SEC Info - Baidu, Inc. - ‘20-F’ for 12/31/19

Baidu, Inc. – ‘20-F’ for 12/31/19 – ‘R17’

On: Friday, 3/13/20, at 5:21pm ET · For: 12/31/19 · Accession #: 1193125-20-73092 · File #: 0-51469

As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/13/20 Baidu, Inc. 20-F 12/31/19 146:31M Donnelley … Solutions/FA

Document/Exhibit Description Pages Size 1: 20-F Annual Report by a Foreign Non-Canadian Issuer HTML 3.86M 2: EX-4.83 Instrument Defining the Rights of Security Holders HTML 76K 3: EX-4.84 Instrument Defining the Rights of Security Holders HTML 71K 4: EX-4.85 Instrument Defining the Rights of Security Holders HTML 72K 5: EX-4.86 Instrument Defining the Rights of Security Holders HTML 92K 6: EX-4.87 Instrument Defining the Rights of Security Holders HTML 59K 7: EX-4.88 Instrument Defining the Rights of Security Holders HTML 58K 8: EX-4.89 Instrument Defining the Rights of Security Holders HTML 74K 9: EX-4.90 Instrument Defining the Rights of Security Holders HTML 70K 10: EX-4.91 Instrument Defining the Rights of Security Holders HTML 71K 11: EX-8.1 Opinion of Counsel re: Tax Matters HTML 37K 14: EX-13.1 Annual or Quarterly Report to Security Holders HTML 38K 15: EX-13.2 Annual or Quarterly Report to Security Holders HTML 38K 12: EX-12.1 Statement re: Computation of Ratios HTML 42K 13: EX-12.2 Statement re: Computation of Ratios HTML 42K 16: EX-15.1 Letter re: Unaudited Interim Financial Info HTML 39K 17: EX-15.2 Letter re: Unaudited Interim Financial Info HTML 40K 18: EX-15.3 Letter re: Unaudited Interim Financial Info HTML 40K 73: R1 Cover Page HTML 112K 126: R2 Consolidated Balance Sheets HTML 199K 107: R3 Consolidated Balance Sheets (Parenthetical) HTML 65K 31: R4 Consolidated Statements Of Comprehensive Income HTML 159K (Loss) 70: R5 Consolidated Statements Of Comprehensive Income HTML 40K (Parenthetical) 123: R6 Consolidated Statements of Cash Flows HTML 232K 106: R7 Consolidated Statements Of Shareholders' Equity HTML 129K 24: R8 Organization, Consolidation and Presentation Of HTML 236K Financial Statements 75: R9 Summary of Significant Accounting Policies HTML 267K 42: R10 Business Combinations HTML 95K 56: R11 Investments HTML 374K 132: R12 Accounts Receivable HTML 87K 84: R13 Other Assets HTML 99K 43: R14 Fixed Assets HTML 84K 57: R15 Goodwill and Intangible Assets HTML 207K 133: R16 Accounts Payable and Accrued Liabilities HTML 88K 85: R17 Loans Payable HTML 55K 41: R18 Notes Payable HTML 150K 58: R19 Convertible Notes HTML 60K 129: R20 Leases HTML 83K 113: R21 Income Taxes HTML 238K 36: R22 Employee Defined Contribution Plan HTML 43K 82: R23 Commitments and Contingencies HTML 95K 130: R24 Redeemable Noncontrolling Interests HTML 89K 114: R25 Shareholders' Equity HTML 186K 37: R26 Earnings Per Share ("Eps") HTML 293K 83: R27 Share-Based Awards Plan HTML 203K 131: R28 Related Party Transactions HTML 160K 112: R29 Segment Reporting HTML 371K 88: R30 Fair Value Measurements HTML 479K 136: R31 Subsequent Events HTML 43K 55: R32 Significant Accounting Policies (Policies) HTML 353K 40: R33 Organization, Consolidation and Presentation Of HTML 175K Financial Statements (Tables) 87: R34 Summary of Significant Accounting Policies HTML 105K (Tables) 135: R35 Business Combinations (Tables) HTML 88K 54: R36 Investments (Tables) HTML 356K 39: R37 Accounts Receivable (Tables) HTML 89K 89: R38 Other Assets (Tables) HTML 98K 134: R39 Fixed Assets (Tables) HTML 80K 101: R40 Goodwill and Intangible Assets (Tables) HTML 