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    Abridged Version of Prospectus

    Tulsi Pharmaceuticals Limited

    House No. 48A, Road No. 11A Dhanmondi R/A, Dhaka 1209 Dhaka, Bangladesh

    Phone: +880-2-9132594, 8120243 Fax: +880-2-9120657

    E mail:[email protected]

    Website: www.tulsipharma.com

    Public offer of 40,000,000ordinary shares of Tk. 100/- per share totaling to Tk. 4,000,000,000/-

    Subscription

    For General public Opening Date: May 08, 2011 closing Date: May 15, 2011

    For NRB applicants Opening Date: May 08, 2011 closing Date: June 02, 2011

    Credit Rating Agency

    Credit Rating Agency of Bangladesh (CRAB)

    Long Term

    Entity Rating A1

    Date of Rating 09 December 2009

    Manager(s) to the Issue

    Equity Partners Limited

    1003, Dhaka Stock Exchange

    Annex Building (9th Floor)

    9/E, Motijheel C/A, Dhaka 1000

    IDLC Finance Limited

    Bays Galleria (1st Floor)

    57, Gulshan Avenue,

    Gulshan 1, Dhaka 1212

    UnderwritersIDLC Finance Limited

    Lanka Bangla Finance LimitedJanata Bank LimitedIIDFC Capital Limited

    ICB Capital Management Limited

    Issue Date of Prospectus: 05.04.2011The Issue shall be placed in "N" Category

    mailto:[email protected]:[email protected]://www.tulsipharma.com/mailto:[email protected]://www.tulsipharma.com/
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    "CONSENT OF THE SECURITIES AND EXCHANGE COMMISSION HAS BEEN OBTAINED TO THE ISSUE/OFFER OF THESESECURITIES UNDER THE SECURITIES AND EXCHANGE ORDINANCE, 1969, AND THE SECURITIES AND EXCHANGECOMMISSION (PUBLIC ISSUE) RULES, 2006. IT MUST BE DISTINCTLY UNDERSTOOD THAT IN GIVING THIS CONSENTTHE COMMISSION DOES NOT TAKE ANY RESPONSIBILITY FOR THE FINANCIAL SOUNDNESS OF THE ISSUERCOMPANY, ANY OF ITS PROJECTS OR THE ISSUE PRICE OF ITS SECURITIES OR FOR THE CORRECTNESS OF ANY OFTHE STATEMENTS MADE OR OPINION EXPRESSED WITH REGARD TO THEM. SUCH RESPONSIBILITY LIES WITH THE

    ISSUER, ITS DIRECTORS, CHIEF EXECUTIVE OFFICER/CHIEF FINANCIAL OFFICER, ISSUE MANAGER, UNDERWRITERAND/OR AUDITOR".

    Special Note

    Please read the Prospectus carefully which includes Risk Factors before taking your investment

    decision.

    An applicant cannot submit more than two applications, one in his/her own name and another

    jointly with another person. In case an applicant makes more than two applications, all

    applications will be treated as invalid and will not be considered for allotment purpose. In

    addition, whole or part of application money may be forfeited by the Commission.

    Company Profile

    Tulsi Pharmaceuticals Ltd. (TPL) is one of the fastest growing pharmaceutical finished formulation

    manufacturing companies in Bangladesh with a mission to provide innovative high quality range of

    healthcare products. TPL has been striving for more than 18 years and has devoted entirely to the

    development of excellent pharmaceutical finished products. Relentlessly pursuing scientificknowledge, building the strength and developing the vision required to compete with the best in the

    future TPL has grown into a company that boosts of world class products, excellent productionfacilities and quality professionals. TPL has crossed numerous milestones in its journey.

    Turnover has grown multifold;

    Introduced several new life saving molecules for the first time in Bangladesh;

    Possesses an excellent production infrastructure; and

    It has created effective systems and built committed teams of professionals, which ensure that

    General Pharma is fully prepared and ready to successfully take on the challenges of the future. General

    Pharmaceuticals has about 248 dosage forms for marketing within Bangladesh.

    There are 2000 skilled professional are working in TPL inclusive of 900 Sales & Marketing Force.

