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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 March 2024
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 INCOME/(LOSS)
|
|
For the Three Months Ended December 31, |
|
|
For the Twelve Months Ended December 31, |
|
||||||||||
|
|
2023 |
|
|
2022** |
|
|
2023 |
|
|
2022** |
|
||||
|
|
(S$ in thousands, except share and per share data) |
|
|||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Revenue |
|
|
41,506 |
|
|
|
40,097 |
|
|
|
150,135 |
|
|
|
135,925 |
|
Other income |
|
|
2,758 |
|
|
|
1,334 |
|
|
|
8,720 |
|
|
|
2,787 |
|
Other gains - net |
|
|
637 |
|
|
|
644 |
|
|
|
1,646 |
|
|
|
21,870 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Sales commission |
|
|
(2,802 |
) |
|
|
(2,694 |
) |
|
|
(9,131 |
) |
|
|
(11,163 |
) |
Referral fees |
|
|
(529 |
) |
|
|
(665 |
) |
|
|
(2,286 |
) |
|
|
(2,201 |
) |
Merchant fees |
|
|
(685 |
) |
|
|
(508 |
) |
|
|
(3,294 |
) |
|
|
(2,444 |
) |
Awards and events costs |
|
|
(1,804 |
) |
|
|
(1,856 |
) |
|
|
(3,957 |
) |
|
|
(3,255 |
) |
Advertising and platform fees |
|
|
(1,063 |
) |
|
|
(1,154 |
) |
|
|
(2,759 |
) |
|
|
(3,004 |
) |
Salary and staff costs |
|
|
(14,954 |
) |
|
|
(17,004 |
) |
|
|
(72,971 |
) |
|
|
(71,170 |
) |
Marketing expenses |
|
|
(5,786 |
) |
|
|
(4,737 |
) |
|
|
(15,446 |
) |
|
|
(16,760 |
) |
Technology expenses |
|
|
(3,332 |
) |
|
|
(3,250 |
) |
|
|
(13,163 |
) |
|
|
(11,398 |
) |
Legal and professional |
|
|
(1,289 |
) |
|
|
(3,003 |
) |
|
|
(6,194 |
) |
|
|
(7,596 |
) |
Share grant and option expenses |
|
|
(273 |
) |
|
|
(1,091 |
) |
|
|
(5,400 |
) |
|
|
(5,524 |
) |
Depreciation and amortization |
|
|
(6,133 |
) |
|
|
(5,443 |
) |
|
|
(23,905 |
) |
|
|
(21,190 |
) |
Reversal of impairment/(Impairment) loss on financial assets |
|
|
642 |
|
|
|
(1,222 |
) |
|
|
123 |
|
|
|
(1,139 |
) |
Reversal of impairment/(Impairment) of intangible assets |
|
|
6 |
|
|
|
— |
|
|
|
(5,463 |
) |
|
|
— |
|
Impairment of plant, equipment and right-of-use assets |
|
|
— |
|
|
|
— |
|
|
|
(73 |
) |
|
|
— |
|
Finance cost |
|
|
(212 |
) |
|
|
(145 |
) |
|
|
(578 |
) |
|
|
(2,396 |
) |
Legal and professional fee incurred for IPO |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(16,570 |
) |
Share listing expense |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(104,950 |
) |
Other expenses |
|
|
(2,094 |
) |
|
|
(4,014 |
) |
|
|
(7,306 |
) |
|
|
(7,919 |
) |
Total expenses |
|
|
(40,308 |
) |
|
|
(46,786 |
) |
|
|
(171,803 |
) |
|
|
(288,679 |
) |
Profit/(Loss) before income tax |
|
|
4,593 |
|
|
|
(4,711 |
) |
|
|
(11,302 |
) |
|
|
(128,097 |
) |
Tax expense |
|
|
(3,450 |
) |
|
|
(513 |
) |
|
|
(3,967 |
) |
|
|
(1,096 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income/(loss) for the period |
|
|
1,143 |
|
|
|
(5,224 |
) |
|
|
(15,269 |
) |
|
|
(129,193 |
) |
Other comprehensive loss: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Items that may be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Currency translation differences arising from consolidation |
|
|
(14,231 |
) |
|
|
(29,615 |
) |
|
|
(20,952 |
) |
|
|
(19,703 |
) |
Items that will not be reclassified subsequently to profit or loss: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Actuarial loss from post-employment benefits obligation |
|
|
— |
|
|
|
(13 |
) |
|
|
— |
|
|
|
(15 |
) |
Other comprehensive loss for the period, net of tax |
|
|
(14,231 |
) |
|
|
(29,628 |
) |
|
|
(20,952 |
) |
|
|
(19,718 |
) |
Total comprehensive loss for the period |
|
|
(13,088 |
) |
|
|
(34,852 |
) |
|
|
(36,221 |
) |
|
|
(148,911 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Earnings/(loss) per share for income/(loss) attributable to equity holders of the Group |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic earnings/(loss) per share for the period |
|
|
0.01 |
|
|
|
(0.03 |
) |
|
|
(0.09 |
) |
|
|
(0.84 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Diluted earnings/(loss) per share for the period |
|
|
0.01 |
|
|
|
(0.03 |
) |
|
|
(0.09 |
) |
|
|
(0.84 |
) |
**Certain amounts in the prior year have been reclassified to conform to the current year presentation and re-presented to reflect the remeasurement period adjustments, as required by IFRS 3, in respect of updates to the accounting for the acquisition of Sendtech in October 2022.
