UM Group is into developing and manufacturing high tech automotive systems and components in Joint venture and or under Technical Transfer agreements with Global leading Japanese and European automotive Parts manufacturers.
With 8 Production Sites , 2 R&D Centers and a workforce of ~3,000, UM group is now a world class global automotive supplier.
Group is also involved in Power and Heavy Engineering (EPC) business.
3. UM MOVING
FORWARD
DISCLAIMER
This Presentation contains proprietary and confidential information regarding UM Autocomp Private Limited (UM
Auto). The presentation has been prepared by Unified Vision Capital Pvt. Ltd (UV Capital) based on the information
provided by UM Auto and the published information available.
This Report contains a set of financial projections, prepared for the limited purpose of circulation to potential investors,
based on details made available by UM Auto . These financial projections present, to the best of management’s knowledge
and belief, the Company’s expected position, results of operations and cash flows during the projection period. Financial
projections require the exercise of judgment, and are subject to uncertainties concerning the effect of changes in legislation
or economic circumstances on future events and other force-majeure circumstances.
UV Capital has not independently verified all of the information contained in this presentation and the work performed by
UV Capital is not in the nature of audit or due-diligence. Neither UV Capital, nor any of the directors, employees or
advisors make any expressed or implied representation or warranty and no responsibility or liability is accepted by any of
them with respect to the estimates or forecasts set forth in this presentation or the underlying assumptions on which they
are based or any credit or investment decision taken on the basis of this presentation. The presentation of the company by
UV Cap, in no way, shall cast any responsibility on it as regards compliance with various SEBI and other statutory rules,
regulations and guidelines with respect to any FCCB/GDR/Public Issue, as may be envisaged by the Company.
This presentation has been divided into chapters & sub-sections, solely for the purpose of reading convenience. Any partial
reading of this presentation may lead to inferences, which may be at divergence with the conclusions and opinions based
on the entirety of this presentation.
This presentation is furnished on strictly confidential basis and is intended solely for the use of lenders/potential investors
to whom it has been delivered. The recipients must undertake such investigations, as they see fit, before making any
commitment or entering into a contract. Neither this presentation, nor the information contained herein, may be reproduced
or passed to any person or used for any other purpose other than stated above.
Private & Confidential 3January 2018
4. UM MOVING
FORWARD
CONTENTS
S. No. Titles Slide No.
1. Group Overview 6
a. UM Group – Introduction 7
b. UM Group – Promoters 10
c. Group Companies 11
d. UM Group – Joint Ventures 17
e. UM Group – Technical Associations 18
f. UM Group – Certifications & Awards 19
2. Industry Overview 20
a. Auto Industry in India 21
b. Two Wheeler Segment 22
c. Four Wheeler Segment 23
d. Commercial Vehicle Segment 24
3. UM Group Restructuring 25
a. Business Restructuring 26
b. New Investor on Board 28
Private & Confidential 4January 2018
5. UM MOVING
FORWARD
CONTENTS
S. No. Titles Slide No.
4. UM Autocomp – Present Status 30
a. UM Autocomp – Introduction 31
b. UM Autocomp – Product Portfolio 32
c. UM Autocomp – Business Process 33
d. UM Autocomp – Major Clientele 35
e. UM Autocomp – Manufacturing Units 37
f. UM Autocomp – Market Leader 41
g. Financial Performance 42
5. UM Autocomp – Business Strategy 43
a. Business Plan 44
b. Strategy to Improve Efficiencies 46
c. Revenue Projections 48
d. Future Business 49
e. Way Forward - Summarized 51
6. Current Proposal 52
a. Proposed Transaction 53
b. Proposed Structure 54
Private & Confidential 5January 2018
7. UM MOVING
FORWARD
UM GROUP - INTRODUCTION
• UM Group is into developing and
manufacturing high tech automotive
systems and components in Joint venture
and or under Technical Transfer agreements
with Global leading Japanese and European
automotive Parts manufacturers.
• With 8 Production Sites , 2 R&D Centers
and a workforce of ~3,000, UM group is
now a world class global automotive
supplier.
• Group is also involved in Power and Heavy
Engineering (EPC) business.
Private & Confidential 7January 2018
UM-Magneti
Marelli,
Manesar.
UM House,
Corporate
office.
UML,
Bhagwanpur
Plant, UK
TechnoAuto,
Faridabad
Nikko
Auto,,
Faridabad
Rear View
Mirror,
Haryana
UML,
Saharanpur
Plant (UP)
Alpha
Maier Plant,
Manesar.
UML,
Manesar
PHYSICAL PRESENCE
8. UM MOVING
FORWARD
UM GROUP – INTRODUCTION
• Established in 1986, UM group is
the 2nd largest two wheeler lighting
solutions provider in India.
• Involved in manufacturing
lighting, horns, mirrors, instrument
cluster, decorative parts etc. for
automotive industry.
• The key clientele of the group
include Hero MotoCorp, Toyota,
Suzuki, Escorts, Mahindra,
Yamaha and Honda.
8
1: Lights 2: Horns 3: Rear ViewMirror 4: Instrument Cluster 5: Decorative Parts
3 2 4
81 3 4 9
9
10
1
5
2 6
7
6: Wheel Cover 7: Rubber Parts 8: Fuel Filler Assembly 9: Body Electronics 10: SwitchAssembly
1
PRODUCT PORTFOLIO
9. UM MOVING
FORWARD
UM GROUP - INTRODUCTION
January 2018 Private & Confidential 9
JOURNEY SO FAR
Started
business in
engineering
& heavy
fabrication
Set up
lighting
components
business –
HERO as
the major
client from
beginning
itself.
Set up Infra
projects
division
Set up
rubber
components
unit
Acquired
Alpha Toyo
& Nikko
Auto
Acquired
and turned
around
Trading
Engineers,
an ailing
genset mfg
unit, now
profitable
and
growing
Established
R&D center
at HO
Joint
Venture
with
Techncal
EST of Al
Bawardy
Group UAE
Joint
venture
with ZADI
CEV
Joint
venture
with Maier
S.Coop
Joint
venture
with
Magnetti
Marelli
Spa, Italy
Bifurcation
of Auto and
Engineering
business to
derive
maximum
value
Entered into
electric
vehicle
segment
1986
2011
2014
2016
2017
1990
1993
1994
1996
2000
2004
2007
2009
10. UM MOVING
FORWARD
UM GROUP - PROMOTERS
Private & Confidential 10January 2018
• Electrical Engineering Graduate from
Thapar Engineering College
• Trained extensively with Sacheffers
BV, a high end machinery manufacturer
of Holland
• 30 years of industrial experience
with strong domain knowledge of
Design & Fabrication
• Vast experience in the field of
Automotive Components for OEM
• Strong process know-how of erection
and commissioning
of sophisticated plants and machineries.
