Coveo Solutions Inc. (“Coveo” or the “Company”) (TSX: CVO), a
leader in AI platforms that transform digital experiences with
intelligent search, recommendations, 1:1 personalization, and
merchandising, today announced financial results for its fourth
quarter and fiscal year 2023 ended March 31, 2023.
“We’re pleased with our fourth quarter and
annual results in the current macroeconomic environment,” said
Louis Têtu, Chairman and CEO of Coveo. “Over the course of the
year, we were able to meaningfully accelerate our path to
profitability while continuing to make focused investments in our
people and Coveo Relevance Cloud™ platform. The remarkable
breakthroughs in large language models and applied AI have brought
more attention to our market than in the history of Coveo. We
believe this attention, combined with the release of our Relevance
Generative Answering capability and our recently announced
strategic partnership with SAP, puts us in a strong competitive and
operational position heading into our fiscal 2024.”
Fourth Quarter Fiscal 2023 Financial
Highlights(All comparisons are relative to the
three-month period ended March 31, 2022, unless otherwise
stated)
- SaaS Subscription Revenue(1) of
$27.1 million compared to $23.1 million, an increase of 17%, or 19%
in constant currency(2).
- Total revenue was $29.1 million
compared to $25.5 million, an increase of 14%, or 16% in constant
currency(2).
- Current SaaS Subscription Remaining
Performance Obligations(1) of $95.3 million as of March 31, 2023,
up 18% compared to $80.6 million as of March 31, 2022.
- Gross profit (%) was 77%, an
increase of 4%, and product gross profit (%) was 81%, an increase
of 2%. Adjusted Gross Profit (%)(2) was 78%, an increase of 2%, and
Adjusted Product Gross Profit (%)(2) was 82%, an increase of
1%.
- Operating loss was $8.8 million, a
significant improvement compared to $19.4 million, and Adjusted
Operating Loss(3) was $4.3 million, a significant improvement
compared to $8.6 million and well ahead of previous guidance of
$5.0 - $6.0 million
- Net loss was $7.2 million, compared
to net loss of $19.4 million.
- Cash and cash equivalents were
$198.5 million as of March 31, 2023.
Full Year Fiscal 2023 Financial
Highlights(All comparisons are relative to the
twelve-month period ended March 31, 2022, unless otherwise
stated)
- SaaS Subscription Revenue(1) of
$103.0 million compared to $77.9 million, an increase of 32%, or
35% in constant currency(2).
- Total revenue was $112.0 million
compared to $86.5 million, an increase of 30%, or 32% in constant
currency(2).
- Gross profit (%) was 76%, an
increase of 1%, and product gross profit (%) was 81%, an increase
of 1%. Adjusted Gross Profit (%)(2) was 77%, consistent with the
prior period, and Adjusted Product Gross Profit (%)(2) was 82%, an
increase of 1%.
- Operating loss was $44.4 million, a
significant improvement compared to $57.3 million, and Adjusted
Operating Loss(3) was $20.2 million, a significant improvement
compared to$28.1 million.
- Net loss was $39.7 million,
compared to net income of $418.3 million. Net income in the
comparable period was impacted by a non-cash gain of $299.4 million
and an associated income tax recovery of $189.0 million, both
related to the Company’s preferred shares converted immediately
prior to the initial public offering of the Company in November
2021.
Fluctuations in foreign exchange rates acted as
a headwind on SaaS Subscription Revenue(1) and total revenue. The
reconciliation table in the appendices highlights the impact of
foreign exchange on SaaS Subscription Revenue (1) and total revenue
for the three months and year ended March 31, 2023.
Fourth Quarter Fiscal 2023 Operational
Highlights
- Net Expansion Rate(1) of 110% as of
March 31, 2023.
- Over 650 SaaS subscription
customers as of March 31, 2023.
- Announced Coveo’s Relevance
Generative Answering capability, which combines Large Language
Models (LLMs) with the Company’s leading secure unified indexing
capabilities. Coveo, with over a decade of experience in AI, is
well-positioned to help make LLMs and their associated technologies
enterprise ready. Coveo's Relevance Generative Answering solution
prioritizes security, privacy, real-time content, linkages to
sources of truth, relevance, and factuality. The beta version is
expected to be available for customers with self-service use cases
starting this summer.
- Coveo’s AI Search and
Recommendations platform for SAP® Commerce Cloud is now an SAP
Endorsed App, extending the immediate utility of SAP Commerce Cloud
and providing strong competitive differentiation while supporting
the growth of SAP’s cloud installed base. Coveo is partnering with
SAP to jointly promote and deliver modern capabilities that meet
B2B and B2C customers’ needs for merchandising and truly 1:1
personalized AI-powered search and recommendations. The resulting
optimized campaigns and personalized shopping experiences help to
drive increased revenue per visit, reduced selling costs, and
increased profitability for retailers, brands, manufacturers, and
distributors.
- Introduced the Coveo Merchandising
Hub, the culmination of the Company’s October 2021 acquisition of
Qubit, which offers the first comprehensive suite of tools designed
solely for merchandisers. Recent enhancements include a new visual
editor for managing product listings, expanded recommendations
strategy with altered selection criteria for popularity and
recently added products, custom schemas for controlling on-site
design of recommendations and badges, and enriched product
recommendations that display variant information directly in the
recommendation carousel to improve product discoverability and
conversions.
- Introduced several advanced
features to the Coveo Relevance Cloud platform that focus on
delivering scalability using AI and UI enhancements, composability
with headless and agnostic tech capabilities, and citizen
development with low code/no code user friendly features to help
teams innovate faster. Examples include Enhanced Metadata Insights
and Data Health Dashboards that allow implementation teams to
increase overall data coverage and quality, which leads to better
results accuracy for end users.
- Named a Champion in the 2023
Enterprise Search Data Quadrant report from SoftwareReviews for the
second year in a row. The report is based on real feedback from end
users, providing an unbiased and comprehensive evaluation of
popular products in the Enterprise Search market. Coveo took the
lead with an 8.9 composite satisfaction score, earning the highest
position in the Data Quadrant.
- Announced that Jean Lavigueur,
Coveo’s former Chief Financial Officer and Corporate Secretary, has
retired effective May 1, 2023, after 17 distinguished years, and
has been succeeded by Brandon Nussey, a seasoned finance and
operations executive with extensive SaaS experience. Mr. Lavigueur
has remained with the Company as a senior advisor to continue to
ensure a smooth transition.
