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6-K

Baidu, Inc. (BIDU)

6-K 2023-11-21 For: 2023-11-21
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Added on April 09, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 6-K

REPORT OFFOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of November 2023

Commission File Number: 000-51469

BAIDU, INC.

BaiduCampus

No. 10 Shangdi 10th Street

Haidian District, Beijing 100085

The People’s Republic of China

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F  ☒                    Form 40-F  ☐

Exhibit 99.1 — Press Release

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

BAIDU, INC.
By : /s/ Rong Luo
Name : Rong Luo
Title : Chief Financial Officer

Date: November 21, 2023

EX-99.1

Exhibit 99.1

Baidu Announces Third Quarter 2023 Results

BEIJING, China, November 21, 2023 — Baidu, Inc. (NASDAQ: BIDU and HKEX: 9888 (HKD Counter) and 89888 (RMB Counter)), (“Baidu” or the “Company”), a leading AI company with strong Internet foundation, today announced its unaudited financial results for the third quarter ended September 30, 2023.

“Baidu reported solid third-quarter financial results, demonstrating resilience in a challenging economic climate,” said Robin Li, Co-founder and CEO of Baidu. “I am particularly pleased with our continuous technological enhancements and product improvements against the backdrop of emerging opportunities in generative AI and foundation models. Notably, we launched ERNIE 4.0, our most powerful foundation model. We have also harnessed the power of ERNIE and ERNIE Bot to reinvent our consumer-facing and enterprise-facing products, as well as our own operations, providing AI-native experiences and driving efficiency gains. Meanwhile, we’ve fully opened ERNIE API to cloud enterprises, empowering them to develop their own AI-native applications and solutions. Our AI-centric business and product strategy should set the stage for sustained multi-year revenue and profit expansion within our ERNIE and ERNIE Bot ecosystem.”

“Baidu Core maintained stable margins in the quarter,” said Rong Luo, CFO of Baidu. “Our ongoing investments in AI have underpinned technological and product innovations. Moving forward, while we will continue prioritizing investments in AI, especially in generative AI and foundation models, we will do so with an unrelenting focus on efficiency and strategic resource allocation.”

Third Quarter 2023 Financial Highlights^1^

Baidu, Inc.
(In millions except per ADS, unaudited) Q32022 Q22023 Q3 2023 YOY QOQ
RMB RMB RMB US
Total revenues 32,540 34,056 34,447 6 % 1 %
Operating income 5,317 5,210 6,274 18 % 20 %
Operating income (non-GAAP)^2^ 7,200 7,334 7,596 6 % 4 %
Net (loss) income to Baidu (146 ) 5,210 6,681 28 %
Net income to Baidu(non-GAAP)^2^ 5,889 7,998 7,267 23 % (9 %)
Diluted (loss) earnings per ADS (0.87 ) 14.17 18.22 29 %
Diluted earnings per ADS(non-GAAP)^2^ 16.87 22.55 20.40 21 % (10 %)
Adjusted EBITDA^2^ 8,879 9,116 9,505 7 % 4 %
Adjusted EBITDA margin 27 % 27 % 28 % %

All values are in US Dollars.

1 Unless otherwise noted, RMB to USD was converted at an exchange rate of RMB7.2960 as of September 29, 2023, as<br>set forth in the H.10 statistical release of the Board of Governors of the Federal Reserve System. Translations are provided solely for the convenience of the reader.
2 Non-GAAP measures are defined in the<br>Non-GAAP Financial Measures section (see also “Reconciliations of Non-GAAP Financial Measures to the Nearest Comparable GAAP Measures” for more details).<br>
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1

Baidu Core
(In millions, unaudited) Q32022 Q22023 Q3 2023 YOY QOQ
RMB RMB RMB US
Total revenues 25,239 26,407 26,572 5 % 1 %
Operating income 4,982 4,568 5,498 10 % 20 %
Operating income (non-GAAP)^2^ 6,650 6,516 6,672 0 % 2 %
Net income to Baidu Core 25 5,012 6,436 25,644 % 28 %
Net income to Baidu Core(non-GAAP)^2^ 5,767 7,694 6,956 21 % (10 %)
Adjusted EBITDA^2^ 8,239 8,229 8,513 3 % 3 %
Adjusted EBITDA margin 33 % 31 % 32 % %

All values are in US Dollars.

