Youku Tudou (NYSE:YOKU)

First Quarter 2013 Highlights[1]

• Consolidated net revenues were RMB516.0 million (US$83.1 million),a 21% increase from the pro forma combined net revenues for the corresponding period in 2012.
• Consolidated gross profit was RMB14.2 million (US$2.3 million), as compared to the pro forma combined gross loss of RMB43.5 million (US$7.0 million) for the corresponding period in 2012. Consolidated or pro forma combined non-GAAP gross profit or loss is herein defined as consolidated or pro forma combined gross profit or loss excluding share-based compensation expenses and amortization of intangible assets from business combination in relation to user generated content.  Consolidated non-GAAP gross profit was RMB28.2 million (US$4.5 million), as compared to the pro forma combined non-GAAP loss of RMB16.6 million (US$2.7 million) for the corresponding period in 2012. 
  
• Consolidated net loss was RMB232.5 million (US$37.4 million), a 12% decrease from the pro forma combined net loss for the corresponding period in 2012. Consolidated or pro forma combined non-GAAP net loss is herein defined as consolidated or pro forma combined net loss excluding share-based compensation expenses, amortization of intangible assets from business combination and business combination related expenses. Consolidated non-GAAP net loss was RMB182.1 million (US$29.3 million), a decrease of 8% from the pro forma combined non-GAAP net loss for the corresponding period in 2012.
• Consolidated basic and diluted loss per ADS, each representing 18 Class A ordinary shares, amounted to RMB1.42 (US$0.23) and RMB1.42 (US$0.23), respectively.
• Consolidated cash, cash equivalents, restricted cash and short-term investments totaled RMB3.5 billion (US$569.5 million) as of March 31, 2013.
  
• Consolidated acquisition of property and equipment was RMB27.4 million (US$4.4 million).
• Consolidated acquisition of intangible assets was RMB238.9 million (US$38.5 million).

[1] The reporting currency of the Company is Renminbi ("RMB"), but for the convenience of the reader, the amounts presented throughout the release are in US dollars ("US$"). Unless otherwise noted, all conversions from RMB to US$ are made at a rate of RMB6.2108 to US$1.00, the effective noon buying rate as of March 29, 2013 in the City of New York for cable transfers of RMB as certified for customs purposes by the Federal Reserve Bank of New York. No representation is made that the RMB amounts could have been, or could be, converted into US$ at such rate.

Management commented...

"I am pleased with our progress. We are in the final phase of the merger integration process with Tudou and have completed the restructuring of our sales team in the first quarter. Our combined sales team is positively impacting demand and our increased scale is helping us to optimize our cost structure," said Victor Koo, Chairman and Chief Executive Officer of Youku Tudou. "The three key video mobile traffic metrics all recorded exciting growth in the first quarter and now we have over 100 million active monthly users, over 170 million daily video views and over 70 minutes average daily user time spent. We are emerging as the leading multi-screen online video platform in China as a result of this rapid rise in mobile traffic. Youku Tudou is developing product, content, marketing solutions and paid services across different screens to capitalize on the growing popularity of multi-screen video viewing behavior."

Dele Liu, President of Youku Tudou, added, "We recently adjusted our organizational structure to encourage unity, flexibility, and innovation and to cement our leadership in the evolving Internet space. Under the new group structure, we can further differentiate the brands, content and products of our Youku and Tudou platforms to elevate the entire group's media value. Our content strategy is to decrease our dependence on premium licensed content while strengthening in-house production and user-generated content. We will take a balanced approach and continue to deliver high-impact self-produced content that strengthens brand identity for Youku and Tudou, enhances social media value and supports our content marketing solutions."

HONG KONG, March 19, 2013 /PRNewswire/ -- Youku Tudou Inc. (NYSE: YOKU), China's leading Internet television company ("Youku Tudou") and Hong Kong Television Broadcasts Limited ("TVB") announced an exclusive partnership that will bring an annual volume of over 2500 hours of TVB's hot dramas and old classics to Youku Tudou's websites and mobile clients. The announcement was made at a star-packed conference held during the 37th Hong Kong International Film Festival.

The two year deal will extend Youku Tudou's coverage to virtually all new and classic TVB titles. Two parties also will explore partnerships to co-produce original content and share resources, including co-promoting content generated by TVB-affiliated celebrities, related performances and other events.

Conforming to the fast growing mobile traffic, the deal will also make TVB's exclusive content available on iPads, iPhones, and other mobile devices. By the end of 2012, Youku Tudou recorded over 100 million daily video views from mobile devices.

