Interim Results

RNS Number : 7324T

India Hospitality Corp.

09 December 2011

 



9^th December 2011

India Hospitality Corp.

("IHC" or "the Company")

Interim Results for the period ended 30 September 2011

India Hospitality Corp. is pleased to announce its unaudited interim results for the period ended 30 September 2011. The financial information set out in these interim results is unaudited and does not constitute the Company and its subsidiaries (together "the Group") statutory financial statements.

Key Highlights

For the period ended 30 September 2011

·    Total operating revenue from continuing operations of USD 4.75 million, an increase of 34.8% over the same period last year.

·    Operating loss from continuing operations of USD 1.8 million, a reduction of 51.9% in operating losses over the same period last year.

·    The number of pastry shops under the brand 'Birdy's' increased to 58, as compared to 33 last year.

An abstract of the Condensed Consolidated Interim Financial statements of the Company for the period ended 30 September 2011 are presented below and a full version of these will be available on the Company's website www.indiahospitalitycorp.com.

For further information contact:

India Hospitality Corp.

Rajesh Mittal
[phone]

[e-mail]
www.indiahospitalitycorp.com

Nominated Adviser: Grant Thornton Corporate Finance
Colin Aaronson, Salmaan Khawaja+44 20 7383 5100

Broker: Execution Noble & Company Ltd.
James Bromhead 
[phone]

Media Contact: Mutual Public Relations Ltd.
Harsh Wardhan
[phone]

About India Hospitality Corp.

During the period to which the interim accounts relate, the Company was present in hotel & restaurant segments, through its India-based subsidiary Wah Restaurants Private Limited (formerly Mars Restaurants Private Limited) ("Wah Restaurants").Wah Restaurants operates 58 patisseries under the "Birdy's" brand and a hotel in India.

Chairman's Statement 

On behalf of India Hospitality Corp., the Board of Directors is pleased to report the Company's unaudited interim financial results for the period ended 30 September 2011.

Growing urbanization and changing lifestyles, with an increasing trend of eating out coupled with the increasing proportion of the population represented by young people is driving 5-6% growth of the Indian restaurant market with 16-20% in the organized (branded) segment. With the continued growth of GDP and positive signals for the Indian economy over the recent months, the Directors believe that there is significant growth still to be made in the hotels and quick service restaurant (QSR) sectors in India. As at the date of this announcement, the Company has increased the number of patisseries under the brand 'Birdy's' to 58.

Concluding Remarks & Acknowledgements 

The management remains optimistic about the growth of the hospitality sector in India and remain positive about the long term outlook of the Company.

The Directors wish to place on record their deep appreciation to employees at all levels for their hard work, dedication and commitment. The Directors would like to thank the shareholders for their support and look forward to achieving success together.

Ravi S. Deol
Chief Executive Officer and Managing Director

Condensed Consolidated Statement of Financial Position

(All amounts in USD, unless otherwise stated)

	As on 30 September 2011 (Unaudited)	As on 31 March 2011 (Audited)	As on 30 September 2010 (Unaudited)
Assets
Non- current
Goodwill	6,864,719	7,504,459	27,712,492
Property, plant and equipment	9,085,548	10,320,700	61,375,404
Intangible assets	9,219,738	10,078,947	33,442,301
Other long term financial assets	2,721,251	2,969,294	3,307,845
Prepayments and accrued income	2,382,624	2,938,037	6,139,163
Restricted cash	-	6,609	315,604
Total non-current assets	30,273,880	33,818,046	132,292,809
Non-current asset classified as held for sale	13,750,000	13,750,000	-
Current
Inventories	144,209	166,993	570,297
Trade and other receivables, net	512,508	337,771	15,906,139
Other short term financial assets	5,260,532	6,177,904	4,945,863
Prepayments and accrued income	50,586	65,248	514,418
Cash and cash equivalents	1,929,732	3,194,655	1,749,095
Total current assets	7,897,567	9,942,571	23,685,812
Total assets	51,921,447	57,510,617	155,978,621
Liabilities and Equity
Current liabilities
Interest bearing loans and borrowings	732,579	580,571	20,251,756
Trade and other payables	5,171,098	5,907,022	14,613,412
Total current liabilities	5,903,677	6,487,593	34,865,168
Non- current
Interest bearing loans and borrowings, net of current portion	3,996,092	4,714,069	24,076,949
Employee benefit obligations	186,390	194,877	581,598
Deferred tax liability	3,788,829	3,927,076	13,481,791
Total non- current liabilities	7,971,311	8,836,022	38,140,338
Total liabilities	13,874,988	15,323,615	73,005,506

