PR Newswire -- August 3, 2010

NORWALK, Conn., Aug. 3 /PRNewswire-FirstCall/ -- Priceline.com Incorporated
(Nasdaq: PCLN) today reported its financial results for the 2nd quarter 2010.
Gross travel bookings for the 2nd quarter, which refers to the total dollar
value, generally inclusive of all taxes and fees, of all travel services
purchased by consumers, were $3.4 billion, an increase of 43.3% over a year ago.

Priceline.com had revenues in the 2nd quarter of $767.4 million, a 27.1%
increase over a year ago. The Company's international operations contributed
revenues in the 2nd quarter of $322.6 million, a 63.3% increase versus a year
ago (approximately 68% on a local currency basis). Priceline.com's gross profit
for the 2nd quarter was $445.3 million, a 45.9% increase from the prior year.
The Company's international operations contributed gross profit in the 2nd
quarter of $321.8 million, a 63.6% increase versus a year ago (approximately 68%
growth on a local currency basis). The Company's operating income in the 2nd
quarter 2010 was $173.2 million, a 58.3% increase from the prior year.
Priceline.com had GAAP net income for the 2nd quarter of $115.0 million or $2.26
per diluted share, which compares to $67.0 million or $1.38 per diluted share in
the same period a year ago.

Pro forma EBITDA for the 2nd quarter was $204.2 million, an increase of 61.8%
over the prior year. Pro forma net income in the 2nd quarter was $158.2 million
or $3.09 per diluted share, compared to $2.02 per share a year ago. First Call
analyst consensus for the 2nd quarter 2010 was $2.65 per diluted share. The
section below entitled "Non-GAAP Financial Measures" provides a definition and
information about the use of pro forma financial measures in this press release
and the attached financial and statistical supplement reconciles pro forma
financial information with priceline.com's financial results under GAAP.

"Second quarter performance by the Priceline group of companies was once again
driven by strong growth in our global hotel reservations, where we believe we
gained market share for another quarter," said Jeffery H. Boyd, Priceline's
President and CEO. "The group achieved a combined 48% year-over-year growth in
hotel room nights booked. International gross travel bookings increased by 59%
compared to prior year, or 67% on a local currency basis, due to increasing
travel demand and an improvement in room rates. Domestic gross travel bookings
grew by 20% driven by strong growth in hotel reservations. Growth in airline
tickets and domestic rental car days was modest as our Name Your Own Price
airline and rental car services were hampered by reductions in capacity by
suppliers."

"In May 2010, we acquired TravelJigsaw, a growing international car hire
service, which has contributed $43.9 million of gross travel bookings in the 2nd
quarter since acquisition. The TravelJigsaw business showed continued growth in
the second quarter and we look forward to working with the team to build the
business."

Looking forward, Mr. Boyd said, "We are pleased with the hotel transaction
growth we are seeing worldwide, which we believe is being driven by geographic
expansion, solid execution in promoting improved conversion on our websites and
benefits of group-wide cooperation on integration initiatives. These factors,
combined with growing Internet commerce and travel in some of our newer markets,
resulted in resilience in the face of economic volatility and periodic travel
disruptions, and we believe provide a foundation for growth over the long-term."

The Company also reiterated its expectation that gross travel bookings growth
rates would progressively decline in the second half of 2010 as it compares to
periods of relatively stronger business performance in the 2nd half of 2009.

Priceline.com said it was targeting the following for 3rd quarter 2010:

-- Year-over-year increase in total gross travel bookings of approximately
33% - 38%.
-- Year-over-year increase in international gross travel bookings of
approximately 46% - 51% (an increase of approximately 57.5% - 62.5% on a
local currency basis).
-- Year-over-year increase in domestic gross travel bookings of
approximately 13%.
-- Year-over-year increase in revenue of approximately 29% - 34%.
-- Year-over-year increase in gross profit of approximately 43% - 48%.
-- Pro forma EBITDA of approximately $327 million to $337 million.
-- Pro forma net income of between $4.78 and $4.98 per diluted share.