Financial Outlook
Coveo anticipates SaaS Subscription Revenue(1),
Total Revenue, and Adjusted Operating Loss(3) to be in the
following ranges:
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Q1 FY’24 |
Full Year FY’24 |
SaaS Subscription Revenue(1) |
$27.9 – $28.4 million |
$118.0 – $120.0 million |
Total Revenue |
$29.9 – $30.4 million |
$127.0 – $129.0 million |
Adjusted Operating Loss(3) |
$4.0 – $5.0 million |
$13.0 – $15.0 million |
Coveo currently
expects to achieve positive operating cash flow in fiscal year 2025
as it executes on its growth plan while continuing to improve its
efficiency.
These guidance ranges, including the timing to
achieve positive operating cash flow, are based on several
assumptions, including the following, in addition to those set
forth under the “Forward-Looking Information” section below:
- Achieving expected levels of sales
of SaaS subscriptions to new and existing customers, including
timing of those sales, as well as expected levels of renewals of
SaaS subscriptions with existing customers.
- Achieving expected levels of
implementations and other sources of professional services
revenue.
- Maintaining planned levels of
operating margin represented by our Adjusted Gross Profit
Measures(3) and Adjusted Gross Profit (%) Measures(2).
- Expected financial performance as
measured by our Adjusted Operating Expense Measures(3) and Adjusted
Operating Expense (%) Measures(2).
- Stabilization of ongoing headwinds,
including those related to economic and geopolitical factors,
impacting sales cycles, pricing, and the ability to generate new
business.
- Our ability to attract and retain
key personnel required to achieve our plans.
- Similar foreign exchange rates,
inflation rates, interest rates, customer spending, and other
macro-economic conditions.
- Our financial outlook does not
factor the impact of acquisitions that may be announced or closed
from time to time.
These statements are forward-looking and actual
results may differ materially. Coveo’s outlook constitutes
“financial outlook” within the meaning of applicable securities
laws and is provided for the purpose of, among other things,
assisting the reader in understanding the Company’s financial
performance and measuring progress toward management’s objectives,
and the reader is cautioned that it may not be appropriate for
other purposes. Please refer to the “Forward-Looking Information”
section below for additional information on the factors that could
cause our actual results to differ materially from these
forward-looking statements and a description of the assumptions
thereof.
* * * * *
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(1) |
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SaaS Subscription Revenue, Current SaaS Subscription Remaining
Performance Obligations, and Net Expansion Rate are Key Performance
Indicators of Coveo. Please see the “Key Performance Indicators”
section below. |
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(2) |
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Adjusted Gross Profit (%), Adjusted Product Gross Profit (%), SaaS
Subscription Revenue growth at constant currency and total revenue
growth at constant currency are non-IFRS ratios. Please see the
“Non-IFRS Measures and Ratios” section below and the reconciliation
tables within this release. |
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(3) |
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Adjusted Operating Loss, Adjusted Gross Profit, Adjusted Operating
Expense, SaaS Subscription Revenue at constant currency and total
revenue at constant currency are non-IFRS measures. Please see the
“Non-IFRS Measures and Ratios” section below and the reconciliation
tables within this release. |
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Launch of a Substantial Issuer Bid
The Company announced today the launch of a
substantial issuer bid (the “SIB”) pursuant to which the Company
will offer to purchase for cancellation up to C$40 million of its
subordinate voting shares (the “Subordinate Voting Shares”).
Holders of multiple voting shares of the Company (the “Multiple
Voting Shares”) will be entitled to tender the Subordinate Voting
Shares underlying their Multiple Voting Shares in the SIB. The
Company also announced that subject to market and other conditions
and regulatory approvals, following completion of the SIB, it
intends to apply to the Toronto Stock Exchange to launch a normal
course issuer bid (the “NCIB”). Further details on the NCIB will be
provided in due course.
The SIB will proceed by way of a “modified Dutch
auction”. Holders of Subordinate Voting Shares and Multiple Voting
Shares wishing to tender to the SIB will be entitled to do so (i)
by making an auction tender for a specified number of Subordinate
Voting Shares at a price of not less than C$7.00 and not more than
C$8.50 per Subordinate Voting Share, in increments of C$0.10 per
Subordinate Voting Share; or (ii) by making a purchase price tender
without specifying a price per Subordinate Voting Share, but rather
agreeing to have a specified number of Subordinate Voting Shares
purchased at the purchase price to be determined by the auction
tenders. Shareholders who validly deposit Subordinate Voting Shares
or Multiple Voting Shares without specifying the method in which
they are tendering such shares will be deemed to have made a
purchase price tender. The SIB does not provide shareholders with
the opportunity to tender their Subordinate Voting Shares pursuant
to proportionate tenders. Multiple Voting Shares taken up by the
Company will be converted into Subordinate Voting Shares on a
one-for-one basis immediately prior to take up. All Subordinate
Voting Shares purchased by the Company under the SIB will be
cancelled.
The board of directors of Coveo (the “Board”)
believes that the SIB is in the best interests of the Company and
its shareholders given, among other things, its significant level
of cash on hand, expectations around achieving positive operating
cash flow, and the current market price of the Subordinate Voting
Shares, which the Board believes does not currently reflect the
fundamental value of the Company. The Company intends to fund the
SIB with cash on hand.
The price range offered for the Subordinate
Voting Shares pursuant to the SIB represents a 4.6% to 27.1%
premium to the closing price of the Subordinate Voting Shares on
the TSX on May 29, 2023. Over the 180-day period ended Monday, May
29, 2023, the closing prices of the Subordinate Voting Shares on
the TSX have ranged from a low of C$6.10 to a high of C$9.25.
The SIB is optional for all shareholders, who
are free to choose whether to participate, how many Subordinate
Voting Shares or Multiple Voting Shares to tender and, in the case
of auction tenders, at what price to tender within the specified
range. Any shareholder who does not deposit its Subordinate Voting
Shares or Multiple Voting Shares (or whose shares are not
repurchased under the SIB) will realize a proportionate increase in
its equity interest in the Company, to the extent that Subordinate
Voting Shares are purchased under the SIB.
