EX-1.1 2 v140775_ex1-1.htm Unassociated Document
KongZhong Corporation Reports Unaudited Fourth Quarter 2008 Financial Results
 
Beijing, China, February 18, 2009 – KongZhong Corporation (NASDAQ: KONG), a leading mobile Internet company in China, today announced its unaudited fourth quarter 2008 financial results.

Fourth Quarter 2008 Financial Highlights:
(Note: Unless otherwise indicated, all financial statement amounts used in this press release are based on United States Generally Accepted Accounting Principles (GAAP) and denominated in US dollars)

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Revenues exceeded guidance – Total revenues for the fourth quarter of 2008 increased 34% year-over-year and increased 7% quarter-over-quarter to $26.74 million, exceeding the Company’s fourth-quarter revenue guidance of $25.5 million to $26.5 million.
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Improved gross margins across all business lines – Total gross margin improved to 49% in the fourth quarter of 2008 from 47% in the third quarter of 2008.  Separately, wireless value-added services (WVAS) gross margin increased 3% from the third quarter of 2008 to 48%, mobile games gross margin increased 1% from the third quarter of 2008 to 61% and mobile advertising gross margin increased 8% from the third quarter of 2008 to 58%.
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Net income was $0.52 million – The $0.52 million net income in the fourth quarter was an increase compared with the third quarter of 2008, which incurred a loss of $21.57 million, including $21.62 million of provision for the impairment of goodwill.  Diluted net income per ADS was $0.01.
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Non-GAAP net income was $1.09 million – Non-GAAP diluted net income per ADS was $0.03.  (Non-GAAP Financial Measures are described and reconciled to the corresponding GAAP measures in the section titled “Non-GAAP Financial Measures.”)
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$136.05 million in cash and cash equivalents – As of December 31, 2008, the Company had $136.05 million in cash and cash equivalents.

Fiscal Year 2008 Financial Highlights:

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Total revenues were $96.69 million – Total WVAS revenues were $86.91 million, total mobile games revenues were $7.74 million and total mobile advertising revenues were $2.04 million.
 
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Net loss was $20.66 million – This net loss included the $21.62 million provision for the impairment of goodwill.
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Non-GAAP net income was $3.91 million – Non-GAAP diluted earnings per ADS were $0.11.  (Non-GAAP Financial Measures are described and reconciled to the corresponding GAAP measures in the section titled “Non-GAAP Financial Measures”.)

Commenting on the results, the Company’s Chairman and Chief Executive Officer, Leilei Wang, said, “I’m very pleased with the performance of our team in the fourth quarter and in the full fiscal year 2008.  Since I assumed the position of KongZhong’s CEO a few months ago, I and my team have begun to implement various measures to improve the performance of our WVAS segment.  More importantly, we have begun to invest more efficiently in our mobile games and KONG.net areas.  The strong year-over-year growth in mobile games and KONG.net and improved gross margins across all of our business lines reflect some of the early results of these initiatives.  I look forward to building upon these gains in 2009 and beyond as we seek to become the pre-eminent leader of the mobile Internet industry in China.”

Subsequent Developments:

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Investment from Nokia Growth Partners (NGP) – On February 18, 2009, the Company reached a non-binding agreement with NGP to receive an investment of about $6.8 million in 5-year convertible senior notes. NGP would also receive warrants to purchase an additional 2.0 million ADSs at $5.0 per ADS, exercisable within five years.  A separate press release in connection with this potential investment has been publicly distributed.
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Acquisition of Sigma Interactive Inc. (Sigma) – On January 8, 2009, the Company entered into an agreement with Sigma to acquire 100% of its equity interest for a total consideration of RMB7 million (approximately $1.02 million).  Sigma is engaged in the business of developing technology solutions for mobile Internet, including the development of its on-device portal platform.  Through this acquisition, the Company is expected to obtain Sigma’s development team and knowledge of mobile device platforms.  The acquisition is expected to strengthen the Company’s technical competence in the area of mobile device software development.
 
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Financial Results:
 
   
For the Three
Months Ended
 December 31, 2007
(US$ thousands)
   
For the Three
Months Ended
September 30, 2008
(US$ thousands)
   
For the Three
Months Ended
December 31, 2008
(US$ thousands)
 
Revenues
  $ 19,810     $ 25,050     $ 26,736  
WVAS
    18,806       22,070       23,246  
Mobile Games
    664       2,368       2,698  
Wireless Internet Service
    340       612       792  
                         
Cost of Revenue
    10,220       13,395       13,585  
WVAS
    9,827       12,135       12,201  
Mobile Games
    227       955       1,053  
Wireless Internet Service
    166       305       331  
                         
Gross profit
  $ 9,590     $ 11,655     $ 13,151  
WVAS
    8,979       9,935       11,045  
Mobile Games
    437       1,413       1,645  
Wireless Internet Service
    174       307       461  
                         
Gross profit ratio
    48 %     47 %     49 %
WVAS
    48 %     45 %     48 %
Mobile Games
    66 %     60 %     61 %
Wireless Internet Service
    51 %     50 %     58 %

Revenues

WVAS revenues for the fourth quarter increased 24% from the fourth quarter of 2007 and increased 5% quarter-over-quarter to $23.25 million.  Revenues from 2.5G services accounted for approximately 26% of the total WVAS revenues and revenues from 2G services represented the remaining 74%.

