Allied Blenders

Increase market share of Officer`s Choice Whisky across regions.

Introduce new products within the premium, semi-premium and deluxe segments to strengthen presence in other categories.

Continue to focus on improving operating efficiencies.

Evaluate growth opportunities through selective acquisitions.

Focus on environmental and social practices.

Enhance brand awareness and engagement through digital marketing.

Among the largest IMFL companies in India with a diversified and contemporary product portfolio.

Strong brand recognition.

Strategically located, large scale and advanced manufacturing facilities with a sophisticated research and development centre.

Access to extensive pan-India distribution network with ability to scaleAccess to extensive pan-India distribution network with ability to scale.

Well-positioned to capture tailwinds in the Indian IMFL industry.

Experienced Board and senior management team and supported by a committed employee baseExperienced Board and senior management team and supported by a committed employee base.

The company is substantially dependent on the sales of its whisky products which generated 97.58%, 96.90%, and 95.38% its revenue from operations in Fiscal 2021, 2022 and 2023 and 95.76% and 94.33%, respectively, of its revenue from operations for the nine months ended December 31, 2022 and December 31, 2023. Any reduction in sales of these products could have a material adverse effect on its business, financial condition, results of operations and prospects.

The company has experienced volatile fluctuations in its profit after tax for the year/period and PAT Margin in the past. There is no guarantee that these will improve in the future and the Company will be able to generate higher returns.

The company is significantly dependent on the sale of its whisky products under the Officer`s Choice brand which constituted 83.76%, 82.29%,75.85%, 76.78% and 73.02% of its total sales volume in Fiscal, 2021, 2022 and 2023 and nine months ended December 31, 2022 and December 31, 2023. An inability to maintain or enhance the popularity of its Officer`s Choice brand may adversely impact the company`s business prospects and financial performance.

Increasing competition in the IMFL industry may create certain pressures that may adversely affect its business, prospects, results of operations, cash flows and financial condition.

Any past or current actions taken by the Central Consumer Protection Authority or any other statutory or regulatory bodies, may impact its operations and financials of the Company.

Termination of its agreements in relation to the bottling facilities may adversely affect its business, results of operations and financial condition.

The company enter into certain related party transactions in the ordinary course of its business and the company cannot assure you that such transactions will not have an adverse effect on its results of operation and financial condition.

An increase in taxes or a change in the tax calculation method may affect the demand for its products and could adversely affect the company`s business, financial condition, results of operations and prospects.

As on the date of this Red Herring Prospectus, certain trademark applications are pending and the company has filed and are a party to 31 ongoing trademark infringement cases. Any inability to protect its intellectual property from third-party infringement may adversely affect its business and prospects.

Its operations are subject to extensive Central and State regulations. Changes in the regulatory environment may cause it to incur additional costs or limit the company`s business activities.

The company has certain contingent liabilities that may adversely affect its financial condition.

There have been delays in payment of its statutory dues on account of which the company has paid interest on delay in payment of statutory dues of Rs. 92.86 million, Rs. 212.58 million, Rs. 333.30 million, Rs. 234.14 million and Rs. 311.61 million, respectively in Fiscal 2021, 2022 and 2023 and for the nine months ended December 31, 2022 and December 31, 2023.

Its Promoters, Promoter Group, Directors, Subsidiaries and Group Companies are in businesses similar to its and have interests in certain companies, which are in similar businesses to ours, and this may result in potential conflict of interest with the company.

The company is subject to certain ongoing investigations by income tax authorities, outcome of which is currently not known to the company.

Its may be unable to increase the selling price of the company products which could adversely affect its business, financial condition, results of operations and prospects.

Any slowdown or interruption to its production operations or under-utilization of the company existing or future distillery and bottling facilities may have an adverse impact on its business and financial performance.

The Company has unsecured loans that may be recalled by the lenders at any time and the Company may not have adequate funds to make timely payments or at all.

Certain of its Subsidiaries have incurred losses in the past, which may have an adverse effect on its reputation and business.

Any past or current actions taken by SEBI or any other statutory or regulatory bodies against its Promoters, may impact the company operations and financials of the Company.

The company depends on sales of our products in India, in particular the States of West Bengal, Telangana and Uttar Pradesh and any reduction in sales of its products in such key States could have a material adverse effect on its business, financial condition, results of operations and prospects.

Its business is dependent on the sale of the company products to its key customers and the loss of one or more such customers or a reduction for its products could adversely affect the company`s business, result of operations, financial condition and cash flows.