Pro forma guidance for the 3rd quarter 2010:

-- excludes non-cash amortization expense of acquisition-related
intangibles,
-- excludes non-cash stock-based compensation expense,
-- excludes non-cash interest expense and gains or losses on early debt
extinguishment, if any, related to cash settled convertible debt,
-- excludes the impact, if any, of charges or benefits associated with
judgments, rulings and/or settlements related to hotel occupancy tax
proceedings,
-- excludes non-cash income tax expense and reflects the impact on income
taxes of certain of the pro forma adjustments,
-- includes the additional impact of the pro forma adjustments described
above on net income and loss attributable to noncontrolling interests,
-- includes the anti-dilutive impact of the "Conversion Spread Hedges" (see
"Non-GAAP Financial Measures" below) on diluted common shares
outstanding related to outstanding convertible notes, and
-- includes the dilutive impact of additional shares of unvested restricted
stock, restricted stock units and performance share units because pro
forma net income has been adjusted to exclude stock-based compensation.

In addition, pro forma EBITDA excludes depreciation and amortization expense,
interest income, interest expense, equity in income and loss of investees, net
income and loss attributable to noncontrolling interest, income taxes and
includes the impact of foreign currency transactions and other expenses.

When aggregated, the foregoing adjustments are expected to increase pro forma
EBITDA over GAAP net income by approximately $121 million in the 3rd quarter
2010. In addition, the foregoing adjustments are expected to increase pro forma
net income over GAAP net income by approximately $38 million in the 3rd quarter
2010. On a per share basis, the Company estimates GAAP net income of
approximately $4.06 to $4.26 per diluted share for the 3rd quarter 2010.

Information About Forward-Looking Statements

This press release contains forward-looking statements. These forward-looking
statements reflect the views of the Company's management regarding current
expectations and projections about future events and are based on currently
available information and current foreign currency exchange rates. These
forward-looking statements are not guarantees of future performance and are
subject to certain risks, uncertainties and assumptions that are difficult to
predict; therefore, actual results may differ materially from those expressed,
implied or forecasted in any such forward-looking statements. Expressions of
future goals and similar expressions including, without limitation, "may,"
"will," "should," "could," "expects," "does not currently expect," "plans,"
"anticipates," "intends," "believes," "estimates," "predicts," "potential,"
"targets," or "continue," reflecting something other than historical fact are
intended to identify forward-looking statements.

The following factors, among others, could cause the Company's actual results to
differ materially from those described in the forward-looking statements:

-- adverse changes in general market conditions for leisure and other travel
services as a result of, among other things, decreased consumer spending,
general economic downturn, terrorist attacks, natural disasters or adverse
weather, the bankruptcy or insolvency of a major airline, or the outbreak of an
epidemic or pandemic disease, such as the recent swine flu outbreak;

-- adverse changes in the Company's relationships with airlines and other
product and service providers and vendors which could include, without
limitation, the withdrawal of suppliers from the priceline.com system (either
priceline.com's "retail" or "opaque" services, or both) and/or the loss or
reduction of global distribution fees;

-- fluctuations in foreign exchange rates and other risks associated with doing
business in multiple currencies;

-- the effects of increased competition, including the potential impact of
increased pricing competition initiated by other on-line travel agents in the
form of reduced booking fees and/or the launch by competitors of an "opaque"
travel offering;

-- an adverse outcome in one or more of the hotel occupancy and other tax
proceedings in which the Company is involved;

-- a change by a major search engine to its search engine algorithms that
negatively affects the search engine ranking of the company or its 3rd party
distribution partners;

-- our ability to expand successfully in international markets;

-- the ability to attract and retain qualified personnel;

-- difficulties integrating recent or future acquisitions, such as the 2nd
quarter 2010 acquisition of TravelJigsaw, including ensuring the effectiveness
of the design and operation of internal controls and disclosure controls of
acquired businesses;

-- the occurrence of an external or internal security breach of our systems or
other Internet based systems involving personal customer information, credit
card information or other sensitive data;

-- systems-related failures and/or security breaches, including without
limitation, "denial-of-service" type attacks on our system, any security breach
that results in the theft, transfer or unauthorized disclosure of customer
information, or the failure to comply with various state laws applicable to the
company's obligations in the event of such a breach; and

--legal and regulatory risks.

For a detailed discussion of these and other factors that could cause the
Company's actual results to differ materially from those described in the
forward-looking statements, please refer to the Company's most recent Form 10-Q,
Form 10-K and Form 8-K filings with the Securities and Exchange Commission.
Unless required by law, the Company undertakes no obligation to update publicly
any forward-looking statements, whether as a result of new information, future
events or otherwise.

