-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KXs37rR3p5UYBnDIM6aCPYkcgX2OBdW2ClpnHsIYVLUpLsJQwTrTQY6E7IzWSwJd RVp32RS77O/Mi09L/zMRaA== 0001193125-05-224633.txt : 20051114 0001193125-05-224633.hdr.sgml : 20051111 20051114083625 ACCESSION NUMBER: 0001193125-05-224633 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20051114 FILED AS OF DATE: 20051114 DATE AS OF CHANGE: 20051114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CTRIP COM INTERNATIONAL LTD CENTRAL INDEX KEY: 0001269238 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-50483 FILM NUMBER: 051196620 BUSINESS ADDRESS: STREET 1: 3F BUILDING 63-64 NO 421 HONG CAE ROAD STREET 2: PEOPLES REPUBLIC OF CHINA CITY: SHANGHAI STATE: F4 ZIP: 00000 BUSINESS PHONE: 862134064880 MAIL ADDRESS: STREET 1: 3F BUILDING 63-64 NO 421 HONG CAE ROAD STREET 2: PEOPLES REPUBLIC OF CHINA CITY: SHANGHAI STATE: F4 ZIP: 00000 6-K 1 d6k.htm FORM 6-K Form 6-K
Table of Contents

 

FORM 6-K

 


 

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

 

REPORT OF FOREIGN ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

 

For the month of November 2005

 

Commission File Number: 333-110455

 


 

CTRIP.COM INTERNATIONAL, LTD.

 


 

3F, Building 63-64

No. 421 Hong Cao Road

Shanghai 200233, 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):

 

82-     N/A    

 



Table of Contents

CTRIP.COM INTERNATIONAL, LTD.

 

Form 6-K

 

TABLE OF CONTENTS

 

     Page

Signature

   3

Exhibit 99.1 – Press Release

   4

 

2


Table of Contents

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.

 

CTRIP.COM INTERNATIONAL, LTD.

By:

 

/s/ James Jianzhang Liang


Name:

 

James Jianzhang Liang

Title:

 

Chairman and Chief Executive Officer

 

Date: November 14, 2005

 

3


Table of Contents

Exhibit 99.1

 

CTRIP REPORTS THIRD QUARTER 2005 UNAUDITED FINANCIAL RESULTS

 

Net revenues grew 55% and net income grew 71% year-on-year

 

Shanghai, China, November 10, 2005, Ctrip.com International, Ltd. (Nasdaq: CTRP), a leading consolidator of hotel accommodations and airline tickets in China, today announced its unaudited financial results for the quarter ended September 30, 2005.

 

Highlights for the third quarter of 2005:

 

  Net revenues were RMB140.5 million (US$17.4 million) in the third quarter of 2005, up 55% year-on-year.

 

  Operating income was RMB62.4 million (US$7.7 million), up 52% year-on-year.

 

  Net income was RMB65.5 million (US$8.1 million), up 71% year-on-year. Fully diluted earnings per ADS were RMB4.00 (US$0.49) for the quarter.

 

  Gross margin and operating margin were 83% and 44%, respectively, in the third quarter of 2005.

 

  Net margin reached a record 47% in the third quarter of 2005.

 

“Ctrip had yet another terrific quarter and continued to see solid growth across our business. We are pleased to see that our strong execution ability has paved the way for our long-term growth and enabled us to maintain our leadership in the independent travelers market in China. We have consistently posted solid revenue and profit growth while maintaining healthy margins.” said James Liang, Chairman and Chief Executive Officer of Ctrip.

 

Financial Results

 

For the third quarter of 2005, Ctrip reported total revenues of RMB150.3 million (US$18.6 million), representing a 56% increase from the same period in 2004 and a 9% increase from the second quarter of 2005. The growth was driven by the increased revenues from all of our travel booking services.

 

Hotel reservation revenues totaled RMB96.2 million (US$11.9 million) for the third quarter of 2005, representing a 29% increase from the same period in 2004 and a 4% increase from the second quarter of 2005, primarily as a result of the steady growth in hotel room nights sales volume.

 

The total number of hotel room nights booked was approximately 1.44 million in the third quarter of 2005, compared to approximately 1.13 million room nights for the same period in 2004 and approximately 1.39 million room nights in the second quarter of 2005.

