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United Spirits Ltd.

BSE: 532432 Sector: Consumer
NSE: MCDOWELL-N ISIN Code: INE854D01024
BSE 00:00 | 24 Apr 2020 United Spirits Ltd
NSE 05:30 | 01 Jan 1970 United Spirits Ltd

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OPEN 525.00
PREVIOUS CLOSE 529.10
VOLUME 59076
52-Week high 742.95
52-Week low 443.00
P/E 46.36
Mkt Cap.(Rs cr) 37,728
Buy Price 518.00
Buy Qty 10.00
Sell Price 519.20
Sell Qty 59.00
OPEN 525.00
CLOSE 529.10
VOLUME 59076
52-Week high 742.95
52-Week low 443.00
P/E 46.36
Mkt Cap.(Rs cr) 37,728
Buy Price 518.00
Buy Qty 10.00
Sell Price 519.20
Sell Qty 59.00

United Spirits Ltd. (MCDOWELL-N) - Company History

United Spirits Ltd is India's second largest spirits company in the world by volume and is a subsidiary of Diageo plc- a global leader in beverage alcohol with an outstanding portfolio of brands across spirits beer and wine categories. The Company produces and sells around 90mn cases of Scotch whisky IMFL whisky brandy rum vodka gin and wine.The Company is engaged in the business of manufacture purchase and sale of beverage alcohol (spirits and wines) including through tie-up manufacturing units and strategic brand franchises. In addition the Company holds the perpetual right to the Bangalore Franchise of Board of Control for Cricket in India - Indian Premier League (BCCI-IPL). IThey operate in two geographic segments: India and outside India. The Company's portfolio includes brands such as McDowell's No.1 Royal Challenge Signature and Antiquity among others. It also imports manufactures and sells Diageo's iconic brands such as Johnnie Walker VAT 69 Black & White Smirno and Ciroc in India. It has brands spanning across price points operating in all segments of Popular Prestige Premium and Luxury.United Spirits Ltd was incorporated in the year 1999 as McDowell Sprits Ltd. In April 1 2000 the company name was changed from McDowell Sprits Ltd to McDowell & Company Ltd. In the year 2002 McDowell Alcobev became the wholly owned subsidiary of the company. Also the company made alliances with US Australia and French Cos. for bulk wine import. Phipson Distilley became a wholly owned subsidiary of the company. Also the company acquired 85% equity stake in Truimph Distilleries & Vinters Pvt Ltd subsequently the Truimph Distilleries & Vinters became a subsidiary company. In December 2002 the company acquired the Indian and Middle East businesses of Gilbeys from UDV through their ultimate subsidiary Triumph Distillers & Vintners Pvt Ltd. During the year McDowell International Brands Ltd became a wholly owned subsidiary consequent upon the transfer of beneficial interests in the balance 60 equity shares of Rs 10 each held by the other shareholders to the company. In the year 2003 the company rolled out their new Whisky brand 'Derby Special Whisky' in Andhra Pradesh Market. They forged alliance with Newzealand Company called Independent Liquor to pursue an aggressive growth strategy in the ready-to-drink segment. McDowell Alcobev a subsidiary of the company made open offer to acquire 25% stake in Intertia Industries. The company unleashed new Vodka as part of their product portfolio. In the year 2004 the company launched the Old Cask Rum in the Karnataka market. Also they unveiled the 'Signature' a new and costly item in product line at Tamil Nadu market.During the year 2004-05 the McDowell India Spirits Ltd became a wholly owned subsidiary of the company consequent upon the purchase of 50000 equity shares of Rs 10 each from the existing shareholders of the company. The company made an open offer to the shareholders of Shaw Wallace & Company Ltd. Pursuant to the open offer the company acquired 12001518 equity shares constituting 25% of the paid up equity share capital of Shaw Wallace & Company Ltd. Also the investment business of the company was demerged and transferred to McDowell India Spirits Ltd (now know as McDowell Holdings Ltd) with effect from the April 1 2005.During the year 2005-06 Phipson Distillery Ltd United Spirits Ltd Herbertsons Ltd Triumph Distillers & Vintners Pvt Ltd Baramati Grape Industries Ltd United Distillers India Ltd McDowell International Brands Ltd and Shaw Wallace Distilleries Ltd were amalgamated with the company with effect from April 1 2005. In order to expand their Scotch whisky to a larger consumer segment and the middle-income group in particular the company launched a low-priced variant of their Black Dog Scotch. Also they introduced McDowell's No.1 Celebration Rum and Antiquity Blue. In March 2006 Primo Distributors Pvt Ltd a wholly owned subsidiary of United Distillers India Ltd became a wholly owned subsidiary of the company.During the year 2006-07 the company changed their name from McDowell & Company Ltd to United Spirits Ltd with effect from October 17 2006. The company launched their international operations with the acquisition of Bouvet-Ladubay S.A. a 3.2 million-bottle winery in the Saumur Valley in the Loire region of France. In May 2007 the company acquired 100% stake in Whyte & Mackay a leading distiller of Scotch