VARROC2023-07-012023-09-30 VARROC2023-07-012023-09-30 VARROC2023-07-012023-09-30in-bse-fin:OneOperatingExpenses01Member VARROC2023-07-012023-09-30in-bse-fin:OneOperatingExpenses02Member VARROC2023-07-012023-09-30in-bse-fin:OneOperatingExpenses03Member VARROC2023-07-012023-09-30in-bse-fin:OneOperatingExpenses04Member VARROC2023-07-012023-09-30in-bse-fin:OneOperatingExpenses05Member VARROC2023-07-012023-09-30in-bse-fin:OneOperatingExpenses06Member VARROC2023-07-012023-09-30in-bse-fin:OneOperatingExpenses07Member VARROC2023-07-012023-09-30in-bse-fin:OneOperatingExpenses08Member VARROC2023-07-012023-09-30in-bse-fin:FourOperatingExpenses01Member VARROC2023-07-012023-09-30in-bse-fin:FourOperatingExpenses02Member VARROC2023-07-012023-09-30in-bse-fin:FourOperatingExpenses03Member VARROC2023-07-012023-09-30in-bse-fin:FourOperatingExpenses04Member VARROC2023-07-012023-09-30in-bse-fin:FourOperatingExpenses05Member VARROC2023-07-012023-09-30in-bse-fin:FourOperatingExpenses06Member VARROC2023-07-012023-09-30in-bse-fin:FourOperatingExpenses07Member VARROC2023-07-012023-09-30in-bse-fin:FourOperatingExpenses08Member VARROC2023-09-30 iso4217:INRxbrli:purexbrli:sharesiso4217:INRxbrli:shares 541578 VARROC NOTLISTED Varroc Engineering Limited Equity 2023-04-01 2024-03-31 2023-11-07 2023-10-31 INR Millions Half yearly 11:35:00 14:48:00 2023-11-07 2023-11-07 true Cash Flow Indirect Not applicable Single segment In Accordance with paragraph 4 of the notified IND AS 108 The Company has disclosed segment information only on the basis of consolidated financial statement. 2023-07-01 2023-09-30 Unaudited Standalone 11108060000.00 162780000.00 11270840000.00 7586260000.00 0.00 -88380000.00 1086690000.00 472820000.00 498310000.00 1683480000.00 11239180000.00 31660000.00 0.00 31660000.00 13750000.00 -3190000.00 10560000.00 0.00 21100000.00 0.00 0.00 0.00 0.00 21100000.00 0.00 21100000.00 0.00 0.00 152790000.00 1 0.14 0.14 0.00 0.00 0.14 0.14 0.02 0.01 0.02 Notes to the Unaudited Standalone Financial Results : 1. The above results were reviewed by the Audit Committee and approved by the Board of Directors at its meeting held on November 07, 2023 and were subjected to review by the Statutory Auditors. 2. Foreign exchange loss/(gain) for the quarters ended September 30, 2023, June 30, 2023, and September 30, 2022, half years ended September 30, 2023 and September 30, 2022, and the year ended March 31, 2023 includes amounts of Rs. (31.38) million, Rs. 1.90 million, Rs. 317.72 million, Rs. (29.48) million, Rs. 557.32 million and Rs. 529.62 million respectively in respect of unrealised/realised foreign exchange (gain)/ loss on loans given to overseas subsidiary. 3. During the current quarter, management has re-evaluated the presentation of income from government grants in the statement of profit and loss and has re-classified it from other income to other operating income included within 'Revenue from Operations'. Accordingly, income of Rs. 64.55 million and Rs. 127.14 million for the quarter and six months period ended September 30, 2023 respectively has been presented under other operating income. Further other income of comparative periods for quarters ended June 30, 2023 and September 30, 2022, six months period ended September 30, 2022 and year ended March 31, 2023 have also been reclassified by Rs. 62.59 million, Rs. 52.56 million, Rs. 108.26 million and Rs. 223.06 million respectively. Further cashflows of Rs. 80.26 million and Rs. 40.35 million from government grant for the six months period ended September 30, 2023 and September 30, 2022 have also been reclassified from investing activity to operating activity in the cashflow statement. 4. Other income for the quarter and period ended September 30, 2023 also includes dividend received from a subsidiary company of Rs. 125.79 million. 5. Varroc Engineering Limited (“the Company”) and VarrocCorp Holding BV, Netherlands (“VCHBV”, wholly owned subsidiary of VEL) (together referred to as “Sellers”) entered into a Securities Purchase Agreement dated April 29, 2022 as amended dated July 01, 2022, October 05, 2022 and May 12, 2023 (collectively referred to as “SPA”) with Compagnie Plastic Omnium SE, France (referred to as “Buyer”), to divest the Sellers 4-Wheeler lighting business in the Americas and Europe (“VLS Business”). The equity value agreed under the SPA was Euro 69.5 million (subject to closing adjustments as provided under the SPA) and accordingly the loss on equity investments and loans given to VLS business of Rs. 13,321.90 million was recognised as exceptional item during the year ended March 31, 2023. The Buyer submitted the final adjustments but failed to provide the necessary supporting details to enable the Sellers to understand these adjustments. Hence, Sellers sent a Dispute Notice in accordance with the SPA disputing the proposed adjustments. Subsequently, both the Buyer and the Sellers have entered into Settlement Agreement on July 14, 2023 whereby both the parties have agreed to settle the disagreements on closing adjustments and the final equity value agreed