2. About--
• Emmbi Industries Limited,
engaged in the manufacturing of
technical textile products: flexible
intermediate bulk container (FIBC) /
various polymer based packaging
products, Advanced Composites,
water conservation products (Aqua
Sure) (Flexi Tank) etc.
3. • Water Conservation Emmbi manufactures a range of products that help in the storage,
transportation, conservation and harvesting of water, apart from fulfilling the irrigation
needs of farmers across the country.
• Advanced Composites This refers to a range of products that are primarily meant to
take care of human safety, especially in hazardous environments. Our protective films and
fabrics are used for transportation and management of hazardous material.
• Specialty Packaging Emmbi caters to a range of customers globally, serving industries
as varied as chemicals, e-commerce, oil and water, through a range of products for
transportation and storage.
• Agri Products This refers to a range of products especially made for the farming
community. Typical applications include those for yield improvement through crop
protection systems, fermentation, storage, radiation- and hailstorm-control and weed
management products
4. IPO Issues-
• “Market regulator Sebi has slapped a penalty of Rs 25 lakh on Keynote
Commodities for fraudulent trade practices related to the initial public
offer of Emmbi Polyarns in 2010”
• The regulator found that at the end of the first day when the issue opened for
subscription, it got a very poor response and was thus at a risk of failure. Sebi said
that Keynote Commodities had transferred funds to certain known entities for
subscribing to the issue. These connected entities had made large applications to
Emmbi's IPO and procured significant allotments using the transferred
funds. According to Sebi's probe "these large applications played a major role in
the success of the issue".
5. About--
• Emmbi came out with a public issue for which it appointed KCSL as its BRLM. As BRLM it was KCSL's responsibility
to prepare and file offer document and to take all steps to manage the IPO so that Emmbi is able to raise the requisite
finances for the purpose as stated in the offer document.
• the other entities of Keynote group are (i) KCL, the underwriter to the issue, is a broker/trading member of BSE and
NSE and (ii) the Noticee, a trading member of MCX. KCL is 100% subsidiary of KCSL, and the Noticee is 100%
subsidiary of KCL.
• The IPO subscription was open for 3 days—
the IPO of the company received poor response on day 1 when only 5.7% of the issue was subscribed. . This would
be an alarming situation in the eyes of any BRLM and the company.
Concept – Concept held 29% stake in KCSL and chairman of KCSL, Nirmal Suchanti is director of Concept. Team India
–common directorship within group entities Platinum – One of the owners Mehul Patel is a director in KCSL
KCL & the Noticee advanced money to certain entities namely, Concept, Team India, Anidhi, Platinum who
made large applications in the IPO. Large applications were also made by other related entities such as Gulu Watumal,
Lalit Kr. Sharma (directorPlatinum), directors of Anidhi & their wives. Consequently, on day 2, the subscription figure for
IPO was 0.9859 times
6. • The main aim of the Keynote Group was to ensure success of the issue so that whatever application
money received from the public could be retained. If the issue failed, all the application money received
would have to be refunded.
• Entities of Keynote group during the time of IPO of the company was for inducing those connected
entities to subscribe to the shares of the company only with the intention of securing the minimum
subscription to issue. The entities connected to the Keynote Group made large applications and
eventually cornered around 73% of the issue. The remaining portion of the shares were subscribed to by
the general public.
• The applications made on the second day of IPO indicated a reasonable response to the IPO and the
general investors, who were unaware of the nature of the major quantum of the subscriptions received,
got lured into making their applications and thus got trapped. Hence, the activities of the Noticee, who
is a part of the Keynote Group, actively participating in a scheme whereby it had advanced money to
connected entities and induced them to subscribe to the IPO of the company with the intention of
securing the minimum subscription to the issue
7. It was revealed that the IPO opened on 1st February 2010 and closed on 3rd February
2010 and finally the allotment was done at the higher end of the band i.e., 45. Trading
in the shares commenced on both National Stock Exchange Limited (NSE) and BSE
Limited (BSE) from February 24, 2010. On the day of listing, the price of the scrip
opened at 45.5/46 at BSE/NSE and closed at 28.65/28.75 on BSE/NSE respectively,
thus registering a fall of around 37% from the issue price. A summary can be as
follows-
• The advances/transfers were made exactly at the time when the company's IPO was
floundering.
