Sanathan Textiles Ltd IPO
Status:
Overview
IPO date
19 Dec 2024 to 23 Dec 2024
Face value
₹ 10 per share
Price
₹ 305 to ₹321 per share
Issue Size
17,133,956 shares
(aggregating up to ₹ 550 Cr)
(aggregating up to ₹ 550 Cr)
Allotment Date
24 Dec 2024
Listing at
NSE
Issue type
Book Building
Sector
Objectives of Sanathan Textiles Ltd IPO
Sanathan Textiles Ltd IPO Strategy
About Sanathan Textiles Ltd
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Strengths vs Risks of Sanathan Textiles Ltd
Know the pros & cons
Strengths
We are one of the few companies (amongst our peer group) in India with presence across the polyester, cotton and technical textile (which find application in multiple end-use segments including automotive, healthcare, construction, sports and outdoor, and protective clothing) sectors.- Focus on the product development of new products, through process innovation.
- Fully integrated yarn manufacturing plant set up at a strategic location with equipment supplied by domestic and globally renowned players.
- Long standing association with leading consumer brands with a low customer concentration.
- Deep knowledge and understanding of optimal product assortment and strong supplier network enabling procurement at predicable and competitive pricing, leading to an overall efficient cycle.
- Healthy financial performance.
- Experienced management team with a proven track record.
Risks
- The company does not have long term agreements for supply of its raw materials. If the company is unable to procure raw materials of the required quality and quantity, at competitive prices, its business, results of operations and financial condition may be adversely affected. Majority of its raw materials are sourced from few key suppliers. Discontinuation of operations of such suppliers may adversely affect its ability to source raw materials at a competitive price.
- If the company is unable to gauge the demand of its products accurately and are unable to maintain an optimal level of inventory, its business, results of operations and financial condition may be adversely affected.
- Any variation in the utilization of the Net Proceeds as disclosed in this Red Herring Prospectus shall be subject to certain compliance requirements, including prior Shareholders' approval.
- Its relationship with the company distributors is critical to its business. During quarter ended June 30, 2024, Fiscals 2024, 2023 and 2022, 96.55% 94.48%, 93.01% and 93.31%, respectively, of its total revenue from operations was attributable to its distributors. If the company is unable to maintain successful relationships with its distributors, the company business, results of operations and financial condition may be adversely affected.
- Its may not be able to successfully manage the growth of the company business if its not able to effectively implement the company strategies. In particular, the proposed increase in its manufacturing capacities may not be successful or its may not have demand for the company products which may be commensurate to the proposed increase of its manufacturing capacities.
- The Company has a high working capital requirement and if the Company is unable to raise sufficient
working capital the operations of the Company will be adversely affected. The company is in the advanced stages of commissioning a manufacturing facility in Wazirabad, Punjab through its Subsidiary, Sanathan Polycot Private Limited. Once this Subsidiary is operational, then it will also have to arrange for further funding for additional working capital requirement.
- Its revenue from operations and the company PAT Margin has reduced in Fiscal 2024 as compared to Fiscal 2023. If the company is unable to maintain or increase its revenue from operations, the company profit and its profit margin, then it may have an adverse effect on the company's business operations and its growth strategies.
- During quarter ended June 30, 2024, Fiscals 2024, 2023 and 2022, the company derived 62.51%, 65.10%, 60.88% and 55.63% its revenue from operations from domestic sales from the company customers in Gujarat, Maharashtra and Punjab, which exposes it to risks specific to these Indian geographies and market.
- Any losses, on account of foreign currency exchange rate fluctuations may adversely affect its business, results of operations and financial condition.
- The Offer Price, market capitalization to total income multiple, price to earnings ratio and enterprise value to EBITDA ratio based on the Offer Price of the Company, may not be indicative of the market price of the Equity Shares on listing.
- Any under-utilization of its proposed capacities may affect the company ability to fully absorb fixed costs and thus may adversely impact its financial performance.
- Any delays and/or defaults in customer payments could result in increase of working capital
investment and/or reduction of the Company's profits, thereby affecting its operation and financial condition.
- The company propose to utilize a portion of the Net Proceeds for repayment and, or, pre-payment of a portion, of certain outstanding borrowings availed by the Company, and for investment in its subsidiary viz. Sanathan Polycot Private Limited, for repayment and/ or pre-payment, in full or part, of certain recently availed borrowings availed by its subsidiary viz. Sanathan Polycot Private Limited. Accordingly, the utilization of the Net Proceeds will not result in creation of any tangible assets.
- The company has incurred significant indebtedness which exposes it to various risks which may have an adverse effect on its business, results of operations and financial conditions. Conditions and restrictions imposed on it by the agreements governing its indebtedness could adversely affect its ability to operate the company business.
- The company has added 136, 622, 623 and 714 new customers during quarter ended June 30, 2024, Fiscals 2024, 2023 and 2022, respectively, representing a growth of 0.99% 4.72%, 4.96% and 6.03% respectively over the prior period, with a customer retention ratio of 100% of all customers, in each of these periods. If the company is unable to attract new customers, retain customers at existing levels or sell additional products to its existing customers, the company revenue growth will be adversely affected.
