2
ITEM 1. FINANCIAL STATEMENTS |
4 | |||
ITEM 2. OPERATING AND FINANCIAL REVIEW |
52 | |||
ITEM 3. LIQUIDITY AND CAPITAL RESOURCES |
58 | |||
ITEM 4. RECENT DEVELOPMENTS |
60 | |||
ITEM 5. TREND INFORMATION |
61 | |||
ITEM 6. EXHIBITS |
64 | |||
SIGNATURES |
65 | |||
EX 99.1: INDEPENDENT AUDITORS REPORT ON REVIEW OF UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL INFORMATION |
3
As of | ||||||||||||||||
Particulars | Note | December 31, 2008 | December 31, 2008 | March 31, 2008 | ||||||||||||
Convenience | ||||||||||||||||
translation | ||||||||||||||||
into U.S.$ | ||||||||||||||||
Assets |
||||||||||||||||
Property, plant and equipment |
9 | U.S.$ | 426 | Rs. | 20,672 | Rs. | 16,765 | |||||||||
Goodwill |
10 | 382 | 18,573 | 16,997 | ||||||||||||
Other intangible assets |
11 | 382 | 18,567 | 16,756 | ||||||||||||
Investment in equity accounted investees |
5 | 247 | 237 | |||||||||||||
Other investments |
| | 3 | |||||||||||||
Other non-current assets |
3 | 169 | 80 | |||||||||||||
Total non-current assets |
U.S.$ | 1,199 | Rs. | 58,228 | Rs. | 50,838 | ||||||||||
Inventories |
12 | U.S.$ | 312 | Rs. | 15,157 | Rs. | 11,133 | |||||||||
Accounts receivables, net of allowances |
266 | 12,910 | 6,823 | |||||||||||||
Other current assets |
129 | 6,246 | 3,858 | |||||||||||||
Other investments |
| 16 | 4,754 | |||||||||||||
Cash and cash equivalents |
13 | 78 | 3,784 | 7,421 | ||||||||||||
Total current assets |
U.S.$ | 785 | Rs. | 38,113 | Rs. | 33,989 | ||||||||||
Total assets |
U.S.$ | 1,983 | Rs. | 96,341 | Rs. | 84,827 | ||||||||||
Equity |
||||||||||||||||
Share capital |
U.S.$ | 17 | Rs. | 842 | Rs. | 841 | ||||||||||
Share premium |
416 | 20,185 | 20,036 | |||||||||||||
Unrealized gain/(loss) on investments |
| 14 | (2 | ) | ||||||||||||
Foreign currency translation reserve |
49 | 2,388 | 1,567 | |||||||||||||
Share based payment reserve |
15 | 744 | 709 | |||||||||||||
Hedging reserve |
(8 | ) | (400 | ) | (7 | ) | ||||||||||
Equity shares held by controlled trust |
| (5 | ) | (5 | ) | |||||||||||
Retained earnings |
578 | 28,082 | 24,211 | |||||||||||||
Total equity |
U.S.$ | 1,067 | Rs. | 51,850 | Rs. | 47,350 | ||||||||||
Liabilities |
||||||||||||||||
Long term loans and borrowings, excluding current portion |
19 | U.S.$ | 231 | Rs. | 11,237 | Rs. | 12,698 | |||||||||
Provisions |
3 | 164 | 123 | |||||||||||||
Other non-current liabilities |
8 | 367 | 323 | |||||||||||||
Deferred tax liabilities |
91 | 4,400 | 4,856 | |||||||||||||
Total non-current liabilities |
U.S.$ | 333 | Rs. | 16,168 | Rs. | 18,000 | ||||||||||
Bank overdraft |
U.S.$ | 23 | Rs. | 1,101 | Rs. | 435 | ||||||||||
Short term loans and borrowings |
19 | 141 | 6,867 | 4,428 | ||||||||||||
Long term loans and borrowings, current portion |
63 | 3,059 | 1,791 | |||||||||||||
Trade payables |
138 | 6,716 | 5,427 | |||||||||||||
Provisions |
37 | 1,819 | 627 | |||||||||||||
Other current liabilities |
181 | 8,761 | 6,769 | |||||||||||||
Total current liabilities |
U.S.$ | 583 | Rs. | 28,323 | Rs. | 19,477 | ||||||||||
Total liabilities |
U.S.$ | 916 | Rs. | 44,491 | Rs. | 37,477 | ||||||||||
Total equity and liabilities |
U.S.$ | 1,983 | Rs. | 96,341 | Rs. | 84,827 | ||||||||||
4
Nine months ended | Three months ended | |||||||||||||||||||||||
December 31, | December 31, | |||||||||||||||||||||||
Particulars | Note | 2008 | 2008 | 2007 | 2008 | 2007 | ||||||||||||||||||
Convenience | ||||||||||||||||||||||||
translation | ||||||||||||||||||||||||
into U.S.$ | ||||||||||||||||||||||||
Revenue |
U.S.$ | 1,021 | Rs. | 49,590 | Rs. | 36,754 | Rs. | 18,401 | Rs. | 12,319 | ||||||||||||||
Cost of revenues |
491 | 23,859 | 18,369 | 8,129 | 6,285 | |||||||||||||||||||
Gross profit |
U.S.$ | 530 | Rs. | 25,731 | Rs. | 18,385 | Rs. | 10,272 | Rs. | 6,034 | ||||||||||||||
Selling, general and administrative expenses |
324 | 15,754 | 12,119 | 5,382 | 4,121 | |||||||||||||||||||
Research and development expenses |
60 | 2,903 | 2,510 | 1,027 | 894 | |||||||||||||||||||
Write-down of intangible assets |
| | 2,883 | | 2,883 | |||||||||||||||||||
Other (income)/expense, net |
14 | 9 | 439 | (253 | ) | 110 | (101 | ) | ||||||||||||||||
Total operating expenses, net |
U.S.$ | 393 | Rs. | 19,096 | Rs. | 17,259 | Rs. | 6,519 | Rs. | 7,797 | ||||||||||||||
Results from operating activities |
137 | 6,635 | 1,126 | 3,753 | (1,763 | ) | ||||||||||||||||||
Finance income |
(7 | ) | (325 | ) | (1,310 | ) | (89 | ) | (257 | ) | ||||||||||||||
Finance expense |
29 | 1,428 | 828 | 788 | 234 | |||||||||||||||||||
Finance (income)/expense, net |
15 | 23 | 1,103 | (482 | ) | 699 | (23 | ) | ||||||||||||||||
Share of profit/(loss) of equity accounted
investees, net of income tax |
| 10 | 2 | 8 | 3 | |||||||||||||||||||
Profit before income tax |
114 | 5,542 | 1,610 | 3,062 | (1,737 | ) | ||||||||||||||||||
Income tax (expense)/benefit |
8 | (19 | ) | (933 | ) | 1,301 | (617 | ) | 524 | |||||||||||||||
Profit for the period |
U.S.$ | 95 | Rs. | 4,609 | Rs. | 2,911 | Rs. | 2,445 | $ | (1,213 | ) | |||||||||||||
Attributable to: |
||||||||||||||||||||||||
Equity holders of the Company |
95 | 4,609 | 2,921 | 2,445 | (1,207 | ) | ||||||||||||||||||
Minority interest |
| | (10 | ) | | (6 | ) | |||||||||||||||||
Profit for the period |
U.S.$ | 95 | Rs. | 4,609 | Rs. | 2,911 | Rs. | 2,445 | $ | (1,213 | ) | |||||||||||||
Earnings per share |
16 | |||||||||||||||||||||||
Basic earnings per share of Rs.5/- each |
U.S.$ | 0.56 | Rs. | 27.38 | Rs. | 17.38 | Rs. | 14.52 | Rs. | (7.17 | ) | |||||||||||||
Diluted earnings per share of Rs.5/- each |
U.S.$ | 0.56 | Rs. | 27.27 | Rs. | 17.31 | Rs. | 14.49 | Rs. | (7.17 | ) |
5
Unrealized | ||||||||||||||||||||||||
gain/(loss) on other | Foreign currency | Share based | ||||||||||||||||||||||
Particulars | Share capital | Share premium | investments | translation reserve | payment reserve | |||||||||||||||||||
Shares | Amount | Amount | Amount | Amount | Amount | |||||||||||||||||||
Balance as of April 1, 2008 |
168,172,746 | Rs. | 841 | Rs. | 20,036 | Rs. | (2 | ) | Rs. | 1,567 | Rs. | 709 | ||||||||||||
Issue of equity shares on exercise of
options |
256,391 | 1 | 149 | | | (145 | ) | |||||||||||||||||
Share based payment expense |
| | | | | 180 | ||||||||||||||||||
Profit for the period |
| | | | | | ||||||||||||||||||
Dividend paid |
| | | | | | ||||||||||||||||||
Changes in fair value of investments,
net of tax expense of Rs.4 |
| | | 16 | | | ||||||||||||||||||
Foreign exchange translation
adjustments, net of tax expense of
Rs.49 |
| | | | 821 | | ||||||||||||||||||
Effective portion of changes in fair
value of cash flow hedges, net of tax
benefit of Rs.202 |
| | | | | | ||||||||||||||||||
Balance as of December 31, 2008 |
168,429,137 | Rs. | 842 | Rs. | 20,185 | Rs. | 14 | Rs. | 2,388 | Rs. | 744 | |||||||||||||
Convenience translation into U.S.$ |
U.S.$ | 17 | U.S.$ | 416 | | U.S.$ | 49 | U.S.$ | 15 | |||||||||||||||
Balance as of April 1, 2007 |
167,912,180 | Rs. | 840 | Rs. | 19,909 | Rs. | (125 | ) | Rs. | 343 | Rs. | 565 | ||||||||||||
Issue of equity shares on exercise of
options |
219,962 | 1 | 112 | | | (98 | ) | |||||||||||||||||
Share based payment expense |
| | | | | 182 | ||||||||||||||||||
Profit for the period |
| | | | | | ||||||||||||||||||
Dividend paid |
| | | | | | ||||||||||||||||||
Changes in fair value of investments,
net of tax benefit of Rs.32 |
| | | 114 | | | ||||||||||||||||||
Foreign exchange translation adjustments |
| | | | 117 | | ||||||||||||||||||
Minority interest |
| | | | | | ||||||||||||||||||
Balance as of December 31, 2007 |
168,132,142 | Rs. | 841 | Rs. | 20,021 | Rs. | (11 | ) | Rs. | 460 | Rs. | 649 | ||||||||||||
6
Equity shares held | ||||||||||||||||||||
by a controlled | ||||||||||||||||||||
Particulars | Hedging reserve | trust* | Retained earnings | Minority interest | Total equity | |||||||||||||||
Amount | Amount | Amount | Amount | Amount | ||||||||||||||||
Balance as of April 1, 2008 |
Rs. | (7 | ) | Rs. | (5 | ) | Rs. | 24,211 | | Rs. | 47,350 | |||||||||
Issue of equity shares on exercise of
options |
| | | | 5 | |||||||||||||||
Share based payment expense |
| | | | 180 | |||||||||||||||
Profit for the period |
| | 4,609 | | 4,609 | |||||||||||||||
Dividend paid |
| | (738 | ) | | (738 | ) | |||||||||||||
Changes in fair value of investments,
net of tax expense of Rs.4 |
| | | | 16 | |||||||||||||||
Foreign exchange translation
adjustments, net of tax expense of
Rs.49 |
| | | | 821 | |||||||||||||||
Effective portion of changes in fair
value of cash flow hedges, net of tax
benefit of Rs.202 |
(393 | ) | | | | (393 | ) | |||||||||||||
Balance as of December 31, 2008 |
Rs. | (400 | ) | Rs. | (5 | ) | Rs. | 28,082 | | Rs. | 51,850 | |||||||||
Convenience translation into U.S.$ |
U.S.$ | (8 | ) | | U.S.$ | 578 | | U.S.$ | 1,067 | |||||||||||
Balance as of April 1, 2007 |
| Rs. | (5 | ) | Rs. | 21,102 | Rs. | 10 | Rs. | 42,639 | ||||||||||
Issue of equity shares on exercise of
options |
| | | | 15 | |||||||||||||||
Share based payment expense |
| | | | 182 | |||||||||||||||
Profit for the period |
| | 2,921 | | 2,921 | |||||||||||||||
Dividend paid |
| | (737 | ) | | (737 | ) | |||||||||||||
Changes in fair value of investments,
net of tax benefit of Rs.32 |
| | | | 114 | |||||||||||||||
Foreign exchange translation adjustments |
| | | | 117 | |||||||||||||||
Minority interest |
| | | (10 | ) | (10 | ) | |||||||||||||
Balance as of December 31, 2007 |
| Rs. | (5 | ) | 23,286 | Rs. | | Rs. | 45,241 | |||||||||||
* | Number of equity shares held by a controlled trust as of April 1, 2007, December 31, 2007, April 1, 2008 and December 31, 2008 is 82,800. |
7
Particulars | For the nine months ended December 31, | |||||||||||
2008 | 2008 | 2007 | ||||||||||
Convenience | ||||||||||||
translation into | ||||||||||||
U.S.$ | ||||||||||||
Cash flows from/(used in) operating activities: |
||||||||||||
Profit for the period |
U.S.$ | 95 | Rs. | 4,609 | Rs. | 2,911 | ||||||
Adjustments for: |
||||||||||||
Income tax expense/(benefit) |
19 | 933 | (1,301 | ) | ||||||||
Profit on sale of investments |
(3 | ) | (126 | ) | (40 | ) | ||||||
Depreciation and amortization |
59 | 2,846 | 2,373 | |||||||||
Write down of intangible assets |
| | 2,883 | |||||||||
Inventory write-downs |
3 | 129 | 313 | |||||||||
Allowance for doubtful trade receivable |
2 | 110 | 24 | |||||||||
(Profit)/loss on sale of property, plant and equipment, net |
| (13 | ) | | ||||||||
Equity in (gain)/loss of equity accounted investees |
| (10 | ) | (2 | ) | |||||||
Unrealized exchange (gain)/loss, net |
(1 | ) | (34 | ) | (193 | ) | ||||||
Interest expense, net |
13 | 616 | 203 | |||||||||
Share based payment expense |
4 | 180 | 182 | |||||||||
Negative goodwill on acquisition of business |
(3 | ) | (150 | ) | | |||||||
Changes in operating assets and liabilities: |
| | | |||||||||
Trade receivables |
(127 | ) | (6,147 | ) | (318 | ) | ||||||
Inventories |
(66 | ) | (3,209 | ) | (3,322 | ) | ||||||
Other assets |
3 | 170 | (553 | ) | ||||||||
Trade payables |
11 | 553 | 1,222 | |||||||||
Other liabilities and provisions |
(1 | ) | (70 | ) | (276 | ) | ||||||
Income tax paid |
(22 | ) | (1,065 | ) | (639 | ) | ||||||
Net cash from/(used in) operating activities |
U. S.$ | (14 | ) | Rs. | (678 | ) | Rs. | 3,467 | ||||
Cash flows used in investing activities: |
||||||||||||
Expenditures on property, plant and equipment |
(78 | ) | (3,798 | ) | (3,818 | ) | ||||||
Proceeds from sale of property, plant and equipment |
1 | 26 | 15 | |||||||||
Purchase of investments |
(177 | ) | (8,601 | ) | (3,984 | ) | ||||||
Proceeds from sale of investments |
278 | 13,488 | 1,020 | |||||||||
Expenditures on intangible assets |
(5 | ) | (246 | ) | (201 | ) | ||||||
Payment of contingent consideration |
(2 | ) | (83 | ) | (232 | ) | ||||||
Cash paid for acquisition of business |
(64 | ) | (3,089 | ) | | |||||||
Cash paid
for acquisition of equity accounted investee, net of cash acquired of
Rs.386 |
(8 | ) | (372 | ) | | |||||||
Interest received |
3 | 156 | 576 | |||||||||
Net cash used in investing activities |
U.S.$ | (52 | ) | Rs. | (2,519 | ) | Rs. | (6,624 | ) | |||
Cash flows used in financing activities: |
||||||||||||
Interest paid |
(17 | ) | (802 | ) | (824 | ) | ||||||
Proceeds from issuance of equity shares |
| 5 | 15 | |||||||||
Proceeds from/(repayment of) short term loans and borrowings, net |
40 | 1,961 | (366 | ) | ||||||||
Repayment of long term loans and borrowings, net |
(28 | ) | (1,381 | ) | (6,266 | ) | ||||||
Dividend paid |
(15 | ) | (738 | ) | (737 | ) | ||||||
Net cash used in financing activities |
U.S.$ | (20 | ) | Rs. | (955 | ) | Rs. | (8,178 | ) | |||
Net decrease in cash and cash equivalents |
(85 | ) | (4,152 | ) | (11,335 | ) | ||||||
Effect of exchange rate changes on cash and cash equivalents |
(3 | ) | (151 | ) | (653 | ) | ||||||
Cash and cash equivalents at the beginning of the period |
144 | 6,986 | 18,061 | |||||||||
Cash and cash equivalents at the end of the period |
U.S.$ | 55 | Rs. | 2,683 | Rs. | 6,073 | ||||||
8
1. | Reporting Entity | |
Dr. Reddys Laboratories Limited (DRL or the parent company) together with its subsidiaries (collectively, the Company) is a leading India-based pharmaceutical company headquartered in Hyderabad, India. The Companys principal areas of operation are in pharmaceutical services and active ingredients, global generics, and proprietary products. The Companys principal research and development facilities are located in Andhra Pradesh, India and in the United States; its principal manufacturing facilities are located in Andhra Pradesh, India, Himachal Pradesh, India and Cuernavaca-Cuautla, Mexico; and its principal marketing facilities are located in India, Russia, the United States, the United Kingdom, Brazil and Germany. The Companys shares trade on the Bombay Stock Exchange and the National Stock Exchange in India and, since April 11, 2001, also on the New York Stock Exchange in the United States. These unaudited condensed consolidated interim financial statements were authorized for issuance by the Companys Board of Directors on March 4, 2009. |
2. | Basis of preparation of financial statements |
a. | Statement of compliance | |
These condensed consolidated interim financial statements as at and for the three and nine months ended December 31, 2008 have been prepared in accordance with IFRS and its interpretations issued by IASB. These condensed consolidated interim financial statements form part of the period covered by the first IFRS annual financial statements for the year ending March 31, 2009 and IFRS 1, First-time adoption of International Financial Reporting Standards has been applied. These condensed consolidated interim financial statements do not include all the information required for full annual consolidated financial statements and are prepared in accordance with IAS 34, Interim Financial Reporting. | ||
An explanation of how the transition to IFRS has affected the reported financial position and financial performance of the Company is provided in Note 4. This Note includes reconciliations of equity and profit or loss for comparative periods under U.S. GAAP (sometimes referred to herein as Previous GAAP) to those reported for those periods under IFRS. |
b. | Basis of preparation | |
These condensed consolidated interim financial statements have been prepared on the basis of relevant IFRS that are effective or available for early adoption at the Companys first IFRS annual reporting date, March 31, 2009. Based on these IFRS, the Board of Directors has made assumptions about the accounting policies expected to be adopted (accounting policies) when the first IFRS annual financial statements are prepared for the year-ending March 31, 2009. | ||
The IFRS that will be effective or available for voluntary early adoption in the annual financial statements for the period ending March 31, 2009 are still subject to change and to the issue of additional interpretation(s) and therefore cannot be determined with certainty. Accordingly, the accounting policies for such annual period that are relevant to this interim financial information will be determined only when the first IFRS financial statements are prepared at March 31, 2009. | ||
The preparation of the condensed consolidated interim financial statements in accordance with IAS 34 resulted in changes to the accounting policies as compared with the most recent annual financial statements prepared under Previous GAAP. The accounting policies set out below have been applied consistently to all periods presented in these condensed consolidated interim financial statements. They also have been applied in preparing an opening IFRS balance sheet at April 1, 2007 for the purposes of the transition to IFRS, as required by IFRS 1. The impact of the transition from Previous GAAP to IFRS is explained in Note 4. |
c. | Basis of measurement/accounting convention | |
These condensed consolidated interim financial statements have been prepared on the historical cost basis and on an accrual basis, except for the following: |
| derivative financial instruments are measured at fair value; and | ||
| available-for-sale financial assets are measured at fair value. |
9
2. | Basis of preparation of financial statements (continued) | |
d. | Functional and presentation currency | |
The condensed consolidated interim financial statements are presented in Indian rupees which is the functional currency of DRL. Functional currency of an entity is the currency of the primary economic environment in which the entity operates. | ||
In respect of all non-Indian subsidiaries that operate as marketing arms of the parent company in their respective countries/regions, the functional currency has been determined to be the functional currency of the parent company, i.e., the Indian rupee. Accordingly, the operations of these entities are largely restricted to import of finished goods from the parent company in India, sale of these products in the foreign country and remittance of the sale proceeds to the parent company. The cash flows realized from sale of goods are readily available for remittance to the parent company and cash is remitted to the parent company on a regular basis. The costs incurred by these entities are primarily the cost of goods imported from the parent company. The financing of these subsidiaries is done directly or indirectly by the parent company. | ||
