Den Networks Ltd Management Discussions.

ECONOMIC OUTLOOK Global

In the Global Economic Prospects report for January 2021, the World Bank projects a sluggish 4% growth for the global economy in 2021. Although the world economy is growing again after a 4.3% contraction in 2020, the pandemic has caused a heavy toll of deaths and illness, plunged millions into poverty and may depress economic activity and incomes for a prolonged period. However, the collapse in global economic activity seems to have been less severe than previously projected, mainly due to shallower contractions in the advanced economies and a more robust recovery in China.

Aggregate GDP in the Emerging Market and Developing Economies (EMDEs), including China, is slated to grow 5% in 2021 after a contraction of 2.6% in 2020. Excluding China, EMDEs are predicted to expand by 3.4% in 2021 after a contraction of 5% in 2020. After an expected contraction of 9.6% in FY2021, India can experience 5.4% and 5.2% growth in FY2022 and FY2023 respectively. Indias expected contraction in the current fiscal year is attributed to a sharp decline in household spending and private investment. Growth in South Asia is expected to be 3.3% in 2021 and 3.8% in 2022, significantly lower than pre-pandemic projections.1

The economy coping with COVID-19

The unprecedented outbreak of the COVID-19 pandemic has caused major disruptions in the global economy. Uncertainty about the post-pandemic economic landscape and policies has discouraged investment. Although the economy is emerging from the collapse triggered by COVID-19, it will have a subdued recovery. Risks such as rapidly rising debt and those attributed to the pandemic cloud the outlook.

The concentration of the pandemics initial impact on more highly contact-intensive service sectors has generated lower sectoral spillovers than in most previous recessions. However, its sheer size still represents a large shock to the broader economy. If the pandemic is brought under control globally by the end of 2022, then, losses are anticipated to be lower than after the global financial crisis. While medium-term losses are expected to be lower than after the crisis, they are still substantial at about 3% lower than the pre-pandemic anticipated output for the world in 2024. The degree of expected scarring varies across countries, depending on the structure of economies and the size of the policy response.2

While decisive policy actions will be critical in raising the likelihood of better growth outcomes, global GDP is expected to remain well below its pre-pandemic trend for a prolonged period. The macroeconomic policy support will continue to be imperative in the post pandemic world. The need for an ambitious reform agenda that bolsters growth prospects is highlighted amidst limited fiscal policy space and high levels of debt. Additionally, global cooperation will be key to address many of these challenges.

1 Global Economic Prospects, World Bank, January 2021

2 The World Economic Outlook, IMF, April 2021

3 Global Economic Prospects, World Bank, January 2021

4 Ministry of Finance, Government of India, May 2020

India

As per Moodys Global Macro Outlook 2021-22, Indias economy has rebounded quickly from one of the worlds longest and most stringent lockdowns, which also came with the steepest fall in GDP in Q2 of 2020. India is emerging as the worlds fastest-growing major economy, with the IMF holding its growth forecasts as high as 11.5% in FY2021 and 6.8% for FY2023. The Economic Survey 202021 has projected the economy to grow 11% in the fiscal beginning April 1, a shade higher than the Reserve Bank of India (RBI)s projection of 10.5%. Also, the Economic Survey has drawn attention to the V-shaped economic growth, a testament to the burgeoning Indian economy and its intrinsic strength. The V-shaped economic recovery is supported by the initiation of a mega vaccination drive with hopes of a robust recovery in the services sector and prospects for robust growth in consumption and investment.

The GDP in FY2021 is estimated to contract by 3.8% and attain a level of INR 195.86 trillion, as against INR 203.51 trillion in FY2020. In FY2022, Indias real GDP will grow 11% and the nominal GDP will expand by 15.4 %, the highest since independence. FDI remains a significant engine of economic growth and a key source of Indias non-debt financing. Total FDI inflows stood at a record high of USD 58.37 billion between April and November 2020, a 22.4% increase over the first eight months of FY2020, supporting Indias position as a favoured global investor destination.3

