Suzlon's FCCB holders waives fine...Sets conversion price of Rs.95-100/sh.

Suzlon Energy had sought for the waiver of penalties that have accrued for breaching terms and conditions set by investors in its Foreign Currency Convertible Bonds. The penalties was amounted to 10 per cent of FCCBs, or $30-50 million. Suzlon told the exchanges that it has managed to remove covenants which was required to fulfil under the FCCB agreement in the meeting of bondholders,on April 29, 2010. The company proposed extraordinary resolutions in relation to the trust deeds and certain terms and conditions of the bonds, including the removal of financial covenants and waiver of any existing or prior breaches.

It has been learned that these two sets of FCCBs worth $300 million Zero Coupon Convertible Bonds(due JUNE 2012) and $200 million Zero Coupon Convertible Bonds(due OCT 2012), have three main financial covenants. First, Net borrowings to tangible Networth cannot be more than 1.5 times. Second, full-year EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortisation) cannot be less than 1.33 times the debt service coverage requirement, ie, repayment and service cost. Third, Net Borrowings to Net EBITDA should not be more than four times.

Just to remind that the profit of the company has been under pressure for the last three quarters and hence, it has not been able to meet the Net borrowings to Net EBITDA margin,” this was a concern for FCCB holders as this invited penalty from bondholders. It has been learnt that, the company is not expecting an increase in EBITDA in coming quarters. EBITDA will continue to fall for the coming quarters. Suzlon reported an Ebitda of Rs 408 crore in the 9 months to December 31, down from Rs 1,996 crore a year earlier.

Suzlon has reset the conversion price of bonds between Rs 95-100 per share.Suzlon will become the first company to reset the conversion price of FCCBs after the ministry of finance relaxed the guidelines for companies to price their bonds based on share prices of the past six months. Suzlon will pay 1% fees to bondholders for the waiver. Earlier conversion price was Rs.360-370 per share.The covenants have been relaxed for the entire tenure. This new price is likely to result in a dilution of 15.05% for the company. UPDATE- (Set the price Rs.97.26/sh)

Since, Suzlon has already sold its 23,60,00,000(35.22%) depository interest in Hansen Transmissions International NV - HSN:LN held by AE Rotor Holding BV a wholly owned indirect subsidiary of Suzlon Energy Ltd at the price of 95 pence per Depository Interest amounting to USD 350 million, with a locking period for 6 months for the remining stake of 17,46,32,079(26.06%), Which is about to complete by this MAY 2010,this will pegg Suzlon some what around Rs.1000 crs,this will substantially help Suzlon to reduce its current debts of Rs.10,488 crs.

It is awaiting approval from the Reserve Bank of India for the FCCB restructuring.

Talwalkars Better Value Pvt Ltd : TBVF

Price Band - Rs.123-128, Face Value- Rs.10

Issue opens on - 21th April 2010, Wednesday

Issue closes on - 23th April 2010, Friday

QIB Book - 30,25,000 shares (50% of Net issue)

HNI Book - 9,07,500shares (15% of Net issue)

Retail Book - 21,17,500 shares (35% of Net issue)

Total No. of Shares offered - 60,50,000 shares or 25.09%

Equity Shares outstanding after the Issue - 2,41,15,672 Eq Sh

Equity Shares outstanding prior Issue - 1,80,65,672 Eq Sh

Total Size of the Issue- Rs. 74.42 Crs. - Rs. 77.44 Crs.

Talwalkars Better Value Pvt Ltd (TBVF) - Commonly famous as Talwalkars, is India’s largest chain of health centers. The company established in 1932, it operates 58 health clubs in 28 cities, serves 55,000 clients in India.Hence demands premium. Talwalkars were the Official Fitness Partners for Standard Chartered Mumbai Marathon in 2008 and 2009 and Femina Miss India Contest in 2009.

The proceeds will be used for setting up of 27 additional health clubs about Rs.50.22 cr and repaying certain unsecured loans of Rs. 20.59 cr. The issue will constitute 25.09% of the fully diluted post issue paid-up capital of the company. Promoters’ stake will be reduced to 59.39% and non-promoters to 15.42% post issue.

At upper band of Rs.128 the stock is available at 53.9x the P/E & 2.6x the P/Bv based on FY10 post issue EPS of Rs.2.4 & BVPS of Rs 48.6. For the year ended on 31st March 2009 company reported PAT of Rs.5.687cr on total income of Rs.59.424 crs, For the period ended in April-September 2009 ,Company posted PAT of Rs.31.90 cr on the total income of Rs. 358.82 cr.

CARE has assigned an IPO Grade 3 to Talwalkars Better Value Fitness Ltd IPO. This means as per CARE company has 'Average Fundamentals'. CARE assigns IPO grading on a scale of 5 to 1, with Grade 5 indicating strong fundamentals and Grade 1 indicating poor fundamentals.