1
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
UNAUDITED CONDSOLIDATED BALANCE SHEETS
|
|
As of December 31, 2023 |
|
|
As of December 31, 2022 |
|
||
|
|
(S$ in thousands) |
|
|||||
|
|
|
|
|
|
|
||
ASSETS |
|
|
|
|
|
|
||
Current assets |
|
|
|
|
|
|
||
Cash and cash equivalents |
|
|
306,398 |
|
|
|
309,233 |
|
Trade and other receivables |
|
|
15,810 |
|
|
|
18,145 |
|
|
|
|
322,208 |
|
|
|
327,378 |
|
Non-current assets |
|
|
|
|
|
|
||
Trade and other receivables |
|
|
2,677 |
|
|
|
4,559 |
|
Intangible assets* |
|
|
378,178 |
|
|
|
393,636 |
|
Plant and equipment |
|
|
1,691 |
|
|
|
2,535 |
|
Right-of-use assets |
|
|
8,414 |
|
|
|
11,475 |
|
|
|
|
390,960 |
|
|
|
412,205 |
|
Total assets* |
|
|
713,168 |
|
|
|
739,583 |
|
LIABILITIES |
|
|
|
|
|
|
||
Current liabilities |
|
|
|
|
|
|
||
Trade and other payables |
|
|
26,637 |
|
|
|
29,737 |
|
Lease liabilities |
|
|
4,222 |
|
|
|
4,104 |
|
Deferred revenue |
|
|
61,066 |
|
|
|
50,753 |
|
Provisions |
|
|
148 |
|
|
|
280 |
|
Current income tax liabilities |
|
|
4,019 |
|
|
|
4,302 |
|
|
|
|
96,092 |
|
|
|
89,176 |
|
Non-current liabilities |
|
|
|
|
|
|
||
Trade and other payables |
|
|
518 |
|
|
|
296 |
|
Lease liabilities |
|
|
5,352 |
|
|
|
8,339 |
|
Deferred income tax liabilities* |
|
|
4,981 |
|
|
|
2,038 |
|
Provisions |
|
|
764 |
|
|
|
672 |
|
Warrant liabilities |
|
|
649 |
|
|
|
4,775 |
|
|
|
|
12,264 |
|
|
|
16,120 |
|
Total liabilities* |
|
|
108,356 |
|
|
|
105,296 |
|
|
|
|
|
|
|
|
||
Net assets* |
|
|
604,812 |
|
|
|
634,287 |
|
|
|
|
|
|
|
|
||
SHAREHOLDERS' EQUITY |
|
|
|
|
|
|
||
Capital and reserves attributable to equity holders of the Group |
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
Share capital |
|
|
1,094,543 |
|
|
|
1,081,320 |
|
Share reserve |
|
|
11,215 |
|
|
|
17,692 |
|
Capital reserve |
|
|
785 |
|
|
|
785 |
|
Translation reserve |
|
|
(37,913 |
) |
|
|
(16,961 |
) |
Accumulated losses* |
|
|
(463,818 |
) |
|
|
(448,549 |
) |
Total Shareholders' Equity* |
|
|
604,812 |
|
|
|
634,287 |
|
*Certain amounts in the prior year have been re-presented to reflect the remeasurement period adjustments, as required by IFRS 3, in respect of updates to the accounting for the acquisition of Sendtech in October 2022.
