Usha Martin Ltd. — Interim / Quarterly Report 2020

Nov 9, 2019

e usha martin

Usha Martin Limited

2A, Shakespeare Sarani, Kolkafo (formerly Colcuffo) - 700 071, Indio Phone: (00 91 33) 71006300/599, Fox: (00 91 33) 2282 9029, 71006400/500 CIN : LJ l 400WB l 986PLC09 l 62 l Websife : www.ushamor1in.com

UML/SECT/

November 09, 2019

The Secretary The BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street Mumbai - 400 001 [Scrip Code:517146]

Societe de la Bourse de Luxembourg 35A Bouleverd Joseph II L-1840, Luxembourg [Scrip Code: US9173002042]

The Secretary National Stock Exchange of India Ltd Exchange Plaza, 5th Floor, Plot No.C/1, G Block, Bandra Kurla Complex, Bandra (E) Mumbai-400 051 [Scrip Code: USHAMART]

Dear Sir / Madam,

Pursuant to Regulation 33 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, the Board of Directors of the Company at their meeting held today have approved and taken on record un-audited financial results along with segment reporting on consolidated and standalone basis for the quarter and half year ended 30th September, 2019.

As required under the SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015, a copy of above un-audited results and Report of the Auditors on "Limited Review" of said financial results are enclosed for your ready reference and record.

The Board Meeting commenced at 1 :45 P.M. and concluded at 05:25 P.M (1ST).

Thanking you,

Yours faithfully, For Usha Martin Limited

Rajee� Managing Director

Encl : As above

S.R. BATLIBOI & Co. LLP Chartered Accountants

22, Ca mac Street 3rd Floor, Block 'B' Kolkata - 700 016, India Tel : +91 33 6134 4000

Independent Auditor's Review Report on the Quarterly and Year to Date Unaudited Standalone Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended

Review Report to The Board of Directors Usha Martin Limited

• I. We have reviewed the accompanying statement of unaudited standalone financial results of Usha Martin Limited (the "Company") for the quarter ended September 30, 2019 and year to date from April I, 2019 to September 30, 2019 (the "Statement") attached herewith, being submitted by the Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations"). Attention is drawn to the fact that the Statement of cash flows for the corresponding period from April I, 2018 to September 30,2018, as reported in these unaudited standalone financial results have been approved by the Board of Directors of the Company but have not been subjected to review.

• This Statement, which is the responsibility of the Company's Management and approved by the Company's Board of Directors, has been prepared in accordance with the recognition and ✓n in L�dian ,[A]

1neasure1nent principles laid dO\l ,.ccounting Standard 34, (Ind AS 34) "L1tcri1n Financial Reporting" prescribed under Section I 33 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India. Our responsibility is to express a conclusion on the Statement based on our review.

1. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410, "Review of Interim Financial Infonnation Perfonned by the Independent Auditor of the Entity" issued by the Institute of Chartered Accountants of India. This standard requires that we plan and perfonn the review to obtain moderate assurance as to whether the Statement is free of material misstatement. A review of interim financial infonnation consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all si gnificant matters that might be identified in an audit. Accordingly, we do not express an audit

opinion.

1. Based on our review conducted as above, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with the recognition and measurement principles laid down in the aforesaid Indian Accounting Standards ('Ind AS') specified under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India, has not disclosed the infonnation required to be disclosed in tenns of the Listing Regulations, including the manner in which it is to be disclosed, or that it contains any material misstatement.

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S.R. Battiboi & Co. LLP, a Limited Uab1l1ty Partnership with LLP Identity No. AAB-4294 Regd. Office: 22, Camac Street, Block 'B'. 3rd Floor, Kolkata-700 016

S.R. BATLIBOI & Co. LLP Chartered Accountants

5. Emphasis of Matter

We draw attention to Note 8 regarding recoverability of book values of 130,63 lakhs (net of discounting impact of Rs 1,452 lakhs and impairment of Rs 809 lakhs) of moveable and immoveable assets including !and and advances for land pertaining to l(athautia and Lohari coal blocks that were deallocated during an earlier year. We have been informed that various measures have been initiated by the management for timely realisation of the aforesaid amounts net of deposits already recovered subsequent to the quarter-end. Pending outcome of such measures, no adjustments to the financial results in this regard have been considered necessary by the management.

Our conclusion is not modified in respect of this matter.

For S.R. BATLIBOI & CO. LLP

Cha1tered Accountants ICAI Firm registration number: 301003E/E300005

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per Bhaswar Sarkar Partner Membership No.: 055596

UDIN: 19055596AAAACH3530

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Place: Kolkata Date: November 9, 2019

1Tt usha martin

Usha Martin Limited

Statement of Unaudited Standalone Financial Results for the quarter and six months ended 30th September, 2019

									(Amounts in Rs. Lakhs unless otherwise stated)	(Amounts in Rs. Lakhs unless otherwise stated)	(Amounts in Rs. Lakhs unless otherwise stated)	(Amounts in Rs. Lakhs unless otherwise stated)	(Amounts in Rs. Lakhs unless otherwise stated)	(Amounts in Rs. Lakhs unless otherwise stated)
Particulars		30th September, Quarter ended 2019	I 1	I	30th June, Quarter ended 11 2019 1I	30th September,' Quarter ended 2018 I		ended Six months 30th September, 2019			Six months ended I30th September, 2018		II	Year ended 31st March, 2019
Continuing Operations Revenue		Unaudited	1, i		UnauditedI I	Unaudited		t I	Unaudited			Unaudited		Audited
Revenue from operations Other income		36,462 742		I	36,081I 644I	42,158 1,984			72,543 1,386	I!		84,285 2,562		1,70,803 2,965
Total income Expenses Cost of materials consumed Purchases of stock-In-trade (lncrease) /decrease in inventories of finished goods, work­ in-progress and stock-in-trade I Employee benefits expense Finance costs Depreciation and amortisation expense Other expenses Total expenses Profit before tax for the period from continuing operations Tax expense		37,20411 21,087 1,175I II 601 3,370 1,306 1I 688 6,264I I 34,491 I.I 2,713 11			36,725,1 13,92511 144 1, 7,944 3,340II 1,981 11 680 6,167 34,181,.,.,1	44,142 28,836 151 (1,680) 2,702 2,041 707 7,214~~11~~ 39,971 4,171I			73,929 35,012 1,319 8,545 6,110 3,287 1,368 12,431 68,672 5,257	I I I		86,847 60,269 249 (7,019) 5,634 4,122 1,408 12,863 77,526 9,321	I i I	1,73,768 1,15,529 519 {6,743) 11,387 9,022 2,810 24,844 1,57,368 16,400
Current tax (MAT) MAT credit entitlement		(792) 792			6,127 (6,127)			I	5,335 JS,335)	I	1			65
Adjustment of tax relating to earlier periods					I									227
Deferred tax charge/(credit) (Refer note 9 and 11) Tax (income)/expense of continuing operations Profit/(loss) for the period from continuing operations (a)	I	1,267 1,267 1,446			15,868 15,8681 j (13,324)1	4,171	1	I	17,135' 17,135 11 (11,878)1			9,321		(23,760) {23,468) 39,868
Discontinued operations tRefer note7) Profit/ (loss) for the period from discontinued			I	I									Ii
operations before tax Tax lncome/(expense) of discontinued operations Profit/ (loss) for the period from discontinued operations after tax Jb) Profit for the period [le)= (a)+ (b) other comprehensi�e_inco.e (a) Items that will not be reclassified to profit or (loss) (b) Tax benefit/ (expense) on items that will not be classified to profit or loss Total other comprehensive income for the period, net of tax (d) Total comprehensive income for the period [le)+ (d)] Paid-up equitt share capital (face value of Re1/- ea_i) Other equity as per balance sheet Earnings per share (Rs.) (*not annualised) (Refer note 7and 9) Earnings per equity share (for continuin! operations) Basic and Diluted Earnings per equity share (for discontinued operations)		211I 211 1,657 1 (715) 201 (514)1 1,143 3!054 0.47•		I I I i I	50,4 �6 ,, 50,436 31,112II 55 30 85I 37,197I 3,054 {4.37)· 1	(1,279) - 11 (1,279)1 ·2,892,I 367 1I 367 11 3,259 3,054 [ l 1.37•			50,647 - 50,647 38,769 (�60) 231 (429) 38,340 3_054 (3.90)	II I 1 I II Il I '		(4,502)jI (',502, iI 4,819IJI 1I 372 372 5,191II 3,054 3.06 •		(33,968) (33,968) 5,900 (74) (86) l!60) 5,740 3,054 20,039 13.08
Basic and Diluted :��:���u�:::�t�:�:; (for continuing and ~~-~~ __L 0.07			•		16.55 * 12.18,•	(0.42) • o.95~~I·~~			16.62	'I		{1.48) 1.58	• "	(11.15) 1.93

