FORM 6-K

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C., 20549

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of July, 2010

Commission File Number 001-15118

 

 

TATA COMMUNICATIONS LIMITED

(Translation of registrant’s name into English)

 

 

VSB, Mahatma Gandhi Road, Mumbai 400 001, 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  x            Form 40-F  ¨

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

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

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

Yes  ¨                     No  x

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2 (b): 82-            .

 

 

 

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Registrant hereby incorporates in the report on Form 6-K the following Exhibit:

 

Exhibit Number		Description of Exhibit
1.		Un-audited Financial Results (Provisional, according to Indian GAAP) for the period ended 30 June 2010.

Forward-Looking Statements

All words and statements other than statements of historical fact included in this Form 6-K (including the attached exhibit), including, without limitation, “expect”, “believe”, “plan”, “intend”, “estimate”, “anticipate”, “may”, “will”, “would” and “could” or similar words and statements concerning the registrant and its prospects, and other statements relating to the registrant’s expected financial position, business strategy, the future development of the registrant’s operations and the general economy in India, are forward-looking statements. Such statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements of the registrant, or industry results, to differ materially from those expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding the registrant’s present and future business strategies and the environment in which the registrant will operate in the future. The important factors that could cause actual results, performance or achievements to differ materially from such forward-looking statements include, among others, changes in government policies or regulations of India and, in particular, changes relating to the administration of the registrant’s industry, and changes in general economic, business and credit conditions in India. Additional factors that could cause actual results, performance or achievements to differ materially from such forward-looking statements, many of which are not in the registrant’s control, include, but are not limited to, those risk factors discussed in the registrant’s various filings with the Securities and Exchange Commission, including its annual report on Form 20-F filed on October 15, 2009. These forward-looking statements speak only as of the date of this Form 6-K. The registrant expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement contained herein to reflect any change in the registrant’s expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.

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.

 

		TATA COMMUNICATIONS LIMITED
		By:		/S/    SANJAY BAWEJA
		Name:		Sanjay Baweja
July 28, 2010		Title:		Chief Financial Officer

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Exhibit 1

HQ/CS/CL.24B/14136

28 July 2010

Sir,

Sub : Un-audited Financial Results (Provisional, according to Indian GAAP) for the period ended 30 June 2010.

Pursuant to Clause 41 of the Listing Agreement with Indian Stock Exchanges, please find sent herewith Un-audited Financial Results (Provisional, according to Indian GAAP) for the period ended 30 June 2010, which has been taken on record by the Board of Directors in their meeting, held on 28 July 2010.

Thanking you,

 

To:

 

1)	Security Code 23624, The Stock Exchange, Mumbai. Fax No.(22) 22722037,39,41

 

2)	Security Code 5251, The Asst. Manager (Listing), National Stock Exchange of India Limited. Fax Nos.: (22) 66418125/26.

 

3)	National Securities Depository Ltd. Fax Nos. : 2497 29 93.

 

4)	The Bank of New York. Fax No.2204 49 42.

 

5)	Sharepro Services. Fax No. 2837 5646

 

6)	Marc H. Iyeki,Director, New York Stock Exchange, Fax No: (212) 656-5071 /72 / Managing Director, New York Stock Exchange, Fax No: (212) 265-2016

 

7)	Central Depository Services (India) Limited. Fax : 2267 3199.

 

8)	Mr. R. Gangadharan for SEC information requirements.

Tata Communications Limited

Plot C 21 & C 36 ‘G’ Block Bandra Kurla Complex, Mumbai 400098 India

Regd. Office : VSB Mahatma Gandhi Road Fort Mumbai – 400 001 India

Tel 91 22 6657 8765 Fax 91 22 6639 5162 website www.tatacommunications.com

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TATA COMMUNICATIONS LIMITED

REGD. OFFICE: VSB, M.G. ROAD, FORT, MUMBAI-400001.

A. UNAUDITED FINANCIAL RESULTS FOR THE QUARTER ENDED

JUNE 30, 2010

 

