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Freshara Agro Exports Ltd IPO
Status: Closed
Overview
IPO date
17 Oct 2024 to 21 Oct 2024
Face value
₹ 0 per share
Price
₹ 110 to ₹116 per share
Issue Size
6,499,200 shares
(aggregating up to ₹ 75.39 Cr)
(aggregating up to ₹ 75.39 Cr)
Allotment Date
22 Oct 2024
Listing at
NSE
Issue type
Book Building - SME
Sector
FMCG
Objectives of Freshara Agro Exports Ltd IPO
Initial public offer of upto 64,99,200 equity shares of face value of
Rs. 10/- each ("Equity Shares") of Freshara Agro Exports Limited (the "Company" or "Freshara Agro Export" or "FAEL" or "Issuer") at an issue price of Rs. 116 per equity share (including a share premium of Rs. 106 per equity share) for cash, aggregating up to Rs. 75.39 crores ("Public Issue") out of which 6,19,200 equity shares of face value of Rs. 10/- each, at an issue price of Rs. 116 per equity share for cash, aggregating Rs. 7.18 crores will be reserved for subscription by the market maker to the issue (the "Market Maker Reservation Portion"). The public issue less market maker reservation portion i.e. issue of 58,80,000 equity shares of face value of Rs. 10/- each, at an issue price of Rs. 116 per equity share for cash, aggregating up to Rs. 68.21 crores is hereinafter referred to as the "Net Issue". The public issue and net issue will constitute 27.66 % and 25.02 % respectively of the post-issue paid-up equity share capital of the company.
The issue price is 11.6 times of the face value of the equity shares.
Freshara Agro Exports Ltd IPO Strategy
- Our industry-related skills and knowledge can be leveraged to diversify our customer-base and gain wallet share with existing customers by expanding our product portfolio.
- Expand our product reach globally and increase our production capacity.
- Adding more contract-farmers in different states to ensure the availability of raw material in every season.
- Further reduce operating costs, improving operating efficiencies and deploy new technologies.
About Freshara Agro Exports Ltd
Freshara Agro Exports Limited was originally formed as a Partnership Firm in the name and style of 'Freshara Picklz Exports' pursuant to Deed of Partnership dated June 23, 2015. Subsequently, the Firm was converted from Partnership firm into a Public Limited Company with the name and style of 'FRESHARA AGRO EXPORTS LIMITED' and received a Certificate of Incorporation from the Registrar of Companies, Tamil-Nadu and Andaman situated at Chennai dated November 22, 2023.
The Company is engaged in the procurement, processing and exporting of preserved Gherkins and other pickled commodities from India to different countries of the world. The Company concludes buy-back agreements with the farmers and in turn supplies the farmers the necessary sowing material such as seeds to the identified small and marginal farmers.
The Company process the procured Gherkins and other pickled vegetables within their processing facility prior to exportation. Gherkins and other pickled vegetables are processed in processing facility situated at Velakalnatham Village, in Tirupattur District of Tamil Nadu on a high-quality measure and packed in food-grade drums, glass jars and metal tins as processed products. Gherkins are savored pickle vegetable relished globally & consumed in the markets of Europe, USA, Australia, Russia, etc. as a delicacy with other food items. The Company has been recognized as a 100% Export House by Ministry of Commerce & Industry, Government of India.
To ensure a consistent supply of high-quality vegetables, we have forged strategic partnerships with the local farmers of Tamil Nadu, Karnataka and some parts of Andhra Pradesh through our contract farming program. By maintaining control over the entire supply chain, the Company ensure that only the freshest and finest produce makes its way into processing facilities.
The Company is planning a Public Issue of 65,00,000 Fresh Issue Equity Shares.
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T&C*
Strengths vs Risks of Freshara Agro Exports Ltd
Know the pros & cons
Strengths
Good relationship with the contract farmers and other vendors ensuring availability of raw materials during off-season period.- Support of efficient supply-chain enable us to have long-standing and deep customer relationships.
- Quality assurance and quality control of our products and as a result we received various awards and accreditations.
- Advanced in-house processing facilities with focus on cost competitiveness.
- Comprehensive product portfolio enables us to serve our customers spread across the globe.
- Demonstrated history of financial performance and a scalable business model.
- Experienced promoter and management team.
Risks
- The company derives significant portion of its revenue from sell of Gherkins as accounted for 84.90%, 93.50%, and 90.90 of the company revenue from operations in Fiscal 2022, 2023 and 2024 respectively. An inability to anticipate and adapt to evolving consumer preferences and demand for particular products, or ensure product quality may adversely impact demand for its products and consequently the company's business, results of operations, financial condition and cash flows.
