Youku Tudou Announces Fourth Quarter and Fiscal Year 2014 Unaudited Financial Results

Youku Tudou Announces Fourth Quarter and Fiscal Year 2014 Unaudited Financial Results

Total Daily Video Views Surpassed 900 Million; Consumer Revenues Grew 649% Year-on-Year

BEIJING, March 19, 2015 /PRNewswire/ -- Youku Tudou Inc. (NYSE: YOKU), China's leading Internet television company ("Youku Tudou" or the "Company"), today announced its unaudited financial results for the fourth quarter and fiscal year ended December 31, 2014.

Fourth Quarter 2014 Highlights[1]


-- Net revenues were RMB1.26 billion (US$203.8 million), a 40% increase
from the corresponding period in 2013.
-- Gross profit was RMB240.0 million (US$38.7 million), as compared to
RMB254.3 million (US$41.0 million) from the corresponding period in
2013. Non-GAAP[2] gross profit was RMB253.3 million (US$40.8 million) in
the fourth quarter of 2014, as compared to RMB268.3 million (US$43.2
million) from the corresponding period in 2013.
-- Net loss was RMB318.1 million (US$51.3 million), as compared to RMB24.6
million (US$4.0 million) from the corresponding period in 2013. Non-GAAP
net loss was RMB228.8 million (US$36.9 million) in the fourth quarter of
2014, as compared to non-GAAP net profit of RMB44.2 million (US$7.1
million) from the corresponding period in 2013.
-- Basic and diluted loss per ADS, each representing 18 Class A ordinary
shares of the Company, for the fourth quarter of 2014 amounted to
RMB1.64 (US$0.26) and RMB1.64 (US$0.26), respectively. Non-GAAP basic
and diluted loss per ADS for the fourth quarter of 2014 amounted to
RMB1.18 (US$0.19) and RMB1.18 (US$0.19), respectively.
-- Cash, cash equivalents, restricted cash and short-term investments
totaled RMB8.5 billion (US$1.4 billion) as of December 31, 2014.
-- Acquisition of property and equipment for the fourth quarter of 2014 was
RMB52.2 million (US$8.4 million).
-- Acquisition of intangible assets for the fourth quarter of 2014 was
RMB478.3 million (US$77.1 million).
Fiscal Year 2014 Highlights


-- Net revenues were RMB4.0 billion (US$649.5 million), a 33% increase from
2013.
-- Gross profit was RMB781.0 million (US$125.9 million), a 44% increase
from 2013. Non-GAAP gross profit was RMB838.0 million (US$135.1
million), a 39% increase from 2013.
-- Net loss was RMB888.6 million (US$143.2 million), as compared to
RMB580.7 million (US$93.6 million) in 2013. Non-GAAP net loss was
RMB555.7 million (US$89.6 million), as compared to RMB342.1 million
(US$55.1 million) in 2013.
-- Basic and diluted loss per ADS, each representing 18 Class A ordinary
shares, for 2014 amounted to RMB4.71 (US$0.76) and RMB4.71 (US$0.76),
respectively, as compared to RMB3.50 (US$0.56) and RMB3.50 (US$0.56),
respectively, for 2013.
-- Acquisition of property and equipment in 2014 was RMB206.6 million
(US$33.3 million), as compared to RMB144.1 million (US$23.2 million) in
2013.
-- Acquisition of intangible assets in 2014 was RMB1.2 billion (US$199.0
million), as compared to RMB740.6 million (US$119.4 million) in 2013.
"With our large and growing multi-screen video user base underpinning our innovation efforts and growth strategy, we began to diversify and improve the monetization of our leading brand, traffic and content offerings in addition to advertising. As a result, consumer revenues achieved outstanding 473% year-on-year growth in 2014," said Victor Koo, Chairman and Chief Executive Officer of Youku Tudou. "We have put in place a multi-business unit and content center structure, supported by new hires that add complementary skill-sets to our talent pool, creating an agile and innovation-driven organization. For 2015, we expect to see further growth of our platform as we continue to invest to strengthen our leadership in China's online video industry."

Dele Liu, President of Youku Tudou, added, "We continued to make solid progress in original content and PGC. As our in-house production business scaled, content marketing solutions also gained strong momentum and achieved 178% year-on-year revenue growth in 2014. Our long-term goal is to build a content eco-system in which over half of the revenue and video traffic is derived from our web-native content, i.e. original content, PGC, and UGC."

Fourth Quarter 2014 Results

Net revenues were RMB1.26 billion (US$203.8 million) in the fourth quarter of 2014, a 40% increase from the corresponding period in 2013, exceeded the high end of the net revenues guidance previously announced by the Company.

Advertising net revenues were RMB1.10 billion (US$177.1 million) in the fourth quarter of 2014, a 37% increase from the corresponding period in 2013, exceeded the high end of the advertising net revenues guidance previously announced by the Company. The growth was primarily attributable to the increased use by brand advertisers of our advertising services as evidenced by an increase in the number of advertisers and the rising average spend per advertiser.

Consumer revenues, which are mainly derived from our subscription-based and pay-per-view services, were RMB69.7 million (US$11.2 million) in the fourth quarter of 2014, a 649% increase from the corresponding period in 2013. The growth was primarily attributable to the expansion of our subscriber base and pay-per-view orders.

Bandwidth costs as a component of cost of revenues were RMB272.2 million (US$43.9 million)in the fourth quarter of 2014, representing 22% of net revenues, as compared to 20% of net revenues for the corresponding period in 2013. This increase was primarily attributable to the increase in traffic and higher resolution quality of our video content.

