Correspondence 0001493152-23-025104 from Yatra Online, Inc. (YTRA) (CIK 0001516899) (YTRA)
Yatra Online, Inc. (YTRA) (CIK 0001516899)
Date: July 20, 2023 · CIK: 0001516899 · Accession: 0001493152-23-025104
AI Filing Summary & Sentiment
Letter
The information contained in this document is preliminary and is solely intended to facilitate the review with respect to the comments received from the staff of the Division of Corporation Finance of the U.S. Securities and Exchange Commission.
Yatra Online, Inc.
Notes to the consolidated financial statements for the period ended March 31, 2023
(Amount in INR thousands, except per share data and number of shares)
5. Segment information
For management purposes, the Group is organized into lines of business (LOBs) based on its products and services and has three reportable segments as mentioned below. The LOBs offer different products and services, and are managed separately because the nature of products and/ or methods used to distribute the services are different. For each of these LOBs, the Chief Executive Officer (CEO) reviews internal management reports and . Accordingly, the Chief Executive Officer (CEO) is construed to be the Chief Operating Decision Maker (CODM). Segment revenue (determed as revenue as per IFRS plus customer inducement and acquisition costs) and adjusted margin (determined as segment revenue less service cost) from each LOB’s are reported and reviewed by the CODM on a monthly basis. Both Segment Revenue and Adjusted margin are non-GAAP measures used by the CODM in deciding how to allocate resources and in assessing performance.
The following summary describes the operations in each of the Group’s reportable segments:
1. Air Ticketing: Through internet, mobile based platform and call-centers, the Group provides the facility to book and service international and domestic air tickets to ultimate customers through B2C (Business to Consumer), Business to Enterprise (B2E) and B2B2C (Business to Business to Consumer) channels. All these channels share similar characteristics as they are engaged in facilitation of booking of air tickets. Management believes that it is appropriate to aggregate these channels as one reporting segment due to the similarities in the nature of business.
2. Hotels and Packages: Through an internet and mobile based platform and call-centers, the group provides holiday packages and hotel reservations. For internal reporting purpose, the revenue related to Airline Ticketing issued as a component of group developed holiday package is assigned to Hotel and Package segment and is recorded on a gross basis. The hotel reservations form integral part of the holiday packages and, accordingly, management believes that it is appropriate to aggregate these services as one reportable segment due to similarities in the nature of services.
3. Other services primarily include the income from sale of rail and bus tickets and income from freight forwarding services. The Other services do not meet any of the quantitative thresholds to be a reportable segment for any of the periods presented in these consolidated financial statements. However, management has considered this as the reportable segment and disclosed it separately, since the management believes that information about the segment would be useful to users of the consolidated financial statements.
4. Other operations primarily include the advertisement income from hosting advertisements on our internet web-sites, income from sale of coupons and vouchers and income from facilitating website access to travel insurance companies. The operations do not meet any of the quantitative thresholds to be a reportable segment for any of the periods presented in these consolidated financial statements and therefore reported under “All other segments”.
Until June 30, 2021, for internal reporting purposes, Other Services was included under “All other segments”. Effective July 1, 2021, the Company has changed the composition of its operating segments which has resulted in “Other Services” segment now being reported as one of the reportable segments. Following this change in the composition of its reportable segments, the Company has restated the corresponding items of segment information for earlier periods.
