Project Secure · SE-013

Project Secure is a leading manufacturer of industrial safety and personal protective equipment (PPE)

A certified industrial safety equipment manufacturer seeking a partner for a 51% equity investment and plant restart.

Blind · pre-NDA · October 2026 · CA Dhiraj Ostwal & Co. — Transaction Advisory

₹26 Cr
Fixed-asset base, management-stated
4
Certification regimes: BIS, DGMS, CE, ISO
₹13.6 Cr
Combined sales in FY24, the last operating year
₹15 Cr
Sought for 51% equity
01

Executive summary

Project Secure is a certified manufacturer of industrial safety equipment with a base of large industrial and public-sector accounts. Production is paused, and the promoters are seeking a partner to fund the restart and the export, tender and defence plan that follows. This summary sets out the facts a buyer needs before deciding to sign the NDA.

Combined sales were ₹24.2 Cr in FY22, ₹11.0 Cr in FY23 and ₹13.6 Cr in FY24, the last year of production. Combined net profit fell from ₹1.38 Cr to ₹0.43 Cr over the same period. Management states a fixed-asset base of ₹26 Cr and an average gross margin of about 40%. The offer is 51% equity for ₹15 Cr, which is a restart investment and not a purchase of current earnings.

At a glance
SectorIndustrial safety equipment (PPE)
Operating historyOver two decades
CertificationsBIS · DGMS · CE · ISO
Plant statusPaused; restart within 30 days of funding
Last operating yearFY24 · ₹13.6 Cr combined sales
Fixed-asset base₹26 Cr, management-stated
Offer51% equity for ₹15 Cr
Next stepNDA, then Confidential Information Memorandum

Basis of preparation. All figures are management-provided, stated in ₹ crore and not verified by the adviser. FY22 to FY24 add together a proprietorship and a private limited company; audit status by year will be confirmed in the data room.

FY25 and FY26 carry no sales because production was paused. FY24 is the latest operating year and ended about thirty months ago.

02

Investment highlights

The case rests on certified assets and existing customer relationships, not on current earnings. Each point below is management's statement and has not been independently verified.

1

Four certification regimes

BIS, DGMS, CE and ISO cover the Indian standard mark, mining-safety approval, European market access and quality management. Management states that uncertified competitors cannot bid for government and PSU tenders.

4 regimes held
2

Idle but intact asset base

Land, buildings and machinery are stated at ₹26 Cr and have not been sold. Management describes them as maintained and ready. The valuation basis follows in the data room.

₹26 Cr stated
3

Large-account base

Management lists seven large industrial and public-sector customers across seven categories. Billing by account is not yet supplied (see section 07).

7 large accounts
4

Margin on technical lines

Management reports an average gross margin of about 40% and positions fall protection and breathing apparatus as the higher-margin products. Year-wise margins are not supplied.

~40% average gross margin
5

Restart readiness

Management states production can resume within 30 days of funding, using existing machinery and workforce. Working capital, not plant, is the stated constraint.

30 days to restart
03

Business overview

The company makes personal protective equipment for industrial users. Its range runs from volume products to technical lines that need certification, and a defence line is at an early stage.

Technical lines

Fall protection and self-contained breathing apparatus. Management positions these as higher-margin products and as cross-sell into existing accounts.

Volume lines

Commoditised PPE sold in volume. Product-level volumes and prices are not supplied and will be in the data room.

Defence line

Lightweight ballistic vests and chemical-warfare protection, to be developed with a research collaborator. In development; no revenue is reported for it.

Engineering & constructionInfrastructureCoalSteel Metals & miningTwo-wheeler OEMPharma

The chips above are the seven customer categories in management's account list. A product-mix split is not supplied.

Origin
Operations begin more than two decades ago
Certifications
BIS, DGMS, CE and ISO held; dates in the data room
FY22
Highest combined sales in the series
FY24
Last year of production
FY25
Proprietorship consolidated into the company; production paused
On funding
Restart targeted within 30 days
04

Business model & economics

Revenue has historically come from supply to large industrial accounts out of the company's own plant. Management's plan adds three routes: more products to existing accounts, tender supply and exports. Only the first draws on current relationships.

