S Chand & Company Ltd

S Chand And Company Limited is a leading education player in India delivering content, services and solutions across the education spectrum. The company focuses on early learning, K-12 and higher education segments. The company is a leading K-12 education content company in terms of revenue from operations in Fiscal 2016, according to Nielsen. The company has pan India sales and distribution network with deep end market connect. It has presence across CBSE, ICSE and State Board affiliated schools across the nation. The company is an established leader in CBSE/ICSE schools as a preferred content provider. The company also has a diversified presence across large regional markets and state board schools. The company has more than 10,000 active book titles, ~ 2,443 author relationships and 90 TPD print capacity in terms of the number of sheets. S.Chand & Co. Private Limited was incorporated in Delhi on September 9, 1970, a Private Limited Company, under the companies Act, 1956 with the Registrar of Companies. In 1971, the company signed an agreement with Maneckji Cooper Trust for exclusive publication rights for certain ?Wren & Martin? titles. The company became a deemed public limited company under section 43A(1) of the companies Act, 1956, and the Registrar of Companies Delhi Certified the change of name to 'S. Chand & Co. Limited' on May 6, 1976. Thereafter, pursuant to the approval of the Central Government dated April 30, 1986 under section 43A(4) of the companies Act, 1956, the company was converted into a Private Limited Company and a certificate of incorporation certifying the change of name to 'S Chand And Company Private Limited', was issued by the Registrar of Companies on May 21, 1986. Subsequently the company became a deemed public limited company under section 43A(1) of the companies Act, 1956 on October 3, 1998, the name was changed to 'S. Chand And Company Limited'. Later, the company, pursuant to a special resolution dated February 23, 2001 was converted from a deemed Public Limited Company under section 43A(1) of the companies Act, 1956 to a Public Limited Company under section 31 and 21 read with section 44 of the companies Act, 1956 and, upon such conversion, the Registrar of certified the companies change of name to 'S. chand and company Limited' on November 7, 2001. In 2005, the company was awarded the e-Class project by the Government of Uttaranchal for development of IT enabled course curriculum in Science and Mathematics for classes 9-12, funded by International Development Association. In 2007, the company filed an application in the High Court of Delhi for demerger of real estate and investments business into RKG Hospitalities Private Limited. In 2008, the company formed a joint venture, HMSC Learning Private Limited with Education Media and Publishing Group Holding BV (EMPG BV) for e-learning solutions. In 2010, the company set up publishing and printing facilities at Rudrapur under a wholly owned subsidiary. During the year under review, the company entered into an agreement for acquiring a majority stake of 51% in BPI (India) Private Limited through its wholly owned subsidiary Blackie & Son (Calcutta) Private Limited. In 2011, the company underwent corporate restructuring and all hospitality and real estate businesses were demerged to enable our company to focus purely on education business. In 2012, the company acquired 100 % stakes in Rajendra Ravindra Printers Private Limited (which was subsequently merged with Vikas Publishing House Private Limited), Eurasia Publishing House Private Limited and Blackie. During the year under review, Everstone Capital Partners II LLC invested a sum of Rs 170 crore into the company. During the year under review, the company acquired 100% stake in Vikas Publishing House Private Limited (VPHPL). After the approval of the Central Government dated August 8, 2012, the company was converted into a Private Limited Company and a certificate of incorporation certifying the change of name to 'S Chand And Company Private Limited' was issued on August 8, 2012. In 2014, VPHPL set up a printing plant at Sahibabad. During the year under review, the company acquired majority shareholding of 51% in New Saraswati House (India) Private Limited (NSHPL). During the financial year ended 31 March 2014, the company achieved consolidated revenue of more than Rs 300 crore. During the year under review, the company's subsidiary Safari Digital Education Initiatives Private Limited acquired minority shareholding of 31.21% on a fully diluted basis in Edutor Technologies India Private Limited (ETIPL). During the year under review, the company and Safari Digital acquired 49.99% shareholding of Education Media and Publishing Group Holding BV (EMPG BV) in its joint venture S Chand Harcourt (India) Private Limited (now DS Digital Private Limited). In 2015, Everstone and International Finance Corporation invested Rs 60 crore and Rs 110 crore respectively into the company. During the financial year ended 31 March 2015, the company achieved consolidated revenue of more than Rs 400 crore. During the year under review, the company acquired minority equity stake of 25.5% on a fully diluted basis in Smartivity Labs Private Limited (SLPL). During the year under review, Safari Digital launched its mobile application, myStudyGear. During the year under review, Safari Digital increased its shareholding from 31.21% to 37.54% on a fully diluted basis in ETIPL. Thereafter, Safari Digital further increased its shareholding from 37.54% to 44.66% in ETIPL by purchasing shares from the existing shareholders of ETIPL. In 2016, the company acquired residual minority shareholding of 49 % in NSHPL. During the financial year ended 31 March 2016, the company achieved consolidated revenue of more than Rs 500 crore. During the year under review, Safari Digital acquired minority shareholding of 15.34% on a fully diluted basis in Testbook Edu Solutions Private Limited (formerly Share Infotech Private Limited). During the year under review, Safari Digital acquired minority shareholding of 10.15% on a fully diluted basis in Gyankosh Solutions Private Limited. During the year under review, Safari Digital launched its curriculum solutions for K-12 under the brand ?Mylestone. The company was once again converted into a public limited company under the Companies Act, 2013 and a certificate of incorporation certifying the change of name to S Chand And Company Limited was issued by the RoC on September 8, 2016. In December 2016, the company along with its subsidiary Eurasia Publishing House Private Limited (EPHL) acquired 74% shareholding of Chhaya Prakashani Private Limited. S Chand And Company Limited came out with an initial public offer (IPO) during the period from 26 April 2017 to 28 April 2017. The IPO was a combination of fresh issue of Rs 325 crore and Offer for Sale of 60.23 lakh shares by the selling shareholders. The stock debuted at Rs 707 on BSE on 9 May 2017, a premium of 5.52% compared with the IPO price of Rs 670 per share. The Board of Directors of S Chand And Company at its meeting held on 12 June 2017 approved investment in Smartivity Labs Pvt. Ltd. upto an amount of Rs 40 lakh. The Board of Directors of S Chand And Company at its meeting held on 17 November 2017 approved Composite Scheme of Arrangement amongst Blackie & Son (Calcutta) Private Limited, Nirja Publishers & Printers Private Limited, DS Digital Private Limited, Safari Digital Education Initiatives Private Limited, S Chand And Company Limited and their respective shareholders and creditors. The Board also approved investment in equity shares of S. Chand Edutech Pvt. Ltd. (subsidiary of the company) upto an amount of Rs 3.60 crore. The Board also granted approval to enter into a strategic alliance with PDM Inc. (affiliate of Sigong Media) for early education curriculum business for the pre-school market in India. On 31 March 2018, S Chand And Company announced that the Arbitration Tribunal on 28 March 2018 pronounced its award in favour of the company and decided that Walldorf Integration Solutions Limited (formerly known as Citixsys Technologies Limited) (Walldorf) has defaulted in redemption of optionally convertible preference shares (OCPS) subscribed by S Chand And Company and that he company is entitled for specific performance. Further, S Chand And Company would go ahead for execution of the Arbitration Award the value of which as on 31 March 2018 is Rs 9.86 crore including interest. The Board of Directors of S Chand And Company at its meeting held on 6 April 2018 considered and approved the investment in Smartivity Labs Pvt. Ltd. (Smartivity) upto an amount of Rs 35 lakh. Presently, the company holds 23.29% stake in Smartivity. Smartivity is engaged in engaged in the business of conceptualizing, designing and developing activity based (STEM learning) concepts for the education and toy industry to make learning smarter for children. Smartivity is looking to raise funds for expansion of its business operations and product portfolio. Various investor groups have evinced interest to invest in Smartivity. The Board of Directors of S Chand And Company at its meeting held on 8 August 2018 considered and approved acquisition of 51% partnership interest in Chetana Publications (India) LLP for an amount of Rs 58.50 crore. In the second tranche, the company will invest to acquire the remaining 49% partnership interest in Chetana Publications. Chetana Publications is a leading state board player in Maharashtra which derives ~85% of revenues during the April- June quarter which is a lean quarter for S Chand And Company. This acquisition should significantly help in reducing the Q4 heavy nature of S Chand And Company's business. The Board of Directors of S Chand And Company at its meeting held on 8 August 2018 considered and approved investment in S. Chand Edutech Pvt. Ltd. upto an amount of Rs 10 crore. S. Chand Edutech Pvt. Ltd. is a wholly owned subsidiary of the company. S. Chand Edutech is looking to raise funds for the new business of Nuri Nori, Smart K, Test Coach (online testing platform), pre school curriculum and VRX (virtual reality content). On 4 December 2018, S Chand And Company announced that the timeline for completing the first tranche investment in Chetana Publications (India) LLP (LLP) has been extended from 30 November 2018 to 31 December 2018 as certain conditions precedents which were to be completed by the LLP are yet to be completed. Read More