Information about Reportable Segments:
Reportable segments
Air Ticketing Hotels and Packages Other Services All other segments** Total
March 31 March March 31 March March
Particulars
Segment revenue* 1,487,465 2,211,074 4,335,292 372,806 758,435 1,735,025 47,178 161,504 177,685 173,406 171,984 421,717 2,080,855 3,302,997 6,669,719
Service cost - - - (22,276 ) (159,284 ) (669,099 ) - - - - - - (22,276 ) (159,284 ) (669,099 )
Adjusted Margin 1,487,465 2,211,074 4,335,292 350,530 599,151 1,065,926 47,178 161,504 177,685 173,406 171,984 421,717 2,058,579 3,143,713 6,000,620
Other income
132,045 158,648 152,520
Customer inducement and acquisition costs(recorded as a reduction of revenue)***
(809,587 ) (1,313,621 ) (2,842,455 )
Personnel expenses
(778,915 ) (1,021,881 ) (1,148,434 )
Marketing and sales promotion expenses
(79,584 ) (124,147 ) (336,472 )
Other operating expenses
(978,315 ) (893,313 ) (1,554,963 )
Depreciation and amortization
(749,480 ) (308,153 ) (190,152 )
Impairment of goodwill
(264,909 ) - -
Impairment of loan to joint venture
- (72,719 ) (1,000 )
Share of loss of joint venture
(3,962 ) 41,616 -
Finance income
81,604 47,816 28,944
Finance cost
(117,252 ) (100,453 ) (326,399 )
Listing and related expenses
- (55,818 ) (23,591 )
Change in fair value of warrants gain
378,994 32,756 -
Loss before taxes
(1,130,782 ) (465,556 ) (241,383 )
Tax expense
(64,096 ) (16,906 ) (46,788 )
Loss for the period
(1,194,878 ) (482,462 ) (288,172 )
(1,194,878 ) (482,462 ) (288,172 )
*There were no inter-segment revenue during the year ended March 31, 2022, March 31, 2021 and March 31, 2020. This amount constitues of ‘revenue from external customer’ and customer inducement and acquisition costs, for details refer below table on ‘Reconciliation of information on Reportable Segments to IFRS measures’.
**Primarily includes the advertisement income from hosting advertisements on our internet web-sites, income from sale of coupons and vouchers and income from facilitating website access to travel insurance companies. The operations do not meet any of the quantitative thresholds to be a reportable segment for any of the periods presented in these consolidated financial statements and therefore reported under “All other segments”.
Assets and liabilities are not identified to any reportable segments, since the Group uses them interchangeably across segments and, consequently, the Management believes that it is not practicable to provide segment disclosures relating to total assets and liabilities.
Reconciliation of information on Reportable Segments to IFRS measures:
Air Ticketing Hotels and Packages Other Services Others Total
March March March March March
Particulars
Segment revenue 1,487,465 2,211,074 4,335,292 372,806 758,435 1,735,025 47,178 161,504 177,685 173,406 171,984 421,717 2,080,855 3,302,997 6,669,719
Less: customer inducement and acquisition costs*** (594,426 ) (1,060,600 ) (2,555,320 ) (199,409 ) (237,695 ) (263,756 ) (15,752 ) (15,326 ) (23,380 ) - - - (809,587 ) (1,313,621 ) (2,842,455 )
Revenue as per IFRS 893,039 1,150,474 1,779,972 173,397 520,740 1,471,270 31,426 146,178 154,305 173,406 171,984 421,717 1,271,268 1,989,376 3,827,264
Notes: ***For purposes of reporting to the CODM, certain promotion expenses including upfront cash incentives, loyalty programs costs for customer inducement and acquisition costs for promoting transactions across various booking platforms, which are reported as a reduction of revenue, are added back to the respective segment revenue lines and marketing and sales promotion expenses. For reporting in accordance with IFRS, such expenses are recorded as a reduction from the respective revenue lines. Therefore, the reclassification excludes these expenses from the respective segment revenue lines and adds them to the marketing and sales promotion expenses.
Geographical Information:
Given that Company’s products and services are available on a technology platform to customers globally, consequently, the necessary information to track accurate geographical location of customers is not available.
Non-current assets are disclosed based on respective physical location of the assets
Non Current Assets*
March 31, 2022
March 31, 2023
India 1,003,868 1,025,568
Others -
Total 1,003,966 1,025,568
* Non-current assets presented above represent property, plant and equipment, right-of-use assets and intangible assets and goodwill.
Major Customers:
Considering the nature of business, customers normally include individuals and business enterprises. Further, none of the corporate and other customers account for more than 10% or more of the Group’s revenues.