 

Air ticket booking revenues for the third quarter of 2005 were RMB46.0 million (US$5.7 million), representing a 160% increase from the same period in 2004 and a 25% increase from the second quarter of 2005, primarily due to a strong growth of air tickets sales volume.

 

The total number of air tickets sold in the third quarter of 2005 was approximately 1.02 million air tickets, compared to approximately 490,000 for the same period in 2004 and approximately 800,000 in the second quarter of 2005.

 

4


Table of Contents

Packaged-tour revenues for the third quarter of 2005 were RMB6.5 million (US$807,779), up 120% from the same period in 2004 and 13% from the second quarter of 2005.

 

For the third quarter of 2005, net revenues were RMB140.5 million (US$17.4 million), a 55% increase from the same period in 2004 and a 9% increase from the second quarter of 2005.

 

The gross margin decreased slightly to 83% in the third quarter of 2005 from 86% for the same period in 2004 and 85% in the second quarter of 2005. This decrease was largely due to higher cost of services as a result of increased revenue contribution from non-hotel booking services.

 

Sales and marketing expenses for the third quarter of 2005 increased by 61% to RMB29.5 million (US$3.6 million) from the same period in 2004, primarily due to increased expenses associated with our customer reward program and hiring of new sales and marketing staff, as well as increased advertisement expenses. Sales and marketing expenses increased by 8% from the second quarter of 2005.

 

Product development expenses for the third quarter of 2005 increased by 45% to RMB13.9 million (US$1.7 million) from the same period in 2004, primarily as a result of our hiring of additional staff to expand our travel supplier network. Product development expenses remained mostly flat from the second quarter of 2005

 

General and administrative expenses for the third quarter of 2005 increased by 17% to RMB10.2 million (US$1.3 million) from the same period in 2004, primarily due to the hiring of additional staff. General and administrative expenses increased by 2% from the second quarter of 2005.

 

Total operating expenses for the third quarter of 2005 were RMB54.1 million (US$6.7 million), an increase of 45% from the same period in 2004 and 4% from the second quarter of 2005. Total operating expenses as a percentage of net revenues in the third quarter of 2005 decreased to 39%, compared to 41% in the same period in 2004 and 40% in the second quarter of 2005.

 

Operating income for the third quarter of 2005 was RMB62.4 million (US$7.7 million), an increase of 52% from the same period in 2004 and 9% from the second quarter of 2005, respectively.

 

Operating margin remained mostly flat at 44% compared to the second quarter of 2005, but decreased slightly from 45% in the same period in 2004.

 

Net income for the third quarter of 2005 was RMB65.5 million (US$8.1 million), representing a 71% increase from the same period in 2004 mainly due to higher income from operations in addition to increased interest income, substantial other income as a result of higher financial subsidies received, accompanied by a more favorable tax rate. Net income increased by 16% from the second quarter of 2005. The diluted earnings per ADS were RMB4.00 (US$0.49) and per ordinary share were RMB2.00 (US$0.25), respectively, for the third quarter of 2005.

 

5


Table of Contents

Net margin reached a record 47% in the third quarter of 2005, up from 42% for the same period in 2004 and 44% in the second quarter of 2005.

 

Cash flow from operating activities was RMB75.4 million (US$9.3 million) in the third quarter of 2005, compared to RMB56.7 million (US$6.8 million) in the same period of 2004 and RMB57.4 million (US$6.9 million) in the second quarter of 2005. As of September 30, 2005, the cash balance increased to RMB665.3 million (US$82.2 million), compared to RMB642.9 million (US$77.7 million) as of June 30, 2005.

 

Business Outlook

 

For the fourth quarter of 2005, Ctrip expects to continue strong year-on-year net revenue growth of approximately 40%.

 

Ctrip also expects to distribute 30% of 2005 audited net income as dividends as approved by the shareholders and the board of directors, to the shareholders of record as of December 31, 2005.

 

Conference Call

 

Ctrip’s management team will host a conference call at 8:00PM Eastern Standard Time on November 10, 2005 (or 9:00AM November 11, 2005 in the Shanghai/HK time zone) following the announcement.

 

The conference call will be available on Webcast live and replay at:

 

http://english.ctrip.com/Public/IR.asp?ID=36. The call will be archived for 12 months at this website.

