Form 6-K Infosys Ltd For: Sep 30
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934
For the quarter ended September 30, 2018
Commission File Number 001-35754
Infosys Limited
(Exact name of Registrant as specified in its charter)
Not Applicable.
(Translation of Registrant's name into English)
Electronics City, Hosur Road, Bangalore - 560 100, Karnataka, India. +91-80-2852-0261
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F:
Form 20-F þ Form 40-F o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1) :o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7) : o
TABLE OF CONTENTS
DISCLOSURE OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION |
SIGNATURES |
INDEX TO EXHIBITS |
EXHIBIT 99.1 |
EXHIBIT 99.2 |
DISCLOSURE OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION
Infosys Limited (“we” or “the Company”) hereby furnishes the United States Securities and Exchange Commission with copies of the following information concerning our public disclosures regarding our results of operations and financial condition for the quarter and half year ended September 30, 2018.
The following information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
On October 16, 2018, we announced our results of operations for the quarter and half year ended September 30, 2018. We issued press releases announcing our results under International Financial Reporting Standards ("IFRS"), copies of which are attached to this Form 6-K as Exhibit 99.1. We have placed form of release to stock exchanges concerning our results of operations for the quarter and half year ended September 30, 2018 under Indian Accounting Standards (“Ind-AS”). A copy of the release to stock exchanges is attached to this Form 6-K as Exhibit 99.2.
The Board of Directors of the Company, on October 16, 2018, declared an interim dividend of ₹ 7/- per equity share and fixed October 27, 2018 as record date for interim dividend and October 30, 2018 as payment date.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Infosys Limited /s/ Inderpreet Sawhney | |
Date: October 16, 2018 |
Inderpreet Sawhney General Counsel and Chief Compliance Officer |
Exhibit No. | Description of Document |
99.1 | IFRS USD Press Release |
99.2 | Form of Release to Stock Exchanges |
Exhibit 99.1
IFRS USD Press Release
Infosys (NYSE: INFY) announces results for the Quarter ended September 30, 2018
Bengaluru, India – October 16, 2018
“We are delighted with our broad-based growth across all business segments and geographies during the quarter. This is a testimony to our strong client relationships, digital led full service capabilities, and intense focus on the needs of our clients”, said Salil Parekh, CEO and MD. “Large deal wins at over $2 billion during the quarter demonstrate our increased client relevance and also give us better growth visibility for the near-term.”
· | Q2 19 revenues grew year-on-year by 7.1% in USD terms; 8.1% in constant currency terms |
· | Q2 19 revenues grew sequentially by 3.2% in USD terms; 4.2% in constant currency terms |
· | Digital revenues at $905 million (31.0% of total revenues), year-on-year growth of 33.5% and sequential growth of 13.5% in constant currency terms |
· | H1 revenues grew by 6.9% in USD terms; 7.1% in constant currency terms |
· | Operating margin 23.7%, at higher end of guidance range |
· | Q2 19 Basic EPS grew year-on-year by 5.7% in USD terms |
· | Large deal wins crossed $2 billion |
· | Declared interim dividend of 7 per share (approximately $0.10 per ADS*) |
· | FY 19 revenue guidance in constant currency retained at 6%-8%; Operating margin guidance retained at 22%-24% |
*USD/INR exchange rate as of September 30, 2018
1. | Financial Highlights- Consolidated results under International Financial Reporting Standards (IFRS) |
For the Quarter ended September 30, 2018
Revenues were $2,921 million, growth of 7.1% YoY and 3.2% QoQ
Net profit was $581 million, growth of 0.5% YoY and 8.8% QoQ
Basic EPS was $0.13, growth of 5.7% YoY and 8.8% QoQ |
For six months ended September 30, 2018
Revenues were $5,753 million, growth of 6.9% YoY
Net profit was $1,116 million, decline of 0.3% YoY
Basic EPS was $0.26, growth of 4.8% YoY |
“We had another quarter of solid operating parameters with utilization being stable and offshore mix improving to all-time high”, said U B Pravin Rao, COO. “Our Digital services grew double digits sequentially, while growth in top clients was also robust.”
“Our unwavering focus on strong financial performance on multiple fronts continued to deliver results during the quarter. Operating margins for the quarter as well as for the half year was at 23.7%, near the top end of our guidance band”, said M.D. Ranganath, CFO. “Operating Cash Flow was over $1 billion during the first half of the year and ROE was at 24.7%. We will continue to make strategic investments in digital to leverage opportunities and at the same time keep sharp focus on key operational efficiency parameters.”
2. | Bonus issue of equity shares |
The Company has allotted 2,18,41,91,490 fully paid up equity shares of face value 5/- each during the three months ended September 30, 2018 pursuant to a bonus issue approved by the shareholders through postal ballot. The bonus shares have been issued to celebrate 25th year of public listing in India and to further increase the liquidity of its shares. Bonus share of one equity share for every equity share held, and a bonus issue, viz., a stock dividend of one American Depositary Share (ADS) for every ADS held, respectively, has been allotted. Consequently, the ratio of equity shares underlying the ADSs held by an American Depositary Receipt holder remains unchanged.
