MIRA INFORM REPORT
|
Report Date : |
14.11.2014 |
IDENTIFICATION DETAILS
|
Name : |
SHASUN PHARMACEUTICALS LIMITED (w.e.f.11.08.2010) |
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Formerly Known
As : |
SHASUN CHEMICALS AND DRUGS LIMITED |
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Registered
Office : |
The Batra Centre,
3rd and 4th Floor, Old No. 28, Sardar Patel Road, Guindy Chennai - 600032, Tamilnadu |
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Country : |
India |
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Financials (as
on) : |
31.03.2014 |
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Date of
Incorporation : |
19.04.1976 |
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Com. Reg. No.: |
18-007122 |
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Capital
Investment / Paid-up Capital : |
Rs. 113.250 Millions |
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CIN No.: [Company Identification
No.] |
L24117TN1976PLC007122 |
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|
|
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TAN No.: [Tax Deduction &
Collection Account No.] |
CHES03195D |
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PAN No.: [Permanent Account No.] |
AAACS5031L |
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Legal Form : |
A Public Limited Liability Company. The Company’s Shares are Listed on
the Stock Exchanges. |
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Line of Business
: |
Manufacturing of Active Pharmaceutical Ingredients (APIs), their
intermediates and finished dosage. |
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No. of Employees
: |
Not Divulged |
RATING & COMMENTS
|
MIRA’s Rating : |
Ba (50) |
|
RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
|
Maximum Credit Limit : |
USD 9008000 |
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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 an established company having a fine track record. Financial position of the company seems to be sound and healthy. Trade relations are fair. Business is active. Payment terms are
reported to be regular and as per commitments. The company can be considered for business dealings at usual trade
terms and conditions. NOTE: Mr. Gunasekaran
(Accounts Department) has claimed that the subject company has approved a
scheme of amalgamation with Strides Arcolabs Limited from 29.09.2014. Further
he also confirmed that from next year i.e. 01.04.2015 it will completely get
amalgamated with Strides Arcolabs Limited.
|
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 1, 2014
|
Country Name |
Previous Rating (31.03.2014) |
Current Rating (01.06.2014) |
|
India |
A1 |
A1 |
|
Risk Category |
ECGC
Classification |
|
Insignificant |
A1 |
|
Low |
A2 |
|
Moderate |
B1 |
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High |
B2 |
|
Very High |
C1 |
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Restricted |
C2 |
|
Off-credit |
D |
INDIAN ECONOMIC OVERVIEW
N E W S
Verdict Implications
: Apex court order may alter coal import dynamics. Traders go slow on talks over
coal supply contracts, uncertainty over cancellation of blocks weigh on stocks.
Recent arrest of the
Chennai head of the Registrar of Companies, the ministry of corporate affairs
arm that ensures that companies file all the information required by the
Companies Act is the latest manifestation of a messy fight between a father and
his adopted son for the control of Rs 40000 mn business empire. The Central
Bureau of Investigation arrested Manumeethi Cholan after he accepted Rs 10
lakhs as bribe from M A M Ramaswamy, a CBI official said.
Central Bureau of
Investigation books Electrotherm for cheating Central Bank of Rs 4360 mn.
Infosys maintains
revenue guidance. COO Rao says attrition still an area of concern and it would
take a few more quarters to bring down levels to 13-15 %.
DHL to invest Euro
100 mn in India over next 2 years. The firm has chosen India to pilot its
e-commerce business model for the Asia-Pacific region.
Blackstone may buy
stake in BlueRidge SEZ in line with the fund’s real estate strategy in India.
Kingfisher Airlines
Ltd grounded in October 2012 under the weight of heavy debt and accumulated
losses, recently approached the Delhi high court for relief in two separate
cases. The airline challenged a notice by Punjab & National Bank alleging
that it had willfully defaulted on Rs 7700 mn of loans and sought more time to
comply with the requirements under the listing agreements with the Stock
Exchanges.
OnMobile likely to
sack another 300 employees. The lay-offs follow a spate of senior-level exits
over the past two years, starting with of its founder. The overall lay-offs
could number around 600 and are driven by the need to cut costs, says a former
employee.
EXTERNAL AGENCY RATING
|
Rating Agency Name |
ICRA |
|
Rating |
Fund based = BBB+ |
|
Rating Explanation |
Have moderate degree of safety and carry
moderate risk. |
|
Date |
September 2014 |
|
Rating Agency Name |
ICRA |
|
Rating |
Non-Fund based limit = A2 |
|
Rating Explanation |
Have strong degree of safety and carry low
credit risk. |
|
Date |
September 2014 |
RBI DEFAULTERS’ LIST STATUS
Subject’s name is not enlisted as a defaulter
in the publicly available RBI Defaulters’ list.
EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS
Subject’s name is not enlisted as a defaulter
in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of
31-03-2014.
INFORMATION DECLINED
MANAGEMENT NON-COOPERATIVE
[CONTACT NO.: 91-44-47406100]
LOCATIONS
|
Registered / Corporate Office : |
The Batra Centre,
3rd and 4th Floor, Old No. 28, Sardar Patel Road, Guindy Chennai - 600032, Tamilnadu,
India |
|
Tel. No.: |
91-44-24316700/ 43446700 |
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Fax No.: |
91-44-24348924/ 22350278 |
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E-Mail : |
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Website: |
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LOCATION OF
FACTORIES: |
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Research Centre : |
No.27, Vandalur –Keambakkam Road, Keezhakkottaiyur, Village, Chennai –
600048, Tamilnadu, India |
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Tel. No.: |
91-44-47406100 |
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Fax No.: |
91-44-47406190 |
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E-Mail : |
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API Facility – Puducherry / Bio –Tec Centre : |
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Tel. No.: |
91-413-2655156/ 2655157 |
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Fax No.: |
91-413-655154 |
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E-Mail : |
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Finished Dosage Facility : |
Pharmaceutical
Division Unit II, R.S. No 32-34, PIMS Road, Periyakalapet, Pondicherry -
605014, India |
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Tel. No.: |
91-413-2655946 / 2655697 / 2655698 |
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Fax No.: |
91-413-2656052 |
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Multi Product Facility – Cuddalore : |
A1/B SIPCOT Industrial Estate, Kudikadu, Cuddalore - 607005,
Tamilnadu, India |
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Tel. No.: |
91-4142-239701/ 239702/ 239703/ 239704 |
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Fax No.: |
91-4142-239709 |
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UK Branch Office : |
Dudley Cramlington Northumberland – NE23 7QG, United Kingdom |
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Tel. No.: |
44 191 250 4013 |
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Fax No.: |
44 191 250 1154 |
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E-Mail : |
DIRECTORS
AS ON 31.03.2014
|
Name : |
Mr. R Kannan |
|
Designation : |
Chairman |
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Date of Birth/Age : |
02.06.1949 |
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Qualification : |
PG Maths, CAIIB, PG Mgmt Studies |
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Specialized
Expertise : |
Merchant Banking and Investment Banking |
|
Date of Appointment
: |
30.07.2010 |
|
Directorships in
Companies : |
Public Companies: · Bharat Aluminium Co. Limited · Orient Press Limited · Ram Ratna Wires Limited · Secure Earth Technologies Limited · Shasun Pharmaceuticals Limited Private Companies: · Orionsayi Consultant Private Limited · MentisSoft Solutions Private Limited · Lakecity Ventures Private Limited · Real Time Tech Solutions Private Limited · New Leaf Educational Products Private Limited |
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|
Name : |
Mr. S Abhaya Kumar |
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Designation : |
Managing Director |
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|
Name : |
Mr. R Sundara Rajan |
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Designation : |
