-----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, P/aBgPVKj0saefOni+zUPJk6OfJntNXKTf62VvvAmdwQ6HJqeD8wtquYAHV7P630 RklMPO4POR0Frr/Rb5Cf3Q== 0001362310-09-003447.txt : 20090310 0001362310-09-003447.hdr.sgml : 20090310 20090309180116 ACCESSION NUMBER: 0001362310-09-003447 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090309 FILED AS OF DATE: 20090310 DATE AS OF CHANGE: 20090309 FILER: COMPANY DATA: COMPANY CONFORMED NAME: China Finance Online Co. LTD CENTRAL INDEX KEY: 0001297830 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 000000000 STATE OF INCORPORATION: K3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-50975 FILM NUMBER: 09667277 BUSINESS ADDRESS: STREET 1: 9TH FLOOR OF TOWER C, CORPORATE SQUARE, STREET 2: NO. 35 FINANCIAL STREET, XICHENG DISTRIC CITY: BEIJING STATE: F4 ZIP: 100032 BUSINESS PHONE: (86-10) 58325288 MAIL ADDRESS: STREET 1: 9TH FLOOR OF TOWER C, CORPORATE SQUARE, STREET 2: NO. 35 FINANCIAL STREET, XICHENG DISTRIC CITY: BEIJING STATE: F4 ZIP: 100032 6-K 1 c82256e6vk.htm FORM 6-K Form 6-K
 
 
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
March 9, 2009
Commission File Number: 000-50975
China Finance Online Co. Limited
(Translation of registrant’s name into English)
Hong Kong
 
(Jurisdiction of incorporation or organization)
9th Floor of Tower C, Corporate Square
NO.35 Financial Street, Xicheng District
Beijing, China 100032
 
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
þ Form 20-F o 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): o
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): o
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934: o Yes þ No
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): n/a
 
 

 

 


 

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.
         
  China Finance Online Co. Limited
 
 
Date: March 9, 2009  By:   /s/ Jun Wang    
    Name:   Jun Wang   
    Title:   Chief Financial Officer   
 

 

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EXHIBIT INDEX
         
Exhibit No.   Description
       
 
  99.1    
CHINA FINANCE ONLINE REPORTS UNAUDITED FOURTH QUARTER AND FULL YEAR 2008 RESULTS

 

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EX-99.1 2 c82256exv99w1.htm EXHIBIT 99.1 Exhibit 99.1
Exhibit 99.1
CHINA FINANCE ONLINE REPORTS UNAUDITED FOURTH QUARTER AND FULL YEAR 2008 RESULTS
(Beijing, China, March 9, 2009) China Finance Online Co. Limited (NASDAQ: JRJC), a leading Chinese online financial information and listed company data provider, today announced its financial results for the fourth quarter and the full year ended December 31, 2008:
Q4 2008 Highlights
                 
    Fourth Quarter  
    2008     2007  
1) Financial Data:   (in thousands of U.S. dollars, except per ADS data)  
Net revenues
  $ 15,281     $ 8,882  
GAAP net income (loss)
    6,192       (8,369 )
Non-GAAP net income
    7,811       3,633  
GAAP net income per ADS
               
Basic
  $ 0.31     $ (0.43 )
Diluted
  $ 0.28     $ (0.43 )
Non-GAAP net income per ADS
               
Basic
  $ 0.39     $ 0.18  
Diluted
  $ 0.36     $ 0.16  
 
               
2) Operating Data:
               
Registered users
    11,320,000       9,000,000  
Active paid individual subscribers
    116,200       56,200  
  *  
Net revenues reached $15.28 million for Q4 2008, up 72% year-over-year and flat from the third quarter of 2008, exceeding the high end of the Company’s prior guidance of $14.5 to 15.0 million.
 
  *  
GAAP net income was $6.19 million for Q4 2008, compared to net loss of $8.37 million for the fourth quarter of 2007. Both basic and diluted GAAP net income per share were $0.06 for Q4 2008, and basic and diluted GAAP net income per ADS were $0.31 and $0.28 for Q4 2008, respectively.
 
  *  
Non-GAAP net income, which is defined as net income excluding stock-based compensation expenses, was $7.81 million for Q4 2008. Non-GAAP basic and diluted net income per share were $0.08 and $0.07 for Q4 2008, respectively. And non-GAAP basic and diluted net income per ADS were $0.39 and $0.36 for Q4 2008, respectively.
 
