We are pleased to present the Twentieth Annual Report together with the
Audited Accounts for the year ended December 31, 2010.
1 CONSOLIDATED FINANCIALS
(Figures in Million)
Year ended December 2010 Year ended December 2009
Rupees USD * Rupees USD *
1.1 Financial
Results
Income 17,655.43 394.89 13,283.41 285.54
Operating
Profit (EBIDTA) 3,963.21 88.64 2,105.04 45.25
Cash Profit/
(Loss) 2,044.77 45.73 1,126.98 24.23
Net Profit (PAT)/
(Loss) 1,224.47 27.39 1,096.83 23.58
Retained earnings 12,229.51 273.53 7,240.92 155.65
1.2 profits
Operating Profit
(EBIDTA) 3,963.21 88.64 2,105.04 45.25
Less : Interest 1,466.50 32.80 759.07 16.32
Depreciation &
amortization 638.98 14.29 491.90 10.57
Exceptional
items incl. AS 30 5.99 0.13 (575.30) (12.37)
Profit before tax 1,863.72 41.68 1,429.37 30.73
Less: Provision
for Tax
Current 451.67 10.10 285.82 6.14
Deferred 0.27 0.01 (60.71) (1.31)
Fringe Benefit
Tax - - 3.38 0.07
MAT credit
entitlement - - (9.50) (0.20)
Profit/(Loss)
after tax 1,411.78 31.58 1,210.38 26.02
Available for
appropriation 2,924.28 65.41 1,941.73 41.74
1.3 Appropriations
Dividend
on Equity Shares
(proposed) 91.59 2.05 60.32 1.30
on Preference Shares - - 88.49 1.90
Dividend Tax 14.98 0.34 25.29 0.54
Transfer to
General Reserve 36.78 0.82 52.76 1.13
Transfer to Capital
Redemption Reserve 491.61 11.00 - -
Reversal of
dividend
and tax on
preference
shares (148.54) (3.32) - -
no longer
payable
Balance
carried to
Balance Sheet 2,437.86 54.53 1,714.87 36.86
Note: *1 USD = Rs.46.52 (Exchange Rate as on December 31, 2009).
1 USD = Rs.44.71 (Exchange Rate as on December 31, 2010).
Previous year figures have been regrouped/ restated wherever necessary
to make them comparable with those of the current year.
2 TURNOVER AND PROFITS
On a consolidated basis, the total income during the year stood at
Rs.17,655 Million against Rs.13,283 Million in the previous year,
growth of 33%. The Company posted a net profit of Rs.1,224 Million as
against Rs.1,097 Million in the previous year.
On a Standalone basis, the total income during the year stood at
Rs.5,294 Million as against Rs.4,879 Million in the previous year. The
Standalone net profit is Rs.736 Million as against a net profit of
Rs.616 Million for the previous year.
Detailed analysis on financial performance is given in the Management
Discussion and Analysis Report which forms part of this Directors
Report.
3 DIVIDEND
The Board is pleased to recommend a dividend of 15 % (i.e., Rs.1.50/-
per equity share of Rs.10/- each for the year ended December 31, 2010
4 CAPITAL
The Authorised share capital of the Company as at December 31, 2010 is
Rs.1,517,500,000 divided into 89,750,000 equity shares of Rs.10/- each
and 620,000 Cumulative Reedemable Preference Shares of Rs.1,000/- each.
The Issued, Subscribed and Paid-Up Capital of the Company as at
December 31, 2010 is Rs.577,446,710 divided into 57,744,671 equity
shares of Rs.10/- each.
During the year:
. There has been an increase in the Equity Capital of the Company on
account of allotments consequent to amalgamation, exercise of stock
options, conversion of warrants and allotment to Qualified
Institutional Buyers (QIBs). Please refer to Equity History of the
Company for allotment details.
. There has been reduction in the Preference Capital of the Company on
account of redemption of 491,606 Cumulative Redeemable Preference
Shares of Rs.1,000/- each issued to K.V Pharmaceuticals Company, USA in
the year 2005.
5 BUSINESS OVERVIEW
2010 was a game changing year for us as we saw the fructification of
many of our plans in our goal to become a global sterile powerhouse.
Our partnership with Pfizer and entry into the biologics space has
strengthened and consolidated our position in the specialty segment.
Ray of Life, our critical care offering for the domestic market, has
also made significant progress with a wide range of high quality
Oncology products at an affordable price for Indian consumers.
The Company re-branded its specialties division, Strides Specialties
Private Limited as Agila Specialties Private Limited. The name Agila
was chosen to reflect the brand ethos of the Companys specialised
product offering which is smart, agile, determined and pragmatic.
Agila carves out a new identity to the specialties division in the
rapidly changing segment of the healthcare industry.
