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International Entertainment News

Wednesday, August 12, 2009

XSEL Announces Financial Results for the Second Quarter 2009

XSEL Announces Financial Results for the Second Quarter 2009

BEIJING, Aug. 12 /PRNewswire-Asia-FirstCall/ -- Xinhua Sports & Entertainment Limited (the "Company" or "XSEL") (NASDAQ:XSEL) , a leading sports and entertainment group in China, today announced its unaudited financial results for the second quarter ended June 30, 2009.

   Second Quarter 2009 Highlights    -- Net revenue was $38.8 million   -- Adjusted EBITDA (non-GAAP) was $5.7 million   -- Adjusted net income (non-GAAP) was $2.9 million   -- Adjusted net income per ADS (non-GAAP) was $0.03   -- Net loss attributable to XSEL (GAAP) was $2.1 million   -- Net loss per ADS (GAAP) was $0.04    

Fredy Bush, XSEL's CEO said, "We warmly welcome Mr. Zheng Jingsheng as Chairman of the Board and an Independent Director. With Mr. Zheng's in-depth understanding of China's media sector and extensive experience as a senior executive at the Xinhua News Agency, he will contribute invaluable insight and guidance to XSEL's business. The separation of the Chairmanship and the office of the CEO further enhance the Company's corporate governance."

"This quarter saw solid growth despite a weak global economy with the implementation of our sports strategy. As we continue to execute, we are pleased to announce the addition of the extremely popular Ultimate Fighting Championship or UFC, to our Fight Weekend programming. Our internet platform, Koobee, recently secured the exclusive online rights to distribute the full 2009-2010 season of soccer's English Premier League through the intranet covering more than 30 million college students in China."

   Second Quarter 2009 Financial Results      Chart 1: Summary of financial results                        3 months   3 months  3 months                         ended      ended     ended      09Q2 vs    09Q2 vs                         Jun 30,   Jun 30,   Mar 31,      08Q2        09Q1   In US$ millions        2009      2008      2009       Growth %    Growth %    Net revenue(1)         38.8      47.2      24.5         -18%        59%   Adjusted EBITDA(2)      5.7      10.7       1.3         -47%       325%   Net (loss) income    attributable to XSEL  (2.1)      0.8      (3.1)         N/A        31%   One-time items(3)      (1.2)      0.6        --          N/A        N/A   Net (loss) income    attributable to XSEL    before one-time items (3.3)      1.4      (3.1)         N/A        -4%   Adjusted net income(2)  2.9       7.6       0.7         -62%       323%    (1) Due to the pending sale of Shanghai Hyperlink Market Research Co. Ltd       ("Hyperlink"), the Company's research services business, in 2009,       the results of operations were separately reported as "discontinued       operations" and comparative numbers were reclassified accordingly.   (2) Please refer to Chart 8 (Reconciliation of non-GAAP financial results)       for details of calculation of adjusted EBITDA (non-GAAP) and adjusted       net income (non-GAAP).   (3) One-time items are those that we believe are not indicative of future       performance. The one-time items of $1.2 million in the second quarter       of 2009 represent the net amount of non-cash fair value adjustments on       a long-term receivable and convertible loan.     Net Revenue  

Net revenue for the second quarter of 2009 was $38.8 million, down 18% year-on-year from $47.2 million in the second quarter of 2008 or up 59% sequentially from $24.5 million in the first quarter of 2009.

   Net Revenue by type and business group    Chart 2: Net revenue by type and business group    In US$ millions           Broadcast    Advertising     Print        Total   Net revenue:     Advertising services       4.3          16.6          0.3         21.2     Content production         0.2            --           --          0.2     Advertising sales         14.5            --          2.8         17.3     Publishing services         --            --          0.1          0.1   Total net revenue           19.0          16.6          3.2         38.8     Broadcast Group  

Net revenue for the Broadcast Group for the second quarter of 2009 was $19.0 million, up 37% year-on-year from $14.0 million in the second quarter of 2008 or up 62% sequentially from $11.8 million in the first quarter of 2009.

