HT Media Ltd — Interim / Quarterly Report 2021

Jul 28, 2020

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Ref: HTML/CS/02/2020

28[th] July, 2020

BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, MUMBAI - 400 001

The National Stock Exchange of India Limited Exchange Plaza, C/1, Block G, Bandra Kurla Complex, Bandra (E) MUMBAI - 400 051

Scrip Code: 532662

Trading Symbol: HTMEDIA

Dear Sir(s)/Madam,

Sub: Intimation of outcome of the Board Meeting held on 28[th] July, 2020 and disclosure under Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, as amended (“SEBI LODR”)

This is to inform you that the Board of Directors of the Company at its meeting held today, i.e. 28[th] July, 2020 (which commenced at 12:00 Noon and concluded at 01:03 PM) has, inter-alia , transacted the following businesses:-

1. Approved and taken on record the Un-audited (Standalone and Consolidated) Financial Results (UFRs) of the Company for the quarter ended on 30[th] June, 2020 pursuant to Regulation 33 of SEBI LODR (enclosed herewith as Annexure-A ) .

2. Taken on record the Limited Review Report of M/s B S R and Associates, Chartered Accountants (Statutory Auditors) on the above UFRs (enclosed herewith as Annexure-A ),

3. On the recommendation of Nomination & Remuneration Committee, the Board of Directors, in compliance with the applicable provisions of the Companies Act, 2013 and SEBI LODR, have approved the appointment of Ms. Rashmi Verma (DIN: 01993918) as an Additional Director (Non-Executive Women Independent) w.e.f. 28[th] July, 2020, to hold office upto the date of ensuing Annual General Meeting of the Company. Ms. Rashmi Verma has also been appointed as an Independent Director (Additional Director) for a period of 5 consecutive years up to 31[st] March, 2025 (not liable to retire by rotation), subject to approval of the members.

4. Disclosure of information pursuant to Regulation 30 of SEBI LODR read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated 9[th] September, 2015, is annexed herewith as Annexure-B .

This is for your information and records.

Thanking you,

Yours faithfully, For HT MEDIA LIMITED

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(Dinesh Mittal) Group General Counsel & Company Secretary

Encl: As Above

Annexure-A

B S R and Associates

Chartered Accountants

Building No. 10, 8th Floor. Tower-B DLF Cyber City. Phase· II Gurugram • 122 002, India

Telephone: +91 124 719 1000 Fax +91 124 235 8613

To Board of Directors of HT Media Limited

• I. We have reviewed the accompanying Statement of unaudited standalone financial results of HT Media Limited ('the Company') for the quarter ended 30 June 2020 ("the Statement'').

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2. This Statement, which is the responsibility of the Company's management and approved by the Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS 34"). prescribed under Section 133 of the Companies Act, 2013, and other accounting pri!1ciples generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. Our responsibility is to issue a report on the Statement based on our review.

3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SR E) 241 0 "Review of Interim Financial lr1formation Petformed by the Independent Auditor of the Entity" issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perform the review to obtain moder.ite assurance as to whether the Statement is free of material misstatement. A review is limited primarily to inquiries of company personnel and analytical procedures applied to financial data and thus provides less assurance than an audit. We have not perfonned an audit and accordingly. we do not express an audit opinion.

4. Attention is drawn to the fact that the figures for the 3 months ended 31 March 2020 as reported in these financial results are the balancing figures between audited figures in respect of the full previous financial year and the published year to date figures up to the third quarter of the previous financial year. The figures up to the end of the third quarter of previous financial year had only been reviewed and not subjected to audit.

5. Based on our review conducted as above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with applicable accounting standards and other recognised accounting practices and policies has not disclosed the infonnation required to be disclosed in tenns of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations. 2015 including the manner in which it is to be disclosed, or that it contains any material misstatement.

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B S R and Associates

6. The Statement includes the interim financial results of HT Media Employee Welfare Trust which has not been reviewed/audited, whose interim financial results reflect total revenue (before consolidation adjustments) of Rs. Nil, total net profit after tax (before consoli dation adjustments) of Rs. Nil and total comprehensive income (beforeconso/idation adjustments)ofRs. 9.70 lakhs for the quarter ended 30 June 2020 as considered in the Statement. According to the information and explanations given to us by the management, these interim financial results are not material to the Company.

Our conclusion on the Statement is not modified in respect of the above matter.

For B S R and Associates Chartered Accountants Firm's Registration No.- 12890 I W

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Place: Gurugram Date: 28 July 2020

Rajesh Arora Partner Membership No. 076124 UDIN: 20076124AAAACZ4209

m Bl rr

HT Media limited

CIN:-L22121DL2002PLC117874

Registered Office: Hindustan Times House, 2nd floor, 18-20, Kasturba Gandhi Marg, New Delhi -110001, India Tel:- +91 11 66561608 Fax:- +91 11 66561445 Website:- www.htmedia.in E-mail:-corporatedept@hindustantimes.com Un-audited Standalone Financ:ai ·Results for the quarter ended June 30, 2020

Statement of Un-audited Standalone Financial Results for the quarter ended June 30, 2020

