
|
|
|
|||||
| Earnings per share for Class A and Class B ordinary shares |
||||||||
| Basic |
0.51 | 0.36 | ||||||
|
|
|
|
|
|||||
| Diluted |
0.48 | 0.34 | ||||||
|
|
|
|
|
|||||
| Earnings per ADS |
||||||||
| Basic |
0.10 | 0.07 | ||||||
| Diluted |
0.10 | 0.07 | ||||||
| Weighted average number of Class A and Class B ordinary shares outstanding: |
||||||||
| Basic |
81,852,230 | 77,898,531 | ||||||
| Diluted |
92,606,216 | 83,308,983 | ||||||
| Weighted average number of ADSs outstanding: |
||||||||
| Basic |
409,261,150 | 389,492,655 | ||||||
|
|
|
|
|
|||||
| Diluted |
463,031,080 | 416,544,915 | ||||||
|
|
|
|
|
|||||
5
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| SOUFUN HOLDINGS LIMITED | ||
| By: |
/s/ Vincent Tianquan Mo | |
| Name: |
Vincent Tianquan Mo | |
| Title: |
Executive Chairman | |
Date: May 30, 2014
6
Exhibit Index
Exhibit 99.1 — Press Release
7
Exhibit 99.1
SouFun Announces First Quarter 2014 Results
BEIJING, China, May 7, 2014–SouFun Holdings Limited (NYSE: SFUN) (“SouFun”), the leading real estate Internet portal in China, announced today its unaudited financial results for the first quarter ended March 31, 2014.
First Quarter 2014 Highlights
| • | Revenue in the first quarter of 2014 was $121.2 million, a 33.2% increase from the corresponding period in 2013. |
| • | Operating income in the first quarter of 2014 was $49.5 million, a 33.1% increase from the corresponding period in 2013. Non-GAAP operating income in the first quarter of 2014 was $51.0 million, a 31.0% increase from the corresponding period in 2013. |
| • | Net income attributable to SouFun’s shareholders was $41.5 million, representing a year-over-year increase of 46.2%. Fully diluted earnings per ADS were $0.10, an increase of 42.9% from the corresponding period in 2013. |
| • | Non-GAAP net income attributable to SouFun’s shareholders was $47.8 million, representing a year-over-year increase of 44.0%. Non-GAAP fully diluted earnings per ADS were $0.11, an increase of 37.5% from the corresponding period in 2013. |
“We are delighted to report our 14th consecutive above guidance quarter since SouFun was publicly listed, even under China’s volatile real estate market condition.” said Vincent Mo, Executive Chairman of SouFun. “Our solid fundamentals with strong brand, effective website platform, and fast growing mobile platform, supported our continued growth. We will continue to explore new lines of businesses by investing in technologies and product development and working with strategic partners for SouFun’s long term growth story.”
First Quarter 2014 Results
Revenues
SouFun reported total revenue of $121.2 million in the first quarter of 2014, representing an increase of 33.2% from the corresponding period in 2013, primarily driven by the growth in listing services and marketing services.
Revenue from marketing services was $47.0 million in the first quarter of 2014, an increase of 31.2% from $35.8 million in the corresponding period in 2013, primarily due to more overall advertising spending by developers during the quarter.
Revenue from e-commerce services was $29.4 million in the first quarter of 2014, an 11.6% increase from $26.4 million in the same period in 2013.
1
Revenue from listing services was $42.1 million in the first quarter of 2014, an increase of 57.1% from $26.8 million for the corresponding period in 2013, primarily due to increased paying agent subscribers.
Revenue from other value-added services was $2.7 million in the first quarter of 2014, an increase of 32.3% from $2.0 million in the corresponding period in 2013.
Cost of Revenue
Cost of revenue was $24.9 million in the first quarter of 2014, an increase of 24.3% from $20.0 million in the corresponding period in 2013. The increase in cost of revenue was mainly driven by the increase in taxes and surcharges and staff cost
Gross margin was 79.5% in the first quarter of 2014, compared to 78.0% in the corresponding period in 2013.
Operating Expenses
Operating expenses were $46.9 million in the first quarter of 2014, an increase of 38.6% from $33.8 million for the corresponding period in 2013.
Selling expenses were $27.5 million in the first quarter of 2014, an increase of 47.0% from $18.7 million in the corresponding period in 2013, primarily due to increased staff cost and advertising and promotional expenses.
