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Ashok Leyland Ltd. — Capital/Financing Update 2021
Feb 25, 2021
60668_rns_2021-02-25_43cc373b-63a7-462e-a92b-db5cb4f21264.pdf
Capital/Financing Update
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February 25, 2021
National Stock Exchange of India Ltd. Exchange Plaza, C-1, Block G Bandra Kurla Complex Bandra (E), Mumbai - 400 051
Scrip Code : ASHOKLEY
Through : NEAPS
BSE Limited Phiroze Jeejeebhoy Towers Dalal Street Mumbai - 400 001
Scrip Code : 500477
Through: BSE Listing Centre
Dear Sir/Madam,
Sub: Regulation 30 (Disclosure of events or information) - Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
Pursuant to Regulation 30 of SEBl (Listing Obligations and Disclosure Requirements) Regulations, 2015, we wish to inform you that the Company has entered into a Share Purchase Agreement with Nissan International Holding BV to acquire 58,500,000 shares for a total consideration of Rs.70,20,00,000/- constituting 38% in the paid-up share capital of Hinduja Tech Limited ("HTL"). Consequent to the aforesaid acquisition, HTL will become a wholly owned subsidiary of the Company.
The details required under Regulation 30 of SEBl (Listing Obligations and Disclosure Requirements) Regulations, 2015 are given as an annexure.
We request you to kindly note and take the above information on record.
Thanking you,
Yours faithfully, For ASHOK LEYLAND LIMITED
N Ramanathan Company Secretary
Encl: a/a


Annexure
| S.No. | Details of the Event | Information of such events | |||
|---|---|---|---|---|---|
| 1. | Name of the Target entity, details inbrief such as size, turnover etc. | Hinduja Tech Limited("HTL")Consolidated revenue as on March 31, 2020:Rs.226 Crores | |||
| 2. | a.whether the acquisition would fallwithin related party transaction(s) | Not applicable | |||
| b.whether the promoter/ promotergroup/ group companies have anyinterest in the entity being acquired | Yes, being promoter and shareholder of HTL | ||||
| c.If yes, nature of interest and detailsthereof and whether the same isdone at "arm's length" | The acquisition of shares is at arm's lengthbasis. | ||||
| 3. | Industry to which the entity beingacquired belongs | Technology(IT & ITeS) | |||
| 4. | Objects and effects of acquisition(includingbutnotlimitedto,disclosure of reasons for acquisitionof target entity, if its business isoutside the main line of business ofthe listed entity) | The Company owns 62% inthe paid-up sharecapital of HTL and the remaining is held byNissan International Holding B.V. TheCompany proposes to acquire 58,500,000shares held by Nissan International HoldingB.Vto make it as a wholly owned subsidiaryof the Company. | |||
| 5. | Brief details of any governmental orregulatory approvals required fortheacquisition | Not applicable | |||
| 6. | Indicative time period for completionof the acquisition | OneBusiness Day from the issuance of the lastoftheConditionsPrecedentSatisfactionCertificateasmentionedintheSharePurchase Agreement. | |||
| 7. | Nature of consideration –whethercash consideration or share swap anddetails of the same | Cash | |||
| 8. | Cost of acquisition or the price atwhich the shares are acquired | Rs.70,20,00,000/- | |||
| 9. | Percentage of shareholding/ controlacquired and /or number of sharesacquired | 38%ofthe total paid-up capital of HTL. |


| S.No. | Details of the Event | Information of such events | ||||
|---|---|---|---|---|---|---|
| 10 Brief background about the entity | HTL is engaged in the business of IT & ITeS | |||||
| acquired in terms of products/line of | industry. The audited Consolidated financials | |||||
| acquired,dateofbusiness | of the last three years are given below: | |||||
| incorporation, history of last 3 years | Rs. in Lakhs | |||||
| turnover, country in whichthe | Particulars | FY 2017- | FY 2018- | FY 2019- | ||
| acquired entity has presence and any | 18 | 19 | 20 | |||
| significant informationother(in | Revenue | 15738.70 | 21019.02 | 22616.65 | ||
| brief); | ||||||
| Profit/(Loss) | 116.83 | 1430.02 | 1595.43 | |||
| after tax | ||||||
ASHOK LEYLAND LIMITED
Registered & Corporate Office: No.1, Sardar Patel Road, Guindy, Chennai - 600 032, India | T: +91 44 2220 6000 | F: +91 44 2220 6001 CIN - L34101TN1948PLC000105 | www.ashokleyland.com