	As on 30 September 2011 (Unaudited)	As on 31 March 2011 (Audited)	As on 30 September 2010 (Unaudited)
Equity
Issued capital	33,719	33,719	33,718
Additional paid in capital	135,525,951	135,525,951	149,688,567
Translation reserve	(572,686)	1,719,467	(12,490,214)
Accumulated earnings	(96,940,525)	(95,092,135)	(54,258,956)
Total equity	38,046,459	42,187,002	82,973,115
Total liabilities and equity	51,921,447	57,510,617	155,978,621

 (The accompanying notes are an integral part of these condensed consolidated interim financial statements)

Condensed Consolidated Statement of Comprehensive Income

(All amounts in USD, unless otherwise stated)

		For period 1 April 2011 to 30 September 2011		For period 1 April 2010 to  30 September 2010
		(Unaudited)		(Unaudited)	(Unaudited)	(Unaudited)
		Continuing Operations		Continuing Operations	Discontinued Operations	Total
Revenues
Operating revenues		3,885,851		3,238,820	17,127,707	20,366,527
Finance income		383,939		275,120	175,596	450,716
Other income		483,964		11,737	176,650	188,387
Total		4,753,754		3,525,677	17,479,953	21,005,630
Expenses
Direct operating expenses		3,178,084		3,249,912	14,010,028	17,259,940
Administrative expenses		3,027,858		3,669,021	16,423,680	20,092,701
Selling expenses		12,554		17,715	19,413	37,128
Finance charges		520,888		435,620	2,364,992	2,800,612
Total		6,739,384		7,372,268	32,818,113	40,190,381
Loss from operations before tax		(1,985,630)		(3,846,591)	(15,338,160)	(19,184,751)
Taxes
Current taxes		-		-	-	-
Deferred tax benefit		137,240		-	-	-
Loss from operations after tax		(1,848,390)		(3,846,591)	(15,338,160)	(19,184,751)
Other comprehensive income:
Exchange differences on translation of foreign operations		(2,292,153)		-	-	545,398
Total comprehensive income attributable to:
Equity shareholders of India Hospitality Corp		(4,140,543)		-	-	(18,639,353)
Loss per share
Basic		(0.05)		(0.12)	(0.48)	(0.60)
Diluted		(0.05)		(0.12)	(0.48)	(0.60)

(The accompanying notes are an integral part of these condensed consolidated interim financial statements)

Condensed Consolidated Statement of Changes in Equity

(All amounts in USD, unless otherwise stated)

	Equity attributable to shareholder's of India Hospitality Corp
	Number of shares	Common stock - Amount	Additional paid in capital	Stock compensation reserve	Translation reserve	Accumulated earnings	Total stockholder's equity
Balance as on 1 April 2011 (Audited)	33,717,250	33,719	135,525,951	-	1,719,467	(95,092,135)	42,187,002
Issue of shares to directors
Share based payments to directors
Transactions with owners	-	-	-	-	-	-	-
Loss for the year	-	-	-	-	-	(1,848,390)	(1,848,390)
Other comprehensive income:	-	-	-	-	(2,292,153)	-	(2,292,153)
Income tax relating to components of other comprehensive income	-	-	-	-	-	-	-
Total comprehensive income for the year	-	-	-	-	(2,292,153)	(1,848,390)	(4,140,543)
Balance as on 30 September , 2011 (Unaudited)	33,717,250	33,719	135,525,951	-	(572,686)	(96,940,525)	38,046,459