Advances were made to entities/persons associated/connected to Keynote group.
Some of the entities to whom the advances were made already had debit balances.
Most entities had no funds/inadequate funds when they submitted their application for
the IPO and their application was successful only with the funds received.
Immediate sale of all allotted shares on day one of listing whereby most of these
applicants incurred heavy losses.
8. Emmbi Industries Ltd.
• EMMBI INDUSTRIES LIMITED is a Public Company, Limited by Shares,
registered on 29/11/1994.
• Emmbi Industries Limited raised about ₹43.6 cr and paid ₹3.9 cr as issue expenses,
which is about 9% (3.9/43.6) of the total IPO proceeds.
• Paying 9% as commission to merchant bankers/underwriters for raising funds
seems high and might be an indicator of the urgency on part of the company to raise
the funds.
• As we know that Emmbi Industries Limited had been facing continuous years of
negative cash flow from operations over the years and the issue price of ₹45 in
February 2010 with FY2009 EPS of 1.62 meant that the issue was priced at a P/E of
27.7 times. Such P/E levels look high for a company which is not making cash
profits.
9. Directors--
• Mr. Makrand Appalwar, Chairman &
Managing Director Makrand Appalwar
a first generation entrepreneur was
instrumental in envisioning, and
transforming Emmbi from a trading
company, to a large-scale manufacturer.
He has over two decades of experience in
the polymer industry, and is the recipient
of many awards. He lays great emphasis on
teamwork, mentors the sales team, drives
product development, and is continually
seeking ways to enhance sustainability, in
the ecosystem around Emmbi. Makrand is
a graduate Mechanical Engineer, from
Maharashtra Institute of Technology,
Pune, (India) and an alumnus of MIT
Sloan School of Management, Boston (US)
10. • Mrs. Rinku Appalwar Director & CFO
Rinku Appalwar, the cofounder oversees
the finance, purchase, logistics, and
administrative functions of the company. She
is a firm believer in setting high standards and
this has translated to her being felicitated as
the leading lady in manufacturing for three
years in a row. Rinku was instrumental in
taking the company public, and ensuring it’s
five-fold growth in five years from the time
Emmbi became a publicly traded company.
Rinku is a graduate in Chemistry from
Mumbai University and holds an MBA
11. Sales Growth--
2007 08 09 ‘10 ‘11 ‘12 ‘13 ‘14 ‘15 ‘16
29% 34% 30% 45% 36% 37% 13% 16% 13%
Emmbi Industries Limited had been growing its sales at a good pace of 28%
over last 10 years (FY2007-16). However, as the size of the company is
increasing the pace of sales is going down year on year. The sales growth has
toned down to 27% in last 7 years (FY2009-16) and further down to 22% in last
5 years (FY2011-16) and 14% in last 3 years (FY2013-16).
13. • From the above comparison, we can somehow link the cost of raw
material(polymer or PP granules) moving in line with crude oil prices.
• Mgmt. commentary on the above—” The relationship between crude prices, and
polymer prices is not entirely direct, for crude constitutes only a fraction of the overall
price. The crude-linked raw materials that go into our products, are multi-stage
derivatives of crude, and fluctuations in crude prices have a negligible impact on our
margins”
• “Contribution of crude oil to the raw material cost is not even 10% because it is broked
into four parts and that become their raw materials.
Crude needs to broke into Naphtha and that needs to be cracked to become propane
or ethane and then needs to be polymerized to become polyethylene or polypropylene. And
that is processed to become a product.Yeah crude oil does impact but very little…there can be
changes in cost due to refining margin between crude to naphtha or refining margin between
naphtha to propane”.
So according to Mr. Markand Agarwal, cost of raw material should not be a judging factor.