General and administrative expenses were $19.3 million in the first quarter of 2014, an increase of 28.3% from $15.1 million in the corresponding period in 2013, primarily due to increased staff cost.
Operating Income
Operating income was $49.5 million in the first quarter of 2014, an increase of 33.1% from $37.2 million in the corresponding period in 2013.
Income Tax Expenses
Income tax expense was $15.2 million in the first quarter of 2014, a 30.7% increase compared to $11.6 million for the corresponding period in 2013 was due to increase in income before taxes partially offset by certain subsidiaries being subject to a lower dividend-related withholding tax rate compared to the corresponding period in 2013.
Net Income and EPS
Net income attributable to SouFun’s shareholders was $41.5 million in the first quarter of 2014, a 46.2% increase from $28.4 million in the corresponding period in 2013. Fully diluted earnings per ADS were $0.10 in the first quarter of 2014, an increase of 42.9% from $0.07 in the corresponding period in 2013.
2
Adjusted EBITDA
Adjusted EBITDA, defined as non-GAAP net income before income taxes, interest expenses, interest income, depreciation and amortization, was $54.8 million in the first quarter of 2014, an increase of 34.0% as compared to $40.9 million in the corresponding period in 2013.
Cash
As of March 31, 2014, SouFun had cash, cash equivalents, and short-term investments of $943.7 million, compared to $591.1 million as of December 31, 2013. Cash flow from operating activities was $118.2 million in the first quarter of 2014, a 97.7% increase from $59.8 million in the same period in 2013.
Business Outlook
SouFun estimates its total revenue for 2014 will be between $780.0 million and $796.0 million, representing a year-on-year increase of 22.5% to 25%. This forecast reflects SouFun’s current and preliminary view, which is subject to change.
3
Conference Call Information
SouFun’s management team will host a conference call on the same day at 8:00 AM U.S. EST (8:00 PM Beijing / Hong Kong time). The dial-in details for the live conference call are:
The dial-in details for the live conference call are:
| International Toll: | +65 6723-9381 | |||
| Local Toll: | ||||
| United States | +1 866-519-4004/+1 845-675-0437 | |||
| Hong Kong | +852 800-930-346/+852 2475-0994 | |||
| Mainland China | +86 400-620-8038 / +86 800-819-0121 | |||
| Conference ID number: | 3248 5154 | |||
A telephone replay of the call will be available after the conclusion of the conference call from 11:00 PM U.S. EDT on May 7 through 11:59 PM May 14, 2014. The dial-in details for the telephone replay are:
| International Toll: | +61 2-8199-0299 | |
| Toll-Free: | ||
| United States | +1 855-452-5696 / +1 646-254-3697 | |
| Hong Kong | +852 800-963-117 / +852 3051-2780 | |
| Mainland China | +86 400-602-2065 / +86 800-870-0206 | |
| Conference ID number: | 3248 5154 | |
A live and archived webcast of the conference call will be available on SouFun’s website at http://ir.soufun.com.
About SouFun
SouFun operates the leading real estate Internet portal in China in terms of the number of page views and visitors to its websites in 2013, according to DCCI, an independent market research institution commissioned by us. Through our websites, we provide marketing, e-commerce, listing and other value-added services for China’s fast-growing real estate and home furnishing and improvement sectors. Our user-friendly websites support active online communities and networks of users seeking information on, and other value-added services for, the real estate and home-related sectors in China. SouFun currently maintains about 100 offices to focus on local market needs and its website and database contains real estate related content covering more than 330 cities in China. For more information about SouFun, please visit http://ir.soufun.com.
4
Safe Harbor Statements
This announcement contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking 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,” “is expected to,” “anticipates,” “aim,” “future,” “intends,” “plans,” “believes,” “are likely to,” “estimates,” “may,” “should” and similar expressions. Statements that are not historical facts, including statements about SouFun’s beliefs and expectations, including but not limited to revenue guidance, growth prospects and the introduction and success of new products and services and new lines of business, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of important factors could cause actual results to differ materially from those contained in any forward-looking statement. Potential risks and uncertainties include, but are not limited to, SouFun’s limited operating history, the timing and success of new products and services and any new lines of business, regulatory requirements over the real estate sector in China and for existing and new products and services and any new lines of business, changes in and growth rates for the Chinese and global economies, measures taken or to be taken by the Chinese government to control real estate growth and prices and other events which could occur in the future and impact the Company’s business.