In respect of subsidiaries whose operations are self contained and integrated within their respective countries/regions, the functional currency has been determined to be the local currency of those countries/regions. The assets and liabilities of such subsidiaries are translated into Indian rupees at the rate of exchange prevailing as at the reporting date. Revenues and expenses are translated into Indian rupees at average exchange rates prevailing during the year. Resulting translation adjustments are included in foreign currency translation reserve. | ||
All financial information presented in Indian rupees has been rounded to the nearest million. |
e. | Convenience translation | |
The accompanying unaudited condensed consolidated interim financial statements have been prepared in Indian rupees. Solely for the convenience of the reader, the unaudited condensed consolidated interim financial statements as of and for the nine months ended December 31, 2008 have been translated into United States dollars at the noon buying rate in New York City on December 31, 2008 for cable transfers in Indian rupees, as certified for customs purposes by the Federal Reserve Bank of New York of U.S.$1.00 = Rs.48.58. No representation is made that the Indian rupee amounts have been, could have been or could be converted into U.S. dollars at such a rate or any other rate. |
f. | Use of estimates and judgments | |
The preparation of condensed consolidated interim financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. | ||
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected. In particular, information about significant areas of estimation uncertainty and critical judgments in applying accounting policies that have the most significant effect on the amounts recognized in the financial statements is included in the following Notes: |
| Note 3(b) Assessment of functional currency for foreign operations | ||
| Note 3(c) and 7 Financial instruments | ||
| Note 3(h) Measurement of recoverable amounts of cash-generating units | ||
| Note 3(j) Provisions | ||
| Note 3(k) Sales returns, rebates and chargeback provisions | ||
| Note 3(m) Determination of annual effective tax rate in interim periods and recoverability of deferred tax assets | ||
| Note 6 Business combinations | ||
| Note 21 Contingencies |
10
3. | Significant accounting policies | ||
a. | Basis of consolidation | ||
Subsidiaries | |||
Subsidiaries are entities controlled by the Company. Control exists when the Company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. In assessing control, potential voting rights that currently are exercisable are taken into account. The financial statements of subsidiaries are included in the condensed consolidated interim financial statements from the date that control commences until the date that control ceases. The accounting policies of subsidiaries have been changed when necessary to align them with the policies adopted by the Company. | |||
Special purpose entities | |||
The Company has established certain special purpose entities (SPEs) for business purposes. The Company does not have any direct or indirect shareholdings in these entities. A SPE is consolidated if, based on an evaluation of the substance of its relationship with the Company and the SPEs risks and rewards, the Company concludes that it controls the SPE. SPEs controlled by the Company were established under terms that impose strict limitations on the decision-making powers of the SPEs management and that result in the Company receiving the majority of the benefits related to the SPEs operations and net assets, being exposed to risks incident to the SPEs activities, and retaining the majority of the residual or ownership risks related to the SPE or its assets. | |||
Associates and jointly controlled entities (equity accounted investees) | |||
Associates are those entities in which the Company has significant influence, but not control, over the financial and operating policies. Significant influence is presumed to exist when the Company holds between 20 and 50 percent of the voting power of another entity. Joint ventures are those entities over whose activities the Company has joint control, established by contractual agreement and requiring unanimous consent for strategic financial and operating decisions. Associates and jointly controlled entities are accounted for using the equity method (equity accounted investees) and are initially recognized at cost. The condensed consolidated interim financial statements include the Companys share of the income and expenses and equity movements of equity accounted investees, after adjustments to align the accounting policies with those of the Company, from the date that significant influence or joint control commences until the date that significant influence or joint control ceases. When the Companys share of losses exceeds its interest in an equity accounted investee, the carrying amount of that interest (including any long term investments) is reduced to zero and the recognition of further losses is discontinued except to the extent that the Company has an obligation or has made payments on behalf of the investee. | |||
The Company does not consolidate entities where the minority shareholders have certain significant participating rights that provide for effective involvement in significant decisions in the ordinary course of business of such entities. Investments in such entities are accounted by the equity method of accounting. | |||
Transactions eliminated on consolidation | |||
Intra-group balances and transactions, and any unrealized income and expenses arising from intra-group transactions, are eliminated in preparing the condensed consolidated interim financial statements. Unrealized gains arising from transactions with equity accounted investees are eliminated against the investment to the extent of the Companys interest in the investee. Unrealized losses are eliminated in the same way as unrealized gains, but only to the extent that there is no evidence of impairment. |
11
3. | Significant accounting policies (continued) | |
b. | Foreign currency |
Foreign currency transactions | |||
Transactions in foreign currencies are translated to the respective functional currencies of group entities at exchange rates at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting date are retranslated to the functional currency at the exchange rate at that date. The foreign currency gain or loss on monetary items is the difference between amortized cost in the functional currency at the beginning of the period, adjusted for effective interest and payments during the period, and the amortized cost in foreign currency translated at the exchange rate at the end of the period. Non-monetary assets and liabilities denominated in foreign currencies that are measured at fair value are retranslated to the functional currency at the exchange rate at the date that the fair value was determined. Foreign currency differences arising upon retranslation are recognized in profit or loss, except for differences arising upon qualifying cash flow hedges, which are recognized directly in equity. | |||
Foreign operations | |||
The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising upon acquisition, are translated to reporting currency at exchange rates at the reporting date. The income and expenses of foreign operations are translated to reporting currency at average rates prevailing during the year. | |||
Foreign currency differences are recognized directly in equity. Such differences have been recognized in the foreign currency translation reserve (FCTR). When a foreign operation is disposed of, in part or in full, the relevant amount in the FCTR is transferred to profit or loss. | |||
Foreign exchange gains and losses arising from a monetary item receivable from or payable to a foreign operation, the settlement of which is neither planned nor likely in the foreseeable future, are considered to form part of a net investment in a foreign operation and are recognized directly in equity in the FCTR. |
c. | Financial instruments |
Non-derivative financial instruments | |||
Non-derivative financial instruments is comprised of investments in equity and debt securities, trade receivables, certain other assets, cash and cash equivalents, loans and borrowings, trade payables and certain other liabilities. | |||
Non-derivative financial instruments are recognized initially at fair value plus, for instruments not at fair value through profit or loss, any directly attributable transaction costs. Subsequent to initial recognition non-derivative financial instruments are measured as described below. | |||
Cash and cash equivalents | |||
Cash and cash equivalents is comprised of cash balances, current and time deposits with banks. Bank overdrafts that are repayable on demand and form an integral part of the Companys cash management are included as a component of cash and cash equivalents for the purpose of the statement of cash flows. | |||
Held-to-maturity investments | |||
If the Company has the positive intent and ability to hold debt securities to maturity, then they are classified as held-to-maturity. Held-to-maturity investments are measured at amortized cost using the effective interest method, less any impairment losses. | |||
Available-for-sale financial assets | |||
The Companys investments in equity securities and certain debt securities are classified as available-for-sale financial assets. Subsequent to initial recognition, they are measured at fair value and changes therein, other than impairment losses and foreign exchange gains and losses on available-for-sale monetary items are recognized directly in equity. When an investment is derecognized, the cumulative gain or loss in equity is transferred to profit or loss. |
12
3. | Significant accounting policies (continued) | |
c. | Financial instruments (continued) |
Financial assets at fair value through profit or loss | |||
An instrument is classified at fair value through profit or loss if it is held for trading or is designated as such upon initial recognition. Financial instruments are designated at fair value through profit or loss if the Company manages such investments and makes purchase and sale decisions based on their fair value in accordance with the Companys documented risk management or investment strategy. Upon initial recognition attributable transaction costs are recognized in profit or loss when incurred. Financial instruments at fair value through profit or loss are measured at fair value, and changes therein are recognized in profit or loss. | |||
Other | |||
Other non-derivative financial instruments are measured at amortized cost using the effective interest method, less any impairment losses. | |||
Derivative financial instruments | |||
The Company holds derivative financial instruments to hedge its foreign currency exposure. Derivatives are recognized initially at fair value; attributable transaction costs are recognized in profit or loss when incurred. Subsequent to initial recognition, derivatives are measured at fair value, and changes therein are accounted for as described below. | |||
Cash flow hedges | |||
Changes in the fair value of the derivative hedging instrument designated as a cash flow hedge are recognized directly in equity to the extent that the hedge is effective. To the extent that the hedge is ineffective, changes in fair value are recognized in profit or loss. If the hedging instrument no longer meets the criteria for hedge accounting, expires or is sold, terminated or exercised, then hedge accounting is discontinued prospectively. The cumulative gain or loss previously recognized in equity remains there until the forecast transaction occurs. When the hedged item is a non-financial asset, the amount recognized in equity is transferred to the carrying amount of the asset when it is recognized. In other cases the amount recognized in equity is transferred to profit or loss in the same period that the hedged item affects profit or loss. | |||
Economic hedges | |||
Hedge accounting is not applied to derivative instruments that economically hedge monetary assets and liabilities denominated in foreign currencies. Changes in the fair value of such derivatives are recognized in profit or loss as part of foreign currency gains and losses. | |||
Share capital | |||
Ordinary shares | |||
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares are recognized as a deduction from equity, net of any tax effects. |
d. | Property, plant and equipment |
Recognition and measurement | |||
Items of property, plant and equipment, including assets acquired under a finance lease, are measured at cost less accumulated depreciation and accumulated impairment losses. Cost includes expenditures that are directly attributable to the acquisition of the asset. The cost of self-constructed assets includes the cost of materials and direct labor, any other costs directly attributable to bringing the asset to a working condition for its intended use, and the costs of dismantling and removing the items and restoring the site on which they are located. Purchased software that is integral to the functionality of the related equipment is capitalized as part of that equipment. Borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset are capitalized as part of the cost of that asset. | |||
When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment. |
13
3. | Significant accounting policies (continued) | |
d. | Property, plant and equipment (continued) |
Gains and losses upon disposal of an item of property, plant and equipment are determined by comparing the proceeds from disposal with the carrying amount of property, plant and equipment and are recognized net within other income/expense, net in profit or loss. | |||
Subsequent costs | |||
The cost of replacing part of an item of property, plant and equipment is recognized in the carrying amount of the item if it is probable that the future economic benefits embodied within the part will flow to the Company and its cost can be measured reliably. The carrying amount of the replaced part is derecognized. The costs of the day-to-day servicing of property, plant and equipment are recognized in profit or loss as incurred. | |||
Depreciation | |||
Depreciation is recognized in profit or loss on a straight-line basis over the estimated useful lives of each part of an item of property, plant and equipment. Leased assets are depreciated over the shorter of the lease term and their useful lives unless it is reasonably certain that the Company will obtain ownership by the end of the lease term. Land is not depreciated. | |||
The estimated useful lives for the current and comparative periods are as follows: |
Buildings |
||
Factory and administrative buildings
|
25 50 years | |
Ancillary structures
|
3 15 years | |
Plant and equipment
|
3 15 years | |
Furniture, fixtures and office equipment
|
4 10 years | |
Vehicles
|
4 5 years | |
Computer equipment
|
3 5 years |
Depreciation methods, useful lives and residual values are reviewed at each reporting date. |
e. | Intangible assets |
Goodwill | |||
Goodwill (negative goodwill) arises upon the acquisition of subsidiaries, associates and joint ventures. | |||
Acquisitions prior to April 1, 2007 | |||
As part of its transition to IFRS, the Company elected to restate only those business combinations that occurred on or after April 1, 2007. In respect of acquisitions prior to April 1, 2007, goodwill represents the amount recognized under Previous GAAP. | |||
Acquisitions on or after April 1, 2007 | |||
For acquisitions on or after April 1, 2007, goodwill represents the excess of the cost of the acquisition over the Companys interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the acquiree. When the excess is negative (negative goodwill), it is recognized immediately in profit or loss. | |||
Acquisitions of minority interests | |||
Goodwill arising upon the acquisition of a minority interest in a subsidiary represents the excess of the cost of the additional investment over the carrying amount of the net assets acquired at the date of exchange. |
14
3. | Significant accounting policies (continued) | |
e. | Intangible assets (continued) |
Subsequent measurement | |||
Goodwill is measured at cost less accumulated impairment losses. In respect of equity accounted investees, the carrying amount of goodwill is included in the carrying amount of the investment. | |||
Research and development | |||
Expenditures on research activities, undertaken with the prospect of gaining new scientific or technical knowledge and understanding, are recognized in profit or loss when incurred. | |||
Development activities involve a plan or design for the production of new or substantially improved products and processes. Development expenditures are capitalized only if development costs can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable, and the Company intends to and has sufficient resources to complete development and to use or sell the asset. The expenditures capitalized include the cost of materials, direct labor and overhead costs that are directly attributable to preparing the asset for its intended use. Borrowing costs related to the development of qualifying assets are capitalized as a part of the cost of that asset. Other development expenditures are recognized in profit or loss as incurred. | |||
Internal product development expenditures are capitalized only if they meet the recognition criteria as mentioned above. Where regulatory and other uncertainties are such that the criteria are not met the expenditures are recognized in the Companys income statement. This is almost invariably the case prior to approval of the drug by the relevant regulatory authority. Where, however, the recognition criteria are met, intangible assets are capitalized and amortized on a straight-line basis over their useful economic lives from product launch. Payments to in-license products and compounds from external third parties for new research and development projects (in-process research and development), generally taking the form of up-front payments and milestones, are capitalized and amortized, generally on a straight-line basis, over their useful economic lives from product launch. | |||