- Its business depends on the company production facility in Silvassa. Any loss of or shutdown of operations of its production facility on any grounds could adversely affect the company business or results of operations.
- The company is in the advanced stages of commissioning a manufacturing facility in Wazirabad, Punjab through its Subsidiary, Sanathan Polycot Private Limited. Its business and the company growth will depends on this facility in addition to its existing manufacturing facilities. Any loss of or shutdown of operations of this facility, once operational, could adversely affect its business or results of operations.
- The Company intends to utilise a portion of the Net Proceeds of the Offer towards investment in its subsidiary viz. Sanathan Polycot Private Limited, for repayment and/ or pre-payment, in full or part, of certain borrowings availed by it. This Subsidiary has been incorporated in Fiscal 2022 and has recently commenced operations in March 2024 in Silvassa and is yet to commence operations at the Punjab Manufacturing Facility. This Subsidiary has incurred losses during quarter ended June 30, 2024 and Fiscals 2024, 2023 and 2022.
- The company import a large portion of its raw materials from international suppliers and any adverse foreign exchange fluctuation could increase its cost of operations and affect the company profitability. Further, any restriction or embargo on the sourcing of raw materials from certain countries could adversely affect its business and financial condition.
- The company export its products to various countries, on account of which the company may be subject to significant import duties or restrictions. Further, unavailability of fiscal benefits enjoyed by it or its inability to comply with related requirements may have an adverse effect on its business and results of operations.
- The objects of the Offer for which funds are being raised have not been appraised by any bank or
financial institution and are based on management estimates.
- The company is dependent on its Promoters, Key Managerial Personnel and Senior Management. Failure to retain or replace them will adversely affect its business.
- The company has a large work force, and its employee benefit expense and contract labour charges are one of the larger components of its fixed operating costs. An increase in employee benefit expenses and, or, contract labour charges could reduce its profitability. Further, the company operations could be adversely affected by work stoppages or increased wage demands by its employees or any other kind of dispute with the company employees.
- The company has incurred significant capital expenditure in the past and will continue to incur significant capital expenditure in the future, and such expenditure may not yield the benefits its anticipate.
- The company does not have long-term agreements with a majority of its customers. Any changes or cancellations to the company orders or its inability to forecast demand for the company products may adversely affect its business, results of operations and financial condition.
- During each of the quarter ended June 30, 2024, Fiscal 2024, Fiscal 2023 and Fiscal 2022 its
capacity utilisation was over 100%. Over utilisation of its production capacity may lead to breakdown, malfunction or damage to the machinery, which may impact its results of operations and
financial condition. Information relating to the installed capacity, actual production and capacity
utilization of its manufacturing facilities included in this Red Herring Prospectus are based on various assumptions and estimates and future production and capacity may vary.
- The Offer of [*] Equity Shares aggregating up to Rs. 5,500.00 million, comprises a Fresh Issue of up to [*] Equity Shares aggregating up to Rs. 4,000.00 million, and Offer for Sale of up to [?] Equity Shares aggregating up to Rs. 1,500.00 million by the Selling Shareholders. The Offer for Sale comprises 27.27% of the total Offer size. Our Company will not receive any proceeds from the Offer for Sale portion.
- One of its Promoter was involved in a regulatory proceeding initiated by SEBI which has been settled. Any such regulatory proceedings, or any adverse action as a result of such regulatory proceedings, may affect its reputation or business.
- One of the members of its Promoter Group has not consented to the inclusion of, nor has he provided, information or any confirmations or undertakings pertaining to himself or the entities in which he holds interest, which are required to be disclosed in relation to Promoter Group under the SEBI ICDR Regulations in this Red Herring Prospectus. The disclosures relating to this member of the Promoter Group has been included in this Red Herring Prospectus based on information available in public domain. Accordingly, its cannot assure you that the disclosures relating to such members of its Promoter Group are accurate, complete, or updated. Further, details in relation to Connected Persons which may qualify as a member of its Promoter Group have not been disclosed in this Red Herring Prospectus.
- Its Statutory Auditors have drawn attention to qualitative matters of emphasis and a modified opinion on the Company's internal financial controls, in their examination report on the Restated Consolidated Financial Information.
- Its Promoters and members of the Promoter Group hold the entire Equity Share capital of the
Company and upon completion of this Offer, its Promoters and members of its Promoter Group will
collectively hold [*]% of the Equity share capital of the Company. Accordingly, its Promoters and
members of the Promoter Group have significant control over the Company and have the ability to
direct its business and affairs; their interests may conflict with your interests as a shareholder.
- The company is dependent on third party logistic and support service providers for the delivery of raw materials and finished products and any disruptions in their services including transportation services or a decrease in the quality of their services may adversely affect its business, financial condition and results of operations.
- Inability to obtain or protect its intellectual property rights may adversely affect the company business.
- Its expansion into new product categories and a substantial increase in the number of products
offered may expose it to new challenges and more risks. Further, any inability to innovate or failure to adapt to changes in its industry may adversely affect its business, financial condition, cash flows and results of operations.