Content costs as a component of cost of revenues were RMB602.9 million (US$97.2 million) in the fourth quarter of 2014, representing 48% of net revenues as compared to 39% of net revenues for the corresponding period in 2013. Non-GAAP content costs were RMB589.6 million (US$95.0 million) in the fourth quarter of 2014, representing 47% of net revenues, as compared to 38% of net revenues for the corresponding period in 2013. This increase was primarily due to expansion of our video content portfolio to support our new business growth initiatives.

Gross profit was RMB240.0 million (US$38.7 million)in the fourth quarter of 2014, as compared to RMB254.3 million (US$41.0 million) from the corresponding period in 2013. Non-GAAP gross profit was RMB253.3 million (US$40.8 million) in the fourth quarter of 2014, as compared to RMB268.3 million (US$43.2 million) from the corresponding period in 2013.

Operating expenses were RMB547.9 million (US$88.3 million) in the fourth quarter of 2014, as compared to RMB333.4 million (US$53.7 million) for the corresponding period in 2013. Non-GAAP operating expenses were RMB471.8 million (US$76.0 million) in the fourth quarter of 2014, as compared to RMB278.5 million (US$44.9 million) for the corresponding period in 2013. Detailed discussion of each component of operating expenses is as follows:

Sales and marketing expenses were RMB344.5 million (US$55.5 million) in the fourth quarter of 2014, as compared to RMB216.4 million (US$34.9 million) for the corresponding period in 2013. Non-GAAP sales and marketing expenses were RMB310.8 million (US$50.1 million) in the fourth quarter of 2014, as compared to RMB195.8 million (US$31.6 million) for the corresponding period in 2013. This increase was primarily due to increases in marketing expenses and commission expenses paid to our sales force in line with our revenue growth.

Product development expenses were RMB123.9 million (US$20.0 million) in the fourth quarter of 2014, as compared to RMB76.5 million (US$12.3 million) for the corresponding period in 2013. Non-GAAP product development expenses were RMB104.7 million (US$16.9 million) in the fourth quarter of 2014, as compared to RMB61.3 million (US$9.9 million) for the corresponding period in 2013. This increase was primarily due to an increase in personnel related expenses for our product development in mobile, search, social, paid and live broadcasting services.

General and administrative expenses were RMB79.5 million (US$12.8 million) in the fourth quarter of 2014, as compared to RMB40.4 million (US$6.5 million) from the corresponding period in 2013. Non-GAAP general and administrative expenses were RMB56.3 million (US$9.1 million) in the fourth quarter of 2014, as compared to RMB21.4 million (US$3.4 million) from the corresponding period in 2013. This increase was primarily due to the recognition of tax benefit in the fourth quarter of 2013.

Net loss was RMB318.1 million (US$51.3 million)in the fourth quarter of 2014, as compared to RMB24.6 million (US$4.0 million) for the corresponding period in 2013. Non-GAAP net loss was RMB228.8 million (US$36.9 million) in the fourth quarter of 2014, as compared to non-GAAP net profit RMB44.2 million (US$7.1 million) from the corresponding period in 2013.

Non-GAAP adjusted EBITDA loss was RMB177.7 million (US$28.6 million) in the fourth quarter of 2014, as compared to non-GAAP adjusted EBITDA profit of RMB36.8 million (US$5.9 million) from the corresponding period in 2013.

Fiscal Year 2014 Results

Net revenues were RMB4.0 billion (US$649.5 million) in 2014, a 33% increase from 2013.

Advertising net revenues were RMB3.6 billion (US$583.8 million) in 2014, a 34% increase from 2013.

Consumer revenues were RMB151.6 million (US$24.4 million) in 2014, a 473% increase from 2013.

Bandwidth costs as a component of cost of revenues were RMB917.3 million (US$147.8 million) in 2014, representing 23% of net revenues, as compared to 23% of net revenues in 2013.

Content costs as a component of cost of revenues were RMB1.8 billion (US$298.0 million) in 2014, representing 46% of net revenues, as compared to 47% of net revenues in 2013. Non-GAAP content costs were RMB1.8 billion (US$288.8 million) in 2014, representing 44% of net revenues, as compared to 45% of net revenues in 2013.

Gross profit was RMB781.0 million (US$125.9 million) in 2014. Non-GAAP gross profit was RMB838.0 million (US$135.1 million) in 2014, a 39% increase from 2013.

Operating expenses were RMB1.7 billion (US$274.1 million) in 2014, as compared to RMB1.2 billion (US$193.4 million) in 2013. Non-GAAP operating expenses were RMB1.4 billion (US$229.6 million) in 2014, as compared to RMB1.0 billion (US$161.2 million) in 2013. Detailed discussion of each component of operating expenses is as follows:

Sales and marketing expenses were RMB1.0 billion (US$166.2 million) in 2014, as compared to RMB681.0 million (US$109.8 million) in 2013. Non-GAAP sales and marketing expenses were RMB923.3 million (US$148.8 million) in 2014, as compared to RMB619.0 million (US$99.8 million) in 2013.

Product development expenses were RMB416.1 million (US$67.1 million) in 2014, as compared to RMB278.0 million (US$44.8 million) in 2013. Non-GAAP product development expenses were RMB339.4 million (US$54.7 million) in 2014, as compared to RMB232.0 (US$37.4 million) in 2013.