3. | Acquisitions | |
· | On September 7, 2018, Infosys Consulting Pte Limited (a wholly owned subsidiary of Infosys Limited) entered into a definitive agreement to acquire 60% stake in Trusted Source Pte Ltd (a wholly owned subsidiary of Temasek Management Services Pte. Ltd.), a Singapore-based IT services company for a total consideration of upto SGD 12 million (approximately $9 million), subject to regulatory approvals and fulfillment of closing conditions. |
· | On October 11, 2018, Infosys Consulting Pte Limited (a wholly owned subsidiary of Infosys Limited) acquired 100% of voting interests in Fluido Oy (Fluido), a Nordic-based salesforce advisor and consulting partner in cloud consulting, implementation and training services for a total consideration of upto Euro 65 million (approximately $75 million), comprising of cash consideration of Euro 45 million (approximately $52 million), contingent consideration of upto Euro 12 million (approximately $14 million) and retention payouts of upto Euro 8 million (approximately $9 million), payable to the employees of Fluido over the next three years, subject to their continuous employment with the group. The payment of contingent consideration to sellers of Fluido is dependent upon the achievement of certain financial targets by Fluido. |
4. | Update on arbitration proceedings | |
On September 17, 2018 the Arbitral Tribunal of Hon’ble Justice R.V. Raveendran (retired) communicated the decision with regard to the dispute between Infosys Ltd. and its former CFO Mr. Rajiv Bansal. The Company has received legal advice and will comply with the award and make the necessary payments.
5. | Shareholder visit to Mysuru campus | |
Shareholders of the Company are being offered an opportunity to visit the Company’s campus in Mysuru on November 24, 2018. Shareholders who would like to avail this opportunity need to register at www.infosys.com between October 25, 2018 and November 15, 2018. As the number of shareholders the company can host on this visit are limited, shareholders will be accommodated on a first come, first serve basis. This visit is for shareholders only, and is not extended to family and friends. This follows several requests made by shareholders to visit the Company campus. The Company will provide transport from its registered office in Electronics City, Bengaluru and incur all associated costs for this visit from Bengaluru to Mysuru.
About Infosys
Infosys is a global leader in next-generation digital services and consulting. We enable clients in 45 countries to navigate their digital transformation. With over three decades of experience in managing the systems and workings of global enterprises, we expertly steer our clients through their digital journey. We do it by enabling the enterprise with an AI-powered core that helps prioritize the execution of change. We also empower the business with agile digital at scale to deliver unprecedented levels of performance and customer delight. Our always-on learning agenda drives their continuous improvement through building and transferring digital skills, expertise, and ideas from our innovation ecosystem.
Visit www.infosys.com to see how Infosys (NYSE: INFY) can help your enterprise navigate your next.
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Safe Harbor
Certain statements mentioned in this release concerning our future growth prospects are forward-looking statements regarding our future business expectations intended to qualify for the 'safe harbor' under the Private Securities Litigation Reform Act of 1995, which involve a number of risks and uncertainties that could cause actual results to differ materially from those in such forward-looking statements. The risks and uncertainties relating to these statements include, but are not limited to, risks and uncertainties regarding fluctuations in earnings, fluctuations in foreign exchange rates, our ability to manage growth, intense competition in IT services including those factors which may affect our cost advantage, wage increases in India, our ability to attract and retain highly skilled professionals, time and cost overruns on fixed-price, fixed-time frame contracts, client concentration, restrictions on immigration, industry segment concentration, our ability to manage our international operations, reduced demand for technology in our key focus areas, disruptions in telecommunication networks or system failures, our ability to successfully complete and integrate potential acquisitions, liability for damages on our service contracts, the success of the companies in which Infosys has made strategic investments, withdrawal or expiration of governmental fiscal incentives, political instability and regional conflicts, legal restrictions on raising capital or acquiring companies outside India, and unauthorized use of our intellectual property and general economic conditions affecting our industry. Additional risks that could affect our future operating results are more fully described in our United States Securities and Exchange Commission filings including our Annual Report on Form 20-F for the fiscal year ended March 31, 2018. These filings are available at www.sec.gov. Infosys may, from time to time, make additional written and oral forward-looking statements, including statements contained in the company's filings with the Securities and Exchange Commission and our reports to shareholders. The company does not undertake to update any forward-looking statements that may be made from time to time by or on behalf of the company unless it is required by law.
