MIRA INFORM REPORT

 

 

 

 

Report Date :

14.03.2012

 

IDENTIFICATION DETAILS

 

Name :

BROMINE COMPOUNDS LTD.

 

 

Registered Office :

P.O. Box 180, Beer Sheva (84101), Maklef House, 12 Kreutzer Street, Beer Sheva 84894     

 

 

Country :

Israel

 

 

Financials (as on) :

30.09.2010

 

 

Date of Incorporation :

11.01.1961

 

 

Legal Form :

Private Limited Company

 

 

Line of Business :

Manufacturers, exporters and marketers of bromine compounds

 

 

No. of Employees :

10,625 employees in the ICL Group (of which some 5,000 employees in Israel), of which 2,567 employees in ICL IP Division, to which subject belongs

 

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 – June 30, 2010

 

Country Name

Previous Rating

                   (01.04.2010)                  

Current Rating

(30.06.2010)

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 

 

BROMINE COMPOUNDS LTD.

Telephone  972 8 629 72 22

Fax           972 8 628 04 44

P.O. Box 180, Beer Sheva (84101)

Maklef House

12 Kreutzer Street

BEER SHEVA -84894 -ISRAEL

 

 

HISTORY & LEGAL FORMATION

 

A private limited company, incorporated as per file No. 51-027339-4 on the 11.01.1961. Since 1962 parent company (DSBG) has the State sole concession for extracting bromine and its compounds (current license is till 2030).

 

 

SHARE CAPITAL

 

Authorized share capital NIS 289,999,999.80, divided into -

            1,611,111,110 ordinary shares (1,595,659,395 issued) of NIS 0.18 each,

            1 special share of NIS 0.0001 (issued),

of which shares amounting to NIS 287,218,691.1001 were issued.

 

 

SHAREHOLDERS

 

Company is fully owned by DEAD SEA BROMINE COMPANY LTD. (DSBG), a fully owned subsidiary of ISRAEL CHEMICALS LTD. (ICL), a public limited company whose shares are traded on the Tel Aviv Stock Exchange (TASE).

 

ICL is controlled (52.4%) by THE ISRAEL CORPORATION LTD., also publicly traded on TASE, controlled (55%) by the OFER Group, owned by the Ofer family, and controlled by Idan Ofer (mainly) and Udi Angel.

 

POTASH CORPORATION OF SASKATCHEWAN (PCS) holds 13.9% of ICL (during March 2010 invested some NIS 1.5 billion in 2.5% of ICL shares).

 

The State of Israel holds one single special share in subject, given the fact subject holds rights on Israel national resource.

 

Up till November 2000 parent DSBG shares were traded on the Tel Aviv Stock Exchange. In November 2000 subject’s “grandparent” ICL reached full control over DSBG. after it acquired 10.8% of its shares from the public in consideration of NIS 270 million.

 

DIRECTORS

 

1.    Nir Gilad, Chairman of ICL,

2.    Akiva Moses, Chairman of subject and CEO of ICL,

3.         Yossi Rosen,

4.         Asher Greenbaum,

5.         Eli Amit,

6.         Amnon Sadeh,

7.         Yakov Dior,

8.         Avisar Paz,

9.         Yosi Shachar,

10.     Yossi Lastigzon,

11.     Avi Dueitchman,

12.     Udi Buch,

13.     Shlomo Maoz,

14.     Amir Makov,

15.     Yair Orgler,

16.     Avraham (Beiga) Sochat (former Minister of Finance).

 

 

GENERAL MANAGER

 

Nissim Adar.

 

 

BUSINESS

 

Subject is part of ICL Industrial Products (ICL-IP), headed by the DEAD SEA BROMINE GROUP (known as “DSBG”).

 

ICL-IP sales comprised some 22% of ICL total 2009 and 2010 first 9 months sales (18% in 2008).

