Yandex, N.V. (NASDAQ:YNDX)

As of February 28, 2022, Yandex had USD- and euro-denominated cash balances of approximately $615 million (of which a USD-equivalent of approximately $370 million is located outside of Russia) and approximately RUB 47 billion of ruble cash and cash equivalents as of February 28, 2022. We do not currently expect the blocking of certain financial institutions in Russia from the SWIFT system to affect our day-to-day operations. Any prolonged economic downturn in Russia as a result of sanctions, depreciation of the ruble or negative consumer sentiment could have a material adverse effect on our results.

We are aware of press speculation regarding the possibility that the Russian government would take steps to effect changes of control of companies or assets in Russia in response to the sanctions that have been imposed. Although we are not aware of any plans in this regard, the majority of our operations and assets are located in Russia and therefore any such action would have a material adverse impact on the value of the Yandex group as a whole. Our parent company is registered in the Netherlands and has a number of direct and indirect subsidiaries located in countries outside of Russia. Our parent company and its direct and indirect foreign subsidiaries currently hold a USD-equivalent of approximately $370 million in cash as well as other assets and operations outside of Russia. See also the section headed “Risk Factors” in our Annual Report on Form 20-F, filed with the Securities and Exchange Commission on April 1, 2021, including in particular “Risks Related to the Current Global Political, Regulatory and Economic Environment” and “Risks Related to Our Governance Structure.”

On Monday, February 28, 2022, the Central Bank of Russia announced that the Moscow Stock Exchange would be closed at least through Friday, March 4, 2022. Also on February 28, Nasdaq and the New York Stock Exchange imposed as suspension of trading in securities of a number of companies with material operations in Russia, including Yandex, which currently remains in place. Under the terms of our 0.75% Convertible Notes due 2025, in the event of a suspension of trading of our Class A shares on Nasdaq of more than five trading days, the holders of those Notes would have the right to require us to redeem their Notes at par plus accrued interest. The current principal amount outstanding is $1.25 billion. In the event that such redemption right was triggered, we would be required to issue a notice within five calendar days informing the holders of the Notes of their redemption rights. The Yandex group as a whole does not currently have sufficient resources to redeem the Notes in full. In the event that we were prevented from distributing additional funds from our Russian subsidiaries to our Dutch parent company, Yandex would not have sufficient resources to redeem a majority of the Notes. Even if we are able to satisfy our redemption obligations under the Notes in full, if we are not able to secure additional financing, a requirement to redeem a material portion of the Notes would have a material adverse effect on our short-term financial position and liquidity and may affect our ability to meet our other obligations. We are currently conducting contingency planning to determine what steps we would take in this regard and what other sources of financing would be available to us, in the event that this redemption right is triggered.

all things Russian being towed to the junk yard (including Russian tanks that ran out of fuel)