Intangible assets relating to products in development (both internally generated and externally acquired), other intangible assets not available for use and intangible assets having indefinite useful life are subject to impairment testing at each balance sheet date. All other intangible assets are tested for impairment when there are indications that the carrying value may not be recoverable. Any impairment losses are recognized immediately in the Companys income statement. Trademarks with indefinite useful lives are tested for impairment annually. | |||
Capitalized development expenditures are measured at cost less accumulated amortization and accumulated impairment losses. | |||
Advances paid for research and development activities is shown as other receivable in the balance sheet until the time that actual cost is incurred for such research and development activities. Such amounts are capitalized or recognized as an expense, as the case may be, as the related goods are delivered or the related services are performed. | |||
Other intangible assets | |||
Other intangible assets that are acquired by the Company, which have finite useful lives, are measured at cost less accumulated amortization and accumulated impairment losses. | |||
Subsequent expenditures | |||
Subsequent expenditures are capitalized only when they increase the future economic benefits embodied in the specific asset to which they relate. All other expenditures, including expenditures on internally generated goodwill and brands, are recognized within other income/expense in profit or loss as incurred. |
15
3. | Significant accounting policies (continued) | |
e. | Intangible assets (continued) |
Amortization | |||
Amortization is recognized in profit or loss on a straight-line basis over the estimated useful lives of intangible assets, other than for goodwill, intangible assets not available for use and intangible assets having indefinite life, from the date that they are available for use. The estimated useful lives for the current and comparative periods are as follows: |
Trademarks with finite useful life
|
3 10 years | |
Product related intangibles
|
6 15 years | |
Beneficial toll manufacturing contract
|
24 months | |
Non-competition arrangements
|
1.5 10 years | |
Marketing rights
|
3 16 years | |
Customer-related intangibles
|
2 11 years | |
Other intangibles
|
5 15 years |
f. | Leases |
At the inception of a lease, the lease arrangement is classified as either a finance lease or an operating lease, based on the substance of the lease arrangement. | |||
Finance leases | |||
A finance lease is recognized as an asset and a liability at the commencement of the lease at the lower of the fair value of the asset and the present value of the minimum lease payments. Initial direct costs, if any, are also capitalized and, subsequent to initial recognition, the asset is accounted for in accordance with the accounting policy applicable to that asset. Minimum lease payments made under finance leases are apportioned between the finance expense and the reduction of the outstanding liability. The finance expense is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability. | |||
Operating leases | |||
Other leases are operating leases and the leased assets are not recognized on the Companys balance sheet. Payments made under operating leases are recognized in profit or loss on a straight-line basis over the term of the lease. |
g. | Inventories |
Inventories consist of raw materials, stores and spares, work in progress and finished goods and are measured at the lower of cost and net realizable value. The cost of all categories of inventories, except stores and spares, is based on the first-in first-out principle. Stores and spares is comprised of packing materials, engineering spares (such as machinery spare parts) and consumables (such as lubricants, cotton waste and oils), which are used in operating machines or consumed as indirect materials in the manufacturing process, where cost is based on a weighted average method. Cost includes expenditures incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their existing location and condition. In the case of finished goods and work in progress, cost includes an appropriate share of overheads based on normal operating capacity. | |||
Net realizable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses. |
16
3. | Significant accounting policies (continued) | |
h. | Impairment |
Financial assets | |||
A financial asset is assessed at each reporting date to determine whether there is any objective evidence that it is impaired. A financial asset is considered to be impaired if objective evidence indicates that one or more events have had a negative effect on the estimated future cash flows of that asset. | |||
An impairment loss in respect of a financial asset measured at amortized cost is calculated as the difference between its carrying amount and the present value of the estimated future cash flows discounted at the original effective interest rate. An impairment loss in respect of an available-for-sale financial asset is calculated by reference to its fair value. | |||
Individually significant financial assets are tested for impairment on an individual basis. The remaining financial assets are assessed collectively in groups that share similar credit risk characteristics. | |||
All impairment losses are recognized in profit or loss. Any cumulative loss in respect of an available-for-sale financial asset recognized previously in equity is transferred to profit or loss. An impairment loss is reversed if the reversal can be related objectively to an event occurring after the impairment loss was recognized. For financial assets measured at amortized cost and available-for-sale financial assets that are debt securities, the reversal is recognized in profit or loss. For available-for-sale financial assets that are equity securities, the reversal is recognized directly in equity. | |||
Non-financial assets | |||
The carrying amounts of the Companys non-financial assets, other than inventories and deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the assets recoverable amount is estimated. For goodwill and intangible assets that have indefinite lives or that are not yet available for use, the recoverable amount is estimated each year at the same time. | |||
The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the cash-generating unit). The goodwill acquired in a business combination, for the purpose of impairment testing, is allocated to cash-generating units that are expected to benefit from the synergies of the combination. | |||
An impairment loss is recognized if the carrying amount of an asset or its cash-generating unit exceeds its estimated recoverable amount. Impairment losses are recognized in profit or loss. Impairment losses recognized in respect of cash-generating units are allocated first to reduce the carrying amount of any goodwill allocated to the units and then to reduce the carrying amount of the other assets in the unit (or group of units) on a pro rata basis. | |||
An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses recognized in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the assets carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized. |
17
3. | Significant accounting policies (continued) | |
i. | Employee benefits |
Defined contribution plan | |||
A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contributions into a separate entity and will have no legal or constructive obligation to pay further amounts. Obligations for contributions to recognized provident funds and approved superannuation schemes which are defined contribution plans are recognized as an employee benefit expense in profit or loss when they are incurred. | |||
Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in future payments is available. | |||
Defined benefit plans | |||
A defined benefit plan is a post-employment benefit plan other than a defined contribution plan. The Companys net obligation in respect of an approved gratuity plan which is a defined benefit plan and certain other defined benefit plans is calculated separately for each plan by estimating the amount of future benefit that employees have earned in return for their service in the current and prior periods; that benefit is discounted to determine its present value. Any unrecognized past service costs and the fair value of any plan assets are deducted. The discount rate is the yield at the reporting date on risk free government bonds that have maturity dates approximating the terms of the Companys obligations and that are denominated in the same currency in which the benefits are expected to be paid. The calculation is performed annually by a qualified actuary using the projected unit credit method. When the calculation results in a benefit to the Company, the recognized asset is limited to the net total of any unrecognized past service costs and the present value of any future refunds from the plan or reductions in future contributions to the plan. | |||
When the benefits of a plan are improved, the portion of the increased benefit relating to past service by employees is recognized in profit or loss on a straight-line basis over the average period until the benefits become vested. To the extent that the benefits vest immediately, the expense is recognized immediately in profit or loss. | |||
The Company recognizes actuarial gains and losses using the corridor method. Under this method, to the extent that any cumulative unrecognized actuarial gain or loss exceeds 10% of the greater of the present value of the defined benefit obligation and the fair value of plan assets, that portion is recognized in income over the expected average remaining working lives of the employees participating in the plan. Otherwise, the actuarial gain or loss is not recognized. | |||
Termination benefits | |||
Termination benefits are recognized as an expense when the Company is demonstrably committed, without realistic possibility of withdrawal, to a formal detailed plan to either terminate employment before the normal retirement date, or to provide termination benefits as a result of an offer made to encourage voluntary redundancy. Termination benefits for voluntary redundancies are recognized as an expense if the Company has made an offer encouraging voluntary redundancy, it is probable that the offer will be accepted, and the number of acceptances can be estimated reliably. | |||
Short-term benefits | |||
Short-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided. | |||
A liability is recognized for the amount expected to be paid under short-term cash bonus or profit-sharing plans if the Company has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably. | |||
Compensated leave of absence | |||
Eligible employees are entitled to accumulate compensated absences up to prescribed limits in accordance with the Companys policy and receive cash in lieu thereof. The Company measures the expected cost of accumulating |
18
3. | Significant accounting policies (continued) | |
i. | Employee benefits (continued) |
compensated absences as the additional amount that the Company entities expect to pay as a result of the unused entitlement that has accumulated at the balance sheet date. Such measurement is based on actuarial valuation as at the balance sheet date carried out by a qualified actuary. | |||
Share-based payment transactions | |||
The grant date fair value of options granted to employees, calculated using the Black-Scholes model, is recognized as an employee expense, with a corresponding increase in equity, over the period that the employees become unconditionally entitled to the options. The increase in equity recognized in connection with a share based payment transaction is presented as a separate component in equity. The amount recognized as an expense is adjusted to reflect the actual number of share options that vest. |
j. | Provisions |
A provision is recognized if, as a result of a past event, the Company has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognized as a finance cost. | |||
Restructuring | |||
A provision for restructuring is recognized when the Company has approved a detailed and formal restructuring plan, and the restructuring either has commenced or has been announced publicly. Future operating costs are not provided for. | |||
Onerous contracts | |||
A provision for onerous contracts is recognized when the expected benefits to be derived by the Company from a contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. Before a provision is established, the Company recognizes any impairment loss on the assets associated with that contract. |
k. | Revenue |
Sale of Goods | |||
Revenue is recognized when the significant risks and rewards of ownership have been transferred to the buyer, recovery of the consideration is probable, the associated costs and possible return of goods can be estimated reliably, there is no continuing management involvement with the goods and the amount of revenue can be measured reliably. Revenue from the sale of goods includes excise duty and is measured at the fair value of the consideration received or receivable, net of returns, sales tax and applicable trade discounts and allowances. | |||
Revenue from domestic sales of generic products is recognized upon delivery of products to stockists by clearing and forwarding agents of the Company. Revenue from domestic sales of active pharmaceutical ingredients and intermediates is recognized on delivery of products to customers, from the factories of the Company. Revenue from export sales is recognized when the significant risks and rewards of ownership of products are transferred to the customers, which is based upon the terms of the applicable contract. | |||
Sales of generics in India are made through clearing and forwarding agents to stockists. Significant risks and rewards in respect of ownership of generic products are transferred by the Company when the goods are delivered to stockists from clearing and forwarding agents. Clearing and forwarding agents are generally compensated on a commission basis as a percentage of sales made by them. |
19
3. | Significant accounting policies (continued) | |
k. | Revenue (continued) |
Sales of active pharmaceutical ingredients and intermediates in India are made directly to the end customers generally, formulation manufacturers, from the factories of the Company. Significant risks and rewards in respect of ownership of active pharmaceuticals ingredients are transferred by the Company on delivery of the products to the customers. Sales of active pharmaceutical ingredients and intermediates outside India are made directly to the end customers, generally stockists or formulations manufacturers, from the parent company or its consolidated subsidiaries. | |||
The Company has entered into marketing arrangements with certain marketing partners for sale of goods in certain overseas territories. Under such arrangements, the Company sells generic products to the marketing partners at a price agreed in the arrangement. Revenue is recognized on these transactions upon delivery of products to the marketing partners. An additional amount, representing profit share, is recognized as revenue, on the basis of ultimate net sale proceeds, only when realization is certain. | |||
Provisions for chargeback, rebates, discounts and medicaid payments are estimated and provided for in the year of sales and recorded as reduction of revenue. A chargeback claim is a claim made by the wholesaler for the difference between the price at which the product is initially invoiced to the wholesaler and the net price at which it is agreed to be procured from the Company. Provision for such chargebacks are accrued and estimated based on the historical average chargeback rate actually claimed over a period of time, current contract prices with wholesalers/other customers and average inventory holding by the wholesaler. Such provisions are disclosed as a reduction of trade receivable. | |||
During the three months ended December 31, 2008, the Company adjusted its estimate for chargeback and rebate accrual based on certain additional information regarding customer buying patterns and other market developments, which resulted in a credit of U.S.$5.1 million being recorded as revenues for the three months ended December 31, 2008. | |||
The Company accounts for sales returns by recording an accrual based on the Companys estimate of expected sales returns. The Company deals in various products and operates in various markets. Accordingly, the Companys estimate of sales returns is determined primarily by its experience in these markets. In respect of established products, the Company determines an estimate of sales returns accrual primarily based on historical experience of such sales returns. Additionally, other factors that the Company considers in determining the estimate include levels of inventory in the distribution channel, estimated shelf life, product discontinuances, price changes of competitive products, and introduction of competitive new products, to the extent each of these factors impact the Companys business and markets. The Company considers all these factors and adjusts the sales return accrual to reflect its actual experience. With respect to new products introduced by the Company, those are either extensions of an existing line of product or in a general therapeutic category where the Company has historical experience. The Companys new product launches have historically been in therapeutic categories where established products exist and are sold either by the Company or its competitors. The Company has not yet introduced products in a new therapeutic category where the sales returns experience of such products is not known. The amount of sales returns for the Companys newly launched products do not significantly differ from sales returns experience of current products marketed by the Company or its competitors (as the Company understands based on industry publications). Accordingly, the Company does not expect sales returns for new products to be significantly different from expected sales returns of current products. The Company evaluates sales returns of all its products at the end of each reporting period and records necessary adjustments, if any. | |||
