SOHU 6-K
Sohu.com Ltd (SOHU)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of November 2025
Commission File Number: 001-38511
SOHU.COM LIMITED
(Exact name of registrant as specified in its charter)
Level 18, Sohu.com Media Plaza
Block 3, No. 2 Kexueyuan South Road, Haidian District
Beijing 100190, People’s Republic of China
+86-10-6272-6666
(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 ☐
Press Release
On November 17, 2025, the registrant announced its unaudited financial results for the third quarter ended September 30, 2025. A copy of the press release issued by the registrant regarding the foregoing is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
Exhibits.
| 99.1 |
SIGNATURE
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, hereunto duly authorized.
| SOHU.COM LIMITED | ||
| By: | /s/ Joanna Lv | |
| Name: | Joanna Lv | |
| Title: | Chief Financial Officer | |
Date: November 17, 2025
Exhibit 99.1
SOHU.COM REPORTS THIRD QUARTER 2025 UNAUDITED FINANCIAL RESULTS
BEIJING, Nov 17, 2025 –Sohu.com Limited (NASDAQ: SOHU) (“Sohu” or the “Company”), a leading Chinese online media platform and game business group, today reported unaudited financial results for the third quarter ended September 30, 2025.
Third Quarter Highlights
| • | Total revenues were US$180 million, up 19% year-over-year and 43% quarter-over-quarter. |
| • | Marketing services revenues were US$14 million, down 27% year-over-year and 13% quarter-over-quarter. |
| • | Online game revenues were US$162 million, up 27% year-over-year and 53% quarter-over-quarter. |
| • | GAAP net income attributable to Sohu.com Limited was US$9 million, compared with a net loss of US$16 million in the third quarter of 2024 and a net loss of US$20 million in the second quarter of 2025. |
| • | Non-GAAP1 net income attributable to Sohu.com Limited was US$9 million, compared with a net loss of US$12 million in the third quarter of 2024 and a net loss of US$20 million in the second quarter of 2025. |
Dr. Charles Zhang, Chairman and CEO of Sohu.com Limited, commented, “In the third quarter of 2025, our marketing services revenues were in line with our guidance, while both our online game revenues and our bottom-line performance, benefiting from our continuous efforts in the gaming business, were well above our prior expectations. We recorded positive net income this quarter. For the Sohu media platform, we continued to refine our products and integrate resources to better meet users’ needs and enhance their experiences. Meanwhile, leveraging our product matrix and distinctive events, we remained committed to generating and distributing diversified premium content, and continuously energizing our platform. Our differentiated advantages and unique IP enabled us to further unlock monetization potential. For our online games, both new and established titles delivered outstanding performance, driven by our deep understanding of user needs and proven operational expertise.”
Third Quarter Financial Results
Revenues
Total revenues were US$180 million, up 19% year-over-year and 43% quarter-over-quarter.
Marketing services revenues were US$14 million, down 27% year-over-year and 13% quarter-over-quarter.
Online game revenues were US$162 million, up 27% year-over-year and 53% quarter-over-quarter. The increases were mainly due to the revenue contribution of our new PC game Tian Long Ba Bu (“TLBB”): Return, which was launched in July 2025, as well as increased revenue from TLBB PC that resulted from content updates and in-game promotional activities launched during the quarter.
Gross Margin
Both GAAP and non-GAAP gross margin were 81%, compared with 74% in the third quarter of 2024 and 78% in the second quarter of 2025.
Both GAAP and non-GAAP gross margin for the marketing services business were 10%, compared with 9% in the third quarter of 2024 and 17% in the second quarter of 2025.
Both GAAP and non-GAAP gross margin for online games were 87%, compared with 84% in the third quarter of 2024 and 86% in the second quarter of 2025.
| 1 | Non-GAAP results exclude share-based compensation expense; and interest expense recognized in connection with the one-time transition tax (the “Toll Charge”) imposed by the U.S. Tax Cuts and Jobs Act signed into law on December 22, 2017 (the “U.S. TCJA”). Explanation of the Company’s non-GAAP financial measures and related reconciliations to GAAP financial measures are included in the accompanying “Non-GAAP Disclosure” and “Reconciliations of Non-GAAP Results of Operation Measures to the Nearest Comparable GAAP Measures.” |
Operating Expenses
GAAP operating expenses were US$132 million, up 5% year-over-year and 9% quarter-over-quarter. Non-GAAP operating expenses were US$131 million, up 5% year-over-year and 9% quarter-over-quarter.
