Form 6-K MakeMyTrip Ltd For: Oct 30

October 30, 2014 8:35 AM

�

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, 2014

Commission File Number 001-34837

�

MAKEMYTRIP LIMITED

(Exact name of registrant as specified in its charter)

�

Not Applicable

(Translation of registrant�s name into English)

Mauritius

(Jurisdiction of incorporation or organization of registrant)

�

Tower A, SP Infocity, 243,

Udyog Vihar, Phase 1

Gurgaon, Haryana 122016, India

(Address of principal executive office)

�

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��x��Form 40-F��

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

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

�

MakeMyTrip Limited is incorporating by reference the information set forth in Exhibit 99.1 (only its unaudited consolidated financial statements as of September�30, 2014 and for the three and six months ended September�30, 2014 and 2013 and the sections titled �Other Information � Share Repurchase�, �Fiscal 2015 Second Quarter Financial Results� and �About Non-IFRS Financial Measures�) set forth in this Form 6-K into its registration statement on Form F-3 (File No.�333-193943) filed with the United States Securities and Exchange Commission on February�14, 2014, as amended, which became effective on March�10, 2014.

Other Events

On October�30, 2014, MakeMyTrip Limited issued an earnings release announcing its unaudited financial results for the second fiscal quarter 2015 (i.e. quarter ended September�30, 2014). A copy of the earnings release dated October�30, 2014 is attached hereto as Exhibit 99.1.

Exhibit

�

99.1	Earnings release of MakeMyTrip Limited dated October�30, 2014.

SIGNATURE

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, there under duly authorized.

Date: October�30, 2014

�


MAKEMYTRIP LIMITED

By:	�	/s/ Deep Kalra
Name:	�	Deep Kalra
Title:	�	Group Chairman and Group Chief Executive Officer

EXHIBIT INDEX

�

99.1	Earnings release of MakeMyTrip Limited dated October�30, 2014.

Exhibit 99.1

MAKEMYTRIP LIMITED ANNOUNCES FISCAL 2015 SECOND QUARTER RESULTS

Financial Highlights for Fiscal 2015 Second Quarter

(Year over Year (YoY) growth % are on constant currency basis⁽¹⁾; please see table below for YoY growth % on actual basis)

�

Gross Bookings⁽⁵⁾ reached $392.7 million in 2Q15, representing a YoY increase of 40.9%. Gross bookings for Hotels and packages increased by 82.2% in 2Q15.

�

Transactions for Hotels and packages improved by 70.9% YoY in 2Q15.�Transactions for air ticketing grew by 39.7% YoY in 2Q15.

�

Revenue rose 25.4% YoY to $60.5 million in 2Q15.

�

Revenue less service costs⁽²⁾ increased 34.8% YoY to $32.0 million in 2Q15.

�

Revenue less service costs⁽²⁾ for Hotels and packages increased 75.2% YoY in 2Q15. Hotels and packages contribution increased to 39.5% in 2Q15 versus 30.4% in 2Q14.

Gurgaon, India and New York, October�30, 2014 � MakeMyTrip Limited (Nasdaq: MMYT), India�s leading online travel company, today announced its unaudited financial and operating results for its fiscal quarter ended September�30, 2014.

�In the fiscal second quarter of 2015, MakeMyTrip continued to execute towards our long term strategy of hotels and holidays packages growth.� said Deep Kalra, Chairman and Group CEO.��Our ongoing commitment and investments made helped us to achieve high growth rates during the seasonally slow travel quarter and to keep providing MakeMyTrip�s customers the best in class booking experience�.

�

(in thousands except EPS)

��

3�months�Ended
September�30,�2013

�

3�months�Ended
September�30,�2014

�

YoY
Change

�

YoY�Change�in
constant
currency⁽¹⁾

�

Financial Summary as per IFRS

��

�

Revenue

��

47,394.7

��

�

60,533.8

��

�

27.7

%�

�

25.4

%�

Revenue Less Service Costs⁽²⁾

��

23,309.2

��

�

32,049.2

��

�

37.5

%�

�

34.8

%�

Air Ticketing

��

15,242.0

��

�

18,231.3

��

�

19.6

%�

�

16.4

%�

Hotels�& packages

��

7,078.3

��

�

12,511.7

��

�

76.8

%�

�

75.2

%�

Other

��

988.9

��

�

1,306.2

��

�

32.1

%�

�

29.0

%�

Results from Operating Activities

��

5,883.5

)�

�

3,284.2

)�

�

Adjusted Operating Profit (Loss)⁽³⁾

��

1,539.9

)�

�

318.4

)�

�

Loss for the period

��

7,523.3

)�

�

4,789.4

)�

�

Adjusted Net Profit (Loss)⁽⁴⁾

��

2,915.8

)�

�

1,586.4

)�

�

Diluted loss per share

��

0.20

)�

�

0.11

)�

�

Adjusted Diluted Earnings (Loss) per share⁽⁴⁾

��

0.08

)�

�

0.04

)�

�

Operating Metrics

��

Gross Bookings⁽⁵⁾

��

272,553.8

��

�

392,674.0

��

�

44.1

%�

�

40.9

%�

Air Ticketing

��

217,692.4

��

�

291,757.9

��

�

34.0

%�

�

30.4

%�

Hotels�& packages

��

54,861.4

��

�

100,916.1

��

�

83.9

%�

�

82.2

%�

Number of Transactions

��

�

Air Ticketing

��

�

1,119.9

��

�

1,565.0

��

�

39.7

%�

�

Hotels�& packages

��

�

172.6

��

�

294.9

��

�

70.9

%�

�

(1)	Constant currency refers to our financial results assuming constant foreign exchange rates for the current fiscal period based on the reporting for the historical average rate used in the prior year�s comparable fiscal period.