• Commerce Graduate from University
of Delhi
• Experience of Automotive Component
industry for over two decades
• Took up expansion of Group by
forming new JVs with leading
European and Japanese companies
• Lead the turnaround of Alpha Toyo Ltd
and Nikko Auto Ltd after acquisition of
these companies by UM Group in 1996
• Enhanced product portfolio by
introducing mirrors, switches and horns
for 2 and 4 wheelers.
MR. VERINDER
KUMAR CHHABRA
Chairman & MD
MR. SUSHANT CHHABRA
Joint MD
11. UM MOVING
FORWARD
GROUP COMPANIES
UM Autocomp Pvt Ltd
• It was incorporated in August, 2016 to undertake the auto business of the group and derive maximum value from this industry from March, 2017 onwards.
• It is now the flagship company of the group
• Manufacturing and designing lighting systems for automotive industry and sheet metal business for auto as well as other sectors.
• It counts renowned global players as its premium clientele such as Hero, Suzuki, IKEA, Greaves Cotton and Escorts etc.
Unitech Machines Limited
• It was the flagship company of the group till March 2017, since Inception
• Operated two businesses for the group as flagship company of the group – Auto and Heavy Engineering
• Since March-2017, it is focused into Heavy Engineering EPC business and works majorly for public sector clients: NTPC, BHEL etc
• Currently, pursuing the EPC business, it has a topline of 150 Cr. (FY17)
12. UM MOVING
FORWARD
GROUP COMPANIES
Techno Auto Components (India) Pvt Ltd
• Established in 1994, manufacturing of rubber molded and rubber to metal molded components
• Development of elastomers - Natural rubber, Styrene butadine rubber, Polybutadine rubber, Chloroprene rubber, Nitrile butadine rubber, High
nitrile butadine rubber, Polyacrylic rubber, Fluoro elastomer, Chrolroprene sulphonated monomer, Poly urethane, Other specialized elastomers.
• Segments Catered: Two wheelers, Trucks, Cars and Agri Machinery
• Major Products – Slider Chains, Boots & bellows, deflector covers, rubber steps, stay winkers, selas & gaskets, vibration pads, silent block & brake tie rod,
cushions, water gaurds, O Rings, Pads and handle grips
• Manufacturing Facility : Faridabad, Haryana
SILENT BLOCK
& BRAKE TIE
ROD
STAY
WINKERS
SEALS &
GASKETS
BOOTS &
BELLOWS
DEFLECTOR
COVERS
RUBBER
STEPS
VIBRATION
PADS CUSHIONS
PADSO RINGSWATER
GAURDS
13. UM MOVING
FORWARD
GROUP COMPANIES
January 2018 Private & Confidential 13
Machinery at Techno Auto Facility
INJECTION MOULDING
MACHINE
• Barrel volume upto 2000 cc
• Clamping force upto 250 tons
• No. of injection moulding
machine: 15
VACUUM COMPRESSION
MOULDING MACHINE
• Capacity: 350 tons
• No. of stations: 16
Techno Auto R&D Facilities
IRHD Hardness Tester PH Meter Compression Set
Apparatus
Flash PointApparatus Muffle FurnaceMelting Point Apparatus Ford Cup
14. UM MOVING
FORWARD
GROUP COMPANIES
January 2018 Private & Confidential
Kneader Machine 75 Ltr -
02
Kneader Machine 55 Ltr -01 Kneader Machine 35 Ltr
-01
“ A FOURTH GENERATION MIXING TECHNOLOGY PLANT” WITH
CAPACITY OF 6000 METRIC TON PERANNUM,
In-House Mixing Section at Techno Auto Facility
• Hero Moto Corp.
• HMSI.
• TVS
• Mahindra
• Hema Engg.
• Sandhar Group
• Hero Motors
• Lifelong India Ltd.
• A.G.Industries
• Fiem Ind.
• Omax Auto
• ITL
• Tata Motors
• Escorts AgriMachineries
• New Holland Tractor
• Motherson Sumi
• Alpha Toyo
• Lumax
Techno Auto Key Clientele
TWO WHEELERS
TIER-IIOEMs
COMMERCIAL & OFF ROAD
TIER-IIOEMs
15. UM MOVING
FORWARD
GROUP COMPANIES
January 2018 Private & Confidential 15
Alpha Toyo Ltd
• An ISO 9001-2000 Company, Alpha Toyo is 100% subsidiary of UM Group
• Manufacturing of light auto components such as Rear View Mirrors, Switches and Locks and Lamps
• Clientele of Alpha Toyo includes Mahindra & Mahindra, Maruti Udyog Ltd., Volkswagen etc.
• Manufacturing facility at Faridabad and two plants at Manesar.
Detailed Profile is in annexures in the document enclosed
Nikko Auto Ltd
• Company was started in February, 1987 as a Small Scale Industry in collaboration with well known Japanese manufacturers
• Nikko Auto is 100% subsidiary of UM Group
• Manufacturing of horns for automobile industry
• Manufacturing facility at Faridabad (Haryana) and Bhagwanpur. (Uttrakhand)
• Manufacturing horns that come with robust construction, strong frame and sturdy brackets, designed for specific vehicle models
• Nikko Horns are also tested under rigorous operating & test conditions, for vibration and corrosion resistance, endurance, dust, water and dampness test,
temperature stability test etc.
Detailed Profile is in annexures in the document enclosed
16. UM MOVING
FORWARD
GROUP COMPANIES
January 2018 Private & Confidential 16
UM Green Lighting Pvt Ltd
• UM Green Lighting Private Limited is JV with Mr. Gaurav Mamik, who holds 44.50% in the company and UM group holds 55.50% in the company
• Business of providing alternate energy solutions
• Developing innovative strategies, systems and technologies to revolutionize solar power generation and LED based Lighting Fixtures and Systems
• Manufacturing facility of the Company is located at Manesar.