207K 117: R41 Accounts Payable and Accrued Liabilities (Tables) HTML 87K 81: R42 Notes Payable (Tables) HTML 150K 35: R43 Leases (Tables) HTML 78K 100: R44 Income Taxes (Tables) HTML 229K 116: R45 Commitments and Contingencies (Tables) HTML 83K 80: R46 Redeemable Noncontrolling Interests (Tables) HTML 84K 34: R47 Shareholders' Equity (Tables) HTML 175K 102: R48 Earnings Per Share ("Eps") (Tables) HTML 294K 115: R49 Share-Based Awards Plan (Tables) HTML 220K 137: R50 Related Party Transactions (Tables) HTML 155K 91: R51 Segment Reporting (Tables) HTML 369K 52: R52 Fair Value Measurements (Tables) HTML 470K 67: R53 Organization, Consolidation and Presentation Of HTML 57K Financial Statements - Additional Information (Detail) 138: R54 Financial Statement Balances and Amounts of VIEs HTML 137K and Subsidiaries Included in Consolidated Financial Statements After Elimination of Intercompany Balances and Transactions Among VIEs and Subsidiaries within Group (Detail) 92: R55 Summary of Significant Accounting Policies - HTML 158K Additional Information (Detail) 53: R56 Estimated Useful Lives of Fixed Assets (Detail) HTML 60K 68: R57 Weighted Average Useful Lives from Date of HTML 53K Purchase of Intangible Assets (Detail) 139: R58 Summary of Revenues Disaggregated by Revenue HTML 62K Source (Detail) 90: R59 Summary of Estimated Fair Values of Assets HTML 67K Acquired, Liabilities Assumed and Noncontrolling Interest (Detail) 29: R60 Business Combinations - Additional Information HTML 51K (Detail) 69: R61 Investments - Short-term Investments - Additional HTML 44K information (Detail) 121: R62 Investments - Long-term Investments - Additional HTML 110K information (Detail) 103: R63 Investment - Schedule of Investments at Amortized HTML 97K Cost and Fair Value (Detail) 33: R64 Schedule of Unrealized and Realized Gains and HTML 60K Losses of Equity Securities Without Readily Determinable Fair Values (Detail) 74: R65 Schedule of Unrealized and Realized Gains and HTML 41K Losses of Equity Securities Without Readily Determinable Fair Values (Parenthetical) (Detail) 127: R66 Summarized Financial Information (Detail) HTML 93K 109: R67 Summary Of Estimated Fair Value Of HTML 55K Available-For-Sale Debt Investments (Detail) 26: R68 Accounts Receivable (Detail) HTML 49K 77: R69 Movement in Allowance for Doubtful Accounts HTML 47K (Detail) 66: R70 Other Assets (Detail) HTML 71K 47: R71 Fixed Assets (Detail) HTML 65K 99: R72 Fixed Assets - Additional Information (Detail) HTML 46K 144: R73 Goodwill and Intangible Assets - Additional HTML 46K Information (Detail) 63: R74 Changes in the Carrying Amount of Goodwill HTML 58K (Detail) 44: R75 Finite-Lived Intangible Assets (Detail) HTML 72K 96: R76 Estimated Amortization Expense Relating to HTML 51K Existing Intangible Assets with Finite Lives (Detail) 140: R77 Accounts Payable and Accrued Liabilities (Detail) HTML 69K 61: R78 Loans Payable - Additional Information (Detail) HTML 145K 50: R79 Notes Payable - Summary of Company Issued and HTML 89K Publicly Sold Unsecured Senior Notes (Detail) 65: R80 Notes Payable - Additional Information (Detail) HTML 94K 46: R81 Principal Amount and Unamortized Discount and Debt HTML 49K Issuance Costs (Detail) 98: R82 Repayment of Principal Amount of Long Term Debts HTML 58K (Detail) 142: R83 Convertible Notes - Additional Information HTML 135K (Detail) 64: R84 Leases -Summary of Supplemental cash flow HTML 43K information (Detail) 45: R85 Leases -Summary