    The distribution network is spread all over Bangladesh with a professional team of 500 distributionspersonnel. Launching new products in every month, maintaining the strong position in the market

    since their inception in 1987.In recent years TPL has entered into export fields by registering its

    products in Viet Nam, Kenya, Hong Kong, Macau, Mauritius, Myanmar, Sri Lanka & Maldives. In

    this connection TPL is also aiming to export their pharmaceutical finished products to other countriesof South East Asia, Middle East and Africa and Latin America

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    History of the Organization

    Tulsi Pharmaceuticals Ltd. (TPL) is incorporated as Private Limited Company on the 5th day of April,

    1984. Dr. Momenul Haq, Managing Director, Dr. Gazi Nurun Nabi, demised Director were friendsand classmates since their boyhood. While they were medical students, countrys poor health condition

    struck their mind. They would always feel that health sector was being deprived and neglected. They

    cherished in their mind to do something for welfare of the common people by rendering their

    professional zeal. With this end in view M/S. Tulsi Pharmaceuticals Ltd. (TPL) stepped into

    manufacturing of drugs during, 1987 with initial 7 products and minimum manpower.

    Vision

    General envisions a leading role for itself as a catalyst for improvement of the healthcare environment.

    Mission Statement:

    The company's mission is to maintain people's health and combat disease to enhance the quality of

    human life so that people may live longer, healthier and more meaningful lives.

    Product Line:

    General offers a wide variety product to combat against different diseases. Therapeutic wise product

    category of General Pharma are given below-

    DRUG ACTING ON GIT CARDIOVASCULAR DRUGS

    VITAMIN & MINERALS PSYCHOTROPIC

    ANTIHISTAMINE & ANTIASTHMATIC ANTIMICROBIAL/ANTIPROTOZOLE

    NEUROTONICS ANTI-OBESITY

    MUSCULOSKELETAL DRUGS DERMATOLOGICAL

    ANTIDIABETIC ANTI CANCER

    ANTI MIGRAINE UROLOGICAL DRUG

    ENERGY PRODUCER ORS

    INJECTABLE ANTISEPTIC MOUTHWASH

    DISINFECTANT ANTI-GOUT

    ANTI-ANGINAL & ANTI-ISCHEMIC

    DRUGS

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    Issue size and purpose of public offering

    Financial Structure of the Company

    The Financial Structure of the Company as follows:

    Particulars No. of shares Face Value(Taka) Amount in Taka

    Before IPO

    Authorized Capital ordinary shares

    of Tk. 100 each

    20,000,000

    0

    100.00 200,000,00000.00

    Total Paid-up before IPO 60,000,000 100.00 6,000,000,000.00

    After IPO

    To be issued as IPO 4,000,0000 100.00 4,000,000,000.00

    Total no of shares (post IPO) 100,000,00

    0

    Paid up capital (post IPO) 100,0000,0000.00

    Investor Quota Percentage Amount

    Eligible Institutional Investors 30% 1,200,000,000.00

    Mutual Fund Portion 10% 400,000,000.00

    NRB portion 10% 400,000,000.00

    Public Portion 50% 2,000,000,000.00

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    Use of IPO proceeds:

    Subsequently, considering the business requirements, the management decided to utilize the fund in the

    following:

    Particulars Amount (Tk.)

    Repayment of loan to HSBC

    Repayment of loan to Agrani Bank Ltd.

    Construction of new factory

    Machinery import for production

    Office equipment

    Office decoration

    Raw materials

    Research and development cost

    20,5500000

    10,4000000

    125,107,0000

    145,00,00000

    84,00,000

    64,00,000

    158,270,000

    764,340,000

    Total 3,947,980,000

    Use of IPO Proceeds Amount(Tk.)

    IPO Proceeds 4,00,000,0000

    Less: IPO expenses (approx.) 52,020,000

    Net IPO Proceeds 4,052,020,000

    Working Capital Requirement 3,947,980,000

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    Breakdown of IPO expenses

    Particulars Rate Amount in Tk.