UM Power Limited
• UM Power Limited is 100% subsidiary of UM Group
• Setting up thermal power plant (1*250 MW) at Auriya, U.P.
• Project land (383 acres) has been acquired and company is waiting for regulatory approvals for installation of power plant
Trading Engineers (International) Ltd
• Manufacturing of world class products and management of various projects on turnkey basis for telecom, defence, oil & refineries all over India
• Two independent divisions namely DG division and Telecom Solutions Provider (TSP) Division
• Manufacturing of D.G. Sets, Telecom Towers and Transmission Towers
• 100% subsidiary of UM Group and two manufacturing plants of the Company are located at Bhagwanpur
Techno Trexim India Pvt Ltd
• It owns UM House property, located in Sector-44, Gurgaon, near HUDA city center.
• Property has 1.4 lakh sq ft of built-up area and total land area of 55316 sq ft.
• Property is leased with clients like Godrej, United Spirits (Diageo) etc.
17. UM MOVING
FORWARD
UM GROUP – JOINT VENTURES
Private & Confidential 17January 2018
Magneti Marelli UM Electronic Systems
Pvt Ltd
• Joint Venture with “Magnetti Marelli Spa” in 2014
• UM group holds 49% shareholding in the JV.
• Manufacturing of body cluster, power train, anteena,
telemetics, etc. related to Auto Industry
• Manufacturing plant at Manesar, Haryana.
• Magneti Marelli
• Engaged in design and production of hi-tech systems and
components for the automotive sector, based in Italy (Corbetta,
Milan).
• As a group, Magneti Marelli has 27,962 employees, 46 production
sites, 9 R&D Centers and 27 Application Centers, has presence in
16 countries.
• Magneti Marelli supplies to all the leading car makers in Europe,
North and South America, and Asia.
Alpha Maier Pvt Ltd
• Joint Venture with Maier S. Coop in 2011 to supply various kinds
of plastic automobile parts and accessories for the automotive
sector
• UM group holds 51% shareholding in the JV.
• Manufacturing of the various kinds of plastic automobile parts
and accessories including wheel covers, glove boxes, emblems,
logos, grills, side protectors, fuel filler caps, air inlet grill etc.
• Manufacturing plant at Manesar, Haryana.
• Maier S. Coop
• Engaged in manufacturing of decorative and functional parts for
automotive industry.
• It was incorporated in the year 1975 and headquartered in Vizcaya,
Spain with sales office in United Kingdom, France, Germany and
Japan. It has production sites in Spain, United Kingdom and Czech
Republic
18. UM MOVING
FORWARD
UM GROUP – TECHNICALASSOCIATIONS
18January 2018
Juoku Technology Co Ltd, Taiwan
• Technical agreement for Design & Development
• Juoku is leader in 4 wheeler & 2 wheeler lighting in Taiwan
• Area of Expertise: R&D, Design & Development and testing
• Products: Automotive Bulbs, key sets, switches, LED module and lighting injection molds
• Manufacturing Plants: Miaoli, Taipei, Madou, Tainan
• Clientele: Nissan, Mazda, Ford, Honda, GE, General Motors, Toyota, Sanyang, Kymco, Gogoro electric scooter, Isuzu and Mitsubishi
• Juoku is the sole developer of lighting systems for Gugoro, the world’s most successful electric scooter.
• Juoku shall provide the same technology as Gugoro to UM Autocomp for development of lighting sytems for Ather Energy electric vehicles in India.
• This is an exclusive association between UM Autocomp and Juoku and provides a competitive edge to UM Autocomp for foray into electric vehicles segment.
• This is a recent development and concluded in FY2016-17
Gugoro Electric Scooter, Taiwan
Products: Horizontal Layout Head Lamp
• High Power LED as Light Source certificated ECE R113 class C using
LUMILEDS for Head Lamp
• Current High Beam Light Intensity is 44,000cd.
• Passing Beam 7W with 850 lm
• Driving Beam 7W 850 lm.
Detailed Profile of Juoku is in annexure enclosed
19. UM MOVING
FORWARD
UM GROUP - CERTIFICATIONS & AWARDS
January 2018 Private & Confidential 19
• Direct Online Supplier (DOL) - Techno auto by Hero
Honda Motors Ltd
• Direct Online Supplier (DOL) - Unitech Machines Ltd by
Hero Honda Motors Ltd
• Direct Online Supplier (DOL) - Nikko Auto by Hero
Honda Motors Ltd
• Management System Certification - UM Autocomp by
Dot Norske Veritas (DNV)
• Management System Certification - Techno Auto by Dot
Norske Veritas (DNV)
• Management System Certification - Unitech Machines
Ltd by Dot Norske Veritas (DNV)
• ISO/TS 16949:2002 certification - Nikko Auto
• ISO/TS 16949:2002 certification - Alpha Toyo
Quality &
Delivery
Award by
Honda to
Techno Auto Innovation & Quality Award by
Institute of Economic Studies to
Unitech Machines Ltd
Awards for
Quality,
Delivery and
Innovation
Udyog Rattan Award to Mr.
VK Chabbra by IES
CERTIFICATIONS AWARDS
21. UM MOVING
FORWARD
AUTO INDUSTRY IN INDIA
Private & Confidential 21January 2018
2013-14 2014-15 2015-16 2016-17
14.8 16.0 16.5 18.8
Two Wheelers
Three Wheelers
Commercial Vehicles
Passenger Vehicles
18.4
19.7 20.5
22.7
Automobile Domestic Sales Trends (Nos in mn)
CURRENT POSITION
•India is seventh largest manufacturer of commercial vehicles.
•India is the only country among top seven car markets to achieve double digit
growth of 11% during Jan-May 2017.
•Two wheelers and passenger vehicles dominate the domestic demand.
•Two wheeler account for 80% of domestic demand.
•India became the largest two wheeler market in the world after selling 17.7 Mn. In
2016.
•Overall automobile sales increased 24.05% YOY to 19,39,671 units in Nov. 2017
FUTURE OUTLOOK
•Two wheeler production estimated to grow at 16% CAGR between FY 18-20.
•Domestic sales of passenger vehicles expected to grow at 12.87% CAGR between
FY 18-26.
•Automobile exports to grow at CAGR of 3.05% from FY 18-26.
