), a subsidiary of iGATE Corporation, providing
Business Outcomes based solutions under the brand name iGATE Patni,
today announced its financial results for the first quarter ended
March 31, 2011.
Patni Computer Systems
Limited |
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Registered Office : Level II,
Tower 3, Cybercity, Magarpatta City, Hadapsar, Pune - 411 013,
India. |
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Corporate Office : Akruti ,
MIDC Cross Road No 21, Andheri (E) , Mumbai - 400 093, India. |
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Unaudited financial
results of Patni Computer Systems Limited for the three months
ended 31 March 2012, as per Indian GAAP (Standalone) |
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Rs in Lakhs except
share data |
|
Three months
ended |
Year ended |
|
31 March |
31 December |
31 March |
31 December |
|
2012 |
2011 |
2011 |
2011 |
|
Unaudited |
Unaudited |
Audited |
Audited |
Income |
|
|
|
|
Sales and service income |
53,514 |
60,834 |
51,206 |
215,167 |
Other operating income |
1,235 |
786 |
3,066 |
5,076 |
|
54,749 |
61,620 |
54,272 |
220,243 |
Expenditure |
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Personnel costs |
22,206 |
21,422 |
27,344 |
100,793 |
Outsourced service charges |
8,594 |
17,266 |
1,296 |
29,911 |
Selling, general and administration
costs |
5,901 |
8,511 |
6,151 |
28,337 |
Depreciation (net of transfer from
revaluation reserves) |
2,968 |
2,915 |
2,153 |
10,973 |
|
39,669 |
50,114 |
36,944 |
170,014 |
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Profit from operations before Other
Income and Interest |
15,080 |
11,506 |
17,328 |
50,229 |
Other income |
3,912 |
3,825 |
2,010 |
9,463 |
Profit before
interest |
18,992 |
15,331 |
19,338 |
59,692 |
Interest costs |
93 |
(69) |
89 |
293 |
Profit before prior period items and
taxation |
18,899 |
15,400 |
19,249 |
59,399 |
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Tax Expenses |
3,622 |
403 |
1,574 |
9,040 |
Profit after tax and before prior
period items |
15,277 |
14,997 |
17,675 |
50,359 |
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Prior period item |
-- |
-- |
-- |
381 |
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Net Profit for the
period |
15,277 |
14,997 |
17,675 |
49,978 |
Paid up equity share capital (Face value per
equity share of Rs 2 each) |
2,714 |
2,690 |
2,668 |
2,690 |
Reserves excluding revaluation reserves |
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333,885 |
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Earnings per equity share of Rs
2 each |
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- Basic |
11.28 |
11.18 |
13.39 |
37.43 |
- Diluted |
11.25 |
11.08 |
13.07 |
36.83 |
Dividend per share (Face value per
equity share of Rs 2 each) |
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Public Shareholding |
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- Number of Shares |
25,630,612 |
24,403,418 |
73,316,543 |
24,403,418 |
- Percentage of
Shareholding |
18.88 |
18.14 |
54.96 |
18.14 |
Promoters and Promoter group
Shareholding |
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a) Pledge/Encumbered |
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- Number of shares |
-- |
-- |
-- |
-- |
- Percentage of shares (as a % of the
total shareholding of promoter group) |
-- |
-- |
-- |
-- |
- Percentage of shares (as a % of the
total share capital of the Company) |
-- |
-- |
-- |
-- |
b) Non-encumbered |
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- Number of shares |
110,090,715 |
110,090,715 |
60,091,202 |
110,090,715 |
- Percentage of shares (as a % of the
total shareholding of promoters |
100.00 |
100.00 |
100.00 |
100.00 |
and promoter group) |
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- Percentage of shares (as a % of the
total share capital of the Company) |
81.12 |
81.86 |
45.04 |
81.86 |
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1 The above unaudited statement
of financial results was reviewed by the Audit Committee and
approved by the Board of Directors at its meeting held on 10 April
2012. The figures of Q4 2011 are the balancing figures between
audited figures in respect of full financial year and audited
published year to date figures upto the third quarter. The
statutory auditors have conducted a ''Limited Review" of this
results in terms of Clause 41 of the Listing Agreement. |
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2 Investor complaints for the quarter ended
31 March 2012 |
Pending as on 1 January
2012 |
Received during the quarter |
Disposed of during the
quarter |
Unresolved at the end of the
quarter |
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-- |
8 |
8 |
-- |
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3 Statement of Utilisation of ADS
Funds as of 31 March 2012 |
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No of shares |
Price |
As of
March |
