MIRA
INFORM REPORT
|
Report Date : |
21.01.2011 |
IDENTIFICATION DETAILS
|
Name : |
RAIN COMMODITIES LIMITED (w.e.f. 16.11.2004) |
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|
|
|
Formerly Known
As : |
PRIYADARSHINI CEMENT LIMITED |
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|
Registered
Office : |
“Rain Centre”, 34, |
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Country : |
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Financials (as
on) : |
31.12.2009 |
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Date of
Incorporation : |
15.03.1974 |
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|
Com. Reg. No.: |
01-001693 |
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CIN No.: [Company Identification
No.] |
L26942AP1974PLC001693 |
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|
Legal Form : |
A Public Limited Liability Company. The Company’s Shares are listed on
stock exchange. |
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Line of Business
: |
Manufacturer and Seller of Cement. |
RATING & COMMENTS
|
MIRA’s Rating : |
A (68) |
|
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 |
|
Maximum Credit Limit : |
USD 24000000 |
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|
|
|
Status : |
Good |
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Payment Behaviour : |
Regular |
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Litigation : |
Clear |
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Comments : |
Subject is a well established and reputed company having fine track.
Financial position of the company appears to be sound. Trade relations are
reported as fair. Business is active. Payments are reported to be regular and
as per commitments. The company can be considered good for any normal business dealings at
usual trade terms and conditions. |
NOTES :
Any query related to this report can be made
on e-mail : infodept@mirainform.com
while quoting report number, name and date.
ECGC Country Risk Classification List – April 1, 2010
|
Country Name |
Previous Rating (31.12.2009) |
Current Rating (01.04.2010) |
|
|
A1 |
A1 |
|
Risk Category |
ECGC
Classification |
|
Insignificant |
A1 |
|
Low |
A2 |
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Moderate |
B1 |
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High |
B2 |
|
Very High |
C1 |
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Restricted |
C2 |
|
Off-credit |
D |
INFORMATION DECLINED BY
|
Name : |
Mr. Narendra |
|
Designation : |
Finance Manager |
|
Contact No.: |
91-40-40401234 |
|
Date : |
19.01.2011 |
LOCATIONS
|
Registered Office : |
“Rain Centre”, 34, |
|
Tel. No.: |
91-40-40401234 |
|
Fax No.: |
91-40-40401214 |
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E-Mail : |
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Website : |
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Factory 1 : |
Unit –I |
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Factory 2 : |
Unit –II |
DIRECTORS
As on 17.06.2009
|
Name : |
Mr. Nellore Radhakrishna Reddy |
|
Designation : |
Chairman cum Managing Director |
|
Address : |
Plot No. 38, |
|
Date of Birth/Age : |
01.07.1942 |
|
Date of Appointment : |
24.11.2007 |
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|
|
|
Name : |
Mr. |
|
Designation : |
Managing Director |
|
Address : |
Plot No. 38, |
|
Date of Birth/Age : |
17.01.1967 |
|
Date of Appointment : |
24.11.2007 |
|
|
|
|
Name : |
Mr. Nellore Sujithkumar Reddy |
|
Designation : |
Executive Director |
|
Address : |
Plot No. 38, |
|
Date of Birth/Age : |
26.07.1971 |
|
Date of Appointment : |
01.04.2008 |
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|
|
|
Name : |
Mr. G Krishna Prasad |
|
Designation : |
Director |
|
Address : |
H No. 8-3-945/A/19, Nagarjuna Nagar, Hyderabad-500073, |
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Date of Birth/Age : |
01.04.1969 |
|
Date of Appointment : |
14.02.2005 |
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|
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|
Name : |
Mr. Petluru Venugopal Reddy |
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Designation : |
Director |
|
Address : |
H.No. 3-4-615, Flat No. 203, Megacity Residency, Narayanguda,
Hyderabad-500029, |
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Date of Birth/Age : |
20.07.1963 |
|
Date of Appointment : |
25.11.2005 |
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|
|
|
Name : |
Mr. Sagar Vidya Satya Reddy |
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Designation : |
Nominee Director |
|
Address : |
Flat No. 1, Vikas Sadan, IDBI, Officers Quarters, H. No. 11-4-623/A AC
Guards, Hyderabad-500004, Andhra Pradesh, India |
|
Date of Birth/Age : |
12.07.1956 |
|
Date of Appointment : |
14.03.2008 |
|
|
|
|
Name : |
Mr. Venkatraman Prakash |
|
Designation : |
Nominee Director |
|
Address : |
Plat No. 705, 7th Floor, RAheja Spruce Block- G, 7th
CRS, 8th Block, Koramangala, Bangalore-560034, |
|
Date of Birth/Age : |
18.06.1962 |
|
Date of Appointment : |
29.07.2008 |