The impact of COVID-19 and the policy response in India

India has evolved through the pandemic on the back of strong policy initiatives by the government along with an optimistic outlook for economic recovery. Sustained economic recovery was recorded in January 2021. GST revenues stood at INR1.2 lakh crore (USD 16.54 billion) in January 2021, an 8% YoY growth. The mega INR20 lakh crore stimulus package announced in May 2020 by the Prime Minister of India, Shri Narendra Modi includes previously announced measures to save the lockdown-battered economy and focuses on tax breaks for small businesses as well as incentives for domestic manufacturing. The combined package works out to roughly 10% of the GDP, making it among the most substantial in the world after the financial packages announced by the United States of America, which is 13% of its GDP, and by Japan, which is over 21% of its GDP. The package will focus on land, labour, liquidity and laws.4

As per the IMFs April 2021 Policy Tracker of country-wise policy responses to COVID -19, the Government of India (GOI) initially used contingency funds for an emergency pandemic response, including urgent health needs, care capacity and procuring critical medical supplies. In a bid to boost Indias manufacturing capabilities and exports, a Production Linked Incentive (PLI) scheme worth up to INR 1.46 lakh crore for 13 key sectors was also introduced. This scheme includes higher fertiliser subsidy allocation benefiting the agriculture sector (0.3 % of GDP) and support for urban housing construction

(0.1 % of GDP). Several measures to ease the tax compliance burden across a range of sectors have also been announced, including postponing some tax-filing and other compliance deadlines and a reduction in the penalty interest rate for overdue GST filings. A favourable monetary policy ensured abundant liquidity and immediate relief to debtors through temporary moratoria.

INDUSTRY STRUCTURE

Indian Media & Entertainment (M&E) Industry

The tepid economic climate combined with a slowdown in domestic consumption had an adverse impact on the M&E sector in India. It contracted by 24% to stand at INR 1.38 trillion (USD19 billion) in 2020. With its current trajectory, by 2023, it could grow at a CAGR of 17% and reach INR 2.23 trillion (USD 30.6 billion). In 2021, this sector is expected to grow 25% and touch INR 1.73 trillion.5

In 2020, while Television continued to remain the largest segment, digital media overtook print and online gaming has overtaken a disrupted filmed entertainment segment. The positive news is that digital subscription grew by 49% and the online gaming industry expanded by 18%. While M&E as a sector has usually grown and often outperformed Indias nominal GDP, the sector fell three times Indias nominal GDP fall by 8% due to the discretionary nature of the spend. Subscription revenues, however, proved their mettle by holding up better than advertising revenues.6

The GOI has supported this sectors growth by taking various initiatives such as digitising the Cable distribution sector to attract greater institutional funding, increasing the FDI limit from 74% to 100% in Cable and DTH satellite platforms and granting industry status to the Film industry for easy access to institutional finance. FDI inflow in the Information &Broadcasting sector stood at USD 9.33 billion from April to June 2020. By 2035, the economic impact of introducing 5G technology may reach USD1 trillion, which would further help in achieving the Digital India vision.7

The M&E sector will see a strong revival by FY2022 growing over 33% from FY2020. While gaming and digital will lead the recovery, print and TV revenues will also gradually gain ground.8 Credit profiles of large media companies would be unaffected due to strong balance sheets, liquidity and the revenue rebound, while mid-sized and small ones could see stress.9

Industry performance - projected

Segment size - Overall revenues (INR billion) FY2020 FY2021P FY2022P FY2021 Growth/ Decline FY2022 growth over FY2021
Digital and OTT 218 254 338 17% 33%
TV 778 708 769 -9% 9%
Print 306 188 296 -38% 57%
Films 183 61 182 -67% 196%

5 KPMG Media and Entertainment report 2020

6 FICCI-E&Y report titled Playing by new rules, March 2021

7 TRAI, March 2021

8 KPMG in India Analysis, 2020

9 FICCI-E&Y report titled Playing by new rules, March 2021

10 https://www.techsciresearch.com/report/india-broadcasting-and-cable-tv-market/3281.html

11 FICCI-E&Y report titled Playing by new rules, March 2021

Animation, VFX and post-production 101 49 77 -51% 56%
Gaming 90 99 143 10% 45%
Out of Home 31 16 28 -49% 77%
Radio 25 12 17 -50% 40%
Music 19 14 17 -25% 16%
Total 1,751 1,402 1,866 -20% 33%

Source - KPMG in India Analysis, 2020, based on primary and secondary research

India Broadcasting and Cable TV market

According to a report by Tech Sci Research10, Indias broadcasting and cable TV market was valued USD 11.61 Billion in FY2020, and the market is forecast to reach USD 19.06 Billion in FY2026. The major factors propelling the growth of the market in India are favorable regulations, technological advancements and growing investment opportunities in the broadcasting and cable TV market. The increasing demand of TV sets, especially in rural India is also one of the key factors supporting the growth of this market. In addition to higher TV penetration in Indian households, higher adoption of international TV channels and shows, along with regional content will propel the growth of India broadcasting and cable TV market through FY2026.

