J.G.Chemicals

Expand its production capacities and broadening the footprint of manufacturing operations.

Further diversify our product offerings and enter new verticals.

Zinc Sulphate.

Pharmaceutical Grade Zinc Oxide.

Specialized Zinc Oxide/Activated Zinc Oxide (Zinc Carbonate).

Zinc based agri-chemicals and nutrients.

Deep mining of existing customers and continued focus to expand customer base.

Increasing focus on R&D to support complex chemistries, product innovation and cost efficiencies.

Leading market position with a diversified customer base, being supplier to 9 out of top 10 global tyre manufacturers and to all of the top 11 Indian tyre manufacturers.

High entry barriers in key end-use industries.

Strong and consistent financial performance with growth of revenue from operations and profit after tax growth at a CAGR 34.2825% and 40.43%, respectively, from FY21 to FY23.

Long-term relationships with customers and suppliers & having robust supply chain with more than 250 customers in last 3 years.

Experienced and dedicated management team.

Focus on long term sustainability with environmental initiatives and safety standards.

Its business is almost completely dependent on the sale of one principal product i.e. zinc oxide (in various grades) and any reduction in the demand of the same may have an adverse effect on its business and financial performance.

The company is significantly dependent on the business operations of its material subsidiary i.e. BDJ Oxides Private Limited and any deterioration in the performance of its material subsidiary may adversely affect the company`s business, financial condition and results of operations.

The company derives a significant part of its revenue from select customers. If one or more of such customers choose not to source their requirements from it, its business, financial condition and results of operations may be adversely affected.

The company`s logo is not registered as a trademark. If the company is unable to protect its intellectual property rights, its business, financial condition and results of operations may be adversely affected.

The company operates in a competitive industry. Any inability to compete effectively may lead to a lower market share or reduced operating margins.

Its operations are heavily dependent on the rubber and tyre industry and there is a lack of diversification in its business across other Application Industries.

Its business is heavily dependent on procurement of raw materials from overseas suppliers. The company does not have long-term agreements with its suppliers of raw material and any increase in the cost of, or a shortfall in the availability of, such raw materials could have an adverse effect on its business and results of operations.

A part of its manufacturing facility and the company registered office premises, are being utilised by it on leasehold basis and the company is subject to terms and conditions imposed on it by the lessor. In any event the company is unable to renew such leasehold rights, its business, financial condition and results of operations may be adversely affected.

The company is subject to certain risks consequent to its operations involving the manufacture, usage and storage of various hazardous substances.

As a part of its Objects of the Offer, the company intend to set up an R&D center at its Naidupeta Facility. The Company has not incurred any identifiable expenses towards R&D in Fiscal 2023, Fiscal 2022 and Fiscal 2021 and the nine months period ended December 31, 2023.

If any new products that the company produce are not as successful as its anticipate, the company business, cash flows, results of operations and financial conditions may be adversely affected.

The extent to which the outbreak of COVID - 19 could have an impact on its business, results of operations and financial condition will depends on future developments, which are uncertain and cannot be predicted.

There are pending litigations against the Company, its Subsidiary and certain of its Directors. Any adverse decision in such proceedings may render it/them liable to liabilities/penalties and may adversely affect its business, results of operations and financial condition.

Non-compliance with and changes in safety, health, environmental and labour laws and other applicable regulations, may adversely affect its business, financial condition and results of operations. Further, its may not be able to renew or maintain its statutory and regulatory permits and approvals required to operate its business.

The company manufacturing operations may be materially adversely affected by strikes, work stoppages or increased wage demands by its employees or those of its suppliers.

The company has negative cash flows used in operating activities in the financial year ended March 31, 2021.

Procurement of raw materials from overseas countries exposes it to risks relating to foreign exchange fluctuation and commodity pricing.

Conditions and restrictions imposed on it by the agreements governing its indebtedness and the company`s inability to meet its obligations, including financial and other covenants under its debt financing arrangements could adversely affect its business, results of operations and cash flows.

Its Promoters have provided guarantees in connection with its borrowings. Its business, financial condition, results of operations and prospects may be adversely affected by the revocation of all or any of the guarantees provided by its Promoters in connection with the Company`s borrowings.

The company had availed moratorium on its financial facilities.

The demand of its products in foreign countries is subject to international market conditions and regulatory risks that could adversely affect its business, financial condition and results of operations.

Its Promoters and Promoter Group will, even after the culmination of this Offer, continue to be its largest Shareholders and can influence the outcome of resolutions, which may potentially involve conflicts of interest with the other Equity Shareholders.

Its success largely depends upon the knowledge and experience of the company Promoters, Directors and its Senior Management as well as the company ability to attract and retain skilled personnel. Any loss of its Directors, Senior Management or our ability to attract and retain them and other skilled personnel could adversely affect its business, financial condition and results of operations.

