Focus Media Reports Second Quarter 2009 Results

Focus Media Reports Second Quarter 2009 Results

SHANGHAI, Sept. 18 /PRNewswire-Asia/ -- Focus Media Holding Limited (NASDAQ:FMCN), China's largest digital media group, today announced its unaudited financial results for the second quarter ended June 30, 2009.

Basis of Presentation

On December 22, 2008, the Company announced that it entered into a definitive agreement with SINA Corporation ("SINA") to sell substantially all of the assets of Focus Media's digital out-of-home advertising networks, including the LCD display network, poster frame network and certain in-store networks. The transaction is subject to customary closing conditions and certain regulatory approvals described further under "Announced Merger" below. Under the terms of the agreement, upon closing, SINA will issue 47 million newly issued ordinary shares to the Company as the consideration for the acquired assets. The Company will then distribute the SINA shares to its shareholders shortly after the closing. As a result of the above transaction, these lines of business have been accounted for as discontinued operations in accordance with U.S. GAAP. The assets to be sold to SINA as a business held-for-sale in accordance with U.S. GAAP, are not depreciated or amortized nor are they subject to the same impairment analysis as assets held and used in continuing operations. Therefore, non-GAAP financial measure for the assets to be sold to SINA (which are defined as "discontinued operations" and measured at fair market value of the consideration to be paid by SINA) since the first quarter of 2009 excluded not only the non-cash share-based compensation, acquired intangible asset amortization expense resulting from acquisitions, impairment charges of goodwill, acquired intangible assets and fixed assets but also depreciation expenses of fixed assets.

Highlights for Second Quarter 2009:
-- Net revenue for continuing operations was $82.1 million, increasing 23%
from $66.7 million for the first quarter of 2009 but declining 23% from
$107.2 million for the second quarter of 2008 and surpassed the
Company's previous guidance of no less than $69.0 million.
-- Net revenue for discontinued operations was $89.2 million, a sequential
increase of 39% from $64.4 million for the first quarter of 2009 but a
decline of 15% from $104.5 million for the second quarter of 2008 and
surpassing the Company's previous guidance of no less than $81.5
million.
-- Net loss from continuing operations was $44.5 million, compared to net
loss from continuing operations of $17.7 million for the first quarter
of 2009 and net loss from continuing operations of $2.3 million for the
second quarter of 2008.
-- Non-GAAP net income from continuing operations was $2.8 million,
compared to non-GAAP net income from continuing operations of $3.2
million for the first quarter of 2009 and non-GAAP net income from
continuing operations of $7.7 million for the second quarter of 2008.
-- Net income from discontinued operations was $21.5 million, a sequential
increase of 79% from 12.0 million for the first quarter of 2009 and
compared to net loss of $33.9 million for the second quarter of 2008.
As explained in "Basis of Presentation" above, discontinued operations,
as the assets to be sold to SINA as a business held-for-sale in
accordance with U.S. GAAP, are not depreciated or amortized nor are
they subject to the same impairment analysis as assets held and used in
continuing operations. The Company historically recorded $8.8 million
of depreciation expenses of fixed assets for the fourth quarter of 2008
in discontinued operations.
-- Non-GAAP net income from discontinued operations was $25.4 million, a
sequential increase of 66% from $15.4 million for the first quarter of
2009 and compared to non-GAAP net loss of $23.0 million for the second
quarter of 2008. As explained in "Basis of Presentation" above,
discontinued operations, as the assets to be sold to SINA as a business
held-for-sale in accordance with U.S. GAAP, are not depreciated or
amortized nor are they subject to the same impairment analysis as
assets held and used in continuing operations. The Company
historically recorded $8.8 million of depreciation expenses of fixed
assets for the fourth quarter of 2008 in discontinued operations.
-- Net loss attributable to shareholders was $23.0 million or a loss of
$0.18 per fully diluted ADS, compared to net loss attributable to
shareholders of $5.7 million for the first quarter of 2009 or a loss of
$0.04 per fully diluted ADS and net income attributable to shareholders
of $36.1 million for the second quarter of 2008 or an income of $0.28
per fully diluted ADS.
-- Capital expenditures were $2.8 million, all attributable to
discontinued operations.
-- Cash earn-out payments paid for continuing operations and discontinued
operations were $19.2 million and $42.2 million respectively.