Fonds de solidarité des travailleurs du Québec
(F.T.Q.), which, per publicly available ownership information,
beneficially owns 903,333 Subordinate Voting Shares and 13,646,624
Multiple Voting Shares, representing approximately 13.8% of all
issued and outstanding Subordinate Voting Shares and Multiple
Voting Shares as at May 29, 2023, has informed Coveo that it
intends to tender Subordinate Voting Shares (but no Multiple Voting
Shares) owned by it at a price and for a number of Subordinate
Voting Shares to be determined prior to the expiration of the SIB.
As at May 29, 2023, the Company had 54,163,351 Subordinate Voting
Shares and 51,522,578 Multiple Voting Shares issued and
outstanding.
The final purchase price to be paid by Coveo for
each validly deposited Subordinate Voting Share and Multiple Voting
Share will be determined upon expiry of the SIB and will be based
on the number of Subordinate Voting Shares and Multiple Voting
Shares validly deposited pursuant to auction tenders and purchase
price tenders, and the prices specified by shareholders making
auction tenders. As a result, Coveo's shareholders who tender their
Subordinate Voting Shares and/or Multiple Voting Shares will set
the purchase price for the SIB. The purchase price will be the
lowest price (which will not be more than C$8.50 per Subordinate
Voting Share and not less than C$7.00 per Subordinate Voting Share)
that enables Coveo to purchase Subordinate Voting Shares up to the
maximum amount available for auction tenders and purchase price
tenders, determined in accordance with the terms of the SIB.
Subordinate Voting Shares and Multiple Voting Shares validly
deposited at or below the purchase price as finally determined by
Coveo will be purchased at such purchase price. Subordinate Voting
Shares that will not be taken up in connection with the SIB,
including Subordinate Voting Shares and Multiple Voting Shares
deposited pursuant to auction tenders at prices above the purchase
price, will be returned to the shareholders. If the aggregate
purchase price for Subordinate Voting Shares and Multiple Voting
Shares validly tendered pursuant to auction tenders and purchase
price tenders is greater than the amount available for auction
tenders and purchase price tenders, Coveo will purchase Subordinate
Voting Shares from the holders of Subordinate Voting Shares and
Multiple Voting Shares who made valid purchase price tenders or
tendered at or below the purchase price as finally determined by
Coveo on a pro rata basis. "Odd lot" holders (holders of fewer than
100 Subordinate Voting Shares) will not be subject to
proration.
Coveo will file later today under its profile on
SEDAR at www.sedar.com a formal offer to purchase, issuer bid
circular, letter of transmittal, notice of guaranteed delivery and
other related documents (collectively, the “Offer Documents”),
which Offer Documents collectively contain the terms and conditions
of the SIB, instructions for tendering Subordinate Voting Shares
and/or Multiple Voting Shares, and the factors considered by Coveo
and the Board in making its decision to approve and launch the SIB,
among other things. Coveo currently anticipates mailing the Offer
Documents to Coveo registered shareholders and optionholders on
June 2, 2023, and in connection therewith expects that the SIB will
formally commence on that date, and be completed by mid-July 2023
(unless the SIB is otherwise withdrawn, extended or varied).
The SIB will not be conditional upon any minimum
number of Subordinate Voting Shares being tendered and will be
subject to conditions customary for transactions of this nature.
The SIB will, however, be subject to other conditions described in
the Offer Documents and Coveo reserves the right, subject to
applicable laws, to withdraw, extend or vary the SIB, if, at any
time prior to the payment of deposited Subordinate Voting Shares,
certain events occur.
The Company has engaged BMO Capital Markets as
financial advisor and dealer manager for the SIB and TSX Trust
Company (Canada) to act as depositary for the SIB.
The Board approved the making of the SIB, the
size of the SIB and the purchase price range for Subordinate Voting
Shares. However, none of the Company, the Board, the dealer manager
or the depositary makes any recommendation to shareholders as to
whether to tender or refrain from tendering any or all of their
Subordinate Voting Shares or Multiple Voting Shares to the SIB.
Shareholders are urged to carefully evaluate all information in the
Offer Documents, consult their own financial, legal, investment,
accounting and tax advisors and make their own decisions as to
whether to deposit Subordinate Voting Shares or Multiple Voting
Shares under the SIB and, if so, how many such shares to deposit
and at what price or prices.
This press release is for informational purposes only and does
not constitute an offer to buy or the solicitation of an offer to
sell the Company’s shares. The SIB referred to in this news release
has not yet commenced. The solicitation and the offer to buy the
Subordinate Voting Shares will only be made pursuant to the Offer
Documents, which contain full details of the SIB and will be filed
later today with the securities regulatory authorities in Canada.
As previously mentioned, the Offer Documents are expected to be
mailed to the Company’s registered shareholders and optionholders
on June 2, 2023.
Any questions or requests for information may be
directed to TSX Trust Company (Canada), as the depositary for the
SIB, at 1-800-387-0825 (Toll Free - North America), (416) 682-3860
or shareholderinquiries@tmx.com, or to BMO Capital Markets, as
dealer manager for the SIB, at CoveoSIB@bmo.com.
Q4 Conference Call and Webcast Information
Coveo will host a conference call today at 5:00
p.m. Eastern Time to discuss its financial results for its fourth
quarter and fiscal year 2023. The call will be hosted by Louis
Têtu, Chairman and CEO, and other members of its senior leadership
team.
Conference Call: |
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https://emportal.ink/3KfNQk2 |
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Use the link above to join the conference call without operator
assistance. If you prefer to have operator assistance, please dial:
1-888-664-6392 |
Live Webcast: |
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https://app.webinar.net/yDZVX81L5Yp |
Webcast Replay: |
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ir.coveo.com under the “News & Events”
section |
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Non-IFRS Measures and Ratios
Coveo’s unaudited condensed interim financial
statements have been prepared in accordance with IFRS as issued by
the International Accounting Standards Board. The information
presented in this press release includes non-IFRS financial
measures and ratios, namely (i) Adjusted Operating Loss; (ii)
Adjusted Gross Profit, Adjusted Product Gross Profit, and Adjusted
Professional Services Gross Profit (collectively referred to as our
“Adjusted Gross Profit Measures”); (iii) Adjusted Gross Profit (%),
Adjusted Product Gross Profit (%), and Adjusted Professional
Services Gross Profit (%) (collectively referred to as our
“Adjusted Gross Profit (%) Measures”); (iv) Adjusted Sales and
Marketing Expenses, Adjusted Research and Product Development
Expenses, and Adjusted General and Administrative Expenses
(collectively referred to as our “Adjusted Operating Expense
Measures”); (v) Adjusted Sales and Marketing Expenses (%), Adjusted
Research and Product Development Expenses (%), and Adjusted General
and Administrative Expenses (%) (collectively referred to as our
“Adjusted Operating Expense (%) Measures”); (vi) SaaS Subscription
Revenue growth at constant currency; (vii) total revenue growth at
constant currency; (viii) SaaS Subscription Revenue at constant
currency; and (ix) total revenue at constant currency
(collectively, with the measures set forth in (vi), (vii) and
(viii) of the foregoing, the “Constant Currency Measures and
Ratios”). These measures and ratios are not recognized measures
under IFRS and do not have standardized meanings prescribed by IFRS
and are therefore unlikely to be comparable to similar measures
presented by other companies. Rather, these measures and ratios are
provided as additional information to complement IFRS measures by
providing further understanding of the Company’s results of
operations from management’s perspective.
