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Report No. : |
312685 |
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Report Date : |
16.03.2015 |
IDENTIFICATION DETAILS
|
Name : |
BOSTON SCIENTIFIC INDIA PRIVATE LIMITED (w.e.f.08.04.2011) |
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Formerly Known
As : |
GUIDANT INDIA PRIVATE LIMITED |
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Registered
Office : |
C-40/41, Okhla Industrial Area, Phase - II, New Delhi – 110020 |
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Country : |
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Financials (as
on) : |
31.03.2014 |
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Date of
Incorporation : |
09.07.2003 |
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Com. Reg. No.: |
55-121242 |
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Capital
Investment / Paid-up Capital : |
Rs.282.300 Millions |
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CIN No.: [Company Identification
No.] |
U33119DL2003FTC121242 |
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TAN No.: [Tax Deduction &
Collection Account No.] |
Not Available |
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PAN No.: [Permanent Account No.] |
AABCG9446Q |
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Legal Form : |
Private Limited Liability Company |
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Line of Business
: |
Presales, Sales, Marketing, Distribution, Delivery, After
Sales Services of Medical Products and also Related Activities. |
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No. of Employees
: |
Not Divulged |
RATING & COMMENTS
|
MIRA’s Rating : |
Ba (47) |
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RATING |
STATUS |
PROPOSED CREDIT LINE |
|
|
41-55 |
Ba |
Overall operation is considered normal. Capable to meet normal
commitments. |
Satisfactory |
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Status : |
Satisfactory |
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Payment Behaviour : |
Usually Correct |
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Litigation : |
Clear |
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Comments : |
Subject is a part of “Boston Scientific Corporation” which is a
worldwide Developer, Manufacturer and Marketer of Medical Devices. It is an established
company having satisfactory track record. The subject has good net worth position backed by debt free balance
sheet of the company. General financials of the company seems decent. Trade relations are reported to be fair. Business is active. Payment
terms are reported to be usually correct. In view of strong holding company and experienced management, the
company can be considered normal for business dealings at usual trade terms
and conditions. |
NOTES:
Any query related to this report can be made
on e-mail: infodept@mirainform.com
while quoting report number, name and date.
ECGC Country Risk Classification List – December 31, 2014
|
Country Name |
Previous Rating (30.09.2014) |
Current Rating (31.12.2014) |
|
India |
A1 |
A1 |
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Risk Category |
ECGC
Classification |
|
Insignificant |
A1 |
|
Low |
A2 |
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Moderate |
B1 |
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High |
B2 |
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Very High |
C1 |
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Restricted |
C2 |
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Off-credit |
D |
EXTERNAL AGENCY RATING
NOT AVAILABLE
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 CO-OPERATIVE
(CONTACT NO.: 91-124-4923300)
LOCATIONS
|
Registered Office : |
C-40/41, Okhla Industrial Area, Phase – II, New Delhi – 110020,
India |
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Tel. No.: |
91-11-41611024 |
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Fax No.: |
91-11-41611023 |
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E-Mail : |
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Website : |
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Head Office : |
8th Floor, Building No.5, Cyber Terraces, DLF Cyber City
Phase No. III, Gurgaon – 122002, Haryana, India |
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Tel No.: |
91-124-4923300 |
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Fax No.: |
91-124-4923333 |
DIRECTORS
AS ON 26.09.2014
|
Name : |
Mr. Prabal Chakraborty |
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Designation : |
Managing director |
|
Address : |
Flat 402, Tower 6, Vipul Belmonte, Golf Course Road, Gurgaon – 122002,
Haryana, India |
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Date of Birth/Age : |
31.12.1962 |
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Date of Appointment : |
30.07.2014 |
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DIN No.: |
05293134 |
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Name : |
Mr. Daniel Joseph Brennan |
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Designation : |
Alternate director |
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Address : |
95, Thornton Road, Needham, Massachusetts 02492 USA |
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Date of Birth/Age : |
02.10.1965 |
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Date of Appointment : |
24.03.2010 |
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DIN No.: |
03012493 |
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Name : |
Mr. Rajiv Kapahi |
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Designation : |
Whole-time director |
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Address : |
A-294, Defence Colony, New Delhi – 110024, India |
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Date of Birth/Age : |
24.01.1965 |
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Date of Appointment : |
30.07.2014 |
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DIN No.: |
05290480 |
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|
|
Name : |
Mr. Vance Brown |
|
Designation : |
Additional Director |
|
Address : |
15, Fatima Road, Ashland, Massachusetts 01721 USA |
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Date of Birth/Age : |
11.08.1969 |
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Date of Appointment : |
14.05.2012 |
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DIN No.: |
05302893 |
KEY EXECUTIVES
|
Name : |
Mr. Pradeep Kumar |
|
Designation : |
Company Secretary |
|
Address : |
Tower No.22, Flat No.1202, Vipul Green, Sohna Road, Gurgaon – 122001,
Haryana, India |
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Date of Birth/Age : |
25.06.1970 |
|
Date of Appointment : |
16.09.2013 |
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PAN No.: |
AGUPK2375C |
MAJOR SHAREHOLDERS
AS ON 26.09.2014
|
Names of Shareholders |
No. of Shares |
|
Boston Scientific Group PLC, The Netherlands |
23 |
|
Boston Scientific International B.V., The Netherlands |
28229927 |
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|
|
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Total |
28229950 |
AS ON 26.09.2014
Equity Share Break up (Percentage of Total Equity)
|
Category |
Percentage |
|
Foreign holdings [Foreign institutional investor(s),
Foreign companie(s) Foreign financial institution(s), Non-resident Indian(s)
or Overseas Corporate bodies or Others] |
100.00 |
|
|
|
|
Total |
100.00 |

BUSINESS DETAILS
|
Line of Business : |
Presales, Sales, Marketing, Distribution, Delivery, After
Sales Services of Medical Products and also Related Activities. |
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Products : |
Medical Devices |
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Brand Names : |
-- |
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Agencies Held : |
-- |
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Exports : |
Not Divulged |
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Imports : |
Not Divulged |
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Terms : |
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Selling : |
Not Divulged |
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Purchasing : |
Not Divulged |
PRODUCTION STATUS: NOT AVAILABLE
GENERAL INFORMATION
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Suppliers : |
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Customers : |
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No. of Employees : |
Not Divulged |
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Bankers : |
Not Divulged |
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Facilities : |
-- |
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Banking
Relations : |
-- |
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Auditors : |
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Name : |
S.R. Batliboi and Company LLP Chartered Accountants |
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Address : |
Golf View, Corporate Tower-B, Sector-42, Sector Road, Gurgaon, Haryana, India |
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PAN No.: |
ACHFS9180N |
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Holding Company : |
Boston Scientific International B.V., (The Netherlands) |
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Ultimate Holding
Company : |
Boston Scientific Corporation,(Natick, USA) |
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Fellow Subsidiaries
: |
· Cardiac Pacemakers, Inc. USA · Boston Scientific Clonmel Limited (Ireland) · Guidant Europe NV (Belgium) · Boston Scientific Pty. Limited (Australia) · Boston Scientific Medizintechnik GmbH (Germany) · Boston Scientific International S.A. (France) · Boston Scientific Asia Pacific Pte. Limited (Singapore) · Boston Scientific Benelux NV (Belgium) · Boston Scientific Japan K.K. (Japan) · Boston Scientific Scimed, Inc. USA · Boston Scientific S.p.A. (Italy) · Boston Scientific (Malaysia) Sdn. Bhd. (Malaysia) · Boston Scientific Korea Co. Limited (Korea) · Boston Scientific Middle East (Offshore) S.A.L (Lebanon) ·
Boston Scientific Neuromodulation Corporation,
USA |
CAPITAL STRUCTURE
AS ON 26.09.2014
Authorised Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
50,000,000 |
Equity Shares |
Rs.10/- each |
Rs. 500.000 Millions |
|
|
|
|
|
Issued, Subscribed & Paid-up Capital :
|
No. of Shares |
Type |
Value |
Amount |
|
|
|
|
|
|
28,229,950 |
Equity Shares |
Rs.10/- each |
Rs. 282.300 Millions |
|
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|
|
|
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 |
282.300 |
282.300 |
282.300 |
|
(b) Reserves & Surplus |
104.088 |
85.530 |
5.717 |
|
(c) Money received against share warrants |
0.000 |
0.000 |
0.000 |
|
|
|
|
|
|
(2) Share
Application money pending allotment |
0.000 |
0.000 |
0.000 |
|
Total
Shareholders’ Funds (1) + (2) |
386.388 |
367.830 |
288.017 |
|
|
|
|
|
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(3)
Non-Current Liabilities |
|
|
|
|
(a) Long-term borrowings |
0.000 |
0.000 |
0.000 |
|
(b) Deferred tax liabilities (Net) |
0.000 |
0.000 |
0.000 |
|
(c)
Other long term liabilities |
0.000 |
0.000 |
0.000 |
|
(d)
long-term provisions |
12.316 |
38.860 |
41.492 |
|
Total
Non-current Liabilities (3) |
12.316 |
38.860 |
41.492 |
|
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|
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(4) Current Liabilities |
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|
|
|
(a)
Short term borrowings |
0.000 |
0.000 |
0.000 |
|
(b)
Trade payables |
2246.403 |
1847.763 |
182.934 |
|
(c)
Other current liabilities |
70.009 |
56.464 |
43.857 |
|
(d)
Short-term provisions |
107.371 |
109.097 |
7.712 |
|
Total
Current Liabilities (4) |
2423.783 |
2013.324 |
234.503 |
|
|
|
|
|
|
TOTAL |
2822.487 |
2420.014 |
564.012 |
|
|
|
|
|
|
II.
ASSETS |
|
|
|
|
(1) Non-current assets |
|
|
|
|
(a)
Fixed Assets |
|
|
|
|
(i)
Tangible assets |
134.900 |
61.557 |
43.565 |
|
(ii)
Intangible Assets |
8.482 |
0.000 |
0.000 |
|
(iii)
Capital work-in-progress |
0.000 |
0.000 |
0.000 |
|
(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) |
89.461 |
40.259 |
8.668 |
|
(d) Long-term Loan
and Advances |
68.834 |
23.143 |
5.463 |
|
(e)
Other Non-current assets |
0.000 |
0.000 |
0.000 |
|
Total
Non-Current Assets |
301.677 |
124.959 |
57.696 |
|
|
|
|
|
|
(2) Current assets |
|
|
|
|
(a)
Current investments |
0.000 |
0.000 |
0.000 |
|
(b)
Inventories |
627.043 |
944.670 |
50.953 |
|
(c)
Trade receivables |
1747.864 |
1269.661 |
261.228 |
|
(d)
Cash and cash equivalents |
91.843 |
63.241 |
118.219 |
|
(e)
Short-term loans and advances |
54.060 |
17.483 |
75.916 |
|
(f)
Other current assets |
0.000 |
0.000 |
0.000 |
|
Total
Current Assets |
2520.810 |
2295.055 |
506.316 |
|
|
|
|
|
|
TOTAL |
2822.487 |
2420.014 |
564.012 |
PROFIT & LOSS
ACCOUNT
|
PARTICULARS |
31.03.2014 |
31.03.2013 |
31.03.2012 |
|
|
|
|
|
|
Profit after Tax |
18.558 |
79.813 |
37.824 |
|
|
|
|
|
KEY RATIOS
|
PARTICULARS |
|
31.03.2014 |
31.03.2013 |
31.03.2012 |
|
|
|
|
|
|
|
Debt Equity Ratio (Total Debt /Networth) |
|
0.00 |
0.00 |
0.00 |
|
|
|
|
|
|
|
Current Ratio (Current Asset/Current Liability) |
|
1.04 |
1.14 |
2.16 |
FINANCIAL ANALYSIS
[all figures are
in Rupees Millions]
DEBT EQUITY RATIO
|
Particulars |
31.03.2012 |
31.03.2013 |
31.03.2014 |
|
|
(Rs.
In Millions) |
(Rs.
In Millions) |
(Rs.
In Millions) |
|
Share Capital |
282.300 |
282.300 |
282.300 |
|
Reserves & Surplus |
5.717 |
85.530 |
104.088 |
|
Net
worth |
288.017 |
367.830 |
386.388 |
|
|
|
|
|
|
Long-term borrowings |
0.000 |
0.000 |
0.000 |
|
Short term borrowings |
0.000 |
0.000 |
0.000 |
|
Total
borrowings |
0.000 |
0.000 |
0.000 |
|
Debt/Equity ratio |
0.000 |
0.000 |
0.000 |

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 |
No |
|
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 |
No |
|
24] |
Banking facility details |
No |
|
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 |
No |
INDEX OF CHARGES: NO CHARGES
EXIST FOR COMPANY
GENERAL
INFORMATION
Boston Scientific India Private Limited (the Company or BSIPL) is a private limited company domiciled in India and incorporated under the provisions of the Companies Act, 1956. It is a subsidiary of Boston Scientific International B.V. (the Holding Company or BSIBV) and is engaged in presales, sales, marketing, distribution, delivery, after sales services of Boston Scientific medical products and also related activities for customers (i.e. hospitals and doctors) in India.
BSIBV and the company have entered into International Distributorship Agreement with effect from January 1, 2012 under which the Company undertakes to become a Distributor of BSIBV to actively engage in the distribution of BSIBV’s products and after sales services and diligently promote the sale, on its own behalf and for its own account.
FIXED ASSETS
· Plant and equipment
· Furniture and fixtures
· Office equipment
· Computer equipments
· Other equipments
· Leasehold improvements
·
Computer software
PRESS RELEASES
BOSTON SCIENTIFIC EARNS TOP MARKS
IN CORPORATE EQUALITY INDEX
Nov 19, 2014
MARLBOROUGH, Mass., Nov. 19, 2014 /PRNewswire/ -- Boston Scientific has scored the highest rating of 100 percent in the Human Rights Campaign (HRC) Foundation's 2015 Corporate Equality Index (CEI). The top mark distinguishes the company as one of the "Best Places to Work for LGBT Equality." The CEI is a nationally recognized benchmarking survey that evaluates corporate policies and practices relating to lesbian, gay, bisexual and transgender equality in the workplace.
"We are honored to be recognized by the HRC Corporate Equality Index. Diversity & Inclusion enhances our business, benefits employees and, most importantly, best supports our customers and those for whom they care," said Camille Chang Gilmore, vice president and global chief diversity officer at Boston Scientific.
The yearly HRC report ranks Fortune 1000 companies across the U.S. for non-discrimination workplace protections, domestic partner benefits, transgender-inclusive healthcare benefits and public engagement with the LGBT community.
"We strive to attract and retain a talented workforce, not only through our policies and practices, but also by fostering an open and inclusive environment where employees can do their best work knowing that they, and the people who depend on them, are cared for and respected," said Wendy Carruthers, senior vice president of Human Resources at Boston Scientific.
Boston Scientific's commitment to inclusion extends throughout its workforce. It was rated as one of the top 50 companies to provide a positive working environment for women by Women Engineer, a career-guidance and recruitment magazine. The company participates in programs that inspire women and minorities to pursue STEM (science, technology, engineering and math) careers. In addition, Boston Scientific's Close the Gap educational initiative works to address disparities in healthcare delivery for underserved patient populations. Additionally, the People Accepting and Celebrating Equality (PACE) employee resource group is a network of Boston Scientific LGBT employees and allies that provides a welcoming environment and fosters professional growth and engagement.
BOSTON SCIENTIFIC ANNOUNCES DEFINITIVE
AGREEMENT TO ACQUIRE AMERICAN MEDICAL SYSTEMS' UROLOGY PORTFOLIO FOR UP TO
$1.65 BILLION
Combined Business
to Advance Patient Care with Leading Solutions Across Major Urology Categories
Mar
2, 2015
MARLBOROUGH, Mass., March 2, 2015 /PRNewswire/ -- Boston Scientific
Corporation (NYSE: BSX) today announced that it has entered into a definitive
agreement with Endo International plc (NASDAQ: ENDP) (TSX: ENL) to acquire the
American Medical Systems urology portfolio, which includes the Men's Health and
Prostate Health businesses, for $1.6 billion in
up-front cash and a potential additional $50 million milestone
based on 2016 sales. The company expects to close the transaction in the third
quarter of 2015, subject to customary closing conditions.
Upon completion of the transaction, the AMS Men's Health and Prostate
Health businesses will become part of Boston Scientific Urology and Women's
Health. The acquisition encompasses the AMS product portfolio for treating
urologic conditions, including benign prostatic hyperplasia (BPH), male stress
urinary incontinence and erectile dysfunction. These technologies complement
Boston Scientific's strong kidney stone, pelvic organ prolapse, female stress
urinary incontinence and abnormal uterine bleeding treatment portfolios, and
together, will provide customers with a comprehensive urology, urogynecology
and gynecologic surgery portfolio. The AMS women's health business for treating
pelvic organ prolapse and female stress urinary incontinence is not included in
the transaction.
"We believe this strategic acquisition will strengthen Boston
Scientific's global leadership in the urology device category while delivering
a strong return to our investors," said Mike Mahoney, president and chief executive officer of
Boston Scientific. "The combination of Boston Scientific's Urology and
Women's Health and AMS' urology portfolios will create a business with nearly $1 billion in annual sales and enable significant
synergies and strong future growth prospects through portfolio innovation and
international market expansion. We look forward to serving customers and
impacting patient care in ways that could not be realized by either company
alone."
Based in Minnetonka, Minn., the AMS Men's Health and Prostate
Health businesses include approximately 800 employees worldwide, and generated
2014 sales of approximately $400 millionand adjusted operating income of
approximately $130 million, excluding amortization and certain
allocated expenses. GAAP operating income, including amortization and certain
allocated expenses, was approximately $60 million[1] in 2014. Upon closing, Boston
Scientific will acquire a diverse portfolio, including:
The minimally invasive GreenLight XPS™ and HPS™ Laser Therapy
Systems for treating BPH, a non-cancerous enlargement of the prostate and one
of the most common diseases among aging men.[2] Worldwide, BPH affects approximately
90 million men over 50 each year, with over 25 million suffering from moderate
to severe symptoms.[3-6] The
GreenLight XPS System is a leading BPH laser treatment technology.
The AMS 800™ Urinary Control System for treating stress urinary
incontinence, a condition affecting an estimated 12 million men worldwide, with
70-80% of cases secondary to prostate cancer treatment.[7-12] AMS is a leading provider of male
incontinence treatment devices.
The AMS 700™ Inflatable Penile Prosthesis for treating erectile
dysfunction, a condition affecting more than 200 million men annually
worldwide, with nearly 50% of men over 60 suffering from moderate to severe
symptoms.[6,13] AMS is
a leading provider of erectile restoration devices.
Commenting on the agreement, Karen Prange, senior vice president and president of
Urology and Women's Health at Boston Scientific Corporation said, "Urology
is an exciting area with ample opportunities to address unmet medical needs.
This acquisition is intended to bring together the global talent, expertise and
product portfolios of both companies to drive continued healthcare advancements
and value for our customers. Together, our strong leadership and
innovative solutions can help physicians provide relief, restore bodily
functions and enable millions of patients worldwide to regain control of their
lives."
The acquisition is expected to result in annual pre-tax synergies in
excess of $50
million by the end of
2018. On an adjusted
basis, the transaction is expected to be breakeven to adjusted earnings per
share in 2015, accretive by at least 3 cents in 2016,
approximately 7 cents in
2017, and increasingly accretive thereafter. The transaction is expected to be
less accretive (or dilutive, as the case may be) on a GAAP basis 2015 through
2017, due to amortization expense and transaction and integration costs.
The acquisition is being structured as an asset purchase for tax
purposes. Boston Scientific intends to finance the acquisition through a
combination of existing and newly committed credit facilities. J.P. Morgan
Securities LLC acted as financial advisor to Boston Scientific.
Conference Call
and Webcast Information
Boston Scientific will host a conference call to discuss this transaction
today, Monday,
March 2, at8:30 am E.T. The call will be hosted by Mike Mahoney,
president and chief executive officer, and Dan Brennan, executive vice president and chief
financial officer.
A live webcast of the conference call will be available via the Boston
Scientific website. Webcast registration is available on the Investor Relations
section of the website atwww.bostonscientific.com/investors.
Registration at least 15 minutes prior to the scheduled start time is
encouraged to ensure a timely connection.
A replay of the webcast will be archived and accessible at www.bostonscientific.com/investors
approximately one hour following the completion of the conference call.
Financial and operational highlights of the AMS transaction are also
available on the Investor Relations section of the website under the tab,
"Quarterly Results and Non-GAAP Reconciliations."
About Boston
Scientific
Boston Scientific transforms lives through innovative medical solutions that
improve the health of patients around the world. As a global medical technology
leader for more than 35 years, we advance science for life by providing a broad
range of high performance solutions that address unmet patient needs and reduce
the cost of healthcare.
Cautionary
Statement Regarding Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Forward-looking statements may be
identified by words like "anticipate," "expect,"
"project," "believe," "plan,"
"estimate," "intend" and similar words. These
forward-looking statements are based on our beliefs, assumptions and estimates
using information available to us at the time and are not intended to be
guarantees of future events or performance. These forward-looking statements
include, among other things, statements regarding markets for our products and
our performance in those markets, our global business plans, product performance
and impact, competitive offerings, the acquisition, the impact of the
acquisition, including expected financial impact and anticipated synergies, the
sources of financing for the acquisition and timing of closing. If our
underlying assumptions turn out to be incorrect, or if certain risks or
uncertainties materialize, actual results could vary materially from the
expectations and projections expressed or implied by our forward-looking
statements. These factors, in some cases, have affected and in the future
(together with other factors) could affect our ability to implement our
business strategy and may cause actual results to differ materially from those
contemplated by the statements expressed in this press release. As a
result, readers are cautioned not to place undue reliance on any of our
forward-looking statements.
Factors that may cause such differences include, among other things:
future economic, competitive, reimbursement and regulatory conditions; new
product introductions; demographic trends; the closing and integration of
acquisitions; intellectual property; litigation; financial market conditions;
and future business decisions made by us and our competitors. All of
these factors are difficult or impossible to predict accurately and many of
them are beyond our control. For a further list and description of these
and other important risks and uncertainties that may affect our future
operations, see Part I, Item 1A – Risk
Factors in our most recent
Annual Report on Form 10-K filed with the Securities and Exchange Commission,
which we may update in Part II, Item 1A – Risk
Factors in Quarterly Reports
on Form 10-Q we have filed or will file hereafter. We disclaim any
intention or obligation to publicly update or revise any forward-looking
statements to reflect any change in our expectations or in events, conditions
or circumstances on which those expectations may be based, or that may affect
the likelihood that actual results will differ from those contained in the
forward-looking statements. This cautionary statement is applicable to
all forward-looking statements contained in this document.
Use of Non-GAAP
Financial Measures
To supplement our consolidated financial statements presented on a GAAP basis,
we disclose certain non-GAAP financial measures including adjusted earnings per
share. Adjusted earnings per share excludes goodwill and intangible asset
impairment charges; acquisition-, divestiture-, litigation- and
restructuring-related charges and credits; certain discrete tax items and
amortization expense. Non-GAAP measures such as adjusted earnings per
share are not in accordance with generally accepted accounting principles in
the United States. The GAAP financial measure most directly comparable to
adjusted earnings per share is GAAP earnings per share. The difference
between our estimated impact of the acquisition on our GAAP and adjusted
earnings per share relates to amortization expense on acquired intangible
assets and acquisition-related net charges, which primarily include exit costs
and other fees. These amounts are excluded by the Company for purposes of
measuring adjusted earnings per share.
Management uses adjusted earnings per share along with other
supplemental non-GAAP measures to evaluate performance period over period, to
analyze the underlying trends in our business, to assess its performance
relative to its competitors, and to establish operational goals and forecasts
that are used in allocating resources. Non-GAAP financial measures,
including adjusted earnings per share, should not be considered in isolation
from or as a replacement for GAAP financial measures. We believe that
presenting non-GAAP financial measures in addition to GAAP financial measures
provides investors greater transparency to the information used by our
management for its financial and operational decision-making and allows
investors to see our results "through the eyes" of management.
We further believe that providing this information better enables our investors
to understand our operating performance and to evaluate the methodology used by
management to evaluate and measure such performance
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. 62.67 |
|
|
1 |
Rs. 93.16 |
|
Euro |
1 |
Rs. 66.42 |
INFORMATION DETAILS
|
Information
Gathered by : |
GYT |
|
|
|
|
Analysis Done by
: |
SUM |
|
|
|
|
Report Prepared
by : |
BVA |
SCORE & RATING EXPLANATIONS
|
SCORE FACTORS |
RANGE |
POINTS |
|
HISTORY |
1~10 |
5 |
|
PAID-UP CAPITAL |
1~10 |
5 |
|
OPERATING SCALE |
1~10 |
5 |
|
FINANCIAL
CONDITION |
|
|
|
--BUSINESS SCALE |
1~10 |
6 |
|
--PROFITABILITY |
1~10 |
5 |
|
--LIQUIDITY |
1~10 |
5 |
|
--LEVERAGE |
1~10 |
6 |
|
--RESERVES |
1~10 |
5 |
|
--CREDIT LINES |
1~10 |
5 |
|
--MARGINS |
-5~5 |
-- |
|
DEMERIT POINTS |
|
|
|
--BANK CHARGES |
YES/NO |
NO |
|
--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 |
|
47 |
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.