Welspun Corp Limited has informed the Exchange about Investor Presentation
WCL /SEC/2022
To, BSE Ltd. Department of Listing, P. J. Towers, Dalal Street, Mumbai - 400 001.
%~‘ WELSPUN CORP V V
~ z~,n
May 27, 2022
National Stock Exchange of India Ltd. Exchange Plaza, Bandra-Kurla Complex, Bandra (E), Mumbai - 400 051.
(Scrip Code: Equity - 532144), (NCD— 948505, 960468, 960491 & 973309)
(Symbol: WELCORP, Series EQ)
Dear Sirs! Madam,
Sub: Outcome of the meeting of the Board of Directors of Weispun Corp Limited.
Please take note that the board of Directors of the Company at its meeting held on Friday, May 27, 2022 have, inter-alia, considered and approved the following businesses:
1. Audited Financial Results for the financial year ended March 31, 2022.
to Regulation 33 of
Pursuant (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed herewith standalone as well as consolidated Audited Financial Results for the financial year ended March 31, 2022 (“AFR”), along-with the unmodified audit report, as reviewed by the Audit Committee and approved by the Board of Directors.
the SEBI
A declaration pursuant to Regulation 33 (3)(d) of SEBI.(LODR), Regulations, 2015 is also enclosed herewith.
2. Recommendation of Dividend and Approval of Record Date
Recommended a dividend at the rate of 100% (i.e. Rs.5/- per share) on 260,949,395 Equity Shares of Rs.5/- each fully paid-up, i.e. Rs. 1,304,746,975/-.
Recommended a dividend at the stipulated rate of 6% per share (i.e. Rs.0.60) on the 6% Cumulative Redeemable Preference Shares of the face value of Rs.10/- each fully paid up;
Pursuant to Regulation 42 of SEBI (LODR) Regulations, 2015, that the Company has fixed Friday, June 10, 2022 as the “Record date” for the purpose of determining the
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shareholders eligible for dividend, Company at the ensuing Annual General Meeting.
if any, approved by the shareholders of
the
The dividend, if any, approved at the ensuing AGM, will be paid within 30 days to those Members whose name appear in the Register of Members of the Company and/or the Register of Beneficial Owners maintained by the Depositories as on Friday, June 10, 2022.
3. Raising of funds
The annual renewal of the enabling resolution of the shareholders u/s. 42/71 for raising of funds by way of private placement up to Rs. 500 crore by issuing Commercial Papers/ NCD. The Company has traditionally used this for raising Commercial Papers for routine working capital requirements.
4. Re-appointment of Mr. Vipul Mathur as Managing Director and CEO
As per recommendation of the Nomination and Remuneration Committee, approved the Re-appointment of Mr. Vipul Mathur as the Managing Director and CEO for a period from December 1, 2022 to November 30, 2027, subject to approval of shareholders at the ensuing Annual General Meeting.
Necessary disclosures required in terms of Regulation 30 of SEBI Listing Regulations are enclosed as “Annexure A”.
5. Business Update and Investors’ Presentation
Please find enclosed the Business Update and Investors’ Presentation which is being released to the media.
The meeting of the Board of Directors commenced at 11:30 a.m. and concluded at 4:30 p.m.
Thanking you. Yours faithfully, For Weispun Corp Limited /27%~1 (~/I~Pradeep Joshi Company Secretary FCS-4959
End.: as above
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Annexure A
change Re-appointment of Mr. Vipul Mathur (DIN: 07990476)
Reason for viz, appointment, resignation, removal, death or otherwise Date of Appointment Re-appointment as Managing Director and CEO from December 1, 2022. / applicable) Term of Re-appointed for a period of 5 years from December 1, 2022 to November 30, 2027 subject to approval of shareholders at the ensuing Annual General Appointment Meeting.
Cessation
(as
Brief Profile (in case Education: of appointment)
Science Graduate, Post Graduate (MBA-Marketing)
Key Expertise: Strategy, Finance, Marketing and Contract Management, Commercial, Legal & Procurement, Digital Transformation, Greenfield project.
Key Experience (over 30 years): Mr. Mathur is a seasoned professional with experience across sectors including Carbon Steel Line Pipes, Plates and Coils, Ductile Iron Pipes, Stainless Steel Tubes, TMT rebars, Heavy Engineering Goods, among others.
~
Before starting his stint at Weispun Group in 2001, Mr. Mathur amassed experience in the fields of Heavy Electrical Equipment, Pipe Manufacturing, Oil & Gas, etc. over a total of 11 years. Mr. Mathur has been associated with the Weispun Group for over two decades and has played a variety of leadership roles namely Global Marketing Head, Plate & Coil Mill Division Head, Business Unit Head - EMENA, Business Unit Head - India & APAC & Business Unit Head - Americas, and Chief Operating Officer - Weispun Corp Ltd. (WCL - holding company of the Company).
Mr. Mathur assumed the position of MD and CEO, WCL in 2018, and under his leadership, WCL has successfully catered to some of the most critical pipeline piojecis in the woild.
of Mr. Mathur is not related to any Director or Key Managerial Personnel of
the Company.
Disclosure Relationship between (in case appointment Director)
Directors of a
of
Affirmation
Mr. Mathur is not debarred from holding the office of a director by virtue of any SEBI order or any other such authority.
We~spun Corp Limited
“vv ~~LS~UN CORP
May 27, 2022
National Stock Exchange of India Ltd. Exchange Plaza, Bandra-Kurla Complex, Bandra (E), Murnbai - 400 051.
(Symbol: WELCORP, Series EQ)
WCL /SEC/2022
To,
BSE Ltd. Department of Listing, P. J. Towers, Dalal Street, Mumbai - 400 001.
(Scrip Code: Equity - 532144), (NCD— 948505, 960468, 960491 & 973309)
Dear Sirs/ Madam,
Subject: Declaration pursuant to Regulation 33(3)(d) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
We, Vipul Mathur - Managing Director and CEO and Percy Birdy, Chief Financial Officer of Weispun Corp Limited (CIN:L27100GJ1995PLC025609) having its registered office at Weispun City, Village Versamedi, Taluka Anjar, Dist. Kutch, Gujarat-370110, in terms of the provision of Regulation 33(3)(d) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amemded, confirm and declare that the Statutory Auditors of the Company viz. Price Waterhouse Chartered Accountants LLP (Firm Registration Number 012754N/N500016) have issued an Audit Report with unmodified opinion on the Audited Financial Results of the Company (Standalone & Consolidated) for the year ended on March 31,2022.
This declaration is for your information and record, please.
Thanking you.
‘or Weispun Corp
Vipul~Mathur Managing Director & DIN: 0007990476
L.
Percy Birdy Chief Financial Officer
Weispun Corp Limited Weispur HO.
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Price Waterhouse Chartered Accountants LLP
Independent auditors’ report
To the Board of Directors of Weispun Corp Limited
Report on the audit of standalone financial results
Opinion
1. We have audited the standalone financial results of Welspun Corp Limited (hereinafter referred to as the ‘Company’) for the year ended March 31, 2022 and the statement of standalone balance sheet and the statement of standalone cash flows as at and for the year ended on that date, including the notes thereon (together referred to as the ‘standalone financial results’), attached herewith, being submitted by the Company pursuant to the requirement of Regulation 33 and Regulation 52 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (‘Listing Regulations’).
2.
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial results:
(i)
(ii)
are presented in accordance with the requirements of Regulation 33 and Regulation 52 of the Listing Regulations in this regard; and
give a true and fair view in conformity with the recognition and measurement principles laid down in the applicable accounting standards prescribed under Section 133 of the Companies Act, 2013 (the “Act”) (refer Emphasis of matters paragraph 5 below) of and other accounting principles generally accepted in India, of net profit and other comprehensive income and other financial information of the Company for the year ended March 31, 2022 and statement of standalone balance sheet and the statement of standalone cash flows as at and for the year ended on that date.
Basis for opinion
3. We conducted our audit in accordance with the Standards on Auditing (SM) specified under section 143(10) of the Act and other applicable authoritative pronouncements issued by the Institute of Chartered Accountants of India. Our responsibilities under those Standards are further described in the ‘Auditors’ responsibilities for the audit of the standalone financial results’ section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our opinion.
Price Waterhouse Chartered Accountants LIP, 7” floor, Tower A - Wing 1, Business Bay, Airport Roo4 Yeruiada, Pune—411 006 2’: +91(20) 41004444, F: +91 (20) 41006161 Regiatered office anti Head office Sucheta Shawan, I IA Vishnu Pigrunhar Marg, Hew Deihi 110 002 Price atcrhossnr, In Srstnership Firm) reverted into Price Waterhouse Chartered Accountants I~P Ia Limited Linbility PartnershIp with LLP identity nor LLPIH AAC~50O1) with effect from July 25. 2014. Port its conversion to Price Waterhouse Chartered Accnsmtants LLP, its 1CM registration nuns her it 012754t1/N500016 (iCAf registration number bsfore e-sooenaton was 0127545)
Price Waterhouse chartered Accountants LLP
Independent auditors’ report To the Board of Directors of Welspun Corp Limited Report on the standalone financial results Page 2 of 4
Emphasis of matters
4. We draw your attention to Note 10 to the standalone financial results, regarding the approval of the Scheme of Arrangement between Weispun Steel Limited (the “Demerged Company” or “WSL”) and the Company and their respective shareholders for transfer of the Demerged Undertaking (the ‘Scheme’) received from the National Company Law Tribunal vide its Order dated March i6, 2022, from appointed date of April 1, 2021. However, the accounting treatment pursuant to the Scheme has been given effect to from the date required under IndAS 103 - Business Combinations, which is the beginning of the preceding period from April 1, 2020. Accordingly, the figures for the quarter ended March 31, 2021 and December 31, 2021 and year ended March 31, 2021 have been restated to give effect to the aforesaid merger.
5. We draw your attention to note 10 to the standalone financial results, regarding the accounting treatment and presentation of Cumulative Redeemable Preference shares (“CRPS”), issued on March i6, 2022 pursuant to the Scheme (Refer paragraph 4 above) as a financial liability in its entirety in accordance with the requirements of md AS 32 ‘Financial Instruments: Presentation’ and md AS 109 ‘Financial Instruments’. Such accounting treatment and presentation, however, is not in accordance with the provisions of section 2(64) and section 43 of tho Act.
Our opinion is not modified in respect of these matters.
Board of Directors’ responsibilities for the standalone financial results
6. These standalone financial results have been prepared on the basis of the standalone financial statements. The Company’s Board of Directors are responsible for the preparation and presentation of the net profit and other results that give a true and fair view of these standalone financial comprehensive income and other financial information of the Company and the statement of standalone balance sheet and the statement of standalone cash flows in accordance with the recognition and measurement principles laid down in the Indian Accounting Standards prescribed tinder Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 and Regulation 52 of the Listing Regulations. The Board of Directors of the Company are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, that were operating implementation and maintenance of adequate internal effectively for ensuring accuracy and completeness of the accounting records, to the preparation and presentation of the standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the standalone financial results by the Directors of the Company, as aforesaid.
financial controls,
relevant
7.
In preparing the standalone financial results, the Board of Directors of the Company are responsible for assessing the ability of the Company to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
8. The Board of Directors of the Company are responsible for overseeing the financial reporting process
of the Company.
Price Watcrhouse Chartered Accountants LLP
Independent auditors’ report To the Board of Directors of Welspun Corp Limited Report on the standalone financial results Page 3 of 4
Auditors’ responsibilities for the audit of the standalone financial results
9. Our objectives are to obtain reasonable assurance about whether the standalone financial results as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SM will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial results.
10. As part of an audit
in accordance with SM, we exercise profe~sional
judgment and maintain
professional skepticism throughout the audit. We also:
o
Identify and assess the risks of material misstatement of the standalone financial results, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, inisrepresentalions, or tire override of internal control.
o Obtain an understanding of internal control relevant
to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3) (i) of the Act, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls (refer paragraph 14 below).
a
a
o
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.
Conclude on the appropriateness of the Board of Directors use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Company to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the standalone financial results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the standalone financial results, including the disclosures, and whether the standalone financial results represent the underlying transactions and events in a manner that achieves fair presentation.
11. We communicate with those charged with governance of the Company regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
Price Waterhouse Chartered Accountants LLP
Independent auditors’ report To the Board of Directors of Welspnn Corp Limited Report on the standalone financial results Page 4 of 4
Other matters
12. The standalone financial results include the results for the quarter ended March 31, 2022, being the balancing figures between the audited figures in respect of the full financial year and the published unaudited year to date figures up to the third quarter of the current financial year, which are neither subject to limited review nor audited by us.
13. We did not audit the comparative figures for the quarter ended March 31, 2021 and December 31, 2021 and year ended March 31, 2021 which have been restated to include the financial information of the Demerged undertaking (referred to in Note 10 of the standalone financial results) which reflects total assets of P.s. 72,558 lakhs and net assets of Rs. 51,357 lakhs as at March 31, 2021, total revenue of Rs. 20,397 lakhs and Rs. i6,g8g lakhs, total net profit/(loss) after tax of Rs. 2,001 lakhs and Rs. (1,123) lakhs and total comprehensive income of P.s. 2,002 lakhs and Rs. (1,123) lakhs for the quarter ended March 31, 2021 and December 31, 2021, respectively and total revenue of Rs. 65,048 lakhs, total net profit after tax of Rs. 1,593 lakhs and total comprehensive income of Rs. 1,594 lakhs for the year ended March 31, 2021 and cash flows (net) of Rs. (i) lakh for the year ended March 31, 2021. The said financial information of the Demerged undertaking have been provided to us by the Management, and our opinion on the standalone financial results of the Company to the extent they relate to these Demerged Undertaking is based solely on such unaudited financial information furnished to us. We have audited the adjustments made by the Management, including adjustments required for consistency of accounting policies, arising on account of scheme of arrangement to arrive at the restated comparative figures for the year ended March 31, 2021. Our opinion is not modified in respect of the above matter.
