6-K 1 a14-7865_16k.htm 6-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

 


 

FORM 6-K

 


 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE

SECURITIES EXCHANGE ACT OF 1934

 

For the month of March 2014

 

Commission File Number: 001-33587

 


 

PERFECT WORLD CO., LTD.

 


 

Perfect World Plaza, Building 306, 86 Beiyuan Road

Chaoyang District, Beijing 100101

People’s Republic of China

(86 10) 5780-5700

(Address of principal executive offices)

 


 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

 

 

Form 20-F x

Form 40-F o

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

 

 

 



 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

 

Perfect World Co., Ltd.

 

 

 

 

 

By:

/s/ Kelvin Wing Kee Lau

 

Name:

Kelvin Wing Kee Lau

 

Title:

Chief Financial Officer

 

 

Date: March 11, 2014

 

 

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EXHIBIT INDEX

 

 

Page

 

 

Exhibit 99.1 – Press release

4

 

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Exhibit 99.1

 

GRAPHIC

 

 PERFECT WORLD ANNOUNCES FOURTH QUARTER AND FISCAL YEAR 2013 UNAUDITED FINANCIAL RESULTS

 

(Beijing, China — March 10, 2014) — Perfect World Co., Ltd. (NASDAQ: PWRD) (“Perfect World” or the “Company”), a leading online game developer and operator based in China, today announced its unaudited financial results for the fourth quarter and fiscal year ended December 31, 2013.

 

Fourth Quarter 2013 Highlights1

 

·                  Total revenues were RMB914.3 million (USD151.0 million), compared with RMB820.2 million in the previous quarter and RMB679.9 million in the same quarter last year.

 

·                  Gross profit was RMB686.8 million (USD113.4 million), compared with RMB637.7 million in the previous quarter and RMB522.6 million in the same quarter last year.

 

·                  Operating profit was RMB9.8 million (USD1.6 million), compared with RMB115.1 million in the previous quarter and RMB27.9 million in the same quarter last year.  Excluding the share-based compensation charge and the goodwill impairment, non-GAAP operating profit2 was RMB108.6 million (USD17.9 million), compared with RMB135.7 million in the previous quarter and RMB82.6 million in the same quarter last year.

 

·                  Net income attributable to the Company’s shareholders was RMB209.8 million (USD34.7 million), compared with RMB120.9 million in the previous quarter and RMB86.4 million in the same quarter last year.  Excluding the share-based compensation charge, the goodwill impairment and the gain from disposal of discontinued operations (net of tax), non-GAAP net income attributable to the Company’s shareholders2 was RMB163.8 million (USD27.1 million), compared with RMB141.5 million in the previous quarter and RMB141.1 million in the same quarter last year.

 

·                  Basic and diluted earnings per ADS3 were RMB4.25 (USD0.71) and RMB4.18 (USD0.69), respectively, compared with RMB2.47 and RMB2.41, respectively, in the previous quarter, and RMB1.79 and RMB1.78, respectively, in the same quarter last year.  Excluding the share-based compensation charge, the goodwill impairment and the gain from disposal of discontinued operations (net of tax), non-GAAP basic and diluted earnings per ADS2 were RMB3.33 (USD0.55) and RMB3.26 (USD0.54), respectively, compared with RMB2.89 and RMB2.82 respectively, in the previous quarter, and RMB2.92 and RMB2.90, respectively, in the same quarter last year.

 

·                  In December 2013, started to commercialize “DOTA2” in mainland China.

 

·                  Invested in two leading Chinese gaming portals, TGBus.com and PTBus.com.

 


1 The U.S. dollar (USD) amounts disclosed in this press release, except for those transaction amounts that were actually settled in U.S. dollars, are presented solely for the convenience of the reader.  The conversion of Renminbi (RMB) into USD in this release is based on the noon buying rate in The City of New York for cable transfers in RMB per USD as certified for customs purposes by the Federal Reserve Bank of New York as of December 31, 2013, which was RMB6.0537 to USD1.00.  The percentages stated in this press release are calculated based on the RMB amounts.

 

2 As used in this press release, non-GAAP operating profit is defined to exclude share-based compensation charge and the goodwill impairment from operating profit.  Non-GAAP net income attributable to the Company’s shareholders and non-GAAP earnings per ADS are defined to exclude share-based compensation charge, the goodwill impairment and the gain from disposal of discontinued operations (net of tax) from net income attributable to the Company’s shareholders and earnings per ADS, respectively.  See “Non-GAAP Financial Measures” and “Reconciliation of GAAP and Non-GAAP Results” at the end of this press release.

 

3 Each ADS represents five ordinary shares.

 

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Fiscal Year 2013 Financial Highlights

 

·                  Total revenues were RMB3,052.7 million (USD504.3 million), compared with RMB2,770.6  million in fiscal year 2012.

 

·                  Gross profit was RMB2,341.0 million (USD386.7 million), compared with RMB2,230.7 million in fiscal year 2012.

 

·                  Operating profit was RMB337.9 million (USD55.8 million), compared with RMB565.9 million in fiscal year 2012.  Excluding the share-based compensation charge and the goodwill impairment, non-GAAP operating profit was RMB491.1 million (USD81.1 million), compared with RMB677.9 million in fiscal year 2012.

 

·                  Net income attributable to the Company’s shareholders was RMB542.4 million (USD89.6 million), compared with RMB540.7 million in fiscal year 2012.  Excluding the share-based compensation charge, the goodwill impairment and the gain from disposal of discontinued operations (net of tax), non-GAAP net income attributable to the Company’s shareholders was RMB550.8 million (USD91.0 million), compared with RMB652.6 million in fiscal year 2012.