Services | |||
Revenue from services rendered, which primarily relate to contract research, is recognized in profit or loss in proportion to the stage of completion of the transaction at the reporting date. The stage of completion is assessed by reference to cost incurred as a percentage of total expected cost. | |||
License fees | |||
Non-refundable milestone payments are recognized in the consolidated statement of operations as and when related services are rendered or agreed milestones are achieved in accordance with the terms of the license agreement, and when the Company has no future obligations or continuing involvement pursuant to such milestone payments. Non-refundable up-front license fees are deferred and recognized when the milestones are earned, in proportion to the amount that each milestone earned bears to the total milestone payments agreed in the license agreement. Where the |
20
3. | Significant accounting policies (continued) | |
k. | Revenue (continued) |
l. | Finance income and expenses |
m. | Income tax |
21
3. | Significant accounting policies (continued) | |
m. | Income tax (continued) |
n. | Earnings per share |
o. | New standards and interpretations not yet adopted |
| Revised IAS 1, Presentation of Financial Statements (2007) becomes mandatory for the Companys consolidated financial statements for the year ending March 31, 2010 and is not expected to have any material impact on the presentation of the consolidated financial statements. | ||
| Revised IFRS 3, Business Combinations (2008) becomes mandatory for the Companys consolidated financial statements for the year ending March 31, 2011 and will be applied prospectively. | ||
| Amended IAS 27, Consolidated and Separate Financial Statements (2008) becomes mandatory for the Companys consolidated financial statements for the year ending March 31, 2011 and will be applied prospectively. | ||
| Amendment to IFRS 2, Share-based Payment Vesting Conditions and Cancellations becomes mandatory for the Companys consolidated financial statements for the year ending March 31, 2010 with retrospective application. The Company is currently in the process of evaluating the potential impact of the revised standard on its consolidated financial statements. | ||
| Amendments to IAS 32, Financial Instruments: Presentation and IAS 1, Presentation of Financial Statements Puttable Financial Instruments and Obligations Arising on Liquidation becomes mandatory for the Companys consolidated financial statements for the year ending March 31, 2010 and retrospective application is permitted. The adoption of this standard is not expected to have any material impact on the Companys consolidated financial statements. | ||
| Revised IAS 23, Borrowing Costs becomes mandatory for the Companys consolidated financial statements for the year ending March 31, 2010. As the Company currently follows a policy of capitalizing borrowing costs, this new standard will have no impact on the Companys consolidated financial statements. |
22
3. | Significant accounting policies (continued) | |
o. | New standards and interpretations not yet adopted (continued) |
| Amendment to IAS 39, Financial Instruments Recognition and Measurement becomes mandatory for the Companys consolidated financial statements for the year ending March 31, 2010. The Company is currently in the process of evaluating the potential impact of the revised standard on its consolidated financial statements. | ||
| IFRIC 13, Customer Loyalty Programmes becomes mandatory for the Companys consolidated financial statements for the year ending March 31, 2010 and is not expected to have any impact on the Companys consolidated financial statements. | ||
| IFRIC 14, IAS 19 The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction, becomes mandatory for the Companys consolidated financial statements for the year ending March 31, 2010 and is not expected to have any material impact on its consolidated financial statements. |
p. | Standards early adopted |
| IFRS 8, Operating Segments which introduces the management approach to segment reporting. IFRS 8 is mandatory for the Companys consolidated financial statements for the year ending March 31, 2010. IFRS 8 requires presentation and disclosure of segment information based on the internal reports regularly reviewed by the Companys Chief Operating Decision Maker in order to assess each segments performance and to allocate resources to them. The Company has early adopted IFRS 8 and presented segment information in respect of its operating segments in its unaudited condensed consolidated interim financial statements following management approach based on the internal reports regularly reviewed by the Companys Chief Operating Decision Maker. |
4. | Explanation of transition to IFRS |
a. | Exemptions from retrospective application |
i. | Business combinations exemption: The Company has applied the exemption as provided in IFRS 1 on non-application of IFRS 3, Business Combinations to business combinations consummated prior to April 1, 2007 (the Transition Date), pursuant to which goodwill arising from business combination has been stated at the carrying amount prior to the date of transition under Previous GAAP. The Company has also applied the exemption for past business combinations to acquisitions of investments in associates consummated prior to the Transition Date. | ||
ii. | Fair value as deemed cost exemption: The Company has not elected to measure any item of property, plant and equipment at its fair value at the Transition Date; property, plant and equipment have been measured at cost in accordance with IFRS. | ||
iii. | Employee benefits exemption: The Company has elected to apply the exemption as provided in IFRS 1 and recognized cumulative actuarial gains and losses as of the Transition Date as an adjustment to the opening retained earnings. The Company will apply the corridor approach in subsequent periods. | ||
iv. | Cumulative translation differences exemption: The Company had accumulated the translation differences in a separate component of equity under Previous GAAP. Upon transition to IFRS, the treatment of recording translation differences in equity did not undergo any change and consequently the optional exemption of setting |
23
4. | Explanation of transition to IFRS (continued) |
a. | Exemptions from retrospective application (continued) |
cumulative differences as zero and reclassifying the amount recognized in accordance with Previous GAAP as retained earnings as at the Transition Date was not required to be applied. | |||
v. | Compound financial instruments: The Company did not have any compound financial instrument as of the Transition Date. Consequently, upon adoption of IFRS the optional exemption allowed of non-segregation of the liability component if such component was no longer outstanding on the Transition Date is not applicable to the Company. | ||
vi. | Assets and liabilities of subsidiaries, associates and joint ventures exemption: All entities of the Company are transitioning to IFRS on the same date. Consequently this exemption is not applicable to the Company. | ||
vii. | Share-based payment transaction exemption: Under Previous GAAP, the Company had applied the fair value recognition and measurement principles similar to those prescribed under IFRS 2 for all options granted before the Transition Date. Consequently, upon transition to IFRS, the optional exemption is not applicable to the Company. | ||
viii. | Fair value measurement of financial assets or liabilities at initial recognition: The Company has not applied the amendment offered by the revision of IAS 39, Financial Instruments: Recognition and Measurement, upon the initial recognition of the financial instruments measured at fair value through income statement where there is no active market. | ||
ix. | Designation of financial assets and financial liabilities exemption: The Company did not have any financial assets or liabilities as of the Transition Date which were required to be designated and which met the required criteria given in IFRS 1 as a financial asset or financial liability at fair value through profit or loss. | ||
x. | Changes in decommissioning liabilities included in the cost of property, plant and equipment exemption: The Company does not have any material decommissioning liabilities in the cost of property, plant and equipment. Consequently, this exception is not applicable to the Company. | ||
xi. | Leases exemption: The Company has no arrangements containing a lease as defined under IFRIC 4, Determining whether an arrangement contains a lease, as of the Transition Date. Consequently, this exemption is not applicable to the Company. | ||
xii. | Financial asset or an intangible asset accounted for in accordance with IFRIC 12, Service Concession Arrangements exemption: The Company has no arrangements which would be classified as a service concession arrangement under IFRIC 12, Service Concession Arrangements. Consequently, this exemption is not applicable to the Company. | ||
xiii. | Insurance contracts: The Company does not issue any insurance contracts. Consequently, this exemption is not applicable to the Company. |
b. | Exceptions from full retrospective application |
i. | Derecognition of financial assets and liabilities exception: Financial assets and liabilities derecognized before January 1, 2004 are not re-recognized under IFRS. No arrangements were identified that had to be assessed under this exception. | ||
ii. | Hedge accounting exception: The Company has not identified any hedging relationships existing as of the Transition Date. Consequently, this exception of not reflecting in its opening IFRS statement of financial position a hedging relationship of a type that does not qualify for hedge accounting under IAS 39 is not applicable to the Company. | ||
iii. | Estimates exception: Upon an assessment of the estimates made under Previous GAAP, the Company has concluded that there was no necessity to revise such estimates under IFRS except as a part of transition where |
24
4. | Explanation of transition to IFRS (continued) |
b. | Exceptions from full retrospective application (continued) |
estimates were required by IFRS and not required by Previous GAAP or where estimates made under Previous GAAP were to be revised to comply with IFRS, but such estimates reflected the conditions as at the Transition Date. | |||
iv. | Assets classified as held for sale and discontinued operations: The Company has not classified any asset as held for sale and hence this exception is not applicable. |
c. | Reconciliation |
i. | Reconciliation of equity |
As at | ||||||||||||||||
Notes | April 1, 2007 | December 31, 2007 | March 31, 2008 | |||||||||||||
Total equity under Previous GAAP |
Rs. | 41,578 | Rs. | 44,927 | Rs. | 47,067 | ||||||||||
Impairment impact on intangibles |
A | 621 | 99 | 99 | ||||||||||||
Amortization reversal on intangibles impaired |
A | | 12 | 26 | ||||||||||||
Employee benefits |
B | (24 | ) | (65 | ) | 16 | ||||||||||
Fringe benefit tax on employee stock options |
D | | (59 | ) | (53 | ) | ||||||||||
Tax adjustments |
E | 454 | 310 | 170 | ||||||||||||
Foreign exchange rate impact on above adjustments |
| 17 | 25 | |||||||||||||
Equity
under IFRS before reclassification of minority interest |
42,629 | 45,241 | 47,350 | |||||||||||||
Minority interest |
F | 10 | | | ||||||||||||
Total equity under IFRS |
Rs. | 42,639 | Rs. | 45,241 | Rs. | 47,350 | ||||||||||
ii. | Reconciliation of profit for the period |
For three months | For nine months | |||||||||||||||
ended | ended | For the year ended | ||||||||||||||
Notes | December 31, 2007 | December 31, 2007 | March 31, 2008 | |||||||||||||
Profit under Previous GAAP |
Rs. | (847 | ) | Rs. | 3,650 | Rs. | 4,678 | |||||||||
Impairment impact on intangibles |
A | (522 | ) | (522 | ) | (522 | ) | |||||||||
Amortization reversed on intangibles impaired |
A | 4 | 12 | 26 | ||||||||||||
Employee benefits |
B | 4 | (33 | ) | (19 | ) | ||||||||||
Cash flow hedge related adjustments |
C | | | (25 | ) | |||||||||||
Fringe benefit tax on employee stock options |
D | 10 | (59 | ) | (53 | ) | ||||||||||
Tax adjustments |
E | 144 | (144 | ) | (257 | ) | ||||||||||
Minority interest |
F | (6 | ) | (10 | ) | (10 | ) | |||||||||
Foreign exchange rate impact on above adjustments |
| 17 | 18 | |||||||||||||
Profit under IFRS |
Rs. | (1,213 | ) | Rs. | 2,911 | Rs. | 3,836 | |||||||||
25
4. | Explanation of transition to IFRS (continued) |
c. | Reconciliation (continued) |
iii. | Notes to reconciliation |
A. | Impairment |
B. | Employee benefits |
C. | Hedge accounting |
26
4. | Explanation of transition to IFRS (continued) |
c. | Reconciliation (continued) |
D. | Fringe benefit tax on employee share based payments |
E. | Tax adjustments |
F. | Change in presentation of minority interest |
27
4. | Explanation of transition to IFRS (continued) |
c. | Reconciliation (continued) |
iv. | Explanation of material adjustments to the cash flow statement |
5. | Segment reporting |
| Pharmaceutical Services and Active Ingredients (PSAI); | ||
| Global Generics; and | ||
| Proprietary Products. |
28
5. | Segment reporting (continued) |
29
5. | Segment reporting (continued) |
Information about segments: | For the nine months ended December 31, | |||||||||||||||||||||||||||||||||||||||
Segments | PSAI | Global Generics** | Proprietary Products | Others | Total | |||||||||||||||||||||||||||||||||||
2008 | 2007 | 2008 | 2007 | 2008 | 2007 | 2008 | 2007 | 2008 | 2007 | |||||||||||||||||||||||||||||||
Segment revenue (Note 1) |
Rs. | 13,899 | Rs. | 12,249 | Rs. | 35,082 | Rs. | 24,163 | Rs. | 155 | Rs. | 152 | Rs. | 454 | Rs. | 190 | Rs. | 49,590 | Rs. | 36,754 | ||||||||||||||||||||
Gross profit |
Rs. | 4,121 | Rs. | 4,096 | Rs. | 21,323 | Rs. | 14,223 | Rs. | 96 | Rs. | 83 | Rs. | 191 | Rs. | (17 | ) | Rs. | 25,731 | Rs. | 18,385 | |||||||||||||||||||
Selling, general and administrative
expenses |
15,754 | 12,119 | ||||||||||||||||||||||||||||||||||||||
Research and development expenses |
2,903 | 2,510 | ||||||||||||||||||||||||||||||||||||||
Write-down of other intangible assets |
| 2,883 | ||||||||||||||||||||||||||||||||||||||
Other (income)/expense, net |
439 | (253 | ) | |||||||||||||||||||||||||||||||||||||
Results from operating activities |
6,635 | 1,126 | ||||||||||||||||||||||||||||||||||||||
Finance (income)/expense, net |
1,103 | (482 | ) | |||||||||||||||||||||||||||||||||||||
Share of profit/(loss) of equity
accounted investees, net of income
tax |
10 | 2 | ||||||||||||||||||||||||||||||||||||||
Profit before income tax |
5,542 | 1,610 | ||||||||||||||||||||||||||||||||||||||
Income tax benefit/(expense) |
(933 | ) | 1,301 | |||||||||||||||||||||||||||||||||||||
Profit for the period |
Rs. | 4,609 | Rs. | 2,911 | ||||||||||||||||||||||||||||||||||||
**Global Generics consists of: | ||||||||||||||||||||||||
Segments | Formulations | Generics | Global generics | |||||||||||||||||||||
2008 | 2007 | 2008 | 2007 | 2008 | 2007 | |||||||||||||||||||
Segment revenue (Note 2) |
Rs. | 13,633 | Rs. | 11,720 | Rs. | 21,449 | Rs. | 12,443 | Rs. | 35,082 | Rs. | 24,163 | ||||||||||||
Gross profit |
Rs. | 9,925 | Rs. | 8,509 | Rs. | 11,398 | Rs. | 5,714 | Rs. | 21,323 | Rs. | 14,223 |
30
5. | Segment reporting (continued) |
Information about segment | For the three months ended December 31, | |||||||||||||||||||||||||||||||||||||||
Segments | PSAI | Global Generics** | Proprietary Products | Others | Total | |||||||||||||||||||||||||||||||||||
2008 | 2007 | 2008 | 2007 | 2008 | 2007 | 2008 | 2007 | 2008 | 2007 | |||||||||||||||||||||||||||||||
Segment revenue (Note 3) |
Rs. | 4,458 | Rs. | 4,215 | Rs. | 13,683 | Rs. | 7,987 | Rs. | 69 | Rs. | 50 | Rs. | 191 | Rs. | 67 | Rs. | 18,401 | Rs. | 12,319 | ||||||||||||||||||||
Gross profit |
Rs. | 1,200 | Rs. | 1,271 | Rs. | 8,934 | Rs. | 4,685 | Rs. | 39 | Rs. | 29 | Rs. | 99 | Rs. | 49 | Rs. | 10,272 | Rs. | 6,034 | ||||||||||||||||||||
Selling, general and
administrative expenses |
5,382 | 4,121 | ||||||||||||||||||||||||||||||||||||||
Research and development expenses |
1,027 | 894 | ||||||||||||||||||||||||||||||||||||||
Write-down of intangible assets |
| 2,883 | ||||||||||||||||||||||||||||||||||||||
Other (income)/expense, net |
110 | (101 | ) | |||||||||||||||||||||||||||||||||||||
Results from operating activities |
3,753 | (1,763 | ) | |||||||||||||||||||||||||||||||||||||
Finance (income)/expense, net |
699 | (23 | ) | |||||||||||||||||||||||||||||||||||||
Share of profit/(loss) of equity
accounted investees, net of
taxes |
8 | 3 | ||||||||||||||||||||||||||||||||||||||
Profit before income tax |
3,062 | (1,737 | ) | |||||||||||||||||||||||||||||||||||||
Income tax benefit/(expense) |
(617 | ) | 524 | |||||||||||||||||||||||||||||||||||||
Profit for the period |
Rs. | 2,445 | Rs. | (1,213 | ) | |||||||||||||||||||||||||||||||||||
**Global Generics consists of: | ||||||||||||||||||||||||
Segments | Formulations | Generics | Global generics | |||||||||||||||||||||
2008 | 2007 | 2008 | 2007 | 2008 | 2007 | |||||||||||||||||||
Segment revenue (Note 4) |
4,511 | 3,854 | 9,172 | 4,133 | 13,683 | 7,987 | ||||||||||||||||||
Gross profit |
3,207 | 2,820 | 5,727 | 1,865 | 8,934 | 4,685 |
31
6. | Business combinations and other acquisitions | |
a. | Acquisition of a unit of The Dow Chemical Company | ||
On April 28, 2008, the Company, through its wholly owned subsidiary Dr. Reddys Laboratories (EU) Limited (DRL EU), acquired a unit of The Dow Chemical Company associated with its United Kingdom sites in Mirfield and Cambridge for a total cash consideration of Rs.1,302 (U.S.$32). The acquisition includes customer contracts, associated products, process technology, intellectual property, trademarks and the Dowpharma Small Molecules facilities located in Mirfield and Cambridge, United Kingdom. The Company also took over the existing work force as a part of the acquisition. The acquisition complements technology and experience synergies to the existing custom pharmaceutical business and gives access to a research and development team. | |||
