Company Quick10K Filing
MakeMyTrip
20-F 2019-03-31 Filed 2019-07-23
20-F 2018-03-31 Filed 2018-06-20
20-F 2017-03-31 Filed 2017-07-18
20-F 2016-03-31 Filed 2016-06-14
20-F 2015-03-31 Filed 2015-06-09
20-F 2014-03-31 Filed 2014-06-06
20-F 2013-03-31 Filed 2013-06-13
20-F 2012-03-31 Filed 2012-06-25
20-F 2011-03-31 Filed 2011-09-02

MMYT 20F Annual Report

Item 17 ☐ Item 18 ☐
Part I
Item 1. Identity of Directors, Senior Management and Advisers
Item 2. Offer Statistics and Expected Timetable
Item 3. Key Information
Item 4. Information on The Company
Item 4A. Unresolved Staff Comments
Item 5. Operating and Financial Review and Prospects
Item 6. Directors, Senior Management and Employees
Item 7. Major Shareholders and Related Party Transactions
Item 8. Financial Information
Item 9. The Offer and Listing
Item 10. Additional Information
Item 11. Quantitative and Qualitative Disclosures About Market Risk
Item 12. Description of Securities Other Than Equity Securities
Part II
Item 13. Defaults, Dividend Arrearages and Delinquencies
Item 14. Material Modifications To The Rights of Security Holders and Use of Proceeds
Item 15. Controls and Procedures
Item 16A. Audit Committee Financial Expert
Item 16B. Code of Ethics
Item 16C. Principal Accountant Fees and Services
Item 16D. Exemptions From The Listing Standards for Audit Committees
Item 16E. Purchases of Equity Securities By The Issuer and Affiliated Purchasers
Item 16F. Change in Registrant's Certifying Accountant
Item 16G. Corporate Governance
Item 16H. Mine Safety Disclosure
Part III
Item 17. Financial Statements
Item 18. Financial Statements
Item 19. Exhibits
EX-4.22 mmyt-ex422_1941.htm
EX-4.23 mmyt-ex423_1971.htm
EX-4.24 mmyt-ex424_1972.htm
EX-8.1 mmyt-ex81_20.htm
EX-12.1 mmyt-ex121_11.htm
EX-12.2 mmyt-ex122_16.htm
EX-13.1 mmyt-ex131_15.htm
EX-13.2 mmyt-ex132_14.htm
EX-15.1 mmyt-ex151_7.htm

MakeMyTrip Earnings 2019-03-31

Balance SheetIncome StatementCash Flow

20-F 1 mmyt-20f_20190331.htm 20-F mmyt-20f_20190331.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 20-F

 

(Mark One)

REGISTRATION STATEMENT PURSUANT TO SECTION 12(B) OR (G) OF THE SECURITIES EXCHANGE ACT OF 1934

or

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended March 31, 2019

or

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from             to             

or

SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of event requiring this shell company report

Commission file number 001-34837

 

MakeMyTrip Limited

(Exact Name of Registrant as specified in its charter)

 

 

Not Applicable

 

Mauritius

(Translation of Registrant’s Name Into English)

 

(Jurisdiction of Incorporation or Organization)

 

19th Floor, Building No. 5

DLF Cyber City

Gurugram, India, 122002

(Address of Principal Executive Offices)

Mohit Kabra

Group Chief Financial Officer

19th Floor, Building No. 5

DLF Cyber City

Gurugram, India, 122002

(91-124) 439-5000

groupcfo@go-mmt.com

(Name, Telephone, E-mail and/or facsimile number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act.

 

Ordinary Shares, par value $0.0005 per share

MMYT

Nasdaq Global Market

(Title of Class)

(Trading Symbol)

(Name of Exchange On Which Registered)

 

Securities registered or to be registered pursuant to Section 12(g) of the Act.

None

(Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act.

None

(Title of Class)

 

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the Annual Report.

 

Class

Number of Shares Outstanding as of March 31, 2019

Ordinary shares, $0.0005 par value per share (“ordinary shares”)

60,303,844 shares outstanding

Class B convertible ordinary shares, par value $0.0005 per share (“Class B Shares”)

42,638,206 shares outstanding

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes              No  

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

Yes              No  

Note — Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those Sections.