The Company had a very stable year of operation post restructuring of
its business into two divisions viz. Pharma and Specialties.
The key business highlights of 2010 include:
Specialties
. Performance boosted by new product launches in regulated markets and
additional revenue generated by new facilities
. Significant ramp up in capacity utilization
. Acquisition of Penem and Penicillin facility in Campos, Brazil
. Acquisition of complete ownership in Oncology business
. 16 new product launches in regulated market, 5 in USA and 11 in other
regulated markets
Pharma and Branded Generics
India Pharma
. Prequalification from WHO for Strides H1N1 generic drug Oseltamivir
75mg capsules
. Commercialization of Ergocalciferol in Q3 of 2010 in USA
Australasia Region
. The sales growth in Australia was influenced by the Pfizer
distribution agreement which saw Ascent Pharma health Limited, the
Companys subsidiary, promote and distribute a range of Pfizers
branded Established Products throughout the year.
. The Asia business successfully registered a number of new
pharmaceuticals during the year into several of these markets and
succeed in gaining some new contracts
Africa Region
. Added 4 new markets, Congo, Mali, Mozambique, Malawi
. 57 new products registered in Africa
. Commenced full-fledged production of tablets in Nigerian facility
India Brands
. India Brands (Grandix) operations integrated into Strides with
flagship brand Renerve, consolidating its leadership position
. Ray of Life launched 3 therapeutic segments in India, i.e., Oncology,
Nephrology and Hi-end Antibiotics
. Ray of Life launched over 15 brands in the cancer chemotherapy
segment in Oncology and around 10 top molecules introduced in Hi-end
antibiotics
Merger and business Restructuring update
The Company has successfully completed consolidation of its operations
into two different business verticals viz Specialties Business,
Pharmaceutical Business pursuant to the Scheme of Amalgamation
sanctioned by the Honble High Court of Mumbai, Chennai and Karnataka
and pursuant to the hive-off of Specialties and Research and
Development business of the Company to Agila Specialties Private
Limited, a wholly owned subsidiary of the Company.
Medgene Pharmaceuticals Private Limited, a wholly owned subsidiary of
the Company merged with Agila Specialties Private Limited in the
Specialties Vertical pursuant to the Order of the Honble High Court of
Karnataka passed on February 6, 2010.
Strengthened partnership with Pfizer
i) Collaboration with Pfizer for the US market
Strides entered into a collaboration with Pfizer, wherein Pfizer will
commercialise 40 off-patent sterile injectable and oral products in the
United States through its Established Products Business Unit. These
finished dosage form products will be licensed and supplied by Strides,
Onco Laboratories Limited and Onco Therapies Limited.
ii) Extended collaboration with Pfizer in additional geographies
The Company strengthened its partnership with Pfizer by signing two
additional License and Supply Agreements pursuant to which, Strides
will license and supply upto 38 generic Oncology products to Pfizer for
markets in the European Union, Canada, Australia, New Zealand, Japan
and Korea and supply niche sterile injectables for the U.S. market.
With the additional agreements signed, the collaboration between Pfizer
and Strides Arcolab now extends to a total of 45 products addressing
countries around the globe.
iii) Sale of product portfolio by Akorn-Strides llc to Pfizer Inc.
During the year, Akorn-Strides LLC, a Joint Venture (JV) between the
Company and Akorn Inc., USA entered into an agreement with Pfizer to
sell 22 abbreviated New Drug Approvals (ANDAs) owned by the JV.
The gross sale consideration of USD 63.20 Million was divided between
Akorn Inc., USA and the Company in the agreed ratio of 55.3797% and
44.6203%. The Company was entitled to USD 28.20 Million in cash as its
share of the consideration in addition to entering into supply
agreement with Pfizer for manufacture and supply of these products.
Settlement with K. V. pharmaceuticals company, USA.
The Company executed a settlement agreement with KV Pharmaceuticals
Company, USA (K.V Pharma) pursuant
to which the Company has retained all rights in relation to the
products developed under the License and Supply Agreement executed
earlier with K. V Pharma.
The settlement also provided for redemption of preference shares issued
to K.V Pharma.
Qualified Institutional Placement
During the year, the Company raised Rs.4,550 Million by way of private
placement of equity shares to Qualified Institutional Buyers. The
Company allotted 10,742,533 equity shares of Rs.10/- each at a price of
Rs.423.55 per share.
Redemption of FCCBs
During the year, the Company redeemed outstanding USD 34 Million of the
USD 40 Million FCCBs raised by the Company in the year 2005. USD 6
Million of the above was bought back during the year 2009. The total
payout for redeeming the Bonds was USD 46.50 Million as the Bonds were
redeemable at a premium of 136.78%.