The Company has accounted for the acquisition under the purchase method in accordance with IFRS No. 3, Business Combinations. Accordingly, the financial results of the aforesaid acquired business for the period from April 29, 2008 through December 31, 2008 have been included in the unaudited condensed consolidated interim financial statements of the Company. | |||
The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition: |
Recognized values on | ||||
Particulars | acquisition | |||
Property, plant and equipment |
Rs. | 741 | ||
Intangible assets |
801 | |||
Inventories |
231 | |||
Non current assets |
45 | |||
Non current liabilities |
(116 | ) | ||
Deferred tax liabilities, net |
(250 | ) | ||
Net identifiable assets and liabilities |
Rs. | 1,452 | ||
Negative goodwill on acquisition recognized
in profit and loss account |
(150 | ) | ||
Consideration paid in cash* |
Rs | 1,302 | ||
* | Total consideration paid includes direct attributable costs of Rs.13. |
As the acquisition involved a combination of a purchase of a unit of an existing entity and a purchase of certain identifiable assets, the carrying value of assets and liabilities before acquisition could not be determined in accordance with IFRS. | |||
The estimated useful lives of intangibles acquired are as follows: |
Customer related intangibles
|
4-11 years | |
Product related intangibles
|
6-13 years |
The negative goodwill on acquisition is attributable mainly to lower amounts paid towards inventories and intangible assets in the acquired business. The acquired business contributed revenues of Rs.223 and profit of Rs.40 for the three months ended December 31, 2008 and revenue of Rs.679 and, including negative goodwill, a profit of Rs.138 for the period from April 29, 2008 to December 31, 2008. |
32
6. | Business combinations and other acquisitions (continued) |
b. | Acquisition of BASF Corporations manufacturing facility in Shreveport, Louisiana, U.S.A. and related pharmaceutical contract manufacturing business. | ||
On April 30, 2008, the Company acquired BASF Corporations pharmaceutical contract manufacturing business and its manufacturing facility in Shreveport, Louisiana, U.S.A. for a total consideration of Rs.1,639 (U.S.$40). The business involves contract manufacturing of generic prescription and OTC products for branded and generic companies in the United States. This acquired business includes customer contracts, related ANDAs and NDAs, and trademarks, as well as the Shreveport manufacturing facility. The Company also took over the existing work force as a part of the acquisition. | |||
The Company has accounted for the acquisition under the purchase method in accordance with IFRS No. 3, Business Combinations. Accordingly, the financial results of the aforesaid acquired business for the period from May 1, 2008 through December 31, 2008 have been included in the unaudited condensed consolidated interim financial statements of the Company. | |||
The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition. |
Recognized values on | ||||
Particulars | acquisition | |||
Property, plant and equipment |
Rs. | 756 | ||
Intangible assets |
482 | |||
Inventories |
248 | |||
Net identifiable assets and liabilities |
Rs. | 1,486 | ||
Goodwill on acquisition |
153 | |||
Consideration paid, satisfied in cash* |
Rs. | 1,639 | ||
* | Total consideration paid includes direct attributable costs of Rs.31. |
As the acquisition involved purchase of a unit of an existing entity with certain identifiable assets and liabilities, the carrying value of assets and liabilities before acquisition could not be determined in accordance with IFRS. | |||
The estimated useful lives of intangibles acquired are as follows: |
Customer related intangibles Product related intangibles |
4-9 years 9-10 years |
Goodwill amounts to Rs.153 and is attributable mainly to the employee workforce acquired and the estimated values to be derived from the synergies for the Company due to cost savings. The acquired business contributed revenues of Rs.409 and net loss of Rs.103 for the three months ended December 31, 2008 and revenue of Rs.1,150 and net loss of Rs.196 for the period from May 1, 2008 to December 31, 2008. |
c. | Acquisition of Jet Generici SRL |
On April 30, 2008, the Company acquired Jet Generici Srl, a company engaged in the sale of generic finished dosages in Italy for a total cash consideration of Rs.148 (Euro 2.34 million). The transaction was accounted as an acquisition of business under the purchase method in accordance with IFRS 3. The transaction resulted in the Company gaining an entry in the Italian market and resulted in goodwill of Rs.162. |
33
6. | Business combination and other acquisitions (continued) |
d. | Pro-forma information |
If the above acquisitions had taken effect at the beginning of the reporting period (i.e., April 1, 2007), on a pro-forma basis the revenue, profit before tax and profit after tax of the Company for the applicable periods on a pro-forma basis would have been as below: |
Nine months ended December 31, | ||||||||
2008 | 2007 | |||||||
Revenue |
Rs.49,735 | Rs.38,860 | ||||||
Profit before tax |
5,474 | 1,852 | ||||||
Profit after tax |
4,571 | 3,091 |
e. | Acquisition of entire equity holding of Perlecan Pharma Private Limited |
In September 2005, the Company announced the formation of an integrated drug development company, Perlecan Pharma Private Limited (Perlecan Pharma), as a joint venture with Citigroup Venture Capital International Growth Partnership Mauritius Limited (Citigroup Venture) and ICICI Venture Funds Management Company (ICICI Venture). Perlecan Pharma is engaged in the clinical development and out-licensing of New Chemical Entity (NCE) assets. Under the terms of the joint venture agreement, Citigroup Venture and ICICI Venture each committed to contribute Rs.1,004 (U.S.$23) and the Company committed to contribute Rs.340 (U.S.$8) towards equity in Perlecan Pharma. The arrangement to form Perlecan Pharma was effective from March 27, 2006 (before the date of transition to IFRS), at which time certain terms of the joint venture agreement were amended. | |||
As of March 31, 2006, the Company owned approximately 14.28% of the equity of Perlecan Pharma. In addition, Perlecan Pharma issued warrants to the Company to purchase 45 million equity shares of Perlecan Pharma, at an exercise price of Rs.1.00 per equity share, the exercise of which was contingent upon the success of certain research and development milestones achieved by Perlecan Pharma. Upon full exercise of the warrants, the Company would own approximately 62.5% of the equity of Perlecan Pharma. Furthermore, three out of seven directors on the Board of Directors of Perlecan Pharma were designated by the Company. As per the terms of the joint venture agreement, the Company had the first right to conduct product development and clinical trials on behalf of Perlecan Pharma on an arms length basis subject to the final decision by the board of directors of Perlecan Pharma. Considering these factors the Company has accounted for its investment in Perlecan Pharma in accordance with IAS 28, Investments in Associates. | |||
As of March 31, 2006, the Company and the other two investors had invested Rs.101 (U.S.$2) and Rs. 605 (U.S.$14), respectively in Perlecan Pharma. The Company was also committed to invest an additional amount of Rs.239 (U.S.$5) as its proportionate equity contribution in the future. As per the terms of the amended agreement, the Company would be reimbursed by Perlecan Pharma for research and development costs of Rs.231 that were incurred by the Company prior to the effective date of the joint venture arrangement. The reimbursement for research and development costs incurred by the Company prior to the effective date of the joint venture arrangement was reduced from the carrying value of the equity investment in Perlecan Pharma as of March 31, 2006. Therefore, the equity investment was carried at Rs.0 and the remaining balance of the Companys commitment to make additional equity investments in Perlecan Pharma was Rs.170, recognized as other liability as of March 31, 2006. | |||
During the year ended March 31, 2007, the Company and the other two investors invested additional amounts of Rs.69 and Rs.413, respectively, in Perlecan Pharma. As a result, as of March 31, 2007, the Companys ownership of Perlecan Pharma increased to approximately 14.31%. As of March 31, 2008, the carrying value of Companys investment in Perlecan Pharma was Rs.0, the other liability balance was Rs.180 and the Company was committed to make additional equity investments of Rs.170. The Company continued to reflect its equity in losses of Perlecan Pharma taking into account its future funding commitments. | |||
On July 30, 2008, the Company acquired the entire equity holding of Citigroup Venture and ICICI Venture in Perlecan Pharma for a total consideration of Rs.758. Consequently, Perlecan Pharma has become a consolidated subsidiary of the Company. The Company has evaluated the acquisition in accordance with IFRS 3 on Business Combinations and believes that the acquired set of assets does not qualify to be a business and |
34
6. | Business combination and other acquisitions (continued) |
e. | Acquisition of entire equity holding of Perlecan Pharma Private Limited (continued) |
therefore has accounted for this as an asset acquisition. | |||
Accordingly, the purchase price has been allocated to the following assets: |
Recognized values on | ||||
Particulars | acquisition | |||
Current assets, net |
Rs. | 408 | ||
Intangible assets |
82 | |||
Deferred tax asset |
268 | |||
Total consideration paid |
Rs. | 758 | ||
As a result of the acquisition, other liability of Rs.180, representing the deferred credit at the time of the initial joint venture arrangement, was recognized in the income statement as a credit to research and development expenses in the nine months ended December 31, 2008. |
7. | Financial instruments |
Hedging of fluctuations in foreign currency | |||
The Company is exposed to exchange rate risk which arises from its foreign exchange revenues, primarily in U.S. Dollars, British Pounds and Euros and foreign currency debt in U.S. Dollars and Euros. | |||
The Company uses forward exchange contracts and option contracts (derivatives) to mitigate its risk of changes in foreign currency exchange rates. Most of the forward exchange contracts/option contracts have maturities of less than one year after the balance sheet date. Where necessary, the forward exchange contracts are rolled over at maturity. | |||
Forecasted transactions | |||
The Company classifies its option contracts hedging forecasted transactions as cash flow hedges and measures them at fair value. The fair value of option contracts used as hedges of forecasted transactions at December 31, 2008 was a liability of Rs.797 (as compared to a liability of Rs.10 at March 31, 2008), that were recognized as derivatives measured at fair value. | |||
Recognized assets and liabilities | |||
Changes in the fair value of forward exchange contracts that economically hedge monetary assets and liabilities in foreign currencies and for which no hedge accounting is applied are recognized in profit or loss. Both the changes in fair value of the forward contracts and the foreign exchange gains and losses relating to the monetary items are recognized as part of net financing costs. The fair value of forward exchange contracts and option contracts used as economic hedges of monetary assets and liabilities in foreign currencies recognized in fair value derivatives was an asset of Rs.194 at December 31, 2008 (as compared to a liability of Rs.86 at March 31, 2008). | |||
Fair values |
The carrying amount and fair value of financial instruments at December 31, 2008 is a net liability of Rs.17,453 (as compared to a net liability of Rs.10,648 at March 31, 2008). |
8. | Income taxes |
Current tax | |||
Current tax expense for the interim periods is calculated based on the estimated average annual income tax applied on |
35
8. | Income taxes (continued) |
the pre tax income of the interim period. Current tax for current and prior periods is classified as current liability to the extent that it is unpaid. Amounts paid in excess of amounts owed are classified as a current asset. | ||
Deferred tax | ||
The amount of deferred tax provided is based on the expected movements of realization or settlement of the carrying amount of assets and liabilities, using the effective tax rate of the interim periods presented. | ||
The primary components of the Companys recognized deferred tax asset includes temporary differences related to expenses deferred for the tax purposes, operating and capital losses carried forward, provisions, impairment loss on receivables, impairment loss on investment and minimum alternate tax carry forward. The primary components of the entitys deferred tax liabilities include temporary differences related to property, plant, equipment and intangible assets. | ||
Deferred tax expenses or benefits arise from the origination and reversal of temporary differences, the effect of change in tax rates and the benefit of tax losses recognized. | ||
Current tax and deferred tax recognized in the Companys income statement is as follows: |
Nine months ended | Three months ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2008 | 2007 | 2008 | 2007 | |||||||||||||
Current tax expense |
Rs. | 1,494 | Rs. | 719 | Rs. | 895 | Rs. | 589 | ||||||||
Deferred tax benefit. |
(561 | ) | (2,020 | ) | (278 | ) | (1,113 | ) | ||||||||
Income tax expense/(benefit). |
Rs. | 933 | Rs. | (1,301 | ) | Rs. | 617 | Rs. | (524 | ) | ||||||
Total deferred tax recognized directly in the equity was a benefit of Rs.149 for the nine months ended December 31, 2008 (as compared to an benefit of Rs.32 for the nine months ended December 31, 2007). | ||
Reconciliation of effective tax rate | ||
The reported current and deferred tax expense for the nine months ended December 31, 2008 was calculated based on an estimated average annual income tax rate of 16.84% (as compared to an estimated average annual net income tax rate of negative 80.81% for the nine months ended December 31, 2007). The difference between the estimated average annual effective income tax rate and the enacted tax rate is accounted for by a number of factors, including the effects of changes in tax laws and rates, the effects of differences between Indian and foreign tax rates, expenses not deductible for tax purposes and income exempted from income taxes. During the nine months ended December 31, 2007, pursuant to changes in German tax laws, the enacted tax rated decreased by approximately 10%. This resulted in a reduction in the net deferred tax liability balance of betapharm by Rs.1,459, which was recorded as a deferred tax benefit in the Companys income statement during the nine months ended December 31, 2007. |
9. | Property, plant and equipment |
Acquisitions and disposals | ||
During the nine months ended December 31, 2008, the Company acquired assets at an aggregate cost of Rs.5,638 (as compared to assets with a cost of Rs.6,231 for the year ended March 31, 2008) including assets acquired through business combinations of Rs.1,496 (no assets were acquired through business combinations for the year ended March 31, 2008). Assets with a net book value of Rs.13 were disposed of during the nine months ended December 31, 2008 (as compared to assets with a net book value of Rs.63 for the year ended March 31, 2008:), resulting in a gain on disposal of Rs.13 (as compared to a |
36
9. | Property, plant and equipment (continued) |
loss on disposal of Rs.8 for the year ended March 31, 2008). Depreciation expenses for the three months and nine months ended December 31, 2008 was Rs.576 and Rs.1,658, respectively (as compared to Rs.443 and Rs.1,246 for three and nine months ended December 31, 2007, respectively). | |||
Capital Commitments | |||
As of March 31, 2008 and December 31, 2008, the Company was committed to spend approximately Rs.1,552 and Rs.1,301, respectively, under agreements to purchase property, plant and equipment. This amount is net of capital advances paid in respect of such purchases. |
10. | Goodwill |
Goodwill arising upon acquisitions is not amortized but tested for impairment annually or more frequently if there are certain internal or external indicators. | |||
The following table presents the changes in goodwill during the nine months ended December 31, 2008 and the year ended March 31, 2008: |
Nine months ended | Year ended | |||||||
December 31, 2008 | March 31, 2008 | |||||||
Opening balance (1) |
Rs. | 17,179 | Rs. | 15,948 | ||||
Goodwill arising on purchase business combination |
316 | | ||||||
Impairment of goodwill (2) |
| (90 | ) | |||||
Effect of translation adjustments |
1,259 | 1,320 | ||||||
Closing balance (1) |
Rs. | 18,754 | Rs. | 17,178 | ||||
(1) | Includes goodwill arising upon investment in affiliate of Rs.181. | |
(2) | The impairment of goodwill of Rs.90 relates to the Companys proprietary products segment. |
Also see Note 22. |
11. | Other intangible assets |
Acquisitions and Write-down of intangibles | |||
During the nine months ended December 31, 2008, the Company acquired other intangible assets at an aggregate cost of Rs.1,637 (as compared to assets with a cost of Rs.211 for the year ended March 31, 2008), including assets acquired through business combinations of Rs.1,312 (no assets were acquired through business combinations for the year ended March 31, 2008). Amortization expenses for the three months and nine months ended December 31, 2008 was Rs.339 and Rs.1,188, respectively (as compared to Rs.375 and Rs.1,127 for the three months and nine months ended December 31, 2007, respectively). | |||
