JOINTECA EDUCATION SOLUTIONS LTD. · Jointeca was originally incorporated on May 24, 2011 as a private limited company as ‘Jointeca Software Solutions Pvt. Ltd’. Pursuant to shareholders

BSE-SME COMPANY RESEARCH REPORT

JOINTECA EDUCATION

SOLUTIONS LTD.

July 23, 2012

www.careratings.com

F

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Jointeca Education Solutions Ltd.

SME, Educational Software July 23, 2012

ISSUE DETAILS

Issue price Rs. per share 15.00

Face value Rs. per share 10.00

No. of shares offered No. in lakhs 35.69 Total no. of shares (post issue) No. in lakhs 100.00

Issue size Rs. crores 5.35

Pre-issue net-worth Rs. crores 9.63

Post-issue net-worth Rs. crores 14.98

Source: Draft Red Herring Prospectus (DRHP)

BACKGROUND AND BUSINESS OVERVIEW

Jointeca Education Solutions Ltd (Jointeca) was incorporated on May 24,

2011 as a private limited company. Jointeca acquired the business of the

sole proprietorship concern of Mr. Vishal Mishra, M/s. Jointeca

Technologies pursuant to a slump-sale agreement dated November 10,

2011. On December 13, 2011 the company was converted into a public

limited company. Jointeca has presence in both educational software

products and portals. Jointeca’s flagship product ‘GuruSeva’ (an

educational enterprise resource planning (ERP) solution) is offered both

as a desktop application and through the software as a service model

(SaaS). Jointeca has total staff strength of around 47 employees and is

based in Mathura, Uttar Pradesh and its business is primarily concentrated

in the northern region of India. Going ahead, the company plans to offer

its product ‘GuruSeva’ under Build-Own-Operate-Transfer (BOOT)

model through cloud computing, expand the education portal ‘Shiklo.in’

and strengthen the overall marketing and branding efforts.

IPO OBJECTIVE

Rs. lakhs

To expand the product ‘GuruSeva’ under BOOT

model through cloud computing solutions

615.8 To establish and expand the business-to-business

(B2B) educational portal ‘Shiklo.in’

To meet the promotion and branding expenses and

for setting up robust sales network

Issue related expenses 69.5

Source: DRHP

INDUSTRY OUTLOOK

CARE Research expects the Indian Education System to grow from

US$66.6 billion during FY11 (refers to period between April 1, 2010 and

March 31, 2011) to US$102.1 billion during FY15 at a compounded

annual growth rate (CAGR) of 11.2%. The sector growth (in terms of

enrolment) is expected to be fuelled by higher penetration in the Pre-

school and Information and Communication Technology (ICT) segments

of education with a projected CAGR of 33.0% and 20.4% respectively

during the period FY11-15. While the kindergarten to 12th class (K-12)

education segment is expected to grow at a moderate CAGR of around

16.2%, the segment would continue to remain the key segment (with a

market size of around US$56.3 billion by FY15) owing to the huge target

population. Population in the age group of 4–19 years would account for

approximately 34.3% of the total Indian population by FY15. Increased

government spend on education, rise in income levels resulting in higher

spend on education, increased use of technology and interest of

corporates in the education segment would drive the growth in the sector.

ANALYTICAL CONTACTS

Amod Khanorkar General Manager +91-22-6754 3520

Jumana Badshah Manager +91-22-6754 3481

SHAREHOLDING PATTERN

# Inner ring represent pre-issue shareholding pattern, outer ring

represents post-issue shareholding pattern.

Source: DRHP

FINANCIAL SNAPSHOT

(Rs. lakhs) 2012

Net operating income 133.66

EBITDA 29.58

Adjusted PAT 5.85

Adjusted EPS* (Rs.) 0.25

Dividend, including tax -

P/E (times) 60.0

EV/EBIDTA (times) 31.8

Source: DRHP and CARE Research; Valuation ratios are calculated @

IPO price of Rs.15 per share; Financials for 2012 are for a period from date

of incorporation i.e. May 24, 2011to March 31, 2012.

.


BACKGROUND

Jointeca was originally incorporated on May 24, 2011 as a private limited company as ‘Jointeca Software Solutions Pvt.

