OnMobile Global Ltd. — Interim / Quarterly Report 2019

Aug 1, 2019

onmobile

ON MOBILE GLOBAL LIMITED Tower# I, 94/7 C & 94/2, Veerasandra Village, Attibele Hobli, Anekal Taluk, Electronic City Phase-1, Bangalore - 560100, Karnataka, India P: +91 80 4009 6000 IF: +91 80 4009 6009 CIN - L64202KA2000PLC027860 Email - investors@onmobile.com

www.onmobile.com

August 01, 2019

To, The Secretary BSE Limited Phiroze Jeejeebhoy Towers Dalal Street, Fort,., Mumbai-400 001 BSE Symbol: 532944

The Secretary

National Stock Exchange of India Limited Bandra Kurla Complex Bandra East Mumbai -400 051 NSE Symbol : ONMOBILE

Dear Sir/Madam,

Sub: Outcome of the Board Meeting

This is with reference to our letter dated July 18, 2019 informing about the Board meeting scheduled on August 01, 2019.

The Board of Directors of OnMobile Global Limited ('the Company') at their meeting held on Thursday, August O 1, 2019 in Bangalore has inter alia

1. Pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, considered and approved the unaudited financial results as per IndAS for the quarter ended June 30, 2019. A copy of the unaudited financial results (Standalone and Consolidated) along with the limited review report of the Auditors is enclosed herewith.

The Meeting of Board of Directors of the Company commenced at 4.00 p.m. 1ST and concluded at 08.30 p.m. IST.

Request you to please take the same on record.

Thanking you,

Yours sincerely, For OnMobile Global Limited . p v.v�� P.V.Varaprasad Company Secretary Encl: a/a

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On Mobile Global Limited

Statement ofu1rnuditcd standalone results for the qu;irt,·r ,·ndcd .June 30, 2019 Rcgistc1·cd office: Towu I, 9�/1 C & 9�/2, Vccrasandn1 Village, Electronic City Plrnsc-1, Bcngaluru- 560100

Amo11111111 /Is l.akhs l!Xcepl t!aw per shore

SI. No Particul:us I Revenue from Operations Telecom Value Added Services Other income (Net) Tot:11 Income 2 Expenses (a) Content fee and royalty (b) Contest expenses, cost of sofware licenses and others (c) Employee benefts expense (d) Finance costs (e) Depreciation and amortisation expenses (f) Other expenses Total expenses 3 (Loss)/ profit before tax and exceptional items (1-2) 4 Exceptional items (Refer Note 5) 5 (Loss)/ profit before tax (3-4) 6 Tax expense: (a) Current tax (b} Deferred tax Total tax 7 (Loss)/ profit for the period/ year (5-6) 8 Other comprehensive income A. (i) Items that will not be reclassifed to proft or loss (ii) Income tax relating to items that will not be reclassifed to proft or loss B.Items that will be reclassifed to proft or loss Other comprehensive income 9 Total comprehensive income for the period/ year (7+8) 10Paid up equity share capital (Face value of Rs 10/- each) II Other equity 12 Earings per share (of Rs.IO each) (not annualised except for year ended March 31, 2019) (a) Basic (b) Diluted Sec accompanying notes to the fnancial Tesults	Quarter cnclcd .June 30,2019 March 31, 2019 June 30, 2018 (lln:wdited) (Refer Note 6) (Unaudited) 4,998 5,194 6,425 362 327 1,324 5,360 5,521 7,749	Quarter cnclcd .June 30,2019 March 31, 2019 June 30, 2018 (lln:wdited) (Refer Note 6) (Unaudited) 4,998 5,194 6,425 362 327 1,324 5,360 5,521 7,749	Quarter cnclcd .June 30,2019 March 31, 2019 June 30, 2018 (lln:wdited) (Refer Note 6) (Unaudited) 4,998 5,194 6,425 362 327 1,324 5,360 5,521 7,749	Year ended
		March 31, 2019 (Refer Note 6) 5,194 327	June 30, 2018 (Unaudited) 6,425 1,324	Mar·ch 31, 2019 (Audited) 22,952 5,182
		5,521 7,749		28,134
	433 695 2,826 38 235 1,374 5,601	365 454 745 860 2,400 3,165 4 139 253 1,747 2,162 5,396 6,898		1,692 2,877 11,272 4 675 7,753 24,273
	(241)	125 851 127		3,861 127
	(241) (22)	(2) 575 (568)	851 421 (340)	3,734 1,320 (866)
	(22) (219)	7 ~~(~~9~~)~~	81 770	454 3,280
	(12) 4 (16)	(28) 10 (17)	16 (6) 136	(63) 22 133
	(24)	(35)	146	92
	(243)	(44).	- 916	3,372
	10,570	10,570	10,558	10,570 62,130
	(0 21) (0.21)	(0.01) (0.01)	0.73 0.73	3.10 3.10