Operating Profit/(Loss)
Both GAAP and non-GAAP operating profit were US$14 million, compared with an operating loss of US$13 million in the third quarter of 2024 and an operating loss of US$22 million in the second quarter of 2025.
Income Tax Expense
GAAP income tax expense was US$17 million, compared with income tax expense of US$15 million in the third quarter of 2024 and income tax expense of US$9 million in the second quarter of 2025.
Non-GAAP income tax expense was US$17 million, compared with income tax expense of US$11 million in the third quarter of 2024 and income tax expense of US$9 million in the second quarter of 2025.
Net Income/(Loss)
GAAP net income attributable to Sohu.com Limited was US$9 million, or net income of US$0.32 per fully-diluted American depositary share (“ADS,” each ADS representing one Sohu ordinary share), compared with a net loss of US$16 million in the third quarter of 2024 and a net loss of US$20 million in the second quarter of 2025.
Non-GAAP net income attributable to Sohu.com Limited was US$9 million, or net income of US$0.33 per fully-diluted ADS, compared with a net loss of US$12 million in the third quarter of 2024 and a net loss of US$20 million in the second quarter of 2025.
Liquidity and Capital Resources
As of September 30, 2025, cash and cash equivalents, short-term investments and long-term time deposits totaled approximately US$1.2 billion.
Supplementary Information for Changyou Results2
Third Quarter 2025 Operating Results
| • | For PC games, total average monthly active user accounts3 (MAU) were 2.7 million, an increase of 24% year-over-year and 15% quarter-over-quarter. Total quarterly aggregate active paying accounts4 (APA) were 1.1 million, an increase of 27% year-over-year and 19% quarter-over-quarter. The year-over-year increases in MAU and APA were mainly from TLBB: Return, which was launched in July 2025, as well as the improved performance of TLBB PC, resulting from content updates and optimization launched during recent quarters. The quarter-over-quarter increases in MAU and APA were mainly from TLBB: Return. |
| • | For mobile games, total average MAU were 1.9 million, a decrease of 42% year-over-year and 4% quarter-over-quarter. Total quarterly APA were 0.3 million, a decrease of 72% year-over-year and 3% quarter-over-quarter. The year-over-year decreases in MAU and APA were mainly due to the natural decline of New Westward Journey, which was launched during the second quarter of 2024. |
Third Quarter 2025 Unaudited Financial Results
Total revenues were US$163 million, an increase of 27% year-over-year and 53% quarter-over-quarter. Online game revenues were US$162 million, an increase of 27% year-over-year and 53% quarter-over-quarter.
Both GAAP and non-GAAP gross profit were US$141 million, compared with US$108 million for the third quarter of 2024 and US$92 million for the second quarter of 2025.
Both GAAP and non-GAAP operating expenses were US$54 million, an increase of 19% year-over-year and 31% quarter-over-quarter. The year-over-year and quarter-over-quarter increases were mainly due to an increase in marketing and promotional spending for our online games, as well as an increase in salary and benefits expenses.
| 2 | “Changyou Results” consist of the results of Changyou’s online games business and its 17173.com Website. |
| 3 | Monthly active user accounts refers to the number of registered accounts that are logged in to these games at least once during the month. |
| 4 | Quarterly aggregate active paying accounts refers to the number of accounts from which game points are utilized at least once during the quarter. |
GAAP operating profit was US$87 million, compared with US$62 million for the third quarter of 2024 and US$50 million for the second quarter of 2025.
Non-GAAP operating profit was US$88 million, compared with US$62 million for the third quarter of 2024 and US$51 million for the second quarter of 2025.
Recent Development
Under the previously-announced share repurchase program of up to US$150 million of the outstanding ADSs, Sohu had repurchased 7.6 million ADSs for an aggregate cost of approximately US$97 million as of November 13, 2025.