				(Rs. In Lakhs)
		Particulars		Stand alone							Consolidated
				For the quarter ended June 30,				For the year ended March 31,			For the quarter ended June 30,						For the year ended March 31,
				2010		2009		2010			2010			2009			2010
1		Revenues from Telecommunication and Other Services		84,401		84,289		321,804			288,450			256,167			1,102,556
2		Expenditure
		a. Network Costs		37,113		37,911		141,504			175,558			138,915			646,899
		b. Operating and Other Expenses		13,774		15,036		63,812			47,027			47,897			200,709
		c. Salaries and Related Costs		11,619		9,507		41,844			39,889			33,559			153,712
		d. Depreciation and Amortisation		14,332		12,339		57,473			38,286			32,468			151,080
		e. Total Expenditure (2a to 2d)		76,838		74,793		304,633			300,760			252,839			1,152,400
3		Profit / (Loss) from Operations before Other Income, Interest and Exceptional Items (1 - 2)		7,563		9,496		17,171			(12,310	)		3,328			(49,844	)
4		Other Income (net)		2,719		735		12,575			1,594			6,328			11,953
5		Profit / (Loss) before Interest and Exceptional Items (3 + 4)		10,282		10,231		29,746			(10,716	)		9,656			(37,891	)
6		Interest (net)		4,346		5,251		20,641			13,328			10,595			52,056
7		Profit / (Loss) after Interest but before Exceptional Items (5 - 6)		5,936		4,980		9,105			(24,044	)		(939	)		(89,947	)
8		Exceptional Items: Expense / (Income)
		a. Interest on Income Tax Refund		—		—		(21,828	)		—			—			(21,828	)
9		Profit / (Loss) from Ordinary Activities before Tax (7-8) (Refer note 3)		5,936		4,980		30,933			(24,044	)		(939	)		(68,119	)
10		Tax Expense		1,973		1,786		(17,385	)		2,451			3,304			(14,239	)
11		Net Profit / (Loss) from Ordinary Activities after Tax (9 – 10)		3,963		3,194		48,318			(26,495	)		(4,243	)		(53,880	)
12		Extraordinary Items (net of Tax Expense)		—		—		—			—			—			—
13		Net Profit / (Loss) before Minority Interest and Associate Loss (11 - 12)		3,963		3,194		48,318			(26,495	)		(4,243	)		(53,880	)
14		Minority Interest		—		—		—			2,504			1,977			8,860

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				(Rs. In Lakhs)
		Particulars		Stand alone						Consolidated
				For the quarter ended June 30,				For the year ended March 31,		For the quarter ended June 30,						For the year ended March 31,
				2010		2009		2010		2010			2009			2010
15		Share in Loss of Associates		—		—		—		(4,148	)		(3,247	)		(14,754	)
16		Net Profit / (Loss) (13+14+15)		3,963		3,194		48,318		(28,139	)		(5,513	)		(59,774	)
17		Paid up Equity Share Capital (Face value of Rs.10 per share)		28,500		28,500		28,500		28,500			28,500			28,500
18		Reserves excluding Revaluation Reserve		—		—		678,854		—			—			—
19		Earnings Per Share (EPS)
		Basic and diluted earnings per share before and after Extraordinary Items (Rs.)		1.39		1.12		16.95		(9.87	)		(1.93	)		(20.97	)
20		Aggregate of public shareholding
		a. Number of shares		47,755,749		44,981,327		46,653,301
		b. Percentage of shareholding		16.76		15.78		16.37
21		Promoters and Promoter Group Shareholding
		a. Pledged / Encumbered
		-   Number of Shares		26,700,000		30,000,000		34,000,000
		-   Percentage of Shares (as a % of the total shareholding of promoters and promoter group)		12.30		13.82		15.67
		-   Percentage of Shares (as a % of the total share capital of the Company)		9.37		10.53		11.93
		b. Non-encumbered
		-   Number of Shares		190,328,873		187,028,873		183,028,873
		-   Percentage of Shares (as a % of the total shareholding of promoters and promoter group)		87.70		86.18		84.33
		-   Percentage of Shares (as a % of the total share capital of the Company)		66.78		65.62		64.22
22		Debt Service Coverage Ratio (DSCR)
		DSCR = (Profit from Ordinary Activities before Tax and Exceptional Items + Interest on Long-Term Loans) / (Interest on long Term Loans + Repayment of Long-Term Loans during the year)*		0.25		2.01		1.35
23		Interest Service Coverage Ratio (ISCR)
		ISCR = (Profit from Ordinary Activities before Tax and Exceptional Items + Interest on Long-Term Loans)/ Interest on Long-Term Loans*		2.07		2.01		1.41

 

*	For the purpose of the computation, Loans having original maturity of more than 360 days are considered as Long-Term Loans.