	Equity attributable to shareholder's of India Hospitality Corp
	Number of shares	Common stock - Amount	Additional paid in capital	Stock compensation reserve	Translation reserve	Accumulated earnings	Total stockholder's equity
Balance as on 1 April 2010 (Audited )	30,907,750	30,909	148,590,149	300,767	(13,035,612)	(35,074,178)	100,812,007
Issue of shares to directors	2,809,500	2,810	1,098,418				1,101,228
Share based payments to directors	-	-	-	797,651	-	-	797,651
Transferred on vesting of shares	-	-	-	(1,098,418)	-	-	(1,098,418)
Transactions with owners	2,809,500	2,810	1,098,418	(300,767)	-	-	800,461
Loss for the year						(19,184,751)	(19,184,751)
Other comprehensive income:	-	-	-	-	-	-	-
Exchange differences on translation	-	-	-	-	545,398	-	545,398
Income tax relating to components of other comprehensive income	-	-	-	-	-	-	-
Total comprehensive income for the Period	-	-	-	-	545,398	(19,184,751)	(18,639,353)
Balance as on 30September 2010 (Unaudited)	33,717,250	33,718	149,688,567	-	(12,490,214)	(54,258,956)	82,973,115

(The accompanying notes are an integral part of these condensed consolidated interim financial statements)

Condensed Consolidated Statement of Cash Flows

(All amounts in USD, unless otherwise stated)

	For six months ended 30 September 2011 (Unaudited)	For six months ended 30 September 2010 (Unaudited)
Operating activities
Loss before tax	(1,985,630)	(19,184,751)
Adjustments for non cash items:
Depreciation and amortization	448,553	17,442,511
Interest expenses, net	411,551	2,797,735
Loss on sale of asset, net	-	(3)
(Profit)/ Loss on sale of investments	-	(18,045)
Interest income, net	(26,400)	(173,542)
Dividend income	-	(4,283)
Expense for share based payments to directors	-	797,651
Provision for doubtful debts	-	36,202
Sundry balance written back	(10,901)	(14,251)
Advances written off	-	2,400
Foreign exchange loss	(10,364)	19,159
Net Changes in working capital
Increase/(decrease) in current liability	(225,980)	(1,536,774)
(Increase)/decrease in current assets	650,828	(2,608,530)
Net changes in operating assets and liabilities	(748,343)	(2,444,521)
Taxes (paid)/refund	108,013	424,217
Cash used in operating activities	(640,330)	(2,020,304)
Investing activities
Interest received	26,400	176,144
Proceeds from sale of property, plant and equipment	-	14,091
Payments for purchase of property, plant and equipment	(59,759)	(235,047)
Proceeds from sale of investments	-	18,045
Dividend received	-	4,283
Cash generated from / (used in) investing activities	(33,359)	(22,484)
Financing activities
Proceeds from issue of shares	-	2,810
Interest paid	(337,512)	(2,694,829)
Proceeds from long term borrowings (net)	(199,443)	4,790,787
Cash generated from / (used in) financing activities	(536,955)	2,098,768
Net increase/(decrease) in cash and cash equivalents	(1,210,644)	55,980
Effect of exchange rate changes on cash	(60,888)	334,772
Net (decrease) in cash and cash equivalents during the period	(1,271,532)	390,752
Cash and cash equivalents at the beginning of the period	3,201,264	1,358,342
Cash and cash equivalents at the end of the period	1,929,732	1,749,096
Cash and cash equivalents comprise
Cash in hand	69,470	103,031
Balances with banks	1,808,178	623,264
Investment in highly liquid funds	52,084	1,022,801
	1,929,732	1,749,096

(The accompanying notes are an integral part of these condensed consolidated interim financial statements)

Notes to Condensed Consolidated Interim Financial statements

(All amounts in USD, unless otherwise stated)

NOTE A -       BACKGROUND INFORMATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

1.    NATURE OF OPERATIONS

India Hospitality Corp. ('the Company') and its subsidiaries are together referred to as ('the Group'). The Company was formed on May 12, 2006 as blank-check Company to acquire Indian businesses or assets in the hospitality, leisure, tourism, travel and related industries, including but not limited to hotels, resorts, timeshares, serviced apartments and restaurants.