Independent Director |
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Date of Birth/Age : |
28.04.1948 |
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Qualification : |
B.E. Mech., PGDM-IIMA, Chartered Engineer & Associate of Insurance
Institute of India |
|
Specialized
Expertise : |
Pharmaceutical Industry |
|
Date of Appointment
: |
30.05.2011 |
|
Directorships in
Companies : |
Public Companies: · Take Solutions Limited · Manipal Acunova Limited · Shriram EPC Limited · Rambal Limited · Medispan Limited · Shriram Credit Company Limited · Shriram Asset Management Co. Limited · Orient Green Power Co. Limited · Shasun Pharmaceuticals Limited Private Companies: · Namo Technology Ventures India Private Limited Limited · Visionary RCM Infotech India Private Limited Limited · Foreign Companies: · Shasun Pharma Solutions Limited, UK · Prochem Holdings Pte Limited, Singapore |
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|
|
|
Name : |
Mr. N Subramanian |
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Designation : |
Independent Director |
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Date of Birth/Age : |
17.03.1954 |
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Qualification : |
B.Sc., F.C. A., A.C.S. |
|
Specialized
Expertise : |
Chartered Accountant |
|
Date of Appointment
: |
19.08.2011 |
|
Directorships in
Companies : |
Public Companies: · Shasun Pharmaceuticals Limited · IEC Fabchem Limited · Hydro S&S Industries Limited |
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|
|
|
Name : |
Prof Indira J Parikh |
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Designation : |
Independent Director |
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Date of Birth/Age : |
29.08.1943 |
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Qualification : |
M.A., Ph.D. |
|
Specialized
Expertise : |
Management Education |
|
Date of Appointment
: |
02.08.2012 |
|
Directorships in
Companies : |
Public Companies: · Shasun Pharmaceuticals Limited · Anil Limited · Marck Biosciences Limited · Sintex Industries Limited · Zydus Wellness Limited · NSDL Limited |
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|
|
|
Name : |
Dr. Sunny Sharma |
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Designation : |
Non-Executive Director |
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Date of Birth/Age : |
31.08.1974 |
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Qualification : |
M.B.A., M.B.B.S |
|
Specialized
Expertise : |
Life Sciences, Venture Capital, Investment Banking and Clinical
Practice |
|
Date of Appointment
: |
29.03.2012 |
|
Directorships in
Companies : |
Public Companies: · Shasun Pharmaceuticals Limited · Manipal Acunova Limited · Bharat Serums and Vaccines Limited · Condis India Healthcare Limited · KIMS Healthcare and Research Center Limited · KIMS Healthcare Management Limited Private Companies: · Orbimed Advisors India Private Limited Limited · KIMS Pinnacle Cancer Care and Research Center Private Limited Limited · KIMS Kollam Multi Speciality Hospital India Private Limited Limited · KIMS Bellerose Institute of Medical Sciences Private Limited Limited · Surya Children's Medicare Private Limited Limited · Surya Mother and Child Care Private Limited Limited · Blue Sapphire Healthcares Private Limited Limited |
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|
Name : |
Dr. S Devendra |
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Designation : |
Whole-time Director |
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|
Name : |
Mr. S Vimal Kumar |
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Designation : |
Whole-time Director |
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Date of Birth/Age : |
26.06.1956 |
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Qualification : |
Chartered Accountant |
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Specialized
Expertise : |
Finance |
|
Date of Appointment
: |
26.06.1985 |
|
Directorships in
Companies : |
Public
Companies: ·
Shasun Pharmaceuticals Limited ·
Shasun Pharma Limited Private
Companies: ·
Shasun Leasing and Finance Private Limited ·
Shasun Life Sciences Private Limited ·
Inca Hanmocks Manufacturing and Export Co.
Private Limited |
|
|
|
|
Name : |
Mr. M Mohan |
|
Designation : |
Whole-time Director |
KEY EXECUTIVES
|
Name : |
Mr. S. Murali Krishna |
|
Designation : |
Company Secretary |
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|
|
Name : |
S. Hariharan |
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Designation : |
Chief Financial Officer |
MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN
AS ON 30.09.2014
|
Category of Shareholder |
Total
No. of Shares |
As a % |
|
(A) Shareholding
of Promoter and Promoter Group |
|
|
|
|
|
|
|
|
16158716 |
26.88 |
|
|
7584146 |
12.61 |
|
|
23742862 |
39.49 |
|
|
|
|
|
Total
shareholding of Promoter and Promoter Group (A) |
23742862 |
39.49 |
|
(B) Public
Shareholding |
|
|
|
|
|
|
|
|
1864249 |
3.10 |
|
|
94749 |
0.16 |
|
|
350950 |
0.58 |
|
|
1820801 |
3.03 |
|
|
6578947 |
10.94 |
|
|
10709696 |
17.81 |
|
|
|
|
|
|
8639634 |
14.37 |
|
|
|
|
|
|
10718815 |
17.83 |
|
|
4663645 |
7.76 |
|
|
1649200 |
2.74 |
|
|
1643129 |
2.73 |
|
|
5346 |
0.01 |
|
|
725 |
0.00 |
|
|
25671294 |
42.70 |
|
Total Public
shareholding (B) |
36380990 |
60.51 |
|
Total (A)+(B) |
60123852 |
100.00 |
|
(C) Shares held by
Custodians and against which Depository Receipts have been issued |
|
|
|
|
0 |
0.00 |
|
|
0 |
0.00 |
|
|
0 |
0.00 |
|
Total
(A)+(B)+(C) |
60123852 |
100.00 |
BUSINESS DETAILS
|
Line of Business : |
Manufacturing of Active Pharmaceutical Ingredients (APIs), their
intermediates and finished dosage. |
|
|
|
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Exports : |
-- |
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|
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Imports : |
-- |
GENERAL INFORMATION
|
Suppliers : |
-- |
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Customers : |
-- |
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No. of Employees : |
Not Divulged |
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Bankers : |
· State Bank of Travancore · State Bank of India · ICICI Bank Limited · State Bank of Mysore · State Bank of Hyderabad · Axis Bank Limited · DBS Bank Limited · Canara Bank ·
IDBI Bank Limited · Ratnakar Bank Limited · Export-Import Bank of India |
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Facilities : |
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Banking
Relations : |
-- |
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|
|
|
Auditors : |
|
|
Name : |
BSR and Company LLP Chartered Accountants |
|
Address : |
KPMG House, No. 10, Mahatma Gandhi Road, Nungambakkam,
Chennai – 600034, Tamilnadu, India |
|
Tel. No.: |
91-44-39145000 |
|
Fax No.: |
91-44-39145999 |
|
|
|
|
Cost Auditors : |
|
|
Name : |
Geeyes and Company Cost Accountants |
|
Address : |
A-3, III Floor, 56, Seventh Avenue, Ashok Nagar, Chennai –
600083, Tamilnadu,
India |
|
|
|
|
Wholly owned subsidiaries : |
· Shasun USA Inc., USA · Shasun Life Sciences Private Limited, India · SVADS Holdings SA, Switzerland |
|
|
|
|
Wholly owned step down subsidiaries : |
· Shasun Pharma Solutions Limited, UK (100% subsidiary of SVADS Holdings SA) · Shasun Pharma Solutions Inc., USA (100% subsidiary of SVADS Holdings SA) |
|
|
|
|
Joint venture : |
· Shasun NBI LLC, USA · Shasun NBI Nanotech India Private Limited, India (subsidiary of Shasun NBI LLC, USA) |
|
|
|
|
Associate : |
Chemsynth
Laboratories Private Limited,
India |
|
|
|
|
Entities where Directors have control or
significant influence : |
· Shasun Finance Limited · Shasun Leasing and Finance Private Limited · Devendra Estate Private Limited · Shasun Foundation Trust · Nutra Specialities Private Limited |
CAPITAL STRUCTURE
AS ON 31.03.2014
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
75,000,000 |
Equity Shares |
Rs. 2/- each |
Rs. 150.000 Millions |
|
1,000,000 |
Redeemable Preference Shares |
Rs. 100/- each |
Rs. 100.000 Millions |
|
|
|
|
|
|
|
Total |
|
Rs. 250.000
Millions |
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
56,623,852 |
Equity Shares |
Rs. 2/- each |
Rs. 113.250 Millions |
|
|
|
|
|
a. Reconciliation
of equity shares outstanding at the beginning and at the end of the reporting
period
|
Particulars |
As at March 31, 2014 |
|
|
|
No. of shares |
Amount in Millions |
|
At the beginning of the year |
56,623,852 |
113.250 |
|
Issued during the year |
-- |
-- |
|
Outstanding at the end of the year |
56,623,852 |
113.250 |
b. Terms / rights
attached to equity shares
The Company has a single class of equity shares. Accordingly, all equity
shares rank equally with regard to dividends and share in the Company’s residual
assets. The equity shares are entitled to receive dividend as declared from
time to time. The voting rights of an equity shareholder on a poll (not on show
of hands) are in proportion to its share of the paid-up equity capital of the
Company.
On winding up of the Company, the holders of equity shares will be
entitled to receive the residual assets of the Company, remaining after
distribution of all preferential amounts in proportion to the number of equity
shares held.
During the year ended March 31, 2014, the amount of dividend recognized
as distribution to equity shareholders was Re. 1/- per share (Previous year Rs.
1.50/- per share) as proposed dividend.
c. Details of
shareholders holding more than 5% of equity shares of Rs. 2/- each fully paid
in the Company
|
|
As at March 31, 2014 |
|
|
|
No. of shares |
% held |
|
Caduceus Asia Mauritius Limited |
6,578,947 |
11.62 |
|
Shasun Leasing and Finance Private Limited |
4,627,494 |
8.17 |
|
Devendra Estates Private Limited |
2,956,652 |
5.22 |
As per of the Company, including its register of shareholders/members
and other declarations received from shareholders regarding beneficial
interest, the above shareholding represents both legal and beneficial ownership
of shares.
FINANCIAL DATA
[all figures are
in Rupees Millions]
ABRIDGED BALANCE
SHEET
|
SOURCES OF FUNDS |
31.03.2014 |
31.03.2013 |
31.03.2012 |
|
I.
EQUITY AND LIABILITIES |
|
|
|
|
(1)Shareholders' Funds |
|
|
|
|
(a) Share Capital |
113.250 |
113.250 |
110.250 |
|
(b) Reserves & Surplus |
3045.410 |
2759.400 |
2486.490 |
|
(c) Money received against share warrants |
0.000 |
0.000 |
28.130 |
|
(d) Foreign currency monetary
item translation difference account |
(5.990) |
(20.560) |
(9.950) |
|
|
|
|
|
|
(2) Share
Application money pending allotment |
0.000 |
0.000 |
0.000 |
|
Total
Shareholders’ Funds (1) + (2) |
3152.670 |
2852.090 |
2614.920 |
|
|
|
|
|
|
(3)
Non-Current Liabilities |
|
|
|
|
(a) Long-term borrowings |
1802.900 |
985.300 |
490.530 |
|
(b) Deferred tax liabilities (Net) |
0.000 |
0.000 |
15.030 |
|
(c)
Other long term liabilities |
11.400 |
10.400 |
0.800 |
|
(d)
long-term provisions |
41.230 |
59.680 |
51.370 |
|
Total
Non-current Liabilities (3) |
1855.530 |
1055.380 |
557.730 |
|
|
|
|
|
|
(4) Current Liabilities |
|
|
|
|
(a)
Short term borrowings |
3092.510 |
2720.040 |
1652.510 |
|
(b)
Trade payables |
2334.950 |
1760.540 |
1552.660 |
|
(c)
Other current liabilities |
927.710 |
640.180 |
516.780 |
|
(d)
Short-term provisions |
103.940 |
123.300 |
225.040 |
|
Total
Current Liabilities (4) |
6459.110 |
5244.060 |
3946.990 |
|
|
|
|
|
|
TOTAL |
11467.310 |
9151.530 |
7119.640 |
|
|
|
|
|
|
II.
ASSETS |
|
|
|
|
(1) Non-current assets |
|
|
|
|
(a)
Fixed Assets |
|
|
|
|
(i)
Tangible assets |
2754.110 |
2663.890 |
1938.500 |
|
(ii)
Intangible Assets |
12.110 |
9.960 |
4.790 |
|
(iii)
Capital work-in-progress |
933.430 |
773.360 |
308.090 |
|
(iv) Intangible assets under development |
83.460 |
35.210 |
0.000 |
|
(b) Non-current
Investments |
574.190 |
509.000 |
50.400 |
|
(c) Deferred tax assets
(net) |
14.410 |
11.410 |
0.000 |
|
(d) Long-term Loan
and Advances |
1261.510 |
513.120 |
1000.150 |
|
(e)
Other Non-current assets |
15.590 |
11.310 |
5.290 |
|
Total
Non-Current Assets |
5648.810 |
4527.260 |
3307.220 |
|
|
|
|
|
|
(2) Current assets |
|
|
|
|
(a)
Current investments |
0.000 |
0.000 |
0.000 |
|
(b)
Inventories |
1838.550 |
1453.330 |
1106.880 |
|
(c)
Trade receivables |
2951.670 |
2206.760 |
1970.550 |
|
(d)
Cash and cash equivalents |
105.620 |
38.750 |
66.270 |
|
(e)
Short-term loans and advances |
864.640 |
868.040 |
593.710 |
|
(f)
Other current assets |
58.020 |
57.390 |
75.010 |
|
Total
Current Assets |
5818.500 |
4624.270 |
3812.420 |
|
|
|
|
|
|
TOTAL |
11467.310 |
9151.530 |
7119.640 |
PROFIT & LOSS
ACCOUNT
|
|
PARTICULARS |
31.03.2014 |
31.03.2013 |
31.03.2012 |
|
|
|
SALES |
|
|
|
|
|
|
|
Revenue from Operations |
9347.180 |
7827.560 |
7359.090 |
|
|
|
Other Income |
122.730 |
136.550 |
409.640 |
|
|
|
TOTAL (A) |
9469.910 |
7964.110 |
7768.730 |
|
|
|
|
|
|
|
|
Less |
EXPENSES |
|
|
|
|
|
|
|
Cost of Materials Consumed |
5608.540 |
5009.680 |
4655.130 |
|
|
|
Purchases of Stock-in-Trade |
104.220 |
17.740 |
42.920 |
|
|
|