Contact
Investor Relations |
Sandeep Mahindroo +91 80 3980 1018 |
|
Media Relations |
Sarah Vanita Gideon |
Chiku Somaiya |
Infosys Limited and subsidiaries
Audited Condensed Consolidated Balance Sheet as at
(Dollars in millions except equity share data)
September 30, 2018 | March 31, 2018 | |
ASSETS | ||
Current assets | ||
Cash and cash equivalents | 2,462 | 3,041 |
Current investments | 1,046 | 982 |
Trade receivables | 2,039 | 2,016 |
Unbilled revenue | 716 | 654 |
Prepayments and other current assets | 662 | 662 |
Derivative financial instruments | 3 | 2 |
6,928 | 7,357 | |
Assets held for sale(3) | 270 | 316 |
Total current assets | 7,198 | 7,673 |
Non-current assets | ||
Property, plant and equipment | 1,707 | 1,863 |
Goodwill | 344 | 339 |
Intangible assets | 50 | 38 |
Investment in associate | – | – |
Non-current investments | 713 | 883 |
Deferred income tax assets | 188 | 196 |
Income tax assets | 839 | 931 |
Other non-current assets | 249 | 332 |
Total non-current assets | 4,090 | 4,582 |
Total assets | 11,288 | 12,255 |
LIABILITIES AND EQUITY | ||
Current liabilities | ||
Trade payables | 164 | 107 |
Derivative financial instruments | 43 | 6 |
Current income tax liabilities | 200 | 314 |
Client deposits | 12 | 6 |
Unearned revenue | 332 | 352 |
Employee benefit obligations | 214 | 218 |
Provisions | 85 | 75 |
Other current liabilities | 1,080 | 1,036 |
2,130 | 2,114 | |
Liabilities directly associated with assets held for sale(3) | 48 | 50 |
Total current liabilities | 2,178 | 2,164 |
Non-current liabilities | ||
Deferred income tax liabilities | 66 | 82 |
Employee benefit obligations | 6 | 7 |
Other non-current liabilities | 50 | 42 |
Total liabilities | 2,300 | 2,295 |
Equity | ||
Share capital- 5 ($0.16) par value 4,800,000,000 (2,400,000,000) equity shares authorized, issued and outstanding 4,347,452,598 (2,173,312,301), net of 20,930,382 (10,801,956) treasury shares as at September 30, 2018 (March 31, 2018), respectively | 340 | 190 |
Share premium | 261 | 247 |
Retained earnings | 11,285 | 11,587 |
Cash flow hedge reserve | (3) | – |
Other reserves | 348 | 244 |
Capital redemption reserve | 9 | 9 |
Other components of equity | (3,252) | (2,317) |
Total equity attributable to equity holders of the company | 8,988 | 9,960 |
Non-controlling interests | – | – |
Total equity | 8,988 | 9,960 |
Total liabilities and equity | 11,288 | 12,255 |
Infosys Limited and subsidiaries
Audited Condensed Consolidated Statement of Comprehensive Income for the
(Dollars in millions except equity share and per equity share data)
Three months ended September 30, 2018 | Three months ended September 30, 2017 | Six months ended September 30, 2018 | Six months ended September 30, 2017 | |
Revenues | 2,921 | 2,728 | 5,753 | 5,379 |
Cost of sales | 1,884 | 1,743 | 3,703 | 3,435 |
Gross profit | 1,037 | 985 | 2,050 | 1,944 |
Operating expenses: | ||||
Selling and marketing expenses | 154 | 132 | 303 | 269 |
Administrative expenses | 191 | 194 | 384 | 377 |
Total operating expenses | 345 | 326 | 687 | 646 |
Operating profit | 692 | 659 | 1,363 | 1,298 |
Other income, net | 105 | 137 | 212 | 263 |
Reduction in the fair value of Disposal Group held for sale(3) | – | – | (39) | – |
Share in net profit/(loss) of associate, including impairment(4) | – | – | – | (11) |
Profit before income taxes | 797 | 796 | 1,536 | 1,550 |
Income tax expense | 216 | 218 | 420 | 431 |
Net profit | 581 | 578 | 1,116 | 1,119 |
Other comprehensive income | ||||
Items that will not be reclassified subsequently to profit or loss: | ||||
Re-measurements of the net defined benefit liability/asset, net |
1 |
1 |
1 |
1 |
Equity instruments through other comprehensive income, net |
2 |
– |
2 |
– |
Items that will be reclassified subsequently to profit or loss: | ||||
Fair valuation of investments, net | (2) | 2 | (9) | 6 |
Fair value changes on derivatives designated as cash flow hedge, net |
(4) |
3 |
(3) |
(7) |
Foreign currency translation | (461) | (107) | (929) | (47) |
Total other comprehensive income/(loss), net of tax | (464) | (101) | (938) | (47) |
Total comprehensive income | 117 | 477 | 178 | 1,072 |
Profit attributable to: | ||||
Owners of the Company | 581 | 578 | 1,116 | 1,119 |
Non-controlling interests | – | – | – | – |
581 | 578 | 1,116 | 1,119 | |
Total comprehensive income attributable to: | ||||
Owners of the Company | 117 | 477 | 178 | 1,072 |
Non-controlling interests | – | – | – | – |
117 | 477 | 178 | 1,072 | |
Earnings per equity share(5) | ||||
Basic ($) | 0.13 | 0.13 | 0.26 | 0.24 |
Diluted ($) | 0.13 | 0.13 | 0.26 | 0.24 |
Weighted average equity shares used in computing earnings per equity share | ||||
Basic | 4,347,055,177 | 4,571,730,722 | 4,346,857,296 | 4,571,524,372 |
Diluted | 4,352,208,472 | 4,575,052,366 | 4,351,915,210 | 4,575,765,068 |
NOTES:
1. | The audited condensed consolidated Balance sheet and Statement of Comprehensive Income for the three months and half year ended September 30, 2018 have been taken on record at the Board meeting held on October 16, 2018 |