 

·                  Basic and diluted earnings per ADS were RMB11.12 (USD1.83) and RMB10.95 (USD1.81), respectively, compared with RMB11.31 and RMB11.15, respectively, in fiscal year 2012.  Excluding the share-based compensation charge, the goodwill impairment and the gain from disposal of discontinued operations (net of tax), non-GAAP basic and diluted earnings per ADS were RMB11.29 (USD1.86) and RMB11.12 (USD1.84), respectively, compared with RMB13.65 and RMB13.46, respectively, in fiscal year 2012.

 

Mr. Robert Xiao, CEO of Perfect World commented, “We are pleased to announce our fourth quarter 2013 financial results.  Our revenues rose by 11% sequentially, which came in above the high end of our expectations.  During the quarter, a number of our games, such as our flagship client-based MMORPG ‘Zhu Xian,’ continued to perform well.  In addition, ‘Return of the Condor Heroes,’ our first hardcore mobile game, contributed nicely to the quarter’s growth.”

 

“As part of our consistent practice to invigorate our existing games, we released a number of expansion packs and content updates during the quarter.  We have also been working on a more comprehensive and well-rounded pipeline with a line-up of attractive client-based games across a wide range of genres, such as the highly-anticipated ‘DOTA2’ and our 3D MMORPG ‘Legend of the Condor Heroes,’ as well as a number of web and mobile games.  ‘DOTA2’ is currently at the initial stage of commercialization and we expect to have a large-scale full launch in China soon.  ‘Neverwinter,’ another world-class title that has already generated wide excitement among gamers in the U.S. and Europe, is gearing up for launch in China later this year.  While we have been pleased with the current performance of our mobile game ‘Return of the Condor Heroes,’ we also launched another hardcore mobile game, ‘Fantasy of the Immortals,’ which is our first 3D RPG mobile game, very recently.  We look forward to introducing more high-quality mobile games, such as ‘Forsaken World,’ to the market going forward.”

 

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“In addition to our robust pipeline, our global R&D capabilities and extensive overseas network are critical competitive advantages that we continue to sharpen.  ‘Neverwinter,’ an MMORPG developed by our Cryptic Studios in the U.S., well demonstrates our strong global R&D capabilities given its success in a number of different markets.  Maintaining our leading position among Chinese online gaming companies in overseas markets, we continue to strengthen our overseas network.  While the number of games operated by our subsidiaries in overseas markets has been growing, we continued to extend our efforts on licensing and launching our games through overseas partners in various markets.  We believe this vast overseas network in conjunction with our extensive operational experience in China will continue to give us an important edge as we move forward.”

 

“Looking back at the full year, with revenue growth of 10.2% over 2012, we were pleased that we successfully took our business through a challenging market transition and obtained initial success of diversifying our business in new areas other than traditional PC MMORPG.  During year 2013, we not only made progress on our core PC MMORPG business by introducing several new games, such as the popular MMORPGs ‘Swordsman Online’ and ‘Saint Seiya Online,’ but also made solid strides in the mobile area with the successful debut of our first 2D RPG mobile game, ‘Return of the Condor Heroes.’”

 

“With 2013 behind us, we are looking to forge ahead and tap new areas for growth.  In addition to looking for opportunities to invest in other gaming companies with great products and growth potential, we are actively seeking strategic partnerships with leading companies in various industries to extend our channel coverage and branding influence beyond the traditional online gaming industry.  For example, we very recently signed a strategic partnership framework agreement with Huawei, a leading multinational telecommunications equipment supplier and terminal device manufacturer, and plan to pair our high-quality gaming products and services with their terminal devices to bring premium entertainment experiences to our users.  To help lead us in these efforts, I’m pleased to announce that we have appointed Mr. Alex Xu, our senior vice president in charge of business development and investment, as our Chief Business Officer to help us better capture new growth opportunities in the global market in this fast-growing industry.”

 

“Given the strength of our comprehensive and diverse portfolio, strong global R&D capabilities and well-established operating network, we have confidence in the long-term sustainable growth of our business.  As we continue to generate healthy cash flow from our operations, the board of directors declared annual cash dividends on March 8, 2014, in the aggregate amount of approximately USD24 million to our shareholders of record as of the close of business on April 3, 2014 (Eastern Time), at USD0.096 per Class A or Class B ordinary share, or USD0.48 per ADS, each representing five Class B ordinary shares of the Company.  The cash dividends are expected to be distributed in or around April 2014.  We intend to distribute annual dividends in the future.  However, the distribution of any future dividends will be at the full discretion of the Board and will be dependent on our financial position, results of operations, available cash, capital requirements and other factors.  Bringing value to our shareholders has always been one of our most important commitments, and we will continue to remain focused on the long-term health of our business and the best interest of our shareholders.”

 

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Fourth Quarter 2013 Financial Results

 

Total Revenues

 

Total revenues were RMB914.3 million (USD151.0 million), compared with RMB820.2 million in the previous quarter and RMB679.9 million in the same quarter last year.

 

Online game operation revenues, which include both domestic and overseas online game operations, were RMB843.8 million (USD139.4 million), compared with RMB750.2 million in the previous quarter and RMB599.7 million in the same quarter last year.  The sequential growth in online game operation revenues was primarily attributable to the eye-catching performance of the Company’s new mobile game ‘Return of the Condor Heroes,’ along with the strong contribution from some existing client-based games such as the Company’s flagship title “Zhu Xian.”

 

The aggregate average concurrent users (ACU) for PC online games under operation in mainland China was approximately 803,000, compared with 778,000 in the previous quarter and 620,000 in the same quarter last year.  The increase from the previous quarter was mainly attributable to the initial commercialization of the world-class online game, “DOTA2.”