    Manager to the Issue

    Fees

    @ .50% on entire offer 20,000,000

    Regulatory Expenses

    Listing related

    expenses:

    Service Charge Fixed 5,000

    Annual Fee for DSE &

    CSE

    Fixed 2,00,000

    Listing Fees for Stock

    Exchange (DSE &

    CSE)

    @ .25% on up to tk.10

    crore of paid up capital

    & 0.15% on the

    balance amount (Max20 lac)

    4,000,000

    SEC Fees

    Application Fee Fixed 10,000

    Consent Fee @ .15% on entire offer 6,000,000

    IPO Commission

    Underwriting

    Commission

    @ .25% on entire offer 10,000,000

    Bankers to the Issue

    Commission

    @ .1% on entire offer 4,000,000

    Printing & Post IPO Expenses (Estimated):

    Abridged version of

    Prospectus and

    Noticed

    Estimated 10,00,000

    Printing of Prospectus

    and Forms

    Estimated 16,00,000

    Post issue Expenses Estimated 40,00,000

    Arrangement of

    Lottery

    Estimated 12,05,000

    Total

    52,020,000

    Ratio Analysis:

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    ParticularsFor the year ended

    30 June

    2010

    30 June

    2009

    30 June

    2008

    30 June

    2007

    30 June

    2006

    Liquidity Ratios

    Current ratio 0.7436484 0.9835916 0.228470235 0.09853002 0.611970053

    Quick (Acid

    Test) ratio

    0.7754867 1.0579843 0.247620758 0.09853002 0.611970053

    Times interest

    earned ratio

    8.586705412 6.095730411 2.591541806 N/A N/A

    Debt to equity

    ratio

    0.7428178 2.8518497 3.062439306 1.746816813 0.085804175

    Operating Ratio

    Accounts

    receivable

    turnover ratio

    33.47111518 16.40332377 5.098427572 N/A N/A

    Inventory

    turnover ratio

    0.136356243 0.350931171 0.136356243 N/A N/A

    Asset turnover

    ratio

    0.144483279 0.15020331 0.014180369 N/A N/A

    Profitability Ratios

    Gross profitmargin

    0.826552907 0.76486992 0.748107869 N/A N/A

    Operating profitmargin

    0.73960492 0.666218462 0.299874065 N/A N/A

    Net profit

    margin

    0.392082717 0.334155494 0.110496878 N/A N/A

    Return onAssets (ROA)

    0.056649397 0.050191261 0.001566887 N/A N/A

    Return onEquity (ROE)

    0.114214905 0.220465998 0.007447044 N/A N/A

    Earnings

    Per Share

    (Taka)

    6.21325735 2.8281768 0.075029183 N/A N/A

    Risk Factors

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    The Company is operating in an industry involving both external and internal risk factors having direct

    as well as indirect effects on the investments by the investors. The assessable risk factors, both externaland internal, are mentioned below-

    (a) Interest Rate Risk

    Interest/financial charges are paid against any kind of borrowed fund. Instability in money market and

    increased requirement for fund may put pressure on interest rate structure. Rising of interest rateincreases the cost of fund and consequently there may be impact on profitability.

    (b) Exchange Rate Risk

    The Company imports raw materials against payment of foreign currency. Unfavorable volatility or

    currency fluctuation may affect the profitability of the Company.

    (c) Industry Risk

    Environmentalists are likely to create pressure on Government to protect or banning those factory,

    which are not follow proper ETP, Waste management solution, Air pollution etc. which are negative

    effects on living being and environment thereby causing closure of business by the Company.

    (d) Market and technology related Risk

    The company has world-class infrastructure with most sophisticated machinery and equipments. Fullysegregated independent production facility equipped with sophisticated high-tech European machinery.

    Integrated Building Management System (IBMS) supported by latest dynamic software networking to

    ensure central monitoring and complete automatic operation of the plant. Independent modern QA, QC,

    Microbiological and Product Development Laboratories supported with high-tech equipment to ensurethe highest quality of products. Electronically controlled operation system as per guideline of GAMP -

    4 (Good Automated Manufacturing Practice).The production facilities are based on currently available

    technology. Any invention of new and more cost effective technology may cause operationalobsolescence thereby causing in substantial new investments. Proposed new investments in diversified

    product lines may need diversified technology and management skills, which may not be available.

    Any serious defects in the plant and machinery may affect production and profitability calling foradditional investment for replacement.