			(INRin Lakhs except earnings per share data)	(INRin Lakhs except earnings per share data)	(INRin Lakhs except earnings per share data)	(INRin Lakhs except earnings per share data)	(INRin Lakhs except earnings per share data)	(INRin Lakhs except earnings per share data)	(INRin Lakhs except earnings per share data)	(INRin Lakhs except earnings per share data)
			... Quarter Ended Year Ended June 30, 2020 March 31, 2020 June 30, 2019 March 31, 2020 Un-audited Audited Un-audited Audited 7,248 27,430 30,741 124,333 2,369 2,624 2,720 12,661 9,617 30,054 33,461 136,954*
SI. No.		Particulars Income a)Revenue from operations b) Other income Total Income		June 30, 2020 Un-audited 7,248 2,369 9,617			March 31, 2020 Audited*
										Audited
1							27,430 2,624 30,054	30,741 124,333 2,720 12,661 33,461 136,954
2		Expenses a) Cost of materials consumed b) Changes in inventories of finished goods, stock-in trade and work-in-progress c) Employee benefits expense d) Finance costs e) Depreciation and amortization expense ij Other expenses TotalExpenses			1,339 165 5,096 1,282 2,709 7,151 17,742		6,248 (121) 6,139 2,02: 2,823 13,007 30,119	7,768 28,638 (49) (175) 6,741 27,220 2,930 10,345 2,564 11,345 14,819 58,131 34,773 135,504
3		Profit/(loss) before exceptional items {1-2)			(8,125)		(65)	(1,312) 1,490
4		Profit/(loss) before finance costs, tax, depreciation and amortization expense (EBITDA) and exceptional items (3+2d+2e)			(4,134)		4,781	4,182 23,180
5		Exceptional Items (loss)				-	(7,931)	(14,694) (27,078)
6		Loss before tax (3+5)					(7,996)	{16,006) (25,588)
7		Tax expense a) Current tax b) Deferred tax charge/ (credit) Total tax expense/ (credit)			- (2,930) (2,930)		49 579 628	- 570 (1,758) 421 (1,758) 991
8		Loss for the period (6-7)			(5,195)		(8,624)	(14,248) (26,579)
9		Other comprehensive income (net of taxes) a) Items that will not be reclassified subsequently to profit or loss b) Items that will be reclassified subsequently to profit or loss			45 (88)		88 840	(5) 37 (106) 915
10 11		Total Comprehensive loss (8+9) Paid-up Equity Share Capital •• (Face value - INR 2 per share)			(5,238)		(7,696)	(14,359) (25,627)
					4,655		4,655	4,655 4,655
12		Other equity excluding revaluation reserves as per the audited balance sheet						131,150
13		Loss per share (of INR 2 each) Basic & Diluted		Not Annualized (2.25)			Not Annualized (3.,4)	Not Annualized (6.18) (11.53)

• Refer Note 6

• •• Includes equity shares of INR 44 Lakhs held by HT Media Employee Welfare Trust.

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,�otes:

• 1 The above un-audited standalone financial results for the quarter ended June 30, 2020 were reviewed and recommended by the Audit Committee and approved by the Board of Directors at their respective meetings held on July 28, 2020. The Statutory Auditors of HT Media Limited ('the Company') have carried out a "Limited Review" of the above results pursuant to Regulation 33 of the: Securities and Exchange Board of India {Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended and have issued an unmodified opinion.

• 2 The standalone financial results have been prepared in accordance with the recognition and measurement principles of the Indian Accounting Standards {IndAS) specified under Section 133 of the Companies Act, 2013 {the "accounting principles generally accepted in India").

• 3 Employee Stock Option details of the Company for the quarter ended June 30, 2020 are as follows:

• i) Plan A - No options were granted, vested, exercised, forfeited or expired.

• ii) Plan B - No options were granted, vested, exercised, forfeited or expired.

• ii) Plan C - No options were granted, vested, exercised, forfeited or expired.

• 4 A scheme of amalgamation u/s 230-232 of the Companies Act, 2013 which provides for merger of Firefly e-Ventures Limited {FEVL), HT Digital Media Holdings Limited {HTDMH), HT Education Limited (HTEL), HT Learning Centers Limited {HTLC), India Education Services Private Limited {IESPL) and Topmovies Entertainment Limited {TMEL) with HT Mobile Solutions Limited {HTMS) ("Scheme"), has been approved by the respective Board of Directors of the companies at their meetings held on March 18, 2020. The application for sanction of the Scheme has been filed before the Hon'ble National Company Law Tribunal, New Delhi Bench on July 14, 2020. Pending requisite approval{s), impact of the proposed Scheme has not been considered in the above results.

• 5 As per Ind AS 108 - Operating Segments, the Company has three reportable Operating Segments viz. Printing & Publishing of Newspaper & Periodicals, Radi Broadcast and Entertainment & Digital. The financial information of these segments are appearing in Consolidated Financial Results prepared as per Ind AS 108.

• 6 The figures of the quarter ended March 31, 2020 are the balancing figures between the audited figures in respect of the full financial year and the published year to date figures upto December 31, 2019, being the end of the third quarter of the previous financial year, which were subjected to limited review.

• 7 The certificate of CEO and CFO in terms of Regulation 33 of SEBI {LODR), in respect of the above results has been placed before the Board of Directors.

• 8 Management has been continuously evaluating the possible effects that may result from the pandemic relating to COVID-19 on the operational and financial results of the Company for the quarter ended June 30, 2020. The Company has considered and taken into account internal and external information and has performed sensitivity analysis based on current estimates in assessing the recoverability of financial and non financial assets. Given the uncertainties associated with nature, condition and duration of COVID-19, the impact assessment on the Company's financial information will be continuously made and provided for as required.

