VCIL – A Pidilite Group Company
Usually Related Party Transactions of a listed entity with promoter group entities are done at highly favourable terms to the latter. Hence the minority shareholders are the losers in such transactions whereas the promoter group entities are the beneficiaries. But what if we get an option to be on the other side of the transaction by being shareholders in the entity that is in the winning side of the transaction.
Vinyl Chemicals India Ltd is a Pidilite group company incorporated on 15th May, 1986 with the object of manufacturing Vinyl Acetate Monomer (VAM).
The Company commissioned a 10,000 TPA, Vinyl Acetate Monomer(VAM) manufacturing plant in the Raigad district of Maharashtra, in technical collaboration with Uhde GmbH,Germany, on 25th October, 1990.
Due to some reason, the VAM plant made continuous losses and was demerged into Pidilite Industries Ltd. (PIL) in FY08. Due to the demerger, the Share Capital of the co. reduced from Rs. 18.34Cr. in FY07 to Rs.1.84Cr. in FY08. Networth reduced from Rs.30.8Cr. to Rs.2.7Cr., Debt reduced from Rs.32.4Cr. to Nil and Total Assets reduced from Rs.63Cr. to Rs.2.7Cr.
The Net Fixed Assets were reduced from Rs.39Cr. to Rs.25 lakhs and the company ceased to be a manufacturing concern.
This demerger was a boon for VCIL shareholders since the VAM plant was a liability. Today, the VAM plant which is now a part of PIL, is inoperative. The VAM plant generated revenues of Rs.93Cr, Rs.15.7Cr. & Rs.2.1Cr. in FY09, FY10 & FY11 for PIL. Clearly, the demerger was a bail out of VCIL by PIL. This is highlighted by the Annual Report of PIL.
Excerpts from PIL annual report of
FY10 :
VAM Division : This segment largely
consists of the Vinyl Acetate Monomer manufacturing unit merged into
the Company effective 1st April 2007.
Since the pricing of bought out VAM
was more advantageous, the Company opted to import rather than operate the
plant.
Consequently the revenue in this
segment was only Rs 157 million as compared to Rs 932 million in the
previous year. The Company is
evaluating options to manufacture other products in the plant as in the
near future import of VAM is likely to be more viable.
The Company is the only manufacturer
of VAM in the
country with an installed capacity of
30,000 MT per annum.
As mentioned earlier, due to global
demand supply situation
it was viable to import VAM rather
than manufacture inhouse
and accordingly the plant remained
shut last year.
Going
forward, in the near future, import of VAM is likely to
remain more
viable. The Company is exploring alternative
products
which can be manufactured in the same plant.
Excerpts from PIL annual report of
FY11 :
As
mentioned earlier, due to global demand
supply
situation it was viable to import VAM rather than
manufacture
in-house and accordingly the plant remained
shut
last year. Going forward, in the near future, import
of
VAM is likely to remain more viable. The Company is
exploring
alternate products which can be manufactured in
the same plant.
The
Company continues to import rather than operate the VAM plant, as import price
of VAM
continues
to be more favourable. Consequently the revenue in this segment was only 21
million as compared to 157 million in the previous year. The Company is
evaluating options to manufacture other products in the VAM plant.
Post demerger, VCIL started trading in VAM, which it imports from Singapore and sells in the domestic market, primarily to PIL.
Thus, post FY08, the company started with a clean slate with no liabilities and a Networth & Total Assets of Rs.2.7Cr. and the backing of PIL.
Today, PIL holds 40% stake in VCIL and 10% stake is held by the promoters
(Parikh family) directly.
VAM is a major Raw Material for PIL, amounting to approximately 15% of
the latter’s total Raw Material expense. PIL sources all its VAM requirements
from VCIL. PIL accounted for 97.5%, 86% & 80.5% of VCIL’s Sales during
FY09, FY10 & FY11. Clearly, VCIL’s dependence on PIL is reducing with each
passing year.
The company is looking out for opportunities in trading of other
chemicals, apart from VAM. During FY11, VCIL started trading in Acetic Acid
also.
Since even today 4/5th of the sales are coming from PIL, VCIL
is basically a Related Party Transaction Company. The Terms of Trade of VCIL with PIL are skewed in favour
of the former. Hence VCIL needs to maintain little inventory & receives
prompt payment from the parent. Therefore, it needs very limited working
capital and its business is very scalable.
VCIL is being subsidized by PIL.
Moreover, since PIL sources all its VAM requirements from VCIL, VCIL is
a proxy of PIL since its sales growth will track that of PIL. Also PIL is a
full blooded blue chip FMCG stock trading at a PE of over 30x & P/BV of 7x
whereas VCIL trades at a fraction of that.
Also the management of Pidilite is known for its competence &
integrity. Since VCIL is also under the same management, at least corporate
governance is not an issue, unlike other micro caps of the same category.
VCIL, though a separate entity, for all practical purposes, operates as
a division of PIL. It even operates out of the office of PIL.