    (e) Potential or existing government regulations

    Any adverse change by the Government in fiscal policies relating incentives, rebate etc. may adversely

    affect Company's profitability as well as adverse effect the production of life saving drugs.

    (f) Potential changes in global or national policies

    The Company's product lines consist of specialized and sophisticated anti-cancer, cardiovascular,antibiotic and other life saving drugs products that are primarily based on imported raw materials. Any

    shortage in the international market might dent the production level and profitability. Law and order

    situation and political unrest may also jeopardize Company's operations and adversely affect

    profitability.

    (g) Operational risk

    Shortage of power supply, labor unrest, unavailability or price increase of raw materials, natural

    calamities like flood, cyclone, earthquake etc. may disrupt the production of the Company and canadversely impact the profitability of the Company.

    Credit Rating:

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    Credit Rating Agency of Bangladesh Limited (CRAB) has assigned A1 (pronounced Single A One)

    rating in the Long Term to General Pharmaceuticals Limited (hereinafter referred to as TPL, or theCompany). Companies rated in this category have very strong capacity to meet their financial

    commitments. These companies are judged to be of very high quality, subject to very low credit risk.

    Rights of the Shareholder:

    Dividend: All the shareholders have equal but proportionate right in respect of dividend. Dividend

    will be paid in Bangladeshi Taka only. Transfer of shares: Shares are transferable. The transfer will be made by the CDBL under

    electronic settlement process.

    Voting Right: All the shareholders shall have usual voting rights. Voting right can be exercised in

    person or by proxy in a meeting.

    Encashment: The shares will be listed with DSE. So investment in this Fund will easily be

    encashable.

    Receive Annual Report:The shareholders shall have the right to receive all periodical reports and

    statements audited as well as unaudited published by the company from time to time.

    Conversion:The Company is issuing ordinary shares through this prospectus with the consent of

    the SEC. Company in its General Meeting may convert any fully paid up shares into stock and reconverts

    such stock into paid up shares of any denomination if it is so determined by the company.

    Accounting Year:

    Financial period of the company covers one year from 1st July to 30th June consistently.

    Audit Fee:

    The audit fee will be Tk. 2, 00,000.00 (two lac) only for the first year and it will fix up for subsequent

    years.

    Dividend policy:

    a) Subject to the rights of members entitled to shares if any with preferential or special rights attached

    thereto as to dividends and subject to the provisions of these presents as to the reserve fund and

    depreciation fund the net profits of the Company in respect of any year or other period shall be appliedin the payment of dividend on the ordinary shares of the Company but so that a partly paid up share

    only entitles the holder with respect thereto to such proportion of the Distribution upon a fully paid up

    share as the amount paid thereon bears to the nominal amount of each share.

    b) The Company in general meeting may declare a dividend to be paid to the members according to

    their rights and interests in the profits and may fit the time for payment.

    c) The declaration of the Directors as to the amount of net profits of the Company shall be conclusive.

    d) There is no limitation on the payment of dividend to the shareholders.

    Tulsi Pharmaceuticals Limited

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    Balance Sheet

    Particulars

    For the year Ended

    June 2006 June 2007 June 2008 June 2009 June 2010

    Taka Taka Taka Taka Taka

    Assets

    Non-

    Current

    Assets

    Property,

    Plant &

    Equipment

    680,242,6

    96

    1,827,645,8

    76

    2,797,103,2

    42

    3,006,464,1

    09

    5,969,019,40

    2

    Less:

    Accumulated

    depreciation

    - - 19,381,563 34,903,293 51,770,227

    Total long

    term assets

    680,242,6

    96

    1,827,645,8

    76

    2,777,721,6

    79

    2,971,560,8

    16

    5,917,249,17

    5

    Current

    assets

    Inventories - 3,205,310 75,261,182 340,247,894 614,390,734

    Loans,

    advance &

    deposits

    45,108,26

    4

    9,590,889 9,659,561 8,430,959 12,929,280

    Cash & bank

    balances

    250,028 6,836,989 2,421,572 29,681,552 7,772,633

    Accounts

    receivables- - 7,990,891 30,958,317 28,406,826

    Total current

    assets

    45,358,29

    2

    19,633,188 95,333,206 409,318,722 663,499,473

    Less:Current

    liabilitiesand

    provisions

    Short term

    Borrowings

    72,351,78

    3

    184,743,846 406,452,245 391,582,929 867,076,684

    Accounts

    payables

    639,507 9,771,340 4,412,181 15,686,708 14,933,529

    Accrued

    expenses

    1,031,796 4,665,790 5,919,730 8,233,972 9,652,670

    Tax

    payables

    95,397 80,000 483,354 643,419 559,099

    Total current

    Liabilities

    74,118,48 199,260,976 417,267,510 416,147,028 892,221,982

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    andprovisions

    3

    NetworkingCapital

    (28,760,19

    1)

