Table of Contents


UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

 

May 26, 2022

 

YANDEX N.V.

 

Schiphol Boulevard 165

1118 BG, Schiphol, the Netherlands.

Tel: +31 202 066 970

(Address, Including ZIP Code, and Telephone Number,

Including Area Code, of Registrant’s Principal Executive Offices)

 

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

 

Form 20-F      Form 40-F 

 

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

 

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


EXPLANATORY NOTE

Filed as Exhibit 99.1 to this Report on Form 6-K is a copy of the unaudited condensed consolidated financial statements of Yandex N.V. as of and for the three months ended March 31, 2022.

INCORPORATION BY REFERENCE

Exhibit 99.1 to this Report on Form 6-K shall be deemed to be incorporated by reference into the registration statements on Form S-8 (Nos. 333-177622 and 333-213317) and Form F-3ASR (No. 333-239391) of Yandex N.V. (including any prospectuses forming a part of such registration statements) and to be a part thereof from the date on which this report is filed, to the extent not superseded by documents or reports subsequently filed or furnished.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

YANDEX N.V.

 

 

 

 

 

 

Date: May 26, 2022

By:

/s/ Svetlana Demyashkevich

 

 

Svetlana Demyashkevich

 

 

Chief Financial Officer


INDEX TO EXHIBITS

Exhibit No.

Description

99.1

Unaudited Condensed Consolidated Financial Statements of Yandex N.V. as of and for the three months ended March 31, 2022


EXHIBIT 99.1

YANDEX N.V.

INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Page

Unaudited Condensed Consolidated Balance Sheets as of December 31, 2021 and March 31, 2022

F-2

Unaudited Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2021 and 2022

F-3

Unaudited Condensed Consolidated Statements of Comprehensive Income/(Loss) for the Three Months Ended March 31, 2021 and 2022

F-4

Unaudited Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2021 and 2022

F-5

Unaudited Condensed Consolidated Statements of Shareholders’ Equity for the Three Months Ended March 31, 2021 and 2022

F-7

Notes to the Unaudited Condensed Consolidated Financial Statements

F-8

F-1


YANDEX N.V.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(In millions of Russian rubles (“RUB”) and U.S. dollars (“$”), except share and per share data)

d

As of

    

Notes

    

December 31, 2021*

March 31, 2022

    

March 31, 2022

RUB

RUB

$

ASSETS

Cash and cash equivalents

 

3

 

79,275

86,047

1,023.3

Term deposits

 

 

23,415

1,999

23.8

Investments in marketable equity securities

4,049

Accounts receivable, less allowance for doubtful accounts of RUB 2,716 and RUB 3,344, respectively

 

3

 

43,568

39,443

469.1

Prepaid expenses

 

12,663

14,429

171.7

Inventory

9,587

13,494

160.5

Funds receivable, net

 

 

6,180

3,298

39.2

Investments in debt securities

452

154

1.8

VAT reclaimable

13,498

13,927

165.6

Other current assets

3

 

7,288

7,005

83.3

Total current assets

 

 

199,975

179,796

2,138.3

Property and equipment, net

 

5

 

98,325

110,750

1,317.1

Operating lease right-of-use assets

6

36,245

34,788

413.7

Intangible assets, net

 

 

22,359

23,562

280.2

Content assets, net

8

 

13,767

14,647

174.2

Goodwill

 

 

117,864

118,965

1,414.8

Long-term prepaid expenses

 

3,278

3,382

40.3

Equity method investments

3

9,425

10,547

125.4

Investments in non-marketable equity securities

 

 

790

917

10.9

Deferred tax assets

5,625

5,871

69.8

Other non-current assets

 

3

 

7,843

7,945

94.5

Total non-current assets

315,521

331,374

3,940.9

TOTAL ASSETS

 

515,496

511,170

6,079.2

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

Accounts payable, accrued and other liabilities

 

3

 

84,495

85,739

1,019.7

Income and non-income taxes payable

 

3

 

16,196

14,673

174.5

Deferred revenue

10,415

10,256

122.0

Convertible debt

10

104,460

1,242.3

Total current liabilities

 