Usha Martin Limited

Notes to Financial Results

1. Standalone statement of assets and liabilities

		m usha martin Usha Martin Limited Notes to Financial Results 1. Standalone statement of assets and liabilities
				(Amounts in Rs. Lakhs			unless otherwise stated)
I IParticulars IASSETS I Non-current assets (a) Property, plant and equipment (bl Capital work-in-progress (c) Intangible assets I(d) Financial assets (i) Investments				As at 30th September, 2019 (Unaudited) 39,352 1,206 704 15,067	; I I l	I I	As at 31st March, 2019 (Audited) 40,567 877 831 15,065
		(ii) Loans (iii) Other financial assets		1,246 4,097	I			1,179 2,710
		(e) Advance income tax assets (net) (f) Deferred tax assets (net)		3,058 12,277	1			3,976 23,846	I
		(g) Other non-current assets Total non-current assets		9,431 86,438				16,921 1,05,972	I
!current assets 1(a) Inventories				21,064	I			24,296
I		(b) Financial assets (i) Trade receivables (ii) Cash and cash equivalents		20,�47 234	I			21,705 620	I
		(iii) Other bank balances		1,973				2,766
		(iv) Loans		30				53
(v) Other financial assets I(c) Other current assets Assets held for sale Total current assets				24,949 5,430 74,027 3,029 77,056	1 l			11,108 3,348 63,896 2,607 66,S03	1
		Total assets Assets of discontinued operations classified as held for sale (Refer		1,63,4941				1,72,475
		Note 7)				I		4,28,796
		Total assets EQUITY AND LIABILITIES		1,63,494		jI		6,01,271
		Equity (a) Equity share capital		3,054	_I			3,054
		(b) Other equity		58,380				20,039
		Totalequity		61,434				23,093
		Non-current liabilities
		(a) Financial liabilities (i) Borrowings (ii)Other Financial liabilities		23,0211 26I				2,26,9731
		(b) Provisions (c) Other non-current liabilities Total non-current liabilities Current liabilities (a) Financial liabilities (i) Borrowings	I	2,183 2,389 27!619 12,025				1,409 1,675 2,30,051 66,256	1 I
		(ii) Trade payables
		(A) Total outstanding dues of micro enterprises and small
		enterprises (B) Total outstanding dues of creditors other than micro enterprises and small enterprises		123 27,887	1			7 21,828
		(iii) Other financial liabilities		22,062	I			51,946
1current Tax Liabilities (Net) (bl Provisions �; �) Current tax liabilities (net) )�ther current liabilities � ities held for sale ;1 'urrent liabilities 1 /ties of discontinued operations classified as held for sale r Note 7) tal liabilities !Total equity and liabilities				7231 2,264 9:229j 128 74,441 1,02,060I 1,63,494				626 175 10,593 1,51,431 1,96,690 5,78,178 6,01,271	J �

� usha martin

Usha Martin Limited

2. Standalone Statement of cash flows for the six months period ended 30th September, 2019

					(All	amounts in Rs. lakhs)	amounts in Rs. lakhs)
					Six months ended		Six months ended
					30th September,		30th September,
					2019		2018
					(Unaudited)		(Unaudited)
							(Refer note 6)
**A. **			Cash flow from operating activities
			Profit before tax from continuing operations		5,257		9,321
			Profit /(loss) before tax from discontinued operations		50,647		{4,502)
			Adjustments to reconcile loss before tax to net cash flows:
			Depreciation and amortisation expenses		1,940		13,521
			Gain on disposal of property, plant and equipment (net)		(1)		(867)
			Finance costs		5,023		28,366
			Bad Debts/ advances written off		1,525		1,104
			Allowance for credit impaired debts and advances (net)		123		2,082
			Interest income on financial assets carried at amortised cost		(237)		(184)
			Dividend income		(160)		(513)
			Unrealised foreign exchange differences (net)		276		333
			Liabilities no longer required written back		(808)		(1,270)
			Reversal of discounting of financial assets		(1,135)
			Profit on sale of Steel and Bright Bar Business undertaking		{56,620)
			Operating profit before working capital changes		5,830		47,391
			Working capital adjustments:
	1		Decrease/ {increase) in inventories		642		{58)
			Decrease/ {increase) in trade receivables		1,413		(481)
			{Increase) / decrease in loans and advances		{43)		1
			(Increase) /decrease in other financial assets		28	I	209
			(Increase) in other assets		{1,417)		{227)
			Increase in trade payables		4,502		2,266
			Increase in provisions		146		170
			Increase in other financial liabilities		684		2,541
			Increase in other liabilities		1,279		2,539
			Cash generated from operations		13,064		54,351
			Direct taxes paid		3,007		{113)
			Net cash flows from operating activities		16,071		54,238
B.	1		Cash flows from investing activities
			Purchase of property, plant and equipment		(480)	I	(1,106)
			Proceeds from sale of property, plant and equipment, intangible assets and assets held for sale	I	{563)1		2,005
			Proceeds from sale of Steel and Bright Bar business undertaking		2,75,306
			Loans {given to)/received back from related party (net)		(36)		516
			Interest received		232		175
			Investment in bank deposits (with original maturity more than 3 months)		(1,971)1		(497)
			Refund of margin money		2,764
			Dividend received		160'		513
			Net cash flows used in investing activities		2,75,412		1,606
**C. **			Cash flows from financing activities
			Proceeds from long term borrowings		6,042		1,250
			Repayment of long term borrowings		(2,35,896)		{18,234)
			Repayment of short term borrowings		(54,231)		(11,184)
			Interest paid		(7,784)		(27,699)
			Net cash flows used in financing activities		(2,91,869)		{55,867)
			Net (decrease) /increase in cash and cash equivalents (A+B+C)		(386)		{23)
			Opening Cash and cash equivalents		620		1,045
		Closing Cash and cash equivalents			234		1,022