    (179,627,78

    8)

    (321,934,30

    4)

    (6,828,306) (228,722,50

    9)

    Net assets 651,482,5

    05

    1,648,018,0

    88

    2,455,787,3

    75

    2,964,732,5

    10

    5,,688,526,6

    66

    Financed by

    Long term

    borrowings

    51,482,50

    5

    1,048,018,0

    88

    1,851,249,9

    23

    3,323,189,4

    73

    2,424,148,92

    1

    liability for

    EWF- - 35,701 552,429 395,320

    Total long

    term

    liabilities

    51,482,50

    5

    1,048,018,0

    88

    1,851,285,6

    24

    2,195,041,9

    02

    2,424,544,24

    1

    Shareholde

    rs' equity

    Share capital 600,000,0

    00

    600,000,000 600,000,000 600,000,000 600,000,000

    Revaluation

    reserve- - - - 2,291,186,98

    4

    Retained

    earnings- - 4,501,751 169,690,60

    8

    372,795,44

    1

    Total

    shareholders

    equity

    600,000,0

    00

    600,000,000 604,501,751 769,690,608 3,263,982,42

    5

    Total long

    term

    liabilities &

    equity

    651,482,5

    05

    1,648,018,0

    88

    2,455,787,3

    75

    2,964,732,5

    10

    5,688,526,66

    6

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    Tulsi Pharmaceuticals Limited

    Income Statement

    Particulars

    For the year ended

    30 June 2010 30 June2009 30 June 2008

    Taka Taka Taka

    Net Sales (After vat adjustment) 950,808,145 507,819,297 40,740,979

    Cost of sales (164,914,909) (119,403,592) (10,262,332

    )

    Gross profit 785,893,236 388,415,705 30,478,647

    Administrative Expenses (12,806,995) (9,512,814) (6,457,092)

    Selling, Marketing & Distribution

    Expenses

    (69,863,859) (40,584,300) (11,804,392

    )

    Net profit before financial expenses 703,222,382 338,318,591 12,217,163

    Financial expenses (81,896,647) (55,500,911) (4,714,245)

    Net profit after financial expenses 621,325,735 282,817,680 7,502,918

    Net profit before taxation 621,325,735 282,817,680 7,502,918

    Income Tax @ 40% 248,530,294 113,127,072 3,001,167

    Net profit after Taxation 372,795,441 169,690,608 4,501,751

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    Tulsi Pharmaceuticals Limited

    Cash Flow Statement

    Particulars

    For the year ended

    30 June 2010 30 June 2009 30 June 2008

    Taka Taka Taka

    a) Cash flow from operating activities:

    Collection against sales 547,359,636 310,851,871 58,750,088

    Payments to creditors (296,842,000) (206,275,158) (73,830,895

    )

    Other operating expenses (157,700,701) (104,300,968) (45,381,102

    )

    Payment to others (5,498,321) 2,902,602 2,278,335

    Interest paid (66,348,484) (42,216,658) -

    Net cash generated from operating

    activities

    20,970,130 (39,038,311) (58,183,574

    )

    b) Cash flow from investing activities: - - -

    Acquisition of property, plant &

    equipment

    (210,755,744) (24,616,053) (107,938,85

    1)

    Disposal of property, plant & equipment - - -

    Net cash generated from investing

    activities

    (210,755,744) (24,616,053) (107,938,85

    1)

    c) Cash flow from financing activities: - - -

    Long term loan received 65,177,824 129,235,041 71,940,615

    Long term loan refund - (11,054,663) -

    Short term loan received 237,626,972 110,770,791 122,310,48

    7

    Short term loan refund (49,928,101) (39,036,825) (30,544,094

    )