whisky. During the year 2007-08 Liquidity Inc Whyte and Mackay Group Ltd Whyte and Mackay Ltd Whyte and Mackay Warehousing Ltd Bruce & Company (Leith) Ltd Charles Mackinlay & Company Ltd Dalmore Distillers Ltd Dalmore Whyte & Mackay Ltd Edinburgh Scotch Whisky Company Ltd Ewen & Company Ltd; Fettercairn Distillery Ltd Findlater Scotch Whisky Ltd Glayva Liqueur Ltd Glentalla Ltd GPS Realisations Ltd Grey Rogers & Company Ltd Hay & MacLeod Ltd Invergordon Distillers (Holdings) Ltd Invergordon Gin Ltd Isle of Jura Distillery Company Ltd Jarvis Halliday & Company Ltd John E McPherson & Sons Ltd KI Trustees Ltd Kensington Distillers Ltd Kyndal Spirits Ltd Leith Distillers Ltd Loch Glass Distilling Company Ltd Longman Distillers Ltd Lycidas (437) Ltd Pentland Bonding Company Ltd Ronald Morrison & Company Ltd St. Vincent Street (437) Ltd Tamnavulin-Glenlivet Distillery Company Ltd TDL Realisations Ltd Invergordon Distillers Group Ltd Invergordon Distillers Ltd The Sheep Dip Whisky Company Ltd W & S Strong Ltd Watson & Middleton Ltd Wauchope Moodie & Company Ltd Whyte and Mackay de Venezuela CA Whyte & Mackay Distillers Ltd Whyte and Mackay Holdings Ltd Whyte and Mackay Property Ltd William Muir Ltd WMB Realisations Ltd McDowell & Company Ltd Jasmine Flavours & Fragrances Pvt Ltd and Royal Challengers Sports Pvt Ltd became the subsidiaries of the company.During the year 2008-09 United Spirits (Shangai) Trading Company Ltd became a wholly owned subsidiary of the company. In March 2009 as per the scheme of amalgamation Zelinka Ltd was amalgamated with the company with effect from April 1 2007. Consequent upon the amalgamation of Zelinka Ltd with the company Palmer Investment Group Ltd and Montrose International S.A. became direct wholly owned subsidiaries of the company and Liquidity Inc. became a direct subsidiary of the company.In June 2009 as per the scheme of amalgamation Shaw Wallace & Company Ltd and Primo Distributors Pvt Ltd were amalgamated with the company with effect from April 1 2007. Consequent upon the amalgamation of Shaw Wallace & Company Ltd Shaw Wallace Breweries Ltd became a direct subsidiary of the company.During the year 2009-10 Tern Distilleries Pvt Ltd having a unit for manufacture of Extra Neutral Alcohol in Andhra Pradesh became a wholly owned subsidiary of the company consequent upon the acquisition of their entire paid-up share capital by the company. Consequent to allotment of equity shares to another investor and to the company Four Seasons Wines Ltd ceased to be a wholly owned subsidiary but continues to be a subsidiary of the company.During the year 2010-11 as per the scheme of arrangement all the assets and liabilities of Balaji Distilleries Ltd other than Brewery Division Undertaking as a going concern stood transferred to and vested in the Company with effect from April 1 2009. The company acquired 61.53% of the paid up capital of Sovereign Distilleries Ltd (SDL). Consequently SDL became a subsidiary of the company. Also the company proposes to acquire 100% of the paid up capital of SDL.During the year the company acquired 7322280 equity shares constituting 54.69% of the paid up capital of Pioneer Distilleries Ltd (PDL). Further 977212 Equity shares constituting 7.30% and 2677640 equity shares constituting 20.00% of the paid up capital of PDL were acquired from the open market thereby acquiring a total of 10977132 equity shares aggregating to 81.99% of the paid up capital of PDL. Consequently PDL became a subsidiary of the company.During the year Herbertsons Ltd and Spring Valley Investments Holding Inc ceased to be subsidiaries of the company consequent to the sale of shares and liquidation respectively. Chennai Breweries Pvt Ltd (CBPL) a wholly owned subsidiary of Balaji Distilleries Ltd (BDL) became a wholly owned subsidiary of the company consequent to amalgamation of BDL with the company. In November 2011 Chennai Breweries Private Litd was amalgamated with United Breweries Ltd with effect from November 12 2012.During the year under review the company had acquisition of 41.54 % Equity stake in Sovereign Distilleries LtdIn 2012 the company acquired 100% ownership in Sovereign Distilleries Ltd and also confirmed stake sale talks with Diago plc.On 27 May 2013 Diageo acquired a 10% stake in United Spirits at a cost of Rs 20927196000. It also separately acquired an additional 58668 shares for Rs 85778082. On 4 July 2013 Diageo bought an additional 14.98% of the company for Rs 31.35 billion. Diageo acquired an additional 21.77 million shares at a cost of Rs 1440 per share in an off-market-deal from United Spirits' promoters raising its holdings to 25.02 per cent of the company. Following that purchase Diageo held 36.3 million shares in USL acquired at a cost of Rs 52358.5 million making it the largest shareholder. Under pressure from Diageo some substantial changes to the management structure of the firm began to take place in 2013.The issued subscribed and paid-up equity share capital of the Company stood increased from Rs.1307949680/- divided into 130794968 equity shares of Rs.10/- each to Rs.1453277430/- divided into 