MIRA INFORM REPORT

 

 

Report Date :           

06.02.2012

 

IDENTIFICATION DETAILS

 

Name :

ALLIANCE TIRE COMPANY LTD.

 

 

Formerly Known As :

ALLIANCE TIRE COMPANY (1992) LTD.

 

 

Registered Office :

P.O. Box 48 (38100), 1 Friedlander Street, Industrial Zone, Hadera 38500

 

 

Country :

Israel

 

 

Financials (as on) :

30.09.2011

 

 

Date of Incorporation :

27.05.1992

 

 

Legal Form :

Public Limited Liability Company

 

 

Line of Business :

Developers, manufacturers, importers, marketers and exporters of Off-Highway Tires (OHT), specializing in Agricultural, Forestry, Industrial and OTR tires. As part of its service to large local clients, subject offers tire maintenance support.

 

 

No. of Employees :

916

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

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

Satisfactory

 

Status :

Good

 

 

Payment Behaviour :

No Complaints

 

 

Litigation :

Clear

 

 

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 – September 30th, 2011

 

Country Name

Previous Rating

                   (30.06.2011)                  

Current Rating

(30.09.2011)

Israel

a2

a2

 

Risk Category

ECGC Classification

Insignificant

 

A1

Low

 

A2

Moderate

 

B1

High

 

B2

Very High

 

C1

Restricted

 

C2

Off-credit

 

D

 


Company name & address 

 

ALLIANCE TIRE COMPANY LTD.

(Also known as ATG – ALLIANCE TIRE GROUP)

Telephone         972 4 624 06 24; 624 05 00

Fax                   972 4 624 05 55

P.O. Box 48 (38100)

1 Friedlander Street

Industrial Zone

HADERA           38500   ISRAEL

 

 

HISTORY & LEGAL FORMATION

 

Originally incorporated as a private limited company, registered as per file No. 51-168849-1 on the 27.05.1992.

 

Originally registered under the name C.D.K. INDUSTRIES LTD., which changed to ALLIANCE TIRE COMPANY (1992) LTD. on 05.11.1992, which changed to the present name on 17.02.2010.

 

Subject was established in view of assuming the assets continuing activities of 2 companies (ALLIANCE TIRES & RUBBER ENTERPRISES LTD. and SHIMSHON TIRES & RUBBER CO. LTD., both now liquidated), who had been active in the tire industry 40 years earlier.

 

Converted into a public limited liability company and registered as such as per file No. 52-003873-8 on the 18.02.1993.

 

On the 24.05.1993, published a prospectus offering shares to the public on the Tel Aviv Stock Exchange (TASE).

 

Following the completion of subject's acquisition by new shareholders (see below), subject's shares were de-listed from trade on 08.07.2007 (yet bonds are still traded by the public via TASE). Consequently, on 02.07.2007 subject was re-converted into a private limited company (same latest registration number).

 

 

SHARE CAPITAL

 

Authorized share capital NIS 1,000.00, divided into -

                1,000 ordinary share of NIS 1.00 each,

of which 150 shares amounting to NIS 150.00 were issued.

 

 


SHAREHOLDERS

 

Subject is fully owned by WARBURG MERGERS (2007) LTD., a wholly-owned subsidiary of Dutch firm WP HOLDINGS II B.V. NETHERLANDS, held by the global private equity fund WARBURG-PINCUS ,77%, jointly with an Indian entrepreneur, Mr. Yogesh Mahansaria, 21.8% (remaining shares are held by executives and WP's subsidiaries).

 

A/m shareholders acquired full ownership in subject from Eliezer Fishman, former controlling shareholder (some 60%, others held some 16%), according to a company value of US$ 48 million. Deal was completed in June 2007.

 

 

DIRECTORS

 

1.         Israel (Izea) Tchetchik, Chairman,

2.         Yogesh Mahansaria,

3.         Mahadevia Vishal Kashyap,

4.         Jules M. Polak,

5.         Raviv Zoller.

 

 

GENERAL MANAGER

 

Ozcan Demirbas.

 

 

BUSINESS

 

Developers, manufacturers, importers, marketers and exporters of Off-Highway Tires (OHT), specializing in Agricultural, Forestry, Industrial and OTR tires. As part of its service to large local clients, subject offers tire maintenance support.

 

Using brand names: Top-Star, All-Star, Everest and Alliance.

Goods from import comprise 4% of Group's sales.