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|
|
|
Name : |
Mr. Ramanujam Ramaswamy |
|
Designation : |
Nominee Director |
|
Address : |
H No. 6-3-1192/1, Flat -505, Block-A, Kundan Bagh Apartments, Begumpet,
Hyderabad-500016, Andhra Pradesh, India |
|
Date of Birth/Age : |
21.09.1973 |
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Date of Ceasing: |
29.07.2008 |
KEY EXECUTIVES
|
Name : |
Mr. S Venkat Raman Reddy |
|
Designation : |
Company Secretary |
|
Address : |
H. No. 8-5-210/92/93, |
|
Date of Birth/Age : |
06.02.1973 |
|
Date of Appointment : |
10.02.2008 |
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|
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|
Name : |
Mr. T Srinivasa Rao |
|
Designation : |
Vice President (F and A) |
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|
Name : |
Mr. G N V S R R Kumar |
|
Designation : |
Vice President ( F and A) |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
As on 31.12.2010
|
Names of Shareholders |
No. of Shares |
Percentage |
|
(A) Shareholding of Promoter and Promoter Group |
|
|
|
|
|
|
|
|
8,780,527 |
12.40 |
|
|
16,514,519 |
23.31 |
|
|
25,295,046 |
35.71 |
|
|
|
|
|
|
4,796,173 |
6.77 |
|
|
4,796,173 |
6.77 |
|
Total shareholding of Promoter and Promoter Group (A) |
30,091,219 |
42.48 |
|
(B) Public Shareholding |
|
|
|
|
|
|
|
|
12,022,454 |
16.97 |
|
|
14,425 |
0.02 |
|
|
7,722,457 |
10.90 |
|
|
85 |
- |
|
|
85 |
- |
|
|
19,759,421 |
27.90 |
|
|
|
|
|
|
6,101,992 |
8.61 |
|
|
|
|
|
|
7,731,908 |
10.92 |
|
|
1,921,588 |
2.71 |
|
|
5,228,451 |
7.38 |
|
|
3,046,197 |
4.30 |
|
|
23,399 |
0.03 |
|
|
14,995 |
0.02 |
|
|
1,850,000 |
2.61 |
|
|
4,530 |
0.01 |
|
|
289,330 |
0.41 |
|
|
20,983,939 |
29.62 |
|
Total Public shareholding (B) |
40,743,360 |
57.52 |
|
Total (A)+(B) |
70,834,579 |
100.00 |
|
(C) Shares held by Custodians and against which Depository Receipts
have been issued |
- |
- |
|
|
- |
- |
|
|
- |
- |
|
|
- |
- |
|
Total (A)+(B)+(C) |
70,834,579 |
100.00 |
(1) Indian
Individuals / Hindu Undivided Family
Foreign Financial InstitutionsBUSINESS DETAILS
|
Line of Business : |
Manufacturer and Seller of Cement. |
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Products : |
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GENERAL INFORMATION
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No. of Employees : |
Not Divulged by the Management |
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Bankers : |
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Facilities : |
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Banking
Relations : |
-- |
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Financial Institute: |
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Statutory Auditors : |
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|
Name : |
Deloitte Haskins and Sells Chartered Accountant |
|
Address : |
3rd Floor, Gora Grand, |
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|
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Internal Auditors : |
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|
Name : |
Ernst and Young Private Limited Chartered Accountant |
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Address : |
The Oval Office, 18, ilabs Centre, Madhapur, Hyderabad-500081, |
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Subsidiaries : |
·
Rain CII Carbon ( U23209AP1999PLC031631 ·
Rain CII Carbon (Vizag) Limited U11100AP2008PLC058785 ·
Rain Commodities ( ·
Rain Calciner Limited ·
Rain CII Carbon ·
Rain CII Carbon Mauritius Limited ·
Rain Global Services LLC ·
Rain Global Services HK Limited ·
Moonglow Company Business Inc, BVI ·
Rain CII Carbon Mauritius Limited ·
CII Carbon Corporation ·
Zhenjiang Xin Tian Tansu Company Limited |
CAPITAL STRUCTURE
As on 31.12.2009
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
118000000 |
Equity Shares |
Rs. 10/- each |
Rs. 1180.000 Millions |
|
4900000 |
Redeemable Preference Shares |
Rs. 100/- each |
Rs. 490.000 Millions |
|
|
Total |
|
Rs. 1670.000
Millions |
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
70834579 |
Equity Shares (Of the above 34861286 equity shares of Rs.
10/- each allotted to the shareholders of erstwhile Rain Calcining limited
pursuant to the scheme of arrangement between the company and erstwhile Rain
Calcining Limited, without payment being received in cash. |
Rs. 10/-
each |
Rs. 708.346
Millions |
|
|
Total |
|
Rs. 708.346 Millions |
FINANCIAL DATA
[all figures are
in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
SOURCES OF FUNDS |
31.12.2009 |
31.12.2008 |
31.12.2007 |
|
|
SHAREHOLDERS FUNDS |
|
|
|
|
|
1] Share Capital |
708.346 |
708.346 |
321.100 |
|
|
2] Share Application Money |
0.000 |
0.000 |
136.000 |
|
|
3] Reserves & Surplus |
5494.169 |
4254.146 |
2885.448 |
|
|
4] (Accumulated Losses) |
0.000 |
0.000 |
0.000 |
|
|
5] Capital Suspense |
0.000 |
0.000 |
348.613 |
|
|
NETWORTH |
6202.515 |
4962.492 |
3691.161 |
|
|
LOAN FUNDS |
|
|
|
|
|
1] Secured Loans |
2144.512 |
4264.364 |
2849.976 |
|
|
2] Unsecured Loans |
754.966 |
654.120 |
716.940 |
|
|
TOTAL BORROWING |