General and administrative expenses were RMB253.8 million (US$40.9 million) in 2014, decreased 3% from 2013. Non-GAAP general and administrative expenses were RMB162.1 million (US$26.1 million) in 2014, decreased 15% from 2013.

Net loss was RMB888.6 million (US$143.2 million) in 2014, as compared to RMB580.7 million (US$93.6 million) in 2013. Non-GAAP net loss was RMB555.7 million (US$89.6 million) in 2014, as compared to RMB342.1 million (US$55.1 million) in 2013.

Non-GAAP adjusted EBITDA loss was RMB439.7 million (US$70.9 million) in 2014, as compared to RMB309.5 million (US$49.9 million) in 2013.

Business Outlook

For the first quarter of 2015, the Company expects net revenues will be between RMB1.01 billion and RMB1.03 billion, with advertising net revenues contributing between RMB870 million and RMB890 million. This forecast reflects the Company's current and preliminary view, which is subject to change.

Recent Development

As a result of the routine review by the Securities and Exchange Commission (the "Commission") of the Company's annual report on Form 20-F for the fiscal year ended December 31, 2013 ("2013 20-F"), the Company received, and responded to, comments and queries from the staff of the Commission regarding certain accounting treatment adopted by the Company in its historical financial statements. The financial information for all periods presented in this release is prepared on the same basis as the financial statements included in the Company's annual reports and public disclosure documents since its initial public offering, and has not been revised to reflect adjustments, if any, that may result from the resolution of the comments and queries from the staff of the Commission (the "Staff").

The substance of the Staff's comments and the accounting implications with respect to these comments is summarized below:

1. Revenue recognition for multi-element arrangements - As disclosed in the Company's 2013 20-F, the Company's advertising arrangements generally contain multiple deliverables, and revenue is recognized at commencement of delivery of the last deliverable in a typical advertising arrangement, as revenue is considered contingent upon the delivery of undelivered items and the Company's right to receive consideration from the customer for delivered items is dependent on the successful delivery of the remaining undelivered items. The Staff has inquired as to the appropriateness of the Company's accounting policy for deferring revenue recognition until the commencement of delivery of the last deliverable and the Company's underlying analysis. The Company has responded to the Staff's comments and continues to believe that its current accounting policy is appropriate and conservative. To date, the Staff has not indicated it would take a different view as to the Company's current accounting. The Company undertakes to expand its disclosure regarding revenue recognition in future filings on Form 20-F in response to the Staff's comments.


2. Accounting for nonmonetary exchanges of licensed content (known as "barter transaction") - As disclosed in the Company's 2013 20-F, the Company enters into nonmonetary transactions to exchange online broadcasting rights of video content with other online video broadcasting companies from time to time. The Company records these nonmonetary exchanges at the carrying values of the broadcasting rights given up, which is nil, with no resulting gain or loss being recognized. The Staff was of the view that the Company should have accounted for these barter transactions at fair value, rather than at carrying value.


While the volume of these barter transactions has not been significant historically, the adoption of fair value accounting for these nonmonetary exchanges may result in net gains or losses on the barter exchange, as well as addition or reduction of amortization expense related to content that is swapped from these transactions, all of which were not previously reflected in the Company's historical financial statements.


3. Application of ASC 920, Entertainment - Broadcasters ("ASC 920") - The Company currently accounts for its licensed content similar to long-lived assets, as described in its 2013 20-F. The Staff has inquired whether the Company is within the scope of incremental industry accounting guidance of broadcasters as set forth in ASC 920, the key provisions of which relate to the accounting and presentation of programming materials ("licensed content").


The Company agrees that fundamentally, similar to a traditional broadcaster, its business as an Internet television company is dependent on the acquisition and use of content to drive viewership and monetization of that content through advertising placements. The Company understands that the Staff shares the view that the Company is a broadcaster and should account for its licensed content pursuant to ASC 920. This would result in differences as to how the Company's licensed content would be presented on its balance sheet and the methodology in which the Company evaluates recoverability of its licensed content.

The Company is currently evaluating the impact to its 2014 and historical financial statements that may result from the resolution of the issues summarized above. Upon conclusion of the review and assessment process, the Company undertakes to reflect all necessary adjustments based on the appropriate accounting treatment in the Company's annual report on Form 20-F for the fiscal year ended December 31, 2014 (the "2014 Form 20-F") and/or a report on Form 6-K to be furnished to the Commission, as appropriate. Accordingly, the financial information presented herein is subject to change. The Company currently expects to resolve the Staff's comments and file its 2014 Form 20-F by the end of April 2015.

Conference Call Information

Youku Tudou's management will host an earnings conference call at 9:00 p.m. U.S. Eastern Time on March 19, 2015 (9:00 a.m. Beijing/Hong Kong Time on March 20, 2015).

Interested parties may participate in the conference call by dialing one of the following numbers below and entering passcode Youku# (i.e., 96858#) starting 10-15 minutes prior to the beginning of the call.



US Toll Free Dial In: +1-866-519-4004

International Dial In: +65-6723-9381

Mainland China Dial In: +86-800-819-0121 /
+86-400-620-8038

Hong Kong Dial In: +852-3018-6771
A replay of the call will be available by dialing +61 2 8199 0299 and entering passcode 3674494. The replay will be available through March 26, 2015.

This call will be webcast live and the replay will be available for 12 months. Both will be available on the Investor Relations section of Youku Tudou's corporate website at http://ir.youku.com.