In recent times, India has witnessed surge in active subscriber base with entry of various Multi System operators (MSOs). The digitization of cable TV in India is at advanced stage with market driven by content innovation and product offerings. Direct-to- home (DTH) subscriptions are growing rapidly with increasing per capita disposable income of the country. Despite covid impact, the subscription base of live TV service providers (cable, DTH, others) is expected to increase over the next few years due to its affordable nature of media delivery.

Major players in this space are DTH (VideoconD2H+,TataSky, Airtel, Sun Direct and Free Dish) and Cable (Siti Networks, Den Networks, Hathway Digital, GTPL Hathway, NxtDigital, Fastway, Asianet). As on date, there are 1471 registered MSOs in India, of which 1143 are currently operational. There are also about 100,000 local cable operators (LCOs) operating in the country.

Television Segment11

The Television (TV) segment has recovered fully and will see healthy growth next fiscal. Advertisement revenue saw a sharp contraction initially, but recovered swiftly thereafter aided by the airing of new content, return of original shows, sports events such as the Indian Premier League (IPL) and a buoyant festive season. Global trends D2C and OTT is the next diversification frontier for TV revenue. Ad volumes grew by 34% in the second half of 2020 compared to the first half of 2020.

The pandemic opened up the virtual medium as an avenue for retaining audiences. The 2020 IPL series was among the first few sporting events which showed how the loss of spectators on the ground could be made up in part through TV viewership. IPL 2020 saw a jump of 23% over IPL 2019, in TV viewership, with the average per match impression, based on the total time spent, also going up to 31.57 million.

The year 2020 reaffirmed the strength of television as a medium in India amongst both viewers and advertisers, proving that it is indeed the screen of choice for the household. TV continues to grow with regional markets gaining prominence. In 2020, the TV market size stood at INR 778 billion (USD 10.66 billion) and is slated to become INR 769 billion (USD 10.53 billion) by 2022.

Segment-wise advertising revenues projected performance

Segment size - Advertising Revenues (INR billion) FY2020 FY2021P FY2022P FY2021 Growth/ Decline FY2022 growth over FY2021
TV 262 217 258 -17% 19%
Digital and OTT 199 223 292 12% 31%
Print 198 107 186 -46% 73%
Films 11 4 7 -65% 100%
Out of Home 31 16 28 -49% 77%
Radio 25 12 17 -50% 40%
Total 726 579 789 -20% 36%

Source - KPMG India analysis 2020

Subscription Revenue

As for subscriptions, TV was resilient even during the peak of the pandemic as people remained indoors. TV witnessed a 9% growth in FY2020 on account of higher subscription revenues triggered by the implementation of NTO 1.0, which resulted in transparency across the value chain and higher ARPUs with the implementation of a minimum NCF. TV segment revenues are poised to grow at a CAGR of 7% to reach INR 847 billion by 2023, driven by an increased base of subscribers as households continue to get televised. The importance of regional and sports programming will increase, driving up both ad rates as well as end-consumer package pricing, subject to regulatory action.12

Television-owning households reached a number of 200 million in 2020 from 195 million in 2019. In FY2020, there were 103 million Cable TV households across the country. Indias DTH subscriber base grew marginally by 2.8 lakh over the January to March quarter of 2020, attaining a base of around 70.26 million from 69.98 million in December 2019. DTH broadcasting, which accounts for 37% of total TV subscribers in India, is set to notch up revenue growth of 400-600 basis points thanks to healthy subscriber additions.13

Number of total TV households in India

Year No. (in millions)
FY2017 183
FY2018 188
FY2019 195
FY2020 200
FY2021 204
FY2022 207
FY2023 209

(Source: Statista, March 2021)