 

Most of ALLIANCE Group sales are for export (89.1% in 2010, 81% in 2009). Exports are to some 65 countries in the world. In 2010, 35.7% of all sales were to the European market (56.3% in 2009), 48%, to the U.S.A (17% in 2009) and 10.9% to the local market (19% in 2009). Rest of sales is to other countries.

 

All local sales are carried out by subsidiary ALLIANCE MARKETING ISRAEL LTD. (subject itself only sells for export). Among Group’s local clients: Ministry of Defense, BEZEQ THE ISRAELI TELECOMMUNICATIONS CO. and vehicle leasing companies.

 

Among foreign raw materials suppliers: LANXSSES, EXXON (both for rubber).

Tires are imported from China, Taiwan and the U.S.A.

Via subsidiary, sole local representatives of COOPER, of USA, and several Chinese firms.

 

Operating from 3 plants, on total built area of 115,000 sq. meters, (plant and headquarters), on a plot of 220,000 sq. meters, in 1 Friedlander Street, Industrial Zone, Hadera.

 

The Group also operates from branches (marketing, logistic centers) in Haifa, Beit Shemesh, Kiryat Malachi, Petach Tikva, and branches in the Netherlands and New Jersey (USA).

 

Ass of 2009 subject stated operating warehouses in Portland Tennessee, USA and in Italy.

 

Having 916 employees serving the ALLIANCE Group in Israel (had 748 employees as of end of 2009).

 

 

MEANS

 

Consolidated B/S shows:

                                                                                         US$ (thousands)

ASSETS                                                                31.12.2010            30.09.2011

Current assets:

     Cash and cash equivalents                                            3,852                    4,886

     Other financial assets                                                    2,508                    5,844

     Customers                                                                  61,102                  72,702

     Other debtors                                                               7,921                  15,090

     Other assets                                                                       -                    1,649

     Stock                                                                         84,185                 100,654

                                                                                    159,568                 200,825

Non-current assets:

     Fixed assets (net)                                                       71,010                  66,520

     Other non-current assets                                             30,873                  20,899

                                                                                    101,883                  87,419

                                                                                    261,451                 288,244

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

 

LIABILITIES

Current liabilities                                                            122,853                 144,546

Non-current liabilities                                                        74,759                  61,248

Equity                                                                             63,839                  82,450

                                                                                    261,451                 288,244

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

As of 31.03.2011 accrued orders are US$ 33 million.

 

In September 2005, it was reported that subject completed a NIS 40 million capital raise in a public placement of bonds.

 

In August 2010 subject issued bonds via TASE, raising NIS 135 million.

 

Subject reported that in 31.12.2010 it did not meet one of its financial covenants. Subject received a waiver from the banks on that covenant.

 

In 2008 US$ 9 million were invested in machinery and equipment, US$ 7.7 million in 2009 and US$ 7.1 in 2010.

 

Subject is an "Approved Enterprise", and as such entitled to tax benefits and State incentives.

 

There are 17 charges for unlimited amounts registered on the company's assets, in favor of Israel Discount Bank Ltd., Bank Hapoalim Ltd., Bank Leumi Le’Israel Ltd. a leasing company.

 

 

REVENUES

                                                                        Consolidated Statements of Income

                                                                                        US$ (thousands)

                                                                               Year ended December 31st

                                                                             2008                 2009               2010

Sales                                                                   226,330             168,958             304,817

 

Gross profit                                                             49,178              39,066              53,425

 

Operating income (loss)                                           14,407                3,166                   (10)

 

Profit (loss) before income tax                                  11,505              (1,328)              (1,089)

 

Net income (loss) for the period                                  8,540                   337                 (680)

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

 

 

Consolidate sales for the first 9 months of 2011 were US$ 314,046,000 (41.4% increase compared to the parallel period in 2010), making a gross profit of US$ 68,124,000, an operating income of US$ 32,237,000, and a net profit of US$ 18,076,000.

 

 

OTHER COMPANIES

 

ALLIANCE MARKETING ISRAEL LTD. (formerly ALLIANCE NORTH MARKETING (1992) LTD.) 100%, importers, purchasers from parent company and marketers in Israel of pneumatic tires of various sorts (for vehicles and trucks, agriculture, etc),

ALLIANCETIRE AMERICAS. INC., (formerly ALLIANCE TIRE CO. (1992) U.S.A. INC)100%, marketer of subject's products in the U.S.A. and Canada,

ALLIANCE TIRE EUROPE B.V., 100%, the Netherlands

ALLIANCE TIRE ITALY S.R.L

ALLIANCE TIRE AFRICA (PTY)

Subject has several non-active subsidiaries.