Ltd’. Pursuant to shareholders resolution dated August 01, 2011, the name of the company was changed to ‘Jointeca

Education Solutions Pvt. Ltd’. Jointeca Education Solutions Pvt. Ltd. acquired the business of the sole proprietorship

concern of Mr. Vishal Mishra, M/s. Jointeca Technologies pursuant to a slump-sale agreement dated November 10,

2011. On December 13, 2011 the company was converted into a public limited company and the name was further

changed to Jointeca Education Solutions Ltd.

Jointeca has presence in both educational software products and portals. Jointeca’s flagship product ‘GuruSeva’ (an

educational ERP solution) is offered both as a desktop application and as a service through the SaaS model.

BUSINESS OVERVIEW

Jointeca operates in a single segment i.e. education software sales. Within this segment it is present in both product and

service. The key business offerings by Jointeca are as follows:

Product development (GuruSeva)

GuruSeva is an educational ERP Solution which is offered both as a desktop application and as a service through the

SaaS model. The target audiences for this product primarily are schools, colleges and universities. Jointeca sells this

product through channel partner network model and currently has more than 29 dealers in the network

Content management solutions

Jointeca plans to develop software content on various subjects. For this the company has put together a team of

experienced educationist from schools, colleges and industry who have an understanding of the usage of technology to

increase the effectiveness of learning. The content team consists of heads of department, subject heads, assistants,

quality check executives and content animator. The company plans to use its existing dealer network that sells its

product ‘GuruSeva’ to deliver the educational content, both to Indian and overseas market.

B2B portal (www.Shiklo.in)

Jointeca offers online education and home work solution for students through its online educational portal

www.Shiklo.in. The portal aims to address the students’ needs from primary and secondary to professional level. The

portal provides 24x7 assistance to students on various subjects (which is delivered through a team of empanelled

teachers) and career guidance, for choosing the correct educational institute and helping student assess various career

options.

Customised software development and small business segment

Jointeca has a customized software services division, which provides ERP solutions to manufacturing companies, non-

banking financial companies (NBFCs) including insurance companies, post office, and companies in publication and

hospitality industries. The company also provides management solutions, human resource (HR) and payroll solutions,

as well as database maintenance services. It also offers reverse engineering solutions for database applications on a low-

risk delivery model consisting of both onsite and off-site models.

Jointeca operates out of its leased office in Mathura, Uttar Pradesh, India and its business is concentrated mainly in the

northern region of India.


Jointeca is an ISO 9001:2008 certified company. ISO 9001:2008 is an international standard related to quality

management systems and is applicable to all types of organizations.

The company has entered into a memorandum of understanding (MoU) with TransNational Computer LLC, Dubai for

providing complete education management solutions. Trans National Computer LLC is an authorized channel partner

for Gulf and African countries. The company has been involved in selling ‘GuruSeva’ in the Gulf and Middle East

region.

MANAGEMENT STRUCTURE

As on March 31, 2012, the company had 47 employees, including 40 permanent employees, four employees on

probation, two trainees and one contractual employee.

Organization structure

Managing Director,

CEO

Whole Time

Director Whole Time Director

Whole Time

Director

Vice President –

Development

Company

Secretary

Senior Manager

Customised Solutions -

Marketing

General

Manager –

Marketing

Dealer Support

Manager

Content Head

General Manager -

Technical

Country Head

(Product Sales)

Head

International

Sales

Head R&D

(Product)

Head

(Customised

Solutions)

In-charge

Implementation In-charge Sales

Source: DRHP


CORPORATE GOVERNANCE

Jointeca has a nine-member Board. It includes a managing director, three whole-time directors, three independent

directors and two non-executive/non-independent directors. Company is in compliance with the Clause 52 of the SME

listing agreement as not less than 50% of the Board of directors comprises non-executive directors and at least one-

third of the Board consists of independent directors. The Board is chaired by a non-executive and non-promoter,

independent director.

Jointeca also has three sub-committees under the Board, i.e. audit committee, shareholders’ grievances committee and

remuneration committee. All the three committees are headed by the independent directors, as per the listing guidelines

of the exchange.