- During quarter ended June 30, 2024, Fiscals 2024, 2023 and 2022, its revenue from operations from
exports was 3.43%, 4.39%, 10.22% and 13.05%, respectively, of the company total revenue from operations. The global scope of its operations exposes it to risks of doing business in foreign countries, including the constantly changing economic, regulatory, social and political conditions in the jurisdictions in which the company operates and seek to operate, which could adversely affect its business, financial condition and results of operations.
- An inability to maintain adequate insurance cover in connection with its business may adversely
affect the company operations and profitability.
- The company is in the advanced stage of commissioning the Punjab Manufacturing Facility in Wazirabad through its wholly owned subsidiary Sanathan Polycot Private Limited. If there are time and, or, cost overruns in commissioning the Punjab Manufacturing Facility then it could have a material adverse effect on its financial condition, results of operations and growth prospects.
- This Red Herring Prospectus contains information from an industry report prepared by CRISIL which
the company has commissioned and paid for.
- The company is heavily dependent on technology in carrying out its business activities and it forms an integral part of the company business. If the company faces failures of its information technology systems, the company may not be able to compete effectively which may result in lower revenue, higher costs and would adversely affect its business and results of operations.
- Its business, results of operations and financial condition may be adversely affected if operations at the facilities of its raw material suppliers are disrupted. The company's business, results of operations and financial condition may also be affected if the operations of its customers are disrupted.
- There are certain outstanding legal proceedings involving the Company which, if determined against
it, could have a material adverse effect on its business, cash flows, financial condition and results of operations.
- The company has leased and, or availed on license, the use of certain properties from which the company operate its business. There can be no assurance that the lease, and, or license agreements will be renewed upon termination or that its will be able to obtain other premises on lease on same or similar commercial terms.
- Improper storage, processing and handling of raw materials and finished products may cause damage
to its inventory leading to an adverse effect on the company business, results of operations and cash flows.
- The company appoint contract labour for carrying out certain of its operations and the company may be held responsible for paying the wages of such workers, if the independent contractors through whom such workers are hired default on their obligations, and such obligations could have an adverse effect on its results of operations, cash flows and financial condition. Further, there may be disruption of their services or quality issues which may affect its business, results of operations and profitability.
- The Company, in the past, has rescheduled payments of its credit facilities from its lenders and has
availed moratoriums for payment deferral of the re-payment of principal amount of facility availed by the Company from certain lenders.
- Its Promoters, Promoter Group, Directors, Key Managerial Personnel, Senior Management of the
Company and Subsidiaries may enter into ventures that may lead to real or potential conflicts of
interest with its business. Further, the company Promoters, Directors, Key Managerial Personnel, Senior Management have interests in the Company other than reimbursement of expenses incurred or
normal remuneration or benefits. Any real or potential conflicts of interest that may arise in this regard may materially adversely impact its business, financial condition, results of operations and cash flows.
- Reliance has been placed on affidavit furnished by Paresh Vrajlal Dattani, one of its Promoter, for
details of his profile included in this Red Herring Prospectus.
- Any failures to obtain, renew and maintain requisite statutory and regulatory permits, licenses and approvals for its operations from time to time may adversely affect the company's business.
- Its board of directors have not passed certain resolutions in relation to certain issue of Equity Shares by the Company. However, there is no violation of the provisions of the Companies Act and no penal provision is applicable. Additionally, while as part of its corporate records, the company has the relevant Form 2 for 22,000 Equity Shares allotted by the Company on July 3, 2006, its cannot trace the corresponding RoC payment challan in relation to the allotment. However, in terms of the Companies Act, there will not be any adverse implication in relation to the untraceable RoC challan.
- Its may need to seek additional financing in the future to support the company growth strategies. Any failures to raise additional financing could have an adverse effect on its business, results of operations, financial condition and cash flows.
- Any downgrading of its credit rating by a domestic or international credit rating agency may increase
interest rates for the company future borrowings, which would increase its cost of borrowings, and adversely affect the company ability to borrow on a competitive basis.
- Its brand is integral to the company success. If the company fails to effectively maintain, promote and enhance its brand, the company's business and competitive advantage may be harmed.
- Any failures in its quality control processes may have an adverse effect on the company business, results of operations and financial condition.
- If its third-party service providers and key suppliers are not able to or does not fulfil their service obligations, its operations could be disrupted, and the company operating results could be effected.
- Its Promoters and the Selling Shareholders have subscribed to, and purchased, Equity Shares, at a
price which could be below the Offer Price. The average cost of acquisition of Equity Shares by its Promoters and Selling Shareholders could also be lower than the Offer Price.
- Its financial condition and profitability may be adversely affected if all or any of its contingent
liabilities materialize.
- The Company has in the past entered into related party transactions and may continue to do so in the future. During quarter ended June 30, 2024, Fiscals 2024, 2023 and 2022, the sum of all related party transactions entered into by the Company as a percentage of revenue from operations was 3.31%%, 5.58%, 7.71%, and 3.78%, respectively. its cannot assure you that the company could not have achieved more favourable terms if such transactions had not been entered into with related parties and that such transactions will not have an adverse effect on its financial conditions and result of operations.