Second Quarter 2009 balance sheet results
-- Cash and cash equivalents for continuing operations were $96.2 million
as of June 30, 2009, a 27% decline from $131.9 million as of March 31,
2009.
-- Cash and cash equivalents for discontinued operations were $271.7
million as of June 30, 2009, nearly the same as the balance as of March
31, 2009.
-- Accounts receivable for continuing operations were $121.5 million as of
June 30, 2009, a slight increase of 3.6% from $117.3 million as of
March 31, 2009.
-- Accounts receivable for discontinued operations were $128.3 million as
of June 30, 2009, a slight increase of 5% from $122.1 million as of
March 31, 2009.

Second Quarter 2009 financial results

1) For Continuing operations:

Advertising revenue from the movie theater and outdoor traditional billboard network was $14.8 million in the second quarter of 2009, representing a decrease of 23% from $19.2 million for the first quarter of 2009 and a 26% decrease from $20.0 million for the second quarter of 2008.

Internet advertising service revenue was $66.7 million in the second quarter of 2009, a 42% increase from $47.1 million for the first quarter of 2009 and a decline of 12% from $76.1 million for the second quarter of 2008.

Non-GAAP gross profit for the movie theater and outdoor billboard networks for the second quarter of 2009 was $4.7 million, representing a 22% decline from $6.0 million for the first quarter of 2009 and a 11% increase from $5.3 million for the second quarter of 2008.

Non-GAAP gross profit from our Internet advertising services for the second quarter of 2009 was $10.7 million, substantially unchanged from $10.6 million for the first quarter of 2009 but a 48% decline from $20.5 million for the second quarter of 2008.

Non-GAAP operating expense for continuing operations for the second quarter of 2009 was $10.7 million, representing a 10% decline from $12.0 million for the first quarter of 2009 and a 17% decline from $12.9 million for the second quarter of 2008.

2) For Discontinued operations:

Advertising revenue from the LCD display network was $53.7 million for the second quarter of 2009, a 56% increase from $34.4 million for the first quarter of 2009 but a 12% decline from $61.0 million for the second quarter of 2008.

Advertising revenue from the in-elevator poster frame network was $26.5 million for the second quarter of 2009, a 13% increase from $23.5 million for the first quarter of 2009 but a 29% decline from $37.3 million for the second quarter of 2008.

Advertising revenue from the in-store network was $9.0 million for the second quarter of 2009, a 43% decline from $6.3 million for the first quarter of 2009 and a 45% increase from $6.2 million for the second quarter of 2008.

As of June 30, 2009, the total installed base of LCD displays in our commercial location network was 133,514 nationwide, including 128,089 displays through our directly owned networks, and 5,425 displays through our regional distributors, as compared to 131,219 as of March 31, 2009. The total number of non-digital frames available for sale on our in-elevator poster frame network was 246,095 as of June 30, 2009, as compared to 288,423 as of March 31, 2009. The decline was primarily attributable to disposal of a few subsidiaries in tier-II cities in poster frame division and continuing optimization of our network. In addition, as of June 30, 2009, we had 38,893 digital frames installed in our poster frame network. The total number of displays installed in our in-store network was 44,783 as of June 30, 2009.

Non-GAAP gross profit for the LCD display network for the second quarter of 2009 was $43.9 million, representing an 89% increase from $23.2 million for the first quarter of 2009 but a 7% decline from $47.2 million for the second quarter of 2008. As explained in "Basis of Presentation" above, discontinued operations, as the assets to be sold to SINA as a business held-for-sale in accordance with U.S. GAAP, are not depreciated or amortized nor are they subject to the same impairment analysis as assets held and used in continuing operations. The depreciation expense of fixed assets included in cost of sales for the LCD display network in the fourth quarter of 2008 was $4.8 million.