14. The standalone financial results dealt with by this report have been prepared for the express purpose of filing with stock exchanges. These results are based on and should be read with the audited standalone financial statements of the Company for the year ended March 31, 2022, on which we issued an unmodified audit opinion vide our report dated May 27, 2022.
For Price Waterhouse Chartered Accountants LLP Firm Registration Number: o12754N/N500016
Place: Mumbai Date: May 27, 2022
Neeraj Sharma Partner Membership Number: 108391 UDIN: 22108391.A.JSPR04558
W2LSPIJN CORP
WELSPUN CORP LIMITED CIN : L27100SJ1995P1C025609 Regd. Office: Welspun City, Village Versamedi, Taluka Anjar, Dist. Kutch, Gujarat, Pincode-370110. Tel No. 02836-662222, Fax :02836-279060, email - Companysecretary_wcl@welspun.com, Website: www.welspuncorp.com Corp. Office: Welspun House, Kamala Mills Compound, Senapati Bapat Marg, Lower Parel, Mumbai, Pincode -400013.
Tel No. 022-2490 8000, Fax: 022-2490 8020
AUDITED STANDALONE FINANCIAL RESULTS FOR THE YEAR ENDED MARCH 31, 2022
Sr. No.
Particulars
Quarter ended (Unaudited)
Year ended (Audited)
31-Mar-22 (refer note 12)
31-Dec’21
31-Mar-2O21 (refer note 12)
31-Mar-22
31-Mar-21
(INR in Lakhs)
1
2
3
4
5
6
7
8 9 10
11 12 13 14
a
b
a b c d e
g
a b
Continuine operations: Income Revenue from operations Sale of products and services Other operating revenues Total revenue from operations Other income Total income (a+b) Expenses Cost of materials consumed Purchase of stock-in-trade Changes in inventories of finished goods, stock-in-trade and work-in progress Employee benefit expense Depreciation and amortisation expense Other expanses Finance costs Total expenses Profit before tax (1-2)
Tax expenses Currant tax Deferred tax Total tax expense Net profit for the period from continuing operations (3-4) (I)
Discontinued operations: Profit! (loss) from discontinued operations Tax expenses I (credit) of discontinued operations Profit / (loss) from discontinued operations, after tax (II)
180,796 2,363 183,159 33,466 216,625
145,864 7,732 (4,019) 6,151 2,932 19,247 2,148 180,055 36,370
4,637 414 5,051 31,519
-
-
.
134,818 3,284 138,102 5,950 144,052
91,697 4,999 14,543 5,373 2,895 11,886 2,286 133,679 10,373
2,304 341 2,645 7.728
-
-
-
139,784 4,495 144,279 9,902 154,181
84,864 971 8,823 5,210 2,913 28,891 1,073 132,745 21,436
13,472 (11,636) 1.836 19,600
(178) 42 (220)
519,117 9.670 528,787 48,262 577,049
393,206 14,667 2,040 20,902 11,528 67,532 7,688 517,563 39,486
10,946 (32) 10,914 88,572
—
-
‘
509,954 18.587 528,541 86,490 615,031
287,344 2,494 64,297 19,677 10,968 93,418 5,794 483,992 131,039
38,896 (10,370) 28,526 102,513
(1,043) (333) (710)
Profit for the period (1+11)
31,519
7.728
19,380
88,572
101,803
a b
Other Comprehensive Income, net of income tax Items that will be reclassified to profit or loss (net) Items that will not be reclassified to profit or loss Total other comprehensive income, net of income tax Total Comprehensive Income forthe period (5+6)
Paid up equity share capital (Face value of INR 5/- each) Other Equity Earnings/ (loss) per share (of INR 5/- each) (not annualised in quarters) (a) Basic (In INR) -continuing operations (b) Diluted (In INR) -continuing operations
(c) Basic (In INR) - discontinued operations (d) Diluted (In INR)- discontinued operations
(e) Basic (In INR) - continuing and discontinued operations (f) Diluted (In INR) -continuing and discontinued operations Debenture Redemption Reserve Capital Redemption Reserve Net Worth Debt — Equity Ratio Debt Service Coverage Retio (05CR) (No of times) Interest Service Coverage Ratio (15CR) (No of times)
a. b. c.
54 296 350 31.869
13,047
(368) (34) (402) 7,326
13,D47
12.08 12.05
2.96 2.95
12.08 12.05
2.96 2.95
(641) 313 (328) 19.052
13,044
7.51 7.49
(0.08) (0.08)
7.43 7.41
(1,093) 193 (900) 47,672
13,047 292,390
18.61 18.57
18.61 18.57 900 218 305,438 0.43 6.32 11.84
216 173 389 102,192
13,044 257,547
39.29 39.19
(D.27) (0.27)
39.02 38.92 1,350 218 270,592 0.20 2.2D 42.52
Notes: I The aforesaid standalone financial results ofWelspun Corp Limited (the ‘Company’) were reviewed by the Audit Committee and subsequently approved by the Board of Directors of
the Company at its meeting held on May 27, 2022. The Statutory Auditors have carried out an audit of the above standalone results for the year ended March 31, 2022 and espressed an unmodified opinion on the aforesaid results.
2 Since the segment information as per Ind AS lOB. Operating Segments is provided on the basis of consolidated financial results, the same is not provided separately in standalone
financial results.
3 The aforesaid standalone financial results of the Company have been prepared in accordance with the Companies (Indian Accounting standards) Rules, 2015 (as amended) (md AS)
prescribed under Section 133 ofthe Companies Act, 2013 and other recognized accounting practices and policies to the extent applicable.
4 Details ofSecured, Redeemable, Non Convertible Debentures is as follows:
Particulars
Previous Due Date ft
Nest Due Date
Principal
Interest
Next Instalment Date
.
Princi al Amount
Interest Date
11.00% Secured Redeemable Non Convertible Debenture
09.11.2021
09.02.2022
November 2022
3,600
De.OS.2022
6.50% secured Redeemable Non Convertible Debenture
7.25% secured Redeemable Non Convertible Debenture ft Principal and interest has been paid on the due dates.
NA
NA
10.02.2022
16.02.2022
rebruary 2024
February 2026
20,000
10.02.2023
20,000
16.02.2023
(INR in Laths)
Interest Amount
97
1,300
1,450
The listed Secured, Redeemable, Non-Convertible Debentures ofthe Company aggregating to 1NR47,600 laths (esciudes transaction costs as per effective interest rate of INR 121 lakhs) as on March 31, 2022 are secured by firut charge ranking pan passu by way of mortgage of certain movable and immovable property, plant and equipment of the Company. The Company has maintained hundred percent asset cover sufficient to discharge the principal amount of the said debentures in terms of Regulation 54 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended. The fixed assets cover is 0.75 times for total debts and the Credit rating by CARE for secured Redeemable Non Convertible Debentures issue by the Company is “AAJuteble”.
6 The details of Commercial Papers outstanding as at March 31, 2022 areas follows . Security description and SIN
.
.
s. No. I 2 3
CP-4.45%, INE191B14SS6 CP-4.75%, 1NE191B14564 INEI91B14S72 CP’4.75%,
.
(INR in Lakha)
2.000 10,000 5,000
Previoua due date .
Principal NA NA NA
Interest 18.01.2022 02.03.2022 14.02.2022
Nest due date for
Principal 18.04.2022 31.05.2022 10.06.2022
Interest NA NA NA
The Credit rating by CARE for Commercial Papers issued by the Company is “All-”.
7 On March 31, 2021, the Company had concluded salt of its Plates & Coils Mills Division (PCMD) division for INR B4,BSD laths plus closing adjustments towards net working capital
pursuant to the Business Transfer Agreement dated March 31, 2019 and amended on March 31, 2021 (collectively tnown as “BTA’3. The disposal group (i.e. PCMO) was reported as discontinued operations in the financial statements for the year ended March 31, 2020 and the assets and liabilities directly associated with disposal group were presented as held for saje as at March 31, 2020.The Company has received the total consideration oflNR 80,920 laths and there is no further consideration receivable.
Management has made an assessment of the impact of COVID 19 in preparation for these standalone financial results. Management has considered all relevant external and internal factors in the measurement of assets and liabilities including recoverability of carrying values of its assets, its liquidity position and ability to repay debts. No adjustment to key estimates and judgements that impact the financial results have been identified, However, the impact assessment of COVID 19 will be a continuing process given the uncertainties associated with its nature and duration and no significant impact is envisaged on the operations.
9 The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the Company towards Provident Fund and Gratuity. The draft rules
for the Code on Soctel Security, 2020 have been released by the Ministry of Labour and Employment on November 13, 2020. The Company is in the process of assessing the additional impact on Provident Fund contributions and on Gratuity liability contributions and will complete their evaluation and give appropriate impact in the financial results in the period in which the rules that are notified become effective.
10 The Hon’ble National Company Law Tribunal, Ahmedabad Bench by an order dated March 16, 2022 has sanctioned the Scheme of Arrangement (the “Scheme”) filed by Welspun Corp Limited and Welspun Steel Limited for transfer and vesting of Demerged Undertaking of the Demerged Company i.e. Welspun Steel Limited (WSL) into the Resulting Company i.e. Welspsan Corp Limited with effect from April 1,2021, being the appointed date as per the Scheme. The certified true copy of the said Order has been received and filed with the Ministry of Company Affairs on 16 March, 2022. The effect of amalgamation as per “pooling of interest method” has been considered in the books retrospectively and the figures for the corresponding year ended March 31, 2021 have been restated as iftha merger had occurred from the beginning ofshe comparative period in the financial statements, i.e. April 1, 2020 as per the requirements of Indian Accounting Standard (INO As) 103 and in accordance with the accounting treatment specified in the Scheme. Accordingly, the figures for the year ended March 31, 2021 and March 31, 2022 include the results of the Company and its Demerged undertaking. The amalgamation has resulted in recognition of Capital Reserve of INR 13,480 laths as at April 1,2020. The previous year’s figures in the standalone financial statement/result have been accordingly restated from April 1,2020. In terms of face value of INR 10/- each held in Welspun Steel Limited by shareholders as on the record date stated therein, which v,ere pending for allotment as at March 31, 2022. Further, consequent to the above arrangement, Welspun Speciality Solution Limited and Aniar TMT Steel Private Limited have become subsidiaries of the Company.
the Scheme, the Company has issued 81 Cumulative Redeemable Preference shares (CRPS) offace value of INR 10/- each ofthe Company for every 100 Equity Shares of
With respect to the accounting treatment of such CRPS, presentation and measurement has been made in accordance with Ind AS 32 ‘Financial Instruments: Presentation’ and md AS 109 ‘Financial Instruments’ which requires the presentation ofthese CRPS as a financial liability in its entirety, given that as per the terms of the instrument, they are redeemable, at face value, at the option of the holder. The relevant disclosures required under md AS 107 ‘rinancial Instruments: Disclosures’ and under md AS ‘‘Presentation of financial statements’ for these CRPS have been made in the standalone financial statements. Accordingly, as preference shsre capital in the standalone financial results, in accordance with the Companies Act, 2013.
in view ofthe reasons set out in the aforesaid note, CRPS have not been presented
11 During the quarter the Company announced the successful listing of its Joint Venture company in Kingdom of Saudi Arabia (“KSA”), East Pipes Integrated Company for Industry (EPIC) on the Saudi Exchanges Main Market (“Tadawul”( at the final offer price of SAR 80 per share. Post the P0 the Company owns 35.01% (from earlier 50.01%) through its step-down subsidiary in Mauritius and will continue to be the largest shareholder in EPIC. Consequently, EPIC is now classified as an associate for the Company.
12 rigures for the quarter ended March 31, 2022 and March 31, 2021 are balancing figures between the audited figures in respect offull financial year and the limited
reviewed year to date figures up to the quarter ended December 31, 2021 and December 31, 2020, respectively.
13 The Board of Directors at their meeting dated May 27, 2022 have recommended to pay dividend at the stipulated rate on the 6% Cumulative Redeemable Preference Shares of the face value of INR 10/- each fully paid up and to pay dividend at the rate of 100% per equity share (i.e. INR S per equity share) having nominal value of INR 5 for the financial year ended March 31, 2022. The payment is subject to approval of the shareholders in the upcoming Annual General Meeting.
14 Additional information pursuant to Regulation 52(4) of Securities and Exchange Board of ndia (Listing obligations and Disclosure Requirements)
Regulations, 2015, as amended.