• 9 Previous period's figures have been re-grouped/re-classified wherever necessary, to·-:orrespond with those of the current period's classification.

New Delhi July 28, 2020

For and on behalf of the Board of Directors � Shobhana Bhartia Chairperson and Editorial Director

B S R and Associates

Chartered Accountants

Building No. 10, 8th Floor, Tower-B Telephone: +91 124 719 1000 DLF Cyber City, Phase • 11 Fax· +91 124 235 8613 Gurugram -122 002. India

To

Board of Directors of HT Media Limited

• I. We have reviewed the accompanying Statement of unaudited consolidated financial results of HT Media Limited ("the Parent") and its subsidiaries (the Parent and its subsidiaries together referred to as "the Group"). and its share of the net loss after tax and total comprehensive loss of its joint ventures for the quarter ended 30 June 2020 ("the Statement"). being submitted by the Parent pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations. 2015. as amended ('Listing Regulations').

2. TI1is Statement, which is the responsibility of the Parent's management and approved by the Parent's Board of Directors. has been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34 "Interim Financial Reporting" ("Ind AS 34"), prescribed under Section 133 of the Companies Act, 2013, and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. Our responsibility is to express a conclusion on the Statement based on our review.

3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity", issued by the Institute of Chartered Accountants of India. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly. we do not express an audit opinion.

We also performed procedures in accordance with the circular issued by the SEBI under Regulation 33 (8) of the Listing Regulations. to the extent upplicable.

4. The Statement includes the results of the following entities:

Parent Company:

HT Media Limited

Subsidiaries:

• i. Hindustan Media Ventures Limited

• ii. HT Music and Entertainment Company Limited

• iii. HT Digital Media Holdings Limited

• iv. Firefly e-Ventures Limited

• v. HT l\lobile Solutions Limited

• vi. HT Overseas Pte. Limited

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B SR and Associates

• vii. HT Leaming Centers Limited

• viii. HT Education Limited

• ix. HT Global Education Private limited

• x. Topmovics Entertainment Limited

• xi. India Education Services Private Limited

• xii. Next Mediaworks Limited (w.e.f. 15 April 2019)

• xiii. Next Radio Limited (w.e.f. 15 April 2019)

• xiv. Syngienct: Broadcast Ahmedabad Limited (w.e.f. 15 April 2019)

• xv. Shine HR Tech Limited (w.e.f. 26 November 2019)

• xvi. HT Noida (Company) Limited (w.e.f. 11 February 2020)

Joint Ventures

• i. Sports Asia Pte Limited. Singapore

• ii. HT Content Studio LLP (w.e.f. 21 August 2019)

5. Attention is drawn to the fact that the figures for the 3 months ended 31 March 2020 as reported in these financial results are the balancing figures between audited figures in respect or the full previous financial year and the published year to date figures up to the third quarter of the previous financial year. The figures up to the end of the third quarter of previous financial year had only been reviewed and not subjected to audit.

6. Based on our review conducted and procedures performed as stated in paragraph 3 above. nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standard and other accounting principles generally accepted in India, has not disclosed the infonnation required to be disclosed in tenns of Regulation 33 of the Listing Regulations, including the manner in which it is to be disclosed, or that it contains any material misstatement.

7. We did not review the interim financial results of eight subsidiaries included in the Statement, whose interim financial results reflect total revenues (before consolidation adj11Stmen1s) of Rs. l 00.93 lakhs. total net loss after tax (before consolidation adjustments) of Rs. 126.67 lakhs and total comprehensive loss (before consolidation adjustments) of Rs. 107.17 lakhs for the quarter ended 30 June 2020, as considered in the Statement. These interim financial results have been reviewed by other auditors whose reports have been furnished to us by the management and our conclusion on the Statement., in so far as it relates to the amounts and disclosures included in respect of these subsidiaries, is based solely on the reports of the other auditors and the procedures performed by us as stated in paragraph 3 above.

One subsidiary is located outside India whose interim financial results have been prepared in accordance with intcmational financial reporting standards and which have been reviewed by other auditor under international standards on review engagements. These interim financial results have been translated by the management as per the recognition and measurement principles laid down in Ind AS and reviewed by us and our conclusion on the Statement, in so far as it relates to the amounts and disclosures included in respect of this subsidiary, is based solely on the report of the other auditor and the procedures performed by us as stated in paragraph 3 above.

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B S R and Associates

Our conclusion on the Statement is not modified in respect of the above matter.

8. The Statement includes the interim financial results of two subsidiaries which have not been reviewed /audited. whose interim financial results reflect total revenue (before consolidation acfjustments) of Rs. 4.11 lakhs. total net profit after tax (before consolidation adjustments) of Rs. 1.44 lakhs and total comprehensive income (before consolidation adjustments) of Rs. 1.44 lakhs for the quarter ended 30 June 2020, as considered in the Statement. The Statement also includes the Group's share of net loss after tax of Rs. Nil and total comprehensive income of Rs. Nil for the quarter ended 30 June 2020. as considered in the consolidated unaudited financial results, in respect of one joint venture, based on its interim financial results which have not been reviewed / audited.

According to the information and explanations given to us by the management. these interim financial results are not material to the Group.