Due to top broadcasters going back on Freedish in 2021, the rural and semi-urban areas witnessed the highest growth driven primarily by increased reach. Furthermore, the availability of original content in regional languages across all genres contributed to this upswing. Non-prime time viewership for General Entertainment Channels, News and Kids grew by 16%, 26% and 31% respectively in 2020 compared to 2019. For the first time, subscription video on demand (SVOD) exceeded box-office revenues and registered an uptick in the subscription of OTT channels. However, the sheer volume of free content available online has emerged as one of the challenges in the monetisation of online content and forced providers to find new means of generating revenue.14

Television Broadcasters

India is perhaps the only country in the world where broadcasting is regulated to achieve economic objectives in addition to the efficient allocation of spectrum. In 2019, over 195 million Indian households had TV connections. While 200 million Indian households had TV connections in 2020, in 2021, this number will likely stand around 204 million. Despite high penetration, this market is not yet saturated. The share of subscription revenues in the overall revenue of broadcasters rose from 32.4% in FY2019 to 37.7% in FY2020.15

Broadcasting & Cable Services in 2020-2021

Number of private satellite TV channels permitted by the Ministry of I&B for uplinking only/ downlinking only/both uplinking and downlinking 911
Number of Pay TV Channels as reported by broadcasters 327
Number of private FM Radio Stations (excluding All India Radio) 367
Number of total active subscribers with pay DTH operators 70.70 million
Number of Operational Community Radio Stations 310
Number of pay DTH Operators 4

Source: TRAI January 2021 Report on The Indian Telecom Services Performance Indicators

Digital Segment16

Post COVID-19, Digital has emerged as the medium of choice in India. The pandemic accelerated the adoption of OTT platforms, online gaming, e-commerce, e-learning, e-papers and online news platforms. Online gamers grew 20% from 300 million in 2019 to 360 million in 2020. While transaction-based game revenues grew 21% spurred by fantasy sport, rummy and poker, casual gaming revenues grew 8% led by in-app purchases. By 2023, with a CAGR of 27%, the online gaming segment is projected to reach INR 155 billion and become the third-largest segment of the Indian M&E sector.

In 2020, Digital media grew by 6.5% to clock INR 235 billion. By 2023, it is slated to touch INR 425 billion surging at a 22% CAGR. Digital subscription grew 49% in 2020 to reach INR 43.5 billion. As the pandemic and the consequent lockdown reduced fresh content on television, online sports went behind a pay-wall and forced much of the population for longer periods indoors.

Digital advertising emerged as the second-largest advertising medium in India, having generated revenues worth INR 199 crore (USD 2.73 billion) in FY2020. The digital segment revenue is set to grow 14-16% annually over the medium term. Gaming and digital will lead the sectoral recovery in FY2022. The creation of new digital content propositions will help realise new revenue streams.

Key highlights of digital consumption

Reconfiguration in digital India is underway as consumers and businesses adapt. The pandemic has induced consumers even faster towards digital behaviours such as live performances streamed online, viewing concerts on gaming platform events, viewing films on OTT platforms and on-demand online education and fitness classes. The mobile display will overtake wired internet advertising in 2022, led by mobile video consumption and social media. Games are set to become the third-largest consumers of data by 2024, behind video and communications. Segments such as internet advertising, gaming, radio and podcast are all expected to get a leg up in the next five years or so, as an increasing number of people take to their devices for entertainment. Due to increased data affordability, new mobile-first formats, ability to measure and geolocation, mobile will continue to be the prime driver of revenue. The new at-home environment has led to the rise of new D2C apps, local bite-sized entertainment platforms and UGC formats. The trend to consume content in regional languages will keep growing over the next few years, particularly on digital media, as growth in internet users continues to be led by non-metro audiences.

OTT Video

Since 2020, India is the fastest-growing OTT market at 28.6% CAGR. Between 2020 and 2024, it will generate revenue worth USD2.9 billion. The Indian OTT market is also estimated to overtake South Korea, Germany and Australia and become the worlds sixth-largest OTT streaming market in 2024.

OTT Video growth in India is coming from both inside and outside the home as inter-connected devices proliferate, notably new smartphones and connected TVs. Given the increased demand and competitive landscape, OTT players are betting heavily on regional and differentiated original content to expand their library and drive up user engagement. Most film studios are now designing their content for direct distribution via OTT platforms in the knowledge that cinemas are out of contention for the near future. Basking in the ballooning demand, OTT distributors are also in a position to optimise their pricing and maximise revenues. OTT is set to benefit from the closure of cinemas, as some film studios choose to fast- track new release to home video platforms. The trend of digital-first releases is seen picking up in the five southern states of India. Going digital-first may be the most viable option for the film industry at least in the short to medium term.