Sr. No.
particulars
1 Debt Equity Ratio
(Total Debt/Total Equity)
2 Debt service coverage ratio
(Earnings available far debt service / debt service)
3
Interest service coverage ratio (Earning before Interest on borrowings and Tax divided/interest an borrowings)
4 Current Ratio
(Current Assets/ Current Liabilities)
5
6
Long term debt to working capital (Nan-current borrowings + Current maturities of long term barrowings/ (Current Assets - Current liabilities)
Bad debts to Accounts receivable ratio (Bad debt expense / Closing Trade Receivable)
7 Current liability ratio
(Current liabilities/ Total Liabilities)
8 Total Debts to total assets ratio (Total Debts/TatalAssets)
9 Debtors Turnover (no. of days)
(Closing trade receivable/sales (multiplied by 365 days))
10 Inventory Turnover (no. of days)
(Average inventory/Cost of goods sold (multiplied by 365 days))
11 Operating EBIDTA Margin (%)
(Earnings before Depreciation, Interest and Tax/Sales)
12 Net Profit Margin (%)
(Net profit after tax/sales)
Quarter ended (tinaudited) 31-Dec-21
31-Mar-21
31-Mar-22
Year ended (Audited)
31-Mar-22
31-Mar-21
0.43
0.37
-
14.08
30.45
0.20
0.18
0.43
6.32
0.20
2.20
25.93
7.39
44.91
11.84
42.52
1.59
0.58
1.78
0.31
-
-
0.72
0.20
39
40
0.68
0.17
33
62
2.33
0.23
0.02
0.60
0.10
38
101
1.59
0.58
-
0.72
0.20
55
60
2.33
0.23
0.02
0.60
0.10
42
109
22.64%
11.12%
16.88%
14.80%
27.66%
17.21%
5.60%
13.43%
9.19%
19.26%
13 Paid up equity share capital (Face value of INR 5/- each)
13,047
13,047
13,044
13,047
14 Other Equity
15 Debenture Redemption Reserve
16 Capital Redemption Reserve
292,390
260,475
257,547
292,390
900
218
900
218
1,350
218
900
218
13,044
257,547
1,350
218
17 Networth — * the above mentioned ratios are computed for merged financials.
305,438
273,523
270,592
305,438
270,592
15 The figures for the previous periods have been regrouped wherever necessary.
For and On Behalf of the Board of Directors of Weispun Corp Limited
Place: Mumbai Date: May 27, 2022
Vipul Mathur Managing Director and Chief Executive Officer DIN -007990476
N2~/’ WELSPUN corn’
CIN L27100S31995PLC025609 , Website: www.welspuncorp.com
WELSPUN CORP LIMITED
Regd. Office: Welspun City, Village Versamedi, Taluka Anjar, Dist. Kutch, Gujarat, Pincode-370110. Tel No. 02836-662222, Fax: 02836-279060, email~ Companysecretary_wcl@welspun.com, Website: www.welspuncorp.com
Corp. Office: Welspun House, Kamala Mills Compound, Senapati Bapat Marg, Lower Parel, Mumbai, Pincode -400013. Tel No.022-24908000, Fax: 022-2490 8020
STATEMENT OF AUDITED STANDALONE BALANCE SHEETAS AT MARCH 31, 2022
Particulars
ASSETS
Non-current assets Property, plant and equipment Capital work-in-progress Right-of-use asset Investment property intangible assets Intangible assets under development Financial assets Investments Equity investments in subsidiaries, joint venture and associates Loans Other financial assets Other non-current assets Total non-current assets
Current assets Inventories Financial assets Investments Trade receivables Cash and cash equivalents Bank balances other than cash and cash equivalents Loans Other financial assets
Other current assets Assets or disposal groups classified as held forsale Total current assets
Total assets
EQUITY AND LIABILITIES
Equity Equity share capital Other equity Reserves and surplus Other reserves Share Application money pending for allotment Total equity
LIABILITIES
Non-current liabilities Financial liabilities Borrowings Lease liabilities Otherfinancial liabilities
Provisions Deferred tax liabilities (net) Government grants Total non-current liabilities
Current liabilities Financial liabilities Borrowings Lease liabilities Trade payables
total outstanding dues of micro and small enterprises total outstanding dues other than above
Asat March 31, 2022 (Audited)
(INR in Lakhs)
Asat March 31, 2021 (Audited)
96,437 424 2,297 1,564 425 90
12 134,873 8,863 8,315 3,334 256,634
79,007
139,731 80,148 35,650 1,881 24,934 12,252 12,932 153 386,688
643,322
13,048
293,635 (1,243)
- 305,440
79,030 1,001 1,143 5,298 905 7,036 94,413
52,115 812
152 96,520 3,454 2,990 2,048 47,233 38,145 243,469 337,882 643,322
103,675 1,034 3515 1,496 706
-
7,997 50,332
- 2,021 2,663 173,439
55,242
114,009 60,645 9,121 3,047 627 87,215 13,787
- 343,693
517,132
13,044
257,800 (251) 65 270,658
43,435 1,908 36,297 7,183 1,206 9,083 99,112
9,681 841
760 47,836 4,479 3,095 2,048 47,924 30,698 147,362 246,474 517,132
Other financial liabilities
Provisions Government grants Current tax liabilities (net) Other current liabilities Total current liabilities
Total Liabilities Total equity and liabilities
‘ Place: Mumbai
Date: May 27, 2022
or and On Behalf of the Board of Directors of Welspun Corp Limited
Vipul Ma hur Managing Director and Chief Executive Officer DIN’ 0D7990476
WELSPUH CORP
CIN: L27100GJ19SSPLC02S6O9 , Website: www.welspuncorp.com
WELSPUN CORP LIMnED
Regd. Office: Welapun City, Village Versamedi, Taluka Anjar, Dint. Kutch, Gujeret, Pincode-370110, Tel No. 02836-662222, Faa: 02836-279060, email - Compsnysecreterywcl@welspun.com, Wsbsite: wv,wwelspuncorp.corn
Corp. Office: Weispun House, Kamala Mills Compound, Senspati Bapat Merg, tower Parel, Mumbal - 400013. Tel No. 022-2490 8000, Fax: 022-2490 8020
STATEMENT DFAUDITEDSTANDALONE CASH FLOWS FORTHEYEAR ENDED MARCH 31, 2022
_______________________________________________________________________________
Year ended March 31, 2022 (Audited)
(INR In Lakhs)
Year ended March 31, 2021 (Audited)
A) Cash flow (med in), from opereting activities
Profit! (lost) before tax
Continuing operations Discontinued operations
Profit before tax
Adjustments for: Depreciation and amortisation expense Employee share-based expense Gain on sale / discarding of property, plant end equipment (net) Loss) (Gain) on sale of disposal group classified as held for sale Reversal of Impairment loss on disposal group (net) Gain on sate) redemption of Current investments Non-current investments
Fair valuation (gein)/ loss on inveatmant (net) Liabilities) Provision no longer required written back Provision for litigation, disputes and other matters (net) Allowance for doubtful debtn (net) Bed debts expense Dividend income interest income and commission income Interest expenses lJnrealiaed net exchange differences
Operating profit before changes in operating eseetg end liebllitieg
Changes In opereting egeets and liabilities (bracket figures represents Increase In Assets and Decrease in liabilities) Movement in other non-current financial assets Movement in other non-current assets Movement in inventories Movement in trade receivables Movement in other current financial assess Movement in other current assess Movement in other non-current financial liabilities Movement in trade payables Movement in other current financial liabilities Movement in other current liabilities Movement in provisions Movement in government grants
Total changes in operating asset≤ and liabilities
Caeh flow from operations Income sages paid (net of refund received)
Net cash (used in)/ from operating activielee (A)
B) Cash flow (uned in)/ frem investing activities
59,406
131,D3a 1,043) ______________________ _____________________ 129,996
- 59,486
11,528 Sg 681
-
-
(563)
- 701
-
90 (1,003)
- (30,776) (12,599) 5,790 (1091 (26,204)
33,282
(6,359) 52 (23,765) (18,427) (6,503) 936 (3) 48,079 198 7,447 (1,022) (2,048)
(2,215)
10,968 173 )5,754) 324 (519)
(4,442) (16) (3,282) (1,096) (69) 2,174 919 (61g48) (6,2ao) 3,472 1735) (66,4611
63,535
(2) 1,081 94,407 9,125 770 5,395 (548) (51,166) 2,164 (69,254) 374 (3,195)
(10,849)
52,656 ___________________ __________________ (14,860)
31,067 11,738)
19,329 ______________________
37,826
Payments for property, plant and equipment, investment property snd intangible assets (including capital work-in-progress and Intangible assets under development)
(4,630)
(7,632)
Proceeds from property, plans and equipment and inveatmsnt property Proceeds from eooeso of disposal group Proceeds from sale/redemption of long term investments Purchase of long term investments Purchase of current investments Proceeds from sale/redemption of current investments (investment in)/ proceeda from matarity of fixed deposit (net) Interest and commission received Dividend received Loans given to subsidiaries Repayment of loans by subsidiaries Loan given (to)/ repaid by others met)
377 7e,o95
-
176,839) (1,617,103) 1,592,526 1,230 12,683 30,776 (66,614) 33,442 2
Net cash (used in)/ from investing activities (B)
(16.255) ______________________
C) Cash flow from/ (used In) financing activities
Proceeds from Share application money pending allotment Proceeds from long term borrowings Repayment of long term borrowings Proceeds from short term borrowings Repayment of short term borrowings Interest paid Dividend paid Principal elements of lease payments
- 4,ODD (2,700) 201,930 (160,397) (5,310) (13,027) (1,034)
Net cash from? (used in) finenclng activitiee (C)
23,454 _____________________
Net incrtese in cash and cash equivalents (A.B÷C)
Cash and cash equivalents at the beginning of the year
Cash and cash equivalents at the end of the year
Net increase In cash and cash equivalents
Caeh and cash equivalents at the ead of year
Hole: The figures for the previous perisd have been regrouped s-.harever eecesaasy.
26,529
9,121
35,650 _____________________
26,529
35,650
6,375
- 2,084 (20,762) 1998,276) 929,291 4,431 3,446 61,848 (7.6001 7.000
-
(19,795)
65 40,000 (47,700) 33,327 (40,019) (3,150) (1,290) (968)
(19743)
(1,709)
10,830
9,121
(1,109)
e,121
Price Waterhouse Chartered Accountants LLP
Independent auditors’ report
To the Board of Directors of Weispun Corp Limited
Report on the audit of consolidated financial results
Opinion
1. We have audited the consolidated financial results of Weispun Corp Limited (hereinafter referred to as the “Holding Company” or “Company”) and its subsidiaries (Holding Company and its its associates and joint venture for the year subsidiaries together referred to as the “Group”), ended March 31, 2022 and the statement of consolidated balance sheet and the statement of consolidated cash flows as at and for the year ended on that date, including the notes thereon (together referred to as the ‘consolidated financial results’), attached herewith, being submitted by the Holding Company pursuant to the requirement of Regulation 33 and Regulation 52 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (‘Listing Regulations’) which has been signed by us for identification purposes.
2.
In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of reports of other auditors on separate audited financial statements/information of subsidiaries and associates and the aforesaid consolidated financial results:
(i)
include tile annual financial results of the following entities:
Relationship
Entity name
Holding Company: Subsidiaries:
Welspun Corp Limited, India Welspun Tradings Limited, India
Welspun DI Pipes Limited, India
Welspun Metallics Limited, India Mahatva Plastic Products And Building Materials Private Limited, India (w.e.f. November 16, 2021) Anjar TMT Steel Private Limited, India
Weispun Specialty Solution Limited, India
Welspun Pipes Inc., USA
Welspun Tubular LLC, USA Welspun Global Trade LLC, USA
Weispun Mauritius Holdings Limited, Mauritius East Pipes Integrated Company for Industry, Kingdom of Saudi Arabia (formerly known as Welspun Middle East Pipes Company) (Joint venture till Feb 14, 2022) Welspun Captive Power Generation Limited Welspun Wasco Coatings Private Limited, India
Associate:
Joint venture:
(ii) are presented in accordance with the requirements of Regulation 33 and Regulation 52 of the
Listing Regulations in this regard; and
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(iii) give a true and fair view in conformity with the recognition and measurement principles laid down in the applicable accounting standards prescribed under Section 133 of the Companies Act, 2013 (the “Act”) (refer Emphasis of matters paragraph 5 below) and other accounting principles generally accepted in India, of net profit and other comprehensive income and other financial information of the Group, its associates and joint venture for the year ended March 31, 2022 and the statement of consolidated balance sheet and the statement of consolidated of cash flows as at and for the year ended on that date.
Basis for opinion
3. We conducted our audit in accordance with the Standards on Auditing (SM) specified under section 143(10) of the Act and other applicable authoritative pronouncements issued by the Institute of Chartered Accountants of India. Our responsibilities under those Standards are further described in the ‘Auditors’ responsibilities for the audit of the consolidated financial results’ section of our report. We are independent of the Group, its associates and joint venture in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the consolidated financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us and other auditors in terms of their reports referred to in “Other matters” paragraph below, is sufficient and appropriate to provide a basis for our opinion.
Emphasis of mailers
4. We draw your attention to note 13 to the consolidated financial results, regarding the approval of the Scheme of Arrangement between Welspun Steel Limited (the “Demerged Company” or “WSL”) and the Company and their respective shareholders for transfer of the Demerged Undertaking (the ‘Scheme’) received from the National Company Law Tribunal vide its Order dated March i6, 2022, from appointed date of April 1, 2021. However, the accounting treatment pursuant to the Scheme has been given effect to from the date required under md AS 103 - Business Combinations, which is the beginning of the preceding period from April 1, 2020. Accordingly, the figures for the quarter ended March 31, 2021 and December 31, 2021 and year ended March 31, 2021 have been restated to give effect to the aforesaid merger.
~. We draw your attention to note 13 to the consolidated financial results, regarding the accounting issued on treatment and presentation of Cumulative Redeemable Preference shares (“CRPS”), March 16, 2022 pursuant to the Scheme (Refer paragraph 4 above) as a financial liability in its entirety in accordance with the requirements of md AS 32 ‘Financial Instruments: Presentation’ and Ind AS 109 ‘Financial Instruments’. Such accounting treatment and presentation, however, is not in accordance with the provisions of section 2(64) and section 43 of the Act,
Our opinion is not modified in respect of these matters.
Ecartcrod 4C(’
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Board of directors’ responsibilities for the consolidated financial results
6. These consolidated financial results have been prepared on the basis of the consolidated financial statements. The Holding Company’s Board of Directors are responsible for the preparation and presentation of these consolidated financial results that give a true and fair view of the net profit and other comprehensive income and other financial information of the Group including its associates and joint venture and the statement of consolidated balance sheet and the statement of consolidated of cash flows in accordance with the recognition and measurement principles laid down in the Indian Accounting Standards prescribed under Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation 33 and Regulation 52 of the Listing Regulations. The respective Board of Directors of the companies included in the Group and of its associates and joint venture are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Group and its associates and joint venture and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, that were operating effectively for ensuring accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated financial results by the Directors of the Holding Company, as aforesaid.
implementation and maintenance of adequate internal
financial controls,
7.