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usha martin 'tn

Usha Martin Limited

1. Standalone se[g] ment Information

	'usha martin Usha Martin Limited 3. Standalone segment Information
													(Amounts in Rs. Lakhs unless			otherwise stated)
	Particulars Continuing Operations Segment Revenue Wire and Wire Ropes	Quarter ended 30th September,I 2019 Unaudited 36,442		Quarter ended1 30th June, 2019 Unaudited 36,0451			1	Quarter ended 30th September, 2018 Unaudited 42,117	I I I ! i		I		Six months ended 30th September, 2019 Unaudited 72,487	Six months ended 30th September, 2018 Unaudited 84,188		Year end 1 d 31st March, 2019 Audited 1,70,505	I
Others Revenue from Continuing operations !Revenue from Discontinued operations (Refer note 7)		20 36,462		36 36,081 6,5231				41 42,158 1,06,258		I I			56 72,543 6,523	97 84,285I 2,11,500		298 1,70,8031 3,94,200
Less: Inter segment revenue_from_discontinued operations to continuing operations Revenue from Discontinued operations to external customers Total Revenue from Continuing and Discontinued operations !Segment Results Profit/ (loss) for the period before tax and finance costs from Continuing operations Wire and Wire Ropes Others Total		36,462 4,777 (136) 4,641		2,306 I 4,211I 40,298 1 5,1781 (120) 5,058			I j	23,601 1 1 82,657I '·"· " 11 11 I 6,803 1 (136) 6,667					2,306 4,217 76,760 9,955 (256) 9,699	49,041I 1,62,459 2,46,74411 14,830 (249) 14,581I		96,448 2,97,752 4,68,555 25,115 128 25,243	I 1
	Less: Finance costs Other Unallocable Expenditure/ (Income) Profit before tax for the period from continuing op!ratio_ns Discontinued operations (Refer note 7)	1,306 622 2,713		1,981 533 2,544				2,041 455 4,171		I 1			3,287 1,155 5,257	4,122,· 1,138 9,321 1		9,022 (179) 16,400	1 I
I	Profit/(loss) for the period from Discontinued operations before tax and finance costs Less: Finance costs Profit /(loss) for the period before tax from Discontinued operations	820 609 211		(5,057) 1.121 (6,184)	1		I I I	I 10,757i 12,036 1 (1,279)1					(4,237) 1,736 (5,973)	19,742! 24,244! (4,502)		15,047 49,0151 (33,968)
	Profit on disposal of see business (discontinued
	operation)			56,620									56,620
	Total Profit / (loss) before tax from discontinued
	operations	211		50,436				(1,279)					50,647	(4,502)		(33,968)
	Total Profit / (loss) before tax Segments Assets Steel - Discontinued business (Refer note7)	2,924		52,980				2,892 4,87,589		I I	I		55,904	4,819 1 4,87,589i		(17,568), 4,28,796
	Wire and Wire Ropes Others Total Assets Segments Liabilities Steel - Discontinued business (Refer note 7)	1,02,345 61,149 1,63,494		1,07,492 1,05,194 2,12,686	1			1,08,927 28,624 6,25,140 2,27,398		I I 1	I 1		1,02,345 61,149 1,63,494	1,08,927 28,624I 6,25,140: 2,21,198II		1,07,452 65,023 6,01,271 1.96,690	I I
	Wire and Wire Ropes Others Total Liabilities	27,080 74,980 1,02,060		25,170 1,27,226 1,52,396				18,130 3,57,066 6,02,594		I 1	I I		27,080 74,980 1,02,060	18,130! 3,57,066 6,Q�594I		26,878 1 3,54,610 5,18,118I
	Note:

The Company is organised into business units based on its 1>roducts and services and has three re[p] ortable segments, as follows:

(a) Wire and Wire Ropes segment which manufactures and sells steel wires, strands, wire ropes, cord, related accessories, etc.

(b) Others segment includes manufacturing and selling of wire drawing & allied machines and corporate office. leffect fr[(c) The Company was also Into Steel segment, which manufactured and sold steel wire rods, bars, blooms, bright bar, billets, pig iron and allied products, which has been disposed off with ][12] m A[p] ril 9, 2019 (Refer note 7). _ _ _

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Usha Martin Limited

Notes to Financial Results (contd ... ):

1. Audit Committee and approved by the Board of Directors at their respective meetings held on November 9, 2019. The above results of Usha Martin Limited ("the Company") for the quarter and six months period ended September 30, 2019 have been reviewed by the

2. Securities and Exchange Board of India (SEBI) under SEBI (Listing Obligations and Disclosure Requirements) Regulation 2015, as amended. The standalone unaudited financial results have been prepared in accordance with the recognition and measurement principles provided in Indian Accounting Standard {Ind AS) 34 on 'Interim Financial Reporting', the provisions of the Companies Act, 2013, as applicable and guidelines issued by the

3. accordance with accounting principles generally accepted in India and have not been subjected to audit / review. The comparative figures for the half year ended September 30, 2018 in the Statement of Cash Flows have been compiled by the management in

4. adjustment, if any, arising on such reconciliation shall be done at the time of release of above hold back amount towards land. of certain parcels of land for which perpetual lease and license agreements have been executed by the Company in favour of TSLPL pending completion of on going formalities for registration in the name of TSLPL. The Company is in the process of final settlement and reconciliation with TSLPL and therefore adjustments. Out of the aforesaid consideration, an amount of Rs. 16,000 lakhs is receivable as at the quarter end that include Rs. 15,000 lakhs in respect 2019 in accordance with the terms and conditions set out in those agreements at a consideration of Rs. 452,500 lakhs subject to net working capital the Company had transferred its Steel and Bright Bar Business (SBB Business) as a going concern on slump sale basis during the quarter ended June 30, Pursuant to the Business Transfer Agreement dated September 22, 2018 (Novation agreement on October 24, 2018) and Supplemental Business Transfer Agreement dated April 7, 2019 and July 3, 2019 respectively with Tata Steel Long Products Limited (TSLPL) (formerly known as Tata Sponge Iron Limited),

Consequent to the above, resultant profit of Rs. 56,620 lakhs (net of expenses pertaining to disposal of the business of Rs. 16,135 lakhs) on sale of the SBB Business was recognised under profit for the period from discontinued operations during quarter ended June 30, 2019.

sale of SBB Business. Earnings per share from discontinued operations as disclosed in these results have been determined taking into consideration the aforesaid profit from

The impact of the transaction in the standalone unaudited financial results is as follows:

(Amounts In Rs. Lakhs unless otherwise stated)

