MIRA INFORM REPORT

 

 

Report No. :

355295

Report Date :

18.12.2015

 

IDENTIFICATION DETAILS

 

Name :

VIDEOCON D2H LIMITED (w.e.f. 01.07.2014)

 

 

Formerly Known as :

BHARAT BUSINESS CHANNEL LIMITED

 

 

Registered Office :

Auto Cars Compound, Adalat Road, Aurangabad – 431005, Maharashtra

Tel. No.:

91-240-2320750

 

 

Country :

India

 

 

Financials (as on) :

31.03.2015

 

 

Date of Incorporation :

22.11.2002

 

 

Com. Reg. No.:

11-137947

 

 

Capital Investment / Paid-up Capital :

Rs. 2420.000 Million

 

 

CIN No.:

[Company Identification No.]

U92100MH2002PLC137947

 

 

IEC No.:

Not Applicable

(As claimed by company management that company does not export and import)

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

Not Available

 

 

PAN No.:

[Permanent Account No.]

AACCB1409R

 

 

Legal Form :

A Closely Held Public Limited Liability Company

 

 

Line of Business :

Subject is engaged into business of providing Direct to Home (DTH) services to its subscribers. (Confirmed by management)

 

 

No. of Employees :

 Information declined by the management

 

 

RATING & COMMENTS

 

MIRA’s Rating :

B (30)

 

RATING

STATUS

PROPOSED CREDIT LINE

26-40

B

Capability to overcome financial difficulties seems comparatively below average.

Small

 

Status :

Moderate

 

 

Payment Behaviour :

Slow

 

 

Litigation :

Clear

 

 

Comments :

Videocon D2H limited was incorporated in November 2002, it is a part of Videocon Group. And it is DTH service provider in India and launched in 2009 under the “Videocon d2h” brand.

 

During FY14, company reported total operating income of Rs.17590.000 Million and net loss of Rs.4690.000 Million in FY14.

 

The ratings view favourably on company by the strength of promoter group support and experienced management, substantial revenue growth, highest market share in the industry and improvement in operational parameters.

 

Moreover, in March 2015, US-based Silver Eagle Acquisition Corp (SEAC) co-founded by former MGM chief Harry Sloan and former CBS entertainment president Jeff Sagansky infused around USD 273 million (around Rs.17000.000 Million) in the form of equity in VDL for 38.4% equity stake.

 

The rating strengths, are however, tempered by company’s weak capital structure due to significant losses in the initial years, and high intensity of the competition in the Direct-To-Home (DTH) industry.

 

However, business is active. Payments terms are slow.

 

In view of strong brand name and parentage support from “Videocon” group, the company can be considered for business with some caution.

 

Note:-

 

As per registrar of companies the date of balance sheet (i.e. financial filed) is show as 31.03.2015 but the documents related to the financials are not been available from any sources.

 

NASDAQ IPO

 

The company completed a listing of its American Depositary Share on NASDAQ on April 1, 2015 under the ticker VDTH, in a business combination transaction with Silver Eagle Acquisition.

 

The financials for the year ended 2015, are been filed by the company on NASDAQ which are attached in the report and company has not filed it financial of 2015 with the Government of India. (GoI)

 

 

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

 

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

CARE

Rating

Long-term Bank Facilities = BBB+

Rating Explanation

Moderate degree of safety and moderate credit risk.

Date

May – 2015

 

Rating Agency Name

CARE

Rating

Short-term Bank Facilities = A1+

Rating Explanation

Very strong degree of safety and carry lowest credit risk.

Date

May – 2015

 

 

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 31-03-2015.