Further information regarding these and other risks and uncertainties is included in SouFun’s annual report on form 20-F and other documents filed with the U.S. Securities and Exchange Commission. SouFun does not assume any obligation to update any forward-looking statements in this release and elsewhere, which apply only as of the date of this press release.
About Non-GAAP Financial Measures
To supplement SouFun’s consolidated financial results presented in accordance with United States Generally Accepted Accounting Principles (“GAAP”), SouFun uses in this press release the following measures defined as non-GAAP financial measures by the United States Securities and Exchange Commission: (1) operating income, (2) net income, (3) basic and diluted earnings per ordinary share and ADS and (4) adjusted EBITDA. The presentation of the non-GAAP financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. For more information on these non-GAAP financial measures, please see the table captioned “Reconciliation of GAAP and non-GAAP Results” set forth at the end of this press release.
SouFun believes that these non-GAAP financial measures provide meaningful supplemental information to investors regarding its operating performance by excluding share-based compensation expenses and the related tax effects, as well as realized gain on available-for-sale security for the three months ended June 30, 2013, which (1) may not be indicative of SouFun’s recurring core business operating results or (2) are not expected to result in future cash payments. These non-GAAP financial measures also facilitate management’s internal comparisons to SouFun’s historical performance and assist its financial and operational decision making. A limitation of using these non-GAAP financial measures is that share-based compensation has been and will continue to be a significant recurring expense that will continue to exist in SouFun’s business for the foreseeable future. Management compensates for these limitations by providing specific information regarding the GAAP amounts excluded from each non-GAAP measure. The accompanying tables have more details on the reconciliation between non-GAAP financial measures and their most directly comparable GAAP financial measures.
5
For investor and media inquiries, please contact:
Mr. Hong Zhao
Vice President - Finance
SouFun Holdings Limited
Phone: +86-10-5631-8707
Email: hongzhao@soufun.com
Or
Ms. Yiwen Zhang
Investor Relations Manager
SouFun Holdings Limited
Phone: +86-10-5631 8659
E-mail: zhangyiwen@soufun.com
6
SouFun Holdings Limited
Condensed Consolidated Balance Sheet
(in U.S. dollars in thousands)
| March 31, 2014 |
December 31, 2013 |
|||||||
| (Unaudited) | (Audited) | |||||||
| ASSETS | ||||||||
| Current assets: |
||||||||
| Cash and cash equivalents |
287,613 | 581,010 | ||||||
| Restricted cash, current |
— | 255,917 | ||||||
| Short-term investments |
656,069 | 10,138 | ||||||
| Accounts receivable, net |
46,098 | 44,541 | ||||||
| Funds receivable |
12,600 | 37,124 | ||||||
| Prepayment and other current assets |
21,054 | 31,758 | ||||||
| Deferred tax assets, current |
3,220 | 3,165 | ||||||
|
|
|
|
|
|||||
| Total current assets |
1,026,654 | 963,653 | ||||||
|
|
|
|
|
|||||
| Non-current assets: |
||||||||
| Property and equipment, net |
218,466 | 221,442 | ||||||
| Restricted cash, non-current |
206,367 | 257,499 | ||||||
| Deferred tax assets, non current |
1,641 | 1,728 | ||||||
| Deposit for non-current assets |
37,797 | 38,140 | ||||||
| Long-term investments |
33,159 | — | ||||||
| Other non-current assets |
23,894 | 22,627 | ||||||
|
|
|
|
|
|||||
| Total non-current assets |
521,324 | 541,436 | ||||||
