Form 6-K

 

 

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 December 2019

Commission File Number: 001-38882

 

 

HeadHunter Group PLC

(Exact Name of Registrant as Specified in Its Charter)

 

 

Dositheou 42,

Strovolos, 2028, Nicosia

Cyprus

+357-22-418200

(Address of principal executive offices)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F  ☒            Form 40-F  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

 

 

 

On December 6, 2019, HeadHunter Group PLC issued a press release, a copy of which is furnished herewith as Exhibit 99.1 to this report on Form 6-K.


Exhibit

   No.   

  

Description

99.1    Press Release of HeadHunter Group PLC, dated December 6, 2019


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.

 

    HeadHunter Group PLC
Date: December 6, 2019     By:  

/s/ Mikhail Zhukov

      Mikhail Zhukov
      Chief Executive Officer
EX-99.1

Exhibit 99.1

HeadHunter Group PLC Announces Third Quarter 2019 Financial Results

MOSCOW, Russia, December 6, 2019 – HeadHunter Group PLC (Nasdaq: HHR) announced today its financial results for the quarter ended September 30, 2019. As used below, references to “we,” “our,” “us” or the “Company” or similar terms shall mean HeadHunter Group PLC.

Third Quarter 2019 Financial and Operational Highlights

 

(in millions of RUB(1) and USD(2))    Three months
ended
September 30,
2019
    Three months
ended
September 30,
2018
    Change(3)     Three months
ended
September 30,
2019
 
     RUB     RUB    

 

    USD(4)  

Revenue

     2,142       1,648       30.0     33.3  

Russia Segment Revenue

     1,984       1,538       29.1     30.8  

Net Income

     571       336       69.8     8.9  

Net Income Margin, %

     26.6     20.4     6.2 ppts    

Adjusted EBITDA(5)

     1,145       850       34.8     17.8  

Adjusted EBITDA Margin, %(5)

     53.5     51.5     2.0 ppts    

Adjusted Net Income(5)

     732       477       53.3     11.4  

Adjusted Net Income Margin, %(5)

     34.2     29.0     5.2 ppts    

 

(1)

“RUB” or “₱” denote Russian Ruble throughout this release.

(2)

“USD” or “$” denote U.S. Dollar throughout this release.

(3)

Percentage movements and certain other figures in this release may not recalculate exactly due to rounding. This is because percentages and/or figures contained herein are calculated based on actual numbers and not the rounded numbers presented.

(4)

Dollar translations 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 September 30, 2019 (RUB 64.4156 to USD 1).

(5)

Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Net Income and Adjusted Net Income Margin are non-IFRS measures. See “Use of Non-IFRS Financial Measures” elsewhere in this release for a description of these measures and a reconciliation to the nearest IFRS measure.

 

   

Revenue is up 30.0% primarily due to the increase in revenue in our Russia segment. The Russia segment revenue is up 29.1%, mainly driven by an increase of 39.7% in the number of paying customers in Small and Medium Accounts and an increase of 19.9% in the average revenue per customer (“ARPC”) in Key Accounts in Moscow and St. Petersburg.

 

   

Net Income is up to ₱571 million from ₱336 million, mainly driven by the increase in revenue.

 

   

Adjusted EBITDA is up 34.8% primarily due to an increase in revenue, and Adjusted EBITDA Margin is up to 53.5% from 51.5% as our personnel expenses (excluding equity-settled share-based compensations), marketing expenses, and general and administrative expenses (excluding insurance costs related to our initial public offering (“IPO”)) declined as a percentage of revenue.

 

   

Adjusted Net Income is up 53.3% primarily due to the increase in revenue, and Adjusted Net Income Margin is up to 34.2% from 29.0% as our expenses declined as a percentage of revenue and our effective tax rate decreased.

 

(in millions of RUB and USD)    As of
September 30,
2019
     As of
December 31,
2018
     Change     As of
September 30,
2019
 
     RUB      RUB     

 

    USD  

Net Working Capital(1)

     (2,588      (2,623      (1.3 )%      (40.2

Net Debt(1)(2)

     3,855        3,577        7.8     59.8  

Net Debt to Adjusted EBITDA Ratio(1)(2)

     0.9x        1.3x       

 

(1)

Net Working Capital, Net Debt, and Net Debt to Adjusted EBITDA Ratio are non-IFRS financial measures. See “Use of Non-IFRS Financial Measures” elsewhere in this release for a description of these measures and a reconciliation to the nearest IFRS measure.

(2)

For the purposes of calculation of this ratio as of September 30, 2019, Adjusted EBITDA is calculated on the last twelve months basis.


   

Net Working Capital as of September 30, 2019 remained flat as compared to December 31, 2018, as the increase in trade and other payables over the nine months ended September 30, 2019 (primarily due to increase in payables to employees) was offset by the increase in advances paid (primarily due to prepayment of IPO insurance costs) and a decrease in contract liabilities (primarily due to the utilization of prepayments for annual subscriptions received from our customers in the fourth quarter of 2018).

 

   

Net Debt increased by ₱59.8 million, or 7.8%, primarily due to dividends paid to shareholders and minority holders, the acquisition of a 25.01% ownership interest in LLC “Skilaz”, a Russian HR technology company which automates routine recruiting processes, for ₱235 million, capital expenditures, and the effect of exchange rate fluctuations on cash, partly offset by the increase of cash from operating activities.

 

   

Net Debt to Adjusted EBITDA Ratio declined from 1.3x to 0.9x, mainly due to an increase in Adjusted EBITDA.

“Today, I am delighted to present another set of excellent results” said Mikhail Zhukov, Chief Executive Officer of HeadHunter Group PLC.

Against the backdrop of a challenging macro environment, we continued to deliver strong revenue growth in key market segments as a result of balanced monetization and customer acquisition strategies. Also this quarter, we continued demonstrating our ability to increase revenue whilst improving profitability.

We continued to deliver on our mobile-first strategy and in the third quarter of 2019 over 80% of total traffic came from mobile devices. We deem this especially important in the light of our increasingly high focus on blue collar professionals.

Recently, as a testimony of our relentless product focus, we were granted a patent for a comprehensive machine learning powered candidate recommendation system that is embedded into various HeadHunter user interfaces. This technology provides our clients with an opportunity to increase the efficiency of their recruitment process by automatically matching candidates with relevant vacancies. We believe such recommendation and curation systems will continue to play an integral part in our product proposition going forward.

We continue to explore opportunities in both market penetration and monetization enhancement as we implement our long-term growth strategy.”

Operating Segments

For management purposes, we are organized into operating segments based on the geography of our operations. Our operating segments include “Russia,” “Belarus,” “Kazakhstan” and other countries. As each segment, other than Russia, individually comprises less than 10% of our revenue, for reporting purposes we combine all segments other than Russia into the “Other segments” category.

Customers

We sell our services predominantly to businesses that are looking for job seekers to fill vacancies inside their organizations. We refer to such businesses as “customers.” In Russia, we divide our customers into (i) Key Accounts and (ii) Small and Medium Accounts, based on their annual revenue and employee headcount. We define “Key Accounts” as customers who, according to the Spark-Interfax database, have an annual revenue of ₱2 billion or more or a headcount of 250 or more employees and have not marked themselves as recruiting agencies on their page on our website, and we define “Small and Medium Accounts” as customers who,


according to the Spark-Interfax database, have both an annual revenue of less than ₱2 billion and a headcount of less than 250 employees and have not marked themselves as recruiting agencies on their page on our website. Our website allows several legal entities and/or natural persons to be registered, each with a unique identification number, under a single account page (e.g., a group of companies). Each legal entity registered under a single account is defined as a separate customer and is included in the number of paying customers metric. Natural persons registered under a single account are assumed to be employees of the legal entities of that account and thus, are not considered separate customers and are not included in the number of paying customers metric. However, in a specific reporting period, if only natural persons used our services under such account, they are collectively included in the number of paying customers as one customer.

Seasonality

Revenue

We generally do not experience substantial seasonal fluctuations in demand for our services and our revenue remains relatively stable throughout each quarter. However, our customers are predominately businesses and, therefore, use our services mostly on business days. As a result, our quarterly revenue is affected by the number of business days in a quarter, with the exception of our services that represent “stand-ready” performance obligations, such as subscriptions to access our curriculum vitae (“CV”) database, which are satisfied over the period of subscription, including weekends and holidays.

Public holidays in Russia predominantly fall during the first quarter of each year, which results in lower business activity in that quarter. Accordingly, our first quarter revenue is typically slightly lower than in the other quarters. For example, our first quarter revenue in our Russia segment in 2017 and 2018 was 21.1% and 20.9%, respectively.

The number of business days in a quarter may also be affected by calendar layout in a specific year. In addition, the Government of Russia decides on an annual basis how public holidays that occur on weekends will be reallocated to business days throughout the year as a requirement of the Labor Code of Russia. As a result, the number of business days in a quarter may be different in each year (while the total number of business days in a year usually remains the same). Therefore, the comparability of our quarterly results, including with respect to our revenue growth rate, may be affected by this variance. In addition, when a calendar layout in a specific year provides for several consecutive holidays or a small number of business days between holidays or holidays adjacent to weekends, HR managers of our customers may take short vacations, further contributing to the decrease in business activities in these periods.

The following table illustrates the number of business days by quarter for the years 2017 to 2019. In 2019, the total number of working days is the same as in 2018, but there is 1 business day more, 2 business days less, and 1 business day more in the first quarter, second quarter, and third quarter, respectively, and the same number of business days in the fourth quarter:

 

     Number of business
days
     As % of total business days
per year
 
     2019      2018      2017      2019     2018     2017  

First quarter

     57        56        57        23.1     22.7     23.1

Second quarter

     59        61        61        23.9     24.7     24.7

Third quarter

     66        65        65        26.7     26.3     26.3

Fourth quarter

     65        65        64        26.3     26.3     25.9
  

 

 

    

 

 

    

 

 

    

 

 

   

 

 

   

 

 

 

Year

     247        247        247        100.0     100.0     100.0

Therefore, in the third quarter of 2019, we saw a positive impact on our revenue and revenue growth rate from additional business days as compared to the third quarter of 2018.


Operating costs and expenses (exclusive of depreciation and amortization)

Personnel and marketing expenses, in total, accounted for 77.4% and 78.9% of our total operating costs and expenses (exclusive of depreciation and amortization) for the years ended December 31, 2018 and December 31, 2017, respectively. Most of our marketing and personnel expenses are fixed and not directly tied to our revenue.

Marketing expenses are more volatile in terms of allocation to quarters and are affected by our decisions on how we realize our strategy in a particular year, which can differ from year to year. Therefore, total marketing expenses as a percentage of revenue for a particular quarter may not be fully representative of the whole year. Personnel expenses are relatively stable over the year; however, they are also affected by other dynamics, such as our hiring decisions. Some costs and expenses, such as share-based compensation or foreign exchange gains or losses, can be significantly concentrated in a particular quarter.

Third quarter segment external expenses in our Russia segment in 2017 and 2018 were 26.0% and 24.7%, respectively, of total Russia segment external expenses for the year.

Net income and Adjusted EBITDA

Even though our revenue remains relatively stable throughout each quarter, seasonal revenue fluctuations, as described above, affect our net income. As a result of revenue seasonality, our profitability in first quarter is usually lower than in other quarters and for the full year, because our expenses as a percentage of revenue are usually higher in first quarter due to lower revenue. For example, our Adjusted EBITDA Margin was 34.6% for the first quarter of 2018, compared to 46.7% for the full year 2018. Our profitability is also affected by our decisions on timing of expenses, again as described above.

Contract liabilities

Our contract liabilities are affected by the annual subscriptions’ renewal cycle in our Key Accounts customer segment. A substantial number of our Key Accounts renew their subscriptions in the first quarter and prepay us in the fourth quarter of a previous year, as per our normal payment terms. As a result, we receive substantial prepayments from our customers in the fourth quarter which causes consequential increase in our contract liabilities at the end of that quarter. For example, our contract liabilities as of March 31, June 30, September 30, and December 31, 2018 were ₱1,607 million, ₱1,548 million, ₱1,553 million, and ₱2,073 million, respectively.

Net cash generated from operating activities

Our net cash generated from operating activities is affected by seasonal fluctuations of business activity as explained in “Revenue” and by substantial prepayments from our customers (see “Contract liabilities”), as well as by our decisions in regard to timing of expenses (see “Operating expenses (exclusive of depreciation and amortization)”), and to a lesser extent by payment terms provided to us by our largest suppliers, such as TV advertising agencies and others.

Net working capital

Our net working capital is primarily affected by changes in our contract liabilities as discussed above. As our contract liabilities are usually highest in the fourth quarter, our net working capital is usually lowest in the fourth quarter. For example, our net working capital of March 31, June 30, September 30, and December 31, 2018 was ₱(2,044) million, ₱(2,048) million, ₱(2,036) million, and ₱(2,623) million, respectively.


Third Quarter 2019 Results

Our revenue was ₱2,142 million for the three months ended September 30, 2019 compared to ₱1,648 million for the three months ended September 30, 2018. Revenue for the three months ended September 30, 2019 increased by ₱494 million, or 30.0%, compared to the three months ended September 30, 2018, primarily due to the increase in revenue in our Russia segment. Revenue in our Russia segment was ₱1,984 million for the three months ended September 30, 2019 compared to ₱1,538 million for the three months ended September 30, 2018. Revenue in our Russia segment increased by ₱447 million, or 29.1%. This was primarily due to a 66.9% growth in the number of paying Small and Medium Accounts in the other regions of Russia and by 16.1% in Moscow and St. Petersburg, coupled with an increase of 19.9% in the ARPC in Key Accounts in Moscow and St. Petersburg, driven by price increases and an increase in the usage of our services by this type of customer.

The following table breaks down revenue by product:

 

     For the three months ended
September 30,
    For the nine months ended
September 30,
 
(in thousands of RUB)    2019      2018      Change     2019      2018      Change  

Bundled Subscriptions

     584,492        514,852        13.5     1,642,467        1,424,970        15.3

CV Database Access

     493,409        390,337        26.4     1,312,798        1,047,229        25.4

Job Postings

     879,272        613,630        43.3     2,290,258        1,601,173        43.0

Other value-added services

     185,148        129,443        43.0     476,859        361,773        31.8
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Total revenue

     2,142,322        1,648,262        30.0     5,722,383        4,435,145        29.0
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

The following table sets forth the revenue broken down by type of customer and region:

 

     For the three months ended
September 30,
    For the nine months ended
September 30,
 
(in thousands of RUB)    2019      2018      Change     2019      2018      Change  

Key Accounts in Russia

                

Moscow and St. Petersburg

     515,281        439,458        17.3     1,443,978        1,225,879        17.8

Other regions of Russia

     178,432        150,161        18.8     464,018        383,802        20.9
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Sub-total

     693,713        589,619        17.7     1,907,996        1,609,681        18.5
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Small and Medium Accounts in Russia

                

Moscow and St. Petersburg

     731,744        604,228        21.1     1,930,182        1,598,028        20.8

Other regions of Russia

     461,141        284,261        62.2     1,195,880        728,160        64.2
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Sub-total

     1,192,884        888,489        34.3     3,126,061        2,326,188        34.4
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Foreign customers of Russia segment

     6,097        4,870        25.2     36,127        26,321        37.3

Other customers in Russia

     91,774        54,739        67.7     227,535        173,569        31.1
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Total for “Russia” operating segment

     1,984,469        1,537,717        29.1     5,297,720        4,135,759        28.1

Other segments

     157,853        110,545        42.8     424,663        299,386        41.8
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Total revenue

     2,142,322        1,648,262        30.0     5,722,383        4,435,145        29.0
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 


The following table sets forth the number of paying customers and ARPC for the periods indicated:

 

     For the three months ended
September 30,
    For the nine months ended
September 30,
 
     2019      2018      Change     2019      2018      Change  

Number of paying customers

                

Russia segment

                

Key Accounts

                

Moscow and St. Petersburg

     4,517        4,619        (2.2 )%      5,144        5,271        (2.4 )% 

Other regions of Russia

     4,570        4,015        13.8     5,340        4,664        14.5
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Key Accounts, total

     9,087        8,634        5.2     10,484        9,935        5.5

Small and Medium Accounts

                

Moscow and St. Petersburg

     68,376        58,899        16.1     107,066        94,137        13.7

Other regions of Russia

     85,525        51,243        66.9     138,743        86,070        61.2
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Small and Medium Accounts, total

     153,901        110,142        39.7     245,809        180,207        36.4

Foreign customers of Russia segment

     493        726        (32.1 )%      990        1,419        (30.2 )% 
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Total for “Russia” operating segment

     163,481        119,502        36.8     257,283        191,561        34.3

Other segments, total

     14,013        8,929        56.9     21,665        14,279        51.7
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Total number of paying customers

     177,494        128,431        38.2     278,948        205,840        35.5
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

ARPC (in RUB)

                

Russia segment

                

Key Accounts

                

Moscow and St. Petersburg

     114,076        95,141        19.9     280,711        232,570        20.7

Other regions of Russia

     39,044        37,400        4.4     86,895        82,290        5.6
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Key Accounts, total

     76,341        68,290        11.8     181,991        162,021        12.3

Small and Medium Accounts

                

Moscow and St. Petersburg

     10,702        10,259        4.3     18,028        16,976        6.2

Other regions of Russia

     5,392        5,547        (2.8 )%      8,619        8,460        1.9
  

 

 

    

 

 

    

 

 

   

 

 

    

 

 

    

 

 

 

Small and Medium Accounts, total

     7,751        8,067        (3.9 )%      12,717        12,908        (1.5 )% 

Other segments, total

     11,265        12,380        (9.0 )%      19,601        20,967        (6.5 )% 

 

   

Our customer base has continued to expand, as our penetration into the online recruitment in Russian regions outside of Moscow and St. Petersburg and Small and Medium Accounts continues to grow.

 

   

In our Key Accounts, ARPC has increased by 19.9% in Moscow and St. Petersburg and by 4.4% in Other regions of Russia. Increase in the ARPC in Moscow and St. Petersburg was driven by (1) the increase in prices effective January 1, 2019 (e.g. 10% on average for subscriptions and 18% for a single “Standard” type job posting), a reduction in discounts, and (2) the increase in the usage of service, which was driven by the increase in the average number of job postings per customer, while the average number of subscription days per customer (total for Bundled Subscriptions and CV Database access) remained flat.

 

   

In our Small and Medium Accounts, ARPC has increased by 4.3% in Moscow and St. Petersburg and decreased by 2.8% in Other regions of Russia. ARPC dynamic in these customer segments was impacted by the acquisition of new customers, who initially have a lower ARPC, while the ARPC of the cohort of customers acquired before January 1, 2018 has increased by 15.4% in Moscow and St. Petersburg and 16.2% in Other regions of Russia, in both cases primarily driven by the increase in the average number of job postings per customer.


Operating Costs and Expenses (exclusive of depreciation and amortization)

Operating costs and expenses (exclusive of depreciation and amortization) were ₱1,092 million for the three months ended September 30, 2019 compared to ₱858 million for the three months ended September 30, 2018, representing an increase of ₱234 million, or 27.2%.

 

(in thousands of RUB)    For the three months ended
September 30,
    For the nine months ended
September 30,
 
     2019     2018     Change     2019     2018     Change  

Personnel expenses

     (557,037     (418,271     33.2     (1,629,293     (1,271,714     28.1

Marketing expenses

     (292,801     (249,224     17.5     (772,404     (731,732     5.6

Other general and administrative expenses:

            

Subcontractors and other expenses related to provision of services

     (47,398     (40,040     18.4     (126,854     (123,031     3.1

Office rent and maintenance

     (48,625     (55,671     (12.7 )%      (148,352     (170,894     (13.2 )% 

Professional services

     (50,865     (80,402     (36.7 )%      (295,592     (205,598     43.8

Insurance services

     (43,624     —         n/m       (68,797     —         n/m  

Hosting and other web-site maintenance

     (10,893     (8,674     25.6     (28,703     (23,920     20.0

Other operating expenses

     (40,392     (5,587     622.9     (87,148     (41,989     107.5
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Operating costs and expenses (exclusive of depreciation and amortization)

     (1,091,635     (857,869     27.2     (3,157,143     (2,568,878     22.9
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Our personnel expenses and insurance costs have increased as a percentage of revenue for the three months ended September 30, 2019 compared to the three months ended September 30, 2018, primarily driven by the increase in share-based compensation (see ‘Personnel expenses’ below) and purchase of insurance cover related to the IPO (see ‘Other general and administrative expenses’), while other general and administrative expenses were flat or decreased as a percentage of revenue (see table below).

 

     For the three months ended
September 30,
    For the nine months ended
September 30,
 
     2019     2018     Change     2019     2018     Change  

Personnel expenses

     26.0     25.4     0.6     28.5     28.7     (0.2 )% 

Marketing expenses

     13.7     15.1     (1.5 )%      13.5     16.5     (3.0 )% 

Other general and administrative expenses:

            

Subcontractors and other expenses related to provision of services

     2.2     2.4     (0.2 )%      2.2     2.8     (0.6 )% 

Office rent and maintenance

     2.3     3.4     (1.1 )%      2.6     3.9     (1.3 )% 

Professional services

     2.4     4.9     (2.5 )%      5.2     4.6     0.5

Insurance services

     2.0     0.0     2.0     1.2     0.0     1.2

Hosting and other web-site maintenance

     0.5     0.5     (0.0 )%      0.5     0.5     (0.0 )% 

Other operating expenses

     1.9     0.3     1.5     1.5     0.9     0.6
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Operating costs and expenses (exclusive of depreciation and amortization)

     51.0     52.0     (1.1 )%      55.2     57.9     (2.7 )% 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 


Personnel expenses

Personnel expenses increased by ₱139 million, or 33.2%, for the three months ended September 30, 2019 compared to the three months ended September 30, 2018. The main factors that contributed to the increase in personnel expenses are: (i) an increase in share-based compensation, primarily due to the grant of new options under the 2016 Unit Option Plan and 2018 Unit Option Plan in the second quarter of 2019; (ii) 76 new employee hires from September 30, 2018 to September 30, 2019, primarily in the development and production teams in our Russia segment, thus increasing headcount in the Russia segment to 681 people as of September 30, 2019; and (iii) the indexation of wages effective from the first quarter of 2019. Excluding share-based compensation, our personnel expenses decreased as a percentage of revenue.

Marketing expenses

Marketing expenses increased by ₱43.6 million, or 17.5%, for the three months ended September 30, 2019 compared to the three months ended September 30, 2018, primarily due to: (i) an increase in TV marketing expense; (ii) timing of expenses incurred on a brand recognition study, which was carried out in the third quarter of 2019 and the fourth quarter of 2018; and (iii) an increase in online marketing expenses.

Other general and administrative expenses

Our professional services have decreased by ₱29.5 million, or 36.7%, for the three months ended September 30, 2019 compared to the three months ended September 30, 2018, primarily due to the decrease in the professional services related to the IPO.

Our insurance services have increased by ₱43.6 million for the three months ended September 30, 2019 compared to the three months ended September 30, 2018, due to the purchase of insurance cover related to the IPO.

Our office rent and maintenance expenses decreased by ₱7 million, or 12.7%, for the three months ended September 30, 2019 compared to the three months ended September 30, 2018. At January 1, 2019, we initially adopted IFRS 16, the new accounting standard that introduced a single, on-balance sheet accounting model for lessees. As a result, we, as a lessee, have recognized right-of-use assets representing our rights to use the underlying assets and lease liabilities representing our obligation to make lease payments. We have applied IFRS 16 using the modified retrospective approach. Accordingly, the comparative information presented for 2018 has not been restated and is presented, as previously reported, under IAS 17 and related interpretations. We have recognized ₱18,618 thousand of depreciation charges and ₱8,070 thousand of interest costs from the leases in the third quarter of 2019.

Our other operating expenses increased by ₱34.8 million, mainly due to: (i) certain additional valuation allowances for value-added tax receivables provided in the third quarter of 2019; and (ii) an increase in travel expenses.

Net foreign exchange income

Net foreign exchange income was ₱11.4 million for the three months ended September 30, 2019, an increase of ₱10.3 million, compared to a ₱1.1 million income for the three months ended September 30, 2018. The net foreign exchange income for the three months ended September 30, 2019 reflects mostly the foreign exchange income on USD-denominated cash balances.


Depreciation and amortization

Depreciation and amortization were ₱171.1 million for the three months ended September 30, 2019, compared to ₱148.2 million for the three months ended September 30, 2018. Depreciation and amortization increased by ₱23.5 million, or 15.9%, primarily due to a depreciation charge of ₱18.6 million related to right-of-use assets recognized as of January 1, 2019 under the new standard IFRS 16 “Leases.” (See “Other general and administrative expenses”).

Finance income and costs

Finance income was ₱12.0 million for the three months ended September 30, 2019 compared to ₱25.1 million for the three months ended September 30, 2018, primarily due to a decrease in short-term deposits as we used cash to pay dividends to shareholders for the year 2018 in July 2019.

Finance costs were ₱145.5 million for the three months ended September 30, 2019, compared to ₱159.1 million for the three months ended September 30, 2018. Finance costs decreased by ₱13.7 million, primarily due to a decrease of loans and borrowings balance by ₱1,043 million from December 31, 2018 to September 30, 2019, partly offset by interest expense of ₱8.1 million related to lease liabilities recognized as of January 1, 2019 under the new standard IFRS 16 “Leases.”

Income tax expense

Income tax expense was ₱191.4 million for the three months ended September 30, 2019 compared to ₱173.4 million for the three months ended September 30, 2018, driven by the increase of tax base primarily due to the increase in revenue. The effective tax rate was 25.1% for the three months ended September 30, 2019 and 34.0% for the three months ended September 30, 2018.

The effective tax rate for the three months ended September 30, 2019 was affected by the reversal of provision for uncertain tax positions in the third quarter of 2019 that did not occur in the third quarter of 2018. Without the effect from the reversal, the effective tax rate for the three months ended September 30, 2019 would have been 28.4%. The remaining decrease in the effective tax rate from 34.0% to 28.4% is primarily due to a decrease in the proportion of non-deductible expenses and unrecognized deferred tax assets relative to profit before income tax.

Net income

Net income was ₱571 million for the three months ended September 30, 2019 compared to ₱336 million for the three months ended September 30, 2018. Net income increased by ₱235 million compared with the three months ended September 30, 2018, primarily due to the reasons described above.

Adjusted EBITDA

Adjusted EBITDA was ₱1,145 million for the three months ended September 30, 2019 compared to ₱850 million for the three months ended September 30, 2018, and it increased by ₱295 million primarily due to the increase in revenue.

Adjusted Net Income

Adjusted Net Income was ₱732 million for the three months ended September 30, 2019 compared to ₱477 million for the three months ended September 30, 2018. Adjusted Net Income increased by ₱254 million compared with the three months ended September 30, 2018, primarily due to the reasons described above.


