Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

 

 

 

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

under the Securities Exchange Act of 1934

 

August 12, 2024

 

Commission File Number: 001-37968

 

 

 

YATRA ONLINE, INC.

 

 

 

Gulf Adiba, Plot No. 272,

4th Floor, Udyog Vihar, Phase-II,

Sector-20, Gurugram-122008, Haryana

India

(Address of principal executive office)

 

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F ☒ 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): ☐

 

 

 

 

 

Other Events

 

On August 12, 2024, Yatra Online, Inc. issued an earnings release announcing its unaudited financial and operating results for the three months ended June 30, 2024. A copy of the earnings release is attached hereto as Exhibit 99.1.

 

This Report on Form 6-K is hereby incorporated by reference into Yatra Online, Inc.’s registration statement on Form F-3 (Registration Statement No. 333-256442) filed with the Securities and Exchange Commission on May 24, 2021 (and subsequently amended on July 7, 2021), to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.

 

Exhibit Index

 

Exhibit No.		Description
99.1		Earnings release of Yatra Online, Inc. dated August 12, 2024

 

2

 

 

SIGNATURES

 

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.

 

	YATRA ONLINE, INC.
Date: August 12, 2024	By:	/s/ Dhruv Shringi
		Dhruv Shringi
		Chief Executive Officer

 

3

 

Exhibit 99.1

 

YATRA ONLINE, INC. ANNOUNCES RESULTS FOR

THE THREE MONTHS ENDED JUNE 30, 2024

 

Gurugram, India and New York August 12, 2024— Yatra Online, Inc. (NASDAQ: YTRA) (the “Company”), India’s leading corporate travel services provider and one of India’s leading online travel companies, today announced its unaudited financial and operating results for the three months ended June 30, 2024.

 

“For the three months ended June 30, 2024, we reported revenue of INR 1,050.7 million (USD 12.6 million), representing a decline of 5.0% year-over-year. Adjusted Air Ticketing Margins were impacted by a 20.7% decrease driven by lower volumes. The decline was primarily driven by reduced volumes in the B2C segment, as we optimized discounts amid intensifying price competition in the market. Adjusted EBITDA came in at INR 65.6 million (USD 0.8 million), a decrease from INR 115.4 million in the same period last year, reflecting the impact of lower volumes.

 

Despite challenges in the B2C segment during the June quarter, the Corporate Travel segment showed robust growth across all key metrics. We successfully secured 34 new corporate customer accounts, representing an annual billing potential of INR 2,028 million, with average billing potential up 77% sequentially. As the leader in Corporate Travel services in India, our customer acquisition rates remain strong, consistently outperforming industry benchmarks. We are currently exploring strategic M&A opportunities to further bolster our Corporate Travel segment, with a promising pipeline of prospects under evaluation.

 

In addition, we made significant strides in our Meetings, Incentives, Conferences, and Exhibitions (MICE) business. During the quarter, a newly onboarded team began ramping up operations. While MICE contributions were muted for the June quarter, early indicators for the current quarter are positive, with meaningful business already secured. We anticipate this business will become a significant growth driver in the near future.

 

Progress continues toward simplifying our corporate structure, with the Board-appointed restructuring committee actively engaging with all relevant stakeholders. The committee is diligently working on developing a comprehensive proposal to streamline our operations and enhance shareholder value.

 

The June quarter posed challenges for our B2C segment; however, we are encouraged by the strong momentum we are witnessing in our Corporate Travel business. The growth in new corporate accounts and the exciting developments in our MICE business underscore our commitment to driving long-term value for our stakeholders. As we navigate the evolving landscape, we remain focused on our strategic priorities to further strengthen our market leadership.” - Dhruv Shringi, Co-founder and CEO.

 

Financial and operating highlights for the three months ended June 30, 2024:

 

●	Revenue of INR 1,050.7 million (USD 12.6 million), representing a decrease of 5.0% year-over-year basis (“YoY”).
●	Adjusted Margin (1) from Air Ticketing of INR 919.0 million (USD 11.0 million), representing a decrease of 20.7% YoY.
●	Adjusted Margin (1) from Hotels and Packages of INR 277.1 million (USD 3.3 million), representing a decrease of 9.9% YoY.
●	Total Gross Bookings (Air Ticketing, Hotels and Packages and Other Services)(3) of INR 16,547.6 million (USD 198.6 million), representing a decrease of 16.6% YoY.
●	Loss for the period was INR 0.8 million (USD 0.1 million) versus a loss of INR 23.9 million (USD 0.3 million) for the three months ended June 30, 2023, reflecting a decline in loss by INR 23.1 million (USD 0.3 million) YoY.
●	Result from operations were a loss of INR 34.1 million (USD 0.4 million) versus a profit of INR 52.7 million (USD 0.6 million) for the three months ended June 30, 2023, reflecting a decrease in profit by INR 86.8 million (USD 1.0 million) YoY.
●	Adjusted EBITDA(2) was INR 65.6 million (USD 0.8 million) reflecting a decrease by 43.2% YOY.

