Aegis Logistics Ltd. — Capital/Financing Update 2021

Dec 1, 2021

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1[st] December, 2021

To, The Secretary, Capital Market Operations Market Operations Department, The National Stock Exchange of India Ltd. The BSE Ltd. Exchange Plaza, 5[th] Fl., Plot No.C/1, Phiroze Jeejeebhoy Towers, G Block, Bandra-Kurla Complex, Dalal Street, Fort, Bandra (E), Mumbai – 400 023. Mumbai – 400 051.

Scrip Code: 500003 Scrip Code: AEGISCHEM

Dear Sir,

Sub: Disclosure under Regulation 30 of SEBI (Listing Obligation & Disclosure Requirements) Regulations 2015

Aegis Logistics Limited (“ Company ”) and Aegis Vopak Terminals Limited (formerly known as Aegis LPG Logistics (Pipavav) Ltd) (“ AVTL ”) have entered into a business transfer agreement dated 30[th] November, 2021 wherein the Company has agreed to transfer the liquid storage unit of the Company located within the limits of the liquid storage unit of the Company located at Dakshina Kannada, Mangalore (“ Mangalore Undertaking ”), by way of a slump sale, as a ‘going concern’ to AVTL.

This disclosure is being made pursuant to Para A of Part A of Schedule III as provided in Regulation 30 of the Securities and Exchange Board of India (Listing Obligation & Disclosure Requirements) Regulations, 2015. The disclosure is attached as ‘ Annexure A ’.

You are requested to take note of the same.

Thanking You, Yours Faithfully,

For Aegis Logistics Limited

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Company Secretary Encl: As above

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ANNEXURE A

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Sr. Items for Disclosure Description
No.
The amount and percentage of the
(a) The revenue / income from the
turnover or revenue or income and net
Mangalore Undertaking for FY
worth contributed by such unit or
2020 – 2021 is INR 8.79 Crores
division of the listed entity during the
(1.25% of revenue / income of the
last financial year
Company on Standalone basis for
FY 2020-2021).
Net-worth (based on gross value
of assets) relating to the
Mangalore Undertaking as on
31st March 2021 was INR 97.49
Crores.
(b) Date on which the agreement for sale has The business transfer agreement
been entered into (the “ BTA ”) for the sale of the
Mangalore Undertaking has been
executed on 30 [th] November, 2021.
Subject to obtaining the requisite
(c) The expected date of completion of
approvals, the sale of the
sale/disposal;
Mangalore Undertaking would be
completed by 31 [st] March, 2022 or
such other date as may be
mutually agreed.
(d) Consideration received from such A lump sum consideration of INR
sale/disposal; 120 Crores (Rupees One Hundred
and Twenty Crores only) will be
received by the Company for the
slump sale of the Mangalore
Undertaking as a going concern,
[subject to customary
adjustments as provided in the
BTA].
AVTL is a wholly owned
(e) Brief details of buyers and whether any
subsidiary of the Company.
of the buyers belong to the promoter/
promoter group/group companies. If yes,
details thereof;
(f) Whether the transaction would fall Since AVTL is a wholly owned
within related party transactions. If yes, subsidiary of the Company, the
nature of interest and details thereof and transaction is a related party
whether the same is done at “arms transaction. The consideration for
length”. sale of the Mangalore
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Undertaking by the Company to
AVTL is determined on the basis
of an independent valuation
report. The transaction is
undertaken on arm’s length
basis.
(g) Area of business of the entity(ies); The Company is, inter alia ,
engaged in the business of
owning and operating a network
of shore-based tank farm
installations in India to provide
logistics solutions for oil, gas,
chemicals, and petrochemical
industries.
AVTL is engaged in the business
of developing, operating and
managing independent storage
and handling facilities, together
with required infrastructure
including storage terminals and
pipelines connected to vessel
jetties, to store and handle: (i)
chemicals; (ii) edible oil products;
(iii) non-edible oil products; (iv)
petroleum products; (v) liquefied
petroleum gas; and / or (vi) other
gases, including liquefied natural
gas.
(h) Rationale for Slump Sale of Mangalore The transaction is being carried
Undertaking; out pursuant to the Shareholders
Agreement entered between
Vopak India B.V. and the
Company, details of which are set
out in the disclosures dated 12 [th]
July 2021 made under Regulation
30 of SEBI (Listing Obligation &
Disclosure Requirements)
Regulations 2015.
(i) In case of cash consideration – amount Please refer to serial number (d)
or otherwise share exchange ratio; above for details of the
consideration.
(j) Brief details of change in shareholding No change in the shareholding
pattern (if any) of listed entity. pattern of the Company is
envisaged as part of the
transaction.
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