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B. Segment Information:

Business Segments:

(Rs. in lakhs)

Particulars		Stand alone								Consolidated
		For the quarter ended June 30,					For the year ended March 31,			For the quarter ended June 30,						For the year ended March 31,
		2010			2009		2010			2010			2009			2010
Revenues from Telecommunication and Other Services
Global Voice Solutions		25,103			34,114		124,780			159,484			135,204			613,194
Global Data and Managed Services		59,298			50,175		197,024			111,099			105,459			420,541
Others		—			—		—			17,867			15,504			68,821
Total		84,401			84,289		321,804			288,450			256,167			1,102,556
Segment result
Global Voice Solutions		(1,091	)		6,139		25,465			22,528			31,408			113,639
Global Data and Managed Services		46,906			38,285		147,890			81,150			76,738			300,543
Others		—			—		—			9,214			9,107			41,475
Total		45,815			44,424		173,355			112,892			117,253			455,657
Less :
(i) Interest Cost (net)		4,346			5,251		20,641			13,328			10,595			52,056
(ii) Other Unallocable Expenses (net)		35,533			34,193		143,609			123,608			107,597			493,548
Profit / (Loss) before Taxes and Exceptional Items		5,936			4,980		9,105			(24,044	)		(939	)		(89,947	)
Exceptional Expenses / (Income) (net)		—			—		(21,828	)		—			—			(21,828	)
Profit / (Loss) before Taxes		5,936			4,980		30,933			(24,044	)		(939	)		(68,119	)
Tax Expense		1,973			1,786		(17,385	)		2,451			3,304			(14,239	)
Net Profit / (Loss) before Minority Interest and Associate Loss		3,963			3,194		48,318			(26,495	)		(4,243	)		(53,880	)
Minority Interest		—			—		—			2,504			1,977			8,860
Share in Loss of Associates		—			—		—			(4,148	)		(3,247	)		(14,754	)
Net Profit / (Loss) for the period		3,963			3,194		48,318			(28,139	)		(5,513	)		(59,774	)

Notes to Segments:

Effective April 01, 2010, the Company’s reportable business segments have been re-aligned into Global Voice Solutions, Global Data and Managed Services (GDMS) and Others to reflect change in the Company’s Business and Organization Structure. Accordingly, all network and managed services in the Company and its subsidiaries have been aligned to GDMS and Joint Ventures and Retail Business have been aligned to Others.

Revenues and expenses, which are directly identifiable to the segments, have been attributed to the relevant segments. The allocable enterprise expenses have been allocated on reasonable basis to the relevant segments. Segment result is segment revenues less segment expenses. Certain costs including depreciation which are not allocable to segments have been classified as “Other Unallocable Expenses (net)”.

Telecommunication services are provided utilizing the Company’s assets which do not generally make a distinction between the types of services. As a result, fixed assets are used interchangeably between segments. In the absence of a meaningful basis to allocate assets and liabilities between segments, no allocation has been made.

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Notes:

 

1.

The above results of the Company for the quarter ended June 30, 2010 have been subjected to a limited review by the statutory auditors, recommended by the audit committee and were taken on record and approved by the Board of Directors at their meeting held on July 28, 2010.

 

2.

Other Income includes exchange gain (net) of Rs.1,023 lakhs (previous period loss (net) of Rs.1,005 lakhs) for the quarter ended June 30, 2010 and exchange loss (net) of Rs. 1,228 lakhs for the year ended March 31, 2010 on stand alone results and exchange loss (net) of Rs. 2,240 lakhs (previous period gain (net) of Rs. 4,655 lakhs) for the quarter ended June 30, 2010 and exchange loss (net) of Rs. 1,653 lakhs for the year ended March 31, 2010 on consolidated results.

 

3.

Standalone Profit from Ordinary Activities before tax for the quarter ended June 30, 2010 includes Rs. 2,560 lakhs (previous period Rs. Nil) of revenues from telecommunication and other services pertaining to previous periods. This has no impact on consolidated results.

 

4.

Effective April 01, 2010, the Company has changed its accounting policy for Financial Instruments for limited purpose of Hedge accounting. The effective portion of Mark-to-market loss on interest rate swaps for quarter ended June 30, 2010 Rs. Nil for standalone and Rs. 1,748 lakhs for consolidated results is recognized in Hedge Fluctuation Reserve.

 

5.

The previous period’s figures have been regrouped and reclassified wherever necessary to make them comparable with the current period’s figures.

 

6.

Investor Complaint status:

 

Outstanding as on April 01, 2010		Total received during the quarter ended June 30, 2010		Total resolved during the quarter  ended June 30, 2010		Outstanding as on June 30, 2010
Nil		Nil		Nil		Nil

For TATA COMMUNICATIONS LIMITED

N. SRINATH

MANAGING DIRECTOR &

CHIEF EXECUTIVE OFFICER

Place      : Mumbai.

Date       : July 28, 2010