 

The dial-in details for the Live conference call: U.S. Toll Free Number +1-866-543-6411, International dial-in number +1-617-213-8900; Passcode 64234316.

 

A telephone replay of the call will be available after the conclusion of the conference call through November 17, 2005. The dial-in details for the replay: U.S. Toll Free Number +1-888-286-8010, International dial-in number +1-617-801-6888; Passcode 77250397.

 

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 section and quotations from management in this press release, as well as Ctrip’s strategic and operational plans, contain forward-looking statements. Ctrip may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission on Forms 20-F and 6-K, etc., 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 Ctrip’s beliefs and expectations, 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

 

6


Table of Contents

contained in any forward-looking statement. Potential risks and uncertainties include, but are not limited to, Ctrip’s limited operating history, declines or disruptions in the travel industry, the recurrence of SARS or other contagious disease, Ctrip’s reliance on the relationships with hotel suppliers and airline ticket suppliers, fluctuations in quarterly operating results, failure of competing against new and exist competitors, and other risks outlined in Ctrip’s filings with the U.S. Securities and Exchange Commission, including its annual report on Form 20-F, and its registration statements on Form F-1 and F-2, as amended. Ctrip does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

 

About Ctrip.com International, Ltd.

 

Ctrip.com International, Ltd. is a leading consolidator of hotel accommodations and airline tickets in China. Ctrip aggregates information on hotels and flights and enable customers to make informed and cost-effective hotel and flight bookings. Ctrip targets primarily business and leisure travelers in China who do not travel in group. These travelers form a traditionally under-served yet fast-growing segment of the China travel industry. Since its inception in 1999, Ctrip has experienced substantial growth and become one of the best-known travel brands in China.

 

For further information:

 

Yin Yin

Ctrip.com International, Ltd.

Tel: (+852) 2169-0915

Email: yinyin@ctrip.com

 

7


Table of Contents

Exhibit 99.1

 

Ctrip.com International, Ltd.

Consolidated Balance Sheets

 

     December 31, 2004     September 30, 2005     September 30, 2005  
     RMB

    RMB

    USD

 
     (Audited)     (Unaudited)     (Unaudited)  
                 Note 1  

ASSETS

                  

Current assets:

                  

Cash

   615,875,363     665,276,698     82,203,966  

Accounts receivable

   35,418,477     64,552,612     7,976,351  

Due from a related party

   59,252     611,043     75,503  

Prepayments and other current assets

   18,503,778     41,492,480     5,126,959  

Deferred tax assets, current

   1,009,403     1,904,152     235,284  
    

 

 

Total current assets

   670,866,273     773,836,985     95,618,063  
    

 

 

Long-term loans to related parties

   500,000     —       —    

Long-term deposits

   26,715,547     93,624,783     11,568,613  

Property, equipment and software

   31,897,651     33,798,460     4,176,258  

Goodwill

   9,515,849     9,515,849     1,175,812  

Other intangible assets

   1,222,353     5,165,178     638,228  
    

 

 

Total assets

   740,717,673     915,941,255     113,176,974  
    

 

 

LIABILITIES

                  

Current liabilities:

                  

Accounts payable

   30,150,303     57,645,647     7,122,902  

Due to a related party

   3,378,980     2,598,092     321,030  

Salary and welfare payable

   14,110,730     11,168,791     1,380,056  

Taxes payable

   23,421,257     18,270,444     2,257,561  

Advances from customers

   6,526,639     24,156,098     2,984,814  

Provisions for customer reward program

   10,462,103     18,303,422     2,261,636  

Other payables and accruals

   10,755,790     17,631,302     2,178,586  

Dividend payable

   39,937,887     —       —    
    

 

 

Total current liabilities

   138,743,689     149,773,796     18,506,585  
    

 

 

Minority interests

   602,616     892,555     110,287  

Shareholders’ equity

                  

Share capital

   2,613,542     2,640,276     326,242  

Additional paid-in capital

   511,367,287     520,599,278     64,327,107  

Statutory reserves

   19,256,862     19,256,862     2,379,447  

Deferred share-based compensation

   (2,258,908 )   (976,008 )   (120,599 )

Cumulative translation adjustments

   1,382,060     (6,936,188 )   (857,060 )

Retained Earnings

   69,010,525     230,690,684     28,504,965  
    

 

 

Total shareholders’ equity

   601,371,368     765,274,904     94,560,102  
    

 

 

Total liabilities and shareholders’ equity

   740,717,673     915,941,255     113,176,974  
    

 

 

 

Note 1: The conversion of Renminbi (RMB) into U.S. dollar (USD) is based on the noon buying rate of USD1.00=RMB8.0930 on September 30, 2005 in The City of New York for cable transfers of RMB as certified for customs purposes by the Federal Reserve Bank of New York.