During the nine months ended December 31, 2007, the Company tested the carrying value of betapharm related intangibles for impairment. This testing was triggered by certain adverse market conditions, such as decreases in market prices and an increasing trend in certain new types of rebates being negotiated with State Healthcare Insurance Fund (SHI) companies and certain supply constraints. As a result of this review, the Company recorded a write-down of intangible assets of Rs.2,883 and adjusted the net carrying value of certain product related intangibles as of December 31, 2007. | |||
Furthermore, during the year ended March 31, 2008, the Company also tested the carrying value of Litaphar related intangibles for impairment. This testing was triggered by certain adverse market conditions, such as decreases in |
37
11. | Other intangible assets (continued) |
sales and increases in costs of procurement. The fair values of these intangibles were determined based on discounted cash flow approach. As a result of this review, the Company recorded a write-down of intangible assets of Rs.127 and adjusted the carrying value of product related intangibles as of March 31, 2008. | |||
Also see Note 22. |
12. | Inventories |
Inventories consist of the following: |
As of | ||||||||
December 31, 2008 | March 31, 2008 | |||||||
Raw materials |
Rs. | 4,676 | Rs. | 3,226 | ||||
Packing material, stores and spares |
982 | 773 | ||||||
Work-in-process |
2,945 | 2,346 | ||||||
Finished goods |
6,554 | 4,788 | ||||||
Rs. | 15,157 | Rs. | 11,133 | |||||
During the three months and nine months ended December 31, 2008 and 2007, the Company recorded an inventory write-down of Rs.56, Rs.129, Rs.150 and Rs.313, respectively, resulting from a decline in the net realizable value of certain finished goods and write downs of certain raw materials. These amounts are included in the cost of revenues. |
13. | Cash and cash equivalents |
Cash and cash equivalents consist of the following: |
As of | ||||||||
December 31, 2008 | March 31, 2008 | |||||||
Cash balances |
Rs. | 162 | Rs. | 163 | ||||
Balances with banks |
3,622 | 7,258 | ||||||
Cash and cash equivalents on the balance sheet |
3,784 | 7,421 | ||||||
Bank overdrafts used for cash management purposes |
(1,101 | ) | (435 | ) | ||||
Cash and cash equivalents in the cash flow statement |
Rs. | 2,683 | Rs. | 6,986 | ||||
14. | Other (income)/expense, net |
Other (income)/expense, net consists of the following: |
Nine months ended | Three months ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2008 | 2007 | 2008 | 2007 | |||||||||||||
(Profit)/loss on sale of property, plant and
equipment, net
|
Rs. | (13 | ) | | | (1 | ) | |||||||||
Sale of spent chemical
|
(174 | ) | (134 | ) | (45 | ) | (60 | ) | ||||||||
Negative goodwill on acquisitions of business
|
(150 | ) | | | | |||||||||||
Miscellaneous income
|
(199 | ) | (160 | ) | (75 | ) | (55 | ) | ||||||||
Provision
for expected claim from innovator (see Note 21)
|
969 | 224 | ||||||||||||||
Other expenses
|
6 | 41 | 6 | 15 | ||||||||||||
Rs. | 439 | Rs. | (253 | ) | Rs. | 110 | Rs. | (101 | ) | |||||||
38
15. | Finance income, net |
Finance (income)/expense, net consists of the following: |
Nine months ended | Three months ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2008 | 2007 | 2008 | 2007 | |||||||||||||
Interest income
|
Rs. | (196 | ) | Rs. | (625 | ) | Rs. | (77 | ) | Rs. | (146 | ) | ||||
Foreign exchange (gain)/loss, net
|
613 | (645 | ) | 493 | (87 | ) | ||||||||||
Profit on sale of investments, net
|
(126 | ) | (40 | ) | (9 | ) | (24 | ) | ||||||||
Interest expense
|
812 | 828 | 292 | 234 | ||||||||||||
Rs. | 1,103 | Rs. | (482 | ) | Rs. | 699 | Rs. | (23 | ) | |||||||
16. | Earnings per share |
Basic earnings per share | |||
The calculation of basic earnings per share for the nine months ended December 31, 2008 was based on the profit attributable to equity shareholders of Rs.4,609 (as compared to Rs.2,921 for the nine months ended December 31, 2007) and a weighted average number of equity shares outstanding during the nine months ended December 31, 2008 and nine months ended December 31, 2007 calculated as follows: |
Nine months ended December 31, | ||||||||
2008 | 2007 | |||||||
Issued equity shares as of April 1 |
168,172,746 | 167,912,180 | ||||||
Effect of shares issued on excise of stock options |
146,898 | 138,510 | ||||||
Weighted average number of equity shares at December 31 |
168,319,644 | 168,050,690 | ||||||
The calculation of basic earnings per share for the three months ended December 31, 2008 was based on the profit attributable to equity shareholders of Rs.2,445 (as compared to a loss attributable to equity shareholders of Rs.1,207 for the three months ended December 31, 2007) and a weighted average number of equity shares outstanding during the three months ended December 31, 2008 and three months ended December 31, 2007 calculated as follows: |
Three months ended December 31, | ||||||||
2008 | 2007 | |||||||
Issued equity shares as of October 1 |
168,400,728 | 168,097,442 | ||||||
Effect of shares issued on exercise of stock options |
8,122 | 33,191 | ||||||
Weighted average number of equity shares at December 31 |
168,408,850 | 168,130,633 | ||||||
39
16. | Earnings per share (continued) |
Diluted earnings per share |
The calculations of diluted earnings per share for the nine months ended December 31, 2008 was based on the profit attributable for equity shareholders of Rs.4,609 (as compared to Rs.2,921 for the nine months ended December 31, 2007) and a weighted average number of equity shares outstanding during nine months ended December 31, 2008 and nine months ended December 31, 2007 calculated as follows: |
Nine months ended December 31, | ||||||||
2008 | 2007 | |||||||
Weighted average number of equity shares as of December 31 (Basic) |
168,319,644 | 168,050,690 | ||||||
Effect of stock options outstanding |
683,177 | 635,294 | ||||||
Weighted average number of equity shares as of December 31
(Diluted) |
169,002,821 | 168,685,984 | ||||||
The calculations of diluted earnings per share for the three months ended December 31, 2008 was based on the profit attributable for equity shareholders of Rs.2,445 (as compared to a loss attributable to equity shareholders of Rs.1,207 for the three months ended December 31, 2007) and weighted average number of equity shares outstanding during three months ended December 31, 2008 and three months ended December 31, 2007 calculated as follows: |
Three months ended December 31, | ||||||||
2008 | 2007 | |||||||
Weighted average number of equity shares as of December 31 (Basic) |
168,408,850 | 168,130,633 | ||||||
Effect of stock options outstanding |
372,947 | 556,554 | ||||||
Weighted average number of equity shares as of December 31
(Diluted) |
168,781,797 | 168,687,187 | ||||||
17. | Employee stock incentive plans |
Dr. Reddys Employees Stock Option Plan 2002 (the DRL 2002 Plan): | |||
The Company instituted the DRL 2002 Plan for all eligible employees pursuant to the special resolution approved by the shareholders in the Annual General Meeting held on September 24, 2001. The DRL 2002 Plan covers all employees of DRL and its subsidiaries and directors (excluding promoter directors) of DRL and its subsidiaries (collectively, eligible employees). The compensation committee of the Board of DRL (the Compensation Committee) administers the DRL 2002 Plan and grants stock options to eligible employees. The Compensation Committee determines which eligible employees will receive options, the number of options to be granted, the exercise price, the vesting period and the exercise period. The vesting period is determined for all options issued on the date of grant. The options issued under the DRL 2002 Plan vest in periods ranging between one and four years, and generally have a maximum contractual term of five years. | |||
The DRL 2002 Plan was amended on July 28, 2004 at the annual general meeting of shareholders to provide for stock option grants in two categories: |
Category A: 1,721,700 stock options out of the total of 2,295,478 options reserved for grant having an exercise price equal to the fair market value of the underlying equity shares on the date of grant; and | |||
Category B: 573,778 stock options out of the total of 2,295,478 options reserved for grant having an exercise price equal to the par value of the underlying equity shares (i.e., Rs.5 per option). |
The DRL 2002 Plan was further amended on July 27, 2005 at the annual general meeting of shareholders to provide for stock option grants in two categories: |
Category A: 300,000 stock options out of the total of 2,295,478 options reserved for grant having an exercise price equal to the fair market value of the underlying equity shares on the date of grant; and |
40
17. | Employee stock incentive plans (continued) |
Category B: 1,995,478 stock options out of the total of 2,295,478 options reserved for grant having an exercise price equal to the par value of the underlying equity shares (i.e., Rs.5 per option). |
Under the DRL 2002 Plan, the exercise price of the fair market value options granted under Category A above is determined based on the average closing price for 30 days prior to the grant in the stock exchange where there is highest trading volume during that period. Notwithstanding the foregoing, the Compensation Committee may, after obtaining the approval of the shareholders in the annual general meeting, grant options with a per share exercise price other than fair market value and par value of the equity shares. | |||
After the stock split effected in the form of stock dividend issued by the Company in August 2006, the DRL 2002 Plan provides for stock options granted in the above two categories as follows: |
Number of | Number of | |||||||||||
Options granted | Options granted | |||||||||||
Under category | Under category | Total | ||||||||||
Particulars | A | B | ||||||||||
Options reserved under original Plan |
300,000 | 1,995,478 | 2,295,478 | |||||||||
Options exercised prior to stock dividend date (A) |
94,061 | 147,793 | 241,854 | |||||||||
Balance of shares that can be allotted exercise
of options (B) |
205,939 | 1,847,685 | 2,053,624 | |||||||||
Options arising from stock dividend (C) |
205,939 | 1,847,685 | 2,053,624 | |||||||||
Options reserved after stock dividend (A+B+C) |
505,939 | 3,843,163 | 4,349,102 |
In April 2007, certain employees surrendered their category B par value options under the DRL 2002 Plan in exchange for category B par value options under the DRL 2007 Plan (discussed below). The incremental cost due to such modifications was insignificant. | |||
The Compensation Committee at its meeting held in October 2007, proposed that the Company should absorb the full liability of the Fringe Benefit Tax upon exercise of all stock options granted on or prior to the date of its resolution. In respect of new grants to be made by the Company subsequent to the date of such resolution, the Fringe Benefit Tax will be recovered from employees upon the exercise of their stock options. The above amendment was approved by the shareholders at the Annual General Meeting held on July 22, 2008. |
Dr. Reddys Employees ADR Stock Option Plan 2007 (the DRL 2007 Plan): |
The Company instituted the DRL 2007 Plan for all eligible employees in pursuance of the special resolution approved by the shareholders in the Annual General Meeting held on July 27, 2005. The DRL 2007 Plan became effective upon its approval by the Board of Directors on January 22, 2007. The DRL 2007 Plan covers all employees of DRL and its subsidiaries and directors (excluding promoter directors) of DRL and its subsidiaries (collectively, eligible employees). The Compensation Committee administers the DRL 2007 Plan and grants stock options to eligible employees. The Compensation Committee determines which eligible employees will receive options, the number of options to be granted, the exercise price, the vesting period and the exercise period. The vesting period is determined for all options issued on the date of grant. The options issued under DRL 2007 plan vest in periods ranging between one and four years, and generally have a maximum contractual term of five years. | |||
The DRL 2007 Plan provides for option grants in two categories: |
Category A: 382,695 stock options out of the total of 1,530,779 stock options reserved for grant having an exercise price equal to the fair market value of the underlying equity shares on the date of grant; and | |||
Category B: 1,148,084 stock options out of the total of 1,530,779 stock options reserved for grant having an exercise price equal to the par value of the underlying equity shares (i.e. Rs.5 per option). |
41
17. | Employee stock incentive plans (continued) |
The Compensation Committee at its meeting held in October 2007, proposed that the Company should absorb the full liability of the Fringe Benefit Tax upon exercise of all stock options granted on or prior to the date of its resolution. In respect of new grants to be made by the Company subsequent to the date of its resolution, the Fringe Benefit Tax will be recovered from employees upon the exercise of their stock options. The above amendment was approved by the shareholders at the Annual General Meeting held on July 22, 2008. | |||
Aurigene Discovery Technologies Ltd. Employee Stock Option Plan 2003 (the Aurigene ESOP Plan): | |||
Aurigene Discovery Technologies Limited (Aurigene), a consolidated subsidiary, adopted the Aurigene ESOP Plan) to provide for issuance of stock options to employees of Aurigene and its subsidiary, Aurigene Discovery Technologies Inc., who have completed one full year of service with Aurigene and its subsidiary. Aurigene has reserved 4,550,000 of its ordinary shares for issuance under this plan. Under the Aurigene ESOP Plan, stock options may be granted at an exercise price as determined by Aurigenes compensation committee. The options issued under Aurigene ESOP Plan vest in periods ranging from one to three years, including certain options which vest immediately on grant, and generally have a maximum contractual term of three years. | |||
During the year ended March 31, 2008, the Aurigene ESOP Plan was amended to increase the total number of options reserved for issuance to 7,500,000 and to provide for Aurigenes recovery of the Fringe Benefit Tax from employees upon the exercise of their stock options. | |||
Aurigene Discovery Technologies Ltd. Management Group Stock Grant Plan (the Aurigene Management Plan): | |||
In the year ended March 31, 2004, Aurigene adopted the Aurigene Management Plan to provide for issuance of stock options to management employees of Aurigene and its subsidiary Aurigene Discovery Technologies Inc. Aurigene has reserved 2,950,000 of its ordinary shares for issuance under this plan. Under the Aurigene Management Plan, stock options may be granted at an exercise price as determined by Aurigenes compensation committee. As of March 31, 2008, there were no stock options outstanding under the Aurigene Management Plan. The plan was closed by a resolution of the shareholders in January 2008. | |||
Stock options granted during the three months and nine months ended December 31, 2008: | |||
The terms and conditions of the grants made during the three months ended December 31, 2008 under the above plans are as follows: |
Number of | Exercise | Vesting | Contractual | |||||||||||||
instruments | price | period | life | |||||||||||||
DRL 2002 Plan: |
||||||||||||||||
Category A |
20,000 | Rs. | 448.00 | 2 to 4 years | 5 years | |||||||||||
Category B |
| | | | ||||||||||||
DRL 2007 Plan: |
||||||||||||||||
Category A |
| | | | ||||||||||||
Category B |
| | | | ||||||||||||
Aurigene ESOP Plan |
| | | |
42
17. | Employee stock incentive plans (continued) |
Number of | Exercise | Vesting | Contractual | |||||||||||||
instruments | price | period | life | |||||||||||||
DRL 2002 Plan): |
||||||||||||||||
Category A |
20,000 | Rs. | 448.00 | 2 to 4 years | 5 years | |||||||||||
Category B |
350,820 | Rs. | 5.00 | 1 to 4 years | 5 years | |||||||||||
DRL 2007 Plan: |
||||||||||||||||
Category A |
| | | | ||||||||||||
Category B |
74,400 | Rs. | 5.00 | 1 to 4 years | 5 years | |||||||||||
Aurigene ESOP Plan |
| | | |
Stock options granted during the three months and nine months ended December 31, 2007: | |||
No options were granted during three months ended December 31, 2007. | |||
The terms and conditions of the grants made during the nine months ended December 31, 2007 under the above plans are as follows: |
Number of | Exercise | Vesting | Contractual | ||||||||||||||
instruments | price | period | life | ||||||||||||||
DRL 2002 Plan: |
|||||||||||||||||
Category A |
| | | | |||||||||||||
Category B |
386,060 | Rs. 5.00 | 1 to 4 years | 5 years | |||||||||||||
DRL 2007 Plan: |
|||||||||||||||||
Category A |
| | | | |||||||||||||
Category B |
206,818 | Rs.5.00 | 1 to 4 years | 5 years | |||||||||||||
Aurigene ESOP Plan |
| | | |
The Black-Scholes model inputs used in computing the fair value of the grants made during the nine months ended December 31, 2008 and December 31, 2007 are as follows: |
Nine months ended | Nine months ended | |||||||
December 31, 2008 | December 31, 2007 | |||||||
Volatility |
28.79% 41.87 | % | 28.40% 32.70 | % | ||||
Exercise price |
Rs. | 5.00 Rs.448.00 | Rs.5.00 | |||||
Expected term |
1 to 6.5 years | 1 to 4 years | ||||||
Discount rate Bond equivalent yield rate |
6.84% 7.94 | % | 7.80% 8.20 | % | ||||
Dividend yield rate |
0.59% 0.80 | % | 0.75 | % | ||||
The fair values of services received in return for share options granted to employees are measured by reference to the fair value of share options granted. The estimate of the fair value of the services received is measured based on the Black- Scholes model. | |||
For the nine months ended December 31, 2008 and 2007 an amount of Rs.180 and Rs.182, respectively, and for the three months ended December 31, 2008 and 2007, an amount of Rs.66 and Rs.74, respectively has been recorded as total employee share based expense under all employee stock incentive plans. As of December 31, 2008, there is approximately Rs.275 of total unrecognized compensation cost related to unvested stock options. This cost is expected to be recognized over a weighted-average period of 2.91 years. |
43
18. | Employee benefit plans | ||
Gratuity benefits | |||