2
Lines to cross-sell

Fall protection and breathing apparatus offered into existing accounts. Management cites near-zero acquisition cost; no order is attached.

BIS · DGMS
Tender eligibility

Management states these approvals bar uncertified bidders from government and PSU tenders. No tender pipeline or past win is supplied.

70:30
Target export : domestic

OEM white-label to North America, UK, EU and Australia; own brand to the GCC and Africa. Current export share is not supplied.

Pricing, credit terms and the working-capital cycle are not in the documents supplied and will be in the data room.

The table sets each route to market against its buyer and its status today.

Routes to market
Route Buyer Lead products Status
Anchor accounts Large industrial and PSU customers Existing range; fall protection, breathing apparatus Existing relationships
Domestic distribution Distributors, eastern India first Volume lines To be expanded
Government / PSU tenders Government and PSU buyers Certified lines Plan
Export, OEM white-label Buyers in North America, UK, EU, Australia Volume and technical lines Plan
Export, own brand Distributors in the GCC and Africa Own-brand range Plan
Defence Defence procurement Ballistic, chemical protection In development
Status is as described by management.
05

Operations & capacity

The plant is idle at present. Management describes it as vertically integrated and maintained for restart.

Plant at a glance
StatusPaused since FY25
IntegrationVertical, per management
RestartWithin 30 days of funding; existing machinery and workforce
Installed capacityData room
Utilisation historyData room
Workforce sizeData room

Capacity cannot yet be sized. Without installed capacity or past utilisation, neither the restart date nor the growth plan can be tied to output. A plant inspection and a capacity statement are the first requests a buyer should make.

06

Quality systems & certifications

Certification is the barrier the growth plan relies on. Four regimes are held, and each opens a different market.

The table sets each regime against the market it gates.

Certification regimes
Regime What it gates Status
BIS Indian standard mark; domestic sales and tenders Held, per management
DGMS Mining-safety approval; coal and mining buyers Held, per management
CE European market access Held, per management
ISO Quality-management credential for supplier approval Held, per management
Scope, certificate dates and renewal status are not supplied and will be in the data room.

A pause is not neutral for certificates. Product approvals and management-system certificates normally carry renewal and audit conditions. Whether each is current after two years without production is the buyer's first check.

No defence qualification is reported; the defence line depends on a research collaborator.

07

Customer mix & concentration

Customers are large industrial and public-sector buyers across seven categories. Repeat orders for safety equipment turn on certification, product approval and delivery reliability.

No customer-level billing was supplied. The masked top-twenty table, concentration tiers and year-on-year movement chart will be provided in the data room; nothing is estimated here.

The base, in numbers
Large accounts listed by management7
Customer categories covered7
Largest account; top 5 / 10 / 20 shareData room
Accounts active in every yearData room
Export share and channel splitData room

Concentration cannot be tested. Whether the seven listed accounts remain approved vendors after a two-year gap in supply is the first diligence question, because it decides whether the restart has an order base.

Dependence would be reduced by tenders, distributors and exports, but none of these carries an order today.

08

Financial snapshot

Results come from two entities that traded in parallel until the proprietorship was folded into the company. Sales declined over the period and then stopped.

Combined sales, ₹ crore
Proprietorship plus private limited company; no production in FY25 and FY26
0 10.0 20.0 30.0 24.2 FY22 11.0 FY23 13.6 FY24 Nil FY25 Nil FY26
 
Table-view twin: the financial summary table below. Latest operating year highlighted.

The table gives the five-year record on the same combined basis.