 

Manufacturers, exporters and marketers of bromine compounds and other industrial chemicals based on minerals extracted from the Dead Sea, the world’s largest bromine source (methyl bromide, sodium, potassium and ammonium bromides, etc.), for agricultural and industrial purposes, mainly plastics industry and chemicals for oil/gas drilling, etc. and are also used as flame retardants, mainly for the electronics industries.

 

97% of sales are to overseas markets.

 

Yearly production capacity of Bromine Compounds is of 400,000 tons (149,000 tons produced in 2009) and 280,000 tons of Elementry Bromine (128,000 tons produced in 2009).

 

Most of ICL-IP products are bromine-based (the rest is chlorine-based, magnesia-based and others). Most of the bromine extracted is for ICL own production (some 80%), the rest is sold to 3rd parties.

 

Among local suppliers: SIG INDUSTRIES, PETRUS TECHNICAL SUPPLY, ATEKA, AMGAL CHEMICALS, MODCHEM, LEAD CONTROL, A.D. SINUN, YAMATON, HAL DOR IMPORT, PURE CHEMICALS, APPLIED CHEM, SEVEN SEAS SHIPPING (shipping services), E.S.T. PROJECTS, etc.

 

 

Subject and DSBG are operating from head offices in Maklef House, 12, Kreutzer Street, Industrial Zone, Beer Sheva, a large plants compound in Ramat Hovav and a plant in Sodom (in the Dead Sea shores).

ICL-IP also operate from plants in the USA, China, Germany, France, Ireland and in the Netherlands, as well as from a Logistic Center in the Netherlands, and from marketing and service offices in several other countries.

 

There are 10,625 employees in the ICL Group (of which some 5,000 employees in Israel), of which 2,567 employees in ICL IP Division, to which subject belongs.

 

 

MEANS

 

Financial data is included in the consolidated statements of parent company, ISRAEL CHEMICALS LTD., which shows:

 

                                                                                                    US$ (thousands)

ASSETS                                                                              30.09.2010                 31.12.2009

Current assets:

     Cash and cash equivalents                                                       307,880                   257,970

     Investments, deposits and short term loans                               214,022                   167,549

     Customers                                                                              969,365                   969,620

     Other receivables                                                                     182,285                   143,106

     Stock                                                                                  1,053,662                1,233,250

                                                                                                2,727,514                2,771,495

Non-current assets:

     Investments and other non-current assets                                  494,969                   476,278

     Fixed assets                                                                        2,162,824                2,093,133

     Intangible assets                                                                     549,411                   566,683

                                                                                                3,207,204                3,136,094

                                                                                                5,934,718                5,907,589

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

 

LIABILITIES

Current Liabilities                                                                       1,122,256                1,169,617

Non-current liabilities                                                                 2,278,666                1,943,123

Equity                                                                                      2,533,796                2,794,849

                                                                                                5,934,718                5,907,589

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

ICL’s current market value US$ 21,944 million.

 

Total assets of ICL-IP as of 31.12.2009 summed up to US$ 1,441.3 million.

 

Subject is an “Approved Enterprise” and as such enjoys tax benefits and State incentives, including from The Chief Scientist Office. DSBG received an approval from the Israel Investment Centre (IIC) for a US$ 50 millions expansion plan for the Bromine plant in Sodom. In 2000, IIC approved investment plans for subject (jointly with sister DEAD SEA BROMINE CO.) for the sum of US$ 140 million.

 

There are 3 charges for unlimited amounts registered on the company’s assets, in favor of State of Israel and foreign company CRYSTAL PURCHASING LTD.

 

 

ANNUAL SALES

 

Subject pays royalties to the State of Israel as part of the rights given for mineral production from the Dead Sea.

 

ICL-IP 2008 sales were US$ 1,254.2 million (35.5% increase from 2007), making an operating profit of US$ 104.9 million.

 

ICL-IP 2009 sales were US$ 1,015.1 million, making a gross profit of US$ 236.5 million and an operating profit of US$ 20.9 million.