2
PROPERTYGURU GROUP LIMITED AND ITS SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
For the Twelve Months Ended December 31 |
|
|||||
|
|
2023 |
|
|
2022 |
|
||
|
|
(S$ in thousands) |
|
|||||
|
|
|
|
|
|
|
||
Cash flows from operating activities |
|
|
|
|
|
|
||
Loss for the period* |
|
|
(15,269 |
) |
|
|
(129,193 |
) |
Adjustments for: |
|
|
|
|
|
|
||
- Tax expense* |
|
|
3,967 |
|
|
|
1,096 |
|
- Employee share grant and option expense |
|
|
4,859 |
|
|
|
3,856 |
|
- Non-executive director share grant and option expense |
|
|
541 |
|
|
|
1,848 |
|
- Depreciation and amortization* |
|
|
23,905 |
|
|
|
21,190 |
|
- Impairment of intangible assets |
|
|
5,463 |
|
|
|
— |
|
- Impairment of plant, equipment and right-of-use assets |
|
|
73 |
|
|
|
— |
|
- Loss on disposal of plant and equipment and intangible assets |
|
|
33 |
|
|
|
101 |
|
- Gain on lease modification |
|
|
(26 |
) |
|
|
(194 |
) |
- (Reversal of impairment)/Impairment loss on financial assets* |
|
|
(123 |
) |
|
|
1,139 |
|
- Interest income |
|
|
(7,898 |
) |
|
|
(1,716 |
) |
- Finance cost |
|
|
578 |
|
|
|
2,396 |
|
- Unrealised currency translation loss |
|
|
1,801 |
|
|
|
2,384 |
|
- Fair value gain on warrant liabilities |
|
|
(4,122 |
) |
|
|
(23,341 |
) |
- Share listing expense |
|
|
— |
|
|
|
104,950 |
|
|
|
|
13,782 |
|
|
|
(15,484 |
) |
Change in working capital, net of effects from acquisition |
|
|
|
|
|
|
||
and disposal of subsidiaries: |
|
|
|
|
|
|
||
- Trade and other receivables |
|
|
4,892 |
|
|
|
(3,239 |
) |
- Trade and other payables |
|
|
(2,946 |
) |
|
|
(7,415 |
) |
- Deferred revenue |
|
|
10,313 |
|
|
|
3,371 |
|
Cash provided by/(used in) operations |
|
|
26,041 |
|
|
|
(22,767 |
) |
Interest received |
|
|
7,347 |
|
|
|
1,704 |
|
Income tax paid |
|
|
(1,056 |
) |
|
|
(1,586 |
) |
Net cash provided by/(used in) operating activities |
|
|
32,332 |
|
|
|
(22,649 |
) |
|
|
|
|
|
|
|
||
Cash flows from investing activities |
|
|
|
|
|
|
||
Acquisition of a subsidiary |
|
|
— |
|
|
|
(2,234 |
) |
Additions to plant and equipment |
|
|
(783 |
) |
|
|
(1,431 |
) |
Additions of intangible assets |
|
|
(25,314 |
) |
|
|
(22,179 |
) |
Proceeds from disposal of plant and equipment |
|
|
— |
|
|
|
31 |
|
Net cash used in investing activities |
|
|
(26,097 |
) |
|
|
(25,813 |
) |
|
|
|
|
|
|
|
||
Cash flows from financing activities |
|
|
|
|
|
|
||
Interest paid |
|
|
(546 |
) |
|
|
(2,214 |
) |
Principal payment of lease liabilities |
|
|
(4,306 |
) |
|
|
(4,324 |
) |
Repayment of borrowings |
|
|
— |
|
|
|
(17,057 |
) |
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 |
|
|
527 |
|
|
|
1,733 |
|
Net cash (used in)/provided by financing activities |
|
|
(4,325 |
) |
|
|
291,272 |
|
|
|
|
|
|
|
|
||
Net increase in cash and cash equivalents |
|
|
1,910 |
|
|
|
242,810 |
|
|
|
|
|
|
|
|
||
Cash and cash equivalents |
|
|
|
|
|
|
||
Beginning of the twelve months ended 31 December |
|
|
309,233 |
|
|
|
70,236 |
|
Effects of currency translation on cash and cash equivalents |
|
|
(4,745 |
) |
|
|
(3,813 |
) |
End of the twelve months ended 31 December |
|
|
306,398 |
|
|
|
309,233 |
|
*Certain amounts in the prior year have been re-presented to reflect the remeasurement period adjustments, as required by IFRS 3, in respect of updates to the accounting for the acquisition of Sendtech in October 2022.