 

 

 

		Three months ended June 30,
		2023				2024				2024
		Unaudited				Unaudited				Unaudited				YoY Change
(In thousands except percentages)		INR				INR				USD				%
Financial Summary as per IFRS
Revenue			1,105,817				1,050,718				12,609				(5.0	)%
Results from operations			52,721				(34,124	)			(410	)			(164.7	)%
Loss for the period			(23,944	)			(763	)			(9	)			96.8	%
Financial Summary as per non-IFRS measures
Adjusted Margin (1)
Adjusted Margin - Air Ticketing			1,159,032				918,951				11,028				(20.7	)%
Adjusted Margin - Hotels and Packages			307,621				277,141				3,326				(9.9	)%
Adjusted Margin - Other Services			32,728				72,117				865				120.4	%
Others (Including Other Income)			153,988				154,484				1,854				0.3	%
Adjusted EBITDA (2)			115,405				65,590				787				(43.2	)%
Operating Metrics
Gross Bookings (3)			19,834,376				16,547,649				198,580				(16.6	)%
Air Ticketing			16,923,959				13,520,293				162,250				(20.1	)%
Hotels and Packages			2,404,142				2,398,832				28,787				(0.2	)%
Other Services (6)			506,275				628,524				7,543				24.1	%
Adjusted Margin% (4)
Air Ticketing			6.8	%			6.8	%
Hotels and Packages			12.8	%			11.6	%
Other Services			6.5	%			11.5	%
Quantitative details (5)
Air Passengers Booked			1,825				1,330								(27.1	)%
Stand-alone Hotel Room Nights Booked			491				417								(15.1	)%
Packages Passengers Travelled			6				7								17.4	%

 

Note:

 

	(1)	As certain parts of our revenue are recognized on a “net” basis and other parts of our revenue are recognized on a “gross” basis, we evaluate our financial performance based on Adjusted Margin, which is a non-IFRS measure.
	(2)	See the section below titled “Certain Non-IFRS Measures.”
	(3)	Gross Bookings represent the total amount paid by our customers for travel services, freight services and products booked through us, including taxes, fees and other charges, and are net of cancellation and refunds.
	(4)	Adjusted Margin % is defined as Adjusted Margin as a percentage of Gross Bookings.
	(5)	Quantitative details are considered on a gross basis.
	(6)	Other Services primarily consists of freight business, IT services, bus, rail and cab and others services.

 

As of June 30, 2024, 61,576,370 ordinary shares (on an as-converted basis), par value $0.0001 per share, of the Company (the “Ordinary Shares”) were issued and outstanding.

 

 

 

Convenience Translation

 

The unaudited condensed consolidated financial statements are stated in INR. However, solely for the convenience of readers, the unaudited condensed consolidated statement of profit or loss and other comprehensive loss for the three months ended June 30, 2024, the unaudited condensed consolidated statement of financial position as at June 30, 2024, the unaudited condensed consolidated statement of cash flows for the three months ended June 30, 2024 and discussion of the results of the three months ended June 30, 2024 compared with three months ended June 30, 2023, were converted into U.S. dollars at the exchange rate of 83.33 INR per USD, which is based on the noon buying rate as at June 30, 2024, in The City of New York for cable transfers of Indian rupees as certified for customs purposes by the Federal Reserve Bank of New York. This arithmetic conversion should not be construed as representation that the amounts expressed in INR may be converted into USD at that or any other exchange rate as well as that such numbers are in compliance as per the requirements of the International Financial Reporting Standards (“IFRS”).

 

Recent developments

 

On August 12, 2024, the Board of Directors of Yatra Online Limited, the Company’s Indian Subsidiary (“Yatra India”) approved a Composite Scheme of Amalgamation (“Scheme”) involving Yatra India (the “Amalgamated Company”) and its six wholly-owned subsidiaries (collectively referred to as the “Amalgamating Companies”). The primary objective of this amalgamation is to simplify management, operational, and corporate structures, thereby enhancing efficiencies and generating synergies.

 

The management of Yatra India believes that, among other benefits, the Amalgamated Company will achieve greater operational and economic efficiency. This will be accomplished through the pooling and more effective utilization of combined resources, reducing overhead costs and expenses, achieving economies of scale, eliminating duplication of work, and rationalizing compliance requirements.

 

The Scheme is subject to requisite approvals/consents, as may be required in this regard

 

Results of Three Months Ended June 30, 2024

 

Revenue. We generated Revenue of INR 1,050.7 million (USD 12.6 million) in the three months ended June 30, 2024, a decrease of 5.0% compared with INR 1,105.8 million (USD 13.3 million) in three months ended June 30, 2023. Decrease in revenue is mainly driven by lower gross booking on account of optimization amid intensifying price competition in the market.

 

Service cost. Our Service cost decreased to INR 204.0 million (USD 2.4 million) in the three months ended June 30, 2024, compared to Service cost of INR 219.0 million (USD 2.6 million) in the three months ended June 30, 2023.

 

The following table reconciles our Revenue (an IFRS measure) to Adjusted Margin (a non-IFRS measure), for further details, see section below titled “Certain Non-IFRS Measures.”