2899.478 |
4918.484 |
3566.916 |
|
|
DEFERRED TAX LIABILITIES |
409.505 |
434.441 |
243.700 |
|
|
|
|
|
|
|
|
TOTAL |
9511.498 |
10315.417 |
7501.777 |
|
|
|
|
|
|
|
|
APPLICATION OF FUNDS |
|
|
|
|
|
|
|
|
|
|
|
FIXED ASSETS [Net Block] |
4999.149 |
4878.330 |
1955.555 |
|
|
Capital work-in-progress |
116.679 |
304.266 |
2418.222 |
|
|
|
|
|
|
|
|
INVESTMENT |
2440.356 |
2405.850 |
2406.372 |
|
|
DEFERREX TAX ASSETS |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
CURRENT ASSETS, LOANS & ADVANCES |
|
|
|
|
|
|
Inventories |
827.017
|
616.699 |
299.648 |
|
|
Sundry Debtors |
113.445
|
1470.138 |
432.193 |
|
|
Cash & Bank Balances |
135.670
|
115.118 |
140.694 |
|
|
Other Current Assets |
0.632
|
3.239 |
1.188 |
|
|
Loans & Advances |
2627.320
|
2348.482 |
1265.326 |
|
Total
Current Assets |
3704.084
|
4553.676 |
2139.049 |
|
|
Less : CURRENT
LIABILITIES & PROVISIONS |
|
|
|
|
|
|
Sundry Creditors |
539.316 |
829.352 |
537.582 |
|
|
Other Current Liabilities |
673.329
|
651.950 |
627.166 |
|
|
Provisions |
536.125
|
345.403 |
252.673 |
|
Total
Current Liabilities |
1748.770
|
1826.705 |
1417.421 |
|
|
Net Current Assets |
1955.314
|
2726.971 |
721.628 |
|
|
|
|
|
|
|
|
MISCELLANEOUS EXPENSES |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
|
|
TOTAL |
9511.498 |
10315.417 |
7501.777 |
|
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.12.2009 |
31.12.2008 |
31.12.2007 |
|
|
|
SALES |
|
|
|
|
|
|
|
Income |
8415.983 |
10038.968 |
4620.643 |
|
|
|
Other Income |
67.242 |
40.520 |
24.881 |
|
|
|
TOTAL (A) |
8483.225 |
10079.488 |
4645.524 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Payment and Benefits to Employees |
243.773 |
242.632 |
113.259 |
|
|
|
Manufacturing Expenses |
4143.579 |
6031.394 |
1797.310 |
|
|
|
Increase/ Decrease in Stock in trade |
[176.348] |
[21.758] |
[72.758] |
|
|
|
Administrative, Selling and other expenses |
2185.369 |
1903.978 |
1422.630 |
|
|
|
Exceptional Item |
[507.954] |
0.000 |
0.000 |
|
|
|
TOTAL (B) |
5888.419 |
8156.246 |
3260.441 |
|
|
|
|
|
|
|
|
Less |
PROFIT
BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
2594.806 |
19213.243 |
1385.083 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
292.020 |
485.434 |
273.228 |
|
|
|
|
|
|
|
|
|
|
PROFIT
BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
2302.786 |
1437.809 |
1111.855 |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
310.344 |
224.855 |
101.179 |
|
|
|
|
|
|
|
|
|
|
PROFIT BEFORE
TAX (E-F) (G) |
1992.442 |
1212.954 |
1010.676 |
|
|
|
|
|
|
|
|
|
Less |
TAX (I) |
445.789 |
362.417 |
757.4321 |
|
|
|
|
|
|
|
|
|
|
PROFIT AFTER TAX
(G-I) (J) |
1546.653 |
850.537 |
253.244 |
|
|
|
|
|
|
|
|
|
Add |
PREVIOUS
YEARS’ BALANCE BROUGHT FORWARD |
2377.847 |
1874.132 |
1884.376 |
|
|
|
|
|
|
|
|
|
Less |
APPROPRIATIONS |
|
|
|
|
|
|
|
Transfer to Debenture Redemption Reserve |
[80.975] |
[62.029] |
6.948 |
|
|
|
Transfer to Capital Redemption Reserve |
-- |
12.000 |
-- |
|
|
|
Transfer to General Reserve |
262.100 |
85.100 |
25.700 |
|
|
|
Proposed Dividend |
262.088 |
266.465 |
197.320 |
|
|
|
Tax on Dividend |
44.542 |
45.286 |
33.520 |
|
|
BALANCE CARRIED TO
THE B/S |
3436.745 |
21377.847 |
1874.132 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Green Petroleum Coke |
502.069 |
2941.084 |
486.142 |
|
|
|
Coal and Fuel Grade Coke |
136.963 |
513.314 |
1.494 |
|
|
|
Capital Goods |
31.481 |
5.027 |
124.442 |
|
|
TOTAL IMPORTS |
670.513 |
3459.425 |
612.078 |
|
|
|
|
|
|
|
|
|
|
Earnings Per
Share (Rs.) |
|
|
|
|
|
|
Basic |
21.83 |
12.08 |
12.77 |
|
|
|
Diluted |
21.83 |
12.08 |
11.59 |
|
QUARTERLY RESULTS
|
PARTICULARS |
31.03.2010 |
30.06.2010 |
30.09.2010 |
|
Type |
1st
Quarter |
2nd
Quarter |
3rd
Quarter |
|
Net Sales |
2465.600 |
1888.900 |
1942.400 |
|
Total Expenditure |
2300.700 |
1613.900 |
1877.000 |
|
PBIDT (Excl OI) |
164.900 |
275.000 |
65.400 |
|
Other Income |
9.500 |
286.600 |
88.000 |
|
Operating Profit |
174.400 |
561.600 |
153.400 |
|
Interest |
84.100 |
84.500 |
63.300 |
|
Exceptional Items |
0.000 |
0.000 |
0.000 |
|
PBDT |
90.300 |
477.100 |
90.100 |
|
Depreciation |
79.400 |
80.900 |
81.900 |
|
Profit Before Tax |
10.900 |
396.200 |
8.200 |
|
Tax |
[20.300] |
75.100 |
112.500 |
|
Provisions and contingencies |
0.000 |
0.000 |
0.000 |
|
Profit After Tax |
31.200 |
321.100 |
[104.300] |
|
Extraordinary Items |
0.000 |
0.000 |
0.000 |
|
Prior Period Expenses |
0.000 |
0.000 |
0.000 |
|
Other Adjustments |
0.000 |
0.000 |
0.000 |
|
Net Profit |
31.200 |
321.100 |
[104.300] |
KEY RATIOS
|
PARTICULARS |
|
31.12.2009 |
31.12.2008 |
31.12.2007 |
|
PAT / Total Income |
(%) |
18.23
|
8.44 |
5.45 |
|
|
|
|
|
|
|
Net Profit Margin (PBT/Sales) |
(%) |
23.67
|
12.08 |
21.87 |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
22.89
|
12.86 |
24.68 |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.32
|
0.24 |
0.27 |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Liability/Networth) |
|
0.75
|
1.36 |
1.35 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
2.12
|
2.49 |
1.51 |
LOCAL AGENCY FURTHER INFORMATION
DETAILS OF SUNDRY
CREDITORS
(Rs.
