Mail.ru Group Limited Preliminary Trading Statement for Fiscal Year 2010
Trading Update Call Replay (mp3, 4.2 Mb)
Moscow, Russian Federation, February 24, 2011. Mail.ru Group Limited (LSE: MAIL, hereinafter referred as “the Company” or “the Group”), today provides the following preliminary unaudited segment financial information for the second half and full year ended 31 December 2010.
Mail.ru Group Highlights
- Group aggregate segment revenue was $186.6m for 2H 2010 and $324.0m for FY 2010 (up 59% and 64%, respectively; or 50% and 58% excluding the effect of the ICQ acquisition completed in July 2010)
- Group aggregate segment EBITDA was $64.6m for 2H 2010 and $116.6m for FY 2010 (up 59% and 78%, respectively)
- Group aggregate segment Net Income was $40.2m for 2H 2010 and $76.7m for FY 2010 (up 27% and 63%, respectively)
- Net Cash position at the end of the year was $118.4m
- December average monthly unique visitors reached 27.2m*, up 14% from June 2010 and 21% from December 2009
- The Group sold a 3.74% stake in Qiwi for $24.1m, reducing its ownership to 21.35%
- Sang Hun Kim (CEO of NHN Corporation from South Korea) was appointed in February 2011 as the second Independent Non-Executive Director
Dmitry Grishin, Mail.ru Group’s Co-Founder and Chief Executive Officer, said:
“We are excited to provide this first trading update following our IPO in November 2010. Our business continued to perform strongly in the second half of 2010 across all of our products and segments. In advertising, we continued to benefit from a strong cyclical recovery combined with an ongoing shift to online advertising, which helped us achieve a 74% growth rate in Group aggregate segment online advertising revenue compared to the second half of 2009. Group aggregate segment IVAS revenues in second half of 2010 increased by 44% compared to the second half of 2009, reflecting the strength of our monetization model and our ability to benefit from growing penetration and engagement in the Russian Internet market. Strong growth in revenues also significantly benefited our profitability through our operating leverage, which led to Group aggregate segment EBITDA margin increasing to 36% in 2010, as compared to 33% in 2009.”
An analyst conference call will be held today at 17.00 GMT. Details to access the call are as follows:
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For further information please contact:
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James Melville-Ross Leonid Solovyev
a) The numbers in this table and further in the document may not exactly foot or cross-foot due to rounding
(1) Group aggregate segment revenue is calculated by aggregating the segment revenue of the Mail.ru, Odnoklassniki (hereinafter referred to as “OK”) and Headhunter segments and eliminating certain intra-segment revenues. This measure differs in significant respects from IFRS consolidated net revenue. This information may also differ from the proportionate core revenue presented in the operating segments notes to the consolidated financial statements of the Group as of and for the years ended 31 December 2009, 2008 and 2007 and to the interim consolidated financial statements of the Group as of and for the six months ended 30 June 2010. See “Presentation of Segment Financial Information.” Group aggregate segment revenue numbers for the periods after July 2010 include the revenues of ICQ.
(2) Organic revenue growth excludes the impact of including revenues from ICQ in Mail.ru segment revenue from the date of acquisition of ICQ in the second half of 2010.
(3) Group aggregate segment EBITDA is calculated by subtracting Group aggregate segment operating expenses from Group aggregate segment revenue. Group aggregate segment operating expenses are calculated by aggregating the segment operating expenses (excluding the depreciation and amortisation) of the Mail.ru, OK and Headhunter segments with Group corporate expenses and eliminating certain intra-segment expenses. Group corporate expenses primarily consist of advisory fees paid to DST Advisors Limited (“DSTA”) and costs related to DSTA personnel and corporate overhead and compensation expense in respect of the former DSTA personnel that joined the Group following the IPO and other public company related expenses. Group aggregate segment EBITDA includes ICQ EBITDA from the date of acquisition.
(4) Profit before tax is calculated by deducting from Group aggregate segment EBITDA Group aggregate segment depreciation and amortisation and adding (i) Group share of income from associates and adding/deducting (ii) Group aggregate segment other non-operating incomes/expenses primarily consisting of interest income on cash deposits, release of certain accruals and other non-operating items.
(5) Group aggregate segment depreciation and amortization expense is calculated by aggregating the segment depreciation and amortization expense of the Mail.ru, OK and Headhunter segments with such expenses incurred at the corporate level.
(6) Group share of income from associates includes the Group’s share of income from VK.com and Qiwi as calculated based on the ownership percentage as of 31 December 2010 (i.e. 32.55% and 21.35%, respectively). Group share of income from associates as presented herein differs in significant respects from Group share of income from associates as would be recorded under IFRS due to: (i) difference in the ownership percentages as under IFRS the actual ownership would be used for each reporting period and (ii) differences in net income of associates as the numbers presented herein are prepared based on principles used for Mail.ru, OK and Headhunter segments, i.e. do not include certain adjustments which would be required under IFRS. See “Presentation of Segment Financial Information.”