 

Reconciliation of Revenue (an IFRS measure) to Adjusted Margin (a non-IFRS measure)

 

		Reportable Segments
		Air Ticketing								Hotels and Packages								Other Services
		Three months ended June 30,
Amount in INR thousands (Unaudited)		2023				2024				2023				2024				2023				2024
Revenue as per IFRS - Rendering of services			489,369				456,909				452,555				383,136				26,718				67,787
Customer promotional expenses			669,663				462,042				74,086				97,959				6,010				4,330
Service cost			-				-				(219,020	)			(203,954	)			-				-
Adjusted Margin			1,159,032				918,951				307,621				277,141				32,728				72,117

 

 

 

Air Ticketing. Revenue from our Air Ticketing business was INR 456.9 million (USD 5.5 million) in the three months ended June 30, 2024 as compared to INR 489.4 million (USD 5.9 million) in the three months ended June 30, 2023, reflecting a decrease of 6.6%.

 

Adjusted Margin ⁽¹⁾ from our Air Ticketing business decreased to INR 919.0 million (USD 11.0 million) in the three months ended June 30, 2024, as compared to INR 1,159 million (USD 13.9 million) in the three months ended June 30, 2023. In the three months ended June 30, 2024, Adjusted Margin ⁽¹⁾ for Air Ticketing includes the add-back of INR 462.0 million (USD 5.5 million) of consumer promotion and loyalty program costs, which had been reduced from Revenue as per IFRS 15, against an add-back of INR 669.7 million (USD 8.0 million) in the three months ended June 30, 2023 The decrease in Adjusted Margin – Air Ticketing was largely due to lower gross booking on account of optimization of discount amid intensifying price competition in the market.

 

Hotels and Packages. Revenue from our Hotels and Packages business was INR 383.1 million (USD 4.6 million) in the three months ended June 30, 2024, as compared to INR 452.6 million (USD 5.4 million) in the three months ended June 30, 2023, reflecting a decrease of 15.3%.

 

Adjusted Margin ⁽¹⁾ for this segment decreased by 9.9% to INR 277.1 million (USD 3.3 million) in the three months ended June 30, 2024 from INR 307.6 million (USD 3.7 million) in the three months ended June 30, 2023. In the three months ended June 30, 2024, Adjusted Margin ^(1)l for Hotels and Packages includes the add-back of customer promotional expenses, which had been reduced from Revenue as per IFRS 15 of INR 98.0 million (USD 1.2 million) against an add-back of INR 74.1 million (USD 0.9 million) in the three months ended June 30, 2023. The decrease in adjusted margin is driven by lower gross bookings of our affiliate’s hotels business.

 

Other Services. Our Revenue from Other Services was INR 67.8 million (USD 0.8 million) in the three months ended June 30, 2024, an increase from INR 26.7 million (USD 0.3 million) in the three months ended June 30, 2023.

 

Adjusted Margin for this segment increased by 120.4% to INR 72.1 million (USD 0.9 million) in the three months ended June 30, 2024, from INR 32.7 million (USD 0.4 million) in the three months ended June 30, 2023. In the three months ended June 30, 2024, Adjusted Margin includes the add-back of consumer promotion expenses, which had been reduced from Revenue of INR 4.3 million (USD 0.1 million) against an add-back of INR 6.0 million (USD 0.1 million) in the three months ended June 30, 2023 pursuant to IFRS 15. The increase in adjusted margin of other services is driven by increase in gross bookings of our other services products along with increase in margin %.

 

(1)

See the section titled “Certain Non-IFRS Measures.”

 

 

 

Other Revenue. Our Other Revenue was INR 142.9 million (USD 1.7 million) in the three months ended June 30, 2024, an increase from INR 137.2 million (USD 1.6 million) in the three months ended June 30, 2023 due to an increase in advertising revenue.

 

Other Income. Our Other Income decreased to INR 11.6 million (USD 0.1 million) in the three months ended June 30, 2024 from INR 16.8 million (USD 0.2 million) in the three months ended June 30, 2023 due to decrease in write back of liabilities no longer required to be paid.

 

Personnel Expenses. Our personnel expenses increased by 30.3% to INR 359.2 million (USD 4.3 million) in the three months ended June 30, 2024 from INR 275.8 million (USD 3.3 million) in the three months ended June 30, 2023. Excluding employee share-based compensation costs of INR 38.8 million (USD 0.5 million) in the three months ended June 30, 2024, compared to INR 14.4 million (USD 0.2 million) in the three months ended June 30, 2023, personnel expenses increased by 22.6% in the three months ended June 30, 2024 on account of increase in our leadership strength (to venture into new business/products) and an impact of our annual appraisal cycle.

