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8-K - Booking Holdings Inc.a8kearnings063012.htm
EX-99.2 - EX99.2 - Booking Holdings Inc.ex992063012.htm


Exhibit 99.1
 
Priceline.com Reports Financial Results for 2nd Quarter 2012

NORWALK, Conn., August 7, 2012. . . Priceline.com Incorporated (Nasdaq: PCLN) today reported 2nd quarter 2012 financial results for the Priceline Group. Second quarter gross travel bookings for the Group, which refers to the total dollar value, generally inclusive of all taxes and fees, of all travel services purchased by consumers, were $7.3 billion, an increase of 26.8% over a year ago (approximately 36% on a local currency basis).
The Group had revenues in the 2nd quarter of $1.3 billion, a 20.3% increase over a year ago. The Group's international operations contributed revenues in the 2nd quarter of $859 million, a 40.2% increase versus a year ago (approximately 53% on a local currency basis). The Group's gross profit for the 2nd quarter was $1.0 billion, a 34.0% increase from the prior year. International operations contributed gross profit in the 2nd quarter of $859 million, a 40.4% increase versus a year ago (approximately 53% growth on a local currency basis). The Group's operating income in the 2nd quarter was $458 million, a 41.2% increase from the prior year. The Group had GAAP net income applicable to common shareholders for the 2nd quarter of $352 million, or $6.88 per diluted share, which compares to $256 million or $5.02 per diluted share, in the same period a year ago.
Non-GAAP net income in the 2nd quarter was $405 million, a 43.2% increase versus the prior year.  Non-GAAP net income was $7.85 per diluted share, compared to $5.49 per diluted share a year ago. Analyst consensus for the 2nd quarter 2012 was $7.37 per diluted share.  Adjusted EBITDA for the 2nd quarter 2012 was $495 million, an increase of 41.8% over a year ago. The section below entitled "Non-GAAP Financial Measures" provides a definition and information about the use of non-GAAP financial measures in this press release and the attached financial and statistical supplement reconciles non-GAAP financial information with the Group's financial results under GAAP.
“The Priceline Group achieved solid results for the 2nd quarter despite economic uncertainty across Europe, Asia and the U.S. that intensified as the quarter progressed,” said Jeffery H. Boyd, President and Chief Executive Officer. “We believe the Group delivered market leading growth from both a top line and profitability perspective. Globally, our hotel business booked over 50 million hotel room nights, up 39% over the same period last year. Our global rental car business grew rental car days by 29% over last year, led by continued strong growth for rentalcars.com.”
Looking forward, Mr. Boyd said, “The Group's international hotel business continues to perform well in the face of difficult macro-economic conditions and the strengthening dollar, which put pressure on top-line growth rates. We will continue to build our franchise by investing in geographic expansion and acquisition of hotels and accommodations, product and service innovation, and customer acquisition.”
The Priceline Group said it was targeting the following for 3rd quarter 2012:
Year-over-year increase in total gross travel bookings of approximately 10% - 18% (an increase of approximately 19% - 27% on a local currency basis).
Year-over-year increase in international gross travel bookings of approximately 12% - 20% (an increase of approximately 23% - 31% on a local currency basis).
Year-over-year increase in domestic gross travel bookings of approximately 5%.
Year-over-year increase in revenue of approximately 9% - 15%.
Year-over-year increase in gross profit of approximately 15% - 25%.
Adjusted EBITDA of approximately $690 million to $765 million.
Non-GAAP net income per diluted share of $11.10 to $12.10.


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The Company noted that its guidance reflects current operating trends and an assumption that economic conditions in Europe will further deteriorate. The Company believes that concerns related to sovereign debt and the viability of the Euro have negatively impacted historical operating results and are likely to impact future results. Given the uncertainty surrounding worldwide economic conditions, particularly in Europe where much of the Company's business is concentrated, the Company believes the variability around its guidance is greater than is usually the case.
Non-GAAP guidance for the 3rd quarter 2012:
excludes non-cash amortization expense of intangibles,
excludes non-cash stock-based employee compensation expense,
excludes non-cash interest expense and gains or losses on early debt extinguishment, if any, related to cash settled convertible debt,
excludes the impact, if any, of charges or benefits associated with judgments, rulings and/or settlements related to hotel occupancy tax proceedings,
excludes non-cash income tax expense and reflects the impact on income taxes of certain of the non-GAAP adjustments,        
includes the additional impact of the non-GAAP adjustments described above on net income attributable to noncontrolling interests,
includes the dilutive impact of additional shares of unvested restricted stock, restricted stock units and performance share units because non-GAAP net income has been adjusted to exclude stock-based employee compensation.
In addition to the adjustments above, adjusted EBITDA excludes depreciation and amortization expense, interest income, interest expense, net income attributable to noncontrolling interests, income taxes and includes the impact of foreign currency transactions and other expenses.
When aggregated, the non-GAAP adjustments are expected to increase adjusted EBITDA over GAAP net income by approximately $188 million in the 3rd quarter 2012.  In addition, the non-GAAP adjustments are expected to increase non-GAAP net income over GAAP net income by approximately $49 million in the 3rd quarter 2012. The Group estimates GAAP net income per diluted share of approximately $10.21 to $11.21 for the 3rd quarter 2012.
Information About Forward-Looking Statements
This press release contains forward-looking statements. These forward-looking statements reflect the views of the Group's management regarding current expectations and projections about future events and are based on currently available information and current foreign currency exchange rates. These forward-looking statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict; therefore, actual results may differ materially from those expressed, implied or forecasted in any such forward-looking statements. Expressions of future goals and similar expressions including, without limitation, "may," "will," "should," "could," "expects," "does not currently expect," "plans," "anticipates," "intends," "believes," "estimates," "predicts," "potential," "targets," or "continue," reflecting something other than historical fact are intended to identify forward-looking statements.
The following factors, among others, could cause the Group's actual results to differ materially from those described in the forward-looking statements:
-- adverse changes in general market conditions for leisure and other travel services as a result of, among other things, decreased consumer spending, general economic downturn, terrorist attacks, natural disasters or adverse weather, the bankruptcy or insolvency of a major supplier, or the outbreak of an epidemic or pandemic disease, such as the swine flu outbreak;
-- our ability to expand successfully in international markets;
-- fluctuations in foreign exchange rates and other risks associated with doing business in multiple currencies;

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-- the effects of increased competition, including the potential impact of increased pricing competition initiated by other on-line travel agents in the form of reduced booking fees and/or the launch by competitors of an "opaque" travel offering and the potential impact of "metasearch" initiatives by Google and other search engines upon which we rely for a significant amount of traffic;
-- the ability to attract and retain qualified personnel;
-- adverse changes in the Group's relationships with suppliers, service providers and vendors which could include, without limitation, the withdrawal of suppliers from the Group's systems (either "retail" or "opaque" services, or both) and/or the loss or reduction of global distribution fees;
-- the occurrence of an external or internal security breach of our systems or other Internet based systems involving personal customer information, credit card information or other sensitive data;
-- a change by a major search engine to its search engine algorithms that negatively affects the search engine ranking of the company or its 3rd party distribution partners;
-- systems-related failures and/or security breaches, including without limitation, "denial-of-service" type attacks on our system, any security breach that results in the theft, transfer or unauthorized disclosure of customer information, or the failure to comply with various state laws applicable to the company's obligations in the event of such a breach;
-- an adverse outcome in one or more of the hotel occupancy and other tax proceedings in which priceline.com is involved; and
-- legal and regulatory risks.
For a detailed discussion of these and other factors that could cause the Group's actual results to differ materially from those described in the forward-looking statements, please refer to the Group's most recent Form 10-Q, Form 10-K and Form 8-K filings with the Securities and Exchange Commission. Unless required by law, the Group undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.
Non-GAAP Financial Measures
Adjusted EBITDA represents GAAP net income excluding depreciation and amortization expense, interest income, interest expense, net income and loss attributable to noncontrolling interests, income taxes and is adjusted for the non-GAAP adjustments relating to stock-based employee compensation expense, gains and losses on early debt extinguishment and charges or benefits related to judgments, rulings, or settlements of hotel occupancy tax proceedings.
Adjusted EBITDA, non-GAAP operating income, non-GAAP net income and non-GAAP net income per share are "non-GAAP financial measures," as such term is defined by the Securities and Exchange Commission, and may differ from non-GAAP financial measures used by other companies. The Group believes that adjusted EBITDA, non-GAAP operating income, non-GAAP net income and non-GAAP net income per share that exclude certain non-cash or non-recurring income or expense items are useful for analysts and investors to evaluate the Group's future on-going performance because they provide a useful comparison of the Group's projected cash earnings and performance with its historical results from prior periods and to those of its competitors. These non-GAAP metrics, in particular adjusted EBITDA, non-GAAP operating income, and non-GAAP net income are not intended to represent funds available for the Group's discretionary use and are not intended to represent or to be used as a substitute for operating income, net income or cash flows from operations data as measured under GAAP. The items excluded from these non-GAAP metrics, but included in the calculation of their closest GAAP equivalent, are significant components of consolidated statements of income and must be considered in performing a comprehensive assessment of overall financial performance.
Non-GAAP financial information is adjusted for the following items:

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Amortization expense of intangibles is excluded because it does not impact cash earnings.
Stock-based employee compensation expense is excluded because it does not impact cash earnings and is reflected in earnings per share through increased share count.
Interest expense related to the amortization of debt discount and gains or losses on early debt extinguishment related to convertible debt are excluded because they are non-cash in nature.
Charges or benefits related to judgments, rulings, or settlements of hotel occupancy tax proceedings are excluded because the amount and timing of these items are unpredictable, not driven by core operating results and render comparisons with prior periods less meaningful.
Income tax expense is adjusted for the tax impact of certain of the non-GAAP adjustments described above and to exclude tax expense recorded where no actual tax payments are owed because of available net operating loss carry forwards.  In addition, the benefit in second quarter 2011 related to the reversal of a reserve for unrecognized tax benefits attributable to tax positions taken in 2010 is excluded because the amount and timing of this type of item is unpredictable, not driven by core operating results and render comparisons with prior periods less meaningful.
Net income and loss attributable to noncontrolling interests is adjusted for the impact of certain of the non-GAAP adjustments described above
For calculating non-GAAP net income per share:
net income is adjusted for the impact of the non-GAAP adjustments described above.
additional unvested shares of restricted common stock, restricted stock units and performance share units are included in the calculation of non-GAAP net income per share because non-GAAP net income has been adjusted to exclude stock-based employee compensation expense.
The presentation of this financial information should not be considered in isolation or as a substitute for the financial information prepared and presented in accordance with generally accepted accounting principles in the United States. The attached financial and statistical supplement reconciles non-GAAP financial information with priceline.com's financial results under GAAP.
About The Priceline Group
The Priceline Group (Nasdaq: PCLN) is a leader in global online hotel reservations, with over 260,000 participating hotels worldwide.  The Group is composed of four primary brands - Booking.com, priceline.com, Agoda.com and Rentalcars.com - and several ancillary brands. The Priceline Group provides online travel services in over 180 countries in Europe, North America, South America, the Asia-Pacific region, the Middle East and Africa.
Booking.com is the number one online hotel reservation service in the world, offering over 235,000 hotels (as of August 7, 2012), and is available in 41 languages.  More recent hotel counts are available on the Booking.com website.  Priceline.com gives leisure travelers multiple ways to save on their airline tickets, hotel rooms, rental cars, vacation packages and cruises. In addition to getting compelling published prices, travelers can take advantage of priceline.com's famous Name Your Own Price® service, which can deliver the lowest prices available, or the recently added Express DealsSM, where travelers can take advantage of hotel discounts without bidding.  Agoda.com is an Asia-based online hotel reservation service that is available in 37 languages.  Rentalcars.com is a multinational car hire service, offering its reservation services in over 6,000 locations.  Customer support is provided in 38 languages.