 

 

INFORMATION DECLINED

 

Management Non-Cooperative (Tel No.: 91-240-2320750 / 6453756)

 

 

LOCATIONS

 

Registered Office :

Auto Cars Compound, Adalat Road, Aurangabad – 431005, Maharashtra, India

Tel. No.:

91-240-2320750

Fax No.:

Not Available

E-Mail :

companysecratary@d2h.com

Website :

www.videocond2h.com

 

 

Head Office :

Located at :

 

Mumbai

 

 

Corporate Office :

4th Floor, Godrej Coliseum, Somaiya Hospital, Off, Eastern Express Highway, Sion (East), Mumbai – 400022, Maharashtra, India

 

 

DIRECTORS

 

As on 31.03.2015

 

Name :

Mrs. Radhika Saurabh Dhoot

Designation :

Additional Director

Address :

99, Videocon House, Manav Mandir Road, Nepeansea Road, Mumbai - 400006, Maharashtra, India

Date of Appointment :

31.03.2015

DIN No.:

00007727

 

 

Name :

Mr. Pradeep Ramwilas Rathi

Designation :

Director

Address :

2, Boat Club Road, Pune - 411001, Maharashtra, India

Date of Birth / Age

20.05.1953

Date of Appointment :

11.10.2012

DIN No.:

00018577

 

 

Name :

Mr. Nabankur Gupta

Designation :

Director

Address :

11, Jayshree, 75, Worli Sea Face, Worli,, Mumbai - 400025, Maharashtra, India

Date of Appointment :

11.10.2012

DIN No.:

00020125

 

 

Name :

Mr. Shivratan Jeetmal Taparia

Designation :

Director

Address :

71, Girikunj, 6th Road, Marine Lines, Mumbai - 400020, Maharashtra, India

Date of Birth / Age

07.08.1945

Date of Appointment :

11.10.2012

DIN No.:

00112513

 

 

Name :

Mr. Karunchandra Srivastava

Designation :

Director

Address :

306,Shalaka, Maharshi Karve Marg,, Mumbai - 400021, Maharashtra, India

Date of Birth / Age

10.02.1944

Date of Appointment :

18.10.2012

DIN No.:

00314951

 

 

Name :

Mr. Saurabh Pradipkumar Dhoot

Designation :

Whole-Time Director

Address :

Dhoot Bunglow, Station Road, Aurangabad - 431001, Maharashtra, India

Date of Birth / Age

11.08.1984

Date of Appointment :

31.01.2007

DIN No.:

00970362

 

 

KEY EXECUTIVES

 

Name :

Mrs. Avanti Kumar Sawai Lal Kanthaliya

Designation :

Chief Finance Officer

Address :

A-1702 Raheja Heights, Off Film City Road, NNP, Dindoshi, Malad ( East), Mumbai - 400097, Maharashtra, India

Date of Appointment :

23.06.1014

PAN No.:

ADQPK5592A

 

 

Name :

Ms. Amruta Shridhar Karkare

Designation :

Secretary

Address :

18, Kshipra Sahawas Society, Karvenagar, Pune - 411052, Maharashtra, India

Date of Appointment :

09.09.2012

PAN No.:

BCHPK8780P

 

 

Name :

Mr. Anil Khera

Designation :

Chief Executive Officer

Date of Birth / Age

53 Years

Qualification :

B.Com, MBA (Marketing)

PAN No.:

AAMPK4782D

 

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 31.03.2015

 

Names of Shareholders

 

No. of Shares

Venugopal Nandlal Dhoot

 

10000

Anirudha Venugopal Dhoot

 

40000

Shree Dhoot Trading and Agencies Limited, India

 

45980000

Solitaire Appliance Private Limited, India

 

45980000

Greenfield Appliance Private Limited, India

 

45980000

Synergy Appliance Private Limited, India

 

45980000

Dome-Bell Electronics India Private Limited, India

 

45980000

Platinum Appliance Private Limited, India

 

12050000

Deutsche Bank Trust Company Americas

 

150999600

Total

 

392999600

 

 

Equity Share Break up (Percentage of Total Equity)

 

As on 30.09.2014

 

Category

Percentage

Bodies corporate

99.98

Other top fifty shareholders

0.02

Total

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Subject is engaged into business of providing Direct to Home (DTH) services to its subscribers. (Confirmed by management)

 

 

Products :

Item Code No.

