Exhibit 99.2
Google Inc.
CONSOLIDATED BALANCE SHEETS
(In millions)
| | | | | | | | |
| | As of December 31, 2011* | | | As of September 30, 2012 | |
| | | | | (unaudited) | |
Assets | | | | | | | | |
Current assets: | | | | | | | | |
Cash and cash equivalents | | $ | 9,983 | | | $ | 16,260 | |
Marketable securities | | | 34,643 | | | | 29,464 | |
Accounts receivable, net of allowance | | | 5,427 | | | | 7,259 | |
Inventories | | | 35 | | | | 618 | |
Receivable under reverse repurchase agreements | | | 745 | | | | 550 | |
Deferred income taxes, net | | | 215 | | | | 230 | |
Prepaid revenue share, expenses and other assets | | | 1,710 | | | | 2,440 | |
| | | | | | | | |
Total current assets | | | 52,758 | | | | 56,821 | |
Prepaid revenue share, expenses and other assets, non-current | | | 499 | | | | 2,206 | |
Non-marketable equity securities | | | 790 | | | | 1,063 | |
Property and equipment, net | | | 9,603 | | | | 11,401 | |
Intangible assets, net | | | 1,578 | | | | 7,754 | |
Goodwill | | | 7,346 | | | | 10,485 | |
| | | | | | | | |
Total assets | | $ | 72,574 | | | $ | 89,730 | |
| | | | | | | | |
Liabilities and Stockholders’ Equity | | | | | | | | |
Current liabilities: | | | | | | | | |
Accounts payable | | $ | 588 | | | $ | 2,233 | |
Short-term debt | | | 1,218 | | | | 3,218 | |
Accrued compensation and benefits | | | 1,818 | | | | 1,926 | |
Accrued expenses and other current liabilities | | | 1,370 | | | | 3,313 | |
Accrued revenue share | | | 1,168 | | | | 1,108 | |
Securities lending payable | | | 2,007 | | | | 1,686 | |
Deferred revenue | | | 547 | | | | 905 | |
Income taxes payable, net | | | 197 | | | | 45 | |
| | | | | | | | |
Total current liabilities | | | 8,913 | | | | 14,434 | |
Long-term debt | | | 2,986 | | | | 2,988 | |
Deferred revenue, non-current | | | 44 | | | | 100 | |
Income taxes payable, non-current | | | 1,693 | | | | 2,034 | |
Deferred income taxes, net, non-current | | | 287 | | | | 1,461 | |
Other long-term liabilities | | | 506 | | | | 685 | |
Stockholders’ equity: | | | | | | | | |
Common stock and additional paid-in capital | | | 20,264 | | | | 22,204 | |
Accumulated other comprehensive income | | | 276 | | | | 368 | |
Retained earnings | | | 37,605 | | | | 45,456 | |
| | | | | | | | |
Total stockholders’ equity | | | 58,145 | | | | 68,028 | |
| | | | | | | | |
Total liabilities and stockholders’ equity | | $ | 72,574 | | | $ | 89,730 | |
| | | | | | | | |
* | Derived from audited financial statements. |
Google Inc.
CONSOLIDATED STATEMENTS OF INCOME
(In millions, except share amounts which are reflected in thousands and per share amounts)
| | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | | Nine Months Ended September 30, | |
| | 2011 | | | 2012 | | | 2011 | | | 2012 | |
| | (unaudited) | |
Revenues: | | | | | | | | | | | | | | | | |
Google (advertising and other) | | $ | 9,720 | | | $ | 11,526 | | | $ | 27,322 | | | $ | 33,135 | |
Motorola (hardware and other) | | | — | | | | 2,575 | | | | — | | | | 3,825 | |
| | | | | | | | | | | | | | | | |
Total revenues | | | 9,720 | | | | 14,101 | | | | 27,322 | | | | 36,960 | |
| | | | | | | | | | | | | | | | |
Costs and expenses: | | | | | | | | | | | | | | | | |
Cost of revenues - Google (advertising and other)(1) | | | 3,378 | | | | 4,440 | | | | 9,485 | | | | 12,213 | |
Cost of revenues - Motorola (hardware and other)(1) | | | — | | | | 2,114 | | | | — | | | | 3,143 | |
Research and development(1) | | | 1,404 | | | | 2,009 | | | | 3,861 | | | | 5,035 | |
Sales and marketing(1) | | | 1,204 | | | | 1,760 | | | | 3,322 | | | | 4,462 | |
General and administrative(1) | | | 676 | | | | 1,042 | | | | 1,919 | | | | 2,779 | |
Charge related to the resolution of Department of Justice investigation | | | — | | | | — | | | | 500 | | | | — | |
| | | | | | | | | | | | | | | | |
Total costs and expenses | | | 6,662 | | | | 11,365 | | | | 19,087 | | | | 27,632 | |