In preparing the consolidated financial results, the respective Board of Directors of the companies included in the Group and of its associates and joint venture are responsible for assessing the ability of the Group and its associates and joint venture to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the respective Board of Directors either intends to liquidate the Group and its associates and joint venture or to cease operations, or has no realistic alternative but to do so.
8. The respective Board of Directors of the companies included in the Group and of its associates and joint venture are responsible for overseeing the financial reporting process of the Group and of its associates and joint venture.
Auditors’ responsibilities for the audit of the consolidated financial results
9. Our objectives are to obtain reasonable assurance about whether the consolidated financial results as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SM will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered if, individually or in the aggregate, they could reasonably be expected to influence the material economic decisions of users taken on the basis of these consolidated financial results.
10. As part of an audit in accordance with SAs, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:
o
Identi~ and assess the risks of material misstatement of the consolidated financial results, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, intentional omissions, misrepresentations, or the override of internal control.
fraud may involve collusion,
forgery,
as
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o Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls (refer paragraph 18 below).
o
o
o
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.
Conclude on the appropriateness of the Board of Directors use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group and its associates and joint venture to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related to disclosures in the consolidated financial results or, if such disclosures are inadequate, modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group and its joint venture to cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the consolidated financial results, including the disclosures, and whether the consolidated financial the underlying transactions and events in a manner that achieves fair presentation.
results represent
o Obtain sufficient appropriate audit evidence regarding the financial
information of the entities within the Group and its associates and joint venture to express an opinion on the consolidated financial the direction, supervision and performance of the audit of financial information of such entities included in the consolidated financial results of which we are the independent auditors. For the other entities included in the consolidated financial results, which have been audited by other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.
results. We are responsible for
ii. We communicate with those charged with governance of the Holding Company and such other entities included in the consolidated financial results of which we are the independent auditors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
12. We also performed procedures in accordance with the circular issued by the SEBI under
Regulation 33(8) of the Listing Regulations, as amended, to the extent applicable.
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-
Other matters
13. We did not audit the comparative figures for the quarter ended March 31, 2021 and December 31, 2021 and year ended March 31, 2021 which have been restated to include the consolidated financial information of the Demerged undertaking (referred to in note 13 of the consolidated financial results) which reflects total assets of Rs. n8,n8 lakhs and net assets of Es. 70,895 lakhs as at March 31, 2021, total revenue of Its. 22,410 laths and Rs. 18,484 lakhs, total net proflt/(loss) after tax of Es. 15,996 laths and Rs. (2,393) lakhs and total comprehensive income of Rs. i6,o~g lakhs and Rs. (2,397) laths for the quarters ended March 31, 2021 and December 31, 2021, respectively and total revenue of Its. 73,526 laths, total net profit after tax of Es. 11,663 laths and total comprehensive income of Rs. 11,643 laths for the year ended March 31, 2021 and cash flows (net) of Es. (i) lath for the year ended March 31, 2021. The said consolidated financial information of the Demerged undertaking have been provided to us by the Management, and our opinion on the consolidated financial results of the Holding Company to the extent they relate to these Demerged Undertaking is based solely on such information furnished to us. We have audited the adjustments unaudited consolidated financial made by the Management, including adjustments required for consistency of accounting policies, arising on account of scheme of arrangement to arrive at the restated comparative figures for the year ended March 31, 2021.
14. The consolidated financial results include the Group’s share of total comprehensive income (comprising of loss and other comprehensive income) of Rs. (620) laths for the year ended March 31, 2022, as considered in the consolidated financial results, in respect of 1 associate (joint venture till Feb 14, 2022) located outside India whose financial information have not been audited by us. This financial information has been audited by other auditor whose report has been furnished to us by the Management, and our opinion on the consolidated financial results, in so far as it relates to the amounts and disclosures included in respect of this associate, is based solely on the report of the other auditor and the procedures performed by us as stated in paragraph 12 above.
15. We did not audit the financial statements of 1 subsidiary located in India, whose financial statements reflect total assets of Rs 37,245 lakhs and net assets of Rs 752 laths as at March 31, 2022, total revenue of Rs. 16,329 lakhs, total comprehensive income (comprising of loss and other comprehensive income) of Rs (3,130) lakhs and net cash flows amounting to Es 471 lakhs for the year ended on that date, as considered in the consolidated financial results. These financial statements have been audited by other auditor whose report has been furnished to us in so far as it by the Management, and our opinion on the consolidated financial results, relates to the amounts and disclosures included in respect of this subsidiary, is based solely on the report of the other auditor and the procedures performed by us as stated in paragraph 12 above.
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16. The financial statements of 1 subsidiary located outside India, included in the consolidated financial results, which constitute total assets of Rs. 30,374 lakhs and net assets of Rs. 1,053 lakhs as at March 31, 2022, total revenue of Rs. Nil, total comprehensive income (comprising of loss and other comprehensive income) of Rs. 31,738 lakhs and net cash inflows amounting to Rs. 12,261 lakhs for the year then ended, have been prepared in accordance with accounting principles generally accepted in its respective country and have been audited by other auditor under generally accepted auditing standards applicable in its respective country. The Holding Company’s management has converted the financial statements of such subsidiary located outside India from the accounting principles generally accepted in its respective country, to the accounting principles generally accepted in India. We have audited these conversion adjustments made by the Holding Company’s management. Our opinion in so far as it relates to the balances and affairs of such subsidiary located outside India, is based on the report of other auditor and the conversion adjustments prepared by the management of the Holding Company and audited by us and the procedures performed as stated in paragraph 12 above.
Our opinion on the consolidated financial results is not modified in respect of the above matters with respect to our reliance on the work done, and the reports of the other auditors and the financial information of demerged business for the previous year certified by the Management.
17. The consolidated financial results include the results for the quarter ended March 31, 2022, being the balancing figures between the audrted figures in respect of the full financial year and the published unaudited year to date figures up to the third quarter of the current financial year, which are neither subject to limited review nor audited by us.
18. The consolidated financial results dealt with by this report have been prepared for the express purpose of filing with stock exchanges. These results are based on and should be read with the audited consolidated financial statements of the Group, its associates and its joint venture, for the year ended March 31, 2022 on which we have issued an unmodified audit opinion vide our report dated May 27, 2022.
For Price Waterhouse Chartered Accountants LLP Firm Registration Number: 012754N/N500016
Place: Mumbai Date: May 27, 2022
Neeraj Sharma Partner Membership Number: 108391 UDIN: 22108391AJSHAP8855
N’ WELSPI5NCORP
WEISPUN CORP LIMITED
CIN L27100GJ1995PLC025609 Regd. Office: Weispun City, Village Versamedi, Taluka Anjar, Dist. Kutch, Gujarat, Pincode-370110. Corp. Office: Weispun House, Kamala Mills Compound, Senapati Bapat Marg, Lower Psrel, Mumbai, Pincode -400013.
Ttl No. 022-2490 8000, fax: 022-2490 8020
AUDITED CONSOLIDATED FINANCIAL RESULTS FOR THE YEAR ENDED MARCH 31, 2022
—
Sr No
Particulars
—- Continuing operations: Income Revenue from operations
Sale of products and services Other operating revenues
Total revenue from operations
Other income Total income (e+b)
Expenses
Cost of materials consumed
Purchase of stock-in-trade Changes in inventories of finished goods, stock-in-trede end work-in progress
Employee benefit expense
Depreciation and ernortisation expense
Other expenses Finance costs
Total expenses Profit/(Loss) before share of profit! (loss) ofjoint ventures, associates, exceptional items & tax (1-2)
Share of profit/ (loss) of joint ventures and associates Profit/(I.oss) before exceptional items & tax (4+5) Exceptional Items -Income / (Expenses) (Refer note- 13) Profit before tax (5+6) Tax expense
Current tax
Deferred tax Total tax expense
1
2
3
4
5
6 7
8
b
a b c d
e
8
a
b
9
Net profit for the period from continuing operations (7-8) (I)
Discontinued ooerations: Profit / (loss) from discontinued operations Tax expenses / (credit) of discontinued operations Profit! (loss) from discontinued operations, after tax (II)
Profit for the period (1+11)
10
Other Comprehensive Income, net of income tax
a b
11
12
Items that will be reclassified to profit or loss (net)
Items that will not be reclassified to profit or loss Total other comprehensive income, net of income tax Total Comprehensive Income for the period (including non.contralling interest) (7+8)
Net profit/ (loss) attributable to:
-Owners -Non-controlling interast
13
Other comprehensive income attributable to:
-Owners ‘Non-controlling interest
14
Total comprehensive income attributable to:
-Owners ‘Non-controlling interest
15
16
17
Paid up equity share capital (Face value of INR SI- each) Other Equity
Earnings! (loss) per share (of INR Si’- each) (not annualised in quarters)
(a) Basic (In INR) -continuing operations (b) Diluted (In INR) ‘continuing operations
(c) Basic (In INR)-discontinued operations
(d) Diluted (In INR)- discontinued operations
(e) Basic (In 1NR) -continuing and discontinued operations (0 Diluted (In INR) - continuing and discontinued operations
Qusrter ended (Unaudited) 31-Dec’21
31-Mar’ZOZl
31-Mar’22
(INR in Lakhs)
Year ended (Audited)
31-Mar-22
31-Mar’21
(refer note 141
Irefer note 14)
198,656
2,450 201,106
40,242 241,348
150,923
13.760 (3,784) 9,749
6,338 23,337
2,993 203,316
38,032
1,299 s9,3s1
—
39,331
12,759
216 12,975
26.356
-
-
-
139,623
4,558 144.181
5,757 149.938
96,521
- 13,965 8,727
6,417 13,918
2,721 142.269
7,669
(1,587) 6,082
-
6,082
2,058
164 2,222
3,860
-
-
-
192,023
11,528 203,551
9,556 213,107
632,918
17,593 6SD,511
55,122 705,633
114,839
416,749
(198) 17,133 11,738
6,155 34,311
1,331 185,309
27.798
(1,978) 25,820 14,114
39,934
13,441
(11,384) 2,057
37,877
(572)
42 (614)
13,760 45,295 38,348
25,475 89,189
10,189 639.005
66.628
(572) 66,056
‘
66,056
22,971
(1,332) 21,639
44,417
‘
‘
-
26,356
3,860
37.263
44,417
3,014
275
3,289
29,645
23,614 2,741
3,199 90
26,813
2,831
(216)
(9)
(225)
3.635
4,579
(719)
(232)
7
4,347
(712)
13,047
13,047
13,044
9.05 9.03
9.05 9.03
1.75 1.75
1.75
1.75
11.97 11.94
(0.23) (0.23)
11.74
11.71
(495)
415
(80)
3,922
131
4,D53
37,183
48,470
30,629
6.633
(61)
(19)
30,568
6,614
43,880
536
3,922
130
47,802
666
13,047
452,753
16.82 16.77
16.82 16.77
678,927
36,329 715,256
35,683 750.939
369,202
55.196 51,549 45,446
24,647 114,356
8,495 668,891
82,D48
13,492 95,540 13,761
109.301
39,388
(13,854) 25.534
83,767
(1,436)
(333) (1,1D3)
82,664
(3,146)
37
(3,109)
79,555
73,745
5,810
13,044
420,886
29.84 29.76
(0.42) (0.42)
29.42 29.34
Notes: 1 The aforesaid consolidated financial results of Welspun Corp Limited (the Company) and its subsidiaries (the Company and its subsidiaries together hereinafter referred to as the Group’), its joint ventures and associates were reviewed by the Audit Committee and subsequently approved by the Board of Directors of the Company at its meeting held on May 27, 2022. The Statutory Auditors have carried out an audit of the above consolidated results for the year ended March 31, 2022 and expressed an unmodified opinion on the aforesaid results.
2 The Group is primarily engaged in the business of manufacture and distribution of steel products i.e. single segment.
3 The Standalone financial results of the Company were reviewed by the Audit Committee and thereafter approved by the Board of Directors at its
meeting held on May 27, 2022 and will be made available to BSE Ltd. and National Stock Exchange of India Ltd. and will be posted on the Company’s website www.welspuncorp.com. The key information related to the standalone financial results - continuing operations are given below.
Key financials
(INR in lakhs except earninRs per share)
Quarter ended (linaudited)
Year ended (Audited)
31-Mar-22 (refer note 15)
31-Dec-21
31-Mar-2021 (refer note 15)
31-Mar-22
31-Mar-21
.
a Total Income b Profit before tax Profit after tax c Earnings per share (of INR 5/- each) (not annualised) d (a) Basic (In INR) - continuing operations (b) Diluted (In INR) - continuing operations (c) Basic (In INR) - continuing and discontinued operations (d) Diluted (In INR) - continuing and discontinued operatio
216,625 36,570 31,519
144,052 10,373 7,728
154,181 21,436 19,600
577,049 59,486 48,572
12.08 12.05 12.08 12.05
2.96 2.95 2.96 2.95
7.51 7.49 7.43 7.41
18.61 18.57 18.61 18.57
615,031 131,039 102,513
39.29 39.19 39.02 38.92
4 The aforesaid consolidated financial result3 of the Group, its joint ventures and associates have been plepdred ii’ dccorddrIce with the Corri~sdnies (Indian Accounting Standards) Rules, 2015 (as amended) (md AS) prescribed under Section 133 of the Companies Act, 2013 and other recognized accounting practices and policies to the extent applicable.
5 Details of Secured, Redeemable, Non Convertible Debentures is as follows:
(INR in Lakhs)
Previous Due Date U
Next Due Date
Particulars
.
. Principal
Interest
11.00% Secured Redeemable Non Convertible Debenture
09.11.2021
09.02.2022
Next Instalment Date November 7n77
Principal
Amount
Interest Date
Interest
Amount
3,600 08.05.2022
6.50% Secured Redeemable Non Convertible Debenture 7.25% Secured Redeemable Non Convertible Debenture ft Principal and interest has been paid on the due dates.
