Paramount Communications Ltd. — Capital/Financing Update 2024

Feb 14, 2024

RASHI GOEL Digitally signed by RASHI GOEL Date: 2024.02.14 15:51:47 +05'30'

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No. CARE/NRO/GEN/2023-24/1032

Mr. Shambhu Kumar Agarwal Chief Financial Officer Paramount Communications Limited C-125, Paramount House, Naraina Industrial Area, Phase-I, New Delhi

February 14, 2024

Dear Sir,

Monitoring Agency Report for the quarter ended December 31, 2023 - in relation to the Preferential Issue of Paramount Communications Limited (“the Company”)

We write in our capacity of Monitoring Agency for the Preferential Issue for the amount aggregating to Rs. 134.81 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, 2023 as per aforesaid SEBI Regulations and Monitoring Agency Agreement dated December 14, 2022 towards utilization of proceeds of Preferential Issue .

Request you to kindly take the same on records.

Thanking you,

Yours faithfully,

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Sachin Mathur

Associate Director Sachin.mathur@careedge.in

CARE Ratings Limited

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Plot no. C-001 A/2 Sector 16B, Berger Tower, Noida, Gautam Budh Nagar (UP) - 201301 Phone: +91-120-4452 000

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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Report of the Monitoring Agency (MA)

Name of the issuer: Paramount Communications

Limited

For quarter ended: December 31, 2023 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.

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Signature:

Name of the Authorized Signatory: Sachin Mathur Designation of Authorized person/Signing Authority: Associate Director

CARE Ratings Limited

Plot no. C-001 A/2 Sector 16B, Berger Tower, Noida, Gautam Budh Nagar (UP) - 201301 Phone: +91-120-4452 000

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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

CIN-L67190MH1993PLC071691

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1) Issuer Details:

Name of the issuer : Paramount Communications Limited Name of the promoters : Mr. Sanjay Aggarwal and Mr. Sandeep Aggarwal Industry/sector to which it belongs : Industrial Products/ Cables- Electricals Issue Details Issue Period : 18 months from date of allotment i.e. February 18, 2023 Type of issue (Public/ Rights) : Preferential Share Warrant Issue Type of specified securities : Equity warrants IPO Grading, if any : Not applicable Issue size (in `crore) : Rs. 134.81 crore (Note 1)*

2) Issue Details

• The offer comprises of 6,25,00,000 equity warrants of the company convertible into equal number of equity shares of face value 2 at an issue price (including warrant subscription price (Rs.5.40 per warrant) and warrant exercise price (Rs.16.17 per warrant) of Rs.21.57 per equity warrant as determined on the relevant date (for the purpose of calculating the price of equity warrants convertible into equal number of equity shares to be issued in terms hereof is December 12, 2022) in accordance with the provisions of Chapter V of the SEBI ICDR Regulations aggregating to Rs.134,81,25,000.00 for cash consideration by way of preferential allotment to persons/entities who are not forming part of the promoter and promoter group of the company.

Share Allotment committee vide meeting dated February 18, 2023, approved allotment of 6,23,25,925 equity warrants (all warrants could not be subscribed as some applications were received after the cut-off date) of the company convertible into equal number of equity shares of face value 2 at an issue price (including warrant subscription price (Rs.5.40 per warrant) and warrant exercise price (Rs.16.17 per warrant) aggregating to Rs.134,43,70,202.25 for cash consideration to persons/entities who are not forming part of the promoter and promoter group of the company.

Note 1:

Particulars	Remarks
Total equitywarrants issued(A)	6,25,00,000
Warrant subscriptionprice(B)	5.40^
Warrant exerciseprice ©	16.17^
No. of warrants subscribed(D)	6,23,25,925
Amount received on subscription(E= B*D)	33,65,59,995
No. of warrants exercised during Q1FY24(F)	1,09,75,925
Amount received on exercise of warrants during Q1FY24(G=F*C)	17,74,80,707
No. of warrants exercised during Q2FY24(H)	45,25,000
Amount received on exercise of warrants during Q2FY24(I=H*C)	7,31,69,250
No. of warrants exercised during Q3FY24(J)	4,09,25,000
Amount received on exercise of warrants during Q3FY24(K=J*C)	66,17,57,250
Totalproceeds received from warrants issued and exercised(L= E+G+I+K)	124,89,67,202
Netproceeds available for utilization(in Rs. Crore)	124.90

^Each warrant is convertible into one (1) equity share and the conversion can be exercised at any time within a period of 18 months from date of allotment of warrants, in one or more tranches, as the case maybe and on such other terms and conditions applicable. Option for conversion of warrants into equity shares will be available upon payment of full price of warrant before such exercise of option.

