UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO SECTION 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of August 2023
Commission File Number: 001-40986
Cian PLC
(Translation of registrant’s name into
English)
64 Agiou Georgiou Makri
Anna Maria Lena Court, Flat 201
Larnaca, 6037
Cyprus
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
On August 18, 2023, Cian PLC issued press announcing the second quarter and six months 2023 financial results. A copy of the press release is furnished herewith as Exhibit 99.1 to this Report on Form 6-K.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|
Cian PLC |
|
|
|
Date: August 18, 2023 |
By: |
/s/ Dmitriy Grigoriev |
|
|
Dmitriy Grigoriev |
|
|
Chief Executive Officer |
Exhibit 99.1
Cian PLC Announces
Second Quarter and Six Months 2023 Financial Results
Larnaca, Cyprus, August 18, 2023 –
Cian PLC (MOEX: CIAN) (“Cian”, the “Group” or the “Company”), a leading online real estate classifieds
platform in Russia, today announced its financial results for the second quarter and six months ended June 30, 2023.
Second Quarter 2023 Key Financial and Operational
Highlights1
| · | Revenue increased by 40% Y-o-Y to RUB 2,661 million
($30.6 million). |
| · | Profit for the period amounted to RUB 404 million
($4.6 million). |
| · | Adjusted EBITDA2
increased by 23% Y-o-Y and reached RUB 590 million ($6.8 million). |
| · | Adjusted EBITDA Margin2 decreased
by 3.0 pp Y-o-Y to 22.2%. |
| · | Core Business revenue increased by 42% Y-o-Y
to RUB 2,528 million ($29.0 million). |
Six Months 2023 Key Financial and Operational
Highlights1
| · | Revenue increased by 39% Y-o-Y to RUB 5,063 million
($58.2 million). |
| · | Profit for the period amounted to RUB 615 million
($7.1 million). |
| · | Adjusted EBITDA2 increased by 76%
Y-o-Y and reached RUB 943 million ($10.8 million). |
| · | Adjusted EBITDA Margin2 increased
by 3.8 pp and amounted to 18.6%. |
| · | Average UMV (Unique Monthly Visitors)3
increased by 4% Y-o-Y to 19.0 million. |
| · | Core Business revenue increased by 42% Y-o-Y
to RUB 4,826 million ($55.4 million). |
| · | Core Business Adjusted EBITDA4 increased
by 30% Y-o-Y to RUB 1,181 million ($13.6 million). |
| · | Core Business Adjusted EBITDA Margin5
deteriorated by 2.2 pp Y-o-Y and reached 24.5%. |
Dmitriy Grigoriev, Chief Executive Officer of
Cian PLC, commented: “Cian continues to grow steadily both in our core business and new products on the back of demand recovery
in the market. We remain focused on supporting our market position while generating healthy cash flow and keeping the business profitable.”
1
U.S. Dollar translations throughout this release are included solely for the convenience of the reader and were calculated
at the exchange rate quoted by the Central Bank of Russia as of June 30, 2023 (RUB 87.0341 to USD 1.00)
2
Adjusted EBITDA and Adjusted EBITDA Margin are non-IFRS measures. See “Non-IFRS Financial Measures and Supplemental
Financial Information” elsewhere in this release for a description of these measures and their reconciliation from the most directly
comparable IFRS financial measures.
3 Average Unique Monthly Visitors
(UMV) means the average number of users and customers, excluding bots, visiting our platform (websites and mobile application) per month
in a particular period. Average UMV for a particular period is calculated by aggregating the UMV for each month within such period and
dividing by the number of months. For periods within the 2023 and the 2022 fiscal years, Average UMV is calculated as a sum of Average
UMV for the Cian, excluding the N1 Group, based on Google Analytics data and Average UMV for the N1 Group based on Yandex.Metrica data.
4 Core Business Adjusted EBITDA, Mortgage
Marketplace Adjusted EBITDA, Valuation and Analytics Adjusted EBITDA, C2C Rental Adjusted EBITDA and End-to-End Offerings Adjusted EBITDA
presented in this release are our segment measures of profit or loss of which Adjusted EBITDA, a non-IFRS financial measure, is comprised.
See “Non-IFRS Financial Measures and Supplemental Financial Information” elsewhere in this release for further information.
5 Defined as Core Business Adjusted
EBITDA divided by Core Business revenue for the respective periods.
NYSE Delisting
On March 15, 2023, the Company received a
written notice from the staff of the New York Stock Exchange Regulation notifying the Company that it has determined to delist the Company’s
American depositary shares (ADSs) from the NYSE. The Company utilized its right to a review of the determination and, accordingly, filed
an appeal to this decision. Following an appeal process that included the delivery of written submissions as well as an oral presentation
before a Committee of the Board of Directors of the NYSE, the Company was notified on July 21, 2023 that the Committee had reached
a final decision to uphold the delisting determination.
The removal of the Company’s ADSs from listing
on the NYSE became effective on July 31, 2023. The Company does not expect the delisting to have any immediate effect on the terms
of the ADSs under its ADS program, which will continue to exist in their current form. The trading of the Company’s ADSs on the
Moscow Exchange is unaffected and continues as usual.
Second Quarter and Six Months 2023 Results
Factors affecting year-over-year trends and
comparisons
We believe that trends in the real estate market
in the first half of 2023 were particularly characterized by the following events: (i) more stable demand in the first half of 2023
compared to respective period of the last year; (ii) in December 2022, the subsidized government mortgage was prolonged until
July 2024. However, the interest rate for mortgages in this program increased from 7% to 8%. At the same time, the requirements of
the government subsidized program for families were eased (the interest rate in this program is 6%). These changes put additional pressure
on the mortgage market and led to crossflow of demand between subsidized programs; (iii) demand was recovering both in primary and
secondary markets.
Post reporting date, on July 21, 2023, following
a continued sharp depreciation of the ruble, the key interest rate was increased to 8.5% and further increased to 12% on August 15,
2023.