Non-GAAP gross profit for the in-elevator poster frame network for the first quarter of 2009 was $13.6 million, representing a 21% increase from $11.2 million for the first quarter of 2009 but a 43% decline from $24 million for the second quarter of 2008. As explained in "Basis of Presentation" above, discontinued operations, as the assets to be sold to SINA as a business held-for-sale in accordance with U.S. GAAP, are not depreciated or amortized nor are they subject to the same impairment analysis as assets held and used in continuing operations. The depreciation expense of fixed assets included in cost of sales for the in-elevator poster frame network in the fourth quarter of 2008 was $1.8 million.

Non-GAAP gross profit for the in-store network for the second quarter of 2009 was $3.1 million, representing a 35% increase from $2.3 million for the first quarter of 2009 and compared to gross loss of $2.7 million for the second quarter of 2008. As explained in "Basis of Presentation" above, discontinued operations, as the assets to be sold to SINA as a business held-for-sale in accordance with U.S. GAAP, are not depreciated or amortized nor are they subject to the same impairment analysis as assets held and used in continuing operations. The depreciation expense of fixed assets included in cost of sales for the in-store network in the fourth quarter of 2008 was $1.7 million.

Non-GAAP operating expense for discontinued operations for the second quarter of 2009 was $31.9 million, representing a 43% increase from $22.3 million for the first quarter of 2009 and a 64% increase from $19.5 million for the second quarter of 2008. As explained in "Basis of Presentation" above, discontinued operations, as the assets to be sold to SINA as a business held-for-sale in accordance with U.S. GAAP, are not depreciated or amortized nor are they subject to the same impairment analysis as assets held and used in continuing operations. The depreciation expense of fixed assets included in operating expense for discontinued operations in the fourth quarter of 2008 was $0.5 million.

The Company historically recorded $8.8 million of depreciation expenses of fixed assets for the fourth quarter of 2008 in discontinued operations.

Business Outlook for Third Quarter 2009

The Company provides the following guidance with respect to the third quarter ending September 30, 2009:

Net revenues from continuing operations are expected to be between $46 million and $47 million;

Net revenues from discontinued operations are expected to be between $80 million and $81.5 million.

Announced Merger

On December 22, 2008, the Company announced that it entered into a definitive agreement with SINA Corporation ("SINA") to sell substantially all of the assets of Focus Media's digital out-of-home advertising networks, including the LCD display network, poster frame network and certain in-store network. The transaction is subject to customary closing conditions and certain regulatory approvals. Currently, the transaction is still undergoing anti-trust review by the Department of Commerce of China. If the anti-trust approval is not received by the end of September 2009, several options will be evaluated between both parties, including an extension of the closing deadline for this transaction and altering the deal structure. Under the terms of the agreement, upon closing, SINA will issue 47 million newly issued ordinary shares to the Company as consideration for the acquired assets. The Company will then distribute the SINA shares to its shareholders shortly after the closing.

Planned restructuring in continuing operations

We plan to restructure continuing operations and dispose part of subsidiaries in our Internet division and traditional outdoor billboard network division in the third quarter of 2009.

2009 Annual General Meeting of Shareholders

The Company announced that it is scheduled to hold its annual general meeting of shareholders of 2009 on December 21, 2009.

USE OF NON-GAAP FINANCIAL MEASURES

In addition to Focus Media's consolidated financial results under GAAP, the Company also provides non-GAAP financial measures, including non-GAAP gross profit, non-GAAP operating expenses, non-GAAP net income and non-GAAP earnings per fully diluted ADS, all excluding non-cash share-based compensation, acquired intangible asset amortization expense resulting from acquisitions, impairment charges of goodwill, acquired intangible assets and fixed assets. The Company believes that these non-GAAP financial measures provide investors with another method for assessing Focus Media's operating results in a manner that is focused on the performance of its ongoing operations. Readers are cautioned not to view non-GAAP results on a stand-alone basis or as a substitute for results under GAAP, or as being comparable to results reported or forecasted by other companies, and should refer to the reconciliation of GAAP results with non-GAAP results in the attached financial information. The Company believes that both management and investors benefit from referring to these non-GAAP financial measures in assessing the performance of Focus Media and when planning and forecasting future periods. The Company computes its non-GAAP financial measures using the same consistent method from quarter to quarter. The accompanying tables have more details on the GAAP financial measures that are most directly comparable to non-GAAP financial measures and the related reconciliation between these financial measures.

