Taomee Holdings Limited America (NYSE:TAOM)

SHANGHAI, June 22, 2016 /PRNewswire/ -- Taomee Holdings Limited ("Taomee" or the "Company") (TAOM), one of the leading children's entertainment and media companies in China, today announced the completion of its merger (the "Merger") with Orient TM Merger Limited ("Merger Sub"), a wholly-owned subsidiary of Orient TM Parent Limited ("Parent"), pursuant to the previously announced agreement and plan of merger (the "Merger Agreement") dated December 11, 2015 by and among Parent, Merger Sub and the Company. As a result of the Merger, the Company became a wholly-owned subsidiary of Parent.

Under the terms of the Merger Agreement, which was approved by the Company's shareholders at an extraordinary general meeting held on April 15, 2016, (a) each of the Company's ordinary shares, par value US$0.00002 per share (each a "Share") issued and outstanding immediately prior to the effective time of the Merger, has been cancelled in exchange for the right to receive US$0.1884 in cash per Share, and (b) each of the Company's American depositary shares (each an "ADS"), each representing twenty (20) ordinary shares, together with the Shares underlying such ADS issued and outstanding immediately prior to the effective time of the Merger, has been cancelled in exchange for the right to receive US$3.767 in cash per ADS (less US$0.05 per ADS cancellation fees), in each case, net of any applicable withholding taxes, other than (i) Shares (including Shares represented by ADSs) beneficially owned by certain rollover shareholders, and (ii) Shares (including Shares represented by the ADSs) beneficially owned by the Company or held by the Company as treasury shares or held by the Company's depositary that are reserved (but not yet allocated) by the Company for settlement upon exercise of any Company equity awards,.

Shareholders of record as of the effective time of the Merger who are entitled to the merger consideration will receive a letter of transmittal and instructions on how to surrender their share certificates in exchange for the merger consideration (net of any applicable withholding taxes). Shareholders should wait to receive the letter of transmittal before surrendering their share certificates.

ADS holders of record as of the effective time of the Merger who are entitled to the merger consideration will automatically receive from JPMorgan Chase Bank, N.A., as the Company's ADS depositary, US$3.767 per each ADS held by them (less an ADS cancellation fee of US$0.05 per ADS) in cash, without interest and net of any applicable withholding taxes, in exchange for the surrender and cancelation of such ADSs

The Company also announced today that it requested that trading of its ADSs on the New York Stock Exchange ("NYSE") be suspended as of the close of trading on June 22, 2016. The Company requested NYSE to file a Form 25 with the U.S. Securities and Exchange Commission (the "SEC") notifying the SEC of the delisting of its ADSs on NYSE and the deregistration of the Company's registered securities. The deregistration will become effective 90 days after the filing of the Form 25 or such shorter period as may be determined by the SEC. The Company intends to suspend its reporting obligations under the Securities Exchange Act of 1934, as amended, by filing a Form 15 with the SEC in approximately ten days.

SHANGHAI, May 24, 2016 /PRNewswire/ -- Taomee Holdings Limited ("Taomee" or the "Company") (TAOM), one of the leading children's entertainment and media companies in China, today announced that the Company has received a notice of failure to satisfy continued listing standards (the "Letter") from the New York Stock Exchange (the "NYSE") that the Company is not in compliance with certain of the NYSE's continued listing standards as set forth in Section 802.01E of the Listed Company Manual (the "Listed Company Manual") due to its failure to file its annual report on Form 20-F for the fiscal year ended December 31, 2015 ("Form 20-F") on a timely basis. The Company has therefore become subject to the procedures and requirements in the Listed Company Manual, which allows the Company up to a six-month period from the filing due date to regain compliance, subject to ongoing oversight by the NYSE.

The Company entered into Agreement and Plan of Merger dated as of December 11, 2015 (the "Merger Agreement"), with Orient TM Parent Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the "Parent"), and Orient TM Merger Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands and a wholly owned subsidiary of Parent (the "Merger Sub"). Pursuant to the Merger Agreement, Merger Sub will be merged with and into the Company (the "Merger"), with the Company continuing as the surviving corporation (the "Surviving Corporation") and becoming a wholly owned subsidiary of Parent. The consummation of the Merger is subject to certain customary closing conditions. If the Merger is completed, the Company will cease to be a publicly traded company and will instead become a privately-held company wholly owned by Parent, and the Company's American depositary shares (the "ADSs") will no longer be listed on any securities exchange or quotation system, including the NYSE. In addition, the Company intends to suspend its reporting obligations under the Securities and Exchange Act of 1934 (the "Exchange Act") by filing a certification and notice on Form 15 with the SEC, and the Company's reporting obligations under the Exchange Act will terminate once the deregistration becomes effective. 

As set forth in the Company's Form 12B-25 filed on April 29, 2016, the Company is currently seeking to cause the Merger to be effected as soon as possible, but a definitive closing date has not yet been fixed. Meanwhile, the Company is preparing its Form 20-F and would need additional time to complete the Form 20-F. The Company remains committed to completing its Form 20-F at the earliest possible time and will continue to actively update the NYSE on these matters. If the Merger is completed before the Company files the Form 20-F, the Company may request that it not file the Form 20-F for the reason set forth in the foregoing paragraph.

SHANGHAI, April 15, 2016 /PRNewswire/ -- Taomee Holdings Limited ("Taomee" or the "Company") (NYSE: TAOM), one of the leading children's entertainment and media companies in China, today announced that, at an extraordinary general meeting held today, the Company's shareholders voted in favor of the proposal to authorize and approve the previously announced agreement and plan of merger dated December 11, 2015 (the "Merger Agreement"), by and among the Company, Orient TM Parent Limited ("Parent") and Orient TM Merger Limited, a wholly-owned subsidiary of Parent ("Merger Sub"), the plan of merger required to be filed with the Registrar of Companies of the Cayman Islands in connection with the Merger (as defined below) (the "Plan of Merger"), and the transactions contemplated thereby, including the Merger.

Immediately following the consummation of the Merger contemplated by the Merger Agreement, Parent will be beneficially owned by: (i) an affiliate of Orient Ruide Capital Management (Shanghai) Co., Ltd.; and (ii) Mr. Benson Haibing Wang, the co-founder, chief executive officer and a director of the Company, Mr. Roc Yunpeng Cheng, the co-founder, president and a director of the Company, and Mr. Jason Liqing Zeng, the chairman of the board of directors of the Company.

Approximately 72.0% of the Company's total issued and outstanding ordinary shares voted in person or by proxy at today's extraordinary general meeting. Of these ordinary shares voted in person or by proxy at the extraordinary general meeting, approximately 99.9% voted in favor of the proposal to authorize and approve the Merger Agreement, pursuant to which Merger Sub will be merged with and into the Company with the Company continuing as the surviving company and becoming a wholly owned subsidiary of Parent (the "Merger"), the plan of merger and the transactions contemplated thereby, including the Merger. A two-thirds majority of the voting power represented by the ordinary shares of the Company present and voting in person or by proxy at the extraordinary general meeting was required for approving the Merger.

The parties currently expect that the Merger will close as soon as practicable, subject to the satisfaction or waiver of the conditions set forth in the merger agreement. Upon completion of the Merger, the Company will become a privately held company and its American depositary shares, each representing twenty ordinary shares of the Company, will no longer be listed on the New York Stock Exchange.

SHANGHAI, December 11, 2015 /PRNewswire/ -- Taomee Holdings Limited ("Taomee" or the "Company") (NYSE: TAOM), a leading children's entertainment and media company in China, today announced that it has entered into a definitive Agreement and Plan of Merger (the "Merger Agreement") with Orient TM Parent Limited ("Parent") and Orient TM Merger Limited ("Merger Sub"), a wholly-owned subsidiary of Parent.

