Schedule I Condensed Financial Information of Parent Company | Additional Information - Financial Statement Schedule I Condensed Financial Information of Parent Company BALANCE SHEETS (U.S. dollars in thousands, except share data and per share data, or otherwise noted) As of December 31, 2014 2015 ASSETS Current assets: Cash and cash equivalents $ 95,485 $ 5,633 Restricted cash - 115,370 Term deposits 139,890 - Short-term investments 28,139 - Prepaid expenses and other current assets 3,048 18,848 Amounts due from subsidiaries 933,496 1,062,047 Amounts due from related parties 419 - Total current assets 1,200,477 1,201,898 Long-term investments 83,403 242,099 Investment in subsidiaries (192,061 ) (350,092 ) Other non-current assets 18,460 - TOTAL ASSETS $ 1,110,279 $ 1,093,905 LIABILITIES AND EQUITY Current liabilities: Short-term debt - 100,000 Accrued expenses and other current liabilities 1,614 3,135 Income tax payable 6,027 - Total current liabilities 7,641 103,135 Long-term liabilities - 53,570 Other non-current liabilities - 6,656 TOTAL LIABILITIES 7,641 163,361 Equity: Class A ordinary shares, $0.001 par value, 3,000,000,000 shares authorized,720,040,971 and 714,365,091 shares issued and outstanding as of December 31, 2014 and 2015, respectively 720 714 Class B ordinary shares, $0.001 par value, 500,000,000 shares authorized, 305,388,450 and 305,388,450 shares issued and outstanding as of December 31, 2014 and 2015, respectively 305 305 Additional paid-in capital 1,224,393 1,243,083 Accumulated deficit (130,554 ) (350,682 ) Accumulated other comprehensive income 7,774 37,124 Equity 1,102,638 930,544 TOTAL LIABILITIES AND EQUITY $ 1,110,279 $ 1,093,905 Additional Information - Financial Statement Schedule I Condensed Financial Information of Parent Company STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) INCOME (U.S. dollars in thousands, except share data and per share data, or otherwise noted) Years ended December 31, 2013 2014 2015 Selling and marketing $ 398 $ 625 $ 243 Research and development 697 1,342 780 General and administrative 14,820 24,964 28,811 Total operating expenses 15,915 26,931 29,834 Other income (loss) 574 332 (528 ) Exchange gain (loss) on offshore bank accounts 1,386 (2,314 ) (376 ) Interest income 12,508 7,059 (339 ) Realized gain on short-term investments 56,727 167,225 4,102 Impairment of short-term investments (2,098 ) - - Earnings (loss) in equity method investments 23,070 4,835 (3,516 ) Gain (loss) on disposal of equity method investments - 60,116 (534 ) Gain on deconsolidation of the subsidiaries 132,821 - Equity in loss of subsidiaries and variable interest entities (145,340 ) (149,862 ) (189,103 ) Net income (loss) $ 63,733 $ 60,460 $ (220,128 ) Other comprehensive income (loss), net of tax: Foreign currency translation 4,805 (5,039 ) (7,777 ) Net unrealized gain on available-for-sale investments, net of tax of $nil for the years ended December 31, 2012, 2013 and 2014, respectively 183,932 13,223 40,695 Transfer to statements of operations of realized gain on available-for-sale securities, net of tax of $nil for the years ended December 31, 2012, 2013 and 2014, respectively (55,768 ) (175,191 ) (3,568 ) Transfer to statements of operations as a result of other-than-temporary impairment of short-term investments, net of tax of $nil 2,098 - - Other comprehensive income (loss) $ 135,067 $ (167,007 ) $ 29,350 Comprehensive income (loss) $ 198,800 $ (106,547 ) $ (190,778 ) Additional Information - Financial Statement Schedule I STATEMENT OF CHANGES IN EQUITY (U.S. dollars in thousands, except share data and per share data, or otherwise noted) Accumulated Total Class A Class B Additional other Renren ordinary shares ordinary shares Treasury shares paid-in Subscription Accumulated comprehensive Inc.'s Shares Amount Shares Amount Shares Amount capital receivable deficit income equity Balance at January 1, 2013 729,848,742 $ 730 402,680,117 $ 403 - - $ 1,319,044 $ (229 ) $ (254,747 ) $ 39,714 $ 1,104,915 Stock-based compensation - - - - - - 16,138 - - - 16,138 Other comprehensive income - - - - - - - - - 135,067 135,067 Net income - - - - - - - - 63,733 - 63,733 Exercise of share option and restricted shares vesting 16,763,199 17 2,708,333 2 - - 4,013 - - - 4,032 Repurchase of ordinary shares (56,635,569 ) (57 ) - - - - (55,517 ) (55,574) Transfer Class B shares to Class A shares 100,000,000 100 (100,000,000 ) (100 ) - - - - - - - Bad debt provision of share subscription receivables - - - - - - - 229 - - 229 Receipt of repayment from shareholder - - - - - - 1,605 - - - 1,605 Balance at December 31, 2013 789,976,372 $ 790 305,388,450 $ 305 - - $ 1,285,283 - $ (191,014 ) $ 174,781 $ 1,270,145 Stock-based compensation - - - - - - 23,604 - - - 23,604 Other comprehensive income - - - - - - - - - (167,007 ) (167,007 ) Net income - - - - - - - - 60,460 - 60,460 Exercise of share option and restricted shares vesting 10,792,736 11 - - - - 2,748 - - - 2,759 Repurchase of ordinary shares (80,728,137 ) (81 ) - - - - (87,242 ) - - - (87,323 ) Balance at December 31, 2014 720,040,971 $ 720 305,388,450 $ 305 - - $ 1,224,393 - $ (130,554 ) $ 7,774 $ 1,102,638 Stock-based compensation - - - - - - 28,241 - - - 28,241 Other comprehensive income - - - - - - - - - 29,350 29,350 Net income - - - - - - - - (220,128 ) - (220,128 ) Exercise of share option and restricted shares vesting 