under the Settlement Agreement is Euro 54.5 million. Accordingly, VCHBV has received the remaining consideration amount of Euro 13 million on July 17, 2023 pursuant to this final settlement with Buyer. Exceptional item of Rs. 45 million for the quarter ended June 30, 2023 pertains to expenses directly related to sale of investment in VLS business. Single segment 2023-04-01 2023-09-30 Unaudited Standalone 21649920000.00 186030000.00 21835950000.00 14837530000.00 0.00 -219250000.00 2047970000.00 917350000.00 973170000.00 3390230000.00 21947000000.00 -111050000.00 -45000000.00 -156050000.00 -40440000.00 -1540000.00 -41980000.00 0.00 -114070000.00 0.00 0.00 0.00 0.00 -114070000.00 0.00 -114070000.00 0.00 0.00 152790000.00 1 -0.75 -0.75 0.00 0.00 -0.75 -0.75 0.02 0.01 0.02 Consumption of Packing Material 121200000.00 Consumption of Stores, Spares and Tools 149320000.00 Contract Labour Cost 372140000.00 Foreign Exchange Loss -63100000.00 Freight and Forwarding Expenses 116140000.00 Legal and Professional Fees 182290000.00 Other Expenses 522290000.00 Water and Electricity Charges 283200000.00 Consumption of Packing Material 229750000.00 Consumption of Stores, Spares and Tools 295450000.00 Contract Labour Cost 734360000.00 Foreign Exchange Loss -76370000.00 Freight and Forwarding Expenses 245160000.00 Legal and Professional Fees 343610000.00 Other Expenses 1049150000.00 Water and Electricity Charges 569120000.00 10902480000.00 190280000.00 115920000.00 0.00 489530000.00 17110000.00 0.00 0.00 8873880000.00 0.00 0.00 187830000.00 9061710000.00 0.00 933680000.00 21710710000.00 4250420000.00 110500000.00 2707110000.00 981580000.00 44650000.00 33220000.00 157120000.00 4034180000.00 0.00 724580000.00 9009180000.00 0.00 0.00 30719890000.00 152790000.00 5276880000.00 5429670000.00 5429670000.00 3398790000.00 0.00 1339270000.00 4738060000.00 85830000.00 797900000.00 204910000.00 28230000.00 5854930000.00 9770170000.00 7803170000.00 965230000.00 18538570000.00 585980000.00 214030000.00 0.00 96710000.00 19435290000.00 0.00 0.00 25290220000.00 30719890000.00 6. As at September 30, 2023, the Company has not complied with some of the covenants under loan agreements. Accordingly, non-current loans of Rs. 1,726.39 million have been reclassified as current. The management does not expect any material impact on the financial statements/ cash flow due to the above. 7. The total debt as at September 30, 2023 is Rs.13,168.96 million out of which amounts of Rs. 2,261.53 million are due for repayment in the next 12 months from balance sheet date (excluding working capital facilities of Rs.5,806.76 million). Taking into account the expected cash generation from operations in next 12 months and the additional sanctions that the Company has secured for long-term funding, the management does not foresee any risk of non-payment/default. Accordingly, the results for the quarter and half year ended September 30, 2023 are prepared based on going concern assumption being appropriate for the next 12 months. 8. During the current quarter, the Company has issued 25,000 number of listed 9.2% Non-Convertible Debentures (‘NCD’) of face value of Rs. 1,00,000 each aggregating to Rs. 2,500 million on a private placement basis. The NCDs will be repaid in 16 equal quarterly instalments beginning from December 07, 2024. Further, NCD holders have a put option after 30 months and 42 months respectively from date of allotment, requiring the Company to redeem all the NCDs. The Company shall at all times until the Final Settlement Date maintain a minimum Security Cover of at least 1.1x. The proceeds from the issue have been utilised for repayment of existing listed NCDs, other outstanding debt and for general corporate purposes. As at September 30, 2023, NCDs were unsecured pending creation of security. Subsequently on October 16, 2023, NCDs have been secured by exclusive charge by way of hypothecation on the specific identified movable properties of the Company. Pursuant to such security creation, the interest rate will be reduced by 0.60% in accordance with the transaction documents w.e.f. December 07, 2023. 9. Figures of previous year/periods have been reclassified/regrouped/restated, wherever necessary to conform to current period/year classification. 917350000.00 -141260000.00 479350000.00 0.00 -58930000.00 -3220000.00 -25590000.00 0.00 0.00 1425450000.00 0.00 -60240000.00 -16550000.00 973170000.00 45000000.00 -4170000.00 2090000.00 36270000.00 0.00 0.00 125790000.00 23130000.00 0.00 0.00 0.00 -51530000.00 0.00 -13720000.00 0.00 3354550000.00 3198500000.00 0.00 0.00 0.00 141600000.00 0.00 3056900000.00 0.00 69970000.00 0.00 0.00 0.00 0.00 0.00 0.00 455850000.00 523530000.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 49930000.00 687280000.00 0.00 0.00 125790000.00 17870000.00 0.00 208520000.00 0.00 851880000.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 2500000000.00 5554170000.00 0.00 106450000.00 0.00 1030910000.00 0.00 -232030000.00 -4423560000.00 -514780000.00 0.00 -514780000.00 1496360000.00 981580000.00 0.00 0.00 0.00 0.00