   Chart 3: Revenue breakdown of the Broadcast Group                   3 months    3 months           3 months  3 months                    ended      ended               ended     ended                    Jun 30,    Jun 30,   Growth    Jun 30,   Mar 31,   Growth   In US$ millions   2009       2008       %        2009      2009       %   Broadcast:    Television       11.3         6.5      75%      11.3       4.7     142%    Radio             3.2         2.7      17%       3.2       2.6      21%    Mobile            4.3         2.5      72%       4.3       3.6      21%    Production        0.2         2.3     -91%       0.2       0.9     -76%       Subtotal:     19.0        14.0      37%      19.0      11.8      62%     Advertising Group  

Net revenue for the Advertising Group for the second quarter of 2009 was $16.6 million, down 41% year-on-year from $28.2 million in the second quarter of 2008 or up 65% sequentially from $10.0 million in the first quarter of 2009. The year-on-year decrease was primarily due to divestments and the global economic downturn.

   Chart 4: Revenue breakdown of the Advertising Group                      3 months   3 months          3 months  3 months                       ended      ended            ended     ended                       Jun 30,   Jun 30,   Growth  Jun 30,   Mar 31,   Growth   In US$ millions      2009      2008       %      2009      2009       %   Advertising:    Print/Online         7.6      12.2     -38%      7.6       2.1     266%    Outdoor/Other(1)     2.2       8.1     -73%      2.2       1.6      33%    BTL Marketing        6.8       7.9     -14%      6.8       6.3       8%         Subtotal(2):   16.6      28.2     -41%     16.6      10.0      65%    (1) On December 31, 2008, the Company divested its Hong Kong based outdoor       advertising business, Convey, which contributed $5.9 million to net       revenue in the second quarter of 2008.   (2) Due to the pending sale of Hyperlink, the Company's research services       business, in 2009, the historical results were reported as       "discontinued operations" for all periods presented. Hyperlink       contributed $1.6 million to net revenue for the Advertising Group in       the second quarter of 2008.     Print Group  

Net revenue for the Print Group for the second quarter of 2009 was $3.2 million, down 36% year-on-year from $5.0 million in the second quarter of 2008 or up 20% sequentially from $2.7 million in the first quarter of 2009. The year-on-year decrease is primarily due to the global economic downturn.

   Chart 5: Revenue breakdown of the Print Group                      3 months    3 months          3 months  3 months                       ended      ended              ended     ended                      Jun 30,     Jun 30,   Growth   Jun 30,  Mar 31,  Growth   In US$ millions     2009        2008       %       2009      2009     %   Print:    Newspaper           2.0         2.7      -26%     2.0       1.3      52%    Magazines           1.2         2.3      -48%     1.2       1.4     -11%       Subtotal:        3.2         5.0      -36%     3.2       2.7      20%     Gross Profit  

Gross profit for the second quarter of 2009 was $9.9 million, down 51% year-on-year from $20.3 million in the second quarter of 2008, or up 18% sequentially from $8.4 million in the first quarter of 2009. Adjusted gross profit (non-GAAP), defined as gross profit before amortization of intangible assets from acquisitions, for the second quarter of 2009 was $11.3 million, down 49% year-on-year from $22.1 million in the second quarter of 2008, or up 20% sequentially from $9.4 million in the first quarter of 2009. The year-on-year decrease of both gross profit and adjusted gross profit was a result of the factors previously described in the net revenues of our business groups. We provide the adjusted gross profit metric to break out the amortization of intangible assets from acquisitions charged within the cost of revenue. Chart 6 (Reconciliation for adjusted gross profit by business group) provides the breakdown of adjusted gross profit by business group. Due to the pending sale of Hyperlink, the Company's research services business, in 2009, the results of operations were separately reported as "discontinued operations" and comparative numbers were reclassified accordingly.

