Fang Announces Second Quarter 2018 Results

BEIJING, Aug. 28, 2018 /PRNewswire/ -- Fang Holdings Limited (NYSE: SFUN) ("Fang" or "we"), the leading real estate Internet portal in China, today announced its unaudited financial results for the second quarter ended June 30, 2018.

Second Quarter 2018 Highlights

    --  Total revenues were $74.4 million, a decrease of 32.4% from the
        corresponding period in 2017.
    --  Operating income was $16.7 million. Non-GAAP operating income was $20.8
        million.
    --  Net loss attributable to Fang's shareholders was $26.6 million, which
        was primarily due to the change in fair value of equity securities of
        $80.3 million in accordance with new accounting pronouncement, and the
        income tax benefits of $38.3 million related to the effect of change in
        fair value of equity securities and the reversal of previously recorded
        ASC 740 (FIN 48) income tax and interest liability. Fully diluted loss
        per ADS was $0.06.
    --  Non-GAAP net income attributable to Fang's shareholders was $55.9
        million. Non-GAAP fully diluted income per ADS was $0.13. A description
        of the adjustments from GAAP net loss to non-GAAP net income
        attributable to Fang's shareholders and fully diluted income per ADS is
        detailed in the Reconciliation Statement following this press release.
    --  Adjusted EBITDA was $27.4 million. A description of the adjustments from
        GAAP net loss to Adjusted EBITDA is detailed in the Reconciliation
        Statement following this press release.

First Half 2018 Highlights

    --  Total revenues were $137.2 million, a decrease of 37.6% from the
        corresponding period in 2017.
    --  Operating income was $12.8 million. Non-GAAP operating income was $21.4
        million.
    --  Net loss attributable to Fang's shareholders was $71.4 million, which
        was primarily due to the change in fair value of equity securities of
        $122.6 million in accordance with new accounting pronouncement, and the
        income tax benefits of $42.5 million related to the effect of change in
        fair value of equity securities and the reversal of previously recorded
        ASC 740 (FIN 48) income tax and interest liability. Fully diluted loss
        per ADS was $0.16.
    --  Non-GAAP net income attributable to Fang's shareholders was $57.6
        million. Non-GAAP fully diluted income per ADS was $0.13. A description
        of the adjustments from GAAP net loss to non-GAAP net income
        attributable to Fang's shareholders and fully diluted income per ADS is
        detailed in the Reconciliation Statement following this press release.
    --  Adjusted EBITDA was $34.5 million. A description of the adjustments from
        GAAP net loss to Adjusted EBITDA is detailed in the Reconciliation
        Statement following this press release.

"Fang's technology-driven open platform is speeding up its offerings of upgraded products and services to real estate companies and professionals as well as home buyers and sellers," said Vincent Mo, Chairman and CEO of Fang.com. "We aim to serve and empower our clients and recover our market share sustainably."

Second Quarter 2018 Results

Revenues

Fang reported total revenues of $74.4 million in the second quarter of 2018, a 32.4% decrease from $110.1 million in the corresponding period of 2017, primarily due to the decline in e-commerce services revenue.

Revenue from listing services was $33.2 million in the second quarter of 2018, a decrease of 21.7% from $42.3 million in the corresponding period of 2017, caused by the decreased number of paying members.

Revenue from marketing services was $25.1 million in the second quarter of 2018, a decrease of 28.3% from $35.0 million in the corresponding period of 2017, primarily due to slowdown in the real estate market and the continued impacts of tightening policies.

Revenue from value-added services was $8.4 million in the second quarter of 2018, an increase of 17.9% from $7.1 million in the corresponding period of 2017, primarily due to a rising demand for our database and research services.

Revenue from Internet financial services was $6.0 million in the second quarter of 2018, an increase of 121.8% from $2.7 million in the corresponding period of 2017, driven by increased demand for products on our diversified loan platform.

Revenue from e-commerce services was $1.7 million in the second quarter of 2018, a decrease of 92.4% from $22.9 million in the corresponding period of 2017. The decline was primarily due to Fang's transformation back to a technology-driven open platform model.