- Improper storage, processing or handling of whole products of Gherkins, Baby Corns, Banderilla, Chilies, Bell Pepper and other products may result in spoilage of, and damage to, such whole Gherkins, Baby Corns, Banderilla, Chilies, Bell Pepper and other products which may adversely affect its business prospects, results of operations and financial condition.
- Real or perceived product contamination could result in reduced sales, product liability and damage to its reputation, and subject the company to regulatory action.
- The company is highly dependent on its management team and certain management personnel, any loss of such team members or the inability to attract or retain research and development personnel may materially adversely affect its business performance and research and development efforts.
- The company derives a significant portion of its revenue from customers located overseas, including in Russia, which is currently involved in a war with Ukraine.
- The company completed its conversion from a Partnership firm to a public limited company on November 22, 2023. However, the accounts of the partnership firm were subsequently closed on January 23, 2024.
- The company faces foreign exchange risks that could adversely affect its results of operations and cash flows.
- Its top ten customers contribute majority of the company's revenues from operations. Any loss of business from one or more of them may adversely affect its revenues and profitability.
- The discontinuation of, the loss of business with respect to, or a lack of commercial success of, a particular product for which the company is a significant supplier could affect its business and results of operations.
- The requirement of funds in relation to the objects of the Issue has not been appraised.
- Its Promoter and Director namely Mr. Junaid Ahmed Khudrathullah Iqbal was appearing in the MCA list
of disqualified directors in 2017.
- The company individual Promoters plays key role in its functioning and the company heavily relies on their knowledge and experience in operating its business and therefore, it is critical for the company's business that its Promoter and Executive Directors remain associated with the company. Its success also depends upon the services of the company key managerial personnel and its ability to attract and retain key managerial personnel and its inability to attract them may affect the company operations.
- Any slowdown or work stoppages at its factory sites may have effect on the company's business, financial condition and results of operations.
- Any failures in its quality control processes may adversely affect the company's business, results of operations and financial condition. The company may faces product liability claims and legal proceedings if the quality of its products does not meet its customers' expectations.
- The Company has high debt-to-equity ratio in the past three Financial Years and for the stub period.
- The company may be unable to grow its business in international markets, which may adversely affect the company's business prospects and results of operations.
- The company does not have firm commitment agreements with its customers. If the company customers choose not to source their requirements from it, the companya's business and results of operations may be adversely affected.
- The company revenues are dependent on its exports to its international customers. The company generate its sales from the company operations in certain countries especially Russia, Spain, Iraq, Chile, Italy, France, Canada, Croatia, Algeria, Saudi Arabia, Mexico, Germany, Kazakhstan China and Belarus. Any failures to fulfil the requirements of its international customers may adversely affect the company's revenues, result of operations and cash flows.
- The company is recently converted to the public company from the partnership firm and subject to compliance certain provision of the Companies Act 2013.
- The company's ability to attract, train and retain executives and other qualified employees is critical to its business, results of operations and future growth.
- An inability to comply with repayment and other covenants in the financing agreements or otherwise meet its debt servicing obligations could adversely affect the company's business, financial condition, cash flows and credit rating.
- The Company has availed certain unsecured loans.
- There are outstanding legal proceedings involving the Company. Any adverse decision in such proceedings may have a material adverse effect on its business, results of operations and financial condition.
- Any non-compliance or delays in GST Return Filings and EPF Payments may expose it to penalties from the regulators.
- The company has significant power requirements for continuous running of its manufacturing units. Any disruption to its operations on account of interruption in power supply or any irregular or significant hike in power tariffs may have an effect on its business, results of operations and financial condition.
- The company has in the past entered into related party transactions and may continue to do so in the future, which may potentially involve conflicts of interest with the equity shareholders.
- The company is subject to performance risk from third-party contractors, and operational risks associated with the engagement of third-party contractors and its employees.
- Its business is manpower intensive and any unavailability of the company employees or shortage of contract labour or any strikes, work stoppages, increased wage demands by workmen or changes in regulations governing contractual labour may have an adverse impact on its cash flows and results of operations.
- The company could be harmed by employee misconduct or errors that are difficult to detect and any such incidences could adversely affect its financial condition, results of operations and reputation.
- The company requires certain approvals and licenses in the ordinary course of business and the failures to successfully obtain/renew such registrations would adversely affect the company's operations, results of operations and financial condition.
- The company Promoters and Executive Directors hold Equity Shares in the Company and are therefore interested in the Company's performance in addition to their remuneration and reimbursement of expenses.
