Renren Inc. (NYSE:RENN) Memo - University of Virginia...Renren Inc. Tel: (86 10) 8448 1818 ext 1300...

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Name: Grong Wang College/School: CLAS Year: 2015 Important Company Financial Data Share Price: 6.32 52wk Range: 3.21 - 24.00 Volume: 13,547,332 Avg Vol (3m): 11,581,200 Market Cap: 2.49B P/E (ttm): 46.13 Net revenues Online advertising IVAS Total net revenues Cost of revenues Gross profit December 31, December 31, 2010 2011 $ 32,003 $ 59,613 44,532 58,354 76,535 117,967 (16,624) (26,233) 59,911 91,734 Thesis Point In long term, Renren Inc. is going to face fierce competition from Pengyou.com, and Renren’s market share is projected to decline. Renren, unlike Facebook whose service covers all age groups, has a very concentrated user group of college students and young adults, and experiences consistent user fluctuation For students who have graduated from college, and stepped into their respective careers, Renren gradually loses its appeal, and alternative websites, such Weibo.com and Kaixin001.com, are more popular among this user group due to their professionalism. Therefore, despite its annual gain of 30 million user accounts in 2011, due to its fluctuation rate, its online user number and daily unique visitor number still stayed at a similar level. Because of this, Renren, unlike Facebook whose user viscosity persists after students graduate, is more vulnerable against competitions than Facebook. Pengyou.com, a social network service(SNS) website run by Tencent Holdings Ltd, whose QQ client active user number reaches 721 million, is going to threaten Renren’s core SNS business. In China, QQ, an instant message service, is the pivot of Chinese social relationship and online communication. In 2011 Q4, its simultaneous online user accounts reached 152.7 million at one time, almost 1/3 of all 513 million Chinese Internet user number. QQ account penetration exceeded 90% in China. Due to its high velocity, and comprehensive monopolistic coverage, QQ-backed services have a dazing record of overpassing once-popular opponents by direct integration into its QQ client, and Tencent also has a successful history of running SNS product. Its QQ Space, a SNS service Tencent provides, has already reached 521 million user account in 2011 Q4. Tecnent newly founded Pengyou.com focused on a very similar user group with Renren Inc. - the college students, and therefore came into direct competition with Renren.com. However, Pengyou.com has two advantages over Renren: (1) the transition from QQ client to Pengyou.com is seamless. As long as one has a QQ account, he/she can have a Pengyou.com. But Renren needs consistent active effort for the acquisition of new users. (2) Due to the comprehensive coverage of QQ and its consequent interpersonal relationship data, in Renren Inc. (NYSE:RENN) Memo

Transcript of Renren Inc. (NYSE:RENN) Memo - University of Virginia...Renren Inc. Tel: (86 10) 8448 1818 ext 1300...

Page 1: Renren Inc. (NYSE:RENN) Memo - University of Virginia...Renren Inc. Tel: (86 10) 8448 1818 ext 1300 Email: ir@renren-inc.com Caroline Straathof IR Inside Tel: (the Netherlands) +31

Name:  Grong  Wang College/School:  CLAS Year:  2015

Important  Company  Financial  DataShare Price: 6.3252wk Range: 3.21 - 24.00Volume: 13,547,332

Avg Vol (3m): 11,581,200Market Cap: 2.49BP/E (ttm): 46.13

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 Renren's beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: our goals and strategies; our future business development, financial condition and results of operations; the expected growth of the social networking site market in China; our expectations regarding demand for and market acceptance of our services; our expectations regarding the retention and strengthening of our relationships with key advertisers and customers; our plans to enhance user experience, infrastructure and service offerings; competition in our industry in China; and relevant government policies and regulations relating to our industry. Further information regarding these and other risks is included in our filings with the SEC. All information provided in this press release and in the attachments is as of the date of this press release, and Renren does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

About Non-GAAP Financial Measures

To supplement Renren's consolidated financial results presented in accordance with United States Generally Accepted Accounting Principles ("GAAP"), Renren uses "adjusted net income (loss)" which is defined as "a non-GAAP financial measure" by the SEC, in evaluating its business. We define adjusted net income (loss) as income (loss) from continuing operations excluding share-based compensation expenses, change in fair value of warrants, amortization of intangible assets and impairment of intangible assets. We present adjusted net income (loss) because it is used by our management to evaluate our operating performance. We also believe that this non-GAAP financial measure provide useful information to investors and others in understanding and evaluating our consolidated results of operations in the same manner as our management and in comparing financial results across accounting periods and to those of our peer companies.