| | | | | | | | | | | | | | | | |
Income from operations | | | 3,058 | | | | 2,736 | | | | 8,235 | | | | 9,328 | |
Interest and other income, net | | | 302 | | | | 63 | | | | 602 | | | | 473 | |
| | | | | | | | | | | | | | | | |
Income before income taxes | | | 3,360 | | | | 2,799 | | | | 8,837 | | | | 9,801 | |
Provision for income taxes | | | 631 | | | | 623 | | | | 1,804 | | | | 1,950 | |
| | | | | | | | | | | | | | | | |
Net income | | $ | 2,729 | | | $ | 2,176 | | | $ | 7,033 | | | $ | 7,851 | |
| | | | | | | | | | | | | | | | |
Net income per share - basic | | $ | 8.44 | | | $ | 6.64 | | | $ | 21.82 | | | $ | 24.05 | |
| | | | | | | | | | | | | | | | |
Net income per share - diluted | | $ | 8.33 | | | $ | 6.53 | | | $ | 21.53 | | | $ | 23.69 | |
| | | | | | | | | | | | | | | | |
Shares used in per share calculation - basic | | | 323,155 | | | | 327,785 | | | | 322,304 | | | | 326,452 | |
| | | | | | | | | | | | | | | | |
Shares used in per share calculation - diluted | | | 327,439 | | | | 333,314 | | | | 326,619 | | | | 331,414 | |
| | | | | | | | | | | | | | | | |
| | | | |
(1) Includes stock-based compensation expense as follows: | | | | | | | | | | | | | | | | |
| | | | |
Cost of revenues - Google (advertising and other) | | $ | 72 | | | $ | 103 | | | $ | 172 | | | $ | 259 | |
Cost of revenues - Motorola (hardware and other) | | | — | | | | 8 | | | | — | | | | 13 | |
Research and development | | | 311 | | | | 378 | | | | 795 | | | | 968 | |
Sales and marketing | | | 104 | | | | 155 | | | | 256 | | | | 372 | |
General and administrative | | | 84 | | | | 118 | | | | 214 | | | | 364 | |
| | | | | | | | | | | | | | | | |
| | $ | 571 | | | $ | 762 | | | $ | 1,437 | | | $ | 1,976 | |
| | | | | | | | | | | | | | | | |
Google Inc.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions)
| | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | | Nine Months Ended September 30, | |
| | 2011 | | | 2012 | | | 2011 | | | 2012 | |
| | (unaudited) | |
Operating activities | | | | | | | | | | | | | | | | |
Net income | | $ | 2,729 | | | $ | 2,176 | | | $ | 7,033 | | | $ | 7,851 | |
Adjustments: | | | | | | | | | | | | | | | | |
Depreciation and amortization of property and equipment | | | 363 | | | | 507 | | | | 1,011 | | | | 1,358 | |
Amortization of intangible and other assets | | | 129 | | | | 321 | | | | 337 | | | | 651 | |
Stock-based compensation expense | | | 571 | | | | 762 | | | | 1,437 | | | | 1,976 | |
Excess tax benefits from stock-based award activities | | | (28 | ) | | | (58 | ) | | | (61 | ) | | | (113 | ) |
Deferred income taxes | | | 62 | | | | (168 | ) | | | 526 | | | | 23 | |
Gain on divestiture of business | | | — | | | | — | | | | — | | | | (188 | ) |
Other | | | (52 | ) | | | 32 | | | | 3 | | | | (24 | ) |
Changes in assets and liabilities, net of effects of acquisitions and divestiture: | | | | | | | | | | | | | | | | |
Accounts receivable | | | (223 | ) | | | (307 | ) | | | (247 | ) | | | (228 | ) |
Income taxes, net | | | 366 | | | | 167 | | | | 268 | | | | 1,336 | |
Inventories | | | (20 | ) | | | 18 | | | | (18 | ) | | | 188 | |
Prepaid revenue share, expenses and other assets | | | 22 | | | | (27 | ) | | | (128 | ) | | | (1,215 | ) |
Accounts payable | | | (5 | ) | | | (194 | ) | | | 72 | | | | (274 | ) |
Accrued expenses and other liabilities | | | (42 | ) | | | 727 | | | | 255 | | | | 484 | |
Accrued revenue share | | | 64 | | | | (80 | ) | | | 70 | | | | (57 | ) |
Deferred revenue | | | 14 | | | | 128 | | | | 83 | | | | 182 | |
| | | | | | | | | | | | | | | | |
Net cash provided by operating activities | | | 3,950 | | | | 4,004 | | | | 10,641 | | | | 11,950 | |
| | | | | | | | | | | | | | | | |
Investing activities | | | | | | | | | | | | | | | | |
Purchases of property and equipment | | | (680 | ) | | | (872 | ) | | | (2,487 | ) | | | (2,253 | ) |
Purchases of marketable securities | | | (22,738 | ) | | | (8,704 | ) | | | (43,693 | ) | | | (24,246 | ) |