14. • As stated in annual report— .” The energy required for the production
is the electricity and fuel. “
• The raw Materials cost has been around 70-75% of revenues over years, which can be seen
in improvement and sustained operating margins due to company’s shifting focus on
more value added and high margin products. Also the power and fuel cost has
been constant over years around 2%
• As stated in Annual report—” The management had devised various research
programmes to conserve the energy, keeping in view the peculiarity of the production
process. “
2007 ‘08 ‘09 ‘10 11 12 13 14 15 16
Sales 22.91 29.64 39.74 51.84 75.4 102.26 140.19 159.05 183.82 207.94
Raw 74% 66% 65% 70% 77% 73% 78% 74% 75% 69%
Power
& Fuel 3% 3% 3% 3% 2% 2% 2% 2% 2% 2%
15. Operating Margin--
2007 ‘08 ‘09 ‘10 11 12 13 14 15 16
11.91% 11.98% 10.92% 9.55% 9.63% 8.97% 9.66% 10.70% 12.34%
A look at the profitability trend of Emmbi Industries Limited would indicate that
the operating profitability margin (OPM) has been largely stable over the last 10
years (FY2007-16) within the range of 9% - 11%. In the recent years, the OPM
has improved to 13%. Sustained and improving profitability margins are a good
sign for any business
16. Sustained Margins--
• the management of Emmbi Industries Limited has mentioned that the order booking and
procurement of raw material happen simultaneously, therefore the fluctuation of raw material does
not impact the profitability. It leads an investor to conclude that the orders are priced to the
customers based on ongoing raw material prices by adding a profitability margin, which in turn leads
to stable profitability.
• the increasing capacity utilization levels of the manufacturing capacity of Emmbi Industries Limited
is leading to the operating leverage coming into play and the company is able to further improve its
margins recently. As per the company, its capacity utilization has increased from 83% in H1-FY2016
to 89% in H1-FY2017, which effectively leads to the production of more products with same fixed
costs and thereby increasing the profit margin per product unit.
17. Economy & Outlook(Macro Environment)
The US, UK, Germany, and France (all Emmbi’s focus markets)
continued to show improvements, both on account of better labour
market conditions, and easy monetary policies.
• The outlook is expected to be divergent in the coming years, with the
developed economies, showing improved prospects on account of
recovery in labour markets, fiscal consolidation, and the low
interest rate scenario.
• around 53% of revenues are from export, depreciating currency has
also been very helpful.
• Crude oil, which forms a part of Polymer material, its downtrend has
also helped to some extent.
18. Interest Expense as a part of Operating Profit-
2007 ‘08 ‘09 ‘10 11 12 13 14 15 16
52% 52% 50% 36% 28% 33% 42% 41% 45% 35%
Around 40% of operating profits goes into interest Payments., which means it is constantly in
need of debt funds to carryout the operations.
Depreciation as a part of Operating Profits.
Company has to do capex which leads to higher depreciation expense resulting around 15-
18% of operating profits going onto depreciation.
2007 ‘08 ‘09 ‘10 11 12 13 14 15 16
24% 20% 17% 15% 14% 17% 20% 19% 16% 14%
19. Net Margins--
2007 ‘08 ‘09 ‘10 11 12 13 14 15 16
2% 2% 3% 3% 4% 3% 2% 3% 3% 5%
The net profit margin (NPM) of Emmbi Industries Limited has been fluctuating
at a very low level of 2%-4% during last 10 years (FY2007-16) and has touched
5% in FY2016. The major reason for the low net profit margin is the capital-
intensive nature of the business of the company. High capital intensity
leads to higher depreciation as well as high interest cost due to debt funded
operations. As a result, major portion of the operating profit of the company is
eaten up by interest and depreciation expenses.
20. Working Capital—
Working capital turnover has been constantly deteriorating. However, when we see the
working capital position of the Emmbi Industries Limited, then we notice that working
capital has been consuming a lot of funds for the company.
Now let’s look at Cash Conversion cycle –
Currently it takes around 136 days to convert cost of raw materials into cash received.
Which means capital is blocked around for 4.5 months.
