Aurum PropTech Limited — M&A Activity 2022

Mar 24, 2022

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Date: March 24, 2022

Listing Department Listing Department BSE Limited National Stock Exchange of India Limited Phiroze Jeejeebhoy Towers Bandra Kurla Complex Dalal Street, Fort, Bandra East Mumbai - 400 001 Mumbai – 400 051 BSE Script Code: 539289 NSE Symbol: AURUM

Dear Sir/Madam,

Sub: Intimation under Regulation 30 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 (“LODR Regulations”)

Pursuant to Regulation 30 of the LODR Regulations, kindly note that the Board of Directors of Aurum PropTech Limited ("the Company") at its meeting held on March 23, 2022, has approved the acquisition of 100% of the share capital of HelloWorld Technologies Pvt Ltd (‘HelloWorld’), one of the largest Co-living Companies in India. The acquisition shall be for a cash consideration of an amount of up to INR 42,00,00,000 (Indian Rupees Forty Two Crore only). This amount of acquisition is equivalent to current annualised revenue run rate of HelloWorld.

Upon completion of acquisition, a further infusion of an amount up to INR 18,00,00,000 (Indian Rupees Eighteen Crore) shall be made in HelloWorld through either fresh equity/ loan/ line of credit/ convertible note in the form of growth capital.

The details required under Regulation 30 of the LODR Regulations read with the SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 9, 2015, are enclosed as Annexure A.

You are requested to take the above on record.

Thanking you.

Yours faithfully, For Aurum PropTech Limited

(formerly known as Majesco Limited)

KHUSHBU Digitally signed by KHUSHBU DILIP DILIP RAKHECHA Date: 2022.03.24 RAKHECHA 16:01:14 +05'30'

Khushbu Rakhecha Compliance Officer

www.aurumventures.in (formerly known as Majesco Limited) corporate@aurumproptech.in CIN: L72300MH2013PLC244874 +91-22-2778 1271 Registered Office: Aurum Building Q1, Gen-4/1, TTC Industrial Area, Thane Belapur Road, Ghansoli, Navi Mumbai – 400 710, India

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Annexure - A

Details as required under Regulation 30 of the LODR Regulations read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated September 9, 2015, are mentioned below:

Sr. no.	Particulars	Details
1.	Name of the target entity, details in brief such as a. size b. turnover	HelloWorld Technologies Private Limited (‘HelloWorld’) Authorised Share Capital: INR 8,20,000 /- Issued Share Capital: INR 8,10,210 /- Paid up Share Capital: INR 8,10,210 /- Securities Premium: INR 46,50,04,790 /- Turnover as on December 31, 2021: INR 22.46 Crore (for 9-month period ended December 31, 2021)
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”.	No N.A.
3.	Industry to which the entity being acquired belongs.	Real Estate Technology (RaaS).
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 investment is in line with Aurum PropTech’s strategy to create an Integrated PropTech Ecosystem focused on complete value chain of Real Estate.
5.	Brief details of any governmental or regulatory approvals required for the acquisition.	This investment is within the limits as prescribed under Section 186 of the Companies Act, 2013, and has been approved by the Board of Directors in its meeting held on December 17, 2021. No other government or regulatory approvals are required.
6.	Indicative time period for completion of the acquisition.	Acquisition of equity shares, to hold 100% of share capital shall be done in one tranche on or before December, 2022, subject to complying with closing conditions.

www.aurumventures.in (formerly known as Majesco Limited) corporate@aurumproptech.in CIN: L72300MH2013PLC244874 +91-22-2778 1271 Registered Office: Aurum Building Q1, Gen-4/1, TTC Industrial Area, Thane Belapur Road, Ghansoli, Navi Mumbai – 400 710, India

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7.	Nature of consideration - whether cash consideration or share swap and details of the same.		Cash.	Cash.
8.	Cost of acquisition or the price at which the shares are acquired.		The acquisition shall be for a cash consideration which will be equivalent to annualised revenue run rate (1x) of HelloWorld capped at INR 42,00,00,000 (Indian Rupees Forty Two Crore only). Upon completion of acquisition, a further infusion of an amount up to INR 18,00,00,000 (Indian Rupees Eighteen Crore) shall be made in HelloWorld through either fresh equity/ loan/ line of credit/ convertible note in form of growth capital.
9.	Percentage of shareholding / control acquired and / or number of shares acquired.		Acquisition of equity shares, to hold 100% of share capital shall be done in one tranche.
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).		HelloWorld enables shared living to Indian millennials across 16 cities in India with more than 10,000 contracted beds. It is one of India’s largest coliving enterprises. Founded on March 06, 2019, HelloWorld is headquartered in Bangalore and targets both working professionals and students. It has tie-up with 100s of corporates leading to a very low user acquisition cost. HelloWorld’s mobile app helps millennials find, book, and move into a rental home of their choice across various Indian cities. It has a strong consumer driven community with 20,000 members on Instagram. Using AI-based technology for prediction of rent and occupancy velocity, leads to better supply acquisition. The current annual revenue rate is of INR 42,00,00,000 (Indian Rupees Forty Two Crore). HelloWorld, currently is a wholly-owned subsidiary of NestAway, which has raised over $110 Million in funding led by Tiger Global, Ratan Tata, Goldman Sachs and Chiratae Ventures. Turnover details: Year Approx. Revenue FY 2019-20 INR 29.69 Crore FY 2020-21 INR 33.85 Crore
			Year	Approx. Revenue
			FY 2019-20	INR 29.69 Crore
			FY 2020-21	INR 33.85 Crore

www.aurumventures.in (formerly known as Majesco Limited) corporate@aurumproptech.in CIN: L72300MH2013PLC244874 +91-22-2778 1271 Registered Office: Aurum Building Q1, Gen-4/1, TTC Industrial Area, Thane Belapur Road, Ghansoli, Navi Mumbai – 400 710, India