The impact of the transaction in the standalone unaudited financial	results is as foll	ow	s:				(Amounts In		Rs.	Lakhs unles	s	o	therwise stated)
I Particulars													Six months period ended
													30th September,
												I	2019
Consideration from TSLPL (net of acceptances Rs. 98,013 lakhs paid	by TSLPL directly)		IA]										3,08,286
Book value of fixed assets sold IB]													3,71,461
Net book value of non-current liabilities (net of other non-current assets) sold I C]													1,534
Net book value of current liabilities (net of current assets) sold I D]													1,34,396
Expenses pertaining to the disposal of the business IE]													16,135
Profit on disposal of SBB Business (discontinued operation) [F]=[A·B+C+D·E]													56,620
The details of discontinued operations are as follows:
IParticulars Total income Total expenses Proflt/{loss) before tax for the period from / discontinued operation Profit on disposal of SBB Business (discontinued ! operation] (refer above table) Total profit/ {loss] for the period from Idiscontinued operations before tax Quarter ended 30th September, 2019 Unaudited 387I 176ii 211ii	I Quarter ended 30th June, 2019 Unaudited 7,386I 13,s10II (6,184] 11 56,620 ,: 50,436:r		,J Quarter ended I 30th September, 2018 , I I UnauditedI 1,07,8731I 1,09,152II (1,279]I I {1,279)11				(All]ounts In Six months ended 3°th September, 2019 Unaudited 7,773 13,746 {5,973) 56,620 so,647	Rs. I I l I I		Lakhs unless otherwise stated) Six monthsjf - ended Year ended 30th 31st March, September, 2019 2018 Unaudited 2,13,354 2,17,856j (4,502)I I (4,502)11 Audited 4,00,911j 4,34,879 l (33,968}1 (33,968]1

1. Pursuant to the Hon'ble Supreme Court order dated September 24, 2014 followed by promulgation of the Coal Mines (Special Provision] Act, 2015 (CMSP the Company is carrying an amount of Rs. 13,063 lakhs (net of discounting impact of Rs. 1,451 lakhs and impairment charge of Rs. 809 lakhs} as Assets held for sale/Advance against land, which consists of assets in the form of land, movable and immovable properties, advances etc. Act), the allocation of Lohari and Kathautia coal blocks was cancelled with effect from September 24, 2014 and April 1, 2015 respectively. Consequently,

,-... reg a rd. o) 0 �9--R T/,v (,-. � � ::(; KOLKATA � !, 700071 � During the previous year, the Company had filed an application before Hon'ble Delhi High Court for refund of Rs. 10,545 lakhs deposited with Government with the concerned Government authorities, negot1at1ons with the Company to wh ,f,fi aforesai!J)!i al Block was subsequently allotted, related judicial of Jharkhand (GoJ) towards acquisition of land which was subsequently de-notified. Upon recovery of a part of said deposit subsequent to quarter end, the corresponding discounting charge of Rs. 1,135 lakhs recogni�ed in prior periods / year ���n� versed during the quarter. Based on regular follow-up ruling, other recourses available to the Company and the advice of the Company itre al Counse � agement expects to realize at least the carrying values na l Emphasis of Matter in their review re ort in this of the aforesaid assets in the near future. The Statutory auditors of the Co ts(li lhfi\Jlrata

l� usha martin

Usha Martin Limited

Notes to Financial Results (contd ... ):

1. During the quarter ended March 31, 2019, the Company had recognised net deferred tax assets (OTA) of Rs. 23,846 Lakhs as part of continuing business arising mainly on unabsorbed depreciation and brought forward business losses that was then expected to be utilised against long-term capital gain (LTCG) arising from sale of SBB Business and against future taxable income of the continuing business. Pursuant to sale of SBB business during the quarter ended June 30, 2019, the Company has utilised such deferred tax assets to the extent of Rs. lS,838 lakhs against LTCG arising from sale of SBB Business. Management believes that balance OTA will be recovered against future taxable income arising from the continuing business.

2. The earnings per share of continuing operations for the quarter ended September 30, 2019 are hence not comparable with the earnings per share of the previous periods reported.

3. The Directorate of Enforcement, Patna ("ED") has issued an order dated August 9, 2019 under the provisions of Prevention of Money Laundering Act, 2002 (PMLA) to provisionally attach certain immovable properties pertaining to the Company's wire rope business situated at Ranchi in the State of Jharkhand for a period of 180 days in connection with proceeds amounting to Rs. 19,036 Lakhs arising out of export and domestic sale of iron ore/ fines in prior years extracted from the Company's iron ore mines situated at Ghatkuri, Jharkhand which were allotted to the Company. The Hon'ble High Court of Jharkhand at Ranchi had, vide order dated February 14, 2012, held that the Company had the right to sell the iron ore (including fines) as per the terms of the mining lease which was in place at that point in time. The Company had paid applicable royalty and had made necessary disclosures in its returns and reports submitted to mining authorities. As such, the Company disagrees with the ED's order and is in the process of submitting its reply within the prescribed time against such provisional attachment before the Adjudicating Authority, PMLA (AA). The order for provisional attachment does not affect the ongoing operations of the Company.

4. Supported by a legal opinion obtained, management believes that the Company has a strong case on merit and expects a favourable outcome in this matter.

5. The Taxation Laws (Amendment) Ordinance, 2019 was promulgated on September 20, 2019. The Ordinance amends the Income Tax Act, 1961 and the Finance (No. 2) Act, 2019. The Ordinance provides domestic companies with an option to opt for lower tax rates, provided they do not claim certain deductions. The Company is in the process of evaluating the option and has considered the income tax rates effective prior to the Ordinance for the purpose of these results.

6. Previous period figures have been regrouped/ rearranged wherever necessary, to conform to current period presentation.

Plac�

Dated : November 9, 2019

� Rajeev Jhawar Managing Director

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S.R. BATLIBOI & Co. LLP Chartered Accountants

22, Camac Street 3rd Floor, Block 'B' Kolkata - 700 016, India Tel : +91 33 6134 4000

Independent Auditor's Review Repo11 on the Quarterly and Year to Date Unaudited Consolidated Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended

Review Report to

The Board of Directors Usha Martin Limited

1. We have reviewed the accompanying Statement of Unaudited Consolidated Financial Results of Usha Maitin Limited (the "Holding Company") and its subsidiaries (the Holding Company and its subsidiaries together referred to as "the Group") and joint ventures for the qua11er ended September 30, 2019 and year to date f[r] om April 1, 2019 to September 30, 2019 (the "Statement") attached herewith, being submitted by the Holding Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations"). Attention is drawn to the fact that Statement of cash flows for the corresponding period from April 1, 2018 to September 30, 2018 as reported in these unaudited consolidated financial results have been approved by the Holding Company's Board of Directors, but have not been subjected to review.

2. This Statement, which is the responsibility of the Holding Company's Management and approved by the Holding Company's Board of Directors, has been prepared in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34, (Ind AS 34) "Interim Financial Repo11ing" prescribed under Section 133 of the Companies Act, 2013 as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India. Our responsibility is to express a conclusion on the Statement based on our review.

3. We conducted our review of the Statement in accordance with the Standard on Review Engagements (SRE) 2410, "Review oflnterim Financial Information Performed by the Independent Auditor of the Entity" issued by the Institute of Chattered Accountants of India. This standard requires that we plan and perform the review to obtain moderate assurance as to whether the Statement is free of material misstatement. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

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S.R. Bathboi & Co. LLP. a limited Liability Partnership with LLP Identity No. AAB-4294 Regd. Office: 22, Camac Street, Block 'B', 3rd Floor, Kolkata-700 016

S.R. BArL1Bo1 & Co. LLP

Chartered Accountants

We also performed procedures in accordance with the Circular No. CIR/CFD/CMD I /44/2019 dated March 29, 2019 issued by the Securities and Exchange Board of India under Regulation 33(8) of the Listing Regulations, to the extent applicable.

