Xinyuan Real Estate Co., Ltd. Announces Second Quarter and First Half 2008 Results

Second Quarter Revenues were US$87.7 Million;

Second Quarter Net Income was US$13.2 Million;

First Half 2008 Revenues Increased 117.9% to US$212.9 Million Year-Over-Year;

First Half 2008 Net Income Increased 115.2% to US$46.1 Million Year-Over-Year

BEIJING, Sept. 2 /Xinhua-PRNewswire/ -- Xinyuan Real Estate Co., Ltd. ('Xinyuan') (NYSE:XIN), a fast-growing residential real estate developer with a focus on strategically selected Tier II cities in China, today announced its unaudited financial results for the second quarter and six months ended June 30, 2008.

  -- Total revenues for the second quarter of 2008 increased 17.2% to
     US$87.7 million from US$74.8 million for the same quarter in 2007.

  -- Total revenues for the first half of 2008 increased 117.9% to US$212.9
     million from US$97.7 million for the same period in 2007.

  -- Net income for the second quarter of 2008 decreased 9.6% to US$13.2
     million from US$14.6 million for the same quarter in 2007.

  -- Net income for the first half of 2008 increased 115.2% to US$46.1
     million from US$21.4 million for the same period in 2007.

  -- Diluted earnings per share were US$0.08 for the second quarter of 2008,
     equivalent to US$0.16 per American Depositary Share ('ADS'), compared
     to US$0.12 diluted earnings per share or US$0.24 per ADS for the same
     quarter in 2007.

  -- Diluted earnings per share were US$0.22 for the first half of 2008,
     equivalent to US$0.44 per ADS, compared to US$0.18 diluted earnings per
     share or US$0.36 per ADS for the same period in 2007.

  -- In the second quarter of 2008, the Company launched one new project
     with total developable gross floor area ('GFA') of 189,198 square
     meters in Zhengzhou, and completed construction of total GFA of
     approximately 53,600 square meters for one ongoing project in Suzhou.

  -- As of June 30, 2008, the Company had land reserves representing
     approximately 2.3 million square meters of developable gross floor
     area, all of which is either under construction or in the planning
     stage.
     This represents future sales of 1.5 to 2 years of development activity,
     and is consistent with the Company's business plan.



                                    Three     Three         Six        Six
                                   months    months      months     months
                                    ended     ended       ended      ended
                                  6/30/07   6/30/08     6/30/07    6/30/08

  Total revenue (US$000)           74,828    87,723      97,705    212,860
  Net income (US$000)              14,568    13,172      21,435     46,124
  Diluted earnings per
  share (US$)                        0.12      0.08        0.19       0.22





'The second quarter 2008 proved to be a challenging quarter most notably due to weaker market conditions brought about by the tightened credit supply and slowing buyer demand,' said Yong Zhang, Xinyuan's chairman and chief executive officer.  'As we expected, temporary policy changes to curb inflation and cool a rapidly growing real estate market have decreased sales volumes across the industry and slowed growth during the quarter.  Although current market conditions are presenting challenges to nearly every company in the real estate industry, Xinyuan's overall growth rates so far in 2008 are better than many of our peers.'

'Over the next several months, we will concentrate on improving our capacity to execute our projects and mobilize the demand that is still unmet in second-tier cities," continued Mr. Zhang.  "We remain confident in the prospects of the real estate sector in China.  The significant improvement in CPI and its outlook should pave the way for further easing of monetary and fiscal policies later this year and next year.  When the policies are relaxed and markets do begin to improve, our quick asset turnover business model will allow our strong and experienced professional team to rapidly take advantage of new opportunities.'

Mr. Frank Ng, Xinyuan's chief financial officer also added, 'While the uncertainty within the real estate market has contributed to slowed revenue and net income growth rates for Xinyuan, we continue to seek opportunities to improve our position within the industry.  During the second quarter we launched one project, Zhengzhou Xinyuan Colorful Garden, which has a total developable gross floor area of over 189,198 square meters, and we completed construction of approximately 53,600 square meters of gross floor area in our Suzhou Lake Splendid project.  We will continue to rely on our unique business model, strong balance sheet and prudent financial management strategy as we deal with the present challenges and future opportunities of China's real estate market.'