of Future lease payments (Detail) HTML 58K 97: R86 Leases - Additional Information (Detail) HTML 52K 141: R87 Income Taxes - Additional Information (Detail) HTML 110K 59: R88 Income Before Income Taxes (Detail) HTML 49K 48: R89 Components of Income Tax (Detail) HTML 53K 30: R90 Reconciliation of Effective Income Tax Provision HTML 80K of Tax Computed By Applying Statutory Income Tax Rate to Pre-Tax Income (Detail) 71: R91 Tax Effects of Temporary Differences that Gave HTML 76K Rise to Deferred Tax Balances (Detail) 124: R92 Employee Defined Combination Plan - Additional HTML 41K Information (Detail) 105: R93 Commitment and Contingencies - Additional HTML 49K Information (Detail) 32: R94 Future Minimum Payments Under Non-Cancelable HTML 53K Operating Leases with Initial Terms of One-Year or More (Detail) 72: R95 Future Minimum Lease Payments For Non-Cancelable HTML 53K Agreements For Licensed Copyrights and Produced Content (Detail) 125: R96 Summary of Redeemable Noncontrolling Interest HTML 59K (Detail) 108: R97 Redeemable Noncontrolling Interests - Additional HTML 62K Information (Detail) 28: R98 Shareholder's Equity - Additional Information HTML 103K (Detail) 79: R99 Shareholders' Equity (Detail) HTML 49K 111: R100 Changes in Accumulated Other Comprehensive HTML 76K Income/(Loss) by Component, Net of Tax (Detail) 119: R101 Tax Benefit (expense) Allocated to each Component HTML 47K of Other Comprehensive Income (Loss) (Detail) 78: R102 Reconciliation of Net Income to Numerator for HTML 54K Computation of Basic and Diluted Per Share (Detail) 27: R103 Computation of Basic and Diluted Earnings Per HTML 94K Class A and Class B Ordinary Share (Detail) 110: R104 Share-Based Awards Plan - Additional Information HTML 123K of Baidu, Inc. (Detail) 118: R105 Option Activity Baidu. Inc (Detail) HTML 95K 76: R106 Assumptions Used to Estimate Fair Values of Share HTML 62K Options Granted - Baidu, Inc. (Detail) 25: R107 Restricted Shares Activity (Detail) HTML 64K 104: R108 Share-Based Awards Plan - Option Activity (Detail) HTML 95K 122: R109 Total Share-Based Compensation Cost Recognized HTML 57K (Detail) 145: R110 Related Party Transactions - Additional HTML 54K Information (Detail) 93: R111 Related Party Transactions (Detail) HTML 84K 49: R112 Related Party Transactions (Parenthetical) HTML 75K (Detail) 60: R113 Segment Reporting - Additional Information HTML 40K (Detail) 146: R114 Summary of Group's Operating Segment Results HTML 109K (Detail) 94: R115 Fair Value Disclosure and Measurement on Recurring HTML 110K Basis (Detail) 51: R116 Fair Value Measurements - Schedule of Investments HTML 53K accounted at Fair Value (Detail) 62: R117 Fair Value Measurements - Schedule of HTML 57K Available-for-sale debt investments (Detail) 143: R118 Fair Value Measurements - Summary of Assets HTML 71K Measured at Fair Value on a Non-Recurring Basis (Detail) 120: XML IDEA XML File -- Filing Summary XML 257K 86: XML XBRL Instance -- d833212d20f_htm XML 8.98M 95: EXCEL IDEA Workbook of Financial Reports XLSX 184K 20: EX-101.CAL XBRL Calculations -- bidu-20191231_cal XML 292K 21: EX-101.DEF XBRL Definitions -- bidu-20191231_def XML 1.48M 22: EX-101.LAB XBRL Labels -- bidu-20191231_lab XML 2.53M 23: EX-101.PRE XBRL Presentations -- bidu-20191231_pre XML 1.96M 19: EX-101.SCH XBRL Schema -- bidu-20191231 XSD 374K 128: JSON XBRL Instance as JSON Data -- MetaLinks 666± 1.03M 38: ZIP XBRL Zipped Folder -- 0001193125-20-073092-xbrl Zip 794K

