Valiant Organics Ltd. (VALIANT) was established in the year 1985 under the name of Valiant Chemical Corporation, with a single product, viz., meta chloroaniline. The company was the major manufacturer of the same in India till 1999. Later, the company expanded its product range to include chlorophenols, a chemical mainly used as intermediates in pharmaceuticals, pesticides, disinfectants, anti-bacterial and veterinary. Currently, Valiant Organics Ltd. is one of the major suppliers of chlorophenols in India and abroad. Valiant Organics’ production site is situated at Sarigam Industrial Estate in Gujarat.

Amarjyot Chemicals Limited (ACL) is one of the leading manufacturers and suppliers of speciality chemicals. It is headed by first generations of technocrats. Amarjyot plants are located at Vapi, Jhagadia and Ahmedabad in Gujarat. ACL produces Ammonolysis, Hydrogenation, Nitration, Sulphonation, Acetylation reactions at it units. Some of the products are as:

  • Dye intermediate: Para Nitro Aniline, Ortho Chloro Para Nitro Aniline, 6 Acetyl, OAPSA, Ortho Anisidine, Para Anisidine and OTSSA
  • Intermediates for pigments: 2B Acid, 4B Acid, 6B Acid, ONAPSA
  • Agro Intermediates: N-Isopropyl, Para Chloro Aniline, Meta Chloro Aniline, Para Fluoro Aniline, etc.
  • Dyes: Acids Dyes, Reactive Dyes, Direct Dyes.

Recent Transactions by the Companies

Valiant

The company also acquired business through merger of Abhilasha Tex Chem Limited with Appointed Date July 1, 2016. The NCLT sanctioned the same on January 1, 2018.

ACL

Merger of Amrey Enterprises and Draagon Drugs and Demerger:

  • It acquired business through merger of Amrey Enterprise Private Limited which had land and building facilities and merger of Draagon Drugs Private Limited which is engaged in the business of manufacturing of chemical business. However, it also demerged business of non-manufacturing from the company to Dilesh Logistics (India) Private Limited.
  • Appointed date: December 1, 2014
  • Swap ratio: For merger of Amrey and Draagon was 46:1000 and 554 :1000 for every equity shares, respectively.
  • Products: Draagon Products Line Amino Compound, PNTOSA, NMQD, Meta Toluedine, Pure O A, DABA, CAT1, IPPCA, ORTHO TOLUENE, DDS, 2.5 Dymethoxy Aniline, DNS, PARA Toluedene L1Q, PEA. Whereas the Amrey has immovable property only and which is rented out.
  • Valuation: Amrey was valued based on adjusted Net Asset value and whereas for Draagon and Amarjyot Net asset value and Price Earning Capacity value with appropriate Weightage. However, lower weightage to PECV for Draagon as compared to Amarjyot was given considering sale of its Tarapur unit resulting in substantial part of operation of Draagon and fluctuation in profit trend of the company over the years.

Amrey was valued at Rs 1.89 crore and Amarjyot at Rs 34.37 crore and Draagon at Rs 15.29 crore.

Merger of Dispo Dyechem

  • It also acquired through merger of Dispo Dyechem Private Limited which is engaged in the business of Dye and Dyes Intermediates.
  • Appointed Date: January 1, 2016
  • Swap ratio: For merger of Dispo is 140 equity shares and 1 Redeemable Preference share for every 100 equity shares. Terms of Compulsory Redeemable Non-Cumulative Preference Shares
  1. Face Value: Rs. 100 each
  2. Redemption: Redeem at par within 36 months from the date of allotment
  3. Rate of Dividend: Zero
  4. Cal Option: Amarjyot will have an option to redeem at any time after the end of the months from the date of allotment.
  • Valuation: Dispo was valued at Rs 7.87 crore with negative net worth of Rs 8.09 crore after capturing adjustment for Appreciation in value of assets net of taxes. Whereas Amarjyot was valued at Rs 100 crore weight of 33.33% NAV of Rs 48.35 crore and 66.67% to PECV of Rs 126.43 crore.
  • Post-merger Shareholding

Table 1: Equity Shares

Name of Shareholders No of Shares % Holding
Promoters 44,20,832 50.56%
Public 43,23,548 49.44%
Total 87,44,380 100.00%

Please note: this considering even Bonus issue in 2:3 post-merger of Dispo

Table 2: Compulsory Redeemable Non-Cumulative Preference Shares

Particulars No of Shares % Holding
Name of Shareholders 21,055 53.44%
Promoters 18,345 46.56%
Public 39,400 100.00%

TRANSACTION:

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