  Financial Results for the Second Quarter and First Half of 2008

  Revenues


Total revenues were US$87.7 million for the second quarter of 2008, compared to US$125.1 million and US$74.8 million for the first quarter of 2008 and second quarter of 2007, respectively, representing a decrease of 29.9% and an increase of 17.2% from the first quarter of 2008 and second quarter of 2007, respectively.

Total GFA recognized for revenue was approximately 101.0 thousand square meters for the second quarter of 2008, compared to 161.3 thousand square meters and 135.8 thousand square meters for the first quarter of 2008 and second quarter of 2007, respectively.  The average selling price per square meter recognized for revenue was approximately Renminbi ('RMB')6,300 for the second quarter of 2008, compared to RMB5,800 and RMB4,400 for the first quarter of 2008 and second quarter of 2007, respectively.

The quarter-over-quarter decrease in revenue was primarily due to decreased revenue of US$46.8 million from Suzhou Lake Splendid, Suzhou Colorful Garden, Anhui Wangjiang Garden, Jinan Elegant Scenery and Jinan International City Garden, among which the Suzhou Lake Splendid and Jinan Elegant Scenery were near to the completion of sales and construction by the end of the second quarter of 2008, compared to the first quarter of 2008, and was partially offset by increased revenue of US$14.2 million from Suzhou International City Garden and Zhengzhou Xinyuan Colorful Garden, which launched the pre-sales in the second quarter of 2008.

The year-over-year increase in revenue was primarily attributable to increased revenue of US$59.0 million from Suzhou Colorful Garden, Suzhou International City Garden, Anhui Wangjiang Garden and Jinan International City Garden, compared to the second quarter of 2007, and was partially offset by reduced revenue of US$47.5 million from Suzhou Lake Splendid, Zhengzhou Central Garden West and Zhengzhou Central Garden East.

For the first half of 2008, total revenues were US$212.9 million, an increase of 117.9% from US$97.7 million for the same period in 2007.  Total GFA recognized for revenue was approximately 262.3 thousand square meters for the first half of 2008, compared to 172.3 thousand square meters for the first half of 2007.  The average selling price per square meter recognized for revenue was approximately RMB6,000 for the first half of 2008, compared to RMB4,500 for the first half of 2007.

The geographic breakdown of revenues from real estate sales were as follows:

                                             Revenue (US$ '000)
  City                                2007Q2         2008Q1        2008Q2
                                  amount    %    amount    %   amount    %
  Suzhou                          19,708   27%   53,825   43%  31,664   36%
  Zhengzhou                       42,496   57%    8,492    7%  10,987   13%
  Hefei                               --    0%   16,868   14%  11,885   14%
  Jinan                           12,055   16%   44,975   36%  32,540   37%
                                  74,259  100%  124,160  100%  87,076  100%



  Gross Profit


Gross profit for the second quarter of 2008 was US$20.7 million, compared to US$36.6 million and US$27.0 million for the first quarter of 2008 and second quarter of 2007, respectively.  For the first half of 2008, gross profit was US$57.3 million, an increase of 44.5% from US$39.6 million for the same period in 2007.

The gross margin percentage for the second quarter of 2008 was 23.6%, compared to 29.2% and 36.1% for the first quarter of 2008 and second quarter of 2007, respectively.  The quarter-over-quarter decrease in gross margin percentage was mainly attributed to the second quarter 2008 sale of newly launched projects of Suzhou International City Garden and Zhengzhou Xinyuan Colorful Garden which generated lower gross margins due to higher land acquisition costs and construction costs.  The year-over-year decrease in gross margin percentage was attributed to the second quarter 2007 sale of Zhengzhou Central Garden West and Zhengzhou Central Garden East which generated higher gross margins due to lower land acquisition costs and construction costs.  Similarly, due to lower margins on newly launched projects of Suzhou International City Garden and Zhengzhou Xinyuan Colorful Garden for the first half of 2008, the gross margin percentage was 26.9%, compared to 40.6% for the same period in 2007.