Table of Contents

Ctrip.com International, Ltd.

Consolidated Statements of Operations and Comprehensive Income

 

     Quarter Ended
September 30, 2004
    Quarter Ended
June 30, 2005
    Quarter Ended
September 30, 2005
    Quarter Ended
September 30, 2005
 
     RMB

    RMB

    RMB

    USD

 
     (Unaudited)     (Unaudited)     (Unaudited)     (Unaudited)  
                       Note 1  

Revenues:

                        

Hotel reservation

   74,639,591     92,258,219     96,166,979     11,882,736  

Air-ticketing

   17,702,533     36,754,452     46,005,215     5,684,569  

Packaged tour

   2,968,102     5,802,977     6,537,353     807,779  

Others

   865,978     2,613,641     1,610,462     198,994  
    

 

 

 

Total revenues

   96,176,204     137,429,289     150,320,009     18,574,078  

Less: business tax and related surcharges

   (5,702,482 )   (8,418,407 )   (9,788,304 )   (1,209,478 )
    

 

 

 

Net revenues

   90,473,722     129,010,882     140,531,705     17,364,600  

Cost of services

   (12,266,114 )   (19,716,097 )   (24,009,346 )   (2,966,681 )
    

 

 

 

Gross profit

   78,207,608     109,294,785     116,522,359     14,397,919  
    

 

 

 

Operating expenses:

                        

Product development

   (9,571,991 )   (14,120,458 )   (13,907,270 )   (1,718,432 )

Sales and marketing

   (18,322,096 )   (27,273,858 )   (29,505,008 )   (3,645,744 )

General and administrative

   (8,710,727 )   (10,053,265 )   (10,233,743 )   (1,264,518 )

Share-based compensation

   (528,695 )   (415,259 )   (367,138 )   (45,365 )

Amortization of other intangible assets

   (123,225 )   (123,225 )   (123,225 )   (15,226 )
    

 

 

 

Total operating expenses

   (37,256,734 )   (51,986,065 )   (54,136,384 )   (6,689,285 )
    

 

 

 

Income from operations

   40,950,874     57,308,720     62,385,975     7,708,634  

Interest income

   1,519,268     3,130,722     3,022,705     373,496  

Other income (expense)

   3,088,987     3,345,491     10,345,918     1,278,379  
    

 

 

 

Income before income tax expense and minority interest

   45,559,129     63,784,933     75,754,598     9,360,509  

Income tax expense

   (7,200,375 )   (7,171,263 )   (10,077,248 )   (1,245,181 )

Minority interests

   (12,940 )   (73,675 )   (145,698 )   (18,003 )
    

 

 

 

Net income

   38,345,814     56,539,995     65,531,652     8,097,325  
    

 

 

 

Other comprehensive income:

                        

Translation adjustments

   (35,381 )   (796,292 )   8,147,249     1,006,703  
    

 

 

 

Comprehensive income

   38,310,433     55,743,703     73,678,901     9,104,028  
    

 

 

 

Earnings per ordinary share

                        

—  Basic

   1.25     1.78     2.06     0.25  

—  Diluted

   1.20     1.74     2.00     0.25  

Earnings per ADS

                        

—  Basic

   2.50     3.56     4.12     0.51  

—  Diluted

   2.40     3.48     4.00     0.49  

Weighted average ordinary shares outstanding

                        

—  Basic

   30,733,186     31,732,838     31,809,693     31,809,693  

—  Diluted

   32,083,140     32,571,802     32,772,502     32,772,502  

 

Note 1: The conversion of Renminbi (RMB) into U.S. dollar (USD) is based on the noon buying rate of USD1.00=RMB8.0930 on September 30, 2005 in The City of New York for cable transfers of RMB as certified for customs purposes by the Federal Reserve Bank of New York.

-----END PRIVACY-ENHANCED MESSAGE-----