In terms of individual segment market size as a percentage of Global E&M revenue, OTT Video will see the largest gain.

COMPANY OVERVIEW

Established in 2007, DEN Networks is a dynamic Indian mass media and entertainment company spearheaded by diverse and seasoned management. As the first Multi-System Operator (MSO) in India to launch an app offering OTT and VoD entertainment for its customers on the move, DEN strives to provide unmatched visual entertainment to its customers through cable TV and broadband services. Having one of the largest subscriber bases amongst cable companies in India, it is reputed for curating the finest media content from various broadcasters across a wide range of genres to provide unsurpassed entertainment to households in India across 13 key states and 500 cities/towns.

Headquartered in New Delhi and having registered office in Maharashtra, the Company has a leading presence in Delhi, Uttar Pradesh, Karnataka, Maharashtra, Gujarat, Rajasthan, Haryana, Kerala, West Bengal, Jharkhand, Bihar, Madhya Pradesh and Uttarakhand. It enjoys a strong foothold in the strategic and economically significant Hindi Speaking Markets (HSM). As a technology-driven company, it has a robust fibre optic network and has also invested in DOCSIS 3.0 technology for its broadband services to provide speeds up to 100 Mbps. perational Highlights of the year

Becoming a Zero Debt Company

During the year, we have reduced our gross debt from Rs 213.35 crore in FY2020 to Rs NIL in FY2021 and fully repaid our outstanding borrowings from banks, to become a zero debt company. Despite the ongoing pandemic, we are poised for long-term growth on the back of a strong balance sheet.

Moving towards an Expansion Phase

We are in an active expansion phase. In this first phase of growth, we have identified more than 50 locations and infrastructure for the same has been requisitioned. We hope to get the majority of our links and infrastructure set up shortly and expect to see visible results in subscriber base growth as covid situation improves.

Initiation of Loyalty Programme

A unique LCO loyalty programme called "Den Premier League" has been rolled out wherein LCOs are rewarded on key growth indicators. The quarterly and annual awards programme has motivated the LCOs for sustained accelerated performance in line with our business vision.

Migration to OBRM Billing System

During the year under review, the billing system for our Cable TV was successfully migrated from our legacy DUO platform to Oracle Billing and Revenue Management (OBRM). Specially designed for communications service providers, the OBRM provides the Company with an end-to-end revenue management system. We now use the OBRM to configure product offerings, create customer accounts, charge for service usage, collect and analyse revenue, and manage customer relationships.

Process improvements

By automating our processes, we have removed mundane and routine tasks, and replace them with a system that requires minimum human interaction. Using automation, we have improved our business processes, which has led to lower costs, motivated employees, and happier customers. During the year, we introduced process improvement initiatives such as SAP process improvements, contract management system, warehousing management system and implemented BOT process for distributor invoices and autoscroll generation.

SEGMENT WISE PERFORMANCE

Cable Business

DENs Cable & Broadband operations cover over 500 cities/towns across Uttar Pradesh, Karnataka, Maharashtra, Gujarat, Rajasthan, Haryana, Kerala, West Bengal, Jharkhand, Bihar, Madhya Pradesh and Uttarakhand in India.

DEN is recognised as the "Most trusted brand in Cable TV Industry" by TRA Research, June 2019.

Financial Highlights

Revenues of the Cable business increased in FY2021 to Rs 1,233 crores from Rs 1,221 crores in the previous year.

The detailed break up of revenues is given below:

(Rs in Crore)

Details FY 2020-21 FY 2019-20 Variance % Contribution FY 20-21 % Contribution FY 19-20
Subscription 737 743 (6) 60% 61%
Placement 350 346 4 28% 28%
Others 146 132 14 12% 11%
Total 1,233 1,221 12 100% 100%

EBITDA for the cable business increased by 20% to Rs 250 crores in FY2021 vis-a-vis Rs 208 crores in FY2020.

