Bikaji Foods

Well-established brand with pan-India recognition;

Diversified product portfolio focused on various consumer segments and markets;

Strategically located, large scale sophisticated manufacturing facilities with stringent quality standards;

Extensive pan-India and global distribution network, arrangements with reputed retail chains and growing e-commerce and exports channel;

Extensive distribution network in India;

Strategic arrangements with retail chains in India and international markets;

Growing e-commerce channel;

Significant multi-product export sales;

Consistent financial performance;

Experienced Promoters and management team.

The reputation and consumer goodwill associated with its brand are critical for the success of its business. An inability to maintain or enhance the popularity of its "Bikaji" brand may adversely impact its business prospects and financial performance.

The company is significantly dependent on the sale of its Bhujia Products. An inability to anticipate and adapt to evolving consumer tastes, preferences and demand for particular products, or ensure product quality or reduction in the demand of its Bhujia Products may adversely impact demand for its products, brand loyalty and consequently its business prospects and financial performance.

The current and continuing impact of the COVID-19 pandemic on its business and operations, including its impact on the ability or desire of consumers to purchase its products, may have an adverse effect on its business prospects and future financial performance.

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

Its proposed capacity expansion plans relating to its manufacturing facility and proposed contract manufacturing facilities are subject to the risk of unanticipated delays in implementation and cost overruns.

Information relating to its production capacities and the historical capacity utilization of its manufacturing facilities included in this Draft Red Herring Prospectus is based on various assumptions and estimates and future production and capacity utilization may vary.

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

An inability to expand or effectively manage its growing superstockist and distributor network, or any disruptions in its distribution chain may have an adverse effect on its business prospects and financial performance.

The company relies on a limited number of super-stockists and direct distributors for a portion of its revenue from operations. Significant decrease in revenue from any of those super-stockists may adversely affect its business, results of operations and financial condition.

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

Its relies on third-party transportation providers for both procurement of its raw materials and distribution of its products. Any failure by any of its transportation providers to deliver its raw materials or its products on time, or in good condition, or at all, may adversely affect its business, financial condition and results of operations.

Its may not be able to derive the desired benefits from its product development efforts.

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

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

A portion of its revenue is dependent on its exports to the company`s international customers. Any decline in its revenue from exports or an inability to comply with or otherwise fulfil the requirements of its international distributors, end retailers or consumers may adversely affect its revenues, result of operations and financial condition.

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

Some of its corporate records are not traceable.

There may have been certain instances of non-compliances and alleged non-compliances with respect to certain regulatory filings for corporate actions taken by its Company in the past. Consequently, its may be subject to regulatory actions and penalties for any such past or future non-compliance and its business, financial condition and reputation may be adversely affected.

The company has incurred indebtedness and are yet to obtain consent from one of its lenders, and an inability to comply with repayment and other covenants in its financing agreements could adversely affect its business and financial condition.

The company sell some of its products through direct arrangements with retail chains in India and in markets outside India where its products are exported. If its are not able to maintain such relationships or increase the share of shelf space or add products to these retail chains, it may have an adverse effect on its results of operations and financial condition.

The company has in the past entered into related party transactions and may continue to do so in the future, which may potentially involve conflicts of interest with the equity shareholders.

The loss of certain independent certification and accreditation of its products and the manufacturing practices that its have adopted could harm its business.

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

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

The Company, Subsidiary, Promoters, Directors and Group Companies 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.

The company has made investments in debt instruments that are not secured.

The company operate in a competitive market and any increase in competition may adversely affect its business and financial condition.

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 its business, prospects, results of operations and financial condition.

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

The emergence of modern trade channels like hypermarkets and supermarkets may adversely affect its pricing ability, and result in temporary loss of retail shelf space and disrupt sales of food products, which may have an adverse effect on its results of operations and financial condition.

Its e-commerce business faces distinct risks, and its failure to successfully manage those risks could have a negative impact on its profitability.

Its profit and EBITDA margins may be impacted by a variety of factors, including but not limited to, variations in raw materials, pricing, product mix, end consumer preferences, sales velocities, advertisement and sales promotion initiatives, and competition.

Any default or failure to obtain or renew approvals, licenses, registrations and permits to operate a business in a timely manner, or at all, by its third party contract manufacturers may adversely affect its business, financial condition, cash flows and results of operations.

While certain of its trademarks and copyright used by its for the company`s business are registered, any inability to protect its intellectual property from third party infringement may adversely affect its business and prospects.

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

Grants of stock options under its employee stock option plans may result in a charge to its profit and loss account and will, to that extent, reduce its profits.

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

Any delay or default in payments from superstockists and/or direct distributors could result in the reduction of its profits.

Even though its procure its raw materials from across India, procurement of its raw materials are mostly concentrated in Rajasthan and nearby territories and any adverse developments affecting this region could have an adverse effect on its business, results of operations and financial condition.

Its currently avail benefits under certain Government incentive schemes. Any failure in meeting the obligations under such schemes may result in adversely affect its business operations and its financial condition.

Concerns over obesity or nutritional values of its products may reduce demand for some of its products.

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 its quality product standards could adversely affect its business, results of operations and financial condition.

Technology failures could disrupt its operations and adversely affect its business operations and financial performance.

If the company is unable to protect credit card or debit card data or any data related to any other electronic mode of payment, or any other personal information that its collect, its reputation could be significantly harmed.

Certain properties occupied by its, including the company`s Registered Office and Corporate Office, are not owned by its and its have only leasehold rights. In the event its lose or are unable to renew such leasehold rights, its business, financial condition and results of operations may be adversely affected.

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

The company has certain contingent liabilities that have not been provided for in its financial statements, which if they materialize, may adversely affect its financial condition.

Its business is subject to seasonality. Lower revenues outside of the festive period of any Fiscal may adversely affect its business, financial condition, results of operations and prospects.

The information relating to its indirect distributors included in this Draft Red Herring Prospectus is based primarily on information provided to its by the company`s superstockists. Although its have undertaken certain measures to verify such information, there can be no assurance that such information is accurate or comprehensive.

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

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

Certain of its Directors and Key Managerial Personnel are interested in its Company`s performance in addition to their remuneration and reimbursement of expenses.

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

The Company may not be able to pay dividends in the future. Its ability to pay dividends in the future will depend upon its future earnings, financial condition, cash flows, working capital requirements and capital expenditures and the terms of its financing arrangements.

Industry information included in this Draft Red Herring Prospectus has been derived from an industry report prepared by Frost & Sullivan (India) Private Limited exclusively commissioned and paid for by its for such purpose.

Its Joint Statutory Auditors have included certain emphasis of matters in its Restated Financial Statements.

The company has in this Draft 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 FMCG retail industry, and therefore may not be comparable with financial or industry related statistical information of similar nomenclature computed and presented by other companies.

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

The company`s Subsidiary has incurred losses in the past, which may have an adverse effect on its reputation and business.

After the completion of the Offer, its Promoters along with the Promoter Group will continue to collectively hold majority of the shareholding in its Company, which will allow them to influence the outcome of matters requiring shareholder approval.

Some of its Group Companies operate in the same or similar line of business as the Company, which may lead to real or potential conflicts of interest with its business. Further, its Promoters and certain Directors have interests in other companies, which are in businesses similar to its, which may result in conflicts of interest.

The company has issued Equity Shares during the preceding 12 months at prices that may be lower than the Offer Price.

The Company will not receive any proceeds from the Offer.

The company face foreign exchange risks that could adversely affect its results of operations and cash flows.

Its operations may involve certain transactions in or with countries or persons that are subject to U.S. and other sanctions.