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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of August 2023
Commission File Number: 001-41330
PropertyGuru Group Limited
Paya Lebar Quarter 1
Paya Lebar Link
#12-01/04
Singapore 408533
(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 ☒ Form 40-F ☐ |
|
|
The information in this report of foreign private issuer on Form 6-K is hereby incorporated by reference into the Company’s registration statement on Form S-8 (Registration No. 333-265252) and registration statement on Form F-3 (Registration No. 333-264294).
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) / INCOME
|
|
For the Three Months Ended June 30, |
|
|
For the Six Months Ended June 30, |
|
||||||||||
|
|
2023 |
|
|
2022** |
|
|
2023 |
|
|
2022** |
|
||||
|
|
(S$ in thousands, except share and per share data) |
|
|||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Revenue |
|
|
36,880 |
|
|
|
33,031 |
|
|
|
69,508 |
|
|
|
61,263 |
|
Other income |
|
|
2,034 |
|
|
|
292 |
|
|
|
3,700 |
|
|
|
769 |
|
Other gains - net |
|
|
2,264 |
|
|
|
11,882 |
|
|
|
56 |
|
|
|
22,753 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Sales commission |
|
|
(2,061 |
) |
|
|
(3,135 |
) |
|
|
(4,302 |
) |
|
|
(6,186 |
) |
Referral fees |
|
|
(678 |
) |
|
|
(547 |
) |
|
|
(1,150 |
) |
|
|
(971 |
) |
Merchant fees |
|
|
(840 |
) |
|
|
(704 |
) |
|
|
(1,499 |
) |
|
|
(1,159 |
) |
Awards and events costs |
|
|
(378 |
) |
|
|
(347 |
) |
|
|
(968 |
) |
|
|
(651 |
) |
Advertising and platform fees |
|
|
(416 |
) |
|
|
(620 |
) |
|
|
(948 |
) |
|
|
(1,241 |
) |
Salary and staff costs |
|
|
(20,377 |
) |
|
|
(18,092 |
) |
|
|
(40,121 |
) |
|
|
(36,126 |
) |
Marketing expenses |
|
|
(2,968 |
) |
|
|
(4,575 |
) |
|
|
(6,218 |
) |
|
|
(7,790 |
) |
Technology expenses |
|
|
(3,083 |
) |
|
|
(2,877 |
) |
|
|
(6,349 |
) |
|
|
(5,301 |
) |
Legal and professional |
|
|
(2,060 |
) |
|
|
(2,313 |
) |
|
|
(3,138 |
) |
|
|
(3,168 |
) |
Share grant and option expenses |
|
|
(802 |
) |
|
|
(1,507 |
) |
|
|
(3,060 |
) |
|
|
(3,035 |
) |
Depreciation and amortization |
|
|
(5,782 |
) |
|
|
(5,920 |
) |
|
|
(11,644 |
) |
|
|
(10,834 |
) |
(Impairment)/Reversal of impairment loss on financial assets |
|
|
(716 |
) |
|
|
(438 |
) |
|
|
(677 |
) |
|
|
166 |
|
Impairment of intangible assets |
|
|
(5,469 |
) |
|
|
— |
|
|
|
(5,469 |
) |
|
|
— |
|
Impairment of plant, equipment and right-of-use assets |
|
|
(250 |
) |
|
|
— |
|
|
|
(250 |
) |
|
|
— |
|
Finance cost |
|
|
(116 |
) |
|
|
(1,284 |
) |
|
|
(248 |
) |
|
|
(2,011 |
) |
Legal and professional fees incurred for IPO |
|
|
— |
|
|
|
1,875 |
|
|
|
— |
|
|
|
(16,570 |
) |
Share listing expense |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(104,950 |
) |
Other expenses |
|
|
(1,376 |
) |
|
|
(931 |
) |
|
|
(3,548 |
) |
|
|
(1,438 |
) |
Total expenses |
|
|
(47,372 |
) |
|
|
(41,415 |
) |
|
|
(89,589 |
) |
|
|
(201,265 |
) |
(Loss)/Profit before income tax |
|
|
(6,194 |
) |
|
|
3,790 |
|
|
|
(16,325 |
) |
|
|
(116,480 |
) |
Tax (expense)/credit |
|
|
(266 |
) |
|
|
31 |
|
|
|
(356 |
) |
|
|
(47 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net (loss)/income for the period |
|
|
(6,460 |
) |
|
|
3,821 |
|
|
|
(16,681 |
) |
|
|
(116,527 |
) |
Other comprehensive (loss)/income: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Items that may be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Currency translation differences arising from consolidation |
|
|
(3,425 |
) |
|
|
3,108 |
|
|
|
(9,068 |
) |
|
|
2,445 |
|
Items that will not be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Actuarial (loss)/gain from post-employment benefits obligation |
|
|
(4 |
) |
|
|
8 |
|
|
|
(8 |
) |
|
|
(1 |
) |
Other comprehensive (loss)/income for the period, net of tax |
|
|
(3,429 |
) |
|
|
3,116 |
|
|
|
(9,076 |
) |
|
|
2,444 |
|
Total comprehensive (loss)/income for the period |
|
|
(9,889 |
) |
|
|
6,937 |
|
|
|
(25,757 |
) |
|
|
(114,083 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
(Loss)/Earnings per share for (loss)/income attributable to equity holders of the Group |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic and diluted (loss)/earnings per share for the period |
|
|
(0.04 |
) |
|
|
0.02 |
|
|
|
(0.10 |
) |
|
|
(0.79 |
) |
**Details of the reclassifications are included in the notes of the condensed financial statements.
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
UNAUDITED CONDSOLIDATED BALANCE SHEETS
|
|
As of June 30, 2023 |
|
|
As of December 31, 2022 |
|
||
|
|
(S$ in thousands) |
|
|||||
|
|
|
|
|
|
|
||
ASSETS |
|
|
|
|
|
|
||
Current assets |
|
|
|
|
|
|
||
Cash and cash equivalents |
|
|
301,796 |
|
|
|
309,233 |
|
Trade and other receivables |
|
|
17,357 |
|
|
|
18,145 |
|
|
|
|
319,153 |
|
|
|
327,378 |
|
Non-current assets |
|
|
|
|
|
|
||
Trade and other receivables |
|
|
4,100 |
|
|
|
4,559 |
|
Intangible assets |
|
|
381,373 |
|
|
|
393,450 |
|
Plant and equipment |
|
|
1,984 |
|
|
|
2,535 |
|
Right-of-use assets |
|
|
8,978 |
|
|
|
11,475 |
|
|
|
|
396,435 |
|
|
|
412,019 |
|
Total assets |
|
|
715,588 |
|
|
|
739,397 |
|
LIABILITIES |
|
|
|
|
|
|
||
Current liabilities |
|
|
|
|
|
|
||
Trade and other payables |
|
|
27,039 |
|
|
|
29,737 |
|
Lease liabilities |
|
|
3,780 |
|
|
|
4,104 |
|
Deferred revenue |
|
|
54,255 |
|
|
|
50,753 |
|
Provisions |
|
|
282 |
|
|
|
280 |
|
Current income tax liabilities |
|
|
4,303 |
|
|
|
4,302 |
|
|
|
|
89,659 |
|
|
|
89,176 |
|
Non-current liabilities |
|
|
|
|
|
|
||
Trade and other payables |
|
|
439 |
|
|
|
296 |
|
Lease liabilities |
|
|
6,508 |
|
|
|
8,339 |
|
Deferred income tax liabilities |
|
|
1,758 |
|
|
|
1,879 |
|
Provisions |
|
|
664 |
|
|
|
672 |
|
Warrant liabilities |
|
|
4,721 |
|
|
|
4,775 |
|
|
|
|
14,090 |
|
|
|
15,961 |
|
Total liabilities |
|
|
103,749 |
|
|
|
105,137 |
|
|
|
|
|
|
|
|
||
Net assets |
|
|
611,839 |
|
|
|
634,260 |
|
|
|
|
|
|
|
|
||
SHAREHOLDERS' EQUITY |
|
|
|
|
|
|
||
Capital and reserves attributable to equity holders of the Group |
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
Share capital |
|
|
1,087,743 |
|
|
|
1,081,320 |
|
Share reserve |
|
|
14,605 |
|
|
|
17,692 |
|
Capital reserve |
|
|
785 |
|
|
|
785 |
|
Translation reserve |
|
|
(26,029 |
) |
|
|
(16,961 |
) |
Accumulated losses |
|
|
(465,265 |
) |
|
|
(448,576 |
) |
Total Shareholders' Equity |
|
|
611,839 |
|
|
|
634,260 |
|
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
For the Six Months Ended June 30 |
|
|||||
|
|
2023 |
|
|
2022 |
|
||
|
|
(S$ in thousands) |
|
|||||
|
|
|
|
|
|
|
||
Cash flows from operating activities |
|
|
|
|
|
|
||
Loss for the period |
|
|
(16,681 |
) |
|
|
(116,527 |
) |
Adjustments for: |
|
|
|
|
|
|
||
- Tax expense |
|
|
356 |
|
|
|
47 |
|