Business Outlook
For the fourth quarter of 2025, Sohu estimates:
| • | Marketing services revenues to be between US$15 million and US$16 million; this implies an annual decrease of 15% to 20%, and a sequential increase of 10% to 18%. |
| • | Online game revenues to be between US$113 million and US$123 million; this implies an annual increase of 3% to 12%, and a sequential decrease of 24% to 30%. |
| • | Both non-GAAP and GAAP net loss attributable to Sohu.com Limited to be between US$25 million and US$35 million. |
For the fourth quarter 2025 guidance, the Company has adopted a presumed exchange rate of RMB7.10=US$1.00, as compared with the actual exchange rate of approximately RMB7.15=US$1.00 for the fourth quarter of 2024, and RMB7.13=US$1.00 for the third quarter of 2025.
This forecast reflects Sohu’s management’s current and preliminary view, which is subject to substantial uncertainty.
Non-GAAP Disclosure
To supplement the unaudited consolidated financial statements presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”), Sohu’s management uses non-GAAP measures of gross profit, operating profit/(loss), net income/(loss), net income/(loss) attributable to Sohu.com Limited and diluted net income/(loss) attributable to Sohu.com Limited per ADS, which are adjusted from results based on GAAP to exclude the impact of share-based compensation expense and interest expense recognized in connection with the Toll Charge imposed by the U.S. TCJA. These measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for, or superior to, GAAP results.
Sohu’s management believes excluding share-based compensation expense and interest expense recognized in connection with the Toll Charge from the Company’s non-GAAP financial measures is useful for itself and investors. Further, the impact of share-based compensation expense and interest expense recognized in connection with the Toll Charge could not be anticipated by management and business line leaders, and these expenses were not built into the annual budgets and quarterly forecasts that have been the basis for information Sohu provides to analysts and investors as guidance for future operating performance. As share-based compensation expense does not involve subsequent cash outflow and is not reflected in the cash flows at the equity transaction level, Sohu does not factor in its impact when evaluating and approving expenditures or when determining the allocation of its resources to its business segments. As a result, in general, the monthly financial results for internal reporting and any performance measures for commissions and bonuses are based on non-GAAP financial measures that exclude share-based compensation expense and interest expense recognized in connection with the Toll Charge.
The non-GAAP financial measures are provided to enhance investors’ overall understanding of Sohu’s current financial performance and prospects for the future. A limitation of using non-GAAP gross profit, operating profit/(loss), net income/(loss), net income/(loss) attributable to Sohu.com Limited, and diluted net income/(loss) attributable to Sohu.com Limited per ADS excluding share-based compensation expense is that this expense has been and can be expected to continue to recur in Sohu’s business. In order to mitigate these limitations Sohu has provided specific information regarding the GAAP amounts excluded from each non-GAAP measure. The accompanying tables include details on the reconciliation between the GAAP financial measures that are most directly comparable to the non-GAAP financial measures that have been presented.
Notes to Financial Information
Financial information in this press release other than the information indicated as being non-GAAP is derived from Sohu’s unaudited financial statements prepared in accordance with GAAP.
Safe Harbor Statement
This announcement contains forward-looking statements. It is currently expected that the Business Outlook will not be updated until release of Sohu’s next quarterly earnings announcement; however, Sohu reserves right to update its Business Outlook at any time for any reason. Statements that are not historical facts, including statements about Sohu’s beliefs and expectations, are forward-looking statements. These statements are based on current plans, estimates and projections, and therefore you should not place undue reliance on them. Forward-looking statements involve inherent risks and uncertainties. We caution you that a number of important factors could cause actual results to differ materially from those contained in any forward-looking statement. Potential risks and uncertainties include, but are not limited to, instability in global financial and credit markets and its potential impact on the Chinese economy; exchange rate fluctuations, including their potential impact on the Chinese economy and on Sohu’s reported U.S. dollar results; fluctuations in Sohu’s quarterly operating results; the possibilities that Sohu will be unable to recoup its investment in content and will be unable to develop a series of successful games for mobile platforms or successfully monetize mobile games it develops or acquires; and Sohu’s reliance on marketing services and online games for its revenues. Further information regarding these and other risks is included in Sohu’s annual report on Form 20-F for the year ended December 31, 2024, and other filings with and information furnished to the SEC.