Cash Flows

The following table sets forth the summary cash flow statements for the periods indicated:

 

(in thousands of RUB)    For the nine months ended September 30,  
     2019      2018      Change  

Net cash generated from operating activities

     1,569,252        1,083,098        486,154  

Net cash used in investing activities

     (493,824      (143,430      (350,394

Net cash used in financing activities

     (2,334,096      (552,723      (1,781,373

Net (decrease)/increase in cash and cash equivalents

     (1,258,668      386,945        (1,645,613
  

 

 

    

 

 

    

 

 

 

Cash and cash equivalents, beginning of period

     2,861,110        1,416,008        1,445,102  

Cash and cash equivalents included in assets held for sale, beginning of period

     —          10,801        (10,801

Effect of exchange rate changes on cash

     (63,035      (3,627      (59,408
  

 

 

    

 

 

    

 

 

 

Cash and cash equivalents, end of period

     1,539,407        1,810,127        (270,720
  

 

 

    

 

 

    

 

 

 

Net cash generated from operating activities

For the nine months ended September 30, 2019, net cash generated from operating activities was ₱1,569 million compared to ₱1,083 million for the nine months ended September 30, 2018. The change between the periods of ₱486 million was primarily driven by an increase in sales, which resulted in an increase in net income (adjusted for non-cash items and items not affecting cash flow from operating activities), and depositary income received, partially offset by an increase in income tax paid due to an increased tax base.

Net cash used in investing activities

For the nine months ended September 30, 2019, net cash used in investing activities was ₱494 million compared to ₱143 million for the nine months ended September 30, 2018. The change between the periods of ₱350 million was primarily due to the acquisition of a 25.01% ownership interest in LLC “Skilaz” for ₱235 million, and an increase in capital expenditures.

Net cash used in financing activities

For the nine months ended September 30, 2019, net cash used in financing activities was ₱2,334 million compared to ₱553 million for the nine months ended September 30, 2018. The change between the periods was primarily due to the dividends paid to shareholders of a ₱1,134, a repayment of a ₱270 million loan to the associate of a non-controlling shareholder, an increase of a loan repayment to VTB Bank by ₱290 million, and an increase in the dividends paid to non-controlling shareholders by ₱49 million.

Capital Expenditures

Our additions to property and equipment and intangible assets in the nine months ended September 30, 2019 were ₱337 million, an increase of ₱140 million compared to ₱197 million for the nine months ended September 30, 2018, primarily due to ₱118 million in office renovation costs during the nine months ended September 30, 2019, as we have redesigned our office in Yaroslavl and part of our office in Moscow.


Financial Outlook

The following forward-looking statement reflects our expectations as of December 6, 2019:

Based on our recent performance, we currently expect our revenue to grow in the range of 27% to 28% year-over-year and our Adjusted EBITDA Margin to be between 50% and 51% for the year 2019.

This outlook reflects our current view, based on the trends that we see at this time, and may change in light of market and economic developments in the business sectors and jurisdictions in which we operate.

Conference Call Information

We will host a conference call and webcast to discuss our results at 08:00 a.m. U.S. Eastern Time (4:00 p.m. Moscow time, 1:00 p.m. London time) the same day.

Third Quarter 2019 Financial Results Conference Call

Friday, December 6, 2019.

8:00 a.m. U.S. Eastern Time (4:00 p.m. Moscow time, 1:00 p.m. London time) the same day.

To participate in the conference call, please use the following details:

 

Standard International:    +44 (0) 2071 928000
UK (local):    +44 (0) 844 571 8892
UK (toll free):    0800 376 7922
USA (local):    +1631 510 7495
USA (toll free):    1866 966 1396
Russian Federation (local):    +7 495 249 9849
Russian Federation (toll free):    810 800 235 75011
Conference ID:                     3587158

Webcast:

https://edge.media-server.com/mmc/p/en5s8pen

About HeadHunter Group PLC

HeadHunter is the leading online recruitment platform in Russia and the Commonwealth of Independent States focused on providing comprehensive talent acquisition services, such as access to extensive CV database, job postings (jobs classifieds platform) and a portfolio of value-added services.


USE OF NON-IFRS FINANCIAL MEASURES

To supplement our condensed consolidated interim financial information, which is prepared and presented in accordance with IAS 34 Interim Financial Reporting, we present the following non-IFRS1 financial measures: Adjusted EBITDA, Adjusted Net Income, Adjusted EBITDA Margin and Adjusted Net Income Margin. The presentation of these financial measures is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with IFRS. For more information on these non-IFRS financial measures, please see the tables captioned “Reconciliations of non-IFRS financial measures to the nearest comparable IFRS measures”, included following the accompanying financial tables. We define the various non-IFRS financial measures we use as follows:

 

   

“Adjusted EBITDA” as net income (loss) plus: (1) income tax expense; (2) net interest income or expense; (3) depreciation and amortization; (4) transaction costs related to business combinations; (5) gain on the disposal of subsidiary; (6) expenses related to equity-settled awards (including related social taxes); (7) IPO-related costs and income, and (8) share of profit or loss of equity-accounted investees.

 

   

“Adjusted Net Income” as net income (loss) plus: (1) transaction costs related to the acquisition of the outstanding equity interests of Headhunter FSU Limited by HeadHunter Group PLC from Mail.Ru Group Limited (the “Acquisition”); (2) gain on the disposal of subsidiary; (3) transaction costs related to the disposal of subsidiary; (4) amortization of intangible assets recognized upon the Acquisition; (5) the tax effect of the adjustment described in (4); (6) (gain)/loss related to the remeasurement and expiration of a tax indemnification asset; (7) IPO-related costs and income, and (8) share of profit or loss of equity-accounted investees.

 

   

“Adjusted EBITDA Margin” as Adjusted EBITDA divided by revenue.

 

   

“Adjusted Net Income Margin” as Adjusted Net Income divided by revenue.

Adjusted EBITDA, Adjusted Net Income, Adjusted EBITDA Margin and Adjusted Net Income Margin are used by our management to monitor the underlying performance of the business and its operations. Adjusted EBITDA, Adjusted Net Income, Adjusted EBITDA Margin and Adjusted Net Income Margin are used by different companies for differing purposes and are often calculated in ways that reflect the circumstances of those companies. You should exercise caution in comparing Adjusted EBITDA, Adjusted Net Income, Adjusted EBITDA Margin and Adjusted Net Income Margin as reported by us to Adjusted EBITDA, Adjusted Net Income, Adjusted EBITDA Margin and Adjusted Net Income Margin as reported by other companies. Adjusted EBITDA, Adjusted Net Income, Adjusted EBITDA Margin and Adjusted Net Income Margin are unaudited and have not been prepared in accordance with IFRS or any other generally accepted accounting principles.