- Employee share grant and option expense |
|
|
2,716 |
|
|
|
1,804 |
|
- Non-executive director share grant and option expense |
|
|
428 |
|
|
|
1,320 |
|
- Depreciation and amortization |
|
|
11,644 |
|
|
|
10,834 |
|
- (Gain)/Loss on disposal of plant and equipment and intangible assets |
|
|
(2 |
) |
|
|
104 |
|
- Impairment/(Reversal of impairment) loss on financial assets |
|
|
677 |
|
|
|
(166 |
) |
- Gain on lease modification |
|
|
— |
|
|
|
(188 |
) |
- Impairment of intangible assets |
|
|
5,469 |
|
|
|
— |
|
- Impairment of plant, equipment and right-of-use assets |
|
|
250 |
|
|
|
— |
|
- Interest income |
|
|
(3,565 |
) |
|
|
(193 |
) |
- Finance cost |
|
|
248 |
|
|
|
2,011 |
|
- Unrealised currency translation (gain)/loss* |
|
|
(183 |
) |
|
|
3,763 |
|
- Fair value gain on warrant liabilities |
|
|
(110 |
) |
|
|
(23,016 |
) |
- Share listing expense |
|
|
— |
|
|
|
104,950 |
|
|
|
|
1,247 |
|
|
|
(15,257 |
) |
Change in working capital, net of effects from acquisition |
|
|
|
|
|
|
||
and disposal of subsidiaries: |
|
|
|
|
|
|
||
- Trade and other receivables |
|
|
915 |
|
|
|
(1,807 |
) |
- Trade and other payables* |
|
|
(2,577 |
) |
|
|
7,299 |
|
- Deferred revenue |
|
|
3,502 |
|
|
|
2,547 |
|
Cash provided by/(used in) operations* |
|
|
3,087 |
|
|
|
(7,218 |
) |
Interest received |
|
|
3,221 |
|
|
|
186 |
|
Income tax paid |
|
|
(290 |
) |
|
|
(582 |
) |
Net cash provided by/(used in) operating activities* |
|
|
6,018 |
|
|
|
(7,614 |
) |
|
|
|
|
|
|
|
||
Cash flows from investing activities |
|
|
|
|
|
|
||
Additions to plant and equipment |
|
|
(298 |
) |
|
|
(438 |
) |
Additions of intangible assets |
|
|
(13,143 |
) |
|
|
(9,581 |
) |
Proceeds from disposal of plant and equipment |
|
|
2 |
|
|
|
27 |
|
Net cash used in investing activities |
|
|
(13,439 |
) |
|
|
(9,992 |
) |
|
|
|
|
|
|
|
||
Cash flows from financing activities |
|
|
|
|
|
|
||
Interest paid |
|
|
(228 |
) |
|
|
(536 |
) |
Principal payment of lease liabilities |
|
|
(2,241 |
) |
|
|
(2,206 |
) |
Proceeds from Reorganisation |
|
|
— |
|
|
|
142,145 |
|
Proceeds from the shares issued to PIPE investors |
|
|
— |
|
|
|
178,653 |
|
Transaction cost in relation to issuance of PIPE shares |
|
|
— |
|
|
|
(7,664 |
) |
Proceeds from issuance of ordinary shares |
|
|
192 |
|
|
|
728 |
|
Net cash (used in)/provided by financing activities |
|
|
(2,277 |
) |
|
|
311,120 |
|
|
|
|
|
|
|
|
||
Net (decrease)/increase in cash and cash equivalents |
|
|
(9,698 |
) |
|
|
293,514 |
|
|
|
|
|
|
|
|
||
Cash and cash equivalents |
|
|
|
|
|
|
||
Beginning of the six months ended 30 June |
|
|
309,233 |
|
|
|
70,236 |
|
Effects of currency translation on cash and cash equivalents* |
|
|
2,261 |
|
|
|
5,012 |
|
End of the six months ended 30 June |
|
|
301,796 |
|
|
|
368,762 |
|
* Details of the revisions that have been made to the following figures are included in the notes of the condensed financial statements.
Financial Highlights – Second Quarter 2023
Information regarding our operating segments is presented below. It is noted that in 2023 the Company is no longer removing the ongoing cost of being a listed entity when calculating Adjusted EBITDA. As such the 2022 comparatives have been restated.
|
|
For the Three Months Ended June 30, |
|
|||||||||
|
|
2023 |
|
|
2022 |
|
|
YoY Growth |
|
|||
|
|
(S$ in thousands except percentages) |
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|||
Revenue |
|
|
36,880 |
|
|
|
33,031 |
|
|
|
11.7 |
% |
Marketplaces |
|
|
35,368 |
|
|
|
32,001 |
|
|
|
10.5 |
% |
Singapore |
|
|
21,534 |
|
|
|
17,293 |
|
|
|
24.5 |
% |
Vietnam |
|
|
5,074 |
|
|
|
6,943 |
|
|
|
-26.9 |
% |
Malaysia |
|
|
6,602 |
|
|
|
5,899 |
|
|
|
11.9 |
% |
Other Asia |
|
|
2,158 |
|
|
|
1,866 |
|
|
|
15.6 |
% |
Fintech and data services |
|
|
1,512 |
|
|
|
1,030 |
|
|
|
46.8 |
% |
Adjusted EBITDA |
|
|
4,611 |
|
|
|
256 |
|
|
|
|
|
Marketplaces |
|
|
20,775 |
|
|
|
12,964 |
|
|
|
|
|
Singapore |
|
|
16,560 |
|
|
|
11,233 |
|
|
|
|
|
Vietnam |
|
|
848 |
|
|
|
1,669 |
|
|
|
|
|
Malaysia |
|
|
3,966 |
|
|
|
1,241 |
|
|
|
|
|
Other Asia |
|
|
(599 |
) |
|
|
(1,179 |
) |
|
|
|
|
Fintech and data services |
|
|
(2,657 |
) |
|
|
(1,885 |
) |
|
|
|
|
Corporate* |
|
|
(13,507 |
) |
|
|
(10,823 |
) |
|
|
|
|
Adjusted EBITDA Margin (%) |
|
|
12.5 |
% |
|
|
0.8 |
% |
|
|
|
|
Marketplaces |
|
|
58.7 |
% |
|
|
40.5 |
% |
|
|
|
|
Singapore |
|
|
76.9 |
% |
|
|
65.0 |
% |
|
|
|
|
Vietnam |
|
|
16.7 |
% |
|
|
24.0 |
% |
|
|
|
|
Malaysia |
|
|
60.1 |
% |
|
|
21.0 |
% |
|
|
|
|
Other Asia |
|
|
-27.8 |
% |
|
|
-63.2 |
% |
|
|
|
|
Fintech and data services |
|
|
-175.7 |
% |
|
|
-183.0 |
% |
|
|
|
|
|
|
For the Six Months Ended June 30, |
|
|||||||||
|
|
2023 |
|
|
2022 |
|
|
YoY Growth |
|
|||
|
|
(S$ in thousands except percentages) |
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|||
Revenue |
|
|
69,508 |
|
|
|
61,263 |
|
|
|
13.5 |
% |
Marketplaces |
|
|
66,568 |
|
|
|
59,214 |
|
|
|
12.4 |
% |
Singapore |
|
|
40,381 |
|
|
|
32,297 |
|
|
|
25.0 |
% |
Vietnam |
|
|
8,402 |
|
|
|
11,999 |
|
|
|
-30.0 |
% |
Malaysia |
|
|
13,420 |
|
|
|
11,333 |
|
|
|
18.4 |
% |
Other Asia |
|
|
4,365 |
|
|
|
3,585 |
|
|
|
21.8 |
% |
Fintech and data services |
|
|
2,940 |
|
|
|
2,049 |
|
|
|
43.5 |
% |
Adjusted EBITDA |
|
|
4,831 |
|
|
|
810 |
|
|
|
|
|
Marketplaces |
|
|
37,070 |
|
|
|
26,616 |
|
|
|
|
|
Singapore |
|
|
30,567 |
|
|
|
22,631 |
|
|
|
|
|
Vietnam |
|
|
(73 |
) |
|
|
2,806 |
|
|
|
|
|
Malaysia |
|
|
7,468 |
|
|
|
3,610 |
|
|
|
|
|
Other Asia |
|
|
(892 |
) |
|
|
(2,431 |
) |
|
|
|
|
Fintech and data services |
|
|
(4,862 |
) |
|
|
(3,531 |
) |
|
|
|
|
Corporate* |
|
|
(27,377 |
) |
|
|
(22,275 |
) |
|
|
|
|
Adjusted EBITDA Margin (%) |
|
|
7.0 |
% |
|
|
1.3 |
% |
|
|
|
|
Marketplaces |
|
|
55.7 |
% |
|
|
44.9 |
% |
|
|
|
|
Singapore |
|
|
75.7 |
% |
|
|
70.1 |
% |
|
|
|
|
Vietnam |
|
|
-0.9 |
% |
|
|
23.4 |
% |
|
|
|
|
Malaysia |
|
|
55.6 |
% |
|
|
31.9 |
% |
|
|
|
|
Other Asia |
|
|
-20.4 |
% |
|
|
-67.8 |
% |
|
|
|
|
Fintech and data services |
|
|
-165.4 |
% |
|
|
-172.3 |
% |
|
|
|
|
*Corporate consists of headquarters costs, which are not allocated to the segments. Headquarters costs are costs of PropertyGuru’s personnel that are based predominantly in its Singapore headquarters and certain key personnel in Malaysia and Thailand, and that service PropertyGuru’s group as a whole, consisting of its executive officers and its group marketing, technology, product, human resources, finance and operations teams, as well as platform IT costs (hosting, licensing, domain fees), workplace facilities costs, corporate public relations retainer costs and professional fees such as audit, legal and consultant fees. A portion of the cost of being a listed entity is also included.