Our conclusion on the Statement is not modified in respect of the above matter.

9. The Statement includes the interim financial results of l-lT Media Employee Welfare Trust which has not been reviewed/audited, whose interim financial results reflect total revenue (before consolidation adjustments) of Rs. Nil, total net profit after tax (before consolidation adjustments) of Rs. Nil and total comprehensive income (before consolida1ion acfjmtmenls) of Rs. 9.70 lakhs for the quarter ended 30 June 2020 as considered in the Statement. According to the information and explanations given to us by the management, these interim financial results are not material to the Group.

Our conclusion on the Statement is not modified in respect of the above matter.

For BS R and Associates Chartered Accountants Firm's Registration No.- 12890 I W

Place: Gurugram Date: 28 July 2020

'-fl Rajesh Arora Partner Membership No. 076124 UDIN: 20076124AAAACY3743

11m

HT Media Limited

CIN:- L22121DL2002PLC117874

Registered Office: Hindustan Times House, 2nd floor, 18-20, Kasturba Gandhi Marg, New Delhi - 110001, India Tel:- +91 11 66561608 Fax:- +91 11 66561445 Website:- www.htmedia.in E-mail:-corporatedept@hindust;intimes.com Un-audited Consolidated Fi11;;.nc:.:i Results for the Quarter ended June 30, 2020