Prior to this exclusive partnership, Youku Tudou users were already strongly connected to TVB content. Previously, Youku.com and Tudou.com each opened a TVB channel, the video industry's most comprehensive, most convenient destination for watching TVB shows. This partnership represents the latest move in Youku Tudou's continuing pursuit of original overseas film and television content.

Youku Tudou reached an agreement three months ago with the U.S. cable network AMC to become the exclusive source for AMC content in China, in addition to other recent partnerships with the BBC, MBC (Korean Munhwa Broadcasting Corp.) and major U.S. TV content right holders.

"Youku Tudou has both the largest copyrighted video repository and user base. TVB has a spotless reputation and history throughout the Chinese-speaking world," said Youku Tudou President Dele Liu. "This strategic and cooperative partnership combines the strength of Youku Tudou's internet platform and apps with TVB's wonderful repertoire of shows. It's an invaluable combination that will help Youku Tudou achieve its goal of being the go-to source for high-quality internet television in China."

Fourth Quarter 2012

• Consolidated net revenues were RMB635.8 million (US$102.1 million),a 30% increase from the pro forma combined net revenues for the corresponding period in 2011.
• Consolidated gross profit was RMB116.3 million (US$18.7 million), a 62% increase from the pro forma combined gross profit for the corresponding period in 2011. Consolidated or pro forma combined non-GAAP gross profit is herein defined as consolidated or pro forma combined gross profit excluding share-based compensation expenses and amortization of intangible assets from business combination in relation to user generated content. Consolidated non-GAAP gross profit was RMB129.1 million (US$20.7 million) in the fourth quarter of 2012, an increase of 74% from the pro forma combined non-GAAP gross profit for the corresponding period in 2011.
• Consolidated net loss was RMB113.6 million (US$18.2 million), a 43% decrease from the pro forma combined net loss for the corresponding period in 2011. Consolidated or pro forma combined non-GAAP net loss is herein defined as consolidated or pro forma combined net loss excluding share-based compensation expenses, amortization of intangible assets from business combination and business combination related expenses. Consolidated non-GAAP net loss was RMB62.3 million (US$10.0 million) in the fourth quarter of 2012, a decrease of 64% from the pro forma combined non-GAAP net loss for the corresponding period in 2011.
• Consolidated basic and diluted loss per ADS, each representing 18 Class A ordinary shares, for the fourth quarter of 2012 amounted to RMB0.69 (US$0.11) and RMB0.69 (US$0.11), respectively.

"I am pleased with our financial and operational performance in the fourth quarter, which was the first full quarter for the merged Youku-Tudou company. We managed solid revenue growth and the net loss for the combined company has narrowed materially despite sales disruption brought on by the reorganization of our sales team after the merger," said Victor Koo, Chairman and Chief Executive Officer of Youku Tudou. "Even as the integration process is proceeding well, we expect temporary business impact from this large-scale merger but we are optimistic that the second half of 2013 will see more revenue growth momentum and cost synergies. In 2013, we also plan to start monetizing the significant growth in our mobile traffic as our daily mobile video views exceeded 100 million by the end of 2012."

Dele Liu, President of Youku Tudou, commented, "In terms of cost structure, the fourth quarter results reflect early synergies resulting from the merger, especially in bandwidth and personnel related expenses. We expect this trend to continue into 2013, supported by the overall improvement of our unit economics due to the ongoing growth in traffic, especially the significant growth from mobile devices. In addition, we are strengthening our in-house productions offering to reduce our reliance on professional licensed content as well as generate additional revenues through program sponsorship and product placements."

Business Outlook

For the first quarter of 2013, the Company expects consolidated net revenues will be between RMB480 million and RMB520 million, with consolidated advertising net revenues contributing between RMB420 million and RMB450 million. This forecast reflects the Company's current and preliminary view, which is subject to change.

