Profile
Legal Structure
Pioneer
Cement Limited ("PIOC" or "the Company") was incorporated
in Pakistan as a public company, limited by shares, on February 09, 1986. Its
shares are quoted on Pakistan Stock Exchange. The registered office of the
Company is situated at 64-B/1 Gulberg-III, Lahore. The Company’s production
facility is situated at Chenki, District Khushab, in Punjab Province.
Background
After
incorporation in 1986, the Company got listed on the stock exchange and
officially commissioned its production line 1 in 1992. Subsequently, in 1994
the Company started its production with a capacity of 2,000 tons of clinker per
day. With rising demand in the local market, the capacity of line 1 was
optimized to 2,350 tons of clinker per day in 2005, along with the commencement
of production line 2 in 2006 with a capacity of 4,300 tons of clinker per day.
The Company undertook various upgradation projects, including commissioning of
captive power plants to achieve optimal operational efficiency. The most recent
expansion of the Company is the commissioning and commencement of operations
from its 3rd most efficient production line in 2020 with an installed capacity
of 10,000 tons of cement per day.
Operations
The
main business activity of the Company is the manufacturing, marketing, and sale
of cement and clinker. Installed cement manufacturing capacity of the Company
is 5,194,500 tons per annum. The plant is located at Chenki, District Khushab,
Punjab province. The Company sells cement under two different product
categories, i.e., Ordinary Portland Cement and Sulphate Resistant Cement.
Geographically, the plant is ideally located to cater to the market needs of
Central and South Punjab. The Company operates through distributors, dealers,
and retailers in the local market. PIOC is ISO 9001:2015 certified for Quality
Management Systems, ISO 14001:2015 certified for Environmental Management
Systems and ISO 45001:2018.
Ownership
Ownership Structure
As
of June 30, 2024, 54.53% of the Company's shareholding is owned by associated
companies, undertakings, and related parties, including Vision Holding Middle
East Limited (47.05%) and Imperial Developers and Builder (Pvt) Limited
(2.06%), while the other minor portion is held by other related entities. The
remaining shareholding is divided amongst Financial Institutions (2.96%),
Modarabas and Mutual Funds (4.61%), Joint Stock Companies (21.09%), General
Public (14.37%) and Other Institutions (2.44%).
Stability
There has been no change in the majority shareholding percentage
held by Vision Holding Middle East Limited and Associated Companies. The
Company does not have any plans for corporate restructuring or discontinuation
of any business unit operations. Hence, the ownership structure is expected to
remain stable in the
near future.
Business Acumen
The
Company has a proven history of operating in the local cement sector, ensuring
the sponsors expertise in steering the Company through various economic cycles
while having a strong understanding of the sectoral dynamics. Furthermore, the
key man behind the Company, Mr. M. Habibullah Khan, is the founder of Mega
Group, who has expanded into various sectors and has a proven track record of
successfully managing business operations.
Financial Strength
The
sponsoring entity is backed by Mega Group which is amongst the leading
conglomerates of Pakistan with diverse strategic investments across multiple
sectors contributing to the financial strength. Furthermore, over the years,
the sponsoring group has increased their shareholding in the Company, which is
a testimony to their commitment towards the growth of the Company and support
in times of need.
Governance
Board Structure
As
of June 30, 2024, the Company's Board of Directors comprises eight members,
including five Non Executive, two Independent and one Executive Director. The
structure and composition of the Board are as per the requirements for listed
companies code of corporate governance regulations.