- Health, safety, and environmental matters, including compliance with environmental laws and
remediation of contamination, could result in substantially increased capital requirements and
operating costs.
- The company operates in a competitive business environment. Competition from existing players and new entrants and consequent pricing pressures and its inability to compete effectively could have a
material adverse effect on the company operating margins, business growth and prospects, financial condition and results of operations and may lead to a lower market share.
- If the company is subject to any frauds, theft, or embezzlement by its employees, suppliers, contractors or distributors, it could adversely affect the company reputation, results of operations, financial condition and cash flows.
- Its business is dependent on the adequate and uninterrupted supply of electrical power at a
reasonable cost. Unavailability of such adequate and uninterrupted supply of electrical power may
significantly impact its business and results of operation.
- The Company has not paid dividends during the last 3 Fiscals and during the current Fiscal. There
can be no assurance that the Company will be in a position to pay dividends in the future. Its ability to pay dividends in the future may be affected by any material adverse effect on its future earnings, financial condition or cash flows.
- Compliance with provisions of Foreign Account Tax Compliance Act may affect payments on the
Equity Shares.
- Its customers may engage in certain transactions in or with countries or persons that are subject to U.S. and other sanctions.
- Certain Non-GAAP financial measures and certain other statistical information relating to its
operations and financial performance like EBITDA, EBITDA Margin, Net Debt, Net Debt/ EBITDA, Fixed Asset Turnover Ratio and Net Asset Value per Equity Share have been included in this Red
Herring Prospectus. These Non-GAAP financial measures are not measures of operating
performance or liquidity defined by Ind AS and may not be comparable.
Sanathan Textiles Ltd Peer Comparison
Understand the company’s industry standing
Sanathan Textiles Ltd
K P R Mill Ltd
Vardhman Textiles Ltd
Face Value
10
1
2
Standalone / Consolidated
Consolidated
Consolidated
Consolidated
Total Income Rs. Cr.
2957.5
6059.68
9504.68
EPS-Basis
18.6
23.56
22.2
EPS-Diluted
18.6
23.56
22.2
NAV Per Share
177.22
127.5
314.69
P/E-Basic EPS
---
39.68
21.19
P/E-Diluted EPS
---
---
---
RONW(%)
10.42
18.48
7
Latest NAV Period
---
---
---
Latest NAV
---
---
---
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The IPO opens on 19 Dec 2024 & closes on 23 Dec 2024.
Sanathan Textiles Limited was incorporated as a Private Company under the name Sanathan Textiles Private Limited' on October 10, 2005, issued by the Registrar of Companies, at Kolkata. Subsequently, Company converted into a Public Company and its name was changed to Sanathan Textiles Limited', by the RoC vide fresh certificate of incorporation on November 18, 2021 at Ahmedabad.
The Company is engaged in the manufacture and sale of polyester, texturized and cotton yarn (POY - Partially Oriented Yarn, FDY - Fully Drawn Yarn, DTY - Draw Textured Yarn, ATY - Air Textured Yarn, twisted yarn and polyester chips).
The Company took over the business of manufacturing polyester yarn from Sanathan Texturisers with an operational capacity of 4,500 MTPA in 2006. Thereafter, in 2007, it started cotton yarn manufacturing at facility located in Silvassa with a capacity of 1,500 MTPA. In 2011, it expanded the manufacturing capacities of cotton yarn from 1,500 MTPA to 3,500 MTPA; established a fully integrated plant for polyester yarn and achieved the installed manufacturing capacity of 46,500 MTPA tripled from 13,550 MTPA in the year 2008 by gradual expansion in 2013; expanded manufacturing capacity of polyester yarn from 46,500 MTPA to 92,950 MTPA in 2014; increased cotton yarn capacity from 3,500 MTPA to 6,200 MTPA in 2015; installed an upgraded machinery for polyester and cotton yarn of partially oriented yarn and fully oriented yarn in 2017; set up a plant in manufacturing yarns for industrial and technical textile with 5,475 MTPA capcity in 2018; installed manufacturing capacity of polyester yarn, which reached capacity of 200,750 MTPA, almost doubled from 92,950 MTPA in the year 2014 by gradual expansion in 2019 and doubled the capacity of cotton yarn manufacturing from 6,200 MTPA in the year 2019 to 14,000 MTPA in 2020.
The Company incorporated wholly owned subsidiary company, Sanathan Polycot Private Limited (SPPL) on 20 April 2021, further acquired 100% equity shares of Universal Texturisers Private Limited (UTPL) on September 26, 2021.
In December 2024, the company came up with a initial public offer of 17133956 shares of face value of Rs 10 each by raising funds
aggregating to 550 crores, comprising a fresh issue of 12,461,059 equity shares amounting to Rs 400 Crore and offer for sale of 4,672,897 equi ty shares aggregating to Rs 150 Crore.
The Company has installed 200,750 MTPA Polyester Filament Yarns manufacturing capacity at Silvassa in FY 2025.
Sanathan Textiles Ltd IPO will close on 23 Dec 2024.