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On\1ohik (;l11h,1I I imit,·d

S1,11c111c111 or 11n11udir('d sr dalone results fol' the qu:11·tci- cnd('d June 30,201 ')

Rcgistt'rcd office: Tower l, 94/IC & 94/2, Vccnisandrn Village, Elcctnmic City Phase-], Bcngaluru- 560100

Alll()/1/1/ i11 N,· /.okl,s <!.ff<[!] JJI dull/ per shar<!

Notes:

• I. The unaudited standalone resuhs for the qua11er ended June 30, 20 I 9 have been reviewed hy thr: Audit Committee ond nppro\'cd by the Ooord of Di1c<.:tu1s of the Company at ll1t:i1 111e::t:1ings held on August I, 2019. J he above results have been subjected to limited review by the stat11trny m1ditnrs of the Company. The repon of the statutory auditors is unqualified.

• These financial results have been prepared in accordance with Indian Accounting Standards ('Ind AS') prescribed under section 133 of the Companies Act, 2013 read with the relevant rules thereunder and in tenns of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 20 I 5 and relevant circulars issued thereunder.

• Effective April I, 2019, the Company has adopted Ind AS I 16 "Leases" on all lease contracts existing on April I, 2019 using the modified retrospective method. Accordingly, comparatives for the year ended March 31, 2019 have not been adjusted retrospectively. The effect of this adoption did not have a material impact on the results for the quarter ended June 30, 2019.

• The Company is engaged in providing value added services in telecom business and its operations are considered to constitute a single reportable segment in the context of Ind AS I 08- "Operating Seb'lnents".

• Exceptional item for the quaner and year ended March 3 I, 2019 includes amount recorded towards impairment/ Write off of investment in OnMobile Global Czech Republic S.R.O and OnMobile Portugal SGPS, Unipessoal LOA (Zona Franca Da Madeira) and PT Onmobile Indonesia, wholly owned subsidiaries of the Company.

• The figures of the last quarter ended March 31, 20 I 9 are the balancing figures between the audited figures in respect of the full financial year and the published year to date figures upto the third quaner of the respective financial year which were subject to limited review by the statutory auditors of the Company.

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Place: Bengaluru Date: August I, 2019

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BS R & Co. LLP Chartered Accountants

Maruthi Info-Tech Centre Telephone +91 80 7134 7000 11-12/1, B Block, 2nd Floor Fax +91 80 7134 7999 Inner Ring Road, Koramangala Bangalore 560 071 India

Limited review report on unaudited quarterly standalone financial results of OnMobile Global Limited under Regulation 33 of the Listing Regulations

To

Board of Directors ofOnmobile Global Limited

• I. We have reviewed the accompanying Statement of unaudited standalone financial results of Onmobile Global Limited ("the Company") for the quarter ended June 30, 2019 ("the Statement").

• 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 principles generally accepted in India and in compliance with Regulation 33 of the Securities and Exchange Board oflndia (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ('Listing Regulations'). Our responsibility is to issue a report on the Statement based on our review.

• 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 qf the Entity" issued by the Institute of Chaiiered Accountants of India. This standard requires that we plan and perform the review to obtain moderate 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 performed an audit and accordingly, we do not express an audit opinion.