Its inability to handle risks associated with the company export sales could negatively affect its sales to customers in foreign countries.

The company has incurred indebtedness and have also breached certain covenants in its financing agreement. An inability to comply with repayment and other covenants or any future breaches in its financing agreements could adversely affect the company`s business and financial condition. In addition, certain of its financing agreements involve variable interest rates and an increase in interest rates may adversely affect the company`s results of operations and financial condition.

Its Statutory Auditors have included certain emphasis of matters in their examination report and have included certain observations in its Restated Consolidated Financial Statements as required under the Companies (Auditors Report) Order, 2016.

Cost and availability of borrowings depends on its credit ratings and there have been credit ratings downgrades in the past. Any similar revision or change in the company credit ratings could increase borrowing costs, which could in turn adversely affect its interest rates, the company`s business, results of operations, financial condition and cash flows.

The company is exposed to risks associated with participating in tenders issued by public sector undertakings that could materially and adversely affect its business, results of operations, financial position and cash flows.

The company has not included certain historical licensed capacity and capacity utilization of its exclusive bottling facilities for Fiscal 2021, 2022 and 2023 and its non-exclusive bottling facilities for Fiscal 2021, 2022 and 2023, and in the nine months ended December 31, 2022 and December 31, 2023.

Inadequate or interrupted supply and price fluctuation of its raw materials and packaging materials could adversely affect the company`s business, results of operations, cash flows, profitability and financial condition.

A significant portion of its sales are to various state-Government controlled agencies which contributed 54.06%, 54.28%, 47.14%, 46.32% and 47.68% of its total revenue from contracts with customer - sale of goods (IMFL) in Fiscal 2021, 2022, 2023 and nine months ended December 31, 2022 and December 31, 2023, respectively. An inability to expand or effectively manage, or any disruptions in its relationship with state government controlled agencies may have an adverse effect on its business prospects and financial performance.

Any reduction or elimination of import duty imposed on international spirits in the future may lead to reduction in demand for its products leading to loss of sales, and adversely affect the company`s business, prospects, results of operations and financial condition.

Restrictions on advertising of alcoholic beverage products in India limits its ability to advertise the company products.

The Company, Subsidiaries, Directors, and Promoters are or may be involved in certain legal and regulatory proceedings. Any adverse decision in such proceedings may have a material adverse effect on its business, financial condition, cash flows and results of operations.

Demand for its products may be adversely affected by changes in consumer preferences and any significant reduction in demand could adversely affect its business, prospects, results of operations and financial condition.

As on December 31, 2023, the company has one satellite finished goods warehouse located in Delhi and its Subsidiary, Sarthak Blenders & Bottlers Private Limited ("Sarthak"), has 10 satellite warehouses in the state of Uttarakhand, and any adverse development affecting such regions may have an adverse effect on its business, prospects, financial condition and results of operations.

Changes in the social perception of alcohol beverage consumption or regulations related to alcohol could adversely affect its alcohol beverages business.

The company is dependent on third-party transportation providers for the supply of raw materials, packaging materials and delivery of its products.

Its distillery and bottling units are dependent on adequate and uninterrupted supply of electricity, water and fuel. Any shortage or disruption in electricity, water, or fuel supply may lead to disruption in operations, higher operating cost and consequent decline in its operating margins.

Its may not be able to derive the desired benefits from the company research and development efforts.

The company may not successfully protect its technical know-how, which may result in the loss of the company competitive advantage.

Its growth prospects may be harmed if the company is unable to expand into the higher-priced segments of the alcoholic beverages market.

Its inability to handle risks associated with the company export sales could negatively affect its sales to customers in foreign countries.

Its business is manpower intensive. The company`s business may be adversely affected by work stoppages, increased wage demands by its employees, or increase in minimum wages across various states, and if the company is unable to engage new employees at commercially attractive terms.

The company is appoint contract labour for carrying out certain of its ancillary operations and its may be held responsible for paying the wages of such workers, if the independent contractors through whom such workers are hired default on their payment obligations, and such obligations could have an adverse effect on its results of operations, cash flows and financial condition.

Any withdrawal, or termination of, or unavailability of direct/ in-direct tax benefits and exemptions being currently availed by it may have an adverse effect on its business, results of operations, financial condition and cash flows.

The Offer Price, price to revenue from operations and market capitalization to revenue multiple based on the Offer Price of the Company, may not be indicative of the market price of the Company on listing or thereafter.