111,106

215,128

2,558.5

Convertible debt

10

85,835

Deferred tax liabilities

 

 

2,989

2,714

32.3

Operating lease liabilities

 

6

 

24,642

23,544

280.0

Finance lease liabilities

6

15,350

16,148

192.0

Other accrued liabilities

 

 

2,649

3,497

41.5

Total non-current liabilities

 

 

131,465

45,903

545.8

Total liabilities

242,571

261,031

3,104.3

Commitments and contingencies

 

9

 

Redeemable noncontrolling interests

 

869

435

5.2

Shareholders’ equity:

Priority share: €1 par value; 1 share authorized, issued and outstanding

Ordinary shares: par value (Class A €0.01, Class B €0.10 and Class C €0.09); shares authorized (Class A: 500,000,000, Class B: 37,138,658 and Class C: 37,748,658); shares issued (Class A: 323,800,479, Class B: 35,698,674, and Class C: 10,000); shares outstanding (Class A: 323,004,678 and 323,241,816, Class B: 35,698,674, and Class C: nil)

 

281

281

3.3

Treasury shares at cost (Class A: 795,801 and 558,663, respectively)

(2,728)

(1,393)

(16.6)

Additional paid-in capital

112,942

105,600

1,255.9

Accumulated other comprehensive income

16,193

10,413

123.9

Retained earnings

131,488

119,486

1,421.0

Total equity attributable to Yandex N.V.

258,176

234,387

2,787.5

Noncontrolling interests

13,880

15,317

182.2

Total shareholders’ equity

272,056

249,704

2,969.7

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

515,496

511,170

6,079.2

* Derived from audited consolidated financial statements

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.

F-2


YANDEX N.V.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In millions of Russian rubles and U.S. dollars, except share and per share data)

Three months ended March 31,

Notes

2021

2022

2022

    

    

RUB

    

RUB

$

Revenues

3

73,136

106,010

1,260.7

Operating costs and expenses:

Cost of revenues(1)

34,042

51,011

606.7

Product development(1)

11,009

19,161

227.9

Sales, general and administrative(1)

23,095

40,805

485.2

Depreciation and amortization

5,257

7,467

88.8

Total operating costs and expenses

73,403

118,444

1,408.6

Income/(loss) from operations

(267)

(12,434)

(147.9)

Interest income

1,177

1,362

16.2

Interest expense

(793)

(620)

(7.4)

Income/(loss) from equity method investments

(1)

(365)

(4.3)

Other income/(loss), net

 

459

1,538

18.3

Net income/(loss) before income taxes

575

(10,519)

(125.1)

Income tax expense

 

7

3,795

2,518

29.9

Net income/(loss)

(3,220)

(13,037)

(155.0)

Net income/(loss) attributable to noncontrolling interests

243

(1,386)

(16.5)

Net income/(loss) attributable to Yandex N.V.

(2,977)

(14,423)

(171.5)

Net income/(loss) per Class A and Class B share:

Basic

 

2

(8.38)

(39.56)

(0.47)

Diluted

 

2

(8.38)

(39.56)

(0.47)

Weighted average number of Class A
and Class B shares used in per share computation

Basic

 

2

355,411,772

364,570,692

364,570,692

Diluted

 

2

355,411,772

364,570,692

364,570,692


(1)These balances exclude depreciation and amortization expenses, which are presented separately, and include share-based compensation expenses of:

Cost of revenues

    

124

 

151

1.8

Product development

 

3,442

 

3,540

42.1

Sales, general and administrative

 

2,238

 

2,574

30.6

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.

F-3


YANDEX N.V.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME/(LOSS)

(In millions of Russian rubles and U.S. dollars)

Three months ended March 31,

    

2021

2022

2022

RUB

RUB

$

Net income/(loss)

(3,220)

(13,037)

(155.0)

Foreign currency translation, net of tax of nil

659

(5,809)

(69.1)

Total comprehensive income/(loss)

(2,561)

(18,846)

(224.1)

Total comprehensive (income)/loss attributable to noncontrolling interests

42

(1,357)

(16.2)

Total comprehensive income/(loss) attributable to Yandex N.V.