Accordingly, these measures and ratios should
not be considered in isolation nor as a substitute for analysis of
the Company’s financial information reported under IFRS. Adjusted
Operating Loss, the Adjusted Gross Profit Measures, the Adjusted
Gross Profit (%) Measures, the Adjusted Operating Expense Measures,
the Adjusted Operating Expense (%) Measures and the Constant
Currency Measures and Ratios are used to provide investors with
supplemental measures and ratios of the Company’s operating
performance and thus highlight trends in Coveo’s core business that
may not otherwise be apparent when relying solely on IFRS measures
and ratios. The Company’s management also believes that securities
analysts, investors, and other interested parties frequently use
non-IFRS measures and ratios in the evaluation of issuers. Coveo’s
management uses and intends to continue to use non-IFRS measures
and ratios in order to facilitate operating performance comparisons
from period to period, and to prepare annual operating budgets and
forecasts.
See the “Non-IFRS Measures” section of our
latest MD&A, which is available under our profile on SEDAR at
www.sedar.com for a description of these measures, other than the
Constant Currency Measures and Ratios which are defined immediately
below. Please refer to the financial tables below for a description
of such measures and a reconciliation of (i) Adjusted Operating
Loss to operating loss; (ii) Adjusted Gross Profit to gross profit;
(iii) Adjusted Product Gross Profit to product gross profit; (iv)
Adjusted Professional Services Gross Profit to professional
services gross profit; (v) Adjusted Sales and Marketing Expenses to
sales and marketing expenses; (vi) Adjusted Research and Product
Development Expenses to research and product development expenses;
(vii) Adjusted General and Administrative Expenses to general and
administrative expenses; (viii) SaaS Subscription Revenue at
constant currency to SaaS Subscription Revenue; (ix) total revenue
at constant currency to total revenue; (x) SaaS Subscription
Revenue growth at constant currency to SaaS Subscription Revenue
growth; and (xi) total revenue growth at constant currency to total
revenue growth.
Key Performance Indicators
This press release refers to “SaaS Subscription
Revenue”, “Current SaaS Subscription Remaining Performance
Obligations”, and “Net Expansion Rate”, which are operating metrics
used in Coveo’s industry. We monitor such key performance
indicators to help us evaluate our business, measure our
performance, identify trends, formulate business plans, and make
strategic decisions. These key performance indicators provide
investors with supplemental measures of our operating performance
and thus highlight trends in our core business that may not
otherwise be apparent when relying solely on IFRS measures. We also
believe that securities analysts, investors, and other interested
parties frequently use industry metrics in the evaluation of
issuers. Our key performance indicators may be calculated in a
manner different than similar key performance indicators used by
other companies.
“SaaS Subscription Revenue” means Coveo’s SaaS
subscription revenue, as presented in our financial statements in
accordance with IFRS.
“Current SaaS Subscription Remaining Performance
Obligations” is a forward-looking indicator of anticipated future
revenue under contract that has not yet been recognized as revenue
but that is expected to be recognized over the next 12 months, as
presented in our financial statements in accordance with IFRS.
“Net Expansion Rate” is calculated by
considering a cohort of customers at the end of the period 12
months prior to the end of the period selected and dividing the
SaaS Annualized Contract Value (as defined below) attributable to
that cohort at the end of the current period selected, by the SaaS
Annualized Contract Value attributable to that cohort at the
beginning of the period 12 months prior to the end of the period
selected. Expressed as a percentage, the ratio (i) excludes any
SaaS Annualized Contract Value from new customers added during the
12 months preceding the end of the period selected; (ii) includes
incremental SaaS Annualized Contract Value made to the cohort over
the 12 months preceding the end of the period selected; (iii) is
net of the SaaS Annualized Contract Value from any customers whose
subscriptions terminated or decreased over the 12 months preceding
the end of the period selected; and (iv) includes customers who
converted from self-managed (on-premise) licenses and maintenance
services to SaaS subscriptions during the 12 months preceding the
end of the period selected.
“SaaS Annualized Contract Value” means the SaaS
annualized contract value of a customer’s commitments calculated
based on the terms of that customer’s subscriptions, and represents
the committed annualized subscription amount as of the measurement
date.
Please also refer to the “Key Performance
Indicators” section of our latest MD&A, which is available
under our profile on SEDAR at www.sedar.com, for additional details
on the abovementioned key performance indicators.
Forward-Looking Information
This press release contains “forward-looking
information” and “forward-looking statements” within the meaning of
applicable securities laws, including with respect to Coveo’s
financial outlook on SaaS Subscription Revenue, Total Revenue, and
Adjusted Operating Loss for the three months ending June 30, 2023
and the year ending March 31, 2024 and expectations and timing
around achieving positive operating cash flow, the launch of the
SIB by Coveo and the terms thereof (including the maximum dollar
value of Subordinate Voting Shares the Company may purchase under
the SIB, the pricing range for the purchase of Subordinate Voting
Shares under the SIB, the timing of filing of Offer Documents, and
the timing for commencement and completion of the SIB), and Coveo’s
intention to apply to the Toronto Stock Exchange to launch an NCIB
(including the timing for application and launch thereof)
(collectively, “forward-looking information”). This forward-looking
information is identified by the use of terms and phrases such as
“may”, “would”, “should”, ”could”, “might”, “will”, “achieve”,
“occur”, “expect”, “intend”, “estimate”, “anticipate”, “plan”,
“foresee”, “believe”, “continue”, “target”, “opportunity”,
“strategy”, “scheduled”, “outlook”, “forecast”, “projection”, or
“prospect”, the negative of these terms and similar terminology,
including references to assumptions, although not all
forward-looking information contains these terms and phrases. In
addition, any statements that refer to expectations, intentions,
projections, or other characterizations of future events or
circumstances contain forward-looking information. Statements
containing forward-looking information are not historical facts but
instead represent management’s expectations, estimates, and
projections regarding future events or circumstances.