Changes in inventories of finished goods, work-in-progress
and Stock-in-Trade |
(293.400) |
(177.840) |
(11.400) |
|
|
|
Employees benefits expense |
952.600 |
767.430 |
595.240 |
|
|
|
Other expenses |
2080.760 |
1582.730 |
1562.020 |
|
|
|
TOTAL (B) |
8452.720 |
7199.740 |
6843.910 |
|
|
|
|
|
|
|
|
Less |
PROFIT
BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B) (C) |
1017.190 |
764.370 |
924.820 |
|
|
|
|
|
|
|
|
|
Less |
FINANCIAL
EXPENSES (D) |
356.240 |
211.410 |
304.810 |
|
|
|
|
|
|
|
|
|
|
PROFIT
BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E) |
660.950 |
552.960 |
620.010 |
|
|
|
|
|
|
|
|
|
Less/ Add |
DEPRECIATION/
AMORTISATION (F) |
381.450 |
316.620 |
247.280 |
|
|
|
|
|
|
|
|
|
|
PROFIT BEFORE
TAX (E-F) (G) |
279.500 |
236.340 |
372.730 |
|
|
|
|
|
|
|
|
|
Less |
TAX (H) |
(72.750) |
(26.440) |
(157.850) |
|
|
|
|
|
|
|
|
|
|
PROFIT AFTER TAX
(G-H) (I) |
352.250 |
262.780 |
530.580 |
|
|
|
|
|
|
|
|
|
|
EARNINGS IN
FOREIGN CURRENCY |
|
|
|
|
|
|
|
Exports of goods calculated on FOB basis |
5621.520 |
5101.320 |
4981.450 |
|
|
|
Product development fee |
144.940 |
68.920 |
54.940 |
|
|
|
Contract research fee |
52.110 |
48.940 |
29.610 |
|
|
|
Interest income |
9.000 |
18.720 |
16.630 |
|
|
|
Miscellaneous income |
15.040 |
20.470 |
0.000 |
|
|
TOTAL EARNINGS |
5842.610 |
5258.370 |
5082.630 |
|
|
|
|
|
|
|
|
|
|
IMPORTS |
|
|
|
|
|
|
|
Raw and packing materials |
1582.590 |
1304.290 |
1362.260 |
|
|
|
Capital goods and spare parts |
145.060 |
179.910 |
172.850 |
|
|
TOTAL IMPORTS |
1727.650 |
1484.200 |
1535.110 |
|
|
|
|
|
|
|
|
|
|
Earnings Per
Share (Rs.) |
|
|
|
|
|
|
Basic
|
6.22 |
4.76 |
10.92 |
|
|
|
Diluted
|
6.22 |
4.76 |
10.76 |
|
QUARTERLY RESULTS
|
PARTICULARS |
30.06.2014 |
30.09.2014 |
|
Type |
1st
Quarter |
2nd
Quarter |
|
Net Sales |
2503.900 |
2796.000 |
|
Total Expenditure |
2311.100 |
2520.100 |
|
PBIDT (Excl OI) |
192.800 |
275.900 |
|
Other Income |
21.800 |
44.200 |
|
Operating Profit |
214.600 |
320.100 |
|
Interest |
98.900 |
108.100 |
|
Exceptional Items |
0.000 |
0.000 |
|
PBDT |
115.700 |
0.000 |
|
Depreciation |
79.100 |
95.200 |
|
Profit Before Tax |
36.600 |
116.800 |
|
Tax |
0.000 |
0.000 |
|
Provisions and contingencies |
0.000 |
0.000 |
|
Profit After Tax |
36.600 |
116.800 |
|
Extraordinary Items |
0.000 |
0.000 |
|
Prior Period Expenses |
0.000 |
0.000 |
|
Other Adjustments |
0.000 |
0.000 |
|
Net Profit |
36.600 |
116.800 |
KEY RATIOS
|
PARTICULARS |
|
31.03.2014 |
31.03.2013 |
31.03.2012 |
|
Net Profit Margin (PAT/Sales) |
(%) |
3.77 |
3.36 |
7.21 |
|
|
|
|
|
|
|
Operating Profit Margin (PBDIT/Sales) |
(%) |
10.88 |
9.77 |
12.57 |
|
|
|
|
|
|
|
Return on Total Assets (PBT/Total Assets} |
(%) |
2.83 |
3.02 |
5.51 |
|
|
|
|
|
|
|
Return on Investment (ROI) (PBT/Networth) |
|
0.09 |
0.08 |
0.14 |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Debt/Networth) |
|
1.55 |
1.30 |
0.82 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
0.90 |
0.88 |
0.97 |
FINANCIAL ANALYSIS
[all figures are in
Rupees Millions]
DEBT EQUITY RATIO
|
Particular |
31.03.2012 |
31.03.2013 |
31.03.2014 |
|
|
(Rs.
In Millions) |
(Rs.
In Millions) |
(Rs.
In Millions) |
|
Share Capital |
110.250 |
113.250 |
113.250 |
|
Reserves & Surplus |
2486.490 |
2759.400 |
3045.410 |
|
Money received against share warrants |
28.130 |
0.000 |
0.000 |
|
Foreign currency monetary item translation difference account |
(9.950) |
(20.560) |
(5.990) |
|
Net
worth |
2614.920 |
2852.090 |
3152.670 |
|
|
|
|
|
|
Long-term borrowings |
490.530 |
985.300 |
1802.900 |
|
Short term borrowings |
1652.510 |
2720.040 |
3092.510 |
|
Total
borrowings |
2143.040 |
3705.340 |
4895.410 |
|
Debt/Equity ratio |
0.820 |
(180.221) |
(817.264) |
YEAR-ON-YEAR GROWTH
|
Year on Year Growth |
31.03.2012 |
31.03.2013 |
31.03.2014 |
|
|
(Rs.
In Millions) |
(Rs.
In Millions) |
(Rs.
In Millions) |
|
Sales |
7359.090 |
7827.560 |
9347.180 |
|
|
|
6.366 |
19.414 |
NET PROFIT MARGIN
|
Net Profit Margin |
31.03.2012 |
31.03.2013 |
31.03.2014 |
|
|
(Rs.
In Millions) |
(Rs.
In Millions) |
(Rs.
In Millions) |
|
Sales |
7359.090 |
7827.560 |
9347.180 |
|
Profit |
530.580 |
262.780 |
352.250 |
|
|
7.21% |
3.36% |
3.77% |
LOCAL AGENCY FURTHER INFORMATION
|
Sr. No. |
Check List by Info Agents |
Available in
Report (Yes / No) |
|
1] |
Year of Establishment |
Yes |
|
2] |
Locality of the firm |
Yes |
|
3] |
Constitutions of the firm |
Yes |
|
4] |
Premises details |
No |
|
5] |
Type of Business |
Yes |
|
6] |
Line of Business |
Yes |
|
7] |
Promoter's background |
Yes |
|
8] |
No. of employees |
No |
|
9] |
Name of person contacted |
No |
|
10] |
Designation of contact
person |
No |
|
11] |
Turnover of firm for last
three years |
Yes |
|
12] |
Profitability for last
three years |
Yes |
|
13] |
Reasons for variation
<> 20% |
-- |
|
14] |
Estimation for coming
financial year |
No |
|
15] |
Capital in the business |
Yes |
|
16] |
Details of sister
concerns |
Yes |
|
17] |
Major suppliers |
No |
|
18] |
Major customers |
No |
|
19] |
Payments terms |
No |
|
20] |
Export / Import details
(if applicable) |
No |
|
21] |
Market information |
-- |
|
22] |
Litigations that the firm
/ promoter involved in |
-- |
|
23] |
Banking Details |
Yes |
|
24] |
Banking facility details |
Yes |
|
25] |
Conduct of the banking
account |
-- |
|
26] |
Buyer visit details |
-- |
|
27] |
Financials, if provided |
Yes |
|
28] |
Incorporation details, if
applicable |
Yes |
|
29] |
Last accounts filed at
ROC |
Yes |
|
30] |
Major Shareholders, if
available |
Yes |
|
31] |
Date of Birth of
Proprietor/Partner/Director, if available |
Yes |
|
32] |
PAN of Proprietor/Partner/Director,
if available |
No |
|
33] |
Voter ID No of
Proprietor/Partner/Director, if available |
No |
|
34] |
External Agency Rating,
if available |
Yes |
INDEX OF CHARGES
|
S.NO. |
CHARGE ID |
DATE OF CHARGE CREATION/MODIFICATION |
CHARGE AMOUNT SECURED |
CHARGE HOLDER |
ADDRESS |
SERVICE REQUEST NUMBER (SRN) |
|
1 |
10529063 |
24/09/2014 |
200,000,000.00 |
AXIS BANK LIMITED |
CORPORATE BANKING BRANCH, KARUMUTHU NILAYAM, NO.1 92, ANNA SALAI, CHENNAI, TAMILNADU - 600002, INDIA |
C32228249 |
|
2 |
10529057 |
24/09/2014 |
300,000,000.00 |
AXIS BANK LIMITED |
CORPORATE BANKING BRANCH, KARUMUTHU NILAYAM, NO.1 92, ANNA SALAI, CHENNAI, TAMILNADU - 600002, INDIA |
C32226656 |
|
3 |
10529062 |
24/09/2014 |
333,000,000.00 |
AXIS BANK LIMITED |
CORPORATE BANKING BRANCH, KARUMUTHU NILAYAM, NO.1 92, ANNA SALAI, CHENNAI, TAMILNADU - 600002, INDIA |
C32227761 |
|
4 |
10518626 |
27/08/2014 |
520,000,000.00 |
STATE BANK OF TRAVANCORE |
COMMERCIAL BRANCH,
JEEVAN ANAND, 556, MOUNT ROAD, |
C19627512 |
|
5 |
10511509 |
14/07/2014 |
400,000,000.00 |
RATNAKAR BANK LIMITED |
ANAND BUSINESS CENTRE, 56, G.N. CHETTY ROAD, T. NAGAR, CHENNAI, TAMILNADU - 600017, INDIA |
C14010250 |
|
6 |
10473690 |
26/03/2014 * |
400,000,000.00 |
EXPORT-IMPORT BANK OF INDIA |
EXPORT-IMPORT BANK OF INDIA, CUFFE PARADE, MUMBAI, MAHARASHTRA - 400005, INDIA |
C03046265 |
|
7 |
10473689 |
10/01/2014 |
150,000,000.00 |
EXPORT-IMPORT BANK OF INDIA |
CENTRE ONE
BUILDING, FLOOR 21, WTC COMPLEX, CUFFE |
B94754496 |
|
8 |
10471577 |
07/03/2014 * |
23,000,000.00 |
STATE BANK OF HYDERABAD |
INDUSTRIAL FINANCE BRANCH, FIRST FLOOR, 45, SECOND LINE BEACH ROAD, CHENNAI, TAMILNADU - 600001, INDIA |
C00545038 |
|
9 |
10464661 |
19/11/2013 |
300,000,000.00 |
STATE BANK OF MYSORE |
INDUSTRIAL FINANCE BRANCH, SECOND FLOOR, MOH BLDG, 576 ANNA SALAI, CHENNAI, TAMILNADU - 600006, INDIA |
B91325217 |
|
10 |
10454803 |
07/03/2014 * |
500,000,000.00 |
STATE BANK OF TRAVANCORE |
COMMERCIAL BRANCH,
JEEVAN ANAND, 556, MOUNT ROAD, |
C00555300 |
|
11 |
10445370 |
07/03/2014 * |
300,000,000.00 |
STATE BANK OF INDIA |
COMMERCIAL BRANCH,
NO.232 NSC BOSE ROAD, CHENNAI, |
C01125244 |
|
12 |
10399371 |
02/06/2014 * |
553,000,000.00 |
DBS BANK LIMITED |
806 ANNA SALAI, CHENNAI, TAMIL NADU - 600002, INDIA |
C05309067 |
|
13 |
10374612 |
07/03/2014 * |
52,000,000.00 |
STATE BANK OF INDIA |
COMMERCIAL BRANCH,
NO.232 NSC BOSE ROAD, CHENNAI, |
C01125756 |
|
14 |
10340690 |
30/08/2012 * |
50,000,000.00 |
STATE BANK OF TRAVANCORE |
COMMERCIAL BRANCH,
JEEVAN ANAND, 556, MOUNT ROAD, |
B57370173 |
|
15 |
10297652 |
07/03/2014 * |
270,000,000.00 |
ICICI BANK LIMITED |
CORPORATE BANKING GROUP, THIRD FLOOR, 1, CENOTAPH ROAD, TEYNAMPET, CHENNAI, TAMIL NADU - 600018, INDIA |
C00618819 |
|
16 |
10245653 |
02/06/2014 * |
192,500,000.00 |
DBS BANK LIMITED |
806 ANNA SALAI, CHENNAI, TAMIL NADU - 600002, INDIA |
C05244850 |
|
17 |
10240157 |
23/09/2014 * |
200,000,000.00 |
AXIS BANK LIMITED |
CORPORATE BANKING BRANCH, KARUMUTHU NILAYAM, NO.1 92, ANNA SALAI, CHENNAI, TAMIL NADU - 600002, INDIA |
C32227233 |
|
18 |
90292397 |
16/07/1996 |
6,000,000.00 |
M/S. PONDICHERRY INDUSTRIAL PROMOTION DEVLOPMENT CORP. LIMITED |
PONDICHEERY, PONDICHERRY, PONDICHERRY, INDIA |
- |
|
19 |
90292172 |
07/03/2014 * |
3,700,000,000.00 |
STATE BANK OF TRAVANCORE |
STATE BANK OF TRAVANCORE, COMMERCIAL BRANCH, JEEVAN ANAND, CHENNAI, TAMILNADU - 600018, INDIA |
C00611228 |
|
20 |
90293342 |
17/06/1993 |
24,000,000.00 |
THE GOVT OF TAMILNADU |
COMMERCIAL TAXES, MADRAS, TAMIL NADU, INDIA |
- |
|
21 |
90293511 |
07/04/1998 * |
24,000,000.00 |
THE GOVT. OF TAMILNADU |
DEPATMENT OF COMMERCIQL TAXES, CHENNAI, TAMILNADU, INDIA |
- |
|
22 |
90292114 |
30/05/1992 |
21,500,000.00 |
M/S.INTEGRATED FINANCE COMP. LIMITED |
;VAIRAMS'; 112; THYAGARAYA ROAD, T. NAGAR, MADRAS, GUJARAT - 600017, INDIA |
- |
* Date of charge modification
UNSECURED LOANS
|
PARTICULARS |
31.03.2014 (Rs.
In Millions) |
31.03.2013 (Rs.
In Millions) |
|
LONG-TERM BORROWINGS |
|
|
|
Loan from others |
8.840 |
10.740 |
|
|
|
|
|
Total |
8.840 |
10.740 |
COMPANY OVERVIEW
Subject was incorporated in 1976 having its registered office in
Chennai, India. The Company is primarily engaged in manufacturing of Active Pharmaceutical
Ingredients (APIs), their intermediates and finished dosage. The Company is
also into product development, trading of branded formulations and provides
contract research and manufacturing services.
MANAGEMENT DISCUSSION AND ANALYSIS
OVERVIEW AND COMPANY
PERFORMANCE
India is recognized as one of the leading global players with large number of Drug Master Files (DMFs) and dossiers registrations for Active Pharmaceutical Ingredients (API) and formulations, with highest number of manufacturing facilities approved by US FDA in any country outside US. The Company has taken lot of initiatives as part of growth strategy to take advantage of the above.
The following sections discusses such initiatives on a divisional basis:
API Business
On a consolidated basis, API and its intermediate business contributed close to 55% of the turnover of the Company. On a standalone basis, it contributed close to 72% of the total sales.
The Company’s strategy with respect to this Strategic Business Unit (“SBU”) is to enhance sales and profitability.
This has been achieved through the following measures:
· New products commercialization which are under development
· Capacity enhancement of the existing products to meet the growing demand
· Process optimization initiatives
Company’s current API portfolio consists of Ibuprofen, Ranitidine, Nizatidine, Gabapentin, Levetiracetan and Cycloserine, amongst others.
The Company has filed 9 new DMFs in the current financial year.
Outlook of API
Business
The Company continues to enjoy significant traction in its core APIs. The growth of the new DMF products is a major initiative in FY 15 to enhance the sales and profitability.
While North America, Europe and Japan continue to be key markets for the Company, other markets such as Korea and Brazil have presented new opportunities thereby opening more avenues for the Company.
Contract Research and
Manufacturing Services Business
The Company has an active presence in CRAMS in both APIs and Formulations.
API CRAMS includes Shasun Pharma Solutions Limited, UK and Shasun Pharmaceuticals Limited, India.
Formulations CRAMS includes finished dosages facility in Pondicherry, which caters to contract manufacturing and contract development of finished dosages for Innovator, Emerging and Generic pharma companies. Formulation research centre in Pondicherry provides support for development of new formulation products.
During FY14, CRAMS consolidated business registered 45% of the total consolidated revenue of the Company.
SHASUN PHARMA
SOLUTIONS LIMITED, UK (SPSL)
OPERATIONS-SPSL
During FY14, SPSL has continued to focus on its core strengths of health, safety, environmental and quality compliance. Providing innovation together with continuous improvement to satisfy customers’ needs and positioning as a preferred service provider to the pharmaceutical industry.
Key to the operational performance is the knowledge and experience gained from over 45 years of development, scale-up and commercialization of customers processes.
Sales-SPSL
During FY 14 SPSL substantially recovered from the loss of a key project within the portfolio. The unexpected reduced performance of the product in the market place resulted in a sharp reduction of the product demand by the customer. Financial impact of this loss was minimised through acquisition and delivery of new business.
SPSL achieved sales of GBP 28.66 million. Focus on high value technically challenging projects enabled SPSL to remain profitable.
Market interest continues to be driven by key strengths - technical expertise and capability, speed of response, good facilities, people and reliability.
SPSL has a unique ability to handle both highly complex and hazardous projects. A world class hazard evaluation capability which is fully integrated into their process development group and project management process allows early understanding and appropriate measures to ensure safe and reliable delivery of customer requirements. This approach is seen as an advantage over their competitors by many of their customers.
SPSL Outlook FY 15
In readiness for FY 15, SPSL management recast the vision and strategy for SPSL. The key focus being sustainable business growth through protecting base business, nurturing the growth opportunities within the pipeline and having clear plans to address new and growing market opportunities such as controlled drugs, hazard evaluation services and potent compound manufacture. This coupled with a clear go to market and sales strategy is already gaining market traction.
CRAMS SBU in India
On the Contract Manufacturing front in India, the Company has posted a growth of 27% by successfully capitalising on the global growth in the contract manufacturing business
Finished Dosages
Business - Formulations CRAMS
The company offers the services of development and manufacture of finished dosages to both Innovator and generic companies worldwide. The division achieved a growth of 31% over the previous year.
The Finished Dosages facility has undergone successful inspections by various regulatory bodies such as USFDA, Brazilian ANVISA, UK MHRA, WHO GMP and Mexico- COFEPRIS during FY13.
During this period, the Company has filed 6 ANDA for approval.
Outlook of
Formulation CRAMS
Finished Dosages Business remains a major opportunity for the Company to increase and diversify its revenue base. With the increased expansion capacity and expected approvals on newer Products, the Formulation Division is planning to increase its revenues. The development work on ANDAs have commenced with a goal of filing atleast 15 ANDAs in FY 15.
BIOTECHNOLOGY
The division achieved Sales de-growth of 10% for its flagship recombinant streptokinase product. The product is also under export registration in some of the key developing countries.
While its other pipeline bio-similar molecules are progressing in development, the division is also drawing up strategic plans for future growth on a sustainable and differentiated basis.
STATEMENT OF UNAUDITED STANDALONE FINANCIAL
RESULTS FOR THE QUARTER AND SIX MONTHS ENDED SEPTEMBER 30, 2014
(RS. IN MILLIONS)
|
SR. NO. |
PARTICULAR |
QUARTER ENDED |
HALF YEAR ENDED |
|
|
|
|
30.09.2014 (Unaudited) |
30.06.2014 (Unaudited) |
30.09.2014 (Unaudited) |
|
1. |
Income from
Operations |
|
|
|
|
|
Net Sales |
2658.800 |
2369.800 |
5028.600 |
|
|
Other Operating Income |
137.200 |
134.100 |
271.300 |
|
|
Net Sales/Income
from Operations |
2796.000 |
2503.900 |
5299.900 |
|
|
|
|
|
|
|
2. |
Expenditure |
|
|
|
|
|
Cost of Material Consumed
|
1589.200 |
1351.800 |
2941.000 |
|
|
Purchase in Stock In Trade |
20.100 |
17.700 |
37.800 |
|
|
Change in Inventories of Finished Goods, Work-In-Progress and
Stock In Trade |
37.500 |
176.200 |
213.700 |
|
|
Employee Benefits Expenses |
300.700 |
255.800 |
556.500 |
|
|
Depreciation and Amortization Expenses |
95.200 |
79.100 |
174.300 |
|
|
Foreign exchange loss |
3.100 |
(1.900) |
1.200 |
|
|
Other Expenses |
569.500 |
509.600 |
1079.100 |
|
|
f) Total |
2615.300 |
