6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the Three Months Ended December 31, 2007
Commission File Number 1-15182
DR. REDDYS LABORATORIES LIMITED
(Translation of registrants name into English)
7-1-27, Ameerpet
Hyderabad, Andhra Pradesh 500 016, India
+91-40-23731946
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form
20-F or Form 40-F.
Form 20-F þ Form 40-F o
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(1):
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if
submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(7):
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if
submitted to furnish a report or other document that the registrant foreign private issuer must
furnish and make public under the laws of the jurisdiction in which the registrant is
incorporated, domiciled or legally organized (the registrants home country), or under the rules
of the home country exchange on which the registrants securities are traded, as long as the
report or other document is not a press release, is not required to be and has not been
distributed to the registrants security holders, and, if discussing a material event, has already
been the subject of a Form 6-K submission or other Commission filing on EDGAR.
Indicate by check mark whether by furnishing the information contained in this Form, the
registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b)
under the Securities Exchange Act of 1934.
Yes o No þ
If Yes is marked, indicate below the file number assigned to registrant in connection with Rule
12g3-2(b):
82- .
QUARTERLY REPORT
Three Months Ended December 31, 2007
Currency of Presentation and Certain Defined Terms
In this Quarterly Report, references to $ or dollars or U.S.$ or U.S. dollars are to
the legal currency of the United States and references to Rs. or rupees or Indian rupees
are to the legal currency of India. Our financial statements are presented in Indian rupees and
are prepared in accordance with United States Generally Accepted Accounting Principles (U.S.
GAAP). Convenience translation into U.S. dollars with respect to the unaudited interim
condensed consolidated financial statements is also presented. References to a particular
fiscal year are to our fiscal year ended March 31 of such year. References to ADS are to our
American Depositary Shares, to the FASB are to the Financial Accounting Standards Board, to
SFAS are to the Statements of Financial Accounting Standards, to SAB are to Staff Accounting
Bulletin and to the EITF are to the Emerging Issues Task Force.
References to U.S. or United States are to the United States of America, its territories
and its possessions. References to India are to the Republic of India. All references to we,
us, our, DRL, Dr. Reddys or the Company shall mean Dr. Reddys Laboratories Limited
and its subsidiaries. Dr. Reddys is a registered trademark of Dr. Reddys Laboratories Limited
in India. Other trademarks or trade names used in this Quarterly Report are trademarks registered
in the name of Dr. Reddys Laboratories Limited or are pending before the respective trademark
registries.
Except as otherwise stated in this report, all translations from Indian rupees to U.S.
dollars are based on the noon buying rate in the City of New York on December 31, 2007 for cable
transfers in Indian rupees as certified for customs purposes by the Federal Reserve Bank of New
York, which was Rs.39.41 per U.S.$1.00. No representation is made that the Indian rupee amounts
have been, could have been or could be converted into U.S. dollars at such a rate or any other
rate. Any discrepancies in any table between totals and sums of the amounts listed are due to
rounding.
Information contained in our website, www.drreddys.com, is not part of this quarterly report
and no portion of such information is incorporated herein.
Forward-Looking and Cautionary Statement
IN ADDITION TO HISTORICAL INFORMATION, THIS QUARTERLY REPORT CONTAINS CERTAIN
FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF SECTION 27A OF THE SECURITIES ACT OF 1933, AS
AMENDED AND SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. THE FORWARD-LOOKING
STATEMENTS CONTAINED HEREIN ARE SUBJECT TO CERTAIN RISKS AND UNCERTAINTIES THAT COULD CAUSE
ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE REFLECTED IN THE FORWARD-LOOKING STATEMENTS.
FACTORS THAT MIGHT CAUSE SUCH A DIFFERENCE INCLUDE, BUT ARE NOT LIMITED TO, THOSE DISCUSSED IN
THE SECTION ENTITLED OPERATING AND FINANCIAL REVIEW AND ELSEWHERE IN THIS REPORT. READERS ARE
CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS, WHICH REFLECT OUR
ANALYSIS ONLY AS OF THE DATE HEREOF. IN ADDITION, READERS SHOULD CAREFULLY REVIEW THE INFORMATION
IN OUR PERIODIC REPORTS AND OTHER DOCUMENTS FILED AND/OR FURNISHED WITH THE SECURITIES AND
EXCHANGE COMMISSION (SEC) FROM TIME TO TIME.
2
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of March 31, |
|
|
As of December 31, |
|
|
As of December 31, |
|
|
|
2007 |
|
|
2007 |
|
|
2007 |
|
|
|
|
|
|
|
|
|
|
|
Convenience |
|
|
|
|
|
|
|
|
|
|
|
translation into U.S.$ |
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
Rs. |
17,981,447 |
|
|
Rs. |
6,244,413 |
|
|
U.S.$ |
158,447 |
|
Investment securities |
|
|
15,325 |
|
|
|
4,220,928 |
|
|
|
107,103 |
|
Restricted cash |
|
|
606,159 |
|
|
|
23,283 |
|
|
|
591 |
|
Accounts receivable, net of allowances |
|
|
7,518,878 |
|
|
|
7,757,417 |
|
|
|
196,839 |
|
Inventories |
|
|
7,545,580 |
|
|
|
10,325,775 |
|
|
|
262,009 |
|
Deferred income taxes and deferred charges |
|
|
557,792 |
|
|
|
461,014 |
|
|
|
11,698 |
|
Due from related parties |
|
|
145,086 |
|
|
|
3,609 |
|
|
|
92 |
|
Other current assets |
|
|
3,096,129 |
|
|
|
4,436,893 |
|
|
|
112,583 |
|
|
|
|
|
|
|
|
|
|
|
Total current assets |
|
|
37,466,396 |
|
|
|
33,473,332 |
|
|
|
849,361 |
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment, net |
|
|
12,427,798 |
|
|
|
14,748,325 |
|
|
|
374,228 |
|
Due from related parties |
|
|
4,856 |
|
|
|
20,659 |
|
|
|
524 |
|
Investment securities |
|
|
1,089,950 |
|
|
|
31,179 |
|
|
|
791 |
|
Goodwill |
|
|
15,540,688 |
|
|
|
15,774,348 |
|
|
|
400,263 |
|
Intangible assets, net |
|
|
18,888,413 |
|
|
|
15,591,657 |
|
|
|
395,627 |
|
Other assets |
|
|
501,002 |
|
|
|
468,048 |
|
|
|
11,876 |
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
Rs. |
85,919,103 |
|
|
Rs. |
80,107,548 |
|
|
U.S.$ |
2,032,671 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
Borrowings from banks |
|
Rs. |
3,212,676 |
|
|
Rs. |
2,480,627 |
|
|
U.S.$ |
62,944 |
|
Current portion of long-term debt |
|
|
3,670,266 |
|
|
|
2,415,140 |
|
|
|
61,282 |
|
Trade accounts payable |
|
|
4,754,978 |
|
|
|
5,304,090 |
|
|
|
134,587 |
|
Due to related parties |
|
|
871 |
|
|
|
28,342 |
|
|
|
719 |
|
Other current liabilities |
|
|
6,894,641 |
|
|
|
7,277,239 |
|
|
|
184,655 |
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities |
|
|
18,533,432 |
|
|
|
17,505,438 |
|
|
|
444,188 |
|
|
|
|
|
|
|
|
|
|
|
Long-term debt, excluding current portion |
|
|
17,870,983 |
|
|
|
12,176,749 |
|
|
|
308,976 |
|
Deferred income taxes |
|
|
7,556,228 |
|
|
|
5,071,620 |
|
|
|
128,689 |
|
Other liabilities |
|
|
369,759 |
|
|
|
426,624 |
|
|
|
10,825 |
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
Rs. |
44,330,402 |
|
|
Rs. |
35,180,431 |
|
|
U.S.$ |
892,678 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Minority interest |
|
|
10,473 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders equity: |
|
|
|
|
|
|
|
|
|
|
|
|
Equity shares at Rs.5 par value: 200,000,000 shares
authorized; issued and outstanding: 167,912,180 shares and
168,132,142 shares as of March 31, 2007 and December 31,
2007, respectively |
|
Rs. |
839,561 |
|
|
Rs. |
840,661 |
|
|
U.S.$ |
21,331 |
|
Additional paid-in capital |
|
|
19,908,837 |
|
|
|
20,020,437 |
|
|
|
508,004 |
|
Equity options outstanding |
|
|
564,937 |
|
|
|
649,398 |
|
|
|
16,478 |
|
Retained earnings |
|
|
20,091,135 |
|
|
|
23,003,939 |
|
|
|
583,708 |
|
Treasury shares held by a consolidated trust: 82,800 shares |
|
|
(4,882 |
) |
|
|
(4,882 |
) |
|
|
(124 |
) |
Accumulated other comprehensive income |
|
|
178,640 |
|
|
|
417,564 |
|
|
|
10,595 |
|
|
|
|
|
|
|
|
|
|
|
Total stockholders equity |
|
|
41,578,228 |
|
|
|
44,927,117 |
|
|
|
1,139,993 |
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and stockholders equity |
|
Rs. |
85,919,103 |
|
|
Rs. |
80,107,548 |
|
|
U.S.$ |
2,032,671 |
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes to the unaudited condensed consolidated financial statements.
3
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
Nine months ended |
|
|
|
December 31, |
|
|
December 31, |
|
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Convenience |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
translation into |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S.$ |
|
Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Product sales, net of allowances for sales returns
(includes excise duties of Rs.613,711, Rs.118,638,
Rs.1,907,633 and Rs.444,867 for the three months ended
December 31, 2006 and 2007 and nine months ended
December 31, 2006 and 2007, respectively) |
|
Rs. |
15,272,262 |
|
|
Rs. |
12,028,860 |
|
|
Rs. |
49,040,235 |
|
|
Rs. |
36,254,291 |
|
|
U.S.$ |
919,926 |
|
License fees |
|
|
205 |
|
|
|
25,451 |
|
|
|
23,425 |
|
|
|
25,876 |
|
|
|
657 |
|
Service income |
|
|
161,798 |
|
|
|
265,340 |
|
|
|
458,556 |
|
|
|
473,754 |
|
|
|
12,021 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15,434,265 |
|
|
|
12,319,651 |
|
|
|
49,522,216 |
|
|
|
36,753,921 |
|
|
|
932,604 |
|
Cost of revenues |
|
|
8,690,472 |
|
|
|
6,285,204 |
|
|
|
28,401,201 |
|
|
|
18,369,085 |
|
|
|
466,102 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
|
6,743,793 |
|
|
|
6,034,447 |
|
|
|
21,121,015 |
|
|
|
18,384,836 |
|
|
|
466,502 |
|
Operating expenses, net: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general and administrative expenses |
|
|
3,604,109 |
|
|
|
3,759,694 |
|
|
|
10,617,714 |
|
|
|
10,900,729 |
|
|
|
276,598 |
|
Research and development expenses, net |
|
|
676,207 |
|
|
|
893,815 |
|
|
|
1,610,629 |
|
|
|
2,509,661 |
|
|
|
63,681 |
|
Amortization expenses |
|
|
330,085 |
|
|
|
379,117 |
|
|
|
1,120,280 |
|
|
|
1,139,637 |
|
|
|
28,917 |
|
Write-down of intangible assets |
|
|
|
|
|
|
2,361,008 |
|
|
|
|
|
|
|
2,361,008 |
|
|
|
59,909 |
|
Foreign exchange (gain)/loss,net |
|
|
48,995 |
|
|
|
(86,562 |
) |
|
|
68,718 |
|
|
|
(626,860 |
) |
|
|
(15,906 |
) |
Other operating (income)/expenses, net |
|
|
(20,547 |
) |
|
|
(1,497 |
) |
|
|
(91,857 |
) |
|
|
(359 |
) |
|
|
(9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating expenses, net |
|
|
4,638,849 |
|
|
|
7,305,575 |
|
|
|
13,325,484 |
|
|
|
16,283,816 |
|
|
|
413,190 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income/(loss) |
|
|
2,104,944 |
|
|
|
(1,271,128 |
) |
|
|
7,795,531 |
|
|
|
2,101,021 |
|
|
|
53,312 |
|
Equity in (loss)/gain of affiliates |
|
|
(11,993 |
) |
|
|
2,778 |
|
|
|
(48,723 |
) |
|
|
2,175 |
|
|
|
55 |
|
Other (expense)/income, net |
|
|
(241,293 |
) |
|
|
35,436 |
|
|
|
(759,178 |
) |
|
|
89,470 |
|
|
|
2,270 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income/(loss) before income taxes and minority interest |
|
|
1,851,658 |
|
|
|
(1,232,914 |
) |
|
|
6,987,630 |
|
|
|
2,192,666 |
|
|
|
55,637 |
|
Income taxes (expense)/benefit |
|
|
27,314 |
|
|
|
379,940 |
|
|
|
(917,317 |
) |
|
|
1,446,952 |
|
|
|
36,715 |
|
Minority interest |
|
|
435 |
|
|
|
6,354 |
|
|
|
4,389 |
|
|
|
10,473 |
|
|
|
266 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income/(loss) |
|
Rs. |
1,879,407 |
|
|
Rs. |
(846,620 |
) |
|
Rs. |
6,074,702 |
|
|
Rs. |
3,650,091 |
|
|
U.S.$ |
92,618 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per equity share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
Rs. |
11.79 |
|
|
Rs. |
(5.04 |
) |
|
Rs. |
39.06 |
|
|
Rs. |
21.72 |
|
|
U.S.$ |
0.55 |
|
Diluted |
|
Rs. |
11.73 |
|
|
Rs. |
(5.04 |
) |
|
Rs. |
38.89 |
|
|
Rs. |
21.64 |
|
|
U.S.$ |
0.55 |
|
Weighted average number of equity shares used in
computing earnings per equity share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
159,471,547 |
|
|
|
168,130,633 |
|
|
|
155,504,468 |
|
|
|
168,050,690 |
|
|
|
168,050,690 |
|
Diluted |
|
|
160,267,534 |
|
|
|
168,687,187 |
|
|
|
156,188,520 |
|
|
|
168,685,984 |
|
|
|
168,685,984 |
|
See accompanying notes to the unaudited condensed consolidated financial statements.
