"SUBSCRIBE" to Nazara Technologies Ltd - First mover advantage in high growth gaming sector
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16th Mar. 2021 Salient features of the IPO: Recommendation SUBSCRIBE • Nazara Technologies Ltd. (Nazara), a gaming and sports media Price band Rs. 1,100 - 1,101 per share platform is planning to raise up to Rs. 5,830mn through an IPO, which Face value Rs. 4 opens on 17th Mar. and closes on 19th Mar. 2021. The price band is Rs. Shares for fresh issue Nil 1,100 – 1,101 per share. Shares for OFS 5.29mn shares • The issue is fully OFS. The company will not receive any proceeds Fresh issue size N/a from the issue. OFS issue size Rs. 5,823.8 - 5,829.1mn Key competitive strengths: 5.29mn shares Total issue size • Leadership position in a diversified and scalable business (Rs. 5,823.8 - 5,829.1mn) • Portfolio of premium intellectual property and content across regions 0.02mn shares Employee reservation (Rs. 20mn) and businesses 5.28mn shares • Large and engaged community of users with attractive monetization Net issue size (Rs. 5,803.8 - 5,809.1mn) opportunities Bidding date 17th Mar. - 19th Mar. 2021 • Successful inorganic growth through strategic acquisitions MCAP at higher • Profitable platform model benefitting from India growth story with price band Rs. 33,529mn limited regulatory risk Enterprise value at • Strong leadership team backed by marquee investors Rs. 30,601mn higher price band Risk and concerns: ICICI Securities Ltd., IIFL • Subdued macro economic environment Securities Ltd., Jefferies India Book running lead • Difficulty in monetizing media rights Pvt. Ltd. and Nomura Financial manager Advisory and Securities (India) • Unfavorable regulation in fantasy sports Pvt. Ltd. • Lower demand post Covid-19 pandemic Registrar Link Intime India Pvt. Ltd. • Unfavorable forex movements Sector/Industry Media and entertainment Peer comparison and valuation: There are no listed peers, having similar Mr. Vikash Mittersain, Mr. operating model. In FY20, the company was loss making at EBITDA and Promoters Nitish Mittersain and Mitter PAT levels. At higher price band of Rs. 1,101, Nazara is demanding an Infotech Llp EV/Sales multiple of 12.8x (to its FY20 sales of Rs. 2,475mn). Issue breakup Percent of Below are a few key observations of the issue: (continued in next page) Category Number of shares (mn) issue (%) • Nazara is a leading India based diversified gaming and sports media QIB portion 75% 3.69mn shares platform with a presence in India and across emerging & developed Non institutional 15% 0.79mn shares portion global markets such as Africa and North America, with offerings Retail portion 10% 0.53mn shares across the interactive gaming, eSports and gamified early learning Indicative IPO process time line ecosystems. It has a market share of over 80% in the domestic Finalization of basis of eSports market. The company owns some of the most recognizable 24th Mar. 2021 allotment IP, including World Cricket Championship (WCC) and CarromClash in Unblocking of mobile games, Kiddopia in gamified early learning, Nodwin and ASBA account 25th Mar. 2021 Sportskeeda in eSports & eSports media and Halaplay & Qunami in Credit to demat accounts 26th Mar. 2021 skill-based, fantasy and trivia games. Commencement of trading 30th Mar. 2021 • Over the last few years, Nazara has grown inorganically to expand its Pre and post - issue shareholding pattern offerings by acquiring multiple assets and successfully integrating