Adjusted EBITDA, Adjusted Net Income, Adjusted EBITDA Margin and Adjusted Net Income Margin are not measurements of performance under IFRS or any other generally accepted accounting principles, and you should not consider Adjusted EBITDA, Adjusted Net Income, Adjusted EBITDA Margin or Adjusted Net Income Margin as alternatives to net income, operating profit or other financial measures determined in accordance with IFRS or other generally accepted accounting principles. Adjusted EBITDA, Adjusted Net Income, Adjusted EBITDA Margin and Adjusted Net Income Margin have limitations as analytical tools, and you should not consider them in isolation. Some of these limitations are:

 

   

Adjusted EBITDA, Adjusted Net Income, Adjusted EBITDA Margin and Adjusted Net Income Margin do not reflect our cash expenditures or future requirements for capital expenditures or contractual commitments,

 

   

Adjusted EBITDA, Adjusted Net Income, Adjusted EBITDA Margin and Adjusted Net Income Margin do not reflect changes in, or cash requirements for, our working capital needs, and

 

1 

Denotes International Financial Reporting Standards as issued by the International Accounting Standards Board (“IASB”).


   

the fact that other companies in our industry may calculate Adjusted EBITDA, Adjusted Net Income, Adjusted EBITDA Margin and Adjusted Net Income Margin differently than we do, which limits their usefulness as comparative measures.

The tables at the end of this release provide detailed reconciliations of each non-IFRS financial measure we use to the most directly comparable IFRS financial measure.

We provide earnings guidance on a non-IFRS basis and do not provide earnings guidance on an IFRS basis. A reconciliation of our Adjusted EBITDA Margin guidance to the most directly comparable IFRS financial measure cannot be provided without unreasonable efforts and is not provided herein because of the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliations, including depreciation and amortization, expenses related to equity-settled awards and the other adjustments reflected in our reconciliation of historical non-IFRS financial measures, the amounts of which, could be material.

Net Working Capital

Net Working Capital is a financial measure not defined under IFRS. We believe that Net Working Capital is a useful metric to assess our ability to service debt, fund new investment opportunities, distribute dividends to our shareholders and assess our working capital requirements. Other companies in our industry may calculate these measures differently than we do, limiting their usefulness as comparative measures. See the tables at the end of this release providing the calculation of Net Working Capital.

Net Debt and Net Debt to Adjusted EBITDA Ratio

Net Debt and Net Debt to Adjusted EBITDA Ratio are financial measure not defined under IFRS. We believe that Net Debt and Net Debt to Adjusted EBITDA Ratio are important measures that indicate our ability to repay outstanding debt. These measures should not be considered in isolation or as a substitute for any standardized measure under IFRS. Other companies in our industry may calculate these measures differently than we do, limiting their usefulness as comparative measures. See the tables at the end of this release providing the calculation of Net Debt and discussion of Net Debt to Adjusted EBITDA Ratio.


FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this release that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements regarding our expected financial performance and operational performance for the year ending December 31, 2019, as well as statements that include the words “expect,” “intend,” “plan,” “believe,” “project,” “forecast,” “estimate,” “may,” “should,” “anticipate” and similar statements of a future or forward-looking nature. These forward-looking statements are based on management’s current expectations. Actual results may differ materially from the results predicted or implied by such statements, and our reported results should not be considered as an indication of future performance. The potential risks and uncertainties that could cause actual results to differ from the results predicted or implied by such statements include, among others, significant competition in our markets, our ability to maintain and enhance our brand, our ability to improve our user experience and product offerings, our ability to respond to industry developments, our reliance on Russian Internet infrastructure, macroeconomic and global geopolitical developments affecting the Russian economy or our business, changes in the political, legal and/or regulatory environment, privacy and data protection concerns and our need to expend capital to accommodate the growth of the business, as well as those risks and uncertainties included under the caption “Risk Factors” in our prospectus pursuant to Rule 424(b) filed with the SEC on May 9, 2019 as such factors may be updated from time to time in our other filings with the U.S. Securities and Exchange Commission (“SEC”), which is on file with the SEC and is available on the SEC website at www.sec.gov. In addition, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements that we may make. In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this release are inherently uncertain and may not occur, and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. Accordingly, you should not rely upon forward-looking statements as predictions of future events. In addition, the forward-looking statements made in this release relate only to events or information as of the date on which the statements are made in this release. 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.


Unaudited Condensed Consolidated Interim Statement of Income and Comprehensive Income

For the three and nine months ended

(in thousands of RUB and USD, except per share amounts)

 

     For the three months
ended September 30,
    For the nine months
ended September 30,
 
     2018*     2019     2019     2018*     2019     2019  
     RUB     RUB     USD     RUB     RUB     USD  

Revenue

     1,648,262       2,142,322       33,258       4,435,145       5,722,383       88,835  

Operating costs and expenses (exclusive of depreciation and amortization)

     (857,869     (1,091,635     (16,947     (2,568,878     (3,157,143     (49,012

Depreciation and amortization

     (148,207     (171,704     (2,666     (439,432     (505,531     (7,848
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Operating income

     642,186       878,983       13,645       1,426,835       2,059,709       31,975  

Finance income

     25,144       12,031       187       64,691       57,723       896  

Finance costs

     (159,143     (145,481     (2,258     (484,021     (470,160     (7,299

Other income

     —         8,613       134       —         13,544       210  

Gain on disposal of subsidiary

     —         —         —         6,131       —         —    

Net foreign exchange loss

     1,136       11,398       177       (5,766     (24,730     (384

Share of loss of equity-accounted investees (net of income tax)

     —         (3,536     (55     —         (8,584     (133
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Profit before income tax

     509,323       762,008       11,830       1,007,870       1,627,502       25,266  

Income tax expense

     (173,358     (191,435     (2,972     (363,876     (542,918     (8,428
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net income for the period

     335,965       570,573       8,858       643,994       1,084,584       16,837  

Attributable to:

            

Owners of the Company

     310,392       531,399       8,250       585,921       982,092       15,246  

Non-controlling interest

     25,573       39,174       608       58,073       102,492       1,591  

Comprehensive (loss)/income

            

Items that are or may be reclassified subsequently to profit or loss:

            

Foreign currency translation differences

     (7,225     1,331       21       19,069       (25,591     (397
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total comprehensive income, net of tax

     328,740       571,904       8,878       663,063       1,058,993       16,440  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Attributable to:

            

Owners of the Company

     303,623       532,754       8,271       605,283       958,155       14,875  

Non-controlling interest

     25,117       39,150       608       57,780       100,838       1,565  

Earnings per share

            

Basic (in Russian Roubles per share)

     6.21       10.63       0.165       11.72       19.64       0.305  

Diluted (in Russian Roubles per share)

     6.21       10.32       0.160       11.72       19.34       0.300  

 

*

The Company has initially applied IFRS 16 at January 1, 2019, using the modified retrospective approach. Under the approach, comparative information is not restated.