The presentation of this non-GAAP financial measure is not intended to be considered in isolation from, 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 non-GAAP results of operations measure to the comparable GAAP financial measure" at the end of this release.

For more information, please contact:

Sam Lawn Investor Relations Director Renren Inc. Tel: (86 10) 8448 1818 ext 1300 Email: [email protected]

Caroline Straathof IR Inside Tel: (the Netherlands) +31 6 5462 4301 Tel: (China): +86 136 9310 5055 Email: [email protected]

RENREN INC. CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (Amounts in US dollars, in thousands, except shares,per shares, ADS, and per ADS data)

For the Three Months Ended For the Twelve Months Ended December 31, September 30, December 31, December 31, December 31, 2010 2011 2011 2010 2011

Net revenues Online advertising $ 9,003 $ 19,635 $ 14,974 $ 32,003 $ 59,613 IVAS 11,894 14,579 17,832 44,532 58,354 Total net revenues 20,897 34,214 32,806 76,535 117,967

Cost of revenues (4,222) (6,701) (9,688) (16,624) (26,233)

Gross profit 16,675 27,513 23,118 59,911 91,734

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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 Renren's beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: our goals and strategies; our future business development, financial condition and results of operations; the expected growth of the social networking site market in China; our expectations regarding demand for and market acceptance of our services; our expectations regarding the retention and strengthening of our relationships with key advertisers and customers; our plans to enhance user experience, infrastructure and service offerings; competition in our industry in China; and relevant government policies and regulations relating to our industry. Further information regarding these and other risks is included in our filings with the SEC. All information provided in this press release and in the attachments is as of the date of this press release, and Renren does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

About Non-GAAP Financial Measures

To supplement Renren's consolidated financial results presented in accordance with United States Generally Accepted Accounting Principles ("GAAP"), Renren uses "adjusted net income (loss)" which is defined as "a non-GAAP financial measure" by the SEC, in evaluating its business. We define adjusted net income (loss) as income (loss) from continuing operations excluding share-based compensation expenses, change in fair value of warrants, amortization of intangible assets and impairment of intangible assets. We present adjusted net income (loss) because it is used by our management to evaluate our operating performance. We also believe that this non-GAAP financial measure provide useful information to investors and others in understanding and evaluating our consolidated results of operations in the same manner as our management and in comparing financial results across accounting periods and to those of our peer companies.

The presentation of this non-GAAP financial measure is not intended to be considered in isolation from, 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 non-GAAP results of operations measure to the comparable GAAP financial measure" at the end of this release.

For more information, please contact:

Sam Lawn Investor Relations Director Renren Inc. Tel: (86 10) 8448 1818 ext 1300 Email: [email protected]

Caroline Straathof IR Inside Tel: (the Netherlands) +31 6 5462 4301 Tel: (China): +86 136 9310 5055 Email: [email protected]

RENREN INC. CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (Amounts in US dollars, in thousands, except shares,per shares, ADS, and per ADS data)

For the Three Months Ended For the Twelve Months Ended December 31, September 30, December 31, December 31, December 31, 2010 2011 2011 2010 2011

Net revenues Online advertising $ 9,003 $ 19,635 $ 14,974 $ 32,003 $ 59,613 IVAS 11,894 14,579 17,832 44,532 58,354 Total net revenues 20,897 34,214 32,806 76,535 117,967

Cost of revenues (4,222) (6,701) (9,688) (16,624) (26,233)

Gross profit 16,675 27,513 23,118 59,911 91,734

Page 5/8

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 Renren's beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: our goals and strategies; our future business development, financial condition and results of operations; the expected growth of the social networking site market in China; our expectations regarding demand for and market acceptance of our services; our expectations regarding the retention and strengthening of our relationships with key advertisers and customers; our plans to enhance user experience, infrastructure and service offerings; competition in our industry in China; and relevant government policies and regulations relating to our industry. Further information regarding these and other risks is included in our filings with the SEC. All information provided in this press release and in the attachments is as of the date of this press release, and Renren does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

About Non-GAAP Financial Measures

To supplement Renren's consolidated financial results presented in accordance with United States Generally Accepted Accounting Principles ("GAAP"), Renren uses "adjusted net income (loss)" which is defined as "a non-GAAP financial measure" by the SEC, in evaluating its business. We define adjusted net income (loss) as income (loss) from continuing operations excluding share-based compensation expenses, change in fair value of warrants, amortization of intangible assets and impairment of intangible assets. We present adjusted net income (loss) because it is used by our management to evaluate our operating performance. We also believe that this non-GAAP financial measure provide useful information to investors and others in understanding and evaluating our consolidated results of operations in the same manner as our management and in comparing financial results across accounting periods and to those of our peer companies.