 


 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes              No  

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes              No  

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer  

Accelerated filer  

Non-accelerated filer  

 

 

Emerging growth company  

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act.  

† The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

 

US GAAP  

International Financial Reporting Standards as issued

Other  

 

by the International Accounting Standards Board  

 

If “Other” has been checked in the previous question, indicate by check mark which financial statement item the registrant has elected to follow.

Item 17              Item 18  

If this is an Annual Report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934).

Yes              No  

(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS)

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court:

Yes              No  

 

 

 

 

 


 

  TABLE OF CONTENTS

 

 

PAGE  

PART I

 

 

 

ITEM  1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

6

 

 

ITEM  2. OFFER STATISTICS AND EXPECTED TIMETABLE

6

 

 

ITEM 3. KEY INFORMATION

6

 

 

ITEM 4. INFORMATION ON THE COMPANY

35

 

 

ITEM 4A. UNRESOLVED STAFF COMMENTS

59

 

 

ITEM  5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS

60

 

 

ITEM  6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

94

 

 

ITEM  7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

107

 

 

ITEM 8. FINANCIAL INFORMATION

112

 

 

ITEM 9. THE OFFER AND LISTING

121

 

 

ITEM 10. ADDITIONAL INFORMATION

121

 

 

ITEM  11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

146

 

 

ITEM  12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

147

 

 

PART II

 

 

 

ITEM  13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

148

 

 

ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS

148

 

 

ITEM 15. CONTROLS AND PROCEDURES

148

 

 

ITEM  16A. AUDIT COMMITTEE FINANCIAL EXPERT

150

 

 

ITEM 16B. CODE OF ETHICS

150

 

 

ITEM  16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES

151

 

 

ITEM  16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES

151

 

 

ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

151

 

 

ITEM  16F. CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT

152

 

 

ITEM 16G. CORPORATE GOVERNANCE

152

 

 

ITEM 16H. MINE SAFETY DISCLOSURE

152

 

 

PART III

 

 

 

ITEM 17. FINANCIAL STATEMENTS

153

 

 

ITEM 18. FINANCIAL STATEMENTS

153

 

 

ITEM 19. EXHIBITS

153

 

 

SIGNATURES

154

 

 

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

F-1

 

 

 

 

 

 

 


 

CONVENTIONS USED IN THIS ANNUAL REPORT

In this Annual Report, we refer to information regarding the travel service industry and our competitors from market research reports, analyst reports and other publicly available sources. We also refer to data from the United States Central Intelligence Agency World Factbook (the “CIA World Factbook”), the Directorate General of Civil Aviation, the Indian governmental regulatory body for civil aviation (“DGCA”), SimilarWeb, App Annie and the McKinsey Global Institute (“McKinsey”).

We conduct our business principally through our Indian subsidiaries, MakeMyTrip (India) Private Limited (“MMT India”), and Ibibo Group Private Limited (“ibibo India”), a wholly-owned subsidiary of Ibibo Group Holdings (Singapore) Pte. Ltd. (together with its subsidiaries, including ibibo India, the “ibibo Group”), which we acquired from MIH Internet SEA Pte. Ltd. (“MIH Internet”), on January 31, 2017. Our other principal operating subsidiaries include ITC Bangkok Co., Ltd., Thailand, the main operating entity of the group of companies known as the ITC Group; Luxury Tours & Travel Pte Ltd, Singapore (“Luxury Tours”); Luxury Tours (Malaysia) Sdn. Bhd. (“Luxury Tours (Malaysia)”); MakeMyTrip Inc. (“MMT USA”); Bitla Software Private Limited (“Bitla”); and Quest2Travel.com India Private Limited (“Quest2Travel”) acquired on April 30, 2019. In this Annual Report, unless otherwise stated or unless the context otherwise requires, references to “we,” “us,” “our,” “our company” or “our group” are to MakeMyTrip Limited and its subsidiaries collectively, and references to “our holding company” are to MakeMyTrip Limited on a standalone basis.