• Attention is drawn to the fact that the figures for the 3 months ended March 31, 2019 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.

• 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 information required to be disclosed in terms of Regulation 33 of the Listing Regulations including the manner in which it is to be disclosed, or that it contains any material misstatement.

for B S R & Co. LLP Chartered Accountants Firm's Registration Number: IO 1248W /W-100022 c�� Sampad Guha Thakurta Partner Membership Number: 060573

Place: Bangalore Date: August O 1, 2019

B S R & Co. la partnership firm with Registration No. BA61223I converted into �.��,:�·r��f:��:i'u, B S R & Co. LLP (a limited liability Partnership Apollo Mills Comoound N M Joshi Marg, Mahalakshmi with LLP Registration No. AAB-8181I Mumbai 400 011 with effect from October 14, 2013

OnMobile Global Limited

Statement of unaudited rnnsolidatcd results for the quarter cndcd ,June 30, 2019 Registered office: Tower I, 94/JC & 94/2, Venasand.-a Village, Electronic City Phase-I, Bengaluru- 560100

Registered offce: Tower I, 94/JC &	94/2, Ven	asand.-a Village, ElectronicCityPhase-I, Bengaluru- 560100	asand.-a Village, ElectronicCityPhase-I, Bengaluru- 560100	asand.-a Village, ElectronicCityPhase-I, Bengaluru- 560100
		Amount in Rs Lakhs excepr data per share
		Quarter ended		Year ended
SI.Particula,·s No 1Revenue from Operations Telecom value added services Other income (net) Total income 2Expenses (a) Content fee and royalty (b) Contest expenses, cost of software licenses and others (c) Employee benefts expense (d) Finance costs (e) Depreciation and amortisation expenses (f Other expenses Total expenses 3Proft before tax (1-2) 4Tax expense (a) Current tax (b) Deferred tax Total tax 5Proft fr the period/ year(3-4) 6Other comprehensive income A. (i) Items that will not be reclassifed to profit or loss (ii) Income tax relating to items that will not be reclassi proft or loss B. Items that will be reclassifed to proft or loss Other comprehensive income, net of tax 7Total comprehensive income for the period/ year (5+6) 8Paid up equity share capital (Face value of Rs I 0/- each) 9Other equity JOEarings per share (of Rs.IO each) (not annualised except fr y March 31, 2019) (a) Basic (b) Diluted See accompanying notes to the financial results		June 30, 2019 March 31, 2019 June 30, 2018 (Unaudited) (Refer Note 6) (Unaudited)		March 31, 2019 (Audited)
	fed to ear ended	13,947 14,329 15,067 393 271 551		59,386 2,902
		14,340 14,600 15,618		62,288
		5,817 5,887 6,031 689 736 782 4,348 4,098 4,745 40 4 674 583 991 2,464 2,842 2,729 14,032 14,146 15,282		24,424 2,772 17,768 8 2,722 11,462 59,156
		308 454 245 773 (153) (542)	336 654 (349)	3,132 2,261 (1,019)
		92 231	305	1,242
		216 223 (12) (28) 4 10 18 (358)	31 16 (6) 103	1,890 (63) 22 (] 227)
		10 (376)	113	(1,268)
		226 (153) 10,570 10,570	144 10,558	622 10,570 46,010
		0.20 0.21 0.20 0.21	0.03 0.03	l.79 1.79

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OnMobilr Glolrnl Limited

Statement of unauditrd consolidated results for thr quarter ended June 30, 2019 Registered office: Tower I, 94/IC & 94/2, Vecrasandn1 Village, Elcctr ic City Phase-I, Bengaluru- 560100

Notes:

• (a) The unaudited consolidated results for the quarter ended June 30,2019 have been reviewed by the Audit Committee and approved by the Board of Directors of the Company al their meetings held on August I, 2019. The above results have been subjected to limited review by the statutory auditors of the Company. The report of the statutory auditors is unqualified.