  *  
Registered user accounts of jrj.com and stockstar.com grew to 11.32 million, an increase of 420,000 from the previous quarter. Active paid individual subscribers, which refer to individual investors who subscribe for a fee to our products through downloading, via web or by mobile phones, grew to 116,200. As of December 31, 2008, our Hong Kong brokerage operation Daily Growth, which was acquired in November, 2007, had approximately 1,250 customer accounts.

 

 


 

Explanation of the Company’s non-GAAP financial measures and the related reconciliations to GAAP financial measures are included in the accompanying “Non-GAAP Measures” and “ Reconciliations from net income to EBITDA and adjusted EBITDA”.
Full year 2008 Highlights
                 
    Year ended Dec. 31  
    2008     2007  
    (in thousands of U.S. dollars, except per ADS data)  
Net revenues
  $ 56,243     $ 25,903  
GAAP net income (loss)
    19,034       (4,130 )
Non-GAAP net income
    26,597       9,943  
GAAP net income per ADS
               
Basic
  $ 0.96     $ (0.22 )
Diluted
  $ 0.84     $ (0.22 )
Non-GAAP net income per ADS
               
Basic
  $ 1.34     $ 0.51  
Diluted
  $ 1.18     $ 0.45  
*  
Net revenues increased by 117% to $56.24 million in 2008 from $25.90 million in 2007.
 
*  
Non-GAAP net income, excluding stock-based compensation expenses of $7.56 million, was $26.60 million for the full year 2008, up 167% year-on-year. Non-GAAP basic and diluted net income per share were $0.27 and $0.24, respectively, and non-GAAP basic and diluted net income per ADS were $1.34 and $1.18 for 2008, respectively.
Q4 2008 Financial Results
Net Revenues:
For the fourth quarter of 2008, China Finance Online reported net revenues of $15.28 million, compared to $8.88 million for the same period in 2007, and $15.23 million for the third quarter of 2008, up 72% year-over-year and almost flat quarter-over-quarter. Revenues from subscription service fees paid by individual customers were $12.27 million in the fourth quarter of 2008, representing 80% of net revenues for the quarter. Revenues from mobile value added services were $197,000, representing 1% of net revenues for the quarter. Revenues from subscription service fees paid by institutional customers were $248,000 in the fourth quarter of 2008, representing 2% of net revenues for the quarter. Revenues from advertising-related business for the quarter contributed $839,000, representing 6% of net revenues for the quarter. Revenues from brokerage-related services, provided by Daily Growth, the Hong Kong securities brokerage firm which was acquired in November 2007, were $187,000 in the fourth quarter of 2008, representing 1% of net revenue for the quarter. Other revenues were $1.54 million, which mainly came from IT project outsourcing, representing 10% of net revenues for the quarter.

 

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Revenues breakdown is summarized in the following table:
                                                 
    Three months ended        
    December 31, 2008     September 30, 2008     December 31, 2007  
    (In thousands of U.S. dollars)  
1) Subscription service fees paid by individual customers
    12,272       80 %     13,377       88 %     7,759       87 %
2) Revenues from mobile value added services
    197       1 %     170       1 %     384       4 %
3) Subscription service fees paid by institutional customers
    248       2 %     407       3 %     229       3 %
4) Revenues from advertising-related business
    839       6 %     764       5 %     408       5 %
5) Revenues from brokerage-related services
    187       1 %     496       3 %     81       1 %
6) Revenues from others
    1,538       10 %     14       <1 %     21       <1 %
Total net revenues
    15,281       100 %     15,228       100 %     8,882       100 %
Gross Profit:
Gross profit for the quarter was $12.50 million, compared to $7.56 million for the same period in 2007 and $12.46 million for the third quarter of 2008. Gross margin was 82% in the fourth quarter, compared to 85% in the same period of 2007 and 82% in the third quarter of 2008.
A large portion of costs of revenue are website maintenance expenses, which consist of bandwidth costs, personnel-related expenses, server depreciation expenses, and content expenses for our jrj.com and stockstar.com websites. Website maintenance expenses for the fourth quarter of 2008 was $1.08 million in the quarter, compared to $903,000 for the fourth quarter of 2007 and $1.33 million for the previous quarter. As a percentage of net revenue, website maintenance expenses for the fourth quarter of 2008 was 7%, compared to 10% for the fourth quarter of 2007 and 9% for the previous quarter.