in Millions)
|
Particulars |
31.12.2009 |
31.12.2008 |
31.12.2007 |
|
Sundry Creditors |
|
|
|
|
- Dues to Micro and Small Enterprises |
0.461 |
0.000 |
0.000 |
|
- Dues to Other than Micro and small enterprises |
538.855 |
829.352 |
537.582 |
|
Total |
539.316 |
829.352 |
537.582 |
Note:
The Registered office of the company has been shifted from Plot No. 34,
8-3-1008,
Operations:
During the period, the company has achieved a turnover of Rs. 8415.983
Millions, including turnover of Rs. 531.319 Millions from trading in Carbon
products, earned a Net Profit of Rs. 1546.653 Millions and production was
recorded at 2372.299 Millions Metric Tonnes.
Outlook for Cement
Industry:
Outlook for the cement industry continues to be moderate in 2010. Growth
in the housing sector and infrastructure projects is likely to provide support
to the prices and hedge against any demand slowdown in the near future. The
Brown Field cement capacity expansion of 1.5 million tons at
However, with the new Cement Greenfield and Brownfield expansions
commencing operations, Cement supply is
expected to be far higher than the demand resulting in lower capacity
utilizations and reduced sales realizations.
In these conditions, the management continues to concentrate on cost
reduction in power, other inputs and freight, such as increased use of domestic
coal and optimizing the freight cost by setting up Fly Ash Handling and Cement
Packing Unit at
PACKING PLANT
The Karnataka Power Corporation Limited (KPCL) has granted permission to
collect Dry Fly Ash from its Thermal
Power Station, located at
In order to optimize the freight cost, the Company is setting-up a
Packing Unit at the said location with a capacity of packing 6 lakh tonnes of
Cement per annum with a capital expenditure of Rs.100.000 Millions.
OVERVIEW OF
CALCINED PETROLEUM COKE (CPC)
BUSINESS
Rain CII Carbon (
Rain CII Carbon (
Rain CII Carbon (India) Limited has recorded a turnover of Rs.8886.100
Millions and net profit of Rs.1235.500 Millions for the financial year ended
December 31, 2009.
Rain CII Carbon (
Petroleum Coke plants in
Rain CII Carbon LLC,
OUTLOOK FOR
CALCINED PETROLEUM COKE (CPC)
INDUSTRY
Aluminum industry, the largest consumer industry of CPC, was growing at
about 5% per annum globally in the past ten years. However, in the year 2009
due to global economic downturn that coupled with unprecedented decline in the
Aluminum metal prices resulted in substantial reduction of global aluminum
production. The demand for CPC was also reduced in the similar percentage. In these
circumstances management took a holistic response by initiating various actions
including curtailment of CPC production, overhead rationalization and working
capital improvement.
The world demand, particularly in automotive and commercial transportation,
for aluminum is likely to grow from 2010. The demand for global primary
aluminum is expected to grow at about 10% in 2010 and is expected to get
doubled in next fifteen years. Accordingly, the outlook for CPC industry would
be moderate in the year 2010 and become strong from the year 2011 onwards. The
performance of the Group, being the world's largest calciner with operations in
both US and
JOINT VENTURE
Pursuant to the approval of Board of Directors at their meeting held on
April 23, 2009, the Company has sold 17,250,000 shares (including 75,000 shares
held by Rain Commodities (USA) Inc., a wholly owned subsidiary) held in
Petroleum Coke Industries Company, Kuwait (Joint Venture) to AL-Mal Investment
Company, Kuwait for a
consideration of Rs.765.800 Millions. With this sale, the Company has
divested its entire equity holding of 11.50% in Petroleum Coke Industries
Company,
SUBSIDIARY
COMPANIES
The Ministry of Corporate Affairs (MCA), Government of India vide their
letter No.47/710/2009-CL-III, Dated December 4, 2009 granted exemption from
attaching the Balance sheet, Profit and Loss Account, Directors Report and
Auditors Report of Subsidiary Companies to the Balance sheet of the Company.
The Company will provide with the copy of the Annual Accounts of the subsidiary
companies and other related information upon request by any member of the
Company or its Subsidiary Companies. The Annual Accounts of the Subsidiary
Companies are kept for inspection by any investor at the registered office of
the Company and the subsidiary companies.
A statement of Rain Commodities Limited (Holding Company) interest in
Rain CII Carbon (India) Limited, Rain CII Carbon (Vizag) Limited (formerly Rain
Calciner Limited), Rain CII Carbon LLC, Rain CII Carbon Mauritius Limited, Rain
Global Services HK Limited, Rain Global Services LLC, Rain Commodities (USA)
Inc., CII Carbon Corporation, Zhenjiang Xin Tian Tansu Company Limited, and
Moonglow Company Business Inc (Subsidiary Companies/step subsidiary Companies)
is enclosed as required under Section 212 of the Companies Act, 1956.
The information of Subsidiary Companies as required to be disclosed as
per the directions given by MCA while granting exemption under section 212(8)
of the Companies Act, 1956 is enclosed and forms part of the Annual Report.