Acquisitions/Investments/Joint Ventures
Acquisitions:
The Company completed consolidation of the Oncology Business by
restructuring the Oncology arrangements with Aspen. Consequently, the
Company now holds 100% stake in Onco Therapies Limited, India and Onco
Laboratories Limited, Cyprus which were earlier 50:50 Joint Venture
with Aspen.
As a part of well-articulated strategy to focus on core speciality
injectable business, the Company entered into an understanding with
Aspen to acquire the Penems and Penicillin facility in Campos, Brazil
with related products. This acquisition is subject to obtaining
necessary regulatory approval which are pending as of December 31,
2010.
The Company acquired 70% stake in Inbiopro Solutions Private Limited, a
Bangalore based bio-technology company. This acquisition made through
the Companys wholly owned subsidiary Agila Specialties Private Limited
marks the Company entry into the biologics space. The acquisition
enhances Companys Specialty portfolio while giving the Company a leap
start of at least 3 years in the fast growing and complex
biopharmaceutical industry. This acquisition consolidates the Companys
Specialty portfolio. The acquisition gives the Company immediate
access to a pipeline of 8 products estimated to have global sales of
over USD 28 Billion. Commercialization of these products is expected to
begin in 2013.
Investments:
During the year, Agila Specialties Private Limited (Agila), a wholly
owned subsidiary of the Company, allotted further shares to the Company
for a non-cash consideration equivalent to Rs.1,000 Million. The
allotment was pursuant to the hive-off of the Specialties business and
the Research and Development business of the Company to Agila.
Linkace Limited, Cyprus, a wholly owned subsidiary of the Company
acquired 100% stake in Strides Inc., USA, a subsidiary of the Company,
by acquiring 84.53% interest held by the Company, 11.18% interest held
by Strides Arcolab International Limited, United Kingdom, a wholly
owned subsidiary of the Company and balance 4.29% interest held by a
minority shareholder.
Linkace Limited, Cyprus, acquired additional 3 % stake in Ascent
Pharmahealth Limited (Ascent), a subsidiary of the Company listed in
the Australian Stock Exchange. Pursuant to this investment, the
Company now holds 60.33% shareholding interest in Ascent. During early
2010, the Company made a non-binding and indicative offer for acquiring
the minority shareholding of Ascent at AUD 0.35 per share (later
revised to AUD 0.40 per share) to be resulting in privatization of
Ascent. The privatization process is expected to be completed in 2011.
Linkace Limited, Cyprus, acquired the residual 49% stake in Co-Pharma
Limited, UK, from Aspen Global Incorporated, Mauritius, thereby
Co-Pharma became a wholly owned subsidiary of the Company.
Linkace Limited, Cyprus transferred its 80% stake in Formulle Naturelle
(Proprietary) Limited, South Africa to Aspen Pharmacare Holdings
Limited, South Africa.
Joint Ventures:
During the year, the Company restructured its US operations and
identified Strides Inc, USA as a holding entity for all its investments
in US. Consequently, the interest of the Company in Akorn-Strides LLC,
USA (a 50:50 JV between the Company and Akorn Inc., USA) and
Sagent-Strides LLC, USA (a 50:50 JV between SAIL, UK and Sagent Inc.,
USA) have been consolidated under Strides Inc.
6 SUBSIDIARIES
During the year, the following companies became subsidiaries of the
Company: African Pharmaceutical Development Company, Cameroon, Agila
Specialties (Malaysia) SDN BHD, Malaysia, Ascent Pharmacy Services Pty
Limited, Australia, Inbiopro Solutions Private Limited, India, Linkace
Investments Pty Ltd, Australia, Onco Laboratories Limited, Cyprus,
Strides Farmaceutica Participacoes Ltda, Brazil, Strides
Pharmaceuticals (Holding) Limited, Mauritius and Strides
Pharmaceuticals (Mauritius) Limited, Mauritius
7 RESEARCH & DEVELOPMENT
Detailed write-up on Research & Development activity forms part of the
annexure to the Directors report.
8 CONSOLIDATED FINANCIALS
In accordance with Accounting Standard AS-21 on consolidated financial
statements read with Accounting Standard AS-27 on Accounting for Joint
Ventures, the audited consolidated financial statements are provided in
this Annual report.
In terms of the Central Government approval under Section 212(8) of the
Companies Act, 1956, the audited Financial Statements of the Companys
subsidiaries have not been attached to this Report. The Financial
Statements of the said subsidiaries will be kept for inspection during
business hours by any investor at the registered office and the
corporate office of the Company. The Company will also make available
the audited annual accounts and related information of the subsidiary
companies, upon request by any investor of the Company.