The presentation of this non-GAAP financial measure is not intended to be considered in isolation from, 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 non-GAAP results of operations measure to the comparable GAAP financial measure" at the end of this release.

For more information, please contact:

Sam Lawn Investor Relations Director Renren Inc. Tel: (86 10) 8448 1818 ext 1300 Email: [email protected]

Caroline Straathof IR Inside Tel: (the Netherlands) +31 6 5462 4301 Tel: (China): +86 136 9310 5055 Email: [email protected]

RENREN INC. CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (Amounts in US dollars, in thousands, except shares,per shares, ADS, and per ADS data)

For the Three Months Ended For the Twelve Months Ended December 31, September 30, December 31, December 31, December 31, 2010 2011 2011 2010 2011

Net revenues Online advertising $ 9,003 $ 19,635 $ 14,974 $ 32,003 $ 59,613 IVAS 11,894 14,579 17,832 44,532 58,354 Total net revenues 20,897 34,214 32,806 76,535 117,967

Cost of revenues (4,222) (6,701) (9,688) (16,624) (26,233)

Gross profit 16,675 27,513 23,118 59,911 91,734

Page 5/8

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 Renren's beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: our goals and strategies; our future business development, financial condition and results of operations; the expected growth of the social networking site market in China; our expectations regarding demand for and market acceptance of our services; our expectations regarding the retention and strengthening of our relationships with key advertisers and customers; our plans to enhance user experience, infrastructure and service offerings; competition in our industry in China; and relevant government policies and regulations relating to our industry. Further information regarding these and other risks is included in our filings with the SEC. All information provided in this press release and in the attachments is as of the date of this press release, and Renren does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

About Non-GAAP Financial Measures

To supplement Renren's consolidated financial results presented in accordance with United States Generally Accepted Accounting Principles ("GAAP"), Renren uses "adjusted net income (loss)" which is defined as "a non-GAAP financial measure" by the SEC, in evaluating its business. We define adjusted net income (loss) as income (loss) from continuing operations excluding share-based compensation expenses, change in fair value of warrants, amortization of intangible assets and impairment of intangible assets. We present adjusted net income (loss) because it is used by our management to evaluate our operating performance. We also believe that this non-GAAP financial measure provide useful information to investors and others in understanding and evaluating our consolidated results of operations in the same manner as our management and in comparing financial results across accounting periods and to those of our peer companies.

The presentation of this non-GAAP financial measure is not intended to be considered in isolation from, 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 non-GAAP results of operations measure to the comparable GAAP financial measure" at the end of this release.

For more information, please contact:

Sam Lawn Investor Relations Director Renren Inc. Tel: (86 10) 8448 1818 ext 1300 Email: [email protected]

Caroline Straathof IR Inside Tel: (the Netherlands) +31 6 5462 4301 Tel: (China): +86 136 9310 5055 Email: [email protected]

RENREN INC. CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (Amounts in US dollars, in thousands, except shares,per shares, ADS, and per ADS data)

For the Three Months Ended For the Twelve Months Ended December 31, September 30, December 31, December 31, December 31, 2010 2011 2011 2010 2011

Net revenues Online advertising $ 9,003 $ 19,635 $ 14,974 $ 32,003 $ 59,613 IVAS 11,894 14,579 17,832 44,532 58,354 Total net revenues 20,897 34,214 32,806 76,535 117,967

Cost of revenues (4,222) (6,701) (9,688) (16,624) (26,233)

Gross profit 16,675 27,513 23,118 59,911 91,734

Page 5/8

Thesis PointIn long term, Renren Inc. is going to face fierce competition from Pengyou.com, and Renren’s market share is projected to decline.• Renren, unlike Facebook whose service covers all age groups, has a very concentrated user group of

college students and young adults, and experiences consistent user fluctuation• For students who have graduated from college, and stepped into their respective careers,

Renren gradually loses its appeal, and alternative websites, such Weibo.com and Kaixin001.com, are more popular among this user group due to their professionalism.

