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Arvind Ltd. M&A Activity 2022

Jul 19, 2022

59174_rns_2022-07-19_83529d46-3a8a-457a-a609-3b21bb622535.pdf

M&A Activity

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www.arvir1 cl CC':ll

July 19, 2022

BSE Limited Listing Dept./ Dept. of Corporate Services . Phiroze Jeejeebhoy Towers Dalal Street Mumbai - 400001

National Stock Exchange of India Limited Listing Dept., Exchange Plaza, 5 th Floor Plot No. C/1, G. Block Bandra-Kurla Complex Bandra (E) Mumbai - 400051

Symbol: ARVIND

Security Code : 500101 Security ID: ARVIND

Dear Sir/Madam,

  • . Ref: Intimation pursuant to Regulation 30 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
  • Sub: 1) Transfer of Omnichannel Technology division of the Company to Arvind Internet Limited, a wholly owned subsidiary of the Company
  • 2) Sale of entire shareholding of the Company in Arvind Internet Limited to Bigfoot Retail Solutions Private Limited

Pursuant to Regulation 30 of the SEBI {Li sting Obligations and Disclosure Requirements) Regulations, 2015, we hereby inform that the Company has entered into Business Transfer Agreement today to transfer its Omnichannel Technology Division to Arvind Internet Limited {AIL), a whol ly owned subsidiary of the Company, for a total consideration of Rs. 152.30 crores to be paid by way of issue of shares of AIL. The entire shareholding of Company in AI L shall be transferred to BigFoot Retail Solutions Private Limited (Shiprocket) for a consideration of Rs. 162.90 crores to be paid in cash and equity shares of Shiprocket.

The Disclosure required under Regulation 30 of the SEBI Li ~t in gRegulations read with SEBI Circular No. CI R/CFD/CMD/4/2015 dated 9th September 2015, are enclosed herewith as Annexure-A and Annexure- B.

You are req uested to bring this to the notice of al l concerned.

Thanking you,

Yours faithfully,

Encl. As above

Arvind limited, Naroda Road, Ahmedabad. 380 025, India Tel.: +91 79 68268000 CIN: L 17119GJ1931 PLC000093

Annexure A

Transfer of Omnichannel Technology Division

a. Name of the entity(ies) forming part
of the Slump Sale, details in brief
such as, size, turnover etc.
Arvind
Internet
Limited
(wholly
owned
subsidiary).
For FY ending March 31, 2022
Revenue: Rs. 24.51 crores
Net Assets: "Rs. 7. 7 cro res
b. Whether the transaction would fall
within related party transactions? If
yes, whether the same is done at
"arm's length"
Transaction with Related party done at
arm's length
c. Area of business of the entity(ies) Technology division
d. Rationale for Slump sa
le
The
company
has
entered
into
Share
Purchase Agreement with BigFoot Retail
Solutions Pvt Limited to sell shares of Arvind
transferring
Internet
Limited
after
the
Omnichannel Technology Division to Arvind
Internet.Limited.
e. consideration -
of cash
In
case
amount
or
otherwise
share
exchange ratio
Arvind Internet division will pay the total
consideration of Rs. 152.30 crores by way of
15.23 er equity shares of Rs. 10 each
f. of
Brief
details
change
in
shareholding pattern (if any) of listed
entity
NA

Annexure B

Sale of entire shareholding of Arvind Internet Limited, a 100% subsidiary Company

a. The amount and percentage FY 2021-22
of the turnover or revenue or Omnichannel
income
and
net
worth
Technology Division & Consolidated
contributed by such unit or Arvind Internet Limited Arvind Limited %
division of the listed entity Sales & Other income 25 8084 0.30%
during the last financial year Profit Before Tax -28 378 NA
Capital Employed 20 4766 0.42%
b. Date on which the agreement July 19,2022
for sale has been entered into
c. The expected date of August 16, 2022
completion of sale/disposal
d. Consideration to be received Rs. 162. 90 crores
from such sale/disposal
e. Brief details of buyers and BigFoot Retail Solution Pvt Limited- Shiprocket (Please see Note given
w hether any of the buyers below this table)
belong
to
the
promoter/
promoter
group/group
If
details
companies.
yes,
t hereof
f. the
Whether
transaction
NA
woufd fall within related party
transactions? If yes, whether
the same is done at "arm's
length"
g. Additionally, in case of a slump NA
sale,
indicative
disclosures
provided
for
amalgamation/ merger,
shall
be disclosed
by
the
listed
entity with respect to such
slump sale.

About BigFoot Retail Private Limited

Shiprocket is India's largest eCommerce enablement platform providing digital retailers an end-to-end customer experience platform. The platform, which is creating an operating system for direct commerce, enables shipping, fulfillment, customer communication, and marketing tools as well as providers for SMEs, D2C retailers, and social commerce retailers in India. With 17+ courier partners on board, the brand enables Pan-India as well as international shipping deliveries. Its shipping solutions are available across 29,000+ pin codes within India and 220 countries worldwide.

Launched in 2017, Shiprocket is on a mission to create a seamless logistics data platform that connects retailers, ca rriers, and consumers across national and international locations. Shiprocket provides a technology stack to help retailers integrate their shopping websites on Shopify, Magenta, Woocommerce, Zoho, or others with the platform's multi-carrier API to manage orders, print shipping labels, and avail tracking information from multiple providers, including managing Cash on Delivery (COD) orders and payment reconciliation. Shiprocket also offers state-of-the-art fulfillment solutions with more than 20 warehouses located across India. The technology stack provides a robust postpurchase experience to consumers, resulting in higher engagement and lower RTO (failed deliveries).

Today, Shiprocket is the platform behind 2.5 lakh plus sellers who generate a GMV of more than \$2.SB annually. The platform delivers packets to more than 70M consumers annually and is growing transactions 2.5-3X year on year.