   Chart 6: Reconciliation for adjusted gross profit by business group    In US$ millions                  Advertising Broadcast  Print   Total   Gross Profit                        5.0         2.5      2.4      9.9   Amortization of intangible assets    from acquisitions(1)                --         1.2      0.2      1.4   Adjusted gross profit               5.0         3.7      2.6     11.3    (1) Amortization of intangible assets from acquisitions includes       intangible assets such as trademarks, license rights, exclusive       advertising rights, licensing agreement, customer relationships and       non-compete agreements.     Operating Expenses  

Operating expenses are comprised of selling and distribution expenses and general and administrative expenses. Operating expenses for the second quarter of 2009 were $9.1 million, down 44% year-on-year from $16.3 million in the second quarter of 2008, or down 14% sequentially from $10.7 million in the first quarter of 2009. The year-on-year decrease is primarily due to implementation of cost cutting initiatives, a reduction of provision for accounts receivable of $1.3 million in the second quarter of 2009, a decrease in selling and distribution expenses in line with decreased revenue and a decrease in share-based compensation expenses.

Selling and distribution expenses for the second quarter of 2009 were $3.5 million, down 36% year-on-year from $5.5 million in the second quarter of 2008, or up 8% sequentially from $3.3 million in the first quarter of 2009.

General and administrative expenses for the second quarter of 2009 were $5.6 million, down 48% year-on-year from $10.8 million in the second quarter of 2008, or down 24% sequentially from $7.4 million in the first quarter of 2009. Included in general and administration expenses for the second quarter of 2009 was $0.6 million of share-based compensation expenses.

Adjusted EBITDA (non-GAAP)

Adjusted EBITDA (non-GAAP), defined as net income (loss) attributable to XSEL before one time items, other income (expense), taxes, depreciation, amortization of intangible assets from acquisitions, net income (loss) attributable to non-controlling interests and share-based compensation expenses, for the second quarter of 2009 was $5.7 million, down 47% year-on-year from $10.7 million in the second quarter of 2008, or up 325% sequentially from $1.3 million in the first quarter of 2009. The year-on-year decrease is mainly due to divestments and the global economic downturn.

We provide the adjusted EBITDA metric because it allows management, investors and others to evaluate and compare our core operating results without the impact of certain non-cash items or one-time items that we believe are not indicative of future performance.

   Chart 7:  Adjusted EBITDA by business group    In US millions                 Advertising   Broadcast   Print      Total   Adjusted EBITDA by business    group                              3.8         2.7       2.3        8.8   Less: net head office expenses       --          --        --       (3.1)   Adjusted EBITDA                      --          --        --        5.7     Net Income (Loss) attributable to XSEL and Adjusted Net Income (non-GAAP)  

Net loss attributable to XSEL for the second quarter of 2009 was $2.1 million, compared to net income $0.8 million in the second quarter of 2008 and net loss $3.1 million in the first quarter of 2009.

Adjusted net income (non-GAAP), defined as net income (loss) attributable to XSEL before one-time items, amortization of intangible assets from acquisitions, share-based compensation expenses and imputed interest, for the second quarter of 2009 was $2.9 million, down 62% year-on-year from $7.6 million in the second quarter of 2008, or up 323% sequentially from $0.7 million in the first quarter of 2009. The year-on-year decrease is mainly due to divestments and the global economic downturn.

We provide the adjusted net income metric because it allows management, investors and others to evaluate our net income without the impact of possible add backs, deductions, certain material non-cash items or one-time items that we believe are not indicative of future performance.

Other Corporate Developments

The Company appointed Mr. Zheng Jingsheng as the Company's new independent Director and Chairman of the Board and Mr. Harry Nam as an independent Director, while Mr. Larry Kramer and Mr. Zhao Li have stepped down from the Board. Mr. Zheng Jingsheng served as Vice President of the Xinhua News Agency from 1998 to 2008 and Deputy General Manager from 1995 to 1998. He commenced his XSEL chairmanship on July 31, 2009, succeeding Ms. Fredy Bush. Ms. Bush will continue to serve as CEO of the Company. Mr. Nam was also appointed as Chairman of the Nominating and Corporate Governance Committee and the Investment Committee.

In June 2009, XSEL secured the exclusive television rights to UFC in China. Under the agreement with US based CSI Entertainment Inc., XSEL has the exclusive television rights to UFC in China until the end of 2009 and is developing a long term partnership extending into radio, internet and mobile platforms.