1. The Statement includes the results of the entities as mentioned in Annexure I.

2. Based on our review conducted and procedures performed as stated in paragraph 3 above and based on the consideration of the review reports of other auditors referred to in paragraph 7 below, nothing has come to our attention that causes us to believe that the accompanying Statement, prepared in accordance with recognition and measurement principles laid down in the aforesaid Indian Accounting Standards ('Ind AS') specified under Section 133 of the Companies Act, 2013, as amended, read with relevant rules issued thereunder and other accounting principles generally accepted in India, has not disclosed the information required to be disclosed in terms of the Listing Regulations, including the manner in which it is to be disclosed, or that it contains any material misstatement.

4. Emphasis of Matter

We draw attention to Note 8 regarding recoverability of book values of 130,63 lakhs (net of discounting impact of Rs I ,452 lakhs and impairment of Rs 809 lakhs) of moveable and immoveable assets including land and advances for land pe1taining to Kathautia and Lohari coal blocks that were deallocated during an earlier year. We have been informed that various measures have been initiated by the ·management for timely realisation of the aforesaid amounts net of deposits already recovered subsequent to the quaiter-end. Pending outcome of such measures, no adjustments to the financial results in this regard have been considered necessary by the management.

Our conclusion is not modified in respect of this matter.

1. The accompanying Statement includes unaudited interim financial results and other unaudited financial information of nineteen subsidiaries (including ten step down subsidiaries), whose interim financial results reflect Group's share of total assets of Rs. 132,240 lakhs as at September 30, 2019, and Group's share of total revenues of Rs. 30,414 Iakhs and Rs. 61,690 lakhs, Group's share of total net profit after tax of Rs. 2,086 lakhs and Rs. 2,069 lakhs, Group's share of total comprehensive income of Rs. 2,089 lakhs and Rs. 2,054 Iakhs, for the quarter ended September 30, 2019 and for the period from April 1, 2019 to September 30, 2019, respectively, and net cash inflows of Rs. 1,335 lakhs for the period f[r] om April I, 20 I 9 to September 30, 2019, as considered in the Statement, which have been reviewed by their respective independent auditors. The Statement also includes the Group's share of net loss after tax of Rs. 7 I Iakhs for the quarter ended September 30, 2019 and Group's share of profit after tax of Rs 71 lakhs for the period from April 1, 2019 to September 30, 20 I 9, respectively, as considered in the Statement, in respect of three joint ventures, whose interim financial results have been reviewed by their respective independent auditors. The independent b the

auditor's repotts on interim financial results of these entities have been furnished to us

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S.R. BATl.lBOI & Co. LLP

Chartered Accountants

Management and our conclusion on the Statement, in so far as it relates to the amounts and disclosures in respect of these subsidiaries and joint ventures, is based solely on the report of such auditors and procedures performed by us as stated in paragraph 3 above.

Our conclusion on the Statement in respect of matters stated in paragraph 7 is not modified with respect to our reliance on the work done and the repo11s of the other auditors

For S.R. BATLIBOI & CO. LLP

Cha11ered Accountants

iCAi Firm registration number: 301003E/E300005

per Bhaswar Sarkar Pa11ner Membership No.: 055596 ���PQ-

UDfN: 19055596AAAACG9683

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Place: Kolkata

Date: November 9, 2019

S.R. BATLJBOJ & Co. LLP

Chartered Accountants Annexure I

List of subsidiaries/joint ventures

Subsidiaries

S.No.		Name
1		UM Cables Limited
2		Usha Ma11in Power and Resources Limited
3		Bharat Minex Private Limited
4		Gustav Wolf Speciality Cords Limited
5		Usha Ma11in Interational Limited
6		Usha Ma11in UK Limited@
7		European Management and Marine Corporation Limited @
8 9		Brunton Shaw UK Limited@
		De Ruiter Staalkabel B.V.@
10		Usha Martin Europe B.V.@
11 1 ' .. 13		Usha Ma11in Italia S.R.L. @ Biunton \1.olf \1✓ire Ropes FZCO.
	Usha Martin Americas Inc.
14 15	Usha Siam Steel Industries Public Company Limited Usha Ma11in Singapore Pte. Limited
16	Usha Martin Australia Pty Limited @
17		Usha Ma11in Vietnam Company Limited@
18 19	PT Usha Martin Indonesia@ Usha Maiiin China Company Limited @

@ Represents step-down subsidiaries

Joint ventures

S.No.	Name Pengg Usha Martin Wires Private Limited CCL Usha Martin Stressing Systems Limited
I
2
3	Tesac Usha Wirerope Company Limited*

• Represents step-down joint ventures

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..

usha martin 1'T1

Usha Martin Limited

Statement of Unaudited Consolidated Financial Results for the quarter and siK months ended 30th September, 2019