 

Marketing and Sales Promotion Expenses. Marketing and sales promotion expenses decreased by 29.7% to INR 92.2 million (USD 1.1 million) in the three months ended June 30, 2024 from INR 131.0 million (USD 1.6 million) in the three months ended June 30, 2023. Adding back the expenses for consumer promotions and loyalty program costs, which have been deducted from Revenue per IFRS 15, our marketing spend would have been INR 656.5 million (USD 7.9 million) in the three months ended June 30, 2024 against INR 880.8 million (USD 10.6 million) in the three months ended June 30, 2023, decreased by 25.5% on a YoY.

 

Other Operating Expenses. Other operating expenses decreased by 4.0% to INR 380.2 million (USD 4.6 million) in the three months ended June 30, 2024 from INR 395.8 million (USD 4.7 million) in the three months ended June 30, 2023.

 

Depreciation and Amortization. Our depreciation and amortization expenses increased by 26.2% to INR 60.9 million (USD 0.7 million) in the three months ended June 30, 2024 from INR 48.3 million (USD 0.6 million) in the three months ended June 30, 2023 primarily due to an increase in amortization.

 

Results from Operations. As a result of the foregoing factors, our Results from Operations were a loss of INR 34.1 million (USD 0.4 million) in the three months ended June 30, 2024. Our results from operations for the three months ended June 30, 2023 was a profit of INR 52.7 million (USD 0.6 million). Excluding the employee share-based compensation costs, Adjusted Results from Operations⁽¹⁾ would have been a profit of INR 4.7 million (USD 0.1 million) for three months ended June 30, 2024 as compared to a profit of INR 67.1 million (USD 0.8 million) for three months ended June 30, 2023.

 

(1)

See the section titled “Certain Non-IFRS Measures.”

 

 

 

Finance Income. Our finance income increased to INR 65.8 million (USD 0.8 million) in the three months ended June 30, 2024 from INR 8.5 million (USD 0.1 million) in the three months ended June 30, 2023. This increase was primarily on account of increase in our term deposits from 665.7 million as on June 30, 2023 to 3,461.2 million as on June 30, 2024.

 

Finance Costs. Our finance costs of INR 28.6 million (USD 0.3 million) in the three months ended June 30, 2024 which includes interest on the lease liability of INR 7.8 million (USD 0.1 million) decreased by INR 56.8 million (USD 0.7 million) from finance cost of INR 85.4 million (USD 1.0 million) in the three months ended June 30, 2023, which includes interest on the lease liability of INR 8.6 million (USD 0.1 million). This decrease is majorly driven by a decrease in our borrowings on account of re-payments of our certain loans, non-convertible debentures (NCDs) and working capital facilities.

 

Listing and related expenses. Listing and related expenses relate to the expenses incurred in connection with the initial public offering of Yatra Online Limited, our Indian subsidiary (“Indian IPO”),. During the three month ended June 30, 2024, the Company has incurred INR Nil (USD Nil) compared to a reversal of INR 14.0 million (USD 0.2 million) during the three months ended June 30, 2023.

 

Income Tax Expense. Our income tax expense during the three months ended June 30, 2024 was INR 3.8 million (USD 0.1 million) compared to income tax expense of INR 13.7 million (USD 0.2 million) during the three months ended June 30, 2023.

 

Loss for the Period. As a result of the foregoing factors, our loss in the three months ended June 30, 2024 was INR 0.8 million (USD 0.1 million) as compared to a loss of INR 23.9 million (USD 0.3 million) in the three months ended June 30, 2023. Excluding the employee share based compensation costs and listing and related expenses, the Adjusted Profit⁽¹⁾ would have been INR 38.0 million (USD 0.5 million) for the three months ended June 30, 2024 against an Adjusted loss⁽¹⁾ of INR 23.5 million (USD 0.3 million) for the three months ended June 30, 2023.

 

Adjusted EBITDA⁽¹⁾. Due to the foregoing factors, Adjusted EBITDA ⁽¹⁾ decreased to INR 65.6 million (USD 0.8 million) in the three months ended June 30, 2024 from an Adjusted EBITDA ⁽¹⁾ of INR 115.4 million (USD 1.4 million) in the three months ended June 30, 2023.

 

Basic Earnings/(Loss) per Share. Basic Loss per Share was INR 0.41 (USD 0.01) in the three months ended June 30, 2024 as compared to Basic Loss per share of INR 0.39 (USD 0.01) in the three months ended June 30, 2023. After excluding the employee share-based compensation costs and listing and related expenses, Adjusted Basic Earnings per Share⁽¹⁾ would have been INR 0.01 (USD 0.01) in the three months ended June 30, 2024, as compared to Adjusted Basic Loss per share of INR 0.39 (USD 0.01) in the three months ended June 30, 2023.

 

Diluted Earnings/(Loss) per Share. Diluted Loss per Share was INR 0.41 (USD 0.01) in the three months ended June 30, 2024 as compared to Diluted Loss per share of INR 0.39 (USD 0.01) in the three months ended June 30, 2023. After excluding the employee share-based compensation costs and listing and related expenses, Adjusted Diluted Earnings per Share⁽¹⁾ would have been INR 0.01 (USD 0.01) in the three months ended June 30, 2024 as compared to Adjusted Diluted Loss of INR 0.39 (USD 0.01) in the three months ended June 30, 2023.