(2,519)

(20,203)

(240.3)

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.

F-4


YANDEX N.V.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions of Russian rubles and U.S. dollars)

Three months ended March 31,

    

Notes

2021

2022

2022

RUB

RUB

$

CASH FLOWS PROVIDED BY/(USED IN) OPERATING ACTIVITIES:

Net income/(loss)

(3,220)

(13,037)

(155.0)

Adjustments to reconcile net income/(loss) to net cash provided by operating activities:

Depreciation of property and equipment

5

3,776

5,791

68.9

Amortization of intangible assets

1,481

1,676

19.9

Amortization of content assets

8

1,390

2,302

27.4

Operating lease right-of-use assets amortization and the lease liability accretion

2,399

4,226

50.3

Amortization of debt discount and issuance costs

10

517

53

0.6

Share-based compensation expense

11

5,804

6,265

74.5

Deferred income tax expense/(benefit)

(403)

(38)

(0.5)

Foreign exchange losses/(gains)

(264)

(1,672)

(19.9)

Loss/(income) from equity method investments

1

365

4.3

Provision for expected credit losses

282

637

7.6

Other

(51)

1,145

13.7

Changes in operating assets and liabilities excluding the effect of acquisitions:

Accounts receivable, net

(1,848)

4,257

50.6

Prepaid expenses

(509)

(880)

(10.5)

Inventory

(1,606)

(3,664)

(43.6)

Accounts payable, accrued and other liabilities and non-income taxes payable

6,941

(10,462)

(124.4)

Deferred revenue

(175)

(216)

(2.6)

Content assets

(4,659)

(3,182)

(37.8)

Content liabilities

3,266

171

2.0

Other assets

(4,561)

2,213

26.3

Net cash provided by/(used in) operating activities

8,561

(4,050)

(48.2)

CASH FLOWS PROVIDED BY/(USED IN) INVESTING ACTIVITIES:

Purchases of property and equipment and intangible assets

 

(3,559)

(17,983)

(213.9)

Proceeds from sale of property and equipment

 

23

13

0.2

Acquisitions of businesses, net of cash acquired

 

(7,228)

(820)

(9.8)

Investments in non-marketable equity securities

(110)

(251)

(3.0)

Investments in marketable equity securities

(8,447)

Proceeds from sale of marketable equity securities

157

5,859

69.7

Investments in debt securities

100

1.2

Investments in term deposits

(130,310)

(2,000)

(23.8)

Maturities of term deposits

100,171

23,769

282.7

Loans granted

(86)

(12)

(0.1)

Proceeds from repayments of loans

439

5.2

Net cash provided by/(used in) investing activities

(49,389)

9,114

108.4

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.

F-5


YANDEX N.V.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(In millions of Russian rubles and U.S. dollars)

Three months ended March 31,

    

Notes

2021

2022

2022

RUB

RUB

$

CASH FLOWS USED IN FINANCING ACTIVITIES:

Proceeds from exercise of share options

620

Repurchases of share options

(42)

Payment of overdraft borrowings

(2,940)

(35.0)

Payment of contingent consideration and holdback amount

(10)

(29)

(0.3)

Payment for finance leases

(74)

(347)

(4.1)

Purchase of redeemable noncontrolling interests

(637)

(499)

(5.9)

Other financing activities

(71)

283

3.3

Net cash used in financing activities

(214)

(3,532)

(42.0)

Effect of exchange rate changes on cash and cash equivalents, and restricted cash and cash equivalents

1,521

5,381

64.0

Net change in cash and cash equivalents, and restricted cash and cash equivalents

(39,521)

6,913

82.2

Cash and cash equivalents, and restricted cash and cash equivalents, beginning of period

132,446

79,399

944.3

Cash and cash equivalents, and restricted cash and cash equivalents, end of period

92,925

86,312

1,026.5

RECONCILIATION OF CASH AND CASH EQUIVALENTS, AND RESTRICTED CASH AND CASH EQUIVALENTS:

Cash and cash equivalents, beginning of period

132,398

79,275

942.8

Restricted cash and cash equivalents, beginning of period

48

124

1.5

Cash and cash equivalents, and restricted cash and cash equivalents, beginning of period