Non-GAAP Financial Measures

Pro forma EBITDA represents GAAP net income excluding depreciation and
amortization expense, interest income, interest expense, equity in income and
loss of investees, net income and loss attributable to noncontrolling interest,
income taxes and the pro forma adjustments relating to stock-based compensation
expense, gains and losses on early debt extinguishment and charges or benefits
related to judgments, rulings, or settlements of hotel occupancy tax
proceedings.

Pro forma EBITDA, pro forma net income and pro forma net income per share are
"non-GAAP financial measures," as such term is defined by the Securities and
Exchange Commission, and may differ from non-GAAP financial measures used by
other companies. Priceline.com believes that pro forma EBITDA, pro forma net
income and pro forma net income per share that exclude certain non-cash or
non-recurring income or expense items are useful for analysts and investors to
evaluate priceline.com's future on-going performance because they enable a more
meaningful comparison of priceline.com's projected cash earnings and performance
with its historical results from prior periods. These pro forma metrics, in
particular pro forma EBITDA and pro forma net income, are not intended to
represent funds available for priceline.com's discretionary use and are not
intended to represent or to be used as a substitute for operating income, net
income or cash flows from operations data as measured under GAAP. The items
excluded from these pro forma metrics, but included in the calculation of their
closest GAAP equivalent, are significant components of consolidated statements
of income and must be considered in performing a comprehensive assessment of
overall financial performance.

Pro forma financial information is adjusted for the following items:

-- Amortization expense of acquisition-related intangibles is excluded
because it does not impact cash earnings.
-- Charges or benefits related to judgments, rulings, or settlements of
hotel occupancy tax proceedings are excluded because the amount and
timing of these items are unpredictable, not driven by core operating
results and render comparisons with prior periods less meaningful.
-- Stock-based compensation expense is excluded because it does not impact
cash earnings and is reflected in earnings per share through increased
share count.
-- Interest expense related to the amortization of debt discount and gains
or losses on early debt extinguishment related to convertible debt are
excluded because they are non-cash in nature.
-- Income tax expense is adjusted for the tax impact of certain of the pro
forma adjustments described above and to exclude tax expense recorded
where no actual tax payments are owed because of available net operating
loss carry forwards.
-- Net income and loss attributable to noncontrolling interests is adjusted
for the impact of certain of the pro forma adjustments described above.

-- For calculating pro forma net income per share:
o net income is adjusted for the impact of the proforma adjustments
described above.
o fully diluted share count is adjusted to include the anti-dilutive
impact of "Conversion Spread Hedges" which increases the effective
conversion price of the currently outstanding 0.50% convertible notes
due 2011 and 0.75% convertible notes due 2013 from their stated $40.38
conversion price to an effective conversion price of $50.47 per share.
Under GAAP, the anti-dilutive impact of the Conversion Spread Hedges
is not reflected on the outstanding diluted share count until the end
of the hedge in 2011 and 2013 if and when shares are delivered.
o all unvested shares of restricted common stock, restricted stock units
and performance share units are included in the calculation of pro
forma net income per share because pro forma net income has been
adjusted to exclude stock-based compensation expense.

The presentation of this financial information should not be considered in
isolation or as a substitute for the financial information prepared and
presented in accordance with generally accepted accounting principles in the
United States. The attached financial and statistical supplement reconciles pro
forma financial information with priceline.com's financial results under GAAP.

About The Priceline Group of Companies

The Priceline Group of Companies (Nasdaq: PCLN) is a leader in global online
hotel reservations, with approximately 61 million room nights booked in 2009.
The Group is composed of four primary brands - Booking.com, priceline.com,
Agoda.com and TravelJigsaw. The Priceline Group provides online travel services
in 38 languages in 98 countries in Europe, North America, Asia, the Middle East
and Africa.

Based in Amsterdam, Booking.com is a leading international online hotel
reservation service operating in 87 countries in 36 languages. Booking.com
offers its customers access to approximately 96,000 participating hotels
worldwide.