- Further, pursuant to Section 27 of the Companies Act 2013, any variation in the objects would require a special resolution of the Shareholders and its Promoters or controlling Shareholders will be required to provide an exit opportunity to the Shareholders of the Company who does not agree to such proposal to vary the objects, in such manner as may be prescribed in future by the SEBI.
- The average cost of acquisition of Equity Shares held by its Promoters could be lower than the Issue Price.
- The deployment of funds is entirely at its discretion and as per the details mentioned in the chapter titled "Objects of the Issue".
- The company funding requirements and proposed deployment of the Net Proceeds are based on management estimates and have not been independently appraised, and may be subject to change based on various factors, some of which are beyond its control.
- The requirements of being a public listed company may strain its resources and impose additional
requirements.
- The company insurance coverage may not be adequate to protect it against all potential losses to which its may be subject and this may have a material effect on the company business and financial condition.
- Non-compliance with amendment in Safety, Health and Environmental laws and other applicable regulations, may adversely affect the Company's results of operations and its financial condition.
- The company has not independently verified certain data in this Red Herring Prospectus.
- Rights of shareholders under Indian laws may be more limited than under the laws of other jurisdictions.
- The company will continue to be controlled by its Promoter and Promoter Group after the completion of the Issue, which will allow them to influence the outcome of matters submitted for approval of its shareholders.
- The company is susceptible to risks relating to unionization of its employees employed by the company.
- Any future issuance of Equity Shares may dilute your shareholdings, and sale of the Equity Shares by its major shareholders may adversely affect the trading price of its Equity Shares.
- Its inability to effectively implement the company's business and growth strategy may have an adverse effect on its operation and growth.
- In the event there is any delay in completion of the Offer, or delay in schedule of implementation or corresponding delay in the completion of the objects of this offer shall be in compliance with ICDR and other applicable laws.
- There are restrictions on daily movements in the price of the Equity Shares, which may adversely affect a shareholder's ability to sell, or the price at which it can sell, Equity Shares at a particular point in time.
- There is no guarantee that the Equity Shares issued pursuant to the Issue will be listed on the Emerge Platform of National Stock Exchange of India Limited in a timely manner, or at all.
How to check the allotment status of Freshara Agro Exports Ltd IPO?
Follow the steps
Open link to the registrar using this URL (https://evault.kfintech.com/ipostatus/).
Select company from dropdown menu.
Enter details- PAN, Application number or DP client ID
Get your allotment status
Open link to the registrar using this URL (https://evault.kfintech.com/ipostatus/).
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The IPO opens on 17 Oct 2024 & closes on 21 Oct 2024.
Freshara Agro Exports Limited was originally formed as a Partnership Firm in the name and style of 'Freshara Picklz Exports' pursuant to Deed of Partnership dated June 23, 2015. Subsequently, the Firm was converted from Partnership firm into a Public Limited Company with the name and style of 'FRESHARA AGRO EXPORTS LIMITED' and received a Certificate of Incorporation from the Registrar of Companies, Tamil-Nadu and Andaman situated at Chennai dated November 22, 2023.
The Company is engaged in the procurement, processing and exporting of preserved Gherkins and other pickled commodities from India to different countries of the world. The Company concludes buy-back agreements with the farmers and in turn supplies the farmers the necessary sowing material such as seeds to the identified small and marginal farmers.
The Company process the procured Gherkins and other pickled vegetables within their processing facility prior to exportation. Gherkins and other pickled vegetables are processed in processing facility situated at Velakalnatham Village, in Tirupattur District of Tamil Nadu on a high-quality measure and packed in food-grade drums, glass jars and metal tins as processed products. Gherkins are savored pickle vegetable relished globally & consumed in the markets of Europe, USA, Australia, Russia, etc. as a delicacy with other food items. The Company has been recognized as a 100% Export House by Ministry of Commerce & Industry, Government of India.
To ensure a consistent supply of high-quality vegetables, we have forged strategic partnerships with the local farmers of Tamil Nadu, Karnataka and some parts of Andhra Pradesh through our contract farming program. By maintaining control over the entire supply chain, the Company ensure that only the freshest and finest produce makes its way into processing facilities.
The Company is planning a Public Issue of 65,00,000 Fresh Issue Equity Shares.
Freshara Agro Exports Ltd IPO will close on 21 Oct 2024.
- Good relationship with the contract farmers and other vendors ensuring availability of raw materials during off-season period.
- Support of efficient supply-chain enable us to have long-standing and deep customer relationships.
- Quality assurance and quality control of our products and as a result we received various awards and accreditations.
- Advanced in-house processing facilities with focus on cost competitiveness.
- Comprehensive product portfolio enables us to serve our customers spread across the globe.
