risk synopsis - brookes pharma (pvt) ltd

FINANCING PROPOSAL SYNOPSIS Financing & Investment Risk Department

May 8, 2014FIRD/CBG/MFC/149/2014

CUSTOMER NAME: BROOKES PHARMA (PRIVATE) LIMITED-[BPPL]

DOMICILE

Branch Main Branch, Karachi Profit Centre CBG (South) Customer Group Brookes Pharma

CUSTOMER CLASSIFICATION

Corporate Sector Pharma & Healthcare Proprietorship Public Limited UnlistedSME Industry Pharmaceutical Partnership Public Limited ListedRetail Category LSM Pvt. Limited Other

OBLIGOR RISK RATING SCORE

Rating Assigned By CBG Rating Assessed By FIRD Rating History Rating 3 Rating 3 Previous CurrentScore 75 Score 73 Rating 4 Rating 3Class Good Class Good Score 68 Score 73

LARGE SCALE & RISK CONCENTRATION

BPPL At ORRS-3 Group At Weighted ORRS-3 Sector Concentration – 30/04/2014 (Rs. Mn.)

Exposure Funded Max. Exposure Funded Max. Portfolio SectorPermit 480 675 Permit 800 1,200 Limits 43,006 1,428 3.32%Existing* 461 461 Existing 465 465 O/s 30,024 900 3.00%Cushion 19 214 Cushion 335 735 Industry Concentration – 30/04/2014*& Proposed Limits 1,428 O/s. 900

PROPOSAL NATURE ACCOUNT CBG’s STRATEGY TERMS & CONDITIONS

Fresh Temp. Extension Grow Terms & Conditions as mentioned in Annexure ‘A’ forms an integral part of this synopsis.

Enhancement Modification MaintainRenewal Restructuring Exit

GROUP EXPOSURE(PKR in Millions)

Client Name Limit Amount Outstanding Amount Risk RatingFunded Non Funded Total Funded Non Funded Total

Pharma Logistics 25 - 25 4 - 4 3/GoodBrookes Pharma (Pvt) Ltd 281 (90) 281 207 41 248 3/GoodTotal 306 (90) 306 211 41 252

FINANCING LIMIT STRUCTURE (PKR in Millions)

Sr. No.

Financing FacilityExisting

LimitO/s

AmountProposed

Limit

Recommended

Limit

New/Extension/

Renewal

ProposedProfit/Comm.

Limit Expiry

1 DM (Sale & Purchase Back)-I 142.5 137.5 137.5 137.5 Review MK+2.1% 30-10-18

2 Murabaha (Max 120 days) 75.0 24.9 75.0 75.0 Renewal MK+2% 31-05-15

2(a) Foreign LC (Sight/U/Accp) (75.0) 30.7 (75.0) (75.0) Renewal 0.15% 31-05-15

2(b) LG (Performance) (15.0) 10.2 (15.0) (15.0) Renewal APSOC 31-05-15

3 DM (Fleet Financing)-I 39.5 39.5 39.5 39.5 Review 6MK+2% 04-09-16

4 DM (Fleet Financing)-II 23.5 5.4 18.9 18.9 Review 6MK+2% 04-09-16

5 DM (Sale & Purchase Back)-II [FRESH]

- - 190.0 190.0 New MK+2.1% 6 years

Total 280.5 248.2 460.9 460.9

PURPOSE

1Diminishing Musharika-I[Sale & Purchase Back]

This facility is requested for review. It was earlier approved to settle principal component of term finance facility of Pak Kuwait Investment Company (PKIC).

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2

Murabaha[Max 120 days]

This facility was allowed for retirement of import documents approved through LC Sight & for local procurement of raw material. Raw Materials include packing material and chemicals used in Pharma manufacturing with minimum shelf life of one year. However, Murabaha will not be available for retirement of import documents pertaining to machinery. Local purchases through Murabaha shall not exceed 1/3rd of the approved limit i.e. Rs.25 Million.