NA NA
10.02.2022 February 2024 16.02.2022 February 2026
20.000 20,000
10.02.2023 16.02.2023
97
1,300 1,450
6 The listed Secured, Redeemable, Non-Convertible Debentures of the Company aggregating to INR 47,600 lakhs (excludes transaction costs as per
effective interest rate of INR 121 lakhs) as on March 31, 2022 are secured by first charge ranking pan passu by way of mortgage of certain movable and immovable property, plant and equipment of the Company. The Company has maintained hundred percent asset cover sufficient to discharge the principal amount of the said debentures in terms of Regulation 54 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended. The fixed assets cover is 1.59 times for total debts and the Credit rating by CARE for Secured Redeemable Non Convertible Debentures issue by the Company is “M/stable”.
7 The details of Commercial Papers outstanding as at March 31, 2022 are as follows
S. No. Security description and ISIN
(INR in Lakhs)
1
2
3
CP-4.45%, 1NE191B14556
CP-4.75%, 1NE191B14564
CP-4.75%, 1NE191B14572
2,000
10,000
5,000
The Credit rating by CARE for Commercial Papers issued by the Company is “Ali-”.
Previous due date
Principal NA
Interest 118.01.2022
I
Next due date for
Principal
18.04.2022 I
Interest NA
NA
NA
02.03.2022 31.05.2022
14.02.2022
10.06.2022
NA
NA
8 Group’s management has made an assessment of the impact of COVID 19 in preparation for these consolidated financial results. Group’s
management has considered all relevant external and internal factors in the measurement of assets and liabilities including recoverability of carrying values of its assets, its liquidity position and ability to repay debts. No adjustment to key estimates and judgements that impact the consolidated financial results have been identified. However, the impact assessment of COV1D 19 will be a continuing process given the uncertainties associated with its nature and duration and no significant impact is envisaged on the operations.
9 On March 31, 2021, the Company had concluded sale of its Plates & Coils Mills Division (PCMD) division for INR 84,850 lakhs plus closing adjustments towards net working capital pursuant to the Business Transfer Agreement dated March 31, 2019 and amended on March 31, 2021 (collectively known as “BTA’) The disposal group (i.e. PCMD) was reported as discontinued operations in the financial statements for the year ended March 31, 2020 and the assets and liabilities directly associated with disposal group were presented as held for sale as at March 31, 2020.
The Company has received the total consideration of NB 80,920 lakhs and there is no further consideration receivable.
10 During the quarter the Company announced the successful listing of its Joint Venture company in Kingdom of Saudi Arabia (“KSA”), East Pipes
Integrated Company for Industry (EPIC) on the Saudi Exchanges Main Market (“Tadawul”) at the final offer price of SAR 80 per share. Post the P0 the Company owns 35.01% (from earlier 50.01%) through its step-down subsidiary in Mauritius and will continue to be the largest shareholder in EPIC. Welspun Mauritius Holdings Limited received gross proceeds of SAR 2,520 lakhs (INk 50,000 Iakhs) and has shown the gain of INk 35,900 lakhs under other income. Consequently, EPIC is now classified as an associate for the Company.
11 The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the Group and its joint ventures towards Provident Fund and Gratuity. The draft rules for the Code on Social Security, 2020 have been released by the Ministry of Labour and Employment on November 13, 2020. The Group and its joint ventures are in the process of assessing the additional impact on Provident Fund contributions and on Gratuity liability contributions and will complete their evaluation and give appropriate impact in the financial results in the period in which the rules that are notified become effective.
12 a) During the quarter ended on March 31, 2021, WSSL has received INk 909 lakhs vide Department Order Number 1692081 dated January 16, 2021 from Govemment of Gujarat towards reimbursement of power subsidy of previous years and accordingly the same has been considered as an exceotional item. b) During the previous year, WSSI. has received final appeal order of INk 575 lakhs (including interest of INk 126 Iakhs) related to Value Added Tax Assessment for FY 2014-15 vide order Number 0182693 dated March 23, 2021. During the quarter ended December 31, 2020, WSSL had written off the said recoverable of INk 352 lakhs, which was reinstated during the quarter ended March 31, 2021. WSSL has received net refund of INk 358 lakhs after adjustment of 6th final installment of Sales Tax deferment loan of INk 104 Iakhs, interest on defennent of loan of INk 15 lakhs and refund already received earlier of INR 97 lakhs, Accordingly, the interest amount of INk 126 lakhs received on the said Order has been considered as an exceptional item during quarter ended March 31, 2021. c) During the previous year, the terms of 5,09,04,271 12% Non-Cumulative Redeemable (redeemable at a premium of INk 25/-per share) Preference Shares of INk 10- each have been varied and therefore, post variation the said securities stood modified as 12% Non-Cumulative Redeemable Preference Shares redeemable at par with the rest of the terms remaining unchanged. The said variation shall be effective from the issuance of the said securities. Thereby the redemption amount stands reduced from INk 17,816 Iakhs to INk 5,090 lakhs. WSSL has accounted for the reduced liability by crediting to the Statement of Profit and Loss amounting to INk 12,726 lakhs as an Exceptional Item during the quarter ended March 31,
13 The Honble National Company Law Tribunal, Ahmedabad Bench by an order dated March 16, 2022 has sanctioned the Scheme of Arrangement (the
“Scheme”) filed by Welspun Corp Limited and Welspun Steel Limited for transfer and vesting of Demerged Undertaking of the Demerged Company i.e. Welspun Steel Limited (WSL) into the Resulting Company i.e. Welspun Corp Limited with effect from April 1,2021, being the appointed date as per the Scheme. The certified true copy of the said Order has been received and filed with the Ministry of Company Affairs on 16 March, 2022. The effect of amalgamation as per “pooling of interest method” has been considered in the books retrospectively and the figures for the corresponding year ended March 31, 2021 have been restated as if the merger had occurred from the beginning of the comparative period in the financial statements, i.e. April 1, 2020 as per the requirements of Indian Accounting Standard (IND AS) 103 and in accordance with the accounting treatment specified in the Scheme. Accordingly, the figures for the year ended March 31, 2021 and March 31, 2022 include the results of the Company and its Demerged undertaking. The amalgamation has resulted in recognition of Capital Reserve of INk 13,480 lakhs as at April 1, 2020. The previous year’s figures in the standalone financial statement/result have been accordingly restated from April 1,2020.
In terms of the Scheme, the Company has issued 81 Cumulative Redeemable Preference shares (CRPS) of face value of INk 10/- each of the Company for every 100 Equity Shares of face value of INk 10/- each held in Welspun Steel Limited by shareholders as on the record date stated therein, which were pending for allotment as at March 31, 2022. Further, consequent to the above arrangement, Welspun Speciality Solution Limited and Anjar TMT Steel Private Limited have become subsidiaries of the Company.
With respect to the accounting treatment of such CRPS, presentation and measurement has been made in accordance with Ind AS 32 ‘Financial Instruments: Presentation’ and md AS 109 ‘Financial Instruments’ which requires the presentation of these CRPS as a financial liability in its entirety, given that as per the terms of the instrument, they are redeemable, at face value, at the option of the holder. The relevant disclosures required under nd AS 107 ‘Financial Instruments: Disclosures’ and under md AS 1 ‘Presentation of financial statements’ for these CRPS have been made in the standalone financial statements. Accordingly, capital in the standalone financial results, in accordance with the Companies Act, 2013.
in view of the reasons set out in the aforesaid note, CRPS have not been presented as preference share
14 Figures for the quarter ended March 31, 2022 and March 31, 2021 are balancing figures between the audited figures in respect of full financial year
and the limited reviewed year to date figures up to the quarter ended December 31, 2021 and December 31, 2020, respectively.
15 The Board of Directors at their meeting dated May 27, 2022 have recommended to pay dividend at the stipulated rate on the 6% Cumulative
Redeemable Preference Shares of the face value of INk 10/- each fully paid up and to pay dividend at the rate of 100% per equity share (i.e. INkS per equity share) having nominal value of INkS for the financial year ended March 31, 2022. The payment is subject to approval of the shareholders in the upcoming Annual General Meeting.
4
16
Additional information pursuant to Regulation 52(4) of Securities and Exchange Board of India (Listing obligations and Disclosure Requirements) Regulations, 2015, as amended.
Sr. No.
. Particulars
1 Debt Equity Ratio
(Total Debt! Total Equity)
2 Debt service coverage ratio
(Earnings available for debt service/debt service)
3
Interest service coverage ratio (Earning before Interest on borrowings and Tax divided/Interest an borrowings)
4 Current Ratio
(Current Assets/ Current Liabilities)
5
6
l.ong term debt to working capital (Non-current borrowings + Current maturities of long term borrowings/(CurrentAssets - Current liabilities)
Bad debts to Accounts receivable ratio (Rod debt expense / Closing Trode Receivable)
7 Current liability ratio
(Current liobilities/ Total Liobilities)
8 Total Debts to total assets ratio (Total Debts/ Total Assets)
9 Debtors Turnover (no. of days)
(Closing trode receivable /soles (multiplied by 365 days))
10 Inventory Turnover (no. of days)
(Average inventory! Cost of goods sold (multiplied by 365 days))
11 Operating EBIDTA Margin (%)
(Eornings before Depreciation, Interest and Tox/Sales)
12 Net Profit Margin (%)
(Net profit ofter tax/soles)
Quarter ended (Unaudited)
Year ended (Audited)
31-Mar-22
31-Dec-21
31-Mar-21
31-Mar-22
31-Mar-21
0.45
5.62
0.37
5.20
0.23
0.46
0.45
4.00
0.23
1.51
18.49
4.04
85.79
9.73
23.02
1.49
1.05
0.00
0.63
0.22
36
62
1.63
0.65
-
0.61
0.18
36
102
1.97
0.38
0.01
0.62
0.13
30
127
1.49
1.05
0.00
0.63
0.22
46
86
1.97
0.38
0,01
0.62
0.13
34
143
24.08%
10.38%
22.94%
15.52%
19.55%
13.10%
2.68%
18.31%
6.83%
11.56%
13 paid up equity share capital (Face value of INR 5/- each)
13,047
13,047
13,044
13,047
13,044
14 Other Equity
15 Debenture Redemption Reserve
16 Capital Redemption Reserve
17 Networth
429,783
403,273
395,166
429,783
395,166
900
218
900
218
1,350
218
900
218
1,350
218
452,753
426,838
420,886
452,753
420,886
* the above mentioned ratios are computed for merged financials.