 

Licensing revenues were RMB48.6 million (USD8.0 million), compared with RMB39.1 million in the previous quarter and RMB36.5 million in the same quarter last year.  The increase from the previous quarter was primarily due to an increase in initial license fees arising from new commercial launches overseas and the sequential growth in usage-based royalty fees in certain overseas markets.

 

Other revenues were RMB21.9 million (USD3.6 million), compared with RMB30.9 million in the previous quarter and RMB43.7 million in the same quarter last year.  Most of the other revenues for 4Q13 were associated with “Torchlight 2,” a popular pay-per-install game developed by Runic Games, the Company’s majority-owned subsidiary based in the U.S.  Installations of “Torchlight 2” increased, following some promotional activities for this game in 3Q13, while there were no similar promotional activities in 4Q13.

 

Cost of Revenues

 

Cost of revenues was RMB227.5 million (USD37.6 million), compared with RMB182.5 million in the previous quarter and RMB157.3 million in the same quarter last year.  The increase from the previous quarter was mainly due to an impairment associated with certain of the Company’s smaller games, as well as an increase in revenue sharing with mobile game distribution platforms as a result of the strong performance of the Company’s mobile games in 4Q13.

 

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Gross Profit and Gross Margin

 

Gross profit was RMB686.8 million (USD113.4 million), compared with RMB637.7 million in the previous quarter and RMB522.6 million in the same quarter last year.  Gross margin was 75.1%, compared with 77.8% in the previous quarter and 76.9% in the same quarter last year.

 

Operating Expenses

 

Operating expenses were RMB677.0 million (USD111.8 million), compared with RMB522.6 million in the previous quarter and RMB494.7 million in the same quarter last year.  The increase in operating expenses from the previous quarter was mainly due to the goodwill impairment associated with the Company’s Japanese subsidiary, as well as higher R&D expenses, sales and marketing expenses, and general administrative expenses in 4Q13.

 

R&D expenses were RMB271.5 million (USD44.8 million), compared with RMB236.0 million in the previous quarter and RMB230.9 million in the same quarter last year.  The increase from the previous quarter was primarily due to an increase in staff cost, including a special year-end bonus.

 

Sales and marketing expenses were RMB233.1 million (USD38.5 million), compared with RMB210.2 million in the previous quarter and RMB148.0 million in the same quarter last year.  The increase from the previous quarter was primarily due to an increase in advertising and promotional expenses as the Company released a number of major expansion packs for its client-based MMORPGs and started to ramp up promotions for mobile games in 4Q13.

 

General and administrative expenses were RMB95.2 million (USD15.7 million), compared with RMB76.4 million in the previous quarter and RMB75.0 million in the same quarter last year.  The increase from the previous quarter was mainly due to an increase in staff cost and the impairment of the trademark recognized from the acquisition of the Company’s Japanese subsidiary in April 2010.

 

Goodwill impairment was RMB77.3 million (USD12.8 million), compared with Nil in the previous quarter and RMB40.8 million in the same quarter last year.  The goodwill impairment was associated with the Company’s Japanese subsidiary.  As of December 31, 2013, all goodwill arising from the acquisition of the Company’s Japanese subsidiary in April 2010 was fully impaired.

 

Operating Profit

 

Operating profit was RMB9.8 million (USD1.6 million), compared with RMB115.1 million in the previous quarter and RMB27.9 million in the same quarter last year.  Excluding the share-based compensation charge and the goodwill impairment, non-GAAP operating profit was RMB108.6 million (USD17.9 million), compared with RMB135.7 million in the previous quarter and RMB82.6 million in the same quarter last year.

 

Total Other Income

 

Total other income was RMB59.6 million (USD9.9 million), compared with RMB26.6 million in the previous quarter and RMB64.7 million in the same quarter last year.  The increase from the previous quarter was largely attributable to an increase in government grant subsidy income.

 

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Income Tax Expense

 

Income tax expense was RMB2.2 million (USD0.4 million), compared with RMB14.1 million in the previous quarter and RMB1.1 million in the same quarter last year.  The decrease from the previous quarter was primarily a result of an R&D super deduction recognized during the annual tax filing for some of the Company’s PRC entities in 4Q13.

 

Gain from Disposal of Discontinued Operations, Net of Tax

 

Gain from disposal of discontinued operations (net of tax) was RMB166.3 million (USD27.5 million), compared with Nil in the previous quarter and Nil in the same quarter last year.  In December 2013, Perfect World announced that it entered into a definitive agreement to sell Beijing Huanxiang Zongheng Chinese Literature Website Co., Ltd. (“PW Literature”), the entity that operated Perfect World’s Chinese online reading business.  As of December 31, 2013, the Company has completed this transaction and recorded the related gain in the consolidated statements of operations in accordance with U.S. GAAP.

 

Net Income Attributable to the Company’s Shareholders

 

Net income attributable to the Company’s shareholders was RMB209.8 million (USD34.7 million), compared with RMB120.9 million in the previous quarter and RMB86.4 million in the same quarter last year.  Excluding the share-based compensation charge, the goodwill impairment and the gain from disposal of discontinued operations (net of tax), non-GAAP net income attributable to the Company’s shareholders was RMB163.8 million (USD27.1 million), compared with RMB141.5 million in the previous quarter and RMB141.1 million in the same quarter last year.