Combined financial summary, ₹ crore
Particulars FY22 FY23 FY24 FY25 FY26
Combined sales 24.20 11.00 13.60 Nil Nil
of which proprietorship 12.10 6.45 6.80 – –
of which company 12.10 4.55 6.80 Nil Nil
Sales change on prior year – −54.5% +23.6% −100.0% n/a
Combined net profit 1.38 0.94 0.43 Nil Nil
Net margin 5.7% 8.5% 3.2% n/a n/a
Combined figures add a proprietorship and a private limited company, which are not one legal perimeter. Net profit as reported by management; margins recomputed from the figures shown.
Fixed-asset base, as stated, ₹ crore
Land and building10.0
Building9.5
Machinery6.5
Total26.0
Debt, working capital and net worth are not supplied. Valuation basis in the data room.
  • Net profit in FY24 was 68.8% below FY22 while sales were 43.8% below, so profit fell faster than sales.
  • Nil sales in FY25 and FY26 leave no current earnings base to value.
  • With no debt or working-capital data, net debt cannot be computed.

Weakest metric: revenue. Two full years with nil sales leave FY24 as the last operating evidence. Any valuation will rest on assets and certifications, not on trading history.

09

Quality of earnings

Earnings here means combined net profit as reported by management, with one average gross-margin figure; no EBITDA, add-back schedule or cash-flow statement was supplied.

Combined net margin, % of sales
Net profit divided by combined sales; no margin where there were no sales
0 5.0% 10.0% 5.7% FY22 8.5% FY23 3.2% FY24 n/a FY25 n/a FY26
 
Table-view twin: the net margin table below. Latest operating year highlighted.

The table repeats the chart values with the profit behind them.

Net profit and net margin
Particulars FY22 FY23 FY24 FY25 FY26
Combined net profit, ₹ crore 1.38 0.94 0.43 Nil Nil
Net margin 5.7% 8.5% 3.2% n/a n/a

Margin bridge

Gross margin averages about 40% while net margin ranged from 3.2% to 8.5%. The gap of roughly 31 to 37 points is operating cost and tax; no cost split is supplied.

Add-backs

None have been presented, so none are included in any figure here.

Cash conversion

No cash-flow statement was supplied, so operating cash flow cannot be set against earnings.

Debt position

Net debt, finance cost and debt mix are not supplied; net debt to EBITDA cannot be computed.

Capex cycle

No capex schedule was supplied. Restart spend is not separated from working capital in the use of funds (see section 11).

Perimeter

FY22 to FY24 add together two legal entities, and FY22 and FY24 each show an identical split between them. Entity-level accounts are needed to confirm.

Related parties

Not supplied. Whether the proprietorship's results belong inside the acquired perimeter is open.

Recency

The latest operating year ended about thirty months ago, and two full years have since closed with no sales. This is the largest single gap in the file.

10

Management & organisation

A small senior team combines founder technical depth with exports, finance and legal experience. The founder holds the certification and factory knowledge.

The table lists each role with experience and remit, without names.

Leadership team
Role Experience Remit
Founder & Managing Director 40 years Technical, certification, factory setup
Chief Executive Officer Overseas-educated; consulting background Built the international network
Head, Exports & Business Development 25 years Product development at a market-leading PPE manufacturer
Head, Finance & Legal 30 years Cost accountant and lawyer; large manufacturing groups
Board Former CMDs and CEOs Operations, finance and sales across Asia-Pacific and Europe

The board is described as former chairmen, managing directors and chief executives. Board size, independence and committee structure are not stated, and neither is whether the team remains engaged during the pause.

Founder dependence. Technical, certification and factory-setup knowledge sits with the founder, who has the longest experience on the team at 40 years. Management offers promoter transition support; its length, scope and terms are not yet defined.

11

M&A proposition

The promoters offer a majority stake to a partner who will fund the restart and the growth plan. The proposition is a restart with a control partner, not a purchase of current earnings.

Nil
Sales in FY25 and FY26

The entry point is a restart, so a buyer prices idle capacity and certifications rather than earnings.

2 years
Idle period

Management states machinery is maintained and the workforce is in place. Condition is to be verified on inspection.

51%
Control stake

Offered with promoter transition support. Scope and duration are not yet defined.

