424B2
BAIDU, INC. filed this Form 424B2 on 06/29/2017
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(2) To supplement our consolidated financial results presented in accordance with U.S. GAAP, we use adjusted EBITDA, a non-GAAP financial measure, in evaluating our performance and liquidity. We define adjusted EBITDA as operating profit excluding depreciation, amortization and share-based compensation expenses. The presentation of this non-GAAP financial measure is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with U.S. GAAP. In addition, our adjusted EBITDA may not be comparable to EBITDA, adjusted EBITDA or similarly titled measures utilized by other companies since such other companies may not calculate this non-GAAP financial measure in the same manner as we do.

We believe that adjusted EBITDA provides meaningful supplemental information regarding our performance and liquidity by excluding certain expenses, particularly share-based compensation expenses, that may not be indicative of our operating performance or financial condition from a cash perspective. We believe that both our management and investors benefit from referring to this non-GAAP financial measure in assessing our performance and when planning and forecasting future periods. This non-GAAP financial measure also facilitates our management’s internal comparisons to our historical performance and liquidity. We have computed adjusted EBITDA using the same consistent method from quarter to quarter since April 1, 2006. We believe that this non-GAAP financial measure is useful to investors in allowing for greater transparency with respect to supplemental information used by our management in its financial and operational decision making. A limitation of using adjusted EBITDA is that this non-GAAP measure excludes interest, taxes, depreciation, amortization and share-based compensation charges that have been and will continue to be for the foreseeable future significant expense items in our results of operations. Another limitation of using adjusted EBITDA is that it does not include all items that impact our net cash provided by operating activities for the period. Our management compensates for these limitations by providing specific information regarding the GAAP amounts excluded from adjusted EBITDA.

The accompanying table sets out our adjusted EBITDA for each period shown, together with a reconciliation between adjusted EBITDA and the most directly comparable U.S. GAAP financial measure, operating profit. The U.S. dollar figures for 2016 are calculated using the same convenience translation rate of RMB6.9430 to US$1.00 that is used in our audited consolidated financial statements as of and for the year ended December 31, 2016. The U.S. dollar figures for the three months ended March 31, 2017 are calculated using the same convenience translation rate of RMB6.8832 to US$1.00 that is used in our unaudited consolidated financial statements as of and for the three months ended March 31, 2017.

 

    For the Year Ended December 31,     For the Three Months Ended
March 31,
 
    2012     2013     2014     2015     2016     2016     2017  
    RMB     RMB     RMB     RMB     RMB     US$     RMB     RMB     US$  
    (in thousands)  
                                        (unaudited)     (unaudited)     (unaudited)  

Operating profit

    11,051,320       11,191,720       12,803,764       11,671,554       10,049,080       1,447,368       2,210,737       2,005,646       291,383  

Add: Share-based compensation expenses

    212,309       514,727       962,740       1,387,118       1,759,988       253,491       309,062       630,811       91,645  

Add: Depreciation of fixed assets

    1,218,422       1,640,693       2,224,049       2,886,254       3,451,422       497,108       795,589       922,056       133,957  

Add: Amortization of intangible assets

    215,554       471,407       764,495       715,108       531,550       76,560       141,875       67,836       9,855  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBITDA (non-GAAP)

    12,697,605       13,818,547       16,755,048       16,660,034       15,792,040       2,274,527       3,457,263       3,626,349       526,840  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Set forth below is a discussion of our unaudited statements of comprehensive income data for the three months ended March 31, 2016 and 2017. The discussion of our audited financial information for the three years ended December 31, 2016 and as of December 31, 2015 and 2016 is set forth in “Item 5. Operating and Financial Review and Prospectus” in our 2016 Form 20-F, which is incorporated by reference.

 

 

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