Coveo’s financial outlook on SaaS Subscription
Revenue, Total Revenue, and Adjusted Operating Loss also
constitutes “financial outlook” within the meaning of applicable
securities laws and is provided for the purposes of assisting the
reader in understanding the Company’s financial performance and
measuring progress toward management’s objectives and the reader is
cautioned that it may not be appropriate for other purposes. Please
refer to “Financial Outlook” above for more information.
Forward-looking information is necessarily based
on a number of opinions, estimates, and assumptions (including
those discussed under “Financial Outlook” above and those discussed
immediately hereunder) that we considered appropriate and
reasonable as of the date such statements are made. Although the
forward-looking information contained herein is based upon what we
believe are reasonable assumptions, actual results may vary from
the forward-looking information contained herein. Certain
assumptions made in preparing the forward-looking information
contained in herein include, without limitation (and in addition to
those discussed under “Financial Outlook” above): our ability to
capitalize on growth opportunities and implement our growth
strategy; our ability to attract new customers, both domestically
and internationally; the success of our efforts to expand our
product portfolio and market reach; our ability to maintain
successful strategic relationships with partners and other third
parties; our future capital requirements; the available liquidity
under our revolving credit facility; the accuracy of our estimates
of market opportunity, growth forecasts, and expectations and
timing around achieving positive operating cash flow; our success
in identifying and evaluating, as well as financing and
integrating, any acquisitions, partnerships, or joint ventures; our
ability to execute on our expansion plans; the significant
influence of our principal shareholders; and the future impact of
the COVID-19 pandemic. Moreover, forward-looking information is
subject to known and unknown risks, uncertainties, and other
factors, many of which are beyond our control, that may cause the
actual results, level of activity, performance, or achievements to
be materially different from those expressed or implied by such
forward-looking information, including but not limited to
macro-economic uncertainties and the risk factors described under
“Risk Factors” in the Company’s most recently filed Annual
Information Form available under our profile on SEDAR at
www.sedar.com. There can be no assurance that such forward-looking
information will prove to be accurate, as actual results and future
events could differ materially from those anticipated in such
information. Accordingly, prospective investors should not place
undue reliance on forward-looking information, which speaks only as
of the date made.
Moreover, we operate in a very competitive and
rapidly changing environment. Although we have attempted to
identify important risk factors that could cause actual results to
differ materially from those contained in forward-looking
information, there may be other risk factors not presently known to
us or that we presently believe are not material that could also
cause actual results or future events to differ materially from
those expressed in such forward-looking information.
You should not rely on this forward-looking
information, as actual outcomes and results may differ materially
from those contemplated by this forward-looking information as a
result of such risks and uncertainties. Additional information will
also be set forth in other public filings that we make available
under our profile on SEDAR at www.sedar.com from time to time. The
forward-looking information provided in this press release relates
only to events or information as of the date hereof, and are
expressly qualified in their entirety by this cautionary statement.
Except as required by law, we do not assume any obligation to
update or revise any forward-looking information, whether as a
result of new information, future events, or otherwise, after the
date on which the statements are made or to reflect the occurrence
of unanticipated events.
About Coveo Solutions Inc.
We believe AI is a competitive imperative to
deliver the delightful and relevant digital experiences people
expect, while maximizing profitability. Coveo accelerates the
application of AI platforms in enterprises, helping them
personalize and profitize every experience at scale.
The Coveo Relevance Cloud™ platform is a
market-leading AI platform that enhances search, recommendations,
personalization, and merchandising intelligence in digital
experiences across commerce, service, website, and workplace
applications. Coveo’s platform includes analytics, AI model testing
capabilities, and can easily integrate into almost any digital user
experience a large enterprise delivers. Our platform is
cloud-native SaaS, multi-tenant, API-first, and headless.
Coveo has been a pioneer in the application of
AI within the enterprise. Our Coveo Relevance Generative Answering
capability, which integrates LLM technologies with Coveo's platform
to feed generative AI with a common, secure unified index and
real-time content, helps to drive relevance at scale, consistent
factuality, secure sources of truth across all channels, and
specifically solves the key challenges found with other generative
AI platforms for the enterprise.
We help hundreds of the world’s leading brands
create tangible financial value. We believe our platform is
differentiated by its sophisticated applied AI, designed to deliver
highly relevant, bespoke digital experiences that drive superior
business outcomes. In addition, our platform’s scalability, rapid
time to value, enterprise-grade security and compliance, and native
integrations with other third-party technology applications set us
apart. We are a Salesforce Summit ISVforce Partner, an SAPⓇ
Endorsed App, and an Adobe Accelerate Exchange Partner.
Coveo is a trademark of Coveo Solutions Inc.
Stay up to date on the latest Coveo news and
content by subscribing to the Coveo blog, and following Coveo
on LinkedIn, Twitter, and YouTube.