The Company completed the acquisition of a company that has a long-term advertising agreement with a television station in the PRC. The transaction gives XSEL up to 15-years of exclusive rights to provide advertising services.

Due to repositioning of the business to sports and entertainment, the Company has sold or may sell other certain non-core segments of its business which may give rise to potential non-cash impairment charges on goodwill and intangible assets.

Conference Call Information

Following the earnings announcement, XSEL's senior management will host a conference call on August 12, 2009 at 8:00PM (New York) / August 13, 2009 at 8:00AM (Beijing) to review the results and discuss recent business activities.

   Interested parties may dial into the conference call at:   (US) +1 800 561 2693 or +1 617 614 3523   (UK) +44 207 365 8426   (Mainland China) + 86 10 800 130 0399   (Asia Pacific) +852 3002 1672   Passcode: 27002258   

A telephone replay will be available two hours after the call for one week at:

   (US Toll Free) +1 888 286 8010   (International) +1 617 801 6888   Passcode: 26146199   

A real-time webcast and replay will be also available at: http://www.xsel.com/en/investor-relations/webcast/

   For more information, please contact:    Media Contact    Ms. Joy Tsang, XSEL    Tel:   +86-10-8567-6050    Email: joy.tsang@xsel.com    IR Contact    Mr. Edward Liu, XSEL    Tel:   +86-10-8567-6061    Email: edward.liu@xsel.com     Mr. Howard Gostfrand, American Capital Ventures    Tel:       +1-305-918-7000    Toll free: +1-877-918-0774    Email: info@amcapventures.com     About XSEL  

Xinhua Sports & Entertainment Limited ("XSEL;" NASDAQ: XSEL) is a leading sports and entertainment media company in China. Catering to a vast audience of young and upwardly mobile customers, XSEL is well-positioned in China with its unique content and access. Through its key international partnerships, XSEL is able to offer its target audience the content they demand -- premium sports and quality entertainment. Through its Chinese partnerships, XSEL is able to deliver this content across a broad range of platforms, including television, the internet, mobile phones and other multimedia assets in China. Along with its integrated advertising resources, XSEL offers a total solution empowering clients at every stage of the media, process linking advertisers with China's young and upwardly mobile demographic.

Headquartered in Beijing, the Company employs more than 1,350 people and has offices and affiliates in major cities throughout China including Beijing, Shanghai, Guangzhou, Shenzhen and Hong Kong. The Company's American Depository Shares are listed on the NASDAQ Global Market (NASDAQ:XSEL) . For more information, please visit http://www.xsel.com/ .

Safe Harbor

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 other similar statements. Among other things, the quotations from management in this announcement, as well as XSEL's strategic and operational plans, contain forward-looking statements. XSEL 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 XSEL'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: our growth strategies; our future business development, results of operations and financial condition; our ability to attract and retain customers; competition in the Chinese advertising and media markets; changes in our revenues and certain cost or expense items as a percentage of our revenues; the outcome of ongoing, or any future, litigation or arbitration, including those relating to copyright and other intellectual property rights; the expected growth of the Chinese advertising and media market and Chinese governmental policies relating to advertising and media. Further information regarding these and other risks is included in our annual report on Form 20-F and other documents filed with the Securities and Exchange Commission. XSEL does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

Non-GAAP Financial Measures

To supplement XSEL's consolidated financial results under U.S. GAAP, XSEL also provides the following non-GAAP financial measures: "adjusted gross profit" defined as gross profit excluding amortization of intangible assets from acquisitions; "adjusted EBITDA" defined as net income (loss) attributable to XSEL before one time items, other income (expense), taxes, depreciation, amortization of intangible assets from acquisitions, net income (loss) attributable to non-controlling interests and share-based compensation expenses; and "adjusted net income" defined as net income (loss) attributable to XSEL before one-time items, amortization of intangible assets from acquisitions, share-based compensation expenses and imputed interest. XSEL believes that these non-GAAP financial measures provide investors with another method for assessing XSEL's underlying operational and financial performance. These non-GAAP financial measures are not intended to be considered in isolation or as a substitute for the financial results under U.S. GAAP. For more information on these non-GAAP financial measures, please refer to Chart 8 (Reconciliation of non-GAAP financial results) of this release.