5,236,230 5 - - - - 1,362 - - - 1,367 Repurchase of ordinary shares (10,912,110 ) (11 ) - - - - (10,281 ) - - - (10,292 ) Purchase of noncuntrolling Interest in Jiehun China - - - - - - 119 - - - 119 Decrease in equity interest of Wanmen - - - - - - (751 ) - - - (751 ) Balance at December 31, 714,365,091 $ 714 305,388,450 $ 305 - - $ 1,243,083 - $ (350,682 ) $ 37,124 $ 930,544 Additional Information - Financial Statement Schedule I Condensed Financial Information of Parent Company STATEMENTS OF CASH FLOWS (U.S. dollars in thousands, except share data and per share data, or otherwise noted) Years ended December 31, 2013 2014 2015 Cash flows from operating activities: Net income (loss) $ 63,733 $ 60,460 $ (220,128 ) Equity in income of subsidiaries and variable interest entities 145,340 149,862 189,103 Share-based compensation expense 11,754 22,827 24,575 Gain on deconsolidation of subsidiaries (132,821 ) - - Gain (loss) on disposal of equity method investment - (60,116 ) 534 Depreciation and amortization 267 - - Exchange (gain) loss on offshore accounts (1,386 ) 2,314 376 Impairment on short-term investments 2,098 - - Gain on short-term investments and fair value change of derivatives (56,727 ) (167,225 ) (4,102 ) (Earnings) loss in equity method investments (23,070 ) (4,835 ) 3,516 Changes in operating assets and liabilities: Prepaid expenses and other current assets (9 ) 1,770 2,796 Accrued expenses and other current liabilities 538 (444 ) (5,040 ) Other non-current liabilities - - 966 Increase in amounts due from subsidiaries (250,013 ) (512,295 ) (128,551 ) Capital distribution received from Japan Macro 19,158 25,321 - Net cash used in operating activities (221,138 ) (482,361 ) (135,955 ) Cash flows from investing activities: Restricted cash - - (15,370 ) Decrease in term deposits 158,687 250,495 139,514 Proceeds from sale of available-for-sale securities 118,958 415,528 33,416 Proceeds from sale of derivative financial instruments 959 80,861 - Proceeds from principal return on Series 2012-A Senior Secured Sofi Loan Notes 1,353 1,370 984 Proceeds from sales of equity method investment - 46,484 - Capital distribution received from equity method investees - 74,721 9,854 Dividend received from available-for-sale securities - 1,050 137 Purchase of available-for-sale securities (88,676 ) (129,407 ) - Purchase of derivative financial instruments - (90,112 ) - Purchase of equity method investments (20,000 ) (20,789 ) (172,331 ) Purchase of cost method investments - - (300 ) Cash disposed of from deconsolidation of subsidiaries (18,309 ) - - Net cash provided by (used in) investing activities 152,972 630,201 (4,096 ) Cash flows from financing activities: Repurchase of ordinary shares (55,575 ) (76,462 ) (10,292 ) Deposits for share repurchase (10,860 ) - - Proceeds from exercise of share options 2,913 2,514 1,231 Proceeds from the issuance of promissory note issued to Nuomi Inc. 60,884 - Proceeds from borrowings - - 159,260 Restricted cash from debt borrowings - - (100,000 ) Repayment of promissory note issued to Nuomi Inc. - (60,884 ) - Net cash (used in) provided by financing activities (2,638 ) (134,832 ) 50,199 Net (decrease) increase in cash and cash equivalents (70,804 ) 13,008 (89,852 ) Cash and cash equivalents at beginning of year 153,390 82,586 95,485 Effect of exchange rate changes - (109 ) - Cash and cash equivalents at end of year $ 82,586 $ 95,485 5,633 Additional Information - Financial Statement Schedule I Condensed Financial Information of Parent Company NOTES TO FINANCIAL STATEMENTS (U.S. dollars in thousands, except share data and per share data, or otherwise noted) 1. BASIS FOR PREPARATION The condensed financial information of the Parent Company has been prepared using the same accounting policies as set out in the Company's consolidated financial statements except that the Parent Company used the equity method to account for investments in its subsidiaries and VIE. The condensed financial information is provided since the restricted net assets of the Company's subsidiaries, VIE and VIE's subsidiaries were $ 350,823 2. INVESTMENTS IN SUBSIDIARIES, VIE AND VIE'S SUBSIDIARIES The Parent Company and its subsidiaries, VIEs and VIEs' subsidiaries were included in the consolidated financial statements where inter-company balances and transactions were eliminated upon consolidation. For purpose of the Parent Company's stand-alone financial statements, its investments in subsidiaries, VIEs and VIEs' subsidiaries were reported using the equity method of accounting. The Parent Company's share of loss from its subsidiaries, VIEs and VIEs' subsidiaries were reported as share of loss of subsidiaries, VIEs and VIEs' subsidiaries in the accompanying Parent Company financial statements. Ordinarily under the equity method, an investor in an equity method investee would cease to recognize its share of the losses of an investee once the carrying value of the investment has been reduced to nil absent an undertaking by the investor to provide continuing support and fund losses. For the purpose of this Schedule I, the Parent Company has continued to reflect its share, based on its proportionate interest, of the losses of subsidiaries, VIEs and VIEs' subsidiaries regardless of the carrying value of the investment even though the Parent Company is not obligated to provide continuing support or fund losses. |