Product Description

99846310

DTH Services

 

 

Brand Names :

Not Divulged

 

 

Agencies Held :

Not Divulged

 

 

Exports :

Not Divulged

 

 

Imports :

Not Divulged

 

 

Terms :

Not Divulged

 

 

PRODUCTION STATUS NOT AVAILABLE

 

 

GENERAL INFORMATION

 

Suppliers :

Reference :

Not Divulged

Name of the Person :

Not Divulged

Contact No.:

Not Divulged

Since How Long Known :

Not Divulged

Maximum Limit Dealt :

Not Divulged

Experience :

Not Divulged

Remark:

Not Divulged

 

 

Customers :

Reference :

Not Divulged

Name of the Person :

Not Divulged

Contact No.:

Not Divulged

Since How Long Known :

Not Divulged

Maximum Limit Dealt :

Not Divulged

Experience :

Not Divulged

Remark:

Not Divulged

 

 

No. of Employees :

Information declined by the management

 

 

Bankers :

Bank Name

Bank of Baroda

Branch

CFS, Mantri Court, 1st Floor, Ramabai Ambedkar Road, Pune – 411001, Maharashtra, India

Person Name (With Designation)

Not Divulged

Contact Number

Not Divulged

Name of Account Holder

Not Divulged

Account Number

Not Divulged

Account Since (Date/Year of Account Opening)

Not Divulged

Average Balance Maintained (If Possible)

Not Divulged

Credit Facilities Enjoyed (If any)

Not Divulged

Account Operation

Not Divulged

Remarks (If any)

Not Divulged

 

 

Facilities :

Secured Loan

31.03.2014

(Rs. in Million)

31.03.2013

(Rs. in Million)

Long-term Borrowings

 

 

Term Loan from Bank

23533.250

19909.400

(Personal guarantees of Mr. Venugopal N. Dhoot and Mr. Pradipkumar N. Dhoot.)

 

 

Short-term borrowings

 

 

Term Loan from Bank

2250.00

3250.000

(The loan is further secured by personal guarantees of Mr. Venugopal N. Dhoot and Mr. Pradipkumar N. Dhoot, corporate guarantee and charge on an immovable property of a group entity.)

 

 

Total

25783.250

23159.400

 

Auditors :

 

Name :

Khandelwal Jain and Company

Chartered Accountants

Address :

12-B, Baldota Bhavan, 17 M .K. Road, Churchgate, Mumbai - 400020, Maharashtra, India

PAN N Income-tax PAN of auditor or auditor's firm :

AAAFK0985C

 

 

Auditors :

 

Name :

Kadam and Company

Chartered Accountants

Address :

"Vedant", 8/9, Viraj Estate, Oppsite Tarakpur Bus Stand, Ahmednagar -  414003, Maharashtra, India

PAN N Income-tax PAN of auditor or auditor's firm :

AAIFK3708R

 

 

Memberships :

Not Available

 

 

Collaborators :

Not Available

 

 

Associates/Subsidiaries :

Not Available

 

 

CAPITAL STRUCTURE

 

As on 31.03.2015

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

500000000

Equity Shares

Rs.10/- each

Rs.5000.000 Million

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

392999600

Equity Shares

Rs.10/- each

Rs.3929.996 Million

 

 

 

 

 

 

As on 31.03.2014

 

Authorised Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

500000000

Equity Shares

Rs.10/- each

Rs.5000.000 Million

 

 

 

 

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

 

 

 

 

242000000

Equity Shares

Rs.10/- each

Rs.2420.000 Million

 

 

 

 

 

FINANCIAL DATA

[all figures are in Rupees Million]

 

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

2420.000

2420.000

1820.000

(b) Reserves & Surplus

(15462.070)

(10768.400)