|
|
|
|
|
|||||
| Total assets |
1,547,978 | 1,505,089 | ||||||
|
|
|
|
|
|||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY |
||||||||
| Current liabilities: |
||||||||
| Short-term loans |
— | 90,000 | ||||||
| Deferred revenue |
138,631 | 115,043 | ||||||
| Accrued expenses and other liabilities |
141,012 | 143,292 | ||||||
| Income tax payable |
52,815 | 43,688 | ||||||
| Customers’ refundable fees |
64,545 | 53,066 | ||||||
| Amounts due to a related party |
687 | 537 | ||||||
|
|
|
|
|
|||||
| Total current liabilities |
397,690 | 445,626 | ||||||
|
|
|
|
|
|||||
| Non-current liabilities: |
||||||||
| Long-term loans |
180,750 | 180,750 | ||||||
| Convertible senior notes |
400,000 | 350,000 | ||||||
| Deferred tax liabilities, non-current |
89,035 | 84,767 | ||||||
| Other non-current liabilities |
475 | 479 | ||||||
|
|
|
|
|
|||||
| Total non-current liabilities |
670,260 | 615,996 | ||||||
|
|
|
|
|
|||||
| Total Liabilities |
1,067,950 | 1,061,622 | ||||||
|
|
|
|
|
|||||
| Shareholders’ equity: |
||||||||
| Class A ordinary shares, par value Hong Kong Dollar (“HK$”) 1 per share, 600,000,000 shares authorized for Class A and Class B in aggregate, and 57,568,424 shares and 57,440,895 shares issued and outstanding as at March 31, 2014 and December 31, 2013, respectively |
7,392 | 7,376 | ||||||
| Class B ordinary shares, par value HK$1 per share, 600,000,000 shares authorized for Class A and Class B in aggregate, and 24,336,650 shares and 24,336,650 shares issued and outstanding as at March 31, 2014 and December 31, 2013 , respectively |
3,124 | 3,124 | ||||||
| Additional paid-in capital |
91,928 | 89,071 | ||||||
| Accumulated other comprehensive income |
35,547 | 43,381 | ||||||
| Retained earnings |
342,037 | 300,515 | ||||||
|
|
|
|
|
|||||
| Total SouFun Holdings Limited shareholders’ equity |
480,028 | 443,467 | ||||||
| Noncontrolling interests |
— | — | ||||||
|
|
|
|
|
|||||
| Total shareholders’ equity |
480,028 | 443,467 | ||||||
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY |
1,547,978 | 1,505,089 | ||||||
|
|
|
|
|
|||||
7
SouFun Holdings Limited
Condensed Consolidated Statements of Comprehensive Income
(in thousands of U.S. dollars, except share data and per share data)
| Three months ended | ||||||||
| March 31, 2014 |
March 31, 2013 |
|||||||
| (Unaudited) | (Unaudited) | |||||||
| Revenues: |
||||||||
| Marketing services |
46,983 | 35,813 | ||||||
| E-commerce services |
29,415 | 26,363 | ||||||
| Listing services |
42,145 | 26,834 | ||||||
| Other value-added services |
2,678 | 2,024 | ||||||
|
|
|
|
|
|||||
| Total revenues |
121,221 | 91,034 | ||||||
| Cost of Revenues: |
||||||||
| Cost of services |
(24,905 | ) | (20,030 | ) | ||||
|
|
|
|
|
|||||
| Total Cost of Revenues |
(24,905 | ) | (20,030 | ) | ||||
| Gross Profit |
96,316 | 71,004 | ||||||
| Operating expenses and income: |
||||||||
| Selling expenses |
(27,534 | ) | (18,732 | ) | ||||
| General and administrative expenses |
(19,316 | ) | (15,060 | ) | ||||
| Other income |
53 | — | ||||||
|
|
|
|
|
|||||
| Operating Income |
49,519 | 37,212 | ||||||
| Foreign exchange loss |
(12 | ) | — | |||||
| Interest income |
11,344 | 5,678 | ||||||
| Interest expense |
(5,094 | ) | (3,337 | ) | ||||
| Government grants |
966 | 422 | ||||||
| Gain on bargain purchase |
— | 102 | ||||||
|
|
|
|
|
|||||
| Income before income taxes and noncontrolling interests |
56,723 | 40,077 | ||||||
| Income tax expenses |
||||||||
| Income tax expense |
(15,201 | ) | (11,633 | ) | ||||
|
|
|
|
|
|||||
| Net income |
41,522 | 28,444 | ||||||
| Net income attributable to noncontrolling interests |
— | 35 | ||||||
|
|
|
|
|
|||||