The information contained in this document is preliminary and is solely intended to facilitate the review with respect to the comments received from the staff of the Division of Corporation Finance of the U.S. Securities and Exchange Commission.
Old Disclosure
Air Ticketing Hotels and Packages Other Services Others Total
Three months ended March 31,
Amount in INR thousands (Unaudited)
Revenue 1,150,474 1,779,972 520,740 1,471,270 146,178 154,305 171,984 421,718 1,989,376 3,827,265
Add: Customer promotional expenses 1,060,600 2,555,320 237,695 263,756 15,326 23,380 - - 1,313,621 2,842,456
Service cost - - -159,284 -669,098 - - - - -159,284 -669,098
Other income - - - - - - - - 158,648 152,520
Adjusted Revenue 2,211,074 4,335,292 599,151 1,065,928 161,504 177,685 171,984 421,718 3,302,361 6,153,143
Updated Disclosure
Air Ticketing Hotels and Packages Other Services All other segments** Total
Three months ended March 31,
Amount in INR thousands (Unaudited)
Revenue 1,150,474 1,779,972 520,740 1,471,270 146,178 154,305 171,984 421,718 1,989,376 3,827,265
Add: Customer promotional expenses 1,060,600 2,555,320 237,695 263,756 15,326 23,380 - - 1,313,621 2,842,456
Service cost - - -159,284 -669,098 - - - - -159,284 -669,098
Other income# - - - - - - - - - -
Adjusted Margin 2,211,074 4,335,292 599,151 1,065,928 161,504 177,685 171,984 421,718 3,143,713 6,000,623
# The company proposes to remove this line item from the disclosure.
Show Raw Text
CORRESP
1
filename1.htm
The
information contained in this document is preliminary and is solely intended to facilitate the review with respect to the comments received
from the staff of the Division of Corporation Finance of the U.S. Securities and Exchange Commission.
Yatra
Online, Inc.
Notes
to the consolidated financial statements for the period ended March 31, 2023
(Amount
in INR thousands, except per share data and number of shares)
5.
Segment information
For
management purposes, the Group is organized into lines of business (LOBs) based on its products and services and has three
reportable segments as mentioned below. The LOBs offer different products and services, and are managed separately because
the nature of products and/ or methods used to distribute the services are different. For
each of these LOBs, the Chief Executive Officer (CEO) reviews internal management reports
and . Accordingly, the Chief Executive Officer (CEO) is construed to be
the Chief Operating Decision Maker (CODM). Segment revenue (determed as revenue as per IFRS plus customer
inducement and acquisition costs) and adjusted margin (determined as segment revenue less service cost)
from each LOB’s are reported and reviewed by the CODM on a monthly basis. Both Segment
Revenue and Adjusted margin are non-GAAP measures used by the CODM in deciding how to allocate resources and in assessing performance.
The
following summary describes the operations in each of the Group’s reportable segments:
1.
Air Ticketing: Through internet, mobile based platform and call-centers, the Group provides the facility to book and service international
and domestic air tickets to ultimate customers through B2C (Business to Consumer), Business to Enterprise (B2E) and B2B2C (Business to
Business to Consumer) channels. All these channels share similar characteristics as they are engaged in facilitation of booking of air
tickets. Management believes that it is appropriate to aggregate these channels as one reporting segment due to the similarities in the
nature of business.
2.
Hotels and Packages: Through an internet and mobile based platform and call-centers, the group provides holiday packages and hotel reservations.
For internal reporting purpose, the revenue related to Airline Ticketing issued as a component of group developed holiday package is
assigned to Hotel and Package segment and is recorded on a gross basis. The hotel reservations form integral part of the holiday packages
and, accordingly, management believes that it is appropriate to aggregate these services as one reportable segment due to similarities
in the nature of services.
3.