The detailed breakup of operating costs is given below:

(Rs in Crore)

Details FY 2020-21 FY 2019-20 Variance % of Total Opex FY 20-21 % of Total Opex FY 19-20
Content 602 608 (6) 61% 60%
Personnel 83 86 (3) 8% 8%
OtherOpex 255 263 (8) 26% 26%
Provision for D/d 43 56 (13) 4% 6%
Total 983 1,013 (30) 100% 100%

Broadband Business

DEN Broadband Private Limited was incorporated on December 5, 2011, under the Companies Act 1956. The Company has its registered office at 236, Okhla Industrial Area, Phase III, New Delhi - 110020.

The Company is a category "A" ISP (ISP-IT License No. 820-990/2007- LR dated 2008) and a wholly-owned subsidiary of DEN Networks Limited. ISP business ("Broadband") of the DEN Networks Limited has been transferred into DEN Broadband Private Limited effective from April 1 2016 (Demerger Order - 15th of Sep17).

Operational Highlights

The Companys broadband business logged 890 thousand homes passed as on March 31 2021.

Financial Highlights

Broadband revenues increased in FY2021 to Rs 75 crores from Rs 71 crores in FY2020.

The Broadband business was able to increase the Companys EBITDA during the year by Rs 3 crore on account of an increase in its revenue.

The detailed breakup of revenues is given below:

(Rs in Crore)

Details FY 2020-21 FY 2019-20 Variance % Contribution FY 20-21 % Contribution FY 19-20
Subscription 72 70 2 96% 99%
Others 3 1 2 4% 1%
Total 75 71 4 100% 100%

The detailed breakup of operating costs is given below:

(Rs in Crore)

Details FY 2020-21 FY 2019-20 Variance % of Total Opex FY 20-21 % of Total Opex FY 19-20
Personnel 8 9 (1) 11% 13%
Other Opex 61 58 3 89% 87%
Total 69 67 2 100% 100%

CONSOLIDATED FINANCIAL PERFORMANCE

(Rs in Crore)

Details FY 2020-21 FY 2019-20 Growth
Total Income 1,307 1,291 1%
Total Expenditure 1,051 1,080 -2%
EBIDTA 256 211 3%
% EBIDTA 20% 16%
PBT (before exceptional items) 186 110
Exceptional items - -
PBT (after exceptional items) 186 110
PAT 189 59

Financial Ratios

Details FY 2020-21 FY 2019-20 Explanation
Interest Coverage Ratio 76.54 6.65 Primarily due to decrease in debts which is due to Repayment of full debts in FY21.
Operational Ratio Margin (%) 20% 16% Due to increase in revenue and reductionin cost.
Total Debt / EBIDTA - 1.01 Primarily due to decrease in debts which is due to repayment of full debts in FY21.
Current Ratio 5.28 3.23 Primarily due to decrease in trade payable.
Debt Equity Ratio - 0.08 Primarily due to decrease in debts due to repayment of full debt in FY21.
Net Debt / EBIDTA (9.34) (10.10)
Net Debt( Rs in crore) (2394) (2,136)
Net Profit Margin (%) 13% 4%
Return on Net Worth (%) 7% 2%
Operating cash flow % to operating revenue 17% 21%

SCOT ANALYSIS

Strengths Opportunities
• Catering to households across 13 key states and 500 cities/ towns in India. • Regional markets are becoming the next frontier of growth across sub-segments in the M&E space. Organisations across TV, Films, Music and OTT are focusing on regional content creation to bridge the current demand-supply gap.
• A strong foothold in the Hindi Speaking Belt. • With the digitisation of the cable distribution sector, it will attract more significant institutional funding, thus improving profitability and the value chain.
• One of the leading players among cable MSO and DTH players in India. • After the impact of TRAI order is stabilised on Cable TV subscription revenues, we can leverage the potential growth the NTO offers.
• Strong support from parent company with Jio branded best in class STB device • Moreover, with our geographical presence, we can build on our cable TV reach and infrastructure to cross-sell other value added services (VAS) in India.
Challenges Threats
• The M&E sector faced significant disruption with the COVID 19 lockdown forcing all forms of outdoor entertainment to shut down and content supply chains to dry up. • Increasing competitive intensity with the entry of new players into Cable TV services and alternative platforms such as OTT. Similarly, telecom players and other MSOs in Fixed Line Broadband space also pose a challenge.
• Advertising spends also declined as all major advertisements spend sectors were witnessing their business continuity challenges. • Many newer market entrants appear comfortable, sacrificing short-term profitability to create or acquire compelling content that they believe will drive long-term subscriber growth. This strategy will likely pressure established media companies operating margins until they gain sufficient scale through subscriber growth. This could pressure operating margin, cash flow, and credit metrics, mainly if increased competition drives up content costs.
• As future growth is expected in Tier 3 and Tier 4 cities (regional markets), it requires an upfront cost for improving the infrastructure. This will increase not only the total costs of operations but also CAPEX for expanding the reach. Den Networks limited, being a leading MSO, is best suited to deliver localised content as per the needs of the target audience. • There is also an external threat of internet TV, which is delivered via the ISP service to the customers TV, bypassing their bespoke setup entirely. Internet TV, and high-definition content on internet video hosting sites, can impact the cable TV segment in future.
• Another challenge is the need for continuously upgrading and expanding the network infrastructure, which requires investments.