MANAGEMENT
DISCUSSION AND ANALYSIS
A. CEMENT
CEMENT INDUSTRY
STRUCTURE AND DEVELOPMENT
The Indian Cement industry - comprising of 148 large cement plants and
more than 360 mini cement plants, is the world's second largest cement
producer. The industry's capacity at the beginning of the year 2009-10 was 219
million tonnes. The demand for cement, being a derived demand, depends
primarily on the industrial activity, real estate business, construction
activity and investment in the infrastructure sector. Indian cement industry is
globally competitive because the industry has witnessed healthy trends such as
continuous technology upgradation and cost controlling. An additional capacity
of around 100 million tonnes is likely to be on stream by March 2012, resulting
in supply exceeding the demand. Cement capacity utilization is expected to
improve sharply after Financial Year 2012 with the expected strong demand coupled
with limited capacity additions after 2012.
OPPORTUNITIES AND
THREATS
Opportunities
Despite apprehensions about the impact of inflation and slowdown in
Industrial production and overall economic scenario, the demand prospect for
the cement sector remains positive with the growth in Infrastructure, Housing,
Roads, Ports, Power, Urban Housing and Irrigation Projects Cement demand is
likely to remain robust in the near
term, driven by the Housing and Infrastructure sectors which will
correspondingly be aided by higher disposable income, rising population,
changing demographics and reduction in average size of household.
Threats
With the commissioning of about 100 million tones of new cement capacities
during 2010-12, the Indian cement capacity utilizations are expected to
moderate from the high levels of FY 2008.
Furthermore, with the sharp slowdown in real estate and the
capital-starved infrastructure sector, coupled with a broad economic downturn
may see the industry face considerable pressure on profitability. Earlier, the
cement sector had seen a rise in prices driven by strong demand coupled with
optimum capacity utilizations, but management feel the robust demand growth
alone is not enough to arrest the decline in the average cement realizations
and margin erosions, when capacity build is far in excess of demand growth.
OUTLOOK OF CEMENT
INDUSTRY
Outlook for the cement industry continues to be moderate in 2010. Growth
in the housing sector and infrastructure projects is likely to provide support
to the prices and hedge against any demand slowdown in the near future. The
Brown Field cement capacity expansion of 1.5 million tons at
However, with the new cement
In these conditions, the management continues to concentrate on cost
reduction in power, other inputs and freight, such as increased use of domestic
coal and optimizing the freight cost by setting up Fly Ash collection and
Cement Packing Unit at
B) CALCINED
PETROLEUM COKE (CPC) CPC INDUSTRY STRUCTURE AND DEVELOPMENT
Calcined Petroleum Coke (CPC) is an essential component of carbon anode
for the Aluminum industry and is also used as a source of carbon for the
Titanium Dioxide and Steel industries. The world CPC capacity at the beginning
of the year 2009 is estimated to be about 22.5 million tonnes, US and
L.L.C by Rain Group and Great Lakes Carbon by Oxbow Carbon, now two
large calciners Rain and Oxbow controls a market share of more than 20% of
global CPC industry.
The demand for CPC is primarily depend on the growth in demand for
Aluminum, as more than 85% of global CPC production is consumed by Aluminum
industry. The global primary Aluminum production capacity as at January 1, 2010
is about 49.2 million tonnes (Indian Aluminum capacity of 1.5 million tons).
The increase in demand for Aluminum will have a proportionate increase in
demand for CPC.
Demand for CPC is expected to be strong in near term with the expected
ramp-ups in Aluminum capacities in Middle East and Asia (especially in
In
Correspondingly, production increased and most of the previous curtailed
capacity has been restarted. With additional new capacity coming on stream,
production in
OUTLOOK OF
CALCINED PETROLEUM COKE
INDUSTRY
Aluminum industry, the largest consumer industry of CPC, was growing at
about 5% per annum globally in the past ten years. However, in the year 2009 due
to global economic downturn that coupled with unprecedented decline in the
Aluminum metal prices resulted in substantial reduction of global aluminum
production. The demand for CPC was also reduced in the similar percentage, in
those situations management took a holistic response by initiating various
actions including curtailment of CPC production, overhead rationalization and
working capital improvement.
The world demand, particularly in automotive and commercial
transportation, for aluminum is likely to grow from 2010. The demand for global
primary aluminum is expected to grow at about 10% in 2010 and is expected to
get doubled in next fifteen years. Accordingly, the outlook for CPC industry
would be moderate in the year 2010 and become strong from the year 2011
onwards.
The performance of the Group, being the world's largest calciner with
operations in both US and
OPERATIONS
During the year the Company has achieved a turnover of Rs.8415.983
Millions and a cement production of
23,72,299 Metric Tonnes.
During the year the Company has earned a profit after tax of Rs.1546.653
Millions. The Earnings per share of the Company as on December 31, 2009 was
Rs.21.83 (Basic) and Rs.21.83 (diluted).
The Paid up Share Capital of the Company as on December 31, 2009 is Rs.
708345.790 Millions comprising of
7,08,34,579 equity shares of Rs.10/- each fully paid-up.
Bankers Charges
Report as per Registry
|
Corporate
identity number of the company |
L26942AP1974PLC001693 |
|
Name of the
company |
RAIN COMMODITIES LIMITED |
|
Address of the registered
office or of the principal place of
business in |
“Rain Centre”, 34, |
|
This form is for |
Creation of
charge |
|
Type of charge |
Immovable property Book Debts Movable Property |
|
Particular of
charge holder |
IL and FS Trust Company Limited, IL and FS Financial Centre, Plot No.