Short-term Loans

Short-term loans as of December 31, 2018 and 2019 were secured loans borrowed by iQIYI, amounted to RMB3.0 billion and RMB2.6 billion (US$376 million), respectively, which consisted of RMB denominated borrowings from financial institutions in the PRC and were repayable within one year.

Repayment of all short-term loans is guaranteed by the subsidiaries and VIEs of iQIYI and either collateralized by an office building of one of iQIYI’s VIEs with a carrying amount of RMB562 million (US$81 million) as of December 31, 2019 or collateralized by restricted cash balances totaling RMB965 million (US$139 million) as of December 31, 2019.

As of December 31, 2018 and 2019, the weighted average interest rates for the outstanding borrowings were approximately 4.47% and 4.05%, respectively, and the aggregate amounts of unused lines of credit for short-term loans were RMB781

illion and RMB1.6

illion (US$233 million), respectively.

Long-term Loans

Baidu

In June 2016, the Company entered into a five-year term revolving facility agreement with a group of 21 syndicated bankers, pursuant to which the Company is entitled to borrow an unsecured US

denominated floating rate loan of US$1.0 billion with a term of

five years

and to borrow an unsecured US

denominated revolving loan of US$1.0 billion for

five years

. The facility was priced at 110 basis points over LIBOR and is intended for the general working capital of the Company. In June 2016, the Company drew down

two

tranches of US$250 million each under the facility commitment. In November 2016, the Company drew down another

two

tranches of US$250 million each under the facility commitment. In connection with the facility agreements, the Company entered into four interest rate swap agreements, pursuant to which the loans would be settled with a

fixed annual interest rate of 2.11%, 2.10%, 2.78% and 2.78% respectively, during the respective term of the loans.

The interest rate swap agreements met the definition of a derivative in accordance with ASC 815, Derivatives and Hedging (“ASC 815”). The derivatives related to the interest rate swap agreements are accounted for at fair value and included in “Other
non-current
assets” on the consolidated balance sheets.

iQIYI

In April 2017, iQIYI entered into a

three-year

loan agreement with Bank of China, pursuant to which

iQI

is entitled to borrow a secured RMB denominated loan of RMB299 million for the general working capital of iQIYI. In April 2017, iQIYI drew down RMB299 million with an interest rate of 4.47%, pursuant to the agreement, the principal shall be repaid by installments from

2017 to 2020. The repayment of the loan is guaranteed by a subsidiary of iQIYI and collateralized by an office building of one of iQIYI’s VIEs with a carrying amount of RMB562 million (US$81 million) as of December 31, 2019.

RMB25 million was repaid when it became due. As of December 31, 2018 and 2019, the total outstanding borrowings were RMB284 million and RMB274 million (US$39 million), respectively, among which RMB10 million and RMB274 million (US$39

million), respectively, were repayable within one year and were included in “Long-term loans, current portion” balance.

In September 2019, iQIYI entered into a two-year loan agreement with JPMorgan Chase Bank, N.A., pursuant to which iQIYI is entitled to borrow a secured RMB denominated loan of RMB800 million (US$115 million) for the general working capital of iQIYI. In 2019, iQIYI drew down RMB448 million (US$64 million) with an interest rate of 3.55%, pursuant to the agreement, the principal shall be repaid by installments from 2019 to 2021. The repayment of the loan is collateralized by long-term held-to-maturity debt securities with a

stated cost

of RMB494 million (US$71 million). RMB3 million (US$424 thousand) was repaid when it became due in 2019. As of December 31, 2019, the total outstanding borrowings were RMB445 million (US$64 million), among which RMB34 million (US$5 million) was repayable within one year and were included in “Long-term loans, current portion” balance.

In December 2018, certain supplier invoices selected by iQIYI of RMB525 million were factored to a financial institution (“the
2018
factored receivables”) at a discount. These supplier invoices were recorded as accounts payables in the Company’s consolidated balance sheet. The factored receivables were further transferred to a securitization vehicle, whereby debt securities securitized by the factored receivables. The debt securities were issued to third party investors for the gross proceeds of RMB446 million, with maturities in December 2019 and December 2020. The proceeds raised from issuance of the asset-backed debt securities were used by the financial institution to factor the supplier invoices. At the same time, the credit terms of the iQIYI’s corresponding trade payables were extended to mirror the maturity of the asset-backed debt securities, and the effective interest rate was 7.00%.