In the U.S., priceline.com gives leisure travelers multiple ways to save on
their airline tickets, hotel rooms, rental cars, vacation packages and cruises.
In addition to getting compelling published prices, travelers can take advantage
of priceline.com's famous Name Your Own Price service, which can deliver the
lowest prices available. Priceline.com also operates the following travel
websites: Travelweb.com, Lowestfare.com, RentalCars.com and BreezeNet.com.

Bangkok-based Agoda.com is an Asian online hotel reservation service that offers
hotel rooms around the world and is available in 30 languages. With headquarters
in Manchester, UK, TravelJigsaw is a multinational car hire service, offering
its reservation services in more than 4,000 locations in 80 countries. Customer
support is provided in 20 languages.

priceline.com Incorporated
UNAUDITED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share data)

June 30, December 31,
ASSETS 2010 2009
---- ----

Current assets:
Cash and cash equivalents $356,035 $202,141
Restricted cash 1,302 1,319
Short-term investments 864,164 598,014
Accounts receivable, net of
allowance for doubtful accounts
of
$4,588 and $5,023, respectively 208,056 118,659
Prepaid expenses and other
current assets 70,521 36,828
Deferred income taxes 57,598 65,980
Total current assets 1,557,676 1,022,941

Property and equipment, net 34,988 30,489
Intangible assets, net 236,547 172,080
Goodwill 426,324 350,630
Deferred taxes 174,236 253,700
Other assets 15,968 4,384
------ -----

Total assets $2,445,739 $1,834,224
========== ==========

LIABILITIES AND STOCKHOLDERS'
EQUITY

Current liabilities:
Accounts payable $119,138 $60,568
Accrued expenses and other
current liabilities 163,046 127,561
Deferred merchant bookings 141,611 60,758
Convertible debt 41,981 159,878
Total current liabilities 465,776 408,765

Deferred income taxes 59,179 43,793
Other long-term liabilities 26,894 24,052
Convertible debt 465,987 -
------- ---
Total liabilities 1,017,836 476,610
--------- -------

Convertible debt 8,064 35,985
----- ------
Redeemable noncontrolling
interests 35,355 -
------ ---

Stockholders' equity:
Common stock, $0.008 par value,
authorized 1,000,000,000 shares,
55,796,906, and 52,446,173 shares
issued, respectively 432 405
Treasury stock, 7,409,780 and
6,865,119 shares, respectively (636,393) (510,970)
Additional paid-in capital 2,400,959 2,289,867
Accumulated deficit (285,841) (454,673)
Accumulated other comprehensive
loss (94,673) (3,000)
Total stockholders' equity 1,384,484 1,321,629
--------- ---------

Total liabilities and
stockholders' equity $2,445,739 $1,834,224
========== ==========

priceline.com Incorporated
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)

Three Months Ended
June 30, 2010
-------------

2010 2009
---- ----

Merchant revenues $446,669 $392,822
Agency revenues 317,512 204,485
Other revenues 3,258 6,434
----- -----
Total revenues 767,439 603,741

Cost of revenues 322,184 298,503
------- -------

Gross profit 445,255 305,238
------- -------

Operating expenses:
Advertising - Offline 10,123 11,053
Advertising - Online 132,518 90,107
Sales and marketing 28,490 20,691
Personnel, including stock-based
compensation of $15,465, $11,264,
$27,374 and $21,858, for the three and six
months ended June 30, 2010 and 2009,
respectively 62,850 44,864
General and administrative 22,462 14,728
Information technology 4,895 4,697
Depreciation and amortization 10,758 9,723
------ -----

Total operating expenses 272,096 195,863
------- -------

Operating income 173,159 109,375
------- -------

Other income (expense):
Interest income 940 483
Interest expense (9,267) (6,505)
Foreign currency transactions and other 1,039 (3,880)
----- ------
Total other income (expense) (7,288) (9,902)
------ ------

Earnings before income taxes and equity
in income of investees 165,871 99,473
Income tax expense (51,275) (32,495)
Equity in income of investees - 33
--- ---
Net income 114,596 67,011
Less: net loss attributable to
noncontrolling interests (361) -
---- ---

Net income applicable to common
stockholders $114,957 $67,011
======== =======

Net income applicable to common
stockholders per basic common share $2.41 $1.61
===== =====

Weighted average number of basic common
shares outstanding 47,791 41,661
====== ======

Net income applicable to common
stockholders per diluted common share $2.26 $1.38
===== =====