In this Annual Report, references to “US,” the “United States” or “USA” are to the United States of America, its territories and its possessions, references to “India” are to the Republic of India, references to “Colombia” are to the Republic of Colombia, references to “Indonesia” are to the Republic of Indonesia, references to “Mauritius” are to the Republic of Mauritius, references to “the Netherlands” are to the Kingdom of the Netherlands, references to “Peru” are to the Republic of Peru, references to “Singapore” are to the Republic of Singapore, references to “Malaysia” are to the Federation of Malaysia and references to “Thailand” are to the Kingdom of Thailand. References to “$,” “dollars” or “US dollars” are to the legal currency of the United States and references to “Rs.,” “Rupees” or “Indian Rupees” are to the legal currency of India. In this Annual Report, references to “customers” are to our end customers or travelers and references to “suppliers” are to our travel suppliers.

Solely for the convenience of the reader, this Annual Report contains translations of certain Indian Rupee amounts into US dollars at specified rates. Except as otherwise stated in this Annual Report, all translations from Indian Rupees to US dollars are based on the noon buying rate of Rs. 69.16 per $1.00 in the City of New York for cable transfers of Indian Rupees, as certified for customs purposes by the Federal Reserve Bank of New York on March 31, 2019. No representation is made that the Indian Rupee amounts referred to in this Annual Report could have been or could be converted into US dollars at such rates or any other rates. Any discrepancies in any table between totals and sums of the amounts listed are due to rounding.

Unless otherwise indicated, the consolidated statement of profit or loss and other comprehensive income (loss) and related notes for fiscal years 2017, 2018 and 2019 and consolidated statement of financial position as of March 31, 2018 and 2019 included elsewhere in this Annual Report have been prepared in accordance with International Financial Reporting Standards, (“IFRS”), as issued by the International Accounting Standards Board, (“IASB”). References to a particular “fiscal year” are to our fiscal year ended March 31 of that year. Our fiscal quarters end on June 30, September 30, December 31 and March 31. References to a year other than a “fiscal” year are to the calendar year ended December 31. Our financial and operating results for fiscal year 2017 include the financial and operating results of the ibibo Group for the two months ended March 31, 2017 following the completion of our acquisition of the ibibo Group on January 31, 2017 and for the full year in fiscal year 2018 and 2019.

2


 

CERTAIN NON-IFRS MEASURES

We also refer in various places within this Annual Report to “Adjusted Operating Profit (Loss),” “Adjusted Net Profit (Loss),” “Adjusted Revenue,” “Adjusted Diluted Earnings (Loss) per Share” and “Adjusted Revenue Margins” which are non-IFRS measures.

For a description of the components and calculation of “Adjusted Operating Profit (Loss),” Adjusted Net Profit (Loss),” and “Adjusted Diluted Earnings (Loss) per Share” and a reconciliation of these non-IFRS measures to the most directly comparable IFRS measures, see “Item 5. Operating and Financial Review and Prospects — Certain Non-IFRS Measures” elsewhere in this Annual Report. We believe that our current calculations of Adjusted Operating Profit (Loss), Adjusted Net Profit (Loss) and Adjusted Diluted Earnings (Loss) per Share represent a balanced approach to adjusting for the impact of certain discrete, unusual or non-cash items and other items such as promotion expenses in the nature of customer discounts, customer inducement/acquisition costs and loyalty program costs which are useful in measuring our results and provide investors and analysts a representation of our operating results.

Change in Non-IFRS Financial Measure: In the first quarter of fiscal year 2019 (i.e. the quarter ended June 30, 2018), we changed the non-IFRS financial measure “Revenue less Service costs” to “Adjusted Revenue”. We evaluate our financial performance based on Adjusted Revenue which was previously based on Revenue less Service Cost. Revenue less Service Cost was calculated as revenue as per IFRS to which certain promotion expenses recorded as a reduction of revenue are added back, and cost for the acquisition of relevant services and products for sale to customers are deducted. Adjusted Revenue represents IFRS revenue after adding back promotion expenses in the nature of customer discounts, customer inducement/acquisition costs and loyalty program costs which are reported as a reduction of revenue, and deducting the cost of acquisition of services primarily relating to sales to customers where the company acts as the principal, as we believe that Adjusted Revenue reflects the value addition of the travel services that we provides to our customers. The impact of this change on the comparative numbers for the previous years is not material and accordingly, the Adjusted Revenue and Adjusted Revenue Margin information for the years ended March 31, 2015, 2016, 2017 and 2018 represent previously reported Revenue less Service costs and Net Revenue Margin information for such years and have not been adjusted. The presentation of this non-IFRS information is not meant to be considered in isolation or as a substitute for our consolidated financial results prepared in accordance with IFRS as issued by the IASB. Our Adjusted Revenue may not be comparable to similarly titled measures reported by other companies due to potential differences in the method of calculation.