Pursuant to the Merger Agreement, Parent will acquire the Company for cash consideration equal to US$0.1884 per ordinary share of the Company (each, a "Share") or US$3.767 per American depositary share of the Company, each representing 20 Shares (each, an "ADS"), in a transaction valuing the Company at approximately US$134.0 million. This represents a 25.99% premium over the Company's closing price of US$2.99 per ADS as quoted by the New York Stock Exchange (the "NYSE") on May 29, 2015, the last trading day prior to June 1, 2015, the date that the Company announced it had received a non-binding "going private" proposal, and a premium of 19.4% to the average closing price of the Company's ADS during the 30 trading days prior to May 29, 2015.

Immediately following the consummation of the merger contemplated by the Merger Agreement, Parent will be beneficially owned by:

1. an affiliate of Orient Ruide Capital Management (Shanghai) Co., Ltd. (the "Sponsor"); and
2. Mr. Benson Haibing Wang, the co-founder, chief executive officer and a director of the Company ("Mr. Wang"), Mr. Roc Yunpeng Cheng, the co-founder, president and a director of the Company ("Mr. Cheng", and together with Mr. Wang and the Sponsor, the "Buyer Group"), and Mr. Jason Liqing Zeng, the chairman of the board of directors of the Company ("Mr. Zeng"), who have elected to roll-over certain of their interests in the Company in connection with the merger (the "Rollover Securities").

Subject to the terms and conditions of the Merger Agreement, at the effective time of the merger, Merger Sub will merge with and into the Company, with the Company continuing as the surviving corporation and a wholly-owned subsidiary of Parent, and each of the Shares (including Shares represented by ADSs) issued and outstanding immediately prior to the effective time of the merger will be cancelled and cease to exist in exchange for the right to receive US$0.1884 per Share or US$3.767 per ADS, in each case, in cash, without interest and net of any applicable withholding taxes, except for (i) Rollover Securities, Shares (including Shares represented by ADSs) beneficially owned by the Company or held by the Company as treasury shares or held by the Company's depositary that are reserved (but not yet allocated) by the Company for settlement upon exercise of any Company equity awards, and (ii) Shares owned by holders who have validly exercised and not effectively withdrawn or lost their rights to dissent from the Merger pursuant to Section 238 of the Companies Law of the Cayman Islands, which Shares will be cancelled at the effective time of the Merger for the right to receive the appraised value of such Shares determined in accordance with the provisions of Section 238 of the Companies Law of the Cayman Islands.

The Company's board of directors, acting upon the unanimous recommendation of the special committee formed by the board of directors (the "Special Committee"), approved the Merger Agreement, and resolved to recommend that the Company's shareholders vote to authorize and approve the Merger Agreement and the merger. The Special Committee, which is composed solely of independent directors of the Company who are unaffiliated with Parent, Merger Sub or any member of the Buyer Group or management of the Company, exclusively negotiated the terms of the Merger Agreement with the Buyer Group with the assistance of its independent financial and legal advisors.

The merger which is currently expected to close during the second quarter of 2016, is subject to various closing conditions, including a condition that the Merger Agreement be authorized and approved by an affirmative vote of shareholders representing two-thirds or more of the Shares present and voting in person or by proxy as a single class at a meeting of the Company's shareholders convened to consider the authorization and approval of the Merger Agreement and the merger.

Pursuant to a rollover and support agreement entered among Mr. Wang, Mr. Cheng, Mr. Zeng and Parent, Mr. Wang, Mr. Cheng, Mr. Zeng have agreed to vote all the Shares and ADSs beneficially owned by them, which represented approximately 45.77% of the issued and outstanding Shares, in favor of the authorization and approval of the Merger Agreement and merger. If completed, the merger will result in the Company becoming a privately-held company and its ADSs will no longer be listed on the NYSE.

The Buyer Group intends to fund the merger through rollover commitment from Mr. Wang, Mr. Cheng, Mr. Zeng of the Rollover Securities which represented approximately 27.22% of the issued and outstanding Shares and equity financing provided by the Sponsor pursuant to a customary equity commitment letter.

The Company will prepare and file with the U.S. Securities and Exchange Commission (the "SEC") a Schedule 13E-3 transaction statement, which will include a proxy statement of the Company. The Schedule 13E-3 will include a description of the Merger Agreement and contain other important information about the merger, the Company and the other participants in the merger.

Duff & Phelps Securities, LLC is serving as the financial advisor to the Special Committee, Ropes & Gray LLP is serving as international legal counsel to the Special Committee, and Maples and Calder is serving as Cayman Islands legal counsel to the Special Committee. Fenwick & West LLP is serving as U.S. legal counsel to Taomee.

Shearman & Sterling LLP is serving as U.S. legal counsel to the Buyer Group. Walkers and Grandway Law Offices are serving as Cayman Islands legal counsel and PRC legal counsel to the Buyer Group, respectively,

Third Quarter 2015 Financial Results

• Total net revenues were US$10.3 million in the third quarter of 2015, an increase of 18.4% from US$8.7 million in the second quarter of 2015 and a decrease of 16.7% from US$12.3 million in the third quarter of 2014.
• Non-GAAP basic and diluted gain per ADS[1] were both US$0.003 in the third quarter of 2015, as compared with US$0.036 for both basic and diluted loss per ADS in the second quarter of 2015 and US$0.089 and US$0.088, respectively, for basic and diluted gain per ADS in the third quarter of 2014.

 Second Quarter 2015 Financial Results

• Total net revenues were US$8.7 million in the second quarter of 2015, a decrease of 3.6% from US$9.0 million in the first quarter of 2015 and a decrease of 17.6% from US$10.5 million in the second quarter of 2014.
• Non-GAAP basic and diluted loss per ADS[1] were both US$0.036 in the second quarter of 2015, as compared with US$0.034 for both basic and diluted loss per ADS in the first quarter of 2015 and US$0.007 for both basic and diluted loss per ADS in the second quarter of 2014.

"Revenues for the second quarter came in at the high-end of our previously announced guidance. As we entered into our seasonally weak quarter of the year, we were able to execute our growth plan. We remain vigilant on expenses throughout the Company until we gain more clarity on future revenue levels and product pipelines," commented Mr. Benson Wang, co-founder and chief executive officer of Taomee

SHANGHAI, June 26, 2015 /PRNewswire/ -- Taomee Holdings Limited (NYSE: TAOM) ("Taomee" or the "Company"), one of the leading children's entertainment and media companies in China, today announced that following the formation of the special committee consisting of three independent directors, Mr. JP Gan, Mr. Shengwen Rong and Mr. Ted Lai (the "Special Committee") by the board of directors (the "Board") to consider the previously announced non-binding "going private" proposal that the Board received on June 1, 2015, the Special Committee has retained Duff & Phelps Securities, LLC as its financial advisor and Ropes & Gray as its international legal counsel to assist the Special Committee in this process.

The Company cautions its shareholders and others considering trading in its securities that the Company has just received the non-binding proposal and has not made any decisions with respect to the Company's response to the proposal. There can be no assurance that any definitive offer will be made, that any agreement will be executed or that this or any other transaction will be approved or consummated. The Company does not undertake any obligation to provide any updates with respect to this or any other transaction, except as required under applicable law.