 

Liquidity. As of June 30, 2024, the balance of cash and cash equivalents and term deposits on our balance sheet was INR 4,482.1 million (USD 53.8 million).

 

(1)

See the section titled “Certain Non-IFRS Measures.”

 

 

 

Conference Call

 

The Company will host a conference call to discuss its unaudited results for the three months ended June 30, 2024 beginning at 8:30 AM Eastern Daylight Time (or 6:00 PM India Standard Time) on August 13, 2024. Dial in details for the conference call is as follows: US/International dial-in number: [phone]. Confirmation Code: 825008 (Callers should dial in 5-10 minutes prior to the start time and provide the operator with the Confirmation Code). The conference call will also be available via webcast at https://events.q4inc.com/attendee/252250535.

 

Certain Non-IFRS Measures

 

As certain parts of our Revenue are recognized on a “net” basis and other parts of our Revenue are recognized on a “gross” basis, we evaluate our financial performance based on Adjusted Margin, which is a non-IFRS measure.

 

We believe that Adjusted Margin provides investors with useful supplemental information about the financial performance of our business and more accurately reflects the value addition of the travel services that we provide to our customers. The presentation of this non-IFRS information is not meant to be considered in isolation or as a substitute for our unaudited condensed consolidated financial results prepared in accordance with IFRS as issued by the International Accounting Standards Board (“IASB”). Our Adjusted Margin may not be comparable to similarly titled measures reported by other companies due to potential differences in the method of calculation.

 

In addition to referring to Adjusted Margin, we also refer to Adjusted EBITDA, Adjusted Results from Operations, Adjusted Profit/(Loss) for the Period and Adjusted Basic and Adjusted Diluted Earnings/(Loss) Per Share which are also non-IFRS measures. For our internal management reporting, budgeting and decision-making purposes, including comparing our operating results to that of our competitors, these non-IFRS financial measures exclude employee share-based compensation cost and listing and related expenses. Our non-IFRS financial measures reflect adjustments based on the following:

 

	●	Employee share-based compensation cost - The compensation cost to be recorded is dependent on varying available valuation methodologies and subjective assumptions that companies can use while valuing these expenses especially when adopting IFRS 2 “Share-based Payment”. Thus, the management believes that providing non-IFRS financial measures that exclude such expenses allows investors to make additional comparisons between our operating results and those of other companies.
	●	Listing and related expenses - These primarily reflect the non-recurring expenses incurred on the Indian IPO process.
	●	Finance income - These primarily reflect income on the bank deposit.
	●	Finance cost - These primarily reflect income on the borrowings and interest in lease liability.
	●	Depreciation and amortisation - These primarily reflect depreciation and amortisation on tangible and intangible assets.
	●	Tax expense - These primarily reflect income tax and deferred tax.

 

We evaluate the performance of our business after excluding the impact of the above measures and believe it is useful to understand the effects of these items on our results from operations, Profit/(Loss) for the period and Basic and Diluted Earnings/(Loss) Per Share. The presentation of these non-IFRS measures is not meant to be considered in isolation or as a substitute for our unaudited condensed consolidated financial results prepared in accordance with IFRS as issued by the IASB. These non-IFRS measures may not be comparable to similarly titled measures reported by other companies due to potential differences in the method of calculation.

 

A limitation of using Adjusted EBITDA, Adjusted Results from Operations, Adjusted Profit/(Loss) for the period and Adjusted Basic and Adjusted Diluted Earnings/(Loss) Per Share as against using measures in accordance with IFRS as issued by the IASB are that these non-IFRS financial measures exclude share-based compensation cost, depreciation and amortization, finance income, finance costs, listing and related expenses, and tax expenses in case of Adjusted EBITDA. Management compensates for this limitation by providing specific information on the IFRS amounts excluded from Adjusted EBITDA, Adjusted Results from Operations, Adjusted Profit/(Loss) for the Period and Adjusted Basic and Adjusted Diluted Earnings/(Loss) Per Share.

 

 

 

The following table reconciles our Losses for the periods (an IFRS measure) to Adjusted EBITDA (a non-IFRS measure) for the periods indicated:

 

Reconciliation of Adjusted EBITDA (unaudited)		Three months ended
Amount in INR thousands		June 30, 2023				June 30, 2024
Loss for the period as per IFRS			(23,944	)			(763	)
Employee share-based compensation costs			14,414				38,792
Depreciation and amortization			48,271				60,922
Finance income			(8,469	)			(65,814	)
Finance costs			85,438				28,606
Listing and related expenses			(13,983	)			-
Tax expense			13,678				3,847
Adjusted EBITDA			115,405				65,590

 

Reconciliation of Adjusted Results from Operations (unaudited)		Three months ended
Amount in INR thousands		June 30, 2023				June 30, 2024
Results from operations (as per IFRS)			52,721				(34,124	)
Employee share-based compensation costs			14,414				38,792
Adjusted Results from Operations			67,135				4,668

 