145327743 equity shares of Rs.10/- each consequent upon the issue and allotment of 14532775 equity shares of Rs.10/- each at a price of Rs.1440/- per equity share on preferential basis to Relay B.V. an indirect wholly owned subsidiary of Diageo plc in FY 2014.During the year 2014 the Company has entered into an Asset Purchase Agreement with JP Impex Incorp a partnership firm having its principal place of business at No.219/11 J P Corp Bellary Road Sadashivanagar Bangalore - 560 080 and factory at Plot No.82/3 and 82/2 in Survey No.95 in the Nandur Kesaratagi Industrial Area Nandur Hobli Kesaba Teluka Gulbarga District Gulbarga Karnataka (Factory) inter alia for purchasing from the firm the building plant and machinery licences transfer of lease hold rights on the land all relating to the Factory. The purchase of the above assets would facilitate an increase in the Company's licensed Indian Made Foreign Liquor production capacity in the State of Karnataka which the Company proposes to use for Tetra Pak production and availing logistical advantage. The closing of the transaction is subject to the fulfillment of certain conditions precedents by the Firm.Further to the approval of Board of Directors of the Company and final clearance of the individual directors authorized by the Board to monitor the process on July 7 2015 the Company placed an order for sale by way of a block trade on National Stock Exchange of India Limited (NSE) of 8500000 equity shares held by the Company in United Breweries Limited (UBL) (constituting 3.21% of the paid up equity share capital of UBL) to Heineken International B.V. at a price of Rs 1030 per share. The sale consideration net of brokerage was Rs 872 Crores (against book value of Rs 15 Crores) resulting in profit on this transaction (which is to be determined after taking into account other transaction costs and taxes). Following the completion of this sale on July 9 2015 the Company holds no shares in UBL and has ceased to be a promoter in UBL. This divestment was a part of the process of magnetizing certain non-core assets of the Company (as previously disclosed to the stock exchanges on October 20 2014) in the ordinary course of the Company's business. During FY 2015 the Company's manufacturing unit situated at Poonamalle Chennai was hived-off to Enrica Enterprises Private Limited in terms of Section 391 to 394 of the Companies Act 1956 pursuant to the approval of the Hon'ble High Courts of Karnataka and Madras. In addition the Company's entire holding in its wholly owned subsidiary Whyte and Mackay Group Limited along with its subsidiaries were transferred during the year to Emperador Inc. Subsequent to the financial year 2014-15 SW Finance Co. Limited a wholly owned subsidiary of the Company was amalgamated with the Company pursuant to the orders of the Hon'ble High Courts being filed with the Registrar of Companies.The Company had 22 subsidiary companies in the financial year ended on March 31 2015.The Company had 19 subsidiary companies in the financial year ended on March 31 2016. Consequent to the sale Bouvet Ladubay S.A.S. and Chapin Landias S.A.S. the two wholly owned subsidiaries of the Company ceased to be subsidiaries of the Company and as stated SW Finance Co. Limited also ceased to be subsidiary of the Company upon its merger with the Company.The Company had issued 17502762 global depository shares (GDSs) representing 8751381 equity shares with 2 GDSs representing 1 equity share of face value of Rs10/- each at US$ 7.4274 per GDS aggregating to US$ 130 million listed on the Luxembourg stock exchange. These GDSs did not carry any voting rights. The Company as mentioned in its letter dated September 22 2016 addressed to Deutsche Bank Trust Company Americas Depository for the GDS had elected to terminate the deposit agreement in respect of the GDSs and the same was communicated to the Luxembourg Stock Exchange with the objective of delisting these GDSs listed with Luxembourg stock exchange. The Company vide its letter dated January 09 2017 extended the termination date to February 10 2017 and eventually the Depository for global depository shares (GDSs) was terminated by virtue of which the GDSs have been cancelled. Notwithstanding this development the number of shares outstanding or issued and subscribed in the share capital of the Company remains unchanged at Rs 1453 million being 145327743 equity shares of Rs10 each fully paid up and the Company's shares continue to be listed with the National Stock Exchange of India Limited and BSE Limited. Consequent to this the GDS listed with the Luxembourg Stock Exchange had been de- listed.The Company has sub-divided 548000000 equity shares of Face Value of Rs 10/- per equity share into 2740000000 equity shares of Rs 2/- per equity share and also 1200000 preference shares of face value of Rs 100/- per preference share into 12000000 preference shares of Rs 10/- per preference share of the Company subsequent to the end of the FY 2017-18.United Spirits Nepal Pvt. Ltd was sold during the FY 2017-18.


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