In July 2007, the Group completed the acquisition of India-based Wah Restaurants Private Limited ("Wah") (formerly known as Mars Restaurants Private. Limited), an emerging hotel and restaurant company, and SkyGourmet Catering Private Limited ("SCPL" or "SkyGourmet" or "Sky"), an airline catering company from affiliates of Navis Asia Funds and certain private shareholders (the "Sellers") pursuant to a share purchase agreement.

Wah was incorporated in the year 2000 with the objective of operating and managing restaurants. Since its incorporation, Wah has diversified into bakery outlets and operating and managing food courts and hotels.

SkyGourmet was incorporated in the year 2002 and provides in-flight catering services to a number of domestic and international airlines and has operations in Mumbai, Bangalore, New Delhi, Pune, Hyderabad and Chennai. In October 2010, the Company sold 74% of its stake in SkyGourmet to Singapore based, Gate Group Investments Singapore Pte Ltd ("Gate Group" or "GG"), a subsidiary of Gate Gourmet Holding S.a.r.l, Luxembourg. Gate Gourmet is one of the world's largest air catering and logistics companies. Its customers include top airlines and railroads around the world. Shares of Zurich-based Gate Group are traded on the SIX Swiss Exchange.

As a result of the divestment, post 31 October 2010 the Company's business consists of the hotel, restaurant and patisserie business of Wah. IHC has also retained a 26% stake in Sky, for the sole purpose of meeting certain business conditions as agreed with Gate Group in the Shareholders Arrangement.

2.   GENERAL INFORMATION

The Company was incorporated in the Cayman Islands and its shares are publicly traded on the AIM market operated by the London Stock Exchange. As of September 30, 2011, the Company has subsidiaries incorporated in Mauritius, Netherlands and India. The Company expects to conduct business, including making of acquisitions, through its Mauritius subsidiary.

These condensed consolidated interim financial statements of the Group are prepared and presented in United States Dollars ("USD"), the Company's reporting currency.  The Group has chosen to present the condensed consolidated statement of financial position, condensed consolidated statement of comprehensive income, condensed consolidated statement of cash flows and condensed consolidated statement of changes in equity along with selected explanatory notes (referred to as 'condensed consolidated interim financial statements').

These condensed consolidated interim financial statements have been approved by the Board of Directors on 9 December 2011.

3.   GOING CONCERN

In the past the Group faced difficult a economic environment and in particular was impacted by the difficult circumstances experienced by the Indian aviation and hospitality industry. By divesting of 74% in Sky Gourmet Catering Services Private Limited the Group has exited the Air Catering business, which was more cash intensive and placed a strain on the Group's finances. Post such divestment, the Group is no longer facing serious liquidity issues and is now focussing on opportunities in the hospitality sector.

The Group has focused on expanding the restaurant business, with the focal point of increasing revenues through expansion of current chain of patisseries - Birdy's, which does not require significant capital expenditure as such costs are typically borne by the franchisee. The Group has performed a detailed evaluation of its operations and the cash flow projections for the next few years in making its assessments on the going concern assumption and has concluded that it has sufficient liquidity to meet its obligations as they fall due in the normal course of business.

Accordingly, these financial statements continue to be prepared on a going concern basis.

4.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

These Unaudited Condensed Consolidated Interim Financial Statements are for the six months ended 30 September 2011. They have been prepared in accordance with IAS 34 Interim Financial Reporting as developed and published by the International Accounting Standards Board ('IASB'), on a going concern basis. They do not include all of the information required in annual financial statements in accordance with IFRS, and should be read in conjunction with the consolidated financial statements of the Group for the year ended 31 March 2011. There is no change in accounting policies applied to prepare these condensed consolidated interim financial statements from those used to prepare the annual consolidated financial statements for the year ended 31 March 2011. 