• Therefore, despite its annual gain of 30 million user accounts in 2011, due to its fluctuation rate, its online user number and daily unique visitor number still stayed at a similar level.

• Because of this, Renren, unlike Facebook whose user viscosity persists after students graduate, is more vulnerable against competitions than Facebook.

• Pengyou.com, a social network service(SNS) website run by Tencent Holdings Ltd, whose QQ client active user number reaches 721 million, is going to threaten Renren’s core SNS business.

• In China, QQ, an instant message service, is the pivot of Chinese social relationship and online communication. In 2011 Q4, its simultaneous online user accounts reached 152.7 million at one time, almost 1/3 of all 513 million Chinese Internet user number. QQ account penetration exceeded 90% in China.

• Due to its high velocity, and comprehensive monopolistic coverage, QQ-backed services have a dazing record of overpassing once-popular opponents by direct integration into its QQ client, and Tencent also has a successful history of running SNS product. Its QQ Space, a SNS service Tencent provides, has already reached 521 million user account in 2011 Q4.

• Tecnent newly founded Pengyou.com focused on a very similar user group with Renren Inc. - the college students, and therefore came into direct competition with Renren.com.

• However, Pengyou.com has two advantages over Renren: (1) the transition from QQ client to Pengyou.com is seamless. As long as one has a QQ account, he/she can have a Pengyou.com. But Renren needs consistent active effort for the acquisition of new users. (2) Due to the comprehensive coverage of QQ and its consequent interpersonal relationship data, in

Renren Inc. (NYSE:RENN) Memo

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Pengyou.com, the user-tailored service is much more accurate than Renren.com.•As data manifested, in the past half a year, Pengyou.com has already demonstrated a trend of overpassing Renren.com in a short term: In 2011 Q4, Pengyou.com active user accounts have already reached 202.4

million, increasing 82.7% from a year ago, while in 2011 Q4, Renren.com only had 147 million active accounts. And according to Google Trend, Pengyou.com’s daily unique visitors number already exceeded Renren.com in June 2011.

• Therefore, it is reasonable to predict that in the next three years as Pengyou.com continued to expand, the independent visits of Renren.com will decline, and its net revenue is going to decline as well.

Renren Inc. is going to continue to suffer consistent loss in the coming year due to its investment into Nuomi.com and 56.com.• Nuomi.com, a social commerce website owned by Renren Inc., is going to require consistent

considerable investment from Renren Inc., while producing enlarging loss to the company.• At the moment in Chinese social commerce industry, due to its low barrier of entry and fierce

competition, no single website stays profitable, but all of industry players require massive funds input. As to Nuomi.com, its net loss in 2011 Q4 was 9.1 million, in comparison to 7.4 million net loss in Q3, and 24.3 million net loss in 2011.

• Despite the increasing loss of Nuomi.com, Nuomi.com’s visit rate of the industry fell from 7.1% in July 2011 to 6.0% December 2011, ranking only number sixth in the industry.

• It is plain that Nuomi.com will seriously impact the profitability of Renren Inc., but according to its CEO, Joseph Chen, Renren clearly had no intention of shed this liability.

• 56.com, an online video website acquired by Renren Inc. last October, is going to require consistent investment like Nuomi.com, and is not going to generate concrete revenue due to the fierce competition in China online video website industry, and its negligent marketshare.

• In 2011 Q4, 1/3 of Renren Inc. 9.7 million revenue cost was estimated due to investment in 56.com, while the revenue generated by 56.com is negligent.

• However, China’s online video industry has already entered a phase where the industry was dominated by three giant service providers, and where user loyalty matters. While 56.com was ranked only 8th in the industry only enjoying 7.75% of market share where the leading three players have combined 73.63% market share, no matter how much Renren invested into 56.com, the chance that this video website will contribute substantial revenue to the company is slim.

Renren is overvalued, and the pressure of its stock price is going to increase in the coming year.• Renren Inc. is predicted to pose future loss in the at least coming three quarters due to its high operation

cost. Although it gained a profit of 44 million in 2011 Q4, the profit was mainly due to a one-time sale of the share of eLong Inc. in Q4, and excluding this gain, its Q4 net revenue was 6.6 million, in comparison to 1.3 million the previous quarter, when it has not acquired 56.com. Due to the consistent investment required for 56.com and Nuomi.com, its profitability in the coming year is very slim.