Focus Media Holding Ltd.
Reconciliation of GAAP to non-GAAP/non-GAAP
(U.S. Dollar in thousands, except percentages,
share and per-share data)
(Unaudited)

1) Reconciliation of GAAP gross profit and net income to non-GAAP gross
profit and net income for continuing operations.

Three months ended June 30, 2009
non-
GAAP (1) (2) (3) (4) GAAP
Net revenue
Movie Theater & Outdoor
Billboard network 14,762 14,762
Internet advertising 66,724 66,724
Others 642 642
Total 82,128 82,128

Cost of sales
Movie Theater & Outdoor
Billboard network 10,912 -- (868) -- -- 10,044
Internet advertising 60,696 -- (1,565) (3,115) -- 56,016
Others 338 -- (6) -- -- 332
Total 71,946 -- (2,439) (3,115) -- 66,392

Gross profit
Movie Theater & Outdoor
Billboard network 3,850 -- 868 -- -- 4,718
Internet advertising 6,028 -- 1,565 3,115 -- 10,708
Others 304 -- 6 -- -- 310
Total 10,182 -- 2,439 3,115 -- 15,736

Operating expense 49,917 (8,038) (1,841) (29,332) -- 10,706

Operating income (loss) (39,735) 8,038 4,280 32,447 -- 5,030

Net income (loss) from
continuing operations (44,467) 8,038 4,280 32,447 2,528 2,826

(1). Share-based compensation.
(2). Amortization of acquired intangible assets.
(3). Impairment charges of goodwill and other long-lived assets.
(4). Write-off of receivables from ex-shareholders of disposed business

Three months ended March 31, 2009
non-
GAAP (1) (2) (3) (4) GAAP
Net revenue
Movie Theater & Outdoor
Billboard network 19,211 19,211
Internet advertising 47,129 47,129
Others 354 354
Total 66,694 66,694

Cost of sales
Movie Theater & Outdoor
Billboard network 14,164 -- (972) -- -- 13,192
Internet advertising 38,143 -- (1,564) -- -- 36,579
Others 323 -- (14) -- -- 309
Total 52,630 -- (2,550) -- -- 50,080

Gross profit
Movie Theater & Outdoor
Billboard network 5,047 -- 972 -- -- 6,019
Internet advertising 8,986 -- 1,564 -- -- 10,550
Others 31 -- 14 -- -- 45
Total 14,064 -- 2,550 -- -- 16,614

Operating expense 30,439 (4,754) (1,912) (9,271) (2,466) 12,036

Operating income (loss) (16,375) 4,754 4,462 9,271 2,466 4,578

Net income (loss) from
continuing operations (17,741) 4,754 4,462 9,271 2,466 3,212

(1). Share-based compensation.
(2). Amortization of acquired intangible assets.
(3). Impairment charges of goodwill
(4). One-off charges from expensing IPO expenditures as a result of
termination of IPO process of Allyes.

Three months ended June 30, 2008
GAAP (1) (2) non-GAAP
Net revenue
Movie Theater & Outdoor
Billboard network 19,994 19,994
Internet advertising 76,082 76,082
Others 11,163 11,163
Total 107,239 107,239

Cost of sales
Movie Theater & Outdoor
Billboard network 15,624 -- (960) 14,664
Internet advertising 57,659 -- (2,044) 55,615
Others 9,302 -- (891) 8,411
Total 82,585 -- (3,895) 78,690

Gross profit
Movie Theater & Outdoor
Billboard network 4,370 -- 960 5,330
Internet advertising 18,423 -- 2,044 20,467
Others 1,861 -- 891 2,752
Total 24,654 -- 3,895 28,549

Operating expense 19,062 (3,871) (2,248) 12,943

Operating income (loss) 5,592 3,871 6,143 15,606

Net income (loss) from
continuing operations (2,281) 3,871 6,143 7,733

(1). Share-based compensation
(2). Amortization of acquired intangible assets

2) Reconciliation of GAAP gross profit and net income to non-GAAP gross
profit and net income for discontinued operations.