Board of Directors

Person Age Qualification Role

Mr Ramesh Chand Sharma 70 M.Sc. B.ED. Chairman, Independent Director

Mr Vishal Mishra 40 B.Sc. Managing Director, Chief Executive Officer

Mr Vivek Mishra 34 MBA (Marketing) Whole-time Director (Business Development)

Mr Alok Mittal 41 B.A. Whole-time Director (Operations)

Mr Umesh Chand Sharma 40 B.A. Whole-time Director (Technical)

Mr Hari Om Prasad Agarwal 46 Intermediate Non-Executive, Non-Independent Director

Mr Abhay Gautam 46 B.A. Non-Executive, Non-Independent Director

Mr Pradeep Kumar Saxena 37 B.Sc. M.A. Non-Executive, Independent Director

Mr Neerav Nimesh Agarwal 35 B.Tech (IIT-Delhi),

PGDM (IIMC)

Non-Executive, Independent Director

Source: DRHP and CARE Research

There are no contingent liabilities or litigations against the company, its promoters/promoter group or directors.

As per the DRHP, as on March 31, 2012 the company has not paid advance tax of Rs.1.29 lakhs and has not deposited

tax deducted at source (TDS) of Rs.0.55 lakhs.


IPO DETAILS

Size

The issue comprises an offer for sale of 35.69 lakh equity shares of face value of Rs.10 each at a fixed price of Rs.15 per

share. This would constitute 35.74% of the post-issue paid-up capital.

Terms

The offer comprises 35.69 lakh equity shares of face value of Rs.10 each to be issued at a price of Rs.15 per share, of

which 3.6 lakh equity shares are to be subscribed by the market makers to the issue. Remaining 32.09 lakh equity shares

would be available for subscription by public. The net issue would constitute 89.91% of the post-issue equity share

capital.

The issue is being made through fixed-price process and at least 50% of the net issue to public would be available for

allocation on proportionate basis to retail individual applicants.

The trading lot for the issue has been fixed at 8,000 equity shares.

A total of 39 lakh shares were issued to Mr. Vishal Mishra, one of the promoters of the company for consideration

other than cash on November 10, 2011 in lieu of the takeover of the business assets of the sole proprietorship concern,

M/s. Jointeca Technologies on slump-sale basis.

Objective

The main objects of the issue are as follows:

Particulars Rs. lakhs

To expand the product ‘GuruSeva’ 312.30

To establish and expand the B2B educational portal ‘Shiklo.in’ 258.32

To meet the promotion and branding expenses and for setting up sales network 45.18

Issue-related expenses 69.50

Source: DRHP

As per the DRHP, the proposed objects of the issue for which funds are being raised have not been appraised by any

bank or financial institution.


GROWTH DRIVERS

Increase in clientele for the company’s flagship product ‘GuruSeva’

Successful implementation of cloud computing infrastructure

Ability to leverage the current dealer network that sells ‘GuruSeva’ for selling the educational content and

development of a repository of relevant and user-friendly educational content.

Increased brand recognition and traffic on the education portal ‘www.Shiklo.in’

Increased in subscriber base for the online education portal

Ability to provide end-to-end solution to clients in education and publication sector where the company

currently has its focus

Expansion of the business to other regions in India and abroad

RISK AND CONCERNS

Jointeca does not own the trademarks ‘Jointeca’, ‘GuruSeva’ and ‘Shiklo.in’. Although, Jointeca has applied for

the registration of ‘Jointeca’, ‘GuruSeva’ and ‘Shiklo.in’ as a brand or trademark under Trademark Act, the

approval on the same is currently pending. Jointeca also does not own copyrights for ‘GuruSeva’. While, the

company has applied for registration of the copyright for ‘GuruSeva’ with the Government of India (GoI),

Ministry of Human Resource Development and Department of Secondary Education & Higher Education

Copyright Office, New Delhi, the approval is yet to be received.