Second Quarter 2023 Results
Revenue
Revenue for the three months ended June 30,
2023 amounted to RUB 2,661 million compared to RUB 1,905 million for the three months ended June 30, 2022, an increase of RUB 756
million, or 40%. The revenue increase was driven by growth in the Core Business segment.
The following table outlines a breakdown of revenue
by segment and type for the periods indicated (in millions of RUB and USD):
| |
Three months ended (unaudited) | |
| |
June 30,
2022 | | |
June 30,
2023 | | |
June 30,
2023 | | |
Y-o-Y
growth | |
| |
RUB | | |
RUB | | |
USD (1) | | |
| |
Total Revenue | |
| 1,905 | | |
| 2,661 | | |
| 30.6 | | |
| 40 | % |
Core Business | |
| 1,781 | | |
| 2,528 | | |
| 29.0 | | |
| 42 | % |
Mortgage Marketplace | |
| 31 | | |
| 115 | | |
| 1.3 | | |
| 271 | % |
Valuation and Analytics | |
| 15 | | |
| 11 | | |
| 0.1 | | |
| (27 | )% |
End-to-End Offerings | |
| 78 | | |
| 7 | | |
| 0.1 | | |
| (91 | )% |
1 U.S.
Dollar translations throughout this release are included solely for the convenience of the reader and were calculated at the exchange
rate quoted by the Central Bank of Russia as of June 30, 2023 (RUB 87.0341 to USD 1.00).
Core Business segment revenue
Core Business revenue reached RUB 2,528 million
for the three months ended June 30, 2023, an increase of 42% from RUB 1,781 million for the three months ended June 30, 2022.
Core Business revenue growth was driven by strong performance across all key revenue streams – listing revenue, lead generation,
and display advertising revenue.
Mortgage Marketplace segment revenue
Mortgage Marketplace revenue amounted to RUB 115
million for the three months ended June 30, 2023 compared to RUB 31 million for the same period of the prior year, corresponding
to an increase of RUB 84 million or 271%. The increase was primarily a result of an anomalously low amount in the comparative period,
as the demand for mortgage loans was under significant pressure after the key interest rate hike in late February 2022.
Operating expenses
Total operating expenses increased by 41% to RUB
2,355 million in the three months ended June 30, 2023 compared with RUB 1,674 million in the three months ended June 30,
2022. This increase was primarily driven by marketing costs having been restored to their normal levels after cost cutting introduced
in the second quarter of 2022 due to high levels of uncertainty.
The following table sets forth a breakdown of
our operating expenses for the periods indicated (in millions of RUB and USD):
| |
Three months ended (unaudited) | |
| |
June 30,
2022 | | |
June 30,
2023 | | |
June 30,
2023 | | |
Y-o-Y
growth | |
| |
RUB | | |
RUB | | |
USD (1) | | |
| |
Operating expenses | |
| 1,674 | | |
| 2,355 | | |
| 27.1 | | |
| 41 | % |
Marketing expenses | |
| 392 | | |
| 908 | | |
| 10.4 | | |
| 132 | % |
Employee-related expenses | |
| 906 | | |
| 1,094 | | |
| 12.6 | | |
| 21 | % |
IT expenses | |
| 126 | | |
| 148 | | |
| 1.7 | | |
| 17 | % |
Depreciation and amortization | |
| 71 | | |
| 60 | | |
| 0.7 | | |
| (15 | )% |
Other operating expenses | |
| 179 | | |
| 145 | | |
| 1.7 | | |
| (19 | )% |
1 U.S.
Dollar translations throughout this release are included solely for the convenience of the reader and were calculated at the exchange
rate quoted by the Central Bank of Russia as of June 30, 2023 (RUB 87.0341 to USD 1.00).
Profit for the period
Profit for the three months ended June 30,
2023 was RUB 404 million compared to a loss of RUB 433 million for the three months ended June 30, 2022. The change for the
period was driven primarily by a foreign currency exchange gain of RUB 178 million related to our USD-denominated cash balances (compared
to RUB 663 million loss a year earlier).
Adjusted EBITDA and Adjusted EBITDA Margin
Adjusted EBITDA for the three months ended June 30,
2023 reached RUB 590 million compared to RUB 480 million for the three months ended June 30, 2022. The increase in Adjusted EBITDA
was primarily driven by the revenue growth.
Adjusted EBITDA Margin dropped by 3.0 pp to 22.2%
for the three months ended June 30, 2023. The key reason behind the drop was the aforementioned cost cutting measures in marketing
expenses in the second quarter of 2022.
Six Months 2023 Results
Audience
Average UMV (Unique Monthly Visitors) for the
six months ended June 30, 2023 increased by 4% to 19.0 million compared with the six months ended June 30, 2022. This increase
was mainly driven by the overall recovery in demand for primary and secondary real estate following the key interest rate stabilization.
Revenue
Revenue for the six months ended June 30,
2023 amounted to RUB 5,063 million compared to RUB 3,631 million for the six months ended June 30, 2022, demonstrating an increase
of RUB 1,432 million, or 39%. The revenue growth was mainly driven by growth of the Core Business segment.
The following table sets forth a breakdown of
our revenue by segment and type for the periods indicated (in millions of RUB and USD):
| |
Six months ended | |
| |
June 30,
2022 | | |
June 30,
2023 | | |
June 30,
2023 | | |
Y-o-Y
growth | |
| |
RUB | | |
RUB | | |
USD (1) | | |
| |
Total Revenue | |
| 3,631 | | |
| 5,063 | | |
| 58.2 | | |
| 39 | % |
Core Business, including | |
| 3,403 | | |
| 4,826 | | |
| 55.4 | | |
| 42 | % |
Listing revenue | |
| 2,141 | | |
| 2,681 | | |
| 30.8 | | |
| 25 | % |
Lead generation revenue | |
| 960 | | |
| 1,683 | | |
| 19.3 | | |
| 75 | % |
Display advertising revenue | |
| 290 | | |
| 410 | | |
| 4.7 | | |
| 41 | % |
Mortgage Marketplace | |
| 100 | | |
| 201 | | |
| 2.3 | | |
| 101 | % |
Valuation and Analytics | |
| 29 | | |
| 21 | | |
| 0.2 | | |
| (28 | )% |
End-to-End Offerings | |
| 99 | | |
| 15 | | |
| 0.2 | | |
| (85 | )% |
1 U.S.
Dollar translations throughout this release are included solely for the convenience of the reader and were calculated at the exchange
rate quoted by the Central Bank of Russia as of June 30, 2023 (RUB 87.0341 to USD 1.00).