(INR in Lakhs except earnings per share data) Statement of Un-audited Consolidated Financial Results for the quarter ended June 30, 2020 Quarer Ended Year Ended SI. Pariculars June 30, 2020 March 31, 2020 June 30, 2019 March 31, 2020 No. Un-audited Audited Un-audited Audited (Refer note 9) (Refer note 4) 1 Income a) Revenue from operations 16,635 46,688 54,021 2,10,474 b) Other income 7,349 5,875 4,806 22,553 Total income 23 984 52 563 58 827 2 33 027 2 Expenses a) Cost of materials consumed 4,595 12,188 15,991 56,697 b) Changes in inventories of finished goods, work-in-progress and 258 (183) (108) (251) stock-in-trade cl Employee benefits expense .-. 9,260 10,427 10,533 43,172 dl Finance costs 1,611 2,097 2,792 9,913 e) Depreciation and amortisation expense 3,917 4,573 4,108 18,221 f) Other expenses 12,710 21,317 23,508 95,755 Total expenses 32 351 so 419 56 824 2 23,507 3 Profit/(loss) before exceptional items and tax (1-2) _(8_367) 2 144 2 003 9,520 4 Profit/ (loss) before finance costs, tax, depreciation and amortisation expense (EBITDA) (3+2d+2e) and exceptional (2,839) 8,814 8,903 37,654 items	(INR in Lakhs except earnings per share data) Statement of Un-audited Consolidated Financial Results for the quarter ended June 30, 2020 Quarer Ended Year Ended SI. Pariculars June 30, 2020 March 31, 2020 June 30, 2019 March 31, 2020 No. Un-audited Audited Un-audited Audited (Refer note 9) (Refer note 4) 1 Income a) Revenue from operations 16,635 46,688 54,021 2,10,474 b) Other income 7,349 5,875 4,806 22,553 Total income 23 984 52 563 58 827 2 33 027 2 Expenses a) Cost of materials consumed 4,595 12,188 15,991 56,697 b) Changes in inventories of finished goods, work-in-progress and 258 (183) (108) (251) stock-in-trade cl Employee benefits expense .-. 9,260 10,427 10,533 43,172 dl Finance costs 1,611 2,097 2,792 9,913 e) Depreciation and amortisation expense 3,917 4,573 4,108 18,221 f) Other expenses 12,710 21,317 23,508 95,755 Total expenses 32 351 so 419 56 824 2 23,507 3 Profit/(loss) before exceptional items and tax (1-2) _(8_367) 2 144 2 003 9,520 4 Profit/ (loss) before finance costs, tax, depreciation and amortisation expense (EBITDA) (3+2d+2e) and exceptional (2,839) 8,814 8,903 37,654 items	(INR in Lakhs except earnings per share data) Statement of Un-audited Consolidated Financial Results for the quarter ended June 30, 2020 Quarer Ended Year Ended SI. Pariculars June 30, 2020 March 31, 2020 June 30, 2019 March 31, 2020 No. Un-audited Audited Un-audited Audited (Refer note 9) (Refer note 4) 1 Income a) Revenue from operations 16,635 46,688 54,021 2,10,474 b) Other income 7,349 5,875 4,806 22,553 Total income 23 984 52 563 58 827 2 33 027 2 Expenses a) Cost of materials consumed 4,595 12,188 15,991 56,697 b) Changes in inventories of finished goods, work-in-progress and 258 (183) (108) (251) stock-in-trade cl Employee benefits expense .-. 9,260 10,427 10,533 43,172 dl Finance costs 1,611 2,097 2,792 9,913 e) Depreciation and amortisation expense 3,917 4,573 4,108 18,221 f) Other expenses 12,710 21,317 23,508 95,755 Total expenses 32 351 so 419 56 824 2 23,507 3 Profit/(loss) before exceptional items and tax (1-2) _(8_367) 2 144 2 003 9,520 4 Profit/ (loss) before finance costs, tax, depreciation and amortisation expense (EBITDA) (3+2d+2e) and exceptional (2,839) 8,814 8,903 37,654 items	(INR in Lakhs except earnings per share data) Statement of Un-audited Consolidated Financial Results for the quarter ended June 30, 2020 Quarer Ended Year Ended SI. Pariculars June 30, 2020 March 31, 2020 June 30, 2019 March 31, 2020 No. Un-audited Audited Un-audited Audited (Refer note 9) (Refer note 4) 1 Income a) Revenue from operations 16,635 46,688 54,021 2,10,474 b) Other income 7,349 5,875 4,806 22,553 Total income 23 984 52 563 58 827 2 33 027 2 Expenses a) Cost of materials consumed 4,595 12,188 15,991 56,697 b) Changes in inventories of finished goods, work-in-progress and 258 (183) (108) (251) stock-in-trade cl Employee benefits expense .-. 9,260 10,427 10,533 43,172 dl Finance costs 1,611 2,097 2,792 9,913 e) Depreciation and amortisation expense 3,917 4,573 4,108 18,221 f) Other expenses 12,710 21,317 23,508 95,755 Total expenses 32 351 so 419 56 824 2 23,507 3 Profit/(loss) before exceptional items and tax (1-2) _(8_367) 2 144 2 003 9,520 4 Profit/ (loss) before finance costs, tax, depreciation and amortisation expense (EBITDA) (3+2d+2e) and exceptional (2,839) 8,814 8,903 37,654 items	(INR in Lakhs except earnings per share data) Statement of Un-audited Consolidated Financial Results for the quarter ended June 30, 2020 Quarer Ended Year Ended SI. Pariculars June 30, 2020 March 31, 2020 June 30, 2019 March 31, 2020 No. Un-audited Audited Un-audited Audited (Refer note 9) (Refer note 4) 1 Income a) Revenue from operations 16,635 46,688 54,021 2,10,474 b) Other income 7,349 5,875 4,806 22,553 Total income 23 984 52 563 58 827 2 33 027 2 Expenses a) Cost of materials consumed 4,595 12,188 15,991 56,697 b) Changes in inventories of finished goods, work-in-progress and 258 (183) (108) (251) stock-in-trade cl Employee benefits expense .-. 9,260 10,427 10,533 43,172 dl Finance costs 1,611 2,097 2,792 9,913 e) Depreciation and amortisation expense 3,917 4,573 4,108 18,221 f) Other expenses 12,710 21,317 23,508 95,755 Total expenses 32 351 so 419 56 824 2 23,507 3 Profit/(loss) before exceptional items and tax (1-2) _(8_367) 2 144 2 003 9,520 4 Profit/ (loss) before finance costs, tax, depreciation and amortisation expense (EBITDA) (3+2d+2e) and exceptional (2,839) 8,814 8,903 37,654 items	(INR in Lakhs except earnings per share data) Statement of Un-audited Consolidated Financial Results for the quarter ended June 30, 2020 Quarer Ended Year Ended SI. Pariculars June 30, 2020 March 31, 2020 June 30, 2019 March 31, 2020 No. Un-audited Audited Un-audited Audited (Refer note 9) (Refer note 4) 1 Income a) Revenue from operations 16,635 46,688 54,021 2,10,474 b) Other income 7,349 5,875 4,806 22,553 Total income 23 984 52 563 58 827 2 33 027 2 Expenses a) Cost of materials consumed 4,595 12,188 15,991 56,697 b) Changes in inventories of finished goods, work-in-progress and 258 (183) (108) (251) stock-in-trade cl Employee benefits expense .