2 (a)

Letter of Credit[Foreign/Sight/Usance]

LC facility was granted for import of raw materials as mentioned in Murabaha section along with machinery/equipment which shall not exceed 15% of the LC limit at any point in time.

LC Sight can be retired through follow-on Murabaha facility; however, LC Usance shall be retired through follow-on Acceptance with a maximum tenor of 120 days. Acceptance to be retired from customer’s own resources.

Moreover documents for import of machinery will be retired by the customer from their own sources.

2(b)LG (Performance) LG facility was earlier approved for issuance of Performance Guarantee in favor of

government/semi government organizations for supply of medicines and for various contracts.

3 & 4

DM (Fleet Financing)-I & II Facility was allowed for procurement of new, locally assembled & imported TOYOTA/SUZUKI/HONDA cars for business use.

5

DM (Sale & Purchase Back)-II [FRESH]

This fresh facility is requested for entire settlement of principal portion of long term loans and leasing facilities of Pak Brunei Investment Co, Pak Gulf Leasing, Bank of Punjab and Orix Leasing Limited.

Maximum tenor for requested DM-II facility is six year inclusive of one year grace period. During grace period only profit will be paid on monthly basis. Principal installments will be paid in arrears from 13th month in equal sixty monthly installments.

SECURITY

1Diminishing Musharika[Sale & Purchase Back]

1st Pari Passu charge on all present and future fixed assets (land, building and plant and machinery) with 25% risk margin amounting to Rs. 200 Million.

2Murabaha[Max 120 days]

1st Pari Passu chage over present and future stock in trade and trade debts with 25% with risk margin amounting to Rs.100 Million.

2 (a)Letter of Credit[Foreign][Sight/Usance]

a. Lien over import documents.b. Accepted Bill of Exchange for LC – Usance.c. Security as mentioned in Murabaha section.

2 (b)

LG (Performance) a. 20% cash marginb. Counter Guarantee of BPPLc. Security as available under Murabaha facility.

3 & 4

DM (Fleet Financing)-I & II a) 10% & 20% equity participation for locally assembled and imported vehicles respectively in the shape of security deposit.

b) Title over DM financed asset (vehicle) is to be registered exclusively in favor of Burj Bank Limited in Excise & Taxation Office (ETO).

c) 06 Post Dated Cheques (PDC)

5DM (Sale & Purchase Back)-II [FRESH]

1st Pari Passu charge on all present and future fixed assets (land, building and plant & machinery) with 25% risk margin that is, PKR 267 Million.

(The underlying DM assets are mentioned in Annexure-B with DM sharing ratio of 90:10).

Supplemental Security All the facilities (existing and proposed) are secured through Personal Guarantees of all the directors of the company with PNWS. Director’s PNW is reported at Rs.172 Million.

Repayment Sources Primary Sources: Company’s cash flowsSecondary Sources: Refinancing from other lendersTertiary Sources: Through sale of stocks/fixed assets and/or calling the PG of directors.

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FINANCING PROPOSAL SYNOPSIS Financing & Investment Risk DepartmentFINANCIAL HIGHLIGHTS:

AUDITED FINANCIALS M. ACC FINANCIAL PROJECTIONS(Rs. in Millions) June 11 June 12 June 13 Dec 13 June 14 June 15 June 16 June 17 June 18

INCOME STATEMENTNet Revenue 1,401.7 1,610.3 1,959.8 1,154.1 2,500.0 3,000.0 3,600.0 4,300.0 5,200.0Cost of Goods Sold 855.2 973.2 1198.1 710.3 1,525.0 1,830.0 2,196.0 2,623.0 3,172.0Gross Profit 546.3 637.1 761.6 443.7 975.0 1,170.0 1,404.0 1,677.0 2,028.0Operating expenses 401.6 455.5 564.9 319.9 700.0 840.0 1,000.0 1,174.0 1,343.0Operating Profit (EBIT) 144.7 181.6 196.7 123.7 295.0 330.0 404.0 538.0 684.7Finance Cost 107.1 112.8 119.7 76.0 150.0 140.0 120.0 100.0 70.0Profit Before Taxes 58.9 85.6 95.4 52.4 145.0 215.0 314.0 438.0 654.7Net Income After Taxes 44.9 69.5 75.8 40.8 104.4 161.8 229.9 309.7 471.4