 

ICL-IP 2010 first 9 months sales were US$ 966.6 million (30.8% increase compared to the parallel period of 2009), making an operating profit of US$ 139.8 million.

 

DSBG ended 2007 with a consolidated net profit of US$ 79,463,000.

DSBG ended 2008 with a consolidated net profit of US$ 30,852,000.

DSBG ended 2009 with a consolidated net profit of US$ 67,286,000.

 

                                                                           ISRAEL CHEMICALS LIMITED

                                                                      Consolidated Statement of Income

                                                                                      US$ (thousands)

                                                                                      Year ended 31.12

                                                                             2007                2008                   2009

Sales                                                                4,103,179            6,904,049            4,554,316

 

Gross profit                                                       1,558,136            3,445,275            1,836,530

 

Operating income                                                 742,586            2,335,489              938,173

 

Income before taxes on income                              669,914            2,227,209              942,806

 

Net income                                                          550,184            1,993,968              774,314

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

 

ICL consolidate sales for the first 9 months of 2010 were US$ 4,270,894,000 (28.3% increase compared to the parallel period in 2009), making a gross profit of US$ 1,805,081,000, an operating profit of US$ 1,007,035,000, and a net profit of US$ 782,412,000.


 

OTHER COMPANIES

 

Subject's subsidiaries:

·         BROMINE COMPOUNDS MARKETING (2002) LTD., 100%,

·         TETRABROM TECHNOLOGIES LTD., 50%,

·         CHEMADA FINE CHEMICALS LTD., 26%,

·         L.B BROMINE COMPOUNDS LTD., 50%.

 

Also part of ICL Industrial Products and DSBG, headed by parent company DEAD SEA BROMINE COMPANY LTD. (among others):

·         TAMI IMI INSTITUTE FOR RESEARCH &DEVELOPMENT LTD.,

·         ICL-IP AMERICA INC., USA, owns HY YIELD BROMINE, 80%, USA.

·         ICL-IP JAPAN LTD., Japan,

·         LANDCAM LIMITED, South Africa,

·         DEAD SEA PRICLASE FUSED PRODUCTS, General Partnership,

·         BROMINE & CHEMICALS LIMITED, UK,

·         EUROCLEARON B.V., the Netherlands, owns CLEARON CORP., USA,

·         ICL-IP EUROPE B.V., the Netherlands, holds several subsidiaries, including:

·         ICL IP TERNEUZEN B.V.,

·         SINOBROM (75%, China), and others.

 

Other companies part of the ICL Group, among many others:

 

ICL Fertilizers Division:

ICL FERTILIZERS MARKETING LP,

ROTEM AMFERT NEGEV LTD., producers, exporters and marketers of a varitey of products based on phosphate rock mined in the Negev Desert, including phosphate fertilizers, phosphoric acid and specialty fertilizers.

 

FERTILIZERS AND CHEMICALS LTD., manufacturers, importers and marketers of fertilizers and chemicals, mainly for the agriculture sector, nitrogen and phosphorus fertilizers, industrial chemicals, feed additives, etc.

 

·         EUROCHIL HOLDING B.V., Germany

·         AMSTERDAM FERTILIZERS DEUTSCHLAND OHG (AMFERT GERMANY)

·         AMSTERDAM FERTILIZERS B.V., the Netherlands

·         ROTEM HOLDING GmbH, Germany

·         ROTEM BKG LLC, USA

·         ROTEM DU BRAZIL LTD, Brazil

·         ROTEM ANFERT NEGEV B.V., Holland

·         ICL FERTILIZERS MARKETING LP

·         ICL FERTILIZERS (INDIA) PRIVATE LIMITED, India

 

DEAD SEA WORKS LTD., producers, manufacturers, exporters and marketers of potash and other chemicals from the Dead Sea. Controls, among others, IBER POTASH S.A. of Spain and ASHLEY CHEMICALS LIMITED of the U.K.


