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Ind-Swift Laboratories Ltd. Capital/Financing Update 2025

Feb 14, 2025

62552_rns_2025-02-14_a850dc6c-4eeb-4b9c-a69b-81cdf124ed14.pdf

Capital/Financing Update

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Ref: ISLL:CH:2025

Date: 14[th] February, 2025

The President The Vice President, Corporate Relationship Department Listing Compliance Department, BSE Limited National Stock Exchange of India Limited, Phiroze Jeejeebhoy Towers, Exchange Plaza, 5[th] Floor 25[th] Floor, Dalal Street, Plot No. C/2, G-Block, Mumbai 400 001 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 31[ST] DECEMBER, 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 31.12.2024 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: 2025.02.14 17:41:38 +05'30' PARDEEP VERMA VP-CORPORATE AFFAIRS & COMPANY SECRETARY Encl: a/a

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No. CARE/NRO/GEN/2024-25/1136

The Board of Directors Ind-Swift Laboratories Limited

SCO 850, Shivalik Enclave, NAC, Manimajra, Chandigarh, Chandigarh - 160101

February 14, 2025

Dear Sir/Ma’am,

Monitoring Agency Report for the quarter ended December 31, 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 December 31, 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 [email protected]

CARE Ratings Limited

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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

9th Floor, C-001/A2, Berger Towers, Sector-16B, Noida, Gautam Budh Nagar, Uttar Pradesh – 201 301 Phone: +91-120-445 2000

CIN-L67190MH1993PLC071691

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Report of the Monitoring Agency

Name of the issuer: Ind-Swift Laboratories Limited For quarter ended: December 31, 2024 Name of the Monitoring Agency: CARE Ratings Limited (a) Deviation from the objects: No

(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
the issue have changed?		 No Not applicable Not applicable -
Is there any major deviation observed over the earlier
monitoring agency reports?		 No Not applicable Not applicable -
Whether all Government/statutory approvals related to the
object(s) have been obtained?		 Yes Requisite approval has been obtained and
same is intimated to exchange.		 Not applicable -
Whether
all
arrangements
pertaining
to
technical
assistance/collaboration are in operation?		 Not applicable Not applicable Not applicable -
Are there any favorable/unfavorable events affecting the
viability of these object(s)?		 No Not Applicable Not Applicable -
Is there any other relevant information that may materially
affect the decision making of the investors?		 Yes** Not applicable Not Applicable -
  • *Chartered Accountant Certificate from Rattan Kaur & Associates (Statutory Auditors of Ind-Swift Laboratories Limited (ISLL)) dated February 7, 2025.

**The company has sold its existing business of manufacturing Active Pharmaceutical Ingredients (APIs) and providing Contract Research and Manufacturing Services (CRAMS) under the slump sale for Rs.1,650 crore in order to repay their debt obligations (including NCD to the tune of Rs.424.50 crore) of around Rs.800.00 crore. In addition to the same, the funds raised were also utilized to repay the bank debt of another group company of promoters – Ind-Swift Limited (stressed Asset) to the tune of around Rs.400.00 crore. The operational performance during H1FY25 appears deteriorated as the existing business has been sold. However, Ind-Swift Limited, a group company, which is an established player in the formulations business is proposed to merge with the company and thus, the company will undertake formulation business including venturing into high value-added formulations facility including injectables.

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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

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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.

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		 Comments of the Board of Directors Comments of the Board of Directors Comments of the Board of Directors
Revised
Cost
in Rs.
Crore		 Comments
of the
Monitoring
Agency		 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		 150.00 - Not
applicable		 - - -
2 Investment in existing or to be
acquired Subsidiaries		 Extra Ordinary General Meeting
Resolution, Management Certificate		 50.00 - - - -
3 Working Capital for existing business Extra Ordinary General Meeting
Resolution, Management Certificate		 39.60 - - - -
4 General Corporate purpose Extra Ordinary General Meeting
Resolution, Management Certificate		 75.00 - - - -
Total 314.60