Pariculars	Quarter ended 30th s;�:;mber,	I	Q d d uarter en e 30th June, 2019	Q d d uarter en e 30th June, 2019	l	I	Quarter ended 30th S•ptember, 2018	{Amounts In Rs. Lakhs unless Sht months ended 30th September, 2019 ISix months ended 30th September, 2018	{Amounts In Rs. Lakhs unless Sht months ended 30th September, 2019 ISix months ended 30th September, 2018	{Amounts In Rs. Lakhs unless Sht months ended 30th September, 2019 ISix months ended 30th September, 2018	otherwise stated) Year ended 31st March, 2019
	Unaudited	**jI **		Unaudited			Unaudited	Unaudited	Unaudited	I | Audited
Continuing Operations
Revenue
Revenue from operations	53,817			56,406			63,065	1,10,223	1,23,604		2,48,825
Olher income	1,068			1,919			1,498	2,987	1,867		2,103
Total income	54,885			58,325			64,563	1,13,210	1,25,471		2,50,928
EKpenses
Cost of materials consumed	31,346			22,876			41,981	54,222	84,011		1,58,627
Purchases of stock-in-trade	275			260			226	535	344		698
l(lncrease)/decrease In inventories or finished goods, work-in-progress and stock-in-trade	(1,101)			9,661			(2,121)	8,560	(8,470)		(8,095)
Employee benefits expense	7,720			7,912			6,956	15,632	13,881		27,891
Finance costs	1,658			2,404			2,542	4,062	5,057		11,353
Depreciation and amortisation expense	1,557			1,517			1,539	3,074	3,055		6,086
Other expenses	9,671			9,939			10,523	19,610	19,191		38,197
Total eKpenses	51,126			54,569			61,646	1,05,695	1,17,069		2,34,757
Profit before tax for the period from continuing operations	3,759			3,756			2,917	7,515	8,402		16,171
TaK expense:
Current tax	(661)			6,276			168	5,615	326		767
MAT credit entitlement	792			(6,127)				(5,335)
Adjustment or tax relating to earlier periods											227
Deferred tax charge/(credit) [Rerer note 9 and 11]	964			15,908			(71)	16,872	(213)		(23,740)
TaK (Income)/ eKpense of continuing operations	1,095			16,057			97	17,152	113		(22,746}
Profit/(loss) before share of profit of joint ventures from continuing operations	2,664			(12,301)			2,820	{9,637)	8,289		38,917
Share of profit /(loss) of joint ventures	(71)			142			134	71	75		284
Profit/ (loss) after share of profit of joint ventures from continuing operations (a) /Discontinued operations (Refe� note 7)	2,593			(12,159)			2,954	(9,566)	8,364		39,201
Profit/ (loss) for the period from discontinued operations before taK	389			50,436			(427)	50,825	(4,695)		{34,271)
Tax lncome/(expense) of discontinued operations Profit /(los&or the _eriod from discontinued operations after taK (b) Profit for the period ((c) = (a) + (b))	389 2,982			50,436 38,277			(427) 2,527	50,825 41,259	(4,695) 3,669		(34,271) 4,930
Other comprehensive income
Items that will not be reclassified to profit or (loss), net of taK
Re-measurements gain/(loss) on defined benefit plans	(742)			67			380	(675)	388		(124)
Items that will be reclassified to profit or (loss) , net of taK
Exchange difference on translation of financial statements of foreign operations	768			(360)			3,842	408	3,716		821
Total other comprehensive Income for the period, net of taK (d) Total comprehensive income for the period [(c) - (d)) 1Profit/ (loss) for the period attributable to :	26 3,008			(293) 37,984			4,222 6,749	(267) 40,992	4,104 7,773		697 5,627
Equity shareholders of the Company	2,918			38,266			2,574	41,184	3,752		4,798
Non controlling Interest	64			11			(47)	75	(83)		132
Other comprehensive Income attributable to
Equity shareholders of the Company	24			(294)			4,222	(270)	4,103		692
Non controlling Interest	2			1				3	1		5
Total comprehensive income for the period attributable to
Equity shareholders of the Company	2,942			37,972			6,796	40,914	7,855		5,490
Non controlling Interest	66			12			(47)	78	(82)		137
Paid-up equity share capital (face value of Re 1/· each)	3,054			3,054			3,054	3,054	3,054		3,054
Other equity as per balance sheet											75,147
Earnings per share (Rs.) (*n_ot annualised)! Refer note 7 and 9)
Earnings per equity share (for continuing operations)
Basic and DIiuted	0.83	'		(3.99)	•		0.98 '	(3.16) •	2.77	'	12.82
Earnings perequity~~share~~(for discontinued operations)										I
Basic and Diluted	0.13	'		16.55	•		(0.14) •	16.68 '	(1.54)	'	(11.25)
IEarnings perequityshare (for continuing and discontinued operations)
!easic and Diluted	0.96	'		12.56	'		0.84 •	13.52 '	1.23	'	1.57

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usha martin tn"

Usha Martin Limited

Notes to Financial Results

1. Consolidated statement of assets and liabilities

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(Amounts	in Rs. Lakhs unless	in Rs. Lakhs unless	otherwise stated)
Particulars	As at 30th Sept,	2019	As at 31st March, 2019
	(Unaudited)		(Audited)
ASSETS
Non • current assets
(a) Property, plant and equipment	86,427		86,044
(b) Capital work-in-progress		1,586	1,338
(c) Investment property		741	741
(d) Goodwill on consolidation		5,522	5,522
(e) Other intangible assets		998	1,173
(fl Equity accounted investments		4,397	4,216
(g) Financial assets
(i) Investments		5	5
(ii) Loans		88	89
(iii) Other financial assets		5,446	3,751
(h) Advance incometaxassets (net)		3,255	4,162
(i) Deferred tax assets (net)	13,395		24,970
(j) Other non-current assets		9,431	16,921
Total non-current assets	1,31,291		1,48,932
Current assets
(a) Inventories	60,877		64,693
(bl Financial assets
(i) Trade receivables	32,121		32,545
(ii) Cash and cash equivalents		5,500	4,553
(iii) Other bank balances		1,975	2,766
(iv) Loans		828	860
(v) Other financial assets	24,871		10,806
(c) Other current assets		7,433	4,939
	1,33,605		1,21,162
Assets held for sale		3,029	2,607
Total current assets	1,36,634		1,23,769
Assets of discontinued operations classified as held for sale (Refer
note 7)			4,28,418
Total assets	2,67,925		7,01,119
EQUITY AND LIABILITIES
Equity
(a) Equity share capital		3,054	3,054
(b) Other equity	1,16,068		75,147
Equity attributable to equity shareholder of the Company	1,19,122		78,201
Non-controlling interest		3,413	3,242
Total Equity	1,22,535		81,443
Liabilities
Non·current liabilities
(a) Financial liabilities
(i) Borrowings	28,726		2,30,597
(ii) Other financial liabilities		3,331
(bl Provisions		3,897	2,834
(c ) Deferred tax liabilities (net)		1,890	1,931
(d) Other non-current Liabilities		2,389	1,675
Total non-current liabilities	40,233		2,37,037
Current liabilities
(a) Financial liabilitie�
(i) Borrowings	27,424		85,371
(ii) Trade payables
(A) Total outstanding dues of micro enterprises and
small enterprises		269	93
(B) Total outstanding dues of creditors other than
micro enterprises and small enterprises	39,266		32,360
(iii) Other financial liabilities	24,866		55,535
(b) Provisions		1,053	877
(c) Current tax liabilities (net)		2,310	259
(d) Other current liabilities		9,841	11,454
Liabilities held for sale		128
Total current liabilities	1,05,157		1,85,949
Liabilities of discontinued operations classified as held for sale
( Refer Note 7)			1,96,690
Total liabilities	1,45,390		6,19,676
Total equity and liabilities	2,67,925		7,01,119

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martin -m usher Usha Martin Limited

• 2. Consolidated statement of �ash flows for the six months period ended 30th September, 2019