 

Basic and diluted earnings per ADS were RMB4.25 (USD0.71) and RMB4.18 (USD0.69), respectively compared with RMB2.47 and RMB2.41, respectively, in the previous quarter, and RMB1.79 and RMB1.78, respectively, in the same quarter last year.  Excluding the share-based compensation charge, the goodwill impairment and the gain from disposal of discontinued operations (net of tax), non-GAAP basic and diluted earnings per ADS were RMB3.33 (USD0.55) and RMB3.26 (USD0.54), respectively, compared with RMB2.89 and RMB2.82, respectively, in the previous quarter, and RMB2.92 and RMB2.90, respectively, in the same quarter last year.

 

Cash and Cash Equivalents

 

As of December 31, 2013, the Company had RMB1,212.2 million (USD200.2 million) of cash and cash equivalents, compared with RMB932.9 million as of September 30, 2013.  The increase was primarily due to net cash inflow generated from the Company’s online game operations.

 

Fiscal Year 2013 Financial Results

 

Total Revenues

 

Total revenues were RMB3,052.7 million (USD504.3 million) in fiscal year 2013, compared with RMB2,770.6 million in fiscal year 2012.

 

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Online game operation revenues, which include both domestic and overseas online game operations, were RMB2,800.3 million (USD462.6 million) in fiscal year 2013, compared with RMB2,499.4 million in fiscal year 2012.  The year-over-year increase was primarily attributable to the strong performance of several new games launched in China during the year and the continued strength of the Company’s U.S. and European subsidiaries.

 

Licensing revenues were RMB149.3 million (USD24.7 million) in fiscal year 2013, compared with RMB171.6 million in fiscal year 2012.  The year-over-year decrease was primarily because more of the Company’s games began to be operated by the Company’s own subsidiaries in some overseas markets in fiscal year 2013.

 

Other revenues were RMB103.0 million (USD17.0 million) in fiscal year 2013, compared with RMB99.6 million in fiscal year 2012.

 

Cost of Revenues

 

Cost of revenues was RMB711.6 million (USD117.6 million) in fiscal year 2013, compared with RMB539.9 million in fiscal year 2012.  In fiscal year 2013, the Company successfully launched several new games, resulting in increases in revenue sharing, sales-related taxes and internet data center cost.

 

Gross Profit and Gross Margin

 

Gross profit was RMB2,341.0 million (USD386.7 million) in fiscal year 2013, compared with RMB2,230.7 million in fiscal year 2012.  Gross margin was 76.7% in fiscal year 2013, compared with 80.5% in fiscal year 2012.

 

Operating Expenses

 

Operating expenses were RMB2,003.1 million (USD330.9 million) in fiscal year 2013, compared with RMB1,664.7 million in fiscal year 2012.  The year-over-year increase in operating expenses was mainly due to increases in advertising and promotional expenses associated with several major new games launched during the year and staff cost.

 

Operating Profit

 

Operating profit was RMB337.9 million (USD55.8 million) in fiscal year 2013, compared with RMB565.9 million in fiscal year 2012.  Excluding the share-based compensation charge and the goodwill impairment, non-GAAP operating profit was RMB491.1 million (USD81.1 million) in fiscal year 2013, compared with RMB677.9 million in fiscal year 2012.

 

Net Income Attributable to the Company’s Shareholders

 

Net income attributable to the Company’s shareholders was RMB542.4 million (USD89.6 million) in fiscal year 2013, compared with RMB540.7 million in fiscal year 2012.  Excluding the share-based compensation charge, the goodwill impairment and the gain from disposal of discontinued operations (net of tax), non-GAAP net income attributable to the Company’s shareholders was RMB550.8 million (USD91.0 million) in fiscal year 2013, compared with RMB652.6 million in fiscal year 2012.

 

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Basic and diluted earnings per ADS were RMB11.12 (USD1.83) and RMB10.95 (USD1.81), respectively, in fiscal year 2013, compared with RMB11.31 and RMB11.15, respectively, in fiscal year 2012.  Excluding the share-based compensation charge, the goodwill impairment and the gain from disposal of discontinued operations (net of tax), non-GAAP basic and diluted earnings per ADS were RMB11.29 (USD1.86) and RMB11.12 (USD1.84), respectively, in fiscal year 2013, compared with RMB13.65 and RMB13.46, respectively, in fiscal year 2012.

 

Completion of the Divesture of Chinese Online Reading Business

 

In December 2013, Perfect World announced that it entered into a definitive agreement to sell Beijing Huanxiang Zongheng Chinese Literature Website Co., Ltd., the entity that operated Perfect World’s Chinese online reading business, to Beijing Baidu Netcom Science Technology Co., Ltd., an entity unrelated to Perfect World, for a total consideration of approximately RMB191.5 million, for the acquisition of PW Literature’s equity and the repayment of PW Literature’s loan from Perfect World.

 

As of December 31, 2013, the Company has completed this transaction and recorded the related gain in the consolidated statements of operations in accordance with U.S. GAAP.  The Company has also separately reported the operating results from the Chinese online reading business as discontinued operations in the consolidated statements of operations for the quarter ended December 31, 2013 and prior comparative quarters.  The transaction is expected to sharpen Perfect World’s focus on its core online game development and operation.

 

Declaration of Annual Cash Dividends

 

On March 8, 2014, the Company’s board of directors declared annual cash dividends in the aggregate amount of approximately USD24 million to the Company’s shareholders of record as of the close of business on April 3, 2014 (Eastern Time), at USD0.096 per Class A or Class B ordinary share, or USD0.48 per ADS, each representing five Class B ordinary shares of the Company.  The cash dividends are expected to be distributed in or around April 2014.

 

The Company intends to distribute annual dividends in the future.  However, the distribution of any future dividends will be at the full discretion of the Board and will be dependent on the Company’s financial position, results of operations, available cash, capital requirements and other factors.

