October 1, 2007

Time Technoplast

Time Technoplast Ltd has informed about the acquisition of NED Energy Ltd - a Hyderabad based unlisted Company engaged in manufacture of VRLA Batteries. The brief note is as under :

"Time Technoplast Ltd (TIME) announces acquisition of 74% share holding in NED Energy Ltd (NED) - closely held company engaged in manufacture of high technology Valve Regulated Lead Acid (VRLA) batteries based at Hyderabad. Working closely with India's premier institutions; Indian Institute of Science (IISC) Bangalore and Central Electrochemical Research Institute (CECRI), Karaikudi, NED has designed, developed and innovated corrosion resistant, high performance, long life batteries with much improved energy density and cyclic life most suited for harsh Indian environment - high temperatures and prolonged power failures. NED enjoys quality leadership for its batteries in telecom sector under welt established brand "MAXLIFE".

NED has been accredited with ISI 9001:2000 and ISO 14001:2004 by TUV Suddeutschland and its products are duly approved by Dept of Telecommunications (DOT), Govt. of India. Whereas NED is currently supplying its products to the top players in Telecom sector, it has made a break through into high performance maintenance free, corrosion resistant VRLA batteries for automotive segment.

TIME is a leading technology based, innovative polymer product company, servicing growth sectors of Indian economy such as Packaging, Lifestyle, Healthcare, Automotive a Construction Products. Mumbai based TIME is a listed entity on BSE and NSE (public issue in May ‘01) and had recorded a turnover of Rs 4569 mn in FY ‘07. the Company is engaged in business expansion both in India and overseas in high growth verticals with special focus on healthcare and auto components Through the acquisition, TIME plans to leverage NED’s technology in automotive batteries to achieve significant growth for its welt established automotive segment where it enjoys strong relationships with major OEMs as Tier-I supplier.

Promoted by a group of Technocrats, NED commenced their operations in 2001 at Hyderabad facility to produce and supply cost effective, reliable, most advanced technology based batteries for industrial and automotive applications. Over the years NED has developed new processes and products with improved performance and low costs. Through its association with India's premier institutions IISC and CECRI, NED is in the process of getting 5 patents as co-inventor with an exclusive right for commercial exploitation of these innovations. Besides several accreditations and approvals, NED has presented well acclaimed technical papers in international journals and won standing ovation for its technologies in the 9th & 10th European Lead Acid Battery Conferences at Berlin & Athens, respectively.

Modern automotive vehicles are now moving from present 'flooded (Acid) batteries' to 'maintenance free VRLA batteries' due to high charge acceptance, safety and high corrosion resistance. NED has designed, developed and fully tested, most suited batteries for this application which are ready to be launched shortly. In addition, NED has developed and is ready to commercialize VRLA batteries for EV (Electric Vehicle) and HEV (Hybrid Electric Vehicle) applications which have tremendous export possibilities. NED also sees a huge business potential for its newly developed highly compact leak proof GEL batteries with long discharge cycle.

NED had successively increased their capacities in FY '07 and '08 (present day capacity 100 mn AH) and has recorded sustained growth in its financial performance with FY '07 turnover reaching Rs 451 mn (Previous Year Rs 304 mn) with EBIDTA of Rs 60 mn (Previous Year Rs 47 mn) and Net Profit of Rs 33 mn (Previous Year Rs 19 mn). Company is expecting to record substantial growth in its sales and profits in FY '08. Strong Research & Development team at NED is on threshold of developing revolutionary 'Green Batteries' which significantly reduce the quantity of lead and acid used in present day batteries. NED has developed battery grids out of special polymers patent obtained) to replace lead, cutting down the weight of the battery by approx 30% and improving its Energy Density (Wh/kg ) by over 25%.

To meet huge surge in demand of its products and to further bring new products for fast growing automotive sector, NED proposes to triple its annual capacity to 300 mn All with capital outlay of Rs 300 mn which shall be funded by further infusion of equity by TIME, internal accruals and term loan. The expansion is expected to come on stream from Q-2 FY '09.

Through the purchase of NED's shares from the present promoters and further subscription to share capital, TIME shall acquire 74% holding with balance 26% remaining with the existing promoters who continue to participate in further growth of the company. NED's Enterprise Value is estimated at Rs 650 mn.

About Transaction

Time Technoplast Ltd, has entered into an agreement to acquire 74% holding in the equity capital of NED Energy Ltd (Share Capital : 6.58 mn shares of Rs 10 each aggregating Rs 658 mn). The transaction includes

i. purchase of 4.289 mn shares (71.48%) of existing share capital from the promoters at a price of Rs 103.33 per share aggregating Rs 443.18 mn.

ii. subscription to 0.58 mn additional shares at Rs 103.33 per share at an aggregate value of Rs 60 mn.

The existing promoters will continue to hold 26% of the equity capital of NED.

The total investment by TIME is approx. Rs 503 mn."

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