132,446

79,399

944.3

Cash and cash equivalents, end of period

92,878

86,047

1,023.3

Restricted cash and cash equivalents, end of period

47

265

3.2

Cash and cash equivalents, and restricted cash and cash equivalents, end of period

92,925

86,312

1,026.5

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

 

Cash paid for income taxes

4,399

2,785

 

33.1

Cash paid for acquisitions

7,300

1,031

 

12.3

Convertible notes coupon paid

344

439

5.2

Interest paid for finance leases

59

278

3.3

Operating cash flows from operating leases

2,715

3,043

36.2

Non-cash operating activities:

Increase of right-of-use assets due to new operating lease and lease modification

10,209

2,237

26.6

Non-cash investing activities:

Acquired property and equipment and intangible assets not yet paid for

2,841

3,422

40.7

Non-cash financing activities:

Increase of right-of-use assets due to new finance lease and lease modification

523

1,320

15.7

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.

F-6


Table of Contents

YANDEX N.V.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(In millions of Russian rubles and U.S. dollars, except share and per share data)

Three months ended March 31, 2021

Priority Share

Ordinary Shares

Accumulated

Redeemable

Issued and

Issued and

Treasury

Additional

Other

Non-

 

non-

Outstanding

Outstanding

shares at

Paid-In

Comprehensive

Retained

controlling

 

controlling

Shares

Amount

Shares

Amount

cost

Capital

Income

Earnings

NCI

Total

 

interests

    

    

RUB

    

    

RUB

RUB

RUB

RUB

RUB

RUB

    

RUB

    

RUB

Balance as of December 31, 2020

    

1

    

    

354,210,532

    

278

(6)

160,857

17,923

145,789

20,094

 

344,935

3,167

Share-based compensation expense

 

5,966

5,966

Exercise of share options (Note 11)

 

1,785,241

628

628

Tax withholding related to exercise of share awards

(60)

(60)

Reissue of shares for options exercised

 

2

(2)

Repurchase of share options

 

302

6

308

(870)

Foreign currency translation adjustment

458

201

659

Change in redemption value of redeemable noncontrolling interests

437

437

(438)

Net (loss) / income

(2,977)

(243)

(3,220)

Other

1

(1)

145

(26)

(48)

71

Balance as of March 31, 2021

1

355,995,773

279

(5)

167,836

18,381

143,229

20,004

349,724

1,859

Three months ended March 31, 2022

Priority Share

Ordinary Shares

Accumulated

Redeemable

Issued and

Issued and

Treasury

Additional

Other

Non-

 

non-

Outstanding

Outstanding

shares at

Paid-In

Comprehensive

Retained

controlling

 

controlling

Shares

Amount

Shares

Amount

cost

Capital

Income

Earnings

interests

Total

 

interests

    

    

RUB

    

    

RUB

RUB

RUB

RUB

RUB

RUB

    

RUB

    

RUB

Balance as of December 31, 2021

 

1

    

    

358,703,352

    

281

(2,728)

112,942

16,193

131,488

13,880

 

272,056

869

Effect of adoption of ASU 2020-06 (Note 1)

(8,573)

2,511

(6,062)

Adjusted balance as of January 1, 2022

1

358,703,352

281

(2,728)

104,369

16,193

133,999

13,880

265,994

869

Share-based compensation expense

2,617

2,617

Exercise of share options (Note 11)

 

237,138

Tax withholding related to exercise of share awards

(25)

(25)

Reissue of shares for options exercised

1,335

(1,335)

Repurchase of share options

53

(93)

(40)

(430)

Foreign currency translation adjustment

(5,780)

(29)

(5,809)

Change in redemption value of redeemable noncontrolling interests

4

4

(4)

Net (loss) / income

(14,423)

1,386

(13,037)

Other

(79)

(1)

80

Balance as of March 31, 2022

1

358,940,490

281

(1,393)

105,600

10,413

119,486

15,317

249,704

435

Balance as of March 31, 2022, $

 

3.3

(16.6)

1,255.9

123.9

1,421.0

182.2

2,969.7

5.2

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements

F-7


Table of Contents

YANDEX N.V.