(7) Group aggregate segment income tax expense is calculated by aggregating the segment income tax expense of the Mail.ru, OK and Headhunter segments with such expenses incurred at the corporate level.
(8) Group aggregate segment net income is the (i) Group aggregate segment EBITDA; less (ii) Group aggregate segment depreciation and amortization expense; plus (iii) Group share of income from associates; less (iv) Group aggregate segment other non-operating expenses; plus (v) Group aggregate segment other non-operating income; less (vi) Group aggregate segment income tax expense. Group aggregate segment net income differs in significant respects from IFRS consolidated net income. See “Presentation of Segment Financial Information.” Group aggregate segment Net Income includes the impact of ICQ for the periods after July 2010.
(1) Mail.ru segment revenue includes revenue from ICQ for periods beginning in July 2010. ICQ revenue in 2010 was primarily classified as online advertising revenue.
During 2010, Mail.ru Group generated $102.7m in Group aggregate segment cash flow from operations and Group aggregate segment capital expenditure was $34.2m. At 31 December 2010, the Group’s net cash balance was $118.4m and the Group had no debt outstanding as of 31 December 2010.
Group aggregate segment cash flow from operations and Group aggregate segment capital expenditure are calculated by aggregating the segment operating cash flows from operations and capital expenditures respectively of the Mail.ru, OK and Headhunter segments with Group corporate operating cash flow and capital expenditure and eliminating certain intra-segment cash flows. Group aggregate segment cash flow from operations and Group aggregate segment capital expenditure differ significantly from IFRS consolidated cash flow from operations and consolidated capital expenditures. The differences include but are not limited to: (i) exclusion of certain irregular items and M&A related expenses from Group aggregate segment cash flow from operations and Group aggregate capital expenditure; (ii) exclusion of dividends received from financial investments from Group aggregate segment cash flow from operations; (iii) aggregating the cash flows of respective segments for the whole reporting periods presented whereas under IFRS the cash flows would be only consolidated since the acquisition of control.
- Sang Hun Kim (CEO of NHN Corporation) was appointed as the Group’s second Independent Non-Executive Director in February 2011. Mr. Kim brings a wealth of experience from running the largest Internet company in South Korea (by equity market capitalization), which is one of the leaders in search and online games in the South Korean market
- Integration between our various properties has further advanced, including completion of relocation of OK employees located in Moscow to our Moscow headquarters. Online advertising sales teams are fully integrated across businesses, and technical and product integration is advancing expeditiously
- Our acquisition of ICQ remains subject to the review by the Committee on Foreign Investment in the United States (“CFIUS”) which has slowed down the integration process. We are working with CFIUS and expect there will be additional developments in the next several weeks
- As a part of the new option program introduced at IPO (as contemplated in the Group’s IPO prospectus) options over 4,433,700 shares have been granted to over 200 existing employees. These options were struck at the IPO price and vest over four years
- In December 2010, we sold a 3.74% stake in Qiwi for $24.1m, reducing our ownership to 21.35%. The sale was completed pro-rata to the Qiwi founders as part of a $96.1m investment by Mitsui, driven by the founders’ decision to attract a strong international partner and step up international strategic development. As a result of the investment in international development, we expect Qiwi to generate less net income in 2011 as compared to 2010, in line with 2H 2010
- We feel confident that we will have sufficient resources to exercise our option to purchase an additional 7.5% stake in VK before October 2011
Dmitry Grishin, CEO, commented:
“Mail.ru Group is well positioned to continue benefiting from the growth in Internet penetration, online advertising and IVAS in the Russian market in 2011 and beyond. As such, we are comfortable with 2011 consolidated revenue growth rates within the range of current analyst expectations.
We also believe that we will continue to benefit from the operating leverage of our business, which we expect will result in further EBITDA margin expansion for 2011 within the range of current analyst expectations. Similarly to 2H 2010, we expect in 2011 that Net Income margins will be affected by higher D&A, resulting from ongoing investments in our business, similar effective tax rates as the Group realized in FY2010 as well as performance of associates as described above.”
Release of Audited Accounts
A full statement and presentation of the Group’s 2010 results will be made in April 2011. Further details of the time and location of the presentation will be provided before that date.
The financial data presented herein is preliminary, it has neither been reviewed nor audited by the Group’s independent auditor and the Group’s independent auditor has not yet completed audit procedures in respect of the 2010 financial information. Management is still in the process of finalising the financial data including reviewing the year-end adjustments, accruals, revenue recognition and several other accounting areas. The audited segment financial information included in the Group’s 2010 financial statements may differ in significant respects from the information included herein. The Group’s audited financial statements are expected to be published by the Company at the end of April 2011.