SHANGHAI, June 1, 2015 /PRNewswire/ -- Taomee Holdings Limited (NYSE: TAOM) ("Taomee" or the "Company"), one of the leading children's entertainment and media companies in China, today announced that its board of directors has received a non-binding proposal letter dated May 30, 2015 from Mr. Benson Haibing Wang, a director and the chief executive officer of the Company, Mr. Roc Yunpeng Cheng, a director and the president of the Company, and affiliates of the foregoing, and Orient Securities Ruide (Shanghai) Investment Management Co., Ltd., a subsidiary of Orient Securities Company Limited, (together with Mr. Benson Haibing Wang and Mr. Roc Yunpeng Cheng, the "Consortium Members") to acquire all of the outstanding shares of the Company not currently owned by the Consortium Members (including shares represented by American Depositary Shares; or "ADS," with each ADS representing 20 ordinary shares of the Company) in a "going private" transaction (the "Transaction") at a price of US$0.1794 in cash per ordinary share of the Company or US$3.588 in cash per ADS of the Company, as the case may be.

According to the proposal letter, the Consortium Members intend to form an acquisition vehicle for the purpose of implementing the Transaction, and have agreed to work with each other exclusively in pursuing the Transaction. The Consortium Members intend to finance the Transaction with a combination of equity capital funded by the Consortium Members and third-party debt. A copy of the proposal letter is attached hereto as Exhibit A.

The Company's board of directors has formed a special committee (the "Special Committee") consisting of three independent directors, Mr. JP Gan, Mr. Shengwen Rong and Mr. Ted Lai, to consider this proposal. Mr. Shengwen Rong is appointed as the chair of the Special Committee. The Company expects that the Special Committee will retain a financial advisor and legal counsel to assist it in its work. The Company cautions its shareholders and others considering trading in its securities that the Company has just received the non-binding proposal and has not made any decisions with respect to the Company's response to the proposal. There can be no assurance that any definitive offer will be made, that any agreement will be executed or that this or any other transaction will be approved or consummated.

First Quarter 2015 Financial Results

• Total net revenues were US$9.0 million in the first quarter of 2015, an increase of 18.6% from US$7.6 million in the fourth quarter of 2014 and a decrease of 22.9% from US$11.7 million in the first quarter of 2014. This result was slightly above the high end of management's previous outlook from US$8.5 million to US$9.0 million.
• Non-GAAP basic and diluted loss per ADS[1] were both US$0.034  in the first quarter of 2015, as compared with US$0.020 and US$0.018 earnings per ADS, respectively, in the fourth quarter of 2014 andUS$0.032 for both basic and diluted earnings per ADS in the first quarter of 2014.

"We delivered revenues slightly above the high-end of our guidance for the first quarter. Offline revenues bounced back from our fourth quarter results, while PC and Mobile revenues, which were previously grouped as online revenues, continued to grow as we had anticipated. Organizationally, we are satisfied with the way our business units are re-aligned, and we are moving forward to capture the market with our various teams incentivized. We continue to develop new and improve on existing content � both internally and externally � for delivery through our various platforms", commented Mr. Benson Wang, co-founder and chief executive officer of Taomee.

"As we enter the seasonally slower period of second quarter, we are nevertheless encouraged by our pipeline of games, animation series and movie coming out in the second half of the year.  While it may take a few more quarters to see the success of our strategy, we remain committed to investing in the long term prospects of our multifaceted business." 

Outlook for the Second Quarter of 2015

Net revenues of the second quarter of 2015 are expected to be within in the range of US$8.2 million to US$8.7 million, which represents a year-over-year decrease of approximately 17.5% to 22.2%. This forecast reflects the Company's current and preliminary view of the operating results, and is subject to future changes.

SHANGHAI, March 24, 2015 /PRNewswire/ -- Taomee Holdings Limited (NYSE: TAOM) ("Taomee" or the "Company"), a leading children's entertainment and media company in China, today announced that its Board of Directors approved and ratified the extension of the Company's previous share repurchase plan (the "Share Repurchase Plan"), which was dated March 28, 2014, for another 12 months from March 29, 2015 to March 28, 2016. Upon such extension, Taomee is authorized, but not obligated, to continue to repurchase, through open market purchase or privately negotiated transactions, up to US$4.9 million, the remaining balance of the US$10 million under the Share Repurchase Plan, of American Depositary Shares of Taomee over the next 12 months, depending on market conditions, share price and other factors, subject to relevant rules and regulations under the U.S. securities laws. The Share Repurchase Plan may be suspended, modified or discontinued at any time at the Company's discretion without prior notice.

The Share Repurchase Plan will be funded by the Company's cash flow from operations as well as existing cash and cash equivalents. As of December 31, 2014, the Company had cash and cash equivalents of approximately US$103.2 million. On January 26, 2015, the Company declared a special cash dividend of US$24.6 million, which has been paid in full by February 17, 2015.

Fourth Quarter of 2014 Financial Results

• Total net revenues were US$7.6 million in the fourth quarter of 2014, a decrease of 38.4% from US$12.3 million in the third quarter of 2014 and a decrease of 30.5% from US$10.9 million in the fourth quarter of 2013.
• Non-GAAP basic and diluted earnings per ADS^[1] were US$0.020 and US$0.018, respectively, in the fourth quarter of 2014, as compared with US$0.089 and US$0.088, respectively, in the third quarter of 2014 and US$0.080 and US$0.079, respectively, in the fourth quarter of 2013.

"We surpassed the high-end of our guidance for the fourth quarter. Although we experienced some softness in our offline business as anticipated, our online business came in ahead of expectations. During the quarter, we forged ahead in our re-organization of key business divisions, aligning each group with division-specific incentives. In addition, we continued to beta test new mobile games, while boosting the pipeline for future intellectual properties and new content creation," commented Mr. Benson Wang, co-founder and chief executive officer of Taomee.

"In February 2015, we also issued a special dividend to our shareholders, demonstrating confidence in our capability to fund future projects and strategies. As we begin 2015, we continue to dedicate ourselves to our combined online plus offline business model, as we believe this will ultimately differentiate us from the competition."

Outlook for First Quarter of 2015

Net revenues of the first quarter of 2015 are expected to be in the range of US$8.5 million to US$9.0 million, which represents year-over-year decrease approximately 23.1% to 27.4%. This forecast reflects the Company's current and preliminary view of the operating results, and is subject to future changes.

SHANGHAI, January 26, 2015 /PRNewswire/ -- Taomee Holdings Limited ("Taomee" or the "Company") (NYSE: TAOM), a leading children's entertainment and media company in China, announced that its Board of Directors declared a special one-time cash dividend of US$0.0325 per ordinary share, or US$0.65 per American Depositary Share ("ADS", each representing 20 ordinary shares).

Holders of the Company's ordinary shares (including ordinary shares represented by ADSs) at the close of business on February 6, 2015 (the "Record Date") will be entitled to receive the special dividend. JPMorgan Chase Bank, N.A., the depositary for Taomee's ADS program (the ADS Depositary), expects to pay out dividends to ADS holders on or around February 17, 2015. Dividends to be paid to the Company's ADS holders through the ADS Depositary will be subject to the terms of the deposit agreement by and among the Company and the ADS Depositary, and the holders and beneficial owners of ADSs issued thereunder, including the fees and expenses payable thereunder.

The total amount of cash to be distributed for the special dividend is expected to be approximately US$24.6 million.

"As we analyze our business plans for the upcoming year, we found we have adequate cash to fund our current and potential plans. As effective stewards of capital for our shareholders, we also recognize the benefits of returning capital to shareholders as a means of maximizing return on equity. Today's announcement of the US$0.65 per ADS special dividend is our latest effort in doing so. Our strong balance sheet, fiscal prudence and growth opportunities in China'schildren entertainment and media industry enable us to provide shareholders with this dividend, while maintaining ample financial and operational flexibility to expand our business," commented Mr. Benson Wang Haibing, co-founder and chief executive officer of Taomee.