-. 9,260 10,427 10,533 43,172 dl Finance costs 1,611 2,097 2,792 9,913 e) Depreciation and amortisation expense 3,917 4,573 4,108 18,221 f) Other expenses 12,710 21,317 23,508 95,755 Total expenses 32 351 so 419 56 824 2 23,507 3 Profit/(loss) before exceptional items and tax (1-2) _(8_367) 2 144 2 003 9,520 4 Profit/ (loss) before finance costs, tax, depreciation and amortisation expense (EBITDA) (3+2d+2e) and exceptional (2,839) 8,814 8,903 37,654 items	(INR in Lakhs except earnings per share data) Statement of Un-audited Consolidated Financial Results for the quarter ended June 30, 2020 Quarer Ended Year Ended SI. Pariculars June 30, 2020 March 31, 2020 June 30, 2019 March 31, 2020 No. Un-audited Audited Un-audited Audited (Refer note 9) (Refer note 4) 1 Income a) Revenue from operations 16,635 46,688 54,021 2,10,474 b) Other income 7,349 5,875 4,806 22,553 Total income 23 984 52 563 58 827 2 33 027 2 Expenses a) Cost of materials consumed 4,595 12,188 15,991 56,697 b) Changes in inventories of finished goods, work-in-progress and 258 (183) (108) (251) stock-in-trade cl Employee benefits expense .-. 9,260 10,427 10,533 43,172 dl Finance costs 1,611 2,097 2,792 9,913 e) Depreciation and amortisation expense 3,917 4,573 4,108 18,221 f) Other expenses 12,710 21,317 23,508 95,755 Total expenses 32 351 so 419 56 824 2 23,507 3 Profit/(loss) before exceptional items and tax (1-2) _(8_367) 2 144 2 003 9,520 4 Profit/ (loss) before finance costs, tax, depreciation and amortisation expense (EBITDA) (3+2d+2e) and exceptional (2,839) 8,814 8,903 37,654 items	(INR in Lakhs except earnings per share data) Statement of Un-audited Consolidated Financial Results for the quarter ended June 30, 2020 Quarer Ended Year Ended SI. Pariculars June 30, 2020 March 31, 2020 June 30, 2019 March 31, 2020 No. Un-audited Audited Un-audited Audited (Refer note 9) (Refer note 4) 1 Income a) Revenue from operations 16,635 46,688 54,021 2,10,474 b) Other income 7,349 5,875 4,806 22,553 Total income 23 984 52 563 58 827 2 33 027 2 Expenses a) Cost of materials consumed 4,595 12,188 15,991 56,697 b) Changes in inventories of finished goods, work-in-progress and 258 (183) (108) (251) stock-in-trade cl Employee benefits expense .-. 9,260 10,427 10,533 43,172 dl Finance costs 1,611 2,097 2,792 9,913 e) Depreciation and amortisation expense 3,917 4,573 4,108 18,221 f) Other expenses 12,710 21,317 23,508 95,755 Total expenses 32 351 so 419 56 824 2 23,507 3 Profit/(loss) before exceptional items and tax (1-2) _(8_367) 2 144 2 003 9,520 4 Profit/ (loss) before finance costs, tax, depreciation and amortisation expense (EBITDA) (3+2d+2e) and exceptional (2,839) 8,814 8,903 37,654 items	(INR in Lakhs except earnings per share data) Statement of Un-audited Consolidated Financial Results for the quarter ended June 30, 2020 Quarer Ended Year Ended SI. Pariculars June 30, 2020 March 31, 2020 June 30, 2019 March 31, 2020 No. Un-audited Audited Un-audited Audited (Refer note 9) (Refer note 4) 1 Income a) Revenue from operations 16,635 46,688 54,021 2,10,474 b) Other income 7,349 5,875 4,806 22,553 Total income 23 984 52 563 58 827 2 33 027 2 Expenses a) Cost of materials consumed 4,595 12,188 15,991 56,697 b) Changes in inventories of finished goods, work-in-progress and 258 (183) (108) (251) stock-in-trade cl Employee benefits expense .-. 9,260 10,427 10,533 43,172 dl Finance costs 1,611 2,097 2,792 9,913 e) Depreciation and amortisation expense 3,917 4,573 4,108 18,221 f) Other expenses 12,710 21,317 23,508 95,755 Total expenses 32 351 so 419 56 824 2 23,507 3 Profit/(loss) before exceptional items and tax (1-2) _(8_367) 2 144 2 003 9,520 4 Profit/ (loss) before finance costs, tax, depreciation and amortisation expense (EBITDA) (3+2d+2e) and exceptional (2,839) 8,814 8,903 37,654 items
							June 30, 2019 March 31, 2020 Un-audited Audited (Refer note 4)
					46,688 5,875 52 563		54,021 2,10,474 4,806 22,553 58 827 2 33 027
					12,188 (183) 10,427 2,097 4,573 21,317 so 419 2 144		15,991 56,697 (108) (251) 10,533 43,172 2,792 9,913 4,108 18,221 23,508 95,755 56 824 2 23,507 2 003 9,520
3 4
			(2,839)		8,814		8,903 37,654
5	Exceptional items(net loss)		~~-~~		(7,9:'2)		(17,628)	(26,208)
6	**Loss before tax (3+5) **		_(8_367)		(S.828)		(15 625)	(16 688)
7	Tax expense a) Current tax b) Deferred tax charge/(credit) Total tax expense/credit)		216 (3,130) (2 914)		680 (517) 163		1,179 (1,997) (818)	3,824 963 4 787
8 9	Loss for the period (6-7) Share of loss of joint ventures (accounted for using equity method)		(5 453) (111)		(S.991' (168)		(14 807) -	(21 475) (267)
10	Net loss afer taxes and share of loss of joint ventures (8+9)		(5,564)		(6,159)		(14,807)	(21,742)
	Other comprehensive income (net of taxes) - Items that will not be reclassified subsequently to profit or loss		(86)		(199)		(5)	(442)
	Other comprehensive income (.net of taxes) - Items that will be reclassified subsequently to profit or loss		(29)		727		(188)	900
11	Other comprehensive income for theperiod		(115		528		(193)	458
12	Total comprehensive income (10+11) Net loss attributable to : - Owners of the Company - Non-controlling interest		(5,679) (5,486) (78)		(5,631) (4,631) (1,528)		(15,000) (15,509) 702	(21,284) (21,762) 20
	Other comprehensive income attributable to : - Owners of the Company - Non-controlling interest		(93) (22)		634 (106)		(174) (19)	602 (144)
Total comprehensive income attributable to : - Owners of the Company - Non-controlling interest			(5,579) (100)		(3,997) (1,634)		(15,683) 683	(21,160) (124)
13	Paid-up equity share capital* (Face value - INR 2/- per share)		4,655		4,655		4,655	4,655
14	Other equity excluding revaluation resere as shown in te audited Balance Sheet							2,24,653
15	Loss per share (of INR 2/- each) Basic & Diluted		Not annualised 12.38|	Not annualised 12.011		Not annualised /6.73)	/9.44)