Presentation of Segment Financial Information
The Group aggregate segment financial information is derived from the financial information used by management to manage the Group’s business by aggregating the segment financial data of the Mail.ru, OK and Headhunter segments and eliminating certain intra-segment revenues. Unlike for the purposes of presenting segment data in the IFRS financial statements, Qiwi and VK are not presented as separate segments and the Group’s proportionate share of their net income is presented in one line called “Income from associates”. Group aggregate segment financial information differs significantly from the financial information presented on the face of the Group’s consolidated financial statements in accordance with IFRS. This information may also differ from the data presented in the operating segments notes to the consolidated financial statements of the Group as of and for the years ended 31 December 2009, 2008 and 2007 and to the interim consolidated financial statements of the Group as of and for the six months ended 30 June 2010. In particular:
• The Group’s segment financial information excludes items that management believes obscure the core operating performance of the business, including IFRS adjustments principally affecting major areas including but not limited to: revenue recognition, certain accruals, deferred taxation, share-based payments, business combinations, fair value adjustments, amortisation related thereto and impairment charges. Inter-segment revenues between entities forming different segments are not eliminated as they would be under IFRS. Intra-segment revenues between the entities forming one segment are eliminated. Previously the Company in presenting its operating data did not eliminate certain intra-segment revenues in its 2009 financial statements. To conform to 2010 segment data presentation, the segment data for 2009 was adjusted to eliminate $2.2m and $3.5m of intra-segment revenues within the Mail.ru segment for the second half of 2009 and full year 2009 respectively.
• The segment financial information for each segment is presented for each period on the basis of an ownership interest as of the end of the most recent reporting period and consolidation of each of the Group’s subsidiaries forming the segment, including for periods prior to the acquisition of control of the entities in question, so long as the Group held at least one share of such entities during such periods.
• OK segment financial data for the first half of 2010, second half of 2009 and full year 2009 have been restated for comparability purposes to reflect the inclusion in the OK segment of Forticom Group Limited operations consisting of the social network in Latvia, the development team located in Riga (Latvia) and related corporate overhead expenses as these operations were fully integrated with OK operations as of 31 December 2010.
• Segment revenues do not reflect certain other adjustments required when presenting consolidated revenues under IFRS. For example, segment revenue of the Mail.ru segment excludes barter revenues and adjustments to defer revenues under IFRS
• The segment net profit of individual segments does not reflect ‘‘corporate’’ expenses at the headquarters level. These corporate expenses are, however, reflected in the calculation of Group aggregate segment net income and Group aggregate segment EBITDA.
Cautionary Statement regarding Forward Looking Statements
This press release contains statements of expectation and other forward-looking statements regarding future events or the future financial performance of the Group. You can identify forward looking statements by terms such as "expect", "believe", "anticipate", "estimate", "forecast", "intend", "will", "could", "may" or "might", the negative of such terms or other similar expressions including "outlook" or "guidance". The forward-looking statements in this release are based upon various assumptions that are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and may be beyond the Group's control. Actual results could differ materially from those discussed in the forward looking statements herein. Many factors could cause actual results to differ materially from those discussed in the forward looking statements included herein, including competition in the marketplace, changes in consumer preferences, the degree of Internet penetration and online advertising in Russia, concerns about data security, claims of intellectual property infringement, adverse media speculation, changes in political, social, legal or economic conditions in Russia, exchange rate fluctuations, and the Group's success in identifying and responding to these and other risks involved in its business, including those referenced under "Risk Factors" in the Group's public filings. The forward-looking statements contained herein speak only as of the date they were made, and the Group does not intend to amend or update these statements except to the extent required by law to reflect events and circumstances occurring after the date hereof.
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Notes to Editors
Mail.ru Group is the largest Internet company in the high-growth Russian-speaking Internet markets. Mail.ru Group’s sites reach approximately 70 per cent of Russian Internet users on a monthly basis and the Company is the world’s seventh largest Internet business, based on page views [i]. Russia is today Europe’s second largest Internet market measured by number of users [ii].
The origins of the Company date back to 1998 and since its formation as a group in 2005, and particularly since the end of 2008, the Company has moved rapidly to build an integrated communication and entertainment platform that allows it to attract and monetise one of the largest daily Internet audiences in the Russian speaking world. The Company, which is incorporated in the British Virgin Islands, operates two of the three [iii] largest Russian language online social networking sites (Odnoklassniki and Moi Mir (or “My World”)). The Company also operates the two largest Instant Messaging (“IM”) networks in Russia (Agent and ICQ), Russia’s leading email service and Russia’s second largest Internet portal based on daily and monthly unique users (Mail.ru), and the Company operates Russia’s largest online games platform.
The Company holds strategic minority equity stakes in vKontakte and Qiwi (formerly OE Investments). It holds a 32.5 per cent stake in vKontakte, Russia’s largest social networking site measured by daily unique users, and it holds a 21.4 per cent interest in Qiwi, one of Russia’s leading payment processing companies with a network of over 180,000 Point of Sale (“PoS”) payment terminals. The Company also holds small minority stakes in international Internet companies including Facebook, Zynga and Groupon as well as a number of small venture capital investments in various Internet companies in Russia and Ukraine.
[i] Source: comScore
[ii] J’Son & Partners (September 2010)
[iii] Based on monthly unique users. Source: TNS Gallup
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