GRM Overseas Ltd

Business overview

• Core business includes rice processing and packaged foods; operates India and international businesses.
• Domestic GRM Foodkraft focuses on 10X brand; export and private label sales.
• International arm GRM Overseas and UK/USA entities serve 55+ countries with private label emphasis.
• Annual capacity 440,800 MT; plants at Panipat, Naultha, Gandhidham.
• GRM launches 10X Ventures; raises Rs 136.5 Cr; plans Rs 200 Cr first phase.
• Rage Coffee: acquired 44% stake; a digital-first coffee brand.
• Private Label share: Domestic/International mix; Private Label 95% of international revenue; Own Brands 5%.

Operational highlights

• Q1FY27 revenue from operations Rs 426.5 Cr, up 30.5% YoY.
• Total income Rs 427.0 Cr; EBITDA Rs 36.0 Cr; EBITDA margin 8.4%.
• PAT Rs 21.4 Cr; PAT margin 5.0%.
• FY26 total income Rs 1,805.9 Cr; EBITDA Rs 127.0 Cr; PAT Rs 76.0 Cr.
• First investment under 10X Ventures: 44% stake in Rage Coffee.
• International business in 55+ countries; launched 10X brand in 12 countries.
• Domestic: 10X Zarda King Golden Sella Basmati Rice; 10X Atta & Oil.
• Capacity: 440,800 MT annual; 3 milling plants and 9 sortex plants.
• Warehousing: 1.75 lakh sq ft near Kutch-Gujarat; 10 third-party units across 5 states.
• Certifications: US FDA, Kosher, HACCP, BRC, Organic.

Financial performance

• Q1FY27 EBITDA Rs 36.0 Cr; EBITDA margin 8.4%.
• Q1FY27 PBT Rs 29.9 Cr; PAT Rs 21.4 Cr; PAT margin 5.0%.
• FY26 total income Rs 1,805.9 Cr; EBITDA Rs 127.0 Cr; PAT Rs 76.0 Cr.
• ROE FY26: 12.6%; Debt/Equity 0.6x.
• Equity share capital rose to Rs 41.4 Cr (Mar-26) from Rs 12 Cr.
• Cash balance Rs 73.5 Cr; Short-term borrowings Rs 365.3 Cr.

Capital structure & liquidity

• LT credit rating: Acuité A (Stable).
• Funds raised: Rs 136.5 Cr via preferential warrants.
• 100% WOS subsidiaries; GRM Foodkraft 91.48% stake in subsidiary.
• Private Label international revenue ~95%; Own Brand 5%.

Strategic priorities & outlook

• FY28 vision: build a House of Brands and scale 10X.
• India growth: penetrate packaged foods; launch Ready to Eat and Ready to Cook items.
• 10X Ventures: invest Rs 200 Cr in D2C and lifestyle brands; ticket Rs 20-40 Cr.
• International: Sustain growth via Private Labels; expand Own Brands like Himalaya River and Tanoush.
• Rage Coffee and other acquisitions under 10X Ventures.

Risks & governance

• Heavy reliance on private label exports (about 95% of international revenue).
• Forward-looking statements subject to growth, regulatory, and currency risks.
• Private-label concentration may affect margins and leverage.

Governance & leadership

• Atul Garg: Chairperson & MD.
• Vedant Garg: CFO; Meenakshi Pawar: Head - Corporate Affairs.
• Nipun Jain: Non-Independent Director; Mamta Garg: Executive Director; Barun Prabhakar: CMO.
• GRM Overseas 100% WOS subsidiaries; GRM Foodkraft Pvt Ltd 91.48% stake.

Financial highlights

• Total revenue for Q1FY27 was Rs 427.0 crore, up 27.7% YoY.
• EBITDA: Rs 36.0 crore, up 13.9% YoY with 8.4% margin.
• PAT: Rs 21.4 crore, up 12.1% YoY; PAT margin 5.0%.
• Domestic branded segment grew 25% YoY to ₹116 crore; unbranded >2x.
• International business grew 7% YoY in Q1.

Strategic developments

• Domestic expansion through the 10X franchise continues with broader market reach and product innovation.
• Company pursuing international footprint expansion; scaling branded portfolio alongside private-label operations.
• Investments in distribution and market reach to support long-term growth.
• FY27 priorities: strengthen 10X in India; expand branded presence internationally.

Operational highlights

• Total rice processing capacity 4,40,800 MT across Panipat, Naultha, Gandhidham.
• Warehousing facility of 1.75 lakh sq ft adjacent to Gandhidham plant.
• Brands: 10X, Himalaya River, Tanoush.

Outlook and priorities

• Management aims for diversified, scalable consumer staples platform; growth from deeper engagement and new geographies.
• Growth strategy centers on expanding branded presence internationally and strengthening sourcing, processing, distribution.

Issue overview

• Type of issue: preferential issue of convertible warrants.
• Total issue size noted; no revision or undersubscription; net proceeds not specified.
• Objects include working capital, investment in subsidiary, inorganic growth, plant and machineries, and GCP.

Utilisation of proceeds

• Utilisation per offer document: Yes.
• No material deviations or changes in allocation.
• Working capital ongoing; utilised 1.03 crore; end balance 59.40 crore.
• Investment in subsidiary: no expenditure in Q1; unutilised 30.00 crore.
• Inorganic growth opportunities: completed; 10.00 crore utilised.
• Investment in plant and machineries: ongoing; 1.57 crore utilised; end 1.82; idle funds 3.18.
• General corporate purpose: ongoing; 11.65 crore utilised; end balance 30.14; unutilised 0.91.
• Unutilised funds parked in SBI monitoring account: 34.69 crore.

Governance and compliance

• Shareholder approvals not required for deviations; statutory approvals not applicable.
• No material adverse events reported.
• There is reference to other information that may affect investor decisions.

General corporate purpose (GCP)

• GCP utilised 11.65 crore; includes arranger fees, consultancy, land purchase, stamp duty.
• Board approval for allocation not explicitly documented.

Financial results approved

• Board approved unaudited standalone and consolidated results for quarter ended 30 June 2026.
• Results subjected to limited review by statutory auditors; Limited Review Reports attached.
• Consolidated results include GRM International Holdings Limited (subsidiary) and GRM Foodkraft Private Limited (subsidiary).
• Swamabhan Commerce Pvt. Ltd. (associate) included in consolidated results.
• Board meeting held and approval dated 12 August 2026; results uploaded on company website.
• Notes mention new Labour Codes; impact assessed as not material.

Dematerialisation processing status

• Dematerialisation requests received were processed and confirmed to depositories within 15 days.
• Security certificates for dematerialisation were mutilated and cancelled after verification.
• Depositories' names were substituted as registered owner in the records within 15 days.
• Updates were made to all stock exchanges where the securities are listed within 15 days.
• Register of Members was updated accordingly.

Transaction summary

• Target Company: GRM Overseas Limited.
• Disclosing Party: Mamta Garg (Acquirer) with PACs Atul Garg, Hukam Chand Garg, and Nipun Jain; promoter group.
• Transaction Type: Acquisition of 1,50,000 equity shares by promoter group in open market on 24-Jun-2026.
• Pre-Transaction Holding: 13,06,02,272 shares, 63.03%.
• Transaction Details: Acquired 1,50,000 shares (0.07%) via open market; instrument: equity shares.
• Post-Transaction Holding: 13,07,52,272 shares, 63.10%.
• Date of Transaction: 24-Jun-2026.
• Share Capital Context: Share capital before/after Rs 41,44,20,000 comprising 20,72,10,000 equity shares.
• Total diluted capital after acquisition: Rs 41,44,20,000.