 

Business Outlook

 

Based on the Company’s current operations, total revenues for the first quarter of 2014 are expected to be between RMB841 million and RMB887 million, representing a slight decline from the strong fourth quarter of 2013 but still an increase of 36% to 43% on a year-over-year basis.  Due to the long holiday of the Chinese New Year, the Company decided to slow down promotional activities for our client-based MMORPGs in the first quarter of 2014.

 

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Non-GAAP Financial Measures

 

To supplement the financial measures prepared in accordance with generally accepted accounting principles in the United States, or GAAP, this press release presents non-GAAP operating profit by excluding share-based compensation charge and the goodwill impairment from operating profit, as well as non-GAAP net income attributable to the Company’s shareholders and non-GAAP earnings per ADS by excluding share-based compensation charge, the goodwill impairment and the gain from disposal of discontinued operations (net of tax) from net income attributable to the Company’s shareholders and earnings per ADS, respectively.  The Company believes these non-GAAP financial measures are important to help investors understand the Company’s operating and financial performance, compare business trends among different reporting periods on a consistent basis and assess the Company’s core operating results.  As such, the Company excludes from its core operating results certain expenses that are not expected to result in cash payments and the gain from disposal of discontinued operations (net of tax) that the Company does not believe is reflective of its ordinary and ongoing course of activities.  The use of the above non-GAAP financial measures has certain limitations.  Share-based compensation charge has been and will continue to be incurred and goodwill impairment may recur in the future.  The disposal of discontinued operations does provide cash inflows to the Company and its related gain has a one-off positive effect on the Company’s operating results and financial positions.  They are not reflected in the presentation of the non-GAAP financial measures, but should be considered in the overall evaluation of the Company’s results.  None of the non-GAAP measures is a measure of net income attributable to the Company’s shareholders, operating profit, operating performance or liquidity presented in accordance with GAAP.  The Company compensates for these limitations by providing the relevant disclosure of its share-based compensation charge, the goodwill impairment and the gain from disposal of discontinued operations (net of tax) in the reconciliations to the most directly comparable GAAP financial measures, which should be considered when evaluating the Company’s performance.  These non-GAAP financial measures should be considered in addition to financial measures prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, financial measures prepared in accordance with GAAP.  Reconciliation of each of these non-GAAP financial measures to the most directly comparable GAAP financial measure are set forth at the end of this release.

 

Conference Call

 

Perfect World will host a conference call and live webcast at 9:00pm Eastern Daylight Time on Monday, March 10, 2014 (9:00am Beijing time on Tuesday, March 11, 2014).

 

Dial-in numbers for the live conference call are as follows:

 

· U.S. Toll Free Number

 

1-866-519-4004

· International Dial-in Number

 

+65-6723-9381

· Mainland China Toll Free Number

 

800-819-0121

· Hong Kong Toll Free Number

 

80-093-0346

· U.K. Toll Free Number

 

080-8234-6646

Conference ID: PWRD

 

 

 

A live and archived webcast of the conference call will be available on the Investor Relations section of Perfect World’s website at http://www.pwrd.com .

 

A telephone replay of the call will be available beginning two hours after the conclusion of the conference call through 11:59pm Eastern Time, March 18, 2014.

 

Dial-in numbers for the replay are as follows:

 

· U.S. Toll Free Number

 

1-855-452-5696

· International Dial-in Number

 

+61-2-8199-0299

Conference ID: 3960854

 

 

 

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About Perfect World Co., Ltd. (http://www.pwrd.com)

 

Perfect World Co., Ltd. (NASDAQ: PWRD) is a leading online game developer and operator based in China.  Perfect World primarily develops online games based on proprietary game engines and game development platforms.  Perfect World’s strong technology and creative game design capabilities, combined with extensive knowledge and experiences in the online game market, enable it to frequently and promptly introduce popular games designed to cater changing customer preferences and market trends.  Perfect World’s current portfolio of self-developed online games includes massively multiplayer online role playing games (“MMORPGs”): “Perfect World,” “Legend of Martial Arts,” “Perfect World II,” “Zhu Xian,” “Chi Bi,” “Pocketpet Journey West,” “Battle of the Immortals,” “Fantasy Zhu Xian,” “Forsaken World,” “Dragon Excalibur,” “Empire of the Immortals,” “Return of the Condor Heroes,” “Saint Seiya Online,” “Swordsman Online” and “Holy King;” an online casual game: “Hot Dance Party;” and a number of web games and mobile games.  While a majority of the revenues are generated in China, Perfect World operates its games in North America, Europe, Japan, Korea and Southeast Asia through its own subsidiaries.  Perfect World’s games have also been licensed to leading game operators in a number of countries and regions in Asia, Latin America, and the Russian Federation and other Russian speaking territories.  Perfect World intends to continue to explore new and innovative business models and is committed to maximizing shareholder value over time.

 

Safe Harbor Statements

 

This press release contains forward-looking statements.  These statements constitute forward-looking statements under 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,” “confidence,” “estimates” and similar statements.  Among other things, the management’s quotations and “Business Outlook” contain forward-looking statements.  Such statements involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements.  Potential risks and uncertainties include, but are not limited to, Perfect World’s ability to develop and operate new games that are commercially successful, the growth of the online game market and the continuing market acceptance of its games and in-game items in China and elsewhere, its ability to protect intellectual property rights, its ability to respond to competitive pressure, its ability to maintain an effective system of internal control over financial reporting, changes of the regulatory environment in China, and economic slowdown in China and/or elsewhere.  Further information regarding these and other risks is included in Perfect World’s filings with the U.S. Securities and Exchange Commission, including its annual report on Form 20-F.  All information provided in this press release and in the attachments is as of March 10, 2014, and Perfect World does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under applicable law.