3
Financial Highlights – Fourth Quarter and Full Year 2023
4
Information regarding our operating segments is presented below. It is noted that in 2023 the Company no longer removed the ongoing cost of being a listed entity when calculating Adjusted EBITDA. As such, the 2022 comparatives have been retrospectively adjusted accordingly.
|
|
For the Three Months Ended December 31, |
|
|||||||||
|
|
2023 |
|
|
2022 |
|
|
YoY Growth |
|
|||
|
|
(S$ in thousands except percentages) |
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|||
Revenue |
|
|
41,506 |
|
|
|
40,097 |
|
|
|
3.5 |
% |
Marketplaces |
|
|
39,939 |
|
|
|
38,350 |
|
|
|
4.1 |
% |
Singapore |
|
|
23,094 |
|
|
|
18,805 |
|
|
|
22.8 |
% |
Vietnam |
|
|
4,587 |
|
|
|
5,870 |
|
|
|
-21.9 |
% |
Malaysia |
|
|
7,505 |
|
|
|
7,531 |
|
|
|
-0.3 |
% |
Other Asia |
|
|
4,753 |
|
|
|
6,144 |
|
|
|
-22.6 |
% |
Fintech and data services |
|
|
1,567 |
|
|
|
1,747 |
|
|
|
-10.3 |
% |
Adjusted EBITDA |
|
|
8,928 |
|
|
|
503 |
|
|
|
|
|
Marketplaces |
|
|
24,039 |
|
|
|
18,240 |
|
|
|
|
|
Singapore |
|
|
17,401 |
|
|
|
11,441 |
|
|
|
|
|
Vietnam |
|
|
590 |
|
|
|
722 |
|
|
|
|
|
Malaysia |
|
|
3,608 |
|
|
|
3,429 |
|
|
|
|
|
Other Asia |
|
|
2,440 |
|
|
|
2,648 |
|
|
|
|
|
Fintech and data services |
|
|
(2,262 |
) |
|
|
(1,940 |
) |
|
|
|
|
Corporate* |
|
|
(12,849 |
) |
|
|
(15,797 |
) |
|
|
|
|
Adjusted EBITDA Margin (%) |
|
|
21.5 |
% |
|
|
1.3 |
% |
|
|
|
|
Marketplaces |
|
|
60.2 |
% |
|
|
47.6 |
% |
|
|
|
|
Singapore |
|
|
75.3 |
% |
|
|
60.8 |
% |
|
|
|
|
Vietnam |
|
|
12.9 |
% |
|
|
12.3 |
% |
|
|
|
|
Malaysia |
|
|
48.1 |
% |
|
|
45.5 |
% |
|
|
|
|
Other Asia |
|
|
51.3 |
% |
|
|
43.1 |
% |
|
|
|
|
Fintech and data services |
|
|
-144.4 |
% |
|
|
-111.0 |
% |
|
|
|
|
|
|
For the Twelve Months Ended December 31, |
|
|||||||||
|
|
2023 |
|
|
2022 |
|
|
YoY Growth |
|
|||
|
|
(S$ in thousands except percentages) |
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|||
Revenue |
|
|
150,135 |
|
|
|
135,925 |
|
|
|
10.5 |
% |
Marketplaces |
|
|
144,068 |
|
|
|
130,861 |
|
|
|
10.1 |
% |
Singapore |
|
|
85,988 |
|
|
|
69,241 |
|
|
|
24.2 |
% |
Vietnam |
|
|
17,130 |
|
|
|
24,040 |
|
|
|
-28.7 |
% |
Malaysia |
|
|
27,740 |
|
|
|
25,388 |
|
|
|
9.3 |
% |
Other Asia |
|
|
13,210 |
|
|
|
12,192 |
|
|
|
8.3 |
% |
Fintech and data services |
|
|
6,067 |
|
|
|
5,064 |
|
|
|
19.8 |
% |
Adjusted EBITDA |
|
|
18,912 |
|
|
|
3,325 |
|
|
|
|
|
Marketplaces |
|
|
83,843 |
|
|
|
63,045 |
|
|
|
|
|
Singapore |
|
|
65,300 |
|
|
|
47,626 |
|
|
|
|
|
Vietnam |
|
|
778 |
|
|
|
5,470 |
|
|
|
|
|
Malaysia |
|
|
14,803 |
|
|
|
10,208 |
|
|
|
|
|
Other Asia |
|
|
2,962 |
|
|
|
(259 |
) |
|
|
|
|
Fintech and data services |
|
|
(9,299 |
) |
|
|
(7,344 |
) |
|
|
|
|
Corporate* |
|
|
(55,632 |
) |
|
|
(52,376 |
) |
|
|
|
|
Adjusted EBITDA Margin (%) |
|
|
12.6 |
% |
|
|
2.4 |
% |
|
|
|
|
Marketplaces |
|
|
58.2 |
% |
|
|
48.2 |
% |
|
|
|
|
Singapore |
|
|
75.9 |
% |
|
|
68.8 |
% |
|
|
|
|
Vietnam |
|
|
4.5 |
% |
|
|
22.8 |
% |
|
|
|
|
Malaysia |
|
|
53.4 |
% |
|
|
40.2 |
% |
|
|
|
|
Other Asia |
|
|
22.4 |
% |
|
|
-2.1 |
% |
|
|
|
|
Fintech and data services |
|
|
-153.3 |
% |
|
|
-145.0 |
% |
|
|
|
|
*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.