2. | A Fact Sheet providing the operating metrics of the Company can be downloaded from www.infosys.com |
3. | During the three months ended June 30, 2018, on remeasurement, including consideration of progress in negotiations on offers from prospective buyers for Panaya, the Company has recorded a reduction in the fair value of Disposal Group held for sale amounting to $39 million in respect of Panaya. Consequently, profit for the half-year ended September 30, 2018 has decreased by $39 million, resulting in a decrease in Basic earnings per equity share by $0.01 (adjusted for September 2018 bonus issue) for the half-year ended September 30, 2018 |
4. | During the quarter ended June 30, 2017, the Company has written down the entire carrying value of the investment in its associate DWA Nova LLC amounting to $11 million |
5. | Previous period share numbers and EPS have been adjusted for September 2018 bonus issue in accordance with IAS 33, Earnings per share |
Exhibit 99.2
Form of Release to Stock Exchanges
Infosys Limited Regd. office: Electronics City, Hosur Road, |
CIN : L85110KA1981PLC013115 Website: www.infosys.com email: [email protected] T: 91 80 2852 0261, F: 91 80 2852 0362 |
Statement of Consolidated Audited Results of Infosys Limited and its subsidiaries for the quarter and half-year ended September 30, 2018 prepared in compliance with the Indian Accounting Standards (Ind-AS)
(in crore, except per equity share data)
Particulars | Quarter ended September 30, |
Quarter ended June 30, |
Quarter ended September 30, |
Half-year ended September 30, |
Year ended March 31, | |
2018 | 2018 | 2017 | 2018 | 2017 | 2018 | |
Audited | Audited | Audited | Audited | Audited | Audited | |
Revenue from operations | 20,609 | 19,128 | 17,567 | 39,737 | 34,645 | 70,522 |
Other income, net (Refer Note c) | 739 | 726 | 883 | 1,465 | 1,697 | 3,311 |
Total Income | 21,348 | 19,854 | 18,450 | 41,202 | 36,342 | 73,833 |
Expenses | ||||||
Employee benefit expenses | 11,158 | 10,462 | 9,604 | 21,620 | 18,970 | 38,893 |
Cost of technical sub-contractors | 1,523 | 1,291 | 1,089 | 2,814 | 2,150 | 4,297 |
Travel expenses | 602 | 603 | 480 | 1,205 | 1,008 | 1,995 |
Cost of software packages and others | 606 | 545 | 492 | 1,151 | 932 | 1,870 |
Communication expenses | 121 | 122 | 131 | 243 | 255 | 489 |
Consultancy and professional charges | 289 | 305 | 269 | 594 | 515 | 1,043 |
Depreciation and amortisation expenses | 463 | 436 | 456 | 900 | 906 | 1,863 |
Other expenses | 953 | 827 | 800 | 1,779 | 1,552 | 2,924 |
Reduction in the fair value of Disposal Group held for sale (Refer Note a) | – | 270 | – | 270 | – | 118 |
Total expenses | 15,715 | 14,861 | 13,321 | 30,576 | 26,288 | 53,492 |
Profit before non-controlling interest / share in net profit / (loss) of associate | 5,633 | 4,993 | 5,129 | 10,626 | 10,054 | 20,341 |
Share in net profit/(loss) of associate, including impairment of associate (Refer Note d) | – | – | – | – | (71) | (71) |
Profit before tax | 5,633 | 4,993 | 5,129 | 10,626 | 9,983 | 20,270 |
Tax expense: (Refer Note b) | ||||||
Current tax | 1,612 | 1,450 | 1,471 | 3,063 | 2,971 | 4,581 |
Deferred tax | (89) | (69) | (68) | (158) | (197) | (340) |
Profit for the period | 4,110 | 3,612 | 3,726 | 7,721 | 7,209 | 16,029 |
Other comprehensive income | ||||||
Items that will not be reclassified subsequently to profit or loss | ||||||
Remeasurement of the net defined benefit liability/asset, net | 3 | 1 | 6 | 4 | 3 | 55 |
Equity instruments through other comprehensive income, net | 8 | 4 | – | 12 | – | 7 |
Items that will be reclassified subsequently to profit or loss | ||||||
Fair value changes on derivatives designated as cash flow hedges, net | (29) | 9 | 20 | (20) | (46) | (39) |
Exchange differences on translation of foreign operations | 334 | 87 | 100 | 421 | 207 | 321 |
Fair value changes on investments, net | (15) | (45) | 12 | (60) | 39 | (1) |
Total other comprehensive income, net of tax | 301 | 56 | 138 | 357 | 203 | 343 |
Total comprehensive income for the period | 4,411 | 3,668 | 3,864 | 8,078 | 7,412 | 16,372 |
Paid up share capital (par value 5/- each, fully paid) | 2,176 | 1,088 | 1,144 | 2,176 | 1,144 | 1,088 |
Other equity* | 63,835 | 63,835 | 67,838 | 63,835 | 67,838 | 63,835 |
Earnings per equity share (par value 5/- each) (Refer Note 2)** | ||||||
Basic () (Refer Note a and b) | 9.45 | 8.31 | 8.15 | 17.76 | 15.77 | 35.53 |
Diluted () | 9.44 | 8.30 | 8.15 | 17.74 | 15.76 | 35.50 |
* | Represents balance as per the audited Balance Sheet of the previous year as required by SEBI (Listing and Other Disclosure Requirements) Regulations, 2015 | |
** | EPS is not annualized for the quarter and half year ended September 30, 2018, quarter ended June 30, 2018 and quarter and half year ended September 30, 2017. |
Note pertaining to the previous periods