- Demonstrated history of financial performance and a scalable business model.
- Experienced promoter and management team.
| S.No | Promoters Name | Pre Issue Shares | Pre Issue Percentage | Post Issue Shares | Post Issue Percentage |
|---|---|---|---|---|---|
| 1 | Junaid Ahmed | 8075000 | 47.5 | 8075000 | 34.36 |
| 2 | Iqbalahmed Khudrathullah Moham | 5780000 | 34 | 5780000 | 24.6 |
| 3 | Asma Syed | 170000 | 1 | 170000 | 0.72 |
| 4 | Nimra Fathima | 170000 | 1 | 170000 | 0.72 |
| 5 | Syed Riyaz | 170000 | 1 | 170000 | 0.72 |
| 6 | Kouser Afshan | 170000 | 1 | 170000 | 0.72 |
| 7 | Akther Riyaz | 170000 | 1 | 170000 | 0.72 |
- The company derives significant portion of its revenue from sell of Gherkins as accounted for 84.90%, 93.50%, and 90.90 of the company revenue from operations in Fiscal 2022, 2023 and 2024 respectively. An inability to anticipate and adapt to evolving consumer preferences and demand for particular products, or ensure product quality may adversely impact demand for its products and consequently the company's business, results of operations, financial condition and cash flows.
- Improper storage, processing or handling of whole products of Gherkins, Baby Corns, Banderilla, Chilies, Bell Pepper and other products may result in spoilage of, and damage to, such whole Gherkins, Baby Corns, Banderilla, Chilies, Bell Pepper and other products which may adversely affect its business prospects, results of operations and financial condition.
- Real or perceived product contamination could result in reduced sales, product liability and damage to its reputation, and subject the company to regulatory action.
- The company is highly dependent on its management team and certain management personnel, any loss of such team members or the inability to attract or retain research and development personnel may materially adversely affect its business performance and research and development efforts.
- The company derives a significant portion of its revenue from customers located overseas, including in Russia, which is currently involved in a war with Ukraine.
- The company completed its conversion from a Partnership firm to a public limited company on November 22, 2023. However, the accounts of the partnership firm were subsequently closed on January 23, 2024.
- The company faces foreign exchange risks that could adversely affect its results of operations and cash flows.
- Its top ten customers contribute majority of the company's revenues from operations. Any loss of business from one or more of them may adversely affect its revenues and profitability.
- The discontinuation of, the loss of business with respect to, or a lack of commercial success of, a particular product for which the company is a significant supplier could affect its business and results of operations.
- The requirement of funds in relation to the objects of the Issue has not been appraised.
- Its Promoter and Director namely Mr. Junaid Ahmed Khudrathullah Iqbal was appearing in the MCA list of disqualified directors in 2017.
- The company individual Promoters plays key role in its functioning and the company heavily relies on their knowledge and experience in operating its business and therefore, it is critical for the company's business that its Promoter and Executive Directors remain associated with the company. Its success also depends upon the services of the company key managerial personnel and its ability to attract and retain key managerial personnel and its inability to attract them may affect the company operations.
- Any slowdown or work stoppages at its factory sites may have effect on the company's business, financial condition and results of operations.
- Any failures in its quality control processes may adversely affect the company's business, results of operations and financial condition. The company may faces product liability claims and legal proceedings if the quality of its products does not meet its customers' expectations.
- The Company has high debt-to-equity ratio in the past three Financial Years and for the stub period.
- The company may be unable to grow its business in international markets, which may adversely affect the company's business prospects and results of operations.
- The company does not have firm commitment agreements with its customers. If the company customers choose not to source their requirements from it, the companya's business and results of operations may be adversely affected.
- The company revenues are dependent on its exports to its international customers. The company generate its sales from the company operations in certain countries especially Russia, Spain, Iraq, Chile, Italy, France, Canada, Croatia, Algeria, Saudi Arabia, Mexico, Germany, Kazakhstan China and Belarus. Any failures to fulfil the requirements of its international customers may adversely affect the company's revenues, result of operations and cash flows.
- The company is recently converted to the public company from the partnership firm and subject to compliance certain provision of the Companies Act 2013.
- The company's ability to attract, train and retain executives and other qualified employees is critical to its business, results of operations and future growth.
- An inability to comply with repayment and other covenants in the financing agreements or otherwise meet its debt servicing obligations could adversely affect the company's business, financial condition, cash flows and credit rating.
- The Company has availed certain unsecured loans.
- There are outstanding legal proceedings involving the Company. Any adverse decision in such proceedings may have a material adverse effect on its business, results of operations and financial condition.