in Pre-issue Post-issue its operations. In 2017, it acquired Next Wave Multimedia Pvt. Ltd. Promoter & promoter (Nextwave) to further augment its cricket mobile game offerings and 22.97% 20.70% group through IP-led cricket games such as WCC, WCC 2, Beach Cricket and Public 77.03% 79.30% Bat Attack Cricket. The company also entered eSports, through the Total 100.00% 100.00% acquisition of Nodwin Gaming Pvt. Ltd. (Nodwin) in 2018, and eSports Retail application money at higher cut-off price per lot media through Sportskeeda by acquiring Absolute Sports Pvt. Ltd. Number of shares per lot 13 (Absolute Sports) in 2019. In Jan. 2020, it made a strategic investment Employee discount Rs. 110 per share in Paper Boat Apps Pvt. Ltd. (Paper Boat), which provided it an entry Application money Rs. 14,313 per Lot into gamified early learning. Nazara also acquired Halaplay Analyst Technologies Pvt. Ltd. (Halaplay) in 2019, marking its entry into skill- Rajnath Yadav based, fantasy gaming. All these acquisitions are being funded Research Analyst (022 - 6707 9999; Ext: 912) through internal accruals. Email: rajnath.yadav@choiceindia.com 1
Peer comparison and valuation (Contd…): • The company's mobile game offerings has gained significant traction owing to its access to & ownership of premium localized IP & content, constant enhancement of in-app purchases & features for better monetization opportunities and leverage of existing distribution & advertisement networks. The acquisition of Nextwave saw WCC becoming the largest mobile-based cricket simulation game with a daily active engagement of 51 minutes by over 15mn monthly active users (MAU). • Nazara also enjoys the status of being the only company in India to have rights over IP and assets across grassroot, regional, national and international eSports. The company has market-first positions in India across sports simulation and eSports. Its eSports content business grew by 60% in FY20 and has grown by 9x times in the last three years. The company has successfully monetized competitive gaming in India through exclusive license partnerships with global brands & publishers, including Electronic Sports League and eSports World Convention and management of IP based gaming events such as ESL India Premiership, KO Fight Nights and Electronics Sports World Cup India Qualifiers, Mountain Dew Arena and the CII India Gaming Show. • Absolute Sports, which operates Sportskeeda (a leading sport & eSports news destination website with content across WWE, eSports, cricket, soccer and basketball), is the largest multi sports news site in India. As of 30th Sept. 2020, Sportskeeda had over 20mn MAUs. • Nazara’s content is developed in India for the Indian as well as for the global audience, thereby allowing it to achieve scale. This can be demonstrated by an average of 40.2mn MAUs in FY20 and an average of 57.5mn MAUs across all games for 9M FY20. • Growth in the domestic mobile gaming market is predominantly characterized by the rising adoption of smartphones, drop in data prices, increased internet penetration, high internet speeds etc. The mobile gaming market in India is the largest gaming segment, valued at USD 1.2bn in 2020. It is expected grow by around 40% CAGR over 2020-23 to reach a level of USD 3.1bn by 2023. Being a relatively nascent market, the growth rate for mobile gaming in India closely reflects the growth rate witnessed by China during 2013-20. • On financial performance front, Nazara has reported