 

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Operating Expenses:
Operating expenses for the fourth quarter of 2008 totalled $9.13 million compared to $5.93 million for the same period in 2007 and $8.56 million for the previous quarter. Excluding stock-based compensation of $1.62 million, operating expenses was $7.51 million for the fourth quarter of 2008, compared to $5.05 million for the fourth quarter of 2007 and $6.95 million for the third quarter of 2008. As a percentage of net revenue for the quarter, operating expenses excluding stock-based compensation were 49%, compared to 57% for the fourth quarter of 2007 and 46% for the third quarter of 2008.
 
General and administrative expenses for the quarter were $3.43 million, compared to $2.63 million for the same period in 2007 and $3.42 million from the previous quarter. Excluding stock-based compensation of $1.59 million, general and administrative expenses were $1.85 million for the fourth quarter, compared to $1.83 million in the fourth quarter of 2007 and $1.88 million in the previous quarter. As a percentage of net revenue, general and administrative expenses excluding stock-based compensation for the fourth quarter was 12%, and compared to 21% for the fourth quarter of 2007 and 12% for the third quarter of 2008.
 
 
Sales and marketing expenses for the fourth quarter were $3.79 million, compared to $2.43 million for the same period in 2007 and $3.64 million for the previous quarter. Excluding stock-based compensation of $19,000, sales and marketing expenses was $3.77 million for the fourth quarter, compared to $2.39 million in the fourth quarter of 2007 and $3.58 million in the previous quarter. As a percentage of net revenue, sales and marketing expenses excluding stock-based compensation for the fourth quarter was 25%, and decreased from 27% for the same quarter in 2007, and increase from 24% for the third quarter of 2008.
 
 
Product development expenses for the fourth quarter were $1.91 million, compared to $865,000 for the same period in 2007 and $1.49 million for the previous quarter. Excluding stock-based compensation of $12,000, product development expenses were $1.89 million, compared to $832,000 in the fourth quarter of 2007 and $1.48 million in the previous quarter. As a percentage of net revenue, product development expenses excluding stock-based compensation for the fourth quarter was 12%, increased from 9% for the fourth quarter of 2007, and 10% for the previous quarter.
Income from Operations:
Income from operations for the fourth quarter of 2008 was $3.81 million, compared to $1.77 million for the same quarter in 2007 and $3.90 million for the third quarter of 2008. Adjusted income from operations (non-GAAP), which is defined as income from operations excluding stock-based compensation expenses of $1.62 million, was $5.43 million for the quarter, compared to $2.64 million for the same quarter in 2007 and $5.52 million for the third quarter of 2008.
Net Income and Non-GAAP Net Income:
Net income for the fourth quarter was $6.19 million, compared to net loss of $8.37 million for the fourth quarter of 2007 and net income of $4.77 million for the third quarter of 2008. Net income margin was 41% for Q4 2008, compared to -94% for the same period in 2007 and 31% for the third quarter of 2008.

 

4


 

Total income tax benefit for the quarter was $2.18 million, compared to $398,000 for the same period in 2007 and $248,000 for the previous quarter.
Non-GAAP net income, which is defined as net income excluding stock-based compensation expenses, was $7.81 million for the fourth quarter of 2008, compared to $3.63 million for the fourth quarter of 2007, and $6.38 million for the third quarter of 2008. Excluding stock-based compensation expenses, non-GAAP net income margin for the fourth quarter of 2008 was 51%, compared to non-GAAP net income margin of 41% for the same period in 2007 and 42% for the third quarter of 2008.
As part of the net income for the fourth quarter, the Company recorded a foreign exchange loss of $123,000, compared with net foreign exchange gain of $220,000 from the fourth quarter of 2007 and $184,000 from the previous quarter.
Deferred Revenue:
Deferred revenue at the end of the fourth quarter of 2008, which represents prepaid service fees made by customers for subscription services that have not been rendered as of December 31, 2008, was $36.99 million, with current deferred revenue of $28.20 million and non-current deferred revenue of $8.79 million.
Cash and Cash Equivalents:
Balance of cash and cash equivalents was approximately $97.54 million at the end of the fourth quarter of 2008, including cash denominated in RMB with an equivalent to $80.31 million and cash denominated in other foreign currencies with an equivalent to $17.23 million.
Cash Flow:
Cash inflow from subscription services provided to individual customers was $13.92 million, compared to $13.73 million for the fourth quarter of 2007 and $14.53 million for the previous quarter.
Adjusted EBITDA (Non-GAAP):
Adjusted EBITDA (non-GAAP), which is defined as earnings before interest, taxes, depreciation, amortization, other non-operating income, loss from impairment of cost method investment and stock-based compensation expenses, was $6.11 million for the fourth quarter of 2008, compared to $2.96 million in the fourth quarter of 2007 and $6.10 million in the previous quarter.