Core Business segment revenue
Core Business revenue reached RUB 4,826 million
for the six months ended June 30, 2023, increasing by 42% compared to RUB 3,403 million for the six months ended June 30, 2022.
Similar to the second quarter, Core Business revenue growth was driven by a positive performance across all key revenue streams.
Core Business revenue in Moscow and the Moscow
region for the six months ended June 30, 2023 reached RUB 3,553 million, showing an increase of RUB 1,037 million, or 41%, compared
to RUB 2,516 million for the prior year. Core Business revenue in other Russian regions for the six months ended June 30, 2023 was
RUB 1,273 million, an increase of RUB 386 million, or 44%, as compared to RUB 887 million for the prior year.
Listing revenue (secondary and commercial
real estate verticals)
Listing revenue increased by 25% to RUB 2,681 million
for the six months ended June 30, 2023 from RUB 2,141 million for the prior year.
The following table presents the listing revenue,
the number of listings and average daily revenue per listing for the periods indicated1:
| |
Six months ended | |
| |
June 30,
2022 | | |
June 30,
2023 | | |
Y-o-Y
growth | |
Listing revenue, including (RUB, million) | |
| 2,141 | | |
| 2,681 | | |
| 25 | % |
Moscow and the Moscow region | |
| 1,479 | | |
| 1,815 | | |
| 22 | % |
Other Russian Regions | |
| 662 | | |
| 866 | | |
| 31 | % |
| |
| | | |
| | | |
| | |
Listings(2), including (million) | |
| 1.78 | | |
| 1.91 | | |
| 7 | % |
Moscow and the Moscow region | |
| 0.32 | | |
| 0.39 | | |
| 24 | % |
Other Russian Regions | |
| 1.46 | | |
| 1.52 | | |
| 4 | % |
| |
| | | |
| | | |
| | |
Average daily revenue per listing(3) (RUB) | |
| 6.6 | | |
| 7.7 | | |
| 17 | % |
Moscow and the Moscow region | |
| 25.8 | | |
| 25.4 | | |
| (1 | )% |
Other Russian Regions | |
| 2.5 | | |
| 3.1 | | |
| 27 | % |
1 Numbers may not add up
due to rounding.
2 Listings
means the daily average number of real estate listings posted on our platform by agents and individual sellers for a particular period.
3 Average
daily revenue per listing is calculated as listing revenue divided (i) by the total number of listings for the corresponding period
and (ii) by the number of days during the period.
The growth of the Core Business listing revenue
was primarily driven by the price increases and the growth of content.
In the six months ended June 30, 2023, we
had approximately 1.91 million listings on our platform, compared to approximately 1.78 million in the six months ended June 30,
2022. The increase in the number of listings was predominantly driven by the overall market recovery. At the same time, the increase of
demand led to a general decrease in the amount of time that listings remained posted. Nevertheless, the number of listings in Moscow and
the Moscow region, as well as St. Petersburg and the Leningrad region grew significantly as supply still exceeded demand.
Lead generation and display advertising revenue
(primary real estate vertical)
Lead generation revenue increased by 75% to RUB
1,683 million in the six months ended June 30, 2023 from RUB 960 million in the six months ended June 30, 2022. Display
advertising revenue increased by 41% to RUB 410 million for the six months ended June 30, 2023.
Core Business lead generation revenue growth was
driven both by an increase in number of leads and an increase in the average revenue per lead to developers, that resulted from price
increases in September 2022 and March 2023.
Core Business display advertising revenue growth
was driven by increases in tariffs in June 2022 (in Moscow and the Moscow region and St. Petersburg and the Leningrad region), as
well as in January and March 2023.
Mortgage Marketplace segment revenue
Mortgage Marketplace revenue amounted to RUB 201
million for the six months ended June 30, 2023 compared to RUB 100 million for the prior year, representing an increase of RUB 101
million, or 101%, as the demand recovered after key interest rate increase stabilization.
Operating expenses
Total operating expenses increased by 29% to RUB
4,625 million in the six months ended June 30, 2023 from RUB 3,587 million in the six months ended June 30, 2022,
primarily driven by an increase in marketing expenses.
The following table sets forth a breakdown of
our operating expenses for the periods indicated (in millions of RUB and USD):
| |
Six months | |
| |
June 30,
2022 | | |
June 30,
2023 | | |
June 30,
2023 | | |
Y-o-Y
growth | |
| |
RUB | | |
RUB | | |
USD (1) | | |
| |
Operating expenses | |
| 3,587 | | |
| 4,625 | | |
| 53.1 | | |
| 29 | % |
Marketing expenses | |
| 1,083 | | |
| 1,752 | | |
| 20.1 | | |
| 62 | % |
Employee-related expenses, including | |
| 1,790 | | |
| 2,152 | | |
| 24.7 | | |
| 20 | % |
Wages, salaries and related taxes | |
| 1,397 | | |
| 1,694 | | |
| 19.5 | | |
| 21 | % |
Share-based payment expense | |
| 353 | | |
| 385 | | |
| 4.4 | | |
| 9 | % |
IT expenses | |
| 262 | | |
| 313 | | |
| 3.6 | | |
| 19 | % |
Depreciation and amortization | |
| 139 | | |
| 120 | | |
| 1.4 | | |
| (14 | )% |
Other operating expenses | |
| 313 | | |
| 288 | | |
| 3.3 | | |
| (8 | )% |
1 U.S.
Dollar translations throughout this release are included solely for the convenience of the reader and were calculated at the exchange
rate quoted by the Central Bank of Russia as of June 30, 2023 (RUB 87.0341 to USD 1.00)
Employee-related expenses
Employee-related expenses increased by 20% to
RUB 2,152 million in the six months ended June 30, 2023 from RUB 1,790 million in the six months ended June 30, 2022 mostly
due to the growth of wages, salaries and related taxes. Wages, salaries and related taxes and other employee-related expenses were a total
of RUB 1,694 million for the six months ended June 30, 2023 compared to RUB 1,397 million for the six months ended June 30,
2022. This increase was primarily due to salary growth in line with the market level, while headcount growth was moderate.