    Net cash generated from financing

    activities

    252,876,695 189,914,344 163,707,00

    8

    d) Net cash increase/decrease(a+b+c) 273,846,825 126,259,980 (2,415,417)

    e) Cash & cash equivalents opening 27,681,552 1,421,572 3,836,989

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    f) Cash & cash equivalents - closing

    (d+e)

    301,528,377 127,681,552 1,421,572

    Directors of the company:

    Description of the directors

    Short Bio data of the directors:

    Dr. Momenul Haque

    Managing Director, GENERAL PHARMA pharmaceuticals limited

    Mr. A. Matin Chowdhury is a renowned and dynamic personality in the pharmaceutical sector of

    Bangladesh. He completed M.B.B.S. from Dhaka Medical College and postgraduate studies from the

    U.K.

    Dr. Sarah Momen

    Director

    Dr. Sarah Momen wife of Dr. Momenul Haque, completed M.B.B.S. from Dhaka Medical College and

    postgraduate studies from the USA Mrs. Sarah is a famous Child and Adolescent Psychiatrist. She was

    the former Chief Consultant of Pabna Mental Hospital. She is also the Chairperson of Special Olympics

    in Bangladesh.

    Serial

    No.

    Name Age

    (Years)

    Qualifications Position

    01 Dr. Momenul Haq, Managing Director 52 M.B.B.S. from DMC andpost graduation from U.K.

    Director/Managing

    Director

    02 Dr. Sarah Momen, Director 35 M.B.B.S. from DMC andpost graduation from USA

    Director

    03 Mir Zaki Azam Chowdhury ,Director 47 M.Com in Marketing and

    MBA from USA

    Director Marketing

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    Mir Zaki Azam Chowdhury

    Director Marketing

    Mir Zaki Azam Chowdhury completed his masters in marketing and completed MBA from USA with

    major in marketing.

    Securities of the company owned by the directors:

    Name of the directors who owned the shares of the company

    Sl.

    No

    Name Position Number of

    shares

    owned

    Percentage

    of

    outstanding

    Shares

    01 Dr. Momenul Haq Manging

    Director

    5,54,56000 92.43%

    02 Dr. Sarah Momen Director 45,00,000 7.50%

    03 Mir Zaki Azam

    Chowdhury

    Director 44,000 .073%

    Total 60,000,000 100%

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    Determination of offering price:

    The issue price at Tk.100.00 is justified as per the guidelines of the Securities and Exchange Commission

    as detailed below:

    (i) Net Asset Value per Share

    The offering of the common stock of Tulsi pharmaceuticals Ltd has been determined by assessing the Net

    Asset Value (NAV). The financial calculations presented below are from the audited accounts of 30th June

    2010.

    Sl. No. Particulars Amount in Million

    Taka

    A

    Current Assets

    Inventories 614.391

    Loans and Advance 12.929

    Cash and Bank Balance 7.772

    Account Receivables 28.407

    Fixed Assets 5,917.249

    Total Assets 6,580.748

    B

    Short term borrowings 867.076

    Accounts Payable 14.934

    Accrued expenses 9.65

    Tax payable 0.56

    Long term borrowings 2,424.149

    Liabilities from EWF 0.395

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    Total Liabilities 3,316.764

    C Net Asset Value (A-B) 3,263.984

    D Number of shares 60,000,000

    E Net Asset Value per share (C/D) 54.40

    ProjectedEarning based value per share:

    Tulsi pharmaceuticals limited Price earnings multiples

    Company Name P/E Ratio

    Beximco Pharma ltd. 21

    Glaxo BD Limited 28

    Reneta Limited 24

    The Ibn Sina Limited 42

    Orion Infusions 39

    Square Pharma Ltd 22

    Total 176

    Average P/E ratio 29.33

    Tulsi Pharmas net income in 2010 372,795,441

    Numbers of share 60,000,000

    EPS 6.21

    Expected EPS in 2011 6.21*(0.066) 6.61986

    Value of the share Expected (EPS*Industry P/E ratio)

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    Average Market price of similar stocks:

    CompanyName

    AmbeePharma

    BeximcoPharma

    Ibn Sina GlaxoSmithClin

    e

    Basis of selecting

    Company

    Same management Same Product

    Line

    A Category

    Company

    Turnover Close

    to GENERAL

    PHARMA

    company

    Face Value (a) 10 10 100 100

    Closing Prices

    June 10 234.2 146.3 1,464.5 1,097.3

    July 10 242.30 150.50 1,381.50 1,308.20

    Aug 10 252.40 154.60 1,421.00 1,312.80

    Sep 10 487.20 149.50 1,423.75 1,418.70

    Oct 10 613.20 150.40 1,576.00 1,301.20

    Nov 10 830.10 145.30 1,748.50 1,322.90

    Average closing

    Price (b)

    443.23 149.43 1,502.54 1,293.52

    Market Value

    Multiplier (b/a)

    44.323 14.94 15.025 12.9352

    Average Market

    value multiplier21.8058

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    From the above it is clear that market price of prospective similar companies of Pharmaceuticals sector are o

    average 21.8058 times higher than that of its face value. Based on this, we may assume that share prices of

    Tulsi Pharmaceuticals Ltd. would be Tk. 218.05.

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    Discounted Cash flow Method:

    Tulsi Pharmas WACC was determined to be 9.18% using the following assumptions:

    CAPM used to calculate cost of equity using beta of 6, risk-free rate of 8% (1 year T-

    bond), and market risk premium of 12.65%. Cost of equity: )(RFmRF

    RRR +=

    =0.08+(.1265-.08)*.06

    =0.08

    Adjusted Weighted Average Cost of Capital:

    Calculation of Adjusted WACC

    Capital Book Value Cost of Capital Weight WACC

    Debt 242 0.12 0.71 0.057

    Equity 600 0.08 0.29 0.0348

    Total 31520 1.0000 0.0918

    G= ROE*Retention Rate

    = 0.117*0.56=0.066

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    Actual30-Jun-

    1030-Jun-

    1130-Jun-

    1230-Jun-

    13

    Net Sales 95.97 0.56 148.32 231.38 360.95Less: Cost ofsales 16.47 0.17 25.21 39.33 61.36

    Gross Profit 78.59 123.11 132.05 299.59less: TotalExpenses 16.45 0.18 26.63 41.65 53.93

    EBT 62.63 96.42 150.4 245.66

    Tax (.40)2485.00

    % 38.57 60.16 98.264

    EAT 37.28 57.85 90.24 147.396

    0therdata:

    Add: Net interestafter tax 6.63 0.15 7.62 8.763 10.07Unlevered NetIncome 43.91 65.47 99.003 157.466Change indeferred Tax -0.084 0.0122 0.015 0.0183

    NOPLAT 43.826 65.4822 99.018157.484

    3

    add: Depreciation 5.17 7.65 11.32 16.76

    Less: change inNWC 16.25 11.31 -12.61 4.22

    Free Cash Flow 32.746 61.8222 97.728170.024

    3

    Discounted Cash flow=169.51 crore

    Terminal value 2013=170.0243(1.066) / (0.0918-0.066)

    =181.25/0.0258

    =7025.19 crore

    Terminal value2010= 7025.19/1.0918^4=4944.08 crore

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    Firm value=169.51+4944.08-512(value of debt)= 4,601.06 crore

    Value per share= (4601.06/ 6) crore =766.84

    Dividend Discount Model:

    Here,

    Growth Rate, G= 0.066

    Cost of capital, k= 0.0918

    Expected DPS=Average EPS of the industry*Average Dividend Payout Ratio

    =46.84*0.44=20.24

    Value Per Share=D1/K-G=20.24/ (0.0918-0.066) = 784.50

    Price to cash flow ratio:

    Price/cash flow ratio= Pt/CFt+1CFt

    =235.73/5.36*5.025

    =230.92

    Determining Offer Price:

    Methods of determining value per share Amount in Taka

    1.Net Asset Value Per Share 54.40

    2.Value based on market value multiplier 218.08

    3.Discounted Cash Flow method 766.84

    4.Dividend Discount Model 784.50

    5.Value based on Price Cash flow method 230.92

    6.Value based on Price Earnings Per Share 194.160

    Average value per share 374.82

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    We recommend an offer price of 100.00 taka with the lot of 20 shares.