 

5


 

Full year 2008 Financial Results
For the full year ended December 31, 2008 net revenues increased by 117% to $56.24 million from $25.90 million in 2007.
Gross profit in 2008 increased by 118% to $46.88 million from $21.47 million in 2007. Gross margin in 2008 was 83% compared with 83% in 2007.
Total operating expenses in 2008 were $34.05 million, compared to $16.98 million in 2007.
Income from operations in 2008 was $13.26 million, compared to $4.64 million in 2007.
Non-GAAP net income in 2008, excluding stock-based compensation expenses of $7.56 million, was $26.60 million, up 167% from $9.94 million, excluding stock-based compensation expenses of $2.95 million and the investment impairment of $11.13 million in Moloon in 2007.
Non-GAAP net income margin in 2008 was 47%, compared to non-GAAP net income margin of 38% in 2007.
Net income in 2008 was $19.03 million, compared to net loss in 2007 was $4.13 million. Net income margin was 34% in 2008, and -16% for full year 2007.
Other Operating Metrics
As of December 31, 2008, the Company has 11.32 million registered user accounts on its two websites jrj.com and stockstar.com, compared to 10.90 million in the previous quarter, an increase of 420,000 quarter-on-quarter.
Active paid individual subscribers grew to 116,200 at the end of the fourth quarter 2008.
As of December 31, 2008, our Hong Kong based brokerage service Daily Growth, which was acquired in November 2007, had approximately 1,250 customer accounts.
Outlook for First Quarter 2009 and Full Year 2009
The Company currently expects to generate net revenues in an amount ranging from $10.5 million to $11.5 million for the first quarter of 2009, compared to $11.05 million in the corresponding period in 2008, and $15.28 million in the prior quarter.
The projected sequential decline in net revenues in the first quarter of 2009 primarily reflects the termination of TopView product starting January 1st, 2009 and continued challenging market environment. While we started to offer alternative products to TopView customers during the fourth quarter of 2008, the negative impact from the termination of TopView may still be material to our business in 2009. We also expect a broader and deeper global recession in the coming quarters that may meaningfully impact our operations through 2009 as Chinese investors turning more cautious.

 

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For 2009, the Company will focus effort and invest resources to upgrade key areas of its operations, such as people, data, products, customers, technologies and execution, thus build a solid foundation to sustain healthy long-term growth. At the same time, management understand challenges ahead and will be extremely prudent to manage balance sheet while deploying necessary resources in core areas. The Company intends to achieve free cash flow positive in 2009 on a full year basis, excluding potential M&A activities.
The above forecast reflects the Company’s current and preliminary view, which is subject to change. A number of important factors including, but not limited to, fluctuation in the Chinese stock market, could cause the actual results to differ materially from those contained in the above guidance.
Conference Call
China Finance Online’s management team will host a conference call at 8:00PM Eastern Standard Time on March 9, 2009 (or 8:00AM March 10, 2009 in the Beijing/HK time zone) following the announcement to discuss detailed operating results
The conference call will be available on webcast live and replay at: http://tinyurl.com/bsb3rz. 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 +1-877-847-0047, Hong Kong Dial In Number +852-3006-8101, and France Toll Free Number 0800-910-584, Password for all regions: 1133.
A replay of the conference call will be available from approximately 12:00PM Eastern Standard Time on March 9, 2009 (or 12:00AM March 10, 2009, in the Beijing/HK time zone) to 12:00PM Eastern Standard Time on March 16, 2009 (or 12:00AM March 17, 2009 in the Beijing/HK time zone). The dial-in details for the replay: U.S. Toll Free Number +1-866-572-7808, Hong Kong Dial-in Number +852-3012-8000, and access code: 021525.
About China Finance Online Co. Limited
China Finance Online Co. Limited is the market leader in providing online financial and listed company data, information and analytics in China. Through its websites, www.jrj.com and www.stockstar.com, the company provides individual users with subscription-based service packages that integrate financial and listed company data, information and analytics from multiple sources with features and functions such as data and information search, retrieval, delivery, storage and analysis. These features and functions are delivered through proprietary software available by download, through internet or through mobile handsets. Through its subsidiary, Shenzhen Genius Information Technology Co. Ltd, the company provides financial information database and analytics to institutional customers including domestic securities and investment firms. Through its subsidiary, Daily Growth Investment Company Limited, the company provides securities brokerage services for stocks listed on Hong Kong Stock Exchange.