Transaction parameters
Stake offered51% equity
Investment sought₹15 Cr
Use of fundsWorking capital, export infrastructure, marketing, product development
Promoter supportTransition support offered
Valuation and termsTo be discussed after NDA
InformationConfidential Information Memorandum after NDA

Strategic buyer

A safety-equipment or industrial manufacturer that wants certified capacity, tender eligibility or access to the listed accounts.

Financial buyer

An investor comfortable with a restart thesis, able to fund working capital and hold a control stake beside a transitioning promoter.

Management's plan rests on five levers.

Exports

OEM white-label to North America, UK, EU and Australia; own brand to the GCC and Africa, one segment per country.

Anchor penetration

Cross-sell fall protection and breathing apparatus into the seven listed accounts.

Tenders

Use BIS and DGMS certification to bid for government and PSU volumes.

Domestic distribution

Expand distributors, with eastern India as the stated priority.

Defence

Develop lightweight ballistic vests and chemical-warfare protection with a research collaborator.

Use of proceeds. The ₹15 Cr is earmarked for working capital, export infrastructure, marketing and product development; the split between them is not supplied.

Management's ambition is revenue of ₹180–200 Cr within five years at a 70:30 export-to-domestic mix. This is management's own figure, not a forecast, not validated by the adviser, and carries no weight in valuation until tested against an order book.

12

Risks & mitigants

The risks below are stated plainly. Several arise directly from the pause in production.

Restart execution. The plant has been idle for two years; start-up, staffing and re-qualification carry cost and delay.
MitigantManagement states machinery is maintained and the workforce is in place, with production within 30 days. A site inspection and trial run should precede completion.
No sales in FY25 and FY26. FY24 is the last operating evidence and is about thirty months old.
MitigantValuation can rest on assets and certifications. Structures that release capital against restart milestones can be discussed after the NDA.
Certificate validity. BIS, DGMS, CE and ISO may have lapsed or need re-audit after the pause.
MitigantCertificate copies, scope and renewal status will be in the data room. Renewal can be set as a condition for any that need it.
Customer re-activation. The seven listed accounts may have moved to other suppliers during the gap.
MitigantManagement cites existing relationships and cross-sell at near-zero acquisition cost. Reference calls with the accounts can be arranged after the NDA.
Decline before the pause. Sales fell 43.8% and net profit 68.8% from FY22 to FY24.
MitigantFY24 sales recovered 23.6% on FY23. Management will need to explain the causes of the decline in the data room.
Perimeter. Figures combine a proprietorship and a company, so history does not belong to one acquired entity.
MitigantEntity-level accounts and the consolidation terms will be provided. The investment is into the company.
Founder dependence. Technical and certification knowledge sits with one person.
MitigantPromoter transition support is offered. A four-role team and a board of former chief executives are described; terms are not yet defined.
Unproven growth plan. The ₹180–200 Cr ambition has no order book behind it and relies on exports, tenders and a defence line not yet developed.
MitigantOnly the cross-sell to existing accounts uses current relationships. Management's figure carries no weight in valuation until tested.
13

Process & next steps

Interested parties proceed in four steps, each released by the adviser.

Process

1Expression of interestQualified investors write to the adviser.
2NDA and CIMA signed NDA releases the Confidential Information Memorandum.
3Data room and site visitCustomer billing, certificates, entity accounts and plant inspection.
4Offer and diligenceNon-binding offer, confirmatory due diligence, definitive agreements.
Adviser contact · CA Dhiraj Ostwal & Co. — Transaction Advisory
Emaildhiraj.ostwal@gmail.com
Direct line70200 45454
Websitewww.cadhirajostwal.com
Disclaimer. This Confidential Information Summary is circulated by CA Dhiraj Ostwal & Co. on behalf of the promoters of Project Secure to qualified investors only. It is not an offer, invitation or solicitation of any security and is not a legal offer document. All figures are management-provided and indicative, have not been independently verified, and are subject to due diligence. Recipients must make their own assessment. Valuation, multiples and terms will be discussed after execution of an NDA. Nothing herein may be copied or forwarded without the adviser's consent. © 2026 CA Dhiraj Ostwal & Co.

 

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