As of June 30, 2023, PropertyGuru continued its Engagement Market Share1 leadership in Singapore, Vietnam, Malaysia, and Thailand.
Singapore: 82% – 5.9x the closest peer |
|
Malaysia: 93% – 13.6x the closest peer |
Vietnam: 82% – 4.5x the closest peer |
|
Thailand: 54% – 2.3x the closest peer |
1 Based on SimilarWeb data between January 2023 and June 2023.
Key Performance Metrics and Non-IFRS Financial Measures
Our priority markets comprise Singapore, Vietnam, Malaysia and Thailand. Our core markets comprise Singapore, Vietnam, Malaysia, Thailand and Indonesia.
Engagement Market Share is the average monthly engagement for websites owned by PropertyGuru as compared to average monthly engagement for a basket of peers calculated over the relevant period. Engagement is calculated as the number of visits to a website during a period multiplied by the total amount of time spent on that website for the same period, in each case based on data from SimilarWeb. Engagement Market Share is based on the prevailing SimilarWeb algorithm on the date the Company first filed or furnished such information to the U.S. Securities and Exchange Commission (“SEC”).
Number of agents in all core markets except Vietnam is calculated for a period as the sum of the number of agents with a valid 12-month subscription package at the end of each month in a period divided by the number of months in such period. In Vietnam, number of agents is calculated as the average monthly number of agents who credit money into their account within the relevant period. When counting in aggregate across the PropertyGuru group, in markets where PropertyGuru operates more than one property portal, an agent with subscriptions to more than one portal is only counted once.
Number of real estate listings is calculated as the average number of listings created monthly during the period for Vietnam and the average number of monthly listings available in the period for other markets.
Average revenue per agent (“ARPA”) is calculated as agent revenue for a period divided by the average number of agents in that period, which is calculated as the sum of the number of total agents at the end of each month in a period divided by the number of months in such period.
Number of listings in Vietnam is calculated as the sum of all listings created in each month over the relevant period (other than listings from promotional accounts). Number of listings is used to calculate average revenue per listing, which is described below.
Average revenue per listing (“ARPL”) is calculated as revenue for a period divided by the number of listings in such period.
Renewal rate is calculated as the number of agents that successfully renew their annual package during a period divided by the number of agents whose packages are up for renewal (at the end of their twelve-month subscription) during that period.
This report also includes references to non-IFRS financial measures, namely Adjusted EBITDA and Adjusted EBITDA Margin. PropertyGuru uses these measures, collectively, to evaluate ongoing operations and for internal planning and forecasting purposes. PropertyGuru believes that non-IFRS information, when taken collectively, may be helpful to investors because it provides consistency and comparability with past financial performance and may assist in comparisons with other companies to the extent that such other companies use similar non-IFRS measures to supplement their IFRS or GAAP results. These non-IFRS measures are presented for supplemental informational purposes only and should not be considered a substitute for financial information presented in accordance with IFRS, and may be different from similarly titled non-IFRS measures used by other companies. Accordingly, non-IFRS measures have limitations as analytical tools, and should not be considered in isolation or as substitutes for analysis of other IFRS financial measures, such as net loss and loss before income tax.
Adjusted EBITDA is a non-IFRS financial measure defined as net profit/loss for year/period adjusted for changes in fair value of preferred shares, warrant liability and embedded derivatives, finance costs, depreciation and amortization, tax expenses or credits, impairments when the impairment is the result of an isolated, non-recurring event, share grant and option expenses, loss on disposal of plant and equipment and intangible assets, currency translation profit or loss, fair value profit or loss on lease modifications and contingent consideration, business acquisition transaction and integration cost (including contingent consideration), the cost of listing or IPO activities.
Adjusted EBITDA Margin is defined as Adjusted EBITDA as a percentage of revenue.
A reconciliation of net (loss)/income to Adjusted EBITDA is provided as follows. It is noted that in 2023 the Company is no longer removing the ongoing cost of being a listed entity when calculating Adjusted EBITDA. As such, the 2022 comparative has been restated.
|
|
For the Three Months Ended June 30, |
|
|||||
|
|
2023 |
|
|
2022 |
|
||
|
|
(S$ in thousands) |
|
|||||
|
|
|
|
|
|
|
||
Net (loss)/income |
|
|
(6,460 |
) |
|
|
3,821 |
|
Adjustments: |
|
|
|
|
|
|
||
Changes in fair value of preferred shares, warrant liability and embedded derivatives |
|
|
(2,246 |
) |
|
|
(11,944 |
) |
Finance (income)/costs - net |
|
|
(1,897 |
) |
|
|
1,192 |
|
Depreciation and amortization expense |
|
|
5,782 |
|
|
|
5,920 |
|
Impairment |
|
|
5,719 |
|
|
|
— |
|
Share grant and option expenses |
|
|
802 |
|
|
|
1,507 |
|
Other (gains)/losses - net |
|
|
(18 |
) |
|
|
62 |
|
Business acquisition transaction and integration cost* |
|
|
597 |
|
|
|
1,603 |
|
Legal and professional fees incurred for IPO |
|
|
— |
|
|
|
(1,874 |
) |
Restructuring cost** |
|
|
2,066 |
|
|
|
— |
|
Tax expense/(credit) |
|
|
266 |
|
|
|
(31 |
) |
Adjusted EBITDA |
|
|
4,611 |
|
|
|
256 |
|
|
|
For the Six Months Ended June 30, |
|
|||||
|
|
2023 |
|
|
2022 |
|
||
|
|
(S$ in thousands) |
|
|||||
|
|
|
|
|
|
|
||
Net loss |
|
|
(16,681 |
) |
|
|
(116,527 |
) |
Adjustments: |
|
|
|
|
|
|
||
Changes in fair value of preferred shares, warrant liability and embedded derivatives |
|
|
(110 |
) |
|
|
(23,016 |
) |
Finance (income)/costs - net |
|
|
(3,317 |
) |
|
|
1,818 |
|
Depreciation and amortization expense |
|
|
11,644 |
|
|
|
10,834 |
|
Impairment |
|
|
5,719 |
|
|
|
— |
|
Share grant and option expenses |
|
|
3,060 |
|
|
|
3,035 |
|
Other losses - net |
|
|
54 |
|
|
|
263 |
|
Business acquisition transaction and integration cost* |
|
|
2,040 |
|
|
|
2,836 |
|
Legal and professional fees incurred for IPO |
|
|
— |
|
|
|
16,570 |
|
Share listing expense |
|
|
— |
|
|
|
104,950 |
|
Restructuring cost** |
|
|
2,066 |
|
|
|
— |
|
Tax expense |
|
|
356 |
|
|
|
47 |
|
Adjusted EBITDA |
|
|
4,831 |
|
|
|
810 |
|
*Certain amounts in the prior year have been adjusted to conform to the current year presentation.
**The restructuring cost is in regard to the phase out of Indonesia marketplace.
Industry and Market Data
This report contains information, estimates and other statistical data derived from third party sources and/or industry or general publications, including estimated insights from SimilarWeb and Google Analytics. Such information involves a number of assumptions and limitations, and you are cautioned not to place undue weight on such estimates. PropertyGuru has not independently verified such third-party information, and makes no representation as to the accuracy of such third-party information.