 

 


BANKERS

 

·         Israel Discount Bank Ltd., Main Branch (No. 070), Haifa.

·         Bank Hapoalim Ltd., Hadera Branch (No. 620), Hadera.

·         Bank Leumi Le’Israel Ltd., Netanya Business Branch (No. 717), Netanya.

 

CHARACTER AND REPUTATION

 

Nothing unfavorable learned.

 

However, it should be noted that ALLIANCE Group went through rough times during the last couple of years facing the depression in global markets in their fields due to the global economic crisis, adversely hitting the automotive market, which lead to the fall in orders to subject from automotive manufacturers. In June 2009 it was reported that ALLIANCE TIRE Group, as part of Group's reorganization, ceased to manufacture conventional tires, and sold this activity and production line to ATC TIRES PVT of India, a company controlled by subject's shareholders. ALLIANCE’s Chairman commented that the competition pressure forced subject to make that decision. The Group took streamlining measures, mainly by massive dismissals and re-organization process.

As part of the cost-saving plan subject decided in the end of 2008 to transfer and merge all marketing activities of ALLIANCE TIRE MARKETING SOUTH (1998) LTD. into ALLIANCE MARKETING ISRAEL. Also subject closed its distribution centers in Beit Shemesh and Kiryat Malachi.

 

Group has also been going through a global re-organization process, which started after the acquisition by the new shareholders, as well as in view of the global market conditions. Subject has been working with consulting firm ATC, an affiliated company. As part of the process, structural changes in the global Group were made, in which the Israeli general manager position scope was decreased.

Indeed, as can be seen in recent financial reports, subject’s situation improved, thanks to the measures taken and the recovery trend in global markets.

                                                                                                                            

Subject is the largest tire manufacturer in Israel.

There are some 80 brands of tires sold by some 35 importers in the local fiercely competitive market, and subject estimates its market share at 25%.

 

Subject is ISO-9001:2000 certified.

 

In March 2004, it was reported that subject signed a deal to become COOPER local agents in Israel.

 

In August 2004, it was reported that subject will be included in the US Government Authorized Suppliers list.

 

On April 26th 2007 a merger agreement was signed between subject, WARBURG MERGERS AND ACQUISITIONS COMPANT LTD. and its 100% parent company WARBURG MERGERS (2007) LTD., part of the change in ownership from the FISHMAN Group. The deal was completed in July 2007 (after the deal completed WARBURG MERGERS AND ACQUISITIONS COMPANT LTD was merged into subject and ceased to exist). The structure of the deal was in a form of "Reverse Triangular Merger" and subject became a subsidiary of the Israeli company WARBURG MERGERS (2007) LTD. WARBURG-PINCUS struck subject from trade in the local stock exchange. After the completion of the merger/take-over, the new shareholders plan to offer the new merged company shares to the public in a foreign stock exchange and receive a higher price than from the local stock exchange (so far did not materialized, presumably to unfavorable market conditions).

 

WARBURG-PINCUS is a global private equity fund, which made investments in volume of US$ 20 billion in over 500 companies worldwide. They have already invested in other local companies as well.

 

In April 2009 subject ceased to manufacture tires for private cars and instead focus on manufacturing tires with a higher added value for the off-highway tire sector.

In May 2009 subject’s Board approved the sale of old machinery and equipment for the manufacturing of private cars tires to an affiliate in India for US$ 500,000.

 

In December 2009 subject's USA subsidiary completed the purchase the "Primex" and "Galaxy" tire brands (heavy duty tires) of the GPX company which went into Chapter 11, for the total sum of US$ 43 million in cash plus US$ 5.3 million of liabilities.

 

In September 2011 subject sold 2 land properties, for NIS 15,170,400 and NIS 7,400,000, respectively.

 

In November 2011 an explosion in a water tank occurred, which halted Group's manufacturing activities for a month. Subject is covered by insurance. In December 2011 production returned to normal.

 

 

SUMMARY

 

Good for trade engagements.

Maximum unsecured credit up to several US$ millions.

 


 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.48.96

UK Pound

1

Rs.77.47

Euro

1

Rs.64.39

 

 

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 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

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.