MIRA INFORM REPORT

 

 

Report Date :

08.12.2007

 

IDENTIFICATION DETAILS

 

Name :

SCOPE METALS GROUP LTD.

 

 

Registered Office :

P.O. Box 3, Re'em Industrial Zone, Bnei Ayish 79845

 

 

Country :

Israel

 

 

Date of Incorporation :

27.4.1980

 

 

Legal Form :

Private Limited Company

 

 

Line of Business :

International trade, importers, exporters and marketers in the “white metal” area, including stainless steel metals, aluminum, titanium and nickel alloys. 

 

RATING & COMMENTS

 

MIRA’s Rating :

A

 

RATING

STATUS

PROPOSED CREDIT LINE

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

Fairly Large

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear


name & address

 

SCOPE METALS GROUP LTD.

P.O. Box 3

Re'em Industrial Zone

BNEI AYISH 79845 ISRAEL

Telephone    972 8 863 10 00

Fax             972 8 863 10 20

 

 

HISTORY

 

Originally incorporated as a private limited company, registered as per file No. 51-084980-5 on the 27.4.1980.

 

Originally registered under the name SCOPE TRADING & FOOD MARKETING LTD., which changed to SCOPE METALS TRADING AND TECHNICAL SERVICES LTD. on the 5.4.1981, which changed to the present name on the 21.8.2007.

 

Converted into a public limited liability company, registered as per file No. 52-003742-5 on the 30.4.1992.

 

On the 8.4.1992 published a prospectus, offering shares to the public, raising a sum of US$ 2.5 million.

 

 

SHARE CAPITAL

 

Authorized share capital NIS 30,000,000.00 divided into - 30,000,000 ordinary shares of NIS 1.00 each, of which shares amounting to NIS 10,893,872.00 were issued.

 

 

SHAREHOLDERS

 

1.  Shmuel Shiloh, 35.7%,

2.  PIMSCO HOLDINGS LTD., 27%, controlled by the FIMI fund, controlled by Ishay Davidi,

3.  MIGDAL HOLDINGS INSURANCE AND FINANCE LTD., 5.5%,

4.  Shares are also traded on the Tel Aviv Stock Exchange.

 

In February 2006, the FIMI fund signed a deal to acquire 2,935,000 shares in subject, for a sum of NIS 157 million. The deal was finalized in April 2006.

 

 

DIRECTORS

 

1. Shmuel Shiloh, Chairman and Managing Director,

2. Uri Lado,

3. Shalom Singer,

4. Shaul Kobrinsky,

5. Yehuda Keren,

6. Mati Dov,

7. Yarom Oren,

8. Ishay Davidi, CEO of the FIMI.

 

BUSINESS

 

International trade, importers, exporters and marketers in the “white metal” area, including stainless steel metals, aluminum, titanium and nickel alloys. 

 

Subject’s products include pipes, bolts and nuts, nets and cables, etc., which are used by industrial plants and manufacturers in the chemical, pharmaceutical, electronics, petrochemical, food, hi-tech and other industries.

 

Also importers and marketers of engineering plastic and steel products and operate in the real estate field.

 

Some 35% of sales are for export. Exports are to India, Cyprus, Romania, Bulgaria, Moldova, Russia, Greece, Kenya, Egypt, Turkey and the Ukraine.

 

Subject provides also stock storage facilities, cutting and sawing services ("one-stop-shop" model).

 

Among subject’s clientele are: ISRAEL AIRCRAFT INDUSTRIES, SOLEL SOLAR SYSTEMS, RAFAEL ARMAMENT DEVELP., INCOMAC, GOLD BAR, M.G.T. ISRAEL TASIYOT- MIFALEI TRIFMAN, ENERGETICA GENERAL ENGINEERING AND HEAT SYSTEMS, BERMAD, A.Z. INDUSTRIES, etc.

 

Among local suppliers: BETH EL ZIKHRON YAAQOV INDUSTRIES

 

Sole local agents of:

COLOMBUS STAINLESS (PTY) LTD., ALMAC STAINLESS TUBE (PTY) LTD.,

ANDREW MENTIS (PTY) LTD., all of South Africa,

ROLDAN S.A., of Spain,

STAR STAINLESS SCREW CO., of the U.S.A.,

REDAELLI TECNA SPA, of Italy.

 

Operating from owned premises on an area of 50,000 sq. meters, in the Re'em Industrial Zone, Bnei Ayish, and from branches in the USA, China, Romania, Poland and the Czech Republic.

