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Ind-Swift Laboratories Ltd. — Capital/Financing Update 2024
Nov 12, 2024
62552_rns_2024-11-12_1e153bd8-7d9a-4e51-b184-656373cb473c.pdf
Capital/Financing Update
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Ref: ISLL:CH:2024
Date: 12[th] November, 2024
The President Corporate Relationship Department BSE Limited Phiroze Jeejeebhoy Towers, 25[th] Floor, Dalal Street, Mumbai 400 001
The Vice President, Listing Compliance Department, National Stock Exchange of India Limited, Exchange Plaza, 5[th] Floor Plot No. C/2, G-Block, Bandra Kurla Complex, Bandra (E), Mumbai 400 051
ISIN: INE915B01019 BSE Scrip Code: 532305
NSE Symbol: INDSWFTLAB
SUB: MONITORING AGENCY REPORT FOR THE QUARTER ENDED 30[TH] SEPTEMBER 2024 FOR FUNDS RAISED THROUGH PREFERENTIAL ISSUE
Dear Sir/Ma’am,
Pursuant to Regulation 162A (4) of Chapter V of SEBI ( Issue of Capital and Disclosure Requirements) Regulations, 2018 read with Regulation 32 (6) of SEBI ( Listing Obligations and Disclosure Requirements), 2015, we are enclosing herewith Monitoring Agency Report issued by Care Ratings Limited, Monitoring Agency, for the quarter ended 30.09.2024 with respect to the Preferential Issue and allotment of 2,60,00,000 fully convertible warrants on preferential basis.
Kindly take note of the same and oblige.
Thanking you For IND-SWIFT LABORATORIES LTD.
Pardeep Digitally signed by Pardeep Verma Verma Date: 2024.11.12 17:54:51 +05'30' PARDEEP VERMA VP-CORPORATE AFFAIRS & COMPANY SECRETARY
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No. CARE/NRO/GEN/2024-25/1076
The Board of Directors Ind-Swift Laboratories Limited
SCO 850, Shivalik Enclave, NAC, Manimajra, Chandigarh, Chandigarh - 160101
November 12, 2024
Dear Sir/Ma’am,
Monitoring Agency Report for the quarter ended September 30, 2024 - in relation to the Preferential Issue of Ind-Swift Laboratories Limited (“the Company”)
We write in our capacity of Monitoring Agency for the Preferential Issue for the amount aggregating to Rs. 314.60 crore of the Company and refer to our duties cast under Regulation 162A of the Securities & Exchange Board of India (Issue of Capital & Disclosure Requirements) Regulations.
In this connection, we are enclosing the Monitoring Agency Report for the quarter ended September 30, 2024, as per aforesaid SEBI Regulations and Monitoring Agency Agreement dated August 12, 2024.
Request you to kindly take the same on records.
Thanking you, Yours faithfully,
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Sachin Mathur
Associate Director
CARE Ratings Limited
9th Floor, C-001/A2, Berger Towers, Sector-16B, Noida, Gautam Budh Nagar, Uttar Pradesh – 201 301 Phone: +91-120-445 2000
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4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-22-6754 3456 Email: [email protected] • www.careedge.in
CIN-L67190MH1993PLC071691
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Report of the Monitoring Agency
Name of the issuer: Ind-Swift Laboratories Limited For quarter ended: September 30, 2024 Name of the Monitoring Agency: CARE Ratings Limited (a) Deviation from the objects: Nil
(b) Range of Deviation: Not applicable
Declaration:
We declare that this report provides an objective view of the utilization of the issue proceeds in relation to the objects of the issue based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The Monitoring Agency (MA) does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives. This Report is not intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever. Nothing mentioned in this report is intended to or should be construed as creating a fiduciary relationship between the MA and any issuer or between the agency and any user of this report. The MA and its affiliates also do not act as an expert as defined under Section 2(38) of the Companies Act, 2013.
The MA or its affiliates may have credit rating or other commercial transactions with the entity to which the report pertains and may receive separate compensation for its ratings and certain credit related analyses. We confirm that there is no conflict of interest in such relationship/interest while monitoring and reporting the utilization of the issue proceeds by the issuer, or while undertaking credit rating or other commercial transactions with the entity.
We have submitted the report herewith in line with the format prescribed by SEBI, capturing our comments, where applicable. There are certain sections of the report under the title “Comments of the Board of Directors”, that shall be captured by the Issuer’s Management / Audit Committee of the Board of Directors subsequent to the MA submitting their report to the issuer and before dissemination of the report through stock exchanges. These sections have not been reviewed by the MA, and the MA takes no responsibility for such comments of the issuer’s Management/Board.
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Signature:
Name and designation of the Authorized Signatory: Sachin Mathur Designation of Authorized person/Signing Authority: Associate Director
CARE Ratings Limited
9th Floor, C-001/A2, Berger Towers, Sector-16B, 4th Floor, Godrej Coliseum, Somaiya Hospital Noida, Gautam Budh Nagar, Uttar Pradesh – 201 301 Road, Off Eastern Express Highway, Sion Phone: +91-120-445 2000 (East), Mumbai - 400 022 Phone: +91-22-6754 3456
Email: [email protected] • www.careedge.in
CIN-L67190MH1993PLC071691
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1) Issuer Details:
Name of the issuer : Ind-Swift Laboratories Limited Name of the promoter : Mr. Navrattan Munjal Industry/sector to which it belongs : Pharmaceuticals & Biotechnology - Pharmaceuticals Issue Details Issue Period : 18 months from date of allotment (Date of allotment: August 30, 2024) Type of issue (public/rights) : Preferential Issue Type of specified securities : Fully convertible warrants IPO Grading, if any : Not Applicable Issue size (in crore) : Rs.314.60
2) Issue Details
CARE Ratings Limited
9th Floor, C-001/A2, Berger Towers, Sector-16B, Noida, Gautam Budh Nagar, Uttar Pradesh – 201 301 Phone: +91-120-445 2000
4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-22-6754 3456 Email: [email protected] • www.careedge.in
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CIN-L67190MH1993PLC071691
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3) Details of the arrangement made to ensure the monitoring of issue proceeds:
| Particulars | Reply | Source of information / certifications considered by Monitoring Agency for preparation of report |
Comments of the Monitoring Agency |
Comments of the Board of Directors |
|---|---|---|---|---|
| Whether all utilization is as per the disclosures in the Offer Document? |
Yes | CA Certificate*, Bank Statements, Management Certificate |
All the proceeds from the preferential issue have been utilized as per the objectives mentioned in the offer document. |
- |
| Whether shareholder approval has been obtained in case of material deviations# from expenditures disclosed in the Offer Document? |
No material deviation |
CA Certificate*, Bank Statements, Management Certificate |
Not applicable | - |
| Whether the means of finance for the disclosed objects of theissuehave changed? |
No | Not applicable | Not applicable | - |
| Is there any major deviation observed over the earlier monitoring agencyreports? |
Not applicable | Not applicable | Not applicable | - |
| Whether all Government/statutory approvals related to the object(s)have beenobtained? |
Yes | Requisite approval has been obtained and sameisintimated to exchange |
Not applicable | - |
| Whether all arrangements pertaining to technical assistance/collaborationareinoperation? |
Not applicable | Not applicable | Not applicable | - |
| Are there any favorable/unfavorable events affecting the viability ofthese object(s)? |
Not applicable | Not Applicable | Not applicable | - |
| Is there any other relevant information that may materially affect the decision making oftheinvestors? |
No | Not applicable | Not applicable | - |
-
*Chartered Accountant Certificate from Rattan Kaur & Associates (Statutory Auditors of Ind-Swift Laboratories Limited (ISLL)) dated November 7, 2024.
-
Where material deviation may be defined to mean:
a) Deviation in the objects or purposes for which the funds have been raised
- b) Deviation in the amount of funds actually utilized by more than 10% of the amount projected in the offer documents
CARE Ratings Limited
9th Floor, C-001/A2, Berger Towers, Sector-16B, 4th Floor, Godrej Coliseum, Somaiya Hospital Noida, Gautam Budh Nagar, Uttar Pradesh – 201 301 Road, Off Eastern Express Highway, Sion (East), Phone: +91-120-445 2000 Mumbai - 400 022 Phone: +91-22-6754 3456 Email: [email protected] • www.careedge.in
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CIN-L67190MH1993PLC071691
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4) Details of objects to be monitored:
(i) Cost of objects –
| S. No. |
Item Head |
Source of information / certifications considered by Monitoring Agency for preparation of report |
Original cost (as per the Offer Document) in Rs. Crore |
Revised Cost in Rs. Crore |
Comments of the Monitoring Agency |
Comments of the Board of Directors | Comments of the Board of Directors | Comments of the Board of Directors |
|---|---|---|---|---|---|---|---|---|
| Reason for cost revision |
Proposed financing option |
Particulars of - firm arrangements made |
||||||
| 1 | Expansion of Business of the Company or the Wholly Owned Subsidiaries |
Extra Ordinary General Meeting Resolution, Management Certificate, CACertificate* |
150.00 | - | Not applicable |
- | - | - |
| 2 | Investment in existing or to be acquired Subsidiaries |
Extra Ordinary General Meeting Resolution, Management Certificate, CACertificate* |
50.00 | - | - | - | - | |
| 3 | Working Capital for existing business | Extra Ordinary General Meeting Resolution, Management Certificate, CACertificate* |
39.60 | - | - | - | - | |
| 4 | General Corporate purpose | Extra Ordinary General Meeting Resolution, Management Certificate, CACertificate* |
75.00 | - | - | - | - | |
| Total | 314.60 |
*Chartered Accountant Certificate from Rattan Kaur & Associates (Statutory Auditors of Ind-Swift Laboratories Limited (ISLL)) dated November 7, 2024.
CARE Ratings Limited
9th Floor, C-001/A2, Berger Towers, Sector-16B, Noida, Gautam Budh Nagar, Uttar Pradesh – 201 301 Phone: +91-120-445 2000
4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-22-6754 3456 Email: [email protected] • www.careedge.in
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CIN-L67190MH1993PLC071691
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– (ii) Progress in the objects
| Sr. No |
Item Head |
Source of information / certifications considered by Monitoring Agency for preparation of report |
ili i | ili i | ili i | Comments of the Board of Directors |
Comments of the Board of Directors |
||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Amount as proposed in the Offer Document in Rs. Crore |
Amount raised till date i.e. September 30, 2024 |
Amount utsed n Rs. Crore | Total unutilised amount in |
Comments of the Monitoring Agency |
|||||||
| As at beginning of the quarter in Rs. Crore |
During the quarter in Rs. Crore |
At the end of h |
Reasons for idle funds |
Proposed course of action |
|||||||
| te |
Rs. crore | ||||||||||
| quarter in Rs. Crore |
|||||||||||
| 1 | Expansion of Business of the Company or the Wholly Owned Subsidiaries |
CA Certificate*, Management Certificate, Bank Statements |
150.00 | 78.73 | - | 0.09 | 0.09 | 149.91 | The same has been utilized for making the payment of the registration/sta mp duty charges for the purchase of land related to expansion of business of the company |
- | - |
| 2 | Investment in existing or to be acquired Subsidiaries |
CA Certificate*, Management Certificate, Bank Statements |
50.00 | - | - | - | 50.00 | Nil amount spent during Q2FY25 |
- | - | |
| 3 | Working Capital for existing business |
CA Certificate*, Management Certificate, Bank Statements |
39.60 | - | - | - | 39.60 | Nil amount spent during Q2FY25 |
- | - | |
| 4 | General Corporate purpose |
CA Certificate*, Management Certificate, Bank Statements |
75.00 | - | 46.09 | 46.09 | 28.91 | The same has been utilised for the repayment of bank overdraft, |
- | - |
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| Sr. No |
Item Head |
Source of information / certifications considered by Monitoring Agency for preparation of report |
Amount as proposed in the Offer Document in Rs. Crore |
Amount raised till date i.e. September 30, 2024 |
Amount utilised in Rs. Crore | Amount utilised in Rs. Crore | Amount utilised in Rs. Crore | Total unutilised amount in |
Comments of the Monitoring Agency |
Comments of the Board of Directors |
Comments of the Board of Directors |
|---|---|---|---|---|---|---|---|---|---|---|---|
| As at beginning of the quarter in Rs. Crore |
During the quarter in Rs. Crore |
At the end of h |
Reasons for idle funds |
Proposed course of action |
|||||||
| te |
Rs. crore | ||||||||||
| quarter in Rs. Crore |
|||||||||||
| consultation, monitoring agency related and miscellaneous expenses |
|||||||||||
| Total (Gross proceeds) | 314.60 | **78.73# ** | 46.18 | 46.18 | 268.42@ |
- *Chartered Accountant Certificate from Rattan Kaur & Associates (Statutory Auditors of Ind-Swift Laboratories Limited (ISLL)) dated November 7, 2024.
The company has received more than 25% of the total warrant issue price to the tune of Rs.8,12,491 from one of the allottees; Saral Incorporated VCC Sub Fund 1 which will be returned in due course.
@The company has received Rs.78.73 crore during Q2FY25. Out of the proceeds received during Q2FY25, the unutilized proceeds amounted to Rs.32.50 crore are invested in the form of fixed deposit and rest Rs.0.05 crore is lying in the warrants receipt account.
(iii) Deployment of unutilized proceeds:
| Sr. No. | Type of instrument and name of the entity invested in |
Amount invested (In Rs. Crore) |
Maturity date | Maturity date | Earning | Return on Investment (%) |
Market Value as at the **end of quarter ** |
|||
|---|---|---|---|---|---|---|---|---|---|---|
| 1. | Fixed Deposit in Bank of India (FDR No.620045110017085) |
32.50 | August | 31, 2025 | - | 7.70% | 32.50 | |||
| 2. | Balance in Warrants Receipt Account – Bank of India (620020110000489) |
0.05 | - | - | - | 0.05 | ||||
| Total unutilized proceeds | 32.55 | - | 32.55 | |||||||
| CARE Ratings Limited | ||||||||||
| 9th Floor, C-001/A2, Berger Towers, Sector-16B, | 4th Floor, Godrej Coliseum, Somaiya Hospital | |||||||||
| Noida, Gautam Budh Nagar, Uttar Pradesh – 201 301 | Road, Off Eastern Express Highway, Sion (East), | |||||||||
| Phone: +91-120-445 2000 | Mumbai - 400 022 | |||||||||
| Phone: +91-22-6754 | 3456 | |||||||||
| Email: [email protected] • www.careedge.in | ||||||||||
| CIN-L67190MH1993PLC071691 | ||||||||||
| 7 |
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– (iv) Delay in implementation of the object(s)
| Completion Date | Completion Date | Delay (no. of | Comments of the Board of Directors | Comments of the Board of Directors | |
|---|---|---|---|---|---|
| Objects | As per the offer | days/ |
Proposed course of | ||
| Reason of delay | |||||
| document | Actual | months) | **action ** | ||
| Expansion of Business of the Company or the Wholly Owned Subsidiaries |
December 31, 2027 | Ongoing | Not applicable | - | - |
| Investmentinexisting orto be acquired Subsidiaries | December31,2026 | Ongoing | Not applicable | - | - |
| Working Capital forexisting business | December31,2026 | Ongoing | Not applicable | - | - |
| GeneralCorporate purpose | December31,2026 | Ongoing | Not applicable | - | - |
5) Details of utilization of proceeds stated as General Corporate Purpose (GCP) amount in the offer document:
| Amount | Source of information / certifications considered | Comments of the Board | |||
|---|---|---|---|---|---|
| Sr. No | Item Head | Comments of Monitoring Agency | |||
| in Rs. Crore | by Monitoring Agency for preparation of report | of Directors | |||
| 1 | Repayment ofOD | 41.00 | BankStatements,Management Certificate, CACertificate* | - |
- |
| 2 | Consultation Charges (PriceWaterhouse Cooper) |
5.00 | Bank Statements, Management Certificate, CA Certificate* | ||
| 3 | Monitoring Agency related expenses (CARE Ratings) |
0.09 | Bank Statements, Management Certificate, CA Certificate* | ||
| 4 | Misc. Expenses | 0.00 | BankStatements,Management Certificate, CACertificate* | ||
| **Total ** | 46.09 |
*Chartered Accountant Certificate from Rattan Kaur & Associates (Statutory Auditors of Ind-Swift Laboratories Limited (ISLL)) dated November 7, 2024.
CARE Ratings Limited
9th Floor, C-001/A2, Berger Towers, Sector-16B, Noida, Gautam Budh Nagar, Uttar Pradesh – 201 301 Phone: +91-120-445 2000
4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-22-6754 3456 Email: [email protected] • www.careedge.in
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CIN-L67190MH1993PLC071691
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Disclaimers to MA report:
a) This Report is prepared by CARE Ratings Ltd (hereinafter referred to as “Monitoring Agency/MA” ). The MA has taken utmost care to ensure accuracy and objectivity while developing this Report based on the information provided by the Issuer and information obtained from sources believed by it to be accurate and reliable. The views and opinions expressed herein do not constitute the opinion of MA to deal in any security of the Issuer in any manner whatsoever.
b) This Report has to be seen in its entirety; the selective review of portions of the Report may lead to inaccurate assessments. For the purpose of this Report, MA has relied upon the information provided by the management /officials/ consultants of the Issuer and third-party sources like statutory auditors (or from peer reviewed CA firms) appointed by the Issuer believed by it to be accurate and reliable. c) Nothing contained in this Report is capable or intended to create any legally binding obligations on the MA which accepts no responsibility, whatsoever, for loss or damage from the use of the said information. The MA is also not responsible for any errors in transmission and specifically states that it, or its directors, employees do not have any financial liabilities whatsoever to the users of this Report. d) The MA and its affiliates do not act as a fiduciary. The MA and its affiliates also do not act as an expert to the extent defined under Section 2(38) of the Companies Act, 2013. While the MA has obtained information from sources it believes to be reliable, it does not perform an audit and undertakes no independent verification of any information/ certifications/ statements it receives from auditors (or from peer reviewed CA firms), lawyers, chartered engineers or other experts, and relies on in its reports. e) The MA or its affiliates may have other commercial transactions with the entity to which the report pertains. As an example, the MA may rate the issuer or any debt instruments / facilities issued or proposed to be issued by the issuer that is subject matter of this report. The MA may receive separate compensation for its ratings and certain credit-related analyses, normally from issuers or underwriters of the instruments, facilities, securities or from obligors.
CARE Ratings Limited
9th Floor, C-001/A2, Berger Towers, Sector-16B, Noida, Gautam Budh Nagar, Uttar Pradesh – 201 301 Phone: +91-120-445 2000
4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (East), Mumbai - 400 022 Phone: +91-22-6754 3456 Email: [email protected] • www.careedge.in
CIN-L67190MH1993PLC071691
9