4
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY AND COMPREHENSIVE INCOME
(in thousands, except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity Shares |
|
|
|
|
|
|
|
|
|
|
|
Additional Paid In |
|
|
Comprehensive |
|
|
Accumulated Other |
|
|
|
No. of shares |
|
|
Amount |
|
|
Capital |
|
|
Income |
|
|
Comprehensive Income |
|
Balance as of April 1, 2006 |
|
|
153,389,140 |
|
|
Rs. |
383,473 |
|
|
Rs. |
10,261,783 |
|
|
|
|
|
|
Rs. |
(33,563 |
) |
Stock dividend |
|
|
|
|
|
|
383,789 |
|
|
|
(383,789 |
) |
|
|
|
|
|
|
|
|
Cash dividends paid |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commons stock issued |
|
|
14,300,000 |
|
|
|
71,500 |
|
|
|
9,942,086 |
|
|
|
|
|
|
|
|
|
Issuance of equity shares on exercise of options |
|
|
140,422 |
|
|
|
386 |
|
|
|
59,302 |
|
|
|
|
|
|
|
|
|
Stock based compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cumulative impact of adoption of SFAS 123R |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
Rs. |
6,074,702 |
|
|
|
|
|
Translation adjustment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
363,098 |
|
|
|
363,098 |
|
Unrealized gain on investments, net of tax benefit
of Rs 7,571 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
29,504 |
|
|
|
29,504 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
Rs. |
6,467,304 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of December 31, 2006 |
|
|
167,829,562 |
|
|
Rs. |
839,148 |
|
|
Rs. |
19,879,382 |
|
|
|
|
|
|
Rs. |
359,039 |
|
|
|
|
|
|
|
|
|
|
|
Balance as of April 1, 2007 |
|
|
167,912,180 |
|
|
Rs. |
839,561 |
|
|
Rs. |
19,908,837 |
|
|
|
|
|
|
Rs. |
178,640 |
|
Issuance of equity shares on exercise of options |
|
|
219,962 |
|
|
|
1,100 |
|
|
|
111,600 |
|
|
|
|
|
|
|
|
|
Stock based compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash dividend paid
Comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
Rs. |
3,650,091 |
|
|
|
|
|
Translation adjustment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
117,993 |
|
|
|
117,993 |
|
Unrealized gain on investments, net of tax
Benefit of Rs 31,944 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
114,441 |
|
|
|
114,441 |
|
Actuarial gain/loss, net of tax expense of Rs. 2,913 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,490 |
|
|
|
6,490 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
Rs. |
3,889,015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of December 31, 2007 |
|
|
168,132,142 |
|
|
Rs. |
840,661 |
|
|
Rs. |
20,020,437 |
|
|
|
|
|
|
Rs. |
417,564 |
|
|
|
|
|
|
|
|
|
|
|
Convenience translation into U.S.$ |
|
|
|
|
|
U.S.$ |
21,331 |
|
|
U.S.$ |
508,004 |
|
|
|
|
|
|
U.S.$ |
10,595 |
|
See accompanying notes to the unaudited condensed consolidated financial statements
5
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS
EQUITY AND COMPREHENSIVE INCOME
(in thousands, except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity Shares held by a Controlled Trust |
|
|
|
|
|
|
|
|
|
|
|
Equity Options |
|
|
Retained |
|
|
|
|
|
|
No. of shares |
|
|
Amount |
|
|
Outstanding |
|
|
Earnings |
|
|
Total Stockholders Equity |
|
Balance as of April 1, 2006 |
|
|
82,800 |
|
|
Rs. |
(4,882 |
) |
|
Rs. |
463,128 |
|
|
Rs. |
11,201,794 |
|
|
Rs. |
22,271,733 |
|
Stock dividend |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash dividends paid |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(437,497 |
) |
|
|
(437,497 |
) |
Commons stock issued |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,013,586 |
|
Issuance of equity shares on exercise of options |
|
|
|
|
|
|
|
|
|
|
(44,440 |
) |
|
|
|
|
|
|
15,248 |
|
|
Stock based compensation |
|
|
|
|
|
|
|
|
|
|
136,729 |
|
|
|
|
|
|
|
136,729 |
|
Cumulative impact of adoption of SFAS 123R |
|
|
|
|
|
|
|
|
|
|
(14,806 |
) |
|
|
|
|
|
|
(14,806 |
) |
Comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,074,702 |
|
|
|
6,074,702 |
|
Translation adjustment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
363,098 |
|
|
Unrealized loss on investments, net of tax benefit of Rs 7,571 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
29,504 |
|
Comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of December 31, 2006 |
|
|
82,800 |
|
|
Rs. |
(4,882 |
) |
|
Rs. |
540,611 |
|
|
Rs. |
16,838,999 |
|
|
Rs. |
38,452,297 |
|
|
|
|
Balance as of April 1, 2007 |
|
|
82,800 |
|
|
Rs. |
(4,882 |
) |
|
Rs. |
564,937 |
|
|
Rs. |
20,091,135 |
|
|
Rs. |
41,578,228 |
|
Issuance of equity shares on exercise of options |
|
|
|
|
|
|
|
|
|
|
(98,030 |
) |
|
|
|
|
|
|
14,670 |
|
Stock based compensation |
|
|
|
|
|
|
|
|
|
|
182,491 |
|
|
|
|
|
|
|
182,491 |
|
Cash dividend paid |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(737,287 |
) |
|
|
(737,287 |
) |
Comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,650,091 |
|
|
|
3,650,091 |
|
Translation adjustment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
117,993 |
|
Unrealized (loss)/Gain on investments, net of tax
benefit of Rs 31,944 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
114,441 |
|
Actuarial gain/loss, net of tax expense of Rs. 2,913 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,490 |
|
Comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as of December 31, 2007 |
|
|
82,800 |
|
|
Rs. |
(4,882 |
) |
|
Rs. |
649,398 |
|
|
Rs. |
23,003,939 |
|
|
Rs. |
44,927,117 |
|
|
|
|
Convenience translation into U.S.$ |
|
|
|
|
|
U.S.$ |
(124 |
) |
|
U.S.$ |
16,478 |
|
|
U.S.$ |
583,708 |
|
|
U.S.$ |
1,139,993 |
|
See accompanying notes to the unaudited condensed consolidated financial statements
6
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands, except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine months ended December 31, |
|
|
|
2006 |
|
|
2007 |
|
|
2007 |
|
|
|
|
|
|
|
|
|
|
|
Convenience |
|
|
|
|
|
|
|
|
|
|
|
translation into |
|
|
|
|
|
|
|
|
|
|
|
U.S.$ |
|
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
Rs. |
6,074,702 |
|
|
Rs. |
3,650,091 |
|
|
U.S.$ |
92,618 |
|
Adjustments to reconcile net income to net cash from operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Deferred tax benefit |
|
|
(803,598 |
) |
|
|
(2,357,856 |
) |
|
|
(59,829 |
) |
Gain on sale of available for sale securities, net |
|
|
(869 |
) |
|
|
(39,714 |
) |
|
|
(1,008 |
) |
Depreciation and amortization |
|
|
2,180,591 |
|
|
|
2,384,967 |
|
|
|
60,517 |
|
Write-down of intangible assets |
|
|
|
|
|
|
2,361,008 |
|
|
|
59,909 |
|
Loss/(profit) on sale of property, plant and equipment |
|
|
(65,831 |
) |
|
|
(359 |
) |
|
|
(9 |
) |
Equity in loss/(gain) of affiliates |
|
|
48,723 |
|
|
|
(2,175 |
) |
|
|
(55 |
) |
Unrealized exchange loss/(gain) |
|
|
470,686 |
|
|
|
(192,576 |
) |
|
|
(4,886 |
) |
Stock based compensation |
|
|
121,923 |
|
|
|
182,491 |
|
|
|
4,631 |
|
Minority interest |
|
|
(4,389 |
) |
|
|
(10,473 |
) |
|
|
(266 |
) |
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable |
|
|
(1,302,079 |
) |
|
|
(293,804 |
) |
|
|
(7,455 |
) |
Inventories |
|
|
(1,650,386 |
) |
|
|
(3,008,530 |
) |
|
|
(76,339 |
) |
Other assets |
|
|
(1,373,881 |
) |
|
|
(1,393,995 |
) |
|
|
(35,372 |
) |
Due to/from related parties, net |
|
|
(476,337 |
) |
|
|
153,145 |
|
|
|
3,886 |
|
Trade accounts payable |
|
|
1,929,883 |
|
|
|
1,222,492 |
|
|
|
31,020 |
|
Other liabilities |
|
|
1,318,908 |
|
|
|
564,843 |
|
|
|
14.332 |
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities |
|
|
6,468,046 |
|
|
|
3,219,555 |
|
|
|
81,694 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Restricted cash |
|
|
5,467,871 |
|
|
|
582,876 |
|
|
|
14,790 |
|
Expenditure on property, plant and equipment |
|
|
(3,129,147 |
) |
|
|
(3,818,283 |
) |
|
|
(96,886 |
) |
Proceeds from sale of property, plant and equipment |
|
|
83,404 |
|
|
|
15,447 |
|
|
|
392 |
|
Purchase of investment securities |
|
|
(114,370 |
) |
|
|
(3,984,295 |
) |
|
|
(101,099 |
) |
Proceeds from sale of investment securities |
|
|
|
|
|
|
1,020,060 |
|
|
|
25,883 |
|
Expenditure on intangible assets/payment of contingent consideration |
|
|
(257,815 |
) |
|
|
(432,523 |
) |
|
|
(10,975 |
) |
|
|
|
|
|
|
|
|
|
|
Net cash provided by/(used in) investing activities |
|
|
2,049,943 |
|
|
|
(6,616,718 |
) |
|
|
(167,894 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from issuance of equity shares |
|
|
10,028,834 |
|
|
|
14,670 |
|
|
|
372 |
|
Repayment of bank borrowings, net |
|
|
(1,097,155 |
) |
|
|
(698,050 |
) |
|
|
(17,713 |
) |
Repayment of long-term debt |
|
|
(3,629,040 |
) |
|
|
(6,266,196 |
) |
|
|
(159,000 |
) |
Dividends paid |
|
|
(437,497 |
) |
|
|
(737,287 |
) |
|
|
(18,708 |
) |
|
|
|
|
|
|
|
|
|
|
Net cash provided by/(used in) financing activities |
|
|
4,865,142 |
|
|
|
(7,686,863 |
) |
|
|
(195,049 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase/(decrease) in cash and cash equivalents during the period |
|
|
13,383,131 |
|
|
|
(11,084,026 |
) |
|
|
(281,249 |
) |
Effect of exchange rate changes on cash and cash equivalents |
|
|
(496,871 |
) |
|
|
(653,008 |
) |
|
|
(16,570 |
) |
Cash and cash equivalents at the beginning of the period |
|
|
3,712,637 |
|
|
|
17,981,447 |
|
|
|
456,266 |
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at the end of the period |
|
Rs. |
16,598,897 |
|
|
Rs. |
6,244,413 |
|
|
U.S.$ |
158,447 |
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes to the unaudited condensed consolidated financial statements
7
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands, except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine months ended December 31, |
|
|
|
2006 |
|
|
2007 |
|
|
2007 |
|
Supplemental disclosures: |
|
|
|
|
|
|
|
|
|
|
|
|
Cash paid for: |
|
|
|
|
|
|
|
|
|
|
|
|
Interest (net of interest capitalized) |
|
Rs. |
1,374,995 |
|
|
Rs. |
947,199 |
|
|
U.S.$ |
24,034 |
|
Income taxes |
|
|
626,816 |
|
|
|
638,644 |
|
|
|
16,205 |
|
Supplemental schedule of non-cash investing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment purchased on credit during the period |
|
Rs. |
132,886 |
|
|
Rs. |
228,622 |
|
|
U.S.$ |
5,801 |
|
See accompanying notes to the unaudited condensed consolidated financial statements
8
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
1. Basis of preparation of financial statements
The accompanying unaudited interim condensed consolidated financial statements of Dr.
Reddys Laboratories Limited (the Company or DRL), have been prepared by the management on
substantially the same basis as the audited financial statements for the year ended March 31,
2007, and in the opinion of the management, include all adjustments of normal recurring nature
necessary for a fair presentation of the financial information set forth herein. The preparation
of unaudited condensed consolidated financial statements in conformity with accounting principles
generally accepted in the United States requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities, revenues and expenses and disclosure
of contingent assets and liabilities. Actual results could differ from these estimates.
2. Interim information
The accompanying unaudited interim condensed consolidated financial statements should be
read in conjunction with the audited consolidated financial statements and related notes
contained in the Annual Report on Form 20-F for the year ended March 31, 2007. The results of the
interim periods are not necessarily indicative of results to be expected for the full fiscal
year.
3. Convenience translation
The accompanying unaudited interim condensed consolidated financial statements have been
prepared in Indian rupees. Solely for the convenience of the reader, the financial statements as
of December 31, 2007 have been translated into United States dollars at the noon buying rate in
New York City on December 31, 2007 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.39.41. 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.
4. Stock based compensation
Prior to April 1, 2006, the Company accounted for its stock-based compensation plans under
SFAS 123 Accounting for Stock Based Compensation. On April 1, 2006, the Company adopted SFAS No.
123R (revised 2004), Share Based Payment (SFAS No. 123(R)) under the modified-prospective
application. Under the modified-prospective-application, SFAS No. 123(R) applies to new awards and
to awards modified, repurchased, or cancelled after adoption.
The Company uses the Black-Scholes option pricing model to determine the fair value of each
option grant. Generally, the fair value approach in SFAS No. 123(R) is similar to the fair value
approach described in SFAS No. 123. The Company elected to continue to estimate the fair value of
stock options using the Black-Scholes option pricing model. The Black-Scholes model includes
assumptions regarding dividend yields, expected volatility, expected lives and risk free interest
rates. These assumptions reflect managements best estimates, but these assumptions involve
inherent market uncertainties based on market conditions generally outside of the control of the
Company. As a result, if other assumptions had been used in the current period, stock-based
compensation expense could have been materially impacted. Furthermore, if management uses
different assumptions in future periods, stock based compensation expense could be materially
impacted in future years.
The fair value of each option is estimated on the date of grant using the Black-Scholes model
with the following assumptions:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended December 31, |
|
Nine months ended December 31, |
|
|
2006 |
|
2007* |
|
2006 |
|
2007 |
Dividend yield |
|
|
0.5 |
% |
|
|
|
|
|
|
0.5 |
% |
|
|
0.75 |
% |
Expected term |
|
12-48 months |
|
|
|
|
|
12-48 months |
|
12-48 months |
Risk free interest rates |
|
|
6.5 7.4 |
% |
|
|
|
|
|
|
6.5 7.4 |
% |
|
|
7.8 8.2 |
% |
Volatility |
|
|
30.5 33.6 |
% |
|
|
|
|
|
|
30.5 33.6 |
% |
|
|
28.4 32.7 |
% |
|
|
|
* |
|
No grants were made under the Companys stock options plan during the three month period ended
December 31, 2007. |
9
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
4. Stock based compensation (continued)
As of December 31, 2007, the Company had four stock-based employee compensation plans, which
are described more fully in Note 10. The Company had two stock based employee compensation plans
and its subsidiary, Aurigene Discovery Technologies Limited, had two stock based employee
compensation plans.
As of December 31, 2007, the Company had approximately Rs.301,428 of total unrecognized
compensation cost related to non-vested share-based compensation arrangements granted under its
plans. This cost is expected to be recognized as stock-based compensation expense over the
weighted-average period of 3.4 years.
The total employee stock based compensation expense for the three months ended December 31,
2006 and 2007 were Rs.52,671 and Rs.74,828, respectively, and for the nine months ended December
31, 2006 and 2007 were Rs.136,729 and Rs.182,491, respectively.
A recent amendment to the Indian tax regulations requires the Company to pay a tax titled the
Fringe Benefit Tax on employee stock options. The Fringe Benefit Tax is computed based on the fair
market value of the underlying share on the date of vesting of an option as reduced by the amount
actually paid by the employee for the exercise of the options. The Companys obligation to pay the
Fringe Benefit Tax arises only upon the exercise of the options and will be recorded at the time of
the exercise. The Fringe Benefit Tax paid during the nine months ended December 31, 2007 is not
material.
5. Taxes on Income
Effective April 1, 2007, the Company adopted Financial Accounting Standards Board
Interpretation 48, Accounting for Uncertainty in Income Taxes (FIN 48). This Interpretation
clarifies the accounting for uncertainty in income taxes recognized in an enterprises financial
statements in accordance with Statement of Financial Accounting Standards No. 109, Accounting for
Income Taxes (SFAS 109) and prescribes a recognition threshold of more likely than not to be
sustained upon examination. The adoption of FIN 48 did not have any material impact on the retained
earnings or provision for taxation as of April 1, 2007. Upon adoption, the unrecognized tax benefit
for income taxes (including interest and penalties) associated with uncertain tax positions (i.e.,
unrecognized tax benefit) at April 1, 2007 was Rs.1,325,233, which if recognized, would favorably
affect the Companys effective tax rate.
Significant changes in the amount of unrecognized tax benefits within the next 12 months
cannot be reasonably estimated, as the changes would depend upon the progress of tax examinations
with various tax authorities.
It is the Companys consistent policy to include any penalties and interest related to income
taxes as part of income tax expense.
The Companys major tax jurisdictions are India, the United States and Germany, although the
Company also files tax returns in other foreign jurisdictions. In India, the assessment is not yet
completed for fiscal year 2005 and subsequent fiscal years. Additionally, some uncertain tax
positions relate to fiscal years prior to fiscal 2005 which are currently under dispute with the
tax authorities. In the United States, federal and state tax returns pertaining to fiscal year
2004 and subsequent fiscal years are open to examination within the statute of limitation
prescribed by the relevant authorities. Similarly, in Germany, tax returns pertaining to fiscal
year 2004 and subsequent fiscal years are open to examination within the statute of limitation
prescribed by the relevant authorities.
10
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share)
6. Goodwill
In accordance with SFAS No. 142, Goodwill and Other Intangible Assets, the Company tests
goodwill for impairment at least annually.
The following table presents the changes in goodwill during the years ended March 31, 2007 and
for the nine months ended December 31, 2007:
|
|
|
|
|
|
|
|
|
|
|
Year ended |
|
|
Nine months ended |
|
|
|
March 31, 2007 |
|
|
December 31, 2007 |
|
Balance at the beginning of the period (1) |
|
Rs. |
16,816,452 |
|
|
Rs. |
15,722,631 |
|
Acquired/adjusted during the period |
|
|
(2,013,351 |
) |
|
|
206,896 |
|
Effect of translation adjustments |
|
|
919,530 |
|
|
|
26,764 |
|
|
|
|
|
|
|
|
Balance at the end of the period(1) |
|
Rs. |
15,722,631 |
|
|
Rs. |
15,956,291 |
|
|
|
|
|
|
|
|
Goodwill acquired during the year ended March 31, 2007 and for the nine months ended December
31, 2007 represents the following:
|
|
|
|
|
|
|
|
|
|
|
Year ended |
|
|
Nine months ended |
|
|
|
March 31, 2007 |
|
|
December 31, 2007 |
|
Cash paid/payable towards contingent consideration |
|
Rs. |
96,987 |
|
|
Rs. |
206,896 |
|
|
Adjustment on account of completion of final
allocation of purchase price in the acquisition
of betapharm |
|
|
(2,110,338 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Rs. |
(2,013,351 |
) |
|
Rs. |
206,896 |
|
|
|
|
|
|
|
|
In March 2000, Dr. Reddys Laboratories Inc. (DRLI), a consolidated subsidiary, acquired 25%
of its own common stock held by a minority shareholder (Pharma, LLC) for cash consideration of
Rs.1,072. This acquisition was accounted for by the purchase method. Additionally, contingent
consideration not exceeding U.S.$14,000 was payable over a period of ten years based on achievement
of sales of certain covered products. Such payments were to be recorded as goodwill in the period
in which the contingency is resolved in accordance with the consensus reached by the Emerging
Issues Task Force on Issue 95-8, Accounting for Contingent Consideration Paid to the Shareholders
of an Acquired Enterprise in a Purchase Business Combination.
In August 2006, the Company received a letter from Pharma, LLC alleging that sale of certain
products were excluded by the Company in its calculation of gross revenue and consequently, the
amount payable to Pharma, LLC. The Company, in its response, stated that excluded products were
the authorized generic products of the partnering innovator company and not DRLIs products per the
agreement. Subsequently, in October, 2006, Pharma LLC instituted an arbitration proceeding which
was settled during the three month period ended December 31, 2007. Under the settlement agreement,
the Company agreed to pay the remaining contingent consideration in installments beginning October
1, 2007 and ending January 1, 2009. As there are no unresolved contingencies, this remaining
consideration has been recorded as goodwill in these consolidated financial statements amounting to
Rs. 206,896. Accordingly, as of December 31, 2007, the entire Rs. 612,306 (U.S.$14,000) has been
recorded as goodwill.
The following table presents the allocation of goodwill among the Companys segments:
|
|
|
|
|
|
|
|
|
|
|
As of March 31, |
|
|
As of December 31, |
|
|
|
2007 |
|
|
2007 |
|
Formulations(1) |
|
Rs. |
349,774 |
|
|
Rs. |
349,774 |
|
Active pharmaceutical ingredients and
intermediates |
|
|
997,025 |
|
|
|
997,025 |
|
Generics |
|
|
14,285,395 |
|
|
|
14,519,055 |
|
Drug discovery |
|
|
90,437 |
|
|
|
90,437 |
|
|
|
|
|
|
|
|
|
|
Rs. |
15,722,631 |
|
|
Rs. |
15,956,291 |
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Includes goodwill arising on investment in affiliate of Rs.181,943. |
11
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
7. Intangible assets, net
In accordance with SFAS No. 142, Goodwill and Other Intangible Assets, intangible assets are
amortized over the expected benefit period or the legal life, whichever is shorter.