2007 ‘08 ‘09 ‘10 11 12 13 14 15 16
0.33 0.22 0.22 0.55 0.45 0.32 0.27 0.23 0.20 0.24
07 ‘08 ‘09 ‘10 11 12 13 14 15 16
Working
Capital 7.92 11.74 14.04 29.93 37.04 52.17 65.98 75.28 88.15 72.35
21. Receivable's Days--
2007 ‘08 ‘09 ‘10 11 12 13 14 15 16
62.29 75.24 64.75 84.98 77.07 72.92 66.52 71.49 66.38 56.38
Receivables days of Emmbi Industries Limited has been range bound within
60-68 days over last 10 years (FY2007-16). Therefore, more or less about 2
months’ worth of sales proceeds are tied up as receivables with the customers
at any point of time.
Emmbi Industries Limited has about 50% of its sales coming from exports. We
see that most of the exports are usually backed by a letter of credit, which in
turn are discounted by the companies to get immediate access to funds. In
such a case, the receivables days of 2 months for a company into exports seems
a bit higher.
22. Inventory Turnover--
2007 ‘08 ‘09 ‘10 11 12 13 14 15 16
5.21 5.06 5.24 4.48 3.71 3.48 3.46 3.27 3.36 3.65
then the inventory turnover of Emmbi Industries Limited has deteriorated over
the years from 5.9 in FY2009 to 3.7 in FY2016. An inventory turnover of 3.7
means that about 3.25 months of sales (12/3.7) are tied up in inventory at any
point in time.
The combined impact of receivables days and inventory turnover means that at
any point of time about 5.25 months (2+3.25) worth of sales proceeds are tied
up in the inventory at any point in time. For a small size corporate, having about
5-6 months’ sales worth of funds (i.e. about ₹80-₹100 cr. for sales of ₹200 cr.)
tied up in receivables and inventory is a huge cost and has been one of the major
reasons for the financial drag on the company leading to debt overhang.
23. DEBT--
• total debt levels of Emmbi Industries Limited increased from ₹15 cr in
FY2007 to ₹62 cr in FY2016
• When the said capacity becomes operational, then as per the high
working capital needs of the company’s business, it would need more
working capital funds. Such pattern indicates that Emmbi Industries
Limited would be in continuous need of debt for sustaining its growth.
• high debt has the potential of increasing the risk of bankruptcy and
reduced profitability under tough business conditions.
2007 ‘08 ‘09 ‘10 11 12 13 14 15 16
14.97 19.16 20.39 13.98 23.46 45.95 59.39 69.37 80.5 62.35
24. Payable’s--
• When we assess the company on the front of payment to its vendors,
then we notice that Emmbi Industries Limited buys most of its raw
material from Reliance Industries Limited, where it has to pay entire
money advance.
So there seems to be little that Emmbi Industries Limited can do at
the suppliers’ end to improve its working capital efficiency.
25. Net Fixed assets turnover--
• NFAT of the company indicates that the company has been doing well
on utilization levels of its fixed assets.
The improving NFAT of the company is in line with the growing capacity utilization of the existing
manufacturing capacity of the company, which was installed post the IPO of Emmbi Industries Limited in
FY2010 from the IPO proceeds.
Fulfilled its commitment from 2010 Statement—” If you recollect at the time of the IPO in 2010, we
had sourced capital to invest in a new production facility of 17,800 metric tons, with the intention of
achieving revenues of ` 2 billion by 2015. We have today an installed capacity of 18,200 metric tons, and
have crossed ` 1.93 billion in revenues, with the potential to take this up to ` 3 billion”
2007 ‘08 ‘09 ‘10 11 12 13 14 15 16
1.84 2.20 2.80 3.20 2.29 2.59 2.95 3.06 3.31 3.37
26. Accounting vs. Cash Profits—
The investor would notice that Emmbi Industries Limited has not been able to convert its
profits into cash flow from operations.the company has been continuously reeling under debt
and high interest payments due to the working capital intensity of its business
the excerpt of the April 2015 credit rating report of Emmbi Industries Limited by rating
agency CARE Limited, which highlights the insufficiency of operating cash flow along with
working capital-intensive nature of the business being funded by debt
Mar-07 Mar-08 Mar-09 Mar-10 Mar-11 Mar-12 Mar-13 Mar-14 Mar-15 Mar-16 Sum
CFO -2.06 -0.60 2.85 -10.99 -4.84 -4.78 -6.68 4.33 7.90 36.65 22.00
PAT 0.52 0.63 1.27 1.77 2.66 3.31 3.24 4.33 5.97 10.60 34.00
27. Capacity Expansion & Utilization--
IPO 2010 2011 2012 2016(forward)
The Company is under
implementation to
enhance its
manufacturing capacity
from present level of
5000 M/Ts per year with
addition of around 13000
M/Ts per year. The final
installed capacity of the
Company will be around
18,000 M/Ts. per year.