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In millions of Russian rubles and U.S. dollars, except share and per share data)

1.DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Description of Business

Yandex N.V., the parent company, together with its consolidated subsidiaries (collectively “Yandex” or the “Company”), is a technology company that builds intelligent products and services powered by machine learning and other technologies. Yandex is one of Europe's largest internet companies and the leading search and ride-hailing provider in Russia.

Yandex N.V. was incorporated under the laws of the Netherlands in June 2004 and is the holding company of Yandex LLC, incorporated in the Russian Federation in October 2000, and other subsidiaries.

Basis of Presentation and Going Concern

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Accordingly, they do not include all of the information and notes required by U.S. GAAP for annual financial statements. As such, the information included in these unaudited condensed consolidated financial statements for the three-month period ended March 31, 2022 should be read in conjunction with the consolidated financial statements and the notes thereto included in the Annual Report on Form 20-F for the year ended December 31, 2021.

In the opinion of the Company, the accompanying unaudited condensed financial statements contain all adjustments, which are of a normal recurring nature, necessary for a fair statement of its financial position as of March 31, 2022, and its results of operations, comprehensive income/(loss), cash flows and change in equity for the periods presented. The condensed consolidated balance sheet as of December 31, 2021, was derived from audited annual consolidated financial statements included in the Annual Report on Form 20-F for the year ended December 31, 2021 but does not contain all of the related footnote disclosures.

There have been no material changes in the Company’s significant accounting policies and estimates as compared to those described in the Company’s Annual Report on Form 20-F for the year ended December 31, 2021.

The results for the three months ended March 31, 2022 are not necessarily indicative of the operating results expected for the year ending December 31, 2022 or any other future period. The potential risks and uncertainties that could cause actual results to differ from the operating results expected include, among others, geopolitical and macroeconomic developments affecting the Russian economy or the Company’s business, changes in the political, legal and/or regulatory environment, the impact of the ongoing COVID-19 pandemic and regulatory and business responses to that crisis, competitive pressures, changes in advertising patterns, changes in user preferences, technological developments, and the Company’ need to expend capital to accommodate the growth of the business.

The accompanying unaudited condensed consolidated financial statements were prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. As described in Note 10, following the suspension of trading of the Company’s Class A shares on the Nasdaq Global Select Market for more than five trading days, the holders of the Company’s convertible notes due March 3, 2025 have the right to require the Company to redeem the notes at par, and the Company does not have the funds available to redeem the notes in full. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.

Use of Estimates

The preparation of unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements and amounts of revenues and expenses for the reporting period. The Company bases its estimates on historical experience and on various other assumptions, the results of which form the basis for making judgments about the

F-8


YANDEX N.V.

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In millions of Russian rubles and U.S. dollars, except share and per share data)

carrying values of assets and liabilities, that are believed to be reasonable. These estimates are inherently subject to judgment and actual results could differ from those estimates.

Convenience Translation

Translations of amounts from RUB into U.S. dollars for the convenience of the reader have been made at the exchange rate of RUB 84.0851 to $1.00, the exchange rate as of March 31, 2022 (except as otherwise stated). No representation is made that the RUB amounts could have been, or could be, converted into U.S. dollars at such rate. After the balance sheet date, the ruble has been experiencing a period of significant volatility.

Recently Adopted Accounting Pronouncements

In August 2020, the FASB issued ASU 2020-06, “Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity”, which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity. The standard is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2021.

Prior to the adoption of ASU 2020-06, the Company separately accounted for the liability and equity components of the Company’s convertible notes due March 3, 2025. The value of the liability component as of the date of issuance was recognized at the present value of its cash flows using a discount rate of 3.059%, the Company's estimated borrowing rate at the date of the issuance for a similar debt instrument without the conversion feature. The value of the equity component as of the date of issuance was calculated by deducting the fair value of the liability component from the initial proceeds ascribed to the convertible debt instrument as a whole and was recorded as a debt discount. Debt discount was amortized using the effective interest method over the period from the origination date through the stated maturity date. The equity component was included in additional paid-in capital in the consolidated balance sheet as of December 31, 2021.