17 The figures for the previous periods have been regrouped wherever necessary.
For and On Behalf of the Board of Directors of Welspun Corp Limited
Place: Mumbai Date: May 27, 2022
Managing Director and Chief Executive Officer DIN -007990476
WELSPUN CORP
WELSPUN CORP LIMITED
CIN : L27100GJ1995PLC025609, Website: www.welspuncorp.com
Regd. Office: Weispun City, Village Versamedi, Taluka Anjar, Dist. Kutch, Gujarat, Pincode -370110. Tel No. 02836-662222, Fax : 02836-279060, email - Companysecretary_wcl@welspun.com, Website: www.welspuncorp.com Corp. Office: Welspun House, Kamala Mills Compound, Senapati Bapat Marg, Lower Parel, Mumbai -400013. Tel No. 022-2490 8000, Fax: 022-2490 8020 STATEMENT OF AUDITED CONSOLIDATED BALANCE SHEET AS AT MARCH 31, 2022
Particulars
ASSETS
Non-current assets Property, plant and equipment Capital work-in-progress Right-of-use asset Investment property Goodwill on consolidation Intangible assets Intangible assets under development Financial assets Investments Investments accounted for using the equity method Other financial assets Deferred tax assets (net) Other non-current assets Total non-current assets
Current assets Inventories Financial assets Investments Trade receivables Cash and cash equivalents Bank balances other than cash and cash equivalents Loans Other financial assets Current tax assets (net) Other current assets Assets or disposal groups classified as held for sale Total current assets
Asat March 31, 2022 (Audited)
(INR in Lakhs)
Asat March 31, 2021 (Audited)
193,954 126,037 12,887 1,564 34,312 607 90
38,706 42,648 8,841 3 25,618 485,267
101,946
149,318 81,256 64,021 6,127 30 11,589 221 16,960 153 431,621
208,129 14,723 15,024 1,496 34,312 943
-
8,067 48,087 2,377 G 8,803 341,967
121,299
115,107 66,880 16,980 8,909 127 86,647 44 11,213
-
427,206
Total assets
916,888
769,173
\~/ WELSPUN COI~P
WELSPUN CORP LIMITED
CIN L27100GJ1995PLC025609, Website: www.welspuncorp.com
Regd. Office: Welspun City, Village Versamedi, Taluka Anjar, Dist. Kutch, Gujarat, Pincode - 370110. Tel No. 02836-662222, Fax 02836-279060, email - Companysecretarywcl@welspun.com, Website: www.welspuncorp.com Corp. Office: Weispun House, Kamala Mills Compound, Senapati Bapat Marg, Lower Parel, Mumbai -400013. Tel No. 022-2490 8000, Fax: 022-2490 8020 STATEMENT OF AUDITED CONSOLIDATED BALANCE SKEET AS AT MARCH 31, 2022
Asat March 31, 2022 (Audited)
(INR in Lakhs)
Asat March 31, 2021 (Audited)
13,048
411,520 18,264
-
442,832 9,923 452,755
142,942 1,890 2,247 5,585 13,841 7,036
-
173,541
59,202 1,658
309 98,091 31,046 3,162 2,048 58,938 36,138 290,592 464,133
916,888
13,044
380,855 14,311 65 408,275 12,676 420,951
58,995 4,057 36,967 7,284 15,053 9,084 201 131,641
37,279 1,769
752 70,938 15,255 3,231 2,047 50,718 34,592 216,581 348,222
769,173
For and On Behalf of the Board of Directors of Welspun Corp Limited
Vipul Managing Director and Chief Executive Officer DIN -007990476
Particulars
EQUITY AND LIABILITIES
Equity Equity share capital Other equity Reserves and surplus Other reserves Share application money pending allotment Equity attributable to owners of Welspun Corp Limited Non-controlling interests Total equity
LIABILITIES
Non-current liabilities Financial liabilities Borrowings Lease liabilities Otherfinancial liabilities
Provisions Deferred tax liabilities (net) Government grants Other non-current liabilities Total non-current liabilities
Current liabilities Financial liabilities Borrowings Lease liabilities Trade payables
total outstanding dues of micro and small enterprises total outstanding dues otherthan above
Otherfinancial liabilities
Provisions Government grants Current tax liabilities (net) Other current liabilities Total current liabilities
Total Liabilities
Total equity and liabilities
Place: Mumbai Date: May 27, 2022
4
%~WELSPUNCORP
CIN : L27100GJ1995PLC025609 , Website: www.welspuncorp.com
WELSPUN CORP LIMITED
Regd. Office: Welspun City, Village Versamedi, Taluka Anjar, Dist. Kutch, Gujarat, Pincode - 370110. Tel No. 02836-662222, Fax : 02836-279060, email - Companysecretary_wcl@weispun.com, Website: www.welspuncorp.com Corp. Office: Welspun House, Kamala Mills Compound, Senapati Bapat Marg, Lower Parel, Mumbai -400013. Tel No.022-24908000, Fax: 022-2490 8020 STATEMENT OF AUDITED CONSOLIDATED CASH FLOWS FOR THE YEAR ENDED MARCH 31, 2022
__________________________________________________________________________________
Year ended March 31, 2022 (Audited)
(INR in Lakhs)
Year ended March 31, 2021 (Audited)
A) Cash flow from operating activities
Profit/ (loss) before tax Continuing operations Discontinued operations
Profit before tax
Adjustments for: Depreciation and amortisation expense Employee share-based expense Gain on sale! redemption of
Current investments Non-current investment
Gain on sale! discarding of property, plant and equipment (net) Loss! (Gain) on sale of disposal groups classified as held for sale Reversal of Impairment loss on disposal group Share of loss! (gain) of joint ventures accounted for using the equity method (net) Fair valuation (gain)! loss on investment (net) Allowance for doubtful debts (net) Bad debts expense Write back of Preference Share Liability (Exceptional Item) Provision for obsolescence of inventory Provision for grauity and compensated abscenses Provision for litigation, disputes and other matters (net) Provision for doubtful advances written back Liabilities! provisions no longer required written back Dividend income Interest income and commission income Interest expenses Unrealised net exchange differences
66,056
109,301 (1,436) ____________________ ____________________ 107,864
- 66,056
25,475 56
(577) (35,902) 700
-
- 572 1,505 (992)
-
-
-
-
58
- (361) (10) (15,703) 7,957 671
24,647 214
(4,947) (16) (5,526) 324 (slq) (13,492) (14,648) 1,218 2,446 (12,726) (24) 48 (35) (559) (1,135)
- (6,039) 5,716 (1,315)
Operating profit before changes in operating assets and liabilities
81,498 __________________ _________________
49,505
Changes in operating assets and liabilities (bracket figures represents Increase in Assets and Decrease in liabilities) Movement in other non-current financial assets Movement in other non-current assets Movement in inventories Movement in trade receivables Movement in other currentfinancial assets Movement in other current assets Movement in other non-current financial liabilities Movement in trade payables Movement in other non-current liabilities Movement in other current financial liabilities Movement in other current liabilities Movement in provisions Movement in government grants
Total changes in operating assets and liabilities
Cash flow from operations Income taxes paid (net of refund received)
Net cash from operating activities (A)
(6,401) (14,607) 19,354 (13,848) (6,334) (5,665) 431 27,003 (201) (10,089) 1,546 (1,669) (2,048)
(12,528)
36,977 (15,130)
21,847
(2) 1 123,506 60,945 (333) 4,089 (236) (95,827) 201 5,086 (82,087) (106) (3,195)
12,043
93,541 (16,093)
77,449
WELSPUN ~
V V
CIN: L27100GJ1995PLC025609, Website: www.welspuncorp.com
WELSPUN CORP LIMITED
Regd. Office: Weispun City, yillage Versamedi, Taluka Anjar, Dist. Kutch, Gujarat, Pincode -370110. Tel No. 02836-662222, Fax : 02836-279060, email - Companysecretary_wcl@welspun.com, Website: www.welspuncorp.com Corp. Office: Weispun House, Kamala Mills Compound, Senapati Bapat Marg, Lower Parel, Mumbai -400013. Tel No. 022-2490 8000, Fax: 022-2490 8020 STATEMENT OF AUDITED CONSOLIDATED CASH FLOWS FOR THE YEAR ENDED MARCH 31, 2022
B) Cash flow used in investing activities
Payments for property, plant and equipment, investment property and intangible assets (including Capital work-in-progress and Intangible assets under Proceeds from property, plant and equipment, investment property Proceeds from assets of disposal group Proceeds from sales! redemption of long term investments Purchase of long term investments Purchase of current investments Proceeds from sales! redemption of current investments Proceeds from maturity of fixed deposits (net) Interest and commission received Dividend received Loan given (to)! repaid by others (net) Loan given to joint venture Repayment of loans by joint venture
Net cash used in investing activities (B)
C) Cash flow from! (used in) financing activities
Proceeds from Share application money pending allotment Payment of dividends to non-controlling interests Proceeds from longterm borrowings Repayment of long term borrowings Proceeds from short term borrowings Repayment of short term borrowings Interest paid Dividend paid Principal elements of lease payments
Net cash from! (used in) financing activities (C)
Net decrease in cash and cash equivalents (A+B+C)
Cash and cash equivalents at the beginning of the financial year
Gain! (Loss) on exchange rate changes on cash and cash equivalents Cash and cash equivalents at the end of year
Note: The figures for the previous period have been regrouped wherever necessary.
Year ended March 31, 2022 (Audited)
IINR in Lakhsl
Year ended March 31, 2021 (Audited)
(97,913)
(31,935)
376 80.595 49,996 (38,694) (1,627,809) 1,594,000 2,741 15,692 10 3 94
(20,909)
- (3,450) 99,756 (68,129) 203,930 (164,886) (7,355) (13,027) (1,566)
45,274
46,212
16,980
829 64,021
6,314
2,085 (2,352) (1,051,273) 985,235 618 3,760
1,107 (123) 2.043
(84,522)
65
- 40,447 (46,350) 47,429 (52,550) (5,321) (1,290) (2,242)
(19,812)
(26,885)
44,111
(246) 16,980
BUSINESS UPDATE
Building for Scale
May 27, 2022, Mumbai: Welspun Corp Ltd. (WCL), a flagship Company of the Welspun Group, announced its consolidated financial results for the quarter and full year ended March 31, 2022.
Won Single Largest Order ever, valued at Rs. 5000+ cr for supply of pipes in the US
Current Order Book of 925 KMT, active bid book of 1,250 KMT
Revenue from Operations for Q4FY22 at Rs. 2,011 cr, up 39.5% QoQ
Sales Volume (QoQ): Line Pipes up 58%, Billets up 65%, SS Pipes up +32%
Achieves Rs. 1023 cr EBITDA for FY22
Note: Sales Volume & Order Book includes our Saudi operations
Key Highlights of the Quarter ended March 31, 2022
-
-
Prior period figures are restated after the acquisition of the Steel business of Welspun Steel Limited
Financial Highlights (Consolidated) for Continuing Operations (Ind AS)
1. Global Order Book position
Current Global Order Book stands at 925 KMT valued at Rs. 12,250 cr
2. Revenue from Operations
Q4 FY22 at Rs. 2,011 cr vs. Rs. 1,442 cr, QoQ, up 39.5%
3. Sales Volumes (Q4 FY22)
Line Pipes: 269 KMT vs. 171 KMT QoQ | Billets: 18 KMT vs. 11 KMT QoQ | SS Pipes 1,160 MT
vs. 881 MT QoQ
4. EBITDA
Reported EBITDA for Q4FY22 at Rs. 474 cr, up 181.8% QoQ
5. Profit (Continuing Operations)
PAT (after Minorities & share of JVs) stands at Rs. 236 cr, up 415.7% QoQ
6. Net Debt / (Cash) position
Figures in Rs. Cr
Consolidated debtMar-22Dec-21Mar-21Gross Debt 2,021 1,568 963 Cash & Cash Equivalents 2,195 2,119 1,410 Net Debt / (Cash) (173) (551) (447) BUSINESS UPDATE
7. Corporate Tax Rate
The company has fully utilized its existing tax credits in FY21 and has switched to the new corporate tax
rate of 25.17% in FY22 from 34.94% (both including surcharges) in India.
8. Dividend
The Board has recommended a final dividend of Rs. 5.00 per share for FY22 which will be paid after the
AGM. During Q2 FY22, the company paid a dividend of ~ INR 130 crores. The dividend amount declared
per share for FY21 was 100% of FV of Rs. 5.00 per share.
9. Business Outlook
Russia’s invasion of Ukraine are driving up the prices in the Global Energy market. Crude oil prices remain
above $100/b. Sanctions on Russia have contributed to rising crude prices with significant market
uncertainties about the potential for further supply disruptions. Gas prices in Europe and Asia have also
gone up in tandem and are at around $30 per mmbtu and while they are at about $8 per mmbtu in the U.S.
We are in active discussions for several orders in the export markets which have seen an improvement in
prospects for pipelines due to high oil prices, increased energy demand and Europe looking to diversify its
energy supply.
India
Line Pipes
The Government has set a target to raise the share of natural gas in the energy mix to 15% by 2030 from
about 6.7% now. Various steps taken by the Government in this direction include expansion of National
Gas Grid Pipeline, expansion of City Gas Distribution (CGD) network, setting up of Liquefied Natural Gas
(LNG) Terminals etc.
Petroleum & Natural Gas Regulatory Board (PNGRB) has authorized approximately 33,768 km length of
Natural Gas Pipeline Network across the country. Out of this, 20,334 km length of natural gas pipelines
including spur lines, are operational and a total of 15,194 km length of pipelines are under various stages
of construction. The length of operational pipelines has increased from 16,368 kms in March 2019 to
20,334 kms in December 2021.
PNGRB has authorized 268 Geographical Areas (GAs) for development of CGD Network in the country.
Further, Letters of Intent have been issued for 21 GAs. Also, PNGRB has launched 11th CGD bidding
round for development of CGD Networks in 6 GAs (covering 27 districts). After that, the CGD network shall
potentially cover 98% population and 88% geographical areas of the country. The number of CNG stations
established by various authorized entities has increased from 1,742 in March 2019 to 3,878 in January
2022. The pipelines being laid by the CGD entities has also increased from 161,992 inch kms to 352,961
BUSINESS UPDATE
inch kms as of January 2022. The CGD sector is still in a nascent stage in India and the demand for ERW
pipes is likely to remain healthy going forward.
Pradhan Mantri Krishi Sinchayee Yojana (PMKSY), the umbrella irrigation scheme, launched in 2015 will
provide central grants to the State Governments for Accelerated Irrigation Benefits Programme (AIBP) and
Har Khet Ko Pani (HKKP). This will continue through 2026, with a total funding requirement of Rs. 93,068
crore. The plan includes Rs. 37,454 crore central assistance to states and Rs 20,435 crore of debt servicing
for past loans availed for PMKSY. States are also expected to part-fund the scheme.
Total additional irrigation potential creation targeted during 2021-26 under AIBP is 13.88 lakh hectare. Apart
from focused completion of 60 ongoing projects including their 30.23 lakh hectare command area
development, additional projects can also be taken up. The inclusion criteria have been relaxed for projects
under tribal and drought prone areas.
The coordinated focus by both the Central and State Governments on irrigation is expected to drive the
demand for large diameter HSAW pipes.
The government has levied an export duty of 15% on almost all the major steel products to drive volumes
to the domestic market and to make steel prices affordable for domestic consumers like Autos, MSMEs,
Infrastructure etc. Procurement of steel had become challenging and this measure would boost availability
for us in the domestic market.
USA
With the clean energy transition interrupted due to soaring prices and the disruptions caused by geo political
events in Europe, there is a revival for fossil fuels. Governments are releasing strategic reserves, lining up
new supplies and urging oil and gas producers to pump up production. As a result, we have seen an
increase in exploration. The distribution network creation for Shale oil and gas in US has seen a resurgence
after almost two years of lull coupled with the administration's permitting woes.
US is now focused on boosting oil and gas supply within the country but also trying to provide the much-
needed back up to Europe for critical gas supplies which has been on the tenterhook considering the huge
supply dependence on Russia.
We see Permian Oil & Gas in US a big gainer in terms of its contribution in this resurgence. Oil excavation
in the West Texan basin has shot upwards of 5.2 billion barrels a day thereby creating a need to evacuate
both Oil & Gas through some potential long distance large diameter pipelines.
BUSINESS UPDATE
Source: U. S. Energy Information Administration | Permian Region Drilling Productivity Report
We recently announced winning of the single largest order in our history for supply of pipes valued at Rs.
5000 + crores (approx) in the US. This order is for supply of 325,000 MT (approx) of large diameter coated
pipes for transporting natural gas from the Permian Basin to Houston. The pipes for this order will be
produced from our Little Rock plant in the US and the same will be executed over a period of 12 months,
commencing H2 of FY23. This large new order from the US comes on the back of another win we had
announced in April 2022, of a 26,000 MT order from a long-standing customer in North America.
Saudi Arabia
With surging oil prices, we are confident that further opportunities will arise, both in the Oil & Gas and the
Water segment.
Saudi Aramco aims to boost its capex to US$40 billion-US$50 billion in 2022, with further growth expected
until around the middle of the decade. Capex in 2021 was US$31.9 billion, an increase of 18% from 2020.
It plans to raise crude oil "maximum sustainable capacity" to 13 million barrels a day by 2027, and wants to
boost gas production by more than 50% by 2030.