Unaudited Condensed Consolidated Interim Statement of Financial Position

As at

 

(in thousands of RUB and USD)    December 31,
2018*
    September 30,
2019
    September 30,
2019
 
     RUB     RUB     USD  

Non-current assets

      

Goodwill

     6,989,255       6,968,266       108,177  

Intangible assets

     3,154,605       2,843,922       44,150  

Property and equipment

     133,810       327,398       5,083  

Equity-accounted investees

     —         226,145       3,511  

Right-of-use assets

     —         295,015       4,580  

Deferred tax assets

     92,094       127,425       1,978  

Other non-current assets

     3,304       22,446       348  
  

 

 

   

 

 

   

 

 

 

Total non-current assets

     10,373,068       10,810,617       167,826  

Current assets

      

Trade and other receivables

     40,718       66,676       1,035  

Prepaid expenses and other current assets

     64,386       165,448       2,568  

Cash and cash equivalents

     2,861,110       1,539,407       23,898  
  

 

 

   

 

 

   

 

 

 

Total current assets

     2,966,214       1,771,531       27,502  
  

 

 

   

 

 

   

 

 

 

Total assets

     13,339,282       12,582,148       195,328  
  

 

 

   

 

 

   

 

 

 

Equity

      

Share capital

     8,547       8,547       133  

Share premium

     1,729,400       1,830,267       28,413  

Foreign currency translation reserve

     (66,957     (89,707     (1,393

Retained earnings

     1,302,981       1,121,772       17,415  
  

 

 

   

 

 

   

 

 

 

Total equity attributable to owners of the Company

     2,973,971       2,870,879       44,568  

Non-controlling interest

     29,449       28,224       438  
  

 

 

   

 

 

   

 

 

 

Total equity

     3,003,420       2,899,103       45,006  
  

 

 

   

 

 

   

 

 

 

Non-current liabilities

      

Loans and borrowings

     5,203,692       4,330,755       67,231  

Lease liabilities

     —         245,700       3,814  

Deferred tax liabilities

     1,070,240       533,594       8,284  

Trade and other payables

     13,967       1,823       28  

Other non-current liabilities

     —         134,071       2,081  
  

 

 

   

 

 

   

 

 

 

Total non-current liabilities

     6,287,899       5,245,943       81,439  

Current liabilities

      

Contract liabilities

     2,072,640       1,971,341       30,603  

Trade and other payables

     655,877       826,565       12,832  

Loans and borrowings (current portion)

     1,233,924       1,063,911       16,516  

Lease liabilities (current portion)

     —         64,766       1,005  

Income tax payable

     85,522       487,901       7,574  

Other current liabilities

     —         22,618       351  
  

 

 

   

 

 

   

 

 

 

Total current liabilities

     4,047,963       4,437,102       68,882  
  

 

 

   

 

 

   

 

 

 

Total liabilities

     10,335,862       9,683,045       150,321  
  

 

 

   

 

 

   

 

 

 

Total equity and liabilities

     13,339,282       12,582,148       195,328  
  

 

 

   

 

 

   

 

 

 

 

*

The Group has initially applied IFRS 16 at January 1, 2019, using the modified retrospective approach. Under the approach, comparative information is not restated.


Unaudited Condensed Consolidated Interim Statement of Cash Flows

For the nine months ended

 

(in thousands of RUB and USD)       
     September 30,
2018*
    September 30,
2019
    September 30,
2019
 
     RUB     RUB     USD  

OPERATING ACTIVITIES:

     643,994       1,084,584       16,837  

Net income for the period

      

Adjusted for non-cash items and items not affecting cash flow from operating activities:

      

Depreciation and amortization

     439,432       505,531       7,848  

Net finance costs

     419,330       412,437       6,403  

Net foreign exchange loss

     5,766       24,730       384  

Gain on disposal of subsidiary

     (6,131     —         —    

Other income

     —         (13,544     (210

Other non-cash items

     1,615       3,834       60  

Management incentive agreement

     64,543       147,243       2,286  

Share grant to Board

     —         7,524       117  

Share of profit of equity-accounted investees, net of income tax

     —         8,584       133  

Income tax expense

     363,876       542,918       8,428  

Change in trade receivables and other operating assets

     (116,746     (146,335     (2,272

Change in contract liabilities

     81,036       (94,972     (1,474

Change in trade and other payables

     118,961       85,000       1,320  

Depositary income received

     —         169,780       2,636  

Income tax paid

     (462,500     (710,947     (11,037

Interest paid

     (470,078     (457,115     (7,096
  

 

 

   

 

 

   

 

 

 

Net cash generated from operating activities

     1,083,098       1,569,252       24,361  

INVESTING ACTIVITIES:

      

Acquisition of equity-accounted investment

     —         (234,729     (3,644

Proceeds from disposal of subsidiary, net of cash disposed of

     (10,847     —         —    

Acquisition of intangible assets

     (97,851     (71,251     (1,106

Acquisition of property and equipment

     (98,441     (245,500     (3,811

Interest received

     63,709       57,656       895  
  

 

 

   

 

 

   

 

 

 

Net cash used in investing activities

     (143,430     (493,824     (7,666

FINANCING ACTIVITIES:

      

Bank and other loans repaid

     (495,000     (1,055,000     (16,378

Payment for lease liabilities

     —         (38,632     (600

Dividends paid to shareholders

     —         (1,133,501     (17,597

Dividends paid to non-controlling interest

     (57,723     (106,963     (1,661
  

 

 

   

 

 

   

 

 

 

Net cash used in financing activities

     (552,723     (2,334,096     (36,235
  

 

 

   

 

 

   

 

 

 

Net increase/(decrease) in cash and cash equivalents

     386,945       (1,258,668     (19,540

Cash and cash equivalents, beginning of period

     1,416,008       2,861,110       44,416  

Cash and cash equivalents included in assets held for sale, beginning of period

     10,801       —         —    

Effect of exchange rate changes on cash

     (3,627     (63,035     (979
  

 

 

   

 

 

   

 

 

 

Cash and cash equivalents, end of period

     1,810,127       1,539,407       23,898  
  

 

 

   

 

 

   

 

 

 

 

*

The Group has initially applied IFRS 16 at January 1, 2019, using the modified retrospective approach. Under the approach, comparative information is not restated.


Reconciliations of non-IFRS financial measures to the nearest comparable IFRS measures

Reconciliation of EBITDA and Adjusted EBITDA from net income, the most directly comparable IFRS financial measure:

(in thousands of RUB)

 

     For the three months
ended September 30,
    For the nine months
ended September 30,
    For the
year ended
December 31,
2018
 
     2018      2019     2018     2019  

Net income

     335,965        570,573       643,994       1,084,584       1,032,845  

Add the effect of:

           

Income tax expense

     173,358        191,435       363,876       542,918       509,602  

Net interest costs

     133,999        133,450       419,330       412,437       553,724  

Depreciation and amortization

     148,207        171,704       439,432       505,531       586,131  
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

 

EBITDA

     791,529        1,067,162       1,866,632       2,545,470       2,682,302  

Add the effect of:

           

Equity-settled awards, including related social taxes(1)

     18,377        43,956       55,761       117,062       68,776  

IPO-related costs(2)

     39,772        —         100,875       188,294       110,043  

Insurance cover related to IPO(3)

     —          39,064       —         61,874       —    

Income from depository(4)

     —          (8,613     —         (13,544     —    

Gain on disposal of subsidiary(5)

     —          —         (6,131     —         (6,131

Share of loss of equity-accounted investees(6)

     —          3,536       —         8,584       —    
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBITDA

     849,678        1,145,105       2,017,137       2,907,740       2,854,990  
  

 

 

    

 

 

   

 

 

   

 

 

   

 

 

 

 

(1)

Represents non-cash expenses related to equity-settled awards issued in accordance with the Management Incentive Agreement, and related social taxes, which are payable as a result of us becoming Russian tax resident in June 2019.