(2)	Represents IFRS revenue after deducting service costs. IFRS refers to International Financial Reporting Standards as issued by the International Accounting Standards Board.

(3)	Results from operating activities excluding employee share-based compensation costs and amortization of acquisition related intangibles.

(4)	Loss for the period excluding employee share-based compensation costs, amortization of acquisition related intangibles, net change in value of financial liability in business combination, and income tax (benefit) expense.

(5)	Represents the total amount paid by our customers for the travel services and products booked through us, including taxes, fees and other charges, net of cancellations and refunds.

Please see �About Non-IFRS Financial Measures� included within this release to understand the importance of the financial measures set forth in notes (1)�to (5)�above. Reconciliations of IFRS financial measures to non-IFRS operating results are included at the end of this release.

Other Information

Share Repurchase

The following table provides information about purchases made by us during the periods presented of our outstanding ordinary shares, par value USD 0.0005�per share:

�

Period

��

(a)
Total�Number�of
Shares�Purchased

�

��

(b)
Average�Price�Paid
per Share⁽²⁾

�

��

�

��

(d)
Maximum�Number
(or Approximate
Dollar�Value)�of
Shares�that�May�Yet
Be�Purchased�Under
the Plans�or
Programs⁽¹⁾

�

Up to 03/31/13

��

�

40,142

��

12.63

��

�

40,142

��

24,492,145

��

04/01/13 � 04/30/13

��

�

NIL

��

NIL

��

�

NIL

��

24,492,145

��

05/01/13 � 05/31/13

��

�

100

��

12.50

��

�

100

��

24,490,893

��

06/01/13 � 06/30/13

��

�

NIL

��

NIL

��

�

NIL

��

24,490,893

��

07/01/13 � 07/31/13

��

�

NIL

��

NIL

��

�

NIL

��

24,490,893

��

08/01/13 � 08/31/13

��

�

NIL

��

NIL

��

�

NIL

��

24,490,893

��

09/01/13 � 09/30/13

��

�

NIL

��

NIL

��

�

NIL

��

24,490,893

��

10/01/13 � 10/31/13

��

�

NIL

��

NIL

��

�

NIL

��

24,490,893

��

11/01/13 � 11/30/13

��

�

NIL

��

NIL

��

�

NIL

��

24,490,893

��

12/01/13 � 12/31/13

��

�

NIL

��

NIL

��

�

NIL

��

24,490,893

��

01/01/14 � 01/31/14

��

�

NIL

��

NIL

��

�

NIL

��

24,490,893

��

02/01/14 � 02/28/14

��

�

NIL

��

NIL

��

�

NIL

��

24,490,893

��

03/01/14 � 03/31/14

��

�

NIL

��

NIL

��

�

NIL

��

24,490,893

��

04/01/14 � 04/30/14

��

�

NIL

��

NIL

��

�

NIL

��

24,490,893

��

05/01/14 � 05/31/14

��

�

NIL

��

NIL

��

�

NIL

��

24,490,893

��

06/01/14 � 06/30/14

��

�

NIL

��

NIL

��

�

NIL

��

24,490,893

��

07/01/14 � 07/31/14

��

�

NIL

��

NIL

��

�

NIL

��

24,490,893

��

08/01/14 � 08/31/14

��

�

NIL

��

NIL

��

�

NIL

��

24,490,893

��

09/01/14 � 09/30/14

��

�

NIL

��

NIL

�

��

�

NIL

��

24,490,893

��

�

��

�

��

Total

��

�

40,242

��

12.63

��

�

40,242

��

24,490,893

��

�

��

�

��

�

(1)

On November�6, 2012, our Board of Directors authorized the Company to purchase outstanding ordinary shares, par value $0.0005 per share, of the Company. The authorization permits us to purchase our ordinary shares in the open market, in privately negotiated transactions or otherwise in an aggregate amount of up to $25 million. As of September�30, 2014, we had remaining authority to repurchase up to approximately $24.49 million of our outstanding ordinary shares.

(2)	The average price paid per share excludes broker and transaction fees.

Fiscal 2015 Second Quarter Financial Results

Revenue. We generated revenue of $60.5 million in the quarter ended September�30, 2014, an increase of 27.7% (25.4% in constant currency) over revenue of $47.4 million in the quarter ended September�30, 2013.

Air Ticketing. Revenue from our air ticketing business increased by 13.8% (10.8% in constant currency) to $18.4 million in the quarter ended September�30, 2014 from $16.2 million in the quarter ended September�30, 2013. Our revenue less service costs increased by 19.6% (16.4% in constant currency) to $18.2 million in the quarter ended September�30, 2014 from $15.2 million in the quarter ended September�30, 2013. This was primarily due to an increase in gross bookings of 34.0% (30.4% in constant currency) and a 39.7% increase in the number of transactions year over year, partially offset by a decrease in net revenue margin (defined as revenue less service cost as a percentage of gross bookings) from 7.0% in the quarter ended September�30, 2013 to 6.2% in the quarter ended September�30, 2014. The transaction growth in the fiscal second quarter of fiscal year 2015 was largely driven by special fares offered by Indian domestic carriers.

