Astonea Labs

Expand our scope by adding more products.

Broaden and deepen presence in existing product portfolio.

Develop and grow our export division.

Increase by targeting unexplored markets.

Leveraging our marketing skills and relationships.

The Company has not satisfied the annual OMFUA, under which the FDA assesses and collects fees from qualifying manufacturers of OTC monograph drugs which is mandatory to be paid by all the manufacturers of OTC drugs.

There have been some instances of delayed and non-filings in the past with the Registrar of Companies which may attract penalties.

The company is dependent on third parties for the supply of raw materials and such third parties could fails in meeting their obligations, which may have a material adverse effect on its business, results of operations and financial condition. Further its 35.47%, 41.96%, 55.74% and 33.90% of its total purchases are derived from its top 10 suppliers for Financial Years ended on March 31, 2024, March 31, 2023, March 31, 2022 and for the period ended December 31, 2024 respectively.

The Company, its Promoters, Directors, and Group Companies are party to certain legal proceedings. Any adverse outcome in such proceedings may have an adverse impact on its reputation, business, financial condition, results of operations, and cash flows.

Its business is significantly dependent on the revenue generated by manufacturing and selling the pharmaceuticals, which constitutes a substantial portion of its sales and such dependence exposes it to various risks that could materially affect its business operations, financial condition, and results of operations.

The company has had negative cash flows in the past. Sustained negative cash flow could adversely impact its business, financial condition, and results of operations.

Major revenue of the Company is generated from contract manufacturing and any adverse factors affecting the outsourcing of manufacturing by its customers could have an adverse on its business, results of operations and financial condition.

One of its domain names is registered under the name Astonea Foundation. Any dispute with the Astonea Foundation or other unforeseen circumstance may lead to loss of its online presence which could adversely affect its business.

The company does not have any long-term contracts with its suppliers. Any shortfall in the supply of its raw materials or an increase in its raw material costs, or other input costs, may adversely affect the pricing and supply of its products and have an adverse effect on its business, results of operations and financial condition.

The company has certain contingent liabilities which if materialized, could adversely affect its financial condition.

The auditor`s report on its Restated Financial Statements highlights certain matters relating to the Companies (Auditors` Report) Order, 2020.

The Company has a limited operating history, which will make it difficult for the investors to evaluate its historical performance or future prospects.

Any disruption in production including social unrest, natural calamities, or shutdown of its sole manufacturing facility situated in Panchkula, Haryana could adversely affect its business, results of operations, and financial condition.

The company operates in the pharmaceutical and cosmetic industries which are regulated industries and if the company fails to comply with the regulations prescribed by the authorities of the jurisdictions in which the company operates, its business, results of operations, cash flows and financial condition could be adversely affected and it may damage its reputation for high-quality products and expose it to litigation or other liabilities, which could adversely affect its financial results.

Its manufacturing facility is subject to periodic inspections and audits by regulatory authorities and clients. Its may be subject to regulatory action which may damage its reputation, leading to an adverse effect on its business, results of operations, financial condition, and cash flows.

Its insurance may be insufficient to cover all losses associated with its business operations.

The company is susceptible to product liability claims that may subject it to substantial expenditure thereby adversely affecting its reputation and if the claim is successful, could require it to pay substantial amounts.

Failures to manage its inventory could have an adverse effect on its net sales, profitability, cash flow and liquidity.

The Company might be unable to meet certain delivery obligations including quality of products and timelines of delivery, due to which, it could become liable to claims by customers, suffer adverse publicity, and incur substantial costs.

If any of its products cause, or are perceived to cause, side effects, its business, results of operations and financial condition could be adversely affected.

Non-compliance with the Factories Act, 1948, and Punjab Factories Rules, 1952, may subject it to penalties and negatively impact its business operations and financial conditions.

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

The number of contract labourers its employ fluctuates based on the nature and scope of the work the company undertake at any given time, which may expose it to operational risks which can lead to higher administrative costs, inefficiencies in resource allocation, and potential overtime expenses.

The company has experienced significant growth in its PAT, there is no assurance that the company will be able to sustain this rate of growth in the future.

The Company`s strategic decision-making, market positioning, and operational effectiveness may be compromised due to its Director`s lack of essential industry-specific knowledge and experience.

Its existing manufacturing facility is situated in one geography namely Panchkula, Haryana. Any adverse development affecting such a region may have an adverse effect on its business, prospects, financial condition, and results of operations.

There have been instance where brands owned by the Company have faced instances of intellectual property claims by other already established companies despite of it having received a registered trademark of their own which resulted in the company surrendering the brand (Evora), there is no guarantee that its already existing brand like Avicel and Glow Up might not face similar intellectual property claims by other companies, this could harm its competitive positions and also affect the revenue being generated by its business.

The company sell its products in competitive markets and its inability to compete effectively may lead to lower market share or reduced operating margins, and adversely affect its results of operations.

