EX-99.1 2 a16-13477_1ex99d1.htm EX-99.1

Exhibit 99.1

 

Qunar Reports First Quarter 2016 Financial Results

 

Total revenues increased 48% year-on-year

 

BEIJING, June 15, 2016 (GLOBE NEWSWIRE) — Qunar Cayman Islands Limited (NASDAQ: QUNR) (“Qunar” or the “Company”), China’s leading mobile and online travel platform, today announced its unaudited financial results for the first quarter ended March 31, 2016.

 

Highlights for the First Quarter of 2016

 

·                  Total revenues for the first quarter of 2016 were RMB993.1 million (US$154.0 million), an increase of 48.0% year-on-year.

 

·                  Gross profit for the first quarter of 2016 was RMB747.3 million (US$115.9 million), an increase of 52.3% year-on-year.

 

·                  Mobile revenues for the first quarter of 2016 were RMB752.5 million (US$116.7 million), an increase of 88.8% year-on-year, representing 75.8% of total revenues, compared to 59.4% in the corresponding period of 2015.

 

“Our mobile business continued to expand rapidly on top of a very strong 2015,” said Zhenyu Chen, chief executive officer of Qunar. “We are proud of the progress the team made in the first quarter despite the headwinds we faced in our flight business.”

 

First Quarter 2016 Financial Results

 

Total revenues for the first quarter of 2016 were RMB993.1 million (US$154.0 million), an increase of 48.0% year-on-year.

 

Mobile revenues for the first quarter of 2016 were RMB752.5 million (US$116.7 million), an increase of 88.8% year-on-year, representing 75.8% of total revenues.

 

Flight and flight related revenues for the first quarter of 2016 were RMB558.2 million (US$86.6 million), an increase of 22.1% year-on-year and a decrease of 12.3% quarter-on-quarter. Year-on-year flight and flight related revenue growth was primarily due to an increase in revenue per ticket and a slight increase in Total Estimated Flight Ticket volume (TEFT).               Quarter-on-quarter flight and flight related revenue decrease was primarily due to a decrease in TEFT, which was partially offset by an increase in revenue per ticket.

 

Accommodation reservation revenues were RMB299.7 million (US$46.5 million), an increase of 133.6% year-on-year and a decrease of 44.0% quarter-on-quarter. Excluding revenues generated from the merchant model program, where revenues are booked on a gross basis, accommodation reservation revenues were RMB293.1 million (US$45.5 million). Year-on-year accommodation reservation revenue growth was primarily due to an increase in revenue per room night and an increase in Total Estimated Hotel Room-night volume (TEHR). Quarter-on-quarter accommodation reservation revenue decrease was primarily due to a decrease in business volume from the merchant model program.

 

Gross profit for the first quarter of 2016 was RMB747.3 million (US$115.9 million), an increase of 52.3% year-on-year. Gross margin for the first quarter of 2016 was 75.2%, compared to 73.1% for the corresponding period of 2015 and 60.8% for the fourth quarter of 2015. The year-on-year and quarter-on-quarter increases in gross margin were primarily due to the decrease in business volume from the merchant model program which has a lower gross margin. The year-on-year increase in gross profit was primarily due to the significant increase in total revenues and the change in gross profit margin.

 

Product development expenses for the first quarter of 2016 were RMB812.2 million (US$126.0 million), an increase of 182.9% year-on-year, primarily due to a significant increase in non-cash share-based compensation expenses resulting from new options granted under our new 2015 share incentive plan (the “2015 Incentive Program”) in the last quarter, which have higher fair values compared with the outstanding options under our past incentive programs. This increase was also due to higher salary, welfare and other expenses associated with increases in average headcount and average salary. Excluding share-based compensation expenses, product development expenses were RMB283.2 million (US$43.9 million), an increase of 5.9% year-on-year, and accounted for 28.5% of total revenues, compared to 39.9% for the corresponding period in 2015 and 25.0% for the fourth quarter of 2015.