Hotels and Packages. Revenue from our hotels and packages business increased by 35.0% (33.1% in constant currency) to $40.8 million in the quarter ended September�30, 2014, from $30.2 million in the quarter ended September�30, 2013. Our revenue less service costs increased by 76.8% (75.2% in constant currency) to $12.5 million in the quarter ended September�30, 2014 from $7.1 million in the quarter ended September�30, 2013. This was due to an increase in gross bookings of 83.9% (82.2% in constant currency) and a 70.9% increase in the number of transactions year over year, partially offset by decrease in net revenue margin from 12.9% in the quarter ended September�30, 2013 to 12.4% in the quarter ended September�30, 2014. The transaction growth in this segment was driven by improved customer experience and range of offering for our domestic customers and also growth in international bookings aided by the acquisition of Easytobook Group in February 2014.

Other Revenue. Our other revenue increased to $1.3 million in the quarter ended September�30, 2014 from $1.0 million in the quarter ended September�30, 2013, primarily due to an increase in facilitation fees on travel insurance.

Total Revenue less Service Costs. Our total revenue less service costs increased by 37.5% (34.8% in constant currency) to $32.0 million in the quarter ended September�30, 2014 from $23.3 million in the quarter ended September�30, 2013, primarily as a result of a 76.8% (75.2% in constant currency) increase in our hotels and packages revenue less service costs and a 19.6% (16.4% in constant currency) increase in our air ticketing revenue less service costs.

Personnel Expenses. Personnel expenses decreased to $10.3 million in the quarter ended September�30, 2014 from $10.7 million in the quarter ended September�30, 2013. This decrease was on account of lower employee share-based compensation costs in the quarter ended September�30, 2014 which was partially offset by annual increase in wages, and consolidation of the Easytobook Group acquired in February 2014. Excluding employee share-based compensation costs, personnel expenses as a percentage of net revenue decreased by 4.4 percentage points year over year.

Other Operating Expenses. Other operating expenses increased by 36.7% to $23.5 million in the quarter ended September�30, 2014 from $17.2 million in the quarter ended September�30, 2013, primarily as a result of an increase in advertisement expenses to accelerate growth in our hotels and packages business, increases in payment gateway charges and outsourcing fees in line with the growth in our business and the consolidation of the Easytobook Group acquisition.

Results from Operating Activities. As a result of the foregoing factors, our results from operating activities was a loss of $3.3 million in the quarter ended September�30, 2014 as compared to a loss of $5.9 million in the quarter ended September�30, 2013. Excluding the effects of our employee share-based compensation costs and amortization of acquisition related intangibles for both quarters ended September�30, 2014 and 2013, we would have recorded an operating loss of $0.3 million in the quarter ended September�30, 2014 as compared with an operating loss of $1.5 million in the quarter ended September�30, 2013.

Net Finance Income (Costs). Our net finance cost was $1.5 million in the quarter ended September�30, 2014 as compared to a net finance cost of $1.6 million in the quarter ended September�30, 2013, primarily due to higher interest income earned on bank deposits and offset by higher foreign exchange loss in the quarter ended September�30, 2014.

Profit (Loss) for the period. As a result of the foregoing factors, our loss for the quarter ended September�30, 2014 was $4.8 million as compared to a loss of $7.5 million in the quarter ended September�30, 2013. Excluding the effects of employee share-based compensation costs, amortization of acquisition related intangibles, net change in value of financial liability related to business combination, income tax benefit (expense) for the second quarter of both fiscal years 2015 and 2014, we would have recorded a net loss of $1.6 million in the quarter ended September�30, 2014 and a net loss of $2.9 million in the quarter ended September�30, 2013.

Diluted Earnings (Loss) per share. Diluted loss per share was $0.11 for the quarter ended September�30, 2014 as compared to diluted loss per share of $0.20 in the quarter ended September�30, 2013. After adjusting for employee share-based compensation costs, amortization of acquisition related intangibles, net change in value of financial liability related to business combination, income tax benefit (expense) for the second quarter of both fiscal years 2015 and 2014, as mentioned in the preceding paragraph, diluted loss per share would have been $0.04 in the quarter ended September�30, 2014, compared to diluted loss per share of $0.08 in the quarter ended September�30, 2013.

Fiscal Year 2014-15 Outlook

The results achieved in the fiscal first half of 2015 across all our major lines of business from an improving domestic travel market, increases our confidence that we will be able to deliver on our strategic and financial targets for fiscal 2015. We are therefore revising the range of our fiscal year 2015 annual revenue less service cost guidance with a growth of 28%-30%, which is in the range of $136 million to $138 million.

Conference Call

MakeMyTrip will host a conference call to discuss the company�s results for the quarter ended September�30, 2014 beginning at 10:00 a.m. EDT on October�30, 2014. To participate, please dial +1-877-280-4962 from within the U.S. or +1-857-244-7319 from any other country. Thereafter, callers will be prompted to enter the participant passcode 57514310. A live webcast of the conference call will also be available through the Investor Relations section of the company�s website at http://investors.makemytrip.com.