###
For Press Information: Brian Ek (203) 299-8167 brian.ek@priceline.com
For Investor Relations: Matthew Tynan (203) 299-8487 matt.tynan@priceline.com

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priceline.com Incorporated
UNAUDITED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share data)

 
 
June 30,
 
December 31,
 
 
2012
 
2011
ASSETS
 
 

 
 

Current assets:
 
 

 
 

Cash and cash equivalents
 
$
812,786

 
$
632,836

Restricted cash
 
6,609

 
3,771

Short-term investments
 
3,129,556

 
2,024,827

Accounts receivable, net of allowance for doubtful accounts of $7,382 and $6,103, respectively
 
429,520

 
264,453

Prepaid expenses and other current assets
 
164,745

 
104,202

Deferred income taxes
 
35,083

 
36,755

Total current assets
 
4,578,299

 
3,066,844

Property and equipment, net
 
78,616

 
64,322

Intangible assets, net
 
196,037

 
200,151

Goodwill
 
508,331

 
504,784

Deferred income taxes
 
29,040

 
111,080

Other assets
 
38,483

 
23,490

Total assets
 
$
5,428,806

 
$
3,970,671

 
 
 
 
 
LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 

 
 

Current liabilities:
 
 

 
 

Accounts payable
 
$
201,203

 
$
146,867

Accrued expenses and other current liabilities
 
272,087

 
222,134

Deferred merchant bookings
 
384,519

 
239,157

Convertible debt
 
508,826

 
497,640

Total current liabilities
 
1,366,635

 
1,105,798

Deferred income taxes
 
45,237

 
46,990

Other long-term liabilities
 
41,122

 
39,183

Convertible debt
 
871,667

 

Total liabilities
 
2,324,661

 
1,191,971

 
 
 
 
 
Redeemable noncontrolling interests
 
110,184

 
127,045

Convertible debt
 
66,174

 
77,360

 
 
 
 
 
Stockholders’ equity:
 
 

 
 

Common stock, $0.008 par value; authorized 1,000,000,000 shares, 58,007,108 and 57,578,431 shares issued, respectively
 
450

 
446

Treasury stock, 8,181,729 and 7,779,645 shares, respectively
 
(1,058,754
)
 
(803,586
)
Additional paid-in capital
 
2,569,123

 
2,431,279

Accumulated earnings
 
1,524,615

 
1,033,738

Accumulated other comprehensive loss
 
(107,647
)
 
(87,582
)
Total stockholders’ equity
 
2,927,787

 
2,574,295

Total liabilities and stockholders’ equity
 
$
5,428,806

 
$
3,970,671





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priceline.com Incorporated
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
 
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
 
2012
 
2011
 
2012
 
2011
Agency revenues
 
$
771,996

 
$
569,181

 
$
1,309,623

 
$
920,603

Merchant revenues
 
551,024
 
530,530
 
1,047,433
 
985,334
Other revenues
 
3,739

 
3,005

 
6,950

 
6,098

Total revenues
 
1,326,759

 
1,102,716

 
2,364,006

 
1,912,035

Cost of revenues
 
322,617

 
353,489

 
616,576

 
657,001

Gross profit
 
1,004,142

 
749,227

 
1,747,430

 
1,255,034

Operating expenses:
 
 

 
 

 
 

 
 

Advertising — Online
 
314,480

 
236,282

 
591,616

 
421,391

Advertising — Offline
 
9,922

 
9,815

 
21,078

 
21,429

Sales and marketing
 
47,445

 
41,030

 
92,982

 
75,807

Personnel, including stock-based compensation of $17,612, $13,113, $34,135, and $27,106, respectively
 
108,030

 
85,766

 
208,706

 
160,988

General and administrative
 
39,807

 
29,736

 
80,481

 
55,614

Information technology
 
10,440

 
8,239

 
21,175

 
14,908

Depreciation and amortization
 
15,663

 
13,651

 
31,505

 
26,130

Total operating expenses
 
545,787

 
424,519

 
1,047,543

 
776,267

Operating income
 
458,355

 
324,708

 
699,887

 
478,767

Other income (expense):
 
 

 
 

 
 

 
 

Interest income
 
1,001

 
2,129

 
2,099

 
3,550

Interest expense
 
(16,882
)
 
(7,795
)
 
(28,141
)
 
(15,510
)
Foreign currency transactions and other
 
3,205

 
(2,451
)
 
829

 
(9,523
)
Total other income (expense)
 
(12,676
)
 
(8,117
)
 