C22 G Block, Bandra Kurla Complex, Bandra East, Mumbai-400051, |
|
Nature of
instrument creating charge |
|
|
Date of
instrument Creating the charge |
17.09.2010 |
|
Amount secured by
the charge |
Rs. 1852.000
Millions |
|
Brief of the
principal terms an conditions and extent and operation of the charge |
Rate of Interest 3 Months/ 6
months USD LIBOR Terms of
Repayment Average Maturity
of 5.09 years, 64% of the Loan Amount (ECB) shall be repaid in 8 equal
quarterly installments from Janunary 01, 2014 to October 01, 2015. 12% on
January 01, 2016 and the balance 24% shall be repaid as bullet repayment on
April 01, 2016 Margin 400 bps per annum Extent and Operation
of the charge 1) Pari passu first mortgage and charge on
all the company’s movable and immovable properties, both present and future. 2) A pari passu second charge by way of
hypothecation of al the company’s current assets |
|
Short particulars
of the property charged |
A pari passu
first mortgage and charge over all the company’s immovable properties both
present and future situated at Unit –I Ramapuram Village, Kodad Taluk,
Nalgonda District A.P. A Pari passu
first mortgage and charge over all the company’s immovable properties both
present and future situated at A pari passu
first charge by way of hypothecation of all the company’s movable properties
both present and future situated at Unit-I Ramanpuram Village, Koadad Taluk,
Nalgonda District A.P. A pari pasdsu
first charge by way of hypothecation of all the company’s movable properties
both present and future situated at A pari passu
second charge by way of hypothecation of all the company’s current assets. |
Fixed Assets:
·
Software
·
·
·
Building
·
Railway Siding
·
Plant and Machinery
·
Furniture and Fixture
·
Office Equipments
·
Vehicles
Unaudited
Financial Results (Stand-alone) for the quarter ended June 30, 2010
(Rs.
In Millions)
|
Particulars |
Quarter ended June 30, 2010 |
Half Year ended June 30, 2010 |
|
1 (a) Gross Sales |
2474.100 |
5449.800 |
|
(b) Less: Excise duties and taxes on sales |
585.200 |
1110.800 |
|
(c) Net Sales |
1888.900 |
4339.000 |
|
(d) Other Operating Income |
-- |
15.600 |
|
Total |
1888.900 |
4354.600 |
|
2 Expenditure |
|
|
|
a. (Increase) / Decrease in Stock
in Trade and Work in Progress |
57.600 |
71.100 |
|
b. Consumption of Raw Materials |
178.000 |
386.300 |
|
c. Purchase of Traded Goods |
3.800 |
544.900 |
|
d. Employee Cost |
78.800 |
162.500 |
|
e Depreciation |
80.900 |
160.300 |
|
f. Power and Fuel |
471.900 |
1099.800 |
|
g. Rates and Taxes |
15.500 |
21.800 |
|
h. Selling and Distribution
Expenses |
528.700 |
1044.100 |
|
i. Other Expenditure |
279.600 |
584.000 |
|
Total |
1694.800 |
4074.800 |
|
3 Profit from Operations before Other Income, Interest and Exceptional
Items (1-2) |
194.100 |
279.800 |
|
4 Other Income |
286.600 |
295.900 |
|
5 Profit before Interest and
Exceptional Items (3+4) |
480.700 |
575.700 |
|
6 Interest and Finance charges |
84.500 |
168.500 |
|
7 Profit after Interest but
before Exceptional Items (5-6) |
396.200 |
407.200 |
|
8 Exceptional Items |
-- |
-- |
|
9 Profit from Ordinary Activities before tax (7 - 8) |
396.200 |
407.200 |
|
10 Tax Expense |
75.100 |
54.900 |
|
11 Net Profit for the period (9-10) |
321.100 |
352.300 |
|
12 Paid-up Equity Share
Capital (Face Value Rs.10/- per Equity Share) |
708.300 |
708.300 |
|
13 Reserves excluding
Revaluation Reserves as per Balance Sheet of previous accounting year |
-- |
-- |
|
14 Earnings Per Share (EPS) - Basic and Diluted (not annualised) Rs |
4.53 |
4.97 |
|
15 Public shareholding |
|
|
|
- Number of shares |
40743360 |
40743360 |
|
- Percentage of shareholding |
57.52% |
57.52% |
|
16 Promoters and Promoter Group
Shareholding |
30091219 |
30091219 |
|
a) Pledged / Encumbered |
|
|
|
- Number of shares |
15652152 |
15652152 |
|
- Percentage of shares (as a % of the total shareholding of promoter
and promoter group) |
52.02% |
52.02% |
|
- Percentage of shares (as a % of the total share capital of the
company) |
22.10% |
22.10% |
|
b) Non - encumberedc |
|
|
|
- Number of shares |
14439067 |
14439067 |
|
- Percentage of shares (as a % of the total shareholding of promoter
and promoter group) |
47.98% |
47.98% |
|
- Percentage of shares (as a % of the total share capital of the
company) |
20.38% |
20.38% |
Notes:
1 The above Unaudited Financial Results have been reviewed by the Audit Committee
and approved by the Board of Directors at their meeting held on August 6, 2010.
2. The above Unaudited Financial
Results for the quarter ended June 30, 2010 have been reviewed by the Statutory
Auditors of the Company.
3. The Company has also recognised
all foreign currency translation losses / (gains), other than those stated
above, in the profit and loss account for the half year ended June 30, 2010 in
accordance with the provisions of Accounting Standard 11, - "The Effects
of Changes in Foreign Exchange Rates" (AS 11). Interest and Finance
Charges includes such foreign currency losses / (gains) as under
(Rs.
in Millions)
|
Particulars |
Quarter ended June 30, 2010 |
Half Year ended June 30, 2010 |
|
|
|
|
|
Loss/(gain) on foreign exchange fluctuation |
30.700 |
27.900 |
4. The Board of Directors of the Company in their meeting held on May
18, 2010 and shareholders of the Company in the court convened general meeting
held on July 29, 2010 have approved the following Corporate Restructuring of
the Company and its Wholly Owned Subsidiaries:
a) Transfer of Cement Business from Rain Commodities Limited (Holding
Company) to Rain CII Carbon (
b) Transfer of Calcined Petroleum Coke (CPC) and Power Business from
Rain CII Carbon (
c) Merger of Moonglow Company Business Inc, British Virgin Islands
(Wholly Owned Subsidiary of Rain CII Carbon (India) Limited) with Rain
Commodities Limited with effect from October 1, 2010 (Third Appointed Date) and
consequent reduction in Capital Reserve, Share Premium and General Reserve of
Rain CII Carbon (India) Limited (wholly Owned Subsidiary Company).
