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Morepen Laboratories Ltd. — Capital/Financing Update 2025
Feb 6, 2025
59389_rns_2025-02-06_89e4d1ab-543c-4792-a122-0a9a6ce651ba.pdf
Capital/Financing Update
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Date: 06/02/2025
To, National Stock Exchange of India Ltd. Exchange Plaza, Bandra Kurla Complex, Bandra (East), Mumbai- 400 051 Symbol: MOREPENLAB
BSE Limited
Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai- 400 001 Scrip Code: 500288
Subject: Monitoring Agency Report for the quarter ended 31[st] December 2024
Dear Sir/ Madam,
Pursuant to Regulation 32 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Regulation 173A of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, please find enclosed herewith the Monitoring Agency Report dated 06[th] February 2025 for the quarter ended 31[st] December 2024, issued by Care Ratings Limited, the Monitoring Agency appointed to monitor utilization of proceeds of the qualified institutions placement issue.
Kindly take aforesaid on record.
Thanking you,
Yours faithfully,
For Morepen Laboratories Limited
Digitally signed Vipul by Vipul Kumar Kumar Srivastava Date: Srivastava 2025.02.06 17:03:57 +05'30'
Vipul Kumar Srivastava Company Secretary Membership no. F-12148
Encl.: a/a.
Morepen Laboratories Limited
CIN NO. L24231 HP1984PLC006028
Corp. Off.: 2nd Floor, Tower C, DLF Cyber Park, Udyog Vihar-III, Sector-20, Gurugram, Haryana-122016, INDIA TEL.: +91 124 4892000, E-mail: [email protected], Website: www.morepen.com
Regd. Off.: Morepen Village, Malkumajra, Nalagarh Road, Baddi, Distt. Solan (H.P.) -173205, INDIA Tel.: +91 1795 266401-03, 244590, Fax: +91 1795 244591, E-mail: [email protected]
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No. CARE/NRO/GEN/2024-25/1116
The Board of Directors
Morepen Laboratories Limited
Morepen Village, Nalagarh Road, Near Baddi, Distt. Solan Himanchal Pradesh-173205
February 06, 2025
Dear Sir/Ma’am,
Monitoring Agency Report for the quarter ended December 31, 2024 - in relation to the QIP of Morepen Laboratories Limited (“the Company”)
We write in our capacity of Monitoring Agency for the QIP for the amount aggregating to Rs. 200.00 crore of the Company and refer to our duties cast under Regulation 173A 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 01, 2024.
Request you to kindly take the same on records.
Thanking you, Yours faithfully,
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Akhil Kumar
Associate Director [email protected]
Report of the Monitoring Agency
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CARE Ratings Limited
Plot no. C-001 A/2 Sector 16B, Berger Tower, Gautam Budh Nagar, Noida, (UP) - 201301 Phone: +91-120-4452000
Corporate Office :4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (E), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in
CIN-L67190MH1993PLC071691
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Name of the issuer: Morepen Laboratories Limited For quarter ended: December 31, 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 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 of the Authorized Signatory: Akhil Kumar Designation of Authorized Signatory/Signing Authority: Associate Director
CARE Ratings Limited
Plot no. C-001 A/2 Sector 16B, Berger Tower, Gautam Corporate Office :4th Floor, Godrej Coliseum, Budh Nagar, Noida, (UP) - 201301 Somaiya Hospital Road, Off Eastern Express Phone: +91-120-4452000 Highway, Sion (E), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in
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CIN-L67190MH1993PLC071691
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1) Issuer Details:
Name of the issuer Name of the promoter Industry/sector to which it belongs
: Morepen Laboratories Limited : Mr. Sushil Suri : Pharmaceuticals
2) Issue Details
Issue Period : 01/08/2024 to 05/08/2024 Type of issue (public/rights) : QIP Type of specified securities : Equity IPO Grading, if any : - Issue size (in Rs. crore) : Rs. 200.00 crore
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*, Offer document, Bank Statements |
The issue proceeds of QIP have been utilized in accordance with the objects given as per offer document |
|
| Whether shareholder approval has been obtained in case of material deviations# from expenditures disclosed in the Offer Document? |
NA | NA | NA | |
| Whether the means of finance for the disclosed objects of the issue have changed? |
No | NA | NA | |
| Is there any major deviation observed over the earlier monitoring agency reports? |
Nil | NA | NA | |
| Whether all Government/statutory approvals related to the object(s) have been obtained? |
Yes | SEBI approval has been obtained and same is intimated to BSE |
NA | |
| Whether all arrangements pertaining to technical assistance/collaborationareinoperation? |
NA | NA | NA |
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CARE Ratings Limited
