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 July, 2005
Commission File Number 001-15118
VIDESH SANCHAR NIGAM LIMITED
(Translation of registrants name into English)
Videsh Sanchar Bhavan, 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 - .
Registrant hereby incorporates in the report on Form 6-K the following Exhibits:
Exhibit Number |
Description of Exhibit | |
1. | Unaudited Financial Results (Provisional, Indian GAAP) for the Quarter ended June 30, 2005. |
Forward-Looking Statements
All words and statements other than statements of historical fact included in this Form 6-K (including the attached exhibits), 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 registrants expected financial position, business strategy, the future development of the registrants 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 registrants 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 registrants 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 registrants control, include, but are not limited to, those risk factors discussed in the registrants various filings with the Securities and Exchange Commission, including its annual report on Form 20-F filed on September 29, 2004. 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 registrants 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.
VIDESH SANCHAR NIGAM LIMITED | ||||
By | : | s/d Satish G Ranade | ||
Name | : | Satish G. Ranade | ||
Title | : | Company Secretary & Vice-President(Legal) |
Date: July 28, 2005
EXHIBIT 1
VIDESH SANCHAR NIGAM LIMITED
REGD. OFFICE: VIDESH SANCHAR BHAVAN, M.G. ROAD, MUMBAI-400001.
UNAUDITED FINANCIAL RESULTS
FOR THE QUARTER ENDED JUNE 30, 2005
(Rs. in Millions)
Particulars |
Quarter ended June 30, |
Year ended March 31 |
|||||||
2005 |
2004 |
2005 |
|||||||
(Un-audited) | (Un-audited) | (Audited) | |||||||
1 |
Net Sales/Income from operations | 9,149 | 7,948 | 33,030 | |||||
2 |
Other Income | 291 | 244 | 1,074 | |||||
3 |
Interest on Income Tax Refunds | | | | |||||
Total Income | 9,440 | 8,192 | 34,104 | ||||||
4 |
Total Expenditure | 6,676 | 5,693 | 25,339 | |||||
a. Network Cost | 5,018 | 4,805 | 20,031 | ||||||
b. Operating and Other Expenses | 1,200 | 546 | 3,895 | ||||||
c. Salaries and Related Costs | 458 | 342 | 1,413 | ||||||
5 |
Depreciation | 796 | 547 | 2,439 | |||||
6 |
Profit before tax and exceptional items (1+2+3)-(4+5) | 1,968 | 1,952 | 6,326 | |||||
7 |
Exceptional Items : | ||||||||
a. Expenditure from sale of long-term investment, net of licence fee | | | 4,687 | ||||||
b. Provision for recoverable pension obligation | | | (473 | ) | |||||
8 |
Profit Before Tax (6+7) | 1,968 | 1,952 | 10,540 | |||||
9 |
Provision for Taxation | 698 | 684 | 2,976 | |||||
- Current Tax (including FBT) | 693 | 495 | 2,050 | ||||||
- Deferred Tax | 5 | 189 | 926 | ||||||
10 |
Net Profit (8-9) | 1,270 | 1,268 | 7,564 | |||||
11 |
Paid up Equity Share Capital (Face value of Rs.10/- per share) | 2,850 | 2,850 | 2,850 | |||||
12 |
Reserves excluding revaluation reserve | 52,370 | |||||||
13 |
Basic & diluted earnings per share including exceptional items (Rs.) | 4.46 | 4.45 | 26.54 | |||||
14 |
Basic & diluted earnings per share before exceptional items (Rs) | 14.34 | |||||||
15 |
Aggregate of non-promoter shareholding | ||||||||
(a) Number of Shares | 77,752,618 | 77,752,618 | 77,752,618 | ||||||
(b) Percentage of Shareholding | 27.28 | 27.28 | 27.28 |
Segment Information:
Business Segments:
(Rs. in Millions)
Particulars |
Quarter ended June 30, |
Year ended March 31, |
|||||||
2005 |
2004 |
2005 |
|||||||
(Un-audited) | (Un-audited) | (Audited) | |||||||
Segment Revenue | |||||||||
Telephony & related services |
9,011 | 7,768 | 32,400 | ||||||
Other Services |
138 | 180 | 630 | ||||||
Total |
9,149 | 7,948 | 33,030 | ||||||
Segment Result |
|||||||||
International telephony & related services |
4,197 | 3,127 | 13,099 | ||||||
Other Services |
(25 | ) | 41 | 39 | |||||
Total |
4,172 | 3,168 | 13,138 | ||||||
Unallocable expense |
2,495 | 1,460 | 7,886 | ||||||
Unallocable income |
291 | 244 | 1,074 | ||||||
Unallocable expense (net) |
(2,204 | ) | (1,216 | ) | (6,812 | ) | |||
Profit Before tax and exceptional items |
1,968 | 1,952 | 6,326 | ||||||
Exceptional Items |
| | 4,214 | ||||||
Profit before tax |
1,968 | 1,952 | 10,540 | ||||||
Tax |
698 | 684 | 2,976 | ||||||
Profit after tax |
1,270 | 1,268 | 7,564 | ||||||
Notes on Segment Information:
The Companys reportable segments are Telephony and related services and Other services. Telephony and related services include international and national voice and data services and internet. Transponder lease, television uplinking, gateway packet switching services, and video conferencing facilities are reported under other services.
(i) | Revenue and expenses, which are directly identifiable to segments, are attributed to the relevant segment. Expenses on rent of satellite channels and landlines, and royalty and licence fee on revenues from operations are allocated based on usage. Certain expenses such as staff costs, operating and other expenses, and depreciation are not allocable to segments and consequently have been classified as unallocable expense. |
(ii) | Segment total assets and liabilities have not been allocated, in the absence of a meaningful basis to allocate assets and liabilities between segments. Fixed assets are used interchangeably between segments. |
Notes:
1. | The above results were taken on record by the Board of Directors of the Company at their meeting held on July 28, 2005. |
2. | The financial results for the quarter ended June 30, 2005 have been subjected to a limited review by the statutory auditors of the Company. |
3. | In the quarter ended June 30, 2005 VSNL Bermuda Limited, a subsidiary, completed the acquisition of TYCO Global network (TGN), an undersea cable network of over 60,000 kms across North America, Europe and Asia. The purchase consideration was US$ 130 million. |
4. | Subsequent to June 30, 2005 the Company entered into an agreement to acquire Teleglobe International Holdings Ltd. (Teleglobe) for a consideration of US$ 239 million. Teleglobe provides wholesale voice, data, IP and mobile signaling services. The acquisition is subject to regulatory approvals. |
5. | Figures for the previous period have been regrouped where necessary. |
6. | Investor Complaint status: |
Outstanding as on April 01, 2005 |
Total received during the quarter ended June 30, 2005 |
Total resolved during the quarter ended June 30, 2005 |
Outstanding as on June 30, 2005 | |||
Nil |
4 | 4 | Nil |
For Videsh Sanchar Nigam Limited |
N. SRINATH |
Director (Operations) |
Place : Mumbai
Date : July 28, 2005