 



 

Product sourcing expenses for the first quarter of 2016 were RMB172.2 million (US$26.7 million), an increase of 38.5% year-on-year, primarily due to a significant increase in share-based compensation expenses resulting from new options granted under our 2015 Incentive Program. Excluding share-based compensation expenses, product sourcing expenses were RMB122.3 million (US$19.0 million), a decrease of 0.8% year-on-year, and accounted for 12.3% of total revenues, compared to 18.4% for the corresponding period in 2015 and 15.0% for the fourth quarter of 2015.

 

Sales and marketing expenses for the first quarter of 2016 were RMB620.9 million (US$96.3 million), an increase of 89.4% year-on-year, primarily due to stepped up discretionary expenditures to acquire new mobile users through offline channels, an increase in share-based compensation expenses resulting from new options granted under our 2015 Incentive Program and, to a lesser degree, an increase in salary and welfare expenses as a result of increased headcount, which were slightly offset by a decrease in online marketing expense as a result of  controlled expenditure. The headcount expenses under sales and marketing were primarily expenses related to personnel with operational functions, including our customer service staff, photographers, editors, and staff responsible for data analysis. Excluding share-based compensation expenses, sales and marketing expenses were RMB506.3 million (US$78.5 million), an increase of 58.1% year-on-year, and accounted for 51.0% of total revenues, compared to 47.7% for the corresponding period in 2015 and 45.5% for the fourth quarter of 2015.

 

General and administrative expenses for the first quarter of 2016 were RMB181.4 million (US$28.1 million), an increase of 37.4% year-on-year, primarily due to a significant increase in share-based compensation expenses resulting from new options granted under our 2015 Incentive Program. Excluding share-based compensation expenses, general and administrative expenses were RMB72.5 million (US$11.2 million), an increase of 2.8% year-on-year, and accounted for 7.3% of total revenues, compared to 10.5% for the corresponding period in 2015 and 10.3% for the fourth quarter of 2015.

 

Operating loss for the first quarter of 2016 was RMB1,039.4 million (US$161.2 million), compared to RMB411.2 million for the corresponding period in 2015 and RMB4,955.8 million for the fourth quarter of 2015.

 

Operating loss on a non-GAAP basis, which excludes share-based compensation expenses of RMB802.3 million (US$124.4 million), was RMB237.0 million (US$36.8 million) for the first quarter of 2016, compared to RMB291.0 million for the corresponding period in 2015 and RMB453.3 million for the fourth quarter of 2015.

 

Operating margin (non-GAAP) for the first quarter of 2016 was negative 23.9%, compared to negative 43.4% for the corresponding period in 2015 and negative 35.0% for the fourth quarter of 2015. The year-on-year and quarter-on-quarter decreases in operating loss were primarily due to strong revenue and controlled operating expenditures.

 

Net loss attributable to Qunar’s shareholders for the first quarter of 2016 was RMB1,076.5 million (US$166.9 million), compared to RMB701.2 million for the corresponding period in 2015 and RMB5,091.0 million for the fourth quarter of 2015. The quarter-on-quarter decrease in net loss was primarily due to a decrease in one-time charges of share-based compensation expenses resulting from our previously announced employee share exchange program that became effective starting on December 14, 2015 (“Employee Share Exchange Program”).  Basic and diluted net loss per ADS for the first quarter of 2016 was RMB7.44 (US$1.14).

 



 

Adjusted net loss (non-GAAP), defined as net loss excluding share-based compensation expenses of RMB802.3 million (US$124.4 million), was RMB274.5 million (US$42.6 million) for the first quarter of 2016, compared to adjusted net loss of RMB293.4 million for the corresponding period in 2015 and adjusted net loss of RMB550.9 million for the fourth quarter of 2015.

 

Adjusted EBITDA (non-GAAP), defined as net loss before income tax expense, depreciation and amortization, interest expense, further adjusted to exclude share-based compensation expenses of RMB802.3 million (US$124.4 million), was negative RMB174.8 million (US$27.1 million) for the first quarter of 2016, compared to negative RMB262.5 million for the corresponding period in 2015 and negative RMB443.5 million for the fourth quarter of 2015.

 

As of March 31, 2016, Qunar had total cash and cash equivalents, restricted cash and funds receivable of RMB4,583.8 million (US$710.9 million). The restricted cash decreased by RMB1,050.5 million from December 31, 2015 since a portion of the restricted cash was no longer considered as restricted.

 

As of March 31, 2016, Qunar had 7,345,925 Class A ordinary shares and 427,001,247 Class B ordinary shares outstanding.

 

Conference Call

 

Qunar’s management will hold an earnings conference call at 8:00 PM on June 15, 2016, U.S. Eastern Time (8:00 AM on June 16, 2016, Beijing/Hong Kong Time).

 

Dial-in details for the earnings conference call are as follows:

 

International: +65-6823-2299

U.S.: +1-631-514-2526

UK: +44-20-3078-7622

Hong Kong: +852-5808-3202

Mainland China: 400-120-0539

 

Passcode for all regions: 9329360

 

A replay of the conference call may be accessed by phone at the following number until June 22, 2016:

 

International: +61-2-9641-7900

Passcode: 9329360

 

Additionally, a live and archived webcast of this conference call will be available at http://investor.qunar.com.

 



 

Forward-looking 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. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident” and similar statements. Among other things, quotations from management in this press release, as well as Qunar’s strategic and operational plans, contain forward-looking statements. Qunar may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission, 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 Qunar’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: the Company’s goals and strategies; its future business development, financial condition and results of operations; the expected growth of the online travel markets in China; the Company’s expectations regarding demand for and market acceptance of its products and services; its expectations regarding relationships with users and travel service providers; its plans to invest in the technology platform; competition in the industry; fluctuations in general economic and business conditions in China; and relevant government policies and regulations relating to the industry. Further information regarding these and other risks is included in the documents filed with the U.S. Securities and Exchange Commission. All information provided in this press release and in the attachments is as of the date of the press release, and Qunar undertakes no duty to update such information, except as required under applicable law.

 

About Non-GAAP Financial Measures

 

To supplement Qunar’s consolidated financial results presented in accordance with United States Generally Accepted Accounting Principles (“GAAP”), Qunar also uses adjusted net income (loss), adjusted EBITDA and adjusted operating income (loss) as additional non-GAAP financial measures. These non-GAAP financial measures enable management to assess the Company’s operating results without considering the impact of noncash charges, including share-based compensation expenses, depreciation and amortization, online marketing expenses from Zhixin Cooperation Agreement, fair value change in warrant liability and impairment loss of the long-term investments. Furthermore, these non-GAAP financial measures eliminate the impact of items that Qunar does not consider indicative of the performance of its business.

 

Qunar presents these non-GAAP financial measures because they are used by management to evaluate its operating performance, formulate business plans, and make strategic decisions on capital allocation. Qunar also believes that these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating its operating performance and consolidated results of operations in the same manner as management and in comparing financial results across accounting periods and to those of its peer companies. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. A limitation of using these non-GAAP financial measures is that these non-GAAP measures do not include all items that impact the Company’s results of operations for the period. The table captioned “Reconciliations of GAAP and non-GAAP Measures” has more details on the reconciliations between GAAP financial measures that are most directly comparable to the non-GAAP financial measures.

 

Currency Convenience Translation

 

The United States dollar (US$) amounts disclosed in this press release are presented solely for the convenience of the reader. The conversion of Renminbi (RMB) into U.S. dollars is based on the exchange rate set forth in the H.10 statistical release of the Federal Reserve Bank of New York on March 31, 2016, which was RMB6.4480 to US$1.00. The Company makes no representation that any Renminbi or U.S. dollar amounts could have been, or could be, converted into U.S. dollars or Renminbi, as the case may be, at any particular rate, or at all. The percentages stated are calculated based on the RMB amounts.

 



 

About Qunar

 

Qunar is China’s leading mobile and online travel platform. With a commitment to building a travel ecosystem serving the entire travel industry value chain, Qunar is evolving the way people travel in a world increasingly enabled by technology. Qunar addresses the needs of Chinese travelers and travel service providers by efficiently matching industry supply and demand through its proprietary technologies. By providing technology infrastructure for travel service providers on mobile and online platforms, Qunar integrates and offers the most comprehensive selection of travel products and the most convenient means to complete desired transactions for Chinese travelers.

 

Qunar means “where to go” in Mandarin Chinese.

 

For more information, please visit http://ir.qunar.com.

 

For investor inquiries, please contact:

 

Investor Relations

Qunar Cayman Islands Limited

Tel: +86-10-8967-6966

Email: ir@qunar.com

 

GRAPHIC

 


 


 

Qunar Cayman Islands Limited

Condensed Consolidated Balance Sheets

 

 

 

December 31,

 

March 31,

 

March 31,

 

 

 

2015

 

2016

 

2016

 

(In thousands except for number of shares and per share data)

 

RMB

 

RMB

 

USD

 

 

 

Audited

 

Unaudited

 

Unaudited

 

ASSETS

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

 

4,115,650

 

3,327,251

 

516,013

 

Restricted cash

 

1,747,603

 

697,055

 

108,104

 

Funds receivable

 

715,365

 

559,475

 

86,767

 

Short-term investments

 

351,189

 

 

 

Accounts receivable, net

 

278,382

 

205,870

 

31,928

 

Due from related parties

 

813,123

 

397,406

 

61,632

 

Prepayments and other current assets

 

1,320,492

 

822,180

 

127,509

 

Total current assets

 

9,341,804

 

6,009,237

 

931,953

 

 

 

 

 

 

 

 

 

Non-current assets:

 

 

 

 

 

 

 

Due from related parties, non-current

 

 

1,783,706

 

276,629

 

Property and equipment, net

 

232,085

 

229,010

 

35,516

 

Intangible assets,net

 

12,689

 

12,361

 

1,917

 

Goodwill

 

10,755

 

10,755

 

1,668

 

Long-term investments,net

 

712,967

 

748,016

 

116,007

 

Deferred tax assets, non-current(*)

 

80,624

 

86,296

 

13,383

 

Other non-current assets

 

114,621

 

136,928

 

21,236

 

Total non-current assets

 

1,163,741

 

3,007,072

 

466,356

 

 

 

 

 

 

 

 

 

Total assets

 

10,505,545

 

9,016,309

 

1,398,309

 

 

 

 

 

 

 

 

 

LIABILITIES AND EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Short-term loans

 

643,500

 

643,500

 

99,798

 

Customer advances and deposits

 

280,962

 

265,108

 

41,115

 

Due to related parties

 

1,961,500

 

169,939

 

26,355

 

Accounts payable

 

31,720

 

34,367

 

5,330

 

Salaries and welfare payable

 

418,431

 

318,055

 

49,326

 

Income tax payable

 

79,736

 

87,515

 

13,572

 

Accrued expenses and other current liabilities

 

3,134,951

 

2,080,139

 

322,602

 

Total current liabilities

 

6,550,800

 

3,598,623

 

558,098

 

 

 

 

 

 

 

 

 

Non-current liabilities:

 

 

 

 

 

 

 

Due to related parties, non-current

 

 

4,237,732

 

657,216

 

Deferred tax liability, non-current(*)

 

1,318

 

1,273

 

197

 

Long-term Debt

 

2,658,357

 

 

 

Non-current liabilities

 

91,702

 

94,737

 

14,693

 

Total non-current liabilities

 

2,751,377

 

4,333,742

 

672,106

 

 

 

 

 

 

 

 

 

Total liabilities

 

9,302,177

 

7,932,365

 

1,230,204

 

 

 

 

 

 

 

 

 

Equity:

 

 

 

 

 

 

 

Class A ordinary shares

 

87

 

46

 

7

 

Class B ordinary shares

 

2,638

 

2,690

 

417

 

Additional paid-in capital

 

10,647,579

 

11,624,670

 

1,802,833

 

Accumulated other comprehensive income

 

136,810

 

120,436

 

18,678

 

Statutory reserves

 

3,011

 

3,011

 

467

 

Accumulated deficit

 

(9,592,039

)

(10,668,502

)

(1,654,544

)

Total Qunar Cayman Islands Limited’s shareholders’ equity

 

1,198,086

 

1,082,351

 

167,858

 

 

 

 

 

 

 

 

 