As of September 30, 2014, the Company had US$109.0 million in cash and cash equivalents.

Third Quarter 2014 Unaudited Financial Results

• Total net revenues were US$12.3 million in the third quarter of 2014, an increase of 17.0% from US$10.5 million in the second quarter of 2014 and a decrease of 21.8% from US$15.8 million in the third quarter of 2013.
• Non-GAAP basic and diluted earnings per ADS[1] were US$0.09 and US$0.09, respectively, in the third quarter of 2014, as compared with US$0.01 and US$0.01 loss per ADS, respectively, in the second quarter of 2014 and US$0.08 and US$0.08 earnings per ADS, respectively, in the third quarter of 2013.

"In the third quarter, we continued along the path of strengthening the company for its long-term success. We developed new games for both online and mobile platforms, expanded our delivery channels and further explored opportunities in our offline business," commented Mr. Benson Wang, co-founder and chief executive officer of Taomee.

"We continued to streamline our development and operations in web games while also manage the various product life-cycles of our key franchises. At the same time, we are developing new mobile games and plan to increase our expansion into new markets through our game publishing partners. We have already launched one mobile game in a number of countries, and expect to further launch two to three games in the next few quarters by applying the same strategy. With respect to our offline business, we continued to experience a few monetization setbacks but accept this as an inevitable challenge when exploring new and relatively uncharted territories in China's IP licensing business. However, as the intrinsic value of our IP continues to rise in China, we look to further develop and unlock its value in the long-term."

"We continue to believe in the synergies of our online and offline businesses, which we believe differentiate us from our competitors. As we wind down 2014 and look ahead into 2015, we remain as dedicated as ever to our unique business model, and look forward to delivering on the long-term prospects of our business."

Outlook for Fourth Quarter of 2014

Net revenues of the fourth quarter of 2014 are expected to be within in the range of US$6.3 million to US$6.8 million, which represents a year-over-year decrease of approximately 38% to 42%. This forecast reflects the Company's current and preliminary view of the operating results, and is subject to future changes.

Second Quarter 2014 Unaudited Financial Results

• Total net revenues were US$10.5 million in the second quarter of 2014, a decrease of 9.8% from US$11.7 million in the first quarter of 2014 and a decrease of 12.4% from US$12.0 million in the second quarter of 2013.
• Non-GAAP basic and diluted loss per ADS[1] were US$0.01 and US$0.01, respectively, in the second quarter of 2014, as compared with US$0.03 and US$0.03 earnings per ADS, respectively, in the first quarter of 2014 and US$0.04 and US$0.04 earnings per ADS, respectively, in the second quarter of 2013.

"The second quarter was the beginning of a transition period, in which we made substantial progress toward strengthening our company for the long term. We re-aligned our business units to integrate our web, mobile, media entertainment and offline businesses to promote our franchises in unison, as well as made progress in developing new online games that have the potential to become franchise contributors. At the same time, we introduced our first mobile game from our Glove Games division, which is an emerging area for us as we anticipate a healthy pipeline of 2-3 more mobile games to launch before year end," commented Mr. Benson Wang, co-founder and chief executive officer of Taomee.

"As we shift into the second half of 2014, we will continue to invest in our unique business model that will ultimately differentiate us from competitors. While it may take a few quarters to ramp up, we remain confident in our strategies and the long-term prospects of our business."

Outlook for Third Quarter of 2014

Net revenues of the third quarter of 2014 are expected to be in the range of US$12.7 million to US$13.2 million, which represents a year-over-year decrease of approximately 16% to 20%. This forecast reflects the Company's current and preliminary view of the operating results, and is subject to future changes.

SHANGHAI, July 9, 2014 /PRNewswire/ -- Taomee Holdings Limited ("Taomee" or the "Company") (NYSE: TAOM), one of the leading children's entertainment and media companies in China, will release the fourth installment of its Seer movie franchise, Seer 4: Magic Stone Wars, on July 10, 2014. Seer 4 is a 3D animated movie and sequel to earlier movies released in July 2011, 2012 and 2013, respectively. Prior to the official release of Seer 4, Taomee launched a series of promotional campaigns and live events including its Seer Tour Bus Parade throughout major cities in China, such as Shanghai, Beijing, Hangzhou, Nanjing, Suzhou, Wuxi, Jinan, Wuhan, Guangzhou and Shenzhen, etc. In partnership with Beijing Enlight, Youman Cartoon TV and Kaku Media, the movie will be shown on major screens across China.

First Quarter of 2014 Financial Results

• Total net revenues were US$11.7 million in the first quarter of 2014, an increase of 6.9% from US$10.9 million in the fourth quarter of 2013 and an increase of 21.9% from US$9.6 million in the first quarter of 2013.
• Non-GAAP basic and diluted earnings per ADS[1] were US$0.03 and US$0.03, respectively, in the first quarter of 2014, as compared with US$0.08 and US$0.08, respectively, in the fourth quarter of 2013 and US$0.04 and US$0.04, respectively, in the first quarter of 2013.

Mr. Benson Wang, co-founder and chief executive officer of Taomee, stated, "We delivered solid revenue results driven by our continued execution of our business plan in the first quarter of 2014. We continue to develop our multi-pronged growth strategies through our cross-media platform, as we believe the synergies will ultimately differentiate us from our competitors in the industry. As China's entertainment landscape begin to take shape, intellectual property coupled with diverse distribution channels will become more valuable in the marketplace."

"Our focus for 2014 is clear, and that is to further expand our franchises through an integrated multi-media network composed of gaming, television, film, comics, licensing and merchandising channels. We believe this is the most effective strategy to continue building brand loyalty while also offering different monetization opportunities. 2014 will be a pivotal year for Taomee, as we look to build a sustainable business with long-term value for our shareholders."

Outlook for Second Quarter of 2014

Net revenues of the second quarter of 2014 are expected to be in the range of US$10.5 million to US$11.0 million, which represents year-over-year decrease of approximately 9% to 13%. This forecast reflects the Company's current and preliminary view of the operating results, and is subject to future changes.

SHANGHAI, April 22, 2014 /PRNewswire/ - Taomee Holdings Limited (NYSE: TAOM) ("Taomee" or the "Company"), one of the leading children's entertainment and media companies in China, today announced the appointment of Mr. Sam Lawn as Chief Financial Officer of the Company, effective April 22, 2014.

Prior to this appointment, Mr. Lawn held a senior executive position at RenRen Inc. (NYSE: RENN), a leading social networking firm in China and served as the head of investor relations from 2011 to 2013. From 2009 to 2011, Mr. Lawn served as a research equity analyst at Oppenheimer and Co., a leading full-service boutique investment bank where he covered Internet, online gaming, and media companies in the Chinese ADR market. From 2008 to 2009, he worked as the senior director of business development of Lucky Dragon Group, a global supplier of fashion accessories listed on the Taiwan Stock Exchange.

From 2004 to 2008, Mr. Lawn co-founded and served as president of Leap Inc., a procurement services company with offices in China and the U.S. From 2003 to 2004, he was an operations manager for Universal Distribution Company, a procurement office for Dollar Dream. From 2001 to 2003, Mr. Lawn worked as a programming business analyst for Accenture Corp., a global management consulting firm. Mr. Lawn received his bachelor's degree in Operations Management Information Systems from Santa Clara University.

Mr. Lawn replaces Mr. Paul Keung, who steps down as Taomee's Chief Financial Officer on April 22^nd, 2014.

"We are pleased to welcome Sam to our management team as the new CFO," said Mr. Benson Wang, co-founder and Chief Executive Officer of Taomee. "We believe that Sam's excellent corporate finance background and strong operations experience will significantly contribute to Taomee's growth and development. We are delighted to have Sam join us at this stage and look forward to him helping us take Taomee to new levels."