5.  STANDARDS AND INTERPRETATIONS NOT YET APPLIED

The following new Standards and Interpretations which have been issued but are not yet effective, have not been applied in the Group's consolidated financial statements for the period ended 30 September 2011.

Standard or Interpretation	Effective dates
IFRS 9: Financial Instruments - Recognition and Measurement	1 January 2013
IFRS 10: Consolidated Financial Statements	1 January 2013
IFRS 11: Joint Arrangements	1 January 2013
IFRS 12: Disclosure of Interests in Other Entities	1 January 2013
IFRS 13: Fair Value Measurement	1 January 2013
IAS 1 Presentation of Items of Other Comprehensive Income (Amendments to IAS 1)	1 July 2012
IAS 12 Deferred Tax: Recovery of Underlying Assets (Amendments to IAS 12)	1 January 2012
IAS 19: Employee Benefits (Revised 2011)	1 January 2013
IAS 27 Separate Financial Statements	1 January 2013
IAS 28 Investments in Associates and Joint Ventures	1 January 2013

IFRS 9: Financial Instruments - Recognition and Measurement

The IASB aims to replace IAS 39 Financial Instruments: Recognition and Measurement in its entirety by the end of 2010, with the replacement standard to be effective for annual periods beginning 1 January 2013. IFRS 9 is the first part of Phase 1 of this project. The main phases are:

Phase 1: Classification and Measurement

Phase 2: Impairment methodology

Phase 3: Hedge accounting

In addition, a separate project is dealing with de-recognition. Management has yet to assess the impact that this amendment is likely to have on the financial statements of the Group. However, they do not expect to implement the amendments until all chapters of the IAS 39 replacement have been published and they can comprehensively assess the impact of all changes.

IFRS 10: Consolidated Financial Statements

IFRS 10 supersedes IAS 27 'Consolidated and Separate Financial Statements' Financial Statements and SIC-12 'Consolidation - Special Purpose Entities'. Changes the definition of control and applies it to all investees to determine the scope of consolidation. It has the potential to affect the outcome of many borderline and judgemental control assessments expected to lead to few changes for conventional group structures based on majority share ownership where such a change does arise.

Management does not expect any impact on such amendments becoming effective.

IFRS 11: Joint Arrangements

IFRS 11 supersedes IAS 31 'Interests in Joint Ventures' Arrangements. The standard eliminates the option of using proportionate consolidation for joint ventures and eliminates IAS 31's 'jointly controlled operations' and 'jointly controlled assets' categories. This would impact most of the arrangements that would have been classified under those categories will fall into the newly defined category 'joint operation'.

Management does not expect any impact on such amendments becoming effective.

IFRS 12: Disclosure of Interests in Other Entities

The new IFRS 12 combines the disclosure requirements for subsidiaries, joint interests in other entities arrangements, associates and structured entities within a comprehensive disclosure standard. It provides more transparency on 'borderline' consolidation decisions and enhances disclosures about unconsolidated structured entities in which an investor or sponsor has involvement. It will help investors to assess the extent to which a reporting entity has been involved in setting up special structures and the risks to which it is exposed as a result.

Management does not expect any impact on such amendments becoming effective.

IAS 28: Investments in Associates and Joint Ventures

The effect of amendments is to include changes in scope arising from the publication of IFRS 11 and continue to prescribe the mechanics of equity accounting.

Management does not expect any impact on such amendments becoming effective.

IFRS 13: Fair Value Measurement (Issued May 2011) (Effective from 1 January 2013)

The new IFRS does not affect which items are required to be 'fair-valued', but specifies how an entity should measure fair value and disclose fair value information. IFRS 13 has been developed to remedy this problem, by establishing a single source of guidance for all fair value measurements, clarifying the definition of fair value and related guidance and enhancing disclosures about fair value measurements (new disclosures increase transparency about fair value measurements, including the valuation techniques and inputs used to measure fair value).

Management is in the process of evaluating the impact of such amendment.