Noncontrolling Interests

 

5,282

 

1,593

 

247

 

 

 

 

 

 

 

 

 

Total equity

 

1,203,368

 

1,083,944

 

168,105

 

 

 

 

 

 

 

 

 

Total liabilities and equity

 

10,505,545

 

9,016,309

 

1,398,309

 

 


*On November 20, 2015, the FASB issued ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes. This accounting standard requires deferred tax assets and liabilities, along with related valuation allowances, to be classified as noncurrent on the balance sheet. As a result, each tax jurisdiction will now only have one net noncurrent deferred tax asset or liability. This guidance has been adopted from 2016 and applied retrospectively by the Company to the prior period presented herein.

 


 


 

Qunar Cayman Islands Limited

Condensed Consolidated Statements of Operations

 

 

 

Three Months Ended

 

 

 

March 31,

 

December 31,

 

March 31,

 

March 31,

 

 

 

2015

 

2015

 

2016

 

2016

 

(In thousands except for number of shares and per share(ADS) data)

 

RMB

 

RMB

 

RMB

 

USD

 

 

 

Unaudited

 

Unaudited

 

Unaudited

 

Unaudited

 

Revenues

 

 

 

 

 

 

 

 

 

Flight and flight related

 

457,266

 

636,153

 

558,217

 

86,572

 

Accommodation reservation

 

128,288

 

535,099

 

299,715

 

46,482

 

Display advertising services

 

21,135

 

31,139

 

24,045

 

3,729

 

Other services

 

64,387

 

91,646

 

111,143

 

17,237

 

Total revenues

 

671,076

 

1,294,037

 

993,120

 

154,020

 

Cost of Revenues

 

(180,547

)

(507,424

)

(245,831

)

(38,125

)

Gross profit

 

490,529

 

786,613

 

747,289

 

115,895

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Product developments (Note 1)

 

(287,117

)

(1,531,773

)

(812,185

)

(125,959

)

Product sourcing (Note 1)

 

(124,352

)

(339,422

)

(172,198

)

(26,706

)

Sales and marketing (Note 1)

 

(327,855

)

(872,803

)

(620,900

)

(96,293

)

General and administrative (Note 1)

 

(132,061

)

(2,998,420

)

(181,388

)

(28,131

)

Online marketing expense for Baidu Zhixin Cooperation

 

(30,295

)

 

 

 

Operating loss

 

(411,151

)

(4,955,805

)

(1,039,382

)

(161,194

)

Interest income(expenses), net

 

521

 

(55,924

)

(49,465

)

(7,671

)

Foreign exchange (loss) gain, net

 

(958

)

(32,203

)

20,724

 

3,214

 

Other income(loss), net

 

1,943

 

(33,583

)

2,052

 

318

 

Fair value change in warrant liability

 

(288,226

)

 

 

 

Loss before income taxes

 

(697,871

)

(5,077,515

)

(1,066,071

)

(165,333

)

Income tax expense

 

(3,878

)

(11,547

)

(7,774

)

(1,206

)

Equity in loss of affiliated companies,net of tax

 

 

(3,719

)

(3,018

)

(468

)

Net loss

 

(701,749

)

(5,092,781

)

(1,076,863

)

(167,007

)

 

 

 

 

 

 

 

 

 

 

Net loss attributable to noncontrolling interests

 

516

 

1,813

 

400

 

62

 

 

 

 

 

 

 

 

 

 

 

Net loss attributable to Qunar Cayman Islands Limited

 

(701,233

)

(5,090,968

)

(1,076,463

)

(166,945

)

 

 

 

 

 

 

 

 

 

 

Loss per share for ordinary shares:

 

 

 

 

 

 

 

 

 

Net loss per ordinary share—basic

 

(1.95

)

(12.30

)

(2.48

)

(0.38

)

Net loss per ordinary share—diluted

 

(1.95

)

(12.30

)

(2.48

)

(0.38

)

 

 

 

 

 

 

 

 

 

 

Loss per ADS(each ADS represents three class B ordinary shares):

 

 

 

 

 

 

 

 

 

Net loss per ADS—basic

 

(5.85

)

(36.90

)