Saudi Arabia is planning to partner with the private sector to deliver 3,500 kilometres of new water
transmission lines that will distribute more than 4 million cubic metres a day of desalinated water, requiring
a total investment of $16bn. The projects are the first water transmission PPP projects in the Middle East,
and will be the first water transmission schemes globally to be tendered as separate concession contracts
without being bundled along with a water supply project such as a reservoir or production plant.
10. Welspun Specialty Solutions Limited (WSSL)
WSSL has seen a sustained improvement in performance in FY22 and obtained several new customer
approvals. SS Pipe volumes were higher by 82% for Q4 FY22 and higher by 50% for FY22, compared to
the corresponding period in the previous year. The company restarted its Steel Melting (SMS plant)
operations during Q3FY22 which has helped mitigate challenges being faced in Raw Material procurement
and hurdles in logistics.
BUSINESS UPDATE
WSSL continues to win orders both in the domestic and export market. In addition, it continues to reap
benefits out of country’s ‘Make in India’ indigenisation projects with several Private and PSU companies.
Increasingly, customers are preferring to source locally which is favourable for the company.
During the Quarter, WSSL successfully:
Completed the development and manufacturing of an SS 347H grade Shot Peened Pipe
Established extrusion and cold finishing for Super Duplex stainless steel tubes and dispatched its first
order
Manufactured 6” diameter Pipes with a stringent acceptance criterion for a critical nuclear power project
Entered into another niche market segment by successfully executing first lot of Heat Exchanger tubes
in SS 317L grade.
Delivered the first order from a prominent company in the Fertilizer industry
11. IPO update of EPIC
During the quarter, the company announced the successful listing of its Joint Venture Company in Kingdom
of Saudi Arabia (“KSA”), East Pipes Integrated Company for Industry (EPIC) on the Saudi Exchanges Main
Market (“Tadawul”) at the final offer price of SAR 80 per share. Post the IPO, WCL owns 35.01% (from
earlier 50.01%) through its step-down subsidiary in Mauritius and will continue to be the largest shareholder
in EPIC. Welspun Holdings Mauritius received gross proceeds of SAR 252 million (~ INR 500 crores) and
has shown the gain of Rs.359 crores under “Other Income”.
12. Merger Update - Acquisition of Steel business of Welspun Steel Limited
The transaction was completed on 16 March, 2022 with the Appointed Date of April 1, 2021. In line with the
accounting standards, all prior figures including for the year ended March 31, 2021 have been restated after
consolidation of the demerged steel undertaking of WSL and WSSL.
13. Business Growth & Diversification
WCL’s growth strategy entails creating a diversified product portfolio, repurposing its business to add new
target segments, expanding its offerings to address both the B2B and B2C markets, and making well-
considered strategic acquisitions. The diversification into the B2C segment will help the Company to
significantly expand its base, enhance its brand, penetrate new markets, build a distribution network and
provide opportunities to develop new products.
In this regard, we have acquired Sintex BAPL Ltd.’s Senior Secured Unlisted Non-Convertible Debentures
with outstanding of Rs. 1,176.61 Crore for a purchase price of Rs. 403.16 Crore by our wholly-owned
subsidiary viz. Mahatva Plastic Products And Building Materials Private Limited.
BUSINESS UPDATE
14. Update on Ductile Iron Pipe Project
As announced in October 2020, given the industry prospects and synergies with our existing business, we
are setting up a Greenfield facility at Anjar to enter the Ductile Iron (DI) Pipe business. We expect to be
ready with our product offering at the end of June 2022.
There is a big focus on creating drinking water supply in the country through Government programs. In the
Union Budget, the Finance Minister earmarked Rs. 60,000 crore for the Jal Jeevan Mission that aims to
provide potable water to 3.8 crore households in 2022-23. Overall, the Jal Shakti Ministry was allocated a
total of Rs. 86,189 crore, higher from Rs. 69,052 crore allocated in the previous fiscal year. Furthermore,
our internal forecasts based on interactions with various potential customers and industry participants,
indicate a robust demand for DI pipes over the next 5-7 years.
Due to improvements to the project plan and inflation, the project cost has been revised from INR 1,550
crores (plus soft costs) to INR 1,900 crores (plus soft costs). Some of the major reasons for the variance
are: 1) Design changes for productivity improvements and increased safety 2) Augmentation and increase
in capacities of BF, Sinter, Coke and DI 3) Own Oxygen plant instead of a BOOT model 4) Transfer of BF
gas directly the power plant to reduce emissions 5) Cost escalation for key input commodities like Steel,
TMT bars, Cement, Ocean Freight etc. and 6) Creating expanded residential infrastructure for our Staff and
Associates.
The project viability continues to be healthy with the increased investment, being offset through
productivity gains and increased realizations for DI pipes.
15. Long Steel Products
The demand for Long Steel Products will be supported by increased government spending on infrastructure.
The Union Budget 2022-23 has seen an increase of 36% Y-o-Y in allocation of capex at Rs. 7.5 lakh crore.
The budget has infrastructure push towards seven engines (roads, railways, airports, ports, mass transport,
waterways and logistic infra). The allocation for various schemes like Pradhan Mantri Awas Yojana (for
housing) will have a positive impact on long steel players. The government has a fixed objective of
increasing rural consumption of steel from the current 19.6 kg/per capita to 38 kg/per capita by 2030-31.
Our forward integration plan of setting up a TMT Bars plant at Anjar with a capacity of 350 KMPTA is on
track and we expect to begin Commercial Operations by July 2022.
16. ESG Initiatives
During the year, we have taken several ESG interventions aligned with global ESG standards. WCL was
ranked 13th among the 41 companies included in its industry group (68th percentile) in S&P Global’s
DJSI Corporate Sustainability Assessment (CSA).
Our Key Focus areas moving forward are:
BUSINESS UPDATE
a) GreenHouse Gas (GHG) Inventory
We have completed goals and target setting – aim to be Carbon Neutral by 2040
b) TCFD (Task Force on Climate Related Financial Disclosures)
Physical & transition risks have been identified and analysed and TCFD action report prepared based
on the 4 pillars (governance, strategy, risk management and metrics & targets)
c) Governance Structure
Established ESG Committee at the Board level (ESG & CSR Committee) with defined terms of
reference
Separate role of Board Chairperson and Managing Director
Fully independent audit committee and nomination & remuneration committee (100% independent
directors)
Expanded scope of Stakeholder Relationship Committee to include all stakeholders (investors,
customers, suppliers / business partners, employees and other stakeholders)
Appointment of Lead Independent Director to strengthen Board structure
d) Ethics & Compliance
e) Strengthening Supply Chain
f) Highest level of transparency and disclosures
Management Comments
Commenting on the results, Mr. B. K. Goenka, Chairman, Welspun Group said, “FY2021-22 was a pivotal
year for the company as we made significant progress on our Business Growth & Diversification Strategy.
We demonstrated resilience despite a sharp increase in steel prices and a weak operating environment. As
we embark upon a new journey of growth along with sustainability at the core, we are confident of creating
incremental value for all our stakeholders. Our foray into the B2C segment will help improve our
competitiveness and provide a stronger base for future growth.”
“The acquisition of the Steel business of Welspun Steel has been completed. The upcoming Ductile Iron
Pipes plant is going to commence production soon. I am confident that this will further strengthen the strong
and successful business model of the Company. I am pleased by our recent order win in the US line pipe
business, which is the single largest order in the history of our company. This marks a revival for the US
facility and we expect to receive more orders in due course of time. Overall, we are well geared to help the
development of infrastructure in the oil, gas and water industries across India and the World.”
BUSINESS UPDATE
Consolidated Performance Snapshot
Figures in Rs. Cr
Prior period figures have been restated, wherever necessary
Saudi Financials
Key figures of East Pipes Integrated Company for Industry (EPIC):
Figures in SAR Mn
Prior period figures have been restated, wherever necessary
Sales Volumes (MT) Q4FY22 Q3FY22 Q4FY21 FY22 FY21 Line Pipes 269,424 170,892 246,616 795,827 1,002,950 Billets 17,989 10,872 60,307 111,738 175,403 SS Pipes 1,160 881 636 2,915 1,937 Consolidated Profit & Loss Account Q4FY22 Q3FY22 Q4FY21 FY22 FY21 Continuing OperationsTotal Revenue from Operations 2,011 1,442 2,036 6,505 7,153 Other Income 402 58 96 551 357 Reported EBITDA 474 168 353 1,023 1,152 Depreciation and Amortisation 63 64 62 255 246 Finance Cost 30 27 13 102 85 Profit before tax and share of JVs 380 77 278 666 820 Share of profit/(loss) from Associates and JVs 13 (16) (20) (6) 135 Exceptional Items - Income / (Expenses) - - 141 - 138 Tax expense 130 22 21 216 255 Non-controlling interest 27 (7) 66 5 59 PAT after Minorities, Associates & JVs (I) 236 46 312 439 779 Discontinued Operations(PCMD & 43MW)Profit After Tax (II) - - (6) - (11)Net Profit / (Loss) attributable to Owners 236 46 306 439 768 Particulars in SAR MN FY22 FY21 Saudi Arabia Ops:Revenue 597 936 Operating (loss) profit 15 208 (Loss) profit before zakat and income tax (2) 176 (Loss) profit for the period (3) 148 BUSINESS UPDATE
Q4 FY22 Investor & Analyst conference call:
WCL management would be happy to answer investor queries on a conference call. Please find details
below:
Date: Monday, 30th May 2022
Time: 10:00 AM IST
Dial in details:
Primary Access: +91 22 6280 1325 / +91 22 7115 8226
International Toll-Free numbers
o Hong Kong: 800 964 448
o Singapore: 800 1012 045
o UK: 0808 101 1573
o USA: 1866 746 2133
About Welspun Corp Ltd. (WCL)
Welspun Corp Ltd. is a flagship company of global conglomerate ‘Welspun Group’, one of India’s fastest-growing
multinationals with a leadership position in line pipes, home textiles, infrastructure, warehousing, retail, advanced
textiles, and flooring solutions.
Welspun Corp Ltd. (WCL) is a one-stop service provider offering end-to-end pipe solutions ranging from 1½ inches to
140 inches. The business also offers specialized coating, double jointing, and bending as some of its core strengths.
With a current capacity of over 2.5 million MTPA in Dahej, Anjar, Mandya, and Bhopal in India, Little Rock in the USA,
and Dammam in Saudi Arabia; WCL takes pride in being a preferred supplier to most of the Fortune 100 Oil & Gas
companies, globally.
As a part of its Business Growth & Diversification strategy, WCL is setting up a state-of-the-art Greenfield facility at
Anjar to enter the Ductile Iron Pipe business. It has also acquired the steel business of Welspun Steel Limited (WSL)
through a scheme of arrangement. Through this acquisition, the company looks to add stakeholder value by
manufacturing of BIS Certified Steel Billets, Direct Reduced Iron, TMT bars, Stainless & Alloy Steel and Stainless Steel
Tubes & Pipes.
With 360-degree abilities in pipe products, operational excellence, and technological innovation, WCL has undertaken
some of the most challenging projects around the world viz. world’s deepest pipeline, world’s heaviest pipeline, and
others. Supported by its state-of-the-art facilities and global-scale operations, WCL caters to energy and water resource
management for the safe and environmentally-friendly transportation of oil, gas, petro-products, and water.
___________________________________________________________________________________
For further information please visit www.welspuncorp.com ___________________________________________________________________________________
DISCLAIMER: The information in this release has been included in good faith and is for general purposes only. It should not be relied upon for any specific purpose and no representation or warranty is given as regards to its accuracy or completeness. No information in this release shall constitute an invitation to invest in Welspun Corp Ltd. or any of its affiliates. Neither Welspun Corp Ltd., nor their affiliates' officers, employees or agents shall be liable for any loss, damage or expense arising out of any action taken on the basis of this release, including, without limitation, any loss of profit, indirect, incidental or consequential loss.
Welspun Corp Limited Investor Presentation | Q4 FY22
Disclaimer
For any financial disclosures, the information contained herein is provided by Welspun Corp Limited (the “Company”), although care has been taken to ensure that the information in this presentation is accurate, and that the opinions expressed are fair and reasonable, the information is subject to change without notice, its accuracy, fairness or completeness is not guaranteed and has not been independently verified unless specifically provided and no express or implied warranty is made thereto. You must make your own assessment of the relevance, accuracy and adequacy of the information contained in this presentation and must make such independent investigation as you may consider necessary or appropriate for such purpose. Neither the Company nor any of its directors assume any responsibility or liability for, the accuracy or completeness of, or any errors or omissions in, any information or opinions contained herein. By preparing this presentation, none of the Company, its management, and their respective advisers undertakes any obligation to provide the recipient with access to any additional information or to update this presentation or any additional information or to correct any inaccuracies in any such information which may become apparent. This document is for informational purposes and does not constitute or form part of a prospectus, a statement in lieu of a prospectus, an offering circular, offering memorandum, an advertisement, and should not be construed as an offer to sell or issue or the solicitation of an offer or an offer document to buy or acquire or sell securities of the Company or any of its subsidiaries or affiliates under the Companies Act, 2013, the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009, both as amended, or any applicable law in India or as an inducement to enter into investment activity. No part of this document should be considered as a recommendation that any investor should subscribe to or purchase securities of the Company or any of its subsidiaries or affiliates and should not form the basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever. This document is not financial, legal, tax, investment or other product advice.
With respect to any ESG related disclosures, the information contained in our disclosures, statements or reports are specific to the Company and not audited or confirmed to be compliant with any general or standard benchmark. A number of statements in such disclosure or statements may contain forward-looking statements including statements about the Company’s strategic priorities, financial goals and aspirations, organic growth, performance, organizational quality and efficiency, investments, capabilities, resiliency, sustainable growth and Company management, as well as the Company’s overall plans, strategies, goals, objectives, expectations, outlooks, estimates, intentions, targets, opportunities, focus and initiatives.