XSEL believes these non-GAAP financial measures are useful to management and investors in assessing the performance of the Company and assist management in its financial and operational decision making. A limitation of using non-GAAP measures which exclude share-based compensation expenses is that share-based compensation expenses have been and will continue to be a significant recurring expense in our business. A limitation of using non-GAAP adjusted gross profit, adjusted EBITDA and adjusted net income is that they do not include all items that impact our net income for the period. Management compensates for these limitations by providing specific information regarding the GAAP amounts excluded from each non-GAAP measure. The accompanying tables provide additional details on the reconciliation between GAAP financial measures that are most directly comparable to non-GAAP financial measures.

   The following is a reconciliation of our non-GAAP financial results:      Chart 8: Reconciliation of non-GAAP financial results                                                3 months  3 months   3 months                                                 ended     ended      ended                                                 Jun30,    Jun 30,    Mar 31,   In US millions                                 2009      2008       2009    Net (loss) income attributable to XSEL         (2.1)      0.8       (3.1)   One-time items(1)                                --       0.7         --   Amortization of intangible assets from    acquisitions                                   2.2       3.4        1.7   Share-based compensation expenses               0.6       1.8        0.9   Depreciation                                    0.6       0.6        0.5   Other expenses                                  4.0       1.1        1.2   Provision for income taxes                      0.3       1.9        0.4   Net income (loss) attributable to    non-controlling interests                      0.1       0.4       (0.3)   Adjusted EBITDA                                 5.7      10.7        1.3    Net (loss) income attributable to XSEL         (2.1)      0.8       (3.1)   One-time items(1)                              (1.2)      0.6         --   Amortization of intangible assets from    acquisitions                                   2.2       3.4        1.7   Share-based compensation expenses               0.6       1.8        0.9   Imputed interest(2)                             3.4       1.0        1.2   Adjusted net income                             2.9       7.6        0.7    (1) One-time items are those that we believe are not indicative of future       performance. The one-time items of $1.2 million in the second quarter       of 2009 represent the net amount of non-cash fair value adjustments on       a long-term receivable and convertible loan.   (2) Imputed interest for the second quarter of 2009 is related to       intangible assets from long-term contracts and convertible loan.    

Net income (loss) and adjusted net income per ADS are shown in Chart 9 (Net income (loss) and adjusted net income per ADS):

   Chart 9: Net income (loss) and adjusted net income per ADS(1)                                               3 months   3 months    3 months                                                ended      ended       ended                                               Jun 30,     Jun 30,     Mar 31,   In US dollars                                2009        2008        2009   Net income (loss) per ADS - basic from    continuing operations                      $(0.04)      $0.00      $(0.05)   Net income (loss) per ADS - basic from    discontinued operations                     $0.00       $0.00       $0.00   Net income (loss) per ADS - basic           $(0.04)      $0.00      $(0.05)   Net income (loss) per ADS - diluted    from continuing operations                 $(0.04)      $0.00      $(0.05)   Net income (loss) per ADS - diluted    from discontinued operations                $0.00       $0.00       $0.00   Net income (loss) per ADS - diluted         $(0.04)      $0.00      $(0.05)    Weighted average number of  