Third Quarter Highlights

• Consolidated net revenues were RMB502.2 million (US$79.9 million), of which Youku's net revenues wereRMB483.5 million (US$76.9 million), an 84% increase from the corresponding period in 2011, exceeding the high end of the revenue guidance previously announced.
• Consolidated gross profit was RMB125.4 million (US$20.0 million), of which Youku's gross profit was RMB181.4 million (US$28.9 million), a 168% increase from the corresponding period in 2011. Youku's non-GAAP gross profit, which is herein defined as Youku's gross profit excluding share-based compensation expenses, wasRMB185.0 million (US$29.4 million) in the third quarter of 2012, a 167% increase from the corresponding period in 2011.
• Consolidated net loss was RMB91.5 million (US$14.6 million), of which Youku's net loss was RMB91.5 million(US$14.6 million) as compared to a net loss of RMB47.5 million (US$7.6 million) for the same period in 2011.
• Youku's non-GAAP net profit, which is herein defined as Youku's net loss excluding share-based compensation expenses, investment loss and business combination related expenses, was RMB25.3 million (US$4.0 million) in the third quarter of 2012, as compared to Youku's non-GAAP net loss of RMB28.2 million (US$4.5 million) in the corresponding period in 2011.
• Consolidated basic and diluted loss per ADS, each representing 18 Class A ordinary shares, for the third quarter of 2012 amounted to RMB0.67 (US$0.11) and RMB0.67 (US$0.11), respectively.

"We are very excited by the progress we made in the mobile Internet sector as we witnessed significant traffic growth from mobile devices since the beginning of the year. Youku Paike, our smartphone cam-recording and uploading service program, is also gaining traction and further contributing to our UGC content. We believe that mobile Internet is quickly becoming an important business unit that contributes significantly to our growth and further improve our overall economics," Dele Liu, President of Youku Tudou, added. "While we are excited by the opportunities ahead of us, we did not underestimate the challenges that may arise from this unprecedented large scale merger in China's Internet industry. We did anticipate short-term fluctuations arising from our decisive moves to improve user experience and advertising environment in order to unlock the intrinsic value of Tudou. However I believe we will cross-over the most difficult terrain soon."

Business Outlook

For the fourth quarter of 2012, the Company expects net revenues will be between RMB610 million and RMB630 million, with advertising net revenues grow by RMB560 million to RMB585 million. This forecast reflects the Company's current and preliminary view, which is subject to change.

HONG KONG, August 20, 2012 /PRNewswire-Asia/ -- Youku Inc. (NYSE: YOKU), China's leading Internet television company ("Youku" or the "Company"), announced today that, at the annual general meeting of shareholders held today (the "AGM"), the Company's shareholders voted in favor of the proposal to issue Youku Class A shares as the consideration for the merger (the "Merger") with Tudou Holdings Limited ("Tudou") pursuant to the previously announced merger agreement (the "Merger Agreement"), dated March 11, 2012, by and among the Company, Tudou and Two Merger Sub Inc. ("Merger Sub"), as well as the proposals to amend and restate Youku's memorandum and articles of association to reflect Youku's name change after the closing, change of the per share voting power of Youku's class B ordinary shares from three votes for one share to four votes for one share, and change of the vote thresholds for certain matters requiring shareholder approval .Pursuant to the Merger Agreement and the plan of merger attached as Annex A to the Merger Agreement, Tudou will merge with and into Merger Sub, with Tudou continuing as the surviving entity and as a wholly owned subsidiary of Youku and the combined entity will be named "Youku Tudou Inc."

The parties expect to complete the Merger as soon as practicable. Upon completion of the Merger, Tudou will become a privately held company wholly-owned by Youku, and Tudou's American depositary shares will no longer be listed on the NASDAQ Global Market.

Second Quarter 2012 Results

• Net revenues were RMB387.4 million (US$61.0 million), a 96% increase from the corresponding period in 2011.
• Gross profit was RMB76.9 million (US$12.1 million), a 45% increase from the corresponding period in 2011. Non-GAAP gross profit, which is herein defined as gross profit excluding share-based compensation expenses, was RMB79.5 million (US$12.5 million) in the second quarter of 2012, a 48% increase from the corresponding period in 2011.
• Net loss was RMB62.8 million (US$9.9 million), as compared to a net loss of RMB28.1 million (US$4.4 million) for the same period in 2011. Non-GAAP net loss, which is herein defined as net loss excluding share-based compensation expenses and business combination related expenses, was RMB29.3 million (US$4.6 million) in the second quarter of 2012, as compared to the non-GAAP net loss of RMB20.8 million (US$3.3 million) in the corresponding period in 2011. This increase was primarily due to content price increase during 2011, which we amortize using accelerated method, broadening of our content portfolio, increase of number of employees as a result to rapid growth of our business and our continuous and expanded investment in product development in mobile, search, social and paid services.
• Basic and diluted loss per ADS, each representing 18 Class A ordinary shares, for the second quarter of 2012 amounted to RMB0.54 (US$0.09) and RMB0.54 (US$0.09), respectively vs loss of $0.04 in the second quarter 2011.