Operational Highlights

Corporate

Baidu launched ERNIE 4.0 (EB4) in October 2023. EB4 is now accessible to users on ERNIE Bot. In addition,<br>enterprise customers can use EB4 via our cloud API.
Baidu returned US$126 million to shareholders since the beginning of Q3 2023, bringing the cumulative<br>repurchase to US$351 million under the current share repurchase program.
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Baidu established the Technology Ethics Committee in October 2023 to guide the practices of technology<br>professionals.
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Intelligent Driving

Apollo Go, Baidu’s autonomous ride-hailing service, provided 821K rides in the third quarter of 2023, up 73%<br>year over year. As of September 30, 2023, the cumulative rides provided to the public by Apollo Go reached 4.1 million.

MobileEcosystem

In September 2023, Baidu App’s MAUs reached 663 million, up 5% year over year.
Managed Page accounted for 53% of Baidu Core’s online marketing revenue in the third quarter of 2023.<br>
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2

iQIYI

iQIYI’s average daily number of total subscribing members for the quarter was 107.5 million, compared<br>to 101.0 million for the third quarter of 2022 and 111.2 million for the second quarter of 2023. More importantly, iQIYI’s monthly average revenue per membership (ARM^3^) for the<br>quarter was RMB15.54, compared to RMB13.90 for the third quarter of 2022 and RMB14.82 for the second quarter of 2023, increasing 12% year over year.

Third Quarter 2023 Financial Results

Total revenueswere RMB34.4 billion ($4.72 billion), increasing 6% year over year.

Revenue from Baidu Core was RMB26.6 billion ($3.64 billion), increasing 5% year over year; onlinemarketing revenue was RMB19.7 billion ($2.70 billion), up 5% year over year, and non-online marketing revenue was RMB6.9 billion ($943 million), up 6% year over year.<br>
Revenue from iQIYI was RMB8.0 billion ($1.10 billion), increasing 7% year over year.<br>
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Cost of revenues was RMB16.3 billion ($2.23 billion), which remained essentially unchanged compared to the same period last year.

Selling, general and administrative expenses were RMB5.8 billion ($792 million), increasing 11% year over year, primarily due to an increase in channel spending and promotional marketing expenses.

Research and development expenses were RMB6.1 billion ($836 million), increasing 6% year over year, primarily due to an increase in server depreciation expenses and server custody fees which support ERNIE Bot research inputs.

Operating income was RMB6.3 billion ($860 million). Baidu Core operating income was RMB5.5 billion ($754 million), and Baidu Coreoperating margin was 21%. Non-GAAP operating income was RMB7.6 billion ($1.04 billion). Non-GAAP Baidu Core operating income was RMB6.7 billion ($914 million), and non-GAAP Baidu Core operating margin was 25%.

Total otherincome, net was RMB1.9 billion ($261 million), compared to total other loss, net of RMB4.8 billion for the same period last year, mainly due to: (1) a recognition of RMB338 million gain versus RMB3.1 billion loss for the same period last year from fair value changes in long-term investments; and (2) a decrease in impairment of long-term investments by RMB1.4 billion.

Income tax expense was RMB1.3 billion ($175 million), increasing 41% year over year, primarily due to an increase in profit before tax.

3 The monthly ARM for the quarter is calculated by dividing iQIYI’s total revenues from membership services<br>during a given quarter by the average daily number of total subscribing members for that quarter and the number of months in the quarter.

3

Net income attributable to Baidu was RMB6.7 billion ($916 million), and diluted earnings per ADS was RMB18.22 ($2.50). Net income attributable to Baidu Core was RMB6.4 billion ($882 million), and net margin for Baidu Core was 24%. Non-GAAP net income attributable to Baidu was RMB7.3 billion ($996 million). Non-GAAP diluted earnings per ADS was RMB20.40 ($2.80). Non-GAAP net income attributable to Baidu Core was RMB7.0 billion ($953 million), and non-GAAP net margin for Baidu Core was 26%.