INTERNAL CONTROL SYSTEM

DEN has laid down Standard Operating Procedures (SOP) for all critical business processes, which have defined internal controls to ensure optimal business performance, avoidance of risks, and adherence to prescribed norms and SOP. The Company also adheres to and complies with all the prescribed norms as specified under the Company laws, industry regulations and securities market rules.

DEN has also appointed reputed statutory and established internal audit mechanisms for conducting regular audits of its business functions and books of accounts. Various committees, including the audit committee, the Board of Directors, meet every quarter and on a need basis to thoroughly oversee and monitor their areas of the mandate. The Company has also defined a Risk Management Framework, approved by and implemented under the guidance of the Board.

RISK & CONCERNS

(1) A SLOWDOWN IN ECONOMIC GROWTH IN INDIA COULD CAUSE OUR BUSINESS TO SUFFER

The performance and growth of the business are necessarily dependent on the health of the economy. Indias economy could be adversely affected by a general rise in the interest rates, inflation, natural disasters, increase in commodity and energy prices, and protectionist efforts in other countries or various other factors.

Pandemic Impact: Concerns with regards to the impact of COVID-19 on domestic as well as the global economy have an adverse impact on confidence, financial markets, the travel sector and disruption to supply chains contribute to the downward revisions in all G20 economies in 2020, particularly ones strongly interconnected to China.

Mitigation

The Company is in a utility and necessity business, and it is expected that there wont be any significant downfall despite a slowdown in growth. At the same time, the Company is working on cost optimisation program to mitigate such risks.

COVID - 19 impact Mitigation:

We are one of the least impacted industry from COVID - 19, as people are staying at home due to the lockdown, and hence, are not discontinuing their services. Therefore we are receiving stable revenue from the subscription of cable and broadband.

(2) MARKET SHARE RISK

Due to low barrier to entry in this industry, the company may lose market share to new entrants as well as existing competitors.

Following are the potential risks faced by the Company due to competition:

The churn of the existing subscriber base to the competitors, i.e. to DTH or MSOs players, which results in a decrease in market share of the Company in the existing markets.

Decrease in Average Revenue Per User (ARPU) due to competitive pricing.

Failure to up-sell to the existing consumers due to competitive pricing.

Difficult to penetrate the existing markets or enter into new markets for adding new subscribers.

Mitigation

We are aligning our strategy with the group strategies to sustain and increase market share across the cable business. We are doing this by retaining a good relationship with existing business partners, especially Distributors & LCOs and by organising periodic meetings with the stakeholders to resolve the issues on a real-time basis.

(3) CHANGE IN TECHNOLOGY

The entertainment, media industry and ISP industry are characterised by rapid changes in technology and the introduction of new products and services. Technological developments within the cable distribution services include changes like content recording features and new interactive content. Consumers may also choose to consume digital media through other platforms, such as computers, mobile phones, tablet computers and other devices capable of being used to view media content. Such changes could adversely affect our ability to maintain, expand or upgrade our systems and respond to competitive pressures. Also, the proposed implementation of 5G network poses a challenge for the ISP industry.