About Youku Tudou Inc.

Youku Tudou Inc. (NYSE: YOKU) is China's leading Internet television company. Its Youku and Tudou Internet television platforms enable users to search, view and share high-quality video content quickly and easily across multiple devices. Its Youku brand and Tudou brand are among the most recognized online video brands in China. Youku Tudou's American depositary shares, each representing 18 of Youku Tudou's Class A ordinary shares, are traded on the NYSE under the symbol "YOKU."

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates" and similar statements. Among other things, the business outlook and quotations from management in this announcement, as well as Youku Tudou's strategic and operational plans, contain forward-looking statements. Youku Tudou may also make written or oral forward-looking statements in its filings with the U.S. Securities and Exchange Commission ("SEC"), 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 Youku Tudou'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 goals and strategies; our future business development, financial condition and results of operations; the expected growth of the online video market in China; our expectations regarding demand for and market acceptance of our services; our expectations regarding the retention and strengthening of our relationships with key advertisers and customers; our plans to enhance user experience, infrastructure and service offerings; competition in our industry in China; and relevant government policies and regulations relating to our industry. Further information regarding these and other risks is included in our annual report on Form 20-F and other documents filed with the SEC. All information provided in this press release and in the attachments is as of the date of this press release, and Youku Tudou does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

About Non-GAAP Financial Measures

To supplement Youku Tudou's financial results presented in accordance with United States Generally Accepted Accounting Principles ("GAAP"), Youku Tudou uses the following measures defined as non-GAAP financial measures by the SEC in evaluating its business: non-GAAP content costs, non-GAAP gross profit, non-GAAP operating expenses, non-GAAP sales and marketing expenses, non-GAAP product development expenses, non-GAAP general and administrative expenses, non-GAAP profit or loss from operations and non-GAAP net profit or loss and non-GAAP adjusted EBITDA profit or loss. We define non-GAAP content costs as content costs excluding share-based compensation expenses and amortization of intangible assets from business combination in relation to user generated content. We define non-GAAP gross profit or loss as the respective nearest comparable GAAP financial measure to exclude share-based compensation expenses and amortization of intangible assets from business combination in relation to user generated content. We define non-GAAP operating expenses as operating expenses excluding share-based compensation expenses, business combination related expenses and amortization of intangible assets from business combination in relation to customer relationship, technology and non-compete provisions. We define non-GAAP sales and marketing expenses as sales and marketing expenses excluding share-based compensation expenses and amortization of intangible assets from business combination in relation to customer relationship. We define non-GAAP product development expense as product development expenses excluding share-based compensation expenses and amortization of intangible assets from business combination in relation to technology. We define non-GAAP general and administrative expenses as general and administrative expenses excluding share-based compensation expenses, business combination related expenses and amortization of intangible assets from business combination in relation to non-compete provisions. We define non-GAAP profit or loss from operations as profit or loss from operations excluding share-based compensation expenses, amortization of intangible assets from business combination and business combination related expenses. We define non-GAAP net profit or loss as net loss excluding share-based compensation expenses, amortization of intangible assets from business combination and business combination related expenses. We define non-GAAP adjusted EBITDA profit or loss as net profit or loss before income taxes, interest expenses, interest income, depreciation and amortization (excluding amortization of acquired content), further adjusted for share-based compensation expenses, amortization of intangible assets from business combination, business combination related expenses and other non-operating items.

We present non-GAAP financial measures because they are used by our management to evaluate our operating performance. We also believe that these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating our results of operations in the same manner as our management and in comparing financial results across accounting periods and to those of our peer companies. A limitation of using non-GAAP financial measures is that non-GAAP measures exclude share-based compensation charges that have been and will continue to be significant recurring expenses in Youku Tudou's business for the foreseeable future.

The presentation of these non-GAAP financial measures is not intended to be considered in isolation from, or as a substitute for, the financial information prepared and presented in accordance with GAAP. For more information on these non-GAAP financial measures, please see the table captioned "Reconciliations of non-GAAP results of operations measures to the nearest comparable GAAP financial measures" at the end of this release.

For more information, please contact:

Chang You

Youku Tudou Inc.

Tel: (+8610) 5885-1881 x 8066

Email: changyou@youku.com



[1] The reporting currency of the
Company is Renminbi ("RMB"), but
for the convenience of the reader,
the amounts presented throughout
the release are in US dollars
("US$"). Unless otherwise noted,
all conversions from RMB to US$
are made at a rate of RMB6.2046 to
US$1.00, the effective noon buying
rate as of December 31, 2014 in
the City of New York for cable
transfers of RMB as certified for
customs purposes by the Federal
Reserve Bank of New York. No
representation is made that the
RMB amounts could have been, or
could be, converted into US$ at
such rate.


[2] All non-GAAP measures exclude, as
applicable, share-based
compensation expenses and
amortization of intangible assets
from business combination. For
further details on non-GAAP
measures, please refer to the
reconciliation table and a
detailed discussion of the
Company's use of non-GAAP
information set forth elsewhere in
this press release.




YOUKU TUDOU INC.