Plot no. C-001 A/2 Sector 16B, Berger Tower, Gautam Budh Nagar, Noida, (UP) - 201301 Phone: +91-120-4452000
CIN-L67190MH1993PLC071691
Corporate Office :4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (E), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in
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| 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 |
|---|---|---|---|---|
| Are there any favorable/unfavorable events affecting the viability of these object(s)? |
No | NA | NA | - |
| Is there any other relevant information that may materially affect the decision making oftheinvestors? |
No | NA | NA | - |
NA: Not Applicable
*CA Certificate from Virendra K Jain & Associates dated February 04, 2025
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 –
| Sr. 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 | Modernisation and expansion of manufacturing units located in Baddi and Masulkhana |
CA Certificate*, Placement document |
122.79 | 122.79 | NA | - | - | - |
| 2 | Funding of Working Capital requirements of the company |
CA Certificate*, Placement document |
64.36 | 64.36 | NA | The usage of funds for working capital has increased from existing Rs. 64.36 crore as mentioned in the offer document to Rs. 66.29 crore, i.e. increased by Rs. 1.93 crore resulting from the amount reduced in issue related expenses. This increase in ‘funding of working capital’, was driven by actual issue related expenses beinglowerthananticipated,with |
- | - |
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CARE Ratings Limited
Plot no. C-001 A/2 Sector 16B, Berger Tower, Gautam Budh Nagar, Noida, (UP) - 201301 Phone: +91-120-4452000 CIN-L67190MH1993PLC071691
Corporate Office :4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (E), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in
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actual expenses amounting to Rs. 10.92 crore, compared to the Rs. 12.85 crore originally projected in the offer document. Total 187.15 187.15
*CA Certificate from Virendra K Jain & Associates dated February 04, 2025.
(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 |
||||||||||
| As at beginning of the quarter in Rs. Crore |
Reasons for idle funds |
Proposed course of action |
||||||||
| During |
Unutilised i |
|||||||||
| At the end | ||||||||||
| the |
amount n |
|||||||||
| of the | ||||||||||
| quarter in Rs. Crore |
Rs. crore | |||||||||
| quarter in Rs. Crore |
||||||||||
| 1 | Modernisation and expansion of manufacturing units located in Baddi and Masulkhana |
CA Certificate*, Bank Statement |
122.79 | 8.49 | 23.98 | 32.47 | 90.32 | The company has incurred Rs.9.64 crore directly from monitoring account and Rs.14.34 crore transferred to current accounts and subsequently utilised for capital expenditure and is verified through bank statements. |
||
| 2 | Funding of Working Capital requirements of the company |
CA Certificate*, Bank Statement |
64.36 | 46.42 | 18.22 | 64.64 | 1.65^ | The Company has transferred funds from monitoring account to overdraft and current accounts maintained with ICICI and IndusInd Bank as and when required. However, therewerenumerous |
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CARE Ratings Limited
Plot no. C-001 A/2 Sector 16B, Berger Tower, Gautam Budh Nagar, Noida, (UP) - 201301 Phone: +91-120-4452000
Corporate Office :4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (E), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in
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CIN-L67190MH1993PLC071691
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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 |
||||||||||
| As at beginning of the quarter in Rs. Crore |
Reasons for idle funds |
Proposed course of action |
||||||||
| During |
Unutilised |
|||||||||
| At the end | ||||||||||
| the |
amount in |
|||||||||
| of the | ||||||||||
| quarter in Rs. Crore |
Rs. crore | |||||||||
| quarter in Rs. Crore |
||||||||||
| debits and credits in the OD and Current Account. Accordingly, we were not directly able to ascertain the utilization of issue proceeds. The Company had represented to us that the funds had been used for working capital requirements and submitted documents including management certificate, CA certificate and bank account statement. |
||||||||||
| **Total ** | 187.15 | **54.91 ** | 42.20 | 97.11 | **91.97 ** |
*CA Certificate from Virendra K Jain & Associates dated Feb 04, 2025
^ The usage of funds for working capital has increased from existing Rs. 64.36 crore as mentioned in the offer document to Rs. 66.29 crore, i.e. increased by Rs. 1.93 crore resulting from the amount reduced in issue related expenses. This increase in ‘funding of working capital’, was driven by actual issue-related expenses being lower than anticipated, with actual expenses amounting to Rs. 10.92 crore, compared to the Rs. 12.85 crore originally projected in the offer document.