Selling, General and Administrative Expenses

Selling, general and administrative expenses were US$12.4 million for the second quarter of 2008, compared to US$10.9 million and US$5.0 million for the first quarter of 2008 and second quarter of 2007, respectively.  As a percentage of total revenue, the selling, general and administrative expenses for the second quarter of 2008 were 14.2%, compared to 8.7% and 6.7% for the first quarter of 2008 and second quarter of 2007, respectively.  The quarter- over-quarter increase in total selling, general and administrative expenses was due to increased selling and marketing activities to promote new projects. The year-over-year increase in total selling, general and administrative expenses was due to increased selling and marketing activities to promote new projects, salaries and other expenses associated with the addition of new employees, stock-based compensation amortization, and professional fees associated with maintenance as a listed company on the NYSE and under the rules governing the SEC.  Similarly, for the first half of 2008, selling, general and administrative expenses were US$23.3 million, compared to US$7.9 million for the same period in 2007.  As a percentage of total revenue, the selling, general and administrative expenses for the first half of 2008 were 10.9%, compared to 8.1% for the same period in 2007.

Operating Margin

The operating margin percentage for the second quarter of 2008 was 9.4%, compared to 20.5% and 29.3% for the first quarter of 2008 and second quarter of 2007, respectively.  For the first half of 2008, the operating margin percentage was 16.0%, compared to 32.4% for the same period in 2007.  The quarter-over-quarter and year-over-year decrease in operating margin was due to reduced gross margins of property developments for the second quarter of 2008 and increased selling and marketing activities to promote new projects, salaries and other expenses associated with the addition of new employees, stock-based compensation amortization, and professional fees.  Excluding share-based compensation expenses (non-GAAP), operating margin for the quarter was 12.2%, compared to 23.1% and 29.3% in the first quarter of 2008 and second quarter of 2007, respectively.

Share of Income in an Equity Investee and Exchange Gains

In the second quarter of 2008, the Company recognized income in the amount of US$3.7 million from its equity investment in a 45% owned project company, Zhengzhou Jiantou Xinyuan Real Estate Co., Ltd., compared to income in the amount of US$3.6 million and US$3.6 million in the first quarter of 2008 and second quarter of 2007, respectively.  The slight increase was attributable to increased net income of the project company in the second quarter of 2008. Similarly, for the first half of 2008, the Company recognized net income in the amount of US$7.3 million, compared to US$3.6 million for the same period in 2007.

In addition, the Company recognized unrealized foreign exchange gain of US$1.5 million in the second quarter of 2008, which resulted from the appreciation of Renminbi against U.S. dollar, as the Company translated certain U.S. dollar-denominated long-term debts into Renminbi for the second quarter of 2008 using the exchange rate at June 30, 2008.  A US$2.2 million and US$0.7 million foreign exchange gain of the same nature was recognized in the first quarter of 2008 and second quarter of 2007, respectively.  For the first half of 2008, the Company recognized unrealized foreign exchange gain of US$3.8 million, compared to US$0.7 million for the same period in 2007.

Change in Fair Value of Derivative Liabilities

In the second quarter of 2008, the Company recognized a gain of US$2.8 million arising from a decrease in fair value of the warrants issued with floating rate notes, compared to a gain of US$11.3 million arising from an decrease in fair value of the warrants in the first quarter of 2008 and an expense of US$4.8 million arising from an increase in fair value of the warrants in the second quarter of 2007.  For the first half of 2008, the Company recognized a gain of US$14.1 million arising from a decrease in fair value of the warrants, compared to an expense of US$4.3 million for the same period in 2007.