ADS - - basic 76.0million 67.5million 75.5million

   Weighted average number of ADS -    diluted                               76.0million 73.5million 75.5million    Adjusted net income per ADS - basic    from continuing operations                  $0.03       $0.10       $0.00   Adjusted net income per ADS - basic    from discontinued operations                $0.00       $0.00       $0.00   Adjusted net income per ADS - basic          $0.03       $0.10       $0.00    Adjusted net income per ADS - diluted    from continuing operations                  $0.03       $0.10       $0.00   Adjusted net income per ADS - diluted    from discontinued operations                $0.00       $0.00       $0.00   Adjusted net income per ADS - diluted        $0.03       $0.10       $0.00     Weighted average number of ADS -                                   -    basic                                 76.0million 67.5million 75.5million   Weighted average number of ADS -    diluted                               76.0million 73.5million 75.5million    (1) For computation of the net income (loss) per ADS and adjusted net       income per ADS, the amount attributable to holders of common shares       should be used. Accordingly, dividends on Series B redeemable       convertible preference shares of $0.6 million were taken into account       for the first and second quarter of 2009, and the second quarter of       2008.      Condensed Consolidated Balance Sheet    (In U.S. dollars)                Jun 30, 2009   Mar 31, 2009 Dec 31, 2008                                     Unaudited      Unaudited    As adjusted                                      (Note 1)       (Note 1)      (Note 1)   Assets   Current assets:      Cash and cash equivalents      32,329,314     59,274,949   54,088,842      Short term deposit                 29,054      1,453,398    2,940,051      Restricted cash (Note 2)       37,920,000     37,610,000   37,510,000      Accounts receivable, net       of allowance for       doubtful debts (Note 3)       35,422,320     33,575,134   44,762,902      Prepaid program expenses        4,874,817      3,140,071    2,324,253      Consideration receivable       from disposal of       subsidiaries (Note 4)         45,640,000     43,754,392   36,970,590      Other current assets           28,092,141     24,349,090   14,902,170      Assets held for sale       (Note 5)                       7,846,238      8,575,780           --   Total current assets             192,153,884    211,732,814  193,498,808   Content production cost, net      13,685,624             --           --   Property and equipment, net        6,043,153      6,297,263    6,590,790   Intangible assets, net    (Note 6)                        284,488,653    197,727,546  200,528,583   Goodwill (Note 7)                 68,827,539     42,688,899   46,992,724   Investment                        13,508,239     13,508,239   13,508,239   Deposits for investments    (Note 8)                         14,536,860     24,382,361   14,174,566   Consideration receivable from    disposal of    subsidiaries (Note 4)            26,249,648     28,285,035   28,285,035   Other long-term assets             9,726,480      6,686,206    4,671,591   Total assets                     629,220,080    531,308,363  508,250,336    Liabilities, mezzanine    equity and total equity   Current liabilities:      Bank borrowings (Note 9)       42,705,865     42,486,592   36,374,198      Other current liabilities      90,757,246     63,529,480   69,900,342      Liabilities held for       sale (Note 5)                  1,129,607      1,893,487           --   Total current liabilities        134,592,718    107,909,559  106,274,540   Deferred tax liabilities          35,509,083     31,559,100   31,679,491   Long-term liabilities,    non-current portion             190,829,286    121,164,687  101,505,496   Total liabilities                360,931,087    260,633,346  239,459,527   Mezzanine equity:      Series B redeemable       convertible preferred       shares                        31,845,591     31,205,591   30,605,591   Shareholders' equity:      Class A common shares             109,416        109,388      104,302      Additional paid-in       capital                      485,416,625    486,691,163  481,318,345      Accumulated deficits         (259,533,013)  (256,743,071)(252,968,439)      Accumulated other       comprehensive income           6,610,529      7,135,231    7,165,833   Total shareholders' equity       232,603,557    237,192,711  235,620,041   Non-controlling interests          3,839,845      2,276,715    2,565,177   Total equity                     236,443,402    239,469,426  238,185,218   Total liabilities,    mezzanine equity and total    equity                          629,220,080    531,308,363  508,250,336      Condensed Consolidated Statement of Operations                                        3 months       3 