Contact InformationPaul MoonHead of Investor
Relationsinvestors@coveo.comKiyomi HarringtonDirector, PR, Social
and Corporate Communicationskharrington@coveo.com
Consolidated Statements of Income (Loss) and
Comprehensive Income (Loss)(expressed in thousands of US
dollars, except share and per share data, audited)
|
|
|
|
|
|
Three months endedMarch 31, |
|
Year endedMarch 31, |
|
|
2023 |
|
2022 |
|
2023 |
|
2022 |
|
|
$ |
|
$ |
|
$ |
|
$ |
|
Revenue |
|
|
|
|
SaaS subscription |
27,099 |
|
23,071 |
|
102,960 |
|
77,853 |
|
Self-managed licenses and maintenance |
- |
|
333 |
|
912 |
|
2,375 |
|
Product
revenue |
27,099 |
|
23,404 |
|
103,872 |
|
80,228 |
|
Professional services |
2,011 |
|
2,105 |
|
8,130 |
|
6,260 |
|
Total
revenue |
29,110 |
|
25,509 |
|
112,002 |
|
86,488 |
|
|
|
|
|
|
Cost of
revenue |
|
|
|
|
Product |
5,118 |
|
4,878 |
|
19,573 |
|
16,093 |
|
Professional services |
1,646 |
|
1,957 |
|
7,101 |
|
5,363 |
|
Total cost of
revenue |
6,764 |
|
6,835 |
|
26,674 |
|
21,456 |
|
Gross
profit |
22,346 |
|
18,674 |
|
85,328 |
|
65,032 |
|
|
|
|
|
|
Operating
expenses |
|
|
|
|
Sales and marketing |
14,650 |
|
14,121 |
|
57,100 |
|
47,771 |
|
Research and product development |
8,225 |
|
10,653 |
|
35,025 |
|
30,099 |
|
General and administrative |
6,125 |
|
9,820 |
|
29,042 |
|
36,759 |
|
Depreciation of property and equipment |
597 |
|
692 |
|
2,548 |
|
2,677 |
|
Amortization of intangible assets |
1,117 |
|
2,369 |
|
4,454 |
|
3,467 |
|
Depreciation of right-of-use assets |
397 |
|
379 |
|
1,578 |
|
1,517 |
|
Total operating
expenses |
31,111 |
|
38,034 |
|
129,747 |
|
122,290 |
|
Operating
loss |
(8,765 |
) |
(19,360 |
) |
(44,419 |
) |
(57,258 |
) |
|
|
|
|
|
Change in redeemable preferred shares – conversion rights component
fair value |
- |
|
- |
|
- |
|
(299,428 |
) |
Net financial expenses (revenue) |
(1,709 |
) |
(59 |
) |
(4,613 |
) |
12,501 |
|
Foreign exchange loss (gain) |
302 |
|
81 |
|
(279 |
) |
362 |
|
Income (loss) before
income tax expense (recovery) |
(7,358 |
) |
(19,382 |
) |
(39,527 |
) |
229,307 |
|
Income tax expense
(recovery) |
(125 |
) |
3 |
|
205 |
|
(188,969 |
) |
Net income
(loss) |
(7,233 |
) |
(19,385 |
) |
(39,732 |
) |
418,276 |
|
|
|
|
|
|
Other comprehensive
income (loss) |
|
|
|
|
Items that may be reclassified to the consolidated statements of
income (loss): |
|
|
|
|
Foreign currency differences on translation to presentation
currency |
991 |
|
(2,251 |
) |
(16,290 |
) |
(386 |
) |
Total comprehensive
income (loss) |
(6,241 |
) |
(17,134 |
) |
(56,022 |
) |
417,890 |
|
|
|
|
|
|
Net income (loss) per
share |
|
|
|
|
Basic |
(0.07 |
) |
(0.19 |
) |
(0.38 |
) |
8.23 |
|
Diluted |
(0.07 |
) |
(0.19 |
) |
(0.38 |
) |
(0.59 |
) |
|
|
|
|
|
Weighted average
number of shares outstanding |
|
|
|
|
Basic |
105,290,956 |
|
103,591,904 |
|
104,572,190 |
|
50,811,216 |
|
Diluted |
105,290,956 |
|
103,591,904 |
|
104,572,190 |
|
100,361,285 |
|
Consolidated Statements of Income (Loss)
and Comprehensive Income (Loss) (expressed in thousands of
US dollars, audited)
The following table presents share-based
payments and related expenses recognized by the Company:
|
Three months endedMarch 31, |
Year endedMarch 31, |
|
2023 |
2022 |
2023 |
2022 |
|
$ |
$ |
$ |
$ |
Share-based payments
and related expenses |
|
|
|
|
Product cost of revenue |
123 |
282 |
697 |
512 |
Professional services cost of revenue |
98 |
262 |
564 |
468 |
Sales and marketing |
993 |
1,746 |
5,438 |
2,899 |
Research and product development |
914 |
2,692 |
5,522 |
4,229 |
General and administrative |
1,077 |
4,140 |
6,483 |
5,341 |
Share-based payments
and related expenses |
3,205 |
9,122 |
18,704 |
13,449 |
|
Reconciliation of Adjusted Operating Loss to Operating
Loss(expressed in thousands of US dollars)
|
|
|
|
Three months endedMarch 31, |
|
Year endedMarch 31, |
|
|
2023 |
|
2022 |
|
2023 |
|
2022 |
|
|
$ |
|
$ |
|
$ |
|
$ |
|
Operating
loss |
(8,765 |
) |
(19,360 |
) |
(44,419 |
) |
(57,258 |
) |
Share-based payments and related expenses (1) |
3,205 |
|
9,122 |
|
18,704 |
|
13,449 |
|
Amortization of acquired intangible assets (2) |
1,116 |
|
1,204 |
|
4,449 |
|
2,207 |
|
Acquisition-related compensation (3) |
- |
|
243 |
|
407 |
|
987 |
|
Transaction-related expenses (4) |
89 |
|
140 |
|
413 |
|
1,979 |
|
Charitable contributions |
44 |
|
64 |
|
209 |
|
10,544 |
|
Adjusted Operating
Loss |
(4,311 |
) |
(8,587 |
) |
(20,237 |
) |
(28,092 |
) |
|
(1) |
|
These expenses relate to issued stock options, restricted share
units, and other awards under share-based plans to our employees
and directors as well as related payroll taxes that are directly
attributable to the share-based payments. These costs are included
in product and professional services cost of revenue, sales and
marketing, research and product development, and general and
administrative expenses. |
|
(2) |
|
These expenses represent the amortization of intangible assets
acquired through the acquisition of Qubit Digital Ltd (“Qubit”).