Income Taxes

Income tax expense for the second quarter of 2008 was US$4.3 million, compared to US$10.9 million and US$7.5 million for the first quarter of 2008 and second quarter of 2007, respectively.  The quarter-over-quarter and year- over-year decrease was primarily attributable to decreased gross profit recognized and increased selling, general and administrative expenses charged in the second quarter of 2008, as compared to the first quarter of 2008 and second quarter of 2007.  For the first half of 2008, the income tax expense was US$15.2 million, compared to US$10.9 million for the same period in 2007.

Net Income

Net income for the second quarter of 2008 was US$13.2 million, compared to US$33.0 million and US$14.6 million for the first quarter of 2008 and second quarter of 2007, respectively.  For the first half of 2008, net income was US$46.1 million, compared to US$21.4 million for the same period in 2007.  The Company reported basic and diluted earnings per share of US$0.09 and US$0.08, or earnings per ADS of US$0.18 and US$0.16 for the second quarter of 2008, respectively.  For the first half of 2008, basic and diluted earnings per share were US$0.31 and US$0.22, respectively, or earnings per ADS of US$0.62 and US$0.44, respectively.  Each ADS represents two common shares.

Outlook for Fiscal Year 2008

Based on current operations and Xinyuan's estimates of the market conditions for the remainder of 2008, the Company expects its total revenues for full year 2008 to be in the range of US$450 million to US$520 million, representing year-over-year growth in the range of approximately 45% to 68%. The revised total revenue estimate for full year 2008 reflects the Company's updated expectation of possible delays in pre-sales resulting from potential market uncertainties.

The Company maintains its full year net income estimate of US$60 million to US$70 million, representing year-over-year growth of approximately 31% to 53%.  The Company expects to achieve net income within its estimated guidance range through increased gross profits margins on new projects, lower selling, general and administrative expenses and interest expenses, and with the recognition of unrealized foreign exchange gains and change in fair value of warrants in the first half of 2008.  In its estimation of net income figures for full year 2008, the Company does not assume any future effects from foreign currency translation and adjustments to the fair value of warrants.

  The breakdown of saleable GFA in the future is as follows:

                                  Total GFA  Sold GFA as   Saleable
                                             of June 30,  GFA in the
                                               2008         future
   City                             (sq.m)     (sq.m)       (sq.m)
    Suzhou                         481,789    232,197      249,592
    Zhengzhou                      534,826     70,708      464,118
    Hefei                          145,452    141,309        4,143
    Jinan                          348,424    230,614      117,810
    Chengdu (*)                    450,374         --      450,374
    Kunshan(*)                     509,851         --      509,851
                                 2,470,716    674,828    1,795,888

    * The Company targets to launch the pre-sales of projects in these
      cities in the second half of 2008.


  Non-GAAP Measures


This release contains non-GAAP financial measures, as such term is defined by the U. S. Securities and Exchange Commission.  These non-GAAP financial measures, which are identified in this release, are used by management as measures of the Company's performance, and should be considered in addition to, not in isolation or as a substitute for, measures of the Company's financial performance prepared in accordance with United States Generally Accepted Accounting Principles ('GAAP').  The Company's non-GAAP financial measures may be defined differently than similar terms used by other companies. Accordingly, care should be exercised in understanding how the Company defines its non-GAAP financial measures.

Reconciliations of the Company's non-GAAP measures to the nearest GAAP measures are set forth in the section below titled 'Reconciliation of GAAP to Non-GAAP Results."  These non-GAAP measures include non-GAAP gross profit, non-GAAP operating expenses, non-GAAP income from operations, and non-GAAP net income.