 

·         CLEAVLAND POTASH LIMITED, UK.

·         P.M. CHEMICALS SRL, Italy

·         RANTHAI AGRO CO. LTD., Thailand

 

ICL Performance Products:

·         ICL PERFORMANCE PRODUCTS INC,

·         B.K. GIULINI GmbH, a subsidiary in Germany

·         ASTARIS INC. of the U.S.A. and Brazil, acquired end of 2005.

 

ICL Metallurgy, headed by DEAD SEA MAGNESIUM LTD., producers, manufacturers, exporters and marketers of magnesium and related products, producing magnesium from the Dead Sea.

 

Others:

MIFALEI TOVALA LTD., land transportation, bulk transportation.

 

I.D.E. TECHNOLOGIES LTD., 50%, desalination facilities and water treatment.

 

And many others, including companies in the ICL Group and THE ISRAEL CORP. concern.

 

 

BANKS

 

Bank Leumi Le’Israel Ltd., Beer Sheva Branch (No. 921), Beer Sheva.

Bank Hapoalim Ltd., Beer Sheva Branch (No. 631), Beer Sheva.

 

 

CHARACTER AND REPUTATION

 

In November 2007 a motion for a class action lawsuit on the sum of NIS 1 billion was filed against subject to the Beer Sheva District Court, regarding environmental damages and risks to the local population due to emission produced from the Beer Sheva plants. It should be noted that such motions usually take very long time to be approved by the Court – if at all, since most are turned down. There are several lawsuits against subject, mainly due to environmental issues, none seem to be significant at this stage. DSBG and ICL have been investing tens of NIS millions in recent years in environmental protection ends.

Apart from that, nothing unfavorable learned.

 

DSBG is considered of the world’s leading company in the bromine market, with estimated production of 35% of the total elementary bromine production in the world and lead in the bromine-based flame retardant products market. Imports amount to US$ 100 million per annum. In addition, it is a world’s leading producer of specialty phosphates based on purified phosphoric acid.

 

ICL is a multi-national concern, among the world's leading suppliers of minerals and one of the largest industrial concerns in Israel. ICL is the world's 6th largest potash manufacturer (9.2% of market share in 2010) and the world's largest producer of PK fertilizers (compound of potash and phosphate fertilizers).

 

ICL Group, including subject and the ICL-IP Division, has been adversely affected by the global economic crisis that hit world markets. The crisis includes the sectors and industries subject is selling to, such as the electronics, construction, automotive, oil drilling and water treatment, all which have been suffering from fall in demand, therefore has negative impact on subject. During 2009 ICL-IP Div. (in which subject is its main industrial company) periodically halted several production lines due to the sharp fall in global demand for elementary bromine and bromine-based flame retardant products used in the electronic industries. On the other hand, the parallel prices fall in raw materials for production benefits subject and compensates for some of the decrease in profitability.

 

Yet, since the 4th quarter of 2009 there has been a turn in the trend of demands, thanks to some recovery in worlds markets, as seen in the improvement in financial results above.

 

The ISRAEL CORP., part of the OFER Group, is Israel’s largest holding company, operating locally and worldwide mainly in the fields of chemicals (ICL Concern), energy, high tech & electronics. The OFER Group is one the largest and most influential groups in the Israeli market, also with other businesses worldwide, mainly shipping and real estate.

 

Subject meets ISO 9000, ISO 14000 quality standards.

 

DSBG signed long term cooperation agreement with the DOW CHEMICALS Group, including with subsidiary DOW AGROSCIENCE (value of the agreements - of around US$ 100 million per annum). Also signed a joint venture agreement with the Chinese leading chemical company SHANDONG HAIHUA SHAREHOLDING COMPANY LTD., for a joint establishment of a manufacturing and marketing plant in China for bromine compounds, with investment of US$ 30 million (equally split). 