Conference Call and Webcast
Sohu’s management team will host a conference call at 7:30 a.m. U.S. Eastern Time, November 17, 2025 (8:30 p.m. Beijing/Hong Kong time, November 17, 2025) following the quarterly results announcement. Participants can register for the conference call by clicking here, which will lead them to the conference registration website. Upon registration, participants will receive details for the conference call, including the dial-in numbers and a unique access PIN. Please dial in 10 minutes before the call is scheduled to begin.
The live Webcast and archive of the conference call will be available on the Investor Relations section of Sohu’s website at https://investors.sohu.com/.
About Sohu
Sohu.com Limited (NASDAQ: SOHU) was established by Dr. Charles Zhang, one of China’s internet pioneers, in the 1990s. Sohu operates one of the leading Chinese online media platforms and also engages in the online games business in the Chinese mainland. Sohu has built one of the most comprehensive matrices of Chinese language web properties, consisting of Sohu News App, Sohu Video App, the mobile portal m.sohu.com, the PC portal www.sohu.com, and the online games platform www.changyou.com/en/.
As a mainstream media platform with social features, Sohu is indispensable to the daily life of millions of Chinese, providing to a vast number of users a network of web properties and community based products, which offer a broad array of content such as news, information, text, picture, video, and live broadcasting. Sohu also attracts users to be highly engaged in content generation and distribution, and actively interact with each other on the platform. Sohu’s online games business is conducted by its subsidiary Changyou which develops and operates a diverse portfolio of PC and mobile games, such as the well-known TLBB PC and Legacy TLBB Mobile.
For investor and media inquiries, please contact:
In China:
Ms. Pu Huang
Sohu.com Limited
Tel: +86 (10) 6272-6645
E-mail: [email protected]
In the United States:
Ms. Linda Bergkamp
Christensen
Tel: +1 (480) 614-3004
E-mail: [email protected]
SOHU.COM LIMITED
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED, IN THOUSANDS EXCEPT PER SHARE AMOUNTS)
| Three Months Ended | ||||||||||||
| Sep. 30, 2025 | Jun. 30, 2025 | Sep. 30, 2024 | ||||||||||
| Revenues: |
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| Marketing services |
$ | 13,596 | $ | 15,624 | $ | 18,677 | ||||||
| Online games |
162,036 | 105,994 | 127,721 | |||||||||
| Others |
4,529 | 4,649 | 5,594 | |||||||||
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| Total revenues |
180,161 | 126,267 | 151,992 | |||||||||
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| Cost of revenues: |
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| Marketing services |
12,172 | 12,979 | 17,040 | |||||||||
| Online games |
21,177 | 14,544 | 20,292 | |||||||||
| Others |
1,517 | 768 | 2,283 | |||||||||
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| Total cost of revenues |
34,866 | 28,291 | 39,615 | |||||||||
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| Gross profit |
145,295 | 97,976 | 112,377 | |||||||||
| Operating expenses: |
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| Product development (includes share-based compensation expense of nil, nil, and $6, respectively) |
61,820 | 58,824 | 62,231 | |||||||||
| Sales and marketing (includes share-based compensation expense of $4, $1, and $9, respectively) |
49,699 | 48,545 | 48,494 | |||||||||
| General and administrative (includes share-based compensation expense of $426, $352, and $29, respectively) |
20,196 | 12,922 | 14,692 | |||||||||
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| Total operating expenses |
131,715 | 120,291 | 125,417 | |||||||||
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| Operating profit/(loss) |
13,580 | (22,315 | ) | (13,040 | ) | |||||||
| Other income, net |
5,145 | 3,481 | 3,635 | |||||||||
| Interest income |
7,140 | 7,570 | 9,074 | |||||||||
| Exchange difference |
(563 | ) | 185 | (988 | ) | |||||||
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| Income/(loss) before income tax expense |