a) | In the quarter ended March 31, 2018, on conclusion of a strategic review of the portfolio businesses, the Company had initiated identification and evaluation of potential buyers for its subsidiaries, Kallidus and Skava (together referred to as "Skava”) and Panaya (collectively referred to as the “Disposal Group”). The Company anticipates completion of the sale by March 2019. On reclassification, assets and liabilities in respect of the Disposal Group had been reclassified as “held for sale" and measured at the lower of carrying amount and fair value less cost to sell. Consequently, a reduction in the fair value of Disposal Group held for sale amounting to 118 crore in respect of Panaya had been recognized in the Consolidated Statement of Profit and Loss for the year ended March 31, 2018. | |
During quarter ended June 30, 2018, on remeasurement, including consideration of progress in negotiations on offers from prospective buyers for Panaya, the Company has recorded a reduction in the fair value of Disposal Group held for sale amounting to 270 crore in respect of Panaya. Consequently, profit for the quarter ended June 30, 2018 and half-year ended September 30, 2018 has decreased by 270 crore resulting in a decrease in basic earnings per equity share by 0.62 ($0.01) (adjusted for September 2018 bonus issue) for the quarter ended June 30, 2018 and half-year ended September 30, 2018. As of September 30, 2018 assets amounting to 1,958 crore and liabilities amounting to 346 crore in respect of the Disposal Group have been classified as “held for sale". | ||
b) | In December 2017, on account of the conclusion of an Advance Pricing Agreement (“APA”) with the U.S. Internal Revenue Service (“IRS”), the Company had, in accordance with the APA, reversed income tax expense provision of $225 million (1,432 crore), which pertained to previous periods which are no longer required. Consequently, profit for the year ended March 31, 2018 had increased resulting in an increase in Basic Earnings Per equity share by 2.94 ($0.05) (adjusted for September 2018 bonus issue) for the year ended March 31, 2018. | |
c) | Other income includes 262 crore towards the interest on income tax refund for the year ended March 31, 2018. | |
d) | During the quarter ended June 30, 2017, the Company had written down the entire carrying value of the investment in its associate DWA Nova LLC amounting to 71 crore. | |
Notes pertaining to the current period | ||
1. | The audited interim consolidated financial statements for the quarter and half-year ended September 30, 2018 have been taken on record by the Board of Directors at its meeting held on October 16, 2018. The statutory auditors, Deloitte Haskins & Sells LLP have expressed an unqualified audit opinion. The information presented above is extracted from the audited interim consolidated financial statements. The interim consolidated financial statements are prepared in accordance with the Indian Accounting Standards (Ind-AS) as prescribed under Section 133 of the Companies Act, 2013 read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and relevant amendment rules thereafter. | |
2. | Bonus Issue | |
The Company has allotted 2,18,41,91,490 fully paid up equity shares of face value 5/- each during the three months ended September 30, 2018 pursuant to a bonus issue approved by the shareholders through postal ballot. The bonus shares have been issued to celebrate 25th year of public listing in India and to further increase the liquidity of its shares. Record date fixed by the Board of Directors was September 5, 2018. The bonus shares were issued by capitalization of profits transferred from general reserve. Bonus share of one equity share for every equity share held, and a bonus issue, viz., a stock dividend of one American Depositary Share (ADS) for every ADS held, respectively, has been allotted. Consequently, the ratio of equity shares underlying the ADSs held by an American Depositary Receipt holder remains unchanged. Options granted under the stock option plan have been adjusted for bonus shares. The earnings per share has been adjusted for previous periods presented in accordance with Ind AS 33, Earnings per share. | ||
3. | Management change | |
On August 18, 2018, the Board accepted the resignation of M. D. Ranganath as the Chief Financial Officer of the Company. He will continue in his current position as Chief Financial Officer till November 16, 2018. The Company is in the process of identifying the next Chief Financial Officer. | ||
4. | Acquisitions | |
Trusted Source Pte Ltd
On September 7, 2018, Infosys Consulting Pte Limited (a wholly owned subsidiary of Infosys Limited) entered into a definitive agreement to acquire 60% stake in Trusted Source Pte Ltd (a wholly owned subsidiary of Temasek Management Services Pte. Ltd.), a Singapore based IT services company for a total consideration of up to SGD 12 million (approximately 63 crore), subject to regulatory approvals and fulfillment of closing conditions.