 

DSBG also signed in 2001 an agreement with one of the largest Japanese companies, D.K. (manufacturers and marketers of chemical products), for the formation of a joint venture, for manufacturing and marketing of delaying combustion chemical products for the Far East market.

 

In September 2005, ICL acquired ASTARTIS, producers of phsphate-based products of the USA and Brazil, for a sum of US$ 255 million.

 

In the beginning of 2007 ICL acquired also the assets and activities of Canadian FIRETROL, which develops phosphoric based products for fire extinguishing (in forests, etc.).

 

In August 2007 ICL acquired American SUPRESTA, manufacturers of phosphorus products for fire safety, in consideration of US$ 352 million (by ICL own finance). SUPRESTA is the leading company in its field in the world. ICL's products for fire safety were so far based on bromine, and the purchase expands this line of products to the new area.

 

In November 2007, ICL Performance Products acquired BIOGEMA of France, producers of fire extinguishing products, for several US$ million and in January 2008 acquired the water treatment activities of the HENKEL, for US$ 89 million.

 

Also as part of ICL strategy to expand its Industrial Products and Performance Products market share, in December 2009 ICL announced the recent acquisition of 6 European companies in the fields of water purification (MEDENTECH of Ireland) and hygiene (including PRIMALAB of France, HYPROCLEAN of Germany and EKULINE’s cleaning products Div.), for estimated total sum of US$ 40 million.

 

ICL Group's plants are expected to benefit from the shift of the Group's use in natural gas as energy source (replacing the ISRAEL ELECTRICITY CORP. conventional electricity power) apart of the end of 2008, after the infrastructure for the gas conveyance will be completed. ICL expects to save US$ 100 million per year due to the shift of energy source. In March 2008 subject signed an agreement with TETHYS SEA, to supply natural gas to subject in value of US$ 260-330 million.

 

In May 2010 it was reported that DSBG is benefiting from the decrease in bromine salt levels in China's bromine production sites which led to lower Chinese production and higher bromine prices. Hence, since the beginning of 2010 subject moved to produce to 85%-90% of its production capacity, compared with some 46% in 2009.

 

In June 2010 it was reported that ICL signed transportation contracts with ISRAEL RAILWAYS for cargo from the Dead Sea and Negev Desert until 2021, in volume of NIS 1 billion.

 

On December 21st, 2010 the Israeli Parliament voted to cancel ICL special tax benefits, as part of an extensive reform concerning royalties from State resources.

 

The local Chemical industry is considered one of the strongest in the market, with impressive growth trend in recent years. The chemical industry includes minerals extracted, refinery and petrochemical industry, manufacturing of pesticides for agriculture, pharmaceuticals and bio-technology industries, as well as other consumer products related industries, including paints, cosmetics, cleaning materials and others. The industry employs 30,000 employees.

 

Total turnover of the local Chemical Industry in 2008 amounted to US$ 24 billion, comprising 30% of Israel’s total industrial turnover. Sales for export recorded US$ 13.6 billion, comprising some 35% of Israel’s total export, continuing years of constant growth. Growth trend reversed in 2009, due to the economic crisis in the global markets. The Chemicals (incl. Pharmaceuticals) and Oil Refinery production in 2009 marked a 7% decrease from 2008. Export of chemicals plunged by 23.5% in 2009 from 2008, and totaled US$ 10.4 billion.

 

A recovery in chemicals export has been notice during the first half of 2010 with rise of over 44% from 2009 1st half, reflecting the recovery in global markets.

 

According to Central Bureau of Statistics data, investments in machinery and equipment from import for the Chemicals (incl. Pharmaceuticals) and Oil Refinery industries in 2009 summed up to NIS 1,818 million, representing a 9% decrease in real terms from 2008 (after 18.7% increase from 2007).

 

 

SUMMARY

 

Good for trade engagements.

Good for all credits.

 

 


 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.49.85

UK Pound

1

Rs.77.97

Euro

1

Rs.65.62

 

 

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.