Three months ended June 30, 2009
GAAP (1) (2) non-GAAP
Net revenue
LCD display network 53,701 53,701
Poster Frame network 26,501 26,501
In-store network 8,967 8,967
Others -- --
Total 89,169 89,169

Cost of sales
LCD display network 10,507 (667) 9,840
Poster Frame network 12,858 -- 12,858
In-store network 5,832 -- 5,832
Others -- -- --

Total 29,197 (667) 28,530

Gross profit
LCD display network 43,194 667 43,861
Poster Frame network 13,643 -- 13,643
In-store network 3,135 -- 3,135
Others -- -- --
Total 59,972 667 60,639

Operating expense 33,868 (1,991) 31,877

Operating income (loss)
from discontinued
operations 26,104 2,658 28,762

Net income (loss) from
discontinued operations 21,496 2,658 1,212 25,366

(1). Share-based compensation
(2). Loss from disposal of two previously acquired subsidiaries.

Three months ended March 31, 2009
GAAP Share-based non-GAAP
compensation
Net revenue
LCD display network 34,432 34,432
Poster Frame network 23,538 23,538
In-store network 6,344 6,344
Others 39 39
Total 64,353 64,353

Cost of sales
LCD display network 11,521 (246) 11,275
Poster Frame network 12,345 -- 12,345
In-store network 4,052 -- 4,052
Others -- -- --
Total 27,918 (246) 27,672

Gross profit
LCD display network 22,911 246 23,157
Poster Frame network 11,193 -- 11,193
In-store network 2,292 -- 2,292
Others 39 -- 39
Total 36,435 246 36,681

Operating expense 25,368 (3,105) 22,263

Operating income (loss)
from discontinued
operations 11,067 3,351 14,418

Net income (loss) from
discontinued operations 12,048 3,351 15,399

Three months ended June 30, 2008
GAAP (1) (2) non-GAAP
Net revenue
LCD display network 61,015 61,015
Poster Frame network 37,284 37,284
In-store network 6,204 6,204
Others (1) (1)
Total 104,502 104,502

Cost of sales
LCD display network 15,154 (420) (929) 13,805
Poster Frame network 15,666 -- (2,348) 13,318
In-store network 8,889 -- -- 8,889
Others 77 -- (2) 75
Total 39,786 (420) (3,279) 36,087

Gross profit (loss)
LCD display network 45,860 420 929 47,209
Poster Frame network 21,617 -- 2,348 23,965
In-store network (2,685) -- -- (2,685)
Others (76) -- 2 (74)
Total 64,716 420 3,279 68,415

Operating expense 26,594 (6,130) (1,006) 19,458

Operating income (loss)
from discontinued
operations 38,122 6,550 4,285 48,957

Net income (loss) from
discontinued operations (33,851) 6,550 4,285 (23,016)

(1). Stock-based compensation
(2). Amortization of acquired intangible assets

CONFERENCE CALL

The Company will host a conference call to discuss the second quarter 2009 results at 9:00 p.m. U.S. Eastern Time on September 20, 2009 (6:00 p.m. U.S. Pacific Time on September 20, 2009 and 9:00 a.m. Beijing/Hong Kong Time on September 21, 2009). The dial-in details for the live conference call are set forth below: U.S. Toll Free Number +1-866-271-6130, Hong Kong dial-in number +852-3002-1672, International dial-in number +1-617-213-8894; Pass code: 96432802.

A replay of the call will be available from September 20, 2009 11:00 p.m. until September 27, 2009 (U.S. Eastern Time). The dial-in details for the replay are set forth below: U.S. Toll Free Number +1-888-286-8010, International dial-in number +1-617-801-6888; Pass code 36821287. Additionally, a live and archived web cast of this call will be available on the Focus Media web site at http://ir.focusmedia.cn/ .