Maturities and sales of marketable securities | | | 19,480 | | | | 7,143 | | | | 33,107 | | | | 29,800 | |
Investments in non-marketable equity securities | | | (15 | ) | | | (44 | ) | | | (358 | ) | | | (246 | ) |
Cash collateral related to securities lending | | | 1,119 | | | | (230 | ) | | | 694 | | | | (321 | ) |
Investments in reverse repurchase agreements | | | (125 | ) | | | (75 | ) | | | (395 | ) | | | 195 | |
Acquisitions, net of cash acquired and proceeds received from divestiture, and purchases of intangibles and other assets | | | (488 | ) | | | (525 | ) | | | (1,350 | ) | | | (10,471 | ) |
| | | | | | | | | | | | | | | | |
Net cash used in investing activities | | | (3,447 | ) | | | (3,307 | ) | | | (14,482 | ) | | | (7,542 | ) |
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Financing activities | | | | | | | | | | | | | | | | |
Net payments related to stock-based award activities | | | (108 | ) | | | (5 | ) | | | (20 | ) | | | (189 | ) |
Excess tax benefits from stock-based award activities | | | 28 | | | | 58 | | | | 61 | | | | 113 | |
Proceeds from issuance of debt, net of costs | | | 750 | | | | 4,374 | | | | 8,780 | | | | 12,125 | |
Repayments of debt | | | (750 | ) | | | (4,375 | ) | | | (8,054 | ) | | | (10,128 | ) |
| | | | | | | | | | | | | | | | |
Net cash provided by (used in) financing activities | | | (80 | ) | | | 52 | | | | 767 | | | | 1,921 | |
| | | | | | | | | | | | | | | | |
Effect of exchange rate changes on cash and cash equivalents | | | (113 | ) | | | 74 | | | | 74 | | | | (52 | ) |
Net increase (decrease) in cash and cash equivalents | | | 310 | | | | 823 | | | | (3,000 | ) | | | 6,277 | |
Cash and cash equivalents at beginning of period | | | 10,320 | | | | 15,437 | | | | 13,630 | | | | 9,983 | |
| | | | | | | | | | | | | | | | |
Cash and cash equivalents at end of period | | $ | 10,630 | | | $ | 16,260 | | | $ | 10,630 | | | $ | 16,260 | |
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The following table presents our consolidated revenues by revenue source (in millions, unaudited):
| | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | | Nine Months Ended September 30, | |
| | 2011 | | | 2012 | | | 2011 | | | 2012 | |
Advertising revenues: | | | | | | | | | | | | | | | | |
Google websites | | $ | 6,740 | | | $ | 7,727 | | | $ | 18,851 | | | $ | 22,581 | |
Google Network Members’ websites | | | 2,595 | | | | 3,133 | | | | 7,506 | | | | 9,029 | |
| | | | | | | | | | | | | | | | |
Total advertising revenues | | | 9,335 | | | | 10,860 | | | | 26,357 | | | | 31,610 | |
Other revenues | | | 385 | | | | 666 | | | | 965 | | | | 1,525 | |
| | | | | | | | | | | | | | | | |
Total Google revenues (advertising and other) | | | 9,720 | | | | 11,526 | | | | 27,322 | | | | 33,135 | |
| | | | | | | | | | | | | | | | |
Total Motorola revenues (hardware and other) | | | — | | | | 2,575 | | | | — | | | | 3,825 | |
| | | | | | | | | | | | | | | | |
Consolidated revenues | | $ | 9,720 | | | $ | 14,101 | | | $ | 27,322 | | | $ | 36,960 | |
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The following table presents our Google revenues, by revenue source, as a percentage of Google revenues (unaudited):
| | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | | Nine Months Ended September 30, | |
| | 2011 | | | 2012 | | | 2011 | | | 2012 | |
Advertising revenues: | | | | | | | | | | | | | | | | |
Google websites | | | 69 | % | | | 67 | % | | | 69 | % | | | 68 | % |
Google Network Members’ websites | | | 27 | % | | | 27 | % | | | 27 | % | | | 27 | % |
| | | | | | | | | | | | | | | | |
Total advertising revenues | | | 96 | % | | | 94 | % | | | 96 | % | | | 95 | % |
Other revenues | | | 4 | % | | | 6 | % | | | 4 | % | | | 5 | % |
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Google revenues | | | 100 | % | | | 100 | % | | | 100 | % | | | 100 | % |
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