9 CORPORATE GOVERNANCE
The Company has complied with all the mandatory requirements of
Corporate Governance specified by the Securities & Exchange Board of
India through clause 49 of the Listing Agreement. As required by the
said clause, a separate Report on Corporate Governance forms part of
the Annual Report of the Company. A certificate from the Statutory
Auditors of the Company regarding compliance with the conditions of
Corporate Governance also forms part of this Report.
10 MANAGEMENT DISCUSSION AND ANALYSIS
Pursuant to clause 49 of the Listing Agreement entered into with the
Stock Exchanges, Management Discussion and Analysis report forms part
of this Report.
11 FIXED DEPOSITS
The Company has not accepted any fixed deposits and accordingly no
amount is outstanding as on the balance sheet date.
12 EMPLOYEE Stock option SCHEMES
The Company has granted ESOPs to few eligible employees under the
Strides Arcolab ESOP 2006 and Strides Arcolab ESOP 2008 and to
Directors under Strides Arcolab ESOP 2008 (Directors), particulars of
which are provided in the Corporate Governance Report forming part of
this report. Further, Statement giving additional information in terms
of Regulation 12 of Securities and Exchange Board of India (Employee
Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines,
1999 is annexed to this Directors Report.
13 BOARD OF DIRECTORS
Mr. Deepak Vaidya and Mr. M.R Umarji are the Directors who retire by
rotation and being eligible, offer themselves for reappointment.
Mr. John Mathew, nominee director representing Export Import Bank of
India ceased to be a director of the Company w.e.f August 31, 2010 and
Mr. Mukul Sarkar has been nominated by Export Import Bank of India to
his position effective that date.
Dr. Ronald Ling, a non-executive director on the Board of the Company
resigned from the Company with effect from October 14, 2010. Dr. Ling
was a nominee of Zenith Pharmaceuticals Limited, Mauritius, a Foreign
Venture Capital Investor and his exit is pursuant to sale of
investments held by Zenith.
14 PERSONNEL
Information pursuant to Section 217 (2A) of the Companies act, 1956
read with Companies (Particulars of Employees) Rules, 1975 will be
provided on request.
15 DIRECTORS RESPONSIBILITY STATEMENT
In terms of Section 217 (2AA) of the companies Act 1956, the Directors
state that they have:
a) followed the applicable accounting standards in the preparation of
annual accounts. However the deviation on the accounting standard has
been with reference to the scheme of arrangement sanctioned by the
Honble High Court of Mumbai for amalgamation of the Companys
subsidiaries Global Remedies Limited, Grandix Pharmaceuticals Limited,
Grandix Laboratories Limited and Quantum Remedies Private Limited (the
transferor companies) with Strides Arcolab Limited (the transferee
company). Refer notes to accounts for details of the same.
b) selected such accounting policies and applied them consistently and
made adjustments and estimates that are reasonable and prudent so as to
give a true and fair view of the state of affairs of the Company at the
end of the financial year and of the profit of the Company for that
period.
c) taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Companies
Act 1956 for safeguarding the assets of the Company and for preventing
and detecting fraud and other irregularities and
d) prepared the annual accounts on a going concern basis.
16 CONSERVATION OF ENERGY, R & D, TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE EARNING/OUTGO
The particulars as prescribed under Section 217(1)(e) of the Companies
Act, 1956 read with the Companies (Disclosure of particulars in the
report of Board of Directors) Rules, 1988 are set out in the Annexure
to the Directors Report.
17 STATUTORY AUDITORS
The Statutory Auditors viz., Deloitte Haskins & Sells, Chartered
Accountants, Bangalore (ICAI registration number 008072S) retire at the
conclusion of the ensuing Annual General Meeting and being eligible,
offer themselves for reappointment. Your Directors recommend their
reappointment.
18 DEPOSITORY SYSTEM
As the Members are aware, your Companys shares are tradable
compulsorily in electronic form and your Company has established
connectivity with both the depositories, i.e., National Securities
Depository Limited (NSDL) and Central Depository Services (India)
Limited. In view of the numerous advantages offered by the Depository
system, members are requested to avail the facility of
dematerialization of the Companys shares on either of the Depositories
as aforesaid.
19 ACKNOWLEDGEMENT
Your Directors place on record their sincere appreciation for the
significant contribution made by the employees through their
dedication, hard work and commitment and the trust and confidence
reposed on us by the medical profession and trade.
We also acknowledge the support and wise counsel extended to us by the
bankers, financial institutions, Government agencies, analysts,
shareholders and investors at large.
For and on behalf of the board of Directors
Arun Kumar - Vice Chairman & Managing Director
K.R. Ravishankar -Director
Place: Bangalore, India
Date : April 25, 2011
|