"In his three years as Chief Financial Officer, Paul did a tremendous job taking Taomee public and guiding the Company during a period of growth and expansion," continued Mr. Wang. "We are pleased that Paul will continue to be available to assist the Company during this transition and thank him for all his contributions."

SHANGHAI, March 28, 2014 /PRNewswire/ -- Taomee Holdings Limited (NYSE: TAOM) ("Taomee" or the "Company"), a leading children's entertainment and media companies in China, today announced that its Board of Directors approved a share repurchase plan on March 28, 2014, effective upon the approval. Under the plan, Taomee is authorized, but not obligated, to repurchase, through open market purchase or privately negotiated transactions, up to US$10 million worth of outstanding American Depositary Shares ("ADSs") representing the ordinary shares of Taomee over the next 12 months, depending on market conditions, share price and other factors, subject to relevant rules and regulations under the U.S. securities laws.

The share repurchase plan will be funded by the Company's free cash flow as well as existing working capital. As of December 31, 2013, the Company had cash and cash equivalents of approximately US$114.3 million.

As of March 27, 2014, the Company had 757,684,760 ordinary shares issued and outstanding.

Fourth Quarter  2013  Financial Results

• Total net revenues were US$10.9 million in the fourth quarter of 2013, a decrease of 30.7% from US$15.8 million in the third quarter of 2013 and an increase of 46.5% from US$7.5 million in the fourth quarter of 2012.
• Non-GAAP basic and diluted earnings per ADS were US$0.24 and US$0.23, respectively, in 2013, as compared withUS$0.30 and US$0.29, respectively, in 2012.

Mr. Benson Wang, co-founder and chief executive officer of Taomee, stated, "We continue to be very proud of the performance of Taomee team. Our recent results demonstrate our ability to monetize our franchises across multiple platforms, whereby our online business is entering new period of growth and accelerated monetization, in parallel with our continued strong revenue growth of our offline investments. The fourth quarter is usually a slower season due to the seasonality of the school year in China. Even so, we achieved a 46.5% year-over-year increase in our total net revenues, which also beat the high end of our management outlook from last quarter."

"At the same time, we continue to invest in numerous strategic initiatives. A key tenet of our strategy has always been to grow our online businesses, and extend those brand recognitions into numerous adjacencies -- businesses that leverage off our brand loyalty that we have created in our online communities and push us into new, and very different, business categories. This is our competitive moat -- what differentiates us from our competitors -- because we believe we are unique in our ability to serve our customers in so many different ways. In 2013, we have witnessed double- and triple-digit growth in our offline businesses, primarily generated from toys and movies. At the same time, we are investing in television and mobile games, in order to enhance our brand loyalty and to find new monetization channels. We remain laser-focused on our core customers -- children, parents, teachers and other caregivers -- as we look for new and better ways to provide them with better services"

Outlook for First Quarter of 2014

Net revenues of the first quarter of 2014 are expected to be in the range of US$11.0 million to US$11.5 million, which represents year-over-year growth of approximately 15% to 20%. This forecast reflects the Company's current and preliminary view of the operating results, and is subject to future changes.

Management Transition: Departure of Chief Finance Officer

The Company announced that there will be a transition to a new CFO and Mr. Paul Keung, chief finance officer of Taomee, will be gradually handing over his responsibility in the near term. The Company expects to announce a candidate of new CFO soon, and Mr. Paul Keung will remain his position as the CFO with the Company during the transition period including the filing of the Company's annual report on Form 20F for the year ended December 31, 2013.

"I have great respect for Paul and we thank him for his many strategic contributions," said Mr. Benson Wang, co-founder and chief executive officer of Taomee." "I appreciate the leadership he displayed in our Company's public listing in 2011, as well as his contribution to initiate, implement, and drive significant progress in our transformation. Paul has helped strengthen our financial foundation, which will be of great benefits for his successor, our Company, and our shareholders well for the long term. Paul will remain as an advisor to our Company going forward, and we wish him great success in his future endeavors."

"I came to Taomee with passion for its strategic direction and I will leave with even greater confidence in the Company's opportunity to be a leader in children's entertainment industry. The Company is well positioned for continued success" said Mr. Paul Keung, chief finance officer of Taomee.

SHANGHAI, December 2, 2013 /PRNewswire/ -- Taomee Holdings Limited (NYSE: TAOM) ("Taomee" or the "Company"), China's leading children's entertainment and media company, today announced that its Board of Directors approved and ratified the further extension of the Company's previous share repurchase plan, which was dated November 22, 2011 and previously extended to November 23, 2013, for another 12 months from November 24, 2013 to November 23, 2014. Upon such extension, Taomee is authorized, but not obligated, to continue to repurchase, through open market purchase or privately negotiated transactions, up to the remaining balance of the US$10 million worth of outstanding American Depositary Shares ("ADSs") representing the ordinary shares of Taomee over the next 12 months, depending on market conditions, share price and other factors, subject to relevant rules and regulations under the U.S. securities laws.

The share repurchase plan will be funded by the Company's free cash flow as well as existing working capital. As of September 30, 2013, the Company had cash and cash equivalents of approximately US$113.3 million.

Third Quarter 2013 Financial Results

• Total net revenues were US$15.8 million in the third quarter of 2013, an increase of 33.3% compared with US$11.8 million in the third quarter of 2012.
• Non-GAAP basic and diluted earnings per ADS[1] were US$0.08 and US$0.08, respectively, in the third quarter of 2013, compared with US$0.07 and US$0.06, respectively, in the third quarter of 2012.

"Our results of this quarter demonstrate broad-base growth across our online and offline business segments, and we achieved a new record level of revenues and reached an all-time high of 60.8 million active accounts, " said Mr. Benson Wang, co-founder and CEO of Taomee. "We are encouraged by the early results of the building blocks for growth that we have been putting in place -- most notably, our cross-platform investments in mobile and online games, interactive toys, television, feature films and education."

"By focusing on our core customers -- children, parents, teachers and other caregivers � who are reachable through an integrated multi-media network with diverse distribution channels, we are building a highly solid platform with sustainable revenue growth and attractive returns to shareholders. Today, our vision is being demonstrated by the reacceleration of growth in our online revenues, combined with the continuous growth in our offline business, and we believe that we are well-positioned for strong earnings growth heading into 2014 and beyond."

Outlook for the Fourth Quarter of 2013

Net revenues for the fourth quarter of 2013 are expected to be in the range of US$10.2 million to US$10.7 million, which represents year-on-year growth of approximately 36.5% to 43.2%. We expect both online and offline revenues to increase year-on-year, although there may be sequential decline due to seasonality of the school year and absence of offline film releases. This forecast reflects the Company's current and preliminary view of the operating results, and is subject to future changes.

Second Quarter of 2013 Financial Results

• Total net revenues increased by 15% to US$12.0 million in the second quarter of 2013, as compared with US$10.5 million in the second quarter of 2012.
• Net income attributable to the holders of ordinary shares was US$0.3 million in the second quarter of 2013, as compared withUS$3.2 million in the second quarter of 2012.
• Basic and diluted earnings per ADS(1) were US$0.01 and US$0.01, respectively in the second quarter of 2013 as compared with US$0.09 and US$0.08, respectively, in the second quarter of 2012.
• Non-GAAP net income attributable to holders of ordinary shares was US$1.6 million in the second quarter of 2013, as compared with US$3.8 million in the second quarter of 2012.
• Non-GAAP basic and diluted earnings per ADS were US$0.04 and US$0.04, respectively, in the second quarter of 2013, as compared with US$0.10 and US$0.10, respectively, in the second quarter of 2012.