Mobile games revenues for the fourth quarter increased 307% from the fourth quarter of 2007 and increased 14% quarter to quarter to $2.70 million.  Revenues from mobile online games were $0.65 million, an increase of 36% quarter-over-quarter.  Revenues from downloadable offline games and wireless application protocol (WAP) games were $2.05 million, an increase of 8% quarter-over-quarter.
 
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Mobile advertising revenues, which were generated mainly from the Company’s wireless Internet sites, increased 133% from the fourth quarter of 2007 and increased 30% to $0.79 million in the fourth quarter of 2008 comparing to the third quarter of 2008..

Cost of Revenues

The WVAS cost of revenues in the fourth quarter of 2008 totaled $12.20 million, an increase of 1% quarter-over-quarter.  WVAS gross margin increased in the fourth quarter of 2008 to 48% compared with 45% in the third quarter of 2008.

The mobile games cost of revenues in the fourth quarter of 2008 totaled $1.05 million, an increase of 10% quarter-over-quarter.  Mobile games gross margin increased in the fourth quarter of 2008 to 61% compared with 60% in the third quarter of 2008.

The mobile advertising cost of revenues in the fourth quarter of 2008 totaled $0.33 million, an increase of 9% quarter-over-quarter.  Mobile advertising gross margin increased in the fourth quarter of 2008 to 58% compared to 50% in the third quarter of 2008.

Operating Expenses
   
For the Three
Months Ended
 December 31, 2007
(US$ thousands)
   
For the Three
Months Ended
September 30, 2008
(US$ thousands)
   
For the Three
Months Ended
December 31, 2008
(US$ thousands)
 
Product development
  $ 3,047     $ 4,078     $ 4,165  
Sales and marketing
    5,363       5,018       5,816  
General and administrative
    1,569       3,551       3,571  
Goodwill impairment loss
    -       21,624       -  
Total Operating Expenses
  $ 9,979     $ 34,271     $ 13,552  

Product development expenses in the fourth quarter of 2008 were $4.16 million, an increase of 2.1% quarter-over-quarter.
 
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Sales and marketing expenses in the fourth quarter of 2008 were $5.82 million, an increase of 15.9% quarter-over-quarter.  The increase mainly resulted from the Company’s continuing efforts to develop KONG.net and enhance consumer awareness of the new season of NBA games, for which KONG.net is a partner in China.

General and administrative expenses in the fourth quarter of 2008 were $3.57 million, an increase of 0.6% quarter-over-quarter.

The Company’s total headcount decreased from 868 as of September 30, 2008 to 772 as of December 31, 2008.

Earnings

Net income and Non-GAAP net income in the fourth quarter of 2008 were $0.52 million and $1.09 million, respectively.  Diluted earnings per ADS and diluted Non-GAAP earnings per ADS were $0.01 and $0.03 for the fourth quarter, respectively.

Balance Sheet and Cash Flow

As of December 31, 2008, the Company had $136.05 million in cash and cash equivalents.  Cash in-flows from operating activities totaled $12.52 million in the twelve months of 2008.

Stock Repurchase Program:

In the fourth quarter of 2008, the Company began to repurchase its ADSs in the open market.  As of December 31, 2008, 223,090 ADSs, representing 8,923,600 ordinary shares of the Company, were repurchased at an average price of $3.36 per ADS.

Business Outlook:

Based on information available on February 18, 2009, the Company expects total revenues for the first quarter of 2009 to be between $27.5 million and $28.5 million.
 
Conference Call:

The Company’s management team will conduct a conference call at 7:30 am Beijing time on February 19 (6:30 pm Eastern time and 3:30 pm Pacific time on February 18, 2009).  A webcast of this conference call will be accessible on the Company’s web site at http://ir.kongzhong.com.
 