a mix set of performance. Over FY18-20, its topline has grown by 19.9% CAGR to Rs. 2,475.1mn in FY20. Total operating expenditure increased by 43.2% CAGR (higher than the top-line growth), leading to a consolidated loss of Rs. 55.2mn in FY20. In FY18 and FY19, EBITDA stood at Rs. 487.2mn and 163.5mn, respectively, with a margin of 28.3% and 9.6%. With acquisition of new assets, depreciation charge increased by 80.9% CAGR, while with the decline in lease interest rates, finance expenses declined by 17.9% CAGR. Other income increased by 21.6% CAGR, leading to a pre-tax loss of Rs. 208.2mn in FY20. During FY18 and FY19, pre-tax profit stood at Rs. 127.9mn and Rs. 108.7mn, respectively. In FY18, the company had an exceptional loss of Rs. 357.2mn, primarily on account of group share based payments. Consequently, adjusted PAT stood at a loss of Rs. 3.1mn in FY20 as compared to an adjusted profit of Rs. 384.5mn and Rs. 184.6mn in FY18 and FY19, respectively. • During H1 FY21, consolidated top-line stood at Rs. 2,004.6mn (consolidation of Paper Boat during the period). EBITDA was at Rs. 61.1mn with a margin of 3%. Higher depreciation charge, mainly led to a loss of Rs. 34.2mn during H1 FY21. Based on our conservative estimates, over FY20-23E, we are forecasting a top-line growth of 33.8% CAGR to Rs. 5,927.7mn in FY23E. EBITDA and PAT margin to expand by 11ppts and 3ppts, respectively, to 8.8% and 2.6%, respectively, in FY23E as compared to -2.2% and -0.1% in FY20. At higher price band of Rs. 1,101, Nazara is demanding an EV/Sales multiple of 12.8x (to its FY20 sales of Rs. 2,475mn). However, if we annualize the H1 sales, the demanded valuation comes out to be 8.4x, which is attractive considering the prevailing valuation of internet technological companies in India. Thus, considering the nascent stage of domestic gaming market and the dominant position of the Nazara in key growth segments, we assign a “SUBSCRIBE” rating for the issue. © CHOICE INSTITUTIONAL RESEARCH
About the issue: • Nazara is coming up with an initial public offering (IPO) with 5.29mn shares (fresh issue: nil; OFS shares: 5.29mn shares) in offering. The offer represents around 17.39% of its post issue paid-up equity shares of the company. Total IPO size is Rs. 5,823.8 - 5,829.1mn. • The issue will open on 17th Mar. 2021 and close on 19th Mar. 2021. • The issue is through book building process with a price band of Rs. 1,100 – 1,101 per share. • 0.02mn shares (aggregating to Rs. 20mn) are reserved for eligible employees. Employee discount is Rs. 110 per share. • The issue is fully OFS. The company will not receive any proceeds from the issue. • 75% of the net issue shall be allocated on a proportionate basis to qualified institutional buyers, while rest 15% and 10% is reserved for non-institutional bidders and retail investors, respectively. • Promoter holds 22.97% stake in the company and post-IPO this will come down to 20.70%. Public holding will increase from current 77.03% to 79.30%. Pre and post issue shareholding pattern (%) Pre Issue Post Issue (at higher price band) Promoter & Promoter Group (%) 22.97% 20.70% Public (%) 77.03% 79.30% Source: Choice Equity Broking Indicative IPO process time line: Unblocking of Offer closes on ASBA account 19-Mar-2021 25-Mar-2021 Offer opens on Finalization of Commencement 17-Mar-2021 basis of allotment Credit to demat of trading 24-Mar-2021 accounts 30-Mar-2021 26-Mar-2021