(25,213
)
 
(21,483
)
Earnings before income taxes
 
445,679

 
316,591

 
674,674

 
457,284

Income tax expense
 
(93,025
)
 
(60,314
)
 
(140,204
)
 
(96,993
)
Net income
 
352,654

 
256,277

 
534,470

 
360,291

Less: net income (loss) attributable to noncontrolling interests
 
307

 
(91
)
 
153

 
(867
)
Net income applicable to common stockholders
 
$
352,347

 
$
256,368

 
$
534,317

 
$
361,158

Net income applicable to common stockholders per basic common share
 
$
7.07

 
$
5.16

 
$
10.73

 
$
7.29

Weighted average number of basic common shares outstanding
 
49,812

 
49,718

 
49,819

 
49,519

Net income applicable to common stockholders per diluted common share
 
$
6.88

 
$
5.02

 
$
10.41

 
$
7.06

Weighted average number of diluted common shares outstanding
 
51,226

 
51,105

 
51,306

 
51,134




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priceline.com Incorporated
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)

 
 
Six Months Ended June 30,
 
 
2012
 
2011
OPERATING ACTIVITIES:
 
 

 
 

Net income
 
$
534,470

 
$
360,291

Adjustments to reconcile net income to net cash provided by operating activities:
 
 

 
 

Depreciation
 
15,150

 
9,225

Amortization
 
16,355

 
16,905

Provision for uncollectible accounts, net
 
6,843

 
4,852

Deferred income taxes
 
13,665

 
19,870

Stock-based compensation expense and other stock-based payments
 
34,370

 
27,341

Amortization of debt issuance costs
 
2,337

 
1,113

Amortization of debt discount
 
17,972

 
10,553

Loss on early extinguishment of debt
 

 
32

Changes in assets and liabilities:
 
 

 
 

Accounts receivable
 
(176,721
)
 
(154,216
)
Prepaid expenses and other current assets
 
(95,392
)
 
9,089

Accounts payable, accrued expenses and other current liabilities
 
244,684

 
204,307

Other
 
253

 
(9,860
)
Net cash provided by operating activities
 
613,986

 
499,502

INVESTING ACTIVITIES:
 
 
 
 
Purchase of investments
 
(2,989,951
)
 
(1,006,694
)
Proceeds from sale of investments
 
1,870,770

 
1,025,514

Additions to property and equipment
 
(28,423
)
 
(18,077
)
Acquisitions and other equity investments, net of cash acquired
 
(13,429
)
 
(67,074
)
Proceeds from settlement of foreign currency contracts
 
61,746

 

Payments on foreign currency contracts
 

 
(33,764
)
Change in restricted cash
 
(2,987
)
 
(35
)
Net cash used in investing activities
 
(1,102,274
)
 
(100,130
)
FINANCING ACTIVITIES:
 
 
 
 
Proceeds from the issuance of convertible debt
 
1,000,000

 

Payment of debt issuance costs
 
(20,421
)
 

Payments related to conversion of convertible debt
 

 
(213
)
Repurchase of common stock
 
(255,168
)
 
(158,691
)
Payments to purchase subsidiary shares from noncontrolling interests
 
(61,079
)
 
(12,986
)
Proceeds from exercise of stock options
 
1,693

 
3,870

Excess tax benefit on stock-based compensation
 
12,513

 
12,173

Net cash provided by (used in) financing activities
 
677,538

 
(155,847
)
Effect of exchange rate changes on cash and cash equivalents
 
(9,300
)
 
8,757

Net increase in cash and cash equivalents
 
179,950

 
252,282

Cash and cash equivalents, beginning of period
 
632,836

 
358,967

Cash and cash equivalents, end of period
 
$
812,786

 
$
611,249

 
 
 
 
 
SUPPLEMENTAL CASH FLOW INFORMATION:
 
 
 
 
Cash paid during the period for income taxes
 
$
189,061

 
$
55,461

Cash paid during the period for interest
 
$
4,349

 
$
3,717

Non-cash fair value increase for redeemable noncontrolling interests
 
$
43,440

 
$
33,740


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priceline.com Incorporated
UNAUDITED RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL INFORMATION
(In thousands, except per share data)