• (b) Key numbers of Standalone Financial Results of the Company for the quarter ended June 30, 2019 are as under:

Rs. in lakhs

	Quarter ended Year ended	Quarter ended Year ended
Particulars	June 30, 2019 March 31, 2019 (Unaudited) (Refer Note 6)	June 30, 2018 March 31, 2019 (ll na udited) (Audited)
Total Income Proft/ (Loss) before Tax Net Proft/ (Loss) after Tax	5,360 5,521 (241) (2) (219) (9)	7,749 28,134 851 3,734 770 3,280

Standalone results ofOnMobile Global limited are available in investors section in www.onmobile.com and also with the stock exchanges where it is listed.

• 2 These financial results have been prepared in accordance with Jndian Accounting Standards ('Jnd AS') prescribed under section 133 of the Companies Act, 2013 read with the relevant rules thereunder and in terms of Regulation 33 of the SEBJ (Listing Obligations and Disclosure Requirements) Regulations, 20 I 5 and relevant circulars issued thereunder.

• 3 The above results include consolidated results of the Company, subsidiaries : OnMobile Singapore Pte Limited, PT OnMobile Indonesia (Liquidated), OnMobile Europe B.V., Appland AB, OnMobile S.A., OnMobile USA LLC, Servicios De Telefonia OnMobile SA DE CV, OnMobile Global SA , OnMobile Brasil Sistemas de Valor Agregado Para Comunicacoes Moveis Ltda, OnMobile DE Venezuela C.A, OnMobile Global for Telecommunication Services, OnMobile Senegal SARL, OnMobile Uruguay S.A., OnMobile Bangladesh Private Limited , OnMobile Mali SARL, OnMobile Servicios Corporativos De Telefonia S.A. DE C.V., OnMobile Kenya Telecom Limited , OnMobile Telecom Limited, OnMobile Global Spain S.L.U, OnMobile Costa Rica OBCR SA. , OnMobile Uganda Limited, OnMobile Zambia Telecom Limited, OnMobile Madagascar Telecom Limited, OnMobile Rwanda Telecom Limited, OnMobile Nigeria Telecom Limited, OnMobile Tanzania Telecom Limited, OnMobile Ghana Telecom Limited, OnMobile Telecom (SL) Limited, OnMobile Global Solutions Canada Limited, OnMobile Global Italy S.R.L, Onmobile Turkey Telekomunikasyon Sistemleri Limited $irketi, Onmobile Telecom Burkina Faso, SARL, OnMobile Portugal SGPS Unipessoal LDA (Zona Franca Da Madeira), OnMobile Live Jnc., Fonestarz Media Group Limited., 2dayUK Limited., Fonestarz Media (licensing) Limited (Dissolved w.e.f January 22, 2019), Daius Limited (Dissolved w.e.f January 22, 2019), Fonestarz Limited (Dissolved w.e.f January 22, 2019), Livewire Mobile (Australia) PTY Limited (Dissolved w.e.f September 20, 2018), Fonestarz Media Limited (Dissolved w.e.f January 22, 2019), OnMobile Global Czech Republic s.r.o., OnMobile Global Limited Columbia S.A.S., OnMobile Global South Africa (PTY) LTD, OnMobile Latam Holding, S.L, and OnMobile Bangladesh Technologies Private Limited and associate Mobile Voice Konnect Private Limited.

• 4 Effective April I, 20 I 9, the Group has adopted Jnd AS 116 "Leases" on all lease contracts existing on April I, 2019 using the modified retrospective method. Accordingly, comparatives for the year ended March 31 2019 have not been adjusted retrospectively. The effect of this adoption did not have a material impact on the results for the quarter ended June 30, 2019.

• 5 The Company is engaged in providing value added services in telecom business and its operations are considered to constitute a single reportable segment in the context oflnd AS I 08 - "Operating Segments".