CONSOLIDATED BALANCE SHEETS


(Amounts in thousands, except for number of shares) As of
-------------------------------------------------- -----

December 31, 2013 December 31, 2014 December 31, 2014
----------------- ----------------- -----------------

RMB RMB US$

ASSETS (Unaudited) (Unaudited)


Current assets:

Cash and cash equivalents 1,764,221 3,820,742 615,792

Restricted cash 2,679 617,586 99,537

Short-term investments 1,409,439 4,021,199 648,100

Accounts receivable, net 1,370,031 1,719,760 277,175

Intangible assets, net 51,942 165,839 26,728

Amounts due from related party - 125,204 20,179

Deferred tax assets 7,843 3,023 487

Prepayments and other assets 82,300 90,254 14,546


Total current assets 4,688,455 10,563,607 1,702,544


Non-current assets:

Property and equipment, net 222,229 307,425 49,548

Long-term investments - 67,293 10,846

Intangible assets, net 1,197,671 1,396,902 225,140

Capitalized content production costs 1,176 1,678 270

Prepayments and other assets 197,856 429,597 69,238

Goodwill 4,262,569 4,262,569 687,001

Total non-current assets 5,881,501 6,465,464 1,042,043
--------- --------- ---------


TOTAL ASSETS 10,569,956 17,029,071 2,744,587
========== ========== =========


LIABILITIES AND SHAREHOLDERS' EQUITY


Current liabilities:

Accounts payable 213,825 563,009 90,741

Advances from customers 25,081 36,095 5,817

Amounts due to related party - 4 1

Accrued expenses and other liabilities 1,124,342 1,668,122 268,853

Short-term bank loan - 500,000 80,585


Total current liabilities 1,363,248 2,767,230 445,997


Non-current liabilities?

Deferred tax liability 219,519 214,348 34,547

Other liabilities 4,070 6,570 1,059

Total non-current liabilities 223,589 220,918 35,606
------- ------- ------


Total liabilities 1,586,837 2,988,148 481,603


Commitments and contingencies


Shareholders' equity?

Class A Ordinary Shares (US$0.00001 par value, 9,340,238,793 154 201 32
authorized, 2,356,529,401 and 3,123,742,699 issued as of December
31, 2013 and December 31, 2014, respectively, 2,356,529,401 and
2,834,270,299 outstanding as of December 31, 2013 and December
31, 2014, respectively)

Class B Ordinary Shares (US$0.00001 par value, 659,761,207 authorized, 659,561,893 and 645,691,903 issued and outstanding as of December 31, 2013
and December 31, 2014, respectively) 49 48 8

Additional paid-in capital 11,058,360 18,878,497 3,042,661

Treasury stock (at cost, nil and 289,472,400 - (1,845,892) (297,504)
as of December 31, 2013 and December 31, 2014, respectively)

Statutory reserves 2,063 13,146 2,119

Accumulated deficit (1,878,454) (2,778,182) (447,763)

Accumulated other comprehensive loss (199,053) (226,895) (36,569)

Total shareholders' equity 8,983,119 14,040,923 2,262,984
--------- ---------- ---------


TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 10,569,956 17,029,071 2,744,587
========== ========== =========




YOUKU TUDOU INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)


For the Three Months Ended For the Twelve Months Ended
-------------------------- ---------------------------

(Amounts in thousands, except for number of shares and ADS and per share and per
ADS data)
--------

December 31, 2013 September 30, 2014 December 31, 2014 December 31, 2014 December 31, 2013 December 31, 2014 December 31, 2014
----------------- ------------------ ----------------- ----------------- ----------------- ----------------- -----------------

RMB RMB RMB US$ RMB RMB US$

(Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited)


Net revenues (including advertising net revenues from related party amounting to RMB69,763 and RMB110,201 for the three months ended September 30, 2014 and December
31, 2014, respectively, and RMB206,702 for the year ended December 31, 2014 ) 901,287 1,106,641 1,264,360 203,778 3,028,484 4,030,094 649,533


Cost of revenues (Note 1) (646,938) (859,774) (1,024,396) (165,103) (2,487,421) (3,249,085) (523,657)
-------- -------- ---------- -------- ---------- ---------- --------


Gross profit 254,349 246,867 239,964 38,675 541,063 781,009 125,876


Operating expenses:

Product development (76,514) (112,434) (123,861) (19,963) (278,015) (416,111) (67,065)

Sales and marketing (216,444) (287,038) (344,493) (55,522) (681,008) (1,030,899) (166,150)

General and administrative (40,393) (53,009) (79,528) (12,818) (261,770) (253,817) (40,908)

Total operating expenses (333,351) (452,481) (547,882) (88,303) (1,220,793) (1,700,827) (274,123)
-------- -------- -------- ------- ---------- ---------- --------


Loss from operations (79,002) (205,614) (307,918) (49,628) (679,730) (919,818) (148,247)


Interest income 8,419 22,694 22,660 3,652 29,972 61,330 9,884

Interest expenses - - - - (545) - -

Share of net loss of equity investee - - (840) (135) - (840) (135)

Other, net 46,878 1,542 19,445 3,134 70,573 22,169 3,573
------ ----- ------ ----- ------ ------ -----

Total other income, net 55,297 24,236 41,265 6,651 100,000 82,659 13,322


Loss before income taxes (23,705) (181,378) (266,653) (42,977) (579,730) (837,159) (134,925)

Income taxes (876) - (51,474) (8,296) (1,014) (51,486) (8,298)


Net loss (24,581) (181,378) (318,127) (51,273) (580,744) (888,645) (143,223)
======= ======== ======== ======= ======== ======== ========


Other comprehensive (loss) income, before tax

Foreign currency translation adjustments (33,201) 214 (35,370) (5,701) (83,171) (27,842) (4,487)
------- --- ------- ------ ------- ------- ------

