Monday, November 12, 2012

Diwali Dhamaka 2012

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Here’s wishing everyone a great Diwali and a prosperous new year ahead. To enhance the prosperity further, let me share some useful information regarding some stocks which you might want to add to your Diwali shopping list:

Maxwell Industries
 
I had written about this way back in February ’12, when it was quoting at about the same price as now. So in effect there has been negligible movement in the stock over the last 9 months. But then again, I am not particularly surprised since this is on expected lines. However, what merits attention are a couple of things which they have done since:

1.  As planned, they have started their own retail stores under the brand ‘Inners’ which would be an inner wear studio for all their inner-wear product at Kopar Khairane, New Mumbai on August 15, 2012. And they followed this up a month later with another store at Kalyan-Murbad Road, on September 09, ’12. Spread across a typical carpet area of 300-350 sq ft, each store has an investment of roughly Rs 15-20 lakhs. Nationally, the company has set a target of opening 100 stores in next three years. The plan is to soon move to Gujarat across major cities like Ahmedabad, Vadodara, Surat and Rajkot with 8-10 such stores across these cities. In Gujarat, the plan is to target the entire family. Hence, the 'Inners' store will have all kinds of brands including VIP, Frenchie, Feelings, Brat and the French brand Eminence. This apart, the store will also offer other accessories like socks and track pants. While the VIP, Frenchie and Feelings brands cater to men's and women's inner wear segment, Brat is meant exclusively for kids. Maxwell Industries is exploring both company-owned and franchised formats of opening up the retail stores. At 'Inners' stores, the price range will vary anywhere between Rs 70 and Rs 700 for various inner wear and accessories of brands owned or managed by Maxwell Industries. So they have indeed started executing their strategy of expanding and positioning themselves in Tier2/3 towns and cities, which looks like a good start.
2.  Their ttm EPS has increased to 0.71 from 0.32 in Feb ’12 which shows a gradual improvement, though in % terms, it is huge (more than 100%). This has brought its ttm P/E to a more realistic level of 32 from 73 earlier. This is still way ahead of its fundamentals at this point, but can be considered as a step in the right direction. As the company’s performance improves, the P/E will come down to a more realistic level reflective of its true valuation.
3.  Reliance Capital holds 14.55% stake in the company, bought @32, as of last quarter shareholding disclosed. Besides this, the promoters hold 64%. So this may also fall in the < 25% public shareholding category, depending upon the interpretation.

Given the above, this surely has some way to go from current levels.

Indian Motor Parts and Accessories (IMPAL)

IMPAL belongs to TVS Group and distributes auto parts and accessories. It has 50 outlets, 50 offices and market products manufactured by 50 manufacturers to about 35,000 dealers across the country. With this kind of network, considering the auto boom and the replacement market, this is quite robust and healthy. One should not take this company as a pure distribution or marketing company.

They have posted a topline of about Rs 250 crore with a PAT of about Rs 14 crore. This has translated in to an EPS of Rs 17 for first six months. Over the last 4 6-month periods, they have consistently given EPS in the range of 30-42. In the last 6 months, they have given a bonus of 1:1 thus doubling the equity and hence the EPS has halved. On a pre-bonus equity, the EPS would still be 34.

Their equity is quite low at about Rs 8.32 crore. They are holding about 13,90,000 shares in Sundaram Finance, the present market value of which is close to Rs 134 crore. Apart from that they have parked Rs 20 crore in liquid mutual funds. They also have some other investments. All this put together comes to about Rs 155 crore against their present market cap of Rs 330 crore. But even if we take their pure financials, it has been a consistent performer. The five year growth chart of the company shows that they have been continuously increasing their EPS. Also, they are very good dividend payers with dividends ranging from 12-19/share over the last few years. So this is a very consistent company with very good performance. The set distribution network across the country gives a feeling of comfort. From the current price of 400, it can surely give about 20% returns from here, once the economy improves and auto sales start booming as they did earlier.

Electosteel Steel

This is a part of the Electrosteel group which also has another listed compnay called Electrosteel Castings (EC). The company was promoted by EC to setup a 2.5 MTPA integrated steel and ductile iron spun pipes project in Jharkhand, in a technical-financial collaboration with Stemcor Mesa, the world's largest steel trader with a network of 80 offices across the globe. The company came out with an IPO is Sept. ’10 @11/share. The promoters hold 34.5% in the company along with other major investors such as Stemcor (18.33%), IFCI (4.57%), IL&FS Financial Services (3.43%). The parent company EC has been in the business of manufacturing CI Spun Pipes for over four decades and D.I. Pipes since the last 15 years.

Electrosteel Steels (ESL) has started trial production at its rebar rolling mill with bought out billets on October 11, 2012. This production is part of ESL’s steel plant project, located in the Bokaro district of Jharkhand. Recently, the company said it expected to achieve financial closure for this steel project by end-November. The company has also arranged and invested the balance funding required though equity of Rs 412 crore. The project, which is nearing official commissioning, will be the first integrated manufacturing facility in the country which will produce steel and also value added products such as ductile iron (DI) pipes. Slated to be amongst the top five largest single location plants in India, the company said it would have a product basket comprising other long products such as wire rods, TMT bars and billets.