Financial performance: Performance over FY18-20: On financial performance front, Nazara has reported a mix set of performance. Over FY18-20, its topline has grown by 19.9% CAGR to Rs. 2,475.1mn in FY20. Business from the Telco subscription segment (whose contribution declined from 89% in FY18 to 33% in FY20) declined by 26.9% CAGR, mainly due to the disruption in the domestic telecom market resulting in churn of the subscriber base, delay in getting connectivity with a new telecom operator and launch of new products on existing telecom operators. Consolidation of the Nodwin, led to a 380.8% CAGR growth in the business from the eSports segment, whose contribution increased from 2% in FY18 to 34% in FY20. Moreover, inclusion of Halaplay led to a 17% contribution to the top-line in FY20. Total operating expenditure increased by 43.2% CAGR (higher than the top-line growth), leading to a consolidated loss of Rs. 55.2mn in FY20. In FY18 and FY19, EBITDA stood at Rs. 487.2mn and 163.5mn, respectively, with a margin of 28.3% and 9.6%. Content, event & web server and Advertising & promotion, cumulatively stood at 74.2% of the top-line in FY20 as compared to 31.9% in FY18. Increase in these expenses was mainly due to the acquisition of contents and branded licenses and their related marketing & advertising initiatives. Employee expenses (which was an average 20% of the top-line during the period) declined by 7.4% CAGR. With acquisition of new assets, depreciation charge increased by 80.9% CAGR, while with the decline in lease interest rates, finance expenses declined by 17.9% CAGR. Other income increased by 21.6% CAGR, leading to a pre-tax loss of Rs. 208.2mn in FY20. During FY18 and FY19, pre-tax profit stood at Rs. 127.9mn and Rs. 108.7mn, respectively. In FY18, the company had an exceptional loss of Rs. 357.2mn, primarily on account of group share based payments. Consequently, adjusted PAT stood at a loss of Rs. 3.1mn in FY20 as compared to an adjusted profit of Rs. 384.5mn and Rs. 184.6mn in FY18 and FY19, respectively. Nazara reported a positive cash flow from operating activities of Rs. 31.7% and Rs. 192.3mn in FY18 and FY19, respectively, but a negative operating cash flow of Rs. 22mn in FY20. Performance during H1 FY21: During H1 FY21, consolidated top-line stood at Rs. 2,004.6mn (consolidation of Paper Boat during the period). EBITDA was at Rs. 61.1mn with a margin of 3%. Higher depreciation charge, mainly led to a loss of Rs. 34.2mn during H1 FY21. Consolidated financial snapshot (Rs. mn) FY18 FY19 FY20 H1 FY21 CAGR (%) Y-o-Y (%, Annual) Telco subscription 1,531.7 961.0 818.0 427.6 -26.9% -14.9% Freemium 152.3 244.3 197.8 90.3 14.0% -19.0% eSports 36.4 491.7 841.6 637.2 380.8% 71.2% Real money gaming 426.4 62.9 Gamified early learning 191.3 786.6 Total revenue 1,720.4 1,697.0 2,475.1 2,004.6 19.9% 45.9% EBITDA 487.2 163.5 (55.2) 61.1 Adjusted PAT 384.5 184.6 (3.1) (34.2) Restated adjusted EPS 12.6 6.1 (0.1) (1.1) Cash flow from operating activities 31.7 192.3 (22.0) (65.7) NOPLAT (50.0) (11.5) (348.7) (147.1) 164.1% 2934.4% FCF (92.3) 84.0 RoIC (%) -1.3% -0.3% -5.9% -2.6% (462) bps (561) bps Revenue growth rate (%) -1.4% 45.9% EBITDA growth rate (%) -66.4% EBITDA margin (%) 28.3% 9.6% -2.2% 3.0% (3,055) bps (1,186) bps EBIT growth rate (%) 913.3% EBIT margin (%) 23.5% -1.9% -13.1% -6.3% (3,663) bps (1,121) bps Restated adjusted PAT growth rate (%) -52.0% Restated adjusted PAT margin (%) 22.4% 10.9% -0.1% -1.7% (2,248) bps (1,100) bps Inventory days Debtor days 91.4 94.4 83.2 115.0 -4.6% -11.9% Payable