6. BASIS OF CONSOLIDATION

The condensed consolidated interim financial statements have been prepared by consolidating the financial statements of the following entities:

Name of the Entity	Interim year end date	Holding Company	Country of Incorporation	Effective Group Share-holding (%)
India Hospitality Corp. (IHC)	30September 2011		Cayman Island	100
IHC Mauritius (IHC M)	30September 2011	IHC	Mauritius	100
IHC Advisory Service Private Limited (IHCA)	30September 2011	IHC	India	100
Wah Restaurants Private Limited (WAH)	30September 2011	IHC M	India	100
SkyGourmet Catering Private Limited (SGCPL)	30September 2010	IHC M	India	100
New India Glass Private Limited (NIG)	30September 2010	SGCPL	India	98
Gordon House Estates Private Limited	30September 2011	WAH	India	100
Navigate India Investments B.V	30September 2011	IHC M	Netherlands	100
IBEA Mars and GHH Holdings B.V	30September 2011	IHC M	Netherlands	100
S.C. Ventures Ltd	30September 2011	IBEA	Mauritius	100

SkyGourmet and NIG have been consolidated till the date of divestment of the group's 74% shareholding in SkyGourmet, post which both SkyGourmet and NIG ceased to be subsidiaries of IHC. IHC does not hold a direct stake in NIG.

All of the above entities follow uniform accounting policies.

In consolidating the financial information of SkyGourmet and MRPL, whose functional currency is the Indian Rupee, the assets and liabilities for each statement of financial position presented has been translated to USD, the presentation currency at the closing rate at the date of that statement of financial position, and income and expenses for each income statement have been translated at exchange rates at the dates of the transactions and all resulting exchange differences are recognized in the statement of comprehensive income.  From the last audited statements of financial position as on 31 March 2011, there has been a significant movement in the exchange rates of Indian Rupee to the USD from Rs 45.14/USD as of 31 March2011 to Rs 49.62/USD as of 30 September 2011.  This has resulted in a significant translation exchange difference of $ 2.29 million, which has been shown under the currency translation reserve.

NOTE A.  DIVESTMENTOF STAKE IN SKYGOURMETCATERING PRIVATE LIMITED

IHC and its wholly-owned subsidiary IHC Mauritius entered into a share purchase agreement pursuant to which IHC and IHC Mauritius have sold 74% of the shares in SkyGourmet to Gate Group and continued to hold 26% stake in SkyGourmet. Further both the parties have entered into Call and Put Options, which are exercisable on certain conditions to be met by IHC to sell the balance 26% stake to Gate Group.

IHC can exercise the put options in intervals as specified in the Shareholders Agreement. The conditions for exercise of the put option relate mainly to retention of existing contracts and business and extension of term at certain operating facilities. Gate Group can exercise the call option as specified by the Shareholders Agreement at any time; there are no other conditions to be met by Gate Group.

The consideration for the sale of the 74% stake was US$ 40.61 million in cash, comprising of consideration for sale of 74% stake in SkyGourmet and net realized amount on sale of surplus land in SkyGourmet's books.

US$4.85 million of the consideration for the sale was paid by Gate Group into an escrow account to be held by Deustche Bank until 10November 2013 to be released on satisfaction of terms and conditions specified in the Escrow Arrangement. Of the US$ 4.85 million following a prudent measure, the Company does not expect to realize an amount of approximately US$ 1.05 million.

Considering that the entire stake in SkyGourmet was held for sale, and that the Group has already disposed of the 74% stake, with a commitment, through put and call options, to sell the remaining stake, the balance 26% stake is classified as an investment held for sale. This has been recorded at fair value at the date of loss of control and subsequently re-measured at lower of carrying value and fair value less cost to sale. As at the period end, no further written down has been considered, as the cost to sell are immaterial.  

IHC is carrying such 26% stake of SkyGourmet in its books at fair value less cost to sale of
US$ 13,750,000 and any change in such fair value less cost to sale is charged to Income statement. The call and put options have been considered while arriving at the fair value less costs to sell.