VALUATION :
CMP = Rs.8.3/-
MCap = Rs.15.37Cr.
FY12 :
Sales = Rs.211 Cr.
Operating Profit = Rs.11.10 Cr.
Exceptional Item (Forex loss) = Rs.3.88 Cr.
PAT = Rs.5 Cr.
PAT (excluding Extraordinary Item) = Rs.7.6Cr.
Debt = NIL
Networth = Rs.16 Cr.
PE = 3x
PE (excluding Extraordinary Items) = 2x
Sales / MCap = 13.72x
EV / EBITDA = 1.38x
P/BV = 0.96x
RoE = 36%
RoE (excluding Extraordinary
Item) = 54%
Asset Turnover Ratio = 14.4x
OPM = 5.2%
NPM (excluding Extraordinary Items) = 2.36%
DPS = 0.6/-
Dividend Yield = 7.23%
Payout Ratio = 25%
CAGR : FY08 - FY12 ( n=3.5 years)
Sales = 23.4%
Operating Profit = 76%
Networth = 66%
Total Assets = 66%
The company has shown a volume CAGR of 16.5% during the 3 year period
FY08 – FY11.
These miraculous nos. are the result of the Preferential
Treatment VCIL gets from
Pidilite.
THREATS :
1.)
FOREX HIT : Since VCIL is a big Net Importer, and
imports are more than 90% of the Sales, the company is susceptible to Forex
Losses due to Currency Fluctuations.
Indeed, the company has faced frequent
forex hits in the past regularly. Currency markets have also been
extraordinarily volatile during the recent past and this trend might continue
considering the global economic uncertainties.
2.) RIL : Mukesh Ambani, in FY11 AGM of RIL, announced that RIL will set up a
VAM plant in India. If & when this plant comes onstream, VAM imports might
become unfeasible & VCIL might be driven out of business.
3.)
BULK DISCOUNTS : VCIL receives income in the form
of “Bulk Discounts” during Q4 of every fiscal. This income contributes
significantly to its Operating Profits. This income is shown as “Miscellaneous
Income” in the schedule of “Other Income”.
Bulk Discounts
Bulk Discounts / Net Sales
FY11 – Rs.5.75Cr. 3.78%
FY10 - Rs.6.85Cr 5.75%
FY09 - Rs.4.46Cr 6.12%
FY08 - Rs.31 lacs 0.34%
Although the Sales growth in terms of Volume & Value was 14% &
28% in FY11 yoy, the Bulk Discounts have reduced yoy in both % terms as well as
in absolute terms.
This is unexplainable. If this declining trend continues, then it is a
big negative for the company.
What is
Vinyl Acetate?
Vinyl acetate is a versatile and
economically important chemical with a wide variety of industrial and
commercial applications.
Uses
Vinyl acetate monomer is a chemical
building block used to manufacture a wide variety of polymers including:
polyvinyl acetate; polyvinyl alcohol; polyvinyl acetals; ethylene vinyl acetate
copolymers, ethylene vinyl alcohol and several others shown in the table below.
VAM-based polymers are commonly used in the production of:
· plastics
· films
· lacquers
· laminating adhesives
· elastomers
· inks
· water-based emulsion paints
· adhesives
· finishing and impregnation materials
|
· paper coatings
· floor tiling
· safety glass
· building construction
· acrylic fibers
· glue
· cosmetics and personal care products
· textile finishing and non-wovens
|
The table shows several of the end
uses for various VAM-based polymers. This information is based on the May 2008
draft EU human health risk assessment for VAM, Canada's May 2008 draft
Screening Assessment for VAM, and the US Department of Human Health's Household
Products Database.
Vinyl acetate
monomer (VAM) is used to produce a wide variety of useful products.
Adhesives
|
VAM is a cost-effective raw material for a wide range of adhesive
products. Polyvinyl acetate emulsions have excellent adhesion to a host of
substrates, including metal, porcelain, wood and paper, and have advantages
over butadiene-styrene latexes in being more color stable and odor-free.
|
Chemical
Intermediates
|
VAM is widely used as molecular
building blocks, or intermediates, due to its chemical structure and useful chemical
functionality. It is also used as a monomer or co-monomer for a variety of
polymers.
|
Coatings
|
VAM is used extensively in coating formulations and as a monomer in
the production of copolymers in textile and adhesive resins, as well as
surface coatings. It is also widely used in water-based coatings.
|
Food
|
VAM is
a raw material used to make FDA compliant food-contact materials used in
adhesives, printing inks, paper and paperboard coatings and can-end cements.
|
Plastics
|
VAM is used in the manufacture of plastics. For example, it is
co-polymerized with ethylene to form polymers for use in flexible films, wire
and cable insulation and moldings. VAM is used to form acrylic fibers and is
also converted to polyvinyl acetals, which are used for magnetic wire and
inter-layers for safety glass.
|
Textiles
|
Polymers
made from VAM are used in fabric treatments, pigments and adhesives.
|
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