Other services primarily include the income from sale of rail and bus tickets and income from freight forwarding services. The Other
services do not meet any of the quantitative thresholds to be a reportable segment for any of the periods presented in these consolidated
financial statements. However, management has considered this as the reportable segment and disclosed it separately, since the management
believes that information about the segment would be useful to users of the consolidated financial statements.
4.
Other operations primarily include the advertisement income from hosting advertisements on our internet web-sites, income from sale of
coupons and vouchers and income from facilitating website access to travel insurance companies. The operations do not meet any of the
quantitative thresholds to be a reportable segment for any of the periods presented in these consolidated financial statements and therefore
reported under “All other segments”.
Until
June 30, 2021, for internal reporting purposes, Other Services was included under “All other segments”. Effective July 1,
2021, the Company has changed the composition of its operating segments which has resulted in “Other Services” segment now
being reported as one of the reportable segments. Following this change in the composition of its reportable segments, the Company has
restated the corresponding items of segment information for earlier periods.
Information about Reportable Segments:
Reportable
segments
Air
Ticketing
Hotels
and Packages
Other
Services
All
other segments**
Total
March
31 March
31
March
31 March
31
March
31
Particulars
2021
2022
2023
2021
2022
2023
2021
2022
2023
2021
2022
2023
2021
2022
2023
Segment revenue*
1,487,465
2,211,074
4,335,292
372,806
758,435
1,735,025
47,178
161,504
177,685
173,406
171,984
421,717
2,080,855
3,302,997
6,669,719
Service cost
-
-
-
(22,276 )
(159,284 )
(669,099 )
-
-
-
-
-
-
(22,276 )
(159,284 )
(669,099 )
Adjusted Margin
1,487,465
2,211,074
4,335,292
350,530
599,151
1,065,926
47,178
161,504
177,685
173,406
171,984
421,717
2,058,579
3,143,713
6,000,620
Other income
132,045
158,648
152,520
Customer inducement
and acquisition costs(recorded as a reduction of revenue)***
(809,587 )
(1,313,621 )
(2,842,455 )
Personnel expenses
(778,915 )
(1,021,881 )
(1,148,434 )
Marketing and sales
promotion expenses
(79,584 )
(124,147 )
(336,472 )
Other operating expenses
(978,315 )
(893,313 )
(1,554,963 )
Depreciation and amortization
(749,480 )
(308,153 )
(190,152 )
Impairment of goodwill
(264,909 )
-
-
Impairment of loan to joint venture
-
(72,719 )
(1,000 )
Share of loss of joint venture
(3,962 )
41,616
-
Finance income
81,604
47,816
28,944
Finance cost
(117,252 )
(100,453 )
(326,399 )
Listing and related expenses
-
(55,818 )
(23,591 )
Change in fair value of warrants gain
378,994
32,756
-
Loss before taxes
(1,130,782 )
(465,556 )
(241,383 )
Tax expense
(64,096 )
(16,906 )
(46,788 )
Loss for the period
(1,194,878 )
(482,462 )
(288,172 )
(1,194,878 )
(482,462 )
(288,172 )
*There
were no inter-segment revenue during the year ended March 31, 2022, March 31, 2021 and March 31, 2020. This amount constitues of ‘revenue
from external customer’ and customer inducement and acquisition costs, for details refer below table on ‘Reconciliation of
information on Reportable Segments to IFRS measures’.
**Primarily
includes the advertisement income from hosting advertisements on our internet web-sites, income from sale of coupons and vouchers and
income from facilitating website access to travel insurance companies. The operations do not meet any of the quantitative thresholds
to be a reportable segment for any of the periods presented in these consolidated financial statements and therefore reported under “All
other segments”.
Assets and liabilities are not identified to any reportable segments, since the Group uses them interchangeably across segments and, consequently, the Management believes that it is not practicable to provide segment disclosures relating to total assets and liabilities.