Fluido Oy
On October 11, 2018, Infosys Consulting Pte Limited (a wholly owned subsidiary of Infosys Limited) acquired 100% of voting interests in Fluido Oy (Fluido), a Nordic-based Salesforce advisor and consulting partner in cloud consulting, implementation and training services for a total consideration of upto Euro 65 million (approximately 546 crore), comprising of cash consideration of Euro 45 million (approximately 378 crore), contingent consideration of upto Euro 12 million (approximately 101 crore) and retention payouts of upto Euro 8 million (approximately 67 crore), payable to the employees of Fluido over the next three years, subject to their continuous employment with the group. The payment of contingent consideration to sellers of Fluido is dependent upon the achievement of certain financial targets by Fluido. As of October 16, 2018 (i.e., the date of adoption of financial statements by the Board of Directors), the Company is in the process of finalizing the accounting for acquisition of Fluido, including allocation of purchase consideration to identifiable assets and liabilities. | ||
5. | On September 17, 2018 the Arbitral Tribunal of Hon’ble Justice R.V. Raveendran (retired) communicated the decision with regard to the dispute between Infosys Ltd. and its former CFO Mr. Rajiv Bansal. The Company has received legal advice and will comply with the award and make the necessary payments. | |
6. | Information on dividends for the quarter and half-year ended September 30, 2018 | |
The Board of Directors declared an interim dividend of 7/- per equity share. The record date for the payment is October 27, 2018.The interim dividend will be paid on October 30, 2018.The interim dividend declared in the previous year was 6.50/- per equity share (adjusted for September 2018 bonus issue). | ||
(in )
Particulars | Quarter ended September 30, |
Quarter ended June 30, |
Quarter ended September 30, |
Half-year ended September 30, |
Year ended March 31, | |
2018 | 2018 | 2017 | 2018 | 2017 | 2018 | |
Dividend per share (par value 5/- each) | ||||||
Interim dividend | 7.00 | – | 6.50 | 7.00 | 6.50 | 6.50 |
Final dividend | – | – | – | – | – | 10.25 |
Special dividend | – | – | – | – | – | 5.00 |
Note: Dividend per equity share disclosed for previous periods in the above table represents dividends declared previously, retrospectively adjusted for September 2018 bonus issue.
7. Audited Consolidated Balance Sheet
(in crore)
Particulars | As at | |
September 30, 2018 | March 31, 2018 | |
ASSETS | ||
Non-current assets | ||
Property, plant and equipment | 10,034 | 10,116 |
Capital work-in-progress | 1,867 | 1,606 |
Goodwill | 2,496 | 2,211 |
Other Intangible assets | 364 | 247 |
Investment in associate | – | – |
Financial assets: | ||
Investments | 5,165 | 5,756 |
Loans | 34 | 36 |
Other financial assets | 295 | 284 |
Deferred tax assets (net) | 1,360 | 1,282 |
Income tax assets (net) | 6,085 | 6,070 |
Other non-current assets | 1,952 | 2,265 |
Total non-current assets | 29,652 | 29,873 |
Current assets | ||
Financial assets | ||
Investments | 7,580 | 6,407 |
Trade receivables | 14,781 | 13,142 |
Cash and cash equivalents | 17,851 | 19,818 |
Loans | 232 | 239 |
Other financial assets | 4,303 | 6,684 |
Other current assets | 5,468 | 1,667 |
50,215 | 47,957 | |
Assets held for sale | 1,958 | 2,060 |
Total current assets | 52,173 | 50,017 |
Total Assets | 81,825 | 79,890 |
EQUITY AND LIABILITIES | ||
Equity | ||
Equity share capital | 2,176 | 1,088 |
Other equity | 62,972 | 63,835 |
Total equity attributable to equity holders of the Company | 65,148 | 64,923 |
Non-controlling interests | 1 | 1 |
Total equity | 65,149 | 64,924 |
Liabilities | ||
Non-current liabilities | ||
Financial liabilities | ||
Other financial liabilities | 143 | 61 |
Deferred tax liabilities (net) | 474 | 541 |
Other non-current liabilities | 264 | 259 |
Total non-current liabilities | 881 | 861 |
Current liabilities | ||
Financial liabilities | ||
Trade payables | 1,193 | 694 |
Other financial liabilities | 8,194 | 6,946 |
Other Current Liabilities | 3,997 | 3,606 |
Provisions | 617 | 492 |
Income tax liabilities (net) | 1,448 | 2,043 |
15,449 | 13,781 | |
Liabilities directly associated with assets held for sale | 346 | 324 |
Total current liabilities | 15,795 | 14,105 |
Total equity and liabilities | 81,825 | 79,890 |
The disclosure is an extract of the audited Consolidated Balance Sheet as at September 30, 2018 and March 31, 2018 prepared in compliance with the Indian Accounting Standards (Ind-AS).