		(All	amounts in Rs. lakhs)
		Six months ended	Six months ended
		30th September,	30th September,
		2019	2018
			(Unaudited)
		(Unaudited)	(Refer note 6)
A.	Cash flow from operating activities
	Profit before tax from continuing operations	7,515	8,402	I
	Profit /(Loss) before tax from discontinued operations	50,825	(4,695)
	Adjustments to reconcile loss before tax to net cash flows:
	Depreciation and amortisation expenses	3,646	15,168
	Gain on disposal of property, plant and equipment (net)	(1,077)	(879)
	Finance costs	5,619	29,301
	Bad Debts /advances written off	1,532	1,104
	Allowance for credit impaired debts and advances (net)	190	2,117
	Tan�ible assets/capital work-in:progress written off		22
	Interest Income on financial assets carried at amortised cost	(273)	(217)
	Unrealised foreign exchange differences (net)	198	205
	Effect of change in foreign exchange translation	{233)	651
	Liabilities no longer required written back	{838)	(1,377)
	Provision for slow moving items and diminution in realisable value	42	131
	Reversal of discounting of financial assets	(1,135)
	Profit on sale of Steel and Bright Bar Business undertaking	(56,620)
	Provision for Doubtful Debts , Advances and Inventories no lon�er required written back Operating profit before working capital changes	(9) 9!382	(31) 49,902I
	Working capital adjustments:
	Decrease / (increase) in inventories	806	(2,578)
	Increase in trade receivables	(1,116)	(2,548)
	Decrease in loans and advances	33	1
	Decrease in other financial assets	860	1,274	,
	(Increase) in other assets	(1,826)	(429)
	Increase in !@de p�yables	5,436	1,184
	Increase in provisions	499	376
	Increase in other financial liabilities	4,717	2,745
	Increase in other liabilities	1,027	2,002
	_Sash �ener�ted from operations	19,818	51,929
	Direct taxes paid	2,678	(428)
	Net cash flow from oeeratin� activities	22/496	51,501
B.	Cash flows from investing activities
	Purchase of property, plant and equiement_	(4,682)	{1,503)
	Proceeds from sale of property, plant and equipment, intangible assets and assets held for sale
		2!124	2,728
	Proceeds from sale of Steel and Bright Bar business undertaking	2,75!306
	Interest received	480	147
	Investment in bank deposits (with ori�inal maturity more than 3 months)	(1,973)	(748)
	Refund of Mar&in Money	2,764
	Net cash flows usedininvesting activities	2,74,019	624
	Cash flows fr�m financing activities
	Proceeds from long term borrowings	6,042	1,250
	Repayment of long term borrowings	(2,35,136)	(18,590)
	Repayment of short term borrowings	(57,947)	(4,556)
	Interest paid	(8!574)	(28,754)
	Dividend to the extent paid by a subsidiary to minority shareholders		(305)
	Net cash flows used in financing ac!ivities	{2,95/615)	j50,955)
D.	Effect of foreign exchange differencesoncashandcash equivalents	47I	304
	Net increaseincash and cash equivalents (A+B+C+DL	947	1,474
	Opening Cash and cash equivalents	4,553	4,973
	Closing Cash and cash equival�nts	5,500	6,447

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1T;" usha martin

Usha Martin Limited

3.Consolldated segment information

Usha Martin Limited 3.Consolldated segment information
								(Amounts	In Rs. Lakhs unless otherwise stated)
Particulars	l	Quartet ended 30th September, 2019 Unaudlled	l I I	I !	Quarter endedl 30th June, 2019 Unaudited	1	Quarter ended 30th September, 2018 Unaudited	Six months endedI 301h September, 2019 11 Unaudited	She months ended 30th September, 2018 Unaudited II	Year ended 31st March, 2019 Audited
Segment Revenue
Wire and Wire Ropes		52,439			53,781		60,093	1,06,220	1,18,379	2,38,345
Others		1,378			2,625		2,972	4,003	S,22S	10,480
Revenue from Continuing operations		53,817			56,406		63,065	1,10,223	1,23,604	2,48,825
Revenue from Discontinued operations (Refer note 7)					6,523		1,06,258	6,523	2,11,500	3,94,200
Less: Inter segment revenue from discontinued operations to
continuing operations					2,306		26,045	2,306	53,409	1,04,899
Revenue from Discontinued operations to external customers					4,217		80,213	4,217	1,58,091	2,89,301
Total Revenue from Continuing and Discontinued operations		53,817			60,623		1,43,278	1,14,440	2,81,695	5,38,126
Segment Results
Profit/ (loss) for the period before tax and finance costs from
Continuing operations
Wire and Wire Ropes		6,003			7,532		5,731	13,535	14,505	28,120
Others		(57)			(780)		168	(8371	71	(4381
Total		5,946			6,752		5,899	12,698	14,576	27,682
Less:
Finance costs Other Unallocable Exp.nditure Profit before ta• for the period from continuing operations		1,658 529			2,404 S92		2,542 440	4,062 1,121	5,057 1,117	11,353 158
		3,759			3,756		2,917	7,515	8,402	16,171
Discontinued operations (Refer note 7)
Profit /(loss) for the period from Discontinued operations before ta• and finance costs	I	820			(5,057)		11,609	(4,237)	19,549	14,744
Less:
Finance costs		431			1,127		12,036	1,558	24,244	49,01S
Profit /(loss) for the period before ta• from Discontinued operations	!	389			(6,184)		(427)	(5,795) I	(4,695)	(34,271)
Profit on disposal of SBB business (discontinued operation)					56,620			56,620
Total Profit /(loss) from discontinued operations before tax		389			50,436		(427)	50,825	(4,695)	(34,271)
Total Profit/ (loss) before tax and share of Joint Venture		4,148			54,192		2,490	58,340	3,707	(18,100)
Segments Assets
Steel• Discontinued business (Refer note 7)							4,87,589		4,87,589	4,28,418
Wire and Wire Ropes		2,01,041			2,05,681		1,99,647	2,01,041	1,99,647	1,99,220
Others		66,884			1,13,010		49,397	66,884	49,397	73,481
Total Assets		2,67,925			3,18,691		7,36,633	2,67,925	7,36,633	7,01,119
Segments Liabilities
Steel· Discontinued business (Refer note 7)							2,27,398		2,27,398	1,96,690
Wire and Wire Ropes		42,822			43,292		26,971	42,822	26,971	35,964
Others		1,02,568			1,55,963		3,98,525	1,02,568	3,98,525	3,87,022
Total Liabilities		1,45,390			1,99,255		6,52,894	1,45,390	6,52,894	6,19,676

Note:

The Group is organised into business units based on its products and services and has three reportable segments, as follows:

(a) Wire and Wire Ropes segment which manufactures and sells steel wires, strands, wire ropes, cord, related accessories, etc.

(b) Othen segment Includes manufacturing and selling of wire drawing & allied machines, investment In Jelly Filled Telecommunication Cables and corporate office.

(c) The Company was also into Steel segment, which manufactures and sells steel ,.,,Ire rods, bars, blooms, bright bar, billets, pig Iron and allied products, which has been disposed off with effect from April 9, 2019 (Refer note 7)

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.� usha martin

Usha Martin Limited

Notes to Financial Results (contd ... ):

1. The above consolidated results of Usha Martin Limited ("the Company") and its nineteen subsidiaries (including ten step-down subsidiaries) (together referred as 'the Group')and three joint ventures (including one step-down joint venture) for the quarter and six months ended September 30, 2019 have been reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on November 9, 2019.

2. s. The unaudited consolidated financial results have been prepared in accordance with the recognition and measurement principles provided in Indian Accounting Standard {Ind AS) 34 on 'Interim Financial Reporting', the provisions of the Companies Act, 2013 (the Act), as applicable and guidelines issued by the Securities and Exchange Board of India (SEBI) under SEBI (Listing Obligations and Disclosure Requirements) Regulation 2015, as amended.

3. The comparative figures for the half year ended September 30, 2018 in the Statement of Cash Flows have been compiled by the management in accordance with accounting principles generally accepted in India and have not been subjected to audit/ review.