Weighted average number of diluted
common shares outstanding 50,847 48,479
====== ======

Six Months Ended
June 30, 2010
-------------

2010 2009
---- ----

Merchant revenues $814,933 $729,856
Agency revenues 530,755 324,711
Other revenues 6,144 11,232
----- ------
Total revenues 1,351,832 1,065,799

Cost of revenues 587,462 552,231
------- -------

Gross profit 764,370 513,568
------- -------

Operating expenses:
Advertising - Offline 21,911 21,819
Advertising - Online 245,627 158,223
Sales and marketing 52,603 39,110
Personnel, including stock-based
compensation of $15,465, $11,264,
$27,374 and $21,858, for the three and six
months ended June 30, 2010 and 2009,
respectively 112,628 84,374
General and administrative 40,493 29,516
Information technology 9,503 9,225
Depreciation and amortization 20,537 19,084
------ ------

Total operating expenses 503,302 361,351
------- -------

Operating income 261,068 152,217
------- -------

Other income (expense):
Interest income 1,795 1,224
Interest expense (14,072) (13,310)
Foreign currency transactions and other (2,092) (63)
------ ---
Total other income (expense) (14,369) (12,149)
------- -------

Earnings before income taxes and equity in
income of investees 246,699 140,068
Income tax expense (78,228) (48,036)
Equity in income of investees - 2
--- ---
Net income 168,471 92,034
Less: net loss attributable to
noncontrolling interest (361) -
---- ---

Net income applicable to common stockholders $168,832 $92,034
======== =======

Net income applicable to common stockholders
per basic common share $3.59 $2.23
===== =====

Weighted average number of basic common
shares outstanding 47,054 41,334
====== ======

Net income applicable to common stockholders
per diluted common share $3.31 $1.92
===== =====

Weighted average number of diluted common
shares outstanding 51,032 47,924
====== ======

priceline.com Incorporated
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)

Six Months Ended
June 30,
--------

OPERATING ACTIVITIES: 2010 2009
---- ----
Net income $168,471 $92,034
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 7,869 6,969
Amortization 13,597 12,115
Provision for uncollectible accounts, net 3,464 1,810
Deferred income taxes 24,043 18,549
Stock-based compensation expense 27,374 21,858
Amortization of debt issuance costs 1,893 1,002
Amortization of debt discount 9,466 10,236
Loss (gain) on early extinguishment of
debt 8,108 (3,130)
Equity in income of investees - (2)
Changes in assets and liabilities:
Accounts receivable (85,516) (55,322)
Prepaid expenses and other current assets (9,636) (751)
Accounts payable, accrued expenses and
other current liabilities 123,843 59,668
Other (960) 3,185
---- -----
Net cash provided by operating activities 292,016 168,221
------- -------
INVESTING ACTIVITIES:
Purchase of investments (796,728) (310,798)
Maturity of investments 470,198 162,045
Additions to property and equipment (10,233) (8,114)
Acquisitions and other equity investments,
net of cash acquired (110,972) -
Proceeds from foreign currency contracts 32,478 -
Payments on foreign currency contracts (4,283) -
Change in restricted cash (33) 1,248
--- -----
Net cash used in investing activities (419,573) (155,619)
-------- --------
FINANCING ACTIVITIES:
Proceeds from the issuance of convertible
senior notes 575,000 -
Payments related to conversion of
convertible senior notes (173,375) (36,505)
Repurchase of common stock (125,423) (13,238)
Proceeds from the sale of subsidiary
shares to noncontrolling interests 4,311 -
Proceeds from exercise of stock options 23,449 6,498
Payment of debt issuance costs (13,334) -
Excess tax benefit on stock-based
compensation 2,335 1,342
----- -----
Net cash provided by (used in) financing
activities 292,963 (41,903)
------- -------
Effect of exchange rate changes on cash
and cash equivalents (11,512) (1,800)
------- ------
Net increase (decrease) in cash and cash
equivalents 153,894 (31,101)
Cash and cash equivalents, beginning of
period 202,141 364,550
Cash and cash equivalents, end of period $356,035 $333,449
======== ========

SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid during the period for income
taxes $31,002 $29,372
======= =======
Cash paid during the period for interest $776 $2,297
==== ======

priceline.com Incorporated
UNAUDITED RECONCILIATION OF GAAP TO PRO FORMA FINANCIAL INFORMATION
(In thousands, except per share data)