76%
13%
7% 4%
Automotive Market Share (in mn nos)
Two Wheelers
Cars
Three Wheelers
Commercial Wheelers
Source: IBEF Report December 2017
23. UM MOVING
FORWARD
FOUR WHEELER SEGMENT
Private & Confidential 23January 2018
• Passenger vehicle production to increase from 3.4 million in FY16
to 10 million in FY20.
• Domestic sales of passenger vehicles to grow from 2.8 million in
2016 to 9.4 - 13.4 million by 2026.
• By 2020, India's share in the global passenger vehicle market to
touch 8 per cent.
• Passenger vehicle production to increase at a CAGR of 31 per
cent during FY16–20
• The aim is to sell only electric cars by 2030 under the National
Electric Mobility Mission Plan.
• Luxury car segment has expended at 37% CAGR between FY 07-
15 and expected to grow at 25% CAGR till 2020.
• Strong support from the government- Make in India, Automotive
Mission Plan 2026 and NEMMP (National Electric Mobility
Mission Plan) 2020.
• NEMMP plans to achieve sales of 15-16 million units of electric
and hybrid vehicles by 2020 and add sales of 5-6 million units
YOY from 2020 onwards.
Category 2011-12 2012-13 2013-14 2014-15 2015-16 2016-17
Passenger
Vehicles
26,29,839 26,65,015 25,03,509 26,01,236 27,89,208 30,46,727
Commercial
Vehicles
8,09,499 7,93,211 6,32,851 6,14,948 6,85,704 7,14,232
Three
Wheelers
5,13,281 5,38,290 4,80,085 5,32,626 5,38,208 5,11,658
Two
Wheelers
1,34,09,150 1,37,97,185 1,48,06,778 1,59,75,561 1,64,55,851 1,75,89,511
Grand
Total
1,73,61,769 1,77,93,701 1,84,23,223 1,97,24,371 2,04,68,971 2,18,62,128
Source: IBEF Report December 2017
Production of Automobiles (no of units) in India
24. UM MOVING
FORWARD
COMMERCIAL VEHICLES SEGMENT
Private & Confidential 24January 2018
• According to ICRA, the CV exports from India are likely to grow at a CAGR of 12-15 per
cent over the medium-term to touch 160,000 units by 2020.
• Ashok Leyland is planning to launch couple of light commercial vehicle variants, in every
quarter of FY18.
• Daimler set to bring electric trucks in India
• The CV industry is expected to cross 1 million units in domestic sales by 2022 to make
India the 4th largest market.
• M&HCV truck is likely to witness 10% growth in FY 2018 vis-a-vis flat sales in FY 2017.
• Commercial vehicle segment expected to grow at 11.07% between FY16–20.
0
5
10
15
20
25
2017 2018 2019 2020 2021 2020
Value($ Bn.)
Volume( Mn. Units)
54 57 56
167
41
55 57
152
April May June Q1
FY 16 FY 17 FY 18
-23% 1%-6%
-9%
Commercial Vehicle Sale
Indian Commercial Vehicle Market Size, By value & volume
Source: IBEF Report December 2017
26. UM MOVING
FORWARD
BUSINESS RESTRUCTURING
• Unitech Machines Ltd had following two
operating verticals:
• Auto Division
• Engineering Division
• Both the businesses had different business
cycles, risks, and opportunities.
• The engineering business was consistently
under financial stress due to the macro
economic conditions and large business
cycle.
• This resulted in the auto business also
coming under lot of pressure.
• The financial position of Unitech Machines
Ltd was under stress as losses from
Engineering division were eroding the net
worth generated from Auto Division.
• Feb 2017, It was decided to bifurcate the
businesses so as to command better values
for each business
Private & Confidential 26January 2018
UM
GROUP
UML
AUTO
UM –I
(SAHARAN
PUR)
UM – II
(BHAGWA
NPUR)
ENGINEERING
HED
PROJECT
(EPC)
TECHNO
AUTO
AUTO COMP Cos/JVs
- ALPHA TOYO
- NIKKO AUTO
- ALPHA MAIER (JV)
- MAGNETI MARELLI (JV)
TRADING
ENGG.
UM Group Business Before Restructuring
27. UM MOVING
FORWARD
BUSINESS RESTRUCTURING
Major investment by Unitech Machines (UML) in Power Sector
resulting in huge gap in cash flow and increase in debt
Investment in JV’s with international players for diversification in 4
Wheeler sector with delayed payments has cause a stir
Challenging macroeconomic scenario in infrastructure sector affecting
the industry. Greenfield Power projects couldn’t take off due to lack of
fuel linkage (coal) & environmental approvals
In view of above, new orders were not forthcoming, sites were not
available for execution & resulted in delayed payments to EPC cos.
which led to huge blockage of working capital & abnormal cycles.
Additional requirement of working capital resulted in cost overrun &
depletion of margins
Suppliers outstanding were stretched even at auto division, resulting in
interrupted supplies at plants. Efficiency of plants took a hit, resulting
in increased operational cost. All of this put the company in a
negative spiral, resulting in loss of customer confidence &
ultimately leading to business loss, affecting profitability and
mounting debt
Private & Confidential 27January 2018
REASONS FOR STRESS IN THE GROUP
28. UM MOVING
FORWARD
NEW INVESTOR ON BOARD
Private & Confidential 28January 2018
• Edelweiss made an investment in Unitech
Machines Ltd by subscribing through
debentures - with the prior condition of keeping
the focus in the core business, that is, auto
segment only.
• Hence w.e.f. 1st March 2017 UM Autocomp
Private Ltd (incorporated on 22nd August,
2016) acquired the auto business –as a going
concern of Unitech Machines Ltd. Via slump
sale.
• Thereafter, UM Autocomp Pvt Ltd is the new
issuer to the debentures subscribed by
Edelweiss.
• Keeping in line with its strategy to focus on
Auto Business, the group is planning to merge
‘Techno Auto Components (I) Pvt Ltd’ with
UM Autocomp Pvt Ltd in the times to come.
UM
GROUP
UM AUTO
UM –1
SAHAR
ANPUR
UM – 2
BHAGW
ANPUR
UM – 3
MANES
AR
TECHNO
AUTO
UML
ENGINEERING
HED
PROJECT
(EPC)
AUTO COMP Cos/JVs
- ALPHA TOYO
- NIKKO AUTO
- ALPHA MAIER (JV)
- MAGNETI MARELLI (JV)
TRADING
ENGG.
TECHNO
TREXIM
UM
POWER
To be Merged into
UM Auto
UM AUTO
Auto business hived off from UML and cash flows ring fenced with the help of Edelweiss facility,
existing lenders of Auto business re-financed
UM Group Business After Restructuring
29. UM MOVING
FORWARD
NEW INVESTOR ON BOARD
Private & Confidential 29January 2018
Pre-
Restructuring
Post-Restructuring Benefits
Delayed
payments to
suppliers
Regular payments to
supplier
Better margins
Irregular raw
material supplies
Regular supply to
plants
Regulars supply of RM has
led to timely production &
deliveries
Receding top line Increased sales Increased customer
confidence
Falling profits
and tight cash
flows
Increasing profits
and better cash flows
Ability to invest in New
Product Development to
build order book (Ether
etc)
• Edelweiss facility has helped Auto-business regain its momentum
• Instilled confidence in suppliers
• Created positive sentiments for UM Auto in the market (Customers,
Employees)
Benefits of Restructuring Human Resource Development as part of
Restructuring
• Restructured the organization to make it lean and agile
• Defined KPI & KRA to align each and every individual towards
organizational goals
• All major HR and IR issues resolved which had been creeping
due to financial stress
• All HR policies have been reviewed and redefined to reflect
current realities and have been implemented successfully
• Entire business process has been mapped and re-engineered to
face the current challenges and to achieve future organizational
goals
31. UM MOVING
FORWARD
UM AUTOCOMP - INTRODUCTION
UM Autocomp is now the flagship company of the group
Involved in Design, R&D and manufacturing of lighting systems and rubber parts for automotive industry
Also, engaged in Design and development of sheet metal components for auto and other industries.
Private & Confidential 31January 2018
NIRAJ SINGH, BUSINESS HEAD
• Bachelor of Science in 1993 from Awadh University
• Diploma in material management from Institute of Engineering &
Rural Technology in 1996
• Certificate course in export marketing from IIFT in 1999
• Post graduate diploma in business management from MDI in 2005
• 21 years work experience in auto industry
PREM KUMAR PARDASANI, PRESIDENT-BUSINESS
DEVELOPMENT, ENGINEERING & STRATEGY
• Post diploma in mechanical engineering in 1986 from YMCA
• AMIE and MIE from Institute of Engineering, Calcutta in 1987
• Post graduate diploma in materials management in 1988
• 31 years work experience
B. HARI NARAYANAN, VICE PRESIDENT-FINANCE
• Bachelor of Commerce from Delhi University in 1982
• ACA from the Institute of Chartered Accountants of India in 1990
• 29 years work experience in auto industry
VINOD KUMAR SAHU, HEAD OF PURCHASES
• Education: DME and PGDM
• 29 years work experience in auto industry
SK SACHAN, PLANT HEAD (SAHARANPUR, BHAGWANPUR)
• Education: DME
• 26 years work experience in auto industry
SIDDHARTH SHARMA, PLANT HEAD (MANESAR)
• Education: MBA and Btech
• 22 years work experience in auto industry
SHIV RATI, PRODUCTION HEAD (MANESAR)
• Education: DME
• 25 years work experience in auto industry
UM AUTOCOMP – TEAM
32. UM MOVING
FORWARD
UM AUTOCOMP – PRODUCT PORTFOLIO
Private & ConfidentialJanuary 2018
LED TAIL LIGHT
ACCESSORIES
RUBBER PARTS
TURN SIGNAL
HEADLAMP
SHEET METAL
Three major product lines:
• Lighting system - Headlamps, Tail lamps, Indicators etc.
• Sheet metal components
• Rubber components
Two major business segments:
• Manufacturing of auto components
• Design and development of auto components (through in-house R&D
and Design teams)
• Detailed Portfolio is in annexures in the document enclosed
S. No. Product No. of units
sold
Sales (Rs.
Cr.)
As % of
Total Sales
1 Head Lamp 4014754 96.70 17 %
2 Tail Lamp 3573307 58.80 11 %
3 Winker 22563139 142.60 26 %
4 Plastic Moulded
Parts
27672791 49.30 9 %
5 Sheet Metal 40288000 101.40 18 %
Total 98111991 448.79 81 %
Product wise Revenue Contribution-Top 5 Products
33. UM MOVING
FORWARD
UM AUTOCOMP – BUSINESS PROCESS
January 2018 Private & Confidential
REF MATERIAL
PRE HEATING
MOLDING
LENS MATERIAL
PRE HEATING
MOLDING
Molding
Clean
room/
Surface
Treatment
Assembly
Pre-Dispatch Inspection
Dispatch
BASE COAT
BAKING
LENS IPA
CLEANING
HARD COAT
RAW
MATERIAL
RECEIPT
RECEIVING
INSPECTION
RAW
MATERIAL
STORAGE
RAW
MATERIAL
MOVEMENT TO
PRESS SHOP
PRESS SHOP
OPERATION
SEMI FINISHED
MATERIAL
STORAGE
MIG WELDINGGAUGING
POWDER
COATING
POWDER
COATED PART
INSPECTION
FINAL
GAUGING
FINAL
INSPECTION &
PDI
DISPATCH
Sheet Metal Component Process FlowUM Auto-Business Process Flow
34. UM MOVING
FORWARD
UM AUTOCOMP – BUSINESS PROCESS
January 2018 Private & Confidential
Manufacturing Process Flow-Lighting
35. UM MOVING
FORWARD
UM AUTOCOMP – MAJOR CLIENTELE
Private & Confidential 35January 2018
NEW CUSTOMERS ADDED
EXISTING CUSTOMER BASE • UM Autocomp is a 100% OEM/DOL supplier to Hero Motocorp, world’s largest two
wheeler manufacturer
• Other Clients include AG Industries, Gmax Auto, Amba Group, Honda, Yamaha and
Escorts etc.
• Company added new clients: Ather Energy, Greaves Cotton, Sonalika Tractors, Suzuki
and IKEA
• 60% business is derived from Hero Motocorp
• Electric vehicles segment is the recent addition to portfolio.