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KongZhong Corporation
Condensed Consolidated Statements of Income
(US$ thousands, except per share data, and share count)
(Unaudited)

   
For the Three
Months Ended
 December 31, 2007
   
For the Three
Months Ended
September 30, 2008
   
For the Three
Months Ended
December 31, 2008
 
Revenues
  $ 19,810     $ 25,050     $ 26,736  
Cost of revenues
    10,220       13,395       13,585  
Gross profit
    9,590       11,655       13,151  
Operating expenses
                       
Product development
    3,047       4,078       4,165  
Sales & marketing
    5,363       5,018       5,816  
General & administrative
    1,569       3,551       3,571  
Goodwill impairment loss
    -       21,624       -  
Total operating expenses
    9,979       34,271       13,552  
Operating loss
    (389 )     (22,616 )     (401 )
Interest income
    889       1,134       1,103  
Income (loss) before tax expense
    500       (21,482 )     702  
Income tax expense
    187       89       180  
Net income (loss)
  $ 687     $ (21,571 )   $ 522  
                         
Basic earnings (loss) per ADS
  $ 0.02     $ (0.61 )   $ 0.01  
Diluted earnings (loss) per ADS
  $ 0.02     $ (0.61 )   $ 0.01  
Weighted average ADS outstanding (million)
    35.58       35.63       35.64  
Weighted average ADS used in diluted EPS calculation (million)
    35.81       35.63       35.93  
 
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KongZhong Corporation
Condensed Consolidated Statements of Income
(US$ thousands, except per share data, and share count)
(Unaudited)

   
For the Twelve
Months Ended
 December 31, 2007
   
For the Twelve
Months Ended
December 31, 2008
 
Revenues
  $ 74,017     $ 96,690  
Cost of revenues
    36,496       51,613  
Gross profit
    37,521       45,077  
Operating expenses
               
Product development
    12,535       15,180  
Sales & marketing
    18,094       21,339  
General & administrative
    7,221       11,639  
Goodwill impairment loss
    -       21,624  
Total operating expenses
    37,850       69,782  
Operating loss
    (329 )     (24,705 )
Interest income
    3,810       4,897  
Investment gain
    208       -  
Subtotal
    4,018       4,897  
Income (loss) before tax expense
    3,689       (19,808 )
Income tax expense
    857       852  
Net income (loss)
  $ 2,832     $ (20,660 )
                 
Basic earnings (loss) per ADS
  $ 0.08     $ (0.58 )
Diluted earnings (loss) per ADS
  $ 0.08     $ (0.58 )
Weighted average ADS outstanding (million)
    35.58       35.62  
Weighted average ADS used in diluted EPS calculation (million)
    35.77       35.62  

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KongZhong Corporation
Condensed Consolidated Statements of Cash Flows
(US$ thousands)
(Unaudited)

   
For the Year Ended
December 31, 2007
   
For the Year Ended
December 31, 2008
 
Cash Flows From Operating Activities
           
Net Income (loss)
  $ 2,832     $ (20,660 )
Adjustments to reconcile net income (loss) to net cash provided by operating activities
               
Share-based compensation
    2,550       2,281  
Depreciation and amortization
    2,771       2,868  
Disposal of property and equipment
    11       (20 )
Gain on sales of investment
    (208 )     -  
Goodwill impairment loss
    -       21,624  
Changes in operating assets and liabilities
    (4,640 )     6,428  
Net Cash Provided by Operating Activities
    3,316       12,521  
                 
Cash Flows From Investing Activities
               
Proceeds from sales of investment
    208       -  
Purchase of property and equipment
    (1,928 )     (1,879 )
Acquisition of subsidiaries
    (17,000 )     -  
Long-term investment
    -       (2,964 )
Proceeds from disposal of property and equipment
    -       31  
Net Cash Used in Investing Activities
    (18,720 )     (4,812 )
                 
Cash Flows From Financing Activities
               
Proceeds from exercise of share options
    152       -  
Stock Repurchase
    -       (760 )
Net Cash Provided by (Used in )Financing Activities
    152       (760 )
                 
Effect of foreign exchange rate changes
    6,193       6,762  
                 
Net (decrease) increase  in Cash and Cash Equivalents
  $ (9,059 )     13,711  
Cash and Cash Equivalents, Beginning of Period
  $ 131,402     $ 122,343  
Cash and Cash Equivalents, End of Period
  $ 122,343     $ 136,054  
 
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KongZhong Corporation
Condensed Consolidated Balance Sheets
 (US$ thousands)
(Unaudited)

   
December 31, 2007
   
September 30, 2008
   
December 31, 2008
 
Cash and cash equivalents
  $ 122,343     $ 134,888     $ 136,054  
Accounts receivable (net)
    14,993       16,457       16,196  
Other current assets
    4,498       2,742       3,389  
Total current assets
    141,834       154,087       155,639  
                         
Rental deposits
    447       525       524  
Intangible assets (net)
    1,266       831       674  
Property and equipment (net)
    3,427       3,286       3,368  
Long-term investments
    -       2,964       2,964  
Goodwill
    34,919       15,776       15,683  
Total assets
  $ 181,893     $ 177,469     $ 178,852  
                         