(8017.507)

(c) Money received against share warrants

0.000

0.000

0.000

 

 

 

 

(2) Share Application money pending allotment

0.000

0.000

3000.000

Total Shareholders’ Funds (1) + (2)

(13042.070)

(8348.400)

(3197.507)

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) long-term borrowings

23533.250

19909.400

13917.800

(b) Deferred tax liabilities (Net)

0.000

0.000

0.000

(c) Other long term liabilities

2668.990

2376.740

1849.348

(d) long-term provisions

48.060

42.450

28.580

Total Non-current Liabilities (3)

26250.300

22328.590

15795.728

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

2250.000

5500.000

250.000

(b) Trade payables

3323.140

2641.430

1901.485

(c) Other current liabilities

10439.230

8979.870

5847.773

(d) Short-term provisions

4.810

4.050

3.203

Total Current Liabilities (4)

16017.180

17125.350

8002.461

 

 

 

 

TOTAL

29225.410

31105.540

20600.682

 

 

 

 

II.          ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

20677.440

18208.300

14373.464

(ii) Intangible Assets

1250.930

1431.810

1165.836

(iii) Capital work-in-progress

2224.530

2510.070

2239.087

(iv) Intangible assets under development

0.000

0.000

0.000

(b) Non-current Investments

0.000

0.000

0.000

(c) Deferred tax assets (net)

0.000

0.000

0.000

(d)  Long-term Loan and Advances

2131.640

111.400

324.025

(e) Other Non-current assets

0.000

0.000

0.000

Total Non-Current Assets

26284.540

22261.580

18102.412

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

0.000

0.000

0.000

(b) Inventories

317.130

253.170

188.869

(c) Trade receivables

4.240

3.320

13.154

(d) Cash and cash equivalents

881.870

6443.180

404.259

(e) Short-term loans and advances

1737.630

2144.290

1891.988

(f) Other current assets

0.000

0.000

0.000

Total Current Assets

2940.870

8843.960

2498.270

 

 

 

 

TOTAL

29225.410

31105.540

20600.682

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2014

31.03.2013

31.03.2012

 

SALES

 

 

 

 

Revenue from Operations

17494.230

11205.500

6975.154

 

Other Income

114.220

54.420

30.307

 

TOTAL (A)

17608.450

11259.920

7005.461

 

 

 

 

 

Less

EXPENSES

 

 

 

 

Cost of Materials Consumed

218.860

125.240

91.154

 

Purchases of Stock-in-Trade

0.000

0.000

0.000

 

Changes in inventories of finished goods, work-in-progress and Stock-in-Trade

0.000

0.000

0.000

 

Employees benefits expense

864.280

778.700

651.253

 

Other expenses

12557.430

9581.980

7055.973

 

TOTAL (B)

13640.570

10485.920

7798.380

 

 

 

 

 

PROFIT/ (LOSS)  BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (C)

3967.880

774.000

(792.919)

 

 

 

 

 

Less

FINANCIAL EXPENSES (D)

4447.980

2797.350

2012.946

 

 

 

 

 

 

PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D) (E)

(480.100)

(2023.350)

(2805.865)

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION (F)

4213.570

3127.540

1995.750

 

 

 

 

 

 

PROFIT/ (LOSS)  BEFORE TAX (E-F)   (G)

(4693.670)

(5150.890)

(4801.615)

 

 

 

 

 

Less

TAX (H)

0.000

0.000

0.029

 

 

 

 

 

 

PROFIT/ (LOSS)  AFTER TAX  (G-H)   (I)

(4693.670)

(5150.890)

(4801.644)

 

 

 

 

 

 

Earnings / (Loss) Per Share (Rs.)

(19.40)

(24.25)

(26.38)

 

 

CURRENT MATURITIES OF LONG TERM DEBT DETAILS

 

Particulars

 

31.03.2014

31.03.2013

31.03.2012

Current Maturities of Long term debt

4355.200

3093.100

1969.650

Cash generated from operations

NA

NA

NA

Net cash flows from (used in) operations

5419.210

36814.400

1844.497

Net cash flow from operating activity

5399.950

3661.390

1834.537

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2014

31.03.2013

31.03.2012

Net Profit Margin

(PAT / Sales)

(%)

(26.83)

(45.97)

(68.84)

 

 

 

 

 

Operating Profit Margin

(PBIDT/Sales)

(%)

22.68

6.91

(11.37)

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

(17.38)

(18.01)

(26.15)

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.36

0.62

1.50

 

 

 

 

 

Debt Equity Ratio

(Total Debt /Networth)

 

(2.31)

(3.41)

(5.05)

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

0.18

0.52

0.31

 

 

FINANCIAL ANALYSIS

[all figures are in Rupees Million]

 

DEBT EQUITY RATIO

 

Particular

31.03.2012

31.03.2013

31.03.2014

 

(Rs. In Million)

(Rs. In Million)

(Rs. In Million)

Share Capital

1820.000

2420.000

2420.000

Reserves & Surplus

(8017.507)

(10768.400)

(15462.070)

 Share Application money pending allotment

3000.000

0.000

0.000

Net worth

(3197.507)

(8348.400)

(13042.070)

 

 

 

 

long-term borrowings

13917.800

19909.400

23533.250

Short term borrowings

250.000

5500.000

2250.000

Current Maturities Of Long-Term Debts

1969.650

3093.100

4355.200

Total borrowings

16137.450

28502.500

30138.450

Debt/Equity ratio

(5.047)

(3.414)

(2.311)

 

 

 

YEAR-ON-YEAR GROWTH

 

Year on Year Growth

31.03.2012

31.03.2013

31.03.2014

 

(Rs. In Million)

(Rs. In Million)

(Rs. In Million)

Sales

6975.154

11205.500

17494.230

 

 

60.649

56.122

 

 

 

NET PROFIT MARGIN

 

Net Profit Margin

31.03.2012

31.03.2013

31.03.2014

 

(Rs. In Million)

(Rs. In Million)

(Rs. In Million)

Sales

6975.154

11205.500

17494.230

Profit / (Loss)

(4801.644)

(5150.890)

(4693.670)

 

(68.84%)

(45.97%)

(26.83%)

 

 

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Sr. No.

Check list by info agents

Available in Report (Yes/No)

1

Year of establishment

Yes

2

Constitution of the entity -Incorporation details

Yes

3

Locality of the entity

Yes

4

Premises details

No

5

Buyer visit details

--

6

Contact numbers

Yes

7

Name of the person contacted

Yes

8

Designation of contact person

Yes

9

Promoter’s background

Yes

10

Date of Birth of Proprietor / Partners / Directors

Yes

11

Pan Card No. of Proprietor / Partners

No

12

Voter Id Card No. of Proprietor / Partners

No

13

Type of business

Yes

14

Line of Business

Yes

15

Export/import details (if applicable)

No

16

No. of employees

No

17

Details of sister concerns

No

18

Major suppliers

No

19

Major customers

No

20

Banking Details

Yes

21

Banking facility details

Yes

22

Conduct of the banking account

--

23

Financials, if provided

Yes

24

Capital in the business

Yes

25

Last accounts filed at ROC, if applicable

Yes

26

Turnover of firm for last three years

Yes

27

Reasons for variation <> 20%

--

28

Estimation for coming financial year

No

29

Profitability for last three years

Yes

30

Major shareholders, if available

Yes

31

External Agency Rating, if available

Yes

32

Litigations that the firm/promoter involved in

--

33

Market information

--

34

Payments terms

Yes

35

Negative Reporting by Auditors in the Annual Report

No

 

 

 

PRESS RELEASE

 

 

VIDEOCON D2H LIMITED FISCAL YEAR ENDED MARCH 31, 2015 EARNINGS RELEASE

 

Revenue from Operations grew 32.5% to INR 23.38 billion, Subscription revenue up 38.3%


Adjusted EBITDA(1) grew 55.3% to INR 6.09 billion (US$ 97.3 million)(2)


Market leader in India for the 4th consecutive year based on gross and net subscriber additions which include 2.64 million gross subscribers added in Fiscal 2015(3)

 

MUMBAI, India, June 3, 2015 /PRNewswire/ -- Videocon d2h Limited (NASDAQ: VDTH) ("Videocon d2h" or the "Company") announced its financial results for the fiscal year ended March 31, 2015. The Company management, led by Saurabh Dhoot, Executive Chairman, will hold two conference calls to discuss the results on June 4, 2015. This is the Company's first earnings release since the listing of its American Depositary Shares on the NASDAQ on April 1, 2015.

 

Key highlights for Fiscal 2015:

 

  • Revenue from operations grew 32.5% to INR 23.38 billion;
  • Subscription revenue grew 38.3% to INR 20.58 billion;
  • Adjusted EBITDA grew 55.3% to INR 6.09 billion (excluding one-off securities issue expenses and ESOP scheme impact of INR 135.17 million);
  • Adjusted EBITDA margin expanded by 390 basis points to 26.1% despite content cost increases;
  • ARPU grew to INR 196 ahead of guidance, with Q4 ARPU at INR 202;
  • Market leader in gross and net adds at 2.64 million and 1.74 million subscribers, respectively;
  • Closing gross subscribers at 13.09 million and net subscribers base at 10.18 million; and
  • Churn came in at 0.8% per month

 

 

Commenting on the results, Mr. Dhoot said, "We are pleased to announce that we successfully listed American Depositary Shares on NASDAQ in April, becoming the most valued Indian company to be listed on the NASDAQ. We are happy to share our results for fiscal 2015. We maintained our market leadership in subscriber growth and reported key financial metrics ahead of the guidance provided during the listing process. We believe, with our strong balance sheet and continued momentum, we are well-positioned for the future."

 

Speaking on the growth outlook for the DTH sector, Mr. Anil Khera, CEO of Videocon d2h, said, "The Pay TV segment in India is positioned for extraordinary growth over the next few years with millions of new TV homes being created on account of the strong economic outlook in India as well as the Government ofIndia's initiative to roll out its digitalization mandate across the country. We believe that 90-100 million homes will be making the switch to digital platforms which will be available to the DTH and digital cable operators. We are well positioned to benefit from this and we believe we will take the largest share of this opportunity, as we have in the past. With strong economic growth outlook for India, overall media sector is expected to grow in the years to come. We believe this will help grow ARPU, TV penetration and increase HD uptake leading to stronger revenue growth for Pay TV in general and Videocon d2h in particular."

 

The Company continues to be the fastest growing Pay TV operator in India, with roughly 20% of the DTH net subscriber market share as on March 2015 up from nine percent four years ago. Last year the Company continued to lead the market in gross subscriber additions as well as incremental net subscribers for the fourth consecutive year.

 

The Company is also seeing a pick-up in its High-definition ("HD") subscriber base. In Fiscal 2015, almost 30% of incremental net subscribers opted for the HD service. The Company's HD subscribers base now represent almost 10% of the total net subscriber base, up from 5% in Fiscal 2014. The Company expects HD penetration to increase in the coming fiscal year, with an attendant impact on ARPU.

 

The Company believes it maintains its competitive advantage for several reasons, including:

 

  • Latest technology enjoyed by all subscribers (MPEG4 DVB S2), more compression and bandwidth advantage, and thus more channels and HD offerings;
  • Largest distribution network with over 150,000 retail outlets across India serving new customers and convenient recharges;
  • Strong focus on customer service; being the only operator in India with a exclusive service network, approximately 97% of the Company's new subscribers get set top boxes installed on the same day; and
  • Unique control of box supply chain and R&D with development of local manufacturing capabilities.

 

 

The Company achieved strong subscription revenue and revenue from operations growth of 38.3% and 32.5%, respectively, year on year to INR  20.58 billion in fiscal 2015 as compared to INR 14.87 billion in Fiscal 2014 and INR 23.38 billion in Fiscal 2015 as compared to INR 17.64 billion in Fiscal 2014, primarily due to increased net subscribers and ARPU growth.

 

The Company achieved Adjusted EBITDA of INR 6.09 billion for Fiscal 2015 against INR 3.92 billion for Fiscal 2014, a growth of 55.3%. This Adjusted EBITDA is before accounting for INR 135.17 million in one off security issue expenses and ESOP impact in Q4 of Fiscal 2015.

 

Adjusted EBITDA margin expanded 390 basis points to 26.1%, despite increase in content costs as a percentage of revenue in the second half of the fiscal year as the Company began operating under new content agreements.

 

These new agreements provide predictability on content costs over the next 3-4 years, with better operating leverage and improved margins as subscriber base and ARPU and revenue increase over time.

 

Net loss for the year came in at INR 2.73 billion, a 14.7% improvement over the prior year.

 

Videocon d2h was able to push through an inflation linked ARPU increase in February 2015. As a result, Q4 Fiscal 2015 ARPU was INR 202, 11.7% increase over Fiscal 2014.

 

NASDAQ IPO

 

The Company completed a listing of its American Depositary Shares on NASDAQ on April 1, 2015 under the ticker VDTH, in a business combination transaction with Silver Eagle Acquisition Corp. (OTC: EAGL). To commemorate this momentous event, Company management rang the opening bell at the NASDAQ market site.

 

Capital Structure and Balance Sheet

 

The Company has 393 million equity shares outstanding which is equivalent to 98.25 million American Depository Shares after closing of the business combination with Silver Eagle Acquisition Corp. We receivedUS$ 273 million in net proceeds after payment of transaction expenses and have repaid gross debt of approximately US$100 million. The remaining proceeds shall be utilized for additional debt repayments and business expansion. The gross debt of the Company was INR 25.9 billion and cash and bank balance (including restricted cash) was approximately INR 13.0 billion in Fiscal 2015.

 

Corporate Governance


Following the NASDAQ listing, Harry Sloan and Jeff Sagansky are awaiting the regulatory approvals/clearance to join the board of directors of Videocon d2h. In the coming months, we expect the Dhoot family to have only one out of the eight board seats. The Company has established corporate governance practices and policies, including those pertaining to related party transactions, intends to follow NASDAQ, Indian and other international best practices.

 

 

FINANCIALRESULTS AND OPERATIONS

 

(Amount in millions) Particulars Year ended 31st March, 2014 Year ended 31st March, 2013 Income from Operations 17494.230 Million 11205.500 Million Other Income 114.220 Million 54.420 Million Total Income 17608.450 Million 11259.920 Million Total Expenses 13640.570 Million 10485.920 Million Profit/(Loss)before Interest, Depreciation / Amortizationand Tax 3967.880 Million 774.000 Million Interest 4447.980 Million 2797.350 Million Depreciation, Amortization and Impairment 4213.580 Million 3127.540 127 Exceptional Items  - Income Tax Paid for earlier years - Profit/(Loss) after Tax (4693.670 127) (5150.900 127) Change of Name: After the Balancesheet date, thename of the Company was changed to Videocon d2h Limited w.e.f 1stJuly, 2014.

 

 

UNSECURED LOAN

 

Unsecured Loan

31.03.2014

(Rs. in Million)

31.03.2013

(Rs. in Million)

Short-term borrowings

 

 

Loans repayable on demand from others

0.000

2250.000

Total

0.000

2250.000

 

 

INDEX OF CHARGES

 

S.No.