25,302 | (11,079 | ) | (1,319 | ) | |||||||
| Income tax expense |
16,636 | 8,937 | 15,028 | |||||||||
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| Net income/(loss) |
8,666 | (20,016 | ) | (16,347 | ) | |||||||
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| Net income/(loss) attributable to Sohu.com Limited |
8,666 | (20,016 | ) | (16,347 | ) | |||||||
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| Basic net income/(loss) per share/ADS attributable to Sohu.com Limited |
$ | 0.32 | $ | (0.69 | ) | $ | (0.52 | ) | ||||
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| Shares/ADSs used in computing basic net income/(loss) per share/ADS attributable to Sohu.com Limited5 |
27,491 | 28,826 | 31,729 | |||||||||
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| Diluted net income/(loss) per share/ADS attributable to Sohu.com Limited |
$ | 0.32 | $ | (0.69 | ) | $ | (0.52 | ) | ||||
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| Shares/ADSs used in computing diluted net income/(loss) per share/ADS attributable to Sohu.com Limited |
27,491 | 28,826 | 31,729 | |||||||||
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| 5 | Each ADS represents one ordinary share. |
SOHU.COM LIMITED
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED, IN THOUSANDS)
| As of Sep. 30, 2025 | As of Dec. 31, 2024 | |||||||
| ASSETS |
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| Current assets: |
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| Cash and cash equivalents |
$ | 133,961 | $ | 159,927 | ||||
| Short-term investments |
740,605 | 744,498 | ||||||
| Accounts receivable, net |
39,839 | 53,762 | ||||||
| Prepaid and other current assets |
85,568 | 83,575 | ||||||
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| Total current assets |
999,973 | 1,041,762 | ||||||
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| Fixed assets, net |
246,559 | 252,860 | ||||||
| Goodwill |
47,115 | 46,944 | ||||||
| Long-term investments, net |
43,621 | 43,120 | ||||||
| Intangible assets, net |
5,686 | 7,695 | ||||||
| Long-term time deposits |
336,865 | 331,290 | ||||||
| Other assets |
10,776 | 10,995 | ||||||
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| Total assets |
$ | 1,690,595 | $ | 1,734,666 | ||||
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| LIABILITIES |
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| Current liabilities: |
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| Accounts payable |
$ | 42,632 | $ | 36,043 | ||||
| Accrued liabilities |
98,258 | 97,138 | ||||||
| Receipts in advance and deferred revenue |
53,787 | 51,007 | ||||||
| Accrued salary and benefits |
41,078 | 47,232 | ||||||
| Taxes payables |
13,433 | 14,225 | ||||||
| Other short-term liabilities |
76,436 | 76,322 | ||||||
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| Total current liabilities |
$ | 325,624 | $ | 321,967 | ||||
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| Long-term other payables |
3,270 | 2,807 | ||||||
| Long-term tax liabilities |
304,418 | 485,545 | ||||||
| Other long-term liabilities |
617 | 1,659 | ||||||
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| Total long-term liabilities |
$ | 308,305 | $ | 490,011 | ||||
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| Total liabilities |
$ | 633,929 | $ | 811,978 | ||||
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| SHAREHOLDERS’ EQUITY: |
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| Sohu.com Limited shareholders’ equity |
1,056,322 | 922,335 | ||||||
| Noncontrolling interest |
344 | 353 | ||||||
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| Total shareholders’ equity |
$ | 1,056,666 | $ | 922,688 | ||||
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| Total liabilities and shareholders’ equity |
$ | 1,690,595 | $ | 1,734,666 | ||||
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SOHU.COM LIMITED
RECONCILIATIONS OF NON-GAAP RESULTS OF OPERATIONS MEASURES TO THE NEAREST COMPARABLE GAAP MEASURES
(UNAUDITED, IN THOUSANDS EXCEPT PER SHARE AMOUNTS)