- We are one of the few companies (amongst our peer group) in India with presence across the polyester, cotton and technical textile (which find application in multiple end-use segments including automotive, healthcare, construction, sports and outdoor, and protective clothing) sectors.
- Focus on the product development of new products, through process innovation.
- Fully integrated yarn manufacturing plant set up at a strategic location with equipment supplied by domestic and globally renowned players.
- Long standing association with leading consumer brands with a low customer concentration.
- Deep knowledge and understanding of optimal product assortment and strong supplier network enabling procurement at predicable and competitive pricing, leading to an overall efficient cycle.
- Healthy financial performance.
- Experienced management team with a proven track record.
| S.No | Promoters Name | Pre Issue Shares | Pre Issue Percentage | Post Issue Shares | Post Issue Percentage |
|---|---|---|---|---|---|
| 1 | Paresh Vrajlal Dattani | 7012600 | 9.75 | 6048831 | 7.17 |
| 2 | Ajay Vallabhdas Dattani | 7327650 | 10.19 | 6247432 | 7.4 |
| 3 | Anilkumar Vrajdas Dattani | 6819700 | 9.48 | 5711850 | 6.77 |
| 4 | Dinesh Vrajdas Dattani | 7112800 | 9.89 | 5954295 | 7.05 |
| 5 | Nimbus Trut | 10475000 | 14.56 | 10475000 | 14.56 |
| 6 | D&G Family Trust | 10475000 | 14.56 | 10475000 | 14.56 |
| 7 | A&J Family Trust | 10475000 | 14.56 | 10475000 | 14.56 |
| 8 | P&B Family Trust | 10475000 | 14.56 | 10475000 | 14.56 |
| 9 | Vajubhai Investments Pvt Ltd | 7788 | --- | 7788 | --- |
| 10 | Vallabhdas Dattani HUF | 7788 | --- | 7788 | --- |
| 11 | Sonali Ajaykumar Dattani | 70093 | 0.08 | 70093 | 0.08 |
| 12 | Dattani Dineshkumar Vrajdas HU | 7788 | --- | 7788 | --- |
| 13 | Beena Paresh Dattani | 109034 | 0.13 | 109034 | 0.13 |
| 14 | Anilkumar Vrajdas Dattani | 54517 | --- | 54517 | --- |
- The company does not have long term agreements for supply of its raw materials. If the company is unable to procure raw materials of the required quality and quantity, at competitive prices, its business, results of operations and financial condition may be adversely affected. Majority of its raw materials are sourced from few key suppliers. Discontinuation of operations of such suppliers may adversely affect its ability to source raw materials at a competitive price.
- If the company is unable to gauge the demand of its products accurately and are unable to maintain an optimal level of inventory, its business, results of operations and financial condition may be adversely affected.
- Any variation in the utilization of the Net Proceeds as disclosed in this Red Herring Prospectus shall be subject to certain compliance requirements, including prior Shareholders' approval.
- Its relationship with the company distributors is critical to its business. During quarter ended June 30, 2024, Fiscals 2024, 2023 and 2022, 96.55% 94.48%, 93.01% and 93.31%, respectively, of its total revenue from operations was attributable to its distributors. If the company is unable to maintain successful relationships with its distributors, the company business, results of operations and financial condition may be adversely affected.
- Its may not be able to successfully manage the growth of the company business if its not able to effectively implement the company strategies. In particular, the proposed increase in its manufacturing capacities may not be successful or its may not have demand for the company products which may be commensurate to the proposed increase of its manufacturing capacities.
- The Company has a high working capital requirement and if the Company is unable to raise sufficient working capital the operations of the Company will be adversely affected. The company is in the advanced stages of commissioning a manufacturing facility in Wazirabad, Punjab through its Subsidiary, Sanathan Polycot Private Limited. Once this Subsidiary is operational, then it will also have to arrange for further funding for additional working capital requirement.
- Its revenue from operations and the company PAT Margin has reduced in Fiscal 2024 as compared to Fiscal 2023. If the company is unable to maintain or increase its revenue from operations, the company profit and its profit margin, then it may have an adverse effect on the company's business operations and its growth strategies.
- During quarter ended June 30, 2024, Fiscals 2024, 2023 and 2022, the company derived 62.51%, 65.10%, 60.88% and 55.63% its revenue from operations from domestic sales from the company customers in Gujarat, Maharashtra and Punjab, which exposes it to risks specific to these Indian geographies and market.
- Any losses, on account of foreign currency exchange rate fluctuations may adversely affect its business, results of operations and financial condition.
- The Offer Price, market capitalization to total income multiple, price to earnings ratio and enterprise value to EBITDA ratio based on the Offer Price of the Company, may not be indicative of the market price of the Equity Shares on listing.
- Any under-utilization of its proposed capacities may affect the company ability to fully absorb fixed costs and thus may adversely impact its financial performance.
- Any delays and/or defaults in customer payments could result in increase of working capital investment and/or reduction of the Company's profits, thereby affecting its operation and financial condition.