The company requires various licenses and approvals for undertaking its businesses and the failure to obtain or retain such licenses or approvals in a timely manner, or at all, may adversely affect its operations.

There has been an instance of delay in PF payment for the employees by the Company. Its may be subject to regulatory actions or penalties for any such delay and its business, financial condition and reputation may be adversely affected.

Any non-compliance or delay in RoC filings may expose it to penalties from the regulators.

The company does not have long term agreements with its customers and relies on purchase orders for delivery of its products. Loss of one or more of its customers or a reduction in their demand for the company products could adversely affect its business, results of operations and financial condition.

The company is heavily dependent on machinery for its manufacturing operations. Any unscheduled, unplanned or prolonged disruption or break-down of its machinery could adversely affect its business, financial results and growth prospects.

Its may experience loss of, or a decrease in, revenue due to lower manufacturing levels.

The company is dependent on third party transportation and logistics service providers. Any increase in the charges of these entities could adversely affect its business, results of operations and financial condition.

The company is subject to strict quality requirements, regular inspections and audits, and sales of its product is dependent on the company quality control and standards. Any failure to comply with quality standards may adversely affect its business prospects and financial performance, including cancellation of existing and future orders.

Any adverse changes in regulations governing its business operations or products or the products of its endcustomers, may adversely impact the company business, prospects, and results of operations.

The objects of the Offer include funding long-term working capital requirements of the Company and investment in Material Subsidiary for its long-term working capital requirements which are based on certain assumptions and estimates.

The amount of non-controlling interest in its audited consolidated Ind AS financial statements for the financial year ended March 31, 2022, has been revised in its Restated Consolidated Financial Information.

Its performance may be adversely affected if the company does not manage its inventory or working capital successfully.

Its inability to successfully implement some or all the company business strategies in a timely manner or at all could have an adverse effect on its business. Further, its inability to effectively manage any of these issues may adversely affect the company`s business growth and, as a result, impact its businesses, financial condition and results of operations.

If the company is unable to establish and maintain and effective internal controls and compliance system, its business and reputation could be adversely affected.

Its Promoters and certain of the company`s Directors may be interested in the Company other than remuneration and reimbursement of expenses.

Its Promoters, Directors, Subsidiary and Group Companies are in businesses similar to its and have interests in certain companies, which are in similar businesses to its, and this may result in potential conflict of interest with it.

Significant disruptions of information technology systems or breaches of data security could adversely affect its business.

The company may not be able to secure additional funding in the future. In the event the Company is unable to obtain sufficient funding, it may delay its growth plans and have a material adverse effect on its business, cash flows and financial condition.

Any downgrade of its debt ratings could adversely affect the company`s business.

Delays or defaults in payments from its customers could result in reduction of the company profits.

Its contingent liabilities could materially and adversely affect its business, results of operations and financial condition.

Fraud, theft, employee negligence or similar incidents may adversely affect 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 Shareholders.

The company has a high working capital requirement and if its unable to raise sufficient working capital the company operations will be adversely affected.

Its insurance coverage may not adequately protect the company against all losses or the insurance cover may not be available for all the losses as per the insurance policy, which could adversely affect business, financial condition and results of operations.

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.

Its manufacturing facilities are dependent on adequate and uninterrupted supply of electricity, water and fuel. Any shortage or non-availability of such essential utilities could lead to disruption in operations, higher operating cost and consequent decline in its operating margins.

Certain sections of this Red Herring Prospectus contain information from CARE Report, which has been commissioned and paid for by the Company and any reliance on such information for making an investment decision in the Offer is subject to inherent risks.

The company has included certain financial and operational performance indicators, non-GAAP measures and certain other industry measures related to its operations and financial performance. These operational metrics, non- GAAP measures and industry measures may not be comparable with financial or industry related statistical information of similar nomenclature computed and presented by other peer companies.

Its funding requirements and the proposed deployment of Net Proceeds have not been appraised by any bank or financial institution or any other independent agency and are based on management estimates.

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

The company intend to utilise a portion of the Net Proceeds for funding its capital expenditure requirements for settingup a research and development centre at its Naidupeta Facility, Andhra Pradesh and if the costs of setting up and the risk of unanticipated delays in implementation and cost overruns related to the said upgradation are higher than expected, it could have a material adverse effect on its financial condition, results of operations and growth prospects.

Any future issuance of Equity Shares, or convertible securities or other equity linked instruments by it may dilute your shareholding and sale of Equity Shares by the Promoters may adversely affect the trading price of the Equity Shares.

The requirements of being a publicly listed company may strain its resources.

The company cannot assure payment of dividends on the Equity Shares in the future. Its ability to pay dividends in the future will depends upon its earnings, financial condition, cash flows and capital requirements.

The company will not receive any proceeds from the Offer for Sale. The Selling Shareholders will receive the net proceeds from the Offer for Sale.

The average cost of acquisition of Equity Shares by its Selling Shareholders could be lower than the floor price.