 

For further information, please contact

 

Perfect World Co., Ltd.

Vivien Wang — Vice President, Capital Market & Corporate Communications

Joanne Deng — Associate Investor Relations Director

Tel: +86-10-5780-5700

Fax: +86-10-5780-5713

Email: ir@pwrd.com

http://www.pwrd.com

 

Christensen Investor Relations

Patty Bruner

Tel: +1-480-614-3036

Fax: +1-480-614-3033

Email: pbruner@christensenir.com

 

Jung Chang

Tel: +852-2117-0861

Fax: +852-2117-0869

Email: jchang@christensenir.com

 

13



 

Perfect World Co., Ltd.

Unaudited Condensed Consolidated Balance Sheets

 

 

 

December 31,

 

December 31,

 

December 31,

 

 

 

2012

 

2013

 

2013

 

 

 

RMB

 

RMB

 

USD

 

Assets

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

 

Cash and cash equivalents

 

799,632,647

 

1,212,157,293

 

200,234,120

 

Restricted cash and time deposits

 

891,462,180

 

226,100,000

 

37,349,059

 

Short-term investments

 

1,508,884,886

 

1,307,892,890

 

216,048,514

 

Accounts receivable, net

 

110,286,428

 

197,715,605

 

32,660,291

 

Due from related parties

 

7,542,600

 

3,393,089

 

560,498

 

Prepayment and other assets

 

156,083,903

 

424,839,088

 

70,178,418

 

Deferred tax assets

 

41,585,847

 

40,387,485

 

6,671,537

 

Total current assets

 

3,515,478,491

 

3,412,485,450

 

563,702,437

 

Non current assets

 

 

 

 

 

 

 

Equity investments

 

227,832,057

 

470,018,715

 

77,641,561

 

Time deposits

 

51,465,395

 

108,135,489

 

17,862,710

 

Restricted time deposits

 

7,814,450

 

7,597,873

 

1,255,079

 

Property, equipment, and software, net

 

1,206,485,419

 

1,353,740,512

 

223,622,002

 

Construction in progress

 

20,326,428

 

14,051,462

 

2,321,136

 

Intangible assets, net

 

229,013,555

 

330,718,241

 

54,630,762

 

Goodwill

 

408,829,417

 

511,270,880

 

84,455,933

 

Prepayments and other assets

 

87,332,624

 

86,177,977

 

14,235,588

 

Deferred tax assets

 

42,427,797

 

50,830,484

 

8,396,598

 

Total assets

 

5,797,005,633

 

6,345,027,083

 

1,048,123,806

 

 

 

 

 

 

 

 

 

Liabilities and Shareholders’ Equity

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

Accounts payable

 

70,696,803

 

95,908,036

 

15,842,878

 

Short-term bank loans

 

747,974,500

 

213,391,500

 

35,249,765

 

Advances from customers

 

133,949,512

 

102,469,102

 

16,926,690

 

Salary and welfare payable

 

232,137,936

 

287,057,153

 

47,418,464

 

Taxes payable

 

49,898,625

 

59,756,556

 

9,871,080

 

Accrued expenses and other liabilities

 

58,016,741

 

188,939,187

 

31,210,530

 

Due to related parties

 

150,000

 

91,750

 

15,156

 

Deferred revenues

 

365,705,044

 

742,171,227

 

122,597,953

 

Deferred tax liabilities

 

61,219,290

 

87,173,299

 

14,400,003

 

Deferred government grants

 

458,287

 

5,000,000

 

825,941

 

Total current liabilities

 

1,720,206,738

 

1,781,957,810

 

294,358,460

 

Non current liabilities

 

 

 

 

 

 

 

Deferred revenues

 

56,503,584

 

38,655,431

 

6,385,422

 

Deferred tax liabilities

 

6,875,864

 

13,408,787

 

2,214,974

 

Other long-term liabilities

 

1,619,438

 

2,800,000

 

462,527

 

Total liabilities

 

1,785,205,624

 

1,836,822,028

 

303,421,383

 

 

 

 

 

 

 

 

 

Shareholders’ Equity

 

 

 

 

 

 

 

Ordinary shares (US$0.0001 par value, 10,000,000,000 shares authorized, 29,671,195 Class A ordinary shares issued and outstanding, 212,376,660 Class B ordinary shares issued and outstanding as of December 31, 2012; 10,000,000,000 shares authorized, 29,671,195 Class A ordinary shares issued and outstanding, 217,308,865 Class B ordinary shares issued and outstanding as of December 31, 2013)

 

193,960

 

197,003

 

32,543

 

Additional paid-in capital

 

329,804,508

 

452,966,738

 

74,824,775

 

Statutory reserves

 

272,938,726

 

312,339,625

 

51,594,830

 

Accumulated other comprehensive loss

 

(80,543,186

)

(126,536,702

)

(20,902,374

)

Retained earnings

 

3,466,189,747

 

3,832,064,435

 

633,011,949

 

Total Perfect World Shareholders’ Equity

 

3,988,583,755

 

4,471,031,099

 

738,561,723

 

Non-controlling interests

 

23,216,254

 

37,173,956

 

6,140,700

 

Total Shareholders’ Equity

 

4,011,800,009

 

4,508,205,055

 

744,702,423

 

Total Liabilities and Shareholders’ Equity

 

5,797,005,633

 

6,345,027,083

 

1,048,123,806

 

 


 


 

Perfect World Co., Ltd.