- The company propose to utilize a portion of the Net Proceeds for repayment and, or, pre-payment of a portion, of certain outstanding borrowings availed by the Company, and for investment in its subsidiary viz. Sanathan Polycot Private Limited, for repayment and/ or pre-payment, in full or part, of certain recently availed borrowings availed by its subsidiary viz. Sanathan Polycot Private Limited. Accordingly, the utilization of the Net Proceeds will not result in creation of any tangible assets.
- The company has incurred significant indebtedness which exposes it to various risks which may have an adverse effect on its business, results of operations and financial conditions. Conditions and restrictions imposed on it by the agreements governing its indebtedness could adversely affect its ability to operate the company business.
- The company has added 136, 622, 623 and 714 new customers during quarter ended June 30, 2024, Fiscals 2024, 2023 and 2022, respectively, representing a growth of 0.99% 4.72%, 4.96% and 6.03% respectively over the prior period, with a customer retention ratio of 100% of all customers, in each of these periods. If the company is unable to attract new customers, retain customers at existing levels or sell additional products to its existing customers, the company revenue growth will be adversely affected.
- Its business depends on the company production facility in Silvassa. Any loss of or shutdown of operations of its production facility on any grounds could adversely affect the company business or results of operations.
- The company is in the advanced stages of commissioning a manufacturing facility in Wazirabad, Punjab through its Subsidiary, Sanathan Polycot Private Limited. Its business and the company growth will depends on this facility in addition to its existing manufacturing facilities. Any loss of or shutdown of operations of this facility, once operational, could adversely affect its business or results of operations.
- The Company intends to utilise a portion of the Net Proceeds of the Offer towards investment in its subsidiary viz. Sanathan Polycot Private Limited, for repayment and/ or pre-payment, in full or part, of certain borrowings availed by it. This Subsidiary has been incorporated in Fiscal 2022 and has recently commenced operations in March 2024 in Silvassa and is yet to commence operations at the Punjab Manufacturing Facility. This Subsidiary has incurred losses during quarter ended June 30, 2024 and Fiscals 2024, 2023 and 2022.
- The company import a large portion of its raw materials from international suppliers and any adverse foreign exchange fluctuation could increase its cost of operations and affect the company profitability. Further, any restriction or embargo on the sourcing of raw materials from certain countries could adversely affect its business and financial condition.
- The company export its products to various countries, on account of which the company may be subject to significant import duties or restrictions. Further, unavailability of fiscal benefits enjoyed by it or its inability to comply with related requirements may have an adverse effect on its business and results of operations.
- The objects of the Offer for which funds are being raised have not been appraised by any bank or financial institution and are based on management estimates.
- The company is dependent on its Promoters, Key Managerial Personnel and Senior Management. Failure to retain or replace them will adversely affect its business.
- The company has a large work force, and its employee benefit expense and contract labour charges are one of the larger components of its fixed operating costs. An increase in employee benefit expenses and, or, contract labour charges could reduce its profitability. Further, the company operations could be adversely affected by work stoppages or increased wage demands by its employees or any other kind of dispute with the company employees.
- The company has incurred significant capital expenditure in the past and will continue to incur significant capital expenditure in the future, and such expenditure may not yield the benefits its anticipate.
- The company does not have long-term agreements with a majority of its customers. Any changes or cancellations to the company orders or its inability to forecast demand for the company products may adversely affect its business, results of operations and financial condition.
- During each of the quarter ended June 30, 2024, Fiscal 2024, Fiscal 2023 and Fiscal 2022 its capacity utilisation was over 100%. Over utilisation of its production capacity may lead to breakdown, malfunction or damage to the machinery, which may impact its results of operations and financial condition. Information relating to the installed capacity, actual production and capacity utilization of its manufacturing facilities included in this Red Herring Prospectus are based on various assumptions and estimates and future production and capacity may vary.
- The Offer of [*] Equity Shares aggregating up to Rs. 5,500.00 million, comprises a Fresh Issue of up to [*] Equity Shares aggregating up to Rs. 4,000.00 million, and Offer for Sale of up to [?] Equity Shares aggregating up to Rs. 1,500.00 million by the Selling Shareholders. The Offer for Sale comprises 27.27% of the total Offer size. Our Company will not receive any proceeds from the Offer for Sale portion.
- One of its Promoter was involved in a regulatory proceeding initiated by SEBI which has been settled. Any such regulatory proceedings, or any adverse action as a result of such regulatory proceedings, may affect its reputation or business.
- One of the members of its Promoter Group has not consented to the inclusion of, nor has he provided, information or any confirmations or undertakings pertaining to himself or the entities in which he holds interest, which are required to be disclosed in relation to Promoter Group under the SEBI ICDR Regulations in this Red Herring Prospectus. The disclosures relating to this member of the Promoter Group has been included in this Red Herring Prospectus based on information available in public domain. Accordingly, its cannot assure you that the disclosures relating to such members of its Promoter Group are accurate, complete, or updated. Further, details in relation to Connected Persons which may qualify as a member of its Promoter Group have not been disclosed in this Red Herring Prospectus.