BALANCE SHHETInventory Level 292.0 305.0 327.3 395.4 395.3 465.0 550.0 645.0 755.0Trade Receivables/ Debtors 169.5 183.7 196.1 224.5 219.5 250.0 275.0 310.0 350.0Other Current Assets 202.1 235.6 251.1 308.8 280.4 314.7 380.0 396.5 523.3Total Current Assets 663.6 724.3 774.5 928.7 895.2 1,029.7 1,205.0 1,351.5 1628.3Property, Plant & Equipment 817.2 883.8 1,264.7 1,340.7 1,388.0 1400.0 1,425.0 1,470.0 1600.0Total Non Current Assets 817.2 883.8 1,267.7 1,340.7 1,388.0 1,400.0 1,425.0 1,470.0 1,600.0

Total Assets 1,480.8 1,608.1 2,039.2 2,269.4 2,283.2 2429.7 2,630.0 2,821.5 3,228.3

Short Term Bank Borrowing 117.8 142.3 150.8 369.3 279.8 279.8 279.8 179.0 100.0Trade Payable/ Creditors 115.1 121.9 176.3 211.9 300.0 400.0 500.0 600.0 700.0CP of LT bank Borrowing 113.9 150.4 243.2 246.1 - - - - -Other Current Liabilities 31.7 44.9 58.6 54.6 40.6 53.2 84.1 128.2 183.3Total Current Liabilities 378.5 459.5 628.9 881.9 620.4 733.0 863.9 907.2 983.3Long Term Bank Borrowing 423.0 395.1 580.7 513.0 737.0 610.1 450.6 289.5 149.3Other Long Term Liabilities 78.3 82.9 83.3 87.3 75.0 74.0 73.0 72.5 72.0Total Long Term Liabilities 501.3 478.0 664.0 600.3 812.0 684.1 523.6 362.0 221.3Total Liabilities 879.8 937.5 1,292.9 1,482.2 1,432.4 1,417.1 1,387.5 1,269.2 1,204.6Equity (Excluding RR & SL) 452.7 522.2 598.0 638.9 702.4 864.2 1,094.2 1,403.9 1,875.3Revaluation Reserve 148.2 148.2 148.2 148.2 148.2 148.2 148.2 148.2 148.2Total 600.9 670.4 746.2 787.1 850.6 1,012.4 1,242.4 1,552.1 2,023.5

FINANCIAL RATIOSEBITDA 235.1 272.2 296.1 163.7 378.2 439.0 519.5 626.2 820.7Cash Conversion Cycle (CCC) 111 days 107 days 86 days - 65 days 44 days 36 days 31 days 29 days

Gross Margin 39% 40% 39% 38% 39% 39% 39% 39% 39%Operating Profit margin 10% 11% 10% 11% 12% 11% 11% 13% 13%Net Profit Margin 3% 4% 4% 4% 4% 5% 6% 7% 9%Current Ratio 1.7 1.6 1.2 1.0 1.4 1.4 1.3 1.5 1.6Debt Services Coverage Ratio 1.0 1.0 0.8 0.5 2.5 3.1 4.3 6.2 11.7Finance Cost Coverage Ratio 1.6 1.7 1.8 1.6 1.9 2.5 3.6 5.3 10.3Bank Borrowings/Equity 1.5 1.3 1.6 1.8 1.4 1.0 0.6 0.3 0.1Total Liab./Equity 1.9 1.8 2.1 2.3 2.0 1.6 1.2 0.9 0.6

Financial Analysis – For the year ending 30 th June 2013 Financial risk assessment of BPPL is based on audited financials (FY11 to FY13), management accounts (Dec 2013) and projections (FY14-FY18). BPPL’s financials are audited by Bilwani & Co.