Any delay or default in payments from its customers could impact the company`s ability to avail additional borrowings and its ability to repay the company`s existing loans on account of non-fulfilment of certain coverage ratios which in-turn could result in a reduction of its profits.

The company does not have a formal hedging policy and accordingly, face foreign exchange risks that could adversely affect its results of operations and cash flows.

Any variation in the utilization of the Net Proceeds would be subject to certain compliance requirements, including prior shareholders` approval.

Its funding requirements and proposed deployment of the Net Proceeds are based on management estimates and may be subject to change based on various factors, some of which are beyond its control.

Failures to obtain or renew approvals, licenses, registrations and permits to operate its business in a timely manner, or at all, may adversely affect the company`s business, financial condition, cash flows and results of operations.

Any loss of business or potential adverse publicity resulting from spurious or imitation products, could result in loss of goodwill for its products leading to loss of sales, and adversely affect the company`s business, prospects, results of operations and financial condition.

Any contamination or deterioration of its products could result in legal liability, damage the company reputation and adversely affect its business prospects and financial performance.

An inability to comply with food safety laws, environmental laws and other applicable regulations in relation to its distillery and third-party bottling facilities may adversely affect its business, financial condition and results of operations.

The alcohol beverage industry in India is politically and socially sensitive and any adverse decisions on prohibition may adversely impact the operations and financials of the Company.

Its may be subject to fraud, theft, employee negligence or similar incidents.

Its insurance cover may not be adequate or the company may incur uninsured losses or losses in excess of its insurance coverage.

Failures in internal control systems could cause operational errors which may have an adverse impact on its profitability.

Post-filing of the previous draft red herring prospectus dated June 27, 2022 ("previous DRHP"), our Company and the Book Running Lead Managers received certain complaints in relation to the previous draft red herring prospectus.

Its may not be able to capitalize on the opportunities emanating from the negative publicity of country liquor.

Industry information included in this Red Herring Prospectus has been derived from an industry report prepared by Technopak Advisors Private Limited exclusively commissioned and paid for by it for such purpose.

Certain of its properties, including one of the company bottling facility are on leased and licensed basis. If its fails to renew these leases on competitive terms or if the company is unable to manage its lease rental costs, its results of operations would be materially and adversely affected.

Scarcity of water or non-availability of quality water could negatively impact its costs and production capacity.

The loss of certain certification and accreditation of its production practices that the company has adopted could harm its business.

Seasonal fluctuations in consumer demand could adversely affect its business, financial condition, results of operations and prospects.

Its may undertake acquisitions, investments, joint ventures or other strategic alliances, which may have a material adverse effect on its ability to manage the company business, and financial performance and such undertakings may be unsuccessful.

The company is dependent on a number of key personnel, including its senior management, and the loss of, or the company inability to hire, retain, train, and motivate qualified personnel could adversely affect its business, results of operations and financial condition.

Its may be affected by competition laws, the adverse application or interpretation of which could adversely affect its business including allegations of cartelization.

Any inability to accurately manage inventory and forecast demand for particular products in specific markets may have an adverse effect on its business, results of operations and financial condition.

Its inability to adopt new technologies to adhere to the company quality product standards could adversely affect its business, results of operations and financial condition.

Its inability to effectively manage the company growth or implement its growth strategies may have a material adverse effect on the company`s business prospects and future financial performance.

Technology failures could disrupt its operations and adversely affect the company`s business operations and financial performance.

Its facilities could be affected by operating hazards and natural disasters.

Its ability to pay dividends in the future will depends upon the company`s future earnings, financial condition, cash flows, working capital requirements and capital expenditures and the terms of its financing arrangements.

The Company will not receive any proceeds from the Offer for Sale.

Its Promoters, Promoter Group, Directors, Key Managerial Personnel and Senior Managerial Personnel are interested in the Company`s performance in addition to their normal remuneration and reimbursement of expenses.

Its may require additional equity or debt in the future in order to continue to grow the company`s business, which may not be available on favorable terms or at all.

The company has in this Red Herring Prospectus included certain non-GAAP financial measures and certain other industry measures related to its operations and financial performance. These non-GAAP measures and industry measures may vary from any standard methodology that is applicable across the Indian alcohol and spirits industry, and therefore may not be comparable with financial or industry related statistical information of similar nomenclature computed and presented by other companies.

The company will continue to be controlled by its Promoters after the completion of the Offer.

Its customers may engage in transactions in or with countries or persons that are subject to U.S. and other sanctions.