Recently in Aug. ’12, they allotted 15.20 crores to the promoters EC @10/share. And the current price is about 7, a discount of 30% to that price.

This is in the same mould as Nagarjuna Oil Refinery which is also close to the commissioning of its plant (the recent issues of the cyclone damage notwithstanding). In both the cases, it is only a matter of time before the plants get on steam and start producing. Though there may be a gestation period for the current investment, it must be remembered that as the date nears, the price will start increasing to factor in the plant output and the financials. So it is a call between significant/multi-fold returns after a few months/years and the wait that the money would have in the intervening period.

Specialty Restaurants

This is the only listed restaurant in the Indian markets and as such enjoys a scarcity premium over others who may have this business as a part of their other businesses (Sayaji Hotels is a case in point. While it has a hotels as well as restaurant business thru its wholly owned subsidiary Barbecue Nation, it enjoys a P/E of about 28 while Specialty Restaurants quotes at a P/E of about 38. Once BN is hived off/sold/listed, it should enjoy much higher valuations than SH and SH should also benefit from the value unlocking. There is no other listed restaurant/fine dining listed company that I know of and I am not including Dominos here since it has a fundamentally different business model).

SR came out with an IPO @155/share in May ’12 and has only a very short history in the public domain as regards its financials. However, what has surely made a lasting impact on the public domain is its brand of restaurants and sweets outlets such as Mainland China and Sweet Bengal among the notable ones followed by Oh! Calcutta, Sigree and Machaan to a somewhat lesser extent but known all the same (it has a total of 10 brands across 82 outlets). So the promoters appear to have a good feel of the public pulse where food is concerned. The other promising factor is the huge margins employed by the F&B business. In fact a majority of the multiplexes today are saved by their profitable F&B business compared to the lumpy fmls exhibition business. On the flip side, fine dining also comes with its own costs which involve significant expenditure in real estate rentals and the maintenance of luxury décor which is often a necessity for them. Here, SR scores because of the "asset light model" that they follow by leasing all of their properties and operated restaurants which allow them optimize capital for growth. However, this also has the risk of increasing rentals over time.

The other major factors which plagues the industry in general and hence SR are high raw material costs, inflation and wage increases of skilled and semi-skilled workers. The first factor may be managed to a large extent by passing on the costs to the well-heeled diners of the restaurants but the other is a real worry.

All in all, this is a proxy for the much-vaunted public consumption story that is finding favor with investors these days with the likes of Jubilant in the premium snack foods category and Page Industries again in the premium in the inn-wear segment enjoying very high valuations. Also, this sector has started attracting the attention of PE investors who don’t appear to mind betting on the culinary tastes of Indians. SR is currently quoting at about 178, not too high above the IPO price of 155. Given the above environment, SR should surely do well in the period ahead.

Besides the above, there are a couple of stocks which merit attention at the current time – Onmobile Global and Pipavav Defence. Both have good business models and are in growth areas. A few hiccups in the near past have brought them down significantly. I have already written about these earlier and things have not really changed since. They present good investment opportunities on this auspicious occasion.

HAPPY MUHURAT TRADING!

Monday, November 5, 2012

Attractive rights

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At a meeting of the board of directors of City Union Bank (CUB) held on Saturday, 3rd Nov, it was decided to fix the rights issue price at Rs. 20 per share of Re. 1 face value.  The existing shareholders will be offered equity shares in the ratio of 1 share for every 4 held by them. The record date has been fixed as November 23.
Considering the current price of about 60, a very good opportunity exists, apart from long-term buying, even for arbitrage i.e. buy in rights issue and sell in the market post Nov. 23. There are always chances of getting more shares than eligibility though the proportion may vary based on the response which again is a function of the ratio and price. In this case at least, the last factor is extremely attractive. So people are likely to apply for far more than they are eligible for. In that sense, the additional share allotment will not be very high.
FII hold about 21% stake in the company.

Sunday, October 14, 2012

Healthy future

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Zenotech Labs is a specialty generic injectables company with a strong expertise in the area of bio-technology. Its predominantly high value injectables product portfolios serve niche therapy areas such as oncology and anaesthesiology. It is a subsidiary of Ranbaxy Labs and hence now of Daiichi Sankyo (DS) which bought out Ranbaxy in 2008. In January ’08, Ranbaxy had acquired nearly 47% in Zenotech @160/share. But in June ’08, Ranbaxy itself got acquired by DS. As per SEBI rules, DS made an open offer for Zenotech @ 113.62/share as per the prevailing rules of the highest of the 6 month or 2 week price following the announcement. Currently, Ranbaxy holds nearly 47% and DS holds the 20% it acquired in the open offer following Ranbaxy’s acquisition. The founders (Jayaram Chigurupati and his family) still hold nearly 26% in the company. The point to note is that the floating stock in the market is just about 10% (or even below it) and is below the acceptable limit of public shareholding. This also means that they will have to either delist the company or lower their stake by at least 15% or more, which is a significant amount in terms of number of shares as well as the cost.