Three Months Ended June
30,
------------------------
RECONCILIATION OF GAAP NET INCOME TO
PRO FORMA EBITDA 2010 2009
---- ----

GAAP Net income applicable to common
stockholders $114,957 $67,011

(a) Amortization of acquired
intangible assets in Merchant revenues 929 -
(b) Stock-based compensation 15,465 11,264
(c) Depreciation and amortization 10,758 9,723
(d) Interest income (940) (483)
(d) Interest expense 9,267 6,505
(e) Loss (gain) on early
extinguishment of debt 2,857 (260)
(f) Adjustments for the tax impact of
certain of the pro forma adjustments
and
to exclude non-cash income taxes 51,275 32,495
(g) Equity in income of investees - (33)
(h) Net loss attributable to
noncontrolling interests (361) -

Pro Forma EBITDA $204,207 $126,222
======== ========

Three Months Ended June
30,
------------------------
RECONCILIATION OF GAAP NET INCOME TO
PRO FORMA NET INCOME 2010 2009
---- ----

GAAP Net income applicable to common
stockholders $114,957 $67,011

(a) Amortization of acquired
intangible assets in Merchant revenues 929 -
(b) Stock-based compensation 15,465 11,264
(d) Debt discount amortization related
to convertible debt 6,192 5,039
(e) Loss (gain) on early
extinguishment of debt 2,857 (260)
(f) Adjustments for the tax impact of
certain of the pro forma adjustments
and
to exclude non-cash income taxes 11,317 9,717
(a) Amortization of acquired
intangible assets in Depreciation and
amortization 6,845 6,210
(h) Impact on noncontrolling interests
of other pro forma adjustments (409) -

Pro Forma Net income applicable to
common stockholders $158,153 $98,981
======== =======

Three Months Ended June
30,
------------------------
RECONCILIATION OF GAAP TO PRO FORMA NET
INCOME
PER DILUTED COMMON SHARE 2010 2009
---- ----

GAAP weighted average number of diluted
common shares outstanding 50,847 48,479

(i) Adjustment for Conversion Spread
Hedges (94) (677)
(j) Adjustment for restricted stock,
restricted stock units and performance
units 506 1,196

Pro Forma weighted average number of
diluted common shares outstanding 51,259 48,998
====== ======

Net income applicable to common
stockholders per diluted common share
GAAP $2.26 $1.38
===== =====

Pro Forma $3.09 $2.02
===== =====

Six Months Ended June
30,
----------------------
RECONCILIATION OF GAAP NET INCOME TO PRO
FORMA EBITDA 2010 2009
---- ----

GAAP Net income applicable to common
stockholders $168,832 $92,034

(a) Amortization of acquired intangible
assets in Merchant revenues 929 -
(b) Stock-based compensation 27,374 21,858
(c) Depreciation and amortization 20,537 19,084
(d) Interest income (1,795) (1,224)
(d) Interest expense 14,072 13,310
(e) Loss (gain) on early extinguishment
of debt 8,109 (3,130)
(f) Adjustments for the tax impact of
certain of the pro forma adjustments
and
to exclude non-cash income taxes 78,228 48,036
(g) Equity in income of investees - (2)
(h) Net loss attributable to
noncontrolling interests (361) -

Pro Forma EBITDA $315,925 $189,966
======== ========

Six Months Ended June
30,
----------------------
RECONCILIATION OF GAAP NET INCOME TO PRO
FORMA NET INCOME 2010 2009
---- ----

GAAP Net income applicable to common
stockholders $168,832 $92,034

(a) Amortization of acquired intangible
assets in Merchant revenues 929 -
(b) Stock-based compensation 27,374 21,858
(d) Debt discount amortization related
to convertible debt 9,466 10,236
(e) Loss (gain) on early extinguishment
of debt 8,109 (3,130)
(f) Adjustments for the tax impact of
certain of the pro forma adjustments
and
to exclude non-cash income taxes 18,447 17,148
(a) Amortization of acquired intangible
assets in Depreciation and amortization 12,641 12,115
(h) Impact on noncontrolling interests
of other pro forma adjustments (409) -