Cost of Revenue

Cost of revenue was $8.1 million in the second quarter of 2018, a decrease of 83.4% from $48.7 million in the corresponding period of 2017. The decrease in cost of revenue was mainly caused by the optimization in our cost structure under the technology-driven open platform model, and the reversal of $9.2 million of previously recorded ASC450 business tax and interest liability.

Operating Expense

Operating expenses were $49.6 million in the second quarter of 2018, a decrease of 26.4% from $67.4 million in the corresponding period of 2017.

Selling expenses were $19.0 million in the second quarter of 2018, a decrease of 17.7% from $23.1 million for the corresponding period of 2017, primarily due to the decrease in advertising and promotional expenses.

General and administrative expenses were $33.8 million in the second quarter of 2018, a decrease of 22.5% from $43.6 million for the corresponding period of 2017, primarily due to the effective cost control.

Operating Income

Operating income was $16.7 million in the second quarter of 2018, compared to operating loss of $6.1 million in the corresponding period of 2017, primarily attributable to the downsized e-commerce services and effective cost control.

Change in fair value of equity securities

Change in fair value of equity securities for the second quarter of 2018 was $80.3 million. The amount represents changes in fair value of equity securities in accordance with FASB ASU 2016-01, which became effective on January 1, 2018.

Income Tax Benefits

Income tax benefits were $38.3 million in the second quarter of 2018, compared to income tax benefits of $0.6 million in the corresponding period of 2017, primarily due to the effect of change in fair value of equity securities and the reversal of previously recorded ASC 740 (FIN 48) income tax and interest liability.

Net Loss and EPS

Net loss attributable to Fang's shareholders was $26.6 million in the second quarter of 2018, compared to net loss of $2.1 million in the corresponding period of 2017, which is caused by change in fair value of equity securities. Loss per fully-diluted ordinary share and ADS were $0.30 and $0.06 in the second quarter of 2018, compared to loss of $0.024 and $0.005, respectively, in the corresponding period of 2017.

Adjusted EBITDA

Adjusted EBITDA, defined as non-GAAP net income before income taxes, interest expenses, interest income, depreciation and amortization, was $27.4 million in the second quarter of 2018, compared to $1.3 million in the corresponding period of 2017.

Cash

As of June 30, 2018, Fang had cash and cash equivalents, restricted cash (current and non-current) and short-term investments of $481.8 million, compared to $547.1 million as of December 31, 2017. Net cash generated from operating activities was $41.3 million in the second quarter of 2018, compared to cash flow generated from operating activities of $23.1 million in the same period of 2017.

First Half 2018 Results

Revenues

Fang reported total revenues of $137.2 million for the first half of 2018, representing a decrease of 37.6% from $219.9 million for the corresponding period in 2017, primarily due to the decline of e-commerce services.

Revenue from listing services was $59.9 million for the first half of 2018, a decrease of 21.6% from $76.4 million for the corresponding period in 2017, caused by the decreased number of paying members.

Revenue from marketing services was $42.4 million for the first half of 2018, a decrease of 32.0% from $62.4 million for the corresponding period in 2017, primarily due to slowdown in the real estate market and the continued impacts of tightening policies.

Revenue from value-added services was $15.0 million for the first half of 2018, an increase of 11.4% from $13.4 million in the corresponding period in 2017, primarily due to a rising demand for our database and research services.

Revenue from internet financial services was $11.0 million for the first half of 2018, an increase of 123.2% from $4.9 million for the corresponding period in 2017, driven by increased demand for products on our diversified loan platform.

Revenue from e-commerce services was $8.9 million for the first half of 2018, an 85.8% decrease from $62.8 million for the same period in 2017. The decline was primarily due to Fang's transformation back to a technology-driven open platform model.

Cost of Revenue

Cost of revenue was $28.4 million for the first half of 2018, a decrease of 74.1% from $109.5 million for the corresponding period in 2017. The decrease in cost of revenue was mainly caused by the optimization in our cost structure under the technology-driven open platform model, and the reversal of $9.2 million of previously recorded ASC450 business tax and interest liability.

Operating Expenses

Operating expenses were $96.1 million for the first half of 2018, a decrease of 21.6% from $122.6 million for the corresponding period in 2017.

Selling expenses were $34.7 million for the first half of 2018, a decrease of 25.4% from $46.5 million for the corresponding period in 2017, primarily due to the decrease in advertising and promotional expenses.