Reconciliation of Adjusted Profit/(Loss) (unaudited)		Three months ended
Amount in INR thousands		June 30, 2023				June 30, 2024
Loss for the period (as per IFRS)			(23,944	)			(763	)
Employee share-based compensation costs			14,414				38,792
Listing and related expenses			(13,983	)			-
Adjusted Profit/(Loss) for the period			(23,513	)			38,029

 

		Three months ended
Reconciliation of Adjusted Basic Earnings/(Loss) (Per Share) (unaudited)		June 30, 2023				June 30, 2024
Basic Loss per share (as per IFRS)			(0.39	)			(0.41	)
Employee share-based compensation costs			0.22				0.42
Listing and related expenses			(0.22	)			-
Adjusted Basic Earnings/(Loss) Per Share			(0.39	)			0.01

 

		Three months ended
Reconciliation of Adjusted Diluted Earnings/(Loss) (Per Share) (unaudited)			June 30, 2023				June 30, 2024
Diluted Loss per share (as per IFRS)			(0.39	)			(0.41	)
Employee share-based compensation costs			0.22				0.42
Listing and related expenses			(0.22	)			-
Adjusted Diluted Earnings/(Loss) Per Share			(0.39	)			0.01

 

 

 

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

 

Reconciliation of Revenue (an IFRS measure) to Adjusted Margin (a non-IFRS measure)

 

		Reportable Segments
		Air Ticketing								Hotels and Packages								Other Services
		Three months ended June 30,
Amount in INR thousands (Unaudited)		2023				2024				2023				2024				2023				2024
Revenue as per IFRS - Rendering of services			489,369				456,909				452,555				383,136				26,718				67,787
Customer promotional expenses			669,663				462,042				74,086				97,959				6,010				4,330
Service cost			-				-				(219,020	)			(203,954	)			-				-
Adjusted Margin			1,159,032				918,951				307,621				277,141				32,728				72,117

 

 

 

Safe Harbor Statement

 

This earnings 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, as amended. 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” similar expressions and the negative forms of such expressions. Such statements include, among other things, statements regarding the long-term growth trajectory for the Indian travel market; growth of the MICE business; statements concerning management’s beliefs as well as our strategic and operational plans; our pursuit of strategic M&A opportunities and the pipeline of prospects; the benefits of implementing the Composite Scheme of Amalgamation of Yatra India and its subsidiaries; the ability, and the expected timing, to implement the Scheme; our ability to simplify our corporate structure and operations and enhance shareholder value; and our future financial performance. 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 impact of increasing competition in the Indian travel industry and our expectations regarding the development of our industry and the competitive environment in which we operate; the slowdown in Indian economic growth and other declines or disruptions in the Indian economy in general and travel industry in particular, including disruptions caused by safety concerns, terrorist attacks, regional conflicts (including the ongoing conflict between Ukraine and Russia and the evolving events in Israel, Gaza and the Middle East), pandemics and natural calamities, our ability to successfully negotiate our contracts with airline suppliers and global distribution system service providers and mitigate any negative impacts on our Revenue that result from reduced commissions, incentive payments and fees we receive; the risk that airline suppliers (including our GDS service providers) may reduce or eliminate the commission and other fees they pay to us for the sale of air tickets; our ability to pursue strategic partnerships and the risks associated with our business partners; the potential impact of recent developments in the Indian travel industry on our profitability and financial condition; political and economic stability in and around India and other key travel destinations; our ability to maintain and increase our brand awareness; our ability to realize the anticipated benefits of any past or future acquisitions; our ability to successfully implement our growth strategy; our ability to attract, train and retain executives and other qualified employees, and our ability to successfully implement any new business initiatives; our ability to effectively integrate artificial intelligence, machine learning and automated decision-making tools; non-compliance with Nasdaq’s continued listing requirements and consequent delisting of our ordinary shares from Nasdaq; our ability to simplify our multi-jurisdictional corporate structure or reduce resources and management time devoted to compliance requirement; and Yatra India’s ability to obtain the required consents and approvals for implementing the Composite Scheme of Amalgamation of Yatra India and its subsidiaries. These and other factors are discussed in our reports filed with the U.S. Securities and Exchange Commission. All information provided in this earnings release is provided as of the date of issuance of this earnings release, and we do not undertake any obligation to update any forward-looking statement, except as required under applicable law.

 

About Yatra Online, Inc.

 

Yatra Online, Inc. is the ultimate parent company of Yatra Online Limited, a public listed company on the NSE and BSE (Formerly known as Yatra Online Private Limited, hereinafter referred to as “Yatra India”), whose corporate office is based in Gurugram, India. Yatra India is India’s largest corporate travel services provider in terms of number of corporate clients with approximately 800 large corporate customers and approximately 50,000 registered SME customers and the third largest online travel company (OTC) in India among key OTA players in terms of gross booking revenue and operating revenue for Fiscal 2023 (Source: CRISIL Report). Leisure and business travelers use Yatra India’s mobile applications, its website, www.yatra.com, and its other offerings and services to explore, research, compare prices and book a wide range of travel-related services. These services include domestic and international air ticketing on nearly all Indian and international airlines, as well as bus ticketing, rail ticketing, cab bookings and ancillary services within India. With approximately 108,000 hotels in approximately 1,500 cities and towns in India as well as more than 2 million hotels around the world, Yatra India has the largest hotel inventory amongst key Indian online travel agency (OTA) players (Source: CRISIL Report).