 

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Safe Harbor Statements
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.
Statements that are not historical facts, including statements about our beliefs and expectations, are forward-looking statements. These statements are based on current plans, estimates and projections, and therefore you should not place undue reliance on them. Forward-looking statements involve inherent risks and uncertainties. We caution you that 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 not limited to the impact of the global economic crisis, our historical and possible future losses, limited operating history, uncertain regulatory landscape in the People’s Republic of China, fluctuations in quarterly operating results, our ability to successfully compete against new and existing competitors, our reliance on relationships with Chinese stock exchanges and raw data providers, changes in accounting policies, our ability to successful acquire and integrate businesses and the impact of our investments on our financial results. Further information regarding these and other risks is included in China Finance Online’s annual report on Form 20-F for the year ended December 31, 2007, and other filings with the Securities and Exchange Commission. China Finance Online does not undertake any obligation to update any forward-looking statement, except as required under applicable law.
Non-GAAP Measures
To supplement the unaudited condensed consolidated financial information presented in accordance with Accounting Principles Generally Accepted in the United States of America (“GAAP”), the Company uses non-GAAP measures of income from operations, net income, net income per share and net income per ADS, which are adjusted from results based on GAAP to exclude the stock-based compensation expenses due to the adoption of SFAS 123R, which became effective on January 1, 2006. Adjusted EBITDA (non-GAAP) is defined as earnings before interest, taxes, depreciation, amortization, other non-operating income, loss from impairment of cost method investment and stock-based compensation expenses. The non-GAAP financial measures are provided to enhance the investors’ overall understanding of the Company’s current and past financial performance in on-going core operations as well as prospects for the future. These measures should be considered in addition to results prepared and presented in accordance with GAAP, but should not be considered a substitute for or superior to GAAP results. Management uses both GAAP and non-GAAP information in evaluating and operating business internally and therefore deems it important to provide all of this information to investors.
For further information please contact:
Investor Relations
China Finance Online Co. Limited
Tel: (86-10) 5832-5288
Email: ir@jrj.com

 

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China Finance Online Co. Limited
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands of U.S. dollars)
                 
    Dec. 2008     Dec. 2007  
Assets
               
Current assets:
               
RMB account
    80,308       51,129  
Foreign currency account
    17,236       23,600  
Cash and cash equivalents
    97,544       74,729  
Trust bank balances held on behalf of customers
    2,010       2,850  
Advance to employees
    161       1,673  
Accounts receivable, net
    2,876       1,491  
Prepaid expenses and other current assets
    8,464       2,947  
Deferred tax assets, current
    2,069       1,130  
 
           
Total current assets
    113,124       84,820  
 
           
Cost method investment
    1,480       1,480  
Property and equipment, net
    8,589       5,455  
Acquired intangible assets, net
    3,473       1,938  
Rental deposits
    592       500  
Goodwill
    12,019       9,652  
Deferred tax assets, non-current
    1,747       14  
Other deposits
    218       25  
 
           
Total assets
    141,242       103,884  
 
           
 
               
Liabilities and shareholders’ equity
               
Current liabilities:
               
Deferred revenue, current
    28,202       20,457  
Accrued expenses and other current liabilities
    4,779       6,951  
Amount due to customers for trust bank balances held on behalf of customers
    2,010       2,850  
Accounts payable
    222       764  
Income taxes payable
    142       12  
 
           
Total current liabilities
    35,355       31,034  
 
           
Deferred tax liability, non-current
    623       352  
Deferred revenue, non-current
    8,786       4,665  
 