The following table presents acquired and amortized intangible assets as of December 31, 2007
and March 31, 2007:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2007 |
|
|
Gross carrying |
|
Accumulated |
|
|
|
|
amount |
|
amortization |
|
Net carrying value |
|
|
|
Trademarks with finite useful life |
|
Rs. |
2,578,601 |
|
|
Rs. |
2,475,803 |
|
|
Rs. |
102,798 |
|
Trademarks with indefinite useful life |
|
|
5,136,908 |
|
|
|
|
|
|
|
5,136,908 |
|
Product related intangibles |
|
|
11,116,200 |
|
|
|
1,066,945 |
|
|
|
10,049,255 |
|
Beneficial toll manufacturing contract |
|
|
666,799 |
|
|
|
383,317 |
|
|
|
283,482 |
|
Non-competition arrangements |
|
|
127,176 |
|
|
|
121,434 |
|
|
|
5,742 |
|
Marketing rights |
|
|
7,881 |
|
|
|
7,881 |
|
|
|
|
|
Customer related intangibles including
customer contracts |
|
|
167,103 |
|
|
|
154,922 |
|
|
|
12,181 |
|
Other intangibles |
|
|
9,835 |
|
|
|
8,544 |
|
|
|
1,291 |
|
|
|
|
|
|
Rs. |
19,810,503 |
|
|
Rs. |
4,218,846 |
|
|
Rs. |
15,591,657 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of March 31, 2007 |
|
|
Gross carrying |
|
Accumulated |
|
|
|
|
|
Net carrying |
|
|
amount |
|
amortization |
|
Adjustments |
|
value |
|
|
|
Trademarks with finite useful life |
|
Rs. |
2,597,962 |
|
|
Rs. |
2,359,221 |
|
|
|
|
|
|
Rs. |
238,741 |
|
Trademarks with indefinite useful life |
|
|
5,943,440 |
|
|
|
|
|
|
|
815,967 |
|
|
|
5,127,473 |
|
Product related intangibles |
|
|
14,920,953 |
|
|
|
1,180,701 |
|
|
|
740,736 |
|
|
|
12,999,516 |
|
Beneficial toll manufacturing contract |
|
|
665,505 |
|
|
|
179,691 |
|
|
|
|
|
|
|
485,814 |
|
Core technology
rights and licenses |
|
|
132,753 |
|
|
|
|
|
|
|
132,753 |
|
|
|
|
|
Non-competition arrangements |
|
|
131,214 |
|
|
|
120,030 |
|
|
|
|
|
|
|
11,184 |
|
Marketing rights |
|
|
95,130 |
|
|
|
14,365 |
|
|
|
80,765 |
|
|
|
|
|
Customer related intangibles
including customer contracts |
|
|
177,375 |
|
|
|
153,435 |
|
|
|
|
|
|
|
23,940 |
|
Other intangibles |
|
|
10,624 |
|
|
|
8,879 |
|
|
|
|
|
|
|
1,745 |
|
|
|
|
|
|
Rs. |
24,674,956 |
|
|
Rs. |
4,016,322 |
|
|
Rs. |
1,770,221 |
|
|
Rs. |
18,888,413 |
|
|
|
|
12
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
7. Intangible assets, net (continued)
Estimated amortization expense for the next five years and thereafter with respect to such
assets is as follows:
|
|
|
|
|
For the three month period ending March 31,
2008 |
|
Rs. |
320,057 |
|
For the year ending March 31,
2009 |
|
|
1,108,895 |
|
2010 |
|
|
820,011 |
|
2011 |
|
|
819,512 |
|
2012 |
|
|
791,342 |
|
Thereafter |
|
|
6,594,932 |
|
|
|
|
|
Total |
|
Rs. |
10,454,749 |
|
|
|
|
|
The intangible assets (net of amortization) as of December 31, 2007 have been allocated to the
following segments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Custom |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pharmaceutical |
|
|
|
|
|
|
Formulations |
|
|
Generics |
|
|
Services |
|
|
Total |
|
Trademarks with finite useful life |
|
Rs. |
99,785 |
|
|
Rs. |
3,013 |
|
|
|
|
|
|
Rs. |
102,798 |
|
Trademarks with infinite useful life |
|
|
|
|
|
|
5,136,908 |
|
|
|
|
|
|
|
5,136,908 |
|
Product related intangibles |
|
|
|
|
|
|
10,049,255 |
|
|
|
|
|
|
|
10,049,255 |
|
Beneficial toll manufacturing contract |
|
|
|
|
|
|
283,482 |
|
|
|
|
|
|
|
283,482 |
|
Non-competition arrangements |
|
|
|
|
|
|
|
|
|
Rs. |
5,742 |
|
|
|
5,742 |
|
Customer related intangibles
including customer contracts |
|
|
3,179 |
|
|
|
|
|
|
|
9,002 |
|
|
|
12,181 |
|
Other intangibles |
|
|
|
|
|
|
1,291 |
|
|
|
|
|
|
|
1,291 |
|
|
|
|
|
|
|
|
|
|
|
|
Rs. |
102,964 |
|
|
Rs. |
15,473,949 |
|
|
Rs. |
14,744 |
|
|
Rs. |
15,591,657 |
|
|
|
|
|
|
|
|
|
|
13
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
7. Intangible assets, net (continued)
The intangible assets (net of amortization) as of March 31, 2007 have been allocated to the
following segments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Custom |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pharmaceutical |
|
|
|
|
|
|
Formulations |
|
|
Generics |
|
|
Services |
|
|
Total |
|
Trademarks with finite useful life |
|
Rs. |
233,108 |
|
|
Rs. |
5,633 |
|
|
|
|
|
|
Rs. |
238,741 |
|
Trademarks with indefinite useful life |
|
|
|
|
|
|
5,127,473 |
|
|
|
|
|
|
|
5,127,473 |
|
Product related intangibles |
|
|
|
|
|
|
12,999,516 |
|
|
|
|
|
|
|
12,999,516 |
|
Benefical toll manufacturing contract |
|
|
|
|
|
|
485,814 |
|
|
|
|
|
|
|
485,814 |
|
Non-competition arrangements |
|
|
|
|
|
|
177 |
|
|
Rs. |
11,007 |
|
|
|
11,184 |
|
Customer related intangibles |
|
|
|
|
|
|
584 |
|
|
|
23,356 |
|
|
|
23,940 |
|
Other intangibles |
|
|
|
|
|
|
1,745 |
|
|
|
|
|
|
|
1,745 |
|
|
|
|
|
|
|
|
|
|
|
|
Rs. |
233,108 |
|
|
Rs. |
18,620,942 |
|
|
Rs. |
34,363 |
|
|
Rs. |
18,888,413 |
|
|
|
|
|
|
|
|
|
|
Write-down of intangible assets acquired in Trigenesis acquisition
In 2004, the Company, through the acquisition of Trigenesis Therapeutics Inc. (Trigenesis),
acquired certain technology platforms and marketing rights for a total consideration of Rs.496,715
(U.S.$11,000). Such acquisition was accounted for as a purchase of intangible assets. During the
year ended March 31, 2007, the Company completed a detailed review of business opportunities in
respect of these core technology platforms and marketing rights. Based on this review, the Company
determined that further commercialization of these intangible assets may not be economically viable
due to further regulatory approval process requirements and unfeasible partnering prospects, and
therefore discontinued its efforts to further develop these assets. Accordingly, the net carrying
value of these intangible assets was written down to Rs.0, by recording a write-down of Rs.213,518.
The above write-down, which relates to the Companys specialty business (included in Generics),
has been included in the Adjustments column in the March 31, 2007 table above.
Change in estimated useful life of beneficial toll manufacturing contract intangible
betapharm primarily sourced its products from Salutas GmbH (Salutas) under a long-term
supply contract. The contract gave betapharm a benefit by way of a longer commitment period to
supply products at a favorable purchase price. Accordingly, at the time of betapharms purchase
price allocation, this contract was identified as a beneficial toll manufacturing contract and
recorded as an intangible asset. In January 2007, Salutas served a termination notice to betapharm
cancelling its future commitment to supply products under this contract and renegotiated the terms
and prices under this contract. This resulted in a reduction in the overall committed supply
period from 58 months to 24 months and increased procurement prices. Based on this amendment in
January 2007, the Company revised its estimated useful life of this intangible and is amortizing
the balance unamortized amount as on the date of such amendment over the remaining revised
estimated useful life of the intangible.
Write-down of intangible assets acquired in betapharm acquisition
During the year ended March 31, 2007, triggered by the above contract amendment with Salutas
resulting in supply constraints in the short-term period and increased procurement prices, and
certain market events including continuing decreases in market prices and increased competitive
intensity, the Company tested the carrying value of betapharm intangibles for impairment. The
carrying value of these intangibles included certain product related intangibles and the beta
brand. The beta brand was fair valued applying the relief from royalty method. The product
related intangibles were fair valued based on a discounted cash flow approach. As a result of this
review, the Company recorded a write-down of intangible assets amounting to Rs.1,556,703 and
adjusted the carrying value of the beta brand and certain product related intangibles as of March
31, 2007. The above write down relates to the Companys generics segment and has been included in
the Adjustments column in the March 31, 2007 table above.
14
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
7. Intangible assets, net (continued)
During the three month period ended December 31, 2007, triggered by certain adverse market
conditions such as decrease in market prices and an increasing trend in certain new type of rebates
being negotiated with State Healthcare Insurance Fund (SHI) companies, and further affected by
supply constraints, the Company tested carrying value of betapharm intangibles for impairment. As
a result of this review, the Company recorded a write-down of intangible assets amounting to
Rs.2,361,008 and adjusted the carrying value of certain product related intangibles as of December
31, 2007. The fair value of these intangibles was determined based on discounted cash flow
approach. This write down, which has been disclosed under Write-down of intangible assets in the
consolidated statement of operations for the three months and nine months periods ended December
31, 2007, relates to the Companys generics segment.
8. Property, plant and equipment, net
Property, plant and equipment consist of the following:
|
|
|
|
|
|
|
|
|
|
|
As of March 31, |
|
|
As of December 31, |
|
|
|
2007 |
|
|
2007 |
|
Land |
|
Rs. |
875,662 |
|
|
Rs. |
1,369,783 |
|
Buildings |
|
|
3,063,872 |
|
|
|
3,732,132 |
|
Plant and machinery |
|
|
9,974,476 |
|
|
|
11,270,251 |
|
Furniture, fixtures and equipment |
|
|
936,504 |
|
|
|
980,991 |
|
Vehicles |
|
|
383,024 |
|
|
|
420,242 |
|
Computer equipment |
|
|
679,076 |
|
|
|
792,127 |
|
Capital work-in-progress |
|
|
2,805,221 |
|
|
|
3,361,763 |
|
|
|
|
|
|
|
|
|
|
|
18,717,835 |
|
|
|
21,927,289 |
|
Accumulated depreciation |
|
|
(6,290,037 |
) |
|
|
(7,178,964 |
) |
|
|
|
|
|
|
|
|
|
Rs. |
12,427,798 |
|
|
Rs. |
14,748,325 |
|
|
|
|
|
|
|
|
Depreciation expenses for the three months ended December 31, 2006 and 2007 were Rs.359,295
and Rs.442,027, respectively, and for nine months ended December 31, 2006 and 2007 were
Rs.1,060,311 and Rs.1,245,330, respectively.
9. Inventories
Inventories consist of the following:
|
|
|
|
|
|
|
|
|
|
|
As of March 31, |
|
|
As of December |
|
31, |
|
|
|
2007 |
|
|
2007 |
|
Raw materials |
|
Rs. |
2,147,896 |
|
|
Rs. |
3,288,788 |
|
Packing material, stores and spares |
|
|
560,629 |
|
|
|
740,498 |
|
Work-in-process |
|
|
1,674,235 |
|
|
|
2,427,726 |
|
Finished goods |
|
|
3,162,820 |
|
|
|
3,868,763 |
|
|
|
|
|
|
|
|
|
|
Rs. |
7,545,580 |
|
|
Rs. |
10,325,775 |
|
|
|
|
|
|
|
|
During the three months and nine months periods ended December 31, 2006 and 2007, the
Company recorded an inventory write-down of Rs.74,782, Rs.150,115, Rs.221,280 and Rs.313,414,
respectively, resulting from a decline in the market value of certain finished goods and write
down of certain raw materials. These amounts are included in the cost of revenues.
In the quarter ended June 30, 2007, betapharm and Salutas agreed to the firm purchase
quantities under their long-term supply contract, which resulted in a loss on firm purchase
commitment on certain products amounting to Rs.268,227, which is included in the cost of
revenues.
15
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
10. 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 and directors (excluding promoter directors) of DRL and all
employees and directors of its subsidiaries. The Compensation Committee of the Board (the
Compensation Committee) administers the DRL 2002 Plan and grants stock options to eligible
employees of the Company and its subsidiaries. The Compensation Committee determines the employees
eligible for receiving the 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 exercise period 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
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 Options |
|
Number of Options |
|
|
|
|
granted under |
|
granted under |
|
|
Particulars |
|
category A |
|
category B |
|
Total |
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 upon 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 new category B par value options under the DRL 2007 Plan (discussed
below). The incremental cost due to such modifications was insignificant.
16
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
10. 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 such resolution, the Fringe Benefit Tax will be recovered from
employees upon the exercise of their stock options.
The above amendment would be proposed at the ensuing Annual General Meeting of the
shareholders proposed to be held in July 2008.
Stock option activity under the DRL 2002 Plan during the three months and nine months ended
December 31, 2006 was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Category A Fair Market Value Options |
|
Three months ended December 31, 2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted- average |
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
remaining |
|
|
|
Shares arising out |
|
|
Range of exercise |
|
|
average |
|
|
contractual life |
|
|
|
of options |
|
|
prices |
|
|
exercise price |
|
|
(months) |
|
Outstanding at the beginning of the period |
|
|
197,380 |
|
|
Rs. |
362.50-531.51 |
|
|
Rs. |
430.10 |
|
|
|
60 |
|
Forfeited during the period |
|
|
(600 |
) |
|
|
441.50-442.50 |
|
|
|
442.17 |
|
|
|
|
|
Exercised during the period |
|
|
(4,200 |
) |
|
|
442.50-531.51 |
|
|
|
527.27 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at the end of the period |
|
|
192,580 |
|
|
|
362.50-531.51 |
|
|
|
427.95 |
|
|
|
57 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at the end of the period |
|
|
104,680 |
|
|
Rs. |
362.50-531.51 |
|
|
Rs. |
447.52 |
|
|
|
41 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Category B Par Value Options |
|
Three months ended December 31, 2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average |
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
remaining |
|
|
|
Shares arising out |
|
|
|
|
|
|
average |
|
|
contractual life |
|
|
|
of options |
|
|
Exercise price |
|
|
exercise price |
|
|
(months) |
|
Outstanding at the beginning of the period |
|
|
1,011,198 |
|
|
Rs. |
5 |
|
|
Rs. |
5 |
|
|
|
81 |
|
Granted during the period |
|
|
10,800 |
|
|
|
5 |
|
|
|
5 |
|
|
|
78 |
|
Expired/forfeited during the period |
|
|
(5,072 |
) |
|
|
5 |
|
|
|
5 |
|
|
|
|
|
Exercised during the period |
|
|
(9,758 |
) |
|
|
5 |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at the end of the period |
|
|
1,007,168 |
|
|
|
5 |
|
|
|
5 |
|
|
|
78 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at the end of the period |
|
|
35,062 |
|
|
Rs. |
5 |
|
|
Rs. |
5 |
|
|
|
52 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Category A Fair Market Value Options |
|
Nine months ended December 31, 2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average |
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
remaining |
|
|
|
Shares arising out |
|
|
Range of exercise |
|
|
average |
|
|
contractual life |
|
|
|
of options |
|
|
prices |
|
|
exercise price |
|
|
(months) |
|
Outstanding at the beginning of the period |
|
|
234,500 |
|
|
Rs. |
362.50-531.51 |
|
|
Rs. |
439.43 |
|
|
|
64 |
|
Expired/forfeited during the period |
|
|
(10,600 |
) |
|
|
441.50-574.50 |
|
|
|
535.88 |
|
|
|
|
|
Exercised during the period |
|
|
(31,320 |
) |
|
|
441.50-531.51 |
|
|
|
477.36 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at the end of the period |
|
|
192,580 |
|
|
|
362.50-531.51 |
|
|
|
427.95 |
|
|
|
57 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at the end of the period |
|
|
104,680 |
|
|
Rs. |
362.50-531.51 |
|
|
Rs. |
447.52 |
|
|
|
41 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Category B Par Value Options |
|
Nine months ended December 31, 2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average |
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
remaining |
|
|
|
Shares arising out |
|
|
|
|
|
|
average |
|
|
contractual life |
|
|
|
of options |
|
|
Exercise price |
|
|
exercise price |
|
|
(months) |
|
Outstanding at the beginning of the period |
|
|
729,968 |
|
|
Rs. |
5 |
|
|
Rs. |
5 |
|
|
|
81 |
|
Granted during the period |
|
|
427,060 |
|
|
|
5 |
|
|
|
5 |
|
|
|
71 |
|
Expired/forfeited during the period |
|
|
(40,758 |
) |
|
|
5 |
|
|
|
5 |
|
|
|
|
|
Exercised during the period |
|
|
(109,102 |
) |
|
|
5 |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at the end of the period |
|
|
1,007,168 |
|
|
|
5 |
|
|
|
5 |
|
|
|
78 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at the end of the period |
|
|
35,062 |
|
|
Rs. |
5 |
|
|
Rs. |
5 |
|
|
|
52 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
10. Employee stock incentive plans (continued)
The per option weighted average grant date fair value for options granted under the DRL
2002 Plan at par value during the three months and nine months ended
December 31, 2006 was Rs.539.99 and Rs.575.36, respectively. No options
at fair market value were granted during the three months and nine months ended December 31,
2006.
Stock option activity under the DRL 2002 Plan during the three months and nine months
ended December 31, 2007 was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Category A Fair Market Value Options |
|
Three months ended December 31, 2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average |
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
remaining |
|
|
|
Shares arising out |
|
|
Range of exercise |
|
|
average |
|
|
contractual life |
|
|
|
of options |
|
|
prices |
|
|
exercise price |
|
|
(months) |
|
Outstanding at the beginning of the period |
|
|
169,980 |
|
|
Rs. |
362.50-531.51 |
|
|
Rs. |
423.10 |
|
|
|
49 |
|
Exercised during the period |
|
|
(10,400 |
) |
|
|
441.50-442.50 |
|
|
|
442.13 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at the end of the period |
|
|
159,580 |
|
|
|
362.50-531.51 |
|
|
|
421.89 |
|
|
|
47 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at the end of the period |
|
|
120,630 |
|
|
Rs. |
362.50-531.51 |
|
|
Rs. |
433.10 |
|
|
|
39 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Category B Par Value Options |
|
Three months ended December 31, 2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average |
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
remaining |
|
|
|
Shares arising out |
|
|
|
|
|
|
average |
|
|
contractual life |
|
|
|
of options |
|
|
Exercise price |
|
|
exercise price |
|
|
(months) |
|
Outstanding at the beginning of the period |
|
|
901,542 |
|
|
Rs. |
5 |
|
|
Rs. |
5 |
|
|
|
67 |
|
Expired/forfeited during the period |
|
|
(37,226 |
) |
|
|
5 |
|
|
|
5 |
|
|
|
|
|
Exercised during the period |
|
|
(24,300 |
) |
|
|
5 |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at the end of the period |
|
|
840,016 |
|
|
|
5 |
|
|
|
5 |
|
|
|
76 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at the end of the period |
|
|
58,712 |
|
|
Rs. |
5 |
|
|
Rs. |
5 |
|
|
|
50 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Category A Fair Market Value Options |
|
Nine months ended December 31, 2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average |
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
remaining |
|
|
|
Shares arising out |
|
|
Range of exercise |
|
|
average |
|
|
contractual life |
|
|
|
of options |
|
|
prices |
|
|
exercise price |
|
|
(months) |
|
Outstanding at the beginning of the period |
|
|
191,580 |
|
|
Rs. |
362.50-531.51 |
|
|
Rs. |
427.90 |
|
|
|
54 |
|
Expired/forfeited during the period |
|
|
(2,100 |
) |
|
|
442.50 |
|
|
|
442.50 |
|
|
|
|
|
Exercised during the period |
|
|
(29,900 |
) |
|
|
441.50-531.51 |
|
|
|
458.81 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at the end of the period |
|
|
159,580 |
|
|
|
362.50-531.51 |
|
|
|
421.89 |
|
|
|
47 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at the end of the period |
|
|
120,630 |
|
|
Rs. |
362.50-531.51 |
|
|
Rs. |
433.10 |
|
|
|
39 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
10. Employee stock incentive plans (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Category B Par Value Options |
|
Nine months ended December 31, 2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average |
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
remaining |
|
|
|
Shares arising out |
|
|
|
|
|
|
average |
|
|
contractual life |
|
|
|
of options |
|
|
Exercise price |
|
|
exercise price |
|
|
(months) |
|
Outstanding at the beginning of the period |
|
|
889,252 |
|
|
Rs. |
5 |
|
|
Rs. |
5 |
|
|
|
77 |
|
Granted during the period |
|
|
386,060 |
|
|
|
5 |
|
|
|
5 |
|
|
|
91 |
|
Expired/forfeited during the period |
|
|
(106,816 |
) |
|
|
5 |
|
|
|
5 |
|
|
|
|
|
Surrendered by employees during the period |
|
|
(138,418 |
) |
|
|
5 |
|
|
|
5 |
|
|
|
|
|
Exercised during the period |
|
|
(190,062 |
) |
|
|
5 |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at the end of the period |
|
|
840,016 |
|
|
|
5 |
|
|
|
5 |
|
|
|
76 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at the end of the period |
|
|
58,712 |
|
|
Rs. |
5 |
|
|
Rs. |
5 |
|
|
|
50 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
No options at fair market value were granted under the DRL 2002 Plan during the three months
ended December 31, 2007. The per option weighted average grant date fair value of options granted
under the DRL 2002 Plan at par value during the nine months ended December 31, 2007 was Rs.549.57.
The
aggregate intrinsic value of options exercised under the DRL 2002
Plan for the months ended December 31, 2006 and 2007 was
Rs. 11 million and Rs. 18 million, respectively,
and for the nine months ended December 31, 2006 and 2007 was
Rs. 91 million and Rs. 129 million, respectively.
As of December 31, 2007, options outstanding and exercisable
under the DRL 2002 plan (under category A and B) had an aggregate
intrinsic value of Rs. 660 million and
Rs. 79 million, respectively.
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 eligible employees and directors (excluding promoter
directors) of DRL and all eligible employees and directors of its subsidiaries. The Compensation
Committee administers the DRL 2007 Plan and grants stock options to eligible employees of the
Company and its subsidiaries. The Compensation Committee determines the employees eligible for
receiving the 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 2007 plan vest in periods ranging between one and four
years, and generally have a maximum exercise period of five years.
The DRL 2007 Plan provides for stock 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).