days (49.8) (52.1) (69.2) (96.6) 17.9% 33.0% Cash conversion cycle 41.6 42.4 14.0 18.4 -42.1% -67.1% Fixed asset turnover ratio (x) 1.1 1.2 0.7 0.6 -21.7% -43.3% Total asset turnover ratio (x) 0.4 0.3 0.3 0.3 -6.6% -3.4% Current ratio (x) 5.7 5.8 2.7 2.3 -31.9% -54.0% Debt to equity (x) 0.1 0.1 0.1 0.1 -8.9% 5.6% Net debt to EBITDA (x) (3.4) (11.3) 32.5 (27.5) RoE (%) 10.9% 4.5% -0.1% -0.7% (1,099) bps (460) bps RoA (%) 8.2% 3.6% 0.0% -0.4% (821) bps (363) bps RoCE (%) 9.6% -0.7% -5.1% -2.1% (1,475) bps (442) bps Source: Choice Equity Broking
Competitive strengths: • Leadership position in a diversified and scalable business • Portfolio of premium intellectual property and content across regions and businesses • Large and engaged community of users, with attractive monetization opportunities • Successful inorganic growth through strategic acquisitions • Profitable platform model benefitting from India growth story with limited regulatory risk • Strong leadership team backed by marquee investors Business strategy: • Continue to build on leading market position and growth opportunity in India • Continue global expansion leveraging the existing distribution network • Enhance existing offerings and increase monetization opportunities • Launch new IP and titles across content and games • Pursue strategic investment and acquisition opportunities • Continue to drive operations based on people-centric policies and practices • Further build the existing technology stack to enhance existing platform Risk and concerns: • Subdued macro economic environment • Difficulty in monetizing media rights • Unfavorable regulation in fantasy sports • Lower demand post Covid-19 pandemic • Unfavorable forex movements © CHOICE INSTITUTIONAL RESEARCH
Financial statements: Consolidated profit and loss statement (Rs. mn) CAGR over Annual growth over FY18 FY19 FY20 H1 FY21 FY18 - 20 (%) FY19 (%) Total revenue 1,720.4 1,697.0 2,475.1 2,004.6 19.9% 45.9% Content, event and web server (121.4) (443.0) (506.9) (152.0) 104.4% 14.4% Advertising and promotion (427.8) (272.5) (1,329.3) (1,196.2) 76.3% 387.8% Commission (32.3) (31.3) (70.7) (222.7) 48.1% 125.9% Employee benefits (372.0) (413.8) (318.7) (218.5) -7.4% -23.0% Others (279.8) (372.9) (304.8) (154.1) 4.4% -18.3% EBITDA 487.2 163.5 (55.2) 61.1 Depreciation & amortization expenses (82.2) (195.4) (268.8) (187.2) 80.9% 37.5% EBIT 405.0 (32.0) (324.0) (126.2) 913.3% Finance costs (18.3) (13.8) (12.4) (5.1) -17.9% -10.6% Other income 99.0 164.0 146.4 65.5 21.6% -10.8% Share of loss of Investments accounted using equity (0.6) (9.5) (18.1) (15.9) 436.3% 91.3% method (net) Exceptional items (357.2) PBT 127.9 108.7 (208.2) (81.7) Tax expenses (117.6) (41.6) (58.0) (19.4) -29.8% 39.5% Profit before minority interest 10.23 67.13 (266.15) (101.07) Minority interest 16.5 108.0 244.9 50.92 285.6% 126.9% Reported PAT 26.7 175.1 (21.3) (50.15) Adjusted PAT 384.5 184.6 (3.1) (34.2) Consolidated balance sheet statement (Rs. mn) CAGR over Annual growth FY18 FY19 FY20 H1 FY21 FY18 - 20 (%) over FY19 (%) Equity share capital 107.9 109.9 112.0 114.4 1.9% 1.9% Other equity 3,410.3 3,961.2 4,959.4 4,842.1 20.6% 25.2% Non-controlling interest 352.7 323.1 829.7 756.6 53.4% 156.8% Non current borrowings 0.2 Non current lease liabilities 82.8 38.0 20.1 7.1 -50.7% -47.1% Other non current financial liabilities 129.9 68.2 Non current provisions 19.8 24.6 27.3 32.0 17.3% 11.1% Non current net deferred tax liabilities 98.7 75.8 388.2 363.8 98.3% 