Pro Forma Net income applicable to
common stockholders $245,389 $150,261
======== ========

Six Months Ended June
30,
----------------------
RECONCILIATION OF GAAP TO PRO FORMA NET
INCOME
PER DILUTED COMMON SHARE 2010 2009
---- ----

GAAP weighted average number of diluted
common shares outstanding 51,032 47,924

(i) Adjustment for Conversion Spread
Hedges (127) (797)
(j) Adjustment for restricted stock,
restricted stock units and performance
units 432 1,117

Pro Forma weighted average number of
diluted common shares outstanding 51,337 48,244
====== ======

Net income applicable to common
stockholders per diluted common share
GAAP $3.31 $1.92
===== =====

Pro Forma $4.78 $3.11
===== =====

(a) Amortization of acquired intangible assets is recorded in
Merchant revenues and Depreciation and amortization.
(b) Stock-based compensation is recorded in Personnel expense.
(c) Depreciation and amortization are excluded from Net income to
calculate EBITDA.
(d) Interest income and Interest expense are excluded from Net
income to calculate EBITDA.
(e) Non-cash interest expense related to the amortization of debt
discount and loss (gain) on early debt extinguishment are recorded
in Interest expense and Foreign currency transactions and other,
respectively.
(f) Adjustments for the tax impact of certain of the pro forma
adjustments and to exclude non-cash income taxes and are recorded
in Income tax expense.
(g) Equity in income of investees is excluded from Net income to
calculate EBITDA.
(h) Impact of other pro forma adjustments on Net loss attributable
to noncontrolling interests.
(i) Reflects the impact of the Conversion Spread Hedges that
increase the effective conversion price of the currently outstanding
Convertible Senior Notes due September 30, 2011 and the Convertible
Senior Notes due September 30, 2013 from their stated $40.38
conversion price to an effective conversion price of $50.47 per
share. Under GAAP, the anti-dilutive impact of the Conversion
Spread Hedges is not reflected on the outstanding diluted share
count until the end of the hedge when shares are delivered.
(j) All shares of restricted common stock, restricted stock units
and performance share units are included in the calculation of pro
forma net income per share because pro forma net income has been
adjusted to exclude stock-based compensation expense.

priceline.com Incorporated
--------------------------
Statistical Data
In thousands
(Unaudited)

Gross Bookings 1Q08 2Q08 3Q08 4Q08
-------------- ---- ---- ---- ----

Domestic $720,968 $872,284 $799,578 $688,923
International** 1,037,644 1,237,681 1,250,850 792,190
--------- --------- --------- -------
Total $1,758,612 $2,109,965 $2,050,427 $1,481,113

Agency $1,370,119 $1,656,775 $1,603,693 $1,108,024
Merchant** 388,493 453,190 446,734 373,089
------- ------- ------- -------
Total $1,758,612 $2,109,965 $2,050,427 $1,481,113

Year/Year Growth
----------------
Domestic 50.6% 59.2% 32.8% 31.1%
International 99.7% 80.1% 58.6% 16.5%
excluding F/X impact 75.0% 55.8% 44.7% 27.6%

Agency 92.8% 80.2% 53.8% 21.4%
Merchant 34.9% 43.6% 28.3% 27.5%

Total 76.1% 70.9% 47.4% 22.9%

Units Sold 1Q08 2Q08 3Q08 4Q08
---------- ---- ---- ---- ----

Hotel Room-Nights 9,375 10,879 11,434 9,126
Year/Year Growth 57.4% 50.2% 43.6% 38.0%

Rental Car Days 2,612 2,815 2,333 2,224
Year/Year Growth 30.4% 23.6% -0.2% 11.1%

Airline Tickets 1,169 1,362 1,186 1,135
Year/Year Growth 83.0% 98.2% 44.8% 43.7%

1Q08 2Q08 3Q08 4Q08
---- ---- ---- ----

Revenue $403,180 $513,976 $561,609 $406,041
Year/Year Growth 33.8% 44.4% 34.6% 21.3%

Gross Profit $181,103 $253,725 $316,078 $205,065
Year/Year Growth 51.3% 61.4% 56.2% 28.0%

Gross Bookings 1Q09 2Q09 3Q09 4Q09
-------------- ---- ---- ---- ----

Domestic $851,157 $964,464 $998,715 $830,983
International** 1,092,427 1,414,714 1,724,131 $1,433,471
--------- --------- ---------
Total $1,943,584 $2,379,178 $2,722,846 $2,264,454