CARE Ratings Limited

Plot no. C-001 A/2 Sector 16B, Berger Tower, Noida, Gautam Budh Nagar (UP) - 201301 Phone: +91-120-4452 000

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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3) Details of the arrangement made to ensure the monitoring of issue proceeds:	3) Details of the arrangement made to ensure the monitoring of issue proceeds:	3) Details of the arrangement made to ensure the monitoring of issue proceeds:	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	Chartered Accountant certificate*,Bank statement	Not applicable	Yes
Whether shareholder approval has been obtained in case of material deviations# from expenditures disclosed in the Offer Document?	No material deviation	Chartered Accountant certificate*, Bank statement	Not applicable	Not applicable
Whether the means of finance for the disclosed objects of the issue have changed?	No	Not applicable	Not applicable	Not applicable
Is there any major deviation observed over the earlier monitoring agency reports?	Not applicable	Not applicable	Not applicable	Not applicable
Whether all Government/statutory approvals related to the object(s) have been obtained?	Yes	Bombay Stock Exchange (BSE) and National Stock Exchange (NSE) circular dated February 17, 2023	Not applicable	Yes
Whether all arrangements pertaining to technical assistance/collaboration are in operation?	Not applicable	Not applicable	Not applicable	Not applicable
Are there any favorable/unfavorable events affecting the viability of these object(s)?	Not applicable	Not Applicable	Not Applicable	Not applicable
Is there any other relevant information that may materially affect the decision making of the investors?	Not applicable	Not applicable	Not Applicable	Not applicable

• Chartered Accountant certificate from P. Bholusaria & Co. (statutory auditor) dated January 30, 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

Plot no. C-001 A/2 Sector 16B, Berger Tower, Noida, Gautam Budh Nagar (UP) - 201301 Phone: +91-120-4452 000

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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

CIN-L67190MH1993PLC071691

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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			Comments of the Board of Directors	Comments of the Board of Directors	Comments of the Board of Directors
			(as per the Offer Document) in Rs. Crore	Revised Cost in Rs. Crore	Comments of the Monitoring Agency	Reason for cost revision	Proposed financing option	Particulars of -firm arrangements made
1	Capital expenditure	Offer Document	20.00	NA	NA	Not Applicable	Not Applicable	Not Applicable
2	Working capital requirement	Offer Document	82.00	NA	NA	Not Applicable	Not Applicable	Not Applicable
3	General Corporate Purpose	Offer Document	32.81	NA	NA	Not Applicable	Not Applicable	Not Applicable
Total			134.81

CARE Ratings Limited

Plot no. C-001 A/2 Sector 16B, Berger Tower, Noida, Gautam Budh Nagar (UP) - 201301 Phone: +91-120-4452 000

CIN-L67190MH1993PLC071691

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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

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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								Comments of the Board of Directors	Comments of the Board of Directors
			Amount as proposed in the Offer Document in Rs. Crore		Amount utilised in Rs. Crore				Comments of the Monitoring Agency
				Amount raised till date i.e. December 31, 2023
					As at beginning of the quarter in Rs. Crore					Reasons for idle funds	Proposed course of action
						During	At the
								Unutilised
						the	end of
								amount in
						quarter	the
								Rs. crore
						in Rs. Crore^	quarter in Rs. Crore
1	Capital expenditure	Chartered Accountant certificate*, Offer Document, Bank statements	20.00	124.90	4.37	6.12	10.49	9.77	The funds have been used by the company towards payment for purchase of machines.	-	Progressively to be utilized
2	Working capital requirement	Chartered Accountant certificate*, Offer Document, Bank statements	82.00		46.03	30.56	76.59		The funds have been used by the company to purchase raw material from its suppliers.	-	Progressively to be utilized
3	General Corporate Purpose	Chartered Accountant certificate*, Offer Document, Bank statements	32.81		8.09	19.96	28.05		The funds have been used by the company to purchase stores and consumables, packing materials, and other raw materials.	-	Progressively to be utilized
Total			134.81@	124.90^	58.49	56.64	115.13	9.77#