In November 2019, certain supplier invoices selected by iQIYI of RMB587 million (US$84 million) were factored to a financial institution (the “2019 factored receivables”) at a discount. These supplier invoices were recorded as accounts payables in the Company’s consolidated balance sheets. The 2019 factored receivables were further transferred to a securitization vehicle, whereby debt securities securitized by the 2019 factored receivables. The debt securities were issued to third party investors for the gross proceeds of RMB500 million (US$72 million) and mature in November 2021. The proceeds raised from the issuance of the asset-backed debt securities were used by the financial institutions to factor the supplier invoices. At the same time, the credit terms of

iQIYI

’s corresponding trade payables were extended to mirror the maturity of the asset-backed debt securities, and the effective interest rate was 5.97%.

As of December 31, 2019, the outstanding borrowings from asset-backed debt securities were RMB898 million (US$129 million). RMB75 million (US$11 million) of 2018 asset-backed debt securities was repaid when it became due in December 2019. RMB429 million (US$62 million) of asset-backed debt securities is repayable within one year and are included in “Long-term loans, current portion” and the remaining balance of RMB469 million (US$67 million) of 2019 asset-backed debt securities is included in non-current “Long-term loans” on the

consolidated

balance sheets.

This ‘20-F’ Filing

Date

Other Filings

Filed on:

3/13/20

For Period end:

12/31/19

12/31/18

20-F

List all Filings

As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/15/24 Baidu, Inc. 20-F 12/31/23 159:24M Donnelley … Solutions/FA 3/22/23 Baidu, Inc. 20-F 12/31/22 164:28M Donnelley … Solutions/FA 3/28/22 Baidu, Inc. 20-F 12/31/21 168:26M Donnelley … Solutions/FA 8/19/21 Baidu, Inc. 424B2 1:1.9M Donnelley … Solutions/FA 8/16/21 Baidu, Inc. 424B5 1:1.9M Donnelley … Solutions/FA 3/09/21 Baidu, Inc. 20-F 12/31/20 166:25M Donnelley … Solutions/FA 10/07/20 Baidu, Inc. 424B2 1:820K Donnelley … Solutions/FA 10/05/20 Baidu, Inc. 424B5 1:823K Donnelley … Solutions/FA 10/05/20 Baidu, Inc. F-3ASR 10/05/20 6:465K Donnelley … Solutions/FA

Baidu, Inc. – ‘20-F’ for 12/31/19 – ‘R17’

On: Friday, 3/13/20, at 5:21pm ET · For: 12/31/19 · Accession #: 1193125-20-73092 · File #: 0-51469

Previous ‘20-F’: ‘20-F’ on 3/15/19 for 12/31/18 · Next: ‘20-F’ on 3/9/21 for 12/31/20 · Latest: ‘20-F’ on 3/15/24 for 12/31/23 · 9 References:

Annual Report by a Foreign Non-Canadian Issuer — Form 20-F — Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

‘R17’ — Loans Payable

This is an IDEA Financial Report. [ Alternative Formats ]

Dates Referenced Herein and Documents Incorporated by Reference

9 Subsequent Filings that Reference this Filing

Baidu, Inc. – ‘20-F’ for 12/31/19 – ‘R17’

On: Friday, 3/13/20, at 5:21pm ET · For: 12/31/19 · Accession #: 1193125-20-73092 · File #: 0-51469

Annual Report by a Foreign Non-Canadian Issuer — Form 20-F — Sect. 13 / 15(d) – SEA’34Filing Table of Contents

‘R17’ — Loans Payable

This is an IDEA Financial Report. [ Alternative Formats ]

Dates Referenced Herein and Documents Incorporated by Reference

9 Subsequent Filings that Reference this Filing

Annual Report by a Foreign Non-Canadian Issuer — Form 20-F — Sect. 13 / 15(d) – SEA’34
Filing Table of Contents