(7.44

)

(1.14

)

Net loss per ADS—diluted

 

(5.85

)

(36.90

)

(7.44

)

(1.14

)

 

 

 

 

 

 

 

 

 

 

Weighted average number of ordinary shares:

 

 

 

 

 

 

 

 

 

Class A ordinary shares 

 

 

 

 

 

 

 

 

 

Basic

 

224,299,179

 

64,640,123

 

8,159,782

 

8,159,782

 

Diluted

 

224,299,179

 

64,640,123

 

8,159,782

 

8,159,782

 

 

 

 

 

 

 

 

 

 

 

Class B ordinary shares 

 

 

 

 

 

 

 

 

 

Basic

 

134,557,237

 

349,136,105

 

425,742,428

 

425,742,428

 

Diluted

 

358,856,416

 

413,776,228

 

433,902,210

 

433,902,210

 

 

 

 

 

 

 

 

 

 

 

Note 1: Includes share-based compensation expenses as follows:

 

 

 

 

 

 

 

 

 

Product developments

 

19,620

 

1,207,853

 

528,974

 

82,037

 

Product sourcing

 

1,044

 

145,821

 

49,861

 

7,733

 

Sales and marketing

 

7,699

 

283,567

 

114,647

 

17,780

 

General and administrative

 

61,510

 

2,865,229

 

108,853

 

16,882

 

Total share-based compensation expenses

 

89,873

 

4,502,470

 

802,335

 

124,432

 

 


 


 

Reconciliations of GAAP and non-GAAP measures (in thousands)

 

 

 

Three Months Ended

 

 

 

March 31,

 

December 31,

 

March 31,

 

March 31,

 

 

 

2015

 

2015

 

2016

 

2016

 

 

 

RMB

 

RMB

 

RMB

 

USD

 

 

 

Unaudited

 

Unaudited

 

Unaudited

 

Unaudited

 

Net loss

 

(701,749

)

(5,092,781

)

(1,076,863

)

(167,007

)

Add:

 

 

 

 

 

 

 

 

 

Share-based compensation expenses

 

89,873

 

4,502,470

 

802,335

 

124,432

 

Impairment loss of the long-term investments

 

 

39,425

 

 

 

Online marketing expense for Baidu Zhixin Cooperation

 

30,295

 

 

 

 

Fair Value change in warrant liability

 

288,226

 

 

 

 

Adjusted net loss (non-GAAP)(*)

 

(293,355

)

(550,886

)

(274,528

)

(42,575

)

Add:

 

 

 

 

 

 

 

 

 

Income tax expense

 

3,878

 

11,547

 

7,774

 

1,206

 

Depreciation and amortization

 

25,516

 

29,378

 

32,329

 

5,014

 

Interest expense

 

1,420

 

66,473

 

59,660

 

9,252

 

Adjusted EBITDA (non-GAAP) (**)

 

(262,541

)

(443,488

)

(174,765

)

(27,103

)

 

 

 

 

 

 

 

 

 

 

Operating loss

 

(411,151

)

(4,955,805

)

(1,039,382

)

(161,194

)

Add:

 

 

 

 

 

 

 

 

 

Share-based compensation expenses

 

89,873

 

4,502,470

 

802,335

 

124,432

 

Online marketing expense for Baidu Zhixin Cooperation

 

30,295

 

 

 

 

Adjusted operating loss(non-GAAP)(***)

 

(290,983

)

(453,335

)

(237,047

)

(36,762

)

 


*Adjusted net loss (non-GAAP), defined as net loss excluding share-based compensation expenses,impairment loss of the long-term investments, online marketing expenses for Baidu Zhixin Cooperation and fair value change in warrant liability.

 

** Adjusted EBITDA (non-GAAP), defined as net loss before income taxes, interest expenses, depreciation and amortization, further adjusted to exclude share-based compensation expenses,impairment loss of the long-term investments, online marketing expenses for Baidu Zhixin Cooperation and fair value change in warrant liability.

 

*** Adjusted operating loss(non-GAAP), defined as operating loss excluding share-based compensation expenses and online marketing expenses for Baidu Zhixin Cooperation .