Charge ID

Date of Charge Creation/Modification

Charge amount secured

Charge Holder

Address

Service Request Number (SRN)

1

10598269

21/10/2015

2,000,000,000.00

Bank of India

Bank of India, Pune, Large Corporate Branch, Plot No. 675, Near Hotel Swann Inn, Opp J M Road, Pune, Maharashtra - 411005, INDIA

C67952994

2

10603420

17/10/2015

2,000,000,000.00

IDBI Bank Limited

Infrastructure Corporate Group, West-I-Zone 2nd 
Floor, Mafatlal Center, Nariman Point, Mumbai, Maharashtra - 400021, INDIA

C70319231

3

10595812

18/09/2015

750,000,000.00

DENA BANK

Industrial Finance Branch, DENA BANK building, 17, Horniman Circle, Mumbai, Maharashtra - 400023, 
INDIA

C66517616

4

10580537

26/06/2015

400,000,000.00

ICICI BANK LIMITED

LANDMARKRACE COURCE CIRCLE, ALKAPURI, BARODA, Gujarat - 390015, INDIA

C59193086

5

10571885

28/04/2015 *

15,000,000,000.00

IDBI TRUSTEESHIP SERVICES LIMITED

Asian Building,Ground Floor,17R.Kamani Road, Ballard Estate, Mumbai, Maharashtra - 400001, INDIA

C54929583

6

10559340

28/02/2015

500,000,000.00

IDBI Bank Limited

IDBI Tower,World Trade Complex, Cuffe Parade, Mumbai, Maharashtra - 400005, INDIA

C49194392

7

10543225

27/12/2014

2,000,000,000.00

IFCI LIMITED

Earnest House, 9th Floor, NCPA Marg, Nariman Point, Mumbai, Maharashtra - 400021, INDIA

C40550048

8

10258468

25/09/2013 *

10,000,000,000.00

IDBI TRUSTEESHIP SERVICES LIMITED

Asian Building, Ground Floor, 17, R. Kamani Marg, 
Ballard Estate, Mumbai, Maharashtra - 400001, INDIA

B87461950

9

10162005

27/11/2010 *

4,350,000,000.00

CENTRAL BANK OF INDIA

INDUSTRIAL FINANCE BRANCH, CHANDER MUKHI, GROUND 
FLOOR,, MUMBAI, Maharashtra - 400021, INDIA

B13914718

 

 

CONTINGENT LIABILITIES:

 

(Rs. in million)

PARTICULARS

31.03.2014

31.03.2013

Claims against company not acknowledged as debt

0.500

0.000

Guarantees

592.580

587.050

Other money for which company is contingently liable

2641.040

2023.000

 

 

FIXED ASSETS

 

Tangible Assets

 

  • Land
  • Buildings
  • Office building
  • Plant and equipment
  • Furniture and fixtures
  • Vehicles
  • Motor vehicles
  • Office equipment
  • Computer equipments

 

Intangible assets

 

  • Brands and trade marks
  • Brands
  • Computer software
  • Licenses and franchise
  • Licenses

 

CMT REPORT (Corruption, Money Laundering & Terrorism]

 

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

 

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.66.64

UK Pound

1

Rs.99.61

Euro

1

Rs.72.32

 

 

INFORMATION DETAILS

 

Information Gathered by :

PRT

 

 

Analysis Done by :

KAS

 

 

Report Prepared by :

SUJ

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

5

PAID-UP CAPITAL

1~10

4

OPERATING SCALE

1~10

5

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

4

--PROFITABILITY

1~10

--

--LIQUIDITY

1~10

4

--LEVERAGE

1~10

4

--RESERVES

1~10

--

--CREDIT LINES

1~10

4

--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

NO

--OTHER MERIT FACTORS

YES/NO

YES

DEFAULTER

 

 

--RBI

YES/NO

NO

--EPF

YES/NO

NO

TOTAL

 

30

 

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

 

--

 

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.