The Company adopted the standard effective January 1, 2022, using the modified retrospective method. The prior period consolidated financial statements have not been retrospectively adjusted and continue to be reported under the accounting standards in effect for those periods. As a result of the adoption, the Company recorded a RUB 8,573 decrease in additional paid in capital from the derecognition of the equity component of the convertible debt, net of tax effects, a RUB 6,404 increase in the liability component from the derecognition of the debt discount and debt issuance cost associated with the equity component of the convertible debt, and a RUB 2,511 increase to the opening balance of retained earnings, representing the cumulative interest expense, net of tax effects, recognized related to the amortization of the conversion option of such convertible debt. The Company also wrote off the deferred tax liabilities in the amount of RUB 342 as well as increased the deferred tax assets and respective valuation allowance in the same amount of RUB 1,330 from the derecognition of the equity component (Note 7). As a result of the adoption, starting on January 1, 2022, interest expense is reduced as a result of accounting for the Company’s convertible notes due March 3, 2025 as a single liability measured at its amortized cost.

Accordingly, the impact of the changes on affected consolidated balance sheet line items as of January 1, 2022 for the adoption of the ASU 2020-06 was as follows:

Balances as of December 31, 2021

Adjustments from
Adoption of ASU 2020-06

Balances as of
January 1, 2022

    

RUB

RUB

RUB

Convertible debt

85,835

6,404

92,239

Deferred tax liabilities

 

2,989

(342)

2,647

Additional paid-in capital

112,942

(8,573)

104,369

Retained earnings

131,488

2,511

133,999

Adoption of the ASU 2020-06 did not have a material effect on the diluted net income/(loss) per share.

F-10


YANDEX N.V.

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In millions of Russian rubles and U.S. dollars, except share and per share data)

2.NET INCOME/(LOSS) PER SHARE

Basic net income/(loss) per Class A and Class B ordinary share for the three months ended March 31, 2021 and 2022 is computed on the basis of the weighted average number of ordinary shares using the two class method. Basic net income/(loss) per share is computed using the weighted average number of ordinary shares during the period and including vested restricted share units. Diluted net income/(loss) per ordinary share is computed using the dilutive effect of share-based awards calculated using the “treasury stock” method.

The computation of the diluted net income/(loss) per Class A share assumes the conversion of Class B shares, while the diluted net income/(loss) per Class B share does not assume the conversion of those shares. The net income/(loss) per share amounts are the same for Class A and Class B shares because the holders of each class are legally entitled to equal per share distributions whether through dividends or in liquidation. The number of share-based awards excluded from the diluted net income/(loss) per ordinary share computation, because their effect was anti-dilutive for the three months ended March 31, 2021 and 2022, was 13,735,881 and 18,287,953, respectively.

The convertible debt is included in the calculation of diluted net income per share if its inclusion is dilutive under the if-converted method. The convertible debt was anti-dilutive in the three months ended March 31, 2021 and 2022.

The components of basic and diluted net income/(loss) per share were as follows:

Three Months ended March 31,

2021

2022

Class A

Class B

Class A

Class A

Class B

Class B

    

RUB

    

RUB

    

RUB

    

$

    

RUB

    

$

Net income/(loss), allocated for basic

(2,678)

(299)

(13,011)

(154.7)

(1,412)

(16.8)

Reallocation of net income/(loss) as a result of conversion of Class B to Class A shares

(299)

(1,412)

(16.8)

Net income/(loss), allocated for diluted

 

(2,977)

 

(299)

 

(14,423)

 

(171.5)

 

(1,412)

 

(16.8)

Weighted average ordinary shares used in per share
computation — basic

 

319,703,098

 

35,708,674

 

328,872,018

 

328,872,018

 

35,698,674

 

35,698,674

Effect of:

Conversion of Class B to Class A shares

35,708,674

35,698,674

35,698,674

Weighted average ordinary shares used in
per share computation — diluted

 

355,411,772

 

35,708,674

 

364,570,692

 

364,570,692

 

35,698,674

 

35,698,674

Net income/(loss) per share attributable to 
ordinary shareholders:

Basic

 

(8.38)

 

(8.38)

 

(39.56)

 

(0.47)

 

(39.56)

 

(0.47)

Diluted

 

(8.38)

 

(8.38)

 

(39.56)

 

(0.47)

 

(39.56)

 

(0.47)

3.UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS DETAILS

Cash and Cash Equivalents

Cash and cash equivalents as of December 31, 2021 and March 31, 2022 consisted of the following:

    

December 31, 2021

    

March 31, 2022

    

March 31, 2022

RUB

RUB

$

Cash

 

34,012

44,332

 

527.2

Cash equivalents:

Bank deposits

 

45,214

40,926

486.7

Other cash equivalents

49

789

9.4

Total cash and cash equivalents

 

79,275

86,047

1,023.3

F-10


YANDEX N.V.

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In millions of Russian rubles and U.S. dollars, except share and per share data)

Current expected credit losses for cash, cash equivalents, term deposits, funds receivable and other financial assets were immaterial for the three months ended March 31, 2021 and 2022. All of the Company’s cash is held at financial institutions that management believes to be of high credit quality.

Accounts Receivable, Net

Accounts receivable as of December 31, 2021 and March 31, 2022 consisted of the following:

December 31, 2021

    

March 31, 2022

    

March 31, 2022

RUB

RUB

$

Trade accounts receivable

46,284

42,787

508.9

Allowance for credit losses

(2,716)

(3,344)

(39.8)

Total accounts receivable, net

43,568

 

39,443

469.1

Movements in the allowance for expected current credit losses on trade receivables for the three months ended March 31, 2021and 2022 were as follows:

Three months ended March 31,

2021

2022

2022

RUB

RUB

$

Balance at the beginning of period

1,798

2,716

32.3

Current period provision for expected credit losses

306

610

7.3

Write-off

(3)

(29)

(0.3)

Foreign exchange difference

3

47

0.5

Balance at the end of period

2,104

3,344

39.8

The Company’s past due receivables exceeding one year were in the amount of RUB 1,979 ($23.5) as of March 31, 2022.

Other Current Assets

Other current assets as of December 31, 2021 and March 31, 2022 consisted of the following:

    

December 31, 2021

    

March 31, 2022

    

March 31, 2022

RUB

RUB

$

Prepaid income tax

2,272

2,654

31.6

Loans to employees

1,674

1,250

14.9

Other receivables

 

859

1,061

12.6

Contract assets

659

826

9.8

Sales financing receivables

266

366

4.4

Interest receivable

308

258

3.1

Prepaid other taxes

202

239

2.8

Loans granted to third parties

509

95

1.1

Loans granted to related parties

39

 

14

0.2

Other

 

500

 

242

2.8

Total other current assets

 

7,288

 

7,005

83.3

The accrued interest receivable is excluded from the amortized cost basis of financing receivables. The Company did not write-off any accrued interest receivable during the three months ended March 31, 2021 and 2022.

F-10


YANDEX N.V.

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In millions of Russian rubles and U.S. dollars, except share and per share data)

Other Non-current Assets

Other non-current assets as of December 31, 2021 and March 31, 2022 consisted of the following:

    

December 31, 2021

    

March 31, 2022

    

March 31, 2022

RUB

RUB

$

Loans to employees

5,241

 

5,642

67.1

Contract assets

874

910

10.8

VAT reclaimable

884

 

831

9.9

Restricted cash

123

264

3.1

Other receivables

427

 

148

1.8

Loans granted to related parties

290

146

1.7

Loans granted to third parties

4

 

4

0.1

Total other non-current assets

 

7,843

 

7,945

    

94.5

Investments in marketable equity securities

As of December 31, 2021 investments in current marketable equity securities in the amount of RUB 4,049 consisted of investments made for treasury purposes. In January and March 2022 the Company sold all these investments for an aggregate $54.6 (RUB 5,514 at the exchange rate as of the trade dates).