Our Consolidated Statement of Profit or Loss and Other Comprehensive Income (Loss) reports promotion expenses as a reduction of revenue in the respective revenue lines. Our revenues are recognized on a “net” basis when we are acting as an agent, and on a “gross” basis when we are the “Principal.” See “Item 5. Operating and Financial Review and Prospects — Our Revenue, Service Cost and Other Revenue and Expenses — Revenue.” Income from packages, including income on airline tickets sold to customers as a part of tours and packages is accounted for on a gross basis as the Company controls the services before they are transferred to travelers. Revenue from the packages business which is accounted for on a “gross” basis represents the total amount paid by customers for these travel services and products, while our cost of procuring the relevant services and products for sale to our customers in this business is classified as service cost. We believe that Adjusted Revenue reflects the value addition of the travel services that we provide to customers in our packages business where we are the principal and is similar to the revenue on a “net” basis for our air ticketing, hotels, and bus ticketing business where we act as an agent.

We believe that our current calculations of Adjusted Operating Profit (Loss), Adjusted Net Profit (Loss), Adjusted Revenue, Adjusted Revenue Margin and Adjusted Diluted Earnings (Loss) per Share represent a balanced approach to adjusting for the impact of certain discrete, unusual or non-cash items and other items such as promotion expenses in the nature of customer discounts, customer inducement/acquisition costs and loyalty program costs which are useful in measuring our results and provide investors and analysts a representation of our operating results. We believe that investors and analysts in our industry use these non-IFRS measures to compare our company and our performance to that of our global peers.

3


 

The IFRS measures most directly comparable to “Adjusted Operating Profit (Loss),” “Adjusted Net Profit (Loss)” and “Adjusted Diluted Earnings (Loss) per Share” are results from operating activities, profit (loss) for the year and diluted earnings (loss) per share, respectively. Each item is more fully explained in “Item 5. Operating and Financial Review and Prospects.” We believe that adjustments to these IFRS measures provide investors and a analysts representation of our operating results. A limitation of using Adjusted Operating Profit (Loss), Adjusted Net Profit (Loss) and Adjusted Diluted Earnings (Loss) per Share instead of operating profit (loss), net profit (loss) and diluted earnings (loss) per share calculated in accordance with IFRS as issued by the IASB is that these non-IFRS financial measures exclude a recurring cost, namely share-based compensation. Management compensates for this limitation by providing specific information on the IFRS amounts excluded from Adjusted Operating Profit (Loss), Adjusted Net Profit (Loss) and Adjusted Diluted Earnings (Loss) per Share. The presentation of these non-IFRS measures is not meant to be considered in isolation or as a substitute for our consolidated financial results prepared in accordance with IFRS as issued by the IASB. For further information and a reconciliation of these non-IFRS measures to the most directly comparable IFRS measures, see “Item 5. Operating and Financial Review and Prospects — Certain Non-IFRS Measures” elsewhere in this Annual Report.

4


 

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Annual Report contains forward-looking statements that relate to our current expectations and views of future events. These forward-looking statements are contained principally in the sections entitled “Item 3. Key Information,” “Item 4. Information on the Company” and “Item 5. Operating and Financial Review and Prospects.” These statements relate to events that involve known and unknown risks, uncertainties and other factors, including those listed under “Item 3. Key Information — D. Risk Factors,” which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements.

In some cases, these forward-looking statements can be identified by words or phrases such as “may,” “will,” “expect,” “anticipate,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to” or other similar expressions.