Adjusted EBITDAwas RMB9.5 billion ($1.30 billion) and adjusted EBITDA margin was 28%. Adjusted EBITDA for Baidu Core was RMB8.5 billion ($1.17 billion) and adjusted EBITDA margin for Baidu Core was 32%.

As of September 30, 2023, cash, cash equivalents, restricted cash and short-term investments were RMB202.7 billion ($27.78 billion), and cash, cash equivalents, restricted cash and short-term investments excluding iQIYI were RMB197.4 billion ($27.06 billion). Free cash flow was RMB6.0 billion ($822 million), and free cash flow excluding iQIYI was RMB5.2 billion ($709 million).

Recent Development

Baidu has appointed Ms. Sandy Ran Xu as an independent director of the Board of Directors of the Company (the “Board”), effective from January 1, 2024.

Ms. Xu has served as CEO and executive director of JD.com since May 2023. Prior to her current role, Ms. Xu served as CFO of JD.com from June 2020 to May 2023. Prior to joining JD.com, Ms. Xu was an audit partner and spent nearly 20 years with PricewaterhouseCoopers Zhong Tian LLP, Beijing office and PricewaterhouseCoopers, San Jose office. Ms. Xu currently also serves as a director of Yonghui Supermarket Co., Ltd. Ms. Xu was a Certified Public Accountant in both China and the United States. Ms. Xu received her bachelor’s degree with a double major in information science and economics from Peking University.

Conference Call Information

Baidu’s management will hold an earnings conference call at 7.30 AM on November 21, 2023, U.S. Eastern Time (8.30 PM on November 21, 2023, Beijing Time).

Please register in advance of the conference call using the link provided below. It will automatically direct you to the registration page of “Baidu Inc Q3 2023 Earnings Conference Call”. Please follow the steps to enter your registration details, then click “Register”. Upon registering, you will then be provided with the dial-in number, the passcode, and your unique access PIN. This information will also be emailed to you as a calendar invite.

For pre-registration, please click:

https://s1.c-conf.com/diamondpass/10034602-0jdhg4.html

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In the 10 minutes prior to the call start time, you may use the conference access information (including dial-in number(s), the passcode and unique access PIN) provided in the calendar invite that you have received following your pre-registration.

Additionally, a live and archived webcast of this conference call will be available at https://ir.baidu.com.

About Baidu

Founded in 2000, Baidu’s mission is to make the complicated world simpler through technology. Baidu is a leading AI company with strong Internet foundation, trading on NASDAQ under “BIDU” and HKEX under “9888”. One Baidu ADS represents eight Class A ordinary shares.

Contacts

Investors Relations, Baidu, Inc.

Tel: +86-10-5992-8888

Email: [email protected]

Safe Harbor Statement

This announcement contains forward-looking statements. These 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,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident” and similar statements. Among other things, Baidu’s and other parties’ strategic and operational plans, contain forward-looking statements. Baidu may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission, in announcements made on the website of The Stock Exchange of Hong Kong Limited (the “Hong Kong Stock Exchange”), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including but not limited to statements about Baidu’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: Baidu’s growth strategies; its future business development, including development of new products and services; its ability to attract and retain users and customers; competition in the Chinese Internet search and newsfeed market; competition for online marketing customers; changes in the Company’s revenues and certain cost or expense items as a percentage of its revenues; the outcome of ongoing, or any future, litigation or arbitration, including those relating to intellectual property rights; the expected growth of the Chinese-language Internet search and newsfeed market and the number of Internet and broadband users in China; Chinese governmental policies relating to the Internet and Internet search providers, and general economic conditions in China and elsewhere. Further information regarding these and other risks is included in the Company’s annual report on Form 20-F and other documents filed with the Securities and Exchange Commission, and announcements on the website of the Hong Kong Stock Exchange. Baidu does not undertake any obligation to update any forward-looking statement, except as required under applicable law. All information provided in this press release and in the attachments is as of the date of the press release, and Baidu undertakes no duty to update such information, except as required under applicable law.