In accordance with applicable Indian laws, the Company provides gratuity, a defined benefit retirement plan (the Gratuity Plan) covering certain categories of employees. The Gratuity Plan provides a lump sum payment to vested employees at retirement or termination of employment. The amount of payment is based on the respective employees last drawn salary and the years of employment with the Company. Effective September 1, 1999, the Company established the Dr. Reddys Laboratories Gratuity Fund (the Gratuity Fund). Liabilities in respect of the Gratuity Plan are determined by an actuarial valuation, based upon which the Company makes contributions to the Gratuity Fund. Trustees administer the contributions made to the Gratuity Fund. Amounts contributed to the Gratuity Fund are invested in specific securities as mandated by law and generally consist of federal and state government bonds and debt instruments of government-owned corporations. | |||
The components of net periodic benefit cost for the nine months and three months ended December 31, 2008 and 2007 are as follows: |
Nine months ended | Three months ended | ||||||||||||||||
December 31, | December 31, | ||||||||||||||||
2008 | 2007 | 2008 | 2007 | ||||||||||||||
Service cost |
32 | 26 | 11 | 9 | |||||||||||||
Interest cost |
20 | 17 | 7 | 5 | |||||||||||||
Expected return on plan assets |
(16 | ) | (13 | ) | (6 | ) | (4 | ) | |||||||||
Net amount recognized |
Rs. | 36 | Rs. | 30 | Rs. | 12 | Rs. | 10 | |||||||||
Details of the total employee benefits assets outstanding are provided below: |
As at | ||||||||
December 31, 2008 | March 31, 2008 | |||||||
Present value of unfunded obligations |
Rs. | 3 | Rs. | 3 | ||||
Present value of funded obligations |
386 | 319 | ||||||
Fair value of plan assets |
(322 | ) | (289 | ) | ||||
Present value of net obligations |
67 | 33 | ||||||
Unrecognized actuarial gains and losses |
(21 | ) | (23 | ) | ||||
Total employee benefits assets outstanding |
Rs. | 46 | Rs. | 10 | ||||
Pension plan | |||
All employees of Industrias Quimicas Falcon de Mexico S.A. de C.V. (Falcon) are entitled to a pension plan in the form of a Defined Benefit plan. The pension plan provides a payment to vested employees at retirement or termination of employment. This payment is based on the employees integrated salary and is paid in the form of a monthly pension over a period of 20 years computed based upon a predefined formula. Liabilities in respect of the pension plan are determined by an actuarial valuation, based upon which the Company makes contributions to the pension plan fund. This fund is administered by a third party who is provided guidance by a technical committee formed by senior employees of Falcon. | |||
The components of net periodic benefit cost for the nine months and three months ended December 31, 2008 and 2007 are as follows: |
44
18. | Employee benefit plans (continued) |
Nine months ended | Three months ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2008 | 2007 | 2008 | 2007 | |||||||||||||
Service cost |
11 | 10 | 4 | 3 | ||||||||||||
Interest cost |
15 | 14 | 4 | 5 | ||||||||||||
Expected return on plan assets |
(13 | ) | (15 | ) | (4 | ) | (5 | ) | ||||||||
Recognized net actuarial (gain)/loss |
3 | | 1 | | ||||||||||||
Net amount recognized |
Rs. | 16 | Rs. | 9 | Rs. | 5 | Rs. | 3 | ||||||||
Details of the total employee benefits assets outstanding are provided below: |
As at | ||||||||
December 31, 2008 | March 31, 2008 | |||||||
Present value of unfunded obligations |
Rs. | 47 | Rs. | 50 | ||||
Present value of funded obligations |
203 | 203 | ||||||
Fair value of plan assets |
(202 | ) | (213 | ) | ||||
Present value of net obligations |
48 | 40 | ||||||
Unrecognized actuarial gains and losses |
(53 | ) | (61 | ) | ||||
Total
employee benefits assets outstanding |
Rs. | (5 | ) | Rs. | (21 | ) | ||
19. | Borrowings |
Short term loans and borrowings | |||
The Company had lines of credit of Rs.17,550 and Rs.17,659 as of December 31, 2008 and March 31, 2008, respectively, from its bankers for working capital requirements. These lines of credit are renewable annually. The Company has the right to draw upon these lines of credit based on its requirements. | |||
An interest rate profile of borrowings from banks is given below: |
As at | ||||||||
December 31, 2008 | March 31, 2008 | |||||||
Rupee borrowings |
8.70 | % | 9.0 | % | ||||
Foreign currency borrowings |
LIBOR+ 100 bps | LIBOR+ 50-100 bps | ||||||
45
19. | Borrowings (continued) |
Long term loans and borrowings | ||
Long term loans and borrowings consists of the following: |
As at | ||||||||
December 31, 2008 | March 31, 2008 | |||||||
Rupee term loan |
Rs. | 10 | Rs. | 13 | ||||
Foreign currency loan |
13,978 | 14,184 | ||||||
Obligation under capital lease |
308 | 292 | ||||||
14,296 | 14,489 | |||||||
Less: Current portion |
||||||||
Rupee term loan |
7 | 6 | ||||||
Foreign currency loan |
3,035 | 1,773 | ||||||
Obligation under capital lease |
17 | 12 | ||||||
3,059 | 1,791 | |||||||
Non-current portion |
||||||||
Rupee term loan |
3 | 7 | ||||||
Foreign currency loan |
10,943 | 12,411 | ||||||
Obligation under capital lease |
291 | 280 | ||||||
Rs. | 11,237 | Rs. | 12,698 | |||||
During the nine months ended December 31, 2008, the Company repaid Rs.1,375 of foreign currency loans (consisting of Euro 20.52 million and U.S.$1.143 million), Rs.3 of rupee term loans and Rs.3 of obligations under capital leases. During the year ended March 31, 2008, the Company repaid Rs.7,733 of foreign currency loans (consisting of Euro 139.49 million and U.S.$0.51 million) and Rs.6 of rupee term loans and assumed net obligations of Rs.21 under capital leases. | |||
An interest rate profile of long-term debt is given below: |
As of | ||||||||
December 31, 2008 | March 31, 2008 | |||||||
Rupee borrowings |
2.0 | % | 2.0 | % | ||||
Foreign currency borrowings |
EURIBOR + 70 bps and | EURIBOR + 70 - 200 bps | ||||||
LIBOR + 70 bps | and LIBOR + 70 bps |
The fair value of the foreign currency loans and the capital lease obligations approximate their carrying value as of December 31, 2008 and March 31, 2008, respectively. |
20. | Related parties |
The Company has entered into transactions with the following related parties: | ||
| Diana Hotels Limited for availing hotel services; | ||
| A.R. Life Sciences Private Limited for availing processing services of raw materials and intermediates; | ||
| Dr. Reddys Holdings Private Limited for the purchase and sale of active pharmaceutical ingredients; | ||
| Dr. Reddys Foundation for Human and Social Development towards contributions for social development; | ||
| Institute of Life Science towards contributions for social development; | ||
| K.K Enterprises for availing packaging services for formulation products; and | ||
| SR Enterprises for transportation services. |
46
20. | Related parties (continued) |
These are enterprises over which principal shareholders or key managerial personnel have control or significant influence (significant interest entities). | |||
The Company has also entered into transactions with its former associate Perlecan Pharma (now a subsidiary) and its joint venture Kunshan Rotam Reddy Pharmaceuticals Co. Limited (KRRP). These transactions are in the nature of reimbursement of research and development expenses incurred by the Company on behalf of Perlecan Pharma, revenue from research services performed by the Company for Perlecan Pharma and purchase of active pharmaceutical ingredients by the Company from KRRP. | |||
The Company has also entered into cancellable operating lease transactions with directors and their relatives. | |||
The following is a summary of significant related party transactions: |
Nine months ended | Three months ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2008 | 2007 | 2008 | 2007 | |||||||||||||
Purchases from significant interest entities |
190 | 185 | 43 | 52 | ||||||||||||
Sales to significant interest entities |
93 | 72 | 27 | 12 | ||||||||||||
Contribution to a significant interest entity
towards social development |
72 | 56 | 4 | 38 | ||||||||||||
Revenue from associates |
| 36 | | 10 | ||||||||||||
Reimbursement of research and development
expenses from associates |
| 46 | | 16 | ||||||||||||
Lease rental paid under cancellable operating
leases to key managerial personnel and their
relatives |
18 | 16 | 7 | 7 | ||||||||||||
Hotel expenses paid |
8 | 9 | 3 | 2 | ||||||||||||
Advances taken from significant interest entities |
60 | | | |
The following table describes the components of managerial remuneration: |
Nine months ended | Three months ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
Particulars | 2008 | 2007 | 2008 | 2007 | ||||||||||||
Salaries |
Rs. | 9 | Rs. | 9 | Rs. | 3 | Rs. | 3 | ||||||||
Commission* |
129 | 98 | 38 | 12 | ||||||||||||
Other Perquisites |
1 | 1 | | | ||||||||||||
Total |
Rs. | 139 | Rs. | 108 | Rs. | 41 | Rs. | 15 | ||||||||
* | Accrued based on profit as of the applicable date in accordance with the terms of employment. |
As at | ||||||||
December 31, 2008 | March 31, 2008 | |||||||
Significant interest entities |
Rs. | 33 | Rs. | 26 | ||||
Associates |
| 27 | ||||||
Directors and relatives |
4 | 4 |
47
20. | Related parties (continued) |
The Company has the following amounts due to related parties: |
As at | ||||||||
December 31, 2008 | March 31, 2008 | |||||||
Significant interest entities |
Rs.41 | Rs.17 |
The above table as at March 31, 2008 does not include an amount of Rs.680 paid as advance towards purchase of land from a significant interest entity, which has been disclosed under capital work-in-progress. |
21. | Contingencies |
Guarantees | |||
The Companys equity accounted investee, KRRP, secured a credit facility of Rs.27 million from Agricultural Bank of China (Agricultural Bank). During the year ended March 31, 2008, the Company had issued a corporate guarantee of Rs.27 million in favor of Agricultural Bank to enhance the credit standing of KRRP. The guarantee is required to be renewed every year and the Companys liability may arise in the event of non-payment by KRRP of the amount withdrawn under its credit facility. | |||
Litigations, etc. | |||
The Company is involved in disputes, lawsuits, claims, governmental and/or regulatory inspections, inquiries, investigations and proceedings, including patent and commercial matters that arise from time to time in the ordinary course of business. The more significant matters are discussed below. | |||
Most of the claims involve complex issues. Often, these issues are subject to uncertainties and therefore the probability of a loss, if any, being sustained and an estimate of the amount of any loss are difficult to ascertain. Consequently, for a majority of these claims, it is not possible to make a reasonable estimate of the expected financial effect, if any, that will result from ultimate resolution of the proceedings. In these cases, the Company discloses information with respect to the nature and facts of the case. | |||
With respect to each of the legal proceedings described below, other than those which have been disposed of, we are unable to make estimates of the possible loss or range of possible losses at this stage, other than those where we have provided for the liability. We also do not believe that disclosure of the amount sought by plaintiffs, if that is known, would be meaningful with respect to those legal proceedings. This is due to a number of factors including: the stage of the proceedings (in many cases trial dates have not been set) and the overall length and extent of pre-trial discovery; the entitlement of the parties to an action to appeal a decision; clarity as to theories of liability; damages and governing law; uncertainties in timing of litigation; and the possible need for further legal proceedings to establish the appropriate amount of damages, if any. However, although there can be no assurance regarding the outcome of any of the legal proceedings or investigations referred to in this Note 21 to the unaudited condensed consolidated interim financial statements, the Company does not expect them to have a materially adverse effect on its financial position. However, if one or more of such proceedings were to result in judgments against the Company, such judgments could be material to its results of operations in a given period. | |||
Norfloxacin case | |||
The Company manufactures and distributes Norfloxacin, a formulations product. Under the Drugs Prices Control Order (the DPCO), the Government of India has the authority to designate a pharmaceutical product as a specified product and fix the maximum selling price for such product. In 1995, the Government of India notified Norfloxacin as a specified product and fixed the maximum selling price. In 1996, the Company filed a statutory Form III before the Government of India for the upward revision of the price and a legal suit in the Andhra Pradesh High Court (the High |
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21. | Contingencies (continued) |
Court) challenging the validity of the notification on the grounds that the applicable rules of the DPCO were not complied with while fixing the ceiling price. The High Court had previously granted an interim order in favor of the Company; however it subsequently dismissed the case in April 2004. The Company filed a review petition in the High Court in April 2004 which was also dismissed by the High Court in October 2004. Subsequently, the Company appealed to the Supreme Court of India by filing a Special Leave Petition, which is currently pending. | |||
During the year ended March 31, 2006, the Company received a notice from the Government of India demanding the recovery of the price charged by the Company for sales of Norfloxacin in excess of the maximum selling price fixed by the Government of India, amounting to Rs.284,984, including interest thereon. The Company filed a writ petition in the High Court challenging this demand order. The High Court admitted the writ petition and granted an interim order, directing the Company to deposit 50% of the principal amount claimed by the Government of India, which amounted to Rs.77,149. The Company deposited this amount with the Government of India in November 2005 and is awaiting the outcome of its appeal with the Supreme Court. In February 2008, the High Court directed the Company to deposit an additional amount of Rs.30,000, which was deposited by the Company in March 2008. | |||
The Company has fully provided for the potential liability related to the principal amount demanded by the Government of India and believes that the liability due to interest and penalty is remote. In the event the Company is unsuccessful in its litigation in the Supreme Court, it will be required to remit the sale proceeds in excess of the maximum selling price to the Government of India including penalties or interest, if any, which amounts are not readily ascertainable. | |||
Excise demand in relation to a subcontracting arrangement | |||
During the fiscal year ended March 31, 2003, the Central Excise Authorities of India (the Authorities) issued a demand notice to a vendor of the Company regarding the assessable value of products supplied by this vendor to the Company. The Company has been named as a co-defendant in this demand notice. The Authorities demanded payment of Rs.175,718 from the vendor, including penalties of Rs.90,359. Through the same notice, the Authorities issued a penalty claim of Rs.70,000 against the Company. During the year ended March 31, 2005, the Authorities issued an additional notice to this vendor demanding Rs.225,999 from the vendor, including penalty of Rs.51,152. Through the same notice, the Authorities issued a penalty claim of Rs.6,500 to the Company. Furthermore, during the year ended March 31, 2006, the Authorities issued an additional notice to this vendor demanding Rs.33,549. The Company has filed appeals against these notices. In August and September 2006, the Company attended the hearings conducted by the Customs, Excise and Service Tax Appellate Tribunal (the CESTAT) on this matter. In October 2006, the CESTAT passed an order in favor of the Company setting aside all of the above demand notices. In July 2007, the Authorities appealed against CESTATs order in the Supreme Court. | |||
Patent related matters | |||
In April 2006, the Company launched its fexofenadine hydrochloride 30 mg, 60 mg and 180 mg tablet products, which are generic versions of Sanofi-Aventis (Aventis) Allegra® tablets. The Company is presently defending patent infringement actions brought by Aventis in the United States District Court for the District of New Jersey. There are three formulation patents, three use patents, and two active pharmaceutical ingredients (API) patents which are at issue in the litigation. The Company has obtained summary judgment in respect of each of the formulation patents. Teva Pharmaceuticals Industries Limited (Teva) and Barr Pharmaceuticals, Inc. (Barr) have been defending a similar action in the same court. In September 2005, pursuant to an agreement with Barr, Teva launched its fexofenadine hydrochloride 30 mg, 60 mg and 180 mg tablet products, which are AB-rated (bioequivalent) to Aventis Allegra® tablets. Aventis has brought patent infringement actions against Teva and its API supplier in the United States District Court for the District of New Jersey. There are three formulation patents, three use patents, and two API patents at issue in the litigation. Teva has obtained summary judgment in respect of each of the formulation patents. On January 27, 2006, the District Court denied Aventis motion for a preliminary injunction against Teva and its API supplier on the three use patents, finding those patents likely to be invalid, and one of the API patents, finding that patent likely to be not infringed. The issues presented during Tevas hearing are likely to be substantially similar to those which will be presented with respect to Companys tablet products. Subsequent to the preliminary injunction hearing, Aventis sued Teva and Barr for infringement of a new patent claiming polymorphic forms of fexofenadine. The Company utilizes an internally developed |
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21. | Contingencies (continued) |