 

For more information, please contact:

 

Manish Hemrajani

Yatra Online, Inc.

VP, Head of Corporate Development and Investor Relations

[e-mail]

 

 

 

Yatra Online, Inc.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE LOSS FOR THREE MONTHS ENDED JUNE 30, 2024

(Amount in thousands, except per share data and number of shares)

 

		Three months ended June 30,
		2023				2024
		INR				INR				USD
		Unaudited				Unaudited				Unaudited
Revenue
Rendering of services			968,642				907,832				10,894
Other revenue			137,175				142,886				1,715
Total revenue			1,105,817				1,050,718				12,609
Other income			16,813				11,598				139
Service cost			219,020				203,954				2,448
Personnel expenses			275,799				359,249				4,311
Marketing and sales promotion expenses			131,017				92,157				1,106
Other operating expenses			395,802				380,158				4,562
Depreciation and amortization			48,271				60,922				731
Results from operations			52,721				(34,124	)			(410	)
Finance income			8,469				65,814				790
Finance costs			(85,438	)			(28,606	)			(343	)
Listing and related expenses			13,983				-				-
Profit/(Loss) before taxes			(10,265	)			3,084				37
Tax expense			(13,679	)			(3,847	)			(46	)
Loss for the period			(23,944	)			(763	)			(9	)
Other comprehensive income/ (loss)
Items not to be reclassified to profit or loss in subsequent periods (net of taxes)
Remeasurement gain on defined benefit plan			70				(1,205	)			(14	)
Items that are or may be reclassified subsequently to profit or loss (net of taxes)
Foreign currency translation differences gain			15,212				3,131				38
Other comprehensive profit for the period, net of tax			15,282				1,926				24
Total comprehensive profit/(loss) for the period, net of tax			(8,662	)			1,163				15
Loss attributable to :
Owners of the Parent Company			(24,796	)			(25,492	)			(306	)
Non-Controlling interest			852				24,729				297
Loss for the period			(23,944	)			(763	)			(9	)
Total comprehensive profit/(loss) attributable to :
Owners of the Parent Company			(9,516	)			(23,137	)			(277	)
Non-Controlling interest			854				24,300				292
Total comprehensive profit/(loss) for the period			(8,662	)			1,163				15
Loss per share
Basic			(0.39	)			(0.41	)			(0.01	)
Diluted			(0.39	)			(0.41	)			(0.01	)
Weighted average no. of shares
Basic			63,737,220				61,887,848				61,887,848
Diluted			63,737,318				61,887,848				61,887,848

 

 

 

Yatra Online, Inc.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT JUNE 30, 2024

(Amounts in thousands, except per share data and number of shares)

 

		March 31, 2024				June 30, 2024				June 30, 2024
		INR				INR				USD
		Audited				Unaudited
Assets
Non-current assets
Property, plant and equipment			73,835				96,713				1,161
Right-of-use assets			160,037				162,132				1,946
Intangible assets and goodwill*			913,434				982,449				11,790
Prepayments and other assets			755				1,612				19
Other financial assets			24,039				28,808				346
Term deposits			137,169				146,579				1,759
Other non financial assets			207,555				208,543				2,503
Deferred tax asset			10,932				10,862				130
Total non-current assets			1,527,756				1,637,698				19,654
Current assets
Inventories			53				53				1
Trade and other receivables			4,637,243				4,638,995				55,670
Prepayments and other assets			1,487,861				1,284,569				15,415
Income tax recoverable			339,316				339,641				4,076
Other financial assets			134,931				156,115				1,873
Term deposits			2,620,655				3,184,648				38,217
Cash and cash equivalents			1,741,950				1,150,842				13,811
Total current assets			10,962,009				10,754,863				129,063
Total assets			12,489,765				12,392,561				148,717
Equity and liabilities
Equity
Share capital			857				859				10
Share premium			20,511,478				20,535,209				246,432
Treasury shares			(222,152	)			(418,555	)			(5,023	)
Other capital reserve			378,695				393,934				4,727
Accumulated deficit			(20,266,628	)			(20,292,304	)			(243,517	)
Total			5,032,282				5,032,282				60,390
Foreign currency translation reserve			(46,059	)			(42,928	)			(515	)
Total equity attributable to equity holders of the Company			5,388,473				5,208,497				62,504
Non-controlling interest			2,371,799				2,396,099				28,754
Total equity			7,760,272				7,604,596				91,258
Non-current liabilities
Borrowings			114,677				92,561				1,111
Deferred tax liability			4,669				4,669				56
Employee benefits			55,850				55,379				665
Lease liability			164,418				163,802				1,966
Total non-current liabilities			339,614				316,411				3,798
Current liabilities
Borrowings			523,515				117,668				1,412
Trade and other payables			2,608,087				2,634,647				31,617
Employee benefits			41,307				43,796				526
Deferred revenue			3,360				3,217				39
Income taxes payable			251				543				7
Lease liability			51,324				51,217				615
Other financial liabilities			418,969				428,477				5,142
Other current liabilities			743,066				1,191,989				14,303
Total current liabilities			4,389,879				4,471,554				53,661
Total liabilities			4,729,493				4,787,965				57,459
Total equity and liabilities			12,489,765				12,392,561				148,717