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2012 |
2011 |
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Amount raised through ADS (6,156,250
ADSs @ $ 20.34 per ADS ) |
12,312,500 |
466 |
57,393 |
57,393 |
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Share issue expenses |
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3,694 |
3,694 |
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Net proceeds |
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53,699 |
53,699 |
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Deployment : |
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1 Held as short term
investments |
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5,726 |
9,254 |
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2 Utilised for Capital expenditure
for office facilities |
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47,973 |
44,445 |
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Total |
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53,699 |
53,699 |
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Unaudited financial
results of Patni Computer Systems Limited for the three months
ended 31 March 2012, as per Indian GAAP (Standalone)
(Contd.) |
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4 Consequent to iGATE acquiring
majority ownership in the Company, there has been change in
operational and management structure of the Company. With this
change, the board of directors and CEO of the Company review the
performance of the Company as one primary
segment. Accordingly, no segment disclosure is made for
primary business segment. |
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5 On 14 March 2012, Pan-Asia
iGATE Solutions ("Acquirer") along with iGATE Global Solutions
Limited ("Promoters") and iGATE Corporation issued a Public
Announcement in four newspapers to the public shareholders of the
Company, in respect of the proposed acquisition and delisting of
the fully paid-up equity shares of the Company having a face value
of Rs 2/- each ("Shares") in accordance with Regulation 10 of
the Securities and Exchange Board of India (Delisting of Equity
Shares) Regulations, 2009 ("Delisting Regulations") (hereinafter,
referred to as the "Offer"). |
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On 10 April 2012, the promoters
issued a Public Announcement ("Post Offer Public Announcement") in
four newspapers to the public shareholders of the Company, that the
proposed acquisition and delisting of the fully paid-up equity
shares of the Company having a face value of Rs 2/- each
("Shares") was successful. The Delisting Offer opened on 28 March
2012 and closed on 30 March 2012. |
The Acquirer has accepted the
discovered price of Rs 520 per Share ("Final Price") and the
shareholders of the Company who have validly tendered their Shares
at or below the Final Price will also be paid the consideration
of Rs 520 per Share. In terms of regulation 15(1) of the SEBI
Regulations, the discovered price (i.e., the price at which maximum
number of equity shares were tendered by the Public Shareholders)
was determined through the book building process using the
electronic facility of the BSE, in accordance with the SEBI
Regulations is Rs 520/- (Rupees Five Hundred and Twenty only)
per Share. The dispatch of consideration to Shareholders whose
shares have been accepted under the Offer will be completed on or
before 17 April 2012. Post completion of the Offer, the company
will apply to the BSE / NSE to delist the shares in
India. |
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In accordance with the provisions
of regulation 21 of the SEBI Regulations, the remaining
shareholders of the Company post the delisting will be able to
offer their Shares to the Acquirer at the Final Price during the
period of one year following the date of delisting of the Shares of
the Company from the BSE and NSE ("Exit Offer"). A separate offer
letter in this regard will be sent to the shareholders who have
either not participated in the Offer or whose Shares have not been
accepted under the Offer. Such shareholders may participate in the
Exit Offer and will be required to submit the requisite documents
to the Registrar to the Offer within the stipulated time as set out
in such offer letter. |
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6 Previous period figures have
been appropriately reclassified / regrouped to conform to the
current period's presentation. |
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By Order of the
Board |
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for Patni Computer
Systems Limited |
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Place : Pune |
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Mr. Phaneesh
Murthy |
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Date : 10 April 2012 |
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CEO & Managing
Director |