- Its Statutory Auditors have drawn attention to qualitative matters of emphasis and a modified opinion on the Company's internal financial controls, in their examination report on the Restated Consolidated Financial Information.
- Its Promoters and members of the Promoter Group hold the entire Equity Share capital of the Company and upon completion of this Offer, its Promoters and members of its Promoter Group will collectively hold [*]% of the Equity share capital of the Company. Accordingly, its Promoters and members of the Promoter Group have significant control over the Company and have the ability to direct its business and affairs; their interests may conflict with your interests as a shareholder.
- The company is dependent on third party logistic and support service providers for the delivery of raw materials and finished products and any disruptions in their services including transportation services or a decrease in the quality of their services may adversely affect its business, financial condition and results of operations.
- Inability to obtain or protect its intellectual property rights may adversely affect the company business.
- Its expansion into new product categories and a substantial increase in the number of products offered may expose it to new challenges and more risks. Further, any inability to innovate or failure to adapt to changes in its industry may adversely affect its business, financial condition, cash flows and results of operations.
- During quarter ended June 30, 2024, Fiscals 2024, 2023 and 2022, its revenue from operations from exports was 3.43%, 4.39%, 10.22% and 13.05%, respectively, of the company total revenue from operations. The global scope of its operations exposes it to risks of doing business in foreign countries, including the constantly changing economic, regulatory, social and political conditions in the jurisdictions in which the company operates and seek to operate, which could adversely affect its business, financial condition and results of operations.
- An inability to maintain adequate insurance cover in connection with its business may adversely affect the company operations and profitability.
- The company is in the advanced stage of commissioning the Punjab Manufacturing Facility in Wazirabad through its wholly owned subsidiary Sanathan Polycot Private Limited. If there are time and, or, cost overruns in commissioning the Punjab Manufacturing Facility then it could have a material adverse effect on its financial condition, results of operations and growth prospects.
- This Red Herring Prospectus contains information from an industry report prepared by CRISIL which the company has commissioned and paid for.
- The company is heavily dependent on technology in carrying out its business activities and it forms an integral part of the company business. If the company faces failures of its information technology systems, the company may not be able to compete effectively which may result in lower revenue, higher costs and would adversely affect its business and results of operations.
- Its business, results of operations and financial condition may be adversely affected if operations at the facilities of its raw material suppliers are disrupted. The company's business, results of operations and financial condition may also be affected if the operations of its customers are disrupted.
- There are certain outstanding legal proceedings involving the Company which, if determined against it, could have a material adverse effect on its business, cash flows, financial condition and results of operations.
- The company has leased and, or availed on license, the use of certain properties from which the company operate its business. There can be no assurance that the lease, and, or license agreements will be renewed upon termination or that its will be able to obtain other premises on lease on same or similar commercial terms.
- Improper storage, processing and handling of raw materials and finished products may cause damage to its inventory leading to an adverse effect on the company business, results of operations and cash flows.
- The company appoint contract labour for carrying out certain of its operations and the company may be held responsible for paying the wages of such workers, if the independent contractors through whom such workers are hired default on their obligations, and such obligations could have an adverse effect on its results of operations, cash flows and financial condition. Further, there may be disruption of their services or quality issues which may affect its business, results of operations and profitability.
- The Company, in the past, has rescheduled payments of its credit facilities from its lenders and has availed moratoriums for payment deferral of the re-payment of principal amount of facility availed by the Company from certain lenders.
- Its Promoters, Promoter Group, Directors, Key Managerial Personnel, Senior Management of the Company and Subsidiaries may enter into ventures that may lead to real or potential conflicts of interest with its business. Further, the company Promoters, Directors, Key Managerial Personnel, Senior Management have interests in the Company other than reimbursement of expenses incurred or normal remuneration or benefits. Any real or potential conflicts of interest that may arise in this regard may materially adversely impact its business, financial condition, results of operations and cash flows.
- Reliance has been placed on affidavit furnished by Paresh Vrajlal Dattani, one of its Promoter, for details of his profile included in this Red Herring Prospectus.
- Any failures to obtain, renew and maintain requisite statutory and regulatory permits, licenses and approvals for its operations from time to time may adversely affect the company's business.
- Its board of directors have not passed certain resolutions in relation to certain issue of Equity Shares by the Company. However, there is no violation of the provisions of the Companies Act and no penal provision is applicable. Additionally, while as part of its corporate records, the company has the relevant Form 2 for 22,000 Equity Shares allotted by the Company on July 3, 2006, its cannot trace the corresponding RoC payment challan in relation to the allotment. However, in terms of the Companies Act, there will not be any adverse implication in relation to the untraceable RoC challan.
- Its may need to seek additional financing in the future to support the company growth strategies. Any failures to raise additional financing could have an adverse effect on its business, results of operations, financial condition and cash flows.
- Any downgrading of its credit rating by a domestic or international credit rating agency may increase interest rates for the company future borrowings, which would increase its cost of borrowings, and adversely affect the company ability to borrow on a competitive basis.
- Its brand is integral to the company success. If the company fails to effectively maintain, promote and enhance its brand, the company's business and competitive advantage may be harmed.