While, Jointeca plans to offer its flagship product ‘GuruSeva’ on a cloud computing infrastructure and has

earmarked a certain portion of the issue proceeds towards setting up cloud computing infrastructure, the

company so far does not have any meaningful experience in setting up cloud computing infrastructure for

schools/colleges/universities/institutes. The company is yet to enter into definitive agreements to acquire the

machines, software, other peripherals and infrastructural requirements, etc necessary for setting up cloud

computing infrastructure.

The company is focused primarily on a single sector i.e. education and a substantial portion of the revenue is

concentrated from the northern region.

Jointeca could face competition from various other larger educational content and software companies.

Technology and content up-gradation would remain the key for Jointeca to maintain its revenues in future.

FUTURE STRATEGY AND EXPANSION PLANS

As per the DRHP, Jointeca plans to:

Explore new markets in India and overseas with the help of channel partners in order to increase its revenue.

The company expects to create a network of around 2,000 channel partners by 2015.

Enhance the brand recognition of ‘Jointeca’ and its portal ‘www.Shiklo.in’ through various branding programs

Increase its revenue by inviting more advertisements on ‘www.Shiklo.in’. Also, as the portal attracts more

students, the company plans to raise its subscription charges in order enhance its revenues.

Given that the education sector in India is expected to show healthy growth, Jointeca plans to focus on this

industry segment to provide end-to-end solution to this industry. The company plans to develop the ability to

deliver solutions across domains and technologies.

To increase the offshore component and build flexible frameworks, which will enable the company to deliver

cost-effective quality solutions and thereby improve margins.


INDUSTRY OUTLOOK

Market size of the Indian Education System to cross US$100 billion by FY15

CARE Research expects the Indian Education System to grow from US$66.6 billion during FY11 to US$102.1 billion

by FY15 at a CAGR of 11.2%. The sector growth (in terms of enrolment) is expected to be fuelled by higher

penetration in the Pre-school and ICT segments of education with projected CAGR of 33.0% and 20.4% respectively

over the period FY11-15.

Indian Education system - Market size

Educational Segments FY11* FY15* CAGR%

Pre-School 0.6 1.9 33.0

K-12 Education 30.9 56.3 16.2

ICT 0.4 1.0 20.4

Higher Education 34.7 42.8 5.4

TOTAL 66.6 102.0 11.2

* Amount in US$ billion

Source: CARE Research (estimates)

Penetration of Pre-school in India to reach 4% by FY15

On the backdrop of growing Indian population in the age group 1.5-3 years and the growing presence of the private

players including pre-schools operating as chain and at times by corporates, CARE Research expects the penetration of

pre-schools in India to grow from 2.5% during FY11 to 4% during FY15. The absence of compliance to / affiliation

from any regulatory / educational body and the limited requirement of other infrastructure facilities including land etc is

expected to provide a fillip to the rapid expansion of pre-schools in tier-II & III cities. Correspondingly, the market size

of the pre-schools in India is expected to grow from US$0.63 billion during FY11 to US$1.99 billion during FY15 at a

CAGR of 33%.

Market size of K-12 education in India to nearly double by FY15

CARE Research expects the potential for the Indian K-12 education segment to remain high owing to the huge target

population in the age group of 4–19 years; this segment is expected to account for approximately 34.3% of the total

Indian population by FY15. Correspondingly, the market size of the Indian K-12 education segment is expected to

increase from US$30.9 billion during FY11 to US$56.3 billion during FY15 at a CAGR of 16.2%. Importantly, the

share of government-managed K-12 schools is expected to decline from 80.2% during FY11 to 77% of the total K-12

schools by FY15 thereby implying a rise in the proportion of privately-managed institutes.

Growing penetration to drive revenues in the ICT education segment

The GOI’s increased focus on providing computer literacy in schools through various programmes such as ICT@

schools etc coupled with the growing prominence of the use of technology in the private educational institutions is

expected to boost the penetration of ICT in the country’s schools from 6.1% during FY11 to 9.7% during FY15.

CARE Research expects the market size of ICT in schools to grow from US$0.45 billion during FY11 to US$1 billion

during FY15 at a CAGR of 20.4%.. Notably, the penetration of ICT in government schools remains lower as compared

to the private unaided schools owing to the bureaucratic delays & hurdles in the roll-out of ICT.