• That its price stayed at a relatively high position at the moment is due to market’s idealization about the SNS industry with Facebook’s success. But Renren Inc. is not Facebook, due to its low barrier against competition, and much lower profitability.

• Therefore, Renren’s stock is overpriced at the moment with a high P/E at close to 50, and I predict it will go down to around 5.50 dollar in the coming year.

Renren Inc. (NYSE:RENN) Memo

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MispercepCon

Renren Inc. is often described as the Chinese version of Facebook, and therefore its valuation is usually based on the that of Facebook. However, Renren Inc and Facebook have several major differences:• Renren Inc.’s user group focused on college students, while Facebook has a comprehensive coverage

over every single social and age group. Hence, the user fluctuation rate of Renren Inc. is much larger than that of Facebook. Therefore, when Facebook can defend itself against other SNS’s competition such as Google+, Renren Inc. is relatively more vulnerable, especially against a resourceful competitor like Tencent.

• Renren’s profitability is no comparison to Facebook. It still has not found a reliable profitability model, while Facebook has already attained numerous profit from its advertisement platform.

• While Facebook focused on social network service, Renren Inc. attempted to expand to several fields such as online video industry and social commerce industry. However, both fields are going to significantly reduce its profitability, and become its greatest liability.

MispercepCon

Renren Inc. is often described as the Chinese version of Facebook, and therefore its valuation is usually based on the that of Facebook. However, Renren Inc and Facebook have several major differences:• Renren Inc.’s user group focused on college students, while Facebook has a comprehensive coverage

over every single social and age group. Hence, the user fluctuation rate of Renren Inc. is much larger than that of Facebook. Therefore, when Facebook can defend itself against other SNS’s competition such as Google+, Renren Inc. is relatively more vulnerable, especially against a resourceful competitor like Tencent.

• Renren’s profitability is no comparison to Facebook. It still has not found a reliable profitability model, while Facebook has already attained numerous profit from its advertisement platform.

• While Facebook focused on social network service, Renren Inc. attempted to expand to several fields such as online video industry and social commerce industry. However, both fields are going to significantly reduce its profitability, and become its greatest liability.

MispercepCon

Renren Inc. is often described as the Chinese version of Facebook, and therefore its valuation is usually based on the that of Facebook. However, Renren Inc and Facebook have several major differences:• Renren Inc.’s user group focused on college students, while Facebook has a comprehensive coverage

over every single social and age group. Hence, the user fluctuation rate of Renren Inc. is much larger than that of Facebook. Therefore, when Facebook can defend itself against other SNS’s competition such as Google+, Renren Inc. is relatively more vulnerable, especially against a resourceful competitor like Tencent.

• Renren’s profitability is no comparison to Facebook. It still has not found a reliable profitability model, while Facebook has already attained numerous profit from its advertisement platform.

• While Facebook focused on social network service, Renren Inc. attempted to expand to several fields such as online video industry and social commerce industry. However, both fields are going to significantly reduce its profitability, and become its greatest liability.

VAR

Users’ comment on Renren.com (All translated from Chinese)

• “I don’t have feeling about Renren any more... Friend circle started to be rigid. I can’t find many people who are older than me now.”

• “All the people who requested to add me as friends are kids, but they don’t have much social value to me any more.”

• “... people are limited to students, at most college students ...”• “I don’t particularly like here ... many shared articles here appeared to be boring to me ... ”•

VAR

Users’ comment on Renren.com (All translated from Chinese)

• “I don’t have feeling about Renren any more... Friend circle started to be rigid. I can’t find many people who are older than me now.”

• “All the people who requested to add me as friends are kids, but they don’t have much social value to me any more.”

• “... people are limited to students, at most college students ...”• “I don’t particularly like here ... many shared articles here appeared to be boring to me ... ”•

VAR

Users’ comment on Renren.com (All translated from Chinese)

• “I don’t have feeling about Renren any more... Friend circle started to be rigid. I can’t find many people who are older than me now.”

• “All the people who requested to add me as friends are kids, but they don’t have much social value to me any more.”