"Despite challenging macroeconomic conditions, we recorded another quarter of strong revenue growth." said Victor Koo, Chairman and Chief Executive Officer of Youku. "We are pleased to see the continued rationalization of the online video sector and improving content and bandwidth cost structure. The planned integration with Tudou is proceeding smoothly and we are on track to realize the potential of the combination of No.1 and No.2 online video platforms in China."

Dele Liu, President of Youku, commented, "We are further cementing our leadership positions in video and continue to benefit in the structural budget shift from traditional media to online video by offering high ROI marketing solutions. We will continue to drive our edge in user experience, content management and monetization to achieve sustainable and profitable growth."

Business Outlook

For the third quarter of 2012, the Company expects year-on-year growth of 70% to 80% in net revenues. This forecast reflects the Company's current and preliminary view, which is subject to change.

BEIJING, July 9, 2012 /PRNewswire-Asia/ -- Youku Inc. (NYSE: YOKU), China's leading Internet television company ("Youku"), has entered into a multiple-year agreement with NBCUniversal International Television Distribution for the video-on-demand rights in China to a broad collection of current, library and upcoming NBCUniversal feature films. The films -- including Schindler's List, The Mummy, The Mummy Returns, The Mummy: Tomb of the Dragon Emperor, Jurassic Park, The Lost World: Jurassic Park, Jurassic Park III and Apollo 13 -- will be available for on-demand viewing through Youku Premium.

In addition to a yearly rotating selection of more than 100 classic titles from NBCUniversal's rich catalogue, including such Oscar® winners and critical favorites as Trainspotting, Being John Malkovich, and The Big Lebowski, the new agreement also covers upcoming NBCUniversal releases. These will include Contraband, Safe House, The Lorax, and summer tentpole releases Battleship and Snow White & The Huntsman. The new films will appear on Youku's platform for paid on-demand viewing after their China theatrical releases.

"Youku has been steadily broadening and deepening our partnerships with Chinese and international studios," said Huilong Zhu, Youku's vice president of movie operations and corporate development. "Our new agreement with NBCUniversal is one more step forward towards our goal of offering the highest quality content to Youku's more than 300 million viewers. The new agreement best demonstrates the confidence that we and our partners share in the growth of Youku Premium."

Youku has signed deals to license content from a number of major international studios including Disney, Paramount, Dreamworks, Warner Bros and 20th Century Fox.

BEIJING, July 2, 2012 /PRNewswire-Asia/ -- Youku Inc. (NYSE: YOKU), China's leading Internet television company, today announced that Mr. Dele Liu, Chief Financial Officer and Senior Vice President of Youku, has been promoted to President and Mr. Michael Xu, previously Senior Vice President of Finance, succeeds Mr. Liu as Chief Financial Officer and Senior Vice President, effective July 1, 2012.

"Dele has been with our company since 2006 and has demonstrated exceptional leadership during his tenure as Chief Financial Officer and Senior Vice President through a period of unprecedented change and growth in our industry," said Victor Koo, Chairman and Chief Executive Officer of Youku. "Dele's proven ability in leading the business in a strategic manner will bode well in his new role as President with on-going focus on business operations and development. With the addition of Michael as Youku's Chief Financial Officer, who brings over 16 years of financial experience in both China and the US, we have a very strong management combination to lead Youku going forward."

Before he joined Youku in September 2011, Michael Xu held various senior executive positions at leading Chinese technology and media companies, including Lenovo, Alibaba, and Focus Media. Prior to that, Xu worked at Cisco Systems in the US and as an auditor at PricewaterhouseCoopers in Beijing. Xu holds an MBA degree and a Master of Accounting degree from the University of Texas and a bachelor's degree in economics from Beijing Institute of International Relations