polymorph and has not been sued for infringement of the new patent. On November 18, 2008, Teva and Barr announced settlement of their litigation with Aventis. Litigation between the Company and Aventis continues. No trial has been scheduled at this time. If Aventis is ultimately successful in its allegation of patent infringement, the Company could be required to pay damages related to fexofenadine hydrochloride tablet sales made by the Company, and could also be prohibited from selling these products in the future. | |||
In February 2006, Merck & Co. (Merck) initiated proceedings against betapharm before the German Civil Court of Mannheim alleging infringement of the basic patent for Fosamax (Mercks brand name for alendronate sodium). Betapharm and some other companies are selling generic versions of this product in Germany. Mercks patent, which expired in April 2008, was nullified in June 2006 by the German Federal Patent Court. However, Merck filed an appeal against this decision at the German Federal Supreme Court. The German Civil Court of Mannheim decided to stay the proceedings against betapharm until the German Federal Supreme Court has decided upon the validity of the patent. In March 2007, the European Patent Office granted Merck another patent for Fosamax, which is relevant to the composition of betapharms alendronate sodium product. Betapharm filed protective writs to prevent a preliminary injunction without a hearing. Betapharm has also filed an opposition against this new patent at the European Patent Office, which has scheduled a hearing on the matter in March 2009. In August 2007, Merck initiated patent infringement proceedings against betapharm before a German civil court. The German court decided to stay these proceedings until the European Patent Office has rendered a decision on the validity of the patent. As of December 31, 2008, no injunction had been granted to Merck. There are other jurisdictions within Europe where the innovators patent has already been revoked. Based on a legal evaluation, the Company continues selling its generic version of Fosamax. If Merck is ultimately successful in its allegations of patent infringement, the Company could be required to pay damages related to the above product sales made by the Company, and could also be prohibited from selling these products in the future. | |||
The Company is aware of litigation with respect to one of its suppliers for oxycodon, which is sold by the Company and other generics companies in Germany. In April 2007, a German trial court rejected an application for an interim order by the innovator company against the Companys supplier. The innovator has filed an infringement suit of formulation patents against the Companys supplier in the German Civil Court of Mannheim as well as Switzerland (where the product is manufactured). The Companys supplier and all licensees have filed a nullity petition at the German Federal Patent Court, and have also filed a Declaration of Intervention Against at the European Patent Office. The German court in Mannheim decided that the Companys suppliers product is non-infringing, but the innovator appealed the decision. The appeal is pending. As of December 31, 2008, based on a legal evaluation, the Company continues to sell this product and believes that the patent infringement case does not affect its ability to sell the product. | |||
In October 2008, the United Kingdom Royal Court of Justice upheld the validity of Eli Lillys U.K. patent covering Zyprexa®, its brand name for olanzapine. The Company is appealing the decision. In view of this, the Company will not be able to launch its generic olanzapine product in the United Kingdom unless it is successful in its appeal or until the expiration of the basic patent. Due to the Companys loss of the case, it is required to compensate Eli Lilly for a portion of its litigation costs. In November 2008, the Royal Court of Justice ordered that the legal costs payable to Eli Lilly by the Company, after taking into account certain discounts and reductions, would be between 0.77 million and 0.91 million pounds sterling. In November 2008, the Company paid 0.75 million pounds sterling as an interim payment. The Company has successfully obtained leave to appeal against this decision. The legal costs recoverable by Lilly have been provided for in the unaudited condensed consolidated interim financial statements. | |||
During fiscal 2008, Eli Lillys German patent covering olanzapine was invalidated by the German Patent Court. Eli Lilly, the innovator, appealed this decision before the German Federal Court of Justice. Betapharm and certain other competitors have launched olanzapine products in Germany pending the decision from the German Federal Court of Justice. Eli Lilly filed an application for an interim order against betapharm claiming patent infringement at the court in Düsseldorf, Germany, but in August 2008 the court decided not to grant the interim order due to lack of urgency. In December 2008, the Federal Court of Justice overruled the German Patent Court and decided to maintain the olanzapine patent in favor of Eli Lilly, the innovator. The Company has subsequently stopped marketing this product in the German market. Eli Lilly, as part of the litigation, is expected to claim damages. Pending finalization of the discussions between the Company and Eli Lilly, the Company in accordance with IAS 10, Events After the Reporting Date, has recorded an amount of Rs.514.9 million, Rs.229.6 million and Rs.224.4 million for the three month periods ended June 30, 2008, |
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21. | Contingencies (continued) |
September 30, 2008 and December 31, 2008, respectively, representing its estimate of the probable loss arising from the innovators expected damage claims. | |||
Environmental matter | |||
The Indian Council for Environmental Legal Action filed a writ in 1989 under Article 32 of the Constitution of India against the Union of India and others in the Supreme Court of India for the safety of people living in the Patancheru and Bollarum areas of Medak district of Andhra Pradesh. The Company has been named in the list of polluting industries. In 1996, the Andhra Pradesh District Judge proposed that the polluting industries compensate farmers in the Patancheru, Bollarum and Jeedimetla areas for discharging effluents which damaged the farmers agricultural land. The compensation was fixed at Rs.1.30 per acre for dry land and Rs.1.70 per acre for wet land. Accordingly, the Company has paid a total compensation of Rs.2. The matter is pending in the courts and the possibility of additional liability is remote. The Company would not be able to recover the compensation paid, even if the decision of the court is in favor of the Company. | |||
Regulatory matters | |||
In April 2008, the Company received a Civil Investigative Demand (CID) from the United States Federal Trade Commission (FTC). A CID is a request for information in the course of a civil investigation and does not constitute the commencement of legal proceedings. The Company has been informed that the focus of this civil antitrust investigation relates to the settlement arrangement entered into between the Company and UCB Pharma Inc. (UCB) resolving patent litigation concerning levetiracetam. The Company believes that the terms of its settlement arrangement with UCB are consistent with all applicable antitrust laws. The Company is cooperating fully with the FTC regarding this investigation. The request in April 2008 from the FTC sought information to supplement the voluntary production the Company had completed on February 1, 2008. The Company completed its response to the CID on June 23, 2008. Since the production of this information, the FTC has not requested any further information from the Company nor expressed concerns regarding the Companys agreement with UCB. The FTC did later request additional information from other parties involved in this investigation. The Company understands that those productions have been completed and that the FTC has indicated that it has no further information requests. The FTC has indicated, however, that it is not formally closing its investigation at this time. While the Company does not expect further requests for information or other action by the FTC with regard to the Companys agreement with UCB, since the investigation remains open, the FTC maintains the ability to renew its requests at a later date. |
22. | German operations |
In November 2008, the Companys German subsidiary betapharm participated in a competitive bidding (or tender) process for 64 pharmaceutical products announced by Allgemeinen Ortskrankenkassen (AOK), a large public health insurance company in Germany. In this tender, betapharm has been offered 8 products translating to 33 contracts. The results of this tender, which were announced in December 2008, have been put on hold, as these are being litigated by the drug manufacturers and are subject to process reviews. There exists significant uncertainty in respect of the Companys German operations, since the ultimate outcome of this tender has the potential to result in a loss of the Companys market share in Germany. Management believes that the ultimate outcome of this matter is not under the direct control of the Company and, therefore, at present the Company cannot reasonably determine consequent impairment and adjustments, if any, that may be necessary to be made to the carrying value of the Companys intangible assets and goodwill pertaining to the Companys German operations (which was Rs. 33,230 million as at December 31, 2008). |
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| Pharmaceutical Services and Active Ingredients (PSAI); | |
| Global Generics; and | |
| Proprietary Products. |
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(Rs. in millions) | (Rs. in millions) | |||||||||||||||||||||||||||||||
Three months ended December 31, 2008 | Three months ended December 31, 2007 | |||||||||||||||||||||||||||||||
Gross | ||||||||||||||||||||||||||||||||
Revenues | profit % | Revenues | Gross | |||||||||||||||||||||||||||||
% to | to | % to | Gross | profit % to | ||||||||||||||||||||||||||||
Revenues | total | Gross profit | revenues | Revenues | total | profit | revenues | |||||||||||||||||||||||||
Pharmaceutical
Services and Active
Ingredients |
Rs. | 4,458 | 24 | % | Rs. | 1,200 | 27 | % | Rs. | 4,215 | 34 | % | 1,271 | 30 | % | |||||||||||||||||
Global Generics |
13,683 | 75 | % | 8,934 | 65 | % | 7,987 | 65 | % | 4,685 | 59 | % | ||||||||||||||||||||
Proprietary Products |
69 | | 39 | 57 | % | 50 | | 29 | 58 | % | ||||||||||||||||||||||
Others |
191 | 1 | % | 99 | 52 | % | 67 | 1 | % | 49 | 73 | % | ||||||||||||||||||||
Total |
Rs. | 18,401 | 100.0 | % | Rs. | 10,272 | 56 | % | Rs. | 12,319 | 100.0 | % | Rs. | .6,034 | 49 | % | ||||||||||||||||
Percentage of Sales | |||||||||||||
Three months ended December 31, | Percentage | ||||||||||||
2008 | 2007 | Increase/(Decrease) | |||||||||||
Revenues |
100.0 | 100.0 | 49 | ||||||||||
Gross profit |
56 | 49 | 70 | ||||||||||
Selling, general and administrative expenses |
29 | 33 | 31 | ||||||||||
Research and development expenses |
6 | 7 | 15 | ||||||||||
Write-down of intangible assets |
| 24 | Not Comparable | ||||||||||
Other (income)/expense, net |
1 | (1 | ) | Not Comparable | |||||||||
Results from operating activities |
20 | (14 | ) | Not Comparable | |||||||||
Finance (income)/expense, net |
4 | | Not Comparable | ||||||||||
Profit before income taxes |
17 | (14 | ) | Not Comparable | |||||||||
Income tax (expense)/benefit, net |
3 | 4 | Not Comparable | ||||||||||
Profit for the period |
13 | (10 | ) | Not Comparable |
53
| Our overall revenues increased by 49% to Rs.18,401 million in the three months ended December 31, 2008, from Rs.12,319 million in the three months ended December 31, 2007. Excluding revenues from a unit of Dow Chemical Company associated with its United Kingdom sites in Mirfield and Cambridge (hereinafter referred to as the Dow Pharma Unit), BASFs Manufacturing facility in Shreveport, Louisiana, U.S.A. and related pharmaceutical contract manufacturing (hereinafter referred to as the Shreveport facility) and Jet Generici SRL (hereinafter referred to as Jet Generici), each of which was acquired in April 2008, revenues grew by 44% to Rs.17,747 during the three months ended December 31, 2008. During the three months ended December 31, 2008, we launched sumatriptan (an authorized generic version of Imitrex®) in the United States, which contributed Rs.3,582 million to our revenues for such three month period. Excluding the revenues from sumatriptan sales and revenues from the Dow Pharma Unit, the Shreveport facility and Jet Generici, our revenues increased by 15% to Rs.14,165 million during the three months ended December 31, 2008. | |
| Revenues from our Pharmaceutical Services and Active Ingredients segment increased by 6% to Rs.4,458 million during the three months ended December 31, 2008, from Rs.4,215 million during the three months ended December 31, 2007. Excluding revenues from the Dow Pharma Unit acquired in April 2008 of Rs.223 million, revenues from this segment increased by Rs.19 million compared to the three months ended December 31, 2007. The increase primarily resulted from growth in revenues from our rest of the world markets (i.e., all markets other than North America, Europe, Russia and other countries of the former Soviet Union and India) by 54% and from Europe by 17%, but the increase was partially offset by a decrease in our revenues from North America by 32% compared to the three months ended December 31, 2007. | |
| Revenues from our Global Generics segment increased by 71% to Rs.13,683 million during the three months ended December 31, 2008, from Rs.7,987 million for the three months ended December 31, 2007. The increase primarily resulted from an increase in revenues from North America (United States and Canada), Russia and our rest of the world markets. | |
| Excluding revenues of Rs.409 million from the Shreveport facility and Rs.22 million from Jet Generici, each of which was acquired in April 2008, revenues from our Global Generics segment increased by 66% to Rs.13,252 million during the three months ended December 31, 2008. During the three months ended December 31, 2008, we launched sumatriptan (an authorized generic version of Imitrex®) in the United States, which contributed Rs.3,582 million to our revenues for such three month period. Excluding the revenues from sumatriptan sales and revenues from Shreveport facility and Jet Generici, our Global Generics revenues grew by 21% to Rs.9,670 million during the three months ended December 31, 2008. | |
| For the three months ended December 31, 2008, we received 41% of our total revenues from North America (the United States and Canada), 23% of our revenues from Europe, 14% of our revenues from India, 11% of our revenues from Russia and other countries of the former Soviet Union and 11% of our revenues from other countries. | |
| For the three months ended December 31, 2008, the average Indian rupee/U.S.$ exchange rate depreciated by approximately 24% as compared to the average exchange rate for the three months ended December 31, 2007. This depreciation had a positive impact on our sales because of the increase in rupee realization from sales in U.S. Dollars. However, this positive impact was partially offset due to mark to market losses upon maturity of foreign currency derivative contracts, which were acquired to mitigate the risks of foreign currency volatility. The foregoing Indian rupee/U.S.$ exchange rate depreciation resulted in a net decrease in our revenues by Rs.550 million during the three months ended December 31, 2008. Excluding the impact of foreign currency derivatives, our total revenues grew by 54% |
54
to Rs.18,951 for the three months ended December 31, 2008 from Rs.12,319 million for the three months ended December 31, 2007. |
55
56
57
58
Nine months ended December 31, | ||||||||||||
2008 | 2008 | 2007 | ||||||||||
(Rs. in millions, U.S.$ in thousands) | ||||||||||||
Net cash from/(used in): |
||||||||||||
Operating activities |
U.S.$ | (14) | Rs. | (678 | ) | Rs. | 3,467 | |||||
Investing activities |
(52 | ) | (2,519 | ) | (6,624 | ) | ||||||
Financing activities |
(20 | ) | (955 | ) | (8,178 | ) | ||||||
Net increase/(decrease)
in cash and cash
equivalents |
U.S.$ | (85) | Rs. | (4,152 | ) | Rs. | (11,335 | ) |
| An increase in cash outflow attributable to higher working capital levels. This increase in working capital levels was primarily due to increased inventory levels as needed to meet the anticipated future requirements, as well as an increase in receivables resulting from increases in sales and operations. In November 2008, we launched sumatriptan, the authorized generic version of Imitrex®, in the United States, which contributed Rs. 3,582 million to our revenues. This also resulted in an increase in our receivables, as these debts were not due as of December 31, 2008. | |
| An increase in cash outflow attributable to an increase in our advance payments of estimated income taxes within various jurisdictions based on our profitability projections for the year ended March 31, 2009. This increase in our advance payments was primarily due to higher profits generated from our launch of sumatriptan. |
Debt | Principal Amount | Interest Rate | |||||||
(Rs.in millions, U.S.$/EURO in thousands ) | |||||||||
Short-term borrowings from banks |
Rs. | 7,968 | U.S.$ | 109,000 | Rupee borrowings 9% |
59
Debt | Principal Amount | Interest Rate | ||||||||
(Rs.in millions, U.S.$/EURO in thousands ) | ||||||||||
Foreign currency borrowings LIBOR+ 110 bps |
||||||||||
Long term loans and borrowings |
Rs. | 14,296 | U.S.$ | 11,469 | LIBOR + 70 bps | |||||
EURO | 194,687 | EURIBOR + 70 bps |
60
61
62
63
Exhibit Number | Description of Exhibits | |
99.1
|
Independent Auditors Report on Review of Unaudited Condensed Consolidated Interim Financial Information |
64
DR. REDDYS LABORATORIES LIMITED (Registrant) |
||||
Date: March 12, 2009 | By: | /s/ V.S. Suresh | ||
Name: | V.S. Suresh | |||
Title: | Company Secretary | |||
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