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Patni Computer Systems
Limited and Subsidiaries |
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Registered Office : Level II,
Tower 3, Cybercity, Magarpatta City, Hadapsar, Pune - 411 013,
India. |
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Corporate Office : Akruti ,
MIDC Cross Road No 21, Andheri (E) , Mumbai - 400 093, India. |
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Summary of Consolidated
financial results of Patni Computer Systems Limited and
subsidiaries for the quarter ended 31 March 2012, prepared as per
US GAAP |
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US $ in lakhs except
share data |
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Three months
ended |
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|
31 March
2012 |
31 December 2011 |
31 March 2011 |
16 May 2011 through
31 December 2011 |
1 January 2011 through 15 May
2011 |
|
(Unaudited) |
(Unaudited) |
(Unaudited) |
(Audited) |
(Audited) |
|
Successor Company |
Successor Company |
Predecessor Company |
Successor Company |
Predecessor Company |
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Net revenues |
1,843 |
1,942 |
1,903 |
4,795 |
2,799 |
Cost of revenues (exclusive of depreciation
and amortization) |
1,137 |
1,174 |
1,201 |
3,029 |
1,797 |
Gross profit |
706 |
768 |
702 |
1,766 |
1,002 |
Selling, general and administrative
expenses |
323 |
342 |
364 |
952 |
680 |
Depreciation and amortization |
126 |
113 |
72 |
289 |
110 |
Foreign exchange (gain) loss, net |
(19) |
(4) |
(55) |
32 |
(92) |
Operating income |
276 |
317 |
321 |
493 |
304 |
Interest and dividend income |
57 |
38 |
38 |
96 |
48 |
Interest income (expense) |
(2) |
1 |
(1) |
(4) |
(2) |
Interest expense reversed |
-- |
8 |
-- |
8 |
-- |
Gain on sale of investments, net |
18 |
25 |
9 |
29 |
11 |
Other income (expense), net |
(5) |
6 |
1 |
11 |
5 |
Income before income
taxes |
344 |
395 |
368 |
633 |
366 |
Income taxes |
107 |
119 |
103 |
160 |
104 |
Net Income |
237 |
276 |
265 |
473 |
262 |
Earnings per share |
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|
- Basic |
$0.17 |
$0.21 |
$0.20 |
$0.35 |
$0.20 |
- Diluted |
$0.17 |
$0.20 |
$0.20 |
$0.35 |
$0.19 |
Weighted average number of common
shares used in computing earnings per share |
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- Basic |
135,468,357 |
134,115,493 |
131,991,860 |
134,645,493 |
131,464,575 |
- Diluted |
135,930,895 |
135,405,670 |
134,910,508 |
135,444,474 |
135,165,637 |
Total assets |
15,489 |
14,772 |
9,112 |
14,772 |
|
Cash and cash equivalents |
499 |
423 |
529 |
423 |
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Investments |
3,534 |
3,224 |
3,248 |
3,224 |
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Notes: |
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1 The above summary of
consolidated unaudited financial results was taken on record by the
Board of Directors at its meeting held on 10 April 2012. |
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2 On 12 May 2011, the Company was
acquired by iGATE Corporation ("iGATE") through two of its
wholly-owned subsidiaries, Pan-Asia iGATE Solutions, ("iGATE
Mauritius"), and iGATE Global Solutions Limited ("iGS" and,
together with iGATE Mauritius, the "Purchasers"). As of 31
March 2012, iGATE Corporation holds 81.12% of outstanding
shares. |
|
3 On 14 March 2012, Pan-Asia
iGATE Solutions ("Acquirer") along with iGATE Global Solutions
Limited ("Promoters") and iGATE Corporation issued a Public
Announcement in four newspapers to the public shareholders of the
Company, in respect of the proposed acquisition and delisting of
the fully paid-up equity shares of the Company having a face value
of Rs 2/- each ("Shares") in accordance with Regulation 10 of
the Securities and Exchange Board of India (Delisting of Equity
Shares) Regulations, 2009 ("Delisting Regulations") (hereinafter,
referred to as the "Offer"). |
|
On 10 April 2012, the promoters
issued a Public Announcement ("Post Offer Public Announcement") in
four newspapers to the public shareholders of the Company, that the
proposed acquisition and delisting of the fully paid-up equity
shares of the Company having a face value of Rs 2/- each
("Shares") was successful. The Delisting Offer opened on 28 March
2012 and closed on 30 March 2012. |
The Acquirer has accepted the
discovered price of Rs 520 per Share ("Final Price") and the
shareholders of the Company who have validly tendered their Shares
at or below the Final Price will also be paid the consideration
of Rs 520 per Share. In terms of regulation 15(1) of the SEBI
Regulations, the discovered price (i.e., the price at which maximum
number of equity shares were tendered by the Public Shareholders)
was determined through the book building process using the
electronic facility of the BSE, in accordance with the SEBI
Regulations is Rs 520/- (Rupees Five Hundred and Twenty only)
per Share. The dispatch of consideration to Shareholders whose