RECONCILIATION OF GAAP OPERATING INCOME TO NON-GAAP OPERATING INCOME
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
 
2012
 
2011
 
2012
 
2011
 
 
 
 
 
 
 
 
 
 
 
GAAP Operating income
 
$
458,355

 
$
324,708

 
$
699,887

 
$
478,767

 
 
 
 
 
 
 
 
 
 
 (a)
Stock-based employee compensation
 
17,612

 
13,113

 
34,135

 
27,106

 (b)
Amortization of intangible assets in Depreciation and amortization
 
8,198

 
8,461

 
16,355

 
16,688

 
 
 
 
 
 
 
 
 
 
 
Non-GAAP Operating income
 
$
484,165

 
$
346,282

 
$
750,377

 
$
522,561

 
 
 
 
 
 
 
 
 
 
 
GAAP Gross profit
 
$
1,004,142

 
$
749,227

 
$
1,747,430

 
$
1,255,034

 
Non-GAAP Operating income as a % of GAAP Gross profit
 
48.2
%
 
46.2
%
 
42.9
%
 
41.6
%
 
 
 
 
 
 
 
 
 
 
RECONCILIATION OF GAAP OTHER INCOME (EXPENSE) TO NON-GAAP OTHER EXPENSE RECORDED BELOW OPERATING INCOME
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
2012
 
2011
 
2012
 
2011
 
 
 
 
 
 
 
 
 
 
 
GAAP Other income (expense)
 
$
(12,676
)
 
$
(8,117
)
 
$
(25,213
)
 
$
(21,483
)
 
 
 
 
 
 
 
 
 
 
 (e)
Debt discount amortization related to convertible debt
 
10,731

 
5,314

 
17,972

 
10,553

 (e)
Loss on early extinguishment of convertible debt
 

 
32

 

 
32

 (g)
Net income (loss) attributable to noncontrolling interests
 
307

 
(91
)
 
153

 
(867
)
 (j)
Impact on noncontrolling interests of certain other Non-GAAP adjustments
 
336

 
456

 
796

 
1,119

 
 
 
 
 
 
 
 
 
 
 
Non-GAAP Other expense recorded below Operating income
 
$
(1,302
)
 
$
(2,406
)
 
$
(6,292
)
 
$
(10,646
)
 
 
 
 
 
 
 
 
 
 
RECONCILIATION OF GAAP NET INCOME TO ADJUSTED EBITDA
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,

 
2012
 
2011
 
2012
 
2011
 
 
 
 
 
 
 
 
 
 
 
GAAP Net income applicable to common stockholders
 
$
352,347

 
$
256,368

 
$
534,317

 
$
361,158

 
 
 
 
 
 
 
 
 
 
 (a)
Stock-based employee compensation
 
17,612

 
13,113

 
34,135

 
27,106

 (c)
Depreciation and amortization
 
15,663

 
13,651

 
31,505

 
26,130

 (d)
Interest income
 
(1,001
)
 
(2,129
)
 
(2,099
)
 
(3,550
)
 (d)
Interest expense
 
16,882

 
7,795

 
28,141

 
15,510

 (e)
Loss on early extinguishment of convertible debt
 

 
32

 

 
32

 (f)
Income tax expense
 
93,025

 
60,314

 
140,204

 
96,993

 (g)
Net income (loss) attributable to noncontrolling interests
 
307

 
(91
)
 
153

 
(867
)
 
 
 
 
 
 
 
 
 
 
 
Adjusted EBITDA
 
$
494,835

 
$
349,053

 
$
766,356

 
$
522,512

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

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priceline.com Incorporated
UNAUDITED RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL INFORMATION
(In thousands, except per share data)

RECONCILIATION OF GAAP NET INCOME TO NON-GAAP NET INCOME
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
 
2012
 
2011
 
2012
 
2011
 
 
 
 
 
 
 
 
 
 
 
GAAP Net income applicable to common stockholders
 
$
352,347

 
$
256,368

 
$
534,317

 
$
361,158

 
 
 
 
 
 
 
 
 
 