Approval from Lenders, Regulators and Hon’ble High Court of Andhra
Pradesh is awaited. Pending approval of this scheme, no adjustment in this
regard has been given effect to Unaudited Financial Results
5. The Company has received 65 investor complaints during the Quarter
ended June 30, 2010 and all of them were resolved. There were no complaints
pending, both at the beginning and at the end of the quarter which had to be
resolved.
6. The segment results are included and presented on consolidated basis
in compliance with Accounting Standard - 17 "Segment Reporting".
7. The Statement of Assets and Liabilities as required under clause
41(V)(h) of the Listing Agreement is as under:
|
Particulars |
As
at June
30, 2010 |
|
Shareholders'
Funds: |
|
|
(a) Capital |
708.300 |
|
(b) Reserve and Surplus |
5879.700 |
|
|
|
|
Loan Funds |
5356.000 |
|
|
|
|
Deferred Tax Liability (Net) |
392.300 |
|
|
|
|
Total |
12336.300 |
|
|
|
|
Fixed Assets (Net) includes CWIP |
5118.300 |
|
|
|
|
Investments |
3315.300 |
|
|
0 |
|
Current Assets,
Loans and Advances |
|
|
(a) Inventories |
698.200 |
|
(b) Sundry Debtors |
347.600 |
|
(c) Cash and Bank balances |
154.700 |
|
(d) Other current assets |
1.300 |
|
(e) Loans and Advances |
3790.700 |
|
Less: Current Liabilities and Provisions |
|
|
(a) Liabilities |
[1002.200] |
|
(b) Provisions |
[87.600] |
|
|
|
|
Total |
12336.300 |
8. The figures of the previous
periods have been regrouped and reclassified, wherever considered necessary
PRESS RELEASE:
Continued robust operating performance in spite of difficult global
economic conditions Consolidated profit increased to Rs. 4,448 Millions in CY
2009 Substantial reduction in Gross and Net Debt during CY 2009 Proposed
corporate restructuring of hiving-off Cement Business into a Subsidiary and
Potential listing of CPC Business Rain Commodities Limited (“Rain” or “the
Company”) has announced its consolidated audited financial results for the year
ended December 31, 2009. Rain is engaged in the business of manufacturing and
sale of Cement and Calcined Petroleum Coke and generation of energy (steam and
electricity) through waste-heat recovery. Rain carries-out its cement business
within Rain Commodities Limited and carries-out the Calcined Petroleum Coke
business through its Wholly Owned Subsidiaries Rain CII Carbon (India) Limited
and Rain CII Carbon LLC, US.
Financial Highlights:
·
Consolidated Net Income of Rs. 4,438 Millions in CY
2009, as compared to Consolidated Net Income of Rs. 4,038 Millions in CY 2008,
an increase of 10%.
·
Consolidated Net Revenues of Rs. 36,338 Millions in
CY 2009, as compared to Consolidated Revenues of Rs. 44,547 Millions in CY
2008, a decline of 18%.
·
Consolidated Earnings per Share of Rs. 62.66 for CY
2009, as compared to consolidated EPS of Rs. 57.35 for CY 2008, an increase of
9%.
·
Substantial
reduction in Gross debt of Rs. 30,312 Millions as on December 31, 2009, as
compared to Gross debt of Rs. 37,692 Millions as on Dec. 31, 2008. Further net
debt declined during the same period from Rs. 35,333 Millions to Rs. 26,964
Millions, due to strong operational cash flows.
The financial results demonstrates strong leadership of the Company in
CPC business and operational synergies achieved through integration of CII
Carbon, acquired in July 2007, with Indian Operations. In spite of 22% decline
in sales volumes in CPC Business during CY09, a result of fall in global
production of aluminium, the Company is able to report higher net income during
CY09 than that reported in CY08, through stabilization of Brownfield expansion
of cement capacity in Kurnool, exceptional profit from sale of investments in
Kuwait Joint Venture and reduction in interest costs due to lower LIBOR and
repayment of debt.
Management Discussion and Analysis:
1. Revenues Analysis (Rupees in Millions)
|
|
CY 2007 |
CY 2008 |
CY 2009 |
CAGR |
|
A) Cement |
|
|
|
|
|
|
5,501 |
7,088 |
7,885 |
20% |
|
|
26% |
16% |
21% |
|
|
B) Carbon Products |
16,006 |
37,767 |
29,012 |
35% |
|
|
74% |
84% |
79% |
|
|
|
21,507 |
44,856 |
36,897 |
|
|
|
|
|
|
|
|
Less: Inter segment revenue |
270 |
308 |
558 |
|
|
Net Revenue |
21,237 |
44,547 |
36,338 |
31% |
2. Sales and Production Data:
(In Metric Tons)
|
|
CY 2007 |
CY 2008 |
CY 2009 |
|
Production Volume |
|
|
|
|
A) Cement |
1,535,307 |
2,185,113 |
2,372,299 |
|
B) Carbon Products |
2,099,874 |
2,175,745 |
1,667,896 |
|
Sales Volume |
|
|
|
|
A) Cement |
1,517,859 |
2,164,353 |
2,366,463 |
|
B) Carbon Products |
2,160,386 |
2,220,070 |
1,741,026 |
Key Balance-sheet Break-up
3. Debt Profile (Rupees in Millions)
|
|
CY 2007 |
CY 2008 |
CY 2009 |
|
A) Cement |
3,567 |
4,918 |
2,899 |
|
B) Carbon Products |
26,412 |
32,773 |
27,412 |
|
Total |
29,979 |
37,692 |
37,692 |
4. Liquidity Profile (Rupees in Millions)
|
|
CY 2007 |
CY 2008 |
CY 2009 |
|
Cash and Cash Equivalents |
818 |
2,359 |
3,347 |
|
Undrawn committed facilities |
1,737 |
1,546 |
5,660 |
|
Total |
2,555 |
3,905 |
9,007 |
Note: Cash and Cash equivalents includes investment in liquid Mutual
Funds.