As per the offer document, it is mentioned that “Our funding requirements, deployment of the Net Proceeds and the intended use of the Net Proceeds indicated above are based on internal management assessments of current and expected sectoral and market conditions, which are subject to change in the future. However, the deployment of funds described herein, has not been appraised by any bank or financial institution or any other independent agency. We may have to revise our funding requirements and deployment on account of a variety of factors such as our financial conditions, business and growth strategy and other external factors in the business eco-system such as changes in market conditions, regulatory climate, competitive environment, supply chain etc which may not be within the control of our management.”
CARE Ratings Limited
Plot no. C-001 A/2 Sector 16B, Berger Tower, Gautam Budh Nagar, Noida, (UP) - 201301 Phone: +91-120-4452000 CIN-L67190MH1993PLC071691
Corporate Office :4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (E), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in
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| (iii) Deployment of unutilized public issue proceeds: | (iii) Deployment of unutilized public issue proceeds: | (in Rs. crore) | ||||
|---|---|---|---|---|---|---|
| Sr. No. |
Type of instrument and name of the entity invested in |
Amount invested* |
Maturity date | Earning | Return on Investment (%) |
Market Value as at the end of quarter |
| 1 | Debt Mutual Funds-ICICI Pru Money Market-G | 16.56 | On demand | 0.47 | 7.41% | 17.04 |
| 2 | DebtMutual Funds-Kotak MoneyMarketReg-G | 18.31 | Ondemand | 0.18 | 7.00% | 18.49 |
| 3 | Debt Mutual Funds-Invesco India Liquid Fund-G | 20.25 | On demand | 0.10 | 6.62% | 20.35 |
| 4 | Bonds-Government Securities | 38.62 | Ondemand | 0.64 | 7.65% | 39.26 |
| 5 | Balance in Monitoring Account of 'Morepen Laboratories Limited' with Kotak Mahindra bank (Account No. 2805197200) |
0.00 | NA | - | - | 0.00 |
| 6 | Balance in Current Accounts of 'Morepen Laboratories Limited' with Punjab National Bank at Parwanoo-CA/c No. 2912002100015175 & IndusIndBankat Chandigarh-CA/cNo. 200998923941 |
0.38 | NA | - | - | 0.38 |
| Total | 94.13^ | 1.39 | 95.52 |
*CA Certificate from Virendra K Jain & Associates dated February 04, 2025
^This is inclusive of interest earned on the investment i.e. Rs.2.16 crore during Q2FY25 and Q3FY25 on Mutual funds, Bonds.
| (iv) Delay in implementation of the object(s): | No delay is observed in current quarter | No delay is observed in current quarter | No delay is observed in current quarter | ||
|---|---|---|---|---|---|
| Completion Date | Delay (no. of | Comments of the Board of Directors | |||
| Objects | As per the offer document | Actual | days/ months) | Reason of delay | Proposed course of action |
| Modernisation and expansion of manufacturing units located in Baddi and Masulkhana |
March 31, 2026 | Ongoing* | - | ||
| Funding of Working Capital requirements ofthe company | March31,2025 | Ongoing | - |
- Rs. 88.83 crores to be utilised by FY25 and remaining in FY26.
CARE Ratings Limited
Plot no. C-001 A/2 Sector 16B, Berger Tower, Gautam Budh Nagar, Noida, (UP) - 201301 Phone: +91-120-4452000
Corporate Office :4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (E), Mumbai - 400 022 Phone: +91-22-6754 3456 • 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: Not Applicable
| Source of information / certifications | |||||
| Amount | |||||
| Sr. No | Item Head^ | considered by Monitoring Agency for | Comments of Monitoring Agency | Comments of the Board of Directors | |
| in Rs. Crore | |||||
| preparation of report | |||||
| 1 | NA | NA | NA | NA | NA |
| Total | NA | NA | NA | NA |
*NA: Not Applicable.
CARE Ratings Limited
Plot no. C-001 A/2 Sector 16B, Berger Tower, Gautam Budh Nagar, Noida, (UP) - 201301 Phone: +91-120-4452000 CIN-L67190MH1993PLC071691
Corporate Office :4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (E), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in
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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
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Corporate Office :4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express Highway, Sion (E), Mumbai - 400 022 Phone: +91-22-6754 3456 • www.careedge.in
Plot no. C-001 A/2 Sector 16B, Berger Tower, Gautam Budh Nagar, Noida, (UP) - 201301 Phone: +91-120-4452000
CIN-L67190MH1993PLC071691
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