A telephonic replay of the conference call will be available for one month by dialing +1-888-286-8010 and using passcode 98395694. A one month replay of the live webcast will also be available at http://investors.makemytrip.com, shortly following the conclusion of the call.

About Non-IFRS Financial Measures

As certain parts of our revenues 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 revenue less service costs, which is a non-IFRS measure, as we believe that revenue less service costs reflects more accurately 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 revenue less service costs may not be comparable to similarly titled measures reported by other companies due to potential differences in the method of calculation.

Constant currency results are financial measures that are not in accordance with IFRS, and assume constant currency exchange rates used for translation based on the rates in effect during the comparable period in the prior fiscal year.

The Company believes that adjusted operating profit (loss), adjusted net income (loss) and change in constant currency are useful in measuring the results of the Company. The IFRS measures most directly comparable to adjusted operating profit (loss) and adjusted net income (loss) are results from operating activities and profit (loss) for the period, respectively. The Company believes that adjustments to these IFRS measures (including employee stock compensation costs, expenses such as amortization of acquisition related intangibles (including trade name, customer relationship and non-compete), direct cost related to registration of shares by the shareholders, severance cost related to a prior acquisition, direct cost related to public offerings, net change in value of financial liability related to business combination, net (gain) loss on change in the fair value of derivative financial instruments and income tax benefit (expense)) provide investors and analysts a more accurate representation of the Company�s operating results.

Safe Harbor Statement

This release contains certain statements concerning the Company�s future growth prospects and forward-looking statements, as defined in the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on the Company�s current expectations, assumptions, estimates and projections about the Company and its industry. These forward-looking statements are subject to various risks and uncertainties. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as �anticipate,� �believe,� �estimate,� �expect,� �intend,� �will,� �project,� �seek,� �should� and similar expressions. Such statements include, among other things, quotations from management as well as MakeMyTrip�s (MMYT) strategic and operational plans. Forward-looking statements involve inherent risks and uncertainties. A number of important factors could cause actual results to differ materially from those contained in any forward-looking statement. Potential risks and uncertainties include, but are not limited to, the slow-down of economic growth in India and the global economic downturn, general declines or disruptions in the travel industry, volatility in the trading price of MMYT�s shares, MMYT�s reliance on its relationships with travel suppliers and strategic alliances, failure to further increase MMYT�s brand recognition to obtain new business partners and consumers, failure to compete against new and existing competitors, failure to successfully manage current growth and potential future growth, risks associated with any strategic investments or acquisitions, seasonality in the travel industry in India and overseas, failure to successfully develop MMYT�s corporate travel business, damage to or failure of MMYT�s infrastructure and technology, loss of services of MMYT�s key executives, and inflation in India and in other countries. These and other factors are more fully discussed in the �Risk Factors� section of MMYT�s 20-F dated June�6, 2014, filed with the United States Securities and Exchange Commission. All information provided in this release is provided as of the date of issuance of this release, and MMYT does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

About MakeMyTrip Limited

MakeMyTrip Limited is the parent company of MakeMyTrip (India) Private Limited, India�s largest online travel company, MakeMyTrip Inc. (USA), MakeMyTrip FZ LLC (UAE), Luxury Tours�& Travel Pte Ltd (Singapore), Luxury Tours (Malaysia) Sdn Bhd, the Hotel Travel Group (Thailand), the ITC Group (Thailand) and the Easytobook Group (Netherlands). The Company�s services and products include air tickets, customized holiday packages, hotel bookings, railway tickets, bus tickets, car hire and facilitating access to travel insurance. Through its primary websites, www.makemytrip.com, www.hoteltravel.com and www.easytobook.com and other technology-enhanced platforms, the Company provides access to all major domestic full-service and low-cost airlines operating to and from India, all major airlines operating to and from India, over 15,500 hotels and guesthouses in India, more than 180,000 hotels outside India, Indian Railways and several major Indian bus operators.

For more details, please contact:

INVESTOR RELATIONS

Jonathan Huang

MakeMyTrip Limited

+1 (646)�405-1311

[email protected]

MAKEMYTRIP LIMITED

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

(UNAUDITED)

�


�	��	As�at�March�31, 2014		�	�	As�at�September�30, 2014		�
�	��	(in USD)						�
Assets	��				�
Property, plant and equipment	��	�	8,532,640	��	�	�	8,593,306	��
Intangible assets and goodwill	��	�	39,240,542	��	�	�	37,681,913	��
Trade and other receivables, net	��	�	982,585	��	�	�	886,479	��
Investment in equity-accounted investee	��	�	1,122,594	��	�	�	1,041,660	��
Other investments	��	�	3,973,363	��	�	�	4,136,758	��
Term deposits	��	�	75,656,254	��	�	�	71,796,215	��
Non-current tax assets	��	�	6,515,244	��	�	�	7,457,566	��
Other non-current assets	��	�	476,326	��	�	�	515,434	��
	��	�	�	�	�	�	�	�
Total non-current assets	��	�	136,499,548	��	�	�	132,109,331	��

Inventories	��	�	515,663	��	�	�	2,212,863	��
Current tax assets	��	�	2,183,841	��	�	�	2,138,488	��
Trade and other receivables, net	��	�	28,373,066	��	�	�	24,930,220	��
Term deposits	��	�	29,513,593	��	�	�	31,790,325	��
Other current assets	��	�	34,739,530	��	�	�	40,964,659	��
Cash and cash equivalents	��	�	38,011,775	��	�	�	35,770,438	��
	��	�	�	�	�	�	�	�
Total current assets	��	�	133,337,468	��	�	�	137,806,993	��
	��	�	�	�	�	�	�	�
Total assets	��	�	269,837,016	��	�	�	269,916,324	��
	��	�	�	�	�	�	�	�

Equity	��				�

Share capital	��	�	20,836	��	�	�	20,909	��
Share premium	��	�	238,423,499	��	�	�	240,384,528	��
Reserves	��	�	(1,481,871	)�	�	�	(812,888	)�
Accumulated deficit	��	�	(81,806,068	)�	�	�	(90,564,628	)�
Share based payment reserve	��	�	20,092,179	��	�	�	23,641,120	��
Foreign currency translation reserve	��	�	(13,663,555	)�	�	�	(14,757,828	)�
	��	�	�	�	�	�	�	�
Total equity attributable to equity holders of the Company	��	�	161,585,020	��	�	�	157,911,213	��
Non-controlling interest	��	�	714,505	��	�	�	647,058	��
	��	�	�	�	�	�	�	�
Total equity	��	�	162,299,525	��	�	�	158,558,271	��
	��	�	�	�	�	�	�	�

Liabilities	��				�
Loans and borrowings	��	�	203,108	��	�	�	286,869	��
Employee benefits	��	�	963,176	��	�	�	1,103,939	��
Deferred revenue	��	�	2,353,593	��	�	�	2,752,230	��
Deferred tax liabilities	��	�	277,096	��	�	�	250,800	��
Other non-current liabilities	��	�	7,667,666	��	�	�	6,601,356	��
	��	�	�	�	�	�	�	�
Total non-current liabilities	��	�	11,464,639	��	�	�	10,995,194	��

Loans and borrowings	��	�	115,005	��	�	�	140,427	��
Trade and other payables	��	�	86,213,527	��	�	�	92,406,549	��
Deferred revenue	��	�	1,336,238	��	�	�	2,472,572	��
Other current liabilities	��	�	8,408,082	��	�	�	5,343,311	��
	��	�	�	�	�	�	�	�
Total current liabilities	��	�	96,072,852	��	�	�	100,362,859	��
	��	�	�	�	�	�	�	�
Total liabilities	��	�	107,537,491	��	�	�	111,358,053	��
	��	�	�	�	�	�	�	�
Total equity and liabilities	��	�	269,837,016	��	�	�	269,916,324	��
	��	�	�	�	�	�	�	�

MAKEMYTRIP LIMITED

CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME (LOSS)

(UNAUDITED)

�

��

For the three months ended
September�30,

�

For the six months ended
September�30,

�

��

2013

�

2014

�

2013

�

2014

�

��

(in USD)

�

Revenue

��

�

Air ticketing

��

�

16,167,665

��

�

18,406,372

��

�

31,386,369

��

�

34,881,571

��

Hotels and packages

��

�

30,238,140

��

�

40,821,194

��

�

91,285,563

��

�

118,085,397

��

Other revenue

��

�

988,868

��

�

1,306,187

��

�

1,886,634

��

�

2,410,781

��

�

Total revenue

��

�

47,394,673

��

�

60,533,753

��

�

124,558,566

��

�

155,377,749

��

Other income

��

�

33,718

��

�

447,446

��

�

143,804

��

�

730,317

��

Service cost

��

�

Procurement cost of hotel and packages services

��

�

23,159,820

��

�

28,309,524

��

�

73,348,263

��

�

87,700,875

��

Cost of air tickets coupon

��

�

925,679

��

�

175,053

��

�

1,890,692

��

�

175,053

��

Personnel expenses

��

�

10,715,275

��

�

10,346,110

��

�

20,515,242

��

�

21,140,437

��

Other operating expenses

��

�

17,208,352

��

�

23,515,286

��

�

37,660,197

��

�

49,782,937

��

Depreciation and amortization

��

�

1,302,765

��

�

1,919,390

��

�

2,619,160

��

�

3,954,922

��

�

Results from operating activities

��

�

(5,883,500

)�

�

(3,284,164

)�

�

(11,331,184

)�

�

(6,646,158

)�

Finance income

��

�

386,609

��

�

771,443

��

�

1,480,979

��

�

1,508,364

��

Finance costs

��

�

2,000,084

��

�

2,226,133

��

�

6,633,134

��

�

3,510,018

��

�

Net finance costs

��

�

(1,613,475

)�

�

(1,454,690

)�

�

(5,152,155

)�

�

(2,001,654

)�

��

�

Share of loss of equity-accounted investee

��

�

(42,196

)�

�

(51,652

)�

�

(92,392

)�

�

(80,934

)�

��

�

Loss before tax

��

�

(7,539,171

)�

�

(4,790,506

)�

�

(16,575,731

)�

�

(8,728,746

)�

Income tax benefit (expense)

��

�

15,847

��

�

1,138

��

�

(38,851

)�

�

(24,607

)�

��

�

Loss for the period

��

�

(7,523,324

)�

�

(4,789,368

)�

�

(16,614,582

)�

�

(8,753,353

)�

Other comprehensive income (loss)

