EXHIBIT 2
GLOBAL SOURCES LTD. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In U.S. Dollars Thousands, Except Number of Shares and Per Share Data)
| | | | | | | | |
| | At | | | At | |
| | June 30, | | | December 31, | |
| | 2009 | | | 2008 | |
| | (Unaudited) | | | | | |
ASSETS | | | | | | | | |
Current Assets: | | | | | | | | |
Cash and cash equivalents | | $ | 86,799 | | | $ | 70,225 | |
Term deposits with banks | | | 50,961 | | | | — | |
Available-for-sale securities | | | 5,927 | | | | 60,786 | |
Accounts receivable, net | | | 3,600 | | | | 6,025 | |
Receivables from sales representatives | | | 5,531 | | | | 5,574 | |
Inventory | | | 769 | | | | 1,306 | |
Prepaid expenses and other current assets | | | 13,405 | | | | 16,513 | |
Deferred tax assets | | | 149 | | | | 28 | |
| | | | | | |
Total Current Assets | | | 167,141 | | | | 160,457 | |
| | | | | | |
| | | | | | | | |
Property and equipment, net | | | 80,326 | | | | 82,657 | |
Long term investments | | | 100 | | | | 100 | |
Deferred tax assets | | | 273 | | | | 323 | |
Other noncurrent assets | | | 2,559 | | | | 1,561 | |
| | | | | | |
Total Assets | | $ | 250,399 | | | $ | 245,098 | |
| | | | | | |
| | | | | | | | |
LIABILITIES AND SHAREHOLDERS’ EQUITY | | | | | | | | |
Current Liabilities: | | | | | | | | |
Accounts payable | | $ | 8,622 | | | $ | 10,117 | |
Deferred income and customer prepayments | | | 67,482 | | | | 73,636 | |
Accrued liabilities | | | 12,774 | | | | 11,579 | |
Income taxes payable | | | 424 | | | | 261 | |
| | | | | | |
Total Current Liabilities | | | 89,302 | | | | 95,593 | |
| | | | | | |
Deferred income and customer prepayments | | | 5,278 | | | | 3,044 | |
Deferred tax liability | | | 210 | | | | 318 | |
| | | | | | |
Total Liabilities | | | 94,790 | | | | 98,955 | |
| | | | | | |
| | | | | | | | |
Shareholders’ equity: | | | | | | | | |
Common shares, US$0.01 par value; 75,000,000 shares authorized; | | | | | | | | |
51,418,330 (2008: 51,376,335) shares issued and 44,543,330 (2008: 44,501,335) outstanding | | | 514 | | | | 514 | |
Additional paid in capital | | | 136,163 | | | | 133,922 | |
Treasury shares, at cost – 6,875,000 (2008: 6,875,000) shares | | | (50,000 | ) | | | (50,000 | ) |
Retained earnings | | | 61,548 | | | | 55,259 | |
Accumulated other comprehensive income | | | 2,527 | | | | 2,225 | |
| | | | | | |
Total Company Shareholders’ Equity | | | 150,752 | | | | 141,920 | |
| | | | | | |
| | | | | | | | |
Non-controlling interest | | | 4,857 | | | | 4,223 | |
| | | | | | |
Total Equity | | | 155,609 | | | | 146,143 | |
| | | | | | |
Total Liabilities and Equity | | $ | 250,399 | | | $ | 245,098 | |
| | | | | | |
GLOBAL SOURCES LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In U.S. Dollars Thousands, Except Number of Shares and Per Share Data)
| | | | | | | | | | | | | | | | |
| | Three months ended June 30, | | | Six months ended June 30, | |
| | 2009 | | | 2008 | | | 2009 | | | 2008 | |
| | (Unaudited) | | | (Unaudited) | | | (Unaudited) | | | (Unaudited) | |
Revenue: | | | | | | | | | | | | | | | | |
Online and other media services (Note 1) | | $ | 29,156 | | | $ | 36,884 | | | $ | 58,651 | | | $ | 70,416 | |
Exhibitions | | | 23,983 | | | | 25,259 | | | | 28,471 | | | | 31,220 | |
Miscellaneous | | | 1,081 | | | | 1,517 | | | | 1,886 | | | | 2,638 | |
| | | | | | | | | | | | |
| | | 54,220 | | | | 63,660 | | | | 89,008 | | | | 104,274 | |
| | | | | | | | | | | | |
Operating Expenses: | | | | | | | | | | | | | | | | |
Sales (Note 2) | | | 19,995 | | | | 20,557 | | | | 33,733 | | | | 32,873 | |