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		 Amount utilised in Rs. Crore Amount utilised in Rs. Crore Amount utilised in Rs. Crore Comments of
the
Monitoring
Agency		 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.
December 31,
2024
As at
beginning
of the
quarter in
Rs. Crore		 Total
 Reasons
for idle
funds		 Proposed
course of
action
During At the
unutilised

the		 end of
amount
quarter the
in Rs.

in Rs.		 quarter
crore
Crore in Rs.
Crore
1 Expansion
of
Business
of
the
Company or the
Wholly
Owned
Subsidiaries		 CA Certificate*,
Management
Certificate, Bank
Statements; sale
deed copies		 150.00 78.73 0.09 7.53 7.62 21.08 The same has
been utilized for
making
the
payment of the
advances,
registration/sta
mp
duty
charges for the
purchase
of
land related to
expansion
of
business of the
company.
However,
the
estimated cost
for
the
total
project is yet to
be finalized.		 - -
2 Investment
in
existing or to be
acquired
Subsidiaries		 CA Certificate*,
Management
Certificate, Bank
Statements		 50.00 - - - Nil
amount
spent
during
Q3FY25		 - -

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Sr.
No		 Item
Head		 Source of
information /
certifications
considered by
Monitoring Agency
for preparation of
report		 Amount utilised in Rs. Crore Amount utilised in Rs. Crore Amount utilised in Rs. Crore Comments of
the
Monitoring
Agency		 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.
December 31,
2024
As at
beginning
of the
quarter in
Rs. Crore		 Total
 Reasons
for idle
funds		 Proposed
course of
action
During At the
unutilised

the		 end of
amount
quarter the
in Rs.

in Rs.		 quarter
crore
Crore in Rs.
Crore
3 Working Capital for
existing business		 CA Certificate*,
Management
Certificate, Bank
Statements		 39.60 - - - Nil
amount
spent
during
Q3FY25		 - -
4 General Corporate
purpose		 CA Certificate*,
Management
Certificate, Bank
Statements		 75.00 46.09 3.94 50.03 The same has
been utilised for
the consultation
expenses
related to the
merger
of
related
concern.		 - -
Total (Gross proceeds) 314.60 78.73# 46.18 11.47 57.65 21.08@
  • *Chartered Accountant Certificate from Rattan Kaur & Associates (Statutory Auditors of Ind-Swift Laboratories Limited (ISLL)) dated February 7, 2025.

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.

@Out of the proceeds received and utilized till Q3FY25, the unutilized proceeds amounted to Rs.21.08 crore; out of the same Rs.21.00 crore are invested in the form of fixed deposit and rest Rs.0.08 crore is lying in the warrants receipt account.

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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(iii) Deployment of unutilized proceeds:

Sr. No. Type of instrument and name of the
entity invested in		 Amount invested
(In Rs. Crore)		 Maturity date Earning Return on
Investment (%)		 Market Value as at the
end of quarter
1. Fixed Deposit in Bank of India 21.00 January 1, 2025 - 6.75% 21.36
2. Balance in Warrants Receipt Account – Bank
of India (620020110000489)		 0.08 - - - 0.08
Total unutilized proceeds 21.08 - - 21.44

– (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 - -
Investment in existingor to be acquired Subsidiaries December 31,2026 Ongoing Not applicable - -
WorkingCapital for existingbusiness December 31,2026 Ongoing Not applicable - -
General Corporatepurpose December 31,2026 Ongoing Not applicable - -

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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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 Consultation Charges
(Price Waterhouse Cooper)		 5.04 Bank Statements, Management Certificate, CA Certificate*
-
 -
2 Receipt of funds from
Overdraft Account		 (1.10)# Bank Statements, Management Certificate, CA Certificate*
Total 3.94
  • *Chartered Accountant Certificate from Rattan Kaur & Associates (Statutory Auditors of Ind-Swift Laboratories Limited (ISLL)) dated February 7, 2025.

In previous quarter i.e., Q2FY25, the company had made repayment of OD against the utilized amount available for general corporate purposes. In this quarter i.e., Q3FY25, bank erroneously transferred the amount of Rs.1.10 crore into the monitoring account from OD account instead of transferring into the OD account of the company. The error was immediately rectified and was reversed the very next day i.e., 01/01/2025.

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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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

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