��

�

Items that are or may be reclassified subsequently to profit or loss:

��

�

Foreign currency translation differences on foreign operations

��

�

(1,114,365

)�

�

(1,031,426

)�

�

(3,286,018

)�

�

(1,099,215

)�

Net change in fair value of available-for-sale financial assets

��

�

(453,497

)�

�

121,034

��

�

(949,873

)�

�

163,395

��

�

��

�

(1,567,862

)�

�

(910,392

)�

�

(4,235,891

)�

�

(935,820

)�

��

�

Items that will never be reclassified subsequently to profit or loss:

��

�

Remeasurement of defined benefit (asset) liability

��

�

67,667

��

�

(79,914

)�

�

67,667

��

�

(79,914

)�

��

�

Other comprehensive loss for the period, net of tax

��

�

(1,500,195

)�

�

(990,306

)�

�

(4,168,224

)�

�

(1,015,734

)�

��

�

Total comprehensive loss for the period

��

�

(9,023,519

)�

�

(5,779,674

)�

�

(20,782,806

)�

�

(9,769,087

)�

��

�

Loss attributable to:

��

�

Owners of the Company

��

�

(7,452,010

)�

�

(4,744,972

)�

�

(16,593,842

)�

�

(8,690,848

)�

Non-controlling interest

��

�

(71,314

)�

�

(44,396

)�

�

(20,740

)�

�

(62,505

)�

��

�

Loss for the period

��

�

(7,523,324

)�

�

(4,789,368

)�

�

(16,614,582

)�

�

(8,753,353

)�

��

�

Total comprehensive loss attributable to:

��

�

Owners of the Company

��

�

(8,953,881

)�

�

(5,729,883

)�

�

(20,759,020

)�

�

(9,701,640

)�

Non-controlling interest

��

�

(69,638

)�

�

(49,791

)�

�

(23,786

)�

�

(67,447

)�

��

�

Total comprehensive loss for the period

��

�

(9,023,519

)�

�

(5,779,674

)�

�

(20,782,806

)�

�

(9,769,087

)�

��

�

Loss per share

��

�

Basic

��

�

(0.20

)�

�

(0.11

)�

�

(0.44

)�

�

(0.21

)�

Diluted

��

�

(0.20

)�

�

(0.11

)�

�

(0.44

)�

�

(0.21

)�

Weighted average number of shares

��

�

Basic

��

�

37,666,681

��

�

41,788,240

��

�

37,642,706

��

�

41,737,823

��

Diluted

��

�

37,666,681

��

�

41,788,240

��

�

37,642,706

��

�

41,737,823

��

MAKEMYTRIP LIMITED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

(UNAUDITED)

�

Attributable to equity holders of the Company

�

Share
capital

�

Share
premium

�

Reserve
for own
shares

�

Fair�value
reserve

�

Accumulated
deficit

�

Share�based
payment
reserve

�

Foreign
currency
translation
reserve

�

Total

�

Non-
controlling
interest

�

Total�Equity

�

(In USD)

�

Balance as at April�1, 2014

�

20,836

��

�

238,423,499

��

�

(526,350

)�

�

(955,521

)�

�

(81,806,068

)�

�

20,092,179

��

�

(13,663,555

)�

�

161,585,020

��

�

714,505

��

�

162,299,525

��

Total comprehensive income (loss) for the period

�

Loss for the period

�

��

�

��

�

��

�

��

�

(8,690,848

)�

�

��

�

��

�

(8,690,848

)�

�

(62,505

)�

�

(8,753,353

)�

Other comprehensive income (loss)

�

Foreign currency translation differences

�

��

�

��

�

��

�

��

�

��

�

��

�

(1,094,273

)�

�

(1,094,273

)�

�

(4,942

)�

�

(1,099,215

)�

Net change in fair value of available-for-sale financial assets

�

��

�

��

�

��

�

163,395

��

�

��

�

��

�

��

�

163,395

��

�

��

�

163,395

��

Remeasurement of defined benefit (asset) liability

�

��

�

��

�

��

�

��

�

(79,914

)�

�

��

�

��

�

(79,914

)�

�

��

�

(79,914

)�

�

Total other comprehensive income (loss)