 

*Pursuant to Share Purchase Agreement executed on June 19, 2024, the Company has acquired additional 49% of the equity share capital of Adventure and Nature Network Pvt. Ltd. (a Joint Venture Entity of the Group prior to acquisition of additional stake) from Snow Leopard Adventures Private Limited i.e. Joint Venture Partner for a cash consideration of INR 9.8 million resulting in a goodwill amounting to INR 29.4 million (provisional) as purchase price allocation amounts are yet to be finalised. The results for the quarter are not significantly impacted from the acquisition.

 

 

 

Yatra Online, Inc.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THREE MONTHS ENDED JUNE 30, 2024

(Amount in INR thousands, except per share data and number of shares)

 

		Attributable to shareholders of the Parent Company
		Equity share capital				Equity share premium				Treasury shares				Accumulated deficit				Non-controlling interest reserve					Other capital reserve				Foreign currency translation reserve				Total				Non controlling interest				Total Equity
Balance as at April 1, 2024			857				20,511,478				(222,152	)			(20,266,628	)			5,032,282					378,695				(46,059	)			5,388,473				2,371,799				7,760,272
Profit/(Loss) for the period															(25,492	)			-													(25,492	)			24,729				(763	)
Other comprehensive loss
Foreign currency translation differences															-				-									3,131				3,131				-				3,131
Re-measurement gain on defined benefit plan															(776	)			-									-				(776	)			(429	)			(1,205	)
Total other comprehensive loss			-				-				-				(776	)			-					-				3,131				2,355				(429	)			1,926
Total comprehensive loss			-				-				-				(26,268	)			-					-				3,131				(23,137	)			24,300				1,163
Share based payments			-				-				-				592				-					38,972				-				39,564				-				39,564
Exercise of options			2				23,731				-				-									(23,733	)			-				-				-				-
Own shares repurchase			-				-				(196,403	)							-									-				(196,403	)			-				(196,403	)
Change in non-controlling interest			-				-				-				-				-					-				-				-				-				-
Total contribution by owners			2				23,731				(196,403	)			592				-					15,239				-				(156,839	)			-				(156,839	)
Balance as at June 30, 2024			859				20,535,209				(418,555	)			(20,292,304	)			5,032,282					393,934				(42,928	)			5,208,497				2,396,099				7,604,596

 

 

 

Yatra Online, Inc.

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THREE MONTHS ENDED JUNE 30, 2024

(Amount in thousands, except per share data and number of shares)

 

		Three months ended June 30, 2024
		2023				2024				2024
		INR				INR				USD
Profit/(Loss) before tax			(10,265	)			3,084				37
Adjustments for non-cash and non-operating items			73,448				17,129				206
Change in working capital			36,306				681,390				8,177
Direct taxes paid (net of refunds)			(38,073	)			(3,819	)			(46	)
Net cash flows from operating activities			61,416				697,784				8,374
Net cash flows (used in) investing activities			(109,035	)			(633,673	)			(7,604	)
Net cash flows (used in) financing activities			(31,091	)			(667,685	)			(8,013	)
Net decrease in cash and cash equivalents			(78,710	)			(603,575	)			(7,243	)
Effect of exchange differences on cash and cash equivalents			27,998				12,466				150
Cash and cash equivalents at the beginning of the period			503,601				1,741,950				20,904
Cash and cash equivalents at the end of the period			452,889				1,150,842				13,811

 

 

 

Yatra Online, Inc.

OPERATING DATA

 

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

 

		For the three months ended June 30,
(In thousands except percentages)		2023				2024
Quantitative details *
Air Passengers Booked			1,825				1,330
Stand-alone Hotel Room Nights Booked			491				417
Packages Passengers Travelled			6				7
Gross Bookings (in INR)
Air Ticketing			16,923,959				13,520,293
Hotels and Packages			2,404,142				2,398,832
Other Services			506,275				628,524
Total			19,834,376				16,547,649
Adjusted Margin (in INR)
Adjusted Margin - Air Ticketing			1,159,032				918,951
Adjusted Margin - Hotels and Packages			307,621				277,141
Adjusted Margin - Other Services			32,728				72,117
Others (Including Other Income)			153,988				154,484
Total			1,653,369				1,422,693
Adjusted Margin%**
Air Ticketing			6.8	%			6.8	%
Hotels and Packages			12.8	%			11.6	%
Other Services			6.5	%			11.5	%

 

* Quantitative details are considered on Gross basis.

** Adjusted Margin % is defined as Adjusted Margin as a percentage of Gross Bookings.

 

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