           
Total liabilities
    44,764       36,051  
 
           
Minority interests
          471  
 
           
Total shareholders’ equity
    96,478       67,362  
 
           
Total liabilities and shareholders’ equity
    141,242       103,884  
 
           

 

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China Finance Online Co. Limited
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands of U.S. dollars, except per share data)
                                         
    Three months ended     Year ended Dec. 31  
    Dec. 31, 2008     Dec. 31, 2007     Sep. 30, 2008     2008     2007  
Net revenues
    15,281       8,882       15,228       56,243       25,903  
Cost of revenues (includes share-based compensation expenses of $0, $0, $0, $0 and $16 respectively)
    (2,781 )     (1,323 )     (2,768 )     (9,367 )     (4,427 )
 
                             
Gross profit
    12,500       7,559       12,460       46,876       21,476  
 
                             
Operating expenses
                                       
General and administrative (includes share-based compensation expenses of $1,588, $797, $1,539, $7,291 and $2,668 respectively)
    (3,434 )     (2,631 )     (3,422 )     (14,894 )     (7,784 )
Sales and marketing (includes share-based compensation expenses of $19, $45, $61, $213 and $139 respectively)
    (3,789 )     (2,430 )     (3,641 )     (13,521 )     (6,924 )
Product development (includes share-based compensation expenses of $12, $33, $11, $59 and $123 respectively)
    (1,906 )     (865 )     (1,493 )     (5,635 )     (2,269 )
 
                                       
Total operating expenses
    (9,129 )     (5,926 )     (8,556 )     (34,050 )     (16,977 )
Subsidy income
    437       136             437       136  
Income from operations
    3,808       1,769       3,904       13,263       4,635  
Interest income
    404       355       515       1,608       1,105  
Investment loss
    (59 )           (76 )     (135 )      
Other income (loss), net
    (22 )     1       (3 )     (34 )     9  
Exchange gain (loss), net
    (123 )     220       184       1,490       424  
 
                                       
Income before income tax benefit
    4,008       2,345       4,524       16,192       6,173  
Income tax benefit
    2,184       398       248       2,584       809  
Purchased pre-acquisition earning
                      227        
Minority interests in net income of consolidated subsidiary
          15             31       15  
Loss from impairment of cost method investment
          (11,127 )                 (11,127 )
 
                                       
Net income (loss)
    6,192       (8,369 )     4,772       19,034       (4,130 )
Income (loss) attributable to ordinary shareholders
    6,192       (8,369 )     4,772       19,034       (4,130 )
Income (loss) per share Basic
    0.06       (0.09 )     0.05       0.19       (0.04 )
Diluted
    0.06       (0.09 )     0.04       0.17       (0.04 )
Income (loss) per ADS
                                       
Basic
    0.31       (0.43 )     0.24       0.96       (0.22 )
Diluted
    0.28       (0.43 )     0.21       0.84       (0.22 )
Weighted average ordinary shares
                                       
Basic
    99,287,039       98,191,578       99,059,916       98,957,993       94,500,529  
Diluted
    109,617,128       98,191,578       113,911,176       113,020,865       94,500,529  
Weighted average ADSs
                                       
Basic
    19,857,408       19,638,316       19,811,983       19,791,599       18,900,106  
Diluted
    21,923,426       19,638,316       22,782,235       22,604,173       18,900,106  

 

10


 

China Finance Online Co. Limited
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands of U.S. dollars)
                         
    Three months ended  
    Dec. 31, 2008     Dec. 31, 2007     Sep. 30, 2008  
Cash flows from operating activities:
                       
Net income (loss)
    6,192       (8,369 )     4,772  
Minority interests
          (15 )      
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
                       
Stock-based compensation
    1,619       875       1,611  
Depreciation and amortization
    681       316       580  
Deferred taxes
    (2,320 )     (349 )     (249 )
Income from disposal of cost method investment
          11,127        
Loss on disposal of property and equipment
    5       23       16  
Loss from short term investments
    59             76  
Changes in assets and liabilities:
                       
Accounts receivable
    1,535       667       56  
Prepaid expenses and other current assets
    2,749       (420 )     (4,446 )
Advance to employees
    2,555       (233 )     (500 )
Trust bank balances held on behalf of customers
    214       (465 )     2,567  
Rental deposits
    1       (380 )     (2 )
Deferred revenue
    1,870       5,660       54  
Accounts payable
    (13 )     (98 )     38  
Amount due to customers for trust bank balances held on behalf of customers
    (214 )     465       (2,567 )
Accrued expenses and other current liabilities
    (705 )     2,114       (1,312 )
Income taxes payable
    142       (43 )     (6 )
Net cash provided by operating activities
    14,370       10,875       688  
 