Other comprehensive (loss) income, before tax (33,201) 214 (35,370) (5,701) (83,171) (27,842) (4,487)

Income tax expense related to components of other comprehensive (loss) income - - - - - - -
--- --- --- --- --- --- ---


Other comprehensive (loss) income, net of tax (33,201) 214 (35,370) (5,701) (83,171) (27,842) (4,487)
======= === ======= ====== ======= ======= ======


Net loss per share, basic and diluted (0.01) (0.05) (0.09) (0.01) (0.19) (0.26) (0.04)

Net loss per ADS (each ADS represents 18 class A ordinary shares), (0.15) (0.88) (1.64) (0.26) (3.50) (4.71) (0.76)
basic and diluted

Shares used in computation, basic and diluted 3,010,627,513 3,724,534,275 3,483,140,763 3,483,140,763 2,986,223,088 3,398,404,551 3,398,404,551

ADSs used in computation, basic and diluted 167,257,084 206,918,571 193,507,820 193,507,820 165,901,282 188,800,252 188,800,252




The accompanying notes are an integral part of the press release.




Note 1. Cost of Revenues For the Three Months Ended For the Twelve Months Ended
-------------------------- ---------------------------


December 31, 2013 September 30, 2014 December 31, 2014 December 31, 2014 December 31, 2013 December 31, 2014 December 31, 2014
----------------- ------------------ ----------------- ----------------- ----------------- ----------------- -----------------

RMB RMB RMB US$ RMB RMB US$

(Amounts in thousands) (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited)

Cost of revenues:

Value added, business taxes and surcharges 77,758 97,760 115,494 18,614 276,497 365,762 58,950

Bandwidth costs 178,824 229,714 272,196 43,870 685,650 917,337 147,848

Depreciation of servers and other equipment 36,686 30,472 33,762 5,442 102,367 117,296 18,904

Content costs 353,670 501,828 602,944 97,177 1,422,907 1,848,690 297,955

Total Cost of Revenues 646,938 859,774 1,024,396 165,103 2,487,421 3,249,085 523,657
======= ======= ========= ======= ========= ========= =======




YOUKU TUDOU INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS


For the Three Months Ended For the Twelve Months Ended
-------------------------- ---------------------------

(Amounts in thousands)
---------------------

December 31, 2013 September 30, 2014 December 31, 2014 December 31, 2014 December 31, 2013 December 31, 2014 December 31, 2014
----------------- ------------------ ----------------- ----------------- ----------------- ----------------- -----------------

RMB RMB RMB US$ RMB RMB US$

(Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited)

Cash flows from operating activities:

Net loss (24,581) (181,378) (318,127) (51,273) (580,744) (888,645) (143,223)

Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

Depreciation and impairment of fixed assets 26,459 38,054 41,653 6,713 111,098 147,918 23,840

Bad debt expense 25,547 (12,546) 5,616 905 62,603 (8,156) (1,315)

Amortisation and impairment of intangible assets and capitalized content production costs 145,451 306,460 393,256 63,381 788,299 1,111,054 179,069

Impairment of long-lived assets 96,071 - - - 96,071 - -

Amortization of long-term debt discounts - - - - 313 - -

Loss on disposal of property and equipment (353) 10 146 24 485 374 60

Foreign exchange loss (gain) (15,336) (58) 4,262 687 (13,318) 7,214 1,163

Share-based compensation 53,061 72,372 85,614 13,798 188,358 310,337 50,017

Deferred income tax benefits (313) - (350) (56) (313) (350) (56)

Share of net loss of equity investee - - 840 135 - 840 135

Gain from de-recognition of off-market liabilities (16,540) - - - (16,540) - -

Changes in operating assets and liabilities:

Restricted cash (1,129) (555,636) (59,268) (9,552) 6,324 (614,907) (99,105)

Accounts receivable (10,312) (171,241) (99,230) (15,993) (499,838) (335,374) (54,052)

Amounts due from related party - (9,420) (53,164) (8,568) - (125,204) (20,179)

Prepayments and other assets (58,751) 21,958 (25,241) (4,068) 1,441 (35,018) (5,644)

Capitalized content production costs 22,687 (17,511) (22,588) (3,641) (6,738) (49,442) (7,969)

Accounts payable (15,572) 17,079 20,564 3,314 (13,555) 50,848 8,195

Advances from customers (40,717) 1,783 10,644 1,716 3,478 11,014 1,775

Accrued expenses and other liabilities 21,518 236,276 290,177 46,770 142,059 539,778 86,997

Amounts due to related party - 48 (114) (18) - 4 1

Net cash (used in) provided by operating activities 207,190 (253,750) 274,690 44,274 269,483 122,285 19,709


Cash flows from investing activities:

Acquisition of property and equipment (14,955) (41,295) (52,172) (8,409) (144,120) (206,626) (33,302)

Proceeds received from maturity of short-term investments 1,018,628 1,363,276 265,580 42,804 2,989,628 2,827,352 455,686

Short-term investments placed with financial institutions - (2,859,798) (1,156,085) (186,327) (2,283,410) (5,411,820) (872,227)

Proceeds from disposal of property and equipment (824) 88 7 1 458 285 46

Cash acquired, net of cash paid for acquired subsidiaries (6,999) - - - (6,999) - -

Cash receipts from returns on loans of other entities - - 5,600 903 - 5,600 903

Cash payments on loans of other entities - - (5,000) (806) - (5,000) (806)