Stock option activity under the DRL 2007 Plan during the three months and nine months ended
December 31, 2007 was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Category B Par Value Options |
|
Three months ended December 31, 2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average |
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
remaining |
|
|
|
Shares arising out |
|
|
|
|
|
|
average |
|
|
contractual life |
|
|
|
of options |
|
|
Exercise price |
|
|
exercise price |
|
|
(months) |
|
Outstanding at the beginning of the period |
|
|
205,898 |
|
|
Rs. |
5 |
|
|
Rs. |
5 |
|
|
|
78 |
|
Forfeited during the period |
|
|
(20,800 |
) |
|
|
5 |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at the end of the period |
|
|
185,098 |
|
|
Rs. |
5 |
|
|
Rs. |
5 |
|
|
|
76 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at the end of the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
10. Employee stock incentive plans (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Category B Par Value Options |
|
Nine months ended December 31, 2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
average |
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
remaining |
|
|
|
Shares arising out |
|
|
|
|
|
|
average |
|
|
contractual life |
|
|
|
of options |
|
|
Exercise price |
|
|
exercise price |
|
|
(months) |
|
Granted during the period |
|
|
206,818 |
|
|
Rs. |
5 |
|
|
Rs. |
5 |
|
|
|
84 |
|
Forfeited during the period |
|
|
(21,720 |
) |
|
|
5 |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at the end of the period |
|
|
185,098 |
|
|
Rs. |
5 |
|
|
Rs. |
5 |
|
|
|
76 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at the end of the period |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The per option weighted average grant date fair value for options granted under the DRL 2007
Plan at par value during the nine months ended December 31, 2007 was Rs.550.95. No grants were
made during the three months period ended December 31, 2007.
No options were exercised under the DRL 2007 Plan during the three months and nine months
ended December 31, 2007. As of December 31, 2007 options outstanding under the DRL 2007 Plan had an
aggregate intrinsic value of Rs.135 million.
No options were granted at fair market value under this plan during the three months and nine
months ended December 31, 2007.
Aurigene Discovery Technologies Ltd. Employee Stock Option Plan:
Aurigene Discovery Technologies Limited (Aurigene), a consolidated subsidiary, adopted the
Aurigene Discovery Technologies Limited Employee Stock Option Plan (the Aurigene Employee 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 equity shares for issuance under this
plan. Under the Aurigene Employee Plan, stock options may be granted at an exercise price as
determined by Aurigenes compensation committee. The options issued under Aurigene Employee Plan
generally vest in periods ranging from one to three years.
Stock option activity under the Aurigene Employee Plan during the three months and nine months
ended December 31, 2006 was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended December 31, 2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted- average |
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
remaining |
|
|
|
Shares arising |
|
|
|
|
|
|
average |
|
|
contractual life |
|
|
|
out of options |
|
|
Exercise price |
|
|
exercise price |
|
|
(months) |
|
Outstanding at the beginning of the period |
|
|
568,257 |
|
|
Rs. |
10 |
|
|
Rs. |
10 |
|
|
|
62 |
|
Granted during the period |
|
|
775,786 |
|
|
|
|
|
|
|
|
|
|
|
70 |
|
Expired/forfeited during the period |
|
|
(93,875 |
) |
|
|
10 |
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at the end of the period |
|
|
1,250,168 |
|
|
|
10 |
|
|
|
10 |
|
|
|
66 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at the end of the period |
|
|
7,470 |
|
|
Rs. |
10 |
|
|
Rs. |
10 |
|
|
|
31 |
|
20
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
10. Employee stock incentive plans (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine months ended December 31, 2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted- average |
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
remaining |
|
|
|
Shares arising |
|
|
|
|
|
|
average |
|
|
contractual life |
|
|
|
out of options |
|
|
Exercise price |
|
|
exercise price |
|
|
(months) |
|
Outstanding at the beginning of the period |
|
|
528,907 |
|
|
Rs. |
10 |
|
|
Rs. |
10 |
|
|
|
67 |
|
Granted during the period |
|
|
910,786 |
|
|
|
10 |
|
|
|
10 |
|
|
|
69 |
|
|
Expired/forfeited during the period |
|
|
(189,525 |
) |
|
|
10 |
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at the end of the period |
|
|
1,250,168 |
|
|
|
10 |
|
|
|
10 |
|
|
|
66 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at the end of the period |
|
|
7,470 |
|
|
Rs. |
10 |
|
|
Rs. |
10 |
|
|
|
31 |
|
The per option weighted average grant date fair value for options granted under the Aurigene
Employee Plan during the three and nine months ended December 31, 2006 was Rs.3.29 and Rs. 3.11
respectively.
Stock option activity under the Aurigene Employee Plan during the three months and nine months
ended December 31, 2007 was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended December 31, 2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted- average |
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
remaining |
|
|
|
Shares arising |
|
|
|
|
|
|
average |
|
|
contractual life |
|
|
|
out of options |
|
|
Exercise price |
|
|
exercise price |
|
|
(months) |
|
Outstanding at the beginning of the period |
|
|
1,139,778 |
|
|
Rs. |
10 |
|
|
Rs. |
10 |
|
|
|
56 |
|
Expired/forfeited during the period |
|
|
(44,810 |
) |
|
|
10 |
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at the end of the period |
|
|
1,094,968 |
|
|
|
10 |
|
|
|
10 |
|
|
|
53 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at the end of the period |
|
|
59,743 |
|
|
Rs. |
10 |
|
|
Rs. |
10 |
|
|
|
27 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine months ended December, 2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted- average |
|
|
|
|
|
|
|
|
|
|
|
Weighted- |
|
|
remaining |
|
|
|
Shares arising |
|
|
|
|
|
|
average |
|
|
contractual life |
|
|
|
out of options |
|
|
Exercise price |
|
|
exercise price |
|
|
(months) |
|
Outstanding at the beginning of the period |
|
|
1,183,583 |
|
|
Rs. |
10 |
|
|
Rs. |
10 |
|
|
|
62 |
|
Expired/forfeited during the period |
|
|
(88,615 |
) |
|
|
10 |
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding at the end of the period |
|
|
1,094,968 |
|
|
|
10 |
|
|
|
10 |
|
|
|
53 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable at the end of the period |
|
|
59,743 |
|
|
Rs. |
10 |
|
|
Rs. |
10 |
|
|
|
27 |
|
No options were granted during the three months and nine months ended December 31, 2007 under
the Aurigene Employee Plan.
Aurigene Discovery Technologies Ltd. Management Group Stock Grant Plan:
In fiscal 2004, Aurigene adopted the Aurigene Discovery Technologies Limited Management Group
Stock Grant Plan (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 equity 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.
No options were granted during the three months and nine months ended December 31, 2006 and
2007 under the Management Plan. As of December 31, 2006 and 2007, there were no outstanding stock
options under the Management Plan.
21
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
11. Employee benefit plans
Gratuity benefits: In accordance with applicable Indian laws, the Company provides for
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 payment amount is based on the respective employees last drawn
salary and the years of employment with the Company. Effective September 1, 1999, the Company
established Dr. Reddys Laboratories Gratuity Fund (the Gratuity Fund). Liabilities with regard
to 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. The 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 three months and nine months ended
December 31, 2006 and 2007 are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
Nine months ended |
|
|
|
December 31, |
|
|
December 31, |
|
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
Service cost |
|
Rs. |
6,774 |
|
|
Rs. |
7,471 |
|
|
Rs. |
20,323 |
|
|
Rs. |
22,413 |
|
Interest cost |
|
|
3972 |
|
|
|
5,155 |
|
|
|
11,917 |
|
|
|
15,465 |
|
Expected return on plan assets |
|
|
(4,048 |
) |
|
|
(4,223 |
) |
|
|
(12,145 |
) |
|
|
(12,669 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Recognized net actuarial (gain)/loss |
|
|
1,182 |
|
|
|
1,396 |
|
|
|
3,544 |
|
|
|
4,188 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net amount recognized |
|
Rs. |
7,880 |
|
|
Rs. |
9,799 |
|
|
Rs. |
23,639 |
|
|
Rs. |
29,397 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pension plan: All of the employees of Industrias Quimicas Falcon de Mexico (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 on a predefined formula. Liabilities with regard to the pension plan are
determined by an actuarial valuation, based upon which the Company makes contributions to the
pension fund. This fund is administered by a third party who is provided guidance by a technical
committee formed by senior employees of the Company.
The components of net periodic benefit cost for three and nine months ended December 31, 2006
and 2007 are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
Nine months ended |
|
|
|
December 31, |
|
|
December 31, |
|
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
Service cost |
|
Rs. |
4,271 |
|
|
Rs. |
3,750 |
|
|
Rs. |
12,857 |
|
|
Rs. |
11,494 |
|
Interest cost |
|
|
3,644 |
|
|
|
3,061 |
|
|
|
10,971 |
|
|
|
9,382 |
|
Expected return on plan assets |
|
|
(3,847 |
) |
|
|
(3,803 |
) |
|
|
(11,580 |
) |
|
|
(11,657 |
) |
Amortization of net transition obligation |
|
|
1,087 |
|
|
|
926 |
|
|
|
3,272 |
|
|
|
2,838 |
|
Recognized net actuarial (gain)/loss |
|
|
(39 |
) |
|
|
|
|
|
|
(118 |
) |
|
|
|
|
Cost price inflation index adjustment |
|
|
192 |
|
|
|
137 |
|
|
|
578 |
|
|
|
421 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net amount recognized |
|
Rs. |
5,308 |
|
|
Rs. |
4,071 |
|
|
Rs. |
15,980 |
|
|
Rs. |
12,478 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
12. Commitments and Contingencies
Capital Commitments: As of March 31, 2007 and December 31, 2007, the Company had committed to
spend approximately Rs.1,186,049 and Rs.790,692, respectively, under agreements to purchase
property and equipment. The amount is net of capital advances paid in respect of such purchases.
Guarantees: In accordance with the provisions of FIN 45, Guarantors Accounting and
Disclosure Requirements for Guarantees, including Indirect Guarantees of Indebtedness of Others,
the Company recognizes the fair value of guarantee and indemnification arrangements issued or
modified by the Company, if these arrangements are within the scope of FIN 45. In addition, the
Company continues to monitor the conditions that are subject to these guarantee and indemnification
arrangements to identify whether any loss is probable, and the Company recognizes such losses, if
any, when estimable.
The Companys affiliate, Kunshan Rotam Reddy Pharmaceuticals Co. Limited (Reddy Kunshan)
secured a credit facility of Rs.26,988 from Agricultural Bank of China (Agricultural Bank).
During the nine month period ended December 31, 2007, the Company issued a corporate guarantee
amounting to Rs.27,196 in favor of Agricultural Bank to enhance the credit standing of Reddy
Kunshan. The guarantee is required to be renewed every year and the Companys liability may arise
in case of non-payment by Reddy Kunshan of amounts drawn under its credit facility with
Agricultural Bank. As of December 31, 2007, the fair value of such liability was not material.
Litigations / Contingencies: 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 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 reserved against the potential liability related to the principal amount
demanded by the Government of India (which is included under other current liabilities) and
believes that the possibility of liability on account of any interest and penalty is remote. In
the event that 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.
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 a
penalty 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 penalties of Rs.51,152.
Through the same notice, the Authorities, issued a penalty claim of Rs.6,500 against the Company.
Further, 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
23
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
12. Commitments and Contingencies (continued)
Authorities appealed against CESTATs order in the Supreme Court. The Company does not believe
that the ultimate outcome of this matter will have any material adverse effect on its financial
position, results of operations or cash flows in any given accounting period.
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.
In September 2005, pursuant to an agreement with Barr Pharmaceuticals, Inc., Teva
Pharmaceuticals Industries Limited (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. A trial has not been scheduled.
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. The Company does not believe
that the ultimate outcome of this matter will have any material adverse effect on its financial
position, results of operation or cash flows in any given accounting period.
In April 2007, the Company terminated its Over The Counter (OTC) agreement with Leiner
Health Products, LLC (Leiner). This action was taken by the Company after receiving notice that
Leiner had been served with a list of Inspection Observations on a Form 483 from the United States
Food and Drug Administration (U.S. FDA). In response thereto, Leiner suspended all of its
packaging, production and distribution of OTC products manufactured, packaged or tested at its
facilities in the United States. Under the terminated agreements, the Company had supplied to
Leiner API to produce OTC products, finished dose tablets, and access to certain OTC products under
development. Subsequently, in March 2008, Leiner filed for bankruptcy. The Company does not
believe that termination of this OTC agreement and Leiners filing for bankruptcy will have any
material adverse effect on its financial position, results of operations or cash flows in any given
accounting period.
In March 2007, the patent for Fosamax (Merck & Co.s brand name for alendronate sodium, sold
by the Company and other companies in generics versions) in Germany was reinstated in favor of
Merck & Co. The Company has filed protective writs to prevent a preliminary injunction without
hearing. As of December 31, 2007, no injunction had been granted to Merck & Co. Based on a legal
evaluation, the Company continues selling its generic version of this product and believes that
European patent reinstatement does not affect its ability to sell this product. The Company does
believe that the ultimate outcome of this patent reinstatement matter will have any material
adverse effect on its financial position, results of operations or cash flows in any given
accounting period.
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.2,013. 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.
The Company is aware of litigation with respect to one of its suppliers for oxycodon, which is
sold by the Company and other companies in Germany. The innovator company has claimed an
infringement of formulation patents against the Companys supplier
24
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
12. Commitments and Contingencies (continued)
and has sued such supplier. In April 2007, the German trial court rejected an application for an
interim order by the innovator company against the Companys supplier. As of December 31, 2007,
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. The Company does not
believe that the ultimate outcome of this patent infringement matter will have any material adverse
effect on its financial position, results of operations or cash flows in any given accounting
period.
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. resolving patent litigation
concerning levetiracetam. The Company believes that the terms of its settlement arrangement with
UCB Pharma Inc. are consistent with all applicable antitrust laws. The Company is cooperating
fully with the FTC regarding this investigation. The Company does not believe that the ultimate
outcome of this investigation will have any material adverse effect on its financial position,
results of operations or cash flows in any given accounting period.
Additionally, the Company and its affiliates are involved in other 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
Company does not believe that there are any such pending matters that will have any material
adverse effect on its financial position, results of operations or cash flows in any given
accounting period.
25
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
13. Earning per share
A reconciliation of the equity shares used in the computation of basic and diluted earnings
per equity share is set out below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
Nine months ended |
|
|
December 31, |
|
December 31, |
|
|
2006 |
|
2007 |
|
2006 |
|
2007 |
|
|
|
Basic earnings per
equity share
weighted average
number of equity
shares outstanding |
|
|
159,471,547 |
|
|
|
168,130,633 |
|
|
|
155,504,468 |
|
|
|
168,050,690 |
|
Effect of dilutive
equivalent
shares-stock
options outstanding |
|
|
795,987 |
|
|
|
556,553 |
|
|
|
684,052 |
|
|
|
635,294 |
|
|
|
|
Diluted earnings
per equity share
weighted average
number of equity
shares outstanding |
|
|
160,267,534 |
|
|
|
168,687,187 |
|
|
|
156,188,520 |
|
|
|
168,685,984 |
|
|
|
|
14. Tax reforms in Germany
During the quarter ended September 30, 2007, pursuant to changes in German tax laws, the
enacted tax rate decreased by almost 10%. This resulted in a reduction in the net deferred tax
liability balance of betapharm by Rs.1,408 million, which was reversed as a deferred tax benefit in
the Companys statement of operations during the quarter ended September 30, 2007 and is included
in the nine months period ended December 31, 2007.
26
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
15. Segment reporting and related information
a) Segment information
The Chief Operating Decision Maker (CODM) evaluates the Companys performance and allocates
resources based on an analysis of various performance indicators by product segments. The product
segments and the respective performance indicators reviewed by the CODM are as follows:
|
|
|
Formulations revenues by therapeutic product category; gross profit; |
|
|
|
|
Active pharmaceutical ingredients and intermediates gross profit, revenues by
geography and by key products; |
|
|
|
|
Generics revenues by geography and gross profit; |
|
|
|
|
Drug discovery revenues and expenses; and |
|
|
|
|
Custom pharmaceutical services gross profit. |
The CODM of the Company does not review the total assets for each reportable segment. The
property and equipment used in the Companys business, depreciation and amortization expenses, are
not fully identifiable with/allocable to individual reportable segments, as certain assets are used
interchangeably between segments. The other assets are not specifically allocable to the reportable
segments. Consequently, management believes that it is not practicable to provide segment
disclosures relating to total assets since allocation among the various reportable segments is not
possible.
Formulations
Formulations, also referred to as finished dosages, consist of finished pharmaceutical
products ready for consumption by the patient. Effective April 1, 2007, the Companys critical care
and biotechnology segment was merged into its formulations segment. Accordingly, disclosures
relating to the previous period have been reclassified/regrouped to conform to the current period
presentation. An analysis of revenues by therapeutic category of the formulations segment is given
below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months |
|
|
Nine months |
|
|
|
ended December 31, |
|
|
ended December 31, |
|
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
Gastrointestinal |
|
Rs. |
730,393 |
|
|
Rs. |
864,528 |
|
|
Rs. |
2,271,709 |
|
|
Rs. |
2,721,121 |
|
Pain control |
|
|
705,160 |
|
|
|
740,468 |
|
|
|
2,036,749 |
|
|
|
2,106,850 |
|
Cardiovascular |
|
|
427,127 |
|
|
|
509,559 |
|
|
|
1,415,397 |
|
|
|
1,538,359 |
|
Anti-infectives |
|
|
338,159 |
|
|
|
319,937 |
|
|
|
1,094,533 |
|
|
|
988,082 |
|
Dermatology |
|
|
105,772 |
|
|
|
138,510 |
|
|
|
399,876 |
|
|
|
418,343 |
|
Others |
|
|
897,792 |
|
|
|
905,053 |
|
|
|
2,898,454 |
|
|
|
2,808,534 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues from external customers |
|
|
3,204,403 |
|
|
|
3,478,055 |
|
|
|
10,116,718 |
|
|
|
10,581,289 |
|
Intersegment revenues1 |
|
|
11,436 |
|
|
|
12,640 |
|
|
|
25,206 |
|
|
|
34,545 |
|
Adjustments2 |
|
|
172,115 |
|
|
|
362,851 |
|
|
|
63,506 |
|
|
|
1,104,382 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues |
|
|
3,387,954 |
|
|
|
3,853,546 |
|
|
|
10,205,430 |
|
|
|
11,720,216 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues |
|
|
805,881 |
|
|
|
1,048,318 |
|
|
|
2,762,814 |
|
|
|
2,972,556 |
|
Intersegment cost of revenues3 |
|
|
90,973 |
|
|
|
282,600 |
|
|
|
278,558 |
|
|
|
561,321 |
|
Adjustments2 |
|
|
(15,805 |
) |
|
|
(297,807 |
) |
|
|
(52,156 |
) |
|
|
(322,695 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
881,049 |
|
|
|
1,033,111 |
|
|
|
2,989,216 |
|
|
|
3,211,182 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
|
2,318,985 |
|
|
|
2,159,777 |
|
|
|
7,100,552 |
|
|
|
7,081,957 |
|
Adjustments2 |
|
|
187,920 |
|
|
|
660,658 |
|
|
|
115,662 |
|
|
|
1,427,077 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rs. |
2,506,905 |
|
|
Rs. |
2,820,435 |
|
|
Rs. |
7,216,214 |
|
|
Rs. |
8,509,034 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
27
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
15. Segment reporting and related information (continued)
|
|
|
(1) |
|
Intersegment revenues is comprised of transfers to the
active pharmaceutical ingredients and intermediates segment
and is accounted for at cost to the transferring segment. |
|
(2) |
|
The adjustments represent reconciling items from local GAAP
financial information to conform to the consolidated U.S.