PROPERTYGURU GROUP LIMITED
(Incorporated in Cayman Islands)
AND ITS SUBSIDIARIES
UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
For the three and six months ended 30 June 2023
PROPERTYGURU GROUP LIMITED
(Incorporated in Cayman Islands)
AND ITS SUBSIDIARIES
INDEX TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and six months ended 30 June 2023
Contents
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS)/INCOME
For the three and six months ended 30 June 2023
|
|
|
|
For the Three Months |
|
For the Six Months |
||||
|
|
Note |
|
2023 |
|
2022* |
|
2023 |
|
2022* |
|
|
|
|
S$’000 |
|
S$’000 |
|
S$’000 |
|
S$’000 |
Revenue |
|
5 |
|
36,880 |
|
33,031 |
|
69,508 |
|
61,263 |
Other income |
|
|
|
2,034 |
|
292 |
|
3,700 |
|
769 |
Other gains - net |
|
7 |
|
2,264 |
|
11,882 |
|
56 |
|
22,753 |
|
|
|
|
|
|
|
|
|
|
|
Expenses |
|
|
|
|
|
|
|
|
|
|
Sales commission |
|
|
|
(2,061) |
|
(3,135) |
|
(4,302) |
|
(6,186) |
Referral fees |
|
|
|
(678) |
|
(547) |
|
(1,150) |
|
(971) |
Merchant fees |
|
|
|
(840) |
|
(704) |
|
(1,499) |
|
(1,159) |
Awards and events costs |
|
|
|
(378) |
|
(347) |
|
(968) |
|
(651) |
Advertising and platform fees |
|
|
|
(416) |
|
(620) |
|
(948) |
|
(1,241) |
Salary and staff costs |
|
|
|
(20,377) |
|
(18,092) |
|
(40,121) |
|
(36,126) |
Marketing expenses |
|
|
|
(2,968) |
|
(4,575) |
|
(6,218) |
|
(7,790) |
Technology expenses |
|
|
|
(3,083) |
|
(2,877) |
|
(6,349) |
|
(5,301) |
Legal and professional |
|
|
|
(2,060) |
|
(2,313) |
|
(3,138) |
|
(3,168) |
Share grant and option expenses |
|
|
|
(802) |
|
(1,507) |
|
(3,060) |
|
(3,035) |
Depreciation and amortization |
|
|
|
(5,782) |
|
(5,920) |
|
(11,644) |
|
(10,834) |
(Impairment)/Reversal of impairment loss on financial assets |
|
|
|
(716) |
|
(438) |
|
(677) |
|
166 |
Impairment of intangible assets** |
|
|
|
(5,469) |
|
— |
|
(5,469) |
|
— |
Impairment of plant, equipment and right-of-use assets |
|
|
|
(250) |
|
— |
|
(250) |
|
— |
Finance cost |
|
|
|
(116) |
|
(1,284) |
|
(248) |
|
(2,011) |
Legal and professional fees incurred for IPO |
|
|
|
— |
|
1,875 |
|
— |
|
(16,570) |
Share listing expense |
|
|
|
— |
|
— |
|
— |
|
(104,950) |
Other expenses |
|
|
|
(1,376) |
|
(931) |
|
(3,548) |
|
(1,438) |
Total expenses |
|
|
|
(47,372) |
|
(41,415) |
|
(89,589) |
|
(201,265) |
(Loss)/Profit before income tax |
|
|
|
(6,194) |
|
3,790 |
|
(16,325) |
|
(116,480) |
Tax (expense)/credit |
|
8 |
|
(266) |
|
31 |
|
(356) |
|
(47) |
Net (loss)/income for the period |
|
|
|
(6,460) |
|
3,821 |
|
(16,681) |
|
(116,527) |
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive (loss)/income: |
|
|
|
|
|
|
|
|
|
|
Items that may be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
Currency translation differences arising from consolidation |
|
|
|
(3,425) |
|
3,108 |
|
(9,068) |
|
2,445 |
Items that will not be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
Actuarial (loss)/gain from post-employment benefits obligation |
|
|
|
(4) |
|
8 |
|
(8) |
|
(1) |
Other comprehensive (loss)/income for the period, net of tax |
|
|
|
(3,429) |
|
3,116 |
|
(9,076) |
|
2,444 |
Total comprehensive (loss)/income for the period |
|
|
|
(9,889) |
|
6,937 |
|
(25,757) |
|
(114,083) |
|
|
|
|
For the Three Months |
|
For the Six Months |
||||
|
|
Note |
|
2023 |
|
2022 |
|
2023 |
|
2022 |
|
|
|
|
S$ per share |
|
S$ per share |
|
S$ per share |
|
S$ per share |
(Loss)/Earnings per share for (loss)/income attributable to equity holders of the Group |
|
|
|
|
|
|
|
|
|
|
Basic and diluted (loss)/earnings per share for the period |
|
6 |
|
(0.04) |
|
0.02 |
|
(0.10) |
|
(0.79) |
* Refer to note 12 for certain reclassifications made.
** The impairment of intangible assets consists of impairment in goodwill of S$4,185,000, and impairment in other intangible assets of S$1,284,000.
The accompanying notes form an integral part of these unaudited interim condensed consolidated financial statements.
1
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
UNAUDITED CONSOLIDATED BALANCE SHEETS
As of 30 June 2023 and 31 December 2022
|
|
Note |
|
30 June |
|
31 December |
|
|
|
|
S$’000 |
|
S$’000 |
ASSETS |
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
Cash and cash equivalents |
|
|
|
301,796 |
|
309,233 |
Trade and other receivables |
|
|
|
17,357 |
|
18,145 |
|
|
|
|
319,153 |
|
327,378 |
|
|
|
|
|
|
|
Non-current assets |
|
|
|
|
|
|
Trade and other receivables |
|
|
|
4,100 |
|
4,559 |
Intangible assets |
|
|
|
381,373 |
|
393,450 |
Plant and equipment |
|
|
|
1,984 |
|
2,535 |
Right-of-use assets |
|
|
|
8,978 |
|
11,475 |
|
|
|
|
396,435 |
|
412,019 |
|
|
|
|
|
|
|
Total assets |
|
|
|
715,588 |
|
739,397 |
|
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
Trade and other payables |
|
|
|
27,039 |
|
29,737 |
Lease liabilities |
|
|
|
3,780 |
|
4,104 |
Deferred revenue |
|
|
|
54,255 |
|
50,753 |
Provisions |
|
|
|
282 |
|
280 |
Current income tax liabilities |
|
8 |
|
4,303 |
|
4,302 |
|
|
|
|
89,659 |
|
89,176 |
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
Trade and other payables |
|
|
|
439 |
|
296 |
Lease liabilities |
|
|
|
6,508 |
|
8,339 |
Deferred income tax liabilities |
|
8 |
|
1,758 |
|
1,879 |
Provisions |
|
|
|
664 |
|
672 |
Warrant liabilities |
|
|
|
4,721 |
|
4,775 |
|
|
|
|
14,090 |
|
15,961 |
|
|
|
|
|
|
|
Total liabilities |
|
|
|
103,749 |
|
105,137 |
|
|
|
|
|
|
|
Net assets |
|
|
|
611,839 |
|
634,260 |
|
|
|
|
|
|
|
SHAREHOLDERS’ EQUITY |
|
|
|
|
|
|
Capital and reserves attributable to equity holders of the Group |
|
|
|
|
|
|
Share capital |
|
|
|
1,087,743 |
|
1,081,320 |
Share reserve |
|
11 |
|
14,605 |
|
17,692 |
Capital reserve |
|
11 |
|
785 |
|
785 |
Translation reserve |
|
|
|
(26,029) |
|
(16,961) |
Accumulated losses |
|
|
|
(465,265) |
|
(448,576) |
Total shareholders’ equity |
|
|
|
611,839 |
|
634,260 |
The accompanying notes form an integral part of these unaudited interim condensed consolidated financial statements.
2
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY/(DEFICIENCY)
For the six months ended 30 June 2023
|
|
Note |
|
Share |
|
|
Share |
|
|
Capital |
|
|
Translation |
|
|
Accumulated |
|
|
Total |
|
||||||
|
|
|
|
S$’000 |
|
|
S$’000 |
|
|
S$’000 |
|
|
S$’000 |
|
|
S$’000 |
|
|
S$’000 |
|
||||||
Balance at 1 January 2023 |
|
|
|
|
1,081,320 |
|
|
|
17,692 |
|
|
|
785 |
|
|
|
(16,961 |
) |
|
|
(448,576 |
) |
|
|
634,260 |
|
Loss for the period |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(16,681 |
) |
|
|
(16,681 |
) |
Other comprehensive loss for the period |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(9,068 |
) |
|
|
(8 |
) |
|
|
(9,076 |
) |
Total comprehensive loss for the period |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(9,068 |
) |
|
|
(16,689 |
) |
|
|
(25,757 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Employee share grant and option scheme |
|
11 |
|
|
— |
|
|
|
2,716 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
2,716 |
|
Non-executive directors share grant and option scheme |
|
|
|
|
— |
|
|
|
428 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
428 |
|
Issuance of shares |
|
11 |
|
|
6,423 |
|
|
|
(6,231 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
192 |
|
Total transactions with owners, recognised directly in equity |
|
|
|
|
6,423 |
|
|
|
(3,087 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
3,336 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Balance at 30 June 2023 |
|
|
|
|
1,087,743 |
|
|
|
14,605 |
|
|
|
785 |
|
|
|
(26,029 |
) |
|
|
(465,265 |
) |
|
|
611,839 |
|
The accompanying notes form an integral part of these unaudited interim condensed consolidated financial statements.