412.1% Current lease liabilities 53.6 55.6 60.3 33.3 6.0% 8.5% Current financial liabilities 99.7 171.6 357.9 364.2 89.4% 108.6% Trade payables 234.9 249.1 689.8 1,075.9 71.4% 176.9% Current provisions 70.0 53.7 293.0 362.6 104.6% 445.6% Other current liabilities 3.4 3.7 10.5 12.2 74.6% 186.6% Current net tax liabilities 43.6 11.6 20.2 22.5 -31.9% 74.5% Total liabilities 4,707.6 5,145.8 7,768.3 7,986.6 28.5% 51.0% Property, plant and equipment 16.5 15.4 22.7 19.9 17.4% 47.4% Other intangible assets 672.3 587.2 1,772.4 1,665.7 62.4% 201.8% Intangible assets under development 6.1 6.8 63.2 24.4 221.1% 825.3% Right of use asset 133.8 88.0 86.1 47.5 -19.8% -2.1% Goodwill 680.0 680.0 1,596.3 1,596.3 53.2% 134.7% Investments accounted for using the equity method 22.1 303.1 80.5 63.6 90.9% -73.4% Non current investment 115.9 132.2 136.0 118.8 8.3% 2.9% Non current loans 2.0 14.0 11.3 600.0% Other non current financial assets 57.1 58.8 68.4 67.3 9.4% 16.4% Non current net deferred tax assets 58.2 58.8 36.5 33.9 -20.8% -37.9% Non current net income tax assets 58.4 68.1 92.2 65.4 25.7% 35.4% Other non current assets 1.1 3.1 1.1 194.3% Trade receivables 431.0 447.3 681.1 1,281.1 25.7% 52.3% Current investments 867.6 839.6 366.5 242.8 -35.0% -56.3% Cash and bank balances 1,174.9 1,332.7 1,867.0 1,842.8 26.1% 40.1% Other current financial assets 341.1 426.5 635.8 547.8 36.5% 49.1% Current loans 0.3 2.4 21.6 25.0 721.8% 796.7% Other current assets 72.3 96.0 224.8 331.8 76.3% 134.3% Total assets 4,707.6 5,145.8 7,768.3 7,986.6 28.5% 51.0% Source: Choice Equity Broking © CHOICE INSTITUTIONAL RESEARCH
Financial statements: Consolidated cash flow statement (Rs. mn) CAGR over Annual growth Particulars (Rs. mn) FY18 FY19 FY20 H1 FY21 FY18 - 20 (%) over FY19 (%) Cash flow before working capital changes 722.0 448.1 (33.3) 125.1 Change in working capital (520.0) (108.8) 82.3 (174.0) Cash flow from operating activities 31.7 192.3 (22.0) (65.7) Purchase of property , plant & equipment (19.3) (58.9) (70.2) (10.2) 90.9% 19.1% Cash flow from investing activities (182.7) (674.7) 89.0 189.9 Cash flow from financing activities 371.2 59.4 33.7 (22.1) -69.9% -43.3% Net cash flow 220.2 (423.1) 100.6 102.1 -32.4% Opening balance of cash and bank balances 665.7 955.7 620.3 708.5 -3.5% -35.1% Closing balance of cash and bank balances 885.9 532.6 720.9 810.5 -9.8% 35.3% Consolidated financial ratios Particulars (Rs. mn) FY18 FY19 FY20 H1 FY21 Revenue growth rate (%) -1.4% 45.9% EBITDA growth rate (%) -66.4% EBITDA margin (%) 28.3% 9.6% -2.2% 3.0% EBIT growth rate (%) 913.3% EBIT margin (%) 23.5% -1.9% -13.1% -6.3% PAT growth rate (%) -52.0% PAT margin (%) 22.4% 10.9% -0.1% -1.7% Turnover ratios Inventories turnover ratio (x) Trade receivable turnover ratio (x) 4.0 3.9 4.4 1.6 Accounts payable turnover ratio (x) 7.3 7.0 5.3 1.9 Fixed asset turnover ratio (x) 1.1 1.2 0.7 0.6 Total asset turnover ratio (x) 0.4 0.3 0.3 0.3 Return ratios RoE (%) 10.9% 4.5% -0.1% -0.7% RoA (%) 8.2% 3.6% 0.0% -0.4% RoCE (%) 9.6% -0.7% -5.1% -2.1% Per share data Restated reported EPS (Rs.) 12.6 6.1 (0.1) (1.1) Restated DPS (Rs.) 9.9 0.0 0.0 0.0 Restated BVPS (Rs.) 115.5 133.7 166.5 162.8 Restated operating cash flow per share (Rs.) 1.0 6.3 (0.7) (2.2) Restated free cash flow per share (Rs.) (3.0) 2.8 Dividend payout ratio 78.1% 0.0% 0.0% 0.0% Note: Ratios calculated on pre-issue data; Source: Choice Equity Broking © CHOICE INSTITUTIONAL RESEARCH
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