- Any non-compliance or delays in GST Return Filings and EPF Payments may expose it to penalties from the regulators.
- The company has significant power requirements for continuous running of its manufacturing units. Any disruption to its operations on account of interruption in power supply or any irregular or significant hike in power tariffs may have an effect on its business, results of operations and financial condition.
- The company has in the past entered into related party transactions and may continue to do so in the future, which may potentially involve conflicts of interest with the equity shareholders.
- The company is subject to performance risk from third-party contractors, and operational risks associated with the engagement of third-party contractors and its employees.
- Its business is manpower intensive and any unavailability of the company employees or shortage of contract labour or any strikes, work stoppages, increased wage demands by workmen or changes in regulations governing contractual labour may have an adverse impact on its cash flows and results of operations.
- The company could be harmed by employee misconduct or errors that are difficult to detect and any such incidences could adversely affect its financial condition, results of operations and reputation.
- The company requires certain approvals and licenses in the ordinary course of business and the failures to successfully obtain/renew such registrations would adversely affect the company's operations, results of operations and financial condition.
- The company Promoters and Executive Directors hold Equity Shares in the Company and are therefore interested in the Company's performance in addition to their remuneration and reimbursement of expenses.
- Further, pursuant to Section 27 of the Companies Act 2013, any variation in the objects would require a special resolution of the Shareholders and its Promoters or controlling Shareholders will be required to provide an exit opportunity to the Shareholders of the Company who does not agree to such proposal to vary the objects, in such manner as may be prescribed in future by the SEBI.
- The average cost of acquisition of Equity Shares held by its Promoters could be lower than the Issue Price.
- The deployment of funds is entirely at its discretion and as per the details mentioned in the chapter titled "Objects of the Issue".
- The company funding requirements and proposed deployment of the Net Proceeds are based on management estimates and have not been independently appraised, and may be subject to change based on various factors, some of which are beyond its control.
- The requirements of being a public listed company may strain its resources and impose additional requirements.
- The company insurance coverage may not be adequate to protect it against all potential losses to which its may be subject and this may have a material effect on the company business and financial condition.
- Non-compliance with amendment in Safety, Health and Environmental laws and other applicable regulations, may adversely affect the Company's results of operations and its financial condition.
- The company has not independently verified certain data in this Red Herring Prospectus.
- Rights of shareholders under Indian laws may be more limited than under the laws of other jurisdictions.
- The company will continue to be controlled by its Promoter and Promoter Group after the completion of the Issue, which will allow them to influence the outcome of matters submitted for approval of its shareholders.
- The company is susceptible to risks relating to unionization of its employees employed by the company.
- Any future issuance of Equity Shares may dilute your shareholdings, and sale of the Equity Shares by its major shareholders may adversely affect the trading price of its Equity Shares.
- Its inability to effectively implement the company's business and growth strategy may have an adverse effect on its operation and growth.
- In the event there is any delay in completion of the Offer, or delay in schedule of implementation or corresponding delay in the completion of the objects of this offer shall be in compliance with ICDR and other applicable laws.
- There are restrictions on daily movements in the price of the Equity Shares, which may adversely affect a shareholder's ability to sell, or the price at which it can sell, Equity Shares at a particular point in time.
- There is no guarantee that the Equity Shares issued pursuant to the Issue will be listed on the Emerge Platform of National Stock Exchange of India Limited in a timely manner, or at all.
The Issue type of Freshara Agro Exports Ltd is Book Building - SME.
The minimum application for shares of Freshara Agro Exports Ltd is 1200.
The total shares issue of Freshara Agro Exports Ltd is 6499200.
Initial public offer of upto 64,99,200 equity shares of face value of
Rs. 10/- each ("Equity Shares") of Freshara Agro Exports Limited (the "Company" or "Freshara Agro Export" or "FAEL" or "Issuer") at an issue price of Rs. 116 per equity share (including a share premium of Rs. 106 per equity share) for cash, aggregating up to Rs. 75.39 crores ("Public Issue") out of which 6,19,200 equity shares of face value of Rs. 10/- each, at an issue price of Rs. 116 per equity share for cash, aggregating Rs. 7.18 crores will be reserved for subscription by the market maker to the issue (the "Market Maker Reservation Portion"). The public issue less market maker reservation portion i.e. issue of 58,80,000 equity shares of face value of Rs. 10/- each, at an issue price of Rs. 116 per equity share for cash, aggregating up to Rs. 68.21 crores is hereinafter referred to as the "Net Issue". The public issue and net issue will constitute 27.66 % and 25.02 % respectively of the post-issue paid-up equity share capital of the company.
The issue price is 11.6 times of the face value of the equity shares.