Event production | | | 8,892 | | | | 10,074 | | | | 9,713 | | | | 11,079 | |
Community (Note 2) | | | 7,892 | | | | 9,406 | | | | 13,089 | | | | 15,449 | |
General and administrative (Note 2) | | | 11,323 | | | | 12,839 | | | | 22,918 | | | | 24,067 | |
Online services development (Note 2) | | | 1,353 | | | | 1,502 | | | | 2,764 | | | | 2,981 | |
Amortization of software costs | | | 38 | | | | 57 | | | | 80 | | | | 97 | |
| | | | | | | | | | | | |
Total Operating Expenses | | | 49,493 | | | | 54,435 | | | | 82,297 | | | | 86,546 | |
| | | | | | | | | | | | |
Income from Operations | | | 4,727 | | | | 9,225 | | | | 6,711 | | | | 17,728 | |
| | | | | | | | | | | | |
Interest and dividend income | | | 348 | | | | 649 | | | | 413 | | | | 1,946 | |
Foreign exchange gains (losses), net | | | 66 | | | | (1,039 | ) | | | (27 | ) | | | (1,295 | ) |
| | | | | | | | | | | | |
Income before Income Taxes | | | 5,141 | | | | 8,835 | | | | 7,097 | | | | 18,379 | |
Income Tax Expense | | | (36 | ) | | | (188 | ) | | | (174 | ) | | | (421 | ) |
| | | | | | | | | | | | |
Net Income | | $ | 5,105 | | | $ | 8,647 | | | $ | 6,923 | | | $ | 17,958 | |
| | | | | | | | | | | | |
Net income attributable to non-controlling interest | | | (13 | ) | | | (227 | ) | | | (634 | ) | | | (1,333 | ) |
| | | | | | | | | | | | |
Net Income Attributable to the Company | | $ | 5,092 | | | $ | 8,420 | | | $ | 6,289 | | | $ | 16,625 | |
| | | | | | | | | | | | |
Basic net income per share attributable to the Company’s shareholders | | $ | 0.11 | | | $ | 0.16 | | | $ | 0.14 | | | $ | 0.32 | |
| | | | | | | | | | | | |
Diluted net income per share attributable to the Company’s shareholders | | $ | 0.11 | | | $ | 0.16 | | | $ | 0.14 | | | $ | 0.32 | |
| | | | | | | | | | | | |
Shares used in basic net income per share calculations | | | 44,543,330 | | | | 51,373,965 | | | | 44,542,530 | | | | 51,328,136 | |
| | | | | | | | | | | | |
Shares used in diluted net income per share calculations | | | 45,729,535 | | | | 52,298,597 | | | | 45,700,362 | | | | 52,181,571 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Note : 1. Online and other media services consists of: | | | | | | | |
| | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
| | Three months ended June 30, | | | Six months ended June 30, | |
| | 2009 | | | 2008 | | | 2009 | | | 2008 | |
| | (Unaudited) | | | (Unaudited) | | | (Unaudited) | | | (Unaudited) | |
| | | | | | | | | | | | | | | | |
Online services | | $ | 22,054 | | | $ | 24,104 | | | $ | 44,024 | | | $ | 46,034 | |
Print services | | | 7,102 | | | | 12,780 | | | | 14,627 | | | | 24,382 | |
| | | | | | | | | | | | |
| | $ | 29,156 | | | $ | 36,884 | | | $ | 58,651 | | | $ | 70,416 | |
| | | | | | | | | | | | |
Note : 2. | Non-cash compensation expenses associated with the employee equity compensation plans, Global Sources Directors Share Grant Award Plan and Directors Purchase Plan included under various categories of expenses are as follows: |
| | | | | | | | | | | | | | | | |
| | Three months ended June 30, | | | Six months ended June 30, | |
| | 2009 | | | 2008 | | | 2009 | | | 2008 | |
| | (Unaudited) | | | (Unaudited) | | | (Unaudited) | | | (Unaudited) | |
Sales | | $ | 831 | | | $ | 585 | | | $ | 840 | | | $ | (808 | ) |
Community | | | 142 | | | | 165 | | | | 149 | | | | 180 | |
General administrative | | | 640 | | | | 647 | | | | 1,076 | | | | 400 | |
Online services development | | | 102 | | | | 77 | | | | 176 | | | | 125 | |
| | | | | | | | | | | | |
| | $ | 1,715 | | | $ | 1,474 | | | $ | 2,241 | | | $ | (103 | ) |
| | | | | | | | | | | | |