• Includes Equity Shares of INR 44 Lakhs held by HT Media Employee 'Ne!f3re Trust

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Notes: The financial results of following entities have been consolidated with the financial results of HT Media Limited (the Company), hereinafter referred to as "the Group": .

Subsidiaries

Hindustan Media Ventures Limited (HMVL)

HT Music and Entertainment Company Limited (HT Music) HT Digital Media Holdings Limited (HT Digital) Firefly e-Ventures Limited (Firefly) HT Mobile Solutions Limited (HT Mobile) HT Overseas Pte. Ltd., Singapore (HT Overseas) HT Learning Centers Limited (HT Learning) HT Education Limited (HT Education)

HT Global Education Private Limited (HT Global) * Topmovies Entertainment Limited (Top Movies) India Education Services Private Limited (JESPL) Next Mediaworks Limited (NMW) Next Radio Limited (NRL) Syngience Broadcast Ahmedabad Limited (SBAL) Shine HR Tech Limited (SHRT) HT Naida (Company) Limited (HTNL)

Joint Venture (V)

Sports Asia Pte Limited (SAPL), Singapore HT Content Studio LLP (HTCS)

• As on June 30. 2020. the Comoanv is "Under Process of Strikina off".

• 2 The above un-audited consolidated financial results for the quarter ended June 30, 2020 were reviewed and recommended by the Audit Committee and approved by the Board of Directors of the Company at their respective meetings held on July 28, 2020. The Statutory Auditors of the Group have conducted a "Limited Review" of these results in terms of Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 [SEBI (LODR)] and have issued an unmodified review opinion.

• 3 The consolidated financial results have been prepared in accordance with the recognition and measurement principles of the Indian Accounting Standards ('Ind AS') prescribed under Section 133 of the Companies Act, 2013 read with Companies (Indian Accounting Standards) Rules, as amended from time to time.

• 4 Pursuant to a Scheme of Arrangement u/s 230 and 232 of the Companies Act, 2013 between HMVL [Resulting Company] and IESPL [Demerged Company], and their respective shareholders (Scheme), sanctioned by Hon'ble National Company Law Tribunal, Kolkata Bench and New Delhi Bench vide their respective orders dated August 5, 2019 (amended vide order dated August 28, 2019) (certified copy received on November 08, 2019) and October 22, 2019 (certified copy received on November 11, 2019) respectively, the Business to Consumer (B2C) business of Demerged Company along with its related assets and liabilities were transferred to Resulting Company.

Certified copy of the orders sanctioning the Scheme were filed with Registrar of Companies (RoC), Delhi and Bihar on November 19, 2019. Accordingly, the Scheme was given effect in accordance with Appendix C "Business combinations of entities under common control" of Ind AS 103 (Business Combinations). Consequently, the numbers related to the comparative period (i.e., quarter ended June 30, 2019) have been restated accordingly.

Pursuant to the Scheme, the Resulting Company had allotted its 2,77,778 equity shares of INR 10 each to the shareholders of Demerged Company on December 5, 2019 in the proportion of 10 equity shares of INR 10 each fully paid up of the Resulting Company for every 72 equity shares of JNR 10 each fully paid up of the Demerged Company. The Company got equity shares of INR 645 Lakhs in HMVL in lieu of investment in JESPL.

• 5 A scheme of amalgamation u/s 230-232 of the Companies Act, 2013 which provides for merger of Firefly e-Ventures Limited (FEVL), HT Digital Media Holdings Limited (HTDMH), HT Education Limited (HTEL), HT Learning Centers Limited (HTLC), India Education Services Private Limited (JESPL) and Topmovies Entertainment Limited (TMEL) with HT Mobile Solutions Limited (HTMS) (''Scheme''), has been approved by the respective Board of Directors of the comp��ies at their meetings held on Ma:-ch 18, 2020. The application for sanction of the Scheme has been filed before the Hon'ble National Company Law Tribunal, New Delhi Bench on July 14, 2020. Pending requisite approval(s), impact of the proposed Scheme has not been considered in the above results.

• 6 Management has been continuously evaluating the possible effects that may result from the pandemic relating to COVID-19 on the operational and financial results of the Group for the quarter ended June 30, 2020. The Group has considered and taken into account internal and external information and has performed sensitivity analysis based on current estimates in assessing the recoverability of financial and non financial assets. Given the uncertainties associated with nature, condition and duration of COVID-19, the impact assessment on the Group's financial information will be continuously made and provided for as required.

• 7 The un-audited standalone financial results of the Company for the quarter ended June 30, 2020 have been filed with BSE and NSE and are also available on Company's website "www.htmedia.in". The key standalone financial information for the quarter ended June 30, 2020 are as under:

	(INR in Lakhs)	(INR in Lakhs)	(INR in Lakhs)	(INR in Lakhs)
Pariculars	Quarter Ended			Year Ended
	June 30, 2020 Un-audited	March 31, 2020 Audited (Refer note 9)	June 30, 2019 Un-audited	March 31, 2020 Audited
Revenue from Operations	7,248	27,430	30,741	1,24,333
Loss Before Tax	(8,125)	(7,996)	(16,006)	(25,588)
Loss After Tax	(5,195)	(8,624)	(14,248)	(26,579)
Total Comprehensive Loss	(5,238)	(7,696)	(14,359)	(25,627)

• 8 Details of Employee Stock Option for the quarter ended June 30, 2020 are as follows : a) For the Company:- Plan A :- No options were granted, vested, exercised, forfeited or expired. Plan B :- No options were granted, vested, exercised, forfeited or expired. Plan C :- No options were granted, vested, exercised, forfeited or expired.