First Quarter Highlights

• Net revenues were RMB270.2 million (US$42.9 million), a 111% increase from the corresponding period in 2011.
• Gross loss was RMB22.6 million (US$3.6 million), as compared to a gross profit of RMB14.0 million(US$2.2 million) for the same period in 2011. Non-GAAP gross loss, which is herein defined as gross loss excluding share-based compensation expenses, was RMB20.6 million (US$3.3 million) in the first quarter of 2012, compared to the non-GAAP gross profit of RMB14.5 million (US$2.3 million) in the corresponding period in 2011. The quarterly loss position was primarily due to content price increase during 2011, which we amortize using accelerated method, and broadening of our content portfolio.
• Net loss was RMB156.1 million (US$24.8 million), as compared to a net loss of RMB46.9 million (US$7.4 million) for the same period in 2011. Non-GAAP net loss, which is herein defined as net loss excluding share-based compensation expenses and business combination related expenses, was RMB115.4 million(US$18.3 million) in the first quarter of 2012, as compared to the non-GAAP net loss of RMB41.5 million(US$6.6 million) in the corresponding period in 2011. This increase was primarily due to content price increase during 2011, which we amortize using accelerated method, broadening of our content portfolio, increase of number of employees as a result to rapid growth of our business and our continuous and expanded investment in product development in wireless, search, social and paid services.
• Basic and diluted loss per ADS, each representing 18 Class A ordinary shares, for the first quarter of 2012 amounted to RMB1.36 (US$0.22) and RMB1.36 (US$0.22), respectively.
• Cash, cash equivalents and short-term investments totaled RMB3.6 billion (US$576.0 million) as of March 31, 2012.
• Cash flow from operating activities for the first quarter of 2012 turned positive and reached RMB17.7 million(US$2.8 million), as compared to negative operating cash flow of RMB11.3 million (US$1.8 million) for the same period in 2011.
• Acquisition of property and equipment for the first quarter of 2012 was RMB10.1 million (US$1.6 million), as compared to RMB13.5 million (US$2.1 million) for the same period in 2011.
• Acquisition of intangible assets for the first quarter of 2012 was RMB50.4 million (US$8.0 million), as compared to RMB41.7 million (US$6.6 million) for the same period in 2011

"We are happy to have another quarter of solid triple-digit top line growth," said Victor Koo, Chairman and Chief Executive Officer of Youku. "The pending merger with Tudou and the smooth transition to date will position us to offer the most comprehensive video service to the Chinese population and to build a world class Internet company in China."

Dele Liu, Senior Vice President and Chief Financial Officer of Youku, commented, "Internet video advertising is becoming a mainstream marketing service for Chinese advertisers as evidenced by our strong growth in number of advertisers and average spending per advertiser. As a result of the consolidation in the online video industry, we are seeing significant decline in content price and expect an inflection of our content economics, which will help us to achieve profitable growth over time."

Business Outlook

For the second quarter of 2012, the Company expects year-on-year growth of 90% to 100% in net revenues. This forecast reflects the Company's current and preliminary view, which is subject to change.

BEIJING, April 23, 2012 /PRNewswire-Asia/ -- Youku Inc. (NYSE:YOKU), China's leading Internet television company ("Youku"), recently signed an exclusive deal with CBS Studios International to bring two seasons of each series of the popular shows "Survivor" and "America's Next Top Model" to Youku's platform. The new agreement builds on Youku's previous relationship with CBS and makes Youku China's first video site to license "Survivor."

"America's Next Top Model" and "Survivor" began "airing" on Youku's platform on February 16 and March 1, respectively. New episodes are posted every Thursday, keeping Chinese viewers of the show synchronized with their US counterparts.

"We're excited to offer our viewers top shows from CBS Studios International on an advertising-supported basis." said Sunny Xiangyang Zhu, Youku's Chief Editor. "This exclusive arrangement builds on the foundation of our relationship with CBS, which we look forward to maintaining and deepening in the future."

Youku began offering "America's Next Top Model" last year. Since then, Internet users have viewed episodes of the show more than 15 million times. Youku has signed deals to license content from a number of major international film and TV studios. Recent licensing agreements have covered rights to content from studios including Lionsgate, 20th Century Fox, South Korean broadcaster MBC, Disney, Paramount, Dreamworks, and Warner Bros.

Fourth Quarter Highlights

• Net revenues were RMB309.3 million (US$49.1 million), a 103% increase from the corresponding period in 2010.
• Gross profit was RMB65.6 million (US$10.4 million), a 30% increase from the corresponding period in 2010.
• Operating expenses were RMB123.0 million (US$19.5 million), a 108% increase from the corresponding period in 2010.
• Net loss was RMB49.6 million (US$7.9 million), a 32% increase from the corresponding period in 2010.
• Basic and diluted loss per ADS, each representing 18 Class A ordinary shares, for the fourth quarter of 2011 amounted to RMB0.43 (US$0.07) and RMB0.43(US$0.07), respectively.
• Cash, cash equivalents and short-term investments totaled RMB3.7 billion (US$586.8 million) as ofDecember 31, 2011.
• Cash flow from operating activities for the fourth quarter of 2011 was RMB81.6 million (US$13.0 million), as compared to RMB10.6 million (US$1.7 million) for the same period in 2010.
• Acquisition of property and equipment for the fourth quarter of 2011 was RMB40.7 million (US$6.5 million), as compared to RMB17.4 million (US$2.8 million) for the same period in 2010.
• Acquisition of intangible assets for the fourth quarter of 2011 was RMB115.0 million (US$18.3 million), as compared to RMB26.7 million (US$4.2 million) for the same period in 2010.