These forward-looking statements are subject to risks, uncertainties and assumptions, some of which are beyond our control. In addition, these forward-looking statements reflect our current views with respect to future events and are not a guarantee of future performance. Actual outcomes may differ materially from the information contained in the forward-looking statements as a result of a number of factors, including, without limitation, the risk factors set forth in “Item 3. Key Information — D. Risk Factors,” and the following:

 

our ability to maintain and expand our supplier relationships;

 

our reliance on technology;

 

our ability to expand our business, implement our strategy and effectively manage our growth;

 

our ability to successfully implement our growth strategy;

 

our ability to attract, train and retain executives and other qualified employees;

 

increasing competition in the Indian travel industry;

 

risks associated with online commerce security; and

 

political and economic stability in and around India, Thailand, and other key travel destinations in Asia, Europe and Latin America.

The forward-looking statements made in this Annual Report relate only to events or information as of the date on which the statements are made in this Annual Report. Our actual results, performance, or achievement may differ materially from those expressed in, or implied by, these forward-looking statements. Accordingly, we can give no assurances that any of the events anticipated by these forward-looking statements will transpire or occur or, if any of the foregoing factors or other risks and uncertainties described elsewhere in this Annual Report were to occur, what impact they would have on these forward-looking statements, including our results of operations or financial condition. In view of these uncertainties, you are cautioned not to place undue reliance on these forward-looking statements.

Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, 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.

 

5


 

PART I

ITEM 1.

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

Not applicable.

ITEM 2.

OFFER STATISTICS AND EXPECTED TIMETABLE

Not applicable.

ITEM 3.

KEY INFORMATION

A. Selected Consolidated Financial Data

The following selected consolidated statement of profit or loss and other comprehensive income (loss) data for fiscal years 2017, 2018 and 2019 and the selected consolidated statement of financial position data as of March 31, 2018 and 2019 have been derived from our audited consolidated financial statements included elsewhere in this Annual Report. Our financial and operating results for fiscal year 2017 include the financial and operating results of the ibibo Group for the two months ended March 31, 2017 following the completion of our acquisition of the ibibo Group on January 31, 2017, and for the full year in fiscal years 2018 and 2019.

6


 

The selected consolidated statement of profit or loss and other comprehensive income (loss) data for fiscal years 2015 and 2016 and the selected consolidated statement of financial position data as of March 31, 2015, 2016 and 2017 have been derived from our audited consolidated financial statements not included in this Annual Report. The financial data set forth below should be read in conjunction with, and is qualified by reference to, “Item 5. Operating and Financial Review and Prospects” and the consolidated financial statements and notes thereto included elsewhere in this Annual Report. Our consolidated financial statements are prepared and presented in accordance with IFRS as issued by the IASB. Our historical results do not necessarily indicate results expected for any future period.

 

 

 

Fiscal Year Ended March 31,

 

 

 

2015

 

 

2016

 

 

2017

 

 

2018

 

 

2019

 

 

 

(in thousands, except per share data and share count)

 

Consolidated Statement of Profit or

   Loss and Other Comprehensive

   Income (Loss) Data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Air ticketing

 

$

74,325

 

 

$

78,172

 

 

$

118,514

 

 

$

167,391

 

 

$

166,714

 

Hotels and packages

 

 

220,512

 

 

 

251,713

 

 

 

314,254

 

 

 

439,963

 

 

 

237,524

 

Bus ticketing(1)

 

 

637

 

 

 

696

 

 

 

5,615

 

 

 

50,932

 

 

 

53,745

 

Other revenue

 

 

4,188

 

 

 

5,473

 

 

 

9,233

 

 

 

16,970

 

 

 

28,028

 

Total revenue

 

 

299,662

 

 

 

336,054

 

 

 

447,616

 

 

 

675,256

 

 

 

486,011

 

Other income

 

 

853

 

 

 

1,014

 

 

 

363

 

 

 

435

 

 

 

220

 

Service cost:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Procurement cost of hotels and

   packages services

 

 

(157,897

)

 

 

(165,264

)

 

 

(173,919

)

 

 

(169,347

)

 

 

(160,824

)

Other cost of providing services

 

 

(2,816

)

 

 

(1,770

)

 

 