Detailed Clientele is in annexures in the document enclosed
UM Auto- Competitive Edge
• High Client Retention: UM is involved in designing and R&D of products and they hold
proprietorship of those designs and hence higher probability of client retention
• High Volumes: Lighting system designs are upgraded more frequently than any other
product in an automobile- in the facelift models, new models etc. & hence more business
churning from clients
36. UM MOVING
FORWARD
UM AUTOCOMP – MAJOR CLIENTELE
Private & Confidential 36January 2018
Customer Head
Light
Tail Light Turn
Signal
Sheet
Metal
Hero
MotoCorp
Suzuki 2W × × ×
Escorts × × ×
Denso × ×
Exports ×
After
market
Client wise Product Mapping Client wise Revenue Contribution-Top 5 Clients
S. No. Client Sales (Rs.
Cr.)
As % of Total
sales
1 Hero Motocorp Ltd 327.70 59 %
2 AG Industries Pvt Ltd 81.30 15 %
3 Gmax Auto Ltd 22.50 4 %
4 Amba Group (Motorcycles and
Bi-wheelers)
8.70 1.5 %
5 Escorts Ltd 2.70 0.5 %
Total 442.90 80 %
37. UM MOVING
FORWARD
UM AUTOCOMP – MANUFACTURING UNITS
Private & Confidential 37January 2018
UM Autocomp has three manufacturing facilities:
• Bhagwanpur
• Saharanpur
• Manesar
Plant Capacities of UM Autocomp
Total Available Capacity- Rs. 600 Cr.
• Lighting- Rs. 400 Cr.
• Sheet Metal- Rs. 150 Cr.
• Rubber components- Rs. 50 Cr.
• The company doesn’t need to add new capacities till it crosses a top
line of Rs. 600 Cr.
• The Bhagwanpur plant caters to the Haridwar facility of Hero
Motocorp, Saharanpur and Manesar plants cater to the Manesar
facility of Hero Motocorp.
• The Saharanpur and Manesar plants also cater to other clients such as
Suzuki, Escorts, Sonalika etc.
• Detailed Capacities are in annexures in the document enclosed
Capacity Available-No. of Units (In Crores)
BHG SRE MSR
LIGHTING 110 216 70
PLASTIC 20 30 4
SHEET METAL 65 85
TOTAL 195 331 74
Capacity Occupied (In Percentage)
BHG SRE MSR
LIGHTING 81% 83% 60%
PLASTIC 45% 57% 75%
SHEET METAL 60% 61%
TOTAL 70% 75% 61%
BHG: Bhagwanpur Plant, SRE: Saharanpur Plant, MSR: Manesar Plant
Company Plant Permanent/
Temporary
Employees
Contract
Employees
UM Auto HO (Haryana) 83 29
Manesar (Haryana) 47 255
Saharanpur (UP) 790 1574
Bhagwanpur
(Uttarakhand)
313 602
Total 1233 2460
38. UM MOVING
FORWARD
UM AUTOCOMP – MANUFACTURING UNITS
Private & Confidential 38January 2018
Moulding Shop Surface Treatment & Plasma MetalizingArea
AssemblyArea
MANESAR PLANT
41. UM MOVING
FORWARD
UM AUTOCOMP – MARKET LEADER
Private & Confidential 41January 2018
2W Lighting Supplier Segmentation
36%
27%
14%
17%
2%
4%
Fiem
UML
Lumax
Rinder
Minda
Varroc
• Market Share of UM Autocomp in two wheeler segment in lighting
systems category is 27%.
• It is the second largest player in India
• In the total business of UM Autocomp, contribution of Hero is about
65%.
• Out of the Hero Business, 55% is contributed by head lamps and tail
lamps, 10% is from rubber/metal components and rest is from turn
signals.
MAJOR COMPETITORS OF UM AUTOCOMP
Two Wheeler Segment:
a. FIEM Industries
b. Sandhar Group
c. Hema Engineering
Four wheeler Segment
a. Lumax
Detailed Competitor List is in annexures in the document enclosed
42. UM MOVING
FORWARD
FINANCIAL PERFORMANCE
Private & Confidential 42January 2018
Parameter/Year FY14 FY15 FY16 FY17
Gross Sales (Rs. Cr.)
513.28 539.88 505.81 483.27
EBITDA (Rs. Cr.)
54.95 48.06 51.26 46.22
Raw Material Cost (% of
Sales)
68.95 66.93 64.22 62.18
Parameter/Year FY14 FY15 FY16 FY17
Gross Sales (Rs. Cr.)
61.66 65.25 62.85 69.41
EBITDA (Rs. Cr.)
7.18 6.31 7.65 6.00
UM Autocomp Financials (Auto Business of UM Group)
Techno Auto Financials (to be merged with UM Auto)
44. UM MOVING
FORWARD
BUSINESS PLAN
Private & Confidential 44January 2018
Domestic – Lighting Systems
a. Suzuki – 3 projects for two wheeler lighting
b. International Tractors (Sonalika) – LED Headlights
c. Lumax
d. Greaves Cotton
e. Honda - South
f. Yamaha - South
UM Auto has received orders from all above clients and
Honda, Yamaha are under discussion stage.
Domestic – Sheet Metal Components
a. IKEA
b. Hero Motocorp
Exports – Lighting Systems
a. General (Turkey)
b. Juoku Technology (Taiwan)
Exports till date contribute less than 1% of the company’s
revenue. Plan is to add more business from exports in the next
2-3 years.
Details of New Clients are in annexures in the document
enclosed
NEW CLIENTS NEW GEOGRAPHIES
Present Status
• The present capacity of all plants of UM Auto is Rs. 600 Cr.
• It will serve the new orders from the existing capacities.
• Orders from new clients (Ather, Suzuki, Sonalika etc.) shall be fulfilled from
Manesar Plant’s unutilized capacity
Road Ahead
• Hero, UM Auto’s major client, is setting up new plants in Gujarat and Hyderabad
(Chittoor).
• Considering this development and the huge share of Hero in company’s revenue,
UM will also set up new plants in Gujarat and Hyderabad in next 2-3 years.
• Each plant shall have a revenue generation capacity of Rs. 80-100 Cr.
• Also, Honda (prospective new client – in discussion stage) is setting up new plant
near Hyderabad
• Thus, UM Auto’s new planned facility at Hyderabad will cater to both Honda and
Hero.
Planning
• The capex required for next 5 years will be around Rs. 85-100 Cr.
• This plan to develop new facilities shall be taken up from FY19 onwards.
Details of new geographies are in annexures in the document enclosed
Capex Plan for Expansion: CAPEX PLAN AND TIMELINES
45. UM MOVING
FORWARD
BUSINESS PLAN (Contd..)