shares have been accepted under the Offer will be completed on or
before 17 April 2012. Post completion of the Offer, the company
will apply to the BSE / NSE to delist the shares in
India. |
|
In accordance with the provisions
of regulation 21 of the SEBI Regulations, the remaining
shareholders of the Company post the delisting will be able to
offer their Shares to the Acquirer at the Final Price during the
period of one year following the date of delisting of the Shares of
the Company from the BSE and NSE ("Exit Offer"). A separate offer
letter in this regard will be sent to the shareholders who have
either not participated in the Offer or whose Shares have not been
accepted under the Offer. Such shareholders may participate in the
Exit Offer and will be required to submit the requisite documents
to the Registrar to the Offer within the stipulated time as set out
in such offer letter. |
|
4 Certain reclassifications of
the amounts and presentation for the three month period ended 31
March 2011 have been made to conform to the presentation adopted
for the current period in line with iGATE's presentation in
financial statements. |
- Depreciation and
amortization expense is reclassified from cost of revenues and
selling, general and administrative expenses, respectively, and
disclosed separately on the face of the Statement of Income. |
- Certain costs relating to
office rent, electricity, water, diesel, repair and maintenance are
reclassified from cost of revenues and included as part of selling,
general and administrative expenses. |
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Patni Computer Systems
Limited and Subsidiaries |
|
|
Registered Office : Level II,
Tower 3, Cybercity, Magarpatta City, Hadapsar, Pune - 411 013,
India. |
|
|
Corporate Office : Akruti ,
MIDC Cross Road No 21, Andheri (E) , Mumbai - 400 093, India. |
|
|
Summary of financial
statements prepared as per US GAAP - Convenience translation
(Unaudited) |
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|
Rs in lakhs except
share data |
|
Three months
ended |
|
|
|
31 March 2012 |
31 December 2011 |
31 March 2011 |
16 May 2011 through
31 December 2011 |
1 January 2011 through 15 May
2011 |
|
Successor
Company |
Successor Company |
Predecessor Company |
Successor
Company |
Predecessor
Company |
Exchange Rate (Rs) |
50.89 |
53.01 |
44.54 |
53.01 |
44.86 |
Net revenues |
93,780 |
102,954 |
84,766 |
254,156 |
125,555 |
Cost of revenues (exclusive of depreciation
and amortization) |
57,867 |
62,235 |
53,506 |
160,552 |
80,586 |
Gross profit |
35,913 |
40,719 |
31,260 |
93,604 |
44,969 |
Selling, general and administrative
expenses |
16,433 |
18,141 |
16,176 |
50,472 |
30,513 |
Depreciation and amortization |
6,418 |
5,994 |
3,235 |
15,331 |
4,922 |
Foreign exchange (gain) loss, net |
(985) |
(204) |
(2,432) |
1,674 |
(4,111) |
Operating income |
14,047 |
16,788 |
14,281 |
26,127 |
13,645 |
Interest and dividend income |
2,880 |
2,047 |
1,701 |
5,093 |
2,133 |
Interest income (expense) |
(98) |
59 |
(47) |
(212) |
(96) |
Interest expense reversed |
-- |
433 |
-- |
433 |
-- |
Gain on sale of investments, net |
920 |
1,323 |
424 |
1,540 |
473 |
Other income (expense), net |
(255) |
302 |
47 |
550 |
236 |
Income before income
taxes |
17,494 |
20,952 |
16,406 |
33,531 |
16,391 |
Income taxes |
5,431 |
6,337 |
4,608 |
8,447 |
4,646 |
Net Income |
12,063 |
14,615 |
11,798 |
25,084 |
11,745 |
Earnings per share |
|
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|
|
- Basic |
8.90 |
10.90 |
8.94 |
18.63 |
8.93 |
- Diluted |
8.87 |
10.79 |
8.74 |
18.52 |
8.69 |
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Total assets |
788,241 |
783,088 |
405,845 |
783,088 |
|
Cash and cash equivalents |
25,375 |
22,424 |
23,576 |
22,424 |
|
Investments |
179,823 |
170,879 |
144,651 |
170,879 |
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Disclaimer: |
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We have translated the financial
data derived from our consolidated financial statements prepared in
accordance with US GAAP for each period at the noon buying rate in
the City of New York on the last business day of such period for
cable transfers in Rupees as certified for customs purposes by the
Federal Reserve Bank of New York. The translations should not be
considered as a representation that such US Dollar amounts have
been, could have been or could be converted into Rupees at any
particular rate, the rate stated above, or at all. Investors are
cautioned not to rely on such translated amounts. |
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By Order of the
Board |
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for Patni Computer
Systems Limited |
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Pune |
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Phaneesh
Murthy |
10 April 2012 |
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CEO & Managing Director |