Mr. Benson Wang, co-founder and chief executive officer of Taomee, stated, "This quarter's results suggest improving trends in our business, and positive results from our efforts to expand our user base and strengthen our user monetization capabilities. Stable growth of our core games and strong sales of our newly launched interactive toys helped us beat our own guidance and consensus estimates by approximately 30%.

"This quarter, we continued to execute a multi-pronged growth strategy on our cross-media platform, and achieved our goal of both online and offline business expansion. Our online division launched games on web and mobile Apple iOS platforms based on the Seer franchise, including Seer: Universal Force. Meanwhile, our offline division co-launched a new 3D film, Seer III: Universal Force,in partnership with Enlight Media(2). The film is one of the most popular domestic animation films of 2013 with box-office revenue of over RMB 75 million. It is also the first time in our Company's history that we released a film in conjunction with offline merchandise, online web and mobile games with the same franchise and characters. We believe this strategy will contribute to our future success in brand building and cross-marketing, which will lead to long-term profitability," concluded Mr. Wang.

Outlook for Third Quarter of 2013

Net revenues for the third quarter of 2013 are expected to be in the range of US$13.0 million to US$13.5 million. We expect both online and offline net revenues to grow quarter-over-quarter and year-over-year. This forecast reflects the Company's current and preliminary view, which is subject to change.

First Quarter of 2013 Financial Results

• Total net revenues were US$9.6 million in the first quarter of 2013, as compared with US$10.4 million in the first quarter of 2012.
• Net income attributable to the holders of ordinary shares was US$1.0 million in the first quarter of 2013, as compared with US$1.6 million in the first quarter of 2012.
• Basic and diluted earnings per ADS[1] were US$0.03 and US$0.03, respectively in the first quarter of 2013 as compared with US$0.04 and US$0.04, respectively, in the first quarter of 2012.
• Non-GAAP net income attributable to holders of ordinary shares was US$1.6 million in the first quarter of 2013, as compared with US$2.2 million in the first quarter of 2012.
• Non-GAAP basic and diluted earnings per ADS were US$0.04 and US$0.04, respectively, in the first quarter of 2013, as compared with US$0.06 and US$0.06, respectively, in the first quarter of 2012.

Mr. Benson Wang, co-founder and chief executive officer of Taomee, stated, "This quarter demonstrated solid progress in executing our multi-pronged growth strategies to continue expanding our user base age range as well as to improve the monetization capabilities of our robust cross-media platform. Strong growth in our core games, Seer, Gong Fu Pai and Flower Fairy, helped us significantly exceed our own guidance and consensus estimates by 16% and 17%, respectively.

"Going forward, we plan to continue our balanced focus on increasing profitability and user growth over the coming quarters. As the summertime approaches we expect our new games like Avatar Star and Heroes Alliance, to continue to attract new users as well as to further strengthen our brand equity that can drive offline sales. This trend is exemplified by our self-produced TV show, Taomee Dream School, which was recently rated as one of the top three animation programs in China, according to our partnered TV stations' rating. This success has strengthened our overall brand equity and trust with children and families throughout China and we hope this will continue to drive our online and offline business expansion over the coming years," concluded Mr. Wang.

Outlook for Second Quarter of 2013

Net revenues for the second quarter of 2013 are expected to be in the range of US$9.0 million to US$9.5 million. This forecast reflects the Company's current and preliminary view, which is subject to change.

SHANGHAI, September 28, 2012 /PRNewswire/ -- Taomee Holdings Limited (NYSE: TAOM) ("Taomee" or the "Company"), one of the leading children's entertainment and media companies in China, today announced that its Board of Directors approved the extension of the Company's previous share repurchase plan dated November 22, 2011 for another 12 months from November 23, 2012 to November 23, 2013. Upon such extension, Taomee is authorized, but not obligated, to continue to repurchase, through open market purchase or privately negotiated transactions, up to the remaining balance of the US$10 million worth of outstanding American Depositary Shares ("ADSs") representing the ordinary shares of Taomee over the next 12 months, depending on market conditions, share price and other factors, subject to relevant rules and regulations under the U.S. securities laws.

The share repurchase plan will be funded by the Company's free cash flow as well as existing working capital. As of June 30, 2012, the Company had cash and cash equivalents of approximately US$122.0 million.

Second Quarter 2012 Financial Highlights

• Total net revenues were US$10.5 million, a slight increase of 0.4% from US$10.4 million in the first quarter 2012 and a decrease of 10.9% from US$11.8 million in the second quarter 2011.
• Gross margin was 77.7% compared to 79.6% in the first quarter 2012 and 85.1% in the second quarter 2011.
• Net income attributable to the holders of ordinary shares was US$3.2 million, compared with US$1.6 million in the first quarter of 2012 and US$4.3 million in the second quarter of 2011.
• Basic and diluted earnings per ADS[1] were US$0.09 and US$0.08, respectively, compared with US$0.04and US$0.04, respectively, in the first quarter 2012 and US$0.14 and US$0.13 respectively, in the second quarter 2011.
• Non-GAAP net income attributable to holders of ordinary shares was US$3.8 million, compared with US$2.2 million in the first quarter 2012 and US$4.7 million in the second quarter of 2011.
• Non-GAAP basic and diluted earnings per ADS were US$0.10 and US$0.10, respectively, compared with US$0.06 and US$0.06, respectively, in the first quarter 2012 and US$0.15 and US$0.14, respectively, in the second quarter 2011.

"For the second quarter of 2012, we delivered revenue results that exceeded our expectations, and achieved a new high of 43.7 million active users." said Mr. Benson Wang, co-founder and chief executive officer of Taomee. "Our strategy to drive user growth by decelerating monetization activities and by introducing new online products is contributing to our overall brand influence as well as offline growth. In fact, offline revenues increased 78.2% year-on-year, due to strong performance of our merchandise licensing, publishing and film business."

Mr. Wang continued, "We continue to invest in our brands and business lines to foster long term sustainable growth. In 2012, we have committed significant resources towards mobile, online video services and animation and we are encouraged by the early results. As of today, total downloads of our mobile application have exceeded 10 million and we are excited about the upcoming pipeline. Meanwhile, we believe we successfully expanded our brand influence though TV animations, which have been broadcasted on over 130 channels throughout Mainland China and Taiwan. Our Seer TV animation has been viewed over 100 million times on our online video site v.61.com. Looking ahead, we are extremely excited by the opportunities that lie ahead as we continue to build Taomee into a leading entertainment company in China."

Outlook for Third Quarter 2012

For the third quarter of 2012, Taomee estimates total net revenues to increase 10% quarter over quarter.

First Quarter 2012 Financial Highlights

• Total net revenues were US$10.4 million, an increase of 21.9% from US$8.6 million in the fourth quarter 2011 and a decrease of 15.9% from US$12.4 million in the first quarter 2011.
• Gross margin was 79.6% compared to 81.3% in the fourth quarter 2011 and 84.2% in the first quarter 2011.
• Net income attributable to the holders of ordinary shares was US$ 1.6 million, compared with US$1.6 million in the fourth quarter of 2011 and US$9.0 million in the first quarter of 2011.
• Basic and diluted earnings per ADS(1) were US$0.04 and US$0.04, respectively, compared with US$0.04and US$0.04, respectively, in the fourth quarter 2011 and US$0.31 and US$0.29 respectively, in the first quarter 2011.
• Non-GAAP net income attributable to holders of ordinary shares was US$2.2 million, compared with US$2.3 million in the fourth quarter 2011 and US $5.6 million in the first quarter of 2011.
• Non-GAAP basic and diluted earnings per ADS were US$0.06 and US$0.06, respectively, compared withUS$0.06 and US$0.06, respectively, in the fourth quarter 2011 and US$0.20 and US$0.18, respectively, in the first quarter 2011.