The Company's management uses certain non-GAAP financial measures to gain an understanding of the Company's comparative operating performance (when comparing such results with previous periods or forecasts) and future prospects.  The Company's non-GAAP financial measures exclude certain items, including stock-based compensation charges, unrealized foreign exchange gain or loss, amortization of intangible assets, amortization of convertible debt issuance cost and charges arising from changes in fair value of derivative warrant liabilities, from its internal financial statements for purposes of its internal budgets.  Non-GAAP financial measures are used by the Company's management in their financial and operating decision-making, because management believes they reflect the Company's ongoing business in a manner that allows meaningful period-to-period comparisons.  The Company computes its non-GAAP financial measures using the same consistent methods from quarter to quarter.  The Company's management believes that these non-GAAP financial measures can provide useful information to investors and others in the following ways: 1) in understanding and evaluating the Company's current operating performance and future prospects in the same manner as management does, if they so choose, and 2) in comparing in a consistent manner the Company's current financial results with the Company's past financial results. The Company's management further believes the non-GAAP financial measures can provide useful information to both management and investors by excluding certain expenses, gains and losses (i) that are not expected to result in future cash settlement or (ii) that are non-recurring in nature or may not be indicative of its core operating results and business outlook.

The Company's management believes excluding stock-based compensation from its non-GAAP financial measures is useful for itself and investors as such expense will not result in future cash payment and is otherwise unrelated to the Company's core operating results.  The Company's management believes excluding the non-cash stock-based compensation charges, unrealized foreign exchange gain, amortization expense of intangible assets and charges resulting from changes in fair value of derivative warrant liabilities from its non-GAAP financial measure of net income are useful for itself and investors because they enable a more meaningful comparison of the Company's cash performance between reporting periods.  In addition, such charges will not result in cash settlement in the future.

Conference Call Information

Xinyuan's management will host an earnings conference call on September 2, 2008 at 8 a.m. U.S. Eastern Daylight Time (8 p.m. Beijing/Hong Kong time).

  Dial-in details for the earnings conference call are as follows:

  US:             [phone]
  Hong Kong:      [phone]



Please dial-in 10 minutes before the call is scheduled to begin and provide the passcode to join the call.  The passcode is 'Xinyuan Earnings Call.'

A replay of the conference call may be accessed by phone at the following number until October 2, 2008:

  International:  [phone]
  Passcode:       39540569



Additionally, a live and archived webcast of the conference call will be available at http://ir.xyre.com/ .

About Xinyuan Real Estate Co., Ltd.

Xinyuan Real Estate Co., Ltd. ('Xinyuan') (NYSE:XIN) is a fast-growing developer of large scale, high quality residential real estate projects aimed at providing middle-income consumers with a comfortable and convenient community lifestyle.  Xinyuan focuses on China's Tier II cities, characterized as larger, more developed urban areas with above average GDP and population growth rates.  Xinyuan has expanded its network to cover a total population of over 34.5 million people in six strategically selected Tier II cities, comprising Hefei, Jinan, Kunshan, Suzhou, Zhengzhou and Chengdu.  Xinyuan is the first real estate developer from China to be listed on the New York Stock Exchange.  For more information, please visit http://www.xyre.com/ .

Safe Harbor Statement

This press release contains forward-looking statements. These statements are made under the 'safe harbour' 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.  Statements that are not historical facts, including statements concerning our beliefs, forecasts, estimates and expectations, are forward-looking statements.  Forward-looking statements involve inherent risks and uncertainties that could cause actual results to differ materially from those projected or anticipated, including risks related to: the risk that we may be unable to complete our property developments on time or at all; the risk that our results of operations may fluctuate from period to period; the risk that the PRC government may adopt further measures to curtail the growth in the property sector; the risk that we face intense competition from other real estate developers; the risk that PRC economic, political and social conditions, government policies as well as natural disaster can affect our business and other risks outlined in our public filings with the Securities and Exchange Commission, including our annual report on Form 20-F for the year ended December 31, 2007.  All information provided in this press release is as of September 2, 2008.  Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.

Notes to Unaudited Financial Information

This release contains unaudited financial information which is subject to adjustment.  In addition, we are in the process of conducting further evaluations of our internal control over financial reporting for compliance with the requirements of Section 404 under the Sarbanes-Oxley Act.  We make no representation of management's assessment regarding internal control over financial reporting or include an attestation report of the Company's independent auditors due to a transition period established by rules of the SEC for newly public companies.