| Three Months Ended Sep. 30, 2025 | Three Months Ended Jun. 30, 2025 | Three Months Ended Sep. 30, 2024 | ||||||||||||||||||||||||||||||||||||||||
| GAAP | Non-GAAP Adjustment |
Non-GAAP | GAAP | Non-GAAP Adjustment |
Non-GAAP | GAAP | Non-GAAP Adjustment |
Non-GAAP | ||||||||||||||||||||||||||||||||||
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| Marketing services gross profit |
$ | 1,424 | $ | — | $ | 1,424 | $ | 2,645 | $ | — | $ | 2,645 | $ | 1,637 | $ | — | $ | 1,637 | ||||||||||||||||||||||||
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| Marketing services gross margin |
10 | % | 10 | % | 17 | % | 17 | % | 9 | % | 9 | % | ||||||||||||||||||||||||||||||
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| Online games gross profit |
$ | 140,859 | $ | — | $ | 140,859 | $ | 91,450 | $ | — | $ | 91,450 | $ | 107,429 | $ | — | $ | 107,429 | ||||||||||||||||||||||||
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| Online games gross margin |
87 | % | 87 | % | 86 | % | 86 | % | 84 | % | 84 | % | ||||||||||||||||||||||||||||||
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| Others gross profit |
$ | 3,012 | $ | — | $ | 3,012 | $ | 3,881 | $ | — | $ | 3,881 | $ | 3,311 | $ | — | $ | 3,311 | ||||||||||||||||||||||||
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| Others gross margin |
67 | % | 67 | % | 83 | % | 83 | % | 59 | % | 59 | % | ||||||||||||||||||||||||||||||
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| Gross profit |
$ | 145,295 | $ | — | $ | 145,295 | $ | 97,976 | $ | — | $ | 97,976 | $ | 112,377 | $ | — | $ | 112,377 | ||||||||||||||||||||||||
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| Gross margin |
81 | % | 81 | % | 78 | % | 78 | % | 74 | % | 74 | % | ||||||||||||||||||||||||||||||
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| Operating expenses |
$ | 131,715 | $ | (430 | ) | (a) | $ | 131,285 | $ | 120,291 | $ | (353 | ) | (a) | $ | 119,938 | $ | 125,417 | $ | (44 | ) | (a) | $ | 125,373 | ||||||||||||||||||
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| 430 | (a) | 353 | (a) | 44 | (a) | |||||||||||||||||||||||||||||||||||||
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| Operating profit |
$ | 13,580 | $ | 430 | $ | 14,010 | $ | (22,315 | ) | $ | 353 | $ | (21,962 | ) | $ | (13,040 | ) | $ | 44 | $ | (12,996 | ) | ||||||||||||||||||||
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| Operating margin |
8 | % | 8 | % | -18 | % | -17 | % | -9 | % | -9 | % | ||||||||||||||||||||||||||||||
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| Income tax expense |
$ | 16,636 | $ | — | $ | 16,636 | $ | 8,937 | $ | — | $ | 8,937 | $ | 15,028 | $ | (3,883 | ) | (b) | $ | 11,145 | ||||||||||||||||||||||
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| 430 | (a) | 353 | (a) | 44 | (a) | |||||||||||||||||||||||||||||||||||||
| — | — | 3,883 | (b) | |||||||||||||||||||||||||||||||||||||||
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| Net income/ |
$ | 8,666 | $ | 430 | $ | 9,096 | $ | (20,016 | ) | $ | 353 | $ | (19,663 | ) | $ | (16,347 | ) | $ | 3,927 | $ | (12,420 | ) | ||||||||||||||||||||
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| 430 | (a) | 353 | (a) | 44 | (a) | |||||||||||||||||||||||||||||||||||||
| — | — | 3,883 | (b) | |||||||||||||||||||||||||||||||||||||||
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| Net income/ (loss) attributable to Sohu.com Limited for diluted net loss per share/ADS |
$ | 8,666 | $ | 430 | $ | 9,096 | $ | (20,016 | ) | $ | 353 | $ | (19,663 | ) | $ | (16,347 | ) | $ | 3,927 | $ | (12,420 | ) | ||||||||||||||||||||
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| Diluted net income/ |
$ | 0.32 | 0.33 | $ | (0.69 | ) | (0.68 | ) | $ | (0.52 | ) | (0.39 | ) | |||||||||||||||||||||||||||||
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| Shares/ADSs used in computing diluted net income/( loss) per share/ADS attributable to Sohu.com Limited |
27,491 | 27,491 | 28,826 | 28,826 | 31,729 | 31,729 | ||||||||||||||||||||||||||||||||||||
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Note:
| (a) | Share-based compensation expense |
| (b) | Accrued interest expense in connection with the Toll Charge |