 

 

 

(6,530

)

 

 

(12,588

)

Personnel expenses

 

 

(44,318

)

 

 

(49,018

)

 

 

(73,736

)

 

 

(114,157

)

 

 

(113,567

)

Marketing and sales promotion

   expenses

 

 

(42,724

)

 

 

(108,966

)

 

 

(224,424

)

 

 

(451,818

)

 

 

(192,080

)

Other operating expenses

 

 

(59,345

)

 

 

(67,954

)

 

 

(81,585

)

 

 

(120,566

)

 

 

(133,295

)

Depreciation, amortization

   and impairment

 

 

(7,955

)

 

 

(10,923

)

 

 

(29,702

)

 

 

(32,712

)

 

 

(26,817

)

Results from operating activities

 

 

(14,540

)

 

 

(66,827

)

 

 

(135,387

)

 

 

(219,439

)

 

 

(152,940

)

Net finance income (costs)

 

 

(3,544

)

 

 

(18,741

)

 

 

26,979

 

 

 

1,288

 

 

 

(4,870

)

Impairment in respect of an equity-

   accounted investee

 

 

 

 

 

(959

)

 

 

 

 

 

 

 

 

(9,926

)

Share of loss of equity-accounted

   investees

 

 

(139

)

 

 

(1,860

)

 

 

(1,702

)

 

 

(1,998

)

 

 

(887

)

Loss before tax

 

 

(18,223

)

 

 

(88,387

)

 

 

(110,110

)

 

 

(220,149

)

 

 

(168,623

)

Income tax benefit (expense)

 

 

(135

)

 

 

(155

)

 

 

(193

)

 

 

(91

)

 

 

740

 

Loss for the year

 

$

(18,358

)

 

$

(88,542

)

 

$

(110,303

)

 

$

(220,240

)

 

$

(167,883

)

Loss per share (including Class B

   Shares):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.44

)

 

$

(2.12

)

 

$

(2.09

)

 

$

(2.18

)

 

$

(1.61

)

Diluted

 

$

(0.44

)

 

$

(2.12

)

 

$

(2.09

)

 

$

(2.18

)

 

$

(1.61

)

Weighted average number of shares

   outstanding (including Class B

   Shares):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

41,808,897

 

 

 

41,714,518

 

 

 

52,607,986

 

 

 

100,394,080

 

 

 

103,989,421

 

Diluted

 

 

41,808,897

 

 

 

41,714,518

 

 

 

52,607,986

 

 

 

100,394,080

 

 

 

103,989,421

 

 

(1)

Until March 31, 2018, for internal reporting purposes, our “Bus Ticketing” revenue was included under the “Other” segment. Effective April 1, 2018, we changed the composition of our operating segments which has resulted in “Bus Ticketing” now being reported as a separate segment. Following this change in the composition of our reportable segments, we have restated the corresponding items of segment information for fiscal years 2017 and 2018. In addition, Bus Ticketing revenue information for fiscal years 2015 and 2016 has been presented for comparative purposes.

 

7


 

The following table sets forth a summary of our consolidated statement of financial position as of March 31, 2015, 2016, 2017, 2018 and 2019:

 

 

 

As of March 31,

 

 

 

2015

 

 

2016

 

 

2017

 

 

2018

 

 

2019

 

 

 

(in thousands)

 

Consolidated Statement of Financial

   Position Data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Trade and other receivables, net

 

$

29,852

 

 

$

29,168

 

 

$

37,284

 

 

$

58,315

 

 

$

55,462

 

Term deposits

 

 

93,492

 

 

 

169,312

 

 

 

95,673

 

 

 

202,335

 

 

 

134,133

 

Cash and cash equivalents

 

 

49,857

 

 

 

53,434

 

 

 

101,704

 

 

 

187,647

 

 

 

177,990

 

Net current assets

 

 

98,173

 

 

 

157,925

 

 

 

128,787

 

 

 

340,614

 

 

 

236,075

 

Total assets

 

 

279,615

 

 

 

400,989

 

 

 

1,544,784

 

 

 

1,765,456

 

 

 

1,570,286

 

Total equity

 

 

157,854

 

 

 

77,609

 