 

Having some 700 employees (of which some 520 in subject itself), serving the whole SCOPE Group (were 539 employees at the end of 2005 and 640 in the end of 2006).

 

 

MEANS

 

Consolidated B/S shows:

                                                                                                NIS (thousands)

                                                                                         31.12.2006            30.06.2007

ASSETS

Current Assets

       Cash & cash equivalents                                                  34,056                  33,428

       Negotiable securities                                                      210,750                 145,124

       Customers                                                                     352,656                 396,815

       Other debtors                                                                  29,518                  44,008

       Stock                                                                          _583,421               _781,792

                                                                                         1,210,401              1,401,167

 

Investments, loans and long term debit                                          670                       634

Fixed assets (net)                                                                 197,946                 234,687

Other assets (net)                                                               __24,577               __24,593

                                                                                         1,433,594              1,661,081

                                                                                       ========            ========

 

LIABILITIES

Current liabilities                                                                   363,228                 366,186

Long term liabilities                                                               494,660                 684,473

Equity                                                                                _575,706               _610,422

                                                                                         1,433,594              1,661,081

                                                                                       ========            ========

 

Current market value US$ 268.7 million.

 

In 2006 subject's market value were US$ 83 million in January and US$ 145 million in September, which led to its inclusion in the Tel Aviv Stock Exchange's 2nd important index – "The Tel Aviv 100".

 

In April 2005, subject raised NIS 40 million by issuing shares to institutional investors.

 

In March 2007, subject completed a raise of NIS 150 million by issuing bonds to institutional investors. Bonds rated +A.

 

Subject is in process to offer some 26% of its shares through the New York Stock Exchange, and already submitted draft prospectus to the American SEC. Subject intends to raise US $100 million, according to company value of US$ 350 million.

 

On 2.11.2007 subject announced it is postponing the public offering due to unfavorable market condition and awaits the suitable market conditions to proceed with the offering.

 

There are no charges registered on the company's assets.

 

 

ANNUAL SALES

 

 

                                                                      Consolidated Statements of Income

                                                                                        NIS (thousands)

                                                                                 Year ended December 31st

 

                                                                        2004                   2005                 2006

Revenues                                                         501,186             603,846            1,041,951

 

Gross profit                                                      174,557             177,915              321,908

 

Operating income                                              108,692               88,241              170,677

 

Profits before taxes on income                             91,350               58,272              136,560

 

Net income                                                        57,790               42,010                95,601

                                                                     =======           =======            =======

 

Consolidated first half of 2007 sales were NIS 613,183,000 (a 30% increase comparing to the parallel period in 2006), making a gross profit of NIS 187,495,000, an operating income of NIS 97,864,000, and a net income of NIS 54,972,000.

 

According to subject's draft prospectus submitted in October 2007, subject forecasts a sharp decrease in operating profit for the 3rd quarter 2007 comparing to the previous quarter and the parallel period in 2006. Subject explains the decrease in operating profit (as sales keep rising by some 20%) in the marketing efforts and investments in penetrating into new markets and introducing new products.

 

 

OTHER COMPANIES

 

ADIT INDUSTRY BUILDINGS LTD., 100%,

ILERLI TIN PROCESSING LTD., 100%,

EL-ZON HOLDINGS LTD., 100%, non active,

RAAS METALS, 100%, non active,

GILINOX S.R.L., 100%, Romania, non active,

PRIMAPOL METAL SPOT S.R.O., 100%, Czech Republic, owns PRIMASPOT DEUTSCHLAND GmbH, marketing company in Germany.

DALIAN BEST METALS CO. LTD., 100%,

SHINTU INC., 90%, USA, fully owns the 2 u/m U.S. subsidiaries:

MATERIALS TECHNOLOGY SOLUTIONS INC. (M.T.S.),

HADCO.

 

 

BANKERS

 

Mercantile Discount Bank Ltd., Beit Maiya Branch (No. 656), Tel Aviv, account No. 56782.

 

A check with the Central Banks' data base did not reveal negative information regarding subject’s a/m account.

 

Bank Leumi LeIsrael Ltd., Hahashmonaim Business Branch (No. 817), Tel Aviv.

Bank Leumi LeIsrael Ltd., Central Branch (No. 800), Tel Aviv.

Bank Hapoalim Ltd., Central Branch (No. 600), Tel Aviv.

 

 

CHARACTER AND REPUTATION

 

In August 2007 The ISRAEL ELECTRIC CORP. filed a lawsuit to the Tel Aviv District Court against subject on NIS 2.5 million for goods that were not delivered in 2003.