GAAP segment information. Such adjustments primarily relate
to consolidation and other U.S. GAAP adjustments. |
|
(3) |
|
Intersegment cost of revenues is comprised of transfers
from the active pharmaceutical ingredients and
intermediates segment to formulations and is accounted for
at cost to the transferring segment. |
Active pharmaceutical ingredients and intermediates
Active pharmaceutical ingredients and intermediates, also known as active pharmaceutical
products or bulk drugs, are the principal ingredients for formulations. Active pharmaceutical
ingredients and intermediates become formulations when the dosage is fixed in a form ready for
human consumption such as a tablet, capsule or liquid using additional inactive ingredients.
An analysis of gross profit for this segment is given below.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months |
|
|
Nine months |
|
|
|
ended December 31, |
|
|
ended December 31, |
|
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
Revenues from external customers |
|
Rs. |
2,603,575 |
|
|
Rs. |
2,892,955 |
|
|
Rs. |
7,239,324 |
|
|
Rs. |
8,575,548 |
|
Intersegment revenues1 |
|
|
435,523 |
|
|
|
963,115 |
|
|
|
1,327,504 |
|
|
|
2,288,907 |
|
Adjustments2 |
|
|
(309,960 |
) |
|
|
(920,270 |
) |
|
|
(631,055 |
) |
|
|
(2,071,295 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues |
|
|
2,729,138 |
|
|
|
2,935,800 |
|
|
|
7,935,773 |
|
|
|
8,793,160 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues |
|
|
1,509,757 |
|
|
|
2,143,155 |
|
|
|
4,694,587 |
|
|
|
6,088,673 |
|
Intersegment cost of revenues |
|
|
11,436 |
|
|
|
12,640 |
|
|
|
25,206 |
|
|
|
34,545 |
|
Adjustments2 |
|
|
131,900 |
|
|
|
(152,289 |
) |
|
|
339,744 |
|
|
|
(321,948 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,653,093 |
|
|
|
2,003,506 |
|
|
|
5,059,537 |
|
|
|
5,801,270 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
|
1,517,905 |
|
|
|
1,700,275 |
|
|
|
3,847,035 |
|
|
|
4,741,237 |
|
Adjustments2 |
|
|
(441,860 |
) |
|
|
(767,981 |
) |
|
|
(970,799 |
) |
|
|
(1,749,347 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rs. |
1,076,045 |
|
|
Rs. |
932,294 |
|
|
Rs. |
2,876,236 |
|
|
Rs. |
2,991,890 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Intersegment revenues is comprised of transfers to
formulations, generics and custom pharmaceutical services
and is accounted for at cost to the transferring segment. |
|
(2) |
|
The adjustments represent reconciling items from local GAAP
financial information to conform to the consolidated U.S.
GAAP segment information. Such adjustments primarily relate
to consolidation and other U.S. GAAP adjustments. |
|
(3) |
|
Intersegment cost of revenues is comprised of transfers
from the formulations segment to active pharmaceutical
ingredients and intermediates segment and is accounted for
at cost to the transferring segment. |
28
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
15. Segment reporting and related information (continued)
An analysis of revenue by geography is given below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
Nine months ended |
|
|
|
December 31, |
|
|
December 31, |
|
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
North America |
|
Rs. |
527,175 |
|
|
Rs. |
998,708 |
|
|
Rs. |
1,385,024 |
|
|
Rs. |
2,136,688 |
|
India |
|
|
456,519 |
|
|
|
423,936 |
|
|
|
1,628,929 |
|
|
|
1,593,710 |
|
Europe |
|
|
514,580 |
|
|
|
648,527 |
|
|
|
1,489,320 |
|
|
|
1,780,201 |
|
Others |
|
|
1,205,618 |
|
|
|
722,813 |
|
|
|
3,452,971 |
|
|
|
3,072,139 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,703,892 |
|
|
|
2,793,984 |
|
|
|
7,956,244 |
|
|
|
8,582,738 |
|
Adjustments1 |
|
|
25,246 |
|
|
|
141,816 |
|
|
|
(20,471 |
) |
|
|
210,422 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rs. |
2,729,138 |
|
|
Rs. |
2,935,800 |
|
|
Rs. |
7,935,773 |
|
|
Rs. |
8,793,160 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
The adjustments represent reconciling items from local GAAP financial information to conform to the consolidated
U.S. GAAP segment information. Such adjustments primarily relate to consolidation and other U.S. GAAP adjustments. |
An analysis of revenues by key products is given below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
Nine months ended |
|
|
|
December 31, |
|
|
December 31, |
|
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
Sertraline hydrochloride |
|
Rs. |
686,476 |
|
|
Rs. |
108,070 |
|
|
Rs. |
1,729,586 |
|
|
Rs. |
398,137 |
|
Ciprofloxacin hydrochloride |
|
|
119,370 |
|
|
|
190,103 |
|
|
|
569,405 |
|
|
|
608,760 |
|
Ramipril |
|
|
133,980 |
|
|
|
293,437 |
|
|
|
553,019 |
|
|
|
749,531 |
|
Terbinafine HCl |
|
|
75,994 |
|
|
|
138,767 |
|
|
|
349,261 |
|
|
|
352,902 |
|
Ranitidine HCl Form 2 |
|
|
94,896 |
|
|
|
93,751 |
|
|
|
322,056 |
|
|
|
268,117 |
|
Naproxen sodium |
|
|
130,740 |
|
|
|
101,078 |
|
|
|
357,380 |
|
|
|
172,602 |
|
Finasteride |
|
|
163,449 |
|
|
|
284,742 |
|
|
|
347,413 |
|
|
|
774,372 |
|
Naproxen |
|
|
157,082 |
|
|
|
198,900 |
|
|
|
315,033 |
|
|
|
455,808 |
|
Ibuprofen |
|
|
95,834 |
|
|
|
84,117 |
|
|
|
250,721 |
|
|
|
252,161 |
|
Olanzapine |
|
|
8,772 |
|
|
|
215,650 |
|
|
|
135,942 |
|
|
|
486,080 |
|
Losartan potassium |
|
|
64,620 |
|
|
|
89,753 |
|
|
|
175,354 |
|
|
|
250,687 |
|
Clopidogrel |
|
|
97,044 |
|
|
|
142,500 |
|
|
|
203,557 |
|
|
|
452,821 |
|
Nizatidine |
|
|
67,220 |
|
|
|
95,975 |
|
|
|
151,822 |
|
|
|
337,994 |
|
Montelukast |
|
|
103,418 |
|
|
|
|
|
|
|
184,548 |
|
|
|
|
|
Sumatriptan |
|
|
25,322 |
|
|
|
|
|
|
|
106,048 |
|
|
|
|
|
Escitalopram oxalate |
|
|
|
|
|
|
47,628 |
|
|
|
|
|
|
|
90,197 |
|
Doxazosin mesylate |
|
|
|
|
|
|
46,152 |
|
|
|
|
|
|
|
68,360 |
|
Others |
|
|
704,921 |
|
|
|
805,177 |
|
|
|
2,184,628 |
|
|
|
3,074,631 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rs. |
2,729,138 |
|
|
Rs. |
2,935,800 |
|
|
Rs. |
7,935,773 |
|
|
Rs. |
8,793,160 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
29
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
15. Segment reporting and related information (continued)
Generics
Generics are generic finished dosages with therapeutic equivalence to branded formulations.
An analysis of gross profit for the segment is given below.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
Nine months ended |
|
|
|
December 31, |
|
|
December 31, |
|
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
Revenues |
|
Rs. |
7,681,518 |
|
|
Rs. |
4,173,559 |
|
|
Rs. |
26,531,238 |
|
|
Rs. |
12,558,664 |
|
Less: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues |
|
|
4,611,106 |
|
|
|
1,602,966 |
|
|
|
15,904,645 |
|
|
|
5,153,586 |
|
Intersegment cost of
revenues1 |
|
|
283,266 |
|
|
|
680,515 |
|
|
|
861,548 |
|
|
|
1,598,554 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,894,372 |
|
|
|
2,283,481 |
|
|
|
16,766,193 |
|
|
|
6,752,140 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
Rs. |
2,787,146 |
|
|
Rs. |
1,890,078 |
|
|
Rs. |
9,765,045 |
|
|
Rs. |
5,806,524 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Intersegment cost of revenues comprises transfers from the
active pharmaceutical ingredients and intermediates segment
to the generics segment and are accounted for at cost to
the transferring segment. |
An analysis of revenues by geography is given below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
Nine months ended |
|
|
|
December 31, |
|
|
December 31, |
|
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
North America |
|
Rs. |
4,630,449 |
|
|
Rs. |
1,724,925 |
|
|
Rs. |
18,016,900 |
|
|
Rs. |
5,557,797 |
|
Europe |
|
|
3,035,267 |
|
|
|
2,432,234 |
|
|
|
8,494,345 |
|
|
|
6,961,582 |
|
Others |
|
|
15,802 |
|
|
|
16,400 |
|
|
|
19,993 |
|
|
|
39,285 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
Rs. |
7,681,518 |
|
|
Rs. |
4,173,559 |
|
|
Rs. |
26,531,238 |
|
|
Rs. |
12,558,664 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Drug discovery
The Company is involved in drug discovery through its research facilities located in the
United States and India. The Company commercializes drugs discovered with other products and also
licenses these discoveries to other companies. An analysis of the revenues and expenses of the
drug discovery segment is given below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
Nine months ended |
|
|
|
December 31, |
|
|
December 31, |
|
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
Revenues |
|
Rs. |
28,887 |
|
|
Rs. |
9,437 |
|
|
Rs. |
91,741 |
|
|
Rs. |
35,229 |
|
Less: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues |
|
|
28,887 |
|
|
|
6,102 |
|
|
|
91,741 |
|
|
|
44,445 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
|
|
|
|
|
3,335 |
|
|
|
|
|
|
|
(9,216 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Research and development expenses |
|
Rs. |
157,390 |
|
|
Rs. |
223,724 |
|
|
Rs. |
513,589 |
|
|
Rs. |
692,686 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
30
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
15. Segment reporting and related information (continued)
Custom pharmaceutical services (CPS)
The custom pharmaceutical services segment relates to contract research services and
manufacture and sale of active pharmaceutical ingredients and steroids in accordance with the
customers requirements.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
Nine months ended |
|
|
|
December 31, |
|
|
December 31, |
|
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
Revenues |
|
Rs. |
1,568,677 |
|
|
Rs. |
1,278,968 |
|
|
Rs. |
4,655,141 |
|
|
Rs. |
3,456,221 |
|
Less: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues |
|
|
1,129,462 |
|
|
|
939,908 |
|
|
|
3,181,588 |
|
|
|
2,223,456 |
|
Intersegment cost of
revenues1 |
|
|
61,285 |
|
|
|
|
|
|
|
187,400 |
|
|
|
129,032 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,190,747 |
|
|
|
939,908 |
|
|
|
3,368,988 |
|
|
|
2,352,488 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross profit |
|
Rs. |
377,930 |
|
|
Rs. |
339,060 |
|
|
Rs. |
1,286,153 |
|
|
Rs. |
1,103,733 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Intersegment cost of revenues is comprised of transfers
from the active pharmaceutical ingredients and
intermediates segment to the custom pharmaceutical services
and are accounted for at cost to the transferring segment |
a) Reconciliation of segment information to entity total
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
Three months ended |
|
|
|
December 31, 2006 |
|
|
December 31, 2007 |
|
|
|
|
|
|
|
Gross profit/ |
|
|
|
|
|
|
Gross profit/ |
|
|
|
Revenues |
|
|
(loss) |
|
|
Revenues |
|
|
(loss) |
|
Formulations |
|
Rs. |
3,387,954 |
|
|
Rs. |
2,506,905 |
|
|
Rs. |
3,853,546 |
|
|
Rs. |
2,820,435 |
|
Active
pharmaceutical
ingredients and
intermediates |
|
|
2,729,138 |
|
|
|
1,076,045 |
|
|
|
2,935,800 |
|
|
|
932,294 |
|
Generics |
|
|
7,681,518 |
|
|
|
2,787,146 |
|
|
|
4,173,559 |
|
|
|
1,890,078 |
|
Drug discovery |
|
|
28,887 |
|
|
|
|
|
|
|
9,437 |
|
|
|
3,335 |
|
Custom
pharmaceutical
services |
|
|
1,568,677 |
|
|
|
377,930 |
|
|
|
1,278,968 |
|
|
|
339,060 |
|
Others |
|
|
38,091 |
|
|
|
(4,233 |
) |
|
|
68,341 |
|
|
|
49,245 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rs. |
15,434,265 |
|
|
Rs. |
6,743,793 |
|
|
Rs. |
12,319,651 |
|
|
Rs. |
6,034,447 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine months ended |
|
|
Nine months ended |
|
|
|
December 31, 2006 |
|
|
December 31, 2007 |
|
|
|
|
|
|
|
Gross profit/ |
|
|
|
|
|
|
Gross profit/ |
|
|
|
Revenues |
|
|
(loss) |
|
|
Revenues |
|
|
(loss) |
|
Formulations |
|
Rs. |
10,205,430 |
|
|
Rs. |
7,216,214 |
|
|
Rs. |
11,720,216 |
|
|
Rs. |
8,509,034 |
|
Active
pharmaceutical
ingredients and
intermediates |
|
|
7,935,773 |
|
|
|
2,876,236 |
|
|
|
8,793,160 |
|
|
|
2,991,890 |
|
Generics |
|
|
26,531,238 |
|
|
|
9,765,045 |
|
|
|
12,558,664 |
|
|
|
5,806,524 |
|
Drug discovery |
|
|
91,741 |
|
|
|
|
|
|
|
35,229 |
|
|
|
(9,216 |
) |
Custom
pharmaceutical
services |
|
|
4,655,141 |
|
|
|
1,286,153 |
|
|
|
3,456,221 |
|
|
|
1,103,733 |
|
Others |
|
|
102,893 |
|
|
|
(22,633 |
) |
|
|
190,431 |
|
|
|
(17,129 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rs. |
49,522,216 |
|
|
Rs. |
21,121,015 |
|
|
Rs. |
36,753,921 |
|
|
Rs. |
18,384,836 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
31
DR. REDDYS LABORATORIES LIMITED AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except share and per share data)
15. Segment reporting and related information (continued)
b) Analysis of revenue by geography
The Companys business is organized into five key geographic segments. Revenues are
attributable to individual geographic segments based on the location of the customer.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
Nine months ended |
|
|
|
December 31, |
|
|
December 31, |
|
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
India |
|
Rs. |
2,233,668 |
|
|
Rs. |
2,566,716 |
|
|
Rs. |
7,055,853 |
|
|
Rs. |
7,906,410 |
|
North America |
|
|
5,882,790 |
|
|
|
2,978,031 |
|
|
|
20,934,818 |
|
|
|
8,466,470 |
|
Europe |
|
|
4,330,077 |
|
|
|
4,048,389 |
|
|
|
11,425,088 |
|
|
|
11,227,801 |
|
Russia and other
countries of the
former Soviet Union |
|
|
1,302,600 |
|
|
|
1,502,769 |
|
|
|
3,790,591 |
|
|
|
4,471,276 |
|
Others |
|
|
1,685,130 |
|
|
|
1,223,746 |
|
|
|
6,315,866 |
|
|
|
4,681,964 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Rs. |
15,434,265 |
|
|
Rs. |
12,319,651 |
|
|
Rs. |
49,522,216 |
|
|
Rs. |
36,753,921 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
c) Analysis of property, plant and equipment by geography
Property, plant and equipment (net) attributed to individual geographic segments are given
below:
|
|
|
|
|
|
|
|
|
|
|
As of March 31, |
|
|
As of December 31, |
|
|
|
2007 |
|
|
2007 |
|
India |
|
Rs. |
10,061,138 |
|
|
Rs. |
12,410,742 |
|
North America |
|
|
1,701,157 |
|
|
|
1,541,642 |
|
Russia and other countries of the former Soviet Union |
|
|
26,618 |
|
|
|
190,886 |
|
Europe |
|
|
629,330 |
|
|
|
604,177 |
|
Others |
|
|
9,555 |
|
|
|
878 |
|
|
|
|
|
|
|
|
|
|
Rs. |
12,427,798 |
|
|
Rs. |
14,748,325 |
|
|
|
|
|
|
|
|
16. Subsequent events
Write-down of intangible assets acquired in Iberia acquisition
In May 2006, the Companys wholly owned subsidiary, Reddy Pharma Iberia, S.A., acquired
marketing authorizations and marketing authorization applications for certain specialty
pharmaceutical products, along with the related trademark rights and physical inventories of the
products, from Laboratorios Litaphar, S.A. (Litaphar) for a total consideration of Rs.218,920
(Euro 3,740). Litaphar, a Spanish company, was engaged in the promotion, distribution and
commercialization of pharmaceutical products and chemical-pharmaceutical specialties. As a result
of this acquisition, the Company acquired an opportunity to sell those products using their
existing brand names through its generics sales and marketing network.
During the quarter ended March 31, 2008, triggered by certain adverse market conditions such
as decrease in sales and increase in cost of procurement, the Company tested carrying value of
Litaphar intangibles for impairment. 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 amounting to Rs.127,506 and adjusted the carrying value of product related
intangibles as of March 31, 2008. The above write down relates to the Companys generics segment.
Impairment of goodwill
During the quarter ended March 31, 2008, the Company impaired goodwill amounting to Rs.90,437
which relates to its drug discovery segment.
Acquisitions
In
April 2008, the Company 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.1,354,307
32
(U.S.$ 33.5 million). The acquisition included customer contracts, associated products,
process technology, intellectual property, trademarks and the Dowpharma Small Molecules facilities
located in Mirfield and Cambridge, United Kingdom.
In April 2008, the Company acquired Jet Generici Srl, a company engaged in the sale of generic
finished dosages in Italy for a total cash consideration (subject to adjustments for working
capital etc.) of Rs.145,520 (Euro 2.3 million).
In April 2008, the Company acquired BASFs pharmaceutical contract manufacturing business
and its manufacturing facility in Shreveport, Louisiana, U.S.A. for a total consideration of Rs.1,606,565 (U.S.$ 39.8 million). The business involves contract manufacturing of generic
prescription and OTC products for branded and generic companies in the United States. This business
includes customer contracts, related ANDAs and NDAs, trademarks and the Shreveport manufacturing
facility.
33
OPERATING AND FINANCIAL REVIEW
Three months ended December 31, 2007 compared to three months ended December 31, 2006
The following discussion and analysis should be read in conjunction with the
consolidated financial statements and the related notes and the Operating and Financial Review and
Prospects included in our Annual Report on Form 20-F for the fiscal year ended March 31, 2007 on
file with the SEC (our Form 20-F) and the unaudited interim condensed consolidated financial
statements contained in this Report on Form 6-K and the related notes
This discussion contains forward-looking statements that involve risks and uncertainties. When
used in this discussion, the words anticipate, believe, estimate, intend, will and
expect and other similar expressions as they relate to us or our business are intended to
identify such forward-looking statements. We undertake no obligation to publicly update or revise
the forward-looking statements, whether as a result of new information, future events, or
otherwise. Actual results, performances or achievements could differ materially from those
expressed or implied in such forward-looking statements. Factors that could cause or contribute to
such differences include those described under the heading Risk Factors in our Form 20-F.
Readers are cautioned not to place reliance on these forward-looking statements that speak only as
of their dates.