Accounts payable
  $ 5,597     $ 10,529     $ 10,792  
Other current liabilities
    5,697       5,806       7,316  
Total current liabilities
    11,294       16,335       18,108  
                         
Non-current deferred tax liability
    123       112       56  
Total liabilities
  $ 11,417     $ 16,447     $ 18,164  
                         
Shareholders’ equity
    170,476       161,022       160,688  
Total liabilities & shareholders’ equity
  $ 181,893     $ 177,469     $ 178,852  

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Non-GAAP Financial Measures
 
To supplement the unaudited condensed statements of income presented in accordance with US GAAP, the Company uses non-GAAP financial measures (Non-GAAP Financial Measures) of net income and net income per diluted ADS, which are adjusted from results based on GAAP to exclude certain infrequent or unusual or non-cash based expenses, gains and losses. The Non-GAAP Financial Measures are provided as additional information to help both management and investors compare business trends among different reporting periods on a consistent and more meaningful basis and enhance investors’ overall understanding of the Company’s current financial performance and prospects for the future.
 
The Non-GAAP Financial Measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for or superior to GAAP results.  In addition, our calculation of the Non-GAAP Financial Measures may be different from the calculation used by other companies, and therefore comparability may be limited.
 
For the periods presented, the Company’s non-GAAP net income and non-GAAP net income per diluted ADS exclude, as applicable, the amortization of intangibles, share-based compensation expense and goodwill impairment loss.
 
Reconciliation of the Company’s Non-GAAP financial measures to the GAAP financial measures is set forth below.
 
   
For the Three
Months Ended
December 31, 2007
(US$ thousands)
   
For the Three
Months Ended
September 30, 2008
(US$ thousands)
   
For the Three
Months Ended
December 31, 2008
(US$ thousands)
 
GAAP Net Income (Loss)
  $ 687     $ (21,571 )   $ 522  
Share-based compensation
    672       604       418  
Amortization of intangibles
    215       152       152  
Goodwill impairment loss
    -       21,624       -  
Non-GAAP Net Income
  $ 1,574     $ 809     $ 1,092  
                         
Non-GAAP diluted net income per ADS (Note 1)
  $ 0.04     $ 0.02     $ 0.03  
 
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Note 1: The non-GAAP adjusted net income per ADS is computed using non-GAAP net income and number of ADS used in GAAP diluted EPS calculation, where the number of ADS is adjusted for dilution due to employee share based compensation.

About KongZhong:

KongZhong Corporation is a leading mobile Internet company in China.  The Company delivers wireless value-added services to consumers in China through multiple technology platforms including WAP, multimedia messaging service (MMS), JAVATM, short messaging service (SMS), interactive voice response (IVR), and color ring-back tone (CRBT).  The Company operates three wireless Internet sites, Kong.net, Ko.cn and cn.NBA.com, which enable users to access media, entertainment and community content directly from their mobile phones.  The Company also designs and operates mobile games, including mobile online games, JAVA games and WAP games.

Safe Harbor Statement:

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements include, without limitation, statements regarding trends in the wireless value-added services, wireless media and mobile games industries and our future results of operations, financial condition and business prospects.  Although such statements are based on our own information and information from other sources we believe to be reliable, you should not place undue reliance on them.  These statements involve risks and uncertainties, and actual market trends and our results may differ materially from those expressed or implied in these forward looking statements for a variety of reasons.  Potential risks and uncertainties include, but are not limited to, continued competitive pressure in China’s wireless value-added services, wireless media and mobile games industries and the effect of such pressure on prices; unpredictable changes in technology, consumer demand and usage preferences in the market; the state of and any change in our relationship with China’s telecommunications operators; our dependence on the billing systems of telecommunications operators for our performance; the outcome of our investment of operating income generated from the WVAS segment into the development of our wireless Internet segment and mobile games segment; changes in the regulations or policies of the Ministry of Industry and Information Technology and other relevant government authorities; and changes in political, economic, legal and social conditions in China, including the Chinese government’s policies with respect to economic growth, foreign exchange, foreign investment and entry by foreign companies into China’s telecommunications market.  For additional discussion of these risks and uncertainties and other factors, please see the documents we file from time to time with the Securities and Exchange Commission.  We assume no obligation to update any forward-looking statements, which apply only as of the date of this press release.

KongZhong Contacts:

Investor Contact:
Media Contact:
Jay Chang
Xiaohu Wang
Chief Financial Officer
Manager
Tel.:  (+86-10) 8857 6000
Tel:  (+86-10) 8857 6000
Fax:  (+86-10) 8857 5891
Fax:  (+86-10) 8857 5900
E-mail: ir@kongzhong.com
E-mail: xiaohu@kongzhong.com

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