3
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY/(DEFICIENCY)
For the six months ended 30 June 2023
|
|
Note |
|
Share |
|
|
Share |
|
|
Capital |
|
|
Warrants |
|
|
Translation |
|
|
Accumulated |
|
|
Total |
|
|||||||
|
|
|
|
S$’000 |
|
|
S$’000 |
|
|
S$’000 |
|
|
S$’000 |
|
|
S$’000 |
|
|
S$’000 |
|
|
S$’000 |
|
|||||||
Balance at 1 January 2022 |
|
|
|
|
684,347 |
|
|
|
18,658 |
|
|
|
785 |
|
|
|
5,742 |
|
|
|
2,742 |
|
|
|
(325,083 |
) |
|
|
387,191 |
|
Loss for the period |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(116,527 |
) |
|
|
(116,527 |
) |
Other comprehensive income/(loss) for the period |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
2,445 |
|
|
|
(1 |
) |
|
|
2,444 |
|
Total comprehensive income/(loss) for the period |
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
2,445 |
|
|
|
(116,528 |
) |
|
|
(114,083 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Employee share grant and option scheme |
|
11 |
|
|
— |
|
|
|
1,804 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
1,804 |
|
Non-executive directors share grant and option scheme |
|
|
|
|
— |
|
|
|
1,320 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
1,320 |
|
Shares issued to PIPE investors |
|
|
|
|
178,653 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
178,653 |
|
Transaction cost in relation to issuance of PIPE shares |
|
|
|
|
(7,664 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(7,664 |
) |
Reorganisation |
|
|
|
|
217,581 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
217,581 |
|
Issuance of shares |
|
11 |
|
|
5,611 |
|
|
|
(4,883 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
728 |
|
Total transactions with owners, recognised directly in equity |
|
|
|
|
394,181 |
|
|
|
(1,759 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
392,422 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Balance at 30 June 2022 |
|
|
|
|
1,078,528 |
|
|
|
16,899 |
|
|
|
785 |
|
|
|
5,742 |
|
|
|
5,187 |
|
|
|
(441,611 |
) |
|
|
665,530 |
|
The accompanying notes form an integral part of these unaudited interim condensed consolidated financial statements.
4
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the six months ended 30 June 2023
|
|
|
|
For the Six Months ended 30 June |
||
|
|
Note |
|
2023 |
|
2022 |
|
|
|
|
S$’000 |
|
S$’000 |
Cash flows from operating activities |
|
|
|
|
|
|
Loss for the period |
|
|
|
(16,681) |
|
(116,527) |
Adjustments for: |
|
|
|
|
|
|
- Tax expense |
|
8 |
|
356 |
|
47 |
- Employee share grant and option expense |
|
|
|
2,716 |
|
1,804 |
- Non-executive director share grant and option expense |
|
|
|
428 |
|
1,320 |
- Depreciation and amortization |
|
|
|
11,644 |
|
10,834 |
- (Gain)/Loss on disposal of plant and equipment and intangible assets |
|
7 |
|
(2) |
|
104 |
- Impairment/(Reversal of impairment) loss on financial assets |
|
|
|
677 |
|
(166) |
- Gain on lease modification |
|
|
|
— |
|
(188) |
- Impairment of intangible assets |
|
|
|
5,469 |
|
— |
- Impairment of plant, equipment and right-of-use assets |
|
|
|
250 |
|
— |
- Interest income |
|
|
|
(3,565) |
|
(193) |
- Finance cost |
|
|
|
248 |
|
2,011 |
- Unrealised currency translation (gain)/loss* |
|
|
|
(183) |
|
3,763 |
- Fair value gain on warrant liabilities |
|
7 |
|
(110) |
|
(23,016) |
- Share listing expense |
|
|
|
— |
|
104,950 |
|
|
|
|
1,247 |
|
(15,257) |
Changes in working capital, net of effects from acquisition and disposal of subsidiaries |
|
|
|
|
|
|
- Trade and other receivables |
|
|
|
915 |
|
(1,807) |
- Trade and other payables* |
|
|
|
(2,577) |
|
7,299 |
- Deferred revenue |
|
|
|
3,502 |
|
2,547 |
Cash provided by/(used in) operations* |
|
|
|
3,087 |
|
(7,218) |
Interest received |
|
|
|
3,221 |
|
186 |
Income tax paid |
|
|
|
(290) |
|
(582) |
Net cash provided by/ (used in) operating activities* |
|
|
|
6,018 |
|
(7,614) |
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
|
Additions to plant and equipment |
|
|
|
(298) |
|
(438) |
Additions of intangible assets |
|
|
|
(13,143) |
|
(9,581) |
Proceeds from disposal of plant and equipment |
|
|
|
2 |
|
27 |
Net cash used in investing activities |
|
|
|
(13,439) |
|
(9,992) |
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
|
Interest paid |
|
|
|
(228) |
|
(536) |
Principal payment of lease liabilities |
|
|
|
(2,241) |
|
(2,206) |
Proceeds from Reorganisation |
|
|
|
— |
|
142,145 |
Proceeds from the shares issued to PIPE investors |
|
|
|
— |
|
178,653 |
Transaction cost in relation to issuance of PIPE shares |
|
|
|
— |
|
(7,664) |
Proceeds from issuance of ordinary shares |
|
|
|
192 |
|
728 |
Net cash (used in)/ provided by financing activities |
|
|
|
(2,277) |
|
311,120 |
|
|
|
|
|
|
|
Net (decrease)/increase in cash and cash equivalents |
|
|
|
(9,698) |
|
293,514 |
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
|
|
|
|
Beginning of the six months ended 30 June |
|
|
|
309,233 |
|
70,236 |
Effects of currency translation on cash and cash equivalents* |
|
|
|
2,261 |
|
5,012 |
End of the six months ended 30 June |
|
|
|
301,796 |
|
368,762 |
*Revisions have been made to the following figures. Refer to note 13 for details of the revisions.
The accompanying notes form an integral part of these unaudited interim condensed consolidated financial statements.
5
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and six months ended 30 June 2023
These notes form an integral part of and should be read in conjunction with the accompanying unaudited interim condensed consolidated financial statements.
PropertyGuru Group Limited (the “Company”) is incorporated in Cayman Islands. The address of its registered office is Walkers Corporate Limited, 190 Elgin Avenue, George Town, Grand Cayman KY1-9008, Cayman Islands.
PropertyGuru Group Limited and its subsidiaries (the “Group”) is in the business of advertising, real estate marketing, business management and consultancy services.
In June 2023, the Group reviewed the performance of its Marketplaces as well as its products and services within the Data & Software Solutions business unit. Based on the review, the Group decided to make plans to cease operations in the Indonesia marketplace and the plans to decommission FastKey by the end of the year.
As of 30 June 2023, the Board approved both plans. Consequently, the following impairments and costs are recognized in the unaudited condensed consolidated statements of comprehensive income as of 30 June 2023:
|
|
30 June 2023 |
|
|
|
|
S$'000 |
|
|
Impairment of intangible assets |
|
|
5,469 |
|
Impairment of plant, equipment and right-of-use assets |
|
|
250 |
|
|
|
|
5,719 |
|
|
|
|
|
|
Restructuring cost: |
|
|
|
|
Salary and staff costs |
|
|
1,559 |
|
Legal and professional |
|
|
507 |
|
|
|
|
2,066 |
|
The restructuring cost in relation to salary and staff costs amounting to S$1,559,000 are mainly estimated payable amount of severance, long service and compensation to employees based on local regulation and estimated payable amount of performance and retention bonus. Other restructuring cost amounting to S$507,000 mainly comprise of estimated fees for outplacement support for employees, and legal and tax advisory services.
6
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and six months ended 30 June 2023
The unaudited interim condensed consolidated financial statements of the Group for the three and six months ended 30 June 2023 has been prepared in accordance with International Accounting Standard IAS 34 Interim Financial Reporting. They do not include all of the information required for a complete set of financial statements prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”).