                       
Cash flows from investing activities:
                       
Acquisition of businesses
    1,520       (994 )     (3,583 )
Purchase of property and equipment
    (633 )     (1,567 )     (1,325 )
Proceeds from disposal of fixed assets
          2        
Net cash provided (used) in investing activities
    887       (2,559 )     (4,908 )
 
                       
Cash flows from financing activities:
                       
Proceeds from stock options exercised by employees
    12       876       194  
Proceeds from exercise of options granted to non-employee
    8       261       42  
Net cash provided by financing activities
    20       1,137       236  
 
                       
Effect of exchange rate changes
    (128 )     1,194       451  
 
                       
Net increase (decrease) in cash and cash equivalents
    15,149       10,647       (3,533 )
Cash and cash equivalents, beginning of quarter
    82,395       64,082       85,928  
Cash and cash equivalents, end of quarter
    97,544       74,729       82,395  

 

11


 

Non-GAAP Measures
                                                                         
    Three months ended     Three months ended     Three months ended  
    Dec. 31, 2008     Dec. 31, 2007     Sep. 30, 2008  
    (U.S. Dollar in thousands)     (U.S. Dollar in thousands)     (U.S. Dollar in thousands)  
    GAAP             Non-GAAP     GAAP             Non-GAAP     GAAP             Non-GAAP  
    Result     Adjustment     Results     Result     Adjustment     Results     Result     Adjustment     Results  
            (a)                     (a)                     (a)          
Income from operations
    3,808       1,619       5,427       1,769       875       2,644       3,904       1,611       5,515  
                                                 
    Year ended Dec. 31, 2008     Year ended Dec. 31, 2007  
    (U.S. Dollar in thousands)     (U.S. Dollar in thousands)  
    GAAP             Non-GAAP     GAAP             Non-GAAP  
    Result     Adjustment     Results     Result     Adjustment     Results  
            (a)                     (a)          
Income from operations
    13,263       7,563       20,826       4,635       2,946       7,581  
                                                                                 
    Three months ended     Three months ended     Three months ended  
    Dec. 31, 2008     Dec. 31, 2007     Sep. 30, 2008  
    (U.S. Dollar in thousands)     (U.S. Dollar in thousands)     (U.S. Dollar in thousands)  
    GAAP             Non-GAAP     GAAP                     Non-GAAP     GAAP             Non-GAAP  
    Result     Adjustment     Results     Result     Adjustment     Results     Result     Adjustment     Results  
            (a)                     (a)     (b)                     (a)          
Net income (loss)
    6,192       1,619       7,811       (8,369 )     875       11,127       3,633       4,772       1,611       6,383  
                                                         
    Year ended Dec. 31, 2008     Year ended Dec. 31, 2007  
    (U.S. Dollar in thousands)     (U.S. Dollar in thousands)  
    GAAP             Non-GAAP     GAAP                     Non-GAAP  
    Result     Adjustment     Results     Result     Adjustment     Results  
            (a)                     (a)     (b)          
Net income (loss)
    19,034       7,563       26,597       (4,130 )     2,946       11,127       9,943  
     
(a)  
The adjustment is for share-based compensation expenses.
 
(b)  
The adjustment is for investment impairment.

 

12


 

Reconciliations from net income to EBITDA and adjusted EBITDA
                         
    Three months ended     Three months ended     Three months ended  
    Dec. 31, 2008     Dec. 31, 2007     Sep. 30, 2008  
    (U.S. Dollar in thousands)  
Net income (loss)
    6,192       (8,369 )     4,772  
Adjustment
                       
Interest income
    (404 )     (355 )     (515 )
Income tax benefit
    (2,184 )     (398 )     (248 )
Loss from impairment of cost method investment
          11,127        
Other income and expenses
    204       (236 )     (105 )
Depreciation
    576       241       498  
Amortization of intangibles and others
    105       75       82  
Share-based compensation
    1,619       875       1,611  
Adjusted EBITDA
    6,108       2,960       6,095  

 

13

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