Private & Confidential 45January 2018
President (BD &
Engg.)
AGM (BD & After
Sales)
AM (North Zone)
Executive –
Brand Activation
Executive - Sales
AM (West Zone)
Executive –
Brand Activation
Executive –
Channel Sales
AM (East Zone)
Executive –
Brand Activation
Executive –
Channel Sales
AM (South Zone)
Executive –
Brand Activation
Executive –
Channel Sales
a. Sheet Metal Components
• In addition to lighting systems business, UM Auto will supply sheet metal components to Hero
Motocorp from FY18-19 onwards – Increased share of Business with Exisitng Customer
• It has also received order for sheet metal from globally renowned furniture brand IKEA
b. Electric Vehicle
• UM Auto is the exclusive technology partner and supplier of lighting systems to Ather Energy
for its e-bikes S340 (production to start in April 2018)
c. Aftermarket Business
• Presently, UM Auto is not active in aftermarket business.
• It is setting up its own dealer network of around 100-150 dealers across the country in first year.
• The expected revenue generation is around Rs. 100 Cr.
d. Additional Benefits of aftermarket channel
• Regular cash flows throughout the year
• Reduced working capital expenses
• Low cost sales & distribution channel
• Large sales volume
• No additional capex required
e. Four wheeler Segment
• The company derives a small part of revenue from four wheeler segment
• From FY20 onwards, it will enhance focus onfour wheeler s and increase revenue contribution
form this segment
• The company will also foray into luxury car segment and add clients such as Audi, BMW etc.
Details of new business segments are in annexures in the document enclosed
NEW BUSINESS SEGMENTS
46. UM MOVING
FORWARD
STRATEGY TO IMPROVE EFFICIENCIES
Private & Confidential 46January 2018
STREAMLINING OPERATIONS SINCE FY2016-17
Reduction in raw material cost
58.0%
60.0%
62.0%
64.0%
66.0%
68.0%
70.0%
2014-15 2015-16 2016-17
68.9%
66.0%
62.8%
Reduction in corporate expenses
0
5
10
15
20
25
2016-17 2017-18
23.5 CR
14.0 CR
6 % 40%
• Reduction in raw material cost (RMC) by 6% - increased number of vendors, started competitive bidding amongst vendors and better negotiated
terms with vendors by the purchase team
• Reduction in corporate and operational expenses by 40% - reduction in penalties due to reduction in creditors dues, no overdues, better
negotiation with creditors and shorter credit cycle.
• Distributed manpower amongst group companies for efficient utilization
• RMC to be further reduced by 2% for next 2-3 years (to be kept below 60%, presently at 63%)
Detailed cost saving initiatives are in annexures in the document enclosed
47. UM MOVING
FORWARD
STRATEGY TO IMPROVE EFFICIENCIES
Private & Confidential 47January 2018
The flagship company of UM group is UM Autocomp Pvt Ltd which handles the majority auto business of the group
In order to scale up the auto vertical and derive maximum value, the group is planning to merge a group company, Techno Auto
Components (India) Pvt Ltd into the flagship company
Techno Auto has a top line of Rs. 70 Cr. for FY2017 and has manufacturing facility at Faridabad, Haryana.
The planned merger is in process and company is finalizing the structure to ensure post merger synergies
The current proposal for fund raising has been designed accordingly.
The cash flows and assets of both the companies shall be clubbed together taking into consideration the proposed merger.
PLANNED MERGER WITHIN THE GROUP
Detailed Consolidation Plan: CONSOLIDATION PLAN
50. UM MOVING
FORWARD
FUTURE BUSINESS
Private & Confidential 50January 2018
S. No. Client Project Product Volume
(No. of
Units)
Price (in
Rs.)
Order
Value (Rs.
Cr.)
1 Suzuki XF351 Front Turn Signal Left & Right
Set
69000 194.36 1.34
2 Suzuki XF33A Front Turn Signal Left & Right
Set
133000 191.58 2.55
3 Suzuki XF124,
XF133
Front Turn Signal Left & Right
Sets
50000 239 1.20
4 Lumax HL HMSI Lens & Reflector 28000 165.59 0.47
5 Juoku
Technology
D-01-
00582/3
Mould W/L Reflector & Lens 1 80000
(in USD)
0.51
(in Rs. Cr.)
6 Ather Energy S340 Head Lamp, Rear Lamp, Front
Turn Signal (L & R), License
Plate Lamp Sets
100000 4370 43.7
Total (A) 49.77
In addition to the above, UM Autocomp has bagged orders from following clients:
Non Hero Business
Customer FY 2018 FY 2019 FY 2020
Suzuki 2W 5 12 15
Molding (Lumax) 6 15 20
Molding (Alpha) 6 10 11
Ather Energy 50 10 30
Sonalika 1 2 4
Greaves Cotton 2 3 3
Escorts 6 8 10
IKEA 0 5 20
Mahindra 2W 3 3 3
Exports 10 15 20
Windsor & other E-
rickshaws/Auto business
10 15 20
Denso 2 5 6
HMSI (Honda) /Yamaha-both
under discussion
0 4 10
Total Business 56 107 172
• Greaves Cotton
• Escorts
• International Tractors (Sonalika)
• Juoku Technology (Taiwan based company-Export
orders)
• General (Turkey based Company-Export Orders)
• IKEA
• Alpha Toyo
Revenue (in Rs. Cr.)
Details about Non-Hero
business are in annexures as
in the document enclosed
Future Business Plan: EXPECTED BUSINESS
51. UM MOVING
FORWARD
WAY FORWARD - SUMMARIZED
January 2018 Private & Confidential 51
Technology tie up with Juoku, Taiwan for
bringing in e-vehicle technology
Increasing business with existing customer
& addition of new customers like Honda &
Yamaha
Diversification in Non-Auto business client,
order received from retail giant IKEA
Multi-locational manufacturing base near
customers in South & Gujarat
Expansion in the manufacturing of interior
& small lamps for 4W category
Monetization/switch over to reduce high cost
of debt & raising money through equity
Business of
570 Cr.
(FY2017-18)
Business of
1,000 Cr.
(FY2022-23)
53. UM MOVING
FORWARD
PROPOSED TRANSACTION
Private & Confidential 53January 2018
Fund Utilization
• Repayment of existing debt and other liabilities
• Growth and expansion of the business (such as Setting
up another facility etc.)