These costs are included in amortization of intangible assets. |
|
(3) |
|
These expenses relate to non-recurring acquisition-related
compensation in connection with acquisitions. These costs are
included in product and professional services cost of revenue, and
sales and marketing, research and product development, and general
and administrative expenses. |
|
(4) |
|
These expenses relate to professional, legal, consulting,
accounting, advisory, and other fees relating to transactions that
would otherwise not have been incurred. These costs are included in
general and administrative expenses. |
Reconciliation of Adjusted Gross Profit
Measures and Adjusted Gross Profit (%) Measures (expressed
in thousands of US dollars)
|
|
|
|
Three months endedMarch 31, |
|
Year endedMarch 31, |
|
|
2023 |
|
2022 |
|
2023 |
|
2022 |
|
|
$ |
|
$ |
|
$ |
|
$ |
|
Total
revenue |
29,110 |
|
25,509 |
|
112,002 |
|
86,488 |
|
Gross
profit |
22,346 |
|
18,674 |
|
85,328 |
|
65,032 |
|
Gross profit (%) |
77 |
% |
73 |
% |
76 |
% |
75 |
% |
Add: Share-based payments and
related expenses |
221 |
|
544 |
|
1,261 |
|
980 |
|
Add: Acquisition-related
compensation |
- |
|
84 |
|
172 |
|
247 |
|
Adjusted Gross
Profit |
22,567 |
|
19,302 |
|
86,761 |
|
66,259 |
|
Adjusted Gross Profit (%) |
78 |
% |
76 |
% |
77 |
% |
77 |
% |
|
|
|
|
|
Product
revenue |
27,099 |
|
23,404 |
|
103,872 |
|
80,228 |
|
Product cost of
revenue |
5,118 |
|
4,878 |
|
19,573 |
|
16,093 |
|
Product gross
profit |
21,981 |
|
18,526 |
|
84,299 |
|
64,135 |
|
Product gross profit (%) |
81 |
% |
79 |
% |
81 |
% |
80 |
% |
Add: Share-based payments and
related expenses |
123 |
|
282 |
|
697 |
|
512 |
|
Add: Acquisition-related
compensation |
- |
|
57 |
|
134 |
|
94 |
|
Adjusted Product Gross
Profit |
22,104 |
|
18,865 |
|
85,130 |
|
64,741 |
|
Adjusted Product Gross Profit
(%) |
82 |
% |
81 |
% |
82 |
% |
81 |
% |
|
|
|
|
|
Professional services
revenue |
2,011 |
|
2,105 |
|
8,130 |
|
6,260 |
|
Professional services
cost of revenue |
1,646 |
|
1,957 |
|
7,101 |
|
5,363 |
|
Professional services
gross profit |
365 |
|
148 |
|
1,029 |
|
897 |
|
Professional services gross
profit (%) |
18 |
% |
7 |
% |
13 |
% |
14 |
% |
Add: Share-based payments and
related expenses |
98 |
|
262 |
|
564 |
|
468 |
|
Add: Acquisition-related
compensation |
- |
|
27 |
|
38 |
|
153 |
|
Adjusted Professional
Services Gross Profit |
463 |
|
437 |
|
1,631 |
|
1,518 |
|
Adjusted Professional Services
Gross Profit (%) |
23 |
% |
21 |
% |
20 |
% |
24 |
% |
|
Reconciliation of Adjusted Operating Expense Measures
and Adjusted Operating Expense (%) Measures (expressed in
thousands of US dollars)
|
|
|
|
|
|
Three months endedMarch 31, |
|
Year endedMarch 31, |
|
|
2023 |
|
2022 |
|
2023 |
|
2022 |
|
|
$ |
|
$ |
|
$ |
|
$ |
|
Sales and marketing
expenses |
14,650 |
|
14,121 |
|
57,100 |
|
47,771 |
|
Sales and marketing expenses
(%) |
50 |
% |
55 |
% |
51 |
% |
55 |
% |
Less: Share-based payments and
related expenses |
993 |
|
1,746 |
|
5,438 |
|
2,899 |
|
Less: Acquisition-related
compensation |
- |
|
51 |
|
77 |
|
118 |
|
Adjusted Sales and
Marketing Expenses |
13,657 |
|
12,324 |
|
51,585 |
|
44,754 |
|
Adjusted Sales and Marketing
Expenses (%) |
47 |
% |
48 |
% |
46 |
% |
52 |
% |
|
|
|
|
|
Research and product
development expenses |
8,225 |
|
10,653 |
|
35,025 |
|
30,099 |
|
Research and product
development expenses (%) |
28 |
% |
42 |
% |
31 |
% |
35 |
% |
Less: Share-based payments and
related expenses |
914 |
|
2,692 |
|
5,522 |
|
4,229 |
|
Less: Acquisition-related
compensation |
- |
|
99 |
|
143 |
|
604 |
|
Adjusted Research and
Product Development Expenses |
7,311 |
|
7,862 |
|
29,360 |
|
25,266 |
|
Adjusted Research and Product
Development Expenses (%) |
25 |
% |
31 |
% |
26 |
% |
29 |
% |
|
|
|
|
|
General and
administrative expenses |
6,125 |
|
9,820 |
|
29,042 |
|
36,759 |
|
General and administrative
expenses (%) |
21 |
% |
38 |
% |
26 |
% |
43 |
% |
Less: Share-based payments and
related expenses |
1,077 |
|
4,140 |
|
6,483 |
|
5,341 |
|
Less: Acquisition-related
compensation |
- |
|
9 |
|
15 |
|
18 |
|
Less: Transaction-related
expenses |
89 |
|
140 |
|
413 |
|
1,979 |
|
Less: Charitable
contributions |
44 |
|
64 |
|
209 |
|
10,544 |
|
Adjusted General and
Administrative Expenses |
4,915 |
|
5,467 |
|
21,922 |
|
18,877 |
|
Adjusted General and
Administrative Expenses (%) |
17 |
% |
21 |
% |
20 |
% |
22 |
% |
|
Reconciliation of Constant Currency Measures and
Ratios (expressed in thousands of US dollars)
|
|
|
|
|
|
Three months endedMarch 31,
2023 |
|
Year endedMarch 31, 2023 |
|
|
SaaS Subscription
Revenue |
|
Total revenue |
|
SaaS Subscription
Revenue |
|
Total revenue |
|
|
$ |
|
$ |
|
$ |
|
$ |
|
SaaS Subscription Revenue and
total revenue, as reported |
27,099 |
|
29,110 |
|
102,960 |
|
112,002 |
|
Foreign exchange impact on
revenue |
364 |
|
395 |
|
1,955 |
|
2,151 |
|
SaaS Subscription
Revenue and total revenue at constant currency |
27,463 |
|
29,505 |
|
104,915 |
|
114,153 |
|
|
|
|
|
|
Revenue growth |
17 |
% |
14 |
% |
32 |
% |
30 |
% |
Revenue growth at constant
currency |
19 |
% |
16 |
% |
35 |
% |
32 |
% |
|
|
|
|
|
|
|
|
|
In this table, SaaS Subscription Revenue and
total revenue in currencies other than US dollars are converted
into US dollars using the exchange rates from the prior period
rather than the actual exchange rates in effect during the current
period.