 (a)
Stock-based employee compensation
 
17,612

 
13,113

 
34,135

 
27,106

 (b)
Amortization of intangible assets in Depreciation and amortization
 
8,198

 
8,461

 
16,355

 
16,688

 (e)
Debt discount amortization related to convertible debt
 
10,731

 
5,314

 
17,972

 
10,553

 (e)
Loss on early extinguishment of convertible debt
 

 
32

 

 
32

 (h)
Adjustments for the tax impact of certain of the Non-GAAP adjustments and to exclude non-cash income taxes
 
16,047

 
12,257

 
23,472

 
17,705

 (i)
 Adjustment to income tax expense to exclude the benefit from the reversal of a reserve for unrecognized tax benefits
 

 
(12,528
)
 

 
(12,528
)
 (j)
Impact on noncontrolling interests of certain other Non-GAAP adjustments
 
(336
)
 
(456
)
 
(796
)
 
(1,119
)
 
 
 
 
 
 
 
 
 
 
 
Non-GAAP Net income applicable to common stockholders
 
$
404,599

 
$
282,561

 
$
625,455

 
$
419,595

 
 
 
 
 
 
 
 
 
 
RECONCILIATION OF GAAP TO NON-GAAP NET INCOME PER DILUTED COMMON SHARE
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,

 
2012
 
2011
 
2012
 
2011
 
 
 
 
 
 
 
 
 
 
 
GAAP weighted average number of diluted common shares outstanding
 
51,226

 
51,105

 
51,306

 
51,134

 (k)
Adjustment for restricted stock, restricted stock units and performance units
 
321

 
379

 
296

 
357

 
Non-GAAP weighted average number of diluted common shares outstanding
 
51,547

 
51,484

 
51,602

 
51,491

 
Net income applicable to common stockholders per diluted common share
 
 
 
 
 
 
 
 
 
GAAP
 
$
6.88

 
$
5.02

 
$
10.41

 
$
7.06

 
Non-GAAP
 
$
7.85

 
$
5.49

 
$
12.12

 
$
8.15

 
 
 (a)
Stock-based employee compensation is recorded in Personnel expense.
 (b)
Amortization of intangible assets is recorded in Depreciation and amortization.
 (c)
Depreciation and amortization are excluded from Net income to calculate Adjusted EBITDA.
 (d)
Interest income and Interest expense are excluded from Net income to calculate Adjusted EBITDA.
 (e)
Non-cash interest expense related to the amortization of debt discount and loss on early debt extinguishment are recorded in Interest expense and Foreign currency transactions and other, respectively.
 (f)
Income tax expense is excluded from Net income to calculate Adjusted EBITDA.
 (g)
Net income (loss) attributable to noncontrolling interests is excluded from Net income to calculate Adjusted EBITDA.
 (h)
Adjustments for the tax impact of certain of the non-GAAP adjustments and to exclude non-cash income taxes.
 (i)
Adjustment to income tax expense to exclude the benefit related to the reversal of a reserve for unrecognized tax benefits attributable to tax positions taken in 2010.
 (j)
Impact of other non-GAAP adjustments on Net income (loss) attributable to noncontrolling interests.
 (k)
Additional shares of restricted common stock, restricted stock units and performance share units are included in the calculation of non-GAAP net income per share because non-GAAP net income has been adjusted to exclude stock-based compensation expense.
 
 For a more detailed discussion of the adjustments described above, please see the section in our press release entitled "Non-GAAP Financial Measures" which provides a definition and information about the use of non-GAAP financial measures.

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priceline.com Incorporated
Statistical Data
In millions
(Unaudited)

Gross Bookings
 
2Q10
 
3Q10
 
4Q10
 
1Q11
 
2Q11
 
3Q11
 
4Q11
 
1Q12
 
2Q12
International
 
$
2,256

 
$
2,885

 
$
2,363

 
$
3,536

 
$
4,472

 
$
4,989

 
$
3,912

 
$
5,451

 
$
5,952

Domestic
 
1,154

 
1,121

 
902

 
1,129

 
1,308

 
1,268

 
1,044

 
1,260

 
1,377

Total
 
$
3,410

 
$
4,006

 
$
3,265

 
$
4,665

 
$
5,780

 
$
6,257

 
$
4,956

 
$
6,712

 
$
7,329

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Agency
 
$
2,683

 
$
3,168

 
$
2,557

 
$
3,781

 
$
4,725

 
$
5,121

 
$
3,982

 
$
5,528

 
$
6,031

Merchant
 
727

 
838

 
708

 
884

 
1,055

 
1,136

 
973

 
1,184

 
1,298

Total
 
$
3,410

 
$
4,006

 
$
3,265

 
$
4,665

 
$
5,780

 
$
6,257

 
$
4,956

 
$
6,712

 
$
7,329

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year/Year Growth
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
International
 