The accounting policies applied in these unaudited interim condensed consolidated financial statements are consistent with those applied in the audited consolidated financial statements for the year ended 31 December 2022 issued for the Group except for Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current. The new and amended standards and interpretations applied for the first time as of 1 January 2023 as disclosed in the notes to the annual audited consolidated financial statements for the year ended 31 December 2022 issued for PropertyGuru Group Limited and its subsidiaries had no material impact on the unaudited interim condensed consolidated financial statements of the Group for the three and six months ended 30 June 2023.
In preparing these unaudited interim condensed consolidated financial statements, the critical accounting estimates, assumptions, and judgements made by management in applying the Group’s accounting policies and the key sources of estimation uncertainty were the same as those applied and discussed in the audited consolidated financial statements for the financial year ended 31 December 2022. As of 30 June 2023, the Board approved the plans to cease operations in the Indonesia marketplace and the plans to decommission FastKey by the end of the year. Consequently, the impairment and restructuring cost are provided as disclosed in Note 2.
The Group’s operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (“CODM”), which is the Leadership Team, comprising of the Chief Executive Officer, Chief Financial Officer, Managing Director Marketplaces, Chief Marketing Officer, Managing Director Data & Software Solutions, Managing Director Fintech/ Chief Technology Officer and Chief People Officer.
The Group has five reportable segments, namely four Marketplaces and Fintech and Data services. The Marketplaces segments consist of core listing marketplace for agents and developer marketing solutions business in four primary geographic areas, namely Singapore, Vietnam, Malaysia and Other Asia (comprising Thailand and Indonesia). Each of these geographic Marketplaces segments has different political and economic conditions as well as market factors and strategic initiatives which influence performance. Furthermore, each geographic Marketplace segment represents a business in different stages of development (with Singapore being the most mature and Other Asia still considered by management to be a developing market). On 30 June 2023, the Board has approved the plans to cease operations in the Indonesia marketplace by the end of this year.
The Fintech and Data services segment consists of the digital mortgage marketplace business, PropertyGuru Finance, launched in March 2020 where commission is earned from Financial Institutions on each mortgage brokered, and the data business involving provision of data services to developers, agents, banks and property valuers.
Assets and liabilities are not reviewed when making decisions about allocation of resources to the segments by the Chief Operating Decision Maker ("CODM").
7
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and six months ended 30 June 2023
The table below shows the segment information provided to the CODM for the reportable segments for the three and six months ended 30 June 2023 and 2022.
|
|
Marketplaces |
|
|
|
|
|
|
|
|||||||||||||||
|
|
Singapore |
|
|
Vietnam |
|
|
Malaysia |
|
|
Other |
|
|
Fintech |
|
|
Total |
|
||||||
|
|
S$’000 |
|
|
S$’000 |
|
|
S$’000 |
|
|
S$’000 |
|
|
S$’000 |
|
|
S$’000 |
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Six months ended 30 June 2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Revenue from external customers |
|
|
40,381 |
|
|
|
8,402 |
|
|
|
13,420 |
|
|
|
4,365 |
|
|
|
2,940 |
|
|
|
69,508 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Adjusted EBITDA |
|
|
30,567 |
|
|
|
(73 |
) |
|
|
7,468 |
|
|
|
(892 |
) |
|
|
(4,862 |
) |
|
|
32,208 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Six months ended 30 June 2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Revenue from external customers |
|
|
32,297 |
|
|
|
11,999 |
|
|
|
11,333 |
|
|
|
3,585 |
|
|
|
2,049 |
|
|
|
61,263 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Adjusted EBITDA |
|
|
22,631 |
|
|
|
2,806 |
|
|
|
3,610 |
|
|
|
(2,431 |
) |
|
|
(3,531 |
) |
|
|
23,085 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Three months ended 30 June 2023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Revenue from external customers |
|
|
21,534 |
|
|
|
5,074 |
|
|
|
6,602 |
|
|
|
2,158 |
|
|
|
1,512 |
|
|
|
36,880 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Adjusted EBITDA |
|
|
16,560 |
|
|
|
848 |
|
|
|
3,966 |
|
|
|
(599 |
) |
|
|
(2,657 |
) |
|
|
18,118 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Three months ended 30 June 2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Revenue from external customers |
|
|
17,293 |
|
|
|
6,943 |
|
|
|
5,899 |
|
|
|
1,866 |
|
|
|
1,030 |
|
|
|
33,031 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Adjusted EBITDA |
|
|
11,233 |
|
|
|
1,669 |
|
|
|
1,241 |
|
|
|
(1,179 |
) |
|
|
(1,885 |
) |
|
|
11,079 |
|
8
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and six months ended 30 June 2023
A reconciliation of adjusted EBITDA to (loss)/profit before income tax is provided as follows:
|
|
For the Three Months |
|
|
For the Six Months |
|
||||||||||
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
|
|
S$’000 |
|
|
S$’000 |
|
|
S$’000 |
|
|
S$’000 |
|
||||
Adjusted EBITDA as above |
|
|
18,118 |
|
|
|
11,079 |
|
|
|
32,208 |
|
|
|
23,085 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Headquarters cost |
|
|
(13,507 |
) |
|
|
(10,823 |
) |
|
|
(27,377 |
) |
|
|
(22,275 |
) |
Changes in fair value of preferred share, warrant liabilities and embedded derivatives |
|
|
2,246 |
|
|
|
11,944 |
|
|
|
110 |
|
|
|
23,016 |
|
Finance income/(costs) – net |
|
|
1,897 |
|
|
|
(1,192 |
) |
|
|
3,317 |
|
|
|
(1,818 |
) |
Depreciation and amortization expense |
|
|
(5,782 |
) |
|
|
(5,920 |
) |
|
|
(11,644 |
) |
|
|
(10,834 |
) |
Impairment |
|
|
(5,719 |
) |
|
|
— |
|
|
|
(5,719 |
) |
|
|
— |
|
Share grant and option expenses |
|
|
(802 |
) |
|
|
(1,507 |
) |
|
|
(3,060 |
) |
|
|
(3,035 |
) |
Other gains/(losses) – net |
|
|
18 |
|
|
|
(62 |
) |
|
|
(54 |
) |
|
|
(263 |
) |
Business acquisition transaction and integration costs |
|
|
(597 |
) |
|
|
(1,603 |
) |
|
|
(2,040 |
) |
|
|
(2,836 |
) |
Legal and professional fees incurred for IPO |
|
|
— |
|
|
|
1,874 |
|
|
|
— |
|
|
|
(16,570 |
) |
Share listing expense |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(104,950 |
) |
Restructuring cost (Note 2) |
|
|
(2,066 |
) |
|
|
— |
|
|
|
(2,066 |
) |
|
|
— |
|
(Loss)/Profit before income tax |
|
|
(6,194 |
) |
|
|
3,790 |
|
|
|
(16,325 |
) |
|
|
(116,480 |
) |
Headquarters costs are costs of personnel that are based predominantly in its Singapore headquarters and certain key personnel in Malaysia and Thailand, and that service the group as a whole, consisting of its executive officers and its group marketing, technology, product, human resources, finance and operations teams, as well as platform IT costs (hosting, licensing, domain fees), workplace facilities costs, corporate public relations retainer costs and professional fees such as audit, legal and consultant fees.
The CODM uses adjusted EBITDA as a measure to assess the performance of the segments. This excludes the effects of significant items of income and expenditure which may have an impact on the quality of earnings such as changes in fair value of preferred shares, warrant liabilities and embedded derivatives, finance costs, depreciation and amortisation, income tax expenses, impairments when the impairment is the result of an isolated, non-recurring event, share grant and option expenses, loss on disposal of plant and equipment and intangible assets, currency translation loss, business acquisition transaction and integration costs, legal and professional expenses incurred for IPO, share listing expense and restructuring cost.