Income StatementIn FY13, BPPL achieved a growth of 22% in sales volume, which is recorded at Rs.1,959.8 Million (FY12: Rs.1,610.3 Million). This growth is even greater than that of FY12, which was 15%. Gross Profit is reported at Rs.761.6 Million with stagnant margin of 39%. Operating expenses are registered with slight enhancement at Rs.564.9 Million (FY12: Rs.455.5 Million). Operating profit margin remains stagnant at 10% for the period under consideration. During FY13, BPPL has earned “other income” in the shape of sales of scrap sales, exchange gain and profit on deposits to the extent of Rs.18.4 Million in FY13 (FY12: Rs.16.7 Million). During FY13, BPPL has massively incurred capex through lease finances, which boosted finance cost of the company, which is recorded at Rs.119.7 Million (FY12: Rs.112.8 Million). Growth in sales volume has impacted net profit of the company, which is reported at Rs.75.8 Million (FY12: Rs.69.5 Million). In net margin terms, it hovers around 4% for the period under review.

Balance SheetTotal balance sheet size grew by 27% and stands at Rs. 2.04 Billion (FY12: Rs. 1.61 Billion). Within current assets category, stocks level has enhanced to Rs.327.3 Million as against Rs. 305.0 Million in FY12, while trade debts have enhanced to Rs.

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FINANCING PROPOSAL SYNOPSIS Financing & Investment Risk Department196.1 Million from Rs. 183.9 Million in FY12. These enhancements are justified in view of growing sales volume. Movement in other items of current assets is only nominal. Due to capex incurred by BPPL in FY13, tangible fixed assets including capital work in progress is recorded at Rs. 1,264.7 Million (FY12: Rs. 883.8 Million).

Current liabilities of BPPL are recorded at Rs. 628.9 Million in FY13 (FY12: Rs. 459.5 Million). BPPL’s reliance on short term bank borrowing is adequate as it experiences enhancement by 6% and booked at Rs. 150.8 Million (FY12: Rs. 142.3 Million), which is understandable in view of growing EBITDA. Overseas creditors’ balance has enhanced to Rs. 149.5 Million from Rs. 95.7 Million in FY12. Long term bank borrowing level has enhanced to Rs. 580.5 Million from Rs. 395.1 Million in FY12. Net equity of the BPPL has jumped to Rs. 598.0 Million owing to retention of net profit.

Cash Conversion Cycle (CCC) of the company has reduced to 86 days. Our analysis suggests that due to better inventory and receivable management, inventory and receivable turnover days have reduced. Current ratio of the company has slightly decreased. Due to increase in long term bank borrowing, leverage and debt-equity ratios have enhanced. DSCR & FCCR are more or less stagnant at 1.0 & 1.7 respectively.

Management Accounts (1FFY14)During six months ending in Dec 31, 2013, BPPL has achieved sales volume of Rs.1.154 Billion. Gross Profit in margin terms has reduced to 38%. BPPL has posted profit after taxes (PAT) of Rs.40.9 Million as on Dec 31, 2014. Operating and net profits in term of margin remained stagnant at 11% and 4% respectively. Stocks & trade debts continue to be reported at higher levels owing to growth in sales volume. It is to be noted that short term bank borrowing level, which was earlier reported at Rs.150.8 Million, has enhanced to Rs.369.3 Million. It appears that BBPL has used banking facilities for raw material procurement.

Financial Projection (FY14-FY18)CBG has provided us projections for the above mentioned period. The underlying assumptions are 20% growth in sales volume, while gross profit margin is expected to be stagnant at its existing level of 39%. Stocks & trade debts are expected to enhance by 17% & 13% respectively. Noncurrent assets are forecasted to be enhanced by 3-8% annually. In the projections, Burj Bank’s proposed exposure is reflected with decreasing trend over the years. On the whole, financial projection appears to be reasonable with projected growth in line with current trend of the company and Pharma industry.

Conclusion:Overall financial position of the company appears to be adequate with respect to Burj Bank’s existing & proposed exposure. It is worth noting that BPPL’s requested facility won’t enhance its leverage position as it is a swap case. During one year grace period, BPPL will pay only profit, which is expected to be Rs.23.2 Million or Rs.1.9 Million per month. Keeping in view the growing sales, profitability and EBITDA, we understand that BPPL’s financial position is adequate enough.