59.5
%
 
67.3
 %
 
64.9
 %
 
79.0
%
 
98.2
%
 
72.9
%
 
65.5
%
 
54.2
%
 
33.1
 %
excluding F/X impact
 
67.1
%
 
78.0
 %
 
70.7
 %
 
78.1
%
 
78.5
%
 
61.4
%
 
66.9
%
 
58.0
%
 
44.3
 %
Domestic
 
19.6
%
 
12.2
 %
 
8.5
 %
 
14.1
%
 
13.4
%
 
13.1
%
 
15.8
%
 
11.7
%
 
5.3
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Agency
 
47.0
%
 
48.7
 %
 
44.8
 %
 
59.3
%
 
76.1
%
 
61.6
%
 
55.7
%
 
46.2
%
 
27.6
 %
Merchant
 
31.1
%
 
41.4
 %
 
42.1
 %
 
49.5
%
 
45.1
%
 
35.6
%
 
37.5
%
 
34.0
%
 
23.1
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total
 
43.3
%
 
47.1
 %
 
44.2
 %
 
57.3
%
 
69.5
%
 
56.2
%
 
51.8
%
 
43.9
%
 
26.8
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Units Sold
 
2Q10
 
3Q10
 
4Q10
 
1Q11
 
2Q11
 
3Q11
 
4Q11
 
1Q12
 
2Q12
Hotel Room-Nights
 
23.2

 
27.5

 
22.0

 
31.2

 
36.1

 
40.6

 
33.6

 
45.9

 
50.2

Year/Year Growth
 
48.2
%
 
54.1
 %
 
50.6
 %
 
55.8
%
 
55.6
%
 
47.4
%
 
52.8
%
 
47.0
%
 
39.1
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Rental Car Days
 
4.3

 
5.1

 
3.9

 
4.9

 
6.6

 
7.0

 
5.3

 
6.9

 
8.6

Year/Year Growth
 
32.0
%
 
97.3
 %
 
65.4
 %
 
64.7
%
 
54.6
%
 
35.6
%
 
34.3
%
 
40.6
%
 
29.4
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Airline Tickets
 
1.6

 
1.5

 
1.3

 
1.6

 
1.7

 
1.6

 
1.4

 
1.6

 
1.7

Year/Year Growth
 
4.1
%
 
(4.6
)%
 
(2.3
)%
 
2.1
%
 
7.3
%
 
7.7
%
 
5.6
%
 
4.9
%
 
(1.8
)%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2Q10
 
3Q10
 
4Q10
 
1Q11
 
2Q11
 
3Q11
 
4Q11
 
1Q12
 
2Q12
Revenue
 
$
767.4

 
$
1,001.8

 
$
731.3

 
$
809.3

 
$
1,102.7

 
$
1,452.8

 
$
990.8

 
$
1,037.2

 
$
1,326.8

Year/Year Growth
 
27.1
%
 
37.1
 %
 
35.0
 %
 
38.5
%
 
43.7
%
 
45.0
%
 
35.5
%
 
28.2
%
 
20.3
 %
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gross Profit
 
$
445.3

 
$
666.2

 
$
478.4

 
$
505.8

 
$
749.2

 
$
1,100.1

 
$
724.7

 
$
743.3

 
$
1,004.1

Year/Year Growth
 
45.9
%
 
53.5
 %
 
52.8
 %
 
58.5
%
 
68.3
%
 
65.1
%
 
51.5
%
 
47.0
%
 
34.0
 %

Gross bookings is an operating and statistical metric that captures the total dollar value, generally inclusive of taxes and fees, of all travel services booked by our customers.



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