2388.300 |
5003.600 |
|
|
|
|
|
|
|
3. |
Profit
From Operations before Other Income, Interest and Exceptional Items (1-2) |
180.700 |
115.600 |
296.300 |
|
4. |
Other Income |
44.200 |
19.900 |
64.100 |
|
5. |
Profit
before Interest and Exceptional Items (3+4) |
224.900 |
135.500 |
360.400 |
|
6. |
Interest |
108.100 |
98.900 |
207.000 |
|
7. |
Profit
after Interest but before Exceptional Items (5-6) |
116.800 |
36.600 |
153.400 |
|
8. |
Exceptional Items |
-- |
-- |
-- |
|
9. |
Profit
from Ordinary Activities before Tax (7+8) |
116.800 |
36.600 |
153.400 |
|
10. |
Tax Expense |
-- |
-- |
-- |
|
11. |
Net
Profit from Ordinary Activities after Tax (9-10) |
116.800 |
36.600 |
153.400 |
|
12. |
Extraordinary Item (net of expense) |
-- |
-- |
-- |
|
13. |
Net
Profit for the period (11-12) |
116.800 |
36.600 |
153.400 |
|
14. |
Paid-up Equity Share Capital (Face Value of Rs.10/- Each) |
120.300 |
120.300 |
120.300 |
|
15. |
Reserves Excluding Revaluation Reserve |
NA |
NA |
NA |
|
16. |
(i)
Earnings Per Share [before extraordinary items] [of Rs. 2/- each] |
|
|
|
|
|
a) Basic |
1.94 |
0.63 |
2.60 |
|
|
b) Diluted |
1.89 |
0.63 |
2.55 |
|
|
|
|
|
|
|
16. |
(ii)
Earnings Per Share [after extraordinary items] [of Rs. 2/- each] |
|
|
|
|
|
a) Basic |
1.94 |
0.63 |
2.60 |
|
|
b) Diluted |
1.89 |
0.63 |
2.55 |
|
|
|
|
|
|
|
|
PARTICULARS
OF SHAREHOLDING |
|
|
|
|
|
|
|
|
|
|
17. |
Public
Shareholding |
|
|
|
|
|
- Number of Shares |
36380990 |
36538990 |
36380990 |
|
|
- Percentage of Shareholding |
60.51% |
60.77% |
60.51% |
|
18. |
Promoters
and Promoter Group Shareholding |
|
|
|
|
|
a)
Pledged/Encumbered |
|
|
|
|
|
- Number of Shares |
4102000 |
5717000 |
4102000 |
|
|
- Percentage of Shares (as a % of the Total Shareholding
of promoter and promoter group) |
17.28% |
24.24% |
17.28% |
|
|
- Percentage of Shares (as a % of the Total Share Capital
of the Company) |
6.82% |
9.51% |
6.82% |
|
|
b)
Non Encumbered |
|
|
|
|
|
- Number of Shares |
19640862 |
17867862 |
19640862 |
|
|
- Percentage of Shares (as a % of the Total Shareholding
of Promoter and Promoter Group) |
82.72% |
75.76% |
82.72% |
|
|
- Percentage of Shares (as a % of the Total Share Capital
of the Company) |
32.67% |
29.72% |
32.67% |
|
PARTICULARS
[NOS.] |
30.09.2014 |
|
Pending at the beginning of the quarter |
Nil |
|
Received during the quarter |
3 |
|
Disposed of during the quarter |
3 |
|
Remaining unresolved at the end of the quarter |
Nil |
NOTES:
1) The above results of the Company were reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on November 6, 2014. The statutory auditors have expressed an unqualified opinion.
2) The Company has identified "Pharmaceuticals" as its single reportable business segment. Pharmaceuticals segment comprises manufacture of Active Pharmaceuticals Ingredients (API), Intermediates and Formulations.
3) Standalone statement of assets and liabilities
|
PARTICULARS |
30.09.2014 |
|
|
A. EQUITY AND LIABILITIES |
Unaudited |
|
|
1.
Shareholders’ Funds |
|
|
|
a] Share Capital |
120.300 |
|
|
b] Reserves and Surplus |
3565.700 |
|
|
c] Money received against share
warrants |
195.300 |
|
|
d] Foreign currency monetary item
translation difference account |
(6.000) |
|
|
Sub-total
– Shareholders’ funds |
3875.300 |
|
|
|
|
|
|
2. Non-current
Liabilities |
|
|
|
a] Long term Borrowings |
1956.300 |
|
|
b] Deferred Tax Liabilities |
0.000 |
|
|
c] Other current liabilities |
0.300 |
|
|
d] Long term provisions |
65.200 |
|
|
Sub-total
- Non-current Liabilities |
2021.800 |
|
|
|
|
|
|
3. Current Liabilities |
|
|
|
a] Short term Borrowings |
3349.400 |
|
|
b] Trade Payables |
2241.200 |
|
|
c] Other Current Liabilities |
1082.900 |
|
|
d] Short Term Provision |
41.200 |
|
|
Sub-total
- Current Liabilities |
6714.700 |
|
|
|
|
|
|
TOTAL - EQUITY
AND LIABILITIES |
12611.800 |
|
|
|
|
|
|
B ASSETS |
|
|
|
1. Non-current assets |
|
|
|
a] Fixed assets |
4434.400 |
|
|
b] Non-current investment |
1236.900 |
|
|
c] Deferred tax assets |
14.400 |
|
|
d] long Term loans and Advances |
582.100 |
|
|
e] Other non-current assets |
16.100 |
|
|
Sub-total – Non-
current assets |
6283.900 |
|
|
|
|
|
|
2.
CURRENT ASSETS |
|
|
|
|
Current Investments |
0.000
|
|
|
Inventories |
1624.900
|
|
|
Trade Receivables |
3246.600
|
|
|
Cash & Bank Balances |
86.000
|
|
|
Short Term loans and advances |
1276.100
|
|
|
Other Current Assets |
94.300
|
|
Sub-total – Current Assets |
6327.900
|
|
|
|
|
|
|
TOTAL - ASSETS |
12611.800 |
|
4)
During the quarter ended June 30,
2014, pursuant to the shareholders' approval at the extra ordinary general
meeting held on May 21, 2014 the Company has made preferential allotment of
3,500,000 equity shares of Rs. 2/- each at a premium of Rs 108/- per share
aggregating to Rs. 385.000 Millions and 7,100,000 convertible warrants of Rs.
2/- each at a premium of Rs 108/- per warrant to Sequent Scientific Limited,
Mumbai ('Sequent') after obtaining the approval of stock exchanges. The terms
of conversion require that the warrant be converted into one equity share of
Rs. 2/- within 18 months from the date of allotment to Sequent. The Company has
realised Rs. 385.000 Millions towards allotment of 3,500,000 equity shares and Rs.
195.300 Millions (25% upfront issue price) towards allotment of 7,100,000
convertible warrants during the quarter.
5)
The Board of Directors (“The Board”) approved the
scheme of amalgamation of the company with Strides Arcolab Limited (“the
Scheme”) on September 29, 2014. The Board has approved a share swap ratio of 5
equity shares of the face value of Rs. 10 each fully paid up of Strides Arcolab
Limited for every 16 equity shares of the face value of Rs. 2 each fully paid
up of Shasun Pharmaceuticals Limited. The company is in the process of filing
the Scheme with the Hon’ble High Courts of Madras and Bombay. As per terms of
the Scheme, the appointed date is April 1, 2015. Pending statutory approvals no
effect of the above Scheme has been given in the above results.
6)
With effect from April 01, 2014,
pursuant to the requirement of Companies Act, 2013 ( 'the Act'), the Company
has revised the useful life of its fixed assets, as specified in Schedule II of
the Act, based on technical evaluation. As a result of this change, the
depreciation charge is lower by Rs. 20.800 Millions and Rs. 43.000 Millions for
the quarter and six months ended September 30, 2014 respectively. In respect of
assets whose useful life is already exhausted as on April 01, 2014, depreciation
impact on such assets has been adjusted in the Reserves and Surplus in
accordance with the requirements of Schedule II of the Act.
7)
Prior period figures have been
reclassified/regrouped wherever necessary to conform to the current period classification.
CONTINGENT
LIABILITIES:
|
Particulars |
31.03.2014 (Rs.
In Millions) |
31.03.2013 (Rs.