| Net income attributable to SouFun Holdings Limited shareholders |
41,522 | 28,409 | ||||||
| Other comprehensive income, net of tax |
||||||||
| Foreign currency translation adjustments |
(7,834 | ) | 1,368 | |||||
| Unrealized gain on available-for-sale security |
— | 78 | ||||||
|
|
|
|
|
|||||
| Total other comprehensive income, net of tax |
(7,834 | ) | 1,446 | |||||
|
|
|
|
|
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| Comprehensive income |
33,688 | 29,890 | ||||||
|
|
|
|
|
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| Earnings per share for Class A and Class B ordinary shares |
||||||||
| Basic |
0.51 | 0.36 | ||||||
|
|
|
|
|
|||||
| Diluted |
0.48 | 0.34 | ||||||
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|
|
|
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| Earnings per ADS |
||||||||
| Basic |
0.10 | 0.07 | ||||||
| Diluted |
0.10 | 0.07 | ||||||
| Weighted average number of Class A and Class B ordinary shares outstanding: |
||||||||
| Basic |
81,852,230 | 77,898,531 | ||||||
| Diluted |
92,606,216 | 83,308,983 | ||||||
| Weighted average number of ADSs outstanding: |
||||||||
| Basic |
409,261,150 | 389,492,655 | ||||||
|
|
|
|
|
|||||
| Diluted |
463,031,080 | 416,544,915 | ||||||
|
|
|
|
|
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8
SouFun Holdings Limited
Reconciliation of GAAP and Non-GAAP Results
(in thousands of U.S. dollars, except share data and per share data)
| Three months ended | ||||||||
| March 31, | March 31, | |||||||
| 2014 | 2013 | |||||||
| GAAP income from operations |
49,519 | 37,212 | ||||||
| Share-based compensation expense |
1,524 | 1,763 | ||||||
| Non-GAAP income from operations |
51,043 | 38,975 | ||||||
| GAAP net income |
41,522 | 28,444 | ||||||
| Withholding tax related to dividends |
4,792 | 3,149 | ||||||
| Share-based compensation expense |
1,524 | 1,763 | ||||||
| Gain on bargain purchase |
— | (102 | ) | |||||
| Non-GAAP net income |
47,838 | 33,254 | ||||||
| Net Income attributable to SouFun Holdings Limited shareholders |
41,522 | 28,409 | ||||||
| Withholding tax related to dividends |
4,792 | 3,149 | ||||||
| Share-based compensation expense |
1,524 | 1,763 | ||||||
| Gain on bargain purchase |
— | (102 | ) | |||||
| Non-GAAP net Income attributable to SouFun Holdings Limited shareholders |
47,838 | 33,219 | ||||||
| GAAP earnings per share for Class A and Class B ordinary shares: |
||||||||
| Basic |
0.51 | 0.36 | ||||||
| Diluted |
0.48 | 0.34 | ||||||
| GAAP earnings per share ADS: |
||||||||
| Basic |
0.10 | 0.07 | ||||||
| Diluted |
0.10 | 0.07 | ||||||
| Non-GAAP earnings per share for Class A and Class B ordinary shares: |
||||||||
| Basic |
0.58 | 0.43 | ||||||
| Diluted |
0.55 | 0.40 | ||||||
| Non-GAAP earnings per ADS shares: |
||||||||
| Basic |
0.12 | 0.09 | ||||||
| Diluted |
0.11 | 0.08 | ||||||
| Weighted average number of Class A and Class B ordinary shares outstanding: |
||||||||
| Basic |
81,852,230 | 77,898,531 | ||||||
| Diluted |
92,606,216 | 83,308,983 | ||||||
| Weighted average number of ADSs outstanding: |
||||||||
| Basic |
409,261,150 | 389,492,655 | ||||||
| Diluted |
463,031,080 | 416,544,915 | ||||||
9
SouFun Holdings Limited
Reconciliation of Non-GAAP EBITDA
(in thousands of U.S. dollars)
| Three months ended | ||||||||
| March 31, 2014 |
March 31, 2013 |
|||||||
| Non-GAAP Net income |
47,838 | 33,254 | ||||||
| Add back: |
||||||||
| Interest expense |
5,094 | 3,337 | ||||||
| Income tax expenses |
10,409 | 8,484 | ||||||
| Depreciation expenses |
2,819 | 1,499 | ||||||
| Subtract: |
||||||||
| Interest income |
(11,344 | ) | (5,678 | ) | ||||
| Adjusted EBITDA |
54,816 | 40,896 | ||||||
10