�

��

�

��

�

��

�

163,395

��

�

(79,914

)�

�

��

�

(1,094,273

)�

�

(1,010,792

)�

�

(4,942

)�

�

(1,015,734

)�

�

Total comprehensive income (loss) for the period

�

��

�

��

�

��

�

163,395

��

�

(8,770,762

)�

�

��

�

(1,094,273

)�

�

(9,701,640

)�

�

(67,447

)�

�

(9,769,087

)�

�

Transactions with owners, recorded directly in equity

�

Contributions by owners

�

Share-based payment

�

��

�

��

�

��

�

��

�

��

�

5,165,685

��

�

��

�

5,165,685

��

�

��

�

5,165,685

��

Issue of ordinary shares on exercise of share based awards

�

��

�

1,698,303

��

�

��

�

��

�

��

�

(1,604,542

)�

�

��

�

93,834

��

�

��

�

93,834

��

Transfer to accumulated deficit on expiry of share based awards

�

��

�

��

�

��

�

��

�

12,202

��

�

(12,202

)�

�

��

�

��

�

��

�

��

Re-issue of own shares to settle the financial liability

�

��

�

262,726

��

�

505,588

��

�

��

�

��

�

��

�

��

�

768,314

��

�

��

�

768,314

��

�

Total transactions with owners

�

��

�

1,961,029

��

�

505,588

��

�

��

�

12,202

��

�

3,548,941

��

�

��

�

6,027,833

��

�

��

�

6,027,833

��

�

Balance as at September�30, 2014

�

20,909

��

�

240,384,528

��

�

(20,762

)�

�

(792,126

)�

�

(90,564,628

)�

�

23,641,120

��

�

(14,757,828

)�

�

157,911,213

��

�

647,058

��

�

158,558,271

��

�

MAKEMYTRIP LIMITED

CONSOLIDATED STATEMENT OF CASH FLOWS

(UNAUDITED)

�


�	��	For the six months ended September�30,						�
�	��	2013		�	�	2014		�
�	��	(in USD)						�
Loss for the period	��	�	(16,614,582	)�	�	�	(8,753,353	)�
Adjustments for non-cash items	��	�	14,819,944	��	�	�	11,255,593	��
Change in working capital	��	�	(12,510,297	)�	�	�	(993,166	)�
	��	�	�	�	�	�	�	�
Net cash generated from (used in) operating activities	��	�	(14,304,934	)�	�	�	1,509,075	��
	��	�	�	�	�	�	�	�
Net cash generated from (used in) investing activities	��	�	10,773,814	��	�	�	(1,411,116	)�
	��	�	�	�	�	�	�	�
Net cash generated from (used in) financing activities	��	�	(1,028,711	)�	�	�	(1,460,524	)�
	��	�	�	�	�	�	�	�
Increase (decrease) in cash and cash equivalents	��	�	(4,559,831	)�	�	�	(1,362,565	)�
Cash and cash equivalents at beginning of the period	��	�	35,634,957	��	�	�	38,011,775	��
Effect of exchange rate fluctuations on cash held	��	�	(1,546,181	)�	�	�	(878,771	)�
	��	�	�	�	�	�	�	�
Cash and cash equivalents at end of the period	��	�	29,528,945	��	�	�	35,770,438	��
	��	�	�	�	�	�	�	�

MAKEMYTRIP LIMITED

RECONCILIATION OF IFRS TO NON-IFRS FINANCIAL MEASURES

(Unaudited)

�

(In USD)

�

Three months ended September�30,

�

Air ticketing

�

Hotels and packages

�

Others

�

Total

�

2013

�

2014

�

2013

�

2014

�

2013

�

2014

�

2013

�

2014

�

Revenue

�

16,167,665

��

�

18,406,372

��

�

30,238,140

��

�

40,821,194

��

�

988,868

��

�

1,306,187

��

�

47,394,673

��

�

60,533,753

��

Less:

�

Service cost

�

925,679

��

�

175,053

��

�

23,159,820

��

�

28,309,524

��

�

��

�

��

�

24,085,499

��

�

28,484,577

��

�

Revenue less service cost

�

15,241,986

��

�

18,231,319

��

�

7,078,320

��

�

12,511,670

��

�

988,868

��

�

1,306,187

��

�

23,309,174

��

�

32,049,176

��

�

(In USD)

�

Six months ended September�30,

�

Air ticketing

�

Hotels and packages

�

Others

�

Total

�

2013

�

2014

�

2013

�

2014

�

2013

�

2014

�

2013

�

2014

�

Revenue

�

31,386,369

��

�

34,881,571

��

�

91,285,563

��

�

118,085,397

��

�

1,886,634

��

�

2,410,781

��

�

124,558,566

��

�

155,377,749

��

Less:

�

Service cost

�

1,890,692

��

�

175,053

��

�

73,348,263

��

�

87,700,875

��

�

��

�

��

�

75,238,955

��

�

87,875,928

��

�

Revenue less service cost

�

29,495,677

��

�

34,706,518

��

�

17,937,300

��

�

30,384,522

��

�

1,886,634

��

�

2,410,781

��

�

49,319,611

��

�

67,501,821

��

�

Reconciliation of Adjusted Operating Profit (Loss)

��

For the three months ended
September�30,

�

For the six months ended
September�30,

�

(Unaudited)

��

2013

�

2014

�

2013

�

2014

�

��

(in USD)

�

Result from operating activities as per IFRS

��

�

(5,883,500

)�

�

(3,284,164

)�

�

(11,331,184

)�

�

(6,646,158

)�

Add: Employee share-based compensation costs

��

�

4,010,111

��

�

2,543,281

��

�

7,019,490

��

�

5,110,685

��

Add: Direct cost related to registration of shares by shareholders

��

�

��

�

��

�

114,705

��

�

��

Add: Severance cost related to a prior acquisition

��

�

��

�

��

�

��

�

637,569

��

Add: Acquisition related intangibles amortization

��

�

333,467

��

�

422,529

��

�

667,210

��

�

846,549

��

�

Adjusted Operating Profit (Loss)

��

�

(1,539,922

)�

�

(318,354

)�

�

(3,529,780

)�

�

(51,355

)�

��

�

Reconciliation of Adjusted Net Income (Loss)

��

For the three months ended
September�30,

�

For the six months ended
September�30,

�

(Unaudited)