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Non-GAAP Financial Measures

To supplement Baidu’s consolidated financial results presented in accordance with GAAP, Baidu uses the following non-GAAP financial measures: non-GAAP operating income (loss), non-GAAP operating margin, non-GAAP net income (loss) attributable to Baidu, non-GAAP net margin, non-GAAP diluted earnings per ADS, adjusted EBITDA, adjusted EBITDA margin and free cash flow. The presentation of these non-GAAP financial measures is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP.

Baidu believes that these non-GAAP financial measures provide meaningful supplemental information regarding its performance and liquidity by excluding certain items that may not be indicative of its recurring core business operating results, such as operating performance excluding non-cash charges or non-operating in nature. The Company believes that both management and investors benefit from referring to these non-GAAP financial measures in assessing its performance and when planning and forecasting future periods. These non-GAAP financial measures also facilitate management’s internal comparisons to Baidu’s historical performance and liquidity. The Company believes these non-GAAP financial measures are useful to investors in allowing for greater transparency with respect to supplemental information used by management in its financial and operational decision making. A limitation of using these non-GAAP financial measures is that these non-GAAP measures exclude certain items that have been and will continue to be for the foreseeable future a significant component in the Company’s results of operations. These non- GAAP financial measures presented here may not be comparable to similarly titled measures presented by other companies. Other companies may calculate similarly titled measures differently, limiting their usefulness as comparative measures to the Company’s data.

Non-GAAP operating income represents operating income excluding share-based compensation expenses, amortization and impairment of intangible assets resulting from business combinations, and contingent loss pertaining to legal proceeding in relation to former advertising agencies.

Non-GAAP net income attributable to Baidu represents net income attributable to Baidu excluding share-based compensation expenses, amortization and impairment of intangible assets resulting from business combinations, disposal gain or loss, impairment of long-term investments, fair value change of long-term investments, and contingent loss pertaining to legal proceeding in relation to former advertising agencies, adjusted for related income tax effects. Baidu’s share of equity method investments for these non-GAAP reconciling items, amortization and impairment of intangible assets not on the investees’ books, accretion of their redeemable non-controlling interests, and the gain or loss associated with the issuance of shares by the investees at a price higher or lower than the carrying value per share, adjusted for related income tax effects, are also excluded.

6

Non-GAAP diluted earnings per ADS represents diluted earnings per ADS calculated by dividing non-GAAP net income attributable to Baidu, by the weighted average number of ordinary shares expressed in ADS. Adjusted EBITDA represents operating income excluding depreciation, amortization and impairment of intangible assets resulting from business combinations, share-based compensation expenses, and contingent loss pertaining to legal proceeding in relation to former advertising agencies.

For more information on non-GAAP financial measures, please see the tables captioned “Reconciliations of non-GAAP financial measures to the nearest comparable GAAP measure”.

7

Baidu, Inc.

Condensed Consolidated Statements of Income

(In millions except for per share (or ADS) information, unaudited)

Three Months Ended
September 30,2022 June 30,2023 September 30,2023 September 30,2023
RMB RMB RMB US(2)
Revenues:
Online marketing services 19,943 21,081 21,346
Others 12,597 12,975 13,101
Total revenues **** 32,540 **** **** 34,056 **** **** 34,447 **** ****
Costs and expenses:
Cost of revenues^(1)^ 16,273 16,167 16,294
Selling, general and<br>administrative^(1)^ 5,193 6,298 5,778
Research and development^(1)^ 5,757 6,381 6,101
Total costs and expenses **** 27,223 **** **** 28,846 **** **** 28,173 **** ****
Operating income **** 5,317 **** **** 5,210 **** **** 6,274 **** ****
Other (loss) income:
Interest income 1,619 1,948 2,082
Interest expense (724 ) (817 ) (853 ) )
Foreign exchange (loss) gain, net (806 ) 1,176 (26 ) )
Share of losses from equity method investments (376 ) (383 ) (398 ) )
Others, net (4,483 ) (555 ) 1,100
Total other (loss) income, net **** (4,770 ) **** 1,369 **** **** 1,905 **** ****
Income before income taxes **** 547 **** **** 6,579 **** **** 8,179 **** ****
Income tax expense 908 1,270 1,282
Net (loss) income **** (361 ) **** 5,309 **** **** 6,897 **** ****
Net (loss) income attributable to noncontrolling interests (215 ) 99 216
Net (loss) income attributable to Baidu **** (146 ) **** 5,210 **** **** 6,681 **** ****

All values are in US Dollars.

