BASIS FOR THE ISSUE PRICE QUALITATIVE FACTORS We believe that we have the following principal competitive strengths: (a) Leadership in exports market for studded jewellery, (b) access to advanced technology and modern machinery, (c) strong and long-term relationship with our customers, (d) integrated player with domain knowledge, (e) experience of our Promoter and a strong management team, and (f) strong sales and marketing network. For more details on qualitative factors, refer to the section titled Our Business at page 108. QUANTITATIVE FACTORS Subsequent to the year ended March 31, 2012, our Company issued an aggregate of 1,800,000 Equity Shares aggregating to Rs. 405 million to Crystalon Finanz AG under Pre- IPO Placement. The ratios mentioned in this section do not include the impact of these events subsequent to the balance sheet date. Information presented in this section is derived from our unconsolidated and consolidated restated audited financial statements prepared in accordance with Indian GAAP and restated in accordance with SEBI ICDR Regulations. Some of the quantitative factors which may form the basis for computing the Issue Price are as follows: 1. Earnings per Share (EPS): As per the Company s restated unconsolidated summary statements: Year / Period Ended Basic EPS* Diluted EPS* Weight Year Ended March 31, 2010 13.79 13.79 1 Year Ended March 31, 2011 22.11 22.03 2 Year Ended March 31, 2012 29.10 28.99 3 Weighted Average 24.22 24.14 2.99** 2.98** *The Company has issued 5,923,707 Bonus shares (in the ratio 1:2) on September 4, 2010, the same had been considered for calculation of EPS / Diluted EPS for the year ended 2010. ** Not annualized
As per the Company s restated consolidated summary statements: Year / Period Ended Basic EPS* Diluted EPS* Weight Year Ended March 31, 2010 13.57 13.57 1 Year Ended March 31, 2011 22.73 22.65 2 Year Ended March 31, 2012 30.07 29.97 3 Weighted Average 24.87 24.80 2.99** 2.98** *The Company has issued 5,923,707 Bonus shares (in the ratio 1:2) on September 4, 2010, the same had been considered for calculation of EPS / Diluted EPS for the year ended March 31, 2009 and 2010. ** Not annualized (1) Earnings per share represents basic earnings per share calculated as net profit attributable to equity shareholders as restated divided by weighted average number of shares outstanding during the year. (2) Face value per share is Rs. 10. Note: a) The earning per share has been calculated on the basis of the restated profits and losses of the respective years. b) The denominator considered for the purpose of calculating the earnings per share is the weighted average number of Equity Shares outstanding during the year. c) The earning per share calculations have been done in accordance with Accounting Standard 20- Earning per share notified by the Companies (Accounting Standards) Rules, 2006, as amended. 2. Price Earning Ratio (P/E ratio) in relation to the Issue Price of Rs. [ ] per Equity Share of Rs. 10 each S. N o Particulars Standalone Consolidated 1 The Price/Earning (P/E) ratio, based on Basic EPS for the year ended March 31, 2012 at the Floor Price [ ] [ ] 2 The Price/Earning (P/E) ratio, based Diluted EPS for the year ended March 31, 2012 at the Cap Price [ ] [ ] 3 Peer Group P/E A Highest 92.60 B Lowest 2.00 C Industry Composite 17.20 Source: Capital Market Volume XXVIII/16, Oct 1-14, 2012
3. Return on Net Worth: Return on net worth as per the Company s restated unconsolidated summary statements: Year / Period Ended RONW (%) Weight Year Ended March 31, 2010 13.78 1 Year Ended March 31, 2011 18.02 2 Year Ended March 31, 2012 19.25 3 Weighted Average 17.93 1.94# Return on net worth as per our Company s restated consolidated summary statements: Year / Period Ended RONW (%) Weight Year Ended March 31, 2010 13.56 1 Year Ended March 31, 2011 18.38 2 Year Ended March 31, 2012 19.52 3 Weighted Average 18.15 2.29 # # Not annualised 4. Minimum Return on Increased Net Worth required to maintain pre-issue earning per share for the year ended March 31, 2012: a. Based on basic earning per share: At the Floor Price: 16.77% and 17.12% based on the restated unconsolidated and restated consolidated summary statements respectively. At the Cap Price: 16.70% and 17.05% based on the restated unconsolidated and restated consolidated summary statements, respectively. b. Based on diluted earning per share: At the Floor Price: 16.71% and 17.07% based on the restated unconsolidated and restated consolidated financial statements, respectively. At the Cap Price: 16.63%% and 16.99%% based on the restated unconsolidated and restated consolidated financial statements, respectively. 5. Net Asset Value per Equity Share (adjusted for bonus issue): a. On Unconsolidated basis NAV as at NAV as at March 31, 2012 Rs. 154.11 per equity share Rs. 151.13 per equity share b. On Consolidated basis NAV as at NAV as at March 31, 2012 Rs. 157.65 per equity share Rs. 154.04 per equity share
c. Issue Price: [ ]* *Issue Price per Share will be determined on conclusion of the Book Building Process d. NAV per Equity Share after the Issue** On Unconsolidated basis- Rs [ ] On Consolidated basis - Rs [ ] **Net asset value per Equity Share represents the net worth, as restated, divided by the number of Equity Shares outstanding at the end of the period. 6. Comparison with Industry Peers: Based on the nature of the services provided by the Company, the comparison of its accounting ratios with its closest comparable listed competitors in India is given below: Tara Jewels (consolidated) Face Value Revenue (in Rs. Million) For the year ended March 31, 2012 Basic Diluted P/E EPS EPS (times) Return on Net Worth (%) Net Asset Value per Equity Share 10 13,990.87 30.07 29.97 [ ] 19.52 154.04 Peer Group (1) Titan Industries Gitanjali Gems Goenka Diamond & Jewels * Renaissance Jewellery + 1 89,831.45 6.77 6.77 38.32 41.16% 16.46 10 124,982.76 55.51 55.4 7.27 15.65% 341.71 1 5,719.27 6.75 6.75 4.10 7.55% 8.93 10 9,516.23 17.58 17.4 3.34 10.72% 164.01 (1) Source: Respective Annual Reports for 2012 which are on a consolidated basis. For Peer group companies the EPS, RONW and Book Value (B.V.)/NAV per equity share figures are based on the Consolidated audited results for the year ended March 31, 2012. P/E ratio is
based on the consolidated Diluted EPS for the financial year ending March 31, 2012 and Market Price (BSE) as on October 31, 2012 Net Asset Value = Shareholders funds (i.e. Share Capital plus Reserves and Surplus plus convertible warrants less Miscellaneous Expenditure to the extent not written off)/actual paidup number of shares outstanding as on the respective financial year ending RONW = Profit after Tax /Shareholders funds (i.e. Share Capital plus Reserves and Surplus plus convertible warrants less Miscellaneous Expenditure to the extent not written off) X 100 Revenue taken from Annual Report as respective sales given in the annual report. * EPS and Book Value have been adjusted for Ex-split price (sub-division of shares of Rs. 10 per share of the company into the shares of Re. 1 each) + For Renaissance Jewellery - have included convertible warrants for calculation of Net Asset Value and RONW. The Issue Price has been determined by our Company and the Selling Shareholder in consultation with the BRLMs and on the basis of assessment of market demand for the Equity Shares through the Book Building Process. The BRLMs believe that the Issue Price of Rs. [ ] is justified in view of the above qualitative and quantitative parameter.