(2)

In connection with our IPO, we incurred expenses related to legal, accounting and other professional fees that are not indicative of our ongoing expenses.

(3)

Subsequent to and in connection with our IPO, we purchased a one-year insurance policy for $2.7 million, of which we allocated $2.4 million to the cover related to our IPO, which we believe does not relate to our ordinary course of business, and $250 thousand to directors’ and officers’ insurance in the ordinary course of business, based on the estimate of our insurance provider. The cost of this insurance policy is expensed over the policy term on a pro-rata time basis and thus recurs in the reporting periods during its term. We may renew the policy, including the IPO-related cover, for an additional year or more.

(4)

In connection with our IPO, we have signed the Deposit Agreement, in accordance with which we shall receive income in the amount of $2.6 million from our depositary over the five-year period from the date of the IPO, provided that we meet certain covenants as specified in the Deposit Agreement. We believe that this income does not relate to our ordinary course of business.

(5)

On April 26, 2018, we sold our 51% subsidiary, HeadHunter LLC (Ukraine), to minority shareholders and recognized a one-off gain on disposal.

(6)

On May 6, 2019, we acquired a 25.01% equity-accounted investee, LLC “Skilaz”. We believe that share of profit or loss in equity-accounted investees is not indicative of our core operating performance.


Reconciliation of Adjusted Net Income from net income, the most directly comparable IFRS financial measure:

 

     For the three months
ended September 30,
     For the nine months
ended September 30,
 
     2018      2019      2018      2019  

Net income

     335,965        570,573        643,994        1,084,584  

Add the effect of:

           

Equity-settled awards, including related social taxes(1)

     18,377        43,956        55,761        117,062  

IPO-related costs(2)

     39,772        —          100,875        188,294  

Insurance cover related to IPO(3)

     —          39,064        —          61,874  

Income from depository(4)

     —          (8,613      —          (13,544

Gain on disposal of subsidiary(5)

     —          —          (6,131      —    

Share of loss of equity-accounted investees(6)

     —          3,536        —          8,584  

Amortization of intangible assets recognized upon the Acquisition(7)

     103,947        103,947        311,841        311,841  

Tax effect on adjustments(8)

     (20,789      (20,789      (62,368      (62,368
  

 

 

    

 

 

    

 

 

    

 

 

 

Adjusted Net Income

     477,272        731,674        1,043,972        1,696,327  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

(1)

Represents non-cash expenses related to equity-settled awards issued in accordance with the Management Incentive Agreement, and related social taxes, which are payable as a result of us becoming Russian tax resident in June 2019.

(2)

In connection with our IPO, we incurred expenses related to legal, accounting and other professional fees that are not indicative of our ongoing expenses.

(3)

Subsequent to and in connection with our IPO, we have purchased a one-year insurance policy for $2.7 million, of which we allocated $2.4 million to the cover related to our IPO, which we believe does not relate to our ordinary course of business, and $250 thousand to directors’ and officers’ insurance in the ordinary course of business, based on the estimate of our insurance provider. The cost of this insurance policy is expensed over the policy term on a pro-rata time basis, and thus recurs in the reporting periods during its term. We may renew the policy, including the IPO-related cover, for an additional year or more.

(4)

In connection with our IPO, we have signed the Deposit Agreement, in accordance with which we shall receive income in the amount of $2.6 million from our depositary over the five-year period from the date of the IPO, provided that we meet certain covenants as specified in the Deposit Agreement. We believe that this income does not relate to our ordinary course of business.

(5)

On April 26, 2018, we sold our 51% subsidiary, HeadHunter LLC (Ukraine), to minority shareholders and recognized a one-off gain on disposal.

(6)

On May 6, 2019, we acquired a 25.01% equity-accounted investee, LLC “Skilaz”. We believe that share of profit or loss in equity-accounted investees is not indicative of our core operating performance.

(7)

As a result of the Acquisition, we recognized the following intangible assets: (i) trademark and domain names in the amount of ₱1,634,306 thousand, (ii) non-contractual customer relationships in the amount of ₱2,064,035 thousand and (iii) CV database in the amount of ₱618,601 thousand, which have a useful life of 10 years, 5-10 years and 10 years, respectively.

(8)

Calculated by applying the statutory Russian tax rate of 20% to amortization of the assets recognized upon the Acquisition.

We believe that Net Working Capital is a useful metric to assess our ability to service debt, fund new investment opportunities, distribute dividends to our shareholders and assess our working capital requirements.

Calculation of our Net Working Capital is presented in the table below:

 

(in thousands of RUB)    September 30,
2019
     December 31,
2018
 

Trade and other receivables

     66,676        40,718  

Prepaid expenses and other current assets

     165,448        64,386  

Contract liabilities

     (1,971,341      (2,072,640

Trade and other payables

     (826,565      (655,877

Other current liabilities

     (22,618      —    
  

 

 

    

 

 

 

Net Working Capital

     (2,588,400      (2,623,413
  

 

 

    

 

 

 


We believe that Net Debt and Net Debt to Adjusted EBITDA Ratio are important measures that indicate our ability to repay outstanding debt.

Calculation of our Net Debt is presented in the table below:

 

(in thousands of RUB)    September 30,
2019
     December 31,
2018
 

Loans and borrowings

     4,330,755        5,203,692  

Loans and borrowings (current portion)

     1,063,911        1,233,924  

Cash and cash equivalents

     (1,539,407      (2,861,110
  

 

 

    

 

 

 

Net Debt

     3,855,259        3,576,506  
  

 

 

    

 

 

 

We calculate our Net Debt to Adjusted EBITDA Ratio by dividing Net Debt by Adjusted EBITDA.

Calculation of Adjusted EBITDA on the last twelve months basis as of September 30, 2019:

 

(in thousands)    RUB  

Adjusted EBITDA for the year ended December 31, 2018

     2,854,990  
  

 

 

 

Less Adjusted EBITDA for the nine months ended September 30, 2018

     (2,017,137

Add Adjusted EBITDA for the nine months ended September 30, 2019

     2,907,740  
  

 

 

 

Adjusted EBITDA on the last twelve months basis as of September 30, 2019

     3,745,593