The following table sets forth, for the periods indicated, our consolidated revenues and gross
margins by segment:
|
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|
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|
|
|
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|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended December 31, 2006 |
|
|
Three months ended December 31, 2007 |
|
|
|
|
|
|
|
Revenues |
|
|
|
|
|
|
Gross margin |
|
|
|
|
|
|
Revenues |
|
|
Gross |
|
|
Gross margin % |
|
|
|
Revenues |
|
|
% to total |
|
|
Gross margin |
|
|
% to sales |
|
|
Revenues |
|
|
% to total |
|
|
margin |
|
|
to sales |
|
|
|
|
|
|
Formulations |
|
Rs. |
3,388.0 |
|
|
|
22.0 |
% |
|
Rs. |
2,506.9 |
|
|
|
74.0 |
% |
|
Rs. |
3,853.5 |
|
|
|
31.3 |
% |
|
Rs. |
2,820.4 |
|
|
|
73.2 |
% |
Active
pharmaceutical
ingredients and
intermediates |
|
|
2,729.1 |
|
|
|
17.7 |
% |
|
|
1,076.0 |
|
|
|
39.4 |
% |
|
|
2,935.8 |
|
|
|
23.8 |
% |
|
|
932.3 |
|
|
|
31.8 |
% |
Generics |
|
|
7,681. 5 |
|
|
|
49.8 |
% |
|
|
2,787.1 |
|
|
|
36.3 |
% |
|
|
4,173.6 |
|
|
|
33.9 |
% |
|
|
1,890.1 |
|
|
|
45.3 |
% |
Drug discovery |
|
|
28.9 |
|
|
|
0.2 |
% |
|
|
|
|
|
|
|
|
|
|
9.4 |
|
|
|
0.1 |
% |
|
|
3.3 |
|
|
|
35.3 |
% |
Custom
pharmaceutical
services |
|
|
1,568.7 |
|
|
|
10.2 |
% |
|
|
377.9 |
|
|
|
24.1 |
% |
|
|
1,279.0 |
|
|
|
10.4 |
% |
|
|
339.1 |
|
|
|
26.5 |
% |
Others |
|
|
38.1 |
|
|
|
0.2 |
% |
|
|
(4.2 |
) |
|
|
(11.1 |
)% |
|
|
68.3 |
|
|
|
0.6 |
% |
|
|
49.2 |
|
|
|
72.1 |
% |
|
|
|
|
|
Total |
|
Rs. |
15,434.3 |
|
|
|
100.0 |
% |
|
Rs. |
6,743.8 |
|
|
|
43.7 |
% |
|
Rs. |
12,319.7 |
|
|
|
100.0 |
% |
|
Rs. |
6,034.4 |
|
|
|
49.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table sets forth, for the periods indicated, financial data as percentages of
total revenues and the increase (or decrease) by item as a percentage of the amount over the
comparable period in the previous year.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percentage of Sales |
|
|
|
|
Three months ended |
|
Percentage |
|
|
December 31, |
|
Increase/ |
|
|
2006 |
|
2007 |
|
(Decrease) |
|
Revenues |
|
|
100.0 |
|
|
|
100.0 |
|
|
|
(20.2 |
) |
Gross margin |
|
|
43.7 |
|
|
|
49.0 |
|
|
|
(10.5 |
) |
Selling, general and administrative expenses |
|
|
23.4 |
|
|
|
30.5 |
|
|
|
4.3 |
|
Research and development expenses |
|
|
4.4 |
|
|
|
7.3 |
|
|
|
32.2 |
|
Amortization expenses |
|
|
2.1 |
|
|
|
3.1 |
|
|
|
14.9 |
|
Write-down of intangible assets |
|
|
|
|
|
|
19.2 |
|
|
NC |
Foreign exchange (gain)/loss |
|
|
0.3 |
|
|
|
(0.7 |
) |
|
NC |
Operating income |
|
|
13.6 |
|
|
|
(10.3 |
) |
|
NC |
Other (expense)/income, net |
|
|
(1.6 |
) |
|
|
0.3 |
|
|
NC |
Income before income taxes |
|
|
12.0 |
|
|
|
(10.0 |
) |
|
NC |
Income tax benefit/(expenses) |
|
|
0.2 |
|
|
|
3.1 |
|
|
|
1,291.0 |
|
Net income |
|
|
12.2 |
|
|
|
(6.9 |
) |
|
NC |
34
Revenues
In the three months ended December 31, 2007:
|
|
Total revenues decreased by 20.2%, from Rs. 15,434.3 million for the three months ended
December 31, 2006 to Rs.12,319.7 million for the three months ended December 31, 2007.
Excluding the revenues from the sales of authorized generics from both years, revenues for the
three months ended December 31, 2007 declined by 1% to Rs.11,924.6 million as compared to
Rs.12,049.5 million for the three months ended December 31, 2006. |
|
|
Revenues from our formulations segment increased by 13.7% compared to three months ended
December 31, 2006. This increase was primarily driven by an increase in revenues from India,
Russia, Venezuela and former CIS countries. |
|
|
Revenues from our Active Pharmaceutical Ingredients and Intermediates (API) segment
increased by 7.6% compared to the three months ended December 31, 2006. This increase was
driven by growth in revenues from North America and Europe. |
|
|
Revenues of our generics segment decreased by 45.7% compared to the three months ended
December 31, 2006. Revenues for the three months ended December 31, 2006 include revenues from
sale of authorized generics of Rs.3,384.8 million. Excluding the from the sales of authorized
generics in both periods, revenues decreased by 12.1%. |
|
|
Revenues in our CPS segment decreased by 18.5% compared to the three months ended December
31, 2006. This decrease was primarily on account of a decrease in sales of our key products
naproxen and naproxen sodium. |
|
|
We received 24.2% of our revenues from North America (United States and Canada), 32.9% of
our revenues from Europe, 12.2% of our revenues from Russia and other former Soviet Union
countries, 20.8% of our revenues from India and 9.9% of our revenues from other countries. |
|
|
Significant weakening of the U.S. dollar as compared to the Indian rupee (average for the
quarter ended December 31, 2007 compared to average for the quarter ended December 31, 2006)
by approximately 12.2% had a negative impact on our sales because of the resulting decline in
rupee realization on sales made in U.S. dollars |
Segment analysis
Formulations. For the three months ended December 31, 2007, this segment contributed 31.3% of
our total revenues, as compared to 22.0% for the three months ended December 31, 2006. Revenues in
this segment increased by 13.7% to Rs.3,853.5 million for the three months ended December 31, 2007,
as compared to Rs.3,388.0 million for the three months ended December 31, 2006.
Revenues from sales of formulations in India constituted 51.7% of our total formulations
revenues for the three months ended December 31, 2007, compared with 50.9% for the three months
ended December 31, 2006. Revenues from India increased by 15.6% to Rs.1,991.5 million for the three
months ended December 31, 2007 from Rs.1,723.0 million for the three months ended December 31,
2006. This increase in revenues was on account of an increase in revenues of key brands such as
Razo, our brand of rabeprazole, Stamlo, our brand of amlodipine, Leon, our brand of levofloxacin,
Atocor, our brand of atorvastatin, and Omez, our brand of omeprazole. New products launched in
India in the financial year commencing April 2007 contributed Rs.64.9 million in the three months
ended December 31, 2007.
Revenues from sales of formulations outside India increased by 11.8% to Rs.1,862.0 million in
the three months ended December 31, 2007 from Rs.1,664.9 million in the three months ended December
31, 2006. Revenues from sales of formulations in Russia increased by 12.1% to Rs.1,094.2 million in
the three months ended December 31, 2007 from Rs.976.0 million in the three months ended December
31, 2006. This increase was on account of higher sales of our key brands such as Ketorol, our brand
of ketorolac, Omez, our brand of omeprazole and Lycocin, our brand of Capreomycin. Revenues from
other countries of the former Soviet Union increased by 25.1% to Rs.408.6 million in the three
months ended December 31, 2007 as compared to Rs.326.7 million in the three months ended December
31, 2006, primarily driven by an increase in revenues from sales of formulations in Ukraine and
Uzbekistan.
Active Pharmaceutical Ingredients and Intermediates: In the three months ended December 31,
2007, this segment contributed 23.8% of our total revenues compared to 17.7% in the three months
ended December 31, 2006. Revenues in this segment increased by 7.6% to Rs.2,935.8 million in the
three months ended December 31, 2007, as compared to Rs.2,729.1 million in the three months ended
December 31, 2006.
During the three months ended December 31, 2007, revenues from sales of API in India accounted
for 19.3% of our revenues from this segment compared to 17.7% in the three months ended December
31, 2006. Revenues from sales of API in India increased by 17.4% to Rs.565.8 million in the three
months ended December 31, 2007, as compared to Rs.481.8 million in the three months ended December
31, 2006. This increase was primarily due to an increase in sales of ciprofloxacin, clopidogrel,
naproxen sodium and ramipril, partially offset by a decrease in revenues from sales of sertraline
hydrochloride and sparfloxacin.
Revenues from sales of API outside India increased by 5.5% to Rs.2,370.1 million in the three
months ended December 31, 2007
35
from Rs.2,247.4 million in the three months ended December 31, 2006. Revenues from North
America increased by 89.4% to Rs.998.7 million in the three months ended December 31, 2007 from
Rs.527.2 million in the three months ended December 31, 2006. This increase was primarily on
account of an increase in revenues from sales of finasteride, olanzapine and ramipril, which were
partially offset by a decrease in sales of naproxen sodium and nizatidine. Revenues from Europe
increased by 26% to Rs.648.5 million in the three months ended December 31, 2007 from Rs.514.6
million in the three months ended December 31, 2006. The increase in revenues was mainly on account
of an increase in sales of ramipril and terbinafine, as well as an increase in sales of olanzapine
which had no corresponding sales in the three months ended December 31, 2006. This increase was
partially offset by a decrease in sales of montelukast and sertraline. Revenues from other markets
decreased by 40% to Rs.722.8 million in the three months ended December 31, 2007 from Rs.1,205.6
million in the three months ended December 31, 2006, primarily due to a decrease in revenues from
Israel and Turkey, partially offset by an increase in revenues from South Korea, Mexico and Japan.
Generics: In the three months ended December 31, 2007, this segment contributed 33.9% of our
total revenues compared to 49.8% in the three months ended December 31, 2006. Revenues decreased by
45.7% to Rs.4,173.6 million in the three months ended December 31, 2007 from Rs.7,681.5 million in
the three months ended December 31, 2006.
Revenues from sales of generic products in North America decreased by 62.7% to Rs.1,724.9
million in the three months ended December 31, 2007 from Rs.4,630.4 million in the three months
ended December 31, 2006. Excluding the revenues from sales of authorized generics from both
periods, revenues increased by 6.8% to Rs.1,329.9 million. This increase was primarily due to an
increase in revenues from sales of simvastatin (our generic version of Zocor®) and revenues from
the OTC business, which were partially offset by declines in revenues of ondansetron and
fexofenadine. In September 2007, we commenced our own OTC business with the launch of ranitidine
(our generic version of Zantac®), which contributed revenues of Rs.50.4 million during
the three month period ended December 31, 2007.
Revenues from sales of generic products in Europe decreased by 19.9% to Rs.2,432.2 million in
the three months ended December 31, 2007, as compared to Rs.3,035.3 million in the three months
ended December 31, 2006. The decrease was primarily on account of a decline in price realizations
in Germany and the United Kingdom for a key products that we sell in these countries.
Custom Pharmaceutical Services (CPS): Revenues from our CPS segment decreased by 18.5% to
Rs.1,279.0 million in the three months ended December 31, 2007 from Rs.1,568.7 million in the three
months ended December 31, 2006. This decrease was primarily on account of a decrease in revenues
from sales of our key products naproxen and naproxen sodium.
Cost of revenues
As a result of the trends described in Revenues above and Gross Profits below, our cost of
revenues decreased by 27.7% to Rs.6,285.2 million in the three months ended December 31, 2007 from
Rs.8,690.5 million in the three months ended December 31, 2006. Cost of revenues was 51% in the
three months ended December 31, 2007, as compared to 56.3% in the three months ended December 31,
2006.
Cost of revenues of the formulations segment, as a percentage of this segments revenues,
increased to 26.8% in the three months ended December 31, 2007, as compared to 26.0% in the three
months ended December 31, 2006. The cost of revenues for our active pharmaceutical ingredients
segment, as a percentage of this segments revenues, increased to 68.2% in the three months ended
December 31, 2007, as compared to 60.6% in the three months ended December 31, 2006. The cost of
revenue for our generics segment, as a percentage of this segments revenues, decreased to 54.7% in
the three months ended December 31, 2007, as compared to 63.7% in the three months ended December
31, 2006. The cost of revenue of our custom pharmaceuticals services segment, as a percentage of
this segments revenues, decreased to 73.5% in the three months ended December 31, 2007, as
compared to 75.9% in the three months ended December 31, 2006.
Gross Margin
Total gross margin decreased by 10.5% to Rs.6,034.4 million in the three months ended December
31, 2007 from Rs.6,743.8 million in the three months ended December 31, 2006. Total gross margin
as a percentage of total revenues was 49% in the three months ended December 31, 2007, compared to
43.7% in the three months ended December 31, 2006.
Formulations: Gross margin, as a percentage of this segments revenues, was 73.2% in the three
months ended December 31, 2007, as compared to 74% in the three months ended December 31, 2006. The
decrease in gross margin as a percentage of revenues was mainly due to the unfavorable impact of
depreciation of the U.S. dollar compared to the Indian rupee, offset by a decrease in excise duty
expense on account of benefits realized from the full operation of a new plant situated at Baddi,
India, which is located in a zone that enjoys certain tax exemptions, and also offset by increases
in product prices in Russia effective in June 2007.
36
Active Pharmaceutical Ingredients and Intermediates: Gross margin, as a percentage of this
segments revenues, decreased to 31.8% in the three months ended December 31, 2007, from 39.4% in
the three months ended December 31, 2006. The decrease was primarily on account of the unfavorable
impact of depreciation of the U.S. dollar compared to the Indian rupee, partially offset by sales
of high margin products such as olanzapine and amlodipine.
Generics: Gross margin, as a percentage of this segments revenues, was 45.3% in the three
months ended December 31, 2007, compared to 36.3% in the three months ended December 31, 2006. The
increase in gross margin as a percentage of revenues was primarily due to a decrease in revenue
from sales of authorized generics, which earn gross margin significantly below average gross margin
of this segment. Sales of authorized generics contributed 9.5% of segment revenues in the quarter
ended December 31, 2007 compared to 44.1% of segment revenues in the quarter ended December 31,
2006.
Custom Pharmaceutical Services (CPS): Gross margin, as a percentage of this segments
revenues, was 26.5% in the three months ended December 31, 2007 as compared to 24.1% in the three
months ended December 31, 2006. This increase was on account of an increase in the proportion of
revenues from our service business, as a percentage of the total revenues of this segment,
partially offset by a decrease in sales of our high margin products naproxen and naproxen sodium.
Selling, general and administrative expenses
Selling, general and administrative expenses as a percentage of total revenues were 30.5% in
the three months ended December 31, 2007, as compared to 23.4% in the three months ended December
31, 2006. Selling, general and administrative expenses increased by 4.3% to Rs.3,759.7 million in
the three months ended December 31, 2007 from Rs.3,604.1 million in the three months ended December
31, 2006. This increase was largely on account of an increase in marketing expenses by 18% (in
particular, an increase in advertisement expenses due to advertisements undertaken for key products
in Ukraine, Russia and Belarus), an increase in selling expenses (due to an increase in customer
relationship management activities) and an increase in commissions on sales and in shipping charges
commensurate to the increase in our sale volumes. The above increase was partially offset by a
decrease in general expenses, largely due to a decrease in legal and professional expenses
(attributable to focused efforts to reduce such expenses) and a decrease in directors remuneration
(due to a decrease in our profits).
Research and development expenses
Research and development expenses increased by 32.2% to Rs.893.8 million in the three months
ended December 31, 2007 from Rs.676.2 million in the three months ended December 31, 2006. As a
percentage of revenues, research and development expenses accounted for 7.3% of total revenue in
the three months ended December 31, 2007, as compared to 4.4% in the three months ended December
31, 2006. Under the terms of our research and development partnership with I-VEN Pharma Capital
Limited (I-VEN), we received Rs.984.6 million in March 2005 to be applied to research and
development costs in our generics segment, of which Rs.76.8 million was recorded as a reduction in
research and development expenses in the three months ended December 31, 2006, compared to Rs.0 in
the three months ended December 31, 2007. Research and development expenses have increased by 9.3%.
The increase in expenses was primarily on account of an increase in expenses in our formulations
and generics segments due to an increase in raw material and activity costs, partially offset by a
decrease in expenses in our discovery segment because of reduced activity.
Amortization expenses
Amortization expenses increased by 14.9% to Rs.379.1 million in the three months ended
December 31, 2007 from Rs.330.1 million in the three months ended December 31, 2006. The marginal
increase in amortization expense during the current quarter (as compared to the quarter ended
December 31, 2006) was primarily on account of increased amortization of the intangible relating to
beneficial toll manufacturing contract. During the quarter ended March 31, 2007, pursuant to an
amendment to a beneficial toll manufacturing contract, the useful life of the intangible asset was
reduced.
Write-down of intangible assets
During the three month period ended December 31, 2007, the Company tested carrying value of
betapharm intangibles for impairment. Such testing was triggered by certain adverse market
conditions, such as decreases in market prices and an increasing trend in certain new type of
rebates being negotiated with State Healthcare Insurance (SHI) fund companies, which market
conditions were further affected by supply constraints. As a result of this review, the Company
recorded a write-down of intangible assets amounting to Rs.2,361.0 and adjusted the carrying value
of certain product related intangibles as of December 31, 2007. The fair value of these
intangibles was determined based on discounted cash flow approach.
37
Foreign exchange gain/loss
Foreign exchange gain was Rs.86.6 million in the three months ended December 31, 2007,
compared to a loss of Rs.49.0 million in the three months ended December 31, 2006. In the three
months ended December 31, 2007, the rupee appreciated by Rs.0.430 per U.S.$1.00. Our gain was
primarily on account of mark to market gain as well as realized gains on derivative contracts,
taken to hedge receivables and deposits, and translation gains of loans. These gains were
partially offset by translation and realization loss on foreign currency receivables.
In the three months ended December 31, 2006 the Indian rupee appreciated by Rs.1.665 per U.S.
dollar. The loss on translation of receivables, net of payables, was partially offset by gains on
short U.S.$/INR forward contracts taken to hedge receivables and packing credit loans in foreign
currency.
Operating income
As a result of the foregoing, we had an operating loss of Rs.(1,271.1) million for the three
months ended December 31, 2007, as compared to income of Rs.2,104.9 million for the three months
ended December 31, 2006.
Other expense/income, net
In the three months ended December 31, 2007, our net other income, net of other expense, was
Rs.38.8 million. Against this, we had net other expense, net of other income, of Rs.241.3 million
in the three months ended December 31, 2006. This was primarily due to a decrease in net interest
expense from Rs.309.3 million in the three months ended December 31, 2006 to Rs.82.8 million in the
three months ended December 31, 2007. Lower interest expense in the current quarter was because of
repayment of a 130 million EURO loan during the nine month period ended December 31, 2007 and lower
demand loans taken towards working capital requirements during the three months ended December 31,
2007. During the three months ended December 31, 2007, we also earned Rs.23.5 million from our
investments in mutual funds.
Income before income taxes and minority interest
As a result of the foregoing, we had a loss before income taxes and minority interest of
Rs.(1,229.5) million in the three months ended December 31, 2007, as compared to income of
Rs.1,851.7 million in the three months ended December 31, 2006.
Income tax benefit/expense
We had an income tax benefit of Rs.379.9 million in the three months ended December 31, 2007,
compared to a benefit of Rs.27.3 million in the three months ended December 31, 2006. The
significant benefit was primarily on account of the deferred tax benefit recognized on the write
down of intangibles of betapharm.
Net income
As a result of the above, we had a loss of Rs.846.6 million for the three months ended
December 31, 2007, compared to a profit of Rs.1,879.4 million for the three months ended December
31, 2006.