Adjustments to the financial statements may be identified when the audit work is completed, which could result in significant differences between our audited financial statements and this unaudited financial information.

            XINYUAN REAL ESTATE CO., LTD. AND ITS SUBSIDIARIES
        UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(All US$ amounts and number of shares data in thousands, except per share
                                  data)

                                              Three months ended
                                     June 30,     March 31,       June 30,
                                       2007          2008           2008

  Revenue                            $74,828       $125,137        $87,723

  Cost of revenue                    (47,833)       (88,582)       (66,997)

  Gross profit                        26,995         36,555         20,726

  Selling and distribution
   expenses                           (2,173)        (1,853)        (4,153)
  General and administrative
   expenses                           (2,865)        (9,016)        (8,285)

  Operating income                    21,957         25,686          8,288

  Interest income                        152          1,041          1,205
  Interest expense                       492             (3)             3
  Share of income in an equity
   investee                            3,599          3,585          3,716
  Exchange gains                         724          2,232          1,522
  Change in fair value of
   warrant liabilities                (4,822)        11,296          2,776

  Income from operations before
   income taxes                       22,102         43,837         17,510

  Income taxes                        (7,534)       (10,885)        (4,338)

  Net Income                          14,568         32,952         13,172

  Accretion of Series A
   convertible preference
   shares                               (723)            --             --

  Net income attributable to
   ordinary shareholders             $13,845        $32,952        $13,172

  Earnings (loss) per share:
    Basic                              $0.13          $0.22          $0.09
    Diluted(1)                         $0.12          $0.13          $0.08
  Shares used in computation:
    Basic                            106,510        148,398        148,398
    Diluted                          115,749        161,373        160,467



Note (1) Diluted earnings per share for the three months ended June 30, 2007, March 31, 2008 and June 30, 2008.

The diluted earnings per share for the three months ended June 30, 2007, March 31, 2008 and June 30, 2008 are calculated as follows:

(All US$ amounts and number of shares data in thousands, except per share
                                  data)

                                              Three Months Ended
                                     June 30,      March 31,      June 30,
                                        2007          2008          2008

  Numerator:
    Net income                        $14,568       $32,952        $13,172
    Accretion of Series A convertible
     redeemable preference shares       (723)
    Change in fair value of
     warrant liabilities*                  --       (11,296)            --
    Net income attributable
     to ordinary shareholders
     - diluted                         13,845        21,656         13,172

  Denominator:
    Number of shares
     outstanding - basic              106,510       148,398        148,398
      Incremental shares as if
       warrants were exercised
       at beginning of period*             --            61             --
      Convertible subordinated
       notes                            8,317         9,597          9,597
      Incremental shares of
       Burnham warrant                    922            --             --
      Stock options                         -         3,317          2,472

      Number of shares
       outstanding - diluted          115,749       161,373        160,467

  Diluted earnings per share            $0.12         $0.13          $0.08

  * The Company assumes the warrants embedded in the floating rate notes to
    be exercised on January 1, 2008.  This would have caused the Company not
    to recognize the US$11.3 million gain arising from the change in fair
    value of the warrants because there would be no change in the fair value
    of the warrants during the three months ended March 31, 2008 if they
    were exercised on January 1, 2008. For the three months ended June 30,
    2007 and 2008, the potential dilutive effects of the warrants were
    excluded from the computation of diluted earning per share because their
    effects were anti-dilutive.