9
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and six months ended 30 June 2023
|
|
For the Three Months ended 30 June |
|
|
For the Six Months ended 30 June |
|
||||||||||
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
|
|
S$’000 |
|
|
S$’000 |
|
|
S$’000 |
|
|
S$’000 |
|
||||
Agent Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
||||
- Membership |
|
|
15,704 |
|
|
|
12,300 |
|
|
|
30,253 |
|
|
|
24,115 |
|
- Agent discretionary |
|
|
15,993 |
|
|
|
15,171 |
|
|
|
28,404 |
|
|
|
27,475 |
|
|
|
|
31,697 |
|
|
|
27,471 |
|
|
|
58,657 |
|
|
|
51,590 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Developer Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
||||
- Advertising activities |
|
|
2,524 |
|
|
|
2,875 |
|
|
|
4,987 |
|
|
|
4,975 |
|
- Events |
|
|
486 |
|
|
|
873 |
|
|
|
1,365 |
|
|
|
1,268 |
|
- Others |
|
|
661 |
|
|
|
782 |
|
|
|
1,559 |
|
|
|
1,381 |
|
|
|
|
3,671 |
|
|
|
4,530 |
|
|
|
7,911 |
|
|
|
7,624 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Fintech and data services |
|
|
1,512 |
|
|
|
1,030 |
|
|
|
2,940 |
|
|
|
2,049 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
36,880 |
|
|
|
33,031 |
|
|
|
69,508 |
|
|
|
61,263 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Revenue recognised |
|
|
|
|
|
|
|
|
|
|
|
|
||||
- At a point in time |
|
|
9,000 |
|
|
|
6,200 |
|
|
|
16,483 |
|
|
|
11,183 |
|
- Over time |
|
|
27,880 |
|
|
|
26,831 |
|
|
|
53,025 |
|
|
|
50,080 |
|
|
|
|
36,880 |
|
|
|
33,031 |
|
|
|
69,508 |
|
|
|
61,263 |
|
10
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and six months ended 30 June 2023
The Group calculates (loss)/earnings per share by dividing (loss)/earnings for the period attributable to the shareholders of the parent by the weighted average number of shares outstanding during the period.
Comparative earnings per share (basic and diluted) were restated to give effect to the share exchange for comparability purposes.
|
|
For the Three Months |
|
|
For the Six Months |
|
||||||||||
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
|
|
Number |
|
|
Number |
|
|
Number |
|
|
Number |
|
||||
Weighted average number of ordinary shares used |
|
|
162,422,077 |
|
|
|
161,287,206 |
|
|
|
162,209,368 |
|
|
|
147,338,563 |
|
Adjustments for calculation of diluted loss per share¹: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Restricted stock units |
|
|
— |
|
|
|
1,454,470 |
|
|
|
— |
|
|
|
— |
|
Stock options |
|
|
— |
|
|
|
2,307,780 |
|
|
|
— |
|
|
|
— |
|
Weighted average number of ordinary shares and |
|
|
162,422,077 |
|
|
|
165,049,456 |
|
|
|
162,209,368 |
|
|
|
147,338,563 |
|
¹ Potential ordinary shares outstanding consist of restricted stock units, stock options and warrants and are excluded if their effect is anti-dilutive.
|
|
For the Three Months |
|
|
For the Six Months |
|
||||||||||
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
(Loss)/Earnings for the period attributable |
|
|
(6,460 |
) |
|
|
3,821 |
|
|
|
(16,681 |
) |
|
|
(116,527 |
) |
Weighted average number of shares outstanding |
|
|
162,422,077 |
|
|
|
161,287,206 |
|
|
|
162,209,368 |
|
|
|
147,338,563 |
|
Basic (loss)/earnings per share |
|
|
(0.04 |
) |
|
|
0.02 |
|
|
|
(0.10 |
) |
|
|
(0.79 |
) |
|
|
For the Three Months |
|
|
For the Six Months |
|
||||||||||
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
(Loss)/Earnings for the period attributable |
|
|
(6,460 |
) |
|
|
3,821 |
|
|
|
(16,681 |
) |
|
|
(116,527 |
) |
Weighted average number of shares outstanding |
|
|
162,422,077 |
|
|
|
165,049,456 |
|
|
|
162,209,368 |
|
|
|
147,338,563 |
|
Diluted (loss)/earnings per share |
|
|
(0.04 |
) |
|
|
0.02 |
|
|
|
(0.10 |
) |
|
|
(0.79 |
) |
|
|
For the Three Months |
|
|
For the Six Months |
|
||||||||||
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
|
|
S$’000 |
|
|
S$’000 |
|
|
S$’000 |
|
|
S$’000 |
|
||||
Gain/(Loss) on disposal of plant and equipment and intangible assets |
|
|
2 |
|
|
|
(77 |
) |
|
|
2 |
|
|
|
(104 |
) |
Currency translation gain/(loss) |
|
|
16 |
|
|
|
(173 |
) |
|
|
(56 |
) |
|
|
(347 |
) |
Gain on lease modification |
|
|
— |
|
|
|
188 |
|
|
|
— |
|
|
|
188 |
|
Fair value gain on warrant liabilities |
|
|
2,246 |
|
|
|
11,944 |
|
|
|
110 |
|
|
|
23,016 |
|
|
|
|
2,264 |
|
|
|
11,882 |
|
|
|
56 |
|
|
|
22,753 |
|
11
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and six months ended 30 June 2023
The Group recognised assets and liabilities for tax based on profit for six months ended 30 June 2023 and 31 December 2022. Total net liabilities (including current and deferred taxes) amounted approximately to S$6,061,000 as at 30 June 2023 and S$6,181,000 as at 31 December 2022.
The Group’s deferred tax liabilities arose mainly from fair value adjustments arising in a business combination whereas deferred tax assets are recognised for tax losses and capital allowances carried forward to the extent that the deferred income tax assets are recognised for tax losses and capital allowances carried forward to the extent that realisation of the related tax benefits through future taxable profits is probable. The Group has unrecognised tax losses of S$91,644,000, and capital allowance of S$4,487,000 at the balance sheet date which can be carried forward and used to offset against future taxable income subject to meeting certain statutory requirements by those companies with unrecognised tax losses and capital allowances in their respective countries of incorporation. The capital allowances have no expiry date. The tax losses of S$91,435,000 will expire between 2023 and 2030.
Goodwill
|
|
30 June |
|
|
31 December |
|
||
|
|
S$’000 |
|
|
S$’000 |
|
||
Cost |
|
|
|
|
|
|
||
Beginning of financial period |
|
|
347,831 |
|
|
|
362,448 |
|
Currency revaluation adjustments |
|
|
(10,798 |
) |
|
|
(17,380 |
) |
Acquisition of subsidiaries |
|
|
— |
|
|
|
2,763 |
|
Impairment |
|
|
(4,185 |
) |
|
|
— |
|
|
|
|
332,848 |
|
|
|
347,831 |
|
Goodwill is allocated to the Group’s CGUs identified as follows:
|
|
30 June |
|
|
31 December |
|
||
|
|
S$’000 |
|
|
S$’000 |
|
||
Singapore marketplace |
|
|
486 |
|
|
|
486 |
|
Vietnam marketplace |
|
|
113,639 |
|
|
|
112,080 |
|
Malaysia marketplace 1 |
|
|
202,502 |
|
|
|
214,614 |
|
Thailand marketplace 2 |
|
|
11,540 |
|
|
|
11,671 |
|
Indonesia marketplace |
|
|
— |
|
|
|
599 |
|
ePropertyTrack (“FastKey”) |
|
|
— |
|
|
|
3,586 |
|
MyProperty Data Sdn Bhd (“Data”) |
|
|
1,918 |
|
|
|
2,032 |
|
SendTech Pte. Ltd. (“Sendhelper”) |
|
|
2,763 |
|
|
|
2,763 |
|
|
|
|
332,848 |
|
|
|
347,831 |
|
12
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and six months ended 30 June 2023
Goodwill (continued)
Impairment tests for goodwill
Goodwill is tested for impairment annually and whenever there is indication that the goodwill may be impaired. The recoverable amounts of all CGUs are determined based on value-in-use (“VIU”).
The key assumptions used for the value-in-use and fair value less cost to sell calculations for each of the CGUs were disclosed in the annual consolidated financial statements for the year ended 31 December 2022.
In the current financial period, the Management had performed a detailed assessment and review on the performance of the Indonesia marketplace and FastKey.
Based on the review, the Group found the financial performance of the Indonesia marketplace to have been suboptimal and the operating environment to be challenging. Overall, it was assessed that a clear path was not found to meaningfully grow the marketplaces business to reach PG’s aspirations in Indonesia. A shutdown was recommended over a potential sale due to several factors, including a limited buyer set, unattractive sale proceeds, low rewards-risk ratio and exposure to potential warranties and indemnities. As a result, the Group made plans for the cessation of the Indonesia marketplace. During the shutdown process the business would operate at a loss. Consequently, the carrying value of the Indonesia was deemed to be zero.
The Group also evaluated FastKey, a digital sales product for developers. It was found that the competitive environment in the market and the operating model of the product would hinder its growth ambitions. Hence, the Group assessed that FastKey was no longer a potential profit generator. A sale of the assets was considered, however the costs of a transaction and the technical migration work involved would be significantly more than any consideration received. Consequently, the decision was made to decommission the FastKey business. During the decommission period FastKey would be operating at a cashflow loss. As a result, it was agreed that the recoverable amount of the assets was zero.
Subsequently, the Group estimated the recoverable amounts of these CGUs to be zero and the carrying amount of goodwill of S$4,185,000 and non-current assets of S$1,284,000 in relation to these CGUs as at 30 June 2023 was fully impaired.
Except for FastKey and Indonesia marketplace, there is no impairment indicator identified for other CGUs.