Members’ Profile
The
Chairman of the BoD, Mr. Aly Khan, has cultivated his professional career
working in global institutions, including Citi Group and Yang Ming Marine
Transport Corporation, in several management and training capacities. In
Pakistan, Mr. Khan has extended valuable contributions to multiple ventures
through key management roles, including spearheading the construction and
operation of Pakistan's first commercial L.E.E.D. Certified Building, setting
up state-of-the-art cement plant, and growing one of the country's largest
dairy businesses. Additionally, he has has been instrumental in partnering with
BYD for the widespread adoption of EVs in Pakistan. He is also the Chairman of
Haleeb Foods Ltd and a member of the board of other companies. Ms. Aleeya Khan is
an architect by profession, having the experience of working in international
architectural firms. As an Executive Director at Imperial Builders &
Developers (Pvt.) Ltd. ("IDBL"), she has led multi-disciplinary
teams from design to project completion. She also serves as a director of
HUBCO and Haleeb Foods Ltd. Mr. Manzoor Ahmed is Chief Operating Officer (COO)
of National Investment Trust Limited (NIT). As COO he has been successfully
managing the operations and investment portfolio. He has experience of over 33
years in the mutual fund industry and has been placed in many key positions within
NIT. Mr. Manzoor Ahmed has vast experience serving on the boards of various
top-ranking companies in Pakistan, belonging to the diverse sectors of the
economy. Mr. Mohammad Aftab Alam, a Chartered Accountant by profession,
has over thirty years of diversified management experience. Working at
companies such as Coca Cola and Hutchison Port Holdings, he has managed roles
across several functions, including strategic business planning, finance and
accounts, audit, corporate affairs, legal affairs, taxation, investment and
business development. Mr. Mirza Ali Hasan Askari possesses more than thirty
years of vast professional experience in various companies, including Faysal
Investment Bank, Societe General, and the Bank of Credit & Commerce
International (BCCI). He is a member of the Board and SECP-certified director
in corporate governance. Mr. Doraib A Kisat has over 30 years of
experience in Finance, Audit, and Administration and has held many senior management
positions across a range of industries, including aviation, services, gas, and
shipping. He is also SECP-certified in corporate governance.
Board Effectiveness
The
Board sets the overall strategy and direction for the management to run the
Company. The Board oversees the conduct of the business and takes on the role
of governance to make decisions about the direction of the Company, oversight
of the business, strategic planning, decision-making, risk and control
framework, regulatory compliance, and financial planning to protect and enhance
the Company’s long-term and strategic value. Furthermore, the Board has
formulated two committees, including the Audit Committee and Human Resource
& Remuneration Committee, to assist the Board and management in matters
relating to financial performance, audits, succession planning, and talent
development and to ensure alignment with business objectives. The Board, along
with its committees, conducted regular meetings throughout the fiscal year in
the presence of the members. The Board has an evaluation process to assess its
own performance, particularly in governance areas. The Board is committed to
ensuring high standards of Corporate Governance and Ethical Values to preserve
and maintain stakeholders’ value.
Financial Transparency
The
Board has a formal policy and transparent procedures for the remuneration of
directors in accordance with the Companies Act and related Regulations. The
Company has a competent and independent internal audit team that evaluates the
application of financial controls periodically. The Audit Committee is
responsible for (i) Review of annual and interim financial statements of the
Company, prior to their approval and timely dissemination, (ii) Facilitating
the external audit and discussion with external auditors, (iii) Review of the
scope and extent of internal audit, audit plan, and reporting framework, (iv)
Ascertaining that the internal control systems, including financial and
operational controls and accounting systems for timely and appropriate recording
of transactions, and (v) Determination of compliance with relevant statutory
requirements. To meet its requirements under the code of corporate governance
for listed companies, the Board ensures complete, fair, and timely preparation
and dissemination of financial statements. KPMG Taseer Hadi & Co. Chartered
Accountants are the external auditors of the Company.
Management
Organizational Structure
The
Company has a lean organizational structure with the Company’s operations
grouped under eight key functions, including i) Administration/HR, ii)
Corporate Affairs, iii) Finance, iv) Information Technology, v) Internal Audit,
vi) Marketing, vii) Production, and viii) Supply Chain.
Management Team
The
Company has employed a competent and committed management team. Mr. Habibullah
was appointed as the CEO of the Company on July 1, 2023. He is the Founder and
Chairman of Mega Conglomerate. The Mega & Forbes Group of Companies (Mega
Group - MFG ) is a diversified conglomerate, with business holdings including
two of the largest container terminals with land side facilities value addition
rail-link to ICDs in the country , third largest dairy producer (FMCG), top
tier cement manufacturing company, vertically integrated shipping &
logistic company, majority ownership of Pakistan's largest independent power
producer / energy utility / mining, oil & gas / E & P sector, fintech
and a progressive real-estate developer and currently introducing a new line of
business of electric vehicles with BYD Auto Industry Limited in Pakistan under
Mega Motor Company (Private) Limited. Mr. Waqar Naeem is a fellow member of the
Institute of Chartered Accountants of Pakistan. He carries over 25 years of
experience and has been associated with the cement industry for over 20 years,
including 16 years in senior management positions. He joined Pioneer Cement in
May 2012 and continues to hold the position of Chief Financial Officer.