NOTE B.  RATIFICATION OF SPECIAL INTERIM DIVIDEND.

The Company has passed a special resolution (by two thirds majority) for ratifying the payment of the dividend at the Annual General Meeting ('AGM') held on 31 October 2011 and also amended its Memorandum and Articles of Association to permit payment of dividend through utilization of share premium account.  Thus post such approval in the AGM there is no continuing matter of uncertainty in relation to the ratification of such dividend as described in Note C of the annual financial statements for the year ended 31 March 2011.  

NOTE C.  EARNINGS PER SHARE

The basic earnings/loss per share for the six months ended 30September 2011 and for the comparative period has been calculated using the net results attributable to shareholders of India Hospitality Corp. as the numerator.

Calculation of basic and diluted Earnings/Loss per Share is as follows:

	Six months ended 30 September 2011	Six months ended 30 September 2010
Loss attributable to shareholders of the Group from continuing operations	(1,848,390)	(3,846,591)
Loss attributable to shareholders of the Group from discontinued operations	-	(15,338,160)
Weighted average numbers Shares outstanding during the period for basic earnings per share	33,717,250	32,043,092
Effect of dilutive potential ordinary shares:
Warrants	-	32,518,884
Weighted average numbers Shares outstanding during the period for dilutive earnings per share	33,717,250	32,043,092
Basic EPS, in USD (continuing operations)	(0.05)	(0.12)
Diluted EPS, in USD (continuing operations)	(0.05)	(0.12)
Basic EPS, in USD (discontinuing operations)	-	(0.48)
Diluted EPS, in USD (discontinuing operations)	-	(0.48)

For previous year dilutive shares have not been considered for calculation of dilutive earnings per share as these are anti-dilutive in nature.

NOTE D. RELATED PARTY TRANSACTIONS

Related parties with whom the Group has transacted during the period

Key Management Personnel

Particulars
Jason Ader, Director
Ravi Deol, Director
Sandeep Vyas, Director Ajay Mehra, Director Anthony Juliano, Director Raj Nandiwada, Director (from November 2010) Daniel Silvers, Director (from December 2010)
Andrew Sassoon, Director (till April 2010) Rajesh Mittal, Chief Financial Officer RaghavendraAgarwal (till 25 May 2010)
Ajit Mathur (till 31 October  2010)

 

Enterprises over which significant influence exercised by key management personnel/ directors

Firstcorp Invesco Private Limited

Summary of transactions with related parties during the period

Nature of Transaction	30 September 2011	30 September 2010
Transactions with key management personnel
Remuneration
Ravi Deol	376,130	405,724
Sandeep Vyas	186,745	183,309
Others	59,129	122,470
Share based payments
Share based payment expense	-	797,651
Transactions with enterprises over which significant influence exercised by key management personnel/directors.
Payment of management fees	405,733	-

NOTE E.  SEGMENT REPORTING

During the six months ended 30September 2011 the Group has not made any changes in the basis of segmentation or basis of measurement of segment profit or loss from the basis adopted for presentation of segment information in the last annual financial statements for 31March 2011.

Operating segments

Six months ended 30 September 2011	Hotel	Restaurants and others	Total
Revenue from external customers	841,249	3,044,602	3,885,851
Inter-segment revenues	-	-	-
Segment Revenue	841,249	3,044,602	3,885,851
Costs of material	131,587	1,105,647	1,237,234
Direct operating expenses	483,835	976,816	1,460,651
Employee remuneration	211,346	540,316	751,662
Depreciation and amortization	14,119	258,456	272,575
Administration and selling expenses	95,640	130,688	226,328
Segment operating profit	(95,278)	32,679	(62,599)
Segment assets	15,699,640	9,489,494	25,189,134
Segment liabilities	130,798	769,385	900,183