Equity method investments

The Company's equity method investments as of December 31, 2021 and March 31, 2022 consisted of the following:

    

2021

    

2022

    

2022

    

RUB

    

RUB

    

 $

ClickHouse Inc

6,521

7,236

86.1

venture capital fund

2,347

2,445

29.1

other technology companies

557

866

10.2

Total equity method investments

    

9,425

    

10,547

    

125.4

Accounts Payable, Accrued and Other Liabilities

Accounts payable and accrued liabilities as of December 31, 2021 and March 31, 2022 comprised the following:

    

December 31, 2021

    

March 31, 2022

    

March 31, 2022

RUB

RUB

$

Trade accounts payable and accrued liabilities

 

57,794

 

52,758

 

627.5

Operating lease liabilities, current (Note 6)

10,525

11,333

134.8

Salary and other compensation expenses payable/accrued to employees

 

6,022

 

10,358

 

123.2

Content liabilities

5,410

6,103

72.6

Liabilities under the reverse factoring program

3,110

2,770

32.9

Finance lease liability, current (Note 6)

1,467

1,666

19.8

Accounts payable for acquisition of businesses

80

727

8.6

Bank deposits and liabilities

87

24

0.3

Total accounts payable and accrued liabilities

 

84,495

 

85,739

 

1,019.7

Income and non-income taxes payable

Income and non-income taxes payable in the unaudited condensed consolidated balance sheets includes income taxes payable in the amount of RUB 1,201 and RUB 1,305 ($15.5) as of December 31, 2021 and March 31, 2022, respectively.

F-10


YANDEX N.V.

NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(In millions of Russian rubles and U.S. dollars, except share and per share data)

Revenues

Revenues in the unaudited condensed consolidated statements of operations includes revenues related to sales of goods in the amount of RUB 10,868 and RUB 18,914 ($224.9) for the three months ended March 31, 2021 and 2022, respectively.

4.FAIR VALUE MEASUREMENTS

The fair value of assets and liabilities as of December 31, 2021 and March 31, 2022, including those measured at fair value on a recurring basis, consisted of the following:

As of December 31, 2021

As of March 31, 2022

    

Level 1

Level 2

Level 3

Total

Level 1

    

Level 2

    

Level 3

    

Total

    

Total

RUB

    

RUB

    

RUB

    

RUB

RUB

RUB

RUB

RUB

$

Assets:

Loans to employees and related parties

 

7,693

7,693

6,513

6,513

77.5

Marketable securities

4,049

4,049

Investments in debt securities

452

452

154

154

1.8

 

4,501

7,693

12,194

154

6,513

6,667

79.3

Liabilities:

Redeemable noncontrolling interests

869

869

435

435

5.2

 

869

869

435

435

5.2

The Company measures the fair value of convertible debt and loans to employees for disclosure purposes. As of December 31, 2021 the fair value of convertible debt amounted to RUB 106,484 (level 2 of the fair value hierarchy). Due to current situation described in Note 10 the Company cannot measure the fair value of convertible debt reliably as of March 31, 2022 and believes that the range of possible outcomes may be between RUB 48,617 (based on market data of limited observable transactions) and RUB 104,460 (carrying amount).The carrying amount and fair value of loans to employees as of December 31, 2021 and March 31, 2022 were as follows:

    December 31, 2021

March 31, 2022

Carrying 
amount

Fair 
value

Carrying 
amount

Fair 
value

RUB

RUB

RUB

    

$

    

RUB

    

$

Assets:

Loans to employees and related parties

7,244

7,693

7,052

83.9

6,513

77.5

7,244

7,693

7,052

83.9

6,513

77.5

There were no transfers of financial assets and liabilities between the levels of the fair value hierarchy for the three months ended March 31, 2021 and 2022.

5.PROPERTY AND EQUIPMENT, NET

Property and equipment, net of accumulated depreciation, as of December 31, 2021 and March 31, 2022 consisted of the following:

    

December 31, 2021

    

March 31, 2022

    

March 31, 2022

RUB

RUB

 $

Servers and network equipment

 

90,566

93,419

1,111.0

Land and buildings

 

18,893

19,405

230.8

Finance lease right-of-use assets

 

18,058

19,317

229.7

Infrastructure systems

 

16,633

18,091

215.2

Office furniture and equipment

 

9,180