• 6 The figurn:. nfthr. ln1t rpmrtcr ended March JI, 2019 i:tlll l11t1 l..,;.tlancing figures between the audited f1gu1t:s 111 11c µtt:l uJ' lilt full financial year and the published year to date figures upto the third quarter of the respective financial year which were subject to limited review by the statutory auditors of the Company.

on Behalf of Board of Directors � &2-Ch"k' Sfrois Executive Chairman and Chief Executive Officer Place: Bengaluru Date: August I, 2019

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BS R & Co. LLP Chartered Accountants

Maruthi Info-Tech Centre 11-12/1, B Block, 2nd Floor Inner Ring Road, Koramangala Bangalore 560 071 India

Telephone +91 80 7134 7000 Fax +91 80 7134 7999

Limited review report on unaudited quarterly consolidated financial results of Onmobile Global Limited under Regulation 33 of the Listing Regulations

To

Board of Directors of Onmobile Global Limited

1. We have reviewed the accompanying Statement of unaudited consolidated financial results of Onmobile Global Limited ("the Parent") and its subsidiaries (the Parent and its subsidiaries together referred to as "the Group"), and its share of the net profit after tax and total comprehensive income of its associate for the quarter ended June 30, 2019 ("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. This 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.

4. 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 m 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 applicable.

1. The Statement includes the results of the following entities: 1. OnMobile Singapore Pte. Ltd.

2. OnMobile SA.

3. On Mobile Europe 8. V. OnMobile Servicios Corporativos De Telefonia S.A. DE C.V. Servicios De Telefonia On Mobile, SA DE CV

   • OnMobile USA LLC

�.�1:;,•�!�'f�:ius AF)Dllo Mills Comnound ti M .knhl M>•o. MllholaWohml Mumbai .400 011

B S R & Co. (a partnership firm with Registration No. BA61223) converted into B S R & Co. LLP (a Limited Liability Partnership with LLP Registration No. AAB-8181) with effect from October 14, 2013

BS R&Co. LLP

vii. OnMobile Global S A

• viii. OnMobile Brasil Sistemas De Valor Agregado Para Comunicacoes Moveis Ltda ix. OnMobile Global for Telecommunication Services

• x. OnMobile Senegal SARL

• xi. OnMobile De Venezuela C.A.

• xii. OnMobile Latam holdings SL

• xm. OnMobile Mali SARL

• xiv. OnMobile Bangladesh Private Limited

• xv. OnMobile Bangladesh Technologies Private Limited

• xvi. OnMobile Kenya Telecom Limited

• xvii. OnMobile Costa Rica OBCR, SA

• xviii. OnMobile Ghana Telecom Limited xix. OnMobile Madagascar Telecom Limited

• xx. OnMobile Nigeria Telecom Limited

• xxi. OnMobile Zambia Telecom Limited

• xxii. OnMobile Telecom (SL) Limited

• xxiii. OnMobile Tanzania Telecom Limited xxiv. OnMobile Global Spain S.L xxv. OnMobile Uruguay S.A

• xxvi. OnMobile Uganda Limited

• xxvii. OnMobile Rwanda Telecom Limited

• xxviii. OnMobile Global Italy S.R.L. xxix. OnMobile Telecom Limited

• xxx. Onmobile Turkey Telekomunikasyon Sistemleri Limited �irketi

• xxx1. Onmobile Telecom Burkina Faso, SARL

• xxx11. OnMobile Portugal SGPS, Unipessoal LDA (Zona Franca Da Madeira)

• xxxiii. OnMobile Live Inc xxxiv. Fonestarz Media Group Limited xxxv. 2dayUK Limited

• xxxvi. OnMobile Global Czech Republic s.r.o.

• xxxvii. OnMobile Global Limited Colombia S.A.S.

• xxxviii. OnMobile Global Solutions Canada Limited xxxix. OnMobile Global South Africa (PTY) Limited xi. Appland AB

• Attention is drawn to the fact that the figures for the 3 months ended March 31, 20 I 9 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.

BS R&Co. LLP

1. 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 information required to be disclosed in terms of Regulation 33 of the Listing Regulations, including the manner in which it is to be disclosed, or that it contains any material misstatement.

for B S R & Co. LLP Chartered Accountants Firm's Registration Number: 101248W/W-100022 I ��� Partner Membership Number: 060573

Place: Bangalore Date: August 01, 2019