This company has been in the news for all the wrong reasons over the last few years since Ranbaxy’s takeover. The main reason for this state of affairs is the dispute between Mr. Jayaram Chigurupati (JC), the founder and erstwhile promoter of Zenotech Labs, and DS regarding the open offer price. Zenotech and its founder challenged the open offer price with the argument that since Ranbaxy is now a subsidiary of Daiichi and by definition the 2 are Persons acting in Concert, the PAC definition can be applied retrospectively to the time when Ranbaxy acquired Zenotech. And since at that time Ranbaxy paid 160/share, 160 becomes the applicable price for Daiichi's open offer for Zenotech. Zenotech's argument won in the Securities Appellate Tribunal (SAT) in October 2009, much to the surprise of India’s legal & M&A community. However, DS appealed in the Supreme Court who overturned SAT ruling and cleared the open offer. 

However, last year, in a new twist to Ranbaxy-Zenotech takeover dispute, Zenotech Labs founder JC moved the Company Law Board (CLB) seeking permission to buy back shares from Ranbaxy and its Japanese owner Daiichi Sankyo. JC said he was willing to pay about Rs 130/share to take back Zenotech, which has been in rough weather after being acquired by Ranbaxy in 2007.

In July ‘12, JC filed a petition in the Andhra Pradesh High Court challenging the FIPB approval allowing Daiichi to acquire 20 per cent stake from Zenotech’s public shareholders. According to the petition, the FIPB failed in complying with the rule book by not seeking the Board resolution of Zenotech for foreign collaboration coming in the form of Daiichi. The FIPB approval had also allowed Daiichi to acquire another 20% stake of Zenotech through an offer to the public shareholders. In the current petition, Chigurupati is seeking setting aside of the approval and restraining Daiichi from exercising its voting rights in Zenotech, in addition to stopping the foreign company from making any structural changes to the ownership of Zenotech. He also accused Daiichi of mismanagement and non-payment of salaries forcing its 200-odd employees to quit.

In the latest development, Dr. Jayaram Chigurupati has ceased to be the MD of the Company upon completion of his term on September 30, 2012.

Looking at the above factors, this case bears a distinct resemblance to another company called DISA whose shares were also held up in court over a dispute regarding the open offer. Post the court decision, their shareholding increased to about 86.5% currently. So they also need to decide soon how they plan to stick to the 25% public shareholding norms.

Considering a strong parent in the form of Ranbaxy/DS and the low public shareholding, this should give good returns over a longer timeframe. There are 3 scenarios:
1.  The CLB/Ranbaxy/DS accept JC’s proposal to acquire the shares @130/share and delist the company. The current price is about 35. Huge windfall for the public shareholders as everybody will get this price and the company will be delisted.
2.   Court accepts JC’s petition that the 20% acquired by DS was wrong and he wins the case. In which case, what happens to the 20% that DS acquired is still unclear.
a.  If it is extinguished, Ranbaxy will end up having about 59% stake with the founder JC holding about 29% and the rest with the public, in the new shareholding structure.
b.  If the court asks DS to return the shares to the original holders from whom they were acquired, it would be similar to the option above. But then the question would be what happens to the money that DS paid to these shareholders for the 20% stake? No shareholder would be either willing or happy to return the money and get the shares back. There may be further litigations on this count unless the court takes a holistic view and lays down clear rules regarding handling of all possible options arising out of its decision.
c.  If it is bought by JC, he and Ranbaxy will become nearly equal shareholders with each holding about 45%.
d.  If it is bought by Ranbaxy, Ranbaxy will end up with 67% and JC’s share will remain the same i.e. about 26%.
In any of the above cases, they will then have to reduce their shareholding to stick to the 25% public holding norm. Again the price at which they do so will be a crucial factor.
e.  Or one may buy the other out. In that case, the price would be interesting since JC has already offered 130/share to buy Ranbaxy/DS share. Even if this looks farfetched and may not materialize, the price may well be at a premium to the current price. And as is seen in open offers, the price tends to shoot up immediately after the announcement and settled down close to the offer price.

3.   Court as well as CLB rejects JC’s proposal and upholds Ranbaxy/DS version. It will again be similar to the second option above whereby they will have to reduce their shareholding to stick to the 25% public holding norm.
In both options 2 and 3 above, if it boils down to either or both of the majority stakeholders reducing their holding, the price may be the clinching factor and this is where it gets risky. For, if everybody plays by the book, the price may not be attractive going by the average price over the last year or so.

However, over the longer term, once these issues are resolved, and Zenotech Labs gets back on track to doing what it does best (assuming it remains listed with either Ranbaxy/DS combine or JC at the helm), it would be back to its glory days a la Wockhardt. The only question is how long the longer term will stretch. The jury is still out at this point.

Once thing though, looks certain. Things can’t continue as they are now with public shareholding close to 10% and the June ’13 deadline not too far away. It is a question of who blinks first.