            XINYUAN REAL ESTATE CO., LTD. AND ITS SUBSIDIARIES
        UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(All US$ amounts and number of shares data in thousands, except per share
                                  data)

                                                     Six months ended
                                                  June 30,        June 30,
                                                    2007            2008


  Revenue                                          $97,705        $212,860

  Cost of revenue                                  (58,059)       (155,579)

  Gross profit                                      39,646          57,281

  Selling and distribution expenses                 (3,191)         (6,006)
  General and administrative expenses               (4,758)        (17,301)


  Operating income                                  31,697          33,974

  Interest income                                      317           2,246
  Interest expense                                     318              --
  Share of income in an equity investee              3,599           7,301
  Exchange gains                                       724           3,754
  Change in fair value of warrant liabilities       (4,346)         14,072

  Income from operations before income taxes        32,309          61,347

  Income taxes                                     (10,874)        (15,223)

  Net Income                                        21,435          46,124

  Accretion of Series A convertible
   preference shares                                (1,445)             --

  Net income attributable to ordinary
   shareholders                                    $19,990         $46,124

  Earnings (loss) per share:
    Basic                                             0.19            0.31
    Diluted                                           0.18            0.22
  Shares used in computation:
    Basic                                          106,510         148,398
    Diluted                                        111,372         160,920



            XINYUAN REAL ESTATE CO., LTD. AND ITS SUBSIDIARIES
                CONDENSED CONSOLIDATED BALANCE SHEETS DATA
                       (U.S. Dollars in thousands)

                                                Audited          Unaudited
                                         December 31, 2007     June 30, 2008

  ASSETS
  Current assets
  Cash and cash equivalents                     $309,315          $120,126
  Restricted cash                                 48,267            72,868
  Accounts receivable                                257             2,172
  Other receivables                                4,750             1,695
  Other deposits and prepayments                  12,864            21,799
  Advances to suppliers                            3,052            12,164
  Real estate property development completed       4,917               279
  Real estate property under development         379,142           678,096
  Other current assets                             7,782             2,432
  Total current assets                           770,346           911,631

  Real estate property under development           9,738                --
  Real estate properties held for lease, net       6,811            12,865
  Property and equipment, net                      4,649             4,892
  Other long-term investment                         242               242
  Interests in an equity investee                  9,344            17,558
  Other assets                                     6,065             5,991

  TOTAL ASSETS                                  $807,195          $953,179



                                                Audited          Unaudited
                                         December 31, 2007     June 30, 2008

  LIABILITIES AND SHAREHOLDERS' EQUITY
  Current liabilities
  Accounts payable                               $45,490           $62,987
  Short-term bank loans                           49,284            77,235
  Customer deposits                               25,261            35,019
  Income tax payable                               5,406             7,668
  Deferred tax liabilities                         7,532            14,009
  Other payables and accrued liabilities          18,296            20,070
  Payroll and welfare payable                      3,105             1,599

  Total current liabilities                      154,374           218,587

  Long-term bank loans                           137,858           154,647
  Warrant liabilities                             16,592             2,520
  Deferred tax liabilities                         4,776             6,012
  Unrecognized tax benefits                       11,925            12,699
  Other long-term debt                            91,771            93,220

  Total liabilities                              417,296           487,685

  Shareholders' equity
  Common shares                                       15                15
  Additional paid-in capital                     490,361           496,182
  Statutory reserves                              12,145            12,145
  Accumulated deficit(2)                        (123,704)          (77,579)
  Accumulated other comprehensive earnings        11,082            34,731
  Total shareholders' equity                     389,899           465,494

  TOTAL LIABILITIES AND SHAREHOLDERS'
   EQUITY                                       $807,195          $953,179



Note (2) On November 13, 2007, the holders of the Company's Series A convertible preference shares agreed to waive the contingent conversion option contained in the shares.  The modification was deemed to be substantive and was treated for accounting purpose as an extinguishment of the Series A convertible preference shares.  In connection with this, the Company recognized a dividend of approximately US$182.2 million to the Series A convertible preference shareholders, representing the difference between the fair value of the convertible preference shares immediately after the modification and the carrying value of the preference shares immediately prior to the modification.  This deemed dividend did not affect the Company's net income or cash flows.  However, it reduced the net income attributable to ordinary shareholders and retained earnings for the year ended December 31, 2007 by the same amount.

