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Adani Power Limited — M&A Activity 2024
Sep 27, 2024
62310_rns_2024-09-27_10d0aba9-aabd-44fc-9b0a-ca799b96768a.pdf
M&A Activity
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September 27, 2024
BSE Limited
Floor 25, P J Towers, Dalal Street, Mumbai – 400 001.
Scrip Code: 533096
National Stock Exchange of India Limited Exchange Plaza, Bandra Kurla Complex, Bandra (E), Mumbai – 400 051.
Scrip Code: ADANIPOWER
Dear Sir(s)
Sub: Intimation for signing Share Purchase Agreement to acquire entire equity shares of Orissa Thermal Energy Private Limited (“OTEPL”)
Ref: Disclosure pursuant to Regulation 30 of the Securities and Exchange Board of India (listing Obligations and Disclosure Requirements) Regulations, 2015.
With reference to the captioned subject, we would like to inform that today, Adani Power Limited (“the Company”) has signed a Share Purchase Agreement (“SPA”) with the shareowners of OTEPL (formerly known as Padmaprabhu Commodity Trading Private Limited) to acquire its entire paid up equity shares, i.e. total 10,000 equity shares of the face value of Rs. 10 each.
Upon acquisition of equity shares, as above, OTEPL now becomes a wholly owned subsidiary of the Company.
The details as required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD-1/P/CIR/2023/123 dated 13th July 2023 are given as under:-
| Sr. No. |
Particulars | Details | Details | ||
|---|---|---|---|---|---|
| a) | Name of the target entity, details in brief such as size, turnover etc. |
Orissa Thermal Energy Private Limited (formerly known as Padmaprabhu Commodity Trading Private Limited” and hereinafter referred to as “OTEPL”). i) Authorized Share Capital: Rs. 1,00,000/- ii) Paid-Up Share Capital: Rs. 1,00,000/- Turnover during last three financialyears: |
|||
| Financialyear ended | Rs. in Lakhs | ||||
| 31stMarch 2022 | 28,172.58 | ||||
| 31stMarch 2023 | 13,686.87 | ||||
| 31stMarch 2024 | 7,412.31 |
Adani Power Limited “Adani Corporate House” Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad-382421, Gujarat India CIN : L40100GJ1996PLC030533
Tel +91 79 2656 7555 Fax +91 79 2555 7177 [email protected] www.adanipower.com
Registered Office: “Adani Corporate House”, Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad-382421
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| b) | Whether the acquisition would fall within related party transaction(s) and whether the promoter /promoter group/ group companies have any interest in the entity being acquired? If yes, nature of interest and details thereof and whether the same is done at “arm’s length”. |
Neither OTEPL nor its shareowners are related parties of APL and hence the acquisition would not fall within related party transaction(s). |
|---|---|---|
| c) | Industry to which the entity being acquired belongs |
Commodity trading activities. |
| d) | Objects and effects of acquisition (including but not limited to, disclosure of reasons for acquisition of target entity, if its business is outside the main line of business of the listed entity) |
The object is to set up infrastructure facilities / capacity augmentation of the Company on the land belonging to OTEPL. |
| e) | Brief details of any governmental or regulatory approvals required for the acquisition. |
No |
| f) | Indicative time period for completion of the acquisition. |
September 27, 2024 |
| g) | Nature of consideration - whether cash consideration or share swap and details of the same |
Cash |
| h) | Cost of acquisition or the price at which the shares are acquired |
The Company has signed the SPA to acquire 10,000 equity shares of the face value of Rs. 10 each, as per the valuation derived from the valuation report received from a registered valuer. |
| i) | Percentage of shareholding / control acquired and / or number of shares acquired |
100% |
Adani Power Limited Tel +91 79 2656 7555 “Adani Corporate House” Fax +91 79 2555 7177 Shantigram, Near Vaishno Devi Circle, [email protected] S. G. Highway, Khodiyar, www.adanipower.com Ahmedabad-382421, Gujarat India CIN : L40100GJ1996PLC030533
Registered Office: “Adani Corporate House”, Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad-382421
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j) Brief background about the entity acquired in terms of products/line of business acquired, date of incorporation, history of last 3 years’ turnover, country in which the acquired entity has presence and any other significant information (in brief)
| OTEPL was incorporated on 11thJuly 2020 in India | OTEPL was incorporated on 11thJuly 2020 in India | |
|---|---|---|
| and registered with the Registrar of Companies, | ||
| Gujarat at Ahmedabad, | having its registered | |
| office at 1, G.F., Gyan Kunj Society, Opp St. Xavier | ||
| Collage, Navrangpura, Ahmedabad – 380009, | ||
| with an object to carry on the business of buying, | ||
| selling, reselling, importing, exporting, |
||
| transporting, storing, promoting, marketing or | ||
| supplying, trading, dealing in any manner | ||
| whatsoever in all type of commodities and goods | ||
| on wholesale basis in India or elsewhere. | ||
| Turnover during last three financialyears: | ||
| Financialyear ended | Rs. in Lakhs | |
| 31stMarch 2022 | 28,172.58 | |
| 31stMarch 2023 | 13,686.87 | |
| 31stMarch 2024 | 7,412.31 | |
Kindly take the same on your records.
Thanking you.
Yours faithfully,
For Adani Power Limited
DEEPAK Digitally signed by DEEPAK SANATKUMAR SANATKUM PANDYA Date: 2024.09.27 AR PANDYA 20:47:32 +05'30'
Deepak S Pandya Company Secretary Mem. No.: FCS-5002
Tel +91 79 2656 7555 Fax +91 79 2555 7177 [email protected] www.adanipower.com
Adani Power Limited “Adani Corporate House” Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad-382421, Gujarat India CIN : L40100GJ1996PLC030533
Registered Office: “Adani Corporate House”, Shantigram, Near Vaishno Devi Circle, S. G. Highway, Khodiyar, Ahmedabad-382421