5
As of December 31, 2023, PropertyGuru continued its Engagement Market Share1 leadership in Singapore, Vietnam, Malaysia, and Thailand.
Singapore: 82% – 5.7x the closest peer |
|
Malaysia: 92% – 12.0x the closest peer |
Vietnam: 80% – 4.1x the closest peer |
|
Thailand: 54% – 1.9x the closest peer |
|
|
|
1 Based on SimilarWeb data between July 2023 and December 2023.
6
Key Performance Metrics and Non-IFRS Financial Measures
Our priority markets comprise Singapore, Vietnam, Malaysia and Thailand. Our core markets comprise Singapore, Vietnam, Malaysia, and Thailand.
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 document also includes references to non-IFRS financial measures, namely Adjusted EBITDA, Adjusted EBITDA Margin and incremental Adjusted EBITDA over incremental revenue. 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), and the cost of listing or IPO activities.
7
Adjusted EBITDA Margin is defined as Adjusted EBITDA as a percentage of revenue.
Incremental Adjusted EBITDA over incremental revenue is calculated as the increase in Adjusted EBITDA over the period divided by the increase in revenue over the same period.
A reconciliation of net income/(loss) to Adjusted EBITDA is provided as follows. It is noted that in 2023 the Company no longer removed the ongoing cost of being a listed entity when calculating Adjusted EBITDA. As such, the 2022 comparative have been retrospectively adjusted accordingly.
|
|
For the Three Months Ended December 31, |
||
|
|
2023 |
|
2022 |
|
|
(S$ in thousands) |
||
|
|
|
|
|
Net income/(loss) |
|
1,143 |
|
(5,224) |
Adjustments: |
|
|
|
|
Changes in fair value of preferred shares, warrant liability and embedded derivatives |
|
(784) |
|
(650) |
Finance income - net |
|
(1,970) |
|
(1,090) |
Depreciation and amortization expense |
|
6,133 |
|
5,443 |
Reversal of impairment |
|
(6) |
|
— |
Share grant and option expenses |
|
273 |
|
1,091 |
Other losses - net |
|
147 |
|
5 |
Business acquisition transaction and integration cost* |
|
432 |
|
415 |
Restructuring cost** |
|
110 |
|
— |
Tax expense |
|
3,450 |
|
513 |
Adjusted EBITDA |
|
8,928 |
|
503 |
|
|
For the Twelve Months Ended December 31, |
||
|
|
2023 |
|
2022 |
|
|
(S$ in thousands) |
||
|
|
|
|
|
Net loss |
|
(15,269) |
|
(129,193) |
Adjustments: |
|
|
|
|
Changes in fair value of preferred shares, warrant liability and embedded derivatives |
|
(4,122) |
|
(23,341) |
Finance (income)/costs - net |
|
(7,320) |
|
680 |
Depreciation and amortization expense |
|
23,905 |
|
21,190 |
Impairment |
|
5,536 |
|
— |
Share grant and option expenses |
|
5,400 |
|
5,524 |
Other losses - net |
|
2,476 |
|
1,471 |
Business acquisition transaction and integration cost* |
|
2,156 |
|
4,378 |
Legal and professional fees incurred for IPO |
|
— |
|
16,570 |
Share listing expense |
|
— |
|
104,950 |
Restructuring cost** |
|
2,183 |
|
— |
Tax expense |
|
3,967 |
|
1,096 |
Adjusted EBITDA |
|
18,912 |
|
3,325 |
*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 the Indonesia marketplace.
Industry and Market Data
This document 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.
8
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: March 1, 2024 |
|
|
|
By: |
|
/s/ Joe Dische |
|
|
|
|
|
|
Name: Joe Dische |
|
|
|
|
|
|
Title: Chief Financial Officer |