“SaaS Subscription Revenue at constant currency”
means SaaS Subscription Revenue of the Company as presented in our
financial statements in accordance with IFRS, adjusted for the
impact of foreign currency exchange fluctuations. SaaS Subscription
Revenue in currencies other than US dollars is converted into US
dollars using the exchange rates from the prior period rather than
the actual exchange rates in effect during the current period.
“SaaS Subscription Revenue growth at constant
currency” means the year-over-year change in SaaS Subscription
Revenue at constant currency divided by the reported SaaS
Subscription Revenue in the prior period.
“Total revenue at constant currency” means total
revenue of the Company as presented in our financial statements in
accordance with IFRS, adjusted for the impact of foreign currency
exchange fluctuations. Total revenue in currencies other than US
dollars is converted into US dollars using the exchange rates from
the prior period rather than the actual exchange rates in effect
during the current period.
“Total revenue growth at constant currency”
means the year-over-year change in total revenue at constant
currency divided by the reported total revenue in the prior
period.
We believe the Constant Currency Measures and
Ratios provide helpful supplemental indicators on comparable SaaS
Subscription Revenue and total revenue growth by removing the
effect of changes in foreign currency exchange rates year-over-year
to aid investors better understand our performance.
Consolidated Statements of Financial
Position (expressed in thousands of US dollars,
audited)
|
|
|
|
|
|
As of March 31,2023 |
|
As of March 31,2022 |
|
|
$ |
|
$ |
|
Assets |
|
|
Current assets |
|
|
Cash and cash equivalents |
198,452 |
|
223,072 |
|
Trade and other receivables |
24,233 |
|
25,476 |
|
Refundable tax credits |
7,142 |
|
10,443 |
|
Prepaid expenses |
8,707 |
|
5,861 |
|
|
238,534 |
|
264,852 |
|
Non-current assets |
|
|
Contract acquisition costs |
11,148 |
|
10,858 |
|
Property and equipment |
6,846 |
|
8,704 |
|
Intangible assets |
15,107 |
|
20,605 |
|
Right-of-use assets |
7,645 |
|
9,255 |
|
Deferred tax assets |
3,896 |
|
4,616 |
|
Goodwill |
25,642 |
|
26,610 |
|
Total
assets |
308,818 |
|
345,500 |
|
|
|
|
Liabilities |
|
|
Current liabilities |
|
|
Trade payable and accrued liabilities |
21,435 |
|
22,910 |
|
Current portion of deferred revenue |
55,260 |
|
49,879 |
|
Current portion of lease obligations |
1,929 |
|
1,916 |
|
|
78,464 |
|
74,705 |
|
Non-current liabilities |
|
|
Deferred revenue |
- |
|
513 |
|
Lease obligations |
8,940 |
|
11,169 |
|
Deferred tax liabilities |
2,721 |
|
3,677 |
|
Total liabilities |
90,285 |
|
90,064 |
|
Shareholders' equity |
|
|
Share capital |
868,409 |
|
859,944 |
|
Contributed surplus |
25,949 |
|
15,295 |
|
Deficit |
(631,988 |
) |
(592,256 |
) |
Accumulated other comprehensive loss |
(43,837 |
) |
(27,547 |
) |
Total shareholders' equity |
218,533 |
|
255,436 |
|
Total liabilities and
shareholders' equity |
308,818 |
|
345,500 |
|
|
Consolidated Statements of Cash Flows
(expressed in thousands of US dollars, audited)
|
|
|
|
Year ended March 31, |
|
|
2023 |
|
2022 |
|
|
$ |
|
$ |
|
Cash flows used in
operating activities |
|
|
Net income (loss) |
(39,732 |
) |
418,276 |
|
Items not affecting cash |
|
|
Amortization of contract acquisition costs |
4,428 |
|
3,839 |
|
Depreciation of property and equipment |
2,548 |
|
2,677 |
|
Amortization of intangible assets |
4,454 |
|
3,467 |
|
Depreciation of right-of-use assets |
1,578 |
|
1,517 |
|
Interest accretion |
- |
|
11,906 |
|
Change in redeemable preferred shares – conversion
rights component fair value |
- |
|
(299,428 |
) |
Donation of share capital |
- |
|
10,379 |
|
Share-based payments |
19,022 |
|
10,261 |
|
Change in fair value of short-term investments |
- |
|
103 |
|
Interest on lease obligations |
630 |
|
722 |
|
Variation of deferred tax assets and liabilities |
(2 |
) |
(189,211 |
) |
Unrealized foreign exchange loss (gain) |
(422 |
) |
293 |
|
|
|
|
Changes in non-cash working capital items |
1,239 |
|
(10,225 |
) |
|
(6,257 |
) |
(35,424 |
) |
|
|
|
Cash flows from (used
in) investing activities |
|
|
Business combination, net of cash acquired |
(675 |
) |
(37,591 |
) |
Proceeds from disposal of short-term investments |
- |
|
76,351 |
|
Additions to property and equipment |
(1,585 |
) |
(1,385 |
) |
Additions to intangible assets |
(5 |
) |
(757 |
) |
|
(2,265 |
) |
36,618 |
|
|
|
|
Cash flows from (used
in) financing activities |
|
|
Share capital issued |
- |
|
195,920 |
|
Share capital issuance costs |
- |
|
(16,299 |
) |
Consideration to a shareholder |
- |
|
(14,758 |
) |
Proceeds from exercise of stock options |
1,740 |
|
848 |
|
Tax withholding for net share settlement |
(1,643 |
) |
- |
|
Payments on lease obligations |
(2,525 |
) |
(2,309 |
) |
|
(2,428 |
) |
163,402 |
|
|
|
|
Effect of foreign exchange
rate changes on cash and cash equivalents |
(13,670 |
) |
3,077 |
|
|
|
|
Increase (decrease) in
cash and cash equivalents during the year |
(24,620 |
) |
167,673 |
|
|
|
|
Cash and cash equivalents –
beginning of year |
223,072 |
|
55,399 |
|
|
|
|
Cash and cash
equivalents – end of year |
198,452 |
|
223,072 |
|
Cash |
22,036 |
|
40,103 |
|
Cash equivalents |
176,416 |
|
182,969 |
|
Coveo Solutions (TSX:CVO)
과거 데이터 주식 차트
부터 4월(4) 2024 으로 5월(5) 2024
Coveo Solutions (TSX:CVO)
과거 데이터 주식 차트
부터 5월(5) 2023 으로 5월(5) 2024