TBVF IS AT EXPENSIVE VALUATION: BUT GOOD BUSINESS

The company has set a price band of Rs 123 to Rs 128 per equity share of Rs 10 face value. At the lower band of Rs 123 per share, the P/E would be 51.6 times the annualized EPS of Rs 2.4 for the nine months ended December 2009 (on post-IPO equity) and 82 times the EPS of Rs 1.5 (on post-IPO equity) for FY09. At the upper price band of Rs 128 per share, the P/E would be 54 times the annualized EPS for the nine months ended December 2009 and 85 times the EPS for FY09. There is no comparable listed company. The very high valuation already factors in very high growth rates in future.

A LITTLE STORY ON MARKETS (On Request)

There was a small village, everyone there were living happily, one day someone from the big city came with his assistant, he announced that - "I will give Rs. 10 each for every monkey you catch and bring it to me", now the villagers started catching monkeys, soon villagers found a new job. They caught monkeys and sold to that stranger & made good money, after a short while villagers lost their interest. The stranger again announced that - "I will give you Rs. 15 each for every monkey", more monkeys came in, after a while the price of monkey went up to Rs. 60 !!! Suddenly one day the stranger was out of the village & his assistant said - "Look this guy does not pays me much, I want to sell all his monkeys at Rs. 50 each so when he comes back you can sell it back to him for Rs. 70" - the villagers agreed -The assistant sold all the monkeys to the villagers for Rs. 50 and went out of the village. Villagers were now left with their monkeys & still waiting........for the Stranger and his assistant to come... but none of this two came back & left villagers with their monkeys worth nothing...while that strangers made money out of nothing....

THE MORALE OF THE STORY - 

The villagers are we small Investors , our stocks are the monkeys and FII’s (Foreign Institutional Investors) are those strangers !!!

Do learn the lesson from this game.. and Invest safely, invest in good business and for long term... 


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PRAJ INDUSTRIES : In a Trading Range, But with bullish signs

Praj Industries has been finding exact support at the upward sloping trendline joining the significant bottoms. The upmove from Rs.70 to Rs.100.85 was retraced by about 61.8% to around Rs.81 after which the stock started moving up.

The downmove from Rs.100.85 to Rs.81 took 13 trading days (Fibonacci time period) which was completely retraced only in 5 trading sessions (again a Fibonacci time period). This is called “Faster Retracement” and is a bullish indication.

The downward sloping trendline joining the significant tops has been breached by the stock in the last week and the close has been significantly higher than this trendline. The stock has been consistently making higher bottoms, which is once again bullish for the stock. The volumes have increased in the last few trading sessions indicating participants increased interest in the stock.

Also there will be news soon about the company completing its process of divesting its US-based subsidiary, Praj Schneider due to economic scenario in US.

The mid-cap engineering firm has an equity capital of Rs 36.94 crore. Face value per share is Rs 2.

The current price of Rs 87.70 discounts the company's Q3 December 2009 annualised EPS of Rs 6.31, by a PE multiple of 13.89.

The company has retained rights for process technology for bio-diesel in North America. Meanwhile, the company has launched a new company in US, Praj Americas Inc, operating out of Houston, to address the markets in North, Central and South America.

Praj Industries offers innovative solutions to significantly add value in bio-ethanol, bio-diesel and brewery plants and related wastewater treatment systems for customers, worldwide.

GRASIM SAMRUDDHI DEMERGER: A COMPLICATION, A CONFUSION.

Grasim has declared the demerger of Samruddhi cements, its ratios and demerger process has become some what complicated and confusing for any common shareholder, here I have tried to elaborate some of its key points –

The demerger scheme says every shareholder of Grasim will get 1 share of Samruddhi. Now, Samruddhi has 26 cr shares, with the Face Value of Rs.5.00, Book Value of Rs.250. Grasim will transfer Rs.2100 cr of debts to Samruddhi.

Grasim will hold 65% in Samruddhi & 35% of Grasim shareholders will hold 35% in Samruddhi.

Samruddhi will be listed in stock exchanges hence, providing exit option to its shareholders, further it will be merged with Ultra Tech Cement.

The record date for this merger has been set as 1st October 2009,

So, a share holder of Grasim will get 1 Samruddhi for every 1 Grasim held,

And he will get 4 Ultra Tech Cement shares for every 7 Samruddhi he holds as on record date declared by Ultra Tech Cements. So the price of Samruddhi will depend on the last closing price of Ultra Tech Cements.

On 10th March 2010, A block deal of 100000 shares of ULTRA TECH CEMENTS at Rs.1103/share was done.