Wages, salaries and related taxes as a percentage
of revenue decreased year-over-year from 38.5% for the six months ended June 30, 2022 to 33.5% for the six months ended June 30,
2023.
Marketing expenses
Marketing expenses increased to RUB 1,752 million
in the six months ended June 30, 2023 from RUB 1,083 million in the six months ended June 30, 2022. The increase was primarily
a result of an anomalously low amount in the comparative period, as we significantly reduced marketing spending in the first half of 2022
due to high uncertainty in the market.
Marketing expenses as a percentage of revenue
increased from 29.8% for the six months ended June 30, 2022 to 34.6% for the six months ended June 30, 2023.
IT expenses
IT expenses increased by 19% to RUB 313 million
in the six months ended June 30, 2023 from RUB 262 million in the six months ended June 30, 2022. This increase was primarily
driven by an additional rollout of cloud hosting and growth of hosting tariffs. A growth of foreign currency exchange rates also contributed
to the growth.
Other operating expenses
Other operating expenses decreased by 8% to RUB
288 million in the six months ended June 30, 2023 from RUB 313 million in the six months ended June 30, 2022. An increase
in expenses relating to consulting services was fully offset by the absence of apartment sale expenses in the End-to-End Home Swap business.
Profit for the period
Profit for the six months ended June 30,
2023 was RUB 615 million compared to a loss of RUB 389 million for the six months ended June 30, 2022. The change in profit
for the period was driven primarily by a foreign currency exchange gain of RUB 299 million related to our USD-denominated cash balances
(loss of RUB 478 million in the prior year). The factors which affected our Adjusted EBITDA (please see below) also contributed to the
change in profit for the period.
Adjusted EBITDA and Adjusted EBITDA Margin
Adjusted EBITDA for the six months ended June 30,
2023 reached RUB 943 million, compared to RUB 536 million for the six months ended June 30, 2022. The increase in Adjusted EBITDA
was primarily driven by the revenue growth.
Adjusted EBITDA Margin increased by 3.8 pp to
18.6% for the six months ended June 30, 2023.
Core Business Adjusted EBITDA increased by 30%
to RUB 1,181 million in the six months ended June 30, 2023 from RUB 906 million in the six months ended June 30, 2022.
This increase was driven primarily by revenue growth of the Core Business segment, including the growth in listing, lead generation and
display advertising revenue that outpaced the growth of Core Business operating expenses.
Core Business Adjusted EBITDA Margin deteriorated
by 2.2 pp reaching 24.5% for the six months ended June 30, 2023.
Mortgage Marketplace Adjusted EBITDA was RUB 34 million
in the six months ended June 30, 2023 compared to negative RUB 104 million in the six months ended June 30, 2022. The dynamic
was primarily driven by a growth of revenue outpacing the growth of operating expenses in this sector.
Second Quarter and Six Months 2023 Financial
Results Conference Call
Considering the existing uncertainty and market
volatility, the Company will not be conducting its second quarter and six months 2023 conference call. Investors, analysts, and media
are welcome to send their inquiries to the Company using the contact details provided in this release.
About Cian
Cian is a leading online real estate classifieds
platform in the large, underpenetrated and growing Russian real estate classifieds market, with a strong presence across Russia and leading
positions in the country’s key metropolitan areas. The Company ranks among the top twelve most popular online real estate classifieds
globally in terms of traffic (based on SimilarWeb traffic data for July 2023). Cian’s networked real estate platform connects
millions of real estate buyers and renters to millions of high-quality real estate listings of all types — residential and commercial,
primary and secondary, urban and suburban. In the first half of 2023, the Company had over 1.9 million listings available through its
platform and monthly audience with an average UMV of 19.0 million. Through its technology-driven platform and deep insights into the
Russian real estate market the Company provides an end-to-end experience for its customers and users and helps them address multiple
pain points on their journey to a new home or place to work.
Source: Cian PLC
Forward-Looking Statements
This press release
contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any express or implied
statements contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements,
including, without limitation, statements regarding our financial outlook for 2021 and long-term growth strategy, as well as statements
that include the words “target,” “believe,” “expect,” “aim,” “intend, intend,”
may,” “anticipate,” “estimate,” “plan,” “project,” “will,” “can
have,” “likely,” “should,” “would,” “could” and other words and terms of similar
meaning or the negative thereof. Forward-looking statements are neither promises nor guarantees, but involve known and unknown risks and
uncertainties that could cause actual results to differ materially from those projected, including, without limitation: the negative impact
on the Russian economy of the ongoing military actions between Russia and Ukraine, any negative effects of sanctions, export controls
and similar measures targeting Russia as well as other responses to the military conflict in Ukraine; our ability to maintain our leading
market positions, particularly in Moscow, St. Petersburg and certain other regions, and our ability to achieve and maintain leading market
position in certain other regions; our ability to compete effectively with existing and new industry players in the Russian real estate
classifieds market; our heavy dependence on our brands and reputation; any potential failure to adapt to any substantial shift in real
estate transactions from, or demand for services in, certain Russian geographic markets; any downturns in the Russian real estate market
and general economic conditions in Russia; any effect on our operations due to cancellation of, or any changes to, the Russian mortgage
subsidy program or other government support programs; further widespread impacts of the COVID-19 pandemic, or other public health crises,
natural disasters or other catastrophic events which may limit our ability to conduct business as normal; our ability to establish and
maintain important relationships with our customers and certain other parties; any failure to establish and maintain proper and effective
internal control over financial reporting; any failure to remediate existing deficiencies we have identified in our internal controls
over financial reporting, including our information technology general controls; any new or existing government regulation in the area
of data privacy, data protection or other areas and other important factors discussed under the caption “Risk Factors” in
Cian’s annual report on Form 20-F filed with the U.S. Securities and Exchange Commission (“SEC”) on April 27,
2023 and our other filings with the SEC as such factors may be updated from time to time.