• Chartered Accountant certificate from P. Bholusaria & Co. (statutory auditor) dated January 30, 2024

@ Share Allotment committee vide meeting dated February 18, 2023, approved allotment of 6,23,25,925 equity warrants (out of total of 6,25,00,000 equity warrants proposed) of the company convertible into equal number of equity shares of face value 2 at an issue price of Rs.21.57 aggregating to Rs.134,43,70,202.25 for cash consideration to persons/entities who are not forming part of the promoter and promoter group of the company. Further, Rs.134.81 crore include Rs.0.38 crore pertaining to 1,74,075 equity warrants which were not issued.

CARE Ratings Limited

Plot no. C-001 A/2 Sector 16B, Berger Tower, Noida, Gautam Budh Nagar (UP) - 201301 Phone: +91-120-4452 000

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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^The company has received Rs.5.40 per equity warrant (warrant subscription price) for 6,23,25,925 issued equity warrants as against proposed issue of 6,25,00,000 equity warrants. Further, the company has received warrant exercise price (Rs.16.17) for 5,64,25,925 warrants (out of total 6,23,25,925 warrants issued). #Company has Rs.9.77 crore in mutual fund (in line with object clause)

CARE Ratings Limited

Plot no. C-001 A/2 Sector 16B, Berger Tower, Noida, Gautam Budh Nagar (UP) - 201301 Phone: +91-120-4452 000

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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

CIN-L67190MH1993PLC071691

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(iii) Deployment of un-utilized Preferential Issue proceeds:	(iii) Deployment of un-utilized Preferential Issue proceeds:	(iii) Deployment of un-utilized Preferential Issue proceeds:	(iii) Deployment of un-utilized Preferential Issue proceeds:
Sr. No.	Name of the Mutual Fund/Bank account	Type of account	Amount in Rs. crore	Source of information / certifications considered by Monitoring Agency for preparation of report
1	ICICI Bank	Issue Monitoring Account	0.11	Chartered Accountant certificate*, Bank statements
2	HDFC Liquid Fund	Mutual Fund	10.00	Chartered Accountant certificate*, Bank statements, Mutual Fund statement
Total			10.11^

• Chartered Accountant certificate from P. Bholusaria & Co. (statutory auditor) dated January 30, 2024

• ^The same is line with object clause

Comments

• Total of Rs.10.11 crore, includes Rs.0.34 crore as gain on redemption of mutual funds during 9MFY24.

• (iv) Delay in implementation of the object(s): Not applicable

5) Details of utilization of proceeds stated as General Corporate Purpose (GCP) amount in the offer document:

Sr. No			Source of information
			/ certifications		Comments of
		Amount		Comments of Monitoring
	Item Head^		considered by		the Board of
		in Rs. Crore		Agency
			Monitoring Agency for		Directors
			preparation of report
1	Purchase of stores and consumables, packing materials, and raw materials.	28.05	Chartered Accountant certificate*, Bank statement	GCP utilized to procure stores, consumables, packing materials, and raw materials.	-
	Total	28.05

• Chartered Accountant certificate from P. Bholusaria & Co. (statutory auditor) dated January 30, 2024

Comments

• As per rules laid out by SEBI, companies can utilize a maximum of 25% of the total funds from IPO as General Corporate Purpose.

• (Source: BSE guidelines dated December 13, 2022.)

CARE Ratings Limited

Plot no. C-001 A/2 Sector 16B, Berger Tower, Noida, Gautam Budh Nagar (UP) - 201301 Phone: +91-120-4452 000

==> picture [122 x 171] intentionally omitted <==

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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