SAFETY ASSESSMENT

Obligor Profile / Relationship History

Brookes Pharma (Private) Limited (BPPL) was established in 1984 and deals in manufacturing of pharmaceutical products. BPPL specializes in antibiotics, liver products, hair, skin and cardiovascular areas. BPPL has recently obtained manufacturing license from two multinational pharmaceutical companies namely M/s Merz & Co & M/s Edmond Pharma to produce active pharmaceutical ingredients and finished products. BPPL has total staff strength of over 800 persons including 500 in sales and marketing department. The product portfolio of Brookes includes medicines under product lines of gastro-enterology, anesthesia, dermatology, cardiology, NSAID and ant-septic drugs. Brookes is an ISO 9001, ISO 14001, SA 8000 and OHSAS 18001 certified company. It is further upgrading its operations to get one more certification of ISO 17025 during the end of the year 2012.

Account History with Burj BankBurj Bank has approved DM/Murabaha/LC/LG and DM (Fleet Financing) facilities to the tune of Rs.275 Million. Its facilities were renewed/reviewed for another year in October 2013. Overall account history is modest with few instances of overdue up to 5-10 days. Burj Bank net earnings from this client in FY13 are Rs.3.457 Million. It is relevant to mention that Burj Bank has also financed BPPL’s group concern i.e. Pharma Logistics to the tune of Rs.25 Million (DM Fleet), whose o/s is reduced to Rs. 3.5 Million. Below is BPPL’s import performance with Burj Bank.

Rupees in Million

FY12 FY13 FY14 (nine months)62.89 125.42 85.02

‘CBG Rationale for Enhanced Facility

CBG has requested for DM (Sales & purchase back) facility of Rs. 190 Million for swapping of conventional banks/FIs exposure as detailed below.

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Rupees in Million

Sr. No. Name of Bank/FIs Exposure Size01 Pak Brunei Investment Company 84.002 Pak Gulf leasing Company 32.003 Bank of Punjab 30.004 Silk Bank Limited 16.005 Orix Leasing Limited 30.0

Total 192.0

Client is interested in Islamic mode of financing and is in process of converting its financing facilities to Islamic banks. It is to be noted that fresh DM (Sale & purchase back) facility is proposed in line with already approved facility as its tenor is 6 years inclusive of one year grace period. Detail of underlying assets is given in attached Annexure-B.

Management Assessment

BPPL is a private limited company having following directorship.

Sr. No. Name of Director %Shareholding01 Abdul Haseeb Khan 13.2%02 Nadeem Khan 12.4%03 Waseem Khan 12.4%04 Saleem Khan 12.4%05 Ishrat Haseeb 12.4%06 Farhat Nadeem 12.4%07 Nudrat Khan 12.4%08 Roohi Saleem 12.4%

Total 100.0%

Mr. Abdul Haseeb Khan is the President/CEO of the company. He is an electrical engineer by profession, having 45 years of experience including 25 years in pharmaceutical sector. Mr. Nadeem Khan, Waseem Khan and Saleem Khan are working as Executive Directors, responsible for finance, production and marketing function. Other directors are also adequately qualified and experienced in their respective fields. The profile of top line management team, as given by CBG, is convincing enough. It is relevant to mention that subject client is included in PEP list. However based on client’s reputation and Burj Bank’s relationship with the client, we attach acceptable management risk with this name.

Business Risk Analysis

Brookes Pharma (Private) Limited deals in manufacturing of pharmaceutical products. Some of its leading products are Hepa Merz, Pyodine, Dostin, Coram etc. It deals in over 77 products. It is worth noting that product concentration of Hepa-Merz & Pyodine constitutes 44% of total revenue. It poses product concentration risk for the company. However, since BPPL does not face any material competition, this risk is assessed to be mitigated. BPPL’s end consumers are general masses. BPPL’s products are distributed throughout Pakistan through various distributors, hospitals, pharmacies and retailers. Some of the key institutional buyers of BPPL are Armed Forces, Aga Khan University Hospitals, PIMS and LNH. It may be noted that 55% of BPPL’s sales are distributed through its associate concern, Pharma Logistics. As reported earlier, Burj Bank has also financed Pharma logistics for its fleet financing requirement.

It is relevant to mention that a thorough business risk analysis was conducted at the time of initiation of financing relationship with this name, which was found in acceptable limits. Since then no material change is observed in its business risk parameters, hence business risk associated with this name may be considered acceptable.

Industry / Market Risk Analysis

Industry analysis conducted by Business Unit adequately covers the market dynamics and industry trend. We associate acceptable industry risk with the company based on growing demand and limited competition in the organized segment within Pharma industry.

Security Analysis Security structure of existing facilities is same as already approved earlier, which is briefly mentioned below. DM (Sales & Purchase back)-I: 1st Pari Passu charge on all Present and Future Fixed Assets (Land, Building and Plant & Machinery) amounting to Rs.200 Million inclusive of 25% risk margin. Following are the security structure of Murabaha/LC (Sight/Usance), LG and DM (Fleet) facilities.

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1st Pari Passu charge over present and future stock in trade and trade debts amounting to Rs.100 Million inclusive of 25% risk margin.

Lien over import documents/Accepted BE. 10% & 20% equity participation in the value of DM assets. Title over DM financed asset (vehicle) & 6 Post Dated Cheques (PDC). PG of directors.

Requested DM-II (Sales & Purchase back) of Rs. 190 Million is proposed against 1 st PP charge on all present and future fixed assets (land, building and plant & machinery) amounting to Rs. 267 Million inclusive of 25% risk margin. As per valuation dated July 24, 2013, following is the valuation of fixed assets of BPPL.

Description Plot # 58, St. 15, Korangi Indus Plot # 59, St. 15, Korangi IndusRs. in Million Market Value FSV Market Value FSVLand 250.0 200.0 250.0 200.0Building 210.8 168.7 126.3 101.0Machineries 580.5 406.4 270.0 189.0Total 1,041.3 775.1 646.3 490.0

Total market and FSV of fixed assets is Rs.1,687.6 Million and Rs.1,265.1 Million respectively. As per Search Report dated 18.03.14, following bank’s enjoy PP over fixed assets of the company. Rupees in Million

Sr. No.

Bank’s Name Charge Amount

O/s Amount Nature of Charge

01 Askari Bank Limited 100.0 - 1st EM over fixed assets02 HMB 100.0 - 1st PP charge over fixed assets03 SCB 150.0 117.0 1st PP charge over fixed assets04 Pak Kuwait Inv. Co. 134.0 83.0 1st PP charge over fixed assets05 Pak Brunei Inv. Co 267.0 84.0 1st PP charge over fixed assets06 Silk Bank Limited 120.0 16.0 1st PP charge over fixed assets07 Burj Bank Limited 200.0 137.5 1st PP charge over fixed assets08 Bank of Punjab 200.0 30.0 1st PP charge over fixed assets09 HBL 100.0 - 1st PP charge over fixed assets

Total 1,371.0 467.5

Adequate cushion is available with respect to market value of the assets & present o/s figures. CBG has committed that after swapping of the existing facilities, charge over fixed assets of respective banks will be vacated. Since Pak Gulf Leasing Limited and Orix Leasing Limited charges are not reflected in the search report, BPPL will provide us an undertaking from respective FIs regarding vacation of charge.

Pricing Pricing of DM-II facility is proposed as per already approved DM-I facility i.e. MK+2.1%. However pricing of Murabaha is proposed to be reduced to 1.75% from 2% over KIBOR. FIRD forward this synopsis at already approved pricing. As per current KIBOR benchmark, Burj Bank’s earning from this client in grace period and repayment tenor is expected to be Rs.23.2 Million & 66.3 Million.