• b) For Firefly :- Under Employee Stock Option Plan - 2009 :- No options were granted, vested, exercised, forfeited or expired.

• c) For HMVL:- Under the HT Group Companies - Employee Stock Option Trust Scheme of the Holding Company - No options were granted, vested, exercised, forfeited or expired.

• 9 The figures for the quarter ended March 31, 2020 are the balancing figures between the audited figures in respect of the full financial year ended March 31, 2020 and the published year to date figures upto December 31, 2019, being the end of the third quarter of the previous financial year, which were subjected to limited review.

• 10 The certificate of CEO and CFO in terms of Regulation 33 of SEBI (LODR), in respect of the above res•dts has been placed before the Board of Directors.

• 11 Previous period's figures have been re-grouped/re-classified wherever necessary, to correspond with those of the current period's classification.

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,,..

12 Statement of segment information for the quarter ended June 30, 2020

Statement of segment information for the quarer ended June 30, 2020	Statement of segment information for the quarer ended June 30, 2020
			(INR in Lakhsl
Particulars 1Segment revenue a)Printing & publishing of newspapers & periodicals b)Radio broadcst & entertainment c)Digital d)Unallocated Total Inter segment revenue			Quarer Ended Year Ended March 31, 2020 June 30, 2019 March 31, 2020 Audited Un-audited Audited (Refer note 9)
Net revenue from operations
2Segment results: proft/(loss) before tax and finance cost from each segment a)Printing & publishing of newspapers & perioicals b)Radio broadcast & entertinment c)Digital d)Unallocted Total (A) Less: i) Finance cost(B) ii) Eceptional items (net loss)(C) Add: Other income(D)				2,470 (2,285) (473) (1,346) (1,634) 2,097 7,972 5,875
Loss before txation (A-B-C+D)		(8,367)		(5,828)	{15,625)	{16,688)
3Segment assets a)Printing & publishing of newspapers & periodicals b)Radio broadcst & entertinment c)Digital Totl segment asset Unallocated*		1,29,717 56,767 19		1,34,388 59,960 259	1,47,345 1,34,388 74,013 59,960 1,368 259
		1,86,503 2,56,237		1,94,607 2,55,530	2,22,726 1,94,607 2,94,918 2,55,530
Totl assets*		4,42,740		4,50,137	5,17,644 4,50,137
		~~'~~
4 Segment liabilitie a)Printing & publishing of newspapers & periodicals b)Radio broadcst & entertainment c)Digital Total segment liabilities Unallocated*		92,777 14,035 4,590 1,11,402 67,796		95,257 11,982 4,379 1,11,618 69,321	90,277 11,530 5,947 1,07,754 1,33,289	95,257 11,982 4,379 1,11,618 69,321
Total liabilities*		1,79,198		1,80,939	2,41,043	1,80,939

• Refer Note 4

Note: Unallocated figures relates to segments which do not meet criteria of Reportable Segment as per Ind AS 108- Operating Segments.

For and on behalf of the Board of Directors

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Shobhana Bhartia Chairperson & Editorial Director

New Delhi July 28, 2020

Annexure-B

Disclosure of information u/r 30 of SEBI LODR r/w SEBI Circular No. CIR/CFD/CMD/4/2015 dated 9.9. 2015

Ms. Rashmi Verma

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S. Particulars Information
No.
1 Reason for change viz., Ms. Rashmi Verma has been appointed Independent Director
appointment, (Additional Director).
resignation, removal,
death or otherwise;
2 Date of Appointed Additional Director w.e.f. 28 [th] July, 2020 to hold
appointment/cessation & office upto the date of ensuing Annual General Meeting of the
term of appointment Company. She has been appointed Independent Director, for a
period of 5 consecutive years up to 31 [st] March, 2025, subject to
approval of the members at the ensuing AGM.
3 Brief Profile (in case of Ms. Rashmi Verma, IAS (Retd.) has a rich experience of
appointment) working in various sectors in her career spanning more than 36
years.
She did her MBA (Project based) from University of Hull, UK.
Her last posting before superannuation on 30 [th] November, 2018
was Secretary, Ministry of Tourism, Govt. of India. She had
earlier worked as Principal Secretary Tourism, Bihar cum CMD,
Bihar State Tourism Corporation and before that as Additional
Director General (Tourism), Govt. of India. She was associated
with ‘Incredible India’ campaign as Additional DG, Tourism and
with Incredible India 2.0 as Secretary Tourism. She has acquired
special expertise in development of selected tourist sites by
ensuring all round infrastructure development and better
connectivity necessary for a world class destination. Prior to her
posting as Secretary, Tourism, Ms. Verma worked as Secretary,
Ministry of Textiles, Govt. of India. She acquired deep
knowledge of Goods and Services Tax (GST) and other related
matters in her capacity as Additional Secretary, Department of
Revenue, Govt. of India. While working in Department of
Defence Production, Ministry of Defence, Ms. Verma oversaw
the working of Ordnance Factories and took initiatives for their
modernisation and capacity expansion.
Ms. Verma also worked as Director / Joint Secretary Prime
Minister’s Office during 1998-2002. Currently, she is an
independent director on the Board of Indian Institute for
Insolvency Professionals of India.
4 Disclosure of None
relationships between
Directors (in case of
appointment of a
director)
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