SAFE HARBOR: FORWARD-LOOKING STATEMENTS

This press release includes statements that may constitute forward-looking statements made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates" and similar statements. Focus Media may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission on forms 20-F and 6-K., in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about Focus Media's beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. A number of important factors could cause actual results to differ materially from those contained in any forward- looking statement. Potential risks and uncertainties include, but are not limited to, risks outlined in Focus Media's filings with the U.S. Securities and Exchange Commission, including its registration statements on Form F-1, F- 3, F-6 and 20-F, in each case as amended. Focus Media does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

This release is not an offer of securities for sale in the United States. Securities may not be offered or sold in the United States absent registration or an exemption from registration. Any public offering of securities to be made in the United States will be made by means of a prospectus that may be obtained from the issuer or selling security holder and that will contain detailed information about the company and management, as well as financial statements.

ABOUT FOCUS MEDIA HOLDING LIMITED

Focus Media Holding Limited (NASDAQ:FMCN) is China's leading multi-platform digital media company, operating the largest out-of-home advertising network in China using audiovisual digital displays, based on the number of locations and number of flat-panel television displays in our network. Through Focus Media's multi-platform digital advertising network, the company reaches urban consumers at strategic locations and point-of-interests over a number of media formats, including audiovisual television displays in buildings and stores, advertising poster frames and other new and innovative media, such as outdoor light-emitting diode or LED digital billboard and Internet advertising platforms. As of June 30, 2009, Focus Media's digital out-of-home advertising network had approximately 128,000 LCD display and digital frames in its commercial location network and approximately 285,000 advertising in-elevator poster and digital frames, installed in over 90 cities throughout China, and approximately 130 outdoor LED billboard displays in Shanghai and Beijing. For more information about Focus Media, please visit our website at http://ir.focusmedia.cn/ .

Focus Media Holding Limited
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(U.S. Dollars in Thousands)

2009-6-30 2009-3-31
ASSETS
Current assets
Cash and cash equivalents 96,186 131,918
Accounts receivable, net 121,544 117,250
Inventories 35 34
Prepaid expenses and other current assets 13,537 15,048
Deposit paid for acquisition of
subsidiaries 21,859 28,734
Amount due from related parties 7,638 5,603
Rental deposits 9,115 10,029
Assets held for sale-current 475,531 470,413
Total current assets 745,445 779,029
Rental deposits 114 119
Equipment, net 5,438 5,752
Acquired intangible assets, net 63,631 73,243
Goodwill 35,507 32,820
Other long term assets 7,080 8,931
Assets held for sale-non current 615,751 610,919
Total assets 1,472,966 1,510,813

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Accounts payable 68,676 64,254
Accrued expenses and other current
liabilities 71,242 66,115
Income taxes payable 12,939 10,909
Amount due to related parties 14,491 12,020
Liabilities held for sale-current 108,086 143,426
Total current liabilities 275,434 296,724
Liabilities held for sale-non current 1,853 1,741
Deferred tax liabilities 10,146 11,578
Total liabilities 287,433 310,043

Shareholders' equity
Ordinary shares 32 32
Additional paid in capital 1,678,667 1,668,081
Retained earnings (deficit) (562,632) (539,662)
Accumulated other comprehensive income 67,751 70,194
Total shareholders' equity 1,183,818 1,198,645
Noncontrolling interest 1,715 2,125
Total equity 1,185,533 1,200,770
Total liabilities and shareholders' equity 1,472,966 1,510,813

Focus Media Holding Limited
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(U.S. Dollar in thousands, except Earning per ADS and ADS data)

Three months ended
2009-6-30 2009-3-31 2008-6-30
Revenues
Movie Theater & Outdoor
Billboard network 15,030 19,846 20,727
Internet advertising 68,956 48,940 78,815
Others 669 370 12,322
Total gross revenues 84,655 69,156 111,864
Business Tax 2,527 2,462 4,625
Net revenue 82,128 66,694 107,239

Cost of revenues
Movie Theater & Outdoor
Billboard network 10,044 13,040 14,664
Internet advertising 59,131 36,579 55,615
Others 332 461 8,411
Amortization of acquired
intangible assets 2,439 2,550 3,895
Total cost of revenues 71,946 52,630 82,585