Muhammad Sohail Anjum is a mechanical engineer by profession and brings over 25
years of hands-on experience in the international and national cement industry.
He contributed as a Director Expert with the Lafarge Group in Africa, Middle
East, Asia, and Eastern Europe to improve the cement industry's performance
across 44 countries. Mr. Sohail joined Pioneer Cement in August 2019 as Head of
Works and is currently the GM (Technical). Gajan Buriro, a mechanical engineer
by profession, brings more than 30 years of experience in national and
multinational organizations, Oil & Gas, Power Generation and Cement,
specializing in the operation & maintenance of gas turbines, steam
turbines, and HRSG. He joined Pioneer Cement in December 2022 as GM (Works).
Mr. Gajan Buriro (GM-Works) is an experienced professional with over thirty
years of diverse industry experience in various roles. Mr. Buriro’s extensive
experience and expertise in management and operations of plant make him a
valuable asset to Pioneer Cement Limited.
Effectiveness
The management is responsible for the day-to-day operations of the Company including the preparation of financial statements. The responsibilities are divided amongst the divisions with proper reporting lines to ensure smooth decision-making. Each divisional head reports to the CEO, who in turn reports to the BoD. The internal audit function reports directly to the Audit Committee.
MIS
Specific
to the cement sector, the Company has set up the Central Control Room (CCR) that
integrates the advanced technologies to control the complete manufacturing
process and to monitor equipment performance. The MIS department of the Company
has separately prepared an IT-related disaster recovery and business continuity
plan. The Company has deployed Oracle
Systems' cutting-edge Enterprise Resource Planning (ERP) solution, empowering
management to make informed decisions with timely, accurate, and structured
data. This modular, fully integrated system streamlines our entire operations
landscape, encompassing (i) attendance and payroll management, (ii) customer
order fulfillment and invoicing, (iii) procurement to payment processing, (iv)
asset tracking and management, (v) inventory and cost management, and (vi)
financial reporting.
Control Environment
The Company's risk management team is responsible for identifying and prioritizing strategic, financial, operational, legal, and external risks and establishing controls to mitigate those risks. The Risk Management Team investigates potential risks by reviewing both internal and external indicators and challenges and the key factors that may impact the business in the context of the environment in which the Company operates. The Board of Directors is regularly informed of risks towards future performance, solvency, and liquidity of the Company. Comprehensive IT policies and procedures are in place to regulate quality assurance, data and system ownership, information security, and responsibility segregation. The Risk Management Team ensures that IT-related investments are evaluated, selected, and funded effectively in accordance with business needs.
Business Risk
Industry Dynamics
The local cement industry faced significant
challenges throughout FY24, primarily due to the country's economic
difficulties, including high inflation, soaring interest rates, and reduced
developmental activity. Additionally, political instability led to lower Public
Sector Development Program (PSDP) spending, compounding the challenges faced by
the construction sector, which was already struggling with rising input costs. Despite
these challenges, the cement industry in Pakistan witnessed marginal growth of
~1.6%, reaching 45.3mln MT during the year ending June 30, 2024, compared to
44.6mln MT last year. Although the local sale volumes declined by 5% (FY24:
38.2mln MT, FY23: 40.0mln MT), the overall surge was driven by a significant
rise in export dispatches of 56%, reaching 7.1mln MT, up from 4.6mln MT last
year. A similar trend was witnessed during 1HFY25, with the local dispatches
recording a decline of ~10.5% (1HFY25: 18.12mln MT, 1HFY24: 20.24mln MT), while
export dispatches grew by ~31% (1HFY25: 4.81mln MT, 1HFY24: 3.66mln MT). During, 9MFY25, the industry
volumes decreased by ~1.48% to 34mln MT from 34.5mln MT during 9MFY24. Local
dispatches decreased by ~ 6.5% to 27.46mln MT as compared to 29.40mln MT during
9MFY24. However, Export dispatches increased to 6.53mln MT (~28%) from 5.10mln
MT during 9MFY24. The increase is mainly on account of surge in cement exports
due to the exploration of global market after a decline was witnessed in the local demand.