Fund Requirement
• Existing Debt and other liabilities: Rs. 450 Cr.
• Additional top up for growth/expansion: Rs. 50 Cr.
• Total Requirement: Rs. 500 Cr.
Amount Total: Rs. 500 Cr.
Tenure 2+5 years
Primary Security Manufacturing Facilities:
1. Mortgage of the plants at Faridabad, Manesar, Saharanpur and Bhagwanpur and hypothecation of all the movable assets thereon
Other Assets:
1. Mortgage of promoters’ farm house at Sultanpu, Delhi
2. Mortgage of UM House at Gurgaon.
3. Mortgage of land parcel at Auriya, Kanpur owned by UM Power Ltd
4. Mortgage of residential property at Candoli, Goa.
Additional Security 1. Escrow of cash flows of UM Autocomp Pvt Ltd and Techno Auto Components (I) Pvt Ltd
2. Escrow of entire receivables of Hero and UM House lease rentals.
3. Pledge of 100% shareholding of UM Autocomp Pvt Ltd
4. Pledge of 100% shareholding of Techno Auto Components (I) Pvt Ltd, UM Power Ltd and Techno Trexim India Pvt Ltd
5. Personal Guarantee of the Promoters
Key Covenants
54. UM MOVING
FORWARD
PROPOSED STRUCTURE
Private & Confidential 54January 2018
Option 1-Combination of Debt and
Quasi Equity (Preferred)
Quasi Equity- Rs. 150-200 Cr.
a. Lock in period 4 years
b. Option of conversion of part debt into
equity after 4- 5 years / option to EXIT
via IPO / promoter buyback / minimum
guaranteed returns- or strategic sale
c. Infusion of private equity will help the
company towards growth and expansion
Debt component – Rs.250-300 Cr.
a. Instrument: NCD
b. Tenure – 7 years with initial principal
moratorium of 1.5 to 2 years
c. Structure as mentioned in option 2
Option 2-Structured Debt
Debt Facility – Rs. 500 Cr.
a. IRR Linked facility with debt portion
having initial lower coupon.
b. Initial lower coupon (to reduce the non-
operating cost) linked with performance
parameters such as EBITDA, etc for the
first 3-4 years.
c. Differential coupon to be paid from 4th
Year onwards- linked with EBITDA
benchmark.
d. Put/ call option after 4th year.
55. UM MOVING
FORWARD
Regd. & Corporate Office
Unified Vision Capital Pvt. Ltd 12th Floor,
Mohandev, Tolstoy Marg Connaught Place. New
Delhi 110001 Tel: +91-11-4965-6500
Website: www.uvcapital.in
Mumbai
One BKC, C Wing, Unit no. 716, 7th floor, Bandra Kurla
Complex, Bandra(East), Mumbai - 400051
Phone No : 022-6713-9600
Fax No: 022-6713-9604
Chandigarh
Level 1, SCO - 52 - 53 Sector 9- D, Madhya Marg,
Chandigarh Postal Code : 160009
Phone No : 0172-46-10206 /20206 Fax No. : 0172-
46-30206
This document is confidential and prepared solely for your information. Therefore you should not, without our
prior written consent, refer to or use our name or this document for any other purpose, disclose them or refer to
them in any prospectus or other document, or make them available or communicate them to any other party.
No other party is entitled to rely on our document for any purpose whatsoever and thus we accept no liability
to any party who is shown or gains access to this document.
Private & Confidential 55
UNIFIED VISION CAPITAL PRIVATE LIMITED
January 2018
56. UM MOVING
FORWARD
CAPEX PLAN AND TIMELINES
56
Detailed Capex Plan: Backward Integration Plan_March 2018.docx
Customer
FY (18-19) FY (19-20) FY (20-21)
Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4
Ather Energy
Current Stage
Tool Underdevelopment
Trials been conducted in Taiwan
Ramp Up - June'18
Full swing - Oct'18
Annual Business Expected (Crs) 10 25 50
After Market
Current Stage
March '18 - Appointment of new
distributors across India
Apr'18 - Start of sales
Annual Business Expected (Crs) 30 52 82
CAPEX Required (Crs) 5 10 10
Remarks
We have considered 25Crs plant capex between FY 19 till FY 21 & 15 Crs in FY 22 which will support our aftermarket business growth in addition to plant maintenance
Capex.
IKEA
Current Stage
Product identification
Cost finalisation
Signing off the agreement -
June'18
Plant comissioning for
IKEA business
SOP - Dec'19
Annual Business Expected (Crs) 5 50 120
CAPEX Required (Crs) 15 15
South Business (HMSI/Yamaha)
Current Stage
Annual Business Expected (Crs) 0 4 10
CAPEX Required for HMCL business
(Crs) 25
Suzuki Annual Business Expected (Crs) 10 12 15
FES (Sonalika & Escorts) Annual Business Expected (Crs) 8 10 12
Moulding Business Annual Business Expected (Crs) 20 25 31
West Business
(HMCL/HMSI/TATA/Maruti)
Combination of 2W & 4W
Current Stage
Annual Business Expected (Crs) 0 0 30
CAPEX Required for HMCL business
(Crs) 30
Remarks We have considered 30 Crs plant capex in West in FY 20-21 for 2W & 4W category.
58. UM MOVING
FORWARD
CONSOLIDATION PLAN
58Detailed Consolidation Process and Timelines: Backward Integration Plan_March 2018.docx
All the group companies/associate companies are owned by promoter and promoter family members only.
59. UM MOVING
FORWARD
CONSOLIDATION PLAN (Contd..)
January 2018 Private & Confidential 59
UM AUTOCOMP PVT LTD Unitech Machines Ltd
Carved out in Feb 2017
Techno Auto Components Pvt
Ltd
Alpha Toyo Ltd (As a subsidiary)
Nikko Auto Ltd (As a subsidiary)
To be Merged (In Process)
Others
AUTO BUSINESS NON-AUTO BUSINESS
Auto JVs- Magnetti Marelli UM (49%) and Alpha Maier(51%)
1. All auto companies shall be under UM Autocomp
Pvt Ltd.
2. The auto JVs are also under UM Autocomp (in
their respective Indian share)
3. The auto JVs shall continue to operate as an
independent entity under UM Autocomp and no
further consolidation is required.