 

 

1,405,462

 

 

 

1,558,932

 

 

 

1,357,368

 

Loans and borrowings

 

 

499

 

 

 

197,300

 

 

 

749

 

 

 

652

 

 

 

707

 

Trade and other payables

 

 

103,655

 

 

 

110,296

 

 

 

121,563

 

 

 

181,430

 

 

 

110,970

 

Total liabilities

 

 

121,761

 

 

 

323,380

 

 

 

139,322

 

 

 

206,524

 

 

 

212,918

 

Total equity and liabilities

 

$

279,615

 

 

$

400,989

 

 

$

1,544,784

 

 

$

1,765,456

 

 

$

1,570,286

 

 

Other Data:

The following table sets forth, for the periods indicated, certain selected consolidated financial and other data:

 

 

 

Fiscal Year Ended March 31,

 

 

 

2015

 

 

2016

 

 

2017

 

 

2018

 

 

2019

 

 

 

(in thousands, except percentages)

 

Unit metrics(1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Air ticketing  - flight segments(2)

 

*

 

 

*

 

 

 

20,560

 

 

 

33,339

 

 

 

39,485

 

Hotels and packages - room nights(3)

 

*

 

 

*

 

 

 

10,535

 

 

 

21,911

 

 

 

26,611

 

Standalone hotels-online - room

   nights(3)(4)

 

*

 

 

*

 

 

 

9,102

 

 

 

20,998

 

 

 

25,911

 

Bus ticketing - travelled tickets

 

*

 

 

*

 

 

 

5,479

 

 

 

39,570

 

 

 

61,464

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted Revenue:(5)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Air ticketing

 

$

71,509

 

 

$

76,402

 

 

$

118,514

 

 

$

202,064

 

 

$

234,153

 

Hotels and packages

 

 

62,615

 

 

 

86,449

 

 

 

140,335

 

 

 

313,684

 

 

 

351,615

 

Bus ticketing(6)

 

 

637

 

 

 

696

 

 

 

5,615

 

 

 

44,402

 

 

 

58,825

 

Others

 

 

4,188

 

 

 

5,473

 

 

 

9,233

 

 

 

16,970

 

 

 

28,831

 

 

 

$

138,949

 

 

$

169,020

 

 

$

273,697

 

 

$

577,120

 

 

$

673,424

 

Gross bookings:(7)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Air ticketing

 

$

1,175,379

 

 

$

1,275,748

 

 

$

1,545,152

 

 

$

2,704,522

 

 

$

3,214,545

 

Hotels and packages

 

 

472,998

 

 

 

565,765

 

 

 

745,136

 

 

 

1,389,623

 

 

 

1,515,464

 

Bus ticketing

 

*

 

 

*

 

 

 

63,273

 

 

 

496,920

 

 

 

716,135

 

Adjusted Revenue Margin:(8)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Air ticketing

 

 

6.1

%

 

 

6.0

%

 

7.7%(9)

 

 

 

7.5

%

 

 

7.3

%

Hotels and packages

 

 

13.2

%

 

 

15.3

%

 

 

18.8

%

 

 

22.6

%

 

 

23.2

%

Bus ticketing

 

*

 

 

*

 

 

 

8.9

%

 

 

8.9

%

 

 

8.2

%

 

Notes:

(1)

In fiscal year 2019, we discontinued tracking of our number of air ticketing and hotels and packages transactions as measures of our business performance in our air ticketing and hotels and packages segments. Instead, we began tracking flight segments in our air ticketing business, room nights in our hotel and packages business and travelled tickets in our bus ticketing business. Information on these measures for 2017 and 2018 have been presented for comparative purposes. Years where information is not available are denoted by *.

8


 

(2)

A “flight segment” refers to a flight between two cities, whether or not such flight is part of a larger or longer itinerary.

(3)

“Room nights,” also referred to as a “hotel-room nights,” is the total number of hotel rooms occupied by a customer or group, multiplied by the number of nights that such customer or group occupies those rooms.

(4)

“Standalone Hotels – Online” include Standalone Hotels booked on desktops, laptops, mobiles and other online platforms.