Unaudited Condensed Consolidated Statements of Operations

 

 

 

Three months ended

 

Year ended

 

 

 

December 31,

 

September 30,

 

December 31,

 

December 31,

 

December 31,

 

December 31,

 

December 31,

 

 

 

2012

 

2013

 

2013

 

2013

 

2012

 

2013

 

2013

 

 

 

RMB

 

RMB

 

RMB

 

USD

 

RMB

 

RMB

 

USD

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Online game operation revenues

 

599,656,127

 

750,200,986

 

843,821,592

 

139,389,397

 

2,499,418,794

 

2,800,321,186

 

462,580,106

 

Licensing revenues

 

36,495,793

 

39,078,354

 

48,618,892

 

8,031,269

 

171,563,574

 

149,317,502

 

24,665,494

 

Other revenues

 

43,745,046

 

30,888,624

 

21,850,373

 

3,609,424

 

99,603,687

 

103,024,305

 

17,018,403

 

Total Revenues

 

679,896,966

 

820,167,964

 

914,290,857

 

151,030,090

 

2,770,586,055

 

3,052,662,993

 

504,264,003

 

Cost of revenues

 

(157,316,603

)

(182,455,810

)

(227,505,075

)

(37,581,161

)

(539,935,810

)

(711,648,433

)

(117,555,947

)

Gross profit

 

522,580,363

 

637,712,154

 

686,785,782

 

113,448,929

 

2,230,650,245

 

2,341,014,560

 

386,708,056

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development expenses

 

(230,930,699

)

(236,006,148

)

(271,455,151

)

(44,841,196

)

(797,067,359

)

(886,083,719

)

(146,370,603

)

Sales and marketing expenses

 

(148,008,444

)

(210,212,860

)

(233,095,800

)

(38,504,683

)

(520,619,687

)

(729,657,246

)

(120,530,790

)

General and administrative expenses

 

(74,954,654

)

(76,378,447

)

(95,191,963

)

(15,724,592

)

(306,255,965

)

(310,043,825

)

(51,215,591

)

Goodwill impairment

 

(40,769,946

)

 

(77,290,117

)

(12,767,418

)

(40,769,946

)

(77,290,117

)

(12,767,418

)

Total operating expenses

 

(494,663,743

)

(522,597,455

)

(677,033,031

)

(111,837,889

)

(1,664,712,957

)

(2,003,074,907

)

(330,884,402

)

Operating profit

 

27,916,620

 

115,114,699

 

9,752,751

 

1,611,040

 

565,937,288

 

337,939,653

 

55,823,654

 

Other income / (expenses)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share of income / (loss) from equity investments

 

6,396,692

 

(4,551,283

)

(6,311,027

)

(1,042,507

)

(5,334,495

)

(15,198,149

)

(2,510,555

)

Interest income

 

22,353,033

 

22,253,330

 

25,666,332

 

4,239,776

 

94,565,745

 

93,212,910

 

15,397,676

 

Interest expense

 

(4,368,201

)

(1,029,198

)

(699,825

)

(115,603

)

(21,866,732

)

(7,674,899

)

(1,267,803

)

Others, net

 

40,364,397

 

9,976,845

 

40,977,365

 

6,768,978

 

60,276,060

 

83,680,334

 

13,823,006

 

Total other income

 

64,745,921

 

26,649,694

 

59,632,845

 

9,850,644

 

127,640,578

 

154,020,196

 

25,442,324

 

Profit before tax

 

92,662,541

 

141,764,393

 

69,385,596

 

11,461,684

 

693,577,866

 

491,959,849

 

81,265,978

 

Income tax expense

 

(1,134,281

)

(14,108,543

)

(2,231,656

)

(368,643

)

(116,119,365

)

(69,997,794

)

(11,562,812

)

Income from continuing operations, net of tax

 

91,528,260

 

127,655,850

 

67,153,940

 

11,093,041

 

577,458,501

 

421,962,055

 

69,703,166

 

Discontinued operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss from discontinued operations, net of tax

 

(4,690,087

)

(4,702,751

)

(26,657,147

)

(4,403,447

)

(30,214,733

)

(44,322,061

)

(7,321,483

)

Gain from disposal of discontinued operations, net of tax

 

 

 

166,288,268

 

27,468,865

 

 

166,288,268

 

27,468,865

 

(Loss) / income from discontinued operations, net of tax

 

(4,690,087

)

(4,702,751

)

139,631,121

 

23,065,418

 

(30,214,733

)

121,966,207

 

20,147,382

 

Net Income

 

86,838,173

 

122,953,099

 

206,785,061

 

34,158,459

 

547,243,768

 

543,928,262

 

89,850,548

 

Net (income) / loss attributable to the non-controlling interests

 

(391,178

)

(2,038,077

)

3,009,301

 

497,101

 

(6,593,580

)

(1,514,629

)

(250,199

)

Net income attributable to the Company’s shareholders

 

86,446,995

 

120,915,022

 

209,794,362

 

34,655,560

 

540,650,188

 

542,413,633

 

89,600,349

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings per ordinary share, basic

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Continuing operations

 

0.38

 

0.51

 

0.28

 

0.05

 

2.39

 

1.72

 

0.28

 

Discontinued operations

 

(0.02

)

(0.02

)

0.57

 

0.09

 

(0.13

)

0.50

 

0.08

 

Total earnings per ordinary share, basic

 

0.36

 

0.49

 

0.85

 

0.14

 

2.26

 

2.22

 

0.36

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings per ordinary share, diluted

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Continuing operations

 

0.38

 

0.50

 

0.28

 

0.05

 

2.35

 

1.70

 

0.28

 

Discontinued operations

 

(0.02

)

(0.02

)

0.56

 

0.09

 

(0.12

)

0.49

 

0.08

 

Total earnings per ordinary share, diluted

 

0.36

 

0.48

 

0.84

 

0.14

 

2.23

 

2.19

 