Despite the decline in sales volumes, the
local cement manufacturers are witnessing a rising trend in their recorded
revenues due to the higher prices reflecting the increase in the cost of
production that is being passed on to the consumers. As a result, cement
manufacturers have successfully maintained their margins. The industry also
witnessed a rise in installed capacity, which now stands at approx. 85mln MT
per annum. However, based on the stressed demand, the capacity
utilization remained between 50-55% during FY24. Going forward, FY25 brings
some relief for the industry in the form of consistent reduction in policy
rates, declining inflation, a stable exchange rate, and gradual increases in
SBP reserves along with political stability. However, the development activity
in the form of construction projects to stimulate the economy is still on hold.
Relative Position
During FY24 and 3QFY25, the Company supplied 2.362 million MT
and 1.542 million MT of cement, respectively, to the local market. Pioneer
Cement is the sixth largest local player in the country, with a market share of
~6.2% in the country’s installed cement capacity. It has a well-established
distribution network nationwide, with a particularly strong presence in the
North region and Central Punjab.
Revenues
The
Company experienced a decline of 1.79% in net sales during FY24 (FY24: 35,519
million; FY23: 36,165 million) and 9.80% in 3QFY25 (3QFY25: 24,691 million; 3QFY24:
27,375 million), primarily due to a 12.64% and 15.97% reduction in cement sales
volume, respectively. However, these declines were largely offset by a
cost-driven increase in sale prices, reflecting the impact of additional costs
passed on to customers.
Margins
The
Company has consistently improved its margins through effective cost control
measures and better retention prices. This improvement is primarily driven
initiatives undertaken by the management. Key contributors include increased
use of local coal, higher reliance on self-generated power, and fixed cost
optimization. As a result, the Gross Profit Margin improved to 32.9% in 3QFY25
(FY24: 33.1%, FY23: 26%). Net Profit Margin also showed improvement, reaching 15.2%
in 3QFY25 (FY24: 14.6%, FY23: 7.2%) supported by the timely repayment of
project-related loans, reduced leverage, and the positive impact of declining
policy rates on the bottom line.
Sustainability
The
management is committed to improving the financial performance of the Company
through cost optimization measures and efficient utilization of the plant while
maintaining their market share in the local cement industry. The sponsors are
also actively undertaking initiatives to reduce risks posing a threat to the
business, including increasing investment in captive power generation and
reducing the dependency on the national grid.
Financial Risk
Working capital
The
Company finances its operations through a combination of internally generated
cash and effective working capital management, diversifying its funding sources
to mitigate risk. In FY24, inventory days increased due to lower sales volumes,
resulting in gross working capital days rising to 46 as of June 30, 2024,
compared to 36 days in the previous year. This trend continued, with the
average days further increasing to 53 by the end of March 2025. To bridge any financing gaps, the
Company has secured adequate working capital facilities. As March 2025,
its outstanding short-term borrowings, stood at PKR 4,922 mln.
Coverages
During
the period, a continuous decline in policy rates from their peak, coupled with
the repayment of long-term loans, resulted in lower finance costs for the
Company. Additionally, the Company's FCFO for 3QFY24 reached PKR 7,827 million,
reflecting an improvement from the previous year and demonstrating strong
operational performance. The Company's interest coverage ratio (EBITDA/finance
cost) stood at 5.0x as of June 30, 2024, further improving to 8.5x in 3QFY25.
Capitalization
The
Company has been actively deleveraging its balance sheet after securing loans
for the new production line along with the installation of a waste heat
recovery power plant and a coal-fired power plant. As of March 2025, total
borrowings stood at PKR 9,359 million, bringing the leverage ratio down to 16.9%
in March 2025 from 18.7% at the end of June 2024.
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