- Any failures in its quality control processes may have an adverse effect on the company business, results of operations and financial condition.
- If its third-party service providers and key suppliers are not able to or does not fulfil their service obligations, its operations could be disrupted, and the company operating results could be effected.
- Its Promoters and the Selling Shareholders have subscribed to, and purchased, Equity Shares, at a price which could be below the Offer Price. The average cost of acquisition of Equity Shares by its Promoters and Selling Shareholders could also be lower than the Offer Price.
- Its financial condition and profitability may be adversely affected if all or any of its contingent liabilities materialize.
- The Company has in the past entered into related party transactions and may continue to do so in the future. During quarter ended June 30, 2024, Fiscals 2024, 2023 and 2022, the sum of all related party transactions entered into by the Company as a percentage of revenue from operations was 3.31%%, 5.58%, 7.71%, and 3.78%, respectively. its cannot assure you that the company could not have achieved more favourable terms if such transactions had not been entered into with related parties and that such transactions will not have an adverse effect on its financial conditions and result of operations.
- Health, safety, and environmental matters, including compliance with environmental laws and remediation of contamination, could result in substantially increased capital requirements and operating costs.
- The company operates in a competitive business environment. Competition from existing players and new entrants and consequent pricing pressures and its inability to compete effectively could have a material adverse effect on the company operating margins, business growth and prospects, financial condition and results of operations and may lead to a lower market share.
- If the company is subject to any frauds, theft, or embezzlement by its employees, suppliers, contractors or distributors, it could adversely affect the company reputation, results of operations, financial condition and cash flows.
- Its business is dependent on the adequate and uninterrupted supply of electrical power at a reasonable cost. Unavailability of such adequate and uninterrupted supply of electrical power may significantly impact its business and results of operation.
- The Company has not paid dividends during the last 3 Fiscals and during the current Fiscal. There can be no assurance that the Company will be in a position to pay dividends in the future. Its ability to pay dividends in the future may be affected by any material adverse effect on its future earnings, financial condition or cash flows.
- Compliance with provisions of Foreign Account Tax Compliance Act may affect payments on the Equity Shares.
- Its customers may engage in certain transactions in or with countries or persons that are subject to U.S. and other sanctions.
- Certain Non-GAAP financial measures and certain other statistical information relating to its operations and financial performance like EBITDA, EBITDA Margin, Net Debt, Net Debt/ EBITDA, Fixed Asset Turnover Ratio and Net Asset Value per Equity Share have been included in this Red Herring Prospectus. These Non-GAAP financial measures are not measures of operating performance or liquidity defined by Ind AS and may not be comparable.
The Issue type of Sanathan Textiles Ltd is Book Building.
The minimum application for shares of Sanathan Textiles Ltd is 46.
The total shares issue of Sanathan Textiles Ltd is 17133956.
Initial public offer of 17,133,956 equity shares of face value of Rs. 10 each (equity shares) of Sanathan Textiles Limited ("Company" or "Issuer") for cash at a price of Rs. 321.00 per equity share (including a share premium of Rs. 311.00 per equity share) offer price) aggregating Rs. 550.00 crores (offer) comprising a fresh issue of 12,461,59 equity shares aggregating Rs. 400.00 crores by the company (fresh issue) and an offer for sale of 46,72,897 equity shares aggregating Rs. 150.00 crores by the selling shareholders (offer for sale) comprising 963,769 equity shares aggregating Rs. 30.94 crores by Presh Vrajlal Dattani, 1,080,218 equity shares aggregating Rs. 34.68 crores by Ajay Vallabhdas Dattani, 1,107,850 equity shares aggregating Rs. 35.56 crores by Anilkumar Vrajdas Dattani, 1,158,505 equity shares aggregating Rs. 37.19 crores by Dinesh Vrajdas Dattani (the "Promoter Selling Shareholders"), 7,788 equity shares aggregating Rs. 0.25 crores by Vajubhai Investments Private Limited, 7,788 equity shares aggregating Rs. 0.25 crores by Vallabhdas Dattani huf, 70,093 equity shares aggregating Rs. 2.25 crores by Sonali Ajaykumar Dattani, 7,788 equity shares aggregating Rs. 0.25 crores by Dattani Dineshkumar Vrajdas huf and 109,034 equity shares aggregating Rs. 3.50 crores by Beena Paresh Dattani, 54,519 equity shares aggregating Rs. 1.75 crores by Anilkumar Vrajdas Dattani huf, 93,458 equity shares aggregating Rs. 3.00 crores by Paresh Kumar V Dattani huf, 3,894 equity shares aggregating Rs. 0.13 crores by Jayshree Anilkumar Dattani, 7,788 equity shares aggregating Rs. 0.25 crores by Vllabhdas Dattani and 405 equity shares aggregating Rs. 0.013 crores by Ajay Kumar V Dattani huf (the promoter group selling shareholders and together with the promoter selling shareholders, collectively referred as selling shareholders and such offer for sale by the selling shareholders, the offer for sale).
The face value of the equity shares is Rs. 10 each and the offer price is 32.10 times the face value of the equity shares.