EXPANSION PROJECT
The planned capacity
expansion project for the
company was for
increasing production
capacity from the 5000
MTA in pre IPO period to
17200 MTA after
completion of IPO. The
expansion was planned in
two phases and the first
phase of expansion to
increase the capacity to
12000 MTA has been
completed during the
year as per schedule.
Second phase of
increasing the capacity
from 12000 MTA to
17200 MTA will be
completed before 30th
September 2011 as per
schedule.
The expansion was
planned in two phases
and the first phase of
expansion to increase the
capacity to 12000 MTA
has been completed
during the last financial
year as per schedule.
Second phase of
increasing the capacity
from 12000 MTA to
18200 MTA has been
successfully completed
during this financial year
“We have also
embarked on the
manufacture of food
grade packaging and
this would add to
another 2,400 tonnes
of capacity by the end
of this calendar year.
We expect a real jump
on capacity to come
in the year 2019, and
to meet that the
strategic planning is
currently underway.”
28. Capex.
• Over last 10 years (FY2007-16), Emmbi Industries Limited has done a capital
expenditure (capex) of ₹67 cr whereas we noticed above that its cash flow from
operations for the same period was only ₹22 cr leaving a gap of ₹45 cr [negative free
cash flow (FCF)] to be funded from other sources. The company has relied on a mix of
debt and equity to meet the fund's shortfall in its business.
• The continuous high debt levels have ensured that the company had to pay about ₹
40-45 cr as interest to its lenders, assuming 12% rate of interest, which is reasonable
for a BBB (negative/neutral) rated company.
• Emmbi Industries Limited has been operating in a business, which is capital intensive
and eats up a lot of funds as working capital and the company had to rely on equity
dilution as well as debt funding to meet its growing fund requirements to sustain its
sales growth.
• As per the company its current capex plans of ₹22 cr are to be funded by ₹15 cr of debt
and ₹10 cr of equity.
29. Debt to Equity—
Debt/Equity ratio of Emmbi has been deteriorating post-IPO. It rose
from 0.3times(2010) to 1.3(2015).
Only in the recent year, it is able to show improvement in its debt
equity dilution.
Which means the growth in revenue and margins has been debt
funded.
2007 ‘08 ‘09 ‘10 11 12 13 14 15 16
D/E 2.8 3.2 2.6 0.3 0.5 0.9 1.1 1.2 1.3 0.9
30. Promoter’s Remuneration vs. PAT
‘10 11 12 13 14 15 16
PAT 1.77 2.66 3.31 3.24 4.33 5.97 10.6
Remuneration 0.57 0.64 0.69 0.75 0.81 1.116 1.506
% 32% 24% 21% 23% 19% 19% 14%
The companies act mandates that the remuneration of all the executive
directors/whole time directors including MD should be capped at 10% of the
profits of the company as per section 197 of the companies act, 2013. The
company needs to take central govt. approval to give remuneration higher than
the stipulated cap, to its executive directors.
However, promoters’ remuneration of 14% of net profits after tax seems high
from conventional standards.
31. Promoter’s Stake after IPO—
Promoter’s stake has been increased by 10% from around 47% in 2010 to 58%
in 2016, which shows a good sign on promoter’s side.
Mar-10 Mar-11 Mar-12 Mar-13 Mar-14 Mar-15 Mar-16
Stake 47.09% 47.32% 48.67% 51.50% 52.36% 55.94% 58%
2012-
13
12,00,000 Equity Shares out of Shares Issued, Subscribed and Paid up were allotted during the year ended 31st March,
2013 on conversion of share warrant monies.