Any forward-looking statements contained in this press release speak
only as of the date hereof and accordingly undue reliance should not be placed on such statements. We disclaim any obligation or undertaking
to update or revise any forward-looking statements contained in this press release, whether as a result of new information, future events
or otherwise, other than to the extent required by applicable law.
Investor contacts:
Daria Fadeeva
ir@cian.ru
Media contacts:
Olga Podoliaka
pr@cian.ru
Consolidated Statement of Profit
or Loss and Other Comprehensive Income (in millions of RUB and USD, except share and per share amounts)
| |
Three months ended (unaudited) | |
| |
June 30,
2022 | | |
June 30,
2023 | | |
June 30,
2023 | |
| |
RUB | | |
RUB | | |
USD(1) | |
| |
(unaudited) | | |
(unaudited) | | |
(unaudited) | |
Revenue | |
| 1,905 | | |
| 2,661 | | |
| 30.6 | |
| |
| | | |
| | | |
| | |
Operating expenses: | |
| | | |
| | | |
| | |
Marketing expenses | |
| (392 | ) | |
| (908 | ) | |
| (10.4 | ) |
Employee-related expenses | |
| (906 | ) | |
| (1,094 | ) | |
| (12.6 | ) |
IT expenses | |
| (126 | ) | |
| (148 | ) | |
| (1.7 | ) |
Depreciation and amortization | |
| (71 | ) | |
| (60 | ) | |
| (0.7 | ) |
Other operating expenses | |
| (179 | ) | |
| (145 | ) | |
| (1.7 | ) |
Total operating expenses | |
| (1,674 | ) | |
| (2,355 | ) | |
| (27.1 | ) |
| |
| | | |
| | | |
| | |
Operating profit | |
| 231 | | |
| 306 | | |
| 3.5 | |
Finance costs | |
| (6 | ) | |
| (6 | ) | |
| (0.1 | ) |
Finance income | |
| 19 | | |
| 60 | | |
| 0.7 | |
Foreign currency exchange gain / (loss), net | |
| (663 | ) | |
| 178 | | |
| 2.0 | |
Other income | |
| 12 | | |
| 12 | | |
| 0.1 | |
Profit / (loss) before income tax | |
| (407 | ) | |
| 550 | | |
| 6.3 | |
Income tax expense | |
| (26 | ) | |
| (146 | ) | |
| (1.7 | ) |
Profit / (loss) for the year | |
| (433 | ) | |
| 404 | | |
| 4.6 | |
Total comprehensive income / (loss) for the year | |
| (433 | ) | |
| 404 | | |
| 4.6 | |
| |
| | | |
| | | |
| | |
Profit / (loss) per share, in RUB | |
| | | |
| | | |
| | |
Basic profit / (loss) per share attributable to ordinary equity holders of the parent | |
| (6.20 | ) | |
| 5.77 | | |
| 0.066 | |
Diluted profit / (loss) per share attributable to ordinary equity holders of the parent | |
| (6.20 | ) | |
| 5.55 | | |
| 0.064 | |
1 U.S. Dollar translations throughout
this release are included solely for the convenience of the reader and were calculated at the exchange rate quoted by the Central Bank
of Russia as of June 30, 2023 (RUB 87.0341 to USD 1.00).
Consolidated Statement of Profit or Loss and
Other Comprehensive Income (in millions of RUB and USD, except share and per share amounts)
| |
Six months ended (unaudited) | |
| |
June 30,
2022 | | |
June 30,
2023 | | |
June 30,
2023 | |
| |
RUB | | |
RUB | | |
USD(1) | |
| |
(unaudited) | | |
(unaudited) | | |
(unaudited) | |
Revenue | |
| 3,631 | | |
| 5,063 | | |
| 58.2 | |
| |
| | | |
| | | |
| | |
Operating expenses: | |
| | | |
| | | |
| | |
Marketing expenses | |
| (1,083 | ) | |
| (1,752 | ) | |
| (20.1 | ) |
Employee-related expenses | |
| (1,790 | ) | |
| (2,152 | ) | |
| (24.7 | ) |
IT expenses | |
| (262 | ) | |
| (313 | ) | |
| (3.6 | ) |
Depreciation and amortization | |
| (139 | ) | |
| (120 | ) | |
| (1.4 | ) |
Other operating expenses | |
| (313 | ) | |
| (288 | ) | |
| (3.3 | ) |
Total operating expenses | |
| (3,587 | ) | |
| (4,625 | ) | |
| (53.1 | ) |
| |
| | | |
| | | |
| | |
Operating profit | |
| 44 | | |
| 438 | | |
| 5.0 | |
Finance costs | |
| (10 | ) | |
| (12 | ) | |
| (0.1 | ) |
Finance income | |
| 31 | | |
| 107 | | |
| 1.2 | |
Foreign currency exchange gain / (loss), net | |
| (478 | ) | |
| 299 | | |
| 3.4 | |
Other income | |
| 21 | | |
| 24 | | |
| 0.3 | |
Profit / (loss) before income tax | |
| (392 | ) | |
| 856 | | |
| 9.8 | |
Income tax benefit / (expense) | |
| 3 | | |
| (241 | ) | |
| (2.8 | ) |
Profit / (loss) for the year | |
| (389 | ) | |
| 615 | | |
| 7.1 | |
Total comprehensive income / (loss) for the year | |
| (389 | ) | |
| 615 | | |
| 7.1 | |
| |
| | | |
| | | |
| | |
Profit / (loss) per share, in RUB | |
| | | |
| | | |
| | |
Basic profit / (loss) per share attributable to ordinary equity holders of the parent | |
| (5.57 | ) | |
| 8.79 | | |
| 0.101 | |
Diluted profit / (loss) per share attributable to ordinary equity holders of the parent | |
| (5.57 | ) | |
| 8.45 | | |
| 0.097 | |
1 U.S. Dollar translations throughout
this release are included solely for the convenience of the reader and were calculated at the exchange rate quoted by the Central Bank
of Russia as of June 30, 2023 (RUB 87.0341 to USD 1.00).
Consolidated Statement
of Financial Position (in millions of RUB and USD)
| |
As of | |
| |
December 31,
2022 | | |
June 30,
2023 | | |
June 30,
2023 | |
| |
RUB | | |
RUB | | |
USD(1) | |
| |
(audited) | | |
(unaudited) | | |
(unaudited) | |
Assets | |
| | |
| | |
| |
Non-current assets | |
| | | |
| | | |
| | |
Property and equipment | |
| 68 | | |
| 74 | | |
| 0.9 | |
Right-of-use assets | |
| 74 | | |
| 52 | | |
| 0.6 | |
Goodwill | |
| 785 | | |
| 785 | | |
| 9.0 | |
Intangible assets | |
| 1,077 | | |
| 1,032 | | |
| 11.9 | |
Deferred tax assets | |
| 137 | | |
| 130 | | |
| 1.5 | |
Other non-current assets | |
| 8 | | |
| 7 | | |
| 0.1 | |
Total non-current assets | |
| 2,149 | | |
| 2,080 | | |
| 23.9 | |
| |
| | | |
| | | |
| | |
Current assets | |
| | | |
| | | |
| | |
Inventories | |
| 30 | | |
| 28 | | |
| 0.3 | |
Advances paid and prepaid expenses | |
| 99 | | |
| 114 | | |
| 1.3 | |
Trade and other receivables | |
| 414 | | |
| 542 | | |
| 6.2 | |
Prepaid income tax | |
| 3 | | |
| 7 | | |
| 0.1 | |
Cash and cash equivalents | |
| 4,110 | | |
| 5,193 | | |
| 59.7 | |
Other current assets | |
| 169 | | |
| 188 | | |
| 2.2 | |
Total current assets | |
| 4,825 | | |
| 6,072 | | |
| 69.8 | |
Total assets | |
| 6,974 | | |
| 8,152 | | |
| 93.7 | |
| |
| | | |
| | | |
| | |
Equity and liabilities | |
| | | |
| | | |
| | |
Equity | |
| | | |
| | | |
| | |
Share capital | |
| 2 | | |
| 2 | | |
| 0.0 | |
Share premium | |
| 7,702 | | |
| 7,702 | | |
| 88.5 | |
Equity-settled employee benefits reserves | |
| 648 | | |
| 922 | | |
| 10.6 | |
Accumulated losses | |
| (3,343 | ) | |
| (2,729 | ) | |
| (31.4 | ) |
Total equity | |
| 5,009 | | |
| 5,897 | | |
| 67.8 | |
| |
| | | |
| | | |
| | |
Liabilities | |
| | | |
| | | |
| | |
Non-current liabilities | |
| | | |
| | | |
| | |
Lease liabilities | |
| 28 | | |
| 15 | | |
| 0.2 | |
Deferred tax liabilities | |
| 127 | | |
| 120 | | |
| 1.4 | |
Deferred income | |
| 108 | | |
| 94 | | |
| 1.1 | |
Total non-current liabilities | |
| 263 | | |
| 229 | | |
| 2.6 | |
| |
| | | |
| | | |
| | |
Current liabilities | |
| | | |
| | | |
| | |
Contract liabilities | |
| 554 | | |
| 617 | | |
| 7.1 | |
Trade and other payables | |
| 642 | | |
| 765 | | |
| 8.8 | |
Income tax payable | |
| 66 | | |
| 85 | | |
| 1.0 | |
Other taxes payable | |
| 366 | | |
| 394 | | |
| 4.5 | |
Employee share-based payment liability | |
| - | | |
| 99 | | |
| 1.1 | |
Lease liabilities | |
| 41 | | |
| 33 | | |
| 0.4 | |
Deferred income | |
| 33 | | |
| 33 | | |
| 0.4 | |
Total current liabilities | |
| 1,702 | | |
| 2,026 | | |
| 23.3 | |
Total liabilities | |
| 1,965 | | |
| 2,255 | | |
| 25.9 | |
Total liabilities and equity | |
| 6,974 | | |
| 8,152 | | |
| 93.7 | |
1 U.S. Dollar translations throughout
this release are included solely for the convenience of the reader and were calculated at the exchange rate quoted by the Central Bank
of Russia as of June 30, 2023 (RUB 87.0341 to USD 1.00).
Consolidated Statement of Cash Flows (in millions of RUB and USD)
| |
Six months ended (unaudited) | |
| |
June 30,
2022 | | |
June 30,
2023 | | |
June 30,
2023 | |
| |
RUB | | |
RUB | | |
USD(1) | |
| |
(unaudited) | | |
(unaudited) | | |
(unaudited) | |
Cash flows from operating activities | |
| | | |
| | | |
| | |
Profit / (loss) before income tax | |
| (392 | ) | |
| 856 | | |
| 9.8 | |
Adjusted for: | |
| | | |
| | | |
| | |
Depreciation and amortization | |
| 139 | | |
| 120 | | |
| 1.4 | |
Employee share-based payment expense | |
| 353 | | |
| 385 | | |
| 4.4 | |
Finance income | |
| (31 | ) | |
| (107 | ) | |
| (1.2 | ) |
Finance costs | |
| 10 | | |
| 12 | | |
| 0.1 | |
Foreign currency exchange (gain) / loss, net | |
| 478 | | |
| (299 | ) | |
| (3.4 | ) |
Reversal of allowance for expected credit losses | |
| (11 | ) | |
| (1 | ) | |
| (0.0 | ) |
Working capital changes: | |
| | | |
| | | |
| | |
(Increase) / decrease in trade and other receivables | |
| 125 | | |
| (127 | ) | |
| (1.5 | ) |
(Increase) / decrease in advances paid and prepaid expenses | |
| 6 | | |
| (14 | ) | |
| (0.2 | ) |
(Increase) / decrease in other assets | |
| 153 | | |
| (17 | ) | |
| (0.2 | ) |
Increase / (decrease) in trade and other payables | |
| (209 | ) | |
| 90 | | |
| 1.0 | |
Increase in contract liabilities and deferred income | |
| 17 | | |
| 40 | | |
| 0.5 | |
Increase in other liabilities | |
| 95 | | |
| 27 | | |
| 0.3 | |
Cash generated from operating activities | |
| 733 | | |
| 965 | | |
| 11.1 | |
Income tax paid | |
| (72 | ) | |
| (226 | ) | |
| (2.6 | ) |
Interest received | |
| 31 | | |
| 107 | | |
| 1.2 | |
Interest paid | |
| (3 | ) | |
| (3 | ) | |
| (0.0 | ) |
Net cash generated from operating activities | |
| 689 | | |
| 843 | | |
| 9.7 | |
| |
| | | |
| | | |
| | |
Cash flows from investing activities | |
| | | |
| | | |
| | |
Purchase of property and equipment | |
| (27 | ) | |
| (21 | ) | |
| (0.2 | ) |
Purchase of intangible assets | |
| (34 | ) | |
| (41 | ) | |
| (0.5 | ) |
Net cash used in investing activities | |
| (61 | ) | |
| (62 | ) | |
| (0.7 | ) |
| |
| | | |
| | | |
| | |
Cash flows from financing activities | |
| | | |
| | | |
| | |
Payment of principal portion of lease liabilities | |
| (21 | ) | |
| (21 | ) | |
| (0.2 | ) |
Net cash used in financing activities | |
| (21 | ) | |
| (21 | ) | |
| (0.2 | ) |
| |
| | | |
| | | |
| | |
Net increase in cash and cash equivalents | |
| 607 | | |
| 760 | | |
| 8.7 | |
Cash and cash equivalents at the beginning of the period | |
| 2,419 | | |
| 4,110 | | |
| 47.2 | |
Effect of exchange rate changes on cash and cash equivalents | |
| (450 | ) | |
| 324 | | |
| 3.7 | |
(Allowance) / reversal of allowance for expected credit losses | |
| 10 | | |
| (1 | ) | |
| (0.0 | ) |
Cash and cash equivalents at the end of the period | |
| 2,586 | | |
| 5,193 | | |
| 59.7 | |
1 U.S. Dollar translations throughout
this release are included solely for the convenience of the reader and were calculated at the exchange rate quoted by the Central Bank
of Russia as of June 30, 2023 (RUB 87.0341 to USD 1.00).
Non-IFRS
Financial Measures and Supplemental Financial Information
Use of Non-IFRS Financial Measures
We use Adjusted EBITDA,
Core Business Adjusted EBITDA for Moscow and the Moscow region, Core Business Adjusted EBITDA for Other regions, Adjusted EBITDA Margin
and Core Business Adjusted EBITDA Margin as non-IFRS financial measure in assessing our operating performance and in our financial communications.
Adjusted EBITDA, Core
Business Adjusted EBITDA for Moscow and the Moscow region, Core Business Adjusted EBITDA for Other regions, Adjusted EBITDA Margin and
Core Business Adjusted EBITDA Margin are financial measures that are not calculated in accordance with IFRS. These non-IFRS financial
measures should not be considered in isolation or as an alternative or a substitute to loss for the period, which is the most directly
comparable IFRS measure, or any other measure of financial performance calculated and presented in accordance with IFRS. Adjusted EBITDA,
Core Business Adjusted EBITDA for Moscow and the Moscow region, Core Business Adjusted EBITDA for Other regions, Adjusted EBITDA Margin
and Core Business Adjusted EBITDA Margin have limitations as analytical tools. Some of these limitations are:
| · | they exclude depreciation and amortization expense
and, although these are non-cash expenses, the assets being depreciated may have to be replaced in the future, increasing our cash requirements; |
| · | they do not reflect foreign currency exchange
loss (gain), which reduces (increases) cash available to us; |
| · | they do not reflect income tax payments that
reduce cash available to us; |
| · | they do not reflect share-based compensation
expenses and, therefore, do not include all of our employee-related expenses; and |
| · | other companies, including companies in our industry,
may calculate those measures differently, which reduces their usefulness as comparative measures. |
The tables below provide
detailed reconciliations of each non-IFRS financial measure we use from the most directly comparable IFRS financial measure.