"Over the course of our first year as a U.S. publicly listed company, we have experienced strong growth in both revenue and traffic that further solidified our market position as China's leading Internet television company," said Victor Koo, Chairman and Chief Executive Officer of Youku. "With the growing opportunities ahead of us, our fundamental approach to this market is to continue to make long-term investments, as scalability is central to the success of our business model."

Dele Liu, Youku's Senior Vice President and Chief Financial Officer, commented, "We are glad that we continue to enjoy strong revenue growth in 2011 as a result of our solid execution and aggressive investment in content and technology. We expect that our investment will continue to increase our competitive advantages, which will position us for long-term profitable growth."

Business Outlook

For the first quarter of 2012, the Company expects year-on-year growth of 95% to 105% in net revenues. This forecast reflects the Company's current and preliminary view, which is subject to change.

BEIJING and SHANGHAI, March 12, 2012 /PRNewswire-Asia/ -- Youku Inc. (NYSE: YOKU) ("Youku") and Tudou Holdings Limited (NASDAQ: TUDO) ("Tudou") announced today that they have signed a definitive agreement for Tudou to combine with Youku in a 100% stock-for-stock transaction. Under the terms of the agreement, each Class A ordinary share and Class B ordinary share of Tudou issued and outstanding immediately prior to the effective time of the merger will be cancelled in exchange for the right to receive 7.177 Class A ordinary shares of Youku, and each American depositary share of Tudou ("Tudou ADSs"), each of which represents four Tudou Class B ordinary shares, will be cancelled in exchange for the right to receive 1.595 American depositary shares of Youku ("Youku ADSs"), each of which represents 18 Youku Class A ordinary shares resulting in Youku and Tudou shareholders and ADS holders owning approximately 71.5% and 28.5% of the combined entity, respectively, immediately upon completion of the transaction. Upon completion, the combined entity will be named Youku Tudou Inc. Youku's ADSs will continue to be listed on the NYSE under the symbol "YOKU".

"We intend to lead the next phase of online video development in China. Youku Tudou Inc. will represent a differentiated leader in the online video market in China with the largest user base, most comprehensive content library, most advanced bandwidth infrastructure and strongest monetization capability within the sector," said Victor Koo, founder, chairman and chief executive officer of Youku. "Youku Tudou Inc. will have the reach and scale to bring our users high quality content at high speeds. The combined company will have the two leading online video brands in China: Youku and Tudou."

BEIJING, February 22, 2012 /PRNewswire-Asia/ -- Youku Inc. (NYSE: YOKU), China's leading Internet television company (the "Company"), announced today that it had signed an agreement to extend its successful partnership with m1905.com, a leading online movie site wholly owned by China Central Television's CCTV-6. Under the one-year agreement, effective March 1, 2012, Youku will offer on-demand viewing for movie titles to which m1905.com holds exclusive online distribution rights during 2012, including new films such as Wind Seeker.

Developed and wholly owned by CCTV-6, China's only nationwide dedicated movie channel, m1905.com is one of the country's leading purchasers of online movie distribution rights. Youku first partnered with m1905.com in early 2011 for on-demand viewings of Let the Bullets Fly, a Chinese box office record breaker directed by Jiang Wen. Youku accounted for two-thirds of total on-demand video orders for the film.

The new agreement will give Youku access to all new movie titles for which m1905.com has purchased exclusive online distribution rights. Films will typically become available for on-demand viewing within 45 days of the end of their theatrical run, which typically lasts 30 days.

"We are pleased to continue the successes of our previous partnership with Youku," said Xiaojie Liu, m1905.com's General Manager of Business Value-Added Department. "With this expanded partnership, we have great hopes for establishing the online on-demand paid viewing window as a key of the industry distribution chain."

"Our internal data shows that a fast growing number of Youku users are willing to pay for convenience and quality in online film viewing," said Huilong Zhu, Vice president of Movie Operations and Corporate Development from Youku. "Whether for top domestic films or major international pictures, we believe that our partnership with m1905.com will potentially benefit millions of movie lovers and China's fast-developing film industry."