• “... people are limited to students, at most college students ...”• “I don’t particularly like here ... many shared articles here appeared to be boring to me ... ”•

How  It  Plays  OutRenren’s stock price to some extent relies on news about Facebook IPO. Therefore, it will reach its peak before Facebook IPO, and then goes down. I predict that the stock price will exceed 7.50 dollar by that time, and then fall back to around 5.50 dollar.

How  It  Plays  OutRenren’s stock price to some extent relies on news about Facebook IPO. Therefore, it will reach its peak before Facebook IPO, and then goes down. I predict that the stock price will exceed 7.50 dollar by that time, and then fall back to around 5.50 dollar.

How  It  Plays  OutRenren’s stock price to some extent relies on news about Facebook IPO. Therefore, it will reach its peak before Facebook IPO, and then goes down. I predict that the stock price will exceed 7.50 dollar by that time, and then fall back to around 5.50 dollar.

Risks  /  What  Signs  Would  Indicate  We  Are  Wrong?• Massive negative news about Facebook which will beat the momentum of increase of Renren Inc.• The Renren.com found a new business model for its revenue.• Tencent’s Pengyou.com shifts its focus on the core group of Renren.com• Nuomi.com and 56.com start to contribute net income for the company• Renren found a new way to retain users after their entry to professional careers•

Risks  /  What  Signs  Would  Indicate  We  Are  Wrong?• Massive negative news about Facebook which will beat the momentum of increase of Renren Inc.• The Renren.com found a new business model for its revenue.• Tencent’s Pengyou.com shifts its focus on the core group of Renren.com• Nuomi.com and 56.com start to contribute net income for the company• Renren found a new way to retain users after their entry to professional careers•

Risks  /  What  Signs  Would  Indicate  We  Are  Wrong?• Massive negative news about Facebook which will beat the momentum of increase of Renren Inc.• The Renren.com found a new business model for its revenue.• Tencent’s Pengyou.com shifts its focus on the core group of Renren.com• Nuomi.com and 56.com start to contribute net income for the company• Renren found a new way to retain users after their entry to professional careers•Signposts  /  Follow-­‐Up

Ø Nuomi.com  and  56.com’s  profitabilityØ Pengyou.com’s  user  growthØ Renren.com’s  independent  visitor’s  number

Signposts  /  Follow-­‐Up

Ø Nuomi.com  and  56.com’s  profitabilityØ Pengyou.com’s  user  growthØ Renren.com’s  independent  visitor’s  number

Company  DescripConRenren  Inc.  (Renren)  is  a  social  networking  Internet  plaBorm  in  China.  Renren  generates  revenues  from  online  adverEsing  and  Internet  value-­‐added  services  (IVAS)..  Renren’s  plaBorm  includes:  Renren.com,  Game.renren.com,  Nuomi.com,  Jingwei.com,  and  56.com.

Renren Inc. (NYSE:RENN) Memo

Page 4: Renren Inc. (NYSE:RENN) Memo - University of Virginia...Renren Inc. Tel: (86 10) 8448 1818 ext 1300 Email: ir@renren-inc.com Caroline Straathof IR Inside Tel: (the Netherlands) +31

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 Renren's beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: our goals and strategies; our future business development, financial condition and results of operations; the expected growth of the social networking site market in China; our expectations regarding demand for and market acceptance of our services; our expectations regarding the retention and strengthening of our relationships with key advertisers and customers; our plans to enhance user experience, infrastructure and service offerings; competition in our industry in China; and relevant government policies and regulations relating to our industry. Further information regarding these and other risks is included in our filings with the SEC. All information provided in this press release and in the attachments is as of the date of this press release, and Renren does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

About Non-GAAP Financial Measures

To supplement Renren's consolidated financial results presented in accordance with United States Generally Accepted Accounting Principles ("GAAP"), Renren uses "adjusted net income (loss)" which is defined as "a non-GAAP financial measure" by the SEC, in evaluating its business. We define adjusted net income (loss) as income (loss) from continuing operations excluding share-based compensation expenses, change in fair value of warrants, amortization of intangible assets and impairment of intangible assets. We present adjusted net income (loss) because it is used by our management to evaluate our operating performance. We also believe that this non-GAAP financial measure provide useful information to investors and others in understanding and evaluating our consolidated results of operations in the same manner as our management and in comparing financial results across accounting periods and to those of our peer companies.