"We started 2012 with a quarter of solid financial and operational results," said Mr. Benson Wang, co-founder and CEO of Taomee. "In the first quarter of 2012, our virtual communities had more than 42 million active accounts, a new quarterly high for the Company and reflected year-over-year increases across all of our branded virtual communities. Our achievements resulted from our tactical investment in recent quarters to grow our user base and increase user engagement.

"This quarter, we have also expanded our content offerings across multiple media platforms, including the release of new mobile applications and games for the wireless platform, an increase in number of broadcasted TV animation series and channel partners, and the launch of an online video portal for children. We believe we have enhanced the influence of our brands and franchises, and we are excited about the long term prospects of our business.

Outlook for Second Quarter 2012

For the second quarter of 2012, Taomee estimates that total net revenues may decline by approximately 10% quarter over quarter due to seasonality.

Fourth Quarter 2011 Financial Highlights

• Total net revenues were US$8.6 million in the fourth quarter of 2011, a decrease of 32.5% from US$12.7 million in the third quarter of 2011 and 11.0% from US$9.6 million in the fourth quarter of 2010.
• Gross margin increased to 81.3% in the fourth quarter of 2011 from 81.2% in the third quarter of 2011 and 80.8% in the fourth quarter of 2010.
• Net income attributable to the holders of ordinary shares was US$ 1.6 million in the fourth quarter of 2011, compared with US $4.4 million in the third quarter of 2011 and US $5.6 million in the fourth quarter of 2010.
• Basic and diluted earnings per ADS(1) were US$0.04 and US$0.04, respectively, in the fourth quarter of 2011, compared with US$0.12 and US$ 0.12, respectively, in the third quarter of 2011 and US$0.19 and US$0.18, respectively, in the fourth quarter of 2010.
• Non-GAAP net income attributable to holders of ordinary shares was US$2.3 million in the fourth quarter of 2011, compared with US$5.0 million in the third quarter of 2011 and US$5.7 million in the fourth quarter of 2010.
• Non-GAAP basic and diluted earnings per ADS were US$0.06 and US$0.06, respectively, in the fourth quarter of 2011, compared with US$0.14 and US$0.13, respectively, in the third quarter of 2011 and US$0.20 and US$0.18, respectively, in the fourth quarter of 2010.

"We increased our total active accounts year over year and exceeded our revenue guidance in the second half of 2011," said Mr. Benson Wang, Co-founder, director and chief executive officer of Taomee. "We were pleased with the user growth and user engagement levels in the fourth quarter and continue to add loyal customers across multiple media platforms. In particular, we received high ratings for our animation series, which have been broadcast across more than 100 television channels since June 2011.

"In 2012, we plan to accelerate investments in our brands and platform, and we are willing to sacrifice short term revenue growth and operating margin in exchange for long term sustainable revenue and profit growth. China's domestic industry for family entertainment is still in its early stages, and we believe there is tremendous revenue growth potential over the foreseeable future, and more importantly, attractive returns on capital over the long term."

Outlook for First Quarter of 2012

Net revenues for the first quarter of 2012 are expected to increase approximately 10% sequentially in comparison to the fourth quarter of 2011

Third Quarter 2011 Financial Highlights

• Total net revenues reached an historical high of US$12.7 million, an increase of 7.8% from US$11.8 million in the second quarter 2011 and 23.7% from US$10.3 million in the third quarter 2010, exceeding the Company's guidance.
• Gross margin decreased to 81.2% from 85.1% in the second quarter 2011 and 84.9% in the third quarter 2010.
• Net income attributable to the holders of ordinary shares was US$ 4.4 million, compared with US $4.3 million in the second quarter of 2011 and US $6.4 million in the third quarter of 2010.
• Basic and diluted earnings per ADS were US$0.12 and US$0.12, respectively, compared with US$0.14 and US$ 0.13, respectively, in the second quarter 2011 and US$0.22 and US$0.21, respectively, in the third quarter 2010.
• Non-GAAP net income attributable to holders of ordinary shares was US$5.0 million, compared with US$4.7 million in the second quarter 2011 and US$6.5 million in the third quarter of 2010.
• Non-GAAP basic and diluted earnings per ADS were US$0.14 and US$0.13, respectively, compared with US$0.15 and US$0.14, respectively, in the second quarter 2011 and US$0.22 and US$0.22, respectively, in the third quarter 2010.

"During the third quarter of 2011, we are pleased to report that we delivered a new record level of revenue and reached an all-time high of 37.1 million active users," said Mr. Benson Wang, Co-founder, Director and Chief Executive Officer of Taomee. "We also successfully launched two film releases based on our core franchises, Seer and Mole's World. Both movies were ranked among the top 10 for domestically produced animated films."

"Our new high in active users was partly driven by our strategy to gain market share and increase user stickiness by temporarily decelerating monetization activities within our online games. The third quarter results give us tremendous confidence in our strategy and we plan to continue to prioritize market share expansion as we foster user growth, and user stickiness. The success of the films and triple digit growth in licensing also demonstrates our ability to monetize our brands across our platform, while reducing our dependence on online revenues. Meanwhile, we also recently strengthened our competitive position and intensified our share gain efforts in the fourth quarter with the launch of Mole's World on the iOS platform on October 28th. The entertainment application has been a top ranked download in China since its launch. Looking forward, we are extremely excited by the opportunities that lie ahead as we continue to build Taomee into one of the largest, most profitable children's entertainment companies in China."

Outlook for Fourth Quarter 2011

The Company expects revenues in the fourth quarter to decline due to seasonality of the school year and because the Company does not have any offline film releases. Net revenues for the 4Q are expected to exceed US$8.0 million.

• Virtually all of Taomee's users attend elementary and middle school. Children are in school for most of the fourth quarter compared with only about one month in the third quarter because of the summer holiday. Although many students will still visit our virtual worlds during the fourth quarter, users are less likely to spend. Furthermore, Taomee intentionally reduced monetization activities in the third and fourth quarter to increase market share and stimulate user stickiness. Seasonal fluctuations will continue to be a part of Taomee's business, so management encourages investors to look at the business on a longer term, year-to-year basis.
• In this quarter, Taomee released two fully-animated movies including "Seer: The Search for the Sacred Phoenix" and "Legend of the Moles-The Frozen Horror". Both movies were ranked among the top 10 for domestically-produced animated film. We do not expect to generate significant revenue from movie in the fourth quarter and we have no new movies scheduled for release until the summer of 2012.

 

Despite a seasonal decline in revenues, the Company is proving that it is becoming increasingly capable of monetizing its brands through licensing and film, and as such, it will require lower levels of online game monetization to produce attractive returns on its franchises.

SHANGHAI, September 6, 2011 /PRNewswire-Asia/ -- Taomee Holdings Limited (NYSE: TAOM) ("Taomee"), a leading children's entertainment and media company in China, announced that Mr. Jason Liqing Zeng, Chairman of the Board of Taomee, purchased 216,000 shares of the Company's common stock in open market transactions.

Second Quarter 2011 Financial Highlights

• Total net revenues were US$11.8 million, a 22.6% increase from US$9.6 million in the second quarter 2010 and a seasonal 5.1% decrease from US$12.4 million in the first quarter of 2011.
• Gross margin rose to 85.1% from 84.2% in the first quarter 2011 and decreased from 85.3% in the second quarter 2010.
• Non-GAAP net income attributable to holders of ordinary shares was US$4.7 million, compared with US$5.6 million in the first quarter 2011.
• Non-GAAP basic and diluted earnings per ADS were US$0.15 and US$0.14, respectively, compared with US$0.20 and US$0.18, respectively, in the first quarter 2011 and US$0.20 and US$0.19, respectively, in the second quarter 2010.