0.36

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings per ADS, basic

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Continuing operations

 

1.89

 

2.57

 

1.42

 

0.24

 

11.94

 

8.62

 

1.42

 

Discontinued operations

 

(0.10

)

(0.10

)

2.83

 

0.47

 

(0.63

)

2.50

 

0.41

 

Total earnings per ADS, basic

 

1.79

 

2.47

 

4.25

 

0.71

 

11.31

 

11.12

 

1.83

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings per ADS, diluted

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Continuing operations

 

1.88

 

2.50

 

1.40

 

0.23

 

11.77

 

8.49

 

1.40

 

Discontinued operations

 

(0.10

)

(0.09

)

2.78

 

0.46

 

(0.62

)

2.46

 

0.41

 

Total earnings per ADS, diluted

 

1.78

 

2.41

 

4.18

 

0.69

 

11.15

 

10.95

 

1.81

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares used in calculating basic net earnings per ordinary share

 

241,754,091

 

244,382,546

 

246,281,330

 

246,281,330

 

239,119,233

 

243,958,465

 

243,958,465

 

Shares used in calculating diluted net earnings per ordinary share

 

243,416,502

 

251,156,777

 

250,827,673

 

250,827,673

 

242,495,660

 

247,712,898

 

247,712,898

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amount attributable to the Company’s shareholders:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations, net of tax

 

91,137,082

 

125,617,773

 

70,163,241

 

11,590,142

 

570,864,921

 

420,447,426

 

69,452,967

 

(Loss) / income from discontinued operations, net of tax

 

(4,690,087

)

(4,702,751

)

139,631,121

 

23,065,418

 

(30,214,733

)

121,966,207

 

20,147,382

 

Net income

 

86,446,995

 

120,915,022

 

209,794,362

 

34,655,560

 

540,650,188

 

542,413,633

 

89,600,349

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total share-based compensation cost included in:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenues

 

(799,479

)

(836,815

)

(973,005

)

(160,729

)

(4,570,357

)

(3,671,402

)

(606,472

)

Research and development expenses

 

(6,631,180

)

(9,289,947

)

(9,408,573

)

(1,554,186

)

(34,818,684

)

(34,243,440

)

(5,656,613

)

Sales and marketing expenses

 

(2,390,115

)

(3,270,968

)

(3,658,443

)

(604,332

)

(10,111,863

)

(12,351,112

)

(2,040,258

)

General and administrative expenses

 

(4,105,931

)

(7,167,748

)

(7,502,386

)

(1,239,306

)

(21,643,688

)

(25,627,116

)

(4,233,298

)

Loss from discontinued operations, net of tax

 

 

 

(21,450,000

)

(3,543,288

)

 

(21,450,000

)

(3,543,288

)

 



 

Perfect World Co., Ltd.

Reconciliation of GAAP and Non-GAAP Results

 

 

 

Three months ended

 

Year ended

 

 

 

December 31,

 

September 30,

 

December 31,

 

December 31,

 

December 31,

 

December 31,

 

December 31,

 

 

 

2012

 

2013

 

2013

 

2013

 

2012

 

2013

 

2013

 

 

 

RMB

 

RMB

 

RMB

 

USD

 

RMB

 

RMB

 

USD

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GAAP operating profit

 

27,916,620

 

115,114,699

 

9,752,751

 

1,611,040

 

565,937,288

 

337,939,653

 

55,823,654

 

Share based compensation charge

 

13,926,705

 

20,565,478

 

21,542,407

 

3,558,553

 

71,144,592

 

75,893,070

 

12,536,641

 

Goodwill impairment

 

40,769,946

 

 

77,290,117

 

12,767,418

 

40,769,946

 

77,290,117

 

12,767,418

 

Non-GAAP operating profit

 

82,613,271

 

135,680,177

 

108,585,275

 

17,937,011

 

677,851,826

 

491,122,840

 

81,127,713

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GAAP net income attributable to the Company’s shareholders

 

86,446,995

 

120,915,022

 

209,794,362

 

34,655,560

 

540,650,188

 

542,413,633

 

89,600,349

 

Share based compensation charge

 

13,926,705

 

20,565,478

 

42,992,407

 

7,101,841

 

71,144,592

 

97,343,070

 

16,079,929

 

Goodwill impairment

 

40,769,946

 

 

77,290,117

 

12,767,418

 

40,769,946

 

77,290,117

 

12,767,418

 

Gain from disposal of discontinued operations, net of tax

 

 

 

(166,288,268

)

(27,468,865

)

 

(166,288,268

)

(27,468,865

)

Non-GAAP net income attributable to the Company’s shareholders

 

141,143,646

 

141,480,500

 

163,788,618

 

27,055,954

 

652,564,726

 

550,758,552

 

90,978,831

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GAAP net earnings per ADS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- Basic

 

1.79

 

2.47

 

4.25

 

0.71

 

11.31

 

11.12

 

1.83

 

- Diluted

 

1.78

 

2.41

 

4.18

 

0.69

 

11.15

 

10.95

 

1.81

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-GAAP net earnings per ADS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- Basic

 

2.92

 

2.89

 

3.33

 

0.55

 

13.65

 

11.29

 

1.86

 

- Diluted

 

2.90

 

2.82

 

3.26

 

0.54

 

13.46

 

11.12

 

1.84

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ADSs used in calculating net earnings per ADS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- Basic

 

48,350,818

 

48,876,509

 

49,256,266

 

49,256,266

 

47,823,847

 

48,791,693

 

48,791,693

 

- Diluted

 

48,683,300

 

50,231,355

 

50,165,535

 

50,165,535

 

48,499,132

 

49,542,580

 

49,542,580