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Allcargo Logistics Ltd — Capital/Financing Update 2023
Feb 22, 2023
61291_rns_2023-02-22_0324405f-b238-4e40-a187-bc76b84bb189.pdf
Capital/Financing Update
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| To, Listing Compliance and Legal Regulatory BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai-400 001 BSE Scrip Code:532749 |
To, Listing and Compliance National Stock Exchange of India Limited Exchange Plaza, C-1, Block G Bandra Kurla Complex Bandra (East), Mumbai - 400 051 NSE Symbol:ALLCARGO |
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February 22, 2023
Dear Sir/Madam,
Subject: Intimation under Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
Pursuant to the Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“ Listing Regulations ”), read with Part A of Schedule III of the Listing Regulations, this is to inform you that Allcargo Logistics Limited (” Company ”), has entered into a Securities Purchase Agreement (“ SPA ”) on February 21, 2023, with BRE Asia Urban Holdings Ltd. (the “ Seller ”) to acquire: (a) 5,40,000 (Five Lakhs and Forty Thousand) equity shares (representing 90% of the equity share capital), and (b) 1,07,78,147 (One Crore, Seven Lakhs, Seventy Eight Thousand, One Hundred and Forty Seven) Class A Optionally Convertible Debentures (“ Class A OCDs ”) of Madanahatti Logistics and Industrial Parks Private Limited (the “ Target ”’).
Details as required under Regulation 30 of the Listing Regulations and SEBI Circular No. ClR/CFD/CMD/4/2015 dated September 09, 2015, is attached as “ Annexure-A ”.
The aforesaid information shall be made available on the Company's website at www.allcargologistics.com.
Kindly take the above on record.
Thanking you,
Yours faithfully,
For Allcargo Logistics Limited
DEVANAND Digitally signed by DEVANAND PARSHOTTAM PARSHOTTAM MOJIDRA Date: 2023.02.22 13:27:31 MOJIDRA +05'30' Devanand Mojidra Company Secretary & Compliance Officer
Encl: a/a
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Allcargo Logistics Limited, 6[th] Floor, Allcargo House, CST Road, Kalina, Santacruz (E), Mumbai - 400 098. India. T: +91 22 6679 8110 | www.allcargologistics.com | CIN: L63010MH2004PLC073508 | GSTN: 27AACCA2894D1ZS
Annexure - A
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Disclosures pursuant to Regulation 30 of the Listing Regulations and SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 09, 2015
| Sr No |
Particular | Details | |
|---|---|---|---|
| a. | Name of the target entity, details in brief such as size, turnover etc |
Madanahatti Logistics and Industrial Parks Private Limited The Target is engaged in the business of warehousing leasing, it’s management and such other related activities. |
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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” |
This is not a Related Party Transaction. The Seller is not related to the Promoter / Promoter Group of the Company. |
|
| c. | Industry to which the entity being acquired belongs |
Operating in Warehousing Leasing and Management business. |
|
| 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 said acquisition of the Target Company aligns with the real estate business being demerged into TransIndia Realty & Logistics Parks Limited and is a strategic fit with future plans. |
|
| e. | Brief details of any governmental or regulatory approvals required for the acquisition |
Not Applicable | |
| f. | Indicative time period for completion of the acquisition |
February 21, 2023 | |
| 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/OCD are acquired |
Equity Shares:The equity shares are being acquired for a consideration of INR 6,36,09,827/- (Indian Rupees Six Crore, Thirty Six Lakhs, Nine Thousand, Eight Hundred and Twenty Seventy only). Class A OCDs:The Class A OCDs are being acquired for a consideration of INR 17,60,30,900/- (Indian Rupees Seventeen Crore, Sixty Lakhs, Thirty Thousand and Nine Hundred only). |
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Allcargo Logistics Limited, 6[th] Floor, Allcargo House, CST Road, Kalina, Santacruz (E), Mumbai - 400 098. India. T: +91 22 6679 8110 | www.allcargologistics.com | CIN: L63010MH2004PLC073508 | GSTN: 27AACCA2894D1ZS
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| i. | Percentage of shareholding / control acquired and/ or number of shares/OCD acquired |
Equity Shares:5,40,000 shares of the Target to be acquired, which represents 90% of the equity shareholding of the Target. Class A OCDs: 1,07,78,147 Class A OCDs of the Target to be acquired. |
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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) |
The Target was incorporated on December 06, 2018. It is engaged in the warehousing leasing and management business. The Turnover of the Target for last 3 Financial Years (FY) stands as below: FY 2021-2022: Rs.3,05,84,622/- FY 2020-2021: Rs.2,12,65,791/- FY 2019-2020: Rs.74,30,422/- The Target is currently based in India. |
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Allcargo Logistics Limited, 6[th] Floor, Allcargo House, CST Road, Kalina, Santacruz (E), Mumbai - 400 098. India. T: +91 22 6679 8110 | www.allcargologistics.com | CIN: L63010MH2004PLC073508 | GSTN: 27AACCA2894D1ZS