months    3 months                                        ended           ended       ended   (In U.S. Dollars)                 Jun 30, 2009   Jun 30, 2008 Mar 31, 2009                                      Unaudited       Unaudited   Unaudited                                                     As adjusted                                        (Note 1)      (Note 1)      (Note 1)   Net revenues:      Advertising services             21,166,243    25,221,780  14,242,940      Content production                  207,980     2,888,164     878,214      Advertising sales                17,300,285    19,006,987   9,254,766      Publishing services                 133,522       108,924      99,112   Total net revenues                  38,808,030    47,225,855  24,475,032   Cost of revenues:      Advertising services             15,261,154    17,988,473  10,026,073      Content production                  249,872     1,060,419     332,172      Advertising sales                13,204,429     7,644,880   5,513,330      Publishing services                 221,450       254,844     202,596   Total cost of revenues              28,936,905    26,948,616  16,074,171   Operating expenses:      Selling and distribution          3,538,980     5,495,696   3,272,562      General and administrative       (Note 3)                         5,609,771    10,816,544   7,414,066   Total operating expenses             9,148,751    16,312,240  10,686,628   Other operating income               1,515,604         7,220     412,148   Operating income (loss) from    continuing   operations                           2,237,978     3,972,219  (1,873,619)   Other expenses (Note 10)             3,984,469     1,138,945   1,188,780   (Loss) income from continuing    operations before provision    for income taxes                   (1,746,491)    2,833,274  (3,062,399)   Provision for income taxes             298,022     1,874,756     383,662   Net (loss) income before    non-controlling   interests from continuing    operations                         (2,044,513)      958,518  (3,446,061)   Discontinued operations (Note 5):      Income from discontinued       operations                          58,566       289,702      31,728      Provision for income taxes           28,961       114,341      22,224   Discontinued operations, net    of taxes                               29,605       175,361       9,504   Net (loss) income                   (2,014,908)    1,133,879  (3,436,557)   Net income (loss) attributable to    non-controlling interests             135,029       370,913    (301,920)   Net (loss) income   attributable to XSEL                (2,149,937)      762,966  (3,134,637)   Dividend declared on Series B    redeemable convertible    preferred  shares                     640,000       600,000     640,000   Net (loss) income    attributable to holders of    common shares                      (2,789,937)      162,966  (3,774,637)    Net income (loss) per share:   Basic and diluted from    continuing operations    - Common shares                         (0.02)         0.00       (0.03)   Basic and diluted from    discontinued operations    - Common shares                          0.00          0.00        0.00   Basic and diluted - Common shares        (0.02)         0.00       (0.03)    Basic and diluted from    continuing operations - American    Depositary Shares                       (0.04)         0.00       (0.05)   Basic and diluted from    discontinued operations - American    Depositary Shares                        0.00          0.00        0.00      Basic and diluted -       American Depositary Shares           (0.04)         0.00       (0.05)      Condensed Consolidated Statement of Cash Flow                                  3 months ended 3 months ended 3 months ended   (In U.S. Dollars)               Jun 30, 2009  Jun 30, 2008   Mar 31, 2009                                    Unaudited      Unaudited      Unaudited   Net cash provided by operating    activities                       625,814       7,603,264     2,205,338   Net cash used in investing    activities                   (20,805,254)    (19,234,247)  (19,823,410)   Net cash (used in) provided    by financing activities       (7,715,920)     (1,506,267)   25,656,044   Effect of exchange rate    changes                           42,705         666,271       (64,102)   Net (decrease) increase in    cash and cash equivalents    (27,852,655)    (12,470,979)    7,973,870   Cash and cash equivalents, as    at beginning of the period    59,274,949      69,544,776    54,088,842   Less: Cash and cash    equivalents at end of    period from discontinued    operations                       907,020              --    (2,787,763)   Cash and cash equivalents, as    at end of the period          32,329,314      57,073,797    59,274,949     Notes to Financial Information    1) Condensed consolidated financial information  