Critical Accounting Policies
Critical accounting policies are those most important to the portrayal of our financial
condition and results and that require the most exercise of our judgment. We consider the policies
discussed under the following paragraphs to be critical for an understanding of our financial
statements.
Accounting estimates
While preparing financial statements we make estimates and assumptions that affect the
reported amount of assets, liabilities, disclosure of contingent liabilities at the balance sheet
date and the reported amount of revenues and expenses for the reporting period. Financial reporting
results rely on our estimate of the effect of certain matters that are inherently uncertain. Future
events rarely develop exactly as forecast and the best estimates require adjustments, as actual
results may differ from these estimates under different assumptions or conditions. We continually
evaluate these estimates and assumptions based on the most recently available information.
Specifically, we make estimates of:
|
|
the useful life of property, plant and equipment and intangible assets; |
38
|
|
impairment of long-lived assets, including identifiable intangibles and goodwill; |
|
|
|
our future obligations under employee retirement and benefit plans; |
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|
allowances for doubtful accounts receivable; |
|
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|
inventory write-downs; |
|
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|
allowances for sales returns; and |
|
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|
valuation allowance in respect of deferred tax assets. |
We depreciate the value of property, plant and equipment over their useful lives using the
straight-line method. Estimates of useful life are subject to changes in economic environment and
different assumptions. Assets under capital leases are amortized over their estimated useful life
or lease term, as appropriate. We review long-lived assets, including identifiable intangibles and
goodwill, for impairment whenever events or changes in circumstances indicate that the carrying
amount of an asset may not be recoverable. We measure recoverability of assets to be held and used
by comparing the carrying amount of an asset to future net undiscounted cash flows expected to be
generated by the asset. If such assets are considered to be impaired, the impairment to be
recognized is measured by the amount by which the carrying amount of the assets exceeds the fair
value of the assets. Considerable management judgment is necessary to estimate discounted future
cash flows. Accordingly, actual outcomes could vary significantly from such estimates. Factors such
as changes in the planned use of buildings, machinery or equipment or lower than anticipated sales
for products with capitalized rights could result in shortened useful lives or impairment.
In accordance with applicable Indian laws, we provide a defined benefit retirement plan
(Gratuity Plan) covering certain categories of employees. The Gratuity Plan provides a lump sum
payment to vested employees at retirement or termination of employment, at an amount based on the
respective employees last drawn salary and the years of employment with us. Liability with regard
to the Gratuity Plan is determined by an actuarial valuation, based upon which we make
contributions to the Gratuity Fund. In calculating the expense and liability related to this plan,
assumptions are made about the discount rate, expected rate of return on plan assets, withdrawal
and mortality rates and rate of future compensation increases as determined by us, within certain
guidelines. The assumptions used may differ materially from actual results, resulting in a
significant impact on the amount of expense recorded by us.
We make allowances for doubtful accounts receivable based on the present and financial
condition of the customer and aging of the accounts receivable, after considering historical
experience and the current economic environment. Actual losses due to doubtful accounts may differ
from the allowances made. However, we believe that such losses will not materially affect our
consolidated results of operations.
We write down inventory for obsolescence, expired inventory and inventories with carrying
values in excess of realizable values based on our assessment of future demands, market conditions
and our specific inventory management initiatives. If the market conditions and actual demand is
less favorable than our estimates, additional inventory write-downs may be required. In all cases,
inventory is carried at the lower of historical costs or realizable value.
Revenue recognition
Product sales
Revenue is recognized when significant risks and rewards in respect of ownership of products
are transferred to the customer, generally stockists or formulations manufacturers, and when the
following criteria are met:
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|
Persuasive evidence of an arrangement exists; |
|
|
|
|
The price to the buyer is fixed and determinable; and |
|
|
|
|
Collectibility of the sales price is reasonably assured. |
Revenue from domestic sales of formulation products is recognized on delivery of the product
to the stockist by our consignment and clearing and forwarding agent. Revenue from domestic sales
of active pharmaceutical ingredients and intermediates is recognized on delivery of products to
customers from our factories. Revenue from export sales is recognized when significant risks and
rewards in respect of ownership of products are transferred to customers, which is based on terms
of the contract. Revenue from product sales includes excise duty and is recorded net of sales tax
and applicable discounts and allowances.
39
Sales of formulations in India are made through clearing and forwarding agents to stockists.
Significant risks and rewards in respect of ownership of formulation products are transferred by us
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.
Sales of active pharmaceutical ingredients and intermediates in India are made directly to the
end customers generally, formulation manufacturers, from our factories. Sales of formulations and
active pharmaceutical ingredients and intermediates outside India are made directly to the end
customers, generally stockists or formulations manufacturers, from us or our subsidiaries.
We have entered into marketing arrangements with certain marketing partners for the sale of
goods. Under such arrangements, we sell generic products to our marketing partners at a price
agreed in the arrangement. Revenue is recognized on these transactions upon delivery of products to
our marketing partners as all the conditions under Staff Accounting Bulletin No.104 (SAB 104) are
met. Subsequently, our marketing partners remit to us an additional amount based on the sale
proceeds of sales made by them to the end customer. Such amount is determined as per the terms of
the marketing arrangement and is recognized by us when the realization is certain under the
guidance given in SAB 104.
Revenue from sales of generic products is recognized as revenue when products are delivered
and significant risks and rewards in respect of ownership of products passes on to the customer.
Provisions for chargeback, rebates 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 us. 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 and other customers and the
average inventory holding by the wholesaler. Such provisions are disclosed as a reduction of
accounts receivable.
We account for sales returns in accordance with SFAS 48, Revenue Recognition when Right to
Return Exists by recording an accrual based on our estimate of expected sales returns.
We deal in various products and operate in various markets and our estimates of sales returns
are determined primarily by our experience in these markets. In respect of established products,
we determine an estimate of sales returns accrual primarily based on our historical experience
regarding such sales returns. Additionally, other factors that we consider in determining the
estimate include levels of inventory in the distribution channel, estimated shelf life, product
discontinuances, price changes of competitive products and introductions of competitive new
products, to the extent each of these factors impact on our business and our markets. We consider
all of these factors and adjust the sales returns accrual to reflect our actual experience.
With respect to new products that we introduce, those are either extensions of an existing
line of products or in a general therapeutic category where we have historical experience. Our new
product launches have historically been in therapeutic categories where established products exist
and are sold either by us or our competitors. We have not yet introduced products in a new
therapeutic category where the sales return experience of such products is not known. The amount
of sales returns for our newly launched products do not significantly differ from sales return
experience of current products marketed by us or competitors (as we understand based on industry
publications and discussions with our customers). Accordingly, we do not expect sales returns for
new products to be significantly different from expected sales returns of current products. We
evaluate the sales returns of all of our products at the end of each reporting period and record
necessary adjustments, if any. To date, no significant revision has been determined to be
necessary.
Service income
Income from services primarily derives from contract research, and such research is recognized
as the related services are performed in accordance with the terms of the contract and when all the
conditions under SAB 104 are met. Arrangements with customers for contract research and other
related services are either on a fixed price or a time and material basis.
License fees
Non-refundable milestone payments are recognized in the statement of operations when earned,
in accordance with the terms of the license agreement, and when we have 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 of each
milestone earned bears to the total milestone payments agreed in the license agreement. Where the
upfront license fees are a composite amount and cannot be attributed to a specific molecule, they
are amortized over the development period. The milestone payments increase during the development
period as the risk involved decreases. The agreed milestone payments reflect the progress of the
development of the molecule and may not be spread evenly over the development period. Accordingly,
the milestone payments are a fair representation of the extent of progress made in the development
of these underlying molecules. In the event the
40
development of a molecule is discontinued, the corresponding amount of deferred revenue is
recognized in the statement of operations in the period in which the project is terminated.
We have entered into certain dossier sales, licensing and supply arrangements that include
certain performance obligations. Based on an evaluation of whether or not these obligations are
inconsequential or perfunctory, we defer the upfront payments received under these arrangements.
Such deferred revenue is recognized in the consolidated statement of operations in the period in
which we completes our remaining performance obligations.
Stock-based compensation
We use the Black-Scholes option pricing model to determine the fair value of each option
grant. The Black-Scholes model includes assumptions regarding dividend yields, expected volatility,
expected lives and risk free interest rates. These assumptions reflect our best estimates, but
these assumptions involve inherent market uncertainties based on market conditions generally
outside of our control. As a result, if other assumptions had been used in the current period,
stock-based compensation expense could have been materially impacted. Furthermore, if we use
different assumptions in future periods, stock-based compensation expense could be materially
impacted in future years.
The fair value of each option is estimated on the date of grant using the Black-Scholes model
with the following assumptions:
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Three months ended December 31, |
|
Nine months ended December 31, |
|
|
2006 |
|
2007* |
|
2006 |
|
2007 |
Dividend yield |
|
|
0.5 |
% |
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|
|
|
|
|
0.5 |
% |
|
|
0.75 |
% |
Expected life |
|
12-48 months |
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|
12-48 months |
|
12-48 months |
Risk free interest rates |
|
|
6.5 7.4 |
% |
|
|
|
|
|
|
6.5 7.4 |
% |
|
|
7.8 8.2 |
% |
Volatility |
|
|
30.5 33.6 |
% |
|
|
|
|
|
|
30.5 33.6 |
% |
|
|
28.4 32.7 |
% |
|
|
|
* |
|
No grants were made during the three months ended December 31, 2007 |
Prior to April 1, 2006, we accounted for our stock-based compensation plans under SFAS 123. On
April 1, 2006, we adopted SFAS No. 123(R) (revised 2004), Share Based Payment (SFAS No. 123(R))
under the modified-prospective application. Under the modified-prospective application, SFAS No.
123(R) applies to new awards and to awards modified, repurchased, or cancelled after adoption.
Under SFAS No. 123 we had a policy of recognizing the effect of forfeitures only as they
occurred. Accordingly, as required by SFAS No. 123(R), on April 1, 2006, we estimated the
forfeiture of the outstanding unvested stock options as of April 1, 2006 and have recognized a gain
of Rs.14,806 on account of cumulative effect adjustments for estimating forfeitures rather than
actual forfeitures. For the nine months ended December 31, 2006 and 2007, an amount of Rs.136,729
and Rs.182,491, respectively, has been recorded as total employee stock-based compensation expense
Functional Currency
Our foreign subsidiaries have different functional currencies, determined based on the
currency of the primary economic environment in which they operate. For subsidiaries that operate
in a highly inflationary economy, the functional currency is determined as the Indian rupee. Due
to various subsidiaries operating in different geographic locations, a significant level of
judgment is involved in evaluating the functional currency for each subsidiary.
With respect to our foreign subsidiaries which market our products in their respective
countries/regions, the functional currency has been determined as the Indian rupee, based on an
individual and collective evaluation of the various economic factors listed below.
The operations of these foreign subsidiaries are largely restricted to importing finished
goods from us in India, sale of these products in the foreign country and remitting the sale
proceeds to us. The cash flows realized from sale of goods are readily available for remittance to
us and cash is remitted to us on a regular basis. The costs incurred by these subsidiaries are
primarily the cost of goods imported from us. The financing of these subsidiaries is also done
directly or indirectly by us.
With respect to other subsidiaries, the functional currency is determined as the local
currency, being the currency of the primary economic environment in which the subsidiary operates.
41
Income Taxes
Income taxes are accounted for using the asset and liability method. Deferred tax assets and
liabilities are recognized for the future tax consequences attributable to differences between the
financial statement carrying amounts of existing assets and liabilities and their respective tax
bases and operating loss carry-forwards. Deferred tax assets and liabilities are measured using
enacted tax rates expected to apply to taxable income in the years in which those temporary
differences are expected to be recovered or settled. The effect on deferred tax assets and
liabilities of a change in tax rates is recognized in the consolidated statement of operations in
the period that includes the enactment date. Valuation allowance is established when necessary to
reduce deferred tax assets to the amount considered more likely than not to be realized.
We adopted FASB Interpretation No. 48 (FIN 48), Accounting for Uncertainty in Income Taxes -
an interpretation of FASB Statement No. 109, on April 1, 2007. This Interpretation clarifies the
accounting for uncertainty in income taxes recognized in an enterprises financial statements in
accordance with SFAS No. 109, Accounting for Income Taxes, and prescribes a recognition threshold
of more-likely-than-not to be sustained upon examination. The accounting and disclosures of tax
positions taken or expected to be taken on a tax return by us are based on the recognition
threshold and measurement attribute as prescribed by FIN 48. We recognize penalties and interest
related to unrecognized tax benefits as a component of income taxes.
Litigation
We are involved in various patent challenges, product liability, commercial litigation and
claims, governmental and/or regulatory inspections, inquiries, investigations and other legal
proceedings, including patent and commercial matters that arise from time to time in the ordinary
course of our business. We assess, in consultation with our counsel, the need to accrue a liability
for such contingencies and record a reserve when we determine that a loss related to a matter is
both probable and reasonably estimable. Because litigation and other contingencies are inherently
unpredictable, our assessment can involve judgments about future events.
Liquidity and Capital Resources
We have primarily financed our operations through cash flows generated from operations and
short-term borrowings for working capital. Our principal liquidity and capital needs are for making
investments, the purchase of property, plant and equipment, regular business operations and drug
discovery.
As part of our growth strategy, we continue to review opportunities to acquire companies,
complementary technologies or product rights. To the extent that any such acquisitions involve cash
payments, rather than the issuance of shares, we may need to borrow from banks or raise additional
funds from the debt or equity markets.
The following table summarizes our statements of cash flows for the periods presented:
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Nine months ended December 31, |
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2006 |
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2007 |
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2007 |
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(Rs. in millions , U.S.$ in thousands) |
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Net cash provided by/(used in): |
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Operating activities |
|
Rs. |
6,468.0 |
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Rs. |
3,219.5 |
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U.S.$ |
81,694 |
|
Investing activities |
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|
2,049.9 |
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|
(6,616.7 |
) |
|
|
(167,894 |
) |
Financing activities |
|
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4,865.1 |
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|
|
(7,686.8 |
) |
|
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(195,049 |
) |
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Net increase/(decrease) in cash and cash equivalents |
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13,383.0 |
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(11,084.0 |
) |
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(281,249 |
) |
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Effect of exchange rate changes on cash |
|
Rs. |
(496.9 |
) |
|
Rs. |
(653.0 |
) |
|
U.S.$ |
(16,570 |
) |
Cash Flow From Operating Activities
The net cash provided by operating activities decreased to Rs.3,219.5 million for the nine
months ended December 31, 2007 as compared to Rs.6,468 million for the nine months ended December
31, 2006.
Net cash provided by operating activities for the nine months ended December 31, 2007
consisted primarily of cash attributable to our net income of Rs.3,650 million, subject to
adjustments for non-cash items amounting to Rs.2,614 million, and cash attributable to our increase
in working capital by Rs.2,759 million. Such increase in working capital was caused by an increase
in our receivables by Rs.293 million, in our inventories by Rs.3,008 million and in our other
assets by Rs.1,393 million and also by a decrease in accrued expense by Rs.289 million, all of
which were partly offset by an increase in trade payables of Rs.1,222 million and other liabilities
of Rs.850 million.
42
Decrease in the net cash provided by operating activities for the nine months ended December
31, 2007 as compared to the nine months ended December 31, 2006 is largely attributed to the fact
that profit increases due to launches of authorized generics products, which were present in the
previous period, are absent in the current period.
Cash Flow From Investing Activities
While our investing activities provided a net cash of Rs.2,049 million for the nine months
ended December 31, 2006, there was a cash outflow of Rs.6,617.2 million for the nine months ended
December 31, 2007. This was primarily on account of additional expenditures on property, plant and
equipment of Rs.3,818 million, acquisitions of intangible assets of Rs.432 million and net purchase
of securities amounting to Rs.2,964 million, partly offset by release of restricted cash of Rs.582
million as a result of repayment of a long term non-recourse loan.
Cash Flows From Financing Activities
While our financing activities provided net cash of Rs.4,865 million for the nine months ended
December 31, 2006, there was a cash outflow of Rs.7,686.8 million for the nine months ended
December 31, 2007. This was primarily due to repayment of a long term non-recourse loan of Rs.6,266
million and bank borrowings of Rs.698 million. In addition, we made a dividend payment to our
shareholders of Rs.737 million.
The following table provides a list of our principal debts outstanding as of December 31,
2007:
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Debt |
|
Principal Amount |
|
Interest Rate |
|
(Rs. in millions, U.S.$/ EURO in thousands ) |
Short-term borrowings from banks (for working capital) |
|
Rs. |
2,480.62 |
|
|
U.S.$ |
62,944 |
|
|
LIBOR+50 to 65 bps
foreign currency
Denominated loan |
|
Long term loan |
|
Rs. |
14,591.88 |
|
|
U.S.$ |
12,446 |
|
|
Libor + 70 bps |
|
|
|
|
|
|
EURO 223,440 |
|
Euribor + 70 bps |
Trend information
Formulations
India and Russia are two strategic markets for our formulations business, constituting
approximately 80% of the revenues for fiscal 2008 of this segment. In both of these markets, we
continue to grow our revenues and our rank in the market consistently year after year as a result
of our product franchise and customer relationships built over the years.
According to the Operations Research Group International Medical Statistics (ORG IMS) in its
Moving Annual Total (MAT) report for the year ended March 31, 2008, the Indian pharmaceutical
market continues to be highly fragmented and dominated by Indian companies. The industry recorded
retail sales of approximately U.S.$8 billion, representing a growth in value of 14.8% over the
previous year on a MAT basis. The ORG IMS MAT report projects that the Indian pharmaceutical market
will grow at 11%-13% per year between 2008 and 2020, achieving an ultimate market value of U.S.$30
billion. The major growth influencers will be population dynamics, high disease prevalence,
increased health care access, changing health care models and greater capacity to spend.
According to ORG IMS MAT report for the year ended March 31, 2008, the market share of the No.
1 ranked Indian retail sales pharmaceutical company was only 5.1%. In this competitive scenario, we
have been listed as one of the top 10 pharmaceutical companies with a market share of 2.3%. Overall
growth during fiscal 2008 was driven by the performance of our key brands as well as new products
launched. We also benefited from the launch of our second biologics product in India Reditux.
Even one year after our launch, there are no new entrants in the marketplace and we expect to
launch more products from our biologics pipeline in India.
In Russia, we continue to match the industry growth rate in the retail segment. Revenues in
Russia increased by 22%, crossing the U.S.$100 million milestone. We are among the fastest growing
international branded generic company in Russia by product sales volumes. Pharmexpert, a market
research firm, ranked us No. 14 in sales in Russia with a market share of 1.24% as of March 2008 in
its MAT report for the first quarter of calendar year 2008 (the Pharmexpert MAT Q1 2008 Report)
based on our strong performance. We also consolidated our new hospitals and OTC segments, which
are significantly supplementing the growth led by the prescription segment. All of the companies
ranked ahead of us were either multinational corporations or of European origin. Accordingly, we
were the top ranked Indian pharmaceutical company in Russia.
43
The regulatory environment in the developing markets outside of India is changing, with most
countries having moved or moving towards recognizing product patents. This implies that gradually
these countries will move from being less-regulated markets to semi-regulated markets wherein
the patent regimes and regulatory compliance will start converging with the regulated markets of
North America and Europe. Many of the governments in these countries are in the process of
implementing various healthcare reforms to promote the consumption of generic drugs in order to
contain their healthcare costs. This presents growth opportunities in several of these markets. We
continue to experience significant growth from the countries in the former Soviet Union, South
Africa, Venezuela and China through new product launches. We are also increasing our efforts to
expand our business in other markets such as Australia and New Zealand.