General and administrative expenses were $64.6 million for the first half of 2018, a decrease of 13.9% from $75.0 million for the corresponding period in 2017, primarily due to the effective cost control measures.

Operating Loss/Income

Operating income was $12.8 million for the first half of 2018, compared to operating loss of $12.2 million for the corresponding period in 2017, primarily due to the downsized e-commerce services and effective cost control.

Change in fair value of equity securities

Change in fair value of equity securities for the first half of 2018 was $122.6 million. The amount represents changes in fair value of equity securities in accordance with FASB ASU 2016-01, which became effective on January 1, 2018.

Income Tax Benefits/Expenses

Income tax benefits was $42.5 million for the first half of 2018, compared to income tax expenses of $4.3 million for the corresponding period in 2017, primarily due to the effect of change in fair value of equity securities and the reversal of previously recorded ASC 740 (FIN 48) tax and interest liability.

Net Loss and EPS

Net loss attributable to Fang's shareholders was $71.4 million for the first half of 2018, compared to net loss attributable to Fang's shareholders $14.1 million for the corresponding period in 2017, which is caused by change in fair value of equity securities. Loss per fully diluted ordinary share and ADS were $0.80 and $0.16, respectively, for the first half of 2018, compared to loss per fully diluted ordinary share and ADS of $0.16 and $0.03, respectively, for the corresponding period in 2017.

Cash

As of June 30, 2018, Fang had cash and cash equivalents, restricted cash (current and non-current) and short-term investments of $481.8 million, compared to $547.1 million as of December 31, 2017. Net cash generated from operating activities was $34.3 million in the first half of 2018, compared to net cash generated from operating activities of $12.1 million for the same period in 2017.

Business Outlook

Based on current market conditions and current operations, Fang will increase the expenditure on marketing and promotion, Fang's non-GAAP net income is expected to be profitable for the fiscal year ending December 31, 2018. These estimates represent management's current and preliminary view, which are subject to change.

Change of Board Members

Fang has appointed Mr. Shaohua Zhang, founder and managing director of Beijing Beyondal Electric Co., Ltd., as an independent director and member of the audit committee of the Board. Mr. Minqiang Bi has recently resigned from the Board due to personal reasons. Fang thanks Mr. Bi for his efforts and contributions to the company.

About Non-GAAP Financial Measures

To supplement Fang's consolidated financial results presented in accordance with United States Generally Accepted Accounting Principles ("GAAP"), Fang uses in this press release the following measures defined as non-GAAP financial measures by the United States Securities and Exchange Commission: (1) non-GAAP operating (loss)/income, (2) non-GAAP net (loss)/income and (3) non-GAAP basic and diluted (loss)/earnings per ordinary share and per ADS (4) adjusted EBITDA. The presentation of the non-GAAP financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. For more information on these non-GAAP financial measures, please see the table captioned "Reconciliation of GAAP and non-GAAP Results" set forth at the end of this press release.

Fang believes that these non-GAAP measures help identify underlying trends in Fang's business that could otherwise be distorted by the effect of the change in fair value of equity securities, and the expenses and gains that Fang includes in income from operations and net income. Fang believes that these non-GAAP measures provide useful information about its operating results, enhance the overall understanding of its past performance and future prospects and allow for greater visibility with respect to key metrics used by Fang's management in its financial and operational decision-making. A limitation of using these non-GAAP financial measures is that share-based compensation, investment income, change in fair value of equity securities, interest income and expenses, income tax expenses, and depreciation expenses have been and will continue to be a significant recurring item that will continue to exist in Fang's business for the foreseeable future. Management compensates for these limitations by providing specific information regarding the GAAP amounts excluded from each non-GAAP measure. The accompanying tables have more details on the reconciliation between non-GAAP financial measures and their most directly comparable GAAP financial measures.

New accounting pronouncements

The new revenue recognition standard (ASU No. 2014-09 'Revenue from Contracts with Customers') was released in 2014 and becomes effective for Fang with effect from January 1, 2018. Fang has elected to adopt the new standard (ASC 606 - 'Revenue from Contracts with Customers') using cumulative effect method for all contracts that are not completed contracts at the date of initial application. Under this transition method, the new standard is applied from January 1, 2018 without restatement of comparative period amounts. The cumulative effect of initially applying the new standard is reflected as an adjustment to opening retained earnings as of January 1, 2018 in the amount of $0.3 million.