Gross profit 10,182 14,064 24,654

Operating expenses
General and administrative 13,233 14,051 10,014
Selling and marketing 9,236 8,023 9,185
Impairment loss 29,332 9,271 -
Other operating income (1,884) (906) (137)
Total operating expenses 49,917 30,439 19,062

Operating income (loss) (39,735) (16,375) 5,592
Non-operating expenses (income) 2,319 (416) (979)
Income (loss) from continuing
operations before income taxes (42,054) (15,959) 6,571
Provision from income taxes (2,203) (1,713) (3,270)
Net Income (loss) from continuing
operations (44,257) (17,672) 3,301
Net Income from discontinued
operations, net of tax 21,509 11,998 33,830

Net Income (loss) (22,748) (5,674) 37,131
Less:
Net income(loss) attributable to
noncontrolling interest 223 19 999
Net Income (loss) attributable
to Focus Media Holding Limited (22,971) (5,693) 36,132

Income (Loss) per ADS from continuing
operations
-basic (0.34) (0.13) 0.02
-diluted (0.34) (0.13) 0.02

Income per ADS from discontinued
operation
-basic 0.17 0.09 0.26
-diluted 0.17 0.09 0.26

Income (loss) per ADS-basic & diluted
-basic (0.18) (0.04) 0.28
-diluted (0.18) (0.04) 0.28

Shares used in calculating basic
income/(loss) per ADS 129,223,942 129,218,960 128,339,961
Shares used in calculating diluted
income/(loss) per ADS 129,282,527 129,218,960 130,776,141

FOCUS MEDIA HOLDING LIMITED
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASHFLOWS
(U.S. Dollar in thousands)

Three months ended
2009-6-30 2009-3-31 2008-6-30

Operating activities:
Net loss (22,748) (5,674) 37,131
Adjustments to reconcile net income/
(loss) to net cash provided by
operating activities:
Bad debt provision 11,240 7,280 2,018
Share-based compensation 10,586 8,105 10,421
Depreciation and amortization 671 493 7,081
Amortization of acquired intangible
assets 4,280 4,462 10,428
Changes in assets and liabilities, net
of effects of acquisitions (11,433) 1,254 (19,533)
Realized gain on disposal of
available-for-sale securities -- (103) --
Investment income from an equity method
investee -- (51) --
(Gain)/loss on disposal of subsidiaries 115 (240) --
Gain on earn out payment renegotiation 1052 (1,052) --
Impairment provisions for goodwill,
acquired intangible assets and
fixed assets 33,938 9,271 (2,267)
Loss on disposal of equipment 113 117 --
Net cash provided by operating
activities 27,814 23,862 45,279

Investing activities:
Purchase of equipment and other long
term assets (2,787) (6,026) (29,947)
Purchase of subsidiaries, net of cash
acquired (61,446) (6,353) (19,155)
Deposits paid to acquire subsidiaries -- -- (11,694)
Disposal of subsidiaries -- (584) --
Purchase of a short-term investment -- (29,257) --
Sales (purchase) of available-for-sale
securities (146) -- 82,428
Proceeds received from disposal of
fixed assets 195 -- --
Proceeds from sale of
available-for-sale securities -- 688 --
Net cash used in investing activities (64,184) (41,532) 21,632

Financing activities:
Proceeds from issuance of ordinary
shares, net of issuance costs 143 2,843
Repayment of short-term debts -- (370)
Net cash provided by/(used in)
financing activities -- 143 2,843
Effect of exchange rate changes 672 (1,807) (3,837)

Net (decrease) increase in cash and
cash equivalents (35,698) (19,334) 65,547
Cash and cash equivalents, beginning
of period 403,582 422,916 295,968

Cash and cash equivalents, end of
period 367,884 403,582 361,515

Supplemental disclosure of cash flow
information:
Income taxes paid 3,728 4,853 7,156

Supplemental disclosure of non-cash
investing activity:
Acquisition of subsidiaries:
Value of ordinary share consideration -- -- 71,927
Accounts payable 1,842 73,147 17,401

Source: Focus Media Holding Limited

CONTACT: Investors and Media, Jing Lu of Focus Media Holding Limited,
+86-21-2216-4155, ir@focusmedia.cn

Web site: http://ir.focusmedia.cn/

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