The presentation of this non-GAAP financial measure is not intended to be considered in isolation from, 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 non-GAAP results of operations measure to the comparable GAAP financial measure" at the end of this release.

For more information, please contact:

Sam Lawn Investor Relations Director Renren Inc. Tel: (86 10) 8448 1818 ext 1300 Email: [email protected]

Caroline Straathof IR Inside Tel: (the Netherlands) +31 6 5462 4301 Tel: (China): +86 136 9310 5055 Email: [email protected]

RENREN INC. CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (Amounts in US dollars, in thousands, except shares,per shares, ADS, and per ADS data)

For the Three Months Ended For the Twelve Months Ended December 31, September 30, December 31, December 31, December 31, 2010 2011 2011 2010 2011

Net revenues Online advertising $ 9,003 $ 19,635 $ 14,974 $ 32,003 $ 59,613 IVAS 11,894 14,579 17,832 44,532 58,354 Total net revenues 20,897 34,214 32,806 76,535 117,967

Cost of revenues (4,222) (6,701) (9,688) (16,624) (26,233)

Gross profit 16,675 27,513 23,118 59,911 91,734

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Operating expenses: Selling and marketing (4,777) (18,935) (20,189) (20,281) (62,050) Research and development (7,094) (10,314) (13,867) (23,699) (40,310) General and administrative (1,739) (4,708) (6,458) (7,511) (17,215) Impairment of intangible assets (739) — (2,351) (739) (2,351)

Total operating expenses (14,349) (33,957) (42,865) (52,230) (121,926)

Income (loss) from operations 2,326 (6,444) (19,747) 7,681 (30,192)

Other non-operating income — 216 2,007 — 2,367 Change in fair value of warrants (37,722) — — (74,364) — Foreign exchange gain 272 2,728 3,012 3,781 7,753 Interest income 104 2,899 5,658 335 9,619 Gain on sales of marketable securities — — 50,884 — 50,884 Gain from equity method investments — — 1,320 — 1,320 Impairment of cost method investment — — (79) — (79) Gain on disposal of cost method investment 40 — — 40 —

Income (loss) before provision of income tax, non-controlling interests and discontinued operations (34,980) (601) 43,055 (62,527) 41,672 Income tax (expense) benefit 745 (713) 1,120 1,332 (668)

Income (loss) from continuing operations (34,235) (1,314) 44,175 (61,195) 41,004

Discontinued operations: Loss from operation of discontinued operations, net of tax (966) — — (4,301) — Gain on disposal of discontinued operations 1,341 — — 1,341 —

Loss on discontinued operations, net of tax 375 — — (2,960) —

Net income (loss) (33,860) (1,314) 44,175 (64,155) 41,004 Net loss attributable to noncontrolling interests — 129 115 - 252

Net income (loss) attributable to Renren Inc. $ (33,860) $ (1,185) $ 44,290 $ (64,155) $ 41,256

Net income (loss) per share, basic $ (0.15) $ 0.00 $ 0.04 $ (0.31) $ 0.05 Net income (loss) per ADS, basic $ (0.46) $ 0.00 $ 0.11 $ (0.94) $ 0.15 Net income (loss) per share, diluted $ (0.15) $ 0.00 $ 0.04 $ (0.31) $ 0.05 Net income (loss) per ADS, diluted $ (0.46) $ 0.00 $ 0.11 $ (0.94) $ 0.14 Shares used in computation, basic 220,729,250 1,177,595,401 1,180,272,256 244,613,530 850,670,583 ADS used in computation, basic 73,576,417 392,531,800 393,424,085 81,537,843 283,556,861 Shares used in computation, diluted 220,729,250 1,177,595,401 1,214,824,327 244,613,530 901,340,381 ADS used in computation, diluted 73,576,417 392,531,800 404,941,442 81,537,843 300,446,794

Reconciliation of Non-GAAP results of operations measures to the comparable GAAP financial measure Adjusted net income (loss) (Amounts in US dollars, in thousands)

For the Three Months Ended For the Twelve Months Ended

December 31, September 30, December 31, December 31, December 31,

2010 2011 2011 2010 2011

Income (loss) from continuing operations $ (34,235) $ (1,314) $ 44,175 $ (61,195) $ 41,004 Add back: Shared-based compensation expenses 796 1,524 1,284 2,798 5,523 Add back: Change in fair value of warrants 37,722 — — 74,364 — Add back: Amortization of intangible assets 176 54 388 673 797 Add back: Impairment of intangible assets 739 — 2,351 739 2,351

Adjusted net income $ 5,198 $ 264 $ 48,198 $ 17,379 $ 49,675

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Renren Inc. (NYSE:RENN) Memo

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RENREN INC. CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Amounts in US dollars, in thousands, except shares,per shares, ADS, and per ADS data)

December 31, December 31,

2010 2011

ASSETS

Current assets: Cash and cash equivalents $ 136,063 $ 284,643 Term deposit — 702,680 Short-term investments 62,318 53,393 Accounts receivable, net 12,815 14,911 Prepaid expenses and other current assets 7,274 59,389 Amounts due from related parties 218,456 573 Deferred tax assets-current 593 1,381

Total current assets 437,519 1,116,970

Non-current assets:

Equipment, net 11,307 22,301 Intangible assets, net 2,747 28,086 Goodwill 4,420 58,998 Long-term investment — 50,300 Deferred tax assets-noncurrent 481 — Other non-current assets — 1,353

Total non-current assets 18,955 161,038

TOTAL ASSETS $ 456,474 $ 1,278,008

LIABIILITIES, CONVERTIBLE REDEEMABLE PREFERRED SHARES AND EQUITY (DEFICIT)

Current liabilities:

Accounts payable $ 6,443 $ 20,381 Accrued expenses and other payables 14,408 31,108 Amount due to a related party — 51 Deferred revenue 4,476 7,441 Income tax payable 64 1,506

Total current liabilities 25,391 60,487

Non-current liabilities:

Deferred tax liabilities-noncurrent 516 6,976

Total non-current liabilities 516 6,976

TOTAL LIABILITES 25,907 67,463

Commitments Series C convertible redeemable preferred shares ($0.001 par value; 215,959,520 shares authorized, issuance price $0.223 per share; 128,048,440 and nil shares issued and outstanding as of December 31, 2010 and December 31, 2011, respectively, liquidation value of $26,713) 28,520 — Series D convertible redeemable preferred shares ($0.001 par value; 434,204,890 shares authorized, redemption and issuance price $0.993 per share; 434,204,890 and nil shares issued and outstanding as of December 31, 2010 and December 31, 2011, respectively, liquidation value of $403,854) 571,439 —

Shareholders' Equity (Deficit):

Series A convertible preferred share (US$0.001 par value, 100,000,000 shares authorized, 85,100,000 and nil issued and outstanding as of December 31, 2010 and December 31, 2011, respectively, liquidation value $85 as of December 31, 2010) 85 — Series B convertible preferred share (US$0.001 par value, 100,000,000 shares authorized, 81,501,540 and nil issued and outstanding as of December 31, 2010 and December 31, 2011, respectively, liquidation value $82 as of December 31, 2010) 82 — Ordinary Shares (US$0.001 par value, 2,000,000,000 shares authorized, 211,383,000 and 1,169,675,800 issued and outstanding as of December 31, 2010 and December 31, 2011, respectively) 211 1,170 Treasury shares — (25,597) Additional paid-in capital 9,470 1,407,059 Subscription receivable (4,909) — Accumulated deficit (223,572) (183,228) Statutory reserves 2,595 3,507

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Renren Inc. (NYSE:RENN) Memo

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Idea for the club:

• I believe it’s a good idea to ask club members to be more actively involved in the the club activities. I don’t think just to write a single pitch each semester is enough contribution to the club. I desire to see more opportunities for regular members to participate in the club business. The associate team this year is a fantastic innovation to this end, but as it turned out that not many members really did their team work this semester. I believe it would be good next year to make the associate team participation mandatory and to really enforce this policy.

• Right now each week our activities are only limited to two pitches, portfolio analysis and updates, and chalk talk. I believe it will be more helpful for members if we can invite guest speakers to participate in our activities, and if time is tight, we can even hold separate meetings for guest speech.

• I am wondering if there exists any charitable program whereby we can donate a certain portion of our money to support non-government organizations, and if we don’t have such a thing, I believe it will be a good idea to create one in the coming year.

• I wish the club can hold more social events in the future. Right now MII member self-identification is much lower than other CIO on ground, and I wish we could change this situation by creating opportunities for people in the club to meet other members.

Renren Inc. (NYSE:RENN) Memo