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AGI GREENPAC LIMITED — Capital/Financing Update 2025
May 30, 2025
61278_rns_2025-05-30_8e26ce9d-d274-489a-9fe4-33f2e0bd82ae.pdf
Capital/Financing Update
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May 30, 2025
The Corporate Relationship Department Listing Department BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers, Exchange Plaza, 1[st] Floor, New Trading Ring Plot No. C-1, Block-G, Rotunda, Dalal Street, Bandra-Kurla Complex, Mumbai - 400 001 Bandra (E) Mumbai - 400 051 (BSE Scrip Code: 542905) (NSE Symbol: HINDWAREAP)
Dear Sir/Madam,
Sub: Disclosure under Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, regarding investment in Madoverbuilding AI Private Limited by AGI Greenpac Limited
Pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ LODR Regulations ”) read with Schedule III of LODR Regulations, we wish to inform you that AGI Greenpac Limited (“ Company ”) has entered into a share subscription and shareholders’ agreement on May 30, 2025, with Madoverbuilding AI Private Limited (“ MOB ”), and shareholders of MOB, for an aggregate investment of up to INR 5,99,91,540.44 (Indian Rupees Five Crores Ninety-Nine Lakhs Ninety-One Thousand Five Hundred Forty and Paise Forty-Four) for acquisition of up to 25% of the paid-up share capital of MOB (on fully diluted basis) by subscription to preference shares in two tranches, viz. two tranches of equal investment amount of INR 2,99,95,770.22 (Indian Rupees Two Crores Ninety-Nine Lakhs NinetyFive Thousand Seven Hundred Seventy and Paise Twenty-Two). Pursuant to the infusion of the first tranche investment amount by the Company into MOB (“ Tranche 1 Investment ”), the Company will hold 14.28% of the paid-up share capital of MOB (on fully diluted basis). Investment of second tranche will occur within 15 months from tranche 1 closing and is contingent on completion of certain milestones as detailed under the definitive agreement. Pursuant to the infusion of the second tranche investment amount by the Company into MOB (“ Tranche 2 Investment ”), the Company will acquire 25% of paid-up share capital of MOB (on fully diluted basis).
The details as required under LODR Regulations read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD1/P/CIR/2023/123 dated July 13, 2023, is enclosed as Annexure A to this letter.
This is for your information and records.
Yours faithfully,
For AGI Greenpac Limited Digitally signed by Ompal Date: 2025.05.30 Ompal 12:11:23 +05'30'
(Ompal) Company Secretary & Compliance Officer
Name: Ompal Address: 301-302, 3rd Floor, Park Centra, Sector-30, Gurugram-122001 Membership No.: A30926
AGI Greenpac Ltd
Corporate Office: 301-302, 3[rd ] Floor, Park Centra, Sector-30, NH 8, Gurugram, Haryana-122 001, India. T. +91 124 477 9200
2, Red Cross Place, Kolkata-700001, West Bengal, India. T. +91 33-22487407/5668 [email protected] | www.agigreenpac.com | CIN: L51433WB1960PLC024539
AGI Plastek Office: AGI glaspac Premises, Glass Factory Road, Off Motinagar, Borabanda, Hyderabad-500018, India. T: +91 40-2383 1771(5lines), M: [email protected]
Sy.No.208 to 218, Sitarampur, Isnapur, Patancheru, Telangana- 502307, India. T: +91-8455-225511, M: [email protected]
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Annexure A
The details as required under LODR Regulations read with SEBI Circular No. SEBI/HO/CFD/CFD-PoD1/P/CIR/2023/123 dated July 13, 2023, is as under:
| S. No. |
Particulars | Details |
|---|---|---|
| 1. | Name of the target entity, details in brief such as size, turnover etc. |
Madoverbuilding AI Private Limited (“MOB AI”) Authorized Share Capital: INR 15,50,000/- Paid-up share capital: INR 1,22,520/- Turnover: INR 3.27 crore as per last audited financial statements for FY 2023-24 |
| 2. | 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 “arms-length” |
The acquisition of shares of MOB AI does not fall under related party transactions as per provisions of the Companies Act, 2013. The promoter / promoter group / group companies of the Company do not have any interest in the entity (MOB AI) whose shares are being acquired. |
| 3. | Industry to which the entity being acquired belongs |
E-commerce, B2B online marketplace |
| 4. | 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 Company envisages investments in emerging technologies and business models that complement the Company’s core operations, enabling the Company to gain equity stakes in innovative ventures. |
| 5. | Brief details of any governmental or regulatory approvals required for the acquisition |
No such approval required. |
| 6. | Indicative time period for completion of the acquisition |
Tranche 1 Investment may take around 1 month subject to the conditions precedent under the definitive agreement being satisfied. Completion of Tranche 2 Investment will occur within 15 months from the completion/closing of Tranche 1 Investment and is contingent upon the completion of the milestones detailed under the definitive agreement. |
AGI Greenpac Ltd Corporate Office: 301-302, 3[rd ] Floor, Park Centra, Sector-30, NH 8, Gurugram, Haryana-122 001, India. T. +91 124 477 9200 Registered Office: 2, Red Cross Place, Kolkata-700001, West Bengal, India. T. +91 33-22487407/5668 [email protected] | www.agigreenpac.com | CIN: L51433WB1960PLC024539
AGI Plastek Office: AGI glaspac Premises, Glass Factory Road, Off Motinagar, Borabanda, Hyderabad-500018, India. T: +91 40-2383 1771(5lines), M: [email protected]
Sy.No.208 to 218, Sitarampur, Isnapur, Patancheru, Telangana- 502307, India. T: +91-8455-225511, M: [email protected]
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| 7. | Nature of consideration - whether cash consideration or share swap and details of the same |
The consideration would be paid in cash, in two tranches: Tranche 1 Investment amount: INR 2,99,95,770.22/- Tranche 2 Investment amount: INR 2,99,95,770.22/- |
|---|---|---|
| 8. | Cost of acquisition or the price at which the shares are acquired |
INR 5,99,91,540.44 for both Tranche 1 and Tranche 2. |
| 9. | Percentage of shareholding / control acquired and / or number of shares acquired |
Company will acquire 14.28%of the paid-up share capital of MOB (on fully diluted basis)on completion of Tranche 1 Investment and will hold an aggregate of 25%of the paid-up share capital of MOB (on fully diluted basis)on completion of Tranche 2 Investment. |
| 10. | 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) |
MOB AI is in the business of building E-commerce marketplace, E-commerce technologies, E- business platforms, embedding lending technologies, trading without and/ or with owned and/ or franchised stores, warehousing and rental capabilities for building, construction and interior materials and related items along with relevant logistic capabilities. Date of incorporation: December 21, 2021 Turnover of past 3 years: For FY 2021-22 – NIL For FY 2022-23 – INR 1.48 crores For FY 2023-24 – INR 3.27 crores Presence in countries: India |
Corporate Office: 301-302, 3[rd ] Floor, Park Centra, Sector-30, NH 8, Gurugram, Haryana-122 001, India. T. +91 124 477 9200
2, Red Cross Place, Kolkata-700001, West Bengal, India. T. +91 33-22487407/5668 [email protected] | www.agigreenpac.com | CIN: L51433WB1960PLC024539
AGI Plastek Office: AGI glaspac Premises, Glass Factory Road, Off Motinagar, Borabanda, Hyderabad-500018, India. T: +91 40-2383 1771(5lines), M: [email protected]
Sy.No.208 to 218, Sitarampur, Isnapur, Patancheru, Telangana- 502307, India. T: +91-8455-225511, M: [email protected]
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AGI Greenpac Ltd