Active Pharmaceutical Ingredients and Intermediates
In this segment, we are focused on acquiring new customers and increasing our level of
engagement with existing customers in global key markets by marketing additional products from our
product portfolio. We are also focused on identifying unique product opportunities in key markets
and protecting them through patenting strategies. As of
March 31, 2008, we had a pipeline of 281
drug master filings (DMFs) of which 127 were in the United States. With patent expiries in
several markets in the next few years, we intend to promote growth in fiscal 2009 and beyond by
leveraging our portfolio of markets and products. The success of our API products in our key
markets is contingent upon the extent of competition in the generics market, and we anticipate that
such competition will continue to be significant.
Generics
In this segment, we are focused on the regulated markets of North America (the United States
and Canada) and Europe. In the United States, our revenues during fiscal 2007 benefited
significantly from the launch of fexofenadine, the generic version of Allegra® (launched at risk
(i.e., prior to resolution of patent infringement claims) in April 2006), simvastatin, the
authorized generic version of Zocor®, finasteride 5 mg, the authorized generic version of Proscar®,
and ondansetron, the generic version of Zofran®. The benefit of these high value launches in terms
of marketing exclusivity, higher market share and higher pricing was for a limited period and was
mostly accrued in fiscal 2007. Similar high value launches were largely absent in fiscal 2008. In
view of this, the overall revenues in North America in fiscal 2008 declined as compared to fiscal
2007.
Revenues in fiscal 2008 in North America thus represent normalized base business revenues.
Continuing with our stated strategy, we intend to expand our portfolio over the next few years by
adding solid dosages forms as well as alternate dosage forms by complementing our internal product
development effort through business alliances.
Following the suspension of OTC packaging and distribution activities at Leiner Health
Products, Inc., which was our important customer, we entered the private label OTC business in
fiscal 2008 by launching two products. The initial response from various customer groups has been
positive. We have also initiated the supply to the United States Department of Veteran Affairs and
the Department of Defense. The first product to be supplied to the U.S. Government was finasteride
5mg.
Wherever possible, we will continue to explore the possibilities of mutually beneficial
settlement of ongoing Paragraph IV litigation cases. As an example, in fiscal 2007, we settled the
litigation for
Sumatriptan,
the generic version of
Imitrex®,
with the innovator GlaxoSmithKline. Similarly, in
fiscal 2008, we settled the litigation for Rivastigmine, the generic
version of Exelon®,
with the innovator Novartis. Apart from the abovementioned initiatives of diversifying into new channels and lines of businesses and
settlements, we are also acting on other fronts to increase our generics business in the U.S. as a
standalone profitable business. We are conscious of the extremely competitive nature of the market
which continuously causes downward pressure on product selling prices. We have initiated on an
ongoing basis a review and execution mechanism to reduce the delivered cost of our products through
several cost reduction initiatives. We intend to diversify not only our customer base but our
products also by focusing more on difficult-to-make and low competition products to safeguard our
margins.
As of March 31, 2008, we had filed a total of 122 ANDAs with the U.S. FDA. We had 70 ANDAs
pending approval with U.S. FDA as of March 31, 2008, which included 10 tentative approvals.
In Germany, fiscal 2008 represented the second full year of consolidation of revenues and net
income of betapharm, which we acquired in March 2006. Germanys pharmaceutical industry continues
to go through health care reforms which have put pressures on prices. As of April 1, 2007, the
Statutory Health Insurance Competition Strengthening Act (also known as the GKV-WSG Act) took
effect in Germany with the purpose of strengthening competition in public health insurance to
regulate the German health care system. The law has significantly increased the power of the
insurance companies and statutory health insurance (SHI funds by allowing them to enter into
direct rebate contracts with suppliers of pharmaceuticals. It further incentivizes doctors to
prescribe generic drugs covered by such rebate contracts. The pharmacist is also required to
dispense such drugs as are covered by rebate contracts. Thus, successfully concluding rebate
contracts with insurance companies is a factor critical to succeeding in the competition for market
share in the generic prescription drug market. betapharm has signed for rebate contracts with a
large number of SHI funds covering a major part of the insured population in the aggregate. In
January, 2008, new reference prices have become effective.
44
Subsequently new copayment release prices have also been announced which are effective June 1,
2008. These health care reforms have caused pressure on price realizations in Germany. We expect
pricing pressures to continue in the markets and are watching these trends closely.
During fiscal 2008, we successfully transferred a large number of products to secured supply
sources. We remain on track to completely mitigate the risk of the supply situation and expect to
realize the full benefits of this transfer in fiscal 2009. The benefits of this transfer include
reduced product manufacturing cost and supply assurance. As of March 31, 2008, we had begun to
realize the benefits from the easing of the supply situation and the market share of betapharm had
recovered sharply to 2.96% in March 2008 as compared to a low of 1.74% in April 2007.
We remain committed to building a strong European generics business and consolidating our
existing assets and market franchise in the countries of Germany, the U.K., Spain and Italy, among
others.
Custom pharmaceutical services.
Our Custom Pharmaceutical Services (CPS) business unit markets process development and
manufacturing services to customers, primarily consisting of innovator pharmaceutical and
biotechnology companies, with an objective to become their preferred partner of choice. The focus
is to leverage our skills in process development, analytical development, formulation development
and cGMP manufacture to serve the customers needs.
In fiscal 2008, the base organic business continued its high growth trajectory, as we expanded
the portfolio of relationships and projects with large pharmaceutical companies and emerging
pharmaceutical and biotechnology companies. However, our Falcon business in Mexico went through
certain challenges. It sustained raw material constraints in the first half of fiscal 2008 and as a
result, we were not able to fully service our customer requirements. To address this, a
manufacturing facility has been commissioned in India to supply a key ingredient to Falcon. As a
result, we anticipate normalizing of production in fiscal 2009.
Drug discovery
Our investments into research and development of new chemical entities (NCEs) have been
consistently focused towards developing promising therapeutics. Strategically, we continue to seek
licensing and development arrangements with third parties to further develop our pipeline products.
As part of our research program, we also pursue collaborations with leading institutions and
laboratories all over the world. We enter into these collaborations to utilize the expertise and
facilities these institutions and laboratories provide.
Currently, we have a pipeline of two NCEs in clinical development and one in pre-clinical
development. These compounds are being developed in partnership with Rheoscience, ClinTec and
Argenta. The status of development and details of the compound are discussed in the Business
Overview section of this annual report. As we make progress in advancing our pipeline through
various stages of clinical development we are also building capabilities in drug development. We
believe this will help to enhance the value of our NCE assets. We expect to further complement our
internal research and development efforts by pursuing strategic partnerships and alliances in our
key focus areas.
Specialty
Building a specialty branded business in the United States is one of the important aspects of
our innovation strategy. The specialty business is close to launching its own sales and marketing
operations for in-licensed products in the dermatology therapeutic area in the United States while
continuing to work on development of new in-house products. This is the result of our continued
efforts over the last few years to establish this business through a combination of in-licensing
initiatives as well as internal pipeline development programs. While initially this will not be a
very significant business in financial terms, it is an important step in building a business based
on innovative products.
45
Recent Developments
In July 2007, we launched Glimy MPTM (glimepiride + metformin + pioglitazone) in India,
available in dosages of 1 mg (Glimy MP1) and 2 mg (Glimy MP2) in sizes of 10 tabs per strip and 10
strips per pack. This product launch entered us into the market for triple drug combination oral
hypoglycemic agents used in the management of type 2 diabetes and is an approach to intensive
glycemic control.
In August 2007, we commenced the first phase III trial of Balaglitazone (DRF 2593) in
association with Rheoscience, a Danish biopharmaceutical company focused on the discovery and
development of novel pharmaceutical products for treatment of metabolic diseases and announced that
the first patient had been dosed in Phase III study with balaglitazone, an insulin sensitizer acts
as a partial peroxisome profilerator-activated receptor (PPAR) gamma agonist. The Phase III study
investigated the safety and efficacy of Balaglitazone, as an oral anti-diabetic drug. Balaglitazone
is being developed under a co-development agreement between us and Rheoscience in Denmark, in which
Rheoscience will retain the marketing rights to European Union and China and the marketing rights
in the territories of United States and rest of the world retain with us.
In September 2007, we launched Ebernet (eberconazole 1% cream) in India by entering into the
Rs.1,000 million topical anti-fungi market with an innovative first to launch formulation having
superior penetration properties indicated in the treatment of superficial fungal infections.
Ebernet is available in a 10 gm pack and is a licensed brand from the original innovator company,
Salvat Laboratories of Spain.
We were granted final approval by the U.S. FDA for our Abbreviated New Drug Application
(ANDA) for Ranitidine (Zantac®), a 150 mg tablet (OTC). We were the only generic
manufacturer to receive the U.S. FDA approval for this product following the expiration of the
innovators patents in the United States. Our OTC business unit intends to launch a store brand for
this product in the United States.
We expanded our presence in the Association of Southeast Asian nations (ASEAN) region by
opening our 41st overseas office in Manila, Philippines in partnership with Britton
Marketing corporation, a sister company of Britton Distributions, Inc. This office will serve the
U.S.$1.8 billion Philippines pharmaceutical market. We initially intend to target therapeutic areas
like cardiology, diabetology, gastroenterology and pain management with first phase launches of
major brands like Omez (omeprazole), Stamlo M (amlodipine maleate), Resilo (losartan), Reclide
(glicazide), Cardiopril (ramipril), Rafree (meloxicam), Ciprolet (ciprofloxacin) and Finest
(finasteride).
In November 2007, we achieved a milestone in our development program in association with
Argenta Discovery Limited, a UK respiratory drug manufacturer, targeting a novel disease-modifying
approach to treat the underlying cause of certain chronic respiratory diseases like chronic
obstructive pulmonary disease (COPD) and severe asthma. We believe we are first in class for this
inhaled inflammatory approach to treat chronic respiratory disease. The license agreement announced
in February 2006 between us and Argenta Discovery Limited provided for collaboration to identify
clinical candidates against an undisclosed but proven anti-inflammatory drug targets and we believe
we have made significant progress with this collaboration by achieving this candidate drug to
proceed into pre-clinical development.
In November 2007, we signed an exclusive supply collaboration agreement with SYGNIS Pharma AG
(SYGNIS) for the supply of the active pharmaceutical ingredient AX200, a biological molecule in
development by SYGNIS for the treatment of strokes and other neurodegenerative disorders. The
agreement secures the supply of AX200 for ten years, which is far beyond the clinical development
phase, and provides a solid basis for our anticipated marketing of the compound. SYGNIS
successfully completed a Phase IIa clinical trial of AX200 in September 2007 that demonstrated
safety and efficacy in patients who have suffered an acute stroke. In the second half of 2008,
SYGNIS plans to start a Phase IIb efficacy trial in patients who have suffered an acute stroke.
Strokes affect over 5 million patients worldwide every year and are the third leading cause of
death worldwide, presenting a major socio-economic burden.
In January 2008, we launched Supanac, a diclofenac potassium immediate release 50 mg tablet in
India, increasing our offering in the Rs.27,000 million (U.S.$688 Million) NSAID market. Supanac is
in-licensed from Applied Pharma Research (APR), Switzerland, and is used for pain management. It is
a patented product developed by dynamic buffered technology, which we believe makes it a superior
formulation of diclofenac, ensuring faster pain relief.
We settled a litigation with Novartis Pharma AG by entering into a settlement agreement with
Novartis pursuant to which the parties filed a stipulation of dismissal of lawsuits in the United
States relating to the Abbreviated New Drug Application (ANDA) filed by us for a generic version
of rivastigmine tartate capsules sold under the trade name Exelon, a generic version of the
Novartis product indicated for the treatment of mild moderate Alzheimers disease dementia. The
terms of the settlement agreement require us to refrain from launching a generic version of
rivastigmine tartate capsules until sometime before the expiration of the Orange Book patents held
by Novartis with respect to rivastigmine tartate.
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In February 2008, we entered into an agreement with SkyePharma PLC to undertake a feasibility
study of a product utilizing two of SkyePharmas proprietary drug delivery systems. The costs of
this study will be paid by us. SkyePharma will also receive an up-front payment. If the feasibility
study is successful, full development activities will begin later in 2008.
In April 2008, we entered into a definitive agreement with The Dow Chemical Company (NYSE:DOW)
to acquire a portion of Dowpharma Small Molecules business associated with its United Kingdom sites
in Mirfield and Cambridge. The acquisition includes relevant customer contracts, associated
products, process technology, intellectual property, trademarks and the Dowpharma Small Molecules
facilities located in Mirfield and Cambridge, United Kingdom.
In April 2008, we acquired Jet Generici Srl, a company engaged in the sale of generic finished
dosages in Italy, through our Italian subsidiary, Reddy Pharma Italia SpA. Reddy Pharma Italia SpA
has been engaged in building a pipeline of registrations since its incorporation on October 13,
2006.
In April 2008, we entered into a definitive agreement to acquire BASFs pharmaceutical
contract manufacturing business and its manufacturing facility in Shreveport, Louisiana, USA. The
business involves contract manufacturing of generic prescription and OTC products for branded and
generic companies in the US. BASFs pharmaceutical contract manufacturing business includes
customer contracts, related ANDAs and NDAs and trademarks as well as
the Shreveport manufacturing facility.
Recently issued accounting pronouncements
In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements (SFAS 157). SFAS
157 defines fair value as the price that would be received to sell an asset or paid to transfer a
liability in an orderly transaction between market participants at the measurement date. This
Statement establishes a framework for measuring fair value and expands disclosures about fair value
measurements. SFAS 157 does not require any new fair value measurements but provides guidance on
determination of fair value and lays down the fair value hierarchy to classify the source of
information used in fair value measurements. Upon adoption of the Statement, difference between the
carrying amounts and the fair values of instruments should be accounted for as a cumulative-effect
adjustment to the beginning balance of retained earnings. SFAS 157 is effective for fiscal years
beginning after November 15, 2007. In February 2008, the FASB issued FASB Staff Position No. SFAS
157-2 which delays the effective date of SFAS 157 for all nonfinancial assets and nonfinancial
liabilities, except those that are recognized or disclosed at fair value in the financial
statements on a recurring basis (at least annually). This Staff Position partially defers the
effective date of SFAS 157 to fiscal years beginning after November 15, 2008 for items within the
scope of this Staff Position. We will be required to adopt this new standard for the fiscal year
beginning April 1, 2008. We are currently evaluating the requirements of SFAS 157 and have not yet
determined the impact adoption of this standard will have on our consolidated financial statements.
In February 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial Assets and
Financial Liabilities (SFAS 159). SFAS 159 permits entities to measure eligible financial assets
and liabilities, firm commitments and other eligible items at fair value, on an
instrument-by-instrument basis, that is otherwise not permitted under other generally accepted
accounting principles. The objective is to improve financial reporting by providing entities with
the opportunity to mitigate volatility in reported earnings caused by measuring related assets and
liabilities differently without having to apply complex hedge accounting provisions. At the
effective date, on adopting this irrevocable fair value option for eligible items that exist on
that date, the effect of such re-measurement to fair value should be accounted for as a
cumulative-effect adjustment to the beginning balance of retained earnings. We will be required to
adopt this new standard for the fiscal year beginning April 1, 2008. We are currently evaluating
the requirements of SFAS 159 and have not yet evaluated the impact adoption of this Statement and
believe that adoption of SFAS 159, prospectively, on April 1, 2008, will not have a material effect
on our consolidated financial statements.
In December 2007, the Emerging Issues Task Force (EITF) issued EITF Issue No. 07-1,
Accounting for Collaborative Arrangements (EITF 07-1). EITF 07-1 provides guidance concerning:
determining whether an arrangement constitutes a collaborative arrangement within the scope of the
Issue; how costs incurred and revenue generated on sales to third parties should be reported in the
income statement; how an entity should characterize payments on the income statement; and what
participants should disclose in the notes to the financial statements about a collaborative
arrangement. We will be required to apply this issue for all collaborative arrangements
retrospectively for financial statements issued for fiscal years beginning after December 15, 2008.
We are in the process of evaluating the impact of adopting EITF 07-01 on our consolidated
financial statements.
In June 2007, the EITF issued EITF Issue No. 07-3, Accounting for Nonrefundable Advance
Payments for Goods or Services to be Used in Future Research and Development Activities (EITF
07-3). EITF 07-3 provides guidance concerning the accounting for non-refundable advance payments
for goods and services that will be used in future research and development activities and requires
that they be expensed when the research and development activity has been performed and not at the
time of payment. The provisions of EITF 07-3 are effective for fiscal years beginning after
December 15, 2007, with a cumulative-effect adjustment to retained
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earnings as of the beginning of the year of adoption. We are currently evaluating the impact
of adopting EITF 07-3 on our consolidated financial statements, however we do not expect EITF 07-3
to have a material impact on our consolidated financial statements.
In December 2007, FASB issued SFAS No. 141 (Revised 2007), Business Combinations (SFAS
141R). SFAS 141R replaces SFAS No. 141, Business Combinations, and requires an acquirer to
recognize the assets acquired, the liabilities assumed including contingencies and non-controlling
interest in the acquiree, at the acquisition date, measured at their fair value, with limited
exceptions specified in the statement. With respect to a business combination achieved in stages,
SFAS 141R requires the acquirer to recognize the identifiable assets and liabilities as well as the
non-controlling interest in the acquiree at full amounts of their fair values. SFAS 141R requires
the acquirer to recognize contingent consideration at the acquisition date, measured at its fair
value at that date. We will be required to apply this new Statement prospectively to business
combinations consummated in fiscal years beginning after December 15, 2008. Early adoption is
prohibited.
In December 2007, FASB issued SFAS No. 160, Non-controlling Interests in Consolidated
Financial Statements An Amendment of ARB No. 51 (SFAS 160). SFAS 160 establishes new
accounting and reporting standards for the non-controlling interest in a subsidiary and for the
deconsolidation of a subsidiary. SFAS 160 requires the recognition of a non-controlling interest as
equity in the consolidated financial statements and separate from the parents equity. Purchases or
sales of equity interests that do not result in a change in control will be accounted for as equity
transactions. We will be required to adopt this new Statement prospectively to all non-controlling
interest, including any that arose before the effective date, for fiscal years, beginning after
December 15, 2008. Early adoption is prohibited. We are currently evaluating the requirements of
SFAS 160 and have not yet determined the impact this Statement may have on our consolidated
financial statements.
In March 2008, FASB issued SFAS No. 161, Disclosures about Derivative Instruments and Hedging
Activities An Amendment of FASB Statement No. 133 (SFAS 161). SFAS 161 requires enhanced
disclosures on derivative and hedging activities by requiring objectives to be disclosed for using
derivative instruments in terms of underlying risk and accounting designation. SFAS 161 requires
disclosures on the need of using derivative instruments, accounting of derivative instruments and
related hedged items, if any, under SFAS 133 and the effect of such instruments and related hedge
items, if any, on financial position, financial performance and cash flows. We will be required to
adopt this new Statement prospectively, for fiscal years beginning after November 15, 2008. We are
currently evaluating the requirements of SFAS 161 and have not yet determined the impact that the
adoption of this standard will have on our consolidated financial statements.
In May 2008, the FASB issued SFAS No. 162, The Hierarchy of Generally Accepted Accounting
Principles (SFAS 162). SFAS 162 is intended to improve financial reporting by identifying a
consistent framework, or hierarchy, for selecting accounting principles to be used in preparing
financial statements that are presented in conformity with GAAP for non-governmental entities. SFAS
162 is effective 60 days following the SECs approval of the Public Company Accounting Oversight
Board (PCAOB) amendments to AU Section 411, The Meaning of Present Fairly in Conformity with
Generally Accepted Accounting Principles. We do not expect the adoption of SFAS No. 162 to have a
material impact on our consolidated financial statements.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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DR. REDDYS LABORATORIES LIMITED
(Registrant)
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Date: July 11, 2008 |
By: |
/s/ V.S. Suresh
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Name: |
V.S. Suresh |
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Title: |
Company Secretary |
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