In Millions) |
|
|
|
|
|
Sales tax |
0.000 |
15.370 |
|
Excise / customs |
67.610 |
101.080 |
|
Counter guarantees given by the company to the bankers for
bank guarantee |
58.870 |
51.500 |
|
Obligations in respect of letter of credit outstanding |
375.590 |
459.790 |
|
Corporate guarantee given to the bankers in respect of loan
taken by Shasun Pharma Solutions Limited, UK (wholly owned subsidiary) |
647.600 |
540.540 |
|
Out of the above corporate guarantee utilized in
connection with loans availed by SPSL, UK |
518.640 |
457.020 |
|
Other claims against the Company not acknowledged as debts |
20.370 |
41.220 |
FIXED ASSETS:
TANGIBLE ASSETS
· Freehold Land
· Leasehold land
· Factory buildings
· Non factory buildings
· Plant and machinery
· Electrical installations
· Office equipments
· Computers and accessories
· Furniture, fixtures and fittings
· Vehicles
INTANGIBLE ASSETS
· Software
PRESS RELEASE
STRIDES ARCOLAB
AND SHASUN PHARMACEUTICALS COMBINE TO ACCELERATE STRATEGY AND GROWTH
Creates vertically integrated pharma company with multiple revenue streams
Shasun to amalgamate with Strides in an all-stock transaction
Shashun shareholders to receive 5 (five) equity shares of Strides for
every 16 (sixteen) equity shares held by them in Shasun
Combined entity to be amongst the top 15 listed Indian Pharmaceutical
Companies by revenue with a turnover in excess of INR 25000.000 Millions
September 29,
2014: Strides Arcolab Limited (‘Strides’) and Shasun Pharmaceuticals Limited
(‘Shasun’) today announced that the Board of Directors of both the Companies
have approved a Scheme of Amalgamation between the two companies. The
combination creates a vertically integrated pharma company of scale with strong
presence in Front-ended Regulated Markets Finished Dosages, Emerging Markets
Branded Generics, Institutional Business, Active Pharmaceutical Ingredients and
Contract Research and Manufacturing Services.
Strategic
Rationale of the Merger:
· The combination significantly enhances Finished Dosages portfolio in niche and complex domains with a pipeline of over 100 products and accelerates product filings with a combined R&D strength of over 400 personnel
· Significant de-risking of operations with the combined entity having 12 manufacturing facilities including 3 USFDA approved Finished Dosage manufacturing facilities, 2 USFDA approved API manufacturing facilities, 1 USFDA approved CRAMS facility and 6 manufacturing facilities catering to the emerging markets
· Merged entity to leverage Shasun’s best in class API manufacturing capacities and shift focus towards niche API’s aligned with Finished Dosages portfolio and pipeline.
· Significant synergistic opportunities in operations and cost savings through economies of scale
· Creates a top 15 listed Indian pharma company by revenue with increased scale and visibility to drive future growth of the group
Commenting on the merger, Arun Kumar, Founder and Group CEO of Strides
stated “Since the divestment of our injectables business, which resulted in
significant value creation for our shareholders, Strides has refocused on its
oral finished formulation business. Today’s proposed combination with Shasun
accelerates our strategy and growth prospects by creating a larger scale, fully
integrated, leading Indian pharma company with multiple growth drivers and
synergies that will allow for enhanced profitability and more efficient use of
our combined infrastructure and enhanced value creation opportunities for the
combined shareholder group. I am excited to work more closely with the Shasun
promoters and leadership in jointly building the combined entity to become one
of the leading global players.”
Commenting on the merger Abhaya Kumar, CEO and Managing Director of
Shasun stated “We are very excited about combining with Strides, which has a
tremendous track record of creating shareholder value. Strides and Shasun bring
complementary strengths and shared values of developing products and market
opportunities across geographies and the combination accelerates both scale and
scope. We are confident that the vertically integrated new combination will
deliver further additional value in the near term for all stakeholders above
and beyond the strong gains we have achieved to date on our own.”
The Scheme of
Amalgamation
The transaction is to be executed through a Scheme of Amalgamation under
the framework of the Companies Act and the relevant SEBI regulations; wherein
Shasun will be amalgamated with and into Strides. Pursuant to the Scheme of
Amalgamation, each equity shareholder of Shasun will be entitled to receive 5
(five) equity shares of Strides in lieu of 16 (sixteen) equity shares held in
Shasun. Based on the Exchange Ratio, Shasun shareholders will own 26% of the
combined entity. The current promoters of Shasun will, post the approval of the
Merger, be categorized as promoters of the combined entity, along with the
existing promoters of Strides. The board of directors of the combined entity
will comprise of independent directors in compliance with the provisions of the
Listing Agreement, with promoters of Strides and the promoters of Shasun having
the right to nominate non independent directors in proportion to their inter-se
shareholding in the combined entity. The appointed date for the Scheme of
Amalgamation is April 1, 2015. The Scheme of Amalgamation is subject to
approval of shareholders and creditors of the Companies, Stock Exchanges, SEBI,
CCI, FIPB, RBI and the Hon’ble High Courts of Madras and Bombay. The
transaction is expected to close by June 2015, subject to receipt of all approvals.
Promoters of both companies have expressed their support in favour of the
Scheme of Amalgamation.
S.R. Batliboi & Co. LLP and Price Waterhouse & Co. LLP, provided
the joint valuation report on the fair exchange ratio. Jefferies India Private
Limited provided the fairness opinion to the board of Strides,; whilst IDFC
Securities Limited provided the fairness opinion to the board of Shasun.
Amarchand & Mangaldas & Suresh A Shroff & Co. and DSK Legal acted
as the legal advisors for the transaction.
Strides and Shasun will be hosting an investor / analyst meet at 9.30
a.m. on September 30, 2014 at the Trident, Bandra Kurla, Mumbai, to discuss the
transaction.
About Strides
Arcolab Limited
Strides Arcolab, listed on the Bombay Stock Exchange Limited (532531)
and National Stock Exchange of India Limited (STAR), is a global pharmaceutical
Company headquartered in Bangalore, India that develops and manufactures a wide
range of IP-led niche pharmaceutical products. The Company has 8 manufacturing
facilities presence in more than 75 countries in developed and emerging
markets.
About Shasun
Pharmaceuticals Limited:
Shasun Pharmaceuticals Limited, listed on the Bombay Stock Exchange
Limited (stock code: 524552) and the National Stock Exchange of India Limited
(stock code: SHASUNPHAR) is an integrated pharmaceutical company head office in
Chennai India with locations in India, UK and USA.
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 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 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. 61.56 |
|
|
1 |
Rs. 97.10 |
|
Euro |
1 |
Rs. 76.61 |
INFORMATION DETAILS
|
Information
Gathered by : |
GYT |
|
|
|
|
Analysis Done by
: |
RAS |
|
|
|
|
Report Prepared
by : |
BVA |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
6 |
|
PAID-UP CAPITAL |
1~10 |
5 |
|
OPERATING SCALE |
1~10 |
6 |
|
FINANCIAL CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
6 |
|
--PROFITABILIRY |
1~10 |
5 |
|
--LIQUIDITY |
1~10 |
5 |
|
--LEVERAGE |
1~10 |
5 |
|
--RESERVES |
1~10 |
6 |
|
--CREDIT LINES |
1~10 |
6 |
|
--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 |
|
DEFAULTERS |
|
|
|
--RBI |
YES/NO |
NO |
|
--EPF |
YES/NO |
NO |
|
TOTAL |
|
50 |
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.