4. Pursuant to the Business Transfer Agreement dated September 22, 2018 (Novation agreement on October 24, 2018) and Supplemental Business Transfer Agreement dated April 7, 2019 and July 3, 2019 respectively with Tata Steel Long Products Limited (TSLPL) (formerly known as Tata Sponge Iron Limited), the Company had transferred its Steel and Bright Bar Business (SBB Business) as a going concern on slump sale basis during the quarter ended June 30, 2019 in accordance with the terms and conditions set out in those agreements at a consideration of Rs. 452,500 lakhs subject to net working capital adjustments. Out of the aforesaid consideration, an amount of Rs. 16,000 lakhs is receivable as at the quarter end that include Rs. 15,000 lakhs in respect of certain parcels of land for which perpetual lease and license agreements have been executed by the Company in favour of TSLPL pending completion of on going formalities for registration in the name of TSLPL. The Company is in the process of final settlement and reconciliation with TSLPL and therefore adjustment, if any, arising on such reconciliation shall be done at the time of release of above hold back amount towards land.

Consequent to the above, resultant profit of Rs. 56,620 lakhs (net of expenses pertaining to disposal of the business of Rs. 16,135 lakhs) on sale of the 588 Business was recognised under profit for the period from discontinued operations during quarter ended June 30, 2019.

Earnings per share from discontinued operations as disclosed in these results have been determined taking into consideration the aforesaid profit from sale of SBB Business.

The impact of the transaction in the unaudited consolidated financial results is as follows:

Consequent to the above, resultant profit of Rs. 56,620 lakhs (net of expenses pertaining to disposal of Business was recognised under profit for the period from discontinued operations during quarter ended Jun Earnings per share from discontinued operations as disclosed in these results have been determined taki SBB Business. The impact of the transaction in the unaudited consolidated financial results is as follows:	the business of Rs. 16,135 lakhs) on sale of the 588 e 30, 2019. ng into consideration the aforesaid profit from sale of
	{Amounts in Rs. Lakhs unless otherwise stated}
Particulars	Six months period ended 30th September,	1
	2019	I
Consideration from TSLPL (net of acceptances Rs. 98,013 lakhs paid by TSLPL directly and net working	3,08,286
capital adjustment etc. Rs. 46,201 lakhs} [Al
Book value of fixed assets sold (Bl	3,71,461
Net book value of non-current liabilities (net of other non-current assets) sold [ CI	1,534
Net book value of current liabilities (net of current assets) sold [ D I	1,34,396
Expenses pertaining to the disposal of the business [El Profit on disposal of S88 Business (discontinued operation) [F)=[A-B+C+D-E)	16,135 56,620

Profit on disposal of S88 Business (discontinued operation) [F)=[A-B+C+D-E) The details of discontinued operations are as follows: I Particulars Total Income IQuarter ended11 h b Quarter ended 301 Septem er, h I 2019 1 1 30t June,2019 Unaudited Unaudited 389 1 7,386 13,570 Total expenses l Profit/(loss) before tax for the period from discontinued operation Profit on disposaofSBBBusiness {discontinued operation) (refer above table) I 389 (6,184) 56,620 Total profit/ (loss) for the period from discontinued operations befor� tax 389 1 50,436	IQuarter endedI I 30th September, 201s I 1 -!audi�d l 1,07,873I 1,08,300 (Amounts in Rs. Lakhs unless r I Six months I Six monlhs ended 1 1 ended I 30th September,'30th September· 2019 u 2018 • Unaudited.tUnauditedI- 7,775 __,I 2.13.3541 13,570 2,18,049I (42 7) 1, .I. (5,795) I (4,69S) i I 56,620 .I I -l (427) 1 50,8 2 5	, 56,620 otherwise >!led) Year ended 31st March,2019 I Audited 4,00.911 I 4,35,182 (34,271) 1 (34,271)1

• Pursuant to the Hon'ble Supreme Court order dated September 24, 2014 followed by promulgation of the Coal Mines (Special Provision) Act, 2015 (CMSP Act), the allocation of Lohari and Kathautia coal blocks was cancelled with effect from September 24, 2014 and April 1, 2015 respectively. Consequently, the Company is carrying an amount of Rs. 13,063 lakhs (net of discounting impact of Rs. 1,451 lakhs and impairment charge of Rs. 809 lakhs) as Assets held for sale/ Advance against land, which consists of assets in the form of land, movable and immovable properties, advances etc.

During the previous year, the Company had filed an application before Hon'ble Delhi High Court for refund of Rs. 10,545 lakhs deposited with Government of Jharkhand (GoJ) towards acquisition of land which was subsequently de-notified. Upon recovery of a part of said deposit subsequent to quarter end, the corresponding discounting charge of Rs 1,135 lakhs recognised in prior periods/ year has been reversed during the quarter. Based on regular follow-up with the concerned Government authorities, negotiations with the Company to whom the aforesaid Coal Block was subsequently allotted, related judicial ruling, other recourses available to the Company and the advice of the Company's Legal Counsel, management expects to realize at least the carrying values of the aforesaid assets in the near future. The Statutory auditors of the Company have drawn an Emphasis of Matter in his regard.

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m usha martin

Usha Martin Limited

Notes to Financial Results (contd ... ):

1. During the quarter ended March 31, 2019, the Company had recognised net deferred tax assets (OTA) of Rs. 23,846 Lakhs as part of continuing business arising mainly on unabsorbed depreciation and brought forward business losses that was then expected to be utilised against long-term capital gain (LTCG) arising from sale of SBB business and against future taxable income of the continuing business. Pursuant to sale of S88 business during the quarter ended June 30, 2019, the Company has utilised such deferred tax assets to the extent of Rs. 15,838 lakhs against LTCG arising from sale of SBB Business. Management believes that balance OTA will be recovered against future taxable income arising from the continuing business.

2. The earnings per share of continuing operations for the quarter ended September 30, 2019 are hence not comparable with the earnings per share of the previous periods reported.

3. The Directorate of Enforcement, Patna ("ED") has issued an order dated August 9, 2019 under the provisions of Prevention of Money Laundering Act, 2002 (PMLA} to provisionally attach certain immovable properties pertaining to the Company's wire rope business situated at Ranchi in the State of Jharkhand for a period of 180 days in connection with proceeds amounting to Rs. 19,036 Lakhs arising out of export and domestic sale of iron ore / fines in prior years extracted from the Company's iron ore mines situated at Ghatkuri, Jharkhand which were allotted to the Company. The Hon'ble High Court of Jharkhand at Ranchi had, vide order dated February 14, 2012, held that the Company had the right to sell the iron ore (including lines) as per the terms of the mining lease which was in place at that point in time. The Company had paid applicable royalty and had made necessary disclosures in its returns and reports submitted to mining authorities. As such, the Company disagrees with the ED's order and is in the process of submitting its reply within the prescribed time against such provisional attachment before the Adjudicating Authority, PMLA (AA). The order for provisional attachment does not affect the ongoing operations of the Company.

4. Supported by a legal opinion obtained, management believes that the Company has a strong case on merit and expects a favourable outcome in this matter.

5. The Taxation Laws (Amendment) Ordinance, 2019 was promulgated on September 20, 2019. The Ordinance amends the Income Tax Act, 1961 and the Finance (No. 2) Act, 2019. The Ordinance provides domestic companies with an option to opt for lower tax rates, provided they do not claim certain deductions. The Company is in the process of evaluating the option and has considered the income tax rates effective prior to the Ordinance for the purpose of these results.

6. Previous period figures have been regrouped/ rearranged wherever necessary, to conform to current period presentation.

,i,re,�

Dated : November 9, 2019

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� Managing Director

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