(5)

As certain parts of our revenue are recognized on a “net” basis and other parts of our revenue are recognized on a “gross” basis, we evaluate our financial performance based on Adjusted Revenue, which is a non-IFRS measure, as we believe that Adjusted Revenue reflects the value addition of the travel services that we provide to our customers. The presentation of this non-IFRS information is not meant to be considered in isolation or as a substitute for our consolidated financial results prepared in accordance with IFRS as issued by the IASB. Our Adjusted Revenue may not be comparable to similarly titled measures reported by other companies due to potential differences in the method of calculation.

The following table reconciles our revenue (an IFRS measure) to Adjusted Revenue (a non-IFRS measure):

 

 

 

Air Ticketing

 

 

Hotels and Packages

 

 

 

Fiscal Year Ended March 31,

 

 

Fiscal Year Ended March 31,

 

 

 

2015

 

 

2016

 

 

2017

 

 

2018

 

 

2019

 

 

2015

 

 

2016

 

 

2017

 

 

2018

 

 

2019

 

 

 

(in thousands)

 

Revenue as per

   IFRS(a)

 

$

74,325

 

 

$

78,172

 

 

$

118,514

 

 

$

167,391

 

 

$

166,714

 

 

$

220,512

 

 

$

251,713

 

 

$

314,254

 

 

$

439,963

 

 

$

237,524

 

Add: Promotion

   expenses recorded

   as a reduction

   of revenue

 

 

 

 

 

 

 

 

 

 

 

34,673

 

 

 

68,632

 

 

 

 

 

 

 

 

 

 

 

 

43,068

 

 

 

274,915

 

 

 

$

74,325

 

 

$

78,172

 

 

$

118,514

 

 

$

202,064

 

 

$

235,346

 

 

$

220,512

 

 

$

251,713

 

 

$

314,254

 

 

$

483,031

 

 

$

512,439

 

Less:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Service Cost as per

   IFRS

 

 

2,816

 

 

 

1,770

 

 

 

 

 

 

 

 

 

1,193

 

 

 

157,897

 

 

 

165,264

 

 

 

173,919

 

 

 

169,347

 

 

 

160,824

 

Adjusted Revenue

 

$

71,509

 

 

$

76,402

 

 

$

118,514

 

 

$

202,064

 

 

$

234,153

 

 

$

62,615

 

 

$

86,449

 

 

$

140,335

 

 

$

313,684

 

 

$

351,615

 

 

9


 

 

 

 

Bus Ticketing

 

 

Others

 

 

Total

 

 

 

 

Fiscal Year Ended March 31,

 

 

Fiscal Year Ended March 31,

 

 

Fiscal Year Ended March 31,

 

 

 

 

(in thousands)

 

 

 

 

2015

 

 

2016

 

 

2017

 

 

2018

 

 

2019

 

 

2015

 

 

2016

 

 

2017

 

 

2018

 

 

2019

 

 

2015

 

 

2016

 

 

2017

 

 

2018

 

 

2019

 

 

Revenue as per IFRS(a)

 

$

637

 

 

$

696

 

 

$

5,615

 

 

$

50,932

 

 

$

53,745

 

 

$

4,188

 

 

$

5,473

 

 

$

9,233

 

 

$

16,970

 

 

$

28,028

 

 

$

299,662

 

 

$

336,054

 

 

$

447,616

 

 

$

675,256

 

 

$

486,011

 

 

Add: Promotion expenses

   recorded as a reduction

   of revenue

 

 

 

 

 

 

 

 

 

 

$

 

 

$

13,950

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

861

 

 

 

 

 

 

 

 

 

 

 

 

77,741

 

 

 

358,358

 

 

 

 

$

637

 

 

$

696

 

 

$

5,615

 

 

$

50,932

 

 

$

67,695

 

 

$

4,188

 

 

$

5,473

 

 

$

9,233

 

 

$

16,970

 

 

$

28,889

 

 

$

299,662

 

 

$

336,054

 

 

$

447,616

 

 

$

752,997

 

 

$

844,369

 

 

Less:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Service Cost as per

   IFRS

 

 

 

 

 

 

 

 

 

 

 

6,530

 

 

 

8,870

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

58

 

^