Mitigation

The Company is going to align with the Parent Company for new technologies adoption to remain competitive in the market and provide services, such as on-demand movies and android based Hybrid STBs

(4) WORKFORCE RISK PERTAINING TO COVID 19

Compromised physical health of a majority of the workforce, panic around the pandemic, dealing and coping with COVID patients in the family serve as a potential threat to daily business activities, lower productivity and efficiency levels, eventually bringing about drag in the overall growth of the organisation.

Mitigation

Daily updates on individual employees health and symptoms on the COVID symptom tracker.

Close personal follow-ups with especially the employees at high risk of contracting the virus.

Timely medical consultations and assistance provided with empanelled medical facilities for the affected employees as well as their families.

Upon conducting a risk assessment and business impact analysis key functions were identified where employees can fully function remotely without negatively impacting business activities.

Virtual channels have been introduced for day-to-day activities for seamless connection and collaboration.

Key business functions that require staff at specific locations have been identified and SOPs have been set in place for office readiness in terms of maintaining hygiene, sanitisation, effective social distancing and all norms and protocols for safety.

(5) IT RISK PERTAINING TO COVID-19

COVID-19 has forced organisations across industries to embrace practices of remote working which leads adoption of new technologies. This situation has created an ideal situation for cybercriminals to attack IT infrastructure and launch a range of hacking strategies like malware, ransomware, phishing emails etc.

Mitigation

Access to servers provided to employees through secured VPN connections only 24/7 soft monitoring being done on P1 servers.

Mailers will be sent to employees regarding IT Risks, data backup, Phishing and other related risks.

HUMAN RESOURCE MANAGEMENT

The Human Resource function at DEN is positioned to act as a key enabler in fulfilling the critical goals for the organisation. The function ensures that all aspects of the business are knitted together to work in a synchronised environment. Time and again, initiatives are taken up to create and sustain a more engaged and high performing work paradigm.

The year has been momentous for the business, during these unprecedented times of pandemic, the organisation embraced newer challenges and responded well to the new norms while ensuring business continuity and focus on growth.

The initiatives that were taken up by HR during the year are as follows:

COVID support and employee well-being

Employeessound health and well-being was the topmost priority for HR. It was closely monitored across the company through the COVID symptom tracker. The team had close personal follow-ups with the employees at high risk of contracting the virus. Reports consisting of daily health trackers and updates were published and sent for review. Timely medical consultations and assistance were provided with empanelled medical facilities for the affected employees as well as their families. Upon conducting a risk assessment and business impact analysis, key functions were identified where employees can fully function remotely without negatively impacting business activities. Virtual channels have been introduced for day-to-day activities for seamless connection and collaboration. Key business functions that require staff at specific locations were identified and SOPs were set in place for office readiness in terms of maintaining hygiene, sanitisation, effective social distancing and all norms and protocols for safety.

HR Operations

HR employee interfacing processes were automated during the year where ESS was implemented.

The comp structures were standardised as per the policy of the parent group and implemented across the organisation.

More focus on employee performance and rewards

• Monthly performance tracking for the PAN India Operations team was implemented where high performers were identified and acknowledged while low performers were apprised of the need to improve their numbers.

• Incentive schemes were implemented motivating and encouraging a higher performance level.

• A comprehensive R&R scheme was rolled out with annual as well as quarterly awards showcasing individual and team excellence.

Towards the end of the financial year, working from the office was being resumed in a phased manner while ensuring all safety protocols in place. Adapting to the new normal, it was ensured that virtual engagement activities, learning & training continued to be a part of the HR agenda for the year.

CAUTIONARY STATEMENT

Certain statements contained in this section may be forwardlooking statements within the meaning of applicable laws and regulations. Such statements involve several risks and uncertainties that could cause actual performance to differ materially from that suggested or implied in forward-looking statements. Major developments that could affect the Companys operations to cause such a difference include factors such as risks inherent in Companys growth strategies; general economic & business conditions in India and other countries; regulatory changes and its ability to respond to them; its ability to implement the strategy successfully, its growth & expansion plans; technological changes; exposure to political risks; unanticipated turbulence in interest rates, foreign exchange rates, etc.; changes in domestic and foreign laws, regulations and taxes; changes in industry competition, and many other factors. The following discussions and analysis should be read in conjunction with the Companys financial statements included herein and the notes thereto. The Company may, from time to time, make additional written and oral forward-looking statements to shareholders. The Company does not undertake to update any forward-looking statement that may be made from time forward to time by or on behalf of the Company.