 

Apart from that, nothing unfavorable learned.

 

Subject is ISO 9002 certified.

 

Subject is considered a local leading company in the "white metals" sector.

 

In March 2002, subject signed a deal to acquire all the activities (including goodwill, stock, machinery and equipment) of 2 sister companies FEINGOLD STEEL INDUSTRIES LTD. and FEINGOLD STEELS (1960) LTD., for a sum of US$ 3.6 million. Both companies operate in the steel field.

 

The 2 companies’ annual income on average for the previous 3 years was NIS 23 million (together).

 

During 2002 and 2003 there were negotiations with couple of local companies in the metal fields to acquire their activities, which did not materialize.

 

In June 2004, it was reported that subject acquired all stock of GLOBAL METALS, a local metal company which went into receivership.

 

In July 2004, it was reported that subject won a NIS 30 million deal to provide metal to the ISRAEL AIRCRAFT INDUSTRIES. In September 2005, the deal was extended by further NIS 85 – 100 million.

 

Also In July 2004, it was reported that subject signed a deal to acquire 51% of an American metal trading company, for a sum of US$ 500,000.

 

In October 2004, subject established a new subsidiary in the Czech Republic.

 

In March 2005, subject signed a deal to acquire the activities of a metal trading Czech company, for a sum of € 895,000.

 

In February 2006, subject completed a deal acquiring an American metal trading firm through HADCO, a subsidiary established for this purpose in the USA, for a sum of US$ 11 million (US$ 3 million for the company and US$ 8 million for the stock).

 

In May 2006, subject opened a branch in China.

 

In June 2006, subject acquired a 10,000 sq. meters plot in Romania, for a sum of € 600,000.

 

In December 2006 subject reported it has signed an agreement to purchase aluminum products in volume of US$ 40-44 million from a European plant. This is in the framework of subject's international expansion plans. Products will be marketed worldwide, as well as in Israel.

 

In January 2007 subject's Board decided to pay cash dividends in total of NIS 25 million.

 

FIMI, one of subject's shareholders, is a leading local investment fund. Founded in 1997, FIMI is Israel's first dedicated mezzanine and buy-out fund. FIMI, managed by entrepreneur Ishay Davidi, has over 36 major transactions valued at more than US$ 400 million. Its investors list includes institutional and private investors from the United States and Israel.

 

Metal prices in Israel increased significantly in the last couple of years as part of the global trend, which affected the sales figures of companies operating in these related areas. In 2006 steel prices rose by 25% to 35% relative to 2005 prices.

 

According to the Chairman of the Metal and Electricity sectors at the Manufacturers’ Association, overall sales of the various metal related sectors in 2005 increased by 13% in real terms comparing to 2004, reaching NIS 57 billion. Sales to the local market increased by 16% form 2004, summing up to NIS 34.7 billion. The metal products branch in particular noted an impressive 21.8% increase up to NIS 21.5 billion, comparing to NIS 17.6 billion in 2004. Basic metal sales amounted to NIS 4.2 billion, a 17.8% increase.

 

Total sales (export and to the local market) grew futher in 2006. Industrial exports in 2006 totaled over US$ 5 billion (metal sector accounted for US$ 1.75 billion).

 

Investment in machinery and equipment rose by 15% comparing to 2005.

 

The Metal and Electricity sectors forecasted sales in 2007 are NIS 75 billion, representing a growing trend the 4th year in a raw.

 

The recovery contributed to the growth in the manufacturing activity and the number of employees in those sectors after several years of downsizing. After the increase in 2004, 2,100 new employees were added to the branches in 2006, bringing the total number of employees in these industries to over 100,000.

 

 

SUMMARY

 

Good for trade engagements.

 

RATING EXPLANATIONS

 

RATING

STATUS

 

 

PROPOSED CREDIT LINE

>86

Aaa

Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums

 

Unlimited

71-85

Aa

Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums

 

Large

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

 

Fairly Large

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

 

Satisfactory

26-40

B

Unfavourable & favourable factors carry similar weight in credit consideration. Capability to overcome financial difficulties seems comparatively below average.

 

Small

11-25

Ca

Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity

 

Limited with full security

<10

C

Absolute credit risk exists. Caution needed to be exercised

 

 

Credit not recommended

NR

In view of the lack of information, we have no basis upon which to recommend credit dealings

No Rating

 

 

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

 

Financial condition (40%)            Ownership background (20%)                 Payment record (10%)

Credit history (10%)                    Market trend (10%)                                Operational size (10%)

 

 

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions