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Ghani Value Glass Limited’s announcement of right issue

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Karachi, March 18, 2013 (PPI-OT): Please refer to our Letter No. GVGL/KSE/2013/10 of March 11, 2013.

The Board of Directors in today’s meeting held at 11:30 A.M at 40-L, Model Town, Lahore has approved to issue 150% Right Shares (150 shares for every 100 shares held) in consideration of cash at par value of Rs. 10 per share. The share transfer books of the company shall remain closed from April 22, 2013 to April 29, 2013 (Both days inclusive) for the purpose of entitlement of Right Shares Right Issue will be fully underwritten accordingly.

We also enclose herewith the following information/ documents:-

Purpose, benefits and use of funds from Right Issue as annexure ‘A’.

Financial projections for three years duly signed by the directors present in meeting as annexure ‘B’.

A certified true copy of board resolution as annexure ‘C’.

Draft of advertisement to be published in newspapers in respect of approval of 150% Right issue as annexure ‘D’.

You may please inform the members of the Exchange accordingly.

Annex-A

Purpose of Right Issue and Use of Funds

Pursuance to growth strategy of the company, the management has decided to increase its equity base by issuance of right shares. Funds generated from right issue will be utilized to finance the expansion initiatives of the company in order to enhance capacity levels and increase its market share in recognition of enormous opportunity and growth potential.

Benefit to the Company

Equity base of the company will be strengthened. Market share would be increased after enhancing production capacity by using funds.

Annex-B

Projected Balance Sheet

Y1 Y2 Y3
Assets
Non current assets
Property, plant and equipment 236,736,101 213,082,491 191,756,242
Long term deposits 4,683,044 4,633,044 4,633,044
———– ———– ————-
241,369,145 217,695,535 196,389,286
Current Assets
Stores, spares and loose tools 11,813,137 11,813,137 11,813,137
Stock in trade 119,276,699 125,240,534 131,502,560
Trade debts-unsecured, considered good 273,852,344 287,544,961 301,922,209
Loans and advances 9,114,414 9,114,414 9,114,414
Taxes and duty refundable 22,949,097 22,949,097 22,949,097
Cash and bank balances 124,027,425 234,868,189 410,138,954
———– ———– ————-
561,033,116 691,530,933 887,440,372
———– ———– ————-
802,402,261 909,226,468 1,083,829,658
———– ———– ————-
Equity and Liabilities
Share Capital and Reserves
Authorised Capital
Rs.10/- each (30 June 2012: Rs 10/- each). 300,000,000 300,000,000 300,000,000
———– ———– ————-
Issued, subscribed and paid up capital 188,375,000 188,375,000 188,375,000
Rs.10/- each (30 June 2012: Rs 10/- each).
Revenue reserves
General reserve 3,680,002 3,680,002 3,680,002
Unappropriated profit 175,223,936 314,775,937 473,142,854
———– ———– ————-
367,278,938 506,830,939 665,197,856
Surplus on Revaluation of Fixer Assets 92,932,206 92,932,206 92,932,206
———– ———– ————-
460,211,144 599,763,145 758,130,062
Non Current Liabilities
Deferred taxation 15,751,626 15,751,626 15,751,626
———– ———– ————-
475,962,770 615,514,771 773,881,687
Current Liabilities
Loans from directors 48,197,000
Trade and other payables 212,772,806 218,568,312 224,673,477
Provision for taxation 65,469,685 75,143,385 85,274,494
———– ———– ————-
326,439,491 293,711,697 309,947,970
———– ———– ————-
802,402,261 909,226,468 1,083,829,658
Contingencies and Commitments
———– ———– ————-
802,402,261 909,226,468 1,083,829,668
———– ———– ————-

Annex-B

Projected Profit and Loss Account

Year 1 Year 2 Year 3
Rupees Rupees Rupees
Sales Local 1,110,623,394 1,166,154,564 1,224,462,292
Less: Cost of Goods Sold 862,911,936 888,415,931 911,175,766
———– ———– ————-
Gross Profit 241,711,458 279,738,632 313,286,526
Administrative and selling expenses 46,791,756 49,131,344 51,587,911
WPPF 10,045,985 11,530,364 13,084,931
WWF 3,817,414 4,381,538 4,972,274
———– ———– ————-
60,655,215 65,043,241 69,645,115
Profit before Tax 187,056,242 214,695,386 243,641,410
Provision for taxation 65,469,685 75,143,385 85,274,494
———– ———– ————-
Net Profit 121,586,558 139,552,001 158,366,917

Annex-B

Projected Cash flow Statement

Y1 Y2 Y3
Rupees Rupees Rupees
Cash Flows from Operating Activities
Profit for the period before taxation 187,056,242 214,695,386 243,641,410
Adjustments for non-cash charges and other items:
Depreciation 26,304,011 23,673,610 21,306,249
Provision for WPPF 10,045,985 11,530,364 13,084,931
Provision for WWP 3,817,414 4,381,538 4,792,274
———– ———– ————-
40,167,471 39,585,513 39,383,454
Working capital adjustments
(Increase)/ decrease in current assets:
Stores, spares and loose tools
Stock-in-trade (5,679,843) (5,963,835) (6,262,027)
Trade debts (111,249,429) (13,692,617) (14,377,248)
Increase/ (decrease) in current liabilities:
Trade and other payables (22,334,608) 5,795,506 6,105,165
———– ———– ————-
(139,233,880) (13,860,946) (14,534,110)
———– ———– ————-
Cash Generated from Operations 87,989,833 240,419,952 268,470,754
Taxes paid 23,663,533 65,469,685 75,143,385
WPPF paid 13,863,459 15,911,903 18,057,204
———– ———– ————-
Net Cash Generated from Operating Activities 50,462,792 159,038,384 175,270,164
Cash Flows from Investing Activities
Purchases of property, plant and equipment (80,025,000)
Cash flows from Financing Activities 113,025,000 (48,197,000)
Net Increase in Cash and Cash Equivalents 83,462,792 110,841,364 175,270,164
Cash and Cash Equivalents-at the beginning of the period 40,564,632 124,027,425 234,868,789
———– ———– ————-
Cash and Cash Equivalents-at the end of the period 124,027,426 234,868,789 410,138,954

Annex-B

Three Years Financial Projections signed by the Directors.

Serial No. Name of Directors Signature
1. Mr. Imtiaz Ahmad Khan
2. Mr. Anwaar Ahmad Khan
3. Mr. Aftab Ahmad Khan
4. Mrs. Reema Anwaar
5. Mrs. Ayesha Aftab
6. Mrs. Jawaria Obaid
7. Mr. Junaid Ghani
8. Mr. Obaid Ghani
9. Mr. Jubair Ghani

Annex-C

Resolution Passed in Board of Director Meeting Held on March 18, 2013

“Resolved that the 150% right shares (150 shares of every 100 shares, held) in consideration of cash at par value of Rs. 10 per share be and is hereby approved”.

“Further Resolved that approval is hereby granted to close the share transfer books of the company for entitlement of right shares from April 22, 2013 to April 29, 2013 (both days inclusive).”

“Further Resolved that purpose of right issue, benefits to the company, use of funds and projections for three’ years be and are hereby approved.”

“Further Resolved that Chief Executive Officer of the company be and is hereby authorized to finalize the banker to right issue and underwriter accordingly.”

“Further Resolved that after finalization of banker to right issue Mr. Imtiaz Ahmad Khan, Chairman, Mr. Anwaar Ahmad Khan, Chief Executive Officer and Mr. Aftab Ahmad Khan, Director of the company are singly authorized to operate the Right Issue Subscription Account of the Company.”

“Further Resolved that the Company Secretary in consultation with the Chief Executive officer be and is hereby authorized to prepare right issue plan, made any amendment thereon and obtain approval of the same from the stock exchanges.”

“Further Resolved that the Company Secretary be and is hereby authorized to issue circular under section 86 of the companies Ordinance, 1984 and letter of right to the shareholders, SECP and the stock exchanges.

Annex-D

150% Right Issue of Shares

Shareholders are notified that pursuance to growth strategy, the board of Directors has decided and approved to issue 150% right shares (150 shares for every 100 shores held) at par value of Rs. 10/- per share. Funds generated froth right issue will be utilized to finance the expansion initiatives of the company in order to enhance capacity levels and increase its market share in recognition of enormous opportunity and growth potential.

The share transfer books of the company shell remain closed from April 22, 2013 to April 29, 2013 (both days inclusive) for the purpose of entitlement of right shares.

Shareholders are requested in their own interest to notify any change in their addresses immediately at the following address for dispatch of right issue latter.

For more information, contact:
Company Secretary
Ghani Value Glass Limited
40-L, Model Town Ext,
Lahore-Pakistan
UAN: 111-949-949
Tel: +92-42-35174025
Fax: +92-42-35172263
E- mail: info@ghanivalueglass.com
Web: www.ghanivlaueglass.com

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