8. Segment reporting (Consolidated - Audited)
(in crore)
Particulars | Quarter ended September 30, |
Quarter ended June 30, |
Quarter ended September 30, |
Half-year ended September 30, |
Year ended March 31, | |
2018 | 2018 | 2017 | 2018 | 2017 | 2018 | |
Revenue by business segment | ||||||
Financial Services (1) | 6,644 | 6,075 | 5,817 | 12,719 | 11,448 | 23,172 |
Retail (2) | 3,469 | 3,169 | 2,804 | 6,637 | 5,578 | 11,345 |
Communication (3) | 2,529 | 2,429 | 2,184 | 4,958 | 4,336 | 8,883 |
Energy, Utilities , Resources and Services | 2,527 | 2,374 | 2,058 | 4,901 | 3,990 | 8,297 |
Manufacturing | 1,989 | 1,837 | 1,647 | 3,826 | 3,235 | 6,671 |
Hi Tech | 1,537 | 1,422 | 1,266 | 2,959 | 2,516 | 5,131 |
Life Sciences (4) | 1,321 | 1,260 | 1,191 | 2,581 | 2,317 | 4,698 |
All other segments (5) | 593 | 562 | 600 | 1,156 | 1,225 | 2,325 |
Total | 20,609 | 19,128 | 17,567 | 39,737 | 34,645 | 70,522 |
Less: Inter-segment revenue | – | – | – | – | – | – |
Net revenue from operations | 20,609 | 19,128 | 17,567 | 39,737 | 34,645 | 70,522 |
Segment profit before tax, depreciation and non-controlling interests: | ||||||
Financial Services (1) | 1,776 | 1,562 | 1,616 | 3,337 | 3,157 | 6,370 |
Retail (2) | 1,034 | 946 | 801 | 1,979 | 1,571 | 3,303 |
Communication (3) | 659 | 670 | 612 | 1,331 | 1,272 | 2,619 |
Energy, Utilities , Resources and Services | 596 | 624 | 632 | 1,220 | 1,183 | 2,411 |
Manufacturing | 465 | 411 | 305 | 876 | 573 | 1,274 |
Hi-Tech | 418 | 388 | 368 | 806 | 704 | 1,446 |
Life Sciences (4) | 376 | 354 | 335 | 729 | 688 | 1,391 |
All other segments (5) | 33 | 19 | 34 | 53 | 118 | 199 |
Total | 5,357 | 4,974 | 4,703 | 10,331 | 9,266 | 19,013 |
Less: Other unallocable expenditure | 463 | 437 | 457 | 900 | 909 | 1,865 |
Add: Unallocable other income | 739 | 726 | 883 | 1,465 | 1,697 | 3,311 |
Less: Reduction in the fair value of Disposal Group held for sale | – | 270 | – | 270 | – | 118 |
Add: Share in net profit/(loss) of associate, including impairment of associate | – | – | – | – | (71) | (71) |
Profit before tax and non-controlling interests | 5,633 | 4,993 | 5,129 | 10,626 | 9,983 | 20,270 |
(1) Financial Services include enterprises in Financial Services and Insurance
(2) Retail includes enterprises in Retail, Consumer Packaged Goods and Logistics
(3) Communication includes enterprises in Communication, Telecom OEM and Media
(4) Life Sciences includes enterprises in Life sciences and Health care
(5) | All other segments include operating segments of businesses in India, Japan, China, Infosys Public Services & other enterprises in Public Services |
Notes on segment information
Business segments
During the quarter ended June 30, 2018, the Company internally reorganized some of its business segments to deepen customer relationships, improve focus of sales investments and increase management oversight. Consequent to the internal reorganization, there were changes in the reportable business segments based on “Management approach” as defined under Ind AS 108, Operating Segments, therefore enterprises in Insurance which was earlier considered under the Life Sciences, Healthcare and Insurance business segment are now considered under the Financial Services business segment and enterprises in Communication, Telecom OEM and Media which was earlier under Energy & Utilities, Communication and Services is now shown as a separate business segment. Allocated expenses of segments include expenses incurred for rendering services from the Company's offshore software development centres and on-site expenses, which are categorized in relation to the associated efforts of the segment. Segmental operating income has changed in line with the internal reorganization as well as changes in the allocation method. The previous period figures, extracted from the audited consolidated financial statements, have been presented after incorporating necessary reclassification adjustments pursuant to changes in the reportable segments.
Segmental capital employed
Assets and liabilities used in the Group's business are not identified to any of the reportable segments, as these are used interchangeably between segments. The Management believes that it is not practicable to provide segment disclosures relating to total assets and liabilities since a meaningful segregation of the available data is onerous.
9. Audited financial results of Infosys Limited (Standalone Information)
(in crore)
Particulars | Quarter ended September 30, |
Quarter ended June 30, |
Quarter ended September 30, |
Half-year ended September 30, |
Year ended March 31, | |
2018 | 2018 | 2017 | 2018 | 2017 | 2018 | |
Revenue from operations | 18,297 | 17,056 | 15,356 | 35,353 | 30,326 | 61,941 |
Profit before tax (Refer note (i) below) | 5,251 | 4,782 | 4,880 | 10,032 | 9,597 | 19,908 |
Profit for the period (Refer note (i) below) | 3,879 | 3,503 | 3,579 | 7,381 | 6,994 | 16,155 |
Note: The audited results of Infosys Limited for the above mentioned periods are available on our website, www.infosys.com and on the Stock Exchange website www.nseindia.com and www.bseindia.com. The information above has been extracted from the audited interim condensed financial statements as stated.
i) | In the quarter ended March 31, 2018, on conclusion of a strategic review of the portfolio businesses, the company evaluated its portfolio of businesses and had planned for the sale of its investment in subsidiaries, Kallidus and Skava (together herein referred to as 'Skava') and Panaya. The Company anticipates completion of the sale by March, 2019. On reclassification, investments in these subsidiaries had been reclassified as 'Assets held for sale' and measured at the lower of carrying amount and fair value less cost to sell. Consequently, the Company had recognized a reduction in the fair value of investment amounting to 589 crore in the Statement of Profit and Loss during the year ended March 31, 2018, in respect of Panaya in the standalone books of Infosys Limited. |
During the quarter ended June 30, 2018, on remeasurement, including consideration of progress in negotiations on offers from prospective buyers for Panaya, the Company has recorded a reduction in the fair value of investment of 265 crore in respect of Panaya. Consequently, profit for the quarter ended June 30, 2018 and half-year ended September 30, 2018, has decreased by 265 crore resulting in a decrease in Basic earnings per equity share by 0.61 (adjusted for September 2018 bonus issue) for the quarter ended June 30, 2018 and half-year ended September 30, 2018 in the standalone books of Infosys Limited.