Effective from January 1, 2009, the Company adopted Statement of Financial Accounting Standards No. 160, "Non-controlling Interest in Consolidated Financial Statements -- An amendment of Accounting Research Bulletin No. 51" ("SFAS No. 160"), which changed the accounting for and the reporting of minority interest, now referred to as non-controlling interests, in our condensed consolidated financial information. The adoption of SFAS No. 160 resulted in the reclassification of amounts previously attributable to minority interest to a separate component of shareholders' equity titled "Non-controlling Interests" in the accompanying condensed consolidated balance sheet. Additionally, net loss attributable to non-controlling interests was shown separately from net loss in the accompanying condensed consolidated statement of operations. Prior period financial information has been reclassified to conform to the current period presentation as required by SFAS No. 160. In addition, due to the pending sale of Hyperlink, the Company's research services business, in 2009, the historical results were reported as "discontinued operations" for all periods presented in the accompanying condensed consolidated statement of operations.

2) Restricted cash

Restricted cash was US dollar cash deposits pledged for the RMB loan facilities granted by banks for RMB working capital purposes.

3) Accounts receivables, net of allowance for doubtful debts and debtors turnover

Debtors turnover for the first and second quarter of 2009 were 144 days and 81 days respectively. Our business groups generally grant 90 days to 180 days as the average credit period to major customers, which is in line with the industry practices in the PRC. The Company recorded a recovery of doubtful debts of $2.4 million in general and administrative expenses for the second quarter of 2009 and wrote back the allowance for doubtful debts accordingly.

4) Consideration receivable from disposal of subsidiaries

On June 30, 2009, the Company recorded current and non-current consideration receivable from disposal of subsidiaries of $45.6 million and $26.2 million respectively. This represented the consideration receivable for the disposal of our 85% shareholding of Convey in December 2008.

5) Assets and liabilities held for sale and discontinued operations

On June 30, 2009, the Company recorded assets and liabilities held for sale of $7.8 million and $1.1 million respectively. Due to the pending sale of Hyperlink, the Company's research services business, in 2009, the results of operations were separately reported as "discontinued operations" and its assets and liabilities have been reclassified as "assets and liabilities held for sale."

6) Intangible assets

The carrying value of intangible assets on June 30, 2009 was $284.5 million. This mainly represented the carrying value of the long-term advertising agreements for the Broadcast and Print groups. The carrying value of the intangible assets were composed of a $185.9 million advertising license agreement for our TV business, a $73.5 million exclusive advertising agreement for our newspaper business and $25.1 million other intangible assets. In April 2009, XSEL completed the acquisition of a company that has a long-term advertising agreement with a television station in the PRC. The carrying value of the related intangible assets as of June 30, 2009 was $89.6 million.

7) Goodwill

On June 30, 2009, the carrying value of goodwill was $68.8 million. In April 2009, the Company completed the acquisition of a company that has a long-term advertising agreement with a television station in the PRC. The carrying value of the related goodwill as of June 30, 2009 was $11.8 million.

8) Deposits for investments

The Company has paid a deposit of $10 million and an advance of $4.5 million to provide advertising services to the pay channels in the PRC. These amounts are refundable unless certain closing conditions are met. On June 30, 2009, there were uncertainties as to whether certain closing conditions can be met.

9) Bank borrowings

In October 2007, the Company purchased from UBS Financial Services, Inc. a $25.0 million principal protected note issued by Lehman Brothers Holdings Inc., which matured in January 2009. In August 2008, the Company borrowed $14.0 million from UBS AG using the principal protected note as collateral (the ''Loan''). On September 15, 2008, Lehman Brothers filed for bankruptcy, and, after the Company refused to post additional collateral for the Loan, on September 25, 2008, UBS AG filed a demand for arbitration with the American Arbitration Association against the Company seeking repayment of the Loan. On October 28, 2008, the Company filed its defense to the demand as well as a cross claim against UBS Financial Services, Inc. for an amount in excess of $25.0 million. At December 31, 2008, the Company has taken full provision of $25.0 million against the principal protected note. The Company is currently in arbitration and will defend itself vigorously in its position.

10) Other expenses

Other income (expense) includes net interest income (expense) and net other income (expense).

Source: Xinhua Sports & Entertainment Limited

CONTACT: Media Contact Ms. Joy Tsang, XSEL +86-10-8567-6050 or
joy.tsang@xsel.com; IR Contact: Mr. Edward Liu, XSEL at +86-10-8567-6061 or
edward.liu@xsel.com; Mr. Howard Gostfrand, American Capital Ventures at
+1-305-918-7000, Toll free: +1-877-918-0774 or info@amcapventures.com

Web site: http://www.xsel.com/
http://www.xsel.com/en/investor-relations/webcast


Profile: International Entertainment

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