5. Net-worth Analysis
Net Worth of the group increased from Rs. 2,905 Millions as on December
31, 2007 to Rs. 12,104 Million as on December 31, 2009.
Important Developments in CPC Business:
·
During CY09, the Company acquired a CPC Plant with
a capacity of 20,000 Tons in
·
The Company is evaluating setting-up new energy
projects in two of its CPC Plants in US, to generate electricity through
waste-heat recovery and expects to commence the construction work towards the
end of CY10.
Proposed Corporate Restructuring:
The Board of Directors of the Company have reviewed and approved the
following proposed corporate restructuring of the Company and it’s Wholly Owned
Subsidiaries:
1. Hiving-off the Cement Operations to a Wholly Owned Subsidiary, to
enable possible induction f Joint Venture Partners in the future and/or to
pursue value-accretive acquisitions.
2. Creation of a Global Holding Company in
Subject to the approval of Lenders, Shareholders, Regulators and Hon’ble
High Court of Andhra Pradesh, the proposed Corporate Restructuring would be
implemented through a Scheme of Arrangement under Sections 391 and 394 of the
Companies Act, 1956.
CMT REPORT (Corruption, Money Laundering & Terrorism]
The Public Notice information has been collected from various sources
including but not limited to: The Courts,
1] INFORMATION ON
DESIGNATED PARTY
No records exist designating subject or any of its beneficial owners,
controlling shareholders or senior officers as terrorist or terrorist
organization or whom notice had been received that all financial transactions
involving their assets have been blocked or convicted, found guilty or against
whom a judgement or order had been entered in a proceedings for violating
money-laundering, anti-corruption or bribery or international economic or
anti-terrorism sanction laws or whose assets were seized, blocked, frozen or
ordered forfeited for violation of money laundering or international
anti-terrorism laws.
2] Court Declaration :
No records exist to suggest that subject is
or was the subject of any formal or informal allegations, prosecutions or other
official proceeding for making any prohibited payments or other improper
payments to government officials for engaging in prohibited transactions or
with designated parties.
3] Asset Declaration :
No records exist to suggest that the property or assets of the subject
are derived from criminal conduct or a prohibited transaction.
4] Record on Financial
Crime :
Charges or conviction
registered against subject: None
5] Records on Violation of
Anti-Corruption Laws :
Charges or
investigation registered against subject: None
6] Records on Int’l
Anti-Money Laundering Laws/Standards :
Charges or
investigation registered against subject: None
7] Criminal Records
No
available information exist that suggest that subject or any of its principals
have been formally charged or convicted by a competent governmental authority
for any financial crime or under any formal investigation by a competent
government authority for any violation of anti-corruption laws or international
anti-money laundering laws or standard.
8] Affiliation with
Government :
No record
exists to suggest that any director or indirect owners, controlling
shareholders, director, officer or employee of the company is a government
official or a family member or close business associate of a Government
official.
9] Compensation Package :
Our market
survey revealed that the amount of compensation sought by the subject is fair
and reasonable and comparable to compensation paid to others for similar
services.
10] Press Report :
No press reports / filings exists on
the subject.
CORPORATE GOVERNANCE
MIRA INFORM as part of its Due Diligence do provide comments on
Corporate Governance to identify management and governance. These factors often
have been predictive and in some cases have created vulnerabilities to credit
deterioration.
Our Governance Assessment focuses principally on the interactions
between a company’s management, its Board of Directors, Shareholders and other
financial stakeholders.
CONTRAVENTION
Subject is not known to have contravened any existing local laws,
regulations or policies that prohibit, restrict or otherwise affect the terms
and conditions that could be included in the agreement with the subject.
FOREIGN EXCHANGE RATES
|
Currency |
Unit
|
Indian Rupees |
|
US Dollar |
1 |
Rs.45.58 |
|
|
1 |
Rs.72.73 |
|
Euro |
1 |
Rs.61.45 |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
8 |
|
PAID-UP CAPITAL |
1~10 |
7 |
|
OPERATING SCALE |
1~10 |
8 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
7 |
|
--PROFITABILIRY |
1~10 |
7 |
|
--LIQUIDITY |
1~10 |
8 |
|
--LEVERAGE |
1~10 |
8 |
|
--RESERVES |
1~10 |
7 |
|
--CREDIT LINES |
1~10 |
-- |
|
--MARGINS |
-5~5 |
|
|
DEMERIT POINTS |
|
|
|
--BANK CHARGES |
YES/NO |
YES |
|
--LITIGATION |
YES/NO |
NO |
|
--OTHER ADVERSE INFORMATION |
YES/NO |
NO |
|
MERIT POINTS |
|
|
|
--SOLE DISTRIBUTORSHIP |
YES/NO |
NO |
|
--EXPORT ACTIVITIES |
YES/NO |
NO |
|
--AFFILIATION |
YES/NO |
YES |
|
--LISTED |
YES/NO |
YES |
|
--OTHER MERIT FACTORS |
YES/NO |
YES |
|
TOTAL |
|
68 |
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%)
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 |
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 |
|
- |
NB |
New Business |
- |
This report is issued at your request without any
risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL)
or its officials.