In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, which is an amendment which addresses certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. This guidance includes the requirement that equity investments that do not result in consolidation and are not accounted for under the equity method be measured at fair value with changes in the fair value recognized in net income. An entity may choose to measure equity investments that do not have readily determinable fair values at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment. Fang adopted this standard from the quarter beginning January 1, 2018, and Fang recognized a cumulative-effect adjustment to retained earnings of $163.8 million as of January 1, 2018 for the after-tax unrealized gains of available-for-sale equity securities previously recognized in accumulated other comprehensive income.

Conference Call Information

Fang's management team will host a conference call on the same day at 8:00 AM U.S. EST (8:00 PM Beijing/Hong Kong time). The dial-in details for the live conference call are:


    International Toll:                                  +65 67135090

    Local Toll:

    United States                          +1 845-675-0437 /+1
                                           866-519-4004

    Hong Kong                              +852 3018-6771 /+852
                                           800-906-601

    Mainland China                         +86 400-620-8038 /+86
                                           800-819-0121

    Passcode:                             SFUN

A telephone replay of the call will be available after the conclusion of the conference call from 11:00 ET on August 28, 2018 through 9:59 ET September 5, 2018. The dial-in details for the telephone replay are:


    International Toll:                   +61 2-8199-0299

    Toll-Free:

    United States                          +1 855-452-5696 /+1
                                           646-254-3697

    Hong Kong                              +852 800-963-117 /+852
                                           3051-2780

    Mainland China                         +86 400-602-2065 /+86
                                           800-870-0205

    Conference ID:                                         5587239

A live and archived webcast of the conference call will be available on Fang's website at http://ir.fang.com.

About Fang

Fang operates the leading real estate Internet portal in China in terms of the number of page views and visitors to its websites. Through its websites, Fang provides e-commerce, marketing, listing, financial and other value-added services for China's fast-growing real estate and home furnishing and improvement sectors. Its user-friendly websites support active online communities and networks of users seeking information on, and other value-added services for, the real estate and home furnishing and improvement sectors in China. Fang currently maintains about 100 offices to focus on local market needs and its website and database contains real estate related content covering more than 651 cities in China. For more information about Fang, please visit http://ir.fang.com.

Safe Harbor Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995.

These forward-looking statements can be identified by terminology such as "will," "expects," "is expected to," "anticipates," "aim," "future," "intends," "plans," "believes," "are likely to," "estimates," "may," "should" and similar expressions, and include, without limitation, statements regarding Fang's future financial performance, revenue guidance, growth and growth rates, market position and continued business transformation. Such statements are based upon management's current expectations and current market and operating conditions, and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond Fang's control, which may cause its actual results, performance or achievements to differ materially from those in the forward-looking statements. Potential risks and uncertainties include, without limitation, the impact of Fang's transformation back to a technology-driven Internet platform and the impact of current and future government policies affecting China's real estate market. Further information regarding these and other risks, uncertainties or factors is included in Fang's filings with the U.S. Securities and Exchange Commission. Fang does not undertake any obligation to update any forward-looking statement as a result of new information, future events or otherwise, except as required under law. For investor and media inquiries, please contact:

Dr. Hua Lei
CFO
Phone: +86-10-5631-8661
Email: leihua@fang.com

Ms. Jessie Yang
Investor Relations Director
Phone: +86-10-5631-8805
Email: jessieyang@fang.com


                                                                                              Fang Holdings Limited

                                                                                      Condensed Consolidated Balance Sheets

                                                                      (in thousands of U.S. dollars, except share data and per share data)


    ASSETS                                                                                                                                         June 30,            December 31,

                                                                                                                                                 2018           2017

    Current assets:                         (Unaudited)                                                                                    (Audited)

                                            Cash and cash equivalents                                                                           183,085        228,276

                                            Restricted cash, current                                                                            220,225        223,002

                                            Short-term investments                                                                               39,854         55,801

                                            Accounts receivable, net                                                                             65,605         66,884

                                            Funds receivable                                                                                      7,411          6,264

                                            Prepayment and other current assets                                                                  31,248         32,704

                                            Commitment deposits                                                                                     198          5,876

                                            Loan receivable, current                                                                            158,625        129,438

                                            Amount due from related parties                                                                         613            167
                                                                                                                                                  ---            ---

    Total current assets                                                                                                                      706,864        748,412

    Non-current assets:

                                            Property and equipment, net                                                                         767,209        622,145

                                            Prepaid land lease payments                                                                          34,839         35,728

                                            Loan receivable, non-current                                                                         12,300         14,674

                                            Deferred tax assets, non-current                                                                      7,394          7,602

                                            Restricted cash, non-current portion                                                                 38,600         39,982

                                            Deposit for non-current assets                                                                        6,416         58,722

                                            Long-term investments                                                                               340,203        470,964

                                            Other non-current assets                                                                              1,030          2,026
                                                                                                                                                -----          -----

    Total non-current assets                                                                                                                1,207,991      1,251,843
                                                                                                                                            ---------      ---------

    Total assets                                                                                                                            1,914,855      2,000,255
                                                                                                                                            =========      =========


    LIABILITIES AND SHAREHOLDERS' EQUITY

    Current liabilities:

                                            Short-term loans                                                                                    273,065        236,985

                                            Deferred revenue                                                                                    193,746        168,884

                                            Accrued expenses and other liabilities                                                              121,101        158,799

                                            Customers' refundable fees                                                                           12,653          7,070

                                            Income tax payable                                                                                    4,019          4,374

                                            Convertible senior notes                                                                              5,700          5,700

    Total current liabilities                                                                                                                 610,284        581,812

    Non-current liabilities:

                                            Long-term loans                                                                                      70,674        114,109

                                            Convertible senior notes                                                                            292,210        291,365

                                            Deferred tax liabilities, non-current                                                                94,778        126,641

                                            Other non-current liabilities                                                                       175,418        146,053
                                                                                                                                              -------        -------

    Total non-current liabilities                                                                                                             633,080        678,168
                                                                                                                                              -------        -------

    Total Liabilities                                                                                                                       1,243,364      1,259,980
                                                                                                                                            =========      =========


    Equity:

                                            Class A ordinary shares, par value Hong Kong Dollar ("HK$") 1                                         9,238          9,204
                                            per share, 600,000,000 shares authorized for Class A and Class
                                            B in aggregate, issued shares as of June 30, 2018 and
                                            December 31,

                                            2017: 71,775,286 and 71,425,120; outstanding shares as of
                                            June 30, 2018 and December 31,

                                            2017: 64,649,429 and 64,360,062

                                            Class B ordinary shares, par value HK$1 per share, 600,000,000                                        3,124          3,124
                                            shares authorized for Class A and Class B in aggregate, and
                                            24,336,650 shares and 24,336,650 shares issued and
                                            outstanding as at June 30, 2018 and December 31, 2017
                                            respectively

                                            Treasure stock                                                                                    (136,615)     (136,615)

                                            Additional paid-in capital                                                                          512,035        500,666

                                            Accumulated other comprehensive income                                                             (35,237)       137,630

                                            Retained earnings                                                                                   318,253        225,574
                                                                                                                                              -------        -------

    Total Fang Holdings Limited shareholders' equity                                                                                          670,798        739,583
                                                                                                                                              -------        -------

                                            Non-controlling interests                                                                               693            692
                                                                                                                                                  ---            ---

    Total equity                                                                                                                              671,491        740,275
                                                                                                                                              -------        -------

    TOTAL LIABILITIES AND EQUITY                                                                                                            1,914,855      2,000,255
                                                                                                                                            =========      =========


                                                                                                       Fang Holdings Limited

                                                                                     Condensed Consolidated Statements of Comprehensive Income

                                                                                (in thousands of U.S. dollars, except share data and per share data)


                                                                                                                                   Three months ended          Six months ended

                                                                                                                                        June 30,                   June 30,                June 30,                  June 30,

                                                                                                                                                        2018                        2017                    2018                       2017

                                                                                                                                      (Unaudited)                (Unaudited)             (Unaudited)               (Unaudited)

    Revenues:

      Listing services                                                                                                                                33,159                      42,343                  59,897                     76,386

      Marketing services                                                                                                                              25,105                      35,035                  42,431                     62,370

      Value-added services                                                                                                                             8,424                       7,148                  14,970                     13,436

      Financial services                                                                                                                               5,992                       2,702                  11,045                      4,949

      E-commerce services                                                                                                                              1,727                      22,865                   8,895                     62,755

    Total revenues                                                                                                                                    74,407                     110,093                 137,238                    219,896


    Cost of Revenues:

      Cost of services                                                                                                                               (8,112)                   (48,728)               (28,354)                 (109,454)

    Total Cost of Revenues                                                                                                                           (8,112)                   (48,728)               (28,354)                 (109,454)


    Gross Profit                                                                                                                                      66,295                      61,365                 108,884                    110,442


    Operating expenses and income:

      Selling expenses                                                                                                                              (19,030)                   (23,099)               (34,652)                  (46,510)

      General and administrative expenses                                                                                                           (33,849)                   (43,624)               (64,589)                  (75,007)

      Other income/(loss)                                                                                                                              3,299                       (704)                  3,159                    (1,107)

    Operating Income (loss)                                                                                                                           16,715                     (6,062)                 12,802                   (12,182)

      Foreign exchange gain                                                                                                                                4                           1                       1                        214

      Other-than-temporary impairment on                                                                                                                   -                    (1,817)                                          (2,768)
    available-for-sale securities
                                                                                                                                                                                                           -

      Interest income                                                                                                                                  2,226                       2,714                   4,871                      5,438

      Interest expense                                                                                                                               (5,615)                    (4,400)               (11,100)                   (8,241)

      Investment income                                                                                                                                1,950                       5,985                   2,052                      5,985

      Government grants                                                                                                                                  283                         932                     498                      1,699

      Other non-operating loss                                                                                                                          (95)                                             (465)

                                                                                                                                                             -                                                   -

      Change in fair value of equity securities                                                                                                     (80,326)                                         (122,569)                         -

                                                                                                                                                             -

    Loss before income taxes and                                                                                                                    (64,858)                    (2,647)              (113,910)                   (9,855)
    non-controlling interests

    Income tax expenses

      Income tax expenses                                                                                                                             38,292                         553                  42,468                    (4,256)

    Net loss                                                                                                                                        (26,566)                    (2,094)               (71,442)                  (14,111)

      Net loss attributable to noncontrolling                                                                                                            (1)                        (1)                    (1)                       (1)
    interests

    Net loss attributable to Fang Holdings                                                                                                          (26,565)                    (2,093)               (71,441)                  (14,110)
    Limited shareholders

    Other comprehensive income (loss), net of tax

      Foreign currency Translation                                                                                                                  (51,272)                     16,459                 (9,484)                    19,578

      Amounts reclassified from accumulated                                                                                                                                   (1,674)                      -                   (1,674)
      other comprehensive income
                                                                                                                                                           -

      Unrealized gain on available-for-sale                                                                                                                                    84,611                       -                    85,124
      security
                                                                                                                                                           -

    Loss (income) on intra-entity foreign                                                                                                              (860)                      (171)                    402                      (171)
      transactions of long-term-investment
      nature

    Total other comprehensive loss (income),                                                                                                        (52,132)                     99,225                 (9,082)                   102,857
    net of tax

    Comprehensive income loss (income)                                                                                                              (78,698)                     97,131                (80,524)                    88,746

    Loss per share for Class A and Class B ordinary shares

      Basic                                                                                                                                           (0.30)                     (0.02)                 (0.80)                    (0.16)

      Diluted                                                                                                                                         (0.30)                     (0.02)                 (0.80)                    (0.16)

    Loss per ADS

      Basic                                                                                                                                           (0.06)                    (0.005)                 (0.16)                    (0.03)

      Diluted                                                                                                                                         (0.06)                    (0.005)                 (0.16)                    (0.03)

    Weighted average number of Class A and Class B ordinary shares outstanding:

      Basic                                                                                                                                       88,851,842                  88,437,943              88,809,904                 88,398,683

      Diluted                                                                                                                                     88,851,842                  88,437,943              88,809,904                 88,398,683

    Weighted average number of ADSs outstanding:

      Basic                                                                                                                                      444,259,212                 442,189,713             444,049,519                441,993,416

      Diluted                                                                                                                                    444,259,212                 442,189,713             444,049,519                441,993,416


                                                                                                     Fang Holdings Limited

                                                                                          Reconciliation of GAAP and Non-GAAP Results

                                                                              (in thousands of U.S. dollars, except share data and per share data)


                                                                                                                                                          Three months ended                      Six months ended

                                                                                                    June 30,                                                            June 30,              June 30,                   June 30,

                                                                                                                                                               2018                    2017                       2018                  2017

                                                    GAAP income/(loss) from operations                                                                         16,715                 (6,062)                    12,802              (12,182)

                                                    Share-based compensation expense                                                                            4,068                   2,233                      8,567                 3,772

                                                    Non-GAAP income/(loss) from operations                                                                     20,783                 (3,839)                    21,369               (8,410)


                                                    GAAP net loss                                                                                            (26,566)                (2,094)                  (71,442)             (14,111)

                                                    Share-based compensation expense                                                                            4,068                   2,233                      8,567                 3,772

                                                    Investment income                                                                                         (1,950)                (5,985)                   (2,052)              (5,985)

                                                    Change in fair value of equity securities                                                                  80,326                       -                   122,569                     -

                                                    Non-GAAP net income/(loss)                                                                                 55,878                 (5,846)                    57,642              (16,324)


                                                    Net loss attributable to Fang shareholders                                                               (26,565)                (2,093)                  (71,441)             (14,110)

                                                    Share-based compensation expense                                                                            4,068                   2,233                      8,567                 3,772

                                                    Investment income                                                                                         (1,950)                (5,985)                   (2,052)              (5,985)

                                                    Change in fair value of equity securities                                                                  80,326                       -                   122,569                     -

                                                    Non-GAAP net Income/(loss) attributable to                                                                 55,879                 (5,845)                    57,643              (16,323)
                                                    Fang Holdings Limited shareholders


      GAAP earnings per share for Class A and Class
    B ordinary shares:

                                                    Basic                                                                                                      (0.30)                 (0.02)                    (0.80)               (0.16)

                                                    Diluted                                                                                                    (0.30)                 (0.02)                    (0.80)               (0.16)

    GAAP earnings per ADS:

                                                    Basic                                                                                                      (0.06)                (0.005)                    (0.16)               (0.03)

                                                    Diluted                                                                                                    (0.06)                (0.005)                    (0.16)               (0.03)

     Non-GAAP earnings per share for Class A and
    Class B ordinary shares:

                                                    Basic                                                                                                        0.63                  (0.07)                      0.65                (0.18)

                                                    Diluted                                                                                                      0.63                  (0.07)                      0.65                (0.18)

      Non-GAAP earnings per ADS:

                                                    Basic                                                                                                        0.13                  (0.01)                      0.13                (0.04)

                                                    Diluted                                                                                                      0.13                  (0.01)                      0.13                (0.04)

      Weighted average number of Class A and Class
    B ordinary shares outstanding:

                                                    Basic                                                                                                  88,851,842              88,437,943                 88,809,904            88,398,683

                                                    Diluted                                                                                                88,851,842              88,437,943                 88,809,904            88,398,683

    Weighted average number of ADSs outstanding:

                                                    Basic                                                                                                 444,259,212             442,189,713                444,049,519           441,993,416

                                                    Diluted                                                                                               444,259,212             442,189,713                444,049,519           441,993,416


                                                    GAAP Net loss                                                                                            (26,566)                (2,094)                  (71,442)             (14,111)

    Add back:

    Share-based compensation expense                                                                                                                          4,068                   2,233                      8,567                 3,772

    Change in fair value of equity securities                                                                                                      80,326                       -               122,569

                                                    Interest expense                                                                                            5,615                   4,400                     11,100                 8,241

                                                    Depreciation expenses                                                                                       6,404                   6,055                     13,107                11,612

    Subtract:

    Investment income                                                                                                                                       (1,950)                (5,985)                   (2,052)              (5,985)

                                                    Interest income                                                                                           (2,226)                (2,714)                   (4,871)              (5,438)

                                                    Income tax (benefits)/expenses                                                                           (38,292)                  (553)                  (42,468)                4,256

                                                    Adjusted EBITDA                                                                                            27,379                   1,342                     34,510                 2,347

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SOURCE Fang Holdings Limited