13
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and six months ended 30 June 2023
|
|
Number of ordinary |
|
|
Issued share capital |
|
|
|
|
At 1 January 2023 |
|
|
161,960,362 |
|
Shares issued as part of the Employee Share Grant Plan |
|
|
953,469 |
|
At 30 June 2023 |
|
|
162,913,831 |
|
|
|
|
|
|
Issued share capital |
|
|
|
|
At 1 January 2022 |
|
|
— |
|
Shares issued to PIPE investors |
|
|
13,193,068 |
|
Reorganisation |
|
|
|
|
- Share exchange |
|
|
128,376,418 |
|
- Shares issued to holders of Class A and Class B ordinary shares of Bridgetown 2 |
|
|
19,641,074 |
|
Shares issued as part of the Employee Share Grant Plan |
|
|
289,885 |
|
At 30 June 2022 |
|
|
161,500,445 |
|
All issued ordinary shares are fully paid. There is no par value for these ordinary shares.
Fully paid ordinary shares carry one vote per share and carry a right to dividends as and when declared by the Company.
|
|
S$’000 |
|
|
At 1 January 2023 |
|
|
17,692 |
|
Employee share grant and option schemes: |
|
|
|
|
- Value of employee services |
|
|
2,716 |
|
- Shares issued |
|
|
(4,652 |
) |
Director share grant and options schemes: |
|
|
|
|
- Value of services |
|
|
428 |
|
- Shares issued |
|
|
(1,579 |
) |
At 30 June 2023 |
|
|
14,605 |
|
|
|
|
|
|
At 1 January 2022 |
|
|
18,658 |
|
Employee share grant and option schemes: |
|
|
|
|
- Value of employee services |
|
|
1,804 |
|
- Shares issued |
|
|
(4,703 |
) |
Director share grant and options schemes: |
|
|
|
|
- Value of services |
|
|
1,320 |
|
- Shares issued |
|
|
(180 |
) |
At 30 June 2022 |
|
|
16,899 |
|
14
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and six months ended 30 June 2023
|
|
S$’000 |
|
|
At 1 January 2023 and 30 June 2023 |
|
|
785 |
|
Effective with the quarter ended 30 June 2023, the Group has revised the presentation of the expenses to provide more disaggregated financial information as the Management is in the opinion that the revised presentation provides a clearer interpretation of the business operation costs of the Group.
Hence, certain expenses items within the consolidated statement of comprehensive (loss)/ income have been reclassified to conform to the current presentation. These reclassifications have no impact to the Group's condensed consolidated balance sheet, condensed consolidated statement of cash flows, condensed consolidated statements of changes in shareholders’ equity and reported net (loss)/income for the period of the Group.
The effects of these reclassifications on the Group's consolidated statements of comprehensive (loss)/income for the comparative three months ended 30 June 2022, and six months ended 30 June 2022 are as below:
15
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and six months ended 30 June 2023
|
For The Three Months Ended June 30, 2022 |
|
||||||||||||||||||||||||||||
|
Reclassification |
|
||||||||||||||||||||||||||||
|
As previously reported |
|
Venue costs |
|
Sales and marketing cost |
|
IT and Internet expenses |
|
Employee compensation |
|
Non-executive directors' remuneration |
|
Staff cost |
|
Office rental |
|
Other expenses |
|
As reclassified |
|
||||||||||
|
S$’000 |
|
S$’000 |
|
S$’000 |
|
S$’000 |
|
S$’000 |
|
S$’000 |
|
S$’000 |
|
S$’000 |
|
S$’000 |
|
S$’000 |
|
||||||||||
Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Venue costs |
|
(998 |
) |
|
998 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Sales and marketing cost |
|
(5,839 |
) |
|
— |
|
|
5,839 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
IT and Internet expenses |
|
(2,869 |
) |
|
— |
|
|
— |
|
|
2,869 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Employee compensation |
|
(17,303 |
) |
|
— |
|
|
— |
|
|
— |
|
|
17,303 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Non-executive directors' remuneration |
|
(785 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
785 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Staff cost |
|
(336 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
336 |
|
|
— |
|
|
— |
|
|
— |
|
Office rental |
|
(58 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
58 |
|
|
— |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Awards and events costs |
|
— |
|
|
(347 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(347 |
) |
Advertising and platform fees |
|
— |
|
|
(563 |
) |
|
(57 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(620 |
) |
Referral fees |
|
— |
|
|
— |
|
|
(547 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(547 |
) |
Merchant fees |
|
— |
|
|
— |
|
|
(704 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(704 |
) |
Salary and staff costs |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(16,412 |
) |
|
(169 |
) |
|
(336 |
) |
|
— |
|
|
(1,175 |
) |
|
(18,092 |
) |
Marketing expenses |
|
— |
|
|
(88 |
) |
|
(4,487 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(4,575 |
) |
Technology expenses |
|
— |
|
|
— |
|
|
— |
|
|
(2,869 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(8 |
) |
|
(2,877 |
) |
Share grant and option expenses |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(891 |
) |
|
(616 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(1,507 |
) |
Other expenses |
|
(2,012 |
) |
|
— |
|
|
(44 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(58 |
) |
|
1,183 |
|
|
(931 |
) |
Total expenses |
|
(30,200 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(30,200 |
) |
16
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and six months ended 30 June 2023
|
For The Six Months Ended June 30, 2022 |
|
||||||||||||||||||||||||||||
|
Reclassification |
|
||||||||||||||||||||||||||||
|
As previously reported |
|
Venue costs |
|
Sales and marketing cost |
|
IT and Internet expenses |
|
Employee compensation |
|
Non-executive directors' remuneration |
|
Staff cost |
|
Office rental |
|
Other expenses |
|
As reclassified |
|
||||||||||
|
S$’000 |
|
S$’000 |
|
S$’000 |
|
S$’000 |
|
S$’000 |
|
S$’000 |
|
S$’000 |
|
S$’000 |
|
S$’000 |
|
S$’000 |
|
||||||||||
Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Venue costs |
|
(1,947 |
) |
|
1,947 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Sales and marketing cost |
|
(9,938 |
) |
|
— |
|
|
9,938 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
IT and Internet expenses |
|
(5,283 |
) |
|
— |
|
|
— |
|
|
5,283 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Employee compensation |
|
(35,569 |
) |
|
— |
|
|
— |
|
|
— |
|
|
35,569 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Non-executive directors' remuneration |
|
(1,557 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
1,557 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
Staff cost |
|
(735 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
735 |
|
|
— |
|
|
— |
|
|
— |
|
Office rental |
|
(80 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
80 |
|
|
— |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Awards and events costs |
|
— |
|
|
(651 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(651 |
) |
Advertising and platform fees |
|
— |
|
|
(1,125 |
) |
|
(116 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(1,241 |
) |
Referral fees |
|
— |
|
|
— |
|
|
(971 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(971 |
) |
Merchant fees |
|
— |
|
|
— |
|
|
(1,159 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(1,159 |
) |
Salary and staff costs |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(33,765 |
) |
|
(326 |
) |
|
(735 |
) |
|
— |
|
|
(1,300 |
) |
|
(36,126 |
) |
Marketing expenses |
|
— |
|
|
(171 |
) |
|
(7,619 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
- |
|
|
(7,790 |
) |
|
Technology expenses |
|
— |
|
|
— |
|
|
— |
|
|
(5,283 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(18 |
) |
|
(5,301 |
) |
Share grant and option expenses |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(1,804 |
) |
|
(1,231 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(3,035 |
) |
Other expenses |
|
(2,603 |
) |
|
— |
|
|
(73 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(80 |
) |
|
1,318 |
|
|
(1,438 |
) |
Total expenses |
|
(57,712 |
) |
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(57,712 |
) |
17
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the three and six months ended 30 June 2023
13. Revisions on Consolidated Statement of Cashflows
Payments for legal and professional fees incurred for IPO of S$2,436,000 for the financial period ended 30 June 2022 was presented as cash flows from financing activities. As these payments were not incurred for the issuance of new shares during the IPO, the amounts should be presented as a change in trade and other payables under cash flows from operating activities.
In addition, the effects of currency translation on cash and cash equivalents of S$5,012,000 for financial period ended 30 June 2022 has been separately presented from operating activities. Currency translation differences that arise on the translation of foreign currency cash and cash equivalents should be reported separately from operating, financing and investing cash flows in accordance with IAS 7 – Statement of Cash Flows.
18
SIGNATURE
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, thereunto duly authorized.
|
|
|
|
|
|
|
|
|
|
|
PROPERTYGURU GROUP LIMITED
|
||
Date: August 24, 2023 |
|
|
|
By: |
|
/s/ Joe Dische |
|
|
|
|
|
|
Name: Joe Dische |
|
|
|
|
|
|
Title: Chief Financial Officer |