ECIB Reports We have ECIB report dated April 24, 2014 of BPPL, its other group concerns and their directors, in which exposure as on March 31, 2014 is reported. As per these reports, BPPL’s funded and non funded exposure is Rs.1,264.227 Million & Rs.348.347 Million respectively. There is no mention of any overdue, amount under litigation or reschedule/restructured exposure. ECIB reports of its group companies and their directors are also clean.

Risk Rating As per CBG, BPPL’s risk rating is 3/good with 75 score. FIRD reassessed its rating, which yields it same as that of CBG with 73 points. CBG agrees with FIRD working.

FRR Scorecard Following is the FRRS of the proposed and existing facilities.

Nature of Facility Facility Score Facility GradeDM (Sale & Purchase back)

65 C

Murabaha Facility 71 CDM (Fleet) 88 B

Facilities With Other Bank/FIs

BPPL is presently availing financing facilities from following banks/FIs.

Rupees in Million

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Sr. No. Name of Bank/FIs Nature of Facility Fund Based Limit NFB Limits Total Limits01 Askari Bank Ltd FATR/LC 15.0 55.0 70.002 HMBL Short Term/LC 50.0 40.0 90.003 SCB Short & Long Term 370.0 105.0 475.004 Silk Bank Limited Short & Long Term 35.0 110.0 145.005 Pak Kuwait Short & Long Term 164.0 - 164.006 Pak Brunei Short & Long Term 200.0 - 200.007 Burj Bank Short & Long Term 200.0 75.0 275.008 Bank of Punjab Short & Long Term 130.0 70.0 200.009 HBL Short & Long Term 50.0 100.0 150.010 Bank Islami Leasing 37.0 - 37.011 Pak Gulf Leasing 88.0 - 88.012 First Habib Modaraba Leasing 30.0 - 30.013 Orix Leasing Leasing 68.0 - 68.0

Total 1,437.0 550.0 1,992.0

SBP PR-5 is fully complied with. After taking into consideration requested facility of Rs. 190 Million, Burj Bank’s proposed exposure of Rs. 461 Million will become second highest after SCB.

Further Requests CBG has requested for gradual increase in LC/Murabaha limit corresponding to decrease in DM-I exposure up to Rs. 125 Million. FIRD is not supportive of this arrangement in view of the fact that such arrangement may pose monitoring repercussion, further, overall exposure over customer shall not reduce and the payments made under the DM through cash flows may again be re-availed under short term facility to finance working capital.

CONCLUSION/RECOMMENDATION:

Brookes Pharma (Private) Limited (BPPL) was established in 1984 and deals in manufacturing of pharmaceutical products. BPPL specializes in antibiotics, liver products, hair, skin and cardiovascular areas.

Burj Bank has approved DM/Murabaha/LC/LG and DM (Fleet Financing) facilities to the tune of Rs. 275 Million. Its facilities were earlier renewed/reviewed till October 2014. Overall account history is satisfactory with few isolated instances of overdue up to 10 days. It is relevant to mention that Burj Bank has also financed its group concern i.e. Pharma Logistics to the tune of Rs. 25 Million (DM Fleet financing). Customer has requested long term DM (Sale & Purchase back) facility of Rs. 190 Million, for swap of outstanding exposure from their conventional banks/FIs.

Based on the analysis carried out above, and due to adequate financial position and security structure, CBG’s request for DM-II (Sale & Purchase back) facility of Rs.190 Million is recommended for approval subject to compliance with all the terms and conditions as per attached Annexure-A.

Recommended By:

______________________ ___________________________ __________________________Financing Analyst Sr. Financing Analyst Sr. Financing Analyst

MANAGEMENT FINANCING COMMITEE

Chief Risk Officer

Chief Financial Officer

Group Head-Treasury

Group Head Corporate

Group Head-Retail & Consumer

Approved Not ApprovedOthers


Approved Not ApprovedOther

Approved Not ApprovedOther


Chief Executive Officer / President Approved Not ApprovedOthers

Comments:

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Annexure-ATerms & Conditions