            XINYUAN REAL ESTATE CO., LTD. AND ITS SUBSIDIARIES
                RECONCILIATION OF GAAP to NON-GAAP RESULTS
            (U.S. Dollar in thousands, except per share data)


                                         Three months ended
                                          June 30, 2008
                                                          Non-GAAP
                                    GAAP      Adjustments  Results

  Gross profit                     20,726                   20,726

  Operating expenses               12,438 (a)    (2,441)     9,912
                                          (b)       (85)

  Operating income                  8,288 (a)     2,441     10,814
                                          (b)        85

  Net income                       13,172 (a)     2,560     11,519
                                          (b)        85
                                          (c)    (2,776)
                                          (e)    (1,522)


                                         Three months ended
                                           March 31, 2008
                                                          Non-GAAP
                                    GAAP      Adjustments  Results
  Gross profit                     36,555                   36,555

  Operating expenses               10,869 (a)    (3,175)     7,609
                                          (b)       (85)

  Operating income                 25,686 (a)     3,175     28,946
                                          (b)        85

  Net income                       32,952 (a)     3,344     22,853
                                          (b)        85
                                          (c)  (11,296)
                                          (e)   (2,232)


                                          Three months ended
                                            June 30, 2007
                                                          Non-GAAP
                                    GAAP      Adjustments  Results

  Gross profit                     26,995                   26,995

  Operating expenses                5,038 (b)      (85)      4,953

  Operating income                 21,957 (b)       85      22,042

  Net income                       14,568 (b)       85      19,122
                                          (c)    4,822
                                          (d)      371
                                          (e)     (724)

   (a) To adjust stock-based compensation charges
   (b) To adjust amortization of property management rights
   (c) To adjust changes in fair value of derivative warrant liabilities
   (d) To adjust amortization of convertible debt issuance cost
   (e) To adjust unrealized exchange gain



            XINYUAN REAL ESTATE CO., LTD. AND ITS SUBSIDIARIES
                RECONCILIATION OF GAAP to NON-GAAP RESULTS
            (U.S. Dollar in thousands, except per share data)


                                           Six months ended
                                            June 30, 2008
                                                          Non-GAAP
                                    GAAP     Adjustments   Results

  Gross profit                     57,281                   57,281

  Operating expenses               23,307 (a)   (5,616)     17,521
                                          (b)     (170)

  Operating income                 33,974 (a)    5,616      39,760
                                          (b)      170
  Net income                       46,124 (a)    5,904      34,372
                                          (b)      170
                                          (c)  (14,072)
                                          (e)   (3,754)

                                             Six months ended
                                              June 30, 2007
                                                          Non-GAAP
                                    GAAP     Adjustments   Results

  Gross profit                     39,646                  39,646

  Operating expenses                7,949 (b)    (170)      7,779

  Operating income                 31,697 (b)     170      31,867

  Net income                       21,435 (b)     170      26,074
                                          (c)   4,822
                                          (d)     371
                                          (e)    (724)

   (a) To adjust stock-based compensation charges
   (b) To adjust amortization of property management rights
   (c) To adjust changes in fair value of derivative warrant liabilities
   (d) To adjust amortization of convertible debt issuance cost
   (e) To adjust unrealized exchange gain



  For more information, please contact:

  In China:

   Ms. Lisa Wang
   Director of Investor Relations
   General Manager of Strategy, Investment and Financing Department
   Tel:   [phone]
   Email: 

   Mr. Derek Mitchell
   Ogilvy Financial, Beijing
   Tel:   [phone]
   Email: 

  In the United States:

   Mr. Thomas Smith
   Ogilvy Financial, New York
   Tel:   [phone]
   Email: 

DATASOURCE: Xinyuan Real Estate Co., Ltd.



CONTACT:  Ms. Lisa Wang, Director of Investor Relations, General Manager

of Strategy, Investment and Financing Department, [phone], or

; Mr. Derek Mitchell, Ogilvy Financial, Beijing,

[phone], or ; In the United States: Mr.

Thomas Smith, Ogilvy Financial, New York, [phone], or

 



Web Site:  http://www.xyre.com/ 

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