In this article, we will discuss about James Warren Tea Limited Buyback offer, buyback price, buyback size, James Warren Tea Buyback record date, company financial, buyback necessity and its impact on company.
James Warren Tea Limited Buyback Details
|Buyback Type||Tender Offer|
|Buyback Opening Date||NA|
|Buyback Closing Date||NA|
|Buyback Offer Amount||Rs. 26,73,75,000/-|
|Buyback No. of Shares||23,25,000|
|Face Value||Rs. 10|
|Date of Buyback Approval||March 22, 2019|
|Date of Public Announcement||May 06, 2019|
|Buy Back Price||Rs. 115/-|
|Buy Back Premium||1.30%|
|Date of Board Meeting||March 22, 2019|
James Warren Tea Buyback Opening and Closing Date
The starting and closing date of this buyback is NA.
James Warren Tea Buyback Cash Offer
The Cash Offer to Buy-back up to 23,25,000 fully paid-up equity shares of the Company of face value of Rs. 10 each, representing 24.99% of the total number of equity shares.
James Warren Tea Buyback Record Date
The decided record date is Friday, May 17, 2019.
James Warren Tea Buyback Price
At a price of Rs. 115 (Rupees One Hundred Fifteen Only) per Equity Share.
James Warren Tea Buyback Size
At a buyback price of Rs. 115/- payable in cash for an aggregate consideration not exceeding Rs. 26,73,75,000/- (Twenty Six Crores Seventy Three Lakhs Seventy Five Thousand Only).
James Warren Tea Buyback Acceptance Ratio
Find profit & profit percentage based on various acceptance rate, The profit is calculated based on 1000 shares.
|Acceptance Ratio||Total Shares Accepted||Buyback Price||Buyback Amount||Profit||Profit%|
Profit is calculated from 10th May 2019 share price i.e. Rs.115 per share of James Warren Tea Limited.
According to the above table, if a share owner applies for 1000 shares of James Warren Tea limited & gets 20% acceptance from the company and the owner with 1000 shares will sell 200 shares @ Rs.115 per share & receive Rs.600 as profit amount & 0.54% profit percentage on selling these 200 shares back to the company.
Similarly, if the owner gets 60% acceptance of share from the company, the owner will sell 600 shares @ Rs.115 & receive a profit of Rs.1800 @ 1.61% profit percentage.
James Warren Tea Limited Buyback Overview
The Company’s current business is resultant of de-merger of Tea business of Warren Tea Limited pursuant to the Scheme of Arrangement.
JWTL is engaged in the business of growing, harvesting, manufacturing and selling of tea. Such business is carried on by JWTL through its following 7 tea estates situated in diverse locations in the State of Assam:
- Balijan (H) Tea Estate
- Deamoolie Tea Estate
- Dhoedaam Tea Estate
- Rajah Alli Tea Estate
- Thowra Tea Estate
- Tippuk Tea Estate and
- Zaloni Tea Estate.
Company Finances – James Warren Tea Limited
The salient financial information of the Company as extracted from the standalone audited financial statements of the Company for the last three financial years ended March 31, 2018, March 31, 2017 and March 31, 2016 and Interim Audited Financial for the nine months period ended December 31, 2018 are set out below:
[In Rs. Lakhs]
|Key Financials||9 months period ended December 31, 2018 (Audited figures)||Year ended 31 March, 2018|
|Revenue from Operations||13407.80||11610.28|
|Total Expenses (excluding finance cost,|
depreciation & amortization)
|Depreciation and Amortization||241.60||311.63|
|Profit/(Loss) before Tax||2321.81||(348.05)|
|Tax Expenses ( including Deferred tax)||577.39||(94.93)|
|Net Profit/(Loss) after Tax||1744.42||(253.12)|
|Profit/(Loss) for proportionate shares in||(2.44)||(1.73)|
|Profit / (Loss) for the period||1741.98||(254.85)|
|Paid Up Share Capital||930.08||930.08|
James Warren Tea Limited Buyback Dates
|Date of Board Meeting approving the Buyback||22.03.2019|
|Date of Public Announcement for Buyback||06.05.2019|
|Date of publication of Public Announcement for Buyback||07.05.2019|
|Record Date for determining the Buyback Entitlement and the names of Eligible|
|Buyback Opening date||[•]|
|Buyback Closing date||[•]|
|Last Date of verification of Tender Forms by the Registrar||[•]|
|Last date of intimation regarding acceptance / non-acceptance of Tendered Equity|
Shares to the BSE Limited by the Registrar
|Last date of Settlement of Bids on the BSE Limited||[•]|
|Last date of return of unaccepted Equity Shares by BSE Limited||[•]|
|Last date of Extinguishment of Equity Shares||[•]|
Details of Public Announcement
In accordance with Regulation 7(i) of the Buyback Regulations, the Company has made the Public Announcement dated
06.05.2019, which was published in the following newspapers on 07.05.2019:
|Business Standard||English||All editions|
|Business Standard||Hindi||All editions|
|Assomiya Khabar||Assamese||Jorhat and Guwahati Editions|
The Public Announcement was issued within 2 (two) Working Days from the date of declaration of results of the postal
ballot the results of which was declared on 04.05.2019.