By order of the Board
for Infosys Limited
Bengaluru, India | Salil Parekh |
October 16, 2018 | Chief Executive Officer and Managing Director |
The Board has also taken on record the audited condensed consolidated results of Infosys Limited and its subsidiaries for the quarter and half-year ended September 30, 2018, prepared as per International Financial Reporting Standards (IFRS) and reported in US dollars. A summary of the financial statements is as follows:
(in US$ million, except per equity share data)
Particulars | Quarter ended September 30, | Quarter ended June 30, | Quarter ended September 30, |
Half-year ended September 30, |
Year ended March 31, | |
2018 | 2018 | 2017 | 2018 | 2017 | 2018 | |
Audited | Audited | Unaudited | Audited | Unaudited | Audited | |
Revenues | 2,921 | 2,831 | 2,728 | 5,753 | 5,379 | 10,939 |
Cost of sales | 1,884 | 1,819 | 1,743 | 3,703 | 3,435 | 7,001 |
Gross profit | 1,037 | 1,012 | 985 | 2,050 | 1,944 | 3,938 |
Operating expenses | 345 | 342 | 326 | 687 | 646 | 1,279 |
Operating profit | 692 | 670 | 659 | 1,363 | 1,298 | 2,659 |
Other income, net | 105 | 107 | 137 | 212 | 263 | 513 |
Reduction in the fair value of Disposal Group held for sale (Refer Note a below) | – | (39) | – | (39) | – | (18) |
Share in net profit/(loss) of associate, including impairment | – | – | – | – | (11) | (11) |
Profit before income taxes | 797 | 738 | 796 | 1,536 | 1,550 | 3,143 |
Income tax expense | 216 | 204 | 218 | 420 | 431 | 657 |
Net profit | 581 | 534 | 578 | 1,116 | 1,119 | 2,486 |
Earnings per equity share * | ||||||
Basic | 0.13 | 0.12 | 0.13 | 0.26 | 0.24 | 0.55 |
Diluted | 0.13 | 0.12 | 0.13 | 0.26 | 0.24 | 0.55 |
Total assets | 11,288 | 11,406 | 13,551 | 11,288 | 13,551 | 12,255 |
Cash and cash equivalents including current investments | 3,508 | 3,415 | 5,428 | 3,508 | 5,428 | 4,023 |
* EPS is not annualized for the quarter and half year ended September 30, 2018, quarter ended June 30, 2018 and quarter and half year ended September 30, 2017.
a) | In the quarter ended March 31, 2018, on conclusion of a strategic review of the portfolio businesses, the Company had initiated identification and evaluation of potential buyers for its subsidiaries, Kallidus and Skava (together referred to as "Skava”) and Panaya (collectively referred to as the “Disposal Group”). The Company anticipates completion of the sale by March 2019. On reclassification, assets and liabilities in respect of the Disposal Group had been reclassified as “held for sale" and measured at the lower of carrying amount and fair value less cost to sell. Consequently, a reduction in the fair value of Disposal Group amounting to $18 million in respect of Panaya had been recognized in the Consolidated Statement of Profit and Loss for the year ended March 31, 2018. |
During the quarter ended June 30, 2018, on remeasurement, including consideration of progress in negotiations on offers from prospective buyers for Panaya, the Company has recorded a reduction in the fair value of Disposal Group held for sale amounting to $39 million in respect of Panaya. Consequently, profit for the quarter ended June 30, 2018 and half-year ended September 30, 2018 has decreased by $39 million, resulting in a decrease in Basic earnings per equity share by $0.01 (adjusted for September 2018 bonus issue) for the quarter ended June 30, 2018 and half-year ended September 30, 2018. As of September 30, 2018 assets amounting to $270 million and liabilities amounting to $48 million in respect of the disposal group have been classified as “held for sale".
Certain statements mentioned in this release concerning our future growth prospects are forward-looking statements regarding our future business expectations intended to qualify for the 'safe harbor' under the Private Securities Litigation Reform Act of 1995, which involve a number of risks and uncertainties that could cause actual results to differ materially from those in such forward-looking statements. The risks and uncertainties relating to these statements include, but are not limited to, risks and uncertainties regarding fluctuations in earnings, fluctuations in foreign exchange rates, our ability to manage growth, intense competition in IT services including those factors which may affect our cost advantage, wage increases in India, our ability to attract and retain highly skilled professionals, time and cost overruns on fixed-price, fixed-time frame contracts, client concentration, restrictions on immigration, industry segment concentration, our ability to manage our international operations, reduced demand for technology in our key focus areas, disruptions in telecommunication networks or system failures, our ability to successfully complete and integrate potential acquisitions, liability for damages on our service contracts, the success of the companies in which Infosys has made strategic investments, withdrawal or expiration of governmental fiscal incentives, political instability and regional conflicts, legal restrictions on raising capital or acquiring companies outside India, and unauthorized use of our intellectual property and general economic conditions affecting our industry. Additional risks that could affect our future operating results are more fully described in our United States Securities and Exchange Commission filings including our Annual Report on Form 20-F for the fiscal year ended March 31, 2018. These filings are available at www.sec.gov. Infosys may, from time to time, make additional written and oral forward-looking statements, including statements contained in the company's filings with the Securities and Exchange Commission and our reports to shareholders. The company does not undertake to update any forward-looking statements that may be made from time to time by or on behalf of the company unless it is required by law.
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