Reconciliation of information on Reportable Segments to
IFRS measures:
Air
Ticketing
Hotels
and Packages
Other
Services
Others
Total
March
31
March
31
March
31
March
31
March
31
Particulars
2021
2022
2023
2021
2022
2023
2021
2022
2023
2021
2022
2023
2021
2022
2023
Segment
revenue
1,487,465
2,211,074
4,335,292
372,806
758,435
1,735,025
47,178
161,504
177,685
173,406
171,984
421,717
2,080,855
3,302,997
6,669,719
Less:
customer inducement and acquisition costs***
(594,426 )
(1,060,600 )
(2,555,320 )
(199,409 )
(237,695 )
(263,756 )
(15,752 )
(15,326 )
(23,380 )
-
-
-
(809,587 )
(1,313,621 )
(2,842,455 )
Revenue
as per IFRS
893,039
1,150,474
1,779,972
173,397
520,740
1,471,270
31,426
146,178
154,305
173,406
171,984
421,717
1,271,268
1,989,376
3,827,264
Notes:
***For purposes of reporting to the CODM, certain promotion expenses including upfront cash incentives, loyalty programs costs for customer
inducement and acquisition costs for promoting transactions across various booking platforms, which are reported as a reduction of revenue,
are added back to the respective segment revenue lines and marketing and sales promotion expenses. For reporting in accordance with IFRS,
such expenses are recorded as a reduction from the respective revenue lines. Therefore,
the reclassification excludes these expenses from the respective segment revenue lines and adds them to the marketing and sales promotion
expenses.
Geographical
Information:
Given that Company’s products and services are available on a technology platform to customers globally, consequently, the necessary information to track accurate geographical location of customers is not available.
Non-current
assets are disclosed based on respective physical location of the assets
Non Current Assets*
March 31, 2022
March
31, 2023
India
1,003,868
1,025,568
Others
98
-
Total
1,003,966
1,025,568
* Non-current assets presented
above represent property, plant and equipment, right-of-use assets and intangible assets and goodwill.
Major
Customers:
Considering the nature of business, customers normally include individuals and business enterprises. Further, none of the corporate and other customers account for more than 10% or more of the Group’s revenues.
The
information contained in this document is preliminary and is solely intended to facilitate the review with respect to the comments received
from the staff of the Division of Corporation Finance of the U.S. Securities and Exchange Commission.
Old
Disclosure
Air
Ticketing
Hotels
and Packages
Other
Services
Others
Total
Three
months ended March 31,
Amount in INR thousands
(Unaudited)
2022
2023
2022
2023
2022
2023
2022
2023
2022
2023
Revenue
1,150,474
1,779,972
520,740
1,471,270
146,178
154,305
171,984
421,718
1,989,376
3,827,265
Add: Customer promotional expenses
1,060,600
2,555,320
237,695
263,756
15,326
23,380
-
-
1,313,621
2,842,456
Service cost
-
-
-159,284
-669,098
-
-
-
-
-159,284
-669,098
Other income
-
-
-
-
-
-
-
-
158,648
152,520
Adjusted Revenue
2,211,074
4,335,292
599,151
1,065,928
161,504
177,685
171,984
421,718
3,302,361
6,153,143
Updated
Disclosure
Air
Ticketing
Hotels
and Packages
Other
Services
All
other segments**
Total
Three
months ended March 31,
Amount in INR thousands
(Unaudited)
2022
2023
2022
2023
2022
2023
2022
2023
2022
2023
Revenue
1,150,474
1,779,972
520,740
1,471,270
146,178
154,305
171,984
421,718
1,989,376
3,827,265
Add: Customer promotional expenses
1,060,600
2,555,320
237,695
263,756
15,326
23,380
-
-
1,313,621
2,842,456
Service cost
-
-
-159,284
-669,098
-
-
-
-
-159,284
-669,098
Other
income#
-
-
-
-
-
-
-
-
-
-
Adjusted
Margin
2,211,074
4,335,292
599,151
1,065,928
161,504
177,685
171,984
421,718
3,143,713
6,000,623
# The company
proposes to remove this line item from the disclosure.