Necessity of James Warren Tea Limited Buyback
Buyback is being undertaken for the following reasons:
- The Buyback will help the Company to return surplus cash to its shareholders holding equity shares broadly in proportion to their shareholding, thereby, enhancing the overall return to shareholders;
- The Buyback, which is being implemented through the tender offer route as prescribed under the Buyback Regulations, would involve allocation of the number of shares as per their entitlement or 15% of the number of equity shares to be bought back whichever is higher, reserved for the small shareholders. The Company believes that this reservation for small shareholders would benefit a large number of shareholders, who would get classified as “small shareholder” as per Regulation 2(i)(n) of the Buyback Regulations;
- It gives an option to the Shareholders holding equity shares of the Company, who can choose to participate and get cash in lieu of equity shares to be accepted under the Buyback offer or they may choose not to participate and enjoy a resultant increase in their percentage shareholding, post the Buyback offer, without additional investment.
- The Buyback may help in improving return on equity by a reduction in the equity base, thereby leading to long term increase in shareholders’ value;
It will not in any manner impair the ability of the Company to pursue growth opportunities or meet its cash requirements for business operations.
Impact of James Warren Tea Limited Buyback on the Company
The Company believes that the Buyback is not likely to cause any material impact on the profitability or earnings of the Company except to the extent of reduction in the amount available for investment.
Assuming response to the Buyback is to the extent of 100% (full acceptance) from all the Eligible Shareholders up to their entitlement, the aggregate shareholding of the Promoter and Promoter Group Companies after the completion of the Buyback shall increase/decrease to [*]% of the post-Buyback total paid-up equity share capital of the Company from 74.87% of the pre-Buyback total paid-up equity share capital of the Company.
The debt-equity ratio after the completion of the Buyback will be within the permissible limit of 2:1 prescribed by the Companies Act, even if the response to the Buyback is to the extent of 100% (full acceptance).
|Parameter||Pre-Buy Back||Post-Buy Back|
|Net worth (Rs. in lakhs)||12130.19||12124.10||9456.44||9450.35|
|Return on net worth (%)||19.17||19.16||24.60||24.58|
|Earnings per Share (Rs.)||18.76||18.73||25.01||24.97|
|Book value per Share (Rs.)||130.42||130.36||135.56||135.47|
|Total debt / equity ratio||–||–||–||–|
Basis of Calculating James Warren Tea Buyback Price
The Buyback Offer Price has been arrived at after considering various factors including, but not limited to the trends in the volume weighted average prices of the equity shares on the BSE where the Equity Shares are traded, the net worth of the Company, price earnings ratio, impact on other financial parameters and the possible impact of Buyback on the earnings per Equity Share.
More on James Warren Tea Buyback Price Calculation
The Buyback Offer Price represents:
- Premium of 1.30% of the volume weighted average market price of the equity shares on BSE, during the three months preceding the date of intimation to the BSE for the Board Meeting to consider the proposal of the Buyback.
- The premium of 12.22% of the volume weighted average market price of the equity shares on BSE, for two weeks preceding the date of intimation to the BSE for the Board Meeting to consider the proposal of the Buyback.
- Also, premium of 13.41% over the closing price of the equity shares on the BSE as on one day prior the date of intimation of Buyback. There was no trading in the equity shares of the Company on the date of intimation of Buyback i.e., March 14, 2019, and the closing market price of the equity shares on BSE as on one day prior the date of intimation of Buyback was Rs. 101.40.
Source of Funds for the Buyback
The funds for the implementation of the Buyback will be sourced out of the free reserves of the Company and/or such other sources as may be permitted by the Buyback Regulations or the Companies Act.
The Company shall transfer from its free reserves, a sum equal to the nominal value of the Shares bought back through the Buyback to the capital redemption reserve account, and the details of such transfer shall be disclosed in its balance sheet.
The funds borrowed, if any, from banks and financial institutions, will not be used for the Buyback.
James Warren Tea Limited – Manager to the Buyback
VC CORPORATE ADVISORS PRIVATE LIMITED
SEBI REGN NO: INM000011096
Validity period: Permanent
(Contact Person: Mr. Anup Kumar Sharma)
31 Ganesh Chandra Avenue, 2nd Floor,
Suite No –2C, Kolkata-700 013
Phone No : (033) 2225-3940 / 3941
Fax : (033) 2225-3941
James Warren Tea Limited – Registrar to the Buyback
MAHESHWARI DATAMATICS PRIVATE LIMITED
SEBI REG. NO. INR000000353
Validity Period : Permanent (Contact Person: Mr. S. Rajagopal)
23, R.N. Mukherjee Road, 5th Floor,Kolkata – 700 001
Tel.: +91 33 2243 5029 / 5809;Fax: +91 33 2248 4787
James Warren Tea Limited Contact Details
|Company Contact Details|
JAMES WARREN TEA LIMITED
Dhoedaam Tea Estate, P.O. Borahapjan, Dist. Tinsukia, Assam – 786 150
Corporate Office : Aspirations Vintage, 12 Pretoria Street, Kolkata- 700 071
Tel. No.: +91 033 4034 1000, Fax: +91 033 4034 1015
Company Secretary and Compliance Officer : Mr. Gyanendra Singh
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