Conditions Precedent

1. Disbursement of the facility is subject to the submission/compliance of following:a. Personal Guarantees of directors with their itemized & detailed PNWS covering the existing and enhanced

exposure. b. Shariah approved MO for fresh financing facility. c. Availability of letter regarding confirmation of principal o/s of Pak Brunei Investment Company, Pak Gulf

leasing Company, Bank of Punjab, Silk Bank Limited & Orix Leasing Limited.d. Availability of fresh dated valuation of fixed assets of BPPL.e. Availability of financial projection (FY19-FY20). f. Availability of undertaking from BPPL that it will adjust complete profit and partial principal (if any) of

above mentioned banks/FIs from its own sources and vacate the charge of the banks within 15 days from the date of disbursement.

g. Disbursement must be executed after perfection of 1st PP charge over present and future fixed assets of BPPL. No deferral request will be entertained in this regard.

h. Joint visit/inspection by FIAD & CBG of the underlying DM assets and BPPL’s operational set up to check operational status of the DM assets and factory.

2. Confirmation in writing as to acceptance of facilities should be obtained from customer. In case customer’s acceptance is not received within 30 days of the issue date of customer advising letter, the approval terms would stand canceled.

Further Conditions Precedent (Controlling Covenants)1. Fresh approved DM-II (Sale & Purchase back) facility is available for swapping of principal portion of above

mentioned banks/FIs only. 2. BPPL would route its business cash commensurate to the size of the financing accommodations with Burj Bank

during the currency of the facilities.3. BPPL would route its import business equivalent to twice of its approved limits with Burj Bank. 4. The DM financed assets/fixed assets of BPPL must be kept fully insured for full market value at all times against

pertinent risks by any of the Insurance/ Takaful companies on the approved panel of Burj Bank. 5. The facility will be available for first utilization till July 31, 2014 i.e. if utilization is not made within stipulated

period, the facility would be considered withdrawn/cancelled. Full utilization is to be made within August 30, 2014. 6. Overall accommodation of BPPL shall remain restricted at Rs. 460.9 Million. Moreover, DM is non-revolving limit

and no disbursement should be allowed subsequent to full utilization of limit.7. It must be ensured that total accommodation of BPPL should stand complied with the prescribed benchmarks

mentioned in the Prudential Regulations No. R-5 at all times during the currency of the approved limit.8. All Insurance/ Takaful policies along with premium paid receipt must be held by the bank. All charges, insurance to

be recovered from customer upfront.9. Customer must submit financial accounts within six months of the close of each financial year.10. SBP Prudential Regulations and financing restrictions along with Bank’s financing policy, as advised by Burj Bank’s

Head Office from time to time and the instructions of approved product policy manuals, must be complied with at all times.

11. During the tenancy of Burj Bank’s exposure, any change in directorship will require prior consent, in writing, from the Bank. In the event of non-compliance with this condition Burj Bank will have the right to immediately recall the facilities/ exposure arrangements.

12. Burj Bank reserves the right, acting on its own discretion, to cancel financing facilities approved by virtue of this Approval anytime without assigning reason.

13. The bank shall have the banker’s lien and right-off set-off on all deposits, accounts, properties & securities available with Burj Bank.

14. The Bank reserves the right to recall all financing facilities at any time if the same are utilized for: any purpose other than for which the facility was originally extended or purposes detrimental to public interest or Purposes against Shariah or the Law of the Land.

Note:1. Review/renewal date of the facilities shall be May 31, 2015. CBG must submit its renewal/review proposal two month prior to its

due date. 2. CBG would ensure to review appropriateness of customer’s rating on a continuous basis, preferably on quarterly basis, and

submit downgrading / upgrading of account to FIRD in light of any material change in information.3. All other terms and conditions as per earlier approvals will remain applicable and effective.

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Annexure-B

Detail of underlying DM assets Rupees in Million

Sr. No. Nature of Assets Amount01 Building Plot # 59 126.002 Inspection Machine 39.003 Dry Head Sterilizer 15.004 BQS Bilster Mac 12.005 Tablets & Capsules cartooning

machine11.5

06 Emulsifying Mixer & Storage Tank 9.0Total 212.5

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risk synopsis - brookes pharma (pvt) ltd

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