Enrolment in Higher Education (HE) to grow to 12% by FY15

The growth in the target population of HE in the age group of 19-24 years is expected to account for approximately

10.8% of the total Indian populace by FY15 coupled with the growing spread of higher education both in the terms of


opening of the new HE institutes (the government as well as privately managed) and the variety of courses on offer,

which is expected to spur the enrolments in HE. Correspondingly, the enrolments in HE are expected to increase from

10.5% during FY11 to 12% during FY15. Also, the growing acceptance of Distance Education/Online Education for

pursuing HE augurs well for the growth of this educational segment. In view of the growing enrolments, the greater

number of HE courses on offer and the higher fees associated with HE (especially in case of the private HE institutes),

CARE Research expects the market size of the Indian HE to increase from US$34.6 billion during FY11 to US$42.8

billion during FY15 at a CAGR of 5.4%.

Growth drivers of education sector

Increased government spend on education through various schemes and incentives

Rise in income levels of households

Rise in private expenditure on education

Higher proportion (48.3%) of population in the age group of 0-24 years

Introduction of technology in education

Growth in the number of private schools operating as chains

Entry of corporates in the sector to raise standard of education


FINANCIAL ANALYSIS

In FY12, Jointeca reported revenue from operations of Rs.133.7 lakhs.

Administrative cost formed the largest portion of cost for Jointeca in FY12. Administrative cost as a

percentage of revenue from operations in FY12 was at 42.3%.

Employee cost formed around 19.7% of the revenue from operations in FY12.

The company reported operating margins and net margins of 22.1% and 4.4% respectively in FY12.

The company has no debt on its book as on March 31, 2012.

The company does not hold any inventory; also the payables are almost negligible.

Jointeca has given advances amounting to Rs.140.56 lakhs to the suppliers of equipments.

Jointeca increased its paid-up capital and issued a total of 64.31 lakh fresh shares (including 39 lakh shares for

consideration other than cash), thereby increasing its networth (including goodwill) to Rs.962.63 lakhs in FY12.

The company plans to acquire a property in Agra to construct a new office and development centre for which

the company has paid an amount of Rs.60 lakhs as advance for the acquisition of property and Rs.27 lakhs for

construction.


FINANCIAL STATISTICS

Income statement

(Rs. lakhs) 2012

Net operating income 133.7

EBITDA 29.6

Depreciation and amortisation 21.1

EBIT 8.5

Interest -

PBT 8.5

Ordinary PAT 5.9

Adjusted PAT 5.9

Adjusted EPS* (Rs.) 0.25

Dividend, including tax -

* Calculated based on Ordinary PAT on current face value of Rs.10/- per share Balance sheet

(Rs. lakhs) 2012

Networth (excluding goodwill and misc. expenditure) 436.4

Debt -

Deferred tax liabilities 1.1

Total capital employed 437.5

Net fixed assets (excluding goodwill but including intangibles) 144.8

Investments -

Inventory -

Receivables 55.4

Cash and cash equivalents 23.3

Current assets, loans and advances 306.6

Less: Current liabilities and provisions 13.9

Total assets 437.5


Ratios analysis

2012

Growth in net operating income NA

Growth in EBITDA NA

Growth in PAT NA

Growth in EPS NA

EBITDA margin 22.1%

PAT margin 4.4%

Return on capital employed (RoCE) 6.8%

Return on equity (RoE) 1.3%

Net debt-equity (times) -

Interest coverage (times) NM

Current ratio (times) NM

Inventory (days) NM

Receivable (days) 151.3

Price/EPS (P/E) (times) 60

Price/Book value(P/BV) (times) 2.2

Enterprise value (EV)/EBITDA (times) 31.8

Source: DRHP and CARE Research; Valuation ratios are calculated @ IPO price of Rs.15 per share.

Financials for 2012 are for a period from date of incorporation i.e. May 24, 2011to March 31, 2012

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Documents

JOINTECA EDUCATION SOLUTIONS LTD. · Jointeca was originally incorporated on May 24, 2011 as a private limited company as ‘Jointeca Software Solutions Pvt. Ltd’. Pursuant to shareholders