(million
s) 2013 2012
Equity Shares at the beginning of
the year 16.49
Markand(held shares
in million) 4.2 2.99
Add : Equity Shares allotted on Conversion
of Share Warrants 1.2
Equity Shares at the end of
the year 17.69 7%
of equity given as
warrant.
32. Dividends--
2011 12 13 14 15 16
PAT 2.66 3.31 3.24 4.33 5.97 10.6
Dividend
amount 0.33 0.5 0.35 0.44 0.53 0.89
Divided
payout% 12.41% 15.11% 10.80% 10.16% 8.88% 8.40%
in the light of the company being free cash flow negative over the years and even since
FY2011 (CFO for FY2011-16 is ₹33 cr whereas Capex for FY2011-16 is ₹61 cr. leading
to negative FCF of ₹28 cr), the dividends seem to be effectively funded by debt (as the
money is fungible).
Moreover, if the shareholders including promoters of such free cash flow negative
companies use these dividends (which are effectively paid out of debt raised by the
company), then the situation might tantamount to increasing personal shareholding by
leveraging the company balance sheet. An investor would note that the promoters of
Emmbi Industries Limited have increased their shareholding in the company from
about 47% to about 57% in last 5 years.
And the use of such dividends by shareholders including promoters (which also get a
comparative higher salary) to increase stake in the company, as mentioned above, is
tantamount to benefiting at the cost of the company.
34. Exports driven growth--
Around 53% of revenues are from exports.
• Emmbi has been very focused in increasing its Global presence and
seems export oriented by increasing its exports percentage from 37%
to 53% in 5 years.
Mar-10 Mar-11 Mar-12 Mar-13 Mar-14 Mar-15 Mar-16
Exports % 37 48 44.5 54.54 55 52.24
Country
Presence 18 29 38 45 45 51 52
35. Exports Share with major countries--
16%
41%
1%
42%
2015
UK—14%
Europe—36%
Asia—1%
North
America—37%
33%
34%
19%
10%
4%
2016
AMERICAS 31%
EUROPE 32%
THE UK 18%
OCEANIA 10%
Africa 4%
36. Some Additional Points--
• Around 1.88% of turnover goes to R&D center.
• As stated in annual report—” getting an accrediton as a full-fledged R&D
Development centre by the Government of India. This not only helps us getting
tangible benefits like tax breaks, excise and customs benefits, preferred bidder for
Government projects etc. We also get invaluable intangible benefits such as visibility
in the international arena, through government initiatives.”
• Innovation & Diversification—”The Company is focusing on new product
development to increase its offerings to existing customers and also to tap demand
from the new customers. The planned capacity addition will enable us to achieve
growth and increase our geographical coverage. The Management intends to
increase the share of higher value added products in total sales mix.”
37. • Emmbi Inds. Has filed for 11 Patents i.e. 6 designs and 5 processes.
Commentary from ConCall—” We have filed 11 patents and ideas for
different reasons like for processes as well as product. But the few in
India is around 5 years right now so I don't think I said that within
five months I would get the patent.”
• Strength of company is designing and processing.
• Design expertise difficult to replicate. Some of its products are
like—Aqua Sure,, Flexi-Tank etc.
38. • Emmbi Polyarns Ltd., as it was known till 2014, after that they
changed their name to Emmbi Industries Ltd.
• It’s an owner operated business.
• Business Model– it has lower bargaining power as buyer ( need to
pay advance to Reliance) also low bargaining power as seller(
haven’t been able to improve its receivables, only in recent year).
• Right now they are moving away from packaging (which formed
around 37% share of revenues) to advanced composites(Higher
Margins) and water and agri. products.
• Forward looking—” we have essentially been a B2B company, and
now we are moving into the B2C category as well”.
44. Prof. Sanjay Bakshi on business--
• I quote him-” Great businesses are much more likely to have the winning
combination of: (1) being debt-free; (2) being cash rich; and (3) with a negative
working capital”
• Emmbi– (1) it has debt funded operations( only recently it reduced
its debt) (2) it’s a negative FCF company (3) its working capital
turnover has been constantly deteriorating and also its working
capital intensive business where 50% worth of revenues are blocked
at any point of time leading to debt overhang.
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