Youku Premium, Youku's on-demand platform, offers high-quality licensed content from major production houses and distribution agencies, including Warner Bros, Paramount, and 20th Century Fox. Since launching in beta a year ago, Youku Premium has processed more than 1 million paid orders, which includes both pay-per-view and subscription orders.

Third Quarter 2011 Highlights

• Net revenues were RMB262.5 million (US$41.2 million), a 129% increase from the corresponding period in 2010, exceeding the high end of the Company's guidance by 4%.
• Gross profit was RMB67.8 million (US$10.6 million), a 330% increase from the corresponding period in 2010.
• Operating expenses were RMB120.1 million (US$18.8 million), a 120% increase from the corresponding period in 2010.
• Net loss was RMB47.5 million (US$7.4 million) in the third quarter of 2011, an 11% decrease relative to the corresponding period in 2010.
• Non-GAAP net loss was RMB28.2 million (US$4.4 million) in the third quarter of 2011, a 25% decrease relative to the corresponding period in 2010.
• Basic and diluted loss per ADS, each representing 18 of our Class A ordinary shares, for the third quarter of 2011 amounted to RMB0.42 (US$0.07) and RMB0.42 (US$0.07), respectively.

"We had another quarter of solid growth in both traffic and revenues, and our gap with competitors both in terms of traffic and revenues is clearly expanding as a result of network effect," said Victor Koo, Chairman and Chief Executive Officer of Youku. "Internet television is a young and evolving space with tremendous opportunities. We are in an aggressive investment cycle and we will continue to invest proactively to expand and leverage our user base and client base, brand, team and infrastructure as we move to establish one of the largest Internet franchises in China."

Dele Liu, Senior Vice President and Chief Financial Officer of Youku, commented, "We are happy to continue to realize another quarter of triple digit growth year-on-year. We are committed to creating shareholder value through long-term market leadership."

Business Outlook

For the fourth quarter of 2011, the Company expects year-on-year growth of 90% to 100% in net revenues. This forecast reflects the Company's current and preliminary view, which is subject to change.

BEIJING, May 20, 2011 /PRNewswire-Asia/ -- Youku.com Inc. (NYSE: YOKU), the leading Internet television company in China ("Youku" or the "Company"), today announced that its follow-on public offering of 12,310,000 American depositary shares ("ADSs") by the Company and certain of its pre-IPO investors was priced at US$48.18 per ADS. Each ADS represents 18 Class A ordinary shares of the Company. In connection with this offering, the underwriters have been granted the option to purchase up to an aggregate of 1,800,000 additional ADSs from certain selling shareholders at the public offering price less underwriting discounts.

Youku will not receive any proceeds from the sale of the ADSs by the selling shareholders. The gross proceeds to the Company will be approximately US$400 million. Goldman Sachs (Asia) L.L.C. acted as the sole bookrunner, and Allen & Company LLC, Barclays Capital Inc., Piper Jaffray & Co. and Pacific Crest Securities LLC acted as co-managers for the offering.

A registration statement relating to these securities was declared effective by the U.S. Securities and Exchange Commission on May 19, 2011. 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 offer, solicitation or 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.

First Quarter Results:

• Net revenues were RMB128.0 million (US$19.5 million), a 163% increase from the corresponding period in 2010(2).
• Gross profit was RMB14.0 million (US$2.1 million), compared to a gross loss of RMB18.3 million (US$2.8 million) for the corresponding period in 2010.
• Net loss was RMB46.9 million (US$7.1 million), an 8% decrease relative to the corresponding period in 2010.

"Our monthly unique visitors from homes and offices reached 231 million in March 2011, an increase of 22 million from December 2010, while our monthly unique visitors from Internet cafés exceeded 50 million in February 2011, according to iResearch. We continue to strengthen our leadership position in the Internet television space in China," said Victor Koo, Chairman and Chief Executive Officer.

• Basic and diluted loss per ADS, each ADS representing 18 of our Class A ordinary shares, for the first quarter of 2011 amounted to RMB0.45 (US$0.07) and RMB0.45 (US$0.07), respectively.

For the second quarter of 2011, the Company expects year-on-year growth in net revenues of 125% to 135%. This forecast reflects Youku's current and preliminary view, which is subject to change.