Acquisition of shares of investees - (50,000) (18,133) (2,923) - (68,133) (10,981)

Acquisition of intangible assets (227,540) (344,142) (478,291) (77,087) (740,581) (1,234,644) (198,988)


Net cash used in investing activities 768,310 (1,931,871) (1,438,494) (231,844) (185,024) (4,092,986) (659,669)


Cash flows from financing activities:

Exercise of employee stock options 9,084 6,086 3,176 512 101,435 28,426 4,581

Principal repayments on long-term debt - - - - (7,677) - -

Proceeds from short-term bank loan - - 500,000 80,585 - 500,000 80,585

Repurchase of ADSs - (1,293,644) (552,248) (89,006) - (1,845,892) (297,504)

Proceeds from Ali investment, net of issuance costs - (7,504) (272) (44) - 7,379,744 1,189,399

Payment of convertible redeemable preferred shares issuance costs - - - - - - -


Net cash provided by (used in) financing activities 9,084 (1,295,062) (49,344) (7,953) 93,758 6,062,278 977,061

Effect of exchange rate changes on cash and cash equivalents (17,865) 272 (39,632) (6,388) (69,853) (35,056) (5,650)
------- --- ------- ------ ------- ------- ------

Net (decrease) increase in cash and cash equivalents 966,719 (3,480,411) (1,252,780) (201,911) 108,364 2,056,521 331,451

Cash and cash equivalents at the beginning of the period 797,502 8,553,933 5,073,522 817,703 1,655,857 1,764,221 284,341

Cash and cash equivalents at the end of the period 1,764,221 5,073,522 3,820,742 615,792 1,764,221 3,820,742 615,792
========= ========= ========= ======= ========= ========= =======




Reconciliations of Non-GAAP results of operations measures to the nearest comparable GAAP financial measures (1)(Amounts in thousands of Renminbi ("RMB") and U.S. dollars ("US$"), unaudited)


1. Non-GAAP Content Costs For the Three Months Ended For the Twelve Months Ended
-------------------------- ---------------------------


December 31, 2013 September 30, 2014 December 31, 2014 December 31, 2014 December 31, 2013 December 31, 2014 December 31, 2014
----------------- ------------------ ----------------- ----------------- ----------------- ----------------- -----------------

RMB RMB RMB US$ RMB RMB US$

Content costs 353,670 501,828 602,944 97,177 1,422,907 1,848,690 297,955

Deduct: share-based compensation 7,846 11,077 13,297 2,143 32,110 49,291 7,944

Deduct: amortization of intangible assets from business combination 6,100 2,557 - - 28,156 7,671 1,236

Non-GAAP content costs 339,724 488,194 589,647 95,034 1,362,641 1,791,728 288,775
======= ======= ======= ====== ========= ========= =======


2. Non-GAAP Gross Profit For the Three Months Ended For the Twelve Months Ended
-------------------------- ---------------------------


December 31, 2013 September 30, 2014 December 31, 2014 December 31, 2014 December 31, 2013 December 31, 2014 December 31, 2014
----------------- ------------------ ----------------- ----------------- ----------------- ----------------- -----------------

RMB RMB RMB US$ RMB RMB US$

Gross profit 254,349 246,867 239,964 38,675 541,063 781,009 125,876

Add back: share-based compensation 7,846 11,077 13,297 2,143 32,110 49,291 7,944

Add back: amortization of intangible assets from business combination 6,100 2,557 - - 28,156 7,671 1,236

Non-GAAP gross profit 268,295 260,501 253,261 40,818 601,329 837,971 135,056
======= ======= ======= ====== ======= ======= =======



3. Non-GAAP Operating Expenses For the Three Months Ended For the Twelve Months Ended
-------------------------- ---------------------------


December 31, 2013 September 30, 2014 December 31, 2014 December 31, 2014 December 31, 2013 December 31, 2014 December 31, 2014
----------------- ------------------ ----------------- ----------------- ----------------- ----------------- -----------------

RMB RMB RMB US$ RMB RMB US$

Operating expenses 333,351 452,481 547,882 88,303 1,220,793 1,700,827 274,123

Deduct: share-based compensation 45,215 61,295 72,317 11,655 156,248 261,046 42,073

Deduct: amortization of intangible assets from business combination 9,623 3,743 3,743 604 22,088 14,972 2,412

Non-GAAP operating expenses 278,513 387,443 471,822 76,044 1,042,457 1,424,809 229,638
======= ======= ======= ====== ========= ========= =======



4. Non-GAAP Sales and Marketing Expenses For the Three Months Ended For the Twelve Months Ended
-------------------------- ---------------------------


December 31, 2013 September 30, 2014 December 31, 2014 December 31, 2014 December 31, 2013 December 31, 2014 December 31, 2014
----------------- ------------------ ----------------- ----------------- ----------------- ----------------- -----------------

RMB RMB RMB US$ RMB RMB US$

Sales and marketing expenses 216,444 287,038 344,493 55,522 681,008 1,030,899 166,150

Deduct: share-based compensation 15,577 22,256 31,832 5,130 50,712 100,084 16,131

Deduct: amortization of intangible assets from business combination 5,077 1,871 1,871 302 11,308 7,484 1,205

Non-GAAP sales and marketing expenses 195,790 262,911 310,790 50,090 618,988 923,331 148,814
======= ======= ======= ====== ======= ======= =======