"We are pleased to report our results for the first time as a publicly traded company," said Mr. Benson Wang, Co-founder, Director and Chief Executive Officer of Taomee. "Our second quarter results exceeded our expectations, and we remain focused on investing in new content offerings for the future. Following our successful listing on the New York Stock Exchange, some of our key objectives for 2011 are to expand our user base, launch new offerings- including our social networking site and mobile entertainment products, demonstrate success to partners through brand licensing, and increase the popularity of our franchises through film and TV. I am extremely pleased with the highly successful launches of our first two movies, 'Seer: The Search for the Sacred Phoenix' last month and 'Legend of the Moles-The Frozen Horror' just a few days ago. The sophisticated production and the tremendous audience reception of these movies demonstrate our potential to expand our franchises further. As we look forward, our commitment to create the very best in children's entertainment content and to deliver it across multiple platforms remains strong. We are optimistic about the third quarter as we actively execute our strategy to drive long-term growth and further build our entertainment franchise in China."

Outlook for Third Quarter 2011

For the third quarter of 2011, Taomee expects total net revenues to increase in the range of 3% to 5% quarter-over-quarter. Although we expect to have a positive cash flow and remain profitable, we also anticipate that net income will decline sequentially and year-over-year as we continue to invest in our business and brands by adding headcount, primarily in R&D and product development, as well as higher advertising expenses and increased animation production costs.

SHANGHAI, June 9, 2011 /PRNewswire-Asia/ -- Taomee Holdings Limited ("Taomee" or "the "Company"), one of the leading children's entertainment and media companies in China, today announced that its initial public offering of 7,187,500 American depositary shares ("ADSs") was priced at $9.00 per ADS. Each ADS represents 20 ordinary shares of the Company. The underwriters have been granted an option to purchase up to 1,078,125 additional ADSs to cover over-allotments. The ADSs will begin trading on the New York Stock Exchange on June 9th, 2011, under the ticker symbol "TAOM".

Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc. are acting as joint bookrunners.  China International Capital Corporation Limited, Oppenheimer & Co., Inc, Pacific Crest Securities LLC and Stifel, Nicolaus & Company, Incorporated are acting as joint co-managers for the offering.

Taomee's registration statement relating to its initial public offering has been filed with, and declared effective by, the United States Securities and Exchange Commission. This press release shall not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Taomee Holdings Limited plans for Initial Public Offering

Company Snapshot:

One of the leading children’s entertainment and media companies in China.

Industry Snapshot (Per Filing):

• We intend to use the net proceeds we will receive from this offering as follows: 
• approximately US$10.0 million to further develop and expand our online business; approximately US$10.0 million to further develop and expand our offline business
• the balance to fund our working capital and for general corporate purposes, including potential acquisitions, partnerships, alliances and licensing opportunities.

Use Of proceeds:

We intend to use approximately $9.0 million of our net proceeds from this offering for the installation of three production lines (production lines 2, 3 and 4) in the Evergreen Product facility that we are in the process of completing. We expect production line 2 to be installed and begin operating on a large scale by February 2011. We plan to begin installing production lines 3 and 4 in fiscal year 2011 and to utilize these production lines for production of Evergreen Products beginning in November 2011 and April 2012, respectively. We intend to use the remaining net proceeds from this offering for working capital and other general corporate purposes.

Underwriter:

• Credit Suisse
• Deutsche Bank Securities
• Oppenheimer & Co.
• Pacific Crest Securities
• Stifel Nicolaus Weisel
• CICC

Proposed offering price: $9.00 to $11.00

Post IPO Share Calculation: (Using a 20 to 1 Ordinary to ADS conversion ratio).

• 30,378,966: Pre IPO fully diluted share count used in EPS calculation.
•   7,187,500: Newly issued ADS shares
•   1,078,125: Underwriter over-allotments ADS shares 

GeoTeam® best effort calculation of total post IPO ADS count to be used in EPS calculations, assuming full conversions and a Ordinary to ADS conversion ratio of 20 to 1:   38,644,591

Financial Snapshot: December Year End

Period from October 8, 2007 (inception date) to December 31, 2007				For Years Ended December 31,												For Three Months Ended March 31,
						2008				2009				2010				2010				2011
																		(unaudited)				(unaudited)
		(US$ in thousands, except share and per share data)
Consolidated Combined Statement of Operations Data:
Net revenues:
Online business			—				125				6,877				33,683				6,116				11,776
Offline business			—				—				189				2,290				396				623
Total net revenues			—				125				7,066				35,973				6,512				12,399
Cost of services(1):
Online business			—				(115	)			(1,913	)			(5,166	)			(995	)			(1,668	)
Offline business			—				—				(90	)			(686	)			(47	)			(288	)
Gross profit			—				10				5,063				30,122				5,470				10,444
Operating expenses:
Product development expenses(1)			(7	)			(314	)			(1,444	)			(4,649	)			(759	)			(2,092	)
Sales and marketing expenses(1)			(14	)			(183	)			(893	)			(1,570	)			(275	)			(1,035	)
General and administrative expenses(1)			(39	)			(407	)			(1,161	)			(5,729	)			(1,256	)			(1,649	)
Other operating income			—				—				—				278				—				174
Total operating expenses			(60	)			(904	)			(3,498	)			(11,670	)			(2,290	)			(4,602	)
Income (loss) from operations			(60	)			(894	)			1,565				18,452				3,180				5,842
Interest income, net			3				4				7				240				10				105
Other income (expenses), net			—				2				(10	)			(115	)			—				5
Income (loss) before income taxes and share of profit in equity investments			(57	)			(888	)			1,562				18,577				3,190				5,952
Income tax (expense)/benefit:
Current			—				—				(22	)			(7	)			—				(933	)
Deferred			—				—				(271	)			2,511				421				134
Total income tax (expense)/benefit			—				—				(293	)			2,504				421				(799	)
Net income (loss) before share of profit in equity investments			(57	)			(888	)			1,269				21,081				3,611				5,153
Share of profit in equity investments			—				—				49				494				17				3,977
Net income (loss)			(57	)			(888	)			1,318				21,574				3,628				9,130
Deemed dividend on Series A convertible redeemable preferred shares			—				—				(210	)			(469	)			(117	)			(120	)
Net income (loss) attributable to holders of ordinary shares			(57	)			(888	)			1,108				21,105				3,511				9,010
Earnings (loss) per share:
Basic			—			$	(0.0018	)		$	0.0020			$	0.0367			$	0.0061			$	0.0157
Diluted			—			$	(0.0018	)		$	0.0020			$	0.0360			$	0.0061			$	0.0146
Weighted average number of shares used in calculating earnings (loss) per share(2):
Basic			500,000,000				500,000,000				467,123,300				450,000,000				450,000,000				450,000,000
Diluted			500,000,000				500,000,000				467,123,300				458,482,370				450,140,050				482,579,336
Pro forma earnings per share(3):
Basic														$	0.0367							$	0.0157
Diluted														$	0.0362							$	0.0148
Weighted average number of shares used in calculating pro forma earnings per share:
Basic															575,000,000								575,000,000
Diluted															583,482,370								607,579,336
Cash dividends declared per share															0.0174

Pro Forma Valuation: using $11.00 price and new share count

• Trailing EPS (ADS): $0.90
• Trailing P/E: 12.22

We believe that our current levels of cash balances after dividend distribution and cash flows from operations will be sufficient to meet our anticipated cash needs to fund our operations for at least the next 12 months, assuming we receive no proceeds from this offering.