Fourth Quarter Highlights:

"I am very pleased to report a strong fourth quarter, which is also the first time we report financial results as a publicly listed company. Our strong growth has been driven by a surging digital economy in China and our focus on providing the most comprehensive video content library to Chinese users and the best user experience in watching, searching and sharing videos. We are also happy with the achievements we made in our video search engine Soku, P2P software iKu and our wireless products which are rapidly gaining popularity," said Victor Koo, Chairman and Chief Executive Officer.  

Youku.com plans for Initial Public Offering

Company Snapshot:

The leading Internet television company in China

According to iResearch, we had approximately 203 million monthly unique visitors from homes and offices in September 2010 and approximately 61 million monthly unique visitors from Internet cafes in August 2010. We had a 40% market share in terms of total user time spent viewing online videos in China during the second quarter of 2010, while our closest competitor accounted for a 23% market share during the same period, according to iResearch. In 2009, we had an implied market share of approximately 14% in terms of online video advertising spend in China, based on iResearch’s estimated total online video advertising spend in China.

Industry Snapshot

• China’s video media market has developed in a very distinct manner from those in the United States and Western Europe, resulting in a domestic ecosystem highly regulated and fragmented both in terms of production and distribution. This market is undergoing substantial changes partially due to macro trends affecting the global video media market, such as the migration of consumers online, the digitization of both new and existing content, and more convenient access to that content through increasingly faster fixed and mobile broadband connections. The combined effect of these macro trends is that the Internet has emerged as a viable video distribution channel. In China, these changes are magnified by the country’s rapid economic growth, the expansion of the advertising industry, significantly increased consumer spending, and the fragmentation of the legacy production and distribution ecosystems for video content. This has created opportunities for web properties in China with differentiated, desirable video content to aggregate large, nationwide audiences while delivering personalized content whenever users want. With disposable income growing quickly in China, these aggregated audiences have become more attractive to advertisers as well as more capable of paying for content.

• According to iResearch, the size of China’s online video market, as measured by total revenues, grew rapidly from RMB0.5 billion (US$78 million) in 2006 to RMB2.8 billion (US$413 million) in 2009, representing a compound annual growth rate, or CAGR, of 74%. China’s online video market has become increasingly concentrated, with the top five players accounting for 83% of the total user time spent watching online videos in China during the second quarter of 2010, according to iResearch.

Use Of proceeds:

We expect that we will receive net proceeds of approximately US$139.3 million from this offering, assuming an initial public offering price of $10.00 per ADS, which is the mid-point of the estimated range of the initial public offering price set forth on the front cover of this prospectus (after deducting underwriting discounts and commissions and estimated offering expenses payable by us).

We intend to use the net proceeds from this offering to invest in technology, infrastructure and product development efforts, acquire additional video content and expand our sales and marketing efforts and for other general corporate purposes, including working capital needs and potential acquisitions (although we are not currently negotiating any such acquisitions).

Underwriter:

• Goldman Sachs (Asia) L.L.C.
• Allen & Company LLC
• Piper Jaffray
• Pacific Crest Securities

Proposed offering price: $$9.00 and $11.00

Post IPO Share Calculation: (Using a 18 to 1 Ordinary to ADS conversion ratio).

• 86,427,671: Pre IPO fully diluted share count used in EPS calculation.
• 15,367,500: Newly issued ADS shares
•    2,305,100: Undewriter over-allotments ADS shares 
• : Miscellaneous 1,190,022,965

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 18 to 1:   104,100,271

Financial Snapshot:

2009 vs 2008

• Revenues: $22.9 vs. $4.9 million
• Net Income: Losing money

Nine Months 2010 vs. 2009

• Revenues: $35.1 vs $14.9 million
• Net Income: Losing money

We believe that our cash, the anticipated cash flow from operations, the net proceeds we expect to receive from this offering and the borrowings from our loan agreements will be sufficient to meet our anticipated cash needs for the next two to three years, after which period we expect to generate positive cash flow from operations.

If we have additional liquidity needs in the future, we may obtain additional financing, including equity offering and debt financing in capital markets, to meet such needs.

The operation of an online video business requires significant upfront capital expenditures as well as continuous, substantial investment in content, technology and infrastructure. Prior to our initial public offering, we financed our operations primarily through private placements of our preferred shares to investors, and to a lesser extent, debt financing and cash flow from operations. Upon completion of this offering and our expected receipt of the net proceeds from this offering, we believe that we will have sufficient capital to meet our anticipated cash needs for the foreseeable future. However, in order to implement our development strategies to expand our infrastructure and optimize our services across Internet-enabled devices, and further expand and diversify our revenue sources, we may incur additional capital needs in the future