Reconciliation of
Adjusted EBITDA from Loss for the period, the most directly comparable IFRS financial measure (in millions of RUB and USD)
| |
Three months ended (unaudited) | |
| |
June 30,
2022 | | |
June 30,
2023 | | |
June 30,
2023 | |
| |
RUB | | |
RUB | | |
USD(1) | |
Profit / (loss) for the period | |
| (433 | ) | |
| 404 | | |
| 4.6 | |
Income tax expense | |
| 26 | | |
| 146 | | |
| 1.7 | |
Profit / (loss) before income tax | |
| (407 | ) | |
| 550 | | |
| 6.3 | |
Depreciation and amortization | |
| 71 | | |
| 60 | | |
| 0.7 | |
Finance (income) / expenses, net(2) | |
| (13 | ) | |
| (54 | ) | |
| (0.6 | ) |
Foreign currency exchange (gain) / loss, net | |
| 663 | | |
| (178 | ) | |
| (2.0 | ) |
Share-based payment expenses | |
| 178 | | |
| 224 | | |
| 2.6 | |
Income from the depositary | |
| (12 | ) | |
| (12 | ) | |
| (0.1 | ) |
Adjusted EBITDA(3) | |
| 480 | | |
| 590 | | |
| 6.8 | |
Adjusted EBITDA Margin(4) | |
| 25.2 | % | |
| 22.2 | % | |
| 22.2 | % |
| |
Six months ended (unaudited) | |
| |
June 30,
2022 | | |
June 30,
2023 | | |
June 30,
2023 | |
| |
RUB | | |
RUB | | |
USD(1) | |
Profit / (loss) for the period | |
| (389 | ) | |
| 615 | | |
| 7.1 | |
Income tax expense / (benefit) | |
| (3 | ) | |
| 241 | | |
| 2.8 | |
Profit / (loss) before income tax | |
| (392 | ) | |
| 856 | | |
| 9.8 | |
Depreciation and amortization | |
| 139 | | |
| 120 | | |
| 1.4 | |
Finance (income) / expenses, net(2) | |
| (21 | ) | |
| (95 | ) | |
| (1.1 | ) |
Foreign currency exchange (gain) / loss, net | |
| 478 | | |
| (299 | ) | |
| (3.4 | ) |
Share-based payment expenses | |
| 353 | | |
| 385 | | |
| 4.4 | |
Income from the depositary | |
| (21 | ) | |
| (24 | ) | |
| (0.3 | ) |
Adjusted EBITDA(3) | |
| 536 | | |
| 943 | | |
| 10.8 | |
Adjusted EBITDA Margin(4) | |
| 14.8 | % | |
| 18.6 | % | |
| 18.6 | % |
1 U.S. Dollar translations throughout
this release are included solely for the convenience of the reader and were calculated at the exchange rate quoted by the Central Bank
of Russia as of June 30, 2023 (RUB 87.0341 to USD 1.00).
2
Comprises finance costs and finance income for the respective periods.
3
Defined as profit / (loss) for the period adjusted to exclude income tax (benefit) / expense, finance costs, finance income,
foreign currency exchange loss / (gain), net, depreciation and amortization, share-based payments under equity-based incentive program
and income from the depository.
4
Defined as Adjusted EBITDA divided by revenue for the respective periods.
Segment Data and
Reconciliation to Adjusted EBITDA (in millions of RUB and USD)
| |
Six months ended (unaudited) | |
| |
June 30,
2022 | | |
June 30,
2023 | | |
June 30,
2023 | |
| |
RUB | | |
RUB | | |
USD(1) | |
Adjusted EBITDA | |
| 536 | | |
| 943 | | |
| 10.8 | |
Core Business Adjusted EBITDA | |
| 906 | | |
| 1,181 | | |
| 13.6 | |
Core Business Adjusted EBITDA for Moscow and the Moscow region(2) | |
| 1,567 | | |
| 1,783 | | |
| 20.5 | |
Core Business Adjusted EBITDA for Other regions(3) | |
| (661 | ) | |
| (602 | ) | |
| (6.9 | ) |
Mortgage Marketplace Adjusted EBITDA | |
| (104 | ) | |
| 34 | | |
| 0.4 | |
Valuation and Analytics Adjusted EBITDA | |
| (19 | ) | |
| (43 | ) | |
| (0.5 | ) |
C2C Rental Adjusted EBITDA | |
| (5 | ) | |
| - | | |
| - | |
End-to-End Offerings Adjusted EBITDA | |
| (242 | ) | |
| (229 | ) | |
| (2.6 | ) |
Core Business EBITDA margin | |
| 26.6 | % | |
| 24.5 | % | |
| 24.5 | % |
1 U.S. Dollar translations throughout
this release are included solely for the convenience of the reader and were calculated at the exchange rate quoted by the Central Bank
of Russia as of June 30, 2023 (RUB 87.0341 to USD 1.00).
2 For the purpose of calculating Core
Business Adjusted EBITDA for Moscow and the Moscow region and Core Business Adjusted EBITDA for Other regions: (i) revenues are attributed
to the relevant region based primarily on the location of the relevant property listed; and (ii) costs are directly attributed to
the relevant region with respect to which they were incurred, when possible. Due to the integrated structure of our business, certain
costs may benefit all our regions. These costs primarily include certain headcount-related expenses, certain marketing and advertising
costs, product development, IT expenses (including hosting and technical support expenses and telecommunication services), office
maintenance expenses and other general corporate expenses, such as finance, accounting, legal, human resources, recruiting and facilities
costs. These costs are allocated to Moscow and the Moscow region and Other regions based on the estimated benefit each region receives
from such expenses, using specific allocation drivers representing this benefit.
3 Defined as Core Business Adjusted
EBITDA divided by Core Business revenue for the respective periods.
Other Historical
Operational Data
| | |
Average
UMV (1) (in millions) | | |
Listings (2) (in millions) | | |
Listings
Moscow and
the Moscow
region | | |
Listings
Other regions | | |
Leads to
developers (3) (in
thousands) | |
2019 | | |
| 13.4 | | |
| 1.92 | | |
| 0.37 | | |
| 1.55 | | |
| 179.6 | |
2020 | | |
| 16.5 | | |
| 2.14 | | |
| 0.37 | | |
| 1.77 | | |
| 244.8 | |
2021 | | |
| 20.5 | | |
| 1.99 | | |
| 0.31 | | |
| 1.69 | | |
| 229.2 | |
2022 | | |
| 17.9 | | |
| 1.88 | | |
| 0.35 | | |
| 1.52 | | |
| 223.7 | |
1 Average
Unique Monthly Visitors (UMV) means the average number of users and customers visiting our platform (websites and mobile application)
per month in a particular period, excluding bots. Average UMV for a particular period is calculated by aggregating the UMV for each month
within such period and dividing by the number of months. For 2020 and 2019, Average UMV is calculated based on Google Analytical data;
for 2021, 2022 and 2023, Average UMV is calculated as a sum of Average UMV for the Cian, excluding the N1 Group, based on Google Analytics
data and Average UMV for the N1 Group based on Yandex.Metrica data.
2 Listings
means the daily average number of real estate listings posted on our platform by agents and individual sellers for a particular period.
3 Leads
to developers means the number of paid target calls, lasting 30 seconds or longer, made through our platform by home searchers to real
estate developers, for a particular period.
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