The company derives 51.86%, 74.55%, 60.02% and 40.98% of its revenue from its top 10 key customers during the Financial Years ended on March 31, 2024, 2023, 2022 and for the period ended December 31, 2024 respectively, through contract manufacturing. The loss of one or more such customers or deterioration of their financial condition or prospects or a reduction in their requirements for its products could adversely impact its business, result of operations, financial conditions and cash flows.

If there are delays in the purchase and installation of plant and machineries on the 2nd floor of the existing premises of the manufacturing facility, for the ointment plant as per international guidelines for export purposes, or if the costs of setting up and the possible time or cost overruns related to the proposed expansion are higher than expected, it could have a material adverse effect on its financial condition, results of operations and growth prospects.

The company is subject to the risk of loss due to fire, accidents and other hazards as its manufacturing processes utilize materials that are highly flammable and hazardous, which could cause injuries to people or property.

Its inability to collect receivables and instances of payment default by its customers could result in the reduction of its profits and affect the company cash flows, adversely affecting business, results of operations, financial condition and cash flows.

The company requires certain approvals and licenses in the ordinary course of business and are required to comply with certain rules and regulations to operate its business, and the failure to obtain, retain, and renew such approvals and licenses in timely manner or comply with such rules and regulations or at all may adversely affect its operations.

The products that the company commercialize mostly in the cosmetic market may not perform as expected, which could negatively affect its business, financial condition and results of operations.

Properties, on which the company has its Registered Office and Corporate Office are not owned by it. Any termination or dispute in relation to this lease deed may have a material adverse effect on its business, financial condition, results of operations and cash flows.

The degree certificates of the educational qualifications of its Director, Key Management Personnel and Senior Management Personnel are not traceable.

There are certain restrictive covenants in the agreements that the Company has entered into with banks.

Its inability to adopt new technologies could adversely affect its business, results of operations, cash flows and financial condition.

The company is dependent on third-party transportation and logistics service providers. Any increase in the charges of these entities or unavailability of transportation services for its product or transportation strikes could adversely affect its business, results of operations and financial conditions.

Its may be subject to unionization, strikes, work stoppages or increased labour costs, which could adversely affect its business and results of operations.

If the company is subject to any frauds, theft, or embezzlement by its employees, suppliers or customers, it could adversely affect its reputation, results of operations, financial condition and cash flows.

Its operations are subject to various employee, health, and safety laws and regulations. Its failures to comply with environmental laws and similar regulations, including improper handling of raw materials, may result in significant damages and may have an adverse effect on its business, financial condition and results of operations.

The company has not entered into any formal agreements with distributors and most of the merchant exporters for selling its products which could have a material adverse effect on its business, financial condition, and results of operations.

The schedule of its estimated deployment of Net Proceeds is subject to inherent uncertainties.

Its Promoter or Directors may have interests, either directly or indirectly, in ventures involved in a business similar to it, which may result in a real or potential conflict of interest.

The company is dependent on its Senior Management Personnel and Key Managerial Personnel. The loss of or its inability to attract or retain such persons could adversely affect its business, results of operations, financial condition and cash flows.

Its Promoter, Key Managerial Personnel and Senior Management Personnel, hold Equity Shares in the Company and are therefore interested in the Company`s performance in addition to his remuneration and reimbursement of expenses.

The company will be controlled by its Promoter so long as he holds a majority of the Equity Shares, which will allow him to influence the outcome of certain matters submitted for approval of its Shareholders and his interests may differ from those of the other Shareholders.

The company operates in overseas markets and may, in the future, continue to access markets that are new to it. The company limited experience in facing entry barriers, including stringent regulatory requirements in such markets, may affect its business, financial conditions, and results of operations.

The company has in the past entered into related party transactions and may continue to do so in the future. Its cannot assure you that the company could not have achieved more favourable terms had such transactions not been entered into with related parties.

Price controls and other factors may prevent it from setting prices for its products at levels high enough to earn an adequate return on its investments in them.

The company has not independently verified certain data in this Red Herring Prospectus.

The Company requires significant amounts of working capital for a continued growth. Its inability to meet the company working capital requirements may have an adverse effect on its results of operations.

The Company may requires additional capital resources to achieve its expansion plans.

There is no monitoring agency appointed by the Company and the deployment of funds are at the discretion of its Management and the company Board of Directors, though it shall be monitored by the Audit Committee.

Inability to protect, strengthen and enhance its existing reputation could adversely affect its business prospects and financial performance.

Fluctuations in the average selling prices of its products could adversely affect its business, financial condition, results of operations, and cash flows.

Information relating to the installed manufacturing capacity of its manufacturing facility included in this Red Herring Prospectus are based on various assumptions and estimates and future production and capacity may vary.

The Company has unsecured loans which are repayable on demand.

Its ability to pay dividends in the future will depends on its earnings, financial condition, working capital requirements, capital expenditures and restrictive covenants of its financing arrangements.

The Company has not made provisions for any potential decline in the value of investments.