Agency $1,469,956 $1,824,618 $2,130,571 $1,766,295
Merchant** 473,628 554,560 592,275 $498,159
------- ------- -------
Total $1,943,584 $2,379,178 $2,722,846 $2,264,454

Year/Year Growth
----------------
Domestic 18.1% 10.6% 24.9% 20.6%
International 5.3% 14.3% 37.8% 81.0%
excluding F/X impact 23.5% 32.4% 48.5% 69.5%

Agency 7.3% 10.1% 32.9% 59.4%
Merchant 21.9% 22.4% 32.6% 33.5%

Total 10.5% 12.8% 32.8% 52.9%

Units Sold 1Q09 2Q09 3Q09 4Q09
---------- ---- ---- ---- ----

Hotel Room-Nights 12,785 15,665 17,869 14,593
Year/Year Growth 36.4% 44.0% 56.3% 59.9%

Rental Car Days 3,014 3,237 2,604 2,370
Year/Year Growth 15.4% 15.0% 11.6% 6.6%

Airline Tickets 1,496 1,551 1,544 1,318
Year/Year Growth 28.0% 13.9% 30.2% 16.2%

1Q09 2Q09 3Q09 4Q09
---- ---- ---- ----

Revenue $462,058 $603,741 $730,660 $541,753
Year/Year Growth 14.6% 17.5% 30.1% 33.4%

Gross Profit $208,330 $305,238 $434,006 $313,189
Year/Year Growth 15.0% 20.3% 37.3% 52.7%

Gross Bookings 1Q10 2Q10
-------------- ---- ----

Domestic $989,350 $1,153,879
International** $1,975,345 $2,256,301
Total $2,964,695 $3,410,179

Agency $2,373,565 $2,682,965
Merchant** $591,130 $727,215
Total $2,964,695 $3,410,179

Year/Year Growth
----------------
Domestic 16.2% 19.6%
International 80.8% 59.5%
excluding F/X impact 72.8% 67.1%

Agency 61.5% 47.0%
Merchant 24.8% 31.1%

Total 52.5% 43.3%

Units Sold 1Q10 2Q10
---------- ---- ----

Hotel Room-Nights 20,042 23,210
Year/Year Growth 56.8% 48.2%

Rental Car Days 2,986 4,272
Year/Year Growth -0.9% 32.0%

Airline Tickets 1,538 1,614
Year/Year Growth 2.8% 4.1%

1Q10 2Q10
---- ----

Revenue $584,394 $767,439
Year/Year Growth 26.5% 27.1%

Gross Profit $319,116 $445,255
Year/Year Growth 53.2% 45.9%

Gross bookings is an operating and statistical metric that captures
the total dollar value, generally inclusive of taxes and fees, of
all travel services booked by customers.
** Includes $43.9 million of Travel Jigsaw gross bookings in 2Q10
since acquisition on May 18, 2010. Includes $37.5 million, $32.4
million, $24.2 million and $24.6 million of Agoda gross bookings in
4Q08, 3Q08, 2Q08 and 1Q08, respectively.

SOURCE Priceline.com Incorporated

Subject Codes: PC/t.100803160105718, PT/lang.en, PC/ticker, IN/CPR,
IN/MLM, IN/WEB, IN/TRN, IN/LEI, IN/ECM, SU/ERN, SU/ERP,
RE/Connecticut, PC/priority.r, PC/category.f,
PC/class.1278, PC/class.1187, PC/WAVO_.y....,
PC/APT_.y..., PC/city_y, PC/wavo2_y, PC/class.1257,
PC/WAVO_....t., PC/APT_....t, PC/trade_t, PC/wavo5_t,
PC/DataFeat_metci, PC/port_32, PC/Billing_FC1,
PC/Billing_IRW, PC/Billing_NYM, PC/Billing_RWB,
PC/Billing_TNW, PC/1stAcc_157145, PC/bureau_NY,
PC/port_01, PC/port_96, PC/port_31, PC/port_33,
PC/port_19, PC/port_91, PC/contact, PC/website,
PC/id_NY45042

Company Codes: NASDAQ-NMS:PCLN