With respect to all disclosures provided herein, the statements contained herein may be pertaining to future expectations and other forward-looking statements which involve risks and uncertainties that are subject to change based on various important factors (some of which are beyond the Company’s control). These statements include descriptions regarding the intent, belief or current expectations of the Company or its officers including with respect to the consolidated results of operations and financial condition, and future events and plans of the Company. These statements can be recognized by the use of words such as “expects,” “plans,” “will,” “estimates,” “forecast,” “project,” “anticipate,” “likely,” “target,” “expect,” “intend,” “continue,” “seek,” “believe,” “plan,” “goal,” “could,” “should,” “would,” “may,” “might,” “will,” “strategy,” “synergies,” “opportunities,” “trends,” “future,” “potentially,” “outlook” or words of similar meaning. Such forward-looking statements are not guarantees of future performance and actual results, performances or events may differ from those in the forward-looking statements as a result of various factors and assumptions. You are cautioned not to place undue reliance on these forward looking statements, which are based on the current view of the management of the Company on future events. No assurance can be given that future events will occur, or that assumptions are correct. The Company does not assume any responsibility to amend, modify or revise any forward-looking statements, on the basis of any subsequent developments, information or events, or otherwise.
Reproduction, distribution, republication and retransmission of material contained herein is prohibited without the prior consent of the Company
Investor Presentation
2
Q4 FY22 at a Glance
Pipes
Other Verticals
Production (Line Pipes)
Sales (Line Pipes)
Sales (Billets)
Sales (SS Pipes)
229 KMT
269 KMT
18 KMT
1,160 MT
Order Book (Line Pipes)
925 KMT
Active Bids – Outlook (Line Pipes) 1,250 KMT
Sales (SS Bars)
1,248 MT
Note: Pipe Sales & Production volumes and Order Book include Saudi
Arabia operations
Investor Presentation
3
Financial Results for Q4 FY22
Q4FY22 includes Gain of Rs.359 crores in “Other Income” from the Saudi IPO
Note: • •
Consolidated Financials pertaining to continuing operations Prior period figures are restated wherever necessary
Investor Presentation
4
Particulars (Rs Cr)Q4FY22Q3FY22QoQTotal Revenue from Operations 2,011 1,442 39.5%Other Income 402 58 599.0%Reported EBITDA 474 168 181.8%Depreciation and Amortisation 63 64 -1.2%Finance Cost 30 27 10.0%Profit before tax and share of JVs 380 77 395.9%Share of profit/(loss) from Associates and JVs 13 (16)-Exceptional Items - Income / (Expenses) - - -Tax expense 130 22 483.9%Non-controlling interest 27 (7)-PAT after Minorities, Associates & JVs (I) 236 46 415.7%Basic EPS from Continuing Operations 9.0 1.8 Financial Performance
Note: • • •
Consolidated Financials Prior period figures are restated wherever necessary; All numbers of this sheet are based on IND-AS disclosures From FY19 figures are pertaining to continuing operations (Pipes) only
Investor Presentation
5
ParticularsFY13FY14FY15FY16FY17FY18FY19FY20FY21FY22Revenue (INR cr)9,083 7,705 8,451 7,380 6,035 7,587 8,954 9,957 7,153 6,505 EBITDA (INR cr)919 844 951 891 737 815 708 1,276 1,152 1,023 Basic EPS6.1 2.8 2.6 5.8 1.0 6.0 2.6 25.6 29.8 16.8 Net Worth (INR cr)2,750 2,957 2,799 2,799 2,809 2,854 2,798 3,215 4,209 4,528 Net Debt / (Cash) (INR cr)2,314 2,568 1,910 1,355 1,106 422 286 32 (447) (173) Net debt/Equity0.84x0.87x0.68x0.48x0.39x0.15x0.10x0.01x-0.11x-0.04xSales Volume Mix: Line Pipes
Consistent Performance in India
635
646
632
650
764
510
393
217
165
236
138
255
265
197
180
222
237
106
96
629
413
578
500
423
626
506
254
123
190
99
FY13
FY14
FY15
FY16
FY17
FY18
FY19
FY20
FY21
FY22
India (KMT)
USA (KMT)
Saudi (KMT)
Investor Presentation
6
Business Outlook
Line Pipes
India continues to be strong, both in O&G & Water sectors, with strong emphasis on creating an O&G pipeline network across the country. Also water distribution network and irrigation is a key priority. Further, CGD connectivity will provide a huge impetus for ERW pipes. Active discussions for several orders in the export markets which have seen an improvement in prospects due to high oil prices, increased demand and Europe looking to diversify its energy supply. Saudi market strong, Saudi Aramco has increased its capital expenditure guidance to $40 billion - $50 billion for 2022 from $31.9 billion in 2021. O&G market in the US also buoyant as evident from the recent order win (single largest order in the history of the company).
Ductile Iron Pipes
Huge impetus on creating drinking water supply infrastructure. Jal Shakti Ministry was allocated a total of Rs. 86,189 crore for FY23 higher from Rs. 69,052 crore allocated in the previous fiscal year. Our internal forecasts based on interactions with various industry participants, indicate a robust demand for DI pipes over the next 5-7 years with projected demand outstripping supply.
Long Products
Demand uptick stemming from the Government’s thrust on infrastructure, particularly in the rural markets, apart from the pickup in the construction activity, which will lead to increased offtake of Long Products. The government has a fixed objective of increasing rural consumption of steel from the current 19.6 kg/per capita to 38 kg/per capita by 2030-31.
Stainless Steel and Tubes & Pipes
Big push for localization of these products under Atmanirbhar Bharat initiatives. Implementation of quality order, mandatory BIS certification in India and withdrawal of export benefits by Chinese Government will act as major catalysts for the growth of this sector which is poised to grow at CAGR of 6-7% per annum. The Key Sectors are Power, Nuclear & Defence from where we see a significant demand pull.
Investor Presentation
7
Strategy for Long Term Value Creation
1
2
3
4
Business Growth & Diversification to improve Earnings Predictability and Enhance Margins
Building Resilience: Maintain Robust Balance Sheet
Accelerate ESG Initiatives
Enhancing Returns through Prudent Capital Allocation
Investor Presentation
8
WCL as “it was”: High Quality Line Pipe Business
Top 3
50+
15+ MN MT
Among Line Pipe Manufacturers globally
Approvals from O&G majors; Qualifies for global bidding
Pipes delivered since inception with multiple repeat orders
2.55 mn MT Pipes Capacity
6 manufacturing facilities in 3 countries
Used in Oil & Gas, Water industry & Structurals
Investor Presentation
9
Approvals & accreditations: Line Pipes
Oil & gas
Transportation
Others
Investor Presentation
10
Diversification of Steel Business: Solid Platform for Higher Value Products and B2C Initiatives
Large Diameter Pipes
• Global Leadership Position in this Segment • Focus on expanding customer base and presence • No Capex spend apart from regular maintenance
Ductile Iron Pipes
• Greenfield Project at Anjar with capacity of 400 KMPTA • Strong focus on creating water supply infra in India • Product offering in Q1FY23
Long Products
• Manufacturing of Steel Billets and DRI • Forward integration - TMT Bars with capacity of 350 KMTPA • Commercial operations by July 22
Stainless Steel and Tubes & Pipes
• Products used for critical applications, large export potential • Huge thrust on localization of these products in India • Capacity – Alloy / SS Steel: 150 KMTPA, SS pipe:18 KMTPA
Investor Presentation
Existing Business
Greenfield Project
Acquisition of the Steel Business of Welspun Steel Limited. Enlarges B2C Presence & Valuation accretive. Boutique SS Plant
11
Our Manufacturing Facilities
Capacity 1)
India
US
Saudi Arabia
Products / City
Anjar
Dahej
Mandya
Bhopal
Jhagadia
Little Rock
Dammam
350
250
200
350
400
LSAW
HSAW
ERW/ HFIW
Line Pipes (KMT)
TMT Bars (KMT)
DI Pipes (KMT)
SS Bars (KMT)
SS Pipes (KMT)
150
305
350
50
1,655
350
175
525
375
375
150
18
Total
700
1,480
375
2,555
350
400
150
18
Port based facilities
All major accreditations
Best in class equipment & practices
Note: 1) TMT Bars & DI Pipes Capacities are upcoming
Investor Presentation
12
WCL “The Way Forward”: Business Growth & Diversification Strategy
Existing
Large Diameter Pipe and Coating
Amongst the Top 3 manufacturers globally
New
Pig Iron and DI Pipes
One of the largest standalone single location facility
Specialty Steel
Billets & TMT
Integrated producer from steel-making to finished products
One of the largest players in the Key Growth Market of Western India
Planned
Plastic Products
Acquisition1) of a national level brand (largest player)
B2B
B2B
B2B
B2B + B2C
B2C
s s e n i s u B
l
e a c S
t e g r a T
Note: 1) Acquired Sintex BAPL Ltd.’s Senior Secured Unlisted Non-Convertible Debentures with outstanding of Rs. 1,176.61 Crore for a purchase price of Rs. 403.16 Crore
Investor Presentation
13
Greenfield
Acquisitions
New & Planned Acquisitions
Plastic Products
•
•
•
National Brand with >10% market share (Year: 2018) in India
Extensive Distribution (~ 900) and Retail (~ 13,000) Network
Potential Synergy of leveraging this Distribution Platform for products such as TMT, DI and ERW
pipes (Building Materials).
Billets & TMT
•
Location Advantage of Anjar (Port based) for Raw Material imports and exports of Finished Goods
• Maximum Demand for Long Products in Western Region: Target Markets are Gujarat & Rajasthan
•
TMT Bars through dealer & retail network, with direct impact on end users. Transition to B2C
Transition to B2C
Distribution Network + Strong Brand
segment and leveraging Brand Welspun
Specialty Steel
•
•
•
High Entry Barriers with approvals required from Process Licensors & EPC’s
Existing Group Company that has enabled WCL’s entry in this segment
Strong Improvment in recent performance: Pipe Sales Volumes higher by 50% for FY22
High Barriers to Entry
Investor Presentation
14
Rationale for Business Growth & Diversification Strategy
•
Earnings predictability, stronger revenue and improved competitiveness with business diversification. Strong presence in the B2C segment.
• Dominant presence across each product segment.
• Greater economies of scale will provide a larger and stronger base for potential future growth.
•
•
Synergies especially in raw material sourcing, common infrastructure, technical manpower.
Significant Value Creation for all stakeholders – Shareholders, Employees, Customers, Suppliers, Communities etc.
Investor Presentation
15
Our ESG Journey
Environmental & Social
Detailed Benchmarking versus peers on ESG factors
Mapping universe of issues, objectives and risk and prioritizing them based on Materiality for WCL
Maturity Assessment
Materiality Analysis
Corporate Governance
Arrive at baseline scenario in line with WEF metrics and identification of improvement areas
Baseline & Gap Analysis
Formulation of a strategic roadmap outlining key actions to be undertaken in short, medium and long term
Roadmap
Public reporting and disclosures of ESG performance
Communication and Reporting
Board Matters / Entity Level Controls • •
ESG Committee at the board level setup Several key actions taken in line with leading practices
Related Party Framework • •
As-Is analysis of existing policy and process flow Refine scope, applicability, responsibility and appropriate controls in RPT framework
Conducted Ethics culture survey Developed a road map for training and awareness programs As-Is analysis, benchmarking and gap assessment of existing policies
Ethics Framework • • • • Updated Policies Finalized: Whistle-blower Policy, Code of Conduct, Fraud Prevention Policy & Fraud Response Plan, Disciplinary Action Matrix and Anti-Bribery & Anti-Corruption Policy
Major transformation to further strengthen ESG across our organization
Investor Presentation
16
Sustainability Targets
Aspects
FY 2020-21
Goal 2025
Goal 2030
Goal 2040
Carbon Neutrality - % Renewable Energy (RE)
Water Neutrality - Water Intensity
10% RE
20% RE
Carbon neutral
0.63 KL/MT
0.55 KL/MT
0.40 KL/MT
Water neutral
Waste to Landfill
1.53 MT
1.00 MT
0 MT
Zero waste to landfill
Impacting Lives in CSV
1,60,735
5,00,000
1,000,000
2,000,000
Sustainable Supply Chain - % suppliers assessed as per ESG compliant Code of Conduct
100% critical suppliers assessed
100% (all suppliers)
100% (all suppliers)
Note: 1) Sustainability targets for Line Pipes India business 2) Impacting Lives in CSV through Welspun Foundation
Investor Presentation
17
ESG Initiatives in FY22
Several management interventions with ESG at the core:
‒ MoU with BP India Pvt Ltd. to jointly explore carbon emission mitigation and reduction opportunities in WCL’s energy,
logistics, mobility and waste management activities
‒ Project for Installation of 300 KW Solar Panels at Anjar – expected generation of 446,315 KWH p.a.
‒ Rain water harvesting developed for 974 KL, RO rejected water utilized for Process consumption
‒ Optimization of manufacturing processes to reduce Waste Intensity
‒ Including ESG in internal audit framework, formalizing key governance roles, expanding the scope of stakeholder
relationship committee
Ranked in Top One-Third in Steel Industry by S&P Global’s Dow Jones Sustainability Index (DJSI) Corporate Sustainability Assessment
Investor Presentation
18
Capital Allocation at WCL
• Consistent Dividend paying Company
• Dividend Distribution1) policy aims for a balance between the quantum of dividend paid and amount of profits
retained in the business for reinvestment
• Expansion and diversification of product offerings remains a key growth enabler
• Will now shift focus on Incubation, Stabilisation & Ramping of the new businesses
Note: 1) Dividend Diistribution Policy https://www.welspuncorp.com/system/downloads/attachments/000/000/338/original/Dividend_Distribution_Policy_08.05.2017.pdf?1494308856
Investor Presentation
19
Thank You
Welspun Corp Limited CIN: L27100GJ1995PLC025609
www.welspuncorp.com
For further information, please contact:
Mr. Gaurav Ajjan gaurav_ajjan@welspun.com
October 2020