5. Non-GAAP Product Development Expenses For the Three Months Ended For the Twelve Months Ended
-------------------------- ---------------------------


December 31, 2013 September 30, 2014 December 31, 2014 December 31, 2014 December 31, 2013 December 31, 2014 December 31, 2014
----------------- ------------------ ----------------- ----------------- ----------------- ----------------- -----------------

RMB RMB RMB US$ RMB RMB US$

Product development expenses 76,514 112,434 123,861 19,963 278,015 416,111 67,065

Deduct: share-based compensation 11,795 17,624 17,877 2,881 38,400 71,713 11,558

Deduct: amortization of intangible assets from business combination 3,411 1,257 1,257 203 7,596 5,028 810

Non-GAAP product development expenses 61,308 93,553 104,727 16,879 232,019 339,370 54,697
====== ====== ======= ====== ======= ======= ======



6. Non-GAAP General and Administrative Expenses For the Three Months Ended For the Twelve Months Ended
-------------------------- ---------------------------


December 31, 2013 September 30, 2014 December 31, 2014 December 31, 2014 December 31, 2013 December 31, 2014 December 31, 2014
----------------- ------------------ ----------------- ----------------- ----------------- ----------------- -----------------

RMB RMB RMB US$ RMB RMB US$

General and administrative expenses 40,393 53,009 79,528 12,818 261,770 253,817 40,908

Deduct: share-based compensation 17,843 21,415 22,608 3,644 67,136 89,249 14,384

Deduct: amortization of intangible assets from business combination 1,135 615 615 99 3,184 2,460 397

Non-GAAP general and administrative expenses 21,415 30,979 56,305 9,075 191,450 162,108 26,127
====== ====== ====== ===== ======= ======= ======



7. Non-GAAP Loss from Operations For the Three Months Ended For the Twelve Months Ended
-------------------------- ---------------------------


December 31, 2013 September 30, 2014 December 31, 2014 December 31, 2014 December 31, 2013 December 31, 2014 December 31, 2014
----------------- ------------------ ----------------- ----------------- ----------------- ----------------- -----------------

RMB RMB RMB US$ RMB RMB US$

Loss from operations (79,002) (205,614) (307,918) (49,628) (679,730) (919,818) (148,247)

Add back: share-based compensation 53,061 72,372 85,614 13,798 188,358 310,337 50,017

Add back: amortization of intangible assets from business combination 15,723 6,300 3,743 604 50,244 22,643 3,648

Non-GAAP loss from operations (10,218) (126,942) (218,561) (35,226) (441,128) (586,838) (94,582)
======= ======== ======== ======= ======== ======== =======



8. Non-GAAP Net Loss For the Three Months Ended For the Twelve Months Ended
-------------------------- ---------------------------


December 31, 2013 September 30, 2014 December 31, 2014 December 31, 2014 December 31, 2013 December 31, 2014 December 31, 2014
----------------- ------------------ ----------------- ----------------- ----------------- ----------------- -----------------

RMB RMB RMB US$ RMB RMB US$

Net loss (24,581) (181,378) (318,127) (51,273) (580,744) (888,645) (143,223)

Add back: share-based compensation 53,061 72,372 85,614 13,798 188,358 310,337 50,017

Add back: amortization of intangible assets from business combination 15,723 6,300 3,743 604 50,244 22,643 3,648

Non-GAAP net loss 44,203 (102,706) (228,770) (36,871) (342,142) (555,665) (89,558)
====== ======== ======== ======= ======== ======== =======



9. Non-GAAP adjusted EBITDA Loss For the Three Months Ended For the Twelve Months Ended
-------------------------- ---------------------------


December 31, 2013 September 30, 2014 December 31, 2014 December 31, 2014 December 31, 2013 December 31, 2014 December 31, 2014
----------------- ------------------ ----------------- ----------------- ----------------- ----------------- -----------------

RMB RMB RMB US$ RMB RMB US$

Net loss (24,581) (181,378) (318,127) (51,273) (580,744) (888,645) (143,223)

Add back:

Depreciation and amortization (excluding amortization

of acquired content ) (2) 46,986 38,068 41,667 6,716 131,668 147,973 23,849

Interest income (8,419) (22,694) (22,660) (3,652) (29,972) (61,330) (9,884)

Interest expenses - - - - 545 - -

Income taxes 876 - 51,474 8,296 1,014 51,486 8,298
--- --- ------ ----- ----- ------ -----

EBITDA loss 14,862 (166,004) (247,646) (39,913) (477,489) (750,516) (120,960)


Adjustments:

Share-based compensation 53,061 72,372 85,614 13,798 188,358 310,337 50,017

Amortization of intangible assets from business combination 15,723 6,300 3,743 604 50,244 22,643 3,648

Others, net (46,878) (1,542) (19,445) (3,134) (70,573) (22,169) (3,573)
------- ------ ------- ------ ------- ------- ------

Non-GAAP adjusted EBITDA loss 36,768 (88,874) (177,734) (28,645) (309,460) (439,705) (70,868)
====== ======= ======== ======= ======== ======== =======



(1) For more information on the Non-GAAP financial measures, please see the section captioned "About Non-GAAP Financial Measures" in this earnings
release.

(2) The amortization expense was related to an advertising license acquired in April 2010. The amortization of acquired content was not treated as a Non-GAAP adjustment.


SOURCE Youku Tudou Inc.

Youku Tudou Inc.

Web Site: http://ir.youku.com


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