Operating segments

Six months ended 30 September 2010		Hotel	Restaurants and others	Total
Revenue from external customers		1,124,865	2,113,955	3,238,820
Inter-segment revenue		-	-	-
Segment Revenue		1,124,865	2,113,955	3,238,820
Costs of material		144,928	1,152,278	1,297,206
Direct operating expenses		527,853	744,135	1,271,988
Employee remuneration		228,610	220,381	448,991
Depreciation and amortization		13,360	235,460	248,820
Administration and selling expenses		103,723	238,371	342,094
Segment operating profit/(loss)		106,391	(476,669)	(370,279)
Segment assets		19,384,810	10,847,672	30,232,482
Segment liabilities		147,607	1,012,906	1,160,513

The totals presented for the Group's operating segments reconcile to the entity's key financial figures as presented in its financial statements as follows:

Particulars	Six months ended 30 September 2011	Six months ended 30 September 2010
Revenue	3,885,851	3,238,820
Total segment revenue	3,885,851	3,238,820
Reconciling items:
Finance income	383,939	275,120
Transition management fees	405,733	-
Other corporate income	66,256	11,737
Other miscellaneous income	11,974	-
Total Revenue	4,753,754	3,525,677

Profit and loss	Six months ended 30 September 2011	Six months ended 30 September 2010
Segment operating loss	(62,599)	(370,279)
Reconciling items:
Other corporate incomes:
Transition management fees	405,733	-
Other miscellaneous income	78,231	11,737
Other corporate expenses:
Share based payment expense	-	(797,651)
Senior management employee costs	(736,571)	(857,988)
Management fees	(405,733)	-
Impairment of financial assets	-	(36,202)
Corporate office administration expenses	(955,406)	(1,402,065)
Depreciation/amortization/impairment on corporate assets and intangibles	(172,336)	(233,642)
Group loss before finance costs and finance income	(1,848,681)	(3,686,091)
Finance costs	(520,888)	(435,620)
Finance income	383,939	275,120
Group loss before tax	(1,985,630)	(3,846,591)

Assets	As on  30 September 2011	As on  30 September 2010
Total Segments assets	25,189,134	30,232,482
Other assets:
Cash and cash equivalents	1,929,732	599,661
Non-current asset held for sale	13,750,000	-
Surplus Land	-	3,817,379
Assets of Air Catering Unit	-	115,864,249
Escrow receivable	2,190,987
Other corporate assets	8,861,594	5,464,850
Total assets	51,921,447	155,978,621

Liabilities	As on  30 September 2011	As on 30 September 2010
Total Segments liabilities	900,183	1,160,513
Other liabilities:
Loans and other borrowings	4,728,671	7,757,840
Employee Retirement benefits	186,390	195,095
Deferred tax liability	3,788,829	13,481,791
Liabilities of Air Catering Unit	-	47,141,817
Other corporate liabilities	4,270,915	3,268,450
Total Liabilities	13,874,988	73,005,506

Description of business segments

Hotel: Currently this segment represents independent operations of Gordon House Hotel located at Mumbai. This is a modern boutique hotel providing state of the art facilities.

Restaurants and others: This segment comprises of income from operating restaurants, providing catering services, sales from patisserie outlets, bulk supplies and food courts.

Air Catering: SkyGourmet was identified as an independent business segment offering air catering services. SkyGourmet also provided handling, stores management, transportation of meals, loading/unloading of goods and other consumable and ancillary services however these services are directly related and covered under the original meals supply contract and relates air catering.  The Group has discontinued business in this segment as, IHC has sold 74% of the shares in SkyGourmet to Gate Group. Accordingly, SkyGourmet has ceased to be the subsidiary of the Group, effective from
1November 2010.

The segment revenue and segment expenses pertaining to air catering have therefore not been presented for current and previous years. Since, the group has derecognized the assets and liabilities of SkyGourmet as on 1 November 2010. There are no assets and liabilities under this segment as on 30 September 2011.

Geographical segments

The Group has not presented geographical segments as all its operations are carried out in India.

NOTE F.  SUBSEQUENT EVENTS

There are no reportable events post 30 September 2011, the end of the period to which these interim condensed consolidated financial statements relate.

 

END

 

 

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