��

2013

�

2014

�

2013

�

2014

�

��

(in USD)

�

Income (Loss) for the period as per IFRS

��

�

(7,523,324

)�

�

(4,789,368

)�

�

(16,614,582

)�

�

(8,753,353

)�

Add: Employee share-based compensation costs

��

�

4,010,111

��

�

2,543,281

��

�

7,019,490

��

�

5,110,685

��

Add: Direct cost related to registration of shares by shareholders

��

�

��

�

��

�

114,705

��

�

��

Add: Acquisition related intangibles amortization

��

�

333,467

��

�

422,529

��

�

667,210

��

�

846,549

��

Add: Net loss on change in fair value of derivative financial instrument

��

�

��

�

��

�

203,651

��

�

��

Add: Severance cost related to a prior acquisition

��

�

��

�

��

�

��

�

637,569

��

Add: Net change in value of financial liability related to business combination

��

�

279,760

��

�

238,336

��

�

556,479

��

�

738,339

��

Less: Income tax (benefit) expense

��

�

(15,847

)�

�

(1,138

)�

�

38,851

��

�

24,607

��

�

Adjusted Net Profit (Loss)

��

�

(2,915,832

)�

�

(1,586,361

)�

�

(8,014,196

)�

�

(1,395,604

)�

��

�

Adjusted Earnings (Loss) per share

��

�

Diluted

��

�

(0.08

)�

�

(0.04

)�

�

(0.21

)�

�

(0.03

)�

�

��

For the three months ended September�30, 2014,

�

��

Revenue

�

Revenue less service costs

�

Reported Growth and Constant Currency Growth (Unaudited)

��

Air�Ticketing

�

Hotels�and
packages

�

Other

�

Total

�

Air
Ticketing

�

Hotels�and
packages

�

Other

�

Total

�

Reported Growth

��

�

13.8

%�

�

35.0

%�

�

32.1

%�

�

27.7

%�

�

19.6

%�

�

76.8

%�

�

32.1

%�

�

37.5

%�

Impact of Foreign Currency Translation

��

�

-3.1

%�

�

-1.9

%�

�

-3.0

%�

�

-2.3

%�

�

-3.2

%�

�

-1.5

%�

�

-3.0

%�

�

-2.7

%�

��

�

Constant Currency Growth

��

�

10.8

%�

�

33.1

%�

�

29.0

%�

�

25.4

%�

�

16.4

%�

�

75.2

%�

�

29.0

%�

�

34.8

%�

��

�

��

For the six months ended September�30, 2014,

�

��

Revenue

�

Revenue less service costs

�

Reported Growth and Constant Currency Growth (Unaudited)

��

Air Ticketing

�

Hotels and
packages

�

Other

�

Total

�

Air
Ticketing

�

Hotels and
packages

�

Other

�

Total

�

Reported Growth

��

�

11.1

%�

�

29.4

%�

�

27.8

%�

�

24.7

%�

�

17.7

%�

�

69.4

%�

�

27.8

%�

�

36.9

%�

Impact of Foreign Currency Translation

��

�

2.2

%�

�

2.4

%�

�

2.5

%�

�

2.3

%�

�

2.4

%�

�

1.8

%�

�

2.5

%�

�

2.1

%�

��

�

Constant Currency Growth

��

�

13.4

%�

�

31.7

%�

�

30.3

%�

�

27.1

%�

�

20.0

%�

�

71.1

%�

�

30.3

%�

�

39.0

%�

��

�

MAKEMYTRIP LIMITED

OPERATING DATA (Unaudited)

�

��

For�the�three�months�ended
September�30,

�

For�the�six�months�ended
September�30,

�

��

2013

�

2014

�

2013

�

2014

�

��

(in thousands, except percentages)

�

Number of transactions

��

�

Air ticketing

��

�

1,119.9

��

�

1,565.0

��

�

2,069.2

��

�

2,667.1

��

Hotels and packages

��

�

172.6

��

�

294.9

��

�

354.6

��

�

670.9

��

Revenue less service cost: (In USD)

��

�

Air ticketing

��

�

15,242.0

��

�

18,231.3

��

�

29,495.7

��

�

34,706.5

��

Hotels and packages

��

�

7,078.3

��

�

12,511.7

��

�

17,937.3

��

�

30,384.5

��

Other revenue

��

�

988.9

��

�

1,306.2

��

�

1,886.6

��

�

2,410.8

��

�

��

�

23,309.2

��

�

32,049.2

��

�

49,319.6

��

�

67,501.8

��

�

Gross Bookings (In USD)

��

�

Air ticketing

��

�

217,692.4

��

�

291,757.9

��

�

468,748.4

��

�

573,832.7

��

Hotels and packages

��

�

54,861.4

��

�

100,916.1

��

�

139,301.4

��

�

251,016.8

��

�

��

�

272,553.8

��

�

392,674.0

��

�

608,049.8

��

�

824,849.6

��

�

Net revenue margins

��

�

Air ticketing

��

�

7.0

%�

�

6.2

%�

�

6.3

%�

�

6.0

%�

Hotels and packages

��

�

12.9

%�

�

12.4

%�

�

12.9

%�

�

12.1

%�

Combined net revenue margin for air ticketing and hotels and packages

��

�

8.2

%�

�

7.8

%�

�

7.8

%�

�

7.9

%�

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