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Three Months Ended
September 30,2022 June 30,2023 September 30,2023 September 30,2023
RMB RMB RMB US(2)
(Loss) earnings per ADS (1 ADS representing 8 Class A ordinary shares):
— Basic (0.87 ) 14.34 18.45
— Diluted (0.87 ) 14.17 18.22
(Loss) earnings per share for Class A and Class B ordinary shares:
— Basic (0.11 ) 1.79 2.31
— Diluted (0.11 ) 1.77 2.28
Weighted average number of Class A and Class B ordinary shares outstanding (in<br>millions):
— Basic 2,790 2,804 2,814
— Diluted 2,790 2,834 2,846
(1)   Includes share-based<br>compensation expenses as follows:
Cost of revenues 84 194 139
Selling, general and administrative 480 446 358
Research and development 1,039 1,403 778
Total share-based compensation expenses 1,603 2,043 1,275

All values are in US Dollars.

(2) All translations from RMB to U.S. dollars are made at a rate of RMB7.2960 to US$1.00, the exchange rate in<br>effect as of September 29, 2023 as set forth in the H.10 statistical release of The Board of Governors of the Federal Reserve System.

9

Baidu, Inc.

Condensed Consolidated Balance Sheets

(In millions, unaudited)

December 31,<br>2022 September 30,<br>2023 September 30,2023
RMB RMB US
ASSETS
Current assets:
Cash and cash equivalents 53,156 34,908
Restricted cash 11,330 11,392
Short-term investments, net 120,839 156,359
Accounts receivable, net 11,733 10,712
Amounts due from related parties 5,432 4,962
Other current assets, net 10,360 12,084
Total current assets **** 212,850 **** 230,417
Non-current assets:
Fixed assets, net 23,973 26,481
Licensed copyrights, net 6,841 6,992
Produced content, net 13,002 12,626
Intangible assets, net 1,254 1,012
Goodwill 22,477 22,586
Long-term investments, net 55,297 52,553
Long-term time deposits and<br>held-to-maturity investments 23,629 25,260
Amounts due from related parties 60 147
Deferred tax assets, net 2,129 1,783
Operating lease<br>right-of-use assets 10,365 10,512
Other non-current assets 19,096 20,665
Total non-current assets **** 178,123 **** 180,617
Total assets **** 390,973 **** 411,034

All values are in US Dollars.

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December 31,<br>2022 September 30,<br>2023 September 30,2023
RMB RMB US
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Current liabilities:
Short-term loans 5,343 11,735
Accounts payable and accrued liabilities 38,014 37,184
Customer deposits and deferred revenue 13,116 15,043
Deferred income 72 151
Long-term loans, current portion 1
Convertible senior notes, current portion 8,305 3,114
Notes payable, current portion 6,904 6,179
Amounts due to related parties 5,067 5,241
Operating lease liabilities 2,809 2,953
Total current liabilities **** 79,630 **** 81,601
Non-current liabilities:
Deferred income 159 119
Deferred revenue 331 421
Amounts due to related parties 99 83
Long-term loans 13,722 14,472
Notes payable 39,893 35,861
Convertible senior notes 9,568 8,349
Deferred tax liabilities 2,898 2,750
Operating lease liabilities 4,810 4,830
Other non-current liabilities 2,058 1,838
Total non-current liabilities **** 73,538 **** 68,723
Total liabilities **** 153,168 **** 150,324
Redeemable noncontrolling interests **** 8,393 **** 9,276
Equity
Total Baidu shareholders’ equity 223,478 242,427
Noncontrolling interests 5,934 9,007
Total equity **** 229,412 **** 251,434
Total liabilities, redeemable noncontrolling interests, and equity **** 390,973 **** 411,034

All values are in US Dollars.

11

Baidu, Inc.

Selected Information

(In millions, unaudited)

Three months ended<br><br><br>September 30, 2022 (RMB) Three months ended <br>June 30, 2023 (RMB) Three months ended <br>September 30, 2023 (RMB) Three months endedSeptember 30, 2023 (US)
Baidu<br><br><br>Core iQIYI Elim &<br>adj^(2)^ Baidu,Inc. BaiduCore iQIYI Elim &<br>adj^(2)^ Baidu,Inc. BaiduCore iQIYI Elim &<br>adj^(2)^ Baidu,Inc. BaiduCore iQIYI Elim &<br>adj^(2)^ Baidu,Inc.
Total revenues 25,239 **** 7,471 **** (170 ) **** 32,540 **** **** 26,407 **** **** 7,802 **** (153 ) **** 34,056 **** **** 26,572 **** **** 8,015 **** (140 ) **** 34,447 **** **** **** 1,098 **** (19 ) **** 4,721
YOY 5 % 7 % 6 %
QOQ 1 % 3 % 1 %
Costs and expenses: Cost of<br>revenues^(1)^ 10,745 5,705 (177 ) 16,273 10,553 5,774 (160 ) 16,167 10,610 5,840 (156 ) 16,294 800 (21 ) 2,233
Selling, general and<br><br><br>administrative^(1)^ 4,231 980 (18 ) 5,193 5,344 979 (25 ) 6,298 4,810 981 (13 ) 5,778 135 (2 ) 792
Research and development^(1)^ 5,281 476 5,757 5,942 439 6,381 5,654 447 6,101 61 836
Total costs and expenses 20,257 **** 7,161 **** (195 ) **** 27,223 **** **** 21,839 **** **** 7,192 **** (185 ) **** 28,846 **** **** 21,074 **** **** 7,268 **** (169 ) **** 28,173 **** **** **** 996 **** (23 ) **** 3,861
YOY
Cost of revenues (1 %) 2 % 0 %
Selling, general and administrative 14 % 0 % 11 %
Research and development 7 % (6 %) 6 %
Costs and expenses 4 % 1 % 3 %
Operating income 4,982 **** 310 **** 25 **** 5,317 **** **** 4,568 **** **** 610 **** 32 **** 5,210 **** **** 5,498 **** **** 747 **** 29 **** 6,274 **** **** **** 102 **** 4 **** 860
YOY 10 % 141 % 18 %
QOQ 20 % 22 % 20 %
Operating margin 20% 4 % 16 % 17 % 8 % 15 % 21 % 9 % 18 %
Add: total other
(loss) income, net (4,108) (662 ) (4,770 ) 1,603 (234 ) 1,369 2,159 (254 ) 1,905 (35 ) 261
Less: income tax expense 866 42 908 1,262 8 1,270 1,272 10 1,282 1 175
Less: net (loss) income attributable to NCI (17) 1 (199 )^(3)^ (215 ) (103 ) 3 199 (3) 99 (51 ) 7 260 (3) 216 ) 1 35 (3) 30
Net income (loss) attributable to Baidu 25 **** (395 ) 224 **** (146 ) **** 5,012 **** **** 365 **** (167 ) **** 5,210 **** **** 6,436 **** **** 476 **** (231 ) **** 6,681 **** **** **** 65 **** (31 ) **** 916
YOY 25,644 %
QOQ 28 % 30 % 28 %
Net margin 0% (5 %) (0 %) 19 % 5 % 15 % 24 % 6 % 19 %

All values are in US Dollars.

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Three months ended<br><br><br>September 30, 2022 (RMB) Three months ended <br>June 30, 2023 (RMB) Three months ended <br>September 30, 2023 (RMB) Three months endedSeptember 30, 2023 (US)
Baidu<br><br><br>Core iQIYI Elim &<br>adj^(2)^ Baidu,Inc. BaiduCore iQIYI Elim &<br>adj^(2)^ Baidu,Inc. BaiduCore iQIYI Elim &<br>adj^(2)^ Baidu,Inc. BaiduCore iQIYI Elim &<br>adj^(2)^ Baidu,Inc.
Non-GAAP financial measures:
Operating income (non-GAAP) 6,650 **** 525 **** **** 7,200 **** **** 6,516 **** **** 786 **** **** 7,334 **** **** 6,672 **** **** 895 **** **** 7,596 **** **** 123 **** 1,041
YOY 0 % 70 % 6 %
QOQ 2 % 14 % 4 %
Operating margin (non-GAAP) 26% 7 % 22 % 25 % 10 % 22 % 25 % 11 % 22 %
Net income attributable to Baidu(non-GAAP) 5,767 **** 187 **** **** 5,889 **** **** 7,694 **** **** 595 **** **** 7,998 **** **** 6,956 **** **** 622 **** **** 7,267 **** **** 85 **** 996
YOY 21 % 233 % 23 %
QOQ (10 %) 5 % (9 %)
Net margin (non-GAAP) 23% 3 % 18 % 29 % 8 % 23 % 26 % 8 % 21 %
Adjusted EBITDA 8,239 **** 615 **** **** 8,879 **** **** 8,229 **** **** 855 **** **** 9,116 **** **** 8,513 **** **** 963 **** **** 9,505 **** **** 132 **** 1,303
YOY 3 % 57 % 7 %
QOQ 3 % 13 % 4 %
Adjusted EBITDA margin 33% 8 % 27 % 31 % 11 % 27 % 32 % 12 % 28 %
(1)   Includes share-based compensation as follows:
Cost of revenues 45 39 84 160 34 194 107 32 139 4 19
Selling general and administrative 375 105 480 356 90 446 290 68 358 9 49
Research and development 978 61 1,039 1,358 45 1,403 732 46 778 8 108
Total share-based compensation 1,398 205 1,603 1,874 169 2,043 1,129 146 1,275 21 176

All values are in US Dollars.

(2) Relates to intersegment eliminations and adjustments
(3) Relates to the net income/(loss) attributable to iQIYI noncontrolling interests
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13

Baidu, Inc.

Condensed Consolidated Statements of Cash Flows

(In millions, unaudited)

Three months ended Three months ended Three months ended Three months ended
September 30, 2022 June 30, 2023 September 30, 2023 September 30, 2023
(RMB) (RMB) (RMB) (US)
Baidu Baidu Baidu Baidu
excl. Baidu, excl. Baidu, excl. Baidu, excl. Baidu,
iQIYI iQIYI Inc. iQIYI iQIYI Inc. iQIYI iQIYI Inc. iQIYI iQIYI Inc.
Net cash provided by operating activities 8,543 196 8,739 9,746 886 10,632 8,694 831 9,525 114 1,306
Net cash provided by (used in) investing activities 7,603 407 8,010 7,309 (421 ) 6,888 (11,345 ) (55 ) (11,400 ) ) (8 ) (1,563 )
Net cash (used in) provided by financing activities (5,967 ) (106 ) (6,073 ) 1,908 (1,176 ) 732 (5,253 ) 269 (4,984 ) ) 37 (683 )
Effect of exchange rate changes on cash, cash equivalents and restricted cash 1,980 60 2,040 496 128 624 153 5 158 1 22
Net increase (decrease) in cash, cash equivalents and restrictedcash 12,159 557 12,716 19,459 (583 ) 18,876 (7,751 ) 1,050 (6,701 ) ) 144 (918 )
Cash, cash equivalents and restricted cash At beginning of period 50,662 3,019 53,681 30,355 5,665 36,020 49,814 5,082 54,896 697 7,525
At end of period 62,821 3,576 66,397 49,814 5,082 54,896 42,063 6,132 48,195 841 6,607
Net cash provided by operating activities 8,543 196 8,739 9,746 886 10,632 8,694 831 9,525 114 1,306
Less: Capital expenditures (2,140 ) (48 ) (2,188 ) (2,693 ) (13 ) (2,706 ) (3,525 ) (4 ) (3,529 ) ) (1 ) (484 )
Free cash flow 6,403 148 6,551 7,053 873 7,926 5,169 827 5,996 113 822

All values are in US Dollars.

Note: Baidu excl. iQIYI represents Baidu, Inc. minus iQIYI’s consolidated cash flows.

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Baidu, Inc.

Reconciliations of Non-GAAP Financial Measures to the Nearest Comparable GAAP Measures

(In millions except for per ADS information, unaudited)

Three months ended Three months ended Three months ended Three months ended
September 30, 2022 June 30, 2023 September 30, 2023 September 30, 2023
(RMB) (RMB) (RMB) (US)
Baidu Baidu, Baidu Baidu, Baidu Baidu, Baidu Baidu,
Core iQIYI Inc. Core iQIYI Inc. Core iQIYI Inc. Core iQIYI Inc.
Operating income 4,982 310 5,317 4,568 610 5,210 5,498 747 6,274 102 860
Add: Share-based compensation expenses 1,398 205 1,603 1,874 169 2,043 1,129 146 1,275 21 176
Add: Amortization and impairment of intangible<br>assets^(1)^ 56 10 66 74 7 81 45 2 47 5
Add: Contingent loss^(4)^ 214 214
Operating income (non-GAAP) 6,650 525 7,200 6,516 786 7,334 6,672 895 7,596 123 1,041
Add: Depreciation of fixed assets 1,589 90 1,679 1,713 69 1,782 1,841 68 1,909 9 262
Adjusted EBITDA 8,239 615 8,879 8,229 855 9,116 8,513 963 9,505 132 1,303
Net income (loss) attributable to Baidu 25 (395 ) (146 ) 5,012 365 5,210 6,436 476 6,681 65 916
Add: Share-based compensation expenses 1,394 205 1,497 1,872 169 1,949 1,128 146 1,194 20 164
Add: Amortization and impairment of intangible<br>assets^(1)^ 50 10 56 61 7 65 43 2 44 6
Add: Disposal (gain) (6 ) (6 ) (919 ) (89 ) (959 ) (753 ) (753 ) ) (103 )
Add: Impairment of long-term investments 1,042 376 1,230 270 155 340 46 46 6
Add: Fair value loss (gain) of long-term investments 3,149 (27 ) 3,135 1,239 (4 ) 1,237 (384 ) (2 ) (385 ) ) (53 )
Add: Reconciling items on equity method<br>investments^(2)^ 237 16 245 296 (9 ) 292 572 572 78
Add: Contingent loss^(4)^ 214 214
Add: Tax effects on non-GAAP<br>adjustments^(3)^ (338 ) 2 (336 ) (137 ) 1 (136 ) (132 ) (132 ) ) (18 )
Net income attributable to Baidu (non-GAAP) 5,767 187 5,889 7,694 595 7,998 6,956 622 7,267 85 996

All values are in US Dollars.

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Three months ended Three months ended Three months ended Three months ended
September 30, 2022 June 30, 2023 September 30, 2023 September 30, 2023
(RMB) (RMB) (RMB) (US)
Baidu Baidu, Baidu Baidu, Baidu Baidu, Baidu Baidu,
Core iQIYI Inc. Core iQIYI Inc. Core iQIYI Inc. Core Inc.
Diluted earnings per ADS **** (0.87 ) **** 14.17 **** 18.22 **** 2.50
Add: Accretion of the redeemable noncontrolling interests 0.45 0.50 0.53 0.07
Add: Non-GAAP adjustments to earnings per ADS 17.29 7.88 1.65 0.23
Diluted earnings per ADS (non-GAAP) **** 16.87 **** **** 22.55 **** 20.40 **** 2.80

All values are in US Dollars.

(1) This represents amortization and impairment of intangible assets resulting from business combinations.<br>
(2) This represents Baidu’s share of equity method investments for other<br>non-GAAP reconciling items, amortization and impairment of intangible assets not on the investee’s books, accretion of their redeemable noncontrolling interests, and the gain or loss associated with the<br>issuance